0001811972Interstellar Group B.V., Technology0001811972Argus Bidco Limited, High Tech Industries, First Lien Senior Secured Term Loan2022-12-31Loan 12023-12-31
Table of Contents

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 

Form 10-Q

(Mark One)
ýQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2023March 31, 2024
OR
¨TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from              to             
Commission file number 814-01348 

Barings Capital Investment Corporation
(Exact name of registrant as specified in its charter)

Maryland 85-0654007
(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 ClassTrading SymbolName of Each Exchange on Which Registered
NoneNoneNone

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  ý    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 filerýSmaller reporting company¨
Emerging growth companyý
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, 2023May 7, 2024 was 28,885,591.29,672,058.



BARINGS CAPITAL INVESTMENT CORPORATION
TABLE OF CONTENTS
QUARTERLY REPORT ON FORM 10-Q
  Page
PART I – FINANCIAL INFORMATION
Item 1.
Unaudited Consolidated Balance Sheet as of September 30, 2023March 31, 2024 and Consolidated Balance Sheet as of December 31, 20222023
Unaudited Consolidated Statements of Operations for the Three Months Ended March 31, 2024 and Nine Months
Ended
September 30, 2023 and 2022
Unaudited Consolidated Statements of Changes in Net Assets for the Three and Nine Months
Ended September 30,March 31, 2024 and 2023 and 2022
Unaudited Consolidated Statements of Cash Flows for the NineThree Months
Ended September 30,March 31, 2024 and 2023 and 2022
Unaudited Consolidated Schedule of Investments as of September 30, 2023March 31, 2024
Consolidated Schedule of Investments as of December 31, 20222023
Item 2.
Item 3.
Item 4.
PART II – OTHER INFORMATION
Item 1.
Item 1A.
Item 2.
Item 3.
Item 4.
Item 5.
Item 6.
2


PART I – FINANCIAL INFORMATION

Item 1. Financial Statements.
Barings Capital Investment Corporation
Consolidated Balance SheetsBarings Capital Investment Corporation
(Exact name of registrant as specified in thousands, except shareits charter)

Maryland85-0654007
(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 per share data)Former Fiscal Year, if Changed Since Last Report: N/A
September 30, 2023December 31, 2022
(Unaudited)
Assets:
Investments at fair value:
Non-Control / Non-Affiliate investments (cost of $1,196,334 and $1,154,788 as of September 30, 2023 and December 31, 2022, respectively)$1,165,287 $1,114,337 
Affiliate investments (cost of $167,104 and $106,815 as of September 30, 2023 and December 31, 2022, respectively)183,608 119,068 
Total investments at fair value1,348,895 1,233,405 
Cash16,293 43,671 
Foreign currencies (cost of $13,472 and $16,897 as of September 30, 2023 and December 31, 2022, respectively)13,139 17,180 
Interest and fees receivable23,966 19,338 
Prepaid expenses and other assets253 93 
Derivative assets6,321 1,202 
Deferred financing fees2,475 3,191 
Receivable from unsettled transactions767 1,188 
Total assets$1,412,109 $1,319,268 
Liabilities:
Accounts payable and accrued liabilities$1,305 $1,463 
Interest payable2,829 2,884 
Administrative fees payable211 255 
Base management fees payable510 445 
Incentive management fees payable2,795 764 
Derivative liabilities297 12,622 
Payable from unsettled transactions35 17,584 
Borrowings under subscription and credit facilities663,303 581,436 
Notes payable (net of deferred financing fees)99,830 99,716 
Total liabilities771,115 717,169 
Commitments and contingencies (Note 7)
Net Assets:
Common stock, $0.001 par value per share (500,000,000 shares authorized, 28,885,591 and 27,795,215 shares issued and outstanding as of September 30, 2023 and December 31, 2022, respectively)29 28 
Additional paid-in capital626,857 603,002 
Total distributable earnings14,108 (931)
Total net assets640,994 602,099 
Total liabilities and net assets$1,412,109 $1,319,268 
Net asset value per share$22.19 $21.66 
See accompanying notes.Securities registered pursuant to Section 12(b) of the Act:

Title of Each ClassTrading SymbolName of Each Exchange on Which Registered
NoneNoneNone

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  ý    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 filerýSmaller reporting company¨
Emerging growth companyý
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 May 7, 2024 was 29,672,058.
3



Barings Capital Investment CorporationBARINGS CAPITAL INVESTMENT CORPORATION
Unaudited Consolidated Statements of OperationsTABLE OF CONTENTS
(in thousands, except share and per share data)QUARTERLY REPORT ON FORM 10-Q
Three Months EndedThree Months EndedNine Months
Ended
Nine Months
Ended
September 30, 2023September 30, 2022September 30, 2023September 30, 2022
Investment income:
Interest income:
Non-Control / Non-Affiliate investments$29,964 $20,020 $86,449 $50,994 
Affiliate investments235 118 436 272 
Total interest income30,199 20,138 86,885 51,266 
Dividend income:
Non-Control / Non-Affiliate investments611 759 1,742 945 
Affiliate investments2,931 2,639 10,065 9,116 
Total dividend income3,542 3,398 11,807 10,061 
Fee and other income:
Non-Control / Non-Affiliate investments1,502 1,815 5,036 4,554 
Affiliate investments25 43 11 
Total fee and other income1,527 1,820 5,079 4,565 
Payment-in-kind interest income:
Non-Control / Non-Affiliate investments1,929 1,071 5,689 2,931 
Affiliate investments86 — 86 — 
Total payment-in-kind interest income2,015 1,071 5,775 2,931 
Interest income from cash31 55 
Total investment income37,314 26,431 109,601 68,827 
Operating expenses:
Interest and other financing fees13,610 7,630 37,765 16,435 
Base management fee (Note 2)510 428 1,501 1,192 
Incentive management fees (Note 2)2,795 2,154 8,478 4,889 
Professional fees264 239 710 721 
Directors fees60 60 180 195 
Custody and administrative fees188 177 549 528 
Other general and administrative expenses
(Note 2)
323 407 1,074 1,259 
Total operating expenses17,750 11,095 50,257 25,219 
Net investment income before taxes19,564 15,336 59,344 43,608 
Income taxes, including excise tax expense62 (62)216 (62)
Net investment income after taxes19,502 15,398 59,128 43,670 
Page
PART I – FINANCIAL INFORMATION
Item 1.
Unaudited Consolidated Balance Sheet as of March 31, 2024 and Consolidated Balance Sheet as of December 31, 2023
Unaudited Consolidated Statements of Operations for the Three Months Ended March 31, 2024 and 2023
Unaudited Consolidated Statements of Cash Flows for the Three Months EndedMarch 31, 2024 and 2023
Unaudited Consolidated Schedule of Investments as of March 31, 2024
Consolidated Schedule of Investments as of December 31, 2023
Item 2.
Item 3.
Item 4.
PART II – OTHER INFORMATION
Item 1.
Item 1A.
Item 2.
Item 3.
Item 4.
Item 5.
Item 6.
4


Barings Capital Investment Corporation
Unaudited Consolidated Statements of Operations — (Continued)
(in thousands, except share and per share data)
Three Months EndedThree Months EndedNine Months
Ended
Nine Months
Ended
September 30, 2023September 30, 2022September 30, 2023September 30, 2022
Realized gains (losses) and unrealized appreciation (depreciation) on investments, foreign currency transactions and forward currency contracts:
Net realized gains (losses):
Non-Control / Non-Affiliate investments$(8,107)$(3,591)(10,348)(5,228)
Affiliate investments— — — 39 
Net realized gains (losses) on investments(8,107)(3,591)(10,348)(5,189)
Foreign currency transactions51 (412)531 3,454 
Forward currency contracts(173)6,264 (12,705)6,448 
Net realized gains (losses)(8,229)2,261 (22,522)4,713 
Net unrealized appreciation (depreciation):
Non-Control / Non-Affiliate investments4,473 (15,518)10,196 (45,636)
Affiliate investments(495)2,863 3,359 8,075 
Net unrealized appreciation (depreciation) on investments3,978 (12,655)13,555 (37,561)
Foreign currency transactions3,266 6,890 (481)14,547 
Forward currency contracts5,563 3,249 17,444 9,921 
Net unrealized appreciation (depreciation)12,807 (2,516)30,518 (13,093)
Net realized gains (losses) and unrealized appreciation (depreciation) on investments, foreign currency transactions and forward currency contracts4,578 (255)7,996 (8,380)
Loss on extinguishment of debt— — — (181)
Net increase in net assets resulting from operations$24,080 $15,143 $67,124 $35,109 
Net investment income per share—basic and diluted$0.68 $0.56 $2.10 $1.72 
Net increase in net assets resulting from operations per share—basic and diluted$0.84 $0.56 $2.38 $1.38 
Dividends/distributions per share:
Total dividends/distributions$0.63 $0.53 $1.85 $1.56 
Weighted average shares outstanding—basic and diluted28,576,187 27,259,375 28,215,860 25,449,534 
See accompanying notes.

52


PART I – FINANCIAL INFORMATION

Item 1.Financial Statements.
Barings Capital Investment Corporation
Unaudited Consolidated Statements of Changes in Net Assets
(in thousands, except share amounts)
Three Months Ended September 30, 2022Common StockAdditional
Paid-In
Capital
Total Distributable EarningsTotal
Net
Assets
Number
of Shares
Par
Value
Balance, June 30, 202227,209,484 $27 $590,451 $14,109 $604,587 
Net investment income— — — 15,398 15,398 
Net realized gain on investments / foreign currency transactions / forward currency contracts— — — 2,261 2,261 
Net unrealized depreciation on investments / foreign currency transactions / forward currency contracts— — — (2,516)(2,516)
Dividends/distributions286,875 6,374 (14,421)(8,046)
Balance, September 30, 202227,496,359 $28 $596,825 $14,831 $611,684 
Three Months Ended September 30, 2023Common StockAdditional
Paid-In
Capital
Total Distributable EarningsTotal
Net
Assets
Number
of Shares
Par
Value
Balance, June 30, 202328,506,055 $28 $618,515 $7,987 $626,530 
Net investment income— — — 19,502 19,502 
Net realized loss on investments / foreign currency transactions / forward currency contracts— — — (8,229)(8,229)
Net unrealized appreciation on investments / foreign currency transactions / forward currency contracts— — — 12,807 12,807 
Dividends/distributions379,536 8,342 (17,959)(9,616)
Balance, September 30, 202328,885,591 $29 $626,857 $14,108 $640,994 
See accompanying notes.
















6


Barings Capital Investment Corporation
(Exact name of registrant as specified in its charter)

Maryland85-0654007
(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 ClassTrading SymbolName of Each Exchange on Which Registered
NoneNoneNone

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  ý    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 filerýSmaller reporting company¨
Emerging growth companyý
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 May 7, 2024 was 29,672,058.



BARINGS CAPITAL INVESTMENT CORPORATION
TABLE OF CONTENTS
QUARTERLY REPORT ON FORM 10-Q
Page
PART I – FINANCIAL INFORMATION
Item 1.
Unaudited Consolidated Balance Sheet as of March 31, 2024 and Consolidated Balance Sheet as of December 31, 2023
Unaudited Consolidated Statements of Operations for the Three Months Ended March 31, 2024 and 2023
Unaudited Consolidated Statements of Cash Flows for the Three Months EndedMarch 31, 2024 and 2023
Unaudited Consolidated Schedule of Investments as of March 31, 2024
Consolidated Schedule of Investments as of December 31, 2023
Item 2.
Item 3.
Item 4.
PART II – OTHER INFORMATION
Item 1.
Item 1A.
Item 2.
Item 3.
Item 4.
Item 5.
Item 6.
2


PART I – FINANCIAL INFORMATION

Item 1.Financial Statements.
Barings Capital Investment Corporation
Consolidated Balance Sheets
(in thousands, except share and per share data)
March 31, 2024December 31, 2023
(Unaudited)
Assets:
Investments at fair value:
Non-Control / Non-Affiliate investments (cost of $1,175,926 and $1,170,790 as of March 31, 2024 and December 31, 2023, respectively)$1,165,223 $1,154,383 
Affiliate investments (cost of $183,943 and $181,326 as of March 31, 2024 and December 31, 2023, respectively)197,825 194,738 
Total investments at fair value1,363,048 1,349,121 
Cash21,574 27,766 
Foreign currencies (cost of $10,107 and $8,229 as of March 31, 2024 and December 31, 2023, respectively)9,955 8,460 
Interest and fees receivable20,418 26,595 
Prepaid expenses and other assets117 169 
Derivative assets3,801 — 
Deferred financing fees1,995 2,234 
Receivable from unsettled transactions437 504 
Total assets$1,421,345 $1,414,849 
Liabilities:
Accounts payable and accrued liabilities$1,436 $2,101 
Interest payable3,152 4,224 
Administrative fees payable243 224 
Base management fees payable519 518 
Incentive management fees payable3,199 3,062 
Derivative liabilities276 8,116 
Payable from unsettled transactions302 
Borrowings under credit facility642,422 644,463 
Notes payable (net of deferred financing fees)99,855 99,843 
Total liabilities751,104 762,853 
Commitments and contingencies (Note 7)
Net Assets:
Common stock, $0.001 par value per share (500,000,000 shares authorized, 29,672,058 and 29,270,679 shares issued and outstanding as of March 31, 2024 and December 31, 2023, respectively)29 29 
Additional paid-in capital644,390 635,451 
Total distributable earnings25,822 16,516 
Total net assets670,241 651,996 
Total liabilities and net assets$1,421,345 $1,414,849 
Net asset value per share$22.59 $22.27 
See accompanying notes.

3


Barings Capital Investment Corporation
Unaudited Consolidated Statements of Operations
(in thousands, except share and per share data)
Three Months EndedThree Months Ended
March 31, 2024March 31, 2023
Investment income:
Interest income:
Non-Control / Non-Affiliate investments$29,846 $27,207 
Affiliate investments340 113 
Total interest income30,186 27,320 
Dividend income:
Non-Control / Non-Affiliate investments800 562 
Affiliate investments3,150 2,917 
Total dividend income3,950 3,479 
Fee and other income:
Non-Control / Non-Affiliate investments1,574 1,676 
Affiliate investments22 10 
Total fee and other income1,596 1,686 
Payment-in-kind interest income:
Non-Control / Non-Affiliate investments1,402 1,743 
Affiliate investments91 — 
Total payment-in-kind interest income1,493 1,743 
Interest income from cash13 11 
Total investment income37,238 34,239 
Operating expenses:
Interest and other financing fees13,540 11,293 
Base management fee (Note 2)519 486 
Incentive management fees (Note 2)3,199 2,699 
Other general and administrative expenses (Note 2)817 866 
Total operating expenses18,075 15,344 
Net investment income before taxes19,163 18,895 
Income taxes, including excise tax expense150 24 
Net investment income after taxes19,013 18,871 
4


Barings Capital Investment Corporation
Unaudited Consolidated Statements of Operations — (Continued)
(in thousands, except share and per share data)
Three Months EndedThree Months Ended
March 31, 2024March 31, 2023
Realized gains (losses) and unrealized appreciation (depreciation) on investments, foreign currency transactions and forward currency contracts:
Net realized gains (losses):
Non-Control / Non-Affiliate investments$(3,867)$(224)
Net realized gains (losses) on investments(3,867)(224)
Foreign currency transactions(92)467 
Forward currency contracts(6,541)(10,175)
Net realized gains (losses)(10,500)(9,932)
Net unrealized appreciation (depreciation):
Non-Control / Non-Affiliate investments5,754 6,125 
Affiliate investments470 3,452 
Net unrealized appreciation (depreciation) on investments6,224 9,577 
Foreign currency transactions1,661 (2,634)
Forward currency contracts11,641 9,611 
Net unrealized appreciation (depreciation)19,526 16,554 
Net realized gains (losses) and unrealized appreciation (depreciation) on investments, foreign currency transactions and forward currency contracts9,026 6,622 
Net increase in net assets resulting from operations$28,039 $25,493 
Net investment income per share — basic and diluted$0.65 $0.68 
Net increase in net assets resulting from operations per share — basic and diluted$0.96 $0.92 
Dividends/distributions per share:
Total dividends/distributions$0.64 $0.60 
Weighted average shares outstanding — basic and diluted29,350,073 27,856,974 
See accompanying notes.

5


Barings Capital Investment Corporation
Unaudited Consolidated Statements of Changes in Net Assets — (Continued)
(in thousands, except share amounts)
Nine Months Ended September 30, 2022Common StockAdditional
Paid-In
Capital
Total Distributable EarningsTotal
Net
Assets
Number
of Shares
Par
Value
Balance, December 31, 202121,614,871 $22 $465,631 $19,175 $484,828 
Net investment income— — — 43,670 43,670 
Net realized gain on investments / foreign currency transactions / forward currency contracts— — — 4,713 4,713 
Net unrealized depreciation on investments / foreign currency transactions / forward currency contracts— — — (13,093)(13,093)
Loss on extinguishment of debt— — — (181)(181)
Dividends/distributions771,944 17,308 (39,453)(22,144)
Issuance of common stock5,109,544 113,886 — 113,891 
Balance, September 30, 202227,496,359 $28 $596,825 $14,831 $611,684 
Three Months Ended March 31, 2023Common StockAdditional
Paid-In
Capital
Total Distributable EarningsTotal
Net
Assets
Number
of Shares
Par
Value
Balance, December 31, 202227,795,215 $28 $603,002 $(931)$602,099 
Net investment income— — — 18,871 18,871 
Net realized loss on investments / foreign currency transactions / forward currency contracts— — — (9,932)(9,932)
Net unrealized appreciation on investments / foreign currency transactions / forward currency contracts— — — 16,554 16,554 
Dividends/distributions347,397 — 7,525 (16,678)(9,153)
Balance, March 31, 202328,142,612 $28 $610,527 $7,884 $618,439 

Nine Months Ended September 30, 2023Common StockAdditional
Paid-In
Capital
Total Distributable EarningsTotal
Net
Assets
Number
of Shares
Par
Value
Balance, December 31, 202227,795,215 $28 $603,002 $(931)$602,099 
Three Months Ended March 31, 2024Three Months Ended March 31, 2024Common StockAdditional
Paid-In
Capital
Total Distributable EarningsTotal
Net
Assets
Balance, December 31, 2023
Balance, December 31, 2023
Balance, December 31, 2023
Net investment incomeNet investment income— — — 59,128 59,128 
Net realized loss on investments / foreign currency transactions / forward currency contractsNet realized loss on investments / foreign currency transactions / forward currency contracts— — — (22,522)(22,522)
Net unrealized appreciation on investments / foreign currency transactions / forward currency contractsNet unrealized appreciation on investments / foreign currency transactions / forward currency contracts— — — 30,518 30,518 
Dividends/distributionsDividends/distributions1,090,376 23,855 (52,085)(28,229)
Dividends/distributions
Dividends/distributions
Balance, September 30, 202328,885,591 $29 $626,857 $14,108 $640,994 
Balance, March 31, 2024
Balance, March 31, 2024
Balance, March 31, 2024
See accompanying notes.








76


Barings Capital Investment Corporation
Unaudited Consolidated Statements of Cash Flows 
(in thousands)
Nine Months
Ended
Nine Months
Ended
September 30, 2023September 30, 2022
Three Months EndedThree Months Ended
March 31, 2024March 31, 2024March 31, 2023
Cash flows from operating activities:Cash flows from operating activities:
Net increase in net assets resulting from operations
Net increase in net assets resulting from operations
Net increase in net assets resulting from operationsNet increase in net assets resulting from operations$67,124 $35,109 
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:
Purchases of portfolio investmentsPurchases of portfolio investments(214,827)(442,082)
Purchases of portfolio investments
Purchases of portfolio investments
Repayments received / sales of portfolio investmentsRepayments received / sales of portfolio investments96,460 160,222 
Loan origination and other fees received
Loan origination and other fees received
Loan origination and other fees receivedLoan origination and other fees received2,945 7,784 
Net realized (gain) loss on investmentsNet realized (gain) loss on investments10,348 5,189 
Net realized (gain) loss on foreign currency transactionsNet realized (gain) loss on foreign currency transactions(531)(3,454)
Net realized (gain) loss on forward currency contractsNet realized (gain) loss on forward currency contracts12,705 (6,448)
Net unrealized (appreciation) depreciation of investmentsNet unrealized (appreciation) depreciation of investments(13,555)37,561 
Net unrealized (appreciation) depreciation of foreign currency transactionsNet unrealized (appreciation) depreciation of foreign currency transactions481 (14,547)
Net unrealized (appreciation) depreciation of forward currency contractsNet unrealized (appreciation) depreciation of forward currency contracts(17,444)(9,921)
Payment-in-kind interest / dividendsPayment-in-kind interest / dividends(9,642)(3,628)
Payment-in-kind interest / dividends
Payment-in-kind interest / dividends
Amortization of deferred financing feesAmortization of deferred financing fees738 717 
Loss on extinguishment of debt— 181 
Accretion of loan origination and other fees
Accretion of loan origination and other fees
Accretion of loan origination and other feesAccretion of loan origination and other fees(3,529)(3,137)
Amortization / accretion of purchased loan premium / discountAmortization / accretion of purchased loan premium / discount(824)(1,192)
Payments for derivative contractsPayments for derivative contracts(15,212)(1,794)
Proceeds from derivative contractsProceeds from derivative contracts2,506 8,242 
Changes in operating assets and liabilities:Changes in operating assets and liabilities:
Interest and fees receivableInterest and fees receivable(4,608)(13,313)
Interest and fees receivable
Interest and fees receivable
Prepaid expenses and other assetsPrepaid expenses and other assets(160)(136)
Accounts payable and accrued liabilitiesAccounts payable and accrued liabilities1,889 (292)
Interest payableInterest payable(53)897 
Interest payable
Interest payable
Net cash provided by (used in) operating activitiesNet cash provided by (used in) operating activities(85,189)(244,042)
Net cash provided by (used in) operating activities
Net cash provided by (used in) operating activities
Cash flows from financing activities:Cash flows from financing activities:
Borrowings under subscription and credit facilities82,000 213,607 
Repayments of subscription and credit facilities— (80,381)
Proceeds from notes— 100,000 
Borrowings under credit facility
Borrowings under credit facility
Borrowings under credit facility
Financing fees paidFinancing fees paid(1)(961)
Issuance of common stock— 113,891 
Financing fees paid
Financing fees paid
Cash dividends / distributions paid
Cash dividends / distributions paid
Cash dividends / distributions paidCash dividends / distributions paid(28,229)(22,144)
Net cash provided by (used in) financing activitiesNet cash provided by (used in) financing activities53,770 324,012 
Net increase (decrease) in cash and foreign currenciesNet increase (decrease) in cash and foreign currencies(31,419)79,970 
Cash and foreign currencies, beginning of periodCash and foreign currencies, beginning of period60,851 45,049 
Cash and foreign currencies, end of periodCash and foreign currencies, end of period$29,432 $125,019 
Supplemental disclosure of cash flow information:Supplemental disclosure of cash flow information:
Cash paid for interestCash paid for interest$36,760 $14,504 
Cash paid for interest
Cash paid for interest
Excise taxes paid during the periodExcise taxes paid during the period$561 $470 
Summary of non-cash financing transactions:Summary of non-cash financing transactions:
Dividends/distributions paid through DRIP share issuances$23,855 $17,308 
Dividends / distributions paid through DRIP share issuances
Dividends / distributions paid through DRIP share issuances
Dividends / distributions paid through DRIP share issuances
See accompanying notes.
87

Barings Capital Investment Corporation
Unaudited Consolidated Schedule of Investments
September 30, 2023March 31, 2024
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Portfolio Company (5)
Industry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Portfolio Company (5)
Industry (29)
Investment Type (1)(2)(30)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Non–Control / Non–Affiliate Investments:Non–Control / Non–Affiliate Investments:
A.T. Holdings II LTDA.T. Holdings II LTDOther FinancialFirst Lien Senior Secured Term Loan14.3% Cash11/2209/29$7,500 $7,500 $7,110 1.1 %(3) (6)
A.T. Holdings II LTDA.T. Holdings II LTDOther Financial7,500 7,500 7,110 
A.T. Holdings II LTDOther FinancialFirst Lien Senior Secured Term Loan14.3% Cash11/2209/29$7,500 $7,500 $6,690 1.0 %(3) (6)
Accelerant Holdings
Accelerant HoldingsAccelerant HoldingsBanking, Finance, Insurance & Real EstateClass A Convertible Preferred Equity (2,500 shares)N/A01/22N/A2,500 2,872 0.4 %(6) (26)Accelerant HoldingsBanking, Finance, Insurance & Real EstateClass A Convertible Preferred Equity (2,500 shares)N/A01/22N/A2,500 2,990 2,990 0.4 0.4 %(6) (27)
Class B Convertible Preferred Equity (1,666 shares)N/A12/22N/A1,666 1,874 0.3 %(6) (26)Class B Convertible Preferred Equity (1,650 shares)N/A12/22N/A1,666 2,030 2,030 0.3 0.3 %(6) (27)
4,166 4,746 
Acclime Holdings HK LimitedAcclime Holdings HK LimitedBusiness ServicesFirst Lien Senior Secured Term LoanSOFR + 6.75%, 12.6% Cash08/2108/271,941 1,905 1,884 0.3 %(3) (6) (7) (13)
Acclime Holdings HK LimitedAcclime Holdings HK LimitedBusiness Services1,941 1,905 1,884 
Acclime Holdings HK LimitedBusiness ServicesFirst Lien Senior Secured Term LoanSOFR + 6.50%, 11.6% Cash08/2108/271,941 1,909 1,925 0.3 %(3) (6) (7) (13)
Accurus Aerospace Corporation
Accurus Aerospace CorporationAccurus Aerospace CorporationAerospace & DefenseFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.3% Cash04/2204/288,815 8,710 8,313 1.3 %(6) (7) (12)Accurus Aerospace CorporationAerospace & DefenseFirst Lien Senior Secured Term LoanSOFR + 5.25%, 10.7% Cash04/2204/288,793 8,697 8,697 8,564 8,564 1.3 1.3 %(6) (7) (12)
RevolverSOFR + 5.75%, 11.3% Cash04/2204/28715 704 662 0.1 %(6) (7) (12) (27)Accurus Aerospace CorporationRevolverSOFR + 5.25%, 10.7% Cash04/2204/28737 728 728 714 714 0.1 0.1 %(6) (7) (12) (28)
Common Stock (175,049.3 shares)N/A04/22N/A175 153 — %(6) (26)Common Stock (175,049.3 shares)N/A04/22N/A175 172 172 — — %(6) (27)
9,530 9,589 9,128 
AcogroupAcogroupBusiness ServicesFirst Lien Senior Secured Term LoanEURIBOR + 4.65%, 8.6% Cash, 2.3% PIK03/2210/263,125 3,188 2,884 0.4 %(3) (6) (7) (9)
AcogroupAcogroupBusiness Services3,125 3,188 2,884 
AcogroupBusiness ServicesFirst Lien Senior Secured Term LoanEURIBOR + 4.65%, 8.6% Cash, 2.3% PIK03/2210/263,195 3,205 2,716 0.4 %(3) (6) (7) (9)
AD Bidco, Inc.
AD Bidco, Inc.AD Bidco, Inc.TechnologyFirst Lien Senior Secured Term LoanSOFR +6.25%, 11.6% Cash03/2403/303,392 3,278 3,278 0.5 % (6) (7) (12) (28)
RevolverSOFR + 6.25%, 11.6% Cash03/2403/30— (11)(11)— %(6) (7) (12) (28)
ADB Safegate
ADB Safegate
ADB SafegateADB SafegateAerospace & DefenseSecond Lien Senior Secured Term LoanSOFR + 9.25%, 14.5% Cash08/2110/276,116 5,875 5,199 0.8 %(3) (6) (7) (12)Aerospace & DefenseSecond Lien Senior Secured Term LoanSOFR + 9.25%, 14.6% Cash08/2110/276,577 6,390 6,390 5,821 5,821 0.9 0.9 %(3) (6) (7) (12)
6,116 5,875 5,199 
Adhefin International
Adhefin InternationalAdhefin InternationalIndustrial OtherFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 10.5% Cash05/2305/301,755 1,767 1,699 0.3 %(3) (6) (7) (9) (27)Adhefin InternationalIndustrial OtherFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 10.4% Cash05/2305/301,790 1,771 1,771 1,755 1,755 0.3 0.3 %(3) (6) (7) (9) (28)
Subordinated Term LoanEURIBOR + 10.5% PIK, 14.5% PIK05/2311/30294 298 287 — %(3) (6) (7) (9)Subordinated Term LoanEURIBOR + 10.5% PIK, 14.4% PIK05/2311/30300 298 298 294 294 — — %(3) (6) (7) (9)
2,049 2,065 1,986 
Advantage Software Company (The), LLCAdvantage Software Company (The), LLCAdvertising, Printing & PublishingClass A1 Partnership Units (3,012.9 units)N/A12/21N/A97 255 — %(6) (26)
Class A2 Partnership Units (777.1 units)N/A12/21N/A25 66 — %(6) (26)
Class B1 Partnership Units (3,012.9 units)N/A12/21N/A— — %(6) (26)Advantage Software Company (The), LLCAdvertising, Printing & PublishingClass A1 Partnership Units (3,012.9 units)N/A12/21N/A97 241 241 — — %(6) (27)
Advantage Software Company (The), LLCAdvertising, Printing & PublishingClass B2 Partnership Units (777.1 units)N/A12/21N/A— — %(6) (26)
126 321 
Class A2 Partnership Units (777.1 units)N/A12/21N/A25 62 — %(6) (27)
Class B1 Partnership Units (3,012.9 units)N/A12/21N/A— — %(6) (27)
Class B2 Partnership Units (777.1 units)Advantage Software Company (The), LLCClass B2 Partnership Units (777.1 units)N/A12/21N/A— — %(6) (27)
126
Air Canada 2020-2 Class B Pass Through Trust
Air Canada 2020-2 Class B Pass Through Trust
Air Canada 2020-2 Class B Pass Through TrustAir Canada 2020-2 Class B Pass Through TrustStructured ProductsStructured Secured Note - Class B9.0% Cash09/2010/251,392 1,392 1,400 0.2 %
1,392 1,392 1,400 
1,170
1,170
Air Comm Corporation, LLC
Air Comm Corporation, LLCAir Comm Corporation, LLCAerospace & DefenseFirst Lien Senior Secured Term LoanSOFR + 5.00%, 10.4% Cash06/2107/2717,657 17,389 17,198 2.7 %(6) (7) (12) (27)Air Comm Corporation, LLCAerospace & DefenseFirst Lien Senior Secured Term LoanSOFR + 5.00%, 10.3% Cash06/2107/2711,587 11,453 11,453 11,541 11,541 1.7 1.7 %(6) (7) (12)
17,657 17,389 17,198 First Lien Senior Secured Term LoanSOFR + 6.25%, 11.7% Cash06/2107/271,030 1,005 1,005 1,030 1,030 0.2 0.2 %(6) (7) (12)
Air Comm Corporation, LLC
AIT Worldwide Logistics Holdings, Inc.Transportation ServicesSecond Lien Senior Secured Term LoanSOFR + 7.50%, 12.9% Cash04/2104/294,849 4,767 4,733 0.7 %(6) (7) (11)
AIT Worldwide Logistics Holdings, Inc.Partnership Units (161.64 units)N/A04/21N/A162 249 — %(6) (26)
4,849 4,929 4,982 
AlliA Insurance Brokers NVInsuranceFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 10.2% Cash03/2303/303,260 3,176 3,149 0.5 %(3) (6) (7) (9) (27)
3,260 3,176 3,149 
AirX Climate Solutions, Inc.
Alpine US Bidco LLCAgricultural ProductsSecond Lien Senior Secured Term LoanSOFR + 9.00%, 14.4% Cash05/2105/2918,157 17,733 17,158 2.7 %(6) (7) (11)
Alpine US Bidco LLC18,157 17,733 17,158 
AirX Climate Solutions, Inc.Diversified ManufacturingFirst Lien Senior Secured Term LoanSOFR + 6.25%, 11.7% Cash11/2311/29666 645 647 0.1 %(6) (7) (12) (28)
AirX Climate Solutions, Inc.RevolverSOFR + 6.25%, 11.7% Cash11/2311/2917 14 15 — %(6) (7) (12) (28)
8

Barings Capital Investment Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
March 31, 2024
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Industry (29)
Investment Type (1)(2)(30)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
AIT Worldwide Logistics Holdings, Inc.Transportation ServicesSecond Lien Senior Secured Term LoanSOFR + 7.50%, 12.9% Cash04/2104/29$4,849 $4,773 $4,821 0.7 %(6) (7) (11)
Partnership Units (161.64 units)N/A04/21N/A162 249 — %(6) (27)
4,849 4,935 5,070 
AlliA Insurance Brokers NVInsuranceFirst Lien Senior Secured Term LoanEURIBOR + 6.00%, 9.9% Cash03/2303/303,469 3,324 3,469 0.5 %(3) (6) (7) (9) (28)
3,469 3,324 3,469 
Amalfi MidcoHealthcareSubordinated Loan Notes
2.0% Cash,
9.0% PIK
09/2209/282,744 2,451 2,420 0.4 %(3) (6)
Class B Common Stock
(46,582,594 shares)
N/A09/22N/A520 588 0.1 %(3) (6) (27)
Warrants
(190,193 units)
N/A09/22N/A322 — %(3) (6) (27)
2,744 2,973 3,330 
Americo Chemical Products, LLCChemicalsFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.8% Cash04/2304/291,930 1,887 1,930 0.3 %(6) (7) (11)
RevolverSOFR + 5.50%, 10.8% Cash04/2304/29— (10)— — %(6) (7) (11) (28)
Common Stock (88,110 shares)N/A04/23N/A88 93 — %(6) (27)
1,930 1,965 2,023 
Amtech LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.1% Cash11/2111/271,789 1,766 1,753 0.3 %(6) (7) (12)
First Lien Senior Secured Term LoanSOFR + 5.75%, 11.1% Cash03/2411/28448 439 439 0.1 %(6) (7) (12)
RevolverSOFR + 5.75%, 11.1% Cash11/2111/27— (3)(5)— %(6) (7) (12) (28)
2,237 2,202 2,187 
AnalytiChem Holding GmbhChemicalsFirst Lien Senior Secured Term LoanBBSY + 6.25%, 10.6% Cash11/2110/28841 919 829 0.1 %(3) (6) (7) (18)
First Lien Senior Secured Term LoanEURIBOR + 6.25%, 10.2% Cash11/2110/284,361 4,434 4,297 0.6 %(3) (6) (7) (9)
First Lien Senior Secured Term LoanEURIBOR + 6.25%, 10.2% Cash04/2210/282,714 2,694 2,674 0.4 %(3) (6) (7) (9)
First Lien Senior Secured Term LoanEURIBOR + 7.00%, 11.1% Cash01/2310/28977 936 973 0.1 %(3) (6) (7) (9)
First Lien Senior Secured Term LoanSOFR + 6.25%, 11.6% Cash06/2210/28476 476 469 0.1 %(3) (6) (7) (12)
First Lien Senior Secured Term LoanSOFR + 6.25%, 11.6% Cash11/2110/28614 614 605 0.1 %(3) (6) (7) (12)
9,983 10,073 9,847 
APC1 HoldingDiversified ManufacturingFirst Lien Senior Secured Term LoanEURIBOR + 5.45%, 9.4% Cash07/2207/292,484 2,316 2,454 0.4 %(3) (6) (7) (9)
2,484 2,316 2,454 
APOG Bidco Pty LtdHealthcareSecond Lien Senior Secured Term LoanBBSY + 7.25%, 11.8% Cash04/2203/30908 1,025 901 0.1 %(3) (6) (7) (17)
908 1,025 901 
Aptus 1829. GmbHChemicals, Plastics, and RubberFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 10.4% Cash, 1.5% PIK09/2109/271,524 1,625 1,333 0.2 %(3) (6) (7) (10)
Preferred Stock
(9 shares)
N/A09/21N/A79 — %(3) (6) (27)
Common Stock
(32 shares)
N/A09/21N/A— — %(3) (6) (27)
1,524 1,712 1,336 
Apus Bidco LimitedBanking, Finance, Insurance & Real EstateFirst Lien Senior Secured Term LoanSONIA + 5.75%, 10.9% Cash02/2103/282,602 2,790 2,584 0.4 %(3) (6) (7) (15)
2,602 2,790 2,584 
AQA Acquisition Holding, Inc.High Tech IndustriesSecond Lien Senior Secured Term LoanSOFR + 7.50%, 12.9% Cash03/2103/2921,000 20,630 21,000 3.1 %(6) (7) (12)
21,000 20,630 21,000 
9

Barings Capital Investment Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
September 30, 2023March 31, 2024
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Industry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Amalfi MidcoHealthcareSubordinated Loan Notes2.0% Cash, 9.0% PIK09/2209/28$2,538 $2,338 $2,234 0.3 %(3) (6)
Class B
Common Stock (46,582,594 shares)
N/A09/22N/A520 569 0.1 %(3) (6) (26)
Warrants
(190,193 units)
N/A09/22N/A253 — %(3) (6) (26)
2,538 2,860 3,056 
Americo Chemical Products, LLCChemicalsFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.8% Cash04/2304/291,940 1,894 1,898 0.3 %(6) (7) (11)
RevolverSOFR + 5.50%, 10.8% Cash04/2304/29— (11)(10)— %(6) (7) (11) (27)
Common Stock (88,110 shares)N/A04/23N/A88 85 — %(6) (26)
1,940 1,971 1,973 
Amtech LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.4% Cash11/2111/271,794 1,762 1,774 0.3 %(6) (7) (12) (27)
RevolverSOFR + 6.00%, 11.4% Cash11/2111/2768 65 66 — %(6) (7) (12) (27)
1,862 1,827 1,840 
Anagram Holdings, LLCChemicals, Plastics, & RubberFirst Lien Senior Secured Bond10.0% Cash, 5.0% PIK08/2008/256,232 6,010 5,920 0.9 %
6,232 6,010 5,920 
AnalytiChem Holding GmbhChemicalsFirst Lien Senior Secured Term LoanBBSY + 6.00%, 10.1% Cash11/2110/28832 919 815 0.1 %(3) (6) (18)
First Lien Senior Secured Term LoanEURIBOR + 6.00%, 9.6% Cash11/2110/284,275 4,427 4,186 0.7 %(3) (6) (7) (9)
First Lien Senior Secured Term LoanEURIBOR + 6.00%, 9.6% Cash04/2210/282,661 2,690 2,605 0.4 %(3) (6) (7) (9)
First Lien Senior Secured Term LoanEURIBOR + 7.00%, 10.6% Cash01/2310/28958 934 958 0.1 %(3) (6) (7) (9)
First Lien Senior Secured Term LoanSOFR + 6.00%, 11.7% Cash11/2110/28614 614 601 0.1 %(3) (6) (7) (12)
First Lien Senior Secured Term LoanSOFR + 6.00%, 11.7% Cash06/2210/28476 476 466 0.1 %(3) (6) (7) (12)
RevolverEURIBOR + 6.00%, 9.6% Cash04/2210/23— — (4)— %(3) (6) (7) (9) (27)
9,816 10,060 9,627 
APC1 HoldingDiversified ManufacturingFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 9.4% Cash07/2207/292,435 2,311 2,395 0.4 %(3) (6) (7) (9)
2,435 2,311 2,395 
APOG Bidco Pty LtdHealthcareSecond Lien Senior Secured Term LoanBBSY + 7.25%, 11.4% Cash04/2203/30898 1,023 885 0.1 %(3) (6) (7) (17)
898 1,023 885 
Aptus 1829. GmbHChemicals, Plastics, and RubberFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 10.4% Cash09/2109/271,577 1,713 1,326 0.2 %(3) (6) (7) (10)
Preferred Stock
(9 shares)
N/A09/21N/A79 — %(3) (6) (26)
Common Stock
(32 shares)
N/A09/21N/A— — %(3) (6) (26)
1,577 1,800 1,328 
Apus Bidco LimitedBanking, Finance, Insurance & Real EstateFirst Lien Senior Secured Term LoanSONIA + 5.50%, 10.7% Cash02/2103/282,514 2,785 2,459 0.4 %(3) (6) (7) (15)
2,514 2,785 2,459 
AQA Acquisition Holding, Inc.High Tech IndustriesSecond Lien Senior Secured Term LoanSOFR + 7.50%, 13.0% Cash03/2103/2921,000 20,599 20,643 3.2 %(6) (7) (12)
21,000 20,599 20,643 
Portfolio Company (5)
Industry (29)
Investment Type (1)(2)(30)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Aquavista Watersides 2 LTDTransportation ServicesFirst Lien Senior Secured Term LoanSONIA + 6.00%, 11.2% Cash12/2112/28$1,905 $1,946 $1,749 0.3 %(3) (6) (7) (16) (28)
Second Lien Senior Secured Term LoanSONIA + 10.5% PIK, 15.7% PIK12/2112/28546 559 515 0.1 %(3) (6) (7) (16)
2,451 2,505 2,264 
Arc EducationConsumer CyclicalFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 9.6% Cash07/2207/293,770 3,475 3,717 0.6 %(3) (6) (7) (9) (28)
3,770 3,475 3,717 
ArchimedeConsumer ServicesFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 10.4% Cash10/2010/277,776 7,908 7,543 1.1 %(3) (6) (7) (9)
7,776 7,908 7,543 
Argus Bidco LimitedHigh Tech IndustriesFirst Lien Senior Secured Term LoanEURIBOR + 4.00%, 7.9% Cash, 3.3% PIK07/2207/29161 147 154 — %(3) (6) (7) (9)
First Lien Senior Secured Term LoanEURIBOR + 6.75%, 10.7% Cash07/2207/29814 776 778 0.1 %(3) (6) (7) (9)
First Lien Senior Secured Term LoanSOFR + 4.00%, 9.3% Cash, 3.3% PIK07/2207/2967 65 64 — %(3) (6) (7) (12)
First Lien Senior Secured Term LoanSONIA + 4.00%, 9.1% Cash, 3.3% PIK07/2207/29866 797 828 0.1 %(3) (6) (7) (15)
First Lien Senior Secured Term LoanSONIA + 6.75%, 11.9% Cash07/2207/29— (4)(8)— %(3) (6) (7) (15) (28)
Second Lien Senior Secured Term Loan10.5% PIK07/2207/29403 379 379 0.1 %(3) (6)
Preferred Stock (20,780 shares)10.0% PIK07/22N/A28 23 — %(3) (6)
Equity Loan Notes (20,780 units)10.0% PIK07/22N/A28 23 — %(3) (6)
Common Stock
(232 shares)
N/A07/22N/A— — — %(3) (6) (27)
2,311 2,216 2,241 
ASC Communications, LLCMedia & EntertainmentFirst Lien Senior Secured Term LoanSOFR + 4.85%, 10.2% Cash07/2207/2710,686 10,564 10,686 1.6 %(6) (7) (11)
RevolverSOFR + 4.75%, 10.1% Cash07/2207/27— (7)— — %(6) (7) (11) (28)
Class A Units (15,545.8 units)N/A07/22N/A326 455 0.1 %(6)
10,686 10,883 11,141 
Astra Bidco LimitedHealthcareFirst Lien Senior Secured Term LoanSONIA + 5.25%, 10.4% Cash11/2111/281,930 1,972 1,917 0.3 %(3) (6) (7) (15) (28)
1,930 1,972 1,917 
ATL II MRO Holdings Inc.TransportationFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.1% Cash11/2211/286,172 6,042 6,018 0.9 %(6) (7) (12)
RevolverSOFR + 5.75%, 11.1% Cash11/2211/28— (25)(31)— %(6) (7) (12) (28)
6,172 6,017 5,987 
Avance Clinical Bidco Pty LtdHealthcareFirst Lien Senior Secured Term LoanBBSY + 5.00%, 9.4% Cash11/2111/271,676 1,774 1,514 0.2 %(3) (6) (7) (19) (28)
1,676 1,774 1,514 
AVSC Holding Corp.AdvertisingFirst Lien Senior Secured Term Loan5.0% Cash, 10.0% PIK11/2010/264,507 4,468 4,699 0.7 %
4,507 4,468 4,699 
Azalea Buyer, Inc.TechnologyFirst Lien Senior Secured Term LoanSOFR + 5.25%, 10.7% Cash11/2111/273,213 3,166 3,213 0.5 %(6) (7) (12) (28)
RevolverSOFR + 5.25%, 10.7% Cash11/2111/27— (4)— — %(6) (7) (12) (28)
Subordinated Term Loan12.0% PIK11/2105/281,106 1,094 1,085 0.2 %(6)
Common Stock (128,205.1 shares)N/A11/21N/A128 200 — %(6) (27)
4,319 4,384 4,498 
Bariacum S.AConsumer ProductsFirst Lien Senior Secured Term LoanEURIBOR + 4.75%, 8.6% Cash11/2111/282,484 2,532 2,469 0.4 %(3) (6) (7) (10)
2,484 2,532 2,469 
10

Barings Capital Investment Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
September 30, 2023March 31, 2024
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Industry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Aquavista Watersides 2 LTDTransportation ServicesFirst Lien Senior Secured Term LoanSONIA + 6.00%, 11.0% Cash12/2112/28$1,841 $1,938 $1,697 0.3 %(3) (6) (7) (16) (27)
Second Lien Senior Secured Term LoanSONIA + 10.5% PIK, 15.9% PIK12/2112/28490 519 455 0.1 %(3) (6) (7) (16)
2,331 2,457 2,152 
Arc EducationConsumer CyclicalFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 9.5% Cash07/2207/293,489 3,261 3,416 0.5 %(3) (6) (7) (9) (27)
3,489 3,261 3,416 
ArchimedeConsumer ServicesFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 9.7% Cash10/2010/277,623 7,895 7,326 1.1 %(3) (6) (7) (9)
7,623 7,895 7,326 
Argus Bidco LimitedHigh Tech IndustriesFirst Lien Senior Secured Term LoanEURIBOR + 6.75%, 10.7% Cash07/2207/29706 682 668 0.1 %(3) (6) (7) (9)
First Lien Senior Secured Term LoanSONIA+ 6.50%, 11.4% Cash07/2207/29— (6)(14)— %(3) (6) (7) (15) (27)
First Lien Senior Secured Term LoanSOFR + 4.00%, 9.3% Cash, 3.3% PIK07/2207/2966 64 62 — %(3) (6) (7) (12)
First Lien Senior Secured Term LoanEURIBOR + 4.00%, 7.6% Cash, 3.3% PIK07/2207/29155 144 147 — %(3) (6) (7) (9)
First Lien Senior Secured Term LoanSONIA + 4.00%, 8.9% Cash, 3.3% PIK07/2207/29824 782 779 0.1 %(3) (6) (7) (15)
Second Lien Senior Secured Term Loan10.5% PIK07/2207/29356 343 334 0.1 %(3) (6)
Preferred Stock (20,780 shares)10.0% PIK07/22N/A27 22 — %(3) (6)
Equity Loan Notes (20,780 units)10.0% PIK07/22N/A27 22 — %(3) (6)
Common Stock
(232 shares)
N/A07/22N/A— — — %(3) (6) (26)
2,107 2,063 2,020 
ASC Communications, LLCMedia & EntertainmentFirst Lien Senior Secured Term LoanSOFR + 4.75%, 10.2% Cash07/2207/2711,482 11,335 11,371 1.8 %(6) (7) (11)
RevolverSOFR + 4.75%, 10.2% Cash07/2207/27— (8)(6)— %(6) (7) (11) (27)
Class A Units (15,545.8 units)N/A07/22N/A326 421 0.1 %(6)
11,482 11,653 11,786 
Ascensus, IncBrokerage, Asset Managers & ExchangesSecond Lien Senior Secured Term LoanSOFR + 6.50%, 12.0% Cash05/2108/297,511 7,456 7,102 1.1 %(7) (12)
7,511 7,456 7,102 
Astra Bidco LimitedHealthcareFirst Lien Senior Secured Term LoanSONIA + 5.50%, 10.7% Cash11/2111/281,803 1,901 1,778 0.3 %(3) (6) (7) (16) (27)
1,803 1,901 1,778 
ATL II MRO Holdings Inc.TransportationFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.9% Cash11/2211/286,203 6,065 6,203 1.0 %(6) (7) (12)
RevolverSOFR + 5.50%, 10.9% Cash11/2211/28— (27)— — %(6) (7) (12) (27)
6,203 6,038 6,203 
Avance Clinical Bidco Pty LtdHealthcareFirst Lien Senior Secured Term LoanBBSY + 4.50%, 9.4% Cash11/2111/271,715 1,829 1,556 0.2 %(3) (6) (7) (18) (27)
1,715 1,829 1,556 
AVSC Holding Corp.AdvertisingFirst Lien Senior Secured Term Loan5.0% Cash, 10.0% PIK11/2010/264,183 4,134 4,293 0.7 %
First Lien Senior Secured Term LoanSOFR + 5.50%, 10.8% Cash, 1.0% PIK08/2010/26249 237 241 — %(7) (11)
4,432 4,371 4,534 
Azalea Buyer, Inc.TechnologyFirst Lien Senior Secured Term LoanSOFR + 5.25%, 10.7% Cash11/2111/273,228 3,175 3,200 0.5 %(6) (7) (12) (27)
RevolverSOFR + 5.25%, 10.7% Cash11/2111/27— (4)(2)— %(6) (7) (12) (27)
Subordinated Term Loan12.0% PIK11/2105/281,043 1,029 1,007 0.2 %(6)
Common Stock (128,205.1 shares)N/A11/21N/A128 151 — %(6) (26)
4,271 4,328 4,356 
Portfolio Company (5)
Industry (29)
Investment Type (1)(2)(30)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Beyond Risk Management, Inc.Other FinancialFirst Lien Senior Secured Term LoanSOFR + 4.50%, 9.9% Cash10/2110/27$2,934 $2,913 $2,916 0.4 %(6) (7) (12) (28)
2,934 2,913 2,916 
BidwaxNon-durable Consumer GoodsFirst Lien Senior Secured Term LoanEURIBOR + 6.45%, 10.5% Cash02/2102/282,268 2,436 2,255 0.3 %(3) (6) (7) (10)
2,268 2,436 2,255 
BigHand UK Bidco LimitedHigh Tech IndustriesFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.2% Cash01/2101/28846 830 786 0.1 %(3) (6) (7) (13)
First Lien Senior Secured Term LoanSONIA + 5.75%, 10.9% Cash01/2101/28205 217 190 — %(3) (6) (7) (15)
1,051 1,047 976 
Biolam GroupConsumer Non-cyclicalFirst Lien Senior Secured Term LoanEURIBOR + 4.25%, 5.5% Cash, 2.8% PIK12/2212/294,373 4,253 3,699 0.6 %(3) (6) (7) (9) (28)
4,373 4,253 3,699 
Blue Ribbon, LLCBrewersFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.4% Cash05/2105/2811,413 11,229 9,924 1.5 %(7) (11)
11,413 11,229 9,924 
BNI Global, LLCOther IndustrialFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 9.6% Cash02/2405/272,482 2,433 2,427 0.4 %(6) (7) (8)
2,482 2,433 2,427 
Bounteous, Inc.TechnologyFirst Lien Senior Secured Term LoanSOFR + 5.25%, 10.7% Cash08/2108/278,015 7,919 7,647 1.1 %(6) (7) (12)
8,015 7,919 7,647 
BPG Holdings IV CorpDiversified ManufacturingFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.3% Cash03/2307/299,480 8,977 8,911 1.3 %(6) (7) (12)
9,480 8,977 8,911 
Bridger Aerospace Group Holdings, LLCEnvironmental IndustriesMunicipal Revenue Bond11.5% Cash07/2209/2713,600 13,600 13,992 2.1 %
Preferred Stock- Series A
(7,309 shares)
7.0% PIK07/22N/A7,776 7,088 1.1 %(6)
13,600 21,376 21,080 
Brightline Trains Florida LLCTransportationSenior Secured Note8.0% Cash08/2101/282,000 2,000 2,000 0.3 %(6)
2,000 2,000 2,000 
Brightpay LimitedTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 5.00%, 8.9% Cash10/2110/282,268 2,317 2,242 0.3 %(3) (6) (7) (9) (28)
2,268 2,317 2,242 
BrightSign LLCMedia & EntertainmentFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.2% Cash10/2110/273,794 3,770 3,760 0.6 %(6) (7) (12)
RevolverSOFR + 5.75%, 11.2% Cash10/2110/27572 568 566 0.1 %(6) (7) (12) (28)
LLC units
(596,181.5 units)
N/A10/21N/A596 543 0.1 %(6) (27)
4,366 4,934 4,869 
British Airways 2020-1 Class B Pass Through TrustStructured ProductsStructured Secured Note - Class B8.4% Cash11/2011/28569 569 590 0.1 %
569 569 590 
British Engineering Services Holdco LimitedCommercial Services & SuppliesFirst Lien Senior Secured Term LoanSONIA + 6.75%, 12.5% Cash12/2012/272,276 2,386 2,276 0.3 %(3) (6) (7) (16)
2,276 2,386 2,276 
Burgess Point Purchaser CorporationAuto Parts & EquipmentSecond Lien Senior Secured Term LoanSOFR + 9.00%, 14.4% Cash07/2207/302,273 2,196 2,241 0.3 %(6) (7) (11)
LP Units (227 units)N/A07/22N/A227 242 — %(6) (27)
2,273 2,423 2,483 
BVI Medical, Inc.HealthcareSecond Lien Senior Secured Term LoanEURIBOR + 9.50%, 13.4% Cash06/2206/266,056 5,753 5,851 0.9 %(6) (7) (9)
6,056 5,753 5,851 
11

Barings Capital Investment Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
September 30, 2023March 31, 2024
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Industry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Bariacum S.A.Consumer ProductsFirst Lien Senior Secured Term LoanEURIBOR + 5.00%, 8.9% Cash11/2111/28$2,118 $2,197 $2,118 0.3 %(3) (6) (7) (10) (27)
2,118 2,197 2,118 
Beyond Risk Management, Inc.Other FinancialFirst Lien Senior Secured Term LoanSOFR + 4.50%, 9.9% Cash10/2110/272,532 2,509 2,498 0.4 %(6) (7) (12) (27)
2,532 2,509 2,498 
BidwaxNon-durable Consumer GoodsFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 10.1% Cash02/2102/282,223 2,432 2,201 0.3 %(3) (6) (7) (10)
2,223 2,432 2,201 
BigHand UK Bidco LimitedHigh Tech IndustriesFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.8% Cash01/2101/28846 829 802 0.1 %(3) (6) (7) (12)
First Lien Senior Secured Term LoanSONIA + 5.75%, 11.1% Cash01/2101/28198 216 188 — %(3) (6) (7) (15)
1,044 1,045 990 
Biolam GroupConsumer Non-cyclicalFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 7.6% Cash, 2.5% PIK12/2212/294,287 4,247 4,167 0.7 %(3) (6) (7) (9) (27)
4,287 4,247 4,167 
Blue Ribbon, LLCBrewersFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.4% Cash05/2105/2811,902 11,690 9,998 1.6 %(7) (11)
11,902 11,690 9,998 
Bounteous, Inc.TechnologyFirst Lien Senior Secured Term LoanSOFR + 5.25%, 10.6% Cash08/2108/275,991 5,875 5,614 0.9 %(6) (7) (12) (27)
5,991 5,875 5,614 
BPG Holdings IV CorpDiversified ManufacturingFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.4% Cash03/2307/299,528 8,990 8,956 1.4 %(6) (7) (12)
9,528 8,990 8,956 
Bridger Aerospace Group Holdings, LLCEnvironmental IndustriesMunicipal Revenue Bond11.5% Cash07/2209/2713,600 13,600 14,213 2.2 %
Preferred Stock- Series C
(7,309 shares)
7.0% PIK07/22N/A7,496 7,707 1.2 %(6)
13,600 21,096 21,920 
Brightline Trains Florida LLCTransportationSenior Secured Note8.0% Cash08/2101/282,000 2,000 1,810 0.3 %(6)
2,000 2,000 1,810 
Brightpay LimitedTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 5.00%, 8.7% Cash10/2110/282,223 2,313 2,191 0.3 %(3) (6) (7) (9) (27)
2,223 2,313 2,191 
BrightSign LLCMedia & EntertainmentFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.3% Cash10/2110/273,813 3,786 3,669 0.6 %(6) (7) (12)
RevolverSOFR + 5.75%, 11.3% Cash10/2110/27477 472 450 0.1 %(6) (7) (12) (27)
LLC units
(596,181.5 units)
N/A10/21N/A596 501 0.1 %(6) (26)
4,290 4,854 4,620 
British Airways 2020-1 Class B Pass Through TrustStructured ProductsStructured Secured Note - Class B8.4% Cash11/2011/28622 622 633 0.1 %
622 622 633 
British Engineering Services Holdco LimitedCommercial Services & SuppliesFirst Lien Senior Secured Term LoanSONIA + 7.00%, 11.9% Cash12/2012/272,200 2,382 2,162 0.3 %(3) (6) (7) (16)
2,200 2,382 2,162 
Burgess Point Purchaser CorporationAuto Parts & EquipmentSecond Lien Senior Secured Term LoanSOFR + 9.00%, 14.3% Cash07/2207/302,273 2,191 2,275 0.4 %(6) (7) (11)
LP Units (227 units)N/A07/22N/A227 249 — %(6) (26)
2,273 2,418 2,524 

Portfolio Company (5)
Industry (29)
Investment Type (1)(2)(30)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
CAi Software, LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 6.25%, 11.6% Cash12/2112/28$3,710 $3,656 $3,635 0.5 %(6) (7) (12)
First Lien Senior Secured Term LoanSOFR + 6.25%, 11.6% Cash07/2212/281,020 1,006 999 0.1 %(6) (7) (12)
RevolverSOFR + 6.25%, 11.6% Cash12/2112/28— (10)(14)— %(6) (7) (12) (28)
4,730 4,652 4,620 
Canadian Orthodontic Partners Corp.HealthcareFirst Lien Senior Secured Term Loan3.5% Cash, CDOR + 3.5% PIK, 9.0% PIK06/2103/261,617 1,781 1,056 0.2 %(3) (6) (7) (21) (26)
Class A Equity (500,000 units)N/A05/22N/A389 — — %(3) (6) (27)
Class C - Warrants (74,712.64 units)N/A05/22N/A— — — %(3) (6) (27)
Class X Equity (45,604 units)N/A05/22N/A35 — — %(3) (6) (27)
1,617 2,205 1,056 
Caribou Holding Company, LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 7.64%, 13.0% Cash04/2204/272,159 2,138 2,120 0.3 %(3) (6) (7) (12)
LLC Units
(340,909 units)
N/A04/22N/A341 508 0.1 %(3) (6) (27)
2,159 2,479 2,628 
Cascade Residential Services LLCElectricFirst Lien Senior Secured Term LoanSOFR + 5.25%, 10.6% Cash10/2310/291,577 1,522 1,572 0.2 %(6) (7) (12) (28)
RevolverSOFR + 5.25%, 10.6% Cash10/2310/29— (4)— — %(6) (7) (12) (28)
1,577 1,518 1,572 
CCFF Buyer, LLCFood & BeverageFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.2% Cash02/242/302,230 2,146 2,145 0.3 % (6) (7) (13) (28)
RevolverSOFR + 5.75%, 11.2% Cash02/242/30— (12)(12)— %(6) (7) (13) (28)
LLC Units
(135 units)
N/A02/24N/A135 135 — %(6) (27)
2,230 2,269 2,268 
Ceres Pharma NVPharmaceuticalsFirst Lien Senior Secured Term LoanEURIBOR + 6.00%, 9.9% Cash10/2110/285,518 5,468 5,453 0.8 %(3) (6) (7) (10)
5,518 5,468 5,453 
CGI Parent, LLCBusiness Equipment & ServicesFirst Lien Senior Secured Term LoanSOFR + 5.25%, 10.7% Cash02/2202/284,907 4,839 4,806 0.7 %(6) (7) (12)
First Lien Senior Secured Term LoanSOFR + 5.25%, 10.7% Cash12/2202/281,579 1,541 1,547 0.2 %(6) (7) (12)
RevolverSOFR + 5.25%, 10.7% Cash02/2202/28— (22)(34)— %(6) (7) (12) (28)
Preferred Stock
(657 shares)
N/A02/22N/A722 1,244 0.2 %(6) (27)
6,486 7,080 7,563 
Cobham Slip Rings SASDiversified ManufacturingFirst Lien Senior Secured Term LoanSOFR + 6.25%, 11.6% Cash11/2111/281,995 1,963 1,995 0.3 %(3) (6) (7) (12)
1,995 1,963 1,995 
Compass Precision, LLCAerospace & DefenseSenior Subordinated Term Loan11.0% Cash, 1.0% PIK04/2204/28643 634 621 0.1 %(6)
LLC Units
(46,085.6 units)
N/A04/22N/A125 145 — %(6) (27)
643 759 766 
Comply365, LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 5.00%, 10.4% Cash04/2204/286,661 6,565 6,540 1.0 %(6) (7) (12)
RevolverSOFR + 5.00%, 10.4% Cash04/2212/29— (8)(10)— %(6) (7) (12) (28)
6,661 6,557 6,530 
Contabo Finco
S.À R.L.
Internet Software & ServicesFirst Lien Senior Secured Term LoanEURIBOR + 5.25%, 9.2% Cash10/2210/291,006 909 1,006 0.2 %(3) (6) (7) (9)
1,006 909 1,006 

12

Barings Capital Investment Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
September 30, 2023March 31, 2024
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Industry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
BVI Medical, Inc.HealthcareSecond Lien Senior Secured Term LoanEURIBOR + 9.50%, 13.4% Cash06/2206/26$5,937 $5,725 $5,569 0.9 %(6) (7) (9)
5,937 5,725 5,569 
CAi Software, LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 6.25%, 11.9% Cash12/2112/283,728 3,670 3,479 0.5 %(6) (7) (12)
First Lien Senior Secured Term LoanSOFR + 6.25%, 11.9% Cash07/2212/281,025 1,009 956 0.1 %(6) (7) (12)
RevolverSOFR + 6.25%, 11.9% Cash12/2112/28— (11)(47)— %(6) (7) (12) (27)
4,753 4,668 4,388 
Canadian Orthodontic Partners Corp.HealthcareFirst Lien Senior Secured Term Loan3.50% Cash, CDOR + 3.5% PIK, 9.0% PIK06/2103/261,587 1,747 1,366 0.2 %(3) (6) (7) (21)
Class A Equity (500,000 units)N/A05/22N/A389 — — %(3) (6) (26)
Class C - Warrants (74,712.64 units)N/A05/22N/A— — — %(3) (6) (26)
Class X Equity (45,604 units)N/A05/22N/A35 35 — %(3) (6) (26)
1,587 2,171 1,401 
Caribou Holding Company, LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 7.64%, 13.6% Cash04/2204/272,159 2,135 2,105 0.3 %(3) (6) (7) (12)
LLC Units
(340,909 units)
N/A04/22N/A341 322 0.1 %(3) (6) (26)
2,159 2,476 2,427 
Ceres Pharma NVPharmaceuticalsFirst Lien Senior Secured Term LoanEURIBOR + 6.00%, 9.6% Cash10/2110/285,410 5,456 5,291 0.8 %(3) (6) (7) (10)
5,410 5,456 5,291 
CGI Parent, LLCBusiness Equipment & ServicesFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.3% Cash02/2202/285,242 5,162 5,111 0.8 %(6) (7) (12)
First Lien Senior Secured Term LoanSOFR + 5.75%, 11.3% Cash12/2202/281,587 1,545 1,547 0.2 %(6) (7) (12)
RevolverSOFR + 5.75%, 11.3% Cash02/2202/28— (25)(41)— %(6) (7) (12) (27)
Preferred Stock
(657 shares)
N/A02/22N/A722 1,164 0.2 %(6) (26)
6,829 7,404 7,781 
Cineworld Group PLCLeisure Products
Warrants
(371,024 units)
N/A07/22N/A68 — — %(3) (6) (26)
68 — 
Cobham Slip Rings SASDiversified ManufacturingFirst Lien Senior Secured Term LoanSOFR + 6.25%, 11.6% Cash11/2111/281,995 1,959 1,977 0.3 %(3) (6) (7) (12)
1,995 1,959 1,977 
Compass Precision, LLCAerospace & DefenseSenior Subordinated Term Loan11.0% Cash, 1.0% PIK04/2204/28638 628 619 0.1 %(6)
LLC Units
(46,085.6 units)
N/A04/22N/A125 140 — %(6) (26)
638 753 759 
Comply365, LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 5.00%, 10.3% Cash04/2204/286,694 6,588 6,626 1.0 %(6) (7) (12)
RevolverSOFR + 5.00%, 10.3% Cash04/2204/28— (8)(6)— %(6) (7) (12) (27)
6,694 6,580 6,620 
Contabo Finco
S.À R.L
Internet Software & ServicesFirst Lien Senior Secured Term LoanEURIBOR + 5.25%, 9.0% Cash10/2210/29986 907 970 0.2 %(3) (6) (7) (9)
986 907 970 
Core Scientific, Inc.TechnologyEquipment Term Loan9.8% Cash03/2203/2517,979 17,383 13,484 2.1 %(6) (25)
Common Stock (53,700 shares)N/A09/22N/A174 38 — % (26)
17,979 17,557 13,522 

Portfolio Company (5)
Industry (29)
Investment Type (1)(2)(30)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Core Scientific, Inc.Technology
Warrants
(13,599 units)
N/A01/2401/27$15 $18 — %(3) (27)
Warrants
(11,333 units)
N/A01/2401/2916 27 — %(3) (27)
Common Stock (2,806,804 shares)N/A01/24N/A9,712 9,936 1.5 %(3) (27)
9,743 9,981 
Coyo Uprising GmbHTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 3.25%, 6.3% Cash, 3.4% PIK09/2109/28$10,646 11,223 10,319 1.5 %(3) (6) (7) (9) (28)
Class A Units
(531 units)
N/A09/21N/A248 252 — %(3) (6) (27)
Class B Units
(231 units)
N/A09/21N/A538 558 0.1 %(3) (6) (27)
10,646 12,009 11,129 
CSL DualComTele-communicationsFirst Lien Senior Secured Term LoanSONIA + 5.25%, 10.2% Cash09/2009/272,105 1,964 2,105 0.3 %(3) (6) (7) (14) (28)
2,105 1,964 2,105 
CTI Foods Holdings Co., LLCFood & BeverageFirst Out Term LoanSOFR + 10.00%, 15.3% PIK02/2405/26715 715 715 0.1 %(6) (7) (12)
2024 First Out Term LoanSOFR + 10.00%, 15.3% PIK02/2405/261,875 1,782 1,875 0.3 %(6) (7) (12)
2024 LIFO Term LoanSOFR + 10.00%, 15.3% PIK02/2405/263,750 3,567 3,750 0.6 %(6) (7) (12)
Second Out Term LoanSOFR + 12.00%, 17.3% PIK02/2405/26535 535 535 0.1 %(6) (7) (12)
Common Stock (19,376 shares)N/A02/24N/A— 595 0.1 %(6) (27)
6,875 6,599 7,470 
CW Group Holdings, LLCHigh Tech IndustriesFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.9% Cash01/2101/277,860 7,768 7,860 1.2 %(6) (7) (12)
LLC Units
(403,441 units)
N/A01/21N/A403 742 0.1 %(6) (27)
7,860 8,171 8,602 
DataServ Integrations, LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.9% Cash11/2211/281,894 1,859 1,872 0.3 %(6) (7) (12)
RevolverSOFR + 5.50%, 10.9% Cash11/2211/28— (8)(6)— %(6) (7) (12) (28)
Partnership Units (96,153.9 units)N/A11/22N/A96 97 — %(6) (27)
1,894 1,947 1,963 
DecksDirect, LLCBuilding MaterialsFirst Lien Senior Secured Term LoanSOFR + 6.25%, 11.7% Cash12/2112/261,660 1,631 1,626 0.2 %(6) (7) (11)
RevolverSOFR + 6.25%, 11.7% Cash12/2112/26211 206 204 — %(6) (7) (11) (28)
Common Stock (1,280.8 shares)N/A12/21N/A55 48 — %(6) (27)
1,871 1,892 1,878 
DISA Holdings Corp.Other IndustrialFirst Lien Senior Secured Term LoanSOFR + 5.00%, 10.3% Cash11/2209/284,667 4,555 4,597 0.7 %(6) (7) (11)
RevolverSOFR + 5.00%, 10.3% Cash11/2209/28— (7)(4)— %(6) (7) (11) (28)
4,667 4,548 4,593 
Dragon BidcoTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 10.4% Cash04/2104/284,752 4,802 4,715 0.7 %(3) (6) (7) (10)
4,752 4,802 4,715 
Dune GroupHealth Care EquipmentFirst Lien Senior Secured Term LoanEURIBOR + 6.00%, 9.9% Cash09/2109/28196 188 167 — %(3) (6) (7) (9) (28)
First Lien Senior Secured Term LoanSOFR + 6.00%, 11.3% Cash09/2109/283,483 3,445 3,368 0.5 %(3) (6) (7) (12)
3,679 3,633 3,535 
Dunlipharder B.V.TechnologyFirst Lien Senior Secured Term LoanSOFR + 6.10%, 11.4% Cash06/2206/281,000 989 1,000 0.1 %(3) (6) (7) (12)
1,000 989 1,000 
13

Barings Capital Investment Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
September 30, 2023March 31, 2024
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Industry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Coyo Uprising GmbHTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 3.25%, 6.3% Cash, 3.5% PIK09/2109/28$10,169 $10,926 $10,015 1.6 %(3) (6) (7) (10) (27)
Class A Units
(531 units)
N/A09/21N/A248 242 — %(3) (6) (26)
Class B Units
(231 units)
N/A09/21N/A538 651 0.1 %(3) (6) (26)
10,169 11,712 10,908 
CSL DualComTele-communicationsFirst Lien Senior Secured Term LoanSONIA + 5.25%, 10.5% Cash09/2009/272,034 1,960 2,034 0.3 %(3) (6) (7) (14) (27)
2,034 1,960 2,034 
CVL 3Capital EquipmentFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 9.1% Cash12/2112/28741 774 741 0.1 %(3) (6) (7) (9)
First Lien Senior Secured Term LoanSOFR + 5.50%, 10.7% Cash12/2112/282,282 2,237 2,282 0.4 %(3) (6) (7) (12)
3,023 3,011 3,023 
CW Group Holdings, LLCHigh Tech IndustriesFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.4% Cash01/2101/277,901 7,794 7,881 1.2 %(6) (7) (11)
LLC Units
(403,441 units)
N/A01/21N/A403 752 0.1 %(6) (26)
7,901 8,197 8,633 
DataServ Integrations, LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.4% Cash11/2211/281,904 1,866 1,874 0.3 %(6) (7) (12)
RevolverSOFR + 6.00%, 11.4% Cash11/2211/28— (9)(8)— %(6) (7) (12) (27)
Partnership Units (96,153.9 units)N/A11/22N/A96 96 — %(6) (26)
1,904 1,953 1,962 
DecksDirect, LLCBuilding MaterialsFirst Lien Senior Secured Term LoanSOFR + 6.25%, 11.7% Cash12/2112/261,151 1,130 1,122 0.2 %(6) (7) (11)
RevolverSOFR + 6.25%, 11.7% Cash12/2112/26— (7)(10)— %(6) (7) (11) (27)
Common Stock (1,280.8 shares)N/A12/21N/A55 41 — %(6) (26)
1,151 1,178 1,153 
DISA Holdings Corp.Other IndustrialFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.8% Cash11/2209/283,828 3,706 3,828 0.6 %(6) (7) (11) (27)
RevolverSOFR + 5.50%, 10.8% Cash11/2209/2843 35 43 — %(6) (7) (11) (27)
3,871 3,741 3,871 
Dragon BidcoTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 10.2% Cash04/2104/284,659 4,794 4,603 0.7 %(3) (6) (7) (10)
4,659 4,794 4,603 
Dune GroupHealth Care EquipmentFirst Lien Senior Secured Term LoanEURIBOR + 6.00%, 10.0% Cash09/2109/28192 186 153 — %(3) (6) (7) (9) (27)
First Lien Senior Secured Term LoanSOFR + 6.00%, 11.3% Cash09/2109/283,483 3,441 3,327 0.5 %(3) (6) (7) (12)
3,675 3,627 3,480 
Dunlipharder B.V.TechnologyFirst Lien Senior Secured Term LoanSOFR + 6.10%, 11.5% Cash06/2206/281,000 988 992 0.2 %(3) (6) (7) (12)
1,000 988 992 
Dwyer Instruments, Inc.ElectricFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.2% Cash07/2107/279,535 9,376 9,398 1.5 %(6) (7) (12) (27)
9,535 9,376 9,398 
Echo Global Logistics, Inc.Air TransportationSecond Lien Senior Secured Term LoanSOFR + 8.00%, 13.4% Cash11/2111/297,605 7,495 7,437 1.2 %(6) (7) (11)
Partnership Equity (289.2 units)N/A11/21N/A289 314 — %(6) (26)
7,605 7,784 7,751 
EFC InternationalAutomotiveSenior Unsecured Term Loan11.0% Cash, 2.5% PIK03/2305/28689 670 672 0.1 %(6)
Common Stock (145.5 shares)N/A03/23N/A205 235 — %(6) (26)
689 875 907 
Portfolio Company (5)
Industry (29)
Investment Type (1)(2)(30)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Dwyer Instruments, Inc.ElectricFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.2% Cash07/2107/27$11,330 $11,190 $11,330 1.7 %(6) (7) (12)
11,330 11,190 11,330 
Echo Global Logistics, Inc.Air TransportationSecond Lien Senior Secured Term LoanSOFR + 7.25%, 12.4% Cash11/2111/297,605 7,501 7,430 1.1 %(6) (7) (12)
Partnership Equity (289.2 units)N/A11/21N/A289 259 — %(6) (27)
7,605 7,790 7,689 
EFC InternationalAutomotiveSenior Unsecured Term Loan11.0% Cash, 2.5% PIK03/2305/28698 679 685 0.1 %(6)
Common Stock (145.5 shares)N/A03/23N/A205 301 — %(6) (27)
698 884 986 
Ellkay, LLCHealthcare and PharmaceuticalsFirst Lien Senior Secured Term LoanSOFR + 5.50%, 11.0% Cash, 2.0% PIK09/2109/273,677 3,631 3,276 0.5 %(6) (7) (12)
3,677 3,631 3,276 
EMI Porta Holdco LLCDiversified ManufacturingFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.2% Cash12/2112/278,009 7,902 7,584 1.1 %(6) (7) (12)
RevolverSOFR + 5.75%, 11.2% Cash12/2112/271,246 1,230 1,178 0.2 %(6) (7) (12) (28)
9,255 9,132 8,762 
Entact Environmental Services, Inc.Environmental IndustriesFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.9% Cash02/2112/254,292 4,268 4,241 0.6 %(6) (7) (12)
4,292 4,268 4,241 
EPS NASS Parent, Inc.Electrical Components & EquipmentFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.9% Cash04/2104/284,377 4,321 4,224 0.6 %(6) (7) (12)
4,377 4,321 4,224 
eShipping, LLCTransportation ServicesFirst Lien Senior Secured Term LoanSOFR + 5.00%, 10.4% Cash11/2111/276,684 6,597 6,684 1.0 %(6) (7) (11)
RevolverSOFR + 5.00%, 10.4% Cash11/2111/27204 191 204 — %(6) (7) (11) (28)
6,888 6,788 6,888 
Eurofins Digital Testing International LUX Holding SARLTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 4.50%, 8.4% Cash, 2.8% PIK12/2212/291,031 984 769 0.1 %(3) (6) (7) (9)
First Lien Senior Secured Term LoanEURIBOR + 7.00%, 10.9% Cash12/2212/29— (39)(452)(0.1)%(3) (6) (7) (9) (28)
First Lien Senior Secured Term LoanSOFR + 4.50%, 9.8% Cash, 2.8% PIK12/2212/29533 521 397 0.1 %(3) (6) (7) (12)
First Lien Senior Secured Term LoanSONIA + 4.50%, 9.7% Cash, 2.8% PIK12/2212/291,581 1,504 1,179 0.2 %(3) (6) (7) (15)
Senior Subordinated Term Loan11.5% PIK12/2212/30428 411 — — %(3) (6)
3,573 3,381 1,893 
Events Software BidCo Pty LtdTechnologyFirst Lien Senior Secured Term LoanBBSY + 6.50%, 10.9% Cash03/2203/281,623 1,812 1,452 0.2 %(3) (6) (7) (19) (28)
1,623 1,812 1,452 
Express Wash Acquisition Company, LLCConsumer CyclicalFirst Lien Senior Secured Term LoanSOFR + 6.50%, 11.8% Cash07/2207/284,266 4,201 4,287 0.6 % (6) (7) (12)
RevolverSOFR + 6.50%, 11.8% Cash07/2207/2894 92 94 — %(6) (7) (12) (28)
4,360 4,293 4,381 
FaradayHealthcareFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 10.2% Cash01/2301/301,645 1,593 1,601 0.2 %(3) (6) (7) (9) (28)
1,645 1,593 1,601 
Ferrellgas L.P.Oil & Gas Equipment & ServicesOpco Preferred Units (2,886 units)N/A03/21N/A2,799 2,670 0.4 %(6)
2,799 2,670 
Finaxy HoldingBankingFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 10.1% Cash11/2311/304,433 4,281 4,337 0.6 %(3) (6) (7) (9)
Subordinated Term Loan10.3% PIK11/2305/31668 648 656 0.1 %(3) (6)
5,101 4,929 4,993 
14

Barings Capital Investment Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
September 30, 2023March 31, 2024
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Industry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Ellkay, LLCHealthcare and PharmaceuticalsFirst Lien Senior Secured Term LoanSOFR + 6.25%, 11.8% Cash09/2109/27$3,696 $3,644 $3,448 0.5 %(6) (7) (12)
3,696 3,644 3,448 
EMI Porta Holdco LLCDiversified ManufacturingFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.5% Cash12/2112/278,065 7,893 7,033 1.1 %(6) (7) (13) (27)
RevolverSOFR + 5.75%, 11.5% Cash12/2112/27969 951 856 0.1 %(6) (7) (13) (27)
9,034 8,844 7,889 
Entact Environmental Services, Inc.Environmental IndustriesFirst Lien Senior Secured Term LoanSOFR + 5.50%, 11.0% Cash02/2112/254,479 4,448 4,390 0.7 %(6) (7) (12)
4,479 4,448 4,390 
EPS NASS Parent, Inc.Electrical Components & EquipmentFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.3% Cash04/2104/284,400 4,338 4,272 0.7 %(6) (7) (12)
4,400 4,338 4,272 
eShipping, LLCTransportation ServicesFirst Lien Senior Secured Term LoanSOFR + 5.00%, 10.3% Cash11/2111/276,688 6,578 6,688 1.0 %(6) (7) (11) (27)
RevolverSOFR + 5.00%, 10.3% Cash11/2111/27— (15)— — %(6) (7) (11) (27)
6,688 6,563 6,688 
Eurofins Digital Testing International LUX Holding SARLTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 4.50%, 8.0% Cash, 2.8% PIK12/2212/29994 924 750 0.1 %(3) (6) (7) (9) (27)
First Lien Senior Secured Term LoanSOFR + 4.50%, 9.9% Cash, 2.8% PIK12/2212/29522 509 480 0.1 %(3) (6) (7) (12)
First Lien Senior Secured Term LoanSONIA + 4.50%, 9.5% Cash, 2.8% PIK12/2212/291,497 1,471 1,379 0.2 %(3) (6) (7) (15)
Senior Subordinated Term Loan11.5% PIK12/2212/30389 379 354 0.1 %(3) (6)
3,402 3,283 2,963 
Events Software BidCo Pty LtdTechnologyFirst Lien Senior Secured Term LoanBBSY + 6.50%, 10.8% Cash03/2203/281,654 1,862 1,467 0.2 %(3) (6) (7) (19) (27)
First Lien Senior Secured Term LoanBBSY + 6.50%, 10.8% Cash03/2209/2421 21 19 — %(3) (6) (7) (19)
1,675 1,883 1,486 
Express Wash Acquisition Company, LLCConsumer CyclicalFirst Lien Senior Secured Term LoanSOFR + 6.50%, 12.0% Cash07/2207/284,269 4,198 4,214 0.7 % (6) (7) (12)
RevolverSOFR + 6.50%, 12.0% Cash07/2207/2894 91 92 — %(6) (7) (12) (27)
4,363 4,289 4,306 
FaradayHealthcareFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 10.2% Cash01/2301/301,613 1,589 1,558 0.2 %(3) (6) (7) (9) (27)
1,613 1,589 1,558 
Ferrellgas L.P.Oil & Gas Equipment & ServicesOpco Preferred Units (2,886 units)N/A03/21N/A2,799 2,597 0.4 %(6)
2,799 2,597 
Fineline Technologies, Inc.Consumer ServicesFirst Lien Senior Secured Term LoanSOFR + 4.75%, 10.1% Cash02/2102/281,714 1,696 1,710 0.3 %(6) (7) (12)
1,714 1,696 1,710 
FinexvetConsumer CyclicalFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 9.6% Cash03/2203/292,382 2,394 2,320 0.4 %(3) (6) (7) (10)
First Lien Senior Secured Term LoanEURIBOR + 5.50%, 9.6% Cash05/2303/291,785 1,776 1,722 0.3 %(3) (6) (7) (10) (27)
4,167 4,170 4,042 
FinThrive Software Intermediate Holdings Inc.Business Equipment & ServicesPreferred Stock (3,188.5 shares)11.0% PIK03/22N/A4,039 3,191 0.5 %(6)
4,039 3,191 
FitzMark Buyer, LLCCargo & TransportationFirst Lien Senior Secured Term LoanSOFR + 4.50%, 10.1% Cash12/2012/262,435 2,407 2,414 0.4 %(6) (7) (12)
2,435 2,407 2,414 
Portfolio Company (5)
Industry (29)
Investment Type (1)(2)(30)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Fineline Technologies, Inc.Consumer ServicesFirst Lien Senior Secured Term LoanSOFR + 4.75%, 10.1% Cash02/2102/28$1,688 $1,672 $1,688 0.3 %(6) (7) (12)
1,688 1,672 1,688 
FinexvetConsumer CyclicalFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 9.9% Cash03/2203/294,886 4,857 4,752 0.7 %(3) (6) (7) (9)
4,886 4,857 4,752 
FinThrive Software Intermediate Holdings Inc.Business Equipment & ServicesPreferred Stock (3,188.5 shares)11.0% PIK03/22N/A4,267 2,740 0.4 %(6)
4,267 2,740 
FitzMark Buyer, LLCCargo & TransportationFirst Lien Senior Secured Term LoanSOFR + 4.75%, 10.2% Cash12/2012/262,422 2,398 2,389 0.4 %(6) (7) (11)
2,422 2,398 2,389 
Five Star Holding LLCPackagingSecond Lien Senior Secured Term LoanSOFR + 7.25%, 12.5% Cash05/2205/307,143 7,026 7,050 1.1 %(6) (7) (12)
LLC Units
(504.5 units)
N/A05/22N/A504 404 0.1 %(6) (27)
7,143 7,530 7,454 
Flexential Issuer, LLCInformation TechnologyStructured Secured Note - Class C6.9% Cash11/2111/5110,000 9,292 8,924 1.3 %
10,000 9,292 8,924 
Flywheel Re Segregated Portfolio 2022-4Investment FundsPreferred Stock (1,885,524 units)N/A08/22N/A1,886 2,357 0.4 %(3) (6) (27)
1,886 2,357 
Footco 40 LimitedMedia & EntertainmentFirst Lien Senior Secured Term LoanSONIA + 6.75%, 11.7% Cash04/2204/291,840 1,849 1,779 0.3 %(3) (6) (7) (15) (28)
1,840 1,849 1,779 
Forest Buyer, LLCHealthcareFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.1% Cash03/2403/26— (12)(12)— %(6) (7) (12) (28)
First Lien Senior Secured Term LoanSOFR + 5.75%, 11.1% Cash03/2403/301,587 1,548 1,548 0.2 %(6) (7) (12)
RevolverSOFR +5.75%, 11.1% Cash03/2403/30— (7)(7)— %(6) (7) (12) (28)
Class A LLC Units (146 units)N/A03/24N/A146 146 — %(6) (27)
Class B LLC Units (146 units)N/A03/24N/A— — — %(6) (27)
1,587 1,675 1,675 
Fortis Payment Systems, LLCOther FinancialFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.2% Cash10/2202/262,492 2,461 2,442 0.4 %(6) (7) (12) (28)
2,492 2,461 2,442 
FragilePak LLCTransportation ServicesFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.3% Cash05/2105/277,369 7,252 6,706 1.0 %(6) (7) (12)
Partnership Units (889.3 units)N/A05/21N/A889 391 0.1 %(6) (27)
7,369 8,141 7,097 
FSS Buyer LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.2% Cash08/2108/287,587 7,485 7,587 1.1 %(6) (7) (12)
LP Interest
(1,973.6 units)
N/A08/21N/A20 25 — %(6) (27)
LP Units
(8,677.3 units)
N/A08/21N/A87 110 — %(6) (27)
7,587 7,592 7,722 
GB Eagle Buyer, Inc.Capital GoodsFirst Lien Senior Secured Term LoanSOFR + 6.25%, 11.6% Cash12/2212/2812,423 12,113 12,548 1.9 %(6) (7) (12)
RevolverSOFR + 6.25%, 11.6% Cash12/2212/28— (45)— — %(6) (7) (12) (28)
Partnership Units (515 units)N/A12/22N/A515 699 0.1 %(6) (27)
12,423 12,583 13,247 
Global Academic Group LimitedIndustrial OtherFirst Lien Senior Secured Term LoanBBSY + 6.00%, 10.3% Cash07/2207/271,604 1,679 1,583 0.2 %(3) (6) (7) (18)
First Lien Senior Secured Term LoanBKBM + 6.00%, 11.7% Cash07/2207/272,752 2,823 2,713 0.4 %(3) (6) (7) (22) (28)
4,356 4,502 4,296 
15

Barings Capital Investment Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
September 30, 2023March 31, 2024
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Industry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Five Star Holding LLCPackagingSecond Lien Senior Secured Term LoanSOFR + 7.25%, 12.8% Cash05/2205/30$7,143 $7,019 $7,071 1.1 %(6) (7) (12)
LLC Units
(504.5 units)
N/A05/22N/A504 572 0.1 %(6) (26)
7,143 7,523 7,643 
Flexential Issuer, LLCInformation TechnologyStructured Secured Note - Class C6.9% Cash11/2111/5110,000 9,285 8,451 1.3 %
10,000 9,285 8,451 
Flywheel Re Segregated Portfolio 2022-4Investment FundsPreferred Stock (1,281,099 units)N/A08/22N/A1,886 2,018 0.3 %(3) (6) (26)
1,886 2,018 
Footco 40 LimitedMedia & EntertainmentFirst Lien Senior Secured Term LoanSONIA + 6.75%, 11.9% Cash04/2204/291,781 1,844 1,726 0.3 %(3) (6) (7) (15) (27)
1,781 1,844 1,726 
Fortis Payment Systems, LLCOther FinancialFirst Lien Senior Secured Term LoanSOFR + 5.25%, 10.6% Cash10/2202/262,272 2,230 2,262 0.4 %(6) (7) (12) (27)
2,272 2,230 2,262 
FragilePak LLCTransportation ServicesFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.4% Cash05/2105/277,388 7,254 7,358 1.1 %(6) (7) (12)
Partnership Units (889.3 units)N/A05/21N/A889 826 0.1 %(6) (26)
7,388 8,143 8,184 
Front Line Power Construction LLCConstruction MachinerySuper Senior Secured Term Loan10.0% Cash11/2111/2333 33 33 — %(6) (27)
First Lien Senior Secured Term LoanSOFR + 12.50%, 18.1% Cash11/2111/28768 717 759 0.1 %(6) (7) (12)
Common Stock (3,501 shares)N/A11/21N/A65 — %(26)
801 815 793 
FSS Buyer LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.2% Cash08/2108/287,626 7,513 7,580 1.2 %(6) (7) (12)
LP Interest
(1,973.6 units)
N/A08/21N/A20 25 — %(6) (26)
LP Units
(8,677.3 units)
N/A08/21N/A87 108 — %(6) (26)
7,626 7,620 7,713 
GB Eagle Buyer, Inc.Capital GoodsFirst Lien Senior Secured Term LoanSOFR + 6.50%, 11.9% Cash12/2212/2812,486 12,150 12,194 1.9 %(6) (7) (12)
RevolverSOFR + 6.50%, 11.9% Cash12/2212/28— (50)(45)— %(6) (7) (12) (27)
Partnership Units (515 units)N/A12/22N/A515 474 0.1 %(6) (26)
12,486 12,615 12,623 
Global Academic Group LimitedIndustrial OtherFirst Lien Senior Secured Term LoanBBSY + 6.00%, 10.2% Cash07/2207/271,611 1,698 1,582 0.2 %(3) (6) (7) (18)
First Lien Senior Secured Term LoanBKBM + 6.00%, 11.7% Cash07/2207/272,765 2,815 2,710 0.4 %(3) (6) (7) (22) (27)
4,376 4,513 4,292 
GPNZ II GmbHHealthcareFirst Lien Senior Secured Term LoanEURIBOR + 6.00%, 9.9% Cash06/2206/29456 445 325 0.1 %(3) (6) (7) (8)
First Lien Senior Secured Term Loan10.0% PIK06/2206/2934 35 34 — %(3) (6) (27)
Common Stock (5,785 shares)N/A09/23N/A— — — %(3) (6) (26)
490 480 359 
Greenhill II BVTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 9.2% Cash07/2207/29871 814 854 0.1 %(3) (6) (7) (9) (27)
871 814 854 
Groupe Product LifeConsumer Non-cyclicalFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 10.5% Cash10/2210/291,057 1,005 1,039 0.2 %(3) (6) (7) (9)
1,057 1,005 1,039 
Gusto Aus BidCo Pty LtdConsumer Non-cyclicalFirst Lien Senior Secured Term LoanBBSY + 6.50%, 10.7% Cash10/2210/282,102 2,023 2,054 0.3 %(3) (6) (7) (18) (27)
2,102 2,023 2,054 
Portfolio Company (5)
Industry (29)
Investment Type (1)(2)(30)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Gojo Industries, Inc.Industrial OtherFirst Lien Senior Secured Term Loan
SOFR + 5.00%, 10.4% Cash,
4.5% PIK
10/2310/28$2,358 $2,293 $2,294 0.3 %(6) (7) (12)
2,358 2,293 2,294 
GPNZ II GmbHHealthcareFirst Lien Senior Secured Term LoanEURIBOR + 6.00%, 9.8% Cash06/2206/29465 446 220 — %(3) (6) (7) (8) (26) (28)
First Lien Senior Secured Term Loan10.0% PIK06/2206/29158 159 158 — %(3) (6) (7) (26) (28)
Common Stock (5,785 shares)N/A10/23N/A— — — %(3) (6) (27)
623 605 378 
Greenhill II BVTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 5.25%, 9.2% Cash07/2207/29888 815 888 0.1 %(3) (6) (7) (9) (28)
888 815 888 
Groupe GuemasBrokerage, Asset Managers & ExchangesFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 10.1% Cash10/2309/302,517 2,405 2,458 0.4 %(3) (6) (7) (10)
2,517 2,405 2,458 
Groupe Product LifeConsumer Non-cyclicalFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 10.4% Cash10/2210/291,078 1,007 1,064 0.2 %(3) (6) (7) (9)
1,078 1,007 1,064 
Gusto Aus BidCo Pty LtdConsumer Non-cyclicalFirst Lien Senior Secured Term LoanBBSY + 6.50%, 10.9% Cash10/2210/282,179 2,085 2,109 0.3 %(3) (6) (7) (18) (28)
2,179 2,085 2,109 
HeartHealth Bidco Pty LtdHealthcareFirst Lien Senior Secured Term LoanBBSY + 5.25%, 9.6% Cash09/2209/28664 636 629 0.1 %(3) (6) (7) (18) (28)
664 636 629 
Heartland Veterinary Partners, LLCHealthcareSubordinated Term Loan11.0% PIK11/2112/284,480 4,417 4,027 0.6 %(6)
4,480 4,417 4,027 
HEKA InvestTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 10.4% Cash10/2210/295,059 4,482 5,059 0.8 %(3) (6) (7) (9) (28)
5,059 4,482 5,059 
HemaSource, Inc.HealthcareFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.3% Cash08/2308/293,633 3,549 3,597 0.5 % (6) (7) (12)
RevolverSOFR + 6.00%, 11.3% Cash08/2308/29158 137 149 — % (6) (7) (12) (28)
Common Stock (50,540 shares)N/A08/23N/A51 53 — %(6) (27)
3,791 3,737 3,799 
Home Care Assistance, LLCHealthcare & PharmaceuticalsFirst Lien Senior Secured Term LoanSOFR + 5.00%, 10.4% Cash03/2103/274,445 4,396 4,067 0.6 %(6) (7) (12)
4,445 4,396 4,067 
HomeX Services Group LLCHome ConstructionFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.8% Cash11/2311/29526 509 524 0.1 %(6) (7) (11) (28)
RevolverSOFR + 5.50%, 10.8% Cash11/2311/29— (3)— — %(6) (7) (11) (28)
526 506 524 
Honour Lane Logistics Holdings LimitedTransportation ServicesFirst Lien Senior Secured Term LoanSOFR + 5.10%, 10.3% Cash04/2211/287,083 6,927 6,807 1.0 %(3) (6) (7) (11)
7,083 6,927 6,807 
HTI Technology & IndustriesElectronic Component ManufacturingFirst Lien Senior Secured Term LoanSOFR + 8.50%, 13.9% Cash07/2207/255,711 5,664 5,570 0.8 %(6) (7) (12) (28)
RevolverSOFR + 8.50%, 13.9% Cash07/2207/25— (4)(14)— %(6) (7) (12) (28)
5,711 5,660 5,556 
Hygie 31 HoldingPharmaceuticalsFirst Lien Senior Secured Term LoanEURIBOR + 6.00%, 9.9% Cash09/2209/29292 254 288 — %(3) (6) (7) (10)
292 254 288 
16

Barings Capital Investment Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
September 30, 2023March 31, 2024
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Industry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
HeartHealth Bidco Pty LtdHealthcareFirst Lien Senior Secured Term LoanBBSY + 4.75%, 8.9% Cash09/2209/28$604 $580 $585 0.1 %(3) (6) (7) (18) (27)
604 580 585 
Heartland Veterinary Partners, LLCHealthcareSubordinated Term Loan11.0% PIK11/2112/284,358 4,289 3,818 0.6 %(6)
4,358 4,289 3,818 
HEKA InvestTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 10.5% Cash10/2210/294,959 4,474 4,860 0.8 %(3) (6) (7) (9) (27)
4,959 4,474 4,860 
HemaSource, Inc.HealthcareFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.4% Cash08/2308/293,786 3,692 3,691 0.6 % (6) (7) (12)
RevolverSOFR + 6.00%, 11.4% Cash08/2308/29— (22)(23)— % (6) (7) (12) (27)
Common Stock (50,540 shares)N/A08/23N/A51 51 — %(6) (26)
3,786 3,721 3,719 
Home Care Assistance, LLCHealthcare & PharmaceuticalsFirst Lien Senior Secured Term LoanSOFR + 5.00%, 10.5% Cash03/2103/274,460 4,404 4,085 0.6 %(6) (7) (12)
4,460 4,404 4,085 
Honour Lane Logistics Holdings LimitedTransportation ServicesFirst Lien Senior Secured Term LoanSOFR + 4.85%, 10.4% Cash04/2211/287,083 6,912 6,807 1.1 %(3) (6) (7) (13)
7,083 6,912 6,807 
HTI Technology & IndustriesElectronic Component ManufacturingFirst Lien Senior Secured Term LoanSOFR + 8.50%, 14.0% Cash07/2207/255,738 5,674 5,738 0.9 %(6) (7) (12) (27)
RevolverSOFR + 8.50%, 14.0% Cash07/2207/25— (6)— — %(6) (7) (12) (27)
5,738 5,668 5,738 
Hygie 31 HoldingPharmaceuticalsFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 10.4% Cash09/2209/29318 282 312 — %(3) (6) (7) (10)
318 282 312 
IM SquareBanking, Finance, Insurance & Real EstateFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 9.5% Cash05/2104/283,388 3,765 3,320 0.5 %(3) (6) (7) (9)
3,388 3,765 3,320 
Infoblox, Inc.TechnologySecond Lien Senior Secured Term LoanSOFR + 7.25%, 12.6% Cash09/2012/282,843 2,833 2,715 0.4 %(7) (13)
2,843 2,833 2,715 
Infoniqa Holdings GmbHTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 4.75%, 8.7% Cash11/2111/282,575 2,692 2,548 0.4 %(3) (6) (7) (10)
2,575 2,692 2,548 
Innovad Group II BVBeverage, Food & TobaccoFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 10.4% Cash04/2104/284,144 4,513 3,907 0.6 %(3) (6) (7) (10) (27)
First Lien Senior Secured Term LoanSARON + 6.50%, 8.2% Cash05/2304/28662 673 626 0.1 %(3) (6) (7) (23)
4,806 5,186 4,533 
INOS 19-090 GmbHAerospace & DefenseFirst Lien Senior Secured Term LoanEURIBOR + 5.37%, 9.3% Cash12/2012/271,107 1,212 1,107 0.2 %(3) (6) (7) (9) (27)
1,107 1,212 1,107 
Interstellar Group B.V.TechnologyFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 9.4% Cash08/2208/291,472 1,429 1,450 0.2 %(3) (6) (7) (9) (27)
1,472 1,429 1,450 
Isolstar Holding NV (IPCOM)Trading Companies & DistributorsFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 10.2% Cash10/2210/294,546 4,057 4,458 0.7 %(3) (6) (7) (9) (27)
4,546 4,057 4,458 
ITI Intermodal, Inc.Transportation ServicesFirst Lien Senior Secured Term LoanSOFR + 6.50%, 11.9% Cash12/2112/276,467 6,300 6,352 1.0 %(6) (7) (12)
RevolverSOFR + 6.50%, 11.9% Cash12/2112/2726 10 15 — %(6) (7) (12) (27)
Common Stock (3,750.4 shares)N/A01/22N/A375 386 0.1 %(6) (26)
6,493 6,685 6,753 
Portfolio Company (5)
Industry (29)
Investment Type (1)(2)(30)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Ice House America, L.L.C.Consumer ProductsFirst Lien Senior Secured Term LoanSOFR +5.50%, 10.8% Cash01/2401/30$2,057 $2,016 $2,015 0.3 % (6) (7) (12) (28)
RevolverSOFR + 5.50%, 10.8% Cash01/2401/3034 29 29 — % (6) (7) (12) (28)
LLC Units
(2,703 units)
N/A01/24N/A135 135 — %(6) (27)
2,091 2,180 2,179 
IM SquareBanking, Finance, Insurance & Real EstateFirst Lien Senior Secured Term LoanEURIBOR + 5.55%, 9.5% Cash05/2104/283,456 3,771 3,403 0.5 %(3) (6) (7) (9)
3,456 3,771 3,403 
Infoblox Inc.TechnologySecond Lien Senior Secured Term LoanSOFR + 7.25%, 12.6% Cash09/2012/282,843 2,833 2,846 0.4 %(7) (13)
2,843 2,833 2,846 
Infoniqa Holdings GmbHTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 4.75%, 8.7% Cash11/2111/282,626 2,697 2,627 0.4 %(3) (6) (7) (10)
2,626 2,697 2,627 
Innovad Group II BVBeverage, Food & TobaccoFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 9.4% Cash04/2104/284,228 4,520 4,151 0.6 %(3) (6) (7) (10) (28)
First Lien Senior Secured Term LoanSARON + 5.75%, 8.0% Cash05/2304/28673 673 661 0.1 %(3) (6) (7) (23)
4,901 5,193 4,812 
INOS 19-090 GmbHAerospace & DefenseFirst Lien Senior Secured Term LoanEURIBOR + 5.37%, 9.3% Cash12/2012/27829 922 829 0.1 %(3) (6) (7) (9)
829 922 829 
Interstellar Group B.V.TechnologyFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 9.9% Cash08/2202/2964 61 64 — %(3) (6) (7) (9)
First Lien Senior Secured Term LoanEURIBOR + 5.50%, 9.9% Cash08/2208/291,593 1,527 1,578 0.2 %(3) (6) (7) (9) (28)
1,657 1,588 1,642 
InvoCare LimitedConsumer Cyclical ServicesFirst Lien Senior Secured Term LoanBBSY + 6.25%, 10.6% Cash11/2311/29813 790 788 0.1 %(3) (6) (7) (18) (28)
813 790 788 
Isolstar Holding NV (IPCOM)Trading Companies & DistributorsFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 10.4% Cash10/2210/295,219 4,650 5,273 0.8 %(3) (6) (7) (9) (28)
5,219 4,650 5,273 
ISTO Technologies II, LLCHealthcareFirst Lien Senior Secured Term LoanSOFR + 6.25%, 11.6% Cash10/2310/282,262 2,209 2,214 0.3 % (6) (7) (12)
RevolverSOFR + 6.25%, 11.6% Cash10/2310/28— (5)(5)— % (6) (7) (12) (28)
2,262 2,204 2,209 
ITI Intermodal, Inc.Transportation ServicesFirst Lien Senior Secured Term LoanSOFR + 6.50%, 11.7% Cash12/2112/27705 696 690 0.1 %(6) (7) (12)
First Lien Senior Secured Term LoanSOFR + 6.50%, 11.9% Cash12/2112/275,713 5,574 5,632 0.8 %(6) (7) (12)
RevolverSOFR + 6.50%, 11.9% Cash12/2112/2752 38 37 — %(6) (7) (12) (28)
Common Stock (3,750.4 shares)N/A01/22N/A375 382 0.1 %(6) (27)
6,470 6,683 6,741 
JetBlue 2019-1 Class B Pass Through TrustStructured ProductsStructured Secured Note - Class B8.0% Cash08/2011/271,221 1,221 1,233 0.2 %
1,221 1,221 1,233 
JF Acquisition, LLCAutomotiveFirst Lien Senior Secured Term LoanSOFR + 5.95%, 11.3% Cash05/2107/263,559 3,511 3,445 0.5 %(6) (7) (12)
3,559 3,511 3,445 
Jon Bidco LimitedHealthcareFirst Lien Senior Secured Term LoanBKBM + 4.50%, 10.2% Cash03/2203/272,021 2,289 2,002 0.3 %(3) (6) (7) (22) (28)
2,021 2,289 2,002 
17

Barings Capital Investment Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
September 30, 2023March 31, 2024
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Portfolio Company (5)
Industry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Portfolio Company (5)
Industry (29)
Investment Type (1)(2)(30)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
JetBlue 2019-1 Class B Pass Through TrustStructured ProductsStructured Secured Note - Class B8.0% Cash08/2011/27$1,332 $1,332 $1,347 0.2 %
1,332 1,332 1,347 
JF Acquisition, LLCAutomotiveFirst Lien Senior Secured Term LoanSOFR + 5.50%, 11.0% Cash05/2107/243,577 3,518 3,513 0.5 %(6) (7) (12)
3,577 3,518 3,513 
Jon Bidco LimitedHealthcareFirst Lien Senior Secured Term LoanBKBM + 4.50%, 10.3% Cash03/2203/272,030 2,283 1,998 0.3 %(3) (6) (7) (22) (27)
2,030 2,283 1,998 
Jones Fish Hatcheries & Distributors LLCJones Fish Hatcheries & Distributors LLCConsumer ProductsFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.8% Cash02/2202/283,481 3,419 3,394 0.5 %(6) (7) (12)Jones Fish Hatcheries & Distributors LLCConsumer ProductsFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.9% Cash02/2202/28$3,481 $$3,425 $$3,439 0.5 0.5 %(6) (7) (12)
RevolverSOFR + 5.50%, 10.8% Cash02/2202/28— (6)(10)— %(6) (7) (12) (27)RevolverSOFR + 5.50%, 10.9% Cash02/2202/28— (5)(5)(5)(5)— — %(6) (7) (12) (28)
LLC Units
(1,017.9 units)
N/A02/22N/A107 221 — %(6)
LLC Units
(1,017.9 units)
N/A02/22N/A107 242 242 — — %(6)
3,481 3,520 3,605 
Kano Laboratories LLCKano Laboratories LLCChemicals, Plastics & RubberFirst Lien Senior Secured Term LoanSOFR + 5.00%, 10.5% Cash11/2011/264,943 4,845 4,886 0.8 %(6) (7) (12) (27)
Kano Laboratories LLCKano Laboratories LLCChemicals, Plastics & RubberPartnership Equity (78.7 units)N/A11/20N/A79 88 — %(6) (26)Kano Laboratories LLCChemicals, Plastics & RubberFirst Lien Senior Secured Term LoanSOFR + 5.00%, 10.4% Cash11/2011/267,695 7,610 7,610 7,541 7,541 1.1 1.1 %(6) (7) (12)
4,943 4,924 4,974 Partnership Equity (78.7 units)N/A11/20N/A79 84 84 — — %(6) (27)
Kid Distro Holdings, LLC
Kid Distro Holdings, LLCKid Distro Holdings, LLCMedia & EntertainmentFirst Lien Senior Secured Term LoanSOFR + 5.50%, 11.0% Cash10/2110/2718,766 18,498 18,641 2.9 %(6) (7) (12)Kid Distro Holdings, LLCMedia & EntertainmentFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.9% Cash10/2110/2718,670 18,433 18,433 18,633 18,633 2.8 2.8 %(6) (7) (12)
LLC Units (850,236.1 units)N/A10/21N/A851 877 0.1 %(6) (26)LLC Units (850,236.1 units)N/A10/21N/A851 808 808 0.1 0.1 %(6) (27)
18,766 19,349 19,518 
Kona Buyer, LLCKona Buyer, LLCHigh Tech IndustriesFirst Lien Senior Secured Term LoanSOFR + 4.75%, 10.1% Cash12/2012/275,431 5,354 5,420 0.8 %(6) (7) (12)
Kona Buyer, LLCKona Buyer, LLCHigh Tech Industries5,431 5,354 5,420 
Kona Buyer, LLCHigh Tech IndustriesFirst Lien Senior Secured Term LoanSOFR + 4.75%, 10.1% Cash12/2012/275,286 5,222 5,207 0.8 %(6) (7) (12)
Lambir Bidco Limited
Lambir Bidco LimitedLambir Bidco LimitedHealthcareFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 10.5% Cash12/2112/283,471 3,572 3,167 0.5 %(3) (6) (7) (9) (27)Lambir Bidco LimitedHealthcareFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 10.4% Cash12/2112/283,541 3,581 3,581 3,258 3,258 0.5 0.5 %(3) (6) (7) (9) (28)
Second Lien Senior Secured Term Loan12.0% PIK12/2106/291,115 1,153 981 0.2 %(3) (6)Second Lien Senior Secured Term Loan12.0% PIK12/2106/291,207 1,226 1,226 1,086 1,086 0.2 0.2 %(3) (6)
4,586 4,725 4,148 
LeadsOnline, LLC
LeadsOnline, LLCLeadsOnline, LLCBusiness Equipment & ServicesFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.1% Cash02/2202/2810,847 10,702 10,575 1.6 %(6) (7) (12)LeadsOnline, LLCBusiness Equipment & ServicesFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.8% Cash02/2202/2810,820 10,690 10,690 10,711 10,711 1.6 1.6 %(6) (7) (12)
RevolverSOFR + 5.75%, 11.1% Cash02/2202/28— (25)(49)— %(6) (7) (12) (27)LeadsOnline, LLCRevolverSOFR + 6.00%, 11.3% Cash02/2202/28— (22)(22)(20)(20)— — %(6) (7) (12) (28)
LLC Units
(61,248.1 units)
N/A02/22N/A63 138 — %(6)
LLC Units
(61,304.4 units)
N/A02/22N/A63 129 129 — — %(6)
10,847 10,740 10,664 
Learfield Communications, LLCLearfield Communications, LLCBroadcastingFirst Lien Senior Secured Term LoanSOFR + 5.5%, 10.8% Cash08/2006/283,935 3,935 3,807 0.6 %(7) (11)
Learfield Communications, LLCLearfield Communications, LLCBroadcastingFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.8% Cash08/2006/283,916 3,916 3,892 0.6 %(7) (11)
Learfield Communications, LLCBroadcastingCommon Stock (306,381 shares)N/A08/20N/A2,209 2,553 0.4 %(6) (26)Common Stock (67,185 shares)N/A08/20N/A2,209 3,342 3,342 0.5 0.5 %(27)
3,935 6,144 6,360 
Liberty Steel Holdings USA Inc.Industrial
Other
RevolverSOFR + 4.50%, 9.8% Cash04/2204/2510,000 9,948 9,980 1.6 %(6) (7) (12)
10,000 9,948 9,980 
LivTech Purchaser, Inc.
LivTech Purchaser, Inc.
LivTech Purchaser, Inc.LivTech Purchaser, Inc.Business ServicesFirst Lien Senior Secured Term LoanSOFR + 5.00%, 10.5% Cash01/2112/253,319 3,301 3,306 0.5 %(6) (7) (12)Business ServicesFirst Lien Senior Secured Term LoanSOFR + 5.00%, 10.3% Cash01/2112/253,319 3,305 3,305 3,314 3,314 0.5 0.5 %(6) (7) (12)
3,319 3,301 3,306 
Long Term Care Group, Inc.Long Term Care Group, Inc.HealthcareFirst Lien Senior Secured Term LoanSOFR + 1.00%, 6.3% Cash, 6.0% PIK04/2209/274,922 4,846 3,844 0.6 %(6) (7) (11)
Long Term Care Group, Inc.
Long Term Care Group, Inc.HealthcareFirst Lien Senior Secured Term LoanSOFR + 1.00%, 6.3% Cash, 6.0% PIK04/2209/275,074 5,006 4,343 0.6 %(6) (7) (11)
Long Term Care Group, Inc.Healthcare4,922 4,846 3,844 
Marmoutier Holding B.V.Marmoutier Holding B.V.Consumer ProductsFirst Lien Senior Secured Term LoanEURIBOR + 6.75%, 3.2% Cash, 6.8% PIK12/2112/282,256 2,321 1,932 0.3 %(3) (6) (7) (9) (27)
RevolverEURIBOR, 3.2% Cash, 5.8% PIK12/2112/2847 45 26 — %(3) (6) (7) (9) (27)
Marmoutier Holding B.V.Marmoutier Holding B.V.Consumer Products2,303 2,366 1,958 
Marmoutier Holding B.V.Consumer ProductsFirst Lien Senior Secured Term LoanEURIBOR + 6.75% PIK, 10.6% PIK12/2112/24379 353 163 — %(3) (6) (7) (9) (26) (28)
First Lien Senior Secured Term LoanFirst Lien Senior Secured Term LoanEURIBOR + 6.75% PIK, 10.6% PIK12/2112/282,009 2,062 932 0.1 %(3) (6) (7) (9) (26)
RevolverRevolverEURIBOR + 5.75% PIK, 9.6% PIK12/2106/2750 47 (35)— %(3) (6) (7) (9) (26) (28)
Super Senior Secured Term LoanSuper Senior Secured Term LoanEURIBOR + 6.00% PIK, 9.9% PIK03/2403/25185 185 185 — %(3) (6) (7) (9) (26)
2,623
Marshall Excelsior Co.
Marshall Excelsior Co.Marshall Excelsior Co.Capital GoodsFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.8% Cash02/2202/286,516 6,443 6,490 1.0 %(6) (7) (12)
RevolverSOFR + 5.50%, 10.8% Cash02/2202/281,233 1,214 1,228 0.2 %(6) (7) (12) (28)
18

Barings Capital Investment Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
September 30, 2023March 31, 2024
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Portfolio Company (5)
Industry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Portfolio Company (5)
Industry (29)
Investment Type (1)(2)(30)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Marshall Excelsior Co.Capital GoodsFirst Lien Senior Secured Term LoanSOFR + 5.50%, 11.0% Cash02/2202/28$6,566 $6,483 $6,402 1.0 %(6) (7) (12)
RevolverSOFR + 5.50%, 11.0% Cash02/2202/281,000 979 966 0.2 %(6) (7) (12) (27)
7,566 7,462 7,368 
MB Purchaser, LLCMB Purchaser, LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 4.75%, 10.1% Cash01/2401/30$618 $596 $595 0.1 %(6) (7) (12) (28)
RevolverSOFR + 4.75%, 10.1% Cash01/2401/30— (2)(2)— %(6) (7) (12) (28)
LLC Units (22 units)N/A01/24N/A23 23 — %(6) (27)
MC Group Ventures Corporation
MC Group Ventures CorporationMC Group Ventures CorporationBusiness ServicesFirst Lien Senior Secured Term LoanSOFR + 5.50%, 11.0% Cash07/2106/274,379 4,313 4,355 0.7 %(6) (7) (12) (27)MC Group Ventures CorporationBusiness ServicesFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.9% Cash07/2106/274,357 4,299 4,299 4,357 4,357 0.7 0.7 %(6) (7) (12) (28)
Partnership Units (373.3 Units)N/A06/21N/A373 415 0.1 %(6) (26)Partnership Units (373.3 Units)N/A06/21N/A373 370 370 0.1 0.1 %(6) (27)
4,379 4,686 4,770 
Median B.V.Median B.V.HealthcareFirst Lien Senior Secured Term LoanSONIA + 6.00%, 11.4% Cash02/2210/273,784 4,093 3,360 0.5 %(3) (7) (16)
Median B.V.Median B.V.Healthcare3,784 4,093 3,360 
Median B.V.HealthcareFirst Lien Senior Secured Term LoanSONIA + 6.00%, 11.3% Cash02/2210/273,916 4,104 3,677 0.5 %(3) (7) (16)
Megawatt Acquisitionco, Inc.
Megawatt Acquisitionco, Inc.Aerospace & DefenseFirst Lien Senior Secured Term LoanSOFR + 5.25%, 10.6% Cash03/2403/302,096 2,054 2,054 0.3 %(6) (7) (12)
RevolverRevolverSOFR + 5.25%, 10.6% Cash03/2403/30— (7)(7)— %(6) (7) (12) (28)
Preferred Stock
(921 shares)
Preferred Stock
(921 shares)
N/A03/24N/A92 92 — %(6) (27)
Common Stock
(102 shares)
Common Stock
(102 shares)
N/A03/24N/A10 10 — %(6) (27)
2,096
Mercell Holding AS
Mercell Holding ASMercell Holding ASTechnologyFirst Lien Senior Secured Term LoanNIBOR + 5.50%, 10.0% Cash08/2208/291,476 1,567 1,447 0.2 %(3) (6) (7) (24) (27)Mercell Holding ASTechnologyFirst Lien Senior Secured Term LoanNIBOR + 5.50%, 10.1% Cash08/2208/291,447 1,570 1,570 1,427 1,427 0.2 0.2 %(3) (6) (7) (24) (28)
Class A Units
(57.2 units)
N/A08/22N/A56 60 — %(3) (6) (26)Mercell Holding AS
Class A Units
(57.2 units)
9.0% PIK08/22N/A56 61 61 — — %(3) (6) (27)
Class B Units (14,471.9 units)N/A08/22N/A— 24 — %(3) (6) (26)Class B Units (14,471.9 units)N/A08/22N/A— 23 23 — — %(3) (6) (27)
1,476 1,623 1,531 
MNS Buyer, Inc.MNS Buyer, Inc.Construction and BuildingFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.9% Cash08/2108/27907 894 904 0.1 %(6) (7) (11)
MNS Buyer, Inc.MNS Buyer, Inc.Construction and BuildingFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.9% Cash08/2108/27900 889 900 0.1 %(6) (7) (11)
MNS Buyer, Inc.Construction and BuildingPartnership Units (76.92 Units)N/A08/21N/A77 72 — %(6) (26)Partnership Units (76,923 Units)N/A08/21N/A77 88 88 — — %(6) (27)
907 971 976 
Modern Star Holdings Bidco Pty LimitedModern Star Holdings Bidco Pty LimitedNon-durable Consumer GoodsFirst Lien Senior Secured Term LoanBBSY + 5.50%, 9.6% Cash12/2012/262,038 2,242 1,975 0.3 %(3) (6) (17) (27)
Modern Star Holdings Bidco Pty LimitedModern Star Holdings Bidco Pty LimitedNon-durable Consumer Goods2,038 2,242 1,975 
Modern Star Holdings Bidco Pty LimitedNon-durable Consumer GoodsFirst Lien Senior Secured Term LoanBBSY + 5.50%, 10.3% Cash12/2012/262,060 2,249 2,045 0.3 %(3) (6) (7) (17) (28)
Moonlight Bidco Limited
Moonlight Bidco LimitedMoonlight Bidco LimitedHealthcareFirst Lien Senior Secured Term LoanSONIA + 6.25%, 11.7% Cash07/2307/301,813 1,874 1,743 0.3 %(3) (6) (7) (15) (27)Moonlight Bidco LimitedHealthcareFirst Lien Senior Secured Term LoanSONIA + 6.25%, 11.6% Cash07/2307/301,877 1,878 1,878 1,821 1,821 0.3 0.3 %(3) (6) (7) (15) (28)
Common Stock (107,714 shares)N/A07/23N/A138 131 — %(3) (6) (26)Common Stock (10,590 shares)N/A07/23N/A138 167 167 — — %(3) (6) (27)
1,813 2,012 1,874 
Murphy Midco LimitedMurphy Midco LimitedMedia, Diversified & ProductionFirst Lien Senior Secured Term LoanSONIA + 5.50%, 10.2% Cash11/2011/271,305 1,353 1,294 0.2 %(3) (6) (7) (16) (27)
Murphy Midco LimitedMurphy Midco LimitedMedia, Diversified & Production1,305 1,353 1,294 
Murphy Midco LimitedMedia, Diversified & ProductionFirst Lien Senior Secured Term LoanSONIA + 5.50%, 10.7% Cash11/2011/271,853 1,858 1,853 0.3 %(3) (6) (7) (16)
Music Reports, Inc.
Music Reports, Inc.
Music Reports, Inc.Music Reports, Inc.Media & EntertainmentFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.5% Cash08/2008/265,031 4,965 4,994 0.8 %(6) (7) (12)Media & EntertainmentFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.5% Cash08/2008/265,031 4,976 4,976 4,820 4,820 0.7 0.7 %(6) (7) (12)
5,031 4,965 4,994 
Napa Bidco Pty LtdNapa Bidco Pty LtdHealthcareFirst Lien Senior Secured Term LoanBBSY + 6.50%, 10.0% Cash03/2203/286,734 7,347 6,290 1.0 %(3) (6) (7) (19)
Napa Bidco Pty Ltd
Napa Bidco Pty LtdHealthcareFirst Lien Senior Secured Term LoanBBSY + 5.00%, 9.4% Cash03/2203/286,807 7,364 6,741 1.0 %(3) (6) (7) (18)
Napa Bidco Pty LtdHealthcare6,734 7,347 6,290 
Narda Acquisitionco., Inc.Narda Acquisitionco., Inc.Aerospace & DefenseFirst Lien Senior Secured Term LoanSOFR + 5.00%, 10.5% Cash12/2112/272,926 2,888 2,904 0.5 %(6) (7) (12)
RevolverSOFR + 5.00%, 10.5% Cash12/2112/27— (8)(5)— %(6) (7) (12) (27)
Class A
Preferred Stock (2,392.9 shares)
N/A12/21N/A239 274 — %(6) (26)
Class B
Common Stock (265.9 shares)
N/A12/21N/A27 64 — %(6) (26)
Narda Acquisitionco., Inc.Narda Acquisitionco., Inc.Aerospace & Defense2,926 3,146 3,237 
First Lien Senior Secured Term LoanSOFR + 5.25%, 10.6% Cash02/2102/279,188 9,105 9,074 1.4 %(6) (7) (11)
First Lien Senior Secured Term LoanSOFR + 2.25%, 7.6% Cash, 3.0% PIK11/2202/275,929 5,809 5,824 0.9 %(6) (7) (11)
15,117 14,914 14,898 
Narda Acquisitionco., Inc.Narda Acquisitionco., Inc.Aerospace & DefenseFirst Lien Senior Secured Term LoanSOFR + 5.00%, 10.4% Cash12/2112/272,683 2,652 2,683 0.4 %(6) (7) (12)
RevolverSOFR + 5.00%, 10.4% Cash12/2112/27— (7)— — %(6) (7) (12) (28)
Class A
Preferred Stock (2,392.9 shares)
N/A12/21N/A239 285 — %(6) (27)
Class B
Common Stock (265.9 shares)
N/A12/21N/A27 172 — %(6) (27)
19

Barings Capital Investment Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
September 30, 2023March 31, 2024
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Portfolio Company (5)
Industry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Portfolio Company (5)
Industry (29)
Investment Type (1)(2)(30)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Navia Benefit Solutions, Inc.Navia Benefit Solutions, Inc.Healthcare & PharmaceuticalsFirst Lien Senior Secured Term LoanSOFR + 5.00%, 10.4% Cash02/2102/27$9,165 $9,098 $9,078 1.4 %(6) (7) (11)
First Lien Senior Secured Term LoanSOFR + 2.00%, 7.4% Cash, 3.0% PIK11/2202/275,854 5,751 5,763 0.9 %(6) (7) (11)
NAW Buyer LLC
NAW Buyer LLCNAW Buyer LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.2% Cash09/2309/29$3,030 $2,917 $2,917 0.5 %(6) (7) (12) (27)NAW Buyer LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.1% Cash09/2309/293,023 2,918 2,918 2,986 2,986 0.4 0.4 %(6) (7) (12) (28)
RevolverSOFR + 5.75%, 11.2% Cash09/2309/29— (9)(9)— %(6) (7) (12) (27)NAW Buyer LLCRevolverSOFR + 5.75%, 11.1% Cash09/2309/2938 29 29 38 38 — — %(6) (7) (12) (28)
LLC Units
(94,502 units)
N/A09/23N/A95 95 — %(6) (26)
LLC Units
(94,502 units)
N/A09/23N/A95 86 86 — — %(6) (27)
3,030 3,003 3,003 
NeoxCoNeoxCoInternet Software & ServicesFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 10.5% Cash01/2301/302,055 2,039 1,997 0.3 %(3) (6) (7) (10) (27)
NeoxCoNeoxCoInternet Software & Services2,055 2,039 1,997 
Nexus Underwriting Management LimitedOther FinancialFirst Lien Senior Secured Term LoanSOFR + 5.25%, 10.7% Cash10/2110/28231 231 231 — %(3) (6) (7) (13)
First Lien Senior Secured Term LoanSONIA + 5.00%, 9.2% Cash10/2110/282,669 2,875 2,669 0.4 %(3) (6) (7) (16) (27)
RevolverSONIA + 5.00%, 9.2% Cash10/2104/2448 51 48 — %(3) (6) (7) (16) (27)
2,948 3,157 2,948 
NeoxCoInternet Software & ServicesFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 10.4% Cash01/2301/302,097 2,044 2,055 0.3 %(3) (6) (7) (10) (28)
Next Holdco, LLC
Next Holdco, LLCNext Holdco, LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.3% Cash11/2311/30738 724 725 0.1 %(6) (7) (11) (28)
RevolverSOFR + 6.00%, 11.3% Cash11/2311/29— (1)(1)— %(6) (7) (11) (28)
NF Holdco, LLC
NF Holdco, LLCNF Holdco, LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 6.50%, 11.9%03/2303/294,253 4,133 4,146 0.6 %(6) (7) (12)NF Holdco, LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.3%03/2303/294,221 4,110 4,110 4,179 4,179 0.6 0.6 %(6) (7) (12)
RevolverSOFR + 6.50%, 11.9% Cash03/2303/29295 274 276 — %(6) (7) (12) (27)NF Holdco, LLCRevolverSOFR + 6.00%, 11.3% Cash03/2303/29147 129 129 147 147 — — %(6) (7) (12) (28)
LLC Units
(426,340 units)
N/A03/23N/A439 439 0.1 %(6) (26)
LLC Units
(426,340 units)
N/A03/23N/A439 482 482 0.1 0.1 %(6) (27)
4,548 4,846 4,861 
Northstar Recycling, LLCNorthstar Recycling, LLCEnvironmental IndustriesFirst Lien Senior Secured Term LoanSOFR + 4.75%, 10.0% Cash10/2109/273,925 3,869 3,893 0.6 %(6) (7) (12)
Northstar Recycling, LLCNorthstar Recycling, LLCEnvironmental Industries3,925 3,869 3,893 
Northstar Recycling, LLCEnvironmental IndustriesFirst Lien Senior Secured Term LoanSOFR + 4.75%, 10.1% Cash10/2109/273,905 3,856 3,905 0.6 %(6) (7) (12)
Novotech Aus Bidco Pty Ltd
Novotech Aus Bidco Pty Ltd
Novotech Aus Bidco Pty LtdNovotech Aus Bidco Pty LtdHealthcareFirst Lien Senior Secured Term LoanSOFR + 5.25%, 10.7% Cash01/2201/286,754 6,622 6,680 1.0 %(3) (6) (7) (13) (27)HealthcareFirst Lien Senior Secured Term LoanSOFR + 5.25%, 11.1% Cash01/2201/286,754 6,637 6,637 6,754 6,754 1.0 1.0 %(3) (6) (7) (13) (28)
6,754 6,622 6,680 
NPM Investments 28 B.V.NPM Investments 28 B.V.HealthcareFirst Lien Senior Secured Term LoanEURIBOR + 6.00%, 10.0% Cash09/2210/292,126 1,910 2,079 0.3 %(3) (6) (7) (9) (27)
NPM Investments 28 B.V.NPM Investments 28 B.V.Healthcare2,126 1,910 2,079 
NPM Investments 28 B.V.HealthcareFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 10.1% Cash09/2210/292,169 1,915 2,133 0.3 %(3) (6) (7) (9) (28)
OA Buyer, Inc.
OA Buyer, Inc.OA Buyer, Inc.HealthcareFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.8% Cash12/2112/286,547 6,443 6,478 1.0 %(6) (7) (11)OA Buyer, Inc.HealthcareFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.8% Cash12/2112/286,500 6,405 6,405 6,500 6,500 1.0 1.0 %(6) (7) (11)
RevolverSOFR + 5.50%, 10.8% Cash12/2112/28— (20)(14)— %(6) (7) (11) (27)OA Buyer, Inc.RevolverSOFR + 5.50%, 10.8% Cash12/2112/28177 159 159 177 177 — — %(6) (7) (11) (28)
Partnership Units (210,920.11 units)N/A12/21N/A211 297 — %(6) (26)Partnership Units (210,920.11 units)N/A12/21N/A211 318 318 — — %(6) (27)
6,547 6,634 6,761 
OAC Holdings I CorpOAC Holdings I CorpAutomotiveFirst Lien Senior Secured Term LoanSOFR + 5.00%, 10.3% Cash03/2203/291,797 1,769 1,680 0.3 %(6) (7) (12)
OAC Holdings I CorpOAC Holdings I CorpAutomotiveRevolverSOFR + 5.00%, 10.3% Cash03/2203/28— (10)(45)— %(6) (7) (12) (27)OAC Holdings I CorpAutomotiveFirst Lien Senior Secured Term LoanSOFR + 5.00%, 10.4% Cash03/2203/291,788 1,762 1,762 1,763 1,763 0.3 0.3 %(6) (7) (12)
1,797 1,759 1,635 RevolverSOFR + 5.00%, 10.4% Cash03/2203/28147 138 138 137 137 — — %(6) (7) (12) (28)
Ocelot Holdco LLC
Ocelot Holdco LLCConstruction MachinerySuper Senior Takeback Loan10.0% Cash10/2310/2796 96 96 — %(6)
Takeback Term loanTakeback Term loan10.0% Cash10/2310/27513 513 513 0.1 %(6)
Preferred Stock
(42.7 shares)
Preferred Stock
(42.7 shares)
15.0% PIK10/23N/A273 359 0.1 %(6)
Common Stock
(32.7 shares)
Common Stock
(32.7 shares)
N/A10/23N/A— — — %(6) (27)
609
Ocular Therapeutix, Inc.
Ocular Therapeutix, Inc.
Ocular Therapeutix, Inc.Ocular Therapeutix, Inc.PharmaceuticalsFirst Lien Senior Secured Term LoanSOFR + 6.75%, 12.1% Cash08/2307/291,965 1,907 1,906 0.3 %(7) (11)PharmaceuticalsFirst Lien Senior Secured Term LoanSOFR + 6.75%, 12.1% Cash08/2307/291,965 1,911 1,911 1,906 1,906 0.3 0.3 %(3) (6) (7) (11)
1,965 1,907 1,906 
OG III B.V.OG III B.V.Containers & Glass ProductsFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 9.7% Cash06/2106/286,560 7,254 6,481 1.0 %(3) (6) (7) (9)
OG III B.V.OG III B.V.Containers & Glass Products6,560 7,254 6,481 
Omni Intermediate Holdings, LLCTransportationFirst Lien Senior Secured Term LoanSOFR + 5.00%, 10.4% Cash12/2012/2610,723 10,666 10,664 1.7 %(6) (7) (12)
10,723 10,666 10,664 
OG III B.V.Containers & Glass ProductsFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 9.7% Cash06/2106/286,691 7,264 6,484 1.0 %(3) (6) (7) (9)
Oracle Vision Bidco LimitedHealthcareFirst Lien Senior Secured Term LoanSONIA + 4.75%, 9.2% Cash06/2105/281,295 1,465 1,295 0.2 %(3) (6) (7) (16)
1,295 1,465 1,295 
Origin Bidco LimitedTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 5.25%, 9.1% Cash06/2106/28351 396 349 0.1 %(3) (6) (7) (9)
First Lien Senior Secured Term LoanSOFR + 5.25%, 10.8% Cash06/2106/28597 585 593 0.1 %(3) (6) (7) (12)
948 981 942 
20

Barings Capital Investment Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
September 30, 2023March 31, 2024
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Portfolio Company (5)
Industry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Portfolio Company (5)
Industry (29)
Investment Type (1)(2)(30)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Oracle Vision Bidco LimitedOracle Vision Bidco LimitedHealthcareFirst Lien Senior Secured Term LoanSONIA + 4.75%, 9.9% Cash06/2105/28$1,340 $1,467 $1,340 0.2 %(3) (6) (7) (16)
Origin Bidco Limited
Origin Bidco LimitedOrigin Bidco LimitedTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 5.25%, 9.2% Cash06/2106/28320 354 320 — %(3) (6) (7) (9)
First Lien Senior Secured Term LoanSOFR + 5.25%, 10.7% Cash06/2106/28533 523 533 0.1 %(3) (6) (7) (12)
ORTEC INTERNATIONAL NEWCO B.V.
ORTEC INTERNATIONAL NEWCO B.V.
ORTEC INTERNATIONAL NEWCO B.V.TechnologyFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 9.7% Cash12/2312/30987 974 965 0.1 %(3) (6) (7) (9)
OSP Hamilton Purchaser, LLCOSP Hamilton Purchaser, LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.5% Cash12/2112/27$2,241 $2,207 $2,204 0.3 %(6) (7) (12)
First Lien Senior Secured Term LoanSOFR + 6.00%, 11.5% Cash12/2212/272,257 2,198 2,220 0.3 %(6) (7) (12)
First Lien Senior Secured Term LoanSOFR + 6.25%, 11.7% Cash03/2312/272,373 2,308 2,333 0.4 %(6) (7) (12)OSP Hamilton Purchaser, LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.9% Cash12/2112/296,853 6,753 6,753 6,733 6,733 1.0 1.0 %(6) (7) (12)
RevolverSOFR + 6.00%, 11.5% Cash12/2112/27— (6)(4)— %(6) (7) (12) (27)OSP Hamilton Purchaser, LLCRevolverSOFR + 5.50%, 10.9% Cash12/2112/29— (6)(6)(4)(4)— — %(6) (7) (12) (28)
OSP Hamilton Purchaser, LLCOSP Hamilton Purchaser, LLCTechnology
LP Units
(276,798 units)
N/A07/22N/A280 441 0.1 %(6) (26)
LP Units
(276,798 units)
N/A07/22N/A138 143 143 — — %(6)
6,871 6,987 7,194 
First Lien Senior Secured Bond6.9% Cash07/2207/294,355 3,956 4,115 0.6 %(6)
4,355 3,956 4,115 
Panoche Energy Center LLCElectricFirst Lien Senior Secured Bond6.9% Cash07/2207/294,044 3,699 3,933 0.6 %(6)
Parkview Dental Holdings LLC
Parkview Dental Holdings LLCParkview Dental Holdings LLCHealthcareFirst Lien Senior Secured Term LoanSOFR + 8.30%, 13.6% Cash10/2310/29476 467 468 0.1 %(6) (7) (12)
Parkview Dental Holdings LLCFirst Lien Senior Secured Term LoanSOFR + 6.50%, 11.8% Cash10/2310/2923 18 18 — %(6) (7) (12) (28)
LLC Units
(23,810 units)
N/A10/23N/A238 234 — %(6) (27)
PDQ.Com Corporation
PDQ.Com CorporationPDQ.Com CorporationBusiness Equipment & ServicesFirst Lien Senior Secured Term LoanSOFR + 4.75%, 10.1% Cash08/2108/2712,712 12,547 12,712 2.0 %(6) (7) (12)PDQ.Com CorporationBusiness Equipment & ServicesFirst Lien Senior Secured Term LoanSOFR + 5.21%, 10.5% Cash08/2108/2712,615 12,465 12,465 12,560 12,560 1.9 1.9 %(6) (7) (12)
Class A-2 Partnership Units (86.4 units)N/A08/2108/2786 169 — %(6) (26)Class A-2 Partnership Units (86.4 units)N/A08/21N/A86 139 139 — — %(6)
12,712 12,633 12,881 
Perimeter Master Note Business TrustPerimeter Master Note Business TrustCredit Card ABSStructured Secured Note - Class A4.7% Cash05/2205/27137 137 125 — %(3) (6)
Structured Secured Note - Class B5.4% Cash05/2205/27137 137 126 — %(3) (6)Perimeter Master Note Business TrustCredit Card ABSStructured Secured Note - Class A4.7% Cash05/2211/28137 137 137 132 132 — — %(3) (6)
Structured Secured Note - Class C5.9% Cash05/2205/27137 137 123 — %(3) (6)Structured Secured Note - Class B5.4% Cash05/2211/28137 137 137 132 132 — — %(3) (6)
Perimeter Master Note Business TrustCredit Card ABSStructured Secured Note - Class D8.5% Cash05/2205/27137 137 121 — %(3) (6)
Structured Secured Note - Class E11.4% Cash05/2205/276,986 6,986 6,243 1.0 %(3) (6)
7,534 7,534 6,738 
Structured Secured Note - Class C5.9% Cash05/2211/28137 137 132 — %(3) (6)
Perimeter Master Note Business TrustStructured Secured Note - Class D8.5% Cash05/2211/28137 137 131 — %(3) (6)
Structured Secured Note - Class E11.4% Cash05/2211/286,986 6,986 6,700 1.0 %(3) (6)
7,534
Permaconn BidCo Pty Ltd
Permaconn BidCo Pty Ltd
Permaconn BidCo Pty LtdPermaconn BidCo Pty LtdTele-communicationsFirst Lien Senior Secured Term LoanBBSY + 6.25%, 10.4% Cash12/2107/294,648 4,742 4,544 0.7 %(3) (6) (7) (18)Tele-communicationsFirst Lien Senior Secured Term LoanBBSY + 6.25%, 10.7% Cash12/2107/294,699 4,750 4,750 4,652 4,652 0.7 0.7 %(3) (6) (7) (18)
4,648 4,742 4,544 
Polara Enterprises, L.L.C.
Polara Enterprises, L.L.C.Polara Enterprises, L.L.C.Capital EquipmentFirst Lien Senior Secured Term LoanSOFR + 4.75%, 10.3% Cash12/2112/272,084 2,054 2,061 0.3 %(6) (7) (12)Polara Enterprises, L.L.C.Capital EquipmentFirst Lien Senior Secured Term LoanSOFR + 4.75%, 10.2% Cash12/2112/271,904 1,879 1,879 1,904 1,904 0.3 0.3 %(6) (7) (12)
RevolverSOFR + 4.75%, 10.3% Cash12/2112/27— (4)(3)— %(6) (7) (12) (27)Polara Enterprises, L.L.C.RevolverSOFR + 4.75%, 10.2% Cash12/2112/27— (3)(3)— — — — %(6) (7) (12) (28)
Partnership Units (3,704.3 units)N/A12/21N/A370 602 0.1 %(6) (26)Partnership Units (3,704.3 units)N/A12/21N/A370 605 605 0.1 0.1 %(6)
2,084 2,420 2,660 
Policy Services Company, LLCProperty & Casualty InsuranceFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.6% Cash, 4.0% PIK12/2106/2621,277 20,888 20,890 3.3 %(6) (7) (12)
Warrants - Class A (1.0710 units)N/A12/21N/A— 215 — %(6) (26)
Warrants - Class B (0.3614 units)N/A12/21N/A— 73 — %(6) (26)
Warrants - Class CC (0.0372 units)N/A12/21N/A— — — %(6) (26)
Warrants - Class D (0.1035 units)N/A12/21N/A— 21 — %(6) (26)
21,277 20,888 21,199 
Premium Franchise Brands, LLCResearch & Consulting ServicesFirst Lien Senior Secured Term LoanSOFR + 6.75%, 12.5% Cash12/2012/2611,730 11,579 11,635 1.8 %(6) (7) (12)
11,730 11,579 11,635 
Premium InvestBrokerage, Asset Managers & ExchangesFirst Lien Senior Secured Term LoanEURIBOR + 5.25%, 9.2% Cash06/2106/285,506 6,043 5,506 0.9 %(3) (6) (7) (10) (27)
5,506 6,043 5,506 
Preqin MC LimitedBanking, Finance, Insurance & Real EstateFirst Lien Senior Secured Term LoanSOFR + 5.25%, 11.0% Cash08/2107/283,147 3,077 3,091 0.5 %(3) (6) (7) (13)
3,147 3,077 3,091 
21

Barings Capital Investment Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
September 30, 2023March 31, 2024
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Portfolio Company (5)
Industry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Portfolio Company (5)
Industry (29)
Investment Type (1)(2)(30)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Process Insights Acquisition, Inc.ElectronicsFirst Lien Senior Secured Term LoanSOFR + 6.25%, 11.6% Cash07/2307/29$3,554 $3,453 $3,449 0.5 %(6) (7) (12) (27)
RevolverSOFR + 6.25%, 11.6% Cash07/2307/29— (16)(17)— %(6) (7) (12) (27)
Common Stock
(188 shares)
N/A07/23N/A188 188 — %(6) (26)
Policy Services Company, LLCProperty & Casualty InsuranceFirst Lien Senior Secured Term Loan
SOFR + 6.00%, 11.3% Cash,
4.0% PIK
12/2106/26$21,714 $21,391 $21,393 3.2 %(6) (7) (12)
Policy Services Company, LLCWarrants - Class A (1.0710 units)N/A12/21N/A— 544 0.1 %(6) (27)
Warrants - Class B (0.3614 units)N/A12/21N/A— 183 — %(6) (27)
Warrants - Class CC (0.0372 units)N/A12/21N/A— — — %(6) (27)
Warrants - Class D (0.1035 units)N/A12/21N/A— 53 — %(6) (27)
Premium Franchise Brands, LLC
Premium Franchise Brands, LLCPremium Franchise Brands, LLCResearch & Consulting ServicesFirst Lien Senior Secured Term LoanSOFR + 6.25%, 11.5% Cash12/2012/262,479 2,453 2,471 0.4 %(6) (7) (12)
First Lien Senior Secured Term LoanSOFR + 6.75%, 12.2% Cash12/2012/269,188 9,084 9,160 1.4 %(6) (7) (12)
Premium Invest
Premium Invest
Premium InvestBrokerage, Asset Managers & ExchangesFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 10.4% Cash06/2112/302,282 2,213 2,230 0.3 %(3) (6) (7) (10) (28)
Preqin MC Limited
Preqin MC Limited
Preqin MC LimitedBanking, Finance, Insurance & Real EstateFirst Lien Senior Secured Term LoanSOFR + 5.00%, 10.3% Cash08/2107/283,147 3,083 3,147 0.5 %(3) (6) (7) (13)
Process Insights Acquisition, Inc.Process Insights Acquisition, Inc.Electronics3,554 3,625 3,620 
Process Insights Acquisition, Inc.Process Insights Acquisition, Inc.ElectronicsFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.3% Cash07/2307/25— (10)— %(6) (7) (12) (28)
First Lien Senior Secured Term LoanSOFR + 6.00%, 11.3% Cash07/2307/293,545 3,464 3,570 0.5 %(6) (7) (12)
RevolverSOFR + 6.00%, 11.3% Cash07/2307/29101 86 106 — %(6) (7) (12) (28)
Common Stock
(188 shares)
N/A07/23N/A188 226 — %(6) (27)
ProfitOptics, LLCProfitOptics, LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.5% Cash03/2203/28656 645 648 0.1 %(6) (7) (13)
RevolverSOFR + 5.75%, 11.5% Cash03/2203/2877 75 75 — %(6) (7) (13) (27)
Senior Subordinated Term Loan8.0% Cash03/2203/2932 32 29 — %(6)ProfitOptics, LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.2% Cash03/2203/28650 641 641 650 650 0.1 0.1 %(6) (7) (13)
ProfitOptics, LLCTechnology
LLC Units
(96,774.2 units)
N/A03/22N/A65 73 — %(6) (26)
765 817 825 
RevolverSOFR + 5.75%, 11.2% Cash03/2203/28158 156 158 — %(6) (7) (13) (28)
Senior Subordinated Term Loan8.0% Cash03/2203/2932 32 29 — %(6)
LLC Units
(96,774.2 units)
ProfitOptics, LLC
LLC Units
(96,774.2 units)
N/A03/22N/A65 88 — %(6) (27)
840
Protego Bidco B.V.
Protego Bidco B.V.Protego Bidco B.V.Aerospace & DefenseFirst Lien Senior Secured Term LoanEURIBOR + 6.75%, 10.8% Cash03/2103/28386 419 370 0.1 %(3) (6) (7) (10) (27)Protego Bidco B.V.Aerospace & DefenseFirst Lien Senior Secured Term LoanEURIBOR + 6.75%, 10.7% Cash03/2103/28430 456 456 418 418 0.1 0.1 %(3) (6) (7) (10) (28)
RevolverEURIBOR + 6.50%, 10.5% Cash03/2103/27718 790 688 0.1 %(3) (6) (7) (10)RevolverEURIBOR + 6.50%, 10.4% Cash03/2103/27733 791 791 722 722 0.1 0.1 %(3) (6) (7) (10)
1,104 1,209 1,058 
PSP Intermediate 4, LLCPSP Intermediate 4, LLCTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 9.9% Cash05/2205/29865 829 740 0.1 %(3) (6) (7) (9) (27)
PSP Intermediate 4, LLCPSP Intermediate 4, LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 6.25%, 11.7% Cash05/2205/29866 846 797 0.1 %(3) (6) (7) (11)PSP Intermediate 4, LLCTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 10.2% Cash05/2205/29883 843 843 831 831 0.1 0.1 %(3) (6) (7) (8) (28)
1,731 1,675 1,537 First Lien Senior Secured Term LoanSOFR + 6.25%, 11.6% Cash05/2205/291,411 1,392 1,392 1,343 1,343 0.2 0.2 %(3) (6) (7) (11)
QPE7 SPV1 BidCo Pty Ltd
QPE7 SPV1 BidCo Pty Ltd
QPE7 SPV1 BidCo Pty LtdQPE7 SPV1 BidCo Pty LtdConsumer CyclicalFirst Lien Senior Secured Term LoanBBSY + 4.50%, 8.6% Cash09/2109/262,728 3,009 2,661 0.4 %(3) (6) (7) (17)Consumer CyclicalFirst Lien Senior Secured Term LoanBBSY + 3.75%, 8.1% Cash09/2109/262,758 3,013 3,013 2,731 2,731 0.4 0.4 %(3) (6) (7) (17)
2,728 3,009 2,661 
Qualified Industries, LLCQualified Industries, LLCConsumer CyclicalFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.2% Cash03/2303/29603 586 588 0.1 %(6) (7) (12)
RevolverSOFR + 5.75%, 11.2% Cash03/2303/29— (7)(6)— %(6) (7) (12) (27)
Preferred Stock
(148 shares)
N/A03/23N/A144 156 — %(6) (26)
Common Stock (303,030 shares)N/A03/23N/A49 — %(6) (26)
Qualified Industries, LLCQualified Industries, LLCConsumer Cyclical603 726 787 
First Lien Senior Secured Term LoanEURIBOR + 6.25%, 9.8% Cash12/2012/272,286 2,466 2,166 0.3 %(3) (6) (7) (9) (27)
First Lien Senior Secured Term LoanSOFR + 6.25%, 11.8% Cash12/2012/27370 366 361 0.1 %(3) (6) (7) (12)
2,656 2,832 2,527 
Qualified Industries, LLCQualified Industries, LLCConsumer CyclicalFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.2% Cash03/2303/29600 584 588 0.1 %(6) (7) (12)
RevolverSOFR + 5.75%, 11.2% Cash03/2303/29— (6)(5)— %(6) (7) (12) (28)
Preferred Stock
(148 shares)
10.0% PIK03/23N/A144 163 — %(6) (27)
Common Stock (303,030 shares)N/A03/23N/A85 — %(6) (27)
R1 Holdings, LLCTransportationFirst Lien Senior Secured Term LoanSOFR + 6.25%, 11.1% Cash12/2212/285,513 5,320 5,462 0.9 %(6) (7) (13) (27)
RevolverSOFR + 6.25%, 11.1% Cash12/2212/2863 32 55 — %(6) (7) (13) (27)
5,576 5,352 5,517 
Randys Holdings, Inc.Automobile ManufacturersFirst Lien Senior Secured Term LoanSOFR + 6.50%, 11.8% Cash11/2211/289,854 9,537 9,579 1.5 %(6) (7) (12) (27)
RevolverSOFR + 6.50%, 11.8% Cash11/2211/28404 368 375 0.1 %(6) (7) (12) (27)
Partnership Units (4,000 units)N/A11/22N/A400 424 0.1 %(6) (26)
10,258 10,305 10,378 
Recovery Point Systems, Inc.TechnologyFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.4% Cash08/2007/264,969 4,916 4,969 0.8 %(6) (7) (12)
Partnership Equity (81,313 units)N/A03/21N/A81 54 — %(6) (26)
4,969 4,997 5,023 
Renovation Parent Holdings, LLCHome FurnishingsFirst Lien Senior Secured Term LoanSOFR + 5.50%, 11.0% Cash11/2111/277,564 7,428 6,618 1.0 %(6) (7) (12)
Partnership Equity (394,736.8 units)N/A11/21N/A395 130 — %(6) (26)
7,564 7,823 6,748 
22

Barings Capital Investment Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
September 30, 2023March 31, 2024
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Portfolio Company (5)
Industry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Portfolio Company (5)
Industry (29)
Investment Type (1)(2)(30)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Questel UniteQuestel UniteBusiness ServicesFirst Lien Senior Secured Term LoanEURIBOR + 4.00%, 7.9% Cash, 2.4% PIK12/2012/27$2,337 $2,479 $2,224 0.3 %(3) (6) (7) (9) (28)
First Lien Senior Secured Term LoanSOFR + 4.00%, 9.3% Cash, 2.4% PIK12/2012/27370 366 361 0.1 %(3) (6) (7) (12)
R1 Holdings, LLC
R1 Holdings, LLCR1 Holdings, LLCTransportationFirst Lien Senior Secured Term LoanSOFR + 6.25%, 11.6% Cash12/2212/285,567 5,389 5,605 0.8 %(6) (7) (13) (28)
RevolverSOFR + 6.25%, 11.6% Cash12/2212/2863 34 59 — %(6) (7) (13) (28)
Randys Holdings, Inc.
Randys Holdings, Inc.Automobile ManufacturersFirst Lien Senior Secured Term LoanSOFR + 6.50%, 11.8% Cash11/2211/24397 368 377 0.1 %(6) (7) (12) (28)
First Lien Senior Secured Term LoanFirst Lien Senior Secured Term LoanSOFR + 6.50%, 11.8% Cash11/2211/289,816 9,574 9,757 1.5 %(6) (7) (12)
RevolverRevolverSOFR + 6.50%, 11.8% Cash11/2211/28369 337 369 0.1 %(6) (7) (12) (28)
Partnership Units (4,000 units)Partnership Units (4,000 units)N/A11/22N/A400 401 0.1 %(6) (27)
10,582
Recovery Point Systems, Inc.
Recovery Point Systems, Inc.Recovery Point Systems, Inc.TechnologyFirst Lien Senior Secured Term LoanSOFR + 6.50%, 11.8% Cash08/2007/264,943 4,899 4,943 0.7 %(6) (7) (12)
Partnership Equity (81,313 units)N/A03/21N/A81 42 — %(6) (27)
Renovation Parent Holdings, LLC
Renovation Parent Holdings, LLCRenovation Parent Holdings, LLCHome FurnishingsFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.9% Cash11/2111/277,545 7,424 6,647 1.0 %(6) (7) (12)
Partnership Equity (394,736.8 units)N/A11/21N/A395 118 — %(6) (27)
REP SEKO MERGER SUB LLC
REP SEKO MERGER SUB LLCREP SEKO MERGER SUB LLCAir Freight & LogisticsFirst Lien Senior Secured Term LoanEURIBOR + 4.75%, 8.7% Cash12/2012/26$6,819 $7,388 $6,739 1.1 %(6) (7) (9)REP SEKO MERGER SUB LLCAir Freight & LogisticsFirst Lien Senior Secured Term LoanEURIBOR + 5.00%, 8.9% Cash12/2012/266,920 7,360 7,360 6,719 6,719 1.0 1.0 %(6) (7) (9)
First Lien Senior Secured Term LoanEURIBOR + 4.75%, 8.7% Cash06/2212/262,043 1,999 2,020 0.3 %(6) (7) (9)REP SEKO MERGER SUB LLCFirst Lien Senior Secured Term LoanEURIBOR + 5.00%, 8.9% Cash06/2212/262,074 1,993 1,993 2,014 2,014 0.3 0.3 %(6) (7) (9)
First Lien Senior Secured Term LoanSOFR + 4.75%, 10.5% Cash12/2012/261,914 1,886 1,892 0.3 %(6) (7) (13)First Lien Senior Secured Term LoanSOFR + 5.00%, 10.4% Cash12/2012/261,906 1,882 1,882 1,851 1,851 0.3 0.3 %(6) (7) (12)
10,776 11,273 10,651 
Resonetics, LLCResonetics, LLCHealth Care EquipmentSecond Lien Senior Secured Term LoanSOFR + 7.00%, 12.7% Cash04/2104/291,859 1,830 1,802 0.3 %(6) (7) (12)
Resonetics, LLC
Resonetics, LLCHealth Care EquipmentSecond Lien Senior Secured Term LoanSOFR + 7.00%, 12.4% Cash04/2104/291,859 1,832 1,859 0.3 %(6) (7) (12)
Resonetics, LLCHealth Care Equipment1,859 1,830 1,802 
Riedel Beheer B.V.Riedel Beheer B.V.Food & BeverageFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 10.2% Cash12/2112/282,196 2,254 2,035 0.3 %(3) (6) (7) (9)
Riedel Beheer B.V.Riedel Beheer B.V.Food & Beverage2,196 2,254 2,035 
Riedel Beheer B.V.Food & BeverageFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 10.2% Cash12/2112/282,240 2,258 2,025 0.3 %(3) (6) (7) (9)
Rock Labor LLC
Rock Labor LLCRock Labor LLCMedia: Diversified & ProductionFirst Lien Senior Secured Term LoanSOFR + 7.75%, 13.1% Cash09/2309/293,750 3,638 3,638 0.6 % (6) (7) (11)Rock Labor LLCMedia: Diversified & ProductionFirst Lien Senior Secured Term LoanSOFR + 7.50%, 12.7% Cash09/2309/293,731 3,626 3,626 3,639 3,639 0.5 0.5 % (6) (7) (11)
RevolverSOFR + 7.75%, 13.1% Cash09/2309/29— (19)(19)— % (6) (7) (11) (27)Rock Labor LLCRevolverSOFR + 7.50%, 12.7% Cash09/2309/29— (17)(17)(15)(15)— — % (6) (7) (11) (28)
LLC Units
(132,475 units)
N/A09/23N/A709 709 0.1 %(6) (26)
LLC Units
(132,475 units)
N/A09/23N/A709 694 694 0.1 0.1 %(6) (27)
3,750 4,328 4,328 
Royal Buyer, LLCRoyal Buyer, LLCIndustrial OtherFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.9% Cash08/2208/285,908 5,797 5,824 0.9 %(6) (7) (12) (27)
Royal Buyer, LLCRoyal Buyer, LLCIndustrial OtherRevolverSOFR + 5.50%, 10.9% Cash08/2208/28204 189 193 — %(6) (7) (12) (27)Royal Buyer, LLCIndustrial OtherFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.3% Cash08/2208/286,109 6,007 6,007 6,043 6,043 0.9 0.9 %(6) (7) (12) (28)
6,112 5,986 6,017 RevolverSOFR + 6.00%, 11.3% Cash08/2208/28— (14)(14)(9)(9)— — %(6) (7) (12) (28)
RPX Corporation
RPX Corporation
RPX CorporationRPX CorporationResearch & Consulting ServicesFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.8% Cash10/2010/2513,903 13,742 13,799 2.2 %(6) (7) (12)Research & Consulting ServicesFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.8% Cash10/2010/258,262 8,191 8,191 8,262 8,262 1.2 1.2 %(6) (7) (12)
13,903 13,742 13,799 
Safety Products Holdings, LLCSafety Products Holdings, LLCNon-durable Consumer GoodsFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.6% Cash12/2012/265,579 5,517 5,384 0.8 %(6) (7) (12)
Safety Products Holdings, LLCSafety Products Holdings, LLCNon-durable Consumer GoodsFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.5% Cash12/2012/265,554 5,501 5,493 0.8 %(6) (7) (12)
Safety Products Holdings, LLCNon-durable Consumer Goods
Preferred Stock
(86.3 shares)
N/A12/20N/A87 101 — %(6) (26)
Preferred Stock
(86.3 shares)
N/A12/20N/A87 103 103 — — %(6) (27)
5,579 5,604 5,485 
Sanoptis S.A.R.L.Healthcare & PharmaceuticalsFirst Lien Senior Secured Term LoanEURIBOR + 5.25%, 8.8% Cash06/2207/292,379 2,306 2,305 0.4 %(3) (6) (7) (9) (27)
First Lien Senior Secured Term LoanSARON + 5.25%, 7.0% Cash06/2207/291,111 1,096 1,077 0.2 %(3) (6) (7) (23)
3,490 3,402 3,382 
SBP Holdings LPIndustrial OtherFirst Lien Senior Secured Term LoanSOFR + 6.75%, 12.1% Cash03/2303/286,543 6,320 6,341 1.0 %(6) (7) (12) (27)
RevolverSOFR + 6.75%, 12.1% Cash03/2303/28— (17)(15)— %(6) (7) (12) (27)
6,543 6,303 6,326 
Scaled Agile, Inc.Research & Consulting ServicesFirst Lien Senior Secured Term LoanSOFR + 5.50%, 11.0% Cash12/2112/281,806 1,780 1,764 0.3 %(6) (7) (12) (27)
RevolverSOFR + 5.50%, 11.0% Cash12/2112/28— (5)(7)— %(6) (7) (12) (27)
1,806 1,775 1,757 
Scout Bidco B.V.Diversified ManufacturingFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 9.3% Cash05/2205/293,846 3,807 3,720 0.6 %(3) (6) (7) (9)
First Lien Senior Secured Term LoanSOFR + 6.00%, 11.3% Cash05/2205/29508 508 492 0.1 %(3) (6) (7) (12)
RevolverEURIBOR + 5.50%, 9.3% Cash05/2205/29— (10)(17)— %(3) (6) (7) (9) (27)
4,354 4,305 4,195 
Sereni Capital NVConsumer CyclicalFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 10.0% Cash05/2205/29486 480 474 0.1 %(3) (6) (7) (10)
First Lien Senior Secured Term LoanEURIBOR + 6.25%, 10.3% Cash05/2205/29463 441 452 0.1 %(3) (6) (7) (10)
First Lien Senior Secured Term LoanEURIBOR + 6.25%, 10.6% Cash05/2205/29885 870 849 0.1 %(3) (6) (7) (10) (27)
1,834 1,791 1,775 
23

Barings Capital Investment Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
September 30, 2023March 31, 2024
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Portfolio Company (5)
Industry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Portfolio Company (5)
Industry (29)
Investment Type (1)(2)(30)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Sanoptis S.A.R.L.Sanoptis S.A.R.L.Healthcare & PharmaceuticalsFirst Lien Senior Secured Term LoanSARON + 5.75%, 7.2% Cash06/2207/29$673 $647 $657 0.1 %(3) (6) (7) (23)
First Lien Senior Secured Term LoanEURIBOR + 5.75%, 9.7% Cash06/2207/292,427 2,310 2,371 0.4 %(3) (6) (7) (9)
First Lien Senior Secured Term LoanSARON + 6.75%, 8.2% Cash06/2207/29456 450 452 0.1 %(3) (6) (7) (23)
SBP Holdings LP
SBP Holdings LPSBP Holdings LPIndustrial OtherFirst Lien Senior Secured Term LoanSOFR + 6.75%, 12.1% Cash03/2303/286,904 6,703 6,973 1.0 %(6) (7) (12)
RevolverSOFR + 6.75%, 12.1% Cash03/2303/28177 162 177 — %(6) (7) (12) (28)
Scaled Agile, Inc.
Scaled Agile, Inc.Scaled Agile, Inc.Research & Consulting ServicesFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.9% Cash12/2112/281,797 1,775 1,727 0.3 %(6) (7) (12)
RevolverSOFR + 5.50%, 10.9% Cash12/2112/2856 52 43 — %(6) (7) (12) (28)
Scout Bidco B.V.
Scout Bidco B.V.Scout Bidco B.V.Diversified ManufacturingFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 9.7% Cash05/2205/293,924 3,813 3,847 0.6 %(3) (6) (7) (9)
Scout Bidco B.V.First Lien Senior Secured Term LoanSOFR + 5.75%, 11.1% Cash05/2205/29508 508 498 0.1 %(3) (6) (7) (12)
RevolverEURIBOR + 5.75%, 9.7% Cash05/2205/29208 202 198 — %(3) (6) (7) (9) (28)
Sereni Capital NV
Sereni Capital NV
Sereni Capital NVConsumer CyclicalFirst Lien Senior Secured Term LoanEURIBOR + 6.75%, 10.7% Cash05/2205/292,558 2,483 2,490 0.4 %(3) (6) (7) (10)
Serta Simmons Bedding LLCSerta Simmons Bedding LLCHome FurnishingsFirst Lien Senior Secured Term LoanSOFR + 7.50%, 12.9% Cash06/2306/28$$$— %(7) (12)
Common Stock (59,747 shares)N/A06/23N/A893 831 0.1 %(6) (26)
Serta Simmons Bedding LLCSerta Simmons Bedding LLCHome Furnishings894 832 Serta Simmons Bedding LLCHome FurnishingsCommon Stock (59,747 shares)N/A06/23N/A893 373 373 0.1 0.1 %(27)
893
893
Shelf Bidco Ltd
Shelf Bidco LtdShelf Bidco LtdOther FinancialFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.7% Cash12/2201/3017,400 16,902 16,918 2.6 %(3) (6) (7) (12)Shelf Bidco LtdOther FinancialFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.7% Cash12/2201/3017,313 16,845 16,845 17,659 17,659 2.6 2.6 %(3) (6) (7) (12)
Common Stock (600,000 shares)N/A12/22N/A600 570 0.1 %(3) (6) (26)Common Stock (600,000 shares)N/A12/22N/A600 1,338 1,338 0.2 0.2 %(3) (6) (27)
17,400 17,502 17,488 
Sinari InvestSinari InvestTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 6.00%, 9.9% Cash07/2307/301,728 1,727 1,663 0.3 %(3) (6) (7) (10) (27)
Sinari Invest
Sinari InvestTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 6.00%, 9.9% Cash07/2307/301,838 1,806 1,786 0.3 %(3) (6) (7) (10) (28)
Sinari InvestTechnology1,728 1,727 1,663 
SISU ACQUISITIONCO., INC.SISU ACQUISITIONCO., INC.Aerospace & DefenseFirst Lien Senior Secured Term LoanSOFR + 5.25%, 10.6% Cash12/2012/264,863 4,806 4,828 0.8 %(6) (7) (11)
SISU ACQUISITIONCO., INC.SISU ACQUISITIONCO., INC.Aerospace & Defense4,863 4,806 4,828 
SISU ACQUISITIONCO., INC.Aerospace & DefenseFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.1% Cash12/2012/264,994 4,940 4,726 0.7 %(6) (7) (11) (28)
Smartling, Inc.
Smartling, Inc.Smartling, Inc.TechnologyFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.2% Cash11/2111/279,262 9,128 9,194 1.4 %(6) (7) (11)Smartling, Inc.TechnologyFirst Lien Senior Secured Term LoanSOFR + 4.50%, 9.9% Cash11/2111/279,215 9,096 9,096 9,179 9,179 1.4 1.4 %(6) (7) (11)
RevolverSOFR + 5.75%, 11.2% Cash11/2111/27— (8)(4)— %(6) (7) (11) (27)RevolverSOFR + 4.50%, 9.9% Cash11/2111/27— (7)(7)(2)(2)— — %(6) (7) (11) (28)
9,262 9,120 9,190 
SmartShift Group, Inc.SmartShift Group, Inc.TechnologyFirst Lien Senior Secured Term LoanSOFR + 6.25%, 11.7% Cash09/2309/296,422 6,209 6,204 1.0 %(6) (7) (12) (27)
SmartShift Group, Inc.SmartShift Group, Inc.TechnologyFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.6% Cash09/2309/296,390 6,205 6,477 1.0 %(6) (7) (12) (28)
SmartShift Group, Inc.TechnologyRevolverSOFR + 6.25%, 11.7% Cash09/2309/29— (27)(28)— %(6) (7) (12) (27)SmartShift Group, Inc.RevolverSOFR + 5.75%, 11.6% Cash09/2309/29— (25)(25)— — — — %(6) (7) (12) (28)
Common Stock
(183 shares)
N/A09/23N/A183 183 — %(6) (26)
Common Stock
(183 shares)
N/A09/23N/A183 261 261 — — %(6) (27)
6,422 6,365 6,359 
SN BUYER, LLCHealth Care ServicesFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.2% Cash12/2012/264,567 4,513 4,512 0.7 %(6) (7) (12)
First Lien Senior Secured Term LoanSOFR + 5.75%, 11.2% Cash11/2212/261,880 1,849 1,857 0.3 %(6) (7) (12)
6,447 6,362 6,369 
Soho Square III Debtco II SARL
Soho Square III Debtco II SARL
Soho Square III Debtco II SARLSoho Square III Debtco II SARLDiversified Capital MarketsFirst Lien Senior Secured Term Loan9.5% PIK10/2210/272,872 2,739 2,865 0.4 %(3) (6) (27)Diversified Capital MarketsFirst Lien Senior Secured Term Loan9.5% PIK10/2210/275,483 5,165 5,165 5,476 5,476 0.8 0.8 %(3) (6)
2,872 2,739 2,865 
Solo Buyer, L.P.
Solo Buyer, L.P.Solo Buyer, L.P.TechnologyFirst Lien Senior Secured Term LoanSOFR + 6.25%, 11.7% Cash12/2212/2913,496 13,187 13,118 2.0 %(6) (7) (12)Solo Buyer, L.P.TechnologyFirst Lien Senior Secured Term LoanSOFR + 6.25%, 11.6% Cash12/2212/2913,428 13,138 13,138 13,294 13,294 2.0 2.0 %(6) (7) (12)
RevolverSOFR + 6.25%, 11.7% Cash12/2212/28239 213 206 — %(6) (7) (12) (27)Solo Buyer, L.P.RevolverSOFR + 6.25%, 11.6% Cash12/2212/28399 376 376 399 399 0.1 0.1 %(6) (7) (12) (28)
Partnership Units (309,839 units)N/A12/22N/A310 228 — %(6) (26)Partnership Units (309,839 units)N/A12/22N/A310 310 310 — — %(6) (27)
13,735 13,710 13,552 
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)Other UtilityFirst Lien Senior Secured Term LoanSOFR + 5.00%, 10.4% Cash11/2203/271,926 1,883 1,889 0.3 %(6) (7) (12) (27)
RevolverSOFR + 5.00%, 10.3% Cash11/2203/2759 56 56 — %(6) (7) (12) (27)
1,985 1,939 1,945 
Spatial Business Systems LLCElectricFirst Lien Senior Secured Term LoanSOFR + 5.00%, 10.3% Cash10/2210/285,844 5,700 5,731 0.9 %(6) (7) (11) (27)
RevolverSOFR + 5.00%, 10.3% Cash10/2210/28— (15)(12)— %(6) (7) (11) (27)
5,844 5,685 5,719 
SSCP Pegasus Midco LimitedHealthcare & PharmaceuticalsFirst Lien Senior Secured Term LoanSONIA + 6.00%, 11.3% Cash12/2011/27752 767 749 0.1 %(3) (6) (7) (15) (27)
752 767 749 
Starnmeer B.V.TechnologyFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.3% Cash10/2104/274,640 4,591 4,615 0.7 %(3) (6) (7) (13)
4,640 4,591 4,615 
24

Barings Capital Investment Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
September 30, 2023March 31, 2024
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Portfolio Company (5)
Industry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Portfolio Company (5)
Industry (29)
Investment Type (1)(2)(30)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)Other UtilityFirst Lien Senior Secured Term LoanSOFR + 5.00%, 10.3% Cash11/2203/27$1,653 $1,626 $1,612 0.2 %(6) (7) (12) (28)
First Lien Senior Secured Term LoanSOFR + 5.00%, 10.3% Cash11/2205/24263 253 246 — %(6) (7) (12)
RevolverSOFR + 5.00%, 10.3% Cash11/2203/2739 37 35 — %(6) (7) (12) (28)
Spatial Business Systems LLC
Spatial Business Systems LLCSpatial Business Systems LLCElectricFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.8% Cash10/2210/285,815 5,684 5,730 0.9 %(6) (7) (11) (28)
RevolverSOFR + 5.50%, 10.8% Cash10/2210/28— (13)(9)— %(6) (7) (11) (28)
SSCP Pegasus Midco Limited
SSCP Pegasus Midco Limited
SSCP Pegasus Midco LimitedHealthcare & PharmaceuticalsFirst Lien Senior Secured Term LoanSONIA + 6.00%, 11.3% Cash12/2011/271,014 1,009 1,014 0.2 %(3) (6) (7) (15) (28)
SSCP Spring Bidco 3 Limited
SSCP Spring Bidco 3 Limited
SSCP Spring Bidco 3 LimitedHealthcareFirst Lien Senior Secured Term LoanSONIA + 6.50%, 11.7% Cash11/2311/30968 933 942 0.1 %(3) (6) (7) (16)
Starnmeer B.V.
Starnmeer B.V.
Starnmeer B.V.TechnologyFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.2% Cash10/2104/274,640 4,597 4,630 0.7 %(3) (6) (7) (13)
Superjet Buyer, LLC
Superjet Buyer, LLCSuperjet Buyer, LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 5.50%, 11.2% Cash12/2112/27$16,240 $15,996 $16,105 2.5 %(6) (7) (12)Superjet Buyer, LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.9% Cash12/2112/2716,158 15,939 15,939 16,077 16,077 2.4 2.4 %(6) (7) (12)
RevolverSOFR + 5.50%, 11.2% Cash12/2112/27365 344 353 0.1 %(6) (7) (12) (27)RevolverSOFR + 5.50%, 10.9% Cash12/2112/27365 347 347 358 358 0.1 0.1 %(6) (7) (12) (28)
16,605 16,340 16,458 
SVI International LLC
SVI International LLCSVI International LLCAutomotiveFirst Lien Senior Secured Term LoanSOFR + 6.75%, 12.1% Cash03/2403/30644 629 629 0.1 %(6) (7) (11) (28)
SVI International LLCRevolverSOFR + 6.75%, 12.1% Cash03/2403/30— (1)(1)— %(6) (7) (11) (28)
LLC Units
(207,921 units)
N/A03/24N/A208 208 — %(6) (27)
Syniverse Holdings, Inc.
Syniverse Holdings, Inc.
Syniverse Holdings, Inc.Syniverse Holdings, Inc.Technology Distributors
Series A Preferred Equity
(7,575,758 units)
12.5% PIK05/22N/A8,451 8,518 1.3 %(6)Technology Distributors
Series A Preferred Equity
(7,575,758 units)
12.5% PIK05/22N/A8,989 9,015 9,015 1.3 1.3 %(6)
8,451 8,518 
Syntax Systems Ltd
Syntax Systems LtdSyntax Systems LtdTechnologyFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.2% Cash11/2110/284,085 4,054 3,944 0.6 %(3) (6) (7) (11) (27)Syntax Systems LtdTechnologyFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.9% Cash11/2110/284,064 4,036 4,036 4,064 4,064 0.6 0.6 %(3) (6) (7) (11)
RevolverSOFR + 5.75%, 11.2% Cash11/2110/26398 395 382 0.1 %(3) (6) (7) (11) (27)RevolverSOFR + 5.50%, 10.9% Cash11/2110/26430 427 427 430 430 0.1 0.1 %(3) (6) (7) (11) (28)
4,483 4,449 4,326 
TA SL Cayman Aggregator Corp.TA SL Cayman Aggregator Corp.TechnologySubordinated Term Loan7.8% PIK07/2107/281,134 1,121 1,106 0.2 %(6)
TA SL Cayman Aggregator Corp.TA SL Cayman Aggregator Corp.Technology
Common Stock
(736 shares)
N/A07/21N/A23 32 — %(6) (26)TA SL Cayman Aggregator Corp.TechnologySubordinated Term Loan7.8% PIK07/2107/281,211 1,200 1,200 1,186 1,186 0.2 0.2 %(6)
1,134 1,144 1,138 
Common Stock
(736 shares)
N/A07/21N/A23 35 35 — — %(6) (27)
Tank Holding Corp
Tank Holding CorpTank Holding CorpMetal & Glass ContainersFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.2% Cash03/2203/287,254 7,125 7,080 1.1 %(6) (7) (11)Tank Holding CorpMetal & Glass ContainersFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.2% Cash03/2203/287,217 7,100 7,100 7,163 7,163 1.1 1.1 %(6) (7) (11)
First Lien Senior Secured Term LoanSOFR + 6.00%, 11.4% Cash05/2303/281,431 1,374 1,401 0.2 %(6) (7) (11) (27)Tank Holding CorpFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.4% Cash05/2303/281,700 1,648 1,648 1,668 1,668 0.2 0.2 %(6) (7) (11) (28)
RevolverSOFR + 5.75%, 11.2% Cash03/2203/28513 502 497 0.1 %(6) (7) (11) (27)RevolverSOFR + 5.75%, 11.2% Cash03/2203/28164 154 154 159 159 — — %(6) (7) (11) (28)
9,198 9,001 8,978 
Tanqueray Bidco LimitedTanqueray Bidco LimitedTechnologyFirst Lien Senior Secured Term LoanSONIA + 6.25%, 11.2% Cash11/2211/291,656 1,498 1,603 0.3 %(3) (6) (7) (15) (27)
Tanqueray Bidco LimitedTanqueray Bidco LimitedTechnology1,656 1,498 1,603 
Tanqueray Bidco LimitedTanqueray Bidco LimitedTechnologyFirst Lien Senior Secured Term LoanSONIA + 5.50%, 10.7% Cash11/2211/25— (14)— — %(3) (6) (7) (15) (28)
First Lien Senior Secured Term LoanSONIA + 5.50%, 10.7% Cash11/2211/291,714 1,520 1,714 0.3 %(3) (6) (7) (15)
Team Air Distributing, LLC
Team Air Distributing, LLCTeam Air Distributing, LLCConsumer CyclicalSubordinated Term Loan12.0% Cash05/2305/28600 588 589 0.1 %(6)Team Air Distributing, LLCConsumer CyclicalSubordinated Term Loan12.0% Cash05/2305/28600 589 589 591 591 0.1 0.1 %(6)
Partnership Equity (400,000 units)N/A05/23N/A400 401 0.1 %(6) (26)Partnership Equity (400,000 units)N/A05/23N/A400 424 424 0.1 0.1 %(6) (27)
600 988 990 
Techone B.V.TechnologyFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 9.4% Cash11/2111/282,882 2,992 2,825 0.4 %(3) (6) (7) (9)
RevolverEURIBOR + 5.50%, 9.4% Cash11/2105/2860 57 57 — %(3) (6) (7) (9) (27)
2,942 3,049 2,882 
Tencarva Machinery Company, LLCCapital EquipmentFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.7% Cash12/2112/274,176 4,122 4,146 0.6 %(6) (7) (12)
RevolverSOFR + 5.50%, 10.7% Cash12/2112/27— (9)(5)— %(6) (7) (12) (27)
4,176 4,113 4,141 
Terrybear, Inc.Consumer ProductsSubordinated Term Loan10.0% Cash, 4.0% PIK04/2204/28271 267 264 — %(6)
Partnership Equity (24,358.97 units)N/A04/22N/A239 141 — %(6) (26)
271 506 405 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)Brokerage, Asset Managers & ExchangesFirst Lien Senior Secured Term LoanSOFR + 4.25%, 9.8% Cash10/2112/27801 753 801 0.1 %(6) (7) (12) (27)
RevolverSOFR + 4.25%, 9.8% Cash10/2112/27— (10)— — %(6) (7) (12) (27)
Subordinated Term LoanSOFR + 7.75%, 12.9% Cash10/2110/283,348 3,298 3,324 0.5 %(6) (7) (13)
4,149 4,041 4,125 
The Cleaver-Brooks Company, Inc.Capital EquipmentFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.2% Cash07/2207/2812,065 11,863 12,017 1.9 %(6) (7) (11)
RevolverSOFR + 5.75%, 11.2% Cash07/2207/28— (26)(6)— %(6) (7) (11) (27)
Subordinated Term Loan12.5% PIK07/2207/292,394 2,354 2,362 0.4 %(6)
14,459 14,191 14,373 
25

Barings Capital Investment Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
September 30, 2023March 31, 2024
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Portfolio Company (5)
Industry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Portfolio Company (5)
Industry (29)
Investment Type (1)(2)(30)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Techone B.V.Techone B.V.TechnologyFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 9.3% Cash11/2111/28$2,940 $2,997 $2,896 0.4 %(3) (6) (7) (9)
RevolverEURIBOR + 5.50%, 9.3% Cash11/2105/28— (8)(2)— %(3) (6) (7) (9) (28)
Tencarva Machinery Company, LLC
Tencarva Machinery Company, LLCTencarva Machinery Company, LLCCapital EquipmentFirst Lien Senior Secured Term LoanSOFR + 5.00%, 10.3% Cash12/2112/274,155 4,107 4,093 0.6 %(6) (7) (12)
RevolverSOFR + 5.00%, 10.3% Cash12/2112/27— (8)(11)— %(6) (7) (12) (28)
Terrybear, Inc.
Terrybear, Inc.Terrybear, Inc.Consumer ProductsSubordinated Term Loan10.0% Cash, 4.0% PIK04/2204/28277 273 261 — %(6)
Partnership Equity (24,358.97 units)N/A04/22N/A239 104 — %(6) (27)
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)Brokerage, Asset Managers & ExchangesFirst Lien Senior Secured Term LoanSOFR + 4.25%, 9.7% Cash10/2112/272,555 2,524 2,555 0.4 %(6) (7) (12)
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)RevolverSOFR + 4.25%, 9.7% Cash10/2112/27— (9)— — %(6) (7) (12) (28)
Subordinated Term LoanSOFR + 7.75%, 13.2% Cash10/2110/283,464 3,418 3,451 0.5 %(6) (7) (13)
The Cleaver-Brooks Company, Inc.
The Cleaver-Brooks Company, Inc.The Cleaver-Brooks Company, Inc.Capital EquipmentFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.8% Cash07/2207/2812,065 11,879 12,065 1.8 %(6) (7) (11)
The Cleaver-Brooks Company, Inc.RevolverSOFR + 5.50%, 10.8% Cash07/2207/28— (23)— — %(6) (7) (11) (28)
Subordinated Term Loan12.5% PIK07/2207/292,547 2,510 2,532 0.4 %(6)
The Octave Music Group, Inc.
The Octave Music Group, Inc.The Octave Music Group, Inc.Media: Diversified & ProductionSecond Lien Senior Secured Term LoanSOFR + 7.50%, 12.9% Cash04/2204/30$7,569 $7,439 $7,493 1.2 %(6) (7) (12)The Octave Music Group, Inc.Media: Diversified & ProductionSecond Lien Senior Secured Term LoanSOFR + 7.50%, 12.8% Cash04/2204/302,585 2,543 2,543 2,585 2,585 0.4 0.4 %(6) (7) (12)
Partnership Equity (409,153.1 units)N/A04/22N/A409 732 0.1 %(6) (26)Partnership Equity (409,153.1 units)N/A04/22N/A409 1,301 1,301 0.2 0.2 %(6)
7,569 7,848 8,225 
Trader Corporation
Trader CorporationTrader CorporationTechnologyFirst Lien Senior Secured Term LoanCDOR + 6.75%, 12.1% Cash12/2212/292,294 2,218 2,271 0.4 %(3) (6) (7) (20)Trader CorporationTechnologyFirst Lien Senior Secured Term LoanCDOR + 6.50%, 12.2% Cash12/2212/292,280 2,210 2,210 2,280 2,280 0.3 0.3 %(3) (6) (7) (20)
RevolverCDOR + 6.75%, 12.1% Cash12/2212/28— (4)(2)— %(3) (6) (7) (20) (27)RevolverCDOR + 6.50%, 12.2% Cash12/2212/28— (3)(3)— — — — %(3) (6) (7) (20) (28)
2,294 2,214 2,269 
Trident Maritime Systems, Inc.Trident Maritime Systems, Inc.Aerospace & DefenseFirst Lien Senior Secured Term LoanSOFR + 5.50%, 11.0% Cash02/2102/2716,617 16,466 15,022 2.3 %(6) (7) (12)
Trident Maritime Systems, Inc.Trident Maritime Systems, Inc.Aerospace & Defense16,617 16,466 15,022 
Trident Maritime Systems, Inc.Aerospace & DefenseFirst Lien Senior Secured Term LoanSOFR + 5.50%, 11.0% Cash02/2102/2717,673 17,529 17,072 2.5 %(6) (7) (12)
Trintech, Inc.
Trintech, Inc.Trintech, Inc.TechnologyFirst Lien Senior Secured Term LoanSOFR + 6.50%, 11.8% Cash07/2307/294,643 4,507 4,504 0.7 %(6) (7) (11)Trintech, Inc.TechnologyFirst Lien Senior Secured Term LoanSOFR + 6.50%, 11.8% Cash07/2307/294,631 4,504 4,504 4,524 4,524 0.7 0.7 %(6) (7) (11)
RevolverSOFR +6.50%, 11.8% Cash07/2307/29102 92 91 — %(6) (7) (11) (27)RevolverSOFR +6.50%, 11.8% Cash07/2307/29102 92 92 94 94 — — %(6) (7) (11) (28)
4,745 4,599 4,595 
TSYL Corporate Buyer, Inc.
TSYL Corporate Buyer, Inc.TSYL Corporate Buyer, Inc.TechnologyFirst Lien Senior Secured Term LoanSOFR + 4.75%, 10.9% Cash12/2212/28634 594 600 0.1 %(6) (7) (12) (27)TSYL Corporate Buyer, Inc.TechnologyFirst Lien Senior Secured Term LoanSOFR + 4.75%, 10.1% Cash12/2212/281,398 1,362 1,362 1,367 1,367 0.2 0.2 %(6) (7) (12) (28)
RevolverSOFR + 4.75%, 10.9% Cash12/2212/28— (3)(3)— %(6) (7) (12) (27)TSYL Corporate Buyer, Inc.RevolverSOFR + 4.75%, 10.1% Cash12/2212/28— (3)(3)(2)(2)— — %(6) (7) (12) (28)
Partnership Units (4,673 units)N/A12/22N/A— %(6) (26)Partnership Units (4,673 units)N/A12/22N/A— — %(6) (27)
634 596 602 
Turbo Buyer, Inc.Turbo Buyer, Inc.Finance CompaniesFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.6% Cash11/2112/258,115 8,012 7,815 1.2 %(6) (7) (12) (27)
Turbo Buyer, Inc.Turbo Buyer, Inc.Finance Companies8,115 8,012 7,815 
Turbo Buyer, Inc.Finance CompaniesFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.3% Cash11/2112/258,053 7,982 7,764 1.2 %(6) (7) (12)
Turnberry Solutions, Inc.
Turnberry Solutions, Inc.
Turnberry Solutions, Inc.Turnberry Solutions, Inc.Consumer CyclicalFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.4% Cash07/2109/267,877 7,781 7,802 1.2 %(6) (7) (12)Consumer CyclicalFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.1% Cash07/2109/267,837 7,757 7,757 7,837 7,837 1.2 1.2 %(6) (7) (12)
7,877 7,781 7,802 
UKFast Leaders LimitedTechnologyFirst Lien Senior Secured Term LoanSONIA + 4.50%, 4.5% Cash, 3.4% PIK09/2009/271,046 1,082 945 0.1 %(3) (6) (7) (15)
1,046 1,082 945 
UBC Ledgers Holding AB
Union Bidco LimitedHealthcareFirst Lien Senior Secured Term LoanSONIA + 6.00%, 11.2% Cash06/2206/29895 872 828 0.1 %(3) (6) (7) (15) (27)
Union Bidco Limited895 872 828 
United Therapy Holding III GmbHHealthcareFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 9.2% Cash04/2203/291,727 1,702 1,303 0.2 %(3) (6) (7) (9) (27)
1,727 1,702 1,303 
UBC Ledgers Holding ABUBC Ledgers Holding ABFinancial OtherFirst Lien Senior Secured Term LoanSTIBOR + 5.25%, 9.3% Cash12/2312/301,499 1,469 1,447 0.2 %(3) (6) (7) (25) (28)
RevolverSTIBOR + 5.25%, 9.3% Cash12/2306/24— — — — %(3) (6) (7) (25) (28)
Unither (Uniholding)PharmaceuticalsFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 10.2% Cash03/2303/302,007 1,954 1,947 0.3 %(3) (6) (7) (9) (27)
2,007 1,954 1,947 
Utac CeramBusiness ServicesFirst Lien Senior Secured Term LoanEURIBOR + 4.75%, 8.4% Cash, 1.8% PIK09/2009/27741 827 706 0.1 %(3) (6) (7) (9)
First Lien Senior Secured Term LoanSOFR + 4.75%, 10.4% Cash, 1.8% PIK02/2109/27364 364 347 0.1 %(3) (6) (7) (12)
1,105 1,191 1,053 
Victoria Bidco LimitedIndustrial MachineryFirst Lien Senior Secured Term LoanSONIA + 6.50%, 11.4% Cash03/2201/297,877 8,425 7,192 1.1 %(3) (6) (7) (15)
7,877 8,425 7,192 
VistaJet Pass Through Trust 2021-1BAirlinesStructured Secured Note - Class B6.3% Cash11/212/297,857 7,857 6,273 1.0 %(6)
7,857 7,857 6,273 
Vital Buyer, LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.9% Cash06/2106/2812,356 12,177 12,344 1.9 %(6) (7) (12)
Partnership Units (16,442.9 units)N/A06/21N/A164 298 — %(6) (26)
12,356 12,341 12,642 
26

Barings Capital Investment Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
September 30, 2023March 31, 2024
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Portfolio Company (5)
Industry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Portfolio Company (5)
Industry (29)
Investment Type (1)(2)(30)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
UKFast Leaders LimitedUKFast Leaders LimitedTechnologyFirst Lien Senior Secured Term LoanSONIA + 7.25%, 12.4% Cash09/2009/27$1,083 $1,084 $992 0.1 %(3) (6) (7) (15)
Union Bidco Limited
Union Bidco Limited
Union Bidco LimitedHealthcareFirst Lien Senior Secured Term LoanSONIA + 5.94%, 11.4% Cash06/2206/29926 874 888 0.1 %(3) (6) (7) (15) (28)
United Therapy Holding III GmbH
United Therapy Holding III GmbH
United Therapy Holding III GmbHHealthcareFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 9.9% Cash04/2203/291,761 1,707 1,305 0.2 %(3) (6) (7) (10) (28)
Unither (Uniholding)
Unither (Uniholding)
Unither (Uniholding)PharmaceuticalsFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 10.2% Cash03/2303/302,047 1,959 2,017 0.3 %(3) (6) (7) (9) (28)
Utac Ceram
Utac CeramUtac CeramBusiness ServicesFirst Lien Senior Secured Term LoanEURIBOR + 4.75%, 8.4% Cash, 1.8% PIK09/2009/27769 842 724 0.1 %(3) (6) (7) (9)
First Lien Senior Secured Term LoanSOFR + 4.75%, 10.1% Cash, 1.8% PIK02/2109/27370 370 348 0.1 %(3) (6) (7) (12)
Victoria Bidco Limited
Victoria Bidco Limited
Victoria Bidco LimitedIndustrial MachineryFirst Lien Senior Secured Term LoanSONIA + 6.50%, 11.7% Cash03/2201/298,153 8,441 7,280 1.1 %(3) (6) (7) (15)
VistaJet Pass Through Trust 2021-1B
VistaJet Pass Through Trust 2021-1B
VistaJet Pass Through Trust 2021-1BAirlinesStructured Secured Note - Class B6.3% Cash11/2102/297,143 7,143 7,011 1.0 %(6)
Vital Buyer, LLC
Vital Buyer, LLCVital Buyer, LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.9% Cash06/2106/2812,163 12,004 12,163 1.8 %(6) (7) (12)
Partnership Units (16,442.9 units)N/A06/21N/A165 279 — %(6) (27)
W2O Holdings, Inc.
W2O Holdings, Inc.W2O Holdings, Inc.Healthcare TechnologyFirst Lien Senior Secured Term LoanSOFR + 5.25%, 10.8% Cash10/2006/25$2,392 $2,387 $2,353 0.4 %(6) (13)W2O Holdings, Inc.Healthcare TechnologyFirst Lien Senior Secured Term LoanSOFR + 4.75%, 10.1% Cash10/2006/252,373 2,370 2,370 2,326 2,326 0.3 0.3 %(6) (12)
First Lien Senior Secured Term LoanSOFR + 5.50%, 11.1% Cash10/2006/251,050 1,020 1,021 0.2 %(6) (13) (27)First Lien Senior Secured Term LoanSOFR + 5.25%, 10.6% Cash10/2006/251,278 1,258 1,258 1,253 1,253 0.2 0.2 %(6) (13)
3,442 3,407 3,374 
WEST-NR ACQUISITIONCO, LLCWEST-NR ACQUISITIONCO, LLCInsuranceFirst Lien Senior Secured Term LoanSOFR + 6.25%, 11.7% Cash08/2312/271,250 1,202 1,200 0.2 %(6) (7) (12) (27)
WEST-NR ACQUISITIONCO, LLC
WEST-NR ACQUISITIONCO, LLCInsuranceFirst Lien Senior Secured Term LoanSOFR + 6.25%, 11.7% Cash08/2312/271,244 1,222 1,244 0.2 %(6) (7) (12)
WEST-NR ACQUISITIONCO, LLCFirst Lien Senior Secured Term LoanSOFR +6.25%, 11.7% Cash08/2302/25— (21)— — %(6) (7) (12) (28)
WEST-NR ACQUISITIONCO, LLCInsurance1,250 1,202 1,200 
Wheels Up Experience IncWheels Up Experience IncTransportation ServicesFirst Lien Senior Secured Term Loan12.0% Cash09/2210/298,219 7,922 7,397 1.2 %(6)
Wheels Up Experience IncWheels Up Experience IncTransportation Services8,219 7,922 7,397 
Wheels Up Experience IncTransportation ServicesFirst Lien Senior Secured Term Loan12.0% Cash09/2210/246,420 6,201 5,923 0.9 %(6)
Whitcraft Holdings, Inc.
Whitcraft Holdings, Inc.Whitcraft Holdings, Inc.Aerospace & DefenseFirst Lien Senior Secured Term LoanSOFR + 7.00%, 12.3% Cash02/232/296,306 6,072 6,090 1.0 %(6) (7) (12)Whitcraft Holdings, Inc.Aerospace & DefenseFirst Lien Senior Secured Term LoanSOFR + 7.00%, 12.3% Cash02/2302/296,291 6,074 6,074 6,279 6,279 0.9 0.9 %(6) (7) (12)
RevolverSOFR + 7.00%, 12.3% Cash02/232/29— (34)(32)— %(6) (7) (12) (27)Whitcraft Holdings, Inc.RevolverSOFR + 7.00%, 12.3% Cash02/2302/29453 422 422 451 451 0.1 0.1 %(6) (7) (12) (28)
LP Units
(31,543.6 units)
N/A02/23N/A315 315 — %(6) (26)
LP Units
(31,543.6 units)
N/A02/23N/A315 409 409 0.1 0.1 %(6) (27)
6,306 6,353 6,373 
White Bidco Limited
White Bidco Limited
White Bidco LimitedTechnologyFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.3% Cash10/2310/30875 845 848 0.1 %(3) (6) (7) (12) (28)
Willis Engine Structured Trust VI
Willis Engine Structured Trust VI
Willis Engine Structured Trust VIWillis Engine Structured Trust VIStructured FinanceStructured Secured Note - Series 2021-1 Class C7.4% Cash05/215/461,900 1,900 1,509 0.2 %(6)Structured FinanceStructured Secured Note - Series 2021-1 Class C7.4% Cash05/2105/461,729 1,729 1,729 1,564 1,564 0.2 0.2 %(6)
1,900 1,900 1,509 
Woodland Foods, LLC
Woodland Foods, LLCWoodland Foods, LLCFood & BeverageFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.3% Cash12/2112/273,310 3,261 3,069 0.5 %(6) (7) (12)Woodland Foods, LLCFood & BeverageFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.1% Cash12/2112/273,302 3,259 3,259 3,101 3,101 0.5 0.5 %(6) (7) (12)
RevolverSOFR + 5.75%, 11.3% Cash12/2112/27573 557 496 0.1 %(6) (7) (12) (27)Woodland Foods, LLCRevolverSOFR + 5.75%, 11.1% Cash12/2112/27891 877 877 827 827 0.1 0.1 %(6) (7) (12) (28)
Common Stock (777.3 shares)N/A12/21N/A777 506 0.1 %(6) (26)Common Stock (777.3 shares)N/A12/21N/A777 495 495 0.1 0.1 %(6) (27)
3,883 4,595 4,071 
WWEC Holdings III CorpCapital GoodsFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.4% Cash10/2210/285,349 5,214 5,350 0.8 %(6) (7) (12) (27)
RevolverSOFR + 6.00%, 11.4% Cash10/2210/28140 121 140 — %(6) (7) (12) (27)
5,489 5,335 5,490 
Xeinadin Bidco LimitedFinancial OtherFirst Lien Senior Secured Term LoanSONIA + 5.25%, 10.4% Cash05/2205/295,876 5,814 5,750 0.9 %(3) (6) (7) (15) (27)
Subordinated Term Loan11.0% PIK05/2205/292,215 2,191 2,173 0.3 %(3) (6)
Common Stock (18,266,390 shares)N/A05/22N/A226 223 — %(3) (6) (26)
8,091 8,231 8,146 
ZB Holdco LLCFood & BeverageFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.4% Cash02/2202/283,177 3,097 3,073 0.5 %(6) (7) (12) (27)
RevolverSOFR + 6.00%, 11.4% Cash02/2202/2817 10 — %(6) (7) (12) (27)
LLC Units
(76.3 units)
N/A02/2202/2876 77 — %(6)
3,194 3,183 3,157 
Zeppelin Bidco LimitedServices: BusinessFirst Lien Senior Secured Term LoanSONIA + 6.25%, 11.4% Cash03/2203/292,952 3,092 2,708 0.4 %(3) (6) (7) (15) (27)
2,952 3,092 2,708 
Subtotal Non–Control / Non–Affiliate Investments (181.8%)1,157,380 1,196,334 1,165,287 
Affiliate Investments: (4)
Banff Partners LPInvestment Funds & Vehicles10% Partnership InterestN/A03/21N/A14,646 15,846 2.5 %(3) (26)
14,646 15,846 
27

Barings Capital Investment Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
September 30, 2023March 31, 2024
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Portfolio Company (5)
Industry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Portfolio Company (5)
Industry (29)
Investment Type (1)(2)(30)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
World 50, Inc.World 50, Inc.Professional ServicesFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.1% Cash03/2403/30$4,757 $4,657 $4,657 0.7 %(6) (7) (12) (28)
WWEC Holdings III Corp
WWEC Holdings III CorpWWEC Holdings III CorpCapital GoodsFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.1% Cash10/2210/241,160 1,153 1,131 0.2 %(6) (7) (12)
WWEC Holdings III CorpFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.1% Cash10/2210/285,323 5,210 5,190 0.8 %(6) (7) (12)
RevolverSOFR + 5.75%, 11.1% Cash10/2210/28— (16)(23)— %(6) (7) (12) (28)
Xeinadin Bidco Limited
Xeinadin Bidco LimitedFinancial OtherFirst Lien Senior Secured Term LoanEURIBOR + 5.25%, 9.2% Cash05/2205/29231 233 228 — %(3) (6) (7) (9)
First Lien Senior Secured Term LoanFirst Lien Senior Secured Term LoanSONIA + 5.25%, 10.4% Cash05/2205/296,291 6,043 6,201 0.9 %(3) (6) (7) (15) (28)
Subordinated Term LoanSubordinated Term Loan11.0% PIK05/2205/292,478 2,381 2,444 0.4 %(3) (6)
Common Stock (18,266,390 shares)Common Stock (18,266,390 shares)N/A05/22N/A226 231 — %(3) (6) (27)
9,000
ZB Holdco LLC
ZB Holdco LLCZB Holdco LLCFood & BeverageFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.3% Cash02/2202/284,246 4,167 4,154 0.6 %(6) (7) (12) (28)
ZB Holdco LLCRevolverSOFR + 6.00%, 11.3% Cash02/2202/28152 147 144 — %(6) (7) (12) (28)
LLC Units
(76.3 units)
N/A02/2202/2876 106 — %(6)
Zeppelin Bidco Limited
Zeppelin Bidco Limited
Zeppelin Bidco LimitedServices: BusinessFirst Lien Senior Secured Term LoanSONIA + 6.25%, 11.4% Cash03/2203/293,056 3,118 2,778 0.4 %(3) (6) (7) (15)
Subtotal Non–Control / Non–Affiliate Investments (173.8%)*
Subtotal Non–Control / Non–Affiliate Investments (173.8%)*
Subtotal Non–Control / Non–Affiliate Investments (173.8%)*
Affiliate Investments: (4)
Affiliate Investments: (4)
Affiliate Investments: (4)
Banff Partners LP
Banff Partners LPBanff Partners LPInvestment Funds & Vehicles10% Partnership InterestN/A03/21N/A14,646 16,566 2.5 %(3) (27)
Celebration Bidco, LLC
Celebration Bidco, LLCCelebration Bidco, LLCChemicals, Plastics, & RubberFirst Lien Senior Secured Term LoanSOFR + 8.00%, 13.3% Cash12/2312/302,486 2,485 2,486 0.4 %(6) (12)
Common Stock (497,228 shares)N/A12/23N/A4,871 5,787 0.9 %(6) (27)
Coastal Marina Holdings, LLC
Coastal Marina Holdings, LLCCoastal Marina Holdings, LLCHotel, Gaming & LeisureSubordinated Term Loan8.0% Cash11/2111/31$8,310 $7,786 $7,809 1.2 %(6)Coastal Marina Holdings, LLCHotel, Gaming & LeisureSubordinated Term Loan8.0% Cash11/2111/318,310 7,809 7,809 7,839 7,839 1.2 1.2 %(6)
Subordinated Term Loan10.0% PIK11/2111/313,472 3,281 3,263 0.5 %(6)Coastal Marina Holdings, LLCSubordinated Term Loan10.0% PIK11/2111/313,647 3,463 3,463 3,441 3,441 0.5 0.5 %(6)
LLC Units (1,203,914.5 units)N/A11/21N/A5,472 6,381 1.0 %(6) (26)LLC Units (1,574,005.5 units)N/A11/21N/A7,322 8,027 8,027 1.2 1.2 %(6) (27)
11,782 16,539 17,453 
Eclipse Business Capital, LLC
Eclipse Business Capital, LLCEclipse Business Capital, LLCBanking, Finance, Insurance & Real EstateRevolverSOFR + 7.25%, 12.6% Cash07/2107/282,336 2,290 2,336 0.4 %(6) (11) (27)Eclipse Business Capital, LLCBanking, Finance, Insurance & Real EstateRevolverSOFR + 7.25%, 12.6% Cash07/2107/282,920 2,878 2,878 2,920 2,920 0.4 0.4 %(6) (11) (28)
Second Lien Senior Secured Term Loan7.5% Cash07/2107/282,246 2,229 2,246 0.4 %(6)Eclipse Business Capital, LLCSecond Lien Senior Secured Term Loan7.5% Cash07/2107/282,246 2,231 2,231 2,246 2,246 0.3 0.3 %(6)
LLC Units (44,197,541 units)N/A07/21N/A46,240 72,662 11.3 %(6)LLC Units (44,197,541 units)N/A07/21N/A45,934 70,716 70,716 10.6 10.6 %(6)
4,582 50,759 77,244 
Rocade Holdings LLCRocade Holdings LLCOther FinancialPreferred LP Units (45,000 units)SOFR + 6.0% PIK, 11.4% PIK02/23N/A48,353 48,375 7.5 %(6) (27)
Rocade Holdings LLCRocade Holdings LLCOther FinancialPreferred LP Units (50,500 units)SOFR + 6.0% PIK, 11.3% PIK02/23N/A56,817 56,817 8.5 %(6) (12) (28)
Rocade Holdings LLCOther FinancialCommon LP Units (15.4 units)N/A02/23N/A— 326 0.1 %(6) (26)Common LP Units (15.4 units)N/A02/23N/A— 822 822 0.1 0.1 %(6) (27)
48,353 48,701 
Thompson Rivers LLCThompson Rivers LLCInvestment Funds & Vehicles6.6% Member InterestN/A06/20N/A11,771 5,601 0.9 %(26)
Thompson Rivers LLCThompson Rivers LLCInvestment Funds & Vehicles11,771 5,601 
Waccamaw River LLCInvestment Funds & Vehicles20% Member InterestN/A02/21N/A25,036 18,763 2.9 %(3) (26)
25,036 18,763 
Subtotal Affiliate Investments (28.6%)16,364 167,104 183,608 
Total Investments, September 30, 2023 (210.4%)*$1,173,744 $1,363,438 $1,348,895 
Thompson Rivers LLCInvestment Funds & Vehicles6.6% Member InterestN/A06/20N/A10,451 4,503 0.7 %(27)
Foreign Currency Forward Contracts:
DescriptionNotional Amount to be PurchasedNotional Amount to be SoldCounterpartySettlement DateUnrealized Appreciation (Depreciation)
Foreign currency forward contract (AUD)A$6,263$4,179HSBC Bank USA10/10/23$(139)
Foreign currency forward contract (AUD)$27,725A$41,384HSBC Bank USA10/10/231,026 
Foreign currency forward contract (CAD)$4,276C$5,631BNP Paribas SA10/10/23115 
Foreign currency forward contract (DKK)146kr.$22HSBC Bank USA10/10/23(1)
Foreign currency forward contract (DKK)$5633,801kr.BNP Paribas SA10/10/2324 
Foreign currency forward contract (DKK)$32221kr.HSBC Bank USA10/10/23
Foreign currency forward contract (EUR)€6,000$6,444HSBC Bank USA10/10/23(92)
Foreign currency forward contract (EUR)$102,385€92,918BNP Paribas SA10/10/234,018 
Foreign currency forward contract (GBP)£2,000$2,497HSBC Bank USA10/10/23(54)
Foreign currency forward contract (GBP)$21,986£17,245HSBC Bank USA10/10/23921 
Foreign currency forward contract (NZD)$5,983NZ$9,712BNP Paribas SA10/10/23147 
Foreign currency forward contract (NOK)$1,953kr20,940BNP Paribas SA10/10/23(11)
Foreign currency forward contract (CHF)$4339Fr.BNP Paribas SA10/10/23
Foreign currency forward contract (CHF)$1,8301,610Fr.HSBC Bank USA10/10/2368 
Total Foreign Currency Forward Contracts, September 30, 2023
$6,024 
28

Barings Capital Investment Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
March 31, 2024
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Industry (29)
Investment Type (1)(2)(30)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Waccamaw River LLCInvestment Funds & Vehicles20% Member InterestN/A02/21N/A$25,036 $15,655 2.3 %(3) (27)
25,036 15,655 
Subtotal Affiliate Investments (29.5%)*19,609 183,943 197,825 
Total Investments, March 31, 2024 (203.4%)*$1,148,338 $1,359,869 $1,363,048 
Foreign Currency Forward Contracts:
DescriptionNotional Amount to be PurchasedNotional Amount to be SoldCounterpartySettlement DateUnrealized Appreciation (Depreciation)
Foreign currency forward contract (AUD)A$37,920$24,768HSBC Bank USA04/08/24$(25)
Foreign currency forward contract (AUD)$571A$872BNP Paribas SA04/08/24
Foreign currency forward contract (AUD)$25,161A$37,048HSBC Bank USA04/08/24987 
Foreign currency forward contract (AUD)$25,112A$38,350HSBC Bank USA07/08/2425 
Foreign currency forward contract (CAD)C$252$189BNP Paribas SA04/08/24(3)
Foreign currency forward contract (CAD)C$5,633$4,148HSBC Bank USA04/08/2416 
Foreign currency forward contract (CAD)$83C$113BNP Paribas SA04/08/24— 
Foreign currency forward contract (CAD)$4,342C$5,772HSBC Bank USA04/08/2476 
Foreign currency forward contract (CAD)$4,213C$5,715HSBC Bank USA07/08/24(16)
Foreign currency forward contract (DKK)4,058kr.$589HSBC Bank USA04/08/24(1)
Foreign currency forward contract (DKK)$1280kr.BNP Paribas SA04/08/24— 
Foreign currency forward contract (DKK)$5873,978kr.HSBC Bank USA04/08/2411 
Foreign currency forward contract (DKK)$5944,077kr.HSBC Bank USA07/08/24
Foreign currency forward contract (EUR)€95,644$103,471HSBC Bank USA04/08/24(155)
Foreign currency forward contract (EUR)$3,430€3,164BNP Paribas SA04/08/2412 
Foreign currency forward contract (EUR)$101,716€92,480HSBC Bank USA04/08/241,818 
Foreign currency forward contract (EUR)$107,123€98,651HSBC Bank USA07/08/24158 
Foreign currency forward contract (GBP)£1,056$1,335BNP Paribas SA04/08/24(1)
Foreign currency forward contract (GBP)£15,862$20,025HSBC Bank USA04/08/2413 
Foreign currency forward contract (GBP)$1,254£982BNP Paribas SA04/08/2414 
Foreign currency forward contract (GBP)$20,135£15,936HSBC Bank USA04/08/24
Foreign currency forward contract (GBP)$21,094£16,701HSBC Bank USA07/08/24(14)
Foreign currency forward contract (NZD)NZ$10,224$6,141HSBC Bank USA04/08/24(25)
Foreign currency forward contract (NZD)$6,401NZ$10,224HSBC Bank USA04/08/24285 
Foreign currency forward contract (NZD)$6,210NZ$10,338HSBC Bank USA07/08/2425 
Foreign currency forward contract (NOK)21,883kr$2,032BNP Paribas SA04/08/24(15)
Foreign currency forward contract (NOK)$40429krBNP Paribas SA04/08/24
Foreign currency forward contract (NOK)$2,08321,453krHSBC Bank USA04/08/24105 
Foreign currency forward contract (NOK)$2,03821,901krBNP Paribas SA07/08/2415 
Foreign currency forward contract (SEK)16,338kr$1,541HSBC Bank USA04/08/24(12)
Foreign currency forward contract (SEK)$32330krBNP Paribas SA04/08/24
Foreign currency forward contract (SEK)$1,57616,008krHSBC Bank USA04/08/2478 
Foreign currency forward contract (SEK)$1,54916,363krHSBC Bank USA07/08/2412 
Foreign currency forward contract (CHF)1,691Fr.$1,870HSBC Bank USA04/08/24
Foreign currency forward contract (CHF)$2,0131,691Fr.HSBC Bank USA04/08/24134 
Foreign currency forward contract (CHF)$1,9211,720Fr.HSBC Bank USA07/08/24(9)
Total Foreign Currency Forward Contracts, March 31, 2024
$3,525 
*    Fair value as a percentage of net assets.
(1)All debt investments are income producing, unless otherwise noted. Barings Capital Investment Corporation’s (the “Company”) external investment adviser, Barings LLC (“Barings” or the “Adviser”), determines in good faith the fair value of the Company’s investments in accordance with a valuation policy and processes established by the Adviser, which have been approved by the Company’s board of directors (the “Board”), and the Investment Company Act of 1940, as amended (the “1940 Act”). 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. Variable rate loans to the Company’s portfolio companies bear interest at a rate that may be determined by reference to the Secured Overnight Financing Rate (“SOFR”), the Euro Interbank Offered Rate (“EURIBOR”), the Bank Bill Swap Bid Rate (“BBSY”), the Stockholm Interbank Offered Rate (“STIBOR”), the Canadian Dollar
29

Barings Capital Investment Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
March 31, 2024
(Amounts in thousands, except share amounts)
Offered Rate (“CDOR”), the Sterling Overnight Index Average (“SONIA”), the Swiss Average Rate Overnight (“SARON”), the Norwegian Interbank Offered Rate (“NIBOR”), the Bank Bill Market rate (“BKBM”) or an alternate base rate (commonly based on the Federal Funds Rate or the Prime Rate), at the borrower’s option, which reset annually, semi-annually, quarterly or monthly. For each such loan, the Company has provided the interest rate in effect on the date presented. SOFR-based contracts may include a credit spread adjustment that is charged in addition to the base rate and the stated spread. The borrower may also elect to have multiple interest reset periods for each loan.
28

Barings Capital Investment Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
September 30, 2023
(Amounts in thousands, except share amounts)
(2)All of the Company’s portfolio company investments (including joint venture investments), which as of September 30, 2023March 31, 2024 represented 210.4%203.4% of the Company’s net assets, are subject to legal restrictions on sales. The acquisition date represents the date of the Company’s initial investment in the relevant portfolio company.
(3)Investment is not a qualifying investment as defined under Section 55(a) of the 1940 Act. Non-qualifying assets represent 24.7%26.6% of total investments at fair value as of September 30, 2023.March 31, 2024. Qualifying assets must represent at least 70% of total assets at the time of acquisition of any additional non-qualifying assets. If at any time qualifying assets do not represent at least 70% of the Company’s total assets, the Company will be precluded from acquiring any additional non-qualifying asset until such time as it complies with the requirements of Section 55(a).
(4)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 ninethree months ended March 31, 2024September 30, 2023 were as follows:
December 31, 2022
Value
Gross Additions
(a)
Gross Reductions (b)Amount of Realized Gain (Loss)Amount of Unrealized Gain (Loss)September 30, 2023
Value
Amount of Interest or Dividends Credited to Income(c)
Portfolio CompanyType of Investment
Banff Partners LP10% Partnership Interest$14,730 $— $— $— $1,116 $15,846 $— 
14,730 — — — 1,116 15,846 — 
Coastal Marina Holdings, LLC
(d)
Subordinated Term Loan (8.0% Cash)— 7,805 — — 7,809 175 
Subordinated Term Loan (10.0% PIK)— 3,260 — — 3,263 89 
LLC Units (1,203,914.5 units)— 6,366 — — 15 6,381 — 
— 17,431 — — 22 17,453 264 
Eclipse Business Capital, LLC (d)
Revolver (SOFR + 7.25%, 12.6% Cash)2,605 10,339 (10,601)— (7)2,336 173 
Second Lien Senior Secured Term Loan (7.5% Cash)2,246 — — (2)2,246 128 
LLC Units (44,197,541 units)66,738 175 — — 5,749 72,662 5,252 
71,589 10,516 (10,601)— 5,740 77,244 5,553 
Rocade Holdings LLC(d)
Preferred LP Units (45,000 units) (SOFR + 6.0% PIK, 11.4% PIK)— 48,353 — — 22 48,375 3,353 
Common LP Units (15.4 units)— — — 326 326 — 
— 48,353 — — 348 48,701 3,353 
Thompson Rivers LLC6.6% Member Interest12,537 — (6,998)— 62 5,601 — 
12,537 — (6,998)— 62 5,601 — 
Waccamaw River LLC20% Member Interest20,212 2,480 — — (3,929)18,763 1,460 
20,212 2,480 — — (3,929)18,763 1,460 
Total Affiliate Investments$119,068 $78,780 $(17,599)$ $3,359 $183,608 $10,630 
30

Barings Capital Investment Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
March 31, 2024
(Amounts in thousands, except share amounts)
December 31, 2023
Value
Gross Additions
(a)
Gross Reductions (b)Amount of Realized Gain (Loss)Amount of Unrealized Gain (Loss)March 31, 2024
Value
Amount of Interest or Dividends Credited to Income(c)
Portfolio CompanyType of Investment
Banff Partners LP10% Partnership Interest$16,219 $— $— $— $347 $16,566 $— 
16,219 — — — 347 16,566 — 
Celebration Bidco, LLC(d)
First Lien Senior Secured Term Loan (SOFR+ 8.0%, 13.3% Cash)2,486 — — — — 2,486 87 
Common Stock (497,228 shares)4,871 — — — 916 5,787 — 
7,357 — — — 916 8,273 87 
Coastal Marina Holdings, LLC
(d)
Subordinated Term Loan (8.0% Cash)7,824 11 — — 7,839 177 
Subordinated Term Loan (10.0% PIK)3,434 — — 3,441 95 
LLC Units (1,574,005.5 units)6,080 1,850 — — 97 8,027 — 
17,338 1,865 — — 104 19,307 272 
Eclipse Business Capital, LLC (d)
Revolver (SOFR + 7.25%, 12.6% Cash)2,740 5,662 (5,480)— (2)2,920 51 
Second Lien Senior Secured Term Loan (7.5% Cash)2,246 — — (1)2,246 43 
LLC Units (44,197,541 units)72,041 — — — (1,325)70,716 1,591 
77,027 5,663 (5,480)— (1,328)75,882 1,685 
Rocade Holdings LLC(d)
Preferred LP Units (50,500 units) (SOFR + 6.0% PIK, 11.3% PIK)55,258 1,559 — — — 56,817 1,559 
Common LP Units (15.4 units)546 — — — 276 822 — 
55,804 1,559 — — 276 57,639 1,559 
Thompson Rivers LLC6.6% Member Interest5,523 — (990)— (30)4,503 — 
5,523 — (990)— (30)4,503 — 
Waccamaw River LLC20% Member Interest15,470 — — — 185 15,655 — 
15,470 — — — 185 15,655 — 
Total Affiliate Investments$194,738 $9,087 $(6,470)$ $470 $197,825 $3,603 
(a) Gross additions include increases in the cost basis of investments resulting from new investments, follow-on investments, payment-in-kind interest or dividends, the amortization of any unearned income or discounts on debt investments, as applicable.
(b)     Gross reductions include decreases in the total cost basis of investments resulting from principal repayments, sales and return of capital.
(c)    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.
(d) The fair value of the investment was determined using significant unobservable inputs.
(5)Some or all of the investment is or will be encumbered as security for the Company’s senior secured revolving credit facility with ING Capital LLC (as amended, the “ING Credit Facility”).
(6)The fair value of the investment was determined using significant unobservable inputs.
(7)Debt investment includes interest rate floor feature.
2931

Barings Capital Investment Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
September 30, 2023March 31, 2024
(Amounts in thousands, except share amounts)
(7)Debt investment includes interest rate floor feature.
(8)The interest rate on these loans is subject to 1 Month EURIBOR, which as of September 30, 2023March 31, 2024 was 3.84700%3.85500%.
(9)The interest rate on these loans is subject to 3 Month EURIBOR, which as of September 30, 2023March 31, 2024 was 3.95200%3.89200%.
(10)The interest rate on these loans is subject to 6 Month EURIBOR, which as of September 30, 2023March 31, 2024 was 4.12500%3.85100%.
(11)The interest rate on these loans is subject to 1 Month SOFR, which as of September 30, 2023March 31, 2024 was 5.31899%5.32874%.
(12)The interest rate on these loans is subject to 3 Month SOFR, which as of September 30, 2023March 31, 2024 was 5.39550%5.29823%.
(13)The interest rate on these loans is subject to 6 Month SOFR, which as of September 30, 2023March 31, 2024 was 5.46727%5.21781%.
(14)The interest rate on these loans is subject to 1 Month SONIA, which as of September 30, 2023March 31, 2024 was 5.19860%5.19800%.
(15)The interest rate on these loans is subject to 3 Month SONIA, which as of September 30, 2023March 31, 2024 was 5.28980%5.18440%.
(16)The interest rate on these loans is subject to 6 Month SONIA, which as of September 30, 2023March 31, 2024 was 5.38530%5.09150%.
(17)The interest rate on these loans is subject to 1 Month BBSY, which as of September 30, 2023March 31, 2024 was 4.05130%4.29730%.
(18)The interest rate on these loans is subject to 3 Month BBSY, which as of September 30, 2023March 31, 2024 was 4.14000%4.34420%.
(19)The interest rate on these loans is subject to 6 Month BBSY, which as of September 30, 2023March 31, 2024 was 4.40460%4.49860%.
(20)The interest rate on these loans is subject to 1Month CDOR, which as of September 30, 2023March 31, 2024 was 5.38500%5.29000%.
(21)The interest rate on these loans is subject to 3 Month CDOR, which as of September 30, 2023March 31, 2024 was 5.51250%5.29500%.
(22)The interest rate on these loans is subject to 3 Month BKBM, which as of September 30, 2023March 31, 2024 was 5.68000%5.64000%.
(23)The interest rate on these loans is subject to 6 Month SARON, which as of September 30, 2023March 31, 2024 was 1.71489%1.46421%.
(24)The interest rate on these loans is subject to 1 Month NIBOR, which as of September 30, 2023March 31, 2024 was 4.49000%4.61000%.
(25)The interest rate on these loans is subject to 3 Month STIBOR, which as of March 31, 2024 was 4.02500%.
(26)Non-accrual investment.
(26)(27)Investment is non-income producing.
(27)(28)Position or portion thereof is an unfunded loan or equity commitment.
(29)A summary of the Company’s investment portfolio by industry at fair value, and as a percentage of total investments and net assets are as follows:
($ in thousands)March 31, 2024Percent
of
Portfolio
Percent of
Total Net
Assets
Aerospace and Defense$84,035 6.2 %12.5 %
Automotive18,403 1.3 2.8 
Banking, Finance, Insurance and Real Estate224,287 16.5 33.5 
Beverage, Food and Tobacco33,057 2.4 4.9 
Capital Equipment46,833 3.4 7.0 
Chemicals, Plastics, and Rubber29,105 2.1 4.4 
Construction and Building10,719 0.8 1.6 
Consumer Goods: Durable25,526 1.9 3.8 
Consumer Goods: Non-durable14,343 1.1 2.1 
Containers, Packaging and Glass22,927 1.7 3.4 
Energy: Electricity6,297 0.5 1.0 
Energy: Oil and Gas2,669 0.2 0.4 
Environmental Industries29,225 2.1 4.4 
Healthcare and Pharmaceuticals124,015 9.1 18.5 
High Tech Industries137,613 10.1 20.5 
Hotel, Gaming and Leisure21,572 1.6 3.2 
Investment Funds and Vehicles36,725 2.7 5.5 
Media: Advertising, Printing and Publishing32,578 2.4 4.9 
Media: Broadcasting and Subscription8,706 0.6 1.3 
Media: Diversified and Production46,497 3.4 6.9 
Services: Business216,121 15.9 32.3 
Services: Consumer69,268 5.1 10.3 
Structured Products33,667 2.5 5.0 
Telecommunications18,276 1.3 2.7 
Transportation: Cargo58,929 4.3 8.8 
Transportation: Consumer2,000 0.1 0.3 
Utilities: Electric9,655 0.7 1.4 
Total$1,363,048 100.0 %203.4 %

32

Barings Capital Investment Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
March 31, 2024
(Amounts in thousands, except share amounts)
(30)A summary 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 as follows:
($ in thousands)CostPercent of
Total
Portfolio
Fair ValuePercent of
Total
Portfolio
Percent of
Total
Net Assets
March 31, 2024:
Senior debt and 1st lien notes
$996,015 73 %$982,334 72 %147 %
Subordinated debt and 2nd lien notes
108,605 107,913 16 
Structured products28,657 27,744 
Equity shares176,427 13 207,185 15 31 
Equity warrants33 — 1,147 — — 
Investments in joint ventures50,132 36,725 
$1,359,869 100 %$1,363,048 100 %203 %


See accompanying notes.





3033

Barings Capital Investment Corporation
Consolidated Schedule of Investments
December 31, 20222023
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Industry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Non–Control / Non–Affiliate Investments:
A.T. Holdings II LTDOther FinancialFirst Lien Senior Secured Term Loan14.3% Cash11/2209/29$7,500 $7,500 $7,500 1.2 %(3) (6)
7,500 7,500 7,500 
Accelerant HoldingsBanking, Finance, Insurance & Real EstateClass A Convertible Preferred Equity (2,500 shares)N/A01/22N/A2,500 2,702 0.4 %(6) (30)
Class B Convertible Preferred Equity (1,666 shares)N/A12/22N/A1,666 1,666 0.3 %(6) (30)
4,166 4,368 
Acclime Holdings HK LimitedBusiness ServicesFirst Lien Senior Secured Term LoanLIBOR + 6.50%, 9.6% Cash08/2107/271,941 1,898 1,891 0.3 %(3) (6) (7) (10)
1,941 1,898 1,891 
Accurus Aerospace CorporationAerospace & DefenseFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.8% Cash04/2203/288,888 8,768 8,746 1.5 %(6) (7) (9)
RevolverLIBOR + 5.75%, 10.8% Cash04/2203/28461 449 446 0.1 %(6) (7) (9)
Common Stock (175,049.3 shares)N/A04/22N/A175 174 — %(6) (30)
9,349 9,392 9,366 
AcogroupBusiness ServicesFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 6.8% Cash03/2210/263,095 3,120 2,919 0.5 %(3) (6) (7) (13)
3,095 3,120 2,919 
ADB SafegateAerospace & DefenseSecond Lien Senior Secured Term LoanLIBOR + 9.25%, 14.0% Cash08/2110/275,500 5,184 4,180 0.7 %(3) (6) (7) (9)
5,500 5,184 4,180 
Advantage Software Company (The), LLCAdvertising, Printing & PublishingClass A1 Partnership Units (3,012.9 units)N/A12/21N/A97 232 — %(6) (30)
Class A2 Partnership Units (777.1 units)N/A12/21N/A25 60 — %(6) (30)
Class B1 Partnership Units (3,012.9 units)N/A12/21N/A— — %(6) (30)
Class B2 Partnership Units (777.1 units)N/A12/21N/A— — %(6) (30)
126 292 
Air Canada 2020-2 Class B Pass Through TrustAirlinesStructured Secured Note - Class B9.0% Cash09/2010/251,613 1,613 1,606 0.3 %
1,613 1,613 1,606 
Air Comm Corporation, LLCAerospace & DefenseFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 10.2% Cash06/2107/2717,792 17,512 17,581 2.9 %(6) (7) (9)
17,792 17,512 17,581 
AIT Worldwide Logistics Holdings, Inc.Transportation ServicesSecond Lien Senior Secured Term LoanLIBOR + 7.50%, 12.2% Cash04/2104/294,849 4,758 4,665 0.8 %(6) (7) (9)
Partnership Units (161.64 units)N/A04/21N/A162 370 0.1 %(6) (30)
4,849 4,920 5,035 
Alpine US Bidco LLCAgricultural ProductsSecond Lien Senior Secured Term LoanLIBOR + 9.00%, 13.3% Cash05/2105/2918,156 17,692 16,704 2.8 %(7) (8)
18,156 17,692 16,704 
Amalfi MidcoHealthcareSubordinated Loan NotesLIBOR + 2.00%, 6.8% Cash, 9.0% PIK09/2209/282,392 2,225 2,145 0.4 %(3) (6) (9)
Class B Common Stock (46,582,594 shares)N/A09/22N/A520 560 0.1 %(3) (6) (30)
Warrants (190,193 units)N/A09/22N/A213 — %(3) (6) (30)
2,392 2,747 2,918 
31

Barings Capital Investment Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 2022
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Industry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Amtech LLCTechnologyFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 9.6% Cash11/2111/27$1,350 $1,313 $1,322 0.2 %(6) (7) (8)
RevolverLIBOR + 5.50%, 9.6% Cash11/2111/2745 42 43 — %(6) (7) (8)
1,395 1,355 1,365 
Anagram Holdings, LLCChemicals, Plastics, & RubberFirst Lien Senior Secured Bond10.0% Cash, 5.0% PIK08/2008/256,050 5,757 5,747 1.0 %
6,050 5,757 5,747 
AnalytiChem Holding GmbhChemicalsFirst Lien Senior Secured Term LoanBBSY + 6.00%, 9.1% Cash11/2112/28874 919 856 0.1 %(3) (6) (7) (21)
First Lien Senior Secured Term LoanEURIBOR + 6.00%, 7.7% Cash11/2111/283,209 3,239 3,142 0.5 %(3) (6) (7) (12)
First Lien Senior Secured Term LoanEURIBOR + 6.00%, 7.7% Cash11/2112/281,101 1,178 1,078 0.2 %(3) (6) (7) (12)
First Lien Senior Secured Term LoanEURIBOR + 6.00%, 7.7% Cash04/2210/282,682 2,682 2,626 0.4 %(3) (6) (7) (12)
First Lien Senior Secured Term LoanLIBOR + 6.00%, 10.8% Cash11/2112/28614 614 601 0.1 %(3) (6) (7) (9)
First Lien Senior Secured Term LoanLIBOR + 6.00%, 10.8% Cash06/2210/28476 476 466 0.1 %(3) (6) (7) (9)
RevolverEURIBOR + 6.00%, 7.7% Cash04/2210/23— (2)(3)— %(3) (6) (7) (12)
8,956 9,106 8,766 
APC1 HoldingDiversified ManufacturingFirst Lien Senior Secured Term LoanEURIBOR + 6.00%, 8.2% Cash07/2207/292,101 1,952 2,044 0.3 %(3) (6) (7) (12)
2,101 1,952 2,044 
APOG Bidco Pty LtdHealthcareSecond Lien Senior Secured Term LoanBBSY + 7.25%, 10.3% Cash04/2203/30943 1,022 929 0.2 %(3) (6) (7) (20)
943 1,022 929 
Aptus 1829. GmbHChemicals, Plastics, & RubberFirst Lien Senior Secured Term LoanEURIBOR + 7.00%, 8.9% Cash09/2109/273,335 3,585 3,335 0.6 %(3) (6) (7) (11)
Preferred Stock (9 shares)N/A09/21N/A79 76 — %(3) (6) (30)
Common Stock (32 shares)N/A09/21N/A— %(3) (6) (30)
3,335 3,672 3,416 
Apus Bidco LimitedBanking, Finance, Insurance & Real EstateFirst Lien Senior Secured Term LoanSONIA + 5.50%, 7.2% Cash02/2103/282,478 2,778 2,391 0.4 %(3) (6) (7) (19)
2,478 2,778 2,391 
AQA Acquisition Holding, Inc.High Tech IndustriesSecond Lien Senior Secured Term LoanLIBOR + 7.50%, 12.2% Cash03/2103/2921,000 20,557 20,097 3.3 %(6) (7) (9)
21,000 20,557 20,097 
Aquavista Watersides 2 LTDTransportation ServicesFirst Lien Senior Secured Term LoanSONIA + 6.00%, 8.9% Cash12/2112/281,605��1,737 1,575 0.3 %(3) (6) (7) (19)
First Lien Senior Secured Term LoanSONIA + 6.00%, 8.9% Cash12/2112/2475 52 59 — %(3) (6) (7) (19)
Second Lien Senior Secured Term LoanSONIA + 10.5% PIK12/2112/28450 484 441 0.1 %(3) (6) (7) (19)
2,130 2,273 2,075 
Arc EducationConsumer CyclicalFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 8.0% Cash07/2207/293,074 2,793 2,969 0.5 %(3) (6) (7) (12)
3,074 2,793 2,969 
ArchimedeConsumer ServicesFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 7.5% Cash10/2010/277,684 8,525 7,522 1.2 %(3) (6) (7) (12)
7,684 8,525 7,522 
32

Barings Capital Investment Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 2022
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Industry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Argus Bidco LimitedHigh Tech IndustriesFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 8.0% Cash07/2207/29$793 $751 $774 0.1 %(3) (6) (7) (12)
First Lien Senior Secured Term LoanSOFR+ 5.75%, 10.3% Cash07/2207/2965 63 63 — %(3) (6) (7) (15)
First Lien Senior Secured Term LoanSONIA + 5.75%, 9.2% Cash07/2207/29799 757 768 0.1 %(3) (6) (7) (18)
Subordinated Term Loan10.5% PIK07/2207/29250 240 244 0.1 %(3) (6)
Preferred Stock (20,780 shares)10.0% PIK07/22N/A26 25 — %(3) (6)
Equity Loan Notes (20,780 units)10.0% PIK07/22N/A26 25 — %(3) (6)
Common Stock (232 shares)N/A07/22N/A— — — %(3) (6) (30)
1,907 1,863 1,899 
ASC Communications, LLCMedia & EntertainmentFirst Lien Senior Secured Term LoanSOFR + 5.00%, 9.3% Cash07/2207/2712,846 12,645 12,646 2.1 %(6) (7) (14)
Class A Units (15,545.8 units)N/A07/22N/A326 375 0.1 %(6) (30)
12,846 12,971 13,021 
Ascensus, IncBrokerage, Asset Managers & ExchangesSecond Lien Senior Secured Term LoanLIBOR + 6.50%, 10.3% Cash05/2108/297,511 7,449 6,522 1.1 %(7) (9)
7,511 7,449 6,522 
Astra Bidco LimitedHealthcareFirst Lien Senior Secured Term LoanSONIA + 5.00%, 9.4% Cash11/2111/281,537 1,648 1,477 0.2 %(3) (6) (7) (18)
1,537 1,648 1,477 
ATL II MRO Holdings Inc.TransportationFirst Lien Senior Secured Term LoanSOFR + 6.00%, 10.4% Cash11/2211/286,250 6,097 6,094 1.0 %(6) (7) (16)
RevolverSOFR + 6.00%, 10.4% Cash11/2211/28— (31)(31)— %(6) (7) (16)
6,250 6,066 6,063 
Avance Clinical Bidco Pty LtdHealthcareFirst Lien Senior Secured Term LoanBBSY + 4.50%, 7.7% Cash11/2111/271,802 1,820 1,730 0.3 %(3) (6) (7) (22)
1,802 1,820 1,730 
AVSC Holding Corp.AdvertisingFirst Lien Senior Secured Term Loan5.00% Cash, 10.0% PIK11/2010/263,984 3,921 4,070 0.7 %
First Lien Senior Secured Term LoanLIBOR + 4.50%, 8.7% Cash, 1.0% PIK08/2010/26248 233 228 — %(7) (8)
4,232 4,154 4,298 
Azalea Buyer, Inc.TechnologyFirst Lien Senior Secured Term LoanLIBOR + 5.25%, 10.0% Cash11/2111/273,040 2,978 2,993 0.5 %(6) (7) (9)
RevolverLIBOR + 5.25%, 10.0% Cash11/2111/27— (5)(4)— %(6) (7) (9)
Subordinated Term Loan12.0% PIK11/2105/28954 940 935 0.2 %(6)
Common Stock (128,205.1 shares)N/A11/21N/A128 122 — %(6) (30)
3,994 4,041 4,046 
Bariacum S.A.Consumer ProductsFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 6.7% Cash11/2111/281,814 1,867 1,772 0.3 %(3) (6) (7) (13)
1,814 1,867 1,772 
Beyond Risk Management, Inc.Other FinancialFirst Lien Senior Secured Term LoanLIBOR + 4.50%, 8.9% Cash10/2110/272,551 2,499 2,493 0.4 %(6) (7) (8)
2,551 2,499 2,493 
BidwaxNon-durable Consumer GoodsFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 8.6% Cash02/2102/282,241 2,425 2,176 0.4 %(3) (6) (7) (13)
2,241 2,425 2,176 


33

Barings Capital Investment Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 2022
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Industry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
BigHand UK Bidco LimitedHigh Tech IndustriesFirst Lien Senior Secured Term LoanSOFR + 5.50%, 9.8% Cash01/2101/28$846 $826 $830 0.1 %(3) (6) (7) (15)
First Lien Senior Secured Term LoanSONIA + 5.50%, 9.0% Cash01/2101/28195 216 191 — %(3) (6) (7) (18)
1,041 1,042 1,021 
Biolam GroupConsumer Non-cyclicalFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 8.2% Cash12/2211/292,105 1,971 1,959 0.3 %(3) (6) (7) (12)
2,105 1,971 1,959 
Blue Ribbon, LLCBrewersFirst Lien Senior Secured Term LoanLIBOR + 6.00%, 10.1% Cash05/2105/2812,228 11,981 9,064 1.5 %(7) (8)
12,228 11,981 9,064 
Bounteous, Inc.TechnologyFirst Lien Senior Secured Term LoanLIBOR + 5.25%, 10.0% Cash08/2108/276,037 5,899 5,613 0.9 %(6) (7) (8)
6,037 5,899 5,613 
Bridger Aerospace Group Holdings, LLCEnvironmental IndustriesMunicipal Revenue Bond11.5% Cash07/2209/2713,600 13,600 14,150 2.4 %
Preferred Stock- Series C (7,309 shares)7.0% PIK07/22N/A7,230 7,365 1.2 %(6)
13,600 20,830 21,515 
Brightline Trains Florida LLCTransportationSenior Secured Note8.0% Cash08/2101/282,000 2,000 1,740 0.3 %(6)
2,000 2,000 1,740 
Brightpay LimitedTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 5.00%, 6.5% Cash10/2110/282,241 2,308 2,190 0.4 %(3) (6) (7) (12)
2,241 2,308 2,190 
BrightSign LLCMedia & EntertainmentFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.5% Cash10/2110/273,843 3,811 3,807 0.6 %(6) (7) (9)
RevolverLIBOR + 5.75%, 10.5% Cash10/2110/27— (6)(7)— %(6) (7) (9)
LLC units (596,181.5 units)N/A10/21N/A596 620 0.1 %(6) (30)
3,843 4,401 4,420 
British Airways 2020-1 Class B Pass Through TrustAirlinesStructured Secured Note - Class B8.4% Cash11/2011/28703 703 692 0.1 %
703 703 692 
British Engineering Services Holdco LimitedCommercial Services & SuppliesFirst Lien Senior Secured Term LoanSONIA + 7.00%, 9.3% Cash12/2012/272,168 2,375 2,115 0.3 %(3) (6) (7) (18)
2,168 2,375 2,115 
Burgess Point Purchaser CorporationAuto Parts & EquipmentSecond Lien Senior Secured Term LoanSOFR + 9.00%, 13.3% Cash07/2207/302,273 2,185 2,195 0.4 %(6) (7) (14)
LP Units (227 units)N/A07/22N/A227 222 — %(6) (30)
2,273 2,412 2,417 
BVI Medical, Inc.HealthcareSecond Lien Senior Secured Term LoanEURIBOR + 9.50%, 11.6% Cash06/2206/265,985 5,684 5,740 1.0 %(6) (7) (12)
5,985 5,684 5,740 
CAi Software, LLCTechnologyFirst Lien Senior Secured Term LoanLIBOR + 6.25%, 11.0% Cash12/2112/283,757 3,691 3,659 0.6 %(6) (7) (9)
First Lien Senior Secured Term LoanLIBOR + 6.25%, 10.2% Cash07/2212/281,033 1,014 1,006 0.2 %(6) (7) (9)
RevolverLIBOR + 6.25%, 11.0% Cash12/2112/28— (12)(18)— %(6) (7) (9)
4,790 4,693 4,647 
Portfolio Company (5)
Industry (29)
Investment Type (1)(2)(30)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Non–Control / Non–Affiliate Investments:
A.T. Holdings II LTDOther FinancialFirst Lien Senior Secured Term Loan14.3% Cash11/2209/29$7,500 $7,500 $7,013 1.1 %(3) (6)
7,500 7,500 7,013 
Accelerant HoldingsBanking, Finance, Insurance & Real EstateClass A Convertible Preferred Equity (2,500 shares)N/A01/22N/A2,500 2,929 0.4 %(6) (27)
Class B Convertible Preferred Equity (1,650 shares)N/A12/22N/A1,666 1,949 0.3 %(6) (27)
4,166 4,878 
Acclime Holdings HK LimitedBusiness ServicesFirst Lien Senior Secured Term LoanSOFR + 6.25%, 11.6% Cash08/2108/271,941 1,907 1,910 0.3 %(3) (6) (7) (13)
1,941 1,907 1,910 
Accurus Aerospace CorporationAerospace & DefenseFirst Lien Senior Secured Term LoanSOFR + 5.25%, 10.8% Cash04/2204/288,793 8,693 8,529 1.3 %(6) (7) (12)
RevolverSOFR + 5.25%, 10.8% Cash04/2204/28668 659 641 0.1 %(6) (7) (12) (28)
Common Stock (175,049.3 shares)N/A04/22N/A175 205 — %(6) (27)
9,461 9,527 9,375 
AcogroupBusiness ServicesFirst Lien Senior Secured Term LoanEURIBOR + 4.65%, 8.6% Cash, 2.3% PIK03/2210/263,260 3,193 2,899 0.4 %(3) (6) (7) (9)
3,260 3,193 2,899 
ADB SafegateAerospace & DefenseSecond Lien Senior Secured Term LoanSOFR + 9.25%, 14.6% Cash08/2110/276,343 6,129 5,392 0.8 %(3) (6) (7) (12)
6,343 6,129 5,392 
Adhefin InternationalIndustrial OtherFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 10.4% Cash05/2305/301,831 1,769 1,778 0.3 %(3) (6) (7) (9) (28)
Subordinated Term LoanEURIBOR + 10.5%, 14.4% PIK05/2311/30307 298 300 — %(3) (6) (7) (9)
2,138 2,067 2,078 
Advantage Software Company (The), LLCAdvertising, Printing & PublishingClass A1 Partnership Units (3,012.9 units)N/A12/21N/A97 241 — %(6) (27)
Class A2 Partnership Units (777.1 units)N/A12/21N/A25 62 — %(6) (27)
Class B1 Partnership Units (3,012.9 units)N/A12/21N/A— — %(6) (27)
Class B2 Partnership Units (777.1 units)N/A12/21N/A— — %(6) (27)
126 303 
Air Canada 2020-2 Class B Pass Through TrustStructured ProductsStructured Secured Note - Class B9.0% Cash09/2010/251,170 1,170 1,196 0.2 %
1,170 1,170 1,196 
Air Comm Corporation, LLCAerospace & DefenseFirst Lien Senior Secured Term LoanSOFR + 5.00%, 10.3% Cash06/2107/2711,627 11,483 11,441 1.8 %(6) (7) (12)
First Lien Senior Secured Term LoanSOFR + 6.25%, 11.7% Cash06/2107/271,035 1,008 1,035 0.2 %(6) (7) (12)
12,662 12,491 12,476 
AirX Climate Solutions, Inc.Diversified ManufacturingFirst Lien Senior Secured Term LoanSOFR + 6.25%, 11.7% Cash11/2311/29668 646 645 0.1 %(6) (7) (12) (28)
RevolverSOFR + 6.25%, 11.7% Cash11/2311/29— (2)(2)— %(6) (7) (12) (28)
668 644 643 
AIT Worldwide Logistics Holdings, Inc.Transportation ServicesSecond Lien Senior Secured Term LoanSOFR + 7.50%, 13.0% Cash04/2104/294,849 4,770 4,805 0.7 %(6) (7) (11)
Partnership Units (161.64 units)N/A04/21N/A162 249 — %(6) (27)
4,849 4,932 5,054 
34

Barings Capital Investment Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 20222023
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Industry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Canadian Orthodontic Partners Corp.HealthcareFirst Lien Senior Secured Term LoanCDOR + 7.00%, 11.9% Cash06/2103/26$1,495 $1,655 $1,410 0.2 %(3) (6) (7) (24)
Class A Equity (500,000 units)N/A05/22N/A389 292 — %(3) (6) (30)
Class C - Warrants (74,712.64 units)N/A05/22N/A— — — %(3) (6) (30)
1,495 2,044 1,702 
Caribou Holding Company, LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 7.64%, 12.5% Cash04/2204/27$2,159 $2,130 $2,134 0.3 %(3) (6) (7) (15)
LLC Units (340,909 units)N/A04/22N/A341 314 0.1 %(3) (6) (30)
2,159 2,471 2,448 
Carlson Travel, Inc.Business Travel ManagementFirst Lien Senior Secured Bond8.5% Cash11/2111/262,898 2,696 2,449 0.4 %
Common Stock (124,051 shares)N/A11/21N/A2,345 757 0.1 %(30)
2,898 5,041 3,206 
Ceres Pharma NVPharmaceuticalsFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 7.1% Cash10/2110/283,843 3,814 3,621 0.6 %(3) (6) (7) (12)
3,843 3,814 3,621 
CGI Parent, LLCBusiness Equipment & ServicesFirst Lien Senior Secured Term LoanLIBOR + 4.50%, 8.8% Cash02/2202/2810,698 10,510 10,377 1.7 %(6) (7) (8)
First Lien Senior Secured Term LoanSOFR + 4.75%, 9.3% Cash12/2202/281,599 1,551 1,551 0.3 %(6) (7) (15)
RevolverLIBOR + 4.50%, 8.8% Cash02/2202/28— (29)(49)— %(6) (7) (8)
Preferred Stock (551 shares)N/A02/22N/A551 1,028 0.2 %(6) (30)
12,297 12,583 12,907 
Cineworld Group PLCLeisure ProductsWarrants (371,024 units)N/A07/22N/A68 — — %(3) (6) (30)
68 — 
Coastal Marina Holdings, LLCOther FinancialSubordinated Term Loan8.0% Cash11/2111/318,310 7,754 7,764 1.3 %(6)
Subordinated Term Loan10.0% PIK11/2111/313,230 3,027 3,018 0.5 %(6)
LLC Units (1,018,869 units)N/A11/21N/A4,547 5,364 0.9 %(6) (30)
11,540 15,328 16,146 
Cobham Slip Rings SASDiversified ManufacturingFirst Lien Senior Secured Term LoanLIBOR + 6.25%, 11.0% Cash11/2111/281,995 1,953 1,943 0.3 %(3) (6) (7) (9)
1,995 1,953 1,943 
Compass Precision, LLCAerospace & DefenseSenior Subordinated Term Loan11.0% Cash, 1.0% PIK04/2204/28378 371 369 0.1 %(6)
LLC Units (46,085.6 units)N/A04/22N/A125 159 — %(6) (30)
378 496 528 
Comply365, LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 5.75%, 10.6% Cash04/2204/286,892 6,768 6,787 1.1 %(6) (7) (16)
RevolverSOFR + 5.75%, 10.6% Cash04/2204/2883 73 75 — %(6) (7) (16)
6,975 6,841 6,862 
Contabo Finco
S.À.R.L.
Internet Software & ServicesFirst Lien Senior Secured Term LoanEURIBOR + 6.00%, 7.6% Cash10/2210/29994 905 969 0.2 %(3) (6) (7) (12)
994 905 969 
Core Scientific, Inc.TechnologyFirst Lien Senior Secured Term Loan13.0% Cash03/2203/2517,399 17,383 6,525 1.1 %(6) (29)
Common Stock (53,700 shares)N/A09/22N/A174 — %(30)
17,399 17,557 6,529 
Portfolio Company (5)
Industry (29)
Investment Type (1)(2)(30)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
AlliA Insurance Brokers NVInsuranceFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 10.2% Cash03/2303/30$3,548 $3,320 $3,443 0.5 %(3) (6) (7) (9) (28)
3,548 3,320 3,443 
Amalfi MidcoHealthcareSubordinated Loan Notes
2.0% Cash,
9.0% PIK
09/2209/282,769 2,451 2,412 0.4 %(3) (6)
Class B
Common Stock (46,582,594 shares)
N/A09/22N/A520 594 0.1 %(3) (6) (27)
Warrants
(190,193 units)
N/A09/22N/A264 — %(3) (6) (27)
2,769 2,973 3,270 
Americo Chemical Products, LLCChemicalsFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.9% Cash04/2304/291,935 1,891 1,920 0.3 %(6) (7) (11)
RevolverSOFR + 5.50%, 10.9% Cash04/2304/29— (10)(4)— %(6) (7) (11) (28)
Common Stock (88,110 shares)N/A04/23N/A88 89 — %(6) (27)
1,935 1,969 2,005 
Amtech LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 5.50%, 11.4% Cash11/2111/271,789 1,765 1,779 0.3 %(6) (7) (12)
RevolverSOFR + 5.50%, 11.4% Cash11/2111/2782 79 81 — %(6) (7) (12) (28)
1,871 1,844 1,860 
AnalytiChem Holding GmbhChemicalsFirst Lien Senior Secured Term LoanBBSY + 6.25%, 10.4% Cash11/2110/28880 919 865 0.1 %(3) (6) (7) (18)
First Lien Senior Secured Term LoanEURIBOR + 6.25%, 10.2% Cash11/2110/284,461 4,431 4,386 0.7 %(3) (6) (7) (9)
First Lien Senior Secured Term LoanEURIBOR + 6.25%, 10.2% Cash04/2210/282,776 2,692 2,730 0.4 %(3) (6) (7) (9)
First Lien Senior Secured Term LoanEURIBOR + 7.00%, 11.0% Cash01/2310/28999 935 989 0.2 %(3) (6) (7) (9)
First Lien Senior Secured Term LoanSOFR + 6.25%, 11.9% Cash11/2110/28614 614 604 0.1 %(3) (6) (7) (12)
First Lien Senior Secured Term LoanSOFR + 6.25%, 11.9% Cash06/2210/28476 476 468 0.1 %(3) (6) (7) (12)
10,206 10,067 10,042 
APC1 HoldingDiversified ManufacturingFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 9.4% Cash07/2207/292,541 2,314 2,505 0.4 %(3) (6) (7) (9)
2,541 2,314 2,505 
APOG Bidco Pty LtdHealthcareSecond Lien Senior Secured Term LoanBBSY + 7.25%, 11.6% Cash04/2203/30949 1,024 935 0.1 %(3) (6) (7) (17)
949 1,024 935 
Aptus 1829. GmbHChemicals, Plastics, and RubberFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 10.4% Cash, 1.5% PIK09/2109/271,559 1,624 1,300 0.2 %(3) (6) (7) (10)
Preferred Stock
(9 shares)
N/A09/21N/A79 — %(3) (6) (27)
Common Stock
(32 shares)
N/A09/21N/A— — %(3) (6) (27)
1,559 1,711 1,303 
Apus Bidco LimitedBanking, Finance, Insurance & Real EstateFirst Lien Senior Secured Term LoanSONIA + 5.50%, 10.7% Cash02/2103/282,626 2,788 2,589 0.4 %(3) (6) (7) (15)
2,626 2,788 2,589 
AQA Acquisition Holding, Inc.High Tech IndustriesSecond Lien Senior Secured Term LoanSOFR + 7.50%, 13.0% Cash03/2103/2921,000 20,615 20,935 3.2 %(6) (7) (12)
21,000 20,615 20,935 
Aquavista Watersides 2 LTDTransportation ServicesFirst Lien Senior Secured Term LoanSONIA + 6.00%, 11.2% Cash12/2112/281,923 1,942 1,747 0.3 %(3) (6) (7) (16) (28)
Second Lien Senior Secured Term LoanSONIA + 10.5% PIK, 15.7% PIK12/2112/28552 559 510 0.1 %(3) (6) (7) (16)
2,475 2,501 2,257 
Arc EducationConsumer CyclicalFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 9.7% Cash07/2207/293,856 3,471 3,791 0.6 %(3) (6) (7) (9) (28)
3,856 3,471 3,791 
35

Barings Capital Investment Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 20222023
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Industry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Coyo Uprising GmbHTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 3.25%, 3.3% Cash, 3.5% PIK09/2109/28$9,845 $10,490 $9,545 1.6 %(3) (6) (7) (13)
Class A Units (531 units)N/A09/21N/A248 237 — %(3) (6) (30)
Class B Units (231 units)N/A09/21N/A538 601 0.1 %(3) (6) (30)
9,845 11,276 10,383 
CSL DualComTele-communicationsFirst Lien Senior Secured Term LoanSONIA + 5.25%, 8.7% Cash09/2009/272,005 1,953 1,989 0.3 %(3) (6) (7) (17)
2,005 1,953 1,989 
CVL 3Capital EquipmentFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 7.6% Cash12/2112/285,550 5,741 5,450 0.9 %(3) (6) (7) (12)
First Lien Senior Secured Term LoanSOFR + 5.50%, 10.2% Cash12/2112/283,382 3,308 3,322 0.6 %(3) (6) (7) (15)
8,932 9,049 8,772 
CW Group Holdings, LLCHigh Tech IndustriesFirst Lien Senior Secured Term LoanLIBOR + 6.00%, 10.4% Cash01/2101/277,961 7,832 7,897 1.3 %(6) (7) (8)
LLC Units (403,441 units)N/A01/21N/A403 510 0.1 %(6) (30)
7,961 8,235 8,407 
DataServ Integrations, LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 6.00%, 10.3% Cash11/2211/281,918 1,876 1,875 0.3 %(6) (7) (15)
RevolverSOFR + 6.00%, 10.3% Cash11/2211/28— (10)(11)— %(6) (7) (15)
Partnership Units (96,153.9 units)N/A11/22N/A96 96 — %(6) (30)
1,918 1,962 1,960 
DecksDirect, LLCBuilding MaterialsFirst Lien Senior Secured Term LoanLIBOR + 6.00%, 10.4% Cash12/2112/26700 688 690 0.1 %(6) (7) (8)
RevolverLIBOR + 6.00%, 10.4% Cash12/2112/26— (3)(3)— %(6) (7) (8)
Common Stock (1,280.8 shares)N/A12/21N/A54 49 — %(6) (30)
700 739 736 
DISA Holdings Corp.Other IndustrialFirst Lien Senior Secured Term LoanSOFR + 5.50%, 9.8% Cash11/2209/283,802 3,664 3,661 0.6 %(6) (7) (14)
RevolverSOFR + 5.50%, 9.8% Cash11/2209/28— — — %(6) (7) (14)
3,811 3,664 3,661 
Dragon BidcoTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 6.75%, 8.9% Cash04/2104/283,735 3,721 3,667 0.6 %(3) (6) (7) (13)
First Lien Senior Secured Term LoanEURIBOR + 6.50%, 8.1% Cash04/2104/282,882 3,181 2,829 0.5 %(3) (6) (7) (12)
6,617 6,902 6,496 
Dune GroupHealth Care EquipmentFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.5% Cash09/2109/283,177 3,130 3,123 0.5 %(3) (6) (7) (9)
First Lien Senior Secured Term LoanEURIBOR + 5.75%, 8.0% Cash09/2109/28194 177 174 — %(3) (6) (7) (12)
3,371 3,307 3,297 
Dunlipharder B.V.TechnologyFirst Lien Senior Secured Term LoanSOFR + 6.50%, 10.7% Cash06/2206/281,000 986 988 0.2 %(3) (6) (7) (15)
1,000 986 988 
Portfolio Company (5)
Industry (29)
Investment Type (1)(2)(30)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
ArchimedeConsumer ServicesFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 10.4% Cash10/2010/27$7,953 $7,902 $7,693 1.2 %(3) (6) (7) (9)
7,953 7,902 7,693 
Argus Bidco LimitedHigh Tech IndustriesFirst Lien Senior Secured Term LoanEURIBOR + 4.00%, 7.6% Cash, 3.3% PIK07/2207/29162 145 153 — %(3) (6) (7) (9)
First Lien Senior Secured Term LoanEURIBOR + 6.75%, 10.7% Cash07/2207/29743 687 704 0.1 %(3) (6) (7) (9) (28)
First Lien Senior Secured Term LoanSOFR + 4.00%, 9.3% Cash, 3.3% PIK07/2207/2966 64 62 — %(3) (6) (7) (12)
First Lien Senior Secured Term LoanSONIA + 4.00%, 8.9% Cash, 3.3% PIK07/2207/29861 783 816 0.1 %(3) (6) (7) (15)
First Lien Senior Secured Term LoanSONIA + 6.50%, 11.4% Cash07/2207/29— (5)(14)— %(3) (6) (7) (15)
Second Lien Senior Secured Term Loan10.5% PIK07/2207/29390 363 367 0.1 %(3) (6)
Preferred Stock (20,780 shares)10.0% PIK07/22N/A28 21 — %(3) (6)
Equity Loan Notes (20,780 units)10.0% PIK07/22N/A28 21 — %(3) (6)
Common Stock
(232 shares)
N/A07/22N/A— — — %(3) (6) (27)
2,222 2,093 2,130 
ASC Communications, LLCMedia & EntertainmentFirst Lien Senior Secured Term LoanSOFR + 4.75%, 10.1% Cash07/2207/2711,141 11,006 11,048 1.7 %(6) (7) (11)
RevolverSOFR + 4.75%, 10.1% Cash07/2207/27— (8)(5)— %(6) (7) (11) (28)
Class A Units (15,545.8 units)N/A07/22N/A326 425 0.1 %(6)
11,141 11,324 11,468 
Ascensus, IncBrokerage, Asset Managers & ExchangesSecond Lien Senior Secured Term LoanSOFR +6.50%, 11.8% Cash05/2108/297,511 7,458 7,201 1.1 %(7) (12)
7,511 7,458 7,201 
Astra Bidco LimitedHealthcareFirst Lien Senior Secured Term LoanSONIA + 5.25%, 10.4% Cash11/2111/281,883 1,903 1,863 0.3 %(3) (6) (7) (15) (28)
1,883 1,903 1,863 
ATL II MRO Holdings Inc.TransportationFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.9% Cash11/2211/286,188 6,054 6,188 0.9 %(6) (7) (12)
RevolverSOFR + 5.50%, 10.9% Cash11/2211/28— (26)— — %(6) (7) (12) (28)
6,188 6,028 6,188 
Avance Clinical Bidco Pty LtdHealthcareFirst Lien Senior Secured Term LoanBBSY + 5.00%, 9.4% Cash11/2111/271,813 1,832 1,648 0.3 %(3) (6) (7) (19) (28)
1,813 1,832 1,648 
AVSC Holding Corp.AdvertisingFirst Lien Senior Secured Term Loan5.0% Cash, 10.0% PIK11/2010/264,289 4,245 4,354 0.7 %
4,289 4,245 4,354 
Azalea Buyer, Inc.TechnologyFirst Lien Senior Secured Term LoanSOFR + 5.25%, 10.7% Cash11/2111/273,228 3,178 3,206 0.5 %(6) (7) (12) (28)
RevolverSOFR + 5.25%, 10.7% Cash11/2111/27— (4)(2)— %(6) (7) (12) (28)
Subordinated Term Loan12.0% PIK11/2105/281,043 1,030 1,020 0.2 %(6)
Common Stock (128,205.1 shares)N/A11/21N/A128 192 — %(6) (27)
4,271 4,332 4,416 
Bariacum S.AConsumer ProductsFirst Lien Senior Secured Term LoanEURIBOR + 4.75%, 8.6% Cash11/2111/282,541 2,529 2,541 0.4 %(3) (6) (7) (10)
2,541 2,529 2,541 
Beyond Risk Management, Inc.Other FinancialFirst Lien Senior Secured Term LoanSOFR + 4.50%, 10.0% Cash10/2110/272,944 2,923 2,944 0.5 %(6) (7) (12) (28)
2,944 2,923 2,944 
BidwaxNon-durable Consumer GoodsFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 10.5% Cash02/2102/282,320 2,434 2,302 0.4 %(3) (6) (7) (10)
2,320 2,434 2,302 
36

Barings Capital Investment Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 20222023
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Industry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Dwyer Instruments, Inc.ElectricFirst Lien Senior Secured Term LoanLIBOR + 6.00%, 10.7% Cash07/2107/27$13,630 $13,374 $13,372 2.2 %(6) (7) (9)
13,630 13,374 13,372 
Echo Global Logistics, Inc.Air TransportationSecond Lien Senior Secured Term LoanLIBOR + 7.00%, 11.7% Cash11/2111/297,605 7,485 7,308 1.2 %(6) (7) (9)
Partnership Equity (289.2 units)N/A11/21N/A289 508 0.1 %(6) (30)
7,605 7,774 7,816 
Ellkay, LLCHealthcare & PharmaceuticalsFirst Lien Senior Secured Term LoanLIBOR + 6.25%, 11.0% Cash09/2109/273,733 3,672 3,691 0.6 %(6) (7) (9)
3,733 3,672 3,691 
EMI Porta Holdco LLCDiversified ManufacturingFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.5% Cash12/2112/278,111 7,913 7,773 1.3 %(6) (7) (9)
RevolverLIBOR + 5.75%, 10.5% Cash12/2112/27641 620 604 0.1 %(6) (7) (9)
8,752 8,533 8,377 
Entact Environmental Services, Inc.Environmental IndustriesFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 11.7% Cash02/2112/253,932 3,906 3,919 0.6 %(6) (7) (9)
3,932 3,906 3,919 
EPS NASS Parent, Inc.Electrical Components & EquipmentFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.5% Cash04/2104/284,434 4,360 4,394 0.7 %(6) (7) (9)
4,434 4,360 4,394 
eShipping, LLCTransportation ServicesFirst Lien Senior Secured Term LoanLIBOR + 5.00%, 9.4% Cash11/2111/277,060 6,910 7,006 1.2 %(6) (7) (8)
RevolverLIBOR + 5.00%, 9.4% Cash11/2111/27— (18)(7)— %(6) (7) (8)
7,060 6,892 6,999 
Eurofins Digital Testing International LUX Holding SARLTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 6.75%, 8.9% Cash12/2212/29987 892 901 0.1 %(3) (6) (7) (12)
First Lien Senior Secured Term LoanSOFR + 6.75%, 11.5% Cash12/2212/29511 497 497 0.1 %(3) (6) (7) (15)
First Lien Senior Secured Term LoanSONIA + 6.75%, 10.0% Cash12/2212/291,447 1,439 1,407 0.2 %(3) (6) (7) (18)
Second Lien Senior Secured Term Loan11.5% PIK12/2212/30352 338 342 0.1 %(3) (6)
3,297 3,166 3,147 
Events Software BidCo Pty LtdTechnologyFirst Lien Senior Secured Term LoanBBSY + 6.00%, 9.3% Cash03/2203/281,737 1,853 1,573 0.3 %(3) (6) (7) (21)
1,737 1,853 1,573 
Express Wash Acquisition Company, LLCConsumer CyclicalFirst Lien Senior Secured Term LoanSOFR + 6.50%, 10.3% Cash07/2207/284,818 4,728 4,737 0.8 % (6) (7) (14)
RevolverSOFR + 6.50%, 10.3% Cash07/2207/2894 91 91 — % (6) (7) (14)
4,912 4,819 4,828 
Ferrellgas L.P.Oil & Gas Equipment & ServicesOpco Preferred Units (2,886 units)N/A03/21N/A2,799 2,742 0.5 %(6)
2,799 2,742 
Fineline Technologies, Inc.Consumer ServicesFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 9.5% Cash02/2102/281,727 1,702 1,698 0.3 %(6) (7) (9)
1,727 1,702 1,698 
FinexvetConsumer CyclicalFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 8.1% Cash03/2203/292,401 2,387 2,329 0.4 %(3) (6) (7) (13)
2,401 2,387 2,329 
FinThrive Software Intermediate Holdings Inc.Business Equipment & ServicesPreferred Stock (3,188.5 shares)11.0% PIK03/22N/A3,823 2,947 0.6 %(6)
3,823 2,947 
Portfolio Company (5)
Industry (29)
Investment Type (1)(2)(30)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
BigHand UK Bidco LimitedHigh Tech IndustriesFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.8% Cash01/2101/28$746 $731 $700 0.1 %(3) (6) (7) (13)
First Lien Senior Secured Term LoanSOFR + 5.75%, 11.1% Cash01/2101/2899 99 93 — %(3) (6) (7) (12)
First Lien Senior Secured Term LoanSONIA + 5.75%, 11.1% Cash01/2101/28207 217 194 — %(3) (6) (7) (15)
1,052 1,047 987 
Biolam GroupConsumer Non-cyclicalFirst Lien Senior Secured Term LoanEURIBOR + 4.25%, 5.5% Cash, 2.8% PIK12/2212/294,473 4,250 4,117 0.6 %(3) (6) (7) (9) (28)
4,473 4,250 4,117 
Blue Ribbon, LLCBrewersFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.3% Cash05/2105/2811,576 11,380 9,970 1.5 %(7) (11)
11,576 11,380 9,970 
Bounteous, Inc.TechnologyFirst Lien Senior Secured Term LoanSOFR + 5.25%, 10.7% Cash08/2108/275,985 5,876 5,488 0.8 %(6) (7) (12) (28)
5,985 5,876 5,488 
BPG Holdings IV CorpDiversified ManufacturingFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.4% Cash03/2307/299,504 8,983 8,934 1.4 %(6) (7) (12)
9,504 8,983 8,934 
Bridger Aerospace Group Holdings, LLCEnvironmental IndustriesMunicipal Revenue Bond11.5% Cash07/2209/2713,600 13,600 14,401 2.2 %
Preferred Stock- Series A
(7,309 shares)
7.0% PIK07/22N/A7,776 7,502 1.2 %(6)
13,600 21,376 21,903 
Brightline Trains Florida LLCTransportationSenior Secured Note8.0% Cash08/2101/282,000 2,000 1,900 0.3 %(6)
2,000 2,000 1,900 
Brightpay LimitedTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 5.00%, 9.0% Cash10/2110/282,320 2,315 2,287 0.4 %(3) (6) (7) (9) (28)
2,320 2,315 2,287 
BrightSign LLCMedia & EntertainmentFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.2% Cash10/2110/273,803 3,778 3,671 0.6 %(6) (7) (12)
RevolverSOFR + 5.75%, 11.2% Cash10/2110/27477 472 452 0.1 %(6) (7) (12) (28)
LLC units
(596,181.5 units)
N/A10/21N/A596 501 0.1 %(6) (27)
4,280 4,846 4,624 
British Airways 2020-1 Class B Pass Through TrustStructured ProductsStructured Secured Note - Class B8.4% Cash11/2011/28596 596 610 0.1 %
596 596 610 
British Engineering Services Holdco LimitedCommercial Services & SuppliesFirst Lien Senior Secured Term LoanSONIA + 7.00%, 11.9% Cash12/2012/272,297 2,384 2,264 0.3 %(3) (6) (7) (16)
2,297 2,384 2,264 
Burgess Point Purchaser CorporationAuto Parts & EquipmentSecond Lien Senior Secured Term LoanSOFR + 9.00%, 14.4% Cash07/2207/302,273 2,194 2,184 0.3 %(6) (7) (11)
LP Units (227 units)N/A07/22N/A227 230 — %(6) (27)
2,273 2,421 2,414 
BVI Medical, Inc.HealthcareSecond Lien Senior Secured Term LoanEURIBOR + 9.50%, 13.4% Cash06/2206/266,195 5,739 5,767 0.9 %(6) (7) (9)
6,195 5,739 5,767 
CAi Software, LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 6.25%, 11.9% Cash12/2112/283,719 3,663 3,477 0.5 %(6) (7) (12)
First Lien Senior Secured Term LoanSOFR + 6.25%, 11.9% Cash07/2212/281,022 1,007 956 0.1 %(6) (7) (12)
RevolverSOFR + 6.25%, 11.9% Cash12/2112/28— (10)(46)— %(6) (7) (12) (28)
4,741 4,660 4,387 

37

Barings Capital Investment Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 20222023
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Industry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
FitzMark Buyer, LLCCargo & TransportationFirst Lien Senior Secured Term LoanLIBOR + 4.50%, 8.9% Cash12/2012/26$2,458 $2,424 $2,424 0.4 %(6) (7) (9)
2,458 2,424 2,424 
Five Star Holding LLCPackagingSecond Lien Senior Secured Term LoanSOFR + 7.25%, 12.0% Cash05/2205/307,143 7,009 6,936 1.1 %(6) (7) (15)
LLC Units (504.5 units)N/A05/22N/A504 502 0.1 %(6) (30)
7,143 7,513 7,438 
Flexential Issuer, LLCInformation TechnologyStructured Secured Note - Class C6.9% Cash11/2111/5110,000 9,274 8,642 1.4 %
10,000 9,274 8,642 
Flywheel Re Segregated Portfolio 2022-4Investment FundsPreferred Stock (1,281,099 units)N/A08/22N/A1,281 1,288 0.2 %(3) (6) (30)
1,281 1,288 
Footco 40 LimitedMedia & EntertainmentFirst Lien Senior Secured Term LoanSONIA + 5.75%, 9.2% Cash04/2204/291,489 1,559 1,437 0.2 %(3) (6) (7) (18)
1,489 1,559 1,437 
Fortis Payment Systems, LLCOther FinancialFirst Lien Senior Secured Term LoanSOFR + 5.25%, 9.9% Cash10/2202/261,575 1,516 1,513 0.3 %(6) (7) (14)
1,575 1,516 1,513 
FragilePak LLCTransportation ServicesFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.5% Cash05/2105/277,444 7,209 7,444 1.2 %(6) (7) (9)
Partnership Units (889.3 units)N/A05/21N/A889 1,119 0.2 %(6) (30)
7,444 8,098 8,563 
Front Line Power Construction LLCConstruction MachineryFirst Lien Senior Secured Term LoanLIBOR + 12.50%, 17.2% Cash11/2111/28765 716 852 0.1 %(6) (7) (9)
Common Stock (33,601 shares)N/A11/21N/A56 28 — %(30)
765 772 880 
FSS Buyer LLCTechnologyFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.1% Cash08/2108/2814,702 14,456 14,539 2.4 %(6) (7) (8)
LP Interest (1,973.6 units)N/A08/21N/A20 29 — %(6) (30)
LP Units (8,677.3 units)N/A08/21N/A87 127 — %(6) (30)
14,702 14,563 14,695 
GB Eagle Buyer, Inc.Capital GoodsFirst Lien Senior Secured Term LoanSOFR + 6.50%, 10.5% Cash12/2211/2812,581 12,207 12,203 2.0 %(6) (7) (15)
RevolverSOFR + 6.50%, 10.5% Cash12/2211/28— (57)(58)— %(6) (7) (15)
Partnership Units (515 units)N/A12/22N/A515 515 0.1 %(6) (30)
12,581 12,665 12,660 
Global Academic Group LimitedIndustrial OtherFirst Lien Senior Secured Term LoanBBSY + 6.00%, 9.1% Cash07/2207/271,668 1,668 1,625 0.3 %(3) (6) (7) (21)
First Lien Senior Secured Term LoanBKBM + 6.00%, 9.1% Cash07/2207/272,910 2,801 2,828 0.5 %(3) (6) (7) (25)
4,578 4,469 4,453 
GPNZ II GmbHHealthcareFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 7.4% Cash06/2206/29458 429 375 0.1 %(3) (6) (7) (11)
458 429 375 
Greenhill II BVTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 7.1% Cash07/2207/29739 672 716 0.1 %(3) (6) (7) (12)
739 672 716 
Groupe Product LifeConsumer Non-cyclicalFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 8.5% Cash10/2210/29625 553 598 0.1 %(3) (6) (7) (12)
625 553 598 
Portfolio Company (5)
Industry (29)
Investment Type (1)(2)(30)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Canadian Orthodontic Partners Corp.HealthcareFirst Lien Senior Secured Term Loan3.5% Cash, CDOR + 3.5% PIK, 9.0% PIK06/2103/26$1,660 $1,780 $1,270 0.2 %(3) (6) (7) (21)
Class A Equity (500,000 units)N/A05/22N/A389 — — %(3) (6) (27)
Class C - Warrants (257,127.45 units)N/A05/22N/A— — — %(3) (6) (27)
Class X Equity (45,604 units)N/A05/22N/A35 — — %(3) (6) (27)
1,660 2,204 1,270 
Caribou Holding Company, LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 7.64%, 14.0% Cash04/2204/272,159 2,136 2,120 0.3 %(3) (6) (7) (12)
LLC Units
(340,909 units)
N/A04/22N/A341 491 0.1 %(3) (6) (27)
2,159 2,477 2,611 
Cascade Residential Services LLCElectricFirst Lien Senior Secured Term LoanSOFR + 5.00%, 10.4% Cash10/2310/291,342 1,286 1,284 0.2 %(6) (7) (12) (28)
RevolverSOFR + 5.00%, 10.4% Cash10/2310/29— (4)(4)— %(6) (7) (12) (28)
1,342 1,282 1,280 
Ceres Pharma NVPharmaceuticalsFirst Lien Senior Secured Term LoanEURIBOR + 6.00%, 10.1% Cash10/2110/285,644 5,462 5,466 0.8 %(3) (6) (7) (10)
5,644 5,462 5,466 
CGI Parent, LLCBusiness Equipment & ServicesFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.3% Cash02/2202/285,092 5,018 4,990 0.8 %(6) (7) (12)
First Lien Senior Secured Term LoanSOFR + 5.75%, 11.3% Cash12/2202/281,583 1,543 1,551 0.2 %(6) (7) (12)
RevolverSOFR + 5.75%, 11.3% Cash02/2202/28— (24)(33)— %(6) (7) (12) (28)
Preferred Stock
(657 shares)
N/A02/22N/A722 1,190 0.2 %(6) (27)
6,675 7,259 7,698 
Cobham Slip Rings SASDiversified ManufacturingFirst Lien Senior Secured Term LoanSOFR + 6.25%, 11.6% Cash11/2111/281,995 1,961 1,981 0.3 %(3) (6) (7) (12)
1,995 1,961 1,981 
Compass Precision, LLCAerospace & DefenseSenior Subordinated Term Loan11.0% Cash, 1.0% PIK04/2204/28642 632 622 0.1 %(6)
LLC Units
(46,085.6 units)
N/A04/22N/A125 142 — %(6) (27)
642 757 764 
Comply365, LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 5.00%, 10.4% Cash04/2204/286,694 6,593 6,561 1.0 %(6) (7) (12)
RevolverSOFR + 5.00%, 10.4% Cash04/2212/29— (8)(11)— %(6) (7) (12) (28)
6,694 6,585 6,550 
Contabo Finco
S.À R.L.
Internet Software & ServicesFirst Lien Senior Secured Term LoanEURIBOR + 5.25%, 9.2% Cash10/2210/291,029 908 1,021 0.2 %(3) (6) (7) (9)
1,029 908 1,021 
Core Scientific, Inc.TechnologyEquipment Term Loan9.8% Cash03/2203/25$17,979 $17,383 $13,484 2.1 %(3) (6) (26)
Common Stock (53,700 shares)N/A09/22N/A— 174 78 — %(3) (27)
17,979 17,557 13,562 
Coyo Uprising GmbHTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 3.25%, 6.3% Cash, 3.4% PIK09/2109/2810,888 11,214 10,542 1.6 %(3) (6) (7) (9) (28)
Class A Units
(531 units)
N/A09/21N/A248 255 — %(3) (6) (27)
Class B Units
(231 units)
N/A09/21N/A538 611 0.1 %(3) (6) (27)
10,888 12,000 11,408 
CSL DualComTele-communicationsFirst Lien Senior Secured Term LoanSONIA + 5.25%, 10.5% Cash09/2009/272,125 1,962 2,125 0.3 %(3) (6) (7) (14) (28)
2,125 1,962 2,125 

38

Barings Capital Investment Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 20222023
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Industry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Gusto Aus BidCo Pty LtdConsumer Non-cyclicalFirst Lien Senior Secured Term LoanBBSY + 6.50%, 10.2% Cash10/2210/28$2,208 $2,016 $2,135 0.4 %(3) (6) (7) (22)
2,208 2,016 2,135 
HeartHealth Bidco Pty LtdHealthcareFirst Lien Senior Secured Term LoanBBSY + 5.25%, 8.6% Cash09/2209/28626 569 598 0.1 %(3) (6) (7) (21)
626 569 598 
Heartland Veterinary Partners, LLCHealthcareSubordinated Term Loan11.0% PIK11/2111/23425 419 412 0.1 %
(6)*
Subordinated Term Loan11.0% PIK11/2112/283,370 3,302 3,282 0.5 %
(6)*
3,795 3,721 3,694 
HEKA InvestTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 8.7% Cash10/2210/294,999 4,461 4,846 0.8 %(3) (6) (7) (12)
4,999 4,461 4,846 
Hoffmaster Group Inc.PackagingFirst Lien Senior Secured Term LoanLIBOR + 4.00%, 8.7% Cash07/2011/232,488 2,364 2,241 0.4 %(7) (9)
2,488 2,364 2,241 
Home Care Assistance, LLCHealthcare & PharmaceuticalsFirst Lien Senior Secured Term LoanSOFR + 5.00%, 9.4% Cash03/2103/274,502 4,435 4,299 0.7 %(6) (7) (14)
4,502 4,435 4,299 
Honour Lane Logistics Holdings LimitedTransportation ServicesFirst Lien Senior Secured Term LoanSOFR + 5.25%, 9.5% Cash04/2211/288,500 8,268 8,302 1.4 %(3) (6) (7) (16)
8,500 8,268 8,302 
HTI Technology & IndustriesElectronic Component ManufacturingFirst Lien Senior Secured Term LoanSOFR + 8.50%, 11.7% Cash07/2207/255,769 5,680 5,682 0.9 %(6) (7) (15)
RevolverSOFR + 8.50%, 11.7% Cash07/2207/25— (9)(9)— %(6) (7) (15)
5,769 5,671 5,673 
Hygie 31 HoldingPharmaceuticalsFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 8.4% Cash09/2209/29320 281 312 0.1 %(3) (6) (7) (12)
320 281 312 
IM SquareBanking, Finance, Insurance & Real EstateFirst Lien Senior Secured Term LoanEURIBOR + 5.25%, 7.5% Cash05/2104/283,415 3,755 3,306 0.5 %(3) (6) (7) (12)
3,415 3,755 3,306 
Infoblox, Inc.TechnologySecond Lien Senior Secured Term LoanLIBOR + 7.25%, 11.7% Cash09/2012/282,843 2,831 2,214 0.4 %(7) (9)
2,843 2,831 2,214 
Infoniqa Holdings GmbHTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 5.25%, 6.2% Cash11/2111/282,595 2,686 2,525 0.4 %(3) (6) (7) (13)
2,595 2,686 2,525 
Innovad Group II BVBeverage, Food & TobaccoFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 9.3% Cash04/2104/284,178 4,488 3,631 0.6 %(3) (6) (7) (13)
4,178 4,488 3,631 
INOS 19-090 GmbHAerospace & DefenseFirst Lien Senior Secured Term LoanEURIBOR + 5.40%, 7.4% Cash12/2012/27820 901 804 0.1 %(3) (6) (7) (12)
820 901 804 
Interstellar Group B.V.TechnologyFirst Lien Senior Secured Term LoanEURIBOR + 5.25%, 7.5% Cash08/2208/291,221 1,131 1,177 0.2 %(3) (6) (7) (12)
Super Senior Secured Term LoanEURIBOR + 5.25%, 7.5% Cash08/2202/2964 60 62 — %(3) (6) (7) (12)
1,285 1,191 1,239 
Isolstar Holding NV (IPCOM)Trading Companies & DistributorsFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 8.1% Cash10/2210/294,583 4,044 4,436 0.7 %(3) (6) (7) (11)
4,583 4,044 4,436 
Portfolio Company (5)
Industry (29)
Investment Type (1)(2)(30)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
CW Group Holdings, LLCHigh Tech IndustriesFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.4% Cash01/2101/27$7,880 $7,781 $7,876 1.2 %(6) (7) (12)
LLC Units
(403,441 units)
N/A01/21N/A403 722 0.1 %(6) (27)
7,880 8,184 8,598 
DataServ Integrations, LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.1% Cash11/2211/281,899 1,863 1,873 0.3 %(6) (7) (12)
RevolverSOFR + 5.75%, 11.1% Cash11/2211/28— (8)(7)— %(6) (7) (12) (28)
Partnership Units (96,153.9 units)N/A11/22N/A96 96 — %(6) (27)
1,899 1,951 1,962 
DecksDirect, LLCBuilding MaterialsFirst Lien Senior Secured Term LoanSOFR + 6.25%, 11.7% Cash12/2112/261,675 1,644 1,638 0.3 %(6) (7) (11)
RevolverSOFR + 6.25%, 11.7% Cash12/2112/26— (6)(9)— %(6) (7) (11) (28)
Common Stock (1,280.8 shares)N/A12/21N/A55 41 — %(6) (27)
1,675 1,693 1,670 
DISA Holdings Corp.Other IndustrialFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.8% Cash11/2209/283,963 3,846 3,963 0.6 %(6) (7) (11) (28)
RevolverSOFR + 5.50%, 10.8% Cash11/2209/2860 53 60 — %(6) (7) (11) (28)
4,023 3,899 4,023 
Dragon BidcoTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 6.75%, 10.9% Cash04/2104/284,860 4,798 4,812 0.7 %(3) (6) (7) (10)
4,860 4,798 4,812 
Dune GroupHealth Care EquipmentFirst Lien Senior Secured Term LoanEURIBOR + 6.00%, 10.0% Cash09/2109/28201 187 180 — %(3) (6) (7) (9) (28)
First Lien Senior Secured Term LoanSOFR + 6.00%, 11.3% Cash09/2109/283,483 3,443 3,403 0.5 %(3) (6) (7) (12)
3,684 3,630 3,583 
Dunlipharder B.V.TechnologyFirst Lien Senior Secured Term LoanSOFR + 6.10%, 11.5% Cash06/2206/281,000 988 993 0.2 %(3) (6) (7) (12)
1,000 988 993 
Dwyer Instruments, Inc.ElectricFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.2% Cash07/2107/2711,356 11,206 11,129 1.7 %(6) (7) (12) (28)
11,356 11,206 11,129 
Echo Global Logistics, Inc.Air TransportationSecond Lien Senior Secured Term LoanSOFR + 7.00%, 12.5% Cash11/2111/297,605 7,498 7,103 1.1 %(6) (7) (12)
Partnership Equity (289.2 units)N/A11/21N/A289 267 — %(6) (27)
7,605 7,787 7,370 
EFC InternationalAutomotiveSenior Unsecured Term Loan11.0% Cash, 2.5% PIK03/2305/28693 675 678 0.1 %(6)
Common Stock (145.5 shares)N/A03/23N/A205 268 — %(6) (27)
693 880 946 
Ellkay, LLCHealthcare and PharmaceuticalsFirst Lien Senior Secured Term LoanSOFR + 6.25%, 11.5% Cash09/2109/273,696 3,646 3,341 0.5 %(6) (7) (12)
3,696 3,646 3,341 
EMI Porta Holdco LLCDiversified ManufacturingFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.5% Cash12/2112/278,049 7,936 7,156 1.1 %(6) (7) (12)
RevolverSOFR + 5.75%, 11.5% Cash12/2112/271,098 1,082 957 0.1 %(6) (7) (12) (28)
9,147 9,018 8,113 
Entact Environmental Services, Inc.Environmental IndustriesFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.9% Cash02/2112/254,475 4,447 4,475 0.7 %(6) (7) (12)
4,475 4,447 4,475 
EPS NASS Parent, Inc.Electrical Components & EquipmentFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.1% Cash04/2104/284,389 4,330 4,187 0.6 %(6) (7) (12)
4,389 4,330 4,187 
39

Barings Capital Investment Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 20222023
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Industry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
ITI Intermodal, Inc.Transportation ServicesFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 9.1% Cash12/2112/27$714 $700 $703 0.1 %(6) (7) (8)
RevolverLIBOR + 4.75%, 9.1% Cash12/2112/27— %(6) (7) (8)
Common Stock (1,433.37 shares)N/A01/22N/A144 127 — %(6) (30)
720 848 835 
Jaguar Merger Sub Inc.Other FinancialFirst Lien Senior Secured Term LoanSOFR + 5.00%, 9.5% Cash12/2109/247,652 7,571 7,617 1.3 %(6) (7) (15)
RevolverSOFR + 5.00%, 9.5% Cash12/2109/24— (4)(2)— %(6) (7) (15)
7,652 7,567 7,615 
JetBlue 2019-1 Class B Pass Through TrustAirlinesStructured Secured Note - Class B8.0% Cash08/2011/271,443 1,443 1,404 0.2 %
1,443 1,443 1,404 
JF Acquisition, LLCAutomotiveFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 9.9% Cash05/2107/243,605 3,529 3,367 0.6 %(6) (7) (8)
3,605 3,529 3,367 
Jon Bidco LimitedHealthcareFirst Lien Senior Secured Term LoanBKBM + 5.50%, 10.2% Cash03/2203/272,043 2,186 1,992 0.3 %(3) (6) (7) (25)
2,043 2,186 1,992 
Jones Fish Hatcheries & Distributors LLCConsumer ProductsFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.2% Cash02/2202/282,785 2,736 2,745 0.5 %(6) (7) (9)
RevolverLIBOR + 5.75%, 10.2% Cash02/2202/28— (7)(6)— %(6) (7) (8)
LLC Units (974.68 units)N/A02/22N/A97 115 — %(6) (30)
2,785 2,826 2,854 
Kano Laboratories LLCChemicals, Plastics & RubberFirst Lien Senior Secured Term LoanLIBOR + 5.00%, 10.1% Cash11/2011/264,981 4,864 4,885 0.8 %(6) (7) (10)
Partnership Equity (78.7 units)N/A11/20N/A79 74 — %(6) (30)
4,981 4,943 4,959 
Kid Distro Holdings, LLCMedia & EntertainmentFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.5% Cash10/2110/2718,910 18,598 18,689 3.1 %(6) (7) (9)
LLC Units (850,236.1 units)N/A10/21N/A851 769 0.1 %(6) (30)
18,910 19,449 19,458 
Kona Buyer, LLCHigh Tech IndustriesFirst Lien Senior Secured Term LoanSOFR + 4.75%, 9.3% Cash12/2012/275,509 5,413 5,419 0.9 %(6) (7) (15)
5,509 5,413 5,419 
Lambir Bidco LimitedHealthcareFirst Lien Senior Secured Term LoanEURIBOR + 6.00%, 8.5% Cash12/2112/283,333 3,393 3,113 0.5 %(3) (6) (7) (12)
Second Lien Senior Secured Term Loan12.0% PIK12/2106/291,060 1,085 997 0.2 %(3) (6)
4,393 4,478 4,110 
LeadsOnline, LLCBusiness Equipment & ServicesFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 9.5% Cash02/2202/2810,928 10,761 10,794 1.8 %(6) (7) (9)
RevolverLIBOR + 4.75%, 9.5% Cash02/2202/28— (29)(24)— %(6) (7) (9)
LLC Units (39,370.1 units)N/A02/22N/A39 49 — %(6) (30)
10,928 10,771 10,819 
Learfield Communications, LLCBroadcastingFirst Lien Senior Secured Term Loan3.0% Cash, LIBOR + 10.0% PIK08/2012/236,289 6,273 6,037 1.0 %(9)
First Lien Senior Secured Term LoanLIBOR + 3.25%, 7.6% Cash08/2012/2367 47 50 — %(7) (8)
6,356 6,320 6,087 
Portfolio Company (5)
Industry (29)
Investment Type (1)(2)(30)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
eShipping, LLCTransportation ServicesFirst Lien Senior Secured Term LoanSOFR + 5.00%, 10.5% Cash11/2111/27$6,686 $6,595 $6,686 1.0 %(6) (7) (11)
RevolverSOFR + 5.00%, 10.5% Cash11/2111/27— (14)— — %(6) (7) (11) (28)
6,686 6,581 6,686 
Eurofins Digital Testing International LUX Holding SARLTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 4.50%, 8.5% Cash, 2.8% PIK12/2212/291,055 943 698 0.1 %(3) (6) (7) (9) (28)
First Lien Senior Secured Term LoanSOFR + 4.50%, 9.8% Cash, 2.8% PIK12/2212/29533 520 467 0.1 %(3) (6) (7) (12)
First Lien Senior Secured Term LoanSONIA + 4.50%, 9.5% Cash, 2.8% PIK12/2212/291,595 1,503 1,397 0.2 %(3) (6) (7) (15)
Senior Subordinated Term Loan11.5% PIK12/2212/29421 394 362 0.1 %(3) (6)
3,604 3,360 2,924 
Events Software BidCo Pty LtdTechnologyFirst Lien Senior Secured Term LoanBBSY + 6.50%, 10.8% Cash03/2203/281,748 1,864 1,535 0.2 %(3) (6) (7) (19) (28)
First Lien Senior Secured Term LoanBBSY +6.50%, 10.8% Cash03/2209/2422 21 20 — %(3) (6) (7) (19)
1,770 1,885 1,555 
Express Wash Acquisition Company, LLCConsumer CyclicalFirst Lien Senior Secured Term LoanSOFR + 6.50%, 12.2% Cash07/2207/284,267 4,200 4,216 0.6 % (6) (7) (12)
RevolverSOFR + 6.50%, 12.2% Cash07/2207/2894 91 92 — %(6) (7) (12) (28)
4,361 4,291 4,308 
FaradayHealthcareFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 10.2% Cash01/2301/301,683 1,591 1,632 0.3 %(3) (6) (7) (9) (28)
1,683 1,591 1,632 
Ferrellgas L.P.Oil & Gas Equipment & ServicesOpco Preferred Units (2,886 units)N/A03/21N/A2,799 2,670 0.4 %(6)
2,799 2,670 
Finaxy HoldingBankingFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 10.2% Cash11/2311/304,534 4,278 4,421 0.7 %(3) (6) (7) (9)
Subordinated Term Loan10.3% PIK11/2305/31683 648 670 0.1 %(3) (6)
5,217 4,926 5,091 
Fineline Technologies, Inc.Consumer ServicesFirst Lien Senior Secured Term LoanSOFR + 4.75%, 10.1% Cash02/2102/281,705 1,688 1,704 0.3 %(6) (7) (12)
1,705 1,688 1,704 
FinexvetConsumer CyclicalFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 9.9% Cash03/2203/292,485 2,396 2,426 0.4 %(3) (6) (7) (10)
First Lien Senior Secured Term LoanEURIBOR + 6.25%,9.9% Cash05/2303/291,863 1,779 1,803 0.3 %(3) (6) (7) (10) (28)
4,348 4,175 4,229 
FinThrive Software Intermediate Holdings Inc.Business Equipment & ServicesPreferred Stock (3,188.5 shares)11.0% PIK03/22N/A4,267 2,551 0.4 %(6)
4,267 2,551 
FitzMark Buyer, LLCCargo & TransportationFirst Lien Senior Secured Term LoanSOFR + 4.75%, 10.1% Cash12/2012/262,429 2,403 2,370 0.4 %(6) (7) (11)
2,429 2,403 2,370 
Five Star Holding LLCPackagingSecond Lien Senior Secured Term LoanSOFR + 7.25%, 12.6% Cash05/2205/307,143 7,023 6,993 1.1 %(6) (7) (12)
LLC Units
(504.5 units)
N/A05/22N/A504 446 0.1 %(6) (27)
7,143 7,527 7,439 
Flexential Issuer, LLCInformation TechnologyStructured Secured Note - Class C6.9% Cash11/2111/5110,000 9,289 8,242 1.3 %
10,000 9,289 8,242 
Flywheel Re Segregated Portfolio 2022-4Investment FundsPreferred Stock (1,885,524 units)N/A08/22N/A1,886 2,131 0.3 %(3) (6) (27)
1,886 2,131 
40

Barings Capital Investment Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 20222023
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Industry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Liberty Steel Holdings USA Inc.Industrial
Other
RevolverSOFR + 4.50%, 8.8% Cash04/2204/25$10,000 $9,924 $9,923 1.6 %(6) (7) (14)
10,000 9,924 9,923 
LivTech Purchaser, Inc.Business ServicesFirst Lien Senior Secured Term LoanLIBOR + 5.00%, 9.7% Cash01/2112/253,319 3,292 3,223 0.5 %(6) (7) (9)
3,319 3,292 3,223 
Long Term Care Group, Inc.HealthcareFirst Lien Senior Secured Term LoanLIBOR + 6.00%, 10.3% Cash04/2209/274,861 4,774 4,725 0.8 %(6) (7) (8)
4,861 4,774 4,725 
Marmoutier Holding B.V.Consumer ProductsFirst Lien Senior Secured Term LoanEURIBOR + 6.00%, 8.8% Cash12/2112/24356 330 341 0.1 %(3) (6) (7) (13)
First Lien Senior Secured Term LoanEURIBOR + 6.00%, 8.8% Cash12/2112/281,825 1,889 1,752 0.3 %(3) (6) (7) (13)
RevolverEURIBOR + 5.00%, 7.8% Cash12/2106/2746 42 40 — %(3) (6) (7) (12)
2,227 2,261 2,133 
Marshall Excelsior Co.Capital GoodsFirst Lien Senior Secured Term LoanSOFR + 5.50%, 9.8% Cash02/2202/286,616 6,520 6,525 1.1 %(6) (7) (15)
RevolverPrime + 4.50%, 11.5% Cash02/2202/28749 734 735 0.1 %(6) (7) (28)
7,365 7,254 7,260 
MC Group Ventures CorporationBusiness ServicesFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 9.9% Cash07/2106/274,392 4,313 4,342 0.7 %(6) (7) (8)
Partnership Units (373.3 Units)N/A06/21N/A373 390 0.1 %(6) (30)
4,392 4,686 4,732 
Median B.V.HealthcareFirst Lien Senior Secured Term LoanSONIA + 6.00%, 9.4% Cash02/2210/273,729 4,077 3,100 0.5 %(3) (7) (18)
3,729 4,077 3,100 
Mercell Holding ASTechnologyFirst Lien Senior Secured Term LoanNIBOR + 6.00%, 9.1% Cash08/2208/291,594 1,563 1,551 0.3 %(3) (6) (7) (27)
Class A Units (57.2 units)N/A08/22N/A56 58 — %(3) (6) (30)
Class B Units (14,471.9 units)N/A08/22N/A— — — %(3) (6) (30)
1,594 1,619 1,609 
MNS Buyer, Inc.Construction and BuildingFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 9.9% Cash08/2108/27912 897 835 0.1 %(6) (7) (8)
Partnership Units (76.9 Units)N/A08/21N/A77 54 — %(6) (30)
912 974 889 
Modern Star Holdings Bidco Pty LimitedNon-durable Consumer GoodsFirst Lien Senior Secured Term LoanBBSY + 6.25%, 9.1% Cash12/2012/261,970 2,075 1,925 0.3 %(3) (6) (7) (20)
1,970 2,075 1,925 
Murphy Midco LimitedMedia, Diversified & ProductionFirst Lien Senior Secured Term LoanSONIA + 5.00%, 8.2% Cash11/2011/271,211 1,270 1,189 0.2 %(3) (6) (7) (19)
1,211 1,270 1,189 
Music Reports, Inc.Media & EntertainmentFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 9.8% Cash08/2008/265,031 4,950 4,954 0.8 %(6) (7) (8)
5,031 4,950 4,954 
Napa Bidco Pty LtdHealthcareFirst Lien Senior Secured Term LoanBBSY + 6.00%, 9.6% Cash03/2203/287,076 7,323 6,361 1.1 %(3) (6) (7) (22)
7,076 7,323 6,361 

Portfolio Company (5)
Industry (29)
Investment Type (1)(2)(30)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Footco 40 LimitedMedia & EntertainmentFirst Lien Senior Secured Term LoanSONIA + 6.75%, 11.9% Cash04/2204/29$1,860 $1,847 $1,808 0.3 %(3) (6) (7) (15) (28)
1,860 1,847 1,808 
Fortis Payment Systems, LLCOther FinancialFirst Lien Senior Secured Term LoanSOFR + 5.25%, 10.7% Cash10/2202/262,480 2,443 2,480 0.4 %(6) (7) (12) (28)
2,480 2,443 2,480 
FragilePak LLCTransportation ServicesFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.4% Cash05/2105/277,369 7,243 7,037 1.1 %(6) (7) (12)
Partnership Units (889.3 units)N/A05/21N/A889 599 0.1 %(6) (27)
7,369 8,132 7,636 
FSS Buyer LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.1% Cash08/2108/287,607 7,499 7,573 1.2 %(6) (7) (12)
LP Interest
(1,973.6 units)
N/A08/21N/A20 28 — %(6) (27)
LP Units
(8,677.3 units)
N/A08/21N/A87 122 — %(6) (27)
7,607 7,606 7,723 
GB Eagle Buyer, Inc.Capital GoodsFirst Lien Senior Secured Term LoanSOFR + 6.25%, 11.6% Cash12/2212/2812,455 12,132 12,380 1.9 %(6) (7) (12)
RevolverSOFR + 6.25%, 11.6% Cash12/2212/28— (48)(12)— %(6) (7) (12) (28)
Partnership Units (515 units)N/A12/22N/A515 659 0.1 %(6) (27)
12,455 12,599 13,027 
Global Academic Group LimitedIndustrial OtherFirst Lien Senior Secured Term LoanBBSY + 6.00%, 10.3% Cash07/2207/271,678 1,677 1,652 0.3 %(3) (6) (7) (18)
First Lien Senior Secured Term LoanBKBM + 6.00%, 11.7% Cash07/2207/272,913 2,819 2,864 0.4 %(3) (6) (7) (22) (28)
4,591 4,496 4,516 
Gojo Industries, Inc.Industrial OtherFirst Lien Senior Secured Term Loan
SOFR + 5.00%, 10.4% Cash,
4.5% PIK
10/2310/282,331 2,264 2,261 0.3 %(6) (7) (12)
2,331 2,264 2,261 
GPNZ II GmbHHealthcareFirst Lien Senior Secured Term LoanEURIBOR + 10.00%, 13.8% Cash06/2206/29475 446 265 — %(3) (6) (7) (8)
First Lien Senior Secured Term Loan10.0% PIK06/2206/29124 122 124 — %(3) (6) (28)
Common Stock (5,785 shares)N/A10/23N/A— — — %(3) (6) (27)
599 568 389 
Greenhill II BVTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 5.25%, 9.2% Cash07/2207/29908 815 894 0.1 %(3) (6) (7) (9) (28)
908 815 894 
Groupe GuemasBrokerage, Asset Managers & ExchangesFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 10.1% Cash10/2309/302,574 2,403 2,503 0.4 %(3) (6) (7) (10)
2,574 2,403 2,503 
Groupe Product LifeConsumer Non-cyclicalFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 10.4% Cash10/2210/291,103 1,006 1,059 0.2 %(3) (6) (7) (9)
1,103 1,006 1,059 
Gusto Aus BidCo Pty LtdConsumer Non-cyclicalFirst Lien Senior Secured Term LoanBBSY + 6.50%, 10.9% Cash10/2210/282,279 2,083 2,235 0.3 %(3) (6) (7) (18) (28)
2,279 2,083 2,235 
HeartHealth Bidco Pty LtdHealthcareFirst Lien Senior Secured Term LoanBBSY + 4.75%, 9.4% Cash09/2209/28692 632 674 0.1 %(3) (6) (7) (18) (28)
692 632 674 
Heartland Veterinary Partners, LLCHealthcareSubordinated Term Loan11.0% PIK11/2112/284,462 4,396 3,936 0.6 %(6)
4,462 4,396 3,936 
HEKA InvestTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 10.4% Cash10/2210/295,174 4,478 5,080 0.8 %(3) (6) (7) (9) (28)
5,174 4,478 5,080 
41

Barings Capital Investment Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 20222023
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Industry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Narda Acquisitionco., Inc.Aerospace & DefenseFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 10.2% Cash12/2112/27$2,940 $2,897 $2,658 0.4 %(6) (7) (9)
RevolverLIBOR + 5.50%, 10.2% Cash12/2112/2768 59 — %(6) (7) (9)
Class A Preferred Stock (2,392.9 shares)N/A12/21N/A239 156 — %(6) (30)
Class B Common Stock (265.9 shares)N/A12/21N/A27 — — %(6) (30)
3,008 3,222 2,817 
Navia Benefit Solutions, Inc.Healthcare & PharmaceuticalsFirst Lien Senior Secured Term LoanLIBOR + 5.25%, 9.6% Cash02/2102/279,259 9,152 9,104 1.5 %(6) (7) (8)
First Lien Senior Secured Term LoanSOFR + 5.25%, 9.6% Cash11/2202/275,914 5,769 5,766 1.0 %(6) (7) (14)
15,173 14,921 14,870 
Nexus Underwriting Management LimitedOther FinancialFirst Lien Senior Secured Term LoanSONIA + 5.25%, 7.4% Cash10/2110/282,486 2,715 2,433 0.4 %(3) (6) (7) (19)
RevolverSONIA + 5.25%, 7.4% Cash10/2104/2394 104 94 — %(3) (6) (7) (19)
2,580 2,819 2,527 
Northstar Recycling, LLCEnvironmental IndustriesFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 9.5% Cash10/2109/273,955 3,890 3,908 0.6 %(6) (7) (9)
3,955 3,890 3,908 
Novotech Aus Bidco Pty LtdHealthcareFirst Lien Senior Secured Term LoanBBSY + 5.25%, 8.8% Cash01/2201/283,222 3,386 3,145 0.5 %(3) (6) (7) (22)
First Lien Senior Secured Term LoanSOFR + 5.75%, 9.6% Cash01/2201/283,479 3,392 3,371 0.6 %(3) (6) (7) (16)
6,701 6,778 6,516 
NPM Investments 28 B.V.HealthcareFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 8.5% Cash09/2210/292,143 1,904 2,084 0.3 %(3) (6) (7) (12)
2,143 1,904 2,084 
OA Buyer, Inc.HealthcareFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.1% Cash12/2112/286,583 6,466 6,481 1.1 %(6) (7) (8)
RevolverLIBOR + 5.75%, 10.1% Cash12/2112/28— (23)(21)— %(6) (7) (8)
Partnership Units (210,920.11 units)N/A12/21N/A211 226 — %(6) (30)
6,583 6,654 6,686 
OAC Holdings I CorpAutomotiveFirst Lien Senior Secured Term LoanSOFR + 5.00%, 10.0% Cash03/2203/291,810 1,778 1,783 0.3 %(6) (7) (16)
RevolverSOFR + 5.00%, 10.0% Cash03/2203/28382 370 371 0.1 %(6) (7) (15)
2,192 2,148 2,154 
OG III B.V.Containers & Glass ProductsFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 7.9% Cash06/2106/286,614 7,239 6,475 1.1 %(3) (6) (7) (12)
6,614 7,239 6,475 
Omni Intermediate Holdings, LLCTransportationFirst Lien Senior Secured Term LoanSOFR + 5.00%, 9.7% Cash12/2012/268,294 8,229 8,116 1.3 %(6) (7) (15)
8,294 8,229 8,116 
Oracle Vision Bidco LimitedHealthcareFirst Lien Senior Secured Term LoanSONIA + 4.75%, 7.7% Cash06/2105/281,276 1,461 1,276 0.2 %(3) (6) (7) (19)
1,276 1,461 1,276 
Origin Bidco LimitedTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 7.7% Cash06/2106/28354 395 342 0.1 %(3) (6) (7) (12)
First Lien Senior Secured Term LoanLIBOR + 5.75%, 10.5% Cash06/2106/28597 584 577 0.1 %(3) (6) (7) (9)
951 979 919 

Portfolio Company (5)
Industry (29)
Investment Type (1)(2)(30)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
HemaSource, Inc.HealthcareFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.4% Cash08/2308/29$3,633 $3,546 $3,550 0.5 % (6) (7) (12)
RevolverSOFR + 6.00%, 11.4% Cash08/2308/29192 170 171 — % (6) (7) (12) (28)
Common Stock (50,540 shares)N/A08/23N/A51 51 — %(6) (27)
3,825 3,767 3,772 
Home Care Assistance, LLCHealthcare & PharmaceuticalsFirst Lien Senior Secured Term LoanSOFR + 5.00%, 10.5% Cash03/2103/274,453 4,401 4,070 0.6 %(6) (7) (12)
4,453 4,401 4,070 
HomeX Services Group LLCHome ConstructionFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.9% Cash11/2311/29527 510 510 0.1 %(6) (7) (11) (28)
RevolverSOFR + 5.50%, 10.9% Cash11/2311/29— (3)(3)— %(6) (7) (11) (28)
527 507 507 
Honour Lane Logistics Holdings LimitedTransportation ServicesFirst Lien Senior Secured Term LoanSOFR + 5.00%, 10.5% Cash04/2211/287,083 6,920 6,545 1.0 %(3) (6) (7) (11)
7,083 6,920 6,545 
HTI Technology & IndustriesElectronic Component ManufacturingFirst Lien Senior Secured Term LoanSOFR + 8.50%, 14.0% Cash07/2207/255,711 5,656 5,677 0.9 %(6) (7) (12) (28)
RevolverSOFR + 8.50%, 14.0% Cash07/2207/25— (5)(3)— %(6) (7) (12) (28)
5,711 5,651 5,674 
Hygie 31 HoldingPharmaceuticalsFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 10.4% Cash09/2209/29331 282 326 0.1 %(3) (6) (7) (10)
331 282 326 
IM SquareBanking, Finance, Insurance & Real EstateFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 9.5% Cash05/2104/283,535 3,768 3,472 0.5 %(3) (6) (7) (9)
3,535 3,768 3,472 
Infoblox Inc.TechnologySecond Lien Senior Secured Term LoanSOFR + 7.25%, 12.6% Cash09/2012/282,843 2,833 2,842 0.4 %(7) (13)
2,843 2,833 2,842 
Infoniqa Holdings GmbHTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 4.75%, 8.7% Cash11/2111/282,686 2,695 2,664 0.4 %(3) (6) (7) (10)
2,686 2,695 2,664 
Innovad Group II BVBeverage, Food & TobaccoFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 9.6% Cash04/2104/284,324 4,517 4,099 0.6 %(3) (6) (7) (10) (28)
First Lien Senior Secured Term LoanSARON + 5.75%, 7.5% Cash05/2304/28720 673 684 0.1 %(3) (6) (7) (23)
5,044 5,190 4,783 
INOS 19-090 GmbHAerospace & DefenseFirst Lien Senior Secured Term LoanEURIBOR + 5.37%, 9.3% Cash12/2012/271,155 1,214 1,155 0.2 %(3) (6) (7) (9) (28)
1,155 1,214 1,155 
Interstellar Group B.V.TechnologyFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 9.4% Cash08/2208/291,696 1,587 1,676 0.3 %(3) (6) (7) (9) (28)
1,696 1,587 1,676 
InvoCare LimitedConsumer Cyclical ServicesFirst Lien Senior Secured Term LoanBBSY + 6.25%, 10.7% Cash11/2311/29850 789 820 0.1 %(3) (6) (7) (18) (28)
850 789 820 
Isolstar Holding NV (IPCOM)Trading Companies & DistributorsFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 10.5% Cash10/2210/294,857 4,173 4,778 0.7 %(3) (6) (7) (9) (28)
4,857 4,173 4,778 
ISTO Technologies II, LLCHealthcareFirst Lien Senior Secured Term LoanSOFR + 6.25%, 11.6% Cash10/2310/282,262 2,207 2,205 0.3 % (6) (7) (12)
RevolverSOFR + 6.25%, 11.6% Cash10/2310/28— (6)(6)— % (6) (7) (12) (28)
2,262 2,201 2,199 
42

Barings Capital Investment Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 20222023
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Industry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
OSP Hamilton Purchaser, LLCTechnologyFirst Lien Senior Secured Term LoanLIBOR + 6.00%, 10.2% Cash12/2112/27$2,258 $2,219 $2,190 0.4 %(6) (7) (9)
First Lien Senior Secured Term LoanSOFR + 6.00%, 10.5% Cash12/2212/272,274 2,206 2,206 0.4 %(6) (7) (15)
RevolverLIBOR + 6.00%, 10.2% Cash12/2112/27— (3)(6)— %(6) (7) (9)
LP Units (60,040 units)N/A07/22N/A208 221 — %(6) (30)
4,532 4,630 4,611 
Panoche Energy Center LLCElectricFirst Lien Senior Secured Bond6.9% Cash07/2207/294,924 4,430 4,628 0.8 %(6)
4,924 4,430 4,628 
PDQ.Com CorporationBusiness Equipment & ServicesFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 9.4% Cash08/2108/2712,792 12,606 12,643 2.1 %(6) (7) (9)
Class A-2 Partnership Units (286.4 units)N/A08/21N/A86 124 — %(6) (30)
12,792 12,692 12,767 
Perimeter Master Note Business TrustCredit Card ABSStructured Secured Note - Class A4.7% Cash05/2205/27137 137 124 — %(3) (6)
Structured Secured Note - Class B5.4% Cash05/2205/27137 137 122 — %(3) (6)
Structured Secured Note - Class C5.9% Cash05/2205/27137 137 118 — %(3) (6)
Structured Secured Note - Class D8.5% Cash05/2205/27137 137 119 — %(3) (6)
Structured Secured Note - Class E11.4% Cash05/2205/276,986 6,986 6,143 1.0 %(3) (6)
7,534 7,534 6,626 
Permaconn BidCo Pty LtdTele-
communications
First Lien Senior Secured Term LoanBBSY + 6.00%, 9.1% Cash12/2112/274,884 5,037 4,795 0.8 %(3) (6) (7) (21)
4,884 5,037 4,795 
Polara Enterprises, L.L.C.Capital EquipmentFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 9.6% Cash12/2112/272,100 2,065 2,066 0.3 %(6) (7) (9)
RevolverLIBOR + 4.75%, 9.6% Cash12/2112/27— (4)(4)— %(6) (7) (9)
Partnership Units (3,704.3 units)N/A12/21N/A370 412 0.1 %(6) (30)
2,100 2,431 2,474 
Policy Services Company, LLCProperty & Casualty InsuranceFirst Lien Senior Secured Term LoanLIBOR + 6.00%, 8.8% Cash, 4.0% PIK12/2106/2620,779 20,298 20,299 3.4 %(6) (7) (9)
Warrants - Class A (1.0710 units)N/A12/21N/A— 183 — %(6) (30)
Warrants - Class B (0.3614 units)N/A12/21N/A— 62 — %(6) (30)
Warrants - Class CC (0.0372 units)N/A12/21N/A— — — %(6) (30)
Warrants - Class D (0.1035 units)N/A12/21N/A— 18 — %(6) (30)
20,779 20,298 20,562 
Premium Franchise Brands, LLCResearch & Consulting ServicesFirst Lien Senior Secured Term LoanLIBOR + 6.25%, 9.9% Cash12/2012/2611,815 11,632 11,661 1.9 %(6) (7) (9)
11,815 11,632 11,661 
Premium InvestBrokerage, Asset Managers & ExchangesFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 8.5% Cash06/2106/285,550 6,017 5,550 0.9 %(3) (6) (7) (13)
5,550 6,017 5,550 
Preqin MC LimitedBanking, Finance, Insurance & Real EstateFirst Lien Senior Secured Term LoanLIBOR + 5.25%, 8.6% Cash08/2107/283,147 3,068 3,068 0.5 %(3) (6) (7) (10)
3,147 3,068 3,068 

Portfolio Company (5)
Industry (29)
Investment Type (1)(2)(30)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
ITI Intermodal, Inc.Transportation ServicesFirst Lien Senior Secured Term LoanSOFR + 6.50%, 12.0% Cash12/2112/27$6,434 $6,277 $6,306 1.0 %(6) (7) (12)
RevolverSOFR + 6.50%, 12.0% Cash12/2112/2752 37 34 — %(6) (7) (12) (28)
Common Stock (3,750.4 shares)N/A01/22N/A375 357 0.1 %(6) (27)
6,486 6,689 6,697 
JetBlue 2019-1 Class B Pass Through TrustStructured ProductsStructured Secured Note - Class B8.0% Cash08/2011/271,221 1,221 1,210 0.2 %
1,221 1,221 1,210 
JF Acquisition, LLCAutomotiveFirst Lien Senior Secured Term LoanSOFR + 5.50%, 11.0% Cash05/2107/263,568 3,514 3,390 0.5 %(6) (7) (12)
3,568 3,514 3,390 
Jon Bidco LimitedHealthcareFirst Lien Senior Secured Term LoanBKBM + 4.50%, 10.2% Cash03/2203/272,139 2,286 2,111 0.3 %(3) (6) (7) (22) (28)
2,139 2,286 2,111 
Jones Fish Hatcheries & Distributors LLCConsumer ProductsFirst Lien Senior Secured Term LoanSOFR + 5.50%, 11.0% Cash02/2202/283,481 3,422 3,413 0.5 %(6) (7) (12)
RevolverSOFR + 5.50%, 11.0% Cash02/2202/28— (6)(8)— %(6) (7) (12) (28)
LLC Units
(1,017.9 units)
N/A02/22N/A107 228 — %(6)
3,481 3,523 3,633 
Kano Laboratories LLCChemicals, Plastics & RubberFirst Lien Senior Secured Term LoanSOFR + 5.00%, 10.5% Cash11/2011/264,930 4,839 4,886 0.7 %(6) (7) (12) (28)
Partnership Equity (78.7 units)N/A11/20N/A79 87 — %(6) (27)
4,930 4,918 4,973 
Kid Distro Holdings, LLCMedia & EntertainmentFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.8% Cash10/2110/2718,766 18,513 18,672 2.9 %(6) (7) (12)
LLC Units (850,236.1 units)N/A10/21N/A851 799 0.1 %(6) (27)
18,766 19,364 19,471 
Kona Buyer, LLCHigh Tech IndustriesFirst Lien Senior Secured Term LoanSOFR + 4.75%, 10.1% Cash12/2012/275,286 5,217 5,286 0.8 %(6) (7) (12)
5,286 5,217 5,286 
Lambir Bidco LimitedHealthcareFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 10.4% Cash12/2112/283,622 3,576 3,380 0.5 %(3) (6) (7) (9) (28)
Second Lien Senior Secured Term Loan12.0% PIK12/2106/291,234 1,225 1,123 0.2 %(3) (6)
4,856 4,801 4,503 
LeadsOnline, LLCBusiness Equipment & ServicesFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.2% Cash02/2202/2810,845 10,708 10,737 1.6 %(6) (7) (12)
RevolverSOFR + 5.75%, 11.2% Cash02/2202/28312 289 300 — %(6) (7) (12) (28)
LLC Units
(61,304.0 units)
N/A02/22N/A63 180 — %(6)
11,157 11,060 11,217 
Learfield Communications, LLCBroadcastingFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.9% Cash08/2006/283,925 3,925 3,778 0.6 %(7) (11)
Common Stock (67,185 shares)N/A08/20N/A2,209 2,872 0.4 %(6) (27)
3,925 6,134 6,650 
LivTech Purchaser, Inc.Business ServicesFirst Lien Senior Secured Term LoanSOFR + 5.00%, 10.6% Cash01/2112/253,319 3,303 3,310 0.5 %(6) (7) (12)
3,319 3,303 3,310 
Long Term Care Group, Inc.HealthcareFirst Lien Senior Secured Term LoanSOFR + 1.00%, 6.3% Cash, 6.0% PIK04/2209/274,997 4,926 3,813 0.6 %(6) (7) (11)
4,997 4,926 3,813 
43

Barings Capital Investment Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 20222023
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Industry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
ProfitOptics, LLCTechnologyFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 9.6% Cash03/2203/28$659 $648 $650 0.1 %(6) (7) (10)
RevolverLIBOR + 5.75%, 9.6% Cash03/2203/28— (3)(3)— %(6) (7) (10)
Second Lien Senior Subordinated Term Loan8.0% Cash03/2203/2932 32 30 — %(6)
LLC Units (96,774.2 units)N/A03/22N/A65 69 — %(6) (30)
691 742 746 
Protego Bidco B.V.Aerospace & DefenseFirst Lien Senior Secured Term LoanEURIBOR + 6.00%, 7.7% Cash03/2103/28347 375 326 0.1 %(3) (6) (7) (13)
RevolverEURIBOR + 5.25%, 7.1% Cash03/2103/27724 788 699 0.1 %(3) (6) (7) (13)
1,071 1,163 1,025 
PSP Intermediate 4, LLCTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 5.25%, 7.3% Cash05/2205/29872 825 829 0.1 %(3) (6) (7) (12)
First Lien Senior Secured Term LoanLIBOR + 5.25%, 10.0% Cash05/2205/29866 844 842 0.1 %(3) (6) (7) (9)
1,738 1,669 1,671 
QPE7 SPV1 BidCo Pty LtdConsumer CyclicalFirst Lien Senior Secured Term LoanBBSY + 5.50%, 8.6% Cash09/2109/262,867 3,004 2,792 0.5 %(3) (6) (7) (20)
2,867 3,004 2,792 
Questel UniteBusiness ServicesFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 8.5% Cash12/2012/272,302 2,452 2,155 0.4 %(3) (6) (7) (12)
First Lien Senior Secured Term LoanLIBOR + 6.25%, 11.0% Cash12/2012/27367 363 357 0.1 %(3) (6) (7) (9)
2,669 2,815 2,512 
R1 Holdings, LLCTransportationFirst Lien Senior Secured Term LoanSOFR + 6.25%, 10.8% Cash12/2212/285,152 4,937 4,937 0.8 %(6) (7) (15)
RevolverSOFR + 6.25%, 10.8% Cash12/2212/28236 201 201 — %(6) (7) (15)
5,388 5,138 5,138 
Randys Holdings, Inc.Automobile ManufacturersFirst Lien Senior Secured Term LoanSOFR + 6.50%, 10.6% Cash11/2210/289,928 9,545 9,531 1.6 %(6) (7) (15)
RevolverSOFR + 6.50%, 10.6% Cash11/2210/28220 179 178 — %(6) (7) (15)
Partnership Units (4,000 units)N/A11/22N/A400 400 0.1 %(6) (30)
10,148 10,124 10,109 
Recovery Point Systems, Inc.TechnologyFirst Lien Senior Secured Term LoanLIBOR + 6.50%, 10.3% Cash08/2007/265,007 4,942 4,947 0.8 %(6) (7) (9)
Partnership Equity (81,313 units)N/A03/21N/A81 54 — %(6) (30)
5,007 5,023 5,001 
Renovation Parent Holdings, LLCHome FurnishingsFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 10.1% Cash11/2111/277,622 7,463 7,225 1.2 %(6) (7) (9)
Partnership Equity (394,736.8 units)N/A11/21N/A395 304 — %(6) (30)
7,622 7,858 7,529 
REP SEKO MERGER SUB LLCAir Freight & LogisticsFirst Lien Senior Secured Term LoanEURIBOR + 4.75%, 6.6% Cash12/2012/266,926 7,430 6,839 1.1 %(6) (7) (11)
First Lien Senior Secured Term LoanEURIBOR + 4.75%, 6.6% Cash06/2212/262,070 2,003 2,044 0.3 %(6) (7) (11)
First Lien Senior Secured Term LoanLIBOR + 4.75%, 9.5% Cash12/2012/261,566 1,532 1,542 0.3 %(6) (7) (9)
10,562 10,965 10,425 
Resonetics, LLCHealth Care EquipmentSecond Lien Senior Secured Term LoanLIBOR + 7.00%, 11.7% Cash04/2104/291,859 1,827 1,820 0.3 %(6) (7) (9)
1,859 1,827 1,820 
Portfolio Company (5)
Industry (29)
Investment Type (1)(2)(30)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Marmoutier Holding B.V.Consumer ProductsFirst Lien Senior Secured Term LoanEURIBOR + 6.75%, 3.9% Cash, 6.8% PIK12/2112/28$2,466 $2,437 $1,793 0.3 %(3) (6) (7) (9) (28)
RevolverEURIBOR + 5.75%, 3.9% Cash, 5.8% PIK12/2112/2852 47 — %(3) (6) (7) (9) (28)
2,518 2,484 1,802 
Marshall Excelsior Co.Capital GoodsFirst Lien Senior Secured Term LoanSOFR + 5.50%, 11.0% Cash02/2202/286,533 6,455 6,324 1.0 %(6) (7) (12)
RevolverSOFR + 5.50%, 11.0% Cash02/2202/281,200 1,180 1,157 0.2 %(6) (7) (12) (28)
7,733 7,635 7,481 
MC Group Ventures CorporationBusiness ServicesFirst Lien Senior Secured Term LoanSOFR + 5.50%, 11.0% Cash07/2106/274,368 4,306 4,352 0.7 %(6) (7) (12) (28)
Partnership Units (373.3 Units)N/A06/21N/A373 389 0.1 %(6) (27)
4,368 4,679 4,741 
Median B.V.HealthcareFirst Lien Senior Secured Term LoanSONIA + 6.00%, 11.4% Cash02/2210/273,952 4,098 3,576 0.5 %(3) (7) (16)
3,952 4,098 3,576 
Mercell Holding ASTechnologyFirst Lien Senior Secured Term LoanNIBOR + 5.50%, 10.1% Cash08/2208/291,546 1,568 1,521 0.2 %(3) (6) (7) (24) (28)
Class A Units
(57.2 units)
9.0% PIK08/22N/A56 64 — %(3) (6) (27)
Class B Units (14,471.9 units)N/A08/22N/A— 26 — %(3) (6) (27)
1,546 1,624 1,611 
MNS Buyer, Inc.Construction and BuildingFirst Lien Senior Secured Term LoanSOFR + 5.50%, 11.0% Cash08/2108/27905 893 901 0.1 %(6) (7) (11)
Partnership Units (76.92 Units)N/A08/21N/A77 82 — %(6) (27)
905 970 983 
Modern Star Holdings Bidco Pty LimitedNon-durable Consumer GoodsFirst Lien Senior Secured Term LoanBBSY + 5.50%, 10.3% Cash12/2012/262,154 2,245 2,134 0.3 %(3) (6) (7) (17) (28)
2,154 2,245 2,134 
Moonlight Bidco LimitedHealthcareFirst Lien Senior Secured Term LoanSONIA + 6.25%, 11.6% Cash07/2307/301,894 1,875 1,832 0.3 %(3) (6) (7) (15) (28)
Common Stock (107,714 shares)N/A07/23N/A138 1,380 0.2 %(3) (6) (27)
1,894 2,013 3,212 
Murphy Midco LimitedMedia, Diversified & ProductionFirst Lien Senior Secured Term LoanSONIA + 5.25%, 10.7% Cash11/2011/271,869 1,856 1,869 0.3 %(3) (6) (7) (16)
1,869 1,856 1,869 
Music Reports, Inc.Media & EntertainmentFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.5% Cash08/2008/265,031 4,970 5,003 0.8 %(6) (7) (12)
5,031 4,970 5,003 
Napa Bidco Pty LtdHealthcareFirst Lien Senior Secured Term LoanBBSY + 5.50%, 9.9% Cash03/2203/287,120 7,356 6,870 1.1 %(3) (6) (7) (18)
7,120 7,356 6,870 
Narda Acquisitionco., Inc.Aerospace & DefenseFirst Lien Senior Secured Term LoanSOFR + 5.00%, 10.5% Cash12/2112/272,918 2,883 2,901 0.4 %(6) (7) (12)
RevolverSOFR + 5.00%, 10.5% Cash12/2112/27— (8)(4)— %(6) (7) (12) (28)
Class A
Preferred Stock (2,392.9 shares)
N/A12/21N/A239 279 — %(6) (27)
Class B
Common Stock (265.9 shares)
N/A12/21N/A27 119 — %(6) (27)
2,918 3,141 3,295 
44

Barings Capital Investment Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 20222023
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Industry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Reward Gateway (UK) LtdPrecious Metals & MineralsFirst Lien Senior Secured Term LoanSONIA + 6.25%, 8.4% Cash08/2106/28$6,091 $6,834 $5,992 1.0 %(3) (6) (7) (19)
6,091 6,834 5,992 
Riedel Beheer B.V.Food & BeverageFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 8.5% Cash12/2112/282,213 2,248 2,162 0.4 %(3) (6) (7) (12)
2,213 2,248 2,162 
Royal Buyer, LLCIndustrial OtherFirst Lien Senior Secured Term LoanSOFR + 6.00%, 10.4% Cash08/2208/285,522 5,395 5,404 0.9 %(6) (7) (15)
RevolverSOFR + 6.00%, 10.4% Cash08/2208/28204 187 188 — %(6) (7) (15)
5,726 5,582 5,592 
RPX CorporationResearch & Consulting ServicesFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 9.9% Cash10/2010/2515,012 14,781 14,712 2.4 %(6) (7) (9)
15,012 14,781 14,712 
Safety Products Holdings, LLCNon-durable Consumer GoodsFirst Lien Senior Secured Term LoanLIBOR + 6.00%, 11.2% Cash12/2012/264,827 4,750 4,763 0.8 %(6) (7) (9)
First Lien Senior Secured Term LoanLIBOR + 6.00%, 11.2% Cash12/2009/23143 122 109 — %(6) (7) (9)
Preferred Stock (84.8 shares)N/A12/20N/A85 105 — %(6) (30)
4,970 4,957 4,977 
Sanoptis S.A.R.L.Healthcare & PharmaceuticalsFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 8.2% Cash06/2207/291,001 868 917 0.1 %(3) (6) (7) (13)
First Lien Senior Secured Term LoanSARON + 5.50%, 5.9% Cash06/2207/29417 390 406 0.1 %(3) (6) (7) (26)
1,418 1,258 1,323 
Scaled Agile, Inc.Research & Consulting ServicesFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.2% Cash12/2112/281,735 1,701 1,716 0.3 %(6) (7) (15)
RevolverSOFR + 5.50%, 10.2% Cash12/2112/28— (6)(3)— %(6) (7) (15)
1,735 1,695 1,713 
Scout Bidco B.V.Diversified ManufacturingFirst Lien Senior Secured Term LoanEURIBOR + 6.00%, 8.0% Cash05/2203/293,243 3,143 3,155 0.5 %(3) (6) (7) (12)
RevolverEURIBOR + 6.00%, 8.0% Cash05/2203/29— (12)(10)— %(3) (6) (7) (12)
3,243 3,131 3,145 
Sereni Capital NVConsumer CyclicalFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 8.2% Cash05/2211/28358 331 348 0.1 %(3) (6) (7) (13)
First Lien Senior Secured Term LoanEURIBOR + 5.75%, 8.2% Cash05/2205/29490 479 479 0.1 %(3) (6) (7) (13)
848 810 827 
Serta Simmons Bedding LLCHome FurnishingsSuper Priority Second OutLIBOR + 7.50%, 12.3% Cash09/2008/231,955 1,870 890 0.1 %(7) (9)
1,955 1,870 890 
Shelf Bidco LtdOther FinancialFirst Lien Senior Secured Term LoanSOFR + 6.00%, 10.7% Cash12/2201/3017,400 16,860 16,860 2.8 %(3) (6) (7) (15)
Common Stock (600,000 shares)N/A12/22N/A600 600 0.1 %(3) (6) (30)
17,400 17,460 17,460 
SISU ACQUISITIONCO., INC.Aerospace & DefenseFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 10.2% Cash12/2012/264,900 4,831 4,503 0.7 %(6) (7) (9)
4,900 4,831 4,503 
Smartling, Inc.TechnologyFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.1% Cash11/2110/278,153 7,997 7,966 1.3 %(6) (7) (8)
RevolverLIBOR + 5.75%, 10.1% Cash11/2110/27— (10)(12)— %(6) (7) (9)
8,153 7,987 7,954 

Portfolio Company (5)
Industry (29)
Investment Type (1)(2)(30)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Navia Benefit Solutions, Inc.Healthcare & PharmaceuticalsFirst Lien Senior Secured Term LoanSOFR + 5.00%, 10.4% Cash02/2102/27$9,165 $9,090 $9,004 1.4 %(6) (7) (11)
First Lien Senior Secured Term LoanSOFR + 2.00%, 7.4% Cash, 3.0% PIK11/2202/275,959 5,847 5,855 0.9 %(6) (7) (11)
15,124 14,937 14,859 
NAW Buyer LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.1% Cash09/2309/293,022 2,913 2,919 0.4 %(6) (7) (12) (28)
RevolverSOFR + 5.75%, 11.1% Cash09/2309/2976 67 67 — %(6) (7) (12) (28)
LLC Units
(94,502 units)
N/A09/23N/A95 95 — %(6) (27)
3,098 3,075 3,081 
NeoxCoInternet Software & ServicesFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 10.5% Cash01/2301/302,145 2,041 2,090 0.3 %(3) (6) (7) (10) (28)
2,145 2,041 2,090 
Next Holdco, LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.3% Cash11/2311/30738 724 724 0.1 %(6) (7) (11) (28)
RevolverSOFR + 6.00%, 11.3% Cash11/2311/29— (1)(1)— %(6) (7) (11) (28)
738 723 723 
NF Holdco, LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 6.50%, 11.8%03/2303/294,231 4,116 4,136 0.6 %(6) (7) (12)
RevolverSOFR + 6.50%, 11.8% Cash03/2303/29295 275 278 — %(6) (7) (12) (28)
LLC Units
(426,340 units)
N/A03/23N/A438 422 0.1 %(6) (27)
4,526 4,829 4,836 
Northstar Recycling, LLCEnvironmental IndustriesFirst Lien Senior Secured Term LoanSOFR + 4.75%, 10.1% Cash10/2109/273,915 3,862 3,888 0.6 %(6) (7) (12)
3,915 3,862 3,888 
Novotech Aus Bidco Pty LtdHealthcareFirst Lien Senior Secured Term LoanSOFR + 5.25%, 11.1% Cash01/2201/286,754 6,629 6,695 1.0 %(3) (6) (7) (13) (28)
6,754 6,629 6,695 
NPM Investments 28 B.V.HealthcareFirst Lien Senior Secured Term LoanEURIBOR + 6.00%, 9.9% Cash09/2210/292,219 1,912 2,175 0.3 %(3) (6) (7) (9) (28)
2,219 1,912 2,175 
OA Buyer, Inc.HealthcareFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.9% Cash12/2112/286,519 6,420 6,461 1.0 %(6) (7) (11)
RevolverSOFR + 5.50%, 10.9% Cash12/2112/28— (19)(12)— %(6) (7) (11) (28)
Partnership Units (210,920.11 units)N/A12/21N/A211 276 — %(6) (27)
6,519 6,612 6,725 
OAC Holdings I CorpAutomotiveFirst Lien Senior Secured Term LoanSOFR + 5.00%, 10.5% Cash03/2203/291,788 1,761 1,727 0.3 %(6) (7) (12)
RevolverSOFR + 5.00%, 10.5% Cash03/2203/28— (10)(23)— %(6) (7) (12) (28)
1,788 1,751 1,704 
Ocelot Holdco LLCConstruction MachinerySuper Senior Takeback Loan10.0% Cash10/2310/2796 96 96 — %(6)
Takeback Term Loan10.0% Cash10/2310/27513 513 513 0.1 %(6)
Preferred Stock (42.7 shares)15.0% PIK10/23N/A273 365 0.1 %(6)
Common Stock (32.7 shares)N/A10/23N/A— — — %(6) (27)
609 882 974 
Ocular Therapeutix, Inc.PharmaceuticalsFirst Lien Senior Secured Term LoanSOFR + 6.75%, 12.1% Cash08/2307/291,965 1,909 1,906 0.3 %(3) (6) (7) (11)
1,965 1,909 1,906 
OG III B.V.Containers & Glass ProductsFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 9.7% Cash06/2106/286,844 7,259 6,632 1.0 %(3) (6) (7) (9)
6,844 7,259 6,632 
45

Barings Capital Investment Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 20222023
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Industry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
SN BUYER, LLCHealth Care ServicesFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.0% Cash12/2012/26$4,567 $4,502 $4,494 0.7 %(6) (7) (9)
First Lien Senior Secured Term LoanSOFR + 5.75%, 10.3% Cash11/2212/261,932 1,894 1,893 0.3 %(6) (7) (15)
6,499 6,396 6,387 
Soho Square III Debtco II SARLDiversified Capital MarketsFirst Lien Senior Secured Term Loan9.5% PIK10/2210/273,759 3,451 3,744 0.6 %(3) (6)
3,759 3,451 3,744 
Solo Buyer, L.P.TechnologyFirst Lien Senior Secured Term LoanSOFR + 6.25%, 10.4% Cash12/2212/2913,564 13,228 13,225 2.2 %(6) (7) (15)
RevolverSOFR + 6.25%, 10.4% Cash12/2212/28— (30)(30)— %(6) (7) (15)
Partnership Units (309,839 units)N/A12/22N/A310 310 0.1 %(6) (30)
13,564 13,508 13,505 
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)Other UtilityFirst Lien Senior Secured Term LoanSOFR + 5.00%, 9.6% Cash11/2203/271,674 1,623 1,621 0.3 %(6) (7) (15)
RevolverSOFR + 5.00%, 9.6% Cash11/2203/27— (3)(4)— %(6) (7) (15)
1,674 1,620 1,617 
Spatial Business Systems LLCElectricFirst Lien Senior Secured Term LoanSOFR + 5.50%, 9.7% Cash10/2210/283,047 2,883 2,877 0.5 %(6) (7) (14)
RevolverSOFR + 5.50%, 9.7% Cash10/2210/28— (17)(18)— %(6) (7) (14)
3,047 2,866 2,859 
SSCP Pegasus Midco LimitedHealthcare & PharmaceuticalsFirst Lien Senior Secured Term LoanSONIA + 6.50%, 9.4% Cash12/2011/27461 464 442 0.1 %(3) (6) (7) (18)
461 464 442 
Starnmeer B.V.TechnologyFirst Lien Senior Secured Term LoanLIBOR + 6.30%, 10.7% Cash10/2104/274,640 4,583 4,597 0.8 %(3) (6) (7) (9)
4,640 4,583 4,597 
Superjet Buyer, LLCTechnologyFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.5% Cash12/2112/2716,364 16,082 16,135 2.7 %(6) (7) (9)
RevolverLIBOR + 5.75%, 10.5% Cash12/2112/27— (24)(20)— %(6) (7) (9)
16,364 16,058 16,115 
Syniverse Holdings, Inc.Technology DistributorsSeries A Preferred Equity (7,575,758 units)12.5% PIK05/22N/A7,945 6,515 1.1 %(6)
7,945 6,515 
Syntax Systems LtdTechnologyFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.1% Cash11/2110/284,116 4,076 3,843 0.6 %(3) (6) (7) (8)
RevolverLIBOR + 5.75%, 10.1% Cash11/2110/26398 394 367 0.1 %(3) (6) (7) (8)
4,514 4,470 4,210 
TA SL Cayman Aggregator Corp.TechnologySubordinated Term Loan7.8% PIK07/2107/281,008 993 978 0.2 %(6)
Common Stock (736 shares)N/A07/21N/A23 28 — %(6) (30)
1,008 1,016 1,006 
Tank Holding CorpMetal & Glass ContainersFirst Lien Senior Secured Term LoanSOFR + 5.75%, 10.2% Cash03/2203/287,327 7,179 7,181 1.2 %(6) (7) (14)
RevolverSOFR + 5.75%, 10.2% Cash03/2203/28109 96 96 — %(6) (7) (14)
7,436 7,275 7,277 
Tanqueray Bidco LimitedTechnologyFirst Lien Senior Secured Term LoanSONIA + 6.25%, 8.4% Cash11/2211/291,632 1,486 1,557 0.3 %(3) (6) (7) (18)
1,632 1,486 1,557 

Portfolio Company (5)
Industry (29)
Investment Type (1)(2)(30)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Omni Intermediate Holdings, LLCTransportationFirst Lien Senior Secured Term LoanSOFR + 5.00%, 10.5% Cash12/2012/26$10,669 $10,616 $10,082 1.5 %(6) (7) (12)
10,669 10,616 10,082 
Oracle Vision Bidco LimitedHealthcareFirst Lien Senior Secured Term LoanSONIA + 4.75%, 9.9% Cash06/2105/281,353 1,466 1,353 0.2 %(3) (6) (7) (16)
1,353 1,466 1,353 
Origin Bidco LimitedTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 5.25%, 9.2% Cash06/2106/28327 354 326 0.1 %(3) (6) (7) (9)
First Lien Senior Secured Term LoanSOFR + 5.25%, 10.7% Cash06/2106/28533 523 531 0.1 %(3) (6) (7) (12)
860 877 857 
ORTEC INTERNATIONAL NEWCO B.V.TechnologyFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 9.7% Cash12/2312/301,010 973 985 0.2 %(3) (6) (7) (9)
1,010 973 985 
OSP Hamilton Purchaser, LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.5% Cash12/2112/296,871 6,763 6,733 1.0 %(6) (7) (12)
RevolverSOFR + 6.00%, 11.5% Cash12/2112/29— (6)(6)— %(6) (7) (12) (28)
LP Units
(138,399 units)
N/A07/22N/A138 138 — %(6)
6,871 6,895 6,865 
Panoche Energy Center LLCElectricFirst Lien Senior Secured Bond6.9% Cash07/2207/294,355 3,970 4,224 0.6 %(6)
4,355 3,970 4,224 
Parkview Dental Holdings LLCHealthcareFirst Lien Senior Secured Term LoanSOFR + 8.30%, 13.6% Cash10/2310/29499 485 484 0.1 %(6) (7) (12) (28)
LLC Units
(23,810 units)
N/A10/23N/A238 238 — %(6) (27)
499 723 722 
PDQ.Com CorporationBusiness Equipment & ServicesFirst Lien Senior Secured Term LoanSOFR + 5.21%, 10.7% Cash08/2108/2712,648 12,490 12,648 1.9 %(6) (7) (12)
Class A-2 Partnership Units (86.4 units)N/A08/21N/A86 131 — %(6)
12,648 12,576 12,779 
Perimeter Master Note Business TrustCredit Card ABSStructured Secured Note - Class A4.7% Cash05/2205/27137 137 129 — %(3) (6)
Structured Secured Note - Class B5.4% Cash05/2205/27137 137 131 — %(3) (6)
Structured Secured Note - Class C5.9% Cash05/2205/27137 137 126 — %(3) (6)
Structured Secured Note - Class D8.5% Cash05/2205/27137 137 125 — %(3) (6)
Structured Secured Note - Class E11.4% Cash05/2205/276,986 6,986 6,406 1.0 %(3) (6)
7,534 7,534 6,917 
Permaconn BidCo Pty LtdTele-communicationsFirst Lien Senior Secured Term LoanBBSY + 6.25%, 10.7% Cash12/2107/294,914 4,746 4,823 0.7 %(3) (6) (7) (18)
4,914 4,746 4,823 
Polara Enterprises, L.L.C.Capital EquipmentFirst Lien Senior Secured Term LoanSOFR + 4.75%, 10.2% Cash12/2112/271,909 1,882 1,909 0.3 %(6) (7) (12)
RevolverSOFR + 4.75%, 10.2% Cash12/2112/27— (4)— — %(6) (7) (12) (28)
Partnership Units (3,704.3 units)N/A12/21N/A370 643 0.1 %(6)
1,909 2,248 2,552 
46

Barings Capital Investment Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 20222023
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Industry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Techone B.V.TechnologyFirst Lien Senior Secured Term LoanEURIBOR + 5.50%,7.9% Cash11/2111/28$2,905 $2,984 $2,772 0.5 %(3) (6) (7) (12)
RevolverEURIBOR + 5.50%, 7.9% Cash11/2105/2891 89 84 — %(3) (6) (7) (12)
2,996 3,073 2,856 
Tencarva Machinery Company, LLCCapital EquipmentFirst Lien Senior Secured Term LoanLIBOR + 5.00%, 9.7% Cash12/2112/23588 579 581 0.1 %(6) (7) (9)
First Lien Senior Secured Term LoanLIBOR + 5.00%, 9.7% Cash12/2112/273,620 3,566 3,579 0.6 %(6) (7) (9)
RevolverLIBOR + 5.00%, 9.7% Cash12/2112/27— (11)(9)— %(6) (7) (9)
4,208 4,134 4,151 
Terrybear, Inc.Consumer ProductsSubordinated Term Loan10.0% Cash, 4.0% PIK04/2204/28263 259 259 — %(6)
Partnership Equity (24,358.97 units)N/A04/22N/A239 255 — %(6) (30)
263 498 514 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)Brokerage, Asset Managers & ExchangesFirst Lien Senior Secured Term LoanLIBOR + 4.25%, 9.0% Cash10/2112/27807 750 769 0.1 %(6) (7) (9)
RevolverLIBOR + 4.25%, 9.0% Cash10/2112/27— (12)(9)— %(6) (7) (9)
Subordinated Term LoanLIBOR + 7.75%, 12.7% Cash10/2110/283,297 3,242 3,254 0.5 %(6) (7) (10)
4,104 3,980 4,014 
The Cleaver-Brooks Company, Inc.Industrial EquipmentFirst Lien Senior Secured Term LoanSOFR + 5.75%, 10.1% Cash07/2207/2813,238 12,963 12,990 2.1 %(6) (7) (14)
Subordinated Term Loan11.0% PIK07/2207/292,828 2,768 2,774 0.5 %(6)
16,066 15,731 15,764 
The Octave Music Group, Inc.Media: Diversified & ProductionSecond Lien Senior Secured Term LoanSOFR + 7.50%, 12.1% Cash04/2204/307,569 7,428 7,448 1.2 %(6) (7) (15)
Partnership Equity (409,153.1 units)N/A04/22N/A409 616 0.1 %(6) (30)
7,569 7,837 8,064 
Trader CorporationTechnologyFirst Lien Senior Secured Term LoanCDOR + 6.75%, 11.6% Cash12/2212/292,300 2,225 2,243 0.4 %(3) (6) (7) (23)
RevolverCDOR + 6.75%, 11.6% Cash12/2212/28— (4)(4)— %(3) (6) (7) (23)
2,300 2,221 2,239 
Trident Maritime Systems, Inc.Aerospace & DefenseFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 9.5% Cash02/2102/2716,739 16,544 16,512 2.7 %(6) (7) (9)
16,739 16,544 16,512 
TSM II Luxco 10 SARLChemical & PlasticsSubordinated Term Loan9.3% PIK03/2203/275,719 5,717 5,559 0.9 %(3) (6) (7)
5,719 5,717 5,559 
TSYL Corporate Buyer, Inc.TechnologyFirst Lien Senior Secured Term LoanSOFR + 4.75%, 9.2% Cash12/2212/28637 591 591 0.1 %(6) (7) (15)
RevolverSOFR + 4.75%, 9.2% Cash12/2212/28— (4)(4)— %(6) (7) (15)
Partnership Units (4,673 units)N/A12/22N/A— %(6) (30)
637 592 592 
Turbo Buyer, Inc.Finance CompaniesFirst Lien Senior Secured Term LoanLIBOR + 6.00%, 10.7% Cash11/2112/258,156 8,020 7,901 1.3 %(6) (7) (9)
8,156 8,020 7,901 
Turnberry Solutions, Inc.Consumer CyclicalFirst Lien Senior Secured Term LoanSOFR + 6.25%, 9.2% Cash07/2109/267,937 7,818 7,818 1.3 %(6) (7) (15)
7,937 7,818 7,818 
Portfolio Company (5)
Industry (29)
Investment Type (1)(2)(30)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Policy Services Company, LLCProperty & Casualty InsuranceFirst Lien Senior Secured Term Loan
SOFR + 6.00%, 11.6% Cash,
4.0% PIK
12/2106/26$21,494 $21,138 $21,140 3.2 %(6) (7) (12)
Warrants - Class A (1.0710 units)N/A12/21N/A— 543 0.1 %(6) (27)
Warrants - Class B (0.3614 units)N/A12/21N/A— 183 — %(6) (27)
Warrants - Class CC (0.0372 units)N/A12/21N/A— — — %(6) (27)
Warrants - Class D (0.1035 units)N/A12/21N/A— 52 — %(6) (27)
21,494 21,138 21,918 
Premium Franchise Brands, LLCResearch & Consulting ServicesFirst Lien Senior Secured Term LoanSOFR + 6.75%, 12.5% Cash12/2012/2611,695 11,555 11,620 1.8 %(6) (7) (12)
11,695 11,555 11,620 
Premium InvestBrokerage, Asset Managers & ExchangesFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 10.5% Cash06/2112/302,334 2,139 2,258 0.3 %(3) (6) (7) (10) (28)
2,334 2,139 2,258 
Preqin MC LimitedBanking, Finance, Insurance & Real EstateFirst Lien Senior Secured Term LoanSOFR + 5.25%, 11.0% Cash08/2107/283,147 3,080 3,135 0.5 %(3) (6) (7) (13)
3,147 3,080 3,135 
Process Insights Acquisition, Inc.ElectronicsFirst Lien Senior Secured Term LoanSOFR + 6.25%, 11.6% Cash07/2307/293,554 3,458 3,529 0.5 %(6) (7) (12) (28)
RevolverSOFR + 6.25%, 11.6% Cash07/2307/29— (16)(4)— %(6) (7) (12) (28)
Common Stock
(188 shares)
N/A07/23N/A188 227 — %(6) (27)
3,554 3,630 3,752 
ProfitOptics, LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.5% Cash03/2203/28654 644 654 0.1 %(6) (7) (13)
RevolverSOFR + 5.75%, 11.5% Cash03/2203/28110 107 110 — %(6) (7) (13) (28)
Senior Subordinated Term Loan8.0% Cash03/2203/2932 32 29 — %(6)
LLC Units
(96,774.2 units)
N/A03/22N/A65 88 — %(6) (27)
796 848 881 
Protego Bidco B.V.Aerospace & DefenseFirst Lien Senior Secured Term LoanEURIBOR + 6.75%, 10.8% Cash03/2103/28403 419 394 0.1 %(3) (6) (7) (10) (28)
RevolverEURIBOR + 6.50%, 10.5% Cash03/2103/27749 791 731 0.1 %(3) (6) (7) (10)
1,152 1,210 1,125 
PSP Intermediate 4, LLCTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 6.00%, 9.9% Cash05/2205/29902 842 820 0.1 %(3) (6) (7) (8) (28)
First Lien Senior Secured Term LoanSOFR + 6.00%, 11.4% Cash05/2205/291,411 1,391 1,305 0.2 %(3) (6) (7) (11)
2,313 2,233 2,125 
QPE7 SPV1 BidCo Pty LtdConsumer CyclicalFirst Lien Senior Secured Term LoanBBSY + 4.50%, 8.8% Cash09/2109/262,885 3,011 2,838 0.4 %(3) (6) (7) (17)
2,885 3,011 2,838 
Qualified Industries, LLCConsumer CyclicalFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.2% Cash03/2303/29603 586 592 0.1 %(6) (7) (12)
RevolverSOFR + 5.75%, 11.2% Cash03/2303/29— (6)(2)— %(6) (7) (12) (28)
Preferred Stock
(148 shares)
10.0% PIK03/23N/A143 159 — %(6) (27)
Common Stock (303,030 shares)N/A03/23N/A64 — %(6) (27)
603 726 813 
Questel UniteBusiness ServicesFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 10.2% Cash12/2012/272,387 2,473 2,204 0.3 %(3) (6) (7) (9) (28)
First Lien Senior Secured Term LoanSOFR + 6.25%, 11.7% Cash12/2012/27370 366 357 0.1 %(3) (6) (7) (12)
2,757 2,839 2,561 
47

Barings Capital Investment Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 20222023
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Industry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
UKFast Leaders LimitedTechnologyFirst Lien Senior Secured Term LoanSONIA + 7.25%, 10.8% Cash09/2009/27$1,003 $1,049 $887 0.1 %(3) (6) (7) (18)
1,003 1,049 887 
Union Bidco LimitedHealthcareFirst Lien Senior Secured Term LoanSONIA + 5.75%, 9.2% Cash06/2206/29882 870 847 0.1 %(3) (6) (7) (18)
882 870 847 
United Therapy Holding III GmbHHealthcareFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 8.3% Cash04/2203/291,230 1,184 1,180 0.2 %(3) (6) (7) (13)
1,230 1,184 1,180 
Utac CeramBusiness ServicesFirst Lien Senior Secured Term LoanEURIBOR + 6.00%, 8.2% Cash09/2009/27747 825 740 0.1 %(3) (6) (7) (12)
First Lien Senior Secured Term LoanLIBOR + 5.25%, 8.9% Cash02/2109/27364 364 360 0.1 %(3) (6) (7) (9)
1,111 1,189 1,100 
Victoria Bidco LimitedIndustrial MachineryFirst Lien Senior Secured Term LoanSONIA + 6.50%, 7.7% Cash03/2201/297,041 7,694 6,844 1.1 %(3) (6) (7) (19)
First Lien Senior Secured Term LoanSONIA + 6.50%, 8.7% Cash03/2201/29722 709 702 0.1 %(3) (6) (7) (18)
7,763 8,403 7,546 
VistaJet Pass Through Trust 2021-1BAirlinesStructured Secured Note - Class B6.3% Cash11/212/299,286 9,286 7,584 1.3 %(6)
9,286 9,286 7,584 
Vital Buyer, LLCTechnologyFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 10.2% Cash06/2106/2812,485 12,281 12,485 2.1 %(6) (7) (9)
Partnership Units (16,442.9 units)N/A06/21N/A164 293 — %(6) (30)
12,485 12,445 12,778 
W2O Holdings, Inc.Healthcare TechnologyFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 9.5% Cash10/2006/251,348 1,334 1,335 0.2 %(6) (7) (9)
1,348 1,334 1,335 
Wheels Up Experience IncTransportation ServicesFirst Lien Senior Secured Term Loan12.0% Cash10/2204/319,000 8,648 8,768 1.5 %(6)
9,000 8,648 8,768 
Willis Engine Structured Trust VIStructured FinanceStructured Secured Note - Series 2021-1 Class C7.4% Cash05/2105/462,163 2,163 1,767 0.3 %
2,163 2,163 1,767 
Woodland Foods, LLCFood & BeverageFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.5% Cash12/2112/273,336 3,279 2,992 0.5 %(6) (7) (9)
RevolverLIBOR + 5.75%, 10.5% Cash12/2112/27835 817 727 0.1 %(6) (7) (9)
Common Stock (777.3 shares)N/A12/21N/A777 473 0.1 %(6) (30)
4,171 4,873 4,192 
WWEC Holdings III CorpCapital GoodsFirst Lien Senior Secured Term LoanSOFR + 6.00%, 10.6% Cash10/2209/285,390 5,233 5,226 0.9 %(6) (7) (15)
RevolverSOFR + 6.00%, 10.6% Cash10/2209/28419 397 396 0.1 %(6) (15)
5,809 5,630 5,622 
Xeinadin Bidco LimitedFinancial OtherFirst Lien Senior Secured Term LoanSONIA + 5.25%, 8.2% Cash05/2205/295,365 5,339 5,188 0.9 %(3) (6) (7) (18)
Subordinated Term Loan11.0% PIK05/2205/291,895 1,889 1,844 0.3 %(3) (6)
Common Stock (177,141 shares)N/A05/22N/A226 220 — %(3) (6) (30)
7,260 7,454 7,252 
Portfolio Company (5)
Industry (29)
Investment Type (1)(2)(30)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
R1 Holdings, LLCTransportationFirst Lien Senior Secured Term LoanSOFR + 6.25%, 11.6% Cash12/2212/28$5,569 $5,383 $5,426 0.8 %(6) (7) (13) (28)
RevolverSOFR + 6.25%, 11.6% Cash12/2212/2863 33 40 — %(6) (7) (13) (28)
5,632 5,416 5,466 
Randys Holdings, Inc.Automobile ManufacturersFirst Lien Senior Secured Term LoanSOFR + 6.50%, 11.9% Cash11/2211/289,841 9,547 9,601 1.5 %(6) (7) (12) (28)
RevolverSOFR + 6.50%, 11.9% Cash11/2211/28404 370 379 0.1 %(6) (7) (12) (28)
Partnership Units (4,000 units)N/A11/22N/A400 427 0.1 %(6) (27)
10,245 10,317 10,407 
Recovery Point Systems, Inc.TechnologyFirst Lien Senior Secured Term LoanSOFR + 6.50%, 11.4% Cash08/2007/264,969 4,920 4,969 0.8 %(6) (7) (12)
Partnership Equity (81,313 units)N/A03/21N/A81 45 — %(6) (27)
4,969 5,001 5,014 
Renovation Parent Holdings, LLCHome FurnishingsFirst Lien Senior Secured Term LoanSOFR + 5.50%, 11.0% Cash11/2111/277,545 7,416 6,609 1.0 %(6) (7) (12)
Partnership Equity (394,736.8 units)N/A11/21N/A395 134 — %(6) (27)
7,545 7,811 6,743 
REP SEKO MERGER SUB LLCAir Freight & LogisticsFirst Lien Senior Secured Term LoanEURIBOR + 5.00%, 8.9% Cash12/2012/267,096 7,374 6,883 1.1 %(6) (7) (9)
First Lien Senior Secured Term LoanEURIBOR + 5.00%, 8.9% Cash06/2212/262,121 1,991 2,058 0.3 %(6) (7) (9)
First Lien Senior Secured Term LoanSOFR + 5.00%, 10.4% Cash12/2012/261,911 1,885 1,854 0.3 %(6) (7) (12)
11,128 11,250 10,795 
Resonetics, LLCHealth Care EquipmentSecond Lien Senior Secured Term LoanSOFR + 7.00%, 12.6% Cash04/2104/291,859 1,831 1,850 0.3 %(6) (7) (12)
1,859 1,831 1,850 
Riedel Beheer B.V.Food & BeverageFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 10.2% Cash12/2112/282,291 2,256 2,078 0.3 %(3) (6) (7) (9)
2,291 2,256 2,078 
Rock Labor LLCMedia: Diversified & ProductionFirst Lien Senior Secured Term LoanSOFR + 7.50%, 12.9% Cash09/2309/293,741 3,632 3,638 0.6 % (6) (7) (11)
RevolverSOFR + 7.50%, 12.9% Cash09/2309/29 (17)(17) % (6) (7) (11) (28)
LLC Units
(132,475 units)
N/A09/23N/A709 869 0.1 %(6) (27)
3,741 4,324 4,490 
Royal Buyer, LLCIndustrial OtherFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.9% Cash08/2208/24642 625 630 0.1 %(6) (7) (12) (28)
First Lien Senior Secured Term LoanSOFR + 5.50%, 10.9% Cash08/2208/285,467 5,377 5,406 0.8 %(6) (7) (12)
RevolverSOFR + 5.50%, 10.9% Cash08/2208/28204 190 194 — %(6) (7) (12) (28)
6,313 6,192 6,230 
RPX CorporationResearch & Consulting ServicesFirst Lien Senior Secured Term LoanSOFR + 5.50%, 11.0% Cash10/2010/258,903 8,815 8,853 1.4 %(6) (7) (12)
8,903 8,815 8,853 
Safety Products Holdings, LLCNon-durable Consumer GoodsFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.5% Cash12/2012/265,567 5,509 5,444 0.8 %(6) (7) (12)
Preferred Stock
(86.3 shares)
N/A12/20N/A87 107 — %(6) (27)
5,567 5,596 5,551 
Sanoptis S.A.R.L.Healthcare & PharmaceuticalsFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 9.4% Cash06/2207/292,482 2,308 2,392 0.4 %(3) (6) (7) (9) (28)
First Lien Senior Secured Term LoanSARON + 5.50%, 7.2% Cash06/2207/291,208 1,096 1,167 0.2 %(3) (6) (7) (23)
3,690 3,404 3,559 
48

Barings Capital Investment Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 20222023
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Industry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
ZB Holdco LLCFood & BeverageFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 9.5% Cash02/2202/28$1,342 $1,311 $1,314 0.2 %(6) (7) (9)
RevolverLIBOR + 4.75%, 9.5% Cash02/2202/28— (7)(6)— %(6) (7) (9)
LLC Units (76.3 unitsN/A02/2202/2876 95 — %(6) (30)
1,342 1,380 1,403 
Zeppelin Bidco LimitedServices: BusinessFirst Lien Senior Secured Term LoanSONIA + 6.25%, 9.2% Cash03/2203/292,910 3,074 2,581 0.4 %(3) (6) (7) (17)
2,910 3,074 2,581 
Subtotal Non–Control / Non–Affiliate Investments (185.1%)1,118,748 1,154,788 1,114,337 
Affiliate Investments: (4)
Banff Partners LPInvestment Funds & Vehicles10% Partnership InterestN/A03/21N/A14,646 14,730 2.4 %(3)
14,646 14,730 
Eclipse Business Capital, LLCBanking, Finance, Insurance & Real EstateSecond Lien Senior Secured Term Loan7.5% Cash07/2107/282,246 2,227 2,246 0.4 %(6)
RevolverLIBOR + 7.25%07/2107/282,605 2,552 2,605 0.4 %(6) (8)
LLC Units (44,197,541 units)N/A07/21N/A46,065 66,738 11.1 %(6)
4,851 50,844 71,589 
Thompson Rivers LLCInvestment Funds & Vehicles6.6% Member InterestN/A06/20N/A18,769 12,537 2.1 %
18,769 12,537 
Waccamaw River LLCInvestment Funds & Vehicles20% Member InterestN/A02/21N/A22,556 20,212 3.4 %(3)
22,556 20,212 
Subtotal Affiliate Investments (19.8%)4,851 106,815 119,068 
Total Investments, December 31, 2022 (204.9%)*$1,123,599 $1,261,603 $1,233,405 
Portfolio Company (5)
Industry (29)
Investment Type (1)(2)(30)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
SBP Holdings LPIndustrial OtherFirst Lien Senior Secured Term LoanSOFR + 6.75%, 12.1% Cash03/2303/28$6,846 $6,634 $6,721 1.0 %(6) (7) (12) (28)
RevolverSOFR + 6.75%, 12.1% Cash03/2303/28— (16)(10)— %(6) (7) (12) (28)
6,846 6,618 6,711 
Scaled Agile, Inc.Research & Consulting ServicesFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.9% Cash12/2112/281,802 1,776 1,759 0.3 %(6) (7) (12)
RevolverSOFR + 5.50%, 10.9% Cash12/2112/2856 52 48 — %(6) (7) (12) (28)
1,858 1,828 1,807 
Scout Bidco B.V.Diversified ManufacturingFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 9.7% Cash05/2205/294,013 3,810 3,957 0.6 %(3) (6) (7) (9)
First Lien Senior Secured Term LoanSOFR + 5.75%, 11.1% Cash05/2205/29508 508 501 0.1 %(3) (6) (7) (12)
RevolverEURIBOR + 5.75%, 9.7% Cash05/2205/29212 202 205 — %(3) (6) (7) (9) (28)
4,733 4,520 4,663 
Sereni Capital NVConsumer CyclicalFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 10.3% Cash05/2205/292,616 2,480 2,522 0.4 %(3) (6) (7) (10)
2,616 2,480 2,522 
Serta Simmons Bedding LLCHome FurnishingsCommon Stock (59,747 shares)N/A06/23N/A893 433 0.1 %(6) (27)
893 433 
Shelf Bidco LtdOther FinancialFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.7% Cash12/2201/3017,357 16,873 17,009 2.6 %(3) (6) (7) (12)
Common Stock (600,000 shares)N/A12/22N/A600 774 0.1 %(3) (6) (27)
17,357 17,473 17,783 
Sinari InvestTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 6.00%, 9.9% Cash07/2307/301,880 1,804 1,822 0.3 %(3) (6) (7) (10) (28)
1,880 1,804 1,822 
SISU ACQUISITIONCO., INC.Aerospace & DefenseFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.1% Cash12/2012/264,850 4,791 4,572 0.7 %(6) (7) (11) (28)
4,850 4,791 4,572 
Smartling, Inc.TechnologyFirst Lien Senior Secured Term LoanSOFR + 4.50%, 9.9% Cash11/2111/279,262 9,134 9,169 1.4 %(6) (7) (11)
RevolverSOFR + 4.50%, 9.9% Cash11/2111/27— (8)(6)— %(6) (7) (11) (28)
9,262 9,126 9,163 
SmartShift Group, Inc.TechnologyFirst Lien Senior Secured Term LoanSOFR + 6.25%, 11.6% Cash09/2309/296,422 6,222 6,222 1.0 %(6) (7) (12) (28)
RevolverSOFR + 6.25%, 11.6% Cash09/2309/29— (26)(25)— %(6) (7) (12) (28)
Common Stock
(183 shares)
N/A09/23N/A183 192 — %(6) (27)
6,422 6,379 6,389 
SN BUYER, LLCHealth Care ServicesFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.2% Cash12/2012/264,400 4,352 4,346 0.7 %(6) (7) (12)
First Lien Senior Secured Term LoanSOFR + 5.75%, 11.2% Cash11/2212/261,880 1,852 1,857 0.3 %(6) (7) (12)
6,280 6,204 6,203 
Soho Square III Debtco II SARLDiversified Capital MarketsFirst Lien Senior Secured Term Loan9.5% PIK10/2210/275,461 5,094 5,450 0.8 %(3) (6)
5,461 5,094 5,450 
Solo Buyer, L.P.TechnologyFirst Lien Senior Secured Term LoanSOFR + 6.25%, 11.7% Cash12/2212/2913,496 13,195 13,159 2.0 %(6) (7) (12)
RevolverSOFR + 6.25%, 11.7% Cash12/2212/28399 374 369 0.1 %(6) (7) (12) (28)
Partnership Units (309,839 units)N/A12/22N/A310 229 — %(6) (27)
13,895 13,879 13,757 
49

Barings Capital Investment Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 20222023
(Amounts in thousands, except share amounts)
Foreign Currency Forward Contracts:
DescriptionNotional Amount to be PurchasedNotional Amount to be SoldCounterpartySettlement DateUnrealized Appreciation (Depreciation)
Foreign currency forward contract (AUD)A$39,294$26,337BNP Paribas SA01/09/23$408 
Foreign currency forward contract (AUD)A$2,000$1,374HSBC Bank USA01/09/23(12)
Foreign currency forward contract (AUD)$26,835A$41,294HSBC Bank USA01/09/23(1,272)
Foreign currency forward contract (AUD)$26,797A$39,836BNP Paribas SA04/11/23(420)
Foreign currency forward contract (CAD)C$6,033$4,435HSBC Bank USA01/09/2323 
Foreign currency forward contract (CAD)$4,428C$6,033HSBC Bank USA01/09/23(29)
Foreign currency forward contract (CAD)$4,301C$5,844HSBC Bank USA04/11/23(22)
Foreign currency forward contract (DKK)3,720kr.$531Fifth Third Bank01/09/23
Foreign currency forward contract (DKK)$4943,720kr.HSBC Bank USA01/09/23(42)
Foreign currency forward contract (DKK)$5423,770kr.Fifth Third Bank04/11/23(4)
Foreign currency forward contract (EUR)€83,782$88,963BNP Paribas SA01/09/23711 
Foreign currency forward contract (EUR)$82,670€83,782HSBC Bank USA01/09/23(7,005)
Foreign currency forward contract (EUR)$91,411€85,552BNP Paribas SA04/11/23(734)
Foreign currency forward contract (GBP)£19,224$23,352HSBC Bank USA01/09/23(132)
Foreign currency forward contract (GBP)$21,343£19,224HSBC Bank USA01/09/23(1,878)
Foreign currency forward contract (GBP)$19,375£16,013HSBC Bank USA04/11/23(9)
Foreign currency forward contract (NZD)NZ$9,080$5,707Fifth Third Bank01/09/2353 
Foreign currency forward contract (NZD)NZ$3,000$1,936HSBC Bank USA01/09/23(33)
Foreign currency forward contract (NZD)$6,701NZ$11,738BNP Paribas SA01/09/23(745)
Foreign currency forward contract (NZD)$213NZ$342HSBC Bank USA01/09/23(4)
Foreign currency forward contract (NZD)$5,747NZ$9,139Fifth Third Bank04/11/23(54)
Foreign currency forward contract (NOK)kr19,278$1,960Fifth Third Bank01/09/23— 
Foreign currency forward contract (NOK)$1,767kr18,890BNP Paribas SA01/09/23(153)
Foreign currency forward contract (NOK)$39kr388HSBC Bank USA01/09/23— 
Foreign currency forward contract (NOK)$1,970kr19,301Fifth Third Bank04/11/23— 
Foreign currency forward contract (NOK)$74kr725HSBC Bank USA04/11/23— 
Foreign currency forward contract (CHF)1,423Fr.$1,537HSBC Bank USA01/09/23
Foreign currency forward contract (CHF)$1,2621,223Fr.BNP Paribas SA01/09/23(62)
Foreign currency forward contract (CHF)$206200Fr.HSBC Bank USA01/09/23(10)
Foreign currency forward contract (CHF)$1,5521,422Fr.HSBC Bank USA04/11/23(2)
Total Foreign Currency Forward Contracts, December 31, 2022$(11,420)
Portfolio Company (5)
Industry (29)
Investment Type (1)(2)(30)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)Other UtilityFirst Lien Senior Secured Term LoanSOFR + 5.00%, 10.3% Cash11/2203/27$1,921 $1,880 $1,858 0.3 %(6) (7) (12) (28)
RevolverSOFR + 5.00%, 10.3% Cash11/2203/2766 64 62 — %(6) (7) (12) (28)
1,987 1,944 1,920 
Spatial Business Systems LLCElectricFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.9% Cash10/2210/285,829 5,692 5,731 0.9 %(6) (7) (11) (28)
RevolverSOFR + 5.50%, 10.9% Cash10/2210/28— (14)(10)— %(6) (7) (11) (28)
5,829 5,678 5,721 
SSCP Pegasus Midco LimitedHealthcare & PharmaceuticalsFirst Lien Senior Secured Term LoanSONIA + 6.00%, 11.3% Cash12/2011/27786 769 786 0.1 %(3) (6) (7) (15) (28)
786 769 786 
SSCP Spring Bidco 3 LimitedHealthcareFirst Lien Senior Secured Term LoanSONIA + 6.50%, 11.7% Cash11/2311/30976 932 947 0.1 %(3) (6) (7) (16)
976 932 947 
Starnmeer B.V.TechnologyFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.5% Cash10/2104/274,640 4,594 4,621 0.7 %(3) (6) (7) (13)
4,640 4,594 4,621 
Superjet Buyer, LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.9% Cash12/2112/2716,199 15,967 16,091 2.5 %(6) (7) (12)
RevolverSOFR + 5.50%, 10.9% Cash12/2112/27365 345 355 0.1 %(6) (7) (12) (28)
16,564 16,312 16,446 
Syniverse Holdings, Inc.Technology Distributors
Series A Preferred Equity
(7,575,758 units)
12.5% PIK05/22N/A8,989 8,788 1.3 %(6)
8,989 8,788 
Syntax Systems LtdTechnologyFirst Lien Senior Secured Term LoanSOFR + 5.50%, 11.0% Cash11/2110/284,074 4,045 4,074 0.6 %(3) (6) (7) (11)
RevolverSOFR + 5.50%, 11.0% Cash11/2110/28366 363 366 0.1 %(3) (6) (7) (11) (28)
4,440 4,408 4,440 
TA SL Cayman Aggregator Corp.TechnologySubordinated Term Loan7.8% PIK07/2107/281,134 1,122 1,110 0.2 %(6)
Common Stock
(736 shares)
N/A07/21N/A23 34 — %(6) (27)
1,134 1,145 1,144 
Tank Holding CorpMetal & Glass ContainersFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.2% Cash03/2203/287,253 7,130 7,174 1.1 %(6) (7) (11)
First Lien Senior Secured Term LoanSOFR + 6.00%, 11.5% Cash05/2303/281,639 1,584 1,620 0.2 %(6) (7) (11) (28)
RevolverSOFR + 5.75%, 11.2% Cash03/2203/28175 164 167 — %(6) (7) (11) (28)
9,067 8,878 8,961 
Tanqueray Bidco LimitedTechnologyFirst Lien Senior Secured Term LoanSONIA + 5.50%, 10.7% Cash11/2211/291,730 1,502 1,730 0.3 %(3) (6) (7) (15) (28)
1,730 1,502 1,730 
Team Air Distributing, LLCConsumer CyclicalSubordinated Term Loan12.0% Cash05/2305/28600 589 590 0.1 %(6)
Partnership Equity (400,000 units)N/A05/23N/A400 420 0.1 %(6) (27)
600 989 1,010 
Techone B.V.TechnologyFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 9.3% Cash11/2111/283,007 2,994 2,955 0.5 %(3) (6) (7) (9)
RevolverEURIBOR + 5.50%, 9.3% Cash11/2105/2863 57 60 — %(3) (6) (7) (9) (28)
3,070 3,051 3,015 
Tencarva Machinery Company, LLCCapital EquipmentFirst Lien Senior Secured Term LoanSOFR + 5.00%, 10.6% Cash12/2112/274,175 4,124 4,151 0.6 %(6) (7) (12)
RevolverSOFR + 5.00%, 10.6% Cash12/2112/27— (9)(4)— %(6) (7) (12) (28)
4,175 4,115 4,147 
50

Barings Capital Investment Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 2023
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Industry (29)
Investment Type (1)(2)(30)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Terrybear, Inc.Consumer ProductsSubordinated Term Loan10.0% Cash, 4.0% PIK04/2204/28$274 $270 $260 — %(6)
Partnership Equity (24,358.97 units)N/A04/22N/A239 115 — %(6) (27)
274 509 375 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)Brokerage, Asset Managers & ExchangesFirst Lien Senior Secured Term LoanSOFR + 4.25%, 9.6% Cash10/2112/27799 766 799 0.1 %(6) (7) (12) (28)
RevolverSOFR + 4.25%, 9.6% Cash10/2112/27— (9)— — %(6) (7) (12) (28)
Subordinated Term LoanSOFR + 7.75%, 13.2% Cash10/2112/273,464 3,416 3,445 0.5 %(6) (7) (13)
4,263 4,173 4,244 
The Cleaver-Brooks Company, Inc.Capital EquipmentFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.1% Cash07/2207/2812,065 11,871 12,065 1.9 %(6) (7) (11)
RevolverSOFR + 5.75%, 11.1% Cash07/2207/28— (25)— — %(6) (7) (11) (28)
Subordinated Term Loan12.5% PIK07/2207/292,470 2,431 2,441 0.4 %(6)
14,535 14,277 14,506 
The Octave Music Group, Inc.Media: Diversified & ProductionSecond Lien Senior Secured Term LoanSOFR + 7.50%, 12.8% Cash04/2204/302,585 2,542 2,563 0.4 %(6) (7) (12)
Partnership Equity (409,153.1 units)N/A04/22N/A409 1,301 0.2 %(6) (27)
2,585 2,951 3,864 
Trader CorporationTechnologyFirst Lien Senior Secured Term LoanCDOR + 6.75%, 12.2% Cash12/2212/292,346 2,214 2,309 0.4 %(3) (6) (7) (20)
RevolverCDOR + 6.75%, 12.2% Cash12/2212/28— (4)(3)— %(3) (6) (7) (20) (28)
2,346 2,210 2,306 
Trident Maritime Systems, Inc.Aerospace & DefenseFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.9% Cash02/2102/2717,714 17,553 17,315 2.7 %(6) (7) (12)
17,714 17,553 17,315 
Trintech, Inc.TechnologyFirst Lien Senior Secured Term LoanSOFR + 6.50%, 11.9% Cash07/2307/294,643 4,511 4,527 0.7 %(6) (7) (11)
RevolverSOFR +6.50%, 11.9% Cash07/2307/29102 92 93 — %(6) (7) (11) (28)
4,745 4,603 4,620 
TSYL Corporate Buyer, Inc.TechnologyFirst Lien Senior Secured Term LoanSOFR + 4.75%, 10.1% Cash12/2212/28844 805 810 0.1 %(6) (7) (12) (28)
RevolverSOFR + 4.75%, 10.1% Cash12/2212/28— (3)(3)— %(6) (7) (12) (28)
Partnership Units (4,673 units)N/A12/22N/A— %(6) (27)
844 807 816 
Turbo Buyer, Inc.Finance CompaniesFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.5% Cash11/2112/258,074 7,982 7,784 1.2 %(6) (7) (12) (28)
8,074 7,982 7,784 
Turnberry Solutions, Inc.Consumer CyclicalFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.4% Cash07/2109/267,877 7,789 7,815 1.2 %(6) (7) (12)
7,877 7,789 7,815 
UBC Ledgers Holding ABFinancial OtherFirst Lien Senior Secured Term LoanSTIBOR + 5.25%, 9.3% Cash12/2312/301,590 1,467 1,529 0.2 %(3) (6) (7) (25) (28)
RevolverSTIBOR + 5.25%, 9.3% Cash12/2306/24— — — — %(3) (6) (7) (25) (28)
1,590 1,467 1,529 
UKFast Leaders LimitedTechnologyFirst Lien Senior Secured Term LoanSONIA + 4.50%, 4.5% Cash, 3.4% PIK09/2009/271,102 1,092 995 0.2 %(3) (6) (7) (15)
1,102 1,092 995 
Union Bidco LimitedHealthcareFirst Lien Senior Secured Term LoanSONIA + 6.00%, 11.4% Cash06/2206/29934 873 877 0.1 %(3) (6) (7) (15) (28)
934 873 877 
United Therapy Holding III GmbHHealthcareFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 9.9% Cash04/2203/291,802 1,705 1,312 0.2 %(3) (6) (7) (10) (28)
1,802 1,705 1,312 
51

Barings Capital Investment Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 2023
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Industry (29)
Investment Type (1)(2)(30)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Unither (Uniholding)PharmaceuticalsFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 10.2% Cash03/2303/30$2,094 $1,956 $2,037 0.3 %(3) (6) (7) (9) (28)
2,094 1,956 2,037 
Utac CeramBusiness ServicesFirst Lien Senior Secured Term LoanEURIBOR + 6.65%, 10.1% Cash, 1.8% PIK09/2009/27785 839 739 0.1 %(3) (6) (7) (9)
First Lien Senior Secured Term LoanSOFR + 6.65%, 12.0% Cash, 1.8% PIK02/2109/27364 364 342 0.1 %(3) (6) (7) (12)
1,149 1,203 1,081 
Victoria Bidco LimitedIndustrial MachineryFirst Lien Senior Secured Term LoanSONIA + 6.50%, 11.4% Cash03/2201/298,227 8,433 7,396 1.1 %(3) (6) (7) (15)
8,227 8,433 7,396 
VistaJet Pass Through Trust 2021-1BAirlinesStructured Secured Note - Class B6.3% Cash11/2102/297,857 7,857 6,524 1.0 %(6)
7,857 7,857 6,524 
Vital Buyer, LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.9% Cash06/2106/2812,292 12,123 12,292 1.9 %(6) (7) (12)
Partnership Units (16,442.9 units)N/A06/21N/A164 434 0.1 %(6) (27)
12,292 12,287 12,726 
W2O Holdings, Inc.Healthcare TechnologyFirst Lien Senior Secured Term LoanSOFR + 5.25%, 10.6% Cash10/2006/252,386 2,382 2,338 0.4 %(6) (12)
First Lien Senior Secured Term LoanSOFR + 5.50%, 10.9% Cash10/2006/251,047 1,020 1,021 0.2 %(6) (13) (28)
3,433 3,402 3,359 
WEST-NR ACQUISITIONCO, LLCInsuranceFirst Lien Senior Secured Term LoanSOFR + 6.25%, 11.7% Cash08/2312/271,247 1,201 1,201 0.2 %(6) (7) (12) (28)
1,247 1,201 1,201 
Wheels Up Experience IncTransportation ServicesFirst Lien Senior Secured Term Loan12.0% Cash09/2210/297,163 6,911 6,590 1.0 %(6)
7,163 6,911 6,590 
Whitcraft Holdings, Inc.Aerospace & DefenseFirst Lien Senior Secured Term LoanSOFR + 7.00%, 12.3% Cash02/2302/296,291 6,066 6,096 0.9 %(6) (7) (12)
RevolverSOFR + 7.00%, 12.3% Cash02/232/2463 31 34 — %(6) (7) (12) (28)
LP Units
(31,543.6 units)
N/A02/23N/A315 402 0.1 %(6) (27)
6,354 6,412 6,532 
White Bidco LimitedTechnologyFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.4% Cash10/2310/30875 844 843 0.1 %(3) (6) (7) (12) (28)
875 844 843 
Willis Engine Structured Trust VIStructured FinanceStructured Secured Note - Series 2021-1 Class C7.4% Cash05/215/461,814 1,814 1,475 0.2 %(6)
1,814 1,814 1,475 
Woodland Foods, LLCFood & BeverageFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.4% Cash12/2112/273,302 3,256 3,031 0.5 %(6) (7) (12)
RevolverSOFR + 5.75%, 11.4% Cash12/2112/27730 715 644 0.1 %(6) (7) (12) (28)
Common Stock (777.3 shares)N/A12/21N/A777 473 0.1 %(6) (27)
4,032 4,748 4,148 
WWEC Holdings III CorpCapital GoodsFirst Lien Senior Secured Term LoanSOFR + 5.75%, 11.1% Cash10/2210/286,501 6,374 6,501 1.0 %(6) (7) (12)
RevolverSOFR + 5.75%, 11.1% Cash10/2210/28175 157 175 — %(6) (7) (12) (28)
6,676 6,531 6,676 
Xeinadin Bidco LimitedFinancial OtherFirst Lien Senior Secured Term LoanSONIA + 5.25%, 10.4% Cash05/2205/296,136 5,821 6,024 0.9 %(3) (6) (7) (15) (28)
Subordinated Term Loan11.0% PIK05/2205/292,314 2,193 2,276 0.3 %(3) (6)
Common Stock (18,266,390 shares)N/A05/22N/A226 233 — %(3) (6) (27)
8,450 8,240 8,533 
52

Barings Capital Investment Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 2023
(Amounts in thousands, except share amounts)
Portfolio Company (5)
Industry (29)
Investment Type (1)(2)(30)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
ZB Holdco LLCFood & BeverageFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.5% Cash02/2202/28$3,170 $3,093 $3,135 0.5 %(6) (7) (12) (28)
RevolverSOFR + 6.00%, 11.5% Cash02/2202/28— (6)(3)— %(6) (7) (12) (28)
LLC Units
(76.3 units)
N/A02/2202/2876 86 — %(6)
3,170 3,163 3,218 
Zeppelin Bidco LimitedServices: BusinessFirst Lien Senior Secured Term LoanSONIA + 6.00%, 11.4% Cash03/2203/293,084 3,098 2,859 0.4 %(3) (6) (7) (15) (28)
3,084 3,098 2,859 
Subtotal Non–Control / Non–Affiliate Investments (177.0%)*1,141,475 1,170,790 1,154,383 
Affiliate Investments: (4)
Banff Partners LPInvestment Funds & Vehicles10% Partnership InterestN/A03/21N/A14,646 16,219 2.5 %(3) (27)
14,646 16,219 
Celebration Bidco, LLCChemicals, Plastics, & RubberFirst Lien Senior Secured Term LoanSOFR + 8.00%, 13.3% Cash12/2312/302,486 2,486 2,486 0.4 %(6) (12)
Common Stock (497,228 shares)N/A12/23N/A4,871 4,871 0.7 %(6) (27)
2,486 7,357 7,357 
Coastal Marina Holdings, LLCHotel, Gaming & LeisureSubordinated Term Loan8.0% Cash11/2111/318,310 7,798 7,824 1.2 %(6)
Subordinated Term Loan10.0% PIK11/2111/313,647 3,459 3,434 0.5 %(6)
LLC Units (1,203,914.5 units)N/A11/21N/A5,472 6,080 0.9 %(6) (27)
11,957 16,729 17,338 
Eclipse Business Capital, LLCBanking, Finance, Insurance & Real EstateRevolverSOFR + 7.25%, 12.6% Cash07/2107/282,740 2,695 2,740 0.4 %(6) (11) (28)
Second Lien Senior Secured Term Loan7.5% Cash07/2107/282,246 2,230 2,246 0.3 %(6)
LLC Units (44,197,541 units)N/A07/21N/A45,934 72,041 11.0 %(6)
4,986 50,859 77,027 
Rocade Holdings LLCOther FinancialPreferred LP Units (50,500 units)SOFR + 6.0% PIK, 11.3% PIK02/23N/A55,258 55,258 8.5 %(6) (12) (28)
Common LP Units (15.4 units)N/A02/23N/A— 546 0.1 %(6) (27)
55,258 55,804 
Thompson Rivers LLCInvestment Funds & Vehicles6.6% Member InterestN/A06/20N/A11,441 5,523 0.8 %(27)
11,441 5,523 
Waccamaw River LLCInvestment Funds & Vehicles20% Member InterestN/A02/21N/A25,036 15,470 2.4 %(3) (27)
25,036 15,470 
Subtotal Affiliate Investments (29.9%)*19,429 181,326 194,738 
Total Investments, December 31, 2023 (206.9%)*$1,160,904 $1,352,116 $1,349,121 
53

Barings Capital Investment Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 2023
(Amounts in thousands, except share amounts)
Foreign Currency Forward Contracts:
DescriptionNotional Amount to be PurchasedNotional Amount to be SoldCounterpartySettlement DateUnrealized Appreciation (Depreciation)
Foreign currency forward contract (AUD)$22,960A$35,907BNP Paribas SA01/10/24$(1,568)
Foreign currency forward contract (AUD)$569A$867HSBC Bank USA01/10/24(23)
Foreign currency forward contract (CAD)$4,087C$5,577BNP Paribas SA01/10/24(137)
Foreign currency forward contract (CAD)$182C$245HSBC Bank USA01/10/24(4)
Foreign currency forward contract (DKK)$5483,873kr.BNP Paribas SA01/10/24(27)
Foreign currency forward contract (DKK)$17120kr.HSBC Bank USA01/10/24(1)
Foreign currency forward contract (EUR)$93,155€88,305BNP Paribas SA01/10/24(4,541)
Foreign currency forward contract (EUR)$7,409€6,840HSBC Bank USA01/10/24(158)
Foreign currency forward contract (GBP)$18,602£15,328BNP Paribas SA01/10/24(927)
Foreign currency forward contract (NZD)$5,813NZ$9,760BNP Paribas SA01/10/24(373)
Foreign currency forward contract (NZD)$126NZ$215HSBC Bank USA01/10/24(10)
Foreign currency forward contract (NOK)$1,94621,024krBNP Paribas SA01/10/24(130)
Foreign currency forward contract (SEK)$1,52316,000krHSBC Bank USA01/10/24(69)
Foreign currency forward contract (CHF)$1,8431,672Fr.BNP Paribas SA01/10/24(148)
Total Foreign Currency Forward Contracts, December 31, 2023
$(8,116)
*    Fair value as a percentage of net assets.
(1)All debt investments are income producing, unless otherwise noted. The Adviser determines in good faith the fair value of the Company’s investments in accordance with a valuation policy and processes established by the Adviser, which have been approved by the Board, and the 1940 Act. 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 variableVariable rate loans into the Company’s investment portfolio companies bear interest at a rate that may be determined by reference to LIBOR,SOFR, EURIBOR, NIBOR, BBSY, STIBOR, CDOR, SONIA, BKBM, SARON, SOFRNIBOR, BKBM or an alternate Base Ratebase rate (commonly based on the Federal Funds Rate or the Prime Rate), at the borrower’s option, which typically reset annually, semi-annually, quarterly or monthly atmonthly. For each such loan, the borrower’s option.Company has provided the interest rate in effect on the date presented. SOFR-based contracts may include a credit spread adjustment that is charged in addition to the base rate and the stated spread. 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 investments), which as of December 31, 20222023 represented 204.9%206.9% of the Company’s net assets, are subject to legal restrictions on sales. The acquisition date represents the date of the Company'sCompany’s initial investment in the relevant portfolio company.
(3)Investment is not a qualifying investment as defined under Section 55(a) of the 1940 Act. Non-qualifying assets represent 25.8%26.9% of total investments at fair value as of December 31, 2022.2023. Qualifying assets must represent at least 70% of total assets at the time of acquisition of any additional non-qualifying assets. If at any time qualifying assets do not represent at least 70% of the Company’s total assets, the Company will be precluded from acquiring any additional non-qualifying asset until such time as it complies with the requirements of Section 55(a).
(4)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'scompany’s voting securities (“non-controlled affiliate”). Transactions related to investments in non-controlled “Affiliate Investments” for the year ended December 31, 20222023 were as follows:
5054

Barings Capital Investment Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 20222023
(Amounts in thousands, except share amounts)
December 31, 2021
Value
Gross Additions
(a)
Gross Reductions (b)Amount of Realized Gain (Loss)Amount of Unrealized Gain (Loss)December 31, 2022
Value
Amount of Interest or Dividends Credited to Income(c)
December 31, 2022
Value
December 31, 2022
Value
Gross Additions
(a)
Gross Reductions (b)Amount of Realized Gain (Loss)Amount of Unrealized Gain (Loss)December 31, 2023
Value
Amount of Interest or Dividends Credited to Income(c)
Portfolio CompanyPortfolio CompanyType of InvestmentDecember 31, 2021
Value
Gross Additions
(a)
Gross Reductions (b)Amount of Realized Gain (Loss)Amount of Unrealized Gain (Loss)December 31, 2022
Value
Amount of Interest or Dividends Credited to Income(c)Portfolio CompanyType of Investment
Banff Partners LPBanff Partners LP10% Partnership Interest
12,859 2,000 — — (129)14,730 940 
Celebration Bidco, LLC(d)
Common Stock (497,228 shares)
Coastal Marina Holdings, LLC
(d)
Coastal Marina Holdings, LLC
(d)
Coastal Marina Holdings, LLC
(d)
Subordinated Term Loan (10.0% PIK)
LLC Units (1,203,914.5 units)
Eclipse Business Capital, LLC (d)Eclipse Business Capital, LLC (d)Second Lien Senior Secured Term Loan (7.5% Cash)2,341 — — (98)2,246 169 
Revolver (LIBOR + 7.25%)898 2,615 (899)— (9)2,605 239 
LLC Units (44,197,541 units)45,789 1,669 — — 19,280 66,738 5,546 
49,028 4,287 (899)— 19,173 71,589 5,954 
LLC Units (44,197,541 units)
71,589
Rocade Holdings LLC(d)
Common LP Units (15.4 units)
Thompson Rivers LLC
Thompson Rivers LLCThompson Rivers LLC6.6% Member Interest34,893 31 (13,549)— (8,838)12,537 3,775 
34,893 31 (13,549)— (8,838)12,537 3,775 
Waccamaw River LLCWaccamaw River LLC20% Member Interest13,501 8,800 (39)39 (2,089)20,212 1,850 
13,501 8,800 (39)39 (2,089)20,212 1,850 
Waccamaw River LLC
Total Affiliate InvestmentsTotal Affiliate Investments$110,281 $15,118 $(14,487)$39 $8,117 $119,068 $12,519 
Total Affiliate Investments
Total Affiliate Investments
(a) Gross additions include increases in the cost basis of investments resulting from new investments, follow-on investments, payment-in-kind interest or dividends, the amortization of any unearned income or discounts on debt investments, as applicable.
(b)     Gross reductions include decreases in the total cost basis of investments resulting from principal repayments, sales and return of capital.
(c)    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.
(d) The fair value of the investment was determined using significant unobservable inputs.
(5)Some or all of the investment is or will be encumbered as security for the ING Credit Facility.
(6)The fair value of the investment was determined using significant unobservable inputs.
(7)Debt investment includes interest rate floor feature.
(8)The interest rate on these loans is subject to 1 Month LIBOR, which as
55

Barings Capital Investment Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 2022 was 4.39157%.2023
(Amounts in thousands, except share amounts)
(9)The interest rate on these loans is subject to 3 Month LIBOR, which as of December 31, 2022 was 4.76729%.
(10)The interest rate on these loans is subject to 6 Month LIBOR, which as of December 31, 2022 was 5.13886%.
(11)(8)The interest rate on these loans is subject to 1 Month EURIBOR, which as of December 31, 20222023 was 1.88400%3.84500%.
(12)(9)The interest rate on these loans is subject to 3 Month EURIBOR, which as of December 31, 20222023 was 2.13200%3.90900%.
(13)(10)The interest rate on these loans is subject to 6 Month EURIBOR, which as of December 31, 20222023 was 2.69300%3.86100%.
(14)(11)The interest rate on these loans is subject to 1 Month SOFR, which as of December 31, 20222023 was 4.35806%5.35472%.
(15)(12)The interest rate on these loans is subject to 3 Month SOFR, which as of December 31, 20222023 was 4.58745%5.33140%.
(16)(13)The interest rate on these loans is subject to 6 Month SOFR, which as of December 31, 20222023 was 4.78131%5.15772%.
(17)(14)The interest rate on these loans is subject to 1 Month SONIA, which as of December 31, 20222023 was 3.43570%5.19920%.
(18)(15)The interest rate on these loans is subject to 3 Month SONIA, which as of December 31, 20222023 was 3.75470%5.20530%.
(19)(16)The interest rate on these loans is subject to 6 Month SONIA, which as of December 31, 20222023 was 4.09490%5.13220%.
(20)(17)The interest rate on these loans is subject to 1 Month BBSY, which as of December 31, 20222023 was 3.01500%4.31000%.
(21)(18)The interest rate on these loans is subject to 3 Month BBSY, which as of December 31, 20222023 was 3.26470%4.35750%.
(22)(19)The interest rate on these loans is subject to 6 Month BBSY, which as of December 31, 20222023 was 3.76500%4.44500%.
(23)(20)The interest rate on these loans is subject to 1 Month1Month CDOR, which as of December 31, 20222023 was 4.73750%5.45500%.
(24)(21)The interest rate on these loans is subject to 3 Month CDOR, which as of December 31, 20222023 was 4.93500%5.44750%.
(25)(22)The interest rate on these loans is subject to 3 Month BKBM, which as of December 31, 20222023 was 4.53000%5.63000%.
(26)(23)The interest rate on these loans is subject to 6 Month SARON, which as of December 31, 20222023 was 0.942120%1.69524%.
(27)(24)The interest rate on these loans is subject to 1 Month NIBOR, which as of December 31, 20222023 was 3.04000%4.59000%.
(28)(25)The interest rate on these loans is subject to Prime,3 Month STIBOR, which as of December 31, 20222023 was 7.50000%4.05200%.
(29)(26)Non-accrual investment.
(30)(27)Investment is non-income producing.
(28)Position or portion thereof is an unfunded loan or equity commitment.
56

Barings Capital Investment Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 2023
(Amounts in thousands, except share amounts)
(29)A summary of the Company’s investment portfolio by industry at fair value, and as a percentage of total investments and net assets are as follows:
($ in thousands)December 31, 2023Percent of PortfolioPercent of Total Net Assets
Aerospace and Defense$81,217 6.0 %12.5 %
Automotive16,830 1.2 2.6 
Banking, Finance, Insurance and Real Estate227,415 16.9 34.9 
Beverage, Food and Tobacco24,197 1.8 3.7 
Capital Equipment46,500 3.5 7.1 
Chemicals, Plastics, and Rubber25,679 1.9 3.9 
Construction and Building10,070 0.7 1.6 
Consumer goods: Durable25,563 1.9 3.9 
Consumer goods: Non-durable9,987 0.7 1.5 
Containers, Packaging and Glass23,032 1.7 3.5 
Energy: Electricity6,676 0.5 1.0 
Energy: Oil and Gas2,670 0.2 0.4 
Environmental Industries30,266 2.2 4.7 
Healthcare and Pharmaceuticals130,845 9.7 20.1 
High Tech Industries141,704 10.5 21.7 
Hotel, Gaming and Leisure19,595 1.5 3.0 
Investment Funds and Vehicles37,212 2.8 5.7 
Media: Advertising, Printing and Publishing32,570 2.4 5.0 
Media: Broadcasting and Subscription8,867 0.7 1.4 
Media: Diversified and Production45,924 3.4 7.1 
Services: Business201,007 14.9 30.8 
Services: Consumer69,643 5.2 10.7 
Structured Products32,763 2.4 5.0 
Telecommunications18,341 1.4 2.8 
Transportation: Cargo68,703 5.1 10.5 
Transportation: Consumer1,900 0.1 0.3 
Utilities: Electric9,945 0.7 1.5 
Total$1,349,121 100.0 %206.9 %

(30)A summary 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 as follows:
($ in thousands)CostPercent of
Total
Portfolio
Fair ValuePercent of
Total
Portfolio
Percent of
Total
Net Assets
December 31, 2023:
Senior debt and 1st lien notes
$1,000,294 74 %$985,158 73 %151 %
Subordinated debt and 2nd lien notes
108,487 106,894 16 
Structured products29,479 26,173 
Equity shares162,731 12 192,641 14 30 
Equity warrants— 1,043 — — 
Investments in joint ventures51,123 37,212 
$1,352,116 100 %$1,349,121 100 %207 %


See accompanying notes.
5157

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements

1. ORGANIZATION, BUSINESS, AND BASIS OF PRESENTATION
Organization and Business
The Company was formed on February 20, 2020 as a Maryland limited liability company and converted to a Maryland corporation on April 28, 2020. On July 13, 2020, the Company commenced operations and made its first portfolio company investment. The Company is an externally managed, non-diversified closed-end management investment company that has elected to be regulated as a business development company (“BDC”) under the 1940 Act. In addition, the Company has elected to be treated and intends to qualify annually as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”).
Description of Business
The Company is a financial services company that primarily lends to and invests in senior secured private debt investments in well-established middle-market businesses that operate across a wide range of industries. The Company is externally managed by Barings, an investment adviser that is registered with the Securities and Exchange Commission (the “SEC”) under the Investment Advisers Act of 1940, as amended (the “Advisers Act”). The Adviser, a wholly-owned subsidiary of Massachusetts Mutual Life Insurance Company (“MassMutual”), is a leading global asset management firm, with $348.0$406.1 billion in assets under management as of September 30, 2023.March 31, 2024.
Basis of Presentation
The financial statements of the Company include the accounts of Barings Capital Investment Corporation 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.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 –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 statementsAudited Consolidated Financial Statements and notes thereto for the year ended December 31, 2022.2023. 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,June 2022, the FASBFinancial Accounting Standards Board (“FASB”) issued Accounting Standards Update, 2020-04, Facilitation of the Effects of Reference Rate Reform on Financial Reporting2022-03, Fair Value Measurement (Topic 820) (“ASU 2020-04”2022-03”)., which affects all entities that have investments in equity securities measured at fair value that are subject to a contractual sale restriction. The amendments in ASU 2020-04 provide optional expedients2022-03 clarify that a contractual restriction on the sale of an equity security is not considered part of the unit of account of the equity security and, exceptionstherefore, is not considered in measuring the fair value. The amendments also require additional disclosures for applying U.S. GAAPequity securities subject to contracts, hedging relationshipscontractual sale restrictions that are measured at fair value in accordance with Topic 820. The effective date for the amendments in ASU 2022-03 are for fiscal years beginning after December 15, 2023 and other transactions affected by reference rate reform if certain criteria are met. ASU 2020-04 was effective for all entities as of March 12, 2020 through December 31, 2022. In
December 2022, the FASB issued Accounting Standards Update 2022-06, Reference Rate Reform (Topic 848): Deferral of the
Sunset Date of Topic 848, which deferred the sunset day of this guidance to December 31, 2024.interim periods within those fiscal years. The Company determined this guidance will not have a material impact on its consolidated financial statements.
5258

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
2. AGREEMENTS AND RELATED PARTY TRANSACTIONS
Investment Advisory Agreement
On June 24, 2020, the Company entered into an investment advisory agreement (the “Advisory Agreement”)
with the Adviser. Pursuant to the 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 Advisory Agreement provides that, absent fraud, willful misfeasance, bad faith or gross negligence in the performance of its duties or by reason of the reckless disregard of its duties and obligations, the Adviser, and its officers, managers, partners, agents, employees, controlling persons, members and any other person or entity affiliated with the Adviser (collectively, the “IA Indemnified Parties”), are entitled to indemnification from the Company for any damages, liabilities, costs, demands, charges, claims and expenses (including reasonable attorneys’ fees and amounts reasonably paid in settlement) incurred by the IA Indemnified Parties in or by reason of any pending, threatened or completed action, suit, investigation or other proceeding (including an action or suit by or in the right of the Company or its security holders) arising out of any actions or omissions or otherwise based upon the performance of any of the Adviser’s duties or obligations under the Advisory Agreement or otherwise as an investment adviser of the Company. The Adviser’s services under the 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 Advisory Agreement is not adversely affected.
The Adviser has retained its indirect, wholly-owned subsidiary, Baring International Investment Limited (“BIIL”), as a sub-adviser to manage European investments for the Company. BIIL is an investment adviser registered with the SEC in the United States and the Financial Conduct Authority in the United Kingdom with its principal office located in London, England. As of September 30, 2023,March 31, 2024, BIIL had approximately £14.4£17.0 billion in assets under management.
Under the 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.
Base Management Fee
The Base Management Fee is calculated at an annual rate of 0.15% of the Company’s gross assets, including assets purchased with borrowed funds or other forms of leverage but excluding (i) cash and cash equivalents (as defined below) and (ii) net unsettled purchases and sales of investments. For services rendered under the Advisory Agreement, the Base Management Fee is payable quarterly in arrears. The Base Management Fee is calculated based on the average value of the Company’s gross assets at the end of the two most recently completed calendar quarters (including the quarter for which such fees are being calculated) and appropriately adjusted for any share issuances or repurchases during the quarter. For the Company’s first quarter, the Base Management Fee was calculated based on the value of the Company’s gross assets as of such quarter-end. The Base Management Fee for any partial quarter is appropriately pro-rated. For purposes of the Advisory Agreement, “cash equivalents” means U.S. government securities, money market fund investments, commercial paper instruments and other similar cash equivalent investments maturing within one year of purchase.
For both the three and nine months ended September 30,March 31, 2024 and 2023, the Base Management Fees determined in accordance with the terms of the Advisory Agreement were approximately $0.5 million and $1.5 million, respectively. For the three and nine months ended September 30, 2022, the Base Management Fees determined in accordance with the terms of the Advisory Agreement were approximately $0.4 million and $1.2 million, respectively.million. As of September 30, 2023,March 31, 2024, the Base Management Fee of $0.5 million for the three months ended September 30, 2023March 31, 2024 was unpaid and included in “Base management fees payable” in the accompanying Unaudited Consolidated Balance Sheet. As of December 31, 2022,2023, the Base Management Fee of $0.4$0.5 million for the three months ended December 31, 20222023 was unpaid and included in “Base management fees payable” in the accompanying Consolidated Balance Sheet.
53

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
The Incentive Fee
The Incentive Fee consists of two parts: (i) an incentive fee based on pre-incentive fee net investment income (the “Income-Based Fee”) and (ii) an incentive fee based on capital gains (the “Capital Gains Fee”), which are described in more detail below.
59

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Income-Based Fee
The Income-Based Fee is payable quarterly in arrears to the extent the Company’s Pre-Incentive Fee Net Investment Income (as defined below) for the most recently completed calendar quarter divided by the Company’s net assets as of the end of such calendar quarter (defined as total assets less indebtedness and before taking into account any Income-Based Fees and Capital Gains Fees payable during the calendar quarter, and appropriately adjusted for any share issuances or repurchases during the calendar quarter) (the “PIFNII Return”) exceeds the Hurdle Rate (as defined below) and is an amount less than or equal to the Incentive Fee Cap (as defined below). The Income-Based Fee is calculated as follows:
(a) No Income-Based Fee in any calendar quarter in which the PIFNII Return does not exceed the Hurdle Rate;
(b) 25% of Pre-Incentive Fee Net Investment Income with respect to that portion of the PIFNII Return that exceeds the Hurdle Rate but is less than or equal to the Catch-Up Hurdle Rate (as defined below) for such calendar quarter, which is referred to as the “Catch-Up”. The Catch-Up is intended to provide the Adviser with an Income-Based Fee equal to 12.5% of all of our Pre-Incentive Fee Net Investment Income if the Company’s PIFNII Return equals or exceeds the quarterly Catch-Up Hurdle Rate in any calendar quarter; plus
(c) 12.5% of all Pre-Incentive Fee Net Investment Income with respect to that portion of the PIFNII Return that exceeds the Catch-Up Hurdle Rate.
The Income-Based Fee paid to the Adviser is subject to the Incentive Fee Cap.
(a) In any quarter that the Incentive Fee Cap is zero or a negative value, the Company pays no Income-Based Fee to the Adviser for such quarter.
(b) In any quarter that the Incentive Fee Cap for such quarter is a positive value but is less than the Income-Based Fee that is payable to the Adviser for such quarter (before giving effect to the Incentive Fee Cap), the Company pays an Income-Based Fee to the Adviser equal to the Incentive Fee Cap for such quarter.
(c) In any quarter that the Incentive Fee Cap for such quarter is equal to or greater than the Income-Based Fee that is payable to the Adviser for such quarter (before giving effect to the Incentive Fee Cap), the Company pays an Income-Based Fee to the Adviser equal to the Income-Based Fee calculated as described above for such quarter without regard to the Incentive Fee Cap.
For purposes of the calculation of the Income-Based Fee, the following terms have the following meaning:
• “Hurdle Rate” for any calendar quarter means one fourth of the average daily Floating Rate over the applicable quarter.
• “Floating Rate” means, initially, the three-month LIBOR;London Interbank Offered Rate (“LIBOR”); provided that if a Floating Rate Transition Event and its related Floating Rate Replacement Date have occurred with respect to LIBOR, then “Floating Rate” means the Replacement Rate. In the event that the Floating Rate is a negative value, then the Floating Rate shall be zero. Beginning with the quarter ended June 30, 2023, the Floating Rate means the Replacement Rate following the occurrence of a Floating Rate Transition Event and its related Floating Rate Replacement Date.
• “Floating Rate Transition Event” means the occurrence of one or more of the following events with respect to the Floating Rate:
1. a public statement or publication of information by or on behalf of the administrator of the Floating Rate announcing that the administrator has ceased or will cease to provide the Floating Rate permanently or indefinitely, provided that, at the time of such statement or publication, there is no successor administrator that will continue to provide the Floating Rate;
2. a public statement or publication of information by the regulatory supervisor for the administrator of the Floating Rate, the central bank for the currency of the Floating Rate, an insolvency official with jurisdiction over the administrator for the Floating Rate, a resolution authority with jurisdiction over the
54

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
administrator for the Floating Rate or a court or an entity with similar insolvency or resolution authority over the administrator for the Floating Rate, which states that the administrator of the Floating Rate has ceased or will cease to provide the Floating Rate permanently or indefinitely, provided that, at the time of such statement or publication, there is no successor administrator that will continue to provide the Floating Rate; or
60

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
3. a public statement or publication of information by the regulatory supervisor for the administrator of the Floating Rate announcing that the Floating Rate is no longer representative.
• “Floating Rate Replacement Date” means:
1. in the case of clause (1) or (2) of the definition of “Floating Rate Transition Event,” the later of (a) the date of the public statement or publication of information referenced therein and (b) the date on which the administrator of the relevant Floating Rate permanently or indefinitely ceases to provide such Floating Rate; or
2. in the case of clause (3) of the definition of “Floating Rate Transition Event,” the date of the public statement or publication of information.
• “Replacement Rate” means the first alternative set forth in the order below that can be determined as of the Floating Rate Replacement Date.
1. the sum of: (a) Term SOFR and (b) the Benchmark Replacement Adjustment; and
2. the sum of: (a) Compounded SOFR and (b) the applicable Benchmark Replacement Adjustment.
If a Replacement Rate is selected pursuant to clause (2) above, then each calendar quarter following such selection, if a redetermination of the Replacement Rate on such date would result in the selection of a Replacement Rate under clause (1) above, then (x) the Replacement Rate shall be redetermined on such date utilizing Term SOFR and (y) such redetermined Replacement Rate shall become the Floating Rate on or after such date. If redetermination of the Replacement Rate on such date as described in the preceding sentence would not result in the selection of a Replacement Rate under clause (1), then the Floating Rate shall remain the Replacement Rate as previously determined pursuant to clause (2) above.
• “Term SOFR” means the forward-looking term rate for the applicable Corresponding Tenor based on SOFR that has been selected or recommended by the Relevant Governmental Body.
• “Compounded SOFR” means the compounded average of SOFR for the applicable Corresponding Tenor, with the rate, or methodology for this rate, and conventions for this rate (which, for example, may be compounded in arrears with a lookback and/or suspension period as a mechanism to determine the interest amount payable for the applicable calendar quarter or compounded in advance) being established in accordance with the rate, or methodology for this rate, and conventions for this rate selected or recommended by the Relevant Governmental Body for determining compounded SOFR.
• “SOFR” means with respect to any day means the Secured Overnight Financing Rate published for such day by the Federal Reserve Bank of New York, as the administrator of the benchmark, (or a successor administrator) on the Federal Reserve Bank of New York’s Website.
• “Corresponding Tenor” with respect to a Replacement Rate means a tenor (or observation period) having approximately the same length (disregarding business day adjustment) as the applicable tenor (or observation period) for the then-current Floating Rate.
• “Benchmark Replacement Adjustment” means the spread adjustment, or method for calculating or determining such spread adjustment, (which may be a positive or negative value or zero) that has been selected or recommended by the Relevant Governmental Body for the transition to the applicable Floating Rate.
• “Relevant Governmental Body” means the Federal Reserve Board and/or the Federal Reserve Bank of New York, or a committee officially endorsed or convened by the Federal Reserve Board and/or the Federal Reserve Bank of New York or any successor thereto.
• “Catch-Up Hurdle Rate” for any calendar quarter means a rate that is equal to 200% of the Hurdle Rate.
• “Incentive Fee Cap” means for any calendar quarter an amount equal to (a) 12.5% of the Cumulative Net Return (as defined below) minus (b) the aggregate Income-Based Fee that was paid in respect of the period ending
55

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
with the calendar quarter immediately preceding the most recently completed calendar quarter (or the portion thereof) included in the period for calculation of the Cumulative Net Return.
• “Cumulative Net Return” means (x) the aggregate Pre-Incentive Fee Net Investment Income in respect of either (i) the trailing twelve calendar quarters ending with the calendar quarter in which the Income-Based Fee is
61

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
calculated or (ii) prior to the end of the twelfth calendar quarter after the effective date of the Advisory Agreement, the period from the effective date of the Advisory Agreement through the last day of the calendar quarter for which the Income-Based Fee is calculated minus (y) any Net Capital Loss (as defined below), if any, in respect of the relevant period.
• “Net Capital Loss” in respect of a particular period means 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.
• “Pre-Incentive Fee Net Investment Income” in respect of a period means interest income, dividend income and any other income (including any other fees such as commitment, origination, structuring, diligence and consulting fees or other fees that we receive from portfolio companies) accrued during the calendar quarter, minus operating expenses for the quarter (including the Base Management Fee, any expenses payable under the administration agreement between the Company and the Adviser (the “Administration Agreement”), and any interest expense and dividends paid on any outstanding preferred stock, but excluding the incentive fee). Pre-Incentive Fee Net Investment Income includes, in the case of investments with a deferred interest feature such as market discount, original issue discount (“OID”), debt instruments with payment-in-kind (“PIK”) interest, preferred stock with PIK dividends and zero-coupon securities, accrued income that the Company has not yet received in cash.
For the three months ended March 31, 2024 and 2023, the Income-Based Fees determined in accordance with the terms of the Advisory Agreement were $2.8 million and $2.7 million, respectively. As of March 31, 2024, the Income-Based Fee of $2.8 million for the three months ended March 31, 2024 was unpaid and included in “Incentive management fees payable” in the accompanying Unaudited Consolidated Balance Sheet. As of December 31, 2023, the Income-Based Fee of $3.1 million for the three months ended December 31, 2023 was unpaid and included in “Incentive management fees payable” in the accompanying Consolidated Balance Sheet.
Capital Gains Fee
The Capital Gains Fee is determined and payable in arrears as of the end of each calendar year (or upon a liquidity event or a termination of the Advisory Agreement), and will equal 12.5% of the Company’s realized capital gains, if any, on a cumulative basis from inception through the end of the calendar year, computed net of all realized capital losses and unrealized capital depreciation on a cumulative basis, less the aggregate amount of any previously paid Capital Gains Fees. If such amount is zero or negative, then no Capital Gains Fee is payable for such year.
While the Advisory Agreement neither includes nor contemplates the inclusion of unrealized gains in the calculation of the capital gains incentive fee, as required by U.S. GAAP, the Company accrues capital gains incentive fees on unrealized gains. This accrual reflects the incentive fees that would be payable to the Adviser if the Company’s entire investment portfolio was liquidated at its fair value as of the balance sheet date even though the Adviser is not entitled to an incentive fee with respect to unrealized gains unless and until such gains are actually realized. There can be no assurance that such unrealized capital appreciation will be realized in the future.
For the three and nine months ended September 30,March 31, 2024 and 2023, the Income-Based Fees determined in accordance with the terms of the Advisory Agreement were $2.8Company accrued $0.4 million and $8.5 million, respectively. For the three and nine months ended September 30, 2022, the Income-Based Fees determined in accordance with the termsnil, respectively, of the Advisory Agreement were $2.2 million and $6.1 million, respectively.Capital Gains Fees. As of September 30, 2023,March 31, 2024, the Income-BasedCapital Gains Fee of $2.8$0.4 million for the three months ended September 30, 2023March 31, 2024 was unpaid and included in “Incentive management fees payable” in the accompanying Unaudited Consolidated Balance Sheet. As of December 31, 2022,For the Income-Based Fee of $0.8 million for the three monthsyear ended December 31, 2022 was unpaid and included in “Incentive management fees payable” in the accompanying Consolidated Balance Sheet.
For the three and nine months ended September 30, 2023, the Company did not accrue any Capital Gains Fees. For the three and nine months ended September 30, 2022, the Company reduced the Capital Gains Fees accrual by $31.9 thousand and $1.2 million, respectively.
The Advisory Agreement had an initial term of two years. Thereafter, it continuesThe Advisory Agreement was most recently re-approved on May 7, 2024 by our Board, including a majority of the directors who are not “interested persons” as defined in Section 2(a)(19) of the 1940 Act (the “Independent Directors”), and will continue automatically for successive one-year periods, provided that such continuance is specifically approved at least annually by (i) the vote of the Board, or by the vote of a majority of the outstanding voting securities of the Company and (ii) the vote of a majority of the directors who are not “interested persons” as defined in Section 2(a)(19) of the 1940 Act.Independent Directors. The Advisory Agreement may be terminated at any time, without the payment of any penalty, upon 60 days’ written notice, (i) by the vote of a majority of the outstanding voting securities of the Company or (ii) by the vote of the Board, or (iii) by the Adviser upon 90 days’ written notice. The Advisory Agreement will automatically terminate in the event of its “assignment” (as such term is defined for purposes of Section 15(a)(4) of the 1940 Act).
56

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Payment of Expenses
All investment professionals of Barings and its staff, when and to the extent engaged in providing investment advisory and management services under the Advisory Agreement, and the compensation and routine overhead expenses of such personnel
62

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
allocable to such services, are provided and paid for by Barings and not by the Company. The Company bears all other costs and expenses of its operations and transactions, including, without limitation, those relating to:
organizational and offering expenses;
investment advisory and management fees payable under the Advisory Agreement;
all other non-investment advisory expenses incurred by the Company or Barings in connection with administering the Company’s business (including payments under the Administration Agreement based upon the Company’s allocable portion of Barings’ overhead in performing its obligations under the Administration Agreement, including rent and the allocable portion of the cost of the Company’s Chief Financial Officer and Chief Compliance Officer and their respective staffs); and
all other expenses of the Company’s operations and transactions, including those listed in the Advisory Agreement.
Administration Agreement
On June 24, 2020, the Company entered into the Administration Agreement with the Adviser. Under the terms of the Administration Agreement, the Adviser also provides the administrative services necessary for the Company to operate (in such capacity, the “Administrator”), including, but not limited to, office facilities, equipment, clerical, bookkeeping and record-keeping services at such office facilities and such other services as the Administrator, 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 Administrator 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, 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 reimburses 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 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 Administrator on behalf of the Company under the Administration Agreement include, but are not limited to:
• the allocable portion of the Administrator’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 Administrator 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;U.S. GAAP;
• all fees, costs and expenses associated with the engagement of a sub-administrator, if any; and
• costs associated with (a) the monitoring and preparation of regulatory reporting, including 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, 2024 and 2023, the Company incurred and was invoiced by the Administrator expenses of approximately $0.2 million and $0.7 million, respectively. For the three and nine months ended September 30,
57

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
2022, the Company incurred and was invoiced by the Administrator expenses of approximately $0.3 million and $1.0 million, respectively. As of September 30, 2023,March 31, 2024, the administrative expenses of $0.2 million incurred during the three months ended September 30, 2023March 31, 2024 were unpaid and included in “Administrative fees payable” in the accompanying Unaudited Consolidated Balance Sheet. As of December 31, 2022,2023, the administrative expenses of $0.3$0.2 million incurred during the three months ended December 31, 20222023 were unpaid and included in “Administrative fees payable” in the accompanying Consolidated Balance Sheet.
63

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
The Administration Agreement had an initial term of two yearsyears. The Administration Agreement was most recently re-approved on May 7, 2024 by our Board, including a majority of the Independent Directors, and thereafter continueswill continue automatically for successive one-year periods so long as such continuance is specifically approved at least annually by the Board, including a majority of the directors who are not “interested persons” as defined in Section 2(a)(19) of the 1940 Act.Independent Directors. The Administration Agreement may be terminated at any time, without the payment of any penalty, by vote of the Board, or by the Adviser, upon 90 days’ written notice to the other party. The Administration Agreement may not be assigned by a party without the consent of the other party.
3. INVESTMENTS
Portfolio Composition
The Company predominately invests 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 products, bonds and other fixed income securities. Structured products include collateralized loan obligations and asset-backed securities. The Adviser’s existing SEC co-investment exemptive relief under the 1940 Act permits the Company and the Adviser’s affiliated private funds and SEC 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:
($ in thousands)($ in thousands)CostPercentage of
Total Portfolio
Fair ValuePercentage of
Total Portfolio
Percentage of
Total
Net Assets
($ in thousands)CostPercentage of
Total Portfolio
Fair ValuePercentage of
Total Portfolio
Percentage of
Total
Net Assets
September 30, 2023:
March 31, 2024:
Senior debt and 1st lien notes
Senior debt and 1st lien notes
Senior debt and 1st lien notes
Senior debt and 1st lien notes
$1,003,090 74 %$976,372 73 %152 %$996,015 73 73 %$982,334 72 72 %147 %
Subordinated debt and 2nd lien notes
Subordinated debt and 2nd lien notes
128,996 126,274 20 
Structured productsStructured products29,921 26,351 
Equity sharesEquity shares149,908 11 179,126 13 28 
Equity warrantsEquity warrants70 — 561 — — 
Investments in joint venturesInvestments in joint ventures51,453 40,211 
$1,363,438 100 %$1,348,895 100 %210 %
$
$
$1,359,869 100 %$1,363,048 100 %203 %
($ in thousands)($ in thousands)CostPercentage of
Total Portfolio
Fair ValuePercentage of
Total Portfolio
Percentage of
Total
Net Assets
($ in thousands)CostPercentage of
Total Portfolio
Fair ValuePercentage of
Total Portfolio
Percentage of
Total
Net Assets
December 31, 2022:
December 31, 2023:
Senior debt and 1st lien notes
Senior debt and 1st lien notes
Senior debt and 1st lien notes
Senior debt and 1st lien notes
$950,985 75 %$920,219 75 %153 %$1,000,294 74 74 %$985,158 73 73 %151 %
Subordinated debt and 2nd lien notes
Subordinated debt and 2nd lien notes
127,970 10 123,244 10 20 
Structured productsStructured products32,015 28,321 
Equity sharesEquity shares94,592 113,666 19 
Equity warrantsEquity warrants70 — 476 — — 
Investments in joint venturesInvestments in joint ventures55,971 47,479 
$1,261,603 100 %$1,233,405 100 %205 %
$
$
$1,352,116 100 %$1,349,121 100 %207 %
During the three months ended September 30,March 31, 2024, the Company made 10 new investments totaling $27.5 million and made investments in existing portfolio companies totaling $23.7 million.
During the three months ended March 31, 2023, the Company made 10 new investments totaling $33.8$36.7 million, made investments in existing portfolio companies totaling $24.5 million. During the nine months ended September 30, 2023, the Company made 23 new investments totaling $81.2 million, made investments in existing portfolio companies totaling $62.4 million, made additional investments in joint venture equity portfolio companies totaling $2.5$19.8 million and made a
58

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
$45.0 $45.0 million equity co-investment alongside certain affiliates in a portfolio company that specializes in providing financing to plaintiff law firms engaged in mass tort and other civil litigation.
During the three months ended September 30, 2022, the Company made 21 new investments totaling $105.5 million, made investments in existing portfolio companies totaling $17.1 million. During the nine months ended September 30, 2022, the Company made 66 new investments totaling $344.5 million, made investments in existing portfolio companies totaling $86.2 million and made additional investments in joint venture equity portfolio companies totaling $10.8 million.
64

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Industry Composition
The industry composition of investments at fair value at September 30, 2023March 31, 2024 and December 31, 20222023 was as follows:
($ in thousands)($ in thousands)September 30, 2023December 31, 2022($ in thousands)March 31, 2024Percent
of
Portfolio
Percent of
Total Net
Assets
December 31, 2023Percent
of
Portfolio
Percent of
Total Net
Assets
Aerospace and DefenseAerospace and Defense$82,734 6.1 %$69,976 5.7 %Aerospace and Defense$84,035 6.2 6.2 %12.5 %$81,217 6.0 6.0 %12.5 %
AutomotiveAutomotive16,806 1.3 16,920 1.4 
Banking, Finance, Insurance and Real EstateBanking, Finance, Insurance and Real Estate214,322 15.9 164,399 13.3 
Beverage, Food and TobaccoBeverage, Food and Tobacco40,952 3.0 37,156 3.0 
Capital EquipmentCapital Equipment48,513 3.6 42,407 3.4 
Chemicals, Plastics, and RubberChemicals, Plastics, and Rubber23,822 1.8 28,445 2.3 
Construction and BuildingConstruction and Building9,658 0.7 10,146 0.8 
Consumer Goods: DurableConsumer Goods: Durable23,059 1.7 22,888 1.9 
Consumer Goods: Non-durableConsumer Goods: Non-durable9,661 0.7 9,078 0.7 
Containers, Packaging and GlassContainers, Packaging and Glass23,102 1.7 23,430 1.9 
Energy: ElectricityEnergy: Electricity5,489 0.4 — — 
Energy: Electricity
Energy: Electricity
Energy: Oil and GasEnergy: Oil and Gas2,597 0.2 2,742 0.2 
Environmental IndustriesEnvironmental Industries30,203 2.2 29,343 2.4 
Healthcare and PharmaceuticalsHealthcare and Pharmaceuticals122,938 9.1 105,574 8.6 
High Tech IndustriesHigh Tech Industries136,355 10.1 129,594 10.5 
Hotel, Gaming and LeisureHotel, Gaming and Leisure19,605 1.5 18,221 1.5 
Investment Funds and VehiclesInvestment Funds and Vehicles40,211 3.0 47,479 3.8 
Media: Advertising, Printing and PublishingMedia: Advertising, Printing and Publishing33,099 2.5 33,725 2.7 
Media: Broadcasting and SubscriptionMedia: Broadcasting and Subscription13,220 1.0 13,068 1.1 
Media: Diversified and ProductionMedia: Diversified and Production44,521 3.3 25,862 2.1 
Metals and Mining9,980 0.8 9,923 0.8 
Services: Business
Services: Business
Services: BusinessServices: Business199,918 14.8 204,822 16.6 
Services: ConsumerServices: Consumer64,756 4.8 62,441 5.1 
Structured ProductsStructured Products33,748 2.5 33,387 2.7 
TelecommunicationsTelecommunications17,572 1.3 15,795 1.3 
Transportation: CargoTransportation: Cargo70,410 5.2 63,654 5.2 
Transportation: ConsumerTransportation: Consumer1,810 0.1 5,442 0.4 
Utilities: ElectricUtilities: Electric9,834 0.7 7,488 0.6 
TotalTotal$1,348,895 100.0 %$1,233,405 100.0 %
Total
Total$1,363,048 100.0 %203.4 %$1,349,121 100.0 %206.9 %
Banff Partners LP
On February 18, 2021, the Company established a joint venture, Banff Partners LP (“Banff”), with a controlled affiliate of Alberta Investment Management Corporation to invest in senior secured, middle-market, private debt investments, syndicated senior secured loans and structured product investments. During the ninethree months ended September 30, 2023,March 31, 2024, the Company held a 10.0% partnership interest in Banff. As of September 30, 2023,March 31, 2024, the cost and fair value of the Company’s investment in Banff was $14.6 million and $15.8$16.6 million, respectively. As of December 31, 2022,2023, the cost and fair value of the Company's investment in Banff was $14.6 million and $14.7$16.2 million, respectively.
5965

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
The total value of Banff’s investment portfolio was $149.5$143.7 million as of September 30, 2023,March 31, 2024, as compared to $159.5$146.5 million as of December 31, 2022.2023. As of September 30, 2023,March 31, 2024, Banff’s investments had an aggregate cost of $158.6$150.8 million, as compared to $167.8$151.9 million as of December 31, 2022.2023. As of September 30, 2023March 31, 2024 and December 31, 2022,2023, the Banff investment portfolio consisted of the following investments:
($ in thousands)($ in thousands)CostPercentage of
Total Portfolio
Fair ValuePercentage of
Total Portfolio
($ in thousands)CostPercentage of
Total Portfolio
Fair ValuePercentage of
Total Portfolio
September 30, 2023:
March 31, 2024:
Senior debt and 1st lien notes
Senior debt and 1st lien notes
Senior debt and 1st lien notes
Senior debt and 1st lien notes
$154,688 98 %$145,596 97 %$146,901 97 97 %$139,697 97 97 %
Subordinated debt and 2nd lien notes
Subordinated debt and 2nd lien notes
3,914 3,932 
$
$158,602 100 %$149,528 100 %
December 31, 2022:
$
$150,821 100 %$143,697 100 %
December 31, 2023:
Senior debt and 1st lien notes
Senior debt and 1st lien notes
Senior debt and 1st lien notesSenior debt and 1st lien notes$163,928 98 %$155,695 98 %$147,990 97 97 %$142,490 97 97 %
Subordinated debt and 2nd lien notesSubordinated debt and 2nd lien notes3,905 3,828 
$
$167,833 100 %$159,523 100 %
$
$151,907 100 %$146,477 100 %
As of September 30, 2023March 31, 2024 and December 31, 2022,2023, the weighted average yield on the principal amount of Banff’s outstanding debt investments other than non-accrual debt investments was approximately 10.5% and 8.9%10.6%, respectively.
The industry composition of Banff’s investments at fair value at September 30, 2023March 31, 2024 and December 31, 2022,2023 was as follows:
($ in thousands)($ in thousands)September 30, 2023December 31, 2022($ in thousands)March 31, 2024December 31, 2023
Aerospace and DefenseAerospace and Defense$14,273 9.5 %$14,758 9.3 %Aerospace and Defense$15,105 10.5 10.5 %$15,125 10.3 10.3 %
Banking, Finance, Insurance and Real EstateBanking, Finance, Insurance and Real Estate21,998 14.7 21,747 13.6 
Banking, Finance, Insurance and Real Estate
Banking, Finance, Insurance and Real Estate
Beverage, Food and TobaccoBeverage, Food and Tobacco7,137 4.8 5,718 3.6 
Chemicals, Plastics, and Rubber
Chemicals, Plastics, and Rubber
Chemicals, Plastics, and RubberChemicals, Plastics, and Rubber1,269 0.9 1,269 0.8 
Construction and BuildingConstruction and Building1,363 0.9 1,490 0.9 
Consumer Goods: DurableConsumer Goods: Durable1,728 1.2 1,886 1.2 
Consumer Goods: Non-durableConsumer Goods: Non-durable5,865 3.9 5,958 3.7 
Containers, Packaging and GlassContainers, Packaging and Glass6,457 4.3 6,450 4.0 
Healthcare and PharmaceuticalsHealthcare and Pharmaceuticals16,964 11.3 17,003 10.7 
Healthcare and Pharmaceuticals
Healthcare and Pharmaceuticals
High Tech IndustriesHigh Tech Industries21,006 14.0 17,086 10.7 
Media: Advertising, Printing and PublishingMedia: Advertising, Printing and Publishing1,958 1.3 — — 
Media: Advertising, Printing and Publishing
Media: Advertising, Printing and Publishing
Media: Diversified and Production
Media: Diversified and Production
Media: Diversified and ProductionMedia: Diversified and Production4,208 2.8 2,234 1.4 
Services: BusinessServices: Business21,652 14.5 39,363 24.7 
Services: Business
Services: Business
Services: ConsumerServices: Consumer12,037 8.1 12,272 7.7 
Telecommunications
Telecommunications
TelecommunicationsTelecommunications3,105 2.1 3,038 1.9 
Transportation: CargoTransportation: Cargo8,508 5.7 9,251 5.8 
TotalTotal$149,528 100 %$159,523 100 %
Total
Total$143,697 100 %$146,477 100 %
6066

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
The geographic composition of Banff’s investments at fair value at September 30, 2023March 31, 2024 and December 31, 2022,2023 was as follows:
($ in thousands)($ in thousands)September 30, 2023December 31, 2022($ in thousands)March 31, 2024December 31, 2023
AustraliaAustralia$4,269 2.9 %$4,357 2.7 %Australia$4,360 3.0 3.0 %$4,449 3.0 3.0 %
BelgiumBelgium7,137 4.8 5,718 3.6 
CanadaCanada2,389 1.6 2,466 1.5 
FranceFrance33,987 22.7 34,467 21.6 
GermanyGermany6,952 4.7 6,980 4.4 
Hong KongHong Kong6,116 4.1 6,830 4.3 
NetherlandsNetherlands8,886 5.9 8,619 5.4 
New ZealandNew Zealand2,458 1.6 2,469 1.5 
SingaporeSingapore3,978 2.7 3,964 2.5 
United KingdomUnited Kingdom19,476 13.0 28,634 18.0 
USAUSA53,880 36.0 55,019 34.5 
TotalTotal$149,528 100.0 %$159,523 100 %Total$143,697 100.0 100.0 %$146,477 100 100 %
Banff’s credit facility with Wells Fargo Bank, N.A., which iswas non-recourse to the Company, initially closed on August 26, 2022 and had approximately $19.1 millionnil and $19.0$19.2 million outstanding as of September 30, 2023March 31, 2024 and December 31, 2022,2023, respectively. On March 20, 2024, Banff’s credit facility with Wells Fargo Bank, N.A. was terminated and fully repaid.
The Company may sell portions of its investments via assignment to Banff. Since inception, as of both September 30, 2023March 31, 2024 and December 31, 2022,2023, the Company had sold $187.9 million of its investments to Banff. As of both September 30, 2023March 31, 2024 and December 31, 2022,2023, the Company did not have any unsettled receivables due from Banff. 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 Banff 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 Banff as it is not a substantially wholly owned investment company subsidiary. In addition, Banff is not an operating company and the Company does not control Banff due to the allocation of voting rights among Banff members.
Thompson Rivers LLC
On April 28, 2020, Thompson Rivers LLC (“Thompson Rivers”) was formed as a Delaware limited liability company. Under Thompson Rivers’ current operating agreement, as amended to date, pursuant to which the Company became a party in June 2021, the Company has a capital commitment of $30.0 million of equity capital to Thompson Rivers, all of which has been funded as of September 30, 2023.March 31, 2024. As of September 30, 2023,March 31, 2024, aggregate commitments to Thompson Rivers by the Company and the other members under the current operating agreement total $450.0 million, all of which has been funded.
61

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
For the three and nine months ended September 30,March 31, 2024 and 2023, Thompson Rivers declared $8.0$15.0 million and $106.0$57.0 million in dividends, respectively, of which nil was recognized as dividend income in the Company’s Unaudited Consolidated Statements of Operations. In addition, for the three and nine months ended September 30,March 31, 2024 and 2023, the Company recognized $0.5$1.0 million and $7.0 million, respectively, of the dividends as a return of capital. For the three and nine months ended September 30, 2022, Thompson Rivers declared $89.1 million and $178.5 million in dividends, respectively, of which $0.9 million and $3.2 million, respectively, was recognized as dividend income in the Company’s Unaudited Consolidated Statement of Operations. In addition, for the three and nine months ended September 30, 2022, the Company recognized $5.0 million and $8.6$3.8 million, respectively, of the dividends as a return of capital.
67

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
As of September 30, 2023,March 31, 2024, Thompson Rivers had $415.6$307.7 million in Ginnie Mae early buyout loans and $13.2$7.7 million in cash. As of December 31, 2022,2023, Thompson Rivers had $890.9$366.7 million in Ginnie Mae early buyout loans and $65.1$7.1 million in cash. As of September 30, 2023,March 31, 2024, Thompson Rivers had 2,6771,974 outstanding loans with an average unpaid balance of $0.2 million and weighted average coupon of 4.0%. As of December 31, 2022,2023, Thompson Rivers had 5,4142,305 outstanding loans with an average unpaid balance of $0.2 million and weighted average coupon of 4.0%.
As of September 30, 2023March 31, 2024 and December 31, 2022,2023, the Thompson Rivers investment portfolio consisted of the following investments:
($ in thousands)($ in thousands)CostPercentage of
Total Portfolio
Fair ValuePercentage of
Total Portfolio
($ in thousands)CostPercentage of
Total Portfolio
Fair ValuePercentage of
Total Portfolio
September 30, 2023:
March 31, 2024:
Federal Housing Administration (“FHA”) loans
Federal Housing Administration (“FHA”) loans
Federal Housing Administration (“FHA”) loansFederal Housing Administration (“FHA”) loans$419,651 92 %$384,251 92 %$306,491 93 93 %$287,390 93 93 %
Veterans Affairs (“VA”) loansVeterans Affairs (“VA”) loans34,071 31,380 
$453,722 100 %$415,631 100 %
December 31, 2022:
$$328,095 100 %$307,685 100 %
December 31, 2023:
Federal Housing Administration (“FHA”) loans
Federal Housing Administration (“FHA”) loans
Federal Housing Administration (“FHA”) loansFederal Housing Administration (“FHA”) loans$864,625 91 $811,358 91 
Veterans Affairs (“VA”) loansVeterans Affairs (“VA”) loans84,654 79,553 
$949,279 100 %$890,911 100 %
$$386,657 100 %$366,731 100 %
Thompson Rivers’ repurchase agreement with JPMorgan Chase Bank, which is non-recourse to the Company, had approximately $101.2$70.2 million and $224.2$83.5 million outstanding as of September 30, 2023March 31, 2024 and December 31, 2022,2023, respectively. Thompson Rivers’ repurchase agreement with Bank of America N.A., which is non-recourse to the Company, had approximately $195.6$144.1 million and $428.0$170.8 million outstanding as of September 30, 2023March 31, 2024 and December 31, 2022,2023, respectively. Thompson Rivers’ repurchase agreement with Barclays Bank, which is non-recourse to the Company, had approximately $64.1$45.1 million and $184.2$50.0 million outstanding as of September 30, 2023March 31, 2024 and December 31, 2022,2023, respectively.
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.
62

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
As of September 30, 2023March 31, 2024 and December 31, 2022,2023, Thompson Rivers had the following contributed capital and unfunded commitments from its members:
($ in thousands)($ in thousands)
As of
 September 30, 2023
As of December 31, 2022
Total contributed capital by Barings Capital Investment Corporation (1)Total contributed capital by Barings Capital Investment Corporation (1)$32,318 $32,318 
Total contributed capital by Barings Capital Investment Corporation (1)
Total contributed capital by Barings Capital Investment Corporation (1)
Total contributed capital by all members (2)
Total contributed capital by all members (2)
Total contributed capital by all members (2)Total contributed capital by all members (2)$482,083 $482,083 
Total unfunded commitments by Barings Capital Investment CorporationTotal unfunded commitments by Barings Capital Investment Corporation$— $— 
Total unfunded commitments by Barings Capital Investment Corporation
Total unfunded commitments by Barings Capital Investment Corporation
Total unfunded commitments by all membersTotal unfunded commitments by all members$— $— 
Total unfunded commitments by all members
Total unfunded commitments by all members
(1)Includes $2.3 million of dividend re-investments.
(2)Includes dividend re-investments of $32.1 million and $209.2 million, respectively, 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. Under Waccamaw River’s current operating agreement, as amended to date, pursuant to which the Company became a party in May 2021, the Company has a capital commitment of $25.0 million of equity capital to Waccamaw River, all of which has been funded (including approximately $1.7 million of recallable return of capital) as of September 30, 2023.March 31, 2024. As of September 30, 2023,March 31, 2024, aggregate commitments to Waccamaw River by the Company and the other members under the current operating agreement totaled $125.0 million, all of which has been funded (including $14.0 million of recallable return of capital).
68

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
For the three months ended September 30, 2023, Waccamaw River did not declare a dividend. For the nine months ended September 30,March 31, 2024 and 2023, Waccamaw River declared $7.3 million in dividends, of which $1.5 million was recognized as dividend income in the Company’s Unaudited Consolidated Statements of Operations. For the threenil and nine months ended September 30, 2022, Waccamaw River declared $2.7 million and $6.6$3.6 million in dividends, respectively, of which $0.5 millionnil and $1.3$0.7 million, respectively, was recognized as dividend income in the Company’s Unaudited Consolidated Statements of Operations.
As of September 30, 2023,March 31, 2024, Waccamaw River had $223.7$154.9 million in unsecured consumer loans and $21.2$7.2 million in cash. As of December 31, 2022,2023, Waccamaw River had $200.5$182.3 million in unsecured consumer loans and $8.0$6.6 million in cash. As of September 30, 2023,March 31, 2024, Waccamaw River had 23,19919,291 outstanding loans with an average loan size of $10,832,$9,764, remaining average life to maturity of 41.838.2 months and weighted average interest rate of 12.7%12.8%. As of December 31, 2022,2023, Waccamaw River had 18,33521,435 outstanding loans with an average loan size of $11,542,$10,338, remaining average life to maturity of 44.040.0 months and weighted average interest rate of 12.0%12.7%.
Waccamaw River’s secured loan borrowing with JPMorgan Chase Bank, N.A., which is non-recourse to the Company, had approximately $88.3$55.9 million and $72.3$71.0 million outstanding as of September 30, 2023March 31, 2024 and December 31, 2022,2023, respectively. Waccamaw River’s secured loan borrowing with Barclays Bank PLC, which is non-recourse to the Company, had approximately $75.2$38.0 million and $44.8$51.3 million outstanding as of September 30, 2023March 31, 2024 and December 31, 2022,2023, respectively.
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.
63

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
As of September 30, 2023March 31, 2024 and December 31, 2022,2023, Waccamaw River had the following contributed capital and unfunded commitments from its members:
($ in thousands)
As of
September 30, 2023
As of December 31, 2022
Total contributed capital by Barings Capital Investment Corporation$26,730 $24,250 
Total contributed capital by all members (1)$139,020 $126,620 
Total return of capital (recallable) by Barings Capital Investment Corporation$(1,730)$(1,730)
Total return of capital (recallable) by all members (2)$(14,020)$(14,020)
Total unfunded commitments by Barings Capital Investment Corporation$— $2,480 
Total unfunded commitments by all members$— $12,400 (3)
($ in thousands)
As of
March 31, 2024
As of December 31, 2023
Total contributed capital by Barings Capital Investment Corporation$26,730 $26,730 
Total contributed capital by all members (1)$139,020 $139,020 
Total unfunded commitments by Barings Capital Investment Corporation$— $— 
Total unfunded commitments by all members$— $— 
(1)Includes $85.6 million and $78.1 million of total contributed capital by related parties as of September 30, 2023both March 31, 2024 and December 31, 2022, respectively.2023.
(2)Includes ($10.6) million of total return of capital (recallable) by related parties.
(3)Includes $7.4 million of unfunded commitments by related parties.
Eclipse Business Capital Holdings LLC
On July 8, 2021, the Company made an equity investment in Eclipse Business Capital Holdings LLC (“Eclipse”) of $44.4 million, a second lien senior secured loan of $2.2 million and unfunded revolver of $6.7 million, alongside other related party affiliates. On August 12, 2022, the Company increased the unfunded revolver to $11.2 million. As of September 30, 2023March 31, 2024 and December 31, 2022, $2.32023, $2.9 million and $2.6$2.7 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.
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 company. Thus, the Company is not required to consolidate Eclipse because it does not provide services to the Company. Instead the Company accounts for its equity investment in Eclipse in accordance with ASC 946-320, presented as a single investment measured at fair value.
69

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Rocade Holdings LLC
On February 1, 2023, the Company made an equity investment in Rocade Holdings LLC (“Rocade”) of $45.0 million, alongside other related party affiliates.affiliates and made additional investments thereafter during the fiscal year ended December 31, 2023 of $5.5 million. The total equity invested in Rocade as of March 31, 2024 was $50.5 million (excluding preferred dividends) and the Company had $4.5 million of unfunded preferred equity commitments. Rocade conducts its business through Rocade LLC and operates as Rocade Capital. As of September 30, 2023, the Company had $10.0 million of unfunded preferred equity commitments. Rocade is one of the country’s leading litigation finance platforms that specializes in providing financing to plaintiff law firms engaged in mass tort and other civil litigation. Rocade typically provides loans to law firms that are secured by the borrowing firm’s interests in award settlements, including contingency fees expected to be earned from successful litigation. The loans generally bear floating rate PIK interest with an overall expected annualized return between 10% and 25% and collect debt service upon receipt of settlement awards and/or contingency fees. The addition of Rocade to the portfolio allows the Company to participate in an uncorrelated asset class that offer differentiated income returns as compared to directly originated loans. Rocade is led by a seasoned team of litigation finance experts.
The Company has determined that Rocade 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 company. Thus, the Company is not required to consolidate Rocade because it does not provide services to the Company. Instead the Company accounts for its equity investment in Rocade in accordance with ASC 946-320, presented as a single investment measured at fair value.
64

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Valuation of Investments
The Adviser conducts the valuation of the Company’s investments, upon which the Company’s net asset value (“NAV”) is primarily based, in accordance with its valuation policy, as well as established and documented processes and methodologies for determining the fair values of portfolio company investments on a recurring (at least quarterly) basis in accordance with the 1940 Act and FASB ASC Topic 820, Fair Value Measurements and Disclosures (“ASC Topic 820”). The Company’s current valuation policy and processes were established by the Adviser and were 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. The fair value measurement assumes that the sale occurs in the principal market for the security, or in the absence of a principal market, in the most advantageous market for the security. If no market for the security exists or if the Company does not have access to the principal market, the security should be valued based on the sale occurring in a hypothetical market.
Under ASC Topic 820, there are three levels of valuation inputs, as follows:
Level 1 Inputs – include quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2 Inputs – include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.
Level 3 Inputs – include inputs that are unobservable and significant to the fair value measurement.
A financial instrument is categorized within the ASC Topic 820 valuation hierarchy based upon the lowest level of input to the valuation process that is significant to the fair value measurement. For example, a Level 3 fair value measurement may include inputs that are observable (Levels 1 and 2) and unobservable (Level 3). Therefore, unrealized appreciation and depreciation related to such investments categorized as Level 3 investments within the tables below may include changes in fair value that are attributable to both observable inputs (Levels 1 and 2) and unobservable inputs (Level 3).
The Company’s investment portfolio includes certain debt and equity instruments of privately held companies for which quoted prices or other observable inputs falling within the categories of Level 1 and Level 2 are generally not available. In such cases, the Adviser determines the fair value of the Company’s investments in good faith primarily using Level 3 inputs. In certain cases, quoted prices or other observable inputs exist, and if so, the Adviser 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.

70

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
There is no single standardapproach 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 Board must determine fair value in good faith for any or all Company investments for which market quotations are not readily available. The Board has designated the Adviser as valuation designee to perform the fair value determinations relating to the value of the assets held by the Company for which market quotations are not readily available. 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
65

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
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 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.
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 that of 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. If the Adviser’s pricing committee disagrees with the price range provided, it may make a fair value recommendation to the Adviser that is outside of the range provided by the independent valuation provider 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.
Valuation Inputs
The Adviser’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 Adviser’s market assumptions. The Adviser’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,
71

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
the Adviser will utilize alternative approaches such as broker quotes or manual prices. The Adviser 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 Investments in Banff, Thompson Rivers and Waccamaw River
As Banff, Thompson Rivers and Waccamaw River are investment companies with no readily determinable fair values, the Adviser estimates the fair value of the Company’s investments in these entities using the NAV of each company and the Company’s ownership percentage as a practical expedient. The NAV is determined in accordance with the specialized accounting guidance for investment companies.
66

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Level 3 Unobservable Inputs
The following tables summarize the significant unobservable inputs the Adviser used in the valuation of the Company’s Level 3 debt and equity securities as of September 30, 2023March 31, 2024 and December 31, 2022.2023. The weighted average range of unobservable inputs is based on fair value of investments.
September 30, 2023
($ in thousands)(3)
Fair ValueValuation
Model
Level 3
Input
Range of
Inputs
Weighted
Average
Impact to Valuation from an Increase in Input
Senior debt and 1st lien notes(1)
$828,343 Yield AnalysisMarket Yield7.3% – 27.6%11.6%Decrease
92,874 Recent TransactionTransaction Price96.1% – 100.0%97.5%Increase
Subordinated debt and 2nd lien notes(2)
89,518 Yield AnalysisMarket Yield9.0% – 18.9%13.3%Decrease
4,582 Market ApproachAdjusted EBITDA Multiple11.0x11.0xIncrease
Equity shares(4)
8,518 Yield AnalysisMarket Yield14.2% – 15.5%14.9%Decrease
159,527 Market ApproachAdjusted EBITDA Multiple6.5x – 35.0x11.2xIncrease
1,247 Market ApproachRevenue Multiple6.3x – 9.5x6.7xIncrease
2,018 Net Asset ApproachLiabilities$(44,742.4)$(44,742.4)Decrease
1,795 Recent TransactionTransaction Price$1.00 – $1,000.00$209.17Increase
Equity Warrants561 Market ApproachAdjusted EBITDA Multiple6.5x – 14.0x8.1xIncrease
March 31, 2024
($ in thousands)(3)
Fair ValueValuation
Model
Level 3
Input
Range of
Inputs
Weighted
Average
Impact to Valuation from an Increase in Input
Senior debt and 1st lien notes(1)
$844,660 Yield AnalysisMarket Yield6.1% – 27.0%10.9%Decrease
10,163 Market ApproachAdjusted EBITDA Multiple1.2x – 12.5x9.3xIncrease
79,471 Recent TransactionTransaction Price95.6% – 100.0%98.0%Increase
Subordinated debt and 2nd lien notes(2)
87,205 Yield AnalysisMarket Yield9.0% – 17.7%12.7%Decrease
10,166 Market ApproachAdjusted EBITDA Multiple6.0x – 11.0x8.5xIncrease
1,875 Recent TransactionTransaction Price100.0%100.0%Increase
Equity shares(4)
16,103 Yield AnalysisMarket Yield10.5% – 14.2%13.0%Decrease
162,274 Market ApproachAdjusted EBITDA Multiple5.5x – 27.5x11.1xIncrease
1,353 Market ApproachRevenue Multiple6.0x – 9.3x6.5xIncrease
8,027 Discounted Cash Flow AnalysisDiscount Rate14.5%14.5%Decrease
2,357 Net Asset ApproachLiabilities$(64,894.6)$(64,894.6)Decrease
749 Recent TransactionTransaction Price$0.00 – $1,037.50$438.67Increase
Equity Warrants1,102 Market ApproachAdjusted EBITDA Multiple6.3x – 12.5x7.7xIncrease
(1) Excludes investments with an aggregate fair value amounting to $13,323,$11,856, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(2) Excludes investments with an aggregate fair value amounting to $25,072,$5,821, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(3) For structured products, investments with an aggregate fair value amounting to $14,520,$15,801, were valued by the Adviser using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(4) Excludes investments with an aggregate fair value amounting to $5,982,$2,670, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.






67
72

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
December 31, 2022
($ in thousands)
Fair ValueValuation
Model
Level 3
Input
Range of
Inputs
Weighted
Average
Impact to Valuation from an Increase in Input
Senior debt and 1st lien notes(1)
$727,410 Yield AnalysisMarket Yield7.7% – 30.6%11.0%Decrease
8,768 Discounted Cash Flow AnalysisDiscount Rate13.0%13.0%Decrease
129,646 Recent TransactionTransaction Price96.7% – 100.0%97.5%Increase
Subordinated debt and 2nd lien notes(2)
88,432 Yield AnalysisMarket Yield9.3% – 16.6%12.8%Decrease
4,851 Market ApproachAdjusted EBITDA Multiple9.0x9.0xIncrease
342 Recent TransactionTransaction Price97.3%97.3%Increase
Structured products(3)
7,584 Discounted Cash Flow AnalysisDiscount Rate10.4%10.4%Decrease
Equity shares(4)
9,462 Yield AnalysisMarket Yield15.7% – 17.8%16.6%Decrease
94,314 Market ApproachAdjusted EBITDA Multiple6.5x – 43.0x10.5xIncrease
1,152 Market ApproachRevenue Multiple6.5x – 7.0x6.8xIncrease
220 Market ApproachAdjusted EBITDA /Revenue Multiple Blend5.8x5.8xIncrease
1,288 Net Asset ApproachLiabilities$(8,941.8)$(8,941.8)Decrease
3,700 Recent TransactionTransaction Price$0.00 – $1,015.13$620.80Increase
Equity Warrants476 Market ApproachAdjusted EBITDA Multiple6.5x – 17.5x7.4xIncrease

During the three months ended March 31, 2024, one equity position with a fair value of $7.1 million transitioned from a market approach to a yield analysis valuation model. In addition, one senior debt and first lien note position with a fair value of $2.7 million transitioned from a yield analysis to a market approach valuation model. The changes in approach were driven by considerations given to the financial performance of each portfolio company.
December 31, 2023
($ in thousands)(3)
Fair ValueValuation
Model
Level 3
Input
Range of
Inputs
Weighted
Average
Impact to Valuation from an Increase in Input
Senior debt and 1st lien notes(1)
$844,635 Yield AnalysisMarket Yield7.8% – 19.6%11.2%Decrease
7,247 Market ApproachAdjusted EBITDA Multiple1.1x – 12.5x3.5xIncrease
84,483 Recent TransactionTransaction Price97.0% – 100.0%97.9%Increase
Subordinated debt and 2nd lien notes(2)
85,803 Yield AnalysisMarket Yield8.5% – 18.9%13.1%Decrease
4,986 Market ApproachAdjusted EBITDA Multiple11.0x11.0xIncrease
670 Recent TransactionTransaction Price98.0%98.0%Increase
Equity shares(4)
8,788 Yield AnalysisMarket Yield14.6%14.6%Decrease
162,996 Market ApproachAdjusted EBITDA Multiple4.8x – 30.0x11.2xIncrease
1,390 Market ApproachRevenue Multiple6.5x – 9.5x6.8xIncrease
6,080 Discounted Cash Flow AnalysisDiscount Rate14.2%14.2%Decrease
2,131 Net Asset ApproachLiabilities$(55,281.8)$(55,281.8)Decrease
5,203 Recent TransactionTransaction Price$1.00 – $10.00$9.64Increase
Equity Warrants1,043 Market ApproachAdjusted EBITDA Multiple6.3x – 12.5x7.5xIncrease
(1) Excludes investments with an aggregate fair value amounting to $6,369,$12,714, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(2) Excludes investments with an aggregate fair value amounting to $4,180,$5,392, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(3) ExcludesFor structured products, investments with an aggregate fair value amounting to $6,626, which$14,915, were valued by the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(4) Excludes investments with an aggregate fair value amounting to $2,742,$5,975, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
During the year ended December 31, 2023, one equity position with a fair value of $2.6 million and four senior debt and first lien note positions with a fair value of $7.1 million transitioned from a yield analysis to a market approach valuation model. In addition, one structured product position with a fair value of $6.5 million transitioned from a discounted cash flow analysis to a broker quote valuation model. The changes in approach were driven by considerations given to the financial performance of each portfolio company.






68
73

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
The following tables present the Company’s investment portfolio at fair value as of September 30, 2023March 31, 2024 and December 31, 2022,2023, categorized by the ASC Topic 820 valuation hierarchy, as previously described:
Fair Value as of September 30, 2023 Fair Value as of March 31, 2024
($ in thousands)($ in thousands)Level 1Level 2Level 3Total($ in thousands)Level 1Level 2Level 3Total
Senior debt and 1st lien notes
Senior debt and 1st lien notes
$— $41,832 $934,540 $976,372 
Subordinated debt and 2nd lien notes
Subordinated debt and 2nd lien notes
— 7,102 119,172 126,274 
Structured productsStructured products— 11,831 14,520 26,351 
Equity sharesEquity shares39 — 179,087 179,126 
Equity warrantsEquity warrants— — 561 561 
Investments subject to levelingInvestments subject to leveling$39 $60,765 $1,247,880 $1,308,684 
Investments subject to leveling
Investments subject to leveling
Investments in joint ventures (1)Investments in joint ventures (1)40,211 
$1,348,895 
$
Fair Value as of December 31, 2022 Fair Value as of December 31, 2023
($ in thousands)($ in thousands)Level 1Level 2Level 3Total($ in thousands)Level 1Level 2Level 3Total
Senior debt and 1st lien notes
Senior debt and 1st lien notes
$— $48,026 $872,193 $920,219 
Subordinated debt and 2nd lien notes
Subordinated debt and 2nd lien notes
— 25,439 97,805 123,244 
Structured productsStructured products— 14,111 14,210 28,321 
Equity sharesEquity shares32 756 112,878 113,666 
Equity warrantsEquity warrants— — 476 476 
Investments subject to levelingInvestments subject to leveling$32 $88,332 $1,097,562 $1,185,926 
Investments subject to leveling
Investments subject to leveling
Investment in joint ventures (1)Investment in joint ventures (1)$47,479 
$1,233,405 
$
(1)The Company’s investments in Banff, Thompson Rivers and Waccamaw River 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.
6974

Barings Capital Investment Corporation
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 ninethree months ended September 30, 2023March 31, 2024 and 2022:2023:
Nine Months Ended
September 30, 2023:
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity SharesEquity WarrantsTotal
Three Months Ended
March 31, 2024:
($ in thousands)
Three Months Ended
March 31, 2024:
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity SharesEquity WarrantsTotal
Fair value, beginning of periodFair value, beginning of period$872,193 $97,805 $14,210 $112,878 $476 $1,097,562 
New investmentsNew investments121,288 15,474 — 53,308 — 190,070 
Transfers into (out of) Level 3(2)19,379 1,767 517 — 21,661 
Investment restructuring
Transfers into (out of) Level 3, net
Proceeds from sales of investmentsProceeds from sales of investments(23,494)— — (94)— (23,588)
Loan origination fees receivedLoan origination fees received(2,898)(48)— — — (2,946)
Principal repayments receivedPrincipal repayments received(37,241)(16,643)(1,692)— — (55,576)
Payment-in-kind interest/dividendsPayment-in-kind interest/dividends2,093 1,883 — 4,344 — 8,320 
Accretion of loan premium/discountAccretion of loan premium/discount286 277 — — — 563 
Accretion of deferred loan origination revenueAccretion of deferred loan origination revenue3,215 229 — — — 3,444 
Realized gain (loss)Realized gain (loss)(2,045)(161)— (446)— (2,652)
Unrealized appreciation (depreciation)Unrealized appreciation (depreciation)1,145 977 235 8,580 85 11,022 
Fair value, end of periodFair value, end of period$934,540 $119,172 $14,520 $179,087 $561 $1,247,880 
Nine Months Ended
September 30, 2022:
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity SharesEquity WarrantsTotal
Three Months Ended
March 31, 2023:
($ in thousands)
Three Months Ended
March 31, 2023:
($ in thousands)
Three Months Ended
March 31, 2023:
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity SharesEquity WarrantsTotal
Fair value, beginning of periodFair value, beginning of period$584,289 $76,826 $— $57,526 $— $718,641 
New investmentsNew investments320,987 36,774 4,520 26,701 388,984 
Transfers into (out of) Level 3(5,087)5,879 9,811 3,518 — 14,121 
Transfers into (out of) Level 3, net
Proceeds from sales of investmentsProceeds from sales of investments(74,425)(2,958)— — — (77,383)
Loan origination fees receivedLoan origination fees received(7,086)(698)— — — (7,784)
Principal repayments receivedPrincipal repayments received(42,729)(449)(714)— — (43,892)
Payment-in-kind interest/dividendsPayment-in-kind interest/dividends1,039 931 — 99 — 2,069 
Accretion of loan premium/discountAccretion of loan premium/discount141 81 — — — 222 
Accretion of deferred loan origination revenueAccretion of deferred loan origination revenue2,860 154 — — — 3,014 
Realized gain (loss)Realized gain (loss)(4,189)— — — (4,182)
Unrealized appreciation (depreciation)Unrealized appreciation (depreciation)(28,399)(4,957)(1,145)17,215 (2)(17,288)
Fair value, end of periodFair value, end of period$747,401 $111,590 $12,472 $105,059 $— $976,522 
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 appreciationdepreciation on Level 3 investments of $6.7$0.6 million during the ninethree months ended September 30,March 31, 2024 was related to portfolio company investments that were still held by the Company as of March 31, 2024. Pre-tax net unrealized appreciation on Level 3 investments of $9.5 million during the three months ended March 31, 2023 was related to portfolio company investments that were still held by the Company as of September 30,March 31, 2023. Pre-tax net unrealized depreciation on Level 3 investments of $19.8 million during the nine months ended September 30, 2022 was related to portfolio company investments that were still held by the Company as of September 30, 2022.
7075

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
During the ninethree months ended September 30, 2023,March 31, 2024, the Company made investments of approximately $141.1$31.0 million in portfolio companies to which it was not previously contractually committed to provide such financing. During the ninethree months ended September 30, 2023,March 31, 2024, the Company made investments of $50.0$20.3 million in portfolio companies to which it was previously committed to provide such financing.
During the ninethree months ended September 30, 2022,March 31, 2023, the Company made investments of approximately $399.7$91.6 million in portfolio companies to which it was not previously contractually committed to provide such financing. During the ninethree months ended September 30, 2022,March 31, 2023, the Company made investments of $41.7$9.8 million in portfolio companies to which it was previously committed to provide such financing.
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 purchase 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 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. As of September 30, 2023,March 31, 2024, the Company does not “Control” any of its portfolio companies for the purposes of the 1940 Act. Under the 1940 Act, the Company is deemed to be an Affiliated Person of a company in which the Company has invested if it owns at least 5.0%, but no more than 25.0%, of the outstanding voting securities of such company.
Cash and Foreign Currencies
Cash consists of deposits held at a custodian bank. Cash is carried at cost, which approximates fair value. The Company places its cash with financial institutions and, at times, cash may exceed insured limits under applicable law.
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 both September 30, 2023March 31, 2024 and December 31, 2022,2023, the Company had three portfolio companies and one investmentportfolio company, respectively, with investments that waswere on non-accrual.
Dividend income on preferred equity securities is recorded on the accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected. Dividend income on common equity is recorded on the ex-dividend date.
7176

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Payment-in-Kind Interest
The Company currently holds, and expects to hold in the future, some loans in its portfolio that contain PIK interest provisions. PIK interest, computed at the contractual rate specified in each loan agreement, is periodically added to the principal balance of the loan, rather than being paid to 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.
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, covenant waiver fees and loan amendment fees, and are recorded as investment income when earned.
Fee income for the three and nine months ended September 30,March 31, 2024 and 2023 and 2022 was as follows:
Three Months EndedThree Months EndedNine Months
Ended
Nine Months
Ended
Three Months Ended
Three Months Ended
Three Months Ended
($ in thousands)
($ in thousands)
($ in thousands)($ in thousands)September 30, 2023September 30, 2022September 30, 2023September 30, 2022
Recurring Fee Income:Recurring Fee Income:
Recurring Fee Income:
Recurring Fee Income:
Amortization of loan origination fees
Amortization of loan origination fees
Amortization of loan origination feesAmortization of loan origination fees$992 $845 $2,885 $2,333 
Management, valuation and other feesManagement, valuation and other fees307 304 993 848 
Management, valuation and other fees
Management, valuation and other fees
Total Recurring Fee Income
Total Recurring Fee Income
Total Recurring Fee IncomeTotal Recurring Fee Income1,299 1,149 3,878 3,181 
Non-Recurring Fee Income:Non-Recurring Fee Income:
Prepayment fees— — 213 108 
Non-Recurring Fee Income:
Non-Recurring Fee Income:
Acceleration of unamortized loan origination fees
Acceleration of unamortized loan origination fees
Acceleration of unamortized loan origination feesAcceleration of unamortized loan origination fees116 538 645 804 
Advisory, loan amendment and other feesAdvisory, loan amendment and other fees112 133 343 472 
Advisory, loan amendment and other fees
Advisory, loan amendment and other fees
Total Non-Recurring Fee Income
Total Non-Recurring Fee Income
Total Non-Recurring Fee IncomeTotal Non-Recurring Fee Income228 671 1,201 1,384 
Total Fee IncomeTotal Fee Income$1,527 $1,820 $5,079 $4,565 
Total Fee Income
Total Fee Income
General and Administrative Expenses
Other general and administrative expenses include bank service fees and expenses reimbursable to the Adviser under the terms of the Administration Agreement and other costs related to operating the Company.
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.
Segments
The Company lends to and invests in customers in various industries. The Company separately evaluates the performance of each of its lending and investment relationships. However, because each of these loan and investment relationships has
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Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
similar business and economic characteristics, they have been aggregated into a single lending and investment segment. All applicable segment disclosures are included in or can be derived from the Company’s financial statements.
Concentration of Credit Risk
As of both September 30, 2023March 31, 2024 and December 31, 2022,2023, there were no individual investments representing greater than 10% of the fair value of the Company’s portfolio. As of both September 30, 2023March 31, 2024 and December 31, 2022,2023, the Company’s largest single portfolio company investment represented approximately 5.6% and 5.7%, respectively, of the fair value of the Company’s portfolio. 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.
As of September 30, 2023,March 31, 2024, all of the Company’s assets were or will be pledged as collateral for the ING Credit Facility.
Investments Denominated in Foreign Currency
As of September 30, 2023 the Company held 11 investments that were denominated in Australian dollars, two investments that were denominated in Canadian dollars, one investment that was denominated in Danish kroner, two investments that were denominated in New Zealand dollars, one investment that was denominated in Norwegian krone, 56 investments that were denominated in Euros, two investments that were denominated in Swiss francs and 24 investments that were denominated in British pounds sterling. As of DecemberMarch 31, 2022,2024 the Company held 12 investments that were denominated in Australian dollars, two investments that were denominated in Canadian dollars, one investment that was denominated in Danish kroner, two investments that were denominated in New Zealand dollars, one investment that was denominated in Norwegian krone, 49kroner, 60 investments that were denominated in Euros, two investments that were denominated in Swiss francs, one investment that was denominated in Swedish kronor and 23 investments that were denominated in British pounds sterling. As of December 31, 2023, the Company held 12 investments that were denominated in Australian dollars, two investments that were denominated in Canadian dollars, one investment that was denominated in Danish kroner, two investments that were denominated in New Zealand dollars, one investment that was denominated in Norwegian kroner, 58 investments that were denominated in Euros, two investments that were denominated in Swiss francs, one investment that was denominated Swedish kronor and 2423 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 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 ninethree months ended September 30,March 31, 2024 and March 31, 2023, and September 30, 2022, the Company entered into forward currency contracts primarily to help mitigate the impact that an adverse change in foreign exchange rates would have on the Company’s investments denominated in foreign currencies. Net unrealized appreciation or depreciation on foreign currency contracts are included in “Net unrealized appreciation (depreciation) - forward currency contracts” and net realized gains or losses on forward currency contracts are included in “Net realized gains (losses) - forward currency contracts” 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). 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
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Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
certain undistributed income unless the Company distributes, in a timely manner, an amount at least equal to the sum of (i) 98%
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Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
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 (or later if the Company is permitted to elect and so elects) 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. For the three and nine months ended September 30,March 31, 2024 and 2023, the Company recorded net expenses of $0.1$0.2 million and $0.2 million$23.5 thousand, respectively, for U.S. federal excise 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 2020-2021)2020-2022), 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 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, 2023March 31, 2024 and December 31, 20222023 was approximately $1,351.0$1,352.6 million and $1,249.1$1,344.7 million, respectively. As of September 30, 2023,March 31, 2024, net unrealized appreciation on the Company’s investments (tax basis) was approximately $15.4$22.0 million, consisting of gross unrealized appreciation, where the fair value of the Company’s investments exceeds their tax cost, of approximately $71.8$71.2 million and gross unrealized depreciation, where the tax cost of the Company’s investments exceeds their fair value, of approximately $56.5$49.2 million. As of December 31, 2022,2023, net unrealized depreciationappreciation on the Company’s investments (tax basis) was approximately $15.1$2.6 million, consisting of gross unrealized appreciation, where the fair value of the Company’s investments exceeds their tax cost, of approximately $56.1$63.2 million and gross unrealized depreciation, where the tax cost of the Company’s investments exceeds their fair value, of approximately $71.3$60.6 million.
In addition, the Company has a wholly-owned taxable subsidiary (the “Taxable Subsidiary”), which holds certain portfolio investments.investments that are listed on the Unaudited and Audited Consolidated Schedules of Investments. The Taxable Subsidiary is consolidated for financial reporting purposes, such that the Company’s consolidated financial statements reflectsreflect the Company’s investments in the portfolio companies owned by the Taxable Subsidiary. The purpose of the Taxable Subsidiary is to permit the Company to hold certain portfolio companies that are organized as limited liability companies (“LLC”LLCs”) (or other forms of pass-through entities) and still satisfy the RIC tax requirement that at least 90% of the RIC’s gross revenue for income tax purposes must consist of qualifying investment income. Absent the Taxable Subsidiary, a proportionate amount of any gross income of an LLC (or other pass-through entity) portfolio investment would flow through directly to the RIC. To the extent that such income did not consist of qualifying investment income, it could jeopardize the Company’s ability to qualify as a RIC and therefore cause the Company to incur significant amounts of federal income taxes. When LLCs (or other pass-through entities) are owned by the Taxable Subsidiary, their income is taxed to the Taxable Subsidiary and does not flow through to the RIC, thereby helping the Company preserve its RIC tax treatment and resultant tax advantages. The Taxable Subsidiary is not consolidated for income tax purposes and may generate income tax expense or benefit as a result of its 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 Subsidiary (net of unrealized depreciation related to portfolio investments held by the Taxable Subsidiary), if any, will beis reflected net of applicable federal and state income taxes, if any, in the Company’s Unaudited 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 September 30, 2023March 31, 2024 and December 31, 2022,2023, the Company recorded a net deferred tax liability of $0.5$0.7 million and $0.4$0.8 million, respectively, pertaining to operating losses and tax basis differences in the Taxable Subsidiary’s investment inrelated to certain partnership interests.
7479

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
5. BORROWINGS
The Company had the following borrowings outstanding as of September 30, 2023March 31, 2024 and December 31, 2022:2023: 
Issuance Date
($ in thousands)
Issuance Date
($ in thousands)
Maturity DateInterest Rate as of September 30, 2023September 30, 2023December 31, 2022
Issuance Date
($ in thousands)
Issuance Date
($ in thousands)
Credit Facility:
Credit Facility:
Credit Facility:Credit Facility:
January 15, 2021January 15, 2021April 30, 20267.394%663,303 $581,436 
January 15, 2021
January 15, 2021
Total Credit Facility
Total Credit Facility
Total Credit FacilityTotal Credit Facility$663,303 $581,436 
Notes:Notes:
Notes:
Notes:
February 22, 2022
February 22, 2022
February 22, 2022February 22, 2022February 22, 20274.750%$100,000 $100,000 
(Less: Deferred financing fees)(Less: Deferred financing fees)$(170)$(284)
(Less: Deferred financing fees)
(Less: Deferred financing fees)
Total NotesTotal Notes$99,830 $99,716 
Total Notes
Total Notes
The Company is required to meet an asset coverage ratio, defined under the 1940 Act as the ratio of the Company’s total assets (less all liabilities and indebtedness not represented by senior securities) to its outstanding senior securities, of at least 150% after each issuance of senior securities. The Company’s asset coverage ratio was 183.2%189.8% as of September 30, 2023.
September 2020 Subscription Facility
On September 21, 2020, the Company entered into a revolving credit agreement (as subsequently amended, the “September 2020 Subscription Facility”) with Société Générale, as administrative agent and a lender, and the other lenders from time to time party thereto. The September 2020 Subscription Facility initially allowed the Company to borrow up to $160 million, reduced to $110 million in October 2021, at any one time outstanding, subject to certain restrictions, including availability under the borrowing base, which was based on unused capital commitments from different categories of investors (with varying advance rates amongst the different categories of investors).
The amount of permissible borrowings under the September 2020 Subscription Facility could be increased to an agreed-upon amount with the consent of the administrative agent. The September 2020 Subscription Facility had a maturity date of September 21, 2022. On March 25, 2022, following the repayment of all borrowings, interest, and fees payable thereunder, and at the election of the Company, the September 2020 Subscription Facility was terminated, including all commitments and obligations with Société Générale to lend and make advances to the Company. In connection with the termination, the pro rata portion of the unamortized deferred financing costs related to the September 2020 Subscription Facility was written off and recognized as a loss on extinguishment of debt in the Company’s Unaudited Consolidated Statements of Operations.31, 2024.
Borrowings under the September 2020 Subscription Facility bore interest at a rate equal to, at the election of the Company, either (i) with respect to loans bearing interest at a rate based on LIBOR (as such term is defined in the September 2020 Subscription Facility which definition includes different LIBOR calculations based on the applicable currency), the rate per annum determined by the administrative agent to be equal to (a) the quotient obtained by dividing: (1) LIBOR for such loan for such one-month, three-months or other period requested by the Company or otherwise consented to by the administrative agent; by (2) one minus the maximum rate at which reserves (including, without limitation, any marginal, special, supplemental, or emergency reserves) are required to be maintained under regulations issued from time to time by the Board of Governors of the Federal Reserve System (or any successor) by member banks of the Federal Reserve System against “Eurocurrency liabilities” (as such term is used in Regulation D) for such loan for such one-month, three-months or other period requested by the Company, provided that if the calculation above results in a rate of less than zero (0), the rate shall be deemed to be zero (0) for all purposes, plus (b) 185 basis points per annum; or (ii) with respect to loans bearing interest at a rate based on the rate of interest per annum publicly announced from time to time by the administrative agent as its prime rate (the “Prime Rate”) or the rate per annum equal to the weighted average of the rates on overnight Federal funds transactions with members of the Federal Reserve System arranged by Federal funds brokers (the “Federal Funds Rate”) the greater of (a) the Prime Rate plus 185 basis points and (b) the Federal Funds Rate plus fifty basis points plus 185 basis points. The Company was required to pay a commitment fee on the unused portion of the September 2020 Subscription Facility.
The Company and the administrative agent, for the benefit of the secured parties, entered into a borrower security agreement pursuant to which the Company’s obligations under the September 2020 Subscription Facility were secured by a first-priority security interest in the Company’s right, title and interest in the capital commitments of the Company’s investors. In addition, the Company and the administrative agent, for the benefit of the secured parties, entered into a borrower pledge of collateral account pursuant to which the Company’s obligations under the September 2020 Subscription Facility were secured
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Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
by a first-priority security interest in the Company’s account held at State Street Bank and all of the Company’s right, title and interest in the amounts or property held in such account.
Borrowings under the September 2020 Subscription Facility were subject to the leverage restrictions applicable to the Company that are contained in the 1940 Act.
ING Capital Credit Facility
On January 15, 2021, the Company entered into the ING Credit Facility with ING Capital LLC (“ING”), as administrative agent, and the lenders party thereto. The initial commitments under the ING Credit Facility totaled $65.0 million.
On April 30, 2021, the Company amended and restated the credit agreement governing the ING Credit Facility to increase the total commitments under the facility to $325.0 million and include a $25.0 million letter of credit sub-facility. On July 22, 2021, the Company entered into an incremental commitment and assumption agreement to increase the aggregate commitments under the ING Credit Facility to $500.0 million. As amended as of March 31, 2022, the Company had aggregate commitments from lenders of $500.0 million under the ING Credit Facility, the maximum commitment then allowed under the ING Credit Facility. On April 25, 2022, the Company amended the ING Credit Facility to, among other things, (i) increase total commitments from lenders to $625.0 million from $500.0 million, (ii) upsize the accordion feature under the ING Credit Facility to allow for an increase in aggregate commitments thereunder from new and existing lenders on the same terms and conditions as the existing commitments up to a total of $800.0 million, subject to certain conditions and the satisfaction of specified financial covenants, and (iii) replace the LIBOR benchmark provisions under the ING Credit Facility with SOFR benchmark provisions. On October 13, 2022, the Company amended the ING Credit Facility to increase total commitments from lenders to $710.0 million from $625.0 million.
The Company can borrow foreign currencies directly under the ING Credit Facility. The ING Credit Facility is secured primarily by a material portion of the Company’s present and future property and assets and is guaranteed by certain of the Company’s subsidiaries. The revolving period under the ING Credit Facility terminates on April 30, 2025, and the final maturity date of the ING Credit Facility is scheduled for April 30, 2026.
Borrowings under the ING Credit Facility bear interest on a per annum basis equal to (i) for borrowings denominated in U.S. Dollars, subject to the Company’s election, (a) the alternate base rate plus 1.15% or (b) the adjusted eurocurrency rateterm SOFR plus 2.15%, plus a credit spread adjustment of 0.10% for borrowings with an interest period of one month, 0.15% for borrowings with and interest period of three months or 0.25% for borrowings with an interest period of six months, with the term SOFR plus credit spread adjustment subject to a 0.00% floor, (ii) for borrowings denominated in Pounds Sterling, Swiss Francs, Euros, Canadian Dollars, Danish Krone,Kroner, Norwegian KroneKroner or Swedish Krona,Kronor, the adjusted eurocurrency rate plus 2.15%, (iii) for borrowings denominated in Australian Dollars, the adjusted eurocurrency rate plus 2.35%, or (iv) for borrowings denominated in New Zealand Dollars, the adjusted eurocurrency rate plus 2.45%. The alternate base rate is equal to the greatest of (i) the prime rate, (ii) the federal funds rate plus 0.50%, (iii) the overnight bank funding rate plus 0.50%, (iv) the adjusted three-monthone-month term SOFR plus 1.00% plus a credit spread adjustment of 0.10% and (v) 1.00%. The adjusted eurocurrency rate is equal to the eurocurrency rate for the applicable interest period plus any applicable statutory reserve rate for such interest period, subject to a 0.00% floor. The Company pays a commitment fee on undrawn amounts under the ING Credit Facility.
The ING Credit Facility contains certain affirmative and negative covenants, including but not limited to (i) maintaining minimum stockholders’ equity, (ii) maintaining a minimum asset coverage ratio of (a) 150% at any time that more than 70% of the total fair value of the Company’s portfolio comprises cash, cash equivalents, long-term U.S. government securities or first lien loans to portfolio companies, or (b) 167% or 200% at specified concentrations of such assets at amounts less than or equal
80

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
to 70% of the total fair value of the Company’s portfolio, (iii) meeting a minimum liquidity test, (iv) meeting a minimum net worth test, and (v) maintaining the Company’s status as a RIC under the Code and as a BDC under the 1940 Act. The ING 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, certain change of control events, and the occurrence of a material adverse effect. The ING 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. ING and other lenders under the ING Credit Facility, and their respective affiliates, may from time to time receive customary fees and expenses in the performance of investment banking, financial advisory or other services for the Company. As of September 30, 2023,March 31, 2024, the Company was in compliance with all covenants of the ING Credit Facility.
The Company, one of its subsidiaries, BCIC Holdings, Inc., ING, as administrative agent, the financing agents and designated indebtedness holders that become parties thereto and ING, as collateral agent, also entered into a guarantee, pledge and security agreement, dated as of January 15, 2021, pursuant to which the Company’s obligations under the ING Credit Facility are secured by a first-priority security interest (subject to certain exceptions) in substantially all of the Company’s and its subsidiary guarantors’ present and future property and assets.
76

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
As of September 30, 2023,March 31, 2024, the Company had U.S. dollar borrowings of $552.0$533.0 million under the ING Credit Facility with an interest rate of 7.584%7.569% (with Term SOFR borrowings subject to one month SOFR of 5.334%5.319%), borrowings denominated in British pounds sterling of £33.2£31.2 million ($40.539.4 million U.S. dollars) with an interest rate of 7.368%7.371% (one month SONIA of 5.218%5.221%), borrowings denominated in Euros of €63.5€61.5 million ($67.266.4 million U.S. dollars) with an interest rate of 5.900%6.088% (one month EURIBOR of 3.750%3.938%) and borrowings denominated in Australian Dollars of A$5.5 million ($3.53.6 million U.S. dollars) with an interest rate of 6.463%6.650% (one month AUD Screen Rate of 4.313%4.300%). 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 ING Credit Facility borrowings is included in “unrealized“Net unrealized appreciation (depreciation) - foreign currency transactions” in the Company’s Unaudited Consolidated Statements of Operations.
As of December 31, 2022,2023, the Company had U.S. dollar borrowings of $470.0$533.0 million under the ING Credit Facility with an interest rate of 6.571%7.584% (with Term SOFR borrowings subject to one month SOFR of 4.321%5.334%), borrowings denominated in British pounds sterling of £33.2£31.2 million ($39.939.8 million U.S. dollars) with an interest rate of 5.110%7.370% (one month SONIA of 2.960%5.220%), borrowings denominated in Euros of €63.5€61.5 million ($67.867.9 million U.S. dollars) with an interest rate of 3.772%6.025% (one month EURIBOR of 1.622%3.875%) and borrowings denominated in Australian Dollars of A$5.5 million ($3.73.8 million U.S. dollars) with an interest rate of 5.400%6.650% (one month AUD Screen Rate of 3.250%4.300%). 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 ING Credit Facility borrowings is included in “unrealized appreciation (depreciation) - foreign currency transactions” in the Company’s Consolidated Statements of Operations.
As of September 30, 2023March 31, 2024 and December 31, 2022,2023, the fair values of the borrowings outstanding under the ING Credit Facility were $663.3$642.4 million and $581.4$644.5 million, respectively. The fair values of the borrowings outstanding under the ING Credit Facility are based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
February 2027 Notes
On February 22, 2022, the Company entered into a Note Purchase Agreement (the “February 2022 NPA”) governing the issuance of $100.0 million in aggregate principal amount of senior unsecured notes due February 22, 2027 (the “February 2027 Notes”), in each case, to qualified institutional investors in a private placement. The February 2027 Notes were delivered and paid for on February 22, 2022.
The February 2027 Notes, for which the Company was required to obtain an initial rating by June 30, 2022, have a fixed interest rate of 4.75% per year, subject to a step up of 0.75% per year, to the extent the February 2027 Notes fail to satisfy certain investment grade rating conditions.
The February 2027 Notes will mature on February 22, 2027 unless redeemed, purchased or prepaid prior to such date by the Company in accordance with the terms of the February 2022 NPA. Interest on the February 2027 Notes will be due semiannually in February and August of each year, beginning in August 2022. In addition, the Company is obligated to offer to repay the February 2027 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 2022 NPA, the Company may redeem the February 2027 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 22, 2026, a make-whole premium.
81

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
The February 2022 NPA contains certain representations and warranties, and various covenants and reporting requirements customary for agreements of this type, 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, liens, restricted payments, and investments. In addition, the February 2022 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 stockholders, 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 2022 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, if any, 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 2027 Notes at the time outstanding may declare all February 2027 Notes then outstanding to be immediately due and payable.
77

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
The Company’s obligations under the February 2022 NPA are general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by the Company. As of September 30, 2023,March 31, 2024, the Company was in compliance with all covenants under the February 2022 NPA.
The February 2027 Notes were offered in reliance on Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”). The February 2027 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, 2023March 31, 2024 and December 31, 2022,2023, the fair values of the February 2027 Notes were $87.7$92.1 million and $85.7$90.2 million, respectively. The fair value determinations of the February 2027 Notes were based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
82

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
6. DERIVATIVE INSTRUMENTS
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. Forward currency contracts are considered undesignated derivative instruments.
The following tables present the Company’s foreign currency forward contracts as of September 30, 2023March 31, 2024 and December 31, 2022:2023:
As of September 30, 2023
Description
($ in thousands)
Notional Amount to be PurchasedNotional Amount to be SoldMaturity DateGross Amount of Recognized Assets (Liabilities)Balance Sheet Location of Net Amounts
As of March 31, 2024
Description
($ in thousands)
As of March 31, 2024
Description
($ in thousands)
As of March 31, 2024
Description
($ in thousands)
Notional Amount to be PurchasedNotional Amount to be SoldMaturity DateGross Amount of Recognized Assets (Liabilities)Balance Sheet Location of Net Amounts
Foreign currency forward contract (AUD)Foreign currency forward contract (AUD)A$37,920$24,76804/08/24$(25)Derivative liabilities
Foreign currency forward contract (AUD)Foreign currency forward contract (AUD)$571A$87204/08/24Derivative assets
Foreign currency forward contract (AUD)Foreign currency forward contract (AUD)A$6,263$4,17910/10/23$(139)Derivative liabilitiesForeign currency forward contract (AUD)$25,161A$37,04804/08/24987 Derivative assetsDerivative assets
Foreign currency forward contract (AUD)Foreign currency forward contract (AUD)$27,725A$41,38410/10/231,026 Derivative assetsForeign currency forward contract (AUD)$25,112A$38,35007/08/2425 Derivative assetsDerivative assets
Foreign currency forward contract (CAD)Foreign currency forward contract (CAD)$4,276C$5,63110/10/23115 Derivative assets
Foreign currency forward contract (CAD)
Foreign currency forward contract (CAD)C$252$18904/08/24(3)Derivative liabilities
Foreign currency forward contract (CAD)Foreign currency forward contract (CAD)C$5,633$4,14804/08/2416 Derivative assets
Foreign currency forward contract (CAD)Foreign currency forward contract (CAD)$83C$11304/08/24— Derivative liabilities
Foreign currency forward contract (CAD)Foreign currency forward contract (CAD)$4,342C$5,77204/08/2476 Derivative assets
Foreign currency forward contract (CAD)Foreign currency forward contract (CAD)$4,213C$5,71507/08/24(16)Derivative liabilities
Foreign currency forward contract (DKK)Foreign currency forward contract (DKK)146kr.$2210/10/23(1)Derivative liabilities
Foreign currency forward contract (DKK)Foreign currency forward contract (DKK)$5633,801kr.10/10/2324 Derivative assets
Foreign currency forward contract (DKK)Foreign currency forward contract (DKK)$32221kr.10/10/23Derivative assets4,058kr.$58904/08/24(1)Derivative liabilitiesDerivative liabilities
Foreign currency forward contract (DKK)Foreign currency forward contract (DKK)$1280kr.04/08/24— Derivative assets
Foreign currency forward contract (DKK)Foreign currency forward contract (DKK)$5873,978kr.04/08/2411 Derivative assets
Foreign currency forward contract (DKK)Foreign currency forward contract (DKK)$5944,077kr.07/08/24Derivative assets
Foreign currency forward contract (EUR)Foreign currency forward contract (EUR)€6,000$6,44410/10/23(92)Derivative liabilities
Foreign currency forward contract (EUR)Foreign currency forward contract (EUR)$102,385€92,91810/10/234,018 Derivative assets
Foreign currency forward contract (EUR)€95,644$103,47104/08/24(155)Derivative liabilities
Foreign currency forward contract (EUR)Foreign currency forward contract (EUR)$3,430€3,16404/08/2412 Derivative assets
Foreign currency forward contract (EUR)Foreign currency forward contract (EUR)$101,716€92,48004/08/241,818 Derivative assets
Foreign currency forward contract (EUR)Foreign currency forward contract (EUR)$107,123€98,65107/08/24158 Derivative assets
Foreign currency forward contract (GBP)Foreign currency forward contract (GBP)£2,000$2,49710/10/23(54)Derivative liabilities
Foreign currency forward contract (GBP)Foreign currency forward contract (GBP)$21,986£17,24510/10/23921 Derivative assets
Foreign currency forward contract (GBP)£1,056$1,33504/08/24(1)Derivative liabilities
Foreign currency forward contract (GBP)Foreign currency forward contract (GBP)£15,862$20,02504/08/2413 Derivative assets
Foreign currency forward contract (GBP)Foreign currency forward contract (GBP)$1,254£98204/08/2414 Derivative assets
Foreign currency forward contract (GBP)Foreign currency forward contract (GBP)$20,135£15,93604/08/24Derivative assets
Foreign currency forward contract (GBP)Foreign currency forward contract (GBP)$21,094£16,70107/08/24(14)Derivative liabilities
Foreign currency forward contract (NZD)Foreign currency forward contract (NZD)$5,983NZ$9,71210/10/23147 Derivative assets
Foreign currency forward contract (NZD)
Foreign currency forward contract (NZD)NZ$10,224$6,14104/08/24(25)Derivative liabilities
Foreign currency forward contract (NZD)Foreign currency forward contract (NZD)$6,401NZ$10,22404/08/24285 Derivative assets
Foreign currency forward contract (NZD)Foreign currency forward contract (NZD)$6,210NZ$10,33810/10/2325 Derivative assets
Foreign currency forward contract (NOK)Foreign currency forward contract (NOK)$1,953kr20,94010/10/23(11)Derivative liabilities
Foreign currency forward contract (NOK)
Foreign currency forward contract (NOK)21,883kr$2,03204/08/24(15)Derivative liabilities
Foreign currency forward contract (NOK)Foreign currency forward contract (NOK)$40429kr04/08/24Derivative assets
Foreign currency forward contract (NOK)Foreign currency forward contract (NOK)$2,08321,453kr04/08/24105 Derivative assets
Foreign currency forward contract (NOK)Foreign currency forward contract (NOK)$2,03821,901kr07/08/2415 Derivative assets
Foreign currency forward contract (SEK)
Foreign currency forward contract (SEK)
Foreign currency forward contract (SEK)16,338kr$1,54104/08/24(12)Derivative liabilities
Foreign currency forward contract (SEK)Foreign currency forward contract (SEK)$32330kr04/08/24Derivative assets
Foreign currency forward contract (SEK)Foreign currency forward contract (SEK)$1,57616,008kr04/08/2478 Derivative assets
Foreign currency forward contract (SEK)Foreign currency forward contract (SEK)$1,54916,363kr07/08/2412 Derivative assets
Foreign currency forward contract (CHF)
Foreign currency forward contract (CHF)
Foreign currency forward contract (CHF)1,691Fr.$1,87004/08/24Derivative assets
Foreign currency forward contract (CHF)Foreign currency forward contract (CHF)$4339Fr.10/10/23Derivative assetsForeign currency forward contract (CHF)$2,0131,691Fr.04/08/24134 Derivative assetsDerivative assets
Foreign currency forward contract (CHF)Foreign currency forward contract (CHF)$1,8301,610Fr.10/10/2368 Derivative assetsForeign currency forward contract (CHF)$1,9211,720Fr.07/08/24(9)Derivative liabilitiesDerivative liabilities
Total
TotalTotal$6,024 
Total
7883

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
As of December 31, 2022
Description
($ in thousands)
Notional Amount to be PurchasedNotional Amount to be SoldMaturity DateGross Amount of Recognized Assets (Liabilities)Balance Sheet Location of Net Amounts
Foreign currency forward contract (AUD)A$39,294$26,33701/09/23$408 Derivative assets
Foreign currency forward contract (AUD)A$2,000$1,37401/09/23(12)Derivative liabilities
As of December 31, 2023
Description
($ in thousands)
As of December 31, 2023
Description
($ in thousands)
As of December 31, 2023
Description
($ in thousands)
Notional Amount to be PurchasedNotional Amount to be SoldMaturity DateGross Amount of Recognized Assets (Liabilities)Balance Sheet Location of Net Amounts
Foreign currency forward contract (AUD)Foreign currency forward contract (AUD)$26,835A$41,29401/09/23(1,272)Derivative liabilitiesForeign currency forward contract (AUD)$22,960A$35,90701/10/24(1,568)Derivative liabilitiesDerivative liabilities
Foreign currency forward contract (AUD)Foreign currency forward contract (AUD)$26,797A$39,83604/11/23(420)Derivative liabilitiesForeign currency forward contract (AUD)$569A$86701/10/24(23)Derivative liabilitiesDerivative liabilities
Foreign currency forward contract (CAD)
Foreign currency forward contract (CAD)Foreign currency forward contract (CAD)C$6,033$4,43501/09/2323 Derivative assets
Foreign currency forward contract (CAD)Foreign currency forward contract (CAD)$4,428C$6,03301/09/23(29)Derivative liabilities$4,087C$5,57701/10/24(137)Derivative liabilitiesDerivative liabilities
Foreign currency forward contract (CAD)Foreign currency forward contract (CAD)$4,301C$5,84404/11/23(22)Derivative liabilitiesForeign currency forward contract (CAD)$182C$24501/10/24(4)Derivative liabilitiesDerivative liabilities
Foreign currency forward contract (DKK)Foreign currency forward contract (DKK)3,720kr.$53101/09/23Derivative assets
Foreign currency forward contract (DKK)Foreign currency forward contract (DKK)$4943,720kr.01/09/23(42)Derivative liabilities
Foreign currency forward contract (DKK)Foreign currency forward contract (DKK)$5423,770kr.04/11/23(4)Derivative liabilities$5483,873kr.01/10/24(27)Derivative liabilitiesDerivative liabilities
Foreign currency forward contract (DKK)Foreign currency forward contract (DKK)$17120kr.01/10/24(1)Derivative liabilities
Foreign currency forward contract (EUR)
Foreign currency forward contract (EUR)Foreign currency forward contract (EUR)€83,782$88,96301/09/23711 Derivative assets
Foreign currency forward contract (EUR)Foreign currency forward contract (EUR)$82,670€83,78201/09/23(7,005)Derivative liabilities$93,155€88,30501/10/24(4,541)Derivative liabilitiesDerivative liabilities
Foreign currency forward contract (EUR)Foreign currency forward contract (EUR)$91,411€85,55204/11/23(734)Derivative liabilitiesForeign currency forward contract (EUR)$7,409€6,84001/10/24(158)Derivative liabilitiesDerivative liabilities
Foreign currency forward contract (GBP)Foreign currency forward contract (GBP)£19,224$23,35201/09/23(132)Derivative liabilities
Foreign currency forward contract (GBP)Foreign currency forward contract (GBP)$21,343£19,22401/09/23(1,878)Derivative liabilities
Foreign currency forward contract (GBP)Foreign currency forward contract (GBP)$19,375£16,01304/11/23(9)Derivative liabilities$18,602£15,32801/10/24(927)Derivative liabilitiesDerivative liabilities
Foreign currency forward contract (NZD)Foreign currency forward contract (NZD)NZ$9,080$5,70701/09/2353 Derivative assets
Foreign currency forward contract (NZD)Foreign currency forward contract (NZD)NZ$3,000$1,93601/09/23(33)Derivative liabilities
Foreign currency forward contract (NZD)Foreign currency forward contract (NZD)$6,701NZ$11,73801/09/23(745)Derivative liabilities$5,813NZ$9,76001/10/24(373)Derivative liabilitiesDerivative liabilities
Foreign currency forward contract (NZD)Foreign currency forward contract (NZD)$213NZ$34201/09/23(4)Derivative liabilitiesForeign currency forward contract (NZD)$126NZ$21501/10/24(10)Derivative liabilitiesDerivative liabilities
Foreign currency forward contract (NZD)$5,747NZ$9,13904/11/23(54)Derivative liabilities
Foreign currency forward contract (NOK)Foreign currency forward contract (NOK)kr19,278$1,96001/09/23— Derivative liabilities
Foreign currency forward contract (NOK)Foreign currency forward contract (NOK)$1,767kr18,89001/09/23(153)Derivative liabilities
Foreign currency forward contract (NOK)Foreign currency forward contract (NOK)$39kr38801/09/23— Derivative liabilities$1,946kr21,02401/10/24(130)Derivative liabilitiesDerivative liabilities
Foreign currency forward contract (NOK)$1,970kr19,30104/11/23— Derivative liabilities
Foreign currency forward contract (NOK)$74kr72504/11/23— Derivative liabilities
Foreign currency forward contract (SEK)
Foreign currency forward contract (SEK)
Foreign currency forward contract (SEK)$1,52316,000kr01/10/24(69)Derivative liabilities
Foreign currency forward contract (CHF)Foreign currency forward contract (CHF)1,423Fr.$1,53701/09/23Derivative assets
Foreign currency forward contract (CHF)Foreign currency forward contract (CHF)$1,2621,223Fr.01/09/23(62)Derivative liabilities
Foreign currency forward contract (CHF)Foreign currency forward contract (CHF)$206200Fr.01/09/23(10)Derivative liabilities$1,8431,672Fr.01/10/24(148)Derivative liabilitiesDerivative liabilities
Foreign currency forward contract (CHF)$1,5521,422Fr.04/11/23(2)Derivative liabilities
TotalTotal$(11,420)
As of September 30, 2023March 31, 2024 and December 31, 2022,2023, the total fair value of the Company’s foreign currency forward contracts was $6.0$3.5 million and $(11.4)$(8.1) 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.
7. COMMITMENTS AND CONTINGENCIES
As of both September 30, 2023March 31, 2024 and December 31, 2022,2023, the Company had $568.7 million in total capital commitments from investors of which $5.0 million was from C.M. Life Insurance Company, an affiliate of MassMutual and the Adviser, and $95.0 million was from MassMutual. As of both September 30, 2023March 31, 2024 and December 31, 2022,2023, all commitments have been funded.
In the normal course of business, the Company is party to financial instruments with off-balance sheet risk, consisting primarily of unused commitments to extend financing to the Company’s portfolio companies. Since commitments may expire without being drawn upon, the total commitment amount does not necessarily represent future cash requirements. As of September 30, 2023,March 31, 2024, the Company believed that it had adequate financial resources to satisfy its unfunded commitments. The balances of unused commitments to extend financing as of September 30, 2023March 31, 2024 and December 31, 20222023 were as follows:
Portfolio Company
($ in thousands)
Portfolio Company
($ in thousands)
Investment TypeSeptember 30, 2023December 31, 2022Portfolio Company
($ in thousands)
Investment TypeMarch 31, 2024December 31, 2023
Accurus Aerospace Corporation(1)(2)Accurus Aerospace Corporation(1)(2)Revolver$207 $461 
AD Bidco, Inc.(1)
AD Bidco, Inc.(1)
Adhefin International(1)(2)(3)Adhefin International(1)(2)(3)Delayed Draw Term Loan402 — 
AirX Climate Solutions, Inc.(1)
AirX Climate Solutions, Inc.(1)
AlliA Insurance Brokers NV(1)(3)
Americo Chemical Products, LLC(1)
Amtech LLC(1)(2)
Aquavista Watersides 2 LTD(1)(2)(4)
Arc Education(1)(3)
Argus Bidco Limited(1)(2)(4)
ASC Communications, LLC(1)
Astra Bidco Limited(1)(2)(4)
ATL II MRO Holdings Inc.(1)(2)
Avance Clinical Bidco Pty Ltd(1)(2)(5)
7984

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)
Portfolio Company
($ in thousands)
Investment TypeSeptember 30, 2023December 31, 2022Portfolio Company
($ in thousands)
Investment TypeMarch 31, 2024December 31, 2023
Air Comm Corporation, LLC(1)(2)Delayed Draw Term Loan1,237 — 
AlliA Insurance Brokers NV(1)(2)(3)Delayed Draw Term Loan1,707 — 
Americo Chemical Products, LLC(1)(2)Revolver471 — 
Amtech LLC(1)Delayed Draw Term Loan454 909 
Amtech LLC(1)Revolver159 182 
AnalytiChem Holding GmbH(1)(2)(3)Bridge Revolver170 171 
APC1 Holding(1)(3)Delayed Draw Term Loan— 354 
Aquavista Watersides 2 LTD(1)(2)(4)Capex / Acquisition Facility636 761 
Arc Education(1)(3)Delayed Draw Term Loan1,444 1,900 
Argus Bidco Limited(1)(2)(4)CAF Term Loan259 395 
Argus Bidco Limited(1)(2)(4)RCF Bridge Term Loan— 84 
ASC Communications, LLC(1)Revolver659 659 
Astra Bidco Limited(1)(2)(4)Delayed Draw Term Loan451 683 
ATL II MRO Holdings Inc.(1)Revolver1,250 1,250 
Avance Clinical Bidco Pty Ltd(1)(2)(5)Delayed Draw Term Loan929 976 
Azalea Buyer, Inc.(1)(2)Azalea Buyer, Inc.(1)(2)Delayed Draw Term Loan429 641 
Azalea Buyer, Inc.(1)(2)Azalea Buyer, Inc.(1)(2)Revolver321 321 
Bariacum S.A(1)(2)(3)Acquisition Facility318 640 
Beyond Risk Management, Inc.(1)(2)Delayed Draw Term Loan2,423 2,423 
Beyond Risk Management, Inc.(1)
Biolam Group(1)(2)(3)Biolam Group(1)(2)(3)Delayed Draw Term Loan964 3,189 
Bounteous, Inc.(1)(2)Bounteous, Inc.(1)(2)Delayed Draw Term Loan2,580 2,580 
Brightpay Limited(1)(2)(3)Brightpay Limited(1)(2)(3)Delayed Draw Term Loan121 122 
BrightSign LLC(1)(2)BrightSign LLC(1)(2)Revolver238 715 
CAi Software, LLC(1)(2)CAi Software, LLC(1)(2)Revolver707 707 
Canadian Orthodontic Partners Corp.(1)(2)(6)Delayed Draw Term Loan— 106 
Ceres Pharma NV(1)(3)Delayed Draw Term Loan— 1,610 
Cascade Residential Services LLC(1)
Cascade Residential Services LLC(1)
CCFF Buyer, LLC(1)(2)
CCFF Buyer, LLC(1)(2)
CGI Parent, LLC(1)(2)CGI Parent, LLC(1)(2)Revolver1,653 1,653 
Comply365, LLC(1)Revolver556 472 
Comply365, LLC(1)(2)
Coyo Uprising GmbH(1)(2)(3)Coyo Uprising GmbH(1)(2)(3)Delayed Draw Term Loan501 505 
CSL DualCom(1)(4)CSL DualCom(1)(4)Capex / Acquisition Term Loan179 177 
DataServ Integrations, LLC(1)DataServ Integrations, LLC(1)Revolver481 481 
DecksDirect, LLC(1)(2)DecksDirect, LLC(1)(2)Revolver381 218 
DISA Holdings Corp.(1)DISA Holdings Corp.(1)Delayed Draw Term Loan858 912 
DISA Holdings Corp.(1)DISA Holdings Corp.(1)Revolver243 277 
Dune Group(1)(2)(3)Dune Group(1)(2)(3)Delayed Draw Term Loan675 980 
Dwyer Instruments, Inc.(1)Delayed Draw Term Loan1,845 1,845 
Eclipse Business Capital, LLC(1)Eclipse Business Capital, LLC(1)Revolver8,894 8,625 
EMI Porta Holdco LLC(1)(2)EMI Porta Holdco LLC(1)(2)Delayed Draw Term Loan3,532 3,532 
EMI Porta Holdco LLC(1)(2)Revolver302 631 
EPS NASS Parent, Inc.(1)Delayed Draw Term Loan— 187 
eShipping, LLC(1)eShipping, LLC(1)Delayed Draw Term Loan1,013 1,923 
eShipping, LLC(1)Revolver1,122 1,122 
Eurofins Digital Testing International LUX Holding SARL(1)(2)(3)Delayed Draw Term Loan349 352 
Eurofins Digital Testing International LUX Holding SARL(1)(2)(3)Eurofins Digital Testing International LUX Holding SARL(1)(2)(3)Delayed Draw Term Loan1,745 1,759 
Events Software BidCo Pty Ltd(1)(2)Events Software BidCo Pty Ltd(1)(2)Delayed Draw Term Loan620 640 
Express Wash Acquisition Company, LLC(1)Express Wash Acquisition Company, LLC(1)Revolver77 77 
Faraday(1)(3)
Finexvet(1)(3)
Footco 40 Limited(1)(2)(4)
Forest Buyer, LLC(1)
Forest Buyer, LLC(1)
Fortis Payment Systems, LLC(1)(2)
Fortis Payment Systems, LLC(1)(2)
GB Eagle Buyer, Inc.(1)
Global Academic Group Limited(1)(2)(7)
GPNZ II GmbH(1)(2)(3)
GPNZ II GmbH(1)(2)(3)
Greenhill II BV(1)(3)
Gusto Aus BidCo Pty Ltd(1)(5)
HeartHealth Bidco Pty Ltd(1)(2)(5)
HEKA Invest(1)(3)
HemaSource, Inc.(1)
HomeX Services Group LLC(1)
HomeX Services Group LLC(1)
HTI Technology & Industries(1)(2)
8085

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)
Investment TypeSeptember 30, 2023December 31, 2022
Faraday(1)(2)(3)Delayed Draw Term Loan949 
Fineline Technologies, Inc.(1)Delayed Draw Term Loan— 240 
Finexvet(1)(2)(3)Delayed Draw Term Loan623 — 
Footco 40 Limited(1)(2)(4)Delayed Draw Term Loan502 766 
Fortis Payment Systems, LLC(1)Delayed Draw Term Loan210 925 
FragilePak LLC(1)Delayed Draw Term Loan— 3,779 
Front Line Power Construction, LLC(1)(2)Delayed Draw Term Loan17 — 
GB Eagle Buyer, Inc.(1)(2)Revolver1,935 1,935 
Global Academic Group Limited(1)(2)(7)Term Loan262 301 
GPNZ II GmbH(1)(2)(3)CAF Term Loan— 560 
GPNZ II GmbH(1)(2)(3)Term Loan59 — 
Greenhill II BV(1)(3)Capex Acquisition Facility115 255 
Groupe Product Life(1)(3)Delayed Draw Term Loan— 441 
Gusto Aus BidCo Pty Ltd(1)(5)Delayed Draw Term Loan212 223 
HeartHealth Bidco Pty Ltd(1)(5)Delayed Draw Term Loan290 313 
Heartland Veterinary Partners, LLC(1)Delayed Draw Term Loan— 95 
HEKA Invest(1)(3)Delayed Draw Term Loan551 555 
HemaSource, Inc.(1)(2)Revolver902 — 
HTI Technology & Industries(1)Delayed Draw Term Loan1,023 1,023 
HTI Technology & Industries(1)Revolver682 682 
Innovad Group II BV(1)(2)(3)Delayed Draw Term Loan168 834 
INOS 19-090 GmbH(1)(2)(3)Acquisition Facility931 1,235 
Interstellar Group B.V.(1)(3)Delayed Draw Term Loan748 1,310 
Interstellar Group B.V.(1)(3)Delayed Draw Term Loan55 55 
Isolstar Holding NV (IPCOM)(1)(3)Delayed Draw Term Loan738 744 
ITI Intermodal, Inc.(1)(2)Delayed Draw Term Loan— 103 
ITI Intermodal, Inc.(1)Revolver621 118 
Jaguar Merger Sub Inc.(1)Delayed Draw Term Loan— 422 
Jaguar Merger Sub Inc.(1)Revolver— 490 
Jon Bidco Limited(1)(2)(7)Capex & Acquisition Facility317 428 
Jones Fish Hatcheries & Distributors LLC(1)(2)Revolver418 418 
Kano Laboratories LLC(1)Delayed Draw Term Loan1,574 1,574 
Kano Laboratories LLC(1)Delayed Draw Term Loan1,203 1,203 
Lambir Bidco Limited(1)(2)(3)Delayed Draw Term Loan1,075 1,250 
LeadsOnline, LLC(1)(2)Revolver1,952 1,952 
LivTech Purchaser, Inc.(1)(2)Delayed Draw Term Loan— 530 
Marmoutier Holding B.V.(1)(2)(3)Delayed Draw Term Loan24 24 
Marmoutier Holding B.V.(1)(2)(3)Revolver104 106 
Marshall Excelsior Co.(1)(2)Revolver333 250 
MC Group Ventures Corporation(1)Delayed Draw Term Loan290 311 
Mercell Holding AS(1)(2)(8)Capex Acquisition Facility369 398 
Modern Star Holdings Bidco Pty Limited(1)(2)(5)Term Loan319 335 
Modern Star Holdings Bidco Pty Limited(1)(2)(5)Term Loan72 — 
Moonlight Bidco Limited(1)(2)(4)Delayed Draw Term Loan538 — 
Murphy Midco Limited(1)(2)(4)Delayed Draw Term Loan485 553 
Narda Acquisitionco., Inc.(1)Revolver684 615 
NAW Buyer, LLC(1)Delayed Draw Term Loan1,515 — 
Portfolio Company
($ in thousands)
Investment TypeMarch 31, 2024December 31, 2023
HTI Technology & Industries(1)(2)Revolver682 682 
Ice House America, L.L.C.(1)(2)Delayed Draw Term Loan82 — 
Ice House America, L.L.C.(1)(2)Revolver191 — 
Innovad Group II BV(1)(2)(3)Delayed Draw Term Loan172 176 
INOS 19-090 GmbH(1)(2)(3)Acquisition Facility— 971 
Interstellar Group B.V.(1)(3)Delayed Draw Term Loan— 57 
Interstellar Group B.V.(1)(3)Delayed Draw Term Loan607 620 
InvoCare Limited(1)(2)(5)Delayed Draw Term Loan148 155 
Isolstar Holding NV (IPCOM)(1)(3)Delayed Draw Term Loan171 656 
ISTO Technologies II, LLC(1)Revolver238 238 
ITI Intermodal, Inc.(1)(2)Revolver595 595 
Jon Bidco Limited(1)(2)(7)Capex & Acquisition Facility316 334 
Jones Fish Hatcheries & Distributors LLC(1)Revolver418 418 
Kano Laboratories LLC(1)Delayed Draw Term Loan— 1,574 
Kano Laboratories LLC(1)Delayed Draw Term Loan— 1,203 
Lambir Bidco Limited(1)(2)(3)Delayed Draw Term Loan1,096 1,121 
LeadsOnline, LLC(1)Revolver1,952 1,640 
Marmoutier Holding B.V.(1)(2)(3)Delayed Draw Term Loan24 18 
Marmoutier Holding B.V.(1)(2)(3)Revolver108 106 
Marshall Excelsior Co.(1)Revolver100 133 
MB Purchaser, LLC(1)(2)Delayed Draw Term Loan515 — 
MB Purchaser, LLC(1)(2)Revolver103 — 
MC Group Ventures Corporation(1)(2)Delayed Draw Term Loan290 290 
Megawatt Acquisitionco, Inc.(1)Revolver332 — 
Mercell Holding AS(1)(2)(8)Capex Acquisition Facility362 387 
Modern Star Holdings Bidco Pty Limited(1)(2)(5)Term Loan323 338 
Modern Star Holdings Bidco Pty Limited(1)(2)(5)Term Loan73 77 
Moonlight Bidco Limited(1)(2)(4)Delayed Draw Term Loan557 562 
Narda Acquisitionco., Inc.(1)Revolver684 684 
NAW Buyer, LLC(1)(2)Delayed Draw Term Loan1,515 1,515 
NAW Buyer, LLC(1)(2)Revolver341 303 
NeoxCo(1)(3)Delayed Draw Term Loan486 497 
Next Holdco, LLC(1)Delayed Draw Term Loan189 189 
Next Holdco, LLC(1)Delayed Draw Term Loan73 73 
NF Holdco, LLC(1)Revolver589 442 
Novotech Aus Bidco Pty Ltd(1)Capex & Acquisition Facility1,042 1,042 
NPM Investments 28 BV(1)(3)Delayed Draw Term Loan468 479 
OA Buyer, Inc.(1)Revolver1,154 1,331 
OAC Holdings I Corp(1)(2)Revolver538 685 
OSP Hamilton Purchaser, LLC(1)(2)Revolver315 315 
Parkview Dental Holdings(1)(2)Delayed Draw Term Loan262 262 
Polara Enterprises, L.L.C.(1)Revolver273 273 
Premium Invest(1)(3)Acquisition Facility418 428 
Process Insights Acquisition, Inc.(1)Delayed Draw Term Loan623 623 
Process Insights Acquisition, Inc.(1)Revolver— 676 
Process Insights Acquisition, Inc.(1)Revolver575 — 
ProfitOptics, LLC(1)(2)Revolver35 84 
8186

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)
Investment TypeSeptember 30, 2023December 31, 2022
NAW Buyer, LLC(1)Revolver379 — 
NeoxCo(1)(2)(3)Delayed Draw Term Loan476 — 
Nexus Underwriting Management Limited(1)(2)(4)Acquisition Facility457 810 
Nexus Underwriting Management Limited(1)(2)(4)Revolver48 — 
NF Holdco, LLC(1)Revolver442 — 
Novotech Aus Bidco Pty Ltd(1)Capex & Acquisition Facility1,042 1,042 
NPM Investments 28 BV(1)(3)Delayed Draw Term Loan459 463 
OA Buyer, Inc.(1)Revolver1,331 1,331 
OAC Holdings I Corp(1)(2)Revolver685 303 
Omni Intermediate Holdings, LLC(1)(2)Delayed Draw Term Loan— 2,505 
OSP Hamilton Purchaser, LLC(1)(2)Revolver315 187 
Polara Enterprises, L.L.C.(1)Revolver273 273 
Premium Invest(1)(2)(3)Delayed Draw Term Loan3,600 3,629 
Process Insights Acquisition, Inc.(1)(2)Delayed Draw Term Loan623 — 
Process Insights Acquisition, Inc.(1)(2)Revolver676 — 
ProfitOptics, LLC(1)Revolver116 194 
Protego Bidco B.V.(1)(2)(3)Delayed Draw Term Loan167 210 
PSP Intermediate 4, LLC(1)(2)(3)Delayed Draw Term Loan721 727 
Qualified Industries, LLC(1)Revolver242 — 
Questel Unite(1)(2)(3)Incremental Term Loan2,741 2,763 
R1 Holdings, LLC(1)Delayed Draw Term Loan910 1,311 
R1 Holdings, LLC(1)Revolver973 801 
Randys Holdings, Inc.(1)Delayed Draw Term Loan3,309 3,309 
Randys Holdings, Inc.(1)Revolver995 1,178 
Rep Seko Merger Sub LLC(1)Delayed Draw Term Loan— 362 
Reward Gateway (UK) Ltd(1)(2)(4)Acquisition Facility— 735 
Rock Labor, LLC(1)Revolver625 — 
Rocade Holdings LLC(1)Preferred Equity10,000 — 
Royal Buyer, LLC(1)Delayed Draw Term Loan676 1,104 
Royal Buyer, LLC(1)Revolver670 670 
Safety Products Holdings, LLC(1)(2)Delayed Draw Term Loan— 2,451 
Sanoptis S.A.R.L.(1)(2)(3)Acquisition Capex Facility15 2,076 
SBP Holdings LP(1)Delayed Draw Term Loan394 — 
SBP Holdings LP(1)Revolver532 — 
Scaled Agile, Inc.(1)(2)Delayed Draw Term Loan331 416 
Scaled Agile, Inc.(1)(2)Revolver336 336 
Scout Bidco B.V.(1)(3)Delayed Draw Term Loan— 1,135 
Scout Bidco B.V.(1)(2)(3)Revolver511 515 
Sereni Capital NV(1)(2)(3)Delayed Draw Term Loan673 — 
Sereni Capital NV(1)(2)(3)Term Loan— 109 
Sinari Invest(1)(2)(3)Delayed Draw Term Loan665 — 
Smartling, Inc.(1)(2)Delayed Draw Term Loan— 1,176 
Smartling, Inc.(1)Revolver588 588 
SmartShift Group, Inc.(1)(2)Delayed Draw Term Loan2,293 — 
SmartShift Group, Inc.(1)(2)Revolver1,101 — 
Soho Square III Debtco II SARL(1)(4)Delayed Draw Term Loan757 2,255 
Solo Buyer, L.P.(1)(2)Revolver957 1,197 
Portfolio Company
($ in thousands)
Investment TypeMarch 31, 2024December 31, 2023
Protego Bidco B.V.(1)(2)(3)Delayed Draw Term Loan135 174 
PSP Intermediate 4, LLC(1)(2)(3)Delayed Draw Term Loan202 206 
Qualified Industries, LLC(1)Revolver242 242 
Questel Unite(1)(2)(3)Incremental Term Loan2,796 2,860 
R1 Holdings, LLC(1)Delayed Draw Term Loan841 841 
R1 Holdings, LLC(1)Revolver973 973 
Randys Holdings, Inc.(1)Delayed Draw Term Loan2,912 3,309 
Randys Holdings, Inc.(1)Revolver1,030 995 
Rocade Holdings LLC(1)Preferred Equity4,500 4,500 
Rock Labor, LLC(1)(2)Revolver625 625 
Royal Buyer, LLC(1)Delayed Draw Term Loan461 461 
Royal Buyer, LLC(1)Revolver874 670 
Sanoptis S.A.R.L.(1)(3)Acquisition Capex Facility— 16 
SBP Holdings LP(1)Delayed Draw Term Loan— 75 
SBP Holdings LP(1)Revolver355 532 
Scaled Agile, Inc.(1)(2)Revolver280 280 
Scout Bidco B.V.(1)(2)(3)Revolver313 320 
Sinari Invest(1)(2)(3)Delayed Draw Term Loan604 617 
SISU ACQUISITIONCO., INC.(1)(2)Delayed Draw Term Loan156 312 
Smartling, Inc.(1)Revolver588 588 
SmartShift Group, Inc.(1)Delayed Draw Term Loan2,294 2,294 
SmartShift Group, Inc.(1)Revolver1,101 1,101 
Solo Buyer, L.P.(1)Revolver798 798 
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)(1)(2)Delayed Draw Term Loan399 399 
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)(1)(2)Revolver117 90 
Spatial Business Systems LLC(1)Delayed Draw Term Loan938 937 
Spatial Business Systems LLC(1)Revolver703 703 
SSCP Pegasus Midco Limited(1)(4)Delayed Draw Term Loan1,237 1,487 
Superjet Buyer, LLC(1)Revolver1,095 1,095 
SVI International LLC(1)Delayed Draw Term Loan74 — 
SVI International LLC(1)Revolver74 — 
Syntax Systems Ltd(1)Revolver167 231 
Tank Holding Corp(1)Delayed Draw Term Loan339 409 
Tank Holding Corp(1)Revolver491 480 
Tanqueray Bidco Limited(1)(4)Capex Facility1,143 1,153 
Techone B.V.(1)(2)(3)Revolver154 94 
Tencarva Machinery Company, LLC(1)(2)Revolver752 752 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)Delayed Draw Term Loan— 1,758 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)Revolver796 796 
The Cleaver-Brooks Company, Inc.(1)Revolver1,615 1,615 
Trader Corporation(1)(6)Revolver173 177 
Trintech, Inc.(1)Revolver255 255 
TSYL Corporate Buyer, Inc.(1)Delayed Draw Term Loan912 1,469 
TSYL Corporate Buyer, Inc.(1)Revolver177 177 
Turbo Buyer, Inc.(1)(2)Delayed Draw Term Loan— 974 
UBC Ledgers Holding AB(1)(2)(9)Delayed Draw Term Loan792 840 
UBC Ledgers Holding AB(1)(2)(9)Revolver262 278 
8287

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)
Investment TypeSeptember 30, 2023December 31, 2022
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)(1)Delayed Draw Term Loan399 666 
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)(1)Revolver98 156 
Spatial Business Systems LLC(1)Delayed Draw Term Loan938 3,750 
Spatial Business Systems LLC(1)Revolver703 703 
SSCP Pegasus Midco Limited(1)(2)(4)Delayed Draw Term Loan1,423 1,683 
Superjet Buyer, LLC(1)Revolver1,095 1,460 
Syntax Systems Ltd(1)(2)Delayed Draw Term Loan1,142 1,142 
Syntax Systems Ltd(1)(2)Revolver199 199 
Tank Holding Corp(1)(2)Delayed Draw Term Loan617 — 
Tank Holding Corp(1)(2)Revolver142 545 
Tanqueray Bidco Limited(1)(4)Capex Facility1,104 1,088 
Techone B.V.(1)(2)(3)Revolver90 61 
Tencarva Machinery Company, LLC(1)Revolver752 752 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)Delayed Draw Term Loan2,707 2,707 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)Revolver796 796 
The Cleaver-Brooks Company, Inc.(1)Revolver1,615 1,413 
Trader Corporation(1)(6)Revolver173 173 
Trintech, Inc.(1)(2)Revolver255 — 
TSYL Corporate Buyer, Inc.(1)Delayed Draw Term Loan1,681 1,681 
TSYL Corporate Buyer, Inc.(1)Revolver177 177 
Turbo Buyer, Inc.(1)(2)Delayed Draw Term Loan974 974 
Union Bidco Limited(1)(2)(4)Acquisition Facility79 78 
United Therapy Holding III GmbH(1)(2)(3)Acquisition Facility655 1,170 
Unither (Uniholding)(1)(2)(3)Delayed Draw Term Loan459 — 
W2O Holdings, Inc.(1)(2)Delayed Draw Term Loan234 — 
W2O Holdings, Inc.(1)(2)Delayed Draw Term Loan— 1,060 
Waccamaw River(2)Joint Venture— 2,480 
West-NR AcquisitionCo., LLC(1)(2)Delayed Draw Term Loan1,250 — 
Whitcraft Holdings, Inc.(1)Revolver943 — 
Woodland Foods, LLC(1)(2)Line of Credit475 213 
WWEC Holdings III Corp(1)Delayed Draw Term Loan1,165 1,165 
WWEC Holdings III Corp(1)Revolver792 512 
Xeinadin Bidco Limited(1)(2)(4)CAF Term Loan1,975 2,372 
ZB Holdco LLC(1)Delayed Draw Term Loan— 676 
ZB Holdco LLC(1)(2)Delayed Draw Term Loan1,466 — 
ZB Holdco LLC(1)(2)Revolver406 423 
Zeppelin Bidco Limited(1)(2)(4)Capex / Acquisition Facility1,277 1,258 
Total unused commitments to extend financing$136,787 $143,252 
Portfolio Company
($ in thousands)
Investment TypeMarch 31, 2024December 31, 2023
Union Bidco Limited(1)(4)Acquisition Facility82 83 
United Therapy Holding III GmbH(1)(2)(3)Acquisition Facility668 683 
Unither (Uniholding)(1)(3)Delayed Draw Term Loan468 479 
W2O Holdings, Inc.(1)(2)Delayed Draw Term Loan— 234 
West-NR AcquisitionCo., LLC(1)Delayed Draw Term Loan1,250 1,250 
Whitcraft Holdings, Inc.(1)Revolver490 880 
White Bidco Limited(1)Delayed Draw Term Loan257 257 
Woodland Foods, LLC(1)(2)Line of Credit157 318 
World 50, Inc.(1)(2)Revolver243 — 
WWEC Holdings III Corp(1)(2)Revolver932 757 
Xeinadin Bidco Limited(1)(2)(4)CAF Term Loan1,601 2,062 
ZB Holdco LLC(1)(2)Delayed Draw Term Loan381 1,466 
ZB Holdco LLC(1)(2)Revolver271 423 
Zeppelin Bidco Limited(1)(2)(4)Capex / Acquisition Facility— 1,333 
Total unused commitments to extend financing$103,209 $114,328 
(1)The Adviser’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.
83

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
(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.
(8)Actual commitment amount is denominated in Norwegian Kroner.kroner. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(9)Actual commitment amount is denominated in Swedish kronor. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
88

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
8. FINANCIAL HIGHLIGHTS
The following is a schedule of financial highlights for the ninethree months ended September 30, 2023March 31, 2024 and 2022:2023:
Nine Months Ended September 30,
Three Months Ended March 31,Three Months Ended March 31,
($ in thousands, except share and per share amounts)($ in thousands, except share and per share amounts)20232022($ in thousands, except share and per share amounts)20242023
Per share data:Per share data:
Net asset value at beginning of period
Net asset value at beginning of period
Net asset value at beginning of periodNet asset value at beginning of period$21.66 $22.43 
Net investment income (1)Net investment income (1)2.10 1.72 
Net realized gain (loss) on investments / foreign currency transactions / forward currency contracts (1)Net realized gain (loss) on investments / foreign currency transactions / forward currency contracts (1)(0.80)0.18 
Net unrealized appreciation (depreciation) on investments / foreign currency transactions / forward currency contracts (1)Net unrealized appreciation (depreciation) on investments / foreign currency transactions / forward currency contracts (1)1.08 (0.51)
Total increase from investment operations (1)Total increase from investment operations (1)2.38 1.39 
Dividends paid to stockholders from net investment incomeDividends paid to stockholders from net investment income(1.82)(1.49)
Dividends paid to stockholders from short-term realized gainsDividends paid to stockholders from short-term realized gains(0.03)(0.07)
Total dividends declaredTotal dividends declared(1.85)(1.56)
Loss on extinguishment of debt (1)— (0.01)
Net asset value at end of period
Net asset value at end of period
Net asset value at end of periodNet asset value at end of period$22.19 $22.25 
Shares outstanding at end of periodShares outstanding at end of period28,885,591 27,496,359Shares outstanding at end of period29,672,058 28,142,61228,142,612
Net assets at end of periodNet assets at end of period$640,994 $611,684Net assets at end of period$670,241 $$618,439
Average net assetsAverage net assets$622,039 $569,537Average net assets$658,852 $$609,288
Ratio of total expenses to average net assets (annualized) (2)Ratio of total expenses to average net assets (annualized) (2)10.82 %5.93 %Ratio of total expenses to average net assets (annualized) (2)11.07 %10.09 %
Ratio of net investment income to average net assets (annualized) (2)Ratio of net investment income to average net assets (annualized) (2)12.67 %10.18 %Ratio of net investment income to average net assets (annualized) (2)11.54 %12.39 %
Portfolio turnover ratio (annualized)Portfolio turnover ratio (annualized)7.60 %16.34 %Portfolio turnover ratio (annualized)3.22 %1.83 %
Total return (3)Total return (3)11.36 %6.26 %Total return (3)4.35 %4.29 %
(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)Does not include expenses of underlying investment companies, including joint ventures.
(3)Total return is calculated as the change in NAV per share during the period, divided by the beginning NAV per share and assumes reinvestment of dividends at prices obtained by the Company’s dividend reinvestment plan during the period.
9. SUBSEQUENT EVENTS
On November 9, 2023,May 7, 2024, the Board declared a quarterly dividend of $0.63$0.64 per share payable on December 13, 2023June 12, 2024 to holders of record as of NovemberMay 29, 2023.2024.

8489


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, 2023,March 31, 2024, 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, 2022.2023. 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 StatementsPortfolio Composition
SomeThe Company predominately invests 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 products, bonds and other fixed income securities. Structured products include collateralized loan obligations and asset-backed securities. The Adviser’s existing SEC co-investment exemptive relief under the 1940 Act permits the Company and the Adviser’s affiliated private funds and SEC 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:
($ in thousands)CostPercentage of
Total Portfolio
Fair ValuePercentage of
Total Portfolio
Percentage of
Total
Net Assets
March 31, 2024:
Senior debt and 1st lien notes
$996,015 73 %$982,334 72 %147 %
Subordinated debt and 2nd lien notes
108,605 107,913 16 
Structured products28,657 27,744 
Equity shares176,427 13 207,185 15 31 
Equity warrants33 — 1,147 — — 
Investments in joint ventures50,132 36,725 
$1,359,869 100 %$1,363,048 100 %203 %
($ in thousands)CostPercentage of
Total Portfolio
Fair ValuePercentage of
Total Portfolio
Percentage of
Total
Net Assets
December 31, 2023:
Senior debt and 1st lien notes
$1,000,294 74 %$985,158 73 %151 %
Subordinated debt and 2nd lien notes
108,487 106,894 16 
Structured products29,479 26,173 
Equity shares162,731 12 192,641 14 30 
Equity warrants— 1,043 — — 
Investments in joint ventures51,123 37,212 
$1,352,116 100 %$1,349,121 100 %207 %
During the three months ended March 31, 2024, the Company made 10 new investments totaling $27.5 million and made investments in existing portfolio companies totaling $23.7 million.
During the three months ended March 31, 2023, the Company made 10 new investments totaling $36.7 million, made investments in existing portfolio companies totaling $19.8 million and made a $45.0 million equity co-investment alongside certain affiliates in a portfolio company that specializes in providing financing to plaintiff law firms engaged in mass tort and other civil litigation.
64

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Industry Composition
The industry composition of investments at fair value at March 31, 2024 and December 31, 2023 was as follows:
($ in thousands)March 31, 2024Percent
of
Portfolio
Percent of
Total Net
Assets
December 31, 2023Percent
of
Portfolio
Percent of
Total Net
Assets
Aerospace and Defense$84,035 6.2 %12.5 %$81,217 6.0 %12.5 %
Automotive18,403 1.3 2.8 16,830 1.2 2.6 
Banking, Finance, Insurance and Real Estate224,287 16.5 33.5 227,415 16.9 34.9 
Beverage, Food and Tobacco33,057 2.4 4.9 24,197 1.8 3.7 
Capital Equipment46,833 3.4 7.0 46,500 3.5 7.1 
Chemicals, Plastics, and Rubber29,105 2.1 4.4 25,679 1.9 3.9 
Construction and Building10,719 0.8 1.6 10,070 0.7 1.6 
Consumer Goods: Durable25,526 1.9 3.8 25,563 1.9 3.9 
Consumer Goods: Non-durable14,343 1.1 2.1 9,987 0.7 1.5 
Containers, Packaging and Glass22,927 1.7 3.4 23,032 1.7 3.5 
Energy: Electricity6,297 0.5 1.0 6,676 0.5 1.0 
Energy: Oil and Gas2,669 0.2 0.4 2,670 0.2 0.4 
Environmental Industries29,225 2.1 4.4 30,266 2.2 4.7 
Healthcare and Pharmaceuticals124,015 9.1 18.5 130,845 9.7 20.1 
High Tech Industries137,613 10.1 20.5 141,704 10.5 21.7 
Hotel, Gaming and Leisure21,572 1.6 3.2 19,595 1.5 3.0 
Investment Funds and Vehicles36,725 2.7 5.5 37,212 2.8 5.7 
Media: Advertising, Printing and Publishing32,578 2.4 4.9 32,570 2.4 5.0 
Media: Broadcasting and Subscription8,706 0.6 1.3 8,867 0.7 1.4 
Media: Diversified and Production46,497 3.4 6.9 45,924 3.4 7.1 
Services: Business216,121 15.9 32.3 201,007 14.9 30.8 
Services: Consumer69,268 5.1 10.3 69,643 5.2 10.7 
Structured Products33,667 2.5 5.0 32,763 2.4 5.0 
Telecommunications18,276 1.3 2.7 18,341 1.4 2.8 
Transportation: Cargo58,929 4.3 8.8 68,703 5.1 10.5 
Transportation: Consumer2,000 0.1 0.3 1,900 0.1 0.3 
Utilities: Electric9,655 0.7 1.4 9,945 0.7 1.5 
Total$1,363,048 100.0 %203.4 %$1,349,121 100.0 %206.9 %
Banff Partners LP
On February 18, 2021, the Company established a joint venture, Banff Partners LP (“Banff”), with a controlled affiliate of Alberta Investment Management Corporation to invest in senior secured, middle-market, private debt investments, syndicated senior secured loans and structured product investments. During the three months ended March 31, 2024, the Company held a 10.0% partnership interest in Banff. As of March 31, 2024, the cost and fair value of the Company’s investment in Banff was $14.6 million and $16.6 million, respectively. As of December 31, 2023, the cost and fair value of the Company's investment in Banff was $14.6 million and $16.2 million, respectively.
65

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
The total value of Banff’s investment portfolio was $143.7 million as of March 31, 2024, as compared to $146.5 million as of December 31, 2023. As of March 31, 2024, Banff’s investments had an aggregate cost of $150.8 million, as compared to $151.9 million as of December 31, 2023. As of March 31, 2024 and December 31, 2023, the Banff investment portfolio consisted of the following investments:
($ in thousands)CostPercentage of
Total Portfolio
Fair ValuePercentage of
Total Portfolio
March 31, 2024:
Senior debt and 1st lien notes
$146,901 97 %$139,697 97 %
Subordinated debt and 2nd lien notes
3,920 4,000 
$150,821 100 %$143,697 100 %
December 31, 2023:
Senior debt and 1st lien notes$147,990 97 %$142,490 97 %
Subordinated debt and 2nd lien notes3,917 3,987 
$151,907 100 %$146,477 100 %
As of March 31, 2024 and December 31, 2023, the weighted average yield on the principal amount of Banff’s outstanding debt investments other than non-accrual debt investments was approximately 10.5% and 10.6%, respectively.
The industry composition of Banff’s investments at fair value at March 31, 2024 and December 31, 2023 was as follows:
($ in thousands)March 31, 2024December 31, 2023
Aerospace and Defense$15,105 10.5 %$15,125 10.3 %
Banking, Finance, Insurance and Real Estate16,190 11.3 16,325 11.2 
Beverage, Food and Tobacco7,577 5.3 7,531 5.1 
Chemicals, Plastics, and Rubber1,937 1.3 1,269 0.9 
Construction and Building1,450 1.0 1,364 0.9 
Consumer Goods: Durable1,731 1.2 1,725 1.2 
Consumer Goods: Non-durable6,026 4.2 6,205 4.2 
Containers, Packaging and Glass6,459 4.5 6,607 4.5 
Healthcare and Pharmaceuticals16,635 11.6 17,205 11.8 
High Tech Industries20,898 14.5 20,942 14.3 
Media: Advertising, Printing and Publishing1,955 1.4 1,957 1.3 
Media: Diversified and Production4,274 3.0 4,306 2.9 
Services: Business21,536 15.0 21,900 15.0 
Services: Consumer12,291 8.5 12,509 8.5 
Telecommunications3,213 2.2 3,243 2.2 
Transportation: Cargo6,420 4.5 8,264 5.7 
Total$143,697 100 %$146,477 100 %
66

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
The geographic composition of Banff’s investments at fair value at March 31, 2024 and December 31, 2023 was as follows:
($ in thousands)March 31, 2024December 31, 2023
Australia$4,360 3.0 %$4,449 3.0 %
Belgium7,577 5.3 7,531 5.1 
Canada1,847 1.3 2,221 1.5 
France27,948 19.4 28,669 19.6 
Germany7,120 5.0 7,277 5.0 
Hong Kong6,179 4.3 6,033 4.1 
Netherlands9,182 6.4 9,193 6.3 
New Zealand2,462 1.7 2,596 1.8 
Singapore3,989 2.8 3,984 2.7 
United Kingdom20,282 14.1 20,401 13.9 
USA52,751 36.7 54,123 37.0 
Total$143,697 100.0 %$146,477 100 %
Banff’s credit facility with Wells Fargo Bank, N.A., which was non-recourse to the Company, initially closed on August 26, 2022 and had nil and $19.2 million outstanding as of March 31, 2024 and December 31, 2023, respectively. On March 20, 2024, Banff’s credit facility with Wells Fargo Bank, N.A. was terminated and fully repaid.
The Company may sell portions of its investments via assignment to Banff. Since inception, as of both March 31, 2024 and December 31, 2023, the Company had sold $187.9 million of its investments to Banff. As of both March 31, 2024 and December 31, 2023, the Company did not have any unsettled receivables due from Banff. 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 Banff 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 Banff as it is not a substantially wholly owned investment company subsidiary. In addition, Banff is not an operating company and the Company does not control Banff due to the allocation of voting rights among Banff members.
Thompson Rivers LLC
On April 28, 2020, Thompson Rivers LLC (“Thompson Rivers”) was formed as a Delaware limited liability company. Under Thompson Rivers’ current operating agreement, as amended to date, pursuant to which the Company became a party in June 2021, the Company has a capital commitment of $30.0 million of equity capital to Thompson Rivers, all of which has been funded as of March 31, 2024. As of March 31, 2024, aggregate commitments to Thompson Rivers by the Company and the other members under the current operating agreement total $450.0 million, all of which has been funded.
For the three months ended March 31, 2024 and 2023, Thompson Rivers declared $15.0 million and $57.0 million in dividends, respectively, of which nil was recognized as dividend income in the Company’s Unaudited Consolidated Statements of Operations. In addition, for the three months ended March 31, 2024 and 2023, the Company recognized $1.0 million and $3.8 million, respectively, of the dividends as a return of capital.
67

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
As of March 31, 2024, Thompson Rivers had $307.7 million in Ginnie Mae early buyout loans and $7.7 million in cash. As of December 31, 2023, Thompson Rivers had $366.7 million in Ginnie Mae early buyout loans and $7.1 million in cash. As of March 31, 2024, Thompson Rivers had 1,974 outstanding loans with an average unpaid balance of $0.2 million and weighted average coupon of 4.0%. As of December 31, 2023, Thompson Rivers had 2,305 outstanding loans with an average unpaid balance of $0.2 million and weighted average coupon of 4.0%.
As of March 31, 2024 and December 31, 2023, the Thompson Rivers investment portfolio consisted of the following investments:
($ in thousands)CostPercentage of
Total Portfolio
Fair ValuePercentage of
Total Portfolio
March 31, 2024:
Federal Housing Administration (“FHA”) loans$306,491 93 %$287,390 93 %
Veterans Affairs (“VA”) loans21,604 20,295 
$328,095 100 %$307,685 100 %
December 31, 2023:
Federal Housing Administration (“FHA”) loans$360,847 93 $342,240 93 
Veterans Affairs (“VA”) loans25,810 24,491 
$386,657 100 %$366,731 100 %
Thompson Rivers’ repurchase agreement with JPMorgan Chase Bank, which is non-recourse to the Company, had approximately $70.2 million and $83.5 million outstanding as of March 31, 2024 and December 31, 2023, respectively. Thompson Rivers’ repurchase agreement with Bank of America N.A., which is non-recourse to the Company, had approximately $144.1 million and $170.8 million outstanding as of March 31, 2024 and December 31, 2023, respectively. Thompson Rivers’ repurchase agreement with Barclays Bank, which is non-recourse to the Company, had approximately $45.1 million and $50.0 million outstanding as of March 31, 2024 and December 31, 2023, respectively.
The Company has determined that Thompson Rivers is an investment company under ASC Topic 946, Financial Services - Investment Companies, however, in accordance with such guidance, the Company will generally not consolidate its investment in a company other than a substantially wholly owned investment company subsidiary, which is an extension of the operations of the Company, or a controlled operating company whose business consists of providing services to the Company. The Company does not consolidate its interest in Thompson Rivers as it is not a substantially wholly owned investment company subsidiary. In addition, Thompson Rivers is not an operating company and the Company does not control Thompson Rivers due to the allocation of voting rights among Thompson Rivers members.
As of March 31, 2024 and December 31, 2023, Thompson Rivers had the following contributed capital and unfunded commitments from its members:
($ in thousands)
As of
 March 31, 2024
As of December 31, 2023
Total contributed capital by Barings Capital Investment Corporation (1)$32,318 $32,318 
Total contributed capital by all members (2)$482,083 $482,083 
Total unfunded commitments by Barings Capital Investment Corporation$— $— 
Total unfunded commitments by all members$— $— 
(1)Includes $2.3 million of dividend re-investments.
(2)Includes dividend re-investments of $32.1 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. Under Waccamaw River’s current operating agreement, as amended to date, pursuant to which the Company became a party in May 2021, the Company has a capital commitment of $25.0 million of equity capital to Waccamaw River, all of which has been funded (including approximately $1.7 million of recallable return of capital) as of March 31, 2024. As of March 31, 2024, aggregate commitments to Waccamaw River by the Company and the other members under the current operating agreement totaled $125.0 million, all of which has been funded (including $14.0 million of recallable return of capital).
68

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
For the three months ended March 31, 2024 and 2023, Waccamaw River declared nil and $3.6 million in dividends, respectively, of which nil and $0.7 million, respectively, was recognized as dividend income in the Company’s Unaudited Consolidated Statements of Operations.
As of March 31, 2024, Waccamaw River had $154.9 million in unsecured consumer loans and $7.2 million in cash. As of December 31, 2023, Waccamaw River had $182.3 million in unsecured consumer loans and $6.6 million in cash. As of March 31, 2024, Waccamaw River had 19,291 outstanding loans with an average loan size of $9,764, remaining average life to maturity of 38.2 months and weighted average interest rate of 12.8%. As of December 31, 2023, Waccamaw River had 21,435 outstanding loans with an average loan size of $10,338, remaining average life to maturity of 40.0 months and weighted average interest rate of 12.7%.
Waccamaw River’s secured loan borrowing with JPMorgan Chase Bank, N.A., which is non-recourse to the Company, had approximately $55.9 million and $71.0 million outstanding as of March 31, 2024 and December 31, 2023, respectively. Waccamaw River’s secured loan borrowing with Barclays Bank PLC, which is non-recourse to the Company, had approximately $38.0 million and $51.3 million outstanding as of March 31, 2024 and December 31, 2023, respectively.
The Company has determined that Waccamaw River is an investment company under ASC Topic 946, Financial Services - Investment Companies, however, in accordance with such guidance, the Company will generally not consolidate its investment in a company other than a substantially wholly owned investment company subsidiary, which is an extension of the operations of the Company, or a controlled operating company whose business consists of providing services to the Company. The Company does not consolidate its interest in Waccamaw River as it is not a substantially wholly owned investment company subsidiary. In addition, Waccamaw River is not an operating company and the Company does not control Waccamaw River due to the allocation of voting rights among Waccamaw River members.
As of March 31, 2024 and December 31, 2023, Waccamaw River had the following contributed capital and unfunded commitments from its members:
($ in thousands)
As of
March 31, 2024
As of December 31, 2023
Total contributed capital by Barings Capital Investment Corporation$26,730 $26,730 
Total contributed capital by all members (1)$139,020 $139,020 
Total unfunded commitments by Barings Capital Investment Corporation$— $— 
Total unfunded commitments by all members$— $— 
(1)    Includes $85.6 million of total contributed capital by related parties as of both March 31, 2024 and December 31, 2023.
Eclipse Business Capital Holdings LLC
On July 8, 2021, the Company made an equity investment in Eclipse Business Capital Holdings LLC (“Eclipse”) of $44.4 million, a second lien senior secured loan of $2.2 million and unfunded revolver of $6.7 million, alongside other related party affiliates. On August 12, 2022, the Company increased the unfunded revolver to $11.2 million. As of March 31, 2024 and December 31, 2023, $2.9 million and $2.7 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.
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 company. Thus, the Company is not required to consolidate Eclipse because it does not provide services to the Company. Instead the Company accounts for its equity investment in Eclipse in accordance with ASC 946-320, presented as a single investment measured at fair value.
69

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Rocade Holdings LLC
On February 1, 2023, the Company made an equity investment in Rocade Holdings LLC (“Rocade”) of $45.0 million, alongside other related party affiliates and made additional investments thereafter during the fiscal year ended December 31, 2023 of $5.5 million. The total equity invested in Rocade as of March 31, 2024 was $50.5 million (excluding preferred dividends) and the Company had $4.5 million of unfunded preferred equity commitments. Rocade conducts its business through Rocade LLC and operates as Rocade Capital. Rocade is one of the country’s leading litigation finance platforms that specializes in providing financing to plaintiff law firms engaged in mass tort and other civil litigation. Rocade typically provides loans to law firms that are secured by the borrowing firm’s interests in award settlements, including contingency fees expected to be earned from successful litigation. The loans generally bear floating rate PIK interest with an overall expected annualized return between 10% and 25% and collect debt service upon receipt of settlement awards and/or contingency fees. The addition of Rocade to the portfolio allows the Company to participate in an uncorrelated asset class that offer differentiated income returns as compared to directly originated loans. Rocade is led by a seasoned team of litigation finance experts.
The Company has determined that Rocade 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 company. Thus, the Company is not required to consolidate Rocade because it does not provide services to the Company. Instead the Company accounts for its equity investment in Rocade in accordance with ASC 946-320, presented as a single investment measured at fair value.
Valuation of Investments
The Adviser conducts the valuation of the Company’s investments, upon which the Company’s net asset value (“NAV”) is primarily based, in accordance with its valuation policy, as well as established and documented processes and methodologies for determining the fair values of portfolio company investments on a recurring (at least quarterly) basis in accordance with the 1940 Act and FASB ASC Topic 820, Fair Value Measurements and Disclosures (“ASC Topic 820”). The Company’s current valuation policy and processes were established by the Adviser and were 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. The fair value measurement assumes that the sale occurs in the principal market for the security, or in the absence of a principal market, in the most advantageous market for the security. If no market for the security exists or if the Company does not have access to the principal market, the security should be valued based on the sale occurring in a hypothetical market.
Under ASC Topic 820, there are three levels of valuation inputs, as follows:
Level 1 Inputs – include quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2 Inputs – include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.
Level 3 Inputs – include inputs that are unobservable and significant to the fair value measurement.
A financial instrument is categorized within the ASC Topic 820 valuation hierarchy based upon the lowest level of input to the valuation process that is significant to the fair value measurement. For example, a Level 3 fair value measurement may include inputs that are observable (Levels 1 and 2) and unobservable (Level 3). Therefore, unrealized appreciation and depreciation related to such investments categorized as Level 3 investments within the tables below may include changes in fair value that are attributable to both observable inputs (Levels 1 and 2) and unobservable inputs (Level 3).
The Company’s investment portfolio includes certain debt and equity instruments of privately held companies for which quoted prices or other observable inputs falling within the categories of Level 1 and Level 2 are generally not available. In such cases, the Adviser determines the fair value of the Company’s investments in good faith primarily using Level 3 inputs. In certain cases, quoted prices or other observable inputs exist, and if so, the Adviser 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.

70

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
There is no single approach 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 Board must determine fair value in good faith for any or all Company investments for which market quotations are not readily available. The Board has designated the Adviser as valuation designee to perform the fair value determinations relating to the value of the assets held by the Company for which market quotations are not readily available. 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 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.
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 that of 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. If the Adviser’s pricing committee disagrees with the price range provided, it may make a fair value recommendation to the Adviser that is outside of the range provided by the independent valuation provider 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.
Valuation Inputs
The Adviser’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 Adviser’s market assumptions. The Adviser’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,
71

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
the Adviser will utilize alternative approaches such as broker quotes or manual prices. The Adviser 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 Investments in Banff, Thompson Rivers and Waccamaw River
As Banff, Thompson Rivers and Waccamaw River are investment companies with no readily determinable fair values, the Adviser estimates the fair value of the Company’s investments in these entities using the NAV of each company and the Company’s ownership percentage as a practical expedient. The NAV is determined in accordance with the specialized accounting guidance for investment companies.
Level 3 Unobservable Inputs
The following tables summarize the significant unobservable inputs the Adviser used in the valuation of the Company’s Level 3 debt and equity securities as of March 31, 2024 and December 31, 2023. The weighted average range of unobservable inputs is based on fair value of investments.
March 31, 2024
($ in thousands)(3)
Fair ValueValuation
Model
Level 3
Input
Range of
Inputs
Weighted
Average
Impact to Valuation from an Increase in Input
Senior debt and 1st lien notes(1)
$844,660 Yield AnalysisMarket Yield6.1% – 27.0%10.9%Decrease
10,163 Market ApproachAdjusted EBITDA Multiple1.2x – 12.5x9.3xIncrease
79,471 Recent TransactionTransaction Price95.6% – 100.0%98.0%Increase
Subordinated debt and 2nd lien notes(2)
87,205 Yield AnalysisMarket Yield9.0% – 17.7%12.7%Decrease
10,166 Market ApproachAdjusted EBITDA Multiple6.0x – 11.0x8.5xIncrease
1,875 Recent TransactionTransaction Price100.0%100.0%Increase
Equity shares(4)
16,103 Yield AnalysisMarket Yield10.5% – 14.2%13.0%Decrease
162,274 Market ApproachAdjusted EBITDA Multiple5.5x – 27.5x11.1xIncrease
1,353 Market ApproachRevenue Multiple6.0x – 9.3x6.5xIncrease
8,027 Discounted Cash Flow AnalysisDiscount Rate14.5%14.5%Decrease
2,357 Net Asset ApproachLiabilities$(64,894.6)$(64,894.6)Decrease
749 Recent TransactionTransaction Price$0.00 – $1,037.50$438.67Increase
Equity Warrants1,102 Market ApproachAdjusted EBITDA Multiple6.3x – 12.5x7.7xIncrease
(1) Excludes investments with an aggregate fair value amounting to $11,856, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(2) Excludes investments with an aggregate fair value amounting to $5,821, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(3) For structured products, investments with an aggregate fair value amounting to $15,801, were valued by the Adviser using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(4) Excludes investments with an aggregate fair value amounting to $2,670, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.






72

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)

During the three months ended March 31, 2024, one equity position with a fair value of $7.1 million transitioned from a market approach to a yield analysis valuation model. In addition, one senior debt and first lien note position with a fair value of $2.7 million transitioned from a yield analysis to a market approach valuation model. The changes in approach were driven by considerations given to the financial performance of each portfolio company.
December 31, 2023
($ in thousands)(3)
Fair ValueValuation
Model
Level 3
Input
Range of
Inputs
Weighted
Average
Impact to Valuation from an Increase in Input
Senior debt and 1st lien notes(1)
$844,635 Yield AnalysisMarket Yield7.8% – 19.6%11.2%Decrease
7,247 Market ApproachAdjusted EBITDA Multiple1.1x – 12.5x3.5xIncrease
84,483 Recent TransactionTransaction Price97.0% – 100.0%97.9%Increase
Subordinated debt and 2nd lien notes(2)
85,803 Yield AnalysisMarket Yield8.5% – 18.9%13.1%Decrease
4,986 Market ApproachAdjusted EBITDA Multiple11.0x11.0xIncrease
670 Recent TransactionTransaction Price98.0%98.0%Increase
Equity shares(4)
8,788 Yield AnalysisMarket Yield14.6%14.6%Decrease
162,996 Market ApproachAdjusted EBITDA Multiple4.8x – 30.0x11.2xIncrease
1,390 Market ApproachRevenue Multiple6.5x – 9.5x6.8xIncrease
6,080 Discounted Cash Flow AnalysisDiscount Rate14.2%14.2%Decrease
2,131 Net Asset ApproachLiabilities$(55,281.8)$(55,281.8)Decrease
5,203 Recent TransactionTransaction Price$1.00 – $10.00$9.64Increase
Equity Warrants1,043 Market ApproachAdjusted EBITDA Multiple6.3x – 12.5x7.5xIncrease
(1) Excludes investments with an aggregate fair value amounting to $12,714, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(2) Excludes investments with an aggregate fair value amounting to $5,392, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(3) For structured products, investments with an aggregate fair value amounting to $14,915, were valued by the Adviser using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(4) Excludes investments with an aggregate fair value amounting to $5,975, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
During the year ended December 31, 2023, one equity position with a fair value of $2.6 million and four senior debt and first lien note positions with a fair value of $7.1 million transitioned from a yield analysis to a market approach valuation model. In addition, one structured product position with a fair value of $6.5 million transitioned from a discounted cash flow analysis to a broker quote valuation model. The changes in approach were driven by considerations given to the financial performance of each portfolio company.






73

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
The following tables present the Company’s investment portfolio at fair value as of March 31, 2024 and December 31, 2023, categorized by the ASC Topic 820 valuation hierarchy, as previously described:
 Fair Value as of March 31, 2024
($ in thousands)Level 1Level 2Level 3Total
Senior debt and 1st lien notes
$— $36,184 $946,150 $982,334 
Subordinated debt and 2nd lien notes
— 2,846 105,067 107,913 
Structured products— 11,943 15,801 27,744 
Equity shares9,936 3,716 193,533 207,185 
Equity warrants45 — 1,102 1,147 
Investments subject to leveling$9,981 $54,689 $1,261,653 $1,326,323 
Investments in joint ventures (1)36,725 
$1,363,048 
 Fair Value as of December 31, 2023
($ in thousands)Level 1Level 2Level 3Total
Senior debt and 1st lien notes
$— $36,079 $949,079 $985,158 
Subordinated debt and 2nd lien notes
— 10,043 96,851 106,894 
Structured products— 11,258 14,915 26,173 
Equity shares78 — 192,563 192,641 
Equity warrants— — 1,043 1,043 
Investments subject to leveling$78 $57,380 $1,254,451 $1,311,909 
Investment in joint ventures (1)$37,212 
$1,349,121 
(1)The Company’s investments in Banff, Thompson Rivers and Waccamaw River 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.
74

Barings Capital Investment Corporation
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 three months ended March 31, 2024 and 2023:
Three Months Ended
March 31, 2024:
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity SharesEquity WarrantsTotal
Fair value, beginning of period$949,079 $96,851 $14,915 $192,563 $1,043 $1,254,451 
New investments36,126 12,535 — 2,599 — 51,260 
Investment restructuring(13,015)— — — — (13,015)
Transfers into (out of) Level 3, net— — — (3,305)— (3,305)
Proceeds from sales of investments(129)— — — — (129)
Loan origination fees received(545)(281)— — — (826)
Principal repayments received(24,253)(5,480)(799)— — (30,532)
Payment-in-kind interest/dividends386 692 — 1,559 — 2,637 
Accretion of loan premium/discount95 27 — — — 122 
Accretion of deferred loan origination revenue1,205 82 — — — 1,287 
Realized gain (loss)(4,217)— — — — (4,217)
Unrealized appreciation (depreciation)1,418 641 1,685 117 59 3,920 
Fair value, end of period$946,150 $105,067 $15,801 $193,533 $1,102 $1,261,653 
Three Months Ended
March 31, 2023:
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity SharesEquity WarrantsTotal
Fair value, beginning of period$872,193 $97,805 $14,210 $112,878 $476 $1,097,562 
New investments54,252 683 — 45,971 — 100,906 
Transfers into (out of) Level 3, net— — 1,767 — — 1,767 
Proceeds from sales of investments— — — — — — 
Loan origination fees received(1,495)(20)— — — (1,515)
Principal repayments received(13,531)(449)(806)— — (14,786)
Payment-in-kind interest/dividends583 826 — — — 1,409 
Accretion of loan premium/discount95 33 — — — 128 
Accretion of deferred loan origination revenue1,028 70 — — — 1,098 
Realized gain (loss)(224)— — — — (224)
Unrealized appreciation (depreciation)3,174 1,313 379 4,863 15 9,744 
Fair value, end of period$916,075 $100,261 $15,550 $163,712 $491 $1,196,089 
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 depreciation on Level 3 investments of $0.6 million during the three months ended March 31, 2024 was related to portfolio company investments that were still held by the Company as of March 31, 2024. Pre-tax net unrealized appreciation on Level 3 investments of $9.5 million during the three months ended March 31, 2023 was related to portfolio company investments that were still held by the Company as of March 31, 2023.
75

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
During the three months ended March 31, 2024, the Company made investments of approximately $31.0 million in portfolio companies to which it was not previously contractually committed to provide such financing. During the three months ended March 31, 2024, the Company made investments of $20.3 million in portfolio companies to which it was previously committed to provide such financing.
During the three months ended March 31, 2023, the Company made investments of approximately $91.6 million in portfolio companies to which it was not previously contractually committed to provide such financing. During the three months ended March 31, 2023, the Company made investments of $9.8 million in portfolio companies to which it was previously committed to provide such financing.
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 purchase 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 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. As of March 31, 2024, the Company does not “Control” any of its portfolio companies for the purposes of the 1940 Act. Under the 1940 Act, the Company is deemed to be an Affiliated Person of a company in which the Company has invested if it owns at least 5.0%, but no more than 25.0%, of the outstanding voting securities of such company.
Cash and Foreign Currencies
Cash consists of deposits held at a custodian bank. Cash is carried at cost, which approximates fair value. The Company places its cash with financial institutions and, at times, cash may exceed insured limits under applicable law.
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, 2024 and December 31, 2023, the Company had three portfolio companies and one portfolio company, respectively, with investments that were on non-accrual.
Dividend income on preferred equity securities is recorded on the accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected. Dividend income on common equity is recorded on the ex-dividend date.
76

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Payment-in-Kind Interest
The Company currently holds, and expects to hold in the future, some loans in its portfolio that contain PIK interest provisions. PIK interest, computed at the contractual rate specified in each loan agreement, is periodically added to the principal balance of the loan, rather than being paid to 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.
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, covenant waiver fees and loan amendment fees, and are recorded as investment income when earned.
Fee income for the three months ended March 31, 2024 and 2023 was as follows:
Three Months EndedThree Months Ended
($ in thousands)March 31, 2024March 31, 2023
Recurring Fee Income:
Amortization of loan origination fees$996 $928 
Management, valuation and other fees229 336 
Total Recurring Fee Income1,225 1,264 
Non-Recurring Fee Income:
Acceleration of unamortized loan origination fees297 201 
Advisory, loan amendment and other fees74 221 
Total Non-Recurring Fee Income371 422 
Total Fee Income$1,596 $1,686 
General and Administrative Expenses
Other general and administrative expenses include bank service fees and expenses reimbursable to the Adviser under the terms of the Administration Agreement and other costs related to operating the Company.
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.
Segments
The Company lends to and invests in customers in various industries. The Company separately evaluates the performance of each of its lending and investment relationships. However, because each of these loan and investment relationships has
77

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
similar business and economic characteristics, they have been aggregated into a single lending and investment segment. All applicable segment disclosures are included in or can be derived from the Company’s financial statements.
Concentration of Credit Risk
As of both March 31, 2024 and December 31, 2023, there were no individual investments representing greater than 10% of the fair value of the Company’s portfolio. As of March 31, 2024 and December 31, 2023, the Company’s largest single portfolio company investment represented approximately 5.6% and 5.7%, respectively, of the fair value of the Company’s portfolio. 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.
As of March 31, 2024, all of the Company’s assets were or will be pledged as collateral for the ING Credit Facility.
Investments Denominated in Foreign Currency
As of March 31, 2024 the Company held 12 investments that were denominated in Australian dollars, two investments that were denominated in Canadian dollars, one investment that was denominated in Danish kroner, two investments that were denominated in New Zealand dollars, one investment that was denominated in Norwegian kroner, 60 investments that were denominated in Euros, two investments that were denominated in Swiss francs, one investment that was denominated in Swedish kronor and 23 investments that were denominated in British pounds sterling. As of December 31, 2023, the Company held 12 investments that were denominated in Australian dollars, two investments that were denominated in Canadian dollars, one investment that was denominated in Danish kroner, two investments that were denominated in New Zealand dollars, one investment that was denominated in Norwegian kroner, 58 investments that were denominated in Euros, two investments that were denominated in Swiss francs, one investment that was denominated Swedish kronor and 23 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 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 three months ended March 31, 2024 and March 31, 2023, the Company entered into forward currency contracts primarily to help mitigate the impact that an adverse change in foreign exchange rates would have on the Company’s investments denominated in foreign currencies. Net unrealized appreciation or depreciation on foreign currency contracts are included in “Net unrealized appreciation (depreciation) - forward currency contracts” and net realized gains or losses on forward currency contracts are included in “Net realized gains (losses) - forward currency contracts” 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). 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
78

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
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 (or later if the Company is permitted to elect and so elects) 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. For the three months ended March 31, 2024 and 2023, the Company recorded net expenses of $0.2 million and $23.5 thousand, respectively, for U.S. federal excise 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 2020-2022), 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 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 March 31, 2024 and December 31, 2023 was approximately $1,352.6 million and $1,344.7 million, respectively. As of March 31, 2024, net unrealized appreciation on the Company’s investments (tax basis) was approximately $22.0 million, consisting of gross unrealized appreciation, where the fair value of the Company’s investments exceeds their tax cost, of approximately $71.2 million and gross unrealized depreciation, where the tax cost of the Company’s investments exceeds their fair value, of approximately $49.2 million. As of December 31, 2023, net unrealized appreciation on the Company’s investments (tax basis) was approximately $2.6 million, consisting of gross unrealized appreciation, where the fair value of the Company’s investments exceeds their tax cost, of approximately $63.2 million and gross unrealized depreciation, where the tax cost of the Company’s investments exceeds their fair value, of approximately $60.6 million.
In addition, the Company has a wholly-owned taxable subsidiary (the “Taxable Subsidiary”), which holds certain portfolio investments that are listed on the Unaudited and Audited Consolidated Schedules of Investments. The Taxable Subsidiary is consolidated for financial reporting purposes, such that the Company’s consolidated financial statements reflect the Company’s investments in the portfolio companies owned by the Taxable Subsidiary. The purpose of the Taxable Subsidiary is to permit the Company to hold certain portfolio companies that are organized as limited liability companies (“LLCs”) (or other forms of pass-through entities) and still satisfy the RIC tax requirement that at least 90% of the RIC’s gross revenue for income tax purposes must consist of qualifying investment income. Absent the Taxable Subsidiary, a proportionate amount of any gross income of an LLC (or other pass-through entity) portfolio investment would flow through directly to the RIC. To the extent that such income did not consist of qualifying investment income, it could jeopardize the Company’s ability to qualify as a RIC and therefore cause the Company to incur significant amounts of federal income taxes. When LLCs (or other pass-through entities) are owned by the Taxable Subsidiary, their income is taxed to the Taxable Subsidiary and does not flow through to the RIC, thereby helping the Company preserve its RIC tax treatment and resultant tax advantages. The Taxable Subsidiary is not consolidated for income tax purposes and may generate income tax expense or benefit as a result of its 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 Subsidiary (net of unrealized depreciation related to portfolio investments held by the Taxable Subsidiary), is reflected net of applicable federal and state income taxes, if any, in the Company’s Unaudited 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, 2024 and December 31, 2023, the Company recorded a net deferred tax liability of $0.7 million and $0.8 million, respectively, pertaining to operating losses and tax basis differences related to certain partnership interests.
79

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
5. BORROWINGS
The Company had the following borrowings outstanding as of March 31, 2024 and December 31, 2023:
Issuance Date
($ in thousands)
Maturity DateInterest Rate as of March 31, 2024March 31, 2024December 31, 2023
Credit Facility:
January 15, 2021April 30, 20267.398%642,422 $644,463 
Total Credit Facility$642,422 $644,463 
Notes:
February 22, 2022February 22, 20274.750%$100,000 $100,000 
(Less: Deferred financing fees)(145)(157)
Total Notes$99,855 $99,843 
The Company is required to meet an asset coverage ratio, defined under the 1940 Act as the ratio of the Company’s total assets (less all liabilities and indebtedness not represented by senior securities) to its outstanding senior securities, of at least 150% after each issuance of senior securities. The Company’s asset coverage ratio was 189.8% as of March 31, 2024.
ING Capital Credit Facility
On January 15, 2021, the Company entered into the ING Credit Facility with ING Capital LLC (“ING”), as administrative agent, and the lenders party thereto. The initial commitments under the ING Credit Facility totaled $65.0 million.
On April 30, 2021, the Company amended and restated the credit agreement governing the ING Credit Facility to increase the total commitments under the facility to $325.0 million and include a $25.0 million letter of credit sub-facility. On July 22, 2021, the Company entered into an incremental commitment and assumption agreement to increase the aggregate commitments under the ING Credit Facility to $500.0 million. As amended as of March 31, 2022, the Company had aggregate commitments from lenders of $500.0 million under the ING Credit Facility, the maximum commitment then allowed under the ING Credit Facility. On April 25, 2022, the Company amended the ING Credit Facility to, among other things, (i) increase total commitments from lenders to $625.0 million from $500.0 million, (ii) upsize the accordion feature under the ING Credit Facility to allow for an increase in aggregate commitments thereunder from new and existing lenders on the same terms and conditions as the existing commitments up to a total of $800.0 million, subject to certain conditions and the satisfaction of specified financial covenants, and (iii) replace the LIBOR benchmark provisions under the ING Credit Facility with SOFR benchmark provisions. On October 13, 2022, the Company amended the ING Credit Facility to increase total commitments from lenders to $710.0 million from $625.0 million.
The Company can borrow foreign currencies directly under the ING Credit Facility. The ING Credit Facility is secured primarily by a material portion of the Company’s present and future property and assets and is guaranteed by certain of the Company’s subsidiaries. The revolving period under the ING Credit Facility terminates on April 30, 2025, and the final maturity date of the ING Credit Facility is scheduled for April 30, 2026.
Borrowings under the ING Credit Facility bear interest on a per annum basis equal to (i) for borrowings denominated in U.S. Dollars, subject to the Company’s election, (a) the alternate base rate plus 1.15% or (b) the term SOFR plus 2.15% plus a credit spread adjustment of 0.10% for borrowings with an interest period of one month, 0.15% for borrowings with and interest period of three months or 0.25% for borrowings with an interest period of six months, with the term SOFR plus credit spread adjustment subject to a 0.00% floor, (ii) for borrowings denominated in Pounds Sterling, Swiss Francs, Euros, Canadian Dollars, Danish Kroner, Norwegian Kroner or Swedish Kronor, the adjusted eurocurrency rate plus 2.15%, (iii) for borrowings denominated in Australian Dollars, the adjusted eurocurrency rate plus 2.35%, or (iv) for borrowings denominated in New Zealand Dollars, the adjusted eurocurrency rate plus 2.45%. The alternate base rate is equal to the greatest of (i) the prime rate, (ii) the federal funds rate plus 0.50%, (iii) the overnight bank funding rate plus 0.50%, (iv) one-month term SOFR plus 1.00% plus a credit spread adjustment of 0.10% and (v) 1.00%. The adjusted eurocurrency rate is equal to the eurocurrency rate for the applicable interest period plus any applicable statutory reserve rate for such interest period, subject to a 0.00% floor. The Company pays a commitment fee on undrawn amounts under the ING Credit Facility.
The ING Credit Facility contains certain affirmative and negative covenants, including but not limited to (i) maintaining minimum stockholders’ equity, (ii) maintaining a minimum asset coverage ratio of (a) 150% at any time that more than 70% of the total fair value of the Company’s portfolio comprises cash, cash equivalents, long-term U.S. government securities or first lien loans to portfolio companies, or (b) 167% or 200% at specified concentrations of such assets at amounts less than or equal
80

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
to 70% of the total fair value of the Company’s portfolio, (iii) meeting a minimum liquidity test, (iv) meeting a minimum net worth test, and (v) maintaining the Company’s status as a RIC under the Code and as a BDC under the 1940 Act. The ING 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, certain change of control events, and the occurrence of a material adverse effect. The ING 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. ING and other lenders under the ING Credit Facility, and their respective affiliates, may from time to time receive customary fees and expenses in the performance of investment banking, financial advisory or other services for the Company. As of March 31, 2024, the Company was in compliance with all covenants of the ING Credit Facility.
The Company, one of its subsidiaries, BCIC Holdings, Inc., ING, as administrative agent, the financing agents and designated indebtedness holders that become parties thereto and ING, as collateral agent, also entered into a guarantee, pledge and security agreement, dated as of January 15, 2021, pursuant to which the Company’s obligations under the ING Credit Facility are secured by a first-priority security interest (subject to certain exceptions) in substantially all of the Company’s and its subsidiary guarantors’ present and future property and assets.
As of March 31, 2024, the Company had U.S. dollar borrowings of $533.0 million under the ING Credit Facility with an interest rate of 7.569% (with Term SOFR borrowings subject to one month SOFR of 5.319%), borrowings denominated in British pounds sterling of £31.2 million ($39.4 million U.S. dollars) with an interest rate of 7.371% (one month SONIA of 5.221%), borrowings denominated in Euros of €61.5 million ($66.4 million U.S. dollars) with an interest rate of 6.088% (one month EURIBOR of 3.938%) and borrowings denominated in Australian Dollars of A$5.5 million ($3.6 million U.S. dollars) with an interest rate of 6.650% (one month AUD Screen Rate of 4.300%). 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 ING 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, 2023, the Company had U.S. dollar borrowings of $533.0 million under the ING Credit Facility with an interest rate of 7.584% (with Term SOFR borrowings subject to one month SOFR of 5.334%), borrowings denominated in British pounds sterling of £31.2 million ($39.8 million U.S. dollars) with an interest rate of 7.370% (one month SONIA of 5.220%), borrowings denominated in Euros of €61.5 million ($67.9 million U.S. dollars) with an interest rate of 6.025% (one month EURIBOR of 3.875%) and borrowings denominated in Australian Dollars of A$5.5 million ($3.8 million U.S. dollars) with an interest rate of 6.650% (one month AUD Screen Rate of 4.300%). The borrowings denominated in foreign currencies were translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
As of March 31, 2024 and December 31, 2023, the fair values of the borrowings outstanding under the ING Credit Facility were $642.4 million and $644.5 million, respectively. The fair values of the borrowings outstanding under the ING Credit Facility are based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
February 2027 Notes
On February 22, 2022, the Company entered into a Note Purchase Agreement (the “February 2022 NPA”) governing the issuance of $100.0 million in aggregate principal amount of senior unsecured notes due February 22, 2027 (the “February 2027 Notes”), in each case, to qualified institutional investors in a private placement. The February 2027 Notes were delivered and paid for on February 22, 2022.
The February 2027 Notes, for which the Company was required to obtain an initial rating by June 30, 2022, have a fixed interest rate of 4.75% per year, subject to a step up of 0.75% per year, to the extent the February 2027 Notes fail to satisfy certain investment grade rating conditions.
The February 2027 Notes will mature on February 22, 2027 unless redeemed, purchased or prepaid prior to such date by the Company in accordance with the terms of the February 2022 NPA. Interest on the February 2027 Notes will be due semiannually in February and August of each year, beginning in August 2022. In addition, the Company is obligated to offer to repay the February 2027 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 2022 NPA, the Company may redeem the February 2027 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 22, 2026, a make-whole premium.
81

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
The February 2022 NPA contains certain representations and warranties, and various covenants and reporting requirements customary for agreements of this type, 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, liens, restricted payments, and investments. In addition, the February 2022 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 stockholders, 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 2022 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, if any, 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 2027 Notes at the time outstanding may declare all February 2027 Notes then outstanding to be immediately due and payable.
The Company’s obligations under the February 2022 NPA are general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by the Company. As of March 31, 2024, the Company was in compliance with all covenants under the February 2022 NPA.
The February 2027 Notes were offered in reliance on Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”). The February 2027 Notes have not and will not be registered under the Securities Act or any state securities laws and, unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act, as applicable.
As of March 31, 2024 and December 31, 2023, the fair values of the February 2027 Notes were $92.1 million and $90.2 million, respectively. The fair value determinations of the February 2027 Notes were based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
82

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
6. DERIVATIVE INSTRUMENTS
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. Forward currency contracts are considered undesignated derivative instruments.
The following tables present the Company’s foreign currency forward contracts as of March 31, 2024 and December 31, 2023:
As of March 31, 2024
Description
($ in thousands)
Notional Amount to be PurchasedNotional Amount to be SoldMaturity DateGross Amount of Recognized Assets (Liabilities)Balance Sheet Location of Net Amounts
Foreign currency forward contract (AUD)A$37,920$24,76804/08/24$(25)Derivative liabilities
Foreign currency forward contract (AUD)$571A$87204/08/24Derivative assets
Foreign currency forward contract (AUD)$25,161A$37,04804/08/24987 Derivative assets
Foreign currency forward contract (AUD)$25,112A$38,35007/08/2425 Derivative assets
Foreign currency forward contract (CAD)C$252$18904/08/24(3)Derivative liabilities
Foreign currency forward contract (CAD)C$5,633$4,14804/08/2416 Derivative assets
Foreign currency forward contract (CAD)$83C$11304/08/24— Derivative liabilities
Foreign currency forward contract (CAD)$4,342C$5,77204/08/2476 Derivative assets
Foreign currency forward contract (CAD)$4,213C$5,71507/08/24(16)Derivative liabilities
Foreign currency forward contract (DKK)4,058kr.$58904/08/24(1)Derivative liabilities
Foreign currency forward contract (DKK)$1280kr.04/08/24— Derivative assets
Foreign currency forward contract (DKK)$5873,978kr.04/08/2411 Derivative assets
Foreign currency forward contract (DKK)$5944,077kr.07/08/24Derivative assets
Foreign currency forward contract (EUR)€95,644$103,47104/08/24(155)Derivative liabilities
Foreign currency forward contract (EUR)$3,430€3,16404/08/2412 Derivative assets
Foreign currency forward contract (EUR)$101,716€92,48004/08/241,818 Derivative assets
Foreign currency forward contract (EUR)$107,123€98,65107/08/24158 Derivative assets
Foreign currency forward contract (GBP)£1,056$1,33504/08/24(1)Derivative liabilities
Foreign currency forward contract (GBP)£15,862$20,02504/08/2413 Derivative assets
Foreign currency forward contract (GBP)$1,254£98204/08/2414 Derivative assets
Foreign currency forward contract (GBP)$20,135£15,93604/08/24Derivative assets
Foreign currency forward contract (GBP)$21,094£16,70107/08/24(14)Derivative liabilities
Foreign currency forward contract (NZD)NZ$10,224$6,14104/08/24(25)Derivative liabilities
Foreign currency forward contract (NZD)$6,401NZ$10,22404/08/24285 Derivative assets
Foreign currency forward contract (NZD)$6,210NZ$10,33810/10/2325 Derivative assets
Foreign currency forward contract (NOK)21,883kr$2,03204/08/24(15)Derivative liabilities
Foreign currency forward contract (NOK)$40429kr04/08/24Derivative assets
Foreign currency forward contract (NOK)$2,08321,453kr04/08/24105 Derivative assets
Foreign currency forward contract (NOK)$2,03821,901kr07/08/2415 Derivative assets
Foreign currency forward contract (SEK)16,338kr$1,54104/08/24(12)Derivative liabilities
Foreign currency forward contract (SEK)$32330kr04/08/24Derivative assets
Foreign currency forward contract (SEK)$1,57616,008kr04/08/2478 Derivative assets
Foreign currency forward contract (SEK)$1,54916,363kr07/08/2412 Derivative assets
Foreign currency forward contract (CHF)1,691Fr.$1,87004/08/24Derivative assets
Foreign currency forward contract (CHF)$2,0131,691Fr.04/08/24134 Derivative assets
Foreign currency forward contract (CHF)$1,9211,720Fr.07/08/24(9)Derivative liabilities
Total$3,525 
83

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
As of December 31, 2023
Description
($ in thousands)
Notional Amount to be PurchasedNotional Amount to be SoldMaturity DateGross Amount of Recognized Assets (Liabilities)Balance Sheet Location of Net Amounts
Foreign currency forward contract (AUD)$22,960A$35,90701/10/24(1,568)Derivative liabilities
Foreign currency forward contract (AUD)$569A$86701/10/24(23)Derivative liabilities
Foreign currency forward contract (CAD)$4,087C$5,57701/10/24(137)Derivative liabilities
Foreign currency forward contract (CAD)$182C$24501/10/24(4)Derivative liabilities
Foreign currency forward contract (DKK)$5483,873kr.01/10/24(27)Derivative liabilities
Foreign currency forward contract (DKK)$17120kr.01/10/24(1)Derivative liabilities
Foreign currency forward contract (EUR)$93,155€88,30501/10/24(4,541)Derivative liabilities
Foreign currency forward contract (EUR)$7,409€6,84001/10/24(158)Derivative liabilities
Foreign currency forward contract (GBP)$18,602£15,32801/10/24(927)Derivative liabilities
Foreign currency forward contract (NZD)$5,813NZ$9,76001/10/24(373)Derivative liabilities
Foreign currency forward contract (NZD)$126NZ$21501/10/24(10)Derivative liabilities
Foreign currency forward contract (NOK)$1,946kr21,02401/10/24(130)Derivative liabilities
Foreign currency forward contract (SEK)$1,52316,000kr01/10/24(69)Derivative liabilities
Foreign currency forward contract (CHF)$1,8431,672Fr.01/10/24(148)Derivative liabilities
Total$(8,116)
As of March 31, 2024 and December 31, 2023, the total fair value of the Company’s foreign currency forward contracts was $3.5 million and $(8.1) 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.
7. COMMITMENTS AND CONTINGENCIES
As of both March 31, 2024 and December 31, 2023, the Company had $568.7 million in total capital commitments from investors of which $5.0 million was from C.M. Life Insurance Company, an affiliate of MassMutual and the Adviser, and $95.0 million was from MassMutual. As of both March 31, 2024 and December 31, 2023, all commitments have been funded.
In the normal course of business, the Company is party to financial instruments with off-balance sheet risk, consisting primarily of unused commitments to extend financing to the Company’s portfolio companies. Since commitments may expire without being drawn upon, the total commitment amount does not necessarily represent future cash requirements. As of March 31, 2024, the Company believed that it had adequate financial resources to satisfy its unfunded commitments. The balances of unused commitments to extend financing as of March 31, 2024 and December 31, 2023 were as follows:
Portfolio Company
($ in thousands)
Investment TypeMarch 31, 2024December 31, 2023
Accurus Aerospace Corporation(1)(2)Revolver$184 $254 
AD Bidco, Inc.(1)Delayed Draw Term Loan1,174 — 
AD Bidco, Inc.(1)Revolver434 — 
Adhefin International(1)(2)(3)Delayed Draw Term Loan410 419 
AirX Climate Solutions, Inc.(1)Delayed Draw Term Loan236 236 
AirX Climate Solutions, Inc.(1)Revolver80 96 
AlliA Insurance Brokers NV(1)(3)Delayed Draw Term Loan1,598 1,634 
Americo Chemical Products, LLC(1)Revolver471 471 
Amtech LLC(1)(2)Revolver263 145 
Aquavista Watersides 2 LTD(1)(2)(4)Capex / Acquisition Facility659 665 
Arc Education(1)(3)Delayed Draw Term Loan1,263 1,291 
Argus Bidco Limited(1)(2)(4)CAF Term Loan180 271 
ASC Communications, LLC(1)Revolver658 659 
Astra Bidco Limited(1)(2)(4)Delayed Draw Term Loan402 471 
ATL II MRO Holdings Inc.(1)(2)Revolver1,250 1,250 
Avance Clinical Bidco Pty Ltd(1)(2)(5)Delayed Draw Term Loan939 982 
84

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)
Investment TypeMarch 31, 2024December 31, 2023
Azalea Buyer, Inc.(1)(2)Delayed Draw Term Loan429 429 
Azalea Buyer, Inc.(1)(2)Revolver321 321 
Beyond Risk Management, Inc.(1)Delayed Draw Term Loan2,007 2,007 
Biolam Group(1)(2)(3)Delayed Draw Term Loan983 1,006 
Bounteous, Inc.(1)(2)Delayed Draw Term Loan— 2,580 
Brightpay Limited(1)(2)(3)Delayed Draw Term Loan123 126 
BrightSign LLC(1)(2)Revolver143 238 
CAi Software, LLC(1)(2)Revolver707 707 
Cascade Residential Services LLC(1)Delayed Draw Term Loan754 993 
Cascade Residential Services LLC(1)Revolver165 165 
CCFF Buyer, LLC(1)(2)Delayed Draw Term Loan2,027 — 
CCFF Buyer, LLC(1)(2)Revolver608 — 
CGI Parent, LLC(1)(2)Revolver1,653 1,653 
Comply365, LLC(1)(2)Revolver556 556 
Coyo Uprising GmbH(1)(2)(3)Delayed Draw Term Loan511 523 
CSL DualCom(1)(4)Capex / Acquisition Term Loan185 187 
DataServ Integrations, LLC(1)Revolver481 481 
DecksDirect, LLC(1)(2)Revolver169 381 
DISA Holdings Corp.(1)Delayed Draw Term Loan— 714 
DISA Holdings Corp.(1)Revolver286 226 
Dune Group(1)(2)(3)Delayed Draw Term Loan688 704 
Eclipse Business Capital, LLC(1)Revolver8,310 8,490 
EMI Porta Holdco LLC(1)(2)Revolver25 173 
eShipping, LLC(1)Revolver917 1,122 
Eurofins Digital Testing International LUX Holding SARL(1)(2)(3)Delayed Draw Term Loan1,780 1,821 
Events Software BidCo Pty Ltd(1)(2)Delayed Draw Term Loan620 620 
Express Wash Acquisition Company, LLC(1)Revolver77 77 
Faraday(1)(3)Delayed Draw Term Loan968 990 
Finexvet(1)(3)Delayed Draw Term Loan— 650 
Footco 40 Limited(1)(2)(4)Delayed Draw Term Loan519 524 
Forest Buyer, LLC(1)Delayed Draw Term Loan496 — 
Forest Buyer, LLC(1)Revolver298 — 
Fortis Payment Systems, LLC(1)(2)Delayed Draw Term Loan— 
Fortis Payment Systems, LLC(1)(2)Revolver— 
GB Eagle Buyer, Inc.(1)Revolver1,935 1,935 
Global Academic Group Limited(1)(2)(7)Term Loan261 276 
GPNZ II GmbH(1)(2)(3)Delayed Draw Term Loan86 — 
GPNZ II GmbH(1)(2)(3)Delayed Draw Term Loan17 53 
Greenhill II BV(1)(3)Capex Acquisition Facility118 120 
Gusto Aus BidCo Pty Ltd(1)(5)Delayed Draw Term Loan160 167 
HeartHealth Bidco Pty Ltd(1)(2)(5)Delayed Draw Term Loan239 253 
HEKA Invest(1)(3)Delayed Draw Term Loan562 575 
HemaSource, Inc.(1)Revolver744 710 
HomeX Services Group LLC(1)Delayed Draw Term Loan338 338 
HomeX Services Group LLC(1)Revolver135 135 
HTI Technology & Industries(1)(2)Delayed Draw Term Loan1,023 1,023 
85

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)
Investment TypeMarch 31, 2024December 31, 2023
HTI Technology & Industries(1)(2)Revolver682 682 
Ice House America, L.L.C.(1)(2)Delayed Draw Term Loan82 — 
Ice House America, L.L.C.(1)(2)Revolver191 — 
Innovad Group II BV(1)(2)(3)Delayed Draw Term Loan172 176 
INOS 19-090 GmbH(1)(2)(3)Acquisition Facility— 971 
Interstellar Group B.V.(1)(3)Delayed Draw Term Loan— 57 
Interstellar Group B.V.(1)(3)Delayed Draw Term Loan607 620 
InvoCare Limited(1)(2)(5)Delayed Draw Term Loan148 155 
Isolstar Holding NV (IPCOM)(1)(3)Delayed Draw Term Loan171 656 
ISTO Technologies II, LLC(1)Revolver238 238 
ITI Intermodal, Inc.(1)(2)Revolver595 595 
Jon Bidco Limited(1)(2)(7)Capex & Acquisition Facility316 334 
Jones Fish Hatcheries & Distributors LLC(1)Revolver418 418 
Kano Laboratories LLC(1)Delayed Draw Term Loan— 1,574 
Kano Laboratories LLC(1)Delayed Draw Term Loan— 1,203 
Lambir Bidco Limited(1)(2)(3)Delayed Draw Term Loan1,096 1,121 
LeadsOnline, LLC(1)Revolver1,952 1,640 
Marmoutier Holding B.V.(1)(2)(3)Delayed Draw Term Loan24 18 
Marmoutier Holding B.V.(1)(2)(3)Revolver108 106 
Marshall Excelsior Co.(1)Revolver100 133 
MB Purchaser, LLC(1)(2)Delayed Draw Term Loan515 — 
MB Purchaser, LLC(1)(2)Revolver103 — 
MC Group Ventures Corporation(1)(2)Delayed Draw Term Loan290 290 
Megawatt Acquisitionco, Inc.(1)Revolver332 — 
Mercell Holding AS(1)(2)(8)Capex Acquisition Facility362 387 
Modern Star Holdings Bidco Pty Limited(1)(2)(5)Term Loan323 338 
Modern Star Holdings Bidco Pty Limited(1)(2)(5)Term Loan73 77 
Moonlight Bidco Limited(1)(2)(4)Delayed Draw Term Loan557 562 
Narda Acquisitionco., Inc.(1)Revolver684 684 
NAW Buyer, LLC(1)(2)Delayed Draw Term Loan1,515 1,515 
NAW Buyer, LLC(1)(2)Revolver341 303 
NeoxCo(1)(3)Delayed Draw Term Loan486 497 
Next Holdco, LLC(1)Delayed Draw Term Loan189 189 
Next Holdco, LLC(1)Delayed Draw Term Loan73 73 
NF Holdco, LLC(1)Revolver589 442 
Novotech Aus Bidco Pty Ltd(1)Capex & Acquisition Facility1,042 1,042 
NPM Investments 28 BV(1)(3)Delayed Draw Term Loan468 479 
OA Buyer, Inc.(1)Revolver1,154 1,331 
OAC Holdings I Corp(1)(2)Revolver538 685 
OSP Hamilton Purchaser, LLC(1)(2)Revolver315 315 
Parkview Dental Holdings(1)(2)Delayed Draw Term Loan262 262 
Polara Enterprises, L.L.C.(1)Revolver273 273 
Premium Invest(1)(3)Acquisition Facility418 428 
Process Insights Acquisition, Inc.(1)Delayed Draw Term Loan623 623 
Process Insights Acquisition, Inc.(1)Revolver— 676 
Process Insights Acquisition, Inc.(1)Revolver575 — 
ProfitOptics, LLC(1)(2)Revolver35 84 
86

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)
Investment TypeMarch 31, 2024December 31, 2023
Protego Bidco B.V.(1)(2)(3)Delayed Draw Term Loan135 174 
PSP Intermediate 4, LLC(1)(2)(3)Delayed Draw Term Loan202 206 
Qualified Industries, LLC(1)Revolver242 242 
Questel Unite(1)(2)(3)Incremental Term Loan2,796 2,860 
R1 Holdings, LLC(1)Delayed Draw Term Loan841 841 
R1 Holdings, LLC(1)Revolver973 973 
Randys Holdings, Inc.(1)Delayed Draw Term Loan2,912 3,309 
Randys Holdings, Inc.(1)Revolver1,030 995 
Rocade Holdings LLC(1)Preferred Equity4,500 4,500 
Rock Labor, LLC(1)(2)Revolver625 625 
Royal Buyer, LLC(1)Delayed Draw Term Loan461 461 
Royal Buyer, LLC(1)Revolver874 670 
Sanoptis S.A.R.L.(1)(3)Acquisition Capex Facility— 16 
SBP Holdings LP(1)Delayed Draw Term Loan— 75 
SBP Holdings LP(1)Revolver355 532 
Scaled Agile, Inc.(1)(2)Revolver280 280 
Scout Bidco B.V.(1)(2)(3)Revolver313 320 
Sinari Invest(1)(2)(3)Delayed Draw Term Loan604 617 
SISU ACQUISITIONCO., INC.(1)(2)Delayed Draw Term Loan156 312 
Smartling, Inc.(1)Revolver588 588 
SmartShift Group, Inc.(1)Delayed Draw Term Loan2,294 2,294 
SmartShift Group, Inc.(1)Revolver1,101 1,101 
Solo Buyer, L.P.(1)Revolver798 798 
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)(1)(2)Delayed Draw Term Loan399 399 
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)(1)(2)Revolver117 90 
Spatial Business Systems LLC(1)Delayed Draw Term Loan938 937 
Spatial Business Systems LLC(1)Revolver703 703 
SSCP Pegasus Midco Limited(1)(4)Delayed Draw Term Loan1,237 1,487 
Superjet Buyer, LLC(1)Revolver1,095 1,095 
SVI International LLC(1)Delayed Draw Term Loan74 — 
SVI International LLC(1)Revolver74 — 
Syntax Systems Ltd(1)Revolver167 231 
Tank Holding Corp(1)Delayed Draw Term Loan339 409 
Tank Holding Corp(1)Revolver491 480 
Tanqueray Bidco Limited(1)(4)Capex Facility1,143 1,153 
Techone B.V.(1)(2)(3)Revolver154 94 
Tencarva Machinery Company, LLC(1)(2)Revolver752 752 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)Delayed Draw Term Loan— 1,758 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)Revolver796 796 
The Cleaver-Brooks Company, Inc.(1)Revolver1,615 1,615 
Trader Corporation(1)(6)Revolver173 177 
Trintech, Inc.(1)Revolver255 255 
TSYL Corporate Buyer, Inc.(1)Delayed Draw Term Loan912 1,469 
TSYL Corporate Buyer, Inc.(1)Revolver177 177 
Turbo Buyer, Inc.(1)(2)Delayed Draw Term Loan— 974 
UBC Ledgers Holding AB(1)(2)(9)Delayed Draw Term Loan792 840 
UBC Ledgers Holding AB(1)(2)(9)Revolver262 278 
87

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)
Investment TypeMarch 31, 2024December 31, 2023
Union Bidco Limited(1)(4)Acquisition Facility82 83 
United Therapy Holding III GmbH(1)(2)(3)Acquisition Facility668 683 
Unither (Uniholding)(1)(3)Delayed Draw Term Loan468 479 
W2O Holdings, Inc.(1)(2)Delayed Draw Term Loan— 234 
West-NR AcquisitionCo., LLC(1)Delayed Draw Term Loan1,250 1,250 
Whitcraft Holdings, Inc.(1)Revolver490 880 
White Bidco Limited(1)Delayed Draw Term Loan257 257 
Woodland Foods, LLC(1)(2)Line of Credit157 318 
World 50, Inc.(1)(2)Revolver243 — 
WWEC Holdings III Corp(1)(2)Revolver932 757 
Xeinadin Bidco Limited(1)(2)(4)CAF Term Loan1,601 2,062 
ZB Holdco LLC(1)(2)Delayed Draw Term Loan381 1,466 
ZB Holdco LLC(1)(2)Revolver271 423 
Zeppelin Bidco Limited(1)(2)(4)Capex / Acquisition Facility— 1,333 
Total unused commitments to extend financing$103,209 $114,328 
(1)The Adviser’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.
(8)Actual commitment amount is denominated in Norwegian kroner. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(9)Actual commitment amount is denominated in Swedish kronor. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
88

Barings Capital Investment Corporation
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, 2024 and 2023:
Three Months Ended March 31,
($ in thousands, except share and per share amounts)20242023
Per share data:
Net asset value at beginning of period$22.27 $21.66 
Net investment income (1)0.65 0.68 
Net realized gain (loss) on investments / foreign currency transactions / forward currency contracts (1)(0.36)(0.35)
Net unrealized appreciation (depreciation) on investments / foreign currency transactions / forward currency contracts (1)0.67 0.59 
Total increase from investment operations (1)0.96 0.92 
Dividends paid to stockholders from net investment income(0.64)(0.57)
Dividends paid to stockholders from short-term realized gains— (0.03)
Total dividends declared(0.64)(0.60)
Net asset value at end of period$22.59 $21.98 
Shares outstanding at end of period29,672,058 28,142,612
Net assets at end of period$670,241 $618,439
Average net assets$658,852 $609,288
Ratio of total expenses to average net assets (annualized) (2)11.07 %10.09 %
Ratio of net investment income to average net assets (annualized) (2)11.54 %12.39 %
Portfolio turnover ratio (annualized)3.22 %1.83 %
Total return (3)4.35 %4.29 %
(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)Does not include expenses of underlying investment companies, including joint ventures.
(3)Total return is calculated as the change in NAV per share during the period, divided by the beginning NAV per share and assumes reinvestment of dividends at prices obtained by the Company’s dividend reinvestment plan during the period.
9. SUBSEQUENT EVENTS
On May 7, 2024, the Board declared a quarterly dividend of $0.64 per share payable on June 12, 2024 to holders of record as of May 29, 2024.

89


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, 2024, 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 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 prospectson Form 10-Q, and the prospectsConsolidated Financial Statements and notes thereto and Management’s Discussion and Analysis of our portfolio companies, the impactFinancial Condition and Results 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 statementsOperations 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 titled “Risk Factors” in Part I of our Annual Report on Form 10-K for the year ended December 31, 2022 and in Item 1A titled “Risk Factors” in Part II of our subsequently filed Quarterly Reports on Form 10-Q or in other reports that we may file with the Securities and Exchange Commission (the “SEC”) from time to time. Other factors that could cause our actual2023. Historical results and financial condition to differ materially include, but are not limited to, changes in political, economic or industry conditions, including the risks of a slowing economy, rising inflation and risk of recession, and volatilitypercentage relationships among any amounts in the financial services sector, including bank failures; the interest rate environment or conditions affecting the financial and capital markets; the impactstatements are not necessarily indicative of global health crises, on our or our portfolio companies’ business and the U.S. and global economies; our, or our portfolio companies’, future business, operations,trends in operating results or prospects; risks associated with possible disruption due to terrorism in our operations or the economy generally; andfor any future changes in laws or regulations and conditions in our or our portfolio companies’ 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.periods.
Overview of Our Business
We were formed on February 20, 2020 as a Maryland limited liability company and converted to a Maryland corporation on April 28, 2020. On July 13, 2020, we commenced operations and made our first portfolio company investment. We are externally managed by Barings LLC, or Barings, an investment adviser that is registered with the SEC under the Investment Advisers Act of 1940, as amended (the “Advisers Act”). An externally-managed business development company (“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 an administration agreement. Instead of directly compensating employees, we pay Barings for investment and management services pursuant to the terms of an investment advisory agreement (the “Advisory Agreement”) and an administration agreement (the “Administration Agreement”).
Our primary investment objective is to provide consistently attractive returns. Barings employs fundamental credit analysis, and targets investments in businesses with relatively low levels of cyclicality (i.e., the risk of business cycles or other economic cycles adversely affecting them) and operating risk. The hold size of each position will generally be dependent upon a number of factors including total facility size, pricing and structure, and the number of other lenders in the facility. Barings has experience managing levered vehicles, both public and private, and seeks 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
85


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 focus on investing primarily in senior secured private debt instruments in well-established middle-market businesses that operate across a wide range of industries. To a lesser extent, we will invest in equity, special situations, structured credit (e.g., private asset-backed securities), syndicated loan opportunities and/or mortgage securities. Syndicated senior secured loans are either (i) marketed by investment banks, which are mandated to bring lenders together and underwrite the deal, to institutional investors or (ii) bought and sold by institutional investors in individually negotiated private transactions that function in many respects like an over-the-counter secondary market. On the other hand, senior secured private debt investments are negotiated directly with the borrower, rather than marketed by a third party or bought and sold in the secondary market. We believe senior secured private debt investments may offer higher returns and certain more favorable protections than syndicated senior secured loans. 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. We currently intend to invest primarily in senior secured private debt investments that have terms of between five and seven years and bear interest between the Secured Overnight Financing Rate (“SOFR”) (or the applicable currency rate for investments in foreign currencies) plus 475 basis points and SOFR plus 675 basis points per annum.
As of September 30, 2023 and December 31, 2022, the weighted average yield on the principal amount of our outstanding debt investments other than non-accrual debt investments was approximately 10.9% and 10.0%, respectively. The weighted average yield on the principal amount of all of our outstanding debt investments (including non-accrual debt investments) was approximately 10.8% and 9.8% as of September 30, 2023 and December 31, 2022, respectively.
Relationship with Our Adviser, Barings
Our Adviser, Barings, a wholly-owned subsidiary of Massachusetts Mutual Life Insurance Company (“MassMutual”), is a leading global asset management firm and is registered with the SEC as an investment adviser under the Advisers Act. 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”), Barings’ Global Private Finance Group (“Barings GPFG”) manages our day-to-day operations, and provides investment advisory and management services to us. Barings GPFG is part of Barings’ $270.0 billion Global Fixed Income Platform (as of September 30, 2023) that invests in liquid, private and structured credit. Barings GPFG also advises private funds and separately managed accounts, along with multiple public vehicles. The Adviser has retained its indirect, wholly-owned subsidiary, Baring International Investment Limited (“BIIL”), as a sub-adviser to manage European investments for us. BIIL is an investment adviser registered with the SEC in the United States and the Financial Conduct Authority in the United Kingdom with its principal office located in London, England. As of September 30, 2023, BIIL had approximately £14.4 billion in assets under management.
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 (in its capacity as our Administrator) 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.
Included in Barings GPFG is Barings North American Private Finance Team (the “U.S. Investment Team”), which consists of 52 investment professionals (as of September 30, 2023) located in three offices in the United States. The U.S. Investment Team provides a full set of solutions to the North American middle market, including revolvers, first and second lien senior secured loans, unitranche structures, mezzanine debt and equity co-investments. The U.S. Investment Team averages
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over 20 years of industry experience at the Managing Director and Director level. In addition, Barings believes that it has best-in-class support personnel, including expertise in risk management, legal, accounting, tax, information technology and compliance, among others. We expect to benefit from the support provided by these personnel in our operations.
Portfolio Composition
The Company predominately invests 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 products, bonds and other fixed income securities. Structured products include collateralized loan obligations and asset-backed securities. The Adviser’s existing SEC co-investment exemptive relief under the 1940 Act permits the Company and the Adviser’s affiliated private funds and SEC 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:
($ in thousands)CostPercentage of
Total Portfolio
Fair ValuePercentage of
Total Portfolio
Percentage of
Total
Net Assets
March 31, 2024:
Senior debt and 1st lien notes
$996,015 73 %$982,334 72 %147 %
Subordinated debt and 2nd lien notes
108,605 107,913 16 
Structured products28,657 27,744 
Equity shares176,427 13 207,185 15 31 
Equity warrants33 — 1,147 — — 
Investments in joint ventures50,132 36,725 
$1,359,869 100 %$1,363,048 100 %203 %
($ in thousands)CostPercentage of
Total Portfolio
Fair ValuePercentage of
Total Portfolio
Percentage of
Total
Net Assets
December 31, 2023:
Senior debt and 1st lien notes
$1,000,294 74 %$985,158 73 %151 %
Subordinated debt and 2nd lien notes
108,487 106,894 16 
Structured products29,479 26,173 
Equity shares162,731 12 192,641 14 30 
Equity warrants— 1,043 — — 
Investments in joint ventures51,123 37,212 
$1,352,116 100 %$1,349,121 100 %207 %
During the three months ended March 31, 2024, the Company made 10 new investments totaling $27.5 million and made investments in existing portfolio companies totaling $23.7 million.
During the three months ended March 31, 2023, the Company made 10 new investments totaling $36.7 million, made investments in existing portfolio companies totaling $19.8 million and made a $45.0 million equity co-investment alongside certain affiliates in a portfolio company that specializes in providing financing to plaintiff law firms engaged in mass tort and other civil litigation.
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Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Industry Composition
The industry composition of investments at fair value at March 31, 2024 and December 31, 2023 was as follows:
($ in thousands)March 31, 2024Percent
of
Portfolio
Percent of
Total Net
Assets
December 31, 2023Percent
of
Portfolio
Percent of
Total Net
Assets
Aerospace and Defense$84,035 6.2 %12.5 %$81,217 6.0 %12.5 %
Automotive18,403 1.3 2.8 16,830 1.2 2.6 
Banking, Finance, Insurance and Real Estate224,287 16.5 33.5 227,415 16.9 34.9 
Beverage, Food and Tobacco33,057 2.4 4.9 24,197 1.8 3.7 
Capital Equipment46,833 3.4 7.0 46,500 3.5 7.1 
Chemicals, Plastics, and Rubber29,105 2.1 4.4 25,679 1.9 3.9 
Construction and Building10,719 0.8 1.6 10,070 0.7 1.6 
Consumer Goods: Durable25,526 1.9 3.8 25,563 1.9 3.9 
Consumer Goods: Non-durable14,343 1.1 2.1 9,987 0.7 1.5 
Containers, Packaging and Glass22,927 1.7 3.4 23,032 1.7 3.5 
Energy: Electricity6,297 0.5 1.0 6,676 0.5 1.0 
Energy: Oil and Gas2,669 0.2 0.4 2,670 0.2 0.4 
Environmental Industries29,225 2.1 4.4 30,266 2.2 4.7 
Healthcare and Pharmaceuticals124,015 9.1 18.5 130,845 9.7 20.1 
High Tech Industries137,613 10.1 20.5 141,704 10.5 21.7 
Hotel, Gaming and Leisure21,572 1.6 3.2 19,595 1.5 3.0 
Investment Funds and Vehicles36,725 2.7 5.5 37,212 2.8 5.7 
Media: Advertising, Printing and Publishing32,578 2.4 4.9 32,570 2.4 5.0 
Media: Broadcasting and Subscription8,706 0.6 1.3 8,867 0.7 1.4 
Media: Diversified and Production46,497 3.4 6.9 45,924 3.4 7.1 
Services: Business216,121 15.9 32.3 201,007 14.9 30.8 
Services: Consumer69,268 5.1 10.3 69,643 5.2 10.7 
Structured Products33,667 2.5 5.0 32,763 2.4 5.0 
Telecommunications18,276 1.3 2.7 18,341 1.4 2.8 
Transportation: Cargo58,929 4.3 8.8 68,703 5.1 10.5 
Transportation: Consumer2,000 0.1 0.3 1,900 0.1 0.3 
Utilities: Electric9,655 0.7 1.4 9,945 0.7 1.5 
Total$1,363,048 100.0 %203.4 %$1,349,121 100.0 %206.9 %
Banff Partners LP
On February 18, 2021, the Company established a joint venture, Banff Partners LP (“Banff”), with a controlled affiliate of Alberta Investment Management Corporation to invest in senior secured, middle-market, private debt investments, syndicated senior secured loans and structured product investments. During the three months ended March 31, 2024, the Company held a 10.0% partnership interest in Banff. As of March 31, 2024, the cost and fair value of the Company’s investment in Banff was $14.6 million and $16.6 million, respectively. As of December 31, 2023, the cost and fair value of the Company's investment in Banff was $14.6 million and $16.2 million, respectively.
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Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
The total value of Banff’s investment portfolio was $143.7 million as of March 31, 2024, as compared to $146.5 million as of December 31, 2023. As of March 31, 2024, Banff’s investments had an aggregate cost of $150.8 million, as compared to $151.9 million as of December 31, 2023. As of March 31, 2024 and December 31, 2023, the Banff investment portfolio consisted of the following investments:
($ in thousands)CostPercentage of
Total Portfolio
Fair ValuePercentage of
Total Portfolio
March 31, 2024:
Senior debt and 1st lien notes
$146,901 97 %$139,697 97 %
Subordinated debt and 2nd lien notes
3,920 4,000 
$150,821 100 %$143,697 100 %
December 31, 2023:
Senior debt and 1st lien notes$147,990 97 %$142,490 97 %
Subordinated debt and 2nd lien notes3,917 3,987 
$151,907 100 %$146,477 100 %
As of March 31, 2024 and December 31, 2023, the weighted average yield on the principal amount of Banff’s outstanding debt investments other than non-accrual debt investments was approximately 10.5% and 10.6%, respectively.
The industry composition of Banff’s investments at fair value at March 31, 2024 and December 31, 2023 was as follows:
($ in thousands)March 31, 2024December 31, 2023
Aerospace and Defense$15,105 10.5 %$15,125 10.3 %
Banking, Finance, Insurance and Real Estate16,190 11.3 16,325 11.2 
Beverage, Food and Tobacco7,577 5.3 7,531 5.1 
Chemicals, Plastics, and Rubber1,937 1.3 1,269 0.9 
Construction and Building1,450 1.0 1,364 0.9 
Consumer Goods: Durable1,731 1.2 1,725 1.2 
Consumer Goods: Non-durable6,026 4.2 6,205 4.2 
Containers, Packaging and Glass6,459 4.5 6,607 4.5 
Healthcare and Pharmaceuticals16,635 11.6 17,205 11.8 
High Tech Industries20,898 14.5 20,942 14.3 
Media: Advertising, Printing and Publishing1,955 1.4 1,957 1.3 
Media: Diversified and Production4,274 3.0 4,306 2.9 
Services: Business21,536 15.0 21,900 15.0 
Services: Consumer12,291 8.5 12,509 8.5 
Telecommunications3,213 2.2 3,243 2.2 
Transportation: Cargo6,420 4.5 8,264 5.7 
Total$143,697 100 %$146,477 100 %
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Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
The geographic composition of Banff’s investments at fair value at March 31, 2024 and December 31, 2023 was as follows:
($ in thousands)March 31, 2024December 31, 2023
Australia$4,360 3.0 %$4,449 3.0 %
Belgium7,577 5.3 7,531 5.1 
Canada1,847 1.3 2,221 1.5 
France27,948 19.4 28,669 19.6 
Germany7,120 5.0 7,277 5.0 
Hong Kong6,179 4.3 6,033 4.1 
Netherlands9,182 6.4 9,193 6.3 
New Zealand2,462 1.7 2,596 1.8 
Singapore3,989 2.8 3,984 2.7 
United Kingdom20,282 14.1 20,401 13.9 
USA52,751 36.7 54,123 37.0 
Total$143,697 100.0 %$146,477 100 %
Banff’s credit facility with Wells Fargo Bank, N.A., which was non-recourse to the Company, initially closed on August 26, 2022 and had nil and $19.2 million outstanding as of March 31, 2024 and December 31, 2023, respectively. On March 20, 2024, Banff’s credit facility with Wells Fargo Bank, N.A. was terminated and fully repaid.
The Company may sell portions of its investments via assignment to Banff. Since inception, as of both March 31, 2024 and December 31, 2023, the Company had sold $187.9 million of its investments to Banff. As of both March 31, 2024 and December 31, 2023, the Company did not have any unsettled receivables due from Banff. 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 Banff 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 Banff as it is not a substantially wholly owned investment company subsidiary. In addition, Banff is not an operating company and the Company does not control Banff due to the allocation of voting rights among Banff members.
Thompson Rivers LLC
On April 28, 2020, Thompson Rivers LLC (“Thompson Rivers”) was formed as a Delaware limited liability company. Under Thompson Rivers’ current operating agreement, as amended to date, pursuant to which the Company became a party in June 2021, the Company has a capital commitment of $30.0 million of equity capital to Thompson Rivers, all of which has been funded as of March 31, 2024. As of March 31, 2024, aggregate commitments to Thompson Rivers by the Company and the other members under the current operating agreement total $450.0 million, all of which has been funded.
For the three months ended March 31, 2024 and 2023, Thompson Rivers declared $15.0 million and $57.0 million in dividends, respectively, of which nil was recognized as dividend income in the Company’s Unaudited Consolidated Statements of Operations. In addition, for the three months ended March 31, 2024 and 2023, the Company recognized $1.0 million and $3.8 million, respectively, of the dividends as a return of capital.
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Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
As of March 31, 2024, Thompson Rivers had $307.7 million in Ginnie Mae early buyout loans and $7.7 million in cash. As of December 31, 2023, Thompson Rivers had $366.7 million in Ginnie Mae early buyout loans and $7.1 million in cash. As of March 31, 2024, Thompson Rivers had 1,974 outstanding loans with an average unpaid balance of $0.2 million and weighted average coupon of 4.0%. As of December 31, 2023, Thompson Rivers had 2,305 outstanding loans with an average unpaid balance of $0.2 million and weighted average coupon of 4.0%.
As of March 31, 2024 and December 31, 2023, the Thompson Rivers investment portfolio consisted of the following investments:
($ in thousands)CostPercentage of
Total Portfolio
Fair ValuePercentage of
Total Portfolio
March 31, 2024:
Federal Housing Administration (“FHA”) loans$306,491 93 %$287,390 93 %
Veterans Affairs (“VA”) loans21,604 20,295 
$328,095 100 %$307,685 100 %
December 31, 2023:
Federal Housing Administration (“FHA”) loans$360,847 93 $342,240 93 
Veterans Affairs (“VA”) loans25,810 24,491 
$386,657 100 %$366,731 100 %
Thompson Rivers’ repurchase agreement with JPMorgan Chase Bank, which is non-recourse to the Company, had approximately $70.2 million and $83.5 million outstanding as of March 31, 2024 and December 31, 2023, respectively. Thompson Rivers’ repurchase agreement with Bank of America N.A., which is non-recourse to the Company, had approximately $144.1 million and $170.8 million outstanding as of March 31, 2024 and December 31, 2023, respectively. Thompson Rivers’ repurchase agreement with Barclays Bank, which is non-recourse to the Company, had approximately $45.1 million and $50.0 million outstanding as of March 31, 2024 and December 31, 2023, respectively.
The Company has determined that Thompson Rivers is an investment company under ASC Topic 946, Financial Services - Investment Companies, however, in accordance with such guidance, the Company will generally not consolidate its investment in a company other than a substantially wholly owned investment company subsidiary, which is an extension of the operations of the Company, or a controlled operating company whose business consists of providing services to the Company. The Company does not consolidate its interest in Thompson Rivers as it is not a substantially wholly owned investment company subsidiary. In addition, Thompson Rivers is not an operating company and the Company does not control Thompson Rivers due to the allocation of voting rights among Thompson Rivers members.
As of March 31, 2024 and December 31, 2023, Thompson Rivers had the following contributed capital and unfunded commitments from its members:
($ in thousands)
As of
 March 31, 2024
As of December 31, 2023
Total contributed capital by Barings Capital Investment Corporation (1)$32,318 $32,318 
Total contributed capital by all members (2)$482,083 $482,083 
Total unfunded commitments by Barings Capital Investment Corporation$— $— 
Total unfunded commitments by all members$— $— 
(1)Includes $2.3 million of dividend re-investments.
(2)Includes dividend re-investments of $32.1 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. Under Waccamaw River’s current operating agreement, as amended to date, pursuant to which the Company became a party in May 2021, the Company has a capital commitment of $25.0 million of equity capital to Waccamaw River, all of which has been funded (including approximately $1.7 million of recallable return of capital) as of March 31, 2024. As of March 31, 2024, aggregate commitments to Waccamaw River by the Company and the other members under the current operating agreement totaled $125.0 million, all of which has been funded (including $14.0 million of recallable return of capital).
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Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
For the three months ended March 31, 2024 and 2023, Waccamaw River declared nil and $3.6 million in dividends, respectively, of which nil and $0.7 million, respectively, was recognized as dividend income in the Company’s Unaudited Consolidated Statements of Operations.
As of March 31, 2024, Waccamaw River had $154.9 million in unsecured consumer loans and $7.2 million in cash. As of December 31, 2023, Waccamaw River had $182.3 million in unsecured consumer loans and $6.6 million in cash. As of March 31, 2024, Waccamaw River had 19,291 outstanding loans with an average loan size of $9,764, remaining average life to maturity of 38.2 months and weighted average interest rate of 12.8%. As of December 31, 2023, Waccamaw River had 21,435 outstanding loans with an average loan size of $10,338, remaining average life to maturity of 40.0 months and weighted average interest rate of 12.7%.
Waccamaw River’s secured loan borrowing with JPMorgan Chase Bank, N.A., which is non-recourse to the Company, had approximately $55.9 million and $71.0 million outstanding as of March 31, 2024 and December 31, 2023, respectively. Waccamaw River’s secured loan borrowing with Barclays Bank PLC, which is non-recourse to the Company, had approximately $38.0 million and $51.3 million outstanding as of March 31, 2024 and December 31, 2023, respectively.
The Company has determined that Waccamaw River is an investment company under ASC Topic 946, Financial Services - Investment Companies, however, in accordance with such guidance, the Company will generally not consolidate its investment in a company other than a substantially wholly owned investment company subsidiary, which is an extension of the operations of the Company, or a controlled operating company whose business consists of providing services to the Company. The Company does not consolidate its interest in Waccamaw River as it is not a substantially wholly owned investment company subsidiary. In addition, Waccamaw River is not an operating company and the Company does not control Waccamaw River due to the allocation of voting rights among Waccamaw River members.
As of March 31, 2024 and December 31, 2023, Waccamaw River had the following contributed capital and unfunded commitments from its members:
($ in thousands)
As of
March 31, 2024
As of December 31, 2023
Total contributed capital by Barings Capital Investment Corporation$26,730 $26,730 
Total contributed capital by all members (1)$139,020 $139,020 
Total unfunded commitments by Barings Capital Investment Corporation$— $— 
Total unfunded commitments by all members$— $— 
(1)    Includes $85.6 million of total contributed capital by related parties as of both March 31, 2024 and December 31, 2023.
Eclipse Business Capital Holdings LLC
On July 8, 2021, the Company made an equity investment in Eclipse Business Capital Holdings LLC (“Eclipse”) of $44.4 million, a second lien senior secured loan of $2.2 million and unfunded revolver of $6.7 million, alongside other related party affiliates. On August 12, 2022, the Company increased the unfunded revolver to $11.2 million. As of March 31, 2024 and December 31, 2023, $2.9 million and $2.7 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.
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 company. Thus, the Company is not required to consolidate Eclipse because it does not provide services to the Company. Instead the Company accounts for its equity investment in Eclipse in accordance with ASC 946-320, presented as a single investment measured at fair value.
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Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Rocade Holdings LLC
On February 1, 2023, the Company made an equity investment in Rocade Holdings LLC (“Rocade”) of $45.0 million, alongside other related party affiliates and made additional investments thereafter during the fiscal year ended December 31, 2023 of $5.5 million. The total equity invested in Rocade as of March 31, 2024 was $50.5 million (excluding preferred dividends) and the Company had $4.5 million of unfunded preferred equity commitments. Rocade conducts its business through Rocade LLC and operates as Rocade Capital. Rocade is one of the country’s leading litigation finance platforms that specializes in providing financing to plaintiff law firms engaged in mass tort and other civil litigation. Rocade typically provides loans to law firms that are secured by the borrowing firm’s interests in award settlements, including contingency fees expected to be earned from successful litigation. The loans generally bear floating rate PIK interest with an overall expected annualized return between 10% and 25% and collect debt service upon receipt of settlement awards and/or contingency fees. The addition of Rocade to the portfolio allows the Company to participate in an uncorrelated asset class that offer differentiated income returns as compared to directly originated loans. Rocade is led by a seasoned team of litigation finance experts.
The Company has determined that Rocade 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 company. Thus, the Company is not required to consolidate Rocade because it does not provide services to the Company. Instead the Company accounts for its equity investment in Rocade in accordance with ASC 946-320, presented as a single investment measured at fair value.
Valuation of Investments
The Adviser conducts the valuation of the Company’s investments, upon which the Company’s net asset value (“NAV”) is primarily based, in accordance with its valuation policy, as well as established and documented processes and methodologies for determining the fair values of portfolio company investments on a recurring (at least quarterly) basis in accordance with the 1940 Act and FASB ASC Topic 820, Fair Value Measurements and Disclosures (“ASC Topic 820”). The Company’s current valuation policy and processes were established by the Adviser and were 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. The fair value measurement assumes that the sale occurs in the principal market for the security, or in the absence of a principal market, in the most advantageous market for the security. If no market for the security exists or if the Company does not have access to the principal market, the security should be valued based on the sale occurring in a hypothetical market.
Under ASC Topic 820, there are three levels of valuation inputs, as follows:
Level 1 Inputs – include quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2 Inputs – include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.
Level 3 Inputs – include inputs that are unobservable and significant to the fair value measurement.
A financial instrument is categorized within the ASC Topic 820 valuation hierarchy based upon the lowest level of input to the valuation process that is significant to the fair value measurement. For example, a Level 3 fair value measurement may include inputs that are observable (Levels 1 and 2) and unobservable (Level 3). Therefore, unrealized appreciation and depreciation related to such investments categorized as Level 3 investments within the tables below may include changes in fair value that are attributable to both observable inputs (Levels 1 and 2) and unobservable inputs (Level 3).
The Company’s investment portfolio includes certain debt and equity instruments of privately held companies for which quoted prices or other observable inputs falling within the categories of Level 1 and Level 2 are generally not available. In such cases, the Adviser determines the fair value of the Company’s investments in good faith primarily using Level 3 inputs. In certain cases, quoted prices or other observable inputs exist, and if so, the Adviser 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.

70

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
There is no single approach 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 Board must determine fair value in good faith for any or all Company investments for which market quotations are not readily available. The Board has designated the Adviser as valuation designee to perform the fair value determinations relating to the value of the assets held by the Company for which market quotations are not readily available. 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 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.
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 that of 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. If the Adviser’s pricing committee disagrees with the price range provided, it may make a fair value recommendation to the Adviser that is outside of the range provided by the independent valuation provider 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.
Valuation Inputs
The Adviser’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 Adviser’s market assumptions. The Adviser’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,
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Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
the Adviser will utilize alternative approaches such as broker quotes or manual prices. The Adviser 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 Investments in Banff, Thompson Rivers and Waccamaw River
As Banff, Thompson Rivers and Waccamaw River are investment companies with no readily determinable fair values, the Adviser estimates the fair value of the Company’s investments in these entities using the NAV of each company and the Company’s ownership percentage as a practical expedient. The NAV is determined in accordance with the specialized accounting guidance for investment companies.
Level 3 Unobservable Inputs
The following tables summarize the significant unobservable inputs the Adviser used in the valuation of the Company’s Level 3 debt and equity securities as of March 31, 2024 and December 31, 2023. The weighted average range of unobservable inputs is based on fair value of investments.
March 31, 2024
($ in thousands)(3)
Fair ValueValuation
Model
Level 3
Input
Range of
Inputs
Weighted
Average
Impact to Valuation from an Increase in Input
Senior debt and 1st lien notes(1)
$844,660 Yield AnalysisMarket Yield6.1% – 27.0%10.9%Decrease
10,163 Market ApproachAdjusted EBITDA Multiple1.2x – 12.5x9.3xIncrease
79,471 Recent TransactionTransaction Price95.6% – 100.0%98.0%Increase
Subordinated debt and 2nd lien notes(2)
87,205 Yield AnalysisMarket Yield9.0% – 17.7%12.7%Decrease
10,166 Market ApproachAdjusted EBITDA Multiple6.0x – 11.0x8.5xIncrease
1,875 Recent TransactionTransaction Price100.0%100.0%Increase
Equity shares(4)
16,103 Yield AnalysisMarket Yield10.5% – 14.2%13.0%Decrease
162,274 Market ApproachAdjusted EBITDA Multiple5.5x – 27.5x11.1xIncrease
1,353 Market ApproachRevenue Multiple6.0x – 9.3x6.5xIncrease
8,027 Discounted Cash Flow AnalysisDiscount Rate14.5%14.5%Decrease
2,357 Net Asset ApproachLiabilities$(64,894.6)$(64,894.6)Decrease
749 Recent TransactionTransaction Price$0.00 – $1,037.50$438.67Increase
Equity Warrants1,102 Market ApproachAdjusted EBITDA Multiple6.3x – 12.5x7.7xIncrease
(1) Excludes investments with an aggregate fair value amounting to $11,856, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(2) Excludes investments with an aggregate fair value amounting to $5,821, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(3) For structured products, investments with an aggregate fair value amounting to $15,801, were valued by the Adviser using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(4) Excludes investments with an aggregate fair value amounting to $2,670, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.






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Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)

During the three months ended March 31, 2024, one equity position with a fair value of $7.1 million transitioned from a market approach to a yield analysis valuation model. In addition, one senior debt and first lien note position with a fair value of $2.7 million transitioned from a yield analysis to a market approach valuation model. The changes in approach were driven by considerations given to the financial performance of each portfolio company.
December 31, 2023
($ in thousands)(3)
Fair ValueValuation
Model
Level 3
Input
Range of
Inputs
Weighted
Average
Impact to Valuation from an Increase in Input
Senior debt and 1st lien notes(1)
$844,635 Yield AnalysisMarket Yield7.8% – 19.6%11.2%Decrease
7,247 Market ApproachAdjusted EBITDA Multiple1.1x – 12.5x3.5xIncrease
84,483 Recent TransactionTransaction Price97.0% – 100.0%97.9%Increase
Subordinated debt and 2nd lien notes(2)
85,803 Yield AnalysisMarket Yield8.5% – 18.9%13.1%Decrease
4,986 Market ApproachAdjusted EBITDA Multiple11.0x11.0xIncrease
670 Recent TransactionTransaction Price98.0%98.0%Increase
Equity shares(4)
8,788 Yield AnalysisMarket Yield14.6%14.6%Decrease
162,996 Market ApproachAdjusted EBITDA Multiple4.8x – 30.0x11.2xIncrease
1,390 Market ApproachRevenue Multiple6.5x – 9.5x6.8xIncrease
6,080 Discounted Cash Flow AnalysisDiscount Rate14.2%14.2%Decrease
2,131 Net Asset ApproachLiabilities$(55,281.8)$(55,281.8)Decrease
5,203 Recent TransactionTransaction Price$1.00 – $10.00$9.64Increase
Equity Warrants1,043 Market ApproachAdjusted EBITDA Multiple6.3x – 12.5x7.5xIncrease
(1) Excludes investments with an aggregate fair value amounting to $12,714, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(2) Excludes investments with an aggregate fair value amounting to $5,392, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(3) For structured products, investments with an aggregate fair value amounting to $14,915, were valued by the Adviser using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(4) Excludes investments with an aggregate fair value amounting to $5,975, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
During the year ended December 31, 2023, one equity position with a fair value of $2.6 million and four senior debt and first lien note positions with a fair value of $7.1 million transitioned from a yield analysis to a market approach valuation model. In addition, one structured product position with a fair value of $6.5 million transitioned from a discounted cash flow analysis to a broker quote valuation model. The changes in approach were driven by considerations given to the financial performance of each portfolio company.






73

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
The following tables present the Company’s investment portfolio at fair value as of March 31, 2024 and December 31, 2023, categorized by the ASC Topic 820 valuation hierarchy, as previously described:
 Fair Value as of March 31, 2024
($ in thousands)Level 1Level 2Level 3Total
Senior debt and 1st lien notes
$— $36,184 $946,150 $982,334 
Subordinated debt and 2nd lien notes
— 2,846 105,067 107,913 
Structured products— 11,943 15,801 27,744 
Equity shares9,936 3,716 193,533 207,185 
Equity warrants45 — 1,102 1,147 
Investments subject to leveling$9,981 $54,689 $1,261,653 $1,326,323 
Investments in joint ventures (1)36,725 
$1,363,048 
 Fair Value as of December 31, 2023
($ in thousands)Level 1Level 2Level 3Total
Senior debt and 1st lien notes
$— $36,079 $949,079 $985,158 
Subordinated debt and 2nd lien notes
— 10,043 96,851 106,894 
Structured products— 11,258 14,915 26,173 
Equity shares78 — 192,563 192,641 
Equity warrants— — 1,043 1,043 
Investments subject to leveling$78 $57,380 $1,254,451 $1,311,909 
Investment in joint ventures (1)$37,212 
$1,349,121 
(1)The Company’s investments in Banff, Thompson Rivers and Waccamaw River are measured at fair value using NAV and have not been categorized in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Unaudited Consolidated Balance Sheet and Consolidated Balance Sheet.
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Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
The following tables reconcile the beginning and ending balances of the Company’s investment portfolio measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the three months ended March 31, 2024 and 2023:
Three Months Ended
March 31, 2024:
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity SharesEquity WarrantsTotal
Fair value, beginning of period$949,079 $96,851 $14,915 $192,563 $1,043 $1,254,451 
New investments36,126 12,535 — 2,599 — 51,260 
Investment restructuring(13,015)— — — — (13,015)
Transfers into (out of) Level 3, net— — — (3,305)— (3,305)
Proceeds from sales of investments(129)— — — — (129)
Loan origination fees received(545)(281)— — — (826)
Principal repayments received(24,253)(5,480)(799)— — (30,532)
Payment-in-kind interest/dividends386 692 — 1,559 — 2,637 
Accretion of loan premium/discount95 27 — — — 122 
Accretion of deferred loan origination revenue1,205 82 — — — 1,287 
Realized gain (loss)(4,217)— — — — (4,217)
Unrealized appreciation (depreciation)1,418 641 1,685 117 59 3,920 
Fair value, end of period$946,150 $105,067 $15,801 $193,533 $1,102 $1,261,653 
Three Months Ended
March 31, 2023:
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity SharesEquity WarrantsTotal
Fair value, beginning of period$872,193 $97,805 $14,210 $112,878 $476 $1,097,562 
New investments54,252 683 — 45,971 — 100,906 
Transfers into (out of) Level 3, net— — 1,767 — — 1,767 
Proceeds from sales of investments— — — — — — 
Loan origination fees received(1,495)(20)— — — (1,515)
Principal repayments received(13,531)(449)(806)— — (14,786)
Payment-in-kind interest/dividends583 826 — — — 1,409 
Accretion of loan premium/discount95 33 — — — 128 
Accretion of deferred loan origination revenue1,028 70 — — — 1,098 
Realized gain (loss)(224)— — — — (224)
Unrealized appreciation (depreciation)3,174 1,313 379 4,863 15 9,744 
Fair value, end of period$916,075 $100,261 $15,550 $163,712 $491 $1,196,089 
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 depreciation on Level 3 investments of $0.6 million during the three months ended March 31, 2024 was related to portfolio company investments that were still held by the Company as of March 31, 2024. Pre-tax net unrealized appreciation on Level 3 investments of $9.5 million during the three months ended March 31, 2023 was related to portfolio company investments that were still held by the Company as of March 31, 2023.
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Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
During the three months ended March 31, 2024, the Company made investments of approximately $31.0 million in portfolio companies to which it was not previously contractually committed to provide such financing. During the three months ended March 31, 2024, the Company made investments of $20.3 million in portfolio companies to which it was previously committed to provide such financing.
During the three months ended March 31, 2023, the Company made investments of approximately $91.6 million in portfolio companies to which it was not previously contractually committed to provide such financing. During the three months ended March 31, 2023, the Company made investments of $9.8 million in portfolio companies to which it was previously committed to provide such financing.
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 purchase 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 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. As of March 31, 2024, the Company does not “Control” any of its portfolio companies for the purposes of the 1940 Act. Under the 1940 Act, the Company is deemed to be an Affiliated Person of a company in which the Company has invested if it owns at least 5.0%, but no more than 25.0%, of the outstanding voting securities of such company.
Cash and Foreign Currencies
Cash consists of deposits held at a custodian bank. Cash is carried at cost, which approximates fair value. The Company places its cash with financial institutions and, at times, cash may exceed insured limits under applicable law.
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, 2024 and December 31, 2023, the Company had three portfolio companies and one portfolio company, respectively, with investments that were on non-accrual.
Dividend income on preferred equity securities is recorded on the accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected. Dividend income on common equity is recorded on the ex-dividend date.
76

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Payment-in-Kind Interest
The Company currently holds, and expects to hold in the future, some loans in its portfolio that contain PIK interest provisions. PIK interest, computed at the contractual rate specified in each loan agreement, is periodically added to the principal balance of the loan, rather than being paid to 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.
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, covenant waiver fees and loan amendment fees, and are recorded as investment income when earned.
Fee income for the three months ended March 31, 2024 and 2023 was as follows:
Three Months EndedThree Months Ended
($ in thousands)March 31, 2024March 31, 2023
Recurring Fee Income:
Amortization of loan origination fees$996 $928 
Management, valuation and other fees229 336 
Total Recurring Fee Income1,225 1,264 
Non-Recurring Fee Income:
Acceleration of unamortized loan origination fees297 201 
Advisory, loan amendment and other fees74 221 
Total Non-Recurring Fee Income371 422 
Total Fee Income$1,596 $1,686 
General and Administrative Expenses
Other general and administrative expenses include bank service fees and expenses reimbursable to the Adviser under the terms of the Administration Agreement and other costs related to operating the Company.
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.
Segments
The Company lends to and invests in customers in various industries. The Company separately evaluates the performance of each of its lending and investment relationships. However, because each of these loan and investment relationships has
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Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
similar business and economic characteristics, they have been aggregated into a single lending and investment segment. All applicable segment disclosures are included in or can be derived from the Company’s financial statements.
Concentration of Credit Risk
As of both March 31, 2024 and December 31, 2023, there were no individual investments representing greater than 10% of the fair value of the Company’s portfolio. As of March 31, 2024 and December 31, 2023, the Company’s largest single portfolio company investment represented approximately 5.6% and 5.7%, respectively, of the fair value of the Company’s portfolio. 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.
As of March 31, 2024, all of the Company’s assets were or will be pledged as collateral for the ING Credit Facility.
Investments Denominated in Foreign Currency
As of March 31, 2024 the Company held 12 investments that were denominated in Australian dollars, two investments that were denominated in Canadian dollars, one investment that was denominated in Danish kroner, two investments that were denominated in New Zealand dollars, one investment that was denominated in Norwegian kroner, 60 investments that were denominated in Euros, two investments that were denominated in Swiss francs, one investment that was denominated in Swedish kronor and 23 investments that were denominated in British pounds sterling. As of December 31, 2023, the Company held 12 investments that were denominated in Australian dollars, two investments that were denominated in Canadian dollars, one investment that was denominated in Danish kroner, two investments that were denominated in New Zealand dollars, one investment that was denominated in Norwegian kroner, 58 investments that were denominated in Euros, two investments that were denominated in Swiss francs, one investment that was denominated Swedish kronor and 23 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 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 three months ended March 31, 2024 and March 31, 2023, the Company entered into forward currency contracts primarily to help mitigate the impact that an adverse change in foreign exchange rates would have on the Company’s investments denominated in foreign currencies. Net unrealized appreciation or depreciation on foreign currency contracts are included in “Net unrealized appreciation (depreciation) - forward currency contracts” and net realized gains or losses on forward currency contracts are included in “Net realized gains (losses) - forward currency contracts” 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). 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
78

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
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 (or later if the Company is permitted to elect and so elects) 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. For the three months ended March 31, 2024 and 2023, the Company recorded net expenses of $0.2 million and $23.5 thousand, respectively, for U.S. federal excise 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 2020-2022), 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 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 March 31, 2024 and December 31, 2023 was approximately $1,352.6 million and $1,344.7 million, respectively. As of March 31, 2024, net unrealized appreciation on the Company’s investments (tax basis) was approximately $22.0 million, consisting of gross unrealized appreciation, where the fair value of the Company’s investments exceeds their tax cost, of approximately $71.2 million and gross unrealized depreciation, where the tax cost of the Company’s investments exceeds their fair value, of approximately $49.2 million. As of December 31, 2023, net unrealized appreciation on the Company’s investments (tax basis) was approximately $2.6 million, consisting of gross unrealized appreciation, where the fair value of the Company’s investments exceeds their tax cost, of approximately $63.2 million and gross unrealized depreciation, where the tax cost of the Company’s investments exceeds their fair value, of approximately $60.6 million.
In addition, the Company has a wholly-owned taxable subsidiary (the “Taxable Subsidiary”), which holds certain portfolio investments that are listed on the Unaudited and Audited Consolidated Schedules of Investments. The Taxable Subsidiary is consolidated for financial reporting purposes, such that the Company’s consolidated financial statements reflect the Company’s investments in the portfolio companies owned by the Taxable Subsidiary. The purpose of the Taxable Subsidiary is to permit the Company to hold certain portfolio companies that are organized as limited liability companies (“LLCs”) (or other forms of pass-through entities) and still satisfy the RIC tax requirement that at least 90% of the RIC’s gross revenue for income tax purposes must consist of qualifying investment income. Absent the Taxable Subsidiary, a proportionate amount of any gross income of an LLC (or other pass-through entity) portfolio investment would flow through directly to the RIC. To the extent that such income did not consist of qualifying investment income, it could jeopardize the Company’s ability to qualify as a RIC and therefore cause the Company to incur significant amounts of federal income taxes. When LLCs (or other pass-through entities) are owned by the Taxable Subsidiary, their income is taxed to the Taxable Subsidiary and does not flow through to the RIC, thereby helping the Company preserve its RIC tax treatment and resultant tax advantages. The Taxable Subsidiary is not consolidated for income tax purposes and may generate income tax expense or benefit as a result of its 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 Subsidiary (net of unrealized depreciation related to portfolio investments held by the Taxable Subsidiary), is reflected net of applicable federal and state income taxes, if any, in the Company’s Unaudited 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, 2024 and December 31, 2023, the Company recorded a net deferred tax liability of $0.7 million and $0.8 million, respectively, pertaining to operating losses and tax basis differences related to certain partnership interests.
79

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
5. BORROWINGS
The Company had the following borrowings outstanding as of March 31, 2024 and December 31, 2023:
Issuance Date
($ in thousands)
Maturity DateInterest Rate as of March 31, 2024March 31, 2024December 31, 2023
Credit Facility:
January 15, 2021April 30, 20267.398%642,422 $644,463 
Total Credit Facility$642,422 $644,463 
Notes:
February 22, 2022February 22, 20274.750%$100,000 $100,000 
(Less: Deferred financing fees)(145)(157)
Total Notes$99,855 $99,843 
The Company is required to meet an asset coverage ratio, defined under the 1940 Act as the ratio of the Company’s total assets (less all liabilities and indebtedness not represented by senior securities) to its outstanding senior securities, of at least 150% after each issuance of senior securities. The Company’s asset coverage ratio was 189.8% as of March 31, 2024.
ING Capital Credit Facility
On January 15, 2021, the Company entered into the ING Credit Facility with ING Capital LLC (“ING”), as administrative agent, and the lenders party thereto. The initial commitments under the ING Credit Facility totaled $65.0 million.
On April 30, 2021, the Company amended and restated the credit agreement governing the ING Credit Facility to increase the total commitments under the facility to $325.0 million and include a $25.0 million letter of credit sub-facility. On July 22, 2021, the Company entered into an incremental commitment and assumption agreement to increase the aggregate commitments under the ING Credit Facility to $500.0 million. As amended as of March 31, 2022, the Company had aggregate commitments from lenders of $500.0 million under the ING Credit Facility, the maximum commitment then allowed under the ING Credit Facility. On April 25, 2022, the Company amended the ING Credit Facility to, among other things, (i) increase total commitments from lenders to $625.0 million from $500.0 million, (ii) upsize the accordion feature under the ING Credit Facility to allow for an increase in aggregate commitments thereunder from new and existing lenders on the same terms and conditions as the existing commitments up to a total of $800.0 million, subject to certain conditions and the satisfaction of specified financial covenants, and (iii) replace the LIBOR benchmark provisions under the ING Credit Facility with SOFR benchmark provisions. On October 13, 2022, the Company amended the ING Credit Facility to increase total commitments from lenders to $710.0 million from $625.0 million.
The Company can borrow foreign currencies directly under the ING Credit Facility. The ING Credit Facility is secured primarily by a material portion of the Company’s present and future property and assets and is guaranteed by certain of the Company’s subsidiaries. The revolving period under the ING Credit Facility terminates on April 30, 2025, and the final maturity date of the ING Credit Facility is scheduled for April 30, 2026.
Borrowings under the ING Credit Facility bear interest on a per annum basis equal to (i) for borrowings denominated in U.S. Dollars, subject to the Company’s election, (a) the alternate base rate plus 1.15% or (b) the term SOFR plus 2.15% plus a credit spread adjustment of 0.10% for borrowings with an interest period of one month, 0.15% for borrowings with and interest period of three months or 0.25% for borrowings with an interest period of six months, with the term SOFR plus credit spread adjustment subject to a 0.00% floor, (ii) for borrowings denominated in Pounds Sterling, Swiss Francs, Euros, Canadian Dollars, Danish Kroner, Norwegian Kroner or Swedish Kronor, the adjusted eurocurrency rate plus 2.15%, (iii) for borrowings denominated in Australian Dollars, the adjusted eurocurrency rate plus 2.35%, or (iv) for borrowings denominated in New Zealand Dollars, the adjusted eurocurrency rate plus 2.45%. The alternate base rate is equal to the greatest of (i) the prime rate, (ii) the federal funds rate plus 0.50%, (iii) the overnight bank funding rate plus 0.50%, (iv) one-month term SOFR plus 1.00% plus a credit spread adjustment of 0.10% and (v) 1.00%. The adjusted eurocurrency rate is equal to the eurocurrency rate for the applicable interest period plus any applicable statutory reserve rate for such interest period, subject to a 0.00% floor. The Company pays a commitment fee on undrawn amounts under the ING Credit Facility.
The ING Credit Facility contains certain affirmative and negative covenants, including but not limited to (i) maintaining minimum stockholders’ equity, (ii) maintaining a minimum asset coverage ratio of (a) 150% at any time that more than 70% of the total fair value of the Company’s portfolio comprises cash, cash equivalents, long-term U.S. government securities or first lien loans to portfolio companies, or (b) 167% or 200% at specified concentrations of such assets at amounts less than or equal
80

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
to 70% of the total fair value of the Company’s portfolio, (iii) meeting a minimum liquidity test, (iv) meeting a minimum net worth test, and (v) maintaining the Company’s status as a RIC under the Code and as a BDC under the 1940 Act. The ING 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, certain change of control events, and the occurrence of a material adverse effect. The ING 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. ING and other lenders under the ING Credit Facility, and their respective affiliates, may from time to time receive customary fees and expenses in the performance of investment banking, financial advisory or other services for the Company. As of March 31, 2024, the Company was in compliance with all covenants of the ING Credit Facility.
The Company, one of its subsidiaries, BCIC Holdings, Inc., ING, as administrative agent, the financing agents and designated indebtedness holders that become parties thereto and ING, as collateral agent, also entered into a guarantee, pledge and security agreement, dated as of January 15, 2021, pursuant to which the Company’s obligations under the ING Credit Facility are secured by a first-priority security interest (subject to certain exceptions) in substantially all of the Company’s and its subsidiary guarantors’ present and future property and assets.
As of March 31, 2024, the Company had U.S. dollar borrowings of $533.0 million under the ING Credit Facility with an interest rate of 7.569% (with Term SOFR borrowings subject to one month SOFR of 5.319%), borrowings denominated in British pounds sterling of £31.2 million ($39.4 million U.S. dollars) with an interest rate of 7.371% (one month SONIA of 5.221%), borrowings denominated in Euros of €61.5 million ($66.4 million U.S. dollars) with an interest rate of 6.088% (one month EURIBOR of 3.938%) and borrowings denominated in Australian Dollars of A$5.5 million ($3.6 million U.S. dollars) with an interest rate of 6.650% (one month AUD Screen Rate of 4.300%). 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 ING 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, 2023, the Company had U.S. dollar borrowings of $533.0 million under the ING Credit Facility with an interest rate of 7.584% (with Term SOFR borrowings subject to one month SOFR of 5.334%), borrowings denominated in British pounds sterling of £31.2 million ($39.8 million U.S. dollars) with an interest rate of 7.370% (one month SONIA of 5.220%), borrowings denominated in Euros of €61.5 million ($67.9 million U.S. dollars) with an interest rate of 6.025% (one month EURIBOR of 3.875%) and borrowings denominated in Australian Dollars of A$5.5 million ($3.8 million U.S. dollars) with an interest rate of 6.650% (one month AUD Screen Rate of 4.300%). The borrowings denominated in foreign currencies were translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
As of March 31, 2024 and December 31, 2023, the fair values of the borrowings outstanding under the ING Credit Facility were $642.4 million and $644.5 million, respectively. The fair values of the borrowings outstanding under the ING Credit Facility are based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
February 2027 Notes
On February 22, 2022, the Company entered into a Note Purchase Agreement (the “February 2022 NPA”) governing the issuance of $100.0 million in aggregate principal amount of senior unsecured notes due February 22, 2027 (the “February 2027 Notes”), in each case, to qualified institutional investors in a private placement. The February 2027 Notes were delivered and paid for on February 22, 2022.
The February 2027 Notes, for which the Company was required to obtain an initial rating by June 30, 2022, have a fixed interest rate of 4.75% per year, subject to a step up of 0.75% per year, to the extent the February 2027 Notes fail to satisfy certain investment grade rating conditions.
The February 2027 Notes will mature on February 22, 2027 unless redeemed, purchased or prepaid prior to such date by the Company in accordance with the terms of the February 2022 NPA. Interest on the February 2027 Notes will be due semiannually in February and August of each year, beginning in August 2022. In addition, the Company is obligated to offer to repay the February 2027 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 2022 NPA, the Company may redeem the February 2027 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 22, 2026, a make-whole premium.
81

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
The February 2022 NPA contains certain representations and warranties, and various covenants and reporting requirements customary for agreements of this type, 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, liens, restricted payments, and investments. In addition, the February 2022 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 stockholders, 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 2022 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, if any, 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 2027 Notes at the time outstanding may declare all February 2027 Notes then outstanding to be immediately due and payable.
The Company’s obligations under the February 2022 NPA are general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by the Company. As of March 31, 2024, the Company was in compliance with all covenants under the February 2022 NPA.
The February 2027 Notes were offered in reliance on Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”). The February 2027 Notes have not and will not be registered under the Securities Act or any state securities laws and, unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act, as applicable.
As of March 31, 2024 and December 31, 2023, the fair values of the February 2027 Notes were $92.1 million and $90.2 million, respectively. The fair value determinations of the February 2027 Notes were based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
82

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
6. DERIVATIVE INSTRUMENTS
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. Forward currency contracts are considered undesignated derivative instruments.
The following tables present the Company’s foreign currency forward contracts as of March 31, 2024 and December 31, 2023:
As of March 31, 2024
Description
($ in thousands)
Notional Amount to be PurchasedNotional Amount to be SoldMaturity DateGross Amount of Recognized Assets (Liabilities)Balance Sheet Location of Net Amounts
Foreign currency forward contract (AUD)A$37,920$24,76804/08/24$(25)Derivative liabilities
Foreign currency forward contract (AUD)$571A$87204/08/24Derivative assets
Foreign currency forward contract (AUD)$25,161A$37,04804/08/24987 Derivative assets
Foreign currency forward contract (AUD)$25,112A$38,35007/08/2425 Derivative assets
Foreign currency forward contract (CAD)C$252$18904/08/24(3)Derivative liabilities
Foreign currency forward contract (CAD)C$5,633$4,14804/08/2416 Derivative assets
Foreign currency forward contract (CAD)$83C$11304/08/24— Derivative liabilities
Foreign currency forward contract (CAD)$4,342C$5,77204/08/2476 Derivative assets
Foreign currency forward contract (CAD)$4,213C$5,71507/08/24(16)Derivative liabilities
Foreign currency forward contract (DKK)4,058kr.$58904/08/24(1)Derivative liabilities
Foreign currency forward contract (DKK)$1280kr.04/08/24— Derivative assets
Foreign currency forward contract (DKK)$5873,978kr.04/08/2411 Derivative assets
Foreign currency forward contract (DKK)$5944,077kr.07/08/24Derivative assets
Foreign currency forward contract (EUR)€95,644$103,47104/08/24(155)Derivative liabilities
Foreign currency forward contract (EUR)$3,430€3,16404/08/2412 Derivative assets
Foreign currency forward contract (EUR)$101,716€92,48004/08/241,818 Derivative assets
Foreign currency forward contract (EUR)$107,123€98,65107/08/24158 Derivative assets
Foreign currency forward contract (GBP)£1,056$1,33504/08/24(1)Derivative liabilities
Foreign currency forward contract (GBP)£15,862$20,02504/08/2413 Derivative assets
Foreign currency forward contract (GBP)$1,254£98204/08/2414 Derivative assets
Foreign currency forward contract (GBP)$20,135£15,93604/08/24Derivative assets
Foreign currency forward contract (GBP)$21,094£16,70107/08/24(14)Derivative liabilities
Foreign currency forward contract (NZD)NZ$10,224$6,14104/08/24(25)Derivative liabilities
Foreign currency forward contract (NZD)$6,401NZ$10,22404/08/24285 Derivative assets
Foreign currency forward contract (NZD)$6,210NZ$10,33810/10/2325 Derivative assets
Foreign currency forward contract (NOK)21,883kr$2,03204/08/24(15)Derivative liabilities
Foreign currency forward contract (NOK)$40429kr04/08/24Derivative assets
Foreign currency forward contract (NOK)$2,08321,453kr04/08/24105 Derivative assets
Foreign currency forward contract (NOK)$2,03821,901kr07/08/2415 Derivative assets
Foreign currency forward contract (SEK)16,338kr$1,54104/08/24(12)Derivative liabilities
Foreign currency forward contract (SEK)$32330kr04/08/24Derivative assets
Foreign currency forward contract (SEK)$1,57616,008kr04/08/2478 Derivative assets
Foreign currency forward contract (SEK)$1,54916,363kr07/08/2412 Derivative assets
Foreign currency forward contract (CHF)1,691Fr.$1,87004/08/24Derivative assets
Foreign currency forward contract (CHF)$2,0131,691Fr.04/08/24134 Derivative assets
Foreign currency forward contract (CHF)$1,9211,720Fr.07/08/24(9)Derivative liabilities
Total$3,525 
83

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
As of December 31, 2023
Description
($ in thousands)
Notional Amount to be PurchasedNotional Amount to be SoldMaturity DateGross Amount of Recognized Assets (Liabilities)Balance Sheet Location of Net Amounts
Foreign currency forward contract (AUD)$22,960A$35,90701/10/24(1,568)Derivative liabilities
Foreign currency forward contract (AUD)$569A$86701/10/24(23)Derivative liabilities
Foreign currency forward contract (CAD)$4,087C$5,57701/10/24(137)Derivative liabilities
Foreign currency forward contract (CAD)$182C$24501/10/24(4)Derivative liabilities
Foreign currency forward contract (DKK)$5483,873kr.01/10/24(27)Derivative liabilities
Foreign currency forward contract (DKK)$17120kr.01/10/24(1)Derivative liabilities
Foreign currency forward contract (EUR)$93,155€88,30501/10/24(4,541)Derivative liabilities
Foreign currency forward contract (EUR)$7,409€6,84001/10/24(158)Derivative liabilities
Foreign currency forward contract (GBP)$18,602£15,32801/10/24(927)Derivative liabilities
Foreign currency forward contract (NZD)$5,813NZ$9,76001/10/24(373)Derivative liabilities
Foreign currency forward contract (NZD)$126NZ$21501/10/24(10)Derivative liabilities
Foreign currency forward contract (NOK)$1,946kr21,02401/10/24(130)Derivative liabilities
Foreign currency forward contract (SEK)$1,52316,000kr01/10/24(69)Derivative liabilities
Foreign currency forward contract (CHF)$1,8431,672Fr.01/10/24(148)Derivative liabilities
Total$(8,116)
As of March 31, 2024 and December 31, 2023, the total fair value of the Company’s foreign currency forward contracts was $3.5 million and $(8.1) 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.
7. COMMITMENTS AND CONTINGENCIES
As of both March 31, 2024 and December 31, 2023, the Company had $568.7 million in total capital commitments from investors of which $5.0 million was from C.M. Life Insurance Company, an affiliate of MassMutual and the Adviser, and $95.0 million was from MassMutual. As of both March 31, 2024 and December 31, 2023, all commitments have been funded.
In the normal course of business, the Company is party to financial instruments with off-balance sheet risk, consisting primarily of unused commitments to extend financing to the Company’s portfolio companies. Since commitments may expire without being drawn upon, the total commitment amount does not necessarily represent future cash requirements. As of March 31, 2024, the Company believed that it had adequate financial resources to satisfy its unfunded commitments. The balances of unused commitments to extend financing as of March 31, 2024 and December 31, 2023 were as follows:
Portfolio Company
($ in thousands)
Investment TypeMarch 31, 2024December 31, 2023
Accurus Aerospace Corporation(1)(2)Revolver$184 $254 
AD Bidco, Inc.(1)Delayed Draw Term Loan1,174 — 
AD Bidco, Inc.(1)Revolver434 — 
Adhefin International(1)(2)(3)Delayed Draw Term Loan410 419 
AirX Climate Solutions, Inc.(1)Delayed Draw Term Loan236 236 
AirX Climate Solutions, Inc.(1)Revolver80 96 
AlliA Insurance Brokers NV(1)(3)Delayed Draw Term Loan1,598 1,634 
Americo Chemical Products, LLC(1)Revolver471 471 
Amtech LLC(1)(2)Revolver263 145 
Aquavista Watersides 2 LTD(1)(2)(4)Capex / Acquisition Facility659 665 
Arc Education(1)(3)Delayed Draw Term Loan1,263 1,291 
Argus Bidco Limited(1)(2)(4)CAF Term Loan180 271 
ASC Communications, LLC(1)Revolver658 659 
Astra Bidco Limited(1)(2)(4)Delayed Draw Term Loan402 471 
ATL II MRO Holdings Inc.(1)(2)Revolver1,250 1,250 
Avance Clinical Bidco Pty Ltd(1)(2)(5)Delayed Draw Term Loan939 982 
84

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)
Investment TypeMarch 31, 2024December 31, 2023
Azalea Buyer, Inc.(1)(2)Delayed Draw Term Loan429 429 
Azalea Buyer, Inc.(1)(2)Revolver321 321 
Beyond Risk Management, Inc.(1)Delayed Draw Term Loan2,007 2,007 
Biolam Group(1)(2)(3)Delayed Draw Term Loan983 1,006 
Bounteous, Inc.(1)(2)Delayed Draw Term Loan— 2,580 
Brightpay Limited(1)(2)(3)Delayed Draw Term Loan123 126 
BrightSign LLC(1)(2)Revolver143 238 
CAi Software, LLC(1)(2)Revolver707 707 
Cascade Residential Services LLC(1)Delayed Draw Term Loan754 993 
Cascade Residential Services LLC(1)Revolver165 165 
CCFF Buyer, LLC(1)(2)Delayed Draw Term Loan2,027 — 
CCFF Buyer, LLC(1)(2)Revolver608 — 
CGI Parent, LLC(1)(2)Revolver1,653 1,653 
Comply365, LLC(1)(2)Revolver556 556 
Coyo Uprising GmbH(1)(2)(3)Delayed Draw Term Loan511 523 
CSL DualCom(1)(4)Capex / Acquisition Term Loan185 187 
DataServ Integrations, LLC(1)Revolver481 481 
DecksDirect, LLC(1)(2)Revolver169 381 
DISA Holdings Corp.(1)Delayed Draw Term Loan— 714 
DISA Holdings Corp.(1)Revolver286 226 
Dune Group(1)(2)(3)Delayed Draw Term Loan688 704 
Eclipse Business Capital, LLC(1)Revolver8,310 8,490 
EMI Porta Holdco LLC(1)(2)Revolver25 173 
eShipping, LLC(1)Revolver917 1,122 
Eurofins Digital Testing International LUX Holding SARL(1)(2)(3)Delayed Draw Term Loan1,780 1,821 
Events Software BidCo Pty Ltd(1)(2)Delayed Draw Term Loan620 620 
Express Wash Acquisition Company, LLC(1)Revolver77 77 
Faraday(1)(3)Delayed Draw Term Loan968 990 
Finexvet(1)(3)Delayed Draw Term Loan— 650 
Footco 40 Limited(1)(2)(4)Delayed Draw Term Loan519 524 
Forest Buyer, LLC(1)Delayed Draw Term Loan496 — 
Forest Buyer, LLC(1)Revolver298 — 
Fortis Payment Systems, LLC(1)(2)Delayed Draw Term Loan— 
Fortis Payment Systems, LLC(1)(2)Revolver— 
GB Eagle Buyer, Inc.(1)Revolver1,935 1,935 
Global Academic Group Limited(1)(2)(7)Term Loan261 276 
GPNZ II GmbH(1)(2)(3)Delayed Draw Term Loan86 — 
GPNZ II GmbH(1)(2)(3)Delayed Draw Term Loan17 53 
Greenhill II BV(1)(3)Capex Acquisition Facility118 120 
Gusto Aus BidCo Pty Ltd(1)(5)Delayed Draw Term Loan160 167 
HeartHealth Bidco Pty Ltd(1)(2)(5)Delayed Draw Term Loan239 253 
HEKA Invest(1)(3)Delayed Draw Term Loan562 575 
HemaSource, Inc.(1)Revolver744 710 
HomeX Services Group LLC(1)Delayed Draw Term Loan338 338 
HomeX Services Group LLC(1)Revolver135 135 
HTI Technology & Industries(1)(2)Delayed Draw Term Loan1,023 1,023 
85

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)
Investment TypeMarch 31, 2024December 31, 2023
HTI Technology & Industries(1)(2)Revolver682 682 
Ice House America, L.L.C.(1)(2)Delayed Draw Term Loan82 — 
Ice House America, L.L.C.(1)(2)Revolver191 — 
Innovad Group II BV(1)(2)(3)Delayed Draw Term Loan172 176 
INOS 19-090 GmbH(1)(2)(3)Acquisition Facility— 971 
Interstellar Group B.V.(1)(3)Delayed Draw Term Loan— 57 
Interstellar Group B.V.(1)(3)Delayed Draw Term Loan607 620 
InvoCare Limited(1)(2)(5)Delayed Draw Term Loan148 155 
Isolstar Holding NV (IPCOM)(1)(3)Delayed Draw Term Loan171 656 
ISTO Technologies II, LLC(1)Revolver238 238 
ITI Intermodal, Inc.(1)(2)Revolver595 595 
Jon Bidco Limited(1)(2)(7)Capex & Acquisition Facility316 334 
Jones Fish Hatcheries & Distributors LLC(1)Revolver418 418 
Kano Laboratories LLC(1)Delayed Draw Term Loan— 1,574 
Kano Laboratories LLC(1)Delayed Draw Term Loan— 1,203 
Lambir Bidco Limited(1)(2)(3)Delayed Draw Term Loan1,096 1,121 
LeadsOnline, LLC(1)Revolver1,952 1,640 
Marmoutier Holding B.V.(1)(2)(3)Delayed Draw Term Loan24 18 
Marmoutier Holding B.V.(1)(2)(3)Revolver108 106 
Marshall Excelsior Co.(1)Revolver100 133 
MB Purchaser, LLC(1)(2)Delayed Draw Term Loan515 — 
MB Purchaser, LLC(1)(2)Revolver103 — 
MC Group Ventures Corporation(1)(2)Delayed Draw Term Loan290 290 
Megawatt Acquisitionco, Inc.(1)Revolver332 — 
Mercell Holding AS(1)(2)(8)Capex Acquisition Facility362 387 
Modern Star Holdings Bidco Pty Limited(1)(2)(5)Term Loan323 338 
Modern Star Holdings Bidco Pty Limited(1)(2)(5)Term Loan73 77 
Moonlight Bidco Limited(1)(2)(4)Delayed Draw Term Loan557 562 
Narda Acquisitionco., Inc.(1)Revolver684 684 
NAW Buyer, LLC(1)(2)Delayed Draw Term Loan1,515 1,515 
NAW Buyer, LLC(1)(2)Revolver341 303 
NeoxCo(1)(3)Delayed Draw Term Loan486 497 
Next Holdco, LLC(1)Delayed Draw Term Loan189 189 
Next Holdco, LLC(1)Delayed Draw Term Loan73 73 
NF Holdco, LLC(1)Revolver589 442 
Novotech Aus Bidco Pty Ltd(1)Capex & Acquisition Facility1,042 1,042 
NPM Investments 28 BV(1)(3)Delayed Draw Term Loan468 479 
OA Buyer, Inc.(1)Revolver1,154 1,331 
OAC Holdings I Corp(1)(2)Revolver538 685 
OSP Hamilton Purchaser, LLC(1)(2)Revolver315 315 
Parkview Dental Holdings(1)(2)Delayed Draw Term Loan262 262 
Polara Enterprises, L.L.C.(1)Revolver273 273 
Premium Invest(1)(3)Acquisition Facility418 428 
Process Insights Acquisition, Inc.(1)Delayed Draw Term Loan623 623 
Process Insights Acquisition, Inc.(1)Revolver— 676 
Process Insights Acquisition, Inc.(1)Revolver575 — 
ProfitOptics, LLC(1)(2)Revolver35 84 
86

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)
Investment TypeMarch 31, 2024December 31, 2023
Protego Bidco B.V.(1)(2)(3)Delayed Draw Term Loan135 174 
PSP Intermediate 4, LLC(1)(2)(3)Delayed Draw Term Loan202 206 
Qualified Industries, LLC(1)Revolver242 242 
Questel Unite(1)(2)(3)Incremental Term Loan2,796 2,860 
R1 Holdings, LLC(1)Delayed Draw Term Loan841 841 
R1 Holdings, LLC(1)Revolver973 973 
Randys Holdings, Inc.(1)Delayed Draw Term Loan2,912 3,309 
Randys Holdings, Inc.(1)Revolver1,030 995 
Rocade Holdings LLC(1)Preferred Equity4,500 4,500 
Rock Labor, LLC(1)(2)Revolver625 625 
Royal Buyer, LLC(1)Delayed Draw Term Loan461 461 
Royal Buyer, LLC(1)Revolver874 670 
Sanoptis S.A.R.L.(1)(3)Acquisition Capex Facility— 16 
SBP Holdings LP(1)Delayed Draw Term Loan— 75 
SBP Holdings LP(1)Revolver355 532 
Scaled Agile, Inc.(1)(2)Revolver280 280 
Scout Bidco B.V.(1)(2)(3)Revolver313 320 
Sinari Invest(1)(2)(3)Delayed Draw Term Loan604 617 
SISU ACQUISITIONCO., INC.(1)(2)Delayed Draw Term Loan156 312 
Smartling, Inc.(1)Revolver588 588 
SmartShift Group, Inc.(1)Delayed Draw Term Loan2,294 2,294 
SmartShift Group, Inc.(1)Revolver1,101 1,101 
Solo Buyer, L.P.(1)Revolver798 798 
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)(1)(2)Delayed Draw Term Loan399 399 
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)(1)(2)Revolver117 90 
Spatial Business Systems LLC(1)Delayed Draw Term Loan938 937 
Spatial Business Systems LLC(1)Revolver703 703 
SSCP Pegasus Midco Limited(1)(4)Delayed Draw Term Loan1,237 1,487 
Superjet Buyer, LLC(1)Revolver1,095 1,095 
SVI International LLC(1)Delayed Draw Term Loan74 — 
SVI International LLC(1)Revolver74 — 
Syntax Systems Ltd(1)Revolver167 231 
Tank Holding Corp(1)Delayed Draw Term Loan339 409 
Tank Holding Corp(1)Revolver491 480 
Tanqueray Bidco Limited(1)(4)Capex Facility1,143 1,153 
Techone B.V.(1)(2)(3)Revolver154 94 
Tencarva Machinery Company, LLC(1)(2)Revolver752 752 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)Delayed Draw Term Loan— 1,758 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)Revolver796 796 
The Cleaver-Brooks Company, Inc.(1)Revolver1,615 1,615 
Trader Corporation(1)(6)Revolver173 177 
Trintech, Inc.(1)Revolver255 255 
TSYL Corporate Buyer, Inc.(1)Delayed Draw Term Loan912 1,469 
TSYL Corporate Buyer, Inc.(1)Revolver177 177 
Turbo Buyer, Inc.(1)(2)Delayed Draw Term Loan— 974 
UBC Ledgers Holding AB(1)(2)(9)Delayed Draw Term Loan792 840 
UBC Ledgers Holding AB(1)(2)(9)Revolver262 278 
87

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)
Investment TypeMarch 31, 2024December 31, 2023
Union Bidco Limited(1)(4)Acquisition Facility82 83 
United Therapy Holding III GmbH(1)(2)(3)Acquisition Facility668 683 
Unither (Uniholding)(1)(3)Delayed Draw Term Loan468 479 
W2O Holdings, Inc.(1)(2)Delayed Draw Term Loan— 234 
West-NR AcquisitionCo., LLC(1)Delayed Draw Term Loan1,250 1,250 
Whitcraft Holdings, Inc.(1)Revolver490 880 
White Bidco Limited(1)Delayed Draw Term Loan257 257 
Woodland Foods, LLC(1)(2)Line of Credit157 318 
World 50, Inc.(1)(2)Revolver243 — 
WWEC Holdings III Corp(1)(2)Revolver932 757 
Xeinadin Bidco Limited(1)(2)(4)CAF Term Loan1,601 2,062 
ZB Holdco LLC(1)(2)Delayed Draw Term Loan381 1,466 
ZB Holdco LLC(1)(2)Revolver271 423 
Zeppelin Bidco Limited(1)(2)(4)Capex / Acquisition Facility— 1,333 
Total unused commitments to extend financing$103,209 $114,328 
(1)The Adviser’s estimate of the fair value of the current investments in these portfolio companies includes an analysis of the fair value of any unfunded commitments.
(2)Represents a commitment to extend financing to a portfolio company where one or more of the Company’s current investments in the portfolio company are carried at less than cost.
(3)Actual commitment amount is denominated in Euros. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(4)Actual commitment amount is denominated in British pounds sterling. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(5)Actual commitment amount is denominated in Australian dollars. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(6)Actual commitment amount is denominated in Canadian dollars. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(7)Actual commitment amount is denominated in New Zealand dollars. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(8)Actual commitment amount is denominated in Norwegian kroner. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(9)Actual commitment amount is denominated in Swedish kronor. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
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Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
8. FINANCIAL HIGHLIGHTS
The following is a schedule of financial highlights for the three months ended March 31, 2024 and 2023:
Three Months Ended March 31,
($ in thousands, except share and per share amounts)20242023
Per share data:
Net asset value at beginning of period$22.27 $21.66 
Net investment income (1)0.65 0.68 
Net realized gain (loss) on investments / foreign currency transactions / forward currency contracts (1)(0.36)(0.35)
Net unrealized appreciation (depreciation) on investments / foreign currency transactions / forward currency contracts (1)0.67 0.59 
Total increase from investment operations (1)0.96 0.92 
Dividends paid to stockholders from net investment income(0.64)(0.57)
Dividends paid to stockholders from short-term realized gains— (0.03)
Total dividends declared(0.64)(0.60)
Net asset value at end of period$22.59 $21.98 
Shares outstanding at end of period29,672,058 28,142,612
Net assets at end of period$670,241 $618,439
Average net assets$658,852 $609,288
Ratio of total expenses to average net assets (annualized) (2)11.07 %10.09 %
Ratio of net investment income to average net assets (annualized) (2)11.54 %12.39 %
Portfolio turnover ratio (annualized)3.22 %1.83 %
Total return (3)4.35 %4.29 %
(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)Does not include expenses of underlying investment companies, including joint ventures.
(3)Total return is calculated as the change in NAV per share during the period, divided by the beginning NAV per share and assumes reinvestment of dividends at prices obtained by the Company’s dividend reinvestment plan during the period.
9. SUBSEQUENT EVENTS
On May 7, 2024, the Board declared a quarterly dividend of $0.64 per share payable on June 12, 2024 to holders of record as of May 29, 2024.

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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 months ended March 31, 2024, 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, 2023. 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 titled “Risk Factors” in Part I of our Annual Report on Form 10-K for the year ended December 31, 2023 and in Item 1A titled “Risk Factors” in Part II of our subsequently filed Quarterly Reports on Form 10-Q or in other reports that we may file with the Securities and Exchange Commission (the “SEC”) from time to time. 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, including the risks of a slowing economy, rising inflation and risk of recession, and volatility in the financial services sector, including bank failures; the interest rate environment or conditions affecting the financial and capital markets; the impact of global health crises, on our or our portfolio companies’ business and the U.S. and global economies; our, or our portfolio companies’, future business, operations, operating results or prospects; 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 or our portfolio companies’ 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 were formed on February 20, 2020 as a Maryland limited liability company and converted to a Maryland corporation on April 28, 2020. On July 13, 2020, we commenced operations and made our first portfolio company investment. We are externally managed by Barings LLC (“Barings” or the “Adviser”), an investment adviser that is registered with the SEC under the Investment Advisers Act of 1940, as amended (the “Advisers Act”). An externally-managed business development company (“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 an administration agreement. Instead of directly compensating employees, we pay Barings for investment and management services pursuant to the terms of an investment advisory agreement (the “Advisory Agreement”) and an administration agreement (the “Administration Agreement”).
Our primary investment objective is to provide consistently attractive returns. Barings employs fundamental credit analysis, and targets investments in businesses with relatively low levels of cyclicality (i.e., the risk of business cycles or other economic cycles adversely affecting them) and operating risk. The hold 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
90


has experience managing levered vehicles, both public and private, and seeks 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 focus on investing primarily in senior secured private debt instruments in well-established middle-market businesses that operate across a wide range of industries. To a lesser extent, we will invest in equity, special situations, structured credit (e.g., private asset-backed securities), syndicated loan opportunities, high-yield investments and/or mortgage securities. Syndicated senior secured loans are either (i) marketed by investment banks, which are mandated to bring lenders together and underwrite the deal, to institutional investors or (ii) bought and sold by institutional investors in individually negotiated private transactions that function in many respects like an over-the-counter secondary market. On the other hand, senior secured private debt investments are negotiated directly with the borrower, rather than marketed by a third party or bought and sold in the secondary market. We believe senior secured private debt investments may offer higher returns and certain more favorable protections than syndicated senior secured loans. 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. We currently intend to invest primarily in senior secured private debt investments that have terms of between five and seven years and bear interest between the Secured Overnight Financing Rate (“SOFR”) (or the applicable currency rate for investments in foreign currencies) plus 475 basis points and SOFR plus 675 basis points per annum.
As of March 31, 2024 and December 31, 2023, the weighted average yield on the principal amount of our outstanding debt investments other than non-accrual debt investments was approximately 11.0% and 10.9%, respectively. The weighted average yield on the principal amount of all of our outstanding debt investments (including non-accrual debt investments) was approximately 11.0% and 10.7% as of March 31, 2024 and December 31, 2023, respectively.
Relationship with Our Adviser, Barings
Our Adviser, Barings, a wholly-owned subsidiary of Massachusetts Mutual Life Insurance Company (“MassMutual”), is a leading global asset management firm and is registered with the SEC as an investment adviser under the Advisers Act. 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”), Barings’ Global Private Finance Group (“Barings GPFG”) manages our day-to-day operations, and provides investment advisory and management services to us. Barings GPFG is part of Barings’ $324.0 billion Global Fixed Income Platform (as of March 31, 2024) that invests in liquid, private and structured credit. Barings GPFG also advises private funds and separately managed accounts, along with multiple public vehicles. The Adviser has retained its indirect, wholly-owned subsidiary, Baring International Investment Limited (“BIIL”), as a sub-adviser to manage European investments for us. BIIL is an investment adviser registered with the SEC in the United States and the Financial Conduct Authority in the United Kingdom with its principal office located in London, England. As of March 31, 2024, BIIL had approximately £17.0 billion in assets under management.
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 (in its capacity as our Administrator) 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.
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Included in Barings GPFG is Barings North American Private Finance Team (the “U.S. Investment Team”), which consists of 43 investment professionals (as of March 31, 2024) located in three offices in the United States. The U.S. Investment Team provides a full set of solutions to the North American middle market, including first and second lien senior secured loans, unitranche structures, revolvers, mezzanine debt and equity co-investments. The U.S. Investment Team averages approximately 20 years of industry experience at the Managing Director and Director level. Also included in Barings GPFG are
its Europe and Asia-Pacific Investment Committees and Private Finance Teams, which are responsible for our investment origination and portfolio monitoring activities for middle-market companies in Europe and Asia-Pacific geographies. In addition, Barings believes that it has best-in-class support personnel, including expertise in risk management, legal, accounting, tax, information technology and compliance, among others. We expect to benefit from the support provided by these personnel in our operations.
Portfolio Composition
The total value of our investment portfolio was $1,348.9$1,363.0 million as of September 30, 2023,March 31, 2024, as compared to $1,233.4$1,349.1 million as of December 31, 2022.2023. As of September 30, 2023,March 31, 2024, we had investments in 247263 portfolio companies with an aggregate cost of $1,363.4$1,359.9 million. As of December 31, 2022,2023, we had investments in 228256 portfolio companies with an aggregate cost of $1,261.6$1,352.1 million. As of both September 30, 2023March 31, 2024 and December 31, 2022,2023, none of our portfolio investments represented greater than 10% of the total fair value of our investment portfolio.
As of September 30, 2023March 31, 2024 and December 31, 2022,2023, our investment portfolio consisted of the following investments:
($ in thousands)($ in thousands)CostPercentage of
Total
Portfolio
Fair ValuePercentage of
Total
Portfolio
($ in thousands)CostPercentage of
Total
Portfolio
Fair ValuePercentage of
Total
Portfolio
September 30, 2023:
March 31, 2024:
Senior debt and 1st lien notes
Senior debt and 1st lien notes
Senior debt and 1st lien notes
Senior debt and 1st lien notes
$1,003,090 74 %$976,372 73 %$996,015 73 73 %$982,334 72 72 %
Subordinated debt and 2nd lien notes
Subordinated debt and 2nd lien notes
128,996 126,274 
Structured productsStructured products29,921 26,351 
Equity sharesEquity shares149,908 11 179,126 13 
Equity warrantsEquity warrants70 — 561 — 
Investments in joint venturesInvestments in joint ventures51,453 40,211 
$1,363,438 100 %$1,348,895 100 %
$
$
$1,359,869 100 %$1,363,048 100 %
($ in thousands)($ in thousands)CostPercentage of
Total Portfolio
Fair ValuePercentage of
Total Portfolio
($ in thousands)CostPercentage of
Total Portfolio
Fair ValuePercentage of
Total Portfolio
December 31, 2022:
December 31, 2023:
Senior debt and 1st lien notes
Senior debt and 1st lien notes
Senior debt and 1st lien notes
Senior debt and 1st lien notes
$950,985 75 %$920,219 75 
Subordinated debt and 2nd lien notes
Subordinated debt and 2nd lien notes
127,970 10 123,244 10 
Structured productsStructured products32,015 28,321 
Equity sharesEquity shares94,592 113,666 
Equity warrantsEquity warrants70 — 476 — 
Investments in joint venturesInvestments in joint ventures55,971 47,479 
$1,261,603 100 %$1,233,405 100 %
$
$
$1,352,116 100 %$1,349,121 100 %
Investment Activity
During the ninethree months ended September 30,March 31, 2024, we made 10 new investments totaling $27.5 million and made investments in existing portfolio companies totaling $23.7 million. We had four loans repaid totaling $24.5 million and received $13.9 million of portfolio company principal payments and sales proceeds and recognized a net realized gain on these transactions of $0.1 million. We received $1.0 million of return of capital from one of our joint ventures. In addition, one of our debt investments was restructured, which resulted in a loss of $4.5 million. Lastly, we received proceeds related to the sale of equity investments totaling $3.8 million and recognized a net realized gain on such sales totaling $0.5 million.
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During the three months ended March 31, 2023, we made 2310 new investments totaling $81.2$36.7 million, made investments in existing portfolio companies totaling $62.4 million, made additional investments in existing joint venture equity portfolio companies totaling $2.5$19.8 million and made a $45.0 million equity co-investment alongside certain affiliates in a portfolio company that specializes in providing financing to plaintiff law firms engaged in mass tort and other civil litigation. We had fourtwo loans repaid at par totaling $21.8$10.1 million and received $37.0 million of portfolio company principal payments, recognizing a loss on these repayments of $0.9 million. We received $7.0 million of return of capital from one of our joint ventures. We received sales proceeds of $23.8 million, recognizing a net realized loss on these transactions of $3.7 million. In addition, two of our debt investments was restructured, which resulted in a loss of $2.9 million. Lastly, we received proceeds related to the sale of an equity investment totaling $0.2 million and recognized a net realized loss on the sale totaling $2.8 million.
During the nine months ended September 30, 2022, we made 66 new investments totaling $344.5 million, made investments in existing portfolio companies totaling $86.2 million and made additional investments in joint venture equity portfolio companies totaling $10.8 million. We had 11 loans repaid at par totaling $37.8 million and received $66.4$7.3 million of portfolio company principal payments and sales proceeds recognizingand recognized a net realized loss on these transactions of $2.8$0.2 million. In addition, we sold $44.9 million of middle-market portfolio company debt investments to one of our joint ventures and realized a loss on these transactions of $2.4 million. Lastly,Finally, we received $8.6$3.8 million of return of capital from one of our joint ventures.
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Total portfolio investment activity for the ninethree months ended September 30,March 31, 2024 and 2023 and 2022 was as follows:
Nine Months Ended
September 30, 2023:
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity
Shares
Equity
Warrants
Investments in Joint VenturesTotal
Three Months Ended
March 31, 2024:
($ in thousands)
Three Months Ended
March 31, 2024:
($ in thousands)
Three Months Ended
March 31, 2024:
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity
Shares
Equity
Warrants
Investments in Joint VenturesTotal
Fair value, beginning of periodFair value, beginning of period$920,219 $123,244 $28,321 $113,666 $476 $47,479 $1,233,405 
New investmentsNew investments125,468 15,473 — 53,857 — 2,480 197,278 
Investment restructuring
Proceeds from sales of investments/return of capitalProceeds from sales of investments/return of capital(30,089)— (1,272)(94)— (6,998)(38,453)
Loan origination fees receivedLoan origination fees received(2,897)(48)— — — — (2,945)
Principal repayments receivedPrincipal repayments received(40,111)(16,644)(833)— — — (57,588)
Payment-in-kind interest/dividendsPayment-in-kind interest/dividends3,310 1,883 — 4,344 — — 9,537 
Accretion of loan premium/discountAccretion of loan premium/discount501 312 11 — — — 824 
Accretion of deferred loan origination revenueAccretion of deferred loan origination revenue3,300 230 — — — — 3,530 
Realized gain (loss)Realized gain (loss)(7,396)(161)— (2,791)— — (10,348)
Unrealized appreciation (depreciation)Unrealized appreciation (depreciation)4,067 1,985 124 10,144 85 (2,750)13,655 
Fair value, end of periodFair value, end of period$976,372 $126,274 $26,351 $179,126 $561 $40,211 $1,348,895 
Nine Months Ended
September 30, 2022:
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity
Shares
Equity
Warrants
Investments in Joint VenturesTotal
Three Months Ended
March 31, 2023:
($ in thousands)
Three Months Ended
March 31, 2023:
($ in thousands)
Three Months Ended
March 31, 2023:
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity
Shares
Equity
Warrants
Investments in Joint VenturesTotal
Fair value, beginning of periodFair value, beginning of period$620,928 $92,297 $30,900 $59,601 $163 $61,253 $865,142 
New investmentsNew investments357,690 36,774 4,520 31,648 10,832 441,466 
Proceeds from sales of investments/return of capitalProceeds from sales of investments/return of capital(92,496)(2,958)(2,792)— — (8,598)(106,844)
Loan origination fees receivedLoan origination fees received(7,086)(698)— — — — (7,784)
Principal repayments receivedPrincipal repayments received(48,630)(449)(1,771)— — — (50,850)
Payment-in-kind interest/dividendsPayment-in-kind interest/dividends2,000 931 — 100 — — 3,031 
Accretion of loan premium/discountAccretion of loan premium/discount1,051 131 10 — — — 1,192 
Accretion of deferred loan origination revenueAccretion of deferred loan origination revenue2,983 154 — — — — 3,137 
Realized gain (loss)Realized gain (loss)(5,196)— — — — (5,189)
Unrealized appreciation (depreciation)Unrealized appreciation (depreciation)(34,109)(5,390)(3,991)14,850 (137)(8,573)(37,350)
Fair value, end of periodFair value, end of period$797,135 $120,799 $26,876 $106,199 $28 $54,914 $1,105,951 
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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,March 31, 2024, we had three portfolio companies with investments on non-accrual, the aggregate fair value of which was $2.7 million, which comprised 0.2% of the total fair value our portfolio, and the aggregate cost of which was $5.0 million, which comprised 0.4% of the total cost of our portfolio. As of December 31, 2023, we had one portfolio company with investments on non-accrual, the fair value of which was $13.5 million, which comprised 1.0% of the total fair value of our portfolio, and the cost of which was $17.4 million, which comprised 1.3% of the total cost of our portfolio. As of December 31, 2022, we had one portfolio company with investments on non-accrual, the fair value of which was $6.5 million, which comprised 0.5% of the total fair value of our portfolio, and the cost of which was $17.4 million, which comprised 1.4% of the total cost of our portfolio.
A summary of our non-accrual assetassets as of September 30, 2023March 31, 2024 is provided below.
Core Scientific, Inc.Canadian Orthodontic Partners Corp.
During the quarter ended DecemberMarch 31, 2022,2024, we placed our debt investment in Core Scientific, Inc.Canadian Orthodontic Partners Corp., or Core Scientific,Canadian Orthodontics, on non-accrual status effective with the monthly payment due October 31, 2022.status. As a result, under U.S. generally accepted accounting principles (“U.S. GAAP”), we will not recognize interest income on our debt investment in Core ScientificCanadian Orthodontics for financial reporting purposes. As of September 30, 2023,March 31, 2024, the cost of our debt investment in Core ScientificCanadian Orthodontics was $17.4$1.8 million and the fair value of such investment was $13.5$1.1 million.
GPNZ II GmbH
During the quarter ended March 31, 2024, we placed our debt investments in GPNZ II GmbH., or GPNZ, on non-accrual status. As a result, under U.S. GAAP, we will not recognize interest income on our debt investments in GPNZ for financial reporting purposes. As of March 31, 2024, the cost of our debt investments in GPNZ was $0.6 million and the fair value of such investments was $0.4 million.
88Marmoutier Holding B.V.
During the quarter ended March 31, 2024, we placed our debt investments in Marmoutier Holding B.V., or Marmoutier, on non-accrual status. As a result, under U.S. GAAP, we will not recognize interest income on our debt investments in Marmoutier for financial reporting purposes. As of March 31, 2024, the cost of our debt investments in Marmoutier was $2.6 million and the fair value of such investments was $1.2 million.


Results of Operations
Comparison of the three and nine months ended September 30,March 31, 2024 and 2023 and 2022
Operating results for the three and nine months ended September 30,March 31, 2024 and 2023 and 2022 were as follows:
Three Months EndedThree Months EndedNine Months
Ended
Nine Months
Ended
Three Months Ended
Three Months Ended
Three Months Ended
($ in thousands)
($ in thousands)
($ in thousands)($ in thousands)September 30,
2023
September 30,
2022
September 30,
2023
September 30,
2022
Total investment incomeTotal investment income$37,314 $26,431 $109,601 $68,827 
Total investment income
Total investment income
Total operating expenses
Total operating expenses
Total operating expensesTotal operating expenses17,750 11,095 50,257 25,219 
Net investment income before taxesNet investment income before taxes19,564 15,336 59,344 43,608 
Net investment income before taxes
Net investment income before taxes
Income taxes, including excise tax expenseIncome taxes, including excise tax expense62 (62)216 (62)
Income taxes, including excise tax expense
Income taxes, including excise tax expense
Net investment income after taxes
Net investment income after taxes
Net investment income after taxesNet investment income after taxes19,502 15,398 59,128 43,670 
Net realized gains (losses)Net realized gains (losses)(8,229)2,261 (22,522)4,713 
Net realized gains (losses)
Net realized gains (losses)
Net unrealized appreciation (depreciation)
Net unrealized appreciation (depreciation)
Net unrealized appreciation (depreciation)Net unrealized appreciation (depreciation)12,807 (2,516)30,518 (13,093)
Net realized gains (losses) and unrealized appreciation (depreciation) on investments, foreign currency transactions and forward currency contractsNet realized gains (losses) and unrealized appreciation (depreciation) on investments, foreign currency transactions and forward currency contracts4,578 (255)7,996 (8,380)
Loss on extinguishment of debt— — — (181)
Net realized gains (losses) and unrealized appreciation (depreciation) on investments, foreign currency transactions and forward currency contracts
Net realized gains (losses) and unrealized appreciation (depreciation) on investments, foreign currency transactions and forward currency contracts
Net increase in net assets resulting from operations
Net increase in net assets resulting from operations
Net increase in net assets resulting from operationsNet increase in net assets resulting from operations$24,080 $15,143 $67,124 $35,109 
Net increases (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, comparisons of net changes in net assets resulting from operations may not be meaningful.
94


Investment Income
Three Months Ended
Three Months Ended
Three Months Ended
($ in thousands)
($ in thousands)
($ in thousands)
Investment income:
Investment income:
Investment income:
Three Months EndedThree Months EndedNine Months
Ended
Nine Months
Ended
($ in thousands)September 30,
2023
September 30,
2022
September 30,
2023
September 30,
2022
Investment income:
Interest income
Interest income
Interest incomeInterest income$30,199 $20,138 $86,885 $51,266 
Dividend incomeDividend income3,542 3,398 11,807 10,061 
Dividend income
Dividend income
Fee and other income
Fee and other income
Fee and other incomeFee and other income1,527 1,820 5,079 4,565 
Payment-in-kind interest incomePayment-in-kind interest income2,015 1,071 5,775 2,931 
Payment-in-kind interest income
Payment-in-kind interest income
Interest income from cash
Interest income from cash
Interest income from cashInterest income from cash31 55 
Total investment incomeTotal investment income$37,314 $26,431 $109,601 $68,827 
Total investment income
Total investment income
The change in total investment income for the three and nine months ended September 30, 2023,March 31, 2024, as compared to the three and nine months ended September 30, 2022,March 31, 2023, was primarily due to an increase in the weighted average yield on the portfolio from higher base rates an increase in the average size of our portfolio and increased payment-in-kind (“PIK”) interest income.dividends from portfolio companies. The weighted average yield on the principal amount of our outstanding debt investments, other than non-accrual debt investments, was 10.9%11.0% as of September 30, 2023,March 31, 2024, as compared to 8.6%10.3% as of September 30, 2022. The amount of our outstanding debt investments was $1,173.7 million as of September 30, 2023, as compared to $974.0 million as of September 30, 2022. The increase in the average size of our portfolio was largely due to net additions in middle-market and special situation investments.March 31, 2023. For the three and nine months ended September 30, 2023,March 31, 2024, dividends from portfolio companies and joint venture investments were $3.5$4.0 million, and $11.8 million, respectively, as compared to $3.4$3.5 million and $10.1 million, respectively, for the three and nine months ended September 30, 2022. For the three and nine months ended September 30, 2023, PIK interest income was $2.0 million and $5.8 million, respectively, as compared to $1.1 million and $2.9 million, respectively, for the three and nine months ended September 30, 2022.March 31, 2023.
89


OperatingBase Management Fee
The Base Management Fee is calculated at an annual rate of 0.15% of the Company’s gross assets, including assets purchased with borrowed funds or other forms of leverage but excluding (i) cash and cash equivalents (as defined below) and (ii) net unsettled purchases and sales of investments. For services rendered under the Advisory Agreement, the Base Management Fee is payable quarterly in arrears. The Base Management Fee is calculated based on the average value of the Company’s gross assets at the end of the two most recently completed calendar quarters (including the quarter for which such fees are being calculated) and appropriately adjusted for any share issuances or repurchases during the quarter. For the Company’s first quarter, the Base Management Fee was calculated based on the value of the Company’s gross assets as of such quarter-end. The Base Management Fee for any partial quarter is appropriately pro-rated. For purposes of the Advisory Agreement, “cash equivalents” means U.S. government securities, money market fund investments, commercial paper instruments and other similar cash equivalent investments maturing within one year of purchase.
For both the three months ended March 31, 2024 and 2023, the Base Management Fees determined in accordance with the terms of the Advisory Agreement were approximately $0.5 million. As of March 31, 2024, the Base Management Fee of $0.5 million for the three months ended March 31, 2024 was unpaid and included in “Base management fees payable” in the accompanying Unaudited Consolidated Balance Sheet. As of December 31, 2023, the Base Management Fee of $0.5 million for the three months ended December 31, 2023 was unpaid and included in “Base management fees payable” in the accompanying Consolidated Balance Sheet.
The Incentive Fee
The Incentive Fee consists of two parts: (i) an incentive fee based on pre-incentive fee net investment income (the “Income-Based Fee”) and (ii) an incentive fee based on capital gains (the “Capital Gains Fee”), which are described in more detail below.
59

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Income-Based Fee
The Income-Based Fee is payable quarterly in arrears to the extent the Company’s Pre-Incentive Fee Net Investment Income (as defined below) for the most recently completed calendar quarter divided by the Company’s net assets as of the end of such calendar quarter (defined as total assets less indebtedness and before taking into account any Income-Based Fees and Capital Gains Fees payable during the calendar quarter, and appropriately adjusted for any share issuances or repurchases during the calendar quarter) (the “PIFNII Return”) exceeds the Hurdle Rate (as defined below) and is an amount less than or equal to the Incentive Fee Cap (as defined below). The Income-Based Fee is calculated as follows:
(a) No Income-Based Fee in any calendar quarter in which the PIFNII Return does not exceed the Hurdle Rate;
(b) 25% of Pre-Incentive Fee Net Investment Income with respect to that portion of the PIFNII Return that exceeds the Hurdle Rate but is less than or equal to the Catch-Up Hurdle Rate (as defined below) for such calendar quarter, which is referred to as the “Catch-Up”. The Catch-Up is intended to provide the Adviser with an Income-Based Fee equal to 12.5% of all of our Pre-Incentive Fee Net Investment Income if the Company’s PIFNII Return equals or exceeds the quarterly Catch-Up Hurdle Rate in any calendar quarter; plus
(c) 12.5% of all Pre-Incentive Fee Net Investment Income with respect to that portion of the PIFNII Return that exceeds the Catch-Up Hurdle Rate.
The Income-Based Fee paid to the Adviser is subject to the Incentive Fee Cap.
(a) In any quarter that the Incentive Fee Cap is zero or a negative value, the Company pays no Income-Based Fee to the Adviser for such quarter.
(b) In any quarter that the Incentive Fee Cap for such quarter is a positive value but is less than the Income-Based Fee that is payable to the Adviser for such quarter (before giving effect to the Incentive Fee Cap), the Company pays an Income-Based Fee to the Adviser equal to the Incentive Fee Cap for such quarter.
(c) In any quarter that the Incentive Fee Cap for such quarter is equal to or greater than the Income-Based Fee that is payable to the Adviser for such quarter (before giving effect to the Incentive Fee Cap), the Company pays an Income-Based Fee to the Adviser equal to the Income-Based Fee calculated as described above for such quarter without regard to the Incentive Fee Cap.
For purposes of the calculation of the Income-Based Fee, the following terms have the following meaning:
• “Hurdle Rate” for any calendar quarter means one fourth of the average daily Floating Rate over the applicable quarter.
• “Floating Rate” means, initially, the three-month London Interbank Offered Rate (“LIBOR”); provided that if a Floating Rate Transition Event and its related Floating Rate Replacement Date have occurred with respect to LIBOR, then “Floating Rate” means the Replacement Rate. In the event that the Floating Rate is a negative value, then the Floating Rate shall be zero. Beginning with the quarter ended June 30, 2023, the Floating Rate means the Replacement Rate following the occurrence of a Floating Rate Transition Event and its related Floating Rate Replacement Date.
• “Floating Rate Transition Event” means the occurrence of one or more of the following events with respect to the Floating Rate:
1. a public statement or publication of information by or on behalf of the administrator of the Floating Rate announcing that the administrator has ceased or will cease to provide the Floating Rate permanently or indefinitely, provided that, at the time of such statement or publication, there is no successor administrator that will continue to provide the Floating Rate;
2. a public statement or publication of information by the regulatory supervisor for the administrator of the Floating Rate, the central bank for the currency of the Floating Rate, an insolvency official with jurisdiction over the administrator for the Floating Rate, a resolution authority with jurisdiction over the administrator for the Floating Rate or a court or an entity with similar insolvency or resolution authority over the administrator for the Floating Rate, which states that the administrator of the Floating Rate has ceased or will cease to provide the Floating Rate permanently or indefinitely, provided that, at the time of such statement or publication, there is no successor administrator that will continue to provide the Floating Rate; or
60

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
3. a public statement or publication of information by the regulatory supervisor for the administrator of the Floating Rate announcing that the Floating Rate is no longer representative.
• “Floating Rate Replacement Date” means:
1. in the case of clause (1) or (2) of the definition of “Floating Rate Transition Event,” the later of (a) the date of the public statement or publication of information referenced therein and (b) the date on which the administrator of the relevant Floating Rate permanently or indefinitely ceases to provide such Floating Rate; or
2. in the case of clause (3) of the definition of “Floating Rate Transition Event,” the date of the public statement or publication of information.
• “Replacement Rate” means the first alternative set forth in the order below that can be determined as of the Floating Rate Replacement Date.
1. the sum of: (a) Term SOFR and (b) the Benchmark Replacement Adjustment; and
2. the sum of: (a) Compounded SOFR and (b) the applicable Benchmark Replacement Adjustment.
If a Replacement Rate is selected pursuant to clause (2) above, then each calendar quarter following such selection, if a redetermination of the Replacement Rate on such date would result in the selection of a Replacement Rate under clause (1) above, then (x) the Replacement Rate shall be redetermined on such date utilizing Term SOFR and (y) such redetermined Replacement Rate shall become the Floating Rate on or after such date. If redetermination of the Replacement Rate on such date as described in the preceding sentence would not result in the selection of a Replacement Rate under clause (1), then the Floating Rate shall remain the Replacement Rate as previously determined pursuant to clause (2) above.
• “Term SOFR” means the forward-looking term rate for the applicable Corresponding Tenor based on SOFR that has been selected or recommended by the Relevant Governmental Body.
• “Compounded SOFR” means the compounded average of SOFR for the applicable Corresponding Tenor, with the rate, or methodology for this rate, and conventions for this rate (which, for example, may be compounded in arrears with a lookback and/or suspension period as a mechanism to determine the interest amount payable for the applicable calendar quarter or compounded in advance) being established in accordance with the rate, or methodology for this rate, and conventions for this rate selected or recommended by the Relevant Governmental Body for determining compounded SOFR.
• “SOFR” means with respect to any day means the Secured Overnight Financing Rate published for such day by the Federal Reserve Bank of New York, as the administrator of the benchmark, (or a successor administrator) on the Federal Reserve Bank of New York’s Website.
• “Corresponding Tenor” with respect to a Replacement Rate means a tenor (or observation period) having approximately the same length (disregarding business day adjustment) as the applicable tenor (or observation period) for the then-current Floating Rate.
• “Benchmark Replacement Adjustment” means the spread adjustment, or method for calculating or determining such spread adjustment, (which may be a positive or negative value or zero) that has been selected or recommended by the Relevant Governmental Body for the transition to the applicable Floating Rate.
• “Relevant Governmental Body” means the Federal Reserve Board and/or the Federal Reserve Bank of New York, or a committee officially endorsed or convened by the Federal Reserve Board and/or the Federal Reserve Bank of New York or any successor thereto.
• “Catch-Up Hurdle Rate” for any calendar quarter means a rate that is equal to 200% of the Hurdle Rate.
• “Incentive Fee Cap” means for any calendar quarter an amount equal to (a) 12.5% of the Cumulative Net Return (as defined below) minus (b) the aggregate Income-Based Fee that was paid in respect of the period ending with the calendar quarter immediately preceding the most recently completed calendar quarter (or the portion thereof) included in the period for calculation of the Cumulative Net Return.
• “Cumulative Net Return” means (x) the aggregate Pre-Incentive Fee Net Investment Income in respect of either (i) the trailing twelve calendar quarters ending with the calendar quarter in which the Income-Based Fee is
61

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
calculated or (ii) prior to the end of the twelfth calendar quarter after the effective date of the Advisory Agreement, the period from the effective date of the Advisory Agreement through the last day of the calendar quarter for which the Income-Based Fee is calculated minus (y) any Net Capital Loss (as defined below), if any, in respect of the relevant period.
• “Net Capital Loss” in respect of a particular period means 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.
• “Pre-Incentive Fee Net Investment Income” in respect of a period means interest income, dividend income and any other income (including any other fees such as commitment, origination, structuring, diligence and consulting fees or other fees that we receive from portfolio companies) accrued during the calendar quarter, minus operating expenses for the quarter (including the Base Management Fee, any expenses payable under the administration agreement between the Company and the Adviser (the “Administration Agreement”), and any interest expense and dividends paid on any outstanding preferred stock, but excluding the incentive fee). Pre-Incentive Fee Net Investment Income includes, in the case of investments with a deferred interest feature such as market discount, original issue discount (“OID”), debt instruments with payment-in-kind (“PIK”) interest, preferred stock with PIK dividends and zero-coupon securities, accrued income that the Company has not yet received in cash.
For the three months ended March 31, 2024 and 2023, the Income-Based Fees determined in accordance with the terms of the Advisory Agreement were $2.8 million and $2.7 million, respectively. As of March 31, 2024, the Income-Based Fee of $2.8 million for the three months ended March 31, 2024 was unpaid and included in “Incentive management fees payable” in the accompanying Unaudited Consolidated Balance Sheet. As of December 31, 2023, the Income-Based Fee of $3.1 million for the three months ended December 31, 2023 was unpaid and included in “Incentive management fees payable” in the accompanying Consolidated Balance Sheet.
Capital Gains Fee
The Capital Gains Fee is determined and payable in arrears as of the end of each calendar year (or upon a liquidity event or a termination of the Advisory Agreement), and will equal 12.5% of the Company’s realized capital gains, if any, on a cumulative basis from inception through the end of the calendar year, computed net of all realized capital losses and unrealized capital depreciation on a cumulative basis, less the aggregate amount of any previously paid Capital Gains Fees. If such amount is zero or negative, then no Capital Gains Fee is payable for such year.
While the Advisory Agreement neither includes nor contemplates the inclusion of unrealized gains in the calculation of the capital gains incentive fee, as required by U.S. GAAP, the Company accrues capital gains incentive fees on unrealized gains. This accrual reflects the incentive fees that would be payable to the Adviser if the Company’s entire investment portfolio was liquidated at its fair value as of the balance sheet date even though the Adviser is not entitled to an incentive fee with respect to unrealized gains unless and until such gains are actually realized. There can be no assurance that such unrealized capital appreciation will be realized in the future.
For the three months ended March 31, 2024 and 2023, the Company accrued $0.4 million and nil, respectively, of Capital Gains Fees. As of March 31, 2024, the Capital Gains Fee of $0.4 million for the three months ended March 31, 2024 was unpaid and included in “Incentive management fees payable” in the accompanying Unaudited Consolidated Balance Sheet. For the year ended December 31, 2023, the Company did not accrue any Capital Gains Fees.
The Advisory Agreement had an initial term of two years. The Advisory Agreement was most recently re-approved on May 7, 2024 by our Board, including a majority of the directors who are not “interested persons” as defined in Section 2(a)(19) of the 1940 Act (the “Independent Directors”), and will continue automatically for successive one-year periods, provided that such continuance is specifically approved at least annually by (i) the vote of the Board, or by the vote of a majority of the outstanding voting securities of the Company and (ii) the vote of a majority of the Independent Directors. The Advisory Agreement may be terminated at any time, without the payment of any penalty, upon 60 days’ written notice, (i) by the vote of a majority of the outstanding voting securities of the Company or (ii) by the vote of the Board, or (iii) by the Adviser upon 90 days’ written notice. The Advisory Agreement will automatically terminate in the event of its “assignment” (as such term is defined for purposes of Section 15(a)(4) of the 1940 Act).
Payment of Expenses
Three Months EndedThree Months EndedNine Months
Ended
Nine Months
Ended
($ in thousands)September 30,
2023
September 30,
2022
September 30,
2023
September 30,
2022
Operating expenses:
Interest and other financing fees$13,610 $7,630 $37,765 $16,435 
Base management fee510 428 1,501 1,192 
Incentive fee2,795 2,154 8,478 4,889 
Professional fees264 239 710 721 
Directors fees60 60 180 195 
Custody and administrative fees188 177 549 528 
Other general and administrative expenses323 407 1,074 1,259 
Total operating expenses$17,750 $11,095 $50,257 $25,219 
All investment professionals of Barings and its staff, when and to the extent engaged in providing investment advisory and management services under the Advisory Agreement, and the compensation and routine overhead expenses of such personnel
62

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
allocable to such services, are provided and paid for by Barings and not by the Company. The Company bears all other costs and expenses of its operations and transactions, including, without limitation, those relating to:
organizational and offering expenses;
investment advisory and management fees payable under the Advisory Agreement;
all other non-investment advisory expenses incurred by the Company or Barings in connection with administering the Company’s business (including payments under the Administration Agreement based upon the Company’s allocable portion of Barings’ overhead in performing its obligations under the Administration Agreement, including rent and the allocable portion of the cost of the Company’s Chief Financial Officer and Chief Compliance Officer and their respective staffs); and
all other expenses of the Company’s operations and transactions, including those listed in the Advisory Agreement.
Administration Agreement
On June 24, 2020, the Company entered into the Administration Agreement with the Adviser. Under the terms of the Administration Agreement, the Adviser also provides the administrative services necessary for the Company to operate (in such capacity, the “Administrator”), including, but not limited to, office facilities, equipment, clerical, bookkeeping and record-keeping services at such office facilities and such other services as the Administrator, 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 Administrator 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, 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 reimburses 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 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 Administrator on behalf of the Company under the Administration Agreement include, but are not limited to:
• the allocable portion of the Administrator’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 Administrator 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 U.S. GAAP;
• all fees, costs and expenses associated with the engagement of a sub-administrator, if any; and
• costs associated with (a) the monitoring and preparation of regulatory reporting, including 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 months ended March 31, 2024 and 2023, the Company incurred and was invoiced by the Administrator expenses of approximately $0.2 million and $0.3 million, respectively. As of March 31, 2024, the administrative expenses of $0.2 million incurred during the three months ended March 31, 2024 were unpaid and included in “Administrative fees payable” in the accompanying Unaudited Consolidated Balance Sheet. As of December 31, 2023, the administrative expenses of $0.2 million incurred during the three months ended December 31, 2023 were unpaid and included in “Administrative fees payable” in the accompanying Consolidated Balance Sheet.
63

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
The Administration Agreement had an initial term of two years. The Administration Agreement was most recently re-approved on May 7, 2024 by our Board, including a majority of the Independent Directors, and will continue automatically for successive one-year periods so long as such continuance is specifically approved at least annually by the Board, including a majority of the Independent Directors. The Administration Agreement may be terminated at any time, without the payment of any penalty, by vote of the Board, or by the Adviser, upon 90 days’ written notice to the other party. The Administration Agreement may not be assigned by a party without the consent of the other party.
3. INVESTMENTS
Portfolio Composition
The Company predominately invests 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 products, bonds and other fixed income securities. Structured products include collateralized loan obligations and asset-backed securities. The Adviser’s existing SEC co-investment exemptive relief under the 1940 Act permits the Company and the Adviser’s affiliated private funds and SEC 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:
($ in thousands)CostPercentage of
Total Portfolio
Fair ValuePercentage of
Total Portfolio
Percentage of
Total
Net Assets
March 31, 2024:
Senior debt and 1st lien notes
$996,015 73 %$982,334 72 %147 %
Subordinated debt and 2nd lien notes
108,605 107,913 16 
Structured products28,657 27,744 
Equity shares176,427 13 207,185 15 31 
Equity warrants33 — 1,147 — — 
Investments in joint ventures50,132 36,725 
$1,359,869 100 %$1,363,048 100 %203 %
($ in thousands)CostPercentage of
Total Portfolio
Fair ValuePercentage of
Total Portfolio
Percentage of
Total
Net Assets
December 31, 2023:
Senior debt and 1st lien notes
$1,000,294 74 %$985,158 73 %151 %
Subordinated debt and 2nd lien notes
108,487 106,894 16 
Structured products29,479 26,173 
Equity shares162,731 12 192,641 14 30 
Equity warrants— 1,043 — — 
Investments in joint ventures51,123 37,212 
$1,352,116 100 %$1,349,121 100 %207 %
During the three months ended March 31, 2024, the Company made 10 new investments totaling $27.5 million and made investments in existing portfolio companies totaling $23.7 million.
During the three months ended March 31, 2023, the Company made 10 new investments totaling $36.7 million, made investments in existing portfolio companies totaling $19.8 million and made a $45.0 million equity co-investment alongside certain affiliates in a portfolio company that specializes in providing financing to plaintiff law firms engaged in mass tort and other civil litigation.
64

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Industry Composition
The industry composition of investments at fair value at March 31, 2024 and December 31, 2023 was as follows:
($ in thousands)March 31, 2024Percent
of
Portfolio
Percent of
Total Net
Assets
December 31, 2023Percent
of
Portfolio
Percent of
Total Net
Assets
Aerospace and Defense$84,035 6.2 %12.5 %$81,217 6.0 %12.5 %
Automotive18,403 1.3 2.8 16,830 1.2 2.6 
Banking, Finance, Insurance and Real Estate224,287 16.5 33.5 227,415 16.9 34.9 
Beverage, Food and Tobacco33,057 2.4 4.9 24,197 1.8 3.7 
Capital Equipment46,833 3.4 7.0 46,500 3.5 7.1 
Chemicals, Plastics, and Rubber29,105 2.1 4.4 25,679 1.9 3.9 
Construction and Building10,719 0.8 1.6 10,070 0.7 1.6 
Consumer Goods: Durable25,526 1.9 3.8 25,563 1.9 3.9 
Consumer Goods: Non-durable14,343 1.1 2.1 9,987 0.7 1.5 
Containers, Packaging and Glass22,927 1.7 3.4 23,032 1.7 3.5 
Energy: Electricity6,297 0.5 1.0 6,676 0.5 1.0 
Energy: Oil and Gas2,669 0.2 0.4 2,670 0.2 0.4 
Environmental Industries29,225 2.1 4.4 30,266 2.2 4.7 
Healthcare and Pharmaceuticals124,015 9.1 18.5 130,845 9.7 20.1 
High Tech Industries137,613 10.1 20.5 141,704 10.5 21.7 
Hotel, Gaming and Leisure21,572 1.6 3.2 19,595 1.5 3.0 
Investment Funds and Vehicles36,725 2.7 5.5 37,212 2.8 5.7 
Media: Advertising, Printing and Publishing32,578 2.4 4.9 32,570 2.4 5.0 
Media: Broadcasting and Subscription8,706 0.6 1.3 8,867 0.7 1.4 
Media: Diversified and Production46,497 3.4 6.9 45,924 3.4 7.1 
Services: Business216,121 15.9 32.3 201,007 14.9 30.8 
Services: Consumer69,268 5.1 10.3 69,643 5.2 10.7 
Structured Products33,667 2.5 5.0 32,763 2.4 5.0 
Telecommunications18,276 1.3 2.7 18,341 1.4 2.8 
Transportation: Cargo58,929 4.3 8.8 68,703 5.1 10.5 
Transportation: Consumer2,000 0.1 0.3 1,900 0.1 0.3 
Utilities: Electric9,655 0.7 1.4 9,945 0.7 1.5 
Total$1,363,048 100.0 %203.4 %$1,349,121 100.0 %206.9 %
Banff Partners LP
On February 18, 2021, the Company established a joint venture, Banff Partners LP (“Banff”), with a controlled affiliate of Alberta Investment Management Corporation to invest in senior secured, middle-market, private debt investments, syndicated senior secured loans and structured product investments. During the three months ended March 31, 2024, the Company held a 10.0% partnership interest in Banff. As of March 31, 2024, the cost and fair value of the Company’s investment in Banff was $14.6 million and $16.6 million, respectively. As of December 31, 2023, the cost and fair value of the Company's investment in Banff was $14.6 million and $16.2 million, respectively.
65

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
The total value of Banff’s investment portfolio was $143.7 million as of March 31, 2024, as compared to $146.5 million as of December 31, 2023. As of March 31, 2024, Banff’s investments had an aggregate cost of $150.8 million, as compared to $151.9 million as of December 31, 2023. As of March 31, 2024 and December 31, 2023, the Banff investment portfolio consisted of the following investments:
($ in thousands)CostPercentage of
Total Portfolio
Fair ValuePercentage of
Total Portfolio
March 31, 2024:
Senior debt and 1st lien notes
$146,901 97 %$139,697 97 %
Subordinated debt and 2nd lien notes
3,920 4,000 
$150,821 100 %$143,697 100 %
December 31, 2023:
Senior debt and 1st lien notes$147,990 97 %$142,490 97 %
Subordinated debt and 2nd lien notes3,917 3,987 
$151,907 100 %$146,477 100 %
As of March 31, 2024 and December 31, 2023, the weighted average yield on the principal amount of Banff’s outstanding debt investments other than non-accrual debt investments was approximately 10.5% and 10.6%, respectively.
The industry composition of Banff’s investments at fair value at March 31, 2024 and December 31, 2023 was as follows:
($ in thousands)March 31, 2024December 31, 2023
Aerospace and Defense$15,105 10.5 %$15,125 10.3 %
Banking, Finance, Insurance and Real Estate16,190 11.3 16,325 11.2 
Beverage, Food and Tobacco7,577 5.3 7,531 5.1 
Chemicals, Plastics, and Rubber1,937 1.3 1,269 0.9 
Construction and Building1,450 1.0 1,364 0.9 
Consumer Goods: Durable1,731 1.2 1,725 1.2 
Consumer Goods: Non-durable6,026 4.2 6,205 4.2 
Containers, Packaging and Glass6,459 4.5 6,607 4.5 
Healthcare and Pharmaceuticals16,635 11.6 17,205 11.8 
High Tech Industries20,898 14.5 20,942 14.3 
Media: Advertising, Printing and Publishing1,955 1.4 1,957 1.3 
Media: Diversified and Production4,274 3.0 4,306 2.9 
Services: Business21,536 15.0 21,900 15.0 
Services: Consumer12,291 8.5 12,509 8.5 
Telecommunications3,213 2.2 3,243 2.2 
Transportation: Cargo6,420 4.5 8,264 5.7 
Total$143,697 100 %$146,477 100 %
66

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
The geographic composition of Banff’s investments at fair value at March 31, 2024 and December 31, 2023 was as follows:
($ in thousands)March 31, 2024December 31, 2023
Australia$4,360 3.0 %$4,449 3.0 %
Belgium7,577 5.3 7,531 5.1 
Canada1,847 1.3 2,221 1.5 
France27,948 19.4 28,669 19.6 
Germany7,120 5.0 7,277 5.0 
Hong Kong6,179 4.3 6,033 4.1 
Netherlands9,182 6.4 9,193 6.3 
New Zealand2,462 1.7 2,596 1.8 
Singapore3,989 2.8 3,984 2.7 
United Kingdom20,282 14.1 20,401 13.9 
USA52,751 36.7 54,123 37.0 
Total$143,697 100.0 %$146,477 100 %
Banff’s credit facility with Wells Fargo Bank, N.A., which was non-recourse to the Company, initially closed on August 26, 2022 and had nil and $19.2 million outstanding as of March 31, 2024 and December 31, 2023, respectively. On March 20, 2024, Banff’s credit facility with Wells Fargo Bank, N.A. was terminated and fully repaid.
The Company may sell portions of its investments via assignment to Banff. Since inception, as of both March 31, 2024 and December 31, 2023, the Company had sold $187.9 million of its investments to Banff. As of both March 31, 2024 and December 31, 2023, the Company did not have any unsettled receivables due from Banff. 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 Banff 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 Banff as it is not a substantially wholly owned investment company subsidiary. In addition, Banff is not an operating company and the Company does not control Banff due to the allocation of voting rights among Banff members.
Thompson Rivers LLC
On April 28, 2020, Thompson Rivers LLC (“Thompson Rivers”) was formed as a Delaware limited liability company. Under Thompson Rivers’ current operating agreement, as amended to date, pursuant to which the Company became a party in June 2021, the Company has a capital commitment of $30.0 million of equity capital to Thompson Rivers, all of which has been funded as of March 31, 2024. As of March 31, 2024, aggregate commitments to Thompson Rivers by the Company and the other members under the current operating agreement total $450.0 million, all of which has been funded.
For the three months ended March 31, 2024 and 2023, Thompson Rivers declared $15.0 million and $57.0 million in dividends, respectively, of which nil was recognized as dividend income in the Company’s Unaudited Consolidated Statements of Operations. In addition, for the three months ended March 31, 2024 and 2023, the Company recognized $1.0 million and $3.8 million, respectively, of the dividends as a return of capital.
67

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
As of March 31, 2024, Thompson Rivers had $307.7 million in Ginnie Mae early buyout loans and $7.7 million in cash. As of December 31, 2023, Thompson Rivers had $366.7 million in Ginnie Mae early buyout loans and $7.1 million in cash. As of March 31, 2024, Thompson Rivers had 1,974 outstanding loans with an average unpaid balance of $0.2 million and weighted average coupon of 4.0%. As of December 31, 2023, Thompson Rivers had 2,305 outstanding loans with an average unpaid balance of $0.2 million and weighted average coupon of 4.0%.
As of March 31, 2024 and December 31, 2023, the Thompson Rivers investment portfolio consisted of the following investments:
($ in thousands)CostPercentage of
Total Portfolio
Fair ValuePercentage of
Total Portfolio
March 31, 2024:
Federal Housing Administration (“FHA”) loans$306,491 93 %$287,390 93 %
Veterans Affairs (“VA”) loans21,604 20,295 
$328,095 100 %$307,685 100 %
December 31, 2023:
Federal Housing Administration (“FHA”) loans$360,847 93 $342,240 93 
Veterans Affairs (“VA”) loans25,810 24,491 
$386,657 100 %$366,731 100 %
Thompson Rivers’ repurchase agreement with JPMorgan Chase Bank, which is non-recourse to the Company, had approximately $70.2 million and $83.5 million outstanding as of March 31, 2024 and December 31, 2023, respectively. Thompson Rivers’ repurchase agreement with Bank of America N.A., which is non-recourse to the Company, had approximately $144.1 million and $170.8 million outstanding as of March 31, 2024 and December 31, 2023, respectively. Thompson Rivers’ repurchase agreement with Barclays Bank, which is non-recourse to the Company, had approximately $45.1 million and $50.0 million outstanding as of March 31, 2024 and December 31, 2023, respectively.
The Company has determined that Thompson Rivers is an investment company under ASC Topic 946, Financial Services - Investment Companies, however, in accordance with such guidance, the Company will generally not consolidate its investment in a company other than a substantially wholly owned investment company subsidiary, which is an extension of the operations of the Company, or a controlled operating company whose business consists of providing services to the Company. The Company does not consolidate its interest in Thompson Rivers as it is not a substantially wholly owned investment company subsidiary. In addition, Thompson Rivers is not an operating company and the Company does not control Thompson Rivers due to the allocation of voting rights among Thompson Rivers members.
As of March 31, 2024 and December 31, 2023, Thompson Rivers had the following contributed capital and unfunded commitments from its members:
($ in thousands)
As of
 March 31, 2024
As of December 31, 2023
Total contributed capital by Barings Capital Investment Corporation (1)$32,318 $32,318 
Total contributed capital by all members (2)$482,083 $482,083 
Total unfunded commitments by Barings Capital Investment Corporation$— $— 
Total unfunded commitments by all members$— $— 
(1)Includes $2.3 million of dividend re-investments.
(2)Includes dividend re-investments of $32.1 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. Under Waccamaw River’s current operating agreement, as amended to date, pursuant to which the Company became a party in May 2021, the Company has a capital commitment of $25.0 million of equity capital to Waccamaw River, all of which has been funded (including approximately $1.7 million of recallable return of capital) as of March 31, 2024. As of March 31, 2024, aggregate commitments to Waccamaw River by the Company and the other members under the current operating agreement totaled $125.0 million, all of which has been funded (including $14.0 million of recallable return of capital).
68

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
For the three months ended March 31, 2024 and 2023, Waccamaw River declared nil and $3.6 million in dividends, respectively, of which nil and $0.7 million, respectively, was recognized as dividend income in the Company’s Unaudited Consolidated Statements of Operations.
As of March 31, 2024, Waccamaw River had $154.9 million in unsecured consumer loans and $7.2 million in cash. As of December 31, 2023, Waccamaw River had $182.3 million in unsecured consumer loans and $6.6 million in cash. As of March 31, 2024, Waccamaw River had 19,291 outstanding loans with an average loan size of $9,764, remaining average life to maturity of 38.2 months and weighted average interest rate of 12.8%. As of December 31, 2023, Waccamaw River had 21,435 outstanding loans with an average loan size of $10,338, remaining average life to maturity of 40.0 months and weighted average interest rate of 12.7%.
Waccamaw River’s secured loan borrowing with JPMorgan Chase Bank, N.A., which is non-recourse to the Company, had approximately $55.9 million and $71.0 million outstanding as of March 31, 2024 and December 31, 2023, respectively. Waccamaw River’s secured loan borrowing with Barclays Bank PLC, which is non-recourse to the Company, had approximately $38.0 million and $51.3 million outstanding as of March 31, 2024 and December 31, 2023, respectively.
The Company has determined that Waccamaw River is an investment company under ASC Topic 946, Financial Services - Investment Companies, however, in accordance with such guidance, the Company will generally not consolidate its investment in a company other than a substantially wholly owned investment company subsidiary, which is an extension of the operations of the Company, or a controlled operating company whose business consists of providing services to the Company. The Company does not consolidate its interest in Waccamaw River as it is not a substantially wholly owned investment company subsidiary. In addition, Waccamaw River is not an operating company and the Company does not control Waccamaw River due to the allocation of voting rights among Waccamaw River members.
As of March 31, 2024 and December 31, 2023, Waccamaw River had the following contributed capital and unfunded commitments from its members:
($ in thousands)
As of
March 31, 2024
As of December 31, 2023
Total contributed capital by Barings Capital Investment Corporation$26,730 $26,730 
Total contributed capital by all members (1)$139,020 $139,020 
Total unfunded commitments by Barings Capital Investment Corporation$— $— 
Total unfunded commitments by all members$— $— 
(1)    Includes $85.6 million of total contributed capital by related parties as of both March 31, 2024 and December 31, 2023.
Eclipse Business Capital Holdings LLC
On July 8, 2021, the Company made an equity investment in Eclipse Business Capital Holdings LLC (“Eclipse”) of $44.4 million, a second lien senior secured loan of $2.2 million and unfunded revolver of $6.7 million, alongside other related party affiliates. On August 12, 2022, the Company increased the unfunded revolver to $11.2 million. As of March 31, 2024 and December 31, 2023, $2.9 million and $2.7 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.
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 company. Thus, the Company is not required to consolidate Eclipse because it does not provide services to the Company. Instead the Company accounts for its equity investment in Eclipse in accordance with ASC 946-320, presented as a single investment measured at fair value.
69

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Rocade Holdings LLC
On February 1, 2023, the Company made an equity investment in Rocade Holdings LLC (“Rocade”) of $45.0 million, alongside other related party affiliates and made additional investments thereafter during the fiscal year ended December 31, 2023 of $5.5 million. The total equity invested in Rocade as of March 31, 2024 was $50.5 million (excluding preferred dividends) and the Company had $4.5 million of unfunded preferred equity commitments. Rocade conducts its business through Rocade LLC and operates as Rocade Capital. Rocade is one of the country’s leading litigation finance platforms that specializes in providing financing to plaintiff law firms engaged in mass tort and other civil litigation. Rocade typically provides loans to law firms that are secured by the borrowing firm’s interests in award settlements, including contingency fees expected to be earned from successful litigation. The loans generally bear floating rate PIK interest with an overall expected annualized return between 10% and 25% and collect debt service upon receipt of settlement awards and/or contingency fees. The addition of Rocade to the portfolio allows the Company to participate in an uncorrelated asset class that offer differentiated income returns as compared to directly originated loans. Rocade is led by a seasoned team of litigation finance experts.
The Company has determined that Rocade 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 company. Thus, the Company is not required to consolidate Rocade because it does not provide services to the Company. Instead the Company accounts for its equity investment in Rocade in accordance with ASC 946-320, presented as a single investment measured at fair value.
Valuation of Investments
The Adviser conducts the valuation of the Company’s investments, upon which the Company’s net asset value (“NAV”) is primarily based, in accordance with its valuation policy, as well as established and documented processes and methodologies for determining the fair values of portfolio company investments on a recurring (at least quarterly) basis in accordance with the 1940 Act and FASB ASC Topic 820, Fair Value Measurements and Disclosures (“ASC Topic 820”). The Company’s current valuation policy and processes were established by the Adviser and were 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. The fair value measurement assumes that the sale occurs in the principal market for the security, or in the absence of a principal market, in the most advantageous market for the security. If no market for the security exists or if the Company does not have access to the principal market, the security should be valued based on the sale occurring in a hypothetical market.
Under ASC Topic 820, there are three levels of valuation inputs, as follows:
Level 1 Inputs – include quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2 Inputs – include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.
Level 3 Inputs – include inputs that are unobservable and significant to the fair value measurement.
A financial instrument is categorized within the ASC Topic 820 valuation hierarchy based upon the lowest level of input to the valuation process that is significant to the fair value measurement. For example, a Level 3 fair value measurement may include inputs that are observable (Levels 1 and 2) and unobservable (Level 3). Therefore, unrealized appreciation and depreciation related to such investments categorized as Level 3 investments within the tables below may include changes in fair value that are attributable to both observable inputs (Levels 1 and 2) and unobservable inputs (Level 3).
The Company’s investment portfolio includes certain debt and equity instruments of privately held companies for which quoted prices or other observable inputs falling within the categories of Level 1 and Level 2 are generally not available. In such cases, the Adviser determines the fair value of the Company’s investments in good faith primarily using Level 3 inputs. In certain cases, quoted prices or other observable inputs exist, and if so, the Adviser 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.

70

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
There is no single approach 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 Board must determine fair value in good faith for any or all Company investments for which market quotations are not readily available. The Board has designated the Adviser as valuation designee to perform the fair value determinations relating to the value of the assets held by the Company for which market quotations are not readily available. 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 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.
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 that of 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. If the Adviser’s pricing committee disagrees with the price range provided, it may make a fair value recommendation to the Adviser that is outside of the range provided by the independent valuation provider 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.
Valuation Inputs
The Adviser’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 Adviser’s market assumptions. The Adviser’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,
71

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
the Adviser will utilize alternative approaches such as broker quotes or manual prices. The Adviser 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 Investments in Banff, Thompson Rivers and Waccamaw River
As Banff, Thompson Rivers and Waccamaw River are investment companies with no readily determinable fair values, the Adviser estimates the fair value of the Company’s investments in these entities using the NAV of each company and the Company’s ownership percentage as a practical expedient. The NAV is determined in accordance with the specialized accounting guidance for investment companies.
Level 3 Unobservable Inputs
The following tables summarize the significant unobservable inputs the Adviser used in the valuation of the Company’s Level 3 debt and equity securities as of March 31, 2024 and December 31, 2023. The weighted average range of unobservable inputs is based on fair value of investments.
March 31, 2024
($ in thousands)(3)
Fair ValueValuation
Model
Level 3
Input
Range of
Inputs
Weighted
Average
Impact to Valuation from an Increase in Input
Senior debt and 1st lien notes(1)
$844,660 Yield AnalysisMarket Yield6.1% – 27.0%10.9%Decrease
10,163 Market ApproachAdjusted EBITDA Multiple1.2x – 12.5x9.3xIncrease
79,471 Recent TransactionTransaction Price95.6% – 100.0%98.0%Increase
Subordinated debt and 2nd lien notes(2)
87,205 Yield AnalysisMarket Yield9.0% – 17.7%12.7%Decrease
10,166 Market ApproachAdjusted EBITDA Multiple6.0x – 11.0x8.5xIncrease
1,875 Recent TransactionTransaction Price100.0%100.0%Increase
Equity shares(4)
16,103 Yield AnalysisMarket Yield10.5% – 14.2%13.0%Decrease
162,274 Market ApproachAdjusted EBITDA Multiple5.5x – 27.5x11.1xIncrease
1,353 Market ApproachRevenue Multiple6.0x – 9.3x6.5xIncrease
8,027 Discounted Cash Flow AnalysisDiscount Rate14.5%14.5%Decrease
2,357 Net Asset ApproachLiabilities$(64,894.6)$(64,894.6)Decrease
749 Recent TransactionTransaction Price$0.00 – $1,037.50$438.67Increase
Equity Warrants1,102 Market ApproachAdjusted EBITDA Multiple6.3x – 12.5x7.7xIncrease
(1) Excludes investments with an aggregate fair value amounting to $11,856, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(2) Excludes investments with an aggregate fair value amounting to $5,821, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(3) For structured products, investments with an aggregate fair value amounting to $15,801, were valued by the Adviser using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(4) Excludes investments with an aggregate fair value amounting to $2,670, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.






72

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)

During the three months ended March 31, 2024, one equity position with a fair value of $7.1 million transitioned from a market approach to a yield analysis valuation model. In addition, one senior debt and first lien note position with a fair value of $2.7 million transitioned from a yield analysis to a market approach valuation model. The changes in approach were driven by considerations given to the financial performance of each portfolio company.
December 31, 2023
($ in thousands)(3)
Fair ValueValuation
Model
Level 3
Input
Range of
Inputs
Weighted
Average
Impact to Valuation from an Increase in Input
Senior debt and 1st lien notes(1)
$844,635 Yield AnalysisMarket Yield7.8% – 19.6%11.2%Decrease
7,247 Market ApproachAdjusted EBITDA Multiple1.1x – 12.5x3.5xIncrease
84,483 Recent TransactionTransaction Price97.0% – 100.0%97.9%Increase
Subordinated debt and 2nd lien notes(2)
85,803 Yield AnalysisMarket Yield8.5% – 18.9%13.1%Decrease
4,986 Market ApproachAdjusted EBITDA Multiple11.0x11.0xIncrease
670 Recent TransactionTransaction Price98.0%98.0%Increase
Equity shares(4)
8,788 Yield AnalysisMarket Yield14.6%14.6%Decrease
162,996 Market ApproachAdjusted EBITDA Multiple4.8x – 30.0x11.2xIncrease
1,390 Market ApproachRevenue Multiple6.5x – 9.5x6.8xIncrease
6,080 Discounted Cash Flow AnalysisDiscount Rate14.2%14.2%Decrease
2,131 Net Asset ApproachLiabilities$(55,281.8)$(55,281.8)Decrease
5,203 Recent TransactionTransaction Price$1.00 – $10.00$9.64Increase
Equity Warrants1,043 Market ApproachAdjusted EBITDA Multiple6.3x – 12.5x7.5xIncrease
(1) Excludes investments with an aggregate fair value amounting to $12,714, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(2) Excludes investments with an aggregate fair value amounting to $5,392, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(3) For structured products, investments with an aggregate fair value amounting to $14,915, were valued by the Adviser using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(4) Excludes investments with an aggregate fair value amounting to $5,975, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
During the year ended December 31, 2023, one equity position with a fair value of $2.6 million and four senior debt and first lien note positions with a fair value of $7.1 million transitioned from a yield analysis to a market approach valuation model. In addition, one structured product position with a fair value of $6.5 million transitioned from a discounted cash flow analysis to a broker quote valuation model. The changes in approach were driven by considerations given to the financial performance of each portfolio company.






73

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
The following tables present the Company’s investment portfolio at fair value as of March 31, 2024 and December 31, 2023, categorized by the ASC Topic 820 valuation hierarchy, as previously described:
 Fair Value as of March 31, 2024
($ in thousands)Level 1Level 2Level 3Total
Senior debt and 1st lien notes
$— $36,184 $946,150 $982,334 
Subordinated debt and 2nd lien notes
— 2,846 105,067 107,913 
Structured products— 11,943 15,801 27,744 
Equity shares9,936 3,716 193,533 207,185 
Equity warrants45 — 1,102 1,147 
Investments subject to leveling$9,981 $54,689 $1,261,653 $1,326,323 
Investments in joint ventures (1)36,725 
$1,363,048 
 Fair Value as of December 31, 2023
($ in thousands)Level 1Level 2Level 3Total
Senior debt and 1st lien notes
$— $36,079 $949,079 $985,158 
Subordinated debt and 2nd lien notes
— 10,043 96,851 106,894 
Structured products— 11,258 14,915 26,173 
Equity shares78 — 192,563 192,641 
Equity warrants— — 1,043 1,043 
Investments subject to leveling$78 $57,380 $1,254,451 $1,311,909 
Investment in joint ventures (1)$37,212 
$1,349,121 
(1)The Company’s investments in Banff, Thompson Rivers and Waccamaw River 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.
74

Barings Capital Investment Corporation
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 three months ended March 31, 2024 and 2023:
Three Months Ended
March 31, 2024:
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity SharesEquity WarrantsTotal
Fair value, beginning of period$949,079 $96,851 $14,915 $192,563 $1,043 $1,254,451 
New investments36,126 12,535 — 2,599 — 51,260 
Investment restructuring(13,015)— — — — (13,015)
Transfers into (out of) Level 3, net— — — (3,305)— (3,305)
Proceeds from sales of investments(129)— — — — (129)
Loan origination fees received(545)(281)— — — (826)
Principal repayments received(24,253)(5,480)(799)— — (30,532)
Payment-in-kind interest/dividends386 692 — 1,559 — 2,637 
Accretion of loan premium/discount95 27 — — — 122 
Accretion of deferred loan origination revenue1,205 82 — — — 1,287 
Realized gain (loss)(4,217)— — — — (4,217)
Unrealized appreciation (depreciation)1,418 641 1,685 117 59 3,920 
Fair value, end of period$946,150 $105,067 $15,801 $193,533 $1,102 $1,261,653 
Three Months Ended
March 31, 2023:
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity SharesEquity WarrantsTotal
Fair value, beginning of period$872,193 $97,805 $14,210 $112,878 $476 $1,097,562 
New investments54,252 683 — 45,971 — 100,906 
Transfers into (out of) Level 3, net— — 1,767 — — 1,767 
Proceeds from sales of investments— — — — — — 
Loan origination fees received(1,495)(20)— — — (1,515)
Principal repayments received(13,531)(449)(806)— — (14,786)
Payment-in-kind interest/dividends583 826 — — — 1,409 
Accretion of loan premium/discount95 33 — — — 128 
Accretion of deferred loan origination revenue1,028 70 — — — 1,098 
Realized gain (loss)(224)— — — — (224)
Unrealized appreciation (depreciation)3,174 1,313 379 4,863 15 9,744 
Fair value, end of period$916,075 $100,261 $15,550 $163,712 $491 $1,196,089 
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 depreciation on Level 3 investments of $0.6 million during the three months ended March 31, 2024 was related to portfolio company investments that were still held by the Company as of March 31, 2024. Pre-tax net unrealized appreciation on Level 3 investments of $9.5 million during the three months ended March 31, 2023 was related to portfolio company investments that were still held by the Company as of March 31, 2023.
75

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
During the three months ended March 31, 2024, the Company made investments of approximately $31.0 million in portfolio companies to which it was not previously contractually committed to provide such financing. During the three months ended March 31, 2024, the Company made investments of $20.3 million in portfolio companies to which it was previously committed to provide such financing.
During the three months ended March 31, 2023, the Company made investments of approximately $91.6 million in portfolio companies to which it was not previously contractually committed to provide such financing. During the three months ended March 31, 2023, the Company made investments of $9.8 million in portfolio companies to which it was previously committed to provide such financing.
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 purchase 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 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. As of March 31, 2024, the Company does not “Control” any of its portfolio companies for the purposes of the 1940 Act. Under the 1940 Act, the Company is deemed to be an Affiliated Person of a company in which the Company has invested if it owns at least 5.0%, but no more than 25.0%, of the outstanding voting securities of such company.
Cash and Foreign Currencies
Cash consists of deposits held at a custodian bank. Cash is carried at cost, which approximates fair value. The Company places its cash with financial institutions and, at times, cash may exceed insured limits under applicable law.
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, 2024 and December 31, 2023, the Company had three portfolio companies and one portfolio company, respectively, with investments that were on non-accrual.
Dividend income on preferred equity securities is recorded on the accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected. Dividend income on common equity is recorded on the ex-dividend date.
76

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Payment-in-Kind Interest
The Company currently holds, and expects to hold in the future, some loans in its portfolio that contain PIK interest provisions. PIK interest, computed at the contractual rate specified in each loan agreement, is periodically added to the principal balance of the loan, rather than being paid to 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.
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, covenant waiver fees and loan amendment fees, and are recorded as investment income when earned.
Fee income for the three months ended March 31, 2024 and 2023 was as follows:
Three Months EndedThree Months Ended
($ in thousands)March 31, 2024March 31, 2023
Recurring Fee Income:
Amortization of loan origination fees$996 $928 
Management, valuation and other fees229 336 
Total Recurring Fee Income1,225 1,264 
Non-Recurring Fee Income:
Acceleration of unamortized loan origination fees297 201 
Advisory, loan amendment and other fees74 221 
Total Non-Recurring Fee Income371 422 
Total Fee Income$1,596 $1,686 
General and Administrative Expenses
Other general and administrative expenses include bank service fees and expenses reimbursable to the Adviser under the terms of the Administration Agreement and other costs related to operating the Company.
Deferred Financing Fees
InterestCosts incurred to issue debt are capitalized and are amortized over the term of the debt agreements using the effective interest method.
Segments
The Company lends to and invests in customers in various industries. The Company separately evaluates the performance of each of its lending and investment relationships. However, because each of these loan and investment relationships has
77

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
similar business and economic characteristics, they have been aggregated into a single lending and investment segment. All applicable segment disclosures are included in or can be derived from the Company’s financial statements.
Concentration of Credit Risk
As of both March 31, 2024 and December 31, 2023, there were no individual investments representing greater than 10% of the fair value of the Company’s portfolio. As of March 31, 2024 and December 31, 2023, the Company’s largest single portfolio company investment represented approximately 5.6% and 5.7%, respectively, of the fair value of the Company’s portfolio. Income, consisting of interest, dividends, fees, other financing feesinvestment 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.
As of March 31, 2024, all of the Company’s assets were or will be pledged as collateral for the ING Credit Facility.
Investments Denominated in Foreign Currency
As of March 31, 2024 the Company held 12 investments that were denominated in Australian dollars, two investments that were denominated in Canadian dollars, one investment that was denominated in Danish kroner, two investments that were denominated in New Zealand dollars, one investment that was denominated in Norwegian kroner, 60 investments that were denominated in Euros, two investments that were denominated in Swiss francs, one investment that was denominated in Swedish kronor and 23 investments that were denominated in British pounds sterling. As of December 31, 2023, the Company held 12 investments that were denominated in Australian dollars, two investments that were denominated in Canadian dollars, one investment that was denominated in Danish kroner, two investments that were denominated in New Zealand dollars, one investment that was denominated in Norwegian kroner, 58 investments that were denominated in Euros, two investments that were denominated in Swiss francs, one investment that was denominated Swedish kronor and 23 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 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 three and nine months ended September 30,March 31, 2024 and March 31, 2023, the Company entered into forward currency contracts primarily to help mitigate the impact that an adverse change in foreign exchange rates would have on the Company’s investments denominated in foreign currencies. Net unrealized appreciation or depreciation on foreign currency contracts are included in “Net unrealized appreciation (depreciation) - forward currency contracts” and 2022 were predominately attributablenet realized gains or losses on forward currency contracts are included in “Net realized gains (losses) - forward currency contracts” 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 borrowingsthe 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 February 2027 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). 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
78

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
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 (or later if the Company is permitted to elect and so elects) 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. For the three months ended March 31, 2024 and 2023, the Company recorded net expenses of $0.2 million and $23.5 thousand, respectively, for U.S. federal excise 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 2020-2022), 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 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 March 31, 2024 and December 31, 2023 was approximately $1,352.6 million and $1,344.7 million, respectively. As of March 31, 2024, net unrealized appreciation on the Company’s investments (tax basis) was approximately $22.0 million, consisting of gross unrealized appreciation, where the fair value of the Company’s investments exceeds their tax cost, of approximately $71.2 million and gross unrealized depreciation, where the tax cost of the Company’s investments exceeds their fair value, of approximately $49.2 million. As of December 31, 2023, net unrealized appreciation on the Company’s investments (tax basis) was approximately $2.6 million, consisting of gross unrealized appreciation, where the fair value of the Company’s investments exceeds their tax cost, of approximately $63.2 million and gross unrealized depreciation, where the tax cost of the Company’s investments exceeds their fair value, of approximately $60.6 million.
In addition, the Company has a wholly-owned taxable subsidiary (the “Taxable Subsidiary”), which holds certain portfolio investments that are listed on the Unaudited and Audited Consolidated Schedules of Investments. The Taxable Subsidiary is consolidated for financial reporting purposes, such that the Company’s consolidated financial statements reflect the Company’s investments in the portfolio companies owned by the Taxable Subsidiary. The purpose of the Taxable Subsidiary is to permit the Company to hold certain portfolio companies that are organized as limited liability companies (“LLCs”) (or other forms of pass-through entities) and still satisfy the RIC tax requirement that at least 90% of the RIC’s gross revenue for income tax purposes must consist of qualifying investment income. Absent the Taxable Subsidiary, a proportionate amount of any gross income of an LLC (or other pass-through entity) portfolio investment would flow through directly to the RIC. To the extent that such income did not consist of qualifying investment income, it could jeopardize the Company’s ability to qualify as a RIC and therefore cause the Company to incur significant amounts of federal income taxes. When LLCs (or other pass-through entities) are owned by the Taxable Subsidiary, their income is taxed to the Taxable Subsidiary and does not flow through to the RIC, thereby helping the Company preserve its RIC tax treatment and resultant tax advantages. The Taxable Subsidiary is not consolidated for income tax purposes and may generate income tax expense or benefit as a result of its 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 Subsidiary (net of unrealized depreciation related to portfolio investments held by the Taxable Subsidiary), is reflected net of applicable federal and state income taxes, if any, in the Company’s Unaudited 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, 2024 and December 31, 2023, the Company recorded a net deferred tax liability of $0.7 million and $0.8 million, respectively, pertaining to operating losses and tax basis differences related to certain partnership interests.
79

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
5. BORROWINGS
The Company had the following borrowings outstanding as of March 31, 2024 and December 31, 2023:
Issuance Date
($ in thousands)
Maturity DateInterest Rate as of March 31, 2024March 31, 2024December 31, 2023
Credit Facility:
January 15, 2021April 30, 20267.398%642,422 $644,463 
Total Credit Facility$642,422 $644,463 
Notes:
February 22, 2022February 22, 20274.750%$100,000 $100,000 
(Less: Deferred financing fees)(145)(157)
Total Notes$99,855 $99,843 
The Company is required to meet an asset coverage ratio, defined under the 1940 Act as the ratio of the Company’s total assets (less all liabilities and indebtedness not represented by senior securities) to its outstanding senior securities, of at least 150% after each issuance of senior securities. The Company’s asset coverage ratio was 189.8% as of March 31, 2024.
ING Capital Credit Facility
On January 15, 2021, the Company entered into the ING Credit Facility (eachwith ING Capital LLC (“ING”), as defined belowadministrative agent, and the lenders party thereto. The initial commitments under “Financial Condition, Liquiditythe ING Credit Facility totaled $65.0 million.
On April 30, 2021, the Company amended and Capital Resources”)restated the credit agreement governing the ING Credit Facility to increase the total commitments under the facility to $325.0 million and include a $25.0 million letter of credit sub-facility. On July 22, 2021, the Company entered into an incremental commitment and assumption agreement to increase the aggregate commitments under the ING Credit Facility to $500.0 million. As amended as of March 31, 2022, the Company had aggregate commitments from lenders of $500.0 million under the ING Credit Facility, the maximum commitment then allowed under the ING Credit Facility. On April 25, 2022, the Company amended the ING Credit Facility to, among other things, (i) increase total commitments from lenders to $625.0 million from $500.0 million, (ii) upsize the accordion feature under the ING Credit Facility to allow for an increase in aggregate commitments thereunder from new and existing lenders on the same terms and conditions as the existing commitments up to a total of $800.0 million, subject to certain conditions and the satisfaction of specified financial covenants, and (iii) replace the LIBOR benchmark provisions under the ING Credit Facility with SOFR benchmark provisions. On October 13, 2022, the Company amended the ING Credit Facility to increase total commitments from lenders to $710.0 million from $625.0 million.
The Company can borrow foreign currencies directly under the ING Credit Facility. The ING Credit Facility is secured primarily by a material portion of the Company’s present and future property and assets and is guaranteed by certain of the Company’s subsidiaries. The revolving period under the ING Credit Facility terminates on April 30, 2025, and the final maturity date of the ING Credit Facility is scheduled for April 30, 2026.
Borrowings under the ING Credit Facility bear interest on a per annum basis equal to (i) for borrowings denominated in U.S. Dollars, subject to the Company’s election, (a) the alternate base rate plus 1.15% or (b) the term SOFR plus 2.15% plus a credit spread adjustment of 0.10% for borrowings with an interest period of one month, 0.15% for borrowings with and interest period of three months or 0.25% for borrowings with an interest period of six months, with the term SOFR plus credit spread adjustment subject to a 0.00% floor, (ii) for borrowings denominated in Pounds Sterling, Swiss Francs, Euros, Canadian Dollars, Danish Kroner, Norwegian Kroner or Swedish Kronor, the adjusted eurocurrency rate plus 2.15%, (iii) for borrowings denominated in Australian Dollars, the adjusted eurocurrency rate plus 2.35%, or (iv) for borrowings denominated in New Zealand Dollars, the adjusted eurocurrency rate plus 2.45%. The increasealternate base rate is equal to the greatest of (i) the prime rate, (ii) the federal funds rate plus 0.50%, (iii) the overnight bank funding rate plus 0.50%, (iv) one-month term SOFR plus 1.00% plus a credit spread adjustment of 0.10% and (v) 1.00%. The adjusted eurocurrency rate is equal to the eurocurrency rate for the applicable interest period plus any applicable statutory reserve rate for such interest period, subject to a 0.00% floor. The Company pays a commitment fee on undrawn amounts under the ING Credit Facility.
The ING Credit Facility contains certain affirmative and negative covenants, including but not limited to (i) maintaining minimum stockholders’ equity, (ii) maintaining a minimum asset coverage ratio of (a) 150% at any time that more than 70% of the total fair value of the Company’s portfolio comprises cash, cash equivalents, long-term U.S. government securities or first lien loans to portfolio companies, or (b) 167% or 200% at specified concentrations of such assets at amounts less than or equal
80

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
to 70% of the total fair value of the Company’s portfolio, (iii) meeting a minimum liquidity test, (iv) meeting a minimum net worth test, and (v) maintaining the Company’s status as a RIC under the Code and as a BDC under the 1940 Act. The ING Credit Facility also contains customary events of default with customary cure and notice provisions, including, without limitation, nonpayment, misrepresentation of representations and warranties in interesta material respect, breach of covenant, cross-default to other indebtedness, bankruptcy, certain change of control events, and the occurrence of a material adverse effect. The ING 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. ING and other financing fees for the three and nine months ended September 30, 2023 as compared to the three and nine months ended September 30, 2022, was primarily attributable to increased borrowingslenders under the ING Credit Facility, and their respective affiliates, may from time to time receive customary fees and expenses in the performance of investment banking, financial advisory or other services for the Company. As of March 31, 2024, the Company was in compliance with all covenants of the ING Credit Facility.
The Company, one of its subsidiaries, BCIC Holdings, Inc., ING, as administrative agent, the financing agents and designated indebtedness holders that become parties thereto and ING, as collateral agent, also entered into a guarantee, pledge and security agreement, dated as of January 15, 2021, pursuant to which the Company’s obligations under the ING Credit Facility are secured by a first-priority security interest (subject to certain exceptions) in substantially all of the Company’s and its subsidiary guarantors’ present and future property and assets.
As of March 31, 2024, the Company had U.S. dollar borrowings of $533.0 million under the ING Credit Facility with an interest rate of 7.569% (with Term SOFR borrowings subject to one month SOFR of 5.319%), borrowings denominated in British pounds sterling of £31.2 million ($39.4 million U.S. dollars) with an interest rate of 7.371% (one month SONIA of 5.221%), borrowings denominated in Euros of €61.5 million ($66.4 million U.S. dollars) with an interest rate of 6.088% (one month EURIBOR of 3.938%) and borrowings denominated in Australian Dollars of A$5.5 million ($3.6 million U.S. dollars) with an interest rate of 6.650% (one month AUD Screen Rate of 4.300%). 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 ING 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, 2023, the Company had U.S. dollar borrowings of $533.0 million under the ING Credit Facility with an interest rate of 7.584% (with Term SOFR borrowings subject to one month SOFR of 5.334%), borrowings denominated in British pounds sterling of £31.2 million ($39.8 million U.S. dollars) with an interest rate of 7.370% (one month SONIA of 5.220%), borrowings denominated in Euros of €61.5 million ($67.9 million U.S. dollars) with an interest rate of 6.025% (one month EURIBOR of 3.875%) and borrowings denominated in Australian Dollars of A$5.5 million ($3.8 million U.S. dollars) with an interest rate of 6.650% (one month AUD Screen Rate of 4.300%). The borrowings denominated in foreign currencies were translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
As of March 31, 2024 and December 31, 2023, the fair values of the borrowings outstanding under the ING Credit Facility were $642.4 million and $644.5 million, respectively. The fair values of the borrowings outstanding under the ING Credit Facility are based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
February 2027 Notes
On February 22, 2022, the Company entered into a Note Purchase Agreement (the “February 2022 NPA”) governing the issuance of $100.0 million in aggregate principal amount of senior unsecured notes due February 22, 2027 (the “February 2027 Notes”), in each case, to qualified institutional investors in a private placement. The February 2027 Notes were delivered and paid for on February 22, 2022.
The February 2027 Notes, for which the Company was required to obtain an initial rating by June 30, 2022, have a fixed interest rate of 4.75% per year, subject to a step up of 0.75% per year, to the extent the February 2027 Notes fail to satisfy certain investment grade rating conditions.
The February 2027 Notes will mature on February 22, 2027 unless redeemed, purchased or prepaid prior to such date by the Company in accordance with the terms of the February 2022 NPA. Interest on the February 2027 Notes will be due semiannually in February and August of each year, beginning in August 2022. In addition, the Company is obligated to offer to repay the February 2027 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 2022 NPA, the Company may redeem the February 2027 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 22, 2026, a make-whole premium.
81

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
The February 2022 NPA contains certain representations and warranties, and various covenants and reporting requirements customary for agreements of this type, 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, liens, restricted payments, and investments. In addition, the February 2022 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 stockholders, 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 2022 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, if any, 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 2027 Notes at the time outstanding may declare all February 2027 Notes then outstanding to be immediately due and payable.
The Company’s obligations under the February 2022 NPA are general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by the Company. As of March 31, 2024, the Company was in compliance with all covenants under the February 2022 NPA.
The February 2027 Notes were offered in reliance on Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”). The February 2027 Notes have not and will not be registered under the Securities Act or any state securities laws and, unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act, as applicable.
As of March 31, 2024 and December 31, 2023, the fair values of the February 2027 Notes were $92.1 million and $90.2 million, respectively. The fair value determinations of the February 2027 Notes were based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
82

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
6. DERIVATIVE INSTRUMENTS
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. Forward currency contracts are considered undesignated derivative instruments.
The following tables present the Company’s foreign currency forward contracts as of March 31, 2024 and December 31, 2023:
As of March 31, 2024
Description
($ in thousands)
Notional Amount to be PurchasedNotional Amount to be SoldMaturity DateGross Amount of Recognized Assets (Liabilities)Balance Sheet Location of Net Amounts
Foreign currency forward contract (AUD)A$37,920$24,76804/08/24$(25)Derivative liabilities
Foreign currency forward contract (AUD)$571A$87204/08/24Derivative assets
Foreign currency forward contract (AUD)$25,161A$37,04804/08/24987 Derivative assets
Foreign currency forward contract (AUD)$25,112A$38,35007/08/2425 Derivative assets
Foreign currency forward contract (CAD)C$252$18904/08/24(3)Derivative liabilities
Foreign currency forward contract (CAD)C$5,633$4,14804/08/2416 Derivative assets
Foreign currency forward contract (CAD)$83C$11304/08/24— Derivative liabilities
Foreign currency forward contract (CAD)$4,342C$5,77204/08/2476 Derivative assets
Foreign currency forward contract (CAD)$4,213C$5,71507/08/24(16)Derivative liabilities
Foreign currency forward contract (DKK)4,058kr.$58904/08/24(1)Derivative liabilities
Foreign currency forward contract (DKK)$1280kr.04/08/24— Derivative assets
Foreign currency forward contract (DKK)$5873,978kr.04/08/2411 Derivative assets
Foreign currency forward contract (DKK)$5944,077kr.07/08/24Derivative assets
Foreign currency forward contract (EUR)€95,644$103,47104/08/24(155)Derivative liabilities
Foreign currency forward contract (EUR)$3,430€3,16404/08/2412 Derivative assets
Foreign currency forward contract (EUR)$101,716€92,48004/08/241,818 Derivative assets
Foreign currency forward contract (EUR)$107,123€98,65107/08/24158 Derivative assets
Foreign currency forward contract (GBP)£1,056$1,33504/08/24(1)Derivative liabilities
Foreign currency forward contract (GBP)£15,862$20,02504/08/2413 Derivative assets
Foreign currency forward contract (GBP)$1,254£98204/08/2414 Derivative assets
Foreign currency forward contract (GBP)$20,135£15,93604/08/24Derivative assets
Foreign currency forward contract (GBP)$21,094£16,70107/08/24(14)Derivative liabilities
Foreign currency forward contract (NZD)NZ$10,224$6,14104/08/24(25)Derivative liabilities
Foreign currency forward contract (NZD)$6,401NZ$10,22404/08/24285 Derivative assets
Foreign currency forward contract (NZD)$6,210NZ$10,33810/10/2325 Derivative assets
Foreign currency forward contract (NOK)21,883kr$2,03204/08/24(15)Derivative liabilities
Foreign currency forward contract (NOK)$40429kr04/08/24Derivative assets
Foreign currency forward contract (NOK)$2,08321,453kr04/08/24105 Derivative assets
Foreign currency forward contract (NOK)$2,03821,901kr07/08/2415 Derivative assets
Foreign currency forward contract (SEK)16,338kr$1,54104/08/24(12)Derivative liabilities
Foreign currency forward contract (SEK)$32330kr04/08/24Derivative assets
Foreign currency forward contract (SEK)$1,57616,008kr04/08/2478 Derivative assets
Foreign currency forward contract (SEK)$1,54916,363kr07/08/2412 Derivative assets
Foreign currency forward contract (CHF)1,691Fr.$1,87004/08/24Derivative assets
Foreign currency forward contract (CHF)$2,0131,691Fr.04/08/24134 Derivative assets
Foreign currency forward contract (CHF)$1,9211,720Fr.07/08/24(9)Derivative liabilities
Total$3,525 
83

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
As of December 31, 2023
Description
($ in thousands)
Notional Amount to be PurchasedNotional Amount to be SoldMaturity DateGross Amount of Recognized Assets (Liabilities)Balance Sheet Location of Net Amounts
Foreign currency forward contract (AUD)$22,960A$35,90701/10/24(1,568)Derivative liabilities
Foreign currency forward contract (AUD)$569A$86701/10/24(23)Derivative liabilities
Foreign currency forward contract (CAD)$4,087C$5,57701/10/24(137)Derivative liabilities
Foreign currency forward contract (CAD)$182C$24501/10/24(4)Derivative liabilities
Foreign currency forward contract (DKK)$5483,873kr.01/10/24(27)Derivative liabilities
Foreign currency forward contract (DKK)$17120kr.01/10/24(1)Derivative liabilities
Foreign currency forward contract (EUR)$93,155€88,30501/10/24(4,541)Derivative liabilities
Foreign currency forward contract (EUR)$7,409€6,84001/10/24(158)Derivative liabilities
Foreign currency forward contract (GBP)$18,602£15,32801/10/24(927)Derivative liabilities
Foreign currency forward contract (NZD)$5,813NZ$9,76001/10/24(373)Derivative liabilities
Foreign currency forward contract (NZD)$126NZ$21501/10/24(10)Derivative liabilities
Foreign currency forward contract (NOK)$1,946kr21,02401/10/24(130)Derivative liabilities
Foreign currency forward contract (SEK)$1,52316,000kr01/10/24(69)Derivative liabilities
Foreign currency forward contract (CHF)$1,8431,672Fr.01/10/24(148)Derivative liabilities
Total$(8,116)
As of March 31, 2024 and December 31, 2023, the total fair value of the Company’s foreign currency forward contracts was $3.5 million and $(8.1) 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.
7. COMMITMENTS AND CONTINGENCIES
As of both March 31, 2024 and December 31, 2023, the Company had $568.7 million in total capital commitments from investors of which $5.0 million was from C.M. Life Insurance Company, an affiliate of MassMutual and the Adviser, and $95.0 million was from MassMutual. As of both March 31, 2024 and December 31, 2023, all commitments have been funded.
In the normal course of business, the Company is party to financial instruments with off-balance sheet risk, consisting primarily of unused commitments to extend financing to the Company’s portfolio companies. Since commitments may expire without being drawn upon, the total commitment amount does not necessarily represent future cash requirements. As of March 31, 2024, the Company believed that it had adequate financial resources to satisfy its unfunded commitments. The balances of unused commitments to extend financing as of March 31, 2024 and December 31, 2023 were as follows:
Portfolio Company
($ in thousands)
Investment TypeMarch 31, 2024December 31, 2023
Accurus Aerospace Corporation(1)(2)Revolver$184 $254 
AD Bidco, Inc.(1)Delayed Draw Term Loan1,174 — 
AD Bidco, Inc.(1)Revolver434 — 
Adhefin International(1)(2)(3)Delayed Draw Term Loan410 419 
AirX Climate Solutions, Inc.(1)Delayed Draw Term Loan236 236 
AirX Climate Solutions, Inc.(1)Revolver80 96 
AlliA Insurance Brokers NV(1)(3)Delayed Draw Term Loan1,598 1,634 
Americo Chemical Products, LLC(1)Revolver471 471 
Amtech LLC(1)(2)Revolver263 145 
Aquavista Watersides 2 LTD(1)(2)(4)Capex / Acquisition Facility659 665 
Arc Education(1)(3)Delayed Draw Term Loan1,263 1,291 
Argus Bidco Limited(1)(2)(4)CAF Term Loan180 271 
ASC Communications, LLC(1)Revolver658 659 
Astra Bidco Limited(1)(2)(4)Delayed Draw Term Loan402 471 
ATL II MRO Holdings Inc.(1)(2)Revolver1,250 1,250 
Avance Clinical Bidco Pty Ltd(1)(2)(5)Delayed Draw Term Loan939 982 
84

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)
Investment TypeMarch 31, 2024December 31, 2023
Azalea Buyer, Inc.(1)(2)Delayed Draw Term Loan429 429 
Azalea Buyer, Inc.(1)(2)Revolver321 321 
Beyond Risk Management, Inc.(1)Delayed Draw Term Loan2,007 2,007 
Biolam Group(1)(2)(3)Delayed Draw Term Loan983 1,006 
Bounteous, Inc.(1)(2)Delayed Draw Term Loan— 2,580 
Brightpay Limited(1)(2)(3)Delayed Draw Term Loan123 126 
BrightSign LLC(1)(2)Revolver143 238 
CAi Software, LLC(1)(2)Revolver707 707 
Cascade Residential Services LLC(1)Delayed Draw Term Loan754 993 
Cascade Residential Services LLC(1)Revolver165 165 
CCFF Buyer, LLC(1)(2)Delayed Draw Term Loan2,027 — 
CCFF Buyer, LLC(1)(2)Revolver608 — 
CGI Parent, LLC(1)(2)Revolver1,653 1,653 
Comply365, LLC(1)(2)Revolver556 556 
Coyo Uprising GmbH(1)(2)(3)Delayed Draw Term Loan511 523 
CSL DualCom(1)(4)Capex / Acquisition Term Loan185 187 
DataServ Integrations, LLC(1)Revolver481 481 
DecksDirect, LLC(1)(2)Revolver169 381 
DISA Holdings Corp.(1)Delayed Draw Term Loan— 714 
DISA Holdings Corp.(1)Revolver286 226 
Dune Group(1)(2)(3)Delayed Draw Term Loan688 704 
Eclipse Business Capital, LLC(1)Revolver8,310 8,490 
EMI Porta Holdco LLC(1)(2)Revolver25 173 
eShipping, LLC(1)Revolver917 1,122 
Eurofins Digital Testing International LUX Holding SARL(1)(2)(3)Delayed Draw Term Loan1,780 1,821 
Events Software BidCo Pty Ltd(1)(2)Delayed Draw Term Loan620 620 
Express Wash Acquisition Company, LLC(1)Revolver77 77 
Faraday(1)(3)Delayed Draw Term Loan968 990 
Finexvet(1)(3)Delayed Draw Term Loan— 650 
Footco 40 Limited(1)(2)(4)Delayed Draw Term Loan519 524 
Forest Buyer, LLC(1)Delayed Draw Term Loan496 — 
Forest Buyer, LLC(1)Revolver298 — 
Fortis Payment Systems, LLC(1)(2)Delayed Draw Term Loan— 
Fortis Payment Systems, LLC(1)(2)Revolver— 
GB Eagle Buyer, Inc.(1)Revolver1,935 1,935 
Global Academic Group Limited(1)(2)(7)Term Loan261 276 
GPNZ II GmbH(1)(2)(3)Delayed Draw Term Loan86 — 
GPNZ II GmbH(1)(2)(3)Delayed Draw Term Loan17 53 
Greenhill II BV(1)(3)Capex Acquisition Facility118 120 
Gusto Aus BidCo Pty Ltd(1)(5)Delayed Draw Term Loan160 167 
HeartHealth Bidco Pty Ltd(1)(2)(5)Delayed Draw Term Loan239 253 
HEKA Invest(1)(3)Delayed Draw Term Loan562 575 
HemaSource, Inc.(1)Revolver744 710 
HomeX Services Group LLC(1)Delayed Draw Term Loan338 338 
HomeX Services Group LLC(1)Revolver135 135 
HTI Technology & Industries(1)(2)Delayed Draw Term Loan1,023 1,023 
85

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)
Investment TypeMarch 31, 2024December 31, 2023
HTI Technology & Industries(1)(2)Revolver682 682 
Ice House America, L.L.C.(1)(2)Delayed Draw Term Loan82 — 
Ice House America, L.L.C.(1)(2)Revolver191 — 
Innovad Group II BV(1)(2)(3)Delayed Draw Term Loan172 176 
INOS 19-090 GmbH(1)(2)(3)Acquisition Facility— 971 
Interstellar Group B.V.(1)(3)Delayed Draw Term Loan— 57 
Interstellar Group B.V.(1)(3)Delayed Draw Term Loan607 620 
InvoCare Limited(1)(2)(5)Delayed Draw Term Loan148 155 
Isolstar Holding NV (IPCOM)(1)(3)Delayed Draw Term Loan171 656 
ISTO Technologies II, LLC(1)Revolver238 238 
ITI Intermodal, Inc.(1)(2)Revolver595 595 
Jon Bidco Limited(1)(2)(7)Capex & Acquisition Facility316 334 
Jones Fish Hatcheries & Distributors LLC(1)Revolver418 418 
Kano Laboratories LLC(1)Delayed Draw Term Loan— 1,574 
Kano Laboratories LLC(1)Delayed Draw Term Loan— 1,203 
Lambir Bidco Limited(1)(2)(3)Delayed Draw Term Loan1,096 1,121 
LeadsOnline, LLC(1)Revolver1,952 1,640 
Marmoutier Holding B.V.(1)(2)(3)Delayed Draw Term Loan24 18 
Marmoutier Holding B.V.(1)(2)(3)Revolver108 106 
Marshall Excelsior Co.(1)Revolver100 133 
MB Purchaser, LLC(1)(2)Delayed Draw Term Loan515 — 
MB Purchaser, LLC(1)(2)Revolver103 — 
MC Group Ventures Corporation(1)(2)Delayed Draw Term Loan290 290 
Megawatt Acquisitionco, Inc.(1)Revolver332 — 
Mercell Holding AS(1)(2)(8)Capex Acquisition Facility362 387 
Modern Star Holdings Bidco Pty Limited(1)(2)(5)Term Loan323 338 
Modern Star Holdings Bidco Pty Limited(1)(2)(5)Term Loan73 77 
Moonlight Bidco Limited(1)(2)(4)Delayed Draw Term Loan557 562 
Narda Acquisitionco., Inc.(1)Revolver684 684 
NAW Buyer, LLC(1)(2)Delayed Draw Term Loan1,515 1,515 
NAW Buyer, LLC(1)(2)Revolver341 303 
NeoxCo(1)(3)Delayed Draw Term Loan486 497 
Next Holdco, LLC(1)Delayed Draw Term Loan189 189 
Next Holdco, LLC(1)Delayed Draw Term Loan73 73 
NF Holdco, LLC(1)Revolver589 442 
Novotech Aus Bidco Pty Ltd(1)Capex & Acquisition Facility1,042 1,042 
NPM Investments 28 BV(1)(3)Delayed Draw Term Loan468 479 
OA Buyer, Inc.(1)Revolver1,154 1,331 
OAC Holdings I Corp(1)(2)Revolver538 685 
OSP Hamilton Purchaser, LLC(1)(2)Revolver315 315 
Parkview Dental Holdings(1)(2)Delayed Draw Term Loan262 262 
Polara Enterprises, L.L.C.(1)Revolver273 273 
Premium Invest(1)(3)Acquisition Facility418 428 
Process Insights Acquisition, Inc.(1)Delayed Draw Term Loan623 623 
Process Insights Acquisition, Inc.(1)Revolver— 676 
Process Insights Acquisition, Inc.(1)Revolver575 — 
ProfitOptics, LLC(1)(2)Revolver35 84 
86

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)
Investment TypeMarch 31, 2024December 31, 2023
Protego Bidco B.V.(1)(2)(3)Delayed Draw Term Loan135 174 
PSP Intermediate 4, LLC(1)(2)(3)Delayed Draw Term Loan202 206 
Qualified Industries, LLC(1)Revolver242 242 
Questel Unite(1)(2)(3)Incremental Term Loan2,796 2,860 
R1 Holdings, LLC(1)Delayed Draw Term Loan841 841 
R1 Holdings, LLC(1)Revolver973 973 
Randys Holdings, Inc.(1)Delayed Draw Term Loan2,912 3,309 
Randys Holdings, Inc.(1)Revolver1,030 995 
Rocade Holdings LLC(1)Preferred Equity4,500 4,500 
Rock Labor, LLC(1)(2)Revolver625 625 
Royal Buyer, LLC(1)Delayed Draw Term Loan461 461 
Royal Buyer, LLC(1)Revolver874 670 
Sanoptis S.A.R.L.(1)(3)Acquisition Capex Facility— 16 
SBP Holdings LP(1)Delayed Draw Term Loan— 75 
SBP Holdings LP(1)Revolver355 532 
Scaled Agile, Inc.(1)(2)Revolver280 280 
Scout Bidco B.V.(1)(2)(3)Revolver313 320 
Sinari Invest(1)(2)(3)Delayed Draw Term Loan604 617 
SISU ACQUISITIONCO., INC.(1)(2)Delayed Draw Term Loan156 312 
Smartling, Inc.(1)Revolver588 588 
SmartShift Group, Inc.(1)Delayed Draw Term Loan2,294 2,294 
SmartShift Group, Inc.(1)Revolver1,101 1,101 
Solo Buyer, L.P.(1)Revolver798 798 
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)(1)(2)Delayed Draw Term Loan399 399 
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)(1)(2)Revolver117 90 
Spatial Business Systems LLC(1)Delayed Draw Term Loan938 937 
Spatial Business Systems LLC(1)Revolver703 703 
SSCP Pegasus Midco Limited(1)(4)Delayed Draw Term Loan1,237 1,487 
Superjet Buyer, LLC(1)Revolver1,095 1,095 
SVI International LLC(1)Delayed Draw Term Loan74 — 
SVI International LLC(1)Revolver74 — 
Syntax Systems Ltd(1)Revolver167 231 
Tank Holding Corp(1)Delayed Draw Term Loan339 409 
Tank Holding Corp(1)Revolver491 480 
Tanqueray Bidco Limited(1)(4)Capex Facility1,143 1,153 
Techone B.V.(1)(2)(3)Revolver154 94 
Tencarva Machinery Company, LLC(1)(2)Revolver752 752 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)Delayed Draw Term Loan— 1,758 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)Revolver796 796 
The Cleaver-Brooks Company, Inc.(1)Revolver1,615 1,615 
Trader Corporation(1)(6)Revolver173 177 
Trintech, Inc.(1)Revolver255 255 
TSYL Corporate Buyer, Inc.(1)Delayed Draw Term Loan912 1,469 
TSYL Corporate Buyer, Inc.(1)Revolver177 177 
Turbo Buyer, Inc.(1)(2)Delayed Draw Term Loan— 974 
UBC Ledgers Holding AB(1)(2)(9)Delayed Draw Term Loan792 840 
UBC Ledgers Holding AB(1)(2)(9)Revolver262 278 
87

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)
Investment TypeMarch 31, 2024December 31, 2023
Union Bidco Limited(1)(4)Acquisition Facility82 83 
United Therapy Holding III GmbH(1)(2)(3)Acquisition Facility668 683 
Unither (Uniholding)(1)(3)Delayed Draw Term Loan468 479 
W2O Holdings, Inc.(1)(2)Delayed Draw Term Loan— 234 
West-NR AcquisitionCo., LLC(1)Delayed Draw Term Loan1,250 1,250 
Whitcraft Holdings, Inc.(1)Revolver490 880 
White Bidco Limited(1)Delayed Draw Term Loan257 257 
Woodland Foods, LLC(1)(2)Line of Credit157 318 
World 50, Inc.(1)(2)Revolver243 — 
WWEC Holdings III Corp(1)(2)Revolver932 757 
Xeinadin Bidco Limited(1)(2)(4)CAF Term Loan1,601 2,062 
ZB Holdco LLC(1)(2)Delayed Draw Term Loan381 1,466 
ZB Holdco LLC(1)(2)Revolver271 423 
Zeppelin Bidco Limited(1)(2)(4)Capex / Acquisition Facility— 1,333 
Total unused commitments to extend financing$103,209 $114,328 
(1)The Adviser’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.
(8)Actual commitment amount is denominated in Norwegian kroner. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(9)Actual commitment amount is denominated in Swedish kronor. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
88

Barings Capital Investment Corporation
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, 2024 and 2023:
Three Months Ended March 31,
($ in thousands, except share and per share amounts)20242023
Per share data:
Net asset value at beginning of period$22.27 $21.66 
Net investment income (1)0.65 0.68 
Net realized gain (loss) on investments / foreign currency transactions / forward currency contracts (1)(0.36)(0.35)
Net unrealized appreciation (depreciation) on investments / foreign currency transactions / forward currency contracts (1)0.67 0.59 
Total increase from investment operations (1)0.96 0.92 
Dividends paid to stockholders from net investment income(0.64)(0.57)
Dividends paid to stockholders from short-term realized gains— (0.03)
Total dividends declared(0.64)(0.60)
Net asset value at end of period$22.59 $21.98 
Shares outstanding at end of period29,672,058 28,142,612
Net assets at end of period$670,241 $618,439
Average net assets$658,852 $609,288
Ratio of total expenses to average net assets (annualized) (2)11.07 %10.09 %
Ratio of net investment income to average net assets (annualized) (2)11.54 %12.39 %
Portfolio turnover ratio (annualized)3.22 %1.83 %
Total return (3)4.35 %4.29 %
(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)Does not include expenses of underlying investment companies, including joint ventures.
(3)Total return is calculated as the change in NAV per share during the period, divided by the beginning NAV per share and assumes reinvestment of dividends at prices obtained by the Company’s dividend reinvestment plan during the period.
9. SUBSEQUENT EVENTS
On May 7, 2024, the Board declared a quarterly dividend of $0.64 per share payable on June 12, 2024 to holders of record as of May 29, 2024.

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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 months ended March 31, 2024, 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, 2023. 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 titled “Risk Factors” in Part I of our Annual Report on Form 10-K for the year ended December 31, 2023 and in Item 1A titled “Risk Factors” in Part II of our subsequently filed Quarterly Reports on Form 10-Q or in other reports that we may file with the Securities and Exchange Commission (the “SEC”) from time to time. 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, including the risks of a slowing economy, rising inflation and risk of recession, and volatility in the financial services sector, including bank failures; the interest rate environment or conditions affecting the financial and capital markets; the impact of global health crises, on our or our portfolio companies’ business and the U.S. and global economies; our, or our portfolio companies’, future business, operations, operating results or prospects; 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 or our portfolio companies’ 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 were formed on February 20, 2020 as a Maryland limited liability company and converted to a Maryland corporation on April 28, 2020. On July 13, 2020, we commenced operations and made our first portfolio company investment. We are externally managed by Barings LLC (“Barings” or the “Adviser”), an investment adviser that is registered with the SEC under the Investment Advisers Act of 1940, as amended (the “Advisers Act”). An externally-managed business development company (“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 an administration agreement. Instead of directly compensating employees, we pay Barings for investment and management services pursuant to the terms of an investment advisory agreement (the “Advisory Agreement”) and an administration agreement (the “Administration Agreement”).
Our primary investment objective is to provide consistently attractive returns. Barings employs fundamental credit analysis, and targets investments in businesses with relatively low levels of cyclicality (i.e., the risk of business cycles or other economic cycles adversely affecting them) and operating risk. The hold 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
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has experience managing levered vehicles, both public and private, and seeks 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 focus on investing primarily in senior secured private debt instruments in well-established middle-market businesses that operate across a wide range of industries. To a lesser extent, we will invest in equity, special situations, structured credit (e.g., private asset-backed securities), syndicated loan opportunities, high-yield investments and/or mortgage securities. Syndicated senior secured loans are either (i) marketed by investment banks, which are mandated to bring lenders together and underwrite the deal, to institutional investors or (ii) bought and sold by institutional investors in individually negotiated private transactions that function in many respects like an over-the-counter secondary market. On the other hand, senior secured private debt investments are negotiated directly with the borrower, rather than marketed by a third party or bought and sold in the secondary market. We believe senior secured private debt investments may offer higher returns and certain more favorable protections than syndicated senior secured loans. 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. We currently intend to invest primarily in senior secured private debt investments that have terms of between five and seven years and bear interest between the Secured Overnight Financing Rate (“SOFR”) (or the applicable currency rate for investments in foreign currencies) plus 475 basis points and SOFR plus 675 basis points per annum.
As of March 31, 2024 and December 31, 2023, the weighted average yield on the principal amount of our outstanding debt investments other than non-accrual debt investments was approximately 11.0% and 10.9%, respectively. The weighted average yield on the principal amount of all of our outstanding debt investments (including non-accrual debt investments) was approximately 11.0% and 10.7% as of March 31, 2024 and December 31, 2023, respectively.
Relationship with Our Adviser, Barings
Our Adviser, Barings, a wholly-owned subsidiary of Massachusetts Mutual Life Insurance Company (“MassMutual”), is a leading global asset management firm and is registered with the SEC as an investment adviser under the Advisers Act. 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”), Barings’ Global Private Finance Group (“Barings GPFG”) manages our day-to-day operations, and provides investment advisory and management services to us. Barings GPFG is part of Barings’ $324.0 billion Global Fixed Income Platform (as of March 31, 2024) that invests in liquid, private and structured credit. Barings GPFG also advises private funds and separately managed accounts, along with multiple public vehicles. The Adviser has retained its indirect, wholly-owned subsidiary, Baring International Investment Limited (“BIIL”), as a sub-adviser to manage European investments for us. BIIL is an investment adviser registered with the SEC in the United States and the Financial Conduct Authority in the United Kingdom with its principal office located in London, England. As of March 31, 2024, BIIL had approximately £17.0 billion in assets under management.
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 (in its capacity as our Administrator) 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.
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Included in Barings GPFG is Barings North American Private Finance Team (the “U.S. Investment Team”), which consists of 43 investment professionals (as of March 31, 2024) located in three offices in the United States. The U.S. Investment Team provides a full set of solutions to the North American middle market, including first and second lien senior secured loans, unitranche structures, revolvers, mezzanine debt and equity co-investments. The U.S. Investment Team averages approximately 20 years of industry experience at the Managing Director and Director level. Also included in Barings GPFG are
its Europe and Asia-Pacific Investment Committees and Private Finance Teams, which are responsible for our investment origination and portfolio monitoring activities for middle-market companies in Europe and Asia-Pacific geographies. In addition, Barings believes that it has best-in-class support personnel, including expertise in risk management, legal, accounting, tax, information technology and compliance, among others. We expect to benefit from the support provided by these personnel in our operations.
Portfolio Composition
The total value of our investment portfolio was $1,363.0 million as of March 31, 2024, as compared to $1,349.1 million as of December 31, 2023. As of March 31, 2024, we had investments in 263 portfolio companies with an aggregate cost of $1,359.9 million. As of December 31, 2023, we had investments in 256 portfolio companies with an aggregate cost of $1,352.1 million. As of both March 31, 2024 and December 31, 2023, none of our portfolio investments represented greater than 10% of the total fair value of our investment portfolio.
As of March 31, 2024 and December 31, 2023, our investment portfolio consisted of the following investments:
($ in thousands)CostPercentage of
Total
Portfolio
Fair ValuePercentage of
Total
Portfolio
March 31, 2024:
Senior debt and 1st lien notes
$996,015 73 %$982,334 72 %
Subordinated debt and 2nd lien notes
108,605 107,913 
Structured products28,657 27,744 
Equity shares176,427 13 207,185 15 
Equity warrants33 — 1,147 — 
Investments in joint ventures50,132 36,725 
$1,359,869 100 %$1,363,048 100 %
($ in thousands)CostPercentage of
Total Portfolio
Fair ValuePercentage of
Total Portfolio
December 31, 2023:
Senior debt and 1st lien notes
$1,000,294 74 %$985,158 73 
Subordinated debt and 2nd lien notes
108,487 106,894 
Structured products29,479 26,173 
Equity shares162,731 12 192,641 14 
Equity warrants— 1,043 — 
Investments in joint ventures51,123 37,212 
$1,352,116 100 %$1,349,121 100 %
Investment Activity
During the three months ended March 31, 2024, we made 10 new investments totaling $27.5 million and made investments in existing portfolio companies totaling $23.7 million. We had four loans repaid totaling $24.5 million and received $13.9 million of portfolio company principal payments and sales proceeds and recognized a net realized gain on these transactions of $0.1 million. We received $1.0 million of return of capital from one of our joint ventures. In addition, one of our debt investments was restructured, which resulted in a loss of $4.5 million. Lastly, we received proceeds related to the sale of equity investments totaling $3.8 million and recognized a net realized gain on such sales totaling $0.5 million.
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During the three months ended March 31, 2023, we made 10 new investments totaling $36.7 million, made investments in existing portfolio companies totaling $19.8 million and made a $45.0 million equity co-investment alongside certain affiliates in a portfolio company that specializes in providing financing to plaintiff law firms engaged in mass tort and other civil litigation. We had two loans repaid totaling $10.1 million and received $7.3 million of portfolio company principal payments and sales proceeds and recognized a net realized loss on these transactions of $0.2 million. Finally, we received $3.8 million of return of capital from one of our joint ventures.
Total portfolio investment activity for the three months ended March 31, 2024 and 2023 was as follows:
Three Months Ended
March 31, 2024:
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity
Shares
Equity
Warrants
Investments in Joint VenturesTotal
Fair value, beginning of period$985,158 $106,894 $26,173 $192,641 $1,043 $37,212 $1,349,121 
New investments36,126 12,535 — 2,600 — — 51,261 
Investment restructuring(13,015)— — 12,984 31 — — 
Proceeds from sales of investments/return of capital(129)— — (3,797)— (990)(4,916)
Loan origination fees received(545)(281)— — — — (826)
Principal repayments received(24,426)(12,991)(826)— — — (38,243)
Payment-in-kind interest/dividends604 692 — 1,559 — — 2,855 
Accretion of loan premium/discount114 80 — — — 198 
Accretion of deferred loan origination revenue1,210 82 — — — — 1,292 
Realized gain (loss)(4,217)— — 350 — — (3,867)
Unrealized appreciation (depreciation)1,454 902 2,393 848 73 503 6,173 
Fair value, end of period$982,334 $107,913 $27,744 $207,185 $1,147 $36,725 $1,363,048 
Three Months Ended
March 31, 2023:
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity
Shares
Equity
Warrants
Investments in Joint VenturesTotal
Fair value, beginning of period$920,219 $123,244 $28,321 $113,666 $476 $47,479 $1,233,405 
New investments54,252 683 — 46,519 — — 101,454 
Proceeds from sales of investments/return of capital— — — — — (3,763)(3,763)
Loan origination fees received(1,495)(20)— — — — (1,515)
Principal repayments received(16,187)(449)(833)— — — (17,469)
Payment-in-kind interest/dividends1,038 826 — — — — 1,864 
Accretion of loan premium/discount282 49 — — — 334 
Accretion of deferred loan origination revenue1,059 70 — — — — 1,129 
Realized gain (loss)(224)— — — — — (224)
Unrealized appreciation (depreciation)3,204 1,681 196 5,119 15 (523)9,692 
Fair value, end of period$962,148 $126,084 $27,687 $165,304 $491 $43,193 $1,324,907 
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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, 2024, we had three portfolio companies with investments on non-accrual, the aggregate fair value of which was $2.7 million, which comprised 0.2% of the total fair value our portfolio, and the aggregate cost of which was $5.0 million, which comprised 0.4% of the total cost of our portfolio. As of December 31, 2023, we had one portfolio company with investments on non-accrual, the fair value of which was $13.5 million, which comprised 1.0% of the total fair value of our portfolio, and the cost of which was $17.4 million, which comprised 1.3% of the total cost of our portfolio.
A summary of our non-accrual assets as of March 31, 2024 is provided below.
Canadian Orthodontic Partners Corp.
During the quarter ended March 31, 2024, we placed our debt investment in Canadian Orthodontic Partners Corp., or Canadian Orthodontics, on non-accrual status. As a result, under U.S. generally accepted accounting principles (“U.S. GAAP”), we will not recognize interest income on our debt investment in Canadian Orthodontics for financial reporting purposes. As of March 31, 2024, the cost of our debt investment in Canadian Orthodontics was $1.8 million and the fair value of such investment was $1.1 million.
GPNZ II GmbH
During the quarter ended March 31, 2024, we placed our debt investments in GPNZ II GmbH., or GPNZ, on non-accrual status. As a result, under U.S. GAAP, we will not recognize interest income on our debt investments in GPNZ for financial reporting purposes. As of March 31, 2024, the cost of our debt investments in GPNZ was $0.6 million and the fair value of such investments was $0.4 million.
Marmoutier Holding B.V.
During the quarter ended March 31, 2024, we placed our debt investments in Marmoutier Holding B.V., or Marmoutier, on non-accrual status. As a result, under U.S. GAAP, we will not recognize interest income on our debt investments in Marmoutier for financial reporting purposes. As of March 31, 2024, the cost of our debt investments in Marmoutier was $2.6 million and the fair value of such investments was $1.2 million.
Results of Operations
Comparison of the three months ended March 31, 2024 and 2023
Operating results for the three months ended March 31, 2024 and 2023 were as follows:
Three Months EndedThree Months Ended
($ in thousands)March 31,
2024
March 31,
2023
Total investment income$37,238 $34,239 
Total operating expenses18,075 15,344 
Net investment income before taxes19,163 18,895 
Income taxes, including excise tax expense150 24 
Net investment income after taxes19,013 18,871 
Net realized gains (losses)(10,500)(9,932)
Net unrealized appreciation (depreciation)19,526 16,554 
Net realized gains (losses) and unrealized appreciation (depreciation) on investments, foreign currency transactions and forward currency contracts9,026 6,622 
Net increase in net assets resulting from operations$28,039 $25,493 
Net increases (decreases) in net assets resulting from operations can vary substantially from period to period due to various factors, including recognition of realized gains and losses and unrealized appreciation and depreciation. As a result, comparisons of net changes in net assets resulting from operations may not be meaningful.
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Investment Income
Three Months EndedThree Months Ended
($ in thousands)March 31,
2024
March 31,
2023
Investment income:
Interest income$30,186 $27,320 
Dividend income3,950 3,479 
Fee and other income1,596 1,686 
Payment-in-kind interest income1,493 1,743 
Interest income from cash13 11 
Total investment income$37,238 $34,239 
The change in total investment income for the three months ended March 31, 2024, as compared to the three months ended March 31, 2023, was primarily due to an increase in the weighted average interest rateyield on the ING Credit Facility.portfolio from higher base rates and increased dividends from portfolio companies. The weighted average interestyield on the ING Credit Facilityprincipal amount of our outstanding debt investments, other than non-accrual debt investments, was 7.4%11.0% as of September 30, 2023,March 31, 2024, as compared to 4.9%10.3% as of September 30, 2022.March 31, 2023. For the three months ended March 31, 2024, dividends from portfolio companies were $4.0 million, as compared to $3.5 million for the three months ended March 31, 2023.
Base Management Fee
The Base Management Fee is calculated at an annual rate of 0.15% of the Company’s gross assets, including assets purchased with borrowed funds or other forms of leverage but excluding (i) cash and cash equivalents (as defined below) and (ii) net unsettled purchases and sales of investments. For services rendered under the Advisory Agreement, the Base Management Fee is payable quarterly in arrears. The Base Management Fee is calculated based on the average value of the Company’s gross assets at the end of the two most recently completed calendar quarters (including the quarter for which such fees are being calculated) and appropriately adjusted for any share issuances or repurchases during the quarter. For the Company’s first quarter, the Base Management Fee was calculated based on the value of the Company’s gross assets as of such quarter-end. The Base Management Fee for any partial quarter is appropriately pro-rated. For purposes of the Advisory Agreement, “cash equivalents” means U.S. government securities, money market fund investments, commercial paper instruments and other similar cash equivalent investments maturing within one year of purchase.
For both the three months ended March 31, 2024 and 2023, the Base Management Fees determined in accordance with the terms of the Advisory Agreement were approximately $0.5 million. As of March 31, 2024, the Base Management Fee of $0.5 million for the three months ended March 31, 2024 was unpaid and included in “Base management fees payable” in the accompanying Unaudited Consolidated Balance Sheet. As of December 31, 2023, the Base Management Fee of $0.5 million for the three months ended December 31, 2023 was unpaid and included in “Base management fees payable” in the accompanying Consolidated Balance Sheet.
The Incentive Fee
The Incentive Fee consists of two parts: (i) an incentive fee based on pre-incentive fee net investment income (the “Income-Based Fee”) and (ii) an incentive fee based on capital gains (the “Capital Gains Fee”), which are described in more detail below.
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Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Income-Based Fee
The Income-Based Fee is payable quarterly in arrears to the extent the Company’s Pre-Incentive Fee Net Investment Income (as defined below) for the most recently completed calendar quarter divided by the Company’s net assets as of the end of such calendar quarter (defined as total assets less indebtedness and before taking into account any Income-Based Fees and Capital Gains Fees payable during the calendar quarter, and appropriately adjusted for any share issuances or repurchases during the calendar quarter) (the “PIFNII Return”) exceeds the Hurdle Rate (as defined below) and is an amount less than or equal to the Incentive Fee Cap (as defined below). The Income-Based Fee is calculated as follows:
(a) No Income-Based Fee in any calendar quarter in which the PIFNII Return does not exceed the Hurdle Rate;
(b) 25% of Pre-Incentive Fee Net Investment Income with respect to that portion of the PIFNII Return that exceeds the Hurdle Rate but is less than or equal to the Catch-Up Hurdle Rate (as defined below) for such calendar quarter, which is referred to as the “Catch-Up”. The Catch-Up is intended to provide the Adviser with an Income-Based Fee equal to 12.5% of all of our Pre-Incentive Fee Net Investment Income if the Company’s PIFNII Return equals or exceeds the quarterly Catch-Up Hurdle Rate in any calendar quarter; plus
(c) 12.5% of all Pre-Incentive Fee Net Investment Income with respect to that portion of the PIFNII Return that exceeds the Catch-Up Hurdle Rate.
The Income-Based Fee paid to the Adviser is subject to the Incentive Fee Cap.
(a) In any quarter that the Incentive Fee Cap is zero or a negative value, the Company pays no Income-Based Fee to the Adviser for such quarter.
(b) In any quarter that the Incentive Fee Cap for such quarter is a positive value but is less than the Income-Based Fee that is payable to the Adviser for such quarter (before giving effect to the Incentive Fee Cap), the Company pays an Income-Based Fee to the Adviser equal to the Incentive Fee Cap for such quarter.
(c) In any quarter that the Incentive Fee Cap for such quarter is equal to or greater than the Income-Based Fee that is payable to the Adviser for such quarter (before giving effect to the Incentive Fee Cap), the Company pays an Income-Based Fee to the Adviser equal to the Income-Based Fee calculated as described above for such quarter without regard to the Incentive Fee Cap.
For purposes of the calculation of the Income-Based Fee, the following terms have the following meaning:
• “Hurdle Rate” for any calendar quarter means one fourth of the average daily Floating Rate over the applicable quarter.
• “Floating Rate” means, initially, the three-month London Interbank Offered Rate (“LIBOR”); provided that if a Floating Rate Transition Event and its related Floating Rate Replacement Date have occurred with respect to LIBOR, then “Floating Rate” means the Replacement Rate. In the event that the Floating Rate is a negative value, then the Floating Rate shall be zero. Beginning with the quarter ended June 30, 2023, the Floating Rate means the Replacement Rate following the occurrence of a Floating Rate Transition Event and its related Floating Rate Replacement Date.
• “Floating Rate Transition Event” means the occurrence of one or more of the following events with respect to the Floating Rate:
1. a public statement or publication of information by or on behalf of the administrator of the Floating Rate announcing that the administrator has ceased or will cease to provide the Floating Rate permanently or indefinitely, provided that, at the time of such statement or publication, there is no successor administrator that will continue to provide the Floating Rate;
2. a public statement or publication of information by the regulatory supervisor for the administrator of the Floating Rate, the central bank for the currency of the Floating Rate, an insolvency official with jurisdiction over the administrator for the Floating Rate, a resolution authority with jurisdiction over the administrator for the Floating Rate or a court or an entity with similar insolvency or resolution authority over the administrator for the Floating Rate, which states that the administrator of the Floating Rate has ceased or will cease to provide the Floating Rate permanently or indefinitely, provided that, at the time of such statement or publication, there is no successor administrator that will continue to provide the Floating Rate; or
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Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
3. a public statement or publication of information by the regulatory supervisor for the administrator of the Floating Rate announcing that the Floating Rate is no longer representative.
• “Floating Rate Replacement Date” means:
1. in the case of clause (1) or (2) of the definition of “Floating Rate Transition Event,” the later of (a) the date of the public statement or publication of information referenced therein and (b) the date on which the administrator of the relevant Floating Rate permanently or indefinitely ceases to provide such Floating Rate; or
2. in the case of clause (3) of the definition of “Floating Rate Transition Event,” the date of the public statement or publication of information.
• “Replacement Rate” means the first alternative set forth in the order below that can be determined as of the Floating Rate Replacement Date.
1. the sum of: (a) Term SOFR and (b) the Benchmark Replacement Adjustment; and
2. the sum of: (a) Compounded SOFR and (b) the applicable Benchmark Replacement Adjustment.
If a Replacement Rate is selected pursuant to clause (2) above, then each calendar quarter following such selection, if a redetermination of the Replacement Rate on such date would result in the selection of a Replacement Rate under clause (1) above, then (x) the Replacement Rate shall be redetermined on such date utilizing Term SOFR and (y) such redetermined Replacement Rate shall become the Floating Rate on or after such date. If redetermination of the Replacement Rate on such date as described in the preceding sentence would not result in the selection of a Replacement Rate under clause (1), then the Floating Rate shall remain the Replacement Rate as previously determined pursuant to clause (2) above.
• “Term SOFR” means the forward-looking term rate for the applicable Corresponding Tenor based on SOFR that has been selected or recommended by the Relevant Governmental Body.
• “Compounded SOFR” means the compounded average of SOFR for the applicable Corresponding Tenor, with the rate, or methodology for this rate, and conventions for this rate (which, for example, may be compounded in arrears with a lookback and/or suspension period as a mechanism to determine the interest amount payable for the applicable calendar quarter or compounded in advance) being established in accordance with the rate, or methodology for this rate, and conventions for this rate selected or recommended by the Relevant Governmental Body for determining compounded SOFR.
• “SOFR” means with respect to any day means the Secured Overnight Financing Rate published for such day by the Federal Reserve Bank of New York, as the administrator of the benchmark, (or a successor administrator) on the Federal Reserve Bank of New York’s Website.
• “Corresponding Tenor” with respect to a Replacement Rate means a tenor (or observation period) having approximately the same length (disregarding business day adjustment) as the applicable tenor (or observation period) for the then-current Floating Rate.
• “Benchmark Replacement Adjustment” means the spread adjustment, or method for calculating or determining such spread adjustment, (which may be a positive or negative value or zero) that has been selected or recommended by the Relevant Governmental Body for the transition to the applicable Floating Rate.
• “Relevant Governmental Body” means the Federal Reserve Board and/or the Federal Reserve Bank of New York, or a committee officially endorsed or convened by the Federal Reserve Board and/or the Federal Reserve Bank of New York or any successor thereto.
• “Catch-Up Hurdle Rate” for any calendar quarter means a rate that is equal to 200% of the Hurdle Rate.
• “Incentive Fee Cap” means for any calendar quarter an amount equal to (a) 12.5% of the Cumulative Net Return (as defined below) minus (b) the aggregate Income-Based Fee that was paid in respect of the period ending with the calendar quarter immediately preceding the most recently completed calendar quarter (or the portion thereof) included in the period for calculation of the Cumulative Net Return.
• “Cumulative Net Return” means (x) the aggregate Pre-Incentive Fee Net Investment Income in respect of either (i) the trailing twelve calendar quarters ending with the calendar quarter in which the Income-Based Fee is
61

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
calculated or (ii) prior to the end of the twelfth calendar quarter after the effective date of the Advisory Agreement, the period from the effective date of the Advisory Agreement through the last day of the calendar quarter for which the Income-Based Fee is calculated minus (y) any Net Capital Loss (as defined below), if any, in respect of the relevant period.
• “Net Capital Loss” in respect of a particular period means 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.
• “Pre-Incentive Fee Net Investment Income” in respect of a period means interest income, dividend income and any other income (including any other fees such as commitment, origination, structuring, diligence and consulting fees or other fees that we receive from portfolio companies) accrued during the calendar quarter, minus operating expenses for the quarter (including the Base Management Fee, any expenses payable under the administration agreement between the Company and the Adviser (the “Administration Agreement”), and any interest expense and dividends paid on any outstanding preferred stock, but excluding the incentive fee). Pre-Incentive Fee Net Investment Income includes, in the case of investments with a deferred interest feature such as market discount, original issue discount (“OID”), debt instruments with payment-in-kind (“PIK”) interest, preferred stock with PIK dividends and zero-coupon securities, accrued income that the Company has not yet received in cash.
For the three months ended March 31, 2024 and 2023, the Income-Based Fees determined in accordance with the terms of the Advisory Agreement were $2.8 million and $2.7 million, respectively. As of March 31, 2024, the Income-Based Fee of $2.8 million for the three months ended March 31, 2024 was unpaid and included in “Incentive management fees payable” in the accompanying Unaudited Consolidated Balance Sheet. As of December 31, 2023, the Income-Based Fee of $3.1 million for the three months ended December 31, 2023 was unpaid and included in “Incentive management fees payable” in the accompanying Consolidated Balance Sheet.
Capital Gains Fee
The Capital Gains Fee is determined and payable in arrears as of the end of each calendar year (or upon a liquidity event or a termination of the Advisory Agreement), and will equal 12.5% of the Company’s realized capital gains, if any, on a cumulative basis from inception through the end of the calendar year, computed net of all realized capital losses and unrealized capital depreciation on a cumulative basis, less the aggregate amount of any previously paid Capital Gains Fees. If such amount is zero or negative, then no Capital Gains Fee is payable for such year.
While the Advisory Agreement neither includes nor contemplates the inclusion of unrealized gains in the calculation of the capital gains incentive fee, as required by U.S. GAAP, the Company accrues capital gains incentive fees on unrealized gains. This accrual reflects the incentive fees that would be payable to the Adviser if the Company’s entire investment portfolio was liquidated at its fair value as of the balance sheet date even though the Adviser is not entitled to an incentive fee with respect to unrealized gains unless and until such gains are actually realized. There can be no assurance that such unrealized capital appreciation will be realized in the future.
For the three months ended March 31, 2024 and 2023, the Company accrued $0.4 million and nil, respectively, of Capital Gains Fees. As of March 31, 2024, the Capital Gains Fee of $0.4 million for the three months ended March 31, 2024 was unpaid and included in “Incentive management fees payable” in the accompanying Unaudited Consolidated Balance Sheet. For the year ended December 31, 2023, the Company did not accrue any Capital Gains Fees.
The Advisory Agreement had an initial term of two years. The Advisory Agreement was most recently re-approved on May 7, 2024 by our Board, including a majority of the directors who are not “interested persons” as defined in Section 2(a)(19) of the 1940 Act (the “Independent Directors”), and will continue automatically for successive one-year periods, provided that such continuance is specifically approved at least annually by (i) the vote of the Board, or by the vote of a majority of the outstanding voting securities of the Company and (ii) the vote of a majority of the Independent Directors. The Advisory Agreement may be terminated at any time, without the payment of any penalty, upon 60 days’ written notice, (i) by the vote of a majority of the outstanding voting securities of the Company or (ii) by the vote of the Board, or (iii) by the Adviser upon 90 days’ written notice. The Advisory Agreement will automatically terminate in the event of its “assignment” (as such term is defined for purposes of Section 15(a)(4) of the 1940 Act).
Payment of Expenses
All investment professionals of Barings and its staff, when and to the extent engaged in providing investment advisory and management services under the Advisory Agreement, and the compensation and routine overhead expenses of such personnel
62

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
allocable to such services, are provided and paid for by Barings and not by the Company. The Company bears all other costs and expenses of its operations and transactions, including, without limitation, those relating to:
organizational and offering expenses;
investment advisory and management fees payable under the Advisory Agreement;
all other non-investment advisory expenses incurred by the Company or Barings in connection with administering the Company’s business (including payments under the Administration Agreement based upon the Company’s allocable portion of Barings’ overhead in performing its obligations under the Administration Agreement, including rent and the allocable portion of the cost of the Company’s Chief Financial Officer and Chief Compliance Officer and their respective staffs); and
all other expenses of the Company’s operations and transactions, including those listed in the Advisory Agreement.
Administration Agreement
On June 24, 2020, the Company entered into the Administration Agreement with the Adviser. Under the terms of the Administration Agreement, the Adviser also provides the administrative services necessary for the Company to operate (in such capacity, the “Administrator”), including, but not limited to, office facilities, equipment, clerical, bookkeeping and record-keeping services at such office facilities and such other services as the Administrator, 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 Administrator 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, 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 reimburses 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 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 Administrator on behalf of the Company under the Administration Agreement include, but are not limited to:
• the allocable portion of the Administrator’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 Administrator 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 U.S. GAAP;
• all fees, costs and expenses associated with the engagement of a sub-administrator, if any; and
• costs associated with (a) the monitoring and preparation of regulatory reporting, including 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 months ended March 31, 2024 and 2023, the Company incurred and was invoiced by the Administrator expenses of approximately $0.2 million and $0.3 million, respectively. As of March 31, 2024, the administrative expenses of $0.2 million incurred during the three months ended March 31, 2024 were unpaid and included in “Administrative fees payable” in the accompanying Unaudited Consolidated Balance Sheet. As of December 31, 2023, the administrative expenses of $0.2 million incurred during the three months ended December 31, 2023 were unpaid and included in “Administrative fees payable” in the accompanying Consolidated Balance Sheet.
63

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
The Administration Agreement had an initial term of two years. The Administration Agreement was most recently re-approved on May 7, 2024 by our Board, including a majority of the Independent Directors, and will continue automatically for successive one-year periods so long as such continuance is specifically approved at least annually by the Board, including a majority of the Independent Directors. The Administration Agreement may be terminated at any time, without the payment of any penalty, by vote of the Board, or by the Adviser, upon 90 days’ written notice to the other party. The Administration Agreement may not be assigned by a party without the consent of the other party.
3. INVESTMENTS
Portfolio Composition
The Company predominately invests 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 products, bonds and other fixed income securities. Structured products include collateralized loan obligations and asset-backed securities. The Adviser’s existing SEC co-investment exemptive relief under the 1940 Act permits the Company and the Adviser’s affiliated private funds and SEC 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:
($ in thousands)CostPercentage of
Total Portfolio
Fair ValuePercentage of
Total Portfolio
Percentage of
Total
Net Assets
March 31, 2024:
Senior debt and 1st lien notes
$996,015 73 %$982,334 72 %147 %
Subordinated debt and 2nd lien notes
108,605 107,913 16 
Structured products28,657 27,744 
Equity shares176,427 13 207,185 15 31 
Equity warrants33 — 1,147 — — 
Investments in joint ventures50,132 36,725 
$1,359,869 100 %$1,363,048 100 %203 %
($ in thousands)CostPercentage of
Total Portfolio
Fair ValuePercentage of
Total Portfolio
Percentage of
Total
Net Assets
December 31, 2023:
Senior debt and 1st lien notes
$1,000,294 74 %$985,158 73 %151 %
Subordinated debt and 2nd lien notes
108,487 106,894 16 
Structured products29,479 26,173 
Equity shares162,731 12 192,641 14 30 
Equity warrants— 1,043 — — 
Investments in joint ventures51,123 37,212 
$1,352,116 100 %$1,349,121 100 %207 %
During the three months ended March 31, 2024, the Company made 10 new investments totaling $27.5 million and made investments in existing portfolio companies totaling $23.7 million.
During the three months ended March 31, 2023, the Company made 10 new investments totaling $36.7 million, made investments in existing portfolio companies totaling $19.8 million and made a $45.0 million equity co-investment alongside certain affiliates in a portfolio company that specializes in providing financing to plaintiff law firms engaged in mass tort and other civil litigation.
64

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Industry Composition
The industry composition of investments at fair value at March 31, 2024 and December 31, 2023 was as follows:
($ in thousands)March 31, 2024Percent
of
Portfolio
Percent of
Total Net
Assets
December 31, 2023Percent
of
Portfolio
Percent of
Total Net
Assets
Aerospace and Defense$84,035 6.2 %12.5 %$81,217 6.0 %12.5 %
Automotive18,403 1.3 2.8 16,830 1.2 2.6 
Banking, Finance, Insurance and Real Estate224,287 16.5 33.5 227,415 16.9 34.9 
Beverage, Food and Tobacco33,057 2.4 4.9 24,197 1.8 3.7 
Capital Equipment46,833 3.4 7.0 46,500 3.5 7.1 
Chemicals, Plastics, and Rubber29,105 2.1 4.4 25,679 1.9 3.9 
Construction and Building10,719 0.8 1.6 10,070 0.7 1.6 
Consumer Goods: Durable25,526 1.9 3.8 25,563 1.9 3.9 
Consumer Goods: Non-durable14,343 1.1 2.1 9,987 0.7 1.5 
Containers, Packaging and Glass22,927 1.7 3.4 23,032 1.7 3.5 
Energy: Electricity6,297 0.5 1.0 6,676 0.5 1.0 
Energy: Oil and Gas2,669 0.2 0.4 2,670 0.2 0.4 
Environmental Industries29,225 2.1 4.4 30,266 2.2 4.7 
Healthcare and Pharmaceuticals124,015 9.1 18.5 130,845 9.7 20.1 
High Tech Industries137,613 10.1 20.5 141,704 10.5 21.7 
Hotel, Gaming and Leisure21,572 1.6 3.2 19,595 1.5 3.0 
Investment Funds and Vehicles36,725 2.7 5.5 37,212 2.8 5.7 
Media: Advertising, Printing and Publishing32,578 2.4 4.9 32,570 2.4 5.0 
Media: Broadcasting and Subscription8,706 0.6 1.3 8,867 0.7 1.4 
Media: Diversified and Production46,497 3.4 6.9 45,924 3.4 7.1 
Services: Business216,121 15.9 32.3 201,007 14.9 30.8 
Services: Consumer69,268 5.1 10.3 69,643 5.2 10.7 
Structured Products33,667 2.5 5.0 32,763 2.4 5.0 
Telecommunications18,276 1.3 2.7 18,341 1.4 2.8 
Transportation: Cargo58,929 4.3 8.8 68,703 5.1 10.5 
Transportation: Consumer2,000 0.1 0.3 1,900 0.1 0.3 
Utilities: Electric9,655 0.7 1.4 9,945 0.7 1.5 
Total$1,363,048 100.0 %203.4 %$1,349,121 100.0 %206.9 %
Banff Partners LP
On February 18, 2021, the Company established a joint venture, Banff Partners LP (“Banff”), with a controlled affiliate of Alberta Investment Management Corporation to invest in senior secured, middle-market, private debt investments, syndicated senior secured loans and structured product investments. During the three months ended March 31, 2024, the Company held a 10.0% partnership interest in Banff. As of March 31, 2024, the cost and fair value of the Company’s investment in Banff was $14.6 million and $16.6 million, respectively. As of December 31, 2023, the cost and fair value of the Company's investment in Banff was $14.6 million and $16.2 million, respectively.
65

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
The total value of Banff’s investment portfolio was $143.7 million as of March 31, 2024, as compared to $146.5 million as of December 31, 2023. As of March 31, 2024, Banff’s investments had an aggregate cost of $150.8 million, as compared to $151.9 million as of December 31, 2023. As of March 31, 2024 and December 31, 2023, the Banff investment portfolio consisted of the following investments:
($ in thousands)CostPercentage of
Total Portfolio
Fair ValuePercentage of
Total Portfolio
March 31, 2024:
Senior debt and 1st lien notes
$146,901 97 %$139,697 97 %
Subordinated debt and 2nd lien notes
3,920 4,000 
$150,821 100 %$143,697 100 %
December 31, 2023:
Senior debt and 1st lien notes$147,990 97 %$142,490 97 %
Subordinated debt and 2nd lien notes3,917 3,987 
$151,907 100 %$146,477 100 %
As of March 31, 2024 and December 31, 2023, the weighted average yield on the principal amount of Banff’s outstanding debt investments other than non-accrual debt investments was approximately 10.5% and 10.6%, respectively.
The industry composition of Banff’s investments at fair value at March 31, 2024 and December 31, 2023 was as follows:
($ in thousands)March 31, 2024December 31, 2023
Aerospace and Defense$15,105 10.5 %$15,125 10.3 %
Banking, Finance, Insurance and Real Estate16,190 11.3 16,325 11.2 
Beverage, Food and Tobacco7,577 5.3 7,531 5.1 
Chemicals, Plastics, and Rubber1,937 1.3 1,269 0.9 
Construction and Building1,450 1.0 1,364 0.9 
Consumer Goods: Durable1,731 1.2 1,725 1.2 
Consumer Goods: Non-durable6,026 4.2 6,205 4.2 
Containers, Packaging and Glass6,459 4.5 6,607 4.5 
Healthcare and Pharmaceuticals16,635 11.6 17,205 11.8 
High Tech Industries20,898 14.5 20,942 14.3 
Media: Advertising, Printing and Publishing1,955 1.4 1,957 1.3 
Media: Diversified and Production4,274 3.0 4,306 2.9 
Services: Business21,536 15.0 21,900 15.0 
Services: Consumer12,291 8.5 12,509 8.5 
Telecommunications3,213 2.2 3,243 2.2 
Transportation: Cargo6,420 4.5 8,264 5.7 
Total$143,697 100 %$146,477 100 %
66

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
The geographic composition of Banff’s investments at fair value at March 31, 2024 and December 31, 2023 was as follows:
($ in thousands)March 31, 2024December 31, 2023
Australia$4,360 3.0 %$4,449 3.0 %
Belgium7,577 5.3 7,531 5.1 
Canada1,847 1.3 2,221 1.5 
France27,948 19.4 28,669 19.6 
Germany7,120 5.0 7,277 5.0 
Hong Kong6,179 4.3 6,033 4.1 
Netherlands9,182 6.4 9,193 6.3 
New Zealand2,462 1.7 2,596 1.8 
Singapore3,989 2.8 3,984 2.7 
United Kingdom20,282 14.1 20,401 13.9 
USA52,751 36.7 54,123 37.0 
Total$143,697 100.0 %$146,477 100 %
Banff’s credit facility with Wells Fargo Bank, N.A., which was non-recourse to the Company, initially closed on August 26, 2022 and had nil and $19.2 million outstanding as of March 31, 2024 and December 31, 2023, respectively. On March 20, 2024, Banff’s credit facility with Wells Fargo Bank, N.A. was terminated and fully repaid.
The Company may sell portions of its investments via assignment to Banff. Since inception, as of both March 31, 2024 and December 31, 2023, the Company had sold $187.9 million of its investments to Banff. As of both March 31, 2024 and December 31, 2023, the Company did not have any unsettled receivables due from Banff. 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 Banff 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 Banff as it is not a substantially wholly owned investment company subsidiary. In addition, Banff is not an operating company and the Company does not control Banff due to the allocation of voting rights among Banff members.
Thompson Rivers LLC
On April 28, 2020, Thompson Rivers LLC (“Thompson Rivers”) was formed as a Delaware limited liability company. Under Thompson Rivers’ current operating agreement, as amended to date, pursuant to which the Company became a party in June 2021, the Company has a capital commitment of $30.0 million of equity capital to Thompson Rivers, all of which has been funded as of March 31, 2024. As of March 31, 2024, aggregate commitments to Thompson Rivers by the Company and the other members under the current operating agreement total $450.0 million, all of which has been funded.
For the three months ended March 31, 2024 and 2023, Thompson Rivers declared $15.0 million and $57.0 million in dividends, respectively, of which nil was recognized as dividend income in the Company’s Unaudited Consolidated Statements of Operations. In addition, for the three months ended March 31, 2024 and 2023, the Company recognized $1.0 million and $3.8 million, respectively, of the dividends as a return of capital.
67

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
As of March 31, 2024, Thompson Rivers had $307.7 million in Ginnie Mae early buyout loans and $7.7 million in cash. As of December 31, 2023, Thompson Rivers had $366.7 million in Ginnie Mae early buyout loans and $7.1 million in cash. As of March 31, 2024, Thompson Rivers had 1,974 outstanding loans with an average unpaid balance of $0.2 million and weighted average coupon of 4.0%. As of December 31, 2023, Thompson Rivers had 2,305 outstanding loans with an average unpaid balance of $0.2 million and weighted average coupon of 4.0%.
As of March 31, 2024 and December 31, 2023, the Thompson Rivers investment portfolio consisted of the following investments:
($ in thousands)CostPercentage of
Total Portfolio
Fair ValuePercentage of
Total Portfolio
March 31, 2024:
Federal Housing Administration (“FHA”) loans$306,491 93 %$287,390 93 %
Veterans Affairs (“VA”) loans21,604 20,295 
$328,095 100 %$307,685 100 %
December 31, 2023:
Federal Housing Administration (“FHA”) loans$360,847 93 $342,240 93 
Veterans Affairs (“VA”) loans25,810 24,491 
$386,657 100 %$366,731 100 %
Thompson Rivers’ repurchase agreement with JPMorgan Chase Bank, which is non-recourse to the Company, had approximately $70.2 million and $83.5 million outstanding as of March 31, 2024 and December 31, 2023, respectively. Thompson Rivers’ repurchase agreement with Bank of America N.A., which is non-recourse to the Company, had approximately $144.1 million and $170.8 million outstanding as of March 31, 2024 and December 31, 2023, respectively. Thompson Rivers’ repurchase agreement with Barclays Bank, which is non-recourse to the Company, had approximately $45.1 million and $50.0 million outstanding as of March 31, 2024 and December 31, 2023, respectively.
The Company has determined that Thompson Rivers is an investment company under ASC Topic 946, Financial Services - Investment Companies, however, in accordance with such guidance, the Company will generally not consolidate its investment in a company other than a substantially wholly owned investment company subsidiary, which is an extension of the operations of the Company, or a controlled operating company whose business consists of providing services to the Company. The Company does not consolidate its interest in Thompson Rivers as it is not a substantially wholly owned investment company subsidiary. In addition, Thompson Rivers is not an operating company and the Company does not control Thompson Rivers due to the allocation of voting rights among Thompson Rivers members.
As of March 31, 2024 and December 31, 2023, Thompson Rivers had the following contributed capital and unfunded commitments from its members:
($ in thousands)
As of
 March 31, 2024
As of December 31, 2023
Total contributed capital by Barings Capital Investment Corporation (1)$32,318 $32,318 
Total contributed capital by all members (2)$482,083 $482,083 
Total unfunded commitments by Barings Capital Investment Corporation$— $— 
Total unfunded commitments by all members$— $— 
(1)Includes $2.3 million of dividend re-investments.
(2)Includes dividend re-investments of $32.1 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. Under Waccamaw River’s current operating agreement, as amended to date, pursuant to which the Company became a party in May 2021, the Company has a capital commitment of $25.0 million of equity capital to Waccamaw River, all of which has been funded (including approximately $1.7 million of recallable return of capital) as of March 31, 2024. As of March 31, 2024, aggregate commitments to Waccamaw River by the Company and the other members under the current operating agreement totaled $125.0 million, all of which has been funded (including $14.0 million of recallable return of capital).
68

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
For the three months ended March 31, 2024 and 2023, Waccamaw River declared nil and $3.6 million in dividends, respectively, of which nil and $0.7 million, respectively, was recognized as dividend income in the Company’s Unaudited Consolidated Statements of Operations.
As of March 31, 2024, Waccamaw River had $154.9 million in unsecured consumer loans and $7.2 million in cash. As of December 31, 2023, Waccamaw River had $182.3 million in unsecured consumer loans and $6.6 million in cash. As of March 31, 2024, Waccamaw River had 19,291 outstanding loans with an average loan size of $9,764, remaining average life to maturity of 38.2 months and weighted average interest rate of 12.8%. As of December 31, 2023, Waccamaw River had 21,435 outstanding loans with an average loan size of $10,338, remaining average life to maturity of 40.0 months and weighted average interest rate of 12.7%.
Waccamaw River’s secured loan borrowing with JPMorgan Chase Bank, N.A., which is non-recourse to the Company, had approximately $55.9 million and $71.0 million outstanding as of March 31, 2024 and December 31, 2023, respectively. Waccamaw River’s secured loan borrowing with Barclays Bank PLC, which is non-recourse to the Company, had approximately $38.0 million and $51.3 million outstanding as of March 31, 2024 and December 31, 2023, respectively.
The Company has determined that Waccamaw River is an investment company under ASC Topic 946, Financial Services - Investment Companies, however, in accordance with such guidance, the Company will generally not consolidate its investment in a company other than a substantially wholly owned investment company subsidiary, which is an extension of the operations of the Company, or a controlled operating company whose business consists of providing services to the Company. The Company does not consolidate its interest in Waccamaw River as it is not a substantially wholly owned investment company subsidiary. In addition, Waccamaw River is not an operating company and the Company does not control Waccamaw River due to the allocation of voting rights among Waccamaw River members.
As of March 31, 2024 and December 31, 2023, Waccamaw River had the following contributed capital and unfunded commitments from its members:
($ in thousands)
As of
March 31, 2024
As of December 31, 2023
Total contributed capital by Barings Capital Investment Corporation$26,730 $26,730 
Total contributed capital by all members (1)$139,020 $139,020 
Total unfunded commitments by Barings Capital Investment Corporation$— $— 
Total unfunded commitments by all members$— $— 
(1)    Includes $85.6 million of total contributed capital by related parties as of both March 31, 2024 and December 31, 2023.
Eclipse Business Capital Holdings LLC
On July 8, 2021, the Company made an equity investment in Eclipse Business Capital Holdings LLC (“Eclipse”) of $44.4 million, a second lien senior secured loan of $2.2 million and unfunded revolver of $6.7 million, alongside other related party affiliates. On August 12, 2022, the Company increased the unfunded revolver to $11.2 million. As of March 31, 2024 and December 31, 2023, $2.9 million and $2.7 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.
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 company. Thus, the Company is not required to consolidate Eclipse because it does not provide services to the Company. Instead the Company accounts for its equity investment in Eclipse in accordance with ASC 946-320, presented as a single investment measured at fair value.
69

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Rocade Holdings LLC
On February 1, 2023, the Company made an equity investment in Rocade Holdings LLC (“Rocade”) of $45.0 million, alongside other related party affiliates and made additional investments thereafter during the fiscal year ended December 31, 2023 of $5.5 million. The total equity invested in Rocade as of March 31, 2024 was $50.5 million (excluding preferred dividends) and the Company had $4.5 million of unfunded preferred equity commitments. Rocade conducts its business through Rocade LLC and operates as Rocade Capital. Rocade is one of the country’s leading litigation finance platforms that specializes in providing financing to plaintiff law firms engaged in mass tort and other civil litigation. Rocade typically provides loans to law firms that are secured by the borrowing firm’s interests in award settlements, including contingency fees expected to be earned from successful litigation. The loans generally bear floating rate PIK interest with an overall expected annualized return between 10% and 25% and collect debt service upon receipt of settlement awards and/or contingency fees. The addition of Rocade to the portfolio allows the Company to participate in an uncorrelated asset class that offer differentiated income returns as compared to directly originated loans. Rocade is led by a seasoned team of litigation finance experts.
The Company has determined that Rocade 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 company. Thus, the Company is not required to consolidate Rocade because it does not provide services to the Company. Instead the Company accounts for its equity investment in Rocade in accordance with ASC 946-320, presented as a single investment measured at fair value.
Valuation of Investments
The Adviser conducts the valuation of the Company’s investments, upon which the Company’s net asset value (“NAV”) is primarily based, in accordance with its valuation policy, as well as established and documented processes and methodologies for determining the fair values of portfolio company investments on a recurring (at least quarterly) basis in accordance with the 1940 Act and FASB ASC Topic 820, Fair Value Measurements and Disclosures (“ASC Topic 820”). The Company’s current valuation policy and processes were established by the Adviser and were 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. The fair value measurement assumes that the sale occurs in the principal market for the security, or in the absence of a principal market, in the most advantageous market for the security. If no market for the security exists or if the Company does not have access to the principal market, the security should be valued based on the sale occurring in a hypothetical market.
Under ASC Topic 820, there are three levels of valuation inputs, as follows:
Level 1 Inputs – include quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2 Inputs – include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.
Level 3 Inputs – include inputs that are unobservable and significant to the fair value measurement.
A financial instrument is categorized within the ASC Topic 820 valuation hierarchy based upon the lowest level of input to the valuation process that is significant to the fair value measurement. For example, a Level 3 fair value measurement may include inputs that are observable (Levels 1 and 2) and unobservable (Level 3). Therefore, unrealized appreciation and depreciation related to such investments categorized as Level 3 investments within the tables below may include changes in fair value that are attributable to both observable inputs (Levels 1 and 2) and unobservable inputs (Level 3).
The Company’s investment portfolio includes certain debt and equity instruments of privately held companies for which quoted prices or other observable inputs falling within the categories of Level 1 and Level 2 are generally not available. In such cases, the Adviser determines the fair value of the Company’s investments in good faith primarily using Level 3 inputs. In certain cases, quoted prices or other observable inputs exist, and if so, the Adviser 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.

70

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
There is no single approach 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 Board must determine fair value in good faith for any or all Company investments for which market quotations are not readily available. The Board has designated the Adviser as valuation designee to perform the fair value determinations relating to the value of the assets held by the Company for which market quotations are not readily available. 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 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.
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 that of 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. If the Adviser’s pricing committee disagrees with the price range provided, it may make a fair value recommendation to the Adviser that is outside of the range provided by the independent valuation provider 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.
Valuation Inputs
The Adviser’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 Adviser’s market assumptions. The Adviser’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,
71

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
the Adviser will utilize alternative approaches such as broker quotes or manual prices. The Adviser 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 Investments in Banff, Thompson Rivers and Waccamaw River
As Banff, Thompson Rivers and Waccamaw River are investment companies with no readily determinable fair values, the Adviser estimates the fair value of the Company’s investments in these entities using the NAV of each company and the Company’s ownership percentage as a practical expedient. The NAV is determined in accordance with the specialized accounting guidance for investment companies.
Level 3 Unobservable Inputs
The following tables summarize the significant unobservable inputs the Adviser used in the valuation of the Company’s Level 3 debt and equity securities as of March 31, 2024 and December 31, 2023. The weighted average range of unobservable inputs is based on fair value of investments.
March 31, 2024
($ in thousands)(3)
Fair ValueValuation
Model
Level 3
Input
Range of
Inputs
Weighted
Average
Impact to Valuation from an Increase in Input
Senior debt and 1st lien notes(1)
$844,660 Yield AnalysisMarket Yield6.1% – 27.0%10.9%Decrease
10,163 Market ApproachAdjusted EBITDA Multiple1.2x – 12.5x9.3xIncrease
79,471 Recent TransactionTransaction Price95.6% – 100.0%98.0%Increase
Subordinated debt and 2nd lien notes(2)
87,205 Yield AnalysisMarket Yield9.0% – 17.7%12.7%Decrease
10,166 Market ApproachAdjusted EBITDA Multiple6.0x – 11.0x8.5xIncrease
1,875 Recent TransactionTransaction Price100.0%100.0%Increase
Equity shares(4)
16,103 Yield AnalysisMarket Yield10.5% – 14.2%13.0%Decrease
162,274 Market ApproachAdjusted EBITDA Multiple5.5x – 27.5x11.1xIncrease
1,353 Market ApproachRevenue Multiple6.0x – 9.3x6.5xIncrease
8,027 Discounted Cash Flow AnalysisDiscount Rate14.5%14.5%Decrease
2,357 Net Asset ApproachLiabilities$(64,894.6)$(64,894.6)Decrease
749 Recent TransactionTransaction Price$0.00 – $1,037.50$438.67Increase
Equity Warrants1,102 Market ApproachAdjusted EBITDA Multiple6.3x – 12.5x7.7xIncrease
(1) Excludes investments with an aggregate fair value amounting to $11,856, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(2) Excludes investments with an aggregate fair value amounting to $5,821, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(3) For structured products, investments with an aggregate fair value amounting to $15,801, were valued by the Adviser using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(4) Excludes investments with an aggregate fair value amounting to $2,670, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.






72

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)

During the three months ended March 31, 2024, one equity position with a fair value of $7.1 million transitioned from a market approach to a yield analysis valuation model. In addition, one senior debt and first lien note position with a fair value of $2.7 million transitioned from a yield analysis to a market approach valuation model. The changes in approach were driven by considerations given to the financial performance of each portfolio company.
December 31, 2023
($ in thousands)(3)
Fair ValueValuation
Model
Level 3
Input
Range of
Inputs
Weighted
Average
Impact to Valuation from an Increase in Input
Senior debt and 1st lien notes(1)
$844,635 Yield AnalysisMarket Yield7.8% – 19.6%11.2%Decrease
7,247 Market ApproachAdjusted EBITDA Multiple1.1x – 12.5x3.5xIncrease
84,483 Recent TransactionTransaction Price97.0% – 100.0%97.9%Increase
Subordinated debt and 2nd lien notes(2)
85,803 Yield AnalysisMarket Yield8.5% – 18.9%13.1%Decrease
4,986 Market ApproachAdjusted EBITDA Multiple11.0x11.0xIncrease
670 Recent TransactionTransaction Price98.0%98.0%Increase
Equity shares(4)
8,788 Yield AnalysisMarket Yield14.6%14.6%Decrease
162,996 Market ApproachAdjusted EBITDA Multiple4.8x – 30.0x11.2xIncrease
1,390 Market ApproachRevenue Multiple6.5x – 9.5x6.8xIncrease
6,080 Discounted Cash Flow AnalysisDiscount Rate14.2%14.2%Decrease
2,131 Net Asset ApproachLiabilities$(55,281.8)$(55,281.8)Decrease
5,203 Recent TransactionTransaction Price$1.00 – $10.00$9.64Increase
Equity Warrants1,043 Market ApproachAdjusted EBITDA Multiple6.3x – 12.5x7.5xIncrease
(1) Excludes investments with an aggregate fair value amounting to $12,714, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(2) Excludes investments with an aggregate fair value amounting to $5,392, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(3) For structured products, investments with an aggregate fair value amounting to $14,915, were valued by the Adviser using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(4) Excludes investments with an aggregate fair value amounting to $5,975, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
During the year ended December 31, 2023, one equity position with a fair value of $2.6 million and four senior debt and first lien note positions with a fair value of $7.1 million transitioned from a yield analysis to a market approach valuation model. In addition, one structured product position with a fair value of $6.5 million transitioned from a discounted cash flow analysis to a broker quote valuation model. The changes in approach were driven by considerations given to the financial performance of each portfolio company.






73

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
The following tables present the Company’s investment portfolio at fair value as of March 31, 2024 and December 31, 2023, categorized by the ASC Topic 820 valuation hierarchy, as previously described:
 Fair Value as of March 31, 2024
($ in thousands)Level 1Level 2Level 3Total
Senior debt and 1st lien notes
$— $36,184 $946,150 $982,334 
Subordinated debt and 2nd lien notes
— 2,846 105,067 107,913 
Structured products— 11,943 15,801 27,744 
Equity shares9,936 3,716 193,533 207,185 
Equity warrants45 — 1,102 1,147 
Investments subject to leveling$9,981 $54,689 $1,261,653 $1,326,323 
Investments in joint ventures (1)36,725 
$1,363,048 
 Fair Value as of December 31, 2023
($ in thousands)Level 1Level 2Level 3Total
Senior debt and 1st lien notes
$— $36,079 $949,079 $985,158 
Subordinated debt and 2nd lien notes
— 10,043 96,851 106,894 
Structured products— 11,258 14,915 26,173 
Equity shares78 — 192,563 192,641 
Equity warrants— — 1,043 1,043 
Investments subject to leveling$78 $57,380 $1,254,451 $1,311,909 
Investment in joint ventures (1)$37,212 
$1,349,121 
(1)The Company’s investments in Banff, Thompson Rivers and Waccamaw River 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.
74

Barings Capital Investment Corporation
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 three months ended March 31, 2024 and 2023:
Three Months Ended
March 31, 2024:
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity SharesEquity WarrantsTotal
Fair value, beginning of period$949,079 $96,851 $14,915 $192,563 $1,043 $1,254,451 
New investments36,126 12,535 — 2,599 — 51,260 
Investment restructuring(13,015)— — — — (13,015)
Transfers into (out of) Level 3, net— — — (3,305)— (3,305)
Proceeds from sales of investments(129)— — — — (129)
Loan origination fees received(545)(281)— — — (826)
Principal repayments received(24,253)(5,480)(799)— — (30,532)
Payment-in-kind interest/dividends386 692 — 1,559 — 2,637 
Accretion of loan premium/discount95 27 — — — 122 
Accretion of deferred loan origination revenue1,205 82 — — — 1,287 
Realized gain (loss)(4,217)— — — — (4,217)
Unrealized appreciation (depreciation)1,418 641 1,685 117 59 3,920 
Fair value, end of period$946,150 $105,067 $15,801 $193,533 $1,102 $1,261,653 
Three Months Ended
March 31, 2023:
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity SharesEquity WarrantsTotal
Fair value, beginning of period$872,193 $97,805 $14,210 $112,878 $476 $1,097,562 
New investments54,252 683 — 45,971 — 100,906 
Transfers into (out of) Level 3, net— — 1,767 — — 1,767 
Proceeds from sales of investments— — — — — — 
Loan origination fees received(1,495)(20)— — — (1,515)
Principal repayments received(13,531)(449)(806)— — (14,786)
Payment-in-kind interest/dividends583 826 — — — 1,409 
Accretion of loan premium/discount95 33 — — — 128 
Accretion of deferred loan origination revenue1,028 70 — — — 1,098 
Realized gain (loss)(224)— — — — (224)
Unrealized appreciation (depreciation)3,174 1,313 379 4,863 15 9,744 
Fair value, end of period$916,075 $100,261 $15,550 $163,712 $491 $1,196,089 
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 depreciation on Level 3 investments of $0.6 million during the three months ended March 31, 2024 was related to portfolio company investments that were still held by the Company as of March 31, 2024. Pre-tax net unrealized appreciation on Level 3 investments of $9.5 million during the three months ended March 31, 2023 was related to portfolio company investments that were still held by the Company as of March 31, 2023.
75

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
During the three months ended March 31, 2024, the Company made investments of approximately $31.0 million in portfolio companies to which it was not previously contractually committed to provide such financing. During the three months ended March 31, 2024, the Company made investments of $20.3 million in portfolio companies to which it was previously committed to provide such financing.
During the three months ended March 31, 2023, the Company made investments of approximately $91.6 million in portfolio companies to which it was not previously contractually committed to provide such financing. During the three months ended March 31, 2023, the Company made investments of $9.8 million in portfolio companies to which it was previously committed to provide such financing.
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 purchase 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 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. As of March 31, 2024, the Company does not “Control” any of its portfolio companies for the purposes of the 1940 Act. Under the 1940 Act, the Company is deemed to be an Affiliated Person of a company in which the Company has invested if it owns at least 5.0%, but no more than 25.0%, of the outstanding voting securities of such company.
Cash and Foreign Currencies
Cash consists of deposits held at a custodian bank. Cash is carried at cost, which approximates fair value. The Company places its cash with financial institutions and, at times, cash may exceed insured limits under applicable law.
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, 2024 and December 31, 2023, the Company had three portfolio companies and one portfolio company, respectively, with investments that were on non-accrual.
Dividend income on preferred equity securities is recorded on the accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected. Dividend income on common equity is recorded on the ex-dividend date.
76

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Payment-in-Kind Interest
The Company currently holds, and expects to hold in the future, some loans in its portfolio that contain PIK interest provisions. PIK interest, computed at the contractual rate specified in each loan agreement, is periodically added to the principal balance of the loan, rather than being paid to 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.
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, covenant waiver fees and loan amendment fees, and are recorded as investment income when earned.
Fee income for the three months ended March 31, 2024 and 2023 was as follows:
Three Months EndedThree Months Ended
($ in thousands)March 31, 2024March 31, 2023
Recurring Fee Income:
Amortization of loan origination fees$996 $928 
Management, valuation and other fees229 336 
Total Recurring Fee Income1,225 1,264 
Non-Recurring Fee Income:
Acceleration of unamortized loan origination fees297 201 
Advisory, loan amendment and other fees74 221 
Total Non-Recurring Fee Income371 422 
Total Fee Income$1,596 $1,686 
General and Administrative Expenses
Other general and administrative expenses include bank service fees and expenses reimbursable to the Adviser under the terms of the Administration Agreement and other costs related to operating the Company.
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.
Segments
The Company lends to and invests in customers in various industries. The Company separately evaluates the performance of each of its lending and investment relationships. However, because each of these loan and investment relationships has
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Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
similar business and economic characteristics, they have been aggregated into a single lending and investment segment. All applicable segment disclosures are included in or can be derived from the Company’s financial statements.
Concentration of Credit Risk
As of both March 31, 2024 and December 31, 2023, there were no individual investments representing greater than 10% of the fair value of the Company’s portfolio. As of March 31, 2024 and December 31, 2023, the Company’s largest single portfolio company investment represented approximately 5.6% and 5.7%, respectively, of the fair value of the Company’s portfolio. 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.
As of March 31, 2024, all of the Company’s assets were or will be pledged as collateral for the ING Credit Facility.
Investments Denominated in Foreign Currency
As of March 31, 2024 the Company held 12 investments that were denominated in Australian dollars, two investments that were denominated in Canadian dollars, one investment that was denominated in Danish kroner, two investments that were denominated in New Zealand dollars, one investment that was denominated in Norwegian kroner, 60 investments that were denominated in Euros, two investments that were denominated in Swiss francs, one investment that was denominated in Swedish kronor and 23 investments that were denominated in British pounds sterling. As of December 31, 2023, the Company held 12 investments that were denominated in Australian dollars, two investments that were denominated in Canadian dollars, one investment that was denominated in Danish kroner, two investments that were denominated in New Zealand dollars, one investment that was denominated in Norwegian kroner, 58 investments that were denominated in Euros, two investments that were denominated in Swiss francs, one investment that was denominated Swedish kronor and 23 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 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 three months ended March 31, 2024 and March 31, 2023, the Company entered into forward currency contracts primarily to help mitigate the impact that an adverse change in foreign exchange rates would have on the Company’s investments denominated in foreign currencies. Net unrealized appreciation or depreciation on foreign currency contracts are included in “Net unrealized appreciation (depreciation) - forward currency contracts” and net realized gains or losses on forward currency contracts are included in “Net realized gains (losses) - forward currency contracts” 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). 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
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Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
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 (or later if the Company is permitted to elect and so elects) 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. For the three months ended March 31, 2024 and 2023, the Company recorded net expenses of $0.2 million and $23.5 thousand, respectively, for U.S. federal excise 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 2020-2022), 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 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 March 31, 2024 and December 31, 2023 was approximately $1,352.6 million and $1,344.7 million, respectively. As of March 31, 2024, net unrealized appreciation on the Company’s investments (tax basis) was approximately $22.0 million, consisting of gross unrealized appreciation, where the fair value of the Company’s investments exceeds their tax cost, of approximately $71.2 million and gross unrealized depreciation, where the tax cost of the Company’s investments exceeds their fair value, of approximately $49.2 million. As of December 31, 2023, net unrealized appreciation on the Company’s investments (tax basis) was approximately $2.6 million, consisting of gross unrealized appreciation, where the fair value of the Company’s investments exceeds their tax cost, of approximately $63.2 million and gross unrealized depreciation, where the tax cost of the Company’s investments exceeds their fair value, of approximately $60.6 million.
In addition, the Company has a wholly-owned taxable subsidiary (the “Taxable Subsidiary”), which holds certain portfolio investments that are listed on the Unaudited and Audited Consolidated Schedules of Investments. The Taxable Subsidiary is consolidated for financial reporting purposes, such that the Company’s consolidated financial statements reflect the Company’s investments in the portfolio companies owned by the Taxable Subsidiary. The purpose of the Taxable Subsidiary is to permit the Company to hold certain portfolio companies that are organized as limited liability companies (“LLCs”) (or other forms of pass-through entities) and still satisfy the RIC tax requirement that at least 90% of the RIC’s gross revenue for income tax purposes must consist of qualifying investment income. Absent the Taxable Subsidiary, a proportionate amount of any gross income of an LLC (or other pass-through entity) portfolio investment would flow through directly to the RIC. To the extent that such income did not consist of qualifying investment income, it could jeopardize the Company’s ability to qualify as a RIC and therefore cause the Company to incur significant amounts of federal income taxes. When LLCs (or other pass-through entities) are owned by the Taxable Subsidiary, their income is taxed to the Taxable Subsidiary and does not flow through to the RIC, thereby helping the Company preserve its RIC tax treatment and resultant tax advantages. The Taxable Subsidiary is not consolidated for income tax purposes and may generate income tax expense or benefit as a result of its 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 Subsidiary (net of unrealized depreciation related to portfolio investments held by the Taxable Subsidiary), is reflected net of applicable federal and state income taxes, if any, in the Company’s Unaudited 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, 2024 and December 31, 2023, the Company recorded a net deferred tax liability of $0.7 million and $0.8 million, respectively, pertaining to operating losses and tax basis differences related to certain partnership interests.
79

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
5. BORROWINGS
The Company had the following borrowings outstanding as of March 31, 2024 and December 31, 2023:
Issuance Date
($ in thousands)
Maturity DateInterest Rate as of March 31, 2024March 31, 2024December 31, 2023
Credit Facility:
January 15, 2021April 30, 20267.398%642,422 $644,463 
Total Credit Facility$642,422 $644,463 
Notes:
February 22, 2022February 22, 20274.750%$100,000 $100,000 
(Less: Deferred financing fees)(145)(157)
Total Notes$99,855 $99,843 
The Company is required to meet an asset coverage ratio, defined under the 1940 Act as the ratio of the Company’s total assets (less all liabilities and indebtedness not represented by senior securities) to its outstanding senior securities, of at least 150% after each issuance of senior securities. The Company’s asset coverage ratio was 189.8% as of March 31, 2024.
ING Capital Credit Facility
On January 15, 2021, the Company entered into the ING Credit Facility with ING Capital LLC (“ING”), as administrative agent, and the lenders party thereto. The initial commitments under the ING Credit Facility totaled $65.0 million.
On April 30, 2021, the Company amended and restated the credit agreement governing the ING Credit Facility to increase the total commitments under the facility to $325.0 million and include a $25.0 million letter of credit sub-facility. On July 22, 2021, the Company entered into an incremental commitment and assumption agreement to increase the aggregate commitments under the ING Credit Facility to $500.0 million. As amended as of March 31, 2022, the Company had aggregate commitments from lenders of $500.0 million under the ING Credit Facility, the maximum commitment then allowed under the ING Credit Facility. On April 25, 2022, the Company amended the ING Credit Facility to, among other things, (i) increase total commitments from lenders to $625.0 million from $500.0 million, (ii) upsize the accordion feature under the ING Credit Facility to allow for an increase in aggregate commitments thereunder from new and existing lenders on the same terms and conditions as the existing commitments up to a total of $800.0 million, subject to certain conditions and the satisfaction of specified financial covenants, and (iii) replace the LIBOR benchmark provisions under the ING Credit Facility with SOFR benchmark provisions. On October 13, 2022, the Company amended the ING Credit Facility to increase total commitments from lenders to $710.0 million from $625.0 million.
The Company can borrow foreign currencies directly under the ING Credit Facility. The ING Credit Facility is secured primarily by a material portion of the Company’s present and future property and assets and is guaranteed by certain of the Company’s subsidiaries. The revolving period under the ING Credit Facility terminates on April 30, 2025, and the final maturity date of the ING Credit Facility is scheduled for April 30, 2026.
Borrowings under the ING Credit Facility bear interest on a per annum basis equal to (i) for borrowings denominated in U.S. Dollars, subject to the Company’s election, (a) the alternate base rate plus 1.15% or (b) the term SOFR plus 2.15% plus a credit spread adjustment of 0.10% for borrowings with an interest period of one month, 0.15% for borrowings with and interest period of three months or 0.25% for borrowings with an interest period of six months, with the term SOFR plus credit spread adjustment subject to a 0.00% floor, (ii) for borrowings denominated in Pounds Sterling, Swiss Francs, Euros, Canadian Dollars, Danish Kroner, Norwegian Kroner or Swedish Kronor, the adjusted eurocurrency rate plus 2.15%, (iii) for borrowings denominated in Australian Dollars, the adjusted eurocurrency rate plus 2.35%, or (iv) for borrowings denominated in New Zealand Dollars, the adjusted eurocurrency rate plus 2.45%. The alternate base rate is equal to the greatest of (i) the prime rate, (ii) the federal funds rate plus 0.50%, (iii) the overnight bank funding rate plus 0.50%, (iv) one-month term SOFR plus 1.00% plus a credit spread adjustment of 0.10% and (v) 1.00%. The adjusted eurocurrency rate is equal to the eurocurrency rate for the applicable interest period plus any applicable statutory reserve rate for such interest period, subject to a 0.00% floor. The Company pays a commitment fee on undrawn amounts under the ING Credit Facility.
The ING Credit Facility contains certain affirmative and negative covenants, including but not limited to (i) maintaining minimum stockholders’ equity, (ii) maintaining a minimum asset coverage ratio of (a) 150% at any time that more than 70% of the total fair value of the Company’s portfolio comprises cash, cash equivalents, long-term U.S. government securities or first lien loans to portfolio companies, or (b) 167% or 200% at specified concentrations of such assets at amounts less than or equal
80

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
to 70% of the total fair value of the Company’s portfolio, (iii) meeting a minimum liquidity test, (iv) meeting a minimum net worth test, and (v) maintaining the Company’s status as a RIC under the Code and as a BDC under the 1940 Act. The ING 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, certain change of control events, and the occurrence of a material adverse effect. The ING 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. ING and other lenders under the ING Credit Facility, and their respective affiliates, may from time to time receive customary fees and expenses in the performance of investment banking, financial advisory or other services for the Company. As of March 31, 2024, the Company was in compliance with all covenants of the ING Credit Facility.
The Company, one of its subsidiaries, BCIC Holdings, Inc., ING, as administrative agent, the financing agents and designated indebtedness holders that become parties thereto and ING, as collateral agent, also entered into a guarantee, pledge and security agreement, dated as of January 15, 2021, pursuant to which the Company’s obligations under the ING Credit Facility are secured by a first-priority security interest (subject to certain exceptions) in substantially all of the Company’s and its subsidiary guarantors’ present and future property and assets.
As of March 31, 2024, the Company had U.S. dollar borrowings of $533.0 million under the ING Credit Facility with an interest rate of 7.569% (with Term SOFR borrowings subject to one month SOFR of 5.319%), borrowings denominated in British pounds sterling of £31.2 million ($39.4 million U.S. dollars) with an interest rate of 7.371% (one month SONIA of 5.221%), borrowings denominated in Euros of €61.5 million ($66.4 million U.S. dollars) with an interest rate of 6.088% (one month EURIBOR of 3.938%) and borrowings denominated in Australian Dollars of A$5.5 million ($3.6 million U.S. dollars) with an interest rate of 6.650% (one month AUD Screen Rate of 4.300%). 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 ING 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, 2023, the Company had U.S. dollar borrowings of $533.0 million under the ING Credit Facility with an interest rate of 7.584% (with Term SOFR borrowings subject to one month SOFR of 5.334%), borrowings denominated in British pounds sterling of £31.2 million ($39.8 million U.S. dollars) with an interest rate of 7.370% (one month SONIA of 5.220%), borrowings denominated in Euros of €61.5 million ($67.9 million U.S. dollars) with an interest rate of 6.025% (one month EURIBOR of 3.875%) and borrowings denominated in Australian Dollars of A$5.5 million ($3.8 million U.S. dollars) with an interest rate of 6.650% (one month AUD Screen Rate of 4.300%). The borrowings denominated in foreign currencies were translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
As of March 31, 2024 and December 31, 2023, the fair values of the borrowings outstanding under the ING Credit Facility were $642.4 million and $644.5 million, respectively. The fair values of the borrowings outstanding under the ING Credit Facility are based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
February 2027 Notes
On February 22, 2022, the Company entered into a Note Purchase Agreement (the “February 2022 NPA”) governing the issuance of $100.0 million in aggregate principal amount of senior unsecured notes due February 22, 2027 (the “February 2027 Notes”), in each case, to qualified institutional investors in a private placement. The February 2027 Notes were delivered and paid for on February 22, 2022.
The February 2027 Notes, for which the Company was required to obtain an initial rating by June 30, 2022, have a fixed interest rate of 4.75% per year, subject to a step up of 0.75% per year, to the extent the February 2027 Notes fail to satisfy certain investment grade rating conditions.
The February 2027 Notes will mature on February 22, 2027 unless redeemed, purchased or prepaid prior to such date by the Company in accordance with the terms of the February 2022 NPA. Interest on the February 2027 Notes will be due semiannually in February and August of each year, beginning in August 2022. In addition, the Company is obligated to offer to repay the February 2027 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 2022 NPA, the Company may redeem the February 2027 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 22, 2026, a make-whole premium.
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Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
The February 2022 NPA contains certain representations and warranties, and various covenants and reporting requirements customary for agreements of this type, 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, liens, restricted payments, and investments. In addition, the February 2022 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 stockholders, 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 2022 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, if any, 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 2027 Notes at the time outstanding may declare all February 2027 Notes then outstanding to be immediately due and payable.
The Company’s obligations under the February 2022 NPA are general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by the Company. As of March 31, 2024, the Company was in compliance with all covenants under the February 2022 NPA.
The February 2027 Notes were offered in reliance on Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”). The February 2027 Notes have not and will not be registered under the Securities Act or any state securities laws and, unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act, as applicable.
As of March 31, 2024 and December 31, 2023, the fair values of the February 2027 Notes were $92.1 million and $90.2 million, respectively. The fair value determinations of the February 2027 Notes were based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
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Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
6. DERIVATIVE INSTRUMENTS
The Company enters into forward currency contracts from time to time to primarily help mitigate the impact that an adverse change in foreign exchange rates would have on net interest income from the Company’s investments and related borrowings denominated in foreign currencies. Forward currency contracts are considered undesignated derivative instruments.
The following tables present the Company’s foreign currency forward contracts as of March 31, 2024 and December 31, 2023:
As of March 31, 2024
Description
($ in thousands)
Notional Amount to be PurchasedNotional Amount to be SoldMaturity DateGross Amount of Recognized Assets (Liabilities)Balance Sheet Location of Net Amounts
Foreign currency forward contract (AUD)A$37,920$24,76804/08/24$(25)Derivative liabilities
Foreign currency forward contract (AUD)$571A$87204/08/24Derivative assets
Foreign currency forward contract (AUD)$25,161A$37,04804/08/24987 Derivative assets
Foreign currency forward contract (AUD)$25,112A$38,35007/08/2425 Derivative assets
Foreign currency forward contract (CAD)C$252$18904/08/24(3)Derivative liabilities
Foreign currency forward contract (CAD)C$5,633$4,14804/08/2416 Derivative assets
Foreign currency forward contract (CAD)$83C$11304/08/24— Derivative liabilities
Foreign currency forward contract (CAD)$4,342C$5,77204/08/2476 Derivative assets
Foreign currency forward contract (CAD)$4,213C$5,71507/08/24(16)Derivative liabilities
Foreign currency forward contract (DKK)4,058kr.$58904/08/24(1)Derivative liabilities
Foreign currency forward contract (DKK)$1280kr.04/08/24— Derivative assets
Foreign currency forward contract (DKK)$5873,978kr.04/08/2411 Derivative assets
Foreign currency forward contract (DKK)$5944,077kr.07/08/24Derivative assets
Foreign currency forward contract (EUR)€95,644$103,47104/08/24(155)Derivative liabilities
Foreign currency forward contract (EUR)$3,430€3,16404/08/2412 Derivative assets
Foreign currency forward contract (EUR)$101,716€92,48004/08/241,818 Derivative assets
Foreign currency forward contract (EUR)$107,123€98,65107/08/24158 Derivative assets
Foreign currency forward contract (GBP)£1,056$1,33504/08/24(1)Derivative liabilities
Foreign currency forward contract (GBP)£15,862$20,02504/08/2413 Derivative assets
Foreign currency forward contract (GBP)$1,254£98204/08/2414 Derivative assets
Foreign currency forward contract (GBP)$20,135£15,93604/08/24Derivative assets
Foreign currency forward contract (GBP)$21,094£16,70107/08/24(14)Derivative liabilities
Foreign currency forward contract (NZD)NZ$10,224$6,14104/08/24(25)Derivative liabilities
Foreign currency forward contract (NZD)$6,401NZ$10,22404/08/24285 Derivative assets
Foreign currency forward contract (NZD)$6,210NZ$10,33810/10/2325 Derivative assets
Foreign currency forward contract (NOK)21,883kr$2,03204/08/24(15)Derivative liabilities
Foreign currency forward contract (NOK)$40429kr04/08/24Derivative assets
Foreign currency forward contract (NOK)$2,08321,453kr04/08/24105 Derivative assets
Foreign currency forward contract (NOK)$2,03821,901kr07/08/2415 Derivative assets
Foreign currency forward contract (SEK)16,338kr$1,54104/08/24(12)Derivative liabilities
Foreign currency forward contract (SEK)$32330kr04/08/24Derivative assets
Foreign currency forward contract (SEK)$1,57616,008kr04/08/2478 Derivative assets
Foreign currency forward contract (SEK)$1,54916,363kr07/08/2412 Derivative assets
Foreign currency forward contract (CHF)1,691Fr.$1,87004/08/24Derivative assets
Foreign currency forward contract (CHF)$2,0131,691Fr.04/08/24134 Derivative assets
Foreign currency forward contract (CHF)$1,9211,720Fr.07/08/24(9)Derivative liabilities
Total$3,525 
83

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
As of December 31, 2023
Description
($ in thousands)
Notional Amount to be PurchasedNotional Amount to be SoldMaturity DateGross Amount of Recognized Assets (Liabilities)Balance Sheet Location of Net Amounts
Foreign currency forward contract (AUD)$22,960A$35,90701/10/24(1,568)Derivative liabilities
Foreign currency forward contract (AUD)$569A$86701/10/24(23)Derivative liabilities
Foreign currency forward contract (CAD)$4,087C$5,57701/10/24(137)Derivative liabilities
Foreign currency forward contract (CAD)$182C$24501/10/24(4)Derivative liabilities
Foreign currency forward contract (DKK)$5483,873kr.01/10/24(27)Derivative liabilities
Foreign currency forward contract (DKK)$17120kr.01/10/24(1)Derivative liabilities
Foreign currency forward contract (EUR)$93,155€88,30501/10/24(4,541)Derivative liabilities
Foreign currency forward contract (EUR)$7,409€6,84001/10/24(158)Derivative liabilities
Foreign currency forward contract (GBP)$18,602£15,32801/10/24(927)Derivative liabilities
Foreign currency forward contract (NZD)$5,813NZ$9,76001/10/24(373)Derivative liabilities
Foreign currency forward contract (NZD)$126NZ$21501/10/24(10)Derivative liabilities
Foreign currency forward contract (NOK)$1,946kr21,02401/10/24(130)Derivative liabilities
Foreign currency forward contract (SEK)$1,52316,000kr01/10/24(69)Derivative liabilities
Foreign currency forward contract (CHF)$1,8431,672Fr.01/10/24(148)Derivative liabilities
Total$(8,116)
As of March 31, 2024 and December 31, 2023, the total fair value of the Company’s foreign currency forward contracts was $3.5 million and $(8.1) 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.
7. COMMITMENTS AND CONTINGENCIES
As of both March 31, 2024 and December 31, 2023, the Company had $568.7 million in total capital commitments from investors of which $5.0 million was from C.M. Life Insurance Company, an affiliate of MassMutual and the Adviser, and $95.0 million was from MassMutual. As of both March 31, 2024 and December 31, 2023, all commitments have been funded.
In the normal course of business, the Company is party to financial instruments with off-balance sheet risk, consisting primarily of unused commitments to extend financing to the Company’s portfolio companies. Since commitments may expire without being drawn upon, the total commitment amount does not necessarily represent future cash requirements. As of March 31, 2024, the Company believed that it had adequate financial resources to satisfy its unfunded commitments. The balances of unused commitments to extend financing as of March 31, 2024 and December 31, 2023 were as follows:
Portfolio Company
($ in thousands)
Investment TypeMarch 31, 2024December 31, 2023
Accurus Aerospace Corporation(1)(2)Revolver$184 $254 
AD Bidco, Inc.(1)Delayed Draw Term Loan1,174 — 
AD Bidco, Inc.(1)Revolver434 — 
Adhefin International(1)(2)(3)Delayed Draw Term Loan410 419 
AirX Climate Solutions, Inc.(1)Delayed Draw Term Loan236 236 
AirX Climate Solutions, Inc.(1)Revolver80 96 
AlliA Insurance Brokers NV(1)(3)Delayed Draw Term Loan1,598 1,634 
Americo Chemical Products, LLC(1)Revolver471 471 
Amtech LLC(1)(2)Revolver263 145 
Aquavista Watersides 2 LTD(1)(2)(4)Capex / Acquisition Facility659 665 
Arc Education(1)(3)Delayed Draw Term Loan1,263 1,291 
Argus Bidco Limited(1)(2)(4)CAF Term Loan180 271 
ASC Communications, LLC(1)Revolver658 659 
Astra Bidco Limited(1)(2)(4)Delayed Draw Term Loan402 471 
ATL II MRO Holdings Inc.(1)(2)Revolver1,250 1,250 
Avance Clinical Bidco Pty Ltd(1)(2)(5)Delayed Draw Term Loan939 982 
84

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)
Investment TypeMarch 31, 2024December 31, 2023
Azalea Buyer, Inc.(1)(2)Delayed Draw Term Loan429 429 
Azalea Buyer, Inc.(1)(2)Revolver321 321 
Beyond Risk Management, Inc.(1)Delayed Draw Term Loan2,007 2,007 
Biolam Group(1)(2)(3)Delayed Draw Term Loan983 1,006 
Bounteous, Inc.(1)(2)Delayed Draw Term Loan— 2,580 
Brightpay Limited(1)(2)(3)Delayed Draw Term Loan123 126 
BrightSign LLC(1)(2)Revolver143 238 
CAi Software, LLC(1)(2)Revolver707 707 
Cascade Residential Services LLC(1)Delayed Draw Term Loan754 993 
Cascade Residential Services LLC(1)Revolver165 165 
CCFF Buyer, LLC(1)(2)Delayed Draw Term Loan2,027 — 
CCFF Buyer, LLC(1)(2)Revolver608 — 
CGI Parent, LLC(1)(2)Revolver1,653 1,653 
Comply365, LLC(1)(2)Revolver556 556 
Coyo Uprising GmbH(1)(2)(3)Delayed Draw Term Loan511 523 
CSL DualCom(1)(4)Capex / Acquisition Term Loan185 187 
DataServ Integrations, LLC(1)Revolver481 481 
DecksDirect, LLC(1)(2)Revolver169 381 
DISA Holdings Corp.(1)Delayed Draw Term Loan— 714 
DISA Holdings Corp.(1)Revolver286 226 
Dune Group(1)(2)(3)Delayed Draw Term Loan688 704 
Eclipse Business Capital, LLC(1)Revolver8,310 8,490 
EMI Porta Holdco LLC(1)(2)Revolver25 173 
eShipping, LLC(1)Revolver917 1,122 
Eurofins Digital Testing International LUX Holding SARL(1)(2)(3)Delayed Draw Term Loan1,780 1,821 
Events Software BidCo Pty Ltd(1)(2)Delayed Draw Term Loan620 620 
Express Wash Acquisition Company, LLC(1)Revolver77 77 
Faraday(1)(3)Delayed Draw Term Loan968 990 
Finexvet(1)(3)Delayed Draw Term Loan— 650 
Footco 40 Limited(1)(2)(4)Delayed Draw Term Loan519 524 
Forest Buyer, LLC(1)Delayed Draw Term Loan496 — 
Forest Buyer, LLC(1)Revolver298 — 
Fortis Payment Systems, LLC(1)(2)Delayed Draw Term Loan— 
Fortis Payment Systems, LLC(1)(2)Revolver— 
GB Eagle Buyer, Inc.(1)Revolver1,935 1,935 
Global Academic Group Limited(1)(2)(7)Term Loan261 276 
GPNZ II GmbH(1)(2)(3)Delayed Draw Term Loan86 — 
GPNZ II GmbH(1)(2)(3)Delayed Draw Term Loan17 53 
Greenhill II BV(1)(3)Capex Acquisition Facility118 120 
Gusto Aus BidCo Pty Ltd(1)(5)Delayed Draw Term Loan160 167 
HeartHealth Bidco Pty Ltd(1)(2)(5)Delayed Draw Term Loan239 253 
HEKA Invest(1)(3)Delayed Draw Term Loan562 575 
HemaSource, Inc.(1)Revolver744 710 
HomeX Services Group LLC(1)Delayed Draw Term Loan338 338 
HomeX Services Group LLC(1)Revolver135 135 
HTI Technology & Industries(1)(2)Delayed Draw Term Loan1,023 1,023 
85

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)
Investment TypeMarch 31, 2024December 31, 2023
HTI Technology & Industries(1)(2)Revolver682 682 
Ice House America, L.L.C.(1)(2)Delayed Draw Term Loan82 — 
Ice House America, L.L.C.(1)(2)Revolver191 — 
Innovad Group II BV(1)(2)(3)Delayed Draw Term Loan172 176 
INOS 19-090 GmbH(1)(2)(3)Acquisition Facility— 971 
Interstellar Group B.V.(1)(3)Delayed Draw Term Loan— 57 
Interstellar Group B.V.(1)(3)Delayed Draw Term Loan607 620 
InvoCare Limited(1)(2)(5)Delayed Draw Term Loan148 155 
Isolstar Holding NV (IPCOM)(1)(3)Delayed Draw Term Loan171 656 
ISTO Technologies II, LLC(1)Revolver238 238 
ITI Intermodal, Inc.(1)(2)Revolver595 595 
Jon Bidco Limited(1)(2)(7)Capex & Acquisition Facility316 334 
Jones Fish Hatcheries & Distributors LLC(1)Revolver418 418 
Kano Laboratories LLC(1)Delayed Draw Term Loan— 1,574 
Kano Laboratories LLC(1)Delayed Draw Term Loan— 1,203 
Lambir Bidco Limited(1)(2)(3)Delayed Draw Term Loan1,096 1,121 
LeadsOnline, LLC(1)Revolver1,952 1,640 
Marmoutier Holding B.V.(1)(2)(3)Delayed Draw Term Loan24 18 
Marmoutier Holding B.V.(1)(2)(3)Revolver108 106 
Marshall Excelsior Co.(1)Revolver100 133 
MB Purchaser, LLC(1)(2)Delayed Draw Term Loan515 — 
MB Purchaser, LLC(1)(2)Revolver103 — 
MC Group Ventures Corporation(1)(2)Delayed Draw Term Loan290 290 
Megawatt Acquisitionco, Inc.(1)Revolver332 — 
Mercell Holding AS(1)(2)(8)Capex Acquisition Facility362 387 
Modern Star Holdings Bidco Pty Limited(1)(2)(5)Term Loan323 338 
Modern Star Holdings Bidco Pty Limited(1)(2)(5)Term Loan73 77 
Moonlight Bidco Limited(1)(2)(4)Delayed Draw Term Loan557 562 
Narda Acquisitionco., Inc.(1)Revolver684 684 
NAW Buyer, LLC(1)(2)Delayed Draw Term Loan1,515 1,515 
NAW Buyer, LLC(1)(2)Revolver341 303 
NeoxCo(1)(3)Delayed Draw Term Loan486 497 
Next Holdco, LLC(1)Delayed Draw Term Loan189 189 
Next Holdco, LLC(1)Delayed Draw Term Loan73 73 
NF Holdco, LLC(1)Revolver589 442 
Novotech Aus Bidco Pty Ltd(1)Capex & Acquisition Facility1,042 1,042 
NPM Investments 28 BV(1)(3)Delayed Draw Term Loan468 479 
OA Buyer, Inc.(1)Revolver1,154 1,331 
OAC Holdings I Corp(1)(2)Revolver538 685 
OSP Hamilton Purchaser, LLC(1)(2)Revolver315 315 
Parkview Dental Holdings(1)(2)Delayed Draw Term Loan262 262 
Polara Enterprises, L.L.C.(1)Revolver273 273 
Premium Invest(1)(3)Acquisition Facility418 428 
Process Insights Acquisition, Inc.(1)Delayed Draw Term Loan623 623 
Process Insights Acquisition, Inc.(1)Revolver— 676 
Process Insights Acquisition, Inc.(1)Revolver575 — 
ProfitOptics, LLC(1)(2)Revolver35 84 
86

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)
Investment TypeMarch 31, 2024December 31, 2023
Protego Bidco B.V.(1)(2)(3)Delayed Draw Term Loan135 174 
PSP Intermediate 4, LLC(1)(2)(3)Delayed Draw Term Loan202 206 
Qualified Industries, LLC(1)Revolver242 242 
Questel Unite(1)(2)(3)Incremental Term Loan2,796 2,860 
R1 Holdings, LLC(1)Delayed Draw Term Loan841 841 
R1 Holdings, LLC(1)Revolver973 973 
Randys Holdings, Inc.(1)Delayed Draw Term Loan2,912 3,309 
Randys Holdings, Inc.(1)Revolver1,030 995 
Rocade Holdings LLC(1)Preferred Equity4,500 4,500 
Rock Labor, LLC(1)(2)Revolver625 625 
Royal Buyer, LLC(1)Delayed Draw Term Loan461 461 
Royal Buyer, LLC(1)Revolver874 670 
Sanoptis S.A.R.L.(1)(3)Acquisition Capex Facility— 16 
SBP Holdings LP(1)Delayed Draw Term Loan— 75 
SBP Holdings LP(1)Revolver355 532 
Scaled Agile, Inc.(1)(2)Revolver280 280 
Scout Bidco B.V.(1)(2)(3)Revolver313 320 
Sinari Invest(1)(2)(3)Delayed Draw Term Loan604 617 
SISU ACQUISITIONCO., INC.(1)(2)Delayed Draw Term Loan156 312 
Smartling, Inc.(1)Revolver588 588 
SmartShift Group, Inc.(1)Delayed Draw Term Loan2,294 2,294 
SmartShift Group, Inc.(1)Revolver1,101 1,101 
Solo Buyer, L.P.(1)Revolver798 798 
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)(1)(2)Delayed Draw Term Loan399 399 
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)(1)(2)Revolver117 90 
Spatial Business Systems LLC(1)Delayed Draw Term Loan938 937 
Spatial Business Systems LLC(1)Revolver703 703 
SSCP Pegasus Midco Limited(1)(4)Delayed Draw Term Loan1,237 1,487 
Superjet Buyer, LLC(1)Revolver1,095 1,095 
SVI International LLC(1)Delayed Draw Term Loan74 — 
SVI International LLC(1)Revolver74 — 
Syntax Systems Ltd(1)Revolver167 231 
Tank Holding Corp(1)Delayed Draw Term Loan339 409 
Tank Holding Corp(1)Revolver491 480 
Tanqueray Bidco Limited(1)(4)Capex Facility1,143 1,153 
Techone B.V.(1)(2)(3)Revolver154 94 
Tencarva Machinery Company, LLC(1)(2)Revolver752 752 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)Delayed Draw Term Loan— 1,758 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)Revolver796 796 
The Cleaver-Brooks Company, Inc.(1)Revolver1,615 1,615 
Trader Corporation(1)(6)Revolver173 177 
Trintech, Inc.(1)Revolver255 255 
TSYL Corporate Buyer, Inc.(1)Delayed Draw Term Loan912 1,469 
TSYL Corporate Buyer, Inc.(1)Revolver177 177 
Turbo Buyer, Inc.(1)(2)Delayed Draw Term Loan— 974 
UBC Ledgers Holding AB(1)(2)(9)Delayed Draw Term Loan792 840 
UBC Ledgers Holding AB(1)(2)(9)Revolver262 278 
87

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)
Investment TypeMarch 31, 2024December 31, 2023
Union Bidco Limited(1)(4)Acquisition Facility82 83 
United Therapy Holding III GmbH(1)(2)(3)Acquisition Facility668 683 
Unither (Uniholding)(1)(3)Delayed Draw Term Loan468 479 
W2O Holdings, Inc.(1)(2)Delayed Draw Term Loan— 234 
West-NR AcquisitionCo., LLC(1)Delayed Draw Term Loan1,250 1,250 
Whitcraft Holdings, Inc.(1)Revolver490 880 
White Bidco Limited(1)Delayed Draw Term Loan257 257 
Woodland Foods, LLC(1)(2)Line of Credit157 318 
World 50, Inc.(1)(2)Revolver243 — 
WWEC Holdings III Corp(1)(2)Revolver932 757 
Xeinadin Bidco Limited(1)(2)(4)CAF Term Loan1,601 2,062 
ZB Holdco LLC(1)(2)Delayed Draw Term Loan381 1,466 
ZB Holdco LLC(1)(2)Revolver271 423 
Zeppelin Bidco Limited(1)(2)(4)Capex / Acquisition Facility— 1,333 
Total unused commitments to extend financing$103,209 $114,328 
(1)The Adviser’s estimate of the fair value of the current investments in these portfolio companies includes an analysis of the fair value of any unfunded commitments.
(2)Represents a commitment to extend financing to a portfolio company where one or more of the Company’s current investments in the portfolio company are carried at less than cost.
(3)Actual commitment amount is denominated in Euros. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(4)Actual commitment amount is denominated in British pounds sterling. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(5)Actual commitment amount is denominated in Australian dollars. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(6)Actual commitment amount is denominated in Canadian dollars. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(7)Actual commitment amount is denominated in New Zealand dollars. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(8)Actual commitment amount is denominated in Norwegian kroner. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(9)Actual commitment amount is denominated in Swedish kronor. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
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Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
8. FINANCIAL HIGHLIGHTS
The following is a schedule of financial highlights for the three months ended March 31, 2024 and 2023:
Three Months Ended March 31,
($ in thousands, except share and per share amounts)20242023
Per share data:
Net asset value at beginning of period$22.27 $21.66 
Net investment income (1)0.65 0.68 
Net realized gain (loss) on investments / foreign currency transactions / forward currency contracts (1)(0.36)(0.35)
Net unrealized appreciation (depreciation) on investments / foreign currency transactions / forward currency contracts (1)0.67 0.59 
Total increase from investment operations (1)0.96 0.92 
Dividends paid to stockholders from net investment income(0.64)(0.57)
Dividends paid to stockholders from short-term realized gains— (0.03)
Total dividends declared(0.64)(0.60)
Net asset value at end of period$22.59 $21.98 
Shares outstanding at end of period29,672,058 28,142,612
Net assets at end of period$670,241 $618,439
Average net assets$658,852 $609,288
Ratio of total expenses to average net assets (annualized) (2)11.07 %10.09 %
Ratio of net investment income to average net assets (annualized) (2)11.54 %12.39 %
Portfolio turnover ratio (annualized)3.22 %1.83 %
Total return (3)4.35 %4.29 %
(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)Does not include expenses of underlying investment companies, including joint ventures.
(3)Total return is calculated as the change in NAV per share during the period, divided by the beginning NAV per share and assumes reinvestment of dividends at prices obtained by the Company’s dividend reinvestment plan during the period.
9. SUBSEQUENT EVENTS
On May 7, 2024, the Board declared a quarterly dividend of $0.64 per share payable on June 12, 2024 to holders of record as of May 29, 2024.

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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 months ended March 31, 2024, 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, 2023. 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 titled “Risk Factors” in Part I of our Annual Report on Form 10-K for the year ended December 31, 2023 and in Item 1A titled “Risk Factors” in Part II of our subsequently filed Quarterly Reports on Form 10-Q or in other reports that we may file with the Securities and Exchange Commission (the “SEC”) from time to time. 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, including the risks of a slowing economy, rising inflation and risk of recession, and volatility in the financial services sector, including bank failures; the interest rate environment or conditions affecting the financial and capital markets; the impact of global health crises, on our or our portfolio companies’ business and the U.S. and global economies; our, or our portfolio companies’, future business, operations, operating results or prospects; 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 or our portfolio companies’ 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 were formed on February 20, 2020 as a Maryland limited liability company and converted to a Maryland corporation on April 28, 2020. On July 13, 2020, we commenced operations and made our first portfolio company investment. We are externally managed by Barings LLC (“Barings” or the “Adviser”), an investment adviser that is registered with the SEC under the Investment Advisers Act of 1940, as amended (the “Advisers Act”). An externally-managed business development company (“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 an administration agreement. Instead of directly compensating employees, we pay Barings for investment and management services pursuant to the terms of an investment advisory agreement (the “Advisory Agreement”) and an administration agreement (the “Administration Agreement”).
Our primary investment objective is to provide consistently attractive returns. Barings employs fundamental credit analysis, and targets investments in businesses with relatively low levels of cyclicality (i.e., the risk of business cycles or other economic cycles adversely affecting them) and operating risk. The hold 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
90


has experience managing levered vehicles, both public and private, and seeks 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 focus on investing primarily in senior secured private debt instruments in well-established middle-market businesses that operate across a wide range of industries. To a lesser extent, we will invest in equity, special situations, structured credit (e.g., private asset-backed securities), syndicated loan opportunities, high-yield investments and/or mortgage securities. Syndicated senior secured loans are either (i) marketed by investment banks, which are mandated to bring lenders together and underwrite the deal, to institutional investors or (ii) bought and sold by institutional investors in individually negotiated private transactions that function in many respects like an over-the-counter secondary market. On the other hand, senior secured private debt investments are negotiated directly with the borrower, rather than marketed by a third party or bought and sold in the secondary market. We believe senior secured private debt investments may offer higher returns and certain more favorable protections than syndicated senior secured loans. 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. We currently intend to invest primarily in senior secured private debt investments that have terms of between five and seven years and bear interest between the Secured Overnight Financing Rate (“SOFR”) (or the applicable currency rate for investments in foreign currencies) plus 475 basis points and SOFR plus 675 basis points per annum.
As of March 31, 2024 and December 31, 2023, the weighted average yield on the principal amount of our outstanding debt investments other than non-accrual debt investments was approximately 11.0% and 10.9%, respectively. The weighted average yield on the principal amount of all of our outstanding debt investments (including non-accrual debt investments) was approximately 11.0% and 10.7% as of March 31, 2024 and December 31, 2023, respectively.
Relationship with Our Adviser, Barings
Our Adviser, Barings, a wholly-owned subsidiary of Massachusetts Mutual Life Insurance Company (“MassMutual”), is a leading global asset management firm and is registered with the SEC as an investment adviser under the Advisers Act. 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”), Barings’ Global Private Finance Group (“Barings GPFG”) manages our day-to-day operations, and provides investment advisory and management services to us. Barings GPFG is part of Barings’ $324.0 billion Global Fixed Income Platform (as of March 31, 2024) that invests in liquid, private and structured credit. Barings GPFG also advises private funds and separately managed accounts, along with multiple public vehicles. The Adviser has retained its indirect, wholly-owned subsidiary, Baring International Investment Limited (“BIIL”), as a sub-adviser to manage European investments for us. BIIL is an investment adviser registered with the SEC in the United States and the Financial Conduct Authority in the United Kingdom with its principal office located in London, England. As of March 31, 2024, BIIL had approximately £17.0 billion in assets under management.
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 (in its capacity as our Administrator) 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.
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Included in Barings GPFG is Barings North American Private Finance Team (the “U.S. Investment Team”), which consists of 43 investment professionals (as of March 31, 2024) located in three offices in the United States. The U.S. Investment Team provides a full set of solutions to the North American middle market, including first and second lien senior secured loans, unitranche structures, revolvers, mezzanine debt and equity co-investments. The U.S. Investment Team averages approximately 20 years of industry experience at the Managing Director and Director level. Also included in Barings GPFG are
its Europe and Asia-Pacific Investment Committees and Private Finance Teams, which are responsible for our investment origination and portfolio monitoring activities for middle-market companies in Europe and Asia-Pacific geographies. In addition, Barings believes that it has best-in-class support personnel, including expertise in risk management, legal, accounting, tax, information technology and compliance, among others. We expect to benefit from the support provided by these personnel in our operations.
Portfolio Composition
The total value of our investment portfolio was $1,363.0 million as of March 31, 2024, as compared to $1,349.1 million as of December 31, 2023. As of March 31, 2024, we had investments in 263 portfolio companies with an aggregate cost of $1,359.9 million. As of December 31, 2023, we had investments in 256 portfolio companies with an aggregate cost of $1,352.1 million. As of both March 31, 2024 and December 31, 2023, none of our portfolio investments represented greater than 10% of the total fair value of our investment portfolio.
As of March 31, 2024 and December 31, 2023, our investment portfolio consisted of the following investments:
($ in thousands)CostPercentage of
Total
Portfolio
Fair ValuePercentage of
Total
Portfolio
March 31, 2024:
Senior debt and 1st lien notes
$996,015 73 %$982,334 72 %
Subordinated debt and 2nd lien notes
108,605 107,913 
Structured products28,657 27,744 
Equity shares176,427 13 207,185 15 
Equity warrants33 — 1,147 — 
Investments in joint ventures50,132 36,725 
$1,359,869 100 %$1,363,048 100 %
($ in thousands)CostPercentage of
Total Portfolio
Fair ValuePercentage of
Total Portfolio
December 31, 2023:
Senior debt and 1st lien notes
$1,000,294 74 %$985,158 73 
Subordinated debt and 2nd lien notes
108,487 106,894 
Structured products29,479 26,173 
Equity shares162,731 12 192,641 14 
Equity warrants— 1,043 — 
Investments in joint ventures51,123 37,212 
$1,352,116 100 %$1,349,121 100 %
Investment Activity
During the three months ended March 31, 2024, we made 10 new investments totaling $27.5 million and made investments in existing portfolio companies totaling $23.7 million. We had four loans repaid totaling $24.5 million and received $13.9 million of portfolio company principal payments and sales proceeds and recognized a net realized gain on these transactions of $0.1 million. We received $1.0 million of return of capital from one of our joint ventures. In addition, one of our debt investments was restructured, which resulted in a loss of $4.5 million. Lastly, we received proceeds related to the sale of equity investments totaling $3.8 million and recognized a net realized gain on such sales totaling $0.5 million.
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During the three months ended March 31, 2023, we made 10 new investments totaling $36.7 million, made investments in existing portfolio companies totaling $19.8 million and made a $45.0 million equity co-investment alongside certain affiliates in a portfolio company that specializes in providing financing to plaintiff law firms engaged in mass tort and other civil litigation. We had two loans repaid totaling $10.1 million and received $7.3 million of portfolio company principal payments and sales proceeds and recognized a net realized loss on these transactions of $0.2 million. Finally, we received $3.8 million of return of capital from one of our joint ventures.
Total portfolio investment activity for the three months ended March 31, 2024 and 2023 was as follows:
Three Months Ended
March 31, 2024:
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity
Shares
Equity
Warrants
Investments in Joint VenturesTotal
Fair value, beginning of period$985,158 $106,894 $26,173 $192,641 $1,043 $37,212 $1,349,121 
New investments36,126 12,535 — 2,600 — — 51,261 
Investment restructuring(13,015)— — 12,984 31 — — 
Proceeds from sales of investments/return of capital(129)— — (3,797)— (990)(4,916)
Loan origination fees received(545)(281)— — — — (826)
Principal repayments received(24,426)(12,991)(826)— — — (38,243)
Payment-in-kind interest/dividends604 692 — 1,559 — — 2,855 
Accretion of loan premium/discount114 80 — — — 198 
Accretion of deferred loan origination revenue1,210 82 — — — — 1,292 
Realized gain (loss)(4,217)— — 350 — — (3,867)
Unrealized appreciation (depreciation)1,454 902 2,393 848 73 503 6,173 
Fair value, end of period$982,334 $107,913 $27,744 $207,185 $1,147 $36,725 $1,363,048 
Three Months Ended
March 31, 2023:
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity
Shares
Equity
Warrants
Investments in Joint VenturesTotal
Fair value, beginning of period$920,219 $123,244 $28,321 $113,666 $476 $47,479 $1,233,405 
New investments54,252 683 — 46,519 — — 101,454 
Proceeds from sales of investments/return of capital— — — — — (3,763)(3,763)
Loan origination fees received(1,495)(20)— — — — (1,515)
Principal repayments received(16,187)(449)(833)— — — (17,469)
Payment-in-kind interest/dividends1,038 826 — — — — 1,864 
Accretion of loan premium/discount282 49 — — — 334 
Accretion of deferred loan origination revenue1,059 70 — — — — 1,129 
Realized gain (loss)(224)— — — — — (224)
Unrealized appreciation (depreciation)3,204 1,681 196 5,119 15 (523)9,692 
Fair value, end of period$962,148 $126,084 $27,687 $165,304 $491 $43,193 $1,324,907 
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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, 2024, we had three portfolio companies with investments on non-accrual, the aggregate fair value of which was $2.7 million, which comprised 0.2% of the total fair value our portfolio, and the aggregate cost of which was $5.0 million, which comprised 0.4% of the total cost of our portfolio. As of December 31, 2023, we had one portfolio company with investments on non-accrual, the fair value of which was $13.5 million, which comprised 1.0% of the total fair value of our portfolio, and the cost of which was $17.4 million, which comprised 1.3% of the total cost of our portfolio.
A summary of our non-accrual assets as of March 31, 2024 is provided below.
Canadian Orthodontic Partners Corp.
During the quarter ended March 31, 2024, we placed our debt investment in Canadian Orthodontic Partners Corp., or Canadian Orthodontics, on non-accrual status. As a result, under U.S. generally accepted accounting principles (“U.S. GAAP”), we will not recognize interest income on our debt investment in Canadian Orthodontics for financial reporting purposes. As of March 31, 2024, the cost of our debt investment in Canadian Orthodontics was $1.8 million and the fair value of such investment was $1.1 million.
GPNZ II GmbH
During the quarter ended March 31, 2024, we placed our debt investments in GPNZ II GmbH., or GPNZ, on non-accrual status. As a result, under U.S. GAAP, we will not recognize interest income on our debt investments in GPNZ for financial reporting purposes. As of March 31, 2024, the cost of our debt investments in GPNZ was $0.6 million and the fair value of such investments was $0.4 million.
Marmoutier Holding B.V.
During the quarter ended March 31, 2024, we placed our debt investments in Marmoutier Holding B.V., or Marmoutier, on non-accrual status. As a result, under U.S. GAAP, we will not recognize interest income on our debt investments in Marmoutier for financial reporting purposes. As of March 31, 2024, the cost of our debt investments in Marmoutier was $2.6 million and the fair value of such investments was $1.2 million.
Results of Operations
Comparison of the three months ended March 31, 2024 and 2023
Operating results for the three months ended March 31, 2024 and 2023 were as follows:
Three Months EndedThree Months Ended
($ in thousands)March 31,
2024
March 31,
2023
Total investment income$37,238 $34,239 
Total operating expenses18,075 15,344 
Net investment income before taxes19,163 18,895 
Income taxes, including excise tax expense150 24 
Net investment income after taxes19,013 18,871 
Net realized gains (losses)(10,500)(9,932)
Net unrealized appreciation (depreciation)19,526 16,554 
Net realized gains (losses) and unrealized appreciation (depreciation) on investments, foreign currency transactions and forward currency contracts9,026 6,622 
Net increase in net assets resulting from operations$28,039 $25,493 
Net increases (decreases) in net assets resulting from operations can vary substantially from period to period due to various factors, including recognition of realized gains and losses and unrealized appreciation and depreciation. As a result, comparisons of net changes in net assets resulting from operations may not be meaningful.
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Investment Income
Three Months EndedThree Months Ended
($ in thousands)March 31,
2024
March 31,
2023
Investment income:
Interest income$30,186 $27,320 
Dividend income3,950 3,479 
Fee and other income1,596 1,686 
Payment-in-kind interest income1,493 1,743 
Interest income from cash13 11 
Total investment income$37,238 $34,239 
The change in total investment income for the three months ended March 31, 2024, as compared to the three months ended March 31, 2023, was primarily due to an increase in the weighted average yield on the portfolio from higher base rates and increased dividends from portfolio companies. The weighted average yield on the principal amount of our outstanding debt investments, other than non-accrual debt investments, was 11.0% as of March 31, 2024, as compared to 10.3% as of March 31, 2023. For the three months ended March 31, 2024, dividends from portfolio companies were $4.0 million, as compared to $3.5 million for the three months ended March 31, 2023.
Operating Expenses
Three Months EndedThree Months Ended
($ in thousands)March 31,
2024
March 31,
2023
Operating expenses:
Interest and other financing fees$13,540 $11,293 
Base management fee519 486 
Incentive management fees3,199 2,699 
Other general and administrative expenses817 866 
Total operating expenses$18,075 $15,344 

Interest and Other Financing Fees
Interest and other financing fees during both the three months ended March 31, 2024 and 2023 were attributable to borrowings under the February 2027 Notes and the ING Credit Facility (each as defined below under “Financial Condition, Liquidity and Capital Resources”). The increase in interest and other financing fees for the three months ended March 31, 2024 as compared to the three months ended March 31, 2023, was primarily attributable to an increase in the weighted average interest rate on the ING Credit Facility. The weighted average interest rate on the ING Credit Facility was 7.4% as of March 31, 2024, as compared to 6.7% as of March 31, 2023.
Base Management Fee
Under the 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”).basis. The Base Management Fee is calculated based on the average value of our gross assets at the end of the two most recently completed calendar quarters (including the quarter for which such fees are being calculated) and appropriately adjusted for any share issuances or repurchases during the quarter. The Base Management Fee for any partial quarter is appropriately pro-rated. See Note 2“Note 2. Agreement and Related Party Transactions” to our Unaudited Consolidated Financial Statements for additional information regarding the Advisory Agreement and the fee arrangement thereunder. For both the three and nine months ended September 30,March 31, 2024 and 2023, the amount of Base Management Fees incurred werewas $0.5 million and $1.5 million, respectively. For the three and nine months ended September 30, 2022, the amount of Base Management Fees incurred were $0.4 million and $1.2 million, respectively.million.
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Incentive FeesFee
Under the Advisory Agreement, we pay Barings an incentive fee (the “Incentive Fee”). The Incentive Fee consists of two parts: (i) an Income-Based Feeincentive fee based on pre-incentive fee net investment income (the “Income-Based Fee”) and (ii) a Capital Gains Feean incentive fee based on the net capital gains received on our portfolio of securities on a cumulative basis through the end of each calendar year, net of all realized capital losses and all unrealized capital depreciation on a cumulative basis, less the aggregate amount of any previously paid Incentive Fee on capital gains.gains (the “Capital Gains Fee”). The Income-Based Fee is subject to a floating “hurdle rate” based on SOFR, a “catch-up” feature and a cap. See Note 2“Note 2. Agreements and Related Party Transactions” to our Unaudited Consolidated Financial Statements for additional information regarding the Advisory Agreement and the fee arrangements thereunder. For the three and nine months ended September 30, 2023,March 31, 2024, the amount of Income-Based Fees incurred werewas $2.8 million, and $8.5 million, respectively, as compared to $2.2 million and $6.1$2.7 million for the three and nine months ended September 30, 2022.March 31, 2023. The increase in the Income-Based Fees for the three and nine months ended September 30, 2023,March 31, 2024, as compared to the three and nine months ended September 30, 2022,March 31, 2023, relates predominately to an increase in pre-incentive fee net investment income. The amount of pre-incentive fee net investment income was $22.4 million as of September 30, 2023,March 31, 2024, as compared to $17.5$21.6 million as of September 30, 2022.March 31, 2023.
For the three and nine months ended September 30, 2023,March 31, 2024, we did not accrue any Capital Gains Fee. For the three and nine months ended September 30, 2022 we reducedaccrued $0.4 million for the Capital Gains Fee, accrual by $31.9 thousand and $1.2 million, respectively.as compared to nil for the three months ended March 31, 2023. As required by U.S. GAAP, we accrue the Capital Gains Fee on unrealized gains. This accrual reflects the Incentive Fees that would be payable to the Adviser if our entire investment portfolio was liquidated at its fair value as of the balance sheet date even though the Adviser is not entitled to an Incentive Fee with respect to unrealized gains unless and until such gains are actually realized. There can be no assurance that such unrealized capital appreciation will be realized in the future.
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Professional Fees
Professional fees generally include legal and accounting expenses.
Other General and Administrative Expenses
We have entered into the Administration Agreement with Barings. 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 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 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. For the three and nine months ended September 30,March 31, 2024, the amount of administration expense incurred and invoiced by Barings for expenses was approximately $0.2 million. For the three months ended March 31, 2023, the amount of administration expense incurred and invoiced by Barings for expenses was approximately $0.2 million and $0.7 million, respectively. For the three and nine months ended September 30, 2022, the amount of administration expense incurred and invoiced by Barings for expenses was approximately $0.3 million and $1.0 million, respectively.million. In addition to expenses incurred under the Administration Agreement, other general and administrative expenses include D&Odirectors’ and officers’ insurance costs and other costs related to our operations.
Net Realized Gains (Losses)
Net realized gains (losses) during the three and nine months ended September 30,March 31, 2024 and 2023 and 2022 were as follows:
Three Months EndedThree Months EndedNine Months
Ended
Nine Months
Ended
Three Months Ended
Three Months Ended
Three Months Ended
($ in thousands)
($ in thousands)
($ in thousands)($ in thousands)September 30,
2023
September 30,
2022
September 30,
2023
September 30,
2022
Net realized gains (losses):Net realized gains (losses):
Net realized gains (losses):
Net realized gains (losses):
Non-Control / Non-Affiliate investmentsNon-Control / Non-Affiliate investments$(8,107)$(3,591)$(10,348)$(5,228)
Affiliate investments— — — 39 
Non-Control / Non-Affiliate investments
Non-Control / Non-Affiliate investments
Net realized gains (losses) on investments
Net realized gains (losses) on investments
Net realized gains (losses) on investmentsNet realized gains (losses) on investments(8,107)(3,591)(10,348)(5,189)
Foreign currency transactionsForeign currency transactions51 $(412)531 3,454 
Foreign currency transactions
Foreign currency transactions
Forward currency contractsForward currency contracts(173)6,264 (12,705)6,448 
Forward currency contracts
Forward currency contracts
Net realized gains (losses)
Net realized gains (losses)
Net realized gains (losses)Net realized gains (losses)$(8,229)$2,261 $(22,522)$4,713 
During the three months ended September 30, 2023,March 31, 2024, we recognized net realized losses totaling $8.2$10.5 million, which consisted primarily of a net loss on our forward currency contracts of $6.5 million, a net loss on our loan portfolio of $8.1$3.9 million and a net loss on foreign currency transactions of $0.1 million. The net loss on our investment portfolio predominately related to the restructuring of one investment which was primarily reclassified from unrealized depreciation during the three months ended March 31, 2024.
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During the three months ended March 31, 2023, we recognized net realized losses totaling $9.9 million, which consisted primarily of a net loss on forward currency contracts of $10.2 million and a net loss on our loan portfolio of $0.2 million, partially offset by a net gain on foreign currency transactions of $0.1 million. During the nine months ended September 30, 2023, we recognized net realized losses totaling $22.5 million, which consisted primarily of a net loss on our loan portfolio of $10.3 million and a net loss on forward currency contracts of $12.7 million, partially offset by a net gain on foreign currency transactions of $0.5 million.
During the three months ended September 30, 2022, we recognized net realized gains totaling $2.3 million, which consisted primarily of a net gain on forward currency contracts of $6.3 million, partially offset by a net loss on our loan portfolio of $3.6 million and a net loss on foreign currency transactions of $0.4 million. For the nine months ended September 30, 2022, we recognized net realized gains totaling $4.7 million, which consisted primarily of a net gain on foreign currency transactions of $3.5 million and a net gain on forward currency contracts of $6.4 million, partially offset by a net loss on our loan portfolio of $5.2 million.
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Net Unrealized Appreciation (Depreciation)
Net unrealized appreciation (depreciation) during the three and nine months ended September 30,March 31, 2024 and 2023 and 2022 were as follows:
Three Months EndedThree Months EndedNine Months
Ended
Nine Months
Ended
Three Months Ended
Three Months Ended
Three Months Ended
($ in thousands)
($ in thousands)
($ in thousands)($ in thousands)September 30,
2023
September 30,
2022
September 30,
2023
September 30,
2022
Net unrealized appreciation (depreciation)Net unrealized appreciation (depreciation)
Non-Control / Non-Affiliate investments$4,473 $(15,518)$10,196 $(45,636)
Affiliate investments(495)2,863 3,359 8,075 
Net unrealized appreciation (depreciation) on investments3,978 (12,655)13,555 (37,561)
Foreign currency transactions3,266 6,890 (481)14,547 
Forward currency contracts5,563 3,249 17,444 9,921 
Net unrealized appreciation (depreciation)Net unrealized appreciation (depreciation)$12,807 $(2,516)$30,518 $(13,093)
Net unrealized appreciation (depreciation)
Non-Control / Non-Affiliate investments
Non-Control / Non-Affiliate investments
Non-Control / Non-Affiliate investments
Affiliate investments
Affiliate investments
Affiliate investments
Net unrealized appreciation (depreciation) on investments
Net unrealized appreciation (depreciation) on investments
Net unrealized appreciation (depreciation) on investments
Foreign currency transactions
Foreign currency transactions
Foreign currency transactions
Forward currency contracts
Forward currency contracts
Forward currency contracts
Net unrealized appreciation (depreciation)
Net unrealized appreciation (depreciation)
Net unrealized appreciation (depreciation)
During the three months ended September 30, 2023,March 31, 2024, we recorded net unrealized appreciation totaling $12.8$19.5 million, consisting of net unrealized appreciation related to forward currency contracts of $5.6$11.6 million, net unrealized appreciation reclassification adjustments of $5.4$4.9 million related to the net realized losses on the sales / repayments and restructures of certain investments, and net unrealized appreciation related to foreign currency transactions of $3.3$1.7 million partially offset byand net unrealized depreciationappreciation on our current portfolio of $1.5$1.2 million. The net unrealized depreciationappreciation on our current portfolio of $1.5$1.2 million was driven primarily by broad market moves for investments of $7.3 million and the credit or fundamental performance of investments of $45.7 thousand, partially offset by the impact of foreign currency exchange rates on investments of $8.3 million, partially offset by broad market moves for investments of $3.7 million and the credit or fundamental performance of investments of $3.1$6.1 million.
During the ninethree months ended September 30,March 31, 2023, we recorded net unrealized appreciation totaling $30.5$16.6 million, consisting of net unrealized appreciation on our current portfolio of $9.3 million, net unrealized appreciation related to forward currency contracts of $17.4$9.6 million and net unrealized appreciation reclassification adjustments of $7.8$0.4 million related to realized gains and losses recognized during the net realized losses on the sales / repayments of certain investments and net unrealized appreciation on our current portfolio of $5.9 million,year, partially offset by net unrealized depreciation related to foreign currency transactions of $0.5$2.6 million and deferred taxes of $0.1 million of deferred taxes.million. The net unrealized appreciation on our current portfolio of $5.9$9.3 million was driven primarily by the credit or fundamental performance of investments of $6.6$4.9 million, and broad market moves for investments of $2.1 million, partially offset by the impact of foreign currency exchange rates on investments of $2.8 million.
During the three months ended September 30, 2022, we recorded net unrealized depreciation totaling $2.5 million, consisting of net unrealized depreciation on our current portfolio of $16.9 million, partially offset by net unrealized appreciation related to foreign currency transactions of $6.9 million, net unrealized appreciation related to forward currency contracts of $3.2 million and net unrealized appreciation reclassification adjustments of $4.2 million related to realized gains and losses recognized during the year. The net unrealized depreciation on our current portfolio of $16.9 million was driven primarily by the impact of foreign currency exchange rates on investments of $14.3$3.8 million and broad market moves for investments of $8.0 million, partially offset by the credit or fundamental performance of investments of $5.4 million.
During the nine months ended September 30, 2022, we recorded net unrealized depreciation totaling $13.1 million, consisting of net unrealized depreciation on our current portfolio of $40.7 million and deferred tax liability of $0.2 million, partially offset by net unrealized appreciation related to foreign currency transactions of $14.5 million, net unrealized appreciation related to forward currency contracts of $9.9 million and net unrealized appreciation reclassification adjustments of $3.4 million related to realized gains and losses recognized during the year. The net unrealized depreciation on our current portfolio of $40.7 million was driven primarily by the impact of foreign currency exchange rates on investments of $31.0 million and broad market moves for investments of $28.2 million, partially offset by the credit or fundamental performance of investments of $18.5$0.6 million.
Financial Condition, Liquidity and Capital Resources
We believe that our current cash and foreign currencies on hand, our available borrowing capacity under the ING Credit Facility (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 “Financial Condition, Liquidity and Capital Resources” section should be read in conjunction with the notes to our Unaudited Consolidated Financial Statements.
On June 24, 2020, our sole stockholder approved a proposal to authorize us to be subject to a reduced asset coverage ratio of at least 150% under the Investment Company Act of 1940, as amended (the “1940 Act”). As a result of stockholder approval, effective June 25, 2020, our applicable minimum asset coverage ratio under the 1940 Act was decreased to 150% from 200%. Thus, we are permitted under the 1940 Act, under specified conditions, to issue multiple classes of debt and one class of stock
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senior to our common stock if our asset coverage, as defined in the 1940 Act, is at least equal to 150% immediately after each such issuance. Our asset coverage ratio was 183.2%189.8% as of September 30, 2023.March 31, 2024.
Cash FlowsFebruary 2027 Notes
ForOn February 22, 2022, the nine months ended September 30, 2023, we experiencedCompany entered into a net decreaseNote Purchase Agreement (the “February 2022 NPA”) governing the issuance of $100.0 million in cash in theaggregate principal amount of $31.4 million. During that period, our operating activities used $85.2 millionsenior unsecured notes due February 22, 2027 (the “February 2027 Notes”), in cash, consisting primarily of purchases of portfolio investments of $214.8 million, partially offseteach case, to qualified institutional investors in a private placement. The February 2027 Notes were delivered and paid for on February 22, 2022.
The February 2027 Notes, for which the Company was required to obtain an initial rating by proceeds from sales or repayments of portfolio investments totaling $96.5 million. In addition, our financing activities provided $53.8 million of cash, consisting primarily of net borrowings under the ING Credit Facility totaling $82.0 million, partially offset by dividends paid in the amount of $28.2 million. As of September 30, 2023, we had $29.4 million of cash on hand, including foreign currencies.
For the nine months ended SeptemberJune 30, 2022, we experiencedhave a net increase in cash infixed interest rate of 4.75% per year, subject to a step up of 0.75% per year, to the amount of $80.0 million. During that period, our operating activities used $244.0 million in cash, consisting primarily of purchases of portfolio investments of $442.1 million, partially offset by proceeds from sales of portfolio investments totaling $160.2 million. In addition, our financing activities provided $324.0 million of cash, consisting primarily of net proceeds from the issuance ofextent the February 2027 Notes of $99.9 million, net borrowings underfail to satisfy certain investment grade rating conditions.
The February 2027 Notes will mature on February 22, 2027 unless redeemed, purchased or prepaid prior to such date by the ING Credit Facility totaling $199.6 million and proceeds fromCompany in accordance with the issuance of common stock of $113.9 million, partially offset by repaymentterms of the September 2020 Subscription Facility totaling $66.4 millionFebruary 2022 NPA. Interest on the February 2027 Notes will be due semiannually in February and dividends paidAugust of each year, beginning in August 2022. In addition, the amountCompany is obligated to offer to repay the February 2027 Notes at par (plus accrued and unpaid interest to, but not including, the date of $22.1 million. Asprepayment) if certain change in control events occur. Subject to the terms of September 30,the February 2022 we had $125.0 million of cash on hand, including foreign currencies.
Financing Transactions
September 2020 Subscription Facility
On September 21, 2020, we entered into a revolving credit agreement (as subsequently amended,NPA, the “September 2020 Subscription Facility”) with Société Générale, as administrative agent and a lender, andCompany may redeem the other lendersFebruary 2027 Notes in whole or in part at any time or from time to time party thereto. at the Company’s option at par plus accrued interest to the prepayment date and, if redeemed on or before August 22, 2026, a make-whole premium.
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Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
The September 2020 Subscription Facility initially allowed us to borrow up to $160 million, reduced to $110 million in October 2021, at any one time outstanding, subject toFebruary 2022 NPA contains certain representations and warranties, and various covenants and reporting requirements customary for agreements of this type, including, without limitation, information reporting, maintenance of the Company’s status as a BDC within the meaning of the 1940 Act, and certain restrictions including availability under the borrowing base, which was based on unused capital commitments from different categories of investors (with varying advance rates amongst the different categories of investors).
The amount of permissible borrowings under the September 2020 Subscription Facility could be increased to an agreed-upon amount with the consent of the administrative agent. The September 2020 Subscription Facility had a maturity date of September 21, 2022. On March 25, 2022, following the repayment of all borrowings, interest, and fees payable thereunder, and at our election, the September 2020 Subscription Facility was terminated, including all commitments and obligations with Société Générale to lend and make advances to us. In connection with the termination, the pro rata portion of the unamortized deferred financing costs related to the September 2020 Subscription Facility was written off and recognized as a loss on extinguishment of debt in our Unaudited Consolidated Statements of Operations.
Borrowings under the September 2020 Subscription Facility bore interest at a rate equal to, at our election, either (i) with respect to loans bearing interest at a rate based on LIBOR (as such term is defined in the September 2020 Subscription Facility which definition includes different LIBOR calculations based on the applicable currency), the rate per annum determined by the administrative agent to be equal to (a) the quotient obtained by dividing: (1) LIBOR for such loan for such one-month, three-months or other period requested by us or otherwise consented to by the administrative agent; by (2) one minus the maximum rate at which reserves (including, without limitation, any marginal, special, supplemental, or emergency reserves) are required to be maintained under regulations issued from time to time by the Board of Governors of the Federal Reserve System (or any successor) by member banks of the Federal Reserve System against “Eurocurrency liabilities” (as such term is used in Regulation D) for such loan for such one-month, three-months or other period requested by us, provided that if the calculation above results in a rate of less than zero (0), the rate shall be deemed to be zero (0) for all purposes, plus (b) 185 basis points per annum; or (ii) with respect to loans bearing interest at a rate based on the rate of interest per annum publicly announced from time to time by the administrative agent as its prime rate (the “Prime Rate”) or the rate per annum equal to the weighted average of the rates on overnight Federal funds transactions with membersaffiliates, fundamental changes, changes of the Federal Reserve System arranged by Federal funds brokers (the “Federal Funds Rate”) the greaterline of (a) the Prime Rate plus 185 basis pointsbusiness, liens, restricted payments, and (b) the Federal Funds Rate plus fifty basis points plus 185 basis points. We were required to pay a commitment fee on the unused portion of the September 2020 Subscription Facility.
We and the administrative agent, for the benefit of the secured parties, entered into a borrower security agreement pursuant to which our obligations under the September 2020 Subscription Facility were secured by a first-priority security interest in our right, title and interest in the capital commitments of our investors.investments. In addition, we and the administrative agent,
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forFebruary 2022 NPA contains the benefitfollowing 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 secured parties, entered into a borrower pledge of collateral account pursuant to which our obligations under the September 2020 Subscription Facility were secured by a first-priority security interest in our account held at State Street Bank and all of our right, title and interest in the amounts or property held in such account.
Borrowings under the September 2020 Subscription Facility were subject to the leverage restrictions applicable to us that are contained in the 1940 Act.
ING Capital Credit Facility
On January 15, 2021, we entered into a senior secured revolving credit facility (as subsequently amended and restated, the “ING Credit Facility”) with ING Capital LLC (“ING”) as administrative agent, and the lenders party thereto. The initial commitments under the ING Credit Facility totaled $65.0 million.
On April 30, 2021, we amended and restated the credit agreement governing the ING Credit Facility to increase the total commitments under the facility to $325.0 million and include a $25.0 million letter of credit sub-facility. On July 22, 2021, we entered into an incremental commitment and assumption agreement to increase the aggregate commitments under the ING Credit Facility to $500.0 million. As amended as of March 31, 2022, we had aggregate commitments from lenders of $500.0 million under the ING Credit Facility, the maximum commitment then allowed under the ING Credit Facility. On April 25, 2022, we amended the ING Credit Facility to, among other things, (i) increase total commitments from lenders to $625.0 million from $500.0 million, (ii) upsize the accordion feature under the ING Credit Facility to allow for an increase in aggregate commitments thereunder from new and existing lenders on the same terms and conditions as the existing commitments up to a total of $800.0 million, subject to certain conditions and the satisfaction of specified financial covenants, and (iii) replace the LIBOR benchmark provisions under the ING Credit Facility with SOFR benchmark provisions. On October 13, 2022, we amended the ING Credit Facility to increase total commitments from lenders to $710.0 million from $625.0 million.
We can borrow foreign currencies directly under the ING Credit Facility. The ING Credit Facility is secured primarily by a material portion of our present and future property and assets and is guaranteed by certain of our subsidiaries. The revolving period under the ING Credit Facility terminates on April 30, 2025, and the final maturity date of the ING Credit Facility is scheduledincurrence of any debt for April 30, 2026.
Borrowings under the ING Credit Facility bear interest on a per annum basis equal to (i) for borrowings denominated in U.S. Dollars, subject to our election, the alternate base rate plus 1.15%borrowed money or the adjusted eurocurrency rate plus 2.15%, (ii) for borrowings denominated in Pounds Sterling, Swiss Francs, Euros, Canadian Dollars, Danish Krone, Norwegian Krone or Swedish Krona,making of any cash dividend to stockholders, to be less than the adjusted eurocurrency rate plus 2.15%, (iii) for borrowings denominated in Australian Dollars, the adjusted eurocurrency rate plus 2.35%, or (iv) for borrowings denominated in New Zealand Dollars, the adjusted eurocurrency rate plus 2.45%. The alternate base rate is equalstatutory minimum then applicable to the greatest of (i) the prime rate, (ii) the federal funds rate plus 0.50%, (iii) the overnight bank funding rate plus 0.50%, (iv) the adjusted three-month SOFR plus 1.00% and (v) 1.00%. The adjusted eurocurrency rate is equal to the eurocurrency rate for the applicable interest period plus any applicable statutory reserve rate for such interest period, subject to a 0.00% floor. We pay a commitment fee on undrawn amounts under the ING Credit Facility.
The ING Credit Facility contains certain affirmative and negative covenants, including but not limited to (i) maintaining minimum stockholders’ equity, (ii) maintaining a minimum asset coverage ratio of (a) 150% at any time that more than 70% of the total fair value of our portfolio comprises cash, cash equivalents, long-term U.S. government securities or first lien loans to portfolio companies, or (b) 167% or 200% at specified concentrations of such assets at amounts less than or equal to 70% of the total fair value of our portfolio, (iii) meeting a minimum liquidity test, (iv) meeting a minimum net worth test, and (v) maintaining our status as a regulated investment company (“RIC”) under the Internal Revenue Code of 1986, as amended (the “Code”) and as a BDCCompany under the 1940 Act. 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 ING Credit FacilityFebruary 2022 NPA also contains customary events of default with customary cure and notice provisions,periods, including, without limitation, nonpayment, misrepresentation of representations and warrantiesincorrect representation in aany material respect, breach of covenant, cross-default tounder other indebtedness bankruptcy,or that of the Company’s subsidiary guarantors, if any, certain changejudgements and orders, and certain events of control events, andbankruptcy. Upon the occurrence of a material adverse effect. certain events of default, the holders of at least 66-2/3% in principal amount of the February 2027 Notes at the time outstanding may declare all February 2027 Notes then outstanding to be immediately due and payable.
The ING 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.
ING and other lendersCompany’s obligations under the ING Credit Facility,February 2022 NPA are general unsecured obligations that rank pari passu with all outstanding and their respective affiliates, may from time to time receive customary fees and expenses infuture unsecured unsubordinated indebtedness issued by the performance of investment banking, financial advisory or other services for us.Company. As of September 30, 2023, we wereMarch 31, 2024, the Company was in compliance with all covenants under the February 2022 NPA.
The February 2027 Notes were offered in reliance on Section 4(a)(2) of the ING Credit Facility.
We, oneSecurities Act of our subsidiaries, BCIC Holdings, Inc., ING,1933, as administrative agent,amended (the “Securities Act”). The February 2027 Notes have not and will not be registered under the financing agentsSecurities Act or any state securities laws and, designated indebtedness holders that become parties thereto and ING, as collateral agent, also entered into a guarantee, pledge and security agreement, dated as of January 15, 2021,unless so registered, may not be offered or sold in the United States except pursuant to which our obligations underan exemption from, or in a transaction not subject to, the ING Credit Facility are secured by a first-
94


priority security interest (subject to certain exceptions) in substantially allregistration requirements of our and our subsidiary guarantors’ present and future property and assets.the Securities Act, as applicable.
As of September 30,March 31, 2024 and December 31, 2023, we had U.S. dollar borrowingsthe fair values of $552.0the February 2027 Notes were $92.1 million underand $90.2 million, respectively. The fair value determinations of the ING Credit Facility withFebruary 2027 Notes were based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
82

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
6. DERIVATIVE INSTRUMENTS
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 rate of 7.584% (with Term SOFR borrowings subject to one month SOFR of 5.334%), borrowings denominated in British pounds sterling of £33.2 million ($40.5 million U.S. dollars) with an interest rate of 7.368% (one month SONIA of 5.218%), borrowings denominated in Euros of €63.5 million ($67.2 million U.S. dollars) with an interest rate of 5.900% (one month EURIBOR of 3.750%)income from the Company’s investments and borrowings denominated in Australian Dollars of A$5.5 million ($3.5 million U.S. dollars) with an interest rate of 6.463% (one month AUD Screen Rate of 4.313%). Therelated borrowings denominated in foreign currenciescurrencies. Forward currency contracts are considered undesignated derivative instruments.
The following tables present the Company’s foreign currency forward contracts as of March 31, 2024 and December 31, 2023:
As of March 31, 2024
Description
($ in thousands)
Notional Amount to be PurchasedNotional Amount to be SoldMaturity DateGross Amount of Recognized Assets (Liabilities)Balance Sheet Location of Net Amounts
Foreign currency forward contract (AUD)A$37,920$24,76804/08/24$(25)Derivative liabilities
Foreign currency forward contract (AUD)$571A$87204/08/24Derivative assets
Foreign currency forward contract (AUD)$25,161A$37,04804/08/24987 Derivative assets
Foreign currency forward contract (AUD)$25,112A$38,35007/08/2425 Derivative assets
Foreign currency forward contract (CAD)C$252$18904/08/24(3)Derivative liabilities
Foreign currency forward contract (CAD)C$5,633$4,14804/08/2416 Derivative assets
Foreign currency forward contract (CAD)$83C$11304/08/24— Derivative liabilities
Foreign currency forward contract (CAD)$4,342C$5,77204/08/2476 Derivative assets
Foreign currency forward contract (CAD)$4,213C$5,71507/08/24(16)Derivative liabilities
Foreign currency forward contract (DKK)4,058kr.$58904/08/24(1)Derivative liabilities
Foreign currency forward contract (DKK)$1280kr.04/08/24— Derivative assets
Foreign currency forward contract (DKK)$5873,978kr.04/08/2411 Derivative assets
Foreign currency forward contract (DKK)$5944,077kr.07/08/24Derivative assets
Foreign currency forward contract (EUR)€95,644$103,47104/08/24(155)Derivative liabilities
Foreign currency forward contract (EUR)$3,430€3,16404/08/2412 Derivative assets
Foreign currency forward contract (EUR)$101,716€92,48004/08/241,818 Derivative assets
Foreign currency forward contract (EUR)$107,123€98,65107/08/24158 Derivative assets
Foreign currency forward contract (GBP)£1,056$1,33504/08/24(1)Derivative liabilities
Foreign currency forward contract (GBP)£15,862$20,02504/08/2413 Derivative assets
Foreign currency forward contract (GBP)$1,254£98204/08/2414 Derivative assets
Foreign currency forward contract (GBP)$20,135£15,93604/08/24Derivative assets
Foreign currency forward contract (GBP)$21,094£16,70107/08/24(14)Derivative liabilities
Foreign currency forward contract (NZD)NZ$10,224$6,14104/08/24(25)Derivative liabilities
Foreign currency forward contract (NZD)$6,401NZ$10,22404/08/24285 Derivative assets
Foreign currency forward contract (NZD)$6,210NZ$10,33810/10/2325 Derivative assets
Foreign currency forward contract (NOK)21,883kr$2,03204/08/24(15)Derivative liabilities
Foreign currency forward contract (NOK)$40429kr04/08/24Derivative assets
Foreign currency forward contract (NOK)$2,08321,453kr04/08/24105 Derivative assets
Foreign currency forward contract (NOK)$2,03821,901kr07/08/2415 Derivative assets
Foreign currency forward contract (SEK)16,338kr$1,54104/08/24(12)Derivative liabilities
Foreign currency forward contract (SEK)$32330kr04/08/24Derivative assets
Foreign currency forward contract (SEK)$1,57616,008kr04/08/2478 Derivative assets
Foreign currency forward contract (SEK)$1,54916,363kr07/08/2412 Derivative assets
Foreign currency forward contract (CHF)1,691Fr.$1,87004/08/24Derivative assets
Foreign currency forward contract (CHF)$2,0131,691Fr.04/08/24134 Derivative assets
Foreign currency forward contract (CHF)$1,9211,720Fr.07/08/24(9)Derivative liabilities
Total$3,525 
83

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
As of December 31, 2023
Description
($ in thousands)
Notional Amount to be PurchasedNotional Amount to be SoldMaturity DateGross Amount of Recognized Assets (Liabilities)Balance Sheet Location of Net Amounts
Foreign currency forward contract (AUD)$22,960A$35,90701/10/24(1,568)Derivative liabilities
Foreign currency forward contract (AUD)$569A$86701/10/24(23)Derivative liabilities
Foreign currency forward contract (CAD)$4,087C$5,57701/10/24(137)Derivative liabilities
Foreign currency forward contract (CAD)$182C$24501/10/24(4)Derivative liabilities
Foreign currency forward contract (DKK)$5483,873kr.01/10/24(27)Derivative liabilities
Foreign currency forward contract (DKK)$17120kr.01/10/24(1)Derivative liabilities
Foreign currency forward contract (EUR)$93,155€88,30501/10/24(4,541)Derivative liabilities
Foreign currency forward contract (EUR)$7,409€6,84001/10/24(158)Derivative liabilities
Foreign currency forward contract (GBP)$18,602£15,32801/10/24(927)Derivative liabilities
Foreign currency forward contract (NZD)$5,813NZ$9,76001/10/24(373)Derivative liabilities
Foreign currency forward contract (NZD)$126NZ$21501/10/24(10)Derivative liabilities
Foreign currency forward contract (NOK)$1,946kr21,02401/10/24(130)Derivative liabilities
Foreign currency forward contract (SEK)$1,52316,000kr01/10/24(69)Derivative liabilities
Foreign currency forward contract (CHF)$1,8431,672Fr.01/10/24(148)Derivative liabilities
Total$(8,116)
As of March 31, 2024 and December 31, 2023, the total fair value of the Company’s foreign currency forward contracts was $3.5 million and $(8.1) 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.
7. COMMITMENTS AND CONTINGENCIES
As of both March 31, 2024 and December 31, 2023, the Company had $568.7 million in total capital commitments from investors of which $5.0 million was from C.M. Life Insurance Company, an affiliate of MassMutual and the Adviser, and $95.0 million was from MassMutual. As of both March 31, 2024 and December 31, 2023, all commitments have been funded.
In the normal course of business, the Company is party to financial instruments with off-balance sheet risk, consisting primarily of unused commitments to extend financing to the Company’s portfolio companies. Since commitments may expire without being drawn upon, the total commitment amount does not necessarily represent future cash requirements. As of March 31, 2024, the Company believed that it had adequate financial resources to satisfy its unfunded commitments. The balances of unused commitments to extend financing as of March 31, 2024 and December 31, 2023 were as follows:
Portfolio Company
($ in thousands)
Investment TypeMarch 31, 2024December 31, 2023
Accurus Aerospace Corporation(1)(2)Revolver$184 $254 
AD Bidco, Inc.(1)Delayed Draw Term Loan1,174 — 
AD Bidco, Inc.(1)Revolver434 — 
Adhefin International(1)(2)(3)Delayed Draw Term Loan410 419 
AirX Climate Solutions, Inc.(1)Delayed Draw Term Loan236 236 
AirX Climate Solutions, Inc.(1)Revolver80 96 
AlliA Insurance Brokers NV(1)(3)Delayed Draw Term Loan1,598 1,634 
Americo Chemical Products, LLC(1)Revolver471 471 
Amtech LLC(1)(2)Revolver263 145 
Aquavista Watersides 2 LTD(1)(2)(4)Capex / Acquisition Facility659 665 
Arc Education(1)(3)Delayed Draw Term Loan1,263 1,291 
Argus Bidco Limited(1)(2)(4)CAF Term Loan180 271 
ASC Communications, LLC(1)Revolver658 659 
Astra Bidco Limited(1)(2)(4)Delayed Draw Term Loan402 471 
ATL II MRO Holdings Inc.(1)(2)Revolver1,250 1,250 
Avance Clinical Bidco Pty Ltd(1)(2)(5)Delayed Draw Term Loan939 982 
84

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)
Investment TypeMarch 31, 2024December 31, 2023
Azalea Buyer, Inc.(1)(2)Delayed Draw Term Loan429 429 
Azalea Buyer, Inc.(1)(2)Revolver321 321 
Beyond Risk Management, Inc.(1)Delayed Draw Term Loan2,007 2,007 
Biolam Group(1)(2)(3)Delayed Draw Term Loan983 1,006 
Bounteous, Inc.(1)(2)Delayed Draw Term Loan— 2,580 
Brightpay Limited(1)(2)(3)Delayed Draw Term Loan123 126 
BrightSign LLC(1)(2)Revolver143 238 
CAi Software, LLC(1)(2)Revolver707 707 
Cascade Residential Services LLC(1)Delayed Draw Term Loan754 993 
Cascade Residential Services LLC(1)Revolver165 165 
CCFF Buyer, LLC(1)(2)Delayed Draw Term Loan2,027 — 
CCFF Buyer, LLC(1)(2)Revolver608 — 
CGI Parent, LLC(1)(2)Revolver1,653 1,653 
Comply365, LLC(1)(2)Revolver556 556 
Coyo Uprising GmbH(1)(2)(3)Delayed Draw Term Loan511 523 
CSL DualCom(1)(4)Capex / Acquisition Term Loan185 187 
DataServ Integrations, LLC(1)Revolver481 481 
DecksDirect, LLC(1)(2)Revolver169 381 
DISA Holdings Corp.(1)Delayed Draw Term Loan— 714 
DISA Holdings Corp.(1)Revolver286 226 
Dune Group(1)(2)(3)Delayed Draw Term Loan688 704 
Eclipse Business Capital, LLC(1)Revolver8,310 8,490 
EMI Porta Holdco LLC(1)(2)Revolver25 173 
eShipping, LLC(1)Revolver917 1,122 
Eurofins Digital Testing International LUX Holding SARL(1)(2)(3)Delayed Draw Term Loan1,780 1,821 
Events Software BidCo Pty Ltd(1)(2)Delayed Draw Term Loan620 620 
Express Wash Acquisition Company, LLC(1)Revolver77 77 
Faraday(1)(3)Delayed Draw Term Loan968 990 
Finexvet(1)(3)Delayed Draw Term Loan— 650 
Footco 40 Limited(1)(2)(4)Delayed Draw Term Loan519 524 
Forest Buyer, LLC(1)Delayed Draw Term Loan496 — 
Forest Buyer, LLC(1)Revolver298 — 
Fortis Payment Systems, LLC(1)(2)Delayed Draw Term Loan— 
Fortis Payment Systems, LLC(1)(2)Revolver— 
GB Eagle Buyer, Inc.(1)Revolver1,935 1,935 
Global Academic Group Limited(1)(2)(7)Term Loan261 276 
GPNZ II GmbH(1)(2)(3)Delayed Draw Term Loan86 — 
GPNZ II GmbH(1)(2)(3)Delayed Draw Term Loan17 53 
Greenhill II BV(1)(3)Capex Acquisition Facility118 120 
Gusto Aus BidCo Pty Ltd(1)(5)Delayed Draw Term Loan160 167 
HeartHealth Bidco Pty Ltd(1)(2)(5)Delayed Draw Term Loan239 253 
HEKA Invest(1)(3)Delayed Draw Term Loan562 575 
HemaSource, Inc.(1)Revolver744 710 
HomeX Services Group LLC(1)Delayed Draw Term Loan338 338 
HomeX Services Group LLC(1)Revolver135 135 
HTI Technology & Industries(1)(2)Delayed Draw Term Loan1,023 1,023 
85

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)
Investment TypeMarch 31, 2024December 31, 2023
HTI Technology & Industries(1)(2)Revolver682 682 
Ice House America, L.L.C.(1)(2)Delayed Draw Term Loan82 — 
Ice House America, L.L.C.(1)(2)Revolver191 — 
Innovad Group II BV(1)(2)(3)Delayed Draw Term Loan172 176 
INOS 19-090 GmbH(1)(2)(3)Acquisition Facility— 971 
Interstellar Group B.V.(1)(3)Delayed Draw Term Loan— 57 
Interstellar Group B.V.(1)(3)Delayed Draw Term Loan607 620 
InvoCare Limited(1)(2)(5)Delayed Draw Term Loan148 155 
Isolstar Holding NV (IPCOM)(1)(3)Delayed Draw Term Loan171 656 
ISTO Technologies II, LLC(1)Revolver238 238 
ITI Intermodal, Inc.(1)(2)Revolver595 595 
Jon Bidco Limited(1)(2)(7)Capex & Acquisition Facility316 334 
Jones Fish Hatcheries & Distributors LLC(1)Revolver418 418 
Kano Laboratories LLC(1)Delayed Draw Term Loan— 1,574 
Kano Laboratories LLC(1)Delayed Draw Term Loan— 1,203 
Lambir Bidco Limited(1)(2)(3)Delayed Draw Term Loan1,096 1,121 
LeadsOnline, LLC(1)Revolver1,952 1,640 
Marmoutier Holding B.V.(1)(2)(3)Delayed Draw Term Loan24 18 
Marmoutier Holding B.V.(1)(2)(3)Revolver108 106 
Marshall Excelsior Co.(1)Revolver100 133 
MB Purchaser, LLC(1)(2)Delayed Draw Term Loan515 — 
MB Purchaser, LLC(1)(2)Revolver103 — 
MC Group Ventures Corporation(1)(2)Delayed Draw Term Loan290 290 
Megawatt Acquisitionco, Inc.(1)Revolver332 — 
Mercell Holding AS(1)(2)(8)Capex Acquisition Facility362 387 
Modern Star Holdings Bidco Pty Limited(1)(2)(5)Term Loan323 338 
Modern Star Holdings Bidco Pty Limited(1)(2)(5)Term Loan73 77 
Moonlight Bidco Limited(1)(2)(4)Delayed Draw Term Loan557 562 
Narda Acquisitionco., Inc.(1)Revolver684 684 
NAW Buyer, LLC(1)(2)Delayed Draw Term Loan1,515 1,515 
NAW Buyer, LLC(1)(2)Revolver341 303 
NeoxCo(1)(3)Delayed Draw Term Loan486 497 
Next Holdco, LLC(1)Delayed Draw Term Loan189 189 
Next Holdco, LLC(1)Delayed Draw Term Loan73 73 
NF Holdco, LLC(1)Revolver589 442 
Novotech Aus Bidco Pty Ltd(1)Capex & Acquisition Facility1,042 1,042 
NPM Investments 28 BV(1)(3)Delayed Draw Term Loan468 479 
OA Buyer, Inc.(1)Revolver1,154 1,331 
OAC Holdings I Corp(1)(2)Revolver538 685 
OSP Hamilton Purchaser, LLC(1)(2)Revolver315 315 
Parkview Dental Holdings(1)(2)Delayed Draw Term Loan262 262 
Polara Enterprises, L.L.C.(1)Revolver273 273 
Premium Invest(1)(3)Acquisition Facility418 428 
Process Insights Acquisition, Inc.(1)Delayed Draw Term Loan623 623 
Process Insights Acquisition, Inc.(1)Revolver— 676 
Process Insights Acquisition, Inc.(1)Revolver575 — 
ProfitOptics, LLC(1)(2)Revolver35 84 
86

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)
Investment TypeMarch 31, 2024December 31, 2023
Protego Bidco B.V.(1)(2)(3)Delayed Draw Term Loan135 174 
PSP Intermediate 4, LLC(1)(2)(3)Delayed Draw Term Loan202 206 
Qualified Industries, LLC(1)Revolver242 242 
Questel Unite(1)(2)(3)Incremental Term Loan2,796 2,860 
R1 Holdings, LLC(1)Delayed Draw Term Loan841 841 
R1 Holdings, LLC(1)Revolver973 973 
Randys Holdings, Inc.(1)Delayed Draw Term Loan2,912 3,309 
Randys Holdings, Inc.(1)Revolver1,030 995 
Rocade Holdings LLC(1)Preferred Equity4,500 4,500 
Rock Labor, LLC(1)(2)Revolver625 625 
Royal Buyer, LLC(1)Delayed Draw Term Loan461 461 
Royal Buyer, LLC(1)Revolver874 670 
Sanoptis S.A.R.L.(1)(3)Acquisition Capex Facility— 16 
SBP Holdings LP(1)Delayed Draw Term Loan— 75 
SBP Holdings LP(1)Revolver355 532 
Scaled Agile, Inc.(1)(2)Revolver280 280 
Scout Bidco B.V.(1)(2)(3)Revolver313 320 
Sinari Invest(1)(2)(3)Delayed Draw Term Loan604 617 
SISU ACQUISITIONCO., INC.(1)(2)Delayed Draw Term Loan156 312 
Smartling, Inc.(1)Revolver588 588 
SmartShift Group, Inc.(1)Delayed Draw Term Loan2,294 2,294 
SmartShift Group, Inc.(1)Revolver1,101 1,101 
Solo Buyer, L.P.(1)Revolver798 798 
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)(1)(2)Delayed Draw Term Loan399 399 
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)(1)(2)Revolver117 90 
Spatial Business Systems LLC(1)Delayed Draw Term Loan938 937 
Spatial Business Systems LLC(1)Revolver703 703 
SSCP Pegasus Midco Limited(1)(4)Delayed Draw Term Loan1,237 1,487 
Superjet Buyer, LLC(1)Revolver1,095 1,095 
SVI International LLC(1)Delayed Draw Term Loan74 — 
SVI International LLC(1)Revolver74 — 
Syntax Systems Ltd(1)Revolver167 231 
Tank Holding Corp(1)Delayed Draw Term Loan339 409 
Tank Holding Corp(1)Revolver491 480 
Tanqueray Bidco Limited(1)(4)Capex Facility1,143 1,153 
Techone B.V.(1)(2)(3)Revolver154 94 
Tencarva Machinery Company, LLC(1)(2)Revolver752 752 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)Delayed Draw Term Loan— 1,758 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)Revolver796 796 
The Cleaver-Brooks Company, Inc.(1)Revolver1,615 1,615 
Trader Corporation(1)(6)Revolver173 177 
Trintech, Inc.(1)Revolver255 255 
TSYL Corporate Buyer, Inc.(1)Delayed Draw Term Loan912 1,469 
TSYL Corporate Buyer, Inc.(1)Revolver177 177 
Turbo Buyer, Inc.(1)(2)Delayed Draw Term Loan— 974 
UBC Ledgers Holding AB(1)(2)(9)Delayed Draw Term Loan792 840 
UBC Ledgers Holding AB(1)(2)(9)Revolver262 278 
87

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)
Investment TypeMarch 31, 2024December 31, 2023
Union Bidco Limited(1)(4)Acquisition Facility82 83 
United Therapy Holding III GmbH(1)(2)(3)Acquisition Facility668 683 
Unither (Uniholding)(1)(3)Delayed Draw Term Loan468 479 
W2O Holdings, Inc.(1)(2)Delayed Draw Term Loan— 234 
West-NR AcquisitionCo., LLC(1)Delayed Draw Term Loan1,250 1,250 
Whitcraft Holdings, Inc.(1)Revolver490 880 
White Bidco Limited(1)Delayed Draw Term Loan257 257 
Woodland Foods, LLC(1)(2)Line of Credit157 318 
World 50, Inc.(1)(2)Revolver243 — 
WWEC Holdings III Corp(1)(2)Revolver932 757 
Xeinadin Bidco Limited(1)(2)(4)CAF Term Loan1,601 2,062 
ZB Holdco LLC(1)(2)Delayed Draw Term Loan381 1,466 
ZB Holdco LLC(1)(2)Revolver271 423 
Zeppelin Bidco Limited(1)(2)(4)Capex / Acquisition Facility— 1,333 
Total unused commitments to extend financing$103,209 $114,328 
(1)The Adviser’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.
(8)Actual commitment amount is denominated in Norwegian kroner. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(9)Actual commitment amount is denominated in Swedish kronor. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
88

Barings Capital Investment Corporation
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, 2024 and 2023:
Three Months Ended March 31,
($ in thousands, except share and per share amounts)20242023
Per share data:
Net asset value at beginning of period$22.27 $21.66 
Net investment income (1)0.65 0.68 
Net realized gain (loss) on investments / foreign currency transactions / forward currency contracts (1)(0.36)(0.35)
Net unrealized appreciation (depreciation) on investments / foreign currency transactions / forward currency contracts (1)0.67 0.59 
Total increase from investment operations (1)0.96 0.92 
Dividends paid to stockholders from net investment income(0.64)(0.57)
Dividends paid to stockholders from short-term realized gains— (0.03)
Total dividends declared(0.64)(0.60)
Net asset value at end of period$22.59 $21.98 
Shares outstanding at end of period29,672,058 28,142,612
Net assets at end of period$670,241 $618,439
Average net assets$658,852 $609,288
Ratio of total expenses to average net assets (annualized) (2)11.07 %10.09 %
Ratio of net investment income to average net assets (annualized) (2)11.54 %12.39 %
Portfolio turnover ratio (annualized)3.22 %1.83 %
Total return (3)4.35 %4.29 %
(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)Does not include expenses of underlying investment companies, including joint ventures.
(3)Total return is calculated as the change in NAV per share during the period, divided by the beginning NAV per share and assumes reinvestment of dividends at prices obtained by the Company’s dividend reinvestment plan during the period.
9. SUBSEQUENT EVENTS
On May 7, 2024, the Board declared a quarterly dividend of $0.64 per share payable on June 12, 2024 to holders of record as of May 29, 2024.

89


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, 2024, 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, 2023. 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 titled “Risk Factors” in Part I of our Annual Report on Form 10-K for the year ended December 31, 2023 and in Item 1A titled “Risk Factors” in Part II of our subsequently filed Quarterly Reports on Form 10-Q or in other reports that we may file with the Securities and Exchange Commission (the “SEC”) from time to time. 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, including the risks of a slowing economy, rising inflation and risk of recession, and volatility in the financial services sector, including bank failures; the interest rate environment or conditions affecting the financial and capital markets; the impact of global health crises, on our or our portfolio companies’ business and the U.S. and global economies; our, or our portfolio companies’, future business, operations, operating results or prospects; 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 or our portfolio companies’ 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 were formed on February 20, 2020 as a Maryland limited liability company and converted to a Maryland corporation on April 28, 2020. On July 13, 2020, we commenced operations and made our first portfolio company investment. We are externally managed by Barings LLC (“Barings” or the “Adviser”), an investment adviser that is registered with the SEC under the Investment Advisers Act of 1940, as amended (the “Advisers Act”). An externally-managed business development company (“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 an administration agreement. Instead of directly compensating employees, we pay Barings for investment and management services pursuant to the terms of an investment advisory agreement (the “Advisory Agreement”) and an administration agreement (the “Administration Agreement”).
Our primary investment objective is to provide consistently attractive returns. Barings employs fundamental credit analysis, and targets investments in businesses with relatively low levels of cyclicality (i.e., the risk of business cycles or other economic cycles adversely affecting them) and operating risk. The hold 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
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has experience managing levered vehicles, both public and private, and seeks 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 focus on investing primarily in senior secured private debt instruments in well-established middle-market businesses that operate across a wide range of industries. To a lesser extent, we will invest in equity, special situations, structured credit (e.g., private asset-backed securities), syndicated loan opportunities, high-yield investments and/or mortgage securities. Syndicated senior secured loans are either (i) marketed by investment banks, which are mandated to bring lenders together and underwrite the deal, to institutional investors or (ii) bought and sold by institutional investors in individually negotiated private transactions that function in many respects like an over-the-counter secondary market. On the other hand, senior secured private debt investments are negotiated directly with the borrower, rather than marketed by a third party or bought and sold in the secondary market. We believe senior secured private debt investments may offer higher returns and certain more favorable protections than syndicated senior secured loans. 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. We currently intend to invest primarily in senior secured private debt investments that have terms of between five and seven years and bear interest between the Secured Overnight Financing Rate (“SOFR”) (or the applicable currency rate for investments in foreign currencies) plus 475 basis points and SOFR plus 675 basis points per annum.
As of March 31, 2024 and December 31, 2023, the weighted average yield on the principal amount of our outstanding debt investments other than non-accrual debt investments was approximately 11.0% and 10.9%, respectively. The weighted average yield on the principal amount of all of our outstanding debt investments (including non-accrual debt investments) was approximately 11.0% and 10.7% as of March 31, 2024 and December 31, 2023, respectively.
Relationship with Our Adviser, Barings
Our Adviser, Barings, a wholly-owned subsidiary of Massachusetts Mutual Life Insurance Company (“MassMutual”), is a leading global asset management firm and is registered with the SEC as an investment adviser under the Advisers Act. 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”), Barings’ Global Private Finance Group (“Barings GPFG”) manages our day-to-day operations, and provides investment advisory and management services to us. Barings GPFG is part of Barings’ $324.0 billion Global Fixed Income Platform (as of March 31, 2024) that invests in liquid, private and structured credit. Barings GPFG also advises private funds and separately managed accounts, along with multiple public vehicles. The Adviser has retained its indirect, wholly-owned subsidiary, Baring International Investment Limited (“BIIL”), as a sub-adviser to manage European investments for us. BIIL is an investment adviser registered with the SEC in the United States and the Financial Conduct Authority in the United Kingdom with its principal office located in London, England. As of March 31, 2024, BIIL had approximately £17.0 billion in assets under management.
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 (in its capacity as our Administrator) 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.
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Included in Barings GPFG is Barings North American Private Finance Team (the “U.S. Investment Team”), which consists of 43 investment professionals (as of March 31, 2024) located in three offices in the United States. The U.S. Investment Team provides a full set of solutions to the North American middle market, including first and second lien senior secured loans, unitranche structures, revolvers, mezzanine debt and equity co-investments. The U.S. Investment Team averages approximately 20 years of industry experience at the Managing Director and Director level. Also included in Barings GPFG are
its Europe and Asia-Pacific Investment Committees and Private Finance Teams, which are responsible for our investment origination and portfolio monitoring activities for middle-market companies in Europe and Asia-Pacific geographies. In addition, Barings believes that it has best-in-class support personnel, including expertise in risk management, legal, accounting, tax, information technology and compliance, among others. We expect to benefit from the support provided by these personnel in our operations.
Portfolio Composition
The total value of our investment portfolio was $1,363.0 million as of March 31, 2024, as compared to $1,349.1 million as of December 31, 2023. As of March 31, 2024, we had investments in 263 portfolio companies with an aggregate cost of $1,359.9 million. As of December 31, 2023, we had investments in 256 portfolio companies with an aggregate cost of $1,352.1 million. As of both March 31, 2024 and December 31, 2023, none of our portfolio investments represented greater than 10% of the total fair value of our investment portfolio.
As of March 31, 2024 and December 31, 2023, our investment portfolio consisted of the following investments:
($ in thousands)CostPercentage of
Total
Portfolio
Fair ValuePercentage of
Total
Portfolio
March 31, 2024:
Senior debt and 1st lien notes
$996,015 73 %$982,334 72 %
Subordinated debt and 2nd lien notes
108,605 107,913 
Structured products28,657 27,744 
Equity shares176,427 13 207,185 15 
Equity warrants33 — 1,147 — 
Investments in joint ventures50,132 36,725 
$1,359,869 100 %$1,363,048 100 %
($ in thousands)CostPercentage of
Total Portfolio
Fair ValuePercentage of
Total Portfolio
December 31, 2023:
Senior debt and 1st lien notes
$1,000,294 74 %$985,158 73 
Subordinated debt and 2nd lien notes
108,487 106,894 
Structured products29,479 26,173 
Equity shares162,731 12 192,641 14 
Equity warrants— 1,043 — 
Investments in joint ventures51,123 37,212 
$1,352,116 100 %$1,349,121 100 %
Investment Activity
During the three months ended March 31, 2024, we made 10 new investments totaling $27.5 million and made investments in existing portfolio companies totaling $23.7 million. We had four loans repaid totaling $24.5 million and received $13.9 million of portfolio company principal payments and sales proceeds and recognized a net realized gain on these transactions of $0.1 million. We received $1.0 million of return of capital from one of our joint ventures. In addition, one of our debt investments was restructured, which resulted in a loss of $4.5 million. Lastly, we received proceeds related to the sale of equity investments totaling $3.8 million and recognized a net realized gain on such sales totaling $0.5 million.
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During the three months ended March 31, 2023, we made 10 new investments totaling $36.7 million, made investments in existing portfolio companies totaling $19.8 million and made a $45.0 million equity co-investment alongside certain affiliates in a portfolio company that specializes in providing financing to plaintiff law firms engaged in mass tort and other civil litigation. We had two loans repaid totaling $10.1 million and received $7.3 million of portfolio company principal payments and sales proceeds and recognized a net realized loss on these transactions of $0.2 million. Finally, we received $3.8 million of return of capital from one of our joint ventures.
Total portfolio investment activity for the three months ended March 31, 2024 and 2023 was as follows:
Three Months Ended
March 31, 2024:
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity
Shares
Equity
Warrants
Investments in Joint VenturesTotal
Fair value, beginning of period$985,158 $106,894 $26,173 $192,641 $1,043 $37,212 $1,349,121 
New investments36,126 12,535 — 2,600 — — 51,261 
Investment restructuring(13,015)— — 12,984 31 — — 
Proceeds from sales of investments/return of capital(129)— — (3,797)— (990)(4,916)
Loan origination fees received(545)(281)— — — — (826)
Principal repayments received(24,426)(12,991)(826)— — — (38,243)
Payment-in-kind interest/dividends604 692 — 1,559 — — 2,855 
Accretion of loan premium/discount114 80 — — — 198 
Accretion of deferred loan origination revenue1,210 82 — — — — 1,292 
Realized gain (loss)(4,217)— — 350 — — (3,867)
Unrealized appreciation (depreciation)1,454 902 2,393 848 73 503 6,173 
Fair value, end of period$982,334 $107,913 $27,744 $207,185 $1,147 $36,725 $1,363,048 
Three Months Ended
March 31, 2023:
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity
Shares
Equity
Warrants
Investments in Joint VenturesTotal
Fair value, beginning of period$920,219 $123,244 $28,321 $113,666 $476 $47,479 $1,233,405 
New investments54,252 683 — 46,519 — — 101,454 
Proceeds from sales of investments/return of capital— — — — — (3,763)(3,763)
Loan origination fees received(1,495)(20)— — — — (1,515)
Principal repayments received(16,187)(449)(833)— — — (17,469)
Payment-in-kind interest/dividends1,038 826 — — — — 1,864 
Accretion of loan premium/discount282 49 — — — 334 
Accretion of deferred loan origination revenue1,059 70 — — — — 1,129 
Realized gain (loss)(224)— — — — — (224)
Unrealized appreciation (depreciation)3,204 1,681 196 5,119 15 (523)9,692 
Fair value, end of period$962,148 $126,084 $27,687 $165,304 $491 $43,193 $1,324,907 
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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, 2024, we had three portfolio companies with investments on non-accrual, the aggregate fair value of which was $2.7 million, which comprised 0.2% of the total fair value our portfolio, and the aggregate cost of which was $5.0 million, which comprised 0.4% of the total cost of our portfolio. As of December 31, 2023, we had one portfolio company with investments on non-accrual, the fair value of which was $13.5 million, which comprised 1.0% of the total fair value of our portfolio, and the cost of which was $17.4 million, which comprised 1.3% of the total cost of our portfolio.
A summary of our non-accrual assets as of March 31, 2024 is provided below.
Canadian Orthodontic Partners Corp.
During the quarter ended March 31, 2024, we placed our debt investment in Canadian Orthodontic Partners Corp., or Canadian Orthodontics, on non-accrual status. As a result, under U.S. generally accepted accounting principles (“U.S. GAAP”), we will not recognize interest income on our debt investment in Canadian Orthodontics for financial reporting purposes. As of March 31, 2024, the cost of our debt investment in Canadian Orthodontics was $1.8 million and the fair value of such investment was $1.1 million.
GPNZ II GmbH
During the quarter ended March 31, 2024, we placed our debt investments in GPNZ II GmbH., or GPNZ, on non-accrual status. As a result, under U.S. GAAP, we will not recognize interest income on our debt investments in GPNZ for financial reporting purposes. As of March 31, 2024, the cost of our debt investments in GPNZ was $0.6 million and the fair value of such investments was $0.4 million.
Marmoutier Holding B.V.
During the quarter ended March 31, 2024, we placed our debt investments in Marmoutier Holding B.V., or Marmoutier, on non-accrual status. As a result, under U.S. GAAP, we will not recognize interest income on our debt investments in Marmoutier for financial reporting purposes. As of March 31, 2024, the cost of our debt investments in Marmoutier was $2.6 million and the fair value of such investments was $1.2 million.
Results of Operations
Comparison of the three months ended March 31, 2024 and 2023
Operating results for the three months ended March 31, 2024 and 2023 were as follows:
Three Months EndedThree Months Ended
($ in thousands)March 31,
2024
March 31,
2023
Total investment income$37,238 $34,239 
Total operating expenses18,075 15,344 
Net investment income before taxes19,163 18,895 
Income taxes, including excise tax expense150 24 
Net investment income after taxes19,013 18,871 
Net realized gains (losses)(10,500)(9,932)
Net unrealized appreciation (depreciation)19,526 16,554 
Net realized gains (losses) and unrealized appreciation (depreciation) on investments, foreign currency transactions and forward currency contracts9,026 6,622 
Net increase in net assets resulting from operations$28,039 $25,493 
Net increases (decreases) in net assets resulting from operations can vary substantially from period to period due to various factors, including recognition of realized gains and losses and unrealized appreciation and depreciation. As a result, comparisons of net changes in foreign exchangenet assets resulting from operations may not be meaningful.
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Investment Income
Three Months EndedThree Months Ended
($ in thousands)March 31,
2024
March 31,
2023
Investment income:
Interest income$30,186 $27,320 
Dividend income3,950 3,479 
Fee and other income1,596 1,686 
Payment-in-kind interest income1,493 1,743 
Interest income from cash13 11 
Total investment income$37,238 $34,239 
The change in total investment income for the three months ended March 31, 2024, as compared to the three months ended March 31, 2023, was primarily due to an increase in the weighted average yield on the portfolio from higher base rates and increased dividends from portfolio companies. The weighted average yield on the principal amount of our outstanding debt investments, other than non-accrual debt investments, was 11.0% as of March 31, 2024, as compared to 10.3% as of March 31, 2023. For the three months ended March 31, 2024, dividends from portfolio companies were $4.0 million, as compared to $3.5 million for the three months ended March 31, 2023.
Operating Expenses
Three Months EndedThree Months Ended
($ in thousands)March 31,
2024
March 31,
2023
Operating expenses:
Interest and other financing fees$13,540 $11,293 
Base management fee519 486 
Incentive management fees3,199 2,699 
Other general and administrative expenses817 866 
Total operating expenses$18,075 $15,344 

Interest and Other Financing Fees
Interest and other financing fees during both the three months ended March 31, 2024 and 2023 were attributable to borrowings under the February 2027 Notes and the ING Credit Facility (each as defined below under “Financial Condition, Liquidity and Capital Resources”). The increase in interest and other financing fees for the three months ended March 31, 2024 as compared to the three months ended March 31, 2023, was primarily attributable to an increase in the weighted average interest rate on the ING Credit Facility. The weighted average interest rate on the ING Credit Facility borrowingswas 7.4% as of March 31, 2024, as compared to 6.7% as of March 31, 2023.
Base Management Fee
Under the 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 included in “unrealized appreciation (depreciation) - foreign currency transactions” incalculated based on the average value of our gross assets at the end of the two most recently completed calendar quarters (including the quarter for which such fees are being calculated) and appropriately adjusted for any share issuances or repurchases during the quarter. The Base Management Fee for any partial quarter is appropriately pro-rated. See “Note 2. Agreement and Related Party Transactions” to our Unaudited Consolidated Financial Statements for additional information regarding the Advisory Agreement and the fee arrangement thereunder. For both the three months ended March 31, 2024 and 2023, the amount of Operations.Base Management Fees incurred was $0.5 million.
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Incentive Fee
Under the Advisory Agreement, we pay Barings an incentive fee (the “Incentive Fee”). The Incentive Fee consists of two parts: (i) an incentive fee based on pre-incentive fee net investment income (the “Income-Based Fee”) and (ii) an incentive fee based on the net capital gains received on our portfolio of securities on a cumulative basis through the end of each calendar year, net of all realized capital losses and all unrealized capital depreciation on a cumulative basis, less the aggregate amount of any previously paid Incentive Fee on capital gains (the “Capital Gains Fee”). The Income-Based Fee is subject to a floating “hurdle rate” based on SOFR, a “catch-up” feature and a cap. See “Note 2. Agreements and Related Party Transactions” to our Unaudited Consolidated Financial Statements for additional information regarding the Advisory Agreement and the fee arrangements thereunder. For the three months ended March 31, 2024, the amount of Income-Based Fees incurred was $2.8 million, as compared to $2.7 million for the three months ended March 31, 2023. The increase in the Income-Based Fees for the three months ended March 31, 2024, as compared to the three months ended March 31, 2023, relates predominately to an increase in pre-incentive fee net investment income. The amount of pre-incentive fee net investment income was $22.4 million as of March 31, 2024, as compared to $21.6 million as of March 31, 2023.
For the three months ended March 31, 2024, we accrued $0.4 million for the Capital Gains Fee, as compared to nil for the three months ended March 31, 2023. As required by U.S. GAAP, we accrue the Capital Gains Fee on unrealized gains. This accrual reflects the Incentive Fees that would be payable to the Adviser if our entire investment portfolio was liquidated at its fair value as of the balance sheet date even though the Adviser is not entitled to an Incentive Fee with respect to unrealized gains unless and until such gains are actually realized. There can be no assurance that such unrealized capital appreciation will be realized in the future.
Professional Fees
Professional fees generally include legal and accounting expenses.
Other General and Administrative Expenses
We have entered into the Administration Agreement with Barings. 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 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 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. For the three months ended March 31, 2024, the amount of administration expense incurred and invoiced by Barings for expenses was approximately $0.2 million. For the three months ended March 31, 2023, the amount of administration expense incurred and invoiced by Barings for expenses was approximately $0.3 million. In addition to expenses incurred under the Administration Agreement, other general and administrative expenses include directors’ and officers’ insurance costs and other costs related to our operations.
Net Realized Gains (Losses)
Net realized gains (losses) during the three months ended March 31, 2024 and 2023 were as follows:
Three Months EndedThree Months Ended
($ in thousands)March 31,
2024
March 31,
2023
Net realized gains (losses):
Non-Control / Non-Affiliate investments$(3,867)$(224)
Net realized gains (losses) on investments(3,867)(224)
Foreign currency transactions(92)$467 
Forward currency contracts(6,541)(10,175)
Net realized gains (losses)$(10,500)$(9,932)
During the three months ended March 31, 2024, we recognized net realized losses totaling $10.5 million, which consisted primarily of a net loss on our forward currency contracts of $6.5 million, a net loss on our loan portfolio of $3.9 million and a net loss on foreign currency transactions of $0.1 million. The net loss on our investment portfolio predominately related to the restructuring of one investment which was primarily reclassified from unrealized depreciation during the three months ended March 31, 2024.
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During the three months ended March 31, 2023, we recognized net realized losses totaling $9.9 million, which consisted primarily of a net loss on forward currency contracts of $10.2 million and a net loss on our loan portfolio of $0.2 million, partially offset by a net gain on foreign currency transactions of $0.5 million.
Net Unrealized Appreciation (Depreciation)
Net unrealized appreciation (depreciation) during the three months ended March 31, 2024 and 2023 were as follows:
Three Months EndedThree Months Ended
($ in thousands)March 31,
2024
March 31,
2023
Net unrealized appreciation (depreciation)
Non-Control / Non-Affiliate investments$5,754 $6,125 
Affiliate investments470 3,452 
Net unrealized appreciation (depreciation) on investments6,224 9,577 
Foreign currency transactions1,661 (2,634)
Forward currency contracts11,641 9,611 
Net unrealized appreciation (depreciation)$19,526 $16,554 
During the three months ended March 31, 2024, we recorded net unrealized appreciation totaling $19.5 million, consisting of net unrealized appreciation related to forward currency contracts of $11.6 million, net unrealized appreciation reclassification adjustments of $4.9 million related to the net realized losses on the sales / repayments and restructures of certain investments, net unrealized appreciation related to foreign currency transactions of $1.7 million and net unrealized appreciation on our current portfolio of $1.2 million. The net unrealized appreciation on our current portfolio of $1.2 million was driven primarily by broad market moves for investments of $7.3 million and the credit or fundamental performance of investments of $45.7 thousand, partially offset by the impact of foreign currency exchange rates on investments of $6.1 million.
During the three months ended March 31, 2023, we recorded net unrealized appreciation totaling $16.6 million, consisting of net unrealized appreciation on our current portfolio of $9.3 million, net unrealized appreciation related to forward currency contracts of $9.6 million and net unrealized appreciation reclassification adjustments of $0.4 million related to realized gains and losses recognized during the year, partially offset by net unrealized depreciation related to foreign currency transactions of $2.6 million and deferred taxes of $0.1 million. The net unrealized appreciation on our current portfolio of $9.3 million was driven primarily by the credit or fundamental performance of investments of $4.9 million, the impact of foreign currency exchange rates on investments of $3.8 million and broad market moves for investments of $0.6 million.
Financial Condition, Liquidity and Capital Resources
We believe that our current cash and foreign currencies on hand, our available borrowing capacity under the ING Credit Facility (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 “Financial Condition, Liquidity and Capital Resources” section should be read in conjunction with the notes to our Unaudited Consolidated Financial Statements.
On June 24, 2020, our sole stockholder approved a proposal to authorize us to be subject to a reduced asset coverage ratio of at least 150% under the Investment Company Act of 1940, as amended (the “1940 Act”). As a result of stockholder approval, effective June 25, 2020, our applicable minimum asset coverage ratio under the 1940 Act was decreased to 150% from 200%. Thus, we are permitted under the 1940 Act, under specified conditions, to issue multiple classes of debt and one class of stock senior to our common stock if our asset coverage, as defined in the 1940 Act, is at least equal to 150% immediately after each such issuance. Our asset coverage ratio was 189.8% as of March 31, 2024.
February 2027 Notes
On February 22, 2022, we entered into a Note Purchase Agreement (the “February 2022 NPA”) governing the issuance of $100.0 million in aggregate principal amount of senior unsecured notes due February 22, 2027 (the “February 2027 Notes”), in each case, to qualified institutional investors in a private placement. The February 2027 Notes were delivered and paid for on February 22, 2022.Investment Valuation Process
The February 2027 Notes,Board must determine fair value in good faith for any or all Company investments for which we were requiredmarket quotations are not readily available. The Board has designated the Adviser as valuation designee to obtainperform the fair value determinations relating to the value of the assets held by the Company for which market quotations are not readily available. 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 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.
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 that of 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 by June 30, 2022, have a fixed interestanalysis, discounting cash flows, and re-underwriting analysis) to establish the rate of 4.75% per year, subjectreturn 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. If the Adviser’s pricing committee disagrees with the price range provided, it may make a step upfair value recommendation to the Adviser that is outside of 0.75% per year,the range provided by the independent valuation provider 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.
Valuation Inputs
The Adviser’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 Adviser’s market assumptions. The Adviser’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 February 2027 independent pricing service provider price is unavailable or not relevant and reliable,
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Barings Capital Investment Corporation
Notes fail to satisfy certainUnaudited Consolidated Financial Statements — (Continued)
the Adviser will utilize alternative approaches such as broker quotes or manual prices. The Adviser attempts to maximize the use of observable inputs and minimize the use of unobservable inputs. The availability of observable inputs can vary from investment grade rating conditions.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 Investments in Banff, Thompson Rivers and Waccamaw River
As Banff, Thompson Rivers and Waccamaw River are investment companies with no readily determinable fair values, the Adviser estimates the fair value of the Company’s investments in these entities using the NAV of each company and the Company’s ownership percentage as a practical expedient. The February 2027 Notes will mature on February 22, 2027 unless redeemed, purchased or prepaid prior to such date by usNAV is determined in accordance with the termsspecialized accounting guidance for investment companies.
Level 3 Unobservable Inputs
The following tables summarize the significant unobservable inputs the Adviser used in the valuation of the February 2022 NPA. InterestCompany’s Level 3 debt and equity securities as of March 31, 2024 and December 31, 2023. The weighted average range of unobservable inputs is based on fair value of investments.
March 31, 2024
($ in thousands)(3)
Fair ValueValuation
Model
Level 3
Input
Range of
Inputs
Weighted
Average
Impact to Valuation from an Increase in Input
Senior debt and 1st lien notes(1)
$844,660 Yield AnalysisMarket Yield6.1% – 27.0%10.9%Decrease
10,163 Market ApproachAdjusted EBITDA Multiple1.2x – 12.5x9.3xIncrease
79,471 Recent TransactionTransaction Price95.6% – 100.0%98.0%Increase
Subordinated debt and 2nd lien notes(2)
87,205 Yield AnalysisMarket Yield9.0% – 17.7%12.7%Decrease
10,166 Market ApproachAdjusted EBITDA Multiple6.0x – 11.0x8.5xIncrease
1,875 Recent TransactionTransaction Price100.0%100.0%Increase
Equity shares(4)
16,103 Yield AnalysisMarket Yield10.5% – 14.2%13.0%Decrease
162,274 Market ApproachAdjusted EBITDA Multiple5.5x – 27.5x11.1xIncrease
1,353 Market ApproachRevenue Multiple6.0x – 9.3x6.5xIncrease
8,027 Discounted Cash Flow AnalysisDiscount Rate14.5%14.5%Decrease
2,357 Net Asset ApproachLiabilities$(64,894.6)$(64,894.6)Decrease
749 Recent TransactionTransaction Price$0.00 – $1,037.50$438.67Increase
Equity Warrants1,102 Market ApproachAdjusted EBITDA Multiple6.3x – 12.5x7.7xIncrease
(1) Excludes investments with an aggregate fair value amounting to $11,856, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(2) Excludes investments with an aggregate fair value amounting to $5,821, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(3) For structured products, investments with an aggregate fair value amounting to $15,801, were valued by the Adviser using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(4) Excludes investments with an aggregate fair value amounting to $2,670, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.






72

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)

During the three months ended March 31, 2024, one equity position with a fair value of $7.1 million transitioned from a market approach to a yield analysis valuation model. In addition, one senior debt and first lien note position with a fair value of $2.7 million transitioned from a yield analysis to a market approach valuation model. The changes in approach were driven by considerations given to the financial performance of each portfolio company.
December 31, 2023
($ in thousands)(3)
Fair ValueValuation
Model
Level 3
Input
Range of
Inputs
Weighted
Average
Impact to Valuation from an Increase in Input
Senior debt and 1st lien notes(1)
$844,635 Yield AnalysisMarket Yield7.8% – 19.6%11.2%Decrease
7,247 Market ApproachAdjusted EBITDA Multiple1.1x – 12.5x3.5xIncrease
84,483 Recent TransactionTransaction Price97.0% – 100.0%97.9%Increase
Subordinated debt and 2nd lien notes(2)
85,803 Yield AnalysisMarket Yield8.5% – 18.9%13.1%Decrease
4,986 Market ApproachAdjusted EBITDA Multiple11.0x11.0xIncrease
670 Recent TransactionTransaction Price98.0%98.0%Increase
Equity shares(4)
8,788 Yield AnalysisMarket Yield14.6%14.6%Decrease
162,996 Market ApproachAdjusted EBITDA Multiple4.8x – 30.0x11.2xIncrease
1,390 Market ApproachRevenue Multiple6.5x – 9.5x6.8xIncrease
6,080 Discounted Cash Flow AnalysisDiscount Rate14.2%14.2%Decrease
2,131 Net Asset ApproachLiabilities$(55,281.8)$(55,281.8)Decrease
5,203 Recent TransactionTransaction Price$1.00 – $10.00$9.64Increase
Equity Warrants1,043 Market ApproachAdjusted EBITDA Multiple6.3x – 12.5x7.5xIncrease
(1) Excludes investments with an aggregate fair value amounting to $12,714, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(2) Excludes investments with an aggregate fair value amounting to $5,392, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(3) For structured products, investments with an aggregate fair value amounting to $14,915, were valued by the Adviser using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(4) Excludes investments with an aggregate fair value amounting to $5,975, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
During the year ended December 31, 2023, one equity position with a fair value of $2.6 million and four senior debt and first lien note positions with a fair value of $7.1 million transitioned from a yield analysis to a market approach valuation model. In addition, one structured product position with a fair value of $6.5 million transitioned from a discounted cash flow analysis to a broker quote valuation model. The changes in approach were driven by considerations given to the financial performance of each portfolio company.






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Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
The following tables present the Company’s investment portfolio at fair value as of March 31, 2024 and December 31, 2023, categorized by the ASC Topic 820 valuation hierarchy, as previously described:
 Fair Value as of March 31, 2024
($ in thousands)Level 1Level 2Level 3Total
Senior debt and 1st lien notes
$— $36,184 $946,150 $982,334 
Subordinated debt and 2nd lien notes
— 2,846 105,067 107,913 
Structured products— 11,943 15,801 27,744 
Equity shares9,936 3,716 193,533 207,185 
Equity warrants45 — 1,102 1,147 
Investments subject to leveling$9,981 $54,689 $1,261,653 $1,326,323 
Investments in joint ventures (1)36,725 
$1,363,048 
 Fair Value as of December 31, 2023
($ in thousands)Level 1Level 2Level 3Total
Senior debt and 1st lien notes
$— $36,079 $949,079 $985,158 
Subordinated debt and 2nd lien notes
— 10,043 96,851 106,894 
Structured products— 11,258 14,915 26,173 
Equity shares78 — 192,563 192,641 
Equity warrants— — 1,043 1,043 
Investments subject to leveling$78 $57,380 $1,254,451 $1,311,909 
Investment in joint ventures (1)$37,212 
$1,349,121 
(1)The Company’s investments in Banff, Thompson Rivers and Waccamaw River are measured at fair value using NAV and have not been categorized in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Unaudited Consolidated Balance Sheet and Consolidated Balance Sheet.
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Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
The following tables reconcile the beginning and ending balances of the Company’s investment portfolio measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the three months ended March 31, 2024 and 2023:
Three Months Ended
March 31, 2024:
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity SharesEquity WarrantsTotal
Fair value, beginning of period$949,079 $96,851 $14,915 $192,563 $1,043 $1,254,451 
New investments36,126 12,535 — 2,599 — 51,260 
Investment restructuring(13,015)— — — — (13,015)
Transfers into (out of) Level 3, net— — — (3,305)— (3,305)
Proceeds from sales of investments(129)— — — — (129)
Loan origination fees received(545)(281)— — — (826)
Principal repayments received(24,253)(5,480)(799)— — (30,532)
Payment-in-kind interest/dividends386 692 — 1,559 — 2,637 
Accretion of loan premium/discount95 27 — — — 122 
Accretion of deferred loan origination revenue1,205 82 — — — 1,287 
Realized gain (loss)(4,217)— — — — (4,217)
Unrealized appreciation (depreciation)1,418 641 1,685 117 59 3,920 
Fair value, end of period$946,150 $105,067 $15,801 $193,533 $1,102 $1,261,653 
Three Months Ended
March 31, 2023:
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity SharesEquity WarrantsTotal
Fair value, beginning of period$872,193 $97,805 $14,210 $112,878 $476 $1,097,562 
New investments54,252 683 — 45,971 — 100,906 
Transfers into (out of) Level 3, net— — 1,767 — — 1,767 
Proceeds from sales of investments— — — — — — 
Loan origination fees received(1,495)(20)— — — (1,515)
Principal repayments received(13,531)(449)(806)— — (14,786)
Payment-in-kind interest/dividends583 826 — — — 1,409 
Accretion of loan premium/discount95 33 — — — 128 
Accretion of deferred loan origination revenue1,028 70 — — — 1,098 
Realized gain (loss)(224)— — — — (224)
Unrealized appreciation (depreciation)3,174 1,313 379 4,863 15 9,744 
Fair value, end of period$916,075 $100,261 $15,550 $163,712 $491 $1,196,089 
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 depreciation on Level 3 investments of $0.6 million during the three months ended March 31, 2024 was related to portfolio company investments that were still held by the Company as of March 31, 2024. Pre-tax net unrealized appreciation on Level 3 investments of $9.5 million during the three months ended March 31, 2023 was related to portfolio company investments that were still held by the Company as of March 31, 2023.
75

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
During the three months ended March 31, 2024, the Company made investments of approximately $31.0 million in portfolio companies to which it was not previously contractually committed to provide such financing. During the three months ended March 31, 2024, the Company made investments of $20.3 million in portfolio companies to which it was previously committed to provide such financing.
During the three months ended March 31, 2023, the Company made investments of approximately $91.6 million in portfolio companies to which it was not previously contractually committed to provide such financing. During the three months ended March 31, 2023, the Company made investments of $9.8 million in portfolio companies to which it was previously committed to provide such financing.
Unsettled Purchases and Sales of Investments
Investment transactions are recorded based on the February 2027 Notestrade date of the transaction. As a result, unsettled purchases and sales are recorded as payables and receivables from unsettled transactions, respectively. While purchase 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 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. As of March 31, 2024, the Company does not “Control” any of its portfolio companies for the purposes of the 1940 Act. Under the 1940 Act, the Company is deemed to be an Affiliated Person of a company in which the Company has invested if it owns at least 5.0%, but no more than 25.0%, of the outstanding voting securities of such company.
Cash and Foreign Currencies
Cash consists of deposits held at a custodian bank. Cash is carried at cost, which approximates fair value. The Company places its cash with financial institutions and, at times, cash may exceed insured limits under applicable law.
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, semiannually in Februaryor if the Company otherwise does not expect the borrower to be able to service its debt and August of each year, beginning in August 2022. In addition, we are obligatedother 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 offera restructuring such that the interest income is deemed to repay the February 2027 Notes at par (plusbe collectible. The Company writes off any previously accrued and unpaiduncollected interest when it is determined that interest is no longer considered collectible. As of March 31, 2024 and December 31, 2023, the Company had three portfolio companies and one portfolio company, respectively, with investments that were on non-accrual.
Dividend income on preferred equity securities is recorded on the accrual basis to butthe extent that such amounts are payable by the portfolio company and are expected to be collected. Dividend income on common equity is recorded on the ex-dividend date.
76

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Payment-in-Kind Interest
The Company currently holds, and expects to hold in the future, some loans in its portfolio that contain PIK interest provisions. PIK interest, computed at the contractual rate specified in each loan agreement, is periodically added to the principal balance of the loan, rather than being paid to 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 including,yet collected the datecash. 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.
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 prepayment) ifthe 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 changefees from portfolio companies, which are non-recurring in control events occur. Subjectnature. Such fees include loan prepayment penalties, structuring fees, covenant waiver fees and loan amendment fees, and are recorded as investment income when earned.
Fee income for the three months ended March 31, 2024 and 2023 was as follows:
Three Months EndedThree Months Ended
($ in thousands)March 31, 2024March 31, 2023
Recurring Fee Income:
Amortization of loan origination fees$996 $928 
Management, valuation and other fees229 336 
Total Recurring Fee Income1,225 1,264 
Non-Recurring Fee Income:
Acceleration of unamortized loan origination fees297 201 
Advisory, loan amendment and other fees74 221 
Total Non-Recurring Fee Income371 422 
Total Fee Income$1,596 $1,686 
General and Administrative Expenses
Other general and administrative expenses include bank service fees and expenses reimbursable to the Adviser under the terms of the February 2022 NPA, we may redeemAdministration Agreement and other costs related to operating the February 2027 Notes in whole or in part at any time or from timeCompany.
Deferred Financing Fees
Costs incurred to time at our option at par plus accruedissue debt are capitalized and are amortized over the term of the debt agreements using the effective interest to the prepayment date and, if redeemed on or before August 22, 2026, a make-whole premium.method.
Segments
The February 2022 NPA contains certain representationsCompany lends to and warranties, andinvests in customers in various covenants and reporting requirements customary for agreements of this type, including, without limitation, information reporting, maintenance of our status as a BDC withinindustries. The Company separately evaluates the meaning of the 1940 Act, and certain restrictions with respect to transactions with affiliates, fundamental changes, changes of line of business, liens, restricted payments, and investments. In addition, the February 2022 NPA contains the following financial covenants: (a) maintaining a minimum obligors’ net worth, measured asperformance of each fiscal quarter-end; (b) not permitting our asset coverage ratio, as of the dateits lending and investment relationships. However, because each of the incurrence of any debt for borrowed money or the making of any cash dividend to stockholders, to be less than the statutory minimum then applicable to us under the 1940 Act;these loan and (c) not permitting our net debt to equity ratio to exceed 2.0x, measured as of each fiscal quarter-end.
The February 2022 NPA also contains customary events of default with customary cure and notice periods, including, without limitation, nonpayment, incorrect representation in any material respect, breach of covenant, cross-default under other indebtedness or that of our subsidiary guarantors, if any, 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 2027 Notes at the time outstanding may declare all February 2027 Notes then outstanding to be immediately due and payable.
Our obligations under the February 2022 NPA are general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by us. As of September 30, 2023, we were in compliance with all covenants under the February 2022 NPA.
The February 2027 Notes were offered in reliance on Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”). The February 2027 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.
Distributions to Stockholders
We intend to pay quarterly distributions to our stockholders out of assets legally available for distribution. We have adopted a dividend reinvestment plan (“DRIP”) that provides for reinvestment of dividends on behalf of our stockholders,investment relationships has
9577


Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
unlesssimilar business and economic characteristics, they have been aggregated into a stockholder elects to receive cash. single lending and investment segment. All applicable segment disclosures are included in or can be derived from the Company’s financial statements.
Concentration of Credit Risk
As a result, when we declare a dividend, stockholders who have not opted outof both March 31, 2024 and December 31, 2023, there were no individual investments representing greater than 10% of the DRIPfair value of the Company’s portfolio. As of March 31, 2024 and December 31, 2023, the Company’s largest single portfolio company investment represented approximately 5.6% and 5.7%, respectively, of the fair value of the Company’s portfolio. 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.
As of March 31, 2024, all of the Company’s assets were or will be pledged as collateral for the ING Credit Facility.
Investments Denominated in Foreign Currency
As of March 31, 2024 the Company held 12 investments that were denominated in Australian dollars, two investments that were denominated in Canadian dollars, one investment that was denominated in Danish kroner, two investments that were denominated in New Zealand dollars, one investment that was denominated in Norwegian kroner, 60 investments that were denominated in Euros, two investments that were denominated in Swiss francs, one investment that was denominated in Swedish kronor and 23 investments that were denominated in British pounds sterling. As of December 31, 2023, the Company held 12 investments that were denominated in Australian dollars, two investments that were denominated in Canadian dollars, one investment that was denominated in Danish kroner, two investments that were denominated in New Zealand dollars, one investment that was denominated in Norwegian kroner, 58 investments that were denominated in Euros, two investments that were denominated in Swiss francs, one investment that was denominated Swedish kronor and 23 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 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 three months ended March 31, 2024 and March 31, 2023, the Company entered into forward currency contracts primarily to help mitigate the impact that an adverse change in foreign exchange rates would have their dividends automatically reinvestedon the Company’s investments denominated in sharesforeign currencies. Net unrealized appreciation or depreciation on foreign currency contracts are included in “Net unrealized appreciation (depreciation) - forward currency contracts” and net realized gains or losses on forward currency contracts are included in “Net realized gains (losses) - forward currency contracts” in the Company’s Unaudited Consolidated Statements of our common stock, rather than receiving cash dividends.Operations.
We haveInvestments 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 intendintends to qualify annually, as a RIC under the Code and intendintends to make the required distributions to ourits stockholders as specified therein. In order to maintain ourits tax treatment as a RIC, and to obtain RIC tax benefits, wethe Company must meet certain minimum distribution, source-of-income and asset diversification requirements. If such requirements are met, then we arethe Company is generally required to pay income taxes only on the portion of ourits taxable income and gains we doit does not distribute (actually or constructively). We monitor ourThe Company has historically met its minimum distribution requirements and continually monitors its distribution requirements with the goal of ensuring compliance with the Code. We can offer no assurance that we will achieve results that will permit the payment of any level of cash distributions and our ability to make distributions will be limited by the asset coverage requirement and related provisions under the 1940 Act and contained in any applicable indenture or financing agreement and related supplements. In addition, in order to satisfy the annual distribution requirement applicable to RICs, we may declare a significant portion of our dividends in shares of our common stock instead of in cash. A stockholder generally would be subject to tax on 100% of the fair market value of the dividend
Depending on the date the dividend is received by the stockholder in the same manner as a cash dividend, even though a portionlevel of the dividend was paid in shares of our common stock.
The minimum distribution requirements applicable to RICs require us to distribute to our stockholders each year at least 90% of our investment company taxable income (“ICTI”), as defined by the Code. Depending on the level of ICTI and net capital gain,gains, if any, earned in a tax year, weor taxable income, the Company may choose to carry forward undistributed taxable income in excess of current year distributions into the next tax year and pay a 4% nondeductible U.S. federal excise tax on such excess.
78

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
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 (or later if the Company is permitted to elect and so elects) 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 thethat next tax year through a dividend declared prior to filing of the final tax return related to the year which generated such income.taxable income not to be subject to U.S. federal income tax. For the three months ended March 31, 2024 and 2023, the Company recorded net expenses of $0.2 million and $23.5 thousand, respectively, for U.S. federal excise tax.
ICTITax 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 2020-2022), 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 investment income for financial reporting purposesassets resulting from operations due to temporary and permanent differences in the recognition of income and expenses. We may be required to recognize ICTI in certain circumstances in which we do not receive cash. For example, if we hold debt obligations that are treated under applicable tax rules as having original issue discount (“OID”) (such as debt instruments issued with warrants), we must include in ICTI each year a portion of the OID that accrues over the life of the obligation, regardless of whether cash representing such income is received by us in the same taxable year. We may also have to include in ICTI other amounts that we have not yet received in cash, such as (i) PIK interest incomeexpenses, and (ii) interest income from investments that have been classified as non-accrual for financial reporting purposes. Interest income on non-accrual investments is not recognized for financial reporting purposes, but generally is recognized in ICTI. Because any OID or other amounts accrued will be included in our ICTI for the year of accrual, we may be required to make a distribution to our stockholders in order to satisfy the minimum distribution requirements, even though we will not have received and may not ever receive any corresponding cash amount. ICTI also excludes net unrealized appreciationgains or depreciation,losses, as investmentunrealized gains or losses are generally not included in taxable income until they are realized.
Recent Developments
Subsequent The Company makes certain adjustments to September 30, 2023, we made approximately $19.1 millionthe classification of new commitments,net assets as a result of permanent book-to-tax differences, which $16.8 million closedinclude differences in the book and funded. The $16.8 milliontax basis of investments consists of $16.0 million of first lien senior secured debt investments, $0.7 million of subordinated debt investments and $0.1 million of equity investments. The weighted average yield of the debt investments was 11.5%. In addition, we funded $5.1 million of previously committed delayed draw term loans.
On November 9, 2023, the Board declared a quarterly dividend of $0.63 per share payable on December 13, 2023 to holders of record as of November 29, 2023.
Critical Accounting Policies and Use of Estimates
The preparation of our unaudited financial statements in accordance with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities, 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 March 31, 2024 and December 31, 2023 was approximately $1,352.6 million and $1,344.7 million, respectively. As of March 31, 2024, net unrealized appreciation on the Company’s investments (tax basis) was approximately $22.0 million, consisting of gross unrealized appreciation, where the fair value of the Company’s investments exceeds their tax cost, of approximately $71.2 million and gross unrealized depreciation, where the tax cost of the Company’s investments exceeds their fair value, of approximately $49.2 million. As of December 31, 2023, net unrealized appreciation on the Company’s investments (tax basis) was approximately $2.6 million, consisting of gross unrealized appreciation, where the fair value of the Company’s investments exceeds their tax cost, of approximately $63.2 million and gross unrealized depreciation, where the tax cost of the Company’s investments exceeds their fair value, of approximately $60.6 million.
In addition, the Company has a wholly-owned taxable subsidiary (the “Taxable Subsidiary”), which holds certain portfolio investments that are listed on the Unaudited and Audited Consolidated Schedules of Investments. The Taxable Subsidiary is consolidated for financial reporting purposes, such that the Company’s consolidated financial statements reflect the Company’s investments in the portfolio companies owned by the Taxable Subsidiary. The purpose of the Taxable Subsidiary is to permit the Company to hold certain portfolio companies that are organized as limited liability companies (“LLCs”) (or other forms of pass-through entities) and still satisfy the RIC tax requirement that at least 90% of the RIC’s gross revenue for income tax purposes must consist of qualifying investment income. Absent the Taxable Subsidiary, a proportionate amount of any gross income of an LLC (or other pass-through entity) portfolio investment would flow through directly to the RIC. To the extent that such income did not consist of qualifying investment income, it could jeopardize the Company’s ability to qualify as a RIC and therefore cause the Company to incur significant amounts of federal income taxes. When LLCs (or other pass-through entities) are owned by the Taxable Subsidiary, their income is taxed to the Taxable Subsidiary and does not flow through to the RIC, thereby helping the Company preserve its RIC tax treatment and resultant tax advantages. The Taxable Subsidiary is not consolidated for income tax purposes and may generate income tax expense or benefit as a result of its 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 Subsidiary (net of unrealized depreciation related to portfolio investments held by the Taxable Subsidiary), is reflected net of applicable federal and state income taxes, if any, in the Company’s Unaudited 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, 2024 and December 31, 2023, the Company recorded a net deferred tax liability of $0.7 million and $0.8 million, respectively, pertaining to operating losses and tax basis differences related to certain partnership interests.
79

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
5. BORROWINGS
The Company had the following borrowings outstanding as of March 31, 2024 and December 31, 2023:
Issuance Date
($ in thousands)
Maturity DateInterest Rate as of March 31, 2024March 31, 2024December 31, 2023
Credit Facility:
January 15, 2021April 30, 20267.398%642,422 $644,463 
Total Credit Facility$642,422 $644,463 
Notes:
February 22, 2022February 22, 20274.750%$100,000 $100,000 
(Less: Deferred financing fees)(145)(157)
Total Notes$99,855 $99,843 
The Company is required to meet an asset coverage ratio, defined under the 1940 Act as the ratio of the Company’s total assets (less all liabilities and indebtedness not represented by senior securities) to its outstanding senior securities, of at least 150% after each issuance of senior securities. The Company’s asset coverage ratio was 189.8% as of March 31, 2024.
ING Capital Credit Facility
On January 15, 2021, the Company entered into the ING Credit Facility with ING Capital LLC (“ING”), as administrative agent, and the lenders party thereto. The initial commitments under the ING Credit Facility totaled $65.0 million.
On April 30, 2021, the Company amended and restated the credit agreement governing the ING Credit Facility to increase the total commitments under the facility to $325.0 million and include a $25.0 million letter of credit sub-facility. On July 22, 2021, the Company entered into an incremental commitment and assumption agreement to increase the aggregate commitments under the ING Credit Facility to $500.0 million. As amended as of March 31, 2022, the Company had aggregate commitments from lenders of $500.0 million under the ING Credit Facility, the maximum commitment then allowed under the ING Credit Facility. On April 25, 2022, the Company amended the ING Credit Facility to, among other things, (i) increase total commitments from lenders to $625.0 million from $500.0 million, (ii) upsize the accordion feature under the ING Credit Facility to allow for an increase in aggregate commitments thereunder from new and existing lenders on the same terms and conditions as the existing commitments up to a total of $800.0 million, subject to certain conditions and the satisfaction of specified financial covenants, and (iii) replace the LIBOR benchmark provisions under the ING Credit Facility with SOFR benchmark provisions. On October 13, 2022, the Company amended the ING Credit Facility to increase total commitments from lenders to $710.0 million from $625.0 million.
The Company can borrow foreign currencies directly under the ING Credit Facility. The ING Credit Facility is secured primarily by a material portion of the Company’s present and future property and assets and is guaranteed by certain of the Company’s subsidiaries. The revolving period under the ING Credit Facility terminates on April 30, 2025, and the final maturity date of the financial statementsING Credit Facility is scheduled for April 30, 2026.
Borrowings under the ING Credit Facility bear interest on a per annum basis equal to (i) for borrowings denominated in U.S. Dollars, subject to the Company’s election, (a) the alternate base rate plus 1.15% or (b) the term SOFR plus 2.15% plus a credit spread adjustment of 0.10% for borrowings with an interest period of one month, 0.15% for borrowings with and interest period of three months or 0.25% for borrowings with an interest period of six months, with the term SOFR plus credit spread adjustment subject to a 0.00% floor, (ii) for borrowings denominated in Pounds Sterling, Swiss Francs, Euros, Canadian Dollars, Danish Kroner, Norwegian Kroner or Swedish Kronor, the adjusted eurocurrency rate plus 2.15%, (iii) for borrowings denominated in Australian Dollars, the adjusted eurocurrency rate plus 2.35%, or (iv) for borrowings denominated in New Zealand Dollars, the adjusted eurocurrency rate plus 2.45%. The alternate base rate is equal to the greatest of (i) the prime rate, (ii) the federal funds rate plus 0.50%, (iii) the overnight bank funding rate plus 0.50%, (iv) one-month term SOFR plus 1.00% plus a credit spread adjustment of 0.10% and (v) 1.00%. The adjusted eurocurrency rate is equal to the eurocurrency rate for the applicable interest period plus any applicable statutory reserve rate for such interest period, subject to a 0.00% floor. The Company pays a commitment fee on undrawn amounts under the ING Credit Facility.
The ING Credit Facility contains certain affirmative and negative covenants, including but not limited to (i) maintaining minimum stockholders’ equity, (ii) maintaining a minimum asset coverage ratio of (a) 150% at any time that more than 70% of the total fair value of the Company’s portfolio comprises cash, cash equivalents, long-term U.S. government securities or first lien loans to portfolio companies, or (b) 167% or 200% at specified concentrations of such assets at amounts less than or equal
80

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
to 70% of the total fair value of the Company’s portfolio, (iii) meeting a minimum liquidity test, (iv) meeting a minimum net worth test, and (v) maintaining the Company’s status as a RIC under the Code and as a BDC under the 1940 Act. The ING 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, certain change of control events, and the reported amountsoccurrence of revenuesa material adverse effect. The ING 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. ING and other lenders under the ING Credit Facility, and their respective affiliates, may from time to time receive customary fees and expenses in the performance of investment banking, financial advisory or other services for the periods coveredCompany. As of March 31, 2024, the Company was in compliance with all covenants of the ING Credit Facility.
The Company, one of its subsidiaries, BCIC Holdings, Inc., ING, as administrative agent, the financing agents and designated indebtedness holders that become parties thereto and ING, as collateral agent, also entered into a guarantee, pledge and security agreement, dated as of January 15, 2021, pursuant to which the Company’s obligations under the ING Credit Facility are secured by such financial statements. We have identified investment valuationa first-priority security interest (subject to certain exceptions) in substantially all of the Company’s and revenue recognition as our most critical accounting estimates. Onits subsidiary guarantors’ present and future property and assets.
As of March 31, 2024, the Company had U.S. dollar borrowings of $533.0 million under the ING Credit Facility with an ongoing basis, we evaluate our estimates, including those relatedinterest rate of 7.569% (with Term SOFR borrowings subject to the matters described below. These estimates areone month SOFR of 5.319%), borrowings denominated in British pounds sterling of £31.2 million ($39.4 million U.S. dollars) with an interest rate of 7.371% (one month SONIA of 5.221%), borrowings denominated in Euros of €61.5 million ($66.4 million U.S. dollars) with an interest rate of 6.088% (one month EURIBOR of 3.938%) and borrowings denominated in Australian Dollars of A$5.5 million ($3.6 million U.S. dollars) with an interest rate of 6.650% (one month AUD Screen Rate of 4.300%). The borrowings denominated in foreign currencies were translated into U.S. dollars based on the information thatspot rate at the relevant balance sheet date. The impact resulting from changes in foreign exchange rates on the ING Credit Facility borrowings is currently available to us and on various other assumptions that we believe to be reasonableincluded in “Net unrealized appreciation (depreciation) - foreign currency transactions” in the Company’s Unaudited Consolidated Statements of Operations.
As of December 31, 2023, the Company had U.S. dollar borrowings of $533.0 million under the circumstances. Actual results could differ materially from those estimates under different assumptions or conditions. A discussionING Credit Facility with an interest rate of our critical accounting policies follows.7.584% (with Term SOFR borrowings subject to one month SOFR of 5.334%), borrowings denominated in British pounds sterling of £31.2 million ($39.8 million U.S. dollars) with an interest rate of 7.370% (one month SONIA of 5.220%), borrowings denominated in Euros of €61.5 million ($67.9 million U.S. dollars) with an interest rate of 6.025% (one month EURIBOR of 3.875%) and borrowings denominated in Australian Dollars of A$5.5 million ($3.8 million U.S. dollars) with an interest rate of 6.650% (one month AUD Screen Rate of 4.300%). The borrowings denominated in foreign currencies were translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
96


ValuationAs of Investments
The Adviser conducts the valuation of our investments, upon which our net asset value (“NAV”) is primarily based, in accordance with its valuation policy, as well as establishedMarch 31, 2024 and documented processes and methodologies for determiningDecember 31, 2023, the fair values of portfolio company investments on a recurring (at least quarterly) basis in accordance with the 1940 Actborrowings outstanding under the ING Credit Facility were $642.4 million and FASB ASC Topic 820, Fair Value Measurements and Disclosures (“ASC Topic 820”). Our current valuation policy and processes were established by the Adviser and were approved by the Board.
As of September 30, 2023, our investment portfolio, valued at fair value in accordance with the Board-approved valuation policies, represented approximately 210% of our total net assets, as compared to approximately 205% of our total net assets as of December 31, 2022.
Under ASC Topic 820, fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between a willing buyer and a willing seller at the measurement date. For our portfolio securities, fair value is generally the amount that we might reasonably expect to receive upon the current sale of the security.$644.5 million, respectively. The fair value measurement assumes that the sale occurs in the principal market for the security, or in the absence of a principal market, in the most advantageous market for the security. If no market for the security exists or if we do not have access to the principal market, the security should be valued based on the sale occurring in a hypothetical market.
Under ASC Topic 820, there are three levels of valuation inputs, as follows:
Level 1 Inputs – include quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2 Inputs – include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.
Level 3 Inputs – include inputs that are unobservable and significant to the fair value measurement.
A financial instrument is categorized within the ASC Topic 820 valuation hierarchy based upon the lowest level of input to the valuation process that is significant to the fair value measurement. For example, a Level 3 fair value measurement may include inputs that are observable (Levels 1 and 2) and unobservable (Level 3). Therefore, unrealized appreciation and depreciation related to such investments categorized as Level 3 investments within the tables in the notes to our consolidated financial statements may include changes in fair value that are attributable to both observable inputs (Levels 1 and 2) and unobservable inputs (Level 3).
Our investment portfolio includes certain debt and equity instruments of privately held companies for which quoted prices or other observable inputs falling within the categories of Level 1 and Level 2 are generally not available. In such cases, the Adviser determines the fair value of our investments in good faith primarily using Level 3 inputs. In certain cases, quoted prices or other observable inputs exist, and if so, the Adviser 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 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 ourthe borrowings outstanding under the ING Credit Facility are based on a market yield approach and current interest rates, which are 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 ininputs to 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.yield model.
Investment Valuation Process
The Board must determine fair value in good faith for any or all Company investments for which market quotations are not readily available. The Board has designated the Adviser as valuation designee to perform the fair value determinations relating to the value of the assets held by the Company for which market quotations are not readily available. 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 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.
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 that of 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. If the Adviser’s pricing committee disagrees with the price range provided, it may make a fair value recommendation to the Adviser that is outside of the range provided by the independent valuation provider 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.
Valuation Inputs
The Adviser’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 Adviser’s market assumptions. The Adviser’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,
71

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
the Adviser will utilize alternative approaches such as broker quotes or manual prices. The Adviser 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 Investments in Banff, Thompson Rivers and Waccamaw River
As Banff, Thompson Rivers and Waccamaw River are investment companies with no readily determinable fair values, the Adviser estimates the fair value of the Company’s investments in these entities using the NAV of each company and the Company’s ownership percentage as a practical expedient. The NAV is determined in accordance with the specialized accounting guidance for investment companies.
Level 3 Unobservable Inputs
The following tables summarize the significant unobservable inputs the Adviser used in the valuation of the Company’s Level 3 debt and equity securities as of March 31, 2024 and December 31, 2023. The weighted average range of unobservable inputs is based on fair value of investments.
March 31, 2024
($ in thousands)(3)
Fair ValueValuation
Model
Level 3
Input
Range of
Inputs
Weighted
Average
Impact to Valuation from an Increase in Input
Senior debt and 1st lien notes(1)
$844,660 Yield AnalysisMarket Yield6.1% – 27.0%10.9%Decrease
10,163 Market ApproachAdjusted EBITDA Multiple1.2x – 12.5x9.3xIncrease
79,471 Recent TransactionTransaction Price95.6% – 100.0%98.0%Increase
Subordinated debt and 2nd lien notes(2)
87,205 Yield AnalysisMarket Yield9.0% – 17.7%12.7%Decrease
10,166 Market ApproachAdjusted EBITDA Multiple6.0x – 11.0x8.5xIncrease
1,875 Recent TransactionTransaction Price100.0%100.0%Increase
Equity shares(4)
16,103 Yield AnalysisMarket Yield10.5% – 14.2%13.0%Decrease
162,274 Market ApproachAdjusted EBITDA Multiple5.5x – 27.5x11.1xIncrease
1,353 Market ApproachRevenue Multiple6.0x – 9.3x6.5xIncrease
8,027 Discounted Cash Flow AnalysisDiscount Rate14.5%14.5%Decrease
2,357 Net Asset ApproachLiabilities$(64,894.6)$(64,894.6)Decrease
749 Recent TransactionTransaction Price$0.00 – $1,037.50$438.67Increase
Equity Warrants1,102 Market ApproachAdjusted EBITDA Multiple6.3x – 12.5x7.7xIncrease
(1) Excludes investments with an aggregate fair value amounting to $11,856, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(2) Excludes investments with an aggregate fair value amounting to $5,821, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(3) For structured products, investments with an aggregate fair value amounting to $15,801, were valued by the Adviser using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(4) Excludes investments with an aggregate fair value amounting to $2,670, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.






72

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)

During the three months ended March 31, 2024, one equity position with a fair value of $7.1 million transitioned from a market approach to a yield analysis valuation model. In addition, one senior debt and first lien note position with a fair value of $2.7 million transitioned from a yield analysis to a market approach valuation model. The changes in approach were driven by considerations given to the financial performance of each portfolio company.
December 31, 2023
($ in thousands)(3)
Fair ValueValuation
Model
Level 3
Input
Range of
Inputs
Weighted
Average
Impact to Valuation from an Increase in Input
Senior debt and 1st lien notes(1)
$844,635 Yield AnalysisMarket Yield7.8% – 19.6%11.2%Decrease
7,247 Market ApproachAdjusted EBITDA Multiple1.1x – 12.5x3.5xIncrease
84,483 Recent TransactionTransaction Price97.0% – 100.0%97.9%Increase
Subordinated debt and 2nd lien notes(2)
85,803 Yield AnalysisMarket Yield8.5% – 18.9%13.1%Decrease
4,986 Market ApproachAdjusted EBITDA Multiple11.0x11.0xIncrease
670 Recent TransactionTransaction Price98.0%98.0%Increase
Equity shares(4)
8,788 Yield AnalysisMarket Yield14.6%14.6%Decrease
162,996 Market ApproachAdjusted EBITDA Multiple4.8x – 30.0x11.2xIncrease
1,390 Market ApproachRevenue Multiple6.5x – 9.5x6.8xIncrease
6,080 Discounted Cash Flow AnalysisDiscount Rate14.2%14.2%Decrease
2,131 Net Asset ApproachLiabilities$(55,281.8)$(55,281.8)Decrease
5,203 Recent TransactionTransaction Price$1.00 – $10.00$9.64Increase
Equity Warrants1,043 Market ApproachAdjusted EBITDA Multiple6.3x – 12.5x7.5xIncrease
(1) Excludes investments with an aggregate fair value amounting to $12,714, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(2) Excludes investments with an aggregate fair value amounting to $5,392, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(3) For structured products, investments with an aggregate fair value amounting to $14,915, were valued by the Adviser using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(4) Excludes investments with an aggregate fair value amounting to $5,975, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
During the year ended December 31, 2023, one equity position with a fair value of $2.6 million and four senior debt and first lien note positions with a fair value of $7.1 million transitioned from a yield analysis to a market approach valuation model. In addition, one structured product position with a fair value of $6.5 million transitioned from a discounted cash flow analysis to a broker quote valuation model. The changes in approach were driven by considerations given to the financial performance of each portfolio company.






73

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
The following tables present the Company’s investment portfolio at fair value as of March 31, 2024 and December 31, 2023, categorized by the ASC Topic 820 valuation hierarchy, as previously described:
 Fair Value as of March 31, 2024
($ in thousands)Level 1Level 2Level 3Total
Senior debt and 1st lien notes
$— $36,184 $946,150 $982,334 
Subordinated debt and 2nd lien notes
— 2,846 105,067 107,913 
Structured products— 11,943 15,801 27,744 
Equity shares9,936 3,716 193,533 207,185 
Equity warrants45 — 1,102 1,147 
Investments subject to leveling$9,981 $54,689 $1,261,653 $1,326,323 
Investments in joint ventures (1)36,725 
$1,363,048 
 Fair Value as of December 31, 2023
($ in thousands)Level 1Level 2Level 3Total
Senior debt and 1st lien notes
$— $36,079 $949,079 $985,158 
Subordinated debt and 2nd lien notes
— 10,043 96,851 106,894 
Structured products— 11,258 14,915 26,173 
Equity shares78 — 192,563 192,641 
Equity warrants— — 1,043 1,043 
Investments subject to leveling$78 $57,380 $1,254,451 $1,311,909 
Investment in joint ventures (1)$37,212 
$1,349,121 
(1)The Company’s investments in Banff, Thompson Rivers and Waccamaw River 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.
74

Barings Capital Investment Corporation
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 three months ended March 31, 2024 and 2023:
Three Months Ended
March 31, 2024:
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity SharesEquity WarrantsTotal
Fair value, beginning of period$949,079 $96,851 $14,915 $192,563 $1,043 $1,254,451 
New investments36,126 12,535 — 2,599 — 51,260 
Investment restructuring(13,015)— — — — (13,015)
Transfers into (out of) Level 3, net— — — (3,305)— (3,305)
Proceeds from sales of investments(129)— — — — (129)
Loan origination fees received(545)(281)— — — (826)
Principal repayments received(24,253)(5,480)(799)— — (30,532)
Payment-in-kind interest/dividends386 692 — 1,559 — 2,637 
Accretion of loan premium/discount95 27 — — — 122 
Accretion of deferred loan origination revenue1,205 82 — — — 1,287 
Realized gain (loss)(4,217)— — — — (4,217)
Unrealized appreciation (depreciation)1,418 641 1,685 117 59 3,920 
Fair value, end of period$946,150 $105,067 $15,801 $193,533 $1,102 $1,261,653 
Three Months Ended
March 31, 2023:
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity SharesEquity WarrantsTotal
Fair value, beginning of period$872,193 $97,805 $14,210 $112,878 $476 $1,097,562 
New investments54,252 683 — 45,971 — 100,906 
Transfers into (out of) Level 3, net— — 1,767 — — 1,767 
Proceeds from sales of investments— — — — — — 
Loan origination fees received(1,495)(20)— — — (1,515)
Principal repayments received(13,531)(449)(806)— — (14,786)
Payment-in-kind interest/dividends583 826 — — — 1,409 
Accretion of loan premium/discount95 33 — — — 128 
Accretion of deferred loan origination revenue1,028 70 — — — 1,098 
Realized gain (loss)(224)— — — — (224)
Unrealized appreciation (depreciation)3,174 1,313 379 4,863 15 9,744 
Fair value, end of period$916,075 $100,261 $15,550 $163,712 $491 $1,196,089 
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 depreciation on Level 3 investments of $0.6 million during the three months ended March 31, 2024 was related to portfolio company investments that were still held by the Company as of March 31, 2024. Pre-tax net unrealized appreciation on Level 3 investments of $9.5 million during the three months ended March 31, 2023 was related to portfolio company investments that were still held by the Company as of March 31, 2023.
75

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
During the three months ended March 31, 2024, the Company made investments of approximately $31.0 million in portfolio companies to which it was not previously contractually committed to provide such financing. During the three months ended March 31, 2024, the Company made investments of $20.3 million in portfolio companies to which it was previously committed to provide such financing.
During the three months ended March 31, 2023, the Company made investments of approximately $91.6 million in portfolio companies to which it was not previously contractually committed to provide such financing. During the three months ended March 31, 2023, the Company made investments of $9.8 million in portfolio companies to which it was previously committed to provide such financing.
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 purchase 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 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. As of March 31, 2024, the Company does not “Control” any of its portfolio companies for the purposes of the 1940 Act. Under the 1940 Act, the Company is deemed to be an Affiliated Person of a company in which the Company has invested if it owns at least 5.0%, but no more than 25.0%, of the outstanding voting securities of such company.
Cash and Foreign Currencies
Cash consists of deposits held at a custodian bank. Cash is carried at cost, which approximates fair value. The Company places its cash with financial institutions and, at times, cash may exceed insured limits under applicable law.
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, 2024 and December 31, 2023, the Company had three portfolio companies and one portfolio company, respectively, with investments that were on non-accrual.
Dividend income on preferred equity securities is recorded on the accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected. Dividend income on common equity is recorded on the ex-dividend date.
76

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Payment-in-Kind Interest
The Company currently holds, and expects to hold in the future, some loans in its portfolio that contain PIK interest provisions. PIK interest, computed at the contractual rate specified in each loan agreement, is periodically added to the principal balance of the loan, rather than being paid to 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.
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, covenant waiver fees and loan amendment fees, and are recorded as investment income when earned.
Fee income for the three months ended March 31, 2024 and 2023 was as follows:
Three Months EndedThree Months Ended
($ in thousands)March 31, 2024March 31, 2023
Recurring Fee Income:
Amortization of loan origination fees$996 $928 
Management, valuation and other fees229 336 
Total Recurring Fee Income1,225 1,264 
Non-Recurring Fee Income:
Acceleration of unamortized loan origination fees297 201 
Advisory, loan amendment and other fees74 221 
Total Non-Recurring Fee Income371 422 
Total Fee Income$1,596 $1,686 
General and Administrative Expenses
Other general and administrative expenses include bank service fees and expenses reimbursable to the Adviser under the terms of the Administration Agreement and other costs related to operating the Company.
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.
Segments
The Company lends to and invests in customers in various industries. The Company separately evaluates the performance of each of its lending and investment relationships. However, because each of these loan and investment relationships has
77

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
similar business and economic characteristics, they have been aggregated into a single lending and investment segment. All applicable segment disclosures are included in or can be derived from the Company’s financial statements.
Concentration of Credit Risk
As of both March 31, 2024 and December 31, 2023, there were no individual investments representing greater than 10% of the fair value of the Company’s portfolio. As of March 31, 2024 and December 31, 2023, the Company’s largest single portfolio company investment represented approximately 5.6% and 5.7%, respectively, of the fair value of the Company’s portfolio. 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.
As of March 31, 2024, all of the Company’s assets were or will be pledged as collateral for the ING Credit Facility.
Investments Denominated in Foreign Currency
As of March 31, 2024 the Company held 12 investments that were denominated in Australian dollars, two investments that were denominated in Canadian dollars, one investment that was denominated in Danish kroner, two investments that were denominated in New Zealand dollars, one investment that was denominated in Norwegian kroner, 60 investments that were denominated in Euros, two investments that were denominated in Swiss francs, one investment that was denominated in Swedish kronor and 23 investments that were denominated in British pounds sterling. As of December 31, 2023, the Company held 12 investments that were denominated in Australian dollars, two investments that were denominated in Canadian dollars, one investment that was denominated in Danish kroner, two investments that were denominated in New Zealand dollars, one investment that was denominated in Norwegian kroner, 58 investments that were denominated in Euros, two investments that were denominated in Swiss francs, one investment that was denominated Swedish kronor and 23 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 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 three months ended March 31, 2024 and March 31, 2023, the Company entered into forward currency contracts primarily to help mitigate the impact that an adverse change in foreign exchange rates would have on the Company’s investments denominated in foreign currencies. Net unrealized appreciation or depreciation on foreign currency contracts are included in “Net unrealized appreciation (depreciation) - forward currency contracts” and net realized gains or losses on forward currency contracts are included in “Net realized gains (losses) - forward currency contracts” 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). 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
78

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
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 (or later if the Company is permitted to elect and so elects) 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. For the three months ended March 31, 2024 and 2023, the Company recorded net expenses of $0.2 million and $23.5 thousand, respectively, for U.S. federal excise 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 2020-2022), 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 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 March 31, 2024 and December 31, 2023 was approximately $1,352.6 million and $1,344.7 million, respectively. As of March 31, 2024, net unrealized appreciation on the Company’s investments (tax basis) was approximately $22.0 million, consisting of gross unrealized appreciation, where the fair value of the Company’s investments exceeds their tax cost, of approximately $71.2 million and gross unrealized depreciation, where the tax cost of the Company’s investments exceeds their fair value, of approximately $49.2 million. As of December 31, 2023, net unrealized appreciation on the Company’s investments (tax basis) was approximately $2.6 million, consisting of gross unrealized appreciation, where the fair value of the Company’s investments exceeds their tax cost, of approximately $63.2 million and gross unrealized depreciation, where the tax cost of the Company’s investments exceeds their fair value, of approximately $60.6 million.
In addition, the Company has a wholly-owned taxable subsidiary (the “Taxable Subsidiary”), which holds certain portfolio investments that are listed on the Unaudited and Audited Consolidated Schedules of Investments. The Taxable Subsidiary is consolidated for financial reporting purposes, such that the Company’s consolidated financial statements reflect the Company’s investments in the portfolio companies owned by the Taxable Subsidiary. The purpose of the Taxable Subsidiary is to permit the Company to hold certain portfolio companies that are organized as limited liability companies (“LLCs”) (or other forms of pass-through entities) and still satisfy the RIC tax requirement that at least 90% of the RIC’s gross revenue for income tax purposes must consist of qualifying investment income. Absent the Taxable Subsidiary, a proportionate amount of any gross income of an LLC (or other pass-through entity) portfolio investment would flow through directly to the RIC. To the extent that such income did not consist of qualifying investment income, it could jeopardize the Company’s ability to qualify as a RIC and therefore cause the Company to incur significant amounts of federal income taxes. When LLCs (or other pass-through entities) are owned by the Taxable Subsidiary, their income is taxed to the Taxable Subsidiary and does not flow through to the RIC, thereby helping the Company preserve its RIC tax treatment and resultant tax advantages. The Taxable Subsidiary is not consolidated for income tax purposes and may generate income tax expense or benefit as a result of its 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 Subsidiary (net of unrealized depreciation related to portfolio investments held by the Taxable Subsidiary), is reflected net of applicable federal and state income taxes, if any, in the Company’s Unaudited 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, 2024 and December 31, 2023, the Company recorded a net deferred tax liability of $0.7 million and $0.8 million, respectively, pertaining to operating losses and tax basis differences related to certain partnership interests.
79

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
5. BORROWINGS
The Company had the following borrowings outstanding as of March 31, 2024 and December 31, 2023:
Issuance Date
($ in thousands)
Maturity DateInterest Rate as of March 31, 2024March 31, 2024December 31, 2023
Credit Facility:
January 15, 2021April 30, 20267.398%642,422 $644,463 
Total Credit Facility$642,422 $644,463 
Notes:
February 22, 2022February 22, 20274.750%$100,000 $100,000 
(Less: Deferred financing fees)(145)(157)
Total Notes$99,855 $99,843 
The Company is required to meet an asset coverage ratio, defined under the 1940 Act as the ratio of the Company’s total assets (less all liabilities and indebtedness not represented by senior securities) to its outstanding senior securities, of at least 150% after each issuance of senior securities. The Company’s asset coverage ratio was 189.8% as of March 31, 2024.
ING Capital Credit Facility
On January 15, 2021, the Company entered into the ING Credit Facility with ING Capital LLC (“ING”), as administrative agent, and the lenders party thereto. The initial commitments under the ING Credit Facility totaled $65.0 million.
On April 30, 2021, the Company amended and restated the credit agreement governing the ING Credit Facility to increase the total commitments under the facility to $325.0 million and include a $25.0 million letter of credit sub-facility. On July 22, 2021, the Company entered into an incremental commitment and assumption agreement to increase the aggregate commitments under the ING Credit Facility to $500.0 million. As amended as of March 31, 2022, the Company had aggregate commitments from lenders of $500.0 million under the ING Credit Facility, the maximum commitment then allowed under the ING Credit Facility. On April 25, 2022, the Company amended the ING Credit Facility to, among other things, (i) increase total commitments from lenders to $625.0 million from $500.0 million, (ii) upsize the accordion feature under the ING Credit Facility to allow for an increase in aggregate commitments thereunder from new and existing lenders on the same terms and conditions as the existing commitments up to a total of $800.0 million, subject to certain conditions and the satisfaction of specified financial covenants, and (iii) replace the LIBOR benchmark provisions under the ING Credit Facility with SOFR benchmark provisions. On October 13, 2022, the Company amended the ING Credit Facility to increase total commitments from lenders to $710.0 million from $625.0 million.
The Company can borrow foreign currencies directly under the ING Credit Facility. The ING Credit Facility is secured primarily by a material portion of the Company’s present and future property and assets and is guaranteed by certain of the Company’s subsidiaries. The revolving period under the ING Credit Facility terminates on April 30, 2025, and the final maturity date of the ING Credit Facility is scheduled for April 30, 2026.
Borrowings under the ING Credit Facility bear interest on a per annum basis equal to (i) for borrowings denominated in U.S. Dollars, subject to the Company’s election, (a) the alternate base rate plus 1.15% or (b) the term SOFR plus 2.15% plus a credit spread adjustment of 0.10% for borrowings with an interest period of one month, 0.15% for borrowings with and interest period of three months or 0.25% for borrowings with an interest period of six months, with the term SOFR plus credit spread adjustment subject to a 0.00% floor, (ii) for borrowings denominated in Pounds Sterling, Swiss Francs, Euros, Canadian Dollars, Danish Kroner, Norwegian Kroner or Swedish Kronor, the adjusted eurocurrency rate plus 2.15%, (iii) for borrowings denominated in Australian Dollars, the adjusted eurocurrency rate plus 2.35%, or (iv) for borrowings denominated in New Zealand Dollars, the adjusted eurocurrency rate plus 2.45%. The alternate base rate is equal to the greatest of (i) the prime rate, (ii) the federal funds rate plus 0.50%, (iii) the overnight bank funding rate plus 0.50%, (iv) one-month term SOFR plus 1.00% plus a credit spread adjustment of 0.10% and (v) 1.00%. The adjusted eurocurrency rate is equal to the eurocurrency rate for the applicable interest period plus any applicable statutory reserve rate for such interest period, subject to a 0.00% floor. The Company pays a commitment fee on undrawn amounts under the ING Credit Facility.
The ING Credit Facility contains certain affirmative and negative covenants, including but not limited to (i) maintaining minimum stockholders’ equity, (ii) maintaining a minimum asset coverage ratio of (a) 150% at any time that more than 70% of the total fair value of the Company’s portfolio comprises cash, cash equivalents, long-term U.S. government securities or first lien loans to portfolio companies, or (b) 167% or 200% at specified concentrations of such assets at amounts less than or equal
80

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
to 70% of the total fair value of the Company’s portfolio, (iii) meeting a minimum liquidity test, (iv) meeting a minimum net worth test, and (v) maintaining the Company’s status as a RIC under the Code and as a BDC under the 1940 Act. The ING 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, certain change of control events, and the occurrence of a material adverse effect. The ING 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. ING and other lenders under the ING Credit Facility, and their respective affiliates, may from time to time receive customary fees and expenses in the performance of investment banking, financial advisory or other services for the Company. As of March 31, 2024, the Company was in compliance with all covenants of the ING Credit Facility.
The Company, one of its subsidiaries, BCIC Holdings, Inc., ING, as administrative agent, the financing agents and designated indebtedness holders that become parties thereto and ING, as collateral agent, also entered into a guarantee, pledge and security agreement, dated as of January 15, 2021, pursuant to which the Company’s obligations under the ING Credit Facility are secured by a first-priority security interest (subject to certain exceptions) in substantially all of the Company’s and its subsidiary guarantors’ present and future property and assets.
As of March 31, 2024, the Company had U.S. dollar borrowings of $533.0 million under the ING Credit Facility with an interest rate of 7.569% (with Term SOFR borrowings subject to one month SOFR of 5.319%), borrowings denominated in British pounds sterling of £31.2 million ($39.4 million U.S. dollars) with an interest rate of 7.371% (one month SONIA of 5.221%), borrowings denominated in Euros of €61.5 million ($66.4 million U.S. dollars) with an interest rate of 6.088% (one month EURIBOR of 3.938%) and borrowings denominated in Australian Dollars of A$5.5 million ($3.6 million U.S. dollars) with an interest rate of 6.650% (one month AUD Screen Rate of 4.300%). 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 ING 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, 2023, the Company had U.S. dollar borrowings of $533.0 million under the ING Credit Facility with an interest rate of 7.584% (with Term SOFR borrowings subject to one month SOFR of 5.334%), borrowings denominated in British pounds sterling of £31.2 million ($39.8 million U.S. dollars) with an interest rate of 7.370% (one month SONIA of 5.220%), borrowings denominated in Euros of €61.5 million ($67.9 million U.S. dollars) with an interest rate of 6.025% (one month EURIBOR of 3.875%) and borrowings denominated in Australian Dollars of A$5.5 million ($3.8 million U.S. dollars) with an interest rate of 6.650% (one month AUD Screen Rate of 4.300%). The borrowings denominated in foreign currencies were translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
As of March 31, 2024 and December 31, 2023, the fair values of the borrowings outstanding under the ING Credit Facility were $642.4 million and $644.5 million, respectively. The fair values of the borrowings outstanding under the ING Credit Facility are based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
February 2027 Notes
On February 22, 2022, the Company entered into a Note Purchase Agreement (the “February 2022 NPA”) governing the issuance of $100.0 million in aggregate principal amount of senior unsecured notes due February 22, 2027 (the “February 2027 Notes”), in each case, to qualified institutional investors in a private placement. The February 2027 Notes were delivered and paid for on February 22, 2022.
The February 2027 Notes, for which the Company was required to obtain an initial rating by June 30, 2022, have a fixed interest rate of 4.75% per year, subject to a step up of 0.75% per year, to the extent the February 2027 Notes fail to satisfy certain investment grade rating conditions.
The February 2027 Notes will mature on February 22, 2027 unless redeemed, purchased or prepaid prior to such date by the Company in accordance with the terms of the February 2022 NPA. Interest on the February 2027 Notes will be due semiannually in February and August of each year, beginning in August 2022. In addition, the Company is obligated to offer to repay the February 2027 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 2022 NPA, the Company may redeem the February 2027 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 22, 2026, a make-whole premium.
81

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
The February 2022 NPA contains certain representations and warranties, and various covenants and reporting requirements customary for agreements of this type, 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, liens, restricted payments, and investments. In addition, the February 2022 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 stockholders, 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 2022 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, if any, 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 2027 Notes at the time outstanding may declare all February 2027 Notes then outstanding to be immediately due and payable.
The Company’s obligations under the February 2022 NPA are general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by the Company. As of March 31, 2024, the Company was in compliance with all covenants under the February 2022 NPA.
The February 2027 Notes were offered in reliance on Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”). The February 2027 Notes have not and will not be registered under the Securities Act or any state securities laws and, unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act, as applicable.
As of March 31, 2024 and December 31, 2023, the fair values of the February 2027 Notes were $92.1 million and $90.2 million, respectively. The fair value determinations of the February 2027 Notes were based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
82

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
6. DERIVATIVE INSTRUMENTS
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. Forward currency contracts are considered undesignated derivative instruments.
The following tables present the Company’s foreign currency forward contracts as of March 31, 2024 and December 31, 2023:
As of March 31, 2024
Description
($ in thousands)
Notional Amount to be PurchasedNotional Amount to be SoldMaturity DateGross Amount of Recognized Assets (Liabilities)Balance Sheet Location of Net Amounts
Foreign currency forward contract (AUD)A$37,920$24,76804/08/24$(25)Derivative liabilities
Foreign currency forward contract (AUD)$571A$87204/08/24Derivative assets
Foreign currency forward contract (AUD)$25,161A$37,04804/08/24987 Derivative assets
Foreign currency forward contract (AUD)$25,112A$38,35007/08/2425 Derivative assets
Foreign currency forward contract (CAD)C$252$18904/08/24(3)Derivative liabilities
Foreign currency forward contract (CAD)C$5,633$4,14804/08/2416 Derivative assets
Foreign currency forward contract (CAD)$83C$11304/08/24— Derivative liabilities
Foreign currency forward contract (CAD)$4,342C$5,77204/08/2476 Derivative assets
Foreign currency forward contract (CAD)$4,213C$5,71507/08/24(16)Derivative liabilities
Foreign currency forward contract (DKK)4,058kr.$58904/08/24(1)Derivative liabilities
Foreign currency forward contract (DKK)$1280kr.04/08/24— Derivative assets
Foreign currency forward contract (DKK)$5873,978kr.04/08/2411 Derivative assets
Foreign currency forward contract (DKK)$5944,077kr.07/08/24Derivative assets
Foreign currency forward contract (EUR)€95,644$103,47104/08/24(155)Derivative liabilities
Foreign currency forward contract (EUR)$3,430€3,16404/08/2412 Derivative assets
Foreign currency forward contract (EUR)$101,716€92,48004/08/241,818 Derivative assets
Foreign currency forward contract (EUR)$107,123€98,65107/08/24158 Derivative assets
Foreign currency forward contract (GBP)£1,056$1,33504/08/24(1)Derivative liabilities
Foreign currency forward contract (GBP)£15,862$20,02504/08/2413 Derivative assets
Foreign currency forward contract (GBP)$1,254£98204/08/2414 Derivative assets
Foreign currency forward contract (GBP)$20,135£15,93604/08/24Derivative assets
Foreign currency forward contract (GBP)$21,094£16,70107/08/24(14)Derivative liabilities
Foreign currency forward contract (NZD)NZ$10,224$6,14104/08/24(25)Derivative liabilities
Foreign currency forward contract (NZD)$6,401NZ$10,22404/08/24285 Derivative assets
Foreign currency forward contract (NZD)$6,210NZ$10,33810/10/2325 Derivative assets
Foreign currency forward contract (NOK)21,883kr$2,03204/08/24(15)Derivative liabilities
Foreign currency forward contract (NOK)$40429kr04/08/24Derivative assets
Foreign currency forward contract (NOK)$2,08321,453kr04/08/24105 Derivative assets
Foreign currency forward contract (NOK)$2,03821,901kr07/08/2415 Derivative assets
Foreign currency forward contract (SEK)16,338kr$1,54104/08/24(12)Derivative liabilities
Foreign currency forward contract (SEK)$32330kr04/08/24Derivative assets
Foreign currency forward contract (SEK)$1,57616,008kr04/08/2478 Derivative assets
Foreign currency forward contract (SEK)$1,54916,363kr07/08/2412 Derivative assets
Foreign currency forward contract (CHF)1,691Fr.$1,87004/08/24Derivative assets
Foreign currency forward contract (CHF)$2,0131,691Fr.04/08/24134 Derivative assets
Foreign currency forward contract (CHF)$1,9211,720Fr.07/08/24(9)Derivative liabilities
Total$3,525 
83

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
As of December 31, 2023
Description
($ in thousands)
Notional Amount to be PurchasedNotional Amount to be SoldMaturity DateGross Amount of Recognized Assets (Liabilities)Balance Sheet Location of Net Amounts
Foreign currency forward contract (AUD)$22,960A$35,90701/10/24(1,568)Derivative liabilities
Foreign currency forward contract (AUD)$569A$86701/10/24(23)Derivative liabilities
Foreign currency forward contract (CAD)$4,087C$5,57701/10/24(137)Derivative liabilities
Foreign currency forward contract (CAD)$182C$24501/10/24(4)Derivative liabilities
Foreign currency forward contract (DKK)$5483,873kr.01/10/24(27)Derivative liabilities
Foreign currency forward contract (DKK)$17120kr.01/10/24(1)Derivative liabilities
Foreign currency forward contract (EUR)$93,155€88,30501/10/24(4,541)Derivative liabilities
Foreign currency forward contract (EUR)$7,409€6,84001/10/24(158)Derivative liabilities
Foreign currency forward contract (GBP)$18,602£15,32801/10/24(927)Derivative liabilities
Foreign currency forward contract (NZD)$5,813NZ$9,76001/10/24(373)Derivative liabilities
Foreign currency forward contract (NZD)$126NZ$21501/10/24(10)Derivative liabilities
Foreign currency forward contract (NOK)$1,946kr21,02401/10/24(130)Derivative liabilities
Foreign currency forward contract (SEK)$1,52316,000kr01/10/24(69)Derivative liabilities
Foreign currency forward contract (CHF)$1,8431,672Fr.01/10/24(148)Derivative liabilities
Total$(8,116)
As of March 31, 2024 and December 31, 2023, the total fair value of the Company’s foreign currency forward contracts was $3.5 million and $(8.1) 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.
7. COMMITMENTS AND CONTINGENCIES
As of both March 31, 2024 and December 31, 2023, the Company had $568.7 million in total capital commitments from investors of which $5.0 million was from C.M. Life Insurance Company, an affiliate of MassMutual and the Adviser, and $95.0 million was from MassMutual. As of both March 31, 2024 and December 31, 2023, all commitments have been funded.
In the normal course of business, the Company is party to financial instruments with off-balance sheet risk, consisting primarily of unused commitments to extend financing to the Company’s portfolio companies. Since commitments may expire without being drawn upon, the total commitment amount does not necessarily represent future cash requirements. As of March 31, 2024, the Company believed that it had adequate financial resources to satisfy its unfunded commitments. The balances of unused commitments to extend financing as of March 31, 2024 and December 31, 2023 were as follows:
Portfolio Company
($ in thousands)
Investment TypeMarch 31, 2024December 31, 2023
Accurus Aerospace Corporation(1)(2)Revolver$184 $254 
AD Bidco, Inc.(1)Delayed Draw Term Loan1,174 — 
AD Bidco, Inc.(1)Revolver434 — 
Adhefin International(1)(2)(3)Delayed Draw Term Loan410 419 
AirX Climate Solutions, Inc.(1)Delayed Draw Term Loan236 236 
AirX Climate Solutions, Inc.(1)Revolver80 96 
AlliA Insurance Brokers NV(1)(3)Delayed Draw Term Loan1,598 1,634 
Americo Chemical Products, LLC(1)Revolver471 471 
Amtech LLC(1)(2)Revolver263 145 
Aquavista Watersides 2 LTD(1)(2)(4)Capex / Acquisition Facility659 665 
Arc Education(1)(3)Delayed Draw Term Loan1,263 1,291 
Argus Bidco Limited(1)(2)(4)CAF Term Loan180 271 
ASC Communications, LLC(1)Revolver658 659 
Astra Bidco Limited(1)(2)(4)Delayed Draw Term Loan402 471 
ATL II MRO Holdings Inc.(1)(2)Revolver1,250 1,250 
Avance Clinical Bidco Pty Ltd(1)(2)(5)Delayed Draw Term Loan939 982 
84

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)
Investment TypeMarch 31, 2024December 31, 2023
Azalea Buyer, Inc.(1)(2)Delayed Draw Term Loan429 429 
Azalea Buyer, Inc.(1)(2)Revolver321 321 
Beyond Risk Management, Inc.(1)Delayed Draw Term Loan2,007 2,007 
Biolam Group(1)(2)(3)Delayed Draw Term Loan983 1,006 
Bounteous, Inc.(1)(2)Delayed Draw Term Loan— 2,580 
Brightpay Limited(1)(2)(3)Delayed Draw Term Loan123 126 
BrightSign LLC(1)(2)Revolver143 238 
CAi Software, LLC(1)(2)Revolver707 707 
Cascade Residential Services LLC(1)Delayed Draw Term Loan754 993 
Cascade Residential Services LLC(1)Revolver165 165 
CCFF Buyer, LLC(1)(2)Delayed Draw Term Loan2,027 — 
CCFF Buyer, LLC(1)(2)Revolver608 — 
CGI Parent, LLC(1)(2)Revolver1,653 1,653 
Comply365, LLC(1)(2)Revolver556 556 
Coyo Uprising GmbH(1)(2)(3)Delayed Draw Term Loan511 523 
CSL DualCom(1)(4)Capex / Acquisition Term Loan185 187 
DataServ Integrations, LLC(1)Revolver481 481 
DecksDirect, LLC(1)(2)Revolver169 381 
DISA Holdings Corp.(1)Delayed Draw Term Loan— 714 
DISA Holdings Corp.(1)Revolver286 226 
Dune Group(1)(2)(3)Delayed Draw Term Loan688 704 
Eclipse Business Capital, LLC(1)Revolver8,310 8,490 
EMI Porta Holdco LLC(1)(2)Revolver25 173 
eShipping, LLC(1)Revolver917 1,122 
Eurofins Digital Testing International LUX Holding SARL(1)(2)(3)Delayed Draw Term Loan1,780 1,821 
Events Software BidCo Pty Ltd(1)(2)Delayed Draw Term Loan620 620 
Express Wash Acquisition Company, LLC(1)Revolver77 77 
Faraday(1)(3)Delayed Draw Term Loan968 990 
Finexvet(1)(3)Delayed Draw Term Loan— 650 
Footco 40 Limited(1)(2)(4)Delayed Draw Term Loan519 524 
Forest Buyer, LLC(1)Delayed Draw Term Loan496 — 
Forest Buyer, LLC(1)Revolver298 — 
Fortis Payment Systems, LLC(1)(2)Delayed Draw Term Loan— 
Fortis Payment Systems, LLC(1)(2)Revolver— 
GB Eagle Buyer, Inc.(1)Revolver1,935 1,935 
Global Academic Group Limited(1)(2)(7)Term Loan261 276 
GPNZ II GmbH(1)(2)(3)Delayed Draw Term Loan86 — 
GPNZ II GmbH(1)(2)(3)Delayed Draw Term Loan17 53 
Greenhill II BV(1)(3)Capex Acquisition Facility118 120 
Gusto Aus BidCo Pty Ltd(1)(5)Delayed Draw Term Loan160 167 
HeartHealth Bidco Pty Ltd(1)(2)(5)Delayed Draw Term Loan239 253 
HEKA Invest(1)(3)Delayed Draw Term Loan562 575 
HemaSource, Inc.(1)Revolver744 710 
HomeX Services Group LLC(1)Delayed Draw Term Loan338 338 
HomeX Services Group LLC(1)Revolver135 135 
HTI Technology & Industries(1)(2)Delayed Draw Term Loan1,023 1,023 
85

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)
Investment TypeMarch 31, 2024December 31, 2023
HTI Technology & Industries(1)(2)Revolver682 682 
Ice House America, L.L.C.(1)(2)Delayed Draw Term Loan82 — 
Ice House America, L.L.C.(1)(2)Revolver191 — 
Innovad Group II BV(1)(2)(3)Delayed Draw Term Loan172 176 
INOS 19-090 GmbH(1)(2)(3)Acquisition Facility— 971 
Interstellar Group B.V.(1)(3)Delayed Draw Term Loan— 57 
Interstellar Group B.V.(1)(3)Delayed Draw Term Loan607 620 
InvoCare Limited(1)(2)(5)Delayed Draw Term Loan148 155 
Isolstar Holding NV (IPCOM)(1)(3)Delayed Draw Term Loan171 656 
ISTO Technologies II, LLC(1)Revolver238 238 
ITI Intermodal, Inc.(1)(2)Revolver595 595 
Jon Bidco Limited(1)(2)(7)Capex & Acquisition Facility316 334 
Jones Fish Hatcheries & Distributors LLC(1)Revolver418 418 
Kano Laboratories LLC(1)Delayed Draw Term Loan— 1,574 
Kano Laboratories LLC(1)Delayed Draw Term Loan— 1,203 
Lambir Bidco Limited(1)(2)(3)Delayed Draw Term Loan1,096 1,121 
LeadsOnline, LLC(1)Revolver1,952 1,640 
Marmoutier Holding B.V.(1)(2)(3)Delayed Draw Term Loan24 18 
Marmoutier Holding B.V.(1)(2)(3)Revolver108 106 
Marshall Excelsior Co.(1)Revolver100 133 
MB Purchaser, LLC(1)(2)Delayed Draw Term Loan515 — 
MB Purchaser, LLC(1)(2)Revolver103 — 
MC Group Ventures Corporation(1)(2)Delayed Draw Term Loan290 290 
Megawatt Acquisitionco, Inc.(1)Revolver332 — 
Mercell Holding AS(1)(2)(8)Capex Acquisition Facility362 387 
Modern Star Holdings Bidco Pty Limited(1)(2)(5)Term Loan323 338 
Modern Star Holdings Bidco Pty Limited(1)(2)(5)Term Loan73 77 
Moonlight Bidco Limited(1)(2)(4)Delayed Draw Term Loan557 562 
Narda Acquisitionco., Inc.(1)Revolver684 684 
NAW Buyer, LLC(1)(2)Delayed Draw Term Loan1,515 1,515 
NAW Buyer, LLC(1)(2)Revolver341 303 
NeoxCo(1)(3)Delayed Draw Term Loan486 497 
Next Holdco, LLC(1)Delayed Draw Term Loan189 189 
Next Holdco, LLC(1)Delayed Draw Term Loan73 73 
NF Holdco, LLC(1)Revolver589 442 
Novotech Aus Bidco Pty Ltd(1)Capex & Acquisition Facility1,042 1,042 
NPM Investments 28 BV(1)(3)Delayed Draw Term Loan468 479 
OA Buyer, Inc.(1)Revolver1,154 1,331 
OAC Holdings I Corp(1)(2)Revolver538 685 
OSP Hamilton Purchaser, LLC(1)(2)Revolver315 315 
Parkview Dental Holdings(1)(2)Delayed Draw Term Loan262 262 
Polara Enterprises, L.L.C.(1)Revolver273 273 
Premium Invest(1)(3)Acquisition Facility418 428 
Process Insights Acquisition, Inc.(1)Delayed Draw Term Loan623 623 
Process Insights Acquisition, Inc.(1)Revolver— 676 
Process Insights Acquisition, Inc.(1)Revolver575 — 
ProfitOptics, LLC(1)(2)Revolver35 84 
86

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)
Investment TypeMarch 31, 2024December 31, 2023
Protego Bidco B.V.(1)(2)(3)Delayed Draw Term Loan135 174 
PSP Intermediate 4, LLC(1)(2)(3)Delayed Draw Term Loan202 206 
Qualified Industries, LLC(1)Revolver242 242 
Questel Unite(1)(2)(3)Incremental Term Loan2,796 2,860 
R1 Holdings, LLC(1)Delayed Draw Term Loan841 841 
R1 Holdings, LLC(1)Revolver973 973 
Randys Holdings, Inc.(1)Delayed Draw Term Loan2,912 3,309 
Randys Holdings, Inc.(1)Revolver1,030 995 
Rocade Holdings LLC(1)Preferred Equity4,500 4,500 
Rock Labor, LLC(1)(2)Revolver625 625 
Royal Buyer, LLC(1)Delayed Draw Term Loan461 461 
Royal Buyer, LLC(1)Revolver874 670 
Sanoptis S.A.R.L.(1)(3)Acquisition Capex Facility— 16 
SBP Holdings LP(1)Delayed Draw Term Loan— 75 
SBP Holdings LP(1)Revolver355 532 
Scaled Agile, Inc.(1)(2)Revolver280 280 
Scout Bidco B.V.(1)(2)(3)Revolver313 320 
Sinari Invest(1)(2)(3)Delayed Draw Term Loan604 617 
SISU ACQUISITIONCO., INC.(1)(2)Delayed Draw Term Loan156 312 
Smartling, Inc.(1)Revolver588 588 
SmartShift Group, Inc.(1)Delayed Draw Term Loan2,294 2,294 
SmartShift Group, Inc.(1)Revolver1,101 1,101 
Solo Buyer, L.P.(1)Revolver798 798 
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)(1)(2)Delayed Draw Term Loan399 399 
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)(1)(2)Revolver117 90 
Spatial Business Systems LLC(1)Delayed Draw Term Loan938 937 
Spatial Business Systems LLC(1)Revolver703 703 
SSCP Pegasus Midco Limited(1)(4)Delayed Draw Term Loan1,237 1,487 
Superjet Buyer, LLC(1)Revolver1,095 1,095 
SVI International LLC(1)Delayed Draw Term Loan74 — 
SVI International LLC(1)Revolver74 — 
Syntax Systems Ltd(1)Revolver167 231 
Tank Holding Corp(1)Delayed Draw Term Loan339 409 
Tank Holding Corp(1)Revolver491 480 
Tanqueray Bidco Limited(1)(4)Capex Facility1,143 1,153 
Techone B.V.(1)(2)(3)Revolver154 94 
Tencarva Machinery Company, LLC(1)(2)Revolver752 752 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)Delayed Draw Term Loan— 1,758 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)Revolver796 796 
The Cleaver-Brooks Company, Inc.(1)Revolver1,615 1,615 
Trader Corporation(1)(6)Revolver173 177 
Trintech, Inc.(1)Revolver255 255 
TSYL Corporate Buyer, Inc.(1)Delayed Draw Term Loan912 1,469 
TSYL Corporate Buyer, Inc.(1)Revolver177 177 
Turbo Buyer, Inc.(1)(2)Delayed Draw Term Loan— 974 
UBC Ledgers Holding AB(1)(2)(9)Delayed Draw Term Loan792 840 
UBC Ledgers Holding AB(1)(2)(9)Revolver262 278 
87

Barings Capital Investment Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)
Investment TypeMarch 31, 2024December 31, 2023
Union Bidco Limited(1)(4)Acquisition Facility82 83 
United Therapy Holding III GmbH(1)(2)(3)Acquisition Facility668 683 
Unither (Uniholding)(1)(3)Delayed Draw Term Loan468 479 
W2O Holdings, Inc.(1)(2)Delayed Draw Term Loan— 234 
West-NR AcquisitionCo., LLC(1)Delayed Draw Term Loan1,250 1,250 
Whitcraft Holdings, Inc.(1)Revolver490 880 
White Bidco Limited(1)Delayed Draw Term Loan257 257 
Woodland Foods, LLC(1)(2)Line of Credit157 318 
World 50, Inc.(1)(2)Revolver243 — 
WWEC Holdings III Corp(1)(2)Revolver932 757 
Xeinadin Bidco Limited(1)(2)(4)CAF Term Loan1,601 2,062 
ZB Holdco LLC(1)(2)Delayed Draw Term Loan381 1,466 
ZB Holdco LLC(1)(2)Revolver271 423 
Zeppelin Bidco Limited(1)(2)(4)Capex / Acquisition Facility— 1,333 
Total unused commitments to extend financing$103,209 $114,328 
(1)The Adviser’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.
(8)Actual commitment amount is denominated in Norwegian kroner. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(9)Actual commitment amount is denominated in Swedish kronor. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
88

Barings Capital Investment Corporation
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, 2024 and 2023:
Three Months Ended March 31,
($ in thousands, except share and per share amounts)20242023
Per share data:
Net asset value at beginning of period$22.27 $21.66 
Net investment income (1)0.65 0.68 
Net realized gain (loss) on investments / foreign currency transactions / forward currency contracts (1)(0.36)(0.35)
Net unrealized appreciation (depreciation) on investments / foreign currency transactions / forward currency contracts (1)0.67 0.59 
Total increase from investment operations (1)0.96 0.92 
Dividends paid to stockholders from net investment income(0.64)(0.57)
Dividends paid to stockholders from short-term realized gains— (0.03)
Total dividends declared(0.64)(0.60)
Net asset value at end of period$22.59 $21.98 
Shares outstanding at end of period29,672,058 28,142,612
Net assets at end of period$670,241 $618,439
Average net assets$658,852 $609,288
Ratio of total expenses to average net assets (annualized) (2)11.07 %10.09 %
Ratio of net investment income to average net assets (annualized) (2)11.54 %12.39 %
Portfolio turnover ratio (annualized)3.22 %1.83 %
Total return (3)4.35 %4.29 %
(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)Does not include expenses of underlying investment companies, including joint ventures.
(3)Total return is calculated as the change in NAV per share during the period, divided by the beginning NAV per share and assumes reinvestment of dividends at prices obtained by the Company’s dividend reinvestment plan during the period.
9. SUBSEQUENT EVENTS
On May 7, 2024, the Board declared a quarterly dividend of $0.64 per share payable on June 12, 2024 to holders of record as of May 29, 2024.

89


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, 2024, 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, 2023. 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 titled “Risk Factors” in Part I of our Annual Report on Form 10-K for the year ended December 31, 2023 and in Item 1A titled “Risk Factors” in Part II of our subsequently filed Quarterly Reports on Form 10-Q or in other reports that we may file with the Securities and Exchange Commission (the “SEC”) from time to time. 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, including the risks of a slowing economy, rising inflation and risk of recession, and volatility in the financial services sector, including bank failures; the interest rate environment or conditions affecting the financial and capital markets; the impact of global health crises, on our or our portfolio companies’ business and the U.S. and global economies; our, or our portfolio companies’, future business, operations, operating results or prospects; 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 or our portfolio companies’ 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 were formed on February 20, 2020 as a Maryland limited liability company and converted to a Maryland corporation on April 28, 2020. On July 13, 2020, we commenced operations and made our first portfolio company investment. We are externally managed by Barings LLC (“Barings” or the “Adviser”), an investment adviser that is registered with the SEC under the Investment Advisers Act of 1940, as amended (the “Advisers Act”). An externally-managed business development company (“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 an administration agreement. Instead of directly compensating employees, we pay Barings for investment and management services pursuant to the terms of an investment advisory agreement (the “Advisory Agreement”) and an administration agreement (the “Administration Agreement”).
Our primary investment objective is to provide consistently attractive returns. Barings employs fundamental credit analysis, and targets investments in businesses with relatively low levels of cyclicality (i.e., the risk of business cycles or other economic cycles adversely affecting them) and operating risk. The hold 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
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has experience managing levered vehicles, both public and private, and seeks 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 focus on investing primarily in senior secured private debt instruments in well-established middle-market businesses that operate across a wide range of industries. To a lesser extent, we will invest in equity, special situations, structured credit (e.g., private asset-backed securities), syndicated loan opportunities, high-yield investments and/or mortgage securities. Syndicated senior secured loans are either (i) marketed by investment banks, which are mandated to bring lenders together and underwrite the deal, to institutional investors or (ii) bought and sold by institutional investors in individually negotiated private transactions that function in many respects like an over-the-counter secondary market. On the other hand, senior secured private debt investments are negotiated directly with the borrower, rather than marketed by a third party or bought and sold in the secondary market. We believe senior secured private debt investments may offer higher returns and certain more favorable protections than syndicated senior secured loans. 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. We currently intend to invest primarily in senior secured private debt investments that have terms of between five and seven years and bear interest between the Secured Overnight Financing Rate (“SOFR”) (or the applicable currency rate for investments in foreign currencies) plus 475 basis points and SOFR plus 675 basis points per annum.
As of March 31, 2024 and December 31, 2023, the weighted average yield on the principal amount of our outstanding debt investments other than non-accrual debt investments was approximately 11.0% and 10.9%, respectively. The weighted average yield on the principal amount of all of our outstanding debt investments (including non-accrual debt investments) was approximately 11.0% and 10.7% as of March 31, 2024 and December 31, 2023, respectively.
Relationship with Our Adviser, Barings
Our Adviser, Barings, a wholly-owned subsidiary of Massachusetts Mutual Life Insurance Company (“MassMutual”), is a leading global asset management firm and is registered with the SEC as an investment adviser under the Advisers Act. 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”), Barings’ Global Private Finance Group (“Barings GPFG”) manages our day-to-day operations, and provides investment advisory and management services to us. Barings GPFG is part of Barings’ $324.0 billion Global Fixed Income Platform (as of March 31, 2024) that invests in liquid, private and structured credit. Barings GPFG also advises private funds and separately managed accounts, along with multiple public vehicles. The Adviser has retained its indirect, wholly-owned subsidiary, Baring International Investment Limited (“BIIL”), as a sub-adviser to manage European investments for us. BIIL is an investment adviser registered with the SEC in the United States and the Financial Conduct Authority in the United Kingdom with its principal office located in London, England. As of March 31, 2024, BIIL had approximately £17.0 billion in assets under management.
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 (in its capacity as our Administrator) 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.
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Included in Barings GPFG is Barings North American Private Finance Team (the “U.S. Investment Team”), which consists of 43 investment professionals (as of March 31, 2024) located in three offices in the United States. The U.S. Investment Team provides a full set of solutions to the North American middle market, including first and second lien senior secured loans, unitranche structures, revolvers, mezzanine debt and equity co-investments. The U.S. Investment Team averages approximately 20 years of industry experience at the Managing Director and Director level. Also included in Barings GPFG are
its Europe and Asia-Pacific Investment Committees and Private Finance Teams, which are responsible for our investment origination and portfolio monitoring activities for middle-market companies in Europe and Asia-Pacific geographies. In addition, Barings believes that it has best-in-class support personnel, including expertise in risk management, legal, accounting, tax, information technology and compliance, among others. We expect to benefit from the support provided by these personnel in our operations.
Portfolio Composition
The total value of our investment portfolio was $1,363.0 million as of March 31, 2024, as compared to $1,349.1 million as of December 31, 2023. As of March 31, 2024, we had investments in 263 portfolio companies with an aggregate cost of $1,359.9 million. As of December 31, 2023, we had investments in 256 portfolio companies with an aggregate cost of $1,352.1 million. As of both March 31, 2024 and December 31, 2023, none of our portfolio investments represented greater than 10% of the total fair value of our investment portfolio.
As of March 31, 2024 and December 31, 2023, our investment portfolio consisted of the following investments:
($ in thousands)CostPercentage of
Total
Portfolio
Fair ValuePercentage of
Total
Portfolio
March 31, 2024:
Senior debt and 1st lien notes
$996,015 73 %$982,334 72 %
Subordinated debt and 2nd lien notes
108,605 107,913 
Structured products28,657 27,744 
Equity shares176,427 13 207,185 15 
Equity warrants33 — 1,147 — 
Investments in joint ventures50,132 36,725 
$1,359,869 100 %$1,363,048 100 %
($ in thousands)CostPercentage of
Total Portfolio
Fair ValuePercentage of
Total Portfolio
December 31, 2023:
Senior debt and 1st lien notes
$1,000,294 74 %$985,158 73 
Subordinated debt and 2nd lien notes
108,487 106,894 
Structured products29,479 26,173 
Equity shares162,731 12 192,641 14 
Equity warrants— 1,043 — 
Investments in joint ventures51,123 37,212 
$1,352,116 100 %$1,349,121 100 %
Investment Activity
During the three months ended March 31, 2024, we made 10 new investments totaling $27.5 million and made investments in existing portfolio companies totaling $23.7 million. We had four loans repaid totaling $24.5 million and received $13.9 million of portfolio company principal payments and sales proceeds and recognized a net realized gain on these transactions of $0.1 million. We received $1.0 million of return of capital from one of our joint ventures. In addition, one of our debt investments was restructured, which resulted in a loss of $4.5 million. Lastly, we received proceeds related to the sale of equity investments totaling $3.8 million and recognized a net realized gain on such sales totaling $0.5 million.
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During the three months ended March 31, 2023, we made 10 new investments totaling $36.7 million, made investments in existing portfolio companies totaling $19.8 million and made a $45.0 million equity co-investment alongside certain affiliates in a portfolio company that specializes in providing financing to plaintiff law firms engaged in mass tort and other civil litigation. We had two loans repaid totaling $10.1 million and received $7.3 million of portfolio company principal payments and sales proceeds and recognized a net realized loss on these transactions of $0.2 million. Finally, we received $3.8 million of return of capital from one of our joint ventures.
Total portfolio investment activity for the three months ended March 31, 2024 and 2023 was as follows:
Three Months Ended
March 31, 2024:
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity
Shares
Equity
Warrants
Investments in Joint VenturesTotal
Fair value, beginning of period$985,158 $106,894 $26,173 $192,641 $1,043 $37,212 $1,349,121 
New investments36,126 12,535 — 2,600 — — 51,261 
Investment restructuring(13,015)— — 12,984 31 — — 
Proceeds from sales of investments/return of capital(129)— — (3,797)— (990)(4,916)
Loan origination fees received(545)(281)— — — — (826)
Principal repayments received(24,426)(12,991)(826)— — — (38,243)
Payment-in-kind interest/dividends604 692 — 1,559 — — 2,855 
Accretion of loan premium/discount114 80 — — — 198 
Accretion of deferred loan origination revenue1,210 82 — — — — 1,292 
Realized gain (loss)(4,217)— — 350 — — (3,867)
Unrealized appreciation (depreciation)1,454 902 2,393 848 73 503 6,173 
Fair value, end of period$982,334 $107,913 $27,744 $207,185 $1,147 $36,725 $1,363,048 
Three Months Ended
March 31, 2023:
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity
Shares
Equity
Warrants
Investments in Joint VenturesTotal
Fair value, beginning of period$920,219 $123,244 $28,321 $113,666 $476 $47,479 $1,233,405 
New investments54,252 683 — 46,519 — — 101,454 
Proceeds from sales of investments/return of capital— — — — — (3,763)(3,763)
Loan origination fees received(1,495)(20)— — — — (1,515)
Principal repayments received(16,187)(449)(833)— — — (17,469)
Payment-in-kind interest/dividends1,038 826 — — — — 1,864 
Accretion of loan premium/discount282 49 — — — 334 
Accretion of deferred loan origination revenue1,059 70 — — — — 1,129 
Realized gain (loss)(224)— — — — — (224)
Unrealized appreciation (depreciation)3,204 1,681 196 5,119 15 (523)9,692 
Fair value, end of period$962,148 $126,084 $27,687 $165,304 $491 $43,193 $1,324,907 
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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, 2024, we had three portfolio companies with investments on non-accrual, the aggregate fair value of which was $2.7 million, which comprised 0.2% of the total fair value our portfolio, and the aggregate cost of which was $5.0 million, which comprised 0.4% of the total cost of our portfolio. As of December 31, 2023, we had one portfolio company with investments on non-accrual, the fair value of which was $13.5 million, which comprised 1.0% of the total fair value of our portfolio, and the cost of which was $17.4 million, which comprised 1.3% of the total cost of our portfolio.
A summary of our non-accrual assets as of March 31, 2024 is provided below.
Canadian Orthodontic Partners Corp.
During the quarter ended March 31, 2024, we placed our debt investment in Canadian Orthodontic Partners Corp., or Canadian Orthodontics, on non-accrual status. As a result, under U.S. generally accepted accounting principles (“U.S. GAAP”), we will not recognize interest income on our debt investment in Canadian Orthodontics for financial reporting purposes. As of March 31, 2024, the cost of our debt investment in Canadian Orthodontics was $1.8 million and the fair value of such investment was $1.1 million.
GPNZ II GmbH
During the quarter ended March 31, 2024, we placed our debt investments in GPNZ II GmbH., or GPNZ, on non-accrual status. As a result, under U.S. GAAP, we will not recognize interest income on our debt investments in GPNZ for financial reporting purposes. As of March 31, 2024, the cost of our debt investments in GPNZ was $0.6 million and the fair value of such investments was $0.4 million.
Marmoutier Holding B.V.
During the quarter ended March 31, 2024, we placed our debt investments in Marmoutier Holding B.V., or Marmoutier, on non-accrual status. As a result, under U.S. GAAP, we will not recognize interest income on our debt investments in Marmoutier for financial reporting purposes. As of March 31, 2024, the cost of our debt investments in Marmoutier was $2.6 million and the fair value of such investments was $1.2 million.
Results of Operations
Comparison of the three months ended March 31, 2024 and 2023
Operating results for the three months ended March 31, 2024 and 2023 were as follows:
Three Months EndedThree Months Ended
($ in thousands)March 31,
2024
March 31,
2023
Total investment income$37,238 $34,239 
Total operating expenses18,075 15,344 
Net investment income before taxes19,163 18,895 
Income taxes, including excise tax expense150 24 
Net investment income after taxes19,013 18,871 
Net realized gains (losses)(10,500)(9,932)
Net unrealized appreciation (depreciation)19,526 16,554 
Net realized gains (losses) and unrealized appreciation (depreciation) on investments, foreign currency transactions and forward currency contracts9,026 6,622 
Net increase in net assets resulting from operations$28,039 $25,493 
Net increases (decreases) in net assets resulting from operations can vary substantially from period to period due to various factors, including recognition of realized gains and losses and unrealized appreciation and depreciation. As a result, comparisons of net changes in net assets resulting from operations may not be meaningful.
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Investment Income
Three Months EndedThree Months Ended
($ in thousands)March 31,
2024
March 31,
2023
Investment income:
Interest income$30,186 $27,320 
Dividend income3,950 3,479 
Fee and other income1,596 1,686 
Payment-in-kind interest income1,493 1,743 
Interest income from cash13 11 
Total investment income$37,238 $34,239 
The change in total investment income for the three months ended March 31, 2024, as compared to the three months ended March 31, 2023, was primarily due to an increase in the weighted average yield on the portfolio from higher base rates and increased dividends from portfolio companies. The weighted average yield on the principal amount of our outstanding debt investments, other than non-accrual debt investments, was 11.0% as of March 31, 2024, as compared to 10.3% as of March 31, 2023. For the three months ended March 31, 2024, dividends from portfolio companies were $4.0 million, as compared to $3.5 million for the three months ended March 31, 2023.
Operating Expenses
Three Months EndedThree Months Ended
($ in thousands)March 31,
2024
March 31,
2023
Operating expenses:
Interest and other financing fees$13,540 $11,293 
Base management fee519 486 
Incentive management fees3,199 2,699 
Other general and administrative expenses817 866 
Total operating expenses$18,075 $15,344 

Interest and Other Financing Fees
Interest and other financing fees during both the three months ended March 31, 2024 and 2023 were attributable to borrowings under the February 2027 Notes and the ING Credit Facility (each as defined below under “Financial Condition, Liquidity and Capital Resources”). The increase in interest and other financing fees for the three months ended March 31, 2024 as compared to the three months ended March 31, 2023, was primarily attributable to an increase in the weighted average interest rate on the ING Credit Facility. The weighted average interest rate on the ING Credit Facility was 7.4% as of March 31, 2024, as compared to 6.7% as of March 31, 2023.
Base Management Fee
Under the 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 at the end of the two most recently completed calendar quarters (including the quarter for which such fees are being calculated) and appropriately adjusted for any share issuances or repurchases during the quarter. The Base Management Fee for any partial quarter is appropriately pro-rated. See “Note 2. Agreement and Related Party Transactions” to our Unaudited Consolidated Financial Statements for additional information regarding the Advisory Agreement and the fee arrangement thereunder. For both the three months ended March 31, 2024 and 2023, the amount of Base Management Fees incurred was $0.5 million.
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Incentive Fee
Under the Advisory Agreement, we pay Barings an incentive fee (the “Incentive Fee”). The Incentive Fee consists of two parts: (i) an incentive fee based on pre-incentive fee net investment income (the “Income-Based Fee”) and (ii) an incentive fee based on the net capital gains received on our portfolio of securities on a cumulative basis through the end of each calendar year, net of all realized capital losses and all unrealized capital depreciation on a cumulative basis, less the aggregate amount of any previously paid Incentive Fee on capital gains (the “Capital Gains Fee”). The Income-Based Fee is subject to a floating “hurdle rate” based on SOFR, a “catch-up” feature and a cap. See “Note 2. Agreements and Related Party Transactions” to our Unaudited Consolidated Financial Statements for additional information regarding the Advisory Agreement and the fee arrangements thereunder. For the three months ended March 31, 2024, the amount of Income-Based Fees incurred was $2.8 million, as compared to $2.7 million for the three months ended March 31, 2023. The increase in the Income-Based Fees for the three months ended March 31, 2024, as compared to the three months ended March 31, 2023, relates predominately to an increase in pre-incentive fee net investment income. The amount of pre-incentive fee net investment income was $22.4 million as of March 31, 2024, as compared to $21.6 million as of March 31, 2023.
For the three months ended March 31, 2024, we accrued $0.4 million for the Capital Gains Fee, as compared to nil for the three months ended March 31, 2023. As required by U.S. GAAP, we accrue the Capital Gains Fee on unrealized gains. This accrual reflects the Incentive Fees that would be payable to the Adviser if our entire investment portfolio was liquidated at its fair value as of the balance sheet date even though the Adviser is not entitled to an Incentive Fee with respect to unrealized gains unless and until such gains are actually realized. There can be no assurance that such unrealized capital appreciation will be realized in the future.
Professional Fees
Professional fees generally include legal and accounting expenses.
Other General and Administrative Expenses
We have entered into the Administration Agreement with Barings. 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 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 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. For the three months ended March 31, 2024, the amount of administration expense incurred and invoiced by Barings for expenses was approximately $0.2 million. For the three months ended March 31, 2023, the amount of administration expense incurred and invoiced by Barings for expenses was approximately $0.3 million. In addition to expenses incurred under the Administration Agreement, other general and administrative expenses include directors’ and officers’ insurance costs and other costs related to our operations.
Net Realized Gains (Losses)
Net realized gains (losses) during the three months ended March 31, 2024 and 2023 were as follows:
Three Months EndedThree Months Ended
($ in thousands)March 31,
2024
March 31,
2023
Net realized gains (losses):
Non-Control / Non-Affiliate investments$(3,867)$(224)
Net realized gains (losses) on investments(3,867)(224)
Foreign currency transactions(92)$467 
Forward currency contracts(6,541)(10,175)
Net realized gains (losses)$(10,500)$(9,932)
During the three months ended March 31, 2024, we recognized net realized losses totaling $10.5 million, which consisted primarily of a net loss on our forward currency contracts of $6.5 million, a net loss on our loan portfolio of $3.9 million and a net loss on foreign currency transactions of $0.1 million. The net loss on our investment portfolio predominately related to the restructuring of one investment which was primarily reclassified from unrealized depreciation during the three months ended March 31, 2024.
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During the three months ended March 31, 2023, we recognized net realized losses totaling $9.9 million, which consisted primarily of a net loss on forward currency contracts of $10.2 million and a net loss on our loan portfolio of $0.2 million, partially offset by a net gain on foreign currency transactions of $0.5 million.
Net Unrealized Appreciation (Depreciation)
Net unrealized appreciation (depreciation) during the three months ended March 31, 2024 and 2023 were as follows:
Three Months EndedThree Months Ended
($ in thousands)March 31,
2024
March 31,
2023
Net unrealized appreciation (depreciation)
Non-Control / Non-Affiliate investments$5,754 $6,125 
Affiliate investments470 3,452 
Net unrealized appreciation (depreciation) on investments6,224 9,577 
Foreign currency transactions1,661 (2,634)
Forward currency contracts11,641 9,611 
Net unrealized appreciation (depreciation)$19,526 $16,554 
During the three months ended March 31, 2024, we recorded net unrealized appreciation totaling $19.5 million, consisting of net unrealized appreciation related to forward currency contracts of $11.6 million, net unrealized appreciation reclassification adjustments of $4.9 million related to the net realized losses on the sales / repayments and restructures of certain investments, net unrealized appreciation related to foreign currency transactions of $1.7 million and net unrealized appreciation on our current portfolio of $1.2 million. The net unrealized appreciation on our current portfolio of $1.2 million was driven primarily by broad market moves for investments of $7.3 million and the credit or fundamental performance of investments of $45.7 thousand, partially offset by the impact of foreign currency exchange rates on investments of $6.1 million.
During the three months ended March 31, 2023, we recorded net unrealized appreciation totaling $16.6 million, consisting of net unrealized appreciation on our current portfolio of $9.3 million, net unrealized appreciation related to forward currency contracts of $9.6 million and net unrealized appreciation reclassification adjustments of $0.4 million related to realized gains and losses recognized during the year, partially offset by net unrealized depreciation related to foreign currency transactions of $2.6 million and deferred taxes of $0.1 million. The net unrealized appreciation on our current portfolio of $9.3 million was driven primarily by the credit or fundamental performance of investments of $4.9 million, the impact of foreign currency exchange rates on investments of $3.8 million and broad market moves for investments of $0.6 million.
Financial Condition, Liquidity and Capital Resources
We believe that our current cash and foreign currencies on hand, our available borrowing capacity under the ING Credit Facility (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 “Financial Condition, Liquidity and Capital Resources” section should be read in conjunction with the notes to our Unaudited Consolidated Financial Statements.
On June 24, 2020, our sole stockholder approved a proposal to authorize us to be subject to a reduced asset coverage ratio of at least 150% under the Investment Company Act of 1940, as amended (the “1940 Act”). As a result of stockholder approval, effective June 25, 2020, our applicable minimum asset coverage ratio under the 1940 Act was decreased to 150% from 200%. Thus, we are permitted under the 1940 Act, under specified conditions, to issue multiple classes of debt and one class of stock senior to our common stock if our asset coverage, as defined in the 1940 Act, is at least equal to 150% immediately after each such issuance. Our asset coverage ratio was 189.8% as of March 31, 2024.
Cash Flows
For the three months ended March 31, 2024, we experienced a net decrease in cash in the amount of $4.7 million. During that period, our operating activities provided $5.1 million in cash, with proceeds from sales or repayments of portfolio investments totaling $43.2 million and other cash collections from investments exceeding purchases of portfolio investments of $51.6 million. In addition, our financing activities, consisting of dividends paid, used $9.8 million of cash. As of March 31, 2024, we had $31.5 million of cash on hand, including foreign currencies.
For the three months ended March 31, 2023, we experienced a net decrease in cash in the amount of $42.6 million. During that period, our operating activities used $93.5 million in cash, consisting primarily of purchases of portfolio investments of $118.9 million, partially offset by proceeds from sales or repayments of portfolio investments totaling $21.6 million. In addition, our financing activities provided $50.8 million of cash, consisting primarily of net borrowings under the ING Credit
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Facility totaling $60.0 million, partially offset by dividends paid in the amount of $9.2 million. As of March 31, 2023, we had $18.2 million of cash on hand, including foreign currencies.
Financing Transactions
ING Capital Credit Facility
On January 15, 2021, we entered into a senior secured revolving credit facility (as subsequently amended and restated, the “ING Credit Facility”) with ING Capital LLC (“ING”) as administrative agent, and the lenders party thereto. The initial commitments under the ING Credit Facility totaled $65.0 million.
On April 30, 2021, we amended and restated the credit agreement governing the ING Credit Facility to increase the total commitments under the facility to $325.0 million and include a $25.0 million letter of credit sub-facility. On July 22, 2021, we entered into an incremental commitment and assumption agreement to increase the aggregate commitments under the ING Credit Facility to $500.0 million. As amended as of March 31, 2022, we had aggregate commitments from lenders of $500.0 million under the ING Credit Facility, the maximum commitment then allowed under the ING Credit Facility. On April 25, 2022, we amended the ING Credit Facility to, among other things, (i) increase total commitments from lenders to $625.0 million from $500.0 million, (ii) upsize the accordion feature under the ING Credit Facility to allow for an increase in aggregate commitments thereunder from new and existing lenders on the same terms and conditions as the existing commitments up to a total of $800.0 million, subject to certain conditions and the satisfaction of specified financial covenants, and (iii) replace the London Interbank Offered Rate (“LIBOR”) benchmark provisions under the ING Credit Facility with SOFR benchmark provisions. On October 13, 2022, we amended the ING Credit Facility to increase total commitments from lenders to $710.0 million from $625.0 million.
We can borrow foreign currencies directly under the ING Credit Facility. The ING Credit Facility is secured primarily by a material portion of our present and future property and assets and is guaranteed by certain of our subsidiaries. The revolving period under the ING Credit Facility terminates on April 30, 2025, and the final maturity date of the ING Credit Facility is scheduled for April 30, 2026.
Borrowings under the ING Credit Facility bear interest on a per annum basis equal to (i) for borrowings denominated in U.S. Dollars, subject to our election, (a) the alternate base rate plus 1.15% or (b) the term SOFR plus 2.15% 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, with the term SOFR plus credit spread adjustment subject to a 0.00% floor, (ii) for borrowings denominated in Pounds Sterling, Swiss Francs, Euros, Canadian Dollars, Danish Kroner, Norwegian Kroner or Swedish Kronor, the adjusted eurocurrency rate plus 2.15%, (iii) for borrowings denominated in Australian Dollars, the adjusted eurocurrency rate plus 2.35%, or (iv) for borrowings denominated in New Zealand Dollars, the adjusted eurocurrency rate plus 2.45%. The alternate base rate is equal to the greatest of (i) the prime rate, (ii) the federal funds rate plus 0.50%, (iii) the overnight bank funding rate plus 0.50%, (iv) one-month term SOFR plus 1.00% plus a credit spread adjustment of 0.10% and (v) 1.00%. The adjusted eurocurrency rate is equal to the eurocurrency rate for the applicable interest period plus any applicable statutory reserve rate for such interest period, subject to a 0.00% floor. We pay a commitment fee on undrawn amounts under the ING Credit Facility.
The ING Credit Facility contains certain affirmative and negative covenants, including but not limited to (i) maintaining minimum stockholders’ equity, (ii) maintaining a minimum asset coverage ratio of (a) 150% at any time that more than 70% of the total fair value of our portfolio comprises cash, cash equivalents, long-term U.S. government securities or first lien loans to portfolio companies, or (b) 167% or 200% at specified concentrations of such assets at amounts less than or equal to 70% of the total fair value of our portfolio, (iii) meeting a minimum liquidity test, (iv) meeting a minimum net worth test, and (v) maintaining our status as a regulated investment company (“RIC”) under the Internal Revenue Code of 1986, as amended (the “Code”) and as a BDC under the 1940 Act. The ING 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, certain change of control events, and the occurrence of a material adverse effect. The ING 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.
ING and other lenders under the ING Credit Facility, and their respective affiliates, may from time to time receive customary fees and expenses in the performance of investment banking, financial advisory or other services for us. As of March 31, 2024, we were in compliance with all covenants of the ING Credit Facility.
We, one of our subsidiaries, BCIC Holdings, Inc., ING, as administrative agent, the financing agents and designated indebtedness holders that become parties thereto and ING, as collateral agent, also entered into a guarantee, pledge and security
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agreement, dated as of January 15, 2021, pursuant to which our obligations under the ING Credit Facility are secured by a first-priority security interest (subject to certain exceptions) in substantially all of our and our subsidiary guarantors’ present and future property and assets.
As of March 31, 2024, we had U.S. dollar borrowings of $533.0 million under the ING Credit Facility with an interest rate of 7.569% (with Term SOFR borrowings subject to one month SOFR of 5.319%), borrowings denominated in British pounds sterling of £31.2 million ($39.4 million U.S. dollars) with an interest rate of 7.371% (one month SONIA of 5.221%), borrowings denominated in Euros of €61.5 million ($66.4 million U.S. dollars) with an interest rate of 6.088% (one month EURIBOR of 3.938%) and borrowings denominated in Australian Dollars of A$5.5 million ($3.6 million U.S. dollars) with an interest rate of 6.650% (one month AUD Screen Rate of 4.300%). 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 ING Credit Facility borrowings is included in “Net unrealized appreciation (depreciation) - foreign currency transactions” in our Unaudited Consolidated Statements of Operations.
The fair values of the borrowings outstanding under the ING 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 March 31, 2024, the total fair value of the borrowings outstanding under the ING Credit Facility was $642.4 million. See “Note 5. Borrowings — ING Capital Credit Facility” to our Unaudited Consolidated Financial Statements for additional information regarding the ING Credit Facility.
February 2027 Notes
On February 22, 2022, we entered into a Note Purchase Agreement (the “February 2022 NPA”) governing the issuance of $100.0 million in aggregate principal amount of senior unsecured notes due February 22, 2027 (the “February 2027 Notes”), in each case, to qualified institutional investors in a private placement. The February 2027 Notes were delivered and paid for on February 22, 2022.
The February 2027 Notes, for which we were required to obtain an initial rating by June 30, 2022, have a fixed interest rate of 4.75% per year, subject to a step up of 0.75% per year, to the extent the February 2027 Notes fail to satisfy certain investment grade rating conditions.
The February 2027 Notes will mature on February 22, 2027 unless redeemed, purchased or prepaid prior to such date by us in accordance with the terms of the February 2022 NPA. Interest on the February 2027 Notes will be due semiannually in February and August of each year, beginning in August 2022. In addition, we are obligated to offer to repay the February 2027 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 2022 NPA, we may redeem the February 2027 Notes in whole or in part at any time or from time to time at our option at par plus accrued interest to the prepayment date and, if redeemed on or before August 22, 2026, a make-whole premium.
The February 2022 NPA contains certain representations and warranties, and various covenants and reporting requirements customary for agreements of this type, including, without limitation, information reporting, maintenance of our 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, liens, restricted payments, and investments. In addition, the February 2022 NPA contains the following financial covenants: (a) maintaining a minimum obligors’ net worth, measured as of each fiscal quarter-end; (b) not permitting our asset coverage ratio, as of the date of the incurrence of any debt for borrowed money or the making of any cash dividend to stockholders, to be less than the statutory minimum then applicable to us under the 1940 Act; and (c) not permitting our net debt to equity ratio to exceed 2.0x, measured as of each fiscal quarter-end.
The February 2022 NPA also contains customary events of default with customary cure and notice periods, including, without limitation, nonpayment, incorrect representation in any material respect, breach of covenant, cross-default under other indebtedness or that of our subsidiary guarantors, if any, 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 2027 Notes at the time outstanding may declare all February 2027 Notes then outstanding to be immediately due and payable.
Our obligations under the February 2022 NPA are general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by us. As of March 31, 2024, we were in compliance with all covenants under the February 2022 NPA.
The February 2027 Notes were offered in reliance on Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”). The February 2027 Notes have not and will not be registered under the Securities Act or any state securities
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laws and, unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act, as applicable.
As of March 31, 2024, the fair value of the outstanding February 2027 Notes was $92.1 million. The fair value determination of the February 2027 Notes was based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
Distributions to Stockholders
We intend to pay quarterly distributions to our stockholders out of assets legally available for distribution. We have adopted a dividend reinvestment plan (“DRIP”) that provides for reinvestment of dividends on behalf of our stockholders, unless a stockholder elects to receive cash. As a result, when we declare a dividend, stockholders who have not opted out of the DRIP will have their dividends automatically reinvested in shares of our common stock, rather than receiving cash dividends.
We have elected for federal income tax purposes to be treated, and intend to qualify annually, as a RIC under the Code, and intend to make the required distributions to our stockholders as specified therein. In order to maintain our tax treatment as a RIC and to obtain RIC tax benefits, we must meet certain minimum distribution, source-of-income and asset diversification requirements. If such requirements are met, then we are generally required to pay income taxes only on the portion of our taxable income and gains we do not distribute (actually or constructively). We monitor our distribution requirements with the goal of ensuring compliance with the Code. We can offer no assurance that we will achieve results that will permit the payment of any level of cash distributions and our ability to make distributions will be limited by the asset coverage requirement and related provisions under the 1940 Act and contained in any applicable indenture or financing agreement and related supplements. In addition, in order to satisfy the annual distribution requirement applicable to RICs, we may declare a significant portion of our dividends in shares of our common stock instead of in cash. A stockholder generally would be subject to tax on 100% of the fair market value of the dividend on the date the dividend is received by the stockholder in the same manner as a cash dividend, even though a portion of the dividend was paid in shares of our common stock.
The minimum distribution requirements applicable to RICs require us to distribute to our stockholders each year at least 90% of our investment company taxable income (“ICTI”), as defined by the Code. Depending on the level of ICTI and net capital gain, if any, earned in a tax year, we may choose to carry forward income in excess of current year distributions into the next tax year and pay a 4% U.S. federal excise tax on such excess. Any such carryover income must be distributed before the end of the next tax year through a dividend declared prior to filing the final tax return related to the year which generated such income.
ICTI generally differs from net investment income for financial reporting purposes due to temporary and permanent differences in the recognition of income and expenses. We may be required to recognize ICTI in certain circumstances in which we do not receive cash. For example, if we hold debt obligations that are treated under applicable tax rules as having original issue discount (“OID”) (such as debt instruments issued with warrants), we must include in ICTI each year a portion of the OID that accrues over the life of the obligation, regardless of whether cash representing such income is received by us in the same taxable year. We may also have to include in ICTI other amounts that we have not yet received in cash, such as (i) PIK interest income and (ii) interest income from investments that have been classified as non-accrual for financial reporting purposes. Interest income on non-accrual investments is not recognized for financial reporting purposes, but generally is recognized in ICTI. Because any OID or other amounts accrued will be included in our ICTI for the year of accrual, we may be required to make a distribution to our stockholders in order to satisfy the minimum distribution requirements, even though we will not have received and may not ever receive any corresponding cash amount. ICTI also excludes net unrealized appreciation or depreciation, as investment gains or losses are not included in taxable income until they are realized.
Recent Developments
Subsequent to March 31, 2024, we made approximately $5.9 million of new commitments, of which $5.6 million closed and funded. The $5.6 million of investments consists of $5.6 million of first lien senior secured debt investments and $46.9 thousand of equity investments. The weighted average yield of the debt investments was 11.3%. In addition, we funded $1.9 million of previously committed revolvers and delayed draw term loans.
On May 7, 2024, the Board declared a quarterly dividend of $0.64 per share payable on June 12, 2024 to holders of record as of May 29, 2024.
Critical Accounting Policies and Use of Estimates
The preparation of our unaudited financial statements in accordance with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements
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and the reported amounts of revenues and expenses for the periods covered by such financial statements. We have identified investment valuation and revenue recognition as our most critical accounting estimates. On an ongoing basis, we evaluate our estimates, including those related to the matters described below. These estimates are based on the information that is currently available to us and on various other assumptions that we believe to be reasonable under the circumstances. Actual results could differ materially from those estimates under different assumptions or conditions. A discussion of our critical accounting policies follows.
Valuation of Investments
The Adviser conducts the valuation of our investments, upon which our net asset value (“NAV”) is primarily based, in accordance with its valuation policy, as well as established and documented processes and methodologies for determining the fair values of portfolio company investments on a recurring (at least quarterly) basis in accordance with the 1940 Act and FASB ASC Topic 820, Fair Value Measurements and Disclosures (“ASC Topic 820”). Our current valuation policy and processes were established by the Adviser and were approved by the Board.
As of March 31, 2024, our investment portfolio, valued at fair value in accordance with the Board-approved valuation policies, represented approximately 203% of our total net assets, as compared to approximately 207% of our total net assets as of December 31, 2023.
Under ASC Topic 820, fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between a willing buyer and a willing seller at the measurement date. For our portfolio securities, fair value is generally the amount that we might reasonably expect to receive upon the current sale of the security. The fair value measurement assumes that the sale occurs in the principal market for the security, or in the absence of a principal market, in the most advantageous market for the security. If no market for the security exists or if we do not have access to the principal market, the security should be valued based on the sale occurring in a hypothetical market.
Under ASC Topic 820, there are three levels of valuation inputs, as follows:
Level 1 Inputs – include quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2 Inputs – include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.
Level 3 Inputs – include inputs that are unobservable and significant to the fair value measurement.
A financial instrument is categorized within the ASC Topic 820 valuation hierarchy based upon the lowest level of input to the valuation process that is significant to the fair value measurement. For example, a Level 3 fair value measurement may include inputs that are observable (Levels 1 and 2) and unobservable (Level 3). Therefore, unrealized appreciation and depreciation related to such investments categorized as Level 3 investments within the tables in the notes to our consolidated financial statements may include changes in fair value that are attributable to both observable inputs (Levels 1 and 2) and unobservable inputs (Level 3).
Our investment portfolio includes certain debt and equity instruments of privately held companies for which quoted prices or other observable inputs falling within the categories of Level 1 and Level 2 are generally not available. In such cases, the Adviser determines the fair value of our investments in good faith primarily using Level 3 inputs. In certain cases, quoted prices or other observable inputs exist, and if so, the Adviser 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 underlying performance of the portfolio company.
There is no single approach for determining fair value in good faith, as fair value depends upon the specific circumstances of each individual investment. The recorded fair values of our Level 3 investments may differ significantly from fair values that would have been used had an active market for the securities existed. In addition, changes in the market environment and other events that may occur over the life of the investments may cause the gains or losses ultimately realized on these investments to be different than the valuations currently assigned.
Investment Valuation Process
The Board must determine fair value in good faith for any or all of our investments for which market quotations are not readily available. The Board has designated the Adviser as valuation designee to perform the fair value determinations relating to the value of these assets. Barings has established a pricing committee that is, subject to the oversight of the Board,
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responsible for the approval, implementation and oversight of the processes and methodologies that relate to the pricing and valuation of assets we hold. Barings uses independent third-party providers to price the portfolio, but in the event an acceptable price cannot be obtained from an approved external source, Barings will utilize alternative methods in accordance with internal pricing procedures established by Barings’ pricing committee.
At least annually, Barings 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 Barings is not provided access to proprietary models of the vendors,
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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 Barings 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. Barings believes that the prices received from the pricing vendors are representative of prices that would be received to sell the assets at the measurement date (i.e., exit prices).
Our money market fund investments are generally valued using Level 1 inputs and our equity investments listed on an exchange or on the NASDAQ National Market System are valued using Level 1 inputs, using the last quoted sale price of that day. Our syndicated senior secured loans and structured product investments are generally valued using Level 2 inputs, which are generally valued at the bid quotation obtained from dealers in loans by an independent pricing service. Our middle-market, private debt and equity investments are generally valued using Level 3 inputs.
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 that of 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 Barings will determine the point within that range that it will use. If the Barings’ pricing committee disagrees with the price range provided, it may make a fair value recommendation to Barings that is outside of the range provided by the independent valuation provider and the reasons therefore. In certain instances, we may determine that it is not cost-effective, and as a result is not in the stockholders’ best interests, to request 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.
Valuation Inputs
The Adviser’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 Adviser’s market assumptions. The Adviser’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 Adviser will utilize alternative approaches such as broker quotes or manual prices. The Adviser 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 Investments in Banff Partners LP, Thompson Rivers LLC and Waccamaw River LLC
As Banff Partners LP, Thompson Rivers LLC and Waccamaw River LLC are investment companies with no readily determinable fair values, the Adviser estimates the fair value of our investments in these entities using the NAV of each company and our ownership percentage as a practical expedient. The NAV is determined in accordance with the specialized accounting guidance for investment companies.
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Revenue Recognition
Interest and Dividend Income
Interest income, including amortization of premium and accretion of discount, is recorded on the accrual basis to the extent that such amounts are expected to be collected. Generally, when interest and/or principal payments on a loan become past due, or if we otherwise do not expect the borrower to be able to service its debt and other obligations, we will place the
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loan on non-accrual status and will generally cease recognizing interest income on that loan for financial reporting purposes until all principal and interest have been brought current through payment or due to a restructuring such that the interest income is deemed to be collectible. The cessation of recognition of such interest will negatively impact the reported fair value of the investment. We write off any previously accrued and uncollected interest when it is determined that interest is no longer considered collectible. Dividend income on preferred equity securities is recorded on the accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected. Dividend income on common equity is recorded on the ex-dividend date.
We may have to include interest income in our ICTI, including OID income, from investments that have been classified as non-accrual for financial reporting purposes. Interest income on non-accrual investments is not recognized for financial reporting purposes, but generally is recognized in ICTI. As a result, we may be required to make a distribution to our stockholders in order to satisfy the minimum distribution requirements to maintain our RIC tax treatment, even though we will not have received and may not ever receive any corresponding cash amount. Additionally, any loss recognized by us for U.S. federal income tax purposes on previously accrued interest income will be treated as a capital loss.
Fee Income
Origination, facility, commitment, consent and other advance fees received in connection with the origination of a loan (“Loan Origination Fees”) are recorded as deferred income and recognized as investment income over the term of the loan. Upon prepayment of a loan, any unamortized Loan Origination Fees are recorded as investment income. In the general course of our business, we receive certain fees from portfolio companies, which are non-recurring in nature. Such fees include loan prepayment penalties, structuring fees, covenant waiver fees and loan amendment fees, and are recorded as investment income when earned.
Fee income for the three and nine months ended September 30,March 31, 2024 and 2023 and 2022 was as follows:
Three Months EndedThree Months EndedNine Months
Ended
Nine Months
Ended
Three Months Ended
Three Months Ended
Three Months Ended
($ in thousands)
($ in thousands)
($ in thousands)($ in thousands)September 30, 2023September 30, 2022September 30, 2023September 30, 2022
Recurring Fee Income:Recurring Fee Income:
Recurring Fee Income:
Recurring Fee Income:
Amortization of loan origination fees
Amortization of loan origination fees
Amortization of loan origination feesAmortization of loan origination fees$992 $845 $2,885 $2,333 
Management, valuation and other feesManagement, valuation and other fees307 304 993 848 
Management, valuation and other fees
Management, valuation and other fees
Total Recurring Fee Income
Total Recurring Fee Income
Total Recurring Fee IncomeTotal Recurring Fee Income1,299 1,149 3,878 3,181 
Non-Recurring Fee Income:Non-Recurring Fee Income:
Prepayment fees— — 213 108 
Non-Recurring Fee Income:
Non-Recurring Fee Income:
Acceleration of unamortized loan origination fees
Acceleration of unamortized loan origination fees
Acceleration of unamortized loan origination feesAcceleration of unamortized loan origination fees116 538 645 804 
Advisory, loan amendment and other feesAdvisory, loan amendment and other fees112 133 343 472 
Advisory, loan amendment and other fees
Advisory, loan amendment and other fees
Total Non-Recurring Fee Income
Total Non-Recurring Fee Income
Total Non-Recurring Fee IncomeTotal Non-Recurring Fee Income228 671 1,201 1,384 
Total Fee IncomeTotal Fee Income$1,527 $1,820 $5,079 $4,565 
Total Fee Income
Total Fee Income
Payment-in-Kind (PIK) Interest Income
We currently hold, and expect to hold in the future, some loans in our portfolio that contain PIK interest provisions. PIK interest, computed at the contractual rate specified in each loan agreement, is periodically added to the principal balance of the loan, rather than being paid to us in cash, and is recorded as interest income. Thus, the actual collection of PIK interest may be deferred until the time of debt principal repayment.
PIK interest, which is a non-cash source of income at the time of recognition, is included in our taxable income and therefore affects the amount we are required to distribute to our stockholders to maintain our tax treatment as a RIC for U.S. federal income tax purposes, even though we have not yet collected the cash. Generally, when current cash interest and/or principal payments on a loan become past due, or if we otherwise do not expect the borrower to be able to service its debt and other obligations, we will place the loan on non-accrual status and will generally cease recognizing PIK interest income on that loan for financial reporting purposes until all principal and interest have been brought current through payment or due to a
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restructuring such that the interest income is deemed to be collectible. We write off any previously accrued and uncollected PIK interest when it is determined that the PIK interest is no longer collectible.
We may have to include in our ICTI, PIK interest income from investments that have been classified as non-accrual for financial reporting purposes. Interest income on non-accrual investments is not recognized for financial reporting purposes, but
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generally is recognized in ICTI. As a result, we may be required to make a distribution to our stockholders in order to satisfy the minimum distribution requirements, even though we will not have received and may not ever receive any corresponding cash amount.
Unused Commitments
In the normal course of business, we are party to financial instruments with off-balance sheet risk, consisting primarily of unused commitments to extend financing to our portfolio companies. Since commitments may expire without being drawn upon, the total commitment amount does not necessarily represent future cash requirements. As of September 30, 2023,March 31, 2024, we believe we have adequate financial resources to satisfy our unfunded commitments. The balances of unused commitments to extend financing as of September 30, 2023March 31, 2024 and December 31, 20222023 were as follows:
Portfolio Company
($ in thousands)
Portfolio Company
($ in thousands)
Investment TypeSeptember 30, 2023December 31, 2022
Portfolio Company
($ in thousands)
Portfolio Company
($ in thousands)
Accurus Aerospace Corporation(1)(2)Accurus Aerospace Corporation(1)(2)Revolver$207 $461 
Accurus Aerospace Corporation(1)(2)
Accurus Aerospace Corporation(1)(2)
AD Bidco, Inc.(1)
AD Bidco, Inc.(1)
AD Bidco, Inc.(1)
AD Bidco, Inc.(1)
AD Bidco, Inc.(1)
AD Bidco, Inc.(1)
Adhefin International(1)(2)(3)Adhefin International(1)(2)(3)Delayed Draw Term Loan402 — 
Air Comm Corporation, LLC(1)(2)Delayed Draw Term Loan1,237 — 
AlliA Insurance Brokers NV(1)(2)(3)Delayed Draw Term Loan1,707 — 
Americo Chemical Products, LLC(1)(2)Revolver471 — 
Amtech LLC(1)Delayed Draw Term Loan454 909 
Amtech LLC(1)Revolver159 182 
AnalytiChem Holding GmbH(1)(2)(3)Bridge Revolver170 171 
APC1 Holding(1)(3)Delayed Draw Term Loan— 354 
Adhefin International(1)(2)(3)
Adhefin International(1)(2)(3)
AirX Climate Solutions, Inc.(1)
AirX Climate Solutions, Inc.(1)
AirX Climate Solutions, Inc.(1)
AirX Climate Solutions, Inc.(1)
AirX Climate Solutions, Inc.(1)
AirX Climate Solutions, Inc.(1)
AlliA Insurance Brokers NV(1)(3)
AlliA Insurance Brokers NV(1)(3)
AlliA Insurance Brokers NV(1)(3)
Americo Chemical Products, LLC(1)
Americo Chemical Products, LLC(1)
Americo Chemical Products, LLC(1)
Amtech LLC(1)(2)
Amtech LLC(1)(2)
Amtech LLC(1)(2)
Aquavista Watersides 2 LTD(1)(2)(4)Aquavista Watersides 2 LTD(1)(2)(4)Capex / Acquisition Facility636 761 
Aquavista Watersides 2 LTD(1)(2)(4)
Aquavista Watersides 2 LTD(1)(2)(4)
Arc Education(1)(3)
Arc Education(1)(3)
Arc Education(1)(3)Arc Education(1)(3)Delayed Draw Term Loan1,444 1,900 
Argus Bidco Limited(1)(2)(4)Argus Bidco Limited(1)(2)(4)CAF Term Loan259 395 
Argus Bidco Limited(1)(2)(4)Argus Bidco Limited(1)(2)(4)RCF Bridge Term Loan— 84 
Argus Bidco Limited(1)(2)(4)
ASC Communications, LLC(1)
ASC Communications, LLC(1)
ASC Communications, LLC(1)ASC Communications, LLC(1)Revolver659 659 
Astra Bidco Limited(1)(2)(4)Astra Bidco Limited(1)(2)(4)Delayed Draw Term Loan451 683 
ATL II MRO Holdings Inc.(1)Revolver1,250 1,250 
Astra Bidco Limited(1)(2)(4)
Astra Bidco Limited(1)(2)(4)
ATL II MRO Holdings Inc.(1)(2)
ATL II MRO Holdings Inc.(1)(2)
ATL II MRO Holdings Inc.(1)(2)
Avance Clinical Bidco Pty Ltd(1)(2)(5)
Avance Clinical Bidco Pty Ltd(1)(2)(5)
Avance Clinical Bidco Pty Ltd(1)(2)(5)Avance Clinical Bidco Pty Ltd(1)(2)(5)Delayed Draw Term Loan929 976 
Azalea Buyer, Inc.(1)(2)Azalea Buyer, Inc.(1)(2)Delayed Draw Term Loan429 641 
Azalea Buyer, Inc.(1)(2)Azalea Buyer, Inc.(1)(2)Revolver321 321 
Bariacum S.A(1)(2)(3)Acquisition Facility318 640 
Beyond Risk Management, Inc.(1)(2)Delayed Draw Term Loan2,423 2,423 
Azalea Buyer, Inc.(1)(2)
Azalea Buyer, Inc.(1)(2)
Azalea Buyer, Inc.(1)(2)
Azalea Buyer, Inc.(1)(2)
Beyond Risk Management, Inc.(1)
Beyond Risk Management, Inc.(1)
Beyond Risk Management, Inc.(1)
Biolam Group(1)(2)(3)
Biolam Group(1)(2)(3)
Biolam Group(1)(2)(3)Biolam Group(1)(2)(3)Delayed Draw Term Loan964 3,189 
Bounteous, Inc.(1)(2)Bounteous, Inc.(1)(2)Delayed Draw Term Loan2,580 2,580 
Bounteous, Inc.(1)(2)
Bounteous, Inc.(1)(2)
Brightpay Limited(1)(2)(3)
Brightpay Limited(1)(2)(3)
Brightpay Limited(1)(2)(3)Brightpay Limited(1)(2)(3)Delayed Draw Term Loan121 122 
BrightSign LLC(1)(2)BrightSign LLC(1)(2)Revolver238 715 
BrightSign LLC(1)(2)
BrightSign LLC(1)(2)
CAi Software, LLC(1)(2)CAi Software, LLC(1)(2)Revolver707 707 
Canadian Orthodontic Partners Corp.(1)(2)(6)Delayed Draw Term Loan— 106 
Ceres Pharma NV(1)(3)Delayed Draw Term Loan— 1,610 
CAi Software, LLC(1)(2)
CAi Software, LLC(1)(2)
Cascade Residential Services LLC(1)
Cascade Residential Services LLC(1)
Cascade Residential Services LLC(1)
Cascade Residential Services LLC(1)
Cascade Residential Services LLC(1)
Cascade Residential Services LLC(1)
CCFF Buyer, LLC(1)(2)
CCFF Buyer, LLC(1)(2)
CCFF Buyer, LLC(1)(2)
CCFF Buyer, LLC(1)(2)
CCFF Buyer, LLC(1)(2)
CCFF Buyer, LLC(1)(2)
CGI Parent, LLC(1)(2)CGI Parent, LLC(1)(2)Revolver1,653 1,653 
Comply365, LLC(1)Revolver556 472 
CGI Parent, LLC(1)(2)
CGI Parent, LLC(1)(2)
Comply365, LLC(1)(2)
Comply365, LLC(1)(2)
Comply365, LLC(1)(2)
Coyo Uprising GmbH(1)(2)(3)
Coyo Uprising GmbH(1)(2)(3)
Coyo Uprising GmbH(1)(2)(3)Coyo Uprising GmbH(1)(2)(3)Delayed Draw Term Loan501 505 
CSL DualCom(1)(4)CSL DualCom(1)(4)Capex / Acquisition Term Loan179 177 
CSL DualCom(1)(4)
CSL DualCom(1)(4)
DataServ Integrations, LLC(1)DataServ Integrations, LLC(1)Revolver481 481 
DecksDirect, LLC(1)(2)Revolver381 218 
DISA Holdings Corp.(1)Delayed Draw Term Loan858 912 
DISA Holdings Corp.(1)Revolver243 277 
Dune Group(1)(2)(3)Delayed Draw Term Loan675 980 
Dwyer Instruments, Inc.(1)Delayed Draw Term Loan1,845 1,845 
DataServ Integrations, LLC(1)
DataServ Integrations, LLC(1)
100104


Portfolio Company
($ in thousands)
Portfolio Company
($ in thousands)
Investment TypeSeptember 30, 2023December 31, 2022
Portfolio Company
($ in thousands)
Portfolio Company
($ in thousands)
DecksDirect, LLC(1)(2)
DecksDirect, LLC(1)(2)
DecksDirect, LLC(1)(2)
DISA Holdings Corp.(1)
DISA Holdings Corp.(1)
DISA Holdings Corp.(1)
DISA Holdings Corp.(1)
DISA Holdings Corp.(1)
DISA Holdings Corp.(1)
Dune Group(1)(2)(3)
Dune Group(1)(2)(3)
Dune Group(1)(2)(3)
Eclipse Business Capital, LLC(1)
Eclipse Business Capital, LLC(1)
Eclipse Business Capital, LLC(1)Eclipse Business Capital, LLC(1)Revolver8,894 8,625 
EMI Porta Holdco LLC(1)(2)EMI Porta Holdco LLC(1)(2)Delayed Draw Term Loan3,532 3,532 
EMI Porta Holdco LLC(1)(2)EMI Porta Holdco LLC(1)(2)Revolver302 631 
EPS NASS Parent, Inc.(1)Delayed Draw Term Loan— 187 
EMI Porta Holdco LLC(1)(2)
eShipping, LLC(1)
eShipping, LLC(1)eShipping, LLC(1)Delayed Draw Term Loan1,013 1,923 
eShipping, LLC(1)eShipping, LLC(1)Revolver1,122 1,122 
Eurofins Digital Testing International LUX Holding SARL(1)(2)(3)Eurofins Digital Testing International LUX Holding SARL(1)(2)(3)Delayed Draw Term Loan349 352 
Eurofins Digital Testing International LUX Holding SARL(1)(2)(3)Eurofins Digital Testing International LUX Holding SARL(1)(2)(3)Delayed Draw Term Loan1,745 1,759 
Eurofins Digital Testing International LUX Holding SARL(1)(2)(3)
Events Software BidCo Pty Ltd(1)(2)
Events Software BidCo Pty Ltd(1)(2)
Events Software BidCo Pty Ltd(1)(2)Events Software BidCo Pty Ltd(1)(2)Delayed Draw Term Loan620 640 
Express Wash Acquisition Company, LLC(1)Express Wash Acquisition Company, LLC(1)Revolver77 77 
Faraday(1)(2)(3)Delayed Draw Term Loan949 
Fineline Technologies, Inc.(1)Delayed Draw Term Loan— 240 
Finexvet(1)(2)(3)Delayed Draw Term Loan623 — 
Express Wash Acquisition Company, LLC(1)
Express Wash Acquisition Company, LLC(1)
Faraday(1)(3)
Faraday(1)(3)
Faraday(1)(3)
Finexvet(1)(3)
Finexvet(1)(3)
Finexvet(1)(3)
Footco 40 Limited(1)(2)(4)Footco 40 Limited(1)(2)(4)Delayed Draw Term Loan502 766 
Footco 40 Limited(1)(2)(4)
Footco 40 Limited(1)(2)(4)
Forest Buyer, LLC(1)
Forest Buyer, LLC(1)
Forest Buyer, LLC(1)
Forest Buyer, LLC(1)
Forest Buyer, LLC(1)
Forest Buyer, LLC(1)
Fortis Payment Systems, LLC(1)(2)Fortis Payment Systems, LLC(1)(2)Delayed Draw Term Loan210 925 
FragilePak LLC(1)Delayed Draw Term Loan— 3,779 
Front Line Power Construction, LLC(1)(2)Delayed Draw Term Loan17 — 
GB Eagle Buyer, Inc.(1)(2)Revolver1,935 1,935 
Fortis Payment Systems, LLC(1)(2)
Fortis Payment Systems, LLC(1)(2)
Fortis Payment Systems, LLC(1)(2)
Fortis Payment Systems, LLC(1)(2)
Fortis Payment Systems, LLC(1)(2)
GB Eagle Buyer, Inc.(1)
GB Eagle Buyer, Inc.(1)
GB Eagle Buyer, Inc.(1)
Global Academic Group Limited(1)(2)(7)
Global Academic Group Limited(1)(2)(7)
Global Academic Group Limited(1)(2)(7)Global Academic Group Limited(1)(2)(7)Term Loan262 301 
GPNZ II GmbH(1)(2)(3)GPNZ II GmbH(1)(2)(3)CAF Term Loan— 560 
GPNZ II GmbH(1)(2)(3)GPNZ II GmbH(1)(2)(3)Term Loan59 — 
GPNZ II GmbH(1)(2)(3)
GPNZ II GmbH(1)(2)(3)
GPNZ II GmbH(1)(2)(3)
GPNZ II GmbH(1)(2)(3)
Greenhill II BV(1)(3)Greenhill II BV(1)(3)Capex Acquisition Facility115 255 
Groupe Product Life(1)(3)Delayed Draw Term Loan— 441 
Greenhill II BV(1)(3)
Greenhill II BV(1)(3)
Gusto Aus BidCo Pty Ltd(1)(5)Gusto Aus BidCo Pty Ltd(1)(5)Delayed Draw Term Loan212 223 
HeartHealth Bidco Pty Ltd(1)(5)Delayed Draw Term Loan290 313 
Heartland Veterinary Partners, LLC(1)Delayed Draw Term Loan— 95 
Gusto Aus BidCo Pty Ltd(1)(5)
Gusto Aus BidCo Pty Ltd(1)(5)
HeartHealth Bidco Pty Ltd(1)(2)(5)
HeartHealth Bidco Pty Ltd(1)(2)(5)
HeartHealth Bidco Pty Ltd(1)(2)(5)
HEKA Invest(1)(3)HEKA Invest(1)(3)Delayed Draw Term Loan551 555 
HemaSource, Inc.(1)(2)Revolver902 — 
HEKA Invest(1)(3)
HEKA Invest(1)(3)
HemaSource, Inc.(1)
HemaSource, Inc.(1)
HemaSource, Inc.(1)
HomeX Services Group LLC(1)
HomeX Services Group LLC(1)
HomeX Services Group LLC(1)
HomeX Services Group LLC(1)
HomeX Services Group LLC(1)
HomeX Services Group LLC(1)
HTI Technology & Industries(1)(2)
HTI Technology & Industries(1)(2)
HTI Technology & Industries(1)(2)
HTI Technology & Industries(1)(2)HTI Technology & Industries(1)(2)Delayed Draw Term Loan1,023 1,023 
HTI Technology & Industries(1)Revolver682 682 
HTI Technology & Industries(1)(2)
HTI Technology & Industries(1)(2)
Ice House America, L.L.C.(1)(2)
Ice House America, L.L.C.(1)(2)
Ice House America, L.L.C.(1)(2)
Ice House America, L.L.C.(1)(2)
Ice House America, L.L.C.(1)(2)
Ice House America, L.L.C.(1)(2)
Innovad Group II BV(1)(2)(3)Innovad Group II BV(1)(2)(3)Delayed Draw Term Loan168 834 
Innovad Group II BV(1)(2)(3)
Innovad Group II BV(1)(2)(3)
INOS 19-090 GmbH(1)(2)(3)
INOS 19-090 GmbH(1)(2)(3)
INOS 19-090 GmbH(1)(2)(3)INOS 19-090 GmbH(1)(2)(3)Acquisition Facility931 1,235 
Interstellar Group B.V.(1)(3)Interstellar Group B.V.(1)(3)Delayed Draw Term Loan748 1,310 
Interstellar Group B.V.(1)(3)Interstellar Group B.V.(1)(3)Delayed Draw Term Loan55 55 
Interstellar Group B.V.(1)(3)
Interstellar Group B.V.(1)(3)
Interstellar Group B.V.(1)(3)
Interstellar Group B.V.(1)(3)
InvoCare Limited(1)(2)(5)
InvoCare Limited(1)(2)(5)
InvoCare Limited(1)(2)(5)
Isolstar Holding NV (IPCOM)(1)(3)Isolstar Holding NV (IPCOM)(1)(3)Delayed Draw Term Loan738 744 
Isolstar Holding NV (IPCOM)(1)(3)
Isolstar Holding NV (IPCOM)(1)(3)
ISTO Technologies II, LLC(1)
ISTO Technologies II, LLC(1)
ISTO Technologies II, LLC(1)
ITI Intermodal, Inc.(1)(2)ITI Intermodal, Inc.(1)(2)Delayed Draw Term Loan— 103 
ITI Intermodal, Inc.(1)Revolver621 118 
Jaguar Merger Sub Inc.(1)Delayed Draw Term Loan— 422 
Jaguar Merger Sub Inc.(1)Revolver— 490 
ITI Intermodal, Inc.(1)(2)
ITI Intermodal, Inc.(1)(2)
Jon Bidco Limited(1)(2)(7)Jon Bidco Limited(1)(2)(7)Capex & Acquisition Facility317 428 
Jon Bidco Limited(1)(2)(7)
Jon Bidco Limited(1)(2)(7)
Jones Fish Hatcheries & Distributors LLC(2)(1)
Jones Fish Hatcheries & Distributors LLC(2)(1)
Jones Fish Hatcheries & Distributors LLC(2)(1)Jones Fish Hatcheries & Distributors LLC(2)(1)Revolver418 418 
Kano Laboratories LLC(1)Kano Laboratories LLC(1)Delayed Draw Term Loan1,574 1,574 
Kano Laboratories LLC(1)Kano Laboratories LLC(1)Delayed Draw Term Loan1,203 1,203 
Kano Laboratories LLC(1)
Kano Laboratories LLC(1)
Kano Laboratories LLC(1)
Kano Laboratories LLC(1)
Lambir Bidco Limited(1)(2)(3)
Lambir Bidco Limited(1)(2)(3)
Lambir Bidco Limited(1)(2)(3)Lambir Bidco Limited(1)(2)(3)Delayed Draw Term Loan1,075 1,250 
LeadsOnline, LLC(2)(1)LeadsOnline, LLC(2)(1)Revolver1,952 1,952 
LivTech Purchaser, Inc.(1)(2)Delayed Draw Term Loan— 530 
LeadsOnline, LLC(2)(1)
LeadsOnline, LLC(2)(1)
101105


Portfolio Company
($ in thousands)
Portfolio Company
($ in thousands)
Portfolio Company
($ in thousands)
Portfolio Company
($ in thousands)
Investment TypeSeptember 30, 2023December 31, 2022
Marmoutier Holding B.V.(1)(2)(3)Marmoutier Holding B.V.(1)(2)(3)Delayed Draw Term Loan24 24 
Marmoutier Holding B.V.(1)(2)(3)Marmoutier Holding B.V.(1)(2)(3)Revolver104 106 
Marshall Excelsior Co.(1)(2)Revolver333 250 
MC Group Ventures Corporation(1)Delayed Draw Term Loan290 311 
Marmoutier Holding B.V.(1)(2)(3)
Marmoutier Holding B.V.(1)(2)(3)
Marmoutier Holding B.V.(1)(2)(3)
Marmoutier Holding B.V.(1)(2)(3)
Marshall Excelsior Co.(1)
Marshall Excelsior Co.(1)
Marshall Excelsior Co.(1)
MB Purchaser, LLC(1)(2)
MB Purchaser, LLC(1)(2)
MB Purchaser, LLC(1)(2)
MB Purchaser, LLC(1)(2)
MB Purchaser, LLC(1)(2)
MB Purchaser, LLC(1)(2)
MC Group Ventures Corporation(1)(2)
MC Group Ventures Corporation(1)(2)
MC Group Ventures Corporation(1)(2)
Megawatt Acquisitionco, Inc.(1)
Megawatt Acquisitionco, Inc.(1)
Megawatt Acquisitionco, Inc.(1)
Mercell Holding AS(1)(2)(8)
Mercell Holding AS(1)(2)(8)
Mercell Holding AS(1)(2)(8)Mercell Holding AS(1)(2)(8)Capex Acquisition Facility369 398 
Modern Star Holdings Bidco Pty Limited(1)(2)(5)Modern Star Holdings Bidco Pty Limited(1)(2)(5)Term Loan319 335 
Modern Star Holdings Bidco Pty Limited(1)(2)(5)Modern Star Holdings Bidco Pty Limited(1)(2)(5)Term Loan72 — 
Modern Star Holdings Bidco Pty Limited(1)(2)(5)
Modern Star Holdings Bidco Pty Limited(1)(2)(5)
Modern Star Holdings Bidco Pty Limited(1)(2)(5)
Modern Star Holdings Bidco Pty Limited(1)(2)(5)
Moonlight Bidco Limited(1)(2)(4)Moonlight Bidco Limited(1)(2)(4)Delayed Draw Term Loan538 — 
Murphy Midco Limited(1)(2)(4)Delayed Draw Term Loan485 553 
Moonlight Bidco Limited(1)(2)(4)
Moonlight Bidco Limited(1)(2)(4)
Narda Acquisitionco., Inc.(1)Narda Acquisitionco., Inc.(1)Revolver684 615 
NAW Buyer, LLC(1)Delayed Draw Term Loan1,515 — 
Narda Acquisitionco., Inc.(1)
Narda Acquisitionco., Inc.(1)
NAW Buyer, LLC(1)(2)NAW Buyer, LLC(1)(2)Revolver379 — 
NeoxCo(1)(2)(3)Delayed Draw Term Loan476 — 
Nexus Underwriting Management Limited(1)(2)(4)Acquisition Facility457 810 
Nexus Underwriting Management Limited(1)(2)(4)Revolver48 — 
NAW Buyer, LLC(1)(2)
NAW Buyer, LLC(1)(2)
NAW Buyer, LLC(1)(2)
NAW Buyer, LLC(1)(2)
NAW Buyer, LLC(1)(2)
NeoxCo(1)(3)
NeoxCo(1)(3)
NeoxCo(1)(3)
Next Holdco, LLC(1)
Next Holdco, LLC(1)
Next Holdco, LLC(1)
Next Holdco, LLC(1)
Next Holdco, LLC(1)
Next Holdco, LLC(1)
NF Holdco, LLC(1)
NF Holdco, LLC(1)
NF Holdco, LLC(1)NF Holdco, LLC(1)Revolver442 — 
Novotech Aus Bidco Pty Ltd(1)Novotech Aus Bidco Pty Ltd(1)Capex & Acquisition Facility1,042 1,042 
Novotech Aus Bidco Pty Ltd(1)
Novotech Aus Bidco Pty Ltd(1)
NPM Investments 28 BV(1)(3)
NPM Investments 28 BV(1)(3)
NPM Investments 28 BV(1)(3)NPM Investments 28 BV(1)(3)Delayed Draw Term Loan459 463 
OA Buyer, Inc.(1)OA Buyer, Inc.(1)Revolver1,331 1,331 
OA Buyer, Inc.(1)
OA Buyer, Inc.(1)
OAC Holdings I Corp(1)(2)OAC Holdings I Corp(1)(2)Revolver685 303 
Omni Intermediate Holdings, LLC(1)(2)Delayed Draw Term Loan— 2,505 
OAC Holdings I Corp(1)(2)
OAC Holdings I Corp(1)(2)
OSP Hamilton Purchaser, LLC(1)(2)OSP Hamilton Purchaser, LLC(1)(2)Revolver315 187 
OSP Hamilton Purchaser, LLC(1)(2)
OSP Hamilton Purchaser, LLC(1)(2)
Parkview Dental Holdings(1)(2)
Parkview Dental Holdings(1)(2)
Parkview Dental Holdings(1)(2)
Polara Enterprises, L.L.C.(1)Polara Enterprises, L.L.C.(1)Revolver273 273 
Premium Invest(1)(2)(3)Delayed Draw Term Loan3,600 3,629 
Process Insights Acquisition, Inc.(1)(2)Delayed Draw Term Loan623 — 
Process Insights Acquisition, Inc.(1)(2)Revolver676 — 
ProfitOptics, LLC(1)Revolver116 194 
Polara Enterprises, L.L.C.(1)
Polara Enterprises, L.L.C.(1)
Premium Invest(1)(3)
Premium Invest(1)(3)
Premium Invest(1)(3)
Process Insights Acquisition, Inc.(1)
Process Insights Acquisition, Inc.(1)
Process Insights Acquisition, Inc.(1)
Process Insights Acquisition, Inc.(1)
Process Insights Acquisition, Inc.(1)
Process Insights Acquisition, Inc.(1)
Process Insights Acquisition, Inc.(1)
Process Insights Acquisition, Inc.(1)
Process Insights Acquisition, Inc.(1)
ProfitOptics, LLC(1)(2)
ProfitOptics, LLC(1)(2)
ProfitOptics, LLC(1)(2)
Protego Bidco B.V.(1)(2)(3)
Protego Bidco B.V.(1)(2)(3)
Protego Bidco B.V.(1)(2)(3)Protego Bidco B.V.(1)(2)(3)Delayed Draw Term Loan167 210 
PSP Intermediate 4, LLC(1)(2)(3)PSP Intermediate 4, LLC(1)(2)(3)Delayed Draw Term Loan721 727 
PSP Intermediate 4, LLC(1)(2)(3)
PSP Intermediate 4, LLC(1)(2)(3)
Qualified Industries, LLC(1)
Qualified Industries, LLC(1)
Qualified Industries, LLC(1)Qualified Industries, LLC(1)Revolver242 — 
Questel Unite(1)(2)(3)Questel Unite(1)(2)(3)Incremental Term Loan2,741 2,763 
Questel Unite(1)(2)(3)
Questel Unite(1)(2)(3)
R1 Holdings, LLC(1)
R1 Holdings, LLC(1)
R1 Holdings, LLC(1)
R1 Holdings, LLC(1)
R1 Holdings, LLC(1)R1 Holdings, LLC(1)Delayed Draw Term Loan910 1,311 
R1 Holdings, LLC(1)R1 Holdings, LLC(1)Revolver973 801 
Randys Holdings, Inc.(1)Randys Holdings, Inc.(1)Delayed Draw Term Loan3,309 3,309 
Randys Holdings, Inc.(1)Randys Holdings, Inc.(1)Revolver995 1,178 
Rep Seko Merger Sub LLC(1)Delayed Draw Term Loan— 362 
Reward Gateway (UK) Ltd(1)(2)(4)Acquisition Facility— 735 
Rock Labor, LLC(1)Revolver625 — 
Randys Holdings, Inc.(1)
Randys Holdings, Inc.(1)
Randys Holdings, Inc.(1)
Randys Holdings, Inc.(1)
Rocade Holdings LLC(1)Rocade Holdings LLC(1)Preferred Equity10,000 — 
Rocade Holdings LLC(1)
Rocade Holdings LLC(1)
Rock Labor, LLC(1)(2)
Rock Labor, LLC(1)(2)
Rock Labor, LLC(1)(2)
Royal Buyer, LLC(1)Royal Buyer, LLC(1)Delayed Draw Term Loan676 1,104 
Royal Buyer, LLC(1)Royal Buyer, LLC(1)Revolver670 670 
Safety Products Holdings, LLC(1)(2)Delayed Draw Term Loan— 2,451 
Sanoptis S.A.R.L.(1)(2)(3)Acquisition Capex Facility15 2,076 
Royal Buyer, LLC(1)
Royal Buyer, LLC(1)
Royal Buyer, LLC(1)
Royal Buyer, LLC(1)
Sanoptis S.A.R.L.(1)(3)
Sanoptis S.A.R.L.(1)(3)
Sanoptis S.A.R.L.(1)(3)
SBP Holdings LP(1)
SBP Holdings LP(1)
SBP Holdings LP(1)
SBP Holdings LP(1)
SBP Holdings LP(1)SBP Holdings LP(1)Delayed Draw Term Loan394 — 
SBP Holdings LP(1)SBP Holdings LP(1)Revolver532 — 
Scaled Agile, Inc.(1)(2)Scaled Agile, Inc.(1)(2)Delayed Draw Term Loan331 416 
Scaled Agile, Inc.(1)(2)Scaled Agile, Inc.(1)(2)Revolver336 336 
Scaled Agile, Inc.(1)(2)
Scout Bidco B.V.(1)(2)(3)
Scout Bidco B.V.(1)(2)(3)
Scout Bidco B.V.(1)(2)(3)
102106


Portfolio Company
($ in thousands)
Investment TypeSeptember 30, 2023December 31, 2022
Scout Bidco B.V.(1)(3)Delayed Draw Term Loan— 1,135 
Scout Bidco B.V.(1)(2)(3)Revolver511 515 
Sereni Capital NV(1)(2)(3)Delayed Draw Term Loan673 — 
Sereni Capital NV(1)(2)(3)Term Loan— 109 
Sinari Invest(1)(2)(3)Delayed Draw Term Loan665 — 
Smartling, Inc.(1)(2)Delayed Draw Term Loan— 1,176 
Smartling, Inc.(1)Revolver588 588 
SmartShift Group, Inc.(1)(2)Delayed Draw Term Loan2,293 — 
SmartShift Group, Inc.(1)(2)Revolver1,101 — 
Soho Square III Debtco II SARL(1)(4)Delayed Draw Term Loan757 2,255 
Solo Buyer, L.P.(1)(2)Revolver957 1,197 
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)(1)Delayed Draw Term Loan399 666 
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)(1)Revolver98 156 
Spatial Business Systems LLC(1)Delayed Draw Term Loan938 3,750 
Spatial Business Systems LLC(1)Revolver703 703 
SSCP Pegasus Midco Limited(1)(2)(4)Delayed Draw Term Loan1,423 1,683 
Superjet Buyer, LLC(1)Revolver1,095 1,460 
Syntax Systems Ltd(1)(2)Delayed Draw Term Loan1,142 1,142 
Syntax Systems Ltd(1)(2)Revolver199 199 
Tank Holding Corp(1)(2)Delayed Draw Term Loan617 — 
Tank Holding Corp(1)(2)Revolver142 545 
Tanqueray Bidco Limited(1)(4)Capex Facility1,104 1,088 
Techone B.V.(1)(2)(3)Revolver90 61 
Tencarva Machinery Company, LLC(1)Revolver752 752 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)Delayed Draw Term Loan2,707 2,707 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)Revolver796 796 
The Cleaver-Brooks Company, Inc.(1)Revolver1,615 1,413 
Trader Corporation(1)(6)Revolver173 173 
Trintech, Inc.(1)(2)Revolver255 — 
TSYL Corporate Buyer, Inc.(1)Delayed Draw Term Loan1,681 1,681 
TSYL Corporate Buyer, Inc.(1)Revolver177 177 
Turbo Buyer, Inc.(1)(2)Delayed Draw Term Loan974 974 
Union Bidco Limited(1)(2)(4)Acquisition Facility79 78 
United Therapy Holding III GmbH(1)(2)(3)Acquisition Facility655 1,170 
Unither (Uniholding)(1)(2)(3)Delayed Draw Term Loan459 — 
W2O Holdings, Inc.(1)(2)Delayed Draw Term Loan234 — 
W2O Holdings, Inc.(1)(2)Delayed Draw Term Loan— 1,060 
Waccamaw River(2)Joint Venture— 2,480 
West-NR AcquisitionCo., LLC(1)(2)Delayed Draw Term Loan1,250 — 
Whitcraft Holdings, Inc.(1)Revolver943 — 
Woodland Foods, LLC(1)(2)Line of Credit475 213 
WWEC Holdings III Corp(1)Delayed Draw Term Loan1,165 1,165 
WWEC Holdings III Corp(1)Revolver792 512 
Xeinadin Bidco Limited(1)(2)(4)CAF Term Loan1,975 2,372 
ZB Holdco LLC(1)Delayed Draw Term Loan— 676 
ZB Holdco LLC(1)(2)Delayed Draw Term Loan1,466 — 
Portfolio Company
($ in thousands)
Investment TypeMarch 31, 2024December 31, 2023
Sinari Invest(1)(2)(3)Delayed Draw Term Loan604 617 
SISU ACQUISITIONCO., INC.(1)(2)Delayed Draw Term Loan156 312 
Smartling, Inc.(1)Revolver588 588 
SmartShift Group, Inc.(1)Delayed Draw Term Loan2,294 2,294 
SmartShift Group, Inc.(1)Revolver1,101 1,101 
Solo Buyer, L.P.(1)Revolver798 798 
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)(1)(2)Delayed Draw Term Loan399 399 
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)(1)(2)Revolver117 90 
Spatial Business Systems LLC(1)Delayed Draw Term Loan938 937 
Spatial Business Systems LLC(1)Revolver703 703 
SSCP Pegasus Midco Limited(1)(4)Delayed Draw Term Loan1,237 1,487 
Superjet Buyer, LLC(1)Revolver1,095 1,095 
SVI International LLC(1)Delayed Draw Term Loan74 — 
SVI International LLC(1)Revolver74 — 
Syntax Systems Ltd(1)Revolver167 231 
Tank Holding Corp(1)Delayed Draw Term Loan339 409 
Tank Holding Corp(1)Revolver491 480 
Tanqueray Bidco Limited(1)(4)Capex Facility1,143 1,153 
Techone B.V.(1)(2)(3)Revolver154 94 
Tencarva Machinery Company, LLC(1)(2)Revolver752 752 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)Delayed Draw Term Loan— 1,758 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)Revolver796 796 
The Cleaver-Brooks Company, Inc.(1)Revolver1,615 1,615 
Trader Corporation(1)(6)Revolver173 177 
Trintech, Inc.(1)Revolver255 255 
TSYL Corporate Buyer, Inc.(1)Delayed Draw Term Loan912 1,469 
TSYL Corporate Buyer, Inc.(1)Revolver177 177 
Turbo Buyer, Inc.(1)(2)Delayed Draw Term Loan— 974 
UBC Ledgers Holding AB(1)(2)(9)Delayed Draw Term Loan792 840 
UBC Ledgers Holding AB(1)(2)(9)Revolver262 278 
Union Bidco Limited(1)(4)Acquisition Facility82 83 
United Therapy Holding III GmbH(1)(2)(3)Acquisition Facility668 683 
Unither (Uniholding)(1)(3)Delayed Draw Term Loan468 479 
W2O Holdings, Inc.(1)(2)Delayed Draw Term Loan— 234 
West-NR AcquisitionCo., LLC(1)Delayed Draw Term Loan1,250 1,250 
Whitcraft Holdings, Inc.(1)Revolver490 880 
White Bidco Limited(1)Delayed Draw Term Loan257 257 
Woodland Foods, LLC(1)(2)Line of Credit157 318 
World 50, Inc.(1)(2)Revolver243 — 
WWEC Holdings III Corp(1)(2)Revolver932 757 
Xeinadin Bidco Limited(1)(2)(4)CAF Term Loan1,601 2,062 
ZB Holdco LLC(1)(2)Delayed Draw Term Loan381 1,466 
ZB Holdco LLC(1)(2)Revolver271 423 
Zeppelin Bidco Limited(1)(2)(4)Capex / Acquisition Facility— 1,333 
Total unused commitments to extend financing$103,209 $114,328 
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Portfolio Company
($ in thousands)
Investment TypeSeptember 30, 2023December 31, 2022
ZB Holdco LLC(1)(2)Revolver406 423 
Zeppelin Bidco Limited(1)(2)(4)Capex / Acquisition Facility1,277 1,258 
Total unused commitments to extend financing$136,787 $143,252 
(1)The Adviser’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 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.
(8)Actual commitment amount is denominated in Norwegian Kroner.kroner. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(9)Actual commitment amount is denominated in Swedish kronor. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
Item 3. Quantitative and Qualitative Disclosures About Market Risk.
We are subject to market risk. Market risk includes risks that arise from changes in interest rates, commodity prices, equity prices and other market changes that affect market sensitive instruments. The fair value of securities held by us may decline in response to certain events, including those directly involving the companies we invest in; conditions affecting the general economy; overall market changes; global pandemics; legislative reform; local, regional, national or global political, social or economic instability; and interest rate fluctuations.
In addition, we are subject to interest rate risk. Interest rate risk is defined as the sensitivity of our current and future earnings to interest rate volatility, variability of spread relationships, the difference in re-pricing intervals between our assets and liabilities and the effect that interest rates may have on our cash flows. Changes in the general level of interest rates can affect our net interest income, which is the difference between the interest income earned on interest earning assets and our interest expense incurred in connection with our interest bearing debt and liabilities. Changes in interest rates can also affect, among other things, our ability to acquire and originate loans and securities and the value of our investment portfolio. Our net investment income is affected by fluctuations in various interest rates, including EURIBOR, BBSY, STIBOR, CDOR, SARON, SOFR, BKBM,SONIA, SARON, NIBOR and SONIA.BKBM. Our risk management systems and procedures are designed to identify and analyze our risk, to set appropriate policies and limits and to continually monitor these risks. We regularly measure exposure to interest rate risk and determine whether or not any hedging transactions are necessary to mitigate exposure to changes in interest rates. As of September 30, 2023,March 31, 2024, we were not a party to any interest rate hedging arrangements.
As of the end of June 2023, no settings of LIBOR continue to be published on a representative basis and publication of many non-U.S. dollar LIBOR settings has been entirely discontinued. On March 15, 2022, the U.S. enacted federal legislation that is intended to minimize legal and economic uncertainty following U.S. dollar LIBOR’s cessation by replacing LIBOR references in certain U.S. law-governed contracts under certain circumstances with a SOFR-based rate identified in a Federal Reserve rule plus a statutory spread adjustment. In addition, the U.K. Financial Conduct Authority, which regulates the publisher of LIBOR (ICE Benchmark Administration), has announced that it will require the continued publication of the one-, three- and six-month tenors of U.S. dollar LIBOR on a non-representative synthetic basis until the end of September 2024, which may result in certain non-U.S. law-governed contracts and U.S. law-governed contracts not covered by the federal legislation remaining on synthetic U.S. dollar LIBOR until the end of this period.
Our loan agreements with our portfolio companies that referenced LIBOR included fallback language in the event that LIBOR was discontinued, became unrepresentative or in the event that the method for determining LIBOR has changed. As a result of this language or through other bi-lateral amendments, all of these loan agreements have transitioned to an alternative reference rate.
The transition away from LIBOR and reform, modification, or adjustments of other reference rate benchmarks to alternative reference rates is complex and could have a material adverse effect on our business, financial condition and results of operations, including as a result of any changes in the pricing of our investments, changes to the documentation for certain of
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our investments and the pace of such changes, disputes and other actions regarding the interpretation of current and prospective loan documentation or modifications to processes and systems.
The U.S. Federal Reserve is currently embarkingpreviously embarked on a campaign of raising interest rates to address significant and persistent inflation. The goal of these interest rate increases iswas to slow economic growth and reduce price pressure. There isremains a significant chance that this central bank tightening cycle could force the United States into a recession, at which pointor that interest rates and base rates would likely
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may otherwise decrease. A prolonged reduction in interest rates will reduce our gross investment income and could result in a decrease in our net investment income if such decreases in SOFR are not offset by a corresponding increase in the spread over SOFR that we earn on any portfolio investments, a decrease in in our operating expenses, including with respect to our income incentive fee, or a decrease in the interest rate of our floating interest rate liabilities tied to SOFR.
As of September 30, 2023,March 31, 2024, approximately $1,044.3$1,040.7 million (principal amount) of our debt portfolio investments bore interest at variable rates, which generally are SOFR-based (or based on an equivalent applicable currency rate), and many of which are subject to certain floors. As of March 31, 2024, approximately $642.4 million (principal amount) of our borrowings bore interest at variable rates (approximately 86.5% of our total borrowings as of March 31, 2024) under the ING Credit Facility. See “Note 5. Borrowings ING Capital Credit Facility” to our Unconsolidated Consolidated Financial Statements for information about the variable interest rates and spreads applicable to borrowings under the ING Credit Facility.
Based on our September 30, 2023March 31, 2024 Unaudited Consolidated Balance Sheet, the following table shows the annual impact on net income of hypothetical base rate changes in interest rates on our debt investments and borrowings (considering interest rate floors for variable rate instruments) assuming no changes in our investment and borrowing structure:
(in thousands)
Basis Point Change(1)
(in thousands)
Basis Point Change(1)
Interest IncomeInterest Expense
Net Income(2)
(in thousands)
Basis Point Change(1)
Interest IncomeInterest Expense
Net Income(2)
Up 300 basis pointsUp 300 basis points$31,329 $19,899 $11,430 
Up 200 basis pointsUp 200 basis points20,886 13,266 7,620 
Up 100 basis pointsUp 100 basis points10,443 6,633 3,810 
Down 25 basis pointsDown 25 basis points(2,611)(1,658)(953)
Down 50 basis pointsDown 50 basis points(5,222)(3,317)(1,905)
(1) Excludes the impact of foreign currency exchange.
(2) Excludes the impact of income based fees. See Note 2“Note 2. Agreements and Related Party Transactions” to our Unaudited Consolidated Financial Statements for more information on the income based fees.
We may also have exposure to foreign currencies related to certain investments. Such investments are translated into U.S. dollars based on the spot rate at the relevant balance sheet date, exposing us to movements in the exchange rate. In order to reduce our exposure to fluctuations in exchange rates, we generally borrow in local foreign currencies under the ING Credit Facility to finance such investments. As of September 30, 2023,March 31, 2024, we had U.S. dollar borrowings of $552.0$533.0 million outstanding under the ING Credit Facility with an interest rate of 7.584%7.569% (with Term SOFR borrowings subject to one month SOFR of 5.334%5.319%), borrowings denominated in British pounds sterling of £33.2£31.2 million ($40.539.4 million U.S. dollars) with an interest rate of 7.368%7.371% (one month SONIA of 5.218%5.221%), borrowings denominated in Euros of €63.5€61.5 million ($67.266.4 million U.S. dollars) with an interest rate of 5.900%6.088% (one month EURIBOR of 3.750%3.938%) and borrowings denominated in Australian Dollars of A$5.5 million ($3.53.6 million U.S. dollars) with an interest rate of 6.463%6.650% (one month AUD Screen Rate of 4.313%4.300%).
Item 4. Controls and Procedures.
Evaluation of Disclosure Controls and Procedures
We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in the reports that we file or submit under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered by this report. Based on the evaluation of these disclosure controls and procedures, the Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of September 30, 2023.March 31, 2024. It should be noted that any system of controls, however well designed and operated, can provide only reasonable, and not absolute, assurance that the objectives of the system are met. In addition, the design of any control system is based in part upon certain assumptions about the likelihood of future events. Because of these and other inherent limitations of control systems, there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions, regardless of how remote.

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Changes in Internal Control Over Financial Reporting
There were no changes in our internal control over financial reporting during the thirdfirst quarter of 20232024 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
106110


PART II – OTHER INFORMATION
Item 1. Legal Proceedings.
Neither we, the Adviser, nor our subsidiaries are currently subject to any material pending legal proceedings, other than ordinary routine litigation incidental to our respective businesses. We, the Adviser, and our subsidiaries may from time to time, however, be involved in litigation arising out of our operations in the normal course of business or otherwise, including in connection with strategic transactions. Furthermore, third parties may seek to impose liability on us in connection with the activities of our portfolio companies. While the outcome of any current legal proceedings cannot at this time be predicted with certainty, we do not expect any current matters will materially affect our financial condition or results of operations; however, there can be no assurance whether any pending legal proceedings will have a material adverse effect on our financial condition or results of operations in any future reporting period.
Item 1A. Risk Factors.
You should carefully consider the risks referenced below and all other information contained in this Quarterly Report on Form 10-Q, including our interim financial statements and the related notes thereto, before making a decision to transact in our securities. The risks and uncertainties referenced herein are not the only ones facing us. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may have a material adverse effect on our business, financial condition and/or operating results, as well as the value of our securities.
There have been no material changes during the three months ended September 30, 2023March 31, 2024 to the risk factors previously disclosed in our Annual Report on Form 10-K for the year ended December 31, 2022 and in our quarterly report on Form 10-Q for the quarter ended March 31, 2023, which you should carefully consider before transacting in our securities. If any of such risks actually occur, our business, financial condition or results of operations could be materially adversely affected. If that happens, the value of our securities could decline, and you may lose all or part of your investment.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
Sales of Unregistered Securities
None.
Issuer Purchases of Equity Securities
We did not repurchase any of our equity securities during the three months ended September 30, 2023.March 31, 2024.
Item 3. Defaults Upon Senior Securities.
None.
Item 4. Mine Safety Disclosures.
Not applicable.
Item 5. Other Information.
Rule 10b5-1 Trading Plans
During the fiscal quarter ended September 30, 2023,March 31, 2024, none of our directors or officers adopted or terminated any contract, instruction or written plan for the purchase or sale of our securities to satisfy the affirmative defense conditions of Exchange Act Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement.”
Appointment of an Officer
On November 9, 2023, the Board appointed Michael A. DeSieno as Chief Accounting Officer of the Company, effective immediately.
Mr. DeSieno, 37, also serves as Chief Accounting Officer of each of Barings BDC, Inc. and Barings Private Credit Corporation. Mr. DeSieno previously served as Senior Director, Head of U.S. Accounting and Financial Reporting for Barings LLC. Prior to joining Barings in 2017, Mr. DeSieno held SEC Reporting roles with MSC Industrial Direct Co., Inc. and Hilton Worldwide. Mr. DeSieno began his career as an auditor with Cherry Bekaert. Mr. DeSieno is a graduate of James Madison University where he obtained a BBA degree in Accounting and a Master of Sciences in Accounting degree. He is also a Virginia Certified Public Accountant.
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There is no arrangement or understanding between Mr. DeSieno and any other person pursuant to which he was appointed as Chief Accounting Officer. Further, with regard to Mr. DeSieno, there are no transactions since the beginning of the Company’s last fiscal year, or any currently proposed transaction, in which the Company is a participant that would require disclosure under Item 404(a) of Regulation S-K promulgated by the SEC.

Item 6. Exhibits.
NumberExhibit
3.1
3.2
31.1
31.2
32.1
32.2
101.INSInline XBRL Instance Document - the instance document does not appear in the Interactive Data File because
XBRL tags are embedded within the Inline XBRL document.*
101.SCHInline XBRL Taxonomy Extension Schema Document*
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document*
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document*
101.LABInline XBRL Taxonomy Extension Label Linkbase Document*
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document*
104Cover Page Interactive Data File (embedded within the Inline XBRL document)*
*    Filed Herewith.
**    Furnished Herewith.


108112


SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
BARINGS CAPITAL INVESTMENT CORPORATION
Date:November 9, 2023May 7, 2024/s/    Bryan High
Bryan High
Chief Executive Officer
(Principal Executive Officer)
Date:November 9, 2023May 7, 2024/s/    Elizabeth A. Murray
Elizabeth A. Murray
Chief Financial Officer and
Chief Operating Officer
(Principal Accounting & Financial Officer)
Date:November 9, 2023/s/    Michael A. DeSieno
Michael A. DeSieno
Chief Accounting Officer
(Principal Accounting Officer)
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