Corporate Capital Trust 10-Q 2013 Q2 Quarterly report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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

For the quarterly period ended June 30, 2013

OR

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

Commission file number: 814-00827

Corporate Capital Trust, Inc.

(Exact name of registrant as specified in its charter)

Maryland	27-2857503
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

CNL Center at City Commons
450 South Orange Avenue
Orlando, Florida	32801
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code (866) 745-3797

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 x No o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes o No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definition of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	¨	Accelerated filer	¨
Non-accelerated filer	x	Smaller reporting company	¨
Do not check if smaller reporting company

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

The number of shares of common stock of the registrant outstanding as of August 9, 2013 was 114,436,327.

CORPORATE CAPITAL TRUST, INC.

INDEX

		PAGE
PART I.    FINANCIAL INFORMATION
Item 1.	Financial Statements:
	Condensed Consolidated Statements of Assets and Liabilities (unaudited)	2
	Condensed Consolidated Statements of Operations (unaudited)	3
	Condensed Consolidated Statements of Changes in Net Assets (unaudited)	4
	Condensed Consolidated Statements of Cash Flows (unaudited)	5
	Condensed Consolidated Schedules of Investments (unaudited)	6
	Notes to Condensed Consolidated Financial Statements (unaudited)	23
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	44
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	61
Item 4.	Controls and Procedures	63
PART II. OTHER INFORMATION
Item 1.	Legal Proceedings	63
Item 1A.	Risk Factors	63
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	63
Item 3.	Defaults Upon Senior Securities	63
Item 4.	Mine Safety Disclosures	63
Item 5.	Other Information	63
Item 6.	Exhibits	63
Signatures		64
Exhibit Index		65

Corporate Capital Trust, Inc. and Subsidiaries

Condensed Consolidated Statements of Assets and Liabilities (unaudited)

	June 30, 2013			December 31, 2012
Assets
Investments, at fair value (amortized cost of $1,177,747,620 and $704,629,567) – including $159,345,198 and $0 of investments pledged to creditors (Note 11)	$	1,183,018,263		$	710,870,599
Cash		—			306,459
Cash collateral on deposit with custodian		107,948,112			87,974,019
Dividends and interest receivable		14,623,197			9,258,404
Receivable for investments sold		89,663,866			37,704,165
Principal receivable		1,514,613			462,407
Unrealized appreciation on derivative instruments		7,207,871			1,357,886
Receivable from advisors		934,534			—
Deferred offering expense		3,491,623			2,146,007
Prepaid and deferred expenses		1,517,290			244,130
Total assets		1,409,919,369			850,324,076
Liabilities
Revolving credit facilities	$	169,440,000		$	159,620,000
Payable for investments purchased		220,611,091			72,435,184
Accrued performance-based incentive fees		2,223,930			2,087,073
Accrued investment advisory fees		2,301,552			1,434,712
Accrued reimbursement of expense support		1,136,064			1,829,749
Unrealized depreciation on derivative instruments		—			155,568
Accrued directors' fees		32,680			10,436
Other accrued expenses and liabilities		2,152,089			1,267,540
Total liabilities		397,897,406			238,840,262
Net Assets
Common stock, $0.001 par value per share, 1,000,000,000 shares authorized, 103,452,253 and 62,728,439 shares issued and outstanding at June 30, 2013 and December 31, 2012, respectively		103,452			62,728
Paid-in capital in excess of par value		1,012,554,315			607,351,000
Distributions in excess of net investment income		(13,104,460	)		(3,374,805	)
Accumulated net unrealized appreciation on investments, derivative instruments and foreign currency translation		12,468,656			7,444,891
Net assets	$	1,012,021,963		$	611,483,814
Net asset value per share	$	9.78		$	9.75

See notes to condensed consolidated financial statements.

2

Corporate Capital Trust, Inc. and Subsidiaries

Condensed Consolidated Statements of Operations (unaudited)

	For the three months ended						For the six months ended
	June 30, 2013			June 30, 2012			June 30, 2013			June 30, 2012
Investment income
Interest income	$	19,501,587		$	6,249,211		$	34,740,889		$	9,623,339
Fee income		934,534			—			946,063			—
Dividend income		98,777			635			197,269			3,888
Total investment income		20,534,898			6,249,846			35,884,221			9,627,227
Operating expenses
Investment advisory fees		6,490,803			1,621,659			11,351,469			2,515,819
Interest expense		1,538,269			513,635			2,855,328			833,764
Offering expense		1,553,084			83,822			2,646,680			83,822
Administrative services		477,417			264,869			900,366			434,001
Professional services		319,940			346,809			667,941			555,350
Organization expenses		—			368,477			—			896,218
Performance-based incentive fees		(4,068,430	)		(342,279	)		136,857			532,967
Custodian and accounting fees		126,362			28,277			214,485			68,754
Director fees and expenses		81,585			50,989			150,053			99,224
Other		449,325			197,089			855,481			318,446
Total operating expenses		6,968,355			3,133,347			19,778,660			6,338,365
Reimbursement of expense support		—			30,093			1,136,064			30,093
Expense support		—			(627,423	)		—			(1,590,221	)
Net expenses		6,968,355			2,536,017			20,914,724			4,778,237
Net investment income		13,566,543			3,713,829			14,969,497			4,848,990
Realized and unrealized gain (loss):
Net realized gain on investments		3,584,224			536,644			4,590,658			1,271,895
Net realized gain on derivative instruments		1,781,965			—			2,649,931			—
Net realized gain (loss) on foreign currency transactions		(408,278	)		49,171			(397,096	)		42,886
Net change in unrealized appreciation (depreciation) on investments		(14,474,132	)		(2,098,928	)		(970,389	)		1,523,521
Net change in unrealized appreciation (depreciation) on derivative instruments		(635,627	)		—			6,005,553			—
Net change in unrealized depreciation on foreign currency translation		(20,699	)		(125,017	)		(11,399	)		(135,665	)
Net realized and unrealized gain (loss)		(10,172,547	)		(1,638,130	)		11,867,258			2,702,637
Net increase in net assets resulting from operations	$	3,393,996		$	2,075,699		$	26,836,755		$	7,551,627
Net Investment Income Per Share	$	0.15		$	0.17		$	0.18		$	0.29
Diluted and Basic Earnings Per Share	$	0.04		$	0.09		$	0.33		$	0.46
Weighted Average Shares Outstanding		92,302,446			22,102,008			81,887,209			16,525,646
Dividends Declared Per Share	$	0.19		$	0.19		$	0.39		$	0.38

See notes to condensed consolidated financial statements.

3

Corporate Capital Trust, Inc. and Subsidiaries

Condensed Consolidated Statements of Changes in Net Assets (unaudited)

	For the six months ended
	June 30, 2013			June 30, 2012
Operations
Net investment income	$	14,969,497		$	4,848,990
Net realized gain on investments, derivative instruments and foreign currency transactions		6,843,493			1,314,781
Net change in unrealized appreciation on investments, derivative instruments and foreign currency translation		5,023,765			1,387,856
Net increase in net assets resulting from operations		26,836,755			7,551,627
Distributions to shareholders from
Net investment income		(14,969,497	)		(4,854,946	)
Realized gains		(6,843,493	)		(1,239,538	)
Distributions in excess of net investment income (see Note 8)		(9,729,655	)		—
Net decrease in net assets resulting from shareholders distributions		(31,542,645	)		(6,094,484	)
Capital share transactions
Issuance of shares of common stock		390,878,592			214,058,425
Reinvestment of shareholders distributions		15,865,179			3,348,013
Repurchase of shares of common stock		(1,499,732	)		—
Net increase in net assets resulting from capital share transactions		405,244,039			217,406,438
Total increase in net assets		400,538,149			218,863,581
Net assets at beginning of period		611,483,814			65,162,729
Net assets at end of period	$	1,012,021,963		$	284,026,310
Capital share activity
Shares issued from subscriptions		39,284,016			22,043,951
Shares issued from reinvestment of distributions		1,592,660			344,681
Shares repurchased		(152,862	)		—
Net increase in shares outstanding		40,723,814			22,388,632
Distributions in excess of net investment income at end of period	$	(13,104,460	)	$	—

See notes to condensed consolidated financial statements.

4

Corporate Capital Trust, Inc. and Subsidiaries

Condensed Consolidated Statements of Cash Flows (unaudited)

	For the six months ended
	June 30, 2013			June 30, 2012
Operating Activities:
Net increase in net assets resulting from operations	$	26,836,755		$	7,551,627
Adjustments to reconcile net increase in net assets resulting from operations to net cash used in operating activities:
Purchases of investments		(785,208,326	)		(344,500,850	)
Increase in payable for investments purchased		148,192,053			37,697,605
Paid-in-kind interest		(584,802	)		—
Proceeds from sales of investments		288,501,782			38,806,238
Proceeds from principal payments		59,695,638			9,401,188
Net realized gain on investments		(4,590,658	)		(1,271,895	)
Net change in unrealized depreciation (appreciation) on investments		970,389			(1,523,521	)
Net change in unrealized appreciation on derivative instruments		(6,005,553	)		—
Net change in unrealized appreciation on foreign currency translation		11,399			135,665
Amortization of premium/discount - net		(239,824	)		(119,510	)
Amortization of deferred financing cost		364,124			35,276
Increase in short-term investments, net		(30,691,864	)		(2,997,951	)
Increase in cash collateral on deposit with custodian		(19,974,093	)		—
Increase in dividend and interest receivable		(5,392,214	)		(4,370,178	)
Increase in receivable for investments sold		(51,959,701	)		(2,877,307	)
Increase in principal receivable		(1,052,206	)		(508,986	)
Decrease (increase) in receivable from advisors		(934,534	)		290,619
Increase in other assets		(1,464,979	)		(730,792	)
Increase in accrued investment advisory fees		866,840			512,912
Increase in accrued performance-based incentive fees		136,857			356,120
Increase in accrued directors' fees		22,244			—
Increase in other accrued expenses and liabilities		55,834			680,532
Net cash used in operating activities		(382,444,839	)		(263,433,208	)
Financing Activities:
Proceeds from issuance of shares of common stock		390,878,592			214,058,425
Payment on repurchase of shares of common stock		(1,499,732	)		—
Distributions paid		(15,677,466	)		(3,145,108	)
Borrowings under credit facilities		159,820,000			52,600,000
Repayments of credit facilities		(150,000,000	)		—
Deferred financing costs paid		(1,382,891	)		—
Net cash provided by financing activities		382,138,503			263,513,317
Effect of exchange rate changes on cash		(123	)		1,427
Net increase (decrease) in cash		(306,459	)		81,536
Cash and cash denominated in foreign currency, beginning of period		306,459			—
Cash and cash denominated in foreign currency, end of period	$	—		$	81,536
Supplemental disclosure of cash flow information and non-cash financing activities:
Cash paid for interest	$	2,498,714		$	561,644
Dividend distributions reinvested	$	15,865,179		$	3,348,013
Deferred financing costs accrued in other accrued expenses and liabilities	$	135,030		$	—

See notes to condensed consolidated financial statements.

5

Corporate Capital Trust, Inc. and Subsidiary

Condensed Consolidated Schedule of Investments (unaudited)

As of June 30, 2013

Company (a)	Industry	Investments	Interest Rate	EURIBOR/ LIBOR Floor	Maturity Date	No. Shares/ Principal Amount (b)		Cost (c)		Fair Value		% of Net Assets
Non-Control/Non-Affiliate Investments(d)—112.6%
Air Distribution Technologies, Inc.	Capital Goods	Senior Debt(e)	L + 800	1.25%	5/11/2020	$	3,454,401	$	3,405,822	$	3,566,669	0.4%
Algeco/Scotsman Holdings S.A.R.L.(LU)(f)	Consumer Durables & Apparel	Subordinated Debt(g)	15.75% PIK		5/1/2018		24,489,185		24,251,821		24,917,746	2.5%
Allen Systems Group, Inc.	Software & Services	Senior Debt(h)(i)	10.50%		11/15/2016		106,000		69,393		68,900	0.0%
Altisource Solutions (LU)(f)	Real Estate	Senior Debt(e)(g)	L + 450	1.25%	11/27/2019		17,621,432		17,602,090		17,731,566	1.8%
American Builders & Contractors Supply Co, Inc.	Capital Goods	Subordinated Debt(h)(i)	5.63%		4/15/2021		5,114,000		5,114,000		5,024,505	0.5%
American Gaming Systems, LLC	Consumer Services	Senior Debt(e)(j)	L + 1000	1.50%	8/15/2016		21,782,648		21,326,692		21,782,648	2.1%
American Rock Salt Co., LLC	Materials	Senior Debt(e)	L + 425	1.25%	4/25/2017		8,442,513		8,141,550		8,440,402	0.8%
		Senior Debt(h)(i)	8.25%		5/1/2018		9,690,000		9,002,957		9,205,500	0.9%
									17,144,507		17,645,902	1.7%
Applied Systems, Inc.	Software & Services	Senior Debt(e)(k)	L + 725	1.00%	6/8/2017		1,216,771		1,233,501		1,226,663	0.1%
Arysta Lifescience SPC, LLC	Food, Beverage & Tobacco	Senior Debt(e)(g)(k)	L + 700	1.25%	11/30/2020		16,305,199		16,142,147		16,101,384	1.6%
Aspen Dental Management, Inc.	Health Care Equipment & Services	Senior Debt(e)	L + 550	1.50%	10/6/2016		6,069,958		6,014,059		5,849,922	0.6%
Audatex North America, Inc.	Software & Services	Subordinated Debt	L + 300		5/16/2017		8,154,000		8,154,000		8,133,615	0.8%
Avaya Inc.	Technology Hardware & Equipment	Senior Debt(e)	L + 675	1.25%	3/31/2018		31,768,977		31,609,539		29,871,416	3.0%
		Senior Debt(e)(h)	7.00%		4/1/2019		11,036,000		10,260,910		9,959,990	1.0%
		Subordinated Debt(e)(h)	9.00%		4/1/2019		7,048,000		7,033,697		6,766,080	0.7%
									48,904,146		46,597,486	4.7%
Block Communications, Inc.	Media	Subordinated Debt(e)(h)	7.25%		2/1/2020		589,000		627,963		618,450	0.1%
Brake Bros Ltd.(UK)(f)	Food, Beverage & Tobacco	Senior Debt(g)(GBP)	3% PIK, L+325		3/12/2017	£	8,561,450		11,723,548		11,567,484	1.1%
Caraustar Industries, Inc.	Materials	Senior Debt(e)	L + 625	1.25%	5/1/2019	$	3,719,593		3,692,371		3,752,140	0.4%
Catalina Marketing Corp.	Media	Senior Debt(e)	L + 550		9/29/2017		8,728,354		8,758,402		8,793,816	0.9%
		Subordinated Debt(h)(i)	10.50%		10/1/2015		27,154,000		27,309,467		27,493,425	2.7%
									36,067,869		36,287,241	3.6%

See notes to condensed consolidated financial statements.

6

Corporate Capital Trust, Inc. and Subsidiary

Condensed Consolidated Schedule of Investments (unaudited) (continued)

As of June 30, 2013

Company (a)	Industry	Investments	Interest Rate	EURIBOR/ LIBOR Floor	Maturity Date	No. Shares/ Principal Amount (b)		Cost (c)		Fair Value		% of Net Assets
CDW Corp.	Technology Hardware & Equipment	Subordinated Debt(e)	12.54%		10/12/2017	$	11,610,000	$	12,352,091	$	12,248,550	1.2%
Cedar Bay Generating Co., LP	Utilities	Senior Debt(e)(g)	L + 500	1.25%	4/23/2020		6,411,094		6,348,115		6,427,121	0.6%
Cemex Espana S.A. (ES)(f)	Materials	Senior Debt(g)(EUR)	E + 450		2/14/2017	€	928,806		1,114,972		1,194,871	0.1%
Cemex Materials, LLC	Materials	Subordinated Debt(e)(h)	7.70%		7/21/2025	$	23,312,000		22,932,819		22,379,520	2.2%
Cemex S.A.B. de C.V. (MX)(f)	Materials	Senior Debt(g)	L + 450		2/14/2017		3,441,100		3,192,435		3,380,880	0.3%
Cengage Learning Acquisitions, Inc.	Media	Senior Debt(e)(k)(o)	L + 550		7/5/2017		2,700,837		2,021,298		2,000,861	0.2%
		Senior Debt(e)(h)(o)	11.50%		4/15/2020		12,154,000		12,399,696		8,933,190	0.9%
									14,420,994		10,934,051	1.1%
Ceridian Corp.	Commercial & Professional Services	Senior Debt(e)	L + 575		5/9/2017		5,320,620		5,298,269		5,351,373	0.5%
		Senior Debt(h)(i)	8.88%		7/15/2019		2,123,000		2,123,000		2,359,184	0.2%
		Subordinated Debt(h)(i)	11.00%		3/15/2021		16,201,000		17,640,088		17,902,105	1.8%
									25,061,357		25,612,662	2.5%
CHG Companies, Inc.	Health Care Equipment & Services	Senior Debt(e)(k)	L + 775	1.25%	11/19/2020		11,763,681		11,610,616		11,959,722	1.2%
Commscope, Inc.	Technology Hardware & Equipment	Subordinated Debt(h)(i)	8.25%		1/15/2019		11,786,000		12,812,969		12,581,555	1.2%
CompuCom Systems, Inc.	Software & Services	Subordinated Debt(h)	7.00%		5/1/2021		9,847,000		9,551,719		9,551,590	0.9%
CRC Health Corp.	Health Care Equipment & Services	Senior Debt(e)	L + 450		11/16/2015		1,184,319		1,138,768		1,187,280	0.1%
		Subordinated Debt(i)	10.75%		2/1/2016		6,500,000		6,534,328		6,605,625	0.7%
									7,673,096		7,792,905	0.8%
CSM Bakery Products (NL)(f)	Food, Beverage & Tobacco	Senior Debt(e)(g)(k)	L + 750	1.00%	5/23/2021		495,838		502,036		502,036	0.1%
CTI Foods Holding Co., LLC	Food, Beverage & Tobacco	Senior Debt(e)(k)	L + 725	1.00%	5/9/2021		23,219,000		22,870,715		23,219,000	2.3%
Cunningham Lindsey U.S., Inc.	Insurance	Senior Debt(e)	L + 800	1.25%	6/10/2020		5,178,315		5,129,363		5,255,989	0.5%
Data Device Corp.	Capital Goods	Senior Debt(e)	L + 600	1.50%	7/11/2018		7,856,002		7,716,029		7,816,722	0.8%
		Senior Debt(j)	L + 1000	1.50%	7/11/2019		8,000,000		7,855,343		7,560,000	0.7%
									15,571,372		15,376,722	1.5%
DJO Finance, LLC	Health Care Equipment & Services	Senior Debt(e)	8.75%		3/15/2018		10,863,000		11,576,302		11,732,040	1.2%
Eagle Midco, Inc.	Software & Services	Subordinated Debt(e)(h)	9.00% PIK		6/15/2018		39,815,000		38,982,909		38,810,385	3.8%

See notes to condensed consolidated financial statements.

7

Corporate Capital Trust, Inc. and Subsidiary

Condensed Consolidated Schedule of Investments (unaudited) (continued)

As of June 30, 2013

Company (a)	Industry	Investments	Interest Rate	EURIBOR/ LIBOR Floor	Maturity Date	No. Shares/ Principal Amount (b)		Cost (c)		Fair Value		% of Net Assets
Easton-Bell Sports, Inc.	Consumer Durables & Apparel	Senior Debt(e)(j)	11.50% PIK		12/31/2015	$	14,979,711	$	14,979,711	$	14,979,711	1.5%
Education Management, LLC	Consumer Services	Senior Debt(e)(g)	L + 700	1.25%	3/30/2018		7,039,700		6,867,521		6,476,524	0.6%
		Subordinated Debt(e)(g)(h)	15.00%		7/1/2018		1,298,877		1,311,869		1,347,585	0.1%
									8,179,390		7,824,109	0.7%
Eze Software Group	Software & Services	Senior Debt(e)(k)	L + 750	1.25%	4/5/2021		12,961,704		12,919,004		13,134,484	1.3%
Flagstone Foods Holding Corp.	Food & Staples Retailing	Senior Debt(j)	L + 575	1.25%	4/15/2018		20,203,649		20,004,727		20,203,649	2.0%
Gastar Exploration USA, Inc.	Energy	Senior Debt(e)(g)(h)	8.63%		5/15/2018		1,630,000		1,630,000		1,564,800	0.2%
GCI, Inc.	Telecommunication Services	Subordinated Debt(i)	6.75%		6/1/2021		5,532,000		5,301,809		5,172,420	0.5%
		Subordinated Debt(i)	8.63%		11/15/2019		8,575,000		9,072,519		8,789,375	0.9%
									14,374,328		13,961,795	1.4%
Genesys Telecommunications Laboratories, Inc.	Software & Services	Common Stock(j)*					448,908		448,908		623,982	0.1%
		Subordinated Debt(j)(EUR)	12.50%		1/31/2020	€	2,044,000		2,633,747		2,753,692	0.3%
									3,082,655		3,377,674	0.4%
Good Sam Enterprises, LLC	Media	Senior Debt(e)	11.50%		12/1/2016	$	12,699,000		13,089,354		13,524,435	1.3%
Guitar Center, Inc.	Retailing	Senior Debt(e)(k)	L + 600		4/9/2017		23,824,298		23,267,372		23,670,394	2.3%
Gymboree Corp.	Retailing	Senior Debt(e)	L + 350	1.50%	2/23/2018		12,926,375		12,560,249		12,486,038	1.2%
		Subordinated Debt(e)	9.13%		12/1/2018		12,818,000		12,177,443		12,048,920	1.2%
									24,737,692		24,534,958	2.4%
Hot Topic, Inc.	Consumer Durables & Apparel	Senior Debt(e)(h)	9.25%		6/15/2021		5,066,000		5,019,522		5,129,325	0.5%
HUB International, Ltd.	Insurance	Subordinated Debt(h)(i)	8.13%		10/15/2018		16,708,000		16,768,068		17,376,320	1.7%
Infor (US), Inc.	Software & Services	Subordinated Debt(i)	9.38%		4/1/2019		1,241,000		1,404,953		1,344,934	0.1%
		Subordinated Debt(e)	11.50%		7/15/2018		4,549,000		4,938,055		5,151,743	0.5%
									6,343,008		6,496,677	0.6%
Integra Telecom Holdings, Inc.	Telecommunication Services	Senior Debt(e)	L + 850	1.25%	2/19/2020		3,963,823		4,062,829		4,074,948	0.4%
Internet Brands, Inc.	Media	Senior Debt(e)	L + 500	1.25%	3/18/2019		38,860,781		36,842,218		39,018,750	3.9%

See notes to condensed consolidated financial statements.

8

Corporate Capital Trust, Inc. and Subsidiary

Condensed Consolidated Schedule of Investments (unaudited) (continued)

As of June 30, 2013

Company (a)	Industry	Investments	Interest Rate	EURIBOR/ LIBOR Floor	Maturity Date	No. Shares/ Principal Amount (b)		Cost (c)		Fair Value		% of Net Assets
iPayment, Inc.	Software & Services	Senior Debt(e)	L + 425	1.50%	5/8/2017	$	1,883,342	$	1,866,532	$	1,866,081	0.2%
		Subordinated Debt(e)	10.25%		5/15/2018		4,100,000		3,887,348		3,362,000	0.3%
									5,753,880		5,228,081	0.5%
IPC Systems, Inc.	Technology Hardware & Equipment	Senior Debt(e)	L + 650	1.25%	7/31/2017		487,330		475,475		470,273	0.0%
		Senior Debt(e)	L + 650	1.25%	7/31/2017		6,403,771		6,290,085		6,179,639	0.6%
									6,765,560		6,649,912	0.6%
J. Crew Group, Inc.	Retailing	Subordinated Debt(i)	8.13%		3/1/2019		749,000		706,130		786,450	0.1%
J. Jill	Retailing	Senior Debt(e)(j)	L + 850	1.50%	4/29/2017		8,800,474		8,800,474		8,800,474	0.9%
Jeld-Wen, Inc.	Capital Goods	Senior Debt(e)(h)	12.25%		10/15/2017		15,829,000		18,082,619		18,045,060	1.8%
Kerling PLC (UK)(f)	Materials	Senior Debt(g)(h)(EUR)	10.63%		2/1/2017	€	5,353,000		6,631,023		7,263,858	0.7%
KeyPoint Government Solutions, Inc.	Capital Goods	Senior Debt(e)(j)	L + 600	1.25%	11/13/2017	$	34,125,000		33,496,584		33,783,750	3.3%
Lightower Fiber, LLC	Telecommunication Services	Senior Debt(e)	L + 675	1.25%	4/12/2021		3,380,541		3,347,321		3,397,444	0.3%
Maxim Crane L.P. (UK)	Capital Goods	Senior Debt(e)(h)	12.25%		4/15/2015		1,994,000		2,090,807		2,093,700	0.2%
Misys Ltd. (UK)(f)	Software & Services	Senior Debt(e)(g)	L + 600	1.25%	12/12/2018		1,960,198		1,938,343		1,982,250	0.2%
Mitel US Holdings, Inc.	Technology Hardware & Equipment	Senior Debt(e)(g)	L + 575	1.25%	2/27/2019		234,275		238,275		234,861	0.0%
Monarch (LU)(f)	Materials	Senior Debt(e)(g)	L + 700	1.25%	4/3/2020		5,416,388		5,390,158		5,443,470	0.5%
New Enterprise Stone & Lime Co., Inc.	Capital Goods	Senior Debt(h)(i)	4% cash, 9% PIK		3/15/2018		9,684,109		9,780,284		10,604,099	1.0%
NewWave Communications, Inc.	Media	Senior Debt(e)(k)	L + 400	1.00%	4/30/2020		6,843,115		6,814,147		6,877,331	0.7%
		Senior Debt(e)(k)	L + 800	1.00%	10/30/2020		7,601,394		7,525,380		7,715,415	0.8%
									14,339,527		14,592,746	1.5%
North American Breweries Holdings, LLC	Food, Beverage & Tobacco	Senior Debt(e)	L + 625	1.25%	12/11/2018		4,944,363		4,851,455		4,962,904	0.5%
Nuveen Investments, Inc.	Diversified Financials	Senior Debt(e)(g)	L + 525	1.25%	2/28/2019		6,967,420		7,066,675		6,900,638	0.7%
		Subordinated Debt(e)(g)	5.50%		9/15/2015		673,000		646,226		656,175	0.1%
		Subordinated Debt(e)(g)(h)	9.13%		10/15/2017		3,382,000		3,377,808		3,390,455	0.3%
									11,090,709		10,947,268	1.1%

See notes to condensed consolidated financial statements.

9

Corporate Capital Trust, Inc. and Subsidiary

Condensed Consolidated Schedule of Investments (unaudited) (continued)

As of June 30, 2013

Company (a)	Industry	Investments	Interest Rate	EURIBOR/ LIBOR Floor	Maturity Date	No. Shares/ Principal Amount (b)		Cost (c)		Fair Value		% of Net Assets
OpenLink International, Inc.	Software & Services	Senior Debt(e)	L + 625	1.50%	10/30/2017	$	46,268	$	46,590	$	46,326	0.0%
Oxea S.A.R.L.(LU)(f)	Materials	Senior Debt(e)(g)(k)	L + 725	1.00%	6/5/2020		2,799,007		2,785,012		2,799,007	0.3%
Packaging Coordinators, Inc.	Materials	Senior Debt(j)	L + 825		10/31/2020		11,826,714		11,710,578		11,826,714	1.2%
Polyconcept Investments BV (NL) (f)	Consumer Durables & Apparel	Senior Debt(g)(j)	L + 875	1.25%	6/1/2020		46,726,678		46,726,678		46,726,678	4.6%
RedPrairie Corp.	Software & Services	Senior Debt(e)	L + 550	1.25%	12/21/2018		7,787,270		7,638,050		7,835,941	0.8%
		Senior Debt(e)	L + 1000	1.25%	12/21/2019		15,149,821		15,167,172		15,699,002	1.6%
									22,805,222		23,534,943	2.4%
Reynolds Group Holdings, Inc.	Materials	Senior Debt(i)	5.75%		10/15/2020		533,000		533,000		536,998	0.1%
Roundy's Supermarkets, Inc.	Food & Staples Retailing	Senior Debt(e)(g)	L + 450	1.25%	2/13/2019		4,441,572		4,417,931		4,341,637	0.4%
Ryerson, Inc.	Materials	Senior Debt(e)(h)	9.00%		10/15/2017		5,814,000		5,814,000		5,901,210	0.6%
Sabine Oil & Gas, LLC	Energy	Senior Debt(e)(g)	L + 750	1.25%	12/31/2018		14,526,840		14,394,503		14,526,840	1.4%
Sabre, Inc.	Transportation	Senior Debt(h)(i)	8.50%		5/15/2019		13,369,000		13,992,390		14,237,985	1.4%
SandRidge Energy, Inc.	Energy	Subordinated Debt(g)	7.50%		3/15/2021		11,233,000		10,529,098		10,727,515	1.1%
Sanmina Corp.	Technology Hardware & Equipment	Subordinated Debt(g)(h)(i)	7.00%		5/15/2019		7,879,000		7,868,404		8,115,370	0.8%
Schaeffler AG (DE)(f)	Automobiles & Components	Senior Debt(g)(h)(i)	8.50%		2/15/2019		5,000		5,351		5,575	0.0%
Securitas Direct AB (SE)(f)	Commercial & Professional Services	Senior Debt(g)(h)(EUR)	8.75%		9/1/2018	€	397,000		486,594		555,511	0.1%
Sedgwick Claims Management Services Holdings, Inc.	Insurance	Senior Debt(e)	L + 300	1.00%	12/31/2016	$	112,343		108,174		112,670	0.0%
		Senior Debt(e)(k)	L + 700	1.00%	12/15/2018		40,973,204		40,768,338		41,357,328	4.1%
									40,876,512		41,469,998	4.1%
Sheridan Holdings, Inc.	Health Care Equipment & Services	Senior Debt(e)(k)	L + 775	1.25%	7/1/2019		677,404		692,645		685,871	0.1%
Sinclair Television Group, Inc.	Media	Subordinated Debt	5.38%		4/1/2021		5,182,000		5,182,000		4,974,720	0.5%
SkillSoft Corp.	Software & Services	Subordinated Debt(i)	11.13%		6/1/2018		1,369,000		1,438,672		1,500,766	0.1%
Smile Brands Group, Inc.	Health Care Equipment & Services	Senior Debt(e)	L + 525	1.75%	12/21/2017		3,774,023		3,786,619		3,707,996	0.4%
Sonic Automotive, Inc.	Retailing	Subordinated Debt(g)(h)(i)	5.00%		5/15/2023		493,000		493,000		478,210	0.0%

See notes to condensed consolidated financial statements.

10

Corporate Capital Trust, Inc. and Subsidiary

Condensed Consolidated Schedule of Investments (unaudited) (continued)

As of June 30, 2013

Company (a)	Industry	Investments	Interest Rate	EURIBOR/ LIBOR Floor	Maturity Date	No. Shares/ Principal Amount (b)		Cost (c)		Fair Value		% of Net Assets
Standard Chartered Bank (SG)(f)	Banks	Subordinated Debt(g)(h)(j)(l)	L + 1600		4/1/2014	$	3,310,000	$	3,330,075	$	3,392,419	0.3%
StoneRiver Holdings, Inc.	Insurance	Senior Debt(e)(k)	L + 725	1.25%	5/30/2020		24,097,643		23,977,155		24,007,277	2.4%
Summit Materials, LLC	Materials	Subordinated Debt(h)(i)	10.50%		1/31/2020		462,000		521,603		494,340	0.1%
The TelX Group, Inc.	Telecommunication Services	Senior Debt(e)	L + 500	1.25%	9/25/2017		5,511,761		5,529,502		5,522,096	0.5%
		Subordinated Debt(h)(j)(k)	12.00%		9/26/2019		5,435,478		5,938,259		5,668,116	0.6%
									11,467,761		11,190,212	1.1%
Towergate Finance PLC (UK)(f)	Insurance	Subordinated Debt(g)(h)(GBP)	10.50%		2/15/2019	£	14,608,000		23,428,010		22,662,392	2.2%
Travelport, LLC	Software & Services	Senior Debt(e)(k)	L + 450	1.25%	6/21/2019	$	6,696,112		6,595,670		6,637,521	0.7%
		Senior Debt(e)	L + 800	1.50%	1/31/2016		18,868,125		18,479,284		19,386,998	1.9%
									25,074,954		26,024,519	2.6%
Virgin Media, Inc.	Media	Subordinated Debt(g)(h)(i)	6.38%		4/15/2023		4,000		4,000		4,030	0.0%
VWR Funding, Inc.	Pharmaceuticals, Biotechnology & Life Sciences	Subordinated Debt(i)	7.25%		9/15/2017		5,349,000		5,349,000		5,536,215	0.5%
Wastequip, LLC	Materials	Senior Debt(e)	L + 675	1.50%	12/15/2017		11,171,569		10,935,789		11,339,142	1.1%
Websense, Inc.	Technology Hardware & Equipment	Senior Debt(e)(k)	L + 750	1.00%	11/19/2020		32,018,197		31,858,106		32,058,220	3.2%
West Corp.	Software & Services	Subordinated Debt(e)(g)	7.88%		1/15/2019		1,575,000		1,561,035		1,638,000	0.2%
Wilton Brands, LLC	Materials	Senior Debt(e)	L + 625	1.25%	8/30/2018		12,498,974		12,279,221		12,555,219	1.2%
Zayo Group, LLC	Telecommunication Services	Senior Debt(i)	8.13%		1/1/2020		2,260,000		2,392,862		2,452,100	0.2%
		Subordinated Debt(i)	10.13%		7/1/2020		5,000,000		5,308,382		5,550,000	0.6%
									7,701,244		8,002,100	0.8%
Total Non-Control/Non-Affiliate Investments									1,133,853,588		1,139,124,231	112.6%

See notes to condensed consolidated financial statements.

11

Corporate Capital Trust, Inc. and Subsidiary

Condensed Consolidated Schedule of Investments (unaudited) (continued)

As of June 30, 2013

Company (a)	Industry	Investments	Interest Rate	EURIBOR/ LIBOR Floor	Maturity Date	No. Shares/ Principal Amount (b)		Cost (c)		Fair Value			% of Net Assets
Short Term Investments—4.3%
Goldman Sachs Financial Square Funds - Prime Obligations Fund FST Preferred Shares		Short Term Investments(e)	0.02%(m)			$	28,960,866	$	28,960,866	$	28,960,866		2.8%
State Street Institutional Liquid Reserves Fund, Institutional Class		Short Term Investments	0.09%(m)				14,933,166		14,933,166		14,933,166		1.5%
Total Short Term Investments									43,894,032		43,894,032		4.3%
TOTAL INVESTMENTS —116.9%(n)								$	1,177,747,620		1,183,018,263		116.90%
LIABILITIES IN EXCESS OF OTHER ASSETS—(16.9%)											(170,996,300	)	(16.90)%
NET ASSETS—100.0%										$	1,012,021,963		100.00%
Derivative Instruments—0.7% (Note 4)
Foreign currency forward contracts		Foreign currency forward contracts(g)	N/A					$	—	$	1,250,293		0.1%
Total return swaps		Total return swaps(g)(j)	N/A						—		5,957,578		0.6%
Total Derivative Instruments								$	—	$	7,207,871		0.7%

*	Non-income producing security.
(a)	Security may be an obligation of one or more entities affiliated with the named company.
(b)	Denominated in U.S. Dollars unless otherwise noted.
(c)	Represents amortized cost for debt securities and cost for common stock.
(d)	Non-Control/Non-Affiliate investments are defined by the Investment Company Act of 1940, as amended (“1940 Act”) as investments that are neither Control Investments nor Affiliate Investments. Controlled investments are defined by the 1940 Act as investments in which more than 25% of the voting securities are owned or where the ability to nominate greater than 50% of the board representation is maintained. Affiliate investments are defined by the 1940 Act as investments in which between 5% and 25% of the voting securities are owned and the investments are not classified as Controlled investments.
(e)	Security or portion thereof is held within CCT Funding, LLC and is pledged as collateral supporting the amounts outstanding under the revolving credit facility with Deutsche Bank.
(f)	A portfolio company domiciled in a foreign country.

See notes to condensed consolidated financial statements.

12

Corporate Capital Trust, Inc. and Subsidiary

Condensed Consolidated Schedule of Investments (unaudited) (continued)

As of June 30, 2013

(g)	The investment is not a qualifying asset as defined in Section 55(a) under the Investment Company Act of 1940, as amended, or the 1940 Act.  A business development company may not acquire any asset other than qualifying assets, unless, at the time the acquisition is made, qualifying assets represent at least 70% of the company's total assets. The Company calculates its compliance with the qualifying assets test on a "look through" basis by disregarding the value of the Company's total return swaps and treating each loan underlying the total return swaps as either a qualifying asset or non-qualifying asset based on whether the obligor is an eligible portfolio company.  On this basis, 80.6% of the Company's total assets represented qualifying assets as of June 30, 2013.
(h)	This security was acquired in a transaction that was exempt from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act"), pursuant to Rule 144A thereunder. This security may be resold only in transactions that are exempt from the registration requirements of the Securities Act, normally to qualified institutional buyers.
(i)	Security or portion thereof is pledged as collateral supporting the amounts outstanding under the committed facility agreement with BNP Paribas Prime Brokerage, Inc. and eligible to be hypothecated as allowed under Rule 15c2-1(a)(1) of the Exchange Act subject to the limits of the Rehypothecation Agreement.
(j)	Investments classified as Level 3 whereby fair value was determined by the Company's Board of Directors (see Note 2).
(k)	Position or portion thereof unsettled as of June 30, 2013.
(l)	A portfolio company investment structured as a credit-linked floating rate note.
(m)	7-day effective yield as of June 30, 2013.
(n)	As of June 30, 2013, the aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost was $16,379,004; the aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value was $11,108,361; the net unrealized appreciation was $5,270,643; the aggregate cost of securities for Federal income tax purposes was $1,177,747,620.
(o)	Investment was on non-accrual status as of June 30, 2013.

Abbreviations:

DE - Germany

ES - Spain

EUR - Euro; principal amount is denominated in Euros currency.  €1 / US $1.301 as of June 30, 2013.

GBP - British Pound Sterling; principal amount is denominated in Pound Sterling. £1 / US $1.521 as of June 30, 2013.

L = LIBOR - London Interbank Offered Rate, typically 3-Month

LU - Luxembourg

MX - Mexico

NL - Netherlands

PIK - Payment-in-kind

SE - Sweden

SG - Singapore

UK - United Kingdom

See notes to condensed consolidated financial statements.

13

Corporate Capital Trust, Inc. and Subsidiaries

Condensed Consolidated Schedule of Investments

As of December 31, 2012

Company (a)	Industry (n)	Investments	Interest Rate	EURIBOR/ LIBOR Floor	Maturity Date	No. Shares/ Principal Amount (b)		Cost (c)			Fair Value		% of Net Assets
Non-Control/Non-Affiliate Investments(d)—114.1%
AdvancePierre Foods, Inc.	Food, Beverage & Tobacco	Senior Debt(e)	L + 450	1.25%	7/10/2017	$	3,938,004	$	3,909,668		$	3,987,230	0.6%
Allen Systems Group, Inc.	Software & Services	Senior Debt(e)(f)	10.50%		11/15/2016		106,000		66,130			78,440	0.0%
Alliance Laundry Systems, LLC	Capital Goods	Senior Debt(e)	L + 425	1.25%	12/10/2018		3,553,052		3,535,505			3,588,582	0.6%
Ally Financial, Inc.	Banks	Preferred Stock(g)					118,908		2,996,482			3,123,713	0.5%
		Preferred Stock(g)					69,800		1,804,330			1,860,170	0.3%
									4,800,812			4,983,883	0.8%
Altisource Solutions (LU)(h)	Real Estate	Senior Debt(e)(g)	L+ 450	1.25%	11/27/2019		7,545,192		7,470,313			7,582,918	1.2%
American Gaming Systems, LLC	Consumer Services	Senior Debt(i)	L + 1000	1.50%	8/15/2016		11,974,375		11,523,790			11,974,375	2.0%
		Senior Debt(i)	L + 1000	1.50%	8/15/2016		780,938		(28,850	)		—	0.0%
		Senior Debt(i)(j)	L + 1000	1.50%	8/15/2016		780,938		752,433			780,938	0.1%
									12,247,373			12,755,313	2.1%
American Rock Salt Co., LLC	Materials	Senior Debt(e)	L + 425	1.25%	4/25/2017		8,485,587		8,151,298			8,398,355	1.4%
Amkor Technologies, Inc.	Semiconductors & Semiconductor Equipment	Subordinated Debt(e)(g)	7.38%		5/1/2018		213,000		210,801			220,455	0.0%
Amsurg Corp.	Health Care Equipment & Services	Subordinated Debt(e)(f)(g)	5.63%		11/30/2020		943,000		943,000			980,720	0.2%
Aramark Corp.	Commercial & Professional Services	Subordinated Debt(e)	8.50%		2/1/2015		2,836,000		2,896,962			2,850,208	0.5%
Ardagh Packaging Holdings, Ltd. (IE)(h)	Capital Goods	Senior Debt(e)(f)(g)	7.38%		10/15/2017		100,000		100,409			108,750	0.0%
Aspect Software, Inc.	Technology Hardware & Equipment	Senior Debt(e)	L + 525	1.75%	5/7/2016		4,360,693		4,358,808			4,393,398	0.7%
		Senior Debt(e)	10.63%		5/15/2017		9,009,000		9,484,716			8,153,145	1.3%
									13,843,524			12,546,543	2.0%
Aspen Dental Management, Inc.	Health Care Equipment & Services	Senior Debt(e)	L + 550	1.50%	10/6/2016		6,115,182		6,048,762			5,839,999	0.9%
Asset Acceptance Capital Corp.	Diversified Financials	Senior Debt(g)(i)	L + 725	1.50%	11/14/2017		918,991		896,692			929,894	0.2%
AssuraMed Holding, Inc.	Health Care Equipment & Services	Senior Debt(e)	L + 800	1.25%	4/24/2020		5,147,021		5,045,289			5,206,536	0.8%

See notes to condensed consolidated financial statements.

14

Corporate Capital Trust, Inc. and Subsidiaries

Condensed Consolidated Schedule of Investments (continued)

As of December 31, 2012

Company (a)	Industry (n)	Investments	Interest Rate	EURIBOR/ LIBOR Floor	Maturity Date	No. Shares/ Principal Amount (b)		Cost (c)		Fair Value		% of Net Assets
Asurion, LLC	Software & Services	Senior Debt(e)	L + 400	1.50%	5/24/2018	$	3,285,425	$	3,241,516	$	3,323,421	0.5%
		Senior Debt(e)	L + 750	1.50%	5/24/2019		396,303		396,303		409,074	0.1%
									3,637,819		3,732,495	0.6%
Avaya, Inc.	Technology Hardware & Equipment	Senior Debt(e)(f)	7.00%		4/1/2019		14,555,000		13,662,021		13,608,925	2.2%
Bill Barrett Corp.	Energy	Subordinated Debt(e)(g)	7.63%		10/1/2019		251,000		256,692		264,805	0.0%
BNY ConvergEX Group, LLC	Diversified Financials	Senior Debt(e)(g)	L + 375	1.50%	12/19/2016		109,585		108,431		106,024	0.0%
		Senior Debt(e)(g)	L + 375	1.50%	12/19/2016		241,455		238,911		233,608	0.0%
		Senior Debt(e)(g)(i)	L + 700	1.75%	12/17/2017		1,386,716		1,380,562		1,306,980	0.2%
		Senior Debt(e)(g)(i)	L + 700	1.75%	12/17/2017		581,872		579,290		548,415	0.1%
									2,307,194		2,195,027	0.3%
Bright Horizons Family Solutions, Inc.	Consumer Services	Senior Debt(i)	L + 425	1.00%	5/23/2017		1,003,991		999,465		1,014,031	0.2%
Building Materials Corporation of America	Capital Goods	Subordinated Debt(e)(f)	6.75%		5/1/2021		41,000		44,058		45,305	0.0%
Caesars Entertainment Operating Co., Inc.	Consumer Services	Senior Debt(e)(g)	11.25%		6/1/2017		1,023,000		1,074,569		1,095,889	0.2%
Catalina Marketing Corp.	Media	Senior Debt(e)	L + 550		9/29/2017		8,431,567		8,356,238		8,465,841	1.4%
		Subordinated Debt(e)(f)	10.50%		10/1/2015		20,436,255		20,405,415		20,691,708	3.4%
									28,761,653		29,157,549	4.8%
CDW Corp.	Technology Hardware & Equipment	Subordinated Debt(e)	12.54%		10/12/2017		12,626,000		13,510,212		13,494,037	2.2%
Celanese US Holdings, LLC	Materials	Subordinated Debt(e)(g)	4.63%		11/15/2022		2,900,000		2,900,000		3,037,750	0.5%
Cemex Espana S.A. (ES)(h)	Materials	Senior Debt(e)(g)(j)(EUR)	E + 500		2/14/2017	€	928,806		1,112,127		1,173,874	0.2%
Cemex Finance, LLC	Materials	Senior Debt(e)(f)(g)	9.38%		10/12/2022	$	825,000		825,000		928,125	0.1%
Cemex Finance Europe BV	Materials	Subordinated Debt(g)	4.75%		3/5/2014	€	419,000		480,548		565,503	0.1%
Cemex Materials, LLC	Materials	Subordinated Debt(e)(f)	7.70%		7/21/2025	$	12,670,000		11,742,203		12,828,375	2.1%
Cemex S.A.B. de C.V. (MX)(h)	Materials	Senior Debt(e)(g)(j)	L + 525		2/14/2017		3,441,100		3,191,620		3,294,853	0.5%
Cengage Learning Acquisitions, Inc.	Media	Senior Debt(e)(f)	11.50%		4/15/2020		14,622,000		15,000,475		12,611,475	2.1%

See notes to condensed consolidated financial statements.

15

Corporate Capital Trust, Inc. and Subsidiaries

Condensed Consolidated Schedule of Investments (continued)

As of December 31, 2012

Company (a)	Industry (n)	Investments	Interest Rate	EURIBOR/ LIBOR Floor	Maturity Date	No. Shares/ Principal Amount (b)			Cost (c)		Fair Value	% of Net Assets
Ceridian Corp.	Commercial & Professional Services	Senior Debt(e)	L + 575		5/9/2017	$	11,345,455	$	11,320,689	$	11,359,637	1.9%
		Senior Debt(e)(f)	8.88%		7/15/2019		2,123,000		2,123,000		2,303,455	0.4%
									13,443,689		13,663,092	2.3%
CHG Companies, Inc.	Health Care Equipment & Services	Senior Debt(e)(j)	L + 375	1.25%	11/19/2019		3,072,501		3,042,000		3,077,617	0.5%
		Senior Debt(e)(j)	L + 775	1.25%	11/19/2020		6,662,554		6,530,148		6,708,359	1.1%
									9,572,148		9,785,976	1.6%
Clear Channel Worldwide Holdings, Inc.	Media	Subordinated Debt(e)(g)	7.63%		3/15/2020		1,857,000		1,798,731		1,870,927	0.3%
ClubCorp Club Operations, Inc.	Consumer Services	Senior Debt(e)	L + 375	1.50%	11/30/2016		135,707		129,525		137,745	0.0%
CNO Financial Group, Inc.	Insurance	Senior Debt(e)(f)(g)	6.38%		10/1/2020		1,092,000		1,130,752		1,135,680	0.2%
Commscope, Inc.	Technology Hardware & Equipment	Subordinated Debt(e)(f)	8.25%		1/15/2019		632,000		665,688		692,040	0.1%
Continental Airlines, Inc.	Transportation	Senior Debt(e)(g)	7.34%		4/19/2014		267,469		269,827		275,493	0.0%
CRC Health Corp.	Health Care Equipment & Services	Senior Debt(e)	L + 450		11/16/2015		1,199,199		1,145,033		1,160,225	0.2%
		Subordinated Debt(e)	10.75%		2/1/2016		1,114,000		1,075,056		1,086,150	0.2%
									2,220,089		2,246,375	0.4%
Cunningham Lindsey U.S., Inc.	Insurance	Senior Debt(e)	L + 375	1.25%	12/10/2019		4,616,499		4,570,570		4,656,894	0.8%
		Senior Debt(e)	L + 800	1.25%	6/10/2020		6,642,736		6,576,851		6,808,804	1.1%
									11,147,421		11,465,698	1.9%
Data Device Corp.	Capital Goods	Senior Debt(e)	L + 600	1.50%	7/11/2018		7,895,679		7,750,227		7,875,940	1.3%
		Senior Debt(i)	L + 1000	1.50%	7/11/2019		8,000,000		7,847,290		7,840,000	1.3%
									15,597,517		15,715,940	2.6%
Datatel, Inc.	Software & Services	Senior Debt(e)	L + 500	1.25%	7/19/2018		393,711		388,439		399,322	0.1%
David's Bridal, Inc.	Retailing	Senior Debt(e)	L + 375	1.25%	10/11/2019		2,196,294		2,174,957		2,204,991	0.4%
DJO Finance, LLC	Health Care Equipment & Services	Senior Debt(e)	L + 500	1.25%	9/15/2017		1,974,614		1,976,879		1,990,243	0.3%
		Senior Debt(e)(f)	8.75%		3/15/2018		8,188,000		8,638,609		8,945,390	1.5%
									10,615,488		10,935,633	1.8%
DuPont Fabros Technology, LP	Real Estate	Subordinated Debt(e)(g)	8.50%		12/15/2017		100,000		105,687		109,250	0.0%

See notes to condensed consolidated financial statements.

16

Corporate Capital Trust, Inc. and Subsidiaries

Condensed Consolidated Schedule of Investments (continued)

As of December 31, 2012

Company (a)	Industry (n)	Investments	Interest Rate	EURIBOR/ LIBOR Floor	Maturity Date	No. Shares/ Principal Amount (b)			Cost (c)		Fair Value	% of Net Assets
E*Trade Financial Corp.	Diversified Financials	Subordinated Debt(e)(g)	6.75%		6/1/2016	$	10,000	$	10,548	$	10,525	0.0%
Easton-Bell Sports, Inc.	Consumer Durables & Apparel	Senior Debt(e)	9.75%		12/1/2016		1,190,000		1,260,844		1,279,369	0.2%
Education Management, LLC	Consumer Services	Senior Debt(e)(g)	L + 700	1.25%	3/30/2018		7,078,341		6,890,723		5,919,263	1.0%
		Subordinated Debt(e)(g)	8.75%		6/1/2014		5,818,000		5,658,279		4,668,945	0.8%
									12,549,002		10,588,208	1.8%
Express, LLC / Express Finance Corp.	Retailing	Subordinated Debt(e)(g)	8.75%		3/1/2018		707,000		764,744		765,328	0.1%
Fage Dairy Industry, SA	Food, Beverage & Tobacco	Subordinated Debt(e)(f)(g)	9.88%		2/1/2020		22,000		22,220		23,375	0.0%
Fidelity National Information Services, Inc.	Software & Services	Subordinated Debt(e)(g)	5.00%		3/15/2022		26,000		27,817		27,885	0.0%
		Subordinated Debt(e)(g)	7.88%		7/15/2020		114,000		122,352		128,963	0.0%
									150,169		156,848	0.0%
Fifth & Pacific Companies, Inc.	Consumer Durables & Apparel	Senior Debt(e)(f)(g)	10.50%		4/15/2019		1,735,000		1,848,140		1,921,512	0.3%
FleetPride Corp.	Capital Goods	Senior Debt(e)	L + 400	1.25%	11/20/2019		587,783		577,559		589,896	0.1%
Freedom Group	Consumer Durables & Apparel	Senior Debt(e)	L + 425	1.25%	4/19/2019		991,786		987,087		969,471	0.2%
		Senior Debt(e)(f)	7.88%		5/1/2020		2,667,000		2,869,583		2,747,010	0.4%
									3,856,670		3,716,481	0.6%
FTI Consulting, Inc.	Diversified Financials	Subordinated Debt(e)(f)(g)	6.00%		11/15/2022		2,869,000		2,869,000		2,983,760	0.5%
GCI, Inc.	Telecommunication Services	Subordinated Debt(e)	8.63%		11/15/2019		8,575,000		9,102,913		9,110,937	1.5%
Genesys Telecommunications Laboratories, Inc.	Software & Services	Common Stocks*(i)					448,908		448,908		453,397	0.1%
		Subordinated Debt(i)(EUR)	12.50%		1/31/2020	€	2,044,000		2,630,959		2,765,429	0.5%
									3,079,867		3,218,826	0.6%
Good Sam Enterprises, LLC	Media	Senior Debt(e)	11.50%		12/1/2016	$	12,224,000		12,629,848		13,079,680	2.1%
Great Lakes Dredge & Dock Corp.	Capital Goods	Subordinated Debt(e)(g)	7.38%		2/1/2019		782,000		802,077		838,695	0.1%
Guitar Center, Inc.	Retailing	Senior Debt(e)	L + 350		4/9/2017		12,249,203		11,485,884		11,848,042	2.0%

See notes to condensed consolidated financial statements.

17

Corporate Capital Trust, Inc. and Subsidiaries

Condensed Consolidated Schedule of Investments (continued)

As of December 31, 2012

Company (a)	Industry (n)	Investments	Interest Rate	EURIBOR/ LIBOR Floor	Maturity Date	No. Shares/ Principal Amount (b)			Cost (c)		Fair Value	% of Net Assets
Hamilton Sundstrand Industrial (LU)(h)	Capital Goods	Senior Debt(e)(j)	L + 375	1.25%	12/13/2019	$	1,708,186	$	1,691,104	$	1,727,403	0.3%
		Subordinated Debt(e)	7.75%		12/15/2020		407,000		407,000		421,245	0.1%
									2,098,104		2,148,648	0.4%
Harbor Freight Tools USA, Inc.	Capital Goods	Senior Debt(e)	L + 425	1.25%	11/14/2017		5,265,512		5,230,767		5,336,596	0.9%
HUB International, Ltd.	Insurance	Senior Debt(e)	L + 450		6/13/2017		5,090,802		5,052,085		5,138,885	0.8%
		Senior Debt(e)	L + 475	2.00%	12/13/2017		329,014		329,014		333,179	0.1%
		Subordinated Debt(e)(f)	8.13%		10/15/2018		16,708,000		16,772,986		17,125,700	2.8%
									22,154,085		22,597,764	3.7%
Hubbard Radio, LLC	Media	Senior Debt	L + 725	1.50%	4/30/2018		14,669,501		14,799,961		14,962,891	2.4%
Hyland Software, Inc.	Software & Services	Senior Debt(e)	L + 425	1.25%	10/25/2019		4,717,850		4,694,621		4,737,760	0.8%
Immucor, Inc.	Health Care Equipment & Services	Senior Debt(e)(j)	L + 450	1.25%	8/19/2018		2,371,805		2,378,649		2,406,351	0.4%
IMS Health, Inc.	Health Care Equipment & Services	Subordinated Debt(e)(f)(g)	6.00%		11/1/2020		1,657,000		1,657,000		1,735,707	0.3%
Ineos US Finance, LLC (UK)(h)	Materials	Senior Debt(e)(f)(g)	9.00%		5/15/2015		70,000		73,053		74,375	0.0%
Infor (US), Inc.	Software & Services	Senior Debt(e)	L + 400	1.25%	4/5/2018		6,309,822		6,351,814		6,379,104	1.0%
		Subordinated Debt(e)(f)	11.50%		7/15/2018		4,549,000		4,968,034		5,322,330	0.9%
									11,319,848		11,701,434	1.9%
Interactive Data Corp.	Diversified Financials	Senior Debt(e)	L + 325	1.25%	2/11/2018		17,629		17,312		17,750	0.0%
iPayment, Inc.	Software & Services	Senior Debt(e)	L + 425	1.50%	5/8/2017		1,910,441		1,891,869		1,905,665	0.3%
		Subordinated Debt(e)	10.25%		5/15/2018		4,100,000		3,871,723		3,290,250	0.5%
									5,763,592		5,195,915	0.8%
IPC Systems, Inc.	Technology Hardware & Equipment	Senior Debt(e)	L + 650	1.25%	7/31/2017		6,307,434		6,185,294		6,178,668	1.0%
J. Crew Group, Inc.	Retailing	Subordinated Debt(e)	8.13%		3/1/2019		1,471,000		1,400,873		1,555,582	0.3%
J. Jill	Retailing	Senior Debt(e)(i)	L + 850	1.50%	4/29/2017		10,265,611		10,265,611		10,265,611	1.7%
Jeld-Wen, Inc.	Capital Goods	Senior Debt(e)(f)	12.25%		10/15/2017		15,171,000		17,515,794		17,522,505	2.9%
Kerling PLC (UK)(h)	Materials	Senior Debt(f)(g)(EUR)	10.63%		2/1/2017	€	5,353,000		6,596,985		6,783,069	1.1%
KeyPoint Government Solutions, Inc.	Capital Goods	Senior Debt(e)(i)	L + 600	1.25%	11/13/2017	$	35,000,000		34,284,382		34,650,000	5.7%

See notes to condensed consolidated financial statements.

18

Corporate Capital Trust, Inc. and Subsidiaries

Condensed Consolidated Schedule of Investments (continued)

As of December 31, 2012

Company (a)	Industry (n)	Investments	Interest Rate	EURIBOR/ LIBOR Floor	Maturity Date	No. Shares/ Principal Amount (b)			Cost (c)		Fair Value	% of Net Assets
Mcjunkin Corp.	Energy	Senior Debt(e)	L + 500	1.25%	10/20/2019	$	6,222,293	$	6,160,357	$	6,160,357	1.0%
MedAssets, Inc.	Health Care Equipment & Services	Subordinated Debt(e)(g)	8.00%		11/15/2018		489,000		490,217		530,565	0.1%
MetroPCS Wireless, Inc.	Telecommunication Services	Subordinated Debt(e)(g)	7.88%		9/1/2018		1,762,000		1,834,495		1,907,365	0.3%
Misys PLC (UK)(h)	Software & Services	Senior Debt(e)(g)	L + 600	1.25%	12/12/2018		1,970,073		1,947,131		1,993,881	0.3%
Mueller Water Products, Inc.	Capital Goods	Subordinated Debt(e)(g)	7.38%		6/1/2017		1,034,000		894,507		1,067,605	0.2%
Nara Cable Funding (IE)(h)	Media	Senior Debt(e)(f)(g)	8.88%		12/1/2018		981,000		831,210		998,168	0.2%
National Vision, Inc.	Retailing	Senior Debt(e)(i)	L + 575	1.25%	8/2/2018		3,038,620		2,995,492		3,084,199	0.5%
NBTY, Inc.	Household & Personal Products	Senior Debt(e)	L + 325	1.00%	10/1/2017		26,355		26,081		26,659	0.0%
New Enterprise Stone & Lime Co., Inc.	Capital Goods	Senior Debt(e)(f)	4.00% CASH, 9.00% PIK		3/15/2018		9,267,090		9,366,315		9,660,941	1.6%
Nexstar Broadcasting, Inc.	Media	Senior Debt(e)(g)	L + 350	1.00%	12/3/2019		953,393		948,656		962,927	0.2%
		Senior Debt(e)(g)(j)	L + 350	1.00%	12/3/2019		170,525		169,678		172,870	0.0%
		Senior Debt(e)(g)	8.88%		4/15/2017		170,000		176,601		186,575	0.0%
									1,294,935		1,322,372	0.2%
North American Breweries, Inc.	Food, Beverage & Tobacco	Senior Debt(e)(j)	L + 625	1.25%	12/28/2018		4,969,209		4,869,824		4,994,055	0.8%
Nuveen Investments, Inc.	Diversified Financials	Senior Debt(e)(g)	L + 700	1.25%	2/28/2019		6,967,420		7,072,254		7,119,867	1.2%
Ocwen Financial Corp.	Banks	Senior Debt(e)(g)(j)	L + 550	1.50%	9/1/2016		14,118,598		13,976,986		14,224,488	2.3%
Office Depot, Inc.	Retailing	Senior Debt(e)(f)(g)	9.75%		3/15/2019		5,743,000		5,649,001		6,030,150	1.0%
Petco Animal Supplies, Inc.	Retailing	Senior Debt(e)	L + 325	1.25%	11/24/2017		118,888		113,832		119,971	0.0%
Pharmaceutical Product Development, Inc.	Pharmaceuticals, Biotechnology & Life Sciences	Senior Debt(e)	L + 500	1.25%	12/5/2018		800,576		791,408		814,730	0.1%
Prestige Brands, Inc.	Pharmaceuticals, Biotechnology & Life Sciences	Subordinated Debt(e)(g)	8.13%		2/1/2020		602,000		641,657		669,725	0.1%
Realogy Corp.	Real Estate	Senior Debt(e)(g)	L + 425		10/10/2016		4,126,264		3,915,765		4,145,163	0.6%

See notes to condensed consolidated financial statements.

19

Corporate Capital Trust, Inc. and Subsidiaries

Condensed Consolidated Schedule of Investments (continued)

As of December 31, 2012

Company (a)	Industry (n)	Investments	Interest Rate	EURIBOR/ LIBOR Floor	Maturity Date	No. Shares/ Principal Amount (b)			Cost (c)			Fair Value	% of Net Assets
RedPrairie Corp.	Software & Services	Senior Debt(e)(j)	L + 550	1.25%	12/15/2018	$	13,765,573	$	13,490,261		$	13,784,500	2.3%
		Senior Debt(e)(j)	L + 1000	1.25%	12/15/2019		10,729,285		10,514,699			10,854,442	1.8%
									24,004,960			24,638,942	4.1%
Reynolds Group Holdings, Inc.	Capital Goods	Senior Debt(e)(f)	5.75%		10/15/2020		533,000		533,000			550,323	0.1%
Rocket Software, Inc.	Software & Services	Senior Debt(e)(j)	L + 450	1.25%	2/8/2018		4,176,561		4,165,748			4,203,708	0.7%
Roundy's Supermarkets, Inc.	Food & Staples Retailing	Senior Debt(e)(g)	L + 450	1.25%	2/13/2019		4,465,368		4,439,740			4,212,115	0.7%
Ryerson, Inc.	Materials	Senior Debt(e)(f)	9.00%		10/15/2017		6,755,000		6,755,641			6,873,212	1.1%
Sabre, Inc.	Transportation	Senior Debt(e)(j)	L + 600	1.25%	12/29/2017		29		(539	)		29	0.0%
		Senior Debt(e)(f)	8.50%		5/15/2019		8,879,000		9,106,811			9,456,135	1.5%
									9,106,272			9,456,164	1.5%
Sanmina Corp.	Technology Hardware & Equipment	Subordinated Debt(e)(f)(g)	7.00%		5/15/2019		7,879,000		7,867,583			8,036,580	1.3%
Schaeffler AG (DE)(h)	Automobiles & Components	Senior Debt(e)(g)(j)	L + 475	1.25%	1/27/2017		3,086,176		3,094,939			3,120,679	0.5%
		Senior Debt(e)(f)(g)	8.50%		2/15/2019		5,000		5,376			5,650	0.0%
									3,100,315			3,126,329	0.5%
Sedgwick Claims Management Services Holdings, Inc.	Insurance	Senior Debt(e)(i)	L + 350	1.50%	12/31/2016		112,518		107,817			112,799	0.0%
		Senior Debt(e)(i)	L + 750	1.50%	5/30/2017		1,338,888		1,318,149			1,358,971	0.3%
									1,425,966			1,471,770	0.3%
Sidera Networks, Inc.	Media	Senior Debt(e)	L + 450	1.50%	8/26/2016		2,631,540		2,493,867			2,634,593	0.4%
Sinclair Television Group, Inc.	Media	Subordinated Debt(e)	8.38%		10/15/2018		27,000		28,202			30,173	0.0%
Sirius XM Radio, Inc.	Media	Subordinated Debt(e)(f)(g)	5.25%		8/15/2022		9,000		9,090			9,090	0.0%
SkillSoft Corp.	Software & Services	Subordinated Debt(e)	11.13%		6/1/2018		1,369,000		1,444,147			1,514,456	0.2%
Smile Brands Group, Inc.	Health Care Equipment & Services	Senior Debt(e)	L + 525	1.75%	12/21/2017		3,793,377		3,807,218			3,565,774	0.6%
SNL Financial, LLC	Commercial & Professional Services	Senior Debt(e)	L + 425	1.25%	10/23/2018		5,667,077		5,649,799			5,671,809	0.9%
Springleaf Financial Funding Co.	Diversified Financials	Senior Debt(e)(g)	L + 425	1.25%	5/10/2017		2,551,580		2,315,867			2,542,012	0.4%
Standard Chartered Bank (SG)(h)	Banks	Subordinated Debt(f)(g)(i)(k)	L + 1600		4/1/2014		3,310,000		3,334,829			3,443,062	0.6%

See notes to condensed consolidated financial statements.

20

Corporate Capital Trust, Inc. and Subsidiaries

Condensed Consolidated Schedule of Investments (continued)

As of December 31, 2012

Company (a)	Industry (n)	Investments	Interest Rate	EURIBOR/ LIBOR Floor	Maturity Date	No. Shares/ Principal Amount (b)			Cost (c)		Fair Value	% of Net Assets
Supervalu, Inc.	Food & Staples Retailing	Subordinated Debt(e)(g)	7.25%		5/1/2013	$	3,503,000	$	3,485,074	$	3,533,651	0.6%
		Subordinated Debt(e)(g)	7.50%		11/15/2014		5,397,000		5,234,840		5,235,090	0.9%
									8,719,914		8,768,741	1.5%
The Gymboree Corp.	Retailing	Senior Debt(e)	L + 350	1.50%	2/23/2018		17,904,121		17,246,576		16,538,932	2.7%
		Subordinated Debt(e)	9.13%		12/1/2018		12,818,000		12,135,027		11,408,020	1.9%
									29,381,603		27,946,952	4.6%
The Manitowoc Co., Inc.	Capital Goods	Subordinated Debt(e)(g)	5.88%		10/15/2022		183,000		184,113		183,000	0.0%
The Neiman Marcus Group, Inc.	Retailing	Senior Debt(e)	L + 350	1.25%	5/16/2018		188,713		182,590		189,272	0.0%
The SI Organization, Inc.	Capital Goods	Senior Debt(e)	L + 325	1.25%	11/22/2016		186,009		176,191		185,699	0.0%
The TelX Group, Inc.	Telecommunication Services	Senior Debt(e)	L + 500	1.25%	9/23/2017		9,549,578		9,606,080		9,657,059	1.6%
Tomkins Air Distribution	Capital Goods	Senior Debt(e)	L + 800	1.25%	5/11/2020		3,454,401		3,403,012		3,540,761	0.6%
Towergate Finance PLC (UK)(h)	Insurance	Subordinated Debt(f)(g)(GBP)	10.50%		2/15/2019	£	4,125,000		6,280,442		6,834,873	1.1%
TransUnion, LLC	Diversified Financials	Subordinated Debt(e)	11.38%		6/15/2018	$	1,403,000		1,541,024		1,634,495	0.3%
Univar, Inc.	Materials	Senior Debt(e)	L + 350	1.50%	6/30/2017		953,180		928,828		951,826	0.2%
Verisure Holding AB (SE)(h)	Commercial & Professional Services	Senior Debt(f)(g)(EUR)	8.75%		9/1/2018	€	397,000		484,437		571,182	0.1%
Vision Solutions, Inc.	Commercial & Professional Services	Senior Debt(e)(i)	L + 450	1.50%	7/23/2016	$	1,275,000		1,263,440		1,271,813	0.2%
VWR Funding, Inc.	Pharmaceuticals, Biotechnology & Life Sciences	Senior Debt(e)	L + 425		4/3/2017		146,077		139,766		146,853	0.0%
		Subordinated Debt(e)(f)	7.25%		9/15/2017		5,349,000		5,349,000		5,616,450	0.9%
									5,488,766		5,763,303	0.9%
Warner Chilcott Co., LLC (IE)	Pharmaceuticals, Biotechnology & Life Sciences	Subordinated Debt(e)(g)(h)	7.75%		9/15/2018		1,225,000		1,219,535		1,304,625	0.2%
Wastequip, LLC	Materials	Senior Debt(e)(i)	L + 675	1.50%	6/15/2018		11,227,991		10,969,880		11,452,550	1.9%
West Corp.	Software & Services	Subordinated Debt(e)	7.88%		1/15/2019		1,575,000		1,560,147		1,630,125	0.3%
Wilton Brands, LLC	Materials	Senior Debt(e)	L + 625	1.25%	8/30/2018		12,823,623		12,581,156		12,983,918	2.1%
Zayo Group, LLC	Telecommunication Services	Senior Debt(e)	8.13%		1/1/2020	$	2,260,000	$	2,400,874	$	2,514,250	0.4%
		Subordinated Debt(e)	10.13%		7/1/2020		5,000,000		5,324,088		5,687,500	0.9%
									7,724,962		8,201,750	1.3%

See notes to condensed consolidated financial statements.

21

Corporate Capital Trust, Inc. and Subsidiaries

Condensed Consolidated Schedule of Investments (continued)

As of December 31, 2012

Company (a)	Industry (n)	Investments	Interest Rate	EURIBOR/ LIBOR Floor	Maturity Date	No. Shares/ Principal Amount (b)			Cost (c)		Fair Value		% of Net Assets
Total Non-Control/Non-Affiliate Investments									691,427,399		697,668,431		114.1%
Short Term Investments—2.2%
Goldman Sachs Financial Square Funds - Prime Obligations Fund		Short Term Investments(e)	0.08%(l)				2,049,281		2,049,281		2,049,281		0.4%
State Street Institutional Liquid Reserves Fund		Short Term Investments	0.16%(l)		12/31/2099		11,152,887		11,152,887		11,152,887		1.8%
Total Short Term Investments									13,202,168		13,202,168		2.2%
TOTAL INVESTMENTS —116.3%(m)								$	704,629,567		710,870,599		116.3%
LIABILITIES IN EXCESS OF OTHER ASSETS—(16.3%)											(99,386,785	)	(16.3)%
NET ASSETS—100.0%										$	611,483,814		100.0%
Derivative Instruments—0.20% (Note 4)
Total return swaps		Total return swaps (g)	N/A		1/15/2016		N/A	$	—	$	1,349,246		0.2%
Foreign currency forward contracts		Foreign currency forward contracts (g)	N/A		1/2013		N/A		—		(146,928	)	(0.0)%
Total Derivative Instruments									—	$	1,202,318		0.2%

*	Non-income producing security.
(a)	Security may be an obligation of one or more entities affiliated with the named company.
(b)	Denominated in U.S. Dollars unless otherwise noted.
(c)	Represents amortized cost for debt securities and cost for common stock.
(d)	Non-Control/Non-Affiliate investments are defined by the Investment Company Act of 1940, as amended (“1940 Act”) as investments that are neither Control Investments nor Affiliate Investments. Controlled investments are defined by the 1940 Act as investments in which more than 25% of the voting securities are owned or where the ability to nominate greater than 50% of the board representation is maintained. Affiliate investments are defined by the 1940 Act as investments in which between 5% and 25% of the voting securities are owned and the investments are not classified as Controlled investments.
(e)	Security or portion thereof is held within CCT Funding, LLC and is pledged as collateral supporting the amounts outstanding under the revolving credit facility with Deutsche Bank.
(f)	This security was acquired in a transaction that was exempt from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act"), pursuant to Rule 144A thereunder. This security may be resold only in transactions that are exempt from the registration requirements of the Securities Act, normally to qualified institutional buyers.
(g)	The investment is not a qualifying asset as defined in Section 55(a) under the Investment Company Act of 1940, as amended, or the 1940 Act. A business development company may not acquire any asset other than qualifying assets, unless, at the time the acquisition is made, qualifying assets represent at least 70% of the company's total assets. The Company calculates its compliance with the qualifying assets test on a "look through" basis by disregarding the value of the Company's total return swaps and treating each reference asset underlying the total return swaps as either a qualifying assets or non-qualifying asset based on whether the obligor is an eligible portfolio company. On this basis, 79.3% of the Company's total assets represented qualifying assets as of December 31, 2012.
(h)	A portfolio company domiciled in a foreign country.
(i)	Investments classified as Level 3 whereby fair value was determined by the Company's Board of Directors (see Note 2).
(j)	Position or portion thereof unsettled as of December 31, 2012.
(k)	A portfolio company investment structured as a credit-linked floating rate note.
(l)	7-day effective yield as of December 31, 2012.
(m)	As of December 31, 2012, the aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost was $14,999,786; the aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value was $8,758,754; the net unrealized appreciation was $6,241,032; the aggregate cost of securities for Federal income tax purposes was $704,629,567.
(n)	Unaudited.

Abbreviations:

DE - Germany

ES - Spain

EUR - Euro; principal amount is denominated in Euros currency. €1 / US $1.320 as of December 31, 2012.

GBP - British Pound Sterling; principal amount is denominated in Pound Sterling. £1 / US $1.624 as of December 31, 2012.

IE - Ireland

L = LIBOR - London Interbank Offered Rate, typically three-month LIBOR

LU - Luxembourg

MX - Mexico

PIK - Payment-in-kind

SE - Sweden

SG - Singapore

UK - United Kingdom

See notes to condensed consolidated financial statements.

22

CORPORATE CAPITAL TRUST, INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

1. Principal Business and Organization

Corporate Capital Trust, Inc. (the “Company”) was incorporated under the general corporation laws of the State of Maryland on June 9, 2010. The Company is a non-diversified closed-end management investment company and it is regulated as a business development company (“BDC”) under the Investment Company Act of 1940 (the “40 Act”). The Company’s investment objective is to provide its shareholders with current income and, to a lesser extent, long-term capital appreciation, by investing primarily in the debt of privately owned U.S. companies with a focus on originated transactions sourced through the networks of its advisors.

The Company is externally managed by CNL Fund Advisors Company (“CNL”) and KKR Asset Management LLC (“KKR”) (collectively the “Advisors”), which are responsible for sourcing potential investments, analyzing and conducting due diligence on prospective investment opportunities, structuring investments and monitoring the Company’s investment portfolio on an ongoing basis. Both Advisors are registered as investment advisers with the Securities and Exchange Commission (“SEC”). CNL also provides the administrative services necessary for the Company to operate.

The Company is currently selling shares of its common stock pursuant to a registration statement on Form N-2 (as amended and supplemented, the “Registration Statement”) and it is offering to sell, on a continuous basis, 150 million shares of common stock for approximately $1.7 billion (the “Offering”). The Registration Statement was declared effective by the SEC on April 4, 2011 and the Company commenced its Offering. The Company commenced business operations on June 17, 2011 and it commenced investment operations on July 1, 2011.

As of June 30, 2013, the Company had two wholly owned financing subsidiaries; CCT Funding LLC (“CCT Funding”), which was established on July 15, 2011 for the purpose of arranging a secured, revolving credit facility with a bank and to borrow money to invest in portfolio companies, and Halifax Funding LLC (“Halifax Funding”), which was established on October 11, 2012 for the purpose of entering into total return swaps (“TRS”).

2. Significant Accounting Policies

Basis of Presentation and Principles of Consolidation - The accompanying financial statements of the Company are prepared in accordance with the instructions to Form 10-Q and accounting principles generally accepted in the United States of America (“GAAP”). In the opinion of management, all adjustments, consisting solely of normal recurring accruals, considered necessary for the fair presentation of financial statements for the interim periods, have been included. The results of operations for interim periods are not indicative of results to be expected for the full year.

Certain financial information that is normally included in annual financial statements, including certain financial statement footnotes, prepared in accordance with GAAP, is not required for interim reporting purposes and has been condensed or omitted herein. These financial statements should be read in conjunction with the Company’s financial statements and notes related thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2012, which was filed with the SEC on March 18, 2013. The condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries.

Use of Estimates - The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect (i) the reported amounts of assets and liabilities at the date of the condensed consolidated financial statements, (ii) the reported amounts of income and expenses during the reported period and (iii) disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements. Actual results could differ from those estimates.

Cash and Cash Equivalents - Cash and cash equivalents consist of demand deposits, foreign currency, and highly liquid investments with original maturities of three months or less.

Valuation of Investments - The Company measures the value of its investments in accordance with Accounting Standards Codification Topic 820, Fair Value Measurements and Disclosure (“ASC Topic 820”), issued by the Financial Accounting Standards Board (“FASB”). Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

Investments for which market quotations are readily available are valued using market quotations, which are generally obtained from independent pricing services, broker-dealers or market makers. With respect to the Company’s portfolio investments for which market quotations are not readily available, the Company’s board of directors is responsible for determining in good faith the fair value in accordance with the valuation policy approved by the board of directors. The board of directors will make this fair value determination on a quarterly basis and any other time when a decision regarding the fair value of the portfolio investments is required. A determination of fair value involves subjective judgments and estimates. Due to the inherent uncertainty of determining the fair value of portfolio investments that do not have a readily available market value, the fair value of the investments may differ significantly from the values that would have been used had a readily available market value existed for such investments, and the differences could be material.

23

ASC Topic 820 also defines hierarchical levels directly related to the amount of subjectivity associated with the inputs to fair valuations of these assets and liabilities, and the hierarchical levels are described as follows:

Level 1 – Quoted prices are available in active markets for identical investments as of the reporting date. Publicly listed equities and debt securities, publicly listed derivatives, money market fund/ short term investment funds and foreign currency are generally included in Level 1. The Company does not adjust the quoted price for these investments.

Level 2 – Pricing inputs are other than quoted prices in active markets, which are either directly or indirectly observable as of the reporting date, and fair value is determined through the use of models or other valuation methodologies. In certain cases, debt and equity securities are valued on the basis of prices from orderly transactions for similar investments in active markets between market participants and provided by reputable dealers or independent pricing services. In determining the value of a particular investment, pricing services may use certain information with respect to transactions in such investments, quotations from dealers, pricing matrices, market transactions in comparable investments, and various relationships between investments. Investments generally included in this category are corporate bonds and loans, convertible debt indexed to publicly listed securities, foreign currency forward contracts and certain over-the-counter derivatives.

Level 3 – Pricing inputs are unobservable for the investment and include situations where there is little, if any, market activity for the investment. The inputs into the determination of fair value require significant judgment or estimation. Investments generally included in this category are total return swap agreements, corporate bonds/loans and common stock investments that lack observable market pricing.

In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and it considers factors specific to the investment.

Security Transactions, Realized/Unrealized Gains or Losses, and Income Recognition - Security transactions are recorded on a trade-date basis. The Company measures realized gains or losses from the repayment or sale of investments using the specific identification method. The amortized cost basis of investments includes (i) the original cost and (ii) adjustments for the accretion/amortization of market discounts and premiums, original issue discount and loan origination fees. The Company reports changes in fair value of investments that are measured at fair value as a component of net change in unrealized appreciation (depreciation) on investments in the condensed consolidated statements of operations.

Interest income is recorded on an accrual basis and includes amortization of premiums to par value and accretion of discounts to par value. Discounts and premiums to par value on securities purchased are accreted/amortized into interest income over the life of the respective security using the effective interest method. Premiums and discounts are determined based on the cash flows expected to be collected for a particular investment. Structuring service fees, origination, closing, commitment, and other upfront fees are generally non-recurring and recognized as revenue when earned. Loan origination fees received from corporate borrowers in connection with the closing of investments are accreted over the contractual life of the loan based on the effective interest method as interest income. Upon prepayment of a loan or debt security, any prepayment penalties, unamortized loan origination fees, unamortized original issue discount, and unamortized market discounts are recorded as interest income.

The Company has investments in debt securities which contain a contractual payment-in-kind, or PIK, interest provision. If the borrower elects to pay, or is obligated to pay, PIK interest, and if deemed collectible in management’s judgment, then the PIK interest is computed at the contractual rate specified in the investment’s credit agreement, the computed PIK interest is added to the investment’s principal balance, and the computed PIK interest is recorded as interest income.

Dividend income on preferred equity securities is recorded as dividend income on an accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected. Dividend income on common equity securities is recorded on the record date for private portfolio companies or on the ex-dividend date for publicly traded portfolio companies.

Loans or debt securities are placed on non-accrual status when principal or interest payments are at least 90 days past due or when there is reasonable doubt that principal or interest will be collected. Generally, accrued interest is reversed when a loan or a debt security is placed on non-accrual status. Interest payments received on non-accrual loans or debt securities may be recognized as income or applied to principal depending upon management’s judgment. Non-accrual loans and debt securities are restored to accrual status when past due principal and interest is paid and, in management’s judgment, are likely to remain current. The Company may make exceptions to this treatment if the loan has sufficient collateral value and is in the process of collection.

Derivative Instruments - The Company’s derivative instruments include foreign currency forward contracts and total return swaps.  The Company marks the value of its derivative instruments to market value through net change in unrealized appreciation (depreciation) on derivative instruments in the condensed consolidated statements of operations. Unrealized appreciation (depreciation) on the TRS is composed of the net accrued interest income and accrued interest expense owed and the overall change in fair value of the TRS reference assets. Realized gains and losses that occur upon the cash settlement of the derivative instruments are included in net realized gain (loss) on derivative instruments in the condensed consolidated statements of operations. Realized gains and losses on the TRS are composed of any realized gains or losses on the TRS reference assets and the net interest received or paid on the quarterly TRS settlement date.

24

Deferred Financing Costs - Deferred financing costs represent fees and other direct costs incurred in connection with arranging the Company’s borrowings and total return swaps. These amounts are initially recorded as prepaid and deferred expenses on the condensed consolidated statements of assets and liabilities and then subsequently amortized over the contractual term of the credit facilities and total return swap agreements as interest expense.

Paid In Capital - The Company records the proceeds from the sale of its common stock on a net basis to (i) capital stock and (ii) paid in capital in excess of par value, excluding all commissions and marketing support fees.

Foreign Currency Translation, Transactions and Gains/Losses - Foreign currency amounts are translated into U.S. dollars on the following basis: (i) at the exchange rate on the last business day of the reporting period for the fair value of investment securities, other assets and liabilities; and (ii) at the rates of exchange prevailing on the respective recording dates for the purchase and sale of investment securities, income, expenses, gains and losses.

Net assets and fair values are presented based on the applicable foreign exchange rates described above and the Company does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in fair values of investments held; therefore the fluctuations related to foreign exchange rate conversion are included with the net realized gain (loss) and unrealized appreciation (depreciation) on investments.

Net realized foreign exchange gains or losses arise from activity in foreign currency forward contracts, sales of foreign currency, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded by the Company and the U.S. dollar equivalent of the amounts actually received or paid by the Company. Unrealized appreciation (depreciation) from currency translation for foreign currency forward contracts is included in net change in unrealized appreciation (depreciation) on derivative instruments on the condensed consolidated statements of operations. Unrealized appreciation (depreciation) from foreign currency translation for other receivables or payables is presented as net change in unrealized appreciation (depreciation) on foreign currency translation in the condensed consolidated statements of operations. Unrealized appreciation (depreciation) on foreign currency forward contracts is included with unrealized appreciation (depreciation) on derivative instruments on the condensed consolidated statements of assets and liabilities.

Management Fees - The Company accrues for the base management fee (recorded as investment advisory fees) and performance-based incentive fees, including (i) a subordinated incentive fee on income and (ii) an incentive fee on capital gains. The Company records the liability for the incentive fee on capital gains based on a hypothetical liquidation of its investment portfolio at the end of each reporting period. Therefore the accrual for incentive fee on capital gains includes the recognition of incentive fee on both net realized gains and net unrealized appreciation, if any, although any such incentive fee associated with net unrealized appreciation is neither earned nor payable to the Advisors until net unrealized appreciation is realized as net realized gains. Additionally the determination of whether the accrued incentive fee associated with net realized gains is earned and payable to the Advisors can only be made at the end of the calendar year. The two components of performance-based incentive fees are combined and expensed on the condensed consolidated statements of operations and accrued on the condensed consolidated statements of assets and liabilities as accrued performance-based incentive fees.

Organization and Offering Expenses - Organization expenses, including reimbursement payments to Advisors, are expensed on the Company’s condensed consolidated statements of operations. Continuous offering expenses, including reimbursement payments to Advisors, but excluding commission and marketing support fees, are accumulated monthly and capitalized on the condensed consolidated statements of assets and liabilities as deferred offering expenses and then subsequently expensed over a 12-month period.

Earnings per Share - Earnings per share is calculated based upon the weighted average number of shares of common stock outstanding during the reporting period.

Distributions - Distributions are generally declared by the Company’s board of directors each calendar quarter and recognized as distribution liabilities on the record date.

The Company has adopted a distribution reinvestment plan that provides for reinvestment of distributions on behalf of shareholders. Shareholders who have elected to participate in the distribution reinvestment plan will have their cash distribution automatically reinvested in additional shares of common stock at a price per share equivalent to the public offering price on the distribution payment date, net of commissions and marketing support fees.

Federal Income Taxes - The Company has elected to be treated for federal income tax purposes, and intends to maintain its qualification as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code (the “Code”). Generally, a RIC is not subject to federal income taxes on distributed income and gains if it distributes at least 90% of “Investment Company Taxable Income,” as defined in the Code. The Company intends to distribute sufficient dividends to maintain its RIC status each year and it does not anticipate paying a material level of federal income taxes in the future. Prior to the Company’s election for tax treatment as a RIC, it was subject to corporate federal and state income taxes on its taxable income. The Company did not have taxable income prior to the RIC election in 2011.

The Company is also generally subject to nondeductible federal excise taxes if it does not distribute an amount at least equal to the sum (i) 98% of net ordinary income, (ii) 98.2% of the Company’s capital gains in excess of capital losses for the one-year period generally ending on October 31 of the calendar year and (iii) any ordinary income and net capital gains for preceding years that were not distributed during such years and on which the Company paid no federal income tax. The Company, at its discretion, may carry forward taxable income in excess of calendar year distributions and pay a 4% excise tax on this excess taxable income.

25

The Company recognizes in its condensed consolidated financial statements the effect of a tax position when it is more likely than not, based on the technical merits, that the position will be sustained upon examination. Tax benefits of positions not deemed to meet the more-likely-than-not threshold would be recorded as a tax expense in the current year. The Company did not have any uncertain tax positions that met the recognition or measurement criteria of ASC 740-10-25, Income Taxes – Overall –Recognition, nor did it have any unrecognized tax benefits as of the periods presented herein. Although the Company files federal and state tax returns, its major tax jurisdiction is federal.

Book and tax basis differences relating to permanent book and tax differences are reclassified among the Company's capital accounts, as appropriate at year-end. Additionally, the tax character of distributions is determined in accordance with the Code which differs from GAAP.

Recent Accounting Pronouncements - In January 2013, the FASB clarified the scope of offsetting disclosure requirements which require an entity to disclose information about offsetting and related arrangements to enable users of its financial statements to evaluate the effect or potential effect of netting arrangements on an entity’s financial position, including the effect or potential effect of rights of setoff associated with certain financial instruments and derivative instruments. The guidance is effective for fiscal years beginning on or after January 1, 2013, and interim periods within those annual periods, with retrospective disclosures required for all comparative periods presented. The guidance did not have a material impact on the condensed consolidated financial statements.

3. Investments

The Company is engaged in a strategy to invest primarily in the debt of privately owned U.S. companies. The primary investment concentrations include (i) senior debt securities and (ii) subordinated debt securities. The fair value of senior and subordinated debt investments will generally fluctuate with, among other things, changes in prevailing interest rates, the general supply of, and demand for, debt capital among private and public companies, general domestic and global economic conditions, the condition of certain financial markets, developments or trends in any particular industry and changes in the financial condition and credit quality of each security’s issuer.

Investment purchases, sales and principal payments/paydowns are summarized below for the three and six months ended June 30, 2013 and 2012, respectively. These purchase and sale amounts exclude short-term investments (i.e. money market fund investments) and derivative instruments.

	Three Months Ended				Six Months Ended
	June 30, 2013		June 30, 2012		June 30, 2013		June 30, 2012
Investment purchases, at cost	$	549,049,217	$	208,485,240	$	785,208,326	$	344,500,850
Investment sales, proceeds		238,982,729		17,265,916		288,501,782		38,811,976
Principal payments/paydown proceeds		17,678,225		7,028,546		59,695,638		9,401,188

The Company’s investment portfolio may contain debt investments that are in the form of lines of credit, unfunded delayed draw loan commitments, or revolving credit facilities which require the Company to provide funding when requested by portfolio companies in accordance with the terms of the underlying loan agreements. As of June 30, 2013, the Company had one such unfunded loan commitment that amounted to $20,150,000.  The Company maintains sufficient liquidity in the form of cash, short term investments or borrowing capacity under its credit facilities to fund such unfunded loan commitments should the need arise.

As of June 30, 2013, debt instruments on non-accrual status represented 1.2% and 0.9% of total investments on a cost and fair value basis, respectively.

As of June 30, 2013, the Company’s investment portfolio consisted of the following:

Asset Category	Cost		Fair Value		Percentage of Portfolio			Percentage of Net Assets
Senior debt securities	$	806,929,296	$	812,544,936		71.3	%		80.3	%
Subordinated debt securities		326,475,384		325,955,313		28.6			32.2
Total debt securities		1,133,404,680		1,138,500,249		99.9			112.5
Common stock		448,908		623,982		0.1			0.1
Subtotal		1,133,853,588		1,139,124,231		100.0	%		112.6
Short term investments		43,894,032		43,894,032					4.3
Total investments	$	1,177,747,620	$	1,183,018,263					116.9	%

26

As of December 31, 2012, the Company’s investment portfolio consisted of the following:

Asset Category	Cost		Fair Value		Percentage of Portfolio			Percentage of Net Assets
Senior debt securities	$	519,196,084	$	522,442,812		74.9	%		85.4	%
Subordinated debt securities		166,981,595		169,788,339		24.3			27.8
Total debt securities		686,177,679		692,231,151		99.2			113.2
Common stock		448,908		453,397		0.1			0.1
Preferred Stock		4,800,812		4,983,883		0.7			0.8
Total equity securities		5,249,720		5,437,280		0.8			0.9
Subtotal		691,427,399		697,668,431		100.0	%		114.1
Short term investments		13,202,168		13,202,168					2.2
Total investments	$	704,629,567	$	710,870,599					116.3	%

The industry composition, geographic dispersion, and local currencies of the Company's investment portfolio at fair value, excluding short-term investments and derivative instruments, as of June 30, 2013 and December 31, 2012 was as follows:

Industry Composition	June 30, 2013			December 31, 2012
Software & Services		12.4	%		9.1	%
Media		10.6			11.0
Technology Hardware & Equipment		10.5			7.8
Insurance		9.8			6.2
Materials		9.4			9.9
Consumer Durables & Apparel		8.1			1.0
Capital Goods		7.8			13.7
Retailing		5.1			9.2
Food, Beverage & Tobacco		5.0			1.3
Health Care Equipment & Services		3.7			6.2
Telecommunication Services		3.6			4.1
Consumer Services		2.6			3.7
Remaining Industries		11.4			16.8
Total		100.0	%		100.0	%
Geographic Dispersion (1)
United States		86.8	%		94.4	%
Luxembourg		4.5			1.3
Netherlands		4.1			—
United Kingdom		3.8			2.2
Remaining Countries		0.8			2.1
Total		100.0	%		100.0	%
Local Currency
U.S. Dollar		96.0	%		97.3	%
British Pound Sterling		3.0			1.0
Euro		1.0			1.7
Total		100.0	%		100.0	%

(1)   The geographic dispersion is determined by the portfolio company’s country of domicile.

During the six months ended June 30, 2013, the Company did not hold any non-controlled investments where it owned 5% or more of a portfolio company’s outstanding voting securities as investments in “affiliated” companies. In addition, the Company did not hold any investments in “controlled” companies where it owned more than 25% of a portfolio company’s outstanding voting securities.

4. Derivative Instruments

The following is a summary of the fair value and location of the Company’s derivative instruments on the condensed consolidated statements of assets and liabilities:

		Fair Value
Derivative Instrument	Statement Location	June 30, 2013		December 31, 2012
Foreign currency forward contracts	Unrealized appreciation (depreciation) on derivative instruments	$	1,250,293	$	(146,928	)
TRS	Unrealized appreciation on derivative instruments		5,957,578		1,349,246
Total		$	7,207,871	$	1,202,318

27

Realized and unrealized gains and losses on derivative instruments recorded by the Company for the three and six months ended June 30, 2013 are in the following location on the condensed consolidated statements of operations:

		Three Months Ended June 30, 2013			Six Months Ended June 30, 2013
Derivative Instrument	Statement Location	Realized Gain (Loss)
Foreign currency forward contracts	Net realized gain (loss) on derivative instruments	$	(514,749	)	$	124,569
TRS	Net realized gain on derivative instruments		2,296,714			2,525,362
Total		$	1,781,965		$	2,649,931

		Three Months Ended June 30, 2013			Six Months Ended June 30, 2013
Derivative Instrument	Statement Location	Unrealized Gain (Loss)
Foreign currency forward contracts	Net change in unrealized appreciation (depreciation) on derivative instruments	$	1,237,957		$	1,397,221
TRS	Net change in unrealized appreciation (depreciation) on derivative instruments		(1,873,584	)		4,608,332
Total		$	(635,627	)	$	6,005,553

The Company did not have any derivative instruments during the three and six months ended June 30, 2012.

Foreign Currency Forward Contracts:

The Company may enter into foreign currency forward contracts from time to time to facilitate settlement of purchases and sales of investments denominated in foreign currencies and to economically hedge the impact that an adverse change in foreign exchange rates would have on the value of the Company’s investments denominated in foreign currencies. A foreign currency forward contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated forward rate. These contracts are marked-to-market by recognizing the difference between the contract exchange rate and the current market exchange rate as unrealized appreciation or depreciation. Realized gains or losses are recognized when forward contracts are settled. Risks may arise as a result of the potential inability of the counterparties to meet the terms of their contracts; the Company attempts to limit counterparty risk by only dealing with creditworthy counterparties.

At June 30, 2013, the details of the Company's open foreign currency forward contracts were as follows:

Foreign Currency	Settlement Date	Amount and Transaction		US$ Value at Settlement Date		US$ Value at June 30, 2013		Unrealized Appreciation
EUR	July 3, 2013	€	2,000,000 Sold	$	2,640,300	$	2,603,309	$	36,991
EUR	Sep. 10, 2013	€	8,100,000 Sold		10,740,276		10,546,547		193,729
GBP	Sep. 10, 2013	₤	15,100,000 Sold		23,571,930		22,955,805		616,125
GBP	Sep. 17, 2013	₤	8,498,000 Sold		13,321,975		12,918,527		403,448
Total				$	50,274,481	$	49,024,188	$	1,250,293

At December 31, 2012, the details of the Company's open foreign currency forward contracts were as follows:

Foreign Currency	Settlement Date	Amount and Transaction		US$ Value at Settlement Date		US$ Value at December 31, 2012		Unrealized Appreciation/   (Depreciation)
EUR	Jan. 3, 2013	€	2,300,000 Sold	$	2,917,964	$	3,035,887	$	(117,923)
EUR	Jan. 31, 2013	€	6,241,682 Sold		8,249,319		8,240,679		8,640
GBP	Jan. 18, 2013	₤	4,255,000 Sold		6,874,110		6,911,755		(37,645)
Total				$	18,041,393	$	18,188,321	$	(146,928)

Total Return Swaps:

On November 15, 2012, Halifax Funding entered into the TRS with the Bank of Nova Scotia (“BNS” or “counterparty”).

The TRS arrangement with BNS consists of a set of TRS agreements. Pursuant to the terms of the TRS, Halifax Funding may select a portfolio of single-name corporate loans and/or bonds (each a “TRS reference asset” and together the “TRS reference assets”) with a maximum aggregate notional amount of $500,000,000. Under the terms of the TRS agreements, each TRS reference asset included in the TRS portfolio constitutes a separate total return swap transaction, although all calculations, payments and transfers required to be made under the TRS agreements are calculated and treated on an aggregate basis, based upon all such transactions.

28

Halifax Funding receives quarterly from BNS (i) all collected interest and fees generated by TRS reference assets and (ii) realized gains from the sale or repayment of TRS reference assets, if any. Halifax Funding pays to BNS (i) interest on the TRS settled notional amount at a rate equal to the three-month LIBOR+0.80% per annum if the initial investment amount (i.e. posted collateral) equals or exceeds 50% of the TRS trade basis notional amount, or three-month LIBOR+1.00% if the initial investment amount is less than 50% of the TRS trade basis notional amount and (ii) realized losses, if any. In addition, upon the termination of the TRS arrangement, Halifax Funding will either receive from BNS any net realized gain, or pay to BNS any net realized loss, in the liquidation of TRS reference assets.

Generally, the required collateral amount is at least 40% of the notional amount of each TRS reference asset at the time that such TRS reference asset is confirmed for acquisition by the counterparty. Halifax Funding may be required to post additional collateral, on a dollar-for-dollar basis, in the event of depreciation in the value of TRS reference assets after such value decreases below a specified amount. Halifax Funding is required to post additional collateral to ensure that the collateral market value, as solely determined by BNS, is at least equal to 25% of the value of the TRS portfolio.

The obligations of Halifax Funding under the TRS agreements are non-recourse to the Company and the Company’s exposure to the TRS is limited to the amount of cash collateral that is posted pursuant to the terms of the TRS agreements.  The Company has no contractual obligation to post any cash collateral or to make any interest payments to BNS. The Company may, but is not obligated to, increase its equity investment in Halifax Funding for the purpose of funding additional cash collateral or payment obligations for which Halifax Funding may become obligated during the term of the TRS agreements. If the Company does not make any such additional equity investment in Halifax Funding and Halifax Funding fails to meet its obligations under the TRS agreements, then BNS will have the right to terminate the TRS and use the collateral posted by Halifax Funding with the custodian to offset any amount owed to BNS. The Company may terminate the TRS at any time upon providing at least 30 days notice prior to the proposed settlement date of the TRS reference assets related to such termination. In the event of an early termination of the TRS, Halifax Funding would be required to pay an early termination fee based on the maximum spread amount to be earned by BNS over the life of the TRS Agreements. Halifax Funding would have been required to pay an early termination fee of $6,204,327 if the TRS had been terminated as of June 30, 2013. In the absence of an early termination as just described, the TRS will terminate on January 15, 2016.

As of June 30, 2013, Halifax Funding had selected 32 underlying debt positions with a total notional amount of $140,975,798 and had posted $107,948,112 in cash collateral, which is recorded as cash collateral on deposit with custodian on the condensed consolidated statements of assets and liabilities. The TRS settled notional amount as of June 30, 2013 was $212,994,046. The settled notional amount as of June 30, 2013 includes unsettled additions of reference assets of $19,286,516 and unsettled deletions of reference assets of $91,304,764.

As of December 31, 2012, Halifax Funding had selected 54 underlying debt positions with a total notional amount of $164,011,774 and had posted $87,974,019 in cash collateral, which is recorded as cash collateral on deposit with custodian on the condensed consolidated statements of assets and liabilities. The TRS settled notional amount as of December 31, 2012 was $105,013,915.

The following table summarizes the fair value components of the TRS portfolio as of June 30, 2013 and December 31, 2012, as determined by the Company’s board of directors:

	June 30, 2013			December 31, 2012
Spread interest income	$	5,265,980		$	938,085
Net realized gain (loss)		2,846,488			(345,303	)
Net unrealized appreciation (depreciation) of reference assets		(2,154,890	)		756,464
TRS Total fair value	$	5,957,578		$	1,349,246

29

The following is a summary of the TRS reference assets as of June 30, 2013:

Company (a)	Industry	Investment	Interest Rate		LIBOR Floor		Maturity Date	Notional Amount		Fair Value		Unrealized Appreciation (Depreciation)
Air Distribution Technologies, Inc.	Capital Goods	Senior Debt		L+375		1.25%	11/9/2018	$	5,919,359	$	6,032,299	$	112,940
American Rock Salt Co., LLC	Materials	Senior Debt		L+425		1.25%	4/25/2017		3,729,525		3,734,399		4,874
Applied Systems, Inc.	Software & Services	Senior Debt (c)		L+725		1.00%	6/8/2017		4,753,942		4,742,247		(11,695	)
Avaya Inc.	Technology Hardware & Equipment	Senior Debt		L+675		1.25%	3/31/2018		11,500,798		10,865,406		(635,392	)

Block Communications, Inc.	Media	Subordinated Debt		7.250%		2/1/2020		114,480		113,130		(1,350	)
Bon-Ton Department Stores, Inc.	Retailing	Senior Debt (b)		8.000%		6/15/2021		3,777,000		3,822,597		45,597
Builders FirstSource, Inc.	Capital Goods	Senior Debt (b)		7.625%		6/1/2021		2,649,000		2,574,028		(74,972	)
Cequel Communications Holdings, LLC	Media	Subordinated Debt		5.125%		12/15/2021		8,007,000		7,526,580		(480,420	)
Ceridian Corp.	Commercial & Professional Services	Senior Debt		8.875%		7/15/2019		4,456,480		4,433,876		(22,604	)
Clearwater Paper Corp.	Materials	Subordinated Debt (b)		4.500%		2/1/2023		1,587,000		1,499,524		(87,476	)
Commscope, Inc.	Technology Hardware & Equipment	Subordinated Debt	6.625% cash or 7.375% PIK			6/1/2020		8,908,000		8,551,680		(356,320	)
Container Store, Inc.	Retailing	Senior Debt		L+425	1.25%	4/6/2019		2,323,876		2,330,057		6,181
CSM Bakery Products	Food, Beverage & Tobacco	Senior Debt (b)(c)		L+375	1.00%	5/23/2020		14,532,574		14,523,473		(9,101	)
GCI, Inc.	Telecommunication Services	Subordinated Debt		6.750%		6/1/2021		8,793,895		8,229,570		(564,325	)
Gymboree Corp.	Retailing	Senior Debt		L+350	1.50%	2/23/2018		4,097,160		4,080,691		(16,469	)
Heartland Dental Care, LLC	Pharmaceuticals, Biotechnology & Life Sciences	Senior Debt		L+500	1.25%	12/21/2018		5,988,923		6,085,123		96,200
Internet Brands, Inc.	Media	Senior Debt		L+500	1.25%	3/18/2019		453,328		447,451		(5,877	)
IPC Systems, Inc.	Technology Hardware & Equipment	Senior Debt		L+650	1.25%	7/31/2017		3,951,390		3,992,577		41,187
Maxim Crane L.P.	Capital Goods	Senior Debt		12.250%		4/15/2015		1,308,883		1,280,963		(27,920	)
McJunkin Corp.	Energy	Senior Debt		L+475	1.25%	11/8/2019		4,246,423		4,210,468		(35,955	)
Misys Ltd.	Software & Services	Senior Debt (b)		12.000%		6/12/2019		5,981,728		6,579,671		597,943
Misys Ltd.	Software & Services	Senior Debt (b)		L+600	1.25%	12/12/2018		1,412,020		1,389,371		(22,649	)
Neenah Paper, Inc.	Materials	Subordinated Debt (b)		5.250%		5/15/2021		2,227,000		2,161,473		(65,527	)
NEP Group, Inc.	Media	Senior Debt		L+825	1.25%	7/22/2020		1,314,831		1,330,916		16,085
OneStopPlus, Inc.	Consumer Durables & Apparel	Senior Debt		L+450	1.00%	2/5/2020		2,642,989		2,680,106		37,117
RedPrairie Corp.	Software & Services	Senior Debt		L+550	1.25%	12/21/2018		1,072,610		1,097,442		24,832
RedPrairie Corp.	Software & Services	Senior Debt		L+1000	1.25%	12/21/2019		5,054,580		4,791,568		(263,012	)
Sanmina Corp.	Technology Hardware & Equipment	Subordinated Debt (b)		7.000%		5/15/2019		471,622		475,065		3,443
Sedgwick Claims Management Services Holdings, Inc.	Insurance	Senior Debt		L+325	1.00%	6/15/2018		2,386,424		2,388,596		2,172
Select Medical Corp.	Health Care Equipment & Services	Subordinated Debt (b)		6.375%		6/1/2021		9,674,000		9,190,300		(483,700	)
Summit Materials, LLC	Materials	Subordinated Debt		10.500%		1/31/2020		655,598		634,725		(20,873	)
The TelX Group, Inc.	Telecommunication Services	Senior Debt		L+500	1.25%	9/25/2017		6,983,360		7,025,536		42,176
TOTAL							$	140,975,798	$	138,820,908	$	(2,154,890	)

(a)   Security may be an obligation of one or more entities affiliated with the named company.

(b)   The investment is not a qualifying asset as defined in Section 55(a) under the 1940 Act.

(c)   Reference asset position or portion thereof unsettled as of June 30, 2013.

30

The following is a summary of the TRS reference assets as of December 31, 2012:

Company (a)	Industry	Investment	Interest Rate		LIBOR Floor		Maturity Date	Notional Amount		Fair Value		Unrealized Appreciation (Depreciation)
Block Communications, Inc.	Media	Subordinated Debt		7.250%			2/1/2020	$	114,480	$	114,345	$	(135	)
California Pizza Kitchen, Inc.	Food & Staples Retailing	Senior Debt		L+550		1.25%	7/7/2017		4,262,610		4,241,136		(21,474	)
Camp International Holding Co.	Software & Services	Senior Debt		L+400		1.25%	5/31/2019		2,173,058		2,171,980		(1,078	)
Catalina Marketing Corp.	Media	Subordinated Debt		10.500%			10/1/2015		7,000,000		6,871,323		(128,677	)
CCC Information Services, Inc.	Software & Services	Senior Debt (c)		L+470		1.25%	12/14/2019		1,510,518		1,521,266		10,748
Charter Communications Operating, LLC	Media	Subordinated Debt (b)		7.250%			10/30/2017		625,286		622,421		(2,865	)
CHG Companies, Inc.	Health Care Equipment & Services	Senior Debt (c)		L+375		1.25%	11/19/2019		6,912,675		6,970,839		58,164
Clear Channel Communications, Inc.	Media	Subordinated Debt (b)		6.500%			11/15/2022		2,237,153		2,342,578		105,425
Clear Channel Communications, Inc.	Media	Subordinated Debt (b)		6.500%			11/15/2022		6,110,822		6,411,284		300,462
Continental Airlines, Inc.	Transportation	Senior Debt (b)		8.307%			10/2/2019		605,308		569,131		(36,177	)
First American Payment Systems, LP	Software & Services	Senior Debt		L+450		1.25%	10/12/2018		8,951,140		8,913,603		(37,537	)
FleetPride Corp.	Capital Goods	Senior Debt (c)		L+400		1.25%	11/19/2019		4,521,864		4,517,596		(4,268	)
Fly Leasing, Ltd.	Transportation	Senior Debt (b)(c)		L+450		1.25%	8/8/2018		4,193,364		4,176,908		(16,456	)
GCI Inc.	Telecommunication Services	Subordinated Debt		6.750%			6/1/2021		6,643,615		6,576,845		(66,770	)
Gymboree Corporation	Retailing	Senior Debt		L+350		1.50%	2/23/2018		4,097,160		3,885,421		(211,739	)
Hamilton Sundstrand Industrial	Capital Goods	Senior Debt		L+375		1.25%	12/13/2019		7,920,000		8,060,000		140,000
Heartland Dental Care	Pharmaceuticals, Biotechnology & Life Sciences	Senior Debt (c)		L+500		1.25%	12/21/2018		4,202,808		4,202,808		—
Hilcorp Energy I LP	Energy	Subordinated Debt (b)		8.000%			2/15/2020		1,816,605		1,808,310		(8,295	)
Hubbard Radio, LLC	Media	Senior Debt (c)		L+375		1.50%	4/28/2017		493,735		494,963		1,228
Husky Injection Molding Systems, Ltd.	Capital Goods	Senior Debt (b)(c)		L+450		1.25%	7/2/2018		1,255,775		1,248,913		(6,862	)
Immucor, Inc.	Health Care Equipment & Services	Senior Debt (c)		L+450		1.25%	8/19/2018		47,868		47,878		10
IPC Systems, Inc.	Technology Hardware & Equipment	Senior Debt		L+650			7/31/2017		3,951,390		3,897,764		(53,626	)
Jo-Ann Stores, Inc.	Retailing	Senior Debt (c)		L+350		1.25%	3/16/2018		22,847		22,827		(20	)
Kinetic Concepts, Inc.	Health Care Equipment & Services	Senior Debt (c)		L+425		1.25%	5/4/2018		1,971,180		1,971,209		29
Kinetic Concepts, Inc.	Health Care Equipment & Services	Senior Debt (c)		L+375		1.25%	11/4/2016		1,312,798		1,312,321		(477	)
Local TV Finance, LLC	Media	Senior Debt (c)		L+400			5/7/2015		371,846		370,317		(1,529	)
Lord & Taylor Holdings, LLC	Retailing	Senior Debt (c)		L+450		1.25%	1/11/2019		33,748		33,633		(115	)
MedAssets, Inc.	Health Care Equipment & Services	Senior Debt (b)		L+275		1.25%	12/13/2019		2,340,811		2,346,693		5,882
MGM Resorts International	Consumer Services	Senior Debt (b)		L+325		1.00%	12/20/2019		7,231,413		7,340,429		109,016
Misys PLC	Software & Services	Senior Debt (b)		12.000%			6/12/2019		5,981,728		5,979,313		(2,415	)
NPC International, Inc.	Consumer Services	Senior Debt (c)		L+325		1.25%	12/28/2018		1,636,027		1,623,924		(12,103	)
NuSil Technology LLC	Materials	Senior Debt (c)		L+375		1.25%	4/7/2017		502,540		501,129		(1,411	)
Nuveen Investments, Inc.	Diversified Financials	Senior Debt (b)(c)		L+550			5/13/2017		7,058,793		7,065,412		6,619
Nuveen Investments, Inc.	Diversified Financials	Senior Debt (b)		L+600		1.25%	5/13/2017		284,653		282,819		(1,834	)
Nuveen Investments, Inc.	Diversified Financials	Senior Debt (b)		L+550			5/13/2017		25,646		25,719		73
PQ Corp.	Materials	Senior Debt		L+425		1.25%	5/8/2017		5,582,056		5,587,953		5,897
PVH Corp.	Consumer Durables & Apparel	Senior Debt (b)(c)		L+250		0.75%	12/19/2019		1,472,790		1,487,592		14,802
RedPrairie Corp.	Software & Services	Senior Debt (c)		L+550		1.25%	12/21/2018		1,078,000		1,096,857		18,857
Roofing Supply Group, LLC	Retailing	Senior Debt (c)		L+375		1.25%	5/31/2019		89,662		89,699		37
Sabre, Inc.	Transportation	Senior Debt (c)		L+575			12/29/2017		4,398,657		4,397,084		(1,573	)

31

Company (a)	Industry	Investment	Interest Rate		LIBOR Floor		Maturity Date	Notional Amount		Fair Value		Unrealized Appreciation (Depreciation)
Sabre, Inc.	Transportation	Senior Debt (c)		L+600		1.25%	12/29/2017		2,212,085		2,211,865		(220	)
Savers, Inc.	Retailing	Senior Debt (c)		L+375		1.25%	7/9/2019		204,618		204,681		63
Scitor Corp.	Capital Goods	Senior Debt (c)		L+350		1.50%	2/15/2017		21,713		21,761		48
SGS International, Inc.	Media	Senior Debt		L+375		1.25%	10/17/2019		5,515,510		5,543,226		27,716
Skilled Healthcare Group, Inc.	Health Care Equipment & Services	Senior Debt (b)		L+525		1.50%	4/9/2016		14,806		14,738		(68	)
Spectrum Brands, Inc.	Household & Personal Products	Senior Debt (b)		L+325		1.25%	12/17/2019		1,525,129		1,551,848		26,719
Tempur-Pedic International, Inc.	Commercial  & Professional Services	Senior Debt (b)(c)		L+400		1.00%	11/14/2019		6,852,112		7,000,436		148,324
Terex Corp.	Capital Goods	Subordinated Debt (b)		6.000%			5/15/2021		4,626,000		4,857,300		231,300
The TelX Group, Inc.	Telecommunication Services	Senior Debt (c)		L+500		1.25%	9/23/2017		7,018,541		6,998,936		(19,605	)
Tomkins Air Distribution	Capital Goods	Senior Debt		L+375		1.25%	11/9/2018		5,949,104		6,058,021		108,917
USI Holdings Corp.	Insurance	Subordinated Debt		7.750%			1/15/2021		1,076,000		1,062,550		(13,450	)
USI Holdings Corp.	Insurance	Senior Debt (c)		L+400		1.25%	12/27/2019		1,918,906		1,940,121		21,215
West Corp.	Software & Services	Subordinated Debt		8.625%			10/1/2018		6,029,800		6,095,500		65,700
West Corp.	Software & Services	Senior Debt (c)		L+425		1.25%	7/15/2016		5,021		5,013		(8	)
								$	164,011,774	$	164,768,238	$	756,464

(a)   Security may be an obligation of one or more entities affiliated with the named company.

(b)   The investment is not a qualifying asset as defined in Section 55(a) under the 1940 Act.

(c)   Reference asset position or portion thereof unsettled as of December 31, 2012.

5. Fair Value of Financial Instruments

The Company’s investments were categorized in the fair value hierarchy as follows as of June 30, 2013 and December 31, 2012:

	June 30, 2013
Investment Type	Level 1		Level 2		Level 3		Total
Senior debt securities	$	—	$	646,881,312	$	165,663,624	$	812,544,936
Subordinated debt securities		—		314,141,086		11,814,227		325,955,313
Common stock		—		—		623,982		623,982
Subtotal		—		961,022,398		178,101,833		1,139,124,231
Short term investments		43,894,032		—		—		43,894,032
Total	$	43,894,032	$	961,022,398	$	178,101,833	$	1,183,018,263

Derivative Type	Level 1		Level 2		Level 3		Total
Assets
Foreign currency forward contracts	$	—	$	1,250,293	$	—	$	1,250,293
Total return swaps		—		—		5,957,578		5,957,578
Total	$	—	$	1,250,293	$	5,957,578	$	7,207,871

32

	December 31, 2012
Investment Type	Level 1		Level 2		Level 3		Total
Senior debt securities	$	—	$	435,852,236	$	86,590,576	$	522,442,812
Subordinated debt securities		—		163,579,848		6,208,491		169,788,339
Common stock		—		—		453,397		453,397
Preferred stock		4,983,883		—		—		4,983,883
Subtotal		4,983,883		599,432,084		93,252,464		697,668,431
Short term investments		13,202,168		—		—		13,202,168
Total	$	18,186,051	$	599,432,084	$	93,252,464	$	710,870,599

Derivative Type	Level 1		Level 2			Level 3		Total
Assets
Foreign currency forward contracts	$	—	$	8,640		$	—	$	8,640
Total return swaps		—		—			1,349,246		1,349,246
Liabilities
Foreign currency forward contracts		—		(155,568	)		—		(155,568	)
Total	$	—	$	(146,928	)	$	1,349,246	$	1,202,318

At June 30, 2013, the Company held 12 distinct investment positions that were classified as Level 3, representing an aggregate fair value of $178,101,833 and 15.1% of the total investment portfolio. The ranges of unobservable inputs used in the fair value measurement of the Company’s Level 3 investments as of June 30, 2013 were as follows:

Asset Group	Fair Value (1)	Valuation Techniques (2)	Unobservable Inputs	Range (Weighted Average) (3)	Impact to Valuation from an Increase in Input (4)
Senior Debt		Broker Quotes	Mid Price	94.5 (94.5)	Increase
		Market Comparables	Yield	12.8% (12.8%)	Decrease
	$    7,560,000		Discount Margin	1123 bps (1123 bps)	Decrease
			Debt/EBITDA multiple	5.1x (5.1x)	Decrease
			Illiquidity Discount	4% (4%)	Decrease
	158,103,624	Market Comparables	Yield	7.00%-11.50% (8.99%)	Decrease
			Discount Margin	567-1076 bps (801 bps)	Decrease
			Debt/EBITDA multiple	1.9-5.8x (3.9x)	Decrease
			Illiquidity Discount	0-3.00% (1.81%)	Decrease
Subordinated Debt	3,392,419	Broker Quotes	Bid Price	102.49 (102.49)	Increase
	8,421,808	Market Comparables	Yield	11.04%-11.50% (11.19%)	Decrease
			Discount Margin	909-994 bps (937 bps)	Decrease
			Debt/EBITDA multiple	4.4-6.2x (5.6x)	Decrease
			Illiquidity Discount	2.00% (2.00%)	Decrease
Common Stock			Illiquidity Discount	15% (15%)	Decrease
		Market Comparables	LTM EBITDA Multiple	14.6x (14.6x)	Increase
	623,982		Forward EBITDA Multiple	10.9x (10.9x)	Increase
		Discounted Cash Flow	Weighted Average Cost of Capital	12.9% (12.9%)	Decrease
			Exit EBITDA Multiple	10.5x (10.5x)	Increase
Total	$ 178,101,833

(1)	The TRS was valued in accordance with the TRS agreements as discussed below.
(2)	For the assets and investment that have more than one valuation technique, the Company may rely on the stated techniques individually or in the aggregate based on a weight ascribed to each valuation technique, ranging from 0 – 100%. Broker quotes obtained for valuation purposes are reviewed by the Company relative to other valuation techniques.
(3)	Weighted average amounts are based on the estimated fair values.
(4)	This column represents the directional change in the fair value of the Level 3 investments that would result from an increase to the corresponding unobservable input. A decrease to the input would have the opposite effect. Significant changes in these inputs in isolation could result in significantly higher or lower fair value measurements.

33

At December 31, 2012, the Company held 18 distinct investment positions that were classified as Level 3, representing an aggregate fair value of $93,252,464 and 13.1% of the total investment portfolio. The ranges of unobservable inputs used in the fair value measurement of the Company’s Level 3 investments as of December 31, 2012 were as follows:

Asset Group	Fair Value (1)	Valuation Techniques (2)	Unobservable Inputs	Range (Weighted Average) (3)	Impact to Valuation from an Increase in Input (4)
Senior Debt	$   18,681,009	Broker Quotes	Mid Price	94.25 - 102 (100.98)	Increase
	67,909,567	Broker Quotes	Mid Price	98 - 101.5 (98.55)	Increase
		Market Comparables	Yield	5.0 - 11.9% (8.91%)	Decrease
			Discount Margin	437 - 1069 bps (808 bps)	Decrease
			Illiquidity Discount	1.0 - 4.0% (2.29%)	Decrease
Subordinated Debt	6,208,491	Broker Quotes	Bid Price	104.02 (104.02)	Increase
		Market Comparables	Yield	12.0 - 13.0% (12.54%)	Decrease
			Discount Margin	1071 - 1250 bps (1170 bps)	Decrease
			EBITDA Multiple	9.6x (9.6x)	Increase
			Illiquidity Discount	2% (2%)	Decrease
			Forward EBITDA Multiple	9.8x (9.8x)	Increase
Common Stock		Market Comparables	LTM EBITDA Multiple	12.9x (12.9x)	Increase
	453,397		Illiquidity Discount	15% (15%)	Decrease
		Discounted Cash Flow	Weighted Average Cost of Capital	12.2% (12.2%)	Decrease
Total	$93,252,464

(1) The TRS was valued in accordance with the TRS agreements as discussed below.

(2) For the assets and investment that have more than one valuation technique, the Company may rely on the stated techniques individually or in the aggregate based on a weight ascribed to each valuation technique, ranging from 0 – 100%. Indicative broker quotes obtained for valuation purposes are reviewed by the Company relative to other valuation techniques.

(3) Weighted average amounts are based on the estimated fair values.

(4) This column represents the directional change in the fair value of the Level 3 investments that would result from an increase to the corresponding unobservable input. A decrease to the input would have the opposite effect. Significant changes in these inputs in isolation could result in significantly higher or lower fair value measurements.

The more significant unobservable inputs used in the fair value measurement of the Company’s senior and subordinated loan investments are third-party indicative broker quotes. In the event that there are limited broker quotes, then the valuation process will further rely on the inputs from comparable investments and/or discounted cash flow analysis. Depending on the type of debt investment position held by the Company, the relative comparable value analysis may rely on any of (i) market yields, (ii) discount margin, (iii) illiquidity discount and (iv) leverage EBITDA multiples analysis to either confirm a single indicative broker quote, or to determine a fair value in the absence of any broker quote. Other significant unobservable inputs used in the fair value measurement of the Company’s investments are also disclosed in the tables above. Any significant increases or decreases in these unobservable inputs would result in significant increases or decreases in the fair value of the Company’s investments.

The TRS is also classified as Level 3 at June 30, 2013. The Company valued its TRS in accordance with the TRS agreements between Halifax Funding and BNS, which collectively established the TRS. Pursuant to the TRS agreements, the value of the TRS is based on (i) the increase or decrease in the value of the TRS reference assets relative to the notional amounts, together with (ii) accrued interest income and fee income, (iii) TRS swap financing costs on the TRS settled notional amount, and (iv) certain other expenses incurred under the TRS. The TRS reference assets are valued pursuant to the valuation algorithm specified in the TRS Agreements, including reliance on indicative bid prices provided by independent third-party pricing services. Bid prices reflect the highest price that market participants may be willing to pay. On a quarterly basis, the Company's management reviews, tests and compares (i) the indicative bid prices assigned to each TRS reference asset by BNS, based on the inputs provided to BNS by third-party pricing services with (ii) third-party service provider pricing inputs that are independently sourced by the Company’s management and/or its Advisors. To the extent the Company's management has any questions or concerns regarding the valuation of the TRS reference assets, such valuations are discussed or challenged with BNS pursuant to the terms of the TRS agreements. Additionally, the Company’s management reviews the calculations of both collected and accrued interest, total return swap financing costs, and realized gains and losses that also determine the aggregate fair value of the TRS.  For additional disclosures on the Company’s TRS, including quantitative disclosures of the current period conclusions of the fair value components, as reviewed and determined by the Company’s board of directors, refer to Note 4.

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The following is a reconciliation for the three months ended June 30, 2013 of investments for which Level 3 inputs were used in determining fair value:

	Senior Debt Securities			Subordinated Debt Securities			Common Stock		Total Return Swaps			Total
Fair Value Balance as of April 1, 2013	$	76,405,042		$	6,130,775		$	511,755	$	7,831,162		$	90,878,734
Purchases		92,616,432			5,938,259			—		—			98,554,691
Net realized gain		13,097			—			—		2,296,714			2,309,811
Net change in unrealized appreciation (1)		(329,986	)		(253,793	)		112,227		(1,873,584	)		(2,345,136	)
Sales or repayments		(3,102,269	)		—			—		(2,296,714	)		(5,398,983	)
Net discount accretion		61,308			(1,014	)		—		—			60,294
Transfers out of Level 3		—			—			—		—			—
Transfers into Level 3		—			—			—		—			—
Fair Value Balance as of June 30, 2013	$	165,663,624		$	11,814,227		$	623,982	$	5,957,578		$	184,059,411
Change in net unrealized appreciation (depreciation) in investments still held  as of June 30, 2013 (1)	$	(304,713	)	$	(253,793	)	$	112,227	$	(1,873,584	)	$	(2,319,863	)

(1) Amount is included in the related amount on investments and derivative instruments in the condensed consolidated statements of operations.

The following is a reconciliation for the six months ended June 30, 2013 of investments for which Level 3 inputs were used in determining fair value:

	Senior Debt Securities			Subordinated Debt Securities			Common Stock		Total Return Swaps			Total
Fair Value Balance as of January 1, 2013	$	86,590,576		$	6,208,491		$	453,397	$	1,349,246		$	94,601,710
Purchases		102,818,908			5,938,259			—		—			108,757,167
Net realized gain		60,292			—			—		2,525,362			2,585,654
Net change in unrealized appreciation (1)		(620,384	)		(330,557	)		170,585		4,608,332			3,827,976
Sales or repayments		(6,400,178	)		—			—		(2,525,362	)		(8,925,540	)
Net discount accretion		649,248			(1,966	)		—		—			647,282
Transfers out of Level 3		(17,434,838	)		—			—		—			(17,434,838	)
Transfers into Level 3		—			—			—		—			—
Fair Value Balance as of June 30, 2013	$	165,663,624		$	11,814,227		$	623,982	$	5,957,578		$	184,059,411
Change in net unrealized appreciation (depreciation) in investments still held  as of June 30, 2013 (1)	$	(51,517	)	$	(330,557	)	$	170,585	$	4,608,332		$	4,396,843

(1) Amount is included in the related amount on investments and derivative instruments in the condensed consolidated statements of operations.

The following is a reconciliation for the three months ended June 30, 2012 of investments for which Level 3 inputs were used in determining fair value:

	Senior Debt Securities			Subordinated Debt Securities			Common Stock		Total
Fair Value Balance as of April 1, 2012	$	8,560,560		$	6,006,623		$	448,908	$	15,016,091
Purchases		10,487,336			1,120,486			—		11,607,822
Sales		—			—			—		—
Net realized gain		338			—			—		338
Net change in unrealized appreciation (1)		105,524			(67,137	)		31,423		69,810
Principal reduction		(2,258,210	)		—			—		(2,258,210	)
Net discount accretion		5,239			313			—		5,552
Transfers into Level 3		—			—			—		—
Fair Value Balance as of June 30, 2012	$	16,900,787		$	7,060,285		$	480,331	$	24,441,403
Change in net unrealized appreciation (depreciation) in investments still held  as of June 30, 2012 (1)	$	124,738		$	(67,128	)	$	31,423	$	57,610

(1) Amount is included in the related amount on investments and derivative instruments in the condensed consolidated statements of operations.

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The following is a reconciliation for the six months ended June 30, 2012 of investments for which Level 3 inputs were used in determining fair value:

	Senior Debt Securities			Subordinated Debt Securities			Common Stock		Total
Fair Value Balance as of January 1, 2012	$	4,651,937		$	963,533		$	—	$	5,615,470
Purchases		14,185,435			7,090,290			448,908		21,724,633
Sales		—			—			—		—
Net realized gain		967			11,960			—		12,927
Net change in unrealized appreciation (1)		144,031			(6,328	)		31,423		169,126
Principal reduction		(2,292,619	)		(998,479	)		—		(3,291,098	)
Net discount accretion		9,969			(691	)		—		9,278
Transfers into Level 3		201,067			—			—		201,067
Fair Value Balance as of June 30, 2012	$	16,900,787		$	7,060,285		$	480,331	$	24,441,403
Change in net unrealized appreciation (depreciation) in investments still held  as of June 30, 2012 (1)	$	171,616		$	(28,919	)	$	31,423	$	142,697

(1) Amount is included in the related amount on investments in the condensed consolidated statements of operations.

No securities were transferred into the Level 3 hierarchy and six were transferred out of the Level 3 hierarchy during the six months ended June 30, 2013. These investments were transferred at fair value as of the beginning of the quarter in which they were transferred. The classification transfers between Level 2 and Level 3 were based on the observed changes in liquidity based on information supplied by a third party pricing source, whereby such liquidity information is routinely reviewed no less frequently than monthly. All realized and unrealized gains and losses are included in earnings (changes in net assets) and are reported as separate line items within the Company’s condensed consolidated statements of operations.

The carrying value of cash and foreign currency is classified as Level 1 with respect to the fair value hierarchy.The carrying value of the Company’s credit facilities approximate their fair value and they would be classified as Level 2 with regards to the fair value hierarchy.

6. Agreements and Related Party Transactions

The Company entered into a managing dealer agreement with CNL Securities Corp., an affiliate of CNL. CNL Securities Corp. serves as the managing dealer of the Offering and in connection therewith receives selling commissions of up to 7% of gross offering proceeds and a marketing support fee of up to 3% of gross offering proceeds. All or any portion of these fees may be reallowed to participating brokers. The Company will pay a maximum sales load of 10% of gross offering proceeds for all combined selling commissions and marketing support fees.

The Company entered into an investment advisory agreement with CNL (together with one amendment, the “Investment Advisory Agreement”) for the overall management of the Company’s investment activities. The Company and CNL have entered into a sub-advisory agreement with KKR (the “Sub-Advisory Agreement”), under which KKR is responsible for the day-to-day management of the Company’s investment portfolio. CNL compensates KKR for advisory services that it provides to the Company with 50% of the base management fees and performance-based incentive fees that CNL receives under the Investment Advisory Agreement. CNL earns a base management fee equal to an annual rate of 2% of the Company’s average gross assets at the end of the two most recently completed months and it is computed and paid monthly. Gross assets include assets purchased with borrowed funds, TRS unrealized depreciation or appreciation and collateral posted with custodian in connection with TRS, but exclude deferred offering expense. CNL also earns a performance-based incentive fee that is comprised of the following two parts:

(i)     a subordinated incentive fee on pre-incentive fee net investment income, that is paid quarterly if earned, and it is computed as the sum of (A) 100% of quarterly pre-incentive fee net investment income in excess of 1.75% of average adjusted capital up to a limit of 0.4375% of average adjusted capital, and (B) 20% of pre-incentive fee net investment income in excess of 2.1875% of average adjusted capital and

(ii)    an incentive fee on capital gains that is paid annually if earned, and it is equal to 20% of (A) all realized gains on a cumulative basis from inception, net of (i) all realized losses on a cumulative basis, (ii) unrealized depreciation at year end and (iii) disregarding any net realized gains associated with the TRS interest spread (which represents the difference between (a) the interest and fees received on total return swaps, and (b) the financing fees paid to the total return swaps counterparty), and subtracting  (B) the aggregate amount of any previously paid incentive fee on capital gains.

The terms of the Investment Advisory Agreement entitle CNL (and indirectly KKR) to receive up to 5% of gross proceeds in connection with the Offering as reimbursement for organization and offering expenses incurred by the Advisors on behalf of the Company. Beginning February 1, 2012, the Company implemented an initial reimbursement rate of 0.75% of gross offering proceeds to initiate the reimbursement of organization and offering expenses incurred by the Advisors. Beginning March 1, 2013, the Company changed the reimbursement rate to 1% of gross offering proceeds.

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The Company entered into an administrative services agreement with CNL (the “Administrative Services Agreement”) whereby CNL performs, and oversees the performance of, various administrative services on behalf of the Company. Administrative services may include transfer agency oversight and supervisory services, shareholder communication services, general ledger accounting services, calculating the Company’s net asset value, maintaining required corporate and financial records, financial reporting for the Company and its subsidiaries, internal audit services, reporting to the Company's board of directors and lenders, preparing and filing income tax returns, preparing and filing SEC reports, preparing, printing and disseminating shareholder reports, overseeing the payment of the Company’s expenses and shareholder distributions, administering the quarterly share repurchase programs, compliance services, and management and oversight of service providers in their performance of administrative and professional services rendered for the Company. CNL may also enter into agreements with its affiliates for the performance of select administrative services. The Company reimburses CNL for the professional services and expenses it incurs in performing its administrative obligations on behalf of the Company.

CNL, certain CNL affiliates, and KKR receive compensation for advisory services and/or reimbursement of expenses in connection with (i) the performance and supervision of administrative services and (ii) the Offering. Related party fees, expenses and reimbursement of expenses incurred in the three and six month period ended June 30, 2013 and the three and six month period ended June 30, 2012 are summarized below:

		Three Months Ended				Six Months Ended
Related Party	Source Agreement & Description	June 30, 2013		June 30, 2012		June 30, 2013		June 30, 2012
CNL Securities Corp.	Managing Dealer Agreement: selling commissions and marketing support fees	$	21,278,714	$	13,767,017	$	39,777,914	$	22,636,040
CNL and KKR	Investment Advisory Agreement: base management fees (investment advisory fees)		6,490,803		1,621,659		11,351,469		2,515,819
CNL and KKR	Investment Advisory Agreement: performance-based incentive fees(1)		—		—		—		—
CNL and KKR	Investment Advisory Agreement: organization and offering expenses reimbursement(2)		2,325,588		1,087,899		3,992,296		1,615,640
CNL	Administrative Services Agreement: administrative and compliance services		355,409		199,597		690,001		318,415

(1) During the six months ended June 30, 2013 and 2012, the Company recorded performance-based incentive fee expense of $136,857 and $532,967, respectively. The incentive fee was accrued based on the hypothetical liquidation of the investment portfolio as of the end of each reporting period. The incentive fee on capital gains was not earned by the Advisors or payable to the Advisors as of June 30, 2013 and 2012.

(2) The Advisors received reimbursement payments for offering expenses in the amount of $3,637,309 in the six months ended June 30, 2013, including $436,903 that was recorded as reimbursement payable at December 31, 2012. The Company recorded a reimbursement payable to the Advisors in the amount of $791,890 for offering expenses as of June 30, 2013 which is included in other accrued expenses and liabilities on the condensed consolidated statements of assets and liabilities. The Advisors received reimbursement payments for organization and offering expenses in the amount of $1,184,860 in the six months ended June 30, 2012, including $896,218 for organization expenses and $288,642 for offering expenses. The Company recorded a reimbursement payable to the Advisors in the amount of $430,780 for offering expenses as of June 30, 2012 which is included in other accrued expenses and liabilities on the condensed statements of assets and liabilities. As of June 30, 2013, the outstanding unreimbursed Offering expenses, net of reimbursement payable, amounted to $1,627,885.

On June 7, 2011, the Company entered into an Expense Support and Conditional Reimbursement Agreement (the “Expense Support Agreement”) with CNL and KKR pursuant to which CNL and KKR jointly and severally agreed to pay to the Company all operating expenses (an “Expense Support Payment”) during the Expense Support Payment Period between June 17, 2011 to December 31, 2011. On December 16, 2011, the Company and the Advisors entered into an amendment to the Expense Support Agreement, effective January 1, 2012, that extended the terminal date of the Expense Support Payment Period to March 31, 2012 and reduced the Reimbursement Ratio from 100% to 65% of the Company’s Operating Expenses. The Amendment also redefined Operating Expenses as all operating costs and expenses paid or incurred by the Company, as determined under GAAP, including base advisory fees payable pursuant to the Investment Advisory Agreement, and excluding (i) performance-based incentive fees payable pursuant to the Investment Advisory Agreement, (ii) organization and offering expenses, and (iii) all interest costs related to borrowings for such period. On March 16, 2012, the Company and the Advisors entered into an amendment and restatement of the Expense Support Agreement, effective April 1, 2012, that extended the terminal date of the Expense Support Payment Period to June 30, 2012 and reduced the Reimbursement Ratio from 65% to 25% of the Company’s Operating Expenses. Expense support payments ceased on July 1, 2012.

During the term of the Expense Support Agreement, the Advisors are entitled to an annual year-end reimbursement payment by the Company for unreimbursed Expense Support Payments made under the Expense Support Agreement (a “Reimbursement Payment”), but such Reimbursement Payments may only be paid (i) within three years after the year in which such Expense Support Payments are attributable, and (ii) to the extent that it would not cause the Company’s Other Operating Expenses (Operating Expenses excluding base management fees and including a Reimbursement Payment) to exceed 1.75% of average net assets attributable to common shares as of the end of any such calendar year (the “Reimbursement Limit Percentage”). The Company records the liability for the Reimbursement Payments based on a hypothetical liquidation of its investment portfolio at the end of each reporting period.

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Presented below is a summary of Expense Support Payments and the associated terminal eligibility dates for Reimbursement Payments for the years ending December 31, 2011 and December 31, 2012.

Period Ended	Expense Support Payments Received from Advisors		Reimbursement  Payments to Advisors		Unreimbursed Expense Support Payments(1)		Reimbursement Payments Eligibility through
December 31, 2011	$	1,375,592	$	1,375,592	$	—		—
December 31, 2012		1,590,221		454,157		1,136,064	December 31, 2015
Total	$	2,965,813	$	1,829,749	$	1,136,064

(1) As of June 30, 2013 the Company has accrued $1,136,064 for Reimbursement Payment to Advisors.

Indemnification - The Investment Advisory Agreement and the Sub-Advisory Agreement provide certain indemnification to the Advisors, their directors, officers, persons associated with the Advisors, and their affiliates. The managing dealer agreement provides certain indemnification to the managing dealer and each participating broker and their respective officers, directors, partners, employees, associated persons, agents and control persons. As of June 30, 2013, management believes that the risk of incurring any losses for such indemnification is remote.

7. Earnings Per Share

The following information sets forth the computation of basic and diluted net increase in net assets from operations per share (earnings per share).

Basic and Diluted Net Increase (Decrease) in Net Assets Per Share
	Three Months Ended				Six Months Ended
	June 30, 2013		June 30, 2012		June 30, 2013		June 30, 2012
Net increase in net assets resulting from operations	$	3,393,996	$	2,075,699	$	26,836,755	$	7,551,627
Weighted average shares outstanding		92,302,446		22,102,008		81,887,209		16,525,646
Basic/diluted net increase in net assets from operations per share (1)	$	0.04	$	0.09	$	0.33	$	0.46

(1) Diluted and basic net increase in net assets from operations per share were equivalent in each period because there were no common stock equivalents outstanding in each period.

8. Distributions

The Company's board of directors declared distributions for 26 record dates in the six months ended June 30, 2013. Declared distributions are paid monthly. The total of declared distributions and the sources of distribution payments for the six months ended June 30, 2013 are presented in the table below.

Declared Distributions	Per Share		Amount		Allocation
For three months ended March 31, 2013 (13 record dates)	$	0.20	$	13,735,491
For three months ended June 30, 2013 (13 record dates)		0.19		17,807,154
Total Declared Distributions for the six months ended June 30, 2013	$	0.39	$	31,542,645		100.0	%
From Net Investment Income	$	0.19	$	14,969,497		47.5
From Realized Gains		0.08		6,843,493		21.7
Distributions in Excess of Net Investment Income		0.12		9,729,655		30.8

Sources of distributions, other than net investment income and realized gains, include the ordinary income component of prior year tax basis accumulated earnings and adjustments made to GAAP net investment income to arrive at taxable income available for distributions. The following table summarizes the primary sources of differences between net investment income and taxable income available for distributions that contribute to distributions in excess of net investment income for the six months ended June 30, 2013.

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For the six months ended June 30, 2013	Amount
Ordinary income component of tax basis accumulated earnings	$	819,014
Unearned performance-based incentive fee		136,857
Offering expenses		2,646,680
Net change in unrealized appreciation on total return swaps		4,608,332
Net change in unrealized appreciation on foreign currency forward contracts		1,397,221
Total(1)	$	9,608,104

(1) The above table does not present all adjustments to calculate taxable income available for distributions. A final determination of taxable income, taxable income available for distributions and the tax classifications of the 2013 calendar year paid distributions, is made annually at the end of the year.

On June 17, 2013, the Company’s board of directors declared distributions of $0.015004 per share per week for the time period beginning on July 2, 2013 through and including August 28, 2013. The distributions will be paid monthly.

9.           Share Transactions

On January 29, 2013 and May 7, 2013, the Company’s board of directors increased the public offering price per share of common stock under the Offering to $11.05 and $11.10, respectively, to ensure that the associated net offering price per share, exclusive of sales load, equaled or exceeded the net asset value per share on each subsequent subscription closing date and distribution reinvestment date.

The following table summarizes the total shares issued and proceeds received in connection with the Company’s Offering for the six months ended June 30, 2013 and June 30, 2012.

	Six Months Ended June 30, 2013					Six Months Ended June 30, 2012
	Shares		Amount			Shares		Amount
Gross Proceeds from Offering		39,284,016	$	430,656,506			22,043,951	$	236,694,465
Commissions and Marketing Support Fees		—		(39,777,914	)		—		(22,636,040	)
Net Proceeds to Company		39,284,016		390,878,592			22,043,951		214,058,425
Reinvestment of Distributions		1,592,660		15,865,179			344,681		3,348,013
Net Proceeds from Offering		40,876,676	$	406,743,771			22,388,632	$	217,406,438
Average Net Proceeds Per Share	$9.95					$9.71

As of June 30, 2013, the Company has sold 103,655,780 shares of common stock through the Offering, including reinvestment of distributions, for total gross proceeds of $1,117,886,989.

The Company conducts quarterly tender offers pursuant to its share repurchase program.  The Company currently limits the number of shares to be repurchased during any calendar year to the number of shares it can repurchase with the proceeds it receives from the issuance of shares of its common stock under its distribution reinvestment plan. At the discretion of the Company’s board of directors, the Company may also use cash on hand, cash available from borrowings and cash from the sale of investments as of the end of the applicable period to repurchase shares. The Company will limit repurchases in each quarter to 2.5% of the weighted average number of shares of common stock outstanding in the prior four calendar quarters. The Company’s board of directors may amend, suspend or terminate the share repurchase program upon 30 days’ notice.

The following table is a summary of the share repurchases completed during the six months ended June 30, 2013:

Repurchase Date	Total Number of Shares Offered to Repurchase		Total Number of Shares Purchased		No. of Shares Purchased/ Total Offer			Price Paid per Share		Total Consideration
February 20, 2013		785,106		84,074		11	%	$	9.73	$	818,045
May 24, 2013		1,158,737		68,788		6	%		9.91		681,687
Total		1,943,843		152,862		8	%			$	1,499,732

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10. Financial Highlights

The following per share data and financial ratios have been derived from information provided in the financial statements. The following is a schedule of financial highlights for one share of common stock during the six months ended June 30, 2013 and June 30, 2012.

	Six Months Ended
OPERATING PERFORMANCE PER SHARE	June 30, 2013			June 30, 2012
Net Asset Value, Beginning of Period	$	9.75		$	9.21
Net Investment Income, Before Expense Support/ Reimbursement (1)		0.19			0.20
Expense Support/ Reimbursement (1)		(0.01	)		0.09
Net Investment Income (1)		0.18			0.29
Net Realized and Unrealized Gain (1)(2)		0.21			0.42
Net Increase Resulting from Investment Operations		0.39			0.71
Distributions from Net Investment Income (3)		(0.19	)		(0.29	)
Distributions from Realized Gains (3)		(0.08	)		(0.09	)
Distributions in Excess of Net Investment Income(3)(10)		(0.12	)		—
Net Decrease Resulting from Distributions to Common Shareholders		(0.39	)		(0.38	)
Capital Share Transactions
Issuance of common stock above net asset value (4)		0.03			0.10
Repurchases of common stock (5)		—			—
Net Increase Resulting from Capital Share Transactions		0.03			0.10
Net Asset Value, End of Period	$	9.78		$	9.64
INVESTMENT RETURNS
Total Investment Return-Net Price (6)		3.19	%		8.60	%
Total Investment Return-Net Asset Value (7)		4.30	%		8.77	%
RATIOS/SUPPLEMENTAL DATA(all amounts in thousands except ratios)
Net Assets, End of Period	$	1,012,022		$	284,026
Average Net Assets (8)	$	808,277		$	158,526
Average Credit Facility Borrowings(8)	$	217,535		$	62,108
Shares Outstanding, End of Period		103,452			29,462
Weighted Average Shares Outstanding		81,887			16,526
Ratios to Average Net Assets: (8)
Total Operating Expenses Before Expense Support/Reimbursement		2.45	%		4.00	%
Total Operating Expenses After Expense Support/Reimbursement		2.59	%		3.01	%
Net Investment Income		1.85	%		3.06	%
Portfolio Turnover Rate		32	%		16	%
Asset Coverage Ratio (9)		6.00			4.64

(1) The per share data was derived by using the weighted average shares outstanding during the period.

(2) The amount shown at this caption is the balancing figure derived from the other figures in the schedule. The amount shown at this caption for a share outstanding throughout the entire period may not agree with the change in the aggregate net realized and unrealized gains and losses in portfolio securities for the period because of the timing of sales of the Company’s shares in relation to fluctuating market values for the portfolio securities.

(3) The per share data for distributions is the actual amount of distributions paid or payable per share of common stock outstanding during the entire period; distributions per share are rounded to the nearest $0.01.

(4) The continuous issuance of common stock may cause an incremental increase in net asset value per share due to the sale of shares at the then prevailing public offering price and the receipt of net proceeds per share by the Company in excess of net asset value per share on each subscription closing date. The per share data was derived by computing (i) the sum of (A) the number of shares issued in connection with subscriptions and/or distribution reinvestment on each share transaction date times (B) the differences between the net proceeds per share and the net asset value per share on each share transaction date, divided by (ii) the total shares outstanding at the end of the period.

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(5) The per share impact of the Company’s repurchase of common stock is a reduction to net asset value of less than $0.01 per share during the applicable period.

(6) Total investment return-net price is a measure of total return for shareholders who purchased the Company’s common stock at the beginning of the period, including dividends declared during the period.  Total investment return-net price is based on (i) the purchase of one share at the public offering price, net of sales load, on the first day of the period, (ii) the sale at the net asset value per share on the last day of the period, of (A) one share plus (B) any fractional shares issued in connection with the reinvestment of monthly distributions, and (iii) the cash payment for distributions payable, if any, on the last day of the period. The total investment return-net price calculation assumes that (i) monthly cash distributions are reinvested in accordance with the Company’s distribution reinvestment plan and (ii) the fractional shares issued pursuant to the distribution reinvestment plan are issued at the then public offering price, net of sales load, on each monthly distribution payment date. Since there is no public market for the Company’s shares, then the terminal sales price per share is assumed to be equal to net asset value per share on the last day of the period. The Company’s performance changes over time and currently may be different than that shown above. Past performance is no guarantee of future results. Investment performance is presented without regard to sales load that may be incurred by shareholders in the purchase of the Company’s shares of common stock.

(7) Total investment return-net asset value is a measure of the change in total value for shareholders who held the Company’s common stock at the beginning and end of the period, including dividends declared during the period. Total investment return-net asset value is based on (i) the beginning period net asset value per share on the first day of the period, (ii) the net asset value per share on the last day of the period, of (A) one share plus (B) any fractional shares issued in connection with the reinvestment of monthly distributions, and (iii) the value of distributions payable, if any, on the last day of the period. The total investment return-net asset value calculation assumes that (i) monthly cash distributions are reinvested in accordance with the Company’s distribution reinvestment plan and (ii) the fractional shares issued pursuant to the distribution reinvestment plan are issued at the then public offering price, net of sales load, on each monthly distribution payment date. Since there is no public market for the Company’s shares, then terminal market value per share is assumed to be equal to net asset value per share on the last day of the period. The Company’s performance changes over time and currently may be different than that shown above. Past performance is no guarantee of future results. Investment performance is presented without regard to sales load that may be incurred by shareholders in the purchase of the Company’s shares of common stock.

(8) The computation of average net assets and average credit facility borrowings during the period is based on the daily value of net assets and borrowing balances, respectively. Ratios are not annualized.

(9) Asset coverage ratio is equal to (i) the sum of (A) net assets at the end of the period and (B) debt outstanding at the end of the period, divided by (ii) total debt outstanding at the end of the period. For purposes of the asset coverage ratio test applicable to the Company as a business development company, the Company regards the TRS total notional amount at the end of the period, less the total amount of cash collateral posted by Halifax Funding under the TRS, as a senior security for the life of the TRS. These data are presented in Note 4 of the condensed consolidated financial statements.

(10) See Note 8 of the condensed consolidated financial statements for further insight into the sources of distributions that contribute to the occurrence of distributions in excess of net investment income.

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11. Revolving Credit Facilities and Borrowings

The following table presents summary information with respect to the Company’s outstanding credit facilities as of June 30, 2013.

Summary of Revolving Credit Facilities as of June 30, 2013
	Deutsche Bank Credit Facility			BNP Credit Facility
Maturity	August 22, 2013 to February 11, 2015			June 29, 2014
Unused Commitment  Fee	0.50% to 0.75%				0.55	%
Stated Interest Rate	L + 1.50% to 2.33%				L+ 1.10%
Borrowing Commitment Amount	$	340,000,000		$	200,000,000
Amount Borrowed as of June 30		69,440,000			100,000,000
Unused Borrowing Commitment Balance as of June 30	$	270,560,000		$	100,000,000
For the three months ended June 30, 2013:
Average Borrowings (1)	$	204,604,835		$	68,421,053
Direct Interest Expense		1,085,710			46,727
Unused Commitment Fees		155,461			18,333
Amortization of Deferred Financing Costs		202,093			21,325
Total Interest Expense	$	1,443,264		$	86,385
Weighted Average Interest Rate		2.15	%		1.29	%

For the six months ended June 30, 2013:
Average Borrowings (1)	$	210,352,597		$	68,421,053
Direct Interest Expense		2,270,330			46,727
Unused Commitment Fees		155,814			18,333
Amortization of Deferred Financing Costs		328,708			21,325
Total Interest Expense	$	2,754,852		$	86,385
Weighted Average Interest Rate		2.19	%		1.29	%

(1) Average borrowings for the BNP Credit Facility are calculated since the inception of the facility, or June 12, 2013.

Deutsche Bank Credit Facility

On February 11, 2013, CCT Funding, Deutsche Bank AG, New York Branch, (“Deutsche Bank”), and the other lenders party thereto entered into an amendment (the “Third Amendment”) to the multi-lender, revolving credit facility (“the Deutsche Bank Credit Facility”) that CCT Funding originally entered into with Deutsche Bank on August 22, 2011. Deutsche Bank is a lender and serves as administrative agent under the Deutsche Bank Credit Facility.

The Third Amendment amended the Deutsche Bank Credit Facility by providing for, among other things, the extension of a new tranche of loan commitments (the “Tranche D Loans”) permitting additional borrowings in an aggregate amount of up to $100,000,000. Pursuant to the Third Amendment, Healthcare of Ontario Pension Plan became a Lender under the Deutsche Bank Credit Facility. The Third Amendment reclassified the prior Tranche B Loans as the “Tranche B2 Loans” and the prior Tranche C Loans as the “Tranche B1 Loans.” As amended, loans under the Deutsche Bank Credit Facility will generally bear interest based on a three-month adjusted LIBOR (“Adjusted LIBOR”) for the relevant interest period (except with respect to the Tranche A Loans, which bear interest based on one-month Adjusted LIBOR), plus a spread. Upfront fees and unfunded commitment fees were also incurred with respect to the Tranche B1 Loans, Tranche B2 Loans and Tranche D Loans under the Third Amendment. As of June 30, 2013, the Company has incurred deferred financing costs of $1,338,036 in connection with arranging and amending the Deutsche Bank Credit Facility.

Under the Deutsche Bank Credit Facility, CCT Funding has made certain representations and warranties and it is required to comply with various covenants, reporting requirements and other customary requirements for credit agreements of this nature. As of June 30, 2013, management believes that the Company was in compliance with the covenants of the Deutsche Bank Credit Facility.

BNP Credit Facility

On June 4, 2013, the Company entered into a committed facility arrangement, which became effective on June 12, 2013, with BNP Paribas Prime Brokerage, Inc. (“BNP”) under which the Company may borrow up to $200,000,000. The BNP Credit Facility consists of a set of agreements (namely, a Committed Facility Agreement by and between the Company and BNP (the “BNP Credit Facility”), a U.S. Prime Brokerage Agreement by and between the Company and BNP and a Special Custody and Pledge Agreement by and among the Company, BNP and State Street Bank and Trust Company (the “Custodian”), each dated as of June 4, 2013), which are collectively referred to herein as the BNP Financing Agreements.

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The Company pledges certain of its assets as collateral to secure borrowings under the BNP Credit Facility. The pledged assets may consist of U.S. cash, U.S. Government securities and other margin-eligible securities acceptable to BNP and the Custodian. Such pledged assets are held in a segregated custody account with the Custodian. The amount of assets required to be pledged by the Company is determined in accordance with the margin requirements described in the BNP Financing Agreements. The Company retains the benefits of ownership of the assets pledged to secure borrowings under the Financing Agreements. As of June 30, 2013, the Company has investments with a fair value of $159,345,198 pledged as collateral under the BNP Credit Facility. Interest is charged at the rate of one month LIBOR plus 1.10% and is payable monthly. The Company also pays an annual commitment fee of 0.55% on any unused commitment amounts. As of June 30, 2013, the Company has incurred deferred financing costs of $413,503 in connection with arranging the BNP Credit Facility.

In connection with the BNP Credit Facility, the Company has made customary representations and warranties and is required to comply with various covenants, reporting requirements and other customary requirements for similar facilities. In addition to customary events of default and facility termination events, the BNP Financing Agreements contain the following additional facility termination events, among others: (a) the occurrence of a default, termination event or similar condition by the Company under third-party contracts above a specified value; (b) any change in BNP’s interpretation of applicable law that, in the reasonable opinion of external counsel to BNP, has the effect of impeding or prohibiting the arrangements under the BNP Financing Agreements; (c) specified material reductions in the Company’s net asset value, including if such net asset value declines at any month-end to less than 50% of its net asset value in effect as of the most recent fiscal year end; (d) any change in the Company’s fundamental investment policies; and (e) the termination of the investment management agreement with the Company’s investment advisor or if the Company’s investment advisor otherwise ceases to act as investment advisor of the Company and is not immediately replaced. The Company may terminate the BNP Credit Facility with 180 days’ notice. If certain margin and collateral requirements, minimum net assets or other covenants are not met, the BNP Credit Facility could be deemed in default and result in termination. Absent a default or facility termination event, BNP is required to provide the Company with 364 days’ notice prior to terminating or amending the BNP Credit Facility. As of June 30, 2013, management believes that the Company was in compliance with the covenants of the BNP Credit Facility.

Under the terms of the BNP Financing Agreements, BNP has the ability to borrow a portion of the pledged collateral (“Rehypothecated Securities”), subject to certain limits. The Company receives a fee from BNP in connection with any Rehypothecated Securities. The Company may designate any security within the pledged collateral as ineligible to be a Rehypothecated Security, provided there are eligible securities within the segregated custody account in an amount equal to the outstanding borrowings owed by the Company to BNP. The Company may recall any Rehypothecated Security at any time and BNP must, to the extent commercially reasonable, return such security or equivalent security within a commercially reasonable period. In the event BNP does not return the security, the Company will have the right to, among other things, apply and set off an amount equal to 100% of the then-current fair market value of such Rehypothecated Securities against any outstanding borrowings owed to BNP under the Financing Agreements. Rehypothecated Securities are marked-to-market daily and if the value of all Rehypothecated Securities exceeds 100% of the outstanding borrowings owed by the Company under the BNP Financing Agreements, BNP may either reduce the amount of Rehypothecated Securities to eliminate such excess or deposit into the segregated custody account an amount of cash equal to such excess. The Company will continue to receive interest and the scheduled repayment of principal balances on Rehypothecated Securities.

12. Guarantees and Commitments

In the normal course of business, the Company may enter into guarantees on behalf of portfolio companies. Under these arrangements, the Company would be required to make payments to third parties if the portfolio companies were to default on their related payment obligations. The Company has no such guarantees outstanding at June 30, 2013 and December 31, 2012. As of June 30, 2013, the Company’s unfunded commitments amounted to $20,150,000 for two loans associated with one portfolio company.

13. Subsequent Events

On July 10, 2013, the Company filed its tender offer statement with the SEC on Schedule TO. The Company is offering to repurchase up to 1,596,287 shares of common stock at a cash price of $9.78 per share.

As of August 9, 2013, the total amount borrowed under the Company’s credit facilities was $334,440,000.

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

The information contained in this section should be read in conjunction with our unaudited condensed consolidated financial statements and related notes thereto appearing elsewhere in this quarterly report on Form 10-Q. In this report, “we”, “our”, “us” and “our company” refer to Corporate Capital Trust, Inc.

STATEMENT REGARDING FORWARD LOOKING INFORMATION

The following information contains statements that constitute forward-looking statements, within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). These statements generally are characterized by the use of terms such as “may,” “should,” “plan,” “anticipate,” “estimate,” “intend,” “predict,” “believe” and “expect” or the negative of these terms or other comparable terminology. Although we believe that the expectations reflected in such forward-looking statements are based upon reasonable assumptions, our actual results could differ materially from those set forth in the forward-looking statements. Some factors that might cause such a difference include the following: the current global economic downturn, increased direct competition, changes in government regulations or accounting rules, changes in local, national and global capital market conditions, our ability to obtain or access credit lines or credit facilities on satisfactory terms, changes in interest rates, availability of proceeds from our offering of shares, our ability to identify suitable investments, our ability to close on identified investments, inaccuracies of our accounting estimates, our ability to locate suitable borrowers to borrow from us on favorable terms to us, and the ability of such borrowers to make payments to us under their respective loans terms and conditions with us. Given these uncertainties, we caution you not to place undue reliance on such statements, which apply only as of the date hereof. We undertake no obligation to publicly release the results of any revisions to these forward-looking statements that may be made to reflect future events or circumstances or to reflect the occurrence of unanticipated events. The forward-looking statements should be read in light of the risk factors identified in the “Risk Factors” section of our annual report on Form 10-K filing for the year ended December 31, 2012.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

Our discussion and analysis of our financial condition and results of operations are based upon our condensed consolidated financial statements which have been prepared in accordance with GAAP. The preparation of these condensed consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses. Changes in the economic environment, financial markets and any other parameters used in determining such estimates could cause actual results to differ.

Our critical accounting policies are described in the notes to the condensed consolidated financial statements. Accordingly see Note 2 to the condensed consolidated financial statements for a description of critical accounting policies. We consider these accounting policies critical because they involve management judgments and assumptions, require estimates about matters that are inherently uncertain and because they are important for understanding and evaluating our reported financial results. These judgments will affect the reported amounts of assets and liabilities and our disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenue and expenses during the reporting periods. With different estimates or assumptions, materially different amounts could be reported in our financial statements.

RECENT ACCOUNTING PRONOUNCEMENTS

See Note 2 to the condensed consolidated financial statements for a description of recently issued accounting pronouncements. We do not believe that any recently issued but not yet effective accounting pronouncements, if adopted, would have a material effect on our condensed consolidated financial statements.

EXECUTIVE OVERVIEW

We are a non-diversified closed-end management investment company that has elected to be treated as a business development company under the 1940 Act. Formed as a Maryland corporation on June 9, 2010, we are externally managed by CNL Fund Advisors Company (“CNL”) and KKR Asset Management LLC (“KKR”), collectively, the “Advisors”, which are responsible for sourcing potential investments, conducting due diligence on prospective investments, analyzing investment opportunities, structuring investments and monitoring our portfolio on an ongoing basis. Both Advisors are registered as investment advisers with the Securities and Exchange Commission (the “SEC”).  CNL also provides the administrative services necessary for us to operate.

We are currently selling shares of our common stock pursuant to a registration statement on Form N-2 (as amended and supplemented, the “Registration Statement”) covering our continuous public offering of up to 150 million shares of common stock for an approximate maximum offering amount of $1.6 billion (the “Offering”). The Registration Statement was declared effective by the SEC on April 4, 2011, at which point the Offering commenced.

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On June 21, 2013, we filed a registration statement on Form N-2 (Registration No. 333-189544) with the SEC in connection with the proposed offering of up to 150 million shares of common stock (the “Follow-On Offering”). The Follow- On Offering will not commence until it is declared effective by the SEC. The terms of the Follow-On Offering are expected to be substantially the same as our Initial Offering; however, our board of directors may determine to revise the terms of the Follow-On Offering prior to its effectiveness, including the offering price per share of our common stock, the maximum number of shares to be registered in the offering or determine not to commence the offering.

Investment Objective and Investment Program

Our investment objective is to provide our shareholders with current income and, to a lesser extent, long-term capital appreciation. We intend to meet our investment objective by investing primarily in the debt of privately owned U.S. companies (also referred to as “portfolio companies”) with a focus on originated transactions sourced through the networks of our Advisors. A substantial portion of our portfolio consists of senior and subordinated debt, which we believe offer opportunities for superior risk-adjusted returns and income generation. Our debt investments may take the form of corporate loans or bonds, may be secured or unsecured and may, in some cases, be accompanied by warrants, options or other forms of equity participation. We may also potentially purchase common or preferred equity interests in our portfolio companies.

As of June 30, 2013, our investment program consisted of two main components.  First, since the inception of our investment activities we have been engaged in the direct purchase of debt securities primarily issued by portfolio companies, and these debt securities were acquired through both secondary market and primary issuance transactions.  We refer to this investment component as our “Investment Portfolio” in this report. Second, beginning in November 2012, we have been increasing our economic exposure to portfolio companies by entering into a total return swap arrangement (“the TRS”) with a commercial bank counterparty and directing the creation of a portfolio of underlying corporate bonds and loans that serve as reference assets under the TRS.We refer to this investment component as our portfolio of TRS reference assetsor “TRS Portfolio” in this report. In the case of our TRS Portfolio, we receive all: (i) realized income and fees and (ii) realized capital gains generated by TRS reference assets.  In return, we must pay quarterly to the TRS counterparty a payment consisting of: (i) realized capital losses and (ii) financing costs that are based on a floating interest rate and the notional amount of TRS reference assets.  At the end of the TRS contract life, we will receive additional economic benefit if the net value of the TRS Portfolio appreciates relative to its notional amount.  Conversely, we will be required to pay the counterparty the amount, if any, by which the net value of the portfolio of TRS reference assets declines relative to its notional amount. We do not own, or have physical custody of, the TRS reference assets. The TRS reference assets are not direct investments by us.

On May 23, 2013 we were granted exemptive relief by the SEC which expanded our ability to co-invest in privately negotiated transactions with other investment funds affiliated with KKR (the “Co-Investment Transactions”).    Accordingly, our Advisors are able to pursue and access investment opportunities where:

(i) the business terms for investing debt and equity capital in the portfolio company are negotiated in all respects,

(ii) KKR or one or more of its affiliates is directly sourcing and negotiating the business terms of the Co-Investment Transaction, and

(iii) we can establish and liquidate our investment position alongside other investment funds that are managed by KKR or that represent affiliates of KKR.

Our Advisors expect that these Co-Investment Transactions will represent an increasing portion of the Investment Portfolio and therefore we can expect some of the following changes as a result of more emphasis on Co-Investment Transactions as another means to invest in the debt securities issued by portfolio companies:

· An increase in the proportion of debt investments of portfolio companies that are originated directly by KKR and its affiliates as primary market negotiated transactions, and a commensurate reduction in the proportion of our portfolio that is comprised of debt investments that are acquired and liquidated through secondary market transactions, thereby altering the liquidity characteristics of our Investment Portfolio;

· An increase in the average amount invested per portfolio company as a result of (i) a reduction in the overall number of portfolio companies held in the Investment Portfolio and (ii) the  likely increase in the average amount of capital that is committed to primary market negotiated transactions, including Co-Investment Transactions, thereby altering the investment diversification and concentration characteristics of our Investment Portfolio;

· An increase in the number of investments and the proportion of our portfolio that will rely on valuation inputs that are unobservable and where initially there is little, if any, market activity for the Co Investment Transaction, thereby relying to a greater extent on the Company’s board of directors to determine in good faith the fair value of an increasing number of our investments, including Co-Investment Transactions in accordance with the our valuation policies and procedures;

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· The addition of new borrowing arrangements, including secured credit facilities and unsecured debt issuance, to finance Co-Investment Transactions with borrowed capital in addition to equity capital available to us, while adhering to the borrowing limitations that already apply to us and other business development companies pursuant to the 1940 Act.

 The level of our investment activity can and does vary substantially from period to period depending on many factors, including: the demand for debt from creditworthy privately owned U.S. companies, the level of merger, acquisition and refinancing activity involving private companies, the availability of credit to finance transactions, the general economic environment, the competitive investment environment for the types of investments we currently seek and intend to seek in the future, the amount of equity capital we raise from offering common stock in our company and the amount of capital we may borrow under our revolving credit facilities.

As a business development company, we are required to comply with certain regulatory requirements. For instance, we may not acquire any assets other than “qualifying assets” specified in the 1940 Act unless, at the time the acquisition is made, at least 70% of our total assets are qualifying assets (with certain limited exceptions). Qualifying assets include investments in “eligible portfolio companies.” Under the relevant SEC rules, the term “eligible portfolio company” includes all private companies, companies whose securities are not listed on a national securities exchange, and certain public companies that have listed their securities on a national securities exchange and have a market capitalization of less than $250 million. These rules also permit us to include as qualifying assets certain follow-on investments in companies that were eligible portfolio companies at the time of initial investment but that no longer meet the definition of eligible portfolio company at the time of the follow-on investment.

Revenues

We generate revenue primarily in the form of interest on the debt securities of portfolio companies that we acquire and hold for investment purposes. Our investments in debt securities generally have an expected maturity of three to ten years, although we have no lower or upper constraint on maturity, and we typically earn interest at a fixed or floating rates. Interest on our debt securities is generally payable to us quarterly or semi-annually. In some cases, our debt investments may partially defer cash interest payments with payment-in-kind provisions. Any outstanding principal amount of our debt securities and any accrued but unpaid interest will generally become due at the maturity date. In addition, we may generate revenue in the form of prepayment fees, commitment fees, origination fees, and fees for providing significant managerial assistance.  While the reference assets underlying the total return swap agreements generate interest income and fees, such amounts, net of the financing amounts we pay quarterly to the TRS counterparty, are recorded as realized gains pursuant to GAAP when payable to us.

Operating Expenses

Our primary operating expenses include the payment of a base management fee and, depending on our operating results, performance-based incentive fees, reimbursable expenses under the investment advisory agreement, interest expense and financing fees, amortization of deferred offering expenses, fund administrative expenses, and third-party expenses incurred under the administrative services agreement and custody/accounting agreements. The base management fee and performance-based incentive fees compensate the Advisors for their efforts and resources in identifying, evaluating, negotiating, closing and monitoring our investments. We bear all other costs and expenses of our operations and investment transactions.

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FINANCIAL AND OPERATING HIGHLIGHTS

At June 30, 2013 ($ in millions except per share data)
Total consolidated assets	$	1,409.92
Adjusted total assets (Total consolidated assets net of payable for investments purchased)	$	1,189.31
Investment in portfolio companies	$	1,139.12
Borrowings - credit facilities	$	169.44
Borrowings - TRS deemed senior securities	$	33.03
Net assets	$	1,012.02
Average net assets	$	808.28
Average credit facility borrowings	$	217.53
Net asset value per share	$	9.78
Leverage ratio (Borrowings/Adjusted total assets) as of June 30, 2013		17	%
Weighted average asset coverage ratio (six months ended June 30, 2013)		3.51
Portfolio Activity for the Six Months Ended June 30, 2013 ($ inmillionsexceptpersharedata)
Cost of investments purchased	$	785.21
Sales, principal payments and paydown proceeds	$	348.20
Net investment income	$	14.97
Net realized gains on investments, derivative instruments and foreign currency transactions	$	6.84
Net change in unrealized appreciation on investments, derivative instruments and foreign currency translation	$	5.02
Net increase in net assets from operations	$	26.84
Total distributions declared	$	31.54
Net investment income before incentive fees per share	$	0.18
Net investment income per share	$	0.18
Earnings per share	$	0.33
Distributions declared per share outstanding for the entire period	$	0.39
Common Stock Offering Summary for the Six Months Ended June 30, 2013
(All amounts in millions except per share data)
Gross proceeds	$	430.66
Net proceeds to Company	$	406.74
Average net proceeds per share	$	9.95
Shares issued in connection with common stock offering		39.28

BUSINESS ENVIRONMENT

Over the second quarter of 2013 the market’s uncertainty regarding future U.S. monetary policy precipitated in a sell-off, and will likely continue to shape the performance of high yield bonds and bank loans over the remainder of the year.  Fundamentals and robust credit underwriting remain a priority as recent market driven volatility caused default rates to trend higher from their post credit-crisis lows.  In the second quarter, bond funds, which are more subject to interest-rate risk than loan funds, experienced outflows while capital inflows into loan funds remained steady.  While we expect that floating rate bank loans will remain a significant percentage of our portfolio, the backup in bond yields created an attractive re-entry point to selectively increase allocations to high yield bonds during the three months ended June 30, 2013. Further, market volatility and increasing merger and acquisition activity has begun to tilt investment yields back into lenders' favor and over the next few quarters we expect that proprietary deals of Co-Investment Transactions will be an increasing part of our investment strategy over the next few quarters.

The combination of interest rate increases and bond fund cash outflows led the bond market to losses this quarter while loans were less affected due to their floating rate nature and cash inflows into loan funds. The S&P Leveraged Loan Index, a measure of senior secured debt, increased 0.19% during the second quarter of 2013 and the Merrill Lynch High Yield Master II, a measure of subordinated debt, decreased 1.35% over the same period. Three-month LIBOR, a common base rate for loans, continued its descent in the second quarter by decreasing 1 basis point (“bps”) from last quarter and 19 bps from the same period last year, to finish the period at 0.27%. The five-year US Treasury note interest yield, a common benchmark for bond yield comparisons, continued its ascent by increasing 64 bps for the quarter and 69 bps over the trailing 12 months, to finish the period at 1.41%.

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PORTFOLIO AND INVESTMENT ACTIVITY

Portfolio Investment Activity for the Three Months Ended June 30, 2013

The following table summarizes our investment activity for the three months ended June 30, 2013, excluding our short term investments.

	Investment Activity Summary for the Three Months Ended June 30, 2013 ($ inmillions)
	Investment Portfolio		TRS Portfolio
Total Fair Value	$	1,139.12	$	138.82
Incremental Investment Activity	$	549. 05	$	100.24
Investment Sales	$	238.98	$	267.57
No. Portfolio Companies		98		30
Portfolio Company Additions		27		11
Portfolio Company Exits		57		54
No. Debt Investments		121		32
Debt Investment Additions		43		14
Debt Investment Exits		89		67
No. Equity Investments		1		—

While the Investment Portfolio and the TRS Portfolio are accounted for, and presented as, two distinct portfolios, the two portfolios had 15 debt investment positions and 19 portfolio companies in common as of June 30, 2013. The fair value of our Investment Portfolio, excluding our short term investments, increased by 33% during the three months ended June 30, 2013 primarily due to an increase in equity capital available for investment; the fair value of our TRS Portfolio decreased by 60% during the same period, primarily due to a substantial deletion and liquidation of reference assets in the TRS Portfolio.  More importantly, the overall changes in the (i) the number of portfolio companies, (ii) the number of debt investments and (iii) the relative allocation of investment activity between the Investment Portfolio and the TRS Portfolio during the three months ended June 30, 2013 were the result of opportunistic harvesting of unrealized gains and portfolio strategic repositioning activities conducted by our Advisors that will allow us to invest in primary market negotiated Co-investment Transactions and other originated transactions. We invested $46.73 million in one Co-Investment Transaction during the three months ended June 30, 2013 (Polyconcept).

The following information consists of additional segmentation analysis of our Investment Portfolio and TRS Portfolio based on asset categories and debt investment characteristics. However, our investment program is not managed with any specific asset category target goals.

The next table summarizes the composition of our Investment Portfolio and our TRS Portfolio based on fair value as of June 30, 2013, excluding our short term investments.

	Fair Value Summary As of June 30, 2013
Asset Category	Investment Portfolio at Fair Value		Percentage of Investment Portfolio			TRS Portfolio at Fair Value		Percentage of TRS Portfolio
Senior debt securities:
First lien	$	478,373,824		42.0	%	$	70,882,995		51.1	%
Second lien		325,117,803		28.5			22,547,962		16.2
Secured bonds		9,053,309		0.8			7,007,904		5.1
Total senior debt securities		812,544,936		71.3			100,438,861		72.4
Subordinated debt securities		325,955,313		28.6			38,382,047		27.6
Total debt securities		1,138,500,249		99.9			138,820,908		100.0
Common stock		623,982		0.1			—		—
Total	$	1,139,124,231		100.0	%	$	138,820,908		100.0	%

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The next table summarizes the composition of our Investment Portfolio based on amortized cost and the TRS Portfolio based on notional amount as of June 30, 2013. The primary investment concentrations include (i) senior debt and (ii) subordinated debt securities. The debt investments in our Investment Portfolio were purchased at an average price of 99.6% of par value.

	Investment Portfolio Cost and TRS Notional Amount Summary As of June 30, 2013
Asset Category	Investment Portfolio at Amortized Cost		Percentage of Investment Portfolio			TRS Portfolio at Notional Amount		Percentage of TRS Portfolio
Senior debt securities:
First lien	$	476,717,445		42.0	%	$	71,240,759		50.5	%
Second lien		321,439,329		28.4			22,190,964		15.8
Secured bonds		8,772,522		0.8			7,105,480		5.0
Total senior debt securities		806,929,296		71.2			100,537,203		71.3
Subordinated debt securities		326,475,384		28.8			40,438,595		28.7
Total debt securities		1,133,404,680		100.0			140,975,798		100.0
Common stock		448,908		0.0			—		—
Total	$	1,133,853,588		100.0	%	$	140,975,798		100.0	%

The next table presents a summary of interest rate and maturity statistics for the debt investments, based on par value, in our Investment Portfolio and the TRS Portfolio as of June 30, 2013.

	Investment Portfolio as of						TRS Portfolio as of
Floating interest rate debt investments:	June 30, 2013			December 31, 2012			June 30, 2013			December 31, 2012
Percent of portfolio		60.5	%		57.8	%		58.8	%		74.2	%
Percent of floating rate debt investments with interest rate floors		88.0	%		87.3	%		100.0	%		87.0	%
Weighted average interest rate floor		1.2	%		1.3	%		1.2	%		1.2	%
Weighted average coupon spread		673	bps		595	bps		528	bps		433	bps
Weighted average years to maturity		5.5			5.2			2.0			5.8
Fixed interest rate debt investments:
Percent of portfolio		39.5	%		42.2	%		41.2	%		25.8	%
Weighted average coupon rate		9.8	%		9.5	%		7.3	%		8.3	%
Weighted average years to maturity		5.6			5.6			7.4			7.0

All of our floating interest rate debt investments have index reset frequencies of less than twelve months with the majority resetting at least quarterly.  The three-month LIBOR, the most prevalent index employed among our floating interest rate debt investments, ranged between 0.272% and 0.282% during the three months ended June 30, 2013 and the terminal value was 0.273% on June 28, 2013.

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As of June 30, 2013, our Investment Portfolio of 98 portfolio companies was diversified across 21 industry classifications, as compared to our Investment Portfolio as of December 31, 2012 that consisted of 126 portfolio companies diversified across 23 distinct industry classifications.  As of June 30, 2013, the TRS Portfolio consisted of 30 portfolio companies diversified across 14 distinct industry classifications, as compared to our TRS Portfolio as of December 31, 2012 that consisted of 47 portfolio companies diversified across 18 distinct industry classifications. The next table presents a diversification summary of our Investment Portfolio and TRS Portfolio arranged by industry classifications at June 30, 2013 and December 31, 2012.

	Investment Portfolio as of						TRS Portfolio as of
Industry Classification	June 30, 2013			December 31, 2012			June 30, 2013			December 31, 2012
Software & Services		12.4	%		9.1	%		13.4	%		15.6	%
Media		10.6			11.0			6.8			13.8
Technology Hardware & Equipment		10.5			7.8			17.2			2.4
Insurance		9.8			6.2			1.7			1.8
Materials		9.4			9.9			5.8			3.7
Consumer Durables & Apparel		8.1			1.0			1.9			0.9
Capital Goods		7.8			13.7			7.1			15.0
Retailing		5.1			9.2			7.4			2.6
Food, Beverage & Tobacco		5.0			1.3			10.5			—
Health Care Equipment & Services		3.7			6.2			6.6			7.7
Telecommunication Services		3.6			4.1			11.0			8.2
Consumer Services		2.6			3.7			—			5.4
Remaining Industries		11.4			16.8			10.6			22.9
Total		100.0	%		100.0	%		100.0	%		100.0	%

Our Investment Portfolio may contain loans that are in the form of lines of credit, unfunded delayed draw loan commitments or revolving credit facilities, which require us to provide funding when requested by portfolio companies in accordance with the terms of the underlying loan agreements. As of June 30, 2013, we had two unfunded loan commitments (one portfolio company) that totaled $20,150,000.  We maintain sufficient liquidity in the form of cash on hand, cash proceeds from unsettled liquidated investments, and borrowing capacity under our revolving credit facilities to fund such unfunded loan commitments should the need arise.

We neither “control” nor are we an “affiliated person” (each as defined in the 1940 Act) of any of our portfolio companies. Under the 1940 Act, we generally would be presumed to “control” a portfolio company if we own beneficially, either directly or through one or more controlled companies, 25% or more of its voting securities; and generally would be an “affiliated person” of a portfolio company if we directly or indirectly own or otherwise control 5% or more of its voting securities

LIQUIDITY AND CAPITAL RESOURCES

Offering of Common Stock

On June 23, 2010, we filed our Registration Statement with the SEC to register the Offering. The Offering, which relates to the offer and sale on a continuous basis of up to 150 million of shares of common stock, commenced on April 4, 2011 when the Registration Statement was declared effective. We raised net proceeds of $220.29 million and $406.74 million during the three and six months ending June 30, 2013, respectively. As of June 30, 2013, we have raised net proceeds of $1,015.87 million through the sale of 103.66 million shares of common stock since we commenced our Offering, including the reinvestment of distributions into shares of our common stock.

Credit Facilities

We borrow funds to invest alongside the equity capital proceeds of our Offering to increase our investment positions in portfolio companies and to further diversify the number of portfolio company investment positions. We may issue “senior securities,” including borrowing money from banks or other financial institutions only in amounts such that our asset coverage, as defined in the 1940 Act, equals at least 200% after such borrowing incurrence or issuance of our corporate debt securities, if any.

In 2011, our wholly-owned special purpose financing subsidiary CCT Funding LLC (“CCT Funding”) entered into a revolving credit facility agreement as amended, the “Deutsche Bank Credit Facility”) with Deutsche Bank AG, New York Branch (“Deutsche Bank”). At the time CCT Funding initially entered into the Deutsche Bank Credit Facility, Deutsche Bank was the sole initial lender. On February 11, 2013, CCT Funding, Deutsche Bank and a second lender entered into an amendment (the “Third Amendment”) to the Deutsche Bank Credit Facility.  The Third Amendment amended the Deutsche Bank Credit Facility by providing for, among other things, the extension of a new tranche of loan commitments (the “Tranche D Loans”) permitting additional borrowings in an aggregate amount of up to $100.00 million. Pursuant to the Third Amendment, Healthcare of Ontario Pension Plan became a Lender under the Deutsche Bank Credit Facility.

CCT Funding has appointed us to manage its investment portfolio pursuant to the terms of an investment management agreement. CCT Funding’s obligations to the lenders under the Deutsche Bank Credit Facility are secured by a first priority security interest in substantially all of the assets of CCT Funding. The obligations of CCT Funding under the revolving credit facility are non-recourse to us. Approximately 66% of our total Investment Portfolio, including money market investments, was held as collateral at CCT Funding under the Deutsche Bank Credit Facility as of June 30, 2013.

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The Deutsche Bank Credit Facility currently provides for borrowings in an aggregate amount up to $340.00 million.  We have incurred costs of $1.34 million in connection with arranging and amending the Deutsche Bank Credit Facility, primarily consisting of upfront commitment and legal fees.  We have recorded these costs as deferred financing costs on our condensed consolidated statement of assets and liabilities and we amortize these costs to interest expense over the life of the credit facility.  As of June 30, 2013, $0.82 million of such deferred financing costs had yet to be amortized to interest expense.

As of June 30, 2013, $69.44 million was borrowed and outstanding as Tranche A Loans. The unused commitment balances were $5.56 million, $65.00 million, $100.00 million and $100.00 million under the Tranche A Loans, Tranche B1 Loans, Tranche B2 Loans and Tranche D Loans commitments, respectively. For the three months and six months ending June 30, 2013, our all-in cost of financing for the Deutsche Bank Credit Facility, including fees and expenses, was 2.86% and 2.66%, respectively.

On June 4, 2013, we entered into a committed facility arrangement (the “BNP Credit Facility”), which became effective on June 12, 2013, with BNP Paribas Prime Brokerage, Inc. (“BNP”) under which we may borrow up to $200 million.  The BNP Credit Facility is secured by certain assets in our portfolio that have been pledged as collateral.  The amount of assets that we are required to pledge is determined in accordance with the margin requirements of the BNP Credit Facility. Approximately 13% of our total Investment Portfolio, including money market investments, was pledged as collateral under the BNP Credit Facility as of June 30, 2013. Interest is charged at the annual rate of one month LIBOR plus 1.10% and is payable monthly. The Company also pays an annual commitment fee of 0.55% on any unused commitment amounts.

As of June 30, 2013, $100.00 million was borrowed and outstanding under the BNP Credit Facility. For the three months and six months ending June 30, 2013, our all-in cost of financing for the BNP Credit Facility, including fees and expenses, was 2.46%. We have incurred costs of $0.41 million in connection with arranging the BNP Credit Facility, primarily consisting of upfront commitment and legal fees.  We have recorded these costs as deferred financing costs on our condensed consolidated statement of assets and liabilities and we amortize these costs to interest expense over the initial term of the credit facility.  As of June 30, 2013, $0.39 million of such deferred financing costs had yet to be amortized to interest expense.

As of June 30, 2013, the ratio of total credit facility borrowings-to-adjusted total assets was 14%. (Adjusted total assets is equal to total consolidated assets excluding payable for investments purchased.) We will continue to draw on the revolving credit facilities and combine borrowed funds with equity capital to increase and expand our investment positions in portfolio companies. Additionally, we may further increase the aggregate borrowing commitment in the future beyond the current amount of $540.00 million that is available to us from two revolver credit facilities, and/or we may add additional credit arrangements.  See “Note 11 Revolving Credit Facilities and Borrowings”in our condensed consolidated financial statements for additional disclosures regarding our credit facilities.

Total Return Swaps

On November 15, 2012, Halifax Funding LLC, (“Halifax Funding”) our wholly-owned, special purpose financing subsidiary, entered into a TRS arrangement with The Bank of Nova Scotia (“BNS”).  Our TRS arrangement with BNS consists of a set of agreements (namely, an ISDA 2002 Master Agreement, together with the Schedule thereto and Credit Support Annex to such Schedule, by and between Halifax Funding LLC and BNS, and a Confirmation Letter Agreement by and between Halifax Funding and BNS, and a tri-party custodian agreement between Halifax Funding and BNS and The Bank of Nova Scotia Trust Company of New York , each dated as of November 15, 2012), and are collectively referred to herein as the TRS Agreements. Under the terms of the TRS Agreements, each reference asset in the TRS portfolio constitutes a separate total return swap transaction, although all calculations, payments and transfers required to be made under the TRS are calculated and treated on an aggregate basis, based upon all such transactions.

Pursuant to the terms of the TRS Agreements, Halifax Funding may select single-name corporate loans and bonds and create a TRS portfolio with a maximum aggregate notional amount of $500.00 million. Halifax Funding is required to initially cash collateralize a specified percentage of each loan or bond (generally, at least 40% of the notional amount of such loan or bond) in accordance with margin requirements stipulated in the TRS Agreements.

Pursuant to Halifax Funding’s limited liability company operating agreement, we act as the manager of Halifax Funding and exercise Halifax Funding’s rights under the TRS, including selecting the specific loans or bonds to be included in, or deleted from, the TRS Portfolio. The loans and/or bonds selected by Halifax Funding for purposes of inclusion in the TRS Portfolio are selected by us in accordance with our investment objective.  Each selected loan or bond, and the TRS Portfolio taken as a whole, must also meet criteria described in the TRS Agreements.  BNS, as calculation agent, determines whether each loan or bond complies with the TRS portfolio criteria. Halifax Funding receives quarterly from BNS all collected interest and fees from the portfolio of TRS reference assets. Halifax Funding pays to BNS interest at a rate equal to the three-month LIBOR+0.80% per annum if the initial investment amount (i.e., posted cash collateral) equals or exceeds 50% of the notional amount, or three-month LIBOR+1.00% if the initial investment amount is less than 50% of the TRS notional amount. In addition, upon the sale or repayment of any TRS reference asset, Halifax Funding will either receive from BNS the realized gain in the value of such reference asset relative to its notional amount, or pay to BNS any realized loss in the value of the reference asset relative to its notional amount.  The required amount of collateral may exceed 50% of the notional amount in the event that reference asset(s) or groupings of assets exceed certain portfolio concentration threshold.

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Under the terms of the TRS Agreements, Halifax Funding may be required to post additional collateral, on a dollar-for-dollar basis, in the event of depreciation in the value of the portfolio of TRS reference assets after such value decreases below a specified amount. The minimum additional collateral that Halifax Funding is required to post pursuant to the TRS Agreements is equal to the amount required to ensure that the value of the TRS credit support is equal to 25% of the value of the TRS Portfolio.

The obligations of Halifax Funding under the TRS Agreements are non-recourse to us and our exposure under the TRS Agreements is limited to the amount of collateral that is posted pursuant to the terms of the TRS Agreements. We have no contractual obligation to post any collateral or to make any payments on behalf of Halifax Funding to BNS.  We may, but are not obligated to, increase our equity capital investment in Halifax Funding for the purpose of funding any additional collateral or payment obligations for which Halifax Funding may become obligated during the term of the TRS Agreements. If we do not make any such additional equity capital investment in Halifax Funding and Halifax Funding fails to meet its obligations under the TRS Agreements, then BNS will have the right to terminate the TRS Agreements and seize the collateral posted by Halifax Funding. In the event of an early termination of the TRS, Halifax Funding would be required to pay an early termination fee.

All collateral required to be posted under the TRS Agreements is held in the custody of The Bank of Nova Scotia Trust Company of New York, as custodian (the “Custodian”). The Custodian will maintain and perform certain custodial services with respect to the collateral pursuant to a custodian agreement (the “BNS Custodian Agreement”) among us, Halifax Funding, BNS, and the Custodian. The BNS Custodian Agreement and the obligations of the Custodian will continue until BNS has notified the Custodian in writing that all obligations of the Halifax Funding under the TRS Agreements have been satisfied.

In connection with the TRS Agreements, Halifax Funding has made customary representations and warranties and is required to comply with various covenants, financial reporting requirements and other customary requirements for similar facilities. In addition to customary events of default and termination events, the TRS Agreements contain the following additional termination events, among others: (a) the occurrence of an event that materially and adversely affects us and that BNS reasonably believes could also materially impair Halifax Funding’s ability to perform its obligations under the TRS Agreements; (b) a regulatory or judicial authority’s initiation of a proceeding for financial fraud or criminal wrongdoing against us that is reasonably likely to adversely impact the risk profile of an investment in or loan to Halifax Funding; (c) specified material reductions in Halifax Funding’s net asset value, including if, at any time, such net asset value declines to less than 50% of its net asset value in effect either as of the last day of the preceding calendar year or as of the date of the TRS Agreements; (d) Halifax Funding’s material amendment to, or material failure to comply with, its investment strategies or restrictions, to the extent that, in light of such amendment or non-compliance, BNS reasonably expects Halifax Funding to be unable to observe its obligations under the TRS Agreements; and (e) if, at any time, out of a group of seven specifically identified key KKR personnel, fewer than four continue to be partners, members, directors or employees of KKR or serve investment or risk assessment roles in respect of KKR.

For purposes of the asset coverage ratio test applicable to us under the 1940 Act as a business development company, we treat the difference between (i) the TRS notional amount, and (ii) the actual amount of cash collateral posted by Halifax Funding under the TRS, as a senior security for the life of the TRS Agreements. Further, for purposes of determining our compliance with the 70% qualifying asset requirement of Section 55(a) under the 1940 Act, we treat a TRS reference asset as a qualifying asset if the obligor associated with the TRS reference asset is an eligible portfolio company and as a non-qualifying asset if the obligor is not an eligible portfolio company.

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Distributions Paid and Declared

We pay our monthly distributions in the form of cash. Shareholders may elect to reinvest their distributions as additional shares of our common stock under our distribution reinvestment plan. Any distributions reinvested under our distribution reinvestment plan remain taxable to the U.S. shareholder.

The following table reflects the cash distributions per share and the total amount of distributions that we have declared on our common stock during the three and six months ended June 30, 2013:

	Per Share		Amount
For the three months ended June 30, 2013	$	0.195052	$	17,807,1544
For the six months ended June 30, 2013		0.390104		31,542,6455

Approximately 50% of the distributions we paid in the six-month period ended June 30, 2013 were reinvested in shares of our common stock at the prevailing net offering price per share at the time of distribution payments and represent an additional source of capital to invest in portfolio companies. See Note 8 to the condensed consolidated financial statements for a discussion of the sources of distributions on a GAAP basis.  Paid distributions that exceed taxable income available for distributions are recorded as a return of capital to our shareholders and that final determination is conducted after the end of the calendar year.  The next table presents potential additional sources of taxable income available for distributions, estimated as of June 30, 2013; events subsequent to June 30, 2013 may materially alter the year-end book-tax adjustments that ultimately determine the sources of required and paid distributions.

For the six months ended June 30, 2013	Amount ($ millions)
Ordinary income component of tax basis accumulated earnings	$	0.82
Unearned performance-based incentive fees		0.14
Offering expenses		2.64
Net change in unrealized appreciation on total return swaps		4.61
Net change in unrealized appreciation on foreign currency forward contracts		1.40
Total of other sources available for distributions (1)	$	9.61

(1) The above table does not present all adjustments to calculate taxable income available for distributions.  The final determination of taxable income, as well as the tax classifications of the 2013 calendar year paid distributions, is made annually at the end of the year. See Note 8 to the condensed consolidated financial statements.

We estimate that 99.5% of our distributions paid in the six months ended June 30, 2013 were covered by estimated taxable income available for distributions.  We routinely disclose the sources of paid distributions to our shareholders on periodic reports that accompany (i) quarterly account statements and (ii) monthly distribution checks that are prepared and directly sent by our transfer agent to our shareholders. We do not expect to use equity capital or borrowed funds to pay distributions to shareholders nor do we expect our shareholders to incur a return of capital on a tax basis in connection with paid distributions for the full 2013 calendar year.

On June 17, 2013, our board of directors declared a distribution of $0.015004 per share for nine record dates beginning July 2, 2013 and ending on August 27, 2013. The distributions will be paid to shareholders at the end of each month.

RESULTS OF OPERATIONS

RESULTS COMPARISONS FOR THE THREE MONTHS ENDED JUNE 30, 2013 AND 2012

Set forth below are our results of operations for the three months ended June 30, 2013 and June 30, 2012. The growth of our Investment Portfolio since June 30, 2012 is primarily due to  the increase in equity capital from our Offering, and this increase in both (i) capital available for investment, including borrowed funds, and (ii) investment activity contributed to significant increases in investment income, operating expenses, net investment income and net assets between the comparative periods, as discussed below.

Investment income

Investment income for the three months ended June 30, 2013 and 2012 was $20.53 million and $6.25 million, respectively.  The largest component of investment income was interest income of $19.50 million and $6.25 million for the three months ended June 30, 2013 and 2012, respectively. The increase in interest income is due primarily to the growth of our Investment Portfolio over the last year. Incremental amounts of equity capital that we received as net proceeds from our Offering on a weekly basis were deployed throughout the three-month period ended June 30, 2013 in the acquisition of investment securities issued by portfolio companies. We also generated fee income of $0.93 million during the three months ended June 30, 2013, earned as structuring service fees in connection with Co-Investment Transactions. We did not earn any fee income during the three months ended June 30, 2012. We expect our Investment Portfolio to continue to grow during the remainder of 2013 and, accordingly, we believe that reported investment income for the three months ended June 30, 2013 is not representative of our stabilized performance or our future performance. We expect further increases in investment income in future periods due to (i) an increasing proportion of investments held for the entire period relative to the proportion of incremental net investment activity during each quarter, (ii) a growing base of investments in portfolio company that we expect to result from the expected increases in equity capital available to us for investment purposes from our Offering and (iii) additional structuring service fees that may be earned on Co-Investment Transactions. The interest income earned by the TRS reference assets is not included in investment income in the condensed consolidated statements of operations, but rather it is included in the fair value of the TRS, and eventually recorded as part of realized gain or loss on derivative instruments in connection with quarterly TRS settlement payments.

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Operating expenses

Our total operating expenses were $6.97 million and $3.13 million for the three months ended June 30, 2013 and 2012, respectively. Our operating expenses included $6.49 million and $1.62 million in base management fees attributed to the investment advisory services of our Advisors for the three months ended June 30, 2013 and 2012, respectively. Our Advisors are also eligible to receive incentive fees based on performance. We recorded a reduction in performance-based incentive fee expense of $4.07 million and $0.34 million for the three months ended June 30, 2013 and 2012, respectively. This expense reduction was directly attributable to our net realized and unrealized loss of approximately $10.17 million and $1.64 million in the three months ended June 30, 2013 and 2012, respectively, since our accrual for incentive fees on capital gains tracks the overall changes in our realized and unrealized gains (losses). Additionally, we recently implemented a change in the computation of performance-based incentive fees that effectively reduces the amount of incentive fees on capital gains that the Advisors can earn from the TRS investment and this change partly contributed to a reduction in performance incentive fees in the three months ended June 30, 2013.  As discussed in “Note 6. Agreements and Related Party Transactions” in our condensed consolidated financial statements, the calculation of performance-based incentive fees disregards any net realized and unrealized gains associated with the TRS interest spread.  See the Results Comparisons for the Six Months Ended June 30, 2013 and 2012 for a discussion of whether the cumulative performance-based incentive fees were earned and payable to our Advisors.

We recorded interest expense of $1.54 million and $0.51 million for the three months ended June 30, 2013 and 2012, respectively, primarily in connection with borrowings under our revolving credit facilities. The increase in interest expense is attributable to the increase in our weighted average debt outstanding to $218.89 million during the three months ended June 30, 2013 as compared to $66.62 million during the three months ended June 30, 2012.

Our other operating expenses for the three months ended June 30, 2013 and 2012 include $1.55 million and $0.08 million in offering expense, $0.48 million and $0.26 million in administrative services expenses, $0.32 million and $0.35 million in professional services expense, $0.13 million and $0.03 million in custodian and accounting fees, $0.08 million and $0.05 million in director fees and expenses and $0.45 million and $0.20 million in other expenses, respectively.  We also incurred organization expenses of $0.37 million during the three months ended June 30, 2012.

As our asset base and number of shareholders have grown, our general and administrative expenses have increased accordingly, but at a slower rate compared to the growth rate in the asset base. We expect certain variable operating expenses to continue to increase due to the anticipated growth in the size of our asset base and the number of active shareholder accounts. During the three months ended June 30, 2013, the annualized ratio of core operating expenses (excluding investment advisory fees, interest expense and reimbursement of organization and offering expenses, and including net expense support) to average net assets was 0.65%, as compared to 1.26% for the three months ended June 30, 2012.  A significant portion of operating expenses for the three months ended March 31, 2012 was offset by the Advisors’ Expense Support Payments (as defined and discussed below under “—Contractual Obligations —Expense Support Agreement”). Incentive fees and interest expense, among other things, may also increase or decrease our overall operating expenses and expense ratios relative to comparative periods depending on portfolio performance, an increase or reduction in borrowed funds, and changes in LIBOR base interest rates, among other factors.

Expense Support Payments and Reimbursement Payments - Expense Support Payments from the Advisors were $0.63 million and we accrued $0.30 million as probable Reimbursement Payment obligation for the three months ended June 30, 2012. The provisions of the Expense Support Agreement that provide for Expense Support Payments from the Advisors to us were not extended beyond June 30, 2012, and therefore there were no Expense Support Payments from the Advisors for the three months ended June 30, 2013.  Additionally, we paid $1.83 million and accrued $1.14 million for the three months ended March 31, 2013 as probable Reimbursement Payment obligation relative to the cumulative Expense Support Payments of $2.97 million. Accordingly, our payments and accrual of Reimbursement Payments equals 100% of cumulative Expense Support Payments as of June 30, 2013 and there were no further accruals of Reimbursement Payments during the three months ended June 30, 2013.  (See “—Contractual Agreements, —Expense Support Agreement,” below for further details about the Expense Support Agreement. Also see “Note 6. Agreements and Related Party Transactions” included within our condensed consolidated financial statements for additional disclosures regarding the Expense Support Payments and Reimbursement Payments.)

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Net investment income

Our net investment income totaled $13.57 million ($0.15 per share) and $3.71 million ($0.17 per share) for the three months ended June 30, 2013 and 2012, respectively. The primary drivers of variation in net investment income per share are (i) the significant decrease in performance-based incentive fees during the three month period ended June 30, 2013 and (ii) the receipt of expense support payments from Advisors in the three months ended June 2012.  The decline in net investment income per share can also be partly attributed to the TRS Portfolio, which is not a contributor to GAAP net investment income since the  TRS Portfolio collected and accrued interest income and TRS financing charges are included in the TRS fair value, and eventually recorded as part of realized gain or loss on derivative instruments in connection with quarterly TRS settlement payments.  The table below shows net investment income and net investment income per share for the three months ended June 30, 2013 and 2012, before the effects of unearned performance-based incentive fees and expense support, which we refer to as adjusted net investment income (non-GAAP).

	For the three months ended June 30, ($ millions)
	2013			2012
Net Investment Income (GAAP)	$	13.57		$	3.71
Unearned performance-based incentive fees		(4.07	)		(0.34	)
Reimbursement of expense support		—			0.03
Expense support		—			(0.63	)
Adjusted Net Investment Income (non-GAAP)	$	9.50		$	2.77
Net Investment Income Per Share	$	0.15		$	0.17
Adjusted Net Investment Income Per Share	$	0.10		$	0.13

Net realized gain

We sold investments and received principal payments of $238.98 million and $17.68 million, respectively, during the three months ended June 30, 2013, from which we realized net gains of $3.58 million.  Our net realized gain on derivative instruments of $1.78 million for the three months ended June 30, 2013 was comprised of a $2.29 million realized gain on the TRS and a $0.51 million realized loss on foreign currency forward contracts.  The net realized loss on foreign currency transactions was an additional $0.41 million. We sold investments and received principal payments of $17.27 million and $7.03 million, respectively, during the three months ended June 30, 2012, from which we realized a net gain of $0.54 million.  We also realized a net gain on foreign currency transactions of $0.05 million during the three months ended June 30, 2012.

Net unrealized appreciation or depreciation

For the three months ended June 30, 2013, the net change in unrealized depreciation on investments totaled $14.47 million, the net change in unrealized depreciation on derivative instruments totaled $0.63 million and the net change in unrealized depreciation on foreign currency translation totaled $0.02 million. The change in unrealized appreciation on investments was primarily driven by price declines in our fixed rate debt investments, which resulted from an increase in the US Treasury note interest yield and commensurate expansion in required yield on high yield bonds.  The net change in unrealized depreciation on derivative instruments consisted of net unrealized depreciation on the TRS Portfolio of $1.87 million and net unrealized appreciation on foreign currency forward contracts of $1.24 million.  The net change in TRS unrealized depreciation consisted of (i) spread interest income of $1.82 million, (ii) an increase in realized gains on the TRS reference assets of $2.87 million and (iii) unrealized depreciation on the TRS reference assets of $6.56 million.  For the three months ended June 30, 2012, there was a decrease in net unrealized depreciation of $2.22 million, comprised of a change in net unrealized depreciation on investments of $2.10 million and a change in net unrealized depreciation on foreign currency translation $0.12 million.

Net increase in net assets resulting from operations

For the three months ended June 30, 2013 and 2012, the net increase in net assets resulting from operations was $3.39 million and $2.08 million, respectively.

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RESULTS COMPARISONS FOR THE SIX MONTHS ENDED JUNE 30, 2013 AND 2012

Investment income

Investment income for the six months ended June 30, 2013 and 2012 was $35.88 million and $9.63 million, respectively.  The largest component of investment income was interest income of $34.74 million and $9.62 million for the six months ended June 30, 2013 and 2012, respectively. The increase in investment income is due primarily to the growth of our Investment Portfolio over the last year. Incremental amounts of equity capital that we received as net proceeds from our Offering on a weekly basis were deployed throughout the six-month period ended June 30, 2013 in the acquisition of investment securities issued by portfolio companies. We also generated fee income of $0.95 million during the six months ended June 30, 2013, in the form of structuring service fees earned on Co-Investment Transactions.  We did not earn any fee income during the six months ended June 30, 2012. We expect our Investment Portfolio to continue to grow during the remainder of 2013 and, accordingly, we believe that reported investment income for the six months ended June 30, 2013 is not representative of our stabilized performance or our future performance. We expect further increases in investment income in future periods due to (i) an increasing proportion of investments held for the entire period relative to the proportion of incremental net investment activity during each quarter, (ii) a growing base of portfolio company investments that we expect to result from the expected increases in equity capital available to us for investment purposes from our Offering and borrowed capital, and (iii) additional structuring service fees earned on Co-Investment Transactions. The interest income earned by the TRS reference assets is not included in investment income in the condensed consolidated statements of operations, but rather it is included in the TRS fair value, and eventually recorded as part of realized gain or loss on derivative instruments in connection with quarterly TRS settlement payments.

Operating expenses

Our total operating expenses were $19.78 million and $6.34 million for the six months ended June 30, 2013 and 2012, respectively. Our operating expenses included $11.35 million and $2.52 million in base management fees attributed to the investment advisory services of our Advisors for the six months ended June 30, 2013 and 2012, respectively. Our Advisors are also eligible to receive incentive fees based on performance. We recorded performance-based incentive fee expense of $0.14 million and $0.53 million for the six months ended June 30, 2013 and 2012, respectively. Additionally, we recently implemented a change in the computation of performance-based incentive fees that effectively reduces the amount of incentive fees on capital gains that the Advisors can earn from the TRS investment. As discussed in “Note 6. Agreements and Related Party Transactions” in our condensed consolidated financial statements, the calculation of performance-based incentive fees disregards any net realized and unrealized gains associated with the TRS interest spread. A portion of performance-based incentive fees on capital gains is accrued with respect to net unrealized appreciation in our investment portfolio and derivative instruments, although no such performance-based incentive fee on capital gains with respect to such net unrealized appreciation is payable by us unless and until the net unrealized appreciation is actually realized in a cumulative amount that exceeds any unrealized depreciation that is recorded in our investment portfolio. The actual amount of performance-based incentive fees that are due and payable to the Advisors is determined at the end of the calendar year.  As of December 31, 2012 the Advisors had not received, nor earned, any payment of incentive fees on capital gains since the inception of the Company.

The following table illustrates that none of the recorded incentive fee on capital gains would potentially be payable to the Advisors if (i) the cumulative net realized gains were to remain unchanged, and (ii) the unrealized depreciation in the investment portfolio was to remain unchanged through the end of the current year.  However, the relativity between Cumulative net realized gains and unrealized depreciation have the potential to change materially based on subsequent investment disposition activity and changes in market values of investments contributing to unrealized depreciation in the portfolio.

As of June 30, 2013	Amount ($ millions)
Cumulative net realized gains since inception (a)	$	7.05
Less: Unrealized depreciation in investment portfolio (b)		11.11
Excess cumulative net realized gains potentially eligible for earned incentive fees	$	0.00
Potential for earned performance-based incentive fee on net realized gains (1)	$	0.00

(1) The actual incentive fee on capital gains that may be earned and payable to the Advisors, as determined at the end of the year, is 20% of the excess, if any, of (a) over (b), less any prior period payments of incentive fees on capital gain, if any. Prior period payments of incentive fees on capital gains are equal to $0.

We recorded interest expense of $2.85 million and $0.83 million for the six months ended June 30, 2013 and 2012, respectively, primarily in connection with borrowings under our revolving credit facilities. The increase in interest expense is attributable to the increase in our weighted average debt outstanding to $217.53 million during the six months ended June 30, 2013 as compared to $62.11 million the six months ended June 30, 2012.

Our other operating expenses for the six months ended June 30, 2013 and 2012 include $2.65 million and $0.08 million in offering expense, $0.90 million and $0.43 million in administrative services expenses, $0.67 million and $0.56 million in professional services expense, $0.21 million and $0.07 million in custodian and accounting fees, $0.15 million and $0.10 million in director fees and expenses and $0.86 million and $0.32 million in other expenses, respectively.  We also incurred organization expenses of $0.90 million during the six months ended June 30, 2012.

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As our asset base and number of shareholders have grown, our general and administrative expenses have increased accordingly, but at a slower rate compared to the growth rate in the asset base. We expect certain variable operating expenses to continue to increase because of the anticipated growth in the size of our asset base and the number of open shareholder accounts. During the six months ended June 30, 2013, the ratio of annualized core operating expenses (excluding investment advisory fees, interest expense and reimbursement of organization and offering expenses, and including net expense support) to average net assets was 0.98%. This ratio is not comparable to the six months ended June 30, 2012, because during that period the Advisors’ Expense Support Payments (as defined and discussed below under “—Contractual Obligations —Expense Support Agreement”) exceeded our core operating expenses. We generally expect core operating expenses to decline as a percentage of our net assets during periods of asset growth over the next several calendar quarters. Incentive fees and interest expense, among other things, may also increase or decrease our overall operating expenses and expense ratios relative to comparative periods depending on portfolio performance, an increase or reduction in borrowed funds, and changes in benchmark interest rates such as LIBOR, among other factors.

Expense Support Payments and Reimbursement Payments - Expense Support Payments from the Advisors were $1.59 million and we accrued $0.30 million as probable Reimbursement Payment obligation for the six months ended June 30, 2012. The provisions of the Expense Support Agreement that provide for Expense Support Payments from the Advisors to us were not extended beyond June 30, 2012, and therefore there were no Expense Support Payments from the Advisors for the six months ended June 30, 2013.  Additionally, we paid $1.83 million and accrued $1.14 million for the six months ended June 30, 2013 as probable Reimbursement Payment obligation relative to the cumulative Expense Support Payments of $2.97 million. Accordingly, our payments and accrual of reimbursement of Expense Support Payments equals 100% of cumulative Expense Support Payments as of June 30, 2013.  (See “—Contractual Agreements, —Expense Support Agreement,” below for further details about the Expense Support Agreement. Also see “Note 6. Agreements and Related Party Transactions” included within our condensed consolidated financial statements for additional disclosures regarding the Expense Support Payments and Reimbursement Payments.)

Net investment income

Our net investment income totaled $14.97 million ($0.18 per share) and $4.85 million ($0.29 per share) for the six months ended June 30, 2013 and 2012, respectively. The primary drivers of the decrease in net investment income per share are (i) accrued reimbursement of expense support payable to the Advisors in the six month period ended June 30, 2013 and (ii) the receipt of expense support payments from Advisors in the six months ended June 2012. Additionally, the TRS Portfolio is not a contributor to GAAP net investment income. The interest income earned by the TRS Portfolio is included in the fair value of the TRS, and eventually recorded as part of realized gain or loss on derivative instruments in connection with quarterly TRS settlement payments.  The table below shows net investment income and net investment income per share for the six months ended June 30, 2013 and 2012, before the effects of unearned performance-based incentive fees and expense support, which we refer to as adjusted net investment income (non-GAAP).

	For the six months ended June 30, ($ millions)
	2013		2012
Net Investment Income (GAAP)	$	14.97	$	4.85
Unearned performance-based incentive fees		0.13		0.53
Reimbursement of expense support		1.14		0.03
Expense support		—		(1.59	)
Adjusted Net Investment Income (non-GAAP)	$	16.24	$	3.82
Net Investment Income Per Share	$	0.18	$	0.29
Adjusted Net Investment Income Per Share	$	0.20	$	0.23

Net realized gain

We sold investments and received principal payments of $288.50 million and $59.70 million, respectively, during the six months ended June 30, 2013, from which we realized net gains of $4.59 million.  Our net realized gain on derivative instruments of $2.65 million for the six months ended June 30, 2013 was comprised of a $2.53 million realized gain on the TRS and a $0.12 million realized gain on foreign currency forward contracts.  The net realized loss on foreign currency transactions was $0.40 million. We sold investments and received principal payments of $38.81 million and $9.40 million, respectively, during the six months ended June 30, 2012, from which we realized a net gain of $1.27 million.  We also realized a net gain on foreign currency transactions of $0.04 million during the six months ended June 30, 2012.

Net unrealized appreciation or depreciation

For the six months ended June 30, 2013, the net change in unrealized depreciation on investments totaled $0.97 million, the net change in unrealized appreciation on derivative instruments totaled $6.00 million and the net change in unrealized depreciation on foreign currency translation totaled $0.01 million. The change in unrealized appreciation on investments was primarily driven by price declines in our fixed rate debt investments, which resulted from an increase in the US Treasury note interest yield.  The net change in unrealized appreciation on derivative instruments consisted of net unrealized appreciation on the TRS Portfolio of $4.61 million and net unrealized appreciation on foreign currency forward contracts of $1.39 million.  The net change in TRS unrealized appreciation consisted of (i) spread interest income of $4.33 million, (ii) realized gains on the TRS reference assets of $3.19 million and (iii) unrealized depreciation on the TRS reference assets of $2.91 million.  For the six months ended June 30, 2012, the net change in unrealized appreciation on investments was $1.52 million and the net change in unrealized depreciation on foreign currency translation was $0.14 million.

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Net increase in net assets resulting from operations

For the six months ended June 30, 2013 and 2012, the net increase in net assets resulting from operations was $26.84 million and $7.55 million, respectively.

Net Assets, Net Asset Value per Share and Total Investment Returns

Net assets increased $400.54 million during the six months ended June 30, 2013. The most significant increase in net assets during the six months ended June 30, 2013 was attributable to capital transactions including (i) new issuance of shares of common stock, and (ii) reinvestment of distributions in the combined amount of $406.74 million. Net investment income contributed $14.97 million to the growth in net assets during the six months ended June 30, 2013.  Other increases in net assets were attributable to (i) unrealized appreciation on investments, derivative instruments and foreign currency translation of $5.03 million and (ii) net realized gains of $6.84 million. Distributions to shareholders in the amount of $31.54 million and the repurchase of shares of common stock in the amount of $1.50 million contributed to a reduction in net assets during the six months ended June 30, 2013.

Net assets increased $218.86 million during the six months ended June 30, 2012. The most significant increase in net assets during the six months ended June 30, 2012 was attributable to capital transactions including (i) new issuance of shares of common stock, and (ii) reinvestment of distributions in the combined amount of $217.40 million. Net investment income contributed $4.85 million to the growth in net assets during the six months ended June 30, 2012.  Other increases in net assets were attributable to (i) unrealized appreciation on investments and foreign currency translation of $1.39 million and (ii) net realized gains of $1.31 million. Distributions to shareholders in the amount of $6.09 million contributed to a reduction in net assets during the six months ended June 30, 2012.

Our net asset value per share was $9.78 and $9.75 on June 30, 2013 and December 31, 2012, respectively. After considering (i) the overall appreciation in net asset value per share, (ii) paid distributions of approximately $0.39 per share, and (iii) the assumed reinvestment of those distributions at 90% of the prevailing offering price per share, then the total investment return was 4.30% for shareholders who held our shares over the entire six-month period ending June 30, 2013.

Initial shareholders who subscribed to the Offering in June 2011 with an initial investment of $10,000 and an initial purchase price equal to $9.00 per share (public offering price net of sales load) have seen the value of their investment grow by 27.0% (see chart below), or an annualized return of 12.5%. Initial shareholders who subscribed to the Offering in June 2011 with an initial investment of $10,000 and an initial purchase price equal to $10.00 per share (the initial public offering price) have registered a total investment return of 14.3%, or an annualized return of 6.8%. Over the same time period the S&P/LSTA Leveraged Loan Index, a primary measure of senior debt covering the U.S. leveraged loan market which currently consists of approximately 1,100 credit facilities throughout numerous industries, and the Merrill Lynch US High Yield Master II Index, a primary measure of subordinated debt consisting of approximately 2,000 high yield corporate bonds, registered cumulative total returns of approximately 11.1% and 17.2% in the period from June 17, 2011 to June 30, 2013, respectively.

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The calculations for the Growth of $10,000 Initial Investment are based upon the following assumptions: (i) an initial investment of $10,000 in our common stock at the beginning of the period, at a share price of $10.00 per share (including sales load) and $9.00 per share (excluding sales load),  (ii) the reinvestment of monthly distributions in accordance with our distribution reinvestment plan (iii) the sale of the entire investment position at the net asset value per share on the last day of the period; and (iv)  the cash payment for distributions payable to shareholders, if any, on the last day of the period.

Our shares are illiquid investments for which there is not a secondary market, and we do not expect a secondary market in our shares to develop in the future. You should not expect to be able to resell your shares regardless of how we perform. If you are able to sell your shares, you will likely receive less than your purchase price. Our net asset value, cumulative returns and annualized returns — which are based in part upon determinations of fair value of Level 3 investments by our board of directors, not active market quotations — are inherently uncertain. Past performance is not a guarantee of future results.

OFF-BALANCE SHEET ARRANGEMENTS

We had no off-balance sheet arrangements as of June 30, 2013.

CONTRACTUAL OBLIGATIONS

Investment Advisory Agreements – We have entered into the Investment Advisory Agreement with CNL for the overall management of our investment activities. We and CNL have also entered into the Sub-Advisory Agreement with KKR, under which KKR is responsible for the day-to-day management of our investment portfolio. CNL compensates KKR for advisory services that it provides to the Company with 50% of the base management fees and performance-based incentive fees that CNL receives under the Investment Advisory Agreement. Pursuant to the Investment Advisory Agreement, CNL earns a management fee equal to an annual rate of 2% of our average gross assets (including assets purchased with borrowed funds and unsettled trades, unrealized appreciation or depreciation on total return swaps and collateral posted with custodian in connection with TRS, but excluding deferred offering expense), and an incentive fee based on our performance. The incentive fee is comprised of the following two parts:

(i) a subordinated incentive fee on pre-incentive fee net investment income, that is paid quarterly if earned, and it is computed as the sum of (A) 100% of quarterly pre-incentive fee net investment income in excess of 1.75% of average adjusted capital up to a limit of 0.4375% of average adjusted capital, and (B) 20% of pre-incentive fee net investment income in excess of 2.1875% of average adjusted capital, and

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(ii) an incentive fee on capital gains that is paid annually if earned, and it is equal to 20% of (A) all realized gains on a cumulative basis from inception, net of (i) all realized losses on a cumulative basis, (ii) unrealized depreciation at year-end and (iii) disregarding any net realized gains associated with the TRS interest spread (which represents the difference between (a) the interest and fees received on total return swaps, and (b) the financing fees paid to the total return swaps counterparty), and subtracting (B) the aggregate amount of any previously paid incentive fee on capital gains.

The terms of the Investment Advisory Agreement entitle CNL (and indirectly KKR) to receive up to 5% of gross proceeds in connection with the Offering as reimbursement for organization and offering expenses incurred by the Advisors on our behalf. The Advisors waived our requirement to reimburse them for organization and offering expenses for the period from June 17, 2011 through January 31, 2012. The waiver of the reimbursement requirements did not reduce the amount of organization and offering expenses incurred by the Advisors that are eligible for reimbursement in future periods. Beginning February 1, 2012, we implemented an expense reimbursement rate equal to 0.75% of gross Offering proceeds to initiate the reimbursement of organization and offering expenses incurred by the Advisors.  The reimbursement rate was increased to 1.0% of gross Offering proceeds on March 1, 2013. As of June 30, 2013, the Advisors have been reimbursed in the amounts of $0.90 million for organization expenses and $6.55 million for offering expenses, including any payable balances for reimbursement of offering expenses. As of June 30, 2013, the Advisors carried a balance of approximately $1.63 million for expenses incurred on our behalf in connection with the Offering, net of (i) incremental offering expenses incurred by the Advisors on our behalf and (ii) our reimbursement payments to the Advisors and any payable balances for reimbursement of offering expenses.

The Advisors are expected to continue to incur offering expenses on our behalf throughout the remainder of Offering period and the reimbursement of the Advisor for offering expenses they incur on our behalf is expected to continue through the termination date of the Offering.  We expect the reimbursement rate to remain at or below 1.0% for the remainder of the Offering.  See “Note 6 Agreements and Related Party Transactions”in our condensed consolidated financial statements for expanded discussion of the Investment Advisory Agreements.

Expense Support Agreement - We are party to an Expense Support and Conditional Reimbursement Agreement with CNL and KKR (as amended, the “Expense Support Agreement”) pursuant to which CNL and KKR jointly and severally agreed to reimburse us for a specified percentage of our operating expenses (an “Expense Support Payment”) during the Expense Support Payment Period beginning on June 17, 2011. On March 16, 2012, we and the Advisors entered into an amendment and restatement of the Expense Support Agreement, effective April 1, 2012, that extended the terminal date of the Expense Support Payment Period to June 30, 2012 and reduced the operating expense reimbursement ratio from 65% to 25%.  As of June 30, 2012, the Advisors had incurred $2.97 million of Expense Support Payments. The provisions of the Expense Support Agreement that provide for Expense Support Payments to us from our Advisors terminated by their terms on, and thus the Advisors’ commitment to make Expense Support Payments to us ended on, June 30, 2012.

During the term of the Expense Support Agreement, the Advisors are entitled to an annual year-end reimbursement payment by us for unreimbursed Expense Support Payments made under the Agreement (a “Reimbursement Payment”), but such Reimbursement Payments may only be made within three years after the calendar year in which such Expense Support Payments are made. No Reimbursement Payment may be paid by us to the extent that it would cause our Other Operating Expenses (Other Operating Expenses is equal to Operating Expenses, but excluding base advisory fees and including a Reimbursement Payment) to exceed 1.75% of average net assets attributable to common shares as of the calendar year-end (the “Reimbursement Limit Percentage”).  During the six months ended June 30, 2013, we made a Reimbursement Payment of $1.83 million.  As of June 30, 2013 we have accrued an additional $1.14 million for probable Reimbursement Payment obligation. The Company records the liability for the Reimbursement Payments based on a hypothetical liquidation of its investment portfolio at the end of each reporting period. As of June 30, 2013, all Expense Support Payments received from the Advisors have been either repaid or accrued for probable reimbursement.

Revolving Credit Facilities –As discussed above under “Financial Condition, Liquidity and Capital Resources – Credit Facilities,” CCT Funding has entered into revolving credit facilities with Deutsche Bank and BNP. As of June 30, 2013, the credit facilities provided for borrowings in an aggregate amount up to $540.00 million on a committed basis and $169.44 million was borrowed and outstanding under the credit facilities. (See “— Liquidity and Capital Resources — Credit Facilities” above and “Note 11. Revolving Credit Facilities and Borrowings” in our condensed consolidated financial statements for expanded discussion of the revolving credit facilities.)

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A summary of our significant contractual payment obligations for the repayment of outstanding borrowings and interest expense and other fees related to the credit facilities at June 30, 2013 is as follows:

	Total		< 1 year		1-3 years		3-5 years		After 5 years
Deutsche Bank Credit Facility (1)	$	69.44	$	69.44	$	—	$	—	$	—
BNP Credit Facility (2)		100.00		100.00
Interest and Credit Facility Fees Payable		0.24		0.18		0.06		—		—
TOTAL	$	169.68	$	169.62	$	0.06	$	—	$	—

(1) At June 30, 2013 our unused commitment amount was $270.56 million under the Deutsche Bank revolving credit facility.

(2) At June 30, 2013 our unused commitment amount was $100.00 million under the BNP revolving credit facility.

Item 3. Quantitative and Qualitative Disclosures about Market Risks

We are subject to financial market risks, in particular changes in interest rates. Future changes in interest rates will likely have effects on the interest income we earn on our portfolio investments, the fair value of our fixed income investments, the interest rates and interest expenses associates with the money we borrow for investment purposes, and the fair value of loan balances.

Subject to the requirements of the 1940 Act, we may hedge against interest rate fluctuations by using standard hedging instruments such as futures, options and forward contracts. Although hedging activities may insulate us against adverse changes in interest rates, they may also limit our ability to participate in the benefits of lower interest rates. During the period from January 1, 2013 to June 30, 2013, we did not engage in interest rate hedging activities.

As of June 30, 2013, approximately 60.5% of our portfolio of debt investments, or approximately $688.91 million measured at par value, featured floating or variable interest rates. The variable interest rate debt investments are usually based on three-month LIBOR (the base rate) and typically have durations of three months after which the base rates are reset to then prevailing three-month LIBOR. At June 30, 2013, approximately 88.0% of our portfolio of variable interest rate debt investments, or approximately $606.19 million measured at par value, featured minimum base rates, or base rate floors, and the weighted average base rate floor for such investments was 1.25%. Variable interest rate investments that feature a base rate floor generally reset to the then prevailing three-month LIBOR only if the reset base rate exceeds the base rate floor on the applicable interest rate reset date, in which cases we may benefit through an increase in interest income from such interest rate adjustments. At June 30, 2013, we held an aggregate investment position of $82.72 million at par value in variable interest rate debt investments that featured variable interest rates without any minimum base rates, or approximately 12.0% of our portfolio of variable interest rate debt investments. In the case of these “no base rate floor” variable interest debt investments held in our portfolio, we may benefit from increases in the base rates that may subsequently result in an increase in interest income from such interest rate adjustments.

Because we borrow money to make investments, our net investment income is partially dependent upon the difference between the interest rate at which we invest borrowed funds and the interest rate at which we borrow funds. In periods of rising interest rates and when we have borrowed capital with floating interest rates, then our interest expense would increase, which could increase our financing costs and reduce our net investment income, especially to the extent we continue to acquire and hold fixed-rate debt investments. As a result, there can be no assurance that a significant change in market interest rates will not have a material adverse effect on our net investment income. Pursuant to the amended terms of our Deutsche Bank Credit Facility as discussed above (see “— Financial Condition, Liquidity and Capital Resources — Credit Facilities”), CCT Funding borrows at a floating base rate of (i) one-month LIBOR plus 1.70% for Tranche A Loans ($69.44 million loan balance outstanding and $5.56 million unused commitment), (ii) three-month LIBOR plus 1.50% for Tranche B1 Loans ($65.00 million unused commitment),  (iii) three-month LIBOR plus 2.325% for Tranche B2 Loans ($100.00 million unused commitment) and (iv) three-month LIBOR plus 2.325% for Tranche D Loans ($100.00 million unused commitment). Additionally, pursuant to the terms of our BNP Credit Facility, we borrow at a floating base rate of one-month LIBOR plus 1.10% for the credit facility borrowings ($100.00 million loan balance outstanding and $100.00 million unused commitment) Therefore, if we were to completely draw down the unused Tranche A Loans commitment and the maximum Tranche B1, B2 and D Loans commitment amounts in our Deutsche Bank facility and the maximum commitment amount in our BNP facility, we expect that our weighted average direct interest cost will increase by approximately 38 bps, as compared to our current weighted average direct interest cost for borrowed funds. We expect that any further expansion of the current revolving credit facilities, or any future credit facilities that we or any subsidiary may enter into, will also be based on a floating base rate. As a result, we are subject to continuous risks relating to changes in market interest rates.

Under the terms of the TRS agreements between Halifax Funding and BNS, Halifax Funding pays interest to BNS at a floating rate based on three-month LIBOR in exchange for the right to receive the economic benefits of a portfolio of TRS reference assets having a maximum aggregate notional amount of $500.00 million.

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Assuming that the consolidated schedule of investments as of June 30, 2013 was to remain constant with regards to the investment portfolio and no actions were taken to alter the existing interest rate sensitivity or investment portfolio allocations, the upper section of the table below presents an estimated and hypothetical increase in interest income due to an immediate and persistent 12-month increase in the base rates associated with our debt investments featuring variable interest rates.

The middle section of the table below also presents sensitivity analysis for a persistent 12-month increase in the base interest rates that apply to our floating rate credit facility and the associated increase in interest expense, as well as the net effect of change in interest rates on the TRS unrealized appreciation (depreciation).  For persistent LIBOR increases of less than 150 basis points, the increase in interest expense may be partially offset by the hypothetical increase in interest income associated with our floating rate debt investments; for a persistent LIBOR increase greater than 200 basis points, then the increase in interest expense may be wholly offset by the hypothetical increase in interest income associated with our floating rate debt investments, in both cases assuming that the consolidated schedule of investments as of June 30, 2013 was to remain constant with regards to the Investment Portfolio and no actions were taken to alter the existing interest rate sensitivity or investment portfolio allocations.

				($ amounts in millions except per share data)
				Increases in LIBOR
	Par Amount		Weighted Avg. Floor	+50 bps			+100 bps			+150 bps			+200 bps
No base rate floor	$	82.72		$	0.370		$	0.739		$	1.109		$	1.479
Base rate floor	$	606.19	1.25%		0.000			0.343			2.704			5.277
Increase in Floating Rate Interest Income					0.370			1.082			3.813			6.756
			LIBOR + Spread
Deutsche Bank Credit Facility Tranche A Loans	$	69.44	L(30) + 170 bps	$	(0.347	)	$	(0.694	)	$	(1.042	)	$	(1.389	)
BNP Credit Facility	$	100.00	L(30) + 110 bps		(0.500	)		(1.000	)		(1.500	)		(2.000	)
Increase to Floating Rate Interest Expense					(0.847	)		(1.694	)		(2.542	)		(3.389	)
Change in Floating Rate Net Interest Income, before TRS					(0.477	)		(0.612	)		1.271			3.367
Net change in TRS unrealized appreciation (depreciation) (1)					(0.705	)		(1.343	)		(1.713	)		(2.075	)
Overall Change in Floating Rate Net Interest Income, including TRS				$	(1.182	)	$	(1.955	)	$	(0.442	)	$	1.292
Change in Floating Rate Net Interest Income Per Share Outstanding as of June 30, 2013				$	(0.01	)	$	(0.02	)	$	(0.00	)	$	0.01

(1) Pursuant to the TRS Agreements, Halifax Funding receives from BNS all collected interest and fees derived from  the TRS reference assets and pays to BNS interest at a rate equal to three-month LIBOR+80 bps per annum on the settled notional amount of TRS reference assets. As of June 30, 2013, 58.8% of the TRS reference assets, or approximately $82.45 million measured at par value, featured floating or variable interest rates.  At June 30, 2013, 100% of the TRS reference assets with variable interest rates featured minimum base rate floors, or approximately $82.45 million measured at par value, and the weighted average base rate floor for such TRS reference assets was 1.19%.  As of June 30, 2013, the total notional amount of the portfolio of TRS reference assets was $140.98 million, and the settled notional amount was $212.99 million.  For the purpose of presenting this net interest sensitivity analysis, we have assumed that all TRS reference assets are settled as of June 30, 2013 and that the TRS notional amount would equal $140.98 million upon which the financing payments to BNS are based.

The interest rate sensitivity analysis presented above does not consider the potential impact of the changes in value of our debt investments and the net asset value of our common stock in the event of sudden increases in interest rates associated with high yield corporate bonds.  Approximately 39.5% of our debt investment portfolio is invested in fixed interest rate, high yield corporate debt investments.  Rising market interest rates will most likely lead to value declines for high yield corporate bonds and a decline in the net asset value of our common stock, while declining market interest rates will most likely lead to an increase in bond values.

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Item 4.                      Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Pursuant to Rule 13a-15(b) under the Exchange Act of 1934, under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we conducted an evaluation of the effectiveness of our disclosure controls and procedures (as defined under Rule 13a-15(e) under the Exchange Act) as of the end of the period covered by this report. Based upon that evaluation, our management, including our principal executive officer and principal financial officer, concluded that our disclosure controls and procedures are effective as of the end of the period covered by this report.

We believe, however, that a controls system, no matter how well designed and operated, cannot provide absolute assurance that the objectives of the controls systems are met, and no evaluation of controls can provide absolute assurance that all control issues and instances of fraud or error, if any, within a company have been detected.

Changes in Internal Control over Financial Reporting

In the most recent fiscal quarter, there was no change in our internal controls over financial reporting (as defined under Rule 13a-15(f) under the Exchange Act) that has materially affected, or is reasonably likely to materially affect, our internal controls over financial reporting.

PART II.     OTHER INFORMATION

Item 1. Legal Proceedings- None

Item 1A. Risk Factors - None

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds - None

Item 3. Defaults Upon Senior Securities - None

Item 4. Mine Safety Disclosures – Not applicable

Item 5. Other Information - None

Item 6. Exhibits

The exhibits required by this item are set forth in the Exhibit Index attached hereto and are filed or incorporated as part of this report.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized, on the 13th day of August, 2013.

CORPORATE CAPITAL TRUST, INC.
By:	/s/ Andrew A. Hyltin
	ANDREW A. HYLTIN
	Chief Executive Officer
	(Principal Executive Officer)
By:	/s/ Paul S. Saint-Pierre
	PAUL S. SAINT-PIERRE
	Chief Financial Officer
	(Principal Financial Officer)

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EXHIBIT INDEX

The following exhibits are filed or incorporated as part of this report.

3.1	Second Amended and Restated Articles of Incorporation of the Registrant. (Incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on May 8, 2012.)
3.2	Amended and Restated Bylaws of the Registrant. (Incorporated by reference to Exhibit 2(b) filed with Pre-Effective Amendment No. 3 to the Company’s registration statement on Form N-2 (File No. 333-167730) filed on March 29, 2011.)
10.1	Form of Managing Dealer Agreement by and between the Registrant and CNL Securities Corp. (Incorporated by reference to Exhibit 2(h)(1) filed with Pre-Effective Amendment No. 2 to the Company’s registration statement on Form N-2 (File No. 333-167730) filed on February 18, 2011.)
10.2	Form of Participating Broker Agreement. (Incorporated by reference to Exhibit 2(h)(2) filed with Pre-Effective Amendment No. 2 to the Company’s registration statement on Form N-2 (File No. 333-167730) filed on February 18, 2011.)
10.3	Form of Distribution Reinvestment Plan. (Incorporated by reference to Exhibit 2(e) filed with Pre-Effective Amendment No. 2 to the Company’s registration statement on Form N-2 (File No. 333-167730) filed on February 18, 2011.)
10.4	Form of Intellectual Property License Agreement by and between the Registrant and CNL Intellectual Properties, Inc. (Incorporated by reference to Exhibit 2(k)(3) filed with Pre-Effective Amendment No. 2 to the Company’s registration statement on Form N-2 (File No. 333-167730) filed on February 18, 2011.)
10.5	Administrative Services Agreement by and between the Registrant and CNL Fund Advisors Company. (Incorporated by reference to Exhibit 2(k)(2) filed with Pre-Effective Amendment No. 3 to the Company’s registration statement on Form N-2 (File No. 333-167730) filed on March 29, 2011.)
10.6	Custodian Agreement. (Incorporated by reference to Exhibit 2(j) filed with Pre-Effective Amendment No. 3 to the Company’s registration statement on Form N-2 (File No. 333-167730) filed on March 29, 2011.)
10.7	Investment Advisory Agreement by and between the Registrant and CNL Fund Advisors Company. (Incorporated by reference to Exhibit 2(g)(1) filed with Pre-Effective Amendment No. 3 to the Company’s registration statement on Form N-2 (File No. 333-167730) filed on March 29, 2011.)
10.8	Sub-Advisory Agreement by and among the Registrant, CNL Fund Advisors Company and KKR Asset Management LLC. (Incorporated by reference to Exhibit 2(g)(2) filed with Pre-Effective Amendment No. 3 to the Company’s registration statement on Form N-2 (File No. 333-167730) filed on March 29, 2011.)
10.9	Amended and Restated Escrow Agreement by and among the Registrant, UMB Bank N.A., and CNL Securities Corp. (Incorporated by reference to Exhibit 10.10 to the Company’s Quarterly Report on Form 10-Q filed on August 12, 2011.)
10.10	Selected Dealer Agreement among the Registrant, CNL Securities Corp., CNL Fund Advisors Company, CNL Financial Group, LLC, KKR Asset Management LLC and Ameriprise Financial Services, Inc. (Incorporated by reference to Exhibit 10.12 to the Company’s Quarterly Report on Form 10-Q filed on November 10, 2011.) (Confidential portions of this exhibit have been omitted pursuant to a request for confidential treatment and filed separately with the SEC.)
10.11	Limited Liability Company Agreement of CCT Funding LLC. (Incorporated by reference to Exhibit 10.13 to the Company’s Quarterly Report on Form 10-Q filed on November 10, 2011.)
10.12	Credit Agreement between CCT Funding LLC and Deutsche Bank AG, New York Branch. (Incorporated by reference to Exhibit 10.14 to the Company’s Quarterly Report on Form 10-Q filed on November 10, 2011.) (Confidential portions of this exhibit have been omitted pursuant to a request for confidential treatment and filed separately with the SEC.)

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10.13	Custodial Agreement among the Registrant, CCT Funding LLC, Deutsche Bank AG, New York Branch and Deutsche Bank Trust Company Americas. (Incorporated by reference to Exhibit 10.15 to the Company’s Quarterly Report on Form 10-Q filed on November 10, 2011.) (Confidential portions of this exhibit have been omitted pursuant to a request for confidential treatment and filed separately with the SEC.)
10.14	Asset Contribution Agreement between the Registrant and CCT Funding LLC. (Incorporated by reference to Exhibit 10.16 to the Company’s Quarterly Report on Form 10-Q filed on November 10, 2011.)
10.15	Security Agreement between CCT Funding LLC and Deutsche Bank AG, New York Branch. (Incorporated by reference to Exhibit 10.17 to the Company’s Quarterly Report on Form 10-Q filed on November 10, 2011.)
10.16	Investment Management Agreement between the Registrant and CCT Funding LLC. (Incorporated by reference to Exhibit 10.18 to the Company’s Quarterly Report on Form 10-Q filed on November 10, 2011.)
10.17	First Amendment to Credit Agreement between CCT Funding LLC and Deutsche Bank AG, New York Branch. (Incorporated by reference to Exhibit 10.17 to the Company’s Annual Report on Form 10-K filed on March 16, 2012.) (Confidential portions of this exhibit have been omitted pursuant to a request for confidential treatment and filed separately with the SEC.)
10.18	Amended and Restated Expense Support and Conditional Reimbursement Agreement by and among the Registrant, CNL Fund Advisors Company and KKR Asset Management LLC. (Incorporated by reference to Exhibit 10.18 to the Company’s Annual Report on Form 10-K filed on March 16, 2012.)
10.19	Amendment No. 1 to Investment Advisory Agreement by and between the Registrant and CNL Fund Advisors Company. (Incorporated by reference to Exhibit 10.19 to the Company’s Annual Report on Form 10-K filed on March 16, 2012.)
10.20	Second Amendment to Credit Agreement between CCT Funding LLC and Deutsche Bank AG, New York Branch. (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on August 24, 2012.) (Confidential portions of this exhibit have been omitted pursuant to a request for confidential treatment and filed separately with the SEC.)
10.21	ISDA 2002 Master Agreement, together with the Schedule thereto and Credit Support Annex to such Schedule, each dated as of November 15, 2012, by and between Halifax Funding LLC and The Bank of Nova Scotia. (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on November 21, 2012.)
10.22	Confirmation Letter Agreement, dated as of November 15, 2012, by and between Halifax Funding LLC and The Bank of Nova Scotia. (Incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed on November 21, 2012.)
10.23	Amendment to Amended and Restated Expense Support and Conditional Reimbursement Agreement by and among the Registrant, CNL Fund Advisors Company and KKR Asset Management LLC. (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on January 7, 2013.)
10.24	Third Amendment to Credit Agreement between CCT Funding LLC, the lenders referred to therein and Deutsche Bank AG, New York Branch. (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on February 14, 2013.) (Confidential portions of this exhibit have been omitted pursuant to a request for confidential treatment and filed separately with the SEC.)
10.25	Committed Facility Agreement, dated as of June 4, 2013, by and between Corporate Capital Trust, Inc. and BNP Paribas Prime Brokerage, Inc. (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on June 18, 2013.)
10.26	U.S. PB Agreement, dated as of June 4, 2013, by and between Corporate Capital Trust, Inc. and BNP Paribas Prime Brokerage, Inc. (Incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed on June 18, 2013.)

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10.27	Special Custody and Pledge Agreement, dated as of June 4, 2013, by and between Corporate Capital Trust, Inc., BNP Paribas Prime Brokerage, Inc. and State Street Bank and Trust Company. (Incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K filed on June 18, 2013.)
10.28	Control Agreement, dated as of July 22, 2013 ,by and among Halifax Funding LLC, The Bank of Nova Scotia, and State Street Bank and Trust Company (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on July 26, 2013.)
10.29	Amending Agreement, dated as of July 22, 2013, by and among Corporate Capital Trust, Inc., Halifax Funding LLC, The Bank of Nova Scotia, and The Bank of Nova Scotia Trust Company of New York (Incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed on July 26, 2013.)
31.1	Certification of Chief Executive Officer of Corporate Capital Trust, Inc., Pursuant to Rule 13a-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. (Filed herewith.)
31.2	Certification of Chief Financial Officer of Corporate Capital Trust, Inc., Pursuant to Rule 13a-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. (Filed herewith.)
32.1	Certification of Chief Executive Officer and Chief Financial Officer of Corporate Capital Trust, Inc., Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (Filed herewith.)

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