0001859919APC1 Holding, Diversified Manufacturing, First Lien Senior Secured Term Loan2022-12-310001859919bdc:AllMembersOfThompsonRiversLLCMemberThompsonn Rivers LLC2023-03-31
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 March 31, 20222023
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 814-01397

Barings Private Credit Corporation
(Exact name of registrant as specified in its charter)

Maryland86-3780522
(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: None.
Title of each classTrading Symbol(s)Name of each exchange on which registered
N/AN/AN/A

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 5, 20224, 2023 was 50,284,206.57,969,004.




BARINGS PRIVATE CREDIT 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, 20222023 and Consolidated Balance Sheet as of December 31, 20212022
3
Unaudited Consolidated Statements of Operations for the Three Months Ended March 31, 2023 and 2022
4
6
Unaudited Consolidated Statements of Cash Flows for theThree Months Ended March 31, 2023 and 2022
7
Unaudited Consolidated Schedule of Investments as of March 31, 20222023
8
Consolidated Schedule of Investments as of December 31, 20212022
2533
4257
Item 2.
7091
Item 3.
86111
Item 4.
88113
PART II – OTHER INFORMATION
Item 1.
89114
Item 1A.
89114
Item 2.
89115
Item 3.
89115
Item 4.
90115
Item 5.
90115
Item 6.
90117
91118
2


PART I – FINANCIAL INFORMATION


Item 1.Financial Statements.
Barings Private Credit Corporation
Consolidated Balance Sheets
(in thousands, except share and per share data)
March 31, 2022December 31, 2021March 31,
2023		December 31,
2022
(Unaudited)(Unaudited)
Assets:Assets:Assets:
Investments at fair value:Investments at fair value:Investments at fair value:
Non-Control / Non-Affiliate investments (cost of $1,487,819 and $1,282,754 as of March 31, 2022 and December 31, 2021, respectively)$1,479,698 $1,280,597 
Affiliate investments (cost of $121,169 and $113,764 as of March 31, 2022 and December 31, 2021, respectively)138,735 117,051 
Non-Control / Non-Affiliate investments (cost of $2,164,913 and $2,073,049 as of March 31, 2023 and December 31, 2022, respectively)Non-Control / Non-Affiliate investments (cost of $2,164,913 and $2,073,049 as of March 31, 2023 and December 31, 2022, respectively)$2,124,324 $2,023,356 
Affiliate investments (cost of $122,200 and $114,452 as of March 31, 2023 and December 31, 2022, respectively)Affiliate investments (cost of $122,200 and $114,452 as of March 31, 2023 and December 31, 2022, respectively)147,074 134,524 
Total investments at fair valueTotal investments at fair value1,618,433 1,397,648 Total investments at fair value2,271,398 2,157,880 
Cash18,091 117,250 
Foreign currencies (cost of $10,901 and $6,198 as of March 31, 2022 and December 31, 2021, respectively)10,882 6,253 
Cash (restricted cash of $7,387 and $11,003 at March 31, 2023 and December 31, 2022, respectively)Cash (restricted cash of $7,387 and $11,003 at March 31, 2023 and December 31, 2022, respectively)29,380 79,528 
Foreign currencies (cost of $5,862 and $11,777 as of March 31, 2023 and December 31, 2022, respectively)Foreign currencies (cost of $5,862 and $11,777 as of March 31, 2023 and December 31, 2022, respectively)5,870 11,913 
Interest and fees receivableInterest and fees receivable27,342 17,571 Interest and fees receivable42,638 32,959 
Prepaid expenses and other assetsPrepaid expenses and other assets4,041 1,933 Prepaid expenses and other assets2,527 254 
Derivative assetsDerivative assets481 3,172 
Deferred financing feesDeferred financing fees5,132 4,466 Deferred financing fees5,390 4,192 
Receivable from unsettled transactionsReceivable from unsettled transactions3,001 3,909 Receivable from unsettled transactions12,688 2,014 
Total assetsTotal assets$1,686,922 $1,549,030 Total assets$2,370,372 $2,291,912 
Liabilities:Liabilities:Liabilities:
Accounts payable and accrued liabilitiesAccounts payable and accrued liabilities$1,025 $1,039 Accounts payable and accrued liabilities$1,238 $1,753 
Interest payableInterest payable3,381 3,779 Interest payable14,247 11,335 
Administrative fees payableAdministrative fees payable367 300 Administrative fees payable550 1,053 
Base management fees payableBase management fees payable2,169 1,489 Base management fees payable3,849 6,757 
Incentive management fees payableIncentive management fees payable2,594 3,074 
Derivative liability1,761 1,905 
Derivative liabilitiesDerivative liabilities7,931 34,389 
Payable from unsettled transactionsPayable from unsettled transactions12,124 31,693 Payable from unsettled transactions266 35,367 
Borrowings under credit facility663,160 524,825 
Borrowings under credit facilitiesBorrowings under credit facilities861,858 795,284 
Notes payable (net of deferred financing fees)Notes payable (net of deferred financing fees)149,528 149,594 Notes payable (net of deferred financing fees)301,712 297,038 
Secured borrowingsSecured borrowings57,161 18,559 
Total liabilitiesTotal liabilities833,515 714,624 Total liabilities1,251,406 1,204,609 
Commitments and contingencies (Note 7)Commitments and contingencies (Note 7)Commitments and contingencies (Note 7)
Net Assets:Net Assets:Net Assets:
Common stock, $0.001 par value per share (499,950,000 shares authorized, 40,713,710 and 40,551,193 shares issued and outstanding as of March 31, 2022 and December 31, 2021, respectively)41 41 
Common stock, $0.001 par value per share (499,950,000 shares authorized, 53,790,939 and 52,900,314 shares issued and outstanding as of March 31, 2023 and December 31, 2022, respectively)Common stock, $0.001 par value per share (499,950,000 shares authorized, 53,790,939 and 52,900,314 shares issued and outstanding as of March 31, 2023 and December 31, 2022, respectively)54 53 
Additional paid-in capitalAdditional paid-in capital822,100 818,723 Additional paid-in capital1,094,859 1,076,497 
Total distributable earningsTotal distributable earnings31,266 15,642 Total distributable earnings24,053 10,753 
Total net assetsTotal net assets853,407 834,406 Total net assets1,118,966 1,087,303 
Total liabilities and net assetsTotal liabilities and net assets$1,686,922 $1,549,030 Total liabilities and net assets$2,370,372 $2,291,912 
Net asset value per shareNet asset value per share$20.96 $20.58 Net asset value per share$20.80 $20.55 
See accompanying notes.


3


Barings Private Credit Corporation
Unaudited Consolidated StatementStatements of Operations
(in thousands, except share and per share data)
Three Months Ended
March 31, 2022
Investment income:
Interest income:
Non-Control / Non-Affiliate investments$21,388 
Affiliate investments83 
Total interest income21,471 
Dividend income:
Affiliate investments4,423 
Total dividend income4,423 
Fee and other income:
Non-Control / Non-Affiliate investments1,998 
Affiliate investments3 
Total fee and other income2,001 
Payment-in-kind interest income:
Non-Control / Non-Affiliate investments1,396 
Total payment-in-kind interest income1,396 
Total investment income29,291 
Operating expenses:
Interest and other financing fees5,076 
Base management fee (Note 2)2,169 
Other general and administrative expenses (Note 2)1,214 
Net operating expenses8,459 
Net investment income before taxes20,832 
Income taxes, including excise tax expense1 
Net investment income20,831
Three Months
 Ended
Three Months
 Ended
March 31, 2023March 31, 2022
Investment income:
Interest income:
Non-Control / Non-Affiliate investments$49,815 $21,388 
Affiliate investments161 83 
Total interest income49,976 21,471 
Dividend income:
Non-Control / Non-Affiliate investments691 — 
Affiliate investments3,021 4,423 
Total dividend income3,712 4,423 
Fee and other income:
Non-Control / Non-Affiliate investments3,341 1,998 
Affiliate investments13 3 
Total fee and other income3,354 2,001 
Payment-in-kind interest income:
Non-Control / Non-Affiliate investments2,071 1,396 
Total payment-in-kind interest income2,071 1,396 
Interest income from cash9 — 
Total investment income59,122 29,291 
Operating expenses:
Interest and other financing fees18,563 5,076 
Base management fee (Note 2)3,849 2,169 
Incentive management fees (Note 2)2,594 — 
Other general and administrative expenses (Note 2)1,398 1,214 
Total operating expenses26,404 8,459 
Net investment income before taxes32,718 20,832 
Income taxes, including excise tax expense53 1 
Net investment income32,665 20,831 
4


Barings Private Credit Corporation
Unaudited Consolidated Statement of Operations — (Continued)
(in thousands, except share and per share data)
Three Months Ended
March 31, 2022
Realized gains (losses) and unrealized appreciation (depreciation) on investments and foreign currency transactions:
Net realized gains (losses):
Non-Control / Non-Affiliate investments(143)
Net realized losses on investments(143)
Foreign currency transactions414 
Net realized gains271 
Net unrealized appreciation (depreciation):
Non-Control / Non-Affiliate investments(6,120)
Affiliate investments14,280 
Net unrealized appreciation on investments8,160 
Foreign currency transactions3,460 
Net unrealized appreciation11,620 
Net realized gains (losses) and unrealized appreciation (depreciation) on investments and foreign currency transactions11,891 
Net increase in net assets resulting from operations$32,722
Net investment income per share—basic and diluted$0.51 
Net increase in net assets resulting from operations per share—basic and diluted$0.81 
Dividends / distributions per share:
Total dividends / distributions per share$0.42 
Weighted average shares outstanding—basic and diluted40,628,226 
Barings Private Credit Corporation
Unaudited Consolidated Statements of Operations — (Continued)
(in thousands, except share and per share data)
Three Months
 Ended		Three Months
 Ended
March 31, 2023March 31, 2022
Realized gains (losses) and unrealized appreciation (depreciation) on investments and foreign currency transactions:
Net realized gains (losses):
Non-Control / Non-Affiliate investments$(1,177)$(143)
Net realized gains (losses) on investments(1,177)(143)
Foreign currency transactions(21,207)414 
Net realized gains (losses)(22,384)271 
Net unrealized appreciation (depreciation):
Non-Control / Non-Affiliate investments8,975 (6,120)
Affiliate investments4,802 14,280 
Net unrealized appreciation (depreciation) on investments13,777 8,160 
Foreign currency transactions16,469 3,460 
Net unrealized appreciation (depreciation)30,246 11,620 
Net realized gains (losses) and unrealized appreciation (depreciation) on investments and foreign currency transactions7,862 11,891 
Net increase in net assets resulting from operations$40,527 $32,722 
Net investment income per share—basic and diluted$0.61 $0.51 
Net increase in net assets resulting from operations per share—basic and diluted$0.76 $0.81 
Dividends / distributions per share:
Total dividends / distributions per share$0.51 $0.42 
Weighted average shares outstanding—basic and diluted53,336,505 40,628,226 
See accompanying notes.
5


Barings Private Credit Corporation
Unaudited Consolidated StatementStatements of Changes in Net Assets
(in thousands, except share amounts)
Three Months Ended March 31, 2022Common StockAdditional
Paid-In
Capital		Total Distributable EarningsTotal
Net
Assets
Number
of Shares		Par
Value
Balance, December 31, 202140,551,193 $41 $818,723 $15,642 $834,406 
Net investment income— — — 20,831 20,831 
Net realized gain on investments / foreign currency transactions— — — 271 271 
Net unrealized appreciation on investments / foreign currency transactions— — — 11,620 11,620 
Dividends/distributions6,077 — 126 (17,098)(16,972)
Issuance of common stock156,440 — 3,251 — 3,251 
Balance, March 31, 202240,713,710 $41 $822,100 $31,266 $853,407 
Three Months Ended March 31, 2022Common StockAdditional
Paid-In
Capital		Total Distributable EarningsTotal
Net
Assets
Number
of Shares		Par
Value
Balance, December 31, 202140,551,193 $41 $818,723 $15,642 $834,406 
Net investment income— — — 20,831 20,831 
Net realized gain on investments / foreign currency transactions— — — 271 271 
Net unrealized appreciation on investments / foreign currency transactions— — — 11,620 11,620 
Distributions declared from earnings6,077 — 126 (17,098)(16,972)
Issuance of common stock156,440 — 3,251 — 3,251 
Balance, March 31, 202240,713,710 $41 $822,100 $31,266 $853,407 

Three Months Ended March 31, 2023Common StockAdditional
Paid-In
Capital		Total Distributable EarningsTotal
Net
Assets
Number
of Shares		Par
Value
Balance, December 31, 202252,900,314 $53 $1,076,497 $10,753 $1,087,303 
Net investment income— — — 32,665 32,665 
Net realized loss on investments / foreign currency transactions— — — (22,384)(22,384)
Net unrealized appreciation on investments / foreign currency transactions— — — 30,246 30,246 
Purchases of shares in repurchase plan(481)— (10)— (10)
Dividends/distributions16,195 — 334 (27,227)(26,893)
Issuance of common stock874,911 1 18,038 — 18,039 
Balance, March 31, 202353,790,939 $54 $1,094,859 $24,053 $1,118,966 
See accompanying notes.










6


Barings Private Credit Corporation
Unaudited Consolidated StatementStatements of Cash Flows
(in thousands)
Three Months Ended
March 31, 2022
Cash flows from operating activities:
Net increase in net assets resulting from operations$32,722 
Adjustments to reconcile net increase in net assets resulting from operations to net cash used in operating activities:
Purchases of portfolio investments(244,006)
Repayments received / sales of portfolio investments10,523 
Loan origination and other fees received4,752 
Net realized loss on investments143 
Net realized gain on foreign currency transactions(414)
Net unrealized appreciation on investments(8,160)
Net unrealized appreciation on foreign currency transactions(3,460)
Payment-in-kind interest1,396 
Amortization of deferred financing fees292 
Amortization of offering costs244 
Accretion of loan origination and other fees(1,554)
Amortization / accretion of purchased loan premium / discount(11)
Changes in operating assets and liabilities:
Interest and fees receivables(12,595)
Prepaid expenses and other assets1,547 
Accounts payable and accrued liabilities(108)
Interest payable(398)
Net cash used in operating activities(219,087)
Cash flows from financing activities:
Borrowings under credit facility194,301 
Repayments under credit facility(55,000)
Financing fees paid(1,023)
Issuance of common stock3,251 
Cash dividends / distributions paid(16,972)
Net cash provided by financing activities124,557 
Net decrease in cash and foreign currencies(94,530)
Cash and foreign currencies, beginning of period123,503 
Cash and foreign currencies, end of period$28,973
Supplemental disclosure of cash flow information:
Cash paid for interest$5,208 
Summary of non-cash financing transactions:
Dividends/distributions paid through DRIP share issuances$126 
Three Months
 Ended		Three Months Ended
March 31, 2023March 31, 2022
Cash flows from operating activities:
Net increase in net assets resulting from operations$40,527 $32,722 
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:
Purchases of portfolio investments(228,661)(244,006)
Repayments received / sales of portfolio investments83,551 10,523 
Loan origination and other fees received3,580 4,752 
Net realized (gain) loss on investments1,177 143 
Net realized (gain) loss on foreign currency transactions21,207 (414)
Net unrealized (appreciation) depreciation on investments(13,777)(8,160)
Net unrealized (appreciation) depreciation on foreign currency transactions(16,469)(3,460)
Payment-in-kind interest / dividends2,394 1,396 
Amortization of deferred financing fees369 292 
Amortization of offering costs— 244 
Accretion of loan origination and other fees(2,603)(1,554)
Amortization / accretion of purchased loan premium / discount(202)(11)
Payments for derivative contracts(24,609)(686)
Proceeds from derivative contracts3,214 1,643 
Changes in operating assets and liabilities:
Interest and fees receivable(16,584)(12,595)
Prepaid expenses and other assets103 (96)
Accounts payable and accrued liabilities(4,535)578 
Interest payable2,916 (398)
Net cash provided by (used in) operating activities(148,402)(219,087)
Cash flows from financing activities:
Borrowings under credit facilities64,000 194,301 
Repayments under credit facilities— (55,000)
Proceeds from secured borrowings38,601 — 
Financing fees paid(1,526)(1,023)
Issuance of common stock18,039 3,251 
Cash dividends / distributions paid(26,893)(16,972)
Purchases of shares in repurchase plan(10)— 
Net cash provided by (used in) financing activities92,211 124,557 
Net increase (decrease) in cash and foreign currencies(56,191)(94,530)
Cash and foreign currencies, beginning of period91,441 123,503 
Cash and foreign currencies, end of period$35,250 $28,973 
Supplemental disclosure of cash flow information:
Cash paid for interest$14,805 $5,208 
Excise taxes paid during the period$1,000 $470 
Summary of non-cash financing transactions:
Dividends/distributions paid through DRIP share issuances$334 $126 
See accompanying notes.




7
Barings Private Credit Corporation
Unaudited Consolidated Schedule of Investments
March 31, 20222023
(Amounts in thousands, except share amounts)




Portfolio CompanyIndustry
Type of Investment(1)(2)
Principal
Amount		CostFair
Value
Non–Control / Non–Affiliate Investments:
1WorldSync, Inc. (1.3%)*(5) (6) (7) (9)
IT Consulting & Other ServicesFirst Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.3% Cash, Acquired 05/21, Due 07/25)$11,008 $10,932 $10,988 
11,008 10,932 10,988 
Accelerant Holdings (0.6%)*(6)
High Tech IndustriesClass A Convertible Preferred Equity (5,000 shares, Acquired 01/22)5,000 5,103 
5,000 5,103 
Acclime Holdings HK Limited
(0.5%)*(3) (5) (6) (7) (10)
Business ServicesFirst Lien Senior Secured Term Loan (LIBOR + 6.5%, 7.0% Cash, Acquired 08/21, Due 07/27)4,206 4,070 4,085 
4,206 4,070 4,085 
Accomplish Group Midco Limited (0.2%)*(3) (5) (6) (7) (11)
Health Care ServicesFirst Lien Senior Secured Term Loan (GBP LIBOR + 5.25%, 6.1% Cash, Acquired 05/21, Due 11/25)1,369 1,462 1,369 
1,369 1,462 1,369 
Accurus Aerospace Corporation (0.7%)*(6) (7) (10)
Aerospace & DefenseFirst Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, 1.5% PIK, Acquired 05/21, Due 10/24)6,462 5,722 6,382 
6,462 5,722 6,382 
Acogroup (3.3%)*(3) (5) (6) (7)
Business Services
First Lien Senior Secured Term Loan (EURIBOR + 5.0%, 5.0% Cash, 2.5% PIK, Acquired 05/21, Due 10/26)(15)
1,335 1,446 1,302 
First Lien Senior Secured Term Loan (EURIBOR + 6.25%, 6.3% Cash, Acquired 03/22, Due 10/26)(14)
28,573 27,531 27,859 
29,908 28,977 29,161 
Aesthetics Australia Group Pty Ltd (Laser Clinics Australia Group) (0.1%)*(3) (5) (6) (7) (18)
Health Care ServicesFirst Lien Senior Secured Term Loan (BBSY + 5.0%, 6.0% Cash, Acquired 05/21, Due 09/23)769 792 757 
769 792 757 
Air Comm Corporation, LLC (2.6%)*(5) (6) (7) (9)
Aerospace & DefenseFirst Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.3% Cash, Acquired 06/21, Due 07/27)22,226 21,766 21,804 
22,226 21,766 21,804 
AIT Worldwide Logistics Holdings, Inc. (0.8%)*(5) (6) (7) (9)
Air Freight & LogisticsSecond Lien Senior Secured Term Loan (LIBOR + 7.75%, 8.5% Cash, Acquired 05/21, Due 04/29)7,220 7,071 7,063 
7,220 7,071 7,063 
Amtech LLC (0.3%)* (6) (7)
Technology
First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.3% Cash, Acquired 11/21, Due 11/27)(5)(8)
2,727 2,642 2,649 
Revolver (LIBOR + 5.5%, 6.3% Cash, Acquired 11/21, Due 11/27)(9)
— (8)(8)
2,727 2,634 2,641 
AnalytiChem Holding GmbH (0.6%)*(3) (5) (6) (7)
Chemicals
First Lien Senior Secured Term Loan (EURIBOR + 6.25%, 6.3% Cash, Acquired 11/21, Due 12/28)(14)
3,048 2,985 2,899 
First Lien Senior Secured Term Loan (BBSY + 6.25%, 6.3% Cash, Acquired 11/21, Due 12/28)(17)
1,500 1,424 1,468 
First Lien Senior Secured Term Loan (LIBOR + 6.25%, 6.3% Cash, Acquired 11/21, Due 12/28)(9)
951 951 931 
5,499 5,360 5,298 
Anju Software, Inc. (0.2%)*(5) (6) (7) (8)

Application SoftwareFirst Lien Senior Secured Term Loan (LIBOR + 6.25%, 6.3% Cash, Acquired 05/21, Due 02/25)1,432 1,428 1,362 
1,432 1,428 1,362 
Apex Bidco Limited (0.1%)*(3) (5) (6) (7) (11)
Business Equipment & ServicesFirst Lien Senior Secured Term Loan (GBP LIBOR + 6.25%, 6.8% Cash, Acquired 05/21, Due 1.27)445 469 445 
445 469 445 
Aptus 1829. GmbH (0.6%)*(3) (5) (6)
Chemicals, Plastics, & Rubber
First Lien Senior Secured Term Loan (EURIBOR + 6.5%, 6.5% Cash, Acquired 09/21, Due 09/27)(7) (14)
5,388 5,544 5,276 
Preferred Stock (14 shares, Acquired 09/21)122 120 
Common Stock (49 shares, Acquired 09/21)12 12 
5,388 5,678 5,408 
Apus Bidco Limited (0.1%)*(3) (5) (6) (7) (23)
Banking, Finance, Insurance & Real EstateFirst Lien Senior Secured Term Loan (SONIA + 5.5%, 5.5% Cash, Acquired 05/21, Due 03/28)1,252 1,307 1,229 
1,252 1,307 1,229 
Portfolio CompanyIndustryInvestment Type(1)(2)InterestAcq. DateMaturity DatePrincipal
Amount		CostFair
Value		% of Net Assets *Notes
Non–Control / Non–Affiliate Investments:
1WorldSync, Inc.IT Consulting & Other ServicesFirst Lien Senior Secured Term LoanSOFR + 5.00%, 9.8% Cash05/2107/25$10,868 $10,814 $10,868 1.0 %(5) (6) (7) (19)
10,868 10,814 10,868 
A.T. Holdings II LTDOther FinancialFirst Lien Senior Secured Term Loan14.3% Cash11/2209/2915,000 15,000 15,000 1.3 %(3) (6) (33)
15,000 15,000 15,000 
Accelerant HoldingsBanking, Finance, Insurance & Real EstateClass A Convertible Preferred Equity (5,000 shares)N/A01/22N/A5,000 5,523 0.5 %(6) (31) (33)
Class B Convertible Preferred Equity (1,667 shares)N/A12/22N/A1,667 1,735 0.2 %(6) (31) (33)
6,667 7,258 
Acclime Holdings HK LimitedBusiness ServicesFirst Lien Senior Secured Term LoanLIBOR + 6.50%, 11.3% Cash08/2108/272,335 2,273 2,281 0.2 %(3) (5) (6) (7) (9)
First Lien Senior Secured Term LoanLIBOR + 6.75%, 11.6% Cash08/2107/275,165 5,054 5,045 0.5 %(3) (5) (6) (7) (10)
7,500 7,327 7,326 
Accurus Aerospace CorporationAerospace & DefenseFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.8% Cash04/2203/2813,289 13,116 12,731 1.1 %(5) (6) (7) (9)
RevolverLIBOR + 5.75%, 10.5% Cash04/2203/28830 812 772 0.1 %(6) (7) (8) (33)
Common Stock (262,573.98 shares)N/A04/22N/A263 197 — %(6) (31) (33)
14,119 14,191 13,700 
AcogroupBusiness ServicesFirst Lien Senior Secured Term LoanEURIBOR + 4.75%, 7.5% Cash03/2210/2627,900 27,665 25,752 2.3 %(3) (6) (7) (13)
First Lien Senior Secured Term LoanEURIBOR + 4.75%, 7.5% Cash05/2110/261,304 1,446 1,203 0.1 %(3) (5) (6) (7) (13)
29,204 29,111 26,955 
Aesthetics Australia Group Pty Ltd (Laser Clinics Australia Group)Health Care ServicesFirst Lien Senior Secured Term LoanBBSY + 5.75%, 9.1% Cash05/2103/25686 793 679 0.1 %(3) (5) (6) (7) (17)
686 793 679 
Air Comm Corporation, LLCAerospace & DefenseFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 10.5% Cash06/2107/2724,697 24,327 24,445 2.2 %(5) (6) (7) (9)
24,697 24,327 24,445 
AIT Worldwide Logistics Holdings, Inc.Transportation ServicesSecond Lien Senior Secured Term LoanLIBOR + 7.50%, 12.7% Cash05/2104/297,220 7,087 6,996 0.6 %(5) (6) (7) (9)
7,220 7,087 6,996 
AlliA Insurance Brokers NVInsuranceFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 9.3% Cash3/233/303,041 2,864 2,901 0.3 %(3) (5) (6) (7) (12)
3,041 2,864 2,901 
Amalfi MidcoHealthcareSubordinated Loan NotesLIBOR + 2.00%, 7.0% Cash, 9.0% PIK09/2209/284,917 4,450 4,322 0.4 %(3) (6) (9) (33)
Class B Common Stock (93,165,208 shares)N/A09/22N/A1,040 1,152 0.1 %(3) (6) (31) (33)
Warrants (380,385 units)N/A09/22N/A4 621 0.1 %(3) (6) (31) (33)
4,917 5,494 6,095 
Amtech LLCTechnologyFirst Lien Senior Secured Term LoanLIBOR + 5.25%, 9.9% Cash11/2111/272,693 2,622 2,645 0.2 %(5) (6) (7) (8)
RevolverLIBOR + 5.25%, 9.9% Cash11/2111/27(7)(5)— %(6) (7) (8) (33)
2,693 2,615 2,640 


8
Barings Private Credit Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
March 31, 20222023
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Type of Investment(1)(2)
Principal
Amount		CostFair
Value
AQA Acquisition Holding, Inc. (0.9%)*(5) (6) (7) (9)
High Tech IndustriesSecond Lien Senior Secured Term Loan (LIBOR + 7.5%, 8.0% Cash, Acquired 05/21, Due 03/29)$7,460 $7,270 $7,329 
7,460 7,270 7,329 
Aquavista Watersides 2 LTD (0.4%)*(3) (6) (7) (23)
Transportation Services
First Lien Senior Secured Term Loan (SONIA + 6.0%, 6.1% Cash, Acquired 12/21, Due 12/28)(5)
2,723 2,647 2,625 
Revolver (SONIA + 6.0%, 6.1% Cash, Acquired 12/21, Due 12/22)— (1)(2)
Second Lien Senior Secured Term Loan (SONIA + 10.5% PIK, Acquired 12/21, Due 12/28)681 671 666 
3,404 3,317 3,289 
Archimede (0.1%)*(3) (5) (6) (7) (14)
Consumer ServicesFirst Lien Senior Secured Term Loan (EURIBOR + 6.0%, 6.0% Cash, Acquired 05/21, Due 10/27)1,224 1,303 1,203 
1,224 1,303 1,203 
Argus Bidco Limited (0.1%)*(3) (5) (6) (7) (22)
High Tech IndustriesFirst Lien Senior Secured Term Loan (SONIA + 5.5%, 5.8% Cash, Acquired 05/21, Due 12/27)448 468 446 
448 468 446 
Armstrong Transport Group (Pele Buyer, LLC) (0.5%)*(5) (6) (7) (9)
Air Freight & LogisticsFirst Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 05/21, Due 06/24)4,071 4,005 4,002 
4,071 4,005 4,002 
ASPEQ Heating Group LLC (0.2%)*(5) (6) (7) (8)
Building Products, Air & HeatingFirst Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 05/21, Due 11/25)1,615 1,604 1,615 
1,615 1,604 1,615 
Astra Bidco Limited (0.3%)*(3) (5) (6) (7) (22)
HealthcareFirst Lien Senior Secured Term Loan (SONIA + 5.75%, 5.8% Cash, Acquired 11/21, Due 11/28)2,608 2,543 2,511 
2,608 2,543 2,511 
Athena Midco Limited (0.0%)*(3) (5) (6) (7) (17)
Banking, Finance, Insurance & Real EstateFirst Lien Senior Secured Term Loan (BBSY + 5.25%, 5.3% Cash, Acquired 05/21, Due 12/25)415 422 412 
415 422 412 
Audio Precision, Inc. (0.9%)*(5) (6) (7)
High Tech Industries
First Lien Senior Secured Term Loan (EURIBOR + 6.0%, 7.0% Cash, Acquired 05/21, Due 10/24)(14)
2,835 3,048 2,835 
First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 05/21, Due 10/24)(9)
4,982 4,934 4,982 
7,817 7,982 7,817 
Auxi International (0.0%)*(3) (5) (6) (7) (15)
Commercial FinanceFirst Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 05/21, Due 12/26)334 357 304 
334 357 304 
Avalign Holdings, Inc. (0.2%)*(5) (6) (7) (9)
Health Care SuppliesFirst Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.0% Cash, Acquired 05/21, Due 12/25)1,804 1,801 1,747 
1,804 1,801 1,747 
Avance Clinical Bidco Pty Ltd (0.3%)*(3) (5) (6) (7) (17)
HealthcareFirst Lien Senior Secured Term Loan (BBSY + 5.5%, 6.0% Cash, Acquired 11/21, Due 11/27)3,092 2,805 2,966 
3,092 2,805 2,966 
AWP Group Holdings, Inc. (0.1%)*(5) (6) (7) (9)
Business ServicesFirst Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 05/21, Due 12/27)1,248 1,230 1,231 
1,248 1,230 1,231 
Azalea Buyer, Inc. (0.7%)*(6)
Technology
First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 11/21, Due 11/27)(5) (7) (9)
4,606 4,500 4,507 
Revolver (LIBOR + 5.25%, 6.3% Cash, Acquired 11/21, Due 11/27)(7) (9)
— (9)(9)
Subordinated Term Loan (12.0% PIK, Acquired 11/21, Due 5/28)1,260 1,235 1,237 
Common Stock (192,307.7 units, Acquired 11/21)192 192 
5,866 5,918 5,927 
Bariacum S.A (0.3%)*(3) (5) (6) (7) (14)
Consumer ProductsFirst Lien Senior Secured Term Loan (EURIBOR + 5.5%, 5.5% Cash, Acquired 11/21, Due 11/28)2,893 2,847 2,799 
2,893 2,847 2,799 
BDP International, Inc. (f/k/a BDP Buyer, LLC) (1.2%)*(5) (6) (7) (8)
Air Freight & LogisticsFirst Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 05/21, Due 12/24)9,926 9,779 9,926 
9,926 9,779 9,926 
Portfolio CompanyIndustryInvestment Type(1)(2)InterestAcq. DateMaturity DatePrincipal
Amount		CostFair
Value		% of Net Assets *Notes
AnalytiChem Holding GmbHChemicalsFirst Lien Senior Secured Term LoanBBSY + 6.00%, 9.6% Cash11/2110/28$1,338 $1,424 $1,290 0.1 %(3) (5) (6) (7) (16)
First Lien Senior Secured Term LoanEURIBOR + 6.00%, 8.2% Cash11/2110/286,799 6,851 6,554 0.6 %(3) (5) (6) (7) (12)
First Lien Senior Secured Term LoanEURIBOR + 6.00%, 8.2% Cash04/2210/287,367 7,245 7,102 0.6 %(3) (5) (6) (7) (12)
First Lien Senior Secured Term LoanEURIBOR + 7.00%, 9.2% Cash01/2310/282,261 2,142 2,193 0.2 %(3) (5) (6) (7) (12)
First Lien Senior Secured Term LoanLIBOR + 6.00%, 10.9% Cash06/2210/281,283 1,283 1,237 0.1 %(3) (5) (6) (7) (9)
First Lien Senior Secured Term LoanLIBOR + 6.00%, 11.2% Cash11/2110/28951 951 917 0.1 %(3) (5) (6) (7) (9)
RevolverEURIBOR + 6.00%, 8.2% Cash04/2210/23(4)(17)— %(3) (6) (7) (12) (33)
19,999 19,892 19,276 
Anju Software, Inc.Application SoftwareFirst Lien Senior Secured Term LoanLIBOR + 7.25%, 12.1% Cash05/2102/251,414 1,411 1,152 0.1 %(5) (6) (7) (8)
1,414 1,411 1,152 
APC1 HoldingDiversified ManufacturingFirst Lien Senior Secured Term LoanEURIBOR + 6.00%, 9.0% Cash07/2207/292,499 2,306 2,446 0.2 % (3) (5) (6) (7) (12)
2,499 2,306 2,446 
Apex Bidco LimitedBusiness Equipment & ServicesFirst Lien Senior Secured Term LoanSONIA + 6.25%, 10.0% Cash05/2101/27418 471 418 — %(3) (5) (6) (7) (22)
418 471 418 
APOG Bidco Pty LtdHealthcareSecond Lien Senior Secured Term LoanBBSY + 7.25%, 10.9% Cash04/2203/301,086 1,191 1,055 0.1 %(3) (5) (6) (7) (15)
1,086 1,191 1,055 
Aptus 1829. GmbHChemicals, Plastics, and RubberFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 9.3% Cash09/2109/272,507 2,650 2,139 0.2 %(3) (5) (6) (7) (13)
Preferred Stock (14 shares)N/A09/21N/A12 — — %(3) (6) (31) (33)
Common Stock (49 shares)N/A09/21N/A122 22 — %(3) (6) (31) (33)
2,507 2,784 2,161 
Apus Bidco LimitedBanking, Finance, Insurance & Real EstateFirst Lien Senior Secured Term LoanSONIA + 5.50%, 9.7% Cash05/2103/281,175 1,311 1,148 0.1 %(3) (5) (6) (7) (23)
1,175 1,311 1,148 
AQA Acquisition Holding IncHigh Tech IndustriesSecond Lien Senior Secured Term LoanLIBOR + 7.50%, 12.5% Cash05/2103/297,460 7,292 7,237 0.6 %(5) (6) (7) (9)
7,460 7,292 7,237 
Aquavista Watersides 2 LTDTransportation ServicesFirst Lien Senior Secured Term LoanSONIA + 6.00%, 8.9% Cash12/2112/282,890 2,991 2,746 0.2 %(3) (5) (6) (7) (23)
Second Lien Senior Secured Term LoanSONIA + 10.5% PIK12/2112/28717 750 685 0.1 %(3) (6) (7) (23) (33)
3,607 3,741 3,431 
Arc EducationConsumer CyclicalFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 8.8% Cash07/2207/296,258 5,595 6,066 0.5 %(3) (5) (6) (7) (12)
6,258 5,595 6,066 
ArchimedeConsumer ServicesFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 8.3% Cash05/2110/2714,667 14,249 14,389 1.3 %(3) (5) (6) (7) (12)
14,667 14,249 14,389 
9
Barings Private Credit Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
March 31, 20222023
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Type of Investment(1)(2)
Principal
Amount		CostFair
Value
Bearcat Buyer, Inc. (0.3%)*(5) (6) (7) (9)
Healthcare & PharmaceuticalsFirst Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 05/21, Due 07/26)$2,455 $2,429 $2,455 
2,455 2,429 2,455 
Benify (Bennevis AB) (0.0%)*(3) (5) (6) (7) (24)
High Tech IndustriesFirst Lien Senior Secured Term Loan (STIBOR + 5.25%, 5.3% Cash, Acquired 05/21, Due 07/26)402 446 402 
402 446 402 
Bestop, Inc. (0.4%)*(5) (6) (7) (19)
Auto Parts & EquipmentFirst Lien Senior Secured Term Loan (SOFR + 5.25%, 6.3% Cash, Acquired 05/21, Due 01/25)3,869 3,861 3,830 
3,869 3,861 3,830 
Beyond Risk Management, Inc. (0.3%)*(5) (6) (7) (9)
Other FinancialFirst Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.3% Cash, Acquired 10/21, Due 10/27)2,427 2,345 2,343 
2,427 2,345 2,343 
Bidwax (0.6%)*(3) (5) (6) (7) (14)
Non-durable Consumer GoodsFirst Lien Senior Secured Term Loan (EURIBOR + 6.5%, 6.5% Cash, Acquired 05/21, Due 02/28)5,118 5,309 4,996 
5,118 5,309 4,996 
BigHand UK Bidco Limited (0.1%)*(3) (5) (6) (7) (22)
High Tech IndustriesFirst Lien Senior Secured Term Loan (SONIA + 5.5%, 5.5% Cash, Acquired 05/21, Due 01/28)733 745 711 
733 745 711 
Bottom Line Systems, LLC (0.4%)*(5) (6) (7) (8)
Health Care ServicesFirst Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.3% Cash, Acquired 05/21, Due 02/23)3,416 3,414 3,416 
3,416 3,414 3,416 
Bounteous, Inc. (1.0%)*(5) (6) (7) (9)
TechnologyFirst Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 08/21, Due 08/27)8,447 8,243 8,254 
8,447 8,243 8,254 
Brightline Trains Florida LLC (0.9%)* (6)
TransportationFirst Lien Senior Secured Note (8.0% Cash, Acquired 08/21, Due 01/28)8,000 8,000 7,720 
8,000 8,000 7,720 
Brightpay Limited (0.3%)*(3) (5) (6) (7) (14)
TechnologyFirst Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 10/21, Due 10/28)2,873 2,901 2,808 
2,873 2,901 2,808 
BrightSign LLC (1.3%)*(6)
Media & Entertainment
First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 10/21, Due 10/27)(5) (7) (9)
10,660 10,560 10,479 
Revolver (LIBOR + 5.75%, 6.8% Cash, Acquired 10/21, Due 10/27)(7) (9)
— (10)(19)
Partnership Units (923,857.7 units, Acquired 10/21)924 924 
10,660 11,474 11,384 
British Engineering Services Holdco Limited (0.6%)*(3) (5) (6) (7) (23)
Commercial Services & SuppliesFirst Lien Senior Secured Term Loan (SONIA + 7.03%, 7.0% Cash, Acquired 05/21, Due 12/27)5,699 5,648 5,500 
5,699 5,648 5,500 
Bucharest Midco Limited (0.1%)*(3) (6)
Hotel, Gaming & LeisureFirst Lien Senior Secured GBP Term Loan (7.0% PIK, Acquired 05/21, Due 7/26)834 766 689 
First Lien Senior Secured USD Term Loan (7.0% PIK, Acquired 05/21, Due 7/26)168 144 139 
1,002 910 828 
CAi Software, LLC (1.0%)*(6) (7) (9)
Technology
First Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.3% Cash, Acquired 12/21, Due 12/28)(5)
9,057 8,882 8,894 
Revolver (LIBOR + 6.25%, 7.3% Cash, Acquired 12/21, Due 12/28)— (18)(17)
9,057 8,864 8,877 
Canadian Orthodontic Partners Corp.(0.5%)*(3) (5) (6) (7) (25)
HealthcareFirst Lien Senior Secured Term Loan (CDOR + 6.5%, 7.5% Cash, Acquired 06/21, Due 03/26)4,494 4,594 4,398 
4,494 4,594 4,398 
Cascade LP Holdings, LLC (0.2%)*(5) (6) (7) (9)
Environmental IndustriesFirst Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, 0.5% PIK, Acquired 05/21, Due 12/22)1,549 1,527 1,493 
1,549 1,527 1,493 
Centralis Finco S.a.r.l. (0.0%)*(3) (5) (6) (7) (14)
Diversified Financial ServicesFirst Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 05/21, Due 05/27)125 136 125 
125 136 125 
Portfolio CompanyIndustryInvestment Type(1)(2)InterestAcq. DateMaturity DatePrincipal
Amount		CostFair
Value		% of Net Assets *Notes
Argus Bidco LimitedHigh Tech IndustriesFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 9.5% Cash07/2207/29$899 $832 $877 0.1 %(3) (5) (6) (7) (12)
First Lien Senior Secured Term LoanEURIBOR + 6.50%, 9.5% Cash08/2207/291,937 1,823 1,890 0.2 %(3) (5) (6) (7) (12)
First Lien Senior Secured Term LoanEURIBOR + 6.50%, 9.5% Cash09/2207/29666 615 650 0.1 %(3) (5) (6) (7) (12)
First Lien Senior Secured Term LoanSOFR + 6.50%, 11.3% Cash07/2207/29259 253 253 — %(3) (5) (6) (7) (19)
First Lien Senior Secured Term LoanSONIA + 6.50%, 10.7% Cash07/2207/293,287 3,038 3,164 0.3 %(3) (5) (6) (7) (22)
First Lien Senior Secured Term Loan10.5% PIK07/2207/291,093 1,023 1,069 0.1 %(3) (6) (33)
Preferred Stock (83,120 shares)10.0% PIK07/22N/A103 105 — %(3) (6) (33)
Equity Loan Notes (83,120 units)10.0% PIK07/22N/A103 105 — %(3) (6) (33)
Common Stock (929 shares)N/A07/22N/A1 — — %(3) (6) (31) (33)
8,141 7,791 8,113 
Armstrong Transport Group (Pele Buyer, LLC)Air Freight & LogisticsFirst Lien Senior Secured Term LoanSOFR + 5.50%, 9.7% Cash10/2206/245,960 5,861 5,846 0.5 %(5) (6) (7) (20)
First Lien Senior Secured Term LoanLIBOR + 5.50%, 10.0% Cash05/2106/244,020 3,983 3,952 0.4 %(5) (6) (7) (9)
9,980 9,844 9,798 
ASC Communications, LLCMedia & EntertainmentFirst Lien Senior Secured Term LoanSOFR + 5.00%, 9.9% Cash07/2207/2712,128 11,947 11,971 1.1 %(5) (6) (7) (18)
Class A Units (15,285.8 units)N/A07/22N/A321 408 — %(6) (33)
12,128 12,268 12,379 
ASPEQ Heating Group LLCBuilding Products, Air & HeatingFirst Lien Senior Secured Term LoanSOFR + 4.25%, 9.2% Cash05/2111/251,593 1,585 1,593 0.1 %(5) (6) (7) (18)
1,593 1,585 1,593 
Astra Bidco LimitedHealthcareFirst Lien Senior Secured Term LoanSONIA + 5.75%, 9.9% Cash11/2111/282,449 2,557 2,393 0.2 %(3) (5) (6) (7) (22)
2,449 2,557 2,393 
ATL II MRO Holdings Inc.TransportationFirst Lien Senior Secured Term LoanSOFR + 5.50%, 9.9% Cash11/2211/2812,469 12,172 12,219 1.1 %(5) (6) (7) (19)
RevolverSOFR + 5.50%, 9.9% Cash11/2211/28— (59)(50)— % (6) (7) (19) (33)
12,469 12,113 12,169 
Audio Precision, Inc.High Tech IndustriesFirst Lien Senior Secured Term LoanEURIBOR + 6.00%, 8.2% Cash05/2110/242,713 2,995 2,658 0.2 %(5) (6) (7) (12)
First Lien Senior Secured Term LoanLIBOR + 5.00%, 10.2% Cash05/2110/244,918 4,888 4,820 0.4 %(5) (6) (7) (9)
7,631 7,883 7,478 
Auxi InternationalCommercial FinanceFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 8.1% Cash05/2112/26326 358 285 — %(3) (5) (6) (7) (13)
326 358 285 
Avalign Holdings, Inc.Health Care SuppliesFirst Lien Senior Secured Term LoanSOFR + 4.50%, 9.5% Cash05/2112/251,786 1,783 1,705 0.2 %(5) (6) (7) (18)
1,786 1,783 1,705 
Avance Clinical Bidco Pty LtdHealthcareFirst Lien Senior Secured Term LoanBBSY + 4.50%, 8.3% Cash11/2111/272,758 2,825 2,673 0.2 %(3) (5) (6) (7) (17)
2,758 2,825 2,673 
AWP Group Holdings, Inc.Business ServicesFirst Lien Senior Secured Term LoanSOFR + 4.75%, 9.9% Cash05/2112/271,465 1,446 1,446 0.1 %(5) (6) (7) (19)
1,465 1,446 1,446 
10
Barings Private Credit Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
March 31, 20222023
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Type of Investment(1)(2)
Principal
Amount		CostFair
Value
Ceres Pharma NV (0.4%)*(3) (5) (6) (7) (15)
PharmaceuticalsFirst Lien Senior Secured Term Loan (EURIBOR + 5.5%, 5.5% Cash, Acquired 10/21, Due 10/28)$3,202 $3,197 $3,081 
3,202 3,197 3,081 
CGI Parent, LLC (2.2%)*(6) (7) (9)
Business Equipment & Services
First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 02/22, Due 02/28)(5)
17,796 17,446 17,440 
Revolver (LIBOR + 5.5%, 6.5% Cash, Acquired 02/22, Due 02/28)441 408 408 
LLC Units (551 units, Acquired 02/22)551 551 
18,237 18,405 18,399 
Chambers Global Holdings Limited (0.1%)*(3) (5) (6) (7) (11)
Data Processing & Outsourced ServicesFirst Lien Senior Secured Term Loan (GBP LIBOR + 6.0%, 6.5% Cash, Acquired 05/21, Due 01/26)1,259 1,329 1,246 
1,259 1,329 1,246 
Claritas, LLC (0.2%)*(5) (6) (7) (9)
Application SoftwareFirst Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 05/21, Due 12/23)1,616 1,609 1,616 
1,616 1,609 1,616 
Classic Collision (Summit Buyer, LLC) (2.2%)*(5) (6) (7) (9)
Auto Collision Repair CentersFirst Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 05/21, Due 01/26)19,305 18,964 18,978 
19,305 18,964 18,978 
CM Acquisitions Holdings Inc. (1.3%)*(5) (6) (7) (20)
Internet & Direct MarketingFirst Lien Senior Secured Term Loan (SOFR + 4.75%, 5.8% Cash, Acquired 05/21, Due 05/25)10,925 10,890 10,761 
10,925 10,890 10,761 
Coastal Marina Holdings, LLC (1.1%)*(6)
Other FinancialSubordinated Term Loan (10.0% PIK, Acquired 11/21, Due 11/31)2,450 2,236 2,224 
Subordinated Term Loan (8.0% Cash, Acquired 11/21, Due 11/31)6,522 5,937 5,915 
LLC Units (273,796 units, Acquired 11/21)821 1,088 
8,972 8,994 9,227 
Cobham Slip Rings SAS (0.4%)*(3) (5) (6) (7) (9)
Diversified ManufacturingFirst Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.3% Cash, Acquired 11/21, Due 11/28)3,091 3,019 3,025 
3,091 3,019 3,025 
Command Alkon (Project Potter Buyer, LLC) (1.4%)* (5) (6) (7) (8)
SoftwareFirst Lien Senior Secured Term Loan (LIBOR + 8.25%, 9.3% Cash, Acquired 05/21, Due 04/27)11,850 11,388 11,618 
11,850 11,388 11,618 
Contabo Finco S.À R.L (2.8%)*(3) (5) (6) (7) (14)
Internet Software & ServicesFirst Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 11/21, Due 10/26)23,980 23,945 23,639 
23,980 23,945 23,639 
Core Scientific, Inc. (0.1%)*(3) (6)
TechnologyFirst Lien Senior Secured Term Loan (9.8% Cash, Acquired 03/22, Due 03/25))997 1,007 997 
997 1,007 997 
Cosmelux International (0.1%)*(3) (5) (6) (7) (15)
Commodity ChemicalsFirst Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 05/21, Due 07/24)1,008 1,083 1,005 
1,008 1,083 1,005 
Coyo Uprising GmbH (1.2%)*(3) (6)
Technology
First Lien Senior Secured Term Loan (EURIBOR + 6.5%, 6.5% Cash, 3.5% PIK, Acquired 09/21, Due 09/28)(5) (7) (14)
9,561 9,798 9,320 
Class A Units (531.0 units, Acquired 09/21)248 240 
Class B Units (231.0 units, Acquired 09/21)538 632 
9,561 10,584 10,192 
Crash Champions (2.2%)*(5) (6) (7) (9)
AutomotiveFirst Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 05/21, Due 08/25)19,591 19,130 18,792 
19,591 19,130 18,792 
CVL 3 (0.8%)*(3) (5) (6) (7)
Capital Equipment
First Lien Senior Secured Term Loan (EURIBOR + 5.5%, 5.5% Cash, Acquired 12/21, Due 12/28)(14)
4,228 4,186 4,132 
First Lien Senior Secured Term Loan (SOFR + 5.5%, 5.5% Cash, Acquired 12/21, Due 12/28)(20)
2,480 2,420 2,424 
6-Month Bridge Term Loan (EURIBOR + 5.5%, 5.5% Cash, Acquired 12/21, Due 06/22)(14)
556 562 551 
7,264 7,168 7,107 
Portfolio CompanyIndustryInvestment Type(1)(2)InterestAcq. DateMaturity DatePrincipal
Amount		CostFair
Value		% of Net Assets *Notes
Azalea Buyer, Inc.TechnologyFirst Lien Senior Secured Term LoanLIBOR + 5.25%, 10.1% Cash11/2111/27$4,548 $4,460 $4,487 0.4 %(5) (6) (7) (9)
RevolverLIBOR + 5.25%, 10.1% Cash11/2111/27— (8)(5)— %(6) (7) (9) (33)
Subordinated Term Loan12.0% PIK11/2105/281,474 1,453 1,447 0.1 %(6) (33)
Common Stock (192,307.7 shares)N/A11/21N/A192 172 — %(6) (31) (33)
6,022 6,097 6,101 
Bariacum S.AConsumer ProductsFirst Lien Senior Secured Term LoanEURIBOR + 5.00%, 7.8% Cash11/2111/282,825 2,859 2,794 0.2 %(3) (5) (6) (7) (13)
2,825 2,859 2,794 
Benify (Bennevis AB)High Tech IndustriesFirst Lien Senior Secured Term LoanSTIBOR + 5.25%, 8.5% Cash05/2107/26343 423 343 — %(3) (5) (6) (7) (24)
343 423 343 
Bestop, Inc.Auto Parts & EquipmentFirst Lien Senior Secured Term LoanSOFR + 5.75%, 10.6% Cash05/2101/253,510 3,506 3,131 0.3 %(5) (6) (7) (19)
3,510 3,506 3,131 
Beyond Risk Management, Inc.Other FinancialFirst Lien Senior Secured Term LoanLIBOR + 4.50%, 9.3% Cash10/2110/272,545 2,502 2,495 0.2 %(5) (6) (7) (8)
2,545 2,502 2,495 
BidwaxNon-durable Consumer GoodsFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 8.6% Cash05/2102/284,998 5,327 4,893 0.4 %(3) (5) (6) (7) (13)
4,998 5,327 4,893 
BigHand UK Bidco LimitedHigh Tech IndustriesFirst Lien Senior Secured Term LoanSOFR + 5.75%, 10.3% Cash05/2101/28322 317 318 — %(3) (5) (6) (7) (19)
First Lien Senior Secured Term LoanSONIA + 5.75%, 9.9% Cash05/2101/28386 430 382 — %(3) (5) (6) (7) (22)
708 747 700 
Biolam GroupConsumer Non-cyclicalFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 9.1% Cash12/2212/293,930 3,660 3,732 0.3 %(3) (5) (6) (7) (12)
3,930 3,660 3,732 
Bounteous, Inc.TechnologyFirst Lien Senior Secured Term LoanLIBOR + 5.25%, 10.2% Cash08/2108/278,360 8,192 7,519 0.7 %(5) (6) (7) (8)
8,360 8,192 7,519 
BPG Holdings IV CorpDiversified ManufacturingFirst Lien Senior Secured Term LoanSOFR + 6.0%, 10.9% Cash03/2307/2924,000 22,566 22,560 2.0 %(6) (7) (19) (33)
24,000 22,566 22,560 
Bridger Aerospace Group Holdings, LLCEnvironmental IndustriesMunicipal Revenue Bond11.5% Cash07/2209/2732,980 32,980 34,586 3.1 %(33)
Preferred Stock- Series C (17,725 shares)7.0% PIK07/22N/A17,533 18,011 1.6 %(6) (33)
32,980 50,513 52,597 
Brightline Trains Florida LLCTransportationSenior Secured Note8.0% Cash08/2101/288,000 8,000 7,040 0.6 %(6) (33)
8,000 8,000 7,040 
Brightpay LimitedTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 5.25%, 7.3% Cash10/2110/283,133 3,207 3,010 0.3 %(3) (5) (6) (7) (12)
3,133 3,207 3,010 
BrightSign LLCMedia & EntertainmentFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.9% Cash10/2110/2710,553 10,470 10,464 0.9 %(5) (6) (7) (9)
RevolverLIBOR + 5.75%, 10.7% Cash10/2110/271,109 1,100 1,099 0.1 %(6) (7) (9) (33)
LLC Units (923,857.7 units)N/A10/21N/A924 1,266 0.1 %(6) (31) (33)
11,662 12,494 12,829 
British Engineering Services Holdco LimitedCommercial Services & SuppliesFirst Lien Senior Secured Term LoanSONIA + 7.00%, 10.7% Cash05/2112/277,256 7,581 7,091 0.6 %(3) (5) (6) (7) (23)
7,256 7,581 7,091 
11
Barings Private Credit Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
March 31, 20222023
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Type of Investment(1)(2)
Principal
Amount		CostFair
Value
CW Group Holdings, LLC (0.5%)*(5) (6) (7) (9)
High Tech IndustriesFirst Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 05/21, Due 01/27)$4,118 $4,038 $3,896 
4,118 4,038 3,896 
Dart Buyer, Inc. (0.3%)*(5) (6) (7) (9)
Aerospace & DefenseFirst Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 05/21, Due 04/25)2,436 2,422 2,436 
2,436 2,422 2,436 
DecksDirect, LLC (0.1%)*(6)
Building Materials
First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 12/21, Due 12/26)(5) (7) (8)
727 713 714 
Revolver (LIBOR + 6.0%, 7.0% Cash, Acquired 12/21, Due 12/26)(7) (9)
160 156 156 
LLC Units (1,280.8 units, Acquired 12/21)55 55 
887 924 925 
Direct Travel, Inc. (0.6%)*(6) (7) (9)
Lodging & CasinosFirst Lien Senior Secured Term Loan (LIBOR + 1.0%, 2.0% Cash, 7.5% PIK, Acquired 05/21, Due 10/23)5,711 4,780 4,752 
Super Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 05/21, Due 10/23)374 374 374 
6,085 5,154 5,126 
Discovery Education, Inc. (1.0%)*(5) (6) (7) (9)
PublishingFirst Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 05/21, Due 10/26)8,611 8,611 8,611 
8,611 8,611 8,611 
Dragon Bidco (0.2%)*(3) (5) (6) (7) (15)
High Tech IndustriesFirst Lien Senior Secured Term Loan (EURIBOR + 6.75%, 6.8% Cash, Acquired 05/21, Due 04/28)1,335 1,333 1,302 
1,335 1,333 1,302 
DreamStart Bidco SAS (d/b/a SmartTrade) (0.1%)*(3) (5) (6) (7) (15)
Diversified Financial ServicesFirst Lien Senior Secured Term Loan (EURIBOR + 6.0%, 6.0% Cash, Acquired 05/21, Due 03/27)890 942 881 
890 942 881 
Dune Group (0.6%)*(3) (5) (6) (7)
Diversified Financial Services
First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.0% Cash, Acquired 09/21, Due 09/28)(9)
4,825 4,745 4,755 
First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 09/21, Due 09/28)(14)
312 270 273 
5,137 5,015 5,028 
Dunn Paper, Inc. (0.2%)*(5) (6) (7) (9)
Forest Products & PaperSecond Lien Senior Secured Term Loan (LIBOR + 9.25%, 10.3% Cash, Acquired 05/21, Due 08/23)2,481 2,456 1,759 
2,481 2,456 1,759 
Dwyer Instruments, Inc. (0.7%)*(5) (6) (7) (9)
ElectricFirst Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.3% Cash, Acquired 07/21, Due 07/27)6,497 6,367 6,382 
6,497 6,367 6,382 
Echo Global Logistics, Inc. (1.9%)* (6)
Air Transportation
Second Lien Senior Secured Term Loan (LIBOR + 7.25%, 7.8% Cash, Acquired 11/21, Due 11/29)(5) (7) (8)
16,433 16,155 16,180 
Partnership Units (448.2 units, Acquired 11/21)448 448 
16,433 16,603 16,628 
Ellkay, LLC (0.7%)*(5) (6) (7) (9)
Healthcare & PharmaceuticalsFirst Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 09/21, Due 09/27)5,815 5,707 5,720 
5,815 5,707 5,720 
EMI Porta Holdco LLC (2.1%)*(6) (7) (9)
Diversified Manufacturing
First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.5% Cash, Acquired 12/21, Due 12/27)(5)
17,847 17,323 17,359 
Revolver (LIBOR + 5.75%, 6.5% Cash, Acquired 12/21, Due 12/27)519 471 473 
18,366 17,794 17,832 
Entact Environmental Services, Inc. (0.2%)*(5) (6) (7) (9)
Environmental IndustriesFirst Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 05/21, Due 12/25)1,855 1,840 1,811 
1,855 1,840 1,811 
EPS NASS Parent, Inc. (0.2%)*(5) (6) (7) (9)
Electrical Components & EquipmentFirst Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 05/21, Due 04/28)2,077 2,036 2,045 
2,077 2,036 2,045 
ERES Group (0.0%)*(3) (5) (6) (7) (14)
Banking, Finance, Insurance & Real EstateFirst Lien Senior Secured Term Loan (EURIBOR + 5.0%, 5.0% Cash, Acquired 05/21, Due 07/26)334 362 334 
334 362 334 
Portfolio CompanyIndustryInvestment Type(1)(2)InterestAcq. DateMaturity DatePrincipal
Amount		CostFair
Value		% of Net Assets *Notes
Bucharest Bidco LimitedHotel, Gaming and LeisureFirst Lien Senior Secured GBP Term LoanSONIA + 7.00%, 10.2% Cash05/2107/26$813 $824 $709 0.1 %(3) (6) (23) (33)
First Lien Senior Secured USD Term LoanLIBOR + 7.00%, 12.1% Cash05/2107/26175 157 152 — %(3) (6) (10) (33)
988 981 861 
Burgess Point Purchaser CorporationAuto Parts & EquipmentSecond Lien Senior Secured Term LoanSOFR + 9.00%, 13.9% Cash07/2207/304,545 4,375 4,405 0.4 %(5) (6) (7) (18)
LP Units (455 units)N/A07/22N/A455 478 — %(6) (31) (33)
4,545 4,830 4,883 
BVI Medical, Inc.HealthcareSecond Lien Senior Secured Term LoanEURIBOR + 9.50%, 12.5% Cash06/2206/265,991 5,602 5,812 0.5 %(5) (6) (7) (12)
5,991 5,602 5,812 
CAi Software, LLCTechnologyFirst Lien Senior Secured Term LoanLIBOR + 6.25%, 11.4% Cash12/2112/288,966 8,814 8,679 0.8 %(5) (6) (7) (9)
First Lien Senior Secured Term LoanLIBOR +6.25%, 11.4% Cash07/2212/281,374 1,349 1,330 0.1 %(5) (6) (7) (9)
RevolverLIBOR + 6.25%, 11.4% Cash12/2112/28— (15)(30)— %(6) (7) (9) (33)
10,340 10,148 9,979 
Canadian Orthodontic Partners Corp.HealthcareFirst Lien Senior Secured Term LoanCDOR + 7.00%, 3.5% Cash, 8.5% PIK06/2103/264,119 4,572 3,703 0.3 %(3) (5) (6) (7) (26)
Class A Equity (500,000 units)N/A05/22N/A389 — — %(3) (6) (31) (33)
Class C - Warrants (74,712.64 units)N/A05/22N/A— — — %(3) (6) (31) (33)
4,119 4,961 3,703 
Caribou Holding Company, LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 7.64%, 12.5% Cash04/2204/273,907 3,858 3,867 0.3 %(3) (5) (6) (7) (19)
LLC Units (616,844 units)N/A04/22N/A617 592 0.1 %(3) (6) (31) (33)
3,907 4,475 4,459 
Carlson Travel, IncBusiness Travel ManagementCommon Stock (125,349 shares)N/A06/22N/A2,538 1,050 0.1 %(5) (31)
Series A Convertible Preferred (6,270 units)15.0% PIK01/23N/A— 545 522 — %(5) (31)
3,083 1,572 
Centralis Finco S.a.r.l.Diversified Financial ServicesFirst Lien Senior Secured Term LoanEURIBOR + 5.25%, 7.8% Cash05/2104/27415 396 399 — %(3) (5) (6) (7) (12)
First Lien Senior Secured Term LoanEURIBOR + 5.75%, 7.9% Cash05/2104/2770 64 68 — %(3) (5) (6) (7) (12)
485 460 467 
Ceres Pharma NVPharmaceuticalsFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 7.1% Cash10/2110/284,602 4,620 4,479 0.4 %(3) (5) (6) (7) (13)
4,602 4,620 4,479 
CGI Parent, LLCBusiness Equipment & ServicesFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 9.5% Cash02/2202/2816,957 16,672 16,490 1.5 %(5) (6) (7) (8)
First Lien Senior Secured Term LoanSOFR + 4.75%, 9.7% Cash12/2202/282,128 2,067 2,070 0.2 %(5) (6) (7) (19)
RevolverLIBOR + 4.75%, 9.5% Cash02/2202/28— (28)(45)— %(6) (7) (8) (33)
Preferred Stock (551shares)N/A02/22N/A551 1,030 0.1 %(6) (7) (31) (33)
19,085 19,262 19,545 
Chambers Global Holdings LimitedData Processing & Outsourced ServicesFirst Lien Senior Secured Term LoanSONIA + 5.50%, 9.4% Cash05/2101/261,182 1,333 1,171 0.1 %(3) (5) (6) (7) (22)
1,182 1,333 1,171 
12
Barings Private Credit Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
March 31, 20222023
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Type of Investment(1)(2)
Principal
Amount		CostFair
Value
eShipping, LLC (0.7%)*(6) (7)
Transportation Services
First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 11/21, Due 11/27)(5) (8)
$5,469 $5,342 $5,352 
Revolver (LIBOR + 5.75%, 6.8% Cash, Acquired 11/21, Due 11/27)(9)
331 317 318 
5,800 5,659 5,670 
Events Software BidCo Pty Ltd (0.2%)*(3) (5) (6) (7) (17)
TechnologyFirst Lien Senior Secured Term Loan (BBSY + 5.5%, 5.5% Cash, Acquired 03/22, Due 03/28)1,924 1,850 1,852 
1,924 1,850 1,852 
F24 (Stairway BidCo Gmbh) (0.0%)*(3) (5) (6) (7) (14)
Software ServicesFirst Lien Senior Secured Term Loan (EURIBOR + 6.25%, 6.3% Cash, Acquired 05/21, Due 08/27)370 402 370 
370 402 370 
Findex Group Limited (0.1%)*(3) (5) (6) (17)
Banking, Finance, Insurance & Real EstateFirst Lien Senior Secured Term Loan (BBSY + 5.25%, 5.5% Cash, Acquired 05/21, Due 05/24)874 899 874 
874 899 874 
Fineline Technologies, Inc. (0.4%)*(5) (6) (7) (9)
Consumer ServicesFirst Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 05/21, Due 02/28)3,479 3,418 3,479 
3,479 3,418 3,479 
Finexvet (0.2%)*(3) (5) (6) (7) (14)
Consumer CyclicalFirst Lien Senior Secured Term Loan (EURIBOR + 5.5%, 5.5% Cash, Acquired 03/22, Due 03/29)1,536 1,467 1,467 
1,536 1,467 1,467 
FinThrive Software Intermediate Holdings Inc. (0.4%)*(5) (7)
Business Equipment & ServicesPreferred Stock (3,188.51 shares, Acquired 03/22)3,518 3,518 
3,518 3,518 
FitzMark Buyer, LLC (0.5%)*(5) (6) (7) (9)
Cargo & TransportationFirst Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, Acquired 05/21, Due 12/26)4,303 4,236 4,217 
4,303 4,236 4,217 
Flavor Producers, LLC. (0.1%)*(5) (6) (7) (9)
Packaged Foods & MeatsFirst Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, 1.0% PIK, Acquired 05/21, Due 12/23)892 865 875 
892 865 875 
Flexential Issuer, LLC (1.1%)*Information TechnologyStructured Secured Note - Class C (6.9% Cash, Acquired 11/21, Due 11/51)10,000 9,264 9,400 
10,000 9,264 9,400 
FragilePak LLC (1.1%)*(6)
Transportation Services
First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 05/21, Due 05/27)(5) (7) (9)
9,251 8,915 8,486 
Partnership Units (929.7 units, Acquired 05/21)930 802 
9,251 9,845 9,288 
Front Line Power Construction LLC (0.1%)*Construction Machinery
First Lien Senior Secured Term Loan (LIBOR + 12.5%, 13.5% Cash, Acquired 11/21, Due 11/28)(6) (7) (9)
1,250 1,211 1,213 
Common Stock (15,890 shares, Acquired 11/21)41 29 
1,250 1,252 1,242 
FSS Buyer LLC (2.9%)*(6)
Technology
First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.5% Cash, Acquired 08/21, Due 08/28)(5) (7) (9)
24,719 24,259 24,321 
LP Interest (2,902.34 units, Acquired 08/21)29 29 
LP Units (12,760.8 units, Acquired 08/21)128 128 
24,719 24,416 24,478 
Glacis Acquisition S.A.R.L. (0.5%)*(3) (5) (6) (7) (15)
Transportation ServicesFirst Lien Senior Secured Term Loan (EURIBOR + 6.5%, 6.5% Cash, Acquired 05/21, Due 07/23)4,073 3,911 4,073 
4,073 3,911 4,073 
Graphpad Software, LLC (3.2%)*(5) (6) (7) (9)
Internet Software & ServicesFirst Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 11/21, Due 4/27)16,293 16,116 16,125 
First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 05/21, Due 4/27)11,047 11,047 11,103 
27,340 27,163 27,228 
Healthe Care Specialty Pty Ltd (0.1%)*(3) (5) (6) (7) (18)

Healthcare & PharmaceuticalsFirst Lien Senior Secured Term Loan (BBSY + 4.75%, 5.3% Cash, Acquired 05/21, Due 10/24)1,120 1,130 1,102 
1,120 1,130 1,102 
Heartland Veterinary Partners, LLC (0.6%)*(6)
HealthcareSubordinated Term Loan (11.0% PIK, Acquired 11/21, Due 11/28)5,175 5,042 5,054 
5,175 5,042 5,054 
Portfolio CompanyIndustryInvestment Type(1)(2)InterestAcq. DateMaturity DatePrincipal
Amount		CostFair
Value		% of Net Assets *Notes
Classic Collision (Summit Buyer, LLC)Auto Collision Repair CentersFirst Lien Senior Secured Term LoanSOFR + 5.75%, 10.7% Cash05/2101/26$18,488 $18,249 $18,308 1.6 %(5) (6) (7) (19)
First Lien Senior Secured Term LoanSOFR +5.75%, 10.7% Cash05/2104/261,065 1,049 1,053 0.1 %(5) (6) (7) (19)
First Lien Senior Secured Term LoanSOFR + 5.75%, 10.7% Cash05/2107/24— (82)(50)— %(5) (6) (7) (19)
19,553 19,216 19,311 
CM Acquisition Holding Inc.Internet & Direct MarketingFirst Lien Senior Secured Term LoanSOFR + 5.00%, 9.8% Cash05/2105/2510,785 10,761 10,418 0.9 %(5) (6) (7) (19)
10,785 10,761 10,418 
Coastal Marina Holdings, LLCOther FinancialSubordinated Term Loan8.0% Cash11/2111/318,310 7,765 7,779 0.7 %(6) (33)
Subordinated Term Loan10.0% PIK11/2111/313,308 3,109 3,097 0.3 %(6) (33)
LLC Units (1,018,869 units)N/A11/21N/A4,547 5,359 0.5 %(6) (31) (33)
11,618 15,421 16,235 
Cobham Slip Rings SASDiversified ManufacturingFirst Lien Senior Secured Term LoanLIBOR + 6.25%, 11.4% Cash11/2111/283,091 3,030 3,048 0.3 %(3) (5) (6) (7) (9)
3,091 3,030 3,048 
Command Alkon (Project Potter Buyer, LLC)SoftwareFirst Lien Senior Secured Term LoanSOFR + 7.75%, 12.6% Cash05/2104/2711,729 11,550 11,537 1.0 % (5) (6) (7) (18)
11,729 11,550 11,537 
Compass Precision, LLCAerospace & DefenseSenior Subordinated Term Loan11.0% Cash, 1.0% PIK04/2204/28379 373 370 — %(5) (6)
LLC Units (46,085.6 units)N/A04/22N/A125 164 — %(6) (31) (33)
379 498 534 
Comply365, LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 5.75%, 10.6% Cash04/2204/287,114 6,991 7,018 0.6 %(5) (6) (7) (20)
RevolverSOFR + 5.75%, 10.6% Cash04/2204/28— (10)(8)— %(6) (7) (20) (33)
7,114 6,981 7,010 
Contabo Finco
S.À.R.L.		Internet Software & ServicesFirst Lien Senior Secured Term LoanEURIBOR + 6.00%, 8.5% Cash10/2210/2910,515 9,410 10,290 0.9 %(3) (5) (6) (7) (12)
10,515 9,410 10,290 
Core Scientific, Inc.TechnologyFirst Lien Senior Secured Term Loan13.0% Cash03/2203/2516,798 16,784 8,516 0.8 %(6) (32) (33)
Common Stock (51,846 shares)N/A09/22N/A168 16 — %(31) (33)
16,798 16,952 8,532 
Cosmelux InternationalCommodity ChemicalsFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 7.8% Cash05/2107/24880 972 880 0.1 %(3) (5) (6) (7) (13)
880 972 880 
Coyo Uprising GmbHTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 9.3% Cash, 3.5% PIK09/2109/2810,196 10,670 10,051 0.9 %(3) (5) (6) (7) (13)
Class A Units (531 units)N/A09/21N/A248 244 — %(3) (6) (31) (33)
Class B Units (231 units)N/A09/21N/A538 622 0.1 %(3) (6) (31) (33)
10,196 11,456 10,917 
CVL 3Capital EquipmentFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 8.3% Cash12/2112/284,129 4,198 4,062 0.4 %(3) (5) (6) (7) (12)
First Lien Senior Secured Term LoanSOFR + 5.50%, 10.5% Cash12/2112/282,480 2,427 2,440 0.2 %(3) (5) (6) (7) (19)
6,609 6,625 6,502 
13
Barings Private Credit Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
March 31, 20222023
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Type of Investment(1)(2)
Principal
Amount		CostFair
Value
Heartland, LLC (0.8%)*(5) (6) (7) (9)
Commercial Services & SuppliesFirst Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 05/21, Due 08/25)$6,770 $6,665 $6,652 
6,770 6,665 6,652 
Heavy Construction Systems Specialists, LLC (2.6%)*(6) (7) (9)
Technology
First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.5% Cash, Acquired 11/21, Due 11/27)(5)
22,807 22,374 22,408 
Revolver (LIBOR + 5.75%, 6.5% Cash, Acquired 11/21, Due 11/27)— (41)(38)
22,807 22,333 22,370 
Heilbron (f/k/a Sucsez (Bolt Bidco B.V.)) (1.0%)*(3) (5) (6) (7) (14)
InsuranceFirst Lien Senior Secured Term Loan (EURIBOR + 5.0%, 5.0% Cash, Acquired 05/21, Due 09/26)8,409 8,894 8,242 
8,409 8,894 8,242 
HemaSource, Inc. (1.0%)*(5) (6) (7) (9)
Health Care DistributorsFirst Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 05/21, Due 07/23)8,453 8,402 8,453 
8,453 8,402 8,453 
Home Care Assistance, LLC (0.2%)*(5) (6) (7) (9)
Healthcare & PharmaceuticalsFirst Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 05/21, Due 03/27)1,559 1,532 1,533 
1,559 1,532 1,533 
HW Holdco, LLC (Hanley Wood LLC) (1.6%)*(5) (6) (7) (8)
AdvertisingFirst Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 05/21, Due 12/24)13,910 13,729 13,639 
13,910 13,729 13,639 
IGL Holdings III Corp. (1.1%)*(5) (6) (7) (9)
Commercial PrintingFirst Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 05/21, Due 11/26)9,164 9,051 9,016 
9,164 9,051 9,016 
IM Square (0.5%)*(3) (5) (6) (7) (15)
Banking, Finance, Insurance & Real EstateFirst Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 05/21, Due 04/28)4,673 4,862 4,589 
4,673 4,862 4,589 
Image International Intermediate Holdco II, LLC (2.9%)*(5) (6) (7) (8)
Non-durable Consumer GoodsFirst Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 05/21, Due 07/24)25,000 24,753 24,781 
25,000 24,753 24,781 
Infoniqa Holdings GmbH (0.5%)*(3) (5) (6) (7) (14)
TechnologyFirst Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 11/21, Due 11/28)4,193 4,152 4,091 
4,193 4,152 4,091 
Innovad Group II BV (0.1%)*(3) (5) (6) (7) (14)
Beverage, Food & TobaccoFirst Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 05/21, Due 04/28)969 1,021 884 
969 1,021 884 
INOS 19-090 GmbH (0.1%)*(3) (5) (6) (7) (14)
Aerospace & DefenseFirst Lien Senior Secured Term Loan (EURIBOR + 6.13%, 6.1% Cash, Acquired 05/21, Due 12/27)681 721 681 
681 721 681 
Ipsen International Holding GmbH (0.1%)*(3) (6) (7) (15)
Capital EquipmentFirst Lien Senior Secured Term Loan (EURIBOR + 6.75%, 6.8% Cash, 0.5% PIK, Acquired 05/21, Due 08/24)1,199 1,170 1,129 
1,199 1,170 1,129 
Iridium Bidco Limited (0.6%)*(3) (5) (6) (7) (12)
Radio & TelevisionFirst Lien Senior Secured Term Loan (GBP LIBOR + 5.25%, 5.8% Cash, Acquired 05/21, Due 09/23)5,025 5,044 4,975 
5,025 5,044 4,975 
Isolstar Holding NV (IPCOM) (0.1%)*(3) (5) (6) (7) (14)
Trading Companies & DistributorsFirst Lien Senior Secured Term Loan (EURIBOR + 5.0%, 5.0% Cash, Acquired 05/21, Due 06/25)905 974 905 
905 974 905 
ISS#2, LLC (d/b/a Industrial Services Solutions) (0.2%)*(6) (7) (9)
Commercial Services & SuppliesFirst Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 05/21, Due 02/26)1,623 1,476 1,553 
1,623 1,476 1,553 
ITI Intermodal, Inc.(0.1%)*(6)
Transportation Services
First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 12/21, Due 12/27)(5) (7) (9)
721 706 706 
Revolver (LIBOR + 4.75%, 5.8% Cash, Acquired 12/21, Due 12/27)(7) (9)
— (2)(2)
Common Stock (1,433.4 units, Acquired 12/21)144 143 
721 848 847 
Portfolio CompanyIndustryInvestment Type(1)(2)InterestAcq. DateMaturity DatePrincipal
Amount		CostFair
Value		% of Net Assets *Notes
CW Group Holdings, LLCHigh Tech IndustriesFirst Lien Senior Secured Term LoanLIBOR + 6.00%, 10.9% Cash05/2101/27$4,076 $4,011 $4,051 0.4 %(5) (6) (7) (8)
4,076 4,011 4,051 
DataServ Integrations, LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 6.00%, 10.8% Cash11/2211/281,913 1,863 1,867 0.2 % (5) (6) (7) (19)
Partnership Units (96,153.8 units)N/A11/22N/A96 100 — %(6) (31) (33)
1,913 1,959 1,967 
DecksDirect, LLCBuilding MaterialsFirst Lien Senior Secured Term LoanLIBOR + 6.00%, 10.9% Cash12/2112/26682 671 674 0.1 %(5) (6) (7) (8)
RevolverLIBOR + 6.00%, 10.9% Cash12/2112/26— (3)(3)— %(6) (7) (8) (33)
Common Stock (1,280.8 shares)N/A12/21N/A55 51 — %(6) (31) (33)
682 723 722 
Direct Travel, Inc.Lodging & CasinosFirst Lien Senior Secured Term LoanSOFR + 8.50%, 13.5% Cash05/2110/255,944 5,572 5,944 0.5 %(6) (7) (19) (33)
Super Senior Secured Term LoanSOFR +6.00%, 10.8% Cash05/2110/25406 406 406 — %(6) (7) (19) (33)
6,350 5,978 6,350 
DISA Holdings Corp.Other IndustrialFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.2% Cash11/2209/285,691 5,491 5,507 0.5 % (5) (6) (7) (18)
RevolverSOFR + 5.50%, 10.2% Cash11/2209/28— (12)(11)— % (6) (7) (18) (33)
5,691 5,479 5,496 
Dragon BidcoTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 9.4% Cash05/2104/28543 592 534 — %(3) (5) (6) (7) (13)
First Lien Senior Secured Term LoanEURIBOR + 6.75%, 9.7% Cash05/2104/28761 745 748 0.1 %(3) (5) (6) (7) (13)
1,304 1,337 1,282 
DreamStart Bidco SAS (d/b/a SmartTrade)Diversified Financial ServicesFirst Lien Senior Secured Term LoanEURIBOR + 6.00%, 8.3% Cash05/2103/27869 947 869 0.1 %(3) (5) (6) (7) (12)
869 947 869 
Dune GroupHealth Care EquipmentFirst Lien Senior Secured Term LoanEURIBOR + 6.00%, 9.0% Cash09/2109/28305 275 244 — %(3) (5) (6) (7) (12)
First Lien Senior Secured Term LoanLIBOR + 6.00%, 11.2% Cash09/2109/284,825 4,756 4,665 0.4 %(3) (5) (6) (7) (9)
5,130 5,031 4,909 
Dunlipharder B.V.TechnologyFirst Lien Senior Secured Term LoanSOFR + 6.50%, 11.2% Cash06/2206/281,000 987 989 0.1 %(3) (5) (6) (7) (19)
1,000 987 989 
Dwyer Instruments, Inc.ElectricFirst Lien Senior Secured Term LoanSOFR + 6.00%, 11.2% Cash07/2107/2725,376 24,887 24,928 2.2 %(5) (6) (7) (9) (19)
25,376 24,887 24,928 
Echo Global Logistics, Inc.Air TransportationSecond Lien Senior Secured Term LoanLIBOR + 7.00%, 11.9% Cash11/2111/2916,433 16,182 16,121 1.4 %(5) (6) (7) (8)
Partnership Equity (448.2 units)N/A11/21N/A448 548 — %(6) (31) (33)
16,433 16,630 16,669 
EFC InternationalAutomotiveSenior Unsecured Term Loan11.0% Cash, 2.5% PIK03/2305/23663 643 643 0.1 %(6) (33)
Common Stock (141.19 shares)N/A03/23N/A199 199 — %(6) (31) (33)
663 842 842 
Ellkay, LLCHealthcare and PharmaceuticalsFirst Lien Senior Secured Term LoanLIBOR + 6.25%, 11.4% Cash09/2109/275,756 5,666 5,701 0.5 %(5) (6) (7) (9)
5,756 5,666 5,701 
14
Barings Private Credit Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
March 31, 20222023
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Type of Investment(1)(2)
Principal
Amount		CostFair
Value
Jade Bidco Limited (Jane's) (2.8%)*(3) (5) (6) (7)
Aerospace & Defense
First Lien Senior Secured Term Loan (EURIBOR + 6.25%, 6.3% Cash, Acquired 05/21, Due 02/29)(15)
$3,677 $3,543 $3,589 
First Lien Senior Secured Term Loan (LIBOR + 6.25%, 6.3% Cash, Acquired 05/21, Due 02/29)(10)
21,245 20,738 20,736 
24,922 24,281 24,325 
Jaguar Merger Sub Inc. (0.3%)*(6) (7) (9)
Other Financial
First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 12/21, Due 9/24)(5)
2,722 2,671 2,671 
Revolver (LIBOR + 5.25%, 6.3% Cash, Acquired 12/21, Due 9/24)— (6)(6)
2,722 2,665 2,665 
Jeeves Information Systems AB (2.4%)*(3) (5) (6) (7)
High Tech Industries
First Lien Senior Secured Term Loan (STIBOR + 5.25%, 5.3% Cash, Acquired 05/21, Due 12/22)(24)
163 181 163 
First Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 05/21, Due 12/22)(14)
4,206 4,360 4,206 
First Lien Senior Secured Term Loan (SARON + 5.25%, 5.3% Cash, Acquired 05/21, Due 12/22)(26)
16,353 16,140 16,353 
20,722 20,681 20,722 
Jon Bidco Limited (0.5%)*(3) (5) (6) (7) (28)
HealthcareFirst Lien Senior Secured Term Loan (BKBM + 5.5%, 6.0% Cash, Acquired 03/22, Due 03/27)4,346 4,213 4,203 
4,346 4,213 4,203 
Jones Fish Hatcheries & Distributors LLC (0.3%)*(6)
Consumer Products
First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 02/22, Due 02/28)(5) (10)
2,785 2,730 2,729 
Revolver (LIBOR + 5.75%, 6.8% Cash, Acquired 02/22, Due 02/28)(9)
— (8)(8)
Partnership Units (974.7 units, Acquired 02/22)97 97 
2,785 2,819 2,818 
Kano Laboratories LLC (0.3%)*(5) (6) (7) (9)
Chemicals, Plastics & RubberFirst Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 05/21, Due 11/26)2,929 2,887 2,851 
2,929 2,887 2,851 
Kestrel Midco Limited (0.2%)*(3) (5) (6) (7) (22)
Health Care DistributorsFirst Lien Senior Secured Term Loan (SONIA + 5.5%, 6.0% Cash, Acquired 05/21, Due 12/24)1,445 1,547 1,445 
1,445 1,547 1,445 
Kid Distro Holdings, LLC (2.9%)*(6)
Media & Entertainment
First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 10/21, Due 10/27)(5) (7) (9)
23,876 23,431 23,478 
Partnership Units (1,062,795.2 units, Acquired 10/21)1,064 1,063 
23,876 24,495 24,541 
Kona Buyer, LLC (1.2%)*(5) (6) (7) (9)
High Tech IndustriesFirst Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.5% Cash, Acquired 05/21, Due 12/27)10,634 10,469 10,528 
10,634 10,469 10,528 
KSLB Holdings, LLC (0.6%)*(5) (6) (7) (8)
Beverage, Food & TobaccoFirst Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, Acquired 05/21, Due 07/25)6,010 5,717 5,529 
6,010 5,717 5,529 
LAF International (0.1%)*(3) (5) (6) (7) (15)
Healthcare & PharmaceuticalsFirst Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 05/21, Due 03/28)612 648 605 
612 648 605 
Lambir Bidco Limited (0.3%)*(3) (6)
Healthcare
First Lien Senior Secured Term Loan (EURIBOR + 6.0%, 6.0% Cash, Acquired 12/21, Due 12/28)(5) (7) (13)
2,276 2,215 2,191 
Revolver (EURIBOR + 6.0%, 6.0% Cash, Acquired 12/21, Due 12/24)(7) (13)
643 633 626 
Second Lien Senior Secured Term Loan (12.0% PIK, Acquired 12/21, Due 06/29)142 136 127 
3,061 2,984 2,944 
LeadsOnline, LLC (1.5%)*(6)
Business Equipment & Services
First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 02/22, Due 02/28)(5) (7) (9)
13,015 12,792 12,787 
Revolver (LIBOR + 5.0%, 6.0% Cash, Acquired 02/22, Due 02/28)(7) (9)
— (33)(34)
LLC Units (39,370.1 units, Acquired 02/22)39 39 
13,015 12,798 12,792 
Portfolio CompanyIndustryInvestment Type(1)(2)InterestAcq. DateMaturity DatePrincipal
Amount		CostFair
Value		% of Net Assets *Notes
EMI Porta Holdco LLCDiversified ManufacturingFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 11.1% Cash12/2112/27$19,274 $18,831 $18,458 1.6 %(5) (6) (7) (9)
RevolverLIBOR + 5.75%, 11.1% Cash12/2112/271,607 1,567 1,530 0.1 %(6) (7) (9) (33)
20,881 20,398 19,988 
Entact Environmental Services, Inc.Environmental IndustriesFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.9% Cash05/2112/251,797 1,786 1,793 0.2 %(5) (6) (7) (9)
1,797 1,786 1,793 
EPS NASS Parent, Inc.Electrical Components & EquipmentFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.9% Cash05/2104/282,172 2,137 2,156 0.2 %(5) (6) (7) (9)
2,172 2,137 2,156 
ERES GroupBanking, Finance, Insurance & Real EstateFirst Lien Senior Secured Term LoanEURIBOR + 5.00%, 7.3% Cash05/2107/26272 302 272 — %(3) (5) (6) (7) (11)
272 302 272 
eShipping, LLCTransportation ServicesFirst Lien Senior Secured Term LoanLIBOR + 5.00%, 9.8% Cash11/2111/274,465 4,374 4,476 0.4 %(5) (6) (7) (8)
RevolverLIBOR + 5.00%, 9.8% Cash11/2111/27— (11)— — %(6) (7) (8) (33)
4,465 4,363 4,476 
Eurofins Digital Testing International LUX Holding SARLTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 6.75%, 9.7% Cash12/2212/291,507 1,348 1,390 0.1 %(3) (5) (6) (7) (12)
First Lien Senior Secured Term LoanSOFR + 7.00%, 12.1% Cash12/2212/29766 746 748 0.1 %(3) (5) (6) (7) (19)
First Lien Senior Secured Term LoanSONIA + 6.75%, 10.8% Cash12/2212/292,231 2,159 2,176 0.2 %(3) (5) (6) (7) (22)
Second Lien Senior Secured Term Loan11.5% PIK12/2212/30556 525 542 — %(3) (6) (33)
5,060 4,778 4,856 
Events Software BidCo Pty LtdTechnologyFirst Lien Senior Secured Term LoanBBSY + 6.50%, 10.3% Cash03/2203/281,716 1,856 1,523 0.1 %(3) (5) (6) (7) (17)
1,716 1,856 1,523 
Express Wash Acquisition Company, LLCConsumer CyclicalFirst Lien Senior Secured Term LoanSOFR + 6.50%, 11.4% Cash07/2207/287,164 7,035 6,770 0.6 %(5) (6) (7) (18)
RevolverSOFR + 6.50%, 11.4% Cash07/2207/28140 136 126 — %(6) (7) (18) (33)
7,304 7,171 6,896 
F24 (Stairway BidCo Gmbh)Software ServicesFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 9.0% Cash05/2108/27398 437 387 — %(3) (5) (6) (7) (12)
First Lien Senior Secured Term LoanEURIBOR + 6.25%, 9.0% Cash05/2108/282,949 2,842 2,876 0.3 %(3) (5) (6) (7) (12)
3,347 3,279 3,263 
FaradayHealthcareFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 9.6% Cash01/2301/303,310 3,170 3,165 0.3 %(3) (5) (6) (7) (12)
3,310 3,170 3,165 
Findex Group LimitedFinance CompaniesFirst Lien Senior Secured Term LoanBBSY + 5.50%, 7.9% Cash03/2308/272,418 2,294 2,297 0.2 %(3) (5) (6) (7) (16)
2,418 2,294 2,297 
FineLine Technologies, inc.Consumer ServicesFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 9.9% Cash05/2102/283,435 3,390 3,384 0.3 %(5) (6) (7) (9)
3,435 3,390 3,384 
FinexvetConsumer CyclicalFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 9.5% Cash03/2203/292,444 2,389 2,383 0.2 %(3) (5) (6) (7) (13)
2,444 2,389 2,383 
FinThrive Software Intermediate Holdings Inc.Business Equipment & ServicesPreferred Stock (3,188.51 shares)11.0% PIK03/22N/A3,823 3,239 0.3 %(5) (6)
3,823 3,239 
Fitzmark, Inc.Cargo & TransportationFirst Lien Senior Secured Term LoanLIBOR + 4.50%, 9.5% Cash05/2112/264,249 4,195 4,197 0.4 %(5) (6) (7) (9)
4,249 4,195 4,197 
15
Barings Private Credit Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
March 31, 20222023
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Type of Investment(1)(2)
Principal
Amount		CostFair
Value
Life Extension Institute, Inc. (0.8%)*(5) (6) (7) (8)
Healthcare & PharmaceuticalsFirst Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 05/21, Due 02/24)$7,188 $7,188 $7,030 
7,188 7,188 7,030 
Listrac Bidco Limited (0.1%)*(3) (6) (7) (12)
Health CareFirst Lien Senior Secured Term Loan (GBP LIBOR + 5.25%, 5.3% Cash, Acquired 05/21, Due 11/22)1,054 949 972 
1,054 949 972 
LivTech Purchaser, Inc. (0.2%)*(5) (6) (7) (9)
Business ServicesFirst Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 05/21, Due 12/25)1,527 1,510 1,511 
1,527 1,510 1,511 
Loftware, Inc. (2.5%)*(5) (6) (7) (9)
Application SoftwareFirst Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 05/21, Due 12/25)21,465 21,296 21,127 
21,465 21,296 21,127 
Marmoutier Holding B.V. (0.2%)*(3) (6) (7) (14)
Consumer Products
First Lien Senior Secured Term (EURIBOR + 5.75%, 5.8% Cash, Acquired 12/21, Due 12/28)(5)
1,902 1,874 1,845 
Revolver (EURIBOR + 5.0%, 5.0% Cash, Acquired 12/21, Due 6/27)— (4)(4)
1,902 1,870 1,841 
Marshall Excelsior Co. (0.7%)*(6) (7) (20)
Capital Goods
First Lien Senior Secured Term Loan (SOFR + 5.5%, 6.5% Cash, Acquired 02/22, Due 02/28)(5)
5,468 5,373 5,372 
Revolver (SOFR + 5.5%, 6.5% Cash, Acquired 02/22, Due 02/28)317 302 301 
5,785 5,675 5,673 
MC Group Ventures Corporation (0.7%)*(6)
Business Services
First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 07/21, Due 06/27)(5) (7) (9)
5,810 5,674 5,697 
Partnership Units (560 units, Acquired 06/21)560 550 
5,810 6,234 6,247 
Media Recovery, Inc. (SpotSee) (0.1%)*(5) (6) (7) (22)
Containers, Packaging & GlassFirst Lien Senior Secured Term Loan (SONIA + 6.0%, 7.0% Cash, Acquired 05/21, Due 11/25)921 971 921 
921 971 921 
Median B.V. (0.7%)*(3) (5) (7) (22)
HealthcareFirst Lien Senior Secured Term Loan (SONIA + 6.0%, 7.0% Cash, Acquired 02/22, Due 11/27)6,517 6,486 6,306 
6,517 6,486 6,306 
Medical Solutions Parent Holdings, Inc. (0.5%)*(5) (7) (9)
HealthcareSecond Lien Senior Secured Term Loan (LIBOR + 7.0%, 7.5% Cash, Acquired 11/21, Due 11/29)4,421 4,378 4,244 
4,421 4,378 4,244 
Medplast Holdings, Inc. (1.0%)*(5) (7) (8)
Health CareSecond Lien Senior Secured Term Loan (LIBOR + 7.75%, 7.8% Cash, Acquired 05/21, Due 07/26)9,325 8,613 8,564 
9,325 8,613 8,564 
Mertus 522. GmbH (0.4%)*(3) (5) (6) (7) (15)
Health CareFirst Lien Senior Secured Term Loan (EURIBOR + 6.25%, 6.3% Cash, Acquired 05/21, Due 05/26)3,990 3,886 3,836 
3,990 3,886 3,836 
Metis BidCo Pty Limited (0.1%)*(3) (5) (6) (17)
Business Equipment & ServicesFirst Lien Senior Secured Term Loan (BBSY + 5.25%, 5.3% Cash, Acquired 05/21, Due 04/26)428 439 428 
428 439 428 
MNS Buyer, Inc. (0.1%)*(6)
Construction & Building
First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 08/21, Due 08/27)(5) (7) (8)
921 904 906 
LLC Units (76.92 Units, Acquired 08/21)77 77 
921 981 983 
Modern Star Holdings Bidco Pty Limited (0.1%)*(3) (5) (6) (7) (16)
Non-durable Consumer GoodsFirst Lien Senior Secured Term Loan (BBSY + 6.25%, 6.8% Cash, Acquired 05/21, Due 12/26)868 856 843 
868 856 843 
Mold-Rite Plastics, LLC (0.6%)*(5) (6) (7) (9)
Containers, Packaging & GlassSecond Lien Senior Secured Term Loan (LIBOR + 7.0%, 7.5% Cash, Acquired 09/21, Due 09/29)5,000 4,953 4,750 
5,000 4,953 4,750 
Murphy Midco Limited (0.1%)*(3) (5) (6) (7) (23)
Media, Diversified & ProductionFirst Lien Senior Secured Term Loan (SONIA + 5.0%, 5.0% Cash, Acquired 05/21, Due 11/27)621 643 608 
621 643 608 
Portfolio CompanyIndustryInvestment Type(1)(2)InterestAcq. DateMaturity DatePrincipal
Amount		CostFair
Value		% of Net Assets *Notes
Five Star Holding LLCPackagingSecond Lien Senior Secured Term LoanSOFR + 7.25%, 12.4% Cash05/2205/30$7,152 $7,021 $7,052 0.6 %(5) (6) (7) (19)
LLC Units (505.1 units)N/A05/22N/A505 502 — %(6) (31) (33)
7,152 7,526 7,554 
Flavor Producers, LLCPackaged Foods & MeatsFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 9.6% Cash, 1.8% PIK05/2112/24897 886 826 0.1 %(5) (6) (7) (8)
897 886 826 
Flexential Issuer, LLCInformation TechnologyStructured Secured Note - Class C6.9% Cash11/2111/5110,000 9,278 8,362 0.7 %(33)
10,000 9,278 8,362 
Flywheel Re Segregated Portfolio 2022-4Investment FundsPreferred Stock (3,202,747 shares)N/A08/22N/A3,203 3,235 0.3 %(3) (6) (31) (33)
3,203 3,235 
Footco 40 LimitedMedia & EntertainmentFirst Lien Senior Secured Term LoanSONIA + 5.75%, 10.4% Cash04/2204/291,759 1,789 1,694 0.2 %(3) (5) (6) (7) (22)
1,759 1,789 1,694 
Fortis Payment Systems, LLCOther FinancialFirst Lien Senior Secured Term LoanSOFR + 5.25%, 10.2% Cash10/2202/261,571 1,518 1,517 0.1 %(5) (6) (7) (18)
1,571 1,518 1,517 
FragilePak LLCTransportation ServicesFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.9% Cash05/2105/239,134 8,860 9,134 0.8 %(5) (6) (7) (9)
Partnership Units (929.7 units)N/A05/21N/A929 1,169 0.1 %(6) (31) (33)
9,134 9,789 10,303 
Front Line Power Construction LLCConstruction MachineryFirst Lien Senior Secured Term LoanLIBOR + 12.50%, 17.4% Cash11/2111/281,366 1,266 1,509 0.1 %(6) (7) (9)
Common Stock (250,004 shares)N/A11/21N/A116 36 — %(31) (33)
1,366 1,382 1,545 
FSS Buyer LLCTechnologyFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.6% Cash08/2108/2824,471 24,076 24,240 2.2 %(5) (6) (7) (8)
LP Interest (2,902.3 units)N/A08/21N/A29 44 — %(6) (31) (33)
LP Units (12,760.8 units)N/A08/21N/A128 193 — %(6) (31) (33)
24,471 24,233 24,477 
GB Eagle Buyer, Inc.Capital GoodsFirst Lien Senior Secured Term LoanSOFR + 6.50%, 11.2% Cash12/2212/2820,915 20,319 20,322 1.8 %(5) (6) (7) (19) (34)
RevolverSOFR + 6.50%, 11.2% Cash12/2212/28— (92)(92)— %(6) (7) (19) (33)
Partnership Units (859 units)N/A12/22N/A859 858 0.1 %(6) (31) (33)
20,915 21,086 21,088 
Glacis Acquisition S.A.R.L.Transportation ServicesFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 9.9% Cash05/2107/232,739 2,671 2,739 0.2 %(3) (5) (6) (7) (13)
First Lien Senior Secured Term LoanEURIBOR + 6.50%, 9.9% Cash05/2107/251,238 1,376 1,238 0.1 %(3) (5) (6) (7) (13)
3,977 4,047 3,977 
Global Academic Group LimitedIndustrial OtherFirst Lien Senior Secured Term LoanBBSY + 6.00%, 9.4% Cash07/2207/272,471 2,505 2,414 0.2 %(3) (5) (6) (7) (16)
First Lien Senior Secured Term LoanBKBM + 6.00%, 10.2% Cash07/2207/274,318 4,209 4,208 0.4 %(3) (5) (6) (7) (27)
6,789 6,714 6,622 
GPNZ II GmbHHealthcareFirst Lien Senior Secured Term LoanEURIBOR + 6.00%, 7.9% Cash, 1.0% PIK06/2206/29468 445 426 — %(3) (5) (6) (7) (11)
468 445 426 
16
Barings Private Credit Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
March 31, 20222023
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Type of Investment(1)(2)
Principal
Amount		CostFair
Value
Music Reports, Inc. (0.3%)*(5) (6) (7) (9)
Media & EntertainmentFirst Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 05/21, Due 08/26)$2,598 $2,561 $2,542 
2,598 2,561 2,542 
Napa Bidco Pty Ltd (1.7%)*(3) (5) (6) (7) (17)
HealthcareFirst Lien Senior Secured Term Loan (BBSY + 6.0%, 6.1% Cash, Acquired 03/22, Due 03/28)14,731 13,721 14,253 
14,731 13,721 14,253 
Narda Acquisitionco., Inc. (0.6%)*(6)
Aerospace & Defense
First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 12/21, Due 12/27)(5) (7) (9)
4,591 4,514 4,518 
Revolver (LIBOR + 5.25%, 6.3% Cash, Acquired 12/21, Due 12/27)(7) (9)
— (18)(17)
Class A Preferred Stock (3,708.1 units, Acquired 12/21)371 378 
Class B Common Stock (412.0 units, Acquired 12/21)41 41 
4,591 4,908 4,920 
Navia Benefit Solutions, Inc. (0.5%)*(5) (6) (7) (9)
Healthcare & PharmaceuticalsFirst Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 05/21, Due 02/27)4,620 4,522 4,547 
4,620 4,522 4,547 
NeoxCo (0.0%)*(3) (6)
Internet Software & Services
First Lien Senior Secured Term Loan (EURIBOR + 6.75%, 6.8% Cash, Acquired 05/21, Due 05/25)(5) (7) (15)
252 267 248 
Second Lien Senior Secured Term Loan (12.5% PIK, Acquired 05/21, Due 08/25)39 41 38 
291 308 286 
Net Health Acquisition Corp. (1.3%)*(5) (6) (7) (9)
Health Care TechnologyFirst Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 05/21, Due 12/25)11,077 10,926 10,935 
11,077 10,926 10,935 
Nexus Underwriting Management Limited (0.5%)*(3) (6) (7) (23)
Other Financial
First Lien Senior Secured Term Loan (SONIA + 5.25%, 5.3% Cash, Acquired 10/21, Due 10/28)(5)
4,100 4,077 3,971 
Revolver (SONIA + 5.25%, 5.3% Cash, Acquired 10/21, Due 04/22)80 81 80 
4,180 4,158 4,051 
Northstar Recycling, LLC( 0.7%)*(5) (6) (7) (9)
Environmental IndustriesFirst Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 10/21, Due 09/27)6,190 6,075 6,087 
6,190 6,075 6,087 
Novotech Aus Bidco Pty Ltd (1.0%)*(3) (5) (6) (7)
Healthcare
First Lien Senior Secured Term Loan (BBSY + 5.75%, 6.3% Cash, Acquired 01/22, Due 01/28)(16)
4,328 4,098 4,231 
First Lien Senior Secured Term Loan (SOFR + 5.75%, 6.3% Cash, Acquired 01/22, Due 01/28)(19)
4,177 4,065 4,061 
8,505 8,163 8,292 
OA Buyer, Inc. (1.0%)*(6)
Healthcare
First Lien Senior Secured Term Loan (LIBOR + 6.0%, 6.8% Cash, Acquired 12/21, Due 12/28)(5) (7) (9)
8,501 8,336 8,346 
Revolver (LIBOR + 6.0%, 6.8% Cash, Acquired 12/21, Due 12/28)(7) (9)
— (26)(24)
Partnership Units (210,920.1 units, Acquired 12/21)211 211 
8,501 8,521 8,533 
OAC Holdings I Corp (0.5%)*(6) (7) (20)
Automotive
First Lien Senior Secured Term Loan (SOFR + 5.0%, 6.0% Cash, Acquired 03/22, Due 4/28)(5)
3,630 3,557 3,557 
Revolver (SOFR + 5.0%, 6.0% Cash, Acquired 03/22, Due 4/28)685 658 658 
4,315 4,215 4,215 
OG III B.V. (1.4%)*(3) (5) (6) (7) (14)
Containers & Glass ProductsFirst Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 06/21, Due 06/28)12,584 13,333 12,330 
12,584 13,333 12,330 
Omni Intermediate Holdings, LLC (1.9%)*(5) (6) (7) (8)
TransportationFirst Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 05/21, Due 12/26)16,828 16,538 16,468 
16,828 16,538 16,468 
Options Technology Ltd. (1.0%)*(3) (5) (6) (7) (9)
Computer ServicesFirst Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 05/21, Due 12/25)8,588 8,431 8,416 
8,588 8,431 8,416 
Oracle Vision Bidco Limited (0.2%)*(3) (5) (6) (7) (23)
HealthcareFirst Lien Senior Secured Term Loan (SONIA + 5.25%, 5.3% Cash, Acquired 06/21, Due 05/28)1,460 1,523 1,455 
1,460 1,523 1,455 
Portfolio CompanyIndustryInvestment Type(1)(2)InterestAcq. DateMaturity DatePrincipal
Amount		CostFair
Value		% of Net Assets *Notes
Graphpad Software, LLCInternet Software & ServicesFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 10.6% Cash11/2104/27$16,089 $15,943 $15,566 1.4 %(5) (6) (7) (9)
First Lien Senior Secured Term LoanLIBOR + 6.00%, 11.1% Cash05/2104/2710,904 10,904 10,730 1.0 %(5) (6) (7) (9)
26,993 26,847 26,296 
Greenhill II BVTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 8.4% Cash07/2207/29752 672 731 0.1 %(3) (5) (6) (7) (12)
752 672 731 
Groupe Product LifeConsumer Non-cyclicalFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 9.3% Cash10/2210/291,589 1,384 1,533 0.1 %(3) (5) (6) (7) (12)
1,589 1,384 1,533 
Gusto Aus BidCo Pty LtdConsumer Non-cyclicalFirst Lien Senior Secured Term LoanBBSY + 6.50%, 10.2% Cash10/2210/282,181 2,018 2,119 0.2 %(3) (5) (6) (7) (17)
2,181 2,018 2,119 
Healthe Care Specialty Pty LtdHealthcare & PharmaceuticalsFirst Lien Senior Secured Term LoanBBSY + 5.00%, 8.8% Cash05/2110/24973 1,109 939 0.1 %(3) (5) (6) (7) (17)
973 1,109 939 
HeartHealth Bidco Pty LtdHealthcareFirst Lien Senior Secured Term LoanBBSY + 4.75%, 8.5% Cash09/2209/28619 570 593 0.1 %(3) (5) (6) (7) (16)
619 570 593 
Heartland Veterinary Partners, LLCHealthcareSubordinated Term Loan11.0% PIK11/2111/23659 644 648 0.1 %(6) (33)
Subordinated Term Loan11.0% PIK11/2112/285,517 5,415 5,442 0.5 %(6) (33)
6,176 6,059 6,090 
Heartland, LLCBusiness ServicesFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 9.9% Cash05/2108/257,072 6,997 6,988 0.6 %(5) (6) (7) (9)
7,072 6,997 6,988 
Heavy Construction Systems Specialists, LLCTechnologyFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.1% Cash11/2111/2722,807 22,440 22,560 2.0 %(5) (6) (7) (8)
RevolverLIBOR + 5.75%, 10.1% Cash11/2111/27— (34)(24)— %(6) (7) (8) (33)
22,807 22,406 22,536 
Heilbron (f/k/a Sucsez (Bolt Bidco B.V.))InsuranceFirst Lien Senior Secured Term LoanEURIBOR + 5.00%, 7.7% Cash05/2109/269,004 9,700 8,851 0.8 %(3) (5) (6) (7) (12)
9,004 9,700 8,851 
HEKA InvestTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 9.5% Cash10/2210/2910,178 8,930 9,914 0.9 %(3) (5) (6) (7) (12)
10,178 8,930 9,914 
HemaSource, Inc.Health Care DistributorsFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 9.7% Cash05/2107/237,520 7,510 7,490 0.7 %(5) (6) (7) (9)
7,520 7,510 7,490 
Home Care Assistance, LLCHealthcare & PharmaceuticalsFirst Lien Senior Secured Term LoanSOFR + 5.00%, 9.9% Cash05/2103/271,539 1,517 1,412 0.1 %(5) (6) (7) (18)
1,539 1,517 1,412 
Honour Lane Logistics Holdings LimitedTransportation ServicesFirst Lien Senior Secured Term LoanSOFR + 5.25%, 9.5% Cash04/2211/2817,500 17,040 17,137 1.5 %(3) (5) (6) (7) (20)
17,500 17,040 17,137 
HTI Technology & IndustriesElectronic Component ManufacturingFirst Lien Senior Secured Term LoanSOFR + 8.50%, 13.6% Cash07/2207/2512,161 11,952 11,746 1.0 %(5) (6) (7) (20)
RevolverSOFR + 8.50%, 13.6% Cash07/2207/25— (13)(34)— % (6) (7) (20) (33)
12,161 11,939 11,712 
HW Holdco, LLC (Hanley Wood LLC)AdvertisingFirst Lien Senior Secured Term LoanLIBOR + 5.00%, 10.2% Cash05/2112/247,138 7,105 7,049 0.6 %(5) (6) (7) (9)
First Lien Senior Secured Term LoanLIBOR + 5.00%, 9.8% Cash05/2112/246,905 6,823 6,826 0.6 %(5) (6) (7) (8)
14,043 13,928 13,875 
17
Barings Private Credit Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
March 31, 20222023
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Type of Investment(1)(2)
Principal
Amount		CostFair
Value
Origin Bidco Limited (0.1%)*(3) (5) (6) (7)
Technology
First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 06/21, Due 06/28)(9)
$597 $582 $585 
First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 06/21, Due 06/28)(14)
369 394 362 
966 976 947 
OSP Hamilton Purchaser, LLC (0.3%)*(6) (7) (9)
Technology
First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 12/21, Due 12/27)(5)
2,281 2,237 2,239 
Revolver (LIBOR + 5.25%, 6.3% Cash, Acquired 12/21, Due 12/27)— (4)(3)
2,281 2,233 2,236 
Pacific Health Supplies Bidco Pty Limited (0.1%)*(3) (5) (6) (7) (16)
Healthcare & PharmaceuticalsFirst Lien Senior Secured Term Loan (BBSY + 6.0%, 6.5% Cash, Acquired 05/21, Due 12/25)1,108 1,115 1,081 
1,108 1,115 1,081 
Panther Bidco Pty Ltd (Junior Adventures Group) (0.1%)*(3) (5) (6) (18)
Consumer ServicesFirst Lien Senior Secured Term Loan (BBSY + 5.5%, 6.5% Cash, Acquired 05/21, Due 06/23)726 744 691 
726 744 691 
Pare SAS (SAS Maurice MARLE) (0.1%)*(3) (5) (6) (7) (14)
Health Care EquipmentFirst Lien Senior Secured Term Loan (EURIBOR + 6.75%, 6.8% Cash, Acquired 05/21, Due 12/26)890 958 886 
890 958 886 
Patriot New Midco 1 Limited (Forensic Risk Alliance) (0.1%)*(3) (5) (6) (7)
Diversified Financial Services
First Lien Senior Secured Term Loan (LIBOR + 6.75%, 7.8% Cash, Acquired 05/21, Due 02/27)(9)
502 497 464 
First Lien Senior Secured Term Loan (EURIBOR + 6.75%, 6.8% Cash, Acquired 05/21, Due 02/27)(14)
420 451 388 
922 948 852 
PDQ.Com Corporation (1.9%)*(6)
Business Equipment & Services
First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 08/21, Due 08/27)(5) (7) (9)
16,645 16,299 16,308 
Class A-2 Partnership Units (86.39 units, Acquired 08/21)86 110 
16,645 16,385 16,418 
PEGASUS TRANSTECH HOLDING, LLC (1.1%)*(5) (6) (7) (8)
TruckingFirst Lien Senior Secured Term Loan (LIBOR + 6.5%, 7.5% Cash, Acquired 05/21, Due 11/24)10,043 10,002 9,792 
10,043 10,002 9,792 
Perforce Software, Inc. (0.8%)*(5) (6) (7) (8)
Internet Software & ServicesSecond Lien Senior Secured Term Loan (LIBOR + 8.0%, 8.1% Cash, Acquired 05/21, Due 07/27)6,497 6,426 6,497 
6,497 6,426 6,497 
Permaconn BidCo Pty Ltd (1.0%)*(3) (5) (6) (7) (17)
Tele-communicationsFirst Lien Senior Secured Term Loan (BBSY + 6.5%, 6.5% Cash, Acquired 12/21, Due 12/27)8,381 7,784 8,170 
8,381 7,784 8,170 
Pilot Air Freight, LLC (1.7%)*(5) (6) (7) (9)
Transportation ServicesFirst Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 05/21, Due 07/24)14,139 13,979 14,115 
14,139 13,979 14,115 
Polara Enterprises, L.L.C. (0.5%)*(6)
Capital Equipment
First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 12/21, Due 12/27)(5) (7) (9)
4,243 4,162 4,090 
Revolver (LIBOR + 4.75%, 5.8% Cash, Acquired 12/21, Due 12/27)(7) (9)
— (10)(20)
Partnership Units (3,820.44 Units, Acquired 12/21)382 382 
4,243 4,534 4,452 
Policy Services Company, LLC (5.3%)*(6)
Property & Casualty Insurance
First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, 4.0% PIK, Acquired 12/21, Due 6/26)(5) (7) (9)
46,487 45,064 44,974 
Warrants - Class A (26,774 units, Acquired 12/21)— — 
Warrants - Class B (9,036 units, Acquired 12/21)— — 
Warrants - Class CC (929 units, Acquired 12/21)— — 
Warrants - Class D (2,387 units, Acquired 12/21)— — 
46,487 45,064 44,974 
Premium Franchise Brands, LLC (2.9%)*(5) (6) (7) (9)
Research & Consulting ServicesFirst Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.3% Cash, Acquired 05/21, Due 12/26)24,847 24,421 24,399 
24,847 24,421 24,399 
Portfolio CompanyIndustryInvestment Type(1)(2)InterestAcq. DateMaturity DatePrincipal
Amount		CostFair
Value		% of Net Assets *Notes
Hygie 31 HoldingPharmaceuticalsFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 7.4% Cash09/2209/29$652 $562 $637 0.1 %(3) (5) (6) (7) (14)
652 562 637 
IM SquareBanking, Finance, Insurance & Real EstateFirst Lien Senior Secured Term LoanEURIBOR + 5.25%, 8.5% Cash05/2104/284,563 4,877 4,451 0.4 %(3) (5) (6) (7) (12)
First Lien Senior Secured Term LoanEURIBOR + 5.75%, 9.0% Cash12/2205/283,477 3,273 3,391 0.3 %(3) (5) (6) (7) (12)
8,040 8,150 7,842 
Image International Intermediate Holdco II, LLCNon-durable Consumer GoodsFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 10.3% Cash05/2107/2424,783 24,697 24,574 2.2 %(5) (6) (7) (8)
24,783 24,697 24,574 
Infoniqa Holdings GmbHTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 5.00%, 8.2% Cash11/2111/284,094 4,165 4,033 0.4 %(3) (5) (6) (7) (13)
4,094 4,165 4,033 
Innovad Group II BVBeverage, Food & TobaccoFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 9.3% Cash05/2104/281,019 1,096 894 0.1 %(3) (5) (6) (7) (13)
1,019 1,096 894 
INOS 19-090 GmbHAerospace & DefenseFirst Lien Senior Secured Term LoanEURIBOR + 5.40%, 8.1% Cash05/2112/27443 722 665 0.1 %(3) (5) (6) (7) (12)
443 722 665 
Interstellar Group B.V.TechnologyFirst Lien Senior Secured Term LoanEURIBOR + 5.25%, 8.3% Cash08/2202/29130 120 127 — %(3) (5) (6) (7) (12)
First Lien Senior Secured Term LoanEURIBOR + 5.25%, 8.3% Cash08/2208/292,486 2,265 2,425 0.2 %(3) (5) (6) (7) (12)
2,616 2,385 2,552 
Ipsen International Holding GmbHCapital EquipmentFirst Lien Senior Secured Term LoanEURIBOR + 6.75%, 9.5% Cash, 0.5% PIK05/2108/241,161 1,203 1,128 0.1 %(3) (6) (7) (13)
1,161 1,203 1,128 
Iridium Bidco LimitedRadio & TelevisionFirst Lien Senior Secured Term LoanSONIA + 5.00%, 9.2% Cash05/2104/244,719 5,070 4,597 0.4 %(3) (5) (6) (7) (22)
4,719 5,070 4,597 
Isolstar Holding NV (IPCOM)Trading Companies & DistributorsFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 8.8% Cash10/2210/299,330 8,042 8,958 0.8 %(3) (5) (6) (7) (11)
9,330 8,042 8,958 
ITI Intermodal, Inc.Transportation ServicesFirst Lien Senior Secured Term LoanSOFR + 6.50%, 11.5% Cash12/2112/278,860 8,478 8,467 0.8 %(5) (6) (7) (19)
RevolverSOFR + 6.50%, 11.5% Cash12/2112/2722 (3)(4)— %(6) (7) (19) (33)
Common Stock (1,433.37 shares)N/A12/21N/A750 750 0.1 %(6) (31) (33)
8,882 9,225 9,213 
Jade Bidco Limited (Jane’s)Aerospace & DefenseFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 7.9% Cash05/2102/293,590 3,553 3,532 0.3 %(3) (5) (6) (7) (13)
First Lien Senior Secured Term LoanSOFR + 5.50%, 9.3% Cash05/2102/2921,245 20,799 20,904 1.9 %(3) (5) (6) (7) (20)
24,835 24,352 24,436 
Jon Bidco LimitedHealthcareFirst Lien Senior Secured Term LoanBKBM + 4.75%, 10.0% Cash03/2203/273,909 4,236 3,824 0.3 %(3) (5) (6) (7) (27)
3,909 4,236 3,824 
Jones Fish Hatcheries & Distributors LLCConsumer ProductsFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 10.5% Cash02/2202/282,785 2,738 2,680 0.2 %(5) (6) (7) (9)
First Lien Senior Secured Term LoanSOFR + 5.75%%, 10.6% Cash02/2202/28696 675 675 0.1 %(6) (7) (20) (33)
RevolverLIBOR + 5.50%, 10.5% Cash02/2202/28— (7)(16)— %(6) (7) (9) (33)
LLC Units (974.68 units)N/A02/22N/A97 162 — %(6) (31) (33)
3,481 3,503 3,501 
18
Barings Private Credit Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
March 31, 20222023
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Type of Investment(1)(2)
Principal
Amount		CostFair
Value
Premium Invest (0.5%)*(3) (5) (6) (7) (14)
Brokerage, Asset Managers & ExchangesFirst Lien Senior Secured Term Loan (EURIBOR + 6.0%, 6.0% Cash, Acquired 06/21, Due 06/28)$4,117 $4,339 $4,117 
4,117 4,339 4,117 
Preqin MC Limited (0.3%)*(3) (5) (6) (7) (21)
Banking, Finance, Insurance & Real EstateFirst Lien Senior Secured Term Loan (SOFR + 5.5%, 5.5% Cash, Acquired 08/21, Due 07/28)2,500 2,431 2,455 
2,500 2,431 2,455 
Professional Datasolutions, Inc. (PDI) (1.4%)*(5) (6) (7) (9)
Application SoftwareFirst Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, Acquired 05/21, Due 10/24)11,850 11,799 11,691 
11,850 11,799 11,691 
ProfitOptics, LLC (0.1%)*(6)
Technology
First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.5% Cash, Acquired 03/22, Due 02/28)(5) (7) (9)
708 694 694 
Revolver (LIBOR + 5.75%, 6.5% Cash, Acquired 03/22, Due 02/28)(7) (9)
— (4)(4)
Second Lien Senior Subordinated Term Loan (8.0% Cash, Acquired 03/22, Due 02/29)32 32 32 
LLC Units (96,774.2 units, Acquired 03/22)65 65 
740 787 787 
Protego Bidco B.V. (0.1%)*(3) (5) (6) (7) (14)
Aerospace & DefenseFirst Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 05/21, Due 03/27)133 139 131 
First Lien Senior Secured Term Loan (EURIBOR + 6.0%, 6.0% Cash, Acquired 05/21, Due 03/28)487 507 473 
620 646 604 
QPE7 SPV1 BidCo Pty Ltd (0.6%)*(3) (5) (6) (7) (17)
Consumer CyclicalFirst Lien Senior Secured Term Loan (BBSY + 5.5%, 6.0% Cash, Acquired 09/21, Due 09/26)4,919 4,645 4,860 
4,919 4,645 4,860 
Questel Unite (0.3%)*(3) (5) (6) (7)
Business Services
First Lien Senior Secured Term Loan (EURIBOR + 6.25%, 6.3% Cash, Acquired 05/21, Due 12/27)(14)
1,967 1,985 1,967 
First Lien Senior Secured Term Loan (LIBOR + 6.25%, 6.8% Cash, Acquired 05/21, Due 12/27)(9)
1,000 987 1,000 
2,967 2,972 2,967 
Recovery Point Systems, Inc. (0.3%)*(5) (6) (7) (9)
TechnologyFirst Lien Senior Secured Term Loan (LIBOR + 6.5%, 7.5% Cash, Acquired 05/21, Due 08/26)2,448 2,448 2,428 
2,448 2,448 2,428 
Renaissance Holding Corp. (1.1%)*(5) (7) (8)
Application SoftwareSecond Lien Senior Secured Term Loan (LIBOR + 7.0%, 7.1% Cash, Acquired 05/21, Due 05/26)9,325 9,302 9,221 
9,325 9,302 9,221 
Renovation Parent Holdings, LLC (1.7%)*(6)
Home furnishings
First Lien Senior Secured Term Loan (LIBOR + 5.50%, 6.5% Cash, Acquired 11/21, Due 11/27)(5) (7) (9)
14,563 14,219 14,245 
Partnership Equity (592,105.3 units, Acquired 11/21)592 592 
14,563 14,811 14,837 
REP SEKO MERGER SUB LLC (1.6%)*(5) (6) (7)
Air Freight & Logistics
First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 05/21, Due 12/26)(9)
7,518 7,499 7,413 
First Lien Senior Secured Term Loan (EURIBOR + 5.0%, 6.0% Cash, Acquired 05/21, Due 12/26)(14)
6,162 6,330 6,084 
13,680 13,829 13,497 
Resonetics, LLC (1.2%)*(5) (6) (7) (9)
Health Care EquipmentSecond Lien Senior Secured Term Loan (LIBOR + 7.0%, 7.8% Cash, Acquired 05/21, Due 04/29)10,304 10,111 10,124 
10,304 10,111 10,124 
RevSpring, Inc. (0.3%)*(5) (6) (7) (9)
Business ServicesSecond Lien Senior Secured Term Loan (LIBOR + 8.25%, 9.3% Cash, Acquired 05/21, Due 10/26)2,556 2,509 2,556 
2,556 2,509 2,556 
Reward Gateway (UK) Ltd (1.5%)*(3) (5) (6) (7) (22)
Precious Metals & MineralsFirst Lien Senior Secured Term Loan (SONIA + 6.75%, 6.8% Cash, Acquired 08/21, Due 06/28)13,226 13,562 12,925 
13,226 13,562 12,925 
Riedel Beheer B.V. (0.2%)*(3) (5) (6) (7) (14)
Food & BeverageFirst Lien Senior Secured Term Loan (EURIBOR + 5.5%, 5.5% Cash, Acquired 12/21, Due 12/28)1,858 1,836 1,808 
1,858 1,836 1,808 
Portfolio CompanyIndustryInvestment Type(1)(2)InterestAcq. DateMaturity DatePrincipal
Amount		CostFair
Value		% of Net Assets *Notes
Kano Laboratories LLCChemicals, Plastics & RubberFirst Lien Senior Secured Term LoanLIBOR + 5.00%, 10.1% Cash05/2111/26$2,855 $2,821 $2,808 0.3 %(5) (6) (7) (10)
2,855 2,821 2,808 
Kid Distro Holdings, LLCMedia & EntertainmentFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.9% Cash10/2110/2723,577 23,205 23,341 2.1 %(5) (6) (7) (9)
LLC Units (1,062,795.2 units)N/A10/21N/A1,064 999 0.1 %(6) (31) (33)
23,577 24,269 24,340 
Kona Buyer, LLCHigh Tech IndustriesFirst Lien Senior Secured Term LoanSOFR + 4.75%, 9.6% Cash05/2112/2714,614 14,410 14,399 1.3 %(5) (6) (7) (19)
14,614 14,410 14,399 
KSLB Holdings, LLCBeverage, Food and TobaccoFirst Lien Senior Secured Term LoanLIBOR + 4.50%, 9.4% Cash05/2107/255,948 5,738 5,442 0.5 %(5) (6) (7) (9)
5,948 5,738 5,442 
Lambir Bidco LimitedHealthcareFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 9.3% Cash12/2112/282,222 2,226 2,115 0.2 %(3) (5) (6) (7) (12)
Second Lien Senior Secured Term Loan12.0% PIK12/2106/29706 711 656 0.1 %(3) (6) (33)
2,928 2,937 2,771 
Lattice Group Holdings Bidco LimitedTechnologyFirst Lien Senior Secured Term LoanSOFR + 5.75%, 9.9% Cash05/2205/29709 688 674 0.1 %(3) (5) (6) (7) (19)
RevolverSOFR + 5.75%, 10.1% Cash05/2211/2835 35 34 — %(3) (6) (7) (19) (33)
744 723 708 
LeadsOnline, LLCBusiness Equipment & ServicesFirst Lien Senior Secured Term LoanLIBOR +4.75%, 9.5% Cash02/2202/2812,885 12,697 12,746 1.1 %(5) (6) (7) (9)
RevolverLIBOR + 4.75%, 9.5% Cash02/2202/28— (28)(21)— %(6) (7) (9) (33)
LLC Units (39,370.1 units)N/A02/22N/A39 54 — %(6) (33)
12,885 12,708 12,779 
Liberty Steel Holdings USA Inc.Industrial OtherRevolverSOFR + 4.50%, 9.3% Cash04/2204/257,500 7,449 7,449 0.7 %(5) (6) (7) (19)
7,500 7,449 7,449 
Life Extension Institute, Inc.Healthcare & PharmaceuticalsFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 10.3% Cash05/2102/246,962 6,962 6,962 0.6 %(5) (6) (7) (8)
6,962 6,962 6,962 
Listrac Bidco LimitedHealth CareFirst Lien Senior Secured Term LoanSONIA + 6.00%, 9.9% Cash02/2302/27979 946 979 0.1 %(3) (6) (7) (23) (33)
Super Senior Secured Term LoanSONIA + 12.00%, 15.9% Cash02/2308/26167 156 161 — %(3) (6) (7) (23) (33)
Common Stock (255 shares)N/A03/23N/A— 494 421 — %(3) (6) (31) (33)
1,146 1,596 1,561 
LivTech Purchaser, Inc.Business ServicesFirst Lien Senior Secured Term LoanLIBOR + 5.00%, 9.9% Cash05/2112/251,527 1,514 1,502 0.1 %(5) (6) (7) (9)
1,527 1,514 1,502 
Long Term Care Group, Inc.HealthcareFirst Lien Senior Secured Term LoanLIBOR + 6.00%, 11.2% Cash04/2209/274,179 4,108 3,398 0.3 %(5) (6) (7) (8)
4,179 4,108 3,398 
Marmoutier Holding B.V.Consumer ProductsFirst Lien Senior Secured Term LoanEURIBOR + 6.00%, 8.8% Cash12/2112/24363 331 310 — %(3) (5) (6) (7) (13)
First Lien Senior Secured Term LoanEURIBOR + 6.00%, 8.8% Cash12/2112/281,858 1,890 1,603 0.1 %(3) (5) (6) (7) (13)
RevolverEURIBOR + 5.00%, 7.8% Cash12/2106/2746 42 25 — %(3) (6) (7) (12) (33)
2,267 2,263 1,938 
19
Barings Private Credit Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
March 31, 20222023
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Type of Investment(1)(2)
Principal
Amount		CostFair
Value
ROI Solutions LLC (1.0%)*(5) (6) (7) (9)
Business ServicesFirst Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 05/21, Due 08/24)$8,474 $8,474 $8,474 
8,474 8,474 8,474 
RPX Corporation (2.0%)*(5) (6) (7) (9)
Research & Consulting ServicesFirst Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 05/21, Due 10/25)17,643 17,368 17,313 
17,643 17,368 17,313 
Safety Products Holdings, LLC (0.6%)*(5) (6) (7) (8)
Non-durable Consumer GoodsFirst Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 05/21, Due 12/26)5,400 5,257 5,383 
5,400 5,257 5,383 
Sandvine Corporation (1.0%)*(5) (6) (7) (8)
Communications EquipmentSecond Lien Senior Secured Term Loan (LIBOR + 8.0%, 8.1% Cash, Acquired 05/21, Due 11/26)8,685 8,656 8,685 
8,685 8,656 8,685 
Sanoptis SARL (2.4%)*(3) (5) (6) (7)
Healthcare & Pharmaceuticals
First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 05/21, Due 05/26)(15)
1,113 1,186 1,110 
First Lien Senior Secured Term Loan (EURIBOR + 6.0%, 6.0% Cash, Acquired 05/21, Due 05/26)(15)
16,347 16,413 16,347 
First Lien Senior Secured Term Loan (SARON + 5.75%, 5.8% Cash, Acquired 05/21, Due 05/26)(27)
386 384 386 
First Lien Senior Secured Term Loan (SARON + 6.0%, 6.0% Cash, Acquired 05/21, Due 05/26)(27)
2,670 2,689 2,670 
20,516 20,672 20,513 
Scaled Agile, Inc. (0.2%)*(6) (7) (9)
Research & Consulting Services
First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.3% Cash, Acquired 05/21, Due 12/28)(5)
1,748 1,707 1,728 
Revolver (LIBOR + 5.5%, 6.3% Cash, Acquired 05/21, Due 12/28)— (6)(3)
1,748 1,701 1,725 
Simulation Software Investment Company Pty Ltd (0.2%)*(3) (5) (6) (7)
Business Services
First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 05/21, Due 09/22)(9)
639 638 639 
First Lien Senior Secured Term Loan (BBSY + 5.5%, 5.6% Cash, Acquired 05/21, Due 09/22)(17)
676 696 676 
1,315 1,334 1,315 
SISU ACQUISITIONCO., INC. (0.3%)*(5) (6) (7) (9)
Aerospace & DefenseFirst Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 05/21, Due 12/26)2,545 2,505 2,435 
2,545 2,505 2,435 
Smartling, Inc. (1.7%)*(6) (7) (9)
Technology
First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 11/21, Due 10/27)(5)
14,529 14,215 14,242 
Revolver (LIBOR + 5.75%, 6.8% Cash, Acquired 11/21, Due 10/27)— (19)(18)
14,529 14,196 14,224 
SN BUYER, LLC (0.6%)*(5) (6) (7) (8)
Health Care ServicesFirst Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 05/21, Due 12/26)5,185 5,122 5,185 
5,185 5,122 5,185 
Springbrook Software (SBRK Intermediate, Inc.) (0.8%)*(5) (6) (7) (8)
Enterprise Software & ServicesFirst Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 05/21, Due 12/26)6,757 6,675 6,629 
6,757 6,675 6,629 
SPT Acquico Limited (0.2%)*(3) (5) (6) (7) (9)
High Tech IndustriesFirst Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 05/21, Due 12/27)1,807 1,767 1,807 
1,807 1,767 1,807 
SSCP Pegasus Midco Limited (0.1%)*(3) (5) (6) (7) (11)
Healthcare & PharmaceuticalsFirst Lien Senior Secured Term Loan (GBP LIBOR + 6.75%, 7.7% Cash, Acquired 05/21, Due 11/27)741 763 721 
741 763 721 
SSCP Spring Bidco Limited (0.1%)*(3) (5) (6) (7) (23)
Health CareFirst Lien Senior Secured Term Loan (SONIA + 6.0%, 6.5% Cash, Acquired 05/21, Due 07/25)1,082 1,149 1,080 
1,082 1,149 1,080 
SSCP Thermal Bidco SAS (0.1%)*(3) (5) (6) (7)
Industrial Machinery
First Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 05/21, Due 07/24)(15)
741 804 741 
First Lien Senior Secured Term Loan (LIBOR + 5.25%, 5.4% Cash, Acquired 05/21, Due 07/24)(10)
98 98 98 
839 902 839 
Portfolio CompanyIndustryInvestment Type(1)(2)InterestAcq. DateMaturity DatePrincipal
Amount		CostFair
Value		% of Net Assets *Notes
Marshall Excelsior Co.Capital GoodsFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.5% Cash02/2202/28$5,689 $5,610 $5,619 0.5 %(5) (6) (7) (19)
RevolverPrime + 5.50%, 13.5% Cash02/2202/28835 822 824 0.1 %(6) (7) (30) (33)
6,524 6,432 6,443 
MC Group Ventures CorporationBusiness ServicesFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 10.3% Cash07/2106/276,571 6,459 6,509 0.6 %(5) (6) (7) (9)
Partnership Units (560 Units)N/A06/21N/A560 679 0.1 %(6) (31) (33)
6,571 7,019 7,188 
Media Recovery, Inc. (SpotSee)Containers, Packaging & GlassFirst Lien Senior Secured Term LoanSONIA + 6.00%, 10.2% Cash05/2111/25864 972 864 0.1 %(5) (6) (7) (21)
864 972 864 
Median B.V.HealthcareFirst Lien Senior Secured Term LoanSONIA + 6.00%, 9.4% Cash02/2210/276,120 6,522 5,094 0.5 %(3) (5) (7) (23)
6,120 6,522 5,094 
Medical Solutions Parent Holdings, Inc.HealthcareSecond Lien Senior Secured Term LoanSOFR + 7.00%, 12.0% Cash11/2111/294,421 4,383 4,001 0.4 %(5) (7) (19)
4,421 4,383 4,001 
Medplast Holdings, Inc.Health CareSecond Lien Senior Secured Term LoanLIBOR + 7.75%, 12.6% Cash05/2107/269,325 8,755 7,894 0.7 %(5) (7) (8)
9,325 8,755 7,894 
Mercell Holding ASTechnologyFirst Lien Senior Secured Term LoanNIBOR + 6.00%, 9.0% Cash08/2208/292,999 3,129 2,925 0.3 %(3) (5) (6) (29)
Class A Units (114.4 units)N/A08/22N/A111 115 — %(3) (6) (31) (33)
Class B Units (28,943.8 units)N/A08/22N/A— 54 — %(3) (6) (31) (33)
2,999 3,240 3,094 
Mertus 522. GmbHHealth CareFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 9.5% Cash05/2105/263,896 3,926 3,662 0.3 %(3) (5) (6) (7) (13)
3,896 3,926 3,662 
Metis BidCo Pty LimitedBusiness Equipment & ServicesFirst Lien Senior Secured Term LoanBBSY + 5.25%, 8.5% Cash05/2104/26382 439 382 — %(3) (5) (6) (16)
382 439 382 
MNS Buyer, Inc.Construction and BuildingFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 10.5% Cash08/2108/27909 895 792 0.1 %(5) (6) (7) (8)
Partnership Units (76.92 Units)N/A08/21N/A77 25 — %(6) (31) (33)
909 972 817 
Modern Star Holdings Bidco Pty LimitedNon-durable Consumer GoodsFirst Lien Senior Secured Term LoanBBSY + 6.25%, 9.7% Cash05/2112/26774 859 763 0.1 %(3) (5) (6) (7) (15)
774 859 763 
Mold-Rite Plastics, LLCContainers, Packaging & GlassSecond Lien Senior Secured Term LoanLIBOR + 7.00%, 11.2% Cash09/2109/2913,983 12,756 8,949 0.8 %(5) (6) (7) (10)
13,983 12,756 8,949 
Murphy Midco LimitedMedia, Diversified & ProductionFirst Lien Senior Secured Term LoanSONIA + 5.00%, 8.2% Cash05/2111/27642 704 627 0.1 %(3) (5) (6) (7) (23)
642 704 627 
Music Reports, Inc.Media & EntertainmentFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 10.2% Cash05/2108/262,441 2,413 2,415 0.2 %(5) (6) (7) (8)
2,441 2,413 2,415 
Napa Bidco Pty LtdHealthcareFirst Lien Senior Secured Term LoanBBSY + 6.00%, 9.6% Cash03/2203/2813,139 13,783 12,035 1.1 %(3) (5) (6) (7) (17)
13,139 13,783 12,035 
20
Barings Private Credit Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
March 31, 20222023
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Type of Investment(1)(2)
Principal
Amount		CostFair
Value
Starnmeer B.V. (1.5%)*(3) (5) (6) (7) (9)
TechnologyFirst Lien Senior Secured Term Loan (LIBOR + 6.4%, 6.7% Cash, Acquired 10/21, Due 04/27)$13,388 $13,201 $13,216 
13,388 13,201 13,216 
Superjet Buyer, LLC (2.7%)*(6) (7) (9)
Technology
First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.5% Cash, Acquired 12/21, Due 12/27)(5)
23,175 22,727 22,750 
Revolver (LIBOR + 5.75%, 6.5% Cash, Acquired 12/21, Due 12/27)— (35)(33)
23,175 22,692 22,717 
Syntax Systems Ltd (0.8%)*(3) (6) (7) (8)
Technology
First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.3% Cash, Acquired 11/21, Due 10/28)(5)
6,443 6,368 6,361 
Revolver (LIBOR + 5.5%, 6.3% Cash, Acquired 11/21, Due 10/26)516 507 507 
6,959 6,875 6,868 
TA SL Cayman Aggregator Corp.
(0.1%)*(6)
TechnologySubordinated Term Loan (7.75% PIK, Acquired 07/21, Due 07/28)1,010 993 994 
Common Stock (770 shares, Acquired 07/21)24 37 
1,010 1,017 1,031 
Tank Holding Corp (1.6%)*(6) (7) (19)
Metal & Glass Containers
First Lien Senior Secured Term Loan (SOFR + 6.0%, 6.8% Cash, Acquired 03/22, Due 03/28)(5)
14,345 14,023 14,023 
Revolver (SOFR + 6.0%, 6.8% Cash, Acquired 03/22, Due 03/28)— (15)(15)
14,345 14,008 14,008 
Techone B.V. (0.5%)*(3) (6) (7) (14)
Technology
First Lien Senior Secured Term Loan (EURIBOR + 5.5%, 5.5% Cash, Acquired 11/21, Due 11/28)(5)
3,958 3,911 3,845 
Revolver (EURIBOR + 5.5%, 5.5% Cash, Acquired 11/21, Due 05/28)49 45 45 
4,007 3,956 3,890 
Tencarva Machinery Company, LLC (0.6%)*(6) (7) (9)
Capital Equipment
First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 12/21, Due 12/27)(5)
5,486 5,378 5,384 
Revolver (LIBOR + 5.5%, 6.5% Cash, Acquired 12/21, Due 12/27)(19)(18)
5,486 5,359 5,366 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC) (0.7%)*(6)
Brokerage, Asset Managers & Exchanges
First Lien Senior Secured Term Loan (LIBOR + 4.25%, 5.3% Cash, Acquired 10/21, Due 12/27)(5) (7) (9)
1,264 1,163 1,189 
Revolver (LIBOR + 4.25%, 5.3% Cash, Acquired 10/21, Due 12/27)(7) (9)
— (21)(17)
Subordinated Term Loan (7.8% PIK, Acquired 10/21, Due 10/28)4,974 4,879 4,888 
6,238 6,021 6,060 
The Hilb Group, LLC (0.5%)*(5) (6) (7) (9)
Insurance BrokerageFirst Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 05/21, Due 12/26)3,633 3,539 3,551 
First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 05/21, Due 12/26)642 527 506 
4,275 4,066 4,057 
The Octave Music Group, Inc. (fka TouchTones Interactive Networks, Inc.) (0.3%)*(5) (6) (7) (8)
EntertainmentFirst Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, 0.75% PIK, Acquired 05/21, Due 05/25)2,295 2,258 2,249 
2,295 2,258 2,249 
Total Safety U.S. Inc. (0.3%)*(7) (10)
Diversified Support ServicesFirst Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 08/21, Due 08/25)2,407 2,383 2,335 
2,407 2,383 2,335 
Trident Maritime Systems, Inc. (1.1%)*(5) (6) (7) (9)
Aerospace & DefenseFirst Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 05/21, Due 02/27)9,029 8,896 9,029 
9,029 8,896 9,029 
Truck-Lite Co., LLC (1.7%)*(5) (6) (7) (9)
Automotive Parts & EquipmentFirst Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.3% Cash, Acquired 05/21, Due 12/26)14,440 14,203 14,137 
14,440 14,203 14,137 
TSM II Luxco 10 SARL (1.1%)*(3) (5) (6) (7) (15)
Chemical & PlasticsSecond Lien Senior Secured Term Loan (EURIBOR + 8.75%, 8.8% Cash, Acquired 03/22, Due 03/27)9,458 9,060 9,079 
9,458 9,060 9,079 
Portfolio CompanyIndustryInvestment 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%, 10.7% Cash12/2112/27$4,545 $4,481 $4,341 0.4 %(5) (6) (7) (8)
RevolverLIBOR + 5.50%, 10.3% Cash12/2112/27106 91 58 — % (6) (7) (9) (33)
Class A Preferred Stock (3,708.01 shares)N/A12/21N/A371 376 — %(6) (31) (33)
Class B Common Stock (412 shares)N/A12/21N/A41 4 — %(6) (31) (33)
4,651 4,984 4,779 
Navia Benefit Solutions, Inc.Healthcare & PharmaceuticalsFirst Lien Senior Secured Term LoanSOFR + 5.75%, 10.5% Cash05/2102/273,993 3,949 3,926 0.4 %(5) (6) (7) (18)
First Lien Senior Secured Term LoanSOFR + 6.00%, 10.7% Cash05/2102/27569 563 559 — %(6) (7) (19) (33)
First Lien Senior Secured Term LoanSOFR + 6.50%, 11.2% Cash11/2202/272,036 1,989 1,991 0.2 %(5) (6) (7) (19)
6,598 6,501 6,476 
NeoxCoInternet Software & ServicesFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 9.4% Cash01/2301/302,109 2,035 2,031 0.2 %(3) (5) (6) (7) (13)
2,109 2,035 2,031 
Net Health Acquisition Corp.Health Care TechnologyFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.6% Cash05/2112/053,590 3,569 3,568 0.3 %(5) (6) (7) (8)
First Lien Senior Secured Term LoanLIBOR + 5.75%, 10.6% Cash05/2112/257,343 7,298 7,298 0.7 %(5) (6) (7) (8)
10,933 10,867 10,866 
Nexus Underwriting Management LimitedOther FinancialFirst Lien Senior Secured Term LoanSONIA + 5.25%, 7.4% Cash10/2110/284,189 4,438 4,105 0.4 %(3) (5) (6) (7) (23)
RevolverSONIA + 5.25%, 7.4% Cash10/2104/23150 161 150 — %(3) (6) (7) (23) (33)
4,339 4,599 4,255 
NF Holdco, LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 6.50%, 11.4%03/2302/298,561 8,304 8,303 0.7 %(6) (7) (19) (33)
RevolverSOFR + 6.50%, 11.4%03/2302/29— (44)(44)— %(6) (7) (19) (33)
8,561 8,260 8,259 
Northstar Recycling, LLCEnvironmental IndustriesFirst Lien Senior Secured Term LoanSOFR + 4.75%, 9.9% Cash10/2109/276,113 6,017 6,049 0.5 %(5) (6) (7) (19)
6,113 6,017 6,049 
Novotech Aus Bidco Pty LtdHealthcareFirst Lien Senior Secured Term LoanBBSY + 5.25%, 8.8% Cash01/2201/283,860 4,110 3,714 0.3 %(3) (5) (6) (7) (17)
First Lien Senior Secured Term LoanSOFR + 5.25%, 10.2% Cash01/2201/284,177 4,081 3,981 0.4 %(3) (5) (6) (7) (20)
8,037 8,191 7,695 
NPM Investments 28 B.V.HealthcareFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 9.3% Cash09/2210/294,364 3,812 4,242 0.4 %(3) (5) (6) (7) (12)
4,364 3,812 4,242 
OA Buyer, Inc.HealthcareFirst Lien Senior Secured Term LoanSOFR + 5.75%, 10.6% Cash12/2112/289,544 9,380 9,411 0.8 %(5) (6) (7) (19)
RevolverSOFR + 5.75%, 10.6% Cash12/2112/28— (22)(19)— %(6) (7) (19) (33)
Partnership Units (210,920.11 units)N/A12/21N/A211 226 — %(6) (31) (33)
9,544 9,569 9,618 
OAC Holdings I CorpAutomotiveFirst Lien Senior Secured Term LoanSOFR + 5.00%, 9.8% Cash03/2203/293,603 3,541 3,555 0.3 %(5) (6) (7) (19)
RevolverSOFR + 5.00%, 9.8% Cash03/2203/281,116 1,093 1,097 0.1 %(6) (7) (19) (33)
4,719 4,634 4,652 
OG III B.V.Containers & Glass ProductsFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 8.7% Cash06/2106/2815,197 16,188 14,323 1.3 %(3) (5) (6) (7) (12)
15,197 16,188 14,323 
21
Barings Private Credit Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
March 31, 20222023
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Type of Investment(1)(2)
Principal
Amount		CostFair
Value
Turbo Buyer, Inc. (1.1%)*(5) (6) (7) (9)
Finance CompaniesFirst Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 11/21, Due 12/25)$9,408 $9,171 $9,123 
9,408 9,171 9,123 
Turnberry Solutions, Inc. (0.3%)*(5) (6) (7) (20)
Consumer CyclicalFirst Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 07/21, Due 09/26)2,672 2,625 2,619 
2,672 2,625 2,619 
UKFast Leaders Limited (0.5%)*(3) (5) (6) (7) (22)
TechnologyFirst Lien Senior Secured Term Loan (SONIA + 7.1%, 7.1% Cash, Acquired 05/21, Due 9/27)4,649 4,874 4,547 
4,649 4,874 4,547 
USLS Acquisition, Inc. (f/k/a US Legal Support, Inc.) (0.3%)*(5) (6) (7) (9)
Legal ServicesFirst Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 05/21, Due 11/24)2,366 2,194 2,248 
2,366 2,194 2,248 
Utac Ceram (0.1%)*(3) (5) (6) (7)
Business Services
First Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 05/21, Due 09/27)(14)
890 943 875 
First Lien Senior Secured Term Loan (LIBOR + 5.25%, 5.5% Cash, Acquired 05/21, Due 09/27)(9)
243 237 239 
1,133 1,180 1,114 
Validity, Inc. (0.1%)*(5) (6) (7) (8)
IT Consulting & Other ServicesFirst Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.0% Cash, Acquired 05/21, Due 05/25)939 903 937 
939 903 937 
Victoria Bidco Limited (0.6%)*(3) (5) (6) (7) (23)
Industrial MachineryFirst Lien Senior Secured Term Loan (SONIA + 6.5%, 6.5% Cash, Acquired 03/22, Due 01/29)5,048 5,012 4,881 
5,048 5,012 4,881 
VistaJet Pass Through Trust 2021-1B (1.2%)*(6)
AirlinesStructured Secured Note - Class B (6.3% Cash, Acquired 11/21, Due 02/29)10,000 10,000 9,972 
10,000 10,000 9,972 
Vital Buyer, LLC (0.1%)*(6)
Technology
First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.3% Cash, Acquired 06/21, Due 06/28)(5) (7) (9)
982 964 982 
Partnership Units (1,096.2 units, Acquired 06/21)11 19 
982 975 1,001 
VP Holding Company (0.8%)*(5) (6) (7) (9)
Transportation ServicesFirst Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 05/21, Due 05/24)7,095 6,855 6,795 
7,095 6,855 6,795 
W2O Holdings, Inc. (0.0%)*(6) (9)
Healthcare TechnologyFirst Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.1% Cash, Acquired 05/21, Due 06/25)399 399 399 
399 399 399 
Woodland Foods, LLC (1.1%)*(6)
Food & Beverage
First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 12/21, Due 12/27)(5) (7) (9)
8,336 8,177 8,188 
Revolver (LIBOR + 5.5%, 6.5% Cash, Acquired 12/21, Due 12/27)(7) (9)
368 337 339 
Common Stock (1,204.46 shares, Acquired 12/21)1,204 1,204 
8,704 9,718 9,731 
World 50, Inc. (1.9%)*(5) (6) (7) (8)
Professional ServicesFirst Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, Acquired 05/21, Due 01/26)15,539 15,270 15,293 
First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 05/21, Due 01/26)556 556 555 
16,095 15,826 15,848 
ZB Holdco LLC (0.3%)*(6)
Food & Beverage
First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 02/22, Due 02/28)(5) (7) (9)
2,705 2,626 2,623 
Revolver (LIBOR + 5.0%, 6.0% Cash, Acquired 02/22, Due 02/28)(7) (9)
— (17)(17)
LLC Units (152.7 units, Acquired 02/22)153 153 
2,705 2,762 2,759 
Zeppelin Bidco Limited (0.3%)*(6) (7) (22)
Services: BusinessFirst Lien Senior Secured Term Loan (SONIA + 6.25%, 6.3% Cash, Acquired 03/22, Due 03/29)2,827 2,714 2,701 
Revolver (SONIA + 6.25%, 6.3% Cash, Acquired 03/22, Due 03/23)— (1)(1)
2,827 2,713 2,700 
Subtotal Non–Control / Non–Affiliate Investments (173.3%)1,493,373 1,487,819 1,479,698 
Portfolio CompanyIndustryInvestment Type(1)(2)InterestAcq. DateMaturity DatePrincipal
Amount		CostFair
Value		% of Net Assets *Notes
Omni Intermediate Holdings, LLCTransportationFirst Lien Senior Secured Term LoanSOFR + 5.00%, 9.9% Cash05/2112/26$20,072 $19,878 $19,530 1.7 %(5) (6) (7) (19)
First Lien Senior Secured Term LoanSOFR + 5.00%, 9.9% Cash06/2212/264,988 4,891 4,831 0.4 %(5) (6) (7) (19)
25,060 24,769 24,361 
Options Technology Ltd.Computer ServicesFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 9.0% Cash05/2112/258,509 8,392 8,271 0.7 %(3) (5) (6) (7) (10)
8,509 8,392 8,271 
Oracle Vision Bidco LimitedHealthcareFirst Lien Senior Secured Term LoanSONIA + 4.75%, 7.7% Cash06/2105/281,371 1,528 1,371 0.1 %(3) (5) (6) (7) (23)
1,371 1,528 1,371 
Origin Bidco LimitedTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 8.4% Cash06/2106/28360 395 351 — %(3) (5) (6) (7) (12)
First Lien Senior Secured Term LoanLIBOR + 5.75%, 10.7% Cash06/2106/28597 584 582 0.1 %(3) (5) (6) (7) (9)
957 979 933 
OSP Hamilton Purchaser, LLCTechnologyFirst Lien Senior Secured Term LoanLIBOR + 6.00%, 11.0% Cash12/2112/272,258 2,221 2,190 0.2 %(5) (6) (7) (9)
First Lien Senior Secured Term LoanSOFR + 6.00%, 10.9% Cash12/2212/272,274 2,209 2,206 0.2 %(5) (6) (7) (19)
First Lien Senior Secured Term LoanSOFR + 6.25%, 11.1%% Cash03/2312/2714,025 13,606 13,604 1.2 % (6) (7) (19) (33)
RevolverLIBOR + 6.00%, 11.0% Cash12/2112/2756 30 28 — %(6) (7) (9) (33)
LP Units (60,040 units)N/A07/22N/A634 652 0.1 %(6) (31) (33)
18,613 18,700 18,680 
Panoche Energy Center LLCElectricFirst Lien Senior Secured Bond6.9% Cash07/2207/294,636 4,185 4,312 0.4 %(6) (33)
4,636 4,185 4,312 
Panther Bidco Pty Ltd (Junior Adventures Group)Consumer ServicesFirst Lien Senior Secured Term LoanBBSY + 6.00%, 9.4% Cash05/2106/24647 746 621 0.1 %(3) (5) (6) (17)
647 746 621 
Pare SAS (SAS Maurice MARLE)Health Care EquipmentFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 8.6% Cash, 0.75% PIK05/2112/26$539 $594 $525 — %(3) (5) (6) (7) (13)
First Lien Senior Secured Term LoanSOFR + 6.50%, 10.2% Cash11/2210/264,900 4,716 4,718 0.4 %(3) (5) (6) (7) (19)
5,439 5,310 5,243 
Patriot New Midco 1 Limited (Forensic Risk Alliance)Diversified Financial ServicesFirst Lien Senior Secured Term LoanEURIBOR + 6.75%, 9.4% Cash05/2102/27361 398 345 — %(3) (5) (6) (7) (12)
First Lien Senior Secured Term LoanLIBOR + 6.75%, 11.4% Cash05/2102/27443 439 423 — %(3) (5) (6) (7) (9)
804 837 768 
PDQ.Com CorporationBusiness Equipment & ServicesFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 9.7% Cash08/2108/2716,919 16,619 16,707 1.5 %(5) (6) (7) (9)
Class A-2 Partnership Units (86.4 units)N/A08/21N/A86 136 — %(6) (31) (33)
16,919 16,705 16,843 
PEGASUS TRANSTECH HOLDING, LLCTruckingFirst Lien Senior Secured Term LoanLIBOR + 6.75%, 11.6% Cash05/2111/249,955 9,929 9,667 0.9 %(5) (6) (7) (8)
9,955 9,929 9,667 
Perforce Software, Inc.Internet Software & ServicesSecond Lien Senior Secured Term LoanLIBOR + 8.00%, 12.8% Cash05/2107/276,497 6,437 6,335 0.6 %(5) (6) (7) (8)
6,497 6,437 6,335 
22
Barings Private Credit Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
March 31, 20222023
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Type of Investment(1)(2)
Principal
Amount		CostFair
Value
Affiliate Investments: (4)
Eclipse Business Capital, LLC (10.4%)*(6)
Banking, Finance, Insurance, & Real EstateSecond Lien Senior Secured Term Loan (7.5% Cash, Acquired 07/21, Due 07/28)$3,209 $3,179 $3,209 
Revolver (LIBOR + 7.25%, Acquired 07/21. Due 07/28)(8)
1,925 1,839 1,925 
LLC Units (63,139,338 units, Acquired 07/21)63,423 83,552 
5,134 68,441 88,686 
Thompson Rivers LLC (3.5%)*(3)
Investment Funds & Vehicles6.3% Member Interest, Acquired 08/2132,226 30,028 
32,226 30,028 
Waccamaw River LLC (2.3%)*(3)
Investment Funds & Vehicles20% Member Interest, Acquired 08/2120,502 20,021 
20,502 20,021 
Subtotal Affiliate Investments (16.3%)5,134 121,169 138,735 
Total Investments, March 31, 2022 (189.6%)*$1,498,507 $1,608,988 $1,618,433 
Portfolio CompanyIndustryInvestment Type(1)(2)InterestAcq. DateMaturity DatePrincipal
Amount		CostFair
Value		% of Net Assets *Notes
Perimeter Master Note Business TrustCredit Card ABSStructured Secured Note - Class A4.7% Cash05/2205/27$182 $182 $177 — %(3) (6) (33)
Structured Secured Note - Class B5.4% Cash05/2205/27182 182 172 — %(3) (6) (33)
Structured Secured Note - Class C5.9% Cash05/2205/27182 182 166 — %(3) (6) (33)
Structured Secured Note - Class D8.5% Cash05/2205/27182 182 161 — %(3) (6) (33)
Structured Secured Note - Class E11.4% Cash05/2205/279,274 9,274 8,185 0.7 %(3) (6) (33)
10,002 10,002 8,861 
Permaconn BidCo Pty LtdTele-communicationsFirst Lien Senior Secured Term LoanBBSY + 6.00%, 9.7% Cash12/2112/277,475 7,813 7,355 0.7 %(3) (5) (6) (7) (16)
7,475 7,813 7,355 
Polara Enterprises, L.L.C.Capital EquipmentFirst Lien Senior Secured Term LoanSOFR + 4.75%, 9.8% Cash12/2112/274,200 4,132 4,138 0.4 %(5) (6) (7) (20)
First Lien Senior Secured Term LoanSOFR + 4.75%, 9.8% Cash06/2212/272,571 2,526 2,533 0.2 %(5) (6) (7) (19)
RevolverSOFR + 4.75%, 9.8% Cash12/2112/27— (15)(14)— %(6) (7) (20) (33)
Partnership Units (7,408.6 units)N/A12/21N/A741 933 0.1 %(6) (31) (33)
6,771 7,384 7,590 
Policy Services Company, LLCProperty & Casualty InsuranceFirst Lien Senior Secured Term LoanLIBOR + 6.00%, 10.8% Cash, 4.0% PIK12/2106/2652,468 51,083 51,339 4.6 %(6) (7) (8) (33)
Warrants - Class A (2.6774 units)N/A12/21N/A— 315 — %(5) (6) (31)
Warrants - Class B (0.9036 units)N/A12/21N/A— 106 — %(5) (6) (31)
Warrants - Class CC (0.0929 units)N/A12/21N/A— — — %(5) (6) (31)
Warrants - Class D (0.2586 units)N/A12/21N/A— 30 — %(5) (6) (31)
52,468 51,083 51,790 
Premium Franchise Brands, LLCResearch & Consulting ServicesFirst Lien Senior Secured Term LoanLIBOR +6.25%, 11.1% Cash05/2112/2624,596 24,252 24,317 2.2 %(5) (6) (7) (9)
24,596 24,252 24,317 
Premium InvestBrokerage, Asset Managers & ExchangesFirst Lien Senior Secured Term LoanEURIBOR + 5.25%, 8.0% Cash06/2106/284,563 4,727 4,563 0.4 %(3) (5) (6) (7) (13)
4,563 4,727 4,563 
Preqin MC LimitedBanking, Finance, Insurance & Real EstateFirst Lien Senior Secured Term LoanSOFR + 5.25%, 10.0% Cash08/2107/282,500 2,440 2,435 0.2 %(3) (5) (6) (7) (20)
2,500 2,440 2,435 
Professional Datasolutions, Inc. (PDI)Application SoftwareFirst Lien Senior Secured Term LoanLIBOR + 4.50%, 9.3% Cash05/2110/2411,698 11,666 11,347 1.0 %(5) (6) (7) (9)
11,698 11,666 11,347 
ProfitOptics, LLCTechnologyFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.8% Cash03/2203/28659 648 655 0.1 %(5) (6) (7) (10)
RevolverLIBOR + 5.75%, 10.8% Cash03/2203/2871 68 70 — %(6) (7) (10) (33)
Second Lien Senior Subordinated Term Loan8.0% Cash03/2203/2932 32 30 — %(6) (33)
LLC Units (96,774.2 units)N/A03/22N/A65 75 — %(6) (31) (33)
762 813 830 
Protego Bidco B.V.Aerospace & DefenseFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 9.3% Cash05/2103/28476 510 452 — %(3) (5) (6) (7) (13)
RevolverEURIBOR + 5.25%, 8.3% Cash05/2103/27130 140 125 — %(3) (6) (7) (13) (33)
606 650 577 
Foreign Currency Forward Contracts:
DescriptionNotional Amount to be PurchasedNotional Amount to be SoldCounterpartySettlement DateUnrealized Appreciation (Depreciation)
Foreign currency forward contract (AUD)$30,062A$41,771BNP Paribas SA04/08/22$(1,261)
Foreign currency forward contract (AUD)A$41,771$31,240BNP Paribas SA04/08/2283 
Foreign currency forward contract (AUD)$31,414$41,873BNP Paribas SA07/07/22(38)
Foreign currency forward contract (CAD)$818C$1,044BNP Paribas SA04/08/22(18)
Foreign currency forward contract (CAD)C$1,044$832BNP Paribas SA04/08/224 
Foreign currency forward contract (CAD)$717C$897BNP Paribas SA07/07/22(1)
Foreign currency forward contract (DKK)2,114kr.$315BNP Paribas SA04/08/22— 
Foreign currency forward contract (DKK)$3232,114kr.BNP Paribas SA04/08/227 
Foreign currency forward contract (DKK)$3222,157kr.BNP Paribas SA07/07/22— 
Foreign currency forward contract (EUR)$118,625€104,621BNP Paribas SA04/08/222,541 
Foreign currency forward contract (EUR)€104,621$116,024BNP Paribas SA04/08/2260 
Foreign currency forward contract (EUR)$116,460€104,621BNP Paribas SA07/07/22(55)
Foreign currency forward contract (GBP)$31,219£23,206BNP Paribas SA04/08/22703 
Foreign currency forward contract (GBP)£23,206$30,349BNP Paribas SA04/08/22167 
Foreign currency forward contract (GBP)$23,985£18,353BNP Paribas SA07/07/22(144)
Foreign currency forward contract (NZD)$425NZ$626,371BNP Paribas SA04/08/22(10)
Foreign currency forward contract (NZD)NZ$626,371$434BNP Paribas SA04/08/221 
Foreign currency forward contract (NZD)$457NZD$661,419BNP Paribas SA07/07/22(2)
Foreign currency forward contract (SEK)5,483kr$588BNP Paribas SA04/08/22(2)
Foreign currency forward contract (SEK)$6075,483krBNP Paribas SA04/08/2220 
Foreign currency forward contract (SEK)$5995,569krBNP Paribas SA07/07/222 
Foreign currency forward contract (CHF)$19,853Fr.18,212BNP Paribas SA04/08/2282 
Foreign currency forward contract (CHF)Fr.18,212$19,543BNP Paribas SA04/08/22229 
Foreign currency forward contract (CHF)$19,796Fr.18,371BNP Paribas SA07/07/22(230)
Total Foreign Currency Forward Contracts, March 31, 2022$2,138 
23
Barings Private Credit Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
March 31, 2023
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustryInvestment Type(1)(2)InterestAcq. DateMaturity DatePrincipal
Amount		CostFair
Value		% of Net Assets *Notes
PSP Intermediate 4, LLCTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 5.25%, 8.2% Cash05/2205/29$888 $826 $825 0.1 %(3) (5) (6) (7) (12)
First Lien Senior Secured Term LoanLIBOR + 5.25%, 10.3% Cash05/2205/29866 844 832 0.1 %(3) (5) (6) (7) (9)
1,754 1,670 1,657 
QPE7 SPV1 BidCo Pty LtdConsumer CyclicalFirst Lien Senior Secured Term LoanBBSY + 3.75%, 7.4% Cash09/2109/267,206 7,402 6,903 0.6 %(3) (5) (6) (7) (15)
7,206 7,402 6,903 
Qualified Industries, LLCConsumer CyclicalFirst Lien Senior Secured Term LoanSOFR + 5.75%, 10.4% Cash03/2303/29909 882 882 0.1 %(6) (7) (19) (33)
RevolverSOFR + 5.75%, 10.4% Cash03/2303/29— (11)(11)— %(6) (7) (19) (33)
Preferred Stock (223 shares)N/A03/23N/A216 216 — %(6) (31) (33)
Common Stock (454,545 shares)N/A03/23N/A4 5 — %(6) (31) (33)
909 1,091 1,092 
Questel UniteBusiness ServicesFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 9.2% Cash05/2112/271,921 1,999 1,809 0.2 %(3) (5) (6) (7) (12)
First Lien Senior Secured Term LoanLIBOR + 6.25%, 11.3% Cash05/2112/271,000 989 976 0.1 %(3) (5) (6) (7) (9)
2,921 2,988 2,785 
R1 Holdings, LLCTransportationFirst Lien Senior Secured Term LoanSOFR + 6.25%, 11.1% Cash12/2212/2811,081 10,665 10,688 1.0 %(5) (6) (7) (20)
RevolverSOFR + 6.25%, 11.1% Cash12/2212/28472 405 408 — %(6) (7) (20) (33)
11,553 11,070 11,096 
Randys Holdings, Inc.Automobile ManufacturersFirst Lien Senior Secured Term LoanSOFR + 6.50%, 11.4% Cash11/2211/2816,505 15,904 15,936 1.4 %(5) (6) (7) (19)
RevolverSOFR + 6.50%, 11.4% Cash11/2211/28440 374 380 — %(6) (7) (19) (33)
Partnership Units (6,667 units)N/A11/22N/A667 665 0.1 %(6) (31) (33)
16,945 16,945 16,981 
Recovery Point Systems, Inc.TechnologyFirst Lien Senior Secured Term LoanSOFR + 6.50%, 11.3% Cash05/2107/262,423 2,423 2,423 0.2 %(5) (6) (7) (19)
2,423 2,423 2,423 
Renaissance Holding Corp.Application SoftwareSecond Lien Senior Secured Term LoanLIBOR + 7.00%, 11.8% Cash05/2105/269,325 9,307 9,096 0.8 %(5) (7) (8)
9,325 9,307 9,096 
Renovation Parent Holdings, LLCHome FurnishingsFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 10.4% Cash11/2111/2714,381 14,094 12,612 1.1 %(5) (6) (7) (9)
Partnership Equity (592,105.3 units)N/A11/21N/A592 195 — %(6) (31) (33)
14,381 14,686 12,807 
REP SEKO MERGER SUB LLCAir Freight & LogisticsFirst Lien Senior Secured Term LoanEURIBOR + 4.75%, 8.0% Cash05/2112/265,941 6,265 5,853 0.5 %(5) (6) (7) (11)
First Lien Senior Secured Term LoanEURIBOR + 4.75%, 8.0% Cash06/2212/2614,028 13,345 13,818 1.2 %(5) (6) (7) (13)
First Lien Senior Secured Term LoanLIBOR + 4.75%, 9.6% Cash05/2112/267,314 7,300 7,205 0.6 %(5) (6) (7) (8)
First Lien Senior Secured Term LoanLIBOR + 4.75%, 9.9% Cash05/2112/26623 622 608 0.1 %(6) (7) (8) (33)
27,906 27,532 27,484 
Resonetics, LLCHealth Care EquipmentSecond Lien Senior Secured Term LoanLIBOR + 7.00%, 12.3% Cash05/2104/2910,304 10,131 10,191 0.9 %(5) (6) (7) (9)
10,304 10,131 10,191 
RevSpring, Inc.Business ServicesSecond Lien Senior Secured Term LoanLIBOR + 8.25%, 13.4% Cash05/2110/262,556 2,518 2,556 0.2 %(5) (6) (7) (9)
2,556 2,518 2,556 
24
Barings Private Credit Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
March 31, 2023
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustryInvestment 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$12,421 $13,605 $12,259 1.1 %(3) (5) (6) (7) (23)
12,421 13,605 12,259 
Riedel Beheer B.V.Food & BeverageFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 9.3% Cash12/2112/282,253 2,250 2,107 0.2 %(3) (5) (6) (7) (12)
2,253 2,250 2,107 
ROI Solutions LLCBusiness ServicesFirst Lien Senior Secured Term LoanLIBOR + 5.00%, 10.2% Cash05/2108/248,465 8,465 8,465 0.8 %(5) (6) (7) (9)
8,465 8,465 8,465 
Royal Buyer, LLCIndustrial OtherFirst Lien Senior Secured Term LoanSOFR + 6.00%, 10.6% Cash08/2208/2814,857 14,533 14,573 1.3 %(5) (6) (7) (19)
RevolverSOFR + 6.00%, 10.6% Cash08/2208/28544 501 506 — %(6) (7) (19) (33)
15,401 15,034 15,079 
RPX CorporationResearch & Consulting ServicesFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 10.3% Cash05/2110/2516,967 16,770 16,777 1.5 %(5) (6) (7) (8)
16,967 16,770 16,777 
Safety Products Holdings, LLCNon-durable Consumer GoodsFirst Lien Senior Secured Term LoanLIBOR + 6.00%, 11.2% Cash05/2112/265,363 5,287 5,303 0.5 %(5) (6) (7) (9)
First Lien Senior Secured Term LoanLIBOR + 6.00%, 11.2% Cash05/2109/23159 143 126 — %(5) (6) (7) (9)
5,522 5,430 5,429 
Sandvine CorporationCommunications EquipmentSecond Lien Senior Secured Term LoanLIBOR + 8.00%, 12.8% Cash05/2111/268,685 8,661 8,615 0.8 %(5) (6) (7) (8)
8,685 8,661 8,615 
Sanoptis S.A.R.L.Healthcare & PharmaceuticalsFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 8.5% Cash06/2207/2912,690 11,761 12,329 1.1 %(3) (5) (6) (7) (13)
First Lien Senior Secured Term LoanSARON + 5.50%, 5.9% Cash06/2207/294,046 3,760 3,926 0.4 %(3) (5) (6) (7) (28)
16,736 15,521 16,255 
SBP Holdings LPIndustrial OtherFirst Lien Senior Secured Term LoanSOFR + 6.75%, 11.6% Cash03/2303/2812,466 11,979 11,978 1.1 %(6) (7) (19) (33)
RevolverSOFR + 6.75%, 11.6% Cash03/2303/28177 140 140 — %(6) (7) (19) (33)
12,643 12,119 12,118 
Scaled Agile, Inc.Research & Consulting ServicesFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.5% Cash12/2112/281,731 1,699 1,706 0.2 %(5) (6) (7) (19)
RevolverSOFR + 5.50%, 10.5% Cash12/2112/28— (5)(4)— %(6) (7) (19) (33)
1,731 1,694 1,702 
Scout Bidco B.V.Diversified ManufacturingFirst Lien Senior Secured Term LoanEURIBOR + 6.00%, 9.2% Cash05/2203/293,301 3,146 3,239 0.3 %(3) (5) (6) (7) (13)
RevolverEURIBOR + 6.00%, 9.2% Cash05/2203/29— (11)(7)— %(3) (6) (7) (13) (33)
3,301 3,135 3,232 
Sereni Capital NVConsumer CyclicalFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 8.2% Cash05/2211/28475 395 406 — %(3) (5) (6) (7) (13)
First Lien Senior Secured Term LoanEURIBOR + 5.75%, 8.2% Cash05/2205/29499 479 476 — %(3) (5) (6) (7) (13)
974 874 882 
Shelf Bidco LtdOther FinancialFirst Lien Senior Secured Term LoanSOFR + 6.00%, 10.7% Cash12/2201/3034,800 33,748 33,759 3.0 %(3) (5) (6) (7) (19) (34)
Common Stock (1,200,000 shares)N/A12/22N/A1,200 1,200 0.1 %(3) (6) (31) (33)
34,800 34,948 34,959 
Simulation Software Investment Company Pty LtdBusiness ServicesFirst Lien Senior Secured Term LoanBBSY + 5.50%, 9.2% Cash05/2108/25881 898 870 0.1 %(3) (5) (6) (7) (16)
First Lien Senior Secured Term LoanSOFR + 5.50%, 10.4% Cash05/2108/25958 941 941 0.1 %(3) (5) (6) (7) (19)
1,839 1,839 1,811 
25
Barings Private Credit Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
March 31, 2023
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustryInvestment Type(1)(2)InterestAcq. DateMaturity DatePrincipal
Amount		CostFair
Value		% of Net Assets *Notes
SISU ACQUISITIONCO, INCAerospace & DefenseFirst Lien Senior Secured Term LoanLIBOR + 5.25%, 10.4% Cash05/2112/26$2,512 $2,480 $2,404 0.2 %(5) (6) (7) (9)
2,512 2,480 2,404 
Smartling, Inc.TechnologyFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.6% Cash11/2110/2714,347 14,085 13,953 1.2 %(5) (6) (7) (8)
RevolverLIBOR + 5.75%, 10.6% Cash11/2110/27— (16)(25)— %(6) (7) (8) (33)
14,347 14,069 13,928 
SN BUYER, LLCHealth Care ServicesFirst Lien Senior Secured Term LoanSOFR + 5.75%, 10.5% Cash05/2112/265,110 5,060 5,022 0.4 %(5) (6) (7) (19)
First Lien Senior Secured Term LoanSOFR + 5.75%, 10.5% Cash11/2212/262,104 2,065 2,068 0.2 %(5) (6) (7) (19)
7,214 7,125 7,090 
Soho Square III Debtco II SARLDiversified Capital MarketsFirst Lien Senior Secured Term Loan9.5% PIK10/2210/275,796 5,178 5,777 0.5 %(3) (6) (33)
5,796 5,178 5,777 
Solo Buyer, L.P.TechnologyFirst Lien Senior Secured Term LoanSOFR + 6.25%, 11.4% Cash12/2212/2922,606 22,065 22,072 2.0 %(5) (6) (7) (19) (34)
RevolverSOFR + 6.25%, 11.4% Cash12/2212/28— (47)(47)— %(6) (7) (19) (33)
Partnership Units (516,399 units)N/A12/22N/A516 519 — % (6) (31) (33)
22,606 22,534 22,544 
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)Other UtilityFirst Lien Senior Secured Term LoanSOFR + 5.00%, 9.9% Cash11/2203/271,935 1,887 1,889 0.2 %(5) (6) (7) (19)
RevolverPrime + 4.00%, 12.0% Cash11/2203/2716 12 13 — %(6) (7) (30) (33)
1,951 1,899 1,902 
Spatial Business Systems LLCElectricFirst Lien Senior Secured Term LoanSOFR + 5.00%, 9.8% Cash10/2210/286,094 5,779 5,810 0.5 %(5) (6) (7) (18)
RevolverSOFR + 5.00%, 9.8% Cash10/2210/28— (32)(29)— %(6) (7) (18) (33)
6,094 5,747 5,781 
Springbrook Software (SBRK Intermediate, Inc.)Enterprise Software & ServicesFirst Lien Senior Secured Term LoanSOFR + 5.75%, 10.7% Cash05/2112/266,672 6,608 6,550 0.6 %(5) (6) (7) (19)
First Lien Senior Secured Term LoanSOFR + 6.50%, 11.3% Cash12/2212/264,160 4,081 4,084 0.4 %(5) (6) (7) (20)
10,832 10,689 10,634 
SSCP Pegasus Midco LimitedHealthcare & PharmaceuticalsFirst Lien Senior Secured Term LoanSONIA + 6.25%, 10.2% Cash05/2111/27696 767 689 0.1 %(3) (5) (6) (7) (22)
696 767 689 
SSCP Spring Bidco LimitedHealth CareFirst Lien Senior Secured Term LoanSONIA + 6.00%, 8.5% Cash05/2107/251,016 1,151 1,016 0.1 %(3) (5) (6) (7) (22)
1,016 1,151 1,016 
SSCP Thermal Bidco SASIndustrial MachineryFirst Lien Senior Secured Term LoanEURIBOR + 5.25%, 7.4% Cash05/2107/24723 804 723 0.1 %(3) (5) (6) (7) (13)
First Lien Senior Secured Term LoanLIBOR + 5.25%, 9.8% Cash05/2107/2498 98 98 — %(3) (5) (6) (7) (10)
821 902 821 
Starnmeer B.V.TechnologyFirst Lien Senior Secured Term LoanSOFR + 6.40%, 11.2% Cash10/2104/2713,388 13,232 13,283 1.2 %(3) (5) (6) (7) (19)
13,388 13,232 13,283 
Superjet Buyer, LLCTechnologyFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.7% Cash12/2112/2722,885 22,507 22,618 2.0 %(5) (6) (7) (9)
RevolverLIBOR + 5.75%, 10.7% Cash12/2112/27— (29)(21)— %(6) (7) (9) (33)
22,885 22,478 22,597 
Syniverse Holdings, Inc.Technology DistributorsSeries A Preferred Equity (7,575,758 units)12.5% PIK05/22N/A7,945 7,197 0.6 %(5) (6) (33)
7,945 7,197 
26
Barings Private Credit Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
March 31, 2023
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustryInvestment Type(1)(2)InterestAcq. DateMaturity DatePrincipal
Amount		CostFair
Value		% of Net Assets *Notes
Syntax Systems LtdTechnologyFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.6% Cash11/2110/28$6,362 6,305 $5,964 0.5 %(3) (5) (6) (7) (8)
RevolverLIBOR + 5.75%, 10.6% Cash11/2110/26617 610 572 0.1 %(3) (6) (7) (8) (33)
6,979 6,915 6,536 
TA SL Cayman Aggregator Corp.TechnologySubordinated Term Loan7.8% PIK07/2107/281,115 1,101 1,082 0.1 %(6) (33)
Common Stock (770 shares)N/A07/21N/A24 29 — % (6) (31) (33)
1,115 1,125 1,111 
Tank Holding CorpMetal & Glass ContainersFirst Lien Senior Secured Term LoanSOFR + 5.75%, 10.7% Cash03/2203/2814,238 13,962 14,024 1.3 %(5) (6) (7) (18)
RevolverSOFR + 5.75%, 10.7% Cash03/2203/28185 173 176 — %(6) (7) (18) (33)
14,423 14,135 14,200 
Tanqueray Bidco LimitedTechnologyFirst Lien Senior Secured Term LoanSONIA + 6.25%, 9.7% Cash11/2211/291,678 1,490 1,611 0.1 %(3) (5) (6) (7) (22)
1,678 1,490 1,611 
Techone B.V.TechnologyFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 8.7% Cash11/2111/285,930 5,835 5,784 0.5 %(3) (5) (6) (7) (12)
RevolverEURIBOR + 5.50%, 8.7% Cash11/2105/2896 87 90 — %(3) (6) (7) (12) (33)
6,026 5,922 5,874 
Tencarva Machinery Company, LLCCapital EquipmentFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 10.2% Cash12/2112/23879 867 870 0.1 %(5) (6) (7) (9)
First Lien Senior Secured Term LoanLIBOR + 5.50%, 10.2% Cash12/2112/275,417 5,339 5,363 0.5 %(5) (6) (7) (9)
RevolverLIBOR + 5.50%, 10.2% Cash12/2112/27— (16)(11)— %(6) (7) (9) (33)
6,296 6,190 6,222 
Terrybear, Inc.Consumer ProductsSubordinated Term Loan10.0% Cash, 4.0% PIK04/2204/28266 261 262 — % (6) (33)
Common Stock (24,358.97 shares)N/A04/22N/A239 230 — % (6) (31) (33)
266 500 492 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)Brokerage, Asset Managers & ExchangesFirst Lien Senior Secured Term LoanLIBOR + 4.25%, 9.2% Cash10/2112/231,248 1,164 1,185 0.1 %(5) (6) (7) (9)
RevolverLIBOR + 4.25%, 9.2% Cash10/2112/27— (17)(14)— %(6) (7) (9) (33)
Subordinated Term LoanLIBOR + 7.75%, 12.7% Cash10/2110/285,110 5,026 5,056 0.5 %(6) (10) (33)
6,358 6,173 6,227 
The Cleaver-Brooks Company, Inc.Industrial EquipmentFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.4% Cash07/2207/2822,208 21,756 21,825 2.0 %(5) (6) (7) (18)
Subordinated Term Loan11.0%, PIK07/2207/295,124 5,024 5,036 0.5 % (6) (33)
27,332 26,780 26,861 
The Hilb Group, LLCInsurance BrokerageFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 10.3% Cash05/2112/264,211 4,121 4,102 0.4 %(5) (6) (7) (8)
First Lien Senior Secured Term LoanLIBOR + 5.75%, 10.6% Cash05/2112/25926 911 913 0.1 %(6) (7) (8) (33)
First Lien Senior Secured Term LoanLIBOR + 5.75%, 10.6% Cash05/2112/262,661 2,600 2,624 0.2 %(5) (6) (7) (8)
7,798 7,632 7,639 
The Octave Music Group, Inc.Media: Diversified & ProductionSecond Lien Senior Secured Term LoanSOFR + 7.50%, 12.4% Cash04/2204/306,541 6,422 6,454 0.6 %(5) (6) (7) (19)
Partnership Equity (353,584.39 units)N/A04/22N/A354 497 — % (6) (31) (33)
6,541 6,776 6,951 
27
Barings Private Credit Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
March 31, 2023
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustryInvestment Type(1)(2)InterestAcq. DateMaturity DatePrincipal
Amount		CostFair
Value		% of Net Assets *Notes
Total Safety U.S. IncDiversified Support ServicesFirst Lien Senior Secured Term LoanLIBOR + 6.00%, 11.0% Cash, 5.0% PIK07/2208/25$7,726 $7,726 $7,726 0.7 %(6) (7) (9) (33)
First Lien Senior Secured Term LoanLIBOR + 6.00%, 11.0% Cash08/2108/252,266 2,249 2,156 0.2 %(7) (9) (33)
9,992 9,975 9,882 
Trader CorporationTechnologyFirst Lien Senior Secured Term LoanCDOR + 6.75%, 11.7% Cash12/2212/294,606 4,453 4,502 0.4 %(3) (5) (6) (7) (25)
RevolverCDOR + 6.75%, 11.7% Cash12/2212/28— (8)(8)— %(3) (6) (7) (25) (33)
4,606 4,445 4,494 
Trident Maritime Systems, Inc.Aerospace & DefenseFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 9.9% Cash05/2102/278,931 8,830 8,822 0.8 %(5) (6) (7) (9)
8,931 8,830 8,822 
Truck-Lite Co., LLCAutomotive Parts & EquipmentFirst Lien Senior Secured Term LoanSOFR + 6.25%, 11.1% Cash05/2112/2621,229 20,987 20,911 1.9 %(5) (6) (7) (19)
21,229 20,987 20,911 
TSM II Luxco 10 SARLChemical & PlasticsSenior Subordinated Term Loan9.3% PIK03/2203/2710,129 9,965 9,945 0.9 %(3) (5) (6) (7)
10,129 9,965 9,945 
TSYL Corporate Buyer, Inc.TechnologyFirst Lien Senior Secured Term LoanSOFR + 4.75%, 10.4% Cash12/2212/28637 592 595 0.1 %(5) (6) (7) (19)
RevolverSOFR + 4.75%, 10.4% Cash12/2212/28— (3)(3)— % (6) (7) (19) (33)
Partnership Units (4,673 units)N/A12/22N/A5 5 — % (6) (31) (33)
637 594 597 
Turbo Buyer, Inc.Finance CompaniesFirst Lien Senior Secured Term LoanLIBOR +6.00%, 11.2% Cash11/2112/2512,608 12,413 12,396 1.1 %(5) (6) (7) (9)
12,608 12,413 12,396 
Turnberry Solutions, Inc.Consumer CyclicalFirst Lien Senior Secured Term LoanSOFR + 5.75%, 10.6% Cash07/2109/262,639 2,602 2,605 0.2 %(5) (6) (7) (19)
2,639 2,602 2,605 
UKFast Leaders LimitedTechnologyFirst Lien Senior Secured Term LoanSONIA + 4.50%, 4.5% Cash, 3.4% PIK05/2109/274,366 4,889 3,868 0.3 %(3) (5) (6) (7) (22)
4,366 4,889 3,868 
Union Bidco LimitedHealthcareFirst Lien Senior Secured Term LoanSONIA + 5.75%, 10.0% Cash06/2206/292,427 2,333 2,285 0.2 %(3) (5) (6) (7) (22)
2,427 2,333 2,285 
United Therapy Holding III GmbHHealthcareFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 8.2% Cash04/2203/291,648 1,580 1,569 0.1 %(3) (5) (6) (7) (13)
1,648 1,580 1,569 
Unither (Uniholding)PharmaceuticalsFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 9.2% Cash03/2303/302,059 1,950 1,983 0.2 %(3) (5) (6) (7) (12)
2,059 1,950 1,983 
USLS Acquisition, Inc. (f/k/a US Legal Support, Inc.)Legal ServicesFirst Lien Senior Secured Term LoanSOFR + 5.75%, 10.7% Cash05/2111/242,512 2,403 2,312 0.2 %(5) (6) (7) (18)
2,512 2,403 2,312 
Utac CeramBusiness ServicesFirst Lien Senior Secured Term LoanEURIBOR + 4.50%, 7.5% Cash05/2109/27869 946 845 0.1 %(3) (5) (6) (7) (12)
First Lien Senior Secured Term LoanLIBOR + 6.00%, 11.2% Cash05/2109/27243 237 236 — %(3) (5) (6) (7) (9)
1,112 1,183 1,081 
Validity, Inc.IT Consulting & Other ServicesFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 9.6% Cash05/2105/25939 913 926 0.1 %(5) (6) (7) (8)
939 913 926 
Victoria Bidco LimitedIndustrial MachineryFirst Lien Senior Secured Term LoanSONIA + 6.50%, 9.9% Cash03/2201/295,227 5,509 4,945 0.4 %(3) (5) (6) (7) (23)
5,227 5,509 4,945 
28
Barings Private Credit Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
March 31, 2023
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustryInvestment Type(1)(2)InterestAcq. DateMaturity DatePrincipal
Amount		CostFair
Value		% of Net Assets *Notes
VistaJet Pass Through Trust 2021-1BAirlinesStructured Secured Note - Class B6.3% Cash11/2102/29$8,571 $8,571 $7,203 0.6 % (6) (33)
8,571 8,571 7,203 
Vital Buyer, LLCTechnologyFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 10.5% Cash06/2106/28957 942 929 0.1 %(5) (6) (7) (9)
First Lien Senior Secured Term LoanSOFR + 5.50%, 10.6% Cash06/2106/284,018 3,898 3,898 0.3 %(6) (7) (19) (33)
Partnership Units (1,096.2 units)N/A06/21N/A11 21 — %(6) (31) (33)
4,975 4,851 4,848 
VP Holding CompanyTransportation ServicesFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 10.9% Cash05/2105/2414,500 14,373 14,079 1.3 %(5) (6) (7) (8)
First Lien Senior Secured Term LoanSOFR + 5.50%, 10.8% Cash05/2105/248,506 8,394 8,260 0.7 %(5) (6) (7) (19)
23,006 22,767 22,339 
W2O Holdings, Inc.Healthcare TechnologyFirst Lien Senior Secured Term LoanLIBOR + 5.25%, 10.2% Cash05/2106/251,106 1,103 1,073 0.1 %(6) (7) (9) (33)
First Lien Senior Secured Term LoanSOFR + 5.75%, 11.0% Cash05/2106/25484 467 466 — %(6) (7) (20) (33)
1,590 1,570 1,539 
Wheels Up Experience IncTransportation ServicesFirst Lien Senior Secured Term Loan12.0% Cash09/2210/2921,937 21,100 21,612 1.9 %(6) (33)
21,937 21,100 21,612 
Whitcraft Holdings, Inc.Aerospace & DefenseFirst Lien Senior Secured Term LoanSOFR + 7.00%, 11.9% Cash02/2302/2916,903 16,237 16,227 1.5 %(6) (7) (19) (33)
RevolverSOFR + 7.00%, 11.9% Cash02/2302/29— (99)(101)— %(6) (7) (19) (33)
LP Units (84,116.1 units)N/A02/23N/A841 841 0.1 % (6) (31) (33)
16,903 16,979 16,967 
Woodland Foods, LLCFood & BeverageFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.9% Cash12/2112/278,232 8,099 7,401 0.7 %(5) (6) (7) (9)
RevolverLIBOR + 5.75%, 10.9% Cash12/2112/271,294 1,267 1,130 0.1 %(6) (7) (9) (33)
Common Stock (1,204.46 shares)N/A12/21N/A1,204 719 0.1 %(6) (31) (33)
9,526 10,570 9,250 
World 50, Inc.Professional ServicesFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 9.6% Cash05/2101/2615,344 15,143 15,203 1.4 %(5) (6) (7) (8)
First Lien Senior Secured Term LoanLIBOR + 5.25%, 10.1% Cash05/2101/26519 519 512 — %(5) (6) (7) (8)
15,863 15,662 15,715 
WWEC Holdings III CorpCapital GoodsFirst Lien Senior Secured Term LoanSOFR + 6.00%, 10.8% Cash10/2210/2810,753 10,454 10,480 0.9 %(5) (6) (7) (19)
RevolverSOFR + 6.00%, 10.8% Cash10/2210/28839 796 800 0.1 %(6) (7) (19) (33)
11,592 11,250 11,280 
Xeinadin Bidco LimitedFinancial OtherFirst Lien Senior Secured Term LoanSONIA + 5.25%, 9.2% Cash05/2205/2911,029 10,690 10,702 1.0 %(3) (5) (6) (7) (22)
Subordinated Term Loan11.0% PIK05/2205/294,162 4,043 4,061 0.4 %(3) (6) (7) (33)
Common Stock (354,281 shares)N/A05/22N/A452 452 — %(3) (6) (31) (33)
15,191 15,185 15,215 
ZB Holdco LLCFood & BeverageFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 9.9% Cash02/2202/284,030 3,974 3,980 0.4 %(5) (6) (7) (9)
RevolverLIBOR + 4.75%, 9.9% Cash02/2202/28— (14)(11)— %(6) (7) (9) (33)
LLC Units (152.7 units)N/A02/22N/A153 198 — %(6) (31) (33)
4,030 4,113 4,167 
29
Barings Private Credit Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
March 31, 2023
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustryInvestment Type(1)(2)InterestAcq. DateMaturity DatePrincipal
Amount		CostFair
Value		% of Net Assets *Notes
Zeppelin Bidco LimitedServices: BusinessFirst Lien Senior Secured Term LoanSONIA + 6.25%, 10.4% Cash03/2203/29$2,991 $3,080 $2,807 0.3 %(3) (5) (6) (7) (22)
2,991 3,080 2,807 
Subtotal Non–Control / Non–Affiliate Investments (189.8%)2,130,489 2,164,913 2,124,324 
Affiliate Investments (4):
Eclipse Business Capital, LLCBanking, Finance, Insurance & Real EstateRevolverLIBOR + 7.25%08/2107/283,080 3,007 3,080 0.3 %(6) (8) (33)
Second Lien Senior Secured Term Loan7.5% Cash08/2107/283,209 3,183 3,209 0.3 %(6) (33)
LLC Units (63,139,338 units)N/A08/21N/A65,809 101,023 9.0 %(6) (33)
6,289 71,999 107,312 
Rocade Holdings LLCOther FinancialPreferred LP Units (12,000 units)SOFR + 6.0% PIK02/23N/A12,000 12,000 1.1 % (6) (33)
LP Units (30.8 units)N/A02/23N/A— — — % (6) (31) (33)
12,000 12,000 
Thompson Rivers LLCInvestment Funds & Vehicles6.3% Member InterestN/A08/21N/A15,599 8,741 0.8 %(31) (33)
15,599 8,741 
Waccamaw River LLCInvestment Funds & Vehicles20% Member InterestN/A08/21N/A22,602 19,021 1.7 % (3) (33)
22,602 19,021 
Subtotal Affiliate Investments (13.1%)6,289 122,200 147,074 
Total Investments, March 31, 2023 (203.0%)*$2,136,778 $2,287,113 $2,271,398 

Derivative Instruments
Interest Rate Swaps:
DescriptionCompany ReceivesCompany PaysMaturity DateNotional AmountValueHedged InstrumentUnrealized Appreciation (Depreciation)
Interest rate swap (See Note 5)6.00%SOFR + 3.245%5/10/2027$100,000 $(1,553)Series D Notes$(1,553)
Interest rate swap (See Note 5)6.00%SOFR + 3.382%5/10/2027$55,000 $(1,159)Series E Notes(1,159)
Total Interest Rate Swaps, March 31, 2023$(2,712)

30
Barings Private Credit Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
March 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)A$2,300$1,557BNP Paribas SA04/11/23$(15)
Foreign currency forward contract (AUD)$46,243A$68,728BNP Paribas SA04/11/23163 
Foreign currency forward contract (CAD)$5,383C$7,326BNP Paribas SA04/11/23(33)
Foreign currency forward contract (DKK)200kr.$29BNP Paribas SA04/11/23— 
Foreign currency forward contract (DKK)$1,0987,639kr.BNP Paribas SA04/11/23(17)
Foreign currency forward contract (EUR)$204,852€191,711BNP Paribas SA04/11/23(3,646)
Foreign currency forward contract (GBP)£1,600$1,929BNP Paribas SA04/11/2350 
Foreign currency forward contract (GBP)$66,247£54,756BNP Paribas SA04/11/23(1,482)
Foreign currency forward contract (NZD)$5,234NZ$8,323BNP Paribas SA04/11/2316 
Foreign currency forward contract (NOK)1,514kr$140BNP Paribas SA04/11/235 
Foreign currency forward contract (NOK)$4,17040,964krBNP Paribas SA04/11/23247 
Foreign currency forward contract (SEK)$5555,751krBNP Paribas SA04/11/23(1)
Foreign currency forward contract (CHF)$5,3364,891Fr.BNP Paribas SA04/11/23(25)
Total Foreign Currency Forward Contracts, March 31, 2023$(4,738)
*    Fair value as a percentage of net assets.
(1)All debt investments are income producing, unless otherwise noted. Eclipse Business Capital, LLC, Thompson Rivers LLC and Waccamaw River LLC equity investments are income producing. All other equity and any equity-linked investments are non-income producing. The Board of Directors (the “Board”) of Barings Private Credit CorporationCorporation’s (the “Company”) determinedexternal investment adviser, Barings LLC (“Barings” or the “Adviser”), determines in good faith that all investments were valued atthe 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 valuation policies and proceduresboard of directors (the “Board”), and the Investment Company Act of 1940, as amended (the “1940 Act”) based on, among other things, the input of the Company’s external investment adviser, Barings LLC (“Barings” or the “Adviser”), the Company’s Audit Committee and an independent valuation firm that has been engaged to assist in the valuation of the Company’s middle-market equity and debt investments.. In addition, all debt investments are variable rate investments unless otherwise noted. Index-based floating interest rates are generally subject to a contractual minimum interest rate. A majority of the variableVariable rate loans into the Company’s investment portfolio companies bear interest at a rate that may be determined by reference to LIBOR, EURIBOR, GBP LIBOR, SARON, BBSY, CDOR, STIBOR, SOFR, BKBM, SONIAthe London Interbank Offered Rate (“LIBOR”), 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 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
23
Barings Private Credit Corporation
Unaudited Consolidated Schedule of Investments (Continued)
March 31, 2022
(Amounts in thousands, except share amounts)
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 March 31, 20222023 represented 189.6% of 203.0% of the Company’s net assets, are subject to legal restrictions on sales. The acquisition date represents the date of the Company’s initial investment in the relevant portfolio company.
(3)Investment is not a qualifying investment as defined under Section 55(a) of the 1940 Act. Non-qualifying assets represent 27.3%26.5% of total investments at fair value as of March 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's voting securities (“non-controlled affiliate”). Transactions related to investments in non-controlled "Affiliate Investments"“Affiliate Investments” for the three months endedMarch 31, 20222023 were as follows:
December 31, 2021
Value		Gross Additions
(b)		Gross Reductions (c)Amount of Realized Gain (Loss)Amount of Unrealized Gain (Loss)March 31, 2022 ValueAmount of Interest or Dividends Credited to Income(d)
Portfolio CompanyType of Investment(a)
Eclipse Business Capital, LLC (e)
Second Lien Senior Secured Term Loan (7.5% Cash)$3,345 $1 $— $— $(137)$3,209 $58 
Revolver (LIBOR + 7.25%)1,283 645 — — (3)1,925 28 
LLC units (63,139,338 units)65,412 — — — 18,140 83,552 2,879 
70,040 646 — — 18,000 88,686 2,965 
Thompson Rivers LLC6.3% Member Interest33,511 — (24)— (3,459)30,028 1,244 
33,511 — (24)— (3,459)30,028 1,244 
Waccamaw River LLC20% Member Interest13,500 6,782 — (261)20,021 300 
13,500 6,782 — — (261)20,021 300 
Total Affiliate Investments$117,051 $7,428 $(24)$— $14,280 $138,735 $4,509 
31
Barings Private Credit Corporation
Unaudited Consolidated Schedule of Investments — (Continued)
March 31, 2023
(Amounts in thousands, except share amounts)
December 31, 2022
Value		Gross Additions
(a)		Gross Reductions (b)Amount of Realized Gain (Loss)Amount of Unrealized Gain (Loss)March 31, 2023 ValueAmount of Interest or Dividends Credited to Income(c)
Portfolio CompanyType of Investment
Eclipse Business Capital, LLC (d)
Second Lien Senior Secured Term Loan (7.5% Cash)$3,209 $1 $— $— $(1)$3,209 $61 
Revolver (LIBOR + 7.25%)$3,722 $3 $(642)$— $(3)$3,080 $113 
LLC units (63,139,338 units)$95,340 $— $— $— $5,683 $101,023 $2,105 
$102,271 $4 $(642)$— $5,679 $107,312 $2,279 
Rocade Holdings LLC (d)
Preferred LP Units (12,000 units)$— $12,000 $— $— $— $12,000 $196 
LP Units (30.8 units)$— $— $— $— $— $— $— 
$— $12,000 $— $— $— $12,000 $196 
Thompson Rivers LLC6.3% Member Interest$12,041 $— $(3,614)$— $314 $8,741 $— 
$12,041 $— $(3,614)$— $314 $8,741 $— 
Waccamaw River LLC20% Member Interest$20,212 $— $— $(1,191)$19,021 $720 
$20,212 $— $— $— $(1,191)$19,021 $720 
Total Affiliate Investments$134,524 $12,004 $(4,256)$— $4,802 $147,074 $3,195 
(a) Eclipse Business Capital, LLC, Thompson Rivers LLC and Waccamaw River LLC equity investments are income producing.
(b) Gross additions include increases in the cost basis of investments resulting from new investments and follow-on investments.
(c)(b)     Gross reductions include decreases in the total cost basis of investments resulting from principal repayments, or sales.sales and return of capital.
(d)(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.
(e)(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 BPC Funding LLC’s $800.0 million senior secured revolving credit facility with BNP Paribas (as amended, restated and modified from time to time, the “Revolving 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 of March 31, 20222023 was 0.45200%4.85771%.
(9)The interest rate on these loans is subject to 3 Month LIBOR, which as of March 31, 20222023 was 0.96157%5.19271%.
(10)The interest rate on these loans is subject to 6 Month LIBOR, which as of March 31, 20222023 was 1.46986%5.31300%.
(11)The interest rate on these loans is subject to 3 Month GBP LIBOR, which as of March 31, 2022 was 1.03540%.
(12)The interest rate on these loans is subject to 6 Month GBP LIBOR, which as of March 31, 2022 was 1.47070%.
(13)The interest rate on these loans is subject to 1 Month EURIBOR, which as of March 31, 20222023 was -0.53200%2.91500%.
(14)(12)The interest rate on these loans is subject to 3 Month EURIBOR, which as of March 31, 20222023 was -0.45800%3.03800%.
(15)(13)The interest rate on these loans is subject to 6 Month EURIBOR, which as of March 31, 20222023 was -0.36700%3.34100%.
(16)(14)The interest rate on these loans is subject to 12 Month EURIBOR, which as of March 31, 2023 was 3.62200%.
(15)The interest rate on these loans is subject to 1 Month BBSY, which as of March 31, 20222023 was 0.01270%3.63340%.
(17)(16)The interest rate on these loans is subject to 3 Month BBSY, which as of March 31, 20222023 was 0.23150%3.71500%.
(18)(17)The interest rate on these loans is subject to 6 Month BBSY, which as of March 31, 20222023 was 0.70500%3.78750%.
(19)(18)The interest rate on these loans is subject to 1 Month SOFR, which as of March 31, 20222023 was 0.30240%4.80247%.
(20)(19)The interest rate on these loans is subject to 3 Month SOFR, which as of March 31, 20222023 was 0.67512%4.90855%.
(21)(20)The interest rate on these loans is subject to 6 Month SOFR, which as of March 31, 20222023 was 1.07915%4.89968%.
(21)The interest rate on these loans is subject to 1 Month SONIA, which as of March 31, 2023 was 4.16870%.
(22)The interest rate on these loans is subject to 3 Month SONIA, which as of March 31, 20222023 was 0.91610%4.29870%.
(23)The interest rate on these loans is subject to 6 Month SONIA, which as of March 31, 20222023 was 1.19410%4.46810%.
(24)The interest rate on these loans is subject to 3 Month STIBOR, which as of March 31, 20222023 was 0.00057%3.36400%.
(25)The interest rate on these loans is subject to 1 Month CDOR, which as of March 31, 2023 was 4.95000%.
(26)The interest rate on these loans is subject to 3 Month CDOR, which as of March 31, 20222023 was 1.26000%5.02750%.
(26)(27)The interest rate on these loans is subject to 3 Month SARON,BKBM, which as of March 31, 20222023 was -0.7081%5.15000%.
(27)(28)The interest rate on these loans is subject to 6 Month SARON, which as of March 31, 20222023 was -0.7061%1.41862%.
(28)(29)The interest rate on these loans is subject to 31 Month BKBM,NIBOR, which as of March 31, 20222023 was 1.49000%3.38000%.

(30)The interest rate on these loans is subject to Prime, which as of March 31, 2023 was 8.00000%.
(31)Investment is non-income producing.
(32)Non-accrual investment.
(33)All of the investment is or will be encumbered as security for the Company’s senior secured credit facility with Sumitomo Mitsui Banking Corporation initially entered into in March 2023 (as amended, restated, and otherwise modified from time to time, the “SMBC Credit Facility”).
(34)The sale of all or a portion of this investment did not qualify for sale accounting under FASB ASC Topic 860, Transfers and Servicing (“ASC 860”),
and therefore the investment remains on the Company’s Consolidated Schedule of Investments as of March 31, 2023. See Note 5 in the
Unaudited Consolidated Financial Statements for further details.

See accompanying notes.
2432
Barings Private Credit Corporation
Consolidated Schedule of Investments
December 31, 20212022
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Type of Investment(1)(2)
Principal
Amount		CostFair
Value
Non–Control / Non–Affiliate Investments:
1WorldSync, Inc. (1.3%)*(5) (6) (7) (9)
IT Consulting & Other ServicesFirst Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.3% Cash, Acquired 05/21, Due 07/25)$11,008 $10,927 $11,008 
11,008 10,927 11,008 
Acclime Holdings HK Limited
(0.5%)*(3) (5) (6) (7) (9)
Business ServicesFirst Lien Senior Secured Term Loan (LIBOR + 6.5%, 7.0% Cash, Acquired 08/21, Due 07/27)4,206 4,065 4,072 
4,206 4,065 4,072 
Accomplish Group Midco Limited (0.2%)*(3) (5) (6) (7) (11)
Health Care ServicesFirst Lien Senior Secured Term Loan (GBP LIBOR + 5.25%, 5.8% Cash, Acquired 05/21, Due 11/25)1,409 1,462 1,409 
1,409 1,462 1,409 
Accurus Aerospace Corporation (0.7%)*(6) (7) (10)
Aerospace & DefenseFirst Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, 1.5% PIK, Acquired 05/21, Due 10/24)6,462 5,662 6,240 
6,462 5,662 6,240 
Acogroup (0.2%)*(3) (5) (6) (7) (14)
Business ServicesFirst Lien Senior Secured Term Loan (EURIBOR + 5.0%, 5.0% Cash, 2.5% PIK, Acquired 05/21, Due 10/26)1,365 1,446 1,365 
1,365 1,446 1,365 
Aesthetics Australia Group Pty Ltd (Laser Clinics Australia Group) (0.1%)*(3) (5) (6) (7) (17)
Health Care ServicesFirst Lien Senior Secured Term Loan (BBSY + 5.0%, 6.0% Cash, Acquired 05/21, Due 09/23)744 792 744 
744 792 744 
Air Comm Corporation, LLC (2.6%)*(5) (6) (7) (9)
Aerospace & DefenseFirst Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.3% Cash, Acquired 06/21, Due 07/27)22,226 21,746 21,727 
22,226 21,746 21,727 
AIT Worldwide Logistics Holdings, Inc. (0.9%)*(5) (6) (7) (9)
Air Freight & LogisticsSecond Lien Senior Secured Term Loan (LIBOR + 7.75%, 8.5% Cash, Acquired 05/21, Due 04/29)7,220 7,067 7,220 
7,220 7,067 7,220 
Amtech LLC (0.3%)*(6) (7)
Technology
First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.3% Cash, Acquired 11/21, Due 11/27)(5) (8)
2,727 2,639 2,636 
Revolver (LIBOR + 5.5%, 6.3% Cash, Acquired 11/21, Due 11/27)(9)
— (9)(9)
2,727 2,630 2,627 
AnalytiChem Holding GmbH (0.6%)*(3) (5) (6) (7)
Chemicals
First Lien Senior Secured Term Loan (EURIBOR + 6.25%, 6.3% Cash, Acquired 11/21, Due 11/28)(13)
3,116 2,979 2,938 
First Lien Senior Secured Term Loan (BBSY + 6.25%, 6.3% Cash, Acquired 11/21, Due 11/28)(16)
1,452 1,424 1,416 
First Lien Senior Secured Term Loan (LIBOR + 6.25%, 6.3% Cash, Acquired 11/21, Due 11/28)(9)
951 951 928 
5,519 5,354 5,282 
Anju Software, Inc. (0.2%)*(5) (6) (7) (8)

Application SoftwareFirst Lien Senior Secured Term Loan (LIBOR + 6.25%, 6.3% Cash, Acquired 05/21, Due 02/25)1,432 1,427 1,406 
1,432 1,427 1,406 
Apex Bidco Limited (0.1%)*(3) (5) (6) (7) (11)
Business Equipment & ServicesFirst Lien Senior Secured Term Loan (GBP LIBOR + 6.25%, 6.8% Cash, Acquired 05/21, Due 1.27)458 469 457 
458 469 457 
Aptus 1829. GmbH (0.6%)*(3) (5) (6)
Chemicals, Plastics, & Rubber
First Lien Senior Secured Term Loan (EURIBOR + 6.5%, 6.5% Cash, Acquired 09/21, Due 09/27)(7) (13)
4,732 4,794 4,627 
Preferred Stock (14 shares, Acquired 09/21)122 120 
Common Stock (49 shares, Acquired 09/21)12 12 
4,732 4,928 4,759 
Apus Bidco Limited (0.2%)*(3) (5) (6) (7) (23)
Banking, Finance, Insurance & Real EstateFirst Lien Senior Secured Term Loan (SONIA + 5.5%, 5.5% Cash, Acquired 05/21, Due 03/28)1,288 1,306 1,262 
1,288 1,306 1,262 
AQA Acquisition Holding, Inc. (0.9%)*(5) (6) (7) (9)
High Tech IndustriesSecond Lien Senior Secured Term Loan (LIBOR + 7.5%, 8.0% Cash, Acquired 05/21, Due 03/29)7,460 7,265 7,460 
7,460 7,265 7,460 
Portfolio CompanyIndustryInvestment Type(1)(2)InterestAcq. DateMaturity DatePrincipal
Amount		CostFair
Value		% of Net Assets *Notes
Non–Control / Non–Affiliate Investments:
1WorldSync, Inc.IT Consulting & Other ServicesFirst Lien Senior Secured Term LoanSOFR + 4.75%, 8.8% Cash05/2107/25$10,923 $10,864 $10,923 1.0 %(5) (6) (7) (18)
10,923 10,864 10,923 
A.T. Holdings II LTDOther FinancialFirst Lien Senior Secured Term Loan14.3% Cash11/2209/2915,000 15,000 15,000 1.4 %(3) (6)
15,000 15,000 15,000 
Accelerant HoldingsBanking, Finance, Insurance & Real EstateClass A Convertible Preferred Equity (5,000 shares)N/A01/22N/A5,000 5,403 0.5 %(6) (30)
Class B Convertible Preferred Equity (1,667 shares)N/A12/22N/A1,667 1,667 0.2 %(6) (30)
6,667 7,070 
Acclime Holdings HK LimitedBusiness ServicesFirst Lien Senior Secured Term LoanLIBOR + 6.50%, 11.0% Cash08/2108/272,335 2,270 2,275 0.2 %(3) (5) (6) (7) (9)
First Lien Senior Secured Term LoanLIBOR + 6.50%, 9.6% Cash08/2107/275,165 5,049 5,032 0.5 %(3) (5) (6) (7) (10)
7,500 7,319 7,307 
Accurus Aerospace CorporationAerospace & DefenseFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.8% Cash04/2203/2813,332 13,152 13,119 1.2 %(5) (6) (7) (9)
RevolverLIBOR + 5.75%, 10.8% Cash04/2203/28691 673 669 0.1 %(6) (7) (9)
Common Stock (262,573.98 shares)N/A04/22N/A262 261 — %(6) (30)
14,023 14,087 14,049 
AcogroupBusiness ServicesFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 6.8% Cash03/2210/2627,407 27,631 25,845 2.4 %(3) (6) (7) (13) (31)
First Lien Senior Secured Term LoanEURIBOR + 6.25%, 6.8% Cash05/2110/261,281 1,446 1,208 0.1 %(3) (5) (6) (7) (13)
28,688 29,077 27,053 
Aesthetics Australia Group Pty Ltd (Laser Clinics Australia Group)Health Care ServicesFirst Lien Senior Secured Term LoanBBSY + 5.75%, 9.1% Cash05/2103/25694 793 687 0.1 %(3) (5) (6) (7) (16)
694 793 687 
Air Comm Corporation, LLCAerospace & DefenseFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 10.2% Cash06/2107/2724,760 24,367 24,466 2.2 %(5) (6) (7) (9)
24,760 24,367 24,466 
AIT Worldwide Logistics Holdings, Inc.Transportation ServicesSecond Lien Senior Secured Term LoanLIBOR + 7.50%, 12.2% Cash05/2104/297,220 7,083 6,945 0.6 %(5) (6) (7) (9)
7,220 7,083 6,945 
Amalfi MidcoHealthcareSubordinated Loan NotesLIBOR + 2.00%, 6.8% Cash, 9.0% PIK09/2209/284,784 4,451 4,303 0.4 %(3) (6) (9)
Class B Common Stock (93,165,208 shares)N/A09/22N/A1,040 1,121 0.1 %(3) (6) (30)
Warrants (380,385units)N/A09/22N/A4 426 — %(3) (6) (30)
4,784 5,495 5,850 
Amtech LLCTechnologyFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 9.6% Cash11/2111/272,700 2,625 2,645 0.2 %(5) (6) (7) (8)
RevolverLIBOR + 5.50%, 9.6% Cash11/2111/2791 84 85 — %(6) (7) (8)
2,791 2,709 2,730 
25
Barings Private Credit Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 2021
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Type of Investment(1)(2)
Principal
Amount		CostFair
Value
Aquavista Watersides 2 LTD (0.4%)*(3) (6) (7) (23)
Transportation Services
First Lien Senior Secured Term Loan (SONIA + 6.0%, 6.1% Cash, Acquired 12/21, Due 12/28)(5)
$2,801 $2,641 $2,673 
Revolver (SONIA + 6.00%, 6.1% Cash, Acquired 12/21, Due 12/22)— (2)(2)
Second Lien Senior Secured Term Loan (SONIA + 10.5% PIK, Acquired 12/21, Due 12/28)700 671 679 
3,501 3,310 3,350 
Archimede (0.1%)*(3) (5) (6) (7) (13)
Consumer ServicesFirst Lien Senior Secured Term Loan (EURIBOR + 6.0%, 6.0% Cash, Acquired 05/21, Due 10/27)1,251 1,302 1,227 
1,251 1,302 1,227 
Argus Bidco Limited (0.1%)*(3) (5) (6) (7) (22)
High Tech IndustriesFirst Lien Senior Secured Term Loan (SONIA + 5.5%, 5.8% Cash, Acquired 05/21, Due 12/27)461 467 461 
461 467 461 
Armstrong Transport Group (Pele Buyer, LLC) (0.5%)*(5) (6) (7) (9)
Air Freight & LogisticsFirst Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 05/21, Due 06/24)4,071 3,998 3,989 
4,071 3,998 3,989 
ASPEQ Heating Group LLC (0.2%)*(5) (6) (7) (8)
Building Products, Air & HeatingFirst Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 05/21, Due 11/25)1,620 1,609 1,620 
1,620 1,609 1,620 
Astra Bidco Limited (0.3%)*(3) (5) (6) (7) (22)
HealthcareFirst Lien Senior Secured Term Loan (SONIA + 5.75%, 5.8% Cash, Acquired 11/21, Due 11/28)2,682 2,540 2,566 
2,682 2,540 2,566 
Athena Midco Limited (0.0%)*(3) (5) (6) (7) (16)
Banking, Finance, Insurance & Real EstateFirst Lien Senior Secured Term Loan (BBSY + 5.25%, 5.3% Cash, Acquired 05/21, Due 12/25)408 422 404 
408 422 404 
Audio Precision, Inc. (0.9%)*(5) (6) (7)
High Tech Industries
First Lien Senior Secured Term Loan (EURIBOR + 6.0%, 7.0% Cash, Acquired 05/21, Due 10/24)(13)
2,898 3,045 2,898 
First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 05/21, Due 10/24)(9)
4,992 4,940 4,992 
7,890 7,985 7,890 
Auxi International (0.0%)*(3) (5) (6) (7) (14)
Commercial FinanceFirst Lien Senior Secured Term Loan (EURIBOR + 6.25%, 6.3% Cash, Acquired 05/21, Due 12/26)341 357 308 
341 357 308 
Avalign Holdings, Inc. (0.2%)*(5) (6) (7) (9)
Health Care SuppliesFirst Lien Senior Secured Term Loan (LIBOR + 4.5%, 4.6% Cash, Acquired 05/21, Due 12/25)1,814 1,810 1,803 
1,814 1,810 1,803 
Avance Clinical Bidco Pty Ltd (0.3%)*(3) (5) (6) (7) (16)
HealthcareFirst Lien Senior Secured Term Loan (BBSY + 5.50%, 6.0% Cash, Acquired 11/21, Due 11/27)2,994 2,801 2,855 
2,994 2,801 2,855 
AWP Group Holdings, Inc. (0.1%)*(5) (6) (7) (9)
Business ServicesFirst Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 05/21, Due 12/27)1,251 1,232 1,232 
1,251 1,232 1,232 
Azalea Buyer, Inc. (0.7%)*(6)
Technology
First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 11/21, Due 11/27)(5) (7)
4,606 4,496 4,494 
Common Stock (192,307.69 shares, Acquired 11/21)192 192 
Subordinated Term Loan (12.0% PIK, Acquired 11/21, Due 5/28)1,260 1,235 1,234 
Revolver (LIBOR + 5.25%, 6.3% Cash, Acquired 11/21, Due 11/27)(7)
— (9)(10)
5,866 5,914 5,910 
Bariacum S.A (0.3%)*(3) (5) (6) (7) (13)
Consumer ProductsFirst Lien Senior Secured Term Loan (EURIBOR + 5.50%, 5.5% Cash, Acquired 11/21, Due 11/28)2,957 2,844 2,847 
2,957 2,844 2,847 
BDP International, Inc. (f/k/a BDP Buyer, LLC) (1.2%)*(5) (6) (7) (8)
Air Freight & LogisticsFirst Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 05/21, Due 12/24)9,937 9,779 9,788 
9,937 9,779 9,788 
Bearcat Buyer, Inc. (0.3%)*(5) (6) (7) (9)
Healthcare & PharmaceuticalsFirst Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 05/21, Due 07/26)2,461 2,434 2,461 
2,461 2,434 2,461 
26
Barings Private Credit Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 2021
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Type of Investment(1)(2)
Principal
Amount		CostFair
Value
Benify (Bennevis AB) (0.0%)*(3) (5) (6) (7) (18)
High Tech IndustriesFirst Lien Senior Secured Term Loan (STIBOR + 5.25%, 5.3% Cash, Acquired 05/21, Due 07/26)$414 $446 $414 
414 446 414 
Bestop, Inc. (0.4%)*(5) (6) (7) (8)
Auto Parts & EquipmentFirst Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 05/21, Due 01/25)3,111 3,110 3,080 
3,111 3,110 3,080 
Beyond Risk Management, Inc. (0.3%)*(5) (6) (7) (9)
Other FinancialFirst Lien Senior Secured Term Loan (LIBOR + 4.50%, 5.3% Cash, Acquired 10/21, Due 09/27)2,427 2,336 2,327 
2,427 2,336 2,327 
Bidwax (0.6%)*(3) (5) (6) (7) (13)
Non-durable Consumer GoodsFirst Lien Senior Secured Term Loan (EURIBOR + 6.5%, 6.5% Cash, Acquired 05/21, Due 02/28)5,231 5,305 5,087 
5,231 5,305 5,087 
BigHand UK Bidco Limited (0.0%)*(3) (5) (6) (7) (12)
High Tech IndustriesFirst Lien Senior Secured Term Loan (GBP LIBOR + 5.25%, 5.4% Cash, Acquired 05/21, Due 01/28)423 424 410 
423 424 410 
Bottom Line Systems, LLC (0.4%)*(5) (6) (7) (9)
Health Care ServicesFirst Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.3% Cash, Acquired 05/21, Due 02/23)3,416 3,413 3,416 
3,416 3,413 3,416 
Bounteous, Inc. (1.0%)*(5) (6) (7) (9)
TechnologyFirst Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 08/21, Due 08/27)8,453 8,240 8,230 
8,453 8,240 8,230 
Brightline Trains Florida LLC (1.0%)* (6)
TransportationFirst Lien Senior Secured Note (8.0% Cash, Acquired 08/21, Due 01/28)8,000 8,000 8,008 
8,000 8,000 8,008 
Brightpay Limited (0.3%)*(3) (5) (6) (7) (13)
TechnologyFirst Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 10/21, Due 10/28)2,677 2,647 2,599 
2,677 2,647 2,599 
BrightSign LLC (1.4%)*(6)
Media & Entertainment
First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 10/21, Due 10/27)(5) (7) (9)
10,687 10,583 10,580 
Revolver (LIBOR + 5.75%, 6.8% Cash, Acquired 10/21, Due 10/27)(7) (9)
— (11)(11)
LLC Units (923,857.7 units, Acquired 10/21)924 947 
10,687 11,496 11,516 
British Engineering Services Holdco Limited (0.7%)*(3) (5) (6) (7) (23)
Commercial Services & SuppliesFirst Lien Senior Secured Term Loan (SONIA + 6.75%, 7.0% Cash, Acquired 05/21, Due 12/27)5,862 5,641 5,742 
Revolver (SONIA + 6.75%, 7.0% Cash, Acquired 05/21, Due 06/22)— (1)— 
5,862 5,640 5,742 
Bucharest Midco Limited (0.1%)*(3) (6)
Hotel, Gaming & LeisureFirst Lien Senior Secured GBP Term Loan (7.0% PIK, Acquired 05/21, Due 7/26)838 738 642 
First Lien Senior Secured USD Term Loan (7.0% PIK, Acquired 05/21, Due 7/26)163 139 125 
1,001 877 767 
C0003 Pty Ltd (Icon Cancer Care) (0.2%)*(3) (5) (6) (7) (16)
Health Care FacilitiesFirst Lien Senior Secured Term Loan (BBSY + 4.5%, 5.0% Cash, Acquired 05/21, Due 10/24)1,031 1,095 1,031 
Second Lien Senior Secured Term Loan (BBSY + 8.0%, 8.5% Cash, Acquired 05/21, Due 04/25)350 373 350 
1,381 1,468 1,381 
CAi Software, LLC (1.1%)*(3) (6) (7) (9)
Technology
First Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.3% Cash, Acquired 12/21, Due 12/28)(5)
9,057 8,877 8,876 
Revolver (LIBOR + 6.25%, 7.3% Cash, Acquired 12/21, Due 12/28)— (19)(19)
9,057 8,858 8,857 
Canadian Orthodontic Partners Corp.(0.5%)*(3) (5) (6) (7) (20)
HealthcareFirst Lien Senior Secured Term Loan (CDOR + 6.5%, 7.5% Cash, Acquired 06/21, Due 03/26)4,329 4,478 4,290 
4,329 4,478 4,290 
27
Barings Private Credit Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 2021
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Type of Investment(1)(2)
Principal
Amount		CostFair
Value
Cascade LP Holdings, LLC (0.2%)*(5) (6) (7) (9)
Environmental IndustriesFirst Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, 0.5% PIK, Acquired 05/21, Due 12/22)$1,530 $1,501 $1,511 
Subordinated Term Loan (LIBOR + 5.5%, 6.5% Cash, 0.5% PIK, Acquired 05/21, Due 12/22)27 27 27 
1,557 1,528 1,538 
Centralis Finco S.a.r.l. (0.0%)*(3) (5) (6) (7) (13)
Diversified Financial ServicesFirst Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 05/21, Due 05/27)128 136 128 
128 136 128 
Ceres Pharma NV (0.4%)*(3) (5) (6) (7) (14)
PharmaceuticalsFirst Lien Senior Secured Term Loan (EURIBOR + 5.50%, 5.5% Cash, Acquired 10/21, Due 10/28)3,273 3,192 3,128 
3,273 3,192 3,128 
Chambers Global Holdings Limited (0.2%)*(3) (5) (6) (7) (11)
Data Processing & Outsourced ServicesFirst Lien Senior Secured Term Loan (GBP LIBOR + 6.0%, 6.5% Cash, Acquired 05/21, Due 01/26)1,295 1,328 1,285 
1,295 1,328 1,285 
Claritas, LLC (0.2%)*(5) (6) (7) (9)
Application SoftwareFirst Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 05/21, Due 12/23)1,627 1,619 1,627 
1,627 1,619 1,627 
Classic Collision (Summit Buyer, LLC) (2.3%)*(5) (6) (7) (9)
Auto Collision Repair CentersFirst Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 05/21, Due 01/26)19,184 18,822 18,967 
19,184 18,822 18,967 
CM Acquisitions Holdings Inc. (1.3%)*(5) (6) (7) (9)
Internet & Direct MarketingFirst Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 05/21, Due 05/25)10,925 10,887 10,925 
10,925 10,887 10,925 
Coastal Marina Holdings, LLC (1.0%)*(6)
Other FinancialSubordinated Term Loan (10.0% PIK, Acquired 11/21, Due 11/31)8,804 7,983 7,983 
LLC Units (273,796 units, Acquired 11/21)821 821 
8,804 8,804 8,804 
Cobham Slip Rings SAS (0.4%)*(3) (5) (6) (7) (9)
Diversified ManufacturingFirst Lien Senior Secured Term Loan (LIBOR + 6.25%, 6.4% Cash, Acquired 11/21, Due 11/28)3,091 3,016 3,014 
3,091 3,016 3,014 
Command Alkon (Project Potter Buyer, LLC) (1.4%)*(5) (6) (7) (8)
SoftwareFirst Lien Senior Secured Term Loan (LIBOR + 8.25%, 9.3% Cash, Acquired 05/21, Due 04/27)11,880 11,398 11,617 
11,880 11,398 11,617 
Contabo Finco S.À R.L (2.9%)*(3) (5) (6) (7) (22)
Internet Software & ServicesFirst Lien Senior Secured Term Loan (SONIA + 5.25%, 5.3% Cash, Acquired 05/21, Due 10/26)24,509 23,910 24,018 
24,509 23,910 24,018 
Cosmelux International (0.1%)*(3) (5) (6) (7) (14)
Commodity ChemicalsFirst Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 05/21, Due 07/24)1,030 1,082 1,023 
1,030 1,082 1,023 
Coyo Uprising GmbH (1.2%)*(3) (6)
Technology
First Lien Senior Secured Term Loan (EURIBOR + 6.5%, 6.5% Cash, Acquired 09/21, Due 09/28)(5) (7) (13)
9,686 9,705 9,418 
Class A Units (531.0 units, Acquired 09/21)248 708 
Class B Units (231.0 units, Acquired 09/21)538 305 
9,686 10,491 10,431 
Crash Champions (1.8%)*(5) (6) (7) (9)
AutomotiveFirst Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 05/21, Due 08/25)15,470 14,972 14,870 
15,470 14,972 14,870 
CVL 3 (0.9%)*(3) (5) (6) (7)
Capital Equipment
First Lien Senior Secured Term Loan (EURIBOR + 5.50%, 5.5% Cash, Acquired 12/21, Due 12/28)(13)
4,321 4,183 4,213 
6- Month Bridge Term Loan (EURIBOR + 5.50%, 5.5% Cash, Acquired 12/21, Due 06/22)(13)
569 551 563 
First Lien Senior Secured Term Loan (SOFR + 5.50%, 5.5% Cash, Acquired 12/21, Due 12/28)(24)
2,480 2,419 2,418 
7,370 7,153 7,194 
CW Group Holdings, LLC (0.5%)*(5) (6) (7) (9)
High Tech IndustriesFirst Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 05/21, Due 01/27)4,128 4,044 4,064 
4,128 4,044 4,064 
28
Barings Private Credit Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 2021
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Type of Investment(1)(2)
Principal
Amount		CostFair
Value
Dart Buyer, Inc. (0.3%)*(5) (6) (7) (9)
Aerospace & DefenseFirst Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 05/21, Due 04/25)$2,217 $2,202 $2,129 
2,217 2,202 2,129 
DecksDirect, LLC (0.1%)*(6)
Building Materials
First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 12/21, Due 12/26)(5) (7) (8)
727 713 713 
Revolver (LIBOR + 6.00%, 7.0% Cash, Acquired 12/21, Due 12/26)(7) (9)
— (4)(4)
LLC Units (1,280.8 Units, Acquired 12/21)55 55 
727 764 764 
Direct Travel, Inc. (0.6%)*(6) (7) (9)
Lodging & CasinosFirst Lien Senior Secured Term Loan (LIBOR + 1.0%, 2.0% Cash, 7.5% PIK, Acquired 05/21, Due 10/23)5,591 4,528 4,417 
Super Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 05/21, Due 10/23)374 374 374 
5,965 4,902 4,791 
Discovery Education, Inc. (1.0%)*(5) (6) (7) (9)
PublishingFirst Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 05/21, Due 10/26)8,633 8,633 8,633 
8,633 8,633 8,633 
Dragon Bidco (0.1%)*(3) (5) (6) (7) (14)
High Tech IndustriesFirst Lien Senior Secured Term Loan (EURIBOR + 6.75%, 6.8% Cash, Acquired 05/21, Due 04/28)569 590 558 
569 590 558 
DreamStart Bidco SAS (d/b/a SmartTrade) (0.1%)*(3) (5) (6) (7) (14)
Diversified Financial ServicesFirst Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 05/21, Due 03/27)909 941 898 
909 941 898 
Dune Group (0.6%)*(3) (5) (6) (7)
Diversified Financial Services
First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.0% Cash, Acquired 09/21, Due 09/28)(9)
4,825 4,743 4,714 
First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 09/21, Due 09/28)(13)
319 268 275 
5,144 5,011 4,989 
Dunn Paper, Inc. (0.3%)*(5) (6) (7) (8)
Forest Products & PaperSecond Lien Senior Secured Term Loan (LIBOR + 8.75%, 9.8% Cash, Acquired 05/21, Due 08/23)2,481 2,452 2,176 
2,481 2,452 2,176 
Dwyer Instruments, Inc. (0.8%)*(5) (6) (7) (9)
ElectricFirst Lien Senior Secured Term Loan (LIBOR + 5.50%, 6.3% Cash, Acquired 07/21, Due 07/27)6,513 6,376 6,446 
6,513 6,376 6,446 
Echo Global Logistics, Inc. (2.0%)*(6)
Air Transportation
Second Lien Senior Secured Term Loan (LIBOR + 7.25%, 8.0% Cash, Acquired 11/21, Due 11/29)(5) (7) (9)
16,433 16,148 16,145 
Partnership Equity (448.2 units, Acquired 11/21)448 448 
16,433 16,596 16,593 
Ellkay, LLC (0.7%)*(5) (6) (7) (9)
Healthcare & PharmaceuticalsFirst Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 09/21, Due 09/27)5,829 5,717 5,724 
5,829 5,717 5,724 
EMI Porta Holdco LLC (1.9%)*(6) (7) (9)
Diversified Manufacturing
First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.5% Cash, Acquired 12/21, Due 12/27)(5)
16,780 16,237 16,231 
Revolver (LIBOR + 5.75%, 6.5% Cash, Acquired 12/21, Due 12/27)— (50)(51)
16,780 16,187 16,180 
Entact Environmental Services, Inc. (0.2%)*(5) (6) (7) (9)
Environmental IndustriesFirst Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 05/21, Due 12/25)1,860 1,844 1,836 
1,860 1,844 1,836 
EPS NASS Parent, Inc. (0.2%)*(5) (6) (7) (9)
Electrical Components & EquipmentFirst Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 05/21, Due 04/28)2,082 2,040 2,047 
2,082 2,040 2,047 
ERES Group (0.0%)*(3) (5) (6) (7) (13)
Banking, Finance, Insurance & Real EstateFirst Lien Senior Secured Term Loan (EURIBOR + 5.0%, 5.0% Cash, Acquired 05/21, Due 07/26)341 362 341 
341 362 341 
29
Barings Private Credit Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 2021
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Type of Investment(1)(2)
Principal
Amount		CostFair
Value
eShipping, LLC (0.7%)*(6) (7)
Transportation Services
First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 11/21, Due 11/27)(5) (8)
$5,483 $5,351 $5,348 
Revolver (LIBOR + 5.75%, 6.8% Cash, Acquired 11/21, Due 11/27)(9)
127 113 113 
5,610 5,464 5,461 
F24 (Stairway BidCo Gmbh) (0.0%)*(3) (5) (6) (13)
Software ServicesFirst Lien Senior Secured Term Loan (EURIBOR + 6.0%, 6.0% Cash, Acquired 05/21, Due 08/27)378 402 378 
378 402 378 
Findex Group Limited (0.1%)*(3) (5) (6) (16)
Banking, Finance, Insurance & Real EstateFirst Lien Senior Secured Term Loan (BBSY + 5.25%, 5.5% Cash, Acquired 05/21, Due 05/24)846 899 846 
846 899 846 
Fineline Technologies, Inc. (0.4%)*(5) (6) (7) (9)
Consumer ServicesFirst Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 05/21, Due 02/28)3,488 3,424 3,488 
3,488 3,424 3,488 
FitzMark Buyer, LLC (0.5%)*(5) (6) (7) (9)
Cargo & TransportationFirst Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, Acquired 05/21, Due 12/26)4,314 4,243 4,227 
4,314 4,243 4,227 
Flavor Producers, LLC. (0.1%)*(5) (6) (7) (9)
Packaged Foods & MeatsFirst Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, 1.0% PIK, Acquired 05/21, Due 12/23)892 861 878 
892 861 878 
Flexential Issuer, LLC (1.2%)*Information TechnologyStructured Secured Note - Class C (6.9% Cash, Acquired 11/21, Due 11/51)10,000 9,261 9,755 
10,000 9,261 9,755 
FragilePak LLC (1.2%)*(6)
Transportation Services
First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 05/21, Due 05/27)(5) (7) (10)
9,274 8,924 8,966 
Partnership Units (929.7 units, Acquired 05/21)930 918 
9,274 9,854 9,884 
Front Line Power Construction LLC (0.1%)*Construction Machinery
First Lien Senior Secured Term Loan (LIBOR + 12.5%, 13.5% Cash, Acquired 11/21, Due 11/28)(6) (7) (9)
1,250 1,210 1,213 
Common Stock (15,890 shares, Acquired 11/21)41 35 
1,250 1,251 1,248 
FSS Buyer LLC (3.0%)*(6)
Technology
First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.5% Cash, Acquired 08/21, Due 08/28)(5) (7) (9)
24,781 24,305 24,341 
LP Interest (2,902.34 units, Acquired 08/21)29 75 
LP Units (12,760.8 units, Acquired 08/21)128 330 
24,781 24,462 24,746 
Glacis Acquisition S.A.R.L. (0.2%)*(3) (5) (6) (7) (14)
Transportation ServicesFirst Lien Senior Secured Term Loan (EURIBOR + 6.5%, 6.5% Cash, Acquired 05/21, Due 07/23)1,296 1,128 1,296 
1,296 1,128 1,296 
Graphpad Software, LLC (3.2%)*(5) (6) (7) (9)
Internet Software & ServicesFirst Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 11/21, Due 4/27)16,248 16,064 16,060 
First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 05/21, Due 4/27)11,047 11,047 11,103 
27,295 27,111 27,163 
Healthe Care Specialty Pty Ltd (0.1%)*(3) (5) (6) (7) (17)

Healthcare & PharmaceuticalsFirst Lien Senior Secured Term Loan (BBSY + 4.75%, 5.3% Cash, Acquired 05/21, Due 10/24)1,084 1,128 1,069 
1,084 1,128 1,069 
Heartland Veterinary Partners, LLC (0.6%)*(6)
HealthcareSubordinated Term Loan (11.0% PIK, Acquired 11/21, Due 11/28)5,175 5,038 5,036 
5,175 5,038 5,036 
Heartland, LLC (0.8%)*(5) (6) (7) (9)
Commercial Services & SuppliesFirst Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 05/21, Due 08/25)6,608 6,495 6,458 
6,608 6,495 6,458 
Heavy Construction Systems Specialists, LLC (2.7%)*(6) (7) (9)
Technology
First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.5% Cash, Acquired 11/21, Due 11/27)(5)
22,807 22,359 22,351 
Revolver (LIBOR + 5.75%, 6.5% Cash, Acquired 11/21, Due 11/27)— (43)(44)
22,807 22,316 22,307 
30
Barings Private Credit Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 2021
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Type of Investment(1)(2)
Principal
Amount		CostFair
Value
Heilbron (f/k/a Sucsez (Bolt Bidco B.V.)) (1.0%)*(3) (5) (6) (7) (14)
InsuranceFirst Lien Senior Secured Term Loan (EURIBOR + 5.0%, 5.0% Cash, Acquired 05/21, Due 09/26)$8,219 $8,510 $8,029 
8,219 8,510 8,029 
HemaSource, Inc. (1.0%)*(5) (6) (7) (8)
Health Care DistributorsFirst Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 05/21, Due 07/23)8,475 8,414 8,475 
8,475 8,414 8,475 
Home Care Assistance, LLC (0.2%)*(5) (6) (7) (9)
Healthcare & PharmaceuticalsFirst Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 05/21, Due 03/27)1,562 1,534 1,531 
1,562 1,534 1,531 
HW Holdco, LLC (Hanley Wood LLC) (1.5%)*(5) (6) (7) (8)
AdvertisingFirst Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 05/21, Due 12/24)13,160 12,964 12,860 
13,160 12,964 12,860 
IGL Holdings III Corp. (1.1%)*(5) (6) (7) (9)
Commercial PrintingFirst Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 05/21, Due 11/26)9,172 9,053 9,076 
9,172 9,053 9,076 
IM Square (0.6%)*(3) (5) (6) (7) (14)
Banking, Finance, Insurance & Real EstateFirst Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 05/21, Due 04/28)4,776 4,858 4,700 
4,776 4,858 4,700 
Image International Intermediate Holdco II, LLC (2.9%)*(5) (6) (7) (8)
Non-durable Consumer GoodsFirst Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 05/21, Due 07/24)25,000 24,715 24,625 
25,000 24,715 24,625 
Infoniqa Holdings GmbH (0.5%)*(3) (5) (6) (7) (13)
TechnologyFirst Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 11/21, Due 11/28)4,286 4,148 4,168 
4,286 4,148 4,168 
Innovad Group II BV (0.1%)*(3) (5) (6) (7) (13)
Beverage, Food & TobaccoFirst Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 05/21, Due 04/28)990 1,020 930 
990 1,020 930 
INOS 19-090 GmbH (0.1%)*(3) (5) (6) (7) (13)
Aerospace & DefenseFirst Lien Senior Secured Term Loan (EURIBOR + 6.13%, 6.1% Cash, Acquired 05/21, Due 12/27)696 721 695 
696 721 695 
Ipsen International Holding GmbH (0.1%)*(3) (6) (7) (14)
Capital EquipmentFirst Lien Senior Secured Term Loan (EURIBOR + 6.75%, 6.8% Cash, 0.5% PIK, Acquired 05/21, Due 08/24)1,222 1,156 1,095 
1,222 1,156 1,095 
Iridium Bidco Limited (0.1%)*(3) (5) (6) (7) (12)
Radio & TelevisionFirst Lien Senior Secured Term Loan (GBP LIBOR + 5.25%, 5.8% Cash, Acquired 05/21, Due 09/23)1,018 1,045 1,018 
1,018 1,045 1,018 
Isolstar Holding NV (IPCOM) (0.1%)*(3) (5) (6) (7) (13)
Trading Companies & DistributorsFirst Lien Senior Secured Term Loan (EURIBOR + 5.0%, 5.0% Cash, Acquired 05/21, Due 06/25)925 974 925 
925 974 925 
ISS#2, LLC (d/b/a Industrial Services Solutions) (0.2%)*(6) (7) (10)
Commercial Services & SuppliesFirst Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 05/21, Due 02/26)1,627 1,472 1,547 
1,627 1,472 1,547 
ITI Intermodal, Inc.(0.1%)*(6) (7)
Transportation Services
First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 12/21, Due 12/27)(5) (8)
721 705 705 
Revolver (LIBOR + 4.75%, 5.8% Cash, Acquired 12/21, Due 12/27)(9)
— (2)(2)
721 703 703 
Jade Bidco Limited (Jane's) (0.2%)*(3) (5) (6) (7)
Aerospace & Defense
First Lien Senior Secured Term Loan (EURIBOR + 4.5%, 4.5% Cash, 2.0% PIK, Acquired 05/21, Due 12/26)(14)
213 224 213 
First Lien Senior Secured Term Loan (LIBOR + 4.5%, 4.5% Cash, 2.0% PIK, Acquired 05/21, Due 12/26)(10)
1,174 1,164 1,174 
1,387 1,388 1,387 
Jaguar Merger Sub Inc. (0.3%)*(6) (7) (9)
Other Financial
First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 12/21, Due 9/24)(5)
2,543 2,487 2,486 
Revolver (LIBOR + 5.25%, 6.3% Cash, Acquired 12/21, Due 9/24)— (6)(6)
2,543 2,481 2,480 
31
Barings Private Credit Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 2021
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Type of Investment(1)(2)
Principal
Amount		CostFair
Value
Jeeves Information Systems AB (2.5%)*(3) (5) (6) (7)
High Tech Industries
First Lien Senior Secured Term Loan (STIBOR + 5.25%, 5.3% Cash, Acquired 05/21, Due 12/22)(19)
$168 $181 $166 
First Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 05/21, Due 12/22)(14)
4,299 4,345 4,114 
First Lien Senior Secured Term Loan (CHF LIBOR + 5.25%, 5.3% Cash, Acquired 05/21, Due 12/22)(21)
16,517 16,133 16,270 
20,984 20,659 20,550 
Kano Laboratories LLC (0.3%)*(5) (6) (7) (10)
Chemicals, Plastics & RubberFirst Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 05/21, Due 11/26)2,929 2,886 2,839 
2,929 2,886 2,839 
Kestrel Midco Limited (0.2%)*(3) (5) (6) (7) (11)
Health Care DistributorsFirst Lien Senior Secured Term Loan (GBP LIBOR + 5.5%, 6.0% Cash, Acquired 05/21, Due 12/24)1,486 1,547 1,486 
1,486 1,547 1,486 
Kid Distro Holdings, LLC (2.9%)*(6)
Media & Entertainment
First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 10/21, Due 10/27)(5) (7) (9)
23,936 23,474 23,457 
Partnership Units (1,062,795.2 units, Acquired 10/21)1,064 1,063 
23,936 24,538 24,520 
Kona Buyer, LLC (1.3%)*(5) (6) (7) (9)
High Tech IndustriesFirst Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.3% Cash, Acquired 05/21, Due 12/27)10,661 10,489 10,661 
10,661 10,489 10,661 
KSLB Holdings, LLC (0.7%)*(5) (6) (7) (8)
Beverage, Food & TobaccoFirst Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, Acquired 05/21, Due 07/25)6,041 5,727 5,564 
6,041 5,727 5,564 
LAF International (0.1%)*(3) (5) (6) (7) (14)
Healthcare & PharmaceuticalsFirst Lien Senior Secured Term Loan (EURIBOR + 6.0%, 6.0% Cash, Acquired 05/21, Due 03/28)569 594 556 
569 594 556 
Lambir Bidco Limited (0.4%)*(3) (6)
Healthcare
First Lien Senior Secured Term Loan (EURIBOR + 6.0%, 6.0% Cash, Acquired 12/21, Due 12/28)(5) (7) (13)
2,326 2,212 2,230 
Second Lien Senior Secured Term Loan (12.0% PIK, Acquired 12/21, Due 06/29)657 632 637 
Revolver (EURIBOR + 6.0%, 6.0% Cash, Acquired 12/21, Due 12/24)(7) (13)
145 136 137 
3,128 2,980 3,004 
Life Extension Institute, Inc. (0.9%)*(5) (6) (7) (9)
Healthcare & PharmaceuticalsFirst Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 05/21, Due 02/24)7,188 7,188 7,188 
7,188 7,188 7,188 
Listrac Bidco Limited (0.1%)*(3) (6) (7) (12)
Health CareFirst Lien Senior Secured Term Loan (GBP LIBOR + 5.25%, 5.3% Cash, Acquired 05/21, Due 11/22)640 618 632 
640 618 632 
LivTech Purchaser, Inc. (0.2%)*(5) (6) (7) (9)
Business ServicesFirst Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 05/21, Due 12/25)1,625 1,606 1,611 
1,625 1,606 1,611 
Loftware, Inc. (2.5%)*(5) (6) (7) (9)
Application SoftwareFirst Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 05/21, Due 12/25)21,493 21,314 21,117 
21,493 21,314 21,117 
Marmoutier Holding B.V. (0.2%)*(3) (6) (7) (13)
Consumer Products
First Lien Senior Secured Term (EURIBOR + 5.75%, 5.8% Cash, Acquired 12/21, Due 12/28)(5)
1,944 1,872 1,880 
Revolver (EURIBOR + 5.0%, 5.0% Cash, Acquired 12/21, Due 6/27)— (4)(4)
1,944 1,868 1,876 
MC Group Ventures Corporation (0.8%)*(6)
Business Services
First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 07/21, Due 06/27)(5) (7) (9)
5,824 5,684 5,774 
Partnership Units (560 units, Acquired 06/21)560 571 
5,824 6,244 6,345 
Media Recovery, Inc. (SpotSee) (0.1%)*(5) (6) (7) (11)
Containers, Packaging & GlassFirst Lien Senior Secured Term Loan (GBP LIBOR + 6.0%, 7.0% Cash, Acquired 05/21, Due 11/25)947 970 947 
947 970 947 
32
Barings Private Credit Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 2021
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Type of Investment(1)(2)
Principal
Amount		CostFair
Value
Medical Solutions Parent Holdings, Inc. (0.5%)*(5) (7) (9)
HealthcareSecond Lien Senior Secured Term Loan (LIBOR + 7.0%, 7.5% Cash, Acquired 11/21, Due 11/29)$4,421 $4,377 $4,362 
4,421 4,377 4,362 
Medplast Holdings, Inc. (1.1%)*(5) (7) (8)
Health CareSecond Lien Senior Secured Term Loan (LIBOR + 7.75%, 7.8% Cash, Acquired 05/21, Due 07/26)9,325 8,580 8,854 
9,325 8,580 8,854 
Mertus 522. GmbH (0.0%)*(3) (5) (6) (7) (14)
Health CareFirst Lien Senior Secured Term Loan (EURIBOR + 6.25%, 6.3% Cash, Acquired 05/21, Due 05/26)438 260 251 
438 260 251 
Metis BidCo Pty Limited (0.0%)*(3) (5) (6) (16)
Business Equipment & ServicesFirst Lien Senior Secured Term Loan (BBSY + 5.25%, 5.3% Cash, Acquired 05/21, Due 04/26)414 439 414 
414 439 414 
MNS Buyer, Inc. (0.1%)*(6)
Construction & Building
First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 08/21, Due 08/27)(5) (7) (8)
921 903 905 
LLC Units (76.92 Units, Acquired 08/21)77 78 
921 980 983 
Modern Star Holdings Bidco Pty Limited (0.1%)*(3) (5) (6) (7) (15)
Non-durable Consumer GoodsFirst Lien Senior Secured Term Loan (BBSY + 6.25%, 6.8% Cash, Acquired 05/21, Due 12/26)841 855 837 
841 855 837 
Mold-Rite Plastics, LLC (0.6%)*(5) (6) (7) (9)
Containers, Packaging & GlassSecond Lien Senior Secured Term Loan (LIBOR + 7.0%, 7.5% Cash, Acquired 09/21, Due 09/29)5,000 4,950 4,975 
5,000 4,950 4,975 
Murphy Midco Limited (0.1%)*(3) (5) (6) (7) (12)
Media, Diversified & ProductionFirst Lien Senior Secured Term Loan (GBP LIBOR + 4.75%, 4.8% Cash, Acquired 05/21, Due 11/27)638 642 623 
638 642 623 
Music Reports, Inc. (0.3%)*(5) (6) (7) (9)
Media & EntertainmentFirst Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 05/21, Due 08/26)2,598 2,559 2,546 
2,598 2,559 2,546 
Narda Acquisitionco., Inc. (0.6%)*(6)
Aerospace & Defense
First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 12/21, Due 12/27)(5) (7) (9)
4,591 4,511 4,511 
Revolver (LIBOR + 5.25%, 6.3% Cash, Acquired 12/21, Due 12/27)(7) (9)
— (18)(19)
Class A Preferred Stock (3,708.1 units, Acquired 12/21)371 371 
Class B Common Stock (412.0 units, Acquired 12/21)41 41 
4,591 4,905 4,904 
Navia Benefit Solutions, Inc. (0.5%)*(5) (6) (7) (9)
Healthcare & PharmaceuticalsFirst Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 05/21, Due 02/27)4,630 4,527 4,590 
4,630 4,527 4,590 
NeoxCo (0.0%)*(3) (6)
Internet Software & Services
First Lien Senior Secured Term Loan (EURIBOR + 6.75%, 6.8% Cash, Acquired 05/21, Due 05/25)(5) (7) (14)
250 259 250 
Second Lien Senior Secured Term Loan (12.5% PIK, Acquired 05/21, Due 08/25)40 41 40 
290 300 290 
Net Health Acquisition Corp. (1.3%)*(5) (6) (7) (9)
Health Care TechnologyFirst Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 05/21, Due 12/23)938 924 934 
First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 05/21, Due 12/25)10,154 9,997 10,104 
11,092 10,921 11,038 
NEWCO AH (0.2%)*(3) (5) (6) (7) (13)
PharmaceuticalsFirst Lien Senior Secured Term Loan (EURIBOR + 6.25%, 6.3% Cash, Acquired 05/21, Due 10/25)1,279 1,353 1,279 
1,279 1,353 1,279 
Nexus Underwriting Management Limited (0.5%)*(3) (6) (7) (23)
Other Financial
First Lien Senior Secured Term Loan (SONIA + 5.25%, 5.3% Cash, Acquired 10/21, Due 10/28)(5)
4,218 4,072 4,060 
Revolver (SONIA + 5.25%, 5.3% Cash, Acquired 10/21, Due 04/22)82 81 80 
4,300 4,153 4,140 
Northstar Recycling, LLC( 0.7%)*(5) (6) (7) (9)
Environmental IndustriesFirst Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 10/21, Due 09/27)6,190 6,071 6,066 
6,190 6,071 6,066 

33
Barings Private Credit Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 20212022
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Type of Investment(1)(2)
Principal
Amount		CostFair
Value
Novotech Aus Bidco Pty Ltd (0.2%)*(3) (5) (6) (7) (15)
PublishingFirst Lien Senior Secured Term Loan (BBSY + 5.5%, 6.0% Cash, Acquired 05/21, Due 09/23)$1,333 $1,416 $1,328 
1,333 1,416 1,328 
OA Buyer, Inc. (1.0%)*(3) (6)
Healthcare
First Lien Senior Secured Term Loan (LIBOR + 6.0%, 6.8% Cash, Acquired 12/21, Due 12/28)(5) (7) (9)
8,501 8,331 8,331 
Revolver (LIBOR + 6.0%, 6.8% Cash, Acquired 12/21, Due 12/28)(7) (9)
— (27)(27)
Partnership Units (210,920.1 units, Acquired 12/21)211 211 
8,501 8,515 8,515 
OG III B.V. (1.5%)*(3) (5) (6) (7) (13)
Containers & Glass ProductsFirst Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 06/21, Due 06/28)12,862 13,322 12,573 
12,862 13,322 12,573 
Omni Intermediate Holdings, LLC (1.7%)*(5) (6) (7) (8)
TransportationFirst Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 05/21, Due 12/26)14,387 13,972 13,981 
14,387 13,972 13,981 
Options Technology Ltd. (1.0%)*(3) (5) (6) (7) (9)
Computer ServicesFirst Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, Acquired 05/21, Due 12/25)8,594 8,428 8,394 
8,594 8,428 8,394 
Oracle Vision Bidco Limited (0.2%)*(3) (5) (6) (7) (23)
HealthcareFirst Lien Senior Secured Term Loan (SONIA + 5.25%, 5.3% Cash, Acquired 06/21, Due 05/28)1,502 1,522 1,467 
1,502 1,522 1,467 
Origin Bidco Limited (0.1%)*(3) (5) (6) (7)
Technology
First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 06/21, Due 06/28)(9)
597 582 584 
First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 06/21, Due 06/28)(13)
377 394 369 
974 976 953 
OSP Hamilton Purchaser, LLC (0.3%)*(6) (7)
Technology
First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 12/21, Due 12/27)(5) (8)
2,281 2,235 2,235 
Revolver (LIBOR + 5.75%, 6.8% Cash, Acquired 12/21, Due 12/27)(9)
— (4)(4)
2,281 2,231 2,231 
Pacific Health Supplies Bidco Pty Limited (0.1%)*(3) (5) (6) (7) (16)
Healthcare & PharmaceuticalsFirst Lien Senior Secured Term Loan (BBSY + 6.0%, 6.5% Cash, Acquired 05/21, Due 12/25)1,073 1,114 1,044 
1,073 1,114 1,044 
Panther Bidco Pty Ltd (Junior Adventures Group) (0.1%)*(3) (5) (6) (17)
Consumer ServicesFirst Lien Senior Secured Term Loan (BBSY + 5.5%, 6.5% Cash, Acquired 05/21, Due 06/23)702 744 679 
702 744 679 
Pare SAS (SAS Maurice MARLE) (0.1%)*(3) (5) (6) (7) (13)
Health Care EquipmentFirst Lien Senior Secured Term Loan (EURIBOR + 6.75%, 6.8% Cash, Acquired 05/21, Due 12/26)910 957 910 
910 957 910 
Patriot New Midco 1 Limited (Forensic Risk Alliance) (0.1%)*(3) (5) (6) (7)
Diversified Financial Services
First Lien Senior Secured Term Loan (LIBOR + 6.75%, 7.8% Cash, Acquired 05/21, Due 02/27)(9)
429 450 409 
First Lien Senior Secured Term Loan (EURIBOR + 6.75%, 6.8% Cash, Acquired 05/21, Due 02/27)(13)
502 496 479 
931 946 888 
PDQ.Com Corporation (1.9%)*(6)
Business Equipment & Services
First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 08/21, Due 08/27)(5) (7) (9)
15,776 15,421 15,410 
Class A-2 Partnership Units (86.39 units, Acquired 08/21)86 87 
15,776 15,507 15,497 
PEGASUS TRANSTECH HOLDING, LLC (1.0%)*(5) (6) (7) (8)
TruckingFirst Lien Senior Secured Term Loan (LIBOR + 6.5%, 7.5% Cash, Acquired 05/21, Due 11/24)8,333 8,333 8,333 
8,333 8,333 8,333 
Perforce Software, Inc. (0.8%)*(5) (6) (7) (8)
Internet Software & ServicesSecond Lien Senior Secured Term Loan (LIBOR + 8.0%, 8.1% Cash, Acquired 05/21, Due 07/27)6,497 6,423 6,497 
6,497 6,423 6,497 
Permaconn BidCo Pty Ltd (0.9%)*(3) (5) (6) (7) (15)
Tele-communicationsFirst Lien Senior Secured Term Loan (BBSY + 6.5%, 6.5% Cash, Acquired 12/21, Due 12/27)8,114 7,776 7,891 
8,114 7,776 7,891 
Portfolio CompanyIndustryInvestment Type(1)(2)InterestAcq. DateMaturity DatePrincipal
Amount		CostFair
Value		% of Net Assets *Notes
AnalytiChem Holding GmbHChemicalsFirst Lien Senior Secured Term LoanBBSY + 6.00%, 9.1% Cash11/2112/28$1,355 $1,424 $1,326 0.1 %(3) (5) (6) (7) (15)
First Lien Senior Secured Term LoanEURIBOR + 6.00%, 7.7% Cash11/2111/284,973 5,021 4,869 0.4 %(3) (5) (6) (7) (12)
First Lien Senior Secured Term LoanEURIBOR + 6.00%, 7.7% Cash11/2112/281,706 1,825 1,670 0.2 %(3) (5) (6) (7) (12)
First Lien Senior Secured Term LoanEURIBOR + 6.00%, 7.7% Cash04/2210/287,237 7,238 7,085 0.7 %(3) (5) (6) (7) (12)
First Lien Senior Secured Term LoanLIBOR + 6.00%, 10.8% Cash11/2112/28951 951 931 0.1 %(3) (5) (6) (7) (9)
First Lien Senior Secured Term LoanLIBOR + 6.00%, 10.8% Cash06/2210/281,283 1,283 1,257 0.1 %(3) (5) (6) (7) (9)
RevolverEURIBOR + 6.00%, 7.7% Cash04/2210/23— (6)(10)— %(3) (6) (7) (12)
17,505 17,736 17,128 
Anju Software, Inc.Application SoftwareFirst Lien Senior Secured Term LoanLIBOR + 7.25%, 11.6% Cash05/2102/251,417 1,414 1,165 0.1 %(5) (6) (7) (8)
1,417 1,414 1,165 
APC1 HoldingDiversified ManufacturingFirst Lien Senior Secured Term LoanEURIBOR + 6.00%, 8.2% Cash07/2207/292,101 1,952 2,044 0.2 % (3) (5) (6) (7) (12)
2,101 1,952 2,044 
Apex Bidco LimitedBusiness Equipment & ServicesFirst Lien Senior Secured Term LoanSONIA + 6.25% 9.7% Cash05/2101/27407 470 407 — %(3) (5) (6) (7) (21)
407 470 407 
APOG Bidco Pty LtdHealthcareSecond Lien Senior Secured Term LoanBBSY + 7.25%, 10.3% Cash04/2203/301,099 1,191 1,083 0.1 %(3) (5) (6) (7) (14)
1,099 1,191 1,083 
Aptus 1829. GmbHChemicals, Plastics, & RubberFirst Lien Senior Secured Term LoanEURIBOR + 7.00%, 8.9% Cash09/2109/275,168 5,556 5,168 0.5 %(3) (5) (6) (7) (11)
Preferred Stock (14 shares)N/A09/21N/A122 119 — %(3)(6) (30)
Common Stock (49 shares)N/A09/21N/A12 7 — %(3)(6) (30)
5,168 5,690 5,294 
Apus Bidco LimitedBanking, Finance, Insurance & Real EstateFirst Lien Senior Secured Term LoanSONIA + 5.50%, 7.2% Cash05/2103/281,144 1,310 1,104 0.1 %(3) (5) (6) (7) (22)
1,144 1,310 1,104 
AQA Acquisition Holding IncHigh Tech IndustriesSecond Lien Senior Secured Term LoanLIBOR + 7.50%, 12.2% Cash05/2103/297,460 7,286 7,140 0.7 %(5) (6) (7) (9)
7,460 7,286 7,140 
Aquavista Watersides 2 LTDTransportation ServicesFirst Lien Senior Secured Term LoanSONIA + 6.00%, 8.9% Cash12/2112/24117 81 92 — %(3) (5) (6) (7) (22)
First Lien Senior Secured Term LoanSONIA + 6.00%, 8.9% Cash12/2112/282,488 2,692 2,440 0.2 %(3) (5) (6) (7) (22)
Second Lien Senior Secured Term LoanSONIA + 10.5% PIK12/2112/28697 750 684 0.1 %(3) (6) (7) (22)
3,302 3,523 3,216 
Arc EducationConsumer CyclicalFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 8.0% Cash07/2207/296,147 5,587 5,938 0.5 %(3) (5) (6) (7) (12)
6,147 5,587 5,938 
ArchimedeConsumer ServicesFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 7.5% Cash05/2110/2714,408 14,234 14,104 1.3 %(3) (5) (6) (7) (12)
14,408 14,234 14,104 
34
Barings Private Credit Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 20212022
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Type of Investment(1)(2)
Principal
Amount		CostFair
Value
Pilot Air Freight, LLC (1.7%)*(5) (6) (7) (9)
Transportation ServicesFirst Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 05/21, Due 07/24)$14,191 $14,014 $14,191 
14,191 14,014 14,191 
Polara Enterprises, L.L.C. (0.5%)*(6)
Capital Equipment
First Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 12/21, Due 12/27)(5) (7) (9)
4,243 4,159 4,158 
Revolver (LIBOR + 4.75%, 5.8% Cash, Acquired 12/21, Due 12/27)(7) (9)
— (11)(11)
Partnership Units (3,820.44 Units, Acquired 12/21)382 382 
4,243 4,530 4,529 
Policy Services Company, LLC (5.0%)*(6)
Property & Casualty Insurance
First Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, 4.0% PIK, Acquired 12/21, Due 6/26)(5) (7) (9)
43,421 41,702 41,694 
Warrants - Class A (26,774 units, Acquired 12/21)— — 
Warrants - Class B (9,036 units, Acquired 12/21)— — 
Warrants - Class CC (929 units, Acquired 12/21)— — 
Warrants - Class D (2,387 units, Acquired 12/21)— — 
43,421 41,702 41,694 
Premium Franchise Brands, LLC (2.9%)*(5) (6) (7) (9)
Research & Consulting ServicesFirst Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.3% Cash, Acquired 05/21, Due 12/26)24,972 24,525 24,473 
24,972 24,525 24,473 
Premium Invest (0.5%)*(3) (5) (6) (7) (13)
Brokerage, Asset Managers & ExchangesFirst Lien Senior Secured Term Loan (EURIBOR + 6.0%, 6.0% Cash, Acquired 06/21, Due 06/28)4,208 4,335 4,141 
4,208 4,335 4,141 
Preqin MC Limited (0.3%)*(3) (5) (6) (7) (25)
Banking, Finance, Insurance & Real EstateFirst Lien Senior Secured Term Loan (SOFR + 5.5%, 5.5% Cash, Acquired 08/21, Due 07/28)2,500 2,429 2,478 
2,500 2,429 2,478 
Professional Datasolutions, Inc. (PDI) (1.4%)*(5) (6) (7) (9)
Application SoftwareFirst Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, Acquired 05/21, Due 10/24)11,850 11,794 11,672 
11,850 11,794 11,672 
Protego Bidco B.V. (0.1%)*(3) (5) (6) (7) (13)
Aerospace & DefenseFirst Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 05/21, Due 03/27)136 139 134 
First Lien Senior Secured Term Loan (EURIBOR + 6.0%, 6.0% Cash, Acquired 05/21, Due 03/28)498 506 481 
634 645 615 
QPE7 SPV1 BidCo Pty Ltd (0.5%)*(3) (5) (6) (7) (16)
Consumer CyclicalFirst Lien Senior Secured Term Loan (BBSY + 5.5%, 6.0% Cash, Acquired 09/21, Due 09/26)4,048 3,902 3,985 
4,048 3,902 3,985 
Questel Unite (0.4%)*(3) (5) (6) (7)
Business Services
First Lien Senior Secured Term Loan (EURIBOR + 6.25%, 6.3% Cash, Acquired 05/21, Due 12/27)(13)
2,011 1,982 1,981 
First Lien Senior Secured Term Loan (LIBOR + 6.25%, 6.8% Cash, Acquired 05/21, Due 12/27)(9)
1,000 987 994 
3,011 2,969 2,975 
Recovery Point Systems, Inc. (0.3%)*(5) (6) (7) (9)
TechnologyFirst Lien Senior Secured Term Loan (LIBOR + 6.5%, 7.5% Cash, Acquired 05/21, Due 08/26)2,454 2,454 2,454 
2,454 2,454 2,454 
Renaissance Holding Corp. (1.1%)*(5) (7) (8)
Application SoftwareSecond Lien Senior Secured Term Loan (LIBOR + 7.0%, 7.1% Cash, Acquired 05/21, Due 05/26)9,325 9,301 9,339 
9,325 9,301 9,339 
Renovation Parent Holdings, LLC (1.8%)*(6)
Home furnishings
First Lien Senior Secured Term Loan (LIBOR + 5.50%, 6.5% Cash, Acquired 11/21, Due 11/27)(5) (7) (10)
14,563 14,206 14,199 
Partnership Equity (592,105.3 units, Acquired 11/21)592 610 
14,563 14,798 14,809 
REP SEKO MERGER SUB LLC (1.6%)*(5) (6) (7)
Air Freight & Logistics
First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 05/21, Due 12/26)(9)
7,411 7,391 7,284 
First Lien Senior Secured Term Loan (EURIBOR + 5.0%, 6.0% Cash, Acquired 05/21, Due 12/26)(13)
6,298 6,326 6,203 
13,709 13,717 13,487 
Resonetics, LLC (1.2%)*(5) (6) (7) (10)
Health Care EquipmentSecond Lien Senior Secured Term Loan (LIBOR + 7.0%, 7.8% Cash, Acquired 05/21, Due 04/29)10,304 10,106 10,098 
10,304 10,106 10,098 
Portfolio CompanyIndustryInvestment 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$616 $566 $600 0.1 %(3) (5) (6) (7) (12)
First Lien Senior Secured Term LoanEURIBOR + 5.75%, 8.0% Cash08/2207/291,903 1,823 1,856 0.2 %(3) (5) (6) (7) (12)
First Lien Senior Secured Term LoanEURIBOR + 5.75%, 8.0% Cash09/2207/29654 615 638 0.1 %(3) (5) (6) (7) (12)
First Lien Senior Secured Term LoanSOFR+ 5.75%, 10.3% Cash07/2207/29259 252 253 — %(3) (5) (6) (7) (18)
First Lien Senior Secured Term LoanSONIA + 5.75%, 9.2% Cash07/2207/293,197 3,028 3,072 0.3 %(3) (5) (6) (7) (21)
Subordinated Term Loan10.5% PIK07/2207/29999 958 973 0.1 %(3) (6)
Preferred Stock (83,120 shares)10.0% PIK07/22N/A103 100 — %(3) (6)
Equity Loan Notes (83,120 units)10.0% PIK07/22N/A103 100 — %(3) (6)
Common Stock (929 shares)N/A07/22N/A1 — — %(3) (6) (30)
7,628 7,449 7,592 
Armstrong Transport Group (Pele Buyer, LLC)Air Freight & LogisticsFirst Lien Senior Secured Term LoanSOFR + 5.50%, 9.7% Cash10/2206/245,960 5,842 5,826 0.5 %(5) (6) (7) (19)
First Lien Senior Secured Term LoanLIBOR + 5.75%, 10.2% Cash05/2106/244,040 3,996 3,949 0.4 %(5) (6) (7) (9)
10,000 9,838 9,775 
ASC Communications, LLCMedia & EntertainmentFirst Lien Senior Secured Term LoanSOFR + 5.00%, 9.3% Cash07/2207/2712,631 12,434 12,434 1.1 %(5) (6) (7) (17)
Class A Units (15,285.8 units)N/A07/22N/A320 369 — %(6) (30)
12,631 12,754 12,803 
ASPEQ Heating Group LLCBuilding Products, Air & HeatingFirst Lien Senior Secured Term LoanLIBOR + 4.25%, 9.0% Cash05/2111/251,602 1,593 1,602 0.1 %(5) (6) (7) (9)
1,602 1,593 1,602 
Astra Bidco LimitedHealthcareFirst Lien Senior Secured Term LoanSONIA + 5.00%, 9.4% Cash11/2111/282,382 2,553 2,289 0.2 %(3) (5) (6) (7) (21)
2,382 2,553 2,289 
ATL II MRO Holdings Inc.TransportationFirst Lien Senior Secured Term LoanSOFR + 6.00%, 10.4% Cash11/2211/2812,500 12,194 12,188 1.1 %(5) (6) (7) (19)
RevolverSOFR + 6.00%, 10.4% Cash11/2211/28— (61)(63)— %(6) (7) (19)
12,500 12,133 12,125 
Audio Precision, Inc.High Tech IndustriesFirst Lien Senior Secured Term LoanEURIBOR + 6.00%, 8.2% Cash05/2110/242,678 3,008 2,665 0.2 %(5) (6) (7) (12)
First Lien Senior Secured Term LoanLIBOR + 6.00%, 10.7% Cash05/2110/244,944 4,909 4,919 0.5 %(5) (6) (7) (9)
7,622 7,917 7,584 
Auxi InternationalCommercial FinanceFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 8.1% Cash05/2112/26320 358 280 — %(3) (5) (6) (7) (13)
320 358 280 
Avalign Holdings, Inc.Health Care SuppliesFirst Lien Senior Secured Term LoanSOFR + 4.50%, 9.1% Cash05/2112/251,795 1,792 1,695 0.2 %(5) (6) (7) (17)
1,795 1,792 1,695 
Avance Clinical Bidco Pty LtdHealthcareFirst Lien Senior Secured Term LoanBBSY + 4.50%, 7.7% Cash11/2111/272,792 2,820 2,680 0.2 %(3) (5) (6) (7) (16)
2,792 2,820 2,680 
AWP Group Holdings, Inc.Business ServicesFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 9.5% Cash05/2112/271,472 1,456 1,443 0.1 %(5) (6) (7) (9)
1,472 1,456 1,443 
35
Barings Private Credit Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 20212022
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Type of Investment(1)(2)
Principal
Amount		CostFair
Value
RevSpring, Inc. (0.3%)*(5) (6) (7) (9)
Business ServicesSecond Lien Senior Secured Term Loan (LIBOR + 8.25%, 8.4% Cash, Acquired 05/21, Due 10/26)$2,556 $2,507 $2,556 
2,556 2,507 2,556 
Reward Gateway (UK) Ltd (1.5%)*(3) (5) (6) (7) (23)
Precious Metals & MineralsFirst Lien Senior Secured Term Loan (SONIA + 6.75%, 6.8% Cash, Acquired 08/21, Due 06/28)13,113 13,066 12,770 
13,113 13,066 12,770 
Riedel Beheer B.V. (0.2%)*(3) (6) (7) (13)
Food & Beverage
First Lien Senior Secured Term Loan (EURIBOR + 5.5%, 5.5% Cash, Acquired 12/21, Due 12/28)(5)
1,899 1,835 1,843 
Super Senior Secured Term Loan (EURIBOR + 5.5%, 5.5% Cash, Acquired 12/21, Due 12/28)(5)
230 222 223 
Revolver (EURIBOR + 5.5%, 5.5% Cash, Acquired 12/21, Due 6/28)— (5)(5)
2,129 2,052 2,061 
ROI Solutions LLC (1.0%)*(5) (6) (7) (9)
Business ServicesFirst Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash, Acquired 05/21, Due 08/24)8,474 8,474 8,474 
8,474 8,474 8,474 
RPX Corporation (2.1%)*(5) (6) (7) (9)
Research & Consulting ServicesFirst Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 05/21, Due 10/25)17,802 17,508 17,436 
17,802 17,508 17,436 
Safety Products Holdings, LLC (0.6%)*(5) (6) (7) (8)
Non-durable Consumer GoodsFirst Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 05/21, Due 12/26)5,400 5,245 5,213 
5,400 5,245 5,213 
Sandvine Corporation (1.0%)*(5) (6) (7) (8)
Communications EquipmentSecond Lien Senior Secured Term Loan (LIBOR + 8.0%, 8.1% Cash, Acquired 05/21, Due 11/26)8,685 8,654 8,685 
8,685 8,654 8,685 
Sanoptis SARL (2.3%)*(3) (5) (6) (7)
Healthcare & Pharmaceuticals
First Lien Senior Secured Term Loan (EURIBOR + 5.75%, 5.8% Cash, Acquired 05/21, Due 05/26)(14)
1,137 1,185 1,137 
First Lien Senior Secured Term Loan (EURIBOR + 6.0%, 6.0% Cash, Acquired 05/21, Due 05/26)(14)
14,895 14,637 14,895 
First Lien Senior Secured Term Loan (CHF LIBOR + 5.75%, 5.8% Cash, Acquired 05/21, Due 05/26)(21)
390 384 390 
First Lien Senior Secured Term Loan (CHF LIBOR + 6.0%, 6.0% Cash, Acquired 05/21, Due 05/26)(21)
2,697 2,689 2,697 
19,119 18,895 19,119 
Scaled Agile, Inc. (0.2%)*(6) (7) (9)
Research & Consulting Services
First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.3% Cash, Acquired 05/21, Due 12/28)(5)
1,748 1,705 1,705 
Revolver (LIBOR + 5.5%, 6.3% Cash, Acquired 05/21, Due 12/28)— (7)(7)
1,748 1,698 1,698 
Simulation Software Investment Company Pty Ltd (0.2%)*(3) (5) (6) (7)
Business Services
First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 05/21, Due 09/22)(9)
639 637 639 
First Lien Senior Secured Term Loan (BBSY + 5.5%, 5.6% Cash, Acquired 05/21, Due 09/22)(16)
654 696 654 
1,293 1,333 1,293 
SISU ACQUISITIONCO., INC. (0.3%)*(5) (6) (7) (9)
Aerospace & DefenseFirst Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 05/21, Due 12/26)2,545 2,503 2,458 
2,545 2,503 2,458 
Smartling, Inc. (1.7%)*(6) (7) (9)
Technology
First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 11/21, Due 11/27)(5)
14,529 14,204 14,197 
Revolver (LIBOR + 5.75%, 6.8% Cash, Acquired 11/21, Due 11/27)— (20)(21)
14,529 14,184 14,176 
SN BUYER, LLC (0.6%)*(5) (6) (7) (8)
Health Care ServicesFirst Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 05/21, Due 12/26)5,185 5,119 5,185 
5,185 5,119 5,185 
Springbrook Software (SBRK Intermediate, Inc.) (0.3%)*(5) (6) (7) (9)
Enterprise Software & ServicesFirst Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 05/21, Due 12/26)2,434 2,426 2,434 
2,434 2,426 2,434 
Portfolio CompanyIndustryInvestment Type(1)(2)InterestAcq. DateMaturity DatePrincipal
Amount		CostFair
Value		% of Net Assets *Notes
Azalea Buyer, Inc.TechnologyFirst Lien Senior Secured Term LoanLIBOR + 5.25%, 10.0% Cash11/2111/27$4,560 $4,467 $4,489 0.4 %(5) (6) (7) (9)
RevolverLIBOR + 5.25%, 10.0% Cash11/2111/27— (8)(6)— %(6) (7) (9)
Subordinated Term Loan12.0% PIK11/2105/281,431 1,409 1,403 0.1 %(6)
Common Stock (192,307.7 shares)N/A11/21N/A192 183 — %(6) (30)
5,991 6,060 6,069 
Bariacum S.AConsumer ProductsFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 6.7% Cash11/2111/282,775 2,856 2,711 0.2 %(3) (5) (6) (7) (13)
2,775 2,856 2,711 
Benify (Bennevis AB)High Tech IndustriesFirst Lien Senior Secured Term LoanSTIBOR + 5.25%, 7.9% Cash05/2107/26341 423 341 — %(3) (5) (6) (7) (23)
341 423 341 
Bestop, Inc.Auto Parts & EquipmentFirst Lien Senior Secured Term LoanSOFR + 5.25%, 10.0% Cash05/2101/253,575 3,570 3,203 0.3 %(5) (6) (7) (18)
3,575 3,570 3,203 
Beyond Risk Management, Inc.Other FinancialFirst Lien Senior Secured Term LoanLIBOR + 4.50%, 8.9% Cash10/2110/272,551 2,499 2,493 0.2 %(5) (6) (7) (8)
2,551 2,499 2,493 
BidwaxNon-durable Consumer GoodsFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 8.6% Cash05/2102/284,909 5,322 4,767 0.4 %(3) (5) (6) (7) (13)
4,909 5,322 4,767 
BigHand UK Bidco LimitedHigh Tech IndustriesFirst Lien Senior Secured Term LoanSOFR + 5.50%, 9.8% Cash05/2101/28322 317 316 — %(3) (5) (6) (7) (18)
First Lien Senior Secured Term LoanSONIA + 5.50%, 9.0% Cash05/2101/28376 430 369 — %(3) (5) (6) (7) (21)
698 747 685 
Biolam GroupConsumer Non-cyclicalFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 8.2% Cash12/2211/293,157 2,956 2,939 0.3 %(3) (5) (6) (7) (12)
3,157 2,956 2,939 
Bounteous, Inc.TechnologyFirst Lien Senior Secured Term LoanLIBOR + 5.25%, 10.0% Cash08/2108/273,734 3,631 3,458 0.3 %(5) (6) (7) (9)
First Lien Senior Secured Term LoanLIBOR + 5.25%, 9.6% Cash08/2108/274,647 4,573 4,345 0.4 %(5) (6) (7) (8)
8,381 8,204 7,803 
Bridger Aerospace Group Holdings, LLCEnvironmental IndustriesMunicipal Revenue Bond11.5% Cash07/2209/2732,980 32,980 34,314 3.2 %
Preferred Stock- Series C (17,725 shares)7.0% PIK07/22N/A17,533 17,861 1.6 %(6)
32,980 50,513 52,175 
Brightline Trains Florida LLCTransportationSenior Secured Note8.0% Cash08/2101/288,000 8,000 6,960 0.6 %(6)
8,000 8,000 6,960 
Brightpay LimitedTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 5.00%, 6.5% Cash10/2110/283,078 3,205 3,009 0.3 %(3) (5) (6) (7) (12)
3,078 3,205 3,009 
BrightSign LLCMedia & EntertainmentFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.5% Cash10/2110/2710,580 10,492 10,482 1.0 %(5) (6) (7) (9)
RevolverLIBOR + 5.75%, 10.5% Cash10/2110/27— (9)(10)— %(6) (7) (9)
LLC Units (923,857.7 units)N/A10/21N/A924 961 0.1 %(6) (30)
10,580 11,407 11,433 
British Engineering Services Holdco LimitedCommercial Services & SuppliesFirst Lien Senior Secured Term LoanSONIA + 7.00%, 9.3% Cash05/2112/277,059 7,574 6,881 0.6 %(3) (5) (6) (7) (21)
7,059 7,574 6,881 
36
Barings Private Credit Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 20212022
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Type of Investment(1)(2)
Principal
Amount		CostFair
Value
SPT Acquico Limited (0.2%)*(3) (5) (6) (7) (9)
High Tech IndustriesFirst Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 05/21, Due 12/27)$1,807 $1,765 $1,807 
1,807 1,765 1,807 
SSCP Pegasus Midco Limited (0.1%)*(3) (5) (6) (7) (11)
Healthcare & PharmaceuticalsFirst Lien Senior Secured Term Loan (GBP LIBOR + 6.75%, 6.8% Cash, Acquired 05/21, Due 11/27)763 762 758 
763 762 758 
SSCP Spring Bidco Limited (0.1%)*(3) (5) (6) (7) (12)
Health CareFirst Lien Senior Secured Term Loan (GBP LIBOR + 6.25%, 6.8% Cash, Acquired 05/21, Due 07/25)1,113 1,148 1,108 
1,113 1,148 1,108 
SSCP Thermal Bidco SAS (0.1%)*(3) (5) (6) (7)
Industrial Machinery
First Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 05/21, Due 07/24)(14)
757 804 757 
First Lien Senior Secured Term Loan (LIBOR + 5.25%, 5.4% Cash, Acquired 05/21, Due 07/24)(10)
98 98 98 
855 902 855 
Starnmeer B.V. (1.6%)*(3) (5) (6) (7) (9)
TechnologyFirst Lien Senior Secured Term Loan (LIBOR + 6.4%, 6.9% Cash, Acquired 10/21, Due 04/27)13,388 13,193 13,187 
13,388 13,193 13,187 
Superjet Buyer, LLC (2.7%)*(6) (7) (9)
Technology
First Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.5% Cash, Acquired 12/21, Due 12/27)(5)
23,175 22,711 22,711 
Revolver (LIBOR + 5.75%, 6.5% Cash, Acquired 12/21, Due 12/27)— (37)(37)
23,175 22,674 22,674 
Syntax Systems Ltd (0.8%)*(3) (6) (7) (8)
Technology
First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.3% Cash, Acquired 11/21, Due 10/28)(5)
6,459 6,380 6,377 
Revolver (LIBOR + 5.5%, 6.3% Cash, Acquired 11/21, Due 10/26)405 396 396 
6,864 6,776 6,773 
TA SL Cayman Aggregator Corp.
(0.1%)*(6)
TechnologySubordinated Term Loan (8.8% PIK, Acquired 07/21, Due 07/28)967 948 950 
Common Stock (770 shares, Acquired 07/21)24 31 
967 972 981 
Techone B.V. (0.5%)*(3) (6) (7) (13)
Technology
First Lien Senior Secured Term Loan (EURIBOR + 5.5%, 5.5% Cash, Acquired 11/21, Due 11/28)(5)
4,046 3,907 3,914 
Revolver (EURIBOR + 5.5%, 5.5% Cash, Acquired 11/21, Due 05/28)50 45 45 
4,096 3,952 3,959 
Temple Midco Limited (0.1%)*(3) (5) (6) (7) (12)
Industrial MachineryFirst Lien Senior Secured Term Loan (GBP LIBOR + 5.25%, 5.8% Cash, Acquired 05/21, Due 08/24)990 1,017 990 
990 1,017 990 
Tencarva Machinery Company, LLC (0.6%)*(3) (6) (7) (9)
Capital Equipment
First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 12/21, Due 12/27)(5)
5,486 5,375 5,374 
Revolver (LIBOR + 5.5%, 6.5% Cash, Acquired 12/21, Due 12/27)— (20)(20)
5,486 5,355 5,354 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC) (0.7%)*(6)
Brokerage, Asset Managers & Exchanges
First Lien Senior Secured Term Loan (LIBOR + 4.25%, 5.3% Cash, Acquired 10/21, Due 12/27)(5) (7) (9)
1,264 1,158 1,158 
Revolver (LIBOR + 4.25%, 5.3% Cash, Acquired 10/21, Due 12/27)(7) (9)
— (21)(22)
Subordinated Term Loan (7.75% PIK, Acquired 10/21, Due 10/28)4,974 4,876 4,874 
6,238 6,013 6,010 
The Hilb Group, LLC (0.4%)*(5) (6) (7) (9)
Insurance BrokerageFirst Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 05/21, Due 12/26)3,635 3,537 3,562 
First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.3% Cash, Acquired 05/21, Due 12/26)117 (4)(4)
3,752 3,533 3,558 
The Octave Music Group, Inc. (fka TouchTones Interactive Networks, Inc.) (0.3%)*(5) (6) (7) (8)
EntertainmentFirst Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, 0.75% PIK, Acquired 05/21, Due 05/25)2,760 2,713 2,758 
2,760 2,713 2,758 
Portfolio CompanyIndustryInvestment Type(1)(2)InterestAcq. DateMaturity DatePrincipal
Amount		CostFair
Value		% of Net Assets *Notes
Bucharest Bidco LimitedHotel, Gaming & LeisureFirst Lien Senior Secured GBP Term LoanSONIA + 7.00%, 10.2% Cash05/2107/26$791 $816 $695 0.1 %(3) (6) (22)
First Lien Senior Secured USD Term LoanLIBOR + 7.00%, 12.1% Cash05/2107/26175 156 154 — %(3) (6) (10)
966 972 849 
Burgess Point Purchaser CorporationAuto Parts & EquipmentSecond Lien Senior Secured Term LoanSOFR + 9.00%, 13.3% Cash07/2207/304,545 4,371 4,390 0.4 %(5) (6) (7) (17)
LP Units (455 units)N/A07/22N/A455 446 — %(6) (30)
4,545 4,826 4,836 
BVI Medical, Inc.HealthcareSecond Lien Senior Secured Term LoanEURIBOR + 9.50%, 11.6% Cash06/2206/265,885 5,589 5,644 0.5 %(5) (6) (7) (12)
5,885 5,589 5,644 
CAi Software, LLCTechnologyFirst Lien Senior Secured Term LoanLIBOR + 6.25%, 10.2% Cash07/2212/281,377 1,351 1,341 0.1 %(5) (6) (7) (9)
First Lien Senior Secured Term LoanLIBOR + 6.25%, 11.0% Cash12/2112/288,989 8,831 8,755 0.8 %(5) (6) (7) (9)
RevolverLIBOR + 6.25%, 11.0% Cash12/2112/28— (16)(24)— %(6) (7) (9)
10,366 10,166 10,072 
Canadian Orthodontic Partners Corp.HealthcareFirst Lien Senior Secured Term LoanCDOR + 7.00%, 11.9% Cash06/2103/264,109 4,562 3,876 0.4 %(3) (5) (6) (7) (25)
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)
4,109 4,951 4,168 
Caribou Holding Company, LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 7.64%, 12.5% Cash04/2204/273,907 3,855 3,862 0.4 %(3) (5) (6) (7) (18)
LLC Units (616,844 units)N/A04/22N/A617 567 0.1 %(3) (6) (30)
3,907 4,472 4,429 
Carlson Travel, IncBusiness Travel ManagementCommon Stock (125,349 shares)N/A06/22N/A2,538 765 0.1 %(5) (30)
2,538 765 
Centralis Finco S.a.r.l.Diversified Financial ServicesFirst Lien Senior Secured Term LoanEURIBOR + 5.25%, 7.1% Cash05/2104/27252 223 238 — %(3) (5) (6) (7) (12)
First Lien Senior Secured Term LoanEURIBOR + 5.75%, 7.6% Cash05/2104/27189 200 183 — %(3) (5) (6) (7) (12)
441 423 421 
Ceres Pharma NVPharmaceuticalsFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 7.1% Cash10/2110/284,520 4,616 4,294 0.4 %(3) (5) (6) (7) (13)
4,520 4,616 4,294 
CGI Parent, LLCBusiness Equipment & ServicesFirst Lien Senior Secured Term LoanLIBOR + 4.50%, 8.8% Cash02/2202/2817,662 17,354 17,133 1.6 %(5) (6) (7) (8)
First Lien Senior Secured Term LoanSOFR + 4.75%, 9.3% Cash12/2202/282,134 2,069 2,069 0.2 %(5) (6) (7) (18)
RevolverLIBOR + 4.50% 8.8% Cash02/2202/28— (29)(50)— %(6) (7) (8)
Preferred Stock (551 shares)N/A02/22N/A551 1,027 0.1 %(6) (7) (30)
19,796 19,945 20,179 
Chambers Global Holdings LimitedData Processing & Outsourced ServicesFirst Lien Senior Secured Term LoanSONIA + 5.50%, 8.9% Cash05/2101/261,150 1,332 1,132 0.1 %(3) (5) (6) (7) (21)
1,150 1,332 1,132 
Classic Collision (Summit Buyer, LLC)Auto Collision Repair CentersFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.1% Cash05/2101/2618,529 18,180 18,245 1.7 %(5) (6) (7) (8)
First Lien Senior Secured Term LoanLIBOR + 5.75%, 10.1% Cash05/2104/261,065 1,047 1,050 0.1 %(5) (6) (7) (8)
19,594 19,227 19,295 
37
Barings Private Credit Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 20212022
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Type of Investment(1)(2)
Principal
Amount		CostFair
Value
Total Safety U.S. Inc. (0.3%)*(7) (10)
Diversified Support ServicesFirst Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 08/21, Due 08/25)$2,472 $2,446 $2,434 
2,472 2,446 2,434 
Trident Maritime Systems, Inc. (1.1%)*(5) (6) (7) (9)
Aerospace & DefenseFirst Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 05/21, Due 02/27)9,029 8,889 9,029 
9,029 8,889 9,029 
Truck-Lite Co., LLC (1.7%)*(5) (6) (7) (9)
Automotive Parts & EquipmentFirst Lien Senior Secured Term Loan (LIBOR + 6.25%, 7.3% Cash, Acquired 05/21, Due 12/26)14,476 14,228 14,097 
14,476 14,228 14,097 
Turbo Buyer, Inc. (1.1%)*(5) (6) (7) (9)
Finance CompaniesFirst Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 11/21, Due 12/25)9,425 9,197 9,190 
9,425 9,197 9,190 
Turnberry Solutions, Inc. (0.3%)*(5) (6) (7) (9)
Consumer CyclicalFirst Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 07/21, Due 09/26)2,500 2,454 2,457 
2,500 2,454 2,457 
UKFast Leaders Limited (0.6%)*(3) (5) (6) (7) (22)
TechnologyFirst Lien Senior Secured Term Loan (SONIA + 7.0%, 7.1% Cash, Acquired 05/21, Due 9/27)4,783 4,870 4,697 
4,783 4,870 4,697 
USLS Acquisition, Inc. (f/k/a US Legal Support, Inc.) (0.3%)*(5) (6) (7) (9)
Legal ServicesFirst Lien Senior Secured Term Loan (LIBOR + 5.75%, 6.8% Cash, Acquired 05/21, Due 11/24)2,372 2,262 2,372 
2,372 2,262 2,372 
Utac Ceram (0.1%)*(3) (5) (6) (7)
Business Services
First Lien Senior Secured Term Loan (EURIBOR + 5.25%, 5.3% Cash, Acquired 05/21, Due 09/27)(13)
910 942 892 
First Lien Senior Secured Term Loan (LIBOR + 5.25%, 5.5% Cash, Acquired 05/21, Due 09/27)(9)
243 236 238 
1,153 1,178 1,130 
Validity, Inc. (0.1%)*(5) (6) (7) (8)
IT Consulting & Other ServicesFirst Lien Senior Secured Term Loan (LIBOR + 4.75%, 4.8% Cash, Acquired 05/21, Due 05/25)939 900 936 
939 900 936 
VistaJet Pass Through Trust 2021-1B (1.2%)*AirlinesStructured Secured Note - Class B (6.3% Cash, Acquired 11/21, Due 02/29)10,000 10,000 9,811 
10,000 10,000 9,811 
Vital Buyer, LLC (0.1%)*(6)
Technology
First Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.3% Cash, Acquired 06/21, Due 06/28)(5) (7) (9)
982 964 966 
Partnership Units (1,096.2 units, Acquired 06/21)11 11 
982 975 977 
Vitalyst, LLC (0.2%)*(5) (6) (7) (9)
IT Consulting & Other ServicesFirst Lien Senior Secured Term Loan (LIBOR + 6.0%, 7.0% Cash, Acquired 05/21, Due 08/22)1,942 1,942 1,942 
1,942 1,942 1,942 
VP Holding Company (0.8%)*(5) (6) (7) (9)
Transportation ServicesFirst Lien Senior Secured Term Loan (LIBOR + 5.5%, 6.5% Cash, Acquired 05/21, Due 05/24)7,149 7,045 7,034 
7,149 7,045 7,034 
W2O Holdings, Inc. (0.0%)*(6) (7) (9)
Healthcare TechnologyFirst Lien Senior Secured Term Loan (LIBOR + 4.75%, 5.8% Cash, Acquired 05/21, Due 06/25)400 400 400 
400 400 400 
Woodland Foods, LLC (1.1%)*(6)
Food & Beverage
First Lien Senior Secured Term Loan (LIBOR + 5.50%, 6.5% Cash, Acquired 12/21, Due 12/27)(5) (7) (9)
8,336 8,172 8,170 
Revolver (LIBOR + 5.50%, 6.5% Cash, Acquired 12/21, Due 12/27)(7) (9)
125 93 92 
Common Stock (1,204,461.64 shares, Acquired 12/21)1,204 1,204 
8,461 9,469 9,466 
World 50, Inc. (1.9%)*(5) (6) (7) (8)
Professional ServicesFirst Lien Senior Secured Term Loan (LIBOR + 4.5%, 5.5% Cash, Acquired 05/21, Due 01/26)15,573 15,286 15,339 
First Lien Senior Secured Term Loan (LIBOR + 5.25%, 6.3% Cash, Acquired 05/21, Due 01/26)691 691 691 
16,264 15,977 16,030 
Subtotal Non–Control / Non–Affiliate Investments (153.5%)1,297,726 1,282,754 1,280,596 
Portfolio CompanyIndustryInvestment Type(1)(2)InterestAcq. DateMaturity DatePrincipal
Amount		CostFair
Value		% of Net Assets *Notes
CM Acquisition Holding Inc.Internet & Direct MarketingFirst Lien Senior Secured Term LoanSOFR + 5.00%, 9.0% Cash05/2105/25$10,813 $10,786 $10,326 0.9 %(5) (6) (7) (18)
10,813 10,786 10,326 
Coastal Marina Holdings, LLCOther FinancialSubordinated Term Loan8.0% Cash11/2111/318,310 7,754 7,764 0.7 %(6)
Subordinated Term Loan10.0% PIK11/2111/313,230 3,027 3,018 0.3 %(6)
LLC Units (1,018,869 units)N/A11/21N/A4,547 5,364 0.5 %(6) (30)
11,540 15,328 16,146 
Cobham Slip Rings SASDiversified ManufacturingFirst Lien Senior Secured Term LoanLIBOR + 6.25%, 11.0% Cash11/2111/283,091 3,027 3,011 0.3 %(3) (5) (6) (7) (9)
3,091 3,027 3,011 
Command Alkon (Project Potter Buyer, LLC)SoftwareFirst Lien Senior Secured Term LoanSOFR + 7.75%, 12.1% Cash05/2104/2711,760 11,571 11,537 1.0 % (5) (6) (7) (17)
11,760 11,571 11,537 
Compass Precision, LLCAerospace & DefenseSenior Subordinated Term Loan11.0% Cash, 1.0% PIK04/2204/28378 371 369 — %(5) (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% Cash04/2204/287,133 7,004 7,024 0.6 %(5) (6) (7) (19)
RevolverSOFR + 5.75%, 10.6% Cash04/2204/2886 76 77 — %(6) (7) (19)
7,219 7,080 7,101 
Contabo Finco
S.À.R.L.		Internet Software & ServicesFirst Lien Senior Secured Term LoanEURIBOR + 6.00%, 7.6% Cash10/2210/2910,329 9,402 10,071 0.9 %(3) (5) (6) (7) (12)
10,329 9,402 10,071 
Core Scientific, Inc.TechnologyFirst Lien Senior Secured Term Loan13.0% Cash03/2203/2516,798 16,784 6,299 0.6 % (6) (32)
Common Stock (51,846 shares)N/A09/22N/A168 4 — % (30)
16,798 16,952 6,303 
Cosmelux InternationalCommodity ChemicalsFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 7.8% Cash05/2107/24967 1,086 967 0.1 %(3) (5) (6) (7) (13)
967 1,086 967 
Coyo Uprising GmbHTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 3.25%, 3.3% Cash, 3.5% PIK09/2109/289,845 10,490 9,544 0.9 %(3) (5) (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 10,382 
CVL 3Capital EquipmentFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 7.6% Cash12/2112/284,056 4,195 3,983 0.4 %(3) (5) (6) (7) (12)
First Lien Senior Secured Term LoanSOFR + 5.50%, 10.2% Cash12/2112/282,480 2,426 2,436 0.2 %(3) (5) (6) (7) (18)
6,536 6,621 6,419 
CW Group Holdings, LLCHigh Tech IndustriesFirst Lien Senior Secured Term LoanLIBOR + 6.00%, 10.4% Cash05/2101/274,087 4,018 4,054 0.4 %(5) (6) (7) (8)
4,087 4,018 4,054 
DataServ Integrations, LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 6.00%, 10.3% Cash11/2211/281,918 1,866 1,864 0.2 % (5) (6) (7) (18)
Partnership Units (93,153.8 units)N/A11/22N/A96 96 — %(6) (30)
1,918 1,962 1,960 
38
Barings Private Credit Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 20212022
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Type of Investment(1)(2)
Principal
Amount		CostFair
Value
Affiliate Investments: (4)
Eclipse Business Capital, LLC (8.4%)*(6)
Banking, Finance, Insurance, & Real EstateSecond Lien Senior Secured Term Loan (7.5% Cash, Acquired 07/21, Due 07/28)$3,209 $3,178 $3,345 
Revolver (LIBOR + 7.25%, Acquired 07/21. Due 07/28)(9)
1,283 1,194 1,283 
LLC Units (63,139,338 units, Acquired 07/21)63,423 65,412 
4,492 67,795 70,040 
Thompson Rivers LLC (4.0%)*(3)
Investment Funds & Vehicles6.4% Member Interest, Acquired 08/2132,249 33,511 
32,249 33,511 
Waccamaw River LLC (1.6%)*(3)
Investment Funds & Vehicles20% Member Interest, Acquired 08/2113,720 13,501 
13,720 13,501 
Subtotal Affiliate Investments (14.0%)4,492 113,764 117,052 
Total Investments, December 31, 2021 (167.5%)*$1,302,218 $1,396,518 $1,397,648 


Foreign Currency Forward Contracts:
DescriptionNotional Amount to be PurchasedNotional Amount to be SoldCounterpartySettlement DateUnrealized Appreciation (Depreciation)
Foreign currency forward contract (AUD)A$20,975,487$15,076,473BNP Paribas SA01/06/22$171 
Foreign currency forward contract (AUD)$15,105,536A$20,975,487BNP Paribas SA01/06/22(142)
Foreign currency forward contract (AUD)$15,068,223A$20,961,379BNP Paribas SA04/08/22(172)
Foreign currency forward contract (CAD)C$748,687$586,457BNP Paribas SA01/06/225 
Foreign currency forward contract (CAD)$587,455C$748,687BNP Paribas SA01/06/22(4)
Foreign currency forward contract (CAD)$632,965C$808,342BNP Paribas SA04/08/22(6)
Foreign currency forward contract (DKK)2,140,728kr.$326,251BNP Paribas SA01/06/221 
Foreign currency forward contract (DKK)$334,6952,140,728kr.BNP Paribas SA01/06/227 
Foreign currency forward contract (DKK)$322,5662,113,910kr.BNP Paribas SA04/08/22(2)
Foreign currency forward contract (EUR)€47,857,325$54,213,400BNP Paribas SA01/06/22243 
Foreign currency forward contract (EUR)$55,239,489€47,857,325BNP Paribas SA01/06/22783 
Foreign currency forward contract (EUR)$111,330,088€98,200,754BNP Paribas SA04/08/22(634)
Foreign currency forward contract (GBP)£8,816,562$11,744,291BNP Paribas SA01/06/22197 
Foreign currency forward contract (GBP)£2,000,000$2,664,139BNP Paribas SA01/07/2245 
Foreign currency forward contract (GBP)$11,828,271£8,816,562BNP Paribas SA01/06/22(112)
Foreign currency forward contract (GBP)$2,716,947£2,000,000BNP Paribas SA01/07/228 
Foreign currency forward contract (GBP)$13,906,654£10,445,895BNP Paribas SA04/08/22(234)
Foreign currency forward contract (NZD)NZ$610,086$414,744BNP Paribas SA01/06/223 
Foreign currency forward contract (NZD)$419,055NZ$610,086BNP Paribas SA01/06/221 
Foreign currency forward contract (NZD)$416,471NZ$613,901BNP Paribas SA04/08/22(3)
Foreign currency forward contract (SEK)5,421,350kr$599,874BNP Paribas SA01/07/22— 
Foreign currency forward contract (SEK)$616,5815,421,350krBNP Paribas SA01/07/2217 
Foreign currency forward contract (SEK)$607,0765,483,111krBNP Paribas SA04/08/22— 
Foreign currency forward contract (CHF)Fr.17,956,939$19,529,886BNP Paribas SA01/06/22162 
Foreign currency forward contract (CHF)Fr.103,044$112,799BNP Paribas SA01/07/22— 
Foreign currency forward contract (CHF)$19,264,138Fr.17,956,939BNP Paribas SA01/06/22(428)
Foreign currency forward contract (CHF)$113,082Fr.103,044BNP Paribas SA01/07/22— 
Foreign currency forward contract (CHF)$19,853,070Fr.18,211,896BNP Paribas SA04/08/22(168)
Total Foreign Currency Forward Contracts, December 31, 2021$(262)


Portfolio CompanyIndustryInvestment Type(1)(2)InterestAcq. DateMaturity DatePrincipal
Amount		CostFair
Value		% of Net Assets *Notes
DecksDirect, LLCBuilding MaterialsFirst Lien Senior Secured Term LoanLIBOR + 6.00%, 10.4% Cash12/2112/26$700 $688 $690 0.1 %(5) (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 48 — %(6) (30)
700 739 735 
Direct Travel, Inc.Lodging & CasinosFirst Lien Senior Secured Term LoanSOFR + 8.50%, 13.0% Cash05/2110/235,944 5,422 5,923 0.5 %(6) (7) (18)
Super Senior Secured Term LoanSOFR + 6.00%, 10.7% Cash05/2110/23366 366 366 — %(6) (7) (18)
6,310 5,788 6,289 
DISA Holdings Corp.Other IndustrialFirst Lien Senior Secured Term LoanSOFR + 5.50%, 9.8% Cash11/2209/285,704 5,496 5,491 0.5 % (5) (6) (7) (17)
RevolverSOFR + 5.50%, 9.8% Cash11/2209/2813 — — — %(6) (7) (17)
5,717 5,496 5,491 
Dragon BidcoTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 8.1% Cash05/2104/28534 591 524 — %(3) (5) (6) (7) (12)
First Lien Senior Secured Term LoanEURIBOR + 6.75%, 8.9% Cash05/2104/28747 744 733 0.1 %(3) (5) (6) (7) (13)
1,281 1,335 1,257 
DreamStart Bidco SAS (d/b/a SmartTrade)Diversified Financial ServicesFirst Lien Senior Secured Term LoanEURIBOR + 6.00%, 8.2% Cash05/2103/27853 944 845 0.1 %(3) (5) (6) (7) (12)
853 944 845 
Dune GroupHealth Care EquipmentFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 8.0% Cash09/2109/28299 274 269 — %(3) (5) (6) (7) (12)
First Lien Senior Secured Term LoanLIBOR + 5.75%, 10.5% Cash09/2109/284,825 4,753 4,743 0.4 %(3) (5) (6) (7) (9)
5,124 5,027 5,012 
Dunlipharder B.V.TechnologyFirst Lien Senior Secured Term LoanSOFR + 6.50%, 10.7% Cash06/2206/281,000 986 988 0.1 %(3) (5) (6) (7) (18)
1,000 986 988 
Dwyer Instruments, Inc.ElectricFirst Lien Senior Secured Term LoanLIBOR + 6.00%, 10.7% Cash07/2107/2725,440 24,922 24,941 2.3 %(5) (6) (7) (9)
25,440 24,922 24,941 
Echo Global Logistics, Inc.Air TransportationSecond Lien Senior Secured Term LoanLIBOR + 7.00%, 11.7% Cash11/2111/2916,433 16,175 15,792 1.5 %(5) (6) (7) (9)
Partnership Equity (448.2 units)N/A11/21N/A448 787 0.1 %(6) (30)
16,433 16,623 16,579 
Ellkay, LLCHealthcare & PharmaceuticalsFirst Lien Senior Secured Term LoanLIBOR + 6.25%, 11.0% Cash09/2109/275,771 5,676 5,705 0.5 %(5) (6) (7) (9)
5,771 5,676 5,705 
EMI Porta Holdco LLCDiversified ManufacturingFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.5% Cash12/2112/2719,323 18,860 18,532 1.7 %(5) (6) (7) (9)
RevolverLIBOR + 5.75%, 10.5% Cash12/2112/271,281 1,239 1,208 0.1 %(6) (7) (9)
20,604 20,099 19,740 
Entact Environmental Services, Inc.Environmental IndustriesFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 11.7% Cash05/2112/251,808 1,796 1,803 0.2 %(5) (6) (7) (9)
1,808 1,796 1,803 
EPS NASS Parent, Inc.Electrical Components & EquipmentFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.5% Cash05/2104/282,177 2,141 2,157 0.2 %(5) (6) (7) (9)
2,177 2,141 2,157 
ERES GroupBanking, Finance, Insurance & Real EstateFirst Lien Senior Secured Term LoanEURIBOR + 5.00%, 6.3% Cash05/2107/26267 302 267 — %(3) (5) (6) (7) (11)
267 302 267 
39
Barings Private Credit Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 20212022
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustryInvestment Type(1)(2)InterestAcq. DateMaturity DatePrincipal
Amount		CostFair
Value		% of Net Assets *Notes
eShipping, LLCTransportation ServicesFirst Lien Senior Secured Term LoanLIBOR + 5.00%, 9.4% Cash11/2111/27$4,677 $4,578 $4,641 0.4 %(5) (6) (7) (8)
RevolverLIBOR + 5.00%, 9.4% Cash11/2111/27— (12)(4)— %(6) (7) (8)
4,677 4,566 4,637 
Eurofins Digital Testing International LUX Holding SARLTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 6.75%, 8.9% Cash12/2212/291,480 1,338 1,352 0.1 %(3) (5) (6) (7) (12)
First Lien Senior Secured Term LoanSOFR + 6.75%, 11.5% Cash12/2212/29766 745 745 0.1 %(3) (5) (6) (7) (18)
First Lien Senior Secured Term LoanSONIA + 6.75%, 10.0% Cash12/2212/292,171 2,158 2,112 0.2 %(3) (5) (6) (7) (21)
Second Lien Senior Secured Term Loan11.5% PIK12/2212/30528 507 513 — %(3) (6)
4,945 4,748 4,722 
Events Software BidCo Pty LtdTechnologyFirst Lien Senior Secured Term LoanBBSY + 6.00%, 9.3% Cash03/2203/281,737 1,853 1,573 0.1 %(3) (5) (6) (7) (15)
1,737 1,853 1,573 
Express Wash Acquisition Company, LLCConsumer CyclicalFirst Lien Senior Secured Term LoanSOFR + 6.50%, 10.3% Cash07/2207/287,182 7,048 7,061 0.6 %(5) (6) (7) (17)
RevolverSOFR + 6.50%, 10.3% Cash07/2207/28140 135 136 — %(6) (7) (17)
7,322 7,183 7,197 
F24 (Stairway BidCo Gmbh)Software ServicesFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 8.1% Cash05/2108/27386 432 384 — %(3) (5) (6) (7) (12)
386 432 384 
Findex Group LimitedBanking, Finance, Insurance & Real EstateFirst Lien Senior Secured Term LoanBBSY + 5.00%, 8.0% Cash05/2105/24789 900 789 0.1 %(3) (5) (6) (14)
789 900 789 
Fineline Technologies, Inc.Consumer ServicesFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 9.5% Cash05/2102/283,453 3,399 3,394 0.3 %(5) (6) (7) (9)
3,453 3,399 3,394 
FinexvetConsumer CyclicalFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 8.1% Cash03/2203/292,401 2,387 2,329 0.2 %(3) (5) (6) (7) (13)
2,401 2,387 2,329 
FinThrive Software Intermediate Holdings Inc.Business Equipment & ServicesPreferred Stock (3,188.51 shares)11.0% PIK03/22N/A3,823 2,947 0.3 %(5) (6)
— 3,823 2,947 
FitzMark Buyer, LLCCargo & TransportationFirst Lien Senior Secured Term LoanLIBOR + 4.50%, 8.9% Cash05/2112/264,267 4,210 4,209 0.4 %(5) (6) (7) (9)
4,267 4,210 4,209 
Five Star Holding LLCPackagingSecond Lien Senior Secured Term LoanSOFR + 7.25%, 12.0% Cash05/2205/307,152 7,018 6,945 0.6 %(5) (6) (7) (18)
LLC Units (505.1 units)N/A05/22N/A505 502 0.1 %(6) (30)
7,152 7,523 7,447 
Flavor Producers, LLC.Packaged Foods & MeatsFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 9.4% Cash, 1.8% PIK05/2112/24889 874 843 0.1 %(5) (6) (7) (8)
889 874 843 
Flexential Issuer, LLCInformation TechnologyStructured Secured Note - Class C6.9% Cash11/2111/5110,000 9,274 8,642 0.8 %
10,000 9,274 8,642 
Flywheel Re Segregated Portfolio 2022-4Investment FundsPreferred Stock (3,202,747 shares)N/A08/22N/A3,203 3,219 0.3 %(3) (6) (30)
3,203 3,219 
Footco 40 LimitedMedia & EntertainmentFirst Lien Senior Secured Term LoanSONIA + 5.75%, 9.2% Cash04/2204/291,489 1,559 1,437 0.1 %(3) (5) (6) (7) (21)
1,489 1,559 1,437 
40
Barings Private Credit Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 2022
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustryInvestment Type(1)(2)InterestAcq. DateMaturity DatePrincipal
Amount		CostFair
Value		% of Net Assets *Notes
Fortis Payment Systems, LLCOther FinancialFirst Lien Senior Secured Term LoanSOFR + 5.25%, 9.9% Cash10/2202/26$1,575 $1,516 $1,513 0.1 %(5) (6) (7) (17)
1,575 1,516 1,513 
FragilePak LLCTransportation ServicesFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.5% Cash05/2105/279,158 8,868 9,158 0.8 %(5) (6) (7) (9)
Partnership Units (929.7 units)N/A05/21N/A930 1,169 0.1 %(6) (30)
9,158 9,798 10,327 
Front Line Power Construction LLCConstruction MachineryFirst Lien Senior Secured Term LoanLIBOR + 12.50%, 17.2% Cash11/2111/281,366 1,277 1,522 0.1 %(6) (7) (9)
Common Stock (60,001 shares)N/A11/21N/A100 49 — %(30)
1,366 1,377 1,571 
FSS Buyer LLCTechnologyFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.1% Cash08/2108/2824,533 24,121 24,260 2.2 %(5) (6) (7) (8)
LP Interest (2,902.3 units)N/A08/21N/A29 43 — %(6) (30)
LP Units (12,760.8 units)N/A08/21N/A128 187 — %(6) (30)
24,533 24,278 24,490 
GB Eagle Buyer, Inc.Capital GoodsFirst Lien Senior Secured Term LoanSOFR + 6.50%, 10.5% Cash12/2211/2820,968 20,345 20,339 1.9 %(5) (6) (7) (18)
RevolverSOFR + 6.50%, 10.5% Cash12/2211/28— (95)(97)— %(6) (7) (18)
Partnership Units (859 units)N/A12/22N/A859 859 0.1 %(6) (30)
20,968 21,109 21,101 
Glacis Acquisition S.A.R.L.Transportation ServicesFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 7.7% Cash05/2107/233,907 4,012 3,907 0.4 %(3) (5) (6) (7) (13)
3,907 4,012 3,907 
Global Academic Group LimitedIndustrial OtherFirst Lien Senior Secured Term LoanBBSY + 6.00%, 9.1% Cash07/2207/272,502 2,502 2,438 0.2 %(3) (5) (6) (7) (15)
First Lien Senior Secured Term LoanBKBM + 6.00%, 9.1% Cash07/2207/274,365 4,202 4,242 0.4 %(3) (5) (6) (7) (26)
6,867 6,704 6,680 
GPZN II GmbHHealthcareFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 7.4% Cash06/2206/29458 429 375 — %(3) (5) (6) (7) (11)
458 429 375 
Graphpad Software, LLCInternet Software & ServicesFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 10.2% Cash11/2104/2716,170 16,016 15,701 1.4 %(5) (6) (7) (9)
First Lien Senior Secured Term LoanLIBOR + 6.00%, 10.7% Cash05/2104/2710,962 10,962 10,786 1.0 %(5) (6) (7) (9)
27,132 26,978 26,487 
Greenhill II BVTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 7.1% Cash07/2207/29739 672 716 0.1 %(3) (5) (6) (7) (12)
739 672 716 
Groupe Product LifeConsumer Non-cyclicalFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 8.5% Cash10/2210/291,561 1,382 1,495 0.1 %(3) (5) (6) (7) (12)
1,561 1,382 1,495 
Gusto Aus BidCo Pty LtdConsumer Non-cyclicalFirst Lien Senior Secured Term LoanBBSY + 6.50%, 10.2% Cash10/2210/282,208 2,016 2,135 0.2 %(3) (5) (6) (7) (16)
2,208 2,016 2,135 
Healthe Care Specialty Pty LtdHealthcare & PharmaceuticalsFirst Lien Senior Secured Term LoanBBSY + 5.00%, 8.6% Cash05/2110/24998 1,122 976 0.1 %(3) (5) (6) (7) (16)
998 1,122 976 
HeartHealth Bidco Pty LtdHealthcareFirst Lien Senior Secured Term LoanBBSY + 5.25%, 8.6% Cash09/2209/28626 569 598 0.1 %(3) (5) (6) (7) (15)
626 569 598 
41
Barings Private Credit Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 2022
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustryInvestment Type(1)(2)InterestAcq. DateMaturity DatePrincipal
Amount		CostFair
Value		% of Net Assets *Notes
Heartland Veterinary Partners, LLCHealthcareSubordinated Term Loan11.0% PIK11/2111/23$659 $643 $638 0.1 %(6)
Subordinated Term Loan11.0% PIK11/2112/285,222 5,117 5,086 0.5 %(6)
5,881 5,760 5,724 
Heartland, LLCBusiness ServicesFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 9.5% Cash05/2108/256,714 6,632 6,630 0.6 %(5) (6) (7) (9)
6,714 6,632 6,630 
Heavy Construction Systems Specialists, LLCTechnologyFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 9.9% Cash11/2111/2722,807 22,423 22,522 2.1 %(5) (6) (7) (8)
RevolverLIBOR + 5.75%, 9.9% Cash11/2111/27— (36)(27)— %(6) (7) (8)
22,807 22,387 22,495 
Heilbron (f/k/a Sucsez (Bolt Bidco B.V.))InsuranceFirst Lien Senior Secured Term LoanEURIBOR + 5.00%, 6.9% Cash05/2109/268,845 9,691 8,615 0.8 %(3) (5) (6) (7) (12)
8,845 9,691 8,615 
HEKA InvestTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 8.7% Cash10/2210/299,998 8,922 9,692 0.9 %(3) (5) (6) (7) (12)
9,998 8,922 9,692 
HemaSource, Inc.Health Care DistributorsFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 9.5% Cash05/2107/237,736 7,716 7,705 0.7 %(5) (6) (7) (9)
7,736 7,716 7,705 
Home Care Assistance, LLCHealthcare & PharmaceuticalsFirst Lien Senior Secured Term LoanSOFR + 5.00%, 9.4% Cash05/2103/271,547 1,524 1,478 0.1 %(5) (6) (7) (17)
1,547 1,524 1,478 
Honour Lane Logistics Holdings LimitedTransportation ServicesFirst Lien Senior Secured Term LoanSOFR + 5.25%, 9.5% Cash04/2211/2817,500 17,023 17,093 1.6 %(3) (5) (6) (7) (19)
17,500 17,023 17,093 
HTI Technology & IndustriesElectronic Component ManufacturingFirst Lien Senior Secured Term LoanSOFR + 8.50%, 11.7% Cash07/2207/259,541 9,395 9,397 0.9 %(5) (6) (7) (18)
RevolverSOFR + 8.50%, 11.7% Cash07/2207/25— (14)(15)— % (6) (7) (18)
9,541 9,381 9,382 
HW Holdco, LLC (Hanley Wood LLC)AdvertisingFirst Lien Senior Secured Term LoanLIBOR + 5.00%, 6.0% Cash05/2112/246,760 6,722 6,658 0.6 %(5) (6) (7) (9)
First Lien Senior Secured Term LoanLIBOR + 5.00%, 9.3% Cash05/2112/246,958 6,864 6,867 0.6 %(5) (6) (7) (8)
13,718 13,586 13,525 
Hygie 31 HoldingPharmaceuticalsFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 8.4% Cash09/2209/29640 562 624 0.1 %(3) (5) (6) (7) (12)
640 562 624 
IM SquareBanking, Finance, Insurance & Real EstateFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 8.0% Cash12/2205/283,415 3,270 3,321 0.3 %(3) (5) (6) (7) (12)
First Lien Senior Secured Term LoanEURIBOR + 5.25%, 7.5% Cash05/2104/284,482 4,873 4,339 0.4 % (3) (5) (6) (7) (12)
7,897 8,143 7,660 
Image International Intermediate Holdco II, LLCNon-durable Consumer GoodsFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 9.9% Cash05/2107/2324,783 24,657 24,605 2.3 %(5) (6) (7) (8)
24,783 24,657 24,605 
Infoniqa Holdings GmbHTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 5.25%, 6.2% Cash11/2111/284,022 4,162 3,913 0.4 %(3) (5) (6) (7) (13)
4,022 4,162 3,913 
Innovad Group II BVBeverage, Food & TobaccoFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 9.3% Cash05/2104/281,001 1,095 870 0.1 %(3) (5) (6) (7) (13)
1,001 1,095 870 
INOS 19-090 GmbHAerospace & DefenseFirst Lien Senior Secured Term LoanEURIBOR + 5.40%, 7.4% Cash05/2112/27436 721 647 0.1 %(3) (5) (6) (7) (12)
436 721 647 
42
Barings Private Credit Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 2022
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustryInvestment Type(1)(2)InterestAcq. DateMaturity DatePrincipal
Amount		CostFair
Value		% of Net Assets *Notes
Interstellar Group B.V.TechnologyFirst Lien Senior Secured Term LoanEURIBOR + 5.25%, 7.5% Cash08/2202/29$127 $120 $123 — %(3) (5) (6) (7) (12)
First Lien Senior Secured Term LoanEURIBOR + 5.25%, 7.5% Cash08/2208/292,442 2,262 2,354 0.2 %(3) (5) (6) (7) (12)
2,569 2,382 2,477 
Ipsen International Holding GmbHCapital EquipmentFirst Lien Senior Secured Term LoanEURIBOR + 6.75%, 7.4% Cash, 0.5% PIK05/2108/241,140 1,191 1,113 0.1 %(3) (6) (7) (13)
1,140 1,191 1,113 
Iridium Bidco LimitedRadio & TelevisionFirst Lien Senior Secured Term LoanSONIA + 5.00%, 8.4% Cash05/2104/244,591 5,063 4,557 0.4 %(3) (5) (6) (7) (21)
4,591 5,063 4,557 
Isolstar Holding NV (IPCOM)Trading Companies & DistributorsFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 8.1% Cash10/2210/299,165 8,020 8,754 0.8 %(3) (5) (6) (7) (11)
9,165 8,020 8,754 
ITI Intermodal, Inc.Transportation ServicesFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 9.1% Cash12/2112/27714 700 703 0.1 %(5) (6) (7) (8)
RevolverLIBOR + 4.75%, 9.1% Cash12/2112/276 4 5 — %(6) (7) (8)
Common Stock (1,433.37 shares)N/A12/21N/A144 127 — %(6) (30)
720 848 835 
Jade Bidco Limited (Jane’s)Aerospace & DefenseFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 7.9% Cash05/2102/293,527 3,551 3,463 0.3 %(3) (5) (6) (7) (13)
First Lien Senior Secured Term LoanSOFR + 5.50%, 9.3% Cash05/2102/2921,245 20,783 20,860 1.9 %(3) (5) (6) (7) (19)
24,772 24,334 24,323 
Jaguar Merger Sub Inc.Other FinancialFirst Lien Senior Secured Term LoanSOFR + 5.00%, 9.5% Cash12/2109/247,652 7,571 7,617 0.7 %(5) (6) (7) (18)
RevolverSOFR + 5.00%, 9.5% Cash12/2109/24— (4)(2)— %(6) (7) (18)
7,652 7,567 7,615 
Jon Bidco LimitedHealthcareFirst Lien Senior Secured Term LoanBKBM + 5.50%, 10.2% Cash03/2203/273,951 4,230 3,855 0.4 %(3) (5) (6) (7) (26)
3,951 4,230 3,855 
Jones Fish Hatcheries & Distributors LLCConsumer ProductsFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.2% Cash02/2202/282,785 2,736 2,745 0.3 %(5) (6) (7) (9)
RevolverLIBOR + 5.75%, 10.2% Cash02/2202/28— (7)(6)— %(6) (7) (9)
Partnership 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% Cash05/2111/262,863 2,826 2,808 0.3 %(5) (6) (7) (10)
2,863 2,826 2,808 
Kid Distro Holdings, LLCMedia & EntertainmentFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.5% Cash10/2110/2723,637 23,247 23,361 2.1 %(5) (6) (7) (9)
LLC Units (1,062,795.2 units)N/A10/21N/A1,064 962 0.1 %(6) (30)
23,637 24,311 24,323 
Kona Buyer, LLCHigh Tech IndustriesFirst Lien Senior Secured Term LoanSOFR + 4.75%, 9.3% Cash05/2112/2714,728 14,510 14,486 1.3 %(5) (6) (7) (18)
14,728 14,510 14,486 
KSLB Holdings, LLCBeverage, Food & TobaccoFirst Lien Senior Secured Term LoanLIBOR + 4.50%, 9.2% Cash05/2107/255,979 5,747 5,447 0.5 %(5) (6) (7) (9)
5,979 5,747 5,447 
Lambir Bidco LimitedHealthcareFirst Lien Senior Secured Term LoanEURIBOR + 6.00%, 8.5% Cash12/2112/282,183 2,222 2,039 0.2 %(3) (5) (6) (7) (12)
Second Lien Senior Secured Term Loan12.0% PIK12/2106/29694 711 653 0.1 %(3) (6)
2,877 2,933 2,692 
43
Barings Private Credit Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 2022
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustryInvestment Type(1)(2)InterestAcq. DateMaturity DatePrincipal
Amount		CostFair
Value		% of Net Assets *Notes
Lattice Group Holdings Bidco LimitedTechnologyFirst Lien Senior Secured Term LoanSOFR + 5.25%, 8.3% Cash05/2205/29$667 $645 $633 0.1 %(3) (5) (6) (7) (19)
RevolverSOFR + 5.25%, 9.8% Cash05/2211/2835 34 34 — %(3) (6) (7) (18)
702 679 667 
LeadsOnline, LLCBusiness Equipment & ServicesFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 9.5% Cash02/2202/2812,918 12,720 12,759 1.2 %(5) (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)
12,918 12,730 12,784 
Liberty Steel Holdings USA Inc.Industrial OtherRevolverSOFR + 4.50%, 8.8% Cash04/2204/257,500 7,443 7,442 0.7 %(5) (6) (7) (17)
7,500 7,443 7,442 
Life Extension Institute, Inc.Healthcare & PharmaceuticalsFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 9.9% Cash05/2102/247,007 7,007 7,007 0.6 %(5) (6) (7) (8)
7,007 7,007 7,007 
Listrac Bidco LimitedHealth CareFirst Lien Senior Secured Term LoanSONIA + 6.25%, 9.6% Cash05/2102/231,887 1,879 1,406 0.1 %(3) (6) (7) (22)
RevolverSONIA + 6.25%, 9.6% Cash05/2102/2361 62 45 — %(3) (6) (7) (22)
1,948 1,941 1,451 
LivTech Purchaser, Inc.Business ServicesFirst Lien Senior Secured Term LoanLIBOR + 5.00%, 9.7% Cash05/2112/251,527 1,513 1,482 0.1 %(5) (6) (7) (9)
1,527 1,513 1,482 
Loftware, Inc.Application SoftwareFirst Lien Senior Secured Term LoanLIBOR + 5.25%, 10.0% Cash05/2112/2521,255 21,118 19,915 1.8 %(5) (6) (7) (9)
21,255 21,118 19,915 
Long Term Care Group, Inc.HealthcareFirst Lien Senior Secured Term LoanLIBOR + 6.00%, 10.3% Cash04/2209/274,200 4,125 4,083 0.4 %(5) (6) (7) (8)
4,200 4,125 4,083 
Marmoutier Holding B.V.Consumer ProductsFirst Lien Senior Secured Term LoanEURIBOR + 6.00%, 8.8% Cash12/2112/24356 330 341 — %(3) (5) (6) (7) (13)
First Lien Senior Secured Term LoanEURIBOR + 6.00%, 8.8% Cash12/2112/281,825 1,889 1,752 0.2 %(3) (5) (6) (7) (13)
RevolverEURIBOR + 5.00%, 7.8% Cash12/216/2746 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% Cash02/2202/285,718 5,635 5,639 0.5 %(5) (6) (7) (18)
RevolverPrime + 4.50%, 11.5% Cash02/2202/28647 634 636 0.1 %(6) (7) (29)
6,365 6,269 6,275 
MC Group Ventures CorporationBusiness ServicesFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 9.9% Cash07/2106/276,588 6,470 6,513 0.6 %(5) (6) (7) (8)
Partnership Units (560 Units)N/A06/21N/A560 585 0.1 %(6) (30)
6,588 7,030 7,098 
Media Recovery, Inc. (SpotSee)Containers, Packaging & GlassFirst Lien Senior Secured Term LoanSONIA + 6.00%, 9.4% Cash05/2111/25840 971 840 0.1 %(5) (6) (7) (20)
840 971 840 
Median B.V.HealthcareFirst Lien Senior Secured Term LoanSONIA + 6.00%, 9.4% Cash02/2210/275,954 6,514 4,950 0.5 %(3) (5) (7) (21)
5,954 6,514 4,950 
Medical Solutions Parent Holdings, Inc.HealthcareSecond Lien Senior Secured Term LoanLIBOR + 7.00%, 11.4% Cash11/2111/294,421 4,382 4,067 0.4 %(5) (7) (8)
4,421 4,382 4,067 
Medplast Holdings, Inc.Health CareSecond Lien Senior Secured Term LoanLIBOR + 7.75%, 12.1% Cash05/2107/269,325 8,718 7,915 0.7 %(5) (7) (8)
9,325 8,718 7,915 
44
Barings Private Credit Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 2022
(Amounts in thousands, except share amounts)

Portfolio CompanyIndustryInvestment Type(1)(2)InterestAcq. DateMaturity DatePrincipal
Amount		CostFair
Value		% of Net Assets *Notes
Mercell Holding ASTechnologyFirst Lien Senior Secured Term LoanNIBOR + 6.00%, 9.1% Cash08/2208/29$3,188 $3,126 $3,102 0.3 %(3) (5) (6) (7) (28)
Class A Units (114.4 units)N/A08/22N/A111 116 — %(3) (6) (30)
Class B Units (28,943.8 units)N/A08/22N/A— — — %(3) (6) (30)
3,188 3,237 3,218 
Mertus 522. GmbHHealth CareFirst Lien Senior Secured Term LoanEURIBOR + 6.00%, 8.5% Cash05/2105/263,827 3,916 3,368 0.3 %(3) (5) (6) (7) (13)
3,827 3,916 3,368 
Metis BidCo Pty LimitedBusiness Equipment & ServicesFirst Lien Senior Secured Term LoanBBSY + 5.25%, 8.5% Cash05/2104/26387 439 387 — %(3) (5) (6) (15)
387 439 387 
MNS Buyer, Inc.Construction & BuildingFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 9.9% Cash08/2108/27912 897 835 0.1 %(5) (6) (7) (8)
Partnership Units (76.92 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% Cash05/2112/26784 858 768 0.1 %(3) (5) (6) (7) (14)
784 858 768 
Mold-Rite Plastics, LLCContainers, Packaging & GlassSecond Lien Senior Secured Term LoanLIBOR + 7.00%, 11.2% Cash09/2109/2913,983 12,725 10,487 1.0 %(5) (6) (7) (10)
13,983 12,725 10,487 
Murphy Midco LimitedMedia, Diversified & ProductionFirst Lien Senior Secured Term LoanSONIA + 5.00%, 8.2% Cash05/2111/27611 690 603 0.1 %(3) (5) (6) (7) (22)
611 690 603 
Music Reports, Inc.Media & EntertainmentFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 9.8% Cash05/2108/262,441 2,411 2,403 0.2 %(5) (6) (7) (8)
2,441 2,411 2,403 
Napa Bidco Pty LtdHealthcareFirst Lien Senior Secured Term LoanBBSY + 6.00%, 9.6% Cash03/2203/2813,303 13,767 11,960 1.1 %(3) (5) (6) (7) (16)
13,303 13,767 11,960 
Narda Acquisitionco., Inc.Aerospace & DefenseFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 10.2% Cash12/2112/274,557 4,489 4,119 0.4 %(5) (6) (7) (9)
RevolverLIBOR + 5.50%, 10.2% Cash12/2112/27106 91 4 — %(6) (7) (9)
Class A Preferred Stock (3708.01 shares)N/A12/21N/A371 242 — %(6) (30)
Class B Common Stock (412 shares)N/A12/21N/A41 — — %(6) (30)
4,663 4,992 4,365 
Navia Benefit Solutions, Inc.Healthcare & PharmaceuticalsFirst Lien Senior Secured Term LoanLIBOR + 5.25%, 9.6% Cash05/2102/274,574 4,519 4,497 0.4 %(5) (6) (7) (8)
First Lien Senior Secured Term LoanSOFR + 5.25%, 9.6% Cash11/2202/272,032 1,983 1,982 0.2 %(5) (6) (7) (17)
6,606 6,502 6,479 
NeoxCoInternet Software & ServicesFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 9.2% Cash05/2105/25241 268 241 — %(3) (5) (6) (7) (13)
Second Lien Senior Secured Term Loan12.5% PIK05/2108/2542 46 42 — %(3) (6)
283 314 283 
Net Health Acquisition Corp.Health Care TechnologyFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.1% Cash05/2112/253,609 3,581 3,581 0.3 %(5) (6) (7) (8)
First Lien Senior Secured Term LoanLIBOR + 5.75%, 10.1% Cash05/2112/257,363 7,303 7,305 0.7 %(5) (6) (7) (8)
10,972 10,884 10,886 
45
Barings Private Credit Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 2022
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustryInvestment Type(1)(2)InterestAcq. DateMaturity DatePrincipal
Amount		CostFair
Value		% of Net Assets *Notes
Nexus Underwriting Management LimitedOther FinancialFirst Lien Senior Secured Term LoanSONIA + 5.25%, 7.4% Cash10/2110/28$3,853 $4,206 $3,770 0.3 %(3) (5) (6) (7) (22)
RevolverSONIA + 5.25%, 7.4% Cash10/2104/23146 161 146 — %(3) (6) (7) (22)
3,999 4,367 3,916 
Northstar Recycling, LLCEnvironmental IndustriesFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 9.5% Cash10/2109/276,128 6,028 6,056 0.6 %(5) (6) (7) (9)
6,128 6,028 6,056 
Novotech Aus Bidco Pty LtdHealthcareFirst Lien Senior Secured Term LoanBBSY + 5.25%, 8.8% Cash01/2201/283,909 4,107 3,815 0.4 %(3) (5) (6) (7) (16)
First Lien Senior Secured Term LoanSOFR + 5.75%, 9.6% Cash01/2201/284,177 4,077 4,053 0.4 %(3) (5) (6) (7) (19)
8,086 8,184 7,868 
NPM Investments 28 B.V.HealthcareFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 8.5% Cash09/2210/294,287 3,808 4,167 0.4 %(3) (5) (6) (7) (12)
4,287 3,808 4,167 
OA Buyer, Inc.HealthcareFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.1% Cash12/2112/289,568 9,398 9,419 0.9 %(5) (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)
9,568 9,586 9,624 
OAC Holdings I CorpAutomotiveFirst Lien Senior Secured Term LoanSOFR + 5.00%, 10.0% Cash03/2203/293,621 3,556 3,567 0.3 %(5) (6) (7) (19)
RevolverSOFR + 5.00%, 10.0% Cash03/2203/28763 739 743 0.1 %(6) (7) (19)
4,384 4,295 4,310 
OG III B.V.Containers & Glass ProductsFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 7.9% Cash06/2106/2814,280 15,517 13,967 1.3 %(3) (5) (6) (7) (12)
14,280 15,517 13,967 
Omni Intermediate Holdings, LLCTransportationFirst Lien Senior Secured Term LoanSOFR + 5.00%, 9.7% Cash05/2112/2616,708 16,501 16,375 1.5 %(5) (6) (7) (18)
First Lien Senior Secured Term LoanSOFR + 5.00%, 9.7% Cash06/2212/264,798 4,692 4,702 0.4 %(5) (6) (7) (18)
21,506 21,193 21,077 
Options Technology Ltd.Computer ServicesFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 9.0% Cash05/2112/258,530 8,404 8,361 0.8 %(3) (5) (6) (7) (10)
8,530 8,404 8,361 
Oracle Vision Bidco LimitedHealthcareFirst Lien Senior Secured Term LoanSONIA + 4.75%, 7.7% Cash06/2105/281,334 1,527 1,334 0.1 %(3) (5) (6) (7) (22)
1,334 1,527 1,334 
Origin Bidco LimitedTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 7.7% Cash06/2106/28354 395 342 — %(3) (5) (6) (7) (12)
First Lien Senior Secured Term LoanLIBOR + 5.75%, 10.5% Cash06/2106/28597 584 577 0.1 %(3) (5) (6) (7) (9)
951 979 919 
OSP Hamilton Purchaser, LLCTechnologyFirst Lien Senior Secured Term LoanLIBOR + 6.00%, 10.2% Cash12/2112/272,258 2,219 2,190 0.2 %(5) (6) (7) (9)
First Lien Senior Secured Term LoanSOFR + 6.00%, 10.5% Cash12/2212/272,274 2,206 2,206 0.2 %(5) (6) (7) (18)
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 0.4 %(6)
4,924 4,430 4,628 

46
Barings Private Credit Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 2022
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustryInvestment Type(1)(2)InterestAcq. DateMaturity DatePrincipal
Amount		CostFair
Value		% of Net Assets *Notes
Panther Bidco Pty Ltd (Junior Adventures Group)Consumer ServicesFirst Lien Senior Secured Term LoanBBSY + 6.00%, 9.4% Cash05/2106/24$656 $745 $628 0.1 %(3) (5) (6) (16)
656 745 628 
Pare SAS (SAS Maurice MARLE)Health Care EquipmentFirst Lien Senior Secured Term LoanEURIBOR + 5.25%, 7.1% Cash, 0.75% PIK05/2112/26527 591 511 — %(3) (5) (6) (7) (13)
First Lien Senior Secured Term LoanSOFR + 6.50%, 9.6% Cash11/2210/264,900 4,705 4,690 0.4 %(3) (5) (6) (7) (18)
5,427 5,296 5,201 
Patriot New Midco 1 Limited (Forensic Risk Alliance)Diversified Financial ServicesFirst Lien Senior Secured Term LoanEURIBOR + 6.75%, 8.5% Cash05/2102/27378 424 360 — %(3) (5) (6) (7) (12)
First Lien Senior Secured Term LoanLIBOR + 6.75%, 11.4% Cash05/2102/27443 439 421 — %(3) (5) (6) (7) (9)
821 863 781 
PDQ.Com CorporationBusiness Equipment & ServicesFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 9.4% Cash08/2108/2716,981 16,670 16,738 1.5 %(5) (6) (7) (9)
Class A-2 Partnership Units (86.4 units)N/A08/21N/A86 124 — %(6) (30)
16,981 16,756 16,862 
PEGASUS TRANSTECH HOLDING, LLCTruckingFirst Lien Senior Secured Term LoanLIBOR + 6.75%, 11.1% Cash05/2111/249,981 9,951 9,622 0.9 %(5) (6) (7) (8)
9,981 9,951 9,622 
Perforce Software, Inc.Internet Software & ServicesSecond Lien Senior Secured Term LoanLIBOR + 8.00%, 12.4% Cash05/2107/276,497 6,434 6,348 0.6 %(5) (6) (7) (8)
6,497 6,434 6,348 
Perimeter Master Note Business TrustCredit Card ABSStructured Secured Note - Class A4.7% Cash05/2205/27182 182 165 — %(3) (6)
Structured Secured Note - Class B5.4% Cash05/2205/27182 182 162 — %(3) (6)
Structured Secured Note - Class C5.9% Cash05/2205/27182 182 157 — %(3) (6)
Structured Secured Note - Class D8.5% Cash05/2205/27181 181 158 — %(3) (6)
Structured Secured Note - Class E11.4% Cash05/2205/279,273 9,273 8,154 0.7 %(3) (6)
10,000 10,000 8,796 
Permaconn BidCo Pty LtdTele-
communications		First Lien Senior Secured Term LoanBBSY + 6.00%, 9.1% Cash12/2112/277,569 7,805 7,430 0.7 %(3) (5) (6) (7) (15)
7,569 7,805 7,430 
Polara Enterprises, L.L.C.Capital EquipmentFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 9.6% Cash12/2112/274,200 4,129 4,132 0.4 %(5) (6) (7) (9)
First Lien Senior Secured Term LoanSOFR + 4.75%, 9.2% Cash06/2212/272,577 2,530 2,535 0.2 %(5) (6) (7) (18)
RevolverLIBOR + 4.75%, 9.6% Cash12/2112/27— (16)(15)— %(6) (7) (9)
Partnership Units (7,408.6 units)N/A12/21N/A741 823 0.1 %(6) (30)
6,777 7,384 7,475 
Policy Services Company, LLCProperty & Casualty InsuranceFirst Lien Senior Secured Term LoanLIBOR + 6.00%, 8.8% Cash, 4.0% PIK12/2106/2651,948 50,457 50,748 4.7 %(6) (7) (9)
Warrants - Class A (2.6774 units)N/A12/21N/A— 459 — %(5) (6) (30)
Warrants - Class B (0.9036 units)N/A12/21N/A— 155 — %(5) (6) (30)
Warrants - Class CC (0.0929 units)N/A12/21N/A— — — %(5) (6) (30)
Warrants - Class D (0.2586 units)N/A12/21N/A— 44 — %(5) (6) (30)
51,948 50,457 51,406 
Premium Franchise Brands, LLCResearch & Consulting ServicesFirst Lien Senior Secured Term LoanLIBOR + 6.25%, 9.9% Cash05/2112/2624,659 24,294 24,337 2.2 %(5) (6) (7) (9)
24,659 24,294 24,337 
47
Barings Private Credit Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 2022
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustryInvestment Type(1)(2)InterestAcq. DateMaturity DatePrincipal
Amount		CostFair
Value		% of Net Assets *Notes
Premium InvestBrokerage, Asset Managers & ExchangesFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 8.5% Cash06/2106/28$4,482 $4,716 $4,482 0.4 %(3) (5) (6) (7) (13)
4,482 4,716 4,482 
Preqin MC LimitedBanking, Finance, Insurance & Real EstateFirst Lien Senior Secured Term LoanLIBOR + 5.25%, 8.6% Cash08/2107/282,500 2,437 2,438 0.2 %(3) (5) (6) (7) (10)
2,500 2,437 2,438 
Professional Datasolutions, Inc. (PDI)Application SoftwareFirst Lien Senior Secured Term LoanLIBOR + 4.50%, 8.7% Cash05/2110/2411,759 11,722 11,300 1.0 %(5) (6) (7) (9)
11,759 11,722 11,300 
ProfitOptics, LLCTechnologyFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 9.6% Cash03/2203/28659 648 650 0.1 %(5) (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% Cash05/2103/28468 509 439 — %(3) (5) (6) (7) (13)
RevolverEURIBOR + 5.25%, 7.1% Cash05/2103/27127 139 123 — %(3) (6) (7) (13)
595 648 562 
PSP Intermediate 4, LLCTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 5.25%, 7.3% Cash05/2205/29872 825 829 0.1 %(3) (5) (6) (7) (12)
First Lien Senior Secured Term LoanLIBOR + 5.25%, 10.0% Cash05/2205/29866 844 842 0.1 %(3) (5) (6) (7) (9)
1,738 1,669 1,671 
QPE7 SPV1 BidCo Pty LtdConsumer CyclicalFirst Lien Senior Secured Term LoanBBSY + 5.50%, 8.6% Cash09/2109/264,711 4,843 4,521 0.4 %(3) (5) (6) (7) (14)
4,711 4,843 4,521 
Questel UniteBusiness ServicesFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 8.5% Cash05/2112/271,887 1,995 1,754 0.2 %(3) (5) (6) (7) (12)
First Lien Senior Secured Term LoanLIBOR + 6.25%, 11.0% Cash05/2112/271,000 989 971 0.1 %(3) (5) (6) (7) (9)
2,887 2,984 2,725 
R1 Holdings, LLCTransportationFirst Lien Senior Secured Term LoanSOFR + 6.25%, 10.8% Cash12/2212/2810,304 9,873 9,873 0.9 %(5) (6) (7) (18)
RevolverSOFR + 6.25%, 10.8% Cash12/2212/28472 403 403 — %(6) (7) (18)
10,776 10,276 10,276 
Randys Holdings, Inc.Automobile ManufacturersFirst Lien Senior Secured Term LoanSOFR + 6.50%, 10.6% Cash11/2210/2816,547 15,909 15,885 1.5 %(5) (6) (7) (18)
RevolverSOFR + 6.50%, 10.6% Cash11/2210/28367 299 297 — % (6) (7) (18)
Partnership Units (6,667 units)N/A11/22N/A667 667 0.1 %(6) (30)
16,914 16,875 16,849 
Recovery Point Systems, Inc.TechnologyFirst Lien Senior Secured Term LoanLIBOR + 6.50%, 10.3% Cash05/2107/262,429 2,429 2,400 0.2 %(5) (6) (7) (9)
2,429 2,429 2,400 
Renaissance Holding Corp.Application SoftwareSecond Lien Senior Secured Term LoanLIBOR + 7.00%, 11.4% Cash05/2105/269,325 9,306 8,622 0.8 %(5) (7) (8)
9,325 9,306 8,622 
Renovation Parent Holdings, LLCHome FurnishingsFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 5.50% Cash11/2111/2714,417 14,117 13,668 1.3 %(5) (6) (7) (9)
Partnership Equity (592,105.3 units)N/A11/21N/A592 456 — %(6) (30)
14,417 14,709 14,124 
48
Barings Private Credit Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 2022
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustryInvestment Type(1)(2)InterestAcq. DateMaturity DatePrincipal
Amount		CostFair
Value		% of Net Assets *Notes
REP SEKO MERGER SUB LLCAir Freight & LogisticsFirst Lien Senior Secured Term LoanEURIBOR + 4.75%, 6.6% Cash05/2112/26$5,866 $6,293 $5,793 0.5 %(5) (6) (7) (11)
First Lien Senior Secured Term LoanEURIBOR + 4.75%, 6.6% Cash06/2212/2613,780 13,331 13,608 1.3 %(5) (6) (7) (11)
First Lien Senior Secured Term LoanLIBOR + 4.75%, 9.5% Cash05/2112/267,858 7,841 7,754 0.7 %(5) (6) (7) (9)
27,504 27,465 27,155 
Resonetics, LLCHealth Care EquipmentSecond Lien Senior Secured Term LoanLIBOR + 7.00%, 11.7% Cash05/2104/2910,304 10,126 10,088 0.9 %(5) (6) (7) (9)
10,304 10,126 10,088 
RevSpring, Inc.Business ServicesSecond Lien Senior Secured Term LoanLIBOR + 8.25%, 13.0% Cash05/2110/262,556 2,516 2,556 0.2 %(5) (6) (7) (9)
2,556 2,516 2,556 
Reward Gateway (UK) LtdPrecious Metals & MineralsFirst Lien Senior Secured Term LoanSONIA + 6.25%, 8.4% Cash08/2106/2812,084 13,594 11,897 1.1 %(3) (5) (6) (7) (22)
12,084 13,594 11,897 
Riedel Beheer B.V.Food & BeverageFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 8.5% Cash12/2112/282,213 2,248 2,162 0.2 %(3) (5) (6) (7) (12)
2,213 2,248 2,162 
ROI Solutions LLCBusiness ServicesFirst Lien Senior Secured Term LoanLIBOR + 5.00%, 9.2% Cash05/2108/248,466 8,466 8,466 0.8 %(5) (6) (7) (9)
8,466 8,466 8,466 
Royal Buyer, LLCIndustrial OtherFirst Lien Senior Secured Term LoanSOFR + 6.00%, 10.4% Cash08/2208/2814,725 14,388 14,411 1.3 %(5) (6) (7) (18)
RevolverSOFR + 6.00%, 10.4% Cash08/2208/28544 499 502 — %(6) (7) (18)
15,269 14,887 14,913 
RPX CorporationResearch & Consulting ServicesFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 9.9% Cash05/2110/2517,082 16,867 16,740 1.5 %(5) (6) (7) (9)
17,082 16,867 16,740 
Safety Products Holdings, LLCNon-durable Consumer GoodsFirst Lien Senior Secured Term LoanLIBOR + 6.00%, 11.2% Cash05/2112/265,377 5,296 5,306 0.5 %(5) (6) (7) (9)
First Lien Senior Secured Term LoanLIBOR + 6.00%, 11.2% Cash05/2109/23159 135 121 — %(5) (6) (7) (9)
5,536 5,431 5,427 
Sandvine CorporationCommunications EquipmentSecond Lien Senior Secured Term LoanLIBOR + 8.00%, 12.4% Cash05/2111/268,685 8,660 8,546 0.8 %(5) (6) (7) (8)
8,685 8,660 8,546 
Sanoptis S.A.R.L.Healthcare & PharmaceuticalsFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 8.2% Cash06/2207/2911,066 10,330 10,610 1.0 %(3) (5) (6) (7) (13)
First Lien Senior Secured Term LoanSARON + 5.50%, 5.9% Cash06/2207/293,996 3,757 3,886 0.4 %(3) (5) (6) (7) (27)
15,062 14,087 14,496 
Scaled Agile, Inc.Research & Consulting ServicesFirst Lien Senior Secured Term LoanSOFR + 5.50%, 10.2% Cash12/2112/281,735 1,701 1,716 0.2 %(5) (6) (7) (18)
RevolverSOFR + 5.50%, 10.2% Cash12/2112/28— (6)(3)— %(6) (7) (18)
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 0.3 %(3) (5) (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 — %(3) (5) (6) (7) (13)
First Lien Senior Secured Term LoanEURIBOR + 5.75%, 8.2% Cash05/2205/29490 479 479 — %(3) (5) (6) (7) (13)
848 810 827 

49
Barings Private Credit Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 2022
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustryInvestment Type(1)(2)InterestAcq. DateMaturity DatePrincipal
Amount		CostFair
Value		% of Net Assets *Notes
Shelf Bidco LtdOther FinancialFirst Lien Senior Secured Term LoanSOFR + 6.00%, 10.7% Cash12/2201/30$34,800 $33,720 $33,721 3.1 %(3) (5) (6) (7) (18)
Common Stock (1,200,000 shares)N/A12/22N/A1,200 1,200 0.1 %(3) (6) (30)
34,800 34,920 34,921 
Simulation Software Investment Company Pty LtdBusiness ServicesFirst Lien Senior Secured Term LoanBBSY + 5.50%, 8.4% Cash05/2108/25892 897 871 0.1 %(3) (5) (6) (7) (15)
First Lien Senior Secured Term LoanSOFR + 5.50%, 10.1% Cash05/2108/25958 939 925 0.1 %(3) (5) (6) (7) (18)
1,850 1,836 1,796 
SISU ACQUISITIONCO., INC.Aerospace & DefenseFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 10.2% Cash05/2112/262,519 2,485 2,315 0.2 %(5) (6) (7) (9)
2,519 2,485 2,315 
Smartling, Inc.TechnologyFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.1% Cash11/2110/2714,384 14,109 14,054 1.3 %(5) (6) (7) (8)
RevolverLIBOR + 5.75%, 10.1% Cash11/2110/27— (17)(21)— %(6) (7) (8)
14,384 14,092 14,033 
SN BUYER, LLCHealth Care ServicesFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.0% Cash05/2112/265,110 5,057 5,029 0.5 %(5) (6) (7) (9)
First Lien Senior Secured Term LoanSOFR + 5.75%, 10.3% Cash11/2212/262,162 2,120 2,118 0.2 %(5) (6) (7) (18)
7,272 7,177 7,147 
Soho Square III Debtco II SARLDiversified Capital MarketsFirst Lien Senior Secured Term Loan9.5% PIK10/2210/275,639 5,177 5,616 0.5 %(3) (6)
5,639 5,177 5,616 
Solo Buyer, L.P.TechnologyFirst Lien Senior Secured Term LoanSOFR + 6.25%, 10.4% Cash12/2212/2922,606 22,046 22,042 2.0 %(5) (6) (7) (18)
RevolverSOFR + 6.25%, 10.4% Cash12/2212/28— (49)(50)— %(6) (7) (18)
Partnership Units (516,399 units)N/A12/22N/A516 516 — %(6) (30)
22,606 22,513 22,508 
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 0.1 %(5) (6) (7) (18)
RevolverSOFR + 5.00%, 9.6% Cash11/2203/27— (3)(4)— %(6) (7) (18)
1,674 1,620 1,617 
Spatial Business Systems LLCElectricFirst Lien Senior Secured Term LoanSOFR + 5.50%, 9.7% Cash10/2210/286,094 5,766 5,754 0.5 %(5) (6) (7) (17)
RevolverSOFR + 5.50%, 9.7% Cash10/2210/28— (34)(35)— %(6) (7) (17)
6,094 5,732 5,719 
Springbrook Software (SBRK Intermediate, Inc.)Enterprise Software & ServicesFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.1% Cash05/2112/266,689 6,621 6,555 0.6 %(5) (6) (7) (8)
First Lien Senior Secured Term LoanSOFR + 6.50%, 11.1% Cash12/2212/264,171 4,087 4,087 0.4 %(5) (6) (7) (18)
10,860 10,708 10,642 
SSCP Pegasus Midco LimitedHealthcare & PharmaceuticalsFirst Lien Senior Secured Term LoanSONIA + 6.50%, 9.4% Cash05/2111/27677 766 667 0.1 %(3) (5) (6) (7) (21)
677 766 667 
SSCP Spring Bidco LimitedHealth CareFirst Lien Senior Secured Term LoanSONIA + 6.00%, 8.2% Cash05/2107/25989 1,150 983 0.1 %(3) (5) (6) (7) (21)
989 1,150 983 
SSCP Thermal Bidco SASIndustrial MachineryFirst Lien Senior Secured Term LoanEURIBOR + 5.25%, 7.4% Cash05/2107/24710 804 710 0.1 %(3) (5) (6) (7) (13)
First Lien Senior Secured Term LoanLIBOR + 5.25%, 9.5% Cash05/2107/2498 98 98 — %(3) (5) (6) (7) (10)
808 902 808 
Starnmeer B.V.TechnologyFirst Lien Senior Secured Term LoanLIBOR + 6.30%, 10.7% Cash10/2104/2713,388 13,224 13,267 1.2 %(3) (5) (6) (7) (9)
13,388 13,224 13,267 
50
Barings Private Credit Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 2022
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustryInvestment Type(1)(2)InterestAcq. DateMaturity DatePrincipal
Amount		CostFair
Value		% of Net Assets *Notes
Superjet Buyer, LLCTechnologyFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.5% Cash12/2112/27$22,943 $22,548 $22,622 2.1 %(5) (6) (7) (9)
RevolverLIBOR + 5.75%, 10.5% Cash12/2112/27— (31)(26)— %(6) (7) (9)
22,943 22,517 22,596 
Syniverse Holdings, Inc.Technology DistributorsSeries A Preferred Equity (7,575,758 units)12.5% PIK05/22N/A7,945 6,515 0.6 %(5) (6)
7,945 6,515 
Syntax Systems LtdTechnologyFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.1% Cash11/2110/286,378 6,317 5,955 0.5 %(3) (5) (6) (7) (8)
RevolverLIBOR + 5.75%, 10.1% Cash11/2110/26617 610 569 0.1 %(3) (6) (7) (8)
6,995 6,927 6,524 
TA SL Cayman Aggregator Corp.TechnologySubordinated Term Loan7.8% PIK07/2107/281,054 1,039 1,022 0.1 % (6)
Common Stock (770 shares)N/A07/21N/A24 29 — %(6) (30)
1,054 1,063 1,051 
Tank Holding CorpMetal & Glass ContainersFirst Lien Senior Secured Term LoanSOFR + 5.75%, 10.2% Cash03/2203/2814,310 14,021 14,023 1.3 %(5) (6) (7) (17)
RevolverSOFR + 5.75%, 10.2% Cash03/2203/28109 96 96 — %(6) (7) (17)
14,419 14,117 14,119 
Tanqueray Bidco LimitedTechnologyFirst Lien Senior Secured Term LoanSONIA + 6.25%, 8.4% Cash11/2211/291,633 1,486 1,558 0.1 %(3) (5) (6) (7) (21)
1,633 1,486 1,558 
Techone B.V.TechnologyFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 7.9% Cash11/2111/285,840 5,844 5,602 0.5 %(3) (5) (6) (7) (12)
RevolverEURIBOR + 5.50%, 7.9% Cash11/2105/28141 137 130 — %(3) (6) (7) (12)
5,981 5,981 5,732 
Tencarva Machinery Company, LLCCapital EquipmentFirst Lien Senior Secured Term LoanLIBOR + 5.00%, 9.7% Cash12/2112/23881 869 871 0.1 %(5) (6) (7) (9)
First Lien Senior Secured Term LoanLIBOR + 5.00%, 9.7% Cash12/2112/275,431 5,349 5,368 0.5 %(5) (6) (7) (9)
RevolverLIBOR + 5.00%, 9.7% Cash12/2112/27— (16)(13)— %(6) (7) (9)
6,312 6,202 6,226 
Terrybear, Inc.Consumer ProductsSubordinated Term Loan10.0% Cash, 4.0% PIK04/2204/28263 259 259 — % (6)
Common Stock (24,358.97 shares)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% Cash10/2112/271,251 1,163 1,191 0.1 %(5) (6) (7) (9)
RevolverLIBOR + 4.25%, 9.0% Cash10/2112/27— (18)(14)— %(6) (7) (9)
Subordinated Term LoanLIBOR + 7.75%, 12.7% Cash10/2110/285,110 5,023 5,043 0.5 %(6) (10)
6,361 6,168 6,220 
The Cleaver-Brooks Company, Inc.Industrial EquipmentFirst Lien Senior Secured Term LoanSOFR + 5.75%, 10.1% Cash07/2207/2822,694 22,223 22,268 2.0 %(5) (6) (7) (17)
Subordinated Term Loan11.0% PIK07/2207/294,848 4,745 4,755 0.4 % (6)
27,542 26,968 27,023 
The Hilb Group, LLCInsurance BrokerageFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 9.9% Cash05/2112/263,527 3,431 3,388 0.3 %(5) (6) (7) (8)
First Lien Senior Secured Term LoanLIBOR + 5.75%, 10.1% Cash05/2112/25928 912 913 0.1 %(6) (7) (8)
First Lien Senior Secured Term LoanLIBOR + 5.75%, 10.1% Cash05/2112/262,668 2,604 2,625 0.2 %(5) (6) (7) (8)
7,123 6,947 6,926 
51
Barings Private Credit Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 2022
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustryInvestment Type(1)(2)InterestAcq. DateMaturity DatePrincipal
Amount		CostFair
Value		% of Net Assets *Notes
The Octave Music Group, Inc.Media: Diversified & ProductionSecond Lien Senior Secured Term LoanSOFR + 7.50%, 12.1% Cash04/2204/30$6,541 $6,419 $6,437 0.6 %(5) (6) (7) (18)
Partnership Equity (353,584.39 units)N/A04/22N/A354 532 — %(6) (30)
6,541 6,773 6,969 
Total Safety U.S. IncDiversified Support ServicesFirst Lien Senior Secured Term LoanLIBOR + 6.00%, 10.7% Cash, 5.0% PIK07/2208/257,630 7,630 7,631 0.7 %(6) (7) (9)
First Lien Senior Secured Term LoanLIBOR + 6.00%, 10.7% Cash08/2108/252,300 2,282 2,178 0.2 %(7) (9)
9,930 9,912 9,809 
Trader CorporationTechnologyFirst Lien Senior Secured Term LoanCDOR + 6.75%, 11.6% Cash12/2212/294,601 4,451 4,486 0.4 %(3) (5) (6) (7) (24)
RevolverCDOR + 6.75%, 11.6% Cash12/2212/28— (9)(9)— %(3) (6) (7) (24)
4,601 4,442 4,477 
Trident Maritime Systems, Inc.Aerospace & DefenseFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 9.5% Cash05/2102/278,957 8,849 8,836 0.8 %(5) (6) (7) (9)
8,957 8,849 8,836 
Truck-Lite Co., LLCAutomotive Parts & EquipmentFirst Lien Senior Secured Term LoanSOFR + 6.25%, 11.1% Cash05/2112/2621,301 21,046 20,683 1.9 %(5) (6) (7) (18)
21,301 21,046 20,683 
TSM II Luxco 10 SARLChemical & PlasticsSubordinated Term Loan9.3% PIK03/2203/279,723 9,719 9,450 0.9 %(3) (5) (6) (7)
9,723 9,719 9,450 
TSYL Corporate Buyer, Inc.TechnologyFirst Lien Senior Secured Term LoanSOFR + 4.75%, 9.2% Cash12/2212/28637 591 591 0.1 %(5) (6) (7) (18)
RevolverSOFR + 4.75%, 9.2% Cash12/2212/28— (4)(4)— % (6) (7) (18)
Partnership Units (4,673 units)N/A12/22N/A5 5 — %(6) (30)
637 592 592 
Turbo Buyer, Inc.Finance CompaniesFirst Lien Senior Secured Term LoanLIBOR + 6.00%, 10.7% Cash11/2112/2512,639 12,428 12,243 1.1 %(5) (6) (7) (9)
12,639 12,428 12,243 
Turnberry Solutions, Inc.Consumer CyclicalFirst Lien Senior Secured Term LoanSOFR + 6.25%, 9.2% Cash07/2109/262,646 2,606 2,606 0.2 %(5) (6) (7) (18)
2,646 2,606 2,606 
UKFast Leaders LimitedTechnologyFirst Lien Senior Secured Term LoanSONIA + 7.25%, 10.8% Cash05/2109/274,248 4,885 3,759 0.3 %(3) (5) (6) (7) (21)
4,248 4,885 3,759 
Union Bidco LimitedHealthcareFirst Lien Senior Secured Term LoanSONIA + 5.75%, 9.2% Cash06/2206/292,361 2,331 2,269 0.2 %(3) (5) (6) (7) (21)
2,361 2,331 2,269 
United Therapy Holding III GmbHHealthcareFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 8.3% Cash04/2203/291,144 1,101 1,098 0.1 %(3) (5) (6) (7) (13)
1,144 1,101 1,098 
USLS Acquisition, Inc. (f/k/a US Legal Support, Inc.)Legal ServicesFirst Lien Senior Secured Term LoanSOFR + 5.75%, 10.5% Cash05/2111/242,518 2,394 2,277 0.2 %(5) (6) (7) (18)
2,518 2,394 2,277 
Utac CeramBusiness ServicesFirst Lien Senior Secured Term LoanEURIBOR + 6.00%, 8.2% Cash05/2109/27854 945 845 0.1 %(3) (5) (6) (7) (12)
First Lien Senior Secured Term LoanLIBOR + 5.25%, 8.9% Cash05/2109/27243 238 240 — %(3) (5) (6) (7) (9)
1,097 1,183 1,085 
Validity, Inc.IT Consulting & Other ServicesFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 9.1% Cash05/2105/25939 911 918 0.1 %(5) (6) (7) (8)
939 911 918 
52
Barings Private Credit Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 2022
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustryInvestment Type(1)(2)InterestAcq. DateMaturity DatePrincipal
Amount		CostFair
Value		% of Net Assets *Notes
Victoria Bidco LimitedIndustrial MachineryFirst Lien Senior Secured Term LoanSONIA + 6.50%, 7.7% Cash03/2201/29$4,612 $5,039 $4,483 0.4 %(3) (5) (6) (7) (22)
First Lien Senior Secured Term LoanSONIA + 6.50%, 6.50% Cash03/2201/29473 465 460 — %(3) (5) (6) (7) (21)
5,085 5,504 4,943 
VistaJet Pass Through Trust 2021-1BAirlinesStructured Secured Note - Class B6.3% Cash11/212/299,286 9,286 7,584 0.7 % (6)
9,286 9,286 7,584 
Vital Buyer, LLCTechnologyFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 10.2% Cash06/2106/28963 947 962 0.1 %(5) (6) (7) (9)
Partnership Units (1,096.2 units)N/A06/21N/A11 20 — %(6) (30)
963 958 982 
VP Holding CompanyTransportation ServicesFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 9.9% Cash05/2105/2414,537 14,383 14,259 1.3 %(5) (6) (7) (8)
First Lien Senior Secured Term LoanSOFR + 5.50%, 9.6% Cash05/2105/248,528 8,391 8,364 0.8 %(5) (6) (7) (18)
23,065 22,774 22,623 
W2O Holdings, Inc.Healthcare TechnologyFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 9.5% Cash05/2106/25620 620 614 0.1 %(6) (7) (9)
620 620 614 
Wheels Up Experience IncTransportation ServicesFirst Lien Senior Secured Term Loan12.0% Cash10/2204/3122,500 21,621 21,921 2.0 % (6)
22,500 21,621 21,921 
Woodland Foods, LLCFood & BeverageFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 10.5% Cash12/2112/278,253 8,113 7,403 0.7 %(5) (6) (7) (9)
RevolverLIBOR + 5.75%, 10.5% Cash12/2112/271,294 1,266 1,127 0.1 %(6) (7) (9)
Common Stock (1,204.46 shares)N/A12/21N/A1,205 733 0.1 %(6) (30)
9,547 10,584 9,263 
World 50, Inc.Professional ServicesFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 9.1% Cash05/2101/2615,383 15,165 15,216 1.4 %(5) (6) (7) (8)
First Lien Senior Secured Term LoanLIBOR + 5.25%, 9.6% Cash05/2101/26520 520 512 — %(5) (6) (7) (8)
15,903 15,685 15,728 
WWEC Holdings III CorpCapital GoodsFirst Lien Senior Secured Term LoanSOFR + 6.00%, 10.6% Cash10/2209/2810,780 10,467 10,453 1.0 %(5) (6) (7) (18)
RevolverSOFR + 6.00%, 10.6% Cash10/2209/28839 794 792 0.1 %(6) (7) (18)
11,619 11,261 11,245 
Xeinadin Bidco LimitedFinancial OtherFirst Lien Senior Secured Term LoanSONIA + 5.25%, 8.2% Cash05/2205/2910,730 10,678 10,376 1.0 %(3) (5) (6) (7) (21)
Subordinated Term Loan11.0% PIK05/2205/293,789 3,779 3,687 0.3 %(3) (6) (7)
Common Stock (354,281 shares)N/A05/22N/A452 439 — %(3) (6) (30)
14,519 14,909 14,502 
ZB Holdco LLCFood & BeverageFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 9.5% Cash02/2202/282,684 2,623 2,628 0.2 %(5) (6) (7) (9)
RevolverLIBOR + 4.75%, 9.5% Cash02/2202/28— (14)(12)— %(6) (7) (9)
LLC Units (152.7 units)N/A02/2202/28153 189 — %(6) (30)
2,684 2,762 2,805 
Zeppelin Bidco LimitedServices: BusinessFirst Lien Senior Secured Term LoanSONIA + 6.25%, 9.2% Cash03/2203/292,910 3,075 2,581 0.2 %(3) (5) (6) (7) (20)
2,910 3,075 2,581 
Subtotal Non–Control / Non–Affiliate Investments (186.1%)2,032,045 2,073,049 2,023,356 
53
Barings Private Credit Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 2022
(Amounts in thousands, except share amounts)

Portfolio CompanyIndustryInvestment Type(1)(2)InterestAcq. DateMaturity DatePrincipal
Amount		CostFair
Value		% of Net Assets *Notes
Affiliate Investments (4):
Eclipse Business Capital, LLCBanking, Finance, Insurance, & Real EstateSecond Lien Senior Secured Term Loan7.5% Cash08/2107/28$3,209 $3,182 $3,209 0.3 % (6)
RevolverLIBOR + 7.25%08/2107/283,722 3,646 3,722 0.3 %(6) (8)
LLC Units (63,139,338 units)N/A08/21N/A65,809 95,340 8.8 % (6)
6,931 72,637 102,271 
Thompson Rivers LLCInvestment Funds & Vehicles6.3% Member InterestN/A08/21N/A— 19,213 12,041 1.1 %

— 19,213 12,041 
Waccamaw River LLCInvestment Funds & Vehicles20% Member InterestN/A08/21N/A— 22,602 20,212 1.9 % (3)
— 22,602 20,212 
Subtotal Affiliate Investments (12.4%)6,931 114,452 134,524 
Total Investments, December 31, 2022 (198.5%)*$2,038,976 $2,187,501 $2,157,880 

Derivative Instruments
Interest Rate Swaps:
DescriptionCompany ReceivesCompany PaysMaturity DateNotional AmountValueHedged InstrumentUnrealized Appreciation (Depreciation)
Interest rate swap (See Note 5)6.00%SOFR + 3.245%5/10/2027$100,000 $(4,534)Series D Notes$(4,534)
Interest rate swap (See Note 5)6.00%SOFR + 3.382%5/10/2027$55,000 $(2,813)Series E Notes(2,813)
Total Interest Rate Swaps, December 31, 2022$(7,347)
54
Barings Private Credit Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 2022
(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$61,845$41,434BNP Paribas SA01/09/23$660 
Foreign currency forward contract (AUD)A$2,300$1,557BNP Paribas SA04/11/2314 
Foreign currency forward contract (AUD)$40,131A$61,845BNP Paribas SA01/09/23(1,964)
Foreign currency forward contract (AUD)$42,446A$63,128BNP Paribas SA04/11/23(684)
Foreign currency forward contract (CAD)C$7,479$5,491BNP Paribas SA01/09/2335 
Foreign currency forward contract (CAD)$5,473$7,479BNP Paribas SA01/09/23(53)
Foreign currency forward contract (CAD)$5,383$7,326BNP Paribas SA04/11/23(35)
Foreign currency forward contract (DKK)7,401kr.$1,056BNP Paribas SA01/09/239 
Foreign currency forward contract (DKK)$9827,401kr.BNP Paribas SA01/09/23(83)
Foreign currency forward contract (DKK)$1,0787,499kr.BNP Paribas SA04/11/23(9)
Foreign currency forward contract (EUR)€187,162$198,632BNP Paribas SA01/09/231,693 
Foreign currency forward contract (EUR)$185,138€187,162BNP Paribas SA01/09/23(15,187)
Foreign currency forward contract (EUR)$199,111€186,411BNP Paribas SA04/11/23(1,665)
Foreign currency forward contract (GBP)£56,336$68,032BNP Paribas SA01/09/2313 
Foreign currency forward contract (GBP)£1,600$1,929BNP Paribas SA04/11/237 
Foreign currency forward contract (GBP)$62,569£56,336BNP Paribas SA01/09/23(5,477)
Foreign currency forward contract (GBP)$66,247£54,756BNP Paribas SA04/11/23(38)
Foreign currency forward contract (NZD)NZ$8,665$5,451BNP Paribas SA01/09/2346 
Foreign currency forward contract (NZD)$5,009NZ$8,665BNP Paribas SA01/09/23(487)
Foreign currency forward contract (NZD)$5,060NZ$8,044BNP Paribas SA04/11/23(46)
Foreign currency forward contract (NOK)38,802kr$3,939BNP Paribas SA01/09/236 
Foreign currency forward contract (NOK)$3,62638,802krBNP Paribas SA01/09/23(318)
Foreign currency forward contract (NOK)$4,09740,202krBNP Paribas SA04/11/23(7)
Foreign currency forward contract (SEK)5,694kr$547BNP Paribas SA01/09/23— 
Foreign currency forward contract (SEK)$5125,694krBNP Paribas SA01/09/23(35)
Foreign currency forward contract (SEK)$5555,751krBNP Paribas SA04/11/23— 
Foreign currency forward contract (CHF)18,873Fr.$19,744BNP Paribas SA01/09/23689 
Foreign currency forward contract (CHF)$19,49118,873Fr.BNP Paribas SA01/09/23(942)
Foreign currency forward contract (CHF)$5,3364,891Fr.BNP Paribas SA04/11/23(12)
Total Foreign Currency Forward Contracts, December 31, 2022$(23,870)
*    Fair value as a percentage of net assets.
(1)All debt investments are income producing, unless otherwise noted. Eclipse Business Capital, LLC, Thompson Rivers LLC and Waccamaw River LLC equity investments are income producing. All other equity and any equity-linked investments are non-income producing. The Board determinedAdviser determines in good faith that all investments were valued atthe fair value of the Company’s investments in accordance with a valuation policy and processes established by the Company’s valuation policies and proceduresAdviser, which have been approved by the Board, and the 1940 Act based on, among other things, the input of the Company’s external investment adviser, Barings, the Company’s Audit Committee and an independent valuation firm that has been engaged to assist in the valuation of the Company’s middle-market equity and debt investments.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 variable rate loans in the Company’s investment portfolio bear interest at a rate that may be determined by reference to LIBOR, EURIBOR, GBP LIBOR, CHF LIBOR,SARON, BBSY, CDOR, STIBOR, SOFR, BKBM, NIBOR, SONIA or an alternate Base Rate (commonly based on the Federal Funds Rate or the Prime Rate), which typically reset semi-annually, quarterly, or monthly at the borrower’s option. The borrower may also elect to have multiple interest reset periods for each loan.
(2)All of the Company’s portfolio company investments (including joint venture investments), which as of December 31, 20212022 represented 167.1% of 198.5% 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 22.1%25.8% of total investments at fair value as of December 31, 2021.2022. Qualifying assets must represent at least 70% of total assets at the time of acquisition of any additional non-qualifying assets. If at any time qualifying assets do not represent at least 70% of the Company’s total assets, the Company will be precluded from acquiring any additional non-qualifying asset until such time as it complies with the requirements of Section 55(a).
(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"“Affiliate Investments” for the period from May 10, 2021 (commencement of operations) to year endedDecember 31, 20212022 were as follows:
May 10, 2021
Value		Gross Additions
(b)		Gross Reductions (c)Amount of Realized Gain (Loss)Amount of Unrealized Gain (Loss)December 31, 2021 ValueAmount of Interest or Dividends Credited to Income(d)
Portfolio CompanyType of Investment(a)
Eclipse Business Capital, LLC (e)
Second Lien Senior Secured Term Loan (7.5% Cash)$— $3,178 $— $— $167 $3,345 $119,929 
Revolver (LIBOR + 7.25%)— 1,194 — — 90 1,284 37,400 
LLC units (63,139,338 units)— 63,423 — — 1,989 65,412 2,528,320 
— 67,795 — — 2,246 70,041 2,685,649 
Thompson Rivers LLC6.4% Member Interest— 32,249 — — 1,261 33,510 2,249,354 
— 32,249 — — 1,261 33,510 2,249,354 
Waccamaw River LLC20% Member Interest— 13,720 — (219)13,501 280,000 
— 13,720 — — (219)13,501 280,000 
Total Affiliate Investments$— $113,764 $— $— $3,288 $117,052 $5,215,003 
55
Barings Private Credit Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 2022
(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 ValueAmount of Interest or Dividends Credited to Income(c)
Portfolio CompanyType of Investment
Eclipse Business Capital, LLC (d)Second Lien Senior Secured Term Loan (7.5% Cash)$3,345 $4 $— $— $(140)$3,209 $242 
Revolver (LIBOR + 7.25%)$1,283 $3,736 $(1,284)$— $(13)$3,722 $347 
LLC units (63,139,338 units)$65,412 $2,386 $— $— $27,542 $95,340 $7,923 
$70,040 $6,126 $(1,284)$— $27,389 $102,271 $8,512 
Thompson Rivers LLC6.3% Member Interest$33,511 $— $(13,036)$— $(8,434)$12,041 $3,571 
$33,511 $— $(13,036)$— $(8,434)$12,041 $3,571 
Waccamaw River LLC20% Member Interest$13,500 $8,882 $— $(2,170)$20,212 $1,850 
$13,500 $8,882 $— $— $(2,170)$20,212 $1,850 
Total Affiliate Investments$117,051 $15,008 $(14,320)$— $16,785 $134,524 $13,933 
(a) Eclipse Business Capital, LLC, Thompson Rivers LLC and Waccamaw River LLC equity investments are income producing.
(b) Gross additions include increases in the cost basis of investments resulting from new investments and follow-on investments.
(c)(b)     Gross reductions include decreases in the total cost basis of investments resulting from principal repayments, or sales.sales and return of capital.
(d)(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.
(e)(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 BPC Funding LLC’s $600.0$800.0 million senior secured revolving credit facility with BNP Paribas.Paribas (as amended, restated and modified from time to time, the “Revolving 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 of December 31, 20212022 was 0.10125%4.39157%.
(9)The interest rate on these loans is subject to 3 Month LIBOR, which as of December 31, 20212022 was 0.20913%4.76729%.
(10)The interest rate on these loans is subject to 6 Month LIBOR, which as of December 31, 20212022 was 0.33875%5.13886%.
(11)The interest rate on these loans is subject to 31 Month GBP LIBOR,EURIBOR, which as of December 31, 20212022 was 0.26225%1.88400%.
(12)The interest rate on these loans is subject to 6 Month GBP LIBOR, which as of December 31, 2021 was 0.47363%.
(13)The interest rate on these loans is subject to 3 Month EURIBOR, which as of December 31, 20212022 was -0.57200%2.13200%.
(14)(13)The interest rate on these loans is subject to 6 Month EURIBOR, which as of December 31, 20212022 was -0.54600%2.69300%.
(15)(14)The interest rate on these loans is subject to 1 Month BBSY, which as of December 31, 20212022 was 0.01500%3.01500%.
(16)(15)The interest rate on these loans is subject to 3 Month BBSY, which as of December 31, 20212022 was 0.06770%3.26470%.
(17)(16)The interest rate on these loans is subject to 6 Month BBSY, which as of December 31, 20212022 was 0.21350%3.76500%.
(17)The interest rate on these loans is subject to 1 Month SOFR, which as of December 31, 2022 was 4.35806%.
(18)The interest rate on these loans is subject to 3 Month SOFR, which as of December 31, 2022 was 4.58745%.
(19)The interest rate on these loans is subject to 6 Month SOFR, which as of December 31, 2022 was 4.78131%.
(20)The interest rate on these loans is subject to 1 Month SONIA, which as of December 31, 2022 was 3.43570%.
(21)The interest rate on these loans is subject to 3 Month SONIA, which as of December 31, 2022 was 3.75470%.
(22)The interest rate on these loans is subject to 6 Month SONIA, which as of December 31, 2022 was 4.09490%.
(23)The interest rate on these loans is subject to 3 Month STIBOR, which as of December 31, 20212022 was -0.00050%2.70100%.
(19)(24)The interest rate on these loans is subject to 61 Month STIBOR,CDOR, which as of December 31, 20212022 was -0.00020%4.73750%.
(20)(25)The interest rate on these loans is subject to 3 Month CDOR, which as of December 31, 20212022 was 0.51750%4.93500%.
(21)(26)The interest rate on these loans is subject to 3 Month BKBM, which as of December 31, 2022 was 4.53000%.
(27)The interest rate on these loans is subject to 6 Month CHF LIBOR,SARON, which as of December 31, 20212022 was -0.70280%0.94212%.
(22)(28)The interest rate on these loans is subject to 31 Month SONIA,NIBOR, which as of December 31, 20212022 was 0.33830%3.04000%.
40
Barings Private Credit Corporation
Consolidated Schedule of Investments — (Continued)
December 31, 2021
(Amounts in thousands, except share amounts)
(23)(29)The interest rate on these loans is subject to 6 Month SONIA, which as of December 31, 2021 was 0.49870%.
(24)The interest rate on these loans is subject to 3 Month SOFR,Prime, which as of December 31, 20212022 was 0.09125%7.50000%.
(25)(30)Investment is non-income producing.
(31)The interest ratesale of all or a portion of this investment did not qualify for sale accounting under FASB ASC Topic 860, Transfers and Servicing (“ASC 860”),
and therefore the investment remains on these loans is subject to 6 Month SOFR, whichthe Company’s Consolidated Schedule of Investments as of December 31, 2021 was 0.19947%.2022. See Note 5 in the

Unaudited Consolidated Financial Statements for further details.
(32)Non-accrual investment.


See accompanying notes.
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Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements


1. ORGANIZATION, BUSINESS AND BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Organization and Business
The Company was formed on April 2, 2021 as a Maryland limited liability company named Barings Private Credit LLC and commenced operations on May 10, 2021 with its Initial Closing (as defined below). The Company converted to a Maryland corporation, effective on May 13, 2021. 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 intends to electhas 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”).
The Company is a non-exchange traded, privately offered perpetual-life BDC, which is a BDC whose shares are not listed for trading on a stock exchange or other securities market. The Company uses the term “privately offered perpetual-life BDC” to describe an investment vehicle of indefinite duration, whose shares of common stock are intended to be sold by the BDC on a continuous basis in private offerings at a price equal to the BDC’s net asset value per share.
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 $371.7$362.2 billion in assets under management as of March 31, 2022.2023.
Formation Transactions/Initial Portfolio
On May 12, 2021, shortly prior to the Company’s election to be regulated as a BDC and conversion to a Maryland corporation, the Company acquired from MassMutual and C.M. Life Insurance Company (“CM Life”), a subsidiary of MassMutual, a select portfolio of senior secured private debt investments in, and funding obligations to, well-established middle-market businesses that operate across a wide range of industries (the “Initial Portfolio”). The Company used the net proceeds from its $450 million initial closing (the “Initial Closing”) of its private continuous offering of up to $2,000,000,000 in shares of the Company’s common stock (the “Private Offering”), along with borrowings under the Revolving Credit Facility, to purchase the Initial Portfolio.
The investments in the Initial Portfolio were selected based upon the Company’s defined investment objective, amount and type of unfunded obligations associated with each investment and the investment requirements set forth under the 1940 Act or otherwise imposed by applicable laws, rules or regulations, including in accordance with the Company’s election to be treated as a RIC for tax purposes.
The aggregate purchase price for the Initial Portfolio was $602.4 million, which is equal to the sum of the fair values of each investment in the Initial Portfolio at the time of purchase of the Initial Portfolio, net of accrued fees associated with certain unfunded obligations in the Initial Portfolio. The investments in the Initial Portfolio were valued as of March 31, 2021 by an independent third-party valuation firm, provided that any investments in the Initial Portfolio acquired by MassMutual or CM Life after March 31, 2021 were initially valued at cost. In connection with the acquisition of the Initial Portfolio, Barings conducted certain valuation procedures to confirm whether there had been any material changes to the fair value of the investments and obligations in the Initial Portfolio from the previously determined fair value thereof and concluded that no purchase price adjustments were necessary given the absence of any such material changes.
Basis of Presentation
The financial statements of the Company include the accounts of Barings Private Credit 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. 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
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Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
for this exception. Therefore, the Company's investment portfolio is carried on the Unaudited and Audited Consolidated Balance Sheets at fair value, as discussed further in “Note 3 – Investments”, with any adjustments to fair value recognized as “Net unrealized appreciation (depreciation)” on the Unaudited Consolidated StatementStatements of Operations.
The accompanying unaudited consolidated financial statementsUnaudited 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.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 statementsUnaudited Consolidated Financial Statements and accompanying notes should be read in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, 2021.2022. 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 statementsUnaudited Consolidated Financial Statements and accompanying notes. Such estimates and assumptions could change in the future as more information becomes known, which could impact the amounts reported and disclosed herein.
Recently Issued Accounting Standards
In March 2020, the FASB issued Accounting Standards Update, 2020-04, Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“ASU 2020-04”). The amendments in ASU 2020-04 provide optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships and other transactions affected by reference rate reform if certain criteria are met. ASU 2020-04 is effective for all entities as of March 12, 2020 through December 31, 2022. 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. The Company is currently evaluating the impact of adopting ASU 2020-04this guidance on its consolidated financial statements.
Share Purchase Program
Beginning no later than the first full calendar quarter after the one-year anniversary of the Initial Closing, and atAt the discretion of the Board, the Company intends to commencecommenced a share repurchase program in which the Company intends to offer tomay repurchase, in each quarter, up to 5% of ourits shares of common stock outstanding as of the close of the previous calendar quarter. The Board may amend, suspend or terminate the share repurchase program if it deems such action to be in the Company’s best interest and the best interest of its stockholders. As a result, share repurchases may not be available each quarter. The Company intends to conduct such repurchase offers in accordance with the requirements of Rule 13e-4 promulgated under the Exchange Act and the 1940 Act and subject to compliance with applicable covenants and restrictions under our financing arrangements. All shares purchased by us pursuant to the terms of each tender offer will be redeemed and thereafter will be authorized and unissued shares.
Under the Company’s share repurchase program, to the extent the Company offers to repurchase shares in any particular quarter, the Company expects to repurchase shares pursuant to tender offers using a purchase price equal to the net asset value per share as of the last calendar day of the applicable quarter; provided that, the Company and Barings have applied for exemptive relief from SEC that, if granted, will permit the Company to repurchase shares that have not been outstanding for at least one year at 98% of such net asset value pursuant to such tender offers (an “Early Repurchase Deduction”). There can be no assurance that the SEC will issue such order for exemptive relief. The Early Repurchase Deduction may be waived in the case of repurchaserepurchase requests arising from the death, divorce or qualified disability of the holder. The Early Repurchase Deduction will be retained by the Company for the benefit of remaining stockholders.
There were no share repurchases under the Company’s share repurchase program duringDuring the three months ended March 31, 2022.2023, the Company accepted for repurchase 481.464 shares for a total value of $10,014.
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Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
2. AGREEMENTS AND RELATED PARTY TRANSACTIONS
Investment Advisory Agreement
Pursuant to the terms of an amended and restated investment advisory agreement (the “Advisory Agreement”), Barings 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.
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 0.75% of the Company’s average 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 on a calendar quarter basis. The Base Management Fee is calculated based on the average value of the Company’s gross assets (excluding (i) cash and cash equivalents and (ii) net unsettled purchases and sales of investments) at the end of the two most recently completed calendar quarters prior to the quarter for which such fees are being calculated; provided, that upon the end of the first calendar quarter following the Initial Closing, the Base Management Fee is calculated based on the value of the Company’s gross assets (excluding (i) cash and cash equivalents and (ii) net unsettled purchases and sales of investments) as of such calendar quarter-end; provided further, that upon the end of the second calendar quarter following the Initial Closing, the Base Management Fee is calculated based on the average value of the Company’s gross assets (excluding (i) cash and cash equivalents and (ii) net unsettled purchases and sales of investments) at the end of each of the first two calendar quarters following the Initial Closing (including the quarter for which such fees are being calculated).
The Base Management Fee for any partial quarter will be appropriately pro-rated. All or any part of the Base Management Fee not taken as to any quarter will be deferred without interest and may be taken in any quarter prior to the occurrence of a liquidity event (if any). 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 the three months ended March 31, 2023 and 2022, the Base Management Fee determined in accordance with the terms of the Advisory Agreement was $3.8 million and $2.2 million.million, respectively. As of March 31, 2022,2023, the Base Management Fee of $2.2$3.8 million for the quarter ended March 31, 20222023 was unpaid and included in “Base management fees payable” in the accompanying Unaudited Consolidated Balance Sheet. As of December 31, 2021,2022, the Base Management fee of $1.5$3.5 million for the three months ended December 31, 2021 was2022 and $3.3 million for the three months ended September 30, 2022, were unpaid and included in “Base management fees payable” in the accompanying Consolidated Balance Sheet.
59
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
The Incentive Fee
The Incentive Fee under the Advisory Agreement is based on the Company’s income, as described below.
44
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
No portion of the Incentive Fee will be payable until the completion of the first full calendar quarter following the one-year anniversary of the initial effective date of the Advisory Agreement, May 13, 2021 (the “Initial Effective Date”). Upon the completion of the first full calendar quarter following the one-year anniversary of the Initial Effective Date and thereafter, the Incentive Fee will be determined and paid quarterly in arrears based on the amount by which (x) the aggregate “Pre-Incentive Fee Net Investment Income” (as defined below) in respect of the then-current calendar quarter and the three preceding calendar quarters (the “Trailing Twelve Months”), exceeds (y) the Hurdle Amount (as defined below) in respect of the Trailing Twelve Months. The Hurdle Amount will be determined on a quarterly basis, and will be calculated by multiplying 8.0% by the average of the Company’s net asset value at the beginning of each applicable calendar quarter comprising the relevant Trailing Twelve Months. For this purpose, “Pre-Incentive Fee Net Investment Income” means interest income, dividend income and any other income (including, without limitation, any accrued income that the Company has not yet received in cash and any other fees such as commitment, origination, structuring, diligence and consulting fees or other fees that the Company receives from portfolio companies) accrued during the calendar quarter, minus the Company’s operating expenses accrued during the calendar quarter (including, without limitation, the Base Management Fee, administration expenses and any interest expense and dividends paid on any issued and outstanding preferred stock, but excluding the Incentive Fee). For the avoidance of doubt, Pre-Incentive Fee Net Investment Income does not include any realized capital gains, realized capital losses or unrealized capital appreciation or depreciation.
The calculation of the Incentive Fee for each quarter will be as follows:    
•No Incentive Fee will be payable to the Adviser in any calendar quarter in which the Company’s aggregate Pre-Incentive Fee Net Investment Income for the Trailing Twelve Months does not exceed the Hurdle Amount;
•100% of the Company’s aggregate Pre-Incentive Fee Net Investment Income for the Trailing Twelve Months, if any, that exceeds the Hurdle Amount but is less than or equal to an amount (the “Catch-Up Amount”) determined on a quarterly basis by multiplying 8.889% by the average of the Company’s net asset value at the beginning of each applicable calendar quarter comprising the relevant Trailing Twelve Months. The Catch-Up Amount is intended to provide the Adviser with an Incentive Fee of 10% on all of the Company’s Pre-Incentive Fee Net Investment Income when the Company’s Pre-Incentive Fee Net Investment Income reaches the Catch-Up Amount for the Trailing Twelve Months; and
•For any quarter in which the Company’s aggregate Pre-Incentive Fee Net Investment Income for the Trailing Twelve Months exceeds the Catch-Up Amount, the Incentive Fee will equal 10% of the amount of the Company’s Pre-Incentive Fee Net Investment Income for such Trailing Twelve Months, as the Hurdle Amount and Catch-Up Amount will have been achieved.
Subject to the Incentive Fee Cap (discussed below), the amount of the Incentive Fee that will be paid to Barings for a particular quarter will equal the aggregate Incentive Fee calculated as set forth above, less the aggregate Incentive Fees that were paid to Barings in the preceding three calendar quarters (or portion thereof) comprising the relevant Trailing Twelve Months.
The Incentive Fee is subject to a cap (the “Incentive Fee Cap”). The Incentive Fee Cap in any quarter is an amount equal to (x) 0.50% of the average value of the Company’s gross assets (excluding (i) cash and cash equivalents and (ii) net unsettled purchases and sales of investments) at the end of each quarter during the Trailing Twelve Months and appropriately adjusted for any share issuances or repurchases during the period (the “Average TTM Gross Assets”), or (y) in the event that the Company’s Cumulative Pre-Incentive Fee Net Return (as defined below) during the relevant Trailing Twelve Months is less than 9.0%, the Incentive Fee Cap will equal 0.20% of the Average TTM Gross Assets; provided that, if the Incentive Fee Cap as calculated in clause (x) of this paragraph applies in any quarter, in no event will the Company pay any incentive fee (or portion thereof) during such quarter to the extent that it would cause the Cumulative Net Investor Return (as defined below) during the relevant Trailing Twelve Months to be reduced to an amount below what the Cumulative Net Investor Return during such period would have been if the Incentive Fee Cap for such quarter had been calculated in accordance with clause (y) of this paragraph.
For purposes of the Advisory Agreement:
“Cumulative Net Investor Return” during the relevant Trailing Twelve Months means (1) (a) the Company’s aggregate interest income, dividend income and any other income (including, without limitation, any accrued income that the Company has not yet received in cash and any other fees such as commitment, origination, structuring, diligence and consulting fees or
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Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
other fees that the Company receives from portfolio companies, but excluding, for the avoidance of doubt, any realized capital gains, realized capital losses or unrealized capital appreciation or depreciation) accrued during the period, minus the Company’s operating expenses accrued during the period (including, without limitation, the base management fee, administration expenses, any interest expense and dividends paid on any issued and outstanding preferred stock and the incentive fee) in respect of the
45
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Trailing Twelve Months less (b) any Net Capital Loss (if positive), in respect of the Trailing Twelve Months, divided by (2) the average of the Company’s net asset values measured at the beginning of each quarter in the Trailing Twelve Months.
“Cumulative Pre-Incentive Fee Net Return” during the relevant Trailing Twelve Months means (1) (a) the aggregate Pre-Incentive Fee Net Investment Income in respect of the Trailing Twelve Months less (b) any Net Capital Loss (if positive), in respect of the Trailing Twelve Months, divided by (2) the average of the Company’s net asset values measured at the beginning of each quarter in the Trailing Twelve Months.
“Net Capital Loss” in respect of a particular period means the difference, if positive, between (i) aggregate capital losses on the Company’s assets, whether realized or unrealized, in such period and (ii) aggregate capital gains or other gains on the Company’s assets, whether realized or unrealized, in such period.
If, in any quarter, the Incentive Fee Cap is zero or a negative value, the Company will pay no Incentive Fee to Barings in that quarter. If, in any quarter, the Incentive Fee Cap is a positive value but is less than the Incentive Fee as calculated above, the Company will pay Barings the Incentive Fee Cap for such quarter. If, in any quarter, the Incentive Fee Cap is equal to or greater than the Incentive Fee as calculated above, the Company will pay Barings the Incentive Fee for such quarter without regard to the Incentive Fee Cap.
The fees that are payable under the Advisory Agreement for any partial period will be appropriately prorated. The fees are calculated using detailed policies and procedures approved by Barings and the Board, including a majority of the Independent Directors, and such policies and procedures are consistent with the description of the calculation of the fees set forth above.
Barings may elect to defer or waive all or a portion of the fees that would otherwise be paid to it in its sole discretion. Any portion of a fee not taken as to any period will be deferred without interest and may be taken in any such other period prior to the occurrence of a liquidity event (if any) as Barings may determine in its sole discretion.
For the three months ended March 31, 2023, the Incentive Fee determined in accordance with the terms of the Advisory Agreement was $2.6 million. For the three months ended March 31, 2022, the Company did not incur any Incentive Fees. As of March 31, 2023, the Incentive Fee of $2.6 million for the quarter ended March 31, 2023 was unpaid and included in “Incentive management fees payable” in the accompanying Unaudited Consolidated Balance Sheet. As of December 31, 2022, the Incentive Fee of $0.9 million for the three months ended December 31, 2022 was unpaid and included in “Incentive management fees payable” in the accompanying Consolidated Balance Sheet.
The Advisory Agreement has an initial term of two years. Thereafter, it shall 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. 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'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 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 (as defined below) based upon the Company’s allocable portion of Barings’ overhead in performing its obligations under the Administration Agreement,
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Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
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.
Sub-Advisory Agreement
Barings has retained Baring International Investment Limited (“BIIL”), its indirect, wholly-owned subsidiary, as a sub-adviser to manage the Company’s European investments, pursuant to the terms of a sub-advisory agreement (the “Sub-Advisory Agreement”). 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.
46
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Under the terms of the Sub-Advisory Agreement and except as expressly provided for therein, BIIL provides advisory servesservices with respect to the Company’s European investments on terms and conditions that are, as far as possible, identical to the terms and conditions under which Barings itself serves as its investment adviser under the Advisory Agreement. In addition, except as expressly set forth in the Sub-Advisory Agreement, BIIL is entitled to the same rights and protections as Barings is under the terms of the Advisory Agreement. Barings maintains oversight responsibilities for BIIL’s activities as they relate to the Company’s investment portfolio (including BIIL’s compliance with the requirements set out, referred to or contemplated by the Advisory Agreement), but BIIL is not under the day-to-day direction and supervision of Barings with respect to such activities; provided, however, that Barings retains ultimate discretion over the selection, acquisition and disposal of assets to or from the Company’s investment portfolio. Barings, and not the Company, is solely responsible for paying compensation to BIIL, which amount shall be a portion of the management fees paid by the Company to Barings under the Advisory Agreement, as agreed to between Barings and BIIL from time to time.
ThisThe Sub-Advisory Agreement will continue in effect for two years from its initial effective date, May 13, 2021, and thereafter will continue automatically for successive annual periods, provided that such continuance is specifically approved at least annually by (1) the vote of the Board, or by the vote of a majority of the Company’s outstanding voting securities, and (2) the vote of a majority of the Company’s directors who are not “interested persons” as defined in Section 2(a)(19) of the 1940 Act. The Sub-Advisory Agreement may be terminated at any time, without the payment of any penalty, upon 60 days’ written notice, (1) by the vote of a majority of the Company’s outstanding voting securities, (2) by the vote of the Board, (3) by Barings, or (4) by BIIL. The Sub-Advisory Agreement will automatically terminate in the event of its or the Advisory Agreement’s “assignment” (as such term is defined for purposes of Section 15(a)(4) of the 1940 Act) or upon termination of the Advisory Agreement. As of March 31, 2022,2023, BIIL had approximately £14.5£15.9 billion in assets under management.
Administration Agreement
Under the terms of an administration agreement (the “Administration Agreement”) with the Adviser, the Adviser also performs (or oversees, or arranges for, the performance of) the administrative services necessary for the Company to operate (in such capacity, the “Administrator”), including, but not limited to, providing 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
62
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
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 methodmethods conforming with generally accepted accounting principles;
• 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
47
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
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, 2023 and 2022, the Company incurred and was invoiced by the Administrator expenses of approximately $0.6 million and $0.4 million.million, respectively. As of March 31, 2022,2023, administrative expenses of $0.4$0.6 million incurred during the three months ended March 31, 20222023 were unpaid and included in “Administrative fees payable” in the accompanying Unaudited Consolidated Balance Sheet. As of December 31, 2021,2022, administrative expenses of $0.3$0.5 million incurred during the three months ended December 31, 20212022 were unpaid and included in “Administrative fees payable” in the accompanying Consolidated Balance Sheet.
The Administration Agreement has an initial term of two years and thereafter 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 directors who are not “interested persons” as defined in Section 2(a)(19) of the 1940 Act. 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.
Expense Support and Conditional Reimbursement Agreement
The Company has entered into an expense support agreement (the “Expense Support Agreement”) with Barings, pursuant to which Barings may elect to pay certain of the Company’s expenses on its behalf (“Expense Payment”), including organization and offering expenses, provided that no portion of the payment will be used to pay any interest expense or distribution and/or shareholder servicing fees of the Company (if applicable following receipt, if any, of the multi-class exemptive relief from SEC that, if granted, will permit the Company to issue multiple classes of shares of its common stock with varying sales loads, contingent deferred sales charges, and/or asset-based service and/or distribution fees). Any Expense Payment that Barings commits to pay must be paid by Barings to the Company in any combination of cash or other immediately available funds no later than forty-five days after such commitment is made in writing, and/or offset against amounts due from us to Barings or its affiliates.
Following any calendar quarter in which Available Operating Funds (as defined below) exceed the cumulative distributions accrued to the Company’s stockholders based on distributions declared with respect to record dates occurring in such calendar quarter (the amount of such excess referred to herein as “Excess Operating Funds”), the Company will pay such Excess Operating Funds, or a portion thereof, to Barings until such time as all Expense Payments made by Barings to the Company within three years prior to the last business day of such calendar quarter have been reimbursed. Any payments required to be made by the Company under the Expense Support Agreement are referred to herein as a “Reimbursement Payment.” “Available Operating Funds” means the sum of (i) the Company’s net investment company taxable income (including net short-term capital gains reduced by net long-term capital losses), (ii) the Company’s net capital gains (including the excess of net long-term capital gains over net short-term capital losses) and (iii) dividends and other distributions paid to the Company on account of investments in portfolio companies (to the extent such amounts listed in clause (iii) are not included under clauses (i) and (ii) above).
The amount of the Reimbursement Payment for any calendar quarter will equal the lesser of (i) the Excess Operating Funds in such quarter and (ii) the aggregate amount of all Expense Payments made by Barings to the Company within three years prior to the last business day of such calendar quarter that have not been previously reimbursed by the Company to Barings; provided that Barings may waive its right to receive all or a portion of any Reimbursement Payment in any particular calendar quarter, in which case such waived amount will remain unreimbursed Expense Payments reimbursable in future quarters pursuant to the terms of the Expense Support Agreement.
The Company’s obligation to make a Reimbursement Payment will automatically become a liability of the Company on the last business day of the applicable calendar quarter, except to the extent Barings has waived its right to receive such
63
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
payment for the applicable quarter. The Reimbursement Payment for any calendar quarter will be paid by the Company to Barings in any combination of cash or other immediately available funds as promptly as possible following such calendar quarter and in no event later than forty-five days after the end of such calendar quarter.
Either the Company or Barings may terminate the Expense Support Agreement at any time, with or without notice, without the payment of any penalty, provided that any Expense Payments that have not been reimbursed by the Company to Barings will remain the obligation of the Company following any such termination, subject to the terms of the Expense Support Agreement.
There were no Expense Payments or Reimbursement Payments made during the three months ended March 31, 2023 or 2022.
48
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
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. 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, as of March 31, 20222023 and December 31, 20212022 are shown in the following table:
($ 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
March 31, 2022:
March 31, 2023:March 31, 2023:
Senior debt and 1st lien notes
Senior debt and 1st lien notes
$1,331,220 83 %$1,323,568 82 %155 %
Senior debt and 1st lien notes
$1,904,516 83 %$1,872,391 83 %168 %
Subordinated debt and 2nd lien notes
Subordinated debt and 2nd lien notes
123,675 8 122,858 8 15 
Subordinated debt and 2nd lien notes
170,578 8 165,123 7 15 
Structured productsStructured products19,264 1 19,373 1 2 Structured products27,849 1 24,426 1 2 
Equity sharesEquity shares82,101 5 102,584 6 12 Equity shares145,965 6 180,623 8 16 
Equity warrantsEquity warrants4 — 1,073 — — 
Investment in joint venturesInvestment in joint ventures52,728 3 50,050 3 6 Investment in joint ventures38,201 2 27,762 1 2 
$1,608,988 100 %$1,618,433 100 %190 %$2,287,113 100 %$2,271,398 100 %203 %
($ 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, 2021:
December 31, 2022:December 31, 2022:
Senior debt and 1st lien notes
Senior debt and 1st lien notes
1,144,755 82 %1,141,252 82 %137 %
Senior debt and 1st lien notes
$1,817,043 83 %$1,777,492 82 %163 %
Subordinated debt and 2nd lien notes
Subordinated debt and 2nd lien notes
113,999 8 114,779 8 14 
Subordinated debt and 2nd lien notes
169,463 8 163,899 8 15 
Structured productsStructured products19,261 2 19,566 2 2 Structured products28,560 1 25,022 1 2 
Equity sharesEquity shares72,534 5 75,040 5 9 Equity shares130,616 6 158,131 7 15 
Equity warrantsEquity warrants4 — 1,083 — — 
Investment in joint venturesInvestment in joint ventures45,969 3 47,011 3 6 Investment in joint ventures41,815 2 32,253 2 3 
$1,396,518 100 %1,397,648 100 %168 %$2,187,501 100 %2,157,880 100 %198 %
During the three months ended March 31, 2023, the Company made new investments totaling $71.8 million, made additional investments in existing portfolio companies totaling $59.3 million and made a $12.0 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 March 31, 2022, the Company made new investments totaling $154.5 million, made additional investments in existing portfolio companies totaling $63.4 million, and made additional investments in existing joint venture equity portfolio companies totaling $6.8 million.

4964
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Industry Composition
The industry composition of investments at fair value at March 31, 20222023 and December 31, 2021, excluding short-term investments,2022 was as follows:
($ in thousands)($ in thousands)March 31, 2022December 31, 2021($ in thousands)March 31, 2023December 31, 2022
Aerospace and DefenseAerospace and Defense$72,615 4.5 %$49,184 3.5 %Aerospace and Defense$130,589 5.8 %$101,192 4.7 %
AutomotiveAutomotive59,952 3.7 51,013 3.7 Automotive55,052 2.4 54,357 2.5 
Banking, Finance, Insurance and Real EstateBanking, Finance, Insurance and Real Estate181,074 11.2 153,347 11.0 Banking, Finance, Insurance and Real Estate283,621 12.5 270,117 12.5 
Beverage, Food and TobaccoBeverage, Food and Tobacco21,587 1.3 18,900 1.3 Beverage, Food and Tobacco22,687 1.0 21,389 1.0 
Capital EquipmentCapital Equipment29,145 1.8 23,589 1.7 Capital Equipment83,621 3.7 60,393 2.8 
Chemicals, Plastics, and RubberChemicals, Plastics, and Rubber22,635 1.4 12,880 0.9 Chemicals, Plastics, and Rubber34,189 1.5 34,679 1.6 
Construction and BuildingConstruction and Building20,430 1.3 18,783 1.3 Construction and Building23,943 1.0 23,802 1.1 
Consumer Goods: DurableConsumer Goods: Durable20,642 1.3 16,562 1.2 Consumer Goods: Durable30,679 1.4 29,699 1.4 
Consumer Goods: Non-durableConsumer Goods: Non-durable36,003 2.2 35,762 2.6 Consumer Goods: Non-durable35,658 1.6 35,567 1.6 
Containers, Packaging and GlassContainers, Packaging and Glass33,014 2.0 19,518 1.4 Containers, Packaging and Glass46,771 2.1 47,828 2.2 
Environmental IndustriesEnvironmental Industries9,391 0.6 9,440 0.7 Environmental Industries60,438 2.7 60,035 2.8 
Forest Products and Paper1,759 0.1 2,176 0.2 
Healthcare and PharmaceuticalsHealthcare and Pharmaceuticals167,010 10.3 133,275 9.5 Healthcare and Pharmaceuticals206,339 9.1 197,319 9.1 
High Tech IndustriesHigh Tech Industries262,579 16.2 253,273 18.1 High Tech Industries348,892 15.4 346,180 16.0 
Hotel, Gaming and LeisureHotel, Gaming and Leisure10,055 0.6 9,571 0.7 Hotel, Gaming and Leisure20,528 0.9 20,211 0.9 
Investment Funds and VehiclesInvestment Funds and Vehicles50,049 3.1 47,011 3.4 Investment Funds and Vehicles27,762 1.2 32,253 1.5 
Media: Advertising, Printing and PublishingMedia: Advertising, Printing and Publishing22,250 1.4 21,493 1.5 Media: Advertising, Printing and Publishing34,975 1.5 35,399 1.6 
Media: Broadcasting and SubscriptionMedia: Broadcasting and Subscription4,791 0.3 5,304 0.4 Media: Broadcasting and Subscription9,366 0.4 9,372 0.5 
Media: Diversified and ProductionMedia: Diversified and Production27,728 1.7 24,082 1.7 Media: Diversified and Production35,011 1.5 29,337 1.4 
Metals and MiningMetals and Mining7,449 0.3 7,442 0.3 
Services: BusinessServices: Business342,364 21.2 277,455 19.9 Services: Business389,905 17.2 371,974 17.3 
Services: ConsumerServices: Consumer66,038 4.1 63,838 4.6 Services: Consumer102,214 4.5 99,808 4.6 
Structured ProductsStructured Products9,973 0.6 9,811 0.7 Structured Products46,038 2.0 46,943 2.2 
TelecommunicationsTelecommunications12,717 0.8 12,588 0.9 Telecommunications21,515 1.0 20,922 1.0 
Transportation: CargoTransportation: Cargo115,587 7.1 109,154 7.8 Transportation: Cargo155,374 6.8 142,437 6.6 
Transportation: ConsumerTransportation: Consumer17,803 1.1 18,392 1.3 Transportation: Consumer48,690 2.1 48,878 2.3 
Utilities: ElectricUtilities: Electric1,242 0.1 1,247 0.1 Utilities: Electric10,092 0.4 10,347 0.5 
TotalTotal$1,618,433 100.0 %$1,397,648 100.0 %Total$2,271,398 100.0 %$2,157,880 100.0 %
Thompson Rivers LLC
On April 28, 2020, Thompson Rivers LLC (“Thompson Rivers”) was formed as a Delaware limited liability company. On September 1, 2021, the Company entered into a limited liability company agreement governing Thompson Rivers. Under Thompson Rivers’ current operating agreement, as amended to date, the Company has a capital commitment of $30.0 million of equity capital to Thompson Rivers, all of which has been funded as of March 31, 2022.2023. As of March 31, 2022,2023, 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.
OnFor the three months ended March 31, 2023 and 2022, Thompson Rivers declared $57.0 million and $20.0 million in dividends, respectively, of which nil and $1.3 million, respectively, was recognized as dividend income in the Company’s Unaudited Consolidated StatementStatements of Operations. In addition, for the three months ended March 31, 2023, the Company recognized $3.6 million of the dividends as a return of capital.
As of March 31, 2022,2023, Thompson Rivers had $2.7 billion$664.1 million in Ginnie Mae early buyout loans and $117.4$29.8 million in cash. As of December 31, 2021,2022, Thompson Rivers had $3.1 billion$890.9 million in Ginnie Mae early buyout loans and $220.6$65.1 million in cash. As of March 31, 2022,2023, Thompson Rivers had 14,2704,028 outstanding loans with an average unpaid balance of $0.2 million and weighted average coupon of 3.9%4.0%. As of December 31, 2021,2022, Thompson Rivers had 15,6175,414 outstanding loans with an average unpaid balance of $0.2 million and weighted average coupon of 4.0%.
5065
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
As of March 31, 20222023 and December 31, 2021,2022, the Thompson Rivers investment portfolio consisted of the following investments:
($ in thousands)($ in thousands)CostPercentage of
Total Portfolio		Fair ValuePercentage of
Total Portfolio		($ in thousands)CostPercentage of
Total Portfolio		Fair ValuePercentage of
Total Portfolio
March 31, 2022:
March 31, 2023:March 31, 2023:
Federal Housing Administration (“FHA”) loansFederal Housing Administration (“FHA”) loans$2,399,678 90 %$2,381,614 90 %Federal Housing Administration (“FHA”) loans$634,664 91 %$605,542 91 %
Veterans Affairs (“VA”) loansVeterans Affairs (“VA”) loans277,194 10 271,393 10 Veterans Affairs (“VA”) loans61,344 9 58,569 9 
$2,676,872 100 %$2,653,007 100 %$696,008 100 %$664,111 100 %
December 31, 2021:
December 31, 2022:December 31, 2022:
Federal Housing Administration (“FHA”) loansFederal Housing Administration (“FHA”) loans$2,799,869 93 %$2,839,495 93 %Federal Housing Administration (“FHA”) loans$864,625 91 %$811,358 91 %
Veterans Affairs (“VA”) loansVeterans Affairs (“VA”) loans224,660 7 223,540 7 Veterans Affairs (“VA”) loans84,654 9 79,553 9 
$3,024,529 100 %$3,063,035 100 %$949,279 100 %$890,911 100 %
Thompson Rivers’ repurchase agreement with JPMorgan Chase Bank, which is non-recourse to the Company, had approximately $572.4$171.3 million and $694.8$224.2 million outstanding as of March 31, 20222023 and December 31, 2021,2022, respectively. Thompson Rivers’ repurchase agreement with Bank of America N.A., which is non-recourse to the Company, had approximately $1,087.3$311.6 million and $1,245.2$428.0 million outstanding as of March 31, 20222023 and December 31, 2021,2022, respectively. Thompson Rivers’ repurchase agreement with Barclays Bank, which is non-recourse to the Company, had approximately $749.7$104.4 million and $933.1$184.2 million outstanding as of March 31, 20222023 and December 31, 2021,2022, respectively.
The Company has determined that Thompson Rivers is an investment company under ASC Topic 946, Financial Services - Investment Companies, however, in accordance with such guidance, the Company will generally not consolidate its investment in a company other than a substantially wholly owned investment company subsidiary, which is an extension of the operations of the Company, or a controlled operating company whose business consists of providing services to the Company. The Company does not consolidate its interest in Thompson Rivers as it is not a substantially wholly owned investment company subsidiary. In addition, Thompson Rivers is not an operating company and the Company does not control Thompson Rivers due to the allocation of voting rights among Thompson Rivers members.
As of March 31, 20222023 and December 31, 2021,2022, Thompson Rivers had the following contributed capital and unfunded commitments from its members:
($ in thousands)($ in thousands)
As of
 March 31, 2022
As of
 December 31, 2021
($ in thousands)
As of
 March 31, 2023
As of
 December 31, 2022
Total contributed capital by Barings Private Credit Corporation(1)$32,226 $32,249 
Total contributed capital by Barings Private Credit Corporation (1)Total contributed capital by Barings Private Credit Corporation (1)$32,226 $32,226 
Total contributed capital by all members(2)Total contributed capital by all members(2)$482,083 (2)$482,120 (3)Total contributed capital by all members(2)$482,083 $482,083 
Total unfunded commitments by Barings Private Credit CorporationTotal unfunded commitments by Barings Private Credit Corporation$— $— Total unfunded commitments by Barings Private Credit Corporation$— $— 
Total unfunded commitments by all membersTotal unfunded commitments by all members$— $— Total unfunded commitments by all members$— $— 
(1)Includes $2.2 million of dividend re-investments.
(2)Includes dividend re-investments of $32.1 million and $209.3 million of total contributed capital by related parties.
(3)Includes dividend re-investments of $32.1 million and $209.5 million of total contributed capital by related parties.
Waccamaw River LLC
On January 4, 2021, Waccamaw River LLC (“Waccamaw River”) was formed as a Delaware limited liability company. On September 1, 2021, the Company entered into a limited liability company agreement governing Waccamaw River. Under Waccamaw River’s current operating agreement, as amended to date, the Company has a capital commitment of $25.0 million of equity capital to Waccamaw River, of which approximately $20.4$22.5 million has been funded as of March 31, 2022.2023. As of March 31, 2022,2023, aggregate commitments to Waccamaw River by the Company and the other members under the current operating agreement total $125.0 million, of which $102.1$112.6 million (including $14.0 million of recallable return of capital) has been funded.
OnFor the three months ended March 31, 2023 and 2022, Waccamaw River declared $3.6 million and $1.5 million in dividends, respectively, of which $0.7 million and $0.3 million, respectively, was recognized as dividend income in the Company’s Unaudited Consolidated StatementStatements of Operations.
5166
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
As of March 31, 2022,2023, Waccamaw River had $89.7$220.2 million in unsecured consumer loans and $8.5$9.7 million in cash. As of December 31, 2021,2022, Waccamaw River had $60.8$200.5 million in unsecured consumer loans and $4.9$8.0 million in cash. As of March 31, 2022,2023, Waccamaw River had 7,96420,755 outstanding loans with an average loan size of $11,522,$11,329, remaining average life to maturity of 45.943.3 months and weighted average interest rate of 10.9%12.3%. As of December 31, 2021,2022, Waccamaw River had 5,50018,335 outstanding loans with an average loan size of $11,280,$11,542, remaining average life to maturity of 46.544.0 months and weighted average interest rate of 10.9%12.0%.
Waccamaw River’s secured loan borrowing with JPMorgan Chase Bank, N.A., which is non-recourse to the Company, had approximately $76.5 million and $72.3 million outstanding as of March 31, 2023 and December 31, 2022, respectively. Waccamaw River’s secured loan borrowing with Barclays Bank PLC, which is non-recourse to the Company, had approximately $71.3 million and $44.8 million outstanding as of March 31, 2023 and December 31, 2022, respectively.
The Company has determined that Waccamaw River is an investment company under ASC Topic 946, Financial Services - Investment Companies, however, in accordance with such guidance, the Company will generally not consolidate its investment in a company other than a substantially wholly owned investment company subsidiary, which is an extension of the operations of the Company, or a controlled operating company whose business consists of providing services to the Company. The Company does not consolidate its interest in Waccamaw River as it is not a substantially wholly owned investment company subsidiary. In addition, Waccamaw River is not an operating company and the Company does not control Waccamaw River due to the allocation of voting rights among Waccamaw River members.
As of March 31, 20222023 and December 31, 2021,2022, Waccamaw River had the following contributed capital and unfunded commitments from its members:
($ in thousands)($ in thousands)
As of
 March 31, 2022
As of
 December 31, 2021
($ in thousands)
As of
 March 31, 2023
As of
 December 31, 2022
Total contributed capital by Barings Private Credit CorporationTotal contributed capital by Barings Private Credit Corporation$20,420 $13,720 Total contributed capital by Barings Private Credit Corporation$22,520 $22,520 
Total contributed capital by all members(1)Total contributed capital by all members(1)$116,120 (1)$82,620 (4)Total contributed capital by all members(1)$126,620 $126,620 
Total return of capital (recallable) by Barings Private Credit CorporationTotal return of capital (recallable) by Barings Private Credit Corporation$— $— Total return of capital (recallable) by Barings Private Credit Corporation$— $— 
Total return of capital (recallable) by all members(2)$(14,020)$(14,020)
Total return of capital (recallable) by all members (2)Total return of capital (recallable) by all members (2)$(14,020)$(14,020)
Total unfunded commitments by Barings Private Credit CorporationTotal unfunded commitments by Barings Private Credit Corporation$4,580 $11,280 Total unfunded commitments by Barings Private Credit Corporation$2,480 $2,480 
Total unfunded commitments by all members(3)Total unfunded commitments by all members(3)$22,900 (3)$56,400 (5)Total unfunded commitments by all members(3)$12,400 $12,400 
(1)Includes $73.6$79.9 million of total contributed capital by related parties.
(2)Includes ($12.3) million of total return of capital (recallable) by related parties.
(3)Includes $13.7$7.4 million of unfunded commitments by related parties.
(4)Includes $53.5 million of total contributed capital by related parties.
(5)Includes $33.8 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 $63.4 million, a second lien senior secured loan of $3.2 million and unfunded revolver of $9.6 million, alongside other related party affiliates. On August 12, 2022, the Company increased the unfunded revolver to $16.0 million. As of March 31, 20222023 and December 31, 2021, $1.92022, $3.1 million and $1.3$3.7 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 Private Credit 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 $12.0 million, alongside other related party affiliates. 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 CompanyAdviser conducts the valuation of itsthe Company’s investments, upon which itsthe Company’s net asset value is primarily based, in accordance with its valuation policy, as well as established and documented processes and methodologies for determining the fair values of portfolio company investments on a recurring (at least quarterly) basis in accordance with the 1940 Act and FASB ASC Topic 820, Fair Value Measurements and Disclosures (“ASC Topic 820”). The Company'sCompany’s current valuation policy and processes were established by the Adviser and have beenwere approved by the Board.
Under ASC Topic 820, fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between a willing buyer and a willing seller at the measurement date. For the Company’s portfolio securities, fair value is generally the amount that the Company might reasonably expect to receive upon the current sale of the security. Under ASC Topic 820, theThe fair value measurement assumes that the sale occurs in the principal market for the security, or in the absence of a principal market, in the most advantageous market for the security. Under ASC Topic 820, ifIf 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 CompanyAdviser determines the fair value of itsthe 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 CompanyAdviser assesses the appropriateness of the use of these third-party quotes in determining fair value based on (i) its understanding of the level of actual transactions used by the broker to develop the quote and whether the quote was an indicative price or binding offer and (ii) the depth and consistency of broker quotes and the correlation of changes in broker quotes with the underlying performance of the portfolio company.
There is no single standard for determining fair value in good faith, as fair value depends upon the specific circumstances of each individual investment. The recorded fair values of the Company’s Level 3 investments may differ significantly from fair values that would have been used had an active market for the securities existed. In addition, changes in the market
68
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
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’sAdviser'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
53
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
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 (if any) are valued using Level 1 inputs, using the last quoted sale price of that day. The Company’s syndicated senior secured loans (if any) and structured product investments (if any) 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 an independent providerproviders 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 theirthe 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 provider appliesproviders apply various methods (synthetic rating analysis, discounting cash flows, and re-underwriting analysis) to establish the rate of return a market participant would require (the “discount rate”) as of the valuation date, given market conditions, prevailing lending standards and the perceived credit quality of the issuer. Future expected cash flows for each investment are discounted back to present value using these discount rates in the discounted cash flow analysis. A range of values will be provided by the valuation provider and the Adviser will determine the point within that range that it will use in making valuation recommendations to the Board, and will report to the Board on its rationale for each such determination. The Adviser uses its internal valuation model as a comparison point to validate the price range provided by the valuation provider and, where applicable, in determining the point within that range that it will use in making valuation recommendations to the Board.use. If the Adviser’s pricing committee disagrees with the price range provided, it may make a fair value recommendation to the BoardAdviser that is outside of the range provided by the independent valuation provider and will notify the Board of any such override and the reasons therefore. In certain instances, the Company may determine that it is not cost-effective, and as a result is not in the stockholders’ best interests, to request thean independent valuation firm to perform an independent valuation on certain investments. Such instances include, but are not limited to, situations where the fair value of the investment in the portfolio company is determined to be insignificant relative to the total investment portfolio. Pursuant to these procedures, the Board determines each quarter, in good faith, whether the Company’s investments were valued at fair value in accordance with the Company’s valuation policies and procedures and the 1940 Act based on, among other things, the input of Barings, the Company’s Audit Committee and the independent valuation firm.
Valuation TechniquesInputs
The Company’sAdviser’s valuation techniques are based upon both observable and unobservable pricing inputs. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Company’sAdviser’s market assumptions. The Company’sAdviser’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 CompanyAdviser will utilize alternative approaches such as broker quotes or manual prices. The CompanyAdviser attempts to maximize the use of observable inputs and minimize the use of unobservable inputs. The availability of observable inputs can vary from
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Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
investment to investment and is affected by a wide variety of factors, including the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets and other characteristics particular to the security.
Valuation of Investment in Thompson Rivers and Waccamaw River
As Thompson Rivers and Waccamaw River are investment companies with no readily determinable fair values, the CompanyAdviser estimates the fair value of the Company’s investments in these entities using net asset value of each company and the Company’s ownership percentage as a practical expedient. The net asset value is determined in accordance with the specialized accounting guidance for investment companies.
54
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Level 3 Unobservable Inputs
The following tables summarize the significant unobservable inputs the CompanyAdviser used in the valuation of itsthe Company’s Level 3 debt and equity securities as of March 31, 20222023 and December 31, 2021.2022. The weighted average range of unobservable inputs is based on fair value of investments.
March 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)(2)
$1,091,960 Yield AnalysisMarket Yield5.1% – 17.4%8.4%Decrease
213,633 Recent TransactionTransaction Price96.8% – 100.0%97.9%Increase
Subordinated debt and 2nd lien notes(3)
86,968 Yield AnalysisMarket Yield6.7% – 49.2%10.3%Decrease
32 Recent TransactionTransaction Price100%100%Increase
Structured products9,973 Discounted Cash Flow AnalysisDiscount Rate6.3%6.3%Decrease
Equity shares96,928 Market ApproachAdjusted EBITDA Multiple6.1x – 50.0x11.2xDecrease
2,109 Recent TransactionTransaction Price$0.67 – $1,000$338.81Increase
March 31, 2023
($ 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)
$1,660,200 Yield AnalysisMarket Yield7.4% – 28.8%11.3%Decrease
21,612 Discounted Cash Flow AnalysisDiscount Rate12.6%12.6%Decrease
6,350 Market ApproachAdjusted EBITDA Multiple7.3x7.3xIncrease
108,481 Recent TransactionTransaction Price95.0% – 100.0%96.9%Increase
Subordinated debt and 2nd lien notes(2)
128,252 Yield AnalysisMarket Yield9.0% – 16.9%12.9%Decrease
6,289 Market ApproachAdjusted EBITDA Multiple11.0x11.0xIncrease
643 Recent TransactionTransaction Price97.0%97.0%Increase
Equity shares7,197 Yield AnalysisMarket Yield15.4% – 16.7%16.1%Decrease
153,819 Market ApproachAdjusted EBITDA Multiple6.5x – 40.0x12.1xIncrease
1,487 Market ApproachRevenue Multiple6.3x – 9.5x6.6xIncrease
3,235 Net Asset ApproachLiabilities$(20,598.4)$(20,598.4)Decrease
13,261 Recent TransactionTransaction Price$0.01 – $1,408.64$942.50Increase
Equity warrants1,073 Market ApproachAdjusted EBITDA Multiple7.0x – 16.5x7.6xIncrease
(1) Excludes investments with an aggregate fair value amounting to $7,720,$33,912, which the CompanyAdviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(2) One senior debt investment with a total fair value of $1,616 that repaid subsequent to the end of the reporting period was valued at its transaction value.
(3) Excludes investments with an aggregate fair value amounting to $13,829,$8,949, which the CompanyAdviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
December 31, 2021
($ 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
$636,184 Yield AnalysisMarket Yield5.1% – 26.5%7.5%Decrease
502,634 Recent TransactionTransaction Price97.0% – 99.0%97.9%Increase
Subordinated debt and 2nd lien notes(1)
58,642 Yield AnalysisMarket Yield5.3% – 20.5%9.6%Decrease
28,607 Recent TransactionTransaction Price97.0% – 98.3%98.0%Increase
Equity shares71,037 Market ApproachAdjusted EBITDA Multiple6.5x – 54.0x15.3xDecrease
3,968 Recent TransactionTransaction Price$1.0 – $1,000$134.24Increase
(3) For structured products, investments with an aggregate fair value amounting to $16,064, were valued by the Adviser using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
70
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
December 31, 2022
($ 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)
$1,440,027 Yield AnalysisMarket Yield7.2% – 30.8%11.4%Decrease
21,921 Discounted Cash Flow AnalysisDiscount Rate13.0%13.0%Decrease
262,514 Recent TransactionTransaction Price96.7% – 100.0%97.5%Increase
Subordinated debt and 2nd lien notes(2)
125,363 Yield AnalysisMarket Yield9.3% – 16.6%13.0%Decrease
6,931 Market ApproachAdjusted EBITDA Multiple9.0x9.0xIncrease
513 Recent TransactionTransaction Price97.3%97.3%Increase
Structured products(3)
7,584 Discounted Cash Flow AnalysisDiscount Rate10.4%10.4%Decrease
Equity shares9,462 Yield AnalysisMarket Yield15.7% – 17.8%16.6%Decrease
137,680 Market ApproachAdjusted EBITDA Multiple6.5x – 43.0x10.7xIncrease
1,406 Market ApproachRevenue Multiple6.5x – 7.0x6.8xIncrease
220 Market ApproachAdjusted EBITDA/Revenue Multiple Blend5.8x5.8xIncrease
3,219 Net Asset ApproachLiabilities$(8,941.8)$(8,941.8)Decrease
5,326 Recent TransactionTransaction Price$0.00 – $4,673.00$516.37Increase
Equity warrants1,083 Market ApproachAdjusted EBITDA Multiple6.5x – 17.5x7.3xIncrease
(1) Excludes investments with an aggregate fair value amounting to $4,975,$11,588, which the CompanyAdviser 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 $10,487, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(3) Excludes investments with an aggregate fair value amounting to $8,796, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.



55
71
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
The following table presentstables present the Company’s investment portfolio at fair value as of March 31, 20222023 and December 31, 2021,2022, categorized by the ASC Topic 820 valuation hierarchy, as previously described:
Fair Value as of March 31, 2022 Fair Value as of March 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
$8,639 $1,314,929 $1,323,568 
Senior debt and 1st lien notes
$— $41,836 $1,830,555 $1,872,391 
Subordinated debt and 2nd lien notes
Subordinated debt and 2nd lien notes
22,029 100,829 122,858 
Subordinated debt and 2nd lien notes
— 20,990 144,133 165,123 
Structured productsStructured products9,400 9,973 19,373 Structured products— 8,362 16,064 24,426 
Equity sharesEquity shares29 3,518 99,037 102,584 Equity shares52 1,572 178,999 180,623 
Equity warrantsEquity warrants— — 1,073 1,073 
Investments subject to levelingInvestments subject to leveling$29 $43,586 $1,524,768 $1,568,383 Investments subject to leveling$52 $72,760 $2,170,824 $2,243,636 
Investment in joint ventures(1)Investment in joint ventures(1)$50,050 Investment in joint ventures(1)$27,762 
$1,618,433 $2,271,398 
Fair Value as of December 31, 2021Fair Value as of December 31, 2022
($ 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
$— $2,434 $1,138,818 $1,141,252 
Senior debt and 1st lien notes
$— $41,442 $1,736,050 $1,777,492 
Subordinated debt and 2nd lien notes
Subordinated debt and 2nd lien notes
— 22,555 92,224 114,779 
Subordinated debt and 2nd lien notes
— 20,605 143,294 163,899 
Structured productsStructured products— 19,566 — 19,566 Structured products— 8,642 16,380 25,022 
Equity sharesEquity shares35 — 75,005 75,040 Equity shares53 765 157,313 158,131 
Equity warrantsEquity warrants— — 1,083 1,083 
Investments subject to levelingInvestments subject to leveling$35 $44,555 $1,306,047 $1,350,637 Investments subject to leveling$53 $71,454 $2,054,120 $2,125,627 
Investment in joint ventures(1)Investment in joint ventures(1)$47,011 Investment in joint ventures(1)$32,253 
$1,397,648 $2,157,880 
(1)The Company'sCompany’s investments in Thompson Rivers and Waccamaw River are measured at fair value using NAV and have not been categorized in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Unaudited Consolidated Balance Sheet and Consolidated Balance Sheet.
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Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
The following table reconcilestables reconcile the beginning and ending balances of the Company’s investment portfolio measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the three months ended March 31, 2023 and 2022:
Three Months Ended March 31, 2022
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity SharesTotal
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$1,138,818 $92,224 $— $75,005 $1,306,047 Fair value, beginning of period$1,736,050 $143,294 $16,380 $157,313 $1,083 $2,054,120 
New investmentsNew investments192,122 9,734 — 6,049 207,905 New investments127,129 663 — 14,788 — 142,580 
Transfers into Level 3, net— — 9,811 — 9,811 
Proceeds from sales of investmentsProceeds from sales of investments(219)— — — (219)Proceeds from sales of investments— — — — — — 
Loan origination fees receivedLoan origination fees received(4,770)18 — — (4,752)Loan origination fees received(3,560)(20)— — — (3,580)
Principal repayments receivedPrincipal repayments received(9,032)(361)— — (9,393)Principal repayments received(38,725)(685)(714)— — (40,124)
Payment in kind interest599 212 — — 811 
Payment in kind interest/dividendsPayment in kind interest/dividends1,204 991 — — — 2,195 
Accretion of loan premium/ discount1 3 — — 4 
Accretion of loan premium/discountAccretion of loan premium/discount141 46 — — — 187 
Accretion of deferred loan origination revenueAccretion of deferred loan origination revenue1,473 47 — — 1,520 Accretion of deferred loan origination revenue2,482 85 — — — 2,567 
Realized loss(132)(11)— — (143)
Realized gain (loss)Realized gain (loss)(1,173)(4)— — — (1,177)
Unrealized appreciation (depreciation)Unrealized appreciation (depreciation)(3,931)(1,037)162 17,983 13,177 Unrealized appreciation (depreciation)7,007 (237)398 6,898 (10)14,056 
Fair value, end of periodFair value, end of period$1,314,929 $100,829 $9,973 $99,037 $1,524,768 Fair value, end of period$1,830,555 $144,133 $16,064 $178,999 $1,073 $2,170,824 
Three Months Ended March 31, 2022
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity SharesTotal
Fair value, beginning of period$1,138,818 $92,224 $— $75,005 $1,306,047 
New investments192,122 9,734 — 6,049 207,905 
Transfers into Level 3, net— — 9,811 — 9,811 
Proceeds from sales of investments(219)— — — (219)
Loan origination fees received(4,770)18 — — (4,752)
Principal repayments received(9,032)(361)— — (9,393)
Payment in kind interest/dividends599 212 — — 811 
Accretion of loan premium/discount1 3 — — 4 
Accretion of deferred loan origination revenue1,473 47 — — 1,520 
Realized gain (loss)(132)(11)— — (143)
Unrealized appreciation (depreciation)(3,931)(1,037)162 17,983 13,177 
Fair value, end of period$1,314,929 $100,829 $9,973 $99,037 $1,524,768 
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 StatementStatements of Operations. Pre-tax net unrealized appreciation on Level 3 investments of $11.8 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. Pre-tax net unrealized appreciation on Level 3 investments of $13.3 million during the three months ended March 31, 2022, was related to portfolio company investments that were still held by the Company as of March 31, 2022.
During the three months ended March 31, 2023, the Company made investments of approximately $124.8 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 $18.4 million in portfolio companies to which it was previously committed to provide such financing.
5673
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
During the three months ended March 31, 2022, the Company made investments of approximately $191.1 million in portfolio companies to which it was not previously contractually committed to provide such financing. During the three months ended March 31, 2022, the Company made investments of $33.5 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 (if any) 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"(“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, 2022,2023, 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.
Short-Term InvestmentsCash and Foreign Currencies
Short-term investments represent investments in money market funds.Cash consists of deposits held at a custodian bank and restricted cash pledged as collateral for certain derivative instruments. 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 March 31, 20222023 and December 31, 2021,2022, the Company had no non-accrual assets. one portfolio company with an investment that was 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.
Payment-in-Kind Interest
The Company currently holds, and expects to hold in the future, some loans in its portfolio that contain PIKpayment-in-kind (“PIK”) interest provisions. PIK interest, computed at the contractual rate specified in each loan agreement, is periodically added to the principal balance of the loan, rather than being paid to the Company in cash, and is recorded as interest income. Thus, the actual collection of PIK interest may be deferred until the time of debt principal repayment.
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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
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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, 2023 and 2022 was as follows:
Three Months Ended
($ in thousands)March 31, 2022
Recurring Fee Income:
Amortization of loan origination fees1,487 
Management, valuation and other fees366 
Total Recurring Fee Income1,853 
Non-Recurring Fee Income:
Acceleration of unamortized loan origination fees67 
Advisory, loan amendment and other fees81 
Total Non-Recurring Fee Income148 
Total Fee Income$2,001
Three Months EndedThree Months Ended
($ in thousands)March 31, 2023March 31, 2022
Recurring Fee Income:
Amortization of loan origination fees$2,194 $1,487 
Management, valuation and other fees562 366 
Total Recurring Fee Income2,756 1,853 
Non-Recurring Fee Income:
Acceleration of unamortized loan origination fees409 67 
Advisory, loan amendment and other fees189 81 
Total Non-Recurring Fee Income598 148 
Total Fee Income$3,354 $2,001 
General and Administrative Expenses
Other general and administrative expenses include Board fees, D&O insurance costs, offering costs, legal and accounting expenses, expenses reimbursable to the Adviser under the terms of the Administration Agreement and other costs related to operating the Company.
Offering Expenses
Costs associated with the offering of common stock of the Company are capitalized as deferred offering expenses and included on the Consolidated Balance Sheet in "Prepaid“Prepaid expenses and other assets"assets” and amortized over a twelve-month period from incurrence. These expenses consist primarily of legal fees and other costs incurred in connection with the Company’s private offering of common stock and the preparation of the Company’s registration statement on Form 10.
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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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 March 31, 2023 and December 31, 2022, there were no individual investments representing greater than 10% of the fair value of the Company’s portfolio. As of both March 31, 2023 and December 31, 2022, the Company’s largest single portfolio company investment represented approximately 4.7% of the fair value of the Company’s portfolio. Income, consisting of interest, dividends, fees, other investment income and realization of gains or losses, 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, 2023, all of BPC Funding LLC’s (“BPC Funding”) assets were pledged (or will be pledged when the related investment purchase settles) as collateral for the Revolving Credit Facility. As of March 31, 2023, all assets (other than those that are owned by BPC Funding) were pledged (or will be pledged when the related investment purchase settles) as collateral for the SMBC Credit Facility.
Financial and Derivative Instruments
Pursuant to ASC 815 Derivatives and Hedging, certain derivative instruments entered into by the Company are designated as hedging instruments. For all derivative instruments designated as a hedge, the entire change in the fair value of the hedging instrument shall be recorded in the same line item of the Unaudited Consolidated Statements of Operations as the hedged item. The Company’s derivative instruments are used to hedge the Company’s fixed rate debt, and therefore both the periodic payment and the change in fair value for the effective hedge, if applicable, will be recognized as components of interest expense in the Unaudited Consolidated Statements of Operations. The fair value of the Company’s interest rate swaps is based on unadjusted prices from independent pricing services and independent indicative broker quotes, which are Level 2 inputs.
Investments Denominated in Foreign Currency
As of March 31, 2023 the Company held 18 investments that were denominated in Australian dollars, two investments that were denominated in Canadian dollars, one investment that was denominated in Danish kroner, 69 investments that were denominated in Euros, one investment that was denominated in Swiss francs, one investment that was denominated in Swedish krona, two investments that were denominated in New Zealand dollars, one investment that was denominated in Norwegian krone and 29 investments that were denominated in British pounds sterling. As of December 31, 2022, the Company held 18 investments that were denominated in Australian dollars, two investments that were denominated in Canadian dollars, one investment that was denominated in Danish kroner, 65 investments that were denominated in Euros, one investment that was denominated in Swiss francs, one investment that was denominated in Swedish krona, two investments that were denominated in New Zealand dollars, one investment that was denominated in Norwegian krone and 29 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, 2023 and March 31, 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) - foreign currency transactions” and net realized gains or losses on forward currency contracts are included in “Net realized gains (losses) - foreign currency transactions” in the Company’s Unaudited Consolidated Statements of Operations.
Investments denominated in foreign currencies and foreign currency transactions may involve certain considerations and risks not typically associated with those of domestic origin, including unanticipated movements in the value of the foreign currency relative to the U.S. Dollar.
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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 certain undistributed income unless the Company distributes, in a timely manner, an amount at least equal to the sum of (i) 98% of net ordinary income for each calendar year, (ii) 98.2% of the amount by which capital gains exceed capital losses (adjusted for certain ordinary losses) for the one-year period ending October 31 in that calendar year and (iii) certain undistributed amounts from previous years on which the Company paid no U.S. federal income tax. Any such carryover of taxable income must be distributed before the end of that next tax year through a dividend declared prior to filing of the tax return related to the year which generated such taxable income not to be subject to U.S. federal income tax. For the three months ended March 31, 2023, the Company recorded a net expense of $0.1 million 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 year 2021), 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, 2023 and December 31, 2022 was approximately $2,260.4 million and $2,160.8 million, respectively. As of March 31, 2023, net unrealized appreciation on the Company’s investments (tax basis) was approximately $12.0 million, consisting of gross unrealized appreciation, where the fair value of the Company’s investments exceeds their tax cost, of approximately $88.8 million and gross unrealized depreciation, where the tax cost of the Company’s investments exceeds their fair value, of approximately $76.8 million. As of December 31, 2022, net unrealized depreciation on the Company’s investments (tax basis) was approximately $18.2 million, consisting of gross unrealized appreciation, where the fair value of the Company’s investments exceeds their tax cost, of approximately $83.6 million and gross unrealized depreciation, where the tax cost of the Company’s investments exceeds their fair value, of approximately $101.8 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 reflects 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 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 their ownership of the portfolio companies. This income tax expense or benefit, if any, is reflected in the Company’s Unaudited Consolidated Statements of Operations. Additionally, any unrealized appreciation related to portfolio investments held by the Taxable Subsidiary (net of unrealized depreciation related to portfolio investments held by the Taxable Subsidiary), if any, will be
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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 Consolidated Balance Sheet. As of March 31, 2023 and December 31, 2022, the Company had a net deferred tax liability of $0.4 million and $0.2 million, respectively, pertaining to operating losses and tax basis differences related to certain partnership interests.
5. BORROWINGS
The Company had the following borrowings outstanding as of March 31, 2023 and December 31, 2022:
Issuance Date
($ in thousands)		Maturity DateInterest Rate as of March 31, 2023March 31, 2023December 31, 2022
Credit Facilities:
Revolving Credit Facility - May 11, 2021May 11, 20266.658%$797,858 $795,284 
SMBC Credit Facility - March 6, 2023March 6, 20287.401%64,000 — 
Total Credit Facilities$861,858 $795,284 
Notes:
July 29, 2021 - Series A NotesJuly 29, 20263.500%$75,000 $75,000 
September 15, 2021 - Series B NotesJuly 29, 20263.500%38,000 38,000 
October 28, 2021 - Series C NotesJuly 29, 20263.500%37,000 37,000 
May 10, 2022 - Series D Notes (1)May 10, 20276.000%98,447 95,466 
July 26, 2022 - Series E Notes (1)May 10, 20276.000%53,841 52,187 
(Less: Deferred financing fees)(576)(615)
Total Notes$301,712 $297,038 
Secured Borrowing:
Secured BorrowingMarch 14, 2023N/A$— $18,559 
Secured BorrowingApril 25, 20237.919%31,870 — 
Secured BorrowingMay 14, 20238.011%25,291 — 
Total Secured Borrowing$57,161 $18,559 
(1)Inclusive of change in fair market value of effective hedge.
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 191.8% as of March 31, 2023.
BNP Paribas Revolving Credit Facility
On May 11, 2021, BPC Funding, the Company’s wholly-owned subsidiary, entered into the Revolving Credit Facility with BNP Paribas (“BNPP”). BNPP serves as administrative agent, State Street Bank and Trust Company serves as collateral agent, and the Company serves as servicer under the Revolving Credit Facility. The initial maximum amount of borrowings available under the Revolving Credit Facility was $400 million. On November 18, 2021, BPC Funding and BNPP amended the Revolving Credit Facility to increase the maximum amount of borrowings available to $600 million from $400 million. Effective on March 9, 2022, BPC Funding and BNPP amended the Revolving Credit Facility to increase the maximum amount of borrowings available to $800 million from $600 million.
Advances under the Revolving Credit Facility initially bore interest at a per annum rate equal to, in the case of dollar advances, three-month LIBOR, and in the case of foreign currency advances, the applicable benchmark in effect for such currency, plus an applicable margin of 1.65% to 2.60% per annum depending on the nature of the advances being requested under the Revolving Credit Facility. Effective on March 9, 2022, the term SOFR reference rate replaced LIBOR as an applicable index for U.S. dollar-based borrowings. Effective March 9, 2022, U.S. dollar advances under the Revolving Credit Agreement bear interest at a per annum rate equal to three-month term SOFR, plus an applicable margin of 1.80% to 2.75% per annum depending on the nature of the advances being requested under the Revolving Credit Agreement. BPC Funding currently pays an unused fee based on the average daily unused amount of the financing commitments, in addition to certain other fees as agreed between BPC Funding and BNPP. Commencing on September 9, 2022, BPC Funding pays an unused fee of 1.25% per annum if the unused facility amount is greater than 50%, or 0.75% per annum if the unused facility amount is less than or equal
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to 50% and greater than 25%, based on the average daily unused amount of the financing commitments, in addition to certain other fees as agreed between BPC Funding and BNPP.
Advances under the Revolving Credit Facility are subject to compliance with borrowing base requirements, pursuant to which the amount of funds advanced by the lenders to BPC Funding varies depending upon the types of assets in BPC Funding’s portfolio. Assets are required to meet certain criteria in order to be included in the borrowing base, and the borrowing base is subject to certain portfolio restrictions including investment size, sector concentrations and investment type.
Proceeds from borrowings under the Revolving Credit Facility may be used to fund portfolio investments by BPC Funding, to make advances under delayed draw term loans and revolving loans for which BPC Funding is a lender, and to make permitted distributions. The period during which BPC Funding may borrow under the Revolving Credit Facility expires on May 11, 2024, and the Revolving Credit Facility will mature and all amounts outstanding thereunder must be repaid by May 11, 2026.
BPC Funding’s obligations to the lenders under the Revolving Credit Facility are secured by a first priority security interest in all of BPC Funding’s portfolio investments and cash. The obligations of BPC Funding under the Revolving Credit Facility are non-recourse to the Company, and the Company’s exposure under the Revolving Credit Facility is limited to the value of the Company’s investment in BPC Funding.
In connection with the Revolving Credit Facility, BPC Funding has made certain customary representations and warranties and is required to comply with various covenants, reporting requirements and other customary requirements for similar facilities. The Revolving Credit Facility contains customary events of default for similar financing transactions, including if a change of control of BPC Funding occurs. Upon the occurrence and during the continuation of an event of default, BNPP may declare the outstanding advances and all other obligations under the Revolving Credit Facility immediately due and payable. The occurrence of an event of default (as described above) triggers a requirement that BPC Funding obtain the consent of BNPP prior to entering into any sale or disposition with respect to portfolio investments. As of March 31, 2023, the Company was in compliance with all covenants of the Revolving Credit Facility.
As of March 31, 2023, the Company had U.S. dollar borrowings of $653.4 million outstanding under the Revolving Credit Facility with a weighted average interest rate of 7.019% (three month SOFR of 4.676%), borrowings denominated in British pounds sterling of £30.2 million ($37.3 million U.S. dollars) with a weighted average interest rate of 5.412% (weighted average three month adjusted cumulative compounded SONIA of 3.080%), borrowings denominated in Australian dollars of A$7.8 million ($5.2 million U.S. dollars) with an interest rate of 5.532% (three month BBSW of 3.382%), borrowings denominated in Canadian dollars of C$5.4 million ($4.0 million U.S. dollars) with an interest rate of 7.173% (three month CDOR of 5.023%), borrowings denominated in New Zealand dollars of NZ$6.1 million ($3.8 million U.S. dollars) with an interest rate of 7.255% (three month NZBB of 4.855%) and borrowings denominated in Euros of €86.6 million ($94.1 million U.S. dollars) with an interest rate of 4.659% (three month EURIBOR of 2.492%). 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 Revolving 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, 2022, the Company had U.S. dollar borrowings of $653.4 million outstanding under the Revolving Credit Facility with a weighted average interest rate of 6.465% (three month SOFR of 4.113%), borrowings denominated in British pounds sterling of £30.2 million ($36.3 million U.S. dollars) with a weighted average interest rate of 4.415% (weighted average three month adjusted cumulative compounded SONIA of 2.083%), borrowings denominated in Australian dollars of A$7.8 million ($5.3 million U.S dollars) with a weighted average interest rate of 5.210% (three month BBSW of 3.060%), borrowings denominated in Canadian dollars of C$5.4 million ($4.0 million U.S. dollars) with an interest rate of 6.708% (three month CDOR of 4.558%), borrowings denominated in New Zealand dollars of NZ$6.1 million ($3.9 million U.S. dollars) with an interest rate of 6.490% (three month NZBB of 4.090%) and borrowings denominated in Euros of €86.6 million ($92.4 million U.S. dollars) with an interest rate of 3.772% (three month EURIBOR of 1.605%). 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 Revolving Credit Facility borrowings is included in “unrealized appreciation (depreciation) - foreign currency transactions” in the Company’s Consolidated Statements of Operations.
As of March 31, 2023 and December 31, 2022, the fair value of the borrowings outstanding under the Revolving Credit Facility was $797.9 million and $795.3 million, respectively. The fair values of the borrowings outstanding under the Revolving Credit Facility are based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
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SMBC Revolving Credit Facility
On March 6, 2023, the Company entered into a Senior Secured Revolving Credit Agreement (the “SMBC Credit Agreement”) with Sumitomo Mitsui Banking Corporation, as administrative agent, as lead arranger and as sole bookrunner, and the lenders and issuing banks from time to time party thereto, which governs the SMBC Credit Facility. The initial principal amount of the SMBC Credit Facility is $115 million, subject to availability under the borrowing base, which is based on the Company’s portfolio investments and other outstanding indebtedness, with an accordion provision to permit increases to the total facility amount up to $500 million, subject to the satisfaction of certain conditions.
Advances under the SMBC Credit Facility initially bear interest at a per annum rate equal to, (i) in the case of U.S. dollar advances, 1.00% per annum plus an “alternate base rate” (as described in the SMBC Credit Agreement) in the case of any ABR Loan and 2.00% per annum plus Term SOFR, (ii) in the case of foreign currency advances (other than Sterling), 1.00% per annum plus an “alternate base rate” (as described in the SMBC Credit Agreement) in the case of any ABR Loan and 2.00% plus the applicable benchmark in effect for such currency, and (iii) in the case of Sterling advances, 2.00% per annum plus Daily Simple RFR, in each case, depending on the nature of the advances being requested under the SMBC Credit Facility. Commencing on September 6, 2023, the Company will pay an unused fee of 0.50% per annum if the unused facility amount is equal to or exceeds 67%, or 0.375% per annum if the unused facility amount is less than 67%, based on the average daily unused amount of the financing commitments, in addition to certain other fees as agreed between the Company and the Administrative Agent.
Advances under the SMBC Credit Facility are subject to compliance with borrowing base requirements, pursuant to which the amount of funds advanced by the lenders to the Company varies depending upon the types of assets in the Company’s portfolio. Assets must meet certain criteria in order to be included in the borrowing base, and the borrowing base is subject to certain portfolio restrictions including investment size, sector concentrations and investment type.
The SMBC Credit Facility is guaranteed by BPCC Holdings, Inc., a subsidiary of the Company, and will be guaranteed by certain domestic subsidiaries of the Company that are formed or acquired by the Company in the future (collectively, the “Subsidiary Guarantors”). Proceeds of the SMBC Credit Facility may be used for general corporate purposes, including, without limitation, repaying outstanding indebtedness, making distributions, contributions and investments, and acquisition and funding, and such other uses as permitted under the SMBC Credit Agreement.
The period during which the Company may borrow under the SMBC Credit Facility expires on March 5, 2027, and the SMBC Credit Facility will mature and all amounts outstanding thereunder must be repaid by March 6, 2028. The SMBC Credit Facility is secured by a perfected first-priority interest in substantially all of the portfolio investments held by the Company and the Subsidiary Guarantors, subject to certain exceptions.
In connection with the SMBC Credit Facility, the Company has made certain customary representations and warranties and is required to comply with various covenants, reporting requirements and other customary requirements for similar facilities. The SMBC Credit Facility contains customary events of default for similar financing transactions, including if a change in control of the Company occurs. Upon the occurrence and during the continuation of certain event of defaults, the Administrative Agent may declare the outstanding advances and all other obligations under the SMBC Credit Facility immediately due and payable.
As of March 31, 2023, the Company had U.S. dollar borrowings of $64.0 million outstanding under the SMBC Credit Facility with a weighted average interest rate of 7.401% (three month SOFR of 4.897%).
As of March 31, 2023, the fair value of the borrowings outstanding under the SMBC Credit Facility was $64.0 million. The fair values of the borrowings outstanding under the SMBC Credit Facility are based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
July 2026 Notes
On July 29, 2021, the Company entered into a Note Purchase Agreement (the “July 2021 NPA”) governing the issuance of (1) $75.0 million in aggregate principal amount of Series A senior unsecured notes due July 29, 2026 (the “Series A Notes”), (2) $38.0 million in aggregate principal amount of Series B senior unsecured notes due July 29, 2026 (the “Series B Notes”), and (3) $37.0 million in aggregate principal amount of Series C senior unsecured notes due July 29, 2026 (the “Series C Notes,” and collectively with the Series A Notes and the Series B Notes, the “July 2026 Notes”), in each case, to qualified institutional investors in a private placement. The Series A Notes, Series B Notes and Series C Notes were delivered and paid for on July 29, 2021, September 15, 2021, and October 28, 2021, respectively.
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The July 2026 Notes have a fixed interest rate of 3.5% per year, subject to a step up of (1) 0.75% per year, to the extent the July 2026 Notes fail to satisfy certain investment grade rating conditions and/or (2) 1.50% per year, to the extent the ratio of the Company’s secured debt to total assets exceeds specified thresholds, measured as of each fiscal quarter-end.
The July 2026 Notes will mature on July 29, 2026 unless redeemed, purchased or prepaid prior to such date by the Company in accordance with the terms of the July 2021 NPA. Interest on the July 2026 Notes is due semiannually in January and July of each year, beginning in January 2022. In addition, the Company is obligated to offer to repay the July 2026 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 July 2021 NPA, the Company may redeem the July 2026 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 January 29, 2026, a make-whole premium.
The July 2021 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, permitted liens, and restricted payments. In addition, the July 2021 NPA contains the following financial covenants: (a) maintaining a minimum obligors’ net worth, measured as of each fiscal quarter-end; (b) not permitting the Company’s asset coverage ratio, as of the date of the incurrence of any debt for borrowed money or the making of any cash dividend to shareholders, to be less than the statutory minimum then applicable to the Company under the 1940 Act; and (c) not permitting the Company’s net debt to equity ratio to exceed 2.0x, measured as of each fiscal quarter-end.
The July 2021 NPA also contains customary events of default with customary cure and notice periods, including, without limitation, nonpayment, incorrect representation in any material respect, breach of covenant, cross-default under other indebtedness or that of the Company’s subsidiary guarantors, 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 July 2026 Notes at the time outstanding may declare all July 2026 Notes then outstanding to be immediately due and payable, subject to certain additional conditions in the event that then-outstanding July 2026 Notes are held by persons affiliated with the Company and certain of its affiliates.
The Company’s obligations under the July 2021 NPA are general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by the Company.
The July 2026 Notes were offered in reliance on Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”). The July 2026 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, 2023 and December 31, 2022, the fair value of the outstanding July 2026 Notes was $128.6 million and $125.9 million, respectively. The fair value determinations of the Series A Notes, Series B Notes and Series C Notes were based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
May 2027 Notes
On May 10, 2022, the Company entered into a Note Purchase Agreement (the “May 2022 NPA”) governing the issuance of (1) $100.0 million in aggregate principal amount of Series D senior unsecured notes due May 10, 2027 (the “Series D Notes”) and (2) $55.0 million in aggregate principal amount of Series E senior unsecured notes due May 10, 2027 (the “Series E Notes,” and collectively with the Series D Notes, the “May 2027 Notes”), in each case, to qualified institutional investors in a private placement. The Series D Notes were delivered and paid for on May 10, 2022, and the Series E Notes were delivered and paid for on July 6, 2022.
The May 2027 Notes have a fixed interest rate of 6.0% per year, subject to a step up of (1) 0.75% per year, to the extent the May 2027 Notes fail to satisfy certain investment grade rating conditions and/or (2) 1.50% per year, to the extent the ratio of the Company’s secured debt to total assets exceeds specified thresholds, measured as of each fiscal quarter-end.
The May 2027 Notes will mature on May 10, 2027 unless redeemed, purchased or prepaid prior to such date by the Company in accordance with the terms of the May 2022 NPA. Interest on the May 2027 Notes will be due semiannually in May and November of each year, beginning in November 2022. In addition, the Company is obligated to offer to repay the May 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 May 2022 NPA, the Company may redeem the May 2027 Notes in whole or in part at
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Notes to Unaudited Consolidated Financial Statements — (Continued)
any time or from time to time at the Company’s option at par plus accrued interest to the prepayment date and, if redeemed on or before November 10, 2026, a make-whole premium.
The May 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, permitted liens, and restricted payments. In addition, the May 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 shareholders, to be less than the statutory minimum then applicable to the Company under the 1940 Act; and (c) not permitting the Company’s net debt to equity ratio to exceed 2.0x, measured as of each fiscal quarter-end.
The May 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 May 2027 Notes at the time outstanding may declare all May 2027 Notes then outstanding to be immediately due and payable, subject to (i) certain additional requirements prior to the issuance of the Series E Notes and (ii) certain additional conditions in the event that then-outstanding May 2027 Notes are held by persons affiliated with the Company and certain of its affiliates.
The Company’s obligations under the May 2022 NPA are general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by the Company.
The May 2027 Notes were offered in reliance on Section 4(a)(2) of the Securities Act. The May 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, 2023 and December 31, 2022, the fair value of the outstanding May 2027 Notes was $141.7 million and $147.7 million, respectively. The fair value determinations of the May 2027 Notes were based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
In connection with the offering of the Series D Notes, on May 10, 2022, the Company entered into a $100.0 million notional value interest rate swap. The Company receives a fixed rate interest at 6.00% paid semi-annually and pays quarterly based on a compounded daily rate of SOFR plus 3.24500%. The swap transaction matures on May 10, 2027. The interest expense related to the Series D Notes will be equally offset by proceeds received from the interest rate swap. The swap adjusted interest expense is included as a component of interest and other financing fees in the Company’s Unaudited Consolidated Statements of Operations. As of March 31, 2023, the interest rate swap had a fair value of $(1.6) million. Depending on the nature of the balance at period end, the fair value of the interest rate swap is either included as a component of derivative assets or derivative liabilities on the Company’s Unaudited Consolidated Balance Sheet. The change in fair value of the interest rate swap is offset by the change in fair value of the Series D Notes. The fair value of the Company’s interest rate swap is based on unadjusted prices from independent pricing services and independent indicative broker quotes, which are Level 2 inputs.
In connection with the offering of the Series E Notes, on July 6, 2022, the Company entered into a $55.0 million notional value interest rate swap. The Company receives a fixed rate interest at 6.00% paid semi-annually and pays quarterly based on a compounded daily rate of SOFR plus 3.38200%. The swap transaction matures on May 10, 2027. The interest expense related to the Series E Notes will be equally offset by proceeds received from the interest rate swap. The swap adjusted interest expense is included as a component of interest and other financing fees in the Company’s Unaudited Consolidated Statements of Operations. As of March 31, 2023, the interest rate swap had a fair value of $(1.2) million. Depending on the nature of the balance at period end, the fair value of the interest rate swap is either included as a component of derivative assets or derivative liabilities on the Company’s Unaudited Consolidated Balance Sheet. The change in fair value of the interest rate swap is offset by the change in fair value of the Series E Notes. The fair value of the Company’s interest rate swap is based on unadjusted prices from independent pricing services and independent indicative broker quotes, which are Level 2 inputs.
Secured Borrowings
As of March 31, 2023 and December 31, 2022, the Company had $57.2 million and $18.6 million, respectively, of secured borrowings (“Secured Borrowings”) outstanding, which were recorded as a result of certain securities that were sold and simultaneously repurchased at a premium, with amounts payable to the counterparty due on the repurchase settlement date,
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Notes to Unaudited Consolidated Financial Statements — (Continued)
which is generally within 120 days of the trade date. The Company’s Secured Borrowings bore interest at a weighted average rate of 7.960% (three month SOFR of 4.897%) as of March 31, 2023, as compared to 7.843% (three month SOFR of 4.587%) for the year ended December 31, 2022. As of March 31, 2023 and December 31, 2022, the fair value of the Secured Borrowings was $57.2 million and $18.6 million, respectively. The fair value of the Secured Borrowings are based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
6. DERIVATIVE INSTRUMENTS
The Company enters into forward currency contracts from time to time to primarily help mitigate the impact that an adverse change in foreign exchange rates would have on net interest income from the Company’s investments and related borrowings denominated in foreign currencies. Forward currency contracts are considered undesignated derivative instruments.
The following tables present the Company’s foreign currency forward contracts as of March 31, 2023 and December 31, 2022:
As of March 31, 2023
($ in thousands)
Description
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$2,300$1,55704/11/23$(15)Derivative liabilities
Foreign currency forward contract (AUD)$46,243A$68,72804/11/23163 Derivative assets
Foreign currency forward contract (CAD)$5,383C$7,32604/11/23(33)Derivative liabilities
Foreign currency forward contract (DKK)200kr.$2904/11/23— Derivative assets
Foreign currency forward contract (DKK)$1,0987,639kr.04/11/23(17)Derivative liabilities
Foreign currency forward contract (EUR)$204,852€191,71104/11/23(3,646)Derivative liabilities
Foreign currency forward contract (GBP)£1,600$1,92904/11/2350 Derivative assets
Foreign currency forward contract (GBP)$66,247£54,75604/11/23(1,482)Derivative liabilities
Foreign currency forward contract (NZD)$5,234NZ$8,32304/11/2316 Derivative assets
Foreign currency forward contract (NOK)1,514kr$14004/11/235 Derivative assets
Foreign currency forward contract (NOK)$4,17040,964kr04/11/23247 Derivative assets
Foreign currency forward contract (SEK)$5555,751kr04/11/23(1)Derivative liabilities
Foreign currency forward contract (CHF)$5,3364,891Fr.04/11/23(25)Derivative liabilities
Total$(4,738)
83
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
As of December 31, 2022
($ in thousands)
Description
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$61,845$41,43401/09/23$660 Derivative assets
Foreign currency forward contract (AUD)A$2,300$1,55704/11/2314 Derivative assets
Foreign currency forward contract (AUD)$40,131A$61,84501/09/23(1,964)Derivative liabilities
Foreign currency forward contract (AUD)$42,446A$63,12804/11/23(684)Derivative liabilities
Foreign currency forward contract (CAD)C$7,479$5,49101/09/2335 Derivative assets
Foreign currency forward contract (CAD)$5,473C$7,47901/09/23(53)Derivative liabilities
Foreign currency forward contract (CAD)$5,383C$7,32604/11/23(35)Derivative liabilities
Foreign currency forward contract (DKK)7,401kr.$1,05601/09/239 Derivative assets
Foreign currency forward contract (DKK)$9827,401kr.01/09/23(83)Derivative liabilities
Foreign currency forward contract (DKK)$1,0787,499kr.04/11/23(9)Derivative liabilities
Foreign currency forward contract (EUR)€187,162$198,63201/09/231,693 Derivative assets
Foreign currency forward contract (EUR)$185,138€187,16201/09/23(15,187)Derivative liabilities
Foreign currency forward contract (EUR)$199,111€186,41104/11/23(1,665)Derivative liabilities
Foreign currency forward contract (GBP)£56,336$68,03201/09/2313 Derivative assets
Foreign currency forward contract (GBP)£1,600$1,92904/11/237 Derivative assets
Foreign currency forward contract (GBP)$62,569£56,33601/09/23(5,477)Derivative liabilities
Foreign currency forward contract (GBP)$66,247£54,75604/11/23(38)Derivative liabilities
Foreign currency forward contract (NZD)NZ$8,665$5,45101/09/2346 Derivative assets
Foreign currency forward contract (NZD)$5,009NZ$8,66501/09/23(487)Derivative liabilities
Foreign currency forward contract (NZD)$5,060NZ$8,04404/11/23(46)Derivative liabilities
Foreign currency forward contract (NOK)38,802kr$3,93901/09/236 Derivative assets
Foreign currency forward contract (NOK)$3,62638,802kr01/09/23(318)Derivative liabilities
Foreign currency forward contract (NOK)$4,09740,202kr04/11/23(7)Derivative liabilities
Foreign currency forward contract (SEK)5,694kr$54701/09/23— Derivative assets
Foreign currency forward contract (SEK)$5125,694kr01/09/23(35)Derivative liabilities
Foreign currency forward contract (SEK)$5555,751kr04/11/23— Derivative liabilities
Foreign currency forward contract (CHF)18,873Fr.$19,74401/09/23689 Derivative assets
Foreign currency forward contract (CHF)$19,49118,873Fr.01/09/23(942)Derivative liabilities
Foreign currency forward contract (CHF)$5,3364,891Fr.04/11/23(12)Derivative liabilities
Total$(23,870)
As of March 31, 2023 and December 31, 2022, the total fair value of the Company’s foreign currency forward contracts was $(4.7) million and $(23.9) million, respectively. The fair values of the Company’s foreign currency forward contracts are based on unadjusted prices from independent pricing services and independent indicative broker quotes, which are Level 2 inputs.
Net realized gains or losses on forward currency contracts are included in “Net realized gains (losses) - foreign currency transactions” in the Company’s Unaudited Consolidated Statements of Operations. Net realized gains or losses on forward contracts recognized by the Company for the three months ended March 31, 2023 and 2022 are shown in the following table:
Three Months EndedThree Months Ended
($ in thousands)March 31, 2023March 31, 2022
Forward currency contracts$(21,395)$957 
84
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Net unrealized appreciation or depreciation on forward currency contracts are included in “Net unrealized appreciation (depreciation) - foreign currency transactions” in the Company’s Unaudited Consolidated Statements of Operations. Net unrealized appreciation or depreciation on forward contracts recognized by the Company for the three months ended March 31, 2023 and 2022 are shown in the following table:
Three Months EndedThree Months Ended
($ in thousands)March 31, 2023March 31, 2022
Forward currency contracts$19,132 $2,400 

7. COMMITMENTS AND CONTINGENCIES
In the normal course of business, the Company is party to financial instruments with off-balance sheet risk, consisting primarily of unused commitments to extend financing to the Company’s portfolio companies. Since commitments may expire without being drawn upon, the total commitment amount does not necessarily represent future cash requirements. As of March 31, 2023 and December 31, 2022, the Company believed that it had adequate financial resources to satisfy its unfunded commitments. The balances of unused commitments to extend financing as of March 31, 2023 and December 31, 2022 were as follows:
Portfolio Company
($ in thousands)		Investment TypeMarch 31, 2023December 31, 2022
Accurus Aerospace Corporation(1)(2)Revolver$553 $691 
AlliA Insurance Brokers NV(1)(2)(3)Delayed Draw Term Loan2,055 — 
Amtech LLC(1)Delayed Draw Term Loan1,818 1,818 
Amtech LLC(1)Revolver455 364 
AnalytiChem Holding GmbH(1)(2)(3)Bridge Revolver470 462 
APC1 Holding(1)(3)Delayed Draw Term Loan— 354 
Aquavista Watersides 2 LTD(1)(2)(4)Capex / Acquisition Facility999 1,179 
Arc Education(1)(3)Delayed Draw Term Loan3,857 3,789 
Argus Bidco Limited(1)(2)(4)CAF Term Loan1,349 1,579 
Argus Bidco Limited(1)(2)(4)RCF Bridge Term Loan344 335 
ASC Communications, LLCRevolver647 647 
Astra Bidco Limited(1)(4)Delayed Draw Term Loan1,088 1,059 
ATL II MRO Holdings Inc.(1)Revolver2,500 2,500 
Avance Clinical Bidco Pty Ltd(1)(5)Delayed Draw Term Loan1,494 1,512 
Azalea Buyer, Inc.(1)Delayed Draw Term Loan962 962 
Azalea Buyer, Inc.(1)Revolver481 481 
Bariacum S.A(1)(3)Acquisition Facility978 961 
Beyond Risk Management, Inc.(1)(2)Delayed Draw Term Loan2,423 2,423 
Biolam Group(1)(2)(3)Delayed Draw Term Loan4,153 4,783 
Bounteous, Inc.(1)(2)Delayed Draw Term Loan2,697 2,697 
Brightpay Limited(1)(2)(3)Delayed Draw Term Loan192 188 
BrightSign LLC(1)(2)Revolver— 1,109 
British Engineering Services Holdco Limited(1)(4)Acquisition/Capex Facility209 203 
CAi Software, LLC(1)(2)Revolver943 943 
Canadian Orthodontic Partners Corp.(1)(2)(6)Delayed Draw Term Loan— 291 
Centralis Finco S.a.r.l.(1)(3)Incremental CAF Term Loan267 298 
CGI Parent, LLC(1)(2)Revolver1,653 1,653 
Classic Collision (Summit Buyer, LLC)(1)Delayed Draw Term Loan156 156 
Classic Collision (Summit Buyer, LLC)(1)Delayed Draw Term Loan5,143 5,143 
Comply365, LLC(1)Revolver575 489 
85
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)		Investment TypeMarch 31, 2023December 31, 2022
Coyo Uprising GmbH(1)(3)Delayed Draw Term Loan514 505 
DataServ Integrations, LLC(1)Revolver481 481 
DecksDirect, LLC(1)Revolver218 218 
Direct Travel, Inc.(1)Delayed Draw Term Loan193 233 
DISA Holdings Corp.(1)Delayed Draw Term Loan1,368 1,368 
DISA Holdings Corp.(1)Revolver429 416 
DreamStart BidCo SAS (d/b/a SmartTrade)(1)(2)(3)Acquisition Facility— 168 
Dune Group(1)(2)(3)Delayed Draw Term Loan1,542 1,515 
Dwyer Instruments, Inc.(1)Delayed Draw Term Loan4,513 4,513 
Eclipse Business Capital, LLC(1)Revolver12,963 12,321 
EMI Porta Holdco LLC(1)(2)Delayed Draw Term Loan7,947 7,947 
EMI Porta Holdco LLC(1)(2)Revolver936 1,261 
EPS NASS Parent, Inc.(1)Delayed Draw Term Loan92 92 
eShipping, LLC(1)Delayed Draw Term Loan1,274 1,274 
eShipping, LLC(1)Revolver743 743 
Eurofins Digital Testing International LUX Holding SARL(1)(3)Delayed Draw Term Loan2,686 2,639 
Eurofins Digital Testing International LUX Holding SARL(1)(2)(3)Delayed Draw Term Loan537 528 
Events Software BidCo Pty Ltd(1)(2)Delayed Draw Term Loan640 640 
Express Wash Acquisition Company, LLC(1)(2)Revolver115 115 
F24 (Stairway BidCo GmbH)(1)(2)(3)Acquisition Term Loan54 57 
Faraday(1)(2)(3)Delayed Draw Term Loan1,947 — 
FineLine Systems(1)(2)Delayed Draw Term Loan— 478 
Footco 40 Limited(1)(2)(4)Delayed Draw Term Loan556 766 
Fortis Payment Systems, LLC(1)(2)Delayed Draw Term Loan925 925 
FragilePak LLC(1)Delayed Draw Term Loan4,649 4,649 
GB Eagle Buyer, Inc.(1)(2)Revolver3,226 3,226 
Glacis Acquisition S.A.R.L.(1)(3)Delayed Draw Term Loan7,532 7,399 
Global Academic Group Limited(1)(7)Term Loan446 451 
GPZN II GmbH(1)(2)(3)CAF Term Loan— 560 
Graphpad Software, LLC(1)(2)Delayed Draw Term Loan2,602 2,602 
Greenhill II BV(1)(3)Capex Acquisition Facility259 255 
Groupe Product Life(1)(3)Delayed Draw Term Loan1,122 1,102 
Gusto Aus BidCo Pty Ltd(1)(5)Delayed Draw Term Loan220 223 
HeartHealth Bidco Pty Ltd(1)(5)Delayed Draw Term Loan309 313 
Heartland Veterinary Partners, LLC(1)Delayed Draw Term Loan148 148 
Heartland, LLC(1)Delayed Draw Term Loan336 710 
Heavy Construction Systems Specialists, LLC(1)Revolver2,193 2,193 
HEKA Invest(1)(2)(3)Delayed Draw Term Loan1,131 1,111 
HTI Technology & Industries(1)(2)Delayed Draw Term Loan1,691 1,691 
HTI Technology & Industries(1)(2)Revolver1,128 1,128 
HW Holdco, LLC (Hanley Wood LLC)(1)Delayed Draw Term Loan655 1,074 
Innovad Group II BV(1)(2)(3)Delayed Draw Term Loan203 200 
INOS 19-090 GmbH(1)(3)Acquisition Facility221 217 
Interstellar Group B.V.(1)(3)Delayed Draw Term Loan2,668 2,621 
Interstellar Group B.V.(1)(3)Delayed Draw Term Loan113 111 
Isolstar Holding NV (IPCOM)(1)(2)(3)Accordion Facility3,761 3,695 
86
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Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)		Investment TypeMarch 31, 2023December 31, 2022
Isolstar Holding NV (IPCOM)(1)(2)(3)Accordion Facility617 606 
Isolstar Holding NV (IPCOM)(1)(2)(3)Delayed Draw Term Loan1,515 1,488 
ITI Intermodal, Inc.(1)(2)Delayed Draw Term Loan— 103 
ITI Intermodal, Inc.(1)(2)Delayed Draw Term Loan4,249 — 
ITI Intermodal, Inc.(1)(2)Revolver857 118 
Jaguar Merger Sub Inc.(1)Delayed Draw Term Loan— 422 
Jaguar Merger Sub Inc.(1)Revolver— 490 
Jon Bidco Limited(1)(7)Capex & Acquisition Facility745 753 
Jones Fish Hatcheries & Distributors LLC(1)(2)Revolver418 418 
Kano Laboratories LLC(1)(2)Delayed Draw Term Loan724 724 
Kano Laboratories LLC(1)Delayed Draw Term Loan860 860 
Lambir Bidco Limited(1)(2)(3)Delayed Draw Term Loan833 819 
Lattice Group Holdings Bidco Limited(1)(2)Delayed Draw Term Loan255 298 
LeadsOnline, LLC(1)Revolver1,952 1,952 
LivTech Purchaser, Inc.(1)(2)Delayed Draw Term Loan244 244 
Marmoutier Holding B.V.(1)(2)(3)Delayed Draw Term Loan24 24 
Marmoutier Holding B.V.(1)(2)(3)Revolver108 106 
Marshall Excelsior Co.(1)Revolver29 216 
MC Group Ventures Corporation(1)Delayed Draw Term Loan467 467 
Mercell Holding AS(1)(8)Capex Acquisition Facility750 797 
Mertus 522. GmbH(1)(2)(3)Capex Acquisition Facility2,794 2,745 
Modern Star Holdings Bidco Pty Limited(1)(2)(5)Term Loan58 59 
Murphy Midco Limited(1)(2)(4)Delayed Draw Term Loan87 97 
Narda Acquisitionco., Inc.(1)(2)Revolver953 953 
NeoxCo(1)(2)(3)Delayed Draw Term Loan489 — 
Nexus Underwriting Management Limited(1)(2)(4)Acquisition Facility1,061 1,254 
NF Holdco, LLC(1)(2)Revolver1,479 — 
Novotech Aus Bidco Pty Ltd(1)(2)Capex & Acquisition Facility971 971 
NPM Investments 28 BV(1)(3)Delayed Draw Term Loan942 925 
OA Buyer, Inc.(1)Revolver1,331 1,331 
OAC Holdings I Corp(1)Revolver254 607 
OG III B.V.(1)(3)Accordion Facility— 650 
Omni Intermediate Holdings, LLC(1)(2)Delayed Draw Term Loan— 3,407 
Omni Intermediate Holdings, LLC(1)(2)Delayed Draw Term Loan806 1,008 
Options Technology Ltd.(1)(2)Delayed Draw Term Loan1,406 1,406 
OSP Hamilton Purchaser, LLC(1)(2)Revolver885 187 
Pare SAS (SAS Maurice MARLE)(1)Delayed Draw Term Loan2,100 2,100 
PDQ.Com Corporation(1)Delayed Draw Term Loan3,836 3,836 
Polara Enterprises, L.L.C.(1)Revolver947 947 
Premium Invest(1)(3)Delayed Draw Term Loan6,084 5,977 
ProfitOptics, LLC(1)Revolver123 193 
Protego Bidco B.V.(1)(2)(3)Delayed Draw Term Loan260 255 
PSP Intermediate 4, LLC(1)(2)(3)Delayed Draw Term Loan740 727 
QPE7 SPV1 BidCo Pty Ltd(1)(5)Accordion Facility— 2,585 
Qualified Industries, LLC(1)(2)Revolver364 — 
Questel Unite(1)(2)(3)Incremental Term Loan2,749 2,701 
R1 Holdings, LLC(1)Delayed Draw Term Loan1,820 2,623 
87
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)		Investment TypeMarch 31, 2023December 31, 2022
R1 Holdings, LLC(1)Revolver1,601 1,601 
Randys Holdings, Inc.(1)(2)Delayed Draw Term Loan5,516 5,516 
Randys Holdings, Inc.(1)(2)Revolver1,891 1,964 
Rep Seko Merger Sub LLC(1)(2)Delayed Draw Term Loan415 520 
Reward Gateway (UK) Ltd(1)(2)(4)Acquisition Facility787 765 
Rocade Holdings LLC(1)Preferred Equity98,000 — 
Royal Buyer, LLC(1)Delayed Draw Term Loan2,776 2,945 
Royal Buyer, LLC(1)Revolver1,787 1,787 
Safety Products Holdings, LLC(1)(2)Delayed Draw Term Loan2,730 2,730 
Sanoptis S.A.R.L.(1)(3)Acquisition Capex Facility3,024 5,535 
Sanoptis S.A.R.L.(1)(2)(9)CAF Delayed Draw Term Loan1,199 — 
SBP Holdings LP(1)(2)Delayed Draw Term Loan1,469 — 
SBP Holdings LP(1)(2)Revolver887 — 
Scaled Agile, Inc.(1)(2)Delayed Draw Term Loan416 416 
Scaled Agile, Inc.(1)(2)Revolver336 336 
Scout Bidco B.V.(1)(3)Delayed Draw Term Loan1,155 1,135 
Scout Bidco B.V.(1)(3)Revolver524 515 
Sereni Capital NV(1)(2)(3)Delayed Draw Term Loan1,599 — 
Sereni Capital NV(1)(2)(3)Term Loan— 109 
Simulation Software Investment Company Pty Ltd(1)Delayed Draw Term Loan408 408 
Smartling, Inc.(1)(2)Delayed Draw Term Loan2,076 2,076 
Smartling, Inc.(1)(2)Revolver1,038 1,038 
Soho Square III Debtco II SARL(1)(4)Delayed Draw Term Loan3,478 3,383 
Solo Buyer, L.P.(1)(2)Revolver1,995 1,995 
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)(1)Delayed Draw Term Loan399 665 
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)(1)Revolver141 156 
Spatial Business Systems LLC(1)Delayed Draw Term Loan7,500 7,500 
Spatial Business Systems LLC(1)Revolver1,406 1,406 
SSCP Pegasus Midco Limited(1)(4)Delayed Draw Term Loan463 451 
Superjet Buyer, LLC(1)Revolver1,825 1,825 
Syntax Systems Ltd(1)(2)Delayed Draw Term Loan1,770 1,770 
Syntax Systems Ltd(1)(2)Revolver309 309 
Tank Holding Corp(1)Revolver469 545 
Tanqueray Bidco Limited(1)(2)(4)Capex Facility1,118 1,088 
Techone B.V.(1)(3)Revolver144 94 
Tencarva Machinery Company, LLC(1)Revolver1,129 1,129 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)Delayed Draw Term Loan4,195 4,195 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)Revolver1,233 1,233 
The Cleaver-Brooks Company, Inc.(1)Revolver2,768 2,422 
The Hilb Group, LLC(1)(2)Delayed Draw Term Loan1,843 2,537 
Trader Corporation(1)(6)Revolver345 345 
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 Loan1,509 1,509 
Union Bidco Limited(1)(2)(4)Acquisition Facility216 210 
United Therapy Holding III GmbH(1)(2)(3)Acquisition Facility625 1,089 
88
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)		Investment TypeMarch 31, 2023December 31, 2022
Unither (Uniholding)(1)(2)(3)Delayed Draw Term Loan471 — 
USLS Acquisition, Inc. (f/k/a US Legal Support, Inc.)(1)Delayed Draw Term Loan3,371 3,371 
W2O Holdings, Inc.(1)(2)Delayed Draw Term Loan108 — 
W2O Holdings, Inc.(1)(2)Delayed Draw Term Loan— 487 
Waccamaw River LLC(2)Joint Venture2,480 2,480 
Whitcraft Holdings, Inc.(1)Revolver2,515 — 
Woodland Foods, LLC(1)(2)Line of Credit330 330 
WWEC Holdings III Corp(1)(2)Delayed Draw Term Loan2,329 2,329 
WWEC Holdings III Corp(1)(2)Revolver1,025 1,025 
Xeinadin Bidco Limited(1)(4)CAF Term Loan4,876 4,743 
ZB Holdco LLC(1)Delayed Draw Term Loan— 1,352 
ZB Holdco LLC(1)Revolver845 845 
Zeppelin Bidco Limited(1)(2)(4)Capex / Acquisition Facility1,293 1,258 
Total unused commitments to extend financing$346,948 $247,730 
(1)The Adviser’s estimate of the fair value of the current investments in these portfolio companies includes an analysis of the fair value of any unfunded commitments.
(2)Represents a commitment to extend financing to a portfolio company where one or more of the Company’s current investments in the portfolio company are carried at less than cost.
(3)Actual commitment amount is denominated in Euros. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(4)Actual commitment amount is denominated in British pounds sterling. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(5)Actual commitment amount is denominated in Australian dollars. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(6)Actual commitment amount is denominated in Canadian dollars. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(7)Actual commitment amount is denominated in New Zealand dollars. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(8)Actual commitment amount is denominated in Norwegian Kroner. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(9)Actual commitment amount is denominated in Swiss francs. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
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Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
8. FINANCIAL HIGHLIGHTS
The following is a schedule of financial highlights for the three months ended March 31, 2023 and 2022:
 Three Months
Ended		Three Months
Ended
($ in thousands, except share and per share amounts)March 31, 2023March 31, 2022
Per share data:
Net asset value at beginning of period$20.55 $20.58 
Net investment income (1)0.61 0.51 
Net realized gain on investments / foreign currency transactions (1)(0.42)— 
Net unrealized appreciation (depreciation) on investments / foreign currency transactions (1)0.57 0.29 
Total increase from investment operations (1)0.76 0.80 
Dividends paid to stockholders from net investment income(0.49)(0.34)
Dividends paid to stockholders from short-term realized gains(0.02)(0.08)
Total dividends declared(0.51)(0.42)
Net asset value at end of period$20.80 $20.96 
Shares outstanding at end of period53,790,939 40,713,710 
Net assets at end of period$1,118,966 $853,407 
Average net assets$1,092,490 $839,879 
Ratio of total expenses to average net assets (annualized) (2)9.69 %4.03 %
Ratio of net investment income to average net assets (annualized) (2)11.96 %9.92 %
Portfolio turnover ratio (annualized)2.25 %0.89 %
Total return (3)3.74 %3.91 %
(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 net asset value (“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
As of April 3, 2023, the Company sold 4,178,064.52 shares of its common stock (with the number of shares issued being determined on April 24, 2023), for an aggregate offering price of approximately $86.9 million at a price per share of $20.80, determined in accordance with Section 23 of the 1940 Act. The sale of common stock was made pursuant to subscription agreements entered into by the Company and the participating investors in connection with the Private Offering pursuant to Section 4(a)(2) of the Securities Act and Regulation D thereunder and/or Regulation S under the Securities Act.
On April 17, 2023, the Company amended the SMBC Credit Agreement (the “Amended SMBC Credit Facility”) to amend certain provisions of the SMBC Credit Facility to increase the facility size from $115 million to $165 million, subject to the terms of the Amended SMBC Credit Facility. In connection with the facility increase contemplated by the Amended SMBC Credit Facility, Regions Bank joined the SMBC Credit Facility as an additional multicurrency lender with a commitment of $50,000,000.
On May 4, 2023, the Board declared regular monthly distributions for June 2023 through August 2023. The regular monthly cash distributions, each in the gross amount of $0.20 per share are payable on June 29, 2023, July 28, 2023 and August 30, 2023, to stockholders of record on June 27, 2023, July 25, 2023 and August 28, 2023, respectively.
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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, 2023, 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. Historical results and percentage relationships among any amounts in the financial statements are not necessarily indicative of trends in operating results for any future periods.
Forward-Looking Statements
Some of the statements in this Quarterly Report constitute forward-looking statements because they relate to future events or our future performance or financial condition. Forward-looking statements may include, among other things, statements as to our future operating results, our business prospects and the prospects of our portfolio companies, the impact of the investments that we expect to make, the ability of our portfolio companies to achieve their objectives, our expected financings and investments, the adequacy of our cash resources and working capital, and the timing of cash flows, if any, from the operations of our portfolio companies. Words such as “expect,” “anticipate,” “target,” “goals,” “project,” “intend, “plan,” “believe,” “seek,” “estimate,” “continue,” “forecast,” “may,” “should,” “potential,” variations of such words, and similar expressions indicate a forward-looking statement, although not all forward-looking statements include these words. Readers are cautioned that the forward-looking statements contained in this Quarterly Report are only predictions, are not guarantees of future performance, and are subject to risks, events, uncertainties and assumptions that are difficult to predict. Our actual results could differ materially from those implied or expressed in the forward-looking statements for any reason, including the items discussed herein, in Item 1A entitled “Risk Factors” in Part I of our Annual Report on Form 10-K for the year ended December 31, 2022 and in Item 1A entitled “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 April 2, 2021 as a Maryland limited liability company named Barings Private Credit LLC and converted to a Maryland corporation named Barings Private Credit Corporation effective on May 13, 2021, in connection with the commencement of our operations. We have elected to be regulated as a BDC under the 1940 Act and are externally managed by Barings LLC, or Barings, an investment adviser that is registered with the SEC under the Advisers Act. In addition, we have elected for federal income tax purposes to be treated as a RIC under Subchapter M of the Code and expect to maintain our qualification as a RIC annually thereafter.
An externally-managed BDC generally does not have any employees, and its investment and management functions are provided by an outside investment adviser and administrator under an advisory agreement and administration agreement. Instead of directly compensating employees, we pay Barings for investment management and administrative services pursuant to the terms of the Advisory Agreement and the Administration Agreement.
We are a non-exchange traded, privately offered perpetual-life BDC, which is a BDC whose shares are not listed for trading on a stock exchange or other securities market. We use the term “privately offered perpetual-life BDC” to describe an investment vehicle of indefinite duration, whose shares of common stock are intended to be sold by the BDC on a continuous basis in private offerings at a price equal to the BDC’s net asset value per share.
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Our primary investment objective is to generate current income by investing directly in privately-held middle-market companies to help these companies fund acquisitions, growth or refinancing. 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 opportunistically in assets such as, without limitation, equity, special situations, structured credit (e.g., private asset-backed securities), syndicated loan opportunities and/or mortgage securities. Barings employs fundamental credit analysis, and targets investments in businesses with low levels of cyclicality (i.e., the risk of business cycles or other economic cycles adversely affecting them) and operating risk relative to other businesses in this market segment. The holding size of each position will generally be dependent upon a number of factors including total facility size, pricing and structure, and the number of other lenders in the facility. Barings has experience managing levered vehicles, both public and private, and 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.
Formation Transactions/Initial Portfolio
On May 12, 2021, shortly prior to our election to be regulated as a BDC and conversion to a Maryland corporation, and in order to avoid the blind pool-aspects typically associated with the launch of a new fund, we acquired the Initial Portfolio from MassMutual and CM Life, which comprised a select portfolio of senior secured private debt investments in, and funding obligations to, well-established middle-market businesses that operate across a wide range of industries.
The investments in the Initial Portfolio were selected based upon our defined investment objective, amount and type of unfunded obligations associated with each investment and the investment requirements set forth under the 1940 Act or otherwise imposed by applicable laws, rules or regulations, including in accordance with our election to be treated as a RIC for tax purposes.
The aggregate purchase price for the Initial Portfolio was $602.4 million, which is equal to the sum of the fair values of each investment in the Initial Portfolio at the time of purchase of the Initial Portfolio, net of accrued fees associated with certain unfunded obligations in the Initial Portfolio. The investments in the Initial Portfolio were valued as of March 31, 2021 by an independent third-party valuation firm, provided that any investments in the Initial Portfolio acquired by MassMutual or CM Life after March 31, 2021 were initially valued at cost. In connection with the acquisition of the Initial Portfolio, Barings conducted certain valuation procedures to confirm whether there had been any material changes to the fair value of the investments and obligations in the Initial Portfolio from the previously determined fair value thereof and concluded that no purchase price adjustments were necessary given the absence of any such material changes.
We continue to invest in predominately senior secured private debt investments in well-established middle-market businesses that operate across a wide range of industries. 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. Terms of our senior secured private debt investments are generally 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. To a lesser extent, we will invest opportunistically in assets such as, without limitation, equity, special situations, structured credit (e.g., private asset-backed securities), syndicated loan opportunities and/or mortgage securities.
As of March 31, 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 10.3% and 9.9%, respectively. As of March 31, 2023 and December 31, 2022, the weighted average yield on the principal amount of all of our outstanding debt investments (including non-accrual debt investments) was approximately 10.2% and 9.8%, respectively.
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Relationship with Our Adviser, Barings
Our Adviser, Barings, a wholly-owned subsidiary of 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’ $281.6 billion Global Fixed Income Platform (as of March 31, 2023) that invests in liquid, private and structured credit. Barings GPFG manages 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 the Company. BIIL is an investment adviser registered with the SEC in the U.S. and the Financial Conduct Authority in the United Kingdom with its principal office located in London. As of March 31, 2023, BIIL had approximately £15.9 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 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 will also, on our behalf and subject to the Board’s oversight, arrange for the services of, and oversee, custodians, depositories, transfer agents, dividend disbursing agents, other stockholder servicing agents, accountants, attorneys, underwriters, brokers and dealers, corporate fiduciaries, insurers, banks and such other persons in any such other capacity deemed to be necessary or desirable. Barings is responsible for the financial and other records that we are required to maintain and will prepare all reports and other materials required to be filed with the SEC or any other regulatory authority.
Included in Barings GPFG is Barings North American Private Finance Team (the “U.S. Investment Team”), which consists of 51 investment professionals (as of March 31, 2023) located in three offices in the U.S. 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 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.
We have also entered into the Expense Support Agreement with Barings, pursuant to which Barings may elect to make certain Expense Payments on our behalf, including organization and offering expenses, provided that no portion of the payment will be used to pay any of our interest expenses or, if applicable following receipt of the Multi-Class Exemptive Relief (as defined in Part II, Item 2 of this Quarterly Report on Form 10-Q), if any, our distribution and/or shareholder servicing fees. Any Expense Payment that Barings commits to pay must be paid by Barings to us in any combination of cash or other immediately available funds no later than forty-five days after such commitment is made in writing, and/or offset against amounts due from us to Barings or its affiliates. If Barings elects to pay certain of our expenses, Barings will be entitled to reimbursement of such expenses from us if Available Operating Funds exceed the cumulative distributions accrued to our stockholders, subject to the terms of the Expense Support Agreement.
Portfolio Composition
The total fair value of our investment portfolio was $2,271.4 million and $2,157.9 million as of March 31, 2023 and December 31, 2022, respectively. As of March 31, 2023, we had investments in 288 portfolio companies with an aggregate cost of $2,287.1 million. As of December 31, 2022, we had investments in 280 portfolio companies with an aggregate cost of $2,187.5 million. As of March 31, 2023 and December 31, 2022, none of our portfolio investments represented greater than 10% of the total fair value of our investment portfolio.
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As of March 31, 2023 and December 31, 2022, our investment portfolio consisted of the following investments:
($ in thousands)CostPercentage of
Total
Portfolio		Fair ValuePercentage of
Total
Portfolio
March 31, 2023:
Senior debt and 1st lien notes
$1,904,516 83 %$1,872,391 83 %
Subordinated debt and 2nd lien notes
170,578 8 165,123 7 
Structured products27,849 1 24,426 1 
Equity shares145,965 6 180,623 8 
Equity warrants4 — 1,073 — 
Investment in joint ventures38,201 2 27,762 1 
$2,287,113 100 %$2,271,398 100 %
($ in thousands)CostPercentage of
Total Portfolio		Fair ValuePercentage of
Total Portfolio
December 31, 2022:
Senior debt and 1st lien notes
$1,817,043 83 %$1,777,492 82 %
Subordinated debt and 2nd lien notes
169,463 8 163,899 8 
Structured products28,560 1 25,022 1 
Equity shares130,616 6 158,131 7 
Equity warrants4 — 1,083 — 
Investment in joint ventures41,815 2 32,253 2 
$2,187,501 100 %$2,157,880 100 %
Investment Activity
During the three months ended March 31, 2023, we made new investments totaling $71.8 million, made additional investments in existing portfolio companies totaling $59.3 million and made a $12.0 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 4 loans repaid at par totaling $29.2 million and received $11.0 million of portfolio company principal payments and sale proceeds, recognizing a net loss on these transactions of $0.5 million. In addition, we recognized a loss of $0.6 million on one of our debt investments that was restructured. Finally, we received $3.6 million of return of capital from one of our joint ventures.
During the three months ended March 31, 2022, we made new investments totaling $154.5 million, made additional investments in existing portfolio companies totaling $63.4 million, and made additional investments in existing joint venture equity portfolio companies totaling $6.8 million. We had 5 loans repaid at par totaling $7.0 million and received $2.5 million of portfolio company principal payments during the same period.
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Total portfolio investment activity for the three months ended March 31, 2023 and 2022 was as follows:
Three Months Ended
March 31, 2023:
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity
Shares		Equity
Warrants		Investment in Joint VenturesTotal
Fair value, beginning of period$1,777,492 $163,899 $25,022 $158,131 $1,083 $32,253 $2,157,880 
New investments127,129 663 — 15,349 — — 143,141 
Proceeds from sales of investments/return of capital— — — — — (3,614)(3,614)
Loan origination fees received(3,560)(20)— — — — (3,580)
Principal repayments received(38,759)(685)(714)— — — (40,158)
Payment-in-kind interest/dividends1,204 991 — — — — 2,195 
Accretion of loan premium/discount151 48 3 — — — 202 
Accretion of deferred loan origination revenue2,482 121 — — — — 2,603 
Realized gain (loss)(1,173)(4)— — — — (1,177)
Unrealized appreciation (depreciation)7,425 110 115 7,143 (10)(877)13,906 
Fair value, end of period$1,872,391 $165,123 $24,426 $180,623 $1,073 $27,762 $2,271,398 


Three Months Ended
March 31, 2022:
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity
Shares		Investment in Joint VenturesTotal
Fair value, beginning of period$1,141,252 $114,779 $19,566 $75,040 $47,011 $1,397,648 
New investments198,574 9,734 — 9,567 6,759 224,634 
Proceeds from sales of investments(219)— — — — (219)
Loan origination fees received(4,770)18 — — — (4,752)
Principal repayments received(9,064)(361)— — — (9,425)
Payment-in-kind interest600 211 — — — 811 
Accretion of loan premium/discount3 4 4 — — 11 
Accretion of deferred loan origination revenue1,473 81 — — — 1,554 
Realized gain (loss)(132)(11)— — — (143)
Unrealized appreciation (depreciation)(4,149)(1,597)(197)17,977 (3,720)8,314 
Fair value, end of period$1,323,568 $122,858 $19,373 $102,584 $50,050 $1,618,433 
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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, 2023, we had one portfolio company with its debt investment on non-accrual, the fair value of which was $8.5 million, which comprised 0.4% of the total fair value of our portfolio, and the cost of which was $16.8 million, which comprised 0.7% of the total cost of our portfolio. As of December 31, 2022, we had one portfolio company with its debt investment on non-accrual, the fair value of which was $6.3 million, which comprised 0.3% of the total fair value of our portfolio, and the cost of which was $16.8 million, which comprised 0.8% of the total cost of our portfolio.
A summary of our non-accrual asset as of March 31, 2023 is provided below:
Core Scientific, Inc.
During the quarter ended December 31, 2022, we placed our debt investment in Core Scientific Inc., or Core Scientific, on non-accrual status effective with the monthly payment due October 31, 2022. As a result, under U.S. GAAP, we will not recognize interest income on our debt investment in Core Scientific for financial reporting purposes. As of March 31, 2023, the cost of our debt investment in Core Scientific was $16.8 million and the fair value of such investment was $8.5 million.
Results of Operations
Comparison of the three months ended March 31, 2023 and 2022
Operating results for the three months ended March 31, 2023 and 2022 were as follows:
Three Months
 Ended		Three Months
 Ended
($ in thousands)March 31, 2023March 31, 2022
Total investment income$59,122 $29,291 
Total operating expenses26,404 8,459 
Net investment income before taxes32,718 20,832 
Income taxes, including excise tax expense53 1 
Net investment income after taxes32,665 20,831 
Net realized gains (losses)(22,384)271 
Net unrealized appreciation (depreciation)30,246 11,620 
Net realized gains (losses) and unrealized appreciation (depreciation) on investments and foreign currency transactions7,862 11,891 
Net increase in net assets resulting from operations$40,527 $32,722 
Net increases or decreases in net assets resulting from operations can vary substantially from period to period due to various factors, including recognition of realized gains and losses and unrealized appreciation and depreciation. As a result, comparisons of net changes in net assets resulting from operations may not be meaningful.
Investment Income
Three Months
 Ended		Three Months
 Ended
($ in thousands)March 31, 2023March 31, 2022
Investment income:
Total interest income$49,976 $21,471 
Total dividend income3,712 4,423 
Total fee and other income3,354 2,001 
Total payment-in-kind interest income2,071 1,396 
Interest income from cash9 — 
Total investment income$59,122 $29,291 
The change in total investment income for the three months ended March 31, 2023, as compared to the three months ended March 31, 2022, was primarily due to an increase in the average size our portfolio, an increase in the weighted average yield on the portfolio from higher base rates, an increase in acceleration of unamortized OID and unamortized loan origination
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fee income associated with repayments of loans and increased payment-in-kind (“PIK”) interest income. The amount of our outstanding debt investments was $2,136.8 million as of March 31, 2023, as compared to $1,498.5 million as of March 31, 2022. The increase in the average size of our portfolio was largely due to the increased middle-market investment and special situation investment opportunities. The weighted average yield on the principal amount of our outstanding debt investments, other than non-accrual debt investments was 10.3% as of March 31, 2023, as compared to 6.7% as of March 31, 2022. For the three months ended March 31, 2023, dividends from portfolio companies and joint venture investments were $3.7 million, as compared to $4.4 million for the three months ended March 31, 2022. For the three months ended March 31, 2023, acceleration of unamortized OID income and unamortized loan origination fee totaled $0.5 million, as compared to $0.1 million for the three months ended March 31, 2022. For the three months ended March 31, 2023, PIK interest income was $2.1 million, as compared to $1.4 million for the three months ended March 31, 2022.
Operating Expenses
Three Months
 Ended		Three Months
 Ended
($ in thousands)March 31, 2023March 31, 2022
Operating expenses:
Interest and other financing fees$18,563 $5,076 
Base management fees3,849 2,169 
Incentive fee2,594 — 
Other general and administrative expenses1,398 1,214 
Total operating expenses$26,404 $8,459 
Interest and Other Financing Fees
Interest and other financing fees during the three months ended March 31, 2023 were attributable to borrowings under the Revolving Credit Facility, the SMBC Credit Facility, the July 2026 Notes, the May 2027 Notes and Secured Borrowings (each as defined below under “Financial Condition, Liquidity and Capital Resources”). Interest and other financing fees during the three months ended March 31, 2022 were attributable to borrowings under the Revolving Credit Facility and the July 2026 Notes. The increase in interest and other financing fees for the three months ended March 31, 2023 as compared to the three months ended March 31, 2022, was primarily attributable to interest on the SMBC Facility, the May 2027 Notes and Secured Borrowings and an increase in the weighted average interest rate on the Revolving Credit Facility. The weighted average interest on the Revolving Credit Facility was 6.7% as of March 31, 2023, as compared to 2.5% as of March 31, 2022.
Base Management Fee
Under the Advisory Agreement, we pay Barings a 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 prior to the quarter for which such fees are being calculated. The base management fee for any partial quarter is appropriately pro-rated. See Note 2 to our Unaudited Consolidated Financial Statements for additional information regarding the Advisory Agreement and the fee arrangement thereunder. For the three months ended March 31, 2023 and 2022, the amount of base management fee incurred was approximately $3.8 million and $2.2 million, respectively. The increase in the Base Management Fee for the three months ended March 31, 2023 versus the corresponding 2022 period is primarily related to the average value of gross assets increasing from $1,156.6 million as of the end of the two most recently completed calendar quarters prior to March 31, 2022 to $2,052.7 million as of the end of the two most recently completed calendar quarters prior to March 31, 2023.
Incentive Fee
Under the Advisory Agreement, we pay Barings an incentive fee. The incentive fee will be determined and paid quarterly in arrears based on the amount by which (x) the aggregate “pre-incentive fee net investment income” in respect of the then-current calendar quarter and the three preceding calendar quarters (the “Trailing Twelve Months”), exceeds (y) the hurdle amount in respect of the Trailing Twelve Months. See Note 2 to our Unaudited Consolidated Financial Statements for additional information regarding the terms of the Advisory Agreement and the fee arrangements thereunder. For the three months ended March 31, 2023, the amount of incentive fee incurred was approximately $2.6 million. For the three months ended March 31, 2022, we did not incur any incentive fees because the incentive fee was not payable until the completion of the first full calendar quarter following the one-year anniversary of the initial effective date of the Advisory Agreement, May 13, 2021.
97

Other General and Administrative ExpensesJuly 2026 Notes
Other general and administrative expenses include Board fees, D&O insurance costs, offering costs, legal and accounting expenses, 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.
Concentration of Credit Risk
As of March 31, 2022 and December 31, 2021, there were no individual investments representing greater than 10% of the fair value of the Company’s portfolio. As of March 31, 2022 and December 31,On July 29, 2021, the Company’s largest single portfolio company investment represented approximately 5.5%Company entered into a Note Purchase Agreement (the “July 2021 NPA”) governing the issuance of (1) $75.0 million in aggregate principal amount of Series A senior unsecured notes due July 29, 2026 (the “Series A Notes”), (2) $38.0 million in aggregate principal amount of Series B senior unsecured notes due July 29, 2026 (the “Series B Notes”), and 5.0%(3) $37.0 million in aggregate principal amount of Series C senior unsecured notes due July 29, 2026 (the “Series C Notes,” and collectively with the Series A Notes and the Series B Notes, the “July 2026 Notes”), respectively, of the fair value of the Company’s portfolio. Income, consisting of interest, dividends, fees, other investment incomein each case, to qualified institutional investors in a private placement. The Series A Notes, Series B Notes and realization of gains or losses, can fluctuate dramatically upon repayment of an investment or sale of an equity interestSeries C Notes were delivered and in any given year can be highly concentrated among several portfolio companies.
As of March 31, 2022, all of BPC Funding LLC’s (“BPC Funding”) assets were pledged (or will be pledged when the related investment purchase settles) as collateralpaid for the Revolving Credit Facility.
The Company places its cash with financial institutionson July 29, 2021, September 15, 2021, and at times, cash may exceed insured limits under applicable law.October 28, 2021, respectively.
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Notes to Unaudited Consolidated Financial Statements — (Continued)
Investments DenominatedThe July 2026 Notes have a fixed interest rate of 3.5% per year, subject to a step up of (1) 0.75% per year, to the extent the July 2026 Notes fail to satisfy certain investment grade rating conditions and/or (2) 1.50% per year, to the extent the ratio of the Company’s secured debt to total assets exceeds specified thresholds, measured as of each fiscal quarter-end.
The July 2026 Notes will mature on July 29, 2026 unless redeemed, purchased or prepaid prior to such date by the Company in Foreign Currencyaccordance with the terms of the July 2021 NPA. Interest on the July 2026 Notes is due semiannually in January and July of each year, beginning in January 2022. In addition, the Company is obligated to offer to repay the July 2026 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 July 2021 NPA, the Company may redeem the July 2026 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 January 29, 2026, a make-whole premium.
The July 2021 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, permitted liens, and restricted payments. In addition, the July 2021 NPA contains the following financial covenants: (a) maintaining a minimum obligors’ net worth, measured as of each fiscal quarter-end; (b) not permitting the Company’s asset coverage ratio, as of the date of the incurrence of any debt for borrowed money or the making of any cash dividend to shareholders, to be less than the statutory minimum then applicable to the Company under the 1940 Act; and (c) not permitting the Company’s net debt to equity ratio to exceed 2.0x, measured as of each fiscal quarter-end.
The July 2021 NPA also contains customary events of default with customary cure and notice periods, including, without limitation, nonpayment, incorrect representation in any material respect, breach of covenant, cross-default under other indebtedness or that of the Company’s subsidiary guarantors, 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 July 2026 Notes at the time outstanding may declare all July 2026 Notes then outstanding to be immediately due and payable, subject to certain additional conditions in the event that then-outstanding July 2026 Notes are held by persons affiliated with the Company and certain of its affiliates.
The Company’s obligations under the July 2021 NPA are general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by the Company.
The July 2026 Notes were offered in reliance on Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”). The July 2026 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, 2023 and December 31, 2022, the fair value of the outstanding July 2026 Notes was $128.6 million and $125.9 million, respectively. The fair value determinations of the Series A Notes, Series B Notes and Series C Notes were based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
May 2027 Notes
On May 10, 2022, the Company entered into a Note Purchase Agreement (the “May 2022 NPA”) governing the issuance of (1) $100.0 million in aggregate principal amount of Series D senior unsecured notes due May 10, 2027 (the “Series D Notes”) and (2) $55.0 million in aggregate principal amount of Series E senior unsecured notes due May 10, 2027 (the “Series E Notes,” and collectively with the Series D Notes, the “May 2027 Notes”), in each case, to qualified institutional investors in a private placement. The Series D Notes were delivered and paid for on May 10, 2022, and the Series E Notes were delivered and paid for on July 6, 2022.
The May 2027 Notes have a fixed interest rate of 6.0% per year, subject to a step up of (1) 0.75% per year, to the extent the May 2027 Notes fail to satisfy certain investment grade rating conditions and/or (2) 1.50% per year, to the extent the ratio of the Company’s secured debt to total assets exceeds specified thresholds, measured as of each fiscal quarter-end.
The May 2027 Notes will mature on May 10, 2027 unless redeemed, purchased or prepaid prior to such date by the Company in accordance with the terms of the May 2022 NPA. Interest on the May 2027 Notes will be due semiannually in May and November of each year, beginning in November 2022. In addition, the Company is obligated to offer to repay the May 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 May 2022 NPA, the Company may redeem the May 2027 Notes in whole or in part at
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Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
any time or from time to time at the Company’s option at par plus accrued interest to the prepayment date and, if redeemed on or before November 10, 2026, a make-whole premium.
The May 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, permitted liens, and restricted payments. In addition, the May 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 shareholders, to be less than the statutory minimum then applicable to the Company under the 1940 Act; and (c) not permitting the Company’s net debt to equity ratio to exceed 2.0x, measured as of each fiscal quarter-end.
The May 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 May 2027 Notes at the time outstanding may declare all May 2027 Notes then outstanding to be immediately due and payable, subject to (i) certain additional requirements prior to the issuance of the Series E Notes and (ii) certain additional conditions in the event that then-outstanding May 2027 Notes are held 15 investmentsby persons affiliated with the Company and certain of its affiliates.
The Company’s obligations under the May 2022 NPA are general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by the Company.
The May 2027 Notes were denominatedoffered in Australian dollars, one investment that was denominatedreliance on Section 4(a)(2) of the Securities Act. The May 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 Canadian dollars, one investment that was denominatedthe United States except pursuant to an exemption from, or in Danish kroner, 50 investments that were denominated in Euros, two investments that were denominated in Swiss francs, two investments that were denominated in Swedish krona, two investments that were denominated in New Zealand dollars and 24 investments that were denominated in British pounds sterling. a transaction not subject to, the registration requirements of the Securities Act, as applicable.
As of March 31, 2023 and December 31, 2021,2022, the fair value of the outstanding May 2027 Notes was $141.7 million and $147.7 million, respectively. The fair value determinations of the May 2027 Notes were based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
In connection with the offering of the Series D Notes, on May 10, 2022, the Company held 14 investments that were denominated in Australian dollars, one investment that was denominated in Canadian dollars, one investment that was denominated in Danish kroner, 49 investments that were denominated in Euros, two investments that were denominated in Swiss francs, two investments that were denominated in Swedish krona, one investment that was denominated in New Zealand dollarsentered into a $100.0 million notional value interest rate swap. The Company receives a fixed rate interest at 6.00% paid semi-annually and 22 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 usingpays quarterly based on a compounded daily rate of SOFR plus 3.24500%. The swap transaction matures on May 10, 2027. The interest expense related to 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 fluctuationsSeries D Notes will be equally offset by proceeds received from the change in fair valuesinterest rate swap. The swap adjusted interest expense is included as a component of the underlying investment. All fluctuations in fair value are included in net unrealized appreciation (depreciation) of investmentsinterest and other financing fees in the Company’s Unaudited Consolidated StatementStatements of Operations.
In addition, as As of March 31, 2023, the interest rate swap had a fair value of $(1.6) million. Depending on the nature of the balance at period end, the fair value of the interest rate swap is either included as a component of derivative assets or derivative liabilities on the Company’s Unaudited Consolidated Balance Sheet. The change in fair value of the interest rate swap is offset by the change in fair value of the Series D Notes. The fair value of the Company’s interest rate swap is based on unadjusted prices from independent pricing services and independent indicative broker quotes, which are Level 2 inputs.
In connection with the offering of the Series E Notes, on July 6, 2022, the Company entered into a $55.0 million notional value interest rate swap. The Company receives a fixed rate interest at 6.00% paid semi-annually and pays quarterly based on a compounded daily rate of SOFR plus 3.38200%. The swap transaction matures on May 10, 2027. The interest expense related to the Series E Notes will be equally offset by proceeds received from the interest rate swap. The swap adjusted interest expense is included as a component of interest and other financing fees in the Company’s Unaudited Consolidated Statements of Operations. As of March 31, 2023, the interest rate swap had a fair value of $(1.2) million. Depending on the nature of the balance at period end, the fair value of the interest rate swap is either included as a component of derivative assets or derivative liabilities on the Company’s Unaudited Consolidated Balance Sheet. The change in fair value of the interest rate swap is offset by the change in fair value of the Series E Notes. The fair value of the Company’s interest rate swap is based on unadjusted prices from independent pricing services and independent indicative broker quotes, which are Level 2 inputs.
Secured Borrowings
As of March 31, 2023 and December 31, 2022, the Company had $57.2 million and $18.6 million, respectively, of secured borrowings (“Secured Borrowings”) outstanding, which were recorded as a result of certain securities that were sold and simultaneously repurchased at a premium, with amounts payable to the counterparty due on the repurchase settlement date,
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Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
which is generally within 120 days of the trade date. The Company’s Secured Borrowings bore interest at a weighted average rate of 7.960% (three month SOFR of 4.897%) as of March 31, 2023, as compared to 7.843% (three month SOFR of 4.587%) for the year ended December 31, 2022. As of March 31, 2023 and December 31, 2022, the fair value of the Secured Borrowings was $57.2 million and $18.6 million, respectively. The fair value of the Secured Borrowings are based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
6. DERIVATIVE INSTRUMENTS
The Company enters into forward currency contracts from time to time to primarily to help mitigate the impact that an adverse change in foreign exchange rates would have on net interest income from the Company'sCompany’s investments and related borrowings denominated in foreign currencies. Net unrealized appreciation or depreciation on foreignForward currency contracts are included in “Net unrealized appreciation (depreciation) -considered undesignated derivative instruments.
The following tables present the Company’s foreign currency transactions”forward contracts as of March 31, 2023 and netDecember 31, 2022:
As of March 31, 2023
($ in thousands)
Description
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$2,300$1,55704/11/23$(15)Derivative liabilities
Foreign currency forward contract (AUD)$46,243A$68,72804/11/23163 Derivative assets
Foreign currency forward contract (CAD)$5,383C$7,32604/11/23(33)Derivative liabilities
Foreign currency forward contract (DKK)200kr.$2904/11/23— Derivative assets
Foreign currency forward contract (DKK)$1,0987,639kr.04/11/23(17)Derivative liabilities
Foreign currency forward contract (EUR)$204,852€191,71104/11/23(3,646)Derivative liabilities
Foreign currency forward contract (GBP)£1,600$1,92904/11/2350 Derivative assets
Foreign currency forward contract (GBP)$66,247£54,75604/11/23(1,482)Derivative liabilities
Foreign currency forward contract (NZD)$5,234NZ$8,32304/11/2316 Derivative assets
Foreign currency forward contract (NOK)1,514kr$14004/11/235 Derivative assets
Foreign currency forward contract (NOK)$4,17040,964kr04/11/23247 Derivative assets
Foreign currency forward contract (SEK)$5555,751kr04/11/23(1)Derivative liabilities
Foreign currency forward contract (CHF)$5,3364,891Fr.04/11/23(25)Derivative liabilities
Total$(4,738)
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Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
As of December 31, 2022
($ in thousands)
Description
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$61,845$41,43401/09/23$660 Derivative assets
Foreign currency forward contract (AUD)A$2,300$1,55704/11/2314 Derivative assets
Foreign currency forward contract (AUD)$40,131A$61,84501/09/23(1,964)Derivative liabilities
Foreign currency forward contract (AUD)$42,446A$63,12804/11/23(684)Derivative liabilities
Foreign currency forward contract (CAD)C$7,479$5,49101/09/2335 Derivative assets
Foreign currency forward contract (CAD)$5,473C$7,47901/09/23(53)Derivative liabilities
Foreign currency forward contract (CAD)$5,383C$7,32604/11/23(35)Derivative liabilities
Foreign currency forward contract (DKK)7,401kr.$1,05601/09/239 Derivative assets
Foreign currency forward contract (DKK)$9827,401kr.01/09/23(83)Derivative liabilities
Foreign currency forward contract (DKK)$1,0787,499kr.04/11/23(9)Derivative liabilities
Foreign currency forward contract (EUR)€187,162$198,63201/09/231,693 Derivative assets
Foreign currency forward contract (EUR)$185,138€187,16201/09/23(15,187)Derivative liabilities
Foreign currency forward contract (EUR)$199,111€186,41104/11/23(1,665)Derivative liabilities
Foreign currency forward contract (GBP)£56,336$68,03201/09/2313 Derivative assets
Foreign currency forward contract (GBP)£1,600$1,92904/11/237 Derivative assets
Foreign currency forward contract (GBP)$62,569£56,33601/09/23(5,477)Derivative liabilities
Foreign currency forward contract (GBP)$66,247£54,75604/11/23(38)Derivative liabilities
Foreign currency forward contract (NZD)NZ$8,665$5,45101/09/2346 Derivative assets
Foreign currency forward contract (NZD)$5,009NZ$8,66501/09/23(487)Derivative liabilities
Foreign currency forward contract (NZD)$5,060NZ$8,04404/11/23(46)Derivative liabilities
Foreign currency forward contract (NOK)38,802kr$3,93901/09/236 Derivative assets
Foreign currency forward contract (NOK)$3,62638,802kr01/09/23(318)Derivative liabilities
Foreign currency forward contract (NOK)$4,09740,202kr04/11/23(7)Derivative liabilities
Foreign currency forward contract (SEK)5,694kr$54701/09/23— Derivative assets
Foreign currency forward contract (SEK)$5125,694kr01/09/23(35)Derivative liabilities
Foreign currency forward contract (SEK)$5555,751kr04/11/23— Derivative liabilities
Foreign currency forward contract (CHF)18,873Fr.$19,74401/09/23689 Derivative assets
Foreign currency forward contract (CHF)$19,49118,873Fr.01/09/23(942)Derivative liabilities
Foreign currency forward contract (CHF)$5,3364,891Fr.04/11/23(12)Derivative liabilities
Total$(23,870)
As of March 31, 2023 and December 31, 2022, the total fair value of the Company’s foreign currency forward contracts was $(4.7) million and $(23.9) 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.
Net realized gains or losses on forward currency contracts are included in “Net realized gains (losses) - foreign currency transactions” in the Company’s Unaudited Consolidated StatementStatements 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 intends to elect and qualify annually for federal income tax purposes to be treated as a RIC under the Code and intends to make the required distributions to its stockholders as specified therein. In order to maintain its tax treatment as a RIC, the Company must meet certain minimum distribution, source-of-income and asset diversification requirements. If such requirements are met, then the Company is generally required to pay taxes only on the portion of its taxable income and gains it does not distribute (actually or constructively) and certain built-in gains.The Company met its source of income, asset diversification and minimum distribution requirements for 2021 and continually monitors these requirements with the goal of ensuring compliance with the Code.
Depending on the level of investment company taxable income (“ICTI”) and net capital gains, if any, or taxable income, the Company may choose to carry forward undistributed taxable income and pay a 4% nondeductible U.S. federal excise tax on certain undistributed income unless the Company distributes, in a timely manner, an amount at least equal to the sum of (i) 98% of net ordinary income for each calendar year, (ii) 98.2% of the amount by which capital gains exceed capital losses (adjusted for certain ordinary losses) for the one-year period ending October 31 in that calendar year and (iii) certain undistributed amounts from previous years on which the Company paid no U.S. federal income tax. Any such carryover of taxable income must be distributed before the end of that next tax year through a dividend declared prior to filing of the tax return related to the year which generated such taxable income not to be subject to U.S. federal income tax.
Tax positions taken or expected to be taken in the course of preparing the Company's tax returns are evaluated to determine whether the tax positions are more-likely-than-not of being sustained by the applicable tax authority. Tax positions not deemed to meet the more-likely-than not threshold would be recorded as a tax benefit or expense in the current year. Management has analyzed the Company's tax positions taken, or to be taken, on federal income tax returns, 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 Net realized gains or losses as unrealized gainson forward contracts recognized by the Company for the three months ended March 31, 2023 and 2022 are shown in the following table:
Three Months EndedThree Months Ended
($ in thousands)March 31, 2023March 31, 2022
Forward currency contracts$(21,395)$957 
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Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Net unrealized appreciation or lossesdepreciation on forward currency contracts 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, 2022 and December 31, 2021 was approximately $1,608.7 million and $1,396.2 million, respectively. As of March 31, 2022, net“Net unrealized appreciation on the Company's investments (tax basis) was approximately $14.8 million, consisting of gross unrealized appreciation, where the fair value of the Company's investments exceeds their tax cost, of approximately $32.5 million and gross unrealized depreciation, where the tax cost of the Company's investments exceeds their fair value, of approximately $17.7 million. As of December 31, 2021, net unrealized appreciation on the Company’s investments (tax basis) was approximately $3.2 million, consisting of gross unrealized appreciation, where the fair value of the Company’s investments exceeds their tax cost, of approximately $12.4 million and gross unrealized depreciation, where the tax cost of the Company’s investments exceeds their fair value, of approximately $9.2 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 reflects 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 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 their ownership of the portfolio companies. This income tax expense or benefit, if any, is reflected in the Company's Unaudited Consolidated Statement 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 be reflected net of applicable federal and state income taxes, if any, in the Company's Unaudited Consolidated Statement of Operations, with the related deferred tax assets or liabilities, if any, included in "Accounts payable and accrued liabilities"(depreciation) - foreign currency transactions” in the Company’s Unaudited Consolidated Balance Sheet.Statements of Operations. Net unrealized appreciation or depreciation on forward contracts recognized by the Company for the three months ended March 31, 2023 and 2022 are shown in the following table:
Three Months EndedThree Months Ended
($ in thousands)March 31, 2023March 31, 2022
Forward currency contracts$19,132 $2,400 

7. COMMITMENTS AND CONTINGENCIES
In the normal course of business, the Company is party to financial instruments with off-balance sheet risk, consisting primarily of unused commitments to extend financing to the Company’s portfolio companies. Since commitments may expire without being drawn upon, the total commitment amount does not necessarily represent future cash requirements. As of March 31, 2023 and December 31, 2022, the Company believed that it had a net deferred tax liabilityadequate financial resources to satisfy its unfunded commitments. The balances of $0.2 million pertainingunused commitments to tax basis differences in the Taxable Subsidiary's investment in certain partnership interests.
5. BORROWINGS
The Company had the following borrowings outstandingextend financing as of March 31, 20222023 and December 31, 2021:2022 were as follows:
Issuance Date
($ in thousands)		Maturity DateInterest Rate as of March 31, 2022March 31, 2022December 31, 2021
Credit Facility:
May 11, 2021May 11, 20262.479%$663,160 524,825 
Total Credit Facility$663,160 $524,825 
Notes:
July 29, 2021 - Series A NotesJuly 29, 20263.500%$75,000 $75,000 
September 15, 2021 - Series B NotesJuly 29, 20263.500%38,000 38,000 
October 28, 2021 - Series C NotesJuly 29, 20263.500%37,000 37,000 
(Less: Deferred financing fees)(472)(406)
Total Notes$149,528 $149,594 
The Company is required to meet an asset coverage ratio, defined under the 1940 Act as the ratio of the Company's total assets (less all liabilities and indebtedness not represented by senior securities) to its outstanding senior securities, of at least
Portfolio Company
($ in thousands)		Investment TypeMarch 31, 2023December 31, 2022
Accurus Aerospace Corporation(1)(2)Revolver$553 $691 
AlliA Insurance Brokers NV(1)(2)(3)Delayed Draw Term Loan2,055 — 
Amtech LLC(1)Delayed Draw Term Loan1,818 1,818 
Amtech LLC(1)Revolver455 364 
AnalytiChem Holding GmbH(1)(2)(3)Bridge Revolver470 462 
APC1 Holding(1)(3)Delayed Draw Term Loan— 354 
Aquavista Watersides 2 LTD(1)(2)(4)Capex / Acquisition Facility999 1,179 
Arc Education(1)(3)Delayed Draw Term Loan3,857 3,789 
Argus Bidco Limited(1)(2)(4)CAF Term Loan1,349 1,579 
Argus Bidco Limited(1)(2)(4)RCF Bridge Term Loan344 335 
ASC Communications, LLCRevolver647 647 
Astra Bidco Limited(1)(4)Delayed Draw Term Loan1,088 1,059 
ATL II MRO Holdings Inc.(1)Revolver2,500 2,500 
Avance Clinical Bidco Pty Ltd(1)(5)Delayed Draw Term Loan1,494 1,512 
Azalea Buyer, Inc.(1)Delayed Draw Term Loan962 962 
Azalea Buyer, Inc.(1)Revolver481 481 
Bariacum S.A(1)(3)Acquisition Facility978 961 
Beyond Risk Management, Inc.(1)(2)Delayed Draw Term Loan2,423 2,423 
Biolam Group(1)(2)(3)Delayed Draw Term Loan4,153 4,783 
Bounteous, Inc.(1)(2)Delayed Draw Term Loan2,697 2,697 
Brightpay Limited(1)(2)(3)Delayed Draw Term Loan192 188 
BrightSign LLC(1)(2)Revolver— 1,109 
British Engineering Services Holdco Limited(1)(4)Acquisition/Capex Facility209 203 
CAi Software, LLC(1)(2)Revolver943 943 
Canadian Orthodontic Partners Corp.(1)(2)(6)Delayed Draw Term Loan— 291 
Centralis Finco S.a.r.l.(1)(3)Incremental CAF Term Loan267 298 
CGI Parent, LLC(1)(2)Revolver1,653 1,653 
Classic Collision (Summit Buyer, LLC)(1)Delayed Draw Term Loan156 156 
Classic Collision (Summit Buyer, LLC)(1)Delayed Draw Term Loan5,143 5,143 
Comply365, LLC(1)Revolver575 489 
6085
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
150% after each issuance of senior securities. The Company’s asset coverage ratio was 205.0% as of March 31, 2022.
Revolving Credit Facility
On May 11, 2021, BPC Funding, the Company’s wholly-owned subsidiary, entered into the Revolving Credit Facility with BNP Paribas (“BNPP”). BNPP serves as administrative agent, State Street Bank and Trust Company serves as collateral agent, and the Company serves as servicer under the Revolving Credit Facility. The initial maximum amount of borrowings available under the Revolving Credit Facility was $400 million. On November 18, 2021, BPC Funding and BNPP amended the Revolving Credit Facility to increase the maximum amount of borrowings available to $600 million from $400 million. Effective on March 9, 2022, BPC Funding and BNPP amended the Revolving Credit Facility to increase the maximum amount of borrowings available to $800 million from $600 million.
Advances under the Revolving Credit Facility initially bore interest at a per annum rate equal to, in the case of dollar advances, three-month LIBOR, and in the case of foreign currency advances, the applicable benchmark in effect for such currency, plus an applicable margin of 1.65% to 2.60% per annum depending on the nature of the advances being requested under the Revolving Credit Facility. Effective on March 9, 2022, the term SOFR reference rate replaced LIBOR as an applicable index for U.S. dollar-based borrowings. Effective March 9, 2022, U.S. dollar advances under the Revolving Credit Agreement bear interest at a per annum rate equal to three-month term SOFR, plus an applicable margin of 1.80% to 2.75% per annum depending on the nature of the advances being requested under the Revolving Credit Agreement. BPC Funding currently pays an unused fee based on the average daily unused amount of the financing commitments, in addition to certain other fees as agreed between BPC Funding and BNPP. Commencing on September 9, 2022, BPC Funding will pay an unused fee of 1.25% per annum if the unused facility amount is greater than 50%, or 0.75% per annum if the unused facility amount is less than or equal to 50% and greater than 25%, based on the average daily unused amount of the financing commitments, in addition to certain other fees as agreed between BPC Funding and BNPP.
Advances under the Revolving Credit Facility are subject to compliance with borrowing base requirements, pursuant to which the amount of funds advanced by the lenders to BPC Funding vary depending upon the types of assets in BPC Funding’s portfolio. Assets are required to meet certain criteria in order to be included in the borrowing base, and the borrowing base is subject to certain portfolio restrictions including investment size, sector concentrations and investment type.
Proceeds from borrowings under the Revolving Credit Facility may be used to fund portfolio investments by BPC Funding, to make advances under delayed draw term loans and revolving loans for which BPC Funding is a lender, and to make permitted distributions. The period during which BPC Funding may borrow under the Revolving Credit Facility expires on May 11, 2024, and the Revolving Credit Facility will mature and all amounts outstanding thereunder must be repaid by May 11, 2026.
BPC Funding’s obligations to the lenders under the Revolving Credit Facility are secured by a first priority security interest in all of BPC Funding’s portfolio investments and cash. The obligations of BPC Funding under the Revolving Credit Facility are non-recourse to the Company, and the Company’s exposure under the Revolving Credit Facility is limited to the value of the Company’s investment in BPC Funding.
In connection with the Revolving Credit Facility, BPC Funding has made certain customary representations and warranties and is required to comply with various covenants, reporting requirements and other customary requirements for similar facilities. The Revolving Credit Facility contains customary events of default for similar financing transactions, including if a change of control of BPC Funding occurs. Upon the occurrence and during the continuation of an event of default, BNPP may declare the outstanding advances and all other obligations under the Revolving Credit Facility immediately due and payable. The occurrence of an event of default (as described above) triggers a requirement that BPC Funding obtain the consent of BNPP prior to entering into any sale or disposition with respect to portfolio investments. As of March 31, 2022, the Company was in compliance with all covenants of the Revolving Credit Facility.
As of March 31, 2022, the Company had U.S. dollar borrowings of $516.4 million outstanding under the Revolving Credit Facility with a weighted average interest rate of 2.520% (weighted average one month LIBOR of 0.297%), borrowings denominated in British pounds sterling of £25.2 million ($33.2 million U.S. dollars) with a weighted average interest rate of 2.564% (weighted average one month adjusted cumulative compounded SONIA of 0.196%), borrowings denominated in Australian dollars of A$22.1 million ($16.6 million U.S. dollars) with an interest rate of 2.214% (one month BBSW of 0.064%), borrowings denominated in Canadian dollars of C$5.4 million ($4.3 million U.S. dollars) with an interest rate of 2.870% (one month CDOR of 0.720%), borrowings denominated in New Zealand dollars of NZ$6.1 million ($4.2 million U.S. dollars) with an interest rate of 3.570% (one month NZBB of 1.170%) and borrowings denominated in Euros of €79.5 million ($88.5 million U.S. dollars) with an interest rate of 2.180% (one month EURIBOR of 0.000%). The borrowings denominated in foreign currencies were translated into U.S. dollars based on the spot rate at the relevant balance sheet date. The impact
Portfolio Company
($ in thousands)		Investment TypeMarch 31, 2023December 31, 2022
Coyo Uprising GmbH(1)(3)Delayed Draw Term Loan514 505 
DataServ Integrations, LLC(1)Revolver481 481 
DecksDirect, LLC(1)Revolver218 218 
Direct Travel, Inc.(1)Delayed Draw Term Loan193 233 
DISA Holdings Corp.(1)Delayed Draw Term Loan1,368 1,368 
DISA Holdings Corp.(1)Revolver429 416 
DreamStart BidCo SAS (d/b/a SmartTrade)(1)(2)(3)Acquisition Facility— 168 
Dune Group(1)(2)(3)Delayed Draw Term Loan1,542 1,515 
Dwyer Instruments, Inc.(1)Delayed Draw Term Loan4,513 4,513 
Eclipse Business Capital, LLC(1)Revolver12,963 12,321 
EMI Porta Holdco LLC(1)(2)Delayed Draw Term Loan7,947 7,947 
EMI Porta Holdco LLC(1)(2)Revolver936 1,261 
EPS NASS Parent, Inc.(1)Delayed Draw Term Loan92 92 
eShipping, LLC(1)Delayed Draw Term Loan1,274 1,274 
eShipping, LLC(1)Revolver743 743 
Eurofins Digital Testing International LUX Holding SARL(1)(3)Delayed Draw Term Loan2,686 2,639 
Eurofins Digital Testing International LUX Holding SARL(1)(2)(3)Delayed Draw Term Loan537 528 
Events Software BidCo Pty Ltd(1)(2)Delayed Draw Term Loan640 640 
Express Wash Acquisition Company, LLC(1)(2)Revolver115 115 
F24 (Stairway BidCo GmbH)(1)(2)(3)Acquisition Term Loan54 57 
Faraday(1)(2)(3)Delayed Draw Term Loan1,947 — 
FineLine Systems(1)(2)Delayed Draw Term Loan— 478 
Footco 40 Limited(1)(2)(4)Delayed Draw Term Loan556 766 
Fortis Payment Systems, LLC(1)(2)Delayed Draw Term Loan925 925 
FragilePak LLC(1)Delayed Draw Term Loan4,649 4,649 
GB Eagle Buyer, Inc.(1)(2)Revolver3,226 3,226 
Glacis Acquisition S.A.R.L.(1)(3)Delayed Draw Term Loan7,532 7,399 
Global Academic Group Limited(1)(7)Term Loan446 451 
GPZN II GmbH(1)(2)(3)CAF Term Loan— 560 
Graphpad Software, LLC(1)(2)Delayed Draw Term Loan2,602 2,602 
Greenhill II BV(1)(3)Capex Acquisition Facility259 255 
Groupe Product Life(1)(3)Delayed Draw Term Loan1,122 1,102 
Gusto Aus BidCo Pty Ltd(1)(5)Delayed Draw Term Loan220 223 
HeartHealth Bidco Pty Ltd(1)(5)Delayed Draw Term Loan309 313 
Heartland Veterinary Partners, LLC(1)Delayed Draw Term Loan148 148 
Heartland, LLC(1)Delayed Draw Term Loan336 710 
Heavy Construction Systems Specialists, LLC(1)Revolver2,193 2,193 
HEKA Invest(1)(2)(3)Delayed Draw Term Loan1,131 1,111 
HTI Technology & Industries(1)(2)Delayed Draw Term Loan1,691 1,691 
HTI Technology & Industries(1)(2)Revolver1,128 1,128 
HW Holdco, LLC (Hanley Wood LLC)(1)Delayed Draw Term Loan655 1,074 
Innovad Group II BV(1)(2)(3)Delayed Draw Term Loan203 200 
INOS 19-090 GmbH(1)(3)Acquisition Facility221 217 
Interstellar Group B.V.(1)(3)Delayed Draw Term Loan2,668 2,621 
Interstellar Group B.V.(1)(3)Delayed Draw Term Loan113 111 
Isolstar Holding NV (IPCOM)(1)(2)(3)Accordion Facility3,761 3,695 
6186
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
resulting from changes
Portfolio Company
($ in thousands)		Investment TypeMarch 31, 2023December 31, 2022
Isolstar Holding NV (IPCOM)(1)(2)(3)Accordion Facility617 606 
Isolstar Holding NV (IPCOM)(1)(2)(3)Delayed Draw Term Loan1,515 1,488 
ITI Intermodal, Inc.(1)(2)Delayed Draw Term Loan— 103 
ITI Intermodal, Inc.(1)(2)Delayed Draw Term Loan4,249 — 
ITI Intermodal, Inc.(1)(2)Revolver857 118 
Jaguar Merger Sub Inc.(1)Delayed Draw Term Loan— 422 
Jaguar Merger Sub Inc.(1)Revolver— 490 
Jon Bidco Limited(1)(7)Capex & Acquisition Facility745 753 
Jones Fish Hatcheries & Distributors LLC(1)(2)Revolver418 418 
Kano Laboratories LLC(1)(2)Delayed Draw Term Loan724 724 
Kano Laboratories LLC(1)Delayed Draw Term Loan860 860 
Lambir Bidco Limited(1)(2)(3)Delayed Draw Term Loan833 819 
Lattice Group Holdings Bidco Limited(1)(2)Delayed Draw Term Loan255 298 
LeadsOnline, LLC(1)Revolver1,952 1,952 
LivTech Purchaser, Inc.(1)(2)Delayed Draw Term Loan244 244 
Marmoutier Holding B.V.(1)(2)(3)Delayed Draw Term Loan24 24 
Marmoutier Holding B.V.(1)(2)(3)Revolver108 106 
Marshall Excelsior Co.(1)Revolver29 216 
MC Group Ventures Corporation(1)Delayed Draw Term Loan467 467 
Mercell Holding AS(1)(8)Capex Acquisition Facility750 797 
Mertus 522. GmbH(1)(2)(3)Capex Acquisition Facility2,794 2,745 
Modern Star Holdings Bidco Pty Limited(1)(2)(5)Term Loan58 59 
Murphy Midco Limited(1)(2)(4)Delayed Draw Term Loan87 97 
Narda Acquisitionco., Inc.(1)(2)Revolver953 953 
NeoxCo(1)(2)(3)Delayed Draw Term Loan489 — 
Nexus Underwriting Management Limited(1)(2)(4)Acquisition Facility1,061 1,254 
NF Holdco, LLC(1)(2)Revolver1,479 — 
Novotech Aus Bidco Pty Ltd(1)(2)Capex & Acquisition Facility971 971 
NPM Investments 28 BV(1)(3)Delayed Draw Term Loan942 925 
OA Buyer, Inc.(1)Revolver1,331 1,331 
OAC Holdings I Corp(1)Revolver254 607 
OG III B.V.(1)(3)Accordion Facility— 650 
Omni Intermediate Holdings, LLC(1)(2)Delayed Draw Term Loan— 3,407 
Omni Intermediate Holdings, LLC(1)(2)Delayed Draw Term Loan806 1,008 
Options Technology Ltd.(1)(2)Delayed Draw Term Loan1,406 1,406 
OSP Hamilton Purchaser, LLC(1)(2)Revolver885 187 
Pare SAS (SAS Maurice MARLE)(1)Delayed Draw Term Loan2,100 2,100 
PDQ.Com Corporation(1)Delayed Draw Term Loan3,836 3,836 
Polara Enterprises, L.L.C.(1)Revolver947 947 
Premium Invest(1)(3)Delayed Draw Term Loan6,084 5,977 
ProfitOptics, LLC(1)Revolver123 193 
Protego Bidco B.V.(1)(2)(3)Delayed Draw Term Loan260 255 
PSP Intermediate 4, LLC(1)(2)(3)Delayed Draw Term Loan740 727 
QPE7 SPV1 BidCo Pty Ltd(1)(5)Accordion Facility— 2,585 
Qualified Industries, LLC(1)(2)Revolver364 — 
Questel Unite(1)(2)(3)Incremental Term Loan2,749 2,701 
R1 Holdings, LLC(1)Delayed Draw Term Loan1,820 2,623 
87
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)		Investment TypeMarch 31, 2023December 31, 2022
R1 Holdings, LLC(1)Revolver1,601 1,601 
Randys Holdings, Inc.(1)(2)Delayed Draw Term Loan5,516 5,516 
Randys Holdings, Inc.(1)(2)Revolver1,891 1,964 
Rep Seko Merger Sub LLC(1)(2)Delayed Draw Term Loan415 520 
Reward Gateway (UK) Ltd(1)(2)(4)Acquisition Facility787 765 
Rocade Holdings LLC(1)Preferred Equity98,000 — 
Royal Buyer, LLC(1)Delayed Draw Term Loan2,776 2,945 
Royal Buyer, LLC(1)Revolver1,787 1,787 
Safety Products Holdings, LLC(1)(2)Delayed Draw Term Loan2,730 2,730 
Sanoptis S.A.R.L.(1)(3)Acquisition Capex Facility3,024 5,535 
Sanoptis S.A.R.L.(1)(2)(9)CAF Delayed Draw Term Loan1,199 — 
SBP Holdings LP(1)(2)Delayed Draw Term Loan1,469 — 
SBP Holdings LP(1)(2)Revolver887 — 
Scaled Agile, Inc.(1)(2)Delayed Draw Term Loan416 416 
Scaled Agile, Inc.(1)(2)Revolver336 336 
Scout Bidco B.V.(1)(3)Delayed Draw Term Loan1,155 1,135 
Scout Bidco B.V.(1)(3)Revolver524 515 
Sereni Capital NV(1)(2)(3)Delayed Draw Term Loan1,599 — 
Sereni Capital NV(1)(2)(3)Term Loan— 109 
Simulation Software Investment Company Pty Ltd(1)Delayed Draw Term Loan408 408 
Smartling, Inc.(1)(2)Delayed Draw Term Loan2,076 2,076 
Smartling, Inc.(1)(2)Revolver1,038 1,038 
Soho Square III Debtco II SARL(1)(4)Delayed Draw Term Loan3,478 3,383 
Solo Buyer, L.P.(1)(2)Revolver1,995 1,995 
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)(1)Delayed Draw Term Loan399 665 
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)(1)Revolver141 156 
Spatial Business Systems LLC(1)Delayed Draw Term Loan7,500 7,500 
Spatial Business Systems LLC(1)Revolver1,406 1,406 
SSCP Pegasus Midco Limited(1)(4)Delayed Draw Term Loan463 451 
Superjet Buyer, LLC(1)Revolver1,825 1,825 
Syntax Systems Ltd(1)(2)Delayed Draw Term Loan1,770 1,770 
Syntax Systems Ltd(1)(2)Revolver309 309 
Tank Holding Corp(1)Revolver469 545 
Tanqueray Bidco Limited(1)(2)(4)Capex Facility1,118 1,088 
Techone B.V.(1)(3)Revolver144 94 
Tencarva Machinery Company, LLC(1)Revolver1,129 1,129 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)Delayed Draw Term Loan4,195 4,195 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)Revolver1,233 1,233 
The Cleaver-Brooks Company, Inc.(1)Revolver2,768 2,422 
The Hilb Group, LLC(1)(2)Delayed Draw Term Loan1,843 2,537 
Trader Corporation(1)(6)Revolver345 345 
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 Loan1,509 1,509 
Union Bidco Limited(1)(2)(4)Acquisition Facility216 210 
United Therapy Holding III GmbH(1)(2)(3)Acquisition Facility625 1,089 
88
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)		Investment TypeMarch 31, 2023December 31, 2022
Unither (Uniholding)(1)(2)(3)Delayed Draw Term Loan471 — 
USLS Acquisition, Inc. (f/k/a US Legal Support, Inc.)(1)Delayed Draw Term Loan3,371 3,371 
W2O Holdings, Inc.(1)(2)Delayed Draw Term Loan108 — 
W2O Holdings, Inc.(1)(2)Delayed Draw Term Loan— 487 
Waccamaw River LLC(2)Joint Venture2,480 2,480 
Whitcraft Holdings, Inc.(1)Revolver2,515 — 
Woodland Foods, LLC(1)(2)Line of Credit330 330 
WWEC Holdings III Corp(1)(2)Delayed Draw Term Loan2,329 2,329 
WWEC Holdings III Corp(1)(2)Revolver1,025 1,025 
Xeinadin Bidco Limited(1)(4)CAF Term Loan4,876 4,743 
ZB Holdco LLC(1)Delayed Draw Term Loan— 1,352 
ZB Holdco LLC(1)Revolver845 845 
Zeppelin Bidco Limited(1)(2)(4)Capex / Acquisition Facility1,293 1,258 
Total unused commitments to extend financing$346,948 $247,730 
(1)The Adviser’s estimate of the fair value of the current investments in foreign exchange rates onthese portfolio companies includes an analysis of the Revolving Credit Facility borrowings is included in “net unrealized appreciation (depreciation) - foreign currency transactions”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 Company’s Unaudited Consolidated Statement of Operations.portfolio company are carried at less than cost.
As of December 31, 2021, the Company had U.S. dollar borrowings of $431.4 million outstanding under the Revolving Credit Facility with a weighted average interest rate of 2.313% (weighted average one month LIBOR of 0.132%), borrowings(3)Actual commitment amount is denominated in British pounds sterling of £25.2 million ($34.1 million U.S. dollars) with a weighted average interest rate of 2.538% (weighted average one month adjusted cumulative compounded SONIA of 0.170%), borrowings denominated in Australian dollars of A$17.8 million ($12.9 million U.S dollars) with a weighted average interest rate of 2.211% (one month BBSW of 0.061%), borrowings denominated in Canadian dollars of C$5.4 million ($4.3 million U.S. dollars) with an interest rate of 2.618% (one month CDOR of 0.468%) and borrowings denominated in Euros of €37.0 million ($42.1 million U.S. dollars) with an interest rate of 2.191% (weighted average one month EURIBOR of 0.000%). The borrowings denominated in foreign currencies wereEuros. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(4)Actual commitment amount is denominated in British pounds sterling. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(5)Actual commitment amount is denominated in Australian dollars. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(6)Actual commitment amount is denominated in Canadian dollars. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(7)Actual commitment amount is denominated in New Zealand dollars. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(8)Actual commitment amount is denominated in Norwegian Kroner. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(9)Actual commitment amount is denominated in Swiss francs. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
89
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
8. FINANCIAL HIGHLIGHTS
The following is a schedule of financial highlights for the three months ended March 31, 2023 and 2022:
 Three Months
Ended		Three Months
Ended
($ in thousands, except share and per share amounts)March 31, 2023March 31, 2022
Per share data:
Net asset value at beginning of period$20.55 $20.58 
Net investment income (1)0.61 0.51 
Net realized gain on investments / foreign currency transactions (1)(0.42)— 
Net unrealized appreciation (depreciation) on investments / foreign currency transactions (1)0.57 0.29 
Total increase from investment operations (1)0.76 0.80 
Dividends paid to stockholders from net investment income(0.49)(0.34)
Dividends paid to stockholders from short-term realized gains(0.02)(0.08)
Total dividends declared(0.51)(0.42)
Net asset value at end of period$20.80 $20.96 
Shares outstanding at end of period53,790,939 40,713,710 
Net assets at end of period$1,118,966 $853,407 
Average net assets$1,092,490 $839,879 
Ratio of total expenses to average net assets (annualized) (2)9.69 %4.03 %
Ratio of net investment income to average net assets (annualized) (2)11.96 %9.92 %
Portfolio turnover ratio (annualized)2.25 %0.89 %
Total return (3)3.74 %3.91 %
(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 net asset value (“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
As of April 3, 2023, the Company sold 4,178,064.52 shares of its common stock (with the number of shares issued being determined on April 24, 2023), for an aggregate offering price of approximately $86.9 million at a price per share of $20.80, determined in accordance with Section 23 of the 1940 Act. The sale of common stock was made pursuant to subscription agreements entered into by the Company and the participating investors in connection with the Private Offering pursuant to Section 4(a)(2) of the Securities Act and Regulation D thereunder and/or Regulation S under the Securities Act.
On April 17, 2023, the Company amended the SMBC Credit Agreement (the “Amended SMBC Credit Facility”) to amend certain provisions of the SMBC Credit Facility to increase the facility size from $115 million to $165 million, subject to the terms of the Amended SMBC Credit Facility. In connection with the facility increase contemplated by the Amended SMBC Credit Facility, Regions Bank joined the SMBC Credit Facility as an additional multicurrency lender with a commitment of $50,000,000.
On May 4, 2023, the Board declared regular monthly distributions for June 2023 through August 2023. The regular monthly cash distributions, each in the gross amount of $0.20 per share are payable on June 29, 2023, July 28, 2023 and August 30, 2023, to stockholders of record on June 27, 2023, July 25, 2023 and August 28, 2023, respectively.
90

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, 2023, 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. Historical results and percentage relationships among any amounts in the financial statements are not necessarily indicative of trends in operating results for any future periods.
Forward-Looking Statements
Some of the statements in this Quarterly Report constitute forward-looking statements because they relate to future events or our future performance or financial condition. Forward-looking statements may include, among other things, statements as to our future operating results, our business prospects and the prospects of our portfolio companies, the impact of the investments that we expect to make, the ability of our portfolio companies to achieve their objectives, our expected financings and investments, the adequacy of our cash resources and working capital, and the timing of cash flows, if any, from the operations of our portfolio companies. Words such as “expect,” “anticipate,” “target,” “goals,” “project,” “intend, “plan,” “believe,” “seek,” “estimate,” “continue,” “forecast,” “may,” “should,” “potential,” variations of such words, and similar expressions indicate a forward-looking statement, although not all forward-looking statements include these words. Readers are cautioned that the forward-looking statements contained in this Quarterly Report are only predictions, are not guarantees of future performance, and are subject to risks, events, uncertainties and assumptions that are difficult to predict. Our actual results could differ materially from those implied or expressed in the forward-looking statements for any reason, including the items discussed herein, in Item 1A entitled “Risk Factors” in Part I of our Annual Report on Form 10-K for the year ended December 31, 2022 and in Item 1A entitled “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 April 2, 2021 as a Maryland limited liability company named Barings Private Credit LLC and converted to a Maryland corporation named Barings Private Credit Corporation effective on May 13, 2021, in connection with the commencement of our operations. We have elected to be regulated as a BDC under the 1940 Act and are externally managed by Barings LLC, or Barings, an investment adviser that is registered with the SEC under the Advisers Act. In addition, we have elected for federal income tax purposes to be treated as a RIC under Subchapter M of the Code and expect to maintain our qualification as a RIC annually thereafter.
An externally-managed BDC generally does not have any employees, and its investment and management functions are provided by an outside investment adviser and administrator under an advisory agreement and administration agreement. Instead of directly compensating employees, we pay Barings for investment management and administrative services pursuant to the terms of the Advisory Agreement and the Administration Agreement.
We are a non-exchange traded, privately offered perpetual-life BDC, which is a BDC whose shares are not listed for trading on a stock exchange or other securities market. We use the term “privately offered perpetual-life BDC” to describe an investment vehicle of indefinite duration, whose shares of common stock are intended to be sold by the BDC on a continuous basis in private offerings at a price equal to the BDC’s net asset value per share.
91

Our primary investment objective is to generate current income by investing directly in privately-held middle-market companies to help these companies fund acquisitions, growth or refinancing. 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 opportunistically in assets such as, without limitation, equity, special situations, structured credit (e.g., private asset-backed securities), syndicated loan opportunities and/or mortgage securities. Barings employs fundamental credit analysis, and targets investments in businesses with low levels of cyclicality (i.e., the risk of business cycles or other economic cycles adversely affecting them) and operating risk relative to other businesses in this market segment. The holding size of each position will generally be dependent upon a number of factors including total facility size, pricing and structure, and the number of other lenders in the facility. Barings has experience managing levered vehicles, both public and private, and 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.
Formation Transactions/Initial Portfolio
On May 12, 2021, shortly prior to our election to be regulated as a BDC and conversion to a Maryland corporation, and in order to avoid the blind pool-aspects typically associated with the launch of a new fund, we acquired the Initial Portfolio from MassMutual and CM Life, which comprised a select portfolio of senior secured private debt investments in, and funding obligations to, well-established middle-market businesses that operate across a wide range of industries.
The investments in the Initial Portfolio were selected based upon our defined investment objective, amount and type of unfunded obligations associated with each investment and the investment requirements set forth under the 1940 Act or otherwise imposed by applicable laws, rules or regulations, including in accordance with our election to be treated as a RIC for tax purposes.
The aggregate purchase price for the Initial Portfolio was $602.4 million, which is equal to the sum of the fair values of each investment in the Initial Portfolio at the time of purchase of the Initial Portfolio, net of accrued fees associated with certain unfunded obligations in the Initial Portfolio. The investments in the Initial Portfolio were valued as of March 31, 2021 by an independent third-party valuation firm, provided that any investments in the Initial Portfolio acquired by MassMutual or CM Life after March 31, 2021 were initially valued at cost. In connection with the acquisition of the Initial Portfolio, Barings conducted certain valuation procedures to confirm whether there had been any material changes to the fair value of the investments and obligations in the Initial Portfolio from the previously determined fair value thereof and concluded that no purchase price adjustments were necessary given the absence of any such material changes.
We continue to invest in predominately senior secured private debt investments in well-established middle-market businesses that operate across a wide range of industries. 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. Terms of our senior secured private debt investments are generally 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. To a lesser extent, we will invest opportunistically in assets such as, without limitation, equity, special situations, structured credit (e.g., private asset-backed securities), syndicated loan opportunities and/or mortgage securities.
As of March 31, 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 10.3% and 9.9%, respectively. As of March 31, 2023 and December 31, 2022, the weighted average yield on the principal amount of all of our outstanding debt investments (including non-accrual debt investments) was approximately 10.2% and 9.8%, respectively.
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Relationship with Our Adviser, Barings
Our Adviser, Barings, a wholly-owned subsidiary of 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’ $281.6 billion Global Fixed Income Platform (as of March 31, 2023) that invests in liquid, private and structured credit. Barings GPFG manages 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 the Company. BIIL is an investment adviser registered with the SEC in the U.S. and the Financial Conduct Authority in the United Kingdom with its principal office located in London. As of March 31, 2023, BIIL had approximately £15.9 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 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 will also, on our behalf and subject to the Board’s oversight, arrange for the services of, and oversee, custodians, depositories, transfer agents, dividend disbursing agents, other stockholder servicing agents, accountants, attorneys, underwriters, brokers and dealers, corporate fiduciaries, insurers, banks and such other persons in any such other capacity deemed to be necessary or desirable. Barings is responsible for the financial and other records that we are required to maintain and will prepare all reports and other materials required to be filed with the SEC or any other regulatory authority.
Included in Barings GPFG is Barings North American Private Finance Team (the “U.S. Investment Team”), which consists of 51 investment professionals (as of March 31, 2023) located in three offices in the U.S. 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 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.
We have also entered into the Expense Support Agreement with Barings, pursuant to which Barings may elect to make certain Expense Payments on our behalf, including organization and offering expenses, provided that no portion of the payment will be used to pay any of our interest expenses or, if applicable following receipt of the Multi-Class Exemptive Relief (as defined in Part II, Item 2 of this Quarterly Report on Form 10-Q), if any, our distribution and/or shareholder servicing fees. Any Expense Payment that Barings commits to pay must be paid by Barings to us in any combination of cash or other immediately available funds no later than forty-five days after such commitment is made in writing, and/or offset against amounts due from us to Barings or its affiliates. If Barings elects to pay certain of our expenses, Barings will be entitled to reimbursement of such expenses from us if Available Operating Funds exceed the cumulative distributions accrued to our stockholders, subject to the terms of the Expense Support Agreement.
Portfolio Composition
The total fair value of our investment portfolio was $2,271.4 million and $2,157.9 million as of March 31, 2023 and December 31, 2022, respectively. As of March 31, 2023, we had investments in 288 portfolio companies with an aggregate cost of $2,287.1 million. As of December 31, 2022, we had investments in 280 portfolio companies with an aggregate cost of $2,187.5 million. As of March 31, 2023 and December 31, 2022, none of our portfolio investments represented greater than 10% of the total fair value of our investment portfolio.
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As of March 31, 2023 and December 31, 2022, our investment portfolio consisted of the following investments:
($ in thousands)CostPercentage of
Total
Portfolio		Fair ValuePercentage of
Total
Portfolio
March 31, 2023:
Senior debt and 1st lien notes
$1,904,516 83 %$1,872,391 83 %
Subordinated debt and 2nd lien notes
170,578 8 165,123 7 
Structured products27,849 1 24,426 1 
Equity shares145,965 6 180,623 8 
Equity warrants4 — 1,073 — 
Investment in joint ventures38,201 2 27,762 1 
$2,287,113 100 %$2,271,398 100 %
($ in thousands)CostPercentage of
Total Portfolio		Fair ValuePercentage of
Total Portfolio
December 31, 2022:
Senior debt and 1st lien notes
$1,817,043 83 %$1,777,492 82 %
Subordinated debt and 2nd lien notes
169,463 8 163,899 8 
Structured products28,560 1 25,022 1 
Equity shares130,616 6 158,131 7 
Equity warrants4 — 1,083 — 
Investment in joint ventures41,815 2 32,253 2 
$2,187,501 100 %$2,157,880 100 %
Investment Activity
During the three months ended March 31, 2023, we made new investments totaling $71.8 million, made additional investments in existing portfolio companies totaling $59.3 million and made a $12.0 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 4 loans repaid at par totaling $29.2 million and received $11.0 million of portfolio company principal payments and sale proceeds, recognizing a net loss on these transactions of $0.5 million. In addition, we recognized a loss of $0.6 million on one of our debt investments that was restructured. Finally, we received $3.6 million of return of capital from one of our joint ventures.
During the three months ended March 31, 2022, we made new investments totaling $154.5 million, made additional investments in existing portfolio companies totaling $63.4 million, and made additional investments in existing joint venture equity portfolio companies totaling $6.8 million. We had 5 loans repaid at par totaling $7.0 million and received $2.5 million of portfolio company principal payments during the same period.
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Total portfolio investment activity for the three months ended March 31, 2023 and 2022 was as follows:
Three Months Ended
March 31, 2023:
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity
Shares		Equity
Warrants		Investment in Joint VenturesTotal
Fair value, beginning of period$1,777,492 $163,899 $25,022 $158,131 $1,083 $32,253 $2,157,880 
New investments127,129 663 — 15,349 — — 143,141 
Proceeds from sales of investments/return of capital— — — — — (3,614)(3,614)
Loan origination fees received(3,560)(20)— — — — (3,580)
Principal repayments received(38,759)(685)(714)— — — (40,158)
Payment-in-kind interest/dividends1,204 991 — — — — 2,195 
Accretion of loan premium/discount151 48 3 — — — 202 
Accretion of deferred loan origination revenue2,482 121 — — — — 2,603 
Realized gain (loss)(1,173)(4)— — — — (1,177)
Unrealized appreciation (depreciation)7,425 110 115 7,143 (10)(877)13,906 
Fair value, end of period$1,872,391 $165,123 $24,426 $180,623 $1,073 $27,762 $2,271,398 


Three Months Ended
March 31, 2022:
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity
Shares		Investment in Joint VenturesTotal
Fair value, beginning of period$1,141,252 $114,779 $19,566 $75,040 $47,011 $1,397,648 
New investments198,574 9,734 — 9,567 6,759 224,634 
Proceeds from sales of investments(219)— — — — (219)
Loan origination fees received(4,770)18 — — — (4,752)
Principal repayments received(9,064)(361)— — — (9,425)
Payment-in-kind interest600 211 — — — 811 
Accretion of loan premium/discount3 4 4 — — 11 
Accretion of deferred loan origination revenue1,473 81 — — — 1,554 
Realized gain (loss)(132)(11)— — — (143)
Unrealized appreciation (depreciation)(4,149)(1,597)(197)17,977 (3,720)8,314 
Fair value, end of period$1,323,568 $122,858 $19,373 $102,584 $50,050 $1,618,433 
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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, 2023, we had one portfolio company with its debt investment on non-accrual, the fair value of which was $8.5 million, which comprised 0.4% of the total fair value of our portfolio, and the cost of which was $16.8 million, which comprised 0.7% of the total cost of our portfolio. As of December 31, 2022, we had one portfolio company with its debt investment on non-accrual, the fair value of which was $6.3 million, which comprised 0.3% of the total fair value of our portfolio, and the cost of which was $16.8 million, which comprised 0.8% of the total cost of our portfolio.
A summary of our non-accrual asset as of March 31, 2023 is provided below:
Core Scientific, Inc.
During the quarter ended December 31, 2022, we placed our debt investment in Core Scientific Inc., or Core Scientific, on non-accrual status effective with the monthly payment due October 31, 2022. As a result, under U.S. GAAP, we will not recognize interest income on our debt investment in Core Scientific for financial reporting purposes. As of March 31, 2023, the cost of our debt investment in Core Scientific was $16.8 million and the fair value of such investment was $8.5 million.
Results of Operations
Comparison of the three months ended March 31, 2023 and 2022
Operating results for the three months ended March 31, 2023 and 2022 were as follows:
Three Months
 Ended		Three Months
 Ended
($ in thousands)March 31, 2023March 31, 2022
Total investment income$59,122 $29,291 
Total operating expenses26,404 8,459 
Net investment income before taxes32,718 20,832 
Income taxes, including excise tax expense53 1 
Net investment income after taxes32,665 20,831 
Net realized gains (losses)(22,384)271 
Net unrealized appreciation (depreciation)30,246 11,620 
Net realized gains (losses) and unrealized appreciation (depreciation) on investments and foreign currency transactions7,862 11,891 
Net increase in net assets resulting from operations$40,527 $32,722 
Net increases or decreases in net assets resulting from operations can vary substantially from period to period due to various factors, including recognition of realized gains and losses and unrealized appreciation and depreciation. As a result, comparisons of net changes in foreign exchangenet assets resulting from operations may not be meaningful.
Investment Income
Three Months
 Ended		Three Months
 Ended
($ in thousands)March 31, 2023March 31, 2022
Investment income:
Total interest income$49,976 $21,471 
Total dividend income3,712 4,423 
Total fee and other income3,354 2,001 
Total payment-in-kind interest income2,071 1,396 
Interest income from cash9 — 
Total investment income$59,122 $29,291 
The change in total investment income for the three months ended March 31, 2023, as compared to the three months ended March 31, 2022, was primarily due to an increase in the average size our portfolio, an increase in the weighted average yield on the portfolio from higher base rates, an increase in acceleration of unamortized OID and unamortized loan origination
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fee income associated with repayments of loans and increased payment-in-kind (“PIK”) interest income. The amount of our outstanding debt investments was $2,136.8 million as of March 31, 2023, as compared to $1,498.5 million as of March 31, 2022. The increase in the average size of our portfolio was largely due to the increased middle-market investment and special situation investment opportunities. The weighted average yield on the principal amount of our outstanding debt investments, other than non-accrual debt investments was 10.3% as of March 31, 2023, as compared to 6.7% as of March 31, 2022. For the three months ended March 31, 2023, dividends from portfolio companies and joint venture investments were $3.7 million, as compared to $4.4 million for the three months ended March 31, 2022. For the three months ended March 31, 2023, acceleration of unamortized OID income and unamortized loan origination fee totaled $0.5 million, as compared to $0.1 million for the three months ended March 31, 2022. For the three months ended March 31, 2023, PIK interest income was $2.1 million, as compared to $1.4 million for the three months ended March 31, 2022.
Operating Expenses
Three Months
 Ended		Three Months
 Ended
($ in thousands)March 31, 2023March 31, 2022
Operating expenses:
Interest and other financing fees$18,563 $5,076 
Base management fees3,849 2,169 
Incentive fee2,594 — 
Other general and administrative expenses1,398 1,214 
Total operating expenses$26,404 $8,459 
Interest and Other Financing Fees
Interest and other financing fees during the three months ended March 31, 2023 were attributable to borrowings under the Revolving Credit Facility, the SMBC Credit Facility, the July 2026 Notes, the May 2027 Notes and Secured Borrowings (each as defined below under “Financial Condition, Liquidity and Capital Resources”). Interest and other financing fees during the three months ended March 31, 2022 were attributable to borrowings under the Revolving Credit Facility and the July 2026 Notes. The increase in interest and other financing fees for the three months ended March 31, 2023 as compared to the three months ended March 31, 2022, was primarily attributable to interest on the SMBC Facility, the May 2027 Notes and Secured Borrowings and an increase in the weighted average interest rate on the Revolving Credit Facility. The weighted average interest on the Revolving Credit Facility borrowings is included in “unrealized appreciation (depreciation) - foreign currency transactions” in the Company’s Consolidated Statement of Operations.
Aswas 6.7% as of March 31, 2022 and December2023, as compared to 2.5% as of March 31, 2021,2022.
Base Management Fee
Under the fairAdvisory Agreement, we pay Barings a 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 borrowings outstanding underend of the Revolving Credit Facilitytwo most recently completed calendar quarters prior to the quarter for which such fees are being calculated. The base management fee for any partial quarter is appropriately pro-rated. See Note 2 to our Unaudited Consolidated Financial Statements for additional information regarding the Advisory Agreement and the fee arrangement thereunder. For the three months ended March 31, 2023 and 2022, the amount of base management fee incurred was $663.2approximately $3.8 million and $524.8$2.2 million, respectively. The fair valuesincrease in the Base Management Fee for the three months ended March 31, 2023 versus the corresponding 2022 period is primarily related to the average value of gross assets increasing from $1,156.6 million as of the borrowings outstanding underend of the Revolving Credit Facility aretwo most recently completed calendar quarters prior to March 31, 2022 to $2,052.7 million as of the end of the two most recently completed calendar quarters prior to March 31, 2023.
Incentive Fee
Under the Advisory Agreement, we pay Barings an incentive fee. The incentive fee will be determined and paid quarterly in arrears based on a market yield approachthe amount by which (x) the aggregate “pre-incentive fee net investment income” in respect of the then-current calendar quarter and current interest rates, which are Level 3 inputsthe three preceding calendar quarters (the “Trailing Twelve Months”), exceeds (y) the hurdle amount in respect of the Trailing Twelve Months. See Note 2 to our Unaudited Consolidated Financial Statements for additional information regarding the market yield model.terms of the Advisory Agreement and the fee arrangements thereunder. For the three months ended March 31, 2023, the amount of incentive fee incurred was approximately $2.6 million. For the three months ended March 31, 2022, we did not incur any incentive fees because the incentive fee was not payable until the completion of the first full calendar quarter following the one-year anniversary of the initial effective date of the Advisory Agreement, May 13, 2021.
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July 2026 Notes
On July 29, 2021, the Company entered into a Note Purchase Agreement (the “July 2021 NPA”) governing the issuance of (1) $75.0 million in aggregate principal amount of Series A senior unsecured notes due July 29, 2026 (the “Series A Notes”), (2) $38.0 million in aggregate principal amount of Series B senior unsecured notes due July 29, 2026 (the “Series B Notes”), and (3) $37.0 million in aggregate principal amount of Series C senior unsecured notes due July 29, 2026 (the “Series C Notes,” and collectively with the Series A Notes and the Series B Notes, the “July 2026 Notes”), in each case, to qualified institutional investors in a private placement. The Series A Notes, Series B Notes and Series C Notes were delivered and paid for on July 29, 2021, September 15, 2021, and October 28, 2021, respectively.
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Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
The July 2026 Notes have a fixed interest rate of 3.5% per year, subject to a step up of (1) (x) 1.25% per year, to the extent that the initial rating for the July 2026 Notes does not satisfy certain investment grade rating conditions, and (y) at any time after the Company has received an investment grade rating for the July 2026 Notes, 0.75% per year, to the extent the July 2026 Notes thereafter fail to satisfy certain investment grade rating conditions and/or (2) 1.50% per year, to the extent the ratio of the Company’s secured debt to total assets exceeds specified thresholds, measured as of each fiscal quarter-end.
The July 2026 Notes will mature on July 29, 2026 unless redeemed, purchased or prepaid prior to such date by the Company in accordance with the terms of the July 2021 NPA. Interest on the July 2026 Notes is due semiannually in January and July of each year, beginning in January 2022. In addition, the Company is obligated to offer to repay the July 2026 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 July 2021 NPA, the Company may redeem the July 2026 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 January 29, 2026, a make-whole premium.
The July 2021 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, permitted liens, and restricted payments. In addition, the July 2021 NPA contains the following financial covenants: (a) maintaining a minimum obligors’ net worth, measured as of each fiscal quarter-end; (b) not permitting the Company’s asset coverage ratio, as of the date of the incurrence of any debt for borrowed money or the making of any cash dividend to shareholders, to be less than the statutory minimum then applicable to the Company under the 1940 Act; and (c) not permitting the Company’s net debt to equity ratio to exceed 2.0x, measured as of each fiscal quarter-end.
The July 2021 NPA also contains customary events of default with customary cure and notice periods, including, without limitation, nonpayment, incorrect representation in any material respect, breach of covenant, cross-default under other indebtedness or that of the Company’s subsidiary guarantors, 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 July 2026 Notes at the time outstanding may declare all July 2026 Notes then outstanding to be immediately due and payable,
62
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
subject to certain additional conditions in the event that then-outstanding July 2026 Notes are held by persons affiliated with the Company and certain of its affiliates.
The Company’s obligations under the July 2021 NPA are general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by the Company.
The July 2026 Notes were offered in reliance on Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”). The July 2026 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, 20222023 and December 31, 2021,2022, the fair value of the outstanding July 2026 Notes was $137.8$128.6 million and $147.9$125.9 million, respectively. The fair value determinations of the Series A Notes, Series B Notes and Series C Notes were based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
May 2027 Notes
On May 10, 2022, the Company entered into a Note Purchase Agreement (the “May 2022 NPA”) governing the issuance of (1) $100.0 million in aggregate principal amount of Series D senior unsecured notes due May 10, 2027 (the “Series D Notes”) and (2) $55.0 million in aggregate principal amount of Series E senior unsecured notes due May 10, 2027 (the “Series E Notes,” and collectively with the Series D Notes, the “May 2027 Notes”), in each case, to qualified institutional investors in a private placement. The Series D Notes were delivered and paid for on May 10, 2022, and the Series E Notes were delivered and paid for on July 6, 2022.
The May 2027 Notes have a fixed interest rate of 6.0% per year, subject to a step up of (1) 0.75% per year, to the extent the May 2027 Notes fail to satisfy certain investment grade rating conditions and/or (2) 1.50% per year, to the extent the ratio of the Company’s secured debt to total assets exceeds specified thresholds, measured as of each fiscal quarter-end.
The May 2027 Notes will mature on May 10, 2027 unless redeemed, purchased or prepaid prior to such date by the Company in accordance with the terms of the May 2022 NPA. Interest on the May 2027 Notes will be due semiannually in May and November of each year, beginning in November 2022. In addition, the Company is obligated to offer to repay the May 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 May 2022 NPA, the Company may redeem the May 2027 Notes in whole or in part at
81
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
any time or from time to time at the Company’s option at par plus accrued interest to the prepayment date and, if redeemed on or before November 10, 2026, a make-whole premium.
The May 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, permitted liens, and restricted payments. In addition, the May 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 shareholders, to be less than the statutory minimum then applicable to the Company under the 1940 Act; and (c) not permitting the Company’s net debt to equity ratio to exceed 2.0x, measured as of each fiscal quarter-end.
The May 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 May 2027 Notes at the time outstanding may declare all May 2027 Notes then outstanding to be immediately due and payable, subject to (i) certain additional requirements prior to the issuance of the Series E Notes and (ii) certain additional conditions in the event that then-outstanding May 2027 Notes are held by persons affiliated with the Company and certain of its affiliates.
The Company’s obligations under the May 2022 NPA are general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by the Company.
The May 2027 Notes were offered in reliance on Section 4(a)(2) of the Securities Act. The May 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, 2023 and December 31, 2022, the fair value of the outstanding May 2027 Notes was $141.7 million and $147.7 million, respectively. The fair value determinations of the May 2027 Notes were based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
In connection with the offering of the Series D Notes, on May 10, 2022, the Company entered into a $100.0 million notional value interest rate swap. The Company receives a fixed rate interest at 6.00% paid semi-annually and pays quarterly based on a compounded daily rate of SOFR plus 3.24500%. The swap transaction matures on May 10, 2027. The interest expense related to the Series D Notes will be equally offset by proceeds received from the interest rate swap. The swap adjusted interest expense is included as a component of interest and other financing fees in the Company’s Unaudited Consolidated Statements of Operations. As of March 31, 2023, the interest rate swap had a fair value of $(1.6) million. Depending on the nature of the balance at period end, the fair value of the interest rate swap is either included as a component of derivative assets or derivative liabilities on the Company’s Unaudited Consolidated Balance Sheet. The change in fair value of the interest rate swap is offset by the change in fair value of the Series D Notes. The fair value of the Company’s interest rate swap is based on unadjusted prices from independent pricing services and independent indicative broker quotes, which are Level 2 inputs.
In connection with the offering of the Series E Notes, on July 6, 2022, the Company entered into a $55.0 million notional value interest rate swap. The Company receives a fixed rate interest at 6.00% paid semi-annually and pays quarterly based on a compounded daily rate of SOFR plus 3.38200%. The swap transaction matures on May 10, 2027. The interest expense related to the Series E Notes will be equally offset by proceeds received from the interest rate swap. The swap adjusted interest expense is included as a component of interest and other financing fees in the Company’s Unaudited Consolidated Statements of Operations. As of March 31, 2023, the interest rate swap had a fair value of $(1.2) million. Depending on the nature of the balance at period end, the fair value of the interest rate swap is either included as a component of derivative assets or derivative liabilities on the Company’s Unaudited Consolidated Balance Sheet. The change in fair value of the interest rate swap is offset by the change in fair value of the Series E Notes. The fair value of the Company’s interest rate swap is based on unadjusted prices from independent pricing services and independent indicative broker quotes, which are Level 2 inputs.
Secured Borrowings
As of March 31, 2023 and December 31, 2022, the Company had $57.2 million and $18.6 million, respectively, of secured borrowings (“Secured Borrowings”) outstanding, which were recorded as a result of certain securities that were sold and simultaneously repurchased at a premium, with amounts payable to the counterparty due on the repurchase settlement date,
82
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
which is generally within 120 days of the trade date. The Company’s Secured Borrowings bore interest at a weighted average rate of 7.960% (three month SOFR of 4.897%) as of March 31, 2023, as compared to 7.843% (three month SOFR of 4.587%) for the year ended December 31, 2022. As of March 31, 2023 and December 31, 2022, the fair value of the Secured Borrowings was $57.2 million and $18.6 million, respectively. The fair value of the Secured Borrowings are based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
6. DERIVATIVE INSTRUMENTS
The Company enters into forward currency contracts from time to time to primarily help mitigate the impact that an adverse change in foreign exchange rates would have on net interest income from the Company’s investments and related borrowings denominated in foreign currencies. Net unrealized appreciation or depreciation on foreign currency contracts are included in “Net unrealized appreciation (depreciation) - foreign currency transactions” and net realized gains or losses on forward currency contracts are included in “Net realized gains (losses) - foreign currency transactions” in the Unaudited Consolidated Statement of Operations. Forward currency contracts are considered undesignated derivative instruments.
The following tables present the Company'sCompany’s foreign currency forward contracts as of March 31, 20222023 and December 31, 2021:2022:
As of March 31, 2022
($ in thousands)
Description
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)$30,062A$41,77104/08/22$(1,261)Derivative liability
Foreign currency forward contract (AUD)A$41,771$31,24004/08/2283 Prepaid expense and other assets
As of March 31, 2023
($ in thousands)
Description
As of March 31, 2023
($ in thousands)
Description
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)$31,414$41,87307/07/22(38)Derivative liabilityForeign currency forward contract (AUD)A$2,300$1,55704/11/23$(15)Derivative liabilities
Foreign currency forward contract (AUD)Foreign currency forward contract (AUD)$46,243A$68,72804/11/23163 Derivative assets
Foreign currency forward contract (CAD)Foreign currency forward contract (CAD)$818C$1,04404/08/22(18)Derivative liabilityForeign currency forward contract (CAD)$5,383C$7,32604/11/23(33)Derivative liabilities
Foreign currency forward contract (CAD)C$1,044$83204/08/224 Prepaid expense and other assets
Foreign currency forward contract (CAD)$717C$89707/07/22(1)Derivative liability
Foreign currency forward contract (DKK)Foreign currency forward contract (DKK)2,114kr.$31504/08/22— Prepaid expense and other assetsForeign currency forward contract (DKK)200kr.$2904/11/23— Derivative assets
Foreign currency forward contract (DKK)Foreign currency forward contract (DKK)$3232,114kr.04/08/227 Prepaid expense and other assetsForeign currency forward contract (DKK)$1,0987,639kr.04/11/23(17)Derivative liabilities
Foreign currency forward contract (DKK)$3222,157kr.07/07/22— Derivative liability
Foreign currency forward contract (EUR)$118,625€104,62104/08/222,541 Prepaid expense and other assets
Foreign currency forward contract (EUR)€104,621$116,02404/08/2260 Prepaid expense and other assets
Foreign currency forward contract (EUR)Foreign currency forward contract (EUR)$116,460€104,62107/07/22(55)Derivative liabilityForeign currency forward contract (EUR)$204,852€191,71104/11/23(3,646)Derivative liabilities
Foreign currency forward contract (GBP)Foreign currency forward contract (GBP)$31,219€23,20604/08/22703 Prepaid expense and other assetsForeign currency forward contract (GBP)£1,600$1,92904/11/2350 Derivative assets
Foreign currency forward contract (GBP)£23,206$30,34904/08/22167 Prepaid expense and other assets
Foreign currency forward contract (GBP)Foreign currency forward contract (GBP)$23,985£18,35307/07/22(144)Derivative liabilityForeign currency forward contract (GBP)$66,247£54,75604/11/23(1,482)Derivative liabilities
Foreign currency forward contract (NZD)$425NZ$626,37104/08/22(10)Derivative liability
Foreign currency forward contract (NZD)NZ$626,371$43404/08/221 Prepaid expense and other assets
Foreign currency forward contract (NZD)Foreign currency forward contract (NZD)$457NZD$661,41907/07/22(2)Derivative liabilityForeign currency forward contract (NZD)$5,234NZ$8,32304/11/2316 Derivative assets
Foreign currency forward contract (SEK)5,483kr$58804/08/22(2)Derivative liability
Foreign currency forward contract (SEK)$6075,483kr04/08/2220 Prepaid expense and other assets
Foreign currency forward contract (NOK)Foreign currency forward contract (NOK)1,514kr$14004/11/235 Derivative assets
Foreign currency forward contract (NOK)Foreign currency forward contract (NOK)$4,17040,964kr04/11/23247 Derivative assets
Foreign currency forward contract (SEK)Foreign currency forward contract (SEK)$5995,569kr07/07/222 Prepaid expense and other assetsForeign currency forward contract (SEK)$5555,751kr04/11/23(1)Derivative liabilities
Foreign currency forward contract (CHF)Foreign currency forward contract (CHF)$19,853Fr.18,21204/08/2282 Prepaid expense and other assetsForeign currency forward contract (CHF)$5,3364,891Fr.04/11/23(25)Derivative liabilities
Foreign currency forward contract (CHF)Fr.18,212$19,54304/08/22229 Prepaid expense and other assets
Foreign currency forward contract (CHF)$19,796Fr.18,37107/07/22(230)Derivative liability
TotalTotal$2,138 Total$(4,738)
6383
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
As of December 31, 2021
($ in thousands)
Description
Notional Amount to be PurchasedNotional Amount to be SoldMaturity DateGross Amount of Recognized Assets (Liabilities)Balance Sheet Location of Net Amounts
As of December 31, 2022
($ in thousands)
Description
As of December 31, 2022
($ in thousands)
Description
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$61,845$41,43401/09/23$660 Derivative assets
Foreign currency forward contract (AUD)Foreign currency forward contract (AUD)A$20,975$15,076.47301/06/22$171 Prepaid expense and other assetsForeign currency forward contract (AUD)A$2,300$1,55704/11/2314 Derivative assets
Foreign currency forward contract (AUD)Foreign currency forward contract (AUD)$15,106A$20,97501/06/22(142)Derivative liabilityForeign currency forward contract (AUD)$40,131A$61,84501/09/23(1,964)Derivative liabilities
Foreign currency forward contract (AUD)Foreign currency forward contract (AUD)$15,068A$20,96104/08/22(172)Derivative liabilityForeign currency forward contract (AUD)$42,446A$63,12804/11/23(684)Derivative liabilities
Foreign currency forward contract (CAD)Foreign currency forward contract (CAD)C$749$586.45701/06/225 Prepaid expense and other assetsForeign currency forward contract (CAD)C$7,479$5,49101/09/2335 Derivative assets
Foreign currency forward contract (CAD)Foreign currency forward contract (CAD)$587C$74901/06/22(4)Derivative liabilityForeign currency forward contract (CAD)$5,473C$7,47901/09/23(53)Derivative liabilities
Foreign currency forward contract (CAD)Foreign currency forward contract (CAD)$633C$80804/08/22(6)Derivative liabilityForeign currency forward contract (CAD)$5,383C$7,32604/11/23(35)Derivative liabilities
Foreign currency forward contract (DKK)Foreign currency forward contract (DKK)2,140.728kr.$32601/06/221 Prepaid expense and other assetsForeign currency forward contract (DKK)7,401kr.$1,05601/09/239 Derivative assets
Foreign currency forward contract (DKK)Foreign currency forward contract (DKK)$3352,140.728kr.01/06/227 Prepaid expense and other assetsForeign currency forward contract (DKK)$9827,401kr.01/09/23(83)Derivative liabilities
Foreign currency forward contract (DKK)Foreign currency forward contract (DKK)$3232,113.91kr.04/08/22(2)Derivative liabilityForeign currency forward contract (DKK)$1,0787,499kr.04/11/23(9)Derivative liabilities
Foreign currency forward contract (EUR)Foreign currency forward contract (EUR)€47,857.325$54,21301/06/22243 Prepaid expense and other assetsForeign currency forward contract (EUR)€187,162$198,63201/09/231,693 Derivative assets
Foreign currency forward contract (EUR)Foreign currency forward contract (EUR)$55,239€47,857.32501/06/22783 Prepaid expense and other assetsForeign currency forward contract (EUR)$185,138€187,16201/09/23(15,187)Derivative liabilities
Foreign currency forward contract (EUR)Foreign currency forward contract (EUR)$111,330€98,200.75404/08/22(634)Derivative liabilityForeign currency forward contract (EUR)$199,111€186,41104/11/23(1,665)Derivative liabilities
Foreign currency forward contract (GBP)Foreign currency forward contract (GBP)£8,816.562$11,744.29101/06/22197 Prepaid expense and other assetsForeign currency forward contract (GBP)£56,336$68,03201/09/2313 Derivative assets
Foreign currency forward contract (GBP)Foreign currency forward contract (GBP)£2,000$2,664.13901/07/2245 Prepaid expense and other assetsForeign currency forward contract (GBP)£1,600$1,92904/11/237 Derivative assets
Foreign currency forward contract (GBP)Foreign currency forward contract (GBP)$11,828.271£8,816.56201/06/22(112)Derivative liabilityForeign currency forward contract (GBP)$62,569£56,33601/09/23(5,477)Derivative liabilities
Foreign currency forward contract (GBP)Foreign currency forward contract (GBP)$2,716.947£2,00001/07/228 Prepaid expense and other assetsForeign currency forward contract (GBP)$66,247£54,75604/11/23(38)Derivative liabilities
Foreign currency forward contract (GBP)$13,906.654£10,445.89504/08/22(234)Derivative liability
Foreign currency forward contract (NZD)Foreign currency forward contract (NZD)NZ$610,086$41501/06/223 Prepaid expense and other assetsForeign currency forward contract (NZD)NZ$8,665$5,45101/09/2346 Derivative assets
Foreign currency forward contract (NZD)Foreign currency forward contract (NZD)$419NZ$610,08601/06/221 Prepaid expense and other assetsForeign currency forward contract (NZD)$5,009NZ$8,66501/09/23(487)Derivative liabilities
Foreign currency forward contract (NZD)Foreign currency forward contract (NZD)$416NZ$613,90104/08/22(3)Derivative liabilityForeign currency forward contract (NZD)$5,060NZ$8,04404/11/23(46)Derivative liabilities
Foreign currency forward contract (NOK)Foreign currency forward contract (NOK)38,802kr$3,93901/09/236 Derivative assets
Foreign currency forward contract (NOK)Foreign currency forward contract (NOK)$3,62638,802kr01/09/23(318)Derivative liabilities
Foreign currency forward contract (NOK)Foreign currency forward contract (NOK)$4,09740,202kr04/11/23(7)Derivative liabilities
Foreign currency forward contract (SEK)Foreign currency forward contract (SEK)5,421.35kr$60001/07/22— Derivative liabilityForeign currency forward contract (SEK)5,694kr$54701/09/23— Derivative assets
Foreign currency forward contract (SEK)Foreign currency forward contract (SEK)$6175,421.35kr01/07/2217 Prepaid expense and other assetsForeign currency forward contract (SEK)$5125,694kr01/09/23(35)Derivative liabilities
Foreign currency forward contract (SEK)Foreign currency forward contract (SEK)$6075,483.111kr04/08/22— Derivative liabilityForeign currency forward contract (SEK)$5555,751kr04/11/23— Derivative liabilities
Foreign currency forward contract (CHF)Foreign currency forward contract (CHF)Fr.17,956.939$19,529.88601/06/22162 Prepaid expense and other assetsForeign currency forward contract (CHF)18,873Fr.$19,74401/09/23689 Derivative assets
Foreign currency forward contract (CHF)Foreign currency forward contract (CHF)Fr.103.044$112.79901/07/22— Prepaid expense and other assetsForeign currency forward contract (CHF)$19,49118,873Fr.01/09/23(942)Derivative liabilities
Foreign currency forward contract (CHF)Foreign currency forward contract (CHF)$19,264.138Fr.17,956.93901/06/22(428)Derivative liabilityForeign currency forward contract (CHF)$5,3364,891Fr.04/11/23(12)Derivative liabilities
Foreign currency forward contract (CHF)$113.082Fr.103.04401/07/22— Prepaid expense and other assets
Foreign currency forward contract (CHF)$19,853.07Fr.18,211.89604/08/22(168)Derivative liability
TotalTotal$(262)Total$(23,870)
As of March 31, 20222023 and December 31, 2021,2022, the total fair value of the Company'sCompany’s foreign currency forward contracts was $2.1$(4.7) million and $(0.3)$(23.9) 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.
Net realized gains or losses on forward currency contracts are included in “Net realized gains (losses) - foreign currency transactions” in the Company’s Unaudited Consolidated Statements of Operations. Net realized gains or losses on forward contracts recognized by the Company for the three months ended March 31, 2023 and 2022 are shown in the following table:

Three Months EndedThree Months Ended
($ in thousands)March 31, 2023March 31, 2022
Forward currency contracts$(21,395)$957 
6484
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Net unrealized appreciation or depreciation on forward currency contracts are included in “Net unrealized appreciation (depreciation) - foreign currency transactions” in the Company’s Unaudited Consolidated Statements of Operations. Net unrealized appreciation or depreciation on forward contracts recognized by the Company for the three months ended March 31, 2023 and 2022 are shown in the following table:
Three Months EndedThree Months Ended
($ in thousands)March 31, 2023March 31, 2022
Forward currency contracts$19,132 $2,400 

7. COMMITMENTS AND CONTINGENCIES
In the normal course of business, the Company is party to financial instruments with off-balance sheet risk, consisting primarily of unused commitments to extend financing to the Company’s portfolio companies. Since commitments may expire without being drawn upon, the total commitment amount does not necessarily represent future cash requirements. As of March 31, 2023 and December 31, 2022, the Company believed that it had adequate financial resources to satisfy its unfunded commitments. The balances of unused commitments to extend financing as of March 31, 20222023 and December 31, 20212022 were as follows:
Portfolio Company
($ in thousands)		Investment TypeMarch 31, 2022December 31, 2021
Acclime Holdings HK Limited(1)Delayed Draw Term Loan$148 $148 
Acclime Holdings HK Limited(1)Delayed Draw Term Loan812 812 
Air Comm Corporation, LLC(1)Delayed Draw Term Loan11 11 
Air Comm Corporation, LLC(1)Delayed Draw Term Loan2,760 2,760 
Amtech LLC(1)Delayed Draw Term Loan1,818 1,818 
Amtech LLC(1)Revolver455 455 
AnalytiChem Holding GmbH(1)(2)(3)Delayed Draw Term Loan3,914 4,001 
Aquavista Watersides 2 LTD(1)(2)(4)Bridge Revolver227 233 
Aquavista Watersides 2 LTD(1)(2)(4)Acquisition Facility1,418 1,459 
Astra Bidco Limited(1)(2)(4)Delayed Draw Term Loan1,159 1,192 
Avance Clinical Bidco Pty Ltd(1)(5)Delayed Draw Term Loan1,675 1,622 
AWP Group Holdings, Inc.(1)Delayed Draw Term Loan233 233 
Azalea Buyer, Inc.(1)Delayed Draw Term Loan962 962 
Azalea Buyer, Inc.(1)Revolver481 481 
Bariacum S.A(1)(2)(3)Acquisition Facility1,001 1,023 
Bearcat Buyer, Inc.(1)Delayed Draw Term Loan96 96 
Beyond Risk Management, Inc.(1)(2)Delayed Draw Term Loan2,573 2,573 
BigHand UK Bidco Limited(1)(2)(4)Acquisition Facility— 147 
Bounteous, Inc.(1)Delayed Draw Term Loan2,697 2,697 
Brightpay Limited(1)(2)(3)Delayed Draw Term Loan336 602 
Brightpay Limited(1)(2)(3)Delayed Draw Term Loan196 201 
BrightSign LLC(1)Revolver1,109 1,109 
British Engineering Services Holdco Limited(1)(2)(4)Bridge Revolver— 46 
British Engineering Services Holdco Limited(1)(2)(4)Acquisition Facility1,681 1,729 
CAi Software, LLC(1)Revolver943 943 
Canadian Orthodontic Partners Corp.(1)(2)(6)Delayed Draw Term Loan317 440 
Centralis Finco S.a.r.l.(1)(2)(3)Acquisition Facility71 73 
Ceres Pharma NV(1)(2)(3)Delayed Draw Term Loan1,510 1,544 
CGI Parent, LLC(1)(2)Revolver1,212 — 
Classic Collision (Summit Buyer, LLC)(1)Delayed Draw Term Loan620 788 
Coastal Marina Holdings, LLC(1)(2)PIK Tranche B Term Loan656 656 
Coastal Marina Holdings, LLC(1)(2)Tranche A Term Loan1,788 1,788 
Command Alkon (Project Potter Buyer, LLC)(1)Delayed Draw Term Loan13,153 13,153 
Coyo Uprising GmbH(1)(2)(3)Delayed Draw Term Loan1,053 1,076 
Crash Champions, LLC(1)(2)Delayed Draw Term Loan395 4,518 
Dart Buyer, Inc(1)Delayed Draw Term Loan211 441 
DecksDirect, LLC(1)Revolver58 218 
Direct Travel, Inc.(1)(2)Delayed Draw Term Loan225 225 
DreamStart BidCo SAS (d/b/a SmartTrade)(1)(2)(3)Acquisition Facility175 179 
Dune Group(1)(3)Delayed Draw Term Loan1,579 1,614 
Dwyer Instruments, Inc.(1)Delayed Draw Term Loan987 987 
Portfolio Company
($ in thousands)		Investment TypeMarch 31, 2023December 31, 2022
Accurus Aerospace Corporation(1)(2)Revolver$553 $691 
AlliA Insurance Brokers NV(1)(2)(3)Delayed Draw Term Loan2,055 — 
Amtech LLC(1)Delayed Draw Term Loan1,818 1,818 
Amtech LLC(1)Revolver455 364 
AnalytiChem Holding GmbH(1)(2)(3)Bridge Revolver470 462 
APC1 Holding(1)(3)Delayed Draw Term Loan— 354 
Aquavista Watersides 2 LTD(1)(2)(4)Capex / Acquisition Facility999 1,179 
Arc Education(1)(3)Delayed Draw Term Loan3,857 3,789 
Argus Bidco Limited(1)(2)(4)CAF Term Loan1,349 1,579 
Argus Bidco Limited(1)(2)(4)RCF Bridge Term Loan344 335 
ASC Communications, LLCRevolver647 647 
Astra Bidco Limited(1)(4)Delayed Draw Term Loan1,088 1,059 
ATL II MRO Holdings Inc.(1)Revolver2,500 2,500 
Avance Clinical Bidco Pty Ltd(1)(5)Delayed Draw Term Loan1,494 1,512 
Azalea Buyer, Inc.(1)Delayed Draw Term Loan962 962 
Azalea Buyer, Inc.(1)Revolver481 481 
Bariacum S.A(1)(3)Acquisition Facility978 961 
Beyond Risk Management, Inc.(1)(2)Delayed Draw Term Loan2,423 2,423 
Biolam Group(1)(2)(3)Delayed Draw Term Loan4,153 4,783 
Bounteous, Inc.(1)(2)Delayed Draw Term Loan2,697 2,697 
Brightpay Limited(1)(2)(3)Delayed Draw Term Loan192 188 
BrightSign LLC(1)(2)Revolver— 1,109 
British Engineering Services Holdco Limited(1)(4)Acquisition/Capex Facility209 203 
CAi Software, LLC(1)(2)Revolver943 943 
Canadian Orthodontic Partners Corp.(1)(2)(6)Delayed Draw Term Loan— 291 
Centralis Finco S.a.r.l.(1)(3)Incremental CAF Term Loan267 298 
CGI Parent, LLC(1)(2)Revolver1,653 1,653 
Classic Collision (Summit Buyer, LLC)(1)Delayed Draw Term Loan156 156 
Classic Collision (Summit Buyer, LLC)(1)Delayed Draw Term Loan5,143 5,143 
Comply365, LLC(1)Revolver575 489 
6585
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)		Investment TypeMarch 31, 2022December 31, 2021
Eclipse Business Capital, LLC(1)Revolver7,701 8,342 
EMI Porta Holdco LLC(1)Delayed Draw Term Loan9,610 10,678 
EMI Porta Holdco LLC(1)Revolver2,024 2,542 
EPS NASS Parent, Inc.(1)Delayed Draw Term Loan209 209 
eShipping, LLC(1)Delayed Draw Term Loan1,274 1,274 
eShipping, LLC(1)Revolver412 616 
Events Software BidCo Pty Ltd(1)(5)Delayed Draw Term Loan481 — 
F24 (Stairway BidCo GmbH)(1)(2)(3)Acquisition Term Loan93 95 
FineLine Systems(1)Delayed Draw Term Loan478 478 
Finexvet(1)(3)Acquisition Facility967 — 
FragilePak LLC(1)(2)Delayed Draw Term Loan4,649 4,649 
Glacis Acquisition S.A.R.L.(1)(3)Delayed Draw Term Loan7,714 10,751 
Graphpad Software, LLC(1)Delayed Draw Term Loan2,602 2,602 
Heartland Veterinary Partners, LLC(1)Delayed Draw Term Loan364 364 
Heartland, LLC(1)(2)Delayed Draw Term Loan710 892 
Heavy Construction Systems Specialists, LLC(1)Revolver2,193 2,193 
Heilbron (f/k/a Sucsez (Bolt Bidco B.V.))(1)(2)(3)Committed Additional Facility812 1,206 
HW Holdco, LLC (Hanley Wood LLC)(1)(2)Delayed Draw Term Loan1,074 1,840 
IGL Holdings III Corp.(1)(2)Delayed Draw Term Loan337 337 
Innovad Group II BV(1)(2)(3)Delayed Draw Term Loan283 289 
INOS 19-090 GmbH(1)(2)(3)Acquisition Facility151 155 
Isolstar Holding NV (IPCOM)(1)(2)(3)Acquisition Facility326 333 
ITI Intermodal, Inc.(1)Delayed Draw Term Loan103 103 
ITI Intermodal, Inc.(1)Revolver124 124 
Jaguar Merger Sub Inc.(1)(2)Delayed Draw Term Loan1,781 1,961 
Jaguar Merger Sub Inc.(1)(2)Revolver490 490 
Jeeves Information Systems AB(1)(2)(3)Delayed Draw Term Loan8,743 8,936 
Jon Bidco Limited(1)(2)(7)Capex & Acquisition Facility828 — 
Jones Fish Hatcheries & Distributors LLC(1)(2)Revolver418 — 
Kano Laboratories LLC(1)(2)Delayed Draw Term Loan724 724 
Kano Laboratories LLC(1)(2)Delayed Draw Term Loan860 860 
LAF International(1)(2)(3)Acquisition Facility56 114 
Lambir Bidco Limited(1)(2)(3)Bridge Revolver427 436 
Lambir Bidco Limited(1)(2)(3)Delayed Draw Term Loan853 872 
LeadsOnline, LLC(1)(2)Revolver1,952 — 
LivTech Purchaser, Inc.(1)Delayed Draw Term Loan60 145 
Marmoutier Holding B.V.(1)(2)(3)Delayed Draw Term Loan396 405 
Marmoutier Holding B.V.(1)(2)(3)Revolver159 162 
Marshall Excelsior Co.(1)(2)Revolver547 — 
MC Group Ventures Corporation(1)Delayed Draw Term Loan1,291 1,291 
Mertus 522. GmbH(1)(2)(3)Acquisition Facility2,862 6,564 
Modern Star Holdings Bidco Pty Limited(1)(2)(5)Capex term Loan65 63 
Murphy Midco Limited(1)(2)(4)Delayed Draw Term Loan155 160 
Narda Acquisitionco., Inc.(1)Revolver1,059 1,059 
Navia Benefit Solutions, Inc.(1)Delayed Draw Term Loan2,141 2,141 
Portfolio Company
($ in thousands)		Investment TypeMarch 31, 2023December 31, 2022
Coyo Uprising GmbH(1)(3)Delayed Draw Term Loan514 505 
DataServ Integrations, LLC(1)Revolver481 481 
DecksDirect, LLC(1)Revolver218 218 
Direct Travel, Inc.(1)Delayed Draw Term Loan193 233 
DISA Holdings Corp.(1)Delayed Draw Term Loan1,368 1,368 
DISA Holdings Corp.(1)Revolver429 416 
DreamStart BidCo SAS (d/b/a SmartTrade)(1)(2)(3)Acquisition Facility— 168 
Dune Group(1)(2)(3)Delayed Draw Term Loan1,542 1,515 
Dwyer Instruments, Inc.(1)Delayed Draw Term Loan4,513 4,513 
Eclipse Business Capital, LLC(1)Revolver12,963 12,321 
EMI Porta Holdco LLC(1)(2)Delayed Draw Term Loan7,947 7,947 
EMI Porta Holdco LLC(1)(2)Revolver936 1,261 
EPS NASS Parent, Inc.(1)Delayed Draw Term Loan92 92 
eShipping, LLC(1)Delayed Draw Term Loan1,274 1,274 
eShipping, LLC(1)Revolver743 743 
Eurofins Digital Testing International LUX Holding SARL(1)(3)Delayed Draw Term Loan2,686 2,639 
Eurofins Digital Testing International LUX Holding SARL(1)(2)(3)Delayed Draw Term Loan537 528 
Events Software BidCo Pty Ltd(1)(2)Delayed Draw Term Loan640 640 
Express Wash Acquisition Company, LLC(1)(2)Revolver115 115 
F24 (Stairway BidCo GmbH)(1)(2)(3)Acquisition Term Loan54 57 
Faraday(1)(2)(3)Delayed Draw Term Loan1,947 — 
FineLine Systems(1)(2)Delayed Draw Term Loan— 478 
Footco 40 Limited(1)(2)(4)Delayed Draw Term Loan556 766 
Fortis Payment Systems, LLC(1)(2)Delayed Draw Term Loan925 925 
FragilePak LLC(1)Delayed Draw Term Loan4,649 4,649 
GB Eagle Buyer, Inc.(1)(2)Revolver3,226 3,226 
Glacis Acquisition S.A.R.L.(1)(3)Delayed Draw Term Loan7,532 7,399 
Global Academic Group Limited(1)(7)Term Loan446 451 
GPZN II GmbH(1)(2)(3)CAF Term Loan— 560 
Graphpad Software, LLC(1)(2)Delayed Draw Term Loan2,602 2,602 
Greenhill II BV(1)(3)Capex Acquisition Facility259 255 
Groupe Product Life(1)(3)Delayed Draw Term Loan1,122 1,102 
Gusto Aus BidCo Pty Ltd(1)(5)Delayed Draw Term Loan220 223 
HeartHealth Bidco Pty Ltd(1)(5)Delayed Draw Term Loan309 313 
Heartland Veterinary Partners, LLC(1)Delayed Draw Term Loan148 148 
Heartland, LLC(1)Delayed Draw Term Loan336 710 
Heavy Construction Systems Specialists, LLC(1)Revolver2,193 2,193 
HEKA Invest(1)(2)(3)Delayed Draw Term Loan1,131 1,111 
HTI Technology & Industries(1)(2)Delayed Draw Term Loan1,691 1,691 
HTI Technology & Industries(1)(2)Revolver1,128 1,128 
HW Holdco, LLC (Hanley Wood LLC)(1)Delayed Draw Term Loan655 1,074 
Innovad Group II BV(1)(2)(3)Delayed Draw Term Loan203 200 
INOS 19-090 GmbH(1)(3)Acquisition Facility221 217 
Interstellar Group B.V.(1)(3)Delayed Draw Term Loan2,668 2,621 
Interstellar Group B.V.(1)(3)Delayed Draw Term Loan113 111 
Isolstar Holding NV (IPCOM)(1)(2)(3)Accordion Facility3,761 3,695 
6686
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)		Investment TypeMarch 31, 2022December 31, 2021
Nexus Underwriting Management Limited(1)(2)(4)Revolver80 82 
Nexus Underwriting Management Limited(1)(2)(4)Acquisition Facility1,490 1,533 
Novotech Aus Bidco Pty Ltd(1)Capex & Acquisition Facility C971 — 
OA Buyer, Inc.(1)Revolver1,331 1,331 
OAC Holdings I Corp(1)Revolver685 — 
OG III B.V.(1)(2)(3)Acquisition Capex Facility1,326 1,355 
Omni Intermediate Holdings, LLC(1)(2)Delayed Draw Term Loan— 929 
Omni Intermediate Holdings, LLC(1)(2)Delayed Draw Term Loan3,407 4,955 
Options Technology Ltd.(1)(2)Delayed Draw Term Loan1,406 1,406 
OSP Hamilton Purchaser, LLC(1)Revolver187 187 
Pacific Health Supplies Bidco Pty Limited(1)(2)(5)CapEx Term Loan81 78 
PDQ.Com Corporation(1)Delayed Draw Term Loan— 868 
PDQ.Com Corporation(1)Delayed Draw Term Loan4,320 4,320 
Polara Enterprises, L.L.C.(1)(2)Revolver545 545 
Policy Services Company, LLC(1)(2)Delayed Draw Term Loan3,947 6,579 
Premium Invest(1)(2)(3)Acquisition Facility556 569 
ProfitOptics, LLC(1)Revolver194 — 
Protego Bidco B.V.(1)(2)(3)Delayed Draw Term Loan266 272 
QPE7 SPV1 BidCo Pty Ltd(1)(5)Acquisition Term Loan— 714 
Questel Unite(1)(3)Acquisition Capex Facility2,816 2,878 
REP SEKO MERGER SUB LLC(1)(2)Delayed Draw Term Loan936 1,043 
Reward Gateway (UK) Ltd(1)(2)(4)Acquisition Facility838 1,354 
Riedel Beheer B.V.(1)(2)(3)Revolver— 230 
Riedel Beheer B.V.(1)(2)(3)Delayed Draw Term Loan150 153 
ROI Solutions LLC(1)Delayed Draw Term Loan711 711 
Safety Products Holdings, LLC(1)Delayed Draw Term Loan2,889 2,889 
Sanoptis S.A.R.L.(1)(2)(3)Acquisition Facility3,428 5,316 
Scaled Agile, Inc.(1)Delayed Draw Term Loan416 416 
Scaled Agile, Inc.(1)Revolver336 336 
Smartling, Inc.(1)Delayed Draw Term Loan2,076 2,076 
Smartling, Inc.(1)Revolver1,038 1,038 
Springbrook Software (SBRK Intermediate, Inc.)(1)(2)Delayed Draw Term Loan558 558 
SSCP Pegasus Midco Limited(1)(2)(4)Delayed Draw Term Loan493 507 
Superjet Buyer, LLC(1)Revolver1,825 1,825 
Syntax Systems Ltd(1)(2)Revolver410 521 
Syntax Systems Ltd(1)(2)Delayed Draw Term Loan1,770 1,770 
Tank Holding Corp(1)Revolver655 — 
Techone B.V.(1)(2)(3)Delayed Draw Term Loan735 752 
Techone B.V.(1)(2)(3)Revolver196 200 
Tencarva Machinery Company, LLC(1)Delayed Draw Term Loan886 886 
Tencarva Machinery Company, LLC(1)Revolver1,129 1,129 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)(2)Delayed Draw Term Loan4,195 4,195 
Portfolio Company
($ in thousands)		Investment TypeMarch 31, 2023December 31, 2022
Isolstar Holding NV (IPCOM)(1)(2)(3)Accordion Facility617 606 
Isolstar Holding NV (IPCOM)(1)(2)(3)Delayed Draw Term Loan1,515 1,488 
ITI Intermodal, Inc.(1)(2)Delayed Draw Term Loan— 103 
ITI Intermodal, Inc.(1)(2)Delayed Draw Term Loan4,249 — 
ITI Intermodal, Inc.(1)(2)Revolver857 118 
Jaguar Merger Sub Inc.(1)Delayed Draw Term Loan— 422 
Jaguar Merger Sub Inc.(1)Revolver— 490 
Jon Bidco Limited(1)(7)Capex & Acquisition Facility745 753 
Jones Fish Hatcheries & Distributors LLC(1)(2)Revolver418 418 
Kano Laboratories LLC(1)(2)Delayed Draw Term Loan724 724 
Kano Laboratories LLC(1)Delayed Draw Term Loan860 860 
Lambir Bidco Limited(1)(2)(3)Delayed Draw Term Loan833 819 
Lattice Group Holdings Bidco Limited(1)(2)Delayed Draw Term Loan255 298 
LeadsOnline, LLC(1)Revolver1,952 1,952 
LivTech Purchaser, Inc.(1)(2)Delayed Draw Term Loan244 244 
Marmoutier Holding B.V.(1)(2)(3)Delayed Draw Term Loan24 24 
Marmoutier Holding B.V.(1)(2)(3)Revolver108 106 
Marshall Excelsior Co.(1)Revolver29 216 
MC Group Ventures Corporation(1)Delayed Draw Term Loan467 467 
Mercell Holding AS(1)(8)Capex Acquisition Facility750 797 
Mertus 522. GmbH(1)(2)(3)Capex Acquisition Facility2,794 2,745 
Modern Star Holdings Bidco Pty Limited(1)(2)(5)Term Loan58 59 
Murphy Midco Limited(1)(2)(4)Delayed Draw Term Loan87 97 
Narda Acquisitionco., Inc.(1)(2)Revolver953 953 
NeoxCo(1)(2)(3)Delayed Draw Term Loan489 — 
Nexus Underwriting Management Limited(1)(2)(4)Acquisition Facility1,061 1,254 
NF Holdco, LLC(1)(2)Revolver1,479 — 
Novotech Aus Bidco Pty Ltd(1)(2)Capex & Acquisition Facility971 971 
NPM Investments 28 BV(1)(3)Delayed Draw Term Loan942 925 
OA Buyer, Inc.(1)Revolver1,331 1,331 
OAC Holdings I Corp(1)Revolver254 607 
OG III B.V.(1)(3)Accordion Facility— 650 
Omni Intermediate Holdings, LLC(1)(2)Delayed Draw Term Loan— 3,407 
Omni Intermediate Holdings, LLC(1)(2)Delayed Draw Term Loan806 1,008 
Options Technology Ltd.(1)(2)Delayed Draw Term Loan1,406 1,406 
OSP Hamilton Purchaser, LLC(1)(2)Revolver885 187 
Pare SAS (SAS Maurice MARLE)(1)Delayed Draw Term Loan2,100 2,100 
PDQ.Com Corporation(1)Delayed Draw Term Loan3,836 3,836 
Polara Enterprises, L.L.C.(1)Revolver947 947 
Premium Invest(1)(3)Delayed Draw Term Loan6,084 5,977 
ProfitOptics, LLC(1)Revolver123 193 
Protego Bidco B.V.(1)(2)(3)Delayed Draw Term Loan260 255 
PSP Intermediate 4, LLC(1)(2)(3)Delayed Draw Term Loan740 727 
QPE7 SPV1 BidCo Pty Ltd(1)(5)Accordion Facility— 2,585 
Qualified Industries, LLC(1)(2)Revolver364 — 
Questel Unite(1)(2)(3)Incremental Term Loan2,749 2,701 
R1 Holdings, LLC(1)Delayed Draw Term Loan1,820 2,623 
6787
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)		Investment TypeMarch 31, 2022December 31, 2021
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)(2)Revolver1,233 1,233 
The Hilb Group, LLC(1)(2)Delayed Draw Term Loan5,429 5,954 
Truck-Lite Co., LLC(1)(2)Delayed Draw Term Loan4,488 4,488 
Turbo Buyer, Inc.(1)Delayed Draw Term Loan2,314 2,314 
Turbo Buyer, Inc.(1)Delayed Draw Term Loan2,516 — 
USLS Acquisition, Inc. (f/k/a US Legal Support, Inc.)(1)Delayed Draw Term Loan3,549 — 
Victoria Bidco Limited(1)(2)(4)Delayed Draw Term Loan518 — 
VP Holding Company(1)(2)Delayed Draw Term Loan7,863 — 
W2O Holdings, Inc.(1)Delayed Draw Term Loan712 712 
Waccamaw River(2)Joint Venture4,580 11,280 
Woodland Foods, LLC(1)Revolver1,255 1,499 
ZB Holdco LLC(1)Delayed Draw Term Loan1,352 — 
ZB Holdco LLC(1)Revolver845 — 
Zeppelin Bidco Limited(1)(2)(4)Capex & Acquisition Facility1,736 — 
Zeppelin Bidco Limited(1)(2)(4)Revolver289 — 
Total unused commitments to extend financing209,230 215,494 
Portfolio Company
($ in thousands)		Investment TypeMarch 31, 2023December 31, 2022
R1 Holdings, LLC(1)Revolver1,601 1,601 
Randys Holdings, Inc.(1)(2)Delayed Draw Term Loan5,516 5,516 
Randys Holdings, Inc.(1)(2)Revolver1,891 1,964 
Rep Seko Merger Sub LLC(1)(2)Delayed Draw Term Loan415 520 
Reward Gateway (UK) Ltd(1)(2)(4)Acquisition Facility787 765 
Rocade Holdings LLC(1)Preferred Equity98,000 — 
Royal Buyer, LLC(1)Delayed Draw Term Loan2,776 2,945 
Royal Buyer, LLC(1)Revolver1,787 1,787 
Safety Products Holdings, LLC(1)(2)Delayed Draw Term Loan2,730 2,730 
Sanoptis S.A.R.L.(1)(3)Acquisition Capex Facility3,024 5,535 
Sanoptis S.A.R.L.(1)(2)(9)CAF Delayed Draw Term Loan1,199 — 
SBP Holdings LP(1)(2)Delayed Draw Term Loan1,469 — 
SBP Holdings LP(1)(2)Revolver887 — 
Scaled Agile, Inc.(1)(2)Delayed Draw Term Loan416 416 
Scaled Agile, Inc.(1)(2)Revolver336 336 
Scout Bidco B.V.(1)(3)Delayed Draw Term Loan1,155 1,135 
Scout Bidco B.V.(1)(3)Revolver524 515 
Sereni Capital NV(1)(2)(3)Delayed Draw Term Loan1,599 — 
Sereni Capital NV(1)(2)(3)Term Loan— 109 
Simulation Software Investment Company Pty Ltd(1)Delayed Draw Term Loan408 408 
Smartling, Inc.(1)(2)Delayed Draw Term Loan2,076 2,076 
Smartling, Inc.(1)(2)Revolver1,038 1,038 
Soho Square III Debtco II SARL(1)(4)Delayed Draw Term Loan3,478 3,383 
Solo Buyer, L.P.(1)(2)Revolver1,995 1,995 
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)(1)Delayed Draw Term Loan399 665 
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)(1)Revolver141 156 
Spatial Business Systems LLC(1)Delayed Draw Term Loan7,500 7,500 
Spatial Business Systems LLC(1)Revolver1,406 1,406 
SSCP Pegasus Midco Limited(1)(4)Delayed Draw Term Loan463 451 
Superjet Buyer, LLC(1)Revolver1,825 1,825 
Syntax Systems Ltd(1)(2)Delayed Draw Term Loan1,770 1,770 
Syntax Systems Ltd(1)(2)Revolver309 309 
Tank Holding Corp(1)Revolver469 545 
Tanqueray Bidco Limited(1)(2)(4)Capex Facility1,118 1,088 
Techone B.V.(1)(3)Revolver144 94 
Tencarva Machinery Company, LLC(1)Revolver1,129 1,129 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)Delayed Draw Term Loan4,195 4,195 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)Revolver1,233 1,233 
The Cleaver-Brooks Company, Inc.(1)Revolver2,768 2,422 
The Hilb Group, LLC(1)(2)Delayed Draw Term Loan1,843 2,537 
Trader Corporation(1)(6)Revolver345 345 
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 Loan1,509 1,509 
Union Bidco Limited(1)(2)(4)Acquisition Facility216 210 
United Therapy Holding III GmbH(1)(2)(3)Acquisition Facility625 1,089 

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Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)		Investment TypeMarch 31, 2023December 31, 2022
Unither (Uniholding)(1)(2)(3)Delayed Draw Term Loan471 — 
USLS Acquisition, Inc. (f/k/a US Legal Support, Inc.)(1)Delayed Draw Term Loan3,371 3,371 
W2O Holdings, Inc.(1)(2)Delayed Draw Term Loan108 — 
W2O Holdings, Inc.(1)(2)Delayed Draw Term Loan— 487 
Waccamaw River LLC(2)Joint Venture2,480 2,480 
Whitcraft Holdings, Inc.(1)Revolver2,515 — 
Woodland Foods, LLC(1)(2)Line of Credit330 330 
WWEC Holdings III Corp(1)(2)Delayed Draw Term Loan2,329 2,329 
WWEC Holdings III Corp(1)(2)Revolver1,025 1,025 
Xeinadin Bidco Limited(1)(4)CAF Term Loan4,876 4,743 
ZB Holdco LLC(1)Delayed Draw Term Loan— 1,352 
ZB Holdco LLC(1)Revolver845 845 
Zeppelin Bidco Limited(1)(2)(4)Capex / Acquisition Facility1,293 1,258 
Total unused commitments to extend financing$346,948 $247,730 
(1)The Company'sAdviser’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'sCompany’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.
COVID-19 Developments
During the three months ended March 31, 2022, the Coronavirus and the COVID-19 pandemic continued to have a significant impact(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 Swiss francs. Commitment was translated into U.S. and global economies. To the extent the Company’s portfolio companies are adversely impacted by the effects of the COVID-19 pandemic, it may have a material adverse impactdollars based on the Company’s future net investment income,spot rate at the fair value of its portfolio investments, its financial condition and the results of operations and financial condition of the Company’s portfolio companies.relevant balance sheet date.
6889
Barings Private Credit 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, 2023 and 2022:
Three Months Ended March 31,
($ in thousands, except share and per share amounts)2022
Per share data:
Net asset value at beginning of period$20.58 
Net investment income(1)0.51 
Net realized loss on investments / foreign currency transactions(1)0.01 
Net unrealized appreciation on investments / foreign currency transactions(1)0.29 
Total increase from investment operations(1)0.81 
Dividends declared from net investment income(0.34)
Dividends declared from realized gains(0.08)
Total dividends declared(0.42)
Other(2)(0.01)
Net asset value at end of period$20.96 
Shares outstanding at end of period40,713,710 
Net assets at end of period$853,407 
Average net assets$839,879 
Ratio of total expenses, to average net assets (annualized)(3)4.03 %
Ratio of net investment income to average net assets (annualized)(3)9.92 %
Portfolio turnover ratio (annualized)0.89 %
Total return(4)3.91 %
 Three Months
Ended		Three Months
Ended
($ in thousands, except share and per share amounts)March 31, 2023March 31, 2022
Per share data:
Net asset value at beginning of period$20.55 $20.58 
Net investment income (1)0.61 0.51 
Net realized gain on investments / foreign currency transactions (1)(0.42)— 
Net unrealized appreciation (depreciation) on investments / foreign currency transactions (1)0.57 0.29 
Total increase from investment operations (1)0.76 0.80 
Dividends paid to stockholders from net investment income(0.49)(0.34)
Dividends paid to stockholders from short-term realized gains(0.02)(0.08)
Total dividends declared(0.51)(0.42)
Net asset value at end of period$20.80 $20.96 
Shares outstanding at end of period53,790,939 40,713,710 
Net assets at end of period$1,118,966 $853,407 
Average net assets$1,092,490 $839,879 
Ratio of total expenses to average net assets (annualized) (2)9.69 %4.03 %
Ratio of net investment income to average net assets (annualized) (2)11.96 %9.92 %
Portfolio turnover ratio (annualized)2.25 %0.89 %
Total return (3)3.74 %3.91 %
(1)Weighted average per share data—basic and diluted; per share data was derived by using the weighted average shares outstanding during the applicable period.
(2)Represents the impact of the different share amounts used in calculating per share data as a result of calculating certain per share data based upon the weighted average basic shares outstanding during the period and certain per share data based on the shares outstanding as of a period end or transaction date.
(3)Does not include expenses of underlying investment companies.companies, including joint ventures.
(4)(3)Total return is calculated as the change in net asset value (“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
Subsequent to March 31, 2022,As of April 3, 2023, the Company made approximately $116.9 million of new commitments, of which $94.3 million closed and funded. The $94.3 million of investments consists of $82.5 million of first lien senior secured debt investments, $8.4 million of second lien senior secured and subordinated debt investments and $3.4 million of equity investments. The weighted average yield of the debt investments was 7.4%. In addition, the Company funded $14.7 million of previously committed delayed draw term loans.
On April 1, 2022, the Company issued and sold 9,576,574.4284,178,064.52 shares of its common stock (with the number of shares issued being determined on April 24, 2023), for an aggregate offering price of $200.7approximately $86.9 million at a price per share of $20.96,$20.80, determined in accordance with Section 23 of the 1940 Act. The sale of common stock was made pursuant to subscription agreements entered into by the Company and the participating investors in connection with the Private Offering pursuant to Section 4(a)(2) of the Securities Act and Regulation D thereunder.thereunder and/or Regulation S under the Securities Act.
On April 17, 2023, the Company amended the SMBC Credit Agreement (the “Amended SMBC Credit Facility”) to amend certain provisions of the SMBC Credit Facility to increase the facility size from $115 million to $165 million, subject to the terms of the Amended SMBC Credit Facility. In connection with the facility increase contemplated by the Amended SMBC Credit Facility, Regions Bank joined the SMBC Credit Facility as an additional multicurrency lender with a commitment of $50,000,000.
On May 5, 2022,4, 2023, the Board declared a quarterly distributionregular monthly distributions for June 2023 through August 2023. The regular monthly cash distributions, each in the gross amount of $0.43$0.20 per share are payable on June 15, 202229, 2023, July 28, 2023 and August 30, 2023, to holdersstockholders of record as ofon June 8, 2022.27, 2023, July 25, 2023 and August 28, 2023, respectively.
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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 statementsUnaudited Consolidated Financial Statements for the three months ended March 31, 2022,2023, including a brief discussion of our business, key factors that impacted our performance and a summary of our operating results. The following discussion should be read in conjunction with the Unaudited Consolidated Financial Statements and the notes thereto included in Item 1 of this Quarterly Report on Form 10-Q, and the Consolidated Financial Statements and notes thereto and Management’s Discussion and Analysis of Financial Condition and Results of Operations contained in our Annual Report on Form 10-K for the year ended December 31, 2021.2022. 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,"“expect,” “anticipate,” “target,” “goals,” “project,” “intend, “plan,” “believe,” “seek,” “estimate,” “continue,” “forecast,” “may,” “should,” “potential,” variations of such words, and similar expressions indicate a forward-looking statement, although not all forward-looking statements include these words. Readers are cautioned that the forward-looking statements contained in this Quarterly Report are only predictions, are not guarantees of future performance, and are subject to risks, events, uncertainties and assumptions that are difficult to predict. Our actual results could differ materially from those implied or expressed in the forward-looking statements for any reason, including the items discussed herein, in Item 1A entitled "Risk Factors"“Risk Factors” in Part I of our Annual Report on Form 10-K for the year ended December 31, 20212022 and in Item 1A entitled "Risk Factors"“Risk Factors” in Part II of our subsequently filed Quarterly Reports on Form 10-Q.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, including with respect to changes frommarkets; the impact of the COVID-19 pandemic; the length and duration of the COVID-19 outbreak in the United States as well as worldwideglobal health crises on our or our portfolio companies’ business and the magnitude of the economic impact of that outbreak; the effect of the COVID-19 pandemic onU.S. and global economies; our, business prospects and the prospects ofor our portfolio companies, including our and their ability to achieve our respective objectives; the effect of the disruptions caused by the COVID-19 pandemic on our ability to continue to effectively manage ourcompanies’, future business, and on the availability of equity and debt capital and our use of borrowed money to finance a portion of our investments;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 April 2, 2021 as a Maryland limited liability company named Barings Private Credit LLC and converted to a Maryland corporation named Barings Private Credit Corporation effective on May 13, 2021, in connection with the commencement of our operations. We have elected to be regulated as a BDC under the 1940 Act and are externally managed by Barings LLC, or Barings, an investment adviser that is registered with the SEC under the Advisers Act. In addition, we expect to electhave elected for federal income tax purposes to be treated as a RIC under Subchapter M of the Code and expect to maintain our qualification as a RIC annually thereafter.
An externally-managed BDC generally does not have any employees, and its investment and management functions are provided by an outside investment adviser and administrator under an advisory agreement and administration agreement. Instead of directly compensating employees, we pay Barings for investment management and administrative services pursuant to the terms of the Advisory Agreement and the Administration Agreement.
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We are a non-exchange traded, privately offered perpetual-life BDC, which is a BDC whose shares are not listed for trading on a stock exchange or other securities market. We use the term “privately offered perpetual-life BDC” to describe an investment vehicle of indefinite duration, whose shares of common stock are intended to be sold by the BDC on a continuous basis in private offerings at a price equal to the BDC’s net asset value per share.
91

Our primary investment objective is to generate current income by investing directly in privately-held middle-market companies to help these companies fund acquisitions, growth or refinancing. 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 opportunistically in assets such as, without limitation, equity, special situations, structured credit (e.g., private asset-backed securities), syndicated loan opportunities and/or mortgage securities. Barings employs fundamental credit analysis, and targets investments in businesses with low levels of cyclicality (i.e., the risk of business cycles or other economic cycles adversely affecting them) and operating risk relative to other businesses in this market segment. The holding size of each position will generally be dependent upon a number of factors including total facility size, pricing and structure, and the number of other lenders in the facility. Barings has experience managing levered vehicles, both public and private, and 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.To a lesser extent, we may make investments in syndicated loan opportunities for cash management and other purposes, which includes but is not limited to maintaining more liquid investments to manage our share repurchase program.
Formation Transactions/Initial Portfolio
On May 12, 2021, shortly prior to our election to be regulated as a BDC and conversion to a Maryland corporation, and in order to avoid the blind pool-aspects typically associated with the launch of a new fund, we acquired the Initial Portfolio from MassMutual and CM Life, which comprised a select portfolio of senior secured private debt investments in, and funding obligations to, well-established middle-market businesses that operate across a wide range of industries.
The investments in the Initial Portfolio were selected based upon our defined investment objective, amount and type of unfunded obligations associated with each investment and the investment requirements set forth under the 1940 Act or otherwise imposed by applicable laws, rules or regulations, including in accordance with our election to be treated as a RIC for tax purposes.
The aggregate purchase price for the Initial Portfolio was $602.4 million, which is equal to the sum of the fair values of each investment in the Initial Portfolio at the time of purchase of the Initial Portfolio, net of accrued fees associated with certain unfunded obligations in the Initial Portfolio. The investments in the Initial Portfolio were valued as of March 31, 2021 by an independent third-party valuation firm, provided that any investments in the Initial Portfolio acquired by MassMutual or CM Life after March 31, 2021 were initially valued at cost. In connection with the acquisition of the Initial Portfolio, Barings conducted certain valuation procedures to confirm whether there had been any material changes to the fair value of the investments and obligations in the Initial Portfolio from the previously determined fair value thereof and concluded that no purchase price adjustments were necessary given the absence of any such material changes.
We continue to invest in predominately senior secured private debt investments in well-established middle-market businesses that operate across a wide range of industries. 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. Terms of our senior secured private debt investments are generally between five and seven years and bear interest between the London Interbank OfferedSecured Overnight Financing Rate (“LIBOR”SOFR”) (or anthe applicable successor rate)currency rate for investments in foreign currencies) plus 450475 basis points and LIBORSOFR plus 650675 basis points per annum. To a lesser extent, we will invest opportunistically in assets such as, without limitation, equity, special situations, structured credit (e.g., private asset-backed securities), syndicated loan opportunities and/or mortgage securities.
As of March 31, 20222023 and December 31, 2021,2022, the weighted average yield on the principal amount of our outstanding debt investments other than non-accrual debt investments was approximately 6.7%10.3% and 6.6%9.9%, respectively. As of March 31, 2023 and December 31, 2022, the weighted average yield on the principal amount of all of our outstanding debt investments (including non-accrual debt investments) was approximately 10.2% and 9.8%, respectively.
COVID-19 Developments
The spread of the Coronavirus and the COVID-19 pandemic, and the related effect on the U.S. and global economies, has had adverse consequences for the business operations of some of our portfolio companies and has adversely affected, and threatens to continue to adversely affect, our operations and the operations of Barings, including with respect to us. Barings has taken proactive steps around COVID-19 to address the potential impacts on their people, clients, communities and everyone they come in contact with, directly or through their premises. Protecting their employees and supporting the communities in which they live and work is a priority. Barings has now adopted a hybrid working model globally while maintaining service levels to our partners and clients. Barings’ return-to-office taskforce continues to monitor the COVID-19 situation globally and
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is prepared to adapt office working patterns as required to ensure the safety of its employees and clients who visit Barings office locations. Barings’ cybersecurity policies are applied consistently when working remotely or in the office.
We cannot predict the full impact of the COVID-19 pandemic, including its duration in the United States and worldwide and the magnitude of the economic impact of the outbreak, including with respect to the travel restrictions, business closures and other quarantine measures imposed on service providers and other individuals by various local, state, and federal governmental authorities, as well as non-U.S. governmental authorities. We are unable to predict the extent and duration of any business and supply-chain disruptions, the extent to which COVID-19 will negatively affect our portfolio companies’ operating results or the impact that such disruptions may have on our results of operations and financial condition. Depending on the duration and extent of the disruption to the operations of our portfolio companies, we expect that certain portfolio companies could experience financial distress and possibly default on their financial obligations to us and their other capital providers. Some of our portfolio companies may significantly curtail business operations, furlough or lay off employees and terminate service providers, and defer capital expenditures if subjected to prolonged and severe financial distress, which would likely impair their business on a permanent basis. These developments would likely result in a decrease in the value of our investment in any such portfolio company.
We will continue to monitor the situation relating to the COVID-19 pandemic and guidance from U.S. and international authorities, including federal, state and local public health authorities and may take additional actions based on their recommendations. In these circumstances, there may be developments outside our control requiring us to adjust our plan of operation. As such, given the dynamic nature of this situation, we cannot reasonably estimate the impacts of COVID-19 on our financial condition, results of operations or cash flows in the future. However, to the extent our portfolio companies are adversely impacted by the effects of the COVID-19 pandemic, it may have a material adverse impact on our future net investment income, the fair value of our portfolio investments, our financial condition and the results of operations and financial condition of our portfolio companies.
Relationship with Our Adviser, Barings
Our Adviser, Barings, a wholly-owned subsidiary of 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' $290.9Barings’ $281.6 billion Global Fixed Income Platform (as of March 31, 2023) that invests in liquid, private and structured credit. Barings GPFG manages 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 the Company. BIIL is an investment adviser registered with the SEC in the U.S. and the Financial Conduct Authority in the United Kingdom with its principal office located in London. As of March 31, 2022,2023, BIIL had approximately £14.5£15.9 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 has agreed to performperforms (or oversee,oversees, or arrangearranges for, the performance of) the administrative services necessary for our operation, including, but not limited to, office facilities, equipment, clerical, bookkeeping and record keeping services at such office facilities and such other services as Barings, subject to review by the Board, will from time to time determine to be necessary or useful to perform its obligations under the Administration Agreement. Barings will also, on our behalf and subject to the Board’s oversight, arrange for the services of, and oversee, custodians, depositories, transfer agents, dividend disbursing agents, other stockholder servicing agents, accountants, attorneys, underwriters, brokers and dealers, corporate fiduciaries, insurers, banks and such other persons in any such other capacity deemed to be necessary or desirable. Barings is responsible for the financial and other records that we are required to maintain and will prepare all reports and other materials required to be filed with the SEC or any other regulatory authority.
Included in Barings GPFG is Barings North American Private Finance Team (the “U.S. Investment Team”), which consists of 51 investment professionals (as of March 31, 2023) located in three offices in the U.S. 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 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.
We have also entered into the Expense Support Agreement with Barings, pursuant to which Barings may elect to make certain Expense Payments on our behalf, including organization and offering expenses, provided that no portion of the payment will be used to pay any of our interest expenses or, if applicable following receipt of the Multi-Class Exemptive Relief (as defined in Part II, Item 2 of this Quarterly Report on Form 10-Q), if any, our distribution and/or shareholder servicing fees. Any
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Expense Payment that Barings commits to pay must be paid by Barings to us in any combination of cash or other immediately available funds no later than forty-five days after such commitment is made in writing, and/or offset against amounts due from us to Barings or its affiliates. If Barings elects to pay certain of our expenses, Barings will be entitled to reimbursement of such expenses from us if Available Operating Funds exceed the cumulative distributions accrued to our stockholders, subject to the terms of the Expense Support Agreement.
Portfolio Investment Composition
The total fair value of our investment portfolio was $1,618.4$2,271.4 million and $1,397.6$2,157.9 million as of March 31, 20222023 and December 31, 2021,2022, respectively. As of March 31, 2022,2023, we had investments in 234288 portfolio companies with an aggregate cost of $1,609.0$2,287.1 million. As of December 31, 2021,2022, we had investments in 219280 portfolio companies with an aggregate cost of $1,396.5$2,187.5 million. As of March 31, 20222023 and December 31, 2021,2022, none of our portfolio investments represented greater than 10% of the total fair value of our investment portfolio.
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As of March 31, 20222023 and December 31, 2021,2022, our investment portfolio consisted of the following investments:
($ in thousands)($ in thousands)CostPercentage of
Total
Portfolio		Fair ValuePercentage of
Total
Portfolio		($ in thousands)CostPercentage of
Total
Portfolio		Fair ValuePercentage of
Total
Portfolio
March 31, 2022:
March 31, 2023:March 31, 2023:
Senior debt and 1st lien notes
Senior debt and 1st lien notes
$1,331,220 83 %$1,323,568 82 %
Senior debt and 1st lien notes
$1,904,516 83 %$1,872,391 83 %
Subordinated debt and 2nd lien notes
Subordinated debt and 2nd lien notes
123,675 8 122,858 8 
Subordinated debt and 2nd lien notes
170,578 8 165,123 7 
Structured productsStructured products19,264 1 19,373 1 Structured products27,849 1 24,426 1 
Equity sharesEquity shares82,101 5 102,584 6 Equity shares145,965 6 180,623 8 
Equity warrantsEquity warrants4 — 1,073 — 
Investment in joint venturesInvestment in joint ventures52,728 3 50,050 3 Investment in joint ventures38,201 2 27,762 1 
$1,608,988 100 %$1,618,433 100 %$2,287,113 100 %$2,271,398 100 %
($ 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, 2021:
December 31, 2022:December 31, 2022:
Senior debt and 1st lien notes
Senior debt and 1st lien notes
1,144,755 82 %1,141,252 82 %
Senior debt and 1st lien notes
$1,817,043 83 %$1,777,492 82 %
Subordinated debt and 2nd lien notes
Subordinated debt and 2nd lien notes
113,999 8 114,779 8 
Subordinated debt and 2nd lien notes
169,463 8 163,899 8 
Structured productsStructured products19,261 2 19,566 2 Structured products28,560 1 25,022 1 
Equity sharesEquity shares72,534 5 75,040 5 Equity shares130,616 6 158,131 7 
Equity warrantsEquity warrants4 — 1,083 — 
Investment in joint venturesInvestment in joint ventures45,969 3 47,011 3 Investment in joint ventures41,815 2 32,253 2 
$1,396,518 100 %$1,397,648 100 %$2,187,501 100 %$2,157,880 100 %
Investment Activity
During the three months ended March 31, 2023, we made new investments totaling $71.8 million, made additional investments in existing portfolio companies totaling $59.3 million and made a $12.0 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 4 loans repaid at par totaling $29.2 million and received $11.0 million of portfolio company principal payments and sale proceeds, recognizing a net loss on these transactions of $0.5 million. In addition, we recognized a loss of $0.6 million on one of our debt investments that was restructured. Finally, we received $3.6 million of return of capital from one of our joint ventures.
During the three months ended March 31, 2022, we made new investments totaling $154.5 million, made additional investments in existing portfolio companies totaling $63.4 million, and made additional investments in existing joint venture equity portfolio companies totaling $6.8 million. We had 5 loans repaid at par totaling $7.0 million and received $2.5 million of portfolio company principal payments during the same period.
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Total portfolio investment activity for the three months ended March 31, 2023 and 2022 was as follows:
Three Months Ended
March 31, 2022:
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity
Shares		Investment in Joint VenturesTotal
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		Investment in Joint VenturesTotal
Fair value, beginning of periodFair value, beginning of period$1,141,252 $114,779 $19,566 $75,040 $47,011 $1,397,648 Fair value, beginning of period$1,777,492 $163,899 $25,022 $158,131 $1,083 $32,253 $2,157,880 
New investmentsNew investments198,574 9,734 — 9,567 6,759 224,634 New investments127,129 663 — 15,349 — — 143,141 
Proceeds from sales of investments(219)— — — — (219)
Proceeds from sales of investments/return of capitalProceeds from sales of investments/return of capital— — — — — (3,614)(3,614)
Loan origination fees receivedLoan origination fees received(4,770)18 — — — (4,752)Loan origination fees received(3,560)(20)— — — — (3,580)
Principal repayments receivedPrincipal repayments received(9,064)(361)— — — (9,425)Principal repayments received(38,759)(685)(714)— — — (40,158)
Payment-in-kind interest600 211 — — — 811 
Payment-in-kind interest/dividendsPayment-in-kind interest/dividends1,204 991 — — — — 2,195 
Accretion of loan premium/discountAccretion of loan premium/discount3 4 4 — — 11 Accretion of loan premium/discount151 48 3 — — — 202 
Accretion of deferred loan origination revenueAccretion of deferred loan origination revenue1,473 81 — — — 1,554��Accretion of deferred loan origination revenue2,482 121 — — — — 2,603 
Realized loss(132)(11)— — — (143)
Realized gain (loss)Realized gain (loss)(1,173)(4)— — — — (1,177)
Unrealized appreciation (depreciation)Unrealized appreciation (depreciation)(4,149)(1,597)(197)17,977 (3,720)8,314 Unrealized appreciation (depreciation)7,425 110 115 7,143 (10)(877)13,906 
Fair value, end of periodFair value, end of period$1,323,568 $122,858 $19,373 $102,584 $50,050 $1,618,433 Fair value, end of period$1,872,391 $165,123 $24,426 $180,623 $1,073 $27,762 $2,271,398 


Three Months Ended
March 31, 2022:
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity
Shares		Investment in Joint VenturesTotal
Fair value, beginning of period$1,141,252 $114,779 $19,566 $75,040 $47,011 $1,397,648 
New investments198,574 9,734 — 9,567 6,759 224,634 
Proceeds from sales of investments(219)— — — — (219)
Loan origination fees received(4,770)18 — — — (4,752)
Principal repayments received(9,064)(361)— — — (9,425)
Payment-in-kind interest600 211 — — — 811 
Accretion of loan premium/discount3 4 4 — — 11 
Accretion of deferred loan origination revenue1,473 81 — — — 1,554 
Realized gain (loss)(132)(11)— — — (143)
Unrealized appreciation (depreciation)(4,149)(1,597)(197)17,977 (3,720)8,314 
Fair value, end of period$1,323,568 $122,858 $19,373 $102,584 $50,050 $1,618,433 
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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 both March 31, 20222023, we had one portfolio company with its debt investment on non-accrual, the fair value of which was $8.5 million, which comprised 0.4% of the total fair value of our portfolio, and the cost of which was $16.8 million, which comprised 0.7% of the total cost of our portfolio. As of December 31, 2021,2022, we had noone portfolio company with its debt investment on non-accrual, assets.the fair value of which was $6.3 million, which comprised 0.3% of the total fair value of our portfolio, and the cost of which was $16.8 million, which comprised 0.8% of the total cost of our portfolio.
A summary of our non-accrual asset as of March 31, 2023 is provided below:
Core Scientific, Inc.
During the quarter ended December 31, 2022, we placed our debt investment in Core Scientific Inc., or Core Scientific, on non-accrual status effective with the monthly payment due October 31, 2022. As a result, under U.S. GAAP, we will not recognize interest income on our debt investment in Core Scientific for financial reporting purposes. As of March 31, 2023, the cost of our debt investment in Core Scientific was $16.8 million and the fair value of such investment was $8.5 million.
Results of Operations
ForComparison of the three months ended March 31, 2023 and 2022
Operating results for the three months ended March 31, 2023 and 2022 were as follows:
Three Months Ended
($ in thousands)March 31,
2022
Total investment income$29,291 
Total operating expenses8,459 
Net investment income before taxes20,832 
Income taxes, including excise tax expense1 
Net investment income after taxes20,831
Net realized gains271 
Net unrealized appreciation11,620 
Net realized gains and unrealized appreciation on investments and foreign currency transactions11,891 
Net increase in net assets resulting from operations$32,722
Three Months
 Ended		Three Months
 Ended
($ in thousands)March 31, 2023March 31, 2022
Total investment income$59,122 $29,291 
Total operating expenses26,404 8,459 
Net investment income before taxes32,718 20,832 
Income taxes, including excise tax expense53 1 
Net investment income after taxes32,665 20,831 
Net realized gains (losses)(22,384)271 
Net unrealized appreciation (depreciation)30,246 11,620 
Net realized gains (losses) and unrealized appreciation (depreciation) on investments and foreign currency transactions7,862 11,891 
Net increase in net assets resulting from operations$40,527 $32,722 
Net increases or decreases in net assets resulting from operations can vary substantially from period to period due to various factors, including recognition of realized gains and losses and unrealized appreciation and depreciation. As a result, comparisons of net changes in net assets resulting from operations may not be meaningful.
Investment Income
Three Months Ended
($ in thousands)March 31,
2022
Investment income:
Total interest income$21,471 
Total dividend income4,423 
Total fee and other income2,001 
Total payment-in-kind interest income1,396 
Total
Three Months
 Ended		Three Months
 Ended
($ in thousands)March 31, 2023March 31, 2022
Investment income:
Total interest income$49,976 $21,471 
Total dividend income3,712 4,423 
Total fee and other income3,354 2,001 
Total payment-in-kind interest income2,071 1,396 
Interest income from cash9 — 
Total investment income$59,122 $29,291 
The change in total investment income
$29,291 
Investment income for the three months ended March 31, 2023, as compared to the three months ended March 31, 2022, was driven byprimarily due to an increase in the average size our deploymentportfolio, an increase in the weighted average yield on the portfolio from higher base rates, an increase in acceleration of capital, increasing invested balance,unamortized OID and unamortized loan origination
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fee income associated with repayments of loans and increased payment-in-kind (“PIK”) interest income. The amount of our outstanding debt investments was $2,136.8 million as of March 31, 2023, as compared to $1,498.5 million as of March 31, 2022. The increase in the average size of our portfolio was largely due to the increased middle-market investment and special situation investment opportunities. The weighted average yield on the principal amount of our outstanding debt investments, other than non-accrual debt investments was 10.3% as of March 31, 2023, as compared to 6.7% as of March 31, 2022. For the three months ended March 31, 2023, dividends from portfolio companies and joint venture investments were $3.7 million, as compared to $4.4 million for the three months ended March 31, 2022. For the three months ended March 31, 2023, acceleration of unamortized OID income and payment-in-kindunamortized loan origination fee totaled $0.5 million, as compared to $0.1 million for the three months ended March 31, 2022. For the three months ended March 31, 2023, PIK interest income.
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income was $2.1 million, as compared to $1.4 million for the three months ended March 31, 2022.
Operating Expenses
Three Months Ended
($ in thousands)March 31,
2022
Operating expenses:
Interest and other financing fees$5,076 
Base management fees2,169 
Other general and administrative expenses1,214 
Total operating expenses$8,459 
Three Months
 Ended		Three Months
 Ended
($ in thousands)March 31, 2023March 31, 2022
Operating expenses:
Interest and other financing fees$18,563 $5,076 
Base management fees3,849 2,169 
Incentive fee2,594 — 
Other general and administrative expenses1,398 1,214 
Total operating expenses$26,404 $8,459 
Interest and Other Financing Fees
Interest and other financing fees during the three months ended March 31, 2023 were attributable to borrowings under the Revolving Credit Facility, the SMBC Credit Facility, the July 2026 Notes, the May 2027 Notes and Secured Borrowings (each as defined below under “Financial Condition, Liquidity and Capital Resources”). Interest and other financing fees during the three months ended March 31, 2022 were attributable to borrowings under the Revolving Credit Facility and the July 2026 Notes. The increase in interest and other financing fees for the three months ended March 31, 2023 as compared to the three months ended March 31, 2022, was primarily attributable to interest on the SMBC Facility, the May 2027 Notes (eachand Secured Borrowings and an increase in the weighted average interest rate on the Revolving Credit Facility. The weighted average interest on the Revolving Credit Facility was 6.7% as defined below under “Financial Condition, Liquidity and Capital Resources”).of March 31, 2023, as compared to 2.5% as of March 31, 2022.
Base Management Fee
Under the Advisory Agreement, we pay Barings a 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 prior to the quarter for which such fees are being calculated. The base management fee for any partial quarter is appropriately pro-rated. See Note 2 to our Unaudited Consolidated Financial Statements for additional information regarding the Advisory Agreement and the fee arrangement thereunder. For the three months ended March 31, 2023 and 2022, the amount of base management fee incurred was approximately $3.8 million and $2.2 million, respectively. The increase in the Base Management Fee for the three months ended March 31, 2023 versus the corresponding 2022 period is primarily related to the average value of gross assets increasing from $1,156.6 million as of the end of the two most recently completed calendar quarters prior to March 31, 2022 to $2,052.7 million as of the end of the two most recently completed calendar quarters prior to March 31, 2023.
Incentive Fee
Under the Advisory Agreement, we pay Barings an incentive fee. The incentive fee will be determined and paid quarterly in arrears based on the amount by which (x) the aggregate “pre-incentive fee net investment income” in respect of the then-current calendar quarter and the three preceding calendar quarters (the “Trailing Twelve Months”), exceeds (y) the hurdle amount in respect of the Trailing Twelve Months. See Note 2 to our Unaudited Consolidated Financial Statements for additional information regarding the terms of the Advisory Agreement and the fee arrangements thereunder. For the three months ended March 31, 2023, the amount of incentive fee incurred was approximately $2.6 million. For the three months ended March 31, 2022, we did not incur any incentive fees because the incentive fee was not payable until the completion of the first full calendar quarter following the one-year anniversary of the initial effective date of the Advisory Agreement, May 13, 2021.
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Other General and Administrative Expenses
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, 2023 and 2022, the amount of administration expense incurred and invoiced by Barings for expenses was $0.6 million and $0.4 million.million, respectively. In addition to expenses incurred under the Administration Agreement, other general and administrative expenses include Board fees, D&O insurance costs, offering costs, legal and accounting expenses and other costs related to our operations.
Net Realized Gains (Losses)
Net realized gains (losses) during the three months ended March 31, 2023 and 2022 were as follows:
Three Months Ended
($ in thousands)March 31,
2022
Net realized gains:
Non-Control / Non-Affiliate investments$(143)
Net realized losses on investments(143)
Foreign currency transactions414 
Net realized gains$271 
Three Months
 Ended		Three Months
 Ended
($ in thousands)March 31, 2023March 31, 2022
Net realized gains (losses):
Non-Control / Non-Affiliate investments$(1,177)$(143)
Net realized gains (losses) on investments(1,177)(143)
Foreign currency transactions(21,207)414 
Net realized gains (losses)$(22,384)$271 
During the three months ended March 31, 2023, we recognized net realized losses totaling $22.4 million, which consisted primarily of a net loss on foreign currency transactions of $21.2 million and a net loss on our loan portfolio of $1.2 million. During the three months ended March 31, 2022, we recognized net realized gains totaling $0.3 million, which consisted primarily of a net gain on foreign currency transactions of $0.4 million, partially offset by a net loss on our loan portfolio of $0.1 million.
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Net Unrealized Appreciation (Depreciation)
Net unrealized appreciation (depreciation) during the three months ended March 31, 2023 and 2022 waswere as follows:
Three Months Ended
($ in thousands)March 31,
2022
Net unrealized appreciation
Non-Control / Non-Affiliate investments$(6,120)
Affiliate investments14,280 
Net unrealized appreciation on investments8,160 
Foreign currency transactions3,460 
Net unrealized appreciation$11,620 
Three Months
 Ended		Three Months
 Ended
($ in thousands)March 31, 2023March 31, 2022
Net unrealized appreciation (depreciation)
Non-Control / Non-Affiliate investments$8,975 $(6,120)
Affiliate investments4,802 14,280 
Net unrealized appreciation (depreciation) on investments13,777 8,160 
Foreign currency transactions16,469 3,460 
Net unrealized appreciation (depreciation)$30,246 $11,620 
During the three months ended March 31, 2023, we recorded net unrealized appreciation totaling $30.2 million, consisting of net unrealized appreciation on our current portfolio of $11.6 million, net unrealized appreciation reclassification adjustments of $2.3 million related to the net realized losses on the sales / repayments of certain investments and net unrealized appreciation related to foreign currency transactions of $16.5 million, partially offset by deferred taxes of $0.2 million. The net unrealized appreciation on our current portfolio of $11.6 million was driven primarily by the impact of foreign currency exchange rates on investments of $7.0 million, credit or fundamental performance of investments of $5.2 million, partially offset by broad market moves for investments of $0.6 million.
During the three months ended March 31, 2022, we recorded net unrealized appreciation totaling $11.6 million, consisting of net unrealized appreciation on our current portfolio of $8.5 million and net unrealized appreciation related to foreign currency transactions of $3.5 million, partially offset by net unrealized depreciation reclassification adjustments of $0.2 million and deferred tax liability of $0.2 million. The net unrealized appreciation on our current portfolio of $8.5 million was driven primarily by credit or fundamental performance of investments of $17.5 million, partially offset by the impact of foreign currency exchange rates on investments of $4.1 million and broad market moves for investments of $4.9 million.
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Financial Condition, Liquidity and Capital Resources
We believe that our current cash and cash equivalents on hand, our available borrowing capacity under the Revolving Credit Facility and the SMBC Credit Facility 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. In addition, we expect to generate cash from the net proceeds of our continuous offering of shares of common stock in the Private Offering. This “Financial Condition, Liquidity and Capital Resources” section should be read in conjunction with “COVID-19 Developments” above, as well as with the notes to our Unaudited Consolidated Financial Statements in this Quarterly Report on Form 10-Q.
Under the 1940 Act, we are required to meet an asset coverage ratio, defined under the 1940 Act as the ratio of our total assets (less all liabilities and indebtedness not represented by senior securities) to our outstanding senior securities, of at least 150% after each issuance of senior securities. Our asset coverage ratio was 205.0%191.8% as of March 31, 2022.2023.
Cash Flows
For the three months ended March 31, 2023, we experienced a net decrease in cash in the amount of $56.2 million. During that period, our operating activities used $148.4 million in cash, consisting primarily of purchases of portfolio investments of $228.7 million, partially offset by proceeds from sales or repayments of portfolio investments totaling $83.6 million. In addition, our financing activities provided net cash of $92.2 million, consisting primarily of net borrowings of $64.0 million under the SMBC Credit Facility, net secured borrowings of $38.6 million and proceeds from the issuance of common stock of $18.0 million, partially offset by dividends paid in the amount of $26.9 million. As of March 31, 2023, we had $35.3 million of cash on hand, including foreign currencies.
For the three months ended March 31, 2022, we experienced a net decrease in cash in the amount of $94.5 million. During that period, our operating activities used $219.1 million in cash, consisting primarily of purchases of portfolio investments of $244.0 million, partially offset by proceeds from sales or repayments of portfolio investments totaling $10.5 million. In addition, our financing activities provided net cash of $124.6 million, consisting primarily of net borrowings of $139.3 million under the Revolving Credit Facility and proceeds from the issuance of common stock of $3.3 million, partially offset by dividends paid in the amount of $17.0 million. As of March 31, 2022, we had $29.0 million of cash on hand, including foreign currencies.
Financing Transactions
BNP Paribas Revolving Credit Facility
On May 11, 2021, BPC Funding, our wholly-owned subsidiary, entered into a senior secured revolving credit facility with BNP Paribas (“BNPP”) (as amended, the Revolving“Revolving Credit Facility with BNPP.Facility”). BNPP serves as administrative agent, State Street Bank and Trust Company serves as collateral agent, and we serve as servicer under the Revolving Credit Facility. The initial maximum amount of borrowings available under the Revolving Credit Facility was $400 million. On November 18, 2021, BPC Funding and BNPP amended the Revolving Credit Facility to increase the maximum amount of borrowings available to $600 million from $400 million. Effective on March 9, 2022, BPC Funding and BNPP amended the Revolving Credit Facility to increase the maximum amount of borrowings available to $800 million from $600 million.
Advances under the Revolving Credit Facility initially bore interest at a per annum rate equal to, in the case of dollar advances, three-month LIBOR, and in the case of foreign currency advances, the applicable benchmark in effect for such currency, plus an applicable margin of 1.65% to 2.60% per annum depending on the nature of the advances being requested under the Revolving Credit Facility. Effective on March 9, 2022, the term SOFR reference rate replaced LIBOR as an applicable index for U.S. dollar-based borrowings. Effective March 9, 2022, U.S. dollar advances under the Revolving Credit Agreement bear interest at a per annum rate equal to three-month term SOFR, plus an applicable margin of 1.80% to 2.75% per
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annum depending on the nature of the advances being requested under the Revolving Credit Agreement. BPC Funding currently pays an unused fee based on the average daily unused amount of the financing commitments, in addition to certain other fees as agreed between BPC Funding and BNPP. Commencing on September 9, 2022, BPC Funding will pay an unused fee of 1.25% per annum if the unused facility amount is greater than 50%, or 0.75% per annum if the unused facility amount is less than or equal to 50% and greater than 25%, based on the average daily unused amount of the financing commitments, in addition to certain other fees as agreed between BPC Funding and BNPP.
Advances under the Revolving Credit Facility are subject to compliance with borrowing base requirements, pursuant to which the amount of funds advanced by the lenders to BPC Funding vary depending upon the types of assets in BPC Funding’s portfolio. Assets must meet certain criteria in order to be included in the borrowing base, and the borrowing base is subject to certain portfolio restrictions including investment size, sector concentrations and investment type.
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Proceeds from borrowings under the Revolving Credit Facility may be used to fund portfolio investments by BPC Funding, to make advances under delayed draw term loans and revolving loans for which BPC Funding is a lender, and to make permitted distributions. The period during which BPC Funding may borrow under the Revolving Credit Facility expires on May 11, 2024, and the Revolving Credit Facility will mature and all amounts outstanding thereunder must be repaid by May 11, 2026.
BPC Funding’s obligations to the lenders under the Revolving Credit Facility are secured by a first priority security interest in all of BPC Funding’s portfolio investments and cash. The obligations of BPC Funding under the Revolving Credit Facility are non-recourse to us, and our exposure under the Revolving Credit Facility is limited to the value of our investment in BPC Funding.
In connection with the Revolving Credit Facility, BPC Funding has made certain customary representations and warranties and is required to comply with various covenants, reporting requirements and other customary requirements for similar facilities. The Revolving Credit Facility contains customary events of default for similar financing transactions, including if a change of control of BPC Funding occurs. Upon the occurrence and during the continuation of an event of default, BNPP may declare the outstanding advances and all other obligations under the Revolving Credit Facility immediately due and payable. The occurrence of an event of default (as described above) triggers a requirement that BPC Funding obtain the consent of BNPP prior to entering into any sale or disposition with respect to portfolio investments. As of March 31, 2022,2023, we were in compliance with all covenants of the Revolving Credit Facility.
As of March 31, 2022,2023, we had U.S. dollar borrowings of $516.4$653.4 million outstanding under the Revolving Credit Facility with a weighted average interest rate of 2.520% (weighted average one7.019% (three month LIBORSOFR of 0.297%4.676%), borrowings denominated in British pounds sterling of £25.2£30.2 million ($33.237.3 million U.S. dollars) with a weighted average interest rate of 2.564%5.412% (weighted average onethree month adjusted cumulative compounded SONIA of 0.196%3.080%), borrowings denominated in Australian dollars of A$22.17.8 million ($16.65.2 million U.S. dollars) with an interest rate of 2.214% (one5.532% (three month BBSW of 0.064%3.382%), borrowings denominated in Canadian dollars of C$5.4 million ($4.34.0 million U.S. dollars) with an interest rate of 2.870% (one7.173% (three month CDOR of 0.720%5.023%), borrowings denominated in New Zealand dollars of NZ$6.1 million ($4.23.8 million U.S. dollars) with an interest rate of 3.570% (one7.255% (three month NZBB of 1.170%4.855%) and borrowings denominated in Euros of €79.5€86.6 million ($88.594.1 million U.S. dollars) with an interest rate of 2.180% (one4.659% (three month EURIBOR of 0.000%2.492%). 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 Revolving Credit Facility borrowings is included in “net unrealized appreciation (depreciation) - foreign currency transactions” in our Unaudited Consolidated StatementStatements of Operations.
SMBC Revolving Credit Facility
On March 6, 2023, we entered into a senior secured revolving credit facility (the “SMBC Credit Facility”) pursuant to a Senior Secured Revolving Credit Agreement, with Sumitomo Mitsui Banking Corporation, as administrative agent, as lead arranger and as sole bookrunner, and the lenders and issuing banks from time to time party thereto .
The initial principal amount of the SMBC Credit Facility is $115 million, subject to availability under the borrowing base, which is based on our portfolio investments and other outstanding indebtedness, with an accordion provision to permit increases to the total facility amount up to $500 million, subject to the satisfaction of certain conditions.
Advances under the SMBC Credit Facility initially bear interest at a per annum rate equal to, (i) in the case of U.S. dollar advances, 1.00% per annum plus an “alternate base rate” (as described in the SMBC Credit Agreement) in the case of any ABR Loan and 2.00% per annum plus Term SOFR, (ii) in the case of foreign currency advances (other than Sterling), 1.00% per annum plus an “alternate base rate” (as described in the SMBC Credit Agreement) in the case of any ABR Loan and 2.00% plus the applicable benchmark in effect for such currency, and (iii) in the case of Sterling advances, 2.00% per annum plus Daily Simple RFR, in each case, depending on the nature of the advances being requested under the SMBC Credit Facility. Commencing on September 6, 2023, we will pay an unused fee of 0.50% per annum if the unused facility amount is equal to or exceeds 67%, or 0.375% per annum if the unused facility amount is less than 67%, based on the average daily unused amount of the financing commitments, in addition to certain other fees as agreed between us and the Administrative Agent.
Advances under the SMBC Credit Facility are subject to compliance with borrowing base requirements, pursuant to which the amount of funds advanced by the lenders to us varies depending upon the types of assets in our portfolio. Assets must meet certain criteria in order to be included in the borrowing base, and the borrowing base is subject to certain portfolio restrictions including investment size, sector concentrations and investment type.
The SMBC Credit Facility is guaranteed by BPCC Holdings, Inc., a subsidiary of our, and will be guaranteed by certain domestic subsidiaries of our that are formed or acquired by us in the future (collectively, the “Subsidiary Guarantors”).
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Proceeds of the SMBC Credit Facility may be used for general corporate purposes, including, without limitation, repaying outstanding indebtedness, making distributions, contributions and investments, and acquisition and funding, and such other uses as permitted under the SMBC Credit Agreement.
The period during which we may borrow under the SMBC Credit Facility expires on March 5, 2027, and the SMBC Credit Facility will mature and all amounts outstanding thereunder must be repaid by March 6, 2028. The SMBC Credit Facility is secured by a perfected first-priority interest in substantially all of the portfolio investments held by us and the Subsidiary Guarantors, subject to certain exceptions.
In connection with the SMBC Credit Facility, we have made certain customary representations and warranties and is required to comply with various covenants, reporting requirements and other customary requirements for similar facilities. The SMBC Credit Facility contains customary events of default for similar financing transactions, including if a change in control of us occurs. Upon the occurrence and during the continuation of certain event of defaults, the Administrative Agent may declare the outstanding advances and all other obligations under the SMBC Credit Facility immediately due and payable.
As of March 31, 2023, the Company had U.S. dollar borrowings of $64.0 million outstanding under the SMBC Credit Facility with a weighted average interest rate of 7.401% (three month SOFR of 4.897%).
July 2026 Notes
On July 29, 2021, we entered into the July 2021 NPA governing the issuance of (1) $75.0 million in aggregate principal amount of the Series A Notes, (2) $38.0 million in aggregate principal amount of the Series B Notes, and (3) $37.0 million in aggregate principal amount of the Series C Notes, in each case, to qualified institutional investors in a private placement. The Series A Notes, Series B Notes and Series C Notes were delivered and paid for on July 29, 2021, September 15, 2021 and October 28, 2021, respectively. The July 2026 Notes will mature on July 29, 2026 unless redeemed, purchased or prepaid prior to such date by us in accordance with the terms of the July 2021 NPA.
The July 2026 Notes for which we are required to obtain an initial rating by November 15, 2021, have a fixed interest rate of 3.5% per year, subject to a step up of (1) (x) 1.25% per year, to the extent that the initial rating for the July 2026 Notes does not satisfy certain investment grade rating conditions, and (y) at any time after we have received an investment grade rating for the July 2026 Notes, 0.75% per year, to the extent the July 2026 Notes thereafter fail to satisfy certain investment grade rating conditions and/or (2) 1.50% per year, to the extent the ratio of our secured debt to total assets exceeds specified thresholds, measured as of each fiscal quarter-end.
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Our obligations under the July 2021 NPA are general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by us.
The July 2026 Notes were offered in reliance on Section 4(a)(2) of the Securities Act. The July 2026 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. See Note 5 to our Unaudited Consolidated Financial Statements for additional information regarding the July 2021 NPA and the July 2026 Notes issued thereunder.
May 2027 Notes
On May 10, 2022, we entered into the May 2022 NPA governing the issuance of (1) $100.0 million in aggregate principal amount of Series D Notes and (2) $55.0 million in aggregate principal amount of Series E Notes, in each case, to qualified institutional investors in a private placement. The Series D Notes were delivered and paid for on May 10, 2022, and the Series E Notes were delivered and paid for on July 6, 2022.
The May 2027 Notes have a fixed interest rate of 6.0% per year, subject to a step up of (1) 0.75% per year, to the extent the May 2027 Notes fail to satisfy certain investment grade rating conditions and/or (2) 1.50% per year, to the extent the ratio of the Company’s secured debt to total assets exceeds specified thresholds, measured as of each fiscal quarter-end.
Our obligations under the May 2022 NPA are general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by us.
The May 2027 Notes were offered in reliance on Section 4(a)(2) of the Securities Act. The May 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. See Note 5 to our Unaudited Consolidated Financial Statements for additional information regarding the May 2022 NPA and the May 2027 Notes issued thereunder.
In connection with the offering of the Series D Notes, on May 10, 2022, we entered into a $100.0 million notional value interest rate swap. We receive a fixed rate interest at 6.00% paid semi-annually and pay quarterly based on a compounded daily
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rate of SOFR plus 3.24500%. The swap transaction matures on May 10, 2027. The interest expense related to the Series D Notes will be equally offset by proceeds received from the interest rate swap. The swap adjusted interest expense is included as a component of interest and other financing fees in our Unaudited Consolidated Statements of Operations. As of March 31, 2023, the interest rate swap had a fair value of $(1.6) million. Depending on the nature of the balance at period end, the fair value of the interest rate swap is either included as a component of derivative assets or derivative liabilities on our Unaudited Consolidated Balance Sheet. The change in fair value of the interest rate swap is offset by the change in fair value of the Series D Notes.
In connection with the offering of the Series E Notes, on July 6, 2022, we entered into a $55.0 million notional value interest rate swap. We receive a fixed rate interest at 6.00% paid semi-annually and pay quarterly based on a compounded daily rate of SOFR plus 3.38200%. The swap transaction matures on May 10, 2027. The interest expense related to the Series E Notes will be equally offset by proceeds received from the interest rate swap. The swap adjusted interest expense is included as a component of interest and other financing fees in our Unaudited Consolidated Statements of Operations. As of March 31, 2023, the interest rate swap had a fair value of $(1.2) million. Depending on the nature of the balance at period end, the fair value of the interest rate swap is either included as a component of derivative assets or derivative liabilities on our Unaudited Consolidated Balance Sheet. The change in fair value of the interest rate swap is offset by the change in fair value of the Series E Notes. The fair value of the Company’s interest rate swap is based on unadjusted prices from independent pricing services and independent indicative broker quotes, which are Level 2 inputs.
Secured Borrowings
As of March 31, 2023 and December 31, 2022, we had $57.2 million and $18.6 million, respectively, of secured borrowings (“Secured Borrowings”) outstanding, which were recorded as a result of certain securities that were sold and simultaneously repurchased at a premium, with amounts payable to the counterparty due on the repurchase settlement date, which is generally within 120 days of the trade date. Our Secured Borrowings bore interest at a weighted average rate of 7.960% as of March 31, 2023, as compared to 7.843% for the year ended December 31, 2022.
Share Repurchase Program
Beginning no later than the first full calendar quarter after the one-year anniversary of the Initial Closing, and atAt the discretion of the Board, we intend to commencecommenced a share repurchase program in which we intend tomay offer to repurchase, in each quarter, up to 5% of our shares of common stock outstanding as of the close of the previous calendar quarter, generally using a purchase price equal to the net asset value per share as of the last calendar day of the applicable quarter. However, we are not obligated to repurchase any shares and may choose to repurchase only some, or even none, of the shares that have been requested to be repurchased in any particular quarter in our discretion. The Board may amend, suspend or terminate the share repurchase program if it deems such action to be in our best interest and the best interest of our stockholders. As a result, share repurchases may not be available each quarter, stockholders may not be able to sell their shares promptly or at a desired price, and an investment in our shares is not suitable if you require short-term liquidity with respect to your investment in us. We intend to conduct such repurchase offers in accordance with the requirements of Rule 13e-4 promulgated under the Exchange Act and the 1940 Act and subject to compliance with applicable covenants and restrictions under our financing arrangements. All shares purchased by us pursuant to the terms of each tender offer will be redeemed and thereafter will be authorized and unissued shares.
There were no share repurchases duringDuring the three months ended March 31, 2022.2023, 481.464 shares were accepted for repurchase for a total value of $10,014.
DistributionsInvestment 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 Stockholders
We intend perform the fair value determinations relating to pay distributions to our stockholdersthe value of substantially all of our income, as determinedthe 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 discretion consideringentirety 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 our earnings, cash flow, capital needsbroker quotes or manual prices. The Adviser attempts to maximize the use of observable inputs and general financial conditionminimize the use of unobservable inputs. The availability of observable inputs can vary from
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Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
investment to investment and is affected by a wide variety of factors, including the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets and other characteristics particular to the security.
Valuation of Investment in Thompson Rivers and Waccamaw River
As 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 net asset value of each company and the requirementsCompany’s ownership percentage as a practical expedient. The net asset value 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 Maryland law.the Company’s Level 3 debt and equity securities as of March 31, 2023 and December 31, 2022. The weighted average range of unobservable inputs is based on fair value of investments.
March 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)
$1,660,200 Yield AnalysisMarket Yield7.4% – 28.8%11.3%Decrease
21,612 Discounted Cash Flow AnalysisDiscount Rate12.6%12.6%Decrease
6,350 Market ApproachAdjusted EBITDA Multiple7.3x7.3xIncrease
108,481 Recent TransactionTransaction Price95.0% – 100.0%96.9%Increase
Subordinated debt and 2nd lien notes(2)
128,252 Yield AnalysisMarket Yield9.0% – 16.9%12.9%Decrease
6,289 Market ApproachAdjusted EBITDA Multiple11.0x11.0xIncrease
643 Recent TransactionTransaction Price97.0%97.0%Increase
Equity shares7,197 Yield AnalysisMarket Yield15.4% – 16.7%16.1%Decrease
153,819 Market ApproachAdjusted EBITDA Multiple6.5x – 40.0x12.1xIncrease
1,487 Market ApproachRevenue Multiple6.3x – 9.5x6.6xIncrease
3,235 Net Asset ApproachLiabilities$(20,598.4)$(20,598.4)Decrease
13,261 Recent TransactionTransaction Price$0.01 – $1,408.64$942.50Increase
Equity warrants1,073 Market ApproachAdjusted EBITDA Multiple7.0x – 16.5x7.6xIncrease
(1) Excludes investments with an aggregate fair value amounting to $33,912, 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 $8,949, 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 $16,064, were valued by the Adviser using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
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Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
December 31, 2022
($ 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)
$1,440,027 Yield AnalysisMarket Yield7.2% – 30.8%11.4%Decrease
21,921 Discounted Cash Flow AnalysisDiscount Rate13.0%13.0%Decrease
262,514 Recent TransactionTransaction Price96.7% – 100.0%97.5%Increase
Subordinated debt and 2nd lien notes(2)
125,363 Yield AnalysisMarket Yield9.3% – 16.6%13.0%Decrease
6,931 Market ApproachAdjusted EBITDA Multiple9.0x9.0xIncrease
513 Recent TransactionTransaction Price97.3%97.3%Increase
Structured products(3)
7,584 Discounted Cash Flow AnalysisDiscount Rate10.4%10.4%Decrease
Equity shares9,462 Yield AnalysisMarket Yield15.7% – 17.8%16.6%Decrease
137,680 Market ApproachAdjusted EBITDA Multiple6.5x – 43.0x10.7xIncrease
1,406 Market ApproachRevenue Multiple6.5x – 7.0x6.8xIncrease
220 Market ApproachAdjusted EBITDA/Revenue Multiple Blend5.8x5.8xIncrease
3,219 Net Asset ApproachLiabilities$(8,941.8)$(8,941.8)Decrease
5,326 Recent TransactionTransaction Price$0.00 – $4,673.00$516.37Increase
Equity warrants1,083 Market ApproachAdjusted EBITDA Multiple6.5x – 17.5x7.3xIncrease
(1) Excludes investments with an aggregate fair value amounting to $11,588, 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 $10,487, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(3) Excludes investments with an aggregate fair value amounting to $8,796, 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 Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
The following tables present the Company’s investment portfolio at fair value as of March 31, 2023 and December 31, 2022, categorized by the ASC Topic 820 valuation hierarchy, as previously described:
 Fair Value as of March 31, 2023
($ in thousands)Level 1Level 2Level 3Total
Senior debt and 1st lien notes
$— $41,836 $1,830,555 $1,872,391 
Subordinated debt and 2nd lien notes
— 20,990 144,133 165,123 
Structured products— 8,362 16,064 24,426 
Equity shares52 1,572 178,999 180,623 
Equity warrants— — 1,073 1,073 
Investments subject to leveling$52 $72,760 $2,170,824 $2,243,636 
Investment in joint ventures(1)$27,762 
$2,271,398 
Fair Value as of December 31, 2022
($ in thousands)Level 1Level 2Level 3Total
Senior debt and 1st lien notes
$— $41,442 $1,736,050 $1,777,492 
Subordinated debt and 2nd lien notes
— 20,605 143,294 163,899 
Structured products— 8,642 16,380 25,022 
Equity shares53 765 157,313 158,131 
Equity warrants— — 1,083 1,083 
Investments subject to leveling$53 $71,454 $2,054,120 $2,125,627 
Investment in joint ventures(1)$32,253 
$2,157,880 
(1)The Company’s investments in Thompson Rivers and Waccamaw River are measured at fair value using NAV and have not been categorized in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Unaudited Consolidated Balance Sheet and Consolidated Balance Sheet.
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Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
The following tables reconcile the beginning and ending balances of the Company’s investment portfolio measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the three months ended March 31, 2023 and 2022:
Three Months Ended March 31, 2023
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity SharesEquity WarrantsTotal
Fair value, beginning of period$1,736,050 $143,294 $16,380 $157,313 $1,083 $2,054,120 
New investments127,129 663 — 14,788 — 142,580 
Proceeds from sales of investments— — — — — — 
Loan origination fees received(3,560)(20)— — — (3,580)
Principal repayments received(38,725)(685)(714)— — (40,124)
Payment in kind interest/dividends1,204 991 — — — 2,195 
Accretion of loan premium/discount141 46 — — — 187 
Accretion of deferred loan origination revenue2,482 85 — — — 2,567 
Realized gain (loss)(1,173)(4)— — — (1,177)
Unrealized appreciation (depreciation)7,007 (237)398 6,898 (10)14,056 
Fair value, end of period$1,830,555 $144,133 $16,064 $178,999 $1,073 $2,170,824 
Three Months Ended March 31, 2022
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity SharesTotal
Fair value, beginning of period$1,138,818 $92,224 $— $75,005 $1,306,047 
New investments192,122 9,734 — 6,049 207,905 
Transfers into Level 3, net— — 9,811 — 9,811 
Proceeds from sales of investments(219)— — — (219)
Loan origination fees received(4,770)18 — — (4,752)
Principal repayments received(9,032)(361)— — (9,393)
Payment in kind interest/dividends599 212 — — 811 
Accretion of loan premium/discount1 3 — — 4 
Accretion of deferred loan origination revenue1,473 47 — — 1,520 
Realized gain (loss)(132)(11)— — (143)
Unrealized appreciation (depreciation)(3,931)(1,037)162 17,983 13,177 
Fair value, end of period$1,314,929 $100,829 $9,973 $99,037 $1,524,768 
All realized gains and losses and unrealized appreciation and depreciation are included in earnings (changes in net assets) and are reported on separate line items within the Company’s Unaudited Consolidated Statements of Operations. Pre-tax net unrealized appreciation on Level 3 investments of $11.8 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. Pre-tax net unrealized appreciation on Level 3 investments of $13.3 million during the three months ended March 31, 2022, was related to portfolio company investments that were still held by the Company as of March 31, 2022.
During the three months ended March 31, 2023, the Company made investments of approximately $124.8 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 $18.4 million in portfolio companies to which it was previously committed to provide such financing.
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Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
During the three months ended March 31, 2022, the Company made investments of approximately $191.1 million in portfolio companies to which it was not previously contractually committed to provide such financing. During the three months ended March 31, 2022, the Company made investments of $33.5 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, our distribution ratesunsettled purchases and payment frequency may varysales are recorded as payables and receivables from timeunsettled transactions, respectively. While purchase and sales of the Company’s syndicated senior secured loans (if any) 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 time. We generally intendthe 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 declare and pay distributions on“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, 2023, 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 a quarterly basis, although5.0%, but no more than 25.0%, of the frequencyoutstanding voting securities of such distributionscompany.
Cash and Foreign Currencies
Cash consists of deposits held at a custodian bank and restricted cash pledged as collateral for certain derivative instruments. Cash is carried at cost, which approximates fair value. The Company places its cash with financial institutions and, at times, cash may vary,exceed insured limits under applicable law.
Investment Income
Interest income, including amortization of premium and we may make distributionsaccretion 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 monthlyloan 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 March 31, 2023 and December 31, 2022, the Company had one portfolio company with an investment that was 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.
Payment-in-Kind Interest
The Company currently holds, and expects to hold in the future.
We have adopted a dividend reinvestment planfuture, some loans in its portfolio that contain payment-in-kind (“DRIP”PIK”) that provides for reinvestment of dividends on behalf of our stockholders, unless a stockholder electsinterest provisions. PIK interest, computed at the contractual rate specified in each loan agreement, is periodically added to receive cash. As a result, when we declare a cash dividend, stockholders who have not opted outthe principal balance of the DRIPloan, 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.
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Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
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 their dividends automatically reinvestedbeen 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 sharesconnection with loan agreements (“Loan Origination Fees”) are recorded as deferred income and recognized as investment income over the term of ourthe 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, 2023 and 2022 was as follows:
Three Months EndedThree Months Ended
($ in thousands)March 31, 2023March 31, 2022
Recurring Fee Income:
Amortization of loan origination fees$2,194 $1,487 
Management, valuation and other fees562 366 
Total Recurring Fee Income2,756 1,853 
Non-Recurring Fee Income:
Acceleration of unamortized loan origination fees409 67 
Advisory, loan amendment and other fees189 81 
Total Non-Recurring Fee Income598 148 
Total Fee Income$3,354 $2,001 
General and Administrative Expenses
Other general and administrative expenses include Board fees, D&O insurance costs, offering costs, legal and accounting expenses, expenses reimbursable to the Adviser under the terms of the Administration Agreement and other costs related to operating the Company.
Offering Expenses
Costs associated with the offering of common stock ratherof the Company are capitalized as deferred offering expenses and included on the Consolidated Balance Sheet in “Prepaid expenses and other assets” and amortized over a twelve-month period from incurrence. These expenses consist primarily of legal fees and other costs incurred in connection with the Company’s private offering of common stock and the preparation of the Company’s registration statement on Form 10.
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
75
Barings Private Credit 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 March 31, 2023 and December 31, 2022, there were no individual investments representing greater than receiving cash dividends.10% of the fair value of the Company’s portfolio. As of both March 31, 2023 and December 31, 2022, the Company’s largest single portfolio company investment represented approximately 4.7% of the fair value of the Company’s portfolio. Income, consisting of interest, dividends, fees, other investment income and realization of gains or losses, 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.
We intendAs of March 31, 2023, all of BPC Funding LLC’s (“BPC Funding”) assets were pledged (or will be pledged when the related investment purchase settles) as collateral for the Revolving Credit Facility. As of March 31, 2023, all assets (other than those that are owned by BPC Funding) were pledged (or will be pledged when the related investment purchase settles) as collateral for the SMBC Credit Facility.
Financial and Derivative Instruments
Pursuant to electASC 815 Derivatives and Hedging, certain derivative instruments entered into by the Company are designated as hedging instruments. For all derivative instruments designated as a hedge, the entire change in the fair value of the hedging instrument shall be recorded in the same line item of the Unaudited Consolidated Statements of Operations as the hedged item. The Company’s derivative instruments are used to hedge the Company’s fixed rate debt, and therefore both the periodic payment and the change in fair value for the effective hedge, if applicable, will be recognized as components of interest expense in the Unaudited Consolidated Statements of Operations. The fair value of the Company’s interest rate swaps is based on unadjusted prices from independent pricing services and independent indicative broker quotes, which are Level 2 inputs.
Investments Denominated in Foreign Currency
As of March 31, 2023 the Company held 18 investments that were denominated in Australian dollars, two investments that were denominated in Canadian dollars, one investment that was denominated in Danish kroner, 69 investments that were denominated in Euros, one investment that was denominated in Swiss francs, one investment that was denominated in Swedish krona, two investments that were denominated in New Zealand dollars, one investment that was denominated in Norwegian krone and 29 investments that were denominated in British pounds sterling. As of December 31, 2022, the Company held 18 investments that were denominated in Australian dollars, two investments that were denominated in Canadian dollars, one investment that was denominated in Danish kroner, 65 investments that were denominated in Euros, one investment that was denominated in Swiss francs, one investment that was denominated in Swedish krona, two investments that were denominated in New Zealand dollars, one investment that was denominated in Norwegian krone and 29 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, 2023 and March 31, 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) - foreign currency transactions” and net realized gains or losses on forward currency contracts are included in “Net realized gains (losses) - foreign currency transactions” in the Company’s Unaudited Consolidated Statements of Operations.
Investments denominated in foreign currencies and foreign currency transactions may involve certain considerations and risks not typically associated with those of domestic origin, including unanticipated movements in the value of the foreign currency relative to the U.S. Dollar.
76
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
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 intendintends to make the required distributions to ourits stockholders as specified therein. In order to qualify for and 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 willthe Company is generally be required to pay income taxes only on the portion of ourits taxable income and gains we doit does not distribute (actually or constructively). The Company has historically met its minimum distribution requirements and certain built-in gains. We monitor ourcontinually 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 arrangement 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 ICTI. Depending on the level of ICTIinvestment company taxable income (“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.certain undistributed income unless the Company distributes, in a timely manner, an amount at least equal to the sum of (i) 98% of net ordinary income for each calendar year, (ii) 98.2% of the amount by which capital gains exceed capital losses (adjusted for certain ordinary losses) for the one-year period ending October 31 in that calendar year and (iii) certain undistributed amounts from previous years on which the Company paid no U.S. federal income tax. Any such carryover of taxable income must be distributed before the end of 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, 2023, the Company recorded a net expense of $0.1 million for U.S. federal excise tax.
78

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 year 2021), and has concluded that the provision for uncertain tax positions in the Company’s financial statements is appropriate.
ICTITaxable 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 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. 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.
Recent Developments
Subsequent toFor federal income tax purposes, the cost of investments owned as of March 31, 2023 and December 31, 2022 we madewas approximately $116.9$2,260.4 million and $2,160.8 million, respectively. As of new commitments,March 31, 2023, net unrealized appreciation on the Company’s investments (tax basis) was approximately $12.0 million, consisting of which $94.3 million closed and funded. The $94.3 million of investments consists of $82.5 million of first lien senior secured debt investments, $8.4 million of second lien senior secured and subordinated debt investments and $3.4 million of equity investments. The weighted average yieldgross unrealized appreciation, where the fair value of the debtCompany’s investments exceeds their tax cost, of approximately $88.8 million and gross unrealized depreciation, where the tax cost of the Company’s investments exceeds their fair value, of approximately $76.8 million. As of December 31, 2022, net unrealized depreciation on the Company’s investments (tax basis) was 7.4%. approximately $18.2 million, consisting of gross unrealized appreciation, where the fair value of the Company’s investments exceeds their tax cost, of approximately $83.6 million and gross unrealized depreciation, where the tax cost of the Company’s investments exceeds their fair value, of approximately $101.8 million.
In addition, the Company funded $14.7has 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 reflects 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 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 their ownership of the portfolio companies. This income tax expense or benefit, if any, is reflected in the Company’s Unaudited Consolidated Statements of Operations. Additionally, any unrealized appreciation related to portfolio investments held by the Taxable Subsidiary (net of unrealized depreciation related to portfolio investments held by the Taxable Subsidiary), if any, will be
77
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
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 Consolidated Balance Sheet. As of March 31, 2023 and December 31, 2022, the Company had a net deferred tax liability of $0.4 million and $0.2 million, respectively, pertaining to operating losses and tax basis differences related to certain partnership interests.
5. BORROWINGS
The Company had the following borrowings outstanding as of previously committedMarch 31, 2023 and December 31, 2022:
Issuance Date
($ in thousands)		Maturity DateInterest Rate as of March 31, 2023March 31, 2023December 31, 2022
Credit Facilities:
Revolving Credit Facility - May 11, 2021May 11, 20266.658%$797,858 $795,284 
SMBC Credit Facility - March 6, 2023March 6, 20287.401%64,000 — 
Total Credit Facilities$861,858 $795,284 
Notes:
July 29, 2021 - Series A NotesJuly 29, 20263.500%$75,000 $75,000 
September 15, 2021 - Series B NotesJuly 29, 20263.500%38,000 38,000 
October 28, 2021 - Series C NotesJuly 29, 20263.500%37,000 37,000 
May 10, 2022 - Series D Notes (1)May 10, 20276.000%98,447 95,466 
July 26, 2022 - Series E Notes (1)May 10, 20276.000%53,841 52,187 
(Less: Deferred financing fees)(576)(615)
Total Notes$301,712 $297,038 
Secured Borrowing:
Secured BorrowingMarch 14, 2023N/A$— $18,559 
Secured BorrowingApril 25, 20237.919%31,870 — 
Secured BorrowingMay 14, 20238.011%25,291 — 
Total Secured Borrowing$57,161 $18,559 
(1)Inclusive of change in fair market value of effective hedge.
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 191.8% as of March 31, 2023.
BNP Paribas Revolving Credit Facility
On May 11, 2021, BPC Funding, the Company’s wholly-owned subsidiary, entered into the Revolving Credit Facility with BNP Paribas (“BNPP”). BNPP serves as administrative agent, State Street Bank and Trust Company serves as collateral agent, and the Company serves as servicer under the Revolving Credit Facility. The initial maximum amount of borrowings available under the Revolving Credit Facility was $400 million. On November 18, 2021, BPC Funding and BNPP amended the Revolving Credit Facility to increase the maximum amount of borrowings available to $600 million from $400 million. Effective on March 9, 2022, BPC Funding and BNPP amended the Revolving Credit Facility to increase the maximum amount of borrowings available to $800 million from $600 million.
Advances under the Revolving Credit Facility initially bore interest at a per annum rate equal to, in the case of dollar advances, three-month LIBOR, and in the case of foreign currency advances, the applicable benchmark in effect for such currency, plus an applicable margin of 1.65% to 2.60% per annum depending on the nature of the advances being requested under the Revolving Credit Facility. Effective on March 9, 2022, the term SOFR reference rate replaced LIBOR as an applicable index for U.S. dollar-based borrowings. Effective March 9, 2022, U.S. dollar advances under the Revolving Credit Agreement bear interest at a per annum rate equal to three-month term SOFR, plus an applicable margin of 1.80% to 2.75% per annum depending on the nature of the advances being requested under the Revolving Credit Agreement. BPC Funding currently pays an unused fee based on the average daily unused amount of the financing commitments, in addition to certain other fees as agreed between BPC Funding and BNPP. Commencing on September 9, 2022, BPC Funding pays an unused fee of 1.25% per annum if the unused facility amount is greater than 50%, or 0.75% per annum if the unused facility amount is less than or equal
78
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
to 50% and greater than 25%, based on the average daily unused amount of the financing commitments, in addition to certain other fees as agreed between BPC Funding and BNPP.
Advances under the Revolving Credit Facility are subject to compliance with borrowing base requirements, pursuant to which the amount of funds advanced by the lenders to BPC Funding varies depending upon the types of assets in BPC Funding’s portfolio. Assets are required to meet certain criteria in order to be included in the borrowing base, and the borrowing base is subject to certain portfolio restrictions including investment size, sector concentrations and investment type.
Proceeds from borrowings under the Revolving Credit Facility may be used to fund portfolio investments by BPC Funding, to make advances under delayed draw term loans.loans and revolving loans for which BPC Funding is a lender, and to make permitted distributions. The period during which BPC Funding may borrow under the Revolving Credit Facility expires on May 11, 2024, and the Revolving Credit Facility will mature and all amounts outstanding thereunder must be repaid by May 11, 2026.
BPC Funding’s obligations to the lenders under the Revolving Credit Facility are secured by a first priority security interest in all of BPC Funding’s portfolio investments and cash. The obligations of BPC Funding under the Revolving Credit Facility are non-recourse to the Company, and the Company’s exposure under the Revolving Credit Facility is limited to the value of the Company’s investment in BPC Funding.
In connection with the Revolving Credit Facility, BPC Funding has made certain customary representations and warranties and is required to comply with various covenants, reporting requirements and other customary requirements for similar facilities. The Revolving Credit Facility contains customary events of default for similar financing transactions, including if a change of control of BPC Funding occurs. Upon the occurrence and during the continuation of an event of default, BNPP may declare the outstanding advances and all other obligations under the Revolving Credit Facility immediately due and payable. The occurrence of an event of default (as described above) triggers a requirement that BPC Funding obtain the consent of BNPP prior to entering into any sale or disposition with respect to portfolio investments. As of March 31, 2023, the Company was in compliance with all covenants of the Revolving Credit Facility.
As of March 31, 2023, the Company had U.S. dollar borrowings of $653.4 million outstanding under the Revolving Credit Facility with a weighted average interest rate of 7.019% (three month SOFR of 4.676%), borrowings denominated in British pounds sterling of £30.2 million ($37.3 million U.S. dollars) with a weighted average interest rate of 5.412% (weighted average three month adjusted cumulative compounded SONIA of 3.080%), borrowings denominated in Australian dollars of A$7.8 million ($5.2 million U.S. dollars) with an interest rate of 5.532% (three month BBSW of 3.382%), borrowings denominated in Canadian dollars of C$5.4 million ($4.0 million U.S. dollars) with an interest rate of 7.173% (three month CDOR of 5.023%), borrowings denominated in New Zealand dollars of NZ$6.1 million ($3.8 million U.S. dollars) with an interest rate of 7.255% (three month NZBB of 4.855%) and borrowings denominated in Euros of €86.6 million ($94.1 million U.S. dollars) with an interest rate of 4.659% (three month EURIBOR of 2.492%). 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 Revolving 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, 2022, the Company had U.S. dollar borrowings of $653.4 million outstanding under the Revolving Credit Facility with a weighted average interest rate of 6.465% (three month SOFR of 4.113%), borrowings denominated in British pounds sterling of £30.2 million ($36.3 million U.S. dollars) with a weighted average interest rate of 4.415% (weighted average three month adjusted cumulative compounded SONIA of 2.083%), borrowings denominated in Australian dollars of A$7.8 million ($5.3 million U.S dollars) with a weighted average interest rate of 5.210% (three month BBSW of 3.060%), borrowings denominated in Canadian dollars of C$5.4 million ($4.0 million U.S. dollars) with an interest rate of 6.708% (three month CDOR of 4.558%), borrowings denominated in New Zealand dollars of NZ$6.1 million ($3.9 million U.S. dollars) with an interest rate of 6.490% (three month NZBB of 4.090%) and borrowings denominated in Euros of €86.6 million ($92.4 million U.S. dollars) with an interest rate of 3.772% (three month EURIBOR of 1.605%). 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 Revolving Credit Facility borrowings is included in “unrealized appreciation (depreciation) - foreign currency transactions” in the Company’s Consolidated Statements of Operations.
As of March 31, 2023 and December 31, 2022, the fair value of the borrowings outstanding under the Revolving Credit Facility was $797.9 million and $795.3 million, respectively. The fair values of the borrowings outstanding under the Revolving Credit Facility are 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 Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
SMBC Revolving Credit Facility
On March 6, 2023, the Company entered into a Senior Secured Revolving Credit Agreement (the “SMBC Credit Agreement”) with Sumitomo Mitsui Banking Corporation, as administrative agent, as lead arranger and as sole bookrunner, and the lenders and issuing banks from time to time party thereto, which governs the SMBC Credit Facility. The initial principal amount of the SMBC Credit Facility is $115 million, subject to availability under the borrowing base, which is based on the Company’s portfolio investments and other outstanding indebtedness, with an accordion provision to permit increases to the total facility amount up to $500 million, subject to the satisfaction of certain conditions.
Advances under the SMBC Credit Facility initially bear interest at a per annum rate equal to, (i) in the case of U.S. dollar advances, 1.00% per annum plus an “alternate base rate” (as described in the SMBC Credit Agreement) in the case of any ABR Loan and 2.00% per annum plus Term SOFR, (ii) in the case of foreign currency advances (other than Sterling), 1.00% per annum plus an “alternate base rate” (as described in the SMBC Credit Agreement) in the case of any ABR Loan and 2.00% plus the applicable benchmark in effect for such currency, and (iii) in the case of Sterling advances, 2.00% per annum plus Daily Simple RFR, in each case, depending on the nature of the advances being requested under the SMBC Credit Facility. Commencing on September 6, 2023, the Company will pay an unused fee of 0.50% per annum if the unused facility amount is equal to or exceeds 67%, or 0.375% per annum if the unused facility amount is less than 67%, based on the average daily unused amount of the financing commitments, in addition to certain other fees as agreed between the Company and the Administrative Agent.
Advances under the SMBC Credit Facility are subject to compliance with borrowing base requirements, pursuant to which the amount of funds advanced by the lenders to the Company varies depending upon the types of assets in the Company’s portfolio. Assets must meet certain criteria in order to be included in the borrowing base, and the borrowing base is subject to certain portfolio restrictions including investment size, sector concentrations and investment type.
The SMBC Credit Facility is guaranteed by BPCC Holdings, Inc., a subsidiary of the Company, and will be guaranteed by certain domestic subsidiaries of the Company that are formed or acquired by the Company in the future (collectively, the “Subsidiary Guarantors”). Proceeds of the SMBC Credit Facility may be used for general corporate purposes, including, without limitation, repaying outstanding indebtedness, making distributions, contributions and investments, and acquisition and funding, and such other uses as permitted under the SMBC Credit Agreement.
The period during which the Company may borrow under the SMBC Credit Facility expires on March 5, 2027, and the SMBC Credit Facility will mature and all amounts outstanding thereunder must be repaid by March 6, 2028. The SMBC Credit Facility is secured by a perfected first-priority interest in substantially all of the portfolio investments held by the Company and the Subsidiary Guarantors, subject to certain exceptions.
In connection with the SMBC Credit Facility, the Company has made certain customary representations and warranties and is required to comply with various covenants, reporting requirements and other customary requirements for similar facilities. The SMBC Credit Facility contains customary events of default for similar financing transactions, including if a change in control of the Company occurs. Upon the occurrence and during the continuation of certain event of defaults, the Administrative Agent may declare the outstanding advances and all other obligations under the SMBC Credit Facility immediately due and payable.
As of March 31, 2023, the Company had U.S. dollar borrowings of $64.0 million outstanding under the SMBC Credit Facility with a weighted average interest rate of 7.401% (three month SOFR of 4.897%).
As of March 31, 2023, the fair value of the borrowings outstanding under the SMBC Credit Facility was $64.0 million. The fair values of the borrowings outstanding under the SMBC Credit Facility are based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
July 2026 Notes
On July 29, 2021, the Company entered into a Note Purchase Agreement (the “July 2021 NPA”) governing the issuance of (1) $75.0 million in aggregate principal amount of Series A senior unsecured notes due July 29, 2026 (the “Series A Notes”), (2) $38.0 million in aggregate principal amount of Series B senior unsecured notes due July 29, 2026 (the “Series B Notes”), and (3) $37.0 million in aggregate principal amount of Series C senior unsecured notes due July 29, 2026 (the “Series C Notes,” and collectively with the Series A Notes and the Series B Notes, the “July 2026 Notes”), in each case, to qualified institutional investors in a private placement. The Series A Notes, Series B Notes and Series C Notes were delivered and paid for on July 29, 2021, September 15, 2021, and October 28, 2021, respectively.
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Notes to Unaudited Consolidated Financial Statements — (Continued)
The July 2026 Notes have a fixed interest rate of 3.5% per year, subject to a step up of (1) 0.75% per year, to the extent the July 2026 Notes fail to satisfy certain investment grade rating conditions and/or (2) 1.50% per year, to the extent the ratio of the Company’s secured debt to total assets exceeds specified thresholds, measured as of each fiscal quarter-end.
The July 2026 Notes will mature on July 29, 2026 unless redeemed, purchased or prepaid prior to such date by the Company in accordance with the terms of the July 2021 NPA. Interest on the July 2026 Notes is due semiannually in January and July of each year, beginning in January 2022. In addition, the Company is obligated to offer to repay the July 2026 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 July 2021 NPA, the Company may redeem the July 2026 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 January 29, 2026, a make-whole premium.
The July 2021 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, permitted liens, and restricted payments. In addition, the July 2021 NPA contains the following financial covenants: (a) maintaining a minimum obligors’ net worth, measured as of each fiscal quarter-end; (b) not permitting the Company’s asset coverage ratio, as of the date of the incurrence of any debt for borrowed money or the making of any cash dividend to shareholders, to be less than the statutory minimum then applicable to the Company under the 1940 Act; and (c) not permitting the Company’s net debt to equity ratio to exceed 2.0x, measured as of each fiscal quarter-end.
The July 2021 NPA also contains customary events of default with customary cure and notice periods, including, without limitation, nonpayment, incorrect representation in any material respect, breach of covenant, cross-default under other indebtedness or that of the Company’s subsidiary guarantors, 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 July 2026 Notes at the time outstanding may declare all July 2026 Notes then outstanding to be immediately due and payable, subject to certain additional conditions in the event that then-outstanding July 2026 Notes are held by persons affiliated with the Company and certain of its affiliates.
The Company’s obligations under the July 2021 NPA are general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by the Company.
The July 2026 Notes were offered in reliance on Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”). The July 2026 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, 2023 and December 31, 2022, the fair value of the outstanding July 2026 Notes was $128.6 million and $125.9 million, respectively. The fair value determinations of the Series A Notes, Series B Notes and Series C Notes were based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
May 2027 Notes
On May 10, 2022, the Company entered into a Note Purchase Agreement (the “May 2022 NPA”) governing the issuance of (1) $100.0 million in aggregate principal amount of Series D senior unsecured notes due May 10, 2027 (the “Series D Notes”) and (2) $55.0 million in aggregate principal amount of Series E senior unsecured notes due May 10, 2027 (the “Series E Notes,” and collectively with the Series D Notes, the “May 2027 Notes”), in each case, to qualified institutional investors in a private placement. The Series D Notes were delivered and paid for on May 10, 2022, and the Series E Notes were delivered and paid for on July 6, 2022.
The May 2027 Notes have a fixed interest rate of 6.0% per year, subject to a step up of (1) 0.75% per year, to the extent the May 2027 Notes fail to satisfy certain investment grade rating conditions and/or (2) 1.50% per year, to the extent the ratio of the Company’s secured debt to total assets exceeds specified thresholds, measured as of each fiscal quarter-end.
The May 2027 Notes will mature on May 10, 2027 unless redeemed, purchased or prepaid prior to such date by the Company in accordance with the terms of the May 2022 NPA. Interest on the May 2027 Notes will be due semiannually in May and November of each year, beginning in November 2022. In addition, the Company is obligated to offer to repay the May 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 May 2022 NPA, the Company may redeem the May 2027 Notes in whole or in part at
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Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
any time or from time to time at the Company’s option at par plus accrued interest to the prepayment date and, if redeemed on or before November 10, 2026, a make-whole premium.
The May 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, permitted liens, and restricted payments. In addition, the May 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 shareholders, to be less than the statutory minimum then applicable to the Company under the 1940 Act; and (c) not permitting the Company’s net debt to equity ratio to exceed 2.0x, measured as of each fiscal quarter-end.
The May 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 May 2027 Notes at the time outstanding may declare all May 2027 Notes then outstanding to be immediately due and payable, subject to (i) certain additional requirements prior to the issuance of the Series E Notes and (ii) certain additional conditions in the event that then-outstanding May 2027 Notes are held by persons affiliated with the Company and certain of its affiliates.
The Company’s obligations under the May 2022 NPA are general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by the Company.
The May 2027 Notes were offered in reliance on Section 4(a)(2) of the Securities Act. The May 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, 2023 and December 31, 2022, the fair value of the outstanding May 2027 Notes was $141.7 million and $147.7 million, respectively. The fair value determinations of the May 2027 Notes were based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
In connection with the offering of the Series D Notes, on May 10, 2022, the Company entered into a $100.0 million notional value interest rate swap. The Company receives a fixed rate interest at 6.00% paid semi-annually and pays quarterly based on a compounded daily rate of SOFR plus 3.24500%. The swap transaction matures on May 10, 2027. The interest expense related to the Series D Notes will be equally offset by proceeds received from the interest rate swap. The swap adjusted interest expense is included as a component of interest and other financing fees in the Company’s Unaudited Consolidated Statements of Operations. As of March 31, 2023, the interest rate swap had a fair value of $(1.6) million. Depending on the nature of the balance at period end, the fair value of the interest rate swap is either included as a component of derivative assets or derivative liabilities on the Company’s Unaudited Consolidated Balance Sheet. The change in fair value of the interest rate swap is offset by the change in fair value of the Series D Notes. The fair value of the Company’s interest rate swap is based on unadjusted prices from independent pricing services and independent indicative broker quotes, which are Level 2 inputs.
In connection with the offering of the Series E Notes, on July 6, 2022, the Company entered into a $55.0 million notional value interest rate swap. The Company receives a fixed rate interest at 6.00% paid semi-annually and pays quarterly based on a compounded daily rate of SOFR plus 3.38200%. The swap transaction matures on May 10, 2027. The interest expense related to the Series E Notes will be equally offset by proceeds received from the interest rate swap. The swap adjusted interest expense is included as a component of interest and other financing fees in the Company’s Unaudited Consolidated Statements of Operations. As of March 31, 2023, the interest rate swap had a fair value of $(1.2) million. Depending on the nature of the balance at period end, the fair value of the interest rate swap is either included as a component of derivative assets or derivative liabilities on the Company’s Unaudited Consolidated Balance Sheet. The change in fair value of the interest rate swap is offset by the change in fair value of the Series E Notes. The fair value of the Company’s interest rate swap is based on unadjusted prices from independent pricing services and independent indicative broker quotes, which are Level 2 inputs.
Secured Borrowings
As of March 31, 2023 and December 31, 2022, the Company had $57.2 million and $18.6 million, respectively, of secured borrowings (“Secured Borrowings”) outstanding, which were recorded as a result of certain securities that were sold and simultaneously repurchased at a premium, with amounts payable to the counterparty due on the repurchase settlement date,
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Notes to Unaudited Consolidated Financial Statements — (Continued)
which is generally within 120 days of the trade date. The Company’s Secured Borrowings bore interest at a weighted average rate of 7.960% (three month SOFR of 4.897%) as of March 31, 2023, as compared to 7.843% (three month SOFR of 4.587%) for the year ended December 31, 2022. As of March 31, 2023 and December 31, 2022, the fair value of the Secured Borrowings was $57.2 million and $18.6 million, respectively. The fair value of the Secured Borrowings are based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
6. DERIVATIVE INSTRUMENTS
The Company enters into forward currency contracts from time to time to primarily help mitigate the impact that an adverse change in foreign exchange rates would have on net interest income from the Company’s investments and related borrowings denominated in foreign currencies. Forward currency contracts are considered undesignated derivative instruments.
The following tables present the Company’s foreign currency forward contracts as of March 31, 2023 and December 31, 2022:
As of March 31, 2023
($ in thousands)
Description
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$2,300$1,55704/11/23$(15)Derivative liabilities
Foreign currency forward contract (AUD)$46,243A$68,72804/11/23163 Derivative assets
Foreign currency forward contract (CAD)$5,383C$7,32604/11/23(33)Derivative liabilities
Foreign currency forward contract (DKK)200kr.$2904/11/23— Derivative assets
Foreign currency forward contract (DKK)$1,0987,639kr.04/11/23(17)Derivative liabilities
Foreign currency forward contract (EUR)$204,852€191,71104/11/23(3,646)Derivative liabilities
Foreign currency forward contract (GBP)£1,600$1,92904/11/2350 Derivative assets
Foreign currency forward contract (GBP)$66,247£54,75604/11/23(1,482)Derivative liabilities
Foreign currency forward contract (NZD)$5,234NZ$8,32304/11/2316 Derivative assets
Foreign currency forward contract (NOK)1,514kr$14004/11/235 Derivative assets
Foreign currency forward contract (NOK)$4,17040,964kr04/11/23247 Derivative assets
Foreign currency forward contract (SEK)$5555,751kr04/11/23(1)Derivative liabilities
Foreign currency forward contract (CHF)$5,3364,891Fr.04/11/23(25)Derivative liabilities
Total$(4,738)
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Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
As of December 31, 2022
($ in thousands)
Description
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$61,845$41,43401/09/23$660 Derivative assets
Foreign currency forward contract (AUD)A$2,300$1,55704/11/2314 Derivative assets
Foreign currency forward contract (AUD)$40,131A$61,84501/09/23(1,964)Derivative liabilities
Foreign currency forward contract (AUD)$42,446A$63,12804/11/23(684)Derivative liabilities
Foreign currency forward contract (CAD)C$7,479$5,49101/09/2335 Derivative assets
Foreign currency forward contract (CAD)$5,473C$7,47901/09/23(53)Derivative liabilities
Foreign currency forward contract (CAD)$5,383C$7,32604/11/23(35)Derivative liabilities
Foreign currency forward contract (DKK)7,401kr.$1,05601/09/239 Derivative assets
Foreign currency forward contract (DKK)$9827,401kr.01/09/23(83)Derivative liabilities
Foreign currency forward contract (DKK)$1,0787,499kr.04/11/23(9)Derivative liabilities
Foreign currency forward contract (EUR)€187,162$198,63201/09/231,693 Derivative assets
Foreign currency forward contract (EUR)$185,138€187,16201/09/23(15,187)Derivative liabilities
Foreign currency forward contract (EUR)$199,111€186,41104/11/23(1,665)Derivative liabilities
Foreign currency forward contract (GBP)£56,336$68,03201/09/2313 Derivative assets
Foreign currency forward contract (GBP)£1,600$1,92904/11/237 Derivative assets
Foreign currency forward contract (GBP)$62,569£56,33601/09/23(5,477)Derivative liabilities
Foreign currency forward contract (GBP)$66,247£54,75604/11/23(38)Derivative liabilities
Foreign currency forward contract (NZD)NZ$8,665$5,45101/09/2346 Derivative assets
Foreign currency forward contract (NZD)$5,009NZ$8,66501/09/23(487)Derivative liabilities
Foreign currency forward contract (NZD)$5,060NZ$8,04404/11/23(46)Derivative liabilities
Foreign currency forward contract (NOK)38,802kr$3,93901/09/236 Derivative assets
Foreign currency forward contract (NOK)$3,62638,802kr01/09/23(318)Derivative liabilities
Foreign currency forward contract (NOK)$4,09740,202kr04/11/23(7)Derivative liabilities
Foreign currency forward contract (SEK)5,694kr$54701/09/23— Derivative assets
Foreign currency forward contract (SEK)$5125,694kr01/09/23(35)Derivative liabilities
Foreign currency forward contract (SEK)$5555,751kr04/11/23— Derivative liabilities
Foreign currency forward contract (CHF)18,873Fr.$19,74401/09/23689 Derivative assets
Foreign currency forward contract (CHF)$19,49118,873Fr.01/09/23(942)Derivative liabilities
Foreign currency forward contract (CHF)$5,3364,891Fr.04/11/23(12)Derivative liabilities
Total$(23,870)
As of March 31, 2023 and December 31, 2022, the total fair value of the Company’s foreign currency forward contracts was $(4.7) million and $(23.9) million, respectively. The fair values of the Company’s foreign currency forward contracts are based on unadjusted prices from independent pricing services and independent indicative broker quotes, which are Level 2 inputs.
Net realized gains or losses on forward currency contracts are included in “Net realized gains (losses) - foreign currency transactions” in the Company’s Unaudited Consolidated Statements of Operations. Net realized gains or losses on forward contracts recognized by the Company for the three months ended March 31, 2023 and 2022 are shown in the following table:
Three Months EndedThree Months Ended
($ in thousands)March 31, 2023March 31, 2022
Forward currency contracts$(21,395)$957 
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Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Net unrealized appreciation or depreciation on forward currency contracts are included in “Net unrealized appreciation (depreciation) - foreign currency transactions” in the Company’s Unaudited Consolidated Statements of Operations. Net unrealized appreciation or depreciation on forward contracts recognized by the Company for the three months ended March 31, 2023 and 2022 are shown in the following table:
Three Months EndedThree Months Ended
($ in thousands)March 31, 2023March 31, 2022
Forward currency contracts$19,132 $2,400 

7. COMMITMENTS AND CONTINGENCIES
In the normal course of business, the Company is party to financial instruments with off-balance sheet risk, consisting primarily of unused commitments to extend financing to the Company’s portfolio companies. Since commitments may expire without being drawn upon, the total commitment amount does not necessarily represent future cash requirements. As of March 31, 2023 and December 31, 2022, the Company believed that it had adequate financial resources to satisfy its unfunded commitments. The balances of unused commitments to extend financing as of March 31, 2023 and December 31, 2022 were as follows:
Portfolio Company
($ in thousands)		Investment TypeMarch 31, 2023December 31, 2022
Accurus Aerospace Corporation(1)(2)Revolver$553 $691 
AlliA Insurance Brokers NV(1)(2)(3)Delayed Draw Term Loan2,055 — 
Amtech LLC(1)Delayed Draw Term Loan1,818 1,818 
Amtech LLC(1)Revolver455 364 
AnalytiChem Holding GmbH(1)(2)(3)Bridge Revolver470 462 
APC1 Holding(1)(3)Delayed Draw Term Loan— 354 
Aquavista Watersides 2 LTD(1)(2)(4)Capex / Acquisition Facility999 1,179 
Arc Education(1)(3)Delayed Draw Term Loan3,857 3,789 
Argus Bidco Limited(1)(2)(4)CAF Term Loan1,349 1,579 
Argus Bidco Limited(1)(2)(4)RCF Bridge Term Loan344 335 
ASC Communications, LLCRevolver647 647 
Astra Bidco Limited(1)(4)Delayed Draw Term Loan1,088 1,059 
ATL II MRO Holdings Inc.(1)Revolver2,500 2,500 
Avance Clinical Bidco Pty Ltd(1)(5)Delayed Draw Term Loan1,494 1,512 
Azalea Buyer, Inc.(1)Delayed Draw Term Loan962 962 
Azalea Buyer, Inc.(1)Revolver481 481 
Bariacum S.A(1)(3)Acquisition Facility978 961 
Beyond Risk Management, Inc.(1)(2)Delayed Draw Term Loan2,423 2,423 
Biolam Group(1)(2)(3)Delayed Draw Term Loan4,153 4,783 
Bounteous, Inc.(1)(2)Delayed Draw Term Loan2,697 2,697 
Brightpay Limited(1)(2)(3)Delayed Draw Term Loan192 188 
BrightSign LLC(1)(2)Revolver— 1,109 
British Engineering Services Holdco Limited(1)(4)Acquisition/Capex Facility209 203 
CAi Software, LLC(1)(2)Revolver943 943 
Canadian Orthodontic Partners Corp.(1)(2)(6)Delayed Draw Term Loan— 291 
Centralis Finco S.a.r.l.(1)(3)Incremental CAF Term Loan267 298 
CGI Parent, LLC(1)(2)Revolver1,653 1,653 
Classic Collision (Summit Buyer, LLC)(1)Delayed Draw Term Loan156 156 
Classic Collision (Summit Buyer, LLC)(1)Delayed Draw Term Loan5,143 5,143 
Comply365, LLC(1)Revolver575 489 
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Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)		Investment TypeMarch 31, 2023December 31, 2022
Coyo Uprising GmbH(1)(3)Delayed Draw Term Loan514 505 
DataServ Integrations, LLC(1)Revolver481 481 
DecksDirect, LLC(1)Revolver218 218 
Direct Travel, Inc.(1)Delayed Draw Term Loan193 233 
DISA Holdings Corp.(1)Delayed Draw Term Loan1,368 1,368 
DISA Holdings Corp.(1)Revolver429 416 
DreamStart BidCo SAS (d/b/a SmartTrade)(1)(2)(3)Acquisition Facility— 168 
Dune Group(1)(2)(3)Delayed Draw Term Loan1,542 1,515 
Dwyer Instruments, Inc.(1)Delayed Draw Term Loan4,513 4,513 
Eclipse Business Capital, LLC(1)Revolver12,963 12,321 
EMI Porta Holdco LLC(1)(2)Delayed Draw Term Loan7,947 7,947 
EMI Porta Holdco LLC(1)(2)Revolver936 1,261 
EPS NASS Parent, Inc.(1)Delayed Draw Term Loan92 92 
eShipping, LLC(1)Delayed Draw Term Loan1,274 1,274 
eShipping, LLC(1)Revolver743 743 
Eurofins Digital Testing International LUX Holding SARL(1)(3)Delayed Draw Term Loan2,686 2,639 
Eurofins Digital Testing International LUX Holding SARL(1)(2)(3)Delayed Draw Term Loan537 528 
Events Software BidCo Pty Ltd(1)(2)Delayed Draw Term Loan640 640 
Express Wash Acquisition Company, LLC(1)(2)Revolver115 115 
F24 (Stairway BidCo GmbH)(1)(2)(3)Acquisition Term Loan54 57 
Faraday(1)(2)(3)Delayed Draw Term Loan1,947 — 
FineLine Systems(1)(2)Delayed Draw Term Loan— 478 
Footco 40 Limited(1)(2)(4)Delayed Draw Term Loan556 766 
Fortis Payment Systems, LLC(1)(2)Delayed Draw Term Loan925 925 
FragilePak LLC(1)Delayed Draw Term Loan4,649 4,649 
GB Eagle Buyer, Inc.(1)(2)Revolver3,226 3,226 
Glacis Acquisition S.A.R.L.(1)(3)Delayed Draw Term Loan7,532 7,399 
Global Academic Group Limited(1)(7)Term Loan446 451 
GPZN II GmbH(1)(2)(3)CAF Term Loan— 560 
Graphpad Software, LLC(1)(2)Delayed Draw Term Loan2,602 2,602 
Greenhill II BV(1)(3)Capex Acquisition Facility259 255 
Groupe Product Life(1)(3)Delayed Draw Term Loan1,122 1,102 
Gusto Aus BidCo Pty Ltd(1)(5)Delayed Draw Term Loan220 223 
HeartHealth Bidco Pty Ltd(1)(5)Delayed Draw Term Loan309 313 
Heartland Veterinary Partners, LLC(1)Delayed Draw Term Loan148 148 
Heartland, LLC(1)Delayed Draw Term Loan336 710 
Heavy Construction Systems Specialists, LLC(1)Revolver2,193 2,193 
HEKA Invest(1)(2)(3)Delayed Draw Term Loan1,131 1,111 
HTI Technology & Industries(1)(2)Delayed Draw Term Loan1,691 1,691 
HTI Technology & Industries(1)(2)Revolver1,128 1,128 
HW Holdco, LLC (Hanley Wood LLC)(1)Delayed Draw Term Loan655 1,074 
Innovad Group II BV(1)(2)(3)Delayed Draw Term Loan203 200 
INOS 19-090 GmbH(1)(3)Acquisition Facility221 217 
Interstellar Group B.V.(1)(3)Delayed Draw Term Loan2,668 2,621 
Interstellar Group B.V.(1)(3)Delayed Draw Term Loan113 111 
Isolstar Holding NV (IPCOM)(1)(2)(3)Accordion Facility3,761 3,695 
86
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)		Investment TypeMarch 31, 2023December 31, 2022
Isolstar Holding NV (IPCOM)(1)(2)(3)Accordion Facility617 606 
Isolstar Holding NV (IPCOM)(1)(2)(3)Delayed Draw Term Loan1,515 1,488 
ITI Intermodal, Inc.(1)(2)Delayed Draw Term Loan— 103 
ITI Intermodal, Inc.(1)(2)Delayed Draw Term Loan4,249 — 
ITI Intermodal, Inc.(1)(2)Revolver857 118 
Jaguar Merger Sub Inc.(1)Delayed Draw Term Loan— 422 
Jaguar Merger Sub Inc.(1)Revolver— 490 
Jon Bidco Limited(1)(7)Capex & Acquisition Facility745 753 
Jones Fish Hatcheries & Distributors LLC(1)(2)Revolver418 418 
Kano Laboratories LLC(1)(2)Delayed Draw Term Loan724 724 
Kano Laboratories LLC(1)Delayed Draw Term Loan860 860 
Lambir Bidco Limited(1)(2)(3)Delayed Draw Term Loan833 819 
Lattice Group Holdings Bidco Limited(1)(2)Delayed Draw Term Loan255 298 
LeadsOnline, LLC(1)Revolver1,952 1,952 
LivTech Purchaser, Inc.(1)(2)Delayed Draw Term Loan244 244 
Marmoutier Holding B.V.(1)(2)(3)Delayed Draw Term Loan24 24 
Marmoutier Holding B.V.(1)(2)(3)Revolver108 106 
Marshall Excelsior Co.(1)Revolver29 216 
MC Group Ventures Corporation(1)Delayed Draw Term Loan467 467 
Mercell Holding AS(1)(8)Capex Acquisition Facility750 797 
Mertus 522. GmbH(1)(2)(3)Capex Acquisition Facility2,794 2,745 
Modern Star Holdings Bidco Pty Limited(1)(2)(5)Term Loan58 59 
Murphy Midco Limited(1)(2)(4)Delayed Draw Term Loan87 97 
Narda Acquisitionco., Inc.(1)(2)Revolver953 953 
NeoxCo(1)(2)(3)Delayed Draw Term Loan489 — 
Nexus Underwriting Management Limited(1)(2)(4)Acquisition Facility1,061 1,254 
NF Holdco, LLC(1)(2)Revolver1,479 — 
Novotech Aus Bidco Pty Ltd(1)(2)Capex & Acquisition Facility971 971 
NPM Investments 28 BV(1)(3)Delayed Draw Term Loan942 925 
OA Buyer, Inc.(1)Revolver1,331 1,331 
OAC Holdings I Corp(1)Revolver254 607 
OG III B.V.(1)(3)Accordion Facility— 650 
Omni Intermediate Holdings, LLC(1)(2)Delayed Draw Term Loan— 3,407 
Omni Intermediate Holdings, LLC(1)(2)Delayed Draw Term Loan806 1,008 
Options Technology Ltd.(1)(2)Delayed Draw Term Loan1,406 1,406 
OSP Hamilton Purchaser, LLC(1)(2)Revolver885 187 
Pare SAS (SAS Maurice MARLE)(1)Delayed Draw Term Loan2,100 2,100 
PDQ.Com Corporation(1)Delayed Draw Term Loan3,836 3,836 
Polara Enterprises, L.L.C.(1)Revolver947 947 
Premium Invest(1)(3)Delayed Draw Term Loan6,084 5,977 
ProfitOptics, LLC(1)Revolver123 193 
Protego Bidco B.V.(1)(2)(3)Delayed Draw Term Loan260 255 
PSP Intermediate 4, LLC(1)(2)(3)Delayed Draw Term Loan740 727 
QPE7 SPV1 BidCo Pty Ltd(1)(5)Accordion Facility— 2,585 
Qualified Industries, LLC(1)(2)Revolver364 — 
Questel Unite(1)(2)(3)Incremental Term Loan2,749 2,701 
R1 Holdings, LLC(1)Delayed Draw Term Loan1,820 2,623 
87
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)		Investment TypeMarch 31, 2023December 31, 2022
R1 Holdings, LLC(1)Revolver1,601 1,601 
Randys Holdings, Inc.(1)(2)Delayed Draw Term Loan5,516 5,516 
Randys Holdings, Inc.(1)(2)Revolver1,891 1,964 
Rep Seko Merger Sub LLC(1)(2)Delayed Draw Term Loan415 520 
Reward Gateway (UK) Ltd(1)(2)(4)Acquisition Facility787 765 
Rocade Holdings LLC(1)Preferred Equity98,000 — 
Royal Buyer, LLC(1)Delayed Draw Term Loan2,776 2,945 
Royal Buyer, LLC(1)Revolver1,787 1,787 
Safety Products Holdings, LLC(1)(2)Delayed Draw Term Loan2,730 2,730 
Sanoptis S.A.R.L.(1)(3)Acquisition Capex Facility3,024 5,535 
Sanoptis S.A.R.L.(1)(2)(9)CAF Delayed Draw Term Loan1,199 — 
SBP Holdings LP(1)(2)Delayed Draw Term Loan1,469 — 
SBP Holdings LP(1)(2)Revolver887 — 
Scaled Agile, Inc.(1)(2)Delayed Draw Term Loan416 416 
Scaled Agile, Inc.(1)(2)Revolver336 336 
Scout Bidco B.V.(1)(3)Delayed Draw Term Loan1,155 1,135 
Scout Bidco B.V.(1)(3)Revolver524 515 
Sereni Capital NV(1)(2)(3)Delayed Draw Term Loan1,599 — 
Sereni Capital NV(1)(2)(3)Term Loan— 109 
Simulation Software Investment Company Pty Ltd(1)Delayed Draw Term Loan408 408 
Smartling, Inc.(1)(2)Delayed Draw Term Loan2,076 2,076 
Smartling, Inc.(1)(2)Revolver1,038 1,038 
Soho Square III Debtco II SARL(1)(4)Delayed Draw Term Loan3,478 3,383 
Solo Buyer, L.P.(1)(2)Revolver1,995 1,995 
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)(1)Delayed Draw Term Loan399 665 
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)(1)Revolver141 156 
Spatial Business Systems LLC(1)Delayed Draw Term Loan7,500 7,500 
Spatial Business Systems LLC(1)Revolver1,406 1,406 
SSCP Pegasus Midco Limited(1)(4)Delayed Draw Term Loan463 451 
Superjet Buyer, LLC(1)Revolver1,825 1,825 
Syntax Systems Ltd(1)(2)Delayed Draw Term Loan1,770 1,770 
Syntax Systems Ltd(1)(2)Revolver309 309 
Tank Holding Corp(1)Revolver469 545 
Tanqueray Bidco Limited(1)(2)(4)Capex Facility1,118 1,088 
Techone B.V.(1)(3)Revolver144 94 
Tencarva Machinery Company, LLC(1)Revolver1,129 1,129 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)Delayed Draw Term Loan4,195 4,195 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)Revolver1,233 1,233 
The Cleaver-Brooks Company, Inc.(1)Revolver2,768 2,422 
The Hilb Group, LLC(1)(2)Delayed Draw Term Loan1,843 2,537 
Trader Corporation(1)(6)Revolver345 345 
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 Loan1,509 1,509 
Union Bidco Limited(1)(2)(4)Acquisition Facility216 210 
United Therapy Holding III GmbH(1)(2)(3)Acquisition Facility625 1,089 
88
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)		Investment TypeMarch 31, 2023December 31, 2022
Unither (Uniholding)(1)(2)(3)Delayed Draw Term Loan471 — 
USLS Acquisition, Inc. (f/k/a US Legal Support, Inc.)(1)Delayed Draw Term Loan3,371 3,371 
W2O Holdings, Inc.(1)(2)Delayed Draw Term Loan108 — 
W2O Holdings, Inc.(1)(2)Delayed Draw Term Loan— 487 
Waccamaw River LLC(2)Joint Venture2,480 2,480 
Whitcraft Holdings, Inc.(1)Revolver2,515 — 
Woodland Foods, LLC(1)(2)Line of Credit330 330 
WWEC Holdings III Corp(1)(2)Delayed Draw Term Loan2,329 2,329 
WWEC Holdings III Corp(1)(2)Revolver1,025 1,025 
Xeinadin Bidco Limited(1)(4)CAF Term Loan4,876 4,743 
ZB Holdco LLC(1)Delayed Draw Term Loan— 1,352 
ZB Holdco LLC(1)Revolver845 845 
Zeppelin Bidco Limited(1)(2)(4)Capex / Acquisition Facility1,293 1,258 
Total unused commitments to extend financing$346,948 $247,730 
(1)The Adviser’s estimate of the fair value of the current investments in these portfolio companies includes an analysis of the fair value of any unfunded commitments.
(2)Represents a commitment to extend financing to a portfolio company where one or more of the Company’s current investments in the portfolio company are carried at less than cost.
(3)Actual commitment amount is denominated in Euros. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(4)Actual commitment amount is denominated in British pounds sterling. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(5)Actual commitment amount is denominated in Australian dollars. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(6)Actual commitment amount is denominated in Canadian dollars. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(7)Actual commitment amount is denominated in New Zealand dollars. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(8)Actual commitment amount is denominated in Norwegian Kroner. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(9)Actual commitment amount is denominated in Swiss francs. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
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Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
8. FINANCIAL HIGHLIGHTS
The following is a schedule of financial highlights for the three months ended March 31, 2023 and 2022:
 Three Months
Ended		Three Months
Ended
($ in thousands, except share and per share amounts)March 31, 2023March 31, 2022
Per share data:
Net asset value at beginning of period$20.55 $20.58 
Net investment income (1)0.61 0.51 
Net realized gain on investments / foreign currency transactions (1)(0.42)— 
Net unrealized appreciation (depreciation) on investments / foreign currency transactions (1)0.57 0.29 
Total increase from investment operations (1)0.76 0.80 
Dividends paid to stockholders from net investment income(0.49)(0.34)
Dividends paid to stockholders from short-term realized gains(0.02)(0.08)
Total dividends declared(0.51)(0.42)
Net asset value at end of period$20.80 $20.96 
Shares outstanding at end of period53,790,939 40,713,710 
Net assets at end of period$1,118,966 $853,407 
Average net assets$1,092,490 $839,879 
Ratio of total expenses to average net assets (annualized) (2)9.69 %4.03 %
Ratio of net investment income to average net assets (annualized) (2)11.96 %9.92 %
Portfolio turnover ratio (annualized)2.25 %0.89 %
Total return (3)3.74 %3.91 %
(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 net asset value (“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
As of April 1, 2022, we issued and3, 2023, the Company sold 9,576,574.4284,178,064.52 shares of ourits common stock (with the number of shares issued being determined on April 24, 2023), for an aggregate offering price of $200.7approximately $86.9 million at a price per share of $20.96,$20.80, determined in accordance with Section 23 of the 1940 Act. The sale of common stock was made pursuant to subscription agreements entered into by usthe Company and the participating investors in connection with our private continuous offering of up to $2,000,000,000 in shares of our common stockthe Private Offering pursuant to Section 4(a)(2) of the Securities Act and Regulation D thereunder.thereunder and/or Regulation S under the Securities Act.
On April 17, 2023, the Company amended the SMBC Credit Agreement (the “Amended SMBC Credit Facility”) to amend certain provisions of the SMBC Credit Facility to increase the facility size from $115 million to $165 million, subject to the terms of the Amended SMBC Credit Facility. In connection with the facility increase contemplated by the Amended SMBC Credit Facility, Regions Bank joined the SMBC Credit Facility as an additional multicurrency lender with a commitment of $50,000,000.
On May 5, 2022, our4, 2023, the Board declared a quarterly distributionregular monthly distributions for June 2023 through August 2023. The regular monthly cash distributions, each in the gross amount of $0.43$0.20 per share are payable on June 15, 202229, 2023, July 28, 2023 and August 30, 2023, to holdersstockholders of record ason June 27, 2023, July 25, 2023 and August 28, 2023, respectively.
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Item 2.Management’s Discussion and Analysis of June 8, 2022.
Critical Accounting PoliciesFinancial Condition and UseResults of EstimatesOperations.
The preparationfollowing discussion is designed to provide a better understanding of our unauditedUnaudited Consolidated Financial Statements for the three months ended March 31, 2023, 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. Historical results and percentage relationships among any amounts in the financial statements are not necessarily indicative of trends in accordance with U.S. GAAP requires managementoperating 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, certain estimatesthe 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 affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses for the periods covered by such financial statements. We have identified investment valuation and revenue recognition as our most critical accounting estimates. On an ongoing basis, we evaluate our estimates, including those relatedare difficult 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. Actualpredict. Our actual results could differ materially from those estimates under different assumptionsimplied or conditions. A discussionexpressed in the forward-looking statements for any reason, including the items discussed herein, in Item 1A entitled “Risk Factors” in Part I of our critical accounting policies follows.
Investment Valuation
The most significant estimate inherentAnnual Report on Form 10-K for the year ended December 31, 2022 and in Item 1A entitled “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 preparationfinancial 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 financialmanagement 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 April 2, 2021 as a Maryland limited liability company named Barings Private Credit LLC and converted to a Maryland corporation named Barings Private Credit Corporation effective on May 13, 2021, in connection with the commencement of our operations. We have elected to be regulated as a BDC under the 1940 Act and are externally managed by Barings LLC, or Barings, an investment adviser that is registered with the valuationSEC under the Advisers Act. In addition, we have elected for federal income tax purposes to be treated as a RIC under Subchapter M of investmentsthe Code and expect to maintain our qualification as a RIC annually thereafter.
An externally-managed BDC generally does not have any employees, and its investment and management functions are provided by an outside investment adviser and administrator under an advisory agreement and administration agreement. Instead of directly compensating employees, we pay Barings for investment management and administrative services pursuant to the terms of the Advisory Agreement and the related amountsAdministration Agreement.
We are a non-exchange traded, privately offered perpetual-life BDC, which is a BDC whose shares are not listed for trading on a stock exchange or other securities market. We use the term “privately offered perpetual-life BDC” to describe an investment vehicle of unrealized appreciationindefinite duration, whose shares of common stock are intended to be sold by the BDC on a continuous basis in private offerings at a price equal to the BDC’s net asset value per share.
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Our primary investment objective is to generate current income by investing directly in privately-held middle-market companies to help these companies fund acquisitions, growth or refinancing. 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 opportunistically in assets such as, without limitation, equity, special situations, structured credit (e.g., private asset-backed securities), syndicated loan opportunities and/or mortgage securities. Barings employs fundamental credit analysis, and depreciationtargets investments in businesses with low levels of cyclicality (i.e., the risk of business cycles or other economic cycles adversely affecting them) and operating risk relative to other businesses in this market segment. The holding size of each position will generally be dependent upon a number of factors including total facility size, pricing and structure, and the number of other lenders in the facility. Barings has experience managing levered vehicles, both public and private, and 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 recorded. Weare 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.
Formation Transactions/Initial Portfolio
On May 12, 2021, shortly prior to our election to be regulated as a valuation policy,BDC and conversion to a Maryland corporation, and in order to avoid the blind pool-aspects typically associated with the launch of a new fund, we acquired the Initial Portfolio from MassMutual and CM Life, which comprised a select portfolio of senior secured private debt investments in, and funding obligations to, well-established middle-market businesses that operate across a wide range of industries.
The investments in the Initial Portfolio were selected based upon our defined investment objective, amount and type of unfunded obligations associated with each investment and the investment requirements set forth under the 1940 Act or otherwise imposed by applicable laws, rules or regulations, including in accordance with our election to be treated as well as established and documented processes and methodologiesa RIC for determiningtax purposes.
The aggregate purchase price for the Initial Portfolio was $602.4 million, which is equal to the sum of the fair values of portfolio companyeach investment in the Initial Portfolio at the time of purchase of the Initial Portfolio, net of accrued fees associated with certain unfunded obligations in the Initial Portfolio. The investments on a recurring (at least quarterly) basis in accordancethe Initial Portfolio were valued as of March 31, 2021 by an independent third-party valuation firm, provided that any investments in the Initial Portfolio acquired by MassMutual or CM Life after March 31, 2021 were initially valued at cost. In connection with the 1940 Actacquisition of the Initial Portfolio, Barings conducted certain valuation procedures to confirm whether there had been any material changes to the fair value of the investments and FASB ASC Topic 820, Fair Value Measurementsobligations in the Initial Portfolio from the previously determined fair value thereof and Disclosures,concluded that no purchase price adjustments were necessary given the absence of any such material changes.
We continue to invest in predominately senior secured private debt investments in well-established middle-market businesses that operate across a wide range of industries. Senior secured private debt investments are negotiated directly with the borrower, rather than marketed by a third party or ASC Topic 820. Our current valuation policybought and processes were established by Baringssold in the secondary market. We believe senior secured private debt investments may offer higher returns and were approved bycertain more favorable protections than syndicated senior secured loans. Fees generated in connection with our debt investments are recognized over the Board.life of the loan using the effective interest method or, in some cases, recognized as earned. Terms of our senior secured private debt investments are generally 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. To a lesser extent, we will invest opportunistically in assets such as, without limitation, equity, special situations, structured credit (e.g., private asset-backed securities), syndicated loan opportunities and/or mortgage securities.
As of March 31, 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 10.3% and 9.9%, respectively. As of March 31, 2023 and December 31, 2022, the weighted average yield on the principal amount of all of our outstanding debt investments (including non-accrual debt investments) was approximately 10.2% and 9.8%, respectively.
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Relationship with Our Adviser, Barings
Our Adviser, Barings, a wholly-owned subsidiary of 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’ $281.6 billion Global Fixed Income Platform (as of March 31, 2023) that invests in liquid, private and structured credit. Barings GPFG manages 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 the Company. BIIL is an investment adviser registered with the SEC in the U.S. and the Financial Conduct Authority in the United Kingdom with its principal office located in London. As of March 31, 2023, BIIL had approximately £15.9 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 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 will also, on our behalf and subject to the Board’s oversight, arrange for the services of, and oversee, custodians, depositories, transfer agents, dividend disbursing agents, other stockholder servicing agents, accountants, attorneys, underwriters, brokers and dealers, corporate fiduciaries, insurers, banks and such other persons in any such other capacity deemed to be necessary or desirable. Barings is responsible for the financial and other records that we are required to maintain and will prepare all reports and other materials required to be filed with the SEC or any other regulatory authority.
Included in Barings GPFG is Barings North American Private Finance Team (the “U.S. Investment Team”), which consists of 51 investment professionals (as of March 31, 2023) located in three offices in the U.S. 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 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.
We have also entered into the Expense Support Agreement with Barings, pursuant to which Barings may elect to make certain Expense Payments on our behalf, including organization and offering expenses, provided that no portion of the payment will be used to pay any of our interest expenses or, if applicable following receipt of the Multi-Class Exemptive Relief (as defined in Part II, Item 2 of this Quarterly Report on Form 10-Q), if any, our distribution and/or shareholder servicing fees. Any Expense Payment that Barings commits to pay must be paid by Barings to us in any combination of cash or other immediately available funds no later than forty-five days after such commitment is made in writing, and/or offset against amounts due from us to Barings or its affiliates. If Barings elects to pay certain of our expenses, Barings will be entitled to reimbursement of such expenses from us if Available Operating Funds exceed the cumulative distributions accrued to our stockholders, subject to the terms of the Expense Support Agreement.
Portfolio Composition
The total fair value of our investment portfolio was $2,271.4 million and $2,157.9 million as of March 31, 2023 and December 31, 2022, respectively. As of March 31, 2023, we had investments in 288 portfolio companies with an aggregate cost of $2,287.1 million. As of December 31, 2022, we had investments in 280 portfolio companies with an aggregate cost of $2,187.5 million. As of March 31, 2023 and December 31, 2022, none of our portfolio investments represented greater than 10% of the total fair value of our investment portfolio.
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As of March 31, 2023 and December 31, 2022, our investment portfolio valuedconsisted of the following investments:
($ in thousands)CostPercentage of
Total
Portfolio		Fair ValuePercentage of
Total
Portfolio
March 31, 2023:
Senior debt and 1st lien notes
$1,904,516 83 %$1,872,391 83 %
Subordinated debt and 2nd lien notes
170,578 8 165,123 7 
Structured products27,849 1 24,426 1 
Equity shares145,965 6 180,623 8 
Equity warrants4 — 1,073 — 
Investment in joint ventures38,201 2 27,762 1 
$2,287,113 100 %$2,271,398 100 %
($ in thousands)CostPercentage of
Total Portfolio		Fair ValuePercentage of
Total Portfolio
December 31, 2022:
Senior debt and 1st lien notes
$1,817,043 83 %$1,777,492 82 %
Subordinated debt and 2nd lien notes
169,463 8 163,899 8 
Structured products28,560 1 25,022 1 
Equity shares130,616 6 158,131 7 
Equity warrants4 — 1,083 — 
Investment in joint ventures41,815 2 32,253 2 
$2,187,501 100 %$2,157,880 100 %
Investment Activity
During the three months ended March 31, 2023, we made new investments totaling $71.8 million, made additional investments in existing portfolio companies totaling $59.3 million and made a $12.0 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 4 loans repaid at par totaling $29.2 million and received $11.0 million of portfolio company principal payments and sale proceeds, recognizing a net loss on these transactions of $0.5 million. In addition, we recognized a loss of $0.6 million on one of our debt investments that was restructured. Finally, we received $3.6 million of return of capital from one of our joint ventures.
During the three months ended March 31, 2022, we made new investments totaling $154.5 million, made additional investments in existing portfolio companies totaling $63.4 million, and made additional investments in existing joint venture equity portfolio companies totaling $6.8 million. We had 5 loans repaid at par totaling $7.0 million and received $2.5 million of portfolio company principal payments during the same period.
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Total portfolio investment activity for the three months ended March 31, 2023 and 2022 was as follows:
Three Months Ended
March 31, 2023:
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity
Shares		Equity
Warrants		Investment in Joint VenturesTotal
Fair value, beginning of period$1,777,492 $163,899 $25,022 $158,131 $1,083 $32,253 $2,157,880 
New investments127,129 663 — 15,349 — — 143,141 
Proceeds from sales of investments/return of capital— — — — — (3,614)(3,614)
Loan origination fees received(3,560)(20)— — — — (3,580)
Principal repayments received(38,759)(685)(714)— — — (40,158)
Payment-in-kind interest/dividends1,204 991 — — — — 2,195 
Accretion of loan premium/discount151 48 3 — — — 202 
Accretion of deferred loan origination revenue2,482 121 — — — — 2,603 
Realized gain (loss)(1,173)(4)— — — — (1,177)
Unrealized appreciation (depreciation)7,425 110 115 7,143 (10)(877)13,906 
Fair value, end of period$1,872,391 $165,123 $24,426 $180,623 $1,073 $27,762 $2,271,398 


Three Months Ended
March 31, 2022:
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity
Shares		Investment in Joint VenturesTotal
Fair value, beginning of period$1,141,252 $114,779 $19,566 $75,040 $47,011 $1,397,648 
New investments198,574 9,734 — 9,567 6,759 224,634 
Proceeds from sales of investments(219)— — — — (219)
Loan origination fees received(4,770)18 — — — (4,752)
Principal repayments received(9,064)(361)— — — (9,425)
Payment-in-kind interest600 211 — — — 811 
Accretion of loan premium/discount3 4 4 — — 11 
Accretion of deferred loan origination revenue1,473 81 — — — 1,554 
Realized gain (loss)(132)(11)— — — (143)
Unrealized appreciation (depreciation)(4,149)(1,597)(197)17,977 (3,720)8,314 
Fair value, end of period$1,323,568 $122,858 $19,373 $102,584 $50,050 $1,618,433 
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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, 2023, we had one portfolio company with its debt investment on non-accrual, the fair value of which was $8.5 million, which comprised 0.4% of the total fair value of our portfolio, and the cost of which was $16.8 million, which comprised 0.7% of the total cost of our portfolio. As of December 31, 2022, we had one portfolio company with its debt investment on non-accrual, the fair value of which was $6.3 million, which comprised 0.3% of the total fair value of our portfolio, and the cost of which was $16.8 million, which comprised 0.8% of the total cost of our portfolio.
A summary of our non-accrual asset as of March 31, 2023 is provided below:
Core Scientific, Inc.
During the quarter ended December 31, 2022, we placed our debt investment in Core Scientific Inc., or Core Scientific, on non-accrual status effective with the monthly payment due October 31, 2022. As a result, under U.S. GAAP, we will not recognize interest income on our debt investment in Core Scientific for financial reporting purposes. As of March 31, 2023, the cost of our debt investment in Core Scientific was $16.8 million and the fair value of such investment was $8.5 million.
Results of Operations
Comparison of the three months ended March 31, 2023 and 2022
Operating results for the three months ended March 31, 2023 and 2022 were as follows:
Three Months
 Ended		Three Months
 Ended
($ in thousands)March 31, 2023March 31, 2022
Total investment income$59,122 $29,291 
Total operating expenses26,404 8,459 
Net investment income before taxes32,718 20,832 
Income taxes, including excise tax expense53 1 
Net investment income after taxes32,665 20,831 
Net realized gains (losses)(22,384)271 
Net unrealized appreciation (depreciation)30,246 11,620 
Net realized gains (losses) and unrealized appreciation (depreciation) on investments and foreign currency transactions7,862 11,891 
Net increase in net assets resulting from operations$40,527 $32,722 
Net increases or decreases in net assets resulting from operations can vary substantially from period to period due to various factors, including recognition of realized gains and losses and unrealized appreciation and depreciation. As a result, comparisons of net changes in net assets resulting from operations may not be meaningful.
Investment Income
Three Months
 Ended		Three Months
 Ended
($ in thousands)March 31, 2023March 31, 2022
Investment income:
Total interest income$49,976 $21,471 
Total dividend income3,712 4,423 
Total fee and other income3,354 2,001 
Total payment-in-kind interest income2,071 1,396 
Interest income from cash9 — 
Total investment income$59,122 $29,291 
The change in total investment income for the three months ended March 31, 2023, as compared to the three months ended March 31, 2022, was primarily due to an increase in the average size our portfolio, an increase in the weighted average yield on the portfolio from higher base rates, an increase in acceleration of unamortized OID and unamortized loan origination
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fee income associated with repayments of loans and increased payment-in-kind (“PIK”) interest income. The amount of our outstanding debt investments was $2,136.8 million as of March 31, 2023, as compared to $1,498.5 million as of March 31, 2022. The increase in the average size of our portfolio was largely due to the increased middle-market investment and special situation investment opportunities. The weighted average yield on the principal amount of our outstanding debt investments, other than non-accrual debt investments was 10.3% as of March 31, 2023, as compared to 6.7% as of March 31, 2022. For the three months ended March 31, 2023, dividends from portfolio companies and joint venture investments were $3.7 million, as compared to $4.4 million for the three months ended March 31, 2022. For the three months ended March 31, 2023, acceleration of unamortized OID income and unamortized loan origination fee totaled $0.5 million, as compared to $0.1 million for the three months ended March 31, 2022. For the three months ended March 31, 2023, PIK interest income was $2.1 million, as compared to $1.4 million for the three months ended March 31, 2022.
Operating Expenses
Three Months
 Ended		Three Months
 Ended
($ in thousands)March 31, 2023March 31, 2022
Operating expenses:
Interest and other financing fees$18,563 $5,076 
Base management fees3,849 2,169 
Incentive fee2,594 — 
Other general and administrative expenses1,398 1,214 
Total operating expenses$26,404 $8,459 
Interest and Other Financing Fees
Interest and other financing fees during the three months ended March 31, 2023 were attributable to borrowings under the Revolving Credit Facility, the SMBC Credit Facility, the July 2026 Notes, the May 2027 Notes and Secured Borrowings (each as defined below under “Financial Condition, Liquidity and Capital Resources”). Interest and other financing fees during the three months ended March 31, 2022 were attributable to borrowings under the Revolving Credit Facility and the July 2026 Notes. The increase in interest and other financing fees for the three months ended March 31, 2023 as compared to the three months ended March 31, 2022, was primarily attributable to interest on the SMBC Facility, the May 2027 Notes and Secured Borrowings and an increase in the weighted average interest rate on the Revolving Credit Facility. The weighted average interest on the Revolving Credit Facility was 6.7% as of March 31, 2023, as compared to 2.5% as of March 31, 2022.
Base Management Fee
Under the Advisory Agreement, we pay Barings a 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 prior to the quarter for which such fees are being calculated. The base management fee for any partial quarter is appropriately pro-rated. See Note 2 to our Unaudited Consolidated Financial Statements for additional information regarding the Advisory Agreement and the fee arrangement thereunder. For the three months ended March 31, 2023 and 2022, the amount of base management fee incurred was approximately $3.8 million and $2.2 million, respectively. The increase in the Base Management Fee for the three months ended March 31, 2023 versus the corresponding 2022 period is primarily related to the average value of gross assets increasing from $1,156.6 million as of the end of the two most recently completed calendar quarters prior to March 31, 2022 to $2,052.7 million as of the end of the two most recently completed calendar quarters prior to March 31, 2023.
Incentive Fee
Under the Advisory Agreement, we pay Barings an incentive fee. The incentive fee will be determined and paid quarterly in arrears based on the amount by which (x) the aggregate “pre-incentive fee net investment income” in respect of the then-current calendar quarter and the three preceding calendar quarters (the “Trailing Twelve Months”), exceeds (y) the hurdle amount in respect of the Trailing Twelve Months. See Note 2 to our Unaudited Consolidated Financial Statements for additional information regarding the terms of the Advisory Agreement and the fee arrangements thereunder. For the three months ended March 31, 2023, the amount of incentive fee incurred was approximately $2.6 million. For the three months ended March 31, 2022, we did not incur any incentive fees because the incentive fee was not payable until the completion of the first full calendar quarter following the one-year anniversary of the initial effective date of the Advisory Agreement, May 13, 2021.
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Other General and Administrative Expenses
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, 2023 and 2022, the amount of administration expense incurred and invoiced by Barings for expenses was $0.6 million and $0.4 million, respectively. In addition to expenses incurred under the Administration Agreement, other general and administrative expenses include Board fees, D&O insurance costs, offering costs, legal and accounting expenses and other costs related to our operations.
Net Realized Gains (Losses)
Net realized gains (losses) during the three months ended March 31, 2023 and 2022 were as follows:
Three Months
 Ended		Three Months
 Ended
($ in thousands)March 31, 2023March 31, 2022
Net realized gains (losses):
Non-Control / Non-Affiliate investments$(1,177)$(143)
Net realized gains (losses) on investments(1,177)(143)
Foreign currency transactions(21,207)414 
Net realized gains (losses)$(22,384)$271 
During the three months ended March 31, 2023, we recognized net realized losses totaling $22.4 million, which consisted primarily of a net loss on foreign currency transactions of $21.2 million and a net loss on our loan portfolio of $1.2 million. During the three months ended March 31, 2022, we recognized net realized gains totaling $0.3 million, which consisted primarily of a net gain on foreign currency transactions of $0.4 million, partially offset by a net loss on our loan portfolio of $0.1 million.
Net Unrealized Appreciation (Depreciation)
Net unrealized appreciation (depreciation) during the three months ended March 31, 2023 and 2022 were as follows:
Three Months
 Ended		Three Months
 Ended
($ in thousands)March 31, 2023March 31, 2022
Net unrealized appreciation (depreciation)
Non-Control / Non-Affiliate investments$8,975 $(6,120)
Affiliate investments4,802 14,280 
Net unrealized appreciation (depreciation) on investments13,777 8,160 
Foreign currency transactions16,469 3,460 
Net unrealized appreciation (depreciation)$30,246 $11,620 
During the three months ended March 31, 2023, we recorded net unrealized appreciation totaling $30.2 million, consisting of net unrealized appreciation on our current portfolio of $11.6 million, net unrealized appreciation reclassification adjustments of $2.3 million related to the net realized losses on the sales / repayments of certain investments and net unrealized appreciation related to foreign currency transactions of $16.5 million, partially offset by deferred taxes of $0.2 million. The net unrealized appreciation on our current portfolio of $11.6 million was driven primarily by the impact of foreign currency exchange rates on investments of $7.0 million, credit or fundamental performance of investments of $5.2 million, partially offset by broad market moves for investments of $0.6 million.
During the three months ended March 31, 2022, we recorded net unrealized appreciation totaling $11.6 million, consisting of net unrealized appreciation on our current portfolio of $8.5 million and net unrealized appreciation related to foreign currency transactions of $3.5 million, partially offset by net unrealized depreciation reclassification adjustments of $0.2 million and deferred tax liability of $0.2 million. The net unrealized appreciation on our current portfolio of $8.5 million was driven primarily by credit or fundamental performance of investments of $17.5 million, partially offset by the impact of foreign currency exchange rates on investments of $4.1 million and broad market moves for investments of $4.9 million.
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Financial Condition, Liquidity and Capital Resources
We believe that our current cash and cash equivalents on hand, our available borrowing capacity under the Revolving Credit Facility and the SMBC Credit Facility 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. In addition, we expect to generate cash from the net proceeds of our continuous offering of shares of common stock in the Private Offering. This “Financial Condition, Liquidity and Capital Resources” section should be read in conjunction with the notes to our Unaudited Consolidated Financial Statements in this Quarterly Report on Form 10-Q.
Under the 1940 Act, we are required to meet an asset coverage ratio, defined under the 1940 Act as the ratio of our total assets (less all liabilities and indebtedness not represented by senior securities) to our outstanding senior securities, of at least 150% after each issuance of senior securities. Our asset coverage ratio was 191.8% as of March 31, 2023.
Cash Flows
For the three months ended March 31, 2023, we experienced a net decrease in cash in the amount of $56.2 million. During that period, our operating activities used $148.4 million in cash, consisting primarily of purchases of portfolio investments of $228.7 million, partially offset by proceeds from sales or repayments of portfolio investments totaling $83.6 million. In addition, our financing activities provided net cash of $92.2 million, consisting primarily of net borrowings of $64.0 million under the SMBC Credit Facility, net secured borrowings of $38.6 million and proceeds from the issuance of common stock of $18.0 million, partially offset by dividends paid in the amount of $26.9 million. As of March 31, 2023, we had $35.3 million of cash on hand, including foreign currencies.
For the three months ended March 31, 2022, we experienced a net decrease in cash in the amount of $94.5 million. During that period, our operating activities used $219.1 million in cash, consisting primarily of purchases of portfolio investments of $244.0 million, partially offset by proceeds from sales or repayments of portfolio investments totaling $10.5 million. In addition, our financing activities provided net cash of $124.6 million, consisting primarily of net borrowings of $139.3 million under the Revolving Credit Facility and proceeds from the issuance of common stock of $3.3 million, partially offset by dividends paid in the amount of $17.0 million. As of March 31, 2022, we had $29.0 million of cash on hand, including foreign currencies.
Financing Transactions
BNP Paribas Revolving Credit Facility
On May 11, 2021, BPC Funding, our wholly-owned subsidiary, entered into a senior secured revolving credit facility with BNP Paribas (“BNPP”) (as amended, the “Revolving Credit Facility”). BNPP serves as administrative agent, State Street Bank and Trust Company serves as collateral agent, and we serve as servicer under the Revolving Credit Facility. The initial maximum amount of borrowings available under the Revolving Credit Facility was $400 million. On November 18, 2021, BPC Funding and BNPP amended the Revolving Credit Facility to increase the maximum amount of borrowings available to $600 million from $400 million. Effective on March 9, 2022, BPC Funding and BNPP amended the Revolving Credit Facility to increase the maximum amount of borrowings available to $800 million from $600 million.
Advances under the Revolving Credit Facility initially bore interest at a per annum rate equal to, in the case of dollar advances, three-month LIBOR, and in the case of foreign currency advances, the applicable benchmark in effect for such currency, plus an applicable margin of 1.65% to 2.60% per annum depending on the nature of the advances being requested under the Revolving Credit Facility. Effective on March 9, 2022, the term SOFR reference rate replaced LIBOR as an applicable index for U.S. dollar-based borrowings. Effective March 9, 2022, U.S. dollar advances under the Revolving Credit Agreement bear interest at a per annum rate equal to three-month term SOFR, plus an applicable margin of 1.80% to 2.75% per annum depending on the nature of the advances being requested under the Revolving Credit Agreement. BPC Funding currently pays an unused fee based on the average daily unused amount of the financing commitments, in addition to certain other fees as agreed between BPC Funding and BNPP. Commencing on September 9, 2022, BPC Funding will pay an unused fee of 1.25% per annum if the unused facility amount is greater than 50%, or 0.75% per annum if the unused facility amount is less than or equal to 50% and greater than 25%, based on the average daily unused amount of the financing commitments, in addition to certain other fees as agreed between BPC Funding and BNPP.
Advances under the Revolving Credit Facility are subject to compliance with borrowing base requirements, pursuant to which the amount of funds advanced by the lenders to BPC Funding vary depending upon the types of assets in BPC Funding’s portfolio. Assets must meet certain criteria in order to be included in the borrowing base, and the borrowing base is subject to certain portfolio restrictions including investment size, sector concentrations and investment type.
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Proceeds from borrowings under the Revolving Credit Facility may be used to fund portfolio investments by BPC Funding, to make advances under delayed draw term loans and revolving loans for which BPC Funding is a lender, and to make permitted distributions. The period during which BPC Funding may borrow under the Revolving Credit Facility expires on May 11, 2024, and the Revolving Credit Facility will mature and all amounts outstanding thereunder must be repaid by May 11, 2026.
BPC Funding’s obligations to the lenders under the Revolving Credit Facility are secured by a first priority security interest in all of BPC Funding’s portfolio investments and cash. The obligations of BPC Funding under the Revolving Credit Facility are non-recourse to us, and our exposure under the Revolving Credit Facility is limited to the value of our investment in BPC Funding.
In connection with the Revolving Credit Facility, BPC Funding has made certain customary representations and warranties and is required to comply with various covenants, reporting requirements and other customary requirements for similar facilities. The Revolving Credit Facility contains customary events of default for similar financing transactions, including if a change of control of BPC Funding occurs. Upon the occurrence and during the continuation of an event of default, BNPP may declare the outstanding advances and all other obligations under the Revolving Credit Facility immediately due and payable. The occurrence of an event of default (as described above) triggers a requirement that BPC Funding obtain the consent of BNPP prior to entering into any sale or disposition with respect to portfolio investments. As of March 31, 2023, we were in compliance with all covenants of the Revolving Credit Facility.
As of March 31, 2023, we had U.S. dollar borrowings of $653.4 million outstanding under the Revolving Credit Facility with a weighted average interest rate of 7.019% (three month SOFR of 4.676%), borrowings denominated in British pounds sterling of £30.2 million ($37.3 million U.S. dollars) with a weighted average interest rate of 5.412% (weighted average three month adjusted cumulative compounded SONIA of 3.080%), borrowings denominated in Australian dollars of A$7.8 million ($5.2 million U.S. dollars) with an interest rate of 5.532% (three month BBSW of 3.382%), borrowings denominated in Canadian dollars of C$5.4 million ($4.0 million U.S. dollars) with an interest rate of 7.173% (three month CDOR of 5.023%), borrowings denominated in New Zealand dollars of NZ$6.1 million ($3.8 million U.S. dollars) with an interest rate of 7.255% (three month NZBB of 4.855%) and borrowings denominated in Euros of €86.6 million ($94.1 million U.S. dollars) with an interest rate of 4.659% (three month EURIBOR of 2.492%). 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 Revolving Credit Facility borrowings is included in “net unrealized appreciation (depreciation) - foreign currency transactions” in our Unaudited Consolidated Statements of Operations.
SMBC Revolving Credit Facility
On March 6, 2023, we entered into a senior secured revolving credit facility (the “SMBC Credit Facility”) pursuant to a Senior Secured Revolving Credit Agreement, with Sumitomo Mitsui Banking Corporation, as administrative agent, as lead arranger and as sole bookrunner, and the lenders and issuing banks from time to time party thereto .
The initial principal amount of the SMBC Credit Facility is $115 million, subject to availability under the borrowing base, which is based on our portfolio investments and other outstanding indebtedness, with an accordion provision to permit increases to the total facility amount up to $500 million, subject to the satisfaction of certain conditions.
Advances under the SMBC Credit Facility initially bear interest at a per annum rate equal to, (i) in the case of U.S. dollar advances, 1.00% per annum plus an “alternate base rate” (as described in the SMBC Credit Agreement) in the case of any ABR Loan and 2.00% per annum plus Term SOFR, (ii) in the case of foreign currency advances (other than Sterling), 1.00% per annum plus an “alternate base rate” (as described in the SMBC Credit Agreement) in the case of any ABR Loan and 2.00% plus the applicable benchmark in effect for such currency, and (iii) in the case of Sterling advances, 2.00% per annum plus Daily Simple RFR, in each case, depending on the nature of the advances being requested under the SMBC Credit Facility. Commencing on September 6, 2023, we will pay an unused fee of 0.50% per annum if the unused facility amount is equal to or exceeds 67%, or 0.375% per annum if the unused facility amount is less than 67%, based on the average daily unused amount of the financing commitments, in addition to certain other fees as agreed between us and the Administrative Agent.
Advances under the SMBC Credit Facility are subject to compliance with borrowing base requirements, pursuant to which the amount of funds advanced by the lenders to us varies depending upon the types of assets in our portfolio. Assets must meet certain criteria in order to be included in the borrowing base, and the borrowing base is subject to certain portfolio restrictions including investment size, sector concentrations and investment type.
The SMBC Credit Facility is guaranteed by BPCC Holdings, Inc., a subsidiary of our, and will be guaranteed by certain domestic subsidiaries of our that are formed or acquired by us in the future (collectively, the “Subsidiary Guarantors”).
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Proceeds of the SMBC Credit Facility may be used for general corporate purposes, including, without limitation, repaying outstanding indebtedness, making distributions, contributions and investments, and acquisition and funding, and such other uses as permitted under the SMBC Credit Agreement.
The period during which we may borrow under the SMBC Credit Facility expires on March 5, 2027, and the SMBC Credit Facility will mature and all amounts outstanding thereunder must be repaid by March 6, 2028. The SMBC Credit Facility is secured by a perfected first-priority interest in substantially all of the portfolio investments held by us and the Subsidiary Guarantors, subject to certain exceptions.
In connection with the SMBC Credit Facility, we have made certain customary representations and warranties and is required to comply with various covenants, reporting requirements and other customary requirements for similar facilities. The SMBC Credit Facility contains customary events of default for similar financing transactions, including if a change in control of us occurs. Upon the occurrence and during the continuation of certain event of defaults, the Administrative Agent may declare the outstanding advances and all other obligations under the SMBC Credit Facility immediately due and payable.
As of March 31, 2023, the Company had U.S. dollar borrowings of $64.0 million outstanding under the SMBC Credit Facility with a weighted average interest rate of 7.401% (three month SOFR of 4.897%).
July 2026 Notes
On July 29, 2021, we entered into the July 2021 NPA governing the issuance of (1) $75.0 million in aggregate principal amount of the Series A Notes, (2) $38.0 million in aggregate principal amount of the Series B Notes, and (3) $37.0 million in aggregate principal amount of the Series C Notes, in each case, to qualified institutional investors in a private placement. The Series A Notes, Series B Notes and Series C Notes were delivered and paid for on July 29, 2021, September 15, 2021 and October 28, 2021, respectively. The July 2026 Notes will mature on July 29, 2026 unless redeemed, purchased or prepaid prior to such date by us in accordance with the Board-approved valuation policies, represented approximately 190%terms of the July 2021 NPA.
The July 2026 Notes have a fixed interest rate of 3.5% per year, subject to a step up of (1) 0.75% per year, to the extent the July 2026 Notes fail to satisfy certain investment grade rating conditions and/or (2) 1.50% per year, to the extent the ratio of our secured debt to total net assets as compared to approximately 168% of our total net assetsexceeds specified thresholds, measured as of December 31, 2021.each fiscal quarter-end.
Under ASC Topic 820, fair value isOur obligations under the priceJuly 2021 NPA are general unsecured obligations that would be received to sell an asset or paid to transfer a liabilityrank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by us.
The July 2026 Notes were offered 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 salereliance on Section 4(a)(2) of the security.Securities Act. The fair value measurement assumes thatJuly 2026 Notes have not and will not be registered under the sale occursSecurities Act or any state securities laws and, unless so registered, may not be offered or sold in the principal market for the security,United States except pursuant to an exemption from, or in a transaction not subject to, the absenceregistration requirements of the Securities Act, as applicable. See Note 5 to our Unaudited Consolidated Financial Statements for additional information regarding the July 2021 NPA and the July 2026 Notes issued thereunder.
May 2027 Notes
On May 10, 2022, we entered into the May 2022 NPA governing the issuance of (1) $100.0 million in aggregate principal amount of Series D Notes and (2) $55.0 million in aggregate principal amount of Series E Notes, in each case, to qualified institutional investors in a principal market,private placement. The Series D Notes were delivered and paid for on May 10, 2022, and the Series E Notes were delivered and paid for on July 6, 2022.
The May 2027 Notes have a fixed interest rate of 6.0% per year, subject to a step up of (1) 0.75% per year, to the extent the May 2027 Notes fail to satisfy certain investment grade rating conditions and/or (2) 1.50% per year, to the extent the ratio of the Company’s secured debt to total assets exceeds specified thresholds, measured as of each fiscal quarter-end.
Our obligations under the May 2022 NPA are general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by us.
The May 2027 Notes were offered in reliance on Section 4(a)(2) of the Securities Act. The May 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 most advantageous market for the security. If no market for the security existsUnited States except pursuant to an exemption from, or if we doin a transaction not have accesssubject to, the principal market,registration requirements of the security should be valuedSecurities Act, as applicable. See Note 5 to our Unaudited Consolidated Financial Statements for additional information regarding the May 2022 NPA and the May 2027 Notes issued thereunder.
In connection with the offering of the Series D Notes, on May 10, 2022, we entered into a $100.0 million notional value interest rate swap. We receive a fixed rate interest at 6.00% paid semi-annually and pay quarterly based on the sale occurring in a hypothetical market.compounded daily
79101


Under ASC Topic 820, there are three levelsrate of valuation inputs,SOFR plus 3.24500%. The swap transaction matures on May 10, 2027. The interest expense related to the Series D Notes will be equally offset by proceeds received from the interest rate swap. The swap adjusted interest expense is included as follows:
Level 1 Inputs – include quoted prices (unadjusted)a component of interest and other financing fees 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 forour Unaudited Consolidated Statements of Operations. As of March 31, 2023, the asset or liability, either directly or indirectly, for substantiallyinterest rate swap had a fair value of $(1.6) million. Depending on the full termnature 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, we determinebalance at period end, the fair value of the interest rate swap is either included as a component of derivative assets or derivative liabilities on our investmentsUnaudited Consolidated Balance Sheet. The change in good faith primarily using Level 3 inputs. In certain cases, quoted prices or other observable inputs exist, and if so, we assess the appropriatenessfair value of the use of these third-party quotesinterest rate swap is offset by the change in determining fair value of the Series D Notes.
In connection with the offering of the Series E Notes, on July 6, 2022, we entered into a $55.0 million notional value interest rate swap. We receive a fixed rate interest at 6.00% paid semi-annually and pay quarterly based on (i)a compounded daily rate of SOFR plus 3.38200%. The swap transaction matures on May 10, 2027. The interest expense related to the Series E Notes will be equally offset by proceeds received from the interest rate swap. The swap adjusted interest expense is included as a component of interest and other financing fees in our understandingUnaudited Consolidated Statements of Operations. As of March 31, 2023, the interest rate swap had a fair value of $(1.2) million. Depending on the nature of the levelbalance at period end, the fair value of actual transactions usedthe interest rate swap is either included as a component of derivative assets or derivative liabilities on our Unaudited Consolidated Balance Sheet. The change in fair value of the interest rate swap is offset by the broker to developchange in fair value of the quoteSeries E Notes. The fair value of the Company’s interest rate swap is based on unadjusted prices from independent pricing services and whether the quote was anindependent indicative price or binding offer and (ii) the depth and consistency of broker quotes, which are Level 2 inputs.
Secured Borrowings
As of March 31, 2023 and December 31, 2022, we had $57.2 million and $18.6 million, respectively, of secured borrowings (“Secured Borrowings”) outstanding, which were recorded as a result of certain securities that were sold and simultaneously repurchased at a premium, with amounts payable to the counterparty due on the repurchase settlement date, which is generally within 120 days of the trade date. Our Secured Borrowings bore interest at a weighted average rate of 7.960% as of March 31, 2023, as compared to 7.843% for the year ended December 31, 2022.
Share Repurchase Program
At the discretion of the Board, we commenced a share repurchase program in which we may offer to repurchase, in each quarter, up to 5% of our shares of common stock outstanding as of the close of the previous calendar quarter, generally using a purchase price equal to the net asset value per share as of the last calendar day of the applicable quarter. However, we are not obligated to repurchase any shares and may choose to repurchase only some, or even none, of the shares that have been requested to be repurchased in any particular quarter in our discretion. The Board may amend, suspend or terminate the share repurchase program if it deems such action to be in our best interest and the correlationbest interest of changesour stockholders. As a result, share repurchases may not be available each quarter, stockholders may not be able to sell their shares promptly or at a desired price, and an investment in broker quotesour shares is not suitable if you require short-term liquidity with underlying performancerespect to your investment in us. We intend to conduct such repurchase offers in accordance with the requirements of Rule 13e-4 promulgated under the portfolio company.
There is no single standard for determining fair value in good faith, as fair value depends uponExchange Act and the specific circumstances1940 Act and subject to compliance with applicable covenants and restrictions under our financing arrangements. All shares purchased by us pursuant to the terms of each individual investment. The recorded fair valuestender offer will be redeemed and thereafter will be authorized and unissued shares.
During the three months ended March 31, 2023, 481.464 shares were accepted for repurchase for a total value 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.$10,014.
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, 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
69
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
investment to investment and is affected by a wide variety of factors, including the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets and other characteristics particular to the security.
Valuation of Investment in Thompson Rivers and Waccamaw River
As 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 net asset value of each company and the Company’s ownership percentage as a practical expedient. The net asset value 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, 2023 and December 31, 2022. The weighted average range of unobservable inputs is based on fair value of investments.
March 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)
$1,660,200 Yield AnalysisMarket Yield7.4% – 28.8%11.3%Decrease
21,612 Discounted Cash Flow AnalysisDiscount Rate12.6%12.6%Decrease
6,350 Market ApproachAdjusted EBITDA Multiple7.3x7.3xIncrease
108,481 Recent TransactionTransaction Price95.0% – 100.0%96.9%Increase
Subordinated debt and 2nd lien notes(2)
128,252 Yield AnalysisMarket Yield9.0% – 16.9%12.9%Decrease
6,289 Market ApproachAdjusted EBITDA Multiple11.0x11.0xIncrease
643 Recent TransactionTransaction Price97.0%97.0%Increase
Equity shares7,197 Yield AnalysisMarket Yield15.4% – 16.7%16.1%Decrease
153,819 Market ApproachAdjusted EBITDA Multiple6.5x – 40.0x12.1xIncrease
1,487 Market ApproachRevenue Multiple6.3x – 9.5x6.6xIncrease
3,235 Net Asset ApproachLiabilities$(20,598.4)$(20,598.4)Decrease
13,261 Recent TransactionTransaction Price$0.01 – $1,408.64$942.50Increase
Equity warrants1,073 Market ApproachAdjusted EBITDA Multiple7.0x – 16.5x7.6xIncrease
(1) Excludes investments with an aggregate fair value amounting to $33,912, 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 $8,949, 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 $16,064, were valued by the Adviser using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
70
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
December 31, 2022
($ 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)
$1,440,027 Yield AnalysisMarket Yield7.2% – 30.8%11.4%Decrease
21,921 Discounted Cash Flow AnalysisDiscount Rate13.0%13.0%Decrease
262,514 Recent TransactionTransaction Price96.7% – 100.0%97.5%Increase
Subordinated debt and 2nd lien notes(2)
125,363 Yield AnalysisMarket Yield9.3% – 16.6%13.0%Decrease
6,931 Market ApproachAdjusted EBITDA Multiple9.0x9.0xIncrease
513 Recent TransactionTransaction Price97.3%97.3%Increase
Structured products(3)
7,584 Discounted Cash Flow AnalysisDiscount Rate10.4%10.4%Decrease
Equity shares9,462 Yield AnalysisMarket Yield15.7% – 17.8%16.6%Decrease
137,680 Market ApproachAdjusted EBITDA Multiple6.5x – 43.0x10.7xIncrease
1,406 Market ApproachRevenue Multiple6.5x – 7.0x6.8xIncrease
220 Market ApproachAdjusted EBITDA/Revenue Multiple Blend5.8x5.8xIncrease
3,219 Net Asset ApproachLiabilities$(8,941.8)$(8,941.8)Decrease
5,326 Recent TransactionTransaction Price$0.00 – $4,673.00$516.37Increase
Equity warrants1,083 Market ApproachAdjusted EBITDA Multiple6.5x – 17.5x7.3xIncrease
(1) Excludes investments with an aggregate fair value amounting to $11,588, 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 $10,487, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.
(3) Excludes investments with an aggregate fair value amounting to $8,796, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.



71
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
The following tables present the Company’s investment portfolio at fair value as of March 31, 2023 and December 31, 2022, categorized by the ASC Topic 820 valuation hierarchy, as previously described:
 Fair Value as of March 31, 2023
($ in thousands)Level 1Level 2Level 3Total
Senior debt and 1st lien notes
$— $41,836 $1,830,555 $1,872,391 
Subordinated debt and 2nd lien notes
— 20,990 144,133 165,123 
Structured products— 8,362 16,064 24,426 
Equity shares52 1,572 178,999 180,623 
Equity warrants— — 1,073 1,073 
Investments subject to leveling$52 $72,760 $2,170,824 $2,243,636 
Investment in joint ventures(1)$27,762 
$2,271,398 
Fair Value as of December 31, 2022
($ in thousands)Level 1Level 2Level 3Total
Senior debt and 1st lien notes
$— $41,442 $1,736,050 $1,777,492 
Subordinated debt and 2nd lien notes
— 20,605 143,294 163,899 
Structured products— 8,642 16,380 25,022 
Equity shares53 765 157,313 158,131 
Equity warrants— — 1,083 1,083 
Investments subject to leveling$53 $71,454 $2,054,120 $2,125,627 
Investment in joint ventures(1)$32,253 
$2,157,880 
(1)The Company’s investments in Thompson Rivers and Waccamaw River are measured at fair value using NAV and have not been categorized in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Unaudited Consolidated Balance Sheet and Consolidated Balance Sheet.
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Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
The following tables reconcile the beginning and ending balances of the Company’s investment portfolio measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the three months ended March 31, 2023 and 2022:
Three Months Ended March 31, 2023
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity SharesEquity WarrantsTotal
Fair value, beginning of period$1,736,050 $143,294 $16,380 $157,313 $1,083 $2,054,120 
New investments127,129 663 — 14,788 — 142,580 
Proceeds from sales of investments— — — — — — 
Loan origination fees received(3,560)(20)— — — (3,580)
Principal repayments received(38,725)(685)(714)— — (40,124)
Payment in kind interest/dividends1,204 991 — — — 2,195 
Accretion of loan premium/discount141 46 — — — 187 
Accretion of deferred loan origination revenue2,482 85 — — — 2,567 
Realized gain (loss)(1,173)(4)— — — (1,177)
Unrealized appreciation (depreciation)7,007 (237)398 6,898 (10)14,056 
Fair value, end of period$1,830,555 $144,133 $16,064 $178,999 $1,073 $2,170,824 
Three Months Ended March 31, 2022
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity SharesTotal
Fair value, beginning of period$1,138,818 $92,224 $— $75,005 $1,306,047 
New investments192,122 9,734 — 6,049 207,905 
Transfers into Level 3, net— — 9,811 — 9,811 
Proceeds from sales of investments(219)— — — (219)
Loan origination fees received(4,770)18 — — (4,752)
Principal repayments received(9,032)(361)— — (9,393)
Payment in kind interest/dividends599 212 — — 811 
Accretion of loan premium/discount1 3 — — 4 
Accretion of deferred loan origination revenue1,473 47 — — 1,520 
Realized gain (loss)(132)(11)— — (143)
Unrealized appreciation (depreciation)(3,931)(1,037)162 17,983 13,177 
Fair value, end of period$1,314,929 $100,829 $9,973 $99,037 $1,524,768 
All realized gains and losses and unrealized appreciation and depreciation are included in earnings (changes in net assets) and are reported on separate line items within the Company’s Unaudited Consolidated Statements of Operations. Pre-tax net unrealized appreciation on Level 3 investments of $11.8 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. Pre-tax net unrealized appreciation on Level 3 investments of $13.3 million during the three months ended March 31, 2022, was related to portfolio company investments that were still held by the Company as of March 31, 2022.
During the three months ended March 31, 2023, the Company made investments of approximately $124.8 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 $18.4 million in portfolio companies to which it was previously committed to provide such financing.
73
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
During the three months ended March 31, 2022, the Company made investments of approximately $191.1 million in portfolio companies to which it was not previously contractually committed to provide such financing. During the three months ended March 31, 2022, the Company made investments of $33.5 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 (if any) 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, 2023, 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 and restricted cash pledged as collateral for certain derivative instruments. 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 March 31, 2023 and December 31, 2022, the Company had one portfolio company with an investment that was 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.
Payment-in-Kind Interest
The Company currently holds, and expects to hold in the future, some loans in its portfolio that contain payment-in-kind (“PIK”) interest provisions. PIK interest, computed at the contractual rate specified in each loan agreement, is periodically added to the principal balance of the loan, rather than being paid to the Company in cash, and is recorded as interest income. Thus, the actual collection of PIK interest may be deferred until the time of debt principal repayment.
74
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
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, 2023 and 2022 was as follows:
Three Months EndedThree Months Ended
($ in thousands)March 31, 2023March 31, 2022
Recurring Fee Income:
Amortization of loan origination fees$2,194 $1,487 
Management, valuation and other fees562 366 
Total Recurring Fee Income2,756 1,853 
Non-Recurring Fee Income:
Acceleration of unamortized loan origination fees409 67 
Advisory, loan amendment and other fees189 81 
Total Non-Recurring Fee Income598 148 
Total Fee Income$3,354 $2,001 
General and Administrative Expenses
Other general and administrative expenses include Board fees, D&O insurance costs, offering costs, legal and accounting expenses, expenses reimbursable to the Adviser under the terms of the Administration Agreement and other costs related to operating the Company.
Offering Expenses
Costs associated with the offering of common stock of the Company are capitalized as deferred offering expenses and included on the Consolidated Balance Sheet in “Prepaid expenses and other assets” and amortized over a twelve-month period from incurrence. These expenses consist primarily of legal fees and other costs incurred in connection with the Company’s private offering of common stock and the preparation of the Company’s registration statement on Form 10.
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
75
Barings Private Credit 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 March 31, 2023 and December 31, 2022, there were no individual investments representing greater than 10% of the fair value of the Company’s portfolio. As of both March 31, 2023 and December 31, 2022, the Company’s largest single portfolio company investment represented approximately 4.7% of the fair value of the Company’s portfolio. Income, consisting of interest, dividends, fees, other investment income and realization of gains or losses, 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, 2023, all of BPC Funding LLC’s (“BPC Funding”) assets were pledged (or will be pledged when the related investment purchase settles) as collateral for the Revolving Credit Facility. As of March 31, 2023, all assets (other than those that are owned by BPC Funding) were pledged (or will be pledged when the related investment purchase settles) as collateral for the SMBC Credit Facility.
Financial and Derivative Instruments
Pursuant to ASC 815 Derivatives and Hedging, certain derivative instruments entered into by the Company are designated as hedging instruments. For all derivative instruments designated as a hedge, the entire change in the fair value of the hedging instrument shall be recorded in the same line item of the Unaudited Consolidated Statements of Operations as the hedged item. The Company’s derivative instruments are used to hedge the Company’s fixed rate debt, and therefore both the periodic payment and the change in fair value for the effective hedge, if applicable, will be recognized as components of interest expense in the Unaudited Consolidated Statements of Operations. The fair value of the Company’s interest rate swaps is based on unadjusted prices from independent pricing services and independent indicative broker quotes, which are Level 2 inputs.
Investments Denominated in Foreign Currency
As of March 31, 2023 the Company held 18 investments that were denominated in Australian dollars, two investments that were denominated in Canadian dollars, one investment that was denominated in Danish kroner, 69 investments that were denominated in Euros, one investment that was denominated in Swiss francs, one investment that was denominated in Swedish krona, two investments that were denominated in New Zealand dollars, one investment that was denominated in Norwegian krone and 29 investments that were denominated in British pounds sterling. As of December 31, 2022, the Company held 18 investments that were denominated in Australian dollars, two investments that were denominated in Canadian dollars, one investment that was denominated in Danish kroner, 65 investments that were denominated in Euros, one investment that was denominated in Swiss francs, one investment that was denominated in Swedish krona, two investments that were denominated in New Zealand dollars, one investment that was denominated in Norwegian krone and 29 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, 2023 and March 31, 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) - foreign currency transactions” and net realized gains or losses on forward currency contracts are included in “Net realized gains (losses) - foreign currency transactions” in the Company’s Unaudited Consolidated Statements of Operations.
Investments denominated in foreign currencies and foreign currency transactions may involve certain considerations and risks not typically associated with those of domestic origin, including unanticipated movements in the value of the foreign currency relative to the U.S. Dollar.
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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 certain undistributed income unless the Company distributes, in a timely manner, an amount at least equal to the sum of (i) 98% of net ordinary income for each calendar year, (ii) 98.2% of the amount by which capital gains exceed capital losses (adjusted for certain ordinary losses) for the one-year period ending October 31 in that calendar year and (iii) certain undistributed amounts from previous years on which the Company paid no U.S. federal income tax. Any such carryover of taxable income must be distributed before the end of that next tax year through a dividend declared prior to filing of the tax return related to the year which generated such taxable income not to be subject to U.S. federal income tax. For the three months ended March 31, 2023, the Company recorded a net expense of $0.1 million 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 year 2021), 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, 2023 and December 31, 2022 was approximately $2,260.4 million and $2,160.8 million, respectively. As of March 31, 2023, net unrealized appreciation on the Company’s investments (tax basis) was approximately $12.0 million, consisting of gross unrealized appreciation, where the fair value of the Company’s investments exceeds their tax cost, of approximately $88.8 million and gross unrealized depreciation, where the tax cost of the Company’s investments exceeds their fair value, of approximately $76.8 million. As of December 31, 2022, net unrealized depreciation on the Company’s investments (tax basis) was approximately $18.2 million, consisting of gross unrealized appreciation, where the fair value of the Company’s investments exceeds their tax cost, of approximately $83.6 million and gross unrealized depreciation, where the tax cost of the Company’s investments exceeds their fair value, of approximately $101.8 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 reflects 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 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 their ownership of the portfolio companies. This income tax expense or benefit, if any, is reflected in the Company’s Unaudited Consolidated Statements of Operations. Additionally, any unrealized appreciation related to portfolio investments held by the Taxable Subsidiary (net of unrealized depreciation related to portfolio investments held by the Taxable Subsidiary), if any, will be
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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 Consolidated Balance Sheet. As of March 31, 2023 and December 31, 2022, the Company had a net deferred tax liability of $0.4 million and $0.2 million, respectively, pertaining to operating losses and tax basis differences related to certain partnership interests.
5. BORROWINGS
The Company had the following borrowings outstanding as of March 31, 2023 and December 31, 2022:
Issuance Date
($ in thousands)		Maturity DateInterest Rate as of March 31, 2023March 31, 2023December 31, 2022
Credit Facilities:
Revolving Credit Facility - May 11, 2021May 11, 20266.658%$797,858 $795,284 
SMBC Credit Facility - March 6, 2023March 6, 20287.401%64,000 — 
Total Credit Facilities$861,858 $795,284 
Notes:
July 29, 2021 - Series A NotesJuly 29, 20263.500%$75,000 $75,000 
September 15, 2021 - Series B NotesJuly 29, 20263.500%38,000 38,000 
October 28, 2021 - Series C NotesJuly 29, 20263.500%37,000 37,000 
May 10, 2022 - Series D Notes (1)May 10, 20276.000%98,447 95,466 
July 26, 2022 - Series E Notes (1)May 10, 20276.000%53,841 52,187 
(Less: Deferred financing fees)(576)(615)
Total Notes$301,712 $297,038 
Secured Borrowing:
Secured BorrowingMarch 14, 2023N/A$— $18,559 
Secured BorrowingApril 25, 20237.919%31,870 — 
Secured BorrowingMay 14, 20238.011%25,291 — 
Total Secured Borrowing$57,161 $18,559 
(1)Inclusive of change in fair market value of effective hedge.
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 191.8% as of March 31, 2023.
BNP Paribas Revolving Credit Facility
On May 11, 2021, BPC Funding, the Company’s wholly-owned subsidiary, entered into the Revolving Credit Facility with BNP Paribas (“BNPP”). BNPP serves as administrative agent, State Street Bank and Trust Company serves as collateral agent, and the Company serves as servicer under the Revolving Credit Facility. The initial maximum amount of borrowings available under the Revolving Credit Facility was $400 million. On November 18, 2021, BPC Funding and BNPP amended the Revolving Credit Facility to increase the maximum amount of borrowings available to $600 million from $400 million. Effective on March 9, 2022, BPC Funding and BNPP amended the Revolving Credit Facility to increase the maximum amount of borrowings available to $800 million from $600 million.
Advances under the Revolving Credit Facility initially bore interest at a per annum rate equal to, in the case of dollar advances, three-month LIBOR, and in the case of foreign currency advances, the applicable benchmark in effect for such currency, plus an applicable margin of 1.65% to 2.60% per annum depending on the nature of the advances being requested under the Revolving Credit Facility. Effective on March 9, 2022, the term SOFR reference rate replaced LIBOR as an applicable index for U.S. dollar-based borrowings. Effective March 9, 2022, U.S. dollar advances under the Revolving Credit Agreement bear interest at a per annum rate equal to three-month term SOFR, plus an applicable margin of 1.80% to 2.75% per annum depending on the nature of the advances being requested under the Revolving Credit Agreement. BPC Funding currently pays an unused fee based on the average daily unused amount of the financing commitments, in addition to certain other fees as agreed between BPC Funding and BNPP. Commencing on September 9, 2022, BPC Funding pays an unused fee of 1.25% per annum if the unused facility amount is greater than 50%, or 0.75% per annum if the unused facility amount is less than or equal
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to 50% and greater than 25%, based on the average daily unused amount of the financing commitments, in addition to certain other fees as agreed between BPC Funding and BNPP.
Advances under the Revolving Credit Facility are subject to compliance with borrowing base requirements, pursuant to which the amount of funds advanced by the lenders to BPC Funding varies depending upon the types of assets in BPC Funding’s portfolio. Assets are required to meet certain criteria in order to be included in the borrowing base, and the borrowing base is subject to certain portfolio restrictions including investment size, sector concentrations and investment type.
Proceeds from borrowings under the Revolving Credit Facility may be used to fund portfolio investments by BPC Funding, to make advances under delayed draw term loans and revolving loans for which BPC Funding is a lender, and to make permitted distributions. The period during which BPC Funding may borrow under the Revolving Credit Facility expires on May 11, 2024, and the Revolving Credit Facility will mature and all amounts outstanding thereunder must be repaid by May 11, 2026.
BPC Funding’s obligations to the lenders under the Revolving Credit Facility are secured by a first priority security interest in all of BPC Funding’s portfolio investments and cash. The obligations of BPC Funding under the Revolving Credit Facility are non-recourse to the Company, and the Company’s exposure under the Revolving Credit Facility is limited to the value of the Company’s investment in BPC Funding.
In connection with the Revolving Credit Facility, BPC Funding has made certain customary representations and warranties and is required to comply with various covenants, reporting requirements and other customary requirements for similar facilities. The Revolving Credit Facility contains customary events of default for similar financing transactions, including if a change of control of BPC Funding occurs. Upon the occurrence and during the continuation of an event of default, BNPP may declare the outstanding advances and all other obligations under the Revolving Credit Facility immediately due and payable. The occurrence of an event of default (as described above) triggers a requirement that BPC Funding obtain the consent of BNPP prior to entering into any sale or disposition with respect to portfolio investments. As of March 31, 2023, the Company was in compliance with all covenants of the Revolving Credit Facility.
As of March 31, 2023, the Company had U.S. dollar borrowings of $653.4 million outstanding under the Revolving Credit Facility with a weighted average interest rate of 7.019% (three month SOFR of 4.676%), borrowings denominated in British pounds sterling of £30.2 million ($37.3 million U.S. dollars) with a weighted average interest rate of 5.412% (weighted average three month adjusted cumulative compounded SONIA of 3.080%), borrowings denominated in Australian dollars of A$7.8 million ($5.2 million U.S. dollars) with an interest rate of 5.532% (three month BBSW of 3.382%), borrowings denominated in Canadian dollars of C$5.4 million ($4.0 million U.S. dollars) with an interest rate of 7.173% (three month CDOR of 5.023%), borrowings denominated in New Zealand dollars of NZ$6.1 million ($3.8 million U.S. dollars) with an interest rate of 7.255% (three month NZBB of 4.855%) and borrowings denominated in Euros of €86.6 million ($94.1 million U.S. dollars) with an interest rate of 4.659% (three month EURIBOR of 2.492%). 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 Revolving 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, 2022, the Company had U.S. dollar borrowings of $653.4 million outstanding under the Revolving Credit Facility with a weighted average interest rate of 6.465% (three month SOFR of 4.113%), borrowings denominated in British pounds sterling of £30.2 million ($36.3 million U.S. dollars) with a weighted average interest rate of 4.415% (weighted average three month adjusted cumulative compounded SONIA of 2.083%), borrowings denominated in Australian dollars of A$7.8 million ($5.3 million U.S dollars) with a weighted average interest rate of 5.210% (three month BBSW of 3.060%), borrowings denominated in Canadian dollars of C$5.4 million ($4.0 million U.S. dollars) with an interest rate of 6.708% (three month CDOR of 4.558%), borrowings denominated in New Zealand dollars of NZ$6.1 million ($3.9 million U.S. dollars) with an interest rate of 6.490% (three month NZBB of 4.090%) and borrowings denominated in Euros of €86.6 million ($92.4 million U.S. dollars) with an interest rate of 3.772% (three month EURIBOR of 1.605%). 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 Revolving Credit Facility borrowings is included in “unrealized appreciation (depreciation) - foreign currency transactions” in the Company’s Consolidated Statements of Operations.
As of March 31, 2023 and December 31, 2022, the fair value of the borrowings outstanding under the Revolving Credit Facility was $797.9 million and $795.3 million, respectively. The fair values of the borrowings outstanding under the Revolving Credit Facility are based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
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SMBC Revolving Credit Facility
On March 6, 2023, the Company entered into a Senior Secured Revolving Credit Agreement (the “SMBC Credit Agreement”) with Sumitomo Mitsui Banking Corporation, as administrative agent, as lead arranger and as sole bookrunner, and the lenders and issuing banks from time to time party thereto, which governs the SMBC Credit Facility. The initial principal amount of the SMBC Credit Facility is $115 million, subject to availability under the borrowing base, which is based on the Company’s portfolio investments and other outstanding indebtedness, with an accordion provision to permit increases to the total facility amount up to $500 million, subject to the satisfaction of certain conditions.
Advances under the SMBC Credit Facility initially bear interest at a per annum rate equal to, (i) in the case of U.S. dollar advances, 1.00% per annum plus an “alternate base rate” (as described in the SMBC Credit Agreement) in the case of any ABR Loan and 2.00% per annum plus Term SOFR, (ii) in the case of foreign currency advances (other than Sterling), 1.00% per annum plus an “alternate base rate” (as described in the SMBC Credit Agreement) in the case of any ABR Loan and 2.00% plus the applicable benchmark in effect for such currency, and (iii) in the case of Sterling advances, 2.00% per annum plus Daily Simple RFR, in each case, depending on the nature of the advances being requested under the SMBC Credit Facility. Commencing on September 6, 2023, the Company will pay an unused fee of 0.50% per annum if the unused facility amount is equal to or exceeds 67%, or 0.375% per annum if the unused facility amount is less than 67%, based on the average daily unused amount of the financing commitments, in addition to certain other fees as agreed between the Company and the Administrative Agent.
Advances under the SMBC Credit Facility are subject to compliance with borrowing base requirements, pursuant to which the amount of funds advanced by the lenders to the Company varies depending upon the types of assets in the Company’s portfolio. Assets must meet certain criteria in order to be included in the borrowing base, and the borrowing base is subject to certain portfolio restrictions including investment size, sector concentrations and investment type.
The SMBC Credit Facility is guaranteed by BPCC Holdings, Inc., a subsidiary of the Company, and will be guaranteed by certain domestic subsidiaries of the Company that are formed or acquired by the Company in the future (collectively, the “Subsidiary Guarantors”). Proceeds of the SMBC Credit Facility may be used for general corporate purposes, including, without limitation, repaying outstanding indebtedness, making distributions, contributions and investments, and acquisition and funding, and such other uses as permitted under the SMBC Credit Agreement.
The period during which the Company may borrow under the SMBC Credit Facility expires on March 5, 2027, and the SMBC Credit Facility will mature and all amounts outstanding thereunder must be repaid by March 6, 2028. The SMBC Credit Facility is secured by a perfected first-priority interest in substantially all of the portfolio investments held by the Company and the Subsidiary Guarantors, subject to certain exceptions.
In connection with the SMBC Credit Facility, the Company has made certain customary representations and warranties and is required to comply with various covenants, reporting requirements and other customary requirements for similar facilities. The SMBC Credit Facility contains customary events of default for similar financing transactions, including if a change in control of the Company occurs. Upon the occurrence and during the continuation of certain event of defaults, the Administrative Agent may declare the outstanding advances and all other obligations under the SMBC Credit Facility immediately due and payable.
As of March 31, 2023, the Company had U.S. dollar borrowings of $64.0 million outstanding under the SMBC Credit Facility with a weighted average interest rate of 7.401% (three month SOFR of 4.897%).
As of March 31, 2023, the fair value of the borrowings outstanding under the SMBC Credit Facility was $64.0 million. The fair values of the borrowings outstanding under the SMBC Credit Facility are based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
July 2026 Notes
On July 29, 2021, the Company entered into a Note Purchase Agreement (the “July 2021 NPA”) governing the issuance of (1) $75.0 million in aggregate principal amount of Series A senior unsecured notes due July 29, 2026 (the “Series A Notes”), (2) $38.0 million in aggregate principal amount of Series B senior unsecured notes due July 29, 2026 (the “Series B Notes”), and (3) $37.0 million in aggregate principal amount of Series C senior unsecured notes due July 29, 2026 (the “Series C Notes,” and collectively with the Series A Notes and the Series B Notes, the “July 2026 Notes”), in each case, to qualified institutional investors in a private placement. The Series A Notes, Series B Notes and Series C Notes were delivered and paid for on July 29, 2021, September 15, 2021, and October 28, 2021, respectively.
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The July 2026 Notes have a fixed interest rate of 3.5% per year, subject to a step up of (1) 0.75% per year, to the extent the July 2026 Notes fail to satisfy certain investment grade rating conditions and/or (2) 1.50% per year, to the extent the ratio of the Company’s secured debt to total assets exceeds specified thresholds, measured as of each fiscal quarter-end.
The July 2026 Notes will mature on July 29, 2026 unless redeemed, purchased or prepaid prior to such date by the Company in accordance with the terms of the July 2021 NPA. Interest on the July 2026 Notes is due semiannually in January and July of each year, beginning in January 2022. In addition, the Company is obligated to offer to repay the July 2026 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 July 2021 NPA, the Company may redeem the July 2026 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 January 29, 2026, a make-whole premium.
The July 2021 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, permitted liens, and restricted payments. In addition, the July 2021 NPA contains the following financial covenants: (a) maintaining a minimum obligors’ net worth, measured as of each fiscal quarter-end; (b) not permitting the Company’s asset coverage ratio, as of the date of the incurrence of any debt for borrowed money or the making of any cash dividend to shareholders, to be less than the statutory minimum then applicable to the Company under the 1940 Act; and (c) not permitting the Company’s net debt to equity ratio to exceed 2.0x, measured as of each fiscal quarter-end.
The July 2021 NPA also contains customary events of default with customary cure and notice periods, including, without limitation, nonpayment, incorrect representation in any material respect, breach of covenant, cross-default under other indebtedness or that of the Company’s subsidiary guarantors, 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 July 2026 Notes at the time outstanding may declare all July 2026 Notes then outstanding to be immediately due and payable, subject to certain additional conditions in the event that then-outstanding July 2026 Notes are held by persons affiliated with the Company and certain of its affiliates.
The Company’s obligations under the July 2021 NPA are general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by the Company.
The July 2026 Notes were offered in reliance on Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”). The July 2026 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, 2023 and December 31, 2022, the fair value of the outstanding July 2026 Notes was $128.6 million and $125.9 million, respectively. The fair value determinations of the Series A Notes, Series B Notes and Series C Notes were based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
May 2027 Notes
On May 10, 2022, the Company entered into a Note Purchase Agreement (the “May 2022 NPA”) governing the issuance of (1) $100.0 million in aggregate principal amount of Series D senior unsecured notes due May 10, 2027 (the “Series D Notes”) and (2) $55.0 million in aggregate principal amount of Series E senior unsecured notes due May 10, 2027 (the “Series E Notes,” and collectively with the Series D Notes, the “May 2027 Notes”), in each case, to qualified institutional investors in a private placement. The Series D Notes were delivered and paid for on May 10, 2022, and the Series E Notes were delivered and paid for on July 6, 2022.
The May 2027 Notes have a fixed interest rate of 6.0% per year, subject to a step up of (1) 0.75% per year, to the extent the May 2027 Notes fail to satisfy certain investment grade rating conditions and/or (2) 1.50% per year, to the extent the ratio of the Company’s secured debt to total assets exceeds specified thresholds, measured as of each fiscal quarter-end.
The May 2027 Notes will mature on May 10, 2027 unless redeemed, purchased or prepaid prior to such date by the Company in accordance with the terms of the May 2022 NPA. Interest on the May 2027 Notes will be due semiannually in May and November of each year, beginning in November 2022. In addition, the Company is obligated to offer to repay the May 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 May 2022 NPA, the Company may redeem the May 2027 Notes in whole or in part at
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any time or from time to time at the Company’s option at par plus accrued interest to the prepayment date and, if redeemed on or before November 10, 2026, a make-whole premium.
The May 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, permitted liens, and restricted payments. In addition, the May 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 shareholders, to be less than the statutory minimum then applicable to the Company under the 1940 Act; and (c) not permitting the Company’s net debt to equity ratio to exceed 2.0x, measured as of each fiscal quarter-end.
The May 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 May 2027 Notes at the time outstanding may declare all May 2027 Notes then outstanding to be immediately due and payable, subject to (i) certain additional requirements prior to the issuance of the Series E Notes and (ii) certain additional conditions in the event that then-outstanding May 2027 Notes are held by persons affiliated with the Company and certain of its affiliates.
The Company’s obligations under the May 2022 NPA are general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by the Company.
The May 2027 Notes were offered in reliance on Section 4(a)(2) of the Securities Act. The May 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, 2023 and December 31, 2022, the fair value of the outstanding May 2027 Notes was $141.7 million and $147.7 million, respectively. The fair value determinations of the May 2027 Notes were based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
In connection with the offering of the Series D Notes, on May 10, 2022, the Company entered into a $100.0 million notional value interest rate swap. The Company receives a fixed rate interest at 6.00% paid semi-annually and pays quarterly based on a compounded daily rate of SOFR plus 3.24500%. The swap transaction matures on May 10, 2027. The interest expense related to the Series D Notes will be equally offset by proceeds received from the interest rate swap. The swap adjusted interest expense is included as a component of interest and other financing fees in the Company’s Unaudited Consolidated Statements of Operations. As of March 31, 2023, the interest rate swap had a fair value of $(1.6) million. Depending on the nature of the balance at period end, the fair value of the interest rate swap is either included as a component of derivative assets or derivative liabilities on the Company’s Unaudited Consolidated Balance Sheet. The change in fair value of the interest rate swap is offset by the change in fair value of the Series D Notes. The fair value of the Company’s interest rate swap is based on unadjusted prices from independent pricing services and independent indicative broker quotes, which are Level 2 inputs.
In connection with the offering of the Series E Notes, on July 6, 2022, the Company entered into a $55.0 million notional value interest rate swap. The Company receives a fixed rate interest at 6.00% paid semi-annually and pays quarterly based on a compounded daily rate of SOFR plus 3.38200%. The swap transaction matures on May 10, 2027. The interest expense related to the Series E Notes will be equally offset by proceeds received from the interest rate swap. The swap adjusted interest expense is included as a component of interest and other financing fees in the Company’s Unaudited Consolidated Statements of Operations. As of March 31, 2023, the interest rate swap had a fair value of $(1.2) million. Depending on the nature of the balance at period end, the fair value of the interest rate swap is either included as a component of derivative assets or derivative liabilities on the Company’s Unaudited Consolidated Balance Sheet. The change in fair value of the interest rate swap is offset by the change in fair value of the Series E Notes. The fair value of the Company’s interest rate swap is based on unadjusted prices from independent pricing services and independent indicative broker quotes, which are Level 2 inputs.
Secured Borrowings
As of March 31, 2023 and December 31, 2022, the Company had $57.2 million and $18.6 million, respectively, of secured borrowings (“Secured Borrowings”) outstanding, which were recorded as a result of certain securities that were sold and simultaneously repurchased at a premium, with amounts payable to the counterparty due on the repurchase settlement date,
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which is generally within 120 days of the trade date. The Company’s Secured Borrowings bore interest at a weighted average rate of 7.960% (three month SOFR of 4.897%) as of March 31, 2023, as compared to 7.843% (three month SOFR of 4.587%) for the year ended December 31, 2022. As of March 31, 2023 and December 31, 2022, the fair value of the Secured Borrowings was $57.2 million and $18.6 million, respectively. The fair value of the Secured Borrowings are based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
6. DERIVATIVE INSTRUMENTS
The Company enters into forward currency contracts from time to time to primarily help mitigate the impact that an adverse change in foreign exchange rates would have on net interest income from the Company’s investments and related borrowings denominated in foreign currencies. Forward currency contracts are considered undesignated derivative instruments.
The following tables present the Company’s foreign currency forward contracts as of March 31, 2023 and December 31, 2022:
As of March 31, 2023
($ in thousands)
Description
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$2,300$1,55704/11/23$(15)Derivative liabilities
Foreign currency forward contract (AUD)$46,243A$68,72804/11/23163 Derivative assets
Foreign currency forward contract (CAD)$5,383C$7,32604/11/23(33)Derivative liabilities
Foreign currency forward contract (DKK)200kr.$2904/11/23— Derivative assets
Foreign currency forward contract (DKK)$1,0987,639kr.04/11/23(17)Derivative liabilities
Foreign currency forward contract (EUR)$204,852€191,71104/11/23(3,646)Derivative liabilities
Foreign currency forward contract (GBP)£1,600$1,92904/11/2350 Derivative assets
Foreign currency forward contract (GBP)$66,247£54,75604/11/23(1,482)Derivative liabilities
Foreign currency forward contract (NZD)$5,234NZ$8,32304/11/2316 Derivative assets
Foreign currency forward contract (NOK)1,514kr$14004/11/235 Derivative assets
Foreign currency forward contract (NOK)$4,17040,964kr04/11/23247 Derivative assets
Foreign currency forward contract (SEK)$5555,751kr04/11/23(1)Derivative liabilities
Foreign currency forward contract (CHF)$5,3364,891Fr.04/11/23(25)Derivative liabilities
Total$(4,738)
83
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
As of December 31, 2022
($ in thousands)
Description
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$61,845$41,43401/09/23$660 Derivative assets
Foreign currency forward contract (AUD)A$2,300$1,55704/11/2314 Derivative assets
Foreign currency forward contract (AUD)$40,131A$61,84501/09/23(1,964)Derivative liabilities
Foreign currency forward contract (AUD)$42,446A$63,12804/11/23(684)Derivative liabilities
Foreign currency forward contract (CAD)C$7,479$5,49101/09/2335 Derivative assets
Foreign currency forward contract (CAD)$5,473C$7,47901/09/23(53)Derivative liabilities
Foreign currency forward contract (CAD)$5,383C$7,32604/11/23(35)Derivative liabilities
Foreign currency forward contract (DKK)7,401kr.$1,05601/09/239 Derivative assets
Foreign currency forward contract (DKK)$9827,401kr.01/09/23(83)Derivative liabilities
Foreign currency forward contract (DKK)$1,0787,499kr.04/11/23(9)Derivative liabilities
Foreign currency forward contract (EUR)€187,162$198,63201/09/231,693 Derivative assets
Foreign currency forward contract (EUR)$185,138€187,16201/09/23(15,187)Derivative liabilities
Foreign currency forward contract (EUR)$199,111€186,41104/11/23(1,665)Derivative liabilities
Foreign currency forward contract (GBP)£56,336$68,03201/09/2313 Derivative assets
Foreign currency forward contract (GBP)£1,600$1,92904/11/237 Derivative assets
Foreign currency forward contract (GBP)$62,569£56,33601/09/23(5,477)Derivative liabilities
Foreign currency forward contract (GBP)$66,247£54,75604/11/23(38)Derivative liabilities
Foreign currency forward contract (NZD)NZ$8,665$5,45101/09/2346 Derivative assets
Foreign currency forward contract (NZD)$5,009NZ$8,66501/09/23(487)Derivative liabilities
Foreign currency forward contract (NZD)$5,060NZ$8,04404/11/23(46)Derivative liabilities
Foreign currency forward contract (NOK)38,802kr$3,93901/09/236 Derivative assets
Foreign currency forward contract (NOK)$3,62638,802kr01/09/23(318)Derivative liabilities
Foreign currency forward contract (NOK)$4,09740,202kr04/11/23(7)Derivative liabilities
Foreign currency forward contract (SEK)5,694kr$54701/09/23— Derivative assets
Foreign currency forward contract (SEK)$5125,694kr01/09/23(35)Derivative liabilities
Foreign currency forward contract (SEK)$5555,751kr04/11/23— Derivative liabilities
Foreign currency forward contract (CHF)18,873Fr.$19,74401/09/23689 Derivative assets
Foreign currency forward contract (CHF)$19,49118,873Fr.01/09/23(942)Derivative liabilities
Foreign currency forward contract (CHF)$5,3364,891Fr.04/11/23(12)Derivative liabilities
Total$(23,870)
As of March 31, 2023 and December 31, 2022, the total fair value of the Company’s foreign currency forward contracts was $(4.7) million and $(23.9) million, respectively. The fair values of the Company’s foreign currency forward contracts are based on unadjusted prices from independent pricing services and independent indicative broker quotes, which are Level 2 inputs.
Net realized gains or losses on forward currency contracts are included in “Net realized gains (losses) - foreign currency transactions” in the Company’s Unaudited Consolidated Statements of Operations. Net realized gains or losses on forward contracts recognized by the Company for the three months ended March 31, 2023 and 2022 are shown in the following table:
Three Months EndedThree Months Ended
($ in thousands)March 31, 2023March 31, 2022
Forward currency contracts$(21,395)$957 
84
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Net unrealized appreciation or depreciation on forward currency contracts are included in “Net unrealized appreciation (depreciation) - foreign currency transactions” in the Company’s Unaudited Consolidated Statements of Operations. Net unrealized appreciation or depreciation on forward contracts recognized by the Company for the three months ended March 31, 2023 and 2022 are shown in the following table:
Three Months EndedThree Months Ended
($ in thousands)March 31, 2023March 31, 2022
Forward currency contracts$19,132 $2,400 

7. COMMITMENTS AND CONTINGENCIES
In the normal course of business, the Company is party to financial instruments with off-balance sheet risk, consisting primarily of unused commitments to extend financing to the Company’s portfolio companies. Since commitments may expire without being drawn upon, the total commitment amount does not necessarily represent future cash requirements. As of March 31, 2023 and December 31, 2022, the Company believed that it had adequate financial resources to satisfy its unfunded commitments. The balances of unused commitments to extend financing as of March 31, 2023 and December 31, 2022 were as follows:
Portfolio Company
($ in thousands)		Investment TypeMarch 31, 2023December 31, 2022
Accurus Aerospace Corporation(1)(2)Revolver$553 $691 
AlliA Insurance Brokers NV(1)(2)(3)Delayed Draw Term Loan2,055 — 
Amtech LLC(1)Delayed Draw Term Loan1,818 1,818 
Amtech LLC(1)Revolver455 364 
AnalytiChem Holding GmbH(1)(2)(3)Bridge Revolver470 462 
APC1 Holding(1)(3)Delayed Draw Term Loan— 354 
Aquavista Watersides 2 LTD(1)(2)(4)Capex / Acquisition Facility999 1,179 
Arc Education(1)(3)Delayed Draw Term Loan3,857 3,789 
Argus Bidco Limited(1)(2)(4)CAF Term Loan1,349 1,579 
Argus Bidco Limited(1)(2)(4)RCF Bridge Term Loan344 335 
ASC Communications, LLCRevolver647 647 
Astra Bidco Limited(1)(4)Delayed Draw Term Loan1,088 1,059 
ATL II MRO Holdings Inc.(1)Revolver2,500 2,500 
Avance Clinical Bidco Pty Ltd(1)(5)Delayed Draw Term Loan1,494 1,512 
Azalea Buyer, Inc.(1)Delayed Draw Term Loan962 962 
Azalea Buyer, Inc.(1)Revolver481 481 
Bariacum S.A(1)(3)Acquisition Facility978 961 
Beyond Risk Management, Inc.(1)(2)Delayed Draw Term Loan2,423 2,423 
Biolam Group(1)(2)(3)Delayed Draw Term Loan4,153 4,783 
Bounteous, Inc.(1)(2)Delayed Draw Term Loan2,697 2,697 
Brightpay Limited(1)(2)(3)Delayed Draw Term Loan192 188 
BrightSign LLC(1)(2)Revolver— 1,109 
British Engineering Services Holdco Limited(1)(4)Acquisition/Capex Facility209 203 
CAi Software, LLC(1)(2)Revolver943 943 
Canadian Orthodontic Partners Corp.(1)(2)(6)Delayed Draw Term Loan— 291 
Centralis Finco S.a.r.l.(1)(3)Incremental CAF Term Loan267 298 
CGI Parent, LLC(1)(2)Revolver1,653 1,653 
Classic Collision (Summit Buyer, LLC)(1)Delayed Draw Term Loan156 156 
Classic Collision (Summit Buyer, LLC)(1)Delayed Draw Term Loan5,143 5,143 
Comply365, LLC(1)Revolver575 489 
85
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)		Investment TypeMarch 31, 2023December 31, 2022
Coyo Uprising GmbH(1)(3)Delayed Draw Term Loan514 505 
DataServ Integrations, LLC(1)Revolver481 481 
DecksDirect, LLC(1)Revolver218 218 
Direct Travel, Inc.(1)Delayed Draw Term Loan193 233 
DISA Holdings Corp.(1)Delayed Draw Term Loan1,368 1,368 
DISA Holdings Corp.(1)Revolver429 416 
DreamStart BidCo SAS (d/b/a SmartTrade)(1)(2)(3)Acquisition Facility— 168 
Dune Group(1)(2)(3)Delayed Draw Term Loan1,542 1,515 
Dwyer Instruments, Inc.(1)Delayed Draw Term Loan4,513 4,513 
Eclipse Business Capital, LLC(1)Revolver12,963 12,321 
EMI Porta Holdco LLC(1)(2)Delayed Draw Term Loan7,947 7,947 
EMI Porta Holdco LLC(1)(2)Revolver936 1,261 
EPS NASS Parent, Inc.(1)Delayed Draw Term Loan92 92 
eShipping, LLC(1)Delayed Draw Term Loan1,274 1,274 
eShipping, LLC(1)Revolver743 743 
Eurofins Digital Testing International LUX Holding SARL(1)(3)Delayed Draw Term Loan2,686 2,639 
Eurofins Digital Testing International LUX Holding SARL(1)(2)(3)Delayed Draw Term Loan537 528 
Events Software BidCo Pty Ltd(1)(2)Delayed Draw Term Loan640 640 
Express Wash Acquisition Company, LLC(1)(2)Revolver115 115 
F24 (Stairway BidCo GmbH)(1)(2)(3)Acquisition Term Loan54 57 
Faraday(1)(2)(3)Delayed Draw Term Loan1,947 — 
FineLine Systems(1)(2)Delayed Draw Term Loan— 478 
Footco 40 Limited(1)(2)(4)Delayed Draw Term Loan556 766 
Fortis Payment Systems, LLC(1)(2)Delayed Draw Term Loan925 925 
FragilePak LLC(1)Delayed Draw Term Loan4,649 4,649 
GB Eagle Buyer, Inc.(1)(2)Revolver3,226 3,226 
Glacis Acquisition S.A.R.L.(1)(3)Delayed Draw Term Loan7,532 7,399 
Global Academic Group Limited(1)(7)Term Loan446 451 
GPZN II GmbH(1)(2)(3)CAF Term Loan— 560 
Graphpad Software, LLC(1)(2)Delayed Draw Term Loan2,602 2,602 
Greenhill II BV(1)(3)Capex Acquisition Facility259 255 
Groupe Product Life(1)(3)Delayed Draw Term Loan1,122 1,102 
Gusto Aus BidCo Pty Ltd(1)(5)Delayed Draw Term Loan220 223 
HeartHealth Bidco Pty Ltd(1)(5)Delayed Draw Term Loan309 313 
Heartland Veterinary Partners, LLC(1)Delayed Draw Term Loan148 148 
Heartland, LLC(1)Delayed Draw Term Loan336 710 
Heavy Construction Systems Specialists, LLC(1)Revolver2,193 2,193 
HEKA Invest(1)(2)(3)Delayed Draw Term Loan1,131 1,111 
HTI Technology & Industries(1)(2)Delayed Draw Term Loan1,691 1,691 
HTI Technology & Industries(1)(2)Revolver1,128 1,128 
HW Holdco, LLC (Hanley Wood LLC)(1)Delayed Draw Term Loan655 1,074 
Innovad Group II BV(1)(2)(3)Delayed Draw Term Loan203 200 
INOS 19-090 GmbH(1)(3)Acquisition Facility221 217 
Interstellar Group B.V.(1)(3)Delayed Draw Term Loan2,668 2,621 
Interstellar Group B.V.(1)(3)Delayed Draw Term Loan113 111 
Isolstar Holding NV (IPCOM)(1)(2)(3)Accordion Facility3,761 3,695 
86
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)		Investment TypeMarch 31, 2023December 31, 2022
Isolstar Holding NV (IPCOM)(1)(2)(3)Accordion Facility617 606 
Isolstar Holding NV (IPCOM)(1)(2)(3)Delayed Draw Term Loan1,515 1,488 
ITI Intermodal, Inc.(1)(2)Delayed Draw Term Loan— 103 
ITI Intermodal, Inc.(1)(2)Delayed Draw Term Loan4,249 — 
ITI Intermodal, Inc.(1)(2)Revolver857 118 
Jaguar Merger Sub Inc.(1)Delayed Draw Term Loan— 422 
Jaguar Merger Sub Inc.(1)Revolver— 490 
Jon Bidco Limited(1)(7)Capex & Acquisition Facility745 753 
Jones Fish Hatcheries & Distributors LLC(1)(2)Revolver418 418 
Kano Laboratories LLC(1)(2)Delayed Draw Term Loan724 724 
Kano Laboratories LLC(1)Delayed Draw Term Loan860 860 
Lambir Bidco Limited(1)(2)(3)Delayed Draw Term Loan833 819 
Lattice Group Holdings Bidco Limited(1)(2)Delayed Draw Term Loan255 298 
LeadsOnline, LLC(1)Revolver1,952 1,952 
LivTech Purchaser, Inc.(1)(2)Delayed Draw Term Loan244 244 
Marmoutier Holding B.V.(1)(2)(3)Delayed Draw Term Loan24 24 
Marmoutier Holding B.V.(1)(2)(3)Revolver108 106 
Marshall Excelsior Co.(1)Revolver29 216 
MC Group Ventures Corporation(1)Delayed Draw Term Loan467 467 
Mercell Holding AS(1)(8)Capex Acquisition Facility750 797 
Mertus 522. GmbH(1)(2)(3)Capex Acquisition Facility2,794 2,745 
Modern Star Holdings Bidco Pty Limited(1)(2)(5)Term Loan58 59 
Murphy Midco Limited(1)(2)(4)Delayed Draw Term Loan87 97 
Narda Acquisitionco., Inc.(1)(2)Revolver953 953 
NeoxCo(1)(2)(3)Delayed Draw Term Loan489 — 
Nexus Underwriting Management Limited(1)(2)(4)Acquisition Facility1,061 1,254 
NF Holdco, LLC(1)(2)Revolver1,479 — 
Novotech Aus Bidco Pty Ltd(1)(2)Capex & Acquisition Facility971 971 
NPM Investments 28 BV(1)(3)Delayed Draw Term Loan942 925 
OA Buyer, Inc.(1)Revolver1,331 1,331 
OAC Holdings I Corp(1)Revolver254 607 
OG III B.V.(1)(3)Accordion Facility— 650 
Omni Intermediate Holdings, LLC(1)(2)Delayed Draw Term Loan— 3,407 
Omni Intermediate Holdings, LLC(1)(2)Delayed Draw Term Loan806 1,008 
Options Technology Ltd.(1)(2)Delayed Draw Term Loan1,406 1,406 
OSP Hamilton Purchaser, LLC(1)(2)Revolver885 187 
Pare SAS (SAS Maurice MARLE)(1)Delayed Draw Term Loan2,100 2,100 
PDQ.Com Corporation(1)Delayed Draw Term Loan3,836 3,836 
Polara Enterprises, L.L.C.(1)Revolver947 947 
Premium Invest(1)(3)Delayed Draw Term Loan6,084 5,977 
ProfitOptics, LLC(1)Revolver123 193 
Protego Bidco B.V.(1)(2)(3)Delayed Draw Term Loan260 255 
PSP Intermediate 4, LLC(1)(2)(3)Delayed Draw Term Loan740 727 
QPE7 SPV1 BidCo Pty Ltd(1)(5)Accordion Facility— 2,585 
Qualified Industries, LLC(1)(2)Revolver364 — 
Questel Unite(1)(2)(3)Incremental Term Loan2,749 2,701 
R1 Holdings, LLC(1)Delayed Draw Term Loan1,820 2,623 
87
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)		Investment TypeMarch 31, 2023December 31, 2022
R1 Holdings, LLC(1)Revolver1,601 1,601 
Randys Holdings, Inc.(1)(2)Delayed Draw Term Loan5,516 5,516 
Randys Holdings, Inc.(1)(2)Revolver1,891 1,964 
Rep Seko Merger Sub LLC(1)(2)Delayed Draw Term Loan415 520 
Reward Gateway (UK) Ltd(1)(2)(4)Acquisition Facility787 765 
Rocade Holdings LLC(1)Preferred Equity98,000 — 
Royal Buyer, LLC(1)Delayed Draw Term Loan2,776 2,945 
Royal Buyer, LLC(1)Revolver1,787 1,787 
Safety Products Holdings, LLC(1)(2)Delayed Draw Term Loan2,730 2,730 
Sanoptis S.A.R.L.(1)(3)Acquisition Capex Facility3,024 5,535 
Sanoptis S.A.R.L.(1)(2)(9)CAF Delayed Draw Term Loan1,199 — 
SBP Holdings LP(1)(2)Delayed Draw Term Loan1,469 — 
SBP Holdings LP(1)(2)Revolver887 — 
Scaled Agile, Inc.(1)(2)Delayed Draw Term Loan416 416 
Scaled Agile, Inc.(1)(2)Revolver336 336 
Scout Bidco B.V.(1)(3)Delayed Draw Term Loan1,155 1,135 
Scout Bidco B.V.(1)(3)Revolver524 515 
Sereni Capital NV(1)(2)(3)Delayed Draw Term Loan1,599 — 
Sereni Capital NV(1)(2)(3)Term Loan— 109 
Simulation Software Investment Company Pty Ltd(1)Delayed Draw Term Loan408 408 
Smartling, Inc.(1)(2)Delayed Draw Term Loan2,076 2,076 
Smartling, Inc.(1)(2)Revolver1,038 1,038 
Soho Square III Debtco II SARL(1)(4)Delayed Draw Term Loan3,478 3,383 
Solo Buyer, L.P.(1)(2)Revolver1,995 1,995 
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)(1)Delayed Draw Term Loan399 665 
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)(1)Revolver141 156 
Spatial Business Systems LLC(1)Delayed Draw Term Loan7,500 7,500 
Spatial Business Systems LLC(1)Revolver1,406 1,406 
SSCP Pegasus Midco Limited(1)(4)Delayed Draw Term Loan463 451 
Superjet Buyer, LLC(1)Revolver1,825 1,825 
Syntax Systems Ltd(1)(2)Delayed Draw Term Loan1,770 1,770 
Syntax Systems Ltd(1)(2)Revolver309 309 
Tank Holding Corp(1)Revolver469 545 
Tanqueray Bidco Limited(1)(2)(4)Capex Facility1,118 1,088 
Techone B.V.(1)(3)Revolver144 94 
Tencarva Machinery Company, LLC(1)Revolver1,129 1,129 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)Delayed Draw Term Loan4,195 4,195 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)Revolver1,233 1,233 
The Cleaver-Brooks Company, Inc.(1)Revolver2,768 2,422 
The Hilb Group, LLC(1)(2)Delayed Draw Term Loan1,843 2,537 
Trader Corporation(1)(6)Revolver345 345 
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 Loan1,509 1,509 
Union Bidco Limited(1)(2)(4)Acquisition Facility216 210 
United Therapy Holding III GmbH(1)(2)(3)Acquisition Facility625 1,089 
88
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)		Investment TypeMarch 31, 2023December 31, 2022
Unither (Uniholding)(1)(2)(3)Delayed Draw Term Loan471 — 
USLS Acquisition, Inc. (f/k/a US Legal Support, Inc.)(1)Delayed Draw Term Loan3,371 3,371 
W2O Holdings, Inc.(1)(2)Delayed Draw Term Loan108 — 
W2O Holdings, Inc.(1)(2)Delayed Draw Term Loan— 487 
Waccamaw River LLC(2)Joint Venture2,480 2,480 
Whitcraft Holdings, Inc.(1)Revolver2,515 — 
Woodland Foods, LLC(1)(2)Line of Credit330 330 
WWEC Holdings III Corp(1)(2)Delayed Draw Term Loan2,329 2,329 
WWEC Holdings III Corp(1)(2)Revolver1,025 1,025 
Xeinadin Bidco Limited(1)(4)CAF Term Loan4,876 4,743 
ZB Holdco LLC(1)Delayed Draw Term Loan— 1,352 
ZB Holdco LLC(1)Revolver845 845 
Zeppelin Bidco Limited(1)(2)(4)Capex / Acquisition Facility1,293 1,258 
Total unused commitments to extend financing$346,948 $247,730 
(1)The Adviser’s estimate of the fair value of the current investments in these portfolio companies includes an analysis of the fair value of any unfunded commitments.
(2)Represents a commitment to extend financing to a portfolio company where one or more of the Company’s current investments in the portfolio company are carried at less than cost.
(3)Actual commitment amount is denominated in Euros. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(4)Actual commitment amount is denominated in British pounds sterling. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(5)Actual commitment amount is denominated in Australian dollars. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(6)Actual commitment amount is denominated in Canadian dollars. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(7)Actual commitment amount is denominated in New Zealand dollars. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(8)Actual commitment amount is denominated in Norwegian Kroner. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(9)Actual commitment amount is denominated in Swiss francs. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
89
Barings Private Credit Corporation
Notes to Unaudited Consolidated Financial Statements — (Continued)
8. FINANCIAL HIGHLIGHTS
The following is a schedule of financial highlights for the three months ended March 31, 2023 and 2022:
 Three Months
Ended		Three Months
Ended
($ in thousands, except share and per share amounts)March 31, 2023March 31, 2022
Per share data:
Net asset value at beginning of period$20.55 $20.58 
Net investment income (1)0.61 0.51 
Net realized gain on investments / foreign currency transactions (1)(0.42)— 
Net unrealized appreciation (depreciation) on investments / foreign currency transactions (1)0.57 0.29 
Total increase from investment operations (1)0.76 0.80 
Dividends paid to stockholders from net investment income(0.49)(0.34)
Dividends paid to stockholders from short-term realized gains(0.02)(0.08)
Total dividends declared(0.51)(0.42)
Net asset value at end of period$20.80 $20.96 
Shares outstanding at end of period53,790,939 40,713,710 
Net assets at end of period$1,118,966 $853,407 
Average net assets$1,092,490 $839,879 
Ratio of total expenses to average net assets (annualized) (2)9.69 %4.03 %
Ratio of net investment income to average net assets (annualized) (2)11.96 %9.92 %
Portfolio turnover ratio (annualized)2.25 %0.89 %
Total return (3)3.74 %3.91 %
(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 net asset value (“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
As of April 3, 2023, the Company sold 4,178,064.52 shares of its common stock (with the number of shares issued being determined on April 24, 2023), for an aggregate offering price of approximately $86.9 million at a price per share of $20.80, determined in accordance with Section 23 of the 1940 Act. The sale of common stock was made pursuant to subscription agreements entered into by the Company and the participating investors in connection with the Private Offering pursuant to Section 4(a)(2) of the Securities Act and Regulation D thereunder and/or Regulation S under the Securities Act.
On April 17, 2023, the Company amended the SMBC Credit Agreement (the “Amended SMBC Credit Facility”) to amend certain provisions of the SMBC Credit Facility to increase the facility size from $115 million to $165 million, subject to the terms of the Amended SMBC Credit Facility. In connection with the facility increase contemplated by the Amended SMBC Credit Facility, Regions Bank joined the SMBC Credit Facility as an additional multicurrency lender with a commitment of $50,000,000.
On May 4, 2023, the Board declared regular monthly distributions for June 2023 through August 2023. The regular monthly cash distributions, each in the gross amount of $0.20 per share are payable on June 29, 2023, July 28, 2023 and August 30, 2023, to stockholders of record on June 27, 2023, July 25, 2023 and August 28, 2023, respectively.
90

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, 2023, 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. Historical results and percentage relationships among any amounts in the financial statements are not necessarily indicative of trends in operating results for any future periods.
Forward-Looking Statements
Some of the statements in this Quarterly Report constitute forward-looking statements because they relate to future events or our future performance or financial condition. Forward-looking statements may include, among other things, statements as to our future operating results, our business prospects and the prospects of our portfolio companies, the impact of the investments that we expect to make, the ability of our portfolio companies to achieve their objectives, our expected financings and investments, the adequacy of our cash resources and working capital, and the timing of cash flows, if any, from the operations of our portfolio companies. Words such as “expect,” “anticipate,” “target,” “goals,” “project,” “intend, “plan,” “believe,” “seek,” “estimate,” “continue,” “forecast,” “may,” “should,” “potential,” variations of such words, and similar expressions indicate a forward-looking statement, although not all forward-looking statements include these words. Readers are cautioned that the forward-looking statements contained in this Quarterly Report are only predictions, are not guarantees of future performance, and are subject to risks, events, uncertainties and assumptions that are difficult to predict. Our actual results could differ materially from those implied or expressed in the forward-looking statements for any reason, including the items discussed herein, in Item 1A entitled “Risk Factors” in Part I of our Annual Report on Form 10-K for the year ended December 31, 2022 and in Item 1A entitled “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 April 2, 2021 as a Maryland limited liability company named Barings Private Credit LLC and converted to a Maryland corporation named Barings Private Credit Corporation effective on May 13, 2021, in connection with the commencement of our operations. We have elected to be regulated as a BDC under the 1940 Act and are externally managed by Barings LLC, or Barings, an investment adviser that is registered with the SEC under the Advisers Act. In addition, we have elected for federal income tax purposes to be treated as a RIC under Subchapter M of the Code and expect to maintain our qualification as a RIC annually thereafter.
An externally-managed BDC generally does not have any employees, and its investment and management functions are provided by an outside investment adviser and administrator under an advisory agreement and administration agreement. Instead of directly compensating employees, we pay Barings for investment management and administrative services pursuant to the terms of the Advisory Agreement and the Administration Agreement.
We are a non-exchange traded, privately offered perpetual-life BDC, which is a BDC whose shares are not listed for trading on a stock exchange or other securities market. We use the term “privately offered perpetual-life BDC” to describe an investment vehicle of indefinite duration, whose shares of common stock are intended to be sold by the BDC on a continuous basis in private offerings at a price equal to the BDC’s net asset value per share.
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Our primary investment objective is to generate current income by investing directly in privately-held middle-market companies to help these companies fund acquisitions, growth or refinancing. 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 opportunistically in assets such as, without limitation, equity, special situations, structured credit (e.g., private asset-backed securities), syndicated loan opportunities and/or mortgage securities. Barings employs fundamental credit analysis, and targets investments in businesses with low levels of cyclicality (i.e., the risk of business cycles or other economic cycles adversely affecting them) and operating risk relative to other businesses in this market segment. The holding size of each position will generally be dependent upon a number of factors including total facility size, pricing and structure, and the number of other lenders in the facility. Barings has experience managing levered vehicles, both public and private, and 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.
Formation Transactions/Initial Portfolio
On May 12, 2021, shortly prior to our election to be regulated as a BDC and conversion to a Maryland corporation, and in order to avoid the blind pool-aspects typically associated with the launch of a new fund, we acquired the Initial Portfolio from MassMutual and CM Life, which comprised a select portfolio of senior secured private debt investments in, and funding obligations to, well-established middle-market businesses that operate across a wide range of industries.
The investments in the Initial Portfolio were selected based upon our defined investment objective, amount and type of unfunded obligations associated with each investment and the investment requirements set forth under the 1940 Act or otherwise imposed by applicable laws, rules or regulations, including in accordance with our election to be treated as a RIC for tax purposes.
The aggregate purchase price for the Initial Portfolio was $602.4 million, which is equal to the sum of the fair values of each investment in the Initial Portfolio at the time of purchase of the Initial Portfolio, net of accrued fees associated with certain unfunded obligations in the Initial Portfolio. The investments in the Initial Portfolio were valued as of March 31, 2021 by an independent third-party valuation firm, provided that any investments in the Initial Portfolio acquired by MassMutual or CM Life after March 31, 2021 were initially valued at cost. In connection with the acquisition of the Initial Portfolio, Barings conducted certain valuation procedures to confirm whether there had been any material changes to the fair value of the investments and obligations in the Initial Portfolio from the previously determined fair value thereof and concluded that no purchase price adjustments were necessary given the absence of any such material changes.
We continue to invest in predominately senior secured private debt investments in well-established middle-market businesses that operate across a wide range of industries. 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. Terms of our senior secured private debt investments are generally 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. To a lesser extent, we will invest opportunistically in assets such as, without limitation, equity, special situations, structured credit (e.g., private asset-backed securities), syndicated loan opportunities and/or mortgage securities.
As of March 31, 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 10.3% and 9.9%, respectively. As of March 31, 2023 and December 31, 2022, the weighted average yield on the principal amount of all of our outstanding debt investments (including non-accrual debt investments) was approximately 10.2% and 9.8%, respectively.
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Relationship with Our Adviser, Barings
Our Adviser, Barings, a wholly-owned subsidiary of 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’ $281.6 billion Global Fixed Income Platform (as of March 31, 2023) that invests in liquid, private and structured credit. Barings GPFG manages 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 the Company. BIIL is an investment adviser registered with the SEC in the U.S. and the Financial Conduct Authority in the United Kingdom with its principal office located in London. As of March 31, 2023, BIIL had approximately £15.9 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 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 will also, on our behalf and subject to the Board’s oversight, arrange for the services of, and oversee, custodians, depositories, transfer agents, dividend disbursing agents, other stockholder servicing agents, accountants, attorneys, underwriters, brokers and dealers, corporate fiduciaries, insurers, banks and such other persons in any such other capacity deemed to be necessary or desirable. Barings is responsible for the financial and other records that we are required to maintain and will prepare all reports and other materials required to be filed with the SEC or any other regulatory authority.
Included in Barings GPFG is Barings North American Private Finance Team (the “U.S. Investment Team”), which consists of 51 investment professionals (as of March 31, 2023) located in three offices in the U.S. 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 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.
We have also entered into the Expense Support Agreement with Barings, pursuant to which Barings may elect to make certain Expense Payments on our behalf, including organization and offering expenses, provided that no portion of the payment will be used to pay any of our interest expenses or, if applicable following receipt of the Multi-Class Exemptive Relief (as defined in Part II, Item 2 of this Quarterly Report on Form 10-Q), if any, our distribution and/or shareholder servicing fees. Any Expense Payment that Barings commits to pay must be paid by Barings to us in any combination of cash or other immediately available funds no later than forty-five days after such commitment is made in writing, and/or offset against amounts due from us to Barings or its affiliates. If Barings elects to pay certain of our expenses, Barings will be entitled to reimbursement of such expenses from us if Available Operating Funds exceed the cumulative distributions accrued to our stockholders, subject to the terms of the Expense Support Agreement.
Portfolio Composition
The total fair value of our investment portfolio was $2,271.4 million and $2,157.9 million as of March 31, 2023 and December 31, 2022, respectively. As of March 31, 2023, we had investments in 288 portfolio companies with an aggregate cost of $2,287.1 million. As of December 31, 2022, we had investments in 280 portfolio companies with an aggregate cost of $2,187.5 million. As of March 31, 2023 and December 31, 2022, none of our portfolio investments represented greater than 10% of the total fair value of our investment portfolio.
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As of March 31, 2023 and December 31, 2022, our investment portfolio consisted of the following investments:
($ in thousands)CostPercentage of
Total
Portfolio		Fair ValuePercentage of
Total
Portfolio
March 31, 2023:
Senior debt and 1st lien notes
$1,904,516 83 %$1,872,391 83 %
Subordinated debt and 2nd lien notes
170,578 8 165,123 7 
Structured products27,849 1 24,426 1 
Equity shares145,965 6 180,623 8 
Equity warrants4 — 1,073 — 
Investment in joint ventures38,201 2 27,762 1 
$2,287,113 100 %$2,271,398 100 %
($ in thousands)CostPercentage of
Total Portfolio		Fair ValuePercentage of
Total Portfolio
December 31, 2022:
Senior debt and 1st lien notes
$1,817,043 83 %$1,777,492 82 %
Subordinated debt and 2nd lien notes
169,463 8 163,899 8 
Structured products28,560 1 25,022 1 
Equity shares130,616 6 158,131 7 
Equity warrants4 — 1,083 — 
Investment in joint ventures41,815 2 32,253 2 
$2,187,501 100 %$2,157,880 100 %
Investment Activity
During the three months ended March 31, 2023, we made new investments totaling $71.8 million, made additional investments in existing portfolio companies totaling $59.3 million and made a $12.0 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 4 loans repaid at par totaling $29.2 million and received $11.0 million of portfolio company principal payments and sale proceeds, recognizing a net loss on these transactions of $0.5 million. In addition, we recognized a loss of $0.6 million on one of our debt investments that was restructured. Finally, we received $3.6 million of return of capital from one of our joint ventures.
During the three months ended March 31, 2022, we made new investments totaling $154.5 million, made additional investments in existing portfolio companies totaling $63.4 million, and made additional investments in existing joint venture equity portfolio companies totaling $6.8 million. We had 5 loans repaid at par totaling $7.0 million and received $2.5 million of portfolio company principal payments during the same period.
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Total portfolio investment activity for the three months ended March 31, 2023 and 2022 was as follows:
Three Months Ended
March 31, 2023:
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity
Shares		Equity
Warrants		Investment in Joint VenturesTotal
Fair value, beginning of period$1,777,492 $163,899 $25,022 $158,131 $1,083 $32,253 $2,157,880 
New investments127,129 663 — 15,349 — — 143,141 
Proceeds from sales of investments/return of capital— — — — — (3,614)(3,614)
Loan origination fees received(3,560)(20)— — — — (3,580)
Principal repayments received(38,759)(685)(714)— — — (40,158)
Payment-in-kind interest/dividends1,204 991 — — — — 2,195 
Accretion of loan premium/discount151 48 3 — — — 202 
Accretion of deferred loan origination revenue2,482 121 — — — — 2,603 
Realized gain (loss)(1,173)(4)— — — — (1,177)
Unrealized appreciation (depreciation)7,425 110 115 7,143 (10)(877)13,906 
Fair value, end of period$1,872,391 $165,123 $24,426 $180,623 $1,073 $27,762 $2,271,398 


Three Months Ended
March 31, 2022:
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity
Shares		Investment in Joint VenturesTotal
Fair value, beginning of period$1,141,252 $114,779 $19,566 $75,040 $47,011 $1,397,648 
New investments198,574 9,734 — 9,567 6,759 224,634 
Proceeds from sales of investments(219)— — — — (219)
Loan origination fees received(4,770)18 — — — (4,752)
Principal repayments received(9,064)(361)— — — (9,425)
Payment-in-kind interest600 211 — — — 811 
Accretion of loan premium/discount3 4 4 — — 11 
Accretion of deferred loan origination revenue1,473 81 — — — 1,554 
Realized gain (loss)(132)(11)— — — (143)
Unrealized appreciation (depreciation)(4,149)(1,597)(197)17,977 (3,720)8,314 
Fair value, end of period$1,323,568 $122,858 $19,373 $102,584 $50,050 $1,618,433 
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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, 2023, we had one portfolio company with its debt investment on non-accrual, the fair value of which was $8.5 million, which comprised 0.4% of the total fair value of our portfolio, and the cost of which was $16.8 million, which comprised 0.7% of the total cost of our portfolio. As of December 31, 2022, we had one portfolio company with its debt investment on non-accrual, the fair value of which was $6.3 million, which comprised 0.3% of the total fair value of our portfolio, and the cost of which was $16.8 million, which comprised 0.8% of the total cost of our portfolio.
A summary of our non-accrual asset as of March 31, 2023 is provided below:
Core Scientific, Inc.
During the quarter ended December 31, 2022, we placed our debt investment in Core Scientific Inc., or Core Scientific, on non-accrual status effective with the monthly payment due October 31, 2022. As a result, under U.S. GAAP, we will not recognize interest income on our debt investment in Core Scientific for financial reporting purposes. As of March 31, 2023, the cost of our debt investment in Core Scientific was $16.8 million and the fair value of such investment was $8.5 million.
Results of Operations
Comparison of the three months ended March 31, 2023 and 2022
Operating results for the three months ended March 31, 2023 and 2022 were as follows:
Three Months
 Ended		Three Months
 Ended
($ in thousands)March 31, 2023March 31, 2022
Total investment income$59,122 $29,291 
Total operating expenses26,404 8,459 
Net investment income before taxes32,718 20,832 
Income taxes, including excise tax expense53 1 
Net investment income after taxes32,665 20,831 
Net realized gains (losses)(22,384)271 
Net unrealized appreciation (depreciation)30,246 11,620 
Net realized gains (losses) and unrealized appreciation (depreciation) on investments and foreign currency transactions7,862 11,891 
Net increase in net assets resulting from operations$40,527 $32,722 
Net increases or decreases in net assets resulting from operations can vary substantially from period to period due to various factors, including recognition of realized gains and losses and unrealized appreciation and depreciation. As a result, comparisons of net changes in net assets resulting from operations may not be meaningful.
Investment Income
Three Months
 Ended		Three Months
 Ended
($ in thousands)March 31, 2023March 31, 2022
Investment income:
Total interest income$49,976 $21,471 
Total dividend income3,712 4,423 
Total fee and other income3,354 2,001 
Total payment-in-kind interest income2,071 1,396 
Interest income from cash9 — 
Total investment income$59,122 $29,291 
The change in total investment income for the three months ended March 31, 2023, as compared to the three months ended March 31, 2022, was primarily due to an increase in the average size our portfolio, an increase in the weighted average yield on the portfolio from higher base rates, an increase in acceleration of unamortized OID and unamortized loan origination
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fee income associated with repayments of loans and increased payment-in-kind (“PIK”) interest income. The amount of our outstanding debt investments was $2,136.8 million as of March 31, 2023, as compared to $1,498.5 million as of March 31, 2022. The increase in the average size of our portfolio was largely due to the increased middle-market investment and special situation investment opportunities. The weighted average yield on the principal amount of our outstanding debt investments, other than non-accrual debt investments was 10.3% as of March 31, 2023, as compared to 6.7% as of March 31, 2022. For the three months ended March 31, 2023, dividends from portfolio companies and joint venture investments were $3.7 million, as compared to $4.4 million for the three months ended March 31, 2022. For the three months ended March 31, 2023, acceleration of unamortized OID income and unamortized loan origination fee totaled $0.5 million, as compared to $0.1 million for the three months ended March 31, 2022. For the three months ended March 31, 2023, PIK interest income was $2.1 million, as compared to $1.4 million for the three months ended March 31, 2022.
Operating Expenses
Three Months
 Ended		Three Months
 Ended
($ in thousands)March 31, 2023March 31, 2022
Operating expenses:
Interest and other financing fees$18,563 $5,076 
Base management fees3,849 2,169 
Incentive fee2,594 — 
Other general and administrative expenses1,398 1,214 
Total operating expenses$26,404 $8,459 
Interest and Other Financing Fees
Interest and other financing fees during the three months ended March 31, 2023 were attributable to borrowings under the Revolving Credit Facility, the SMBC Credit Facility, the July 2026 Notes, the May 2027 Notes and Secured Borrowings (each as defined below under “Financial Condition, Liquidity and Capital Resources”). Interest and other financing fees during the three months ended March 31, 2022 were attributable to borrowings under the Revolving Credit Facility and the July 2026 Notes. The increase in interest and other financing fees for the three months ended March 31, 2023 as compared to the three months ended March 31, 2022, was primarily attributable to interest on the SMBC Facility, the May 2027 Notes and Secured Borrowings and an increase in the weighted average interest rate on the Revolving Credit Facility. The weighted average interest on the Revolving Credit Facility was 6.7% as of March 31, 2023, as compared to 2.5% as of March 31, 2022.
Base Management Fee
Under the Advisory Agreement, we pay Barings a 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 prior to the quarter for which such fees are being calculated. The base management fee for any partial quarter is appropriately pro-rated. See Note 2 to our Unaudited Consolidated Financial Statements for additional information regarding the Advisory Agreement and the fee arrangement thereunder. For the three months ended March 31, 2023 and 2022, the amount of base management fee incurred was approximately $3.8 million and $2.2 million, respectively. The increase in the Base Management Fee for the three months ended March 31, 2023 versus the corresponding 2022 period is primarily related to the average value of gross assets increasing from $1,156.6 million as of the end of the two most recently completed calendar quarters prior to March 31, 2022 to $2,052.7 million as of the end of the two most recently completed calendar quarters prior to March 31, 2023.
Incentive Fee
Under the Advisory Agreement, we pay Barings an incentive fee. The incentive fee will be determined and paid quarterly in arrears based on the amount by which (x) the aggregate “pre-incentive fee net investment income” in respect of the then-current calendar quarter and the three preceding calendar quarters (the “Trailing Twelve Months”), exceeds (y) the hurdle amount in respect of the Trailing Twelve Months. See Note 2 to our Unaudited Consolidated Financial Statements for additional information regarding the terms of the Advisory Agreement and the fee arrangements thereunder. For the three months ended March 31, 2023, the amount of incentive fee incurred was approximately $2.6 million. For the three months ended March 31, 2022, we did not incur any incentive fees because the incentive fee was not payable until the completion of the first full calendar quarter following the one-year anniversary of the initial effective date of the Advisory Agreement, May 13, 2021.
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Other General and Administrative Expenses
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, 2023 and 2022, the amount of administration expense incurred and invoiced by Barings for expenses was $0.6 million and $0.4 million, respectively. In addition to expenses incurred under the Administration Agreement, other general and administrative expenses include Board fees, D&O insurance costs, offering costs, legal and accounting expenses and other costs related to our operations.
Net Realized Gains (Losses)
Net realized gains (losses) during the three months ended March 31, 2023 and 2022 were as follows:
Three Months
 Ended		Three Months
 Ended
($ in thousands)March 31, 2023March 31, 2022
Net realized gains (losses):
Non-Control / Non-Affiliate investments$(1,177)$(143)
Net realized gains (losses) on investments(1,177)(143)
Foreign currency transactions(21,207)414 
Net realized gains (losses)$(22,384)$271 
During the three months ended March 31, 2023, we recognized net realized losses totaling $22.4 million, which consisted primarily of a net loss on foreign currency transactions of $21.2 million and a net loss on our loan portfolio of $1.2 million. During the three months ended March 31, 2022, we recognized net realized gains totaling $0.3 million, which consisted primarily of a net gain on foreign currency transactions of $0.4 million, partially offset by a net loss on our loan portfolio of $0.1 million.
Net Unrealized Appreciation (Depreciation)
Net unrealized appreciation (depreciation) during the three months ended March 31, 2023 and 2022 were as follows:
Three Months
 Ended		Three Months
 Ended
($ in thousands)March 31, 2023March 31, 2022
Net unrealized appreciation (depreciation)
Non-Control / Non-Affiliate investments$8,975 $(6,120)
Affiliate investments4,802 14,280 
Net unrealized appreciation (depreciation) on investments13,777 8,160 
Foreign currency transactions16,469 3,460 
Net unrealized appreciation (depreciation)$30,246 $11,620 
During the three months ended March 31, 2023, we recorded net unrealized appreciation totaling $30.2 million, consisting of net unrealized appreciation on our current portfolio of $11.6 million, net unrealized appreciation reclassification adjustments of $2.3 million related to the net realized losses on the sales / repayments of certain investments and net unrealized appreciation related to foreign currency transactions of $16.5 million, partially offset by deferred taxes of $0.2 million. The net unrealized appreciation on our current portfolio of $11.6 million was driven primarily by the impact of foreign currency exchange rates on investments of $7.0 million, credit or fundamental performance of investments of $5.2 million, partially offset by broad market moves for investments of $0.6 million.
During the three months ended March 31, 2022, we recorded net unrealized appreciation totaling $11.6 million, consisting of net unrealized appreciation on our current portfolio of $8.5 million and net unrealized appreciation related to foreign currency transactions of $3.5 million, partially offset by net unrealized depreciation reclassification adjustments of $0.2 million and deferred tax liability of $0.2 million. The net unrealized appreciation on our current portfolio of $8.5 million was driven primarily by credit or fundamental performance of investments of $17.5 million, partially offset by the impact of foreign currency exchange rates on investments of $4.1 million and broad market moves for investments of $4.9 million.
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Financial Condition, Liquidity and Capital Resources
We believe that our current cash and cash equivalents on hand, our available borrowing capacity under the Revolving Credit Facility and the SMBC Credit Facility 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. In addition, we expect to generate cash from the net proceeds of our continuous offering of shares of common stock in the Private Offering. This “Financial Condition, Liquidity and Capital Resources” section should be read in conjunction with the notes to our Unaudited Consolidated Financial Statements in this Quarterly Report on Form 10-Q.
Under the 1940 Act, we are required to meet an asset coverage ratio, defined under the 1940 Act as the ratio of our total assets (less all liabilities and indebtedness not represented by senior securities) to our outstanding senior securities, of at least 150% after each issuance of senior securities. Our asset coverage ratio was 191.8% as of March 31, 2023.
Cash Flows
For the three months ended March 31, 2023, we experienced a net decrease in cash in the amount of $56.2 million. During that period, our operating activities used $148.4 million in cash, consisting primarily of purchases of portfolio investments of $228.7 million, partially offset by proceeds from sales or repayments of portfolio investments totaling $83.6 million. In addition, our financing activities provided net cash of $92.2 million, consisting primarily of net borrowings of $64.0 million under the SMBC Credit Facility, net secured borrowings of $38.6 million and proceeds from the issuance of common stock of $18.0 million, partially offset by dividends paid in the amount of $26.9 million. As of March 31, 2023, we had $35.3 million of cash on hand, including foreign currencies.
For the three months ended March 31, 2022, we experienced a net decrease in cash in the amount of $94.5 million. During that period, our operating activities used $219.1 million in cash, consisting primarily of purchases of portfolio investments of $244.0 million, partially offset by proceeds from sales or repayments of portfolio investments totaling $10.5 million. In addition, our financing activities provided net cash of $124.6 million, consisting primarily of net borrowings of $139.3 million under the Revolving Credit Facility and proceeds from the issuance of common stock of $3.3 million, partially offset by dividends paid in the amount of $17.0 million. As of March 31, 2022, we had $29.0 million of cash on hand, including foreign currencies.
Financing Transactions
BNP Paribas Revolving Credit Facility
On May 11, 2021, BPC Funding, our wholly-owned subsidiary, entered into a senior secured revolving credit facility with BNP Paribas (“BNPP”) (as amended, the “Revolving Credit Facility”). BNPP serves as administrative agent, State Street Bank and Trust Company serves as collateral agent, and we serve as servicer under the Revolving Credit Facility. The initial maximum amount of borrowings available under the Revolving Credit Facility was $400 million. On November 18, 2021, BPC Funding and BNPP amended the Revolving Credit Facility to increase the maximum amount of borrowings available to $600 million from $400 million. Effective on March 9, 2022, BPC Funding and BNPP amended the Revolving Credit Facility to increase the maximum amount of borrowings available to $800 million from $600 million.
Advances under the Revolving Credit Facility initially bore interest at a per annum rate equal to, in the case of dollar advances, three-month LIBOR, and in the case of foreign currency advances, the applicable benchmark in effect for such currency, plus an applicable margin of 1.65% to 2.60% per annum depending on the nature of the advances being requested under the Revolving Credit Facility. Effective on March 9, 2022, the term SOFR reference rate replaced LIBOR as an applicable index for U.S. dollar-based borrowings. Effective March 9, 2022, U.S. dollar advances under the Revolving Credit Agreement bear interest at a per annum rate equal to three-month term SOFR, plus an applicable margin of 1.80% to 2.75% per annum depending on the nature of the advances being requested under the Revolving Credit Agreement. BPC Funding currently pays an unused fee based on the average daily unused amount of the financing commitments, in addition to certain other fees as agreed between BPC Funding and BNPP. Commencing on September 9, 2022, BPC Funding will pay an unused fee of 1.25% per annum if the unused facility amount is greater than 50%, or 0.75% per annum if the unused facility amount is less than or equal to 50% and greater than 25%, based on the average daily unused amount of the financing commitments, in addition to certain other fees as agreed between BPC Funding and BNPP.
Advances under the Revolving Credit Facility are subject to compliance with borrowing base requirements, pursuant to which the amount of funds advanced by the lenders to BPC Funding vary depending upon the types of assets in BPC Funding’s portfolio. Assets must meet certain criteria in order to be included in the borrowing base, and the borrowing base is subject to certain portfolio restrictions including investment size, sector concentrations and investment type.
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Proceeds from borrowings under the Revolving Credit Facility may be used to fund portfolio investments by BPC Funding, to make advances under delayed draw term loans and revolving loans for which BPC Funding is a lender, and to make permitted distributions. The period during which BPC Funding may borrow under the Revolving Credit Facility expires on May 11, 2024, and the Revolving Credit Facility will mature and all amounts outstanding thereunder must be repaid by May 11, 2026.
BPC Funding’s obligations to the lenders under the Revolving Credit Facility are secured by a first priority security interest in all of BPC Funding’s portfolio investments and cash. The obligations of BPC Funding under the Revolving Credit Facility are non-recourse to us, and our exposure under the Revolving Credit Facility is limited to the value of our investment in BPC Funding.
In connection with the Revolving Credit Facility, BPC Funding has made certain customary representations and warranties and is required to comply with various covenants, reporting requirements and other customary requirements for similar facilities. The Revolving Credit Facility contains customary events of default for similar financing transactions, including if a change of control of BPC Funding occurs. Upon the occurrence and during the continuation of an event of default, BNPP may declare the outstanding advances and all other obligations under the Revolving Credit Facility immediately due and payable. The occurrence of an event of default (as described above) triggers a requirement that BPC Funding obtain the consent of BNPP prior to entering into any sale or disposition with respect to portfolio investments. As of March 31, 2023, we were in compliance with all covenants of the Revolving Credit Facility.
As of March 31, 2023, we had U.S. dollar borrowings of $653.4 million outstanding under the Revolving Credit Facility with a weighted average interest rate of 7.019% (three month SOFR of 4.676%), borrowings denominated in British pounds sterling of £30.2 million ($37.3 million U.S. dollars) with a weighted average interest rate of 5.412% (weighted average three month adjusted cumulative compounded SONIA of 3.080%), borrowings denominated in Australian dollars of A$7.8 million ($5.2 million U.S. dollars) with an interest rate of 5.532% (three month BBSW of 3.382%), borrowings denominated in Canadian dollars of C$5.4 million ($4.0 million U.S. dollars) with an interest rate of 7.173% (three month CDOR of 5.023%), borrowings denominated in New Zealand dollars of NZ$6.1 million ($3.8 million U.S. dollars) with an interest rate of 7.255% (three month NZBB of 4.855%) and borrowings denominated in Euros of €86.6 million ($94.1 million U.S. dollars) with an interest rate of 4.659% (three month EURIBOR of 2.492%). 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 Revolving Credit Facility borrowings is included in “net unrealized appreciation (depreciation) - foreign currency transactions” in our Unaudited Consolidated Statements of Operations.
SMBC Revolving Credit Facility
On March 6, 2023, we entered into a senior secured revolving credit facility (the “SMBC Credit Facility”) pursuant to a Senior Secured Revolving Credit Agreement, with Sumitomo Mitsui Banking Corporation, as administrative agent, as lead arranger and as sole bookrunner, and the lenders and issuing banks from time to time party thereto .
The initial principal amount of the SMBC Credit Facility is $115 million, subject to availability under the borrowing base, which is based on our portfolio investments and other outstanding indebtedness, with an accordion provision to permit increases to the total facility amount up to $500 million, subject to the satisfaction of certain conditions.
Advances under the SMBC Credit Facility initially bear interest at a per annum rate equal to, (i) in the case of U.S. dollar advances, 1.00% per annum plus an “alternate base rate” (as described in the SMBC Credit Agreement) in the case of any ABR Loan and 2.00% per annum plus Term SOFR, (ii) in the case of foreign currency advances (other than Sterling), 1.00% per annum plus an “alternate base rate” (as described in the SMBC Credit Agreement) in the case of any ABR Loan and 2.00% plus the applicable benchmark in effect for such currency, and (iii) in the case of Sterling advances, 2.00% per annum plus Daily Simple RFR, in each case, depending on the nature of the advances being requested under the SMBC Credit Facility. Commencing on September 6, 2023, we will pay an unused fee of 0.50% per annum if the unused facility amount is equal to or exceeds 67%, or 0.375% per annum if the unused facility amount is less than 67%, based on the average daily unused amount of the financing commitments, in addition to certain other fees as agreed between us and the Administrative Agent.
Advances under the SMBC Credit Facility are subject to compliance with borrowing base requirements, pursuant to which the amount of funds advanced by the lenders to us varies depending upon the types of assets in our portfolio. Assets must meet certain criteria in order to be included in the borrowing base, and the borrowing base is subject to certain portfolio restrictions including investment size, sector concentrations and investment type.
The SMBC Credit Facility is guaranteed by BPCC Holdings, Inc., a subsidiary of our, and will be guaranteed by certain domestic subsidiaries of our that are formed or acquired by us in the future (collectively, the “Subsidiary Guarantors”).
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Proceeds of the SMBC Credit Facility may be used for general corporate purposes, including, without limitation, repaying outstanding indebtedness, making distributions, contributions and investments, and acquisition and funding, and such other uses as permitted under the SMBC Credit Agreement.
The period during which we may borrow under the SMBC Credit Facility expires on March 5, 2027, and the SMBC Credit Facility will mature and all amounts outstanding thereunder must be repaid by March 6, 2028. The SMBC Credit Facility is secured by a perfected first-priority interest in substantially all of the portfolio investments held by us and the Subsidiary Guarantors, subject to certain exceptions.
In connection with the SMBC Credit Facility, we have made certain customary representations and warranties and is required to comply with various covenants, reporting requirements and other customary requirements for similar facilities. The SMBC Credit Facility contains customary events of default for similar financing transactions, including if a change in control of us occurs. Upon the occurrence and during the continuation of certain event of defaults, the Administrative Agent may declare the outstanding advances and all other obligations under the SMBC Credit Facility immediately due and payable.
As of March 31, 2023, the Company had U.S. dollar borrowings of $64.0 million outstanding under the SMBC Credit Facility with a weighted average interest rate of 7.401% (three month SOFR of 4.897%).
July 2026 Notes
On July 29, 2021, we entered into the July 2021 NPA governing the issuance of (1) $75.0 million in aggregate principal amount of the Series A Notes, (2) $38.0 million in aggregate principal amount of the Series B Notes, and (3) $37.0 million in aggregate principal amount of the Series C Notes, in each case, to qualified institutional investors in a private placement. The Series A Notes, Series B Notes and Series C Notes were delivered and paid for on July 29, 2021, September 15, 2021 and October 28, 2021, respectively. The July 2026 Notes will mature on July 29, 2026 unless redeemed, purchased or prepaid prior to such date by us in accordance with the terms of the July 2021 NPA.
The July 2026 Notes have a fixed interest rate of 3.5% per year, subject to a step up of (1) 0.75% per year, to the extent the July 2026 Notes fail to satisfy certain investment grade rating conditions and/or (2) 1.50% per year, to the extent the ratio of our secured debt to total assets exceeds specified thresholds, measured as of each fiscal quarter-end.
Our obligations under the July 2021 NPA are general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by us.
The July 2026 Notes were offered in reliance on Section 4(a)(2) of the Securities Act. The July 2026 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. See Note 5 to our Unaudited Consolidated Financial Statements for additional information regarding the July 2021 NPA and the July 2026 Notes issued thereunder.
May 2027 Notes
On May 10, 2022, we entered into the May 2022 NPA governing the issuance of (1) $100.0 million in aggregate principal amount of Series D Notes and (2) $55.0 million in aggregate principal amount of Series E Notes, in each case, to qualified institutional investors in a private placement. The Series D Notes were delivered and paid for on May 10, 2022, and the Series E Notes were delivered and paid for on July 6, 2022.
The May 2027 Notes have a fixed interest rate of 6.0% per year, subject to a step up of (1) 0.75% per year, to the extent the May 2027 Notes fail to satisfy certain investment grade rating conditions and/or (2) 1.50% per year, to the extent the ratio of the Company’s secured debt to total assets exceeds specified thresholds, measured as of each fiscal quarter-end.
Our obligations under the May 2022 NPA are general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by us.
The May 2027 Notes were offered in reliance on Section 4(a)(2) of the Securities Act. The May 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. See Note 5 to our Unaudited Consolidated Financial Statements for additional information regarding the May 2022 NPA and the May 2027 Notes issued thereunder.
In connection with the offering of the Series D Notes, on May 10, 2022, we entered into a $100.0 million notional value interest rate swap. We receive a fixed rate interest at 6.00% paid semi-annually and pay quarterly based on a compounded daily
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rate of SOFR plus 3.24500%. The swap transaction matures on May 10, 2027. The interest expense related to the Series D Notes will be equally offset by proceeds received from the interest rate swap. The swap adjusted interest expense is included as a component of interest and other financing fees in our Unaudited Consolidated Statements of Operations. As of March 31, 2023, the interest rate swap had a fair value of $(1.6) million. Depending on the nature of the balance at period end, the fair value of the interest rate swap is either included as a component of derivative assets or derivative liabilities on our Unaudited Consolidated Balance Sheet. The change in fair value of the interest rate swap is offset by the change in fair value of the Series D Notes.
In connection with the offering of the Series E Notes, on July 6, 2022, we entered into a $55.0 million notional value interest rate swap. We receive a fixed rate interest at 6.00% paid semi-annually and pay quarterly based on a compounded daily rate of SOFR plus 3.38200%. The swap transaction matures on May 10, 2027. The interest expense related to the Series E Notes will be equally offset by proceeds received from the interest rate swap. The swap adjusted interest expense is included as a component of interest and other financing fees in our Unaudited Consolidated Statements of Operations. As of March 31, 2023, the interest rate swap had a fair value of $(1.2) million. Depending on the nature of the balance at period end, the fair value of the interest rate swap is either included as a component of derivative assets or derivative liabilities on our Unaudited Consolidated Balance Sheet. The change in fair value of the interest rate swap is offset by the change in fair value of the Series E Notes. The fair value of the Company’s interest rate swap is based on unadjusted prices from independent pricing services and independent indicative broker quotes, which are Level 2 inputs.
Secured Borrowings
As of March 31, 2023 and December 31, 2022, we had $57.2 million and $18.6 million, respectively, of secured borrowings (“Secured Borrowings”) outstanding, which were recorded as a result of certain securities that were sold and simultaneously repurchased at a premium, with amounts payable to the counterparty due on the repurchase settlement date, which is generally within 120 days of the trade date. Our Secured Borrowings bore interest at a weighted average rate of 7.960% as of March 31, 2023, as compared to 7.843% for the year ended December 31, 2022.
Share Repurchase Program
At the discretion of the Board, we commenced a share repurchase program in which we may offer to repurchase, in each quarter, up to 5% of our shares of common stock outstanding as of the close of the previous calendar quarter, generally using a purchase price equal to the net asset value per share as of the last calendar day of the applicable quarter. However, we are not obligated to repurchase any shares and may choose to repurchase only some, or even none, of the shares that have been requested to be repurchased in any particular quarter in our discretion. The Board may amend, suspend or terminate the share repurchase program if it deems such action to be in our best interest and the best interest of our stockholders. As a result, share repurchases may not be available each quarter, stockholders may not be able to sell their shares promptly or at a desired price, and an investment in our shares is not suitable if you require short-term liquidity with respect to your investment in us. We intend to conduct such repurchase offers in accordance with the requirements of Rule 13e-4 promulgated under the Exchange Act and the 1940 Act and subject to compliance with applicable covenants and restrictions under our financing arrangements. All shares purchased by us pursuant to the terms of each tender offer will be redeemed and thereafter will be authorized and unissued shares.
During the three months ended March 31, 2023, 481.464 shares were accepted for repurchase for a total value of $10,014.
Distributions to Stockholders
We intend to pay distributions to our stockholders of substantially all of our income, as determined by the Board in its discretion considering factors such as our earnings, cash flow, capital needs and general financial condition and the requirements of Maryland law. As a result, our distribution rates and payment frequency may vary from time to time. We generally intend to declare regular monthly dividends on a quarterly basis, although the frequency of such distributions may vary.
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 cash 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 qualify for and maintain our tax treatment as a RIC and to obtain RIC tax benefits, we must meet certain minimum distribution, source-of-income and asset
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diversification requirements. If such requirements are met, then we will generally be 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 arrangement 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 ICTI. 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 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, 2023, we made approximately $12.0 million of new commitments, of which $10.6 million closed and funded. The $10.6 million of investments consists of $10.3 million of first lien senior secured debt investments and $0.3 million of subordinated debt investments. The weighted average yield of the debt investments was 10.7%. In addition, we funded $56.6 million of previously committed debt and equity facilities.
As of April 3, 2023, we sold 4,178,064.52 shares of our common stock (with the number of shares issued being determined on April 24, 2023), for an aggregate offering price of approximately $86.9 million at a price per share of $20.80, determined in accordance with Section 23 of the 1940 Act. The sale of common stock was made pursuant to subscription agreements entered into by us and the participating investors in connection with the Private Offering pursuant to Section 4(a)(2) of the Securities Act and Regulation D thereunder and/or Regulation S under the Securities Act.
On April 17, 2023, we entered into the Amended SMBC Credit Facility to amend certain provisions of the SMBC Credit
Facility to increase the facility size from $115 million to $165 million, subject to the terms of the Amended SMBC Credit
Facility. In connection with the facility increase contemplated by the Amended SMBC Credit Facility, Regions Bank joined the
SMBC Credit Facility as an additional multicurrency lender with a commitment of $50,000,000.
On May 4, 2023, the Board declared regular monthly distributions for June 2023 through August 2023. The regular monthly cash distributions, each in the gross amount of $0.20 per share are payable on June 29, 2023, July 28, 2023 and August 30 2023, to stockholders of record on June 27, 2023, July 25, 2023 and August 28, 2023, respectively.
Critical Accounting Policies and Use of Estimates
The preparation of our unaudited financial statements in accordance with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses for the periods covered by such financial statements. We have identified investment valuation and revenue recognition as our most critical accounting estimates. On an ongoing basis, we evaluate our estimates, including those related to the matters described below. These estimates are based on the information that is currently available to us and on various other assumptions that we believe to be reasonable under the circumstances. Actual results could
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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 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, 2023, 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 198% 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. 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 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, 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.
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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, 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 productsproduct 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 an independent providerproviders 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 theirthe valuation (for example, changes in interest rates or the credit quality of the borrower). At the quarter end
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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 provider appliesproviders 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 in making valuation recommendations touse. If the Board, and will report to the Board on its rationale for each such determination. Barings uses its internal valuation model as a comparison point to validate the price range provided by the valuation provider and, where applicable, in determining the point within that range that it will use in making valuation recommendations to the Board. If Barings’ pricing committee disagrees with the price range provided, it may make a fair value recommendation to the BoardBarings that is outside of the range provided by the independent valuation provider and will notify the Board of any such override and the reasons therefore. In certain instances, we may determine that it is not cost-effective, and as a result is not in the stockholders’ best interests, to request thean independent valuation firm to perform an independent valuation on certain investments. Such instances include, but are not limited to, situations where the fair value of the investment in the portfolio company is determined to be insignificant relative to the total investment portfolio. Pursuant to these procedures, the Board determines each quarter, in good faith, whether our investments were valued at fair value in accordance with our valuation policies and procedures and the 1940 Act based on, among other things, the input of Barings, our Audit Committee and the independent valuation firm.
Valuation Inputs
The SEC has adopted new Rule 2a-5 under the 1940 Act. This rule establishes requirements for determining fair value in good faith for purposes of the 1940 Act. We will comply with the new rule’s valuation requirements on or before the SEC’s September 8, 2022 compliance date.
Valuation Techniques
OurAdviser’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 ourthe Adviser’s market assumptions. OurThe 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, wethe Adviser will utilize alternative approaches such as broker quotes or manual prices. We attemptThe 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 Thompson Rivers LLC and Waccamaw River LLC
As Thompson Rivers LLC and Waccamaw River LLC are investment companies with no readily determinable fair values, we estimatethe Adviser estimates the fair value of our investments in these entities using net asset value of each company and our ownership percentage as a practical expedient. The net asset value 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 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 OIDoriginal issue discount (“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
81

not have received and may not ever receive any corresponding cash amount. Additionally, any loss recognized by us for U.S. federal income tax purposes on previously accrued interest income will be treated as a capital loss.
Fee Income
Origination, facility, commitment, consent and other advance fees received in connection with the origination of a loan, or Loan Origination Fees, are recorded as deferred income and recognized as investment income over the term of the loan. Upon prepayment of a loan, any unamortized Loan Origination Fees are recorded as investment income. In the general course of our business, we receive certain fees from portfolio companies, which are non-recurring in nature. Such fees include loan prepayment penalties, advisory,structuring fees, covenant waiver fees and loan amendment and other fees, and are recorded as investment income when earned.
Fee income for the three months ended March 31, 2023 and 2022 was as follows:
Three Months Ended
($ in thousands)March 31, 2022
Recurring Fee Income:
Amortization of loan origination fees$1,487 
Management, valuation and other fees366 
Total Recurring Fee Income1,853 
Non-Recurring Fee Income:
Acceleration of unamortized loan origination fees67 
Advisory, loan amendment and other fees81 
Total Non-Recurring Fee Income148 
Total Fee Income$2,001
Three Months
 Ended		Three Months
 Ended
($ in thousands)March 31, 2023March 31, 2022
Recurring Fee Income:
Amortization of loan origination fees$2,194 $1,487 
Management, valuation and other fees562 366 
Total Recurring Fee Income2,756 1,853 
Non-Recurring Fee Income:
Acceleration of unamortized loan origination fees409 67 
Advisory, loan amendment and other fees189 81 
Total Non-Recurring Fee Income598 148 
Total Fee Income$3,354 $2,001 
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
106

restructuring such that the interest income is deemed to be collectible. We write off any previously accrued and uncollected PIK interest when it is determined that the PIK interest is no longer collectible.
We may have to include in our ICTI, PIK interest income from investments that have been classified as non-accrual for financial reporting purposes. Interest income on non-accrual investments is not recognized for financial reporting purposes, but generally is recognized in ICTI. As a result, we may be required to make a distribution to our stockholders in order to satisfy the minimum distribution requirements, even though we will not have received and may not ever receive any corresponding cash amount.
82

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 March 31, 20222023 and December 31, 2021,2022, we believe we have adequate financial resources to satisfy our unfunded commitments. The balances of unused commitments to extend financing as of March 31, 20222023 and December 31, 20212022 were as follows:
Portfolio Company
($ in thousands)		Investment TypeMarch 31, 2022December 31, 2021
Acclime Holdings HK Limited(1)Delayed Draw Term Loan$148 $148 
Acclime Holdings HK Limited(1)Delayed Draw Term Loan812 812 
Air Comm Corporation, LLC(1)Delayed Draw Term Loan11 11 
Air Comm Corporation, LLC(1)Delayed Draw Term Loan2,760 2,760 
Amtech LLC(1)Delayed Draw Term Loan1,818 1,818 
Amtech LLC(1)Revolver455 455 
AnalytiChem Holding GmbH(1)(2)(3)Delayed Draw Term Loan3,914 4,001 
Aquavista Watersides 2 LTD(1)(2)(4)Bridge Revolver227 233 
Aquavista Watersides 2 LTD(1)(2)(4)Acquisition Facility1,418 1,459 
Astra Bidco Limited(1)(2)(4)Delayed Draw Term Loan1,159 1,192 
Avance Clinical Bidco Pty Ltd(1)(5)Delayed Draw Term Loan1,675 1,622 
AWP Group Holdings, Inc.(1)Delayed Draw Term Loan233 233 
Azalea Buyer, Inc.(1)Delayed Draw Term Loan962 962 
Azalea Buyer, Inc.(1)Revolver481 481 
Bariacum S.A(1)(2)(3)Acquisition Facility1,001 1,023 
Bearcat Buyer, Inc.(1)Delayed Draw Term Loan96 96 
Beyond Risk Management, Inc.(1)(2)Delayed Draw Term Loan2,573 2,573 
Bounteous, Inc.(1)Delayed Draw Term Loan2,697 2,697 
Brightpay Limited(1)(2)(3)Delayed Draw Term Loan336 602 
Brightpay Limited(1)(2)(3)Delayed Draw Term Loan196 201 
BrightSign LLC(1)Revolver1,109 1,109 
British Engineering Services Holdco Limited(1)(2)(4)Acquisition Facility1,681 1,729 
CAi Software, LLC(1)Revolver943 943 
Ceres Pharma NV(1)(2)(3)Delayed Draw Term Loan1,510 1,544 
CGI Parent, LLC(1)(2)Revolver1,212 — 
Classic Collision (Summit Buyer, LLC)(1)Delayed Draw Term Loan620 788 
Coastal Marina Holdings, LLC(1)(2)PIK Tranche B Term Loan656 656 
Coastal Marina Holdings, LLC(1)(2)Tranche A Term Loan1,788 1,788 
Command Alkon (Project Potter Buyer, LLC)(1)Delayed Draw Term Loan13,153 13,153 
Coyo Uprising GmbH(1)(2)(3)Delayed Draw Term Loan1,053 1,076 
Crash Champions, LLC(1)(2)Delayed Draw Term Loan395 4,518 
Dart Buyer, Inc(1)Delayed Draw Term Loan211 441 
DecksDirect, LLC(1)Revolver58 218 
Direct Travel, Inc.(1)(2)Delayed Draw Term Loan225 225 
DreamStart BidCo SAS (d/b/a SmartTrade)(1)(2)(3)Acquisition Facility175 179 
Dune Group(1)(3)Delayed Draw Term Loan1,579 1,614 
Dwyer Instruments, Inc.(1)Delayed Draw Term Loan987 987 
Eclipse Business Capital, LLC(1)Revolver7,701 8,342 
EMI Porta Holdco LLC(1)Delayed Draw Term Loan9,610 10,678 
EMI Porta Holdco LLC(1)Revolver2,024 2,542 
EPS NASS Parent, Inc.(1)Delayed Draw Term Loan209 209 

Portfolio Company
($ in thousands)		Investment TypeMarch 31, 2023December 31, 2022
Accurus Aerospace Corporation(1)(2)Revolver$553 $691 
AlliA Insurance Brokers NV(1)(2)(3)Delayed Draw Term Loan2,055 — 
Amtech LLC(1)Delayed Draw Term Loan1,818 1,818 
Amtech LLC(1)Revolver455 364 
AnalytiChem Holding GmbH(1)(2)(3)Bridge Revolver470 462 
APC1 Holding(1)(3)Delayed Draw Term Loan— 354 
Aquavista Watersides 2 LTD(1)(2)(4)Capex / Acquisition Facility999 1,179 
Arc Education(1)(3)Delayed Draw Term Loan3,857 3,789 
Argus Bidco Limited(1)(2)(4)CAF Term Loan1,349 1,579 
Argus Bidco Limited(1)(2)(4)RCF Bridge Term Loan344 335 
ASC Communications, LLCRevolver647 647 
Astra Bidco Limited(1)(4)Delayed Draw Term Loan1,088 1,059 
ATL II MRO Holdings Inc.(1)Revolver2,500 2,500 
Avance Clinical Bidco Pty Ltd(1)(5)Delayed Draw Term Loan1,494 1,512 
Azalea Buyer, Inc.(1)Delayed Draw Term Loan962 962 
Azalea Buyer, Inc.(1)Revolver481 481 
Bariacum S.A(1)(3)Acquisition Facility978 961 
Beyond Risk Management, Inc.(1)(2)Delayed Draw Term Loan2,423 2,423 
Biolam Group(1)(2)(3)Delayed Draw Term Loan4,153 4,783 
Bounteous, Inc.(1)(2)Delayed Draw Term Loan2,697 2,697 
Brightpay Limited(1)(2)(3)Delayed Draw Term Loan192 188 
BrightSign LLC(1)(2)Revolver— 1,109 
British Engineering Services Holdco Limited(1)(4)Acquisition/Capex Facility209 203 
CAi Software, LLC(1)(2)Revolver943 943 
Canadian Orthodontic Partners Corp.(1)(2)(6)Delayed Draw Term Loan— 291 
Centralis Finco S.a.r.l.(1)(3)Incremental CAF Term Loan267 298 
CGI Parent, LLC(1)(2)Revolver1,653 1,653 
Classic Collision (Summit Buyer, LLC)(1)Delayed Draw Term Loan156 156 
Classic Collision (Summit Buyer, LLC)(1)Delayed Draw Term Loan5,143 5,143 
Comply365, LLC(1)Revolver575 489 
Coyo Uprising GmbH(1)(3)Delayed Draw Term Loan514 505 
DataServ Integrations, LLC(1)Revolver481 481 
DecksDirect, LLC(1)Revolver218 218 
83107


Portfolio Company
($ in thousands)		Investment TypeMarch 31, 2022December 31, 2021
eShipping, LLC(1)Delayed Draw Term Loan1,274 1,274 
eShipping, LLC(1)Revolver412 616 
Events Software BidCo Pty Ltd(1)(5)Delayed Draw Term Loan481 — 
F24 (Stairway BidCo GmbH)(1)(2)(3)Acquisition Term Loan93 95 
FineLine Systems(1)Delayed Draw Term Loan478 478 
Finexvet(1)(3)Acquisition Facility967 — 
FragilePak LLC(1)(2)Delayed Draw Term Loan4,649 4,649 
Glacis Acquisition S.A.R.L.(1)(3)Delayed Draw Term Loan7,714 10,751 
Graphpad Software, LLC(1)Delayed Draw Term Loan2,602 2,602 
Heartland Veterinary Partners, LLC(1)Delayed Draw Term Loan364 364 
Heartland, LLC(1)(2)Delayed Draw Term Loan710 892 
Heavy Construction Systems Specialists, LLC(1)Revolver2,193 2,193 
Heilbron (f/k/a Sucsez (Bolt Bidco B.V.))(1)(2)(3)Committed Additional Facility812 1,206 
HW Holdco, LLC (Hanley Wood LLC)(1)(2)Delayed Draw Term Loan1,074 1,840 
IGL Holdings III Corp.(1)(2)Delayed Draw Term Loan337 337 
Innovad Group II BV(1)(2)(3)Delayed Draw Term Loan283 289 
INOS 19-090 GmbH(1)(2)(3)Acquisition Facility151 155 
Isolstar Holding NV (IPCOM)(1)(2)(3)Acquisition Facility326 333 
ITI Intermodal, Inc.(1)Delayed Draw Term Loan103 103 
ITI Intermodal, Inc.(1)Revolver124 124 
Jaguar Merger Sub Inc.(1)(2)Delayed Draw Term Loan1,781 1,961 
Jaguar Merger Sub Inc.(1)(2)Revolver490 490 
Jeeves Information Systems AB(1)(2)(3)Delayed Draw Term Loan8,743 8,936 
Jon Bidco Limited(1)(2)(7)Capex & Acquisition Facility828 — 
Jones Fish Hatcheries & Distributors LLC(1)(2)Revolver418 — 
Kano Laboratories LLC(1)(2)Delayed Draw Term Loan724 724 
Kano Laboratories LLC(1)(2)Delayed Draw Term Loan860 860 
LAF International(1)(2)(3)Acquisition Facility56 114 
Lambir Bidco Limited(1)(2)(3)Bridge Revolver427 436 
Lambir Bidco Limited(1)(2)(3)Delayed Draw Term Loan853 872 
LeadsOnline, LLC(1)(2)Revolver1,952 — 
LivTech Purchaser, Inc.(1)Delayed Draw Term Loan60 145 
Marmoutier Holding B.V.(1)(2)(3)Delayed Draw Term Loan396 405 
Marmoutier Holding B.V.(1)(2)(3)Revolver159 162 
Marshall Excelsior Co.(1)(2)Revolver547 — 
MC Group Ventures Corporation(1)Delayed Draw Term Loan1,291 1,291 
Mertus 522. GmbH(1)(2)(3)Acquisition Facility2,862 6,564 
Modern Star Holdings Bidco Pty Limited(1)(2)(5)Capex term Loan65 63 
Murphy Midco Limited(1)(2)(4)Delayed Draw Term Loan155 160 
Narda Acquisitionco., Inc.(1)Revolver1,059 1,059 
Navia Benefit Solutions, Inc.(1)Delayed Draw Term Loan2,141 2,141 
Nexus Underwriting Management Limited(1)(2)(4)Revolver80 82 
Nexus Underwriting Management Limited(1)(2)(4)Acquisition Facility1,490 1,533 
Novotech Aus Bidco Pty Ltd(1)Capex & Acquisition Facility C971 — 
OA Buyer, Inc.(1)Revolver1,331 1,331 
OAC Holdings I Corp(1)Revolver685 — 
OG III B.V.(1)(2)(3)Acquisition Capex Facility1,326 1,355 
Omni Intermediate Holdings, LLC(1)(2)Delayed Draw Term Loan3,407 4,955 
Options Technology Ltd.(1)(2)Delayed Draw Term Loan1,406 1,406 
OSP Hamilton Purchaser, LLC(1)Revolver187 187 
Pacific Health Supplies Bidco Pty Limited(1)(2)(5)CapEx Term Loan81 78 
Portfolio Company
($ in thousands)		Investment TypeMarch 31, 2023December 31, 2022
Direct Travel, Inc.(1)Delayed Draw Term Loan193 233 
DISA Holdings Corp.(1)Delayed Draw Term Loan1,368 1,368 
DISA Holdings Corp.(1)Revolver429 416 
DreamStart BidCo SAS (d/b/a SmartTrade)(1)(2)(3)Acquisition Facility— 168 
Dune Group(1)(2)(3)Delayed Draw Term Loan1,542 1,515 
Dwyer Instruments, Inc.(1)Delayed Draw Term Loan4,513 4,513 
Eclipse Business Capital, LLC(1)Revolver12,963 12,321 
EMI Porta Holdco LLC(1)(2)Delayed Draw Term Loan7,947 7,947 
EMI Porta Holdco LLC(1)(2)Revolver936 1,261 
EPS NASS Parent, Inc.(1)Delayed Draw Term Loan92 92 
eShipping, LLC(1)Delayed Draw Term Loan1,274 1,274 
eShipping, LLC(1)Revolver743 743 
Eurofins Digital Testing International LUX Holding SARL(1)(3)Delayed Draw Term Loan2,686 2,639 
Eurofins Digital Testing International LUX Holding SARL(1)(2)(3)Delayed Draw Term Loan537 528 
Events Software BidCo Pty Ltd(1)(2)Delayed Draw Term Loan640 640 
Express Wash Acquisition Company, LLC(1)(2)Revolver115 115 
F24 (Stairway BidCo GmbH)(1)(2)(3)Acquisition Term Loan54 57 
Faraday(1)(2)(3)Delayed Draw Term Loan1,947 — 
FineLine Systems(1)(2)Delayed Draw Term Loan— 478 
Footco 40 Limited(1)(2)(4)Delayed Draw Term Loan556 766 
Fortis Payment Systems, LLC(1)(2)Delayed Draw Term Loan925 925 
FragilePak LLC(1)Delayed Draw Term Loan4,649 4,649 
GB Eagle Buyer, Inc.(1)(2)Revolver3,226 3,226 
Glacis Acquisition S.A.R.L.(1)(3)Delayed Draw Term Loan7,532 7,399 
Global Academic Group Limited(1)(7)Term Loan446 451 
GPZN II GmbH(1)(2)(3)CAF Term Loan— 560 
Graphpad Software, LLC(1)(2)Delayed Draw Term Loan2,602 2,602 
Greenhill II BV(1)(3)Capex Acquisition Facility259 255 
Groupe Product Life(1)(3)Delayed Draw Term Loan1,122 1,102 
Gusto Aus BidCo Pty Ltd(1)(5)Delayed Draw Term Loan220 223 
HeartHealth Bidco Pty Ltd(1)(5)Delayed Draw Term Loan309 313 
Heartland Veterinary Partners, LLC(1)Delayed Draw Term Loan148 148 
Heartland, LLC(1)Delayed Draw Term Loan336 710 
Heavy Construction Systems Specialists, LLC(1)Revolver2,193 2,193 
HEKA Invest(1)(2)(3)Delayed Draw Term Loan1,131 1,111 
HTI Technology & Industries(1)(2)Delayed Draw Term Loan1,691 1,691 
HTI Technology & Industries(1)(2)Revolver1,128 1,128 
HW Holdco, LLC (Hanley Wood LLC)(1)Delayed Draw Term Loan655 1,074 
Innovad Group II BV(1)(2)(3)Delayed Draw Term Loan203 200 
INOS 19-090 GmbH(1)(3)Acquisition Facility221 217 
Interstellar Group B.V.(1)(3)Delayed Draw Term Loan2,668 2,621 
Interstellar Group B.V.(1)(3)Delayed Draw Term Loan113 111 
Isolstar Holding NV (IPCOM)(1)(2)(3)Accordion Facility3,761 3,695 
Isolstar Holding NV (IPCOM)(1)(2)(3)Accordion Facility617 606 
Isolstar Holding NV (IPCOM)(1)(2)(3)Delayed Draw Term Loan1,515 1,488 
ITI Intermodal, Inc.(1)(2)Delayed Draw Term Loan— 103 
84108


Portfolio Company
($ in thousands)		Investment TypeMarch 31, 2022December 31, 2021
PDQ.Com Corporation(1)Delayed Draw Term Loan4,320 4,320 
Polara Enterprises, L.L.C.(1)(2)Revolver545 545 
Policy Services Company, LLC(1)(2)Delayed Draw Term Loan3,947 6,579 
Premium Invest(1)(2)(3)Acquisition Facility556 569 
ProfitOptics, LLC(1)Revolver194 — 
Protego Bidco B.V.(1)(2)(3)Delayed Draw Term Loan266 272 
Questel Unite(1)(3)Acquisition Capex Facility2,816 2,878 
REP SEKO MERGER SUB LLC(1)(2)Delayed Draw Term Loan936 1,043 
Reward Gateway (UK) Ltd(1)(2)(4)Acquisition Facility838 1,354 
Riedel Beheer B.V.(1)(2)(3)Delayed Draw Term Loan150 153 
ROI Solutions LLC(1)Delayed Draw Term Loan711 711 
Safety Products Holdings, LLC(1)Delayed Draw Term Loan2,889 2,889 
Sanoptis S.A.R.L.(1)(2)(3)Acquisition Facility3,428 5,316 
Scaled Agile, Inc.(1)Delayed Draw Term Loan416 416 
Scaled Agile, Inc.(1)Revolver336 336 
Smartling, Inc.(1)Delayed Draw Term Loan2,076 2,076 
Smartling, Inc.(1)Revolver1,038 1,038 
Springbrook Software (SBRK Intermediate, Inc.)(1)(2)Delayed Draw Term Loan558 558 
SSCP Pegasus Midco Limited(1)(2)(4)Delayed Draw Term Loan493 507 
Superjet Buyer, LLC(1)Revolver1,825 1,825 
Syntax Systems Ltd(1)(2)Revolver410 521 
Syntax Systems Ltd(1)(2)Delayed Draw Term Loan1,770 1,770 
Tank Holding Corp(1)Revolver655 — 
Techone B.V.(1)(2)(3)Delayed Draw Term Loan735 752 
Techone B.V.(1)(2)(3)Revolver196 200 
Tencarva Machinery Company, LLC(1)Delayed Draw Term Loan886 886 
Tencarva Machinery Company, LLC(1)Revolver1,129 1,129 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)(2)Delayed Draw Term Loan4,195 4,195 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)(2)Revolver1,233 1,233 
The Hilb Group, LLC(1)(2)Delayed Draw Term Loan5,429 5,954 
Truck-Lite Co., LLC(1)(2)Delayed Draw Term Loan4,488 4,488 
Turbo Buyer, Inc.(1)Delayed Draw Term Loan2,314 2,314 
Turbo Buyer, Inc.(1)Delayed Draw Term Loan2,516 — 
USLS Acquisition, Inc. (f/k/a US Legal Support, Inc.)(1)Delayed Draw Term Loan3,549 — 
Victoria Bidco Limited(1)(2)(4)Delayed Draw Term Loan518 — 
VP Holding Company(1)(2)Delayed Draw Term Loan7,863 — 
W2O Holdings, Inc.(1)Delayed Draw Term Loan712 712 
Waccamaw River(2)Joint Venture4,580 11,280 
Woodland Foods, LLC(1)Revolver1,255 1,499 
ZB Holdco LLC(1)Delayed Draw Term Loan1,352 — 
ZB Holdco LLC(1)Revolver845 — 
Zeppelin Bidco Limited(1)(2)(4)Capex & Acquisition Facility1,736 — 
Portfolio Company
($ in thousands)		Investment TypeMarch 31, 2023December 31, 2022
ITI Intermodal, Inc.(1)(2)Delayed Draw Term Loan4,249 — 
ITI Intermodal, Inc.(1)(2)Revolver857 118 
Jaguar Merger Sub Inc.(1)Delayed Draw Term Loan— 422 
Jaguar Merger Sub Inc.(1)Revolver— 490 
Jon Bidco Limited(1)(7)Capex & Acquisition Facility745 753 
Jones Fish Hatcheries & Distributors LLC(1)(2)Revolver418 418 
Kano Laboratories LLC(1)(2)Delayed Draw Term Loan724 724 
Kano Laboratories LLC(1)Delayed Draw Term Loan860 860 
Lambir Bidco Limited(1)(2)(3)Delayed Draw Term Loan833 819 
Lattice Group Holdings Bidco Limited(1)(2)Delayed Draw Term Loan255 298 
LeadsOnline, LLC(1)Revolver1,952 1,952 
LivTech Purchaser, Inc.(1)(2)Delayed Draw Term Loan244 244 
Marmoutier Holding B.V.(1)(2)(3)Delayed Draw Term Loan24 24 
Marmoutier Holding B.V.(1)(2)(3)Revolver108 106 
Marshall Excelsior Co.(1)Revolver29 216 
MC Group Ventures Corporation(1)Delayed Draw Term Loan467 467 
Mercell Holding AS(1)(8)Capex Acquisition Facility750 797 
Mertus 522. GmbH(1)(2)(3)Capex Acquisition Facility2,794 2,745 
Modern Star Holdings Bidco Pty Limited(1)(2)(5)Term Loan58 59 
Murphy Midco Limited(1)(2)(4)Delayed Draw Term Loan87 97 
Narda Acquisitionco., Inc.(1)(2)Revolver953 953 
NeoxCo(1)(2)(3)Delayed Draw Term Loan489 — 
Nexus Underwriting Management Limited(1)(2)(4)Acquisition Facility1,061 1,254 
NF Holdco, LLC(1)(2)Revolver1,479 — 
Novotech Aus Bidco Pty Ltd(1)(2)Capex & Acquisition Facility971 971 
NPM Investments 28 BV(1)(3)Delayed Draw Term Loan942 925 
OA Buyer, Inc.(1)Revolver1,331 1,331 
OAC Holdings I Corp(1)Revolver254 607 
OG III B.V.(1)(3)Accordion Facility— 650 
Omni Intermediate Holdings, LLC(1)(2)Delayed Draw Term Loan— 3,407 
Omni Intermediate Holdings, LLC(1)(2)Delayed Draw Term Loan806 1,008 
Options Technology Ltd.(1)(2)Delayed Draw Term Loan1,406 1,406 
OSP Hamilton Purchaser, LLC(1)(2)Revolver885 187 
Pare SAS (SAS Maurice MARLE)(1)Delayed Draw Term Loan2,100 2,100 
PDQ.Com Corporation(1)Delayed Draw Term Loan3,836 3,836 
Polara Enterprises, L.L.C.(1)Revolver947 947 
Premium Invest(1)(3)Delayed Draw Term Loan6,084 5,977 
ProfitOptics, LLC(1)Revolver123 193 
Protego Bidco B.V.(1)(2)(3)Delayed Draw Term Loan260 255 
PSP Intermediate 4, LLC(1)(2)(3)Delayed Draw Term Loan740 727 
QPE7 SPV1 BidCo Pty Ltd(1)(5)Accordion Facility— 2,585 
Qualified Industries, LLC(1)(2)Revolver364 — 
Questel Unite(1)(2)(3)Incremental Term Loan2,749 2,701 
R1 Holdings, LLC(1)Delayed Draw Term Loan1,820 2,623 
R1 Holdings, LLC(1)Revolver1,601 1,601 
Randys Holdings, Inc.(1)(2)Delayed Draw Term Loan5,516 5,516 
Randys Holdings, Inc.(1)(2)Revolver1,891 1,964 
85109


Portfolio Company
($ in thousands)		Investment TypeMarch 31, 2022December 31, 2021
Zeppelin Bidco Limited(1)(2)(4)Revolver289 — 
Total unused commitments to extend financing$209,230 $215,494 
Portfolio Company
($ in thousands)		Investment TypeMarch 31, 2023December 31, 2022
Rep Seko Merger Sub LLC(1)(2)Delayed Draw Term Loan415 520 
Reward Gateway (UK) Ltd(1)(2)(4)Acquisition Facility787 765 
Rocade Holdings LLC(1)Preferred Equity98,000 — 
Royal Buyer, LLC(1)Delayed Draw Term Loan2,776 2,945 
Royal Buyer, LLC(1)Revolver1,787 1,787 
Safety Products Holdings, LLC(1)(2)Delayed Draw Term Loan2,730 2,730 
Sanoptis S.A.R.L.(1)(3)Acquisition Capex Facility3,024 5,535 
Sanoptis S.A.R.L.(1)(2)(9)CAF Delayed Draw Term Loan1,199 — 
SBP Holdings LP(1)(2)Delayed Draw Term Loan1,469 — 
SBP Holdings LP(1)(2)Revolver887 — 
Scaled Agile, Inc.(1)(2)Delayed Draw Term Loan416 416 
Scaled Agile, Inc.(1)(2)Revolver336 336 
Scout Bidco B.V.(1)(3)Delayed Draw Term Loan1,155 1,135 
Scout Bidco B.V.(1)(3)Revolver524 515 
Sereni Capital NV(1)(2)(3)Delayed Draw Term Loan1,599 — 
Sereni Capital NV(1)(2)(3)Term Loan— 109 
Simulation Software Investment Company Pty Ltd(1)Delayed Draw Term Loan408 408 
Smartling, Inc.(1)(2)Delayed Draw Term Loan2,076 2,076 
Smartling, Inc.(1)(2)Revolver1,038 1,038 
Soho Square III Debtco II SARL(1)(4)Delayed Draw Term Loan3,478 3,383 
Solo Buyer, L.P.(1)(2)Revolver1,995 1,995 
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)(1)Delayed Draw Term Loan399 665 
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)(1)Revolver141 156 
Spatial Business Systems LLC(1)Delayed Draw Term Loan7,500 7,500 
Spatial Business Systems LLC(1)Revolver1,406 1,406 
SSCP Pegasus Midco Limited(1)(4)Delayed Draw Term Loan463 451 
Superjet Buyer, LLC(1)Revolver1,825 1,825 
Syntax Systems Ltd(1)(2)Delayed Draw Term Loan1,770 1,770 
Syntax Systems Ltd(1)(2)Revolver309 309 
Tank Holding Corp(1)Revolver469 545 
Tanqueray Bidco Limited(1)(2)(4)Capex Facility1,118 1,088 
Techone B.V.(1)(3)Revolver144 94 
Tencarva Machinery Company, LLC(1)Revolver1,129 1,129 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)Delayed Draw Term Loan4,195 4,195 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)Revolver1,233 1,233 
The Cleaver-Brooks Company, Inc.(1)Revolver2,768 2,422 
The Hilb Group, LLC(1)(2)Delayed Draw Term Loan1,843 2,537 
Trader Corporation(1)(6)Revolver345 345 
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 Loan1,509 1,509 
Union Bidco Limited(1)(2)(4)Acquisition Facility216 210 
United Therapy Holding III GmbH(1)(2)(3)Acquisition Facility625 1,089 
Unither (Uniholding)(1)(2)(3)Delayed Draw Term Loan471 — 
USLS Acquisition, Inc. (f/k/a US Legal Support, Inc.)(1)Delayed Draw Term Loan3,371 3,371 
110

Portfolio Company
($ in thousands)		Investment TypeMarch 31, 2023December 31, 2022
W2O Holdings, Inc.(1)(2)Delayed Draw Term Loan108 — 
W2O Holdings, Inc.(1)(2)Delayed Draw Term Loan— 487 
Waccamaw River LLC(2)Joint Venture2,480 2,480 
Whitcraft Holdings, Inc.(1)Revolver2,515 — 
Woodland Foods, LLC(1)(2)Line of Credit330 330 
WWEC Holdings III Corp(1)(2)Delayed Draw Term Loan2,329 2,329 
WWEC Holdings III Corp(1)(2)Revolver1,025 1,025 
Xeinadin Bidco Limited(1)(4)CAF Term Loan4,876 4,743 
ZB Holdco LLC(1)Delayed Draw Term Loan— 1,352 
ZB Holdco LLC(1)Revolver845 845 
Zeppelin Bidco Limited(1)(2)(4)Capex / Acquisition Facility1,293 1,258 
Total unused commitments to extend financing$346,948 $247,730 
(1)OurThe 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 ourthe 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 Swiss francs. 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 pricesfair 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 LIBOR, EURIBOR, GBP LIBOR, CHF LIBOR, NZD LIBOR, BBSY, BBSW, CDOR, STIBOR, SOFR, BKBM, NIBOR and SONIA. 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 March 31, 2022, we were not a party to anyWe may in the future hedge against interest rate fluctuations by using hedging arrangements.
As of March 31, 2022, approximately $1,443.2 million (principal amount) ofinstruments such as additional interest rate swaps, futures, options and forward contracts. While hedging activities may mitigate our debt portfolio investments boreexposure to adverse fluctuations in interest at variable rates, which generally are LIBOR-based (or based on an equivalent applicable currency rate), and many of which are subject to certain floors. A hypothetical 200 basis point increase or decreasehedging transactions that we may enter into in the future, such as interest rate swap agreements, may also limit our ability to participate in the benefits of changes in interest rates onwith respect to our variable-rate debt investments could increase or decrease, as applicable, our investment income by a maximum of $28.9 million on an annual basis.portfolio investments.
Advances under the Revolving Credit Facility initially bore interest at a per annum rate equal to, in the case of dollar advances, three-month LIBOR, and in the case of foreign currency advances, the applicable benchmark in effect for such currency, plus an applicable margin of 1.65% to 2.60% per annum depending on the nature of the advances being requested under the Revolving Credit Facility. Effective on March 9, 2022, the term SOFR reference rate replaced LIBOR as an applicable index for U.S. dollar-based borrowings. Effective March 9, 2022, U.S. dollar advances under the Revolving Credit Agreement bear interest at a per annum rate equal to three-month term SOFR, plus an applicable margin of 1.80% to 2.75% per annum depending on the nature of the advances being requested under the Revolving Credit Agreement. BPC Funding currently pays an unused fee based on the average daily unused amount of the financing commitments, in addition to certain other fees as agreed between BPC Funding and BNPP. Commencing on September 9, 2022, BPC Funding will pay an unused fee of 1.25% per annum if the unused facility amount is greater than 50%, or 0.75% per annum if the unused facility amount is less than or equal to 50% and greater than 25%, based on the average daily unused amount of the financing commitments, in addition to certain other fees as agreed between BPC Funding and BNPP. A hypothetical 200 basis point increase or decrease in the interest rates on the Revolving Credit Facility could increase or decrease, as applicable, our interest expense by a maximum of
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$13.3 million on an annual basis (based on the amount of outstanding borrowings under the Revolving Credit Facility as of March 31, 2022).
In July 2017, the head of the U.K. Financial Conduct Authority (the “FCA”), announced that the FCA will no longer persuade or compel banks to submit rates for the calculation of LIBOR after 2021. In March 2021, the FCA confirmedU.K.’s Financial Conduct Authority publicly announced that all U.S. Dollar LIBOR settings will either cease to be provided by any administrator or no longer be representative: (a)representative (i) immediately after December 31, 2021 in the case of sterling, euro, Swiss franc,for one-week and Japanese yen,two-month U.S. Dollar LIBOR settings and the one week and two month U.S. dollar settings; and (b)(ii) immediately after June 30, 2023 in the case offor the remaining U.S. Dollar
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LIBOR settings. Although most U.S. dollar settings. In addition,LIBOR rates will continue to be published through June 30, 2023, the Financial Conduct Authority no longer compels panel banks to continue to contribute to LIBOR and the Federal Reserve Board, the Office of the Comptroller of the Currency, and the Federal Deposit Insurance Corporation have encouraged banks to cease entering into new contracts that use U.S. dollar LIBOR as a resultreference rate. The U.S. Federal Reserve, in conjunction with the Alternative Reference Rates Committee, a steering committee comprised of supervisory guidance fromlarge U.S. financial institutions, supports replacing U.S.-dollar LIBOR with the Secured Overnight Financing Rate, or SOFR, a new index calculated by short-term repurchase agreements backed by Treasury securities. Some regulators some U.S.have prohibited the use of any LIBOR benchmarks in new contracts and have required that regulated entities ceasedtransition existing contracts to enter into newanother benchmark prior to June 30, 2023.
Although settings of such LIBOR contracts after January 1, 2022. Atbenchmarks may continue to be available, such prohibitions and requirements may adversely affect the value of floating-rate debt securities in our portfolio or issued by us. Moreover, at this time, no consensus exists as to what rate or rates will become accepted alternatives to LIBOR, although the Alternative Reference Rates Committee, a steering committee convened by the BoardLIBOR. Although there are an increasing number of Governors of the Federal Reserve System and the Federal Reserve Bank of New York and comprised of large U.S. financial institutions, has recommended the use of SOFR. There are many uncertainties regarding a transition from LIBOR toissuances utilizing SOFR or any otherthe Sterling Over Night Index Average, or SONIA, an alternative benchmarkreference rate that is based on transactions, these alternative reference rates may be established, including, but not limited to, the timing of any such transition, the need to amend all contracts with LIBOR as the referenced rate and, given the inherent differences between LIBOR and SOFR or any other alternative benchmark rate, how any transition may impact the cost and performance of impacted securities, variable rate debt and derivative financial instruments. In addition, SOFR or another alternative benchmark rate may fail to gainattain market acceptance which could adversely affect the return on, value of and marketas replacements for securities, variable rate debt and derivative financial instruments linked to such rates. The effects of a transition from LIBOR to SOFR or any other alternative benchmark rate on our cost of capital and net investment income cannot yet be determined definitively.LIBOR. All of our loan agreements with our portfolio companies include fallback language in the event that LIBOR becomes unavailable. This language generally either includes a clearly defined alternative reference rate after LIBOR’s discontinuation or provides that the administrative agent may identify a replacement reference rate, typically with the consent of (or prior consultation with) the borrower. In certain cases, the administrative agent will be required to obtain the consent of either a majority of the lenders under the facility, or the consent of each lender, prior to identifying a replacement reference rate. In addition, any further changes or reforms to the determination or supervision of LIBOR may result in a sudden or prolonged increase or decrease in reported LIBOR, which could have an adverse impact on the market value for or value of any LIBOR-linked securities, loans, and other financial obligations or extensions of credit held by or due to us and could have a material adverse effect on our business, financial condition and results of operations.
Because we have previously borrowed,The transition away from LIBOR to alternative reference rates is complex and plan to borrow in the future, money to make investments, our net investment income will be dependent upon the difference between the rate at which we borrow funds and the rate at which we invest the funds borrowed. Accordingly, there can be no assurance that a significant change in market interest rates will notcould have a material adverse effect on our net investment income. In periodsbusiness, financial condition and results of risingoperations, including as a result of any changes in the pricing of our investments, changes to the documentation for certain of 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 embarking on an aggressive campaign of raising interest rates to address significant and persistent inflation. The goal of these interest rate increases is to slow economic growth and reduce price pressure. There is a significant chance that this central bank tightening cycle could force the U.S. into a recession, at which point interest rates and base rates would likely decrease. A prolonged reduction in interest rates will reduce our cost of funds would increase, whichgross investment income and could reduceresult in a decrease in our net investment income if there issuch 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 March 31, 2023, approximately $1,956.4 million (principal amount) of our debt portfolio investments bore interest at variable rates, which generally are LIBOR-based or SOFR-based (or based on an equivalent applicable currency rate), and many of which are subject to certain floors.
Based on our March 31, 2023 Unaudited Consolidated Balance Sheet, the following table shows the annual impact on net income generated byof 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 portfolio.and borrowing structure:
(in thousands)
Basis Point Change(1)
Interest IncomeInterest Expense
Net Income(2)
Up 300 basis points$58,691 $25,856 $32,835 
Up 200 basis points39,127 17,237 21,890 
Up 100 basis points19,564 8,619 10,945 
Down 25 basis points(4,891)(2,155)(2,736)
Down 50 basis points(9,782)(4,309)(5,473)
(1) Excludes the impact of foreign currency exchange
(2) Excludes the impact of income based fees. See Note 2 to our Unaudited Consolidated Financial Statements for more information on the income based fees
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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 Revolving Credit Facility to finance such investments. As of March 31, 2022,2023, we had U.S. dollar borrowings of $516.4$653.4 million outstanding under the Revolving Credit Facility with a weighted average interest rate of 2.520% (weighted average one7.019% (three month LIBORSOFR of 0.297%4.676%), borrowings denominated in British pounds sterling of £25.2£30.2 million ($33.237.3 million U.S. dollars) with a weighted average interest rate of 2.564%5.412% (weighted average onethree month adjusted cumulative compounded SONIA of 0.196%3.080%), borrowings denominated in Australian dollars of A$22.17.8 million ($16.65.2 million U.S. dollars) with an interest rate of 2.214% (one5.532% (three month BBSW of 0.064%3.382%), borrowings denominated in Canadian dollars of C$5.4 million ($4.34.0 million U.S. dollars) with an interest rate of 2.870% (one7.173% (three month CDOR of 0.720%5.023%), borrowings denominated in New Zealand dollars of NZ$6.1 million ($4.23.8 million U.S. dollars) with an interest rate of 3.570% (one7.255% (three month NZBB of 1.170%4.855%) and borrowings denominated in Euros of €79.5€86.6 million ($88.594.1 million U.S. dollars) with an interest rate of 2.180% (one4.659% (three month EURIBOR of 0.000%2.492%).
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Item 4.Controls and Procedures.
Evaluation of Disclosure Controls and Procedures
We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and that such information is accumulated and communicated to our management, including our Co-ChiefChief Executive OfficersOfficer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. Our management, with the participation of our Co-ChiefChief Executive OfficersOfficer 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 Co-ChiefChief Executive OfficersOfficer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of March 31, 2022.2023. It should be noted that any system of controls, however well designed and operated, can provide only reasonable, and not absolute, assurance that the objectives of the system are met. In addition, the design of any control system is based in part upon certain assumptions about the likelihood of future events. Because of these and other inherent limitations of control systems, there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions, regardless of how remote.
Changes in Internal Control Over Financial Reporting
There were no changes in our internal control over financial reporting during the first quarter of 20222023 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
88113


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. Furthermore, third parties may seek to impose liability on us in connection with the activities of our portfolio companies. While the outcome of any current legal proceedings cannot at this time be predicted with certainty, we do not expect any current matters will materially affect our financial condition or results of operations; however, there can be no assurance whether any pending legal proceedings will have a material adverse effect on our financial condition or results of operations in any future reporting period.
Item 1A.Risk Factors.
You should carefully consider the risks described below and in Item 1A entitled "Risk Factors"“Risk Factors” in Part 1 of our Annual Report on Form 10-K for the year ended December 31, 2021,2022, which was filed with the SEC on February 23, 2022,2023, and all other information contained in this Quarterly Report on Form 10-Q, including our interim financial statements and the related notes thereto, before making a decision to purchase our securities. The risks and uncertainties referenced herein and in our most recent Annual Report on Form 10-K 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 market pricevalue of our securities.
ThereOther than as set forth below, there have been no material changes during the three months ended March 31, 20222023 to the risk factors previously disclosed in our Annual Report on Form 10-K for the year ended December 31, 2021.2022. 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.
We, the Adviser, and our portfolio companies may maintain cash balances at financial institutions that exceed federally insured limits and may otherwise be materially affected by adverse developments affecting the financial services industry, such as actual events or concerns involving liquidity, defaults or non-performance by financial institutions or transactional counterparties.
Our cash and our Adviser’s cash is held in accounts at U.S. banking institutions that we believe are of high quality. Cash held by us, our Adviser and by our portfolio companies in non-interest-bearing and interest-bearing operating accounts may exceed the Federal Deposit Insurance Corporation (“FDIC”) insurance limits. If such banking institutions were to fail, we, our Adviser, or our portfolio companies could lose all or a portion of those amounts held in excess of such insurance limitations. In addition, actual events involving limited liquidity, defaults, non-performance or other adverse developments that affect financial institutions, transactional counterparties or other companies in the financial services industry or the financial services industry generally, or concerns or rumors about any events of these kinds or other similar risks, have in the past and may in the future lead to market-wide liquidity problems, which could adversely affect our, our Adviser’s and our portfolio companies’ business, financial condition, results of operations, or prospects.
Although we and our Adviser assess our and our portfolio companies’ banking relationships as we believe necessary or appropriate, our and our portfolio companies’ access to funding sources and other credit arrangements in amounts adequate to finance or capitalize our respective current and projected future business operations could be significantly impaired by factors that affect us, our Adviser or our portfolio companies, the financial institutions with which we, our Adviser or our portfolio companies have arrangements directly, or the financial services industry or economy in general. These factors could include, among others, events such as liquidity constraints or failures, the ability to perform obligations under various types of financial, credit or liquidity agreements or arrangements, disruptions or instability in the financial services industry or financial markets, or concerns or negative expectations about the prospects for companies in the financial services industry. These factors could involve financial institutions or financial services industry companies with which we, our Adviser or our portfolio companies have financial or business relationships, but could also include factors involving financial markets or the financial services industry generally.
In addition, investor concerns regarding the U.S. or international financial systems could result in less favorable commercial financing terms, including higher interest rates or costs and tighter financial and operating covenants, or systemic limitations on access to credit and liquidity sources, thereby making it more difficult for us, our Adviser, or our portfolio companies to acquire financing on acceptable terms or at all.
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Item 2.Unregistered Sales of Equity Securities and Use of Proceeds.
Sales of Unregistered Securities
We have entered into subscription agreements with investors and expect to enter into additional subscription agreements with a number of investors in connection with the Private Offering, pursuant to which have issued and sold, and expect to continue to issue and sell, shares of our common stock under the exemption provided by Section 4(a)(2) of the Securities Act and Rule 506 of Regulation D and Regulation S promulgated thereunder.
We and Barings have applied for the multi-class exemptive relief from the SEC that, if granted, will permit us to issue multiple classes of shares of our common stock with varying sales loads, contingent deferred sales charges, and/or asset-based service and/or distribution fees, the details for which will be finalized at a later date at our discretion (the “Multi-Class Exemptive Relief”).discretion. The SEC has not yet granted the Multi-Class Exemptive Relief, and there is no assurance that the relief will be granted.
The below table sets forth the total shares of our common stock issued during the three months ended March 31, 2022,2023, and aggregate purchase price:
For the Three Months Ended March 31, 2022For the Three Months Ended March 31, 2023
Share Issue DateShare Issue DateShares IssuedAggregate Offering Price
($ in thousands)		Share Issue DateShares IssuedAggregate Offering Price
($ in thousands)
February 1, 202276,737 $1,590 
March 1, 202279,703 1,661 
January 3, 2023January 3, 202369,538 $1,429 
February 1, 2023February 1, 2023304,731 6,287 
March 1, 2023March 1, 2023500,646 10,323 
TotalTotal156,440 $3,251 Total874,915 $18,039 
Issuer Purchases of Equity Securities
We didOn March 1, 2023, the Company commenced a tender offer (the “March 2023 Tender Offer”) pursuant to which the Company offered to repurchase up to 2,645,015 shares (the “March 2023 Tender Offer Cap”) tendered prior to March 31, 2023 (the “March 2023 Tender Offer Expiration Date”). 481.464 shares were validly tendered by stockholders and not repurchase anyproperly withdrawn prior to the March 2023 Tender Offer Expiration Date. The Company accepted for purchase 100% of the shares that were validly tendered and not properly withdrawn prior to the March 2023 Tender Offer Expiration Date, at a purchase price per share equal to $20.80, the Company’s net asset value per share as of March 31, 2023.
The following table sets forth information regarding repurchases of shares of our equity securitiescommon stock during the three months ended March 31, 2022.2023:
Offer DateTender Offer ExpirationPurchase Price per ShareShare RepurchasedAggregate Dollar Amount of Shares Accepted for Repurchase
March 1, 2023March 31, 2023$20.80 481.464$10 
Item 3.Defaults Upon Senior Securities.
None.
89

Item 4.Mine Safety Disclosures.
Not applicable.
Item 5.Other Information.
None.On May 4, 2023, the Company’s Board of Directors appointed Elizabeth Murray as Chief Operating Officer of the Company, effective immediately. Ms. Murray will continue to serve as the Company’s Chief Financial Officer.
Ms. Murray, 45, also serves as the Chief Financial Officer and Chief Operating Officer of each of Barings BDC, Inc. (“BBDC”) and Barings Capital Investment Corporation. She is also the Treasurer of Barings Private Equity Opportunities and Commitments Fund. Ms. Murray previously was the Director of External Reporting for BBDC and previously served as the Vice President of Financial Reporting at Triangle Capital Corporation prior to the externalization of the investment
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management of BBDC to Barings LLC. Prior to joining Triangle Capital Corporation in 2012, she worked in Financial Planning and Analysis for RBC Bank, the U.S. retail banking division for Royal Bank of Canada. Prior to RBC Bank, Ms. Murray spent seven years at Progress Energy, Inc. and held various positions in finance, accounting, and tax, most recently in Strategy and Financial Planning. Ms. Murray began her career as a Tax Consultant with PricewaterhouseCoopers. Ms. Murray is a graduate of North Carolina State University where she obtained a B.S. degree in Accounting and a Master of Accounting degree. She is also a North Carolina Certified Public Accountant.
There is no arrangement or understanding between Ms. Murray and any other person pursuant to which she was appointed as Chief Operating Officer. Further, with regard to Ms. Murray, 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 Securities and Exchange Commission.
On May 4, 2023, the Board appointed Bryan High to serve as Chief Executive Officer of the Company, replacing Ian Fowler, effective as of the close of business on May 4, 2023. In addition, on May 4, 2023, the Board appointed Matthew Freund to serve as President of the Company, effective as of the close of business on May 4, 2023. Mr. Fowler will remain at Barings LLC to serve as Co-Head of Barings LLC’s Global Private Finance Group, and his transition from Chief Executive Officer of the Company is not a result of any disagreement with the Company on any matter relating to its operations, policies, or practices, or to any issues regarding its accounting policies or practices.
Mr. High, 43, previously served as Vice President of the Company, from February 2022 until his appointment as Chief Executive Officer. Mr. High also serves as the Head of Capital Solutions and a co-Portfolio Manager for Capital Solutions funds. He joined the firm in 2007, and has extensive experience in public and private credit, distressed debt / special situations and private equity. Prior to joining Barings, Mr. High was an investment banker at a boutique M&A firm where he advised on middle market transactions. He also worked at Banc of America Securities LLC in the restructuring advisory group. Mr. High currently serves on the investment committees for Capital Solutions, U.S. High Yield and Global Private Structured Finance. He is an acting Vice President for Barings BDC, Inc., overseeing Cross Platform investments. Mr. High is a member of the Board of Directors for Eclipse Business Capital, LLC and Coastal Marina Holdings, LLC. He graduated with distinction from the University of North Carolina at Chapel Hill with a B.S. in Business Administration.
There is no arrangement or understanding between Mr. High and any other person pursuant to which he was appointed as Chief Executive Officer. Further, with regard to Mr. High, 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 Securities and Exchange Commission.
Mr. Freund, 34, also serves as a Senior Investment Manager within Barings’ Global Private Finance Group. He is responsible for structuring, underwriting, and monitoring North American private finance investments supporting Barings sponsor clients. He has worked in the industry since 2009. Prior to joining the firm in 2015, Mr. Freund worked for US Bank structuring secured loans to support leveraged buyouts for private equity sponsors. Prior to joining US Bank, Mr. Freund worked in underwriting and analytical roles at Bank of America as part of corporate and middle market coverage. He has a B.S. in Business Administration degree from Saint Louis University and is a member of the CFA Institute.
There is no arrangement or understanding between Mr. Freund and any other person pursuant to which he was appointed as President. Further, with regard to Mr. Freund, 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 Securities and Exchange Commission.
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Item 6.Exhibits.
NumberExhibit
3.1
3.2
10.1
31.110.2
31.1
31.2
31.3
32.1
32.2
32.3
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)**
*    Exhibits and/or schedules to this Exhibit have been omitted in accordance with Item 601 of Regulation S-K. The registrant agrees to furnish supplementally a copy of all omitted exhibits and/or schedules to the SEC upon its request.
**    Filed Herewith.
***    Furnished Herewith.    
90117


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 PRIVATE CREDIT CORPORATION
Date:May 5, 20224, 2023/s/    Ian Fowler
Ian Fowler
Co-ChiefChief Executive Officer
(Co-PrincipalPrincipal Executive Officer)
Date:May 5, 20224, 2023/s/    Jonathan BockElizabeth A. Murray
Jonathan BockElizabeth A. Murray
Co-Chief ExecutiveChief Financial Officer and
(Co-Principal Executive Officer)Chief Operating Officer
Date:May 5, 2022/s/    Jonathan A. Landsberg
Jonathan A. Landsberg
Chief Financial Officer
(Principal Financial Officer)
Date:May 5, 2022/s/    Elizabeth A. Murray
Elizabeth A. Murray
Principal Accounting Officer& Financial Officer)
91118