APOLLO DIVERSIFIED CREDIT FUND
CONSOLIDATED SCHEDULE OF INVESTMENTS
September 30, 2024 (Unaudited)
Description | | Country | | Spread Above Index | | Rate | | | Maturity Date | | Principal Amount | | | Value (Note 2)(a) | |
BANK LOANS (90.50%)(b) | | | | | | | | |
| | | | | | | | |
AEROSPACE & DEFENSE (1.06%)(c) | | | | | | | | |
Forming Machining Industries Holdings LLC, Second Lien Initial Term Loan | | United States | | 1M SOFR + 10.25% | | | 15.46 | % | | 10/09/26 | | $ | 340,479 | | | $ | 195,775 | |
MRO Holdings, First Lien Term Loan(d)(e) | | United States | | 3M SOFR + 5.00% | | | 10.28 | % | | 12/17/30 | | | 10,672,131 | | | | 10,645,451 | |
| | | | | | | | | | | | | | | | | 10,841,226 | |
AUTOMOTIVE (1.89%) | | | | | | | | | | | | | | | | | | |
Crash Champions, First Lien Term Loan(c)(e) | | United States | | 1M SOFR + 4.75% | | | 9.85 | % | | 02/23/29 | | | 3,740,737 | | | | 3,611,364 | |
Dodge Construction Network LLC, Second Lien Term Loan(c) | | United States | | 3M SOFR + 8.25% | | | 13.00 | % | | 02/25/30 | | | 1,513,158 | | | | 688,487 | |
Neutron Holdings, First Lien Term Loan(d)(f) | | United States | | | | | 10.00 | % | | 09/30/26 | | | 10,000,000 | | | | 10,100,000 | |
Truck-Lite Co., LLC, First Lien Term Loan(c)(d)(g) | | United States | | 3M SOFR + 5.75% | | | 10.86 | % | | 02/13/31 | | | 4,908,667 | | | | 4,832,582 | |
Truck-Lite Co., LLC, Revolver, First Lien Term Loan(c)(d)(h)(j) | | United States | | 3M SOFR + 5.75% | | | 10.85 | % | | 02/13/30 | | | 5,333 | | | | 5,251 | |
| | | | | | | | | | | | | | | | | 19,237,684 | |
BANKING, FINANCE, INSURANCE & REAL ESTATE (14.25%) | | | | | | | | |
Dragon Buyer, First Lien Term Loan(c)(e) | | United States | | 1M SOFR + 3.25% | | | 7.85 | % | | 09/30/31 | | | 2,600,000 | | | | 2,590,900 | |
Evoriel (PIK), First Lien Term Loan(c)(d)(g) | | France | | 6M EUR L + 5.25% | | | 8.89 | % | | 04/02/31 | | € | 2,854,173 | | | | 3,137,414 | |
Evoriel, Delayed Draw (PIK), First Lien Term Loan(c)(d)(g)(h) | | France | | 6M EUR L + 5.25% | | | 8.67 | % | | 04/02/31 | | | 489,287 | | | | 537,842 | |
Focus Financial Partners, First Lien Term Loan(c) | | United States | | 1M SOFR + 3.25% | | | 8.10 | % | | 09/10/31 | | $ | 6,321,098 | | | | 6,309,467 | |
Galway Borrower LLC, Delayed Draw 2, First Lien Term Loan(c)(d)(h) | | United States | | 3M SOFR + 4.50% | | | 9.10 | % | | 09/29/28 | | | 65,831 | | | | 65,173 | |
Galway Borrower LLC, First Lien Term Loan(c)(d)(e) | | United States | | 3M SOFR + 4.50% | | | 9.10 | % | | 09/29/28 | | | 3,787,660 | | | | 3,749,784 | |
Galway Borrower LLC, Revolver, First Lien Term Loan(c)(d)(h) | | United States | | 3M SOFR + 4.50% | | | 8.51 | % | | 09/29/28 | | | 87,345 | | | | 86,472 | |
Higginbotham Insurance Agency, Inc., AMD5, First Lien Term Loan(c)(d)(e) | | United States | | 3M SOFR + 4.50% | | | 9.35 | % | | 11/24/28 | | | 4,944,652 | | | | 4,944,652 | |
Higginbotham Insurance Agency, Inc., Delayed Draw AMD4, First Lien Term Loan(c)(d)(h) | | United States | | 3M SOFR + 4.75% | | | 9.60 | % | | 11/24/28 | | | 348,042 | | | | 348,042 | |
Howden, Delayed Draw, First Lien Term Loan(c)(d)(h) | | United Kingdom | | 3M SOFR + 4.75% | | | 9.50 | % | | 02/15/31 | | | 4,500,000 | | | | 4,432,500 | |
Hyperion Refinance Sarl, First Lien Term Loan(c)(e) | | United Kingdom | | 1M SOFR + 3.50% | | | 8.35 | % | | 02/15/31 | | | 8,955,000 | | | | 8,971,791 | |
Insight XI, Aggregator, First Lien Term Loan(c)(d)(g) | | Cayman Islands | | 3M SOFR + 3.25% | | | 8.10 | % | | 08/28/25 | | | 11,372,931 | | | | 11,372,931 | |
Insight XI, Aggregator, First Lien Term Loan(c)(d)(g) | | Cayman Islands | | 3M SOFR + 3.25% | | | 8.10 | % | | 08/28/25 | | | 182,841 | | | | 182,841 | |
Jensen Hughes, Inc., First Lien Term Loan (c)(d)(e) | | United States | | 3M SOFR + 5.00% | | | 9.74 | % | | 09/01/31 | | | 4,792,793 | | | | 4,720,901 | |
LendingTree Inc., First Lien Term Loan(c)(d) | | United States | | 3M SOFR + 5.75% | | | 10.60 | % | | 03/27/31 | | | 2,404,082 | | | | 2,386,051 | |
Paisley Bidco, First Lien Term Loan(c)(d) | | United Kingdom | | 6M EUR L + 5.25% | | | 8.89 | % | | 05/07/31 | | € | 1,825,038 | | | | 2,016,308 | |
Paisley Bidco, First Lien Term Loan(c)(d) | | United Kingdom | | 3M SONIA + 5.25% | | | 10.45 | % | | 05/07/31 | | £ | 5,314,494 | | | | 7,051,934 | |
Patrimonio, First Lien Term Loan(d)(f) | | Colombia | | | | | 17.41 | % | | 06/30/28 | | COP$ | 36,907,381,202 | | | | 9,110,030 | |
RE Closing Buyer Corp., First Lien Term Loan(c)(d) | | United States | | 3M SOFR + 5.25% | | | 10.14 | % | | 09/27/31 | | $ | 10,000,000 | | | | 9,800,000 | |
Redfin Corp, Delayed Draw, First Lien Term Loan(c)(d) | | United States | | 3M SOFR + 5.75% | | | 11.08 | % | | 10/20/28 | | | 8,457,500 | | | | 8,267,206 | |
Redfin Corp, First Lien Term Loan(c)(d) | | United States | | 3M SOFR + 5.75% | | | 11.05 | % | | 10/20/28 | | | 8,415,000 | | | | 8,225,662 | |
Description | | Country | | Spread Above Index | | Rate | | | Maturity Date | | Principal Amount | | | Value (Note 2)(a) | |
BANKING, FINANCE, INSURANCE & REAL ESTATE (continued) | | | | | | | | |
Safe-Guard Products, First Lien Term Loan(c)(d)(e) | | United States | | 3M SOFR + 4.75% | | | 9.36 | % | | 04/03/30 | | $ | 10,545,361 | | | $ | 10,439,907 | |
Stretto, First Lien Term Loan(c)(d)(e) | | United States | | 3M SOFR + 6.00% | | | 10.96 | % | | 10/13/28 | | | 14,512,500 | | | | 14,439,938 | |
VEPF VII Holdings, LP, First Lien Term Loan(c)(d)(g) | | United States | | 3M SOFR + 4.50% | | | 9.56 | % | | 02/28/28 | | | 3,296,063 | | | | 3,296,063 | |
Vintage IX , First Lien Term Loan(c)(d) | | United States | | 1M SOFR + 2.50% | | | 7.75 | % | | 03/25/25 | | | 10,000,000 | | | | 10,000,000 | |
Violin Finco, First Lien Term Loan(c)(d) | | United Kingdom | | 3M SONIA + 5.50% | | | 10.53 | % | | 06/24/31 | | £ | 6,561,739 | | | | 8,685,003 | |
| | | | | | | | | | | | | | | | | 145,168,812 | |
BEVERAGE, FOOD & TOBACCO (0.54%)(c) | | | | | | | | |
Market Bidco Ltd., First Lien Term Loan | | United Kingdom | | 6M EUR L + 4.75% | | | 8.29 | % | | 11/04/27 | | € | 5,000,000 | | | | 5,539,990 | |
| | | | | | | | | | | | | | | | | | |
CAPITAL EQUIPMENT (4.93%)(c) | | | | | | | | |
Cube Industrials, Inc., First Lien Term Loan(d)(e) | | United States | | 3M SOFR + 6.00% | | | 11.25 | % | | 10/18/30 | | $ | 7,262,215 | | | | 7,334,838 | |
Enstall Solar Group B.V., First Lien Term Loan(d) | | Netherlands | | 3M EUR L + 6.25% | | | 9.90 | % | | 08/30/28 | | € | 5,940,000 | | | | 6,281,516 | |
Fire Flow, First Lien Term Loan(d) | | United States | | 3M SOFR + 5.00% | | | 9.85 | % | | 07/10/31 | | $ | 15,000,000 | | | | 14,850,000 | |
Husky Injection Molding Systems Ltd., First Lien Term Loan(e) | | Canada | | 1M SOFR + 5.00% | | | 10.33 | % | | 02/15/29 | | | 9,064,568 | | | | 9,031,845 | |
JPW Industries, Term Loan, First Lien Term Loan(d) | | United States | | 3M SOFR + 5.88% | | | 11.00 | % | | 11/22/28 | | | 7,940,000 | | | | 7,900,300 | |
LSF12 Donnelly Bidco, LLC, First Lien Term Loan(d)(e) | | United States | | 3M SOFR + 6.50% | | | 11.35 | % | | 10/02/29 | | | 4,950,000 | | | | 4,861,890 | |
| | | | | | | | | | | | | | | | | 50,260,389 | |
CHEMICALS, PLASTICS, & RUBBER (0.98%)(c) | | | | | | | | |
Deccan Holdings B.V., First Lien Term Loan(1.75% PIK)(d)(g) | | India | | 3M SOFR + 1.75% | | | 6.61 | % | | 09/16/25 | | | 3,468,402 | | | | 3,468,402 | |
Heubach, Term Loan , First Lien Term Loan(2.00% PIK)(d)(g) | | United States | | | | | | | | 04/30/24 | | | 662,691 | | | | 155,733 | |
LSF11 A5 HoldCo LLC, First Lien Term Loan(e) | | United States | | 3M SOFR + 3.50% | | | 8.46 | % | | 10/15/28 | | | 6,368,542 | | | | 6,364,561 | |
Neptune Husky US Bidco, LLC, First Lien Term Loan(d)(i)(j)(n) | | Luxembourg | | | | | | | | 01/03/29 | | | 3,835,146 | | | | – | |
| | | | | | | | | | | | | | | | | 9,988,696 | |
CONSUMER GOODS: DURABLE (0.35%)(c)(d) | | | | | | | | |
Poly-Wood, First Lien Term Loan | | United States | | 3M SOFR + 5.50% | | | 10.10 | % | | 03/20/30 | | | 3,618,182 | | | | 3,582,000 | |
| | | | | | | | | | | | | | | | | | |
CONSUMER GOODS: NON-DURABLE (5.67%)(c) | | | | | | | | |
ABG Intermediate Holdings 2 LLC, First Lien Term Loan(e) | | United States | | 3M SOFR + 2.75% | | | 7.60 | % | | 12/21/28 | | | 7,446,040 | | | | 7,462,086 | |
Altern Marketing, First Lien Term Loan(d)(e) | | United States | | 3M SOFR + 5.00% | | | 9.93 | % | | 06/13/28 | | | 8,155,938 | | | | 8,155,938 | |
Iconix, Incremental, First Lien Term Loan(d) | | United States | | 3M SOFR + 6.00% | | | 10.75 | % | | 08/22/29 | | | 2,338,462 | | | | 2,315,077 | |
Iconix, Incremental 2, First Lien Term Loan(d) | | United States | | 3M SOFR + 6.00% | | | 10.75 | % | | 08/22/29 | | | 8,859,783 | | | | 8,771,185 | |
Iconix, First Lien Term Loan(d) | | United States | | 3M SOFR + 6.00% | | | 10.75 | % | | 08/22/29 | | | 1,909,809 | | | | 1,890,711 | |
KDC US Holdings, Inc., First Lien Term Loan(e) | | Canada | | 3M SOFR + 4.50% | | | 9.36 | % | | 08/15/28 | | | 6,814,220 | | | | 6,828,053 | |
Men's Wearhouse LLC, First Lien Term Loan(e) | | United States | | 3M SOFR + 6.50% | | | 11.74 | % | | 02/26/29 | | | 9,061,319 | | | | 9,042,471 | |
PDC Brands, First Lien Term Loan(d) | | United States | | 3M SOFR + 5.25% | | | 9.85 | % | | 06/27/30 | | | 8,453,266 | | | | 8,368,734 | |
Description | | Country | | Spread Above Index | | Rate | | | Maturity Date | | Principal Amount | | | Value (Note 2)(a) | |
CONSUMER GOODS: NON-DURABLE (continued) | | | | | | | | |
S&S Holdings, First Lien Term Loan(e) | | United States | | 1M SOFR + 5.00% | | | 9.84 | % | | 09/20/31 | | $ | 5,000,000 | | | $ | 4,940,650 | |
| | | | | | | | | | | | | | | | | 57,774,905 | |
CONTAINERS, PACKAGING & GLASS (3.29%) | | | | | | | | |
Ardagh, First Lien Term Loan(d)(f) | | Luxembourg | | | | | 8.88 | % | | 07/02/29 | | € | 22,000,000 | | | | 24,244,448 | |
Trident TPI Holdings, Inc., First Lien Term Loan(c)(e) | | United States | | 3M SOFR + 4.00% | | | 8.60 | % | | 09/15/28 | | $ | 9,269,845 | | | | 9,295,245 | |
| | | | | | | | | | | | | | | | | 33,539,693 | |
ENERGY: OIL & GAS (0.00%)(d)(f)(j)(n) | | | | | | | | |
AMH Litigation Trust, First Lien Delayed Draw Term Loan | | United States | | | | | | | | 06/08/25 | | | 1,118 | | | | – | |
AMH Litigation Trust, First Lien Delayed Draw Term Loan | | United States | | | | | | | | 06/06/25 | | | 1,044 | | | | – | |
| | | | | | | | | | | | | | | | | – | |
ENVIRONMENTAL INDUSTRIES (1.28%)(c)(d) | | | | | | | | |
Heritage Environmental Services, Inc., First Lien Term Loan(e) | | United States | | 3M SOFR + 5.00% | | | 9.64 | % | | 01/31/31 | | | 1,234,973 | | | | 1,228,798 | |
Heritage Environmental, First Lien Term Loan(e) | | United States | | 3M SOFR + 5.25% | | | 10.50 | % | | 01/31/31 | | | 4,384,615 | | | | 4,417,500 | |
Ruler BidCo B1, First Lien Term Loan | | Luxembourg | | 6M EUR L + 5.50% | | | 8.85 | % | | 04/29/30 | | € | 3,951,572 | | | | 4,332,720 | |
Ruler BidCo B2, First Lien Term Loan | | Luxembourg | | 6M SOFR + 5.50% | | | 10.10 | % | | 04/29/30 | | $ | 1,618,319 | | | | 1,606,181 | |
Ruler BidCo Delayed Draw, First Lien Term Loan(h) | | Luxembourg | | 6M EUR L + 6.50% | | | 8.85 | % | | 04/29/30 | | € | 1,355,200 | | | | 1,485,915 | |
| | | | | | | | | | | | | | | | | 13,071,114 | |
HEALTHCARE & PHARMACEUTICALS (13.08%)(c) | | | | | | | | |
Advarra Holdings, Inc., First Lien Term Loan(d)(e) | | United States | | 3M SOFR + 4.50% | | | 9.35 | % | | 09/15/31 | | $ | 3,639,016 | | | | 3,620,821 | |
Advarra Holdings, Inc., First Lien Term Loan(d)(e) | | United States | | 3M SOFR + 4.50% | | | 9.35 | % | | 09/13/31 | | | 9,047,515 | | | | 9,002,278 | |
Allied Benefit Systems Intermediate LLC, | | | | | | | | | | | | | | | | | | |
Delayed Draw, First Lien Term Loan(d) | | United States | | 3M SOFR + 5.25% | | | 10.10 | % | | 10/31/30 | | | 1,542,526 | | | | 1,542,526 | |
Allied Benefit Systems Intermediate LLC, First Lien Term Loan(d)(e) | | United States | | 3M SOFR + 5.25% | | | 10.10 | % | | 10/31/30 | | | 8,411,340 | | | | 8,411,340 | |
AthenaHealth Group, Inc., First Lien Term Loan(e) | | United States | | 3M SOFR + 3.25% | | | 8.10 | % | | 02/15/29 | | | 3,969,543 | | | | 3,951,363 | |
Bausch Health Americas, Inc., First Lien Term Loan(e) | | United States | | 3M SOFR + 5.25% | | | 10.20 | % | | 02/01/27 | | | 17,210,690 | | | | 16,558,835 | |
Corpuls, First Lien Term Loan(d) | | Germany | | 6M EUR L + 6.75% | | | 10.10 | % | | 06/28/30 | | € | 4,000,000 | | | | 4,441,476 | |
Curia Global, Inc., First Lien Term Loan(e) | | United States | | 3M SOFR + 3.75% | | | 9.10 | % | | 08/30/26 | | $ | 10,033,255 | | | | 9,579,401 | |
EHC Holdings Holdco Limited., First Lien Term Loan(d) | | United Kingdom | | 3M SONIA + 5.75% | | | 10.70 | % | | 09/30/31 | | £ | 6,000,000 | | | | 7,861,278 | |
Exactcare Parent, First Lien Term Loan(d)(e) | | United States | | 3M SOFR + 5.50% | | | 10.73 | % | | 11/05/29 | | $ | 4,485,656 | | | | 4,463,227 | |
Inovalon, First Lien Term Loan, (2.75% PIK)(d)(g) | | United States | | 3M SOFR + 3.50% | | | 11.79 | % | | 11/24/28 | | | 10,549,040 | | | | 9,942,470 | |
Inovalon, Second Lien Term Loan(d)(g) | | United States | | 3M SOFR + 10.50% | | | 16.01 | % | | 11/25/33 | | | 134,869 | | | | 120,371 | |
Keystone Acquisition, First Lien Term Loan(d)(e) | | United States | | 3M SOFR + 5.50% | | | 10.10 | % | | 12/17/29 | | | 8,842,500 | | | | 8,754,075 | |
Keystone Acquisition, Revolver, First Lien Term Loan(d)(h) | | United States | | 3M SOFR + 5.50% | | | 10.14 | % | | 12/17/29 | | | 66,667 | | | | 66,000 | |
Milano Acquisition Corp., First Lien B Term Loan(e) | | United States | | 3M SOFR + 4.00% | | | 8.70 | % | | 10/01/27 | | | 7,377,194 | | | | 7,040,609 | |
OMH-HealthEdge Holdings, LLC, First Lien Term Loan(d)(e) | | United States | | 3M SOFR + 6.00% | | | 10.25 | % | | 10/08/29 | | | 14,363,910 | | | | 14,292,090 | |
Project Dolphin, First Lien Term Loan(d) | | United Kingdom | | 3M SONIA + 6.50% | | | 11.55 | % | | 11/19/29 | | £ | 5,000,000 | | | | 6,517,641 | |
Description | | Country | | Spread Above Index | | Rate | | | Maturity Date | | Principal Amount | | | Value (Note 2)(a) | |
HEALTHCARE & PHARMACEUTICALS (continued) | | | | | | | | |
Tivity Health, Inc., AMD2, First Lien Term Loan(d) | | United States | | 3M SOFR + 5.00% | | | 10.85 | % | | 06/28/29 | | $ | 7,350,328 | | | $ | 7,313,577 | |
Zest Acquisition Corp., First Lien Term Loan(e) | | United States | | 3M SOFR + 5.25% | | | 10.51 | % | | 02/08/28 | | | 5,984,771 | | | | 6,020,321 | |
Zeus Company, First Lien Term Loan(d)(e) | | United States | | 3M SOFR + 5.50% | | | 10.10 | % | | 02/28/31 | | | 3,762,500 | | | | 3,753,094 | |
| | | | | | | | | | | | | | | | | 133,252,793 | |
HIGH TECH INDUSTRIES (13.35%)(c) | | | | | | | | |
Access Group, Delayed Draw, First Lien Term Loan, (4.00% PIK)(d)(g) | | United Kingdom | | 3M SONIA + 5.25% | | | 10.21 | % | | 06/28/29 | | £ | 2,057,000 | | | | 2,701,983 | |
Access Group, First Lien Term Loan, (4.00% PIK)(d)(g) | | United Kingdom | | 3M SONIA + 5.25% | | | 10.21 | % | | 06/28/29 | | | 3,943,000 | | | | 5,179,349 | |
Anaplan Inc., First Lien Term Loan(d)(e) | | United States | | 3M SOFR + 5.25% | | | 9.85 | % | | 06/21/29 | | $ | 9,417,548 | | | | 9,417,548 | |
Artifact Bidco, Inc, First Lien Term Loan(d)(e) | | United States | | 3M SOFR + 4.50% | | | 9.10 | % | | 07/28/31 | | | 6,339,902 | | | | 6,276,503 | |
Auctane, Inc., First Lien Term Loan(d) | | United States | | 3M SOFR + 5.75% | | | 10.94 | % | | 10/05/28 | | | 9,798,995 | | | | 9,798,995 | |
Avalara Inc., First Lien Term Loan(d) | | United States | | 3M SOFR + 6.25% | | | 10.85 | % | | 10/19/28 | | | 18,181,818 | | | | 18,181,818 | |
Azurite Intermediate Delayed Draw, First Lien Term Loan, (2.50% PIK)(d)(g)(h) | | United States | | 3M SOFR + 6.50% | | | 11.35 | % | | 03/19/31 | | | 2,400,000 | | | | 2,394,000 | |
Azurite Intermediate, First Lien Term Loan, (2.50% PIK)(d)(g) | | United States | | 3M SOFR + 6.50% | | | 11.35 | % | | 03/19/31 | | | 1,650,000 | | | | 1,645,875 | |
Barossa Unitranche, Delayed Draw, First Lien Term Loan(d)(h) | | France | | 3M EUR L + 6.50% | | | 9.85 | % | | 04/25/31 | | € | 1,248,000 | | | | 1,368,375 | |
Barossa Unitranche, First Lien Term Loan(d) | | France | | 3M EUR L + 6.50% | | | 9.85 | % | | 04/25/31 | | | 4,662,000 | | | | 5,111,671 | |
Certinia, First Lien Term Loan(d) | | United States | | 3M SOFR + 7.25% | | | 12.34 | % | | 08/03/29 | | $ | 3,529,412 | | | | 3,458,824 | |
Coupa Holdings LLC, First Lien Term Loan(d)(e) | | United States | | 3M SOFR + 5.50% | | | 10.75 | % | | 02/27/30 | | | 6,031,611 | | | | 6,046,690 | |
Crewline Buyer, Inc., First Lien | | | | | | | | | | | | | | | | | | |
Term Loan(d) | | United States | | 3M SOFR + 6.75% | | | 11.35 | % | | 11/08/30 | | | 4,528,302 | | | | 4,528,302 | |
DCert Buyer, Inc., First Lien Initial Term Loan(e) | | United States | | 3M SOFR + 4.00% | | | 8.85 | % | | 10/16/26 | | | 3,537,873 | | | | 3,441,696 | |
Everbridge Holdings, LLC, First Lien Term Loan(d) | | United States | | 3M SOFR + 5.00% | | | 9.59 | % | | 07/02/31 | | | 5,925,926 | | | | 5,896,296 | |
Everbridge Holdings, LLC, Delayed Draw, First Lien Term Loan(d)(h) | | United States | | 3M SOFR + 5.00% | | | 9.59 | % | | 07/02/31 | | | 580,741 | | | | 577,837 | |
Falcon Amendment 2, First Lien Term Loan(d)(e) | | United States | | 3M SOFR + 4.75% | | | 9.35 | % | | 09/30/30 | | | 2,000,000 | | | | 1,980,000 | |
Falcon, First Lien Term Loan(d)(e) | | United States | | 3M SOFR + 4.75% | | | 9.35 | % | | 09/30/30 | | | 9,832,531 | | | | 9,734,206 | |
Flexera Software LLC, First Lien Term Loan(e) | | United States | | 1M SOFR + 3.50% | | | 8.46 | % | | 03/03/28 | | | 5,346,884 | | | | 5,356,001 | |
Homecare Software Solutions LLC, First Lien Term Loan(d) | | United States | | 3M SOFR + 5.25% | | | 10.10 | % | | 06/14/31 | | | 10,000,000 | | | | 9,900,000 | |
Recorded Future, Delayed Draw, First Lien Term Loan(d)(h) | | United States | | 3M SOFR + 5.75% | | | 10.88 | % | | 06/28/30 | | | 421,622 | | | | 421,622 | |
Recorded Future, First Lien Term Loan(d) | | United States | | 3M SOFR + 5.75% | | | 11.08 | % | | 06/28/30 | | | 7,459,459 | | | | 7,459,459 | |
Zendesk, Inc., First Lien Term Loan(d)(e) | | United States | | 3M SOFR + 5.00% | | | 9.69 | % | | 11/22/28 | | | 15,167,685 | | | | 15,129,766 | |
| | | | | | | | | | | | | | | | | 136,006,816 | |
HOTEL, GAMING & LEISURE (2.23%)(c) | | | | | | | | |
Bally's Corp., First Lien Term Loan | | United States | | 3M SOFR + 3.25% | | | 8.79 | % | | 10/02/28 | | | 497,442 | | | | 474,903 | |
CircusTrix LLC, Delayed Draw, First Lien Term Loan(d)(h) | | United States | | 3M SOFR + 6.50% | | | 11.38 | % | | 07/18/28 | | | 429,032 | | | | 429,032 | |
CircusTrix LLC, First Lien Term Loan(d)(e) | | United States | | 3M SOFR + 6.50% | | | 11.35 | % | | 07/18/28 | | | 4,151,613 | | | | 4,151,613 | |
CircusTrix LLC, Revolver, First Lien Term Loan(d)(h) | | United States | | 3M SOFR + 6.50% | | | 11.34 | % | | 07/18/28 | | | 107,527 | | | | 107,527 | |
Description | | Country | | Spread Above Index | | Rate | | | Maturity Date | | Principal Amount | | | Value (Note 2)(a) | |
HOTEL, GAMING & LEISURE (continued) | | | | | | | | |
JOA, First Lien Term Loan(d) | | Luxembourg | | 3M EUR L + 6.00% | | | 9.84 | % | | 04/19/31 | | € | 5,000,000 | | | $ | 5,524,016 | |
Legends Hospitality, First Lien Term Loan(d)(e) | | United States | | 3M SOFR + 5.00% | | | 10.13 | % | | 08/22/31 | | $ | 5,100,000 | | | | 4,998,000 | |
Peloton Interactive, Inc., First Lien Term Loan | | United States | | 1M SOFR + 6.00% | | | 10.85 | % | | 05/30/29 | | | 6,982,500 | | | | 7,022,650 | |
| | | | | | | | | | | | | | | | | 22,707,741 | |
MEDIA: ADVERTISING, PRINTING & PUBLISHING (2.09%)(c)(e) | | | | | | | | |
Clear Channel International B.V., First Lien Term Loan(d) | | United Kingdom | | 1M SOFR + 2.25% | | | 7.50 | % | | 08/05/27 | | | 6,000,000 | | | | 5,985,000 | |
R.R. Donnelley and Sons Co., First Lien Term Loan(d) | | United States | | 1M SOFR + 4.75% | | | 9.61 | % | | 08/08/29 | | | 10,000,000 | | | | 9,700,000 | |
McGraw-Hill Education, Inc., First Lien Term Loan | | United States | | 1M SOFR + 4.00% | | | 8.60 | % | | 08/06/31 | | | 5,611,897 | | | | 5,639,956 | |
| | | | | | | | | | | | | | | | | 21,324,956 | |
MEDIA: BROADCASTING & SUBSCRIPTION (1.27%)(c) | | | | | | | | |
CSC Holdings LLC, First Lien September 2019 Initial Term Loan | | United States | | 3M SOFR + 2.50% | | | 7.17 | % | | 04/15/27 | | | 939,582 | | | | 862,405 | |
CSC Holdings LLC, First Lien Term Loan | | United States | | 3M SOFR + 4.50% | | | 9.60 | % | | 01/18/28 | | | 12,357,678 | | | | 12,035,513 | |
| | | | | | | | | | | | | | | | | 12,897,918 | |
RETAIL (2.77%) | | | | | | | | |
Action Nederland, First Lien Term Loan, B5(c)(e) | | Netherlands | | 6M SOFR + 3.00% | | | 7.60 | % | | 07/01/31 | | | 4,325,721 | | | | 4,344,646 | |
ASDA, First Lien Term Loan,B(c) | | United Kingdom | | 3M EUR L + 4.00% | | | 7.09 | % | | 05/14/31 | | € | 3,000,000 | | | | 3,280,398 | |
ASDA, First Lien Term Loan,GPB Add-on(c)(d) | | United Kingdom | | 3M SONIA + 5.75% | | | 10.98 | % | | 10/22/29 | | £ | 12,000,000 | | | | 16,043,424 | |
EG Group Ltd., First Lien Term Loan(c) | | United Kingdom | | 3M EUR L + 5.50% | | | 8.88 | % | | 02/07/28 | | € | 4,100,044 | | | | 4,584,738 | |
Mahwah Bergen Retail Group, Inc., First Lien Tranche B Term Loan(i)(j)(n) | | United States | | | | | | | | 08/21/22 | | $ | 1,435,369 | | | | 4,493 | |
| | | | | | | | | | | | | | | | | 28,257,699 | |
SERVICES: BUSINESS (11.59%) | | | | | | | | |
AMCP Clean Acquisition Co. LLC, First Lien Term Loan(c)(e) | | United States | | 3M SOFR + 5.00% | | | 10.06 | % | | 06/15/28 | | | 4,975,000 | | | | 4,968,781 | |
AVI-SPL, First Lien Term Loan(c)(d) | | United States | | 3M SOFR + 5.00% | | | 9.99 | % | | 06/06/31 | | | 11,466,346 | | | | 11,295,498 | |
BDO USA, Term Loan, First Lien Term Loan(c)(d)(e) | | United States | | 3M SOFR + 5.00% | | | 9.86 | % | | 08/31/28 | | | 19,474,851 | | | | 19,474,851 | |
Coding Solutions Acquisition Inc, First Lien Term Loan(c)(d)(e) | | United States | | 3M SOFR + 5.00% | | | 9.25 | % | | 08/07/31 | | | 3,912,214 | | | | 3,853,530 | |
Coding Solutions Acquisition Inc., Revolver, First Lien Term Loan(c)(d)(h) | | United States | | 3M SOFR + 5.00% | | | 9.98 | % | | 08/07/31 | | | 95,420 | | | | 93,989 | |
Coretrust Purchasing Group LLC, First Lien Term Loan(c)(d)(e) | | United States | | 3M SOFR + 5.25% | | | 10.10 | % | | 10/01/29 | | | 6,284,210 | | | | 6,221,368 | |
Deerfield Dakota Holding LLC, First Lien Term Loan(c)(e) | | United States | | 3M SOFR + 3.75% | | | 8.35 | % | | 04/09/27 | | | 3,968,912 | | | | 3,893,741 | |
EAB Global, Inc., First Lien Term Loan(c) | | United States | | 3M SOFR + 3.25% | | | 8.10 | % | | 08/16/28 | | | 13,551,186 | | | | 13,519,002 | |
eResearchTechnology, Inc., First Lien Term Loan(c)(e) | | United States | | 3M SOFR + 4.00% | | | 8.85 | % | | 02/04/27 | | | 6,265,280 | | | | 6,299,426 | |
Ichnaea, First Lien Term Loan B(c)(d) | | United Kingdom | | 3M SONIA + 6.00% | | | 10.96 | % | | 10/05/29 | | £ | 5,000,000 | | | | 6,684,760 | |
Polaris Newco LLC, First Lien Term Loan(c)(e) | | United States | | 3M SOFR + 4.00% | | | 9.51 | % | | 06/02/28 | | $ | 6,600,429 | | | | 6,499,046 | |
Project Harrier, First Lien Term Loan (6.25% PIK)(d)(f)(g) | | United Kingdom | | | | | 12.50 | % | | 10/31/29 | | £ | 5,239,160 | | | | 6,934,460 | |
Project Ruby Ultimate Parent Corp., First Lien Term Loan(c)(e) | | United States | | 1M SOFR + 3.50% | | | 8.46 | % | | 03/10/28 | | $ | 7,960,000 | | | | 7,968,955 | |
Description | | Country | | Spread Above Index | | Rate | | | Maturity Date | | Principal Amount | | | Value (Note 2)(a) | |
SERVICES: BUSINESS (continued) | | | | | | | | |
Valor, Inc., EUR, First Lien Term Loan, (1.73% PIK)(c)(d)(g) | | United Kingdom | | 6M EUR L + 5.15% | | | 8.50 | % | | 07/11/29 | | € | 1,410,281 | | | $ | 1,554,159 | |
Valor, Inc., First Lien Delayed Draw Term Loan, (1.73% PIK)(c)(d)(g) | | United Kingdom | | 6M EUR L + 5.75% | | | 10.11 | % | | 07/11/29 | | | 1,750,000 | | | | 1,928,536 | |
Valor, Inc., First Lien Delayed Draw Term Loan, Add-On (1.73% PIK)(c)(d)(g)(h) | | United Kingdom | | 6M EUR L + 6.25% | | | 10.11 | % | | 07/11/29 | | | 435,830 | | | | 480,293 | |
Valor, Inc., GBP, First Lien Term Loan, (1.73% PIK)(c)(d)(g) | | United Kingdom | | 3M SONIA + 5.15% | | | 10.11 | % | | 07/11/29 | | £ | 2,295,636 | | | | 3,038,463 | |
Vensure Employer Services, Inc., First Lien Term Loan(c)(d) | | United States | | 3M SOFR + 5.00% | | | 9.64 | % | | 09/27/31 | | $ | 6,230,958 | | | | 6,168,649 | |
Victors Purchaser, LLC, First Lien Term Loan(c)(d) | | United States | | 3M SOFR + 4.75% | | | 9.35 | % | | 08/15/31 | | | 7,277,233 | | | | 7,204,461 | |
| | | | | | | | | | | | | | | | | 118,081,968 | |
SERVICES: CONSUMER (2.30%)(c) | | | | | | | | |
Delivery Hero, First Lien Term Loan | | United States | | 1M SOFR + 5.00% | | | 10.10 | % | | 12/12/29 | | | 4,999,524 | | | | 5,028,521 | |
Excelligence, First Lien Term Loan(d) | | United States | | 3M SOFR + 5.75% | | | 10.35 | % | | 01/18/30 | | | 11,163,083 | | | | 11,051,451 | |
Project Aurelia, First Lien Term Loan(d) | | Netherlands | | 6M EUR L + 5.75% | | | 9.55 | % | | 05/29/31 | | € | 4,000,000 | | | | 4,385,819 | |
WH BorrowerCo, LLC, First Lien Term Loan(d)(e) | | United States | | 3M SOFR + 5.00% | | | 10.02 | % | | 08/01/30 | | $ | 2,869,674 | | | | 2,826,629 | |
WH BorrowerCo, LLC., Revolver, First Lien Term Loan(d)(h) | | United States | | 3M SOFR + 5.00% | | | 10.02 | % | | 08/01/30 | | | 96,685 | | | | 95,235 | |
| | | | | | | | | | | | | | | | | 23,387,655 | |
STRUCTURED FINANCE (1.39%)(c)(d)(g) | | | | | | | | |
WP Singular, First Lien Term Loan | | United Kingdom | | 3M EUR L + 3.85% | | | 7.32 | % | | 11/30/24 | | € | 12,748,121 | | | | 14,155,118 | |
| | | | | | | | | | | | | | | | | | |
TELECOMMUNICATIONS (3.18%)(c) | | | | | | | | |
CommScope LLC, First Lien Term Loan(e) | | United States | | 3M SOFR + 3.25% | | | 8.21 | % | | 04/06/26 | | $ | 21,801,773 | | | | 21,075,010 | |
Radiate Holdco LLC, First Lien Facility B3 Term Loan | | United States | | 3M SOFR + 3.25% | | | 8.21 | % | | 09/25/26 | | | 12,086,688 | | | | 10,402,106 | |
TDC Net A, First Lien Term Loan(d) | | Denmark | | 6M EUR L + 1.50% | | | 5.15 | % | | 01/31/25 | | € | 502,047 | | | | 549,075 | |
TDC Net B, First Lien Term Loan(d) | | Denmark | | 6M EUR L + 1.50% | | | 5.01 | % | | 01/29/27 | | | 308,952 | | | | 337,892 | |
| | | | | | | | | | | | | | | | | 32,364,083 | |
TRANSPORTATION: CARGO (0.36%)(c)(d)(e) | | | | | | | | |
Channelside, First Lien Term Loan | | United States | | 3M SOFR + 4.75% | | | 10.00 | % | | 06/30/28 | | $ | 3,551,239 | | | | 3,542,361 | |
Channelside, Revolver, First Lien Term Loan(h) | | United States | | 3M SOFR + 4.75% | | | 8.34 | % | | 07/01/26 | | | 88,889 | | | | 88,667 | |
| | | | | | | | | | | | | | | | | 3,631,028 | |
UTILITIES: ELECTRIC (0.63%)(c)(d) | | | | | | | | |
BGIF IV Fearless, First Lien Term Loan | | United States | | 3M SOFR + 5.00% | | | 9.82 | % | | 06/09/31 | | | 6,509,434 | | | | 6,444,340 | |
| | | | | | | | | | | | | | | | | | |
UTILITIES: OIL & GAS (1.13%)(c)(d)(h) | | | | | | | | |
Venture Global, First Lien Term Loan | | United States | | 1M SOFR + 1.975% | | | 6.84 | % | | 05/25/29 | | | 11,994,768 | | | | 11,514,977 | |
| | | | | | | | | | | | | | | | | | |
WHOLESALE (0.89%)(c) | | | | | | | | |
LBM Acquisition LLC, First Lien Term Loan | | United States | | 3M SOFR + 3.75% | | | 9.19 | % | | 12/17/27 | | | 1,026,993 | | | | 1,022,243 | |
WC ORS Buyer, Inc., First Lien Term Loan(d)(e) | | United States | | 3M SOFR + 5.00% | | | 10.13 | % | | 08/07/31 | | | 7,958,597 | | | | 7,839,218 | |
Description | | Country | | Spread Above Index | | Rate | | | Maturity Date | | Principal Amount | | | Value (Note 2)(a) | |
WHOLESALE (continued) | | | | | | | | |
WC ORS Buyer, Inc., Revolver, First Lien Term Loan(d)(h) | | United States | | 3M SOFR + 5.00% | | | 10.07 | % | | 08/07/31 | | $ | 212,229 | | | $ | 209,046 | |
| | | | | | | | | | | | | | | | | 9,070,507 | |
TOTAL BANK LOANS | | | | | | | | | | | | | | | | | | |
(Cost $910,437,114) | | | | | | | | | | | | | | | | | 922,102,108 | |
| | | | | | | | | | | | | | | | | | |
CORPORATE BONDS (12.97%) | | | | | | | | |
BANKING, FINANCE, INSURANCE & REAL ESTATE (1.64%) | | | | | | | | |
Encore Capital Group, Inc.(f)(k) | | United States | | | | | 4.25 | % | | 06/01/28 | | £ | 672,000 | | | | 825,512 | |
Kane Bidco, Ltd(c)(d)(k) | | United Kingdom | | 3M SONIA + 6.25% | | | 11.24 | % | | 02/15/28 | | | 10,000,000 | | | | 13,503,215 | |
Kane Bidco, Ltd., Series REGs(f) | | United Kingdom | | | | | 5.00 | % | | 02/15/27 | | € | 1,000,000 | | | | 1,102,224 | |
Kane Bidco, Ltd., Series REGs(f) | | United Kingdom | | | | | 6.50 | % | | 02/15/27 | | £ | 1,000,000 | | | | 1,321,741 | |
| | | | | | | | | | | | | | | | | 16,752,692 | |
BEVERAGE, FOOD & TOBACCO (0.60%)(f)(k) | | | | | | | | |
Market Bidco Finco PLC | | United Kingdom | | | | | 5.50 | % | | 11/04/27 | | | 4,870,000 | | | | 6,148,815 | |
| | | | | | | | | | | | | | | | | | |
CONSTRUCTION & BUILDING (1.86%)(f)(k) | | | | | | | | |
K Hovnanian Enterprises, Inc. | | United States | | | | | 8.00 | % | | 09/30/28 | | $ | 10,000,000 | | | | 10,223,092 | |
K Hovnanian Enterprises, Inc. | | United States | | | | | 11.75 | % | | 09/30/29 | | | 7,875,000 | | | | 8,759,126 | |
| | | | | | | | | | | | | | | | | 18,982,218 | |
CONSUMER GOODS: NON-DURABLE (1.31%)(c)(d)(g) | | | | | | | | |
Gruppo Florence Series A | | Italy | | 3M EUR L + 6.75% | | | 10.43 | % | | 10/17/30 | | € | 4,820,870 | | | | 5,339,528 | |
Gruppo Florence Series B | | Italy | | 3M EUR L + 6.75% | | | 10.43 | % | | 10/17/30 | | | 7,179,130 | | | | 7,951,506 | |
| | | | | | | | | | | | | | | | | 13,291,034 | |
ENERGY: OIL & GAS (0.85%) | | | | | | | | |
Alta Mesa Holdings LP / Alta Mesa Finance Services Corp.(f)(i)(j)(n) | | United States | | | | | | | | 12/15/24 | | $ | 968,000 | | | | 1,258 | |
Venture Global LNG, Inc.(e)(f)(k) | | United States | | | | | 8.13 | % | | 06/01/28 | | | 5,000,000 | | | | 5,218,750 | |
Energy Transfer LP, Series H(c) | | United States | | 5Y US T + 5.69% | | | 6.50 | % | | 11/15/72 | | | 3,468,000 | | | | 3,467,601 | |
| | | | | | | | | | | | | | | | | 8,687,609 | |
HEALTHCARE & PHARMACEUTICALS (0.15%)(f)(k) | | | | | | | | |
Bausch Health Companies, Inc. | | United States | | | | | 5.50 | % | | 11/01/25 | | | 1,566,000 | | | | 1,534,680 | |
| | | | | | | | | | | | | | | | | | |
HIGH TECH INDUSTRIES (1.34%)(d)(k) | | | | | | | | |
Wolfspeed, Inc. | | United States | | | | | 9.88 | % | | 06/23/30 | | | 14,000,000 | | | | 13,606,600 | |
| | | | | | | | | | | | | | | | | | |
MEDIA: ADVERTISING, PRINTING & PUBLISHING (0.74%)(e)(f)(k) | | | | | | | | |
Gannett Holdings LLC | | United States | | | | | 6.00 | % | | 11/01/26 | | | 7,500,000 | | | | 7,546,055 | |
| | | | | | | | | | | | | | | | | | |
MEDIA: BROADCASTING & SUBSCRIPTION (0.26%)(f)(k) | | | | | | | | |
CSC Holdings LLC | | United States | | | | | 4.63 | % | | 12/01/30 | | | 3,177,000 | | | | 1,616,299 | |
CSC Holdings LLC | | United States | | | | | 5.75 | % | | 01/15/30 | | | 1,915,000 | | | | 995,800 | |
| | | | | | | | | | | | | | | | | 2,612,099 | |
RETAIL (2.24%) | | | | | | | | |
eG Global Finance PLC(f)(k) | | United Kingdom | | | | | 12.00 | % | | 11/30/28 | | | 2,287,000 | | | | 2,553,756 | |
eG Global Finance PLC(c)(d)(g)(k) | | United Kingdom | | 3M SOFR + 7.50% | | | 12.37 | % | | 11/30/28 | | | 11,488,868 | | | | 11,833,535 | |
Description | | Country | | Spread Above Index | | Rate | | | Maturity Date | | Principal Amount | | | Value (Note 2)(a) | |
RETAIL (continued) | | | | | | | | | | | | | | | | | | |
eG Global Finance PLC, Series REGs(f) | | United Kingdom | | | | | 11.00 | % | | 11/30/28 | | € | 1,379,000 | | | $ | 1,702,414 | |
Guitar Center, Inc.(f)(k) | | United States | | | | | 8.50 | % | | 01/15/26 | | $ | 7,765,000 | | | | 6,755,638 | |
| | | | | | | | | | | | | | | | | 22,845,343 | |
TELECOMMUNICATIONS (1.08%)(e)(f)(k) | | | | | | | | |
Uniti Group LP / Uniti Group Finance, Inc. / CSL Capital LLC | | United States | | | | | 10.50 | % | | 02/15/28 | | | 10,316,000 | | | | 11,014,135 | |
| | | | | | | | | | | | | | | | | | |
UTILITIES: ELECTRIC (0.90%)(c) | | | | | | | | |
Edison International | | United States | | 5Y US T + 3.86% | | | 8.13 | % | | 06/15/53 | | | 8,711,000 | | | | 9,168,327 | |
| | | | | | | | | | | | | | | | | | |
TOTAL CORPORATE BONDS | | | | | | | | | | | | | | | | | | |
(Cost $125,361,698) | | | | | | | | | | | | | | | | | 132,189,607 | |
| | | | | | | | | | | | | | | | | | |
CONVERTIBLE CORPORATE BONDS (0.81%)(f) | | | | | | | | |
| | | | | | | | |
MEDIA: ADVERTISING, PRINTING & PUBLISHING (0.58%)(d)(k) | | | | | | | | |
Gannett Co., Inc. | | United States | | | | | 6.00 | % | | 12/01/27 | | | 5,000,000 | | | | 5,911,924 | |
| | | | | | | | | | | | | | | | | | |
MEDIA: BROADCASTING & SUBSCRIPTION (0.23%) | | | | | | | | |
DISH Network Corp.(l)(n) | | United States | | | | | | | | 12/15/25 | | | 2,616,000 | | | | 2,269,380 | |
DISH Network Corp. | | United States | | | | | 3.38 | % | | 08/15/26 | | | 100,000 | | | | 81,250 | |
| | | | | | | | | | | | | | | | | 2,350,630 | |
TOTAL CONVERTIBLE CORPORATE BONDS | | | | | | | | |
(Cost $7,266,505) | | | | | | | | | | | | | | | | | 8,262,554 | |
| | | | | | | | | | | Shares | | | Value | |
ASSET-BACKED SECURITIES (4.66%)(c)(k) | | | | | | | | |
STRUCTURED FINANCE (4.66%) | | | | | | | | |
Carvana Auto Receivables Trust 2024-N2, Class EX1 | | United States | | | | | 8.26 | % | | 06/10/31 | | | 8,259 | | | | 22,265,358 | |
PNMAC GMSR Issuer Trust, Series 2024-GT1 | | United States | | 1M SOFR + 3.20% | | | 8.05 | % | | 03/25/29 | | | 10,000,000 | | | | 10,158,231 | |
LOFT 2024-1, Series 2024-1A(d) | | Germany | | SOFR 90A + 3.75% | | | 9.12 | % | | 05/21/34 | | | 3,330,000 | | | | 3,330,000 | |
LOFT 2024-1, Series 2024-1B(d) | | Germany | | SOFR 90A + 10.50% | | | 15.87 | % | | 05/21/34 | | | 11,670,000 | | | | 11,670,000 | |
| | | | | | | | | | | | | | | | | | |
TOTAL ASSET-BACKED SECURITIES | | | | | | | | |
(Cost $47,001,029) | | | | | | | 47,423,589 | |
| | | | | | | | | | | | | | | | | | |
COLLATERALIZED LOAN OBLIGATIONS (0.86%)(k) | | | | | | | | |
DEBT (0.31%)(f) | | | | | | | | |
Anchorage Credit Funding 13, Ltd., Series 2021-13A | | Cayman Islands | | | | | 6.84 | % | | 07/27/39 | | | 350,000 | | | | 311,124 | |
Anchorage Credit Funding 13, Ltd., Series 2021-13A | | Cayman Islands | | | | | 6.92 | % | | 07/27/39 | | | 2,300,000 | | | | 2,054,197 | |
Description | | Country | | Spread Above Index | | Rate | | | Maturity Date | | Principal Amount | | | Value (Note 2)(a) | |
COLLATERALIZED LOAN OBLIGATIONS (continued) | | | | | | | | |
Anchorage Credit Funding 14, Ltd., Series 2021-14A | | Cayman Islands | | | | | 7.45 | % | | 01/21/40 | | $ | 850,000 | | | $ | 779,668 | |
| | | | | | | | | | | | | | | | | 3,144,989 | |
EQUITY (0.55%)(d)(k)(m) | | | | | | | | | | | | | | | | | | |
NSLT 2021-A R | | United States | | | | | | | | 04/20/62 | | | 10,080 | | | | 2,594,816 | |
NSLT 2021-BA R | | United States | | | | | | | | 04/20/62 | | | 10,080 | | | | 1,240,761 | |
NSLT 2021-CA R | | United States | | | | | | | | 04/20/62 | | | 10,080 | | | | 982,976 | |
NSLT 2021-DA R | | United States | | | | | | | | 04/20/62 | | | 10,080 | | | | 799,253 | |
| | | | | | | | | | | | | | | | | 5,617,806 | |
TOTAL COLLATERALIZED LOAN OBLIGATIONS | | | | | | | | |
(Cost $9,346,003) | | | | | | | | | | | | | | | | | 8,762,795 | |
| | | | | | | | | | | | | | | | | | |
COMMERCIAL REAL ESTATE LOANS (2.89%)(c)(k) | | | | | | | | |
AREIT 2023-CRE8 LLC, Class C, Series 2023-CRE8 | | Bermuda | | 1M SOFR + 4.02% | | | 9.11 | % | | 08/17/41 | | | 7,000,000 | | | | 6,980,173 | |
MF1 2022-B1 LLC, Class A, Series 2022-B1 | | United States | | 1M SOFR + 2.40% | | | 7.36 | % | | 11/17/37 | | | 8,000,000 | | | | 8,042,761 | |
MF1 2022-B1 LLC, Class B, Series 2022-B1 | | United States | | 1M SOFR + 3.28% | | | 8.24 | % | | 11/17/37 | | | 100,000 | | | | 99,904 | |
MF1 2022-B1 LLC, Class C, Series 2022-B1 | | United States | | 1M SOFR + 4.03% | | | 8.99 | % | | 11/17/37 | | | 1,034,000 | | | | 1,026,946 | |
MF1 2022-B1 LLC, Class D, Series 2022-B1 | | United States | | 1M SOFR + 4.53% | | | 9.49 | % | | 11/17/37 | | | 142,000 | | | | 138,785 | |
MF1 2022-B1 LLC, Class E, Series 2022-B1 | | United States | | 1M SOFR + 5.38% | | | 10.34 | % | | 11/17/37 | | | 724,000 | | | | 701,426 | |
PFP 2023-10, Ltd., Class C, Series 2023-10 | | Bermuda | | 1M SOFR + 4.12% | | | 9.21 | % | | 09/16/38 | | | 2,500,000 | | | | 2,495,499 | |
VMC Finance 2023-PV1 LLC, Class A, Series 2023-PV1 | | United States | | 1M SOFR + 2.77% | | | 7.73 | % | | 01/19/40 | | | 6,850,000 | | | | 6,832,482 | |
VMC Finance 2023-PV1 LLC, Class AS, Series 2023-PV1 | | United States | | 1M SOFR + 3.18% | | | 8.14 | % | | 01/19/40 | | | 1,050,000 | | | | 1,047,058 | |
VMC Finance 2023-PV1 LLC, Class B, Series 2023-PV1 | | United States | | 1M SOFR + 3.58% | | | 8.54 | % | | 01/19/40 | | | 800,000 | | | | 797,765 | |
VMC Finance 2023-PV1 LLC, Class C, Series 2023-PV1 | | United States | | 1M SOFR + 4.63% | | | 9.59 | % | | 01/19/40 | | | 800,000 | | | | 797,729 | |
VMC Finance 2023-PV1 LLC, Class D, Series 2023-PV1 | | United States | | 1M SOFR + 6.78% | | | 11.74 | % | | 01/19/40 | | | 500,000 | | | | 498,703 | |
| | | | | | | | | | | | | | | | | 29,459,231 | |
TOTAL COMMERCIAL REAL ESTATE LOANS | | | | | | | | |
(Cost $29,302,922) | | | | | | | | | | | | | | | | | 29,459,231 | |
| | | | | | | | | | | | Shares | | | Value (Note 2)(a) | |
COMMON STOCKS (0.36%)(n) | | | | | | |
| | | | | | |
MEDIA: BROADCASTING & SUBSCRIPTION (0.35%) | | | | | | | | |
Altice USA, Inc., Class A | | United States | | | | | | | | | | | 1,423,397 | | | | 3,501,557 | |
| | | | | | | | | | | | | | | | | | |
TELECOMMUNICATIONS (0.01%) | | | | | | | | |
EchoStar Corp. | | United States | | | | | | | | | | | 5,803 | | | | 144,030 | |
| | | | | | | | | | | | | | | | | | |
TOTAL COMMON STOCKS | | | | | | | | | | | | | | | | | | |
(Cost $2,917,126) | | | | | | | | | | | | | | | | | 3,645,587 | |
| | Country | | | | | | | | | | Shares | | | Value (Note 2)(a) | |
EQUITY INTEREST (0.00%)(d)(j)(n)(o) | | | | | | | | |
ENERGY: OIL & GAS (0.00%) | | | | | | | | |
Bruin Blocker LLC | | United States | | | | | | | | | | | 27,864 | | | $ | – | |
| | | | | | | | | | | | | | | | | | |
HOTEL, GAMING & LEISURE (0.00%) | | | | | | | | |
Cineworld Group PLC Warrant, Strike Price $41.49 | | United States | | | | | | | | | | | 84,898 | | | | – | |
| | | | | | | | | | | | | | | | | | |
TRANSPORTATION: CONSUMER (0.00%)(c) | | | | | | | | |
Bahia De Las Isletas A2 | | Spain | | | | | | | | | | | 1,696 | | | | – | |
Bahia De Las Isletas A3 | | Spain | | | | | | | | | | | 294 | | | | – | |
Bahia De Las Isletas B2 | | Spain | | | | | | | | | | | 2,162 | | | | – | |
Bahia De Las Isletas B3 | | Spain | | | | | | | | | | | 375 | | | | – | |
| | | | | | | | | | | | | | | | | – | |
TOTAL EQUITY INTEREST | | | | | | | | |
(Cost $38,001) | | | | | | | | | | | | | | | | | – | |
Description | | Country | | Spread Above Index | | | Rate | | | Maturity Date | | Principal Amount | | | Value (Note 2)(a) | |
PARTNERSHIP INTEREST (0.01%)(d)(n)(o) | | | | | | |
| | | | | | | | | | | | | | | | |
BANKING, FINANCE, INSURANCE & REAL ESTATE (0.01%) | | | | | | | | |
Tailwind Fire Flow Investor, LP, Interest | | United States | | | | | | | | | | | 100 | | | | 101,068 | |
| | | | | | | | | | | | | | | | | | |
WHOLESALE (0.00%)(j) | | | | | | | | | | | | | | | | | | |
WC ORS Holdings, LP, Units | | United States | | | | | | | | | | | 9,557 | | | | 9,557 | |
| | | | | | | | | | | | | | | | | | |
TOTAL PARTNERSHIP INTEREST | | | | | | | | | | | | | | | | | | |
(Cost $110,625) | | | | | | | | | | | | | | | | | 110,625 | |
| | | | | | | | | | | 7-Day Yield | | | Shares | | | Value (Note 2)(a) | |
SHORT TERM INVESTMENT (6.26%) | | | | | | | | | | | | | | |
Goldman Sachs Financial Square Government Fund | | | | | | | | | | | | | | | 5.23% | | | | 63,498,991 | | | | 63,748,536 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
TOTAL SHORT TERM INVESTMENT | | | | | | | | | | | | | | |
(Cost $63,748,536) | | | | | | | | | | | | | | | | | | | | | | | 63,748,536 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
TOTAL INVESTMENTS (119.32%) | | | | | | | | | | | | | | |
(Cost 1,195,529,559) | | | | | | | | | | | | | | | | | | | | | | | 1,215,704,632 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Liabilities in Excess of Other Assets (-19.32%) | | | | | | | | | | | | | (196,858,082 | ) |
NET ASSETS (100.00%) | | | | | | | | | | | | | | | | | | | | | | $ | 1,018,846,550 | |
Reference Rates:
3M EUR L - 3 Month EURIBOR as of September 30, 2024 was 3.28%
6M EUR L - 6 Month EURIBOR as of September 30, 2024 was 3.11%
1M SOFR - 1 Month US SOFR as of September 30, 2024 was 4.85%
3M SOFR - 3 Month US SOFR as of September 30, 2024 was 4.59%
6M SOFR - 6 Month US SOFR as of September 30, 2024 was 4.25%
SOFR 90A - SOFR 90 Day Average as of September 30, 2024 was 5.31%
3M SONIA - 3 Month SONIA as of September 30, 2024 was 4.95%
5Y US T - 5 Year US Treasury rate as of September 30, 2024 was 3.58%
| (a) | Investment holdings denominated in foreign currencies are converted to U.S. Dollars using period end spot rates. |
| (b) | “Bank Loans” are senior, secured loans made to companies whose debt is below investment grade as well as investments with similar economic characteristics. Senior Loans typically hold a first lien priority and, unless otherwise indicated, are required to pay interest at floating rates that are periodically reset by reference to a base lending rate plus a spread. In some instances, the rates shown represent the weighted average rate as of September 30, 2024. Senior Loans are generally not registered under the Securities Act of 1933 (the “1933 Act”) and often incorporate certain restrictions on resale and cannot be sold publicly. Senior Loans often require prepayments from excess cash flow or permit the borrower to repay at its election. The degree to which borrowers repay, whether as a contractual requirement or at their election, cannot be predicted with accuracy. As a result, the actual maturity may be substantially less than the stated maturity. |
| (c) | Floating or variable rate security. The reference rate is described above. The rate in effect as of September 30, 2024 is based on the reference rate plus the displayed spread as of the security's last reset date. |
| (d) | Security is classified as Level 3 in the Fund's fair value hierarchy (see Note 2). |
| (e) | Security or portion thereof pledged as collateral under the secured revolving credit facility entered into by CRDTX SPV I, LLC and Citibank N.A. |
| (g) | Paid in kind security which may pay interest in additional par. |
| (h) | A portion of this security was not funded as of September 30, 2024. The Consolidated Schedule of Investments records only the funded portion of each position. As of September 30, 2024, the Fund has unfunded delayed draw loans in the amount of $125,025,318. Fair value of these unfunded delayed draws was $98,320,363. Additional information is provided in Note 4 General Commitments and Contingencies. |
| (i) | See Note 2 regarding defaulted securities. |
| (k) | Securities exempt from registration under Rule 144A of the Securities Act of 1933, as amended (the "Securities Act") and Regulation S of the Securities Act. These securities may be sold in the ordinary course of business in transactions exempt from registration normally to qualified institutional buyers. As of September 30, 2024, the aggregate market value of such securities was $193,692,546, representing 19.03% of net assets. |
| (l) | Zero Coupon Securities. |
| (m) | CLO subordinated notes, income notes, and Class M notes are considered CLO equity positions. CLO equity positions are entitled to recurring distributions which are generally equal to the remaining cash flow of payments made by underlying securities less contractual payments to debt holders and fund expenses. |
| (n) | Non-income producing security. |
| (o) | Securities may be deemed to be “restricted securities” under the Securities Act. As of September 30, 2024, the restricted securities were as follows: |
Restricted | | Acquisition Date | | Cost | | | Value September 30, 2024 | | | Value as Percentage of Net Assets Applicable to Common Stockholders September 30, 2024 | |
Bahia De Las Isletas A2 | | 02/17/2022 | | $ | – | | | $ | – | | | | – | % |
Bahia De Las Isletas A3 | | 02/17/2022 | | | 16,700 | | | | – | | | | – | |
Bahia De Las Isletas B2 | | 02/17/2022 | | | – | | | | – | | | | – | |
Bahia De Las Isletas B3 | | 02/17/2022 | | | 21,301 | | | | – | | | | – | |
Bruin Blocker LLC | | 08/31/2020 | | | – | | | | – | | | | – | |
Cineworld Group PLC Warrant | | 11/23/2020 | | | – | | | | – | | | | – | |
Energy Transfer LP, Series H | | 05/20/2022 | | | 3,077,850 | | | | 3,467,601 | | | | 0.34 | |
Tailwind Fire Flow Investor,LP, Interest | | 06/28/2024 | | | 101,068 | | | | 101,068 | | | | 0.01 | |
WC ORS Holdings, LP, Units | | 08/09/2024 | | | 9,557 | | | | 9,557 | | | | 0.00 | |
Total | | | | $ | 3,226,476 | | | $ | 3,578,226 | | | | 0.35 | % |
Common Abbreviations:
B.V. - Besloten Vennootshap
CLO - Collateralized Loan Obligation
Co. - Company
EUR L or EURIBOR - Euro Interbank Offered Rate
Inc. - Incorporated
LLC - Limited Liability Company
LP – Limited Partnership
Ltd - Limited Company
PIK - Payment in Kind
PLC - Public Limited Company
SARL - Société A Responsabilité Limitée
SONIA - Sterling Overnight Index Average
SOFR - Secured Overnight Financing Rate
OUTSTANDING FORWARD FOREIGN CURRENCY CONTRACTS
Counterparty | | Settlement Date | | Fund Receiving | | | Value | | | Fund Delivering | | | Value | | | Unrealized Appreciation/ (Depreciation) | |
Bank of New York Mellon | | 12/18/24 | | GBP | | | 1,229,778 | | | USD | | | 1,213,942 | | | $ | 15,836 | |
Bank of New York Mellon | | 12/18/24 | | USD | | | 335,808 | | | EUR | | | 335,010 | | | | 798 | |
Bank of New York Mellon | | 12/18/24 | | USD | | | 7,968,752 | | | GBP | | | 7,966,825 | | | | 1,927 | |
| | | | | | | | | | | | | | | | $ | 18,561 | |
Bank of New York Mellon | | 12/18/24 | | EUR | | | 2,289,233 | | | USD | | | 2,289,811 | | | $ | (578 | ) |
Bank of New York Mellon | | 12/18/24 | | USD | | | 112,086,648 | | | EUR | | | 112,686,075 | | | | (599,427 | ) |
Bank of New York Mellon | | 12/18/24 | | USD | | | 88,925,527 | | | GBP | | | 90,650,700 | | | | (1,725,173 | ) |
MIZUHO | | 12/18/24 | | USD | | | 1,574,403 | | | GBP | | | 1,577,324 | | | | (2,921 | ) |
| | | | | | | | | | | | | | | | $ | (2,328,099 | ) |
TOTAL RETURN SWAP SUMMARY
Counterparty | | Pay/Receive | | | Reference Entity/Obligation | | Currency | | | Notional Amount | | | Floating Rate Index | | Spread (bps) | | | Termination Date | | Value | | | Net Unrealized Appreciation | |
Nomura Global Financial Products, Inc. | | Receive | | | Altice USA, Inc. | | USD | | | 609,018 | | | OBFR01 | | 60 | | | 06/30/2028 | | $ | 831,404 | | | $ | 222,386 | |
| | | | | | | | | | | | | | | | | | | | $ | 831,404 | | | $ | 222,386 | |
CROSS CURRENCY SWAP SUMMARY
Counterparty | | Pay/Receive Floating Rate | | Receive Notional | | | Currency | | | Pay Notional | | | Currency | | | Floating Rate | | Fixed Rate | | | Maturity Date | | Net Unrealized Appreciation | |
Nomura Global Financial Products, Inc. | | Receive | | | 9,049,315 | | | USD | | | 36,243,048,340 | | | COP | | | SOFRRATE | | | 17.66% | | | 06/30/2028 | | $ | 112,078 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | $ | 112,078 | |
INTEREST RATE OPTION SUMMARY
Counterparty | | Option Type | | Reference Obligation | | Strike | | | Expiration Date | | Notional | | | Unrealized Appreciation (Depreciation) | |
Nomura Global Financial Products, Inc. | | Interest Rate | | SOFRRATE Index | | 4% | | | 4/17/26 | | 548,000,000 | | | $ | 3,266,595 | |
| | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | $ | 3,266,595 | |
INTEREST RATE SWAP SUMMARY
Counterparty | | Fund Receives | | | Fund Pays | | Maturity Date | | Notional | | | Unrealized Appreciation (Depreciation) | |
Morgan Stanley | | | 3.9455% | | | 1 Day SOFR | | 4/29/29 | | | 150,000,000 | | | $ | (871,365 | ) |
| | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | $ | (871,365 | ) |
Apollo Diversified Credit Fund | Notes to Consolidated Financial Statements |
September 30, 2024
1. ORGANIZATION
Apollo Diversified Credit Fund (the “Fund”) is registered with the U.S. Securities and Exchange Commission (“SEC”) under the Investment Company Act of 1940, as amended (the “1940 Act”), as a diversified, closed-end management investment company. The Fund was organized as a statutory trust on April 5, 2016 under the laws of the State of Delaware. The Fund commenced operations on April 3, 2017 and is authorized to issue an unlimited number of shares with no par value. The Fund engages in a continuous offering of shares and operates as an interval fund that offers quarterly repurchases of shares at net asset value (“NAV”). The Fund’s investment adviser is Apollo Capital Credit Adviser, LLC (the “Adviser”). The Fund's investment sub-adviser is Apollo Credit Management, LLC (the "Sub-Adviser"). Both the Adviser and Sub-Adviser are affiliates of Apollo Global Management, Inc. and its consolidated subsidiaries (“Apollo”). Both the Adviser and Sub-Adviser are registered as investment advisers with the SEC pursuant to the provisions of the Investment Advisers Act of 1940, as amended.
The Fund’s investment objective is to generate a return comprised of both current income and capital appreciation with an emphasis on current income with low volatility and low correlation to the broader markets. The Fund pursues its investment objective through a “multi-asset” approach centered around five key strategy pillars: (1) corporate direct lending, (2) asset-backed lending, (3) performing credit, (4) dislocated credit, and (5) structured credit. The corporate direct lending pillar targets large scale corporate originations and sponsor-backed issuers utilizing Apollo’s proprietary sourcing channel, primarily focused on first lien, senior secured and unitranche loans. This may include opportunities within credit secondaries and middle market direct lending. The asset-backed lending pillar is expected to enable agile deployment into origination and propriety sourcing channels across a broad mandate of asset-backed investments, with focus on investments collateralized by tangible assets. The performing credit pillar primarily pursues liquid, performing senior secured corporate credit to generate total return. The dislocated credit pillar seeks to use contingent capital to pursue “dislocated” credit opportunities (e.g., stressed, performing assets across the credit spectrum that sell-off due to technical and/or non-fundamental reasons) in between traditional, passive investment mandates and “distressed-for-control” investment mandates. The structured credit pillar seeks out high-quality structured credit opportunities of various asset types, vintages, maturities, jurisdictions and capital structure priorities, including debt and equity tranches of collateralized loan obligations (“CLOs”), commercial mortgage-backed securities, residential mortgage-backed securities, consumer and commercial asset-backed securities, whole loans and regulatory capital relief transactions. The Fund will invest, under normal market conditions, at least 80% of its net assets plus the amount of any borrowings and the liquidation preference of any preferred shares that may be outstanding ("Managed Assets") in debt securities, including, but not limited to, credit related investments such as fixed income securities (investment grade debt and high-yield- debt), floating rate securities (senior loans or structured credit) and other debt instruments and in derivatives (futures, forward contracts, foreign currency exchange contracts, call and put options, selling or purchasing credit default swaps, and total return swaps) and other instruments that have economic characteristics similar to such securities or investments.
The Fund currently offers Class A, Class C, Class I, Class L and Class M shares. Class A, Class C and Class I shares commenced operations on April 3, 2017. Class L shares commenced operations on September 5, 2017. Class F shares commenced operations on September 25, 2017 and are no longer offered except for reinvestment of dividends. Class M shares commenced operations on November 2, 2021. Class A and Class L shares are offered subject to a maximum sales charge of 5.75% and 4.25%, respectively, of their offering price. Class C, Class I, and Class M shares are offered at net asset value per share. Class C shares may be subject to a 1.00% contingent deferred sales charge on shares redeemed during the first 365 days after their purchase. Each class represents an interest in the same assets of the Fund and classes are identical except for differences in their sales charge structures and ongoing service and distribution charges. All classes of shares have equal voting privileges except that each class has exclusive voting rights with respect to its service and/or distribution plans. The Fund’s income, expenses (other than class specific service and distribution fees), and realized and unrealized gains and losses are allocated proportionately each day based upon the relative net assets of each class.
2. SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation – The following is a summary of significant accounting policies followed by the Fund in preparation of its consolidated financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The Fund is considered an investment company following accounting and reporting guidance in Accounting Standards Codification (“ASC”) Topic 946 – Financial Services – Investment Companies. The preparation of the consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of income and expenses for the period. Actual results could differ from those estimates.
Fund Subsidiaries – During the period, certain investments of the Fund were held through wholly-owned subsidiaries. The Fund has a 100% ownership interest, consolidates, and has control over significant operating, financial, and monetary decisions of ADCF Lender, LLC (“ADCF Lender”), ADCF Germantown SPV, LLC (“Germantown SPV”), ADCF Titan SPV, LLC (f/k/a ADCF Certinia SPV, LLC) (“Titan SPV”), ADCF Lemon SPV, LLC (“Lemon SPV”), ADCF Aoide SPV, LLC (f/k/a ADCF Apollonia SPV, LLC) ("Aoide SPV"), ADCF Boreas SPV, LLC ("Boreas SPV"), ADCF Hera SPV, LLC ("Hera SPV"), CRDTX SPV I, LLC (“Financing Subsidiary”), and GIACF Alternative Holdings, LLC (“Cayman SPV”) (together, the “Subsidiaries”). The primary purpose of the Subsidiaries is to facilitate the holding of certain investments of the Fund. For purposes of the Fund’s investment restrictions, guidelines and limitations, the Fund will aggregate direct investments with investment exposure provided by its Subsidiaries. The financial results of the Subsidiaries are included in the consolidated financial statements and financial highlights of the Fund and all investments held by the Subsidiaries are disclosed in the Consolidated Schedule of Investments. All accounts and transactions between the Fund and its Subsidiaries have been eliminated in consolidation.
Apollo Diversified Credit Fund | Notes to Consolidated Financial Statements |
September 30, 2024
ADCF Lender is a Limited Liability Company formed in accordance with the laws of the State of Delaware on July 28, 2022. The Fund is the managing and sole member of ADCF Lender pursuant to a limited liability company operating agreement.
Germantown SPV is a Limited Liability Company formed in accordance with the laws of the State of Delaware on May 16, 2023. The Fund is the managing and sole member of Germantown SPV pursuant to a limited liability company operating agreement.
Titan SPV is a Limited Liability Company formed in accordance with the laws of the State of Delaware on July 13, 2023. The Fund is the managing and sole member of Titan SPV pursuant to a limited liability company operating agreement.
Lemon SPV is a Limited Liability Company formed in accordance with the laws of the State of Delaware on September 12, 2023. The Fund is the managing and sole member of Lemon SPV pursuant to a limited liability company operating agreement.
Aoide SPV is a Limited Liability Company formed in accordance with the laws of the State of Delaware on January 29, 2024. The Fund is the managing and sole member of Aoide SPV pursuant to a limited liability company operating agreement.
Boreas SPV is a Limited Liability Company formed in accordance with the laws of the State of Delaware on February 27, 2024. The Fund is the managing and sole member of Boreas SPV pursuant to a limited liability company operating agreement.
Hera SPV is a Limited Liability Company formed in accordance with the laws of the State of Delaware on July 8, 2024. The Fund is the managing and sole member of Hera SPV pursuant to a limited liability company operating agreement.
The Financing Subsidiary, a Delaware Limited Liability Company, was formed on November 27, 2018. The Fund and CRDTX SPV I, LLC, are party to a secured revolving credit facility with Citibank, N.A. The Fund is the managing and sole member of CRDTX SPV I, LLC pursuant to a limited liability company operating agreement and the Fund will remain the sole member and will continue to wholly own and control CRDTX SPV I, LLC. Assets pledged as collateral by CRDTX SPV I, LLC under the secured revolving credit facility with Citibank, N.A. are disclosed in the Consolidated Schedule of Investments.
The Cayman SPV, a Cayman Islands exempted company, was formed on September 18, 2018. The Fund is the managing and sole member of the Cayman SPV pursuant to a limited liability company operating agreement. The Cayman SPV has received an undertaking from the Government of the Cayman Islands exempting it from all local income, profits and capital gains taxes. No such taxes are levied in the Cayman Islands at the present time. For U.S. income tax purposes, the Cayman SPV is a Controlled Foreign Corporation, which generates and is allocated no income that is considered effectively connected with U.S. trade of business and, as such, is not subject to U.S. income tax. However, as a wholly-owned Controlled Foreign Corporation, the Cayman SPV’s net income and capital gain, to the extent of its earnings and profits, will be included each year in the Fund’s investment company taxable income.
For purposes of the Fund’s investment restrictions, guidelines and limitations, the Fund will aggregate direct investments with investment exposure provided by its Subsidiaries.
Fund Valuation – The net asset value per share for the Fund is determined following the close of regular trading on the New York Stock Exchange (“NYSE”), generally 4:00 p.m. Eastern time, on each day the NYSE is open for trading. Each of the Fund’s share classes will be offered at net asset value plus the applicable sales load, if any. The Fund’s net asset value per share is calculated, on a class-specific basis, by dividing the value of the Fund’s net assets by the total number of shares outstanding. The Fund’s net asset value per share is calculated, on a class-specific basis, by dividing the value of the Fund’s total assets (the value of the securities the Fund holds plus cash or other assets, including interest accrued but not yet received), less accrued expenses and other liabilities of the Fund, by the total number of shares outstanding.
Apollo Diversified Credit Fund | Notes to Consolidated Financial Statements |
September 30, 2024
Security Valuation – The Fund’s Board has adopted procedures pursuant to which the Fund will value its investments (the “Valuation Policy and Procedures”). In accordance with the Valuation Policy and Procedures, the Fund’s portfolio investments for which market quotations are readily available are valued at market value. Investments for which market quotations are not readily available or are deemed to be unreliable are valued at fair value as determined in good faith pursuant to Rule 2a-5 under the 1940 Act. As permitted by Rule 2a-5 under the 1940 Act, the Board has designated the Adviser as the Fund’s valuation designee (“Valuation Designee”) to perform fair value determinations relating to all portfolio investments. The Adviser carries out its designated responsibilities as Valuation Designee through various teams pursuant to the Valuation Policy and Procedures which govern the Valuation Designee’s selection and application of methodologies and independent pricing services for determining and calculating the fair value of portfolio investments. The Valuation Designee will fair value portfolio investments utilizing inputs from various external and internal sources including, but not limited to, independent pricing services, dealer quotation reporting systems, independent third-party valuation firms and proprietary models and information. When determining the fair value of an investment, one or more fair value methodologies may be used. Fair value determinations will be based upon all available factors that the Valuation Designee deems relevant at the time of the determination. Fair valuation involves subjective judgments, and it is possible that the fair value determined for a security may differ materially from the value that could be realized upon the sale of the security.
Forward foreign currency exchange contracts and cross currency swaps are typically valued at their quoted daily prices obtained from an independent pricing service. The aggregate settlement values and notional amounts of the forward foreign currency exchange contracts and cross currency swaps will not be recorded in the Consolidated Statement of Assets and Liabilities. However, fluctuations in the value of the forward foreign currency exchange contracts will be recorded in the Consolidated Statement of Assets and Liabilities as an asset or liability and in the Consolidated Statement of Operations as unrealized appreciation or depreciation until terminated.
Fair Value Measurements – In accordance with ASC Topic 820 – Fair Value Measurement and Disclosures, a three-tier hierarchy has been established to classify fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk. Inputs may be observable or unobservable. Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability that are developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs are inputs that reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability that are developed based on the best information available. In accordance with the authoritative guidance on fair value measurements and disclosure under GAAP, the Fund discloses fair value of its investments in a hierarchy that prioritizes the inputs to valuation techniques used to measure the fair value, as follows:
Level 1 – Unadjusted quoted prices in active markets for identical, unrestricted assets or liabilities that the Fund has the ability to access at the measurement date;
Level 2 – Quoted prices which are not active, quoted prices for similar assets or liabilities in active markets or inputs other than quoted prices that are observable (either directly or indirectly) for substantially the full term of the asset or liability at the measurement date; and
Level 3 – Significant unobservable prices or inputs (including the Fund’s own assumptions in determining the fair value of investments) where there is little or no market activity for the asset or liability at the measurement date.
The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.
An investment level within the fair value hierarchy is based on the lowest level input, individually or in the aggregate, that is significant to fair value measurement. The valuation techniques used by the Fund to measure fair value during the period ended September 30, 2024 maximized the use of observable inputs and minimized the use of unobservable inputs.
Apollo Diversified Credit Fund | Notes to Consolidated Financial Statements |
September 30, 2024
The inputs or methodologies used for valuing securities are not necessarily an indication of the risk or liquidity associated with investing in those securities. The following is a summary of the inputs used in valuing the Fund’s investments as of September 30, 2024:
Investments in Securities at Value | | Level 1 - Quoted Prices | | | Level 2 - Other Significant Observable Inputs | | | Level 3 - Significant Unobservable Inputs | | | Total | |
Bank Loans | | $ | – | | | $ | 251,747,444 | | | $ | 670,354,664 | | | $ | 922,102,108 | |
Asset-Backed Securities | | | – | | | | 32,423,589 | | | | 15,000,000 | | | | 47,423,589 | |
Corporate Bonds | | | – | | | | 79,955,223 | | | | 52,234,384 | | | | 132,189,607 | |
Convertible Corporate Bonds | | | – | | | | 2,350,630 | | | | 5,911,924 | | | | 8,262,554 | |
Collateralized Loan Obligations | | | – | | | | 3,144,989 | | | | 5,617,806 | | | | 8,762,795 | |
Commercial Real Estate Loans | | | – | | | | 29,459,231 | | | | – | | | | 29,459,231 | |
Common Stocks | | | 3,645,587 | | | | – | | | | – | | | | 3,645,587 | |
Partnership Interest | | | – | | | | – | | | | 110,625 | | | | 110,625 | |
Short Term Investment | | | 63,748,536 | | | | – | | | | – | | | | 63,748,536 | |
Total | | $ | 67,394,123 | | | $ | 399,081,106 | | | $ | 749,229,403 | | | $ | 1,215,704,632 | |
Other Financial Instruments* | | | | | | | | | | | | | | | | |
Assets: | | | | | | | | | | | | | | | | |
Cross Currency Swap Contract | | | – | | | | 112,078 | | | | – | | | | 112,078 | |
Forward Foreign Currency Contracts | | | – | | | | 18,561 | | | | – | | | | 18,561 | |
Total Return Swap Contracts | | | – | | | | 831,403 | | | | – | | | | 831,403 | |
Unfunded Loan Commitments | | | – | | | | 206,737 | | | | 704,818 | | | | 911,555 | |
Interest Rate Option | | | – | | | | 3,266,595 | | | | – | | | | 3,266,595 | |
Liabilities: | | | | | | | | | | | | | | | | |
Forward Foreign Currency Contracts | | | – | | | | (2,328,099 | ) | | | – | | | | (2,328,099 | ) |
Total Return Swap Contracts | | | – | | | | (609,017 | ) | | | – | | | | (609,017 | ) |
Unfunded Loan Commitments | | | – | | | | – | | | | (125,717 | ) | | | (125,717 | ) |
Interest Rate Swap | | $ | – | | | $ | (871,365 | ) | | $ | – | | | $ | (871,365 | ) |
Total | | $ | – | | | $ | 626,893 | | | $ | 579,101 | | | $ | 1,205,994 | |
* | Other financial instruments are derivative instruments reflected in the Consolidated Schedule of Investments. The derivatives shown in this table are reported at their unrealized appreciation/ (depreciation) at measurement date, which represents the change in the contracts' value. |
Apollo Diversified Credit Fund | Notes to Consolidated Financial Statements |
September 30, 2024
The changes of fair value of investments for which the Fund has used Level 3 inputs to determine the fair value are as follows:
| | Bank Loans | | | Corporate Bonds | | | Asset- Backed Securities | | | Convertible Corporate Bonds | | | Collateralized Loan Obligations | | | Partnership Interest | | | Unfunded | | | Total | |
Balance as of December 31, 2023 | | $ | 497,338,232 | | | | 84,712,499 | | | | – | | | | 4,667,649 | | | | 6,677,435 | | | | – | | | | 437,567 | | | $ | 593,833,382 | |
Accrued discount/ premium | | | 1,209,025 | | | | 191,000 | | | | – | | | | (27,551 | ) | | | (393,593 | ) | | | – | | | | – | | | | 978,881 | |
Return of Capital | | | – | | | | – | | | | – | | | | – | | | | – | | | | – | | | | – | | | | – | |
Realized Gain/(Loss) | | | 3,719,075 | | | | 17,069 | | | | – | | | | – | | | | – | | | | – | | | | – | | | | 3,736,144 | |
Change in Unrealized | | | 4,838,770 | | | | 3,114,278 | | | | – | | | | 1,271,826 | | | | (666,036 | ) | | | – | | | | 141,534 | | | | 8,700,372 | |
Appreciation/(Depreciation) Purchases | | | 427,688,028 | | | | 1,536,612 | | | | 15,000,000 | | | | – | | | | – | | | | 110,625 | | | | – | | | | 444,335,265 | |
Sales Proceeds | | | (264,438,466 | ) | | | (18,354,856 | ) | | | – | | | | | | | | | | | | – | | | | – | | | | (282,793,322 | ) |
Transfer into Level 3 | | | – | | | | – | | | | – | | | | – | | | | – | | | | – | | | | – | | | | – | |
Transfer out of Level 3 | | | – | | | | (18,982,218 | ) | | | – | | | | – | | | | – | | | | – | | | | – | | | | (18,982,218 | ) |
Balance as of September 30, 2024 | | $ | 670,354,664 | | | $ | 52,234,384 | | | $ | 15,000,000 | | | $ | 5,911,924 | | | $ | 5,617,806 | | | $ | 110,625 | | | $ | 579,101 | | | $ | 749,808,504 | |
Net change in unrealized appreciation/(depreciation) included in the Statements of Operations attributable to Level 3 investments held at September 30, 2024 | | $ | 8,282,191 | | | | 1,958,705 | | | | – | | | | 1,271,827 | | | | (666,037 | ) | | | – | | | | – | | | $ | 10,846,686 | |
Apollo Diversified Credit Fund | Notes to Consolidated Financial Statements |
September 30, 2024
The table below provides additional information about the Level 3 Fair Value Measurements as of September 30, 2024:
Quantitative Information about Level 3 Fair Value Measurements
Asset Class | | Fair Value | | | Valuation Technique(s) | | Unobservable Input(s) | | Minimum | | | Maximum | | | Weighted Average | |
Bank Loans | | $ | 528,368,425 | | | Discounted Cash Flow | | Discount Rate | | | 5.82 | % | | | 16.54 | % | | | 9.42 | % |
| | | | | | | | | | | | | | | | | | | | |
Bank Loans | | | 132,720,476 | | | Transaction Approach | | Recent Transaction(b) | | $ | 96.00 | | | $ | 100.00 | | | $ | 98.43 | |
| | | | | | | | | | | | | | | | | | | | |
Corporate Bond | | | 52,234,384 | | | Discounted Cash Flow | | Discount Rate | | | 9.25 | % | | | 12.31 | % | | | 10.41 | % |
| | | | | | | | | | | | | | | | | | | | |
Asset-Backed Securities | | | 15,000,000 | | | Independent pricing service and/or broker quotes | | Vendor and/or broker quotes(b) | | $ | 100.00 | | | $ | 100.00 | | | $ | 100.00 | |
| | | | | | | | | | | | | | | | | | | | |
Bank Loans | | | 9,110,030 | | | Independent pricing service and/or broker quotes | | Vendor and/or broker quotes(b) | | $ | 103.82 | | | $ | 103.82 | | | $ | 103.82 | |
| | | | | | | | | | | | | | | | | | | | |
Collateralized Loan Obligations | | | 5,617,806 | | | Discounted Cash Flow | | Discount Rate | | | 11.50 | % | | | 11.50 | % | | | 11.50 | % |
| | | | | | | | | | | | | | | | | | | | |
Convertible Corporate Bond | | | 5,911,924 | | | Discounted Cash Flow | | Discount Rate | | | 14.32 | % | | | 14.32 | % | | | 14.32 | % |
| | | | | | | | | | | | | | | | | | | | |
| | | | | | Option Model | | Volatility | | | 50.00 | % | | | 50.00 | % | | | 50.00 | % |
| | | | | | | | | | | | | | | | | | | | |
Bank Loans | | | 155,732 | | | Recovery Analysis | | Recoverability % | | | 0.00 | % | | | 23.50 | % | | | 23.50 | % |
| | | | | | | | | | | | | | | | | | | | |
Partnership Interest | | | 110,625 | | | Transaction Approach | | Recent Transaction(b) | | $ | 1.00 | | | $ | 1,010.68 | | | $ | 923.45 | |
| | | | | | | | | | | | | | | | | | | | |
Unfunded Loan Commitments | | | 601,277 | | | Discounted Cash Flow | | Discount Rate | | | 7.75 | % | | | 11.83 | % | | | 8.82 | % |
| | | | | | | | | | | | | | | | | | | | |
Unfunded Loan Commitments | | | (22,177 | ) | | Transaction Approach | | Recent Transaction(b) | | $ | 96.00 | | | $ | 99.50 | | | $ | 98.12 | |
| | | | | | | | | | | | | | | | | | | | |
Equity Interests | | | – | | | Recovery Analysis | | Recoverability % | | $ | – | | | $ | – | | | $ | – | |
| | | | | | | | | | | | | | | | | | | | |
Total | | $ | 749,808,504 | | | | | | | | | | | | | | | | | |
Unobservable Input | Impact to Value if Input Increases | Impact to Value if Input Decreases |
Discount Rate | Decrease | Increase |
Volatility | Increase | Decrease |
Vendor and/or broker quote | Increase | Decrease |
Recent Transaction | Increase | Decrease |
Recoverability % | Increase | Decrease |
(a) | The Fund utilized a recent transaction, specifically purchase price, to fair value this security |
(b) | The Fund did not develop the unobservable inputs for the determination of fair value (examples include broker quotations from pricing services and prior or recent transactions) |
The Fund used valuation techniques consistent with the income approach and market approach to determine the fair value of certain Level 3 assets as of September 30, 2024. The valuation techniques utilized by the Fund included discounted cash flows analysis, recovery analysis, and the option model. The Fund uses market discount rates for debt securities to determine if the effective yield on a debt security is commensurate with the market yields for that type of debt security. If a debt security’s effective yield is significantly less than the market yield for a similar debt security with a similar credit profile, the resulting fair value of the debt security may be lower. For certain investments where fair value is derived based on a recovery analysis, the Fund uses underlying commodity prices from third party market pricing services to determine the fair value and/or recoverable amount, which represents the proceeds expected to be collected through asset sales or liquidation. Further, for certain investments, the Fund also considered the probability of future events which are not in management’s control. Significant increases or decreases in any of these inputs in isolation would result in a significantly lower or higher fair value measurement. The significant unobservable inputs used in the fair value measurement of the structured products include the discount rate applied in the valuation models in addition to default and recovery rates applied to projected cash flows in the valuation models. Specifically, when a discounted cash flow model is used to determine fair value, the significant input used in the valuation model is the discount rate applied to present value the projected cash flows. Increases in the discount rate can significantly lower the fair value of an investment; conversely decreases in the discount rate can significantly increase the fair value of an investment. The discount rate is determined based on the market rates an investor would expect for a similar investment with similar risks. For certain investments, the Fund used an option model, of which the applicable method is the Black-Scholes Option Pricing Method (“BSM”), to perform valuations. The BSM is a model of price variation over time of financial instruments, such as equity, that is used to determine the price of call or put options. Various inputs are required but the primary unobservable input into the BSM model is the underlying asset volatility.
Apollo Diversified Credit Fund | Notes to Consolidated Financial Statements |
September 30, 2024
Generally, new investments not valued by an independent pricing service are held at purchase price initially until the investment has been held by the Fund for a full period. Absent a material change to the applicable investment, the Valuation Designee subsequently determines the application of a fair value methodology at the next valuation date.
The carrying and fair value of the Fund's debt obligation as of September 30, 2024, for which the Fund has determined would be categorized as Level 2 in the fair value hierarchy, was $200,000,000.
Securities Transactions, Revenue Recognition and Expenses – The Fund records its investment transactions on a trade date basis. The Fund measures realized gains or losses by the difference between the net proceeds from the repayment or sale and the amortized cost basis of the investment, using the specified identification method. Interest income, adjusted for amortization of premium and accretion of discount, is recorded on an accrual basis. Discount and premium to par value on investments acquired are accreted and amortized, respectively, into interest income over the life of the respective investment using the effective interest method. Loan origination fees, original issue discount and market discount or premium are capitalized and amortized against or accreted into interest income using the effective interest method or straight-line method, as applicable. For the Fund’s investments in revolving bank loans, the cost basis of the investment purchased is adjusted for the cash received for the discount on the total balance committed. The fair value is also adjusted for price appreciation or depreciation on the unfunded portion.
Dividend income on preferred equity investments is recorded 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 investments is recorded on the record date for private portfolio companies and on the ex-dividend date for publicly traded portfolio companies. Distributions received from a limited liability company or limited partnership investments are evaluated to determine if the distribution should be recorded as dividend income or a return of capital.
Income from securitization vehicles and investments in the equity class securities of CLO vehicles (typically income notes or subordinated notes) is recorded daily using the effective interest method in accordance with the provisions of ASC 325-40, Beneficial Interests in Securitized Financial Assets, based upon a calculation of the effective yield to the expected redemption date based on an estimate of future cash flows, including those CLO equity investments that have not made their inaugural distribution for the relevant period end. The Fund monitors the expected residual payments, and the effective yield is determined and updated quarterly.
Certain investments may have contractual payment-in-kind (“PIK”) interest or dividends. PIK represents accrued interest or accumulated dividends that are added to the loan principal of the investment on the respective interest or dividend payment dates rather than being paid in cash and generally becomes due at maturity or upon being called by the issuer. PIK is recorded as interest or dividend income, as applicable. If at any point the Fund believes PIK is not expected to be realized, the investment generating PIK will be placed on non-accrual status. Accrued PIK interest or dividends are generally reversed through interest or dividend income, respectively, when an investment is placed on non-accrual status.
Expenses are recorded on an accrual basis.
Foreign Currency Translation – The books and records of the Fund are maintained in U.S. dollars. Investment valuations and other assets and liabilities initially expressed in foreign currencies are converted each business day into U.S. dollars based upon current exchange rates. Prevailing foreign exchange rates may generally be obtained at the close of the NYSE (normally, 4:00 p.m. EST).
Foreign Securities – The Fund may directly purchase securities of foreign issuers. Investing in securities of foreign issuers involves special risks not typically associated with investing in securities of U.S. issuers. The risks include possible revaluation of currencies, the ability to repatriate funds, less complete financial information about companies and possible future adverse political and economic developments. Moreover, securities of many foreign issuers and their markets may be less liquid and their prices more volatile than those of securities of comparable U.S. issuers.
Cash and Cash Equivalents – The Fund places its cash with one banking institution, which is insured by the Federal Deposit Insurance Corporation (“FDIC”). The FDIC limit is $250,000. At various times throughout the year, the amount on deposit may exceed the FDIC limit and subject the Fund to a credit risk. The Fund does not believe that such deposits are subject to any unusual risk associated with investment activities.
Apollo Diversified Credit Fund | Notes to Consolidated Financial Statements |
September 30, 2024
Loan Participation and Assignments – The Fund may invest in direct debt instruments, which are interests in amounts owed to lenders or lending syndicates by corporate, governmental, or other borrowers. The Fund’s investments in loans may be in the form of participations in loans or assignments of all or a portion of the loans from third parties. A loan is often administered by a bank or other financial institution (the “Agent”) that acts as agent for all holders. The Agent administers the terms of the loan, as specified in the loan agreement. The Fund may invest in multiple series or tranches of a loan, which may have varying terms and carry different associated risks. The Fund generally has no right to enforce compliance with the terms of the loan agreement with the borrower. As a result, the Fund may be subject to the credit risk of both the borrower and the Agent that is selling the loan agreement. When the Fund purchases assignments from lenders they acquire direct rights against the borrower of the loan. The Fund may enter into unfunded loan commitments, which are contractual obligations for future funding. Unfunded loan commitments represent a future obligation in full, even though a percentage of the notional loan amounts may not be utilized by the borrower. The Fund will rely on an exemption in Rule 18f-4(e) when entering into unfunded commitment agreements, which includes any commitment to make a loan to a company, including term loans, delayed draw term loans, and revolvers, or to invest equity in a company. When investing in a loan participation, the Fund has the right to receive payments of principal, interest and any fees to which it is entitled only from the Agent selling the loan agreement and only upon receipt of payments by the Agent from the borrower. The Fund may receive a fee based on the undrawn portion of the underlying line of credit of a floating rate loan. In certain circumstances, the Fund may receive a penalty fee upon the prepayment of a floating rate loan by a borrower. For the period ended September 30, 2024, no penalty fees were received by the Fund. Fees earned or paid are recorded as a component of interest income or interest expense, respectively, on the Consolidated Statement of Operations. As of September 30, 2024, the Fund had $599,809,863 at par value in unfunded loan commitments.
Defaulted Securities – The Fund held defaulted securities and/or other securities for which the income has been deemed uncollectible. As of September 30, 2024, the aggregate value of those securities was $5,751 representing 0.00% of the Fund's net assets. The Fund doesn't accrue income on securities for which income has been deemed uncollectible. Additionally, the Fund provides for losses on interest receivable. Such securities have been identified on the accompanying Consolidated Schedule of Investments.
Distributions to Shareholders – The Fund intends to accrue dividends daily and to distribute as of the last business day of each period. Distributions of net capital gains are normally accrued and distributed in December of each year. Income and capital gains distributions are determined in accordance with income tax regulations, which may differ from GAAP.
Indemnification – The Fund indemnifies its Officers and Trustees for certain liabilities that may arise from the performance of their duties to the Fund. Additionally, in the normal course of business, the Fund enters into contracts that contain a variety of representations and warranties and which provide general indemnities. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on industry experience, the Fund expects the risk of loss due to these warranties and indemnities to be remote.
Federal Income Taxes – The Fund intends to continue to comply with the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and will distribute all of its taxable income, if any, to shareholders. Accordingly, no provision for federal income taxes is required in the consolidated financial statements.
The Fund recognizes the tax benefits of uncertain tax positions only when the position is “more likely than not” (more than a fifty percent chance) to be sustained assuming examination by tax authorities. Management has reviewed the tax positions and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions expected to be taken in the Fund’s 2024 returns.
3. DERIVATIVE TRANSACTIONS
The Fund’s investment objectives allow the Fund to enter into various types of derivative contracts such as forward foreign currency contracts. Forward foreign currency contracts involve elements of market risk in excess of the amounts reflected in the Consolidated Statement of Assets and Liabilities. The Fund bears the risk of an unfavorable change in the foreign exchange rate underlying the forward foreign currency contract. Risks may also arise upon entering into these contracts from the potential inability of the counterparties to meet the terms of their contracts. Forward foreign currency exchange contracts are typically valued at their quoted daily prices obtained from an independent pricing service.
The Fund relies on certain exemptions in Rule 18f-4 to enter into derivatives transactions and certain other transactions notwithstanding the restrictions on the issuance of “senior securities” under Sections 18 of the 1940 Act. Under Rule 18f-4, “derivatives transactions” include the following: (1) any swap, security-based swap, futures contract, forward contract, option (excluding purchased options), any combination of the foregoing, or any similar instrument, under which the Fund is or may be required to make any payment or delivery of cash or other assets during the life of the instrument or at maturity or early termination, whether as margin or settlement payment or otherwise; (2) any short sale borrowing; and (3) if the Fund relies on the exemption in Rule 18f-4(d)(1)(ii), reverse repurchase agreements and similar financing transactions. The Fund will rely on an exemption in Rule 18f-4(f) when purchasing when-issued or forward-settling securities (e.g., firm and standby commitments, including to-be-announced (“TBA”) commitments, and dollar rolls) and non-standard settlement cycle securities, if certain conditions are met.
Apollo Diversified Credit Fund | Notes to Consolidated Financial Statements |
September 30, 2024
The Fund intends to operate as a “limited derivatives user” for purposes of the derivatives transactions exemption in Rule 18f-4. To qualify as a limited derivatives user, the Fund’s “derivatives exposure” is limited to 10% of its net assets subject to exclusions for certain currency or interest rate hedging transactions (as calculated in accordance with Rule 18f-4). If the Fund ceases to qualify as a “limited derivatives user” as defined in Rule 18f-4, the rule would, among other things, require the Fund to establish a comprehensive derivatives risk management program, to comply with certain value-at-risk based leverage limits, to appoint a derivatives risk manager and to provide additional disclosure both publicly and to the SEC regarding its derivatives positions.
Foreign Currency Derivatives – The Fund engaged in currency transactions with counterparties during the period ended September 30, 2024 to hedge the value of portfolio securities denominated in particular currencies against fluctuations in relative value or to gain or reduce exposure to certain currencies. A forward foreign currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date. A cross currency swap is an agreement between two parties to exchange cash flows in certain currencies at future dates. The forward foreign currency contracts and cross currency swaps are marked-to-market daily and the change in value is recorded by the Fund as an unrealized gain or loss. When a forward foreign currency contract or cross currency swap is terminated, the Fund records a realized gain or loss equal to the difference between the value of the arrangement at the time it was opened and the value of the arrangement at the time it was extinguished.
The Fund enters into total return swap contracts on a long and short basis. These contracts involve commitments to pay or receive interest in exchange for a market-linked return based on a notional amount of one or more underlying referenced securities. To the extent the total return of the underlying referenced security exceeds or falls short of the offsetting interest amount, the Fund will receive a payment from or make a payment to the counterparty.
The Fund enters into interest rate swap contracts to increase or decrease its exposure to changes in the level of interest rates. Interest rate swaps involve the exchange by the Fund with another party of their respective commitments to pay or receive interest at specified intervals based on a notional amount of principal.
The Fund has pledged $16,029,544 as cash collateral in accordance with the terms of the cross currency swap agreement, interest rates swaptions and total return swaps.
For the period ended September 30, 2024, the average monthly notional value of forward foreign currency contracts, total return swaps, cross-currency swaps, interest rate options and interest rate swaps were $172,422,835, $134,129, $325,242, $2,193,149 and $140,823 respectively.
4. GENERAL COMMITMENTS AND CONTINGENCIES
In the normal course of business, the Fund's investment activities involve executions, settlement and financing of various transactions resulting in receivables from, and payables to, brokers, dealers and the Fund's custodian. These activities may expose the Fund to risk in the event that such parties are unable to fulfill contractual obligations. Management does not anticipate any material losses from counterparties with whom it conducts business. Consistent with standard business practice, the Fund enters into contracts that contain a variety of indemnifications, and may be engaged from time to time in various legal actions. The maximum exposure of the Fund under these arrangements and activities is unknown. However, the Fund expects the risk of material loss to be remote.
Additionally, from time to time, the Adviser and its affiliates may commit to an investment on behalf of the funds it manages, including the Fund. Certain terms of these investments are not finalized at the time of the commitment and each respective fund's allocation may change prior to the date of funding. In this regard, the Fund may have to fund additional commitments in the future that it is currently not obligated to but may be at a future point in time.
As of September 30, 2024, Fund had unfunded loan commitments outstanding, which could be extended at the option of the borrower, as detailed below:
Unfunded Security(a) | | Total revolving and delayed draw loan commitments | | | Less: drawn commitments | | | Total undrawn commitments | |
ABG Intermediate Holdings 2 LLC, First Lien Term Loan | | $ | 2,500,000 | | | $ | - | | | $ | 2,500,000 | |
Advarra, Delayed Draw, First Lien Term Loan | | | 832,140 | | | | - | | | | 832,140 | |
Altern Marketing, Revolver, First Lien Term Loan | | | 1,134,454 | | | | - | | | | 1,134,454 | |
Altice USA, Revolver, First Lien Term Loan | | | 3,195,378 | | | | - | | | | 3,195,378 | |
Anaplan Inc., Revolver, First Lien Term Loan | | | 582,452 | | | | - | | | | 582,452 | |
Artifact Bidco, Inc, Revolver 1, First Lien Term Loan | | | 354,680 | | | | - | | | | 354,680 | |
Artifact Bidco, Inc., Delayed Draw, First Lien Term Loan | | | 1,551,724 | | | | - | | | | 1,551,724 | |
Artifact Bidco, Inc., Revolver 2, First Lien Term Loan | | | 753,695 | | | | - | | | | 753,695 | |
Apollo Diversified Credit Fund | Notes to Consolidated Financial Statements |
September 30, 2024
Unfunded Security(a) | | Total revolving and delayed draw loan commitments | | | Less: drawn commitments | | | Total undrawn commitments | |
Avalara Inc., Revolver, First Lien Term Loan | | | 1,818,182 | | | | - | | | | 1,818,182 | |
AVI-SPL, Delayed Draw, First Lien Term Loan | | | 2,307,692 | | | | - | | | | 2,307,692 | |
AVI-SPL, Revolver, First Lien Term Loan | | | 1,153,846 | | | | - | | | | 1,153,846 | |
Azurite Intermediate, Delayed Draw, First Lien Term Loan, (2.50% PIK) | | | 3,750,000 | | | | 2,400,000 | | | | 1,350,000 | |
Azurite Intermediate, Revolver, First Lien Term Loan, (2.50% PIK) | | | 600,000 | | | | - | | | | 600,000 | |
Barossa Unitranche, Delayed Draw, First Lien Term Loan | | | 2,157,289 | | | | 1,389,214 | | | | 768,075 | |
BGIF IV Fearless, Delayed Draw, First Lien Term Loan | | | 2,358,491 | | | | - | | | | 2,358,491 | |
BGIF IV Fearless, Revolver, First Lien Term Loan | | | 1,132,075 | | | | - | | | | 1,132,075 | |
Certinia, Revolver, First Lien Term Loan | | | 470,588 | | | | - | | | | 470,588 | |
Channelside, Delayed Draw A, First Lien Term Loan | | | 62,667 | | | | - | | | | 62,667 | |
Channelside, Delayed Draw B, First Lien Term Loan | | | 845,238 | | | | - | | | | 845,238 | |
Channelside, Revolver, First Lien Term Loan | | | 333,333 | | | | 88,889 | | | | 244,444 | |
CircusTrix LLC, Delayed Draw, First Lien Term Loan | | | 536,559 | | | | 429,032 | | | | 107,527 | |
CircusTrix LLC, Revolver, First Lien Term Loan | | | 268,817 | | | | 107,527 | | | | 161,290 | |
Coding Solutions Acquisition Inc., Delayed Draw, First Lien Term Loan | | | 706,107 | | | | - | | | | 706,107 | |
Coding Solutions Acquisition Inc., Revolver, First Lien Term Loan | | | 381,680 | | | | 95,420 | | | | 286,260 | |
Coretrust Purchasing Group LLC, Delayed Draw, First Lien Term Loan | | | 789,474 | | | | - | | | | 789,474 | |
Coretrust Purchasing Group LLC, Revolver, First Lien Term Loan | | | 789,474 | | | | - | | | | 789,474 | |
Coretrust Purchasing Group LLC, Delayed Draw Amendment 1, First Lien Term Loan | | | 526,316 | | | | - | | | | 526,316 | |
Coupa Holdings LLC, Delayed Draw, First Lien Term Loan | | | 539,886 | | | | - | | | | 539,886 | |
Coupa Holdings LLC, Revolver, First Lien Term Loan | | | 413,386 | | | | - | | | | 413,386 | |
Crewline Buyer, Inc., Revolver, First Lien Term Loan | | | 471,698 | | | | - | | | | 471,698 | |
Cube Industrials, Inc., Revolver, First Lien Term Loan | | | 1,137,931 | | | | - | | | | 1,137,931 | |
EHC Holdings Holdco Limited, Delayed Draw, First Lien Term Loan | | | 4,010,856 | | | | - | | | | 4,010,856 | |
Esdec Solar Group B.V., Delayed Draw, First Lien Term Loan | | | 2,226,304 | | | | - | | | | 2,226,304 | |
Everbridge Holdings, LLC, Delayed Draw, First Lien Term Loan | | | 1,481,482 | | | | 580,741 | | | | 900,741 | |
Everbridge Holdings, LLC, Revolver, First Lien Term Loan | | | 592,593 | | | | - | | | | 592,593 | |
Evoriel, Delayed Draw (PIK), First Lien Term Loan | | | 1,633,952 | | | | 544,651 | | | | 1,089,301 | |
Exactcare Parent, Revolver, First Lien Term Loan | | | 491,803 | | | | - | | | | 491,803 | |
Excelligence, Revolver, First Lien Term Loan | | | 1,780,822 | | | | - | | | | 1,780,822 | |
Falcon, Revolver, First Lien Term Loan | | | 1,093,168 | | | | - | | | | 1,093,168 | |
Focus Financial Partners, LLC, Delayed Draw, First Lien Term Loan | | | 678,902 | | | | - | | | | 678,902 | |
Galway Borrower LLC, Delayed Draw 2, First Lien Term Loan | | | 71,179 | | | | 65,831 | | | | 5,348 | |
Galway Borrower LLC, Delayed Draw 3, First Lien Term Loan | | | 374,099 | | | | - | | | | 374,099 | |
Galway Borrower LLC, Revolver, First Lien Term Loan | | | 332,924 | | | | 87,345 | | | | 245,579 | |
Heritage Environmental Services, Inc., Delayed Draw, First Lien Term Loan | | | 655,738 | | | | - | | | | 655,738 | |
Heritage Environmental Services, Inc., Revolver, First Lien Term Loan | | | 109,290 | | | | - | | | | 109,290 | |
Heritage Environmental, First Lien Term Loan | | | 604,396 | | | | - | | | | 604,396 | |
Higginbotham Insurance Agency, Inc., Delayed Draw Amendment 4, First Lien Term Loan | | | 1,998,568 | | | | 348,042 | | | | 1,650,526 | |
Howden, First Lien Delayed Draw Term Loan, First Lien Term Loan | | | 15,000,000 | | | | 4,500,000 | | | | 10,500,000 | |
Jensen Hughes, Inc., Delayed Draw Reserve, First Lien Term Loan | | | 315,315 | | | | - | | | | 315,315 | |
Jensen Hughes, Inc., Delayed Draw, First Lien Term Loan | | | 1,351,351 | | | | - | | | | 1,351,351 | |
Jensen Hughes, Inc., Revolver, First Lien Term Loan | | | 540,541 | | | | - | | | | 540,541 | |
K Hovnanian Enterprises, Inc., Revolver, First Lien Term Loan | | | 2,000,000 | | | | - | | | | 2,000,000 | |
Keystone Acquisition, Revolver, First Lien Term Loan | | | 1,000,000 | | | | 66,667 | | | | 933,333 | |
Legends Hospitality, First Lien Term Loan | | | 300,000 | | | | - | | | | 300,000 | |
Legends Hospitality, First Lien Term Loan | | | 600,000 | | | | - | | | | 600,000 | |
LendingTree Inc., Delayed Draw, First Lien Term Loan | | | 1,012,245 | | | | - | | | | 1,012,245 | |
OMH-HealthEdge Holdings, LLC Revolver, First Lien Term Loan | | | 1,563,910 | | | | - | | | | 1,563,910 | |
Paisley Bidco, Delayed Draw, First Lien Term Loan | | | 481,929 | | | | - | | | | 481,929 | |
PDC Brands, Revolver, First Lien Term Loan | | | 525,547 | | | | - | | | | 525,547 | |
Poly-Wood, Delayed Draw, First Lien Term Loan | | | 681,818 | | | | - | | | | 681,818 | |
Poly-Wood, Revolver, First Lien Term Loan | | | 681,818 | | | | - | | | | 681,818 | |
Apollo Diversified Credit Fund | Notes to Consolidated Financial Statements |
September 30, 2024
Unfunded Security(a) | | Total revolving and delayed draw loan commitments | | | Less: drawn commitments | | | Total undrawn commitments | |
Recorded Future, Delayed Draw, First Lien Term Loan | | | 1,729,730 | | | | 421,622 | | | | 1,308,108 | |
Recorded Future, Revolver, First Lien Term Loan | | | 810,811 | | | | - | | | | 810,811 | |
Ruler BidCo, Delayed Draw Incremental, First Lien Term Loan | | | 2,226,304 | | | | - | | | | 2,226,304 | |
Ruler BidCo, Delayed Draw, First Lien Term Loan | | | 1,745,422 | | | | 1,508,543 | | | | 236,879 | |
Safe-Guard, Revolver, First Lien Term Loan | | | 648,524 | | | | - | | | | 648,524 | |
Truck-Lite Co. LLC, Delayed Draw, First Lien Term Loan | | | 533,333 | | | | - | | | | 533,333 | |
Truck-Lite Co. LLC, Revolver, First Lien Term Loan | | | 533,333 | | | | 5,333 | | | | 528,000 | |
Valor, Inc., Delayed Draw, First Lien Term Loan | | | 3,339,456 | | | | - | | | | 3,339,456 | |
Valor, Inc., First Lien Delayed Draw Term Loan, Add-On (1.73% PIK) | | | 3,339,456 | | | | 485,145 | | | | 2,854,311 | |
Vensure Employer Services, Inc., Delayed Draw, First Lien Term Loan | | | 1,769,042 | | | | - | | | | 1,769,042 | |
Venture Global, First Lien Term Loan | | | 13,332,337 | | | | 11,994,768 | | | | 1,337,569 | |
Venture Global, First Lien Term Loan | | | 1,667,663 | | | | - | | | | 1,667,663 | |
Victors Purchaser, LLC, Revolver, First Lien Term Loan | | | 990,100 | | | | - | | | | 990,100 | |
Victors Purchaser, LLC, Delayed Draw, First Lien Term Loan | | | 1,732,667 | | | | - | | | | 1,732,667 | |
Violin Finco, First Lien Term Loan | | | 585,934 | | | | - | | | | 585,934 | |
WC ORS Buyer, Inc., Delayed Draw, First Lien Term Loan | | | 1,515,923 | | | | - | | | | 1,515,923 | |
WC ORS Buyer, Inc., Revolver, First Lien Term Loan | | | 1,303,694 | | | | - | | | | 1,303,694 | |
WH BorrowerCo, LLC, Delayed Draw, First Lien Term Loan | | | 1,629,073 | | | | - | | | | 1,629,073 | |
WH BorrowerCo, LLC, Revolver, First Lien Term Loan | | | 501,253 | | | | 96,685 | | | | 404,568 | |
Zendesk, Inc., Delayed Draw, First Lien Term Loan | | | 3,695,652 | | | | - | | | | 3,695,652 | |
Zendesk, Inc., Revolver, First Lien Term Loan | | | 1,521,739 | | | | - | | | | 1,521,739 | |
Zeus Company, Delayed Draw, First Lien Term Loan | | | 701,754 | | | | - | | | | 701,754 | |
Zeus Company, Revolver, First Lien Term Loan | | | 526,316 | | | | - | | | | 526,316 | |
| | $ | 125,025,318 | | | $ | 25,215,455 | | | $ | 99,809,863 | |
(a) | The Fund may commit to an investment that has yet to fund because the applicable deal has not closed. Additionally, the Adviser or its affiliates may commit to an investment that it intends to allocate to the Fund for which certain terms are not yet finalized at the time of the commitment and as such the Fund’s allocation may change prior to the date of funding. In this regard, the Fund may have to fund additional commitments in the future that it is currently not obligated to fund. Such investments are not included in the unfunded loan commitments outstanding table above. |
Unfunded loan commitments are marked to market on the relevant day of the valuation in accordance with the Fund’s valuation policies. For the period ended September 30, 2024, the Fund recorded a net increase in unrealized depreciation on unfunded loan commitments totaling $785,838.