Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Mar. 27, 2024 | |
Cover [Abstract] | ||
Document Type | 10-K | |
Amendment Flag | false | |
Document Period End Date | Dec. 31, 2023 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | FY | |
Entity Registrant Name | TCW DIRECT LENDING VIII LLC | |
Entity Central Index Key | 0001825265 | |
Current Fiscal Year End Date | --12-31 | |
Entity Well-known Seasoned Issuer | No | |
Entity Current Reporting Status | Yes | |
Entity Voluntary Filers | No | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 12,745,660 | |
Entity Public Float | $ 0 | |
Entity File Number | 814-01420 | |
Entity Tax Identification Number | 86-3307898 | |
Entity Address, Address Line One | 200 Clarendon Street | |
Entity Address City Or Town | Boston | |
Entity Address State Or Province | MA | |
Entity Address Postal Zip Code | 02116 | |
City Area Code | 617 | |
Local Phone Number | 936-2275 | |
Entity Interactive Data Current | Yes | |
Entity Incorporation State Country Code | DE | |
Title of Class | Common Limited Liability Company Units | |
Document Annual Report | true | |
Document Transition Report | false | |
ICFR Auditor Attestation Flag | false | |
Document Financial Statement Error Correction | false | |
Auditor Name | Deloitte & Touche LLP | |
Auditor Firm ID | 34 | |
Auditor Location | Los Angeles, California, United States of America | |
Documents Incorporated by Reference | Documents Incorporated by Reference TCW Direct Lending VIII LLC will file with the Securities and Exchange Commission, not later than 120 days after the close of its fiscal year ended December 31, 2023, a definitive proxy statement containing the information required to be disclosed under Part III of Form 10-K. |
Consolidated Schedules of Inves
Consolidated Schedules of Investments - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | ||
Schedule Of Investments [Line Items] | |||
Fair Value | $ 742,916,000 | $ 304,672,000 | |
Investment, Identifier [Axis]: Cash Equivalents, First American Government Obligation Fund, Yield 4.06% | |||
Schedule Of Investments [Line Items] | |||
Percentage of yield on investment | 4.06% | ||
Investment, Identifier [Axis]: Cash Equivalents, First American Government Obligation Fund, Yield 4.06% Net Assets 9.6% | |||
Schedule Of Investments [Line Items] | |||
% of Net Assets | 9.60% | ||
Shares | 18,880,832 | ||
Amortized Cost | $ 18,880,832 | ||
Fair Value | $ 18,880,832 | ||
Investment, Identifier [Axis]: Cash Equivalents, First American Government Obligation Fund, Yield 5.30% | |||
Schedule Of Investments [Line Items] | |||
Percentage of yield on investment | 5.30% | ||
Investment, Identifier [Axis]: Cash Equivalents, First American Government Obligation Fund, Yield 5.30% Net Assets 9.0% | |||
Schedule Of Investments [Line Items] | |||
% of Net Assets | 9% | ||
Shares | 41,446,727 | ||
Amortized Cost | $ 41,446,727 | ||
Fair Value | $ 41,446,727 | ||
Investment, Identifier [Axis]: Cash Equivalents, Net Assets 9.0% | |||
Schedule Of Investments [Line Items] | |||
% of Net Assets | 9% | ||
Shares | 41,446,727 | ||
Amortized Cost | $ 41,446,727 | ||
Fair Value | $ 41,446,727 | ||
Investment, Identifier [Axis]: Cash Equivalents, Net Assets 9.6% | |||
Schedule Of Investments [Line Items] | |||
% of Net Assets | 9.60% | ||
Shares | 18,880,832 | ||
Amortized Cost | $ 18,880,832 | ||
Fair Value | $ 18,880,832 | ||
Investment, Identifier [Axis]: Debt Investments, Commercial & Professional Services Hudson Technologies Company, Acquisition Date 03/02/22 Last Out Term Loan - 11.82% (SOFR + 7.50%, 1.00% Floor) Net Assets 3.1% Maturity 03/02/27 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [1] | Mar. 02, 2022 | |
Investment Interest Rate | [1] | 11.82% | |
Investment Variable Interest Rate | [1] | 7.50% | |
Investment Interest Rate, Floor | [1] | 1% | |
% of Net Assets | [1] | 3.10% | |
Par Amount | [1] | $ 6,059,560 | |
Maturity Date | [1] | Mar. 02, 2027 | |
Amortized Cost | [1] | $ 5,958,612 | |
Fair Value | [1] | $ 6,059,560 | |
Investment, Identifier [Axis]: Debt Investments, Commercial & Professional Services Hudson Technologies Company, Acquisition Date 03/02/22 Term Loan - 11.94% (SOFR + 7.50%, 1.00% Floor) Net Assets 6.7% Maturity 03/02/27 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [1] | Mar. 02, 2022 | |
Investment Interest Rate | [1] | 11.94% | |
Investment Variable Interest Rate | [1] | 7.50% | |
Investment Interest Rate, Floor | [1] | 1% | |
% of Net Assets | [1] | 6.70% | |
Par Amount | [1] | $ 12,851,317 | |
Maturity Date | [1] | Mar. 02, 2027 | |
Amortized Cost | [1] | $ 12,637,222 | |
Fair Value | [1] | $ 13,108,343 | |
Investment, Identifier [Axis]: Debt Investments, Commercial & Professional Services, Net Assets 9.8% | |||
Schedule Of Investments [Line Items] | |||
% of Net Assets | [1] | 9.80% | |
Amortized Cost | [1] | $ 18,595,834 | |
Fair Value | [1] | $ 19,167,903 | |
Investment, Identifier [Axis]: Debt Investments, Commercial Services & Supplies CSAT Holdings LLC, Acquisition Date 06/30/23 Term Loan - 13.11% (SOFR + 7.50%, 2.00% Floor) Net Assets 6.4% Maturity 06/30/28 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [2] | Jun. 30, 2023 | |
Investment Interest Rate | [2] | 13.11% | |
Investment Variable Interest Rate | [2] | 7.50% | |
Investment Interest Rate, Floor | [2] | 2% | |
% of Net Assets | [2] | 6.40% | |
Par Amount | [2] | $ 29,792,536 | |
Maturity Date | [2] | Jun. 30, 2028 | |
Amortized Cost | [2] | $ 28,862,619 | |
Fair Value | [2] | $ 29,345,648 | |
Investment, Identifier [Axis]: Debt Investments, Commercial Services & Supplies Jones Industrial Holdings, Inc., Acquisition Date 07/31/23 Term Loan - 13.96% (SOFR + 8.50%, 2.00% Floor) Net Assets 7.7% Maturity 07/31/28 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [2] | Jul. 31, 2023 | |
Investment Interest Rate | [2] | 13.96% | |
Investment Variable Interest Rate | [2] | 8.50% | |
Investment Interest Rate, Floor | [2] | 2% | |
% of Net Assets | [2] | 7.70% | |
Par Amount | [2] | $ 35,386,920 | |
Maturity Date | [2] | Jul. 31, 2028 | |
Amortized Cost | [2] | $ 34,293,281 | |
Fair Value | [2] | $ 35,422,307 | |
Investment, Identifier [Axis]: Debt Investments, Commercial Services & Supplies, Net Assets 14.1% | |||
Schedule Of Investments [Line Items] | |||
% of Net Assets | [2] | 14.10% | |
Amortized Cost | [2] | $ 63,155,900 | |
Fair Value | [2] | $ 64,767,955 | |
Investment, Identifier [Axis]: Debt Investments, Construction & Engineering Propulsion Acquisition, LLC, Acquisition Date 05/22/23 Term Loan - 12.10% (SOFR + 6.50%, 1.50% Floor) Net Assets 3.5% Maturity 07/31/26 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [2] | May 22, 2023 | |
Investment Interest Rate | [2] | 12.10% | |
Investment Variable Interest Rate | [2] | 6.50% | |
Investment Interest Rate, Floor | [2] | 1.50% | |
% of Net Assets | [2] | 3.50% | |
Par Amount | [2] | $ 16,225,886 | |
Maturity Date | [2] | Jul. 31, 2026 | |
Amortized Cost | [2] | $ 16,094,798 | |
Fair Value | [2] | $ 16,209,660 | |
Investment, Identifier [Axis]: Debt Investments, Construction & Engineering Sunland Asphalt & Construction, LLC, Acquisition Date 06/16/23 Term Loan - 12.96% inc PIK (SOFR + 7.50%, 1.75% Floor, 0.50% PIK) Net Assets 4.1% Maturity 06/16/28 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [2] | Jun. 16, 2023 | |
Investment Interest Rate | [2] | 12.96% | |
Investment Variable Interest Rate | [2] | 7.50% | |
Investment Interest Rate, Floor | [2] | 1.75% | |
Investment Interest Rate, PIK | [2] | 0.50% | |
% of Net Assets | [2] | 4.10% | |
Par Amount | [2] | $ 19,041,190 | |
Maturity Date | [2] | Jun. 16, 2028 | |
Amortized Cost | [2] | $ 18,411,206 | |
Fair Value | [2] | $ 18,984,066 | |
Investment, Identifier [Axis]: Debt Investments, Construction & Engineering, Net Assets 7.6% | |||
Schedule Of Investments [Line Items] | |||
% of Net Assets | [2] | 7.60% | |
Amortized Cost | [2] | $ 34,506,004 | |
Fair Value | [2] | $ 35,193,726 | |
Investment, Identifier [Axis]: Debt Investments, Construction Materials Resco Products, Inc., Acquisition Date 03/07/22 Term Loan - 10.86% (SOFR + 6.50%, 1.00% Floor) Net Assets 9.7% Maturity 03/07/27 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [1] | Mar. 07, 2022 | |
Investment Interest Rate | [1] | 10.86% | |
Investment Variable Interest Rate | [1] | 6.50% | |
Investment Interest Rate, Floor | [1] | 1% | |
% of Net Assets | [1] | 9.70% | |
Par Amount | [1] | $ 19,772,188 | |
Maturity Date | [1] | Mar. 07, 2027 | |
Amortized Cost | [1] | $ 19,441,713 | |
Fair Value | [1] | $ 19,040,617 | |
Investment, Identifier [Axis]: Debt Investments, Construction Materials Resco Products, Inc., Acquisition Date 03/07/22 Term Loan - 12.14% (SOFR + 6.50%, 1.00% Floor) Net Assets 4.1% Maturity 03/07/27 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [2] | Mar. 07, 2022 | |
Investment Interest Rate | [2] | 12.14% | |
Investment Variable Interest Rate | [2] | 6.50% | |
Investment Interest Rate, Floor | [2] | 1% | |
% of Net Assets | [2] | 4.10% | |
Par Amount | [2] | $ 18,685,139 | |
Maturity Date | [2] | Mar. 07, 2027 | |
Amortized Cost | [2] | $ 18,447,533 | |
Fair Value | [2] | $ 18,685,139 | |
Investment, Identifier [Axis]: Debt Investments, Construction Materials, Net Assets 4.1% | |||
Schedule Of Investments [Line Items] | |||
% of Net Assets | [2] | 4.10% | |
Amortized Cost | [2] | $ 18,447,533 | |
Fair Value | [2] | $ 18,685,139 | |
Investment, Identifier [Axis]: Debt Investments, Construction Materials, Net Assets 9.7% | |||
Schedule Of Investments [Line Items] | |||
% of Net Assets | [1] | 9.70% | |
Amortized Cost | [1] | $ 19,441,713 | |
Fair Value | [1] | $ 19,040,617 | |
Investment, Identifier [Axis]: Debt Investments, Containers & Packaging Hoffmaster Group, Inc., Acquisition Date 02/24/23 Term Loan - 12.84% (SOFR + 7.50%, 2.00% Floor) Net Assets 4.9% Maturity 02/24/28 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [2] | Feb. 24, 2023 | |
Investment Interest Rate | [2] | 12.84% | |
Investment Variable Interest Rate | [2] | 7.50% | |
Investment Interest Rate, Floor | [2] | 2% | |
% of Net Assets | [2] | 4.90% | |
Par Amount | [2] | $ 21,787,887 | |
Maturity Date | [2] | Feb. 24, 2028 | |
Amortized Cost | [2] | $ 21,589,991 | |
Fair Value | [2] | $ 22,332,584 | |
Investment, Identifier [Axis]: Debt Investments, Containers & Packaging PaperWorks Industries, Inc., Acquisition Date 07/26/23 Term Loan - 13.78% (SOFR + 8.25%, 1.00% Floor) Net Assets 3.5% Maturity 06/30/27 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [2] | Jul. 26, 2023 | |
Investment Interest Rate | [2] | 13.78% | |
Investment Variable Interest Rate | [2] | 8.25% | |
Investment Interest Rate, Floor | [2] | 1% | |
% of Net Assets | [2] | 3.50% | |
Par Amount | [2] | $ 16,327,627 | |
Maturity Date | [2] | Jun. 30, 2027 | |
Amortized Cost | [2] | $ 16,037,257 | |
Fair Value | [2] | $ 16,033,729 | |
Investment, Identifier [Axis]: Debt Investments, Containers & Packaging The HC Companies, Inc., Acquisition Date 08/01/23 Term Loan - 12.61% (SOFR + 7.25%, 2.00% Floor) Net Assets 8.8% Maturity 08/01/28 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [2] | Aug. 01, 2023 | |
Investment Interest Rate | [2] | 12.61% | |
Investment Variable Interest Rate | [2] | 7.25% | |
Investment Interest Rate, Floor | [2] | 2% | |
% of Net Assets | [2] | 8.80% | |
Par Amount | [2] | $ 41,209,794 | |
Maturity Date | [2] | Aug. 01, 2028 | |
Amortized Cost | [2] | $ 40,265,826 | |
Fair Value | [2] | $ 40,468,018 | |
Investment, Identifier [Axis]: Debt Investments, Containers & Packaging, Net Assets 17.2% | |||
Schedule Of Investments [Line Items] | |||
% of Net Assets | [2] | 17.20% | |
Amortized Cost | [2] | $ 77,893,074 | |
Fair Value | [2] | $ 78,834,331 | |
Investment, Identifier [Axis]: Debt Investments, Data Processing & Outsourced Services Alorica, Inc., Acquisition Date 12/21/22 Term Loan - 11.57% (SOFR + 6.88%, 1.50% Floor) Net Assets 17.3% Maturity 12/21/27 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [1] | Dec. 21, 2022 | |
Investment Interest Rate | [1] | 11.57% | |
Investment Variable Interest Rate | [1] | 6.88% | |
Investment Interest Rate, Floor | [1] | 1.50% | |
% of Net Assets | [1] | 17.30% | |
Par Amount | [1] | $ 34,374,488 | |
Maturity Date | [1] | Dec. 21, 2027 | |
Amortized Cost | [1] | $ 33,861,977 | |
Fair Value | [1] | $ 33,858,871 | |
Investment, Identifier [Axis]: Debt Investments, Data Processing & Outsourced Services, Net Assets 17.3% | |||
Schedule Of Investments [Line Items] | |||
% of Net Assets | [1] | 17.30% | |
Amortized Cost | [1] | $ 33,861,977 | |
Fair Value | [1] | $ 33,858,871 | |
Investment, Identifier [Axis]: Debt Investments, Energy Equipment & Services Harvey Gulf Holdings, LLC, Acquisition Date 08/10/22 Term Loan A - 10.14% (SOFR + 4.50%, 1.00% Floor) Net Assets 4.7% Maturity 08/10/27 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [2] | Aug. 10, 2022 | |
Investment Interest Rate | [2] | 10.14% | |
Investment Variable Interest Rate | [2] | 4.50% | |
Investment Interest Rate, Floor | [2] | 1% | |
% of Net Assets | [2] | 4.70% | |
Par Amount | [2] | $ 21,324,957 | |
Maturity Date | [2] | Aug. 10, 2027 | |
Amortized Cost | [2] | $ 21,055,796 | |
Fair Value | [2] | $ 21,538,206 | |
Investment, Identifier [Axis]: Debt Investments, Energy Equipment & Services Harvey Gulf Holdings, LLC, Acquisition Date 08/10/22 Term Loan B - 12.64% (SOFR + 7.00%, 1.00% Floor) Net Assets 4.6% Maturity 08/10/27 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [2] | Aug. 10, 2022 | |
Investment Interest Rate | [2] | 12.64% | |
Investment Variable Interest Rate | [2] | 7% | |
Investment Interest Rate, Floor | [2] | 1% | |
% of Net Assets | [2] | 4.60% | |
Par Amount | [2] | $ 20,549,504 | |
Maturity Date | [2] | Aug. 10, 2027 | |
Amortized Cost | [2] | $ 20,078,648 | |
Fair Value | [2] | $ 21,124,890 | |
Investment, Identifier [Axis]: Debt Investments, Energy Equipment & Services, Net Assets 9.3% | |||
Schedule Of Investments [Line Items] | |||
% of Net Assets | [2] | 9.30% | |
Amortized Cost | [2] | $ 41,134,444 | |
Fair Value | [2] | $ 42,663,096 | |
Investment, Identifier [Axis]: Debt Investments, Energy HOP Energy, LLC, Acquisition Date 06/17/22 Term Loan - 14.36% (SOFR + 10.00%, 2.00% Floor) Net Assets 11.2% Maturity 06/17/27 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [1] | Jun. 17, 2022 | |
Investment Interest Rate | [1] | 14.36% | |
Investment Variable Interest Rate | [1] | 10% | |
Investment Interest Rate, Floor | [1] | 2% | |
% of Net Assets | [1] | 11.20% | |
Par Amount | [1] | $ 22,484,570 | |
Maturity Date | [1] | Jun. 17, 2027 | |
Amortized Cost | [1] | $ 22,041,323 | |
Fair Value | [1] | $ 21,899,971 | |
Investment, Identifier [Axis]: Debt Investments, Energy, Net Assets 11.2% | |||
Schedule Of Investments [Line Items] | |||
% of Net Assets | [1] | 11.20% | |
Amortized Cost | [1] | $ 22,041,323 | |
Fair Value | [1] | $ 21,899,971 | |
Investment, Identifier [Axis]: Debt Investments, Food Products Baxters North America, Inc., Acquisition Date 05/31/23 Term Loan - 14.63% inc PIK (SOFR + 9.25%, 1.75% Floor, 2.00% PIK) Net Assets 8.4% Maturity 05/31/28 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [2] | May 31, 2023 | |
Investment Interest Rate | [2] | 14.63% | |
Investment Variable Interest Rate | [2] | 9.25% | |
Investment Interest Rate, Floor | [2] | 1.75% | |
Investment Interest Rate, PIK | [2] | 2% | |
% of Net Assets | [2] | 8.40% | |
Par Amount | [2] | $ 40,814,714 | |
Maturity Date | [2] | May 31, 2028 | |
Amortized Cost | [2] | $ 39,854,504 | |
Fair Value | [2] | $ 38,733,163 | |
Investment, Identifier [Axis]: Debt Investments, Food Products Del Real, LLC, Acquisition Date 03/28/23 Term Loan - 13.25% inc PIK (SOFR + 7.75%, 2.00% Floor 1.00% PIK) Net Assets 7.4% Maturity 03/28/23 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [2] | Mar. 28, 2023 | |
Investment Interest Rate | [2] | 13.25% | |
Investment Variable Interest Rate | [2] | 7.75% | |
Investment Interest Rate, Floor | [2] | 2% | |
Investment Interest Rate, PIK | [2] | 1% | |
% of Net Assets | [2] | 7.40% | |
Par Amount | [2] | $ 33,683,106 | |
Maturity Date | [2] | Mar. 28, 2028 | |
Amortized Cost | [2] | $ 32,709,199 | |
Fair Value | [2] | $ 33,851,522 | |
Investment, Identifier [Axis]: Debt Investments, Food Products Signature Brands, LLC, Acquisition Date 05/05/23 Term Loan - 14.14% inc PIK (SOFR + 8.50%, 1.75% Floor, 1.25% PIK) Net Assets 6.7% Maturity 05/04/28 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [2] | May 05, 2023 | |
Investment Interest Rate | [2] | 14.14% | |
Investment Variable Interest Rate | [2] | 8.50% | |
Investment Interest Rate, Floor | [2] | 1.75% | |
Investment Interest Rate, PIK | [2] | 1.25% | |
% of Net Assets | [2] | 6.70% | |
Par Amount | [2] | $ 31,645,888 | |
Maturity Date | [2] | May 04, 2028 | |
Amortized Cost | [2] | $ 30,996,882 | |
Fair Value | [2] | $ 30,633,220 | |
Investment, Identifier [Axis]: Debt Investments, Food Products, Net Assets 22.5% | |||
Schedule Of Investments [Line Items] | |||
% of Net Assets | [2] | 22.50% | |
Amortized Cost | [2] | $ 103,560,585 | |
Fair Value | [2] | $ 103,217,905 | |
Investment, Identifier [Axis]: Debt Investments, Ground Transportation RPM Purchaser, Inc., Acquisition Date 09/11/23 Term Loan B - 11.90% (SOFR + 6.25%, 2.00% Floor) Net Assets 5.9% Maturity 09/11/28 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [2] | Sep. 11, 2023 | |
Investment Interest Rate | [2] | 11.90% | |
Investment Variable Interest Rate | [2] | 6.25% | |
Investment Interest Rate, Floor | [2] | 2% | |
% of Net Assets | [2] | 5.90% | |
Par Amount | [2] | $ 27,750,006 | |
Maturity Date | [2] | Sep. 11, 2028 | |
Amortized Cost | [2] | $ 26,935,979 | |
Fair Value | [2] | $ 27,306,006 | |
Investment, Identifier [Axis]: Debt Investments, Ground Transportation, Net Assets 5.9% | |||
Schedule Of Investments [Line Items] | |||
% of Net Assets | [2] | 5.90% | |
Amortized Cost | [2] | $ 26,935,979 | |
Fair Value | [2] | $ 27,306,006 | |
Investment, Identifier [Axis]: Debt Investments, Hotels, Restaurants & Leisure Black Rock Coffee Holdings, LLC, Acquisition Date 04/29/22 Term Loan - 12.12% inc PIK (SOFR + 7.00%, 1.00% Floor, 1.00% PIK) Net Assets 9.4% Maturity 04/29/25 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [1] | Apr. 29, 2022 | |
Investment Interest Rate | [1] | 12.12% | |
Investment Variable Interest Rate | [1] | 7% | |
Investment Interest Rate, Floor | [1] | 1% | |
Investment Interest Rate, PIK | [1] | 1% | |
% of Net Assets | [1] | 9.40% | |
Par Amount | [1] | $ 18,966,983 | |
Maturity Date | [1] | Apr. 29, 2025 | |
Amortized Cost | [1] | $ 18,602,992 | |
Fair Value | [1] | $ 18,511,775 | |
Investment, Identifier [Axis]: Debt Investments, Hotels, Restaurants & Leisure Black Rock Coffee Holdings, LLC, Acquisition Date 04/29/22 Term Loan - 12.15% inc PIK (SOFR + 6.50%, 1.00% Floor, 0.50% PIK) Net Assets 4.1% Maturity 04/29/25 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [2] | Apr. 29, 2022 | |
Investment Interest Rate | [2] | 12.15% | |
Investment Variable Interest Rate | [2] | 6.50% | |
Investment Interest Rate, Floor | [2] | 1% | |
Investment Interest Rate, PIK | [2] | 0.50% | |
% of Net Assets | [2] | 4.10% | |
Par Amount | [2] | $ 18,976,399 | |
Maturity Date | [2] | Apr. 29, 2025 | |
Amortized Cost | [2] | $ 18,770,938 | |
Fair Value | [2] | $ 18,881,517 | |
Investment, Identifier [Axis]: Debt Investments, Hotels, Restaurants & Leisure Five Star Buyer, Inc., Acquisition Date 05/11/23 Delayed Draw Term Loan - 12.46% (SOFR + 7.00%, 1.50% Floor) Net Assets 0.1% Maturity 02/23/28 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [2] | May 11, 2023 | |
Investment Interest Rate | [2] | 12.46% | |
Investment Variable Interest Rate | [2] | 7% | |
Investment Interest Rate, Floor | [2] | 1.50% | |
% of Net Assets | [2] | 0.10% | |
Par Amount | [2] | $ 710,698 | |
Maturity Date | [2] | Feb. 23, 2028 | |
Amortized Cost | [2] | $ 710,698 | |
Fair Value | [2] | $ 684,403 | |
Investment, Identifier [Axis]: Debt Investments, Hotels, Restaurants & Leisure Five Star Buyer, Inc., Acquisition Date 05/11/23 Term Loan - 12.46% (SOFR + 7.00%, 1.50% Floor) Net Assets 4.4% Maturity 02/23/28 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [2] | May 11, 2023 | |
Investment Interest Rate | [2] | 12.46% | |
Investment Variable Interest Rate | [2] | 7% | |
Investment Interest Rate, Floor | [2] | 1.50% | |
% of Net Assets | [2] | 4.40% | |
Par Amount | [2] | $ 20,925,460 | |
Maturity Date | [2] | Feb. 23, 2028 | |
Amortized Cost | [2] | $ 20,207,374 | |
Fair Value | [2] | $ 20,151,218 | |
Investment, Identifier [Axis]: Debt Investments, Hotels, Restaurants & Leisure Red Robin International, Inc. Acquisition Date 04/11/22 Term Loan - 9.81% (SOFR + 6.00%, 1.00% Floor) Net Assets 6.0% Maturity 03/04/27 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [1] | Apr. 11, 2022 | |
Investment Interest Rate | [1] | 9.81% | |
Investment Variable Interest Rate | [1] | 6% | |
Investment Interest Rate, Floor | [1] | 1% | |
% of Net Assets | [1] | 6% | |
Par Amount | [1] | $ 12,432,547 | |
Maturity Date | [1] | Mar. 04, 2027 | |
Amortized Cost | [1] | $ 12,075,137 | |
Fair Value | [1] | $ 11,835,785 | |
Investment, Identifier [Axis]: Debt Investments, Hotels, Restaurants & Leisure Red Robin International, Inc., Acquisition Date 04/11/22 Revolver - 10.44% (SOFR + 6.00%, 1.00% Floor) Net Assets 0.5% Maturity 03/04/27 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [1] | Apr. 11, 2022 | |
Investment Interest Rate | [1] | 10.44% | |
Investment Variable Interest Rate | [1] | 6% | |
Investment Interest Rate, Floor | [1] | 1% | |
% of Net Assets | [1] | 0.50% | |
Par Amount | [1] | $ 939,487 | |
Maturity Date | [1] | Mar. 04, 2027 | |
Amortized Cost | [1] | $ 939,487 | |
Fair Value | [1] | $ 894,392 | |
Investment, Identifier [Axis]: Debt Investments, Hotels, Restaurants & Leisure Red Robin International, Inc., Acquisition Date 04/11/22 Term Loan - 11.66% (SOFR + 6.00%, 1.00% Floor) Net Assets 2.6% Maturity 03/04/27 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [2] | Apr. 11, 2022 | |
Investment Interest Rate | [2] | 11.66% | |
Investment Variable Interest Rate | [2] | 6% | |
Investment Interest Rate, Floor | [2] | 1% | |
% of Net Assets | [2] | 2.60% | |
Par Amount | [2] | $ 11,846,485 | |
Maturity Date | [2] | Mar. 04, 2027 | |
Amortized Cost | [2] | $ 11,587,542 | |
Fair Value | [2] | $ 11,751,713 | |
Investment, Identifier [Axis]: Debt Investments, Hotels, Restaurants & Leisure, Net Assets 11.2% | |||
Schedule Of Investments [Line Items] | |||
% of Net Assets | [2] | 11.20% | |
Amortized Cost | [2] | $ 51,276,552 | |
Fair Value | [2] | $ 51,468,851 | |
Investment, Identifier [Axis]: Debt Investments, Hotels, Restaurants & Leisure, Net Assets 15.9% | |||
Schedule Of Investments [Line Items] | |||
% of Net Assets | [1] | 15.90% | |
Amortized Cost | [1] | $ 31,617,616 | |
Fair Value | [1] | $ 31,241,952 | |
Investment, Identifier [Axis]: Debt Investments, Household Durables, Lenox Holdings, Inc, Acquisition Date 07/08/22, Term Loan - 14.42% (SOFR + 8.75%,1.00%,Floor), Net Assets 8.0%, Maturity Date 07/08/27 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [2] | Jul. 08, 2022 | |
Investment Interest Rate | [2] | 14.42% | |
Investment Variable Interest Rate | [2] | 8.75% | |
Investment Interest Rate, Floor | [2] | 1% | |
% of Net Assets | [2] | 8% | |
Par Amount | [2] | $ 37,397,529 | |
Maturity Date | [2] | Jul. 08, 2027 | |
Amortized Cost | [2] | $ 36,871,587 | |
Fair Value | [2] | $ 36,724,373 | |
Investment, Identifier [Axis]: Debt Investments, Household Durables, Net Assets 8.0% | |||
Schedule Of Investments [Line Items] | |||
% of Net Assets | [2] | 8% | |
Amortized Cost | [2] | $ 36,871,587 | |
Fair Value | [2] | $ 36,724,373 | |
Investment, Identifier [Axis]: Debt Investments, Housewares & Specialties Lenox Holdings, Inc., Acquisition Date 07/08/22 Term Loan - 12.93% (SOFR + 8.50%, 1.00% Floor) Net Assets 19.3% Maturity 07/08/27 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [1] | Jul. 08, 2022 | |
Investment Interest Rate | [1] | 12.93% | |
Investment Variable Interest Rate | [1] | 8.50% | |
Investment Interest Rate, Floor | [1] | 1% | |
% of Net Assets | [1] | 19.30% | |
Par Amount | [1] | $ 38,611,734 | |
Maturity Date | [1] | Jul. 08, 2027 | |
Amortized Cost | [1] | $ 37,914,355 | |
Fair Value | [1] | $ 37,839,499 | |
Investment, Identifier [Axis]: Debt Investments, Housewares & Specialties, Net Assets 19.3% | |||
Schedule Of Investments [Line Items] | |||
% of Net Assets | [1] | 19.30% | |
Amortized Cost | [1] | $ 37,914,355 | |
Fair Value | [1] | $ 37,839,499 | |
Investment, Identifier [Axis]: Debt Investments, Industrial Machinery Triarc Tanks Bidco, LLC, Acquisition Date 10/03/22 Term Loan - 11.84% (SOFR + 7.00%, 1.00% Floor) Net Assets 8.7% Maturity 10/03/26 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [1] | Oct. 03, 2022 | |
Investment Interest Rate | [1] | 11.84% | |
Investment Variable Interest Rate | [1] | 7% | |
Investment Interest Rate, Floor | [1] | 1% | |
% of Net Assets | [1] | 8.70% | |
Par Amount | [1] | $ 17,410,500 | |
Maturity Date | [1] | Oct. 03, 2026 | |
Amortized Cost | [1] | $ 16,920,360 | |
Fair Value | [1] | $ 17,062,290 | |
Investment, Identifier [Axis]: Debt Investments, Industrial Machinery, Net Assets 8.7% | |||
Schedule Of Investments [Line Items] | |||
% of Net Assets | [1] | 8.70% | |
Amortized Cost | [1] | $ 16,920,360 | |
Fair Value | [1] | $ 17,062,290 | |
Investment, Identifier [Axis]: Debt Investments, Information Technology Services, Corcentric Inc., Acquisition Date 05/09/23, Term Loan - 12.63% (SOFR + 7.00%,2.00%Floor), Net Assets 8.7%, Maturity Date 05/09/27 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [2] | May 09, 2023 | |
Investment Interest Rate | [2] | 12.63% | |
Investment Variable Interest Rate | [2] | 7% | |
Investment Interest Rate, Floor | [2] | 2% | |
% of Net Assets | [2] | 8.70% | |
Par Amount | [2] | $ 40,303,489 | |
Maturity Date | [2] | May 09, 2027 | |
Amortized Cost | [2] | $ 39,797,006 | |
Fair Value | [2] | $ 40,222,882 | |
Investment, Identifier [Axis]: Debt Investments, Information Technology Services, Net Assets 8.7% | |||
Schedule Of Investments [Line Items] | |||
% of Net Assets | [2] | 8.70% | |
Amortized Cost | [2] | $ 39,797,006 | |
Fair Value | [2] | $ 40,222,882 | |
Investment, Identifier [Axis]: Debt Investments, Machinery, Mark Andy, Inc. Acquisition Date 06/16/23, Term Loan - 13.25% (SOFR + 7.75%,1.50%Floor), Net Assets 5.6%, Maturity Date 06/16/28 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [2] | Jun. 16, 2023 | |
Investment Interest Rate | [2] | 13.25% | |
Investment Variable Interest Rate | [2] | 7.75% | |
Investment Interest Rate, Floor | [2] | 1.50% | |
% of Net Assets | [2] | 5.60% | |
Par Amount | [2] | $ 26,359,973 | |
Maturity Date | [2] | Jun. 16, 2028 | |
Amortized Cost | [2] | $ 25,772,753 | |
Fair Value | [2] | $ 25,885,494 | |
Investment, Identifier [Axis]: Debt Investments, Machinery, Net Assets 9.0% | |||
Schedule Of Investments [Line Items] | |||
% of Net Assets | [2] | 9% | |
Amortized Cost | [2] | $ 42,501,889 | |
Fair Value | [2] | $ 41,720,508 | |
Investment, Identifier [Axis]: Debt Investments, Machinery, Triarc Tanks Bidco, LLC. Acquisition Date 10/03/22, Term Loan - 12.61% (SOFR + 7.00%,1.00%Floor), Net Assets 3.4%, Maturity Date 10/03/26 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [2] | Oct. 03, 2022 | |
Investment Interest Rate | [2] | 12.61% | |
Investment Variable Interest Rate | [2] | 7% | |
Investment Interest Rate, Floor | [2] | 1% | |
% of Net Assets | [2] | 3.40% | |
Par Amount | [2] | $ 17,082,000 | |
Maturity Date | [2] | Oct. 03, 2026 | |
Amortized Cost | [2] | $ 16,729,136 | |
Fair Value | [2] | $ 15,835,014 | |
Investment, Identifier [Axis]: Debt Investments, Marine Transportation, Florida Marine Transporters, LLC, Acquisition Date 03/17/23, Term Loan - 13.47% (SOFR + 8.00%,2.00%Floor), Net Assets 8.4%, Maturity Date 03/17/28 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [2] | Mar. 17, 2023 | |
Investment Interest Rate | [2] | 13.47% | |
Investment Variable Interest Rate | [2] | 8% | |
Investment Interest Rate, Floor | [2] | 2% | |
% of Net Assets | [2] | 8.40% | |
Par Amount | [2] | $ 39,193,607 | |
Maturity Date | [2] | Mar. 17, 2028 | |
Amortized Cost | [2] | $ 38,266,969 | |
Fair Value | [2] | $ 38,880,058 | |
Investment, Identifier [Axis]: Debt Investments, Marine Transportation, Net Assets 8.4% | |||
Schedule Of Investments [Line Items] | |||
% of Net Assets | [2] | 8.40% | |
Amortized Cost | [2] | $ 38,266,969 | |
Fair Value | [2] | $ 38,880,058 | |
Investment, Identifier [Axis]: Debt Investments, Net Assets 155.4% | |||
Schedule Of Investments [Line Items] | |||
% of Net Assets | [1],[3] | 155.40% | |
Amortized Cost | [1],[3] | $ 304,337,979 | |
Fair Value | [1],[3] | $ 304,672,102 | |
Investment, Identifier [Axis]: Debt Investments, Net Assets 161.5% | |||
Schedule Of Investments [Line Items] | |||
% of Net Assets | [2],[4] | 161.50% | |
Amortized Cost | [2],[4] | $ 738,207,203 | |
Fair Value | [2],[4] | $ 742,916,128 | |
Investment, Identifier [Axis]: Debt Investments, Oil & Gas & Consumable Fuels HOP Energy, LLC, Acquisition Date 06/17/22 Term Loan - 15.64% inc PIK (SOFR + 10.00%, 2.00% Floor, 2.75% PIK) Net Assets 5.0% Maturity 06/17/27 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [2] | Jun. 17, 2022 | |
Investment Interest Rate | [2] | 15.64% | |
Investment Variable Interest Rate | [2] | 10% | |
Investment Interest Rate, Floor | [2] | 2% | |
Investment Interest Rate, PIK | [2] | 2.75% | |
% of Net Assets | [2] | 5% | |
Par Amount | [2] | $ 23,615,378 | |
Maturity Date | [2] | Jun. 17, 2027 | |
Amortized Cost | [2] | $ 23,292,982 | |
Fair Value | [2] | $ 22,788,840 | |
Investment, Identifier [Axis]: Debt Investments, Oil & Gas & Consumable Fuels, Net Assets 5.0% | |||
Schedule Of Investments [Line Items] | |||
% of Net Assets | [2] | 5% | |
Amortized Cost | [2] | $ 23,292,982 | |
Fair Value | [2] | $ 22,788,840 | |
Investment, Identifier [Axis]: Debt Investments, Oil & Gas Equipment & Services Harvey Gulf Holdings, LLC, Acquisition Date 08/10/22 Term Loan A - 9.36% (SOFR + 5.00%, 1.00% Floor) Net Assets 16.8% Maturity 08/10/27 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [1] | Aug. 10, 2022 | |
Investment Interest Rate | [1] | 9.36% | |
Investment Variable Interest Rate | [1] | 5% | |
Investment Interest Rate, Floor | [1] | 1% | |
% of Net Assets | [1] | 16.80% | |
Par Amount | [1] | $ 33,376,895 | |
Maturity Date | [1] | Aug. 10, 2027 | |
Amortized Cost | [1] | $ 32,838,862 | |
Fair Value | [1] | $ 32,976,372 | |
Investment, Identifier [Axis]: Debt Investments, Oil & Gas Equipment & Services Harvey Gulf Holdings, LLC, Acquisition Date 08/10/22 Term Loan B - 14.40% (SOFR + 10.04%, 1.00% Floor) Net Assets 16.4% Maturity 08/10/27 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [1] | Aug. 10, 2022 | |
Investment Interest Rate | [1] | 14.40% | |
Investment Variable Interest Rate | [1] | 10.04% | |
Investment Interest Rate, Floor | [1] | 1% | |
% of Net Assets | [1] | 16.40% | |
Par Amount | [1] | $ 32,163,190 | |
Maturity Date | [1] | Aug. 10, 2027 | |
Amortized Cost | [1] | $ 31,221,981 | |
Fair Value | [1] | $ 32,163,190 | |
Investment, Identifier [Axis]: Debt Investments, Oil & Gas Equipment & Services, Net Assets 33.2% | |||
Schedule Of Investments [Line Items] | |||
% of Net Assets | [1] | 33.20% | |
Amortized Cost | [1] | $ 64,060,843 | |
Fair Value | [1] | $ 65,139,562 | |
Investment, Identifier [Axis]: Debt Investments, Pharmaceuticals Rising Pharma Holdings, Inc., Acquisition Date 02/08/22 Delayed Draw Term Loan - 11.84% (SOFR + 7.00%, 1.00% Floor) Net Assets 0.4% Maturity 12/13/26 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [1] | Feb. 08, 2022 | |
Investment Interest Rate | [1] | 11.84% | |
Investment Variable Interest Rate | [1] | 7% | |
Investment Interest Rate, Floor | [1] | 1% | |
% of Net Assets | [1] | 0.40% | |
Par Amount | [1] | $ 852,528 | |
Maturity Date | [1] | Dec. 13, 2026 | |
Amortized Cost | [1] | $ 832,331 | |
Fair Value | [1] | $ 809,902 | |
Investment, Identifier [Axis]: Debt Investments, Pharmaceuticals Rising Pharma Holdings, Inc., Acquisition Date 02/08/22 Delayed Draw Term Loan - 12.61% (SOFR + 7.00%, 1.00% Floor) Net Assets 0.2% Maturity 12/13/26 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [2] | Feb. 08, 2022 | |
Investment Interest Rate | [2] | 12.61% | |
Investment Variable Interest Rate | [2] | 7% | |
Investment Interest Rate, Floor | [2] | 1% | |
% of Net Assets | [2] | 0.20% | |
Par Amount | [2] | $ 809,471 | |
Maturity Date | [2] | Dec. 13, 2026 | |
Amortized Cost | [2] | $ 795,148 | |
Fair Value | [2] | $ 791,663 | |
Investment, Identifier [Axis]: Debt Investments, Pharmaceuticals Rising Pharma Holdings, Inc., Acquisition Date 02/08/22 Delayed Draw Term Loan - 12.65% (SOFR + 7.00%, 1.00% Floor) Net Assets 2.7% Maturity 12/13/26 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [2] | Feb. 08, 2022 | |
Investment Interest Rate | [2] | 12.65% | |
Investment Variable Interest Rate | [2] | 7% | |
Investment Interest Rate, Floor | [2] | 1% | |
% of Net Assets | [2] | 2.70% | |
Par Amount | [2] | $ 12,838,027 | |
Maturity Date | [2] | Dec. 13, 2026 | |
Amortized Cost | [2] | $ 12,578,206 | |
Fair Value | [2] | $ 12,555,590 | |
Investment, Identifier [Axis]: Debt Investments, Pharmaceuticals Rising Pharma Holdings, Inc., Acquisition Date 02/08/22 Term Loan - 11.77% (SOFR + 7.00%, 1.00% Floor) Net Assets 6.6% Maturity 12/13/26 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [1] | Feb. 08, 2022 | |
Investment Interest Rate | [1] | 11.77% | |
Investment Variable Interest Rate | [1] | 7% | |
Investment Interest Rate, Floor | [1] | 1% | |
% of Net Assets | [1] | 6.60% | |
Par Amount | [1] | $ 13,640,456 | |
Maturity Date | [1] | Dec. 13, 2026 | |
Amortized Cost | [1] | $ 13,270,838 | |
Fair Value | [1] | $ 12,958,433 | |
Investment, Identifier [Axis]: Debt Investments, Pharmaceuticals, Net Assets 2.9% | |||
Schedule Of Investments [Line Items] | |||
% of Net Assets | [2] | 2.90% | |
Amortized Cost | [2] | $ 13,373,354 | |
Fair Value | [2] | $ 13,347,253 | |
Investment, Identifier [Axis]: Debt Investments, Pharmaceuticals, Net Assets 7.0% | |||
Schedule Of Investments [Line Items] | |||
% of Net Assets | [1] | 7% | |
Amortized Cost | [1] | $ 14,103,169 | |
Fair Value | [1] | $ 13,768,335 | |
Investment, Identifier [Axis]: Debt Investments, Professional Services Alorica Inc., Acquisition Date 12/21/22 Term Loan - 12.23% (SOFR + 6.88%, 1.50% Floor) Net Assets 7.2% Maturity 03/02/27 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [2] | Dec. 21, 2022 | |
Investment Interest Rate | [2] | 12.23% | |
Investment Variable Interest Rate | [2] | 6.88% | |
Investment Interest Rate, Floor | [2] | 1.50% | |
% of Net Assets | [2] | 7.20% | |
Par Amount | [2] | $ 33,686,999 | |
Maturity Date | [2] | Mar. 02, 2027 | |
Amortized Cost | [2] | $ 33,285,743 | |
Investment, Identifier [Axis]: Debt Investments, Professional Services, Net Assets 7.2% | |||
Schedule Of Investments [Line Items] | |||
% of Net Assets | [2] | 7.20% | |
Amortized Cost | [2] | $ 33,285,743 | |
Fair Value | [2] | $ 33,046,946 | |
Investment, Identifier [Axis]: Debt Investments, Retailing Follett Higher Education Group, Inc., Acquisition Date 02/01/22 Term Loan - 12.63% (LIBOR + 8.25%, 1.00% Floor) Net Assets 17.3% Maturity 02/01/27 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [1] | Feb. 01, 2022 | |
Investment Interest Rate | [1] | 12.63% | |
Investment Variable Interest Rate | [1] | 8.25% | |
Investment Interest Rate, Floor | [1] | 1% | |
% of Net Assets | [1] | 17.30% | |
Par Amount | [1] | $ 34,460,000 | |
Maturity Date | [1] | Feb. 01, 2027 | |
Amortized Cost | [1] | $ 33,896,864 | |
Fair Value | [1] | $ 33,839,720 | |
Investment, Identifier [Axis]: Debt Investments, Retailing, Net Assets 17.3% | |||
Schedule Of Investments [Line Items] | |||
% of Net Assets | [1] | 17.30% | |
Amortized Cost | [1] | $ 33,896,864 | |
Fair Value | [1] | $ 33,839,720 | |
Investment, Identifier [Axis]: Debt Investments, Specialty Retail D&D Buyer, LLC, Acquisition Date 10/04/23 Revolver - 12.45% (SOFR + 7.00%, 2.00% Floor) Net Assets 0.2% Maturity 10/04/28 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [2] | Oct. 04, 2023 | |
Investment Interest Rate | [2] | 12.45% | |
Investment Variable Interest Rate | [2] | 7% | |
Investment Interest Rate, Floor | [2] | 2% | |
% of Net Assets | [2] | 0.20% | |
Par Amount | [2] | $ 1,153,606 | |
Maturity Date | [2] | Oct. 04, 2028 | |
Amortized Cost | [2] | $ 1,153,606 | |
Fair Value | [2] | 33,046,946 | |
Investment, Identifier [Axis]: Debt Investments, Specialty Retail D&D Buyer, LLC, Acquisition Date 10/04/23 Term Loan - 12.45% (SOFR + 7.00%, 2.00% Floor) Net Assets 0.2% Maturity 10/04/28 | |||
Schedule Of Investments [Line Items] | |||
Fair Value | [2] | $ 1,130,534 | |
Investment, Identifier [Axis]: Debt Investments, Specialty Retail D&D Buyer, LLC, Acquisition Date 10/04/23 Term Loan - 12.45% (SOFR + 7.00%, 2.00% Floor) Net Assets 6.9% Maturity 10/04/28 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [2] | Oct. 04, 2023 | |
Investment Interest Rate | [2] | 12.45% | |
Investment Variable Interest Rate | [2] | 7% | |
Investment Interest Rate, Floor | [2] | 2% | |
% of Net Assets | [2] | 6.90% | |
Par Amount | [2] | $ 32,300,978 | |
Maturity Date | [2] | Oct. 04, 2028 | |
Amortized Cost | [2] | $ 31,280,506 | |
Fair Value | [2] | $ 31,654,959 | |
Investment, Identifier [Axis]: Debt Investments, Specialty Retail Follett Higher Education Group, Inc., Acquisition Date 02/01/22 Term Loan - 13.21% (SOFR + 7.75%, 2.00% Floor) Net Assets 6.6% Maturity 02/01/27 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [2] | Feb. 01, 2022 | |
Investment Interest Rate | [2] | 13.21% | |
Investment Variable Interest Rate | [2] | 7.75% | |
Investment Interest Rate, Floor | [2] | 2% | |
% of Net Assets | [2] | 6.60% | |
Par Amount | [2] | $ 30,678,468 | |
Maturity Date | [2] | Feb. 01, 2027 | |
Amortized Cost | [2] | $ 30,299,776 | |
Fair Value | [2] | $ 30,371,684 | |
Investment, Identifier [Axis]: Debt Investments, Specialty Retail, Net Assets 13.7% | |||
Schedule Of Investments [Line Items] | |||
% of Net Assets | [2] | 13.70% | |
Amortized Cost | [2] | $ 62,733,888 | |
Fair Value | [2] | $ 63,157,177 | |
Investment, Identifier [Axis]: Debt Investments, Technologies, Hardware Storage and Peripherals Sigmatron International, Inc., Acquisition Date 07/18/22 Term Loan - 11.69% (SOFR + 7.50%, 1.00% Floor) Net Assets 6.0% Maturity 07/18/27 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [1] | Jul. 18, 2022 | |
Investment Interest Rate | [1] | 11.69% | |
Investment Variable Interest Rate | [1] | 7.50% | |
Investment Interest Rate, Floor | [1] | 1% | |
% of Net Assets | [1] | 6% | |
Par Amount | [1] | $ 12,103,875 | |
Maturity Date | [1] | Jul. 18, 2027 | |
Amortized Cost | [1] | $ 11,883,925 | |
Fair Value | [1] | $ 11,813,382 | |
Investment, Identifier [Axis]: Debt Investments, Technologies, Hardware, Storage and Peripherals, Net Assets 6.0% | |||
Schedule Of Investments [Line Items] | |||
% of Net Assets | [1] | 6% | |
Amortized Cost | [1] | $ 11,883,925 | |
Fair Value | [1] | 11,813,382 | |
Investment, Identifier [Axis]: Debt Investments, Technology Hardware, Storage and Peripherals Sigmatron International, Inc., Acquisition Date 07/18/22 Term Loan - 12.97% (SOFR + 7.50%, 1.00% Floor) Net Assets 2.5% Maturity 07/18/27 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [2] | Jul. 18, 2022 | |
Investment Interest Rate | [2] | 12.97% | |
Investment Variable Interest Rate | [2] | 7.50% | |
Investment Interest Rate, Floor | [2] | 1% | |
% of Net Assets | [2] | 2.50% | |
Par Amount | [2] | $ 11,976,990 | |
Maturity Date | [2] | Jul. 18, 2027 | |
Amortized Cost | [2] | $ 11,809,688 | |
Fair Value | [2] | $ 11,629,658 | |
Investment, Identifier [Axis]: Debt Investments, Technology Hardware, Storage and Peripherals, Net Assets 2.5% | |||
Schedule Of Investments [Line Items] | |||
% of Net Assets | [2] | 2.50% | |
Amortized Cost | [2] | $ 11,809,688 | |
Fair Value | [2] | $ 11,629,658 | |
Investment, Identifier [Axis]: Debt Investments, Transportation Infrastructure, CG Buyer, LLC, Acquisition Date 07/19/23 Term Loan - 11.86% (SOFR + 6.5.%, 1.50% Floor) Net Assets 4.2% Maturity 07/19/28 | |||
Schedule Of Investments [Line Items] | |||
Acquisition Date | [2] | Jul. 19, 2023 | |
Investment Interest Rate | [2] | 11.86% | |
Investment Variable Interest Rate | [2] | 6.50% | |
Investment Interest Rate, Floor | [2] | 1.50% | |
% of Net Assets | [2] | 4.20% | |
Par Amount | [2] | $ 19,857,139 | |
Maturity Date | [2] | Jul. 19, 2028 | |
Amortized Cost | [2] | $ 19,364,026 | |
Fair Value | [2] | $ 19,261,424 | |
Investment, Identifier [Axis]: Debt Investments, Transportation Infrastructure, Net Assets 4.2% | |||
Schedule Of Investments [Line Items] | |||
% of Net Assets | [2] | 4.20% | |
Amortized Cost | [2] | $ 19,364,026 | |
Fair Value | [2] | 19,261,424 | |
Investment, Identifier [Axis]: Liabilities in Excess of Other Assets (132.6%) | |||
Schedule Of Investments [Line Items] | |||
Fair Value | (259,930,676) | ||
Investment, Identifier [Axis]: Liabilities in Excess of Other Assets (70.2%) | |||
Schedule Of Investments [Line Items] | |||
Fair Value | (323,232,131) | ||
Investment, Identifier [Axis]: Net Assets (100.0%) | |||
Schedule Of Investments [Line Items] | |||
Fair Value | 460,210,091 | 196,017,611 | |
Investment, Identifier [Axis]: Net unrealized depreciation on unfunded commitments (0.1%) | |||
Schedule Of Investments [Line Items] | |||
Fair Value | $ (242,147) | ||
Investment, Identifier [Axis]: Net unrealized depreciation on unfunded commitments (0.2%) | |||
Schedule Of Investments [Line Items] | |||
Fair Value | $ (920,633) | ||
Investment, Identifier [Axis]: Short-term Investments, Net Assets 67.7% | |||
Schedule Of Investments [Line Items] | |||
% of Net Assets | 67.70% | ||
Shares | 135,000,000 | ||
Amortized Cost | $ 132,637,500 | ||
Fair Value | $ 132,637,500 | ||
Investment, Identifier [Axis]: Short-term Investments, U.S. Treasury Bill, Yield 4.53% | |||
Schedule Of Investments [Line Items] | |||
Percentage of yield on investment | 4.53% | ||
Investment, Identifier [Axis]: Short-term Investments, U.S. Treasury Bill, Yield 4.53% Net Assets 67.7% | |||
Schedule Of Investments [Line Items] | |||
% of Net Assets | 67.70% | ||
Shares | 135,000,000 | ||
Amortized Cost | $ 132,637,500 | ||
Fair Value | $ 132,637,500 | ||
Investment, Identifier [Axis]: Total Investments (170.4%) | |||
Schedule Of Investments [Line Items] | |||
% of Net Assets | (170.40%) | ||
Amortized Cost | $ 779,653,930 | ||
Fair Value | $ 784,362,855 | ||
Investment, Identifier [Axis]: Total Investments (232.7%) | |||
Schedule Of Investments [Line Items] | |||
% of Net Assets | 232.70% | ||
Amortized Cost | $ 455,856,311 | ||
Fair Value | $ 456,190,434 | ||
[1] Certain debt investments are subject to contractual restrictions on resale, such as approval of the agent or borrower. Certain debt investments are subject to contractual restrictions on resale, such as approval of the agent or borrower. The fair value of each debt investment was determined using significant unobservable inputs and such investments are considered to be Level 3 within the Fair Value Hierarchy. See Note 3 “Investment Valuations and Fair Value Measurements.” The fair value of each debt investment was determined using significant unobservable inputs and such investments are considered to be Level 3 within the Fair Value Hierarchy. See Note 3 “Investment Valuations and Fair Value Measurements.” |
Consolidated Schedules of Inv_2
Consolidated Schedules of Investments (Parenthetical) | Dec. 31, 2023 | Dec. 31, 2022 | |
Investment, Identifier [Axis]: Cash Equivalents, First American Government Obligation Fund, Yield 4.06% | |||
Schedule Of Investments [Line Items] | |||
Percentage of yield on investment | 4.06% | ||
Investment, Identifier [Axis]: Cash Equivalents, First American Government Obligation Fund, Yield 4.06% Net Assets 9.6% | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | 9.60% | ||
Investment, Identifier [Axis]: Cash Equivalents, First American Government Obligation Fund, Yield 5.30% | |||
Schedule Of Investments [Line Items] | |||
Percentage of yield on investment | 5.30% | ||
Investment, Identifier [Axis]: Cash Equivalents, First American Government Obligation Fund, Yield 5.30% Net Assets 9.0% | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | 9% | ||
Investment, Identifier [Axis]: Cash Equivalents, Net Assets 9.0% | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | 9% | ||
Investment, Identifier [Axis]: Cash Equivalents, Net Assets 9.6% | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | 9.60% | ||
Investment, Identifier [Axis]: Debt Investments, Commercial & Professional Services Hudson Technologies Company, Acquisition Date 03/02/22 Last Out Term Loan - 11.82% (SOFR + 7.50%, 1.00% Floor) Net Assets 3.1% Maturity 03/02/27 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [1] | 3.10% | |
Investment, Identifier [Axis]: Debt Investments, Commercial & Professional Services Hudson Technologies Company, Acquisition Date 03/02/22 Term Loan - 11.94% (SOFR + 7.50%, 1.00% Floor) Net Assets 6.7% Maturity 03/02/27 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [1] | 6.70% | |
Investment, Identifier [Axis]: Debt Investments, Commercial & Professional Services, Net Assets 9.8% | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [1] | 9.80% | |
Investment, Identifier [Axis]: Debt Investments, Commercial Services & Supplies CSAT Holdings LLC, Acquisition Date 06/30/23 Term Loan - 13.11% (SOFR + 7.50%, 2.00% Floor) Net Assets 6.4% Maturity 06/30/28 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 6.40% | |
Investment, Identifier [Axis]: Debt Investments, Commercial Services & Supplies Jones Industrial Holdings, Inc., Acquisition Date 07/31/23 Term Loan - 13.96% (SOFR + 8.50%, 2.00% Floor) Net Assets 7.7% Maturity 07/31/28 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 7.70% | |
Investment, Identifier [Axis]: Debt Investments, Commercial Services & Supplies, Net Assets 14.1% | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 14.10% | |
Investment, Identifier [Axis]: Debt Investments, Construction & Engineering Propulsion Acquisition, LLC, Acquisition Date 05/22/23 Term Loan - 12.10% (SOFR + 6.50%, 1.50% Floor) Net Assets 3.5% Maturity 07/31/26 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 3.50% | |
Investment, Identifier [Axis]: Debt Investments, Construction & Engineering Sunland Asphalt & Construction, LLC, Acquisition Date 06/16/23 Term Loan - 12.96% inc PIK (SOFR + 7.50%, 1.75% Floor, 0.50% PIK) Net Assets 4.1% Maturity 06/16/28 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 4.10% | |
Investment, Identifier [Axis]: Debt Investments, Construction & Engineering, Net Assets 7.6% | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 7.60% | |
Investment, Identifier [Axis]: Debt Investments, Construction Materials Resco Products, Inc., Acquisition Date 03/07/22 Term Loan - 10.86% (SOFR + 6.50%, 1.00% Floor) Net Assets 9.7% Maturity 03/07/27 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [1] | 9.70% | |
Investment, Identifier [Axis]: Debt Investments, Construction Materials Resco Products, Inc., Acquisition Date 03/07/22 Term Loan - 12.14% (SOFR + 6.50%, 1.00% Floor) Net Assets 4.1% Maturity 03/07/27 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 4.10% | |
Investment, Identifier [Axis]: Debt Investments, Construction Materials, Net Assets 4.1% | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 4.10% | |
Investment, Identifier [Axis]: Debt Investments, Construction Materials, Net Assets 9.7% | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [1] | 9.70% | |
Investment, Identifier [Axis]: Debt Investments, Containers & Packaging Hoffmaster Group, Inc., Acquisition Date 02/24/23 Term Loan - 12.84% (SOFR + 7.50%, 2.00% Floor) Net Assets 4.9% Maturity 02/24/28 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 4.90% | |
Investment, Identifier [Axis]: Debt Investments, Containers & Packaging PaperWorks Industries, Inc., Acquisition Date 07/26/23 Term Loan - 13.78% (SOFR + 8.25%, 1.00% Floor) Net Assets 3.5% Maturity 06/30/27 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 3.50% | |
Investment, Identifier [Axis]: Debt Investments, Containers & Packaging The HC Companies, Inc., Acquisition Date 08/01/23 Term Loan - 12.61% (SOFR + 7.25%, 2.00% Floor) Net Assets 8.8% Maturity 08/01/28 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 8.80% | |
Investment, Identifier [Axis]: Debt Investments, Containers & Packaging, Net Assets 17.2% | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 17.20% | |
Investment, Identifier [Axis]: Debt Investments, Data Processing & Outsourced Services Alorica, Inc., Acquisition Date 12/21/22 Term Loan - 11.57% (SOFR + 6.88%, 1.50% Floor) Net Assets 17.3% Maturity 12/21/27 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [1] | 17.30% | |
Investment, Identifier [Axis]: Debt Investments, Data Processing & Outsourced Services, Net Assets 17.3% | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [1] | 17.30% | |
Investment, Identifier [Axis]: Debt Investments, Energy Equipment & Services Harvey Gulf Holdings, LLC, Acquisition Date 08/10/22 Term Loan A - 10.14% (SOFR + 4.50%, 1.00% Floor) Net Assets 4.7% Maturity 08/10/27 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 4.70% | |
Investment, Identifier [Axis]: Debt Investments, Energy Equipment & Services Harvey Gulf Holdings, LLC, Acquisition Date 08/10/22 Term Loan B - 12.64% (SOFR + 7.00%, 1.00% Floor) Net Assets 4.6% Maturity 08/10/27 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 4.60% | |
Investment, Identifier [Axis]: Debt Investments, Energy Equipment & Services, Net Assets 9.3% | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 9.30% | |
Investment, Identifier [Axis]: Debt Investments, Energy HOP Energy, LLC, Acquisition Date 06/17/22 Term Loan - 14.36% (SOFR + 10.00%, 2.00% Floor) Net Assets 11.2% Maturity 06/17/27 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [1] | 11.20% | |
Investment, Identifier [Axis]: Debt Investments, Energy, Net Assets 11.2% | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [1] | 11.20% | |
Investment, Identifier [Axis]: Debt Investments, Food Products Baxters North America, Inc., Acquisition Date 05/31/23 Term Loan - 14.63% inc PIK (SOFR + 9.25%, 1.75% Floor, 2.00% PIK) Net Assets 8.4% Maturity 05/31/28 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 8.40% | |
Investment, Identifier [Axis]: Debt Investments, Food Products Del Real, LLC, Acquisition Date 03/28/23 Term Loan - 13.25% inc PIK (SOFR + 7.75%, 2.00% Floor 1.00% PIK) Net Assets 7.4% Maturity 03/28/23 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 7.40% | |
Investment, Identifier [Axis]: Debt Investments, Food Products Signature Brands, LLC, Acquisition Date 05/05/23 Term Loan - 14.14% inc PIK (SOFR + 8.50%, 1.75% Floor, 1.25% PIK) Net Assets 6.7% Maturity 05/04/28 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 6.70% | |
Investment, Identifier [Axis]: Debt Investments, Food Products, Net Assets 22.5% | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 22.50% | |
Investment, Identifier [Axis]: Debt Investments, Ground Transportation RPM Purchaser, Inc., Acquisition Date 09/11/23 Term Loan B - 11.90% (SOFR + 6.25%, 2.00% Floor) Net Assets 5.9% Maturity 09/11/28 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 5.90% | |
Investment, Identifier [Axis]: Debt Investments, Ground Transportation, Net Assets 5.9% | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 5.90% | |
Investment, Identifier [Axis]: Debt Investments, Hotels, Restaurants & Leisure Black Rock Coffee Holdings, LLC, Acquisition Date 04/29/22 Term Loan - 12.12% inc PIK (SOFR + 7.00%, 1.00% Floor, 1.00% PIK) Net Assets 9.4% Maturity 04/29/25 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [1] | 9.40% | |
Investment, Identifier [Axis]: Debt Investments, Hotels, Restaurants & Leisure Black Rock Coffee Holdings, LLC, Acquisition Date 04/29/22 Term Loan - 12.15% inc PIK (SOFR + 6.50%, 1.00% Floor, 0.50% PIK) Net Assets 4.1% Maturity 04/29/25 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 4.10% | |
Investment, Identifier [Axis]: Debt Investments, Hotels, Restaurants & Leisure Five Star Buyer, Inc., Acquisition Date 05/11/23 Delayed Draw Term Loan - 12.46% (SOFR + 7.00%, 1.50% Floor) Net Assets 0.1% Maturity 02/23/28 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 0.10% | |
Investment, Identifier [Axis]: Debt Investments, Hotels, Restaurants & Leisure Five Star Buyer, Inc., Acquisition Date 05/11/23 Term Loan - 12.46% (SOFR + 7.00%, 1.50% Floor) Net Assets 4.4% Maturity 02/23/28 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 4.40% | |
Investment, Identifier [Axis]: Debt Investments, Hotels, Restaurants & Leisure Red Robin International, Inc. Acquisition Date 04/11/22 Term Loan - 9.81% (SOFR + 6.00%, 1.00% Floor) Net Assets 6.0% Maturity 03/04/27 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [1] | 6% | |
Investment, Identifier [Axis]: Debt Investments, Hotels, Restaurants & Leisure Red Robin International, Inc., Acquisition Date 04/11/22 Revolver - 10.44% (SOFR + 6.00%, 1.00% Floor) Net Assets 0.5% Maturity 03/04/27 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [1] | 0.50% | |
Investment, Identifier [Axis]: Debt Investments, Hotels, Restaurants & Leisure Red Robin International, Inc., Acquisition Date 04/11/22 Term Loan - 11.66% (SOFR + 6.00%, 1.00% Floor) Net Assets 2.6% Maturity 03/04/27 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 2.60% | |
Investment, Identifier [Axis]: Debt Investments, Hotels, Restaurants & Leisure, Net Assets 11.2% | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 11.20% | |
Investment, Identifier [Axis]: Debt Investments, Hotels, Restaurants & Leisure, Net Assets 15.9% | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [1] | 15.90% | |
Investment, Identifier [Axis]: Debt Investments, Household Durables, Lenox Holdings, Inc, Acquisition Date 07/08/22, Term Loan - 14.42% (SOFR + 8.75%,1.00%,Floor), Net Assets 8.0%, Maturity Date 07/08/27 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 8% | |
Investment, Identifier [Axis]: Debt Investments, Household Durables, Net Assets 8.0% | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 8% | |
Investment, Identifier [Axis]: Debt Investments, Housewares & Specialties Lenox Holdings, Inc., Acquisition Date 07/08/22 Term Loan - 12.93% (SOFR + 8.50%, 1.00% Floor) Net Assets 19.3% Maturity 07/08/27 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [1] | 19.30% | |
Investment, Identifier [Axis]: Debt Investments, Housewares & Specialties, Net Assets 19.3% | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [1] | 19.30% | |
Investment, Identifier [Axis]: Debt Investments, Industrial Machinery Triarc Tanks Bidco, LLC, Acquisition Date 10/03/22 Term Loan - 11.84% (SOFR + 7.00%, 1.00% Floor) Net Assets 8.7% Maturity 10/03/26 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [1] | 8.70% | |
Investment, Identifier [Axis]: Debt Investments, Industrial Machinery, Net Assets 8.7% | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [1] | 8.70% | |
Investment, Identifier [Axis]: Debt Investments, Information Technology Services, Corcentric Inc., Acquisition Date 05/09/23, Term Loan - 12.63% (SOFR + 7.00%,2.00%Floor), Net Assets 8.7%, Maturity Date 05/09/27 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 8.70% | |
Investment, Identifier [Axis]: Debt Investments, Information Technology Services, Net Assets 8.7% | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 8.70% | |
Investment, Identifier [Axis]: Debt Investments, Machinery, Mark Andy, Inc. Acquisition Date 06/16/23, Term Loan - 13.25% (SOFR + 7.75%,1.50%Floor), Net Assets 5.6%, Maturity Date 06/16/28 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 5.60% | |
Investment, Identifier [Axis]: Debt Investments, Machinery, Net Assets 9.0% | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 9% | |
Investment, Identifier [Axis]: Debt Investments, Machinery, Triarc Tanks Bidco, LLC. Acquisition Date 10/03/22, Term Loan - 12.61% (SOFR + 7.00%,1.00%Floor), Net Assets 3.4%, Maturity Date 10/03/26 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 3.40% | |
Investment, Identifier [Axis]: Debt Investments, Marine Transportation, Florida Marine Transporters, LLC, Acquisition Date 03/17/23, Term Loan - 13.47% (SOFR + 8.00%,2.00%Floor), Net Assets 8.4%, Maturity Date 03/17/28 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 8.40% | |
Investment, Identifier [Axis]: Debt Investments, Marine Transportation, Net Assets 8.4% | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 8.40% | |
Investment, Identifier [Axis]: Debt Investments, Net Assets 155.4% | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [1],[3] | 155.40% | |
Investment, Identifier [Axis]: Debt Investments, Net Assets 161.5% | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2],[4] | 161.50% | |
Investment, Identifier [Axis]: Debt Investments, Oil & Gas & Consumable Fuels HOP Energy, LLC, Acquisition Date 06/17/22 Term Loan - 15.64% inc PIK (SOFR + 10.00%, 2.00% Floor, 2.75% PIK) Net Assets 5.0% Maturity 06/17/27 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 5% | |
Investment, Identifier [Axis]: Debt Investments, Oil & Gas & Consumable Fuels, Net Assets 5.0% | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 5% | |
Investment, Identifier [Axis]: Debt Investments, Oil & Gas Equipment & Services Harvey Gulf Holdings, LLC, Acquisition Date 08/10/22 Term Loan A - 9.36% (SOFR + 5.00%, 1.00% Floor) Net Assets 16.8% Maturity 08/10/27 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [1] | 16.80% | |
Investment, Identifier [Axis]: Debt Investments, Oil & Gas Equipment & Services Harvey Gulf Holdings, LLC, Acquisition Date 08/10/22 Term Loan B - 14.40% (SOFR + 10.04%, 1.00% Floor) Net Assets 16.4% Maturity 08/10/27 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [1] | 16.40% | |
Investment, Identifier [Axis]: Debt Investments, Oil & Gas Equipment & Services, Net Assets 33.2% | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [1] | 33.20% | |
Investment, Identifier [Axis]: Debt Investments, Pharmaceuticals Rising Pharma Holdings, Inc., Acquisition Date 02/08/22 Delayed Draw Term Loan - 11.84% (SOFR + 7.00%, 1.00% Floor) Net Assets 0.4% Maturity 12/13/26 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [1] | 0.40% | |
Investment, Identifier [Axis]: Debt Investments, Pharmaceuticals Rising Pharma Holdings, Inc., Acquisition Date 02/08/22 Delayed Draw Term Loan - 12.61% (SOFR + 7.00%, 1.00% Floor) Net Assets 0.2% Maturity 12/13/26 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 0.20% | |
Investment, Identifier [Axis]: Debt Investments, Pharmaceuticals Rising Pharma Holdings, Inc., Acquisition Date 02/08/22 Delayed Draw Term Loan - 12.65% (SOFR + 7.00%, 1.00% Floor) Net Assets 2.7% Maturity 12/13/26 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 2.70% | |
Investment, Identifier [Axis]: Debt Investments, Pharmaceuticals Rising Pharma Holdings, Inc., Acquisition Date 02/08/22 Term Loan - 11.77% (SOFR + 7.00%, 1.00% Floor) Net Assets 6.6% Maturity 12/13/26 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [1] | 6.60% | |
Investment, Identifier [Axis]: Debt Investments, Pharmaceuticals, Net Assets 2.9% | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 2.90% | |
Investment, Identifier [Axis]: Debt Investments, Pharmaceuticals, Net Assets 7.0% | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [1] | 7% | |
Investment, Identifier [Axis]: Debt Investments, Professional Services Alorica Inc., Acquisition Date 12/21/22 Term Loan - 12.23% (SOFR + 6.88%, 1.50% Floor) Net Assets 7.2% Maturity 03/02/27 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 7.20% | |
Investment, Identifier [Axis]: Debt Investments, Professional Services, Net Assets 7.2% | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 7.20% | |
Investment, Identifier [Axis]: Debt Investments, Retailing Follett Higher Education Group, Inc., Acquisition Date 02/01/22 Term Loan - 12.63% (LIBOR + 8.25%, 1.00% Floor) Net Assets 17.3% Maturity 02/01/27 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [1] | 17.30% | |
Investment, Identifier [Axis]: Debt Investments, Retailing, Net Assets 17.3% | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [1] | 17.30% | |
Investment, Identifier [Axis]: Debt Investments, Specialty Retail D&D Buyer, LLC, Acquisition Date 10/04/23 Revolver - 12.45% (SOFR + 7.00%, 2.00% Floor) Net Assets 0.2% Maturity 10/04/28 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 0.20% | |
Investment, Identifier [Axis]: Debt Investments, Specialty Retail D&D Buyer, LLC, Acquisition Date 10/04/23 Term Loan - 12.45% (SOFR + 7.00%, 2.00% Floor) Net Assets 6.9% Maturity 10/04/28 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 6.90% | |
Investment, Identifier [Axis]: Debt Investments, Specialty Retail Follett Higher Education Group, Inc., Acquisition Date 02/01/22 Term Loan - 13.21% (SOFR + 7.75%, 2.00% Floor) Net Assets 6.6% Maturity 02/01/27 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 6.60% | |
Investment, Identifier [Axis]: Debt Investments, Specialty Retail, Net Assets 13.7% | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 13.70% | |
Investment, Identifier [Axis]: Debt Investments, Technologies, Hardware Storage and Peripherals Sigmatron International, Inc., Acquisition Date 07/18/22 Term Loan - 11.69% (SOFR + 7.50%, 1.00% Floor) Net Assets 6.0% Maturity 07/18/27 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [1] | 6% | |
Investment, Identifier [Axis]: Debt Investments, Technologies, Hardware, Storage and Peripherals, Net Assets 6.0% | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [1] | 6% | |
Investment, Identifier [Axis]: Debt Investments, Technology Hardware, Storage and Peripherals Sigmatron International, Inc., Acquisition Date 07/18/22 Term Loan - 12.97% (SOFR + 7.50%, 1.00% Floor) Net Assets 2.5% Maturity 07/18/27 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 2.50% | |
Investment, Identifier [Axis]: Debt Investments, Technology Hardware, Storage and Peripherals, Net Assets 2.5% | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 2.50% | |
Investment, Identifier [Axis]: Debt Investments, Transportation Infrastructure, CG Buyer, LLC, Acquisition Date 07/19/23 Term Loan - 11.86% (SOFR + 6.5.%, 1.50% Floor) Net Assets 4.2% Maturity 07/19/28 | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 4.20% | |
Investment, Identifier [Axis]: Debt Investments, Transportation Infrastructure, Net Assets 4.2% | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | [2] | 4.20% | |
Investment, Identifier [Axis]: Liabilities in Excess of Other Assets (132.6%) | |||
Schedule Of Investments [Line Items] | |||
Percentage of liabilities in excess of other assets | 132.60% | ||
Investment, Identifier [Axis]: Liabilities in Excess of Other Assets (70.2%) | |||
Schedule Of Investments [Line Items] | |||
Percentage of liabilities in excess of other assets | (70.20%) | ||
Investment, Identifier [Axis]: Net Assets (100.0%) | |||
Schedule Of Investments [Line Items] | |||
Percentage of Net Assets | (100.00%) | 100% | |
Investment, Identifier [Axis]: Net unrealized depreciation on unfunded commitments (0.1%) | |||
Schedule Of Investments [Line Items] | |||
Percentage of net unrealized depreciation on unfunded commitments | 0.10% | ||
Investment, Identifier [Axis]: Net unrealized depreciation on unfunded commitments (0.2%) | |||
Schedule Of Investments [Line Items] | |||
Percentage of net unrealized depreciation on unfunded commitments | (0.20%) | ||
Investment, Identifier [Axis]: Short-term Investments, Net Assets 67.7% | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | 67.70% | ||
Investment, Identifier [Axis]: Short-term Investments, U.S. Treasury Bill, Yield 4.53% | |||
Schedule Of Investments [Line Items] | |||
Percentage of yield on investment | 4.53% | ||
Investment, Identifier [Axis]: Short-term Investments, U.S. Treasury Bill, Yield 4.53% Net Assets 67.7% | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | 67.70% | ||
Investment, Identifier [Axis]: Total Investments (170.4%) | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | (170.40%) | ||
Investment, Identifier [Axis]: Total Investments (232.7%) | |||
Schedule Of Investments [Line Items] | |||
Percentage of Investments | 232.70% | ||
[1] Certain debt investments are subject to contractual restrictions on resale, such as approval of the agent or borrower. Certain debt investments are subject to contractual restrictions on resale, such as approval of the agent or borrower. The fair value of each debt investment was determined using significant unobservable inputs and such investments are considered to be Level 3 within the Fair Value Hierarchy. See Note 3 “Investment Valuations and Fair Value Measurements.” The fair value of each debt investment was determined using significant unobservable inputs and such investments are considered to be Level 3 within the Fair Value Hierarchy. See Note 3 “Investment Valuations and Fair Value Measurements.” |
Consolidated Schedules of Inv_3
Consolidated Schedules of Investments (Parenthetical 2) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Investment, Identifier [Axis]: Aggregate Acquisitions and Aggregate Dispositions of Investments, Other Than Government Securities | ||
Schedule of Investments [Line Items] | ||
Aggregate acquisition of investments | $ 536,888,682 | $ 332,533,628 |
Aggregate dispositions of investments | $ 107,516,528 | $ 29,519,570 |
Investment, Identifier [Axis]: Geographic Breakdown of Portfolio, United States | ||
Schedule of Investments [Line Items] | ||
Percentage of portfolio breakdown on investment | 100% | 100% |
Consolidated Statements of Asse
Consolidated Statements of Assets and Liabilities - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Assets | ||
Non-controlled/non-affiliated investments (amortized cost of $738,207 and $304,338, respectively) | $ 742,916 | $ 304,672 |
Cash and cash equivalents | 83,247 | 21,852 |
Short-term investments | 0 | 132,638 |
Capital call receivable | 13,866 | |
Interest receivable | 5,777 | 2,714 |
Receivable for investment sold | 0 | 31 |
Due from adviser | 78 | 182 |
Deferred financing costs | 1,640 | 2,016 |
Prepaid and other assets | 578 | 41 |
Total Assets | 848,102 | 464,146 |
Liabilities | ||
Incentive Fee Payable | 10,979 | 1,873 |
Interest and credit facility expense payable | 4,032 | 909 |
Management fees payable | 2,355 | 889 |
Unrealized depreciation on unfunded commitments | 921 | 242 |
Directors’ fees payable | 11 | 11 |
Payable for short-term investments purchased | 0 | 132,638 |
Distribution Payable | 0 | 1,500 |
Other accrued expenses and other liabilities | 992 | 558 |
Total Liabilities | 387,892 | 268,128 |
Commitments and Contingencies (Note 5) | ||
Members’ Capital | ||
Common Unitholders' commitment: (10,709,060 and 7,364,560 units issued and outstanding, respectively) | 1,070,906 | 736,456 |
Common Unitholders' undrawn commitment: (10,709,060 and 7,364,560 units issued and outstanding, respectively) | (599,495) | (537,269) |
Common Unitholders' return of capital | (3,094) | 0 |
Common Unitholders’ offering costs | (316) | (293) |
Common Unitholders’ capital | 468,001 | 198,894 |
Accumulated overdistributed earnings | (7,791) | (2,876) |
Total Members’ Capital | 460,210 | 196,018 |
Total Liabilities and Members’ Capital | $ 848,102 | $ 464,146 |
Net Asset Value Per Unit (accrual base) (Note 10) | $ 98.95 | $ 99.57 |
Term Loan | ||
Liabilities | ||
Revolving credit facilities payable and term loan | $ 198,813 | $ 33,219 |
Revolving Credit Facilities | ||
Liabilities | ||
Revolving credit facilities payable and term loan | $ 169,789 | $ 96,289 |
Consolidated Statements of As_2
Consolidated Statements of Assets and Liabilities (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Common Unitholders' commitment and undrawn commitment, outstanding | 10,709,060 | 7,364,560 |
Term Loan | ||
Deferred financing costs | $ 1,187 | $ 1,181 |
Non-controlled/non-affiliated | ||
Amortized cost | $ 738,207 | $ 304,338 |
Commitment | ||
Common Unitholders' commitment and undrawn commitment, issued | 10,709,060 | 7,364,560 |
Common Unitholders' commitment and undrawn commitment, outstanding | 10,709,060 | 7,364,560 |
Undrawn Commitment | ||
Common Unitholders' commitment and undrawn commitment, issued | 10,709,060 | 7,364,560 |
Common Unitholders' commitment and undrawn commitment, outstanding | 10,709,060 | 7,364,560 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 7 Months Ended | 12 Months Ended | 31 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | |
Investment, Type [Extensible Enumeration] | Non Controlled Or Non Affiliated Investments [Member] | Non Controlled Or Non Affiliated Investments [Member] | Non Controlled Or Non Affiliated Investments [Member] | Non Controlled Or Non Affiliated Investments [Member] |
Interest income | $ 0 | $ 79,739 | $ 19,702 | |
Interest income paid-in-kind | 0 | 3,832 | 561 | |
Other fee income | 0 | 4,293 | 947 | |
Total investment income | 0 | 87,864 | 21,210 | |
Expenses | ||||
Interest and credit facilities expenses | 0 | 21,705 | 3,709 | |
Incentive fees (Note 4) | 0 | 9,106 | 1,873 | |
Management fees (Note 4) | 0 | 7,214 | 2,256 | |
Interest expense on repurchase transactions | 0 | 1,149 | 780 | |
Administrative fees | 0 | 705 | 476 | |
Professional fees | 40 | 555 | 345 | |
Directors’ fees | 14 | 301 | 362 | |
Organizational costs | 504 | 29 | 158 | $ 691 |
Other expenses | 25 | 340 | 128 | |
Total expenses | 583 | 41,104 | 10,087 | |
Expenses recaptured/(reimbursed) by related party | (583) | 0 | 583 | |
Expenses reimbursed by Adviser | 0 | (78) | (182) | |
Net expenses | 0 | 41,026 | 10,488 | |
Net investment income | 0 | 46,838 | 10,722 | |
Net realized gain (loss): | ||||
Non-controlled/non-affiliated investments | 0 | 412 | (4) | |
Net change in unrealized appreciation/(depreciation): | ||||
Non-controlled/non-affiliated investments | 0 | 3,696 | 92 | |
Net realized gain on short-term investments | 0 | 676 | 97 | |
Net realized and unrealized gain on investments | 0 | 4,784 | 185 | |
Net increase in Members' Capital from operations | $ 0 | $ 51,622 | $ 10,907 | |
Basic and diluted: | ||||
Income per unit | $ 0 | $ 4.82 | $ 1.48 | |
Income per unit | $ 0 | $ 4.82 | $ 1.48 |
Consolidated Statement of Chang
Consolidated Statement of Changes in Members' Capital - USD ($) $ in Thousands | 7 Months Ended | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Members' Capital, Beginning Balance | $ 1 | $ 196,018 | $ 1 | |
Net Increase (Decrease) in Members' Capital Resulting from Operations [Abstract] | ||||
Net investment income (loss) | 46,838 | 10,722 | ||
Net realized gain on investments | 1,088 | 93 | ||
Net change in unrealized appreciation/(depreciation) on investments | 3,696 | 92 | ||
Distributions to Members from: | ||||
Distributable earnings | (56,537) | (13,783) | ||
Return of capital | (3,094) | |||
Net Increase (Decrease) in Members' Capital Resulting from Capital Activity: | ||||
Contributions | 0 | 272,224 | 199,186 | |
Offering costs | (23) | (293) | ||
Total Increase in Members' Capital Resulting from Capital Activity | 0 | |||
Total Increase (Decrease) in Members' Capital for the year end | 264,192 | 196,017 | $ 0 | |
Members' Capital, Ending Balance | 1 | 460,210 | 196,018 | 1 |
Common Unitholders’ Capital | ||||
Members' Capital, Beginning Balance | 1 | 198,894 | 1 | |
Net Increase (Decrease) in Members' Capital Resulting from Operations [Abstract] | ||||
Net investment income (loss) | 0 | 0 | ||
Net realized gain on investments | 0 | 0 | ||
Net change in unrealized appreciation/(depreciation) on investments | 0 | 0 | ||
Distributions to Members from: | ||||
Distributable earnings | 0 | 0 | ||
Return of capital | (3,094) | |||
Net Increase (Decrease) in Members' Capital Resulting from Capital Activity: | ||||
Contributions | 0 | 272,224 | 199,186 | |
Offering costs | (23) | (293) | ||
Total Increase in Members' Capital Resulting from Capital Activity | 0 | |||
Total Increase (Decrease) in Members' Capital for the year end | 269,107 | 198,893 | 0 | |
Members' Capital, Ending Balance | 1 | 468,001 | 198,894 | 1 |
Accumulated Undistributed (Overdistributed) Earnings | ||||
Members' Capital, Beginning Balance | 0 | (2,876) | 0 | |
Net Increase (Decrease) in Members' Capital Resulting from Operations [Abstract] | ||||
Net investment income (loss) | 46,838 | 10,722 | ||
Net realized gain on investments | 1,088 | 93 | ||
Net change in unrealized appreciation/(depreciation) on investments | 3,696 | 92 | ||
Distributions to Members from: | ||||
Distributable earnings | (56,537) | (13,783) | ||
Return of capital | 0 | |||
Net Increase (Decrease) in Members' Capital Resulting from Capital Activity: | ||||
Contributions | 0 | 0 | 0 | |
Offering costs | 0 | 0 | ||
Total Increase in Members' Capital Resulting from Capital Activity | 0 | |||
Total Increase (Decrease) in Members' Capital for the year end | (4,915) | (2,876) | 0 | |
Members' Capital, Ending Balance | $ 0 | $ (7,791) | $ (2,876) | $ 0 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Cash Flows from Operating Activities | ||
Net increase in net assets resulting from operations | $ 51,622 | $ 10,907 |
Adjustments to reconcile the net increase in net assets resulting from operations to net cash used in operating activities: | ||
Purchases of investments | (533,057) | (331,973) |
Purchases of short-term investments | (266,108) | (132,638) |
Interest income paid-in-kind | (3,832) | (561) |
Proceeds from sales and paydowns of investments | 107,517 | 29,520 |
Proceeds from sales of short-term investments | 398,746 | 0 |
Realized (gain) loss on investments | (412) | 4 |
Change in net unrealized (appreciation)/depreciation on investments | (3,696) | (92) |
Amortization of premium and accretion of discount, net | (4,085) | (1,325) |
Amortization of deferred financing costs | 1,515 | 566 |
Increase (decrease) in operating assets and liabilities: | ||
(Increase) decrease in interest receivable | (3,063) | (2,714) |
(Increase) decrease in receivable for investment sold | 31 | (31) |
(Increase) decrease in organizational costs due from related party | 0 | 504 |
(Increase) decrease in directors' fees due from related party | 0 | 14 |
(Increase) decrease in deferred offering costs | 0 | 220 |
(Increase) decrease in due from advisor | 104 | (182) |
(Increase) decrease in other assets due from related party | 0 | 133 |
(Increase) decrease in prepaid and other assets | (537) | (40) |
Increase (decrease) in payable for short-term investments purchased | (132,638) | 132,638 |
Increase (decrease) in incentive fee payable | 9,106 | 1,873 |
Increase (decrease) interest and credit facility expense payable | 3,123 | 909 |
Increase (decrease) management fees payable | 1,466 | 889 |
Increase (decrease) in organizational costs payable to related party | 0 | (504) |
Increase (decrease) offering costs payable to related party | 0 | (220) |
Increase (decrease) directors' fees payable to related party | 0 | (14) |
Increase (decrease) directors’ fees payable | 0 | 11 |
Increase (decrease) other liabilities payable to related party | 0 | (133) |
Increase (decrease) other accrued expenses and other liabilities | 434 | 558 |
Net cash used in operating activities | (373,764) | (291,681) |
Cash Flows from Financing Activities | ||
Contribution from Members | 258,358 | 199,186 |
Distributions to Members from distributable earnings | (58,037) | (12,283) |
Distributions to Members from return of capital | (3,094) | 0 |
Offering costs | (23) | (293) |
Deferred financing costs paid | (1,145) | (3,767) |
Proceeds from credit facilities | 554,100 | 135,189 |
Repayment of credit facilities | (315,000) | (4,500) |
Proceeds from repurchase obligation | 0 | 53,122 |
Repayment of repurchase obligation | 0 | (53,122) |
Net cash provided by financing activities | 435,159 | 313,532 |
Net increase in cash and cash equivalents | 61,395 | 21,851 |
Cash and cash equivalents, beginning of period | 21,852 | 1 |
Cash and cash equivalents, end of period | 83,247 | 21,852 |
Supplemental and non-cash financing activities | ||
Interest expense paid | 16,074 | 1,859 |
(Decrease) increase in Distribution payable | (1,500) | 1,500 |
Increase in Capital call receivable | $ 13,866 | $ 0 |
N-2
N-2 - $ / shares | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Cover [Abstract] | |||
Entity Central Index Key | 0001825265 | ||
Amendment Flag | false | ||
Securities Act File Number | 814-01420 | ||
Document Type | 10-K | ||
Entity Registrant Name | TCW DIRECT LENDING VIII LLC | ||
Entity Address, Address Line One | 200 Clarendon Street | ||
Entity Address, City or Town | Boston | ||
Entity Address, State or Province | MA | ||
Entity Address, Postal Zip Code | 02116 | ||
City Area Code | 617 | ||
Local Phone Number | 936-2275 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Emerging Growth Company | true | ||
Entity Ex Transition Period | false | ||
General Description of Registrant [Abstract] | |||
Risk Factors [Table Text Block] | It em 1A. Risk Factors. An investment in our securities involves certain risks relating to our structure and investment objective. The risks set forth below are not the only risks we face, and we face other risks which we have not yet identified, which we do not currently deem material or which are not yet predictable. If any of the following risks occur, our business, financial condition and results of operations could be materially adversely affected. In such case, our net asset value could decline, and you may lose all or part of your investment. RISKS RELATED TO OUR BUSINESS Market and geopolitical events could materially and adversely affect certain of our portfolio companies, and could materially and adversely affect our business, financial condition, results of operations and cash flows. The increasing interconnectivity between global economies and financial markets increases the likelihood that events or conditions in one region or financial market may adversely impact issuers in a different country, region or financial market. Our business and operations, as well as the business and operations of our portfolio companies, may be materially adversely affected by inflation (or expectations for inflation), interest rates, global demand for particular products or resources, natural disasters, climate change and climate-related events, pandemics, epidemics, terrorism, regulatory events and governmental or quasi-governmental actions. The occurrence of global events similar to those in recent years, such as terrorist attacks around the world, natural disasters, social and political discord or debt crises and downgrades, among others, may result in market volatility and may have long term effects on both the U.S. and global financial markets. It is difficult to predict when similar events affecting the U.S. or global financial markets may occur, the effects that such events may have and the duration of those effects. Any such event(s) could have a significant adverse impact on our business and operations, and on the business and operations of our portfolio companies. Disruption and Instability in Capital Markets. The U.S. and global capital markets experienced extreme volatility and disruption in recent years, leading to recessionary conditions and depressed levels of consumer and commercial spending. For instance, recent failures in the banking sector have caused significant disruption and volatility in U.S. and global markets. Disruptions in the capital markets increased the spread between the yields realized on risk-free and higher risk securities, resulting in illiquidity in parts of the capital markets. We cannot assure you that these conditions will not worsen. If conditions worsen, a prolonged period of market illiquidity could have a material adverse effect on our business, financial condition and results of operations. Unfavorable economic conditions also could increase our funding costs, limit our access to the capital markets or result in a decision by lenders not to extend credit to us. These events could limit our investment originations, limit our ability to grow and negatively impact our operating results. In addition, to the extent that recessionary conditions return, the financial results of small to mid-sized companies, like those in which we invest, will likely experience deterioration, which could ultimately lead to difficulty in meeting debt service requirements and an increase in defaults. Additionally, the end markets for certain of our portfolio companies’ products and services have experienced, and continue to experience, negative economic trends. The performances of certain of our portfolio companies have been, and may continue to be, negatively impacted by these economic or other conditions, which may ultimately result in: • our receipt of a reduced level of interest income from our portfolio companies; • decreases in the value of collateral securing some of our loans and the value of our equity investments; and • ultimately, losses or change-offs related to our investments. Russia’s invasion of Ukraine in February 2022, the resulting responses by the U.S. and other countries, and the potential for wider conflict, have increased and may continue to increase volatility and uncertainty in financial markets worldwide. The U.S. and other countries have imposed broad-ranging economic sanctions on Russia and Russian entities and individuals, and may impose additional sanctions, including on other countries that provide military or economic support to Russia. The invasion may widen beyond Ukraine and may escalate, including through retaliatory actions and cyberattacks by Russia and even other countries. These events may result in further and significant market disruptions and may adversely affect regional and global economies. Furthermore, the conflict between Russia and Ukraine and the varying involvement of the United States and other NATO countries could present material uncertainty and risk with respect to us and the performance of our investments or operations, and our ability to achieve our investment objectives. Additionally, to the extent that third parties, investors, or related customer bases have material operations or assets in Russia or Ukraine, they may have adverse consequences related to the ongoing conflict. The extent and duration of the military action, sanctions and resulting market disruptions are impossible to predict, but could be substantial. In addition, the political reunification of China and Taiwan, over which China continues to claim sovereignty, is a highly complex issue that has included threats of invasion by China. Political or economic disturbances (including an attempted unification of Taiwan by force), any economic sanctions implemented in response, and any escalation of hostility between China and Taiwan would likely have a significant adverse impact on economies, markets and individual securities globally. Lack of Operating History . We did not commence investment operations until the Initial Closing Date and have a limited performance history. Past performance, including the past performance of the prior Direct Lending Funds or other investment entities and accounts managed by the Adviser, is not necessarily indicative of our future results. Dependence on Key Personnel and Other Management . Unitholders have no right or power to participate in the management of the Company and may not receive detailed financial information regarding investments that is available to the Adviser. An investor in the Company must rely upon the ability of the Adviser (including the Private Credit Group and other investment professionals of the Adviser) to identify, structure and implement investments consistent with our investment objectives and policies. Accordingly, our success is dependent on the Adviser’s ability to retain and motivate highly qualified professionals. The loss of services of Mr. Richard Miller, Ms. Suzanne Grosso, Mr. Mark Gertzof and Mr. David Wang during the Commitment Period could have an adverse effect on our business, financial condition or results of operations. Our future success also depends on the Adviser’s ability to identify, hire, train and retain other highly qualified and experienced investment and management professionals. Competition for such professionals is significant, and there can be no assurance that the Adviser will be able to attract or retain other highly qualified professionals in the future. The inability of the Adviser to attract and retain such professionals could have a material adverse effect upon our business, financial condition or results of operations. Economic Interest of the Adviser . Because the Adviser will be compensated in part on a basis tied to our performance, the Adviser may have an incentive to make investments that are risky or speculative. No Assurance of Profits . There is no assurance that we will be able to generate returns for our investors or that the returns will be commensurate with the risks of investing in the types of companies and transactions described herein. The marketability and value of any of our investments will depend upon many factors beyond our control. We will incur organizational expenses, Management Fees and other operating expenses which may exceed our income, and a Unitholder could lose the entire amount of its contributed capital. Therefore, a prospective investor should only invest in the Company if such investor can withstand a total loss of his or her investment. The past investment performance of the entities and accounts with which the Adviser and its investment professionals have been associated cannot be taken to guarantee future results of any investment in the Company. Effect of Fees and Expenses on Returns . We pay Management Fees and Incentive Fees to the Adviser and generally bear our other Company Expenses. Generally, other than the Incentive Fee, fees and expenses will be paid regardless of whether we produce positive investment returns. The fees and expenses will reduce the actual returns to Unitholders, the distributions we make to Unitholders, and the overall value of the Unitholders’ investment. In addition, because the Management Fees payable by us to the Adviser will be calculated based on average gross assets of the Company on a consolidated basis, including the amortized cost of portfolio investments purchased with borrowed funds and other forms of leverage, the Adviser may be incentivized to use leverage, but will not utilize more than is permitted by applicable law or regulation. Under certain circumstances, the use of leverage may increase the likelihood of default, which would impair the value of the Units. Regulations Governing our Operation as a BDC . We may issue debt securities or Preferred Units and/or borrow money from banks or other financial institutions, which are collectively referred to herein as “senior securities,” up to the maximum amount permitted by the 1940 Act. Under the provisions of the 1940 Act currently in force, we will be permitted, as a BDC, to issue senior securities in amounts such that our asset coverage ratio, as defined in the 1940 Act, equals at least 200% (or 150% as described below under “—New Legislation Permitting Additional Leverage”) of gross assets less all liabilities and indebtedness not represented by senior securities, after each issuance of senior securities. Also, any amounts that we use to service our indebtedness would not be available for distributions to our Unitholders. Furthermore, as a result of issuing senior securities, we would also be exposed to typical risks associated with leverage, including an increased risk of loss. If we issue Preferred Units, the Preferred Units would rank “senior” to the Units in our capital structure, the Preferred Unitholders would have separate voting rights on certain matters and might have other rights, preferences, or privileges more favorable than those of the Unitholders. In addition, as a regulated BDC under the 1940 Act we may, among other things, be prohibited from knowingly participating in certain transactions with our affiliates without the prior approval of the members of our board of directors who are not interested persons and, in some cases, prior approval by the SEC through an exemptive order (other than in certain limited situations pursuant to current regulatory guidance). The Adviser has obtained exemptive relief from the SEC that, subject to certain conditions and limitations, permits us and other funds advised by the Adviser or certain affiliates of the Adviser (referred to herein as “potential co-investment funds”) to engage in certain co-investment transactions. Under the exemptive relief, in the case where the interest in a particular investment opportunity exceeds the size of the opportunity, then the investment opportunity will be allocated among us and any other potential co-investment funds based on available capital, which generally is determined based on the amount of cash on hand, existing commitments and reserves, if any, the targeted leverage level, targeted asset mix and other investment policies and restrictions set from time to time by the board or other governing body of the relevant fund or imposed by applicable laws, rules, regulations or interpretations. We incur significant costs as a result of being registered under the Exchange Act . We incur legal, accounting and other expenses, including costs associated with the periodic reporting requirements, as well as additional corporate governance requirements, including requirements under the Sarbanes-Oxley. These requirements may place a strain on our systems and resources. The Exchange Act requires that we file annual, quarterly and current reports with respect to our business and financial condition. The Sarbanes-Oxley Act requires that we maintain effective disclosure controls and procedures and internal control over financial reporting, which requires significant resources and management oversight. We have implemented and may continue to implement procedures, processes, policies and practices for the purpose of addressing the standards and requirements applicable to public companies. These activities may divert management’s attention from other business concerns, which could have a material adverse effect on our business, financial condition, results of operations and cash flows. We have incurred and expect to incur significant annual expenses related to these steps and directors’ and officers’ liability insurance, director fees, reporting requirements of the SEC, transfer agent fees, additional administrative expenses payable to the Administrator to compensate it for hiring additional accounting, legal and administrative personnel, increased auditing and legal fees and similar expenses associated with being a public company The systems and resources necessary to comply with public company reporting requirements will increase further once we cease to be an “emerging growth company” under the JOBS Act. As long as we remain an emerging growth company we intend to take advantage of certain exemptions from various reporting requirements that are applicable to other public companies, including not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act. Borrowing Money . The use of leverage magnifies the potential for gain or loss on amounts invested and, therefore, increases the risks associated with investing in the Company. Subject to the borrowing limitation imposed on us by the 1940 Act, the Company and any wholly owned subsidiary of the Company has and may continue to borrow from or issue senior debt securities to banks, insurance companies and other lenders. Our lenders will have fixed dollar claims on our assets that are superior to the claims of the Unitholders, and we would expect such lenders to seek recovery against our assets in the event of a default. If the value of our assets decreases, leveraging would cause net asset value to decline more sharply than it otherwise would have had we not leveraged. Similarly, any decrease in our income would cause net investment income to decline more sharply than it would have had we not borrowed. Leverage is generally considered a speculative investment technique. Our ability to service any debt that we incur will depend largely on our financial performance and will be subject to prevailing economic conditions and competitive pressures. As a BDC, we generally are required to meet a coverage ratio of total assets to total borrowings and other senior securities, which will include all of our borrowings and any Preferred Units that we may issue in the future, of at least 200% (or 150% as described below under “—New Legislation Permitting Additional Leverage”). If this ratio declines below 200%, we may not be able to incur additional debt, which could have a material adverse effect on our operations. The amount of leverage that we employ will depend on the Adviser’s assessment of market and other factors at the time of any proposed borrowing. There can be no assurance that we will be able to obtain credit at all or on terms acceptable to us. Any wholly owned subsidiary of the Company will be subject to the requirements of the 1940 Act governing investment policies, capital structure and leverage on an aggregate basis with the Company. In addition, any wholly owned subsidiary will comply with the provisions relating to affiliated transactions and custody of the 1940 Act and the custodian for such wholly owned subsidiary would be disclosed in applicable regulatory filings. The Company does not currently intend to create or acquire primary control of any entity which engages in investment activities in securities or other assets, other than entities wholly owned by the Company. In addition, our existing credit facilities impose, and future debt facilities into which we may enter would likely impose, financial and operating covenants that restrict our business activities, including limitations that could hinder our ability to finance additional loans and investments or to make the distributions required to maintain our status as a RIC under Subchapter M of the Code. In particular, it is anticipated that the credit facility would contain certain financial covenants, which may include requiring us to maintain a minimum amount of equity supporting the credit facility or comply with certain collateral quality and coverage tests. Additional Leverage . As a BDC, under the Investment Company Act we generally are not permitted to incur borrowings, issue debt securities or issue preferred stock unless immediately after the borrowing or issuance the ratio of total assets (less total liabilities other than indebtedness) to total indebtedness plus preferred stock, is at least 200% or, if certain requirements, which are described below, are met, 150%. Pursuant to Section 61(a) of the 1940 Act, BDCs may reduce the minimum asset coverage ratio from 200% to 150%, subject to certain approval requirements (including either stockholder approval or approval of the “required majority,” as such term is defined in Section 57(o) of the Investment Company Act), certain disclosure requirements and, in the case of a BDC that is not an issuer of common equity securities that are listed on a national securities exchange, such as the Company, the requirement that the BDC must extend to each person that is a stockholder as of the date of an approval described above the opportunity (which may include a tender offer) to sell the securities held by that stockholder as of that applicable approval date, with 25% of those securities to be repurchased in each of the four calendar quarters following the calendar quarter in which that applicable approval date takes place. As a result, BDCs may be able to incur additional indebtedness in the future, and the risks associated with an investment in BDCs may increase. Failure to Qualify as a RIC . We will be subject to corporate-level income tax if we are unable to qualify as a RIC under Subchapter M of the Code. To qualify as a RIC under Subchapter M of the Code, we must meet certain source-of-income, asset diversification and distribution requirements. The distribution requirement for a RIC is satisfied if we distribute at least 90% of our net ordinary income and net short-term capital gains in excess of net long-term capital losses, if any, to the Unitholders on an annual basis. Because we have incurred debt, we are subject to certain asset coverage ratio requirements under the 1940 Act and financial covenants under loan and credit agreements that could, under certain circumstances, restrict us from making distributions necessary to qualify as a RIC. If we are unable to obtain cash from other sources, we may fail to qualify as a RIC and, thus, may be subject to corporate-level income tax. To qualify as a RIC, we must also meet certain asset diversification requirements at the end of each calendar quarter. Failure to meet these tests may result in the Company having to dispose of certain investments quickly in order to qualify as a RIC, or to prevent the loss of such qualification after becoming a RIC. Because most of our investments will be in private or thinly traded public companies, any such dispositions may be made at disadvantageous prices and may result in substantial losses. In addition, we may have difficulty satisfying the diversification requirements after the Commitment Period as we liquidate our portfolio since we will not be making additional investments. While we generally will not lose our status as a RIC as long as we do not acquire any non-qualifying securities or other property, under certain circumstances we may be deemed to have made an acquisition of non-qualifying securities or other property. If we fail to qualify as a RIC for any reason and become subject to corporate income tax, the resulting corporate income taxes could substantially reduce our net assets, the amount of income available for distributions to the Unitholders and the amount of funds available for new investments. Such a failure would have a material adverse effect on us and the Unitholders. See “Item 1. Business—Certain U.S. Federal Income Tax Consequences—Taxation as a Regulated Investment Company.” Recourse to Our Assets . Our assets, including any investments made by us and any capital held by us, are available to satisfy all our liabilities and other obligations. If we become subject to a liability, parties seeking to have the liability satisfied may have recourse to our assets generally and not be limited to any particular asset, even in the circumstance where a specific investment gave rise to the liability. Litigation Risks . We will be subject to a variety of litigation risks, particularly if one or more of our portfolio companies face financial or other difficulties. Legal disputes, involving any or all of the Company, the Adviser, or their affiliates, may arise from our activities and investments and could have a significant adverse effect on us. Limited Liability of the Adviser . To the extent permissible by law, the Adviser will not be liable, responsible or accountable in damages or otherwise to us or to any Unitholder for any breach of duty to us or the Unitholders or for any act or failure to act pursuant to the Advisory Agreement or otherwise, except in certain limited circumstances provided by the 1940 Act and as set forth in the Advisory Agreement. In general, we will be required to indemnify the Adviser (and other related and/or affiliated parties) for certain losses arising out of its activities on behalf of us. Such obligations could reduce significantly the returns to the Unitholders. Conflicts of Interest . Conflicts of interest may exist from time to time between the Adviser and certain of its affiliates involved with us. RISKS RELATED TO OUR INVESTMENTS Economic Recessions or Downturns . Many of the portfolio companies in which we make investments may be susceptible to economic slowdowns or recessions and may be unable to repay the loans we made to them during these periods. Therefore, our non-performing assets may increase and the value of our portfolio may decrease during these periods as we are required to record our investments at their current fair value. Adverse economic conditions also may decrease the value of collateral securing some of our loans and the value of our equity investments. Economic slowdowns or recessions could lead to financial losses in our portfolio and a decrease in revenues, net investment income and assets. Unfavorable economic conditions also could increase our and our portfolio companies’ funding costs, limit our and our portfolio companies’ access to the capital markets or result in a decision by lenders not to extend credit to us or our portfolio companies. These events could prevent us from increasing investments and harm our operating results. A portfolio company’s failure to satisfy financial or operating covenants imposed by us or other lenders could lead to defaults and, potentially, acceleration of the time when the loans are due and foreclosure on its secured assets, which could trigger cross-defaults under other agreements and jeopardize the portfolio company’s ability to meet its obligations under the debt that we hold. We may incur additional expenses to the extent necessary to seek recovery upon default or to negotiate new terms with a defaulting portfolio company. In addition, if one of our portfolio companies were to go bankrupt, depending on the facts and circumstances, including the extent to which we will actually provide significant managerial assistance to that portfolio company, a bankruptcy court might subordinate all or a portion of our claim to that of other creditors. Reliance on Portfolio Company Management . The day-to-day operations of each portfolio company in which we invest will be the responsibility of such entity’s management team. In addition, we may make investments in portfolio companies where we have limited influence and the other investors in such portfolio company have economic or business interests or goals that are inconsistent with our business interests and goals. Although the Adviser will be responsible for monitoring the performance of each of our investments and we are required, pursuant to a specific 1940 Act provision applicable to BDCs, to offer to provide each of our portfolio companies managerial assistance, there can be no assurance that the existing management team of a portfolio company or any successor will be able to operate any such entity in accordance with our expectations. In this situation, we may not be in a position to limit or otherwise protect the value of our investment. Competition for Investment Opportunities . There can be no assurance that there will be a sufficient number of suitable investment opportunities to enable us to invest all of the Commitments of the Unitholders in opportunities that satisfy our investment strategy, or that such investment opportunities will lead to completed investments by us. The activity of identifying, structuring, completing, implementing and realizing attractive investment opportunities is highly competitive. We will compete for investment opportunities with many other industry participants, including other BDCs, public and private funds, individual and institutional investors, and financial institutions. Many such entities have substantially greater economic and personnel resources than the Company and/or better relationships with borrowers and others and/or the ability to accept more risk than we believe can be prudently managed. Accordingly, competition for investments may have the effect of reducing the number of suitable prospective investments available to us and increasing the bargaining power of borrowers, thereby reducing our investment returns. Furthermore, the availability of investment opportunities generally will be subject to market conditions. It is possible that our capital will not be fully utilized if sufficient attractive investments are not identified and consummated by the Adviser. No Secondary Market for Securities . Our investments are generally heavily negotiated and, accordingly, do not have the liquidity of conventional securities and will not have readily available market prices. We value such investments at fair value as determined in good faith by the Adviser in accordance with our valuation policy. Because there is no single standard for determining fair value, determining fair value requires that judgment be applied to the specific facts and circumstances of each investment. In addition, due to their illiquid nature, we may not be able to dispose of our investments in a timely manner, at a fair price and/or in the manner that was thought to be viable when the investment was initiated (due to economic, legal, political or other factors). There is no assurance that we will be able to dispose of an investment in a particular security. The inability to dispose of a security could result in losses incurred by us, including the loss of our entire investment in such security. The debt of highly leveraged companies or companies in default also may be less liquid than other debt. If we voluntarily or involuntarily sell those types of debt securities, we might not receive the full value we expect. Status as Non-Diversified Investment Company . We are a non-diversified investment company within the meaning of the 1940 Act, and therefore we are not limited with respect to the proportion of our assets that may be invested in securities of a single issuer. To the extent that we assume large positions in the securities of a small number of issuers, our NAV may fluctuate to a greater extent than that of a diversified investment company as a result of changes in the financial condition or the market’s assessment of the issuer. We may also be more susceptible to any single economic or regulatory occurrence than a diversified investment company. Beyond our asset diversification requirements as a RIC under the Code, we do not have fixed guidelines for diversification, and our investments could be concentrated in relatively few portfolio companies. Illiquidity of Collateral . Collateral may consist of assets that may not be readily liquidated, and there is no assurance that the liquidation of those assets will satisfy a company’s obligations. If a company defaults on a secured investment, the Company may receive assets other than cash or securities in full or partial satisfaction of such company’s obligations. The Company might not be able to realize the benefit of the assets for legal, practical or other reasons. The Company might hold those assets until it is determined to be appropriate to dispose of them. Portfolio Concentration . Although the regulatory restrictions applicable to RICs limit the amount that we may generally invest in any single portfolio company, our investments may not be diversified. See “Item 1(c). Description of Business—Regulation as a Business Development Company—Qualifying Assets” and “Item 1(c) Description of Business—Certain U.S. Federal Income Tax Consequences—Taxation as a Regulated Investment Company.” Aside from the diversification requirements that we will have to comply with as a RIC and other contractual investment limitations to which we are subject pursuant to the LLC Agreement, we do not have any specific portfolio diversification or concentration limits. As a result, our portfolio may include a relatively limited number of large positions. If our investments are concentrated in a few issuers or industries, any adverse change in one or more of such issuers or industries could have a material adverse effect on our investments. To the extent the aggregate Commitments of the Unitholders turn out to be substantially less than the amounts targeted, our portfolio may be even more concentrated than it would otherwise be. Valuation Risk . Many of our portfolio securities may not have a readily available market price and the Adviser will value these securities at fair value as determined in good faith under procedures approved by our board of directors, which valuation is inherently subjective and may not reflect what we may actually realize for the sale of the investment. The majority of our investments are expected to be in instruments that do not have readily ascertainable market prices. The fair value of assets that are not publicly traded or whose market prices are not readily available will be determined in good faith by the Adviser under procedures approved by our board of directors. There is no single standard for determining fair value in good faith. As a result, determining fair value requires that judgment be applied to the specific facts and circumstances of each portfolio investment while employing a consistently applied valuation process for the types of investments we make. Reliance upon Consultants . The Adviser may rely upon independent consultants in connection with its evaluation of proposed investments; however, no assurance can be given that these consultants will accurately evaluate such investments and we may incur liability as a result of such consultants’ actions Credit Risks . Debt investments are subject to credit risk. Credit risk relates to the ability of the borrower to make interest and principal payments on the loan or security as they become due. If the borrower fails to pay interest, our income might be reduced. If the borrower fails to repay principal, the value of that security and | ||
NAV Per Share | $ 98.95 | $ 99.57 | $ 100 |
Risks Related To Business [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | RISKS RELATED TO OUR BUSINESS Market and geopolitical events could materially and adversely affect certain of our portfolio companies, and could materially and adversely affect our business, financial condition, results of operations and cash flows. The increasing interconnectivity between global economies and financial markets increases the likelihood that events or conditions in one region or financial market may adversely impact issuers in a different country, region or financial market. Our business and operations, as well as the business and operations of our portfolio companies, may be materially adversely affected by inflation (or expectations for inflation), interest rates, global demand for particular products or resources, natural disasters, climate change and climate-related events, pandemics, epidemics, terrorism, regulatory events and governmental or quasi-governmental actions. The occurrence of global events similar to those in recent years, such as terrorist attacks around the world, natural disasters, social and political discord or debt crises and downgrades, among others, may result in market volatility and may have long term effects on both the U.S. and global financial markets. It is difficult to predict when similar events affecting the U.S. or global financial markets may occur, the effects that such events may have and the duration of those effects. Any such event(s) could have a significant adverse impact on our business and operations, and on the business and operations of our portfolio companies. Disruption and Instability in Capital Markets. The U.S. and global capital markets experienced extreme volatility and disruption in recent years, leading to recessionary conditions and depressed levels of consumer and commercial spending. For instance, recent failures in the banking sector have caused significant disruption and volatility in U.S. and global markets. Disruptions in the capital markets increased the spread between the yields realized on risk-free and higher risk securities, resulting in illiquidity in parts of the capital markets. We cannot assure you that these conditions will not worsen. If conditions worsen, a prolonged period of market illiquidity could have a material adverse effect on our business, financial condition and results of operations. Unfavorable economic conditions also could increase our funding costs, limit our access to the capital markets or result in a decision by lenders not to extend credit to us. These events could limit our investment originations, limit our ability to grow and negatively impact our operating results. In addition, to the extent that recessionary conditions return, the financial results of small to mid-sized companies, like those in which we invest, will likely experience deterioration, which could ultimately lead to difficulty in meeting debt service requirements and an increase in defaults. Additionally, the end markets for certain of our portfolio companies’ products and services have experienced, and continue to experience, negative economic trends. The performances of certain of our portfolio companies have been, and may continue to be, negatively impacted by these economic or other conditions, which may ultimately result in: • our receipt of a reduced level of interest income from our portfolio companies; • decreases in the value of collateral securing some of our loans and the value of our equity investments; and • ultimately, losses or change-offs related to our investments. Russia’s invasion of Ukraine in February 2022, the resulting responses by the U.S. and other countries, and the potential for wider conflict, have increased and may continue to increase volatility and uncertainty in financial markets worldwide. The U.S. and other countries have imposed broad-ranging economic sanctions on Russia and Russian entities and individuals, and may impose additional sanctions, including on other countries that provide military or economic support to Russia. The invasion may widen beyond Ukraine and may escalate, including through retaliatory actions and cyberattacks by Russia and even other countries. These events may result in further and significant market disruptions and may adversely affect regional and global economies. Furthermore, the conflict between Russia and Ukraine and the varying involvement of the United States and other NATO countries could present material uncertainty and risk with respect to us and the performance of our investments or operations, and our ability to achieve our investment objectives. Additionally, to the extent that third parties, investors, or related customer bases have material operations or assets in Russia or Ukraine, they may have adverse consequences related to the ongoing conflict. The extent and duration of the military action, sanctions and resulting market disruptions are impossible to predict, but could be substantial. In addition, the political reunification of China and Taiwan, over which China continues to claim sovereignty, is a highly complex issue that has included threats of invasion by China. Political or economic disturbances (including an attempted unification of Taiwan by force), any economic sanctions implemented in response, and any escalation of hostility between China and Taiwan would likely have a significant adverse impact on economies, markets and individual securities globally. Lack of Operating History . We did not commence investment operations until the Initial Closing Date and have a limited performance history. Past performance, including the past performance of the prior Direct Lending Funds or other investment entities and accounts managed by the Adviser, is not necessarily indicative of our future results. Dependence on Key Personnel and Other Management . Unitholders have no right or power to participate in the management of the Company and may not receive detailed financial information regarding investments that is available to the Adviser. An investor in the Company must rely upon the ability of the Adviser (including the Private Credit Group and other investment professionals of the Adviser) to identify, structure and implement investments consistent with our investment objectives and policies. Accordingly, our success is dependent on the Adviser’s ability to retain and motivate highly qualified professionals. The loss of services of Mr. Richard Miller, Ms. Suzanne Grosso, Mr. Mark Gertzof and Mr. David Wang during the Commitment Period could have an adverse effect on our business, financial condition or results of operations. Our future success also depends on the Adviser’s ability to identify, hire, train and retain other highly qualified and experienced investment and management professionals. Competition for such professionals is significant, and there can be no assurance that the Adviser will be able to attract or retain other highly qualified professionals in the future. The inability of the Adviser to attract and retain such professionals could have a material adverse effect upon our business, financial condition or results of operations. Economic Interest of the Adviser . Because the Adviser will be compensated in part on a basis tied to our performance, the Adviser may have an incentive to make investments that are risky or speculative. No Assurance of Profits . There is no assurance that we will be able to generate returns for our investors or that the returns will be commensurate with the risks of investing in the types of companies and transactions described herein. The marketability and value of any of our investments will depend upon many factors beyond our control. We will incur organizational expenses, Management Fees and other operating expenses which may exceed our income, and a Unitholder could lose the entire amount of its contributed capital. Therefore, a prospective investor should only invest in the Company if such investor can withstand a total loss of his or her investment. The past investment performance of the entities and accounts with which the Adviser and its investment professionals have been associated cannot be taken to guarantee future results of any investment in the Company. Effect of Fees and Expenses on Returns . We pay Management Fees and Incentive Fees to the Adviser and generally bear our other Company Expenses. Generally, other than the Incentive Fee, fees and expenses will be paid regardless of whether we produce positive investment returns. The fees and expenses will reduce the actual returns to Unitholders, the distributions we make to Unitholders, and the overall value of the Unitholders’ investment. In addition, because the Management Fees payable by us to the Adviser will be calculated based on average gross assets of the Company on a consolidated basis, including the amortized cost of portfolio investments purchased with borrowed funds and other forms of leverage, the Adviser may be incentivized to use leverage, but will not utilize more than is permitted by applicable law or regulation. Under certain circumstances, the use of leverage may increase the likelihood of default, which would impair the value of the Units. Regulations Governing our Operation as a BDC . We may issue debt securities or Preferred Units and/or borrow money from banks or other financial institutions, which are collectively referred to herein as “senior securities,” up to the maximum amount permitted by the 1940 Act. Under the provisions of the 1940 Act currently in force, we will be permitted, as a BDC, to issue senior securities in amounts such that our asset coverage ratio, as defined in the 1940 Act, equals at least 200% (or 150% as described below under “—New Legislation Permitting Additional Leverage”) of gross assets less all liabilities and indebtedness not represented by senior securities, after each issuance of senior securities. Also, any amounts that we use to service our indebtedness would not be available for distributions to our Unitholders. Furthermore, as a result of issuing senior securities, we would also be exposed to typical risks associated with leverage, including an increased risk of loss. If we issue Preferred Units, the Preferred Units would rank “senior” to the Units in our capital structure, the Preferred Unitholders would have separate voting rights on certain matters and might have other rights, preferences, or privileges more favorable than those of the Unitholders. In addition, as a regulated BDC under the 1940 Act we may, among other things, be prohibited from knowingly participating in certain transactions with our affiliates without the prior approval of the members of our board of directors who are not interested persons and, in some cases, prior approval by the SEC through an exemptive order (other than in certain limited situations pursuant to current regulatory guidance). The Adviser has obtained exemptive relief from the SEC that, subject to certain conditions and limitations, permits us and other funds advised by the Adviser or certain affiliates of the Adviser (referred to herein as “potential co-investment funds”) to engage in certain co-investment transactions. Under the exemptive relief, in the case where the interest in a particular investment opportunity exceeds the size of the opportunity, then the investment opportunity will be allocated among us and any other potential co-investment funds based on available capital, which generally is determined based on the amount of cash on hand, existing commitments and reserves, if any, the targeted leverage level, targeted asset mix and other investment policies and restrictions set from time to time by the board or other governing body of the relevant fund or imposed by applicable laws, rules, regulations or interpretations. We incur significant costs as a result of being registered under the Exchange Act . We incur legal, accounting and other expenses, including costs associated with the periodic reporting requirements, as well as additional corporate governance requirements, including requirements under the Sarbanes-Oxley. These requirements may place a strain on our systems and resources. The Exchange Act requires that we file annual, quarterly and current reports with respect to our business and financial condition. The Sarbanes-Oxley Act requires that we maintain effective disclosure controls and procedures and internal control over financial reporting, which requires significant resources and management oversight. We have implemented and may continue to implement procedures, processes, policies and practices for the purpose of addressing the standards and requirements applicable to public companies. These activities may divert management’s attention from other business concerns, which could have a material adverse effect on our business, financial condition, results of operations and cash flows. We have incurred and expect to incur significant annual expenses related to these steps and directors’ and officers’ liability insurance, director fees, reporting requirements of the SEC, transfer agent fees, additional administrative expenses payable to the Administrator to compensate it for hiring additional accounting, legal and administrative personnel, increased auditing and legal fees and similar expenses associated with being a public company The systems and resources necessary to comply with public company reporting requirements will increase further once we cease to be an “emerging growth company” under the JOBS Act. As long as we remain an emerging growth company we intend to take advantage of certain exemptions from various reporting requirements that are applicable to other public companies, including not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act. Borrowing Money . The use of leverage magnifies the potential for gain or loss on amounts invested and, therefore, increases the risks associated with investing in the Company. Subject to the borrowing limitation imposed on us by the 1940 Act, the Company and any wholly owned subsidiary of the Company has and may continue to borrow from or issue senior debt securities to banks, insurance companies and other lenders. Our lenders will have fixed dollar claims on our assets that are superior to the claims of the Unitholders, and we would expect such lenders to seek recovery against our assets in the event of a default. If the value of our assets decreases, leveraging would cause net asset value to decline more sharply than it otherwise would have had we not leveraged. Similarly, any decrease in our income would cause net investment income to decline more sharply than it would have had we not borrowed. Leverage is generally considered a speculative investment technique. Our ability to service any debt that we incur will depend largely on our financial performance and will be subject to prevailing economic conditions and competitive pressures. As a BDC, we generally are required to meet a coverage ratio of total assets to total borrowings and other senior securities, which will include all of our borrowings and any Preferred Units that we may issue in the future, of at least 200% (or 150% as described below under “—New Legislation Permitting Additional Leverage”). If this ratio declines below 200%, we may not be able to incur additional debt, which could have a material adverse effect on our operations. The amount of leverage that we employ will depend on the Adviser’s assessment of market and other factors at the time of any proposed borrowing. There can be no assurance that we will be able to obtain credit at all or on terms acceptable to us. Any wholly owned subsidiary of the Company will be subject to the requirements of the 1940 Act governing investment policies, capital structure and leverage on an aggregate basis with the Company. In addition, any wholly owned subsidiary will comply with the provisions relating to affiliated transactions and custody of the 1940 Act and the custodian for such wholly owned subsidiary would be disclosed in applicable regulatory filings. The Company does not currently intend to create or acquire primary control of any entity which engages in investment activities in securities or other assets, other than entities wholly owned by the Company. In addition, our existing credit facilities impose, and future debt facilities into which we may enter would likely impose, financial and operating covenants that restrict our business activities, including limitations that could hinder our ability to finance additional loans and investments or to make the distributions required to maintain our status as a RIC under Subchapter M of the Code. In particular, it is anticipated that the credit facility would contain certain financial covenants, which may include requiring us to maintain a minimum amount of equity supporting the credit facility or comply with certain collateral quality and coverage tests. Additional Leverage . As a BDC, under the Investment Company Act we generally are not permitted to incur borrowings, issue debt securities or issue preferred stock unless immediately after the borrowing or issuance the ratio of total assets (less total liabilities other than indebtedness) to total indebtedness plus preferred stock, is at least 200% or, if certain requirements, which are described below, are met, 150%. Pursuant to Section 61(a) of the 1940 Act, BDCs may reduce the minimum asset coverage ratio from 200% to 150%, subject to certain approval requirements (including either stockholder approval or approval of the “required majority,” as such term is defined in Section 57(o) of the Investment Company Act), certain disclosure requirements and, in the case of a BDC that is not an issuer of common equity securities that are listed on a national securities exchange, such as the Company, the requirement that the BDC must extend to each person that is a stockholder as of the date of an approval described above the opportunity (which may include a tender offer) to sell the securities held by that stockholder as of that applicable approval date, with 25% of those securities to be repurchased in each of the four calendar quarters following the calendar quarter in which that applicable approval date takes place. As a result, BDCs may be able to incur additional indebtedness in the future, and the risks associated with an investment in BDCs may increase. Failure to Qualify as a RIC . We will be subject to corporate-level income tax if we are unable to qualify as a RIC under Subchapter M of the Code. To qualify as a RIC under Subchapter M of the Code, we must meet certain source-of-income, asset diversification and distribution requirements. The distribution requirement for a RIC is satisfied if we distribute at least 90% of our net ordinary income and net short-term capital gains in excess of net long-term capital losses, if any, to the Unitholders on an annual basis. Because we have incurred debt, we are subject to certain asset coverage ratio requirements under the 1940 Act and financial covenants under loan and credit agreements that could, under certain circumstances, restrict us from making distributions necessary to qualify as a RIC. If we are unable to obtain cash from other sources, we may fail to qualify as a RIC and, thus, may be subject to corporate-level income tax. To qualify as a RIC, we must also meet certain asset diversification requirements at the end of each calendar quarter. Failure to meet these tests may result in the Company having to dispose of certain investments quickly in order to qualify as a RIC, or to prevent the loss of such qualification after becoming a RIC. Because most of our investments will be in private or thinly traded public companies, any such dispositions may be made at disadvantageous prices and may result in substantial losses. In addition, we may have difficulty satisfying the diversification requirements after the Commitment Period as we liquidate our portfolio since we will not be making additional investments. While we generally will not lose our status as a RIC as long as we do not acquire any non-qualifying securities or other property, under certain circumstances we may be deemed to have made an acquisition of non-qualifying securities or other property. If we fail to qualify as a RIC for any reason and become subject to corporate income tax, the resulting corporate income taxes could substantially reduce our net assets, the amount of income available for distributions to the Unitholders and the amount of funds available for new investments. Such a failure would have a material adverse effect on us and the Unitholders. See “Item 1. Business—Certain U.S. Federal Income Tax Consequences—Taxation as a Regulated Investment Company.” Recourse to Our Assets . Our assets, including any investments made by us and any capital held by us, are available to satisfy all our liabilities and other obligations. If we become subject to a liability, parties seeking to have the liability satisfied may have recourse to our assets generally and not be limited to any particular asset, even in the circumstance where a specific investment gave rise to the liability. Litigation Risks . We will be subject to a variety of litigation risks, particularly if one or more of our portfolio companies face financial or other difficulties. Legal disputes, involving any or all of the Company, the Adviser, or their affiliates, may arise from our activities and investments and could have a significant adverse effect on us. Limited Liability of the Adviser . To the extent permissible by law, the Adviser will not be liable, responsible or accountable in damages or otherwise to us or to any Unitholder for any breach of duty to us or the Unitholders or for any act or failure to act pursuant to the Advisory Agreement or otherwise, except in certain limited circumstances provided by the 1940 Act and as set forth in the Advisory Agreement. In general, we will be required to indemnify the Adviser (and other related and/or affiliated parties) for certain losses arising out of its activities on behalf of us. Such obligations could reduce significantly the returns to the Unitholders. Conflicts of Interest . Conflicts of interest may exist from time to time between the Adviser and certain of its affiliates involved with us. | ||
Risks Related To Investments [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | RISKS RELATED TO OUR INVESTMENTS Economic Recessions or Downturns . Many of the portfolio companies in which we make investments may be susceptible to economic slowdowns or recessions and may be unable to repay the loans we made to them during these periods. Therefore, our non-performing assets may increase and the value of our portfolio may decrease during these periods as we are required to record our investments at their current fair value. Adverse economic conditions also may decrease the value of collateral securing some of our loans and the value of our equity investments. Economic slowdowns or recessions could lead to financial losses in our portfolio and a decrease in revenues, net investment income and assets. Unfavorable economic conditions also could increase our and our portfolio companies’ funding costs, limit our and our portfolio companies’ access to the capital markets or result in a decision by lenders not to extend credit to us or our portfolio companies. These events could prevent us from increasing investments and harm our operating results. A portfolio company’s failure to satisfy financial or operating covenants imposed by us or other lenders could lead to defaults and, potentially, acceleration of the time when the loans are due and foreclosure on its secured assets, which could trigger cross-defaults under other agreements and jeopardize the portfolio company’s ability to meet its obligations under the debt that we hold. We may incur additional expenses to the extent necessary to seek recovery upon default or to negotiate new terms with a defaulting portfolio company. In addition, if one of our portfolio companies were to go bankrupt, depending on the facts and circumstances, including the extent to which we will actually provide significant managerial assistance to that portfolio company, a bankruptcy court might subordinate all or a portion of our claim to that of other creditors. Reliance on Portfolio Company Management . The day-to-day operations of each portfolio company in which we invest will be the responsibility of such entity’s management team. In addition, we may make investments in portfolio companies where we have limited influence and the other investors in such portfolio company have economic or business interests or goals that are inconsistent with our business interests and goals. Although the Adviser will be responsible for monitoring the performance of each of our investments and we are required, pursuant to a specific 1940 Act provision applicable to BDCs, to offer to provide each of our portfolio companies managerial assistance, there can be no assurance that the existing management team of a portfolio company or any successor will be able to operate any such entity in accordance with our expectations. In this situation, we may not be in a position to limit or otherwise protect the value of our investment. Competition for Investment Opportunities . There can be no assurance that there will be a sufficient number of suitable investment opportunities to enable us to invest all of the Commitments of the Unitholders in opportunities that satisfy our investment strategy, or that such investment opportunities will lead to completed investments by us. The activity of identifying, structuring, completing, implementing and realizing attractive investment opportunities is highly competitive. We will compete for investment opportunities with many other industry participants, including other BDCs, public and private funds, individual and institutional investors, and financial institutions. Many such entities have substantially greater economic and personnel resources than the Company and/or better relationships with borrowers and others and/or the ability to accept more risk than we believe can be prudently managed. Accordingly, competition for investments may have the effect of reducing the number of suitable prospective investments available to us and increasing the bargaining power of borrowers, thereby reducing our investment returns. Furthermore, the availability of investment opportunities generally will be subject to market conditions. It is possible that our capital will not be fully utilized if sufficient attractive investments are not identified and consummated by the Adviser. No Secondary Market for Securities . Our investments are generally heavily negotiated and, accordingly, do not have the liquidity of conventional securities and will not have readily available market prices. We value such investments at fair value as determined in good faith by the Adviser in accordance with our valuation policy. Because there is no single standard for determining fair value, determining fair value requires that judgment be applied to the specific facts and circumstances of each investment. In addition, due to their illiquid nature, we may not be able to dispose of our investments in a timely manner, at a fair price and/or in the manner that was thought to be viable when the investment was initiated (due to economic, legal, political or other factors). There is no assurance that we will be able to dispose of an investment in a particular security. The inability to dispose of a security could result in losses incurred by us, including the loss of our entire investment in such security. The debt of highly leveraged companies or companies in default also may be less liquid than other debt. If we voluntarily or involuntarily sell those types of debt securities, we might not receive the full value we expect. Status as Non-Diversified Investment Company . We are a non-diversified investment company within the meaning of the 1940 Act, and therefore we are not limited with respect to the proportion of our assets that may be invested in securities of a single issuer. To the extent that we assume large positions in the securities of a small number of issuers, our NAV may fluctuate to a greater extent than that of a diversified investment company as a result of changes in the financial condition or the market’s assessment of the issuer. We may also be more susceptible to any single economic or regulatory occurrence than a diversified investment company. Beyond our asset diversification requirements as a RIC under the Code, we do not have fixed guidelines for diversification, and our investments could be concentrated in relatively few portfolio companies. Illiquidity of Collateral . Collateral may consist of assets that may not be readily liquidated, and there is no assurance that the liquidation of those assets will satisfy a company’s obligations. If a company defaults on a secured investment, the Company may receive assets other than cash or securities in full or partial satisfaction of such company’s obligations. The Company might not be able to realize the benefit of the assets for legal, practical or other reasons. The Company might hold those assets until it is determined to be appropriate to dispose of them. Portfolio Concentration . Although the regulatory restrictions applicable to RICs limit the amount that we may generally invest in any single portfolio company, our investments may not be diversified. See “Item 1(c). Description of Business—Regulation as a Business Development Company—Qualifying Assets” and “Item 1(c) Description of Business—Certain U.S. Federal Income Tax Consequences—Taxation as a Regulated Investment Company.” Aside from the diversification requirements that we will have to comply with as a RIC and other contractual investment limitations to which we are subject pursuant to the LLC Agreement, we do not have any specific portfolio diversification or concentration limits. As a result, our portfolio may include a relatively limited number of large positions. If our investments are concentrated in a few issuers or industries, any adverse change in one or more of such issuers or industries could have a material adverse effect on our investments. To the extent the aggregate Commitments of the Unitholders turn out to be substantially less than the amounts targeted, our portfolio may be even more concentrated than it would otherwise be. Valuation Risk . Many of our portfolio securities may not have a readily available market price and the Adviser will value these securities at fair value as determined in good faith under procedures approved by our board of directors, which valuation is inherently subjective and may not reflect what we may actually realize for the sale of the investment. The majority of our investments are expected to be in instruments that do not have readily ascertainable market prices. The fair value of assets that are not publicly traded or whose market prices are not readily available will be determined in good faith by the Adviser under procedures approved by our board of directors. There is no single standard for determining fair value in good faith. As a result, determining fair value requires that judgment be applied to the specific facts and circumstances of each portfolio investment while employing a consistently applied valuation process for the types of investments we make. Reliance upon Consultants . The Adviser may rely upon independent consultants in connection with its evaluation of proposed investments; however, no assurance can be given that these consultants will accurately evaluate such investments and we may incur liability as a result of such consultants’ actions Credit Risks . Debt investments are subject to credit risk. Credit risk relates to the ability of the borrower to make interest and principal payments on the loan or security as they become due. If the borrower fails to pay interest, our income might be reduced. If the borrower fails to repay principal, the value of that security and the value of the Company might be reduced. Our investments in debt securities are subject to risks of default. We may invest in debt securities made in connection with leveraged buy-out transactions, recapitalizations (i.e., a type of a corporate restructuring that aims to change a company’s capital structure) and other highly leveraged transactions. While our investments in senior loans typically will be secured by collateral, we may have difficulty liquidating the collateral or enforcing our rights under the terms of the senior loans in the event of the borrower’s default. There is no guarantee that the collateral securing a senior loan will be sufficient to protect us against losses or a decline in income in the event of a borrower’s non-payment of interest or principal. In the event that a borrower declares bankruptcy, a court could invalidate our security interest in the loan collateral or subordinate our rights under the senior loan to other creditors of the borrower. Also, we may invest part of our assets in loans and other debt obligations that are not fully secured. Interest Rate Risk . In general, the value of a debt security changes as prevailing interest rates change. For fixed-rate debt securities, when prevailing interest rates fall, the values of outstanding debt securities generally rise. When interest rates rise, the values of outstanding debt securities generally fall, and they may sell at a discount from their face amount. Our debt investments will generally have adjustable interest rates. For that reason, the Adviser expects that when interest rates change, the amount of interest we receive in respect of such debt investments will change in a corresponding manner. However, the interest rates of some debt investments adjust only periodically. Between the times that interest rates on debt investments adjust, the interest rates on those investments may not correlate to prevailing interest rates. In recent years the U.S. Federal Reserve Board (the “Fed”) increased interest rates from historically low levels in an effort to cause inflation levels to align with the Fed's long-term inflation target, but those rates have appeared to stabilize somewhat more recently and might be lowered in the coming year. A wide variety of factors can cause interest rates to rise (e.g., central bank monetary policies, inflation rates, or general economic conditions). Reliance upon Unaffiliated Co-Lender . In certain circumstances we may co-invest with an unaffiliated lender, who will sometimes be responsible for performing some of the legal due diligence on the borrower and for negotiating some of the terms of the loan agreement that establishes the terms and conditions of the debt investment and the rights of the borrower and the lenders. In such circumstances, although we will perform our own due diligence, we may rely in part on the quality of the due diligence performed by the co-lender and will be bound by the negotiated terms of the loan documentation. There can be no assurance that the unaffiliated co-lender will perform the same level of due diligence as we would perform or that the co-lender will negotiate terms that are consistent with the terms generally negotiated and obtained by us. If the unaffiliated co-lender is acting as collateral agent under the loan documentation and becomes insolvent, the assets securing the debt investment may be determined by a court or regulatory authority to be subject to the claims of the co-lender’s creditors. If that were to occur, we might incur delays and costs in realizing payment on the loan, or we might suffer a loss of principal and/or interest. Use of Investment Vehicles . In general, the risks associated with indirect investments in portfolio companies through a joint venture, partnership or other special purpose vehicle (each, an “Investment Vehicle”) are similar to those associated with a direct investment in a portfolio company. While we will analyze the credit and business of a potential portfolio company in determining whether or not to make an investment in an Investment Vehicle, we will nonetheless be exposed to the creditworthiness of the Investment Vehicle. In the event of a bankruptcy proceeding against the Investment Vehicle, the risks outlined below under “—Insolvency Considerations with Respect to Portfolio Companies” will be applicable with equal effect. Additionally, in the case of a bankruptcy proceeding against the portfolio company, the assets of the portfolio company may be used to satisfy its obligations prior to the satisfaction of our investment in the Investment Vehicle (i.e., our investment in the Investment Vehicle would be structurally subordinated to the other obligations of the portfolio company). Insolvency Considerations With Respect to Portfolio Companies . Various laws enacted for the protection of creditors may apply to our debt investments. A bankruptcy proceeding against a borrower could delay or limit our ability to collect the principal and interest payments on that borrower’s debt obligations. In a lawsuit brought by creditors of a borrower, a court or a trustee in bankruptcy could take certain actions that would be adverse to us. For example: • Other creditors might convince the court to set aside or subordinate a loan or the security interest in a loan as a “fraudulent conveyance,” a “preferential transfer” or for other equitable considerations. In that event, the court could recover from us the interest and principal payments that the borrower made before becoming insolvent. There can be no assurance that we would be able to prevent such recapture. • A bankruptcy court may restructure the payment obligations under debt securities so as to reduce the amount to which we would be entitled. • The court might discharge the amount of a loan we make that exceeds the value of the collateral securing the loan. The court could subordinate our rights to the rights of other creditors of the borrower under applicable law. • Although our senior secured position under a senior loan provides some assurance that we would be able to recover some of our investment in the event of a borrower’s default, the collateral might be insufficient to cover the borrower’s debts. A bankruptcy court might find that the collateral securing the senior loan is invalid or require the borrower to use the collateral to pay other outstanding obligations. If the collateral consists of stock of the borrower or its subsidiaries, the stock may lose all of its value in the event of a bankruptcy, which would leave us exposed to greater potential loss. • If a borrower defaults on a scheduled interest or principal payment on a debt obligation, we may experience a reduction of our income. In addition, the value of the debt investment would decline, which may, in turn, cause our value to decline. Lender Liability . In recent years, a number of judicial decisions in the United States have upheld the right of borrowers to sue lending institutions on the basis of various evolving legal theories (collectively termed “Lender Liability”). Generally, Lender Liability is founded upon the premise that an institutional lender has violated a duty (whether implied or contractual) of good faith and fair dealing owed to the borrower or has assumed a degree of control over the borrower resulting in the creation of a fiduciary duty owed to the borrower or its other creditors or shareholders. Lender Liability claims generally arise in bankruptcy, but can also arise under state law claims. Lender Liability often involves claims of misconduct where a lender (a) intentionally takes an action that exacerbates the insolvency of a borrower or issuer or that results in the undercapitalization of a borrower or issuer to the detriment of other creditors of such borrower or issuer, (b) engages in other inequitable conduct to the detriment of such other creditors, (c) engages in fraud with respect to, or makes misrepresentations to, such other creditors or (d) uses its influence as a shareholder to dominate or control a borrower or issuer to the detriment of other creditors of such borrower or issuer. We could be subject to allegations of Lender Liability because of the nature of certain of our investments. There is also a risk that where Lender Liability is alleged, a court may elect to subordinate the claim of the offending lender or bondholder to the claims of the disadvantaged creditor or creditors (a remedy called “Equitable Subordination”). We do not intend to engage in conduct that would give rise to a claim of Lender Liability or Equitable Subordination. However, as a BDC, we are obligated to offer managerial assistance to each of our portfolio companies. To the extent any of our portfolio companies elect to accept such offer to provide managerial assistance, that level of involvement with a portfolio company could strengthen a Lender Liability claim against us. Therefore, claims for Lender Liability or Equitable Subordination affecting our investments could arise as a result of any managerial assistance that we provide in order to fulfill our obligations as a BDC. Moreover, because of the nature of our investments, we may not always be the lead creditor, and security or other agents may act on behalf of the investors in a security owned by us. Therefore, claims for Lender Liability or Equitable Subordination affecting our investments could also arise without our direct managerial or other involvement. Special Risks of Highly Leveraged or other Risky Portfolio Companies . We can invest up to 100% of our total assets in debt and equity securities of portfolio companies that are highly leveraged and whose debt securities would be considered well below investment grade. We may also invest in obligations of portfolio companies in connection with a restructuring under Chapter 11 of the U.S. Bankruptcy Code (i.e., a debtor in possession financing) if the obligations meet the credit standards of the Adviser. Debtor in possession financings are arranged when an entity seeks the protections of the bankruptcy court under Chapter 11 of the U.S. Bankruptcy Code. These financings allow an entity to continue its business operations while reorganizing under Chapter 11. Such financings are senior liens on unencumbered security (i.e., security not subject to other creditor claims). These debt obligations tend to offer higher yields than investment grade securities to compensate investors for the higher risk, and are commonly referred to as “high risk securities” or, in the case of bonds, “junk bonds.” Similarly, we may also invest in obligations of portfolio companies in connection with rescue situation and Chapter 11 exit financings. Rescue situation financings may avoid a company’s need to resort to bankruptcy and provide the company with working capital it needs to continue uninterrupted operations. Chapter 11 exit financings allow a company to deleverage its balance sheet and to emerge from a Chapter 11 bankruptcy. Lending to highly leveraged or other risky borrowers is highly speculative. These investments may expose us to financial market risks, interest rate risks and credit risks that are significantly greater than the risks associated with other securities in which we may invest. An economic downturn or a period of rising interest rates, for example, could cause a decline in the prices of such securities. The prices of securities structured as zero-coupon or pay-in-kind securities may be more volatile than securities that pay interest periodically and in cash. In the event of a default by a portfolio company, we would experience a reduction of our income and could expect a decline in the fair value of the defaulted securities and may incur significant additional expenses to seek recovery. Risk of Bridge Financing . If we make or invest in a bridge loan or interim financing for a portfolio company that intends to refinance all or a portion of that loan, there is a risk that the borrower will be unable to complete such refinancing successfully. Such failure could lead to the portfolio company having to pay interest at increasing rates along with additional fees and expenses, the result of which may reduce the value of the portfolio company. Risk of Subordinated or Mezzanine Financing . Our investments in subordinated or mezzanine financing will generally be unsecured or, if secured, will be subordinated to the interests of the senior lender in the borrower’s capital structure. In the event of a bankruptcy or insolvency involving the borrower where there are insufficient assets to satisfy the obligations of the borrower to its senior lender, there may be no assets available to meet its obligations to the holders of its subordinated or mezzanine debt, including the Company. Risks of Investing in Unitranche Loans . Unitranche loans provide leverage levels comparable to a combination of first lien and second lien or subordinated loans, and may rank junior to other debt instruments issued by the portfolio company. From the perspective of a lender, in addition to making a single loan, a unitranche loan may allow the lender to choose to participate in the “first out” tranche, which will generally receive priority with respect to payments of principal, interest and any other amounts due, or to choose to participate only in the “last out” tranche, which is generally paid only after the first out tranche is paid. We may participate in “first out” and “last out” tranches of unitranche loans and make single unitranche loans, and we may suffer losses on such loans if the borrower is unable to make required payments when due. Non-U.S. Investment Risk . We may invest up to 30% of our gross assets in portfolio companies domiciled outside of the United States (assuming that the remaining 70% of our gross assets constitute “qualifying assets” (as defined in the 1940 Act and as described under “Item 1(c). Description of Business—Regulation as a Business Development Company—Qualifying Assets”)). Non-U.S. obligations have risks not typically involved in domestic investments. For example, non-U.S. obligations not denominated in U.S. dollars will cause our investment performance to vary based on changes in the applicable currency exchange rate. Moreover, even if we attempt to hedge the currency exchange risk, these hedges may be expensive and may not completely protect us in all circumstances. Non-U.S. investing can also result in higher transaction and operating costs for the Company. Non-U.S. issuers may not be subject to the same accounting and disclosure requirements that U.S. issuers are subject to. The value of non-U.S. investments may be affected by exchange control regulations, expropriation or nationalization of a company’s assets, non-U.S. taxes, delays in settlement of transactions, changes in governmental economic or monetary policies in the United States or abroad, or other political and economic factors. We may have greater difficulty taking appropriate legal actions in non-U.S. courts. Non-U.S. countries may impose withholding taxes on income paid on the debt securities of issuers in those countries. Risks of Using Derivative Instruments . We may use derivative financial instruments for hedging or managing the risks associated with the assets we hold. The risks posed by such instruments can be extremely complex and difficult to evaluate, including (i) risks relating to our counterparties in such a transaction; (ii) imperfect correlation between movements in the currency, interest rate or other reference on which the derivative is based and movements in the assets of the underlying portfolio; and (iii) reduced ability to meet short-term obligations because of the percentage of our assets segregated to cover derivative obligations. In addition, by hedging a particular position, any potential gain from an increase in value of such position may be limited. Under an applicable SEC rule, BDCs that use over a certain level of derivatives will be subject to a value-at-risk (“VaR”) leverage limit, a derivatives risk management program and testing requirements and requirements related to board reporting. These requirements will apply, unless a BDC qualifies as a “limited derivatives user,” as defined under the rule. Under the rule, a BDC may enter into an unfunded commitment agreement that is not a derivatives transaction, such as an agreement to provide financing to a portfolio company, if the BDC has, among other things, a reasonable belief, at the time it enters into such an agreement, that it will have sufficient cash and cash equivalents to meet its obligations with respect to all of its unfunded commitment agreements, in each case as it becomes due. Collectively, these requirements may limit our ability to use derivatives and/or enter into certain other financial contracts. Need for Follow-On Investments . We may be called upon to provide follow-on funding or additional loans for, or have the opportunity to increase our investment in, our portfolio companies. There can be no assurance that we will be able to make or arrange for follow-on investments or loans or that we will have sufficient funds to do so. Any decision not to make follow-on investments or loans or the inability to make them may have a substantial negative impact on a portfolio company in need of funds or may diminish our proportionate ownership in such entity and thus our ability to influence the entity’s future conduct. The inability to make follow-on investments or loans may also impede, diminish or reduce the number of attractive investments made available to us. Inability to Take Advantage of Investment Opportunities with Affiliated Funds or Investors . The 1940 Act limits our ability to engage in transactions with affiliated funds and investors. For example, we are prohibited under the 1940 Act from participating in certain transactions with our affiliates without the prior approval of our Independent Directors and, in some cases, of the SEC. Any person that owns, directly or indirectly, five percent or more of our outstanding voting securities will be our affiliate for purposes of the 1940 Act, and we are generally prohibited from buying or selling any security from or to such affiliate, absent the prior approval of the Independent Directors. The 1940 Act also prohibits certain “joint” transactions with certain of our affiliates, which could include co-investments in the same portfolio company, without prior approval of the Independent Directors and, in some cases, of the SEC. Although the Company benefits from exemptive relief obtained from the SEC by the Adviser and other funds advised by the Adviser to engage in certain “joint” transactions, the relief is limited and subject to certain conditions. We are prohibited from buying or selling any security from or to any person who owns more than 25% of our voting securities or controls us (such as the Adviser) or certain of that person’s affiliates (such as other investment funds managed by the Adviser), or entering into prohibited joint transactions with such persons, absent the prior approval of the SEC. As a result of these restrictions, we may be prohibited from buying or selling any security (other than any security of which we are the issuer) from or to any portfolio company of a private equity fund managed by the Adviser or its affiliates without the prior approval of the SEC, which may limit the scope of investment opportunities that would otherwise be available to us. In situations where we cannot co-invest with other investment funds managed by the Adviser due to the restrictions contained in the 1940 Act, the investment policies and procedures of the Adviser generally require that such opportunities be offered to us and such other investment funds on an alternating basis. Therefore, there can be no assurance that we will be able to participate in all investment opportunities identified by the Adviser that are suitable for us. Effect of BDC and RIC Rules on Investment Strategy . Our having to comply with the various rules necessary to remain qualified as a BDC and a RIC could adversely impact the implementation of our investment strategy and thus reduce returns to investors. For example, the diversification requirements imposed by the RIC rules could, in certain situations, preclude us from making certain investments. | ||
Risks Related To Unitholders [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | RISKS RELATED TO UNITHOLDERS Effect of Varying Terms of Classes of Units . Although we have no current intention to do so, pursuant to the LLC Agreement, we may issue Preferred Units. If we issue Preferred Units, there can be no assurance that such issuance would result in a higher yield or return to the holders of the Units. The issuance of Preferred Units would likely cause the net asset value of the Units to become more volatile. If the dividend rate on the Preferred Units were to approach the net rate of return on our investment portfolio, the benefit of leverage to the holders of the Units would be reduced. If the dividend rate on the Preferred Units were to exceed the net rate of return on our portfolio, the leverage would result in a lower rate of return to the holders of the Units than if we had not issued Preferred Units. Any decline in the net asset value of our investments would be borne entirely by the holders of the Units. Therefore, if the fair value of our portfolio were to decline, the leverage would result in a greater decrease in net asset value to the holders of the Units than if we were not leveraged through the issuance of Preferred Units. Rights of Preferred Unitholders . Holders of any Preferred Units that we might issue would have the right, voting separately as a single class, to elect two members of the board at all times. In addition, if dividends for Preferred Units become two full years in arrears, the holders of those Preferred Units would have the right to elect a majority of the board until such arrearage is completely eliminated. Restrictions imposed on the declarations and payment of dividends or other distributions to the holders of the Units and Preferred Units, both by the 1940 Act and by the terms of our debt financings (if any), might impair our ability to qualify as a RIC for federal income tax purposes. While we would intend to redeem the Preferred Units to the extent necessary to enable us to distribute our income as required to qualify as a RIC, there can be no assurance that such actions could be effected in time to meet the tax requirements. Retention of Proceeds . The Company may retain, in whole or in part, any proceeds attributable to portfolio investments during the Commitment Period and may use the amounts so retained to make investments, pay Company fees and expenses, repay Company borrowings, or fund reasonable reserves for future Company expenses or other obligations (including obligations to make indemnification advances and payments), provided, that, after the expiration of the Commitment Period, no part of such retained amounts will be used to make any investment for which the Adviser would not be permitted to draw down Commitments. To the extent such retained amounts are reinvested in investments, a Unitholder will remain subject to investment and other risks associated with such investments. Obligations of Unitholders Relating to Credit Facilities . If the Company or any of its subsidiaries enters into a credit facility, we may grant security over and transfer our right to drawdowns of capital from investors to our lenders or other creditors. Unitholders will be required to fund drawdowns up to the amount of their respective Undrawn Commitments if an event of default under a credit facility or any other borrowing agreement occurs in order to repay any indebtedness of the Company or any of its subsidiaries, and the payment by a Unitholder of any such amounts that have become due and payable by the Company out of such Unitholder’s Undrawn Commitment may be a condition to the effectiveness of (i) any transfer, withdrawal, termination or reduction of Commitments of such Unitholder, (ii) such Unitholder’s ability to cease funding its Commitment. Consequences of Failure to Pay Commitment in Full . If a Unitholder fails to pay any installment of its Commitment, other Unitholders who have an outstanding Commitment may be required to fund their respective Commitments sooner than they otherwise would have absent such a default. In addition, if funding of Commitments by other Unitholders and our borrowings are inadequate to cover defaulted Commitments, we may be unable to pay our obligations when due or be subjected to penalties or may otherwise suffer adverse consequences that could materially adversely affect the returns to the Unitholders (including non-defaulting Unitholders). If a Unitholder defaults, there is no guarantee that we will recover the full amount of the defaulted Commitment, and such defaulting Unitholder may lose all or a portion of its economic interest in us, as described under “Item 11. Description of Registrant’s Securities to be Registered—Default Provisions.” No Registration; Limited Transferability of Units . The Units are being offered without registration under the Securities Act or any other laws of applicable jurisdictions. All dispositions and transfers of the Units shall be made pursuant to an effective registration statement or in accordance with an exemption from registration contained in the Securities Act. Unitholders will not be permitted to transfer their Units unless (i) we and, if required by our lending arrangements, our lenders give consent and (ii) the Transfer is made in accordance with applicable securities laws. Furthermore, the transferability of the Units may be subject to certain restrictions contained in the Subscription Agreement and the LLC Agreement and may be affected by restrictions on resale imposed under U.S. federal, U.S. state or another jurisdiction’s securities laws. A public market does not currently exist for the Units and one is not expected to develop. Withdrawal from an investment in the Units will not generally be permitted. In light of the restrictions imposed on any such transfer and in light of the limitations imposed on a Unitholder’s ability to withdraw all or part of its investment in Units, an investment in the Units should be viewed as illiquid and subject to high risk. Withholding Risk for Foreign Investors . U.S. withholding tax rules require 30% withholding on distributions to Non-U.S. Holders unless there is certainty that such distributions are not subject to such withholding. The Company may make distributions at times of the year when there is uncertainty as to whether the amounts distributed are subject to such withholding. Accordingly, such distributions to Non-U.S. Holders may be subject to overwithholding by the Company (or its withholding agent) and Non-U.S. Holders may be required to file a return with the Internal Revenue Service in order to receive a refund of such overwithheld amounts. Non-U.S. Holders should see the discussion under the heading “Item 1(c). Description of Business—Certain U.S. Federal Income Tax Consequences—Taxation of Non-U.S. Holders.” Tax Risks . Tax consequences to Unitholders from an investment in the Units are complex. Potential Unitholders are strongly urged to review the discussion in “Item 1. Business—Certain U.S. Federal Income Tax Consequences. | ||
General Risk Factors [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | GENERAL RISK FACTORS Political, Social and Economic Uncertainty Risk . Social, political, economic and other conditions and events (such as natural disasters, epidemics and pandemics, terrorism, conflicts and social unrest) will occur that create uncertainty and have significant impacts on issuers, industries, governments and other systems, including the financial markets, to which companies and their investments are exposed. As global systems, economies and financial markets are increasingly interconnected, events that once had only local impact are now more likely to have regional or even global effects. Events that occur in one country, region or financial market will, more frequently, adversely impact issuers in other countries, regions or markets, including in established markets such as the U.S. These impacts can be exacerbated by failures of governments and societies to adequately respond to an emerging event or threat. Uncertainty can result in or coincide with, among other things: increased volatility in the financial markets for securities, derivatives, loans, credit and currency; a decrease in the reliability of market prices and difficulty in valuing assets (including portfolio company assets); greater fluctuations in spreads on debt investments and currency exchange rates; increased risk of default (by both government and private obligors and issuers); further social, economic, and political instability; nationalization of private enterprise; greater governmental involvement in the economy or in social factors that impact the economy; changes to governmental regulation and supervision of the loan, securities, derivatives and currency markets and market participants and decreased or revised monitoring of such markets by governments or self-regulatory organizations and reduced enforcement of regulations; limitations on the activities of investors in such markets; controls or restrictions on foreign investment, capital controls and limitations on repatriation of invested capital; the significant loss of liquidity and the inability to purchase, sell and otherwise fund investments or settle transactions (including, but not limited to, a market freeze); unavailability of currency hedging techniques; substantial, and in some periods extremely high, rates of inflation, which can last many years and have substantial negative effects on credit and securities markets as well as the economy as a whole; recessions; and difficulties in obtaining and/or enforcing legal judgments. We will also be negatively affected if the operations and effectiveness of us or a portfolio company (or any of the key personnel or service providers of the foregoing) is compromised or if necessary or beneficial systems and processes are disrupted. Changes to U.S. Tariff and Import/Export Regulations . There has been ongoing discussion and commentary regarding potential, significant changes to U.S. trade policies, treaties and tariffs, resulting in significant uncertainty about the future relationship between the United States and other countries with respect to trade policies, treaties and tariffs. These developments, or the perception that any of them could occur, may have a material adverse effect on global economic conditions and the stability of global financial markets, and may significantly reduce global trade and, in particular, trade between the impacted nations and the United States. Any of these factors could depress economic activity and restrict our portfolio companies’ access to suppliers or customers and have a material adverse effect on their business, financial condition and results of operations, which in turn would negatively impact us. Changes in Applicable Law . We must comply with various legal requirements, including requirements imposed by United States and non-U.S. anti-money laundering laws, securities laws, commodities laws, tax laws and pension laws. Should any of those laws change over the life of the Company, the legal requirements to which we and the Adviser may be subject could differ materially from current requirements. In addition, if a Unitholder fails to comply with applicable anti-money laundering laws and similar laws, the Company may mandatorily repurchase such Unitholder’s Units. Terrorist Action . There is a risk of terrorist attacks on the United States and elsewhere causing significant loss of life and property damage and disruptions in global market. Economic and diplomatic sanctions may be in place or imposed on certain states and military action may be commenced. The impact of such events is unclear, but could have a material effect on general economic conditions and market liquidity. Dependence on Information Systems and Systems Failures . Our business is highly dependent on the communications and information systems of the Adviser, its affiliates and third parties. Further, in the ordinary course of our business we or the Adviser may engage certain third party service providers to provide us with services necessary for our business. Any failure or interruption of those systems or services, including as a result of the termination or suspension of an agreement with any third party service providers, could cause delays or other problems in our activities. Our financial, accounting, data processing, backup or other operating systems and facilities may fail to operate properly or become disabled or damaged as a result of a number of factors including events that are wholly or partially beyond our control and adversely affect our business. There could be: • sudden electrical or telecommunications outages; • natural disasters such as earthquakes, tornadoes and hurricanes; • disease pandemics or other serious public health events, such as the recent global outbreak of COVID-19; • events arising from local or larger scale political or social matters, including terrorist acts; and • cyber-attacks. These events, in turn, could have a material adverse effect on our operating results. Cybersecurity Risks and Cyber Incidents . Our business depends on the communications and information systems of our Adviser and its affiliates, our portfolio companies and third-party service providers. These systems are subject to potential cybersecurity attacks and incidents, including through adverse events that threaten the confidentiality, integrity or availability of our information resources. Cyber hacking could also cause significant disruption and harm to the companies in which we invest. Additionally, digital and network technologies (collectively, “cyber networks”) might be at risk of cyberattacks that could potentially seek unauthorized access to digital systems for purposes such as misappropriating sensitive information, corrupting data or causing operational disruption. Cyberattacks might potentially be carried out by persons using techniques that could range from efforts to electronically circumvent network security or overwhelm websites to intelligence gathering and social engineering functions aimed at obtaining information necessary to gain access. These attacks could involve gaining unauthorized access to our information systems for purposes of misappropriating assets, stealing confidential information, corrupting data or causing operational disruption and result in disrupted operations, misstated or unreliable financial data, liability for stolen assets or information, increased cybersecurity protection and insurance costs, litigation and damage to our business relationships, any of which could, in turn, have a material adverse effect on our operating results and negatively affect the value of our securities and our ability to pay distributions to our unitholders. As our reliance on technology has increased, so have the risks posed to our information systems, both internal and those provided by the Adviser and third-party service providers. In addition, we and the Adviser currently or in the future are expected to routinely transmit and receive confidential and proprietary information by email and other electronic means. We and the Adviser may not be able to ensure secure capabilities with all of our clients, vendors, service providers, counterparties and other third parties to protect the confidentiality of the information. In addition, we, the Adviser and many of our third-party service providers currently have work from home policies. Such a policy of remote working could strain our technology resources and introduce operational risks, including heightened cybersecurity risks and other risks described above. Remote working environments may be less secure and more susceptible to hacking attacks, including phishing and social engineering attempts. There is no assurance that any efforts to mitigate cybersecurity risks undertaken by us or our Adviser will be effective. Network, system, application and data breaches as a result of cybersecurity risks or cyber incidents could result in operational disruptions or information misappropriation that could have a material adverse effect on our business, results of operations and financial condition of us and of our portfolio companies. | ||
Market and Geopolitical Events [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Market and geopolitical events could materially and adversely affect certain of our portfolio companies, and could materially and adversely affect our business, financial condition, results of operations and cash flows. The increasing interconnectivity between global economies and financial markets increases the likelihood that events or conditions in one region or financial market may adversely impact issuers in a different country, region or financial market. Our business and operations, as well as the business and operations of our portfolio companies, may be materially adversely affected by inflation (or expectations for inflation), interest rates, global demand for particular products or resources, natural disasters, climate change and climate-related events, pandemics, epidemics, terrorism, regulatory events and governmental or quasi-governmental actions. The occurrence of global events similar to those in recent years, such as terrorist attacks around the world, natural disasters, social and political discord or debt crises and downgrades, among others, may result in market volatility and may have long term effects on both the U.S. and global financial markets. It is difficult to predict when similar events affecting the U.S. or global financial markets may occur, the effects that such events may have and the duration of those effects. Any such event(s) could have a significant adverse impact on our business and operations, and on the business and operations of our portfolio companies. | ||
Disruption and Instability in Capital Markets [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Disruption and Instability in Capital Markets. The U.S. and global capital markets experienced extreme volatility and disruption in recent years, leading to recessionary conditions and depressed levels of consumer and commercial spending. For instance, recent failures in the banking sector have caused significant disruption and volatility in U.S. and global markets. Disruptions in the capital markets increased the spread between the yields realized on risk-free and higher risk securities, resulting in illiquidity in parts of the capital markets. We cannot assure you that these conditions will not worsen. If conditions worsen, a prolonged period of market illiquidity could have a material adverse effect on our business, financial condition and results of operations. Unfavorable economic conditions also could increase our funding costs, limit our access to the capital markets or result in a decision by lenders not to extend credit to us. These events could limit our investment originations, limit our ability to grow and negatively impact our operating results. In addition, to the extent that recessionary conditions return, the financial results of small to mid-sized companies, like those in which we invest, will likely experience deterioration, which could ultimately lead to difficulty in meeting debt service requirements and an increase in defaults. Additionally, the end markets for certain of our portfolio companies’ products and services have experienced, and continue to experience, negative economic trends. The performances of certain of our portfolio companies have been, and may continue to be, negatively impacted by these economic or other conditions, which may ultimately result in: • our receipt of a reduced level of interest income from our portfolio companies; • decreases in the value of collateral securing some of our loans and the value of our equity investments; and • ultimately, losses or change-offs related to our investments. Russia’s invasion of Ukraine in February 2022, the resulting responses by the U.S. and other countries, and the potential for wider conflict, have increased and may continue to increase volatility and uncertainty in financial markets worldwide. The U.S. and other countries have imposed broad-ranging economic sanctions on Russia and Russian entities and individuals, and may impose additional sanctions, including on other countries that provide military or economic support to Russia. The invasion may widen beyond Ukraine and may escalate, including through retaliatory actions and cyberattacks by Russia and even other countries. These events may result in further and significant market disruptions and may adversely affect regional and global economies. Furthermore, the conflict between Russia and Ukraine and the varying involvement of the United States and other NATO countries could present material uncertainty and risk with respect to us and the performance of our investments or operations, and our ability to achieve our investment objectives. Additionally, to the extent that third parties, investors, or related customer bases have material operations or assets in Russia or Ukraine, they may have adverse consequences related to the ongoing conflict. The extent and duration of the military action, sanctions and resulting market disruptions are impossible to predict, but could be substantial. In addition, the political reunification of China and Taiwan, over which China continues to claim sovereignty, is a highly complex issue that has included threats of invasion by China. Political or economic disturbances (including an attempted unification of Taiwan by force), any economic sanctions implemented in response, and any escalation of hostility between China and Taiwan would likely have a significant adverse impact on economies, markets and individual securities globally. | ||
Lack of Operating History [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Lack of Operating History . We did not commence investment operations until the Initial Closing Date and have a limited performance history. Past performance, including the past performance of the prior Direct Lending Funds or other investment entities and accounts managed by the Adviser, is not necessarily indicative of our future results. | ||
Dependence on Key Personnel and Other Management [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Dependence on Key Personnel and Other Management . Unitholders have no right or power to participate in the management of the Company and may not receive detailed financial information regarding investments that is available to the Adviser. An investor in the Company must rely upon the ability of the Adviser (including the Private Credit Group and other investment professionals of the Adviser) to identify, structure and implement investments consistent with our investment objectives and policies. Accordingly, our success is dependent on the Adviser’s ability to retain and motivate highly qualified professionals. The loss of services of Mr. Richard Miller, Ms. Suzanne Grosso, Mr. Mark Gertzof and Mr. David Wang during the Commitment Period could have an adverse effect on our business, financial condition or results of operations. Our future success also depends on the Adviser’s ability to identify, hire, train and retain other highly qualified and experienced investment and management professionals. Competition for such professionals is significant, and there can be no assurance that the Adviser will be able to attract or retain other highly qualified professionals in the future. The inability of the Adviser to attract and retain such professionals could have a material adverse effect upon our business, financial condition or results of operations. | ||
Economic Interest of Adviser [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Economic Interest of the Adviser . Because the Adviser will be compensated in part on a basis tied to our performance, the Adviser may have an incentive to make investments that are risky or speculative. | ||
No Assurance of Profits [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | No Assurance of Profits . There is no assurance that we will be able to generate returns for our investors or that the returns will be commensurate with the risks of investing in the types of companies and transactions described herein. The marketability and value of any of our investments will depend upon many factors beyond our control. We will incur organizational expenses, Management Fees and other operating expenses which may exceed our income, and a Unitholder could lose the entire amount of its contributed capital. Therefore, a prospective investor should only invest in the Company if such investor can withstand a total loss of his or her investment. The past investment performance of the entities and accounts with which the Adviser and its investment professionals have been associated cannot be taken to guarantee future results of any investment in the Company. | ||
Effect of Fees and Expenses on Returns [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Effect of Fees and Expenses on Returns . We pay Management Fees and Incentive Fees to the Adviser and generally bear our other Company Expenses. Generally, other than the Incentive Fee, fees and expenses will be paid regardless of whether we produce positive investment returns. The fees and expenses will reduce the actual returns to Unitholders, the distributions we make to Unitholders, and the overall value of the Unitholders’ investment. In addition, because the Management Fees payable by us to the Adviser will be calculated based on average gross assets of the Company on a consolidated basis, including the amortized cost of portfolio investments purchased with borrowed funds and other forms of leverage, the Adviser may be incentivized to use leverage, but will not utilize more than is permitted by applicable law or regulation. Under certain circumstances, the use of leverage may increase the likelihood of default, which would impair the value of the Units. | ||
Regulations Governing our Operation as BDC [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Regulations Governing our Operation as a BDC . We may issue debt securities or Preferred Units and/or borrow money from banks or other financial institutions, which are collectively referred to herein as “senior securities,” up to the maximum amount permitted by the 1940 Act. Under the provisions of the 1940 Act currently in force, we will be permitted, as a BDC, to issue senior securities in amounts such that our asset coverage ratio, as defined in the 1940 Act, equals at least 200% (or 150% as described below under “—New Legislation Permitting Additional Leverage”) of gross assets less all liabilities and indebtedness not represented by senior securities, after each issuance of senior securities. Also, any amounts that we use to service our indebtedness would not be available for distributions to our Unitholders. Furthermore, as a result of issuing senior securities, we would also be exposed to typical risks associated with leverage, including an increased risk of loss. If we issue Preferred Units, the Preferred Units would rank “senior” to the Units in our capital structure, the Preferred Unitholders would have separate voting rights on certain matters and might have other rights, preferences, or privileges more favorable than those of the Unitholders. In addition, as a regulated BDC under the 1940 Act we may, among other things, be prohibited from knowingly participating in certain transactions with our affiliates without the prior approval of the members of our board of directors who are not interested persons and, in some cases, prior approval by the SEC through an exemptive order (other than in certain limited situations pursuant to current regulatory guidance). The Adviser has obtained exemptive relief from the SEC that, subject to certain conditions and limitations, permits us and other funds advised by the Adviser or certain affiliates of the Adviser (referred to herein as “potential co-investment funds”) to engage in certain co-investment transactions. Under the exemptive relief, in the case where the interest in a particular investment opportunity exceeds the size of the opportunity, then the investment opportunity will be allocated among us and any other potential co-investment funds based on available capital, which generally is determined based on the amount of cash on hand, existing commitments and reserves, if any, the targeted leverage level, targeted asset mix and other investment policies and restrictions set from time to time by the board or other governing body of the relevant fund or imposed by applicable laws, rules, regulations or interpretations. | ||
We Incur Significant Costs as a Result of Being Registered Under Exchange Act [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | We incur significant costs as a result of being registered under the Exchange Act . We incur legal, accounting and other expenses, including costs associated with the periodic reporting requirements, as well as additional corporate governance requirements, including requirements under the Sarbanes-Oxley. These requirements may place a strain on our systems and resources. The Exchange Act requires that we file annual, quarterly and current reports with respect to our business and financial condition. The Sarbanes-Oxley Act requires that we maintain effective disclosure controls and procedures and internal control over financial reporting, which requires significant resources and management oversight. We have implemented and may continue to implement procedures, processes, policies and practices for the purpose of addressing the standards and requirements applicable to public companies. These activities may divert management’s attention from other business concerns, which could have a material adverse effect on our business, financial condition, results of operations and cash flows. We have incurred and expect to incur significant annual expenses related to these steps and directors’ and officers’ liability insurance, director fees, reporting requirements of the SEC, transfer agent fees, additional administrative expenses payable to the Administrator to compensate it for hiring additional accounting, legal and administrative personnel, increased auditing and legal fees and similar expenses associated with being a public company The systems and resources necessary to comply with public company reporting requirements will increase further once we cease to be an “emerging growth company” under the JOBS Act. As long as we remain an emerging growth company we intend to take advantage of certain exemptions from various reporting requirements that are applicable to other public companies, including not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act. | ||
Borrowing Money [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Borrowing Money . The use of leverage magnifies the potential for gain or loss on amounts invested and, therefore, increases the risks associated with investing in the Company. Subject to the borrowing limitation imposed on us by the 1940 Act, the Company and any wholly owned subsidiary of the Company has and may continue to borrow from or issue senior debt securities to banks, insurance companies and other lenders. Our lenders will have fixed dollar claims on our assets that are superior to the claims of the Unitholders, and we would expect such lenders to seek recovery against our assets in the event of a default. If the value of our assets decreases, leveraging would cause net asset value to decline more sharply than it otherwise would have had we not leveraged. Similarly, any decrease in our income would cause net investment income to decline more sharply than it would have had we not borrowed. Leverage is generally considered a speculative investment technique. Our ability to service any debt that we incur will depend largely on our financial performance and will be subject to prevailing economic conditions and competitive pressures. As a BDC, we generally are required to meet a coverage ratio of total assets to total borrowings and other senior securities, which will include all of our borrowings and any Preferred Units that we may issue in the future, of at least 200% (or 150% as described below under “—New Legislation Permitting Additional Leverage”). If this ratio declines below 200%, we may not be able to incur additional debt, which could have a material adverse effect on our operations. The amount of leverage that we employ will depend on the Adviser’s assessment of market and other factors at the time of any proposed borrowing. There can be no assurance that we will be able to obtain credit at all or on terms acceptable to us. Any wholly owned subsidiary of the Company will be subject to the requirements of the 1940 Act governing investment policies, capital structure and leverage on an aggregate basis with the Company. In addition, any wholly owned subsidiary will comply with the provisions relating to affiliated transactions and custody of the 1940 Act and the custodian for such wholly owned subsidiary would be disclosed in applicable regulatory filings. The Company does not currently intend to create or acquire primary control of any entity which engages in investment activities in securities or other assets, other than entities wholly owned by the Company. In addition, our existing credit facilities impose, and future debt facilities into which we may enter would likely impose, financial and operating covenants that restrict our business activities, including limitations that could hinder our ability to finance additional loans and investments or to make the distributions required to maintain our status as a RIC under Subchapter M of the Code. In particular, it is anticipated that the credit facility would contain certain financial covenants, which may include requiring us to maintain a minimum amount of equity supporting the credit facility or comply with certain collateral quality and coverage tests. | ||
Additional Leverage [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Additional Leverage . As a BDC, under the Investment Company Act we generally are not permitted to incur borrowings, issue debt securities or issue preferred stock unless immediately after the borrowing or issuance the ratio of total assets (less total liabilities other than indebtedness) to total indebtedness plus preferred stock, is at least 200% or, if certain requirements, which are described below, are met, 150%. Pursuant to Section 61(a) of the 1940 Act, BDCs may reduce the minimum asset coverage ratio from 200% to 150%, subject to certain approval requirements (including either stockholder approval or approval of the “required majority,” as such term is defined in Section 57(o) of the Investment Company Act), certain disclosure requirements and, in the case of a BDC that is not an issuer of common equity securities that are listed on a national securities exchange, such as the Company, the requirement that the BDC must extend to each person that is a stockholder as of the date of an approval described above the opportunity (which may include a tender offer) to sell the securities held by that stockholder as of that applicable approval date, with 25% of those securities to be repurchased in each of the four calendar quarters following the calendar quarter in which that applicable approval date takes place. As a result, BDCs may be able to incur additional indebtedness in the future, and the risks associated with an investment in BDCs may increase. | ||
Failure to Qualify as RIC [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Failure to Qualify as a RIC . We will be subject to corporate-level income tax if we are unable to qualify as a RIC under Subchapter M of the Code. To qualify as a RIC under Subchapter M of the Code, we must meet certain source-of-income, asset diversification and distribution requirements. The distribution requirement for a RIC is satisfied if we distribute at least 90% of our net ordinary income and net short-term capital gains in excess of net long-term capital losses, if any, to the Unitholders on an annual basis. Because we have incurred debt, we are subject to certain asset coverage ratio requirements under the 1940 Act and financial covenants under loan and credit agreements that could, under certain circumstances, restrict us from making distributions necessary to qualify as a RIC. If we are unable to obtain cash from other sources, we may fail to qualify as a RIC and, thus, may be subject to corporate-level income tax. To qualify as a RIC, we must also meet certain asset diversification requirements at the end of each calendar quarter. Failure to meet these tests may result in the Company having to dispose of certain investments quickly in order to qualify as a RIC, or to prevent the loss of such qualification after becoming a RIC. Because most of our investments will be in private or thinly traded public companies, any such dispositions may be made at disadvantageous prices and may result in substantial losses. In addition, we may have difficulty satisfying the diversification requirements after the Commitment Period as we liquidate our portfolio since we will not be making additional investments. While we generally will not lose our status as a RIC as long as we do not acquire any non-qualifying securities or other property, under certain circumstances we may be deemed to have made an acquisition of non-qualifying securities or other property. If we fail to qualify as a RIC for any reason and become subject to corporate income tax, the resulting corporate income taxes could substantially reduce our net assets, the amount of income available for distributions to the Unitholders and the amount of funds available for new investments. Such a failure would have a material adverse effect on us and the Unitholders. See “Item 1. Business—Certain U.S. Federal Income Tax Consequences—Taxation as a Regulated Investment Company.” | ||
Recourse to Our Assets [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Recourse to Our Assets . Our assets, including any investments made by us and any capital held by us, are available to satisfy all our liabilities and other obligations. If we become subject to a liability, parties seeking to have the liability satisfied may have recourse to our assets generally and not be limited to any particular asset, even in the circumstance where a specific investment gave rise to the liability. | ||
Litigation Risks [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Litigation Risks . We will be subject to a variety of litigation risks, particularly if one or more of our portfolio companies face financial or other difficulties. Legal disputes, involving any or all of the Company, the Adviser, or their affiliates, may arise from our activities and investments and could have a significant adverse effect on us. | ||
Limited Liability of Adviser [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Limited Liability of the Adviser . To the extent permissible by law, the Adviser will not be liable, responsible or accountable in damages or otherwise to us or to any Unitholder for any breach of duty to us or the Unitholders or for any act or failure to act pursuant to the Advisory Agreement or otherwise, except in certain limited circumstances provided by the 1940 Act and as set forth in the Advisory Agreement. In general, we will be required to indemnify the Adviser (and other related and/or affiliated parties) for certain losses arising out of its activities on behalf of us. Such obligations could reduce significantly the returns to the Unitholders. | ||
Conflicts of Interest [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Conflicts of Interest . Conflicts of interest may exist from time to time between the Adviser and certain of its affiliates involved with us. | ||
Economic Recessions or Downturns [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Economic Recessions or Downturns . Many of the portfolio companies in which we make investments may be susceptible to economic slowdowns or recessions and may be unable to repay the loans we made to them during these periods. Therefore, our non-performing assets may increase and the value of our portfolio may decrease during these periods as we are required to record our investments at their current fair value. Adverse economic conditions also may decrease the value of collateral securing some of our loans and the value of our equity investments. Economic slowdowns or recessions could lead to financial losses in our portfolio and a decrease in revenues, net investment income and assets. Unfavorable economic conditions also could increase our and our portfolio companies’ funding costs, limit our and our portfolio companies’ access to the capital markets or result in a decision by lenders not to extend credit to us or our portfolio companies. These events could prevent us from increasing investments and harm our operating results. A portfolio company’s failure to satisfy financial or operating covenants imposed by us or other lenders could lead to defaults and, potentially, acceleration of the time when the loans are due and foreclosure on its secured assets, which could trigger cross-defaults under other agreements and jeopardize the portfolio company’s ability to meet its obligations under the debt that we hold. We may incur additional expenses to the extent necessary to seek recovery upon default or to negotiate new terms with a defaulting portfolio company. In addition, if one of our portfolio companies were to go bankrupt, depending on the facts and circumstances, including the extent to which we will actually provide significant managerial assistance to that portfolio company, a bankruptcy court might subordinate all or a portion of our claim to that of other creditors. | ||
Reliance on Portfolio Company Management [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Reliance on Portfolio Company Management . The day-to-day operations of each portfolio company in which we invest will be the responsibility of such entity’s management team. In addition, we may make investments in portfolio companies where we have limited influence and the other investors in such portfolio company have economic or business interests or goals that are inconsistent with our business interests and goals. Although the Adviser will be responsible for monitoring the performance of each of our investments and we are required, pursuant to a specific 1940 Act provision applicable to BDCs, to offer to provide each of our portfolio companies managerial assistance, there can be no assurance that the existing management team of a portfolio company or any successor will be able to operate any such entity in accordance with our expectations. In this situation, we may not be in a position to limit or otherwise protect the value of our investment. | ||
Competition for Investment Opportunities [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Competition for Investment Opportunities . There can be no assurance that there will be a sufficient number of suitable investment opportunities to enable us to invest all of the Commitments of the Unitholders in opportunities that satisfy our investment strategy, or that such investment opportunities will lead to completed investments by us. The activity of identifying, structuring, completing, implementing and realizing attractive investment opportunities is highly competitive. We will compete for investment opportunities with many other industry participants, including other BDCs, public and private funds, individual and institutional investors, and financial institutions. Many such entities have substantially greater economic and personnel resources than the Company and/or better relationships with borrowers and others and/or the ability to accept more risk than we believe can be prudently managed. Accordingly, competition for investments may have the effect of reducing the number of suitable prospective investments available to us and increasing the bargaining power of borrowers, thereby reducing our investment returns. Furthermore, the availability of investment opportunities generally will be subject to market conditions. It is possible that our capital will not be fully utilized if sufficient attractive investments are not identified and consummated by the Adviser. | ||
No Secondary Market for Securities [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | No Secondary Market for Securities . Our investments are generally heavily negotiated and, accordingly, do not have the liquidity of conventional securities and will not have readily available market prices. We value such investments at fair value as determined in good faith by the Adviser in accordance with our valuation policy. Because there is no single standard for determining fair value, determining fair value requires that judgment be applied to the specific facts and circumstances of each investment. In addition, due to their illiquid nature, we may not be able to dispose of our investments in a timely manner, at a fair price and/or in the manner that was thought to be viable when the investment was initiated (due to economic, legal, political or other factors). There is no assurance that we will be able to dispose of an investment in a particular security. The inability to dispose of a security could result in losses incurred by us, including the loss of our entire investment in such security. The debt of highly leveraged companies or companies in default also may be less liquid than other debt. If we voluntarily or involuntarily sell those types of debt securities, we might not receive the full value we expect. | ||
Status as Non-Diversified Investment Company [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Status as Non-Diversified Investment Company . We are a non-diversified investment company within the meaning of the 1940 Act, and therefore we are not limited with respect to the proportion of our assets that may be invested in securities of a single issuer. To the extent that we assume large positions in the securities of a small number of issuers, our NAV may fluctuate to a greater extent than that of a diversified investment company as a result of changes in the financial condition or the market’s assessment of the issuer. We may also be more susceptible to any single economic or regulatory occurrence than a diversified investment company. Beyond our asset diversification requirements as a RIC under the Code, we do not have fixed guidelines for diversification, and our investments could be concentrated in relatively few portfolio companies. | ||
Illiquidity of Collateral [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Illiquidity of Collateral . Collateral may consist of assets that may not be readily liquidated, and there is no assurance that the liquidation of those assets will satisfy a company’s obligations. If a company defaults on a secured investment, the Company may receive assets other than cash or securities in full or partial satisfaction of such company’s obligations. The Company might not be able to realize the benefit of the assets for legal, practical or other reasons. The Company might hold those assets until it is determined to be appropriate to dispose of them. | ||
Portfolio Concentration [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Portfolio Concentration . Although the regulatory restrictions applicable to RICs limit the amount that we may generally invest in any single portfolio company, our investments may not be diversified. See “Item 1(c). Description of Business—Regulation as a Business Development Company—Qualifying Assets” and “Item 1(c) Description of Business—Certain U.S. Federal Income Tax Consequences—Taxation as a Regulated Investment Company.” Aside from the diversification requirements that we will have to comply with as a RIC and other contractual investment limitations to which we are subject pursuant to the LLC Agreement, we do not have any specific portfolio diversification or concentration limits. As a result, our portfolio may include a relatively limited number of large positions. If our investments are concentrated in a few issuers or industries, any adverse change in one or more of such issuers or industries could have a material adverse effect on our investments. To the extent the aggregate Commitments of the Unitholders turn out to be substantially less than the amounts targeted, our portfolio may be even more concentrated than it would otherwise be. | ||
Valuation Risk [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Valuation Risk . Many of our portfolio securities may not have a readily available market price and the Adviser will value these securities at fair value as determined in good faith under procedures approved by our board of directors, which valuation is inherently subjective and may not reflect what we may actually realize for the sale of the investment. The majority of our investments are expected to be in instruments that do not have readily ascertainable market prices. The fair value of assets that are not publicly traded or whose market prices are not readily available will be determined in good faith by the Adviser under procedures approved by our board of directors. There is no single standard for determining fair value in good faith. As a result, determining fair value requires that judgment be applied to the specific facts and circumstances of each portfolio investment while employing a consistently applied valuation process for the types of investments we make. | ||
Reliance upon Consultants [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Reliance upon Consultants . The Adviser may rely upon independent consultants in connection with its evaluation of proposed investments; however, no assurance can be given that these consultants will accurately evaluate such investments and we may incur liability as a result of such consultants’ actions | ||
Credit Risks [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Credit Risks . Debt investments are subject to credit risk. Credit risk relates to the ability of the borrower to make interest and principal payments on the loan or security as they become due. If the borrower fails to pay interest, our income might be reduced. If the borrower fails to repay principal, the value of that security and the value of the Company might be reduced. Our investments in debt securities are subject to risks of default. We may invest in debt securities made in connection with leveraged buy-out transactions, recapitalizations (i.e., a type of a corporate restructuring that aims to change a company’s capital structure) and other highly leveraged transactions. While our investments in senior loans typically will be secured by collateral, we may have difficulty liquidating the collateral or enforcing our rights under the terms of the senior loans in the event of the borrower’s default. There is no guarantee that the collateral securing a senior loan will be sufficient to protect us against losses or a decline in income in the event of a borrower’s non-payment of interest or principal. In the event that a borrower declares bankruptcy, a court could invalidate our security interest in the loan collateral or subordinate our rights under the senior loan to other creditors of the borrower. Also, we may invest part of our assets in loans and other debt obligations that are not fully secured. | ||
Interest Rate Risks [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Interest Rate Risk . In general, the value of a debt security changes as prevailing interest rates change. For fixed-rate debt securities, when prevailing interest rates fall, the values of outstanding debt securities generally rise. When interest rates rise, the values of outstanding debt securities generally fall, and they may sell at a discount from their face amount. Our debt investments will generally have adjustable interest rates. For that reason, the Adviser expects that when interest rates change, the amount of interest we receive in respect of such debt investments will change in a corresponding manner. However, the interest rates of some debt investments adjust only periodically. Between the times that interest rates on debt investments adjust, the interest rates on those investments may not correlate to prevailing interest rates. In recent years the U.S. Federal Reserve Board (the “Fed”) increased interest rates from historically low levels in an effort to cause inflation levels to align with the Fed's long-term inflation target, but those rates have appeared to stabilize somewhat more recently and might be lowered in the coming year. A wide variety of factors can cause interest rates to rise (e.g., central bank monetary policies, inflation rates, or general economic conditions). | ||
Reliance Upon Unaffiliated Co-Lender [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Reliance upon Unaffiliated Co-Lender . In certain circumstances we may co-invest with an unaffiliated lender, who will sometimes be responsible for performing some of the legal due diligence on the borrower and for negotiating some of the terms of the loan agreement that establishes the terms and conditions of the debt investment and the rights of the borrower and the lenders. In such circumstances, although we will perform our own due diligence, we may rely in part on the quality of the due diligence performed by the co-lender and will be bound by the negotiated terms of the loan documentation. There can be no assurance that the unaffiliated co-lender will perform the same level of due diligence as we would perform or that the co-lender will negotiate terms that are consistent with the terms generally negotiated and obtained by us. If the unaffiliated co-lender is acting as collateral agent under the loan documentation and becomes insolvent, the assets securing the debt investment may be determined by a court or regulatory authority to be subject to the claims of the co-lender’s creditors. If that were to occur, we might incur delays and costs in realizing payment on the loan, or we might suffer a loss of principal and/or interest. | ||
Use of Investment Vehicles [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Use of Investment Vehicles . In general, the risks associated with indirect investments in portfolio companies through a joint venture, partnership or other special purpose vehicle (each, an “Investment Vehicle”) are similar to those associated with a direct investment in a portfolio company. While we will analyze the credit and business of a potential portfolio company in determining whether or not to make an investment in an Investment Vehicle, we will nonetheless be exposed to the creditworthiness of the Investment Vehicle. In the event of a bankruptcy proceeding against the Investment Vehicle, the risks outlined below under “—Insolvency Considerations with Respect to Portfolio Companies” will be applicable with equal effect. Additionally, in the case of a bankruptcy proceeding against the portfolio company, the assets of the portfolio company may be used to satisfy its obligations prior to the satisfaction of our investment in the Investment Vehicle (i.e., our investment in the Investment Vehicle would be structurally subordinated to the other obligations of the portfolio company). | ||
Insolvency Considerations with Respect to Portfolio Companies [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Insolvency Considerations With Respect to Portfolio Companies . Various laws enacted for the protection of creditors may apply to our debt investments. A bankruptcy proceeding against a borrower could delay or limit our ability to collect the principal and interest payments on that borrower’s debt obligations. In a lawsuit brought by creditors of a borrower, a court or a trustee in bankruptcy could take certain actions that would be adverse to us. For example: • Other creditors might convince the court to set aside or subordinate a loan or the security interest in a loan as a “fraudulent conveyance,” a “preferential transfer” or for other equitable considerations. In that event, the court could recover from us the interest and principal payments that the borrower made before becoming insolvent. There can be no assurance that we would be able to prevent such recapture. • A bankruptcy court may restructure the payment obligations under debt securities so as to reduce the amount to which we would be entitled. • The court might discharge the amount of a loan we make that exceeds the value of the collateral securing the loan. The court could subordinate our rights to the rights of other creditors of the borrower under applicable law. • Although our senior secured position under a senior loan provides some assurance that we would be able to recover some of our investment in the event of a borrower’s default, the collateral might be insufficient to cover the borrower’s debts. A bankruptcy court might find that the collateral securing the senior loan is invalid or require the borrower to use the collateral to pay other outstanding obligations. If the collateral consists of stock of the borrower or its subsidiaries, the stock may lose all of its value in the event of a bankruptcy, which would leave us exposed to greater potential loss. • If a borrower defaults on a scheduled interest or principal payment on a debt obligation, we may experience a reduction of our income. In addition, the value of the debt investment would decline, which may, in turn, cause our value to decline. | ||
Lender Liability [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Lender Liability . In recent years, a number of judicial decisions in the United States have upheld the right of borrowers to sue lending institutions on the basis of various evolving legal theories (collectively termed “Lender Liability”). Generally, Lender Liability is founded upon the premise that an institutional lender has violated a duty (whether implied or contractual) of good faith and fair dealing owed to the borrower or has assumed a degree of control over the borrower resulting in the creation of a fiduciary duty owed to the borrower or its other creditors or shareholders. Lender Liability claims generally arise in bankruptcy, but can also arise under state law claims. Lender Liability often involves claims of misconduct where a lender (a) intentionally takes an action that exacerbates the insolvency of a borrower or issuer or that results in the undercapitalization of a borrower or issuer to the detriment of other creditors of such borrower or issuer, (b) engages in other inequitable conduct to the detriment of such other creditors, (c) engages in fraud with respect to, or makes misrepresentations to, such other creditors or (d) uses its influence as a shareholder to dominate or control a borrower or issuer to the detriment of other creditors of such borrower or issuer. We could be subject to allegations of Lender Liability because of the nature of certain of our investments. There is also a risk that where Lender Liability is alleged, a court may elect to subordinate the claim of the offending lender or bondholder to the claims of the disadvantaged creditor or creditors (a remedy called “Equitable Subordination”). We do not intend to engage in conduct that would give rise to a claim of Lender Liability or Equitable Subordination. However, as a BDC, we are obligated to offer managerial assistance to each of our portfolio companies. To the extent any of our portfolio companies elect to accept such offer to provide managerial assistance, that level of involvement with a portfolio company could strengthen a Lender Liability claim against us. Therefore, claims for Lender Liability or Equitable Subordination affecting our investments could arise as a result of any managerial assistance that we provide in order to fulfill our obligations as a BDC. Moreover, because of the nature of our investments, we may not always be the lead creditor, and security or other agents may act on behalf of the investors in a security owned by us. Therefore, claims for Lender Liability or Equitable Subordination affecting our investments could also arise without our direct managerial or other involvement. | ||
Special Risks of Highly Leveraged or other Risky Portfolio Companies [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Special Risks of Highly Leveraged or other Risky Portfolio Companies . We can invest up to 100% of our total assets in debt and equity securities of portfolio companies that are highly leveraged and whose debt securities would be considered well below investment grade. We may also invest in obligations of portfolio companies in connection with a restructuring under Chapter 11 of the U.S. Bankruptcy Code (i.e., a debtor in possession financing) if the obligations meet the credit standards of the Adviser. Debtor in possession financings are arranged when an entity seeks the protections of the bankruptcy court under Chapter 11 of the U.S. Bankruptcy Code. These financings allow an entity to continue its business operations while reorganizing under Chapter 11. Such financings are senior liens on unencumbered security (i.e., security not subject to other creditor claims). These debt obligations tend to offer higher yields than investment grade securities to compensate investors for the higher risk, and are commonly referred to as “high risk securities” or, in the case of bonds, “junk bonds.” Similarly, we may also invest in obligations of portfolio companies in connection with rescue situation and Chapter 11 exit financings. Rescue situation financings may avoid a company’s need to resort to bankruptcy and provide the company with working capital it needs to continue uninterrupted operations. Chapter 11 exit financings allow a company to deleverage its balance sheet and to emerge from a Chapter 11 bankruptcy. Lending to highly leveraged or other risky borrowers is highly speculative. These investments may expose us to financial market risks, interest rate risks and credit risks that are significantly greater than the risks associated with other securities in which we may invest. An economic downturn or a period of rising interest rates, for example, could cause a decline in the prices of such securities. The prices of securities structured as zero-coupon or pay-in-kind securities may be more volatile than securities that pay interest periodically and in cash. In the event of a default by a portfolio company, we would experience a reduction of our income and could expect a decline in the fair value of the defaulted securities and may incur significant additional expenses to seek recovery. | ||
Risk of Bridge Financing [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Risk of Bridge Financing . If we make or invest in a bridge loan or interim financing for a portfolio company that intends to refinance all or a portion of that loan, there is a risk that the borrower will be unable to complete such refinancing successfully. Such failure could lead to the portfolio company having to pay interest at increasing rates along with additional fees and expenses, the result of which may reduce the value of the portfolio company. | ||
Risk of Subordinated or Mezzanine Financing [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Risk of Subordinated or Mezzanine Financing . Our investments in subordinated or mezzanine financing will generally be unsecured or, if secured, will be subordinated to the interests of the senior lender in the borrower’s capital structure. In the event of a bankruptcy or insolvency involving the borrower where there are insufficient assets to satisfy the obligations of the borrower to its senior lender, there may be no assets available to meet its obligations to the holders of its subordinated or mezzanine debt, including the Company. | ||
Risks of Investing in Unitranche Loans [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Risks of Investing in Unitranche Loans . Unitranche loans provide leverage levels comparable to a combination of first lien and second lien or subordinated loans, and may rank junior to other debt instruments issued by the portfolio company. From the perspective of a lender, in addition to making a single loan, a unitranche loan may allow the lender to choose to participate in the “first out” tranche, which will generally receive priority with respect to payments of principal, interest and any other amounts due, or to choose to participate only in the “last out” tranche, which is generally paid only after the first out tranche is paid. We may participate in “first out” and “last out” tranches of unitranche loans and make single unitranche loans, and we may suffer losses on such loans if the borrower is unable to make required payments when due. | ||
Non-U.S. Investment Risk [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Non-U.S. Investment Risk . We may invest up to 30% of our gross assets in portfolio companies domiciled outside of the United States (assuming that the remaining 70% of our gross assets constitute “qualifying assets” (as defined in the 1940 Act and as described under “Item 1(c). Description of Business—Regulation as a Business Development Company—Qualifying Assets”)). Non-U.S. obligations have risks not typically involved in domestic investments. For example, non-U.S. obligations not denominated in U.S. dollars will cause our investment performance to vary based on changes in the applicable currency exchange rate. Moreover, even if we attempt to hedge the currency exchange risk, these hedges may be expensive and may not completely protect us in all circumstances. Non-U.S. investing can also result in higher transaction and operating costs for the Company. Non-U.S. issuers may not be subject to the same accounting and disclosure requirements that U.S. issuers are subject to. The value of non-U.S. investments may be affected by exchange control regulations, expropriation or nationalization of a company’s assets, non-U.S. taxes, delays in settlement of transactions, changes in governmental economic or monetary policies in the United States or abroad, or other political and economic factors. We may have greater difficulty taking appropriate legal actions in non-U.S. courts. Non-U.S. countries may impose withholding taxes on income paid on the debt securities of issuers in those countries. | ||
Risks of Using Derivative Instruments [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Risks of Using Derivative Instruments . We may use derivative financial instruments for hedging or managing the risks associated with the assets we hold. The risks posed by such instruments can be extremely complex and difficult to evaluate, including (i) risks relating to our counterparties in such a transaction; (ii) imperfect correlation between movements in the currency, interest rate or other reference on which the derivative is based and movements in the assets of the underlying portfolio; and (iii) reduced ability to meet short-term obligations because of the percentage of our assets segregated to cover derivative obligations. In addition, by hedging a particular position, any potential gain from an increase in value of such position may be limited. Under an applicable SEC rule, BDCs that use over a certain level of derivatives will be subject to a value-at-risk (“VaR”) leverage limit, a derivatives risk management program and testing requirements and requirements related to board reporting. These requirements will apply, unless a BDC qualifies as a “limited derivatives user,” as defined under the rule. Under the rule, a BDC may enter into an unfunded commitment agreement that is not a derivatives transaction, such as an agreement to provide financing to a portfolio company, if the BDC has, among other things, a reasonable belief, at the time it enters into such an agreement, that it will have sufficient cash and cash equivalents to meet its obligations with respect to all of its unfunded commitment agreements, in each case as it becomes due. Collectively, these requirements may limit our ability to use derivatives and/or enter into certain other financial contracts. | ||
Need for Follow-On Investments [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Need for Follow-On Investments . We may be called upon to provide follow-on funding or additional loans for, or have the opportunity to increase our investment in, our portfolio companies. There can be no assurance that we will be able to make or arrange for follow-on investments or loans or that we will have sufficient funds to do so. Any decision not to make follow-on investments or loans or the inability to make them may have a substantial negative impact on a portfolio company in need of funds or may diminish our proportionate ownership in such entity and thus our ability to influence the entity’s future conduct. The inability to make follow-on investments or loans may also impede, diminish or reduce the number of attractive investments made available to us. | ||
Inability to Take Advantage of Investment Opportunities with Affiliated Funds or Investors [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Inability to Take Advantage of Investment Opportunities with Affiliated Funds or Investors . The 1940 Act limits our ability to engage in transactions with affiliated funds and investors. For example, we are prohibited under the 1940 Act from participating in certain transactions with our affiliates without the prior approval of our Independent Directors and, in some cases, of the SEC. Any person that owns, directly or indirectly, five percent or more of our outstanding voting securities will be our affiliate for purposes of the 1940 Act, and we are generally prohibited from buying or selling any security from or to such affiliate, absent the prior approval of the Independent Directors. The 1940 Act also prohibits certain “joint” transactions with certain of our affiliates, which could include co-investments in the same portfolio company, without prior approval of the Independent Directors and, in some cases, of the SEC. Although the Company benefits from exemptive relief obtained from the SEC by the Adviser and other funds advised by the Adviser to engage in certain “joint” transactions, the relief is limited and subject to certain conditions. We are prohibited from buying or selling any security from or to any person who owns more than 25% of our voting securities or controls us (such as the Adviser) or certain of that person’s affiliates (such as other investment funds managed by the Adviser), or entering into prohibited joint transactions with such persons, absent the prior approval of the SEC. As a result of these restrictions, we may be prohibited from buying or selling any security (other than any security of which we are the issuer) from or to any portfolio company of a private equity fund managed by the Adviser or its affiliates without the prior approval of the SEC, which may limit the scope of investment opportunities that would otherwise be available to us. In situations where we cannot co-invest with other investment funds managed by the Adviser due to the restrictions contained in the 1940 Act, the investment policies and procedures of the Adviser generally require that such opportunities be offered to us and such other investment funds on an alternating basis. Therefore, there can be no assurance that we will be able to participate in all investment opportunities identified by the Adviser that are suitable for us. | ||
Effect of BDC and RIC Rules on Investment Strategy [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Effect of BDC and RIC Rules on Investment Strategy . Our having to comply with the various rules necessary to remain qualified as a BDC and a RIC could adversely impact the implementation of our investment strategy and thus reduce returns to investors. For example, the diversification requirements imposed by the RIC rules could, in certain situations, preclude us from making certain investments. | ||
Effect of Varying Terms of Classes of Units [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Effect of Varying Terms of Classes of Units . Although we have no current intention to do so, pursuant to the LLC Agreement, we may issue Preferred Units. If we issue Preferred Units, there can be no assurance that such issuance would result in a higher yield or return to the holders of the Units. The issuance of Preferred Units would likely cause the net asset value of the Units to become more volatile. If the dividend rate on the Preferred Units were to approach the net rate of return on our investment portfolio, the benefit of leverage to the holders of the Units would be reduced. If the dividend rate on the Preferred Units were to exceed the net rate of return on our portfolio, the leverage would result in a lower rate of return to the holders of the Units than if we had not issued Preferred Units. Any decline in the net asset value of our investments would be borne entirely by the holders of the Units. Therefore, if the fair value of our portfolio were to decline, the leverage would result in a greater decrease in net asset value to the holders of the Units than if we were not leveraged through the issuance of Preferred Units. | ||
Rights of Preferred Unitholders [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Rights of Preferred Unitholders . Holders of any Preferred Units that we might issue would have the right, voting separately as a single class, to elect two members of the board at all times. In addition, if dividends for Preferred Units become two full years in arrears, the holders of those Preferred Units would have the right to elect a majority of the board until such arrearage is completely eliminated. Restrictions imposed on the declarations and payment of dividends or other distributions to the holders of the Units and Preferred Units, both by the 1940 Act and by the terms of our debt financings (if any), might impair our ability to qualify as a RIC for federal income tax purposes. While we would intend to redeem the Preferred Units to the extent necessary to enable us to distribute our income as required to qualify as a RIC, there can be no assurance that such actions could be effected in time to meet the tax requirements. | ||
Retention of Proceeds [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Retention of Proceeds . The Company may retain, in whole or in part, any proceeds attributable to portfolio investments during the Commitment Period and may use the amounts so retained to make investments, pay Company fees and expenses, repay Company borrowings, or fund reasonable reserves for future Company expenses or other obligations (including obligations to make indemnification advances and payments), provided, that, after the expiration of the Commitment Period, no part of such retained amounts will be used to make any investment for which the Adviser would not be permitted to draw down Commitments. To the extent such retained amounts are reinvested in investments, a Unitholder will remain subject to investment and other risks associated with such investments. | ||
Obligations of Unitholders Relating to Credit Facilities [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Obligations of Unitholders Relating to Credit Facilities . If the Company or any of its subsidiaries enters into a credit facility, we may grant security over and transfer our right to drawdowns of capital from investors to our lenders or other creditors. Unitholders will be required to fund drawdowns up to the amount of their respective Undrawn Commitments if an event of default under a credit facility or any other borrowing agreement occurs in order to repay any indebtedness of the Company or any of its subsidiaries, and the payment by a Unitholder of any such amounts that have become due and payable by the Company out of such Unitholder’s Undrawn Commitment may be a condition to the effectiveness of (i) any transfer, withdrawal, termination or reduction of Commitments of such Unitholder, (ii) such Unitholder’s ability to cease funding its Commitment. | ||
Consequences of Failure to Pay Commitment in Full [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Consequences of Failure to Pay Commitment in Full . If a Unitholder fails to pay any installment of its Commitment, other Unitholders who have an outstanding Commitment may be required to fund their respective Commitments sooner than they otherwise would have absent such a default. In addition, if funding of Commitments by other Unitholders and our borrowings are inadequate to cover defaulted Commitments, we may be unable to pay our obligations when due or be subjected to penalties or may otherwise suffer adverse consequences that could materially adversely affect the returns to the Unitholders (including non-defaulting Unitholders). If a Unitholder defaults, there is no guarantee that we will recover the full amount of the defaulted Commitment, and such defaulting Unitholder may lose all or a portion of its economic interest in us, as described under “Item 11. Description of Registrant’s Securities to be Registered—Default Provisions.” | ||
No Registration; Limited Transferability of Units [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | No Registration; Limited Transferability of Units . The Units are being offered without registration under the Securities Act or any other laws of applicable jurisdictions. All dispositions and transfers of the Units shall be made pursuant to an effective registration statement or in accordance with an exemption from registration contained in the Securities Act. Unitholders will not be permitted to transfer their Units unless (i) we and, if required by our lending arrangements, our lenders give consent and (ii) the Transfer is made in accordance with applicable securities laws. Furthermore, the transferability of the Units may be subject to certain restrictions contained in the Subscription Agreement and the LLC Agreement and may be affected by restrictions on resale imposed under U.S. federal, U.S. state or another jurisdiction’s securities laws. A public market does not currently exist for the Units and one is not expected to develop. Withdrawal from an investment in the Units will not generally be permitted. In light of the restrictions imposed on any such transfer and in light of the limitations imposed on a Unitholder’s ability to withdraw all or part of its investment in Units, an investment in the Units should be viewed as illiquid and subject to high risk. | ||
Withholding Risk for Foreign Investors [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Withholding Risk for Foreign Investors . U.S. withholding tax rules require 30% withholding on distributions to Non-U.S. Holders unless there is certainty that such distributions are not subject to such withholding. The Company may make distributions at times of the year when there is uncertainty as to whether the amounts distributed are subject to such withholding. Accordingly, such distributions to Non-U.S. Holders may be subject to overwithholding by the Company (or its withholding agent) and Non-U.S. Holders may be required to file a return with the Internal Revenue Service in order to receive a refund of such overwithheld amounts. Non-U.S. Holders should see the discussion under the heading “Item 1(c). Description of Business—Certain U.S. Federal Income Tax Consequences—Taxation of Non-U.S. Holders.” | ||
Tax Risks [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Tax Risks . Tax consequences to Unitholders from an investment in the Units are complex. Potential Unitholders are strongly urged to review the discussion in “Item 1. Business—Certain U.S. Federal Income Tax Consequences. | ||
Political, Social and Economic Uncertainty Risk [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Political, Social and Economic Uncertainty Risk . Social, political, economic and other conditions and events (such as natural disasters, epidemics and pandemics, terrorism, conflicts and social unrest) will occur that create uncertainty and have significant impacts on issuers, industries, governments and other systems, including the financial markets, to which companies and their investments are exposed. As global systems, economies and financial markets are increasingly interconnected, events that once had only local impact are now more likely to have regional or even global effects. Events that occur in one country, region or financial market will, more frequently, adversely impact issuers in other countries, regions or markets, including in established markets such as the U.S. These impacts can be exacerbated by failures of governments and societies to adequately respond to an emerging event or threat. Uncertainty can result in or coincide with, among other things: increased volatility in the financial markets for securities, derivatives, loans, credit and currency; a decrease in the reliability of market prices and difficulty in valuing assets (including portfolio company assets); greater fluctuations in spreads on debt investments and currency exchange rates; increased risk of default (by both government and private obligors and issuers); further social, economic, and political instability; nationalization of private enterprise; greater governmental involvement in the economy or in social factors that impact the economy; changes to governmental regulation and supervision of the loan, securities, derivatives and currency markets and market participants and decreased or revised monitoring of such markets by governments or self-regulatory organizations and reduced enforcement of regulations; limitations on the activities of investors in such markets; controls or restrictions on foreign investment, capital controls and limitations on repatriation of invested capital; the significant loss of liquidity and the inability to purchase, sell and otherwise fund investments or settle transactions (including, but not limited to, a market freeze); unavailability of currency hedging techniques; substantial, and in some periods extremely high, rates of inflation, which can last many years and have substantial negative effects on credit and securities markets as well as the economy as a whole; recessions; and difficulties in obtaining and/or enforcing legal judgments. We will also be negatively affected if the operations and effectiveness of us or a portfolio company (or any of the key personnel or service providers of the foregoing) is compromised or if necessary or beneficial systems and processes are disrupted. | ||
Changes to U.S. Tariff and Import Export Regulations [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Changes to U.S. Tariff and Import/Export Regulations . There has been ongoing discussion and commentary regarding potential, significant changes to U.S. trade policies, treaties and tariffs, resulting in significant uncertainty about the future relationship between the United States and other countries with respect to trade policies, treaties and tariffs. These developments, or the perception that any of them could occur, may have a material adverse effect on global economic conditions and the stability of global financial markets, and may significantly reduce global trade and, in particular, trade between the impacted nations and the United States. Any of these factors could depress economic activity and restrict our portfolio companies’ access to suppliers or customers and have a material adverse effect on their business, financial condition and results of operations, which in turn would negatively impact us. | ||
Changes in Applicable Law [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Changes in Applicable Law . We must comply with various legal requirements, including requirements imposed by United States and non-U.S. anti-money laundering laws, securities laws, commodities laws, tax laws and pension laws. Should any of those laws change over the life of the Company, the legal requirements to which we and the Adviser may be subject could differ materially from current requirements. In addition, if a Unitholder fails to comply with applicable anti-money laundering laws and similar laws, the Company may mandatorily repurchase such Unitholder’s Units. | ||
Terrorist Action [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Terrorist Action . There is a risk of terrorist attacks on the United States and elsewhere causing significant loss of life and property damage and disruptions in global market. Economic and diplomatic sanctions may be in place or imposed on certain states and military action may be commenced. The impact of such events is unclear, but could have a material effect on general economic conditions and market liquidity. | ||
Dependence on Information Systems and Systems Failures [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Dependence on Information Systems and Systems Failures . Our business is highly dependent on the communications and information systems of the Adviser, its affiliates and third parties. Further, in the ordinary course of our business we or the Adviser may engage certain third party service providers to provide us with services necessary for our business. Any failure or interruption of those systems or services, including as a result of the termination or suspension of an agreement with any third party service providers, could cause delays or other problems in our activities. Our financial, accounting, data processing, backup or other operating systems and facilities may fail to operate properly or become disabled or damaged as a result of a number of factors including events that are wholly or partially beyond our control and adversely affect our business. There could be: • sudden electrical or telecommunications outages; • natural disasters such as earthquakes, tornadoes and hurricanes; • disease pandemics or other serious public health events, such as the recent global outbreak of COVID-19; • events arising from local or larger scale political or social matters, including terrorist acts; and • cyber-attacks. These events, in turn, could have a material adverse effect on our operating results. | ||
Cybersecurity Risks and Cyber Incidents [Member] | |||
General Description of Registrant [Abstract] | |||
Risk [Text Block] | Cybersecurity Risks and Cyber Incidents . Our business depends on the communications and information systems of our Adviser and its affiliates, our portfolio companies and third-party service providers. These systems are subject to potential cybersecurity attacks and incidents, including through adverse events that threaten the confidentiality, integrity or availability of our information resources. Cyber hacking could also cause significant disruption and harm to the companies in which we invest. Additionally, digital and network technologies (collectively, “cyber networks”) might be at risk of cyberattacks that could potentially seek unauthorized access to digital systems for purposes such as misappropriating sensitive information, corrupting data or causing operational disruption. Cyberattacks might potentially be carried out by persons using techniques that could range from efforts to electronically circumvent network security or overwhelm websites to intelligence gathering and social engineering functions aimed at obtaining information necessary to gain access. These attacks could involve gaining unauthorized access to our information systems for purposes of misappropriating assets, stealing confidential information, corrupting data or causing operational disruption and result in disrupted operations, misstated or unreliable financial data, liability for stolen assets or information, increased cybersecurity protection and insurance costs, litigation and damage to our business relationships, any of which could, in turn, have a material adverse effect on our operating results and negatively affect the value of our securities and our ability to pay distributions to our unitholders. As our reliance on technology has increased, so have the risks posed to our information systems, both internal and those provided by the Adviser and third-party service providers. In addition, we and the Adviser currently or in the future are expected to routinely transmit and receive confidential and proprietary information by email and other electronic means. We and the Adviser may not be able to ensure secure capabilities with all of our clients, vendors, service providers, counterparties and other third parties to protect the confidentiality of the information. In addition, we, the Adviser and many of our third-party service providers currently have work from home policies. Such a policy of remote working could strain our technology resources and introduce operational risks, including heightened cybersecurity risks and other risks described above. Remote working environments may be less secure and more susceptible to hacking attacks, including phishing and social engineering attempts. There is no assurance that any efforts to mitigate cybersecurity risks undertaken by us or our Adviser will be effective. Network, system, application and data breaches as a result of cybersecurity risks or cyber incidents could result in operational disruptions or information misappropriation that could have a material adverse effect on our business, results of operations and financial condition of us and of our portfolio companies. |
Organization and Basis of Prese
Organization and Basis of Presentation | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Basis of Presentation | Organization and Basis of Presentation Organization: TCW Direct Lending VIII LLC (the “Company”), was formed as a Delaware limited liability company on September 3, 2020. The Company has conducted and expects to further conduct private offerings of its common limited liability company units (the “Units”) to investors in reliance on exemptions from the registration requirements of the U.S. Securities Act of 1933, as amended (the “Securities Act”). In addition, the Company may issue preferred units, though it currently has no intention to do so. On May 27, 2021 (“Inception Date”), the Company sold and issued 10 Units at an aggregate purchase price of $ 1 to TCW Asset Management Company LLC (“TAMCO” or the “Adviser”), the Company's investment adviser and an affiliate of the TCW Group, Inc. On July 22, 2021 the Company filed an election to be regulated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”). On October 16, 2023, the Company filed an election to be treated for U.S. federal income tax purposes as a Regulated Investment Company (a “RIC”) under Subchapter M of the U.S Internal Revenue Code of 1986, as amended (the “Code”). The Company is required to meet the minimum distribution and other requirements for RIC qualification. As a BDC and a RIC, the Company is required to comply with certain regulatory requirements. On January 21, 2022, the Company entered into the Investment Advisory and Management Agreement with the Adviser. On the same date, the Company also completed the first closing of the sale of its Common Units (the “Initial Closing Date” ) pursuant to which the Company sold 4,543,770 Common Units at an aggregate purchase price of $ 454,377 . The Company may continue to accept subscription agreements and issue Units for a period of twelve-months following the Initial Closing Date (the "Closing Period"). On January 6, 2023, the Company's board of directors approved a six-month extension of the Closing Period from January 21, 2023 to July 21, 2023. On July 26, 2023, the Company's Amended and Restated Limited Liability Company Agreement was amended to extend the Closing Period to be the twenty-four month period following the Company's initial closing, until January 21, 2024 by a majority vote of the Company's Unitholders. The Company commenced operations during the first quarter of fiscal year 2022. On May 13, 2022, the Company formed a wholly-owned subsidiary, TCW DL VIII Financing LLC, a single member Delaware limited liability company. The consolidated financial statements in this annual report on Form 10-K include the accounts of the Company and its wholly-owned subsidiary. All significant intercompany transactions and balances have been eliminated in consolidation. On July 8, 2022, the Company completed the second closing of the sale of its Common Units pursuant to which the Company sold 2,178,280 Common Units for an aggregate offering price of $ 217,828 . On November 14, 2022, the Company completed the third closing of the sale of our Common Units pursuant to which the Company sold 642,500 Common Units for an aggregate offering price of $ 64,250 . On April 3, 2023, the Company completed the fourth closing of the sale of its Common Units pursuant to which the Company sold 1,025,550 Common Units for an aggregate offering price of $ 102,555 . On July 24, 2023, the Company completed the fifth closing of the sale of its Common Units pursuant to which the Company sold 1,173,625 Common Units for an aggregate offering price of $ 117,363 . On December 13, 2023, the Company completed the sixth closing of the sale of its Common Units pursuant to which the Company sold 1,145,325 Common Units for an aggregate offering price of $ 114,533 . The additional closings occurred during the 24-month Closing Period. The sale of the Common Units was made pursuant to subscription agreements entered into by the Company and each investor. Under the terms of the subscription agreements, the Company may draw down all or any portion of the undrawn commitment with respect to each Common Unit generally upon at least ten business days’ prior written notice to the unitholders. 1. Organization and Basis of Presentation (Continued) Term: The term of the Company will continue until January 21, 2029, unle ss extended or the Company is sooner dissolved as provided in the Company’s amended and restated limited liability agreement (the “LLC Agreement”) or by operation of law. The Company may extend the term for two additional one-year periods upon written notice to the holders of the Units (the “Unitholders”) and holders of preferred units, if any (together with the Unitholders, the “Members”), at least 90 days prior to the expiration of the term or the end of the first one-year period. Thereafter, the term may be extended for successive one-year periods, with the vote or consent of a supermajority representing more than 66 2/3 % in interest of the holders of the Units. Commitment Period: The Commitment Period commenced on the Initial Closing Date, the day on which the Company completed the first closing of the sale of its Units to persons not affiliated with the Adviser and will end on February 1, 2026, which is the later of (a) January 21, 2026, four years from the Initial Closing Date and (b) February 1, 2026, four years from the date in which the Company first completed an investment. However, the Commitment Period is subject to termination upon the occurrence of a Key Person Event defined as follows: A “Key Person Event” will occur if, during the Commitment Period, (i) Richard T. Miller and one or more Suzanne Grosso, Mark Gertzof and David Wang (each of such four Persons, a “Key Person” and collectively, the “Key Persons”) fail to devote substantially all (i.e. more than 85 %) of his or her business time to the investment activities of the Company, the prior funds, any successor funds and any fund(s) managed by the Adviser or an affiliate of the Adviser that are managed within the Private Credit Group (together, the “Related Entities”); or (ii) Ms. Grosso, Mr. Gertzof and Mr. Wang all fail to devote substantially all of their business time to the investment activities of the Company and the Related Entities, in each case other than as a result of a temporary disability; provided that if a replacement has been approved as described in the paragraphs below, such replacement shall be specifically designated to take the place of one of the above-named individuals and the definition “Key Person Event” will be amended to take into account such successor. Upon the occurrence of a Key Person Event, and in the event that the Adviser fails to replace the above-referenced individuals in the manner contemplated by the last sentence of this paragraph, the Commitment Period shall be automatically terminated upon such Key Person Event. The Commitment Period will be re-instated upon the vote or written consent of 66 2/3% in interest of the Unitholders. The Adviser is permitted at any time to replace any person designated above with a senior professional (including a Key Person) selected by the Adviser, provided that such replacement has been approved by a majority of the Unitholders (in which case, the approved substitute will be a Key Person in lieu of the person replaced). The determination of whether a Key Person Event has occurred will be made by the Company in accordance with the criteria set out above. If, during the Commitment Period, any Key Person shall fail to devote substantially all of his or her business time to the investment activities of the Partnership and the Related Entities other than as a result of temporary disability (the occurrence of such event, a “Key Person Departure”), the Company shall provide written notice to Unitholders of such Key Person Departure within 30 days of the date of such Key Person Departure. If the Company fails to obtain approval of a replacement of a Key Person following a Key Person Departure as provided herein, then notwithstanding anything herein, the Key Person Departure shall be permanent and the Adviser shall not be permitted to replace such Key Person. Notwithstanding the foregoing, the Adviser is permitted at any time to replace any Person designated above with a senior professional (including a Key Person) selected by the Adviser, with the approval of the majority of the Unitholders (in which case, the approved substitute shall be a Key Person in lieu of the Person replaced) no later than 90 days after the date that the Adviser informs the Company of its proposed replacement of the Key Person. If such replacement(s) end the occurrence of a Key Person Event, the Commitment Period will automatically be re-instated. In accordance with the Company’s LLC Agreement, the Company may complete investment transactions that were significantly in process as of the end of the Commitment Period and which the Company reasonably expects to be consummated prior to 90 days subsequent to the expiration date of the Commitment Period. The Company may also effect follow-on investments in existing portfolio companies up to an aggregate maximum of 10 % of aggregate cumulative invested amounts. 1. Organization and Basis of Presentation (Continued) Capital Commitments: On the Initial Closing Date, the Company began accepting subscription agreements from investors for the private sale of its Units. As of December 31, 2023, the Company has sold 10,709,060 Units for an aggregate offering price of $ 1,070,906 . Each Unitholder is obligated to contribute capital equal to their respective capital commitment to the Company (each, a “Commitment”) and each Unit’s Commitment obligation is $ 100.00 per unit. The sale of the Units was made pursuant to subscription agreements entered into by the Company and each investor. Under the terms of the subscription agreements, the Company may draw down all or any portion of the undrawn commitment with respect to each Unit generally upon at least ten business days’ prior written notice to the unitholders. The amount of capital that remains to be drawn down and contributed is referred to as an “Undrawn Commitment”. The commitment amount funded does not include amounts contributed in anticipation of a potential investment that the Company did not consummate and therefore returned to the Members as unused capital. As of December 31, 2023, aggregate Commitments, Undrawn Commitments, percentage of Commitments funded and the number of subscribed for Units of the Company were as follows: Commitments Undrawn % of Units Common Unitholder $ 1,070,906 $ 599,495 44.0 % 10,709,060 Recallable Amount: A Unitholder may be required to re-contribute amounts distributed equal to (a) such Unitholder’s share of all portfolio investments that are repaid to the Company, or otherwise recouped by the Company, and distributed to the Unitholder, in whole or in part, during or after the Commitment period, reduced by (b) all re-contributions made by such Unitholder. This amount, (the “Recallable Amount”) is excluded from the calculation of the accrual based net asset value. The Recallable Amount as of December 31, 2023 was $ 3,094 . |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | 2. Significant Accounting Policies Basis of Presentation: The Company’s consolidated financial statements were prepared in accordance with accounting principles generally accepted in the United States (“GAAP”). The Company is an investment company following accounting and reporting guidance in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946, Financial Services—Investment Companies (“ASC Topic 946”). Reclassifications: As of December 31, 2022, the Company had $ 780 in the Consolidated Statements of Operations relating to interest expense on repurchase transactions which has been reclassified out of Other expenses and into Interest expense on repurchase transactions to conform to the current period presentation. Use of Estimates : The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect (i) the reported amounts of assets and liabilities at the date of the consolidated financial statements, (ii) the reported amounts of income and expenses during the years presented and (iii) disclosure of contingent assets and liabilities at the date of the consolidated financial statements. Actual results could differ from those estimates, and such differences could be material. Investments : The Company measures the fair value of its investments in accordance with ASC Topic 820, Fair Value Measurements and Disclosure (“ASC 820”). Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Market participants are defined as buyers and sellers in the principal or most advantageous market (which may be a hypothetical market) that are independent, knowledgeable, and willing and able to transact. In accordance with ASC 820, the Company considers the principal market of its investments to be the market in which the investment trades with the greatest volume and level of activity. 2. Significant Accounting Policies (Continued) Transactions : The Company records investment transactions on the trade date. The Company considers the trade date for investments not traded on a recognizable exchange, or traded in the over-the-counter markets, to be the date on which the Company receives legal or contractual title to the asset and bears the risk of loss. Income Recognition : Interest income and interest income paid-in-kind are recorded on an accrual basis unless doubtful of collection or the related investment is in default. Realized gains and losses on investments are recorded on a specific identification basis. The Company typically receives a fee in the form of a discount to the purchase price at the time it funds an investment in a loan. The discount is accreted to interest income over the life of the respective loan, using the effective-interest method assuming there are no questions as to collectability, and reflected in the amortized cost basis of the investment. Ongoing facility, commitment or other additional fees including prepayment fees, consent fees and forbearance fees are recognized immediately when earned as income. The Company may enter into certain intercreditor agreements that entitle the Company to the “last out” tranche of first lien secured loans, whereby the “first out” tranche will receive priority as to the “last out” tranche with respect to payments of principal, interest, and any other amounts due thereunder. In certain cases, the Company may receive a higher interest rate than the contractual stated interest rate as disclosed on the Company’s Consolidated Schedule of Investments. Certain investments have an unfunded loan commitment for a delayed draw term loan or revolving credit. The Company earns an unused commitment fee on the unfunded commitment during the commitment period. The expiration date of the commitment period may be earlier than the maturity date of the investment stated above. See Note 5—Commitments and Contingencies. Loans are generally placed on non-accrual status when principal or interest payments are past due 30 days or more or when there is reasonable doubt that principal or interest will be collected in full. Accrued and unpaid interest is generally reversed when a loan is placed on non-accrual status. Interest payments received on non-accrual loans may be recognized as income or applied to principal depending upon management’s judgment regarding collectability. Non-accrual loans are restored to accrual status when past due principal and interest is paid and, in management’s judgment, are likely to remain current. The Company may make exceptions to this policy if the loan has sufficient collateral value and is in the process of collection. Deferred Financing Costs: Deferred financing costs incurred by the Company in connection with the Credit Facility (as defined in Note 7 to the Consolidated Financial Statements), including arrangement fees, upfront fees and legal fees, are amortized on a straight-line basis over the term of the credit facility. Organizational and Offering Costs : Costs incurred to organize the Company are expensed as incurred. Offering costs are accumulated and will be charged directly to Members’ Capital at the end of the period during which Units will be offered (the “Closing Period”). The Company will not bear more than an amount equal to 10 basis points of the aggregate capital commitments to the Company through the Units (in aggregate, the “Commitments”) of the Company for organizational and offering costs in connection with the offering of the Units through the Closing Period. Organizational costs are expensed as incurred and since inception, the Company has incurred $ 691 in organizational costs, of which $ 29 was expensed during the year ended December 31, 2023. Since inception, the Company has incurred $ 316 in offering costs which were charged directly to Members’ Capital as of December 31, 2023 . Cash and Cash Equivalents : The Company generally considers investments with a maturity of three months or less at the time of acquisition to be cash equivalents. As of December 31, 2023, cash and cash equivalents are comprised of demand deposits and highly liquid investments with maturities of three months or less. C ash equivalents are carried at amortized costs which approximates fair value and are classified as Level 1 in the GAAP valuation hierarchy. 2. Significant Accounting Policies (Continued) Short-term investments: The Company generally considers investments with original maturities beyond three months at the date of purchase and one year or less from the balance sheet date to be short-term investments. As of December 31, 2023 , short-term investments is comprised of U.S. Treasury bills, all of which are carried at fair value and are classified as Level 1 in the GAAP valuation hierarchy. Income Taxes: The Company has elected to be regulated as a BDC under the 1940 Act. The Company also intends to be treated as a RIC under the Code and will make such an election beginning with the taxable year ending December 31, 2022. S o long as the Company maintains its status as a RIC, it generally will not pay corporate-level U.S. federal income taxes on any ordinary income or capital gains that it distributes at least annually to its Unitholders as dividends. Rather, any tax liability related to income earned and distributed by the Company represents obligations of the Company’s investors and will not be reflected in the consolidated financial statements of the Company. Repurchase Obligations: Transactions whereby the Company sells an investment it currently holds with a concurrent agreement to repurchase the same investment at an agreed upon price at a future date are accounted for as secured borrowings in accordance with ASC 860, Transfers and Servicing. The investment subject to the repurchase agreement remains on the Company's Statements of Assets and Liabilities and a secured borrowing is recorded for the future repurchase obligation. The secured borrowing is collateralized by the investment subject to the repurchase agreement. Interest expense associated with the repurchase obligation is reported on the Company's Consolidated Statements of Operations within Interest expense on repurchase transactions. Recent Accounting Pronouncements: In June 2022, the FASB issued ASU No. 2022-03, Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions (“ASU 2022-03”). ASU 2022-03 (1) clarifies the guidance in ASC 820 on the fair value measurement of an equity security that is subject to a contractual sale restriction and (2) requires specific disclosures related to such an equity security. ASU 2022-03 is effective for fiscal years beginning after December 15, 2023 and interim periods within that fiscal year, with early adoption permitted. On January 1, 2024 , the Company adopted ASU 2022-03 and the adoption did not have a material impact on the consolidated financial statements. |
Investment Valuations and Fair
Investment Valuations and Fair Value Measurements | 12 Months Ended |
Dec. 31, 2023 | |
Investment Valuations And Fair Value Measurements [Abstract] | |
Investment Valuations and Fair Value Measurements | 3. Investment Valuations and Fair Value Measurements Investments at Fair Value: Investments held by the Company are valued at fair value. Fair value is generally determined on the basis of last reported sales prices or official closing prices on the primary exchange in which each security trades, or if no sales are reported, generally based on the midpoint of the valuation range obtained for debt investments from a quotation reporting system, established market makers or pricing service. Investments for which market quotes are not readily available or are not considered reliable are valued at fair value according to procedures approved by the Board of Directors (the “Board”) based on similar instruments, internal assumptions and the weighting of the available pricing inputs. Pursuant to Rule 2a-5 under the 1940 Act, the Board has designated the Adviser as the "valuation designee" with respect to the fair valuation of the Company's portfolio securities, subject to oversight by and periodic reporting to the Board. Fair Value Hierarchy: Assets and liabilities are classified by the Company into three levels based on valuation inputs used to determine fair value: Level 1 values are based on unadjusted quoted market prices in active markets for identical assets. Level 2 values are based on significant observable market inputs, such as quoted prices for similar assets and quoted prices in inactive markets or other market observable inputs. 3. Investment Valuations and Fair Value Measurements (Continued) Level 3 values are based on significant unobservable inputs that reflect the Company’s determination of assumptions that market participants might reasonably use in valuing the assets. Categorization within the hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The valuation levels are not necessarily an indication of the risk associated with investing in those securities. Level 1 Assets (Investments) : The valuation techniques and significant inputs used to determine fair value are as follows: Equity, (Level 1) , generally includes common stock valued at the closing price on the primary exchange in which the security trades. Level 2 Assets (Investments) : The valuation techniques and significant inputs used to determine fair value are as follows: Equity, (Level 2) , generally include warrants valued using quotes for comparable investments. Level 3 Assets (Investments): The following valuation techniques and significant inputs are used to determine the fair value of investments in private debt and equity for which reliable market quotations are not available. Some of the inputs are independently observable however, a significant portion of the inputs and the internal assumptions applied are unobservable. Debt, (Level 3) , include investments in privately originated senior secured debt. Such securities are valued based on specific pricing models, internal assumptions and the weighting of the available pricing inputs. A discounted cash flow approach incorporating a weighted average cost of capital is generally used to determine fair value or, in some cases, an enterprise value waterfall method. Valuation may also include a shadow rating method. Standard pricing inputs include but are not limited to the financial health of the issuer, place in the capital structure, value of other issuer debt, credit, industry, and market risk and events. Equity , (Level 3), may include common stock, preferred stock and warrants. Such securities are valued based on specific pricing models, internal assumptions and the weighting of the available pricing inputs. A market approach is generally used to determine fair value. Pricing inputs include, but are not limited to, financial health and relevant business developments of the issuer; EBITDA; market multiples of comparable companies; comparable market transactions and recent trades or transactions; issuer, industry and market events; and contractual or legal restrictions on the sale of the security. When a Black-Scholes pricing model is used it follows the income approach. The pricing model takes into account the contract terms as well as multiple inputs, including: time value, implied volatility, equity prices and interest rates. A liquidity discount based on current market expectations, future events, minority ownership position and the period management reasonably expects to hold the investment may be applied. Pricing inputs and weightings applied to determine value require subjective determination. Accordingly, valuations do not necessarily represent the amounts that may eventually be realized from sales or other dispositions of investments. The following is a summary by major security type of the fair valuations according to inputs used in valuing investments listed in the Consolidated Schedule of Investments as of December 31, 2023: Investments Level 1 Level 2 Level 3 Total Debt $ — $ — $ 742,916 $ 742,916 Cash equivalents 41,447 — — 41,447 Total $ 41,447 $ — $ 742,916 $ 784,363 3. Investment Valuations and Fair Value Measurements (Continued) The following is a summary by major security type of the fair valuations according to inputs used in valuing investments listed in the Consolidated Schedule of Investments as of December 31, 2022: Investments Level 1 Level 2 Level 3 Total Debt $ — $ — $ 304,672 $ 304,672 Short- term investments 132,638 — — 132,638 Cash equivalents 18,881 — — 18,881 Total $ 151,519 $ — $ 304,672 $ 456,191 The following tables provide a reconciliation of the beginning and ending balances for total investments that use Level 3 inputs for the years ended December 31, 2023 and 2022: Debt Equity Total Balance, January 1, 2023 $ 304,672 $ — $ 304,672 Purchases, including payments received in-kind 536,889 — 536,889 Sales and paydowns of investments ( 107,517 ) — ( 107,517 ) Amortization of premium and accretion of discount, net 4,085 — 4,085 Net realized gains 412 — 412 Net change in unrealized appreciation/(depreciation) 4,375 — 4,375 Balance, December 31, 2023 $ 742,916 $ — $ 742,916 Change in net unrealized appreciation/(depreciation) in investments held as of December 31, 2023 $ 4,902 $ — $ 4,902 Debt Equity Total Balance, January 1, 2022 $ — $ — $ — Purchases, including payments received in-kind 332,534 — 332,534 Sales and paydowns of investments ( 29,520 ) — ( 29,520 ) Amortization of premium and accretion of discount, net 1,325 — 1,325 Net change in unrealized appreciation/(depreciation) 333 — 333 Balance, December 31, 2022 $ 304,672 $ — $ 304,672 Change in net unrealized appreciation/(depreciation) in investments held as of December 31, 2022 $ 333 $ — $ 333 The Company did no t have any transfers between levels during the year ended December 31, 2023 and 2022. Level 3 Valuation and Quantitative Information: The following table summarizes the valuation techniques and quantitative information utilized in determining the fair value of the Level 3 investments as of December 31, 2023: Investment Type Fair Value Valuation Unobservable Range Weighted Impact to Debt $ 700,253 Income Method Discount Rate 9.7 % to 20.7 % 13.0 % Decrease Debt $ 42,663 Market Method Indicative Bid 101.0 % to 102.8 % N/A Increase * Weighted based on fair value 3. Investment Valuations and Fair Value Measurements (Continued) Level 3 Valuation and Quantitative Information: The following table summarizes the valuation techniques and quantitative information utilized in determining the fair value of the Level 3 investments as of December 31, 2022: Investment Type Fair Value Valuation Unobservable Range Weighted Impact to Debt $ 270,813 Income Method Discount Rate 8.9 % to 19.9 % 13.2 % Decrease Debt $ 33,859 Market Method Indicative Bid 98.5 % to 98.5 % N/A Increase * Weighted based on fair value The Company generally utilizes the midpoint of a valuation range provided by an external, independent valuation firm in determining fair value. |
Agreements and Related Party Tr
Agreements and Related Party Transactions | 12 Months Ended |
Dec. 31, 2023 | |
Related Party Transactions [Abstract] | |
Agreements and Related Party Transactions | 4. Agreements and Related Party Transactions Advisory Agreement : On January 21, 2022, the Company entered into the Investment Advisory and Management Agreement (the “Advisory Agreement”) with the Adviser, a registered investment adviser under the Investment Advisers Act of 1940, as amended. The Advisory Agreement became effective upon its execution. Unless earlier terminated, the Advisory Agreement will remain in effect for a period of two years and will remain in effect from year to year thereafter if approved annually by (i) the vote of the Board, or by the vote of a majority of the Company’s outstanding voting securities and (ii) the vote of a majority of the Board who are not “interested persons” (as defined in Section 2(a)(19) of the 1940 Act) of the Company, the Adviser or any of their respective affiliates (the “Independent Directors”). The Advisory Agreement will automatically terminate in the event of an assignment by the Adviser. On November 8, 2023 the Advisory Agreement was reapproved by the Company's Board. The Advisory Agreement may be terminated by either party, by vote of the Company’s Board, or by a vote of the majority of the Company’s outstanding voting units, without penalty upon not less than 60 days’ prior written notice to the applicable party. If the Advisory Agreement is terminated according to this paragraph, the Company will pay the Adviser a pro-rated portion of the Management Fee and Incentive Fee (each as defined below). Pursuant to the Advisory Agreement, the Adviser will: • determine the composition of the Company’s portfolio, the nature and timing of the changes to the Company’s portfolio and the manner of implementing such changes; • identify, evaluate and negotiate the structure of the investments the Company makes (including performing due diligence on the Company’s prospective portfolio companies); • determine the assets the Company will originate, purchase, retain or sell; • close, monitor and administer the investments the Company makes, including the exercise of any rights in the Company’s capacity as a lender; and • provide the Company such other investment advice, research and related services as the Company may, from time to time, require. 4. Agreements and Related Party Transactions (Continued) The Company pays to the Adviser, quarterly in arrears, a management fee in cash (the “Management Fee”) calculated as follows: 0.3125 % (i.e., 1.25 % per annum) of the average gross assets of the Company on a consolidated basis, with the average determined based on the gross assets of the Company as of the end of the three most recently completed calendar months. “Gross assets” means the amortized cost of the Company’s portfolio investments (including portfolio investments purchased with borrowed funds and other forms of leverage, such as preferred units, public and private debt issuances, derivative instruments, repurchase agreements and other similar instruments or arrangements) that have not been sold, distributed to members, or written off for tax purposes (but reduced by any portion of such cost basis that has been written down to reflect a permanent impairment of value of any portfolio investment), and excluding cash and cash equivalents. The Management Fee for any partial month or quarter will be appropriately pro-rated. For the years ended December 31, 2023 and 2022, Management Fees incurred were $ 7,214 and $ 2,256 , respectively, of which $ 2,355 and $ 889 remained payable as of December 31, 2023 and 2022, respectively. In addition, the Adviser will receive an incentive fee (the “Incentive Fee”) as follows: (a) First, no Incentive Fee will be owed until the Unitholders have collectively received cumulative distributions pursuant to this clause equal to their aggregate capital contributions in respect of all Units; (b) Second, no Incentive Fee will be owed until the Unitholders have collectively received cumulative distributions equal to an 8.0 % internal rate of return on their aggregate capital contributions in respect of all Units (the “Hurdle”); (c) Third, the Adviser will be entitled to an Incentive Fee out of 100 % of additional amounts otherwise distributable to Unitholders until such time as the Incentive Fee paid to the Adviser is equal to 15 % of the sum of (i) the amount by which the Hurdle exceeds the aggregate capital contributions of the Unitholders in respect of all Units and (ii) the amount of Incentive Fee being paid to the Adviser pursuant to this clause (c); and (d) Thereafter, the Adviser will be entitled to an Incentive Fee equal to 15 % of additional amounts otherwise distributable to Unitholders, with the remaining 85 % distributed to the Unitholders. The Incentive Fee will be calculated on a cumulative basis and the amount of the Incentive Fee payable in connection with any distribution (or deemed distribution) will be determined and, if applicable, paid in accordance with the foregoing formula each time amounts are to be distributed to the Unitholders. For purposes of calculating the Incentive Fee, as provided in 3.3.2 of the LLC Agreement, Aggregate Contributions shall not include NAV Balancing Contributions or Late-Closer Contributions (as such terms are defined in the LLC Agreement), and the distributions to Common Unitholders shall not include distributions attributable to Late-Closer Contributions. NAV Balancing Contributions received by the Company will not be treated as amounts distributed to Common Unitholders for purposes of calculating the Incentive Fee. In addition if distributions to which a Defaulting Member (as such term is defined in the LLC Agreement) otherwise would have been entitled have been withheld pursuant to 6.2.4 of the LLC Agreement, the amounts so withheld shall be treated for such purposes as having been distributed to such Defaulting Member. The amount of any distribution of securities made in kind shall be equal to the fair market value of those securities at the time of distribution determined pursuant to 13.4 of the LLC Agreement. 4. Agreements and Related Party Transactions (Continued) If the Advisory Agreement terminates early for any reason other than (i) the Adviser voluntarily terminating the agreement or (ii) the Company terminating the agreement for cause (as set out in the Advisory Agreement), the Company will be required to pay the Adviser a final incentive fee payment (the “Final Incentive Fee Payment”). The Final Incentive Fee Payment will be calculated as of the date the Advisory Agreement is so terminated and will equal the amount of Incentive Fee that would be payable to the Adviser if (A) all of the Company’s investments were liquidated for their current value (but without taking into account any unrealized appreciation of any portfolio investment), and any unamortized deferred portfolio investment-related fees were deemed accelerated, (B) the proceeds from such liquidation were used to pay all of the Company’s outstanding liabilities, and (C) the remainder were distributed to Unitholders and paid as Incentive Fee in accordance with the “waterfall” (i.e., clauses (a) through (d)) described above for determining the amount of the Incentive Fee. The Company will make the Final Incentive Fee Payment in cash on or immediately following the date the Advisory Agreement is so terminated. The Adviser Return Obligation (defined below) will not apply in connection with a Final Incentive Fee Payment. Adviser Return Obligation : After the Company has made its final distribution of assets in connection with its dissolution, if the Adviser has received aggregate payments of Incentive Fees in excess of the amount the Adviser was entitled to receive pursuant to “ Incentive Fee ” above, then the Adviser will return to the Company, on or before 90 days after such final distribution of assets, an amount equal to such excess (the “Adviser Return Obligation”). Notwithstanding the preceding sentence, in no event will the Adviser be required to return to the Company an amount greater than the aggregate Incentive Fees paid to the Adviser, reduced by the excess (if any) of (a) the aggregate federal, state and local income tax liability the Adviser incurred in connection with the payment of such Incentive Fees, over (b) an amount equal to the U.S. federal and state tax benefits available to the Adviser by virtue of the payment made by the Adviser pursuant to its Adviser Return Obligation. Administration Agreement : On January 21, 2022, the Company entered into an Administration Agreement (the “Administration Agreement”) with TCW Asset Management Company LLC (in such capacity, the “Administrator”). Under the Administration Agreement, the Administrator will furnish us with office facilities and equipment, and clerical, bookkeeping and record keeping services. On November 8, 2023 the Administration Agreement was reapproved by the Company's Board. Pursuant to the Administration Agreement, the Administrator will oversee the maintenance of the Company’s financial records and otherwise assist with the Company’s compliance with BDC and RIC rules, monitor the payment of expenses, oversee the performance of administrative and professional services rendered to the Company by others, be responsible for the financial and other records that the Company is required to maintain, prepare and disseminate reports to the Unitholders and reports and other materials to be filed with the SEC or other regulators, assist the Company in determining and publishing (as necessary or appropriate) its net asset value, oversee the preparation and filing of tax returns, generally oversee the payment of expenses and provide such other services as the Administrator, subject to review of the Company’s Board, shall from time to time determine to be necessary or useful to perform its obligations under the Administration Agreement. The Administrator may perform these services directly, may delegate some or all of them through the retention of a sub-administrator and may remove or replace any sub-administrator. Payments under the Administration Agreement will be equal to an amount that reimburses the Administrator for the costs and expenses incurred by the Administrator in performing its obligations and providing personnel and facilities under the Administration Agreement. The amounts paid pursuant to the Administration Agreement are subject to Company Expenses Limitation (as defined herein). The Administrator agrees that it would not charge total fees under the Administration Agreement that would exceed its reasonable estimate of what a qualified third party would charge to perform substantially similar services. The costs and expenses paid by the Company and the applicable caps on certain costs and expenses are described below under “ Expenses ”. 4. Agreements and Related Party Transactions (Continued) The Administration Agreement provides that neither the Administrator, nor any director, officer, agent or employee of the Administrator, shall be liable or responsible to the Company or any of the Unitholders for any error of judgment, mistake of law or any loss arising out of any investment, or for any other act or omission in the performance by such person or persons of their respective duties, except for liability resulting from willful misfeasance, bad faith, gross negligence, or reckless disregard of their respective duties. The Company will also indemnify the Administrator and its members, managers, officers, employees, agents, controlling persons and any other person or entity affiliated with it. Expenses: The Company, and indirectly the Unitholders, will bear all costs, expenses and liabilities, other than Adviser Operating Expenses (which shall be borne by the Adviser), in connection with the Company’s organization, operations, administration and transactions (“Company Expenses”). Company Expenses shall include, without limitation: (a) organizational expenses and expenses associated with the issuance of the Units and organizational expenses of a related entity organized and managed by the Adviser or an affiliate of the Adviser as a feeder fund for the Company and issuance of interests therein; (b) expenses of calculating net asset value (including the cost and expenses of any independent valuation firm); (c) fees payable to third parties, including agents, consultants, attorneys or other advisors, relating to, or associated with, evaluating and making investments; (d) expenses incurred by the Adviser or the Administrator payable to third parties, including agents, consultants, attorneys or other advisors, relating to or associated with monitoring the Company’s financial and legal affairs, providing administrative services, monitoring or administering the Company’s investments and performing due diligence reviews of prospective investments and the corresponding portfolio companies; (e) costs associated with the Company’s reporting and compliance obligations under the 1940 Act, the 1934 Act and other applicable federal or state securities laws; (f) fees and expenses incurred in connection with debt incurred to finance the Company’s investments or operations, and payment of interest and repayment of principal on such debt; (g) expenses related to sales and purchases of Units and other securities; (h) Management Fees and Incentive Fees; (i) administrator fees and expenses payable under the Administration Agreement, provided that any such fees payable to the Administrator shall be limited to what a qualified third party would charge to perform substantially similar services; (j) transfer agent, sub-administrator and custodial fees; (k) expenses relating to the issue, repurchase and transfer of Units to the extent not borne by the relevant transferring Unitholders and/or assignees; (l) federal and state registration fees; (m) federal, state and local taxes and other governmental charges assessed against the Company; (n) independent directors’ fees and expenses and the costs associated with convening a meeting of the Company’s board of directors or any committee thereof; (o) fees and expenses and the costs associated with convening a meeting of the Unitholders or holders of any Preferred Units; (p) costs of any reports, proxy statements or other notices to Unitholders, including printing and mailing costs; (q) costs and expenses related to the preparation of the Company’s consolidated financial statements and tax returns; (r) the Company’s allocable portion of the fidelity bond, directors and officers/errors and omissions liability insurance, and any other insurance premiums; (s) direct costs and expenses of administration, including printing, mailing, long distance telephone, and copying; (t) independent auditors and outside legal costs, including legal costs associated with any requests for exemptive relief, “no-action” positions or other guidance sought from a regulator, pertaining to the Company; (u) compensation of other third party professionals to the extent they are devoted to preparing the Company’s consolidated financial statements or tax returns or providing similar “back office” financial services to the Company; (v) Adviser costs and expenses (excluding travel) in connection with identifying and investigating investment opportunities for the Company, monitoring the Company’s investments and disposing of any such investments; (w) portfolio risk management costs; (x) commissions or brokerage fees or similar charges incurred in connection with the purchase or sale of securities (including merger fees); (y) costs and expenses attributable to normal and extraordinary investment banking, commercial banking, accounting, auditing, appraisal, valuation, administrative agent activities, custodial and registration services provided to the Company, including in each case services with respect to the proposed purchase or sale of securities by us that are not reimbursed by the issuer of such securities or others (whether or not such purchase or sale is consummated); (z) costs of amending, restating or modifying the Company’s LLC Agreement or Advisory Agreement or related documents of the Company or related entities; (aa) fees, costs, and expenses incurred in connection with the termination, liquidation or dissolution of the Company or related entities; and (bb) all other properly and reasonably chargeable expenses incurred by the Company or the Administrator in connection with administering the Company’s business. 4. Agreements and Related Party Transactions (Continued) However, the Company will not bear more than (a) an amount equal to 10 basis points of its aggregate Commitments for organizational expenses and offering expenses in connection with the offering of Units through the Closing Period (see “ The Private Offering—Closing Period ”) and (b) 12.5 basis points of the greater of total commitments or total assets computed annually for Company Expenses (“Company Expenses Limitation”); provided, that, any amount by which actual annual expenses in (b) exceed the Company Expenses Limitation shall be reimbursed to us by the Adviser in the year such excess is incurred with any partial year assessed and reimbursed on a pro rata basis; and provided, further, that in determining the Company Expenses subject to the Company Expenses Limitation in (b), the following expenses shall be excluded and shall be borne by us as incurred without regard to the Company Expenses Limitation in (b): the Management Fee, the Incentive Fee, organizational and offering expenses (which are subject to the separate cap), amounts incurred in connection with the Company’s borrowings (including collateral agent (security trustee) fees, interest, bank fees, legal fees and other transactional expenses arising out of or related to any borrowing or borrowing facility and similar costs), transfer agent fees, federal, state and local taxes and other governmental charges assessed against the Company, out-of-pocket expenses of calculating net asset value (including the cost and expenses of any independent valuation firm engaged for that purpose and the costs and expenses of the valuation of the Company’s portfolio investments performed by the Company’s independent auditors in order to comply with applicable Public Company Accounting Oversight Board standards), out-of-pocket costs and expenses incurred in connection with arranging or structuring investments and their ongoing operations (including expenses and liabilities related to the formation and ongoing operations of any special purpose entity or entities in connection with an investment), out-of-pocket legal costs associated with any requests for exemptive relief, “no-action” positions or other guidance sought from a regulator pertaining to the Company, out-of-pocket costs and expenses relating to any reorganization or liquidation of the Company, directors and officers/errors and omissions liability insurance, and any extraordinary expenses (such as litigation expenses and indemnification payments). Notwithstanding the foregoing, amounts reimbursed pursuant to the Company Expenses Limitation in any year may be carried forward by the Adviser and recouped in future years where the Company Expenses Limitation is not exceeded but in no event will the Company carryforward to future periods the amount by which actual annual Company Expenses for a year exceed the Company Expenses Limitation for more than three years from the date on which such expenses were reimbursed. “Adviser Operating Expenses” means overhead and operating and administrative expenses incurred by or on behalf of the Adviser or any of its affiliates, including the Company, in connection with maintaining and operating the Adviser’s office, including salaries and other compensation (including compensation due to its officers), rent, routine office equipment expense and liability and insurance premiums (other than (i) those incurred in maintaining fidelity bonds and Indemnitee insurance policies and (ii) the allocable portion of the Administrator’s overhead in performing its obligations), in furtherance of providing supervisory investment management services for the Company. For the avoidance of doubt, Adviser Operating Expenses include any expenses incurred by the Adviser or its affiliates in connection with the Adviser’s registration as an investment adviser under the Investment Advisers Act of 1940, as amended (“Advisers Act”), or with its compliance as a registered investment adviser thereunder. All Adviser Operating Expenses and all expenses of the Company that the Company will not bear, as set forth above, will be borne by the Adviser or its affiliates. During the year ended December 31, 2022, the Company reimbursed TAMCO for costs incurred during the year ended December 31, 2021. The aggregate of such costs was $ 583 which included $ 504 for organizational costs and $ 79 for Company expenses. In addition, the Adviser reimbursed $ 78 and $ 182 , respectively, of the Company's expenses for the years ended December 31, 2023 and 2022. The Adviser's ability to potentially recoup expense reimbursements provided to the Company for the years ended December 31, 2023 and 2022 will expire on December 31, 2026 and 2025 , respectively, and will depend on whether the Company's expenses fall below the annual 12.5 basis point limit (i.e. in accordance with our Administration Agreement, the Company will not bear Company Expenses more than an amount equal to 12.5 basis points of aggregate commitments annually). As of December 31, 2023, the Adviser has expense reimbursements available for recoupment of $ 260 , of which, $ 78 and $ 182 will expire on December 31, 2026 and 2025 respectively. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies Disclosure [Text Block] | 5. Commitments and Contingencies The Company had the following unfunded commitments and unrealized depreciation by investment as of December 31, 2023 and 2022: December 31, 2023 December 31, 2022 Unfunded Commitments Maturity/ Amount Unrealized Amount Unrealized Black Rock Coffee Holdings, LLC October 2023 $ — $ — $ 4,711 $ 113 CG Buyer, LLC July 2025 3,696 111 — — CSAT Holdings LLC June 2028 3,934 59 — — D&D Buyer, LLC October 2025 8,075 162 — — D&D Buyer, LLC October 2028 2,307 46 — — Del Real, LLC March 2028 4,079 — — — Five Star Buyer, Inc. May 2024 3,035 112 — — Five Star Buyer, Inc. February 2028 3,035 112 — — Hoffmaster Group, Inc. February 2028 2,096 — — — Jones Industrial Holdings, Inc. February 2025 8,959 — — — Red Robin International, Inc. March 2027 1,566 13 626 30 Rising Pharma Holdings, Inc. December 2026 1,981 44 1,981 99 RPM Purchaser, Inc. September 2025 7,587 121 — — Signature Brands, LLC March 2025 3,654 117 — — Sunland Asphalt & Construction, LLC December 2024 8,033 24 — — Total $ 62,037 $ 921 $ 7,318 $ 242 From time to time, the Company may become a party to certain legal proceedings incidental to the normal course of its business. As of December 31, 2023, the Company is not aware of any pending or threatened litigation. In the normal course of business, the Company enters into contracts which provide a variety of representations and warranties, and that provide general indemnifications. Such contracts include those with certain service providers, brokers and trading counterparties. Any exposure to the Company under these arrangements is unknown as it would involve future claims that may be made against the Company; however, based on the Company’s experience, the risk of loss is remote and no such claims are expected to occur. As such, the Company has not accrued any liability in connection with such indemnifications. |
Members Capital
Members Capital | 12 Months Ended |
Dec. 31, 2023 | |
Statement of Stockholders' Equity [Abstract] | |
Members Capital | 6. Members' Capital The Company's Unit activity for the years ended December 31, 2023 and 2022, was as follows (See Note 1): Year ended December 31, 2023 2022 Units at beginning of period 7,364,560 10 Units issued and committed during the period 3,344,500 7,364,550 Units issued and committed at end of period 10,709,060 7,364,560 No deemed distributions and contributions were processed during the years ended December 31, 2023 and 2022 . |
Credit Facilities
Credit Facilities | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Credit Facilities | 7. Credit Facilities On March 8, 2022, the Company entered into a senior secured revolving credit facility (the “Subscription Based Credit Facility” fka the “March 2022 Credit Facility”) among the Company, as borrower, and PNC Bank, National Association, as administrative agent and committed lender (“PNC”). The Subscription Based Credit Facility provides for a revolving credit line of up to $ 200,000 (the “Subscription Based Credit Facility Maximum Commitment”), subject to the lesser of (i) a percentage of unfunded commitments from certain classes of eligible investors in the Company (the “Subscription Based Credit Facility Borrowing Base”) and (ii) the Subscription Based Credit Facility Maximum Commitment. The Subscription Based Credit Facility has an initial commitment of $ 200,000 and may be periodically increased in amounts designated by the Company, up to an aggregate amount of $ 400,000 . The maturity date of the Subscription Based Credit Facility is March 7, 2025 , unless such date is extended at the Company’s option for a term of up to 12 months after the maturity date. Borrowings under the Subscription Based Credit Facility bear interest at a rate equal to either (a) a base rate calculated in a customary manner (which will never be less than the adjusted SOFR rate plus 1.00 %) plus 0.75 % or (b) adjusted SOFR rate calculated in a customary manner plus 1.75 %. The Subscription Based Credit Facility is secured by a first priority security interest, subject to customary exceptions, in (i) all of the capital commitments of the investors in the Company, (ii) the Company’s right to make capital calls, receive payment of capital contributions from the investors and enforce payment of the capital commitments and capital contributions under the Company’s operating agreement and (iii) a cash collateral account into which the capital contributions from the investors are made. The Subscription Based Credit Facility may be terminated, and any outstanding amounts thereunder may become due and payable, should the Company fail to satisfy certain covenants. As of December 31, 2023, the Company was in compliance with such covenants. On September 13, 2022, TCW DL VIII Financing LLC (the “Borrower” or “TCW DL VIII Financing”), a newly-formed, wholly-owned, special purpose financing subsidiary of the Company entered into a senior secured credit facility (the “Asset Based Credit Facility” fka the “September 2022 Credit Facility” and together with the Subscription Based Credit Facility, the “Credit Facilities”) pursuant to a credit and security agreement with PNC, as facility agent, the lenders from time to time party thereto, U.S. Bank National Association, as custodian, and Alter Domus (US) LLC, as collateral agent and collateral administrator. The Asset Based Credit Facility provides for an aggregate principal amount of up to $ 250,000 of revolving and term loans (the “Asset Based Credit Facility Maximum Commitment”), subject to compliance with a borrowing base (the “Asset Based Credit Facility Borrowing Base”). The Asset Based Credit Facility Maximum Commitment may be periodically increased in amounts designated by the Borrower up to an aggregate principal amount of $ 800,000 , subject to lender consent and obtaining commitments for the increase. Under the Asset Based Credit Facility, the Borrower may make borrowings of (i) revolving loans (the “Asset Based Revolving Credit Facility” fka the “September 2022 Revolving Credit Facility” and together with the Subscription Based Credit Facility, the “Revolving Credit Facilities”) during the period commencing September 13, 2022 and ending on September 13, 2025 and (ii) term loans (the “Term Loan”) during the period commencing September 13, 2022 and ending on September 13, 2023, unless, in the case of (i) and (ii), there is an earlier termination of the Asset Based Credit Facility or event of default thereunder. The Asset Based Credit Facility will mature on September 13, 2027 . Borrowings under the Asset Based Credit Facility will bear interest at a fluctuating rate of interest per annum equal to, at the Borrower’s option, either (i) a SOFR reference rate plus the facility margin of 2.25 % per annum or (ii) the Base Rate plus the facility margin of 2.25 % per annum. The Borrower’s obligations under the Asset Based Credit Facility are secured by a first priority security interest in all of the assets of the Borrower, including its portfolio of loans which will be contributed by the Company to the Borrower in exchange for 100 % of the membership interest of the Borrower and any payments received in respect of such loans. The Company may contribute or sell to the Borrower additional loans from time to time after the closing date, which shall be pledged in favor of the lenders under the Asset Based Credit Facility. 7. Credit Facilities (Continued) Under the Asset Based Credit Facility, the Borrower has made customary representations and warranties and is required to comply with various affirmative and negative covenants, reporting requirements and other customary requirements for similar credit facilities. The Asset Based Credit Facility also includes events of default that are customary for similar credit facilities. As of December 31, 2023, the Borrower was in compliance with such covenants. On August 11, 2023, the Company amended the Asset Based Credit Facility and entered into the Amendment No. 1 to Credit and Security Agreement ("Amendment No. 1"). Amendment No. 1 increased the Asset Based Credit Facility Maximum Commitment from $ 250,000 to $ 400,000 which is comprised of $ 200,000 each of the revolving loan and term loan commitments, respectively. In addition, the term SOFR Adjustment has been deleted and the Facility Margin Level shall be 2.90 % per annum. Borrowings of the Borrower are non-recourse to the Company but are considered borrowings of the Company for purposes of complying with the asset coverage requirements under the Investment Company Act of 1940, as amended. A summary of amounts outstanding and available under the Credit Facilities as of December 31, 2023 and 2022 was as follows: Credit Facilities Total Facility Borrowings Available (1) Subscription Based Credit Facility – December 31, 2023 $ 200,000 $ 169,789 $ 30,211 Asset Based Credit Facility – December 31, 2023 $ 400,000 $ 200,000 $ 200,000 Subscription Based Credit Facility – December 31, 2022 $ 200,000 $ 96,289 $ 103,711 Asset Based Credit Facility – December 31, 2022 $ 250,000 $ 34,400 $ 135,414 (1) The amount available considers any limitations related to the debt facility borrowing. Borrowings under the Asset Based Credit Facility as of December 31, 2023 and 2022 consisted of $ 0 and $ 0 , respectively, from the September 2022 Revolving Credit Facility (i.e., revolving line of credit) and $ 200,000 and $ 34,400 , respectively, of Term Loan. The Company incurred financing costs of $ 1,190 in connection with the Subscription Based Credit Facility of which $ 1,146 were recorded by the Company as deferred financing costs on its Consolidated Statements of Assets and Liabilities and are being amortized over the term of the Subscription Based Credit Facility. As of December 31, 2023 and 2022, $ 453 and $ 835 , respectively, of such deferred financing costs had yet to be amortized. The Company incurred financing costs of $ 2,577 in connection with the Asset Based Credit Facility, of which $ 1,288 was recorded by the Company as deferred financing costs on its Consolidated Statements of Assets and Liabilities and $ 1,289 was recorded by the Company as a reduction of the Term Loan on its Consolidated Statements of Assets and Liabilities. The financing costs are being amortized over the term of the Asset Based Credit Facility. As of December 31, 2023 and 2022, $ 1,488 and $ 2,362 , respectively of such deferred financing costs had yet to be amortized. The Company incurred financing costs of $ 1,088 in connection with Amendment No. 1, of which $ 544 was recorded by the Company as deferred financing costs on its Consolidated Statements of Assets and Liabilities and $ 544 was recorded by the Company as a reduction of the Term Loan on its Consolidated Statements of Assets and Liabilities. The financing costs are being amortized over the term of the Asset Based Credit Facility. As of December 31, 2023 and 2022, $ 886 and $ 0 , respectively of such deferred financing costs had yet to be amortized. 7. Credit Facilities (Continued) A reconciliation of amounts presented on the Company’s Consolidated Statements of Assets and Liabilities versus amounts outstanding on the Term Loan is as follows: As of December 31, 2023 As of December 31, 2022 Principal amount outstanding on Term Loan $ 200,000 $ 34,400 Deferred financing costs ( 1,187 ) ( 1,181 ) Term Loan (as presented on the Consolidated Statements of Assets and Liabilities) $ 198,813 $ 33,219 The carrying amount of the Credit Facilities, which is categorized as Level 2 within the fair value hierarchy as of December 31, 2023 approximates its fair value. Valuation techniques and significant inputs used to determine fair value include Company details; credit, market and liquidity risk and events; financial health of the Company; place in the capital structure; interest rate; and the respective credit agreement’s terms and conditions. The summary information regarding the Credit Facilities for the years ended December 31, 2023 and 2022: Year ended December 31, 2023 2022 Credit facilities interest expense $ 19,278 $ 2,408 Undrawn commitment fees 887 679 Administrative fees 25 56 Amortization of deferred financing costs 1,515 566 Total $ 21,705 $ 3,709 Weighted average interest rate 7.51 % 4.60 % Average outstanding balance $ 253,114 $ 63,251 |
Repurchase Obligations
Repurchase Obligations | 12 Months Ended |
Dec. 31, 2023 | |
Repurchase Obligation [Abstract] | |
Repurchase Obligations | 8. Repurchase Obligations In order to finance certain investment transactions, the Company may, from time to time, enter into repurchase agreements with Macquarie US Trading LLC (“Macquarie”), whereby the Company sells to Macquarie an investment that it holds and concurrently enters into an agreement to repurchase the same investment at an agreed-upon price at a future date, not to exceed 90-days from the date it was sold (each, a “Macquarie Transaction”). Additionally, the Company may, from time to time, enter into repurchase agreements with Barclays Bank PLC (“Barclays”), whereby the Company sells to Barclays its short-term investments and concurrently enters into an agreement to repurchase the same investments at an agreed-upon price at a future date, generally within 30-days (each, a “Barclays Transaction” and together with the Macquarie Transactions, the “Repurchase Transactions”). In accordance with ASC 860, Transfers and Servicing , these Repurchase Transactions meet the criteria for secured borrowings. Accordingly, the investments financed by these Repurchase Transactions remain on the Company’s Consolidated Statements of Assets and Liabilities as an asset, and the Company records a liability to reflect its repurchase obligation to Macquarie and Barclays (the “Repurchase Obligations”). Outstanding Repurchase Obligations are presented on the Company's Consolidated Statements of Assets and Liabilities as Repurchase Obligations. Repurchase Obligations are secured by the respective investment or short-term investment that is the subject of the repurchase agreement. Interest expense associated with the Repurchase Obligations is reported on the Company’s Consolidated Statements of Operations within Interest expense on repurchase transactions. 8. Repurchase Obligations (Continued) During the year ended December 31, 2023 and 2022, the Company entered into Barclays Transactions. As of December 31, 2023 and December 31, 2022 , the Company had no outstanding Repurchase Obligations with Barclays. During the year ended December 31, 2023, the Company did not enter into or settle any Macquarie Transactions. During the year ended December 31, 2022, the Company had Macquarie Transaction s . As of December 31, 2023 and December 31, 2022 , the Company had no outstanding Repurchase Obligations with Macquarie. Interest expense incurred on the Repurchase Obligations during the year ended December 31, 2023 was as follows: For the year ended December 31, 2023 2022 Barclays Transactions $ 1,149 $ 510 Macquarie Transactions — 270 Total Interest expense on repurchase transactions $ 1,149 $ 780 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 9. Income Taxes The Company has elected to be regulated as a BDC under the 1940 Act and also has elected to be treated as a RIC under the Code and has made such an election beginning with the taxable year ending December 31, 2022. So long as the Company maintains its status as a RIC, it will generally not pay corporate-level U.S. Federal income or excise taxes on any ordinary income or capital gains that it distributes at least annually to its Unitholders as dividends. The Company evaluates tax positions taken or expected to be taken in the course of preparing its consolidated financial statements to determine whether the tax positions are “more-likely-than-not” to be sustained by the applicable tax authority. Tax positions not deemed to meet the “more-likely-than-not” threshold are reversed and recorded as a tax benefit or expense in the current year. All penalties and interest associated with income taxes are included in income tax expense. Conclusions regarding tax positions are subject to review and may be adjusted at a later date based on factors including, but not limited to, on-going analyses of tax laws, regulations and interpretations thereof. Federal Income Taxes : It is the policy of the Company to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and distribute all of its net taxable income and any net realized gains on investments to its shareholders. Therefore, no federal income tax provision is required. 9. Income Taxes (continued) As of December 31, 2023 and 2022, the Company’s aggregate investment unrealized appreciation and depreciation for federal income tax purposes were as follows: Year ended December 31, 2023 2022 Cost of investments for federal income tax purposes $ 779,654 $ 455,856 Unrealized appreciation $ 8,396 $ 1,793 Unrealized depreciation $ ( 3,687 ) $ ( 1,459 ) Net unrealized appreciation on investments $ 4,709 $ 334 The following reclassifications have been made for the permanent difference between book and tax accounting as of December 31, 2023 and 2022. These differences result primarily from net operating losses, differences in accounting for partnership interest, and amendment fees reclassified as capital gains: Year ended December 31, 2023 2022 Common Unitholders tax reclassification $ — $ — Undistributed net investment (loss) income $ ( 368 ) $ ( 221 ) Accumulated net realized gain (loss) $ 368 $ 221 The tax character of shareholder distributions attributable to the years ended December 31, 2023 and 2022 was as follows: Year ended December 31, 2023 2022 Ordinary income $ 56,137 $ 13,783 Long-term capital gain $ 400 $ — Return of capital $ 3,094 $ — The tax components of distributable earnings on a tax basis for the years ended December 31, 2023 and 2022 were as follows: Year ended December 31, 2023 2022 Net tax appreciation (depreciation) $ 3,788 $ 92 Other cumulative effect of timing differences $ 11,579 $ ( 2,968 ) As of December 31, 2023, the Company had a net long-term capital loss ca rryforward of $ 0 fo r federal income tax purposes, which may be carried forward indefinitely. These capital loss carryforwards are available to offset net realized gains in future years, thereby reducing future taxable gains distributions. The Company did no t have any unrecognized tax benefits as of December 31, 2023 and 2022 , nor were there any increases or decreases in unrecognized tax benefits for the period then ended; therefore, no interest or penalties were accrued. |
Financial Highlights
Financial Highlights | 12 Months Ended |
Dec. 31, 2023 | |
Investment Company, Financial Highlights [Abstract] | |
Financial Highlights | 10. Financial Highlights Selected data for a unit outstanding throughout the years ended December 31, 2023 and 2022 is presented below. For the Year Ended December 31, 2023 (1) 2022 (1) Net Asset Value Per Unit (accrual base), Beginning of Period $ 99.57 $ 100.00 Net Increase in Common Unitholder NAV from Prior Year (2) 0.13 — Income from Investment Operations: Net investment income 4.37 1.45 Net realized and unrealized gain 0.45 0.03 Total income from investment operations 4.82 1.48 Less Distributions: From net investment income ( 5.28 ) ( 1.87 ) Return of Capital ( 0.29 ) — Total distributions ( 5.57 ) — Offering Costs — ( 0.04 ) Net Asset Value Per Unit (accrual base), End of Period $ 98.95 $ 99.57 Unitholder Total Return (3) 14.90 % 8.48 % Unitholder IRR before incentive fees (4) 15.73 % 9.96 Unitholder IRR before all fees and expenses (4) 13.43 % 8.45 % Ratios and Supplemental Data Members’ Capital, end of period $ 460,210 $ 196,018 Units outstanding, end of period 10,709,060 7,364,560 Ratios based on average net assets of Members’ Capital: Ratio of total expenses to average net asset 11.57 % 7.95 % Expense recaptured (reimbursed) by Investment Advisor ( 0.02 ) % 0.31 % Ratio of net expenses to average net assets 11.55 % 8.26 % Ratio of financing cost to average net assets 6.10 % 2.87 % Ratio of net investment income before expense recapture to average net assets 13.12 % 8.47 % Ratio of net investment income to average net assets 13.14 % 8.16 % Ratio of incentive fees to average net assets 2.56 % 1.45 % Credit facility payable 369,789 130,689 Asset coverage ratio 2.24 2.50 Portfolio turnover rate 19.22 % 17.69 % (1) Per unit data was calculated using the number of Units issued and outstanding as of December 31, 2023 and 2022. (2) Adjustment to NAV per Unit is attributable to the 1,025,550 Units, 1,173,625 Units, and 1,145,325 Units issued on April 3, 2023, July 24, 2023,and December 13, 2023, respectively, at $ 100 per Unit. See Note 1 in the financial statements. (3) The Total Return for the years ended December 31, 2023 and 2022 was calculated by taking total income from investment operations for the period divided by the weighted average capital contributions from the Members during the period. The return does not reflect sales load and is net of management fees and expenses. 10. Financial Highlights (continued) (4) The Internal Rate of Return (“IRR”) since inception for the Common Unitholders, after management fees, financing costs and operating expenses, but before incentive f ees is 15.73 %. The IRR since inception for the Common Unitholders, after management fees, financing costs and operating expenses, and Advisor incentive fees is 13.43 % through December 31, 2023 . The IRR is computed based on cash flow due dates contained in notices to Members (contributions from and distributions to the Common Unitholders) and the net assets (residual value) of the Members’ Capital account at period end. The IRR is calculated based on the fair value of investments using principles and methods in accordance with GAAP and does not necessarily represent the amounts that may be realized from sales or other dispositions. Accordingly, the return may vary significantly upon realization. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | 11. Subsequent Events The Company has evaluated subsequent events through the date of issuance of the consolidated financial statements. There have been no subsequent events that require recognition or disclosure in these consolidated financial statements other than those described below. On January 18, 2024, the Company completed the seventh closing of the sale of its Common Units pursuant to which the Company sold 734,300 Common Units for an aggregate offering price of $ 73,430 . On February 2, 2024, the Company increased the Asset Based Credit Facility Maximum Commitment from $ 400,000 to $ 800,000 which is comprised of $ 400,000 each of the revolving loan and term loan commitments, respectively. On February 16, 2024, the Company's Amended and Restated Limited Liability Company Agreement was amended such that the definition of the Closing Period was amended to be the twenty-six month period following the Initial Closing Date which ends on March 21, 2024 . On March 19, 2024, the Company completed the final closing of the sale of its Common Units pursuant to which the Company sold 1,302,300 Common Units for an aggregate offering price of $ 130,230 . |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
Summary of Significant Accounting Policies [Line items] | |
Basis of Presentation | Basis of Presentation: The Company’s consolidated financial statements were prepared in accordance with accounting principles generally accepted in the United States (“GAAP”). The Company is an investment company following accounting and reporting guidance in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946, Financial Services—Investment Companies (“ASC Topic 946”). |
Reclassifications | Reclassifications: As of December 31, 2022, the Company had $ 780 in the Consolidated Statements of Operations relating to interest expense on repurchase transactions which has been reclassified out of Other expenses and into Interest expense on repurchase transactions to conform to the current period presentation. |
Use of Estimates | Use of Estimates : The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect (i) the reported amounts of assets and liabilities at the date of the consolidated financial statements, (ii) the reported amounts of income and expenses during the years presented and (iii) disclosure of contingent assets and liabilities at the date of the consolidated financial statements. Actual results could differ from those estimates, and such differences could be material. |
Investments | Investments : The Company measures the fair value of its investments in accordance with ASC Topic 820, Fair Value Measurements and Disclosure (“ASC 820”). Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Market participants are defined as buyers and sellers in the principal or most advantageous market (which may be a hypothetical market) that are independent, knowledgeable, and willing and able to transact. In accordance with ASC 820, the Company considers the principal market of its investments to be the market in which the investment trades with the greatest volume and level of activity. |
Transactions | Transactions : The Company records investment transactions on the trade date. The Company considers the trade date for investments not traded on a recognizable exchange, or traded in the over-the-counter markets, to be the date on which the Company receives legal or contractual title to the asset and bears the risk of loss. |
Income Recognition | Income Recognition : Interest income and interest income paid-in-kind are recorded on an accrual basis unless doubtful of collection or the related investment is in default. Realized gains and losses on investments are recorded on a specific identification basis. The Company typically receives a fee in the form of a discount to the purchase price at the time it funds an investment in a loan. The discount is accreted to interest income over the life of the respective loan, using the effective-interest method assuming there are no questions as to collectability, and reflected in the amortized cost basis of the investment. Ongoing facility, commitment or other additional fees including prepayment fees, consent fees and forbearance fees are recognized immediately when earned as income. The Company may enter into certain intercreditor agreements that entitle the Company to the “last out” tranche of first lien secured loans, whereby the “first out” tranche will receive priority as to the “last out” tranche with respect to payments of principal, interest, and any other amounts due thereunder. In certain cases, the Company may receive a higher interest rate than the contractual stated interest rate as disclosed on the Company’s Consolidated Schedule of Investments. Certain investments have an unfunded loan commitment for a delayed draw term loan or revolving credit. The Company earns an unused commitment fee on the unfunded commitment during the commitment period. The expiration date of the commitment period may be earlier than the maturity date of the investment stated above. See Note 5—Commitments and Contingencies. Loans are generally placed on non-accrual status when principal or interest payments are past due 30 days or more or when there is reasonable doubt that principal or interest will be collected in full. Accrued and unpaid interest is generally reversed when a loan is placed on non-accrual status. Interest payments received on non-accrual loans may be recognized as income or applied to principal depending upon management’s judgment regarding collectability. Non-accrual loans are restored to accrual status when past due principal and interest is paid and, in management’s judgment, are likely to remain current. The Company may make exceptions to this policy if the loan has sufficient collateral value and is in the process of collection. |
Deferred Financing Costs | Deferred Financing Costs: Deferred financing costs incurred by the Company in connection with the Credit Facility (as defined in Note 7 to the Consolidated Financial Statements), including arrangement fees, upfront fees and legal fees, are amortized on a straight-line basis over the term of the credit facility. |
Organizational and Offering Costs | Organizational and Offering Costs : Costs incurred to organize the Company are expensed as incurred. Offering costs are accumulated and will be charged directly to Members’ Capital at the end of the period during which Units will be offered (the “Closing Period”). The Company will not bear more than an amount equal to 10 basis points of the aggregate capital commitments to the Company through the Units (in aggregate, the “Commitments”) of the Company for organizational and offering costs in connection with the offering of the Units through the Closing Period. Organizational costs are expensed as incurred and since inception, the Company has incurred $ 691 in organizational costs, of which $ 29 was expensed during the year ended December 31, 2023. Since inception, the Company has incurred $ 316 in offering costs which were charged directly to Members’ Capital as of December 31, 2023 . |
Cash and Cash Equivalents | Cash and Cash Equivalents : The Company generally considers investments with a maturity of three months or less at the time of acquisition to be cash equivalents. As of December 31, 2023, cash and cash equivalents are comprised of demand deposits and highly liquid investments with maturities of three months or less. C ash equivalents are carried at amortized costs which approximates fair value and are classified as Level 1 in the GAAP valuation hierarchy. |
Income Taxes | Income Taxes: The Company has elected to be regulated as a BDC under the 1940 Act. The Company also intends to be treated as a RIC under the Code and will make such an election beginning with the taxable year ending December 31, 2022. S o long as the Company maintains its status as a RIC, it generally will not pay corporate-level U.S. federal income taxes on any ordinary income or capital gains that it distributes at least annually to its Unitholders as dividends. Rather, any tax liability related to income earned and distributed by the Company represents obligations of the Company’s investors and will not be reflected in the consolidated financial statements of the Company. |
Repurchase Obligations | Repurchase Obligations: Transactions whereby the Company sells an investment it currently holds with a concurrent agreement to repurchase the same investment at an agreed upon price at a future date are accounted for as secured borrowings in accordance with ASC 860, Transfers and Servicing. The investment subject to the repurchase agreement remains on the Company's Statements of Assets and Liabilities and a secured borrowing is recorded for the future repurchase obligation. The secured borrowing is collateralized by the investment subject to the repurchase agreement. Interest expense associated with the repurchase obligation is reported on the Company's Consolidated Statements of Operations within Interest expense on repurchase transactions. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements: In June 2022, the FASB issued ASU No. 2022-03, Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions (“ASU 2022-03”). ASU 2022-03 (1) clarifies the guidance in ASC 820 on the fair value measurement of an equity security that is subject to a contractual sale restriction and (2) requires specific disclosures related to such an equity security. ASU 2022-03 is effective for fiscal years beginning after December 15, 2023 and interim periods within that fiscal year, with early adoption permitted. On January 1, 2024 , the Company adopted ASU 2022-03 and the adoption did not have a material impact on the consolidated financial statements. |
Short-term Investments | |
Summary of Significant Accounting Policies [Line items] | |
Investments | Short-term investments: The Company generally considers investments with original maturities beyond three months at the date of purchase and one year or less from the balance sheet date to be short-term investments. As of December 31, 2023 , short-term investments is comprised of U.S. Treasury bills, all of which are carried at fair value and are classified as Level 1 in the GAAP valuation hierarchy. |
Organization and Basis of Pre_2
Organization and Basis of Presentation (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Aggregate Commitments, Undrawn Commitments, Percentage of Commitments Funded and Number of Subscribed for Units | As of December 31, 2023, aggregate Commitments, Undrawn Commitments, percentage of Commitments funded and the number of subscribed for Units of the Company were as follows: Commitments Undrawn % of Units Common Unitholder $ 1,070,906 $ 599,495 44.0 % 10,709,060 |
Investment Valuations and Fai_2
Investment Valuations and Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Investment Valuations And Fair Value Measurements [Abstract] | |
Summary of Major Security Type of Fair Valuations According to Inputs Used in Valuing Investments | The following is a summary by major security type of the fair valuations according to inputs used in valuing investments listed in the Consolidated Schedule of Investments as of December 31, 2023: Investments Level 1 Level 2 Level 3 Total Debt $ — $ — $ 742,916 $ 742,916 Cash equivalents 41,447 — — 41,447 Total $ 41,447 $ — $ 742,916 $ 784,363 3. Investment Valuations and Fair Value Measurements (Continued) The following is a summary by major security type of the fair valuations according to inputs used in valuing investments listed in the Consolidated Schedule of Investments as of December 31, 2022: Investments Level 1 Level 2 Level 3 Total Debt $ — $ — $ 304,672 $ 304,672 Short- term investments 132,638 — — 132,638 Cash equivalents 18,881 — — 18,881 Total $ 151,519 $ — $ 304,672 $ 456,191 |
Reconciliation of Beginning and Ending Balances for Total Investments | The following tables provide a reconciliation of the beginning and ending balances for total investments that use Level 3 inputs for the years ended December 31, 2023 and 2022: Debt Equity Total Balance, January 1, 2023 $ 304,672 $ — $ 304,672 Purchases, including payments received in-kind 536,889 — 536,889 Sales and paydowns of investments ( 107,517 ) — ( 107,517 ) Amortization of premium and accretion of discount, net 4,085 — 4,085 Net realized gains 412 — 412 Net change in unrealized appreciation/(depreciation) 4,375 — 4,375 Balance, December 31, 2023 $ 742,916 $ — $ 742,916 Change in net unrealized appreciation/(depreciation) in investments held as of December 31, 2023 $ 4,902 $ — $ 4,902 Debt Equity Total Balance, January 1, 2022 $ — $ — $ — Purchases, including payments received in-kind 332,534 — 332,534 Sales and paydowns of investments ( 29,520 ) — ( 29,520 ) Amortization of premium and accretion of discount, net 1,325 — 1,325 Net change in unrealized appreciation/(depreciation) 333 — 333 Balance, December 31, 2022 $ 304,672 $ — $ 304,672 Change in net unrealized appreciation/(depreciation) in investments held as of December 31, 2022 $ 333 $ — $ 333 |
Summary of Valuation Techniques and Quantitative Information in Determining Fair value of Level 3 Investments | The following table summarizes the valuation techniques and quantitative information utilized in determining the fair value of the Level 3 investments as of December 31, 2023: Investment Type Fair Value Valuation Unobservable Range Weighted Impact to Debt $ 700,253 Income Method Discount Rate 9.7 % to 20.7 % 13.0 % Decrease Debt $ 42,663 Market Method Indicative Bid 101.0 % to 102.8 % N/A Increase * Weighted based on fair value 3. Investment Valuations and Fair Value Measurements (Continued) Level 3 Valuation and Quantitative Information: The following table summarizes the valuation techniques and quantitative information utilized in determining the fair value of the Level 3 investments as of December 31, 2022: Investment Type Fair Value Valuation Unobservable Range Weighted Impact to Debt $ 270,813 Income Method Discount Rate 8.9 % to 19.9 % 13.2 % Decrease Debt $ 33,859 Market Method Indicative Bid 98.5 % to 98.5 % N/A Increase * Weighted based on fair value |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule Of Unfunded Commitments And Unrealized Depreciation By Investment | The Company had the following unfunded commitments and unrealized depreciation by investment as of December 31, 2023 and 2022: December 31, 2023 December 31, 2022 Unfunded Commitments Maturity/ Amount Unrealized Amount Unrealized Black Rock Coffee Holdings, LLC October 2023 $ — $ — $ 4,711 $ 113 CG Buyer, LLC July 2025 3,696 111 — — CSAT Holdings LLC June 2028 3,934 59 — — D&D Buyer, LLC October 2025 8,075 162 — — D&D Buyer, LLC October 2028 2,307 46 — — Del Real, LLC March 2028 4,079 — — — Five Star Buyer, Inc. May 2024 3,035 112 — — Five Star Buyer, Inc. February 2028 3,035 112 — — Hoffmaster Group, Inc. February 2028 2,096 — — — Jones Industrial Holdings, Inc. February 2025 8,959 — — — Red Robin International, Inc. March 2027 1,566 13 626 30 Rising Pharma Holdings, Inc. December 2026 1,981 44 1,981 99 RPM Purchaser, Inc. September 2025 7,587 121 — — Signature Brands, LLC March 2025 3,654 117 — — Sunland Asphalt & Construction, LLC December 2024 8,033 24 — — Total $ 62,037 $ 921 $ 7,318 $ 242 |
Members Capital (Tables)
Members Capital (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Statement of Stockholders' Equity [Abstract] | |
Schedule of Members Capital Unit Activity | Year ended December 31, 2023 2022 Units at beginning of period 7,364,560 10 Units issued and committed during the period 3,344,500 7,364,550 Units issued and committed at end of period 10,709,060 7,364,560 |
Credit Facilities (Tables)
Credit Facilities (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Summary of Amounts Outstanding and Available under Credit Facilities | A summary of amounts outstanding and available under the Credit Facilities as of December 31, 2023 and 2022 was as follows: Credit Facilities Total Facility Borrowings Available (1) Subscription Based Credit Facility – December 31, 2023 $ 200,000 $ 169,789 $ 30,211 Asset Based Credit Facility – December 31, 2023 $ 400,000 $ 200,000 $ 200,000 Subscription Based Credit Facility – December 31, 2022 $ 200,000 $ 96,289 $ 103,711 Asset Based Credit Facility – December 31, 2022 $ 250,000 $ 34,400 $ 135,414 (1) The amount available considers any limitations related to the debt facility borrowing. |
Summary of Reconciliation Amounts Presented on Consolidated Statements of Assets and Liabilities Versus Outstanding on Term Loan | A reconciliation of amounts presented on the Company’s Consolidated Statements of Assets and Liabilities versus amounts outstanding on the Term Loan is as follows: As of December 31, 2023 As of December 31, 2022 Principal amount outstanding on Term Loan $ 200,000 $ 34,400 Deferred financing costs ( 1,187 ) ( 1,181 ) Term Loan (as presented on the Consolidated Statements of Assets and Liabilities) $ 198,813 $ 33,219 |
Summary Information Regarding Credit Facilities | The summary information regarding the Credit Facilities for the years ended December 31, 2023 and 2022: Year ended December 31, 2023 2022 Credit facilities interest expense $ 19,278 $ 2,408 Undrawn commitment fees 887 679 Administrative fees 25 56 Amortization of deferred financing costs 1,515 566 Total $ 21,705 $ 3,709 Weighted average interest rate 7.51 % 4.60 % Average outstanding balance $ 253,114 $ 63,251 |
Repurchase Obligations (Tables)
Repurchase Obligations (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Repurchase Obligation [Abstract] | |
Schedule of interest expense incurred on the repurchase obligations | Interest expense incurred on the Repurchase Obligations during the year ended December 31, 2023 was as follows: For the year ended December 31, 2023 2022 Barclays Transactions $ 1,149 $ 510 Macquarie Transactions — 270 Total Interest expense on repurchase transactions $ 1,149 $ 780 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Schedule of Aggregate Investment Unrealized Appreciation and Depreciation for Federal Income Tax Purposes | As of December 31, 2023 and 2022, the Company’s aggregate investment unrealized appreciation and depreciation for federal income tax purposes were as follows: Year ended December 31, 2023 2022 Cost of investments for federal income tax purposes $ 779,654 $ 455,856 Unrealized appreciation $ 8,396 $ 1,793 Unrealized depreciation $ ( 3,687 ) $ ( 1,459 ) Net unrealized appreciation on investments $ 4,709 $ 334 |
Summary of Reclassification of Net Operating Losses and Differences in Accounting for Partnership Interest and Amendment Fees as Capital Gains | The following reclassifications have been made for the permanent difference between book and tax accounting as of December 31, 2023 and 2022. These differences result primarily from net operating losses, differences in accounting for partnership interest, and amendment fees reclassified as capital gains: Year ended December 31, 2023 2022 Common Unitholders tax reclassification $ — $ — Undistributed net investment (loss) income $ ( 368 ) $ ( 221 ) Accumulated net realized gain (loss) $ 368 $ 221 |
Schedule of Tax Character of Shareholder Distributions Attributable | The tax character of shareholder distributions attributable to the years ended December 31, 2023 and 2022 was as follows: Year ended December 31, 2023 2022 Ordinary income $ 56,137 $ 13,783 Long-term capital gain $ 400 $ — Return of capital $ 3,094 $ — |
Summary of Components of Distributable Earnings on Tax Basis | The tax components of distributable earnings on a tax basis for the years ended December 31, 2023 and 2022 were as follows: Year ended December 31, 2023 2022 Net tax appreciation (depreciation) $ 3,788 $ 92 Other cumulative effect of timing differences $ 11,579 $ ( 2,968 ) |
Financial Highlights (Tables)
Financial Highlights (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Investment Company, Financial Highlights [Abstract] | |
Schedule of Financial Highlights | Selected data for a unit outstanding throughout the years ended December 31, 2023 and 2022 is presented below. For the Year Ended December 31, 2023 (1) 2022 (1) Net Asset Value Per Unit (accrual base), Beginning of Period $ 99.57 $ 100.00 Net Increase in Common Unitholder NAV from Prior Year (2) 0.13 — Income from Investment Operations: Net investment income 4.37 1.45 Net realized and unrealized gain 0.45 0.03 Total income from investment operations 4.82 1.48 Less Distributions: From net investment income ( 5.28 ) ( 1.87 ) Return of Capital ( 0.29 ) — Total distributions ( 5.57 ) — Offering Costs — ( 0.04 ) Net Asset Value Per Unit (accrual base), End of Period $ 98.95 $ 99.57 Unitholder Total Return (3) 14.90 % 8.48 % Unitholder IRR before incentive fees (4) 15.73 % 9.96 Unitholder IRR before all fees and expenses (4) 13.43 % 8.45 % Ratios and Supplemental Data Members’ Capital, end of period $ 460,210 $ 196,018 Units outstanding, end of period 10,709,060 7,364,560 Ratios based on average net assets of Members’ Capital: Ratio of total expenses to average net asset 11.57 % 7.95 % Expense recaptured (reimbursed) by Investment Advisor ( 0.02 ) % 0.31 % Ratio of net expenses to average net assets 11.55 % 8.26 % Ratio of financing cost to average net assets 6.10 % 2.87 % Ratio of net investment income before expense recapture to average net assets 13.12 % 8.47 % Ratio of net investment income to average net assets 13.14 % 8.16 % Ratio of incentive fees to average net assets 2.56 % 1.45 % Credit facility payable 369,789 130,689 Asset coverage ratio 2.24 2.50 Portfolio turnover rate 19.22 % 17.69 % (1) Per unit data was calculated using the number of Units issued and outstanding as of December 31, 2023 and 2022. (2) Adjustment to NAV per Unit is attributable to the 1,025,550 Units, 1,173,625 Units, and 1,145,325 Units issued on April 3, 2023, July 24, 2023,and December 13, 2023, respectively, at $ 100 per Unit. See Note 1 in the financial statements. (3) The Total Return for the years ended December 31, 2023 and 2022 was calculated by taking total income from investment operations for the period divided by the weighted average capital contributions from the Members during the period. The return does not reflect sales load and is net of management fees and expenses. 10. Financial Highlights (continued) (4) The Internal Rate of Return (“IRR”) since inception for the Common Unitholders, after management fees, financing costs and operating expenses, but before incentive f ees is 15.73 %. The IRR since inception for the Common Unitholders, after management fees, financing costs and operating expenses, and Advisor incentive fees is 13.43 % through December 31, 2023 . The IRR is computed based on cash flow due dates contained in notices to Members (contributions from and distributions to the Common Unitholders) and the net assets (residual value) of the Members’ Capital account at period end. The IRR is calculated based on the fair value of investments using principles and methods in accordance with GAAP and does not necessarily represent the amounts that may be realized from sales or other dispositions. Accordingly, the return may vary significantly upon realization. |
Organization and Basis of Pre_3
Organization and Basis of Presentation - Additional Information (Details) $ / shares in Units, $ in Thousands | 12 Months Ended | ||||||||
Jan. 21, 2026 | Dec. 13, 2023 USD ($) shares | Jul. 24, 2023 USD ($) shares | Apr. 03, 2023 USD ($) shares | Nov. 14, 2022 USD ($) shares | Jul. 08, 2022 USD ($) shares | Jan. 21, 2022 USD ($) shares | May 27, 2021 USD ($) shares | Dec. 31, 2023 USD ($) SubscriptionAgreement Persons $ / shares shares | |
Organization and Basis of Presentation Disclosure [Line Items] | |||||||||
Number of business days | 10 days | ||||||||
Number of additional subscription agreements | SubscriptionAgreement | 2 | ||||||||
Term of subscription agreements | 1 year | ||||||||
Extended term for successive periods of subscription agreements | 1 year | ||||||||
Percentage of interest of holders representing supermajority | 66.67% | ||||||||
Commitment period description | The Commitment Period commenced on the Initial Closing Date, the day on which the Company completed the first closing of the sale of its Units to persons not affiliated with the Adviser and will end on February 1, 2026, which is the later of (a) January 21, 2026, four years from the Initial Closing Date and (b) February 1, 2026, four years from the date in which the Company first completed an investment. However, the Commitment Period is subject to termination upon the occurrence of a Key Person Event defined as follows: A “Key Person Event” will occur if, during the Commitment Period, (i) Richard T. Miller and one or more Suzanne Grosso, Mark Gertzof and David Wang (each of such four Persons, a “Key Person” and collectively, the “Key Persons”) fail to devote substantially all (i.e. more than 85%) of his or her business time to the investment activities of the Company, the prior funds, any successor funds and any fund(s) managed by the Adviser or an affiliate of the Adviser that are managed within the Private Credit Group (together, the “Related Entities”); or (ii) Ms. Grosso, Mr. Gertzof and Mr. Wang all fail to devote substantially all of their business time to the investment activities of the Company and the Related Entities, in each case other than as a result of a temporary disability; provided that if a replacement has been approved as described in the paragraphs below, such replacement shall be specifically designated to take the place of one of the above-named individuals and the definition “Key Person Event” will be amended to take into account such successor. | ||||||||
Number of key person | Persons | 4 | ||||||||
Percentage required to spend time on investment activities during period | 85% | ||||||||
Percentage of interest in unitholders upon vote or written consent | 66.67% | ||||||||
Significantly investment completion period upon expiration of commitment period | 90 days | ||||||||
Percentage of aggregate cumulative invested amount in existing portfolio companies | 10% | ||||||||
Recallable amount | $ 3,094 | ||||||||
Forecast | |||||||||
Organization and Basis of Presentation Disclosure [Line Items] | |||||||||
Term of subscription agreements | 4 years | ||||||||
Common Units | |||||||||
Organization and Basis of Presentation Disclosure [Line Items] | |||||||||
Number of units sold and issued | shares | 1,145,325 | 1,173,625 | 1,025,550 | 642,500 | 2,178,280 | 4,543,770 | 10 | ||
Units issued and committed during the period | shares | 10,709,060 | ||||||||
Aggregate purchase price | $ 114,533 | $ 117,363 | $ 102,555 | $ 64,250 | $ 217,828 | $ 454,377 | $ 1 | ||
Common unit, issuance value | $ 1,070,906 | ||||||||
Shares issued price per unit | $ / shares | $ 100 |
Organization and Basis of Pre_4
Organization and Basis of Presentation - Schedule of Aggregate Commitments, Undrawn Commitments, Percentage of Commitments Funded and Number of Subscribed for Units (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Organization and Basis of Presentation Disclosure [Line Items] | |||
Common Unitholder, Commitments | $ 1,070,906 | $ 736,456 | |
Common Unitholder, Undrawn Commitments | $ 599,495 | $ 537,269 | |
Common Unitholder, Units | 10,709,060 | 7,364,560 | 10 |
Common Units | |||
Organization and Basis of Presentation Disclosure [Line Items] | |||
Common Unitholder, Commitments | $ 1,070,906 | ||
Common Unitholder, Undrawn Commitments | $ 599,495 | ||
Common Unitholder, % of Commitments Funded | 44% | ||
Common Unitholder, Units | 10,709,060 |
Significant Accounting Polici_3
Significant Accounting Policies - Additional Information (Details) - USD ($) $ in Thousands | 7 Months Ended | 12 Months Ended | 31 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Interest expense on repurchase transactions | $ 0 | $ 1,149 | $ 780 | |
Organizational costs | $ 504 | 29 | 158 | $ 691 |
Offering costs | $ 316 | $ 293 | $ 316 | |
ASU 2022-03 | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Change in accounting principle, accounting standards update, adopted [true false] | true | true | ||
Change in accounting principle, accounting standards update, adoption date | Jan. 01, 2024 | Jan. 01, 2024 | ||
Change in accounting principle, accounting standards update, immaterial effect [true false] | true | true |
Investment Valuations and Fai_3
Investment Valuations and Fair Value Measurements - Summary of Major Security Type of Fair Valuations According to Inputs Used in Valuing Investments (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Investment Valuations And Fair Value Measurements [Line Items] | ||
Investments Fair Value , Total | $ 784,363 | $ 456,191 |
Debt | ||
Investment Valuations And Fair Value Measurements [Line Items] | ||
Investments Fair Value , Total | 742,916 | 304,672 |
Short-term Investments | ||
Investment Valuations And Fair Value Measurements [Line Items] | ||
Investments Fair Value , Total | 132,638 | |
Cash Equivalents | ||
Investment Valuations And Fair Value Measurements [Line Items] | ||
Investments Fair Value , Total | 41,447 | 18,881 |
Level 1 | ||
Investment Valuations And Fair Value Measurements [Line Items] | ||
Investments Fair Value , Total | 41,447 | 151,519 |
Level 1 | Debt | ||
Investment Valuations And Fair Value Measurements [Line Items] | ||
Investments Fair Value , Total | 0 | 0 |
Level 1 | Short-term Investments | ||
Investment Valuations And Fair Value Measurements [Line Items] | ||
Investments Fair Value , Total | 132,638 | |
Level 1 | Cash Equivalents | ||
Investment Valuations And Fair Value Measurements [Line Items] | ||
Investments Fair Value , Total | 41,447 | 18,881 |
Level 2 | ||
Investment Valuations And Fair Value Measurements [Line Items] | ||
Investments Fair Value , Total | 0 | 0 |
Level 2 | Debt | ||
Investment Valuations And Fair Value Measurements [Line Items] | ||
Investments Fair Value , Total | 0 | 0 |
Level 2 | Short-term Investments | ||
Investment Valuations And Fair Value Measurements [Line Items] | ||
Investments Fair Value , Total | 0 | |
Level 2 | Cash Equivalents | ||
Investment Valuations And Fair Value Measurements [Line Items] | ||
Investments Fair Value , Total | 0 | 0 |
Level 3 | ||
Investment Valuations And Fair Value Measurements [Line Items] | ||
Investments Fair Value , Total | 742,916 | 304,672 |
Level 3 | Debt | ||
Investment Valuations And Fair Value Measurements [Line Items] | ||
Investments Fair Value , Total | 742,916 | 304,672 |
Level 3 | Short-term Investments | ||
Investment Valuations And Fair Value Measurements [Line Items] | ||
Investments Fair Value , Total | 0 | |
Level 3 | Cash Equivalents | ||
Investment Valuations And Fair Value Measurements [Line Items] | ||
Investments Fair Value , Total | $ 0 | $ 0 |
Investment Valuations and Fai_4
Investment Valuations and Fair Value Measurements - Reconciliation of Beginning and Ending Balances for Total Investments (Details) - USD ($) $ in Thousands | 7 Months Ended | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | |
Investment Valuations And Fair Value Measurements [Line Items] | |||
Net change in unrealized appreciation/(depreciation) | $ 0 | $ (3,696) | $ (92) |
Level 3 | |||
Investment Valuations And Fair Value Measurements [Line Items] | |||
Beginning Balance | 304,672 | 0 | |
Purchases, including payments received in-kind | 536,889 | 332,534 | |
Sales and paydowns of investments | (107,517) | (29,520) | |
Amortization of premium and accretion of discount, net | $ 4,085 | 1,325 | |
Fair Value, Asset, Recurring Basis, Unobservable Input Reconciliation, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] | Realized Investment Gains (Losses) | ||
Net realized gains | $ 412 | ||
Net change in unrealized appreciation/(depreciation) | 4,375 | 333 | |
Ending Balance | 0 | 742,916 | 304,672 |
Change in net unrealized appreciation/(depreciation) in investments held as of December 31 | 4,902 | 333 | |
Level 3 | Debt | |||
Investment Valuations And Fair Value Measurements [Line Items] | |||
Beginning Balance | 304,672 | 0 | |
Purchases, including payments received in-kind | 536,889 | 332,534 | |
Sales and paydowns of investments | (107,517) | (29,520) | |
Amortization of premium and accretion of discount, net | $ 4,085 | 1,325 | |
Fair Value, Asset, Recurring Basis, Unobservable Input Reconciliation, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] | Realized Investment Gains (Losses) | ||
Net realized gains | $ 412 | ||
Net change in unrealized appreciation/(depreciation) | 4,375 | 333 | |
Ending Balance | 0 | 742,916 | 304,672 |
Change in net unrealized appreciation/(depreciation) in investments held as of December 31 | 4,902 | 333 | |
Level 3 | Equity | |||
Investment Valuations And Fair Value Measurements [Line Items] | |||
Beginning Balance | 0 | 0 | |
Purchases, including payments received in-kind | 0 | 0 | |
Sales and paydowns of investments | 0 | 0 | |
Amortization of premium and accretion of discount, net | $ 0 | 0 | |
Fair Value, Asset, Recurring Basis, Unobservable Input Reconciliation, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] | Realized Investment Gains (Losses) | ||
Net realized gains | $ 0 | ||
Net change in unrealized appreciation/(depreciation) | 0 | 0 | |
Ending Balance | $ 0 | 0 | 0 |
Change in net unrealized appreciation/(depreciation) in investments held as of December 31 | $ 0 | $ 0 |
Investment Valuations and Fai_5
Investment Valuations and Fair Value Measurements - Additional Information (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Investment Valuations And Fair Value Measurements [Abstract] | ||
Fair value assets (liabilities) transfer between level amount | $ 0 | $ 0 |
Investment Valuations and Fai_6
Investment Valuations and Fair Value Measurements - Summary of Valuation Techniques and Quantitative Information in Determining Fair value of Level 3 Investments (Details) $ in Thousands | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) |
Investment Valuations And Fair Value Measurements [Line Items] | ||
Fair Value | $ 784,363 | $ 456,191 |
Level 3 | ||
Investment Valuations And Fair Value Measurements [Line Items] | ||
Fair Value | 742,916 | 304,672 |
Debt | ||
Investment Valuations And Fair Value Measurements [Line Items] | ||
Fair Value | 742,916 | 304,672 |
Debt | Level 3 | ||
Investment Valuations And Fair Value Measurements [Line Items] | ||
Fair Value | 742,916 | 304,672 |
Debt | Level 3 | Income Method | Discount Rate | ||
Investment Valuations And Fair Value Measurements [Line Items] | ||
Fair Value | $ 700,253 | $ 270,813 |
Debt | Level 3 | Income Method | Discount Rate | Minimum | ||
Investment Valuations And Fair Value Measurements [Line Items] | ||
Debt securities, measurement input | 9.7 | 8.9 |
Debt | Level 3 | Income Method | Discount Rate | Maximum | ||
Investment Valuations And Fair Value Measurements [Line Items] | ||
Debt securities, measurement input | 20.7 | 19.9 |
Debt | Level 3 | Income Method | Discount Rate | Weighted Average | ||
Investment Valuations And Fair Value Measurements [Line Items] | ||
Debt securities, measurement input | 13 | 13.2 |
Debt | Level 3 | Market Method | Indicative Bid | ||
Investment Valuations And Fair Value Measurements [Line Items] | ||
Fair Value | $ 42,663 | $ 33,859 |
Debt | Level 3 | Market Method | Indicative Bid | Minimum | ||
Investment Valuations And Fair Value Measurements [Line Items] | ||
Debt securities, measurement input | 101 | 98.5 |
Debt | Level 3 | Market Method | Indicative Bid | Maximum | ||
Investment Valuations And Fair Value Measurements [Line Items] | ||
Debt securities, measurement input | 102.8 | 98.5 |
Agreements and Related Party _2
Agreements and Related Party Transactions - Additional Information (Details) - USD ($) $ in Thousands | 7 Months Ended | 12 Months Ended | 31 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | |
Related Party Transaction [Line Items] | ||||
Advisory agreement effective period | 2 years | |||
Advisory agreement, description | Advisory Agreement: On January 21, 2022, the Company entered into the Investment Advisory and Management Agreement (the “Advisory Agreement”) with the Adviser, a registered investment adviser under the Investment Advisers Act of 1940, as amended. The Advisory Agreement became effective upon its execution. Unless earlier terminated, the Advisory Agreement will remain in effect for a period of two years and will remain in effect from year to year thereafter if approved annually by (i) the vote of the Board, or by the vote of a majority of the Company’s outstanding voting securities and (ii) the vote of a majority of the Board who are not “interested persons” (as defined in Section 2(a)(19) of the 1940 Act) of the Company, the Adviser or any of their respective affiliates (the “Independent Directors”). The Advisory Agreement will automatically terminate in the event of an assignment by the Adviser. On November 8, 2023 the Advisory Agreement was reapproved by the Company's Board.The Advisory Agreement may be terminated by either party, by vote of the Company’s Board, or by a vote of the majority of the Company’s outstanding voting units, without penalty upon not less than 60 days’ prior written notice to the applicable party. | |||
Management fees | $ 0 | $ 7,214 | $ 2,256 | |
Management fees payable | $ 2,355 | 889 | $ 2,355 | |
Incentive fee, description | Adviser will receive an incentive fee (the “Incentive Fee”) as follows: (a)First, no Incentive Fee will be owed until the Unitholders have collectively received cumulative distributions pursuant to this clause equal to their aggregate capital contributions in respect of all Units;(b)Second, no Incentive Fee will be owed until the Unitholders have collectively received cumulative distributions equal to an 8.0% internal rate of return on their aggregate capital contributions in respect of all Units (the “Hurdle”);(c)Third, the Adviser will be entitled to an Incentive Fee out of 100% of additional amounts otherwise distributable to Unitholders until such time as the Incentive Fee paid to the Adviser is equal to 15% of the sum of (i) the amount by which the Hurdle exceeds the aggregate capital contributions of the Unitholders in respect of all Units and (ii) the amount of Incentive Fee being paid to the Adviser pursuant to this clause (c); and(d)Thereafter, the Adviser will be entitled to an Incentive Fee equal to 15% of additional amounts otherwise distributable to Unitholders, with the remaining 85% distributed to the Unitholders. | |||
Percentage of internal rate of return on aggregate capital contribution | 8% | |||
Percentage of advisor incentive fee entitled | 100% | |||
Percentage of incentive fee paid to the adviser subject to terms | 15% | |||
Maximum percentage of aggregate commitment for organizational expenses and offering expenses | 0.10% | |||
Maximum percentage of commitment or assets computed annually for company expenses | 0.125% | |||
Organizational costs | 504 | $ 29 | 158 | 691 |
Company expenses | 25 | 340 | 128 | |
Expenses reimbursed by adviser | $ 0 | 78 | $ 182 | |
Reimbursements expense available for recoupment amount | 260 | |||
2026 | 78 | |||
2025 | $ 182 | |||
Reimbursements expense expiration date | Dec. 31, 2026 | |||
Reimbursements expense expiration year | 2026 | 2025 | ||
Thereafter | ||||
Related Party Transaction [Line Items] | ||||
Percentage of incentive fee paid to the adviser subject to terms | 15% | |||
Percentage of remaining incentive fee distributed to the unitholders | 85% | |||
Adviser | ||||
Related Party Transaction [Line Items] | ||||
Percentage of management fee | 1.25% | 0.3125% | ||
Management fees | $ 7,214 | $ 2,256 | ||
Management fees payable | $ 2,355 | 889 | $ 2,355 | |
TAMCO | ||||
Related Party Transaction [Line Items] | ||||
Costs incurred during year reimbursed to related party | 583 | |||
Organizational costs | 504 | |||
Company expenses | $ 79 |
Commitments and Contingencies -
Commitments and Contingencies - Schedule of Unfunded Commitments and Unrealized Depreciation by Investment (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Loss Contingencies [Line Items] | ||
Unfunded commitments, Amount | $ 62,037 | $ 7,318 |
Unrealized depreciation on unfunded commitments | $ 921 | 242 |
Black Rock Coffee Holdings, LLC | ||
Loss Contingencies [Line Items] | ||
Unfunded Commitments, Maturity/Expiration month and year | 2023-10 | |
Unfunded commitments, Amount | $ 0 | 4,711 |
Unrealized depreciation on unfunded commitments | $ 0 | 113 |
CG Buyer, LLC | ||
Loss Contingencies [Line Items] | ||
Unfunded Commitments, Maturity/Expiration month and year | 2025-07 | |
Unfunded commitments, Amount | $ 3,696 | 0 |
Unrealized depreciation on unfunded commitments | $ 111 | 0 |
CSAT Holdings LLC | ||
Loss Contingencies [Line Items] | ||
Unfunded Commitments, Maturity/Expiration month and year | 2028-06 | |
Unfunded commitments, Amount | $ 3,934 | 0 |
Unrealized depreciation on unfunded commitments | $ 59 | 0 |
D&D Buyer, LLC | ||
Loss Contingencies [Line Items] | ||
Unfunded Commitments, Maturity/Expiration month and year | 2025-10 | |
Unfunded commitments, Amount | $ 8,075 | 0 |
Unrealized depreciation on unfunded commitments | $ 162 | 0 |
D&D Buyer, LLC 1 | ||
Loss Contingencies [Line Items] | ||
Unfunded Commitments, Maturity/Expiration month and year | 2028-10 | |
Unfunded commitments, Amount | $ 2,307 | 0 |
Unrealized depreciation on unfunded commitments | $ 46 | 0 |
Del Real, LLC | ||
Loss Contingencies [Line Items] | ||
Unfunded Commitments, Maturity/Expiration month and year | 2028-03 | |
Unfunded commitments, Amount | $ 4,079 | 0 |
Unrealized depreciation on unfunded commitments | $ 0 | 0 |
Five Star Buyer, Inc. | ||
Loss Contingencies [Line Items] | ||
Unfunded Commitments, Maturity/Expiration month and year | 2024-05 | |
Unfunded commitments, Amount | $ 3,035 | 0 |
Unrealized depreciation on unfunded commitments | $ 112 | 0 |
Five Star Buyer, Inc. | ||
Loss Contingencies [Line Items] | ||
Unfunded Commitments, Maturity/Expiration month and year | 2028-02 | |
Unfunded commitments, Amount | $ 3,035 | 0 |
Unrealized depreciation on unfunded commitments | $ 112 | 0 |
Hoffmaster Group, Inc. | ||
Loss Contingencies [Line Items] | ||
Unfunded Commitments, Maturity/Expiration month and year | 2028-02 | |
Unfunded commitments, Amount | $ 2,096 | 0 |
Unrealized depreciation on unfunded commitments | $ 0 | 0 |
Jones Industrial Holdings, Inc. | ||
Loss Contingencies [Line Items] | ||
Unfunded Commitments, Maturity/Expiration month and year | 2025-02 | |
Unfunded commitments, Amount | $ 8,959 | 0 |
Unrealized depreciation on unfunded commitments | $ 0 | 0 |
Red Robin International, Inc. | ||
Loss Contingencies [Line Items] | ||
Unfunded Commitments, Maturity/Expiration month and year | 2027-03 | |
Unfunded commitments, Amount | $ 1,566 | 626 |
Unrealized depreciation on unfunded commitments | $ 13 | 30 |
Rising Pharma Holdings, Inc. | ||
Loss Contingencies [Line Items] | ||
Unfunded Commitments, Maturity/Expiration month and year | 2026-12 | |
Unfunded commitments, Amount | $ 1,981 | 1,981 |
Unrealized depreciation on unfunded commitments | $ 44 | 99 |
RPM Purchaser, Inc. | ||
Loss Contingencies [Line Items] | ||
Unfunded Commitments, Maturity/Expiration month and year | 2025-09 | |
Unfunded commitments, Amount | $ 7,587 | 0 |
Unrealized depreciation on unfunded commitments | $ 121 | 0 |
Signature Brands, LLC | ||
Loss Contingencies [Line Items] | ||
Unfunded Commitments, Maturity/Expiration month and year | 2025-03 | |
Unfunded commitments, Amount | $ 3,654 | 0 |
Unrealized depreciation on unfunded commitments | $ 117 | 0 |
Sunland Asphalt & Construction, LLC | ||
Loss Contingencies [Line Items] | ||
Unfunded Commitments, Maturity/Expiration month and year | 2024-12 | |
Unfunded commitments, Amount | $ 8,033 | 0 |
Unrealized depreciation on unfunded commitments | $ 24 | $ 0 |
Members Capital - Schedule of M
Members Capital - Schedule of Members Capital Unit Activity (Details) - shares | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Statement of Stockholders' Equity [Abstract] | ||
Units at beginning of period | 7,364,560 | 10 |
Units issued and committed during the period | 3,344,500 | 7,364,550 |
Units issued and committed at end of period | 10,709,060 | 7,364,560 |
Members Capital - Additional In
Members Capital - Additional Information (Detail) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Statement of Stockholders' Equity [Abstract] | ||
Deemed Distributions | $ 0 | $ 0 |
Deemed Contributions | $ 0 | $ 0 |
Credit Facilities - Additional
Credit Facilities - Additional Information (Details) - USD ($) | Aug. 11, 2023 | Sep. 13, 2022 | Mar. 08, 2022 | Dec. 31, 2023 | Dec. 31, 2022 |
Line Of Credit Facility [Line Items] | |||||
Deferred financing costs, gross | $ 1,640,000 | $ 2,016,000 | |||
September 2022 Revolving Credit Facility | |||||
Line Of Credit Facility [Line Items] | |||||
Borrowings Outstanding | 0 | 0 | |||
September 2022 Term Loan | |||||
Line Of Credit Facility [Line Items] | |||||
Borrowings Outstanding | 200,000,000 | 34,400,000 | |||
Subscription Based Credit Facility | |||||
Line Of Credit Facility [Line Items] | |||||
Maximum commitments | $ 200,000,000 | 200,000,000 | 200,000,000 | ||
Increased amount of credit facility | $ 400,000,000 | ||||
Line of credit facility, maturity date | Mar. 07, 2025 | ||||
Deferred financing costs, gross | $ 1,190,000 | ||||
Deferred financing costs | $ 1,146,000 | 453,000 | 835,000 | ||
Borrowings Outstanding | 169,789,000 | 96,289,000 | |||
Asset Based Credit Facility | |||||
Line Of Credit Facility [Line Items] | |||||
Maximum commitments | $ 250,000,000 | 400,000,000 | 250,000,000 | ||
Increased amount of credit facility | $ 800,000,000 | ||||
Line of credit facility, maturity date | Sep. 13, 2027 | ||||
Percentage of membership interest of borrower obligation | 100% | ||||
Deferred financing costs, gross | $ 2,577,000 | ||||
Deferred financing costs | $ 544,000 | 1,288,000 | 1,488,000 | 2,362,000 | |
Borrowings Outstanding | 200,000,000 | 34,400,000 | |||
Asset Based Credit Facility Term Loan | |||||
Line Of Credit Facility [Line Items] | |||||
Maximum commitments | 200,000,000 | ||||
Deferred financing costs | $ 1,289,000 | ||||
Asset Based Credit Facility Amendment | |||||
Line Of Credit Facility [Line Items] | |||||
Maximum commitments | 400,000,000 | ||||
Credit facility, interest rate | 2.90% | ||||
Deferred financing costs, gross | $ 1,088,000 | ||||
Deferred financing costs | $ 544,000 | $ 886,000 | $ 0 | ||
SOFR | Subscription Based Credit Facility | |||||
Line Of Credit Facility [Line Items] | |||||
Credit facility, interest rate | 1.75% | ||||
SOFR | Subscription Based Credit Facility | Maximum | |||||
Line Of Credit Facility [Line Items] | |||||
Credit facility, interest rate | 1% | ||||
SOFR | Asset Based Credit Facility | |||||
Line Of Credit Facility [Line Items] | |||||
Credit facility, interest rate | 2.25% | ||||
Base Rate | Subscription Based Credit Facility | |||||
Line Of Credit Facility [Line Items] | |||||
Credit facility, interest rate | 0.75% | ||||
Base Rate | Asset Based Credit Facility | |||||
Line Of Credit Facility [Line Items] | |||||
Credit facility, interest rate | 2.25% |
Credit Facilities - Summary of
Credit Facilities - Summary of Amounts Outstanding and Available under Credit Facilities (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 | Sep. 13, 2022 | Mar. 08, 2022 |
Subscription Based Credit Facility | ||||
Line Of Credit Facility [Line Items] | ||||
Total Facility Commitment | $ 200,000,000 | $ 200,000,000 | $ 200,000,000 | |
Borrowings Outstanding | 169,789,000 | 96,289,000 | ||
Available Amount | 30,211,000 | 103,711,000 | ||
Asset Based Credit Facility | ||||
Line Of Credit Facility [Line Items] | ||||
Total Facility Commitment | 400,000,000 | 250,000,000 | $ 250,000,000 | |
Borrowings Outstanding | 200,000,000 | 34,400,000 | ||
Available Amount | $ 200,000,000 | $ 135,414,000 |
Credit Facilities - Summary o_2
Credit Facilities - Summary of Reconciliation Amounts Presented on Consolidated Statements of Assets and Liabilities Versus Outstanding on Term Loan (Details) - Term Loan - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Line Of Credit Facility [Line Items] | ||
Principal amount outstanding on Term Loan | $ 200,000 | $ 34,400 |
Deferred financing costs | (1,187) | (1,181) |
Term Loan (as presented on the Consolidated Statements of Assets and Liabilities) | $ 198,813 | $ 33,219 |
Credit Facilities - Summary Inf
Credit Facilities - Summary Information Regarding Credit Facilities (Details) - USD ($) $ in Thousands | 7 Months Ended | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | |
Line Of Credit Facility [Line Items] | |||
Administrative fees | $ 0 | $ 705 | $ 476 |
Amortization of deferred financing costs | 1,515 | 566 | |
Total | $ 0 | 21,705 | 3,709 |
Credit Facilities | |||
Line Of Credit Facility [Line Items] | |||
Credit facilities interest expense | 19,278 | 2,408 | |
Undrawn commitment fees | 887 | 679 | |
Administrative fees | 25 | 56 | |
Amortization of deferred financing costs | 1,515 | 566 | |
Total | $ 21,705 | $ 3,709 | |
Weighted average interest rate | 7.51% | 4.60% | |
Average outstanding balance | $ 253,114 | $ 63,251 |
Repurchase Obligations - Additi
Repurchase Obligations - Additional Information (Details) - shares | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Repurchase Obligation [Line Items] | ||
Description of repurchase obligations interest calculation | . | |
Barclays Bank PLC | ||
Repurchase Obligation [Line Items] | ||
Repurchase obligation outstanding | 0 | 0 |
Macquarie | ||
Repurchase Obligation [Line Items] | ||
Repurchase obligation outstanding | 0 | 0 |
Repurchase Obligations - Schedu
Repurchase Obligations - Schedule of interest expense incurred on the repurchase obligations (Details) - USD ($) $ in Thousands | 7 Months Ended | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | |
Repurchase Obligation [Line Items] | |||
Total Interest Expense on Repurchase Transactions | $ 0 | $ 1,149 | $ 780 |
Barclays Bank PLC | |||
Repurchase Obligation [Line Items] | |||
Total Interest Expense on Repurchase Transactions | 1,149 | 510 | |
Macquarie | |||
Repurchase Obligation [Line Items] | |||
Total Interest Expense on Repurchase Transactions | $ 0 | $ 270 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | ||
'Federal income tax provision | $ 0 | |
Unrecognized tax benefits | 0 | $ 0 |
Interest or penalties accrued | 0 | $ 0 |
Net long-term capital loss carryforward for federal income tax purposes | $ 0 |
Income Taxes - Schedule of Aggr
Income Taxes - Schedule of Aggregate Investment Unrealized Appreciation and Depreciation for Federal Income Tax Purposes (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Income Tax Disclosure [Abstract] | ||
Cost of investments for federal income tax purposes | $ 779,654 | $ 455,856 |
Unrealized appreciation | 8,396 | 1,793 |
Unrealized depreciation | (3,687) | (1,459) |
Net unrealized appreciation on investments | $ 4,709 | $ 334 |
Income Taxes - Summary of Recla
Income Taxes - Summary of Reclassification of Net Operating Losses and Differences in Accounting for Partnership Interest and Amendment Fees as Capital Gains (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Income Tax Disclosure [Abstract] | ||
Common Unitholders tax reclassification | $ 0 | $ 0 |
Undistributed net investment (loss) income | (368) | (221) |
Accumulated net realized gain (loss) | $ 368 | $ 221 |
Income Taxes - Schedule of Tax
Income Taxes - Schedule of Tax Character of Shareholder Distributions Attributable (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | ||
Ordinary income | $ 56,137 | $ 13,783 |
Long-term capital gain | 400 | 0 |
Return of capital | $ 3,094 | $ 0 |
Income Taxes - Summary of Compo
Income Taxes - Summary of Components of Distributable Earnings on Tax Basis (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Income Tax Disclosure [Abstract] | ||
Net tax appreciation (depreciation) | $ 3,788 | $ 92 |
Other cumulative effect of timing differences | $ 11,579 | $ (2,968) |
Financial Highlights - Schedule
Financial Highlights - Schedule of Financial Highlights (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | May 26, 2021 | |
Investment Company [Abstract] | ||||
Net Asset Value Per Share, Beginning Balance | $ 99.57 | $ 100 | ||
Net Increase in Common Unitholder NAV from Prior Year | 0.13 | 0 | ||
Income from Investment Operations: | ||||
Net investment income | 4.37 | 1.45 | ||
Net realized and unrealized gain | 0.45 | 0.03 | ||
Total income from investment operations | 4.82 | 1.48 | ||
Less Distributions: | ||||
From net investment income | (5.28) | (1.87) | ||
Return of Capital | (0.29) | 0 | ||
Total distributions | (5.57) | 0 | ||
Offering Costs | 0 | (0.04) | ||
Net Asset Value Per Share, Ending Balance | $ 98.95 | $ 99.57 | ||
Unitholder Total Return | 14.90% | 8.48% | ||
Unitholder IRR before incentive fees | 15.73% | 9.96% | ||
Unitholder IRR before all fees and expenses | 13.43% | 8.45% | ||
Ratios and Supplemental Data | ||||
Members' Capital, end of period | $ 460,210 | $ 196,018 | $ 1 | $ 1 |
Units outstanding, end of period | 10,709,060 | 7,364,560 | 10 | |
Ratios based on average net assets of Members’ Capital: | ||||
Ratio of total expenses to average net asset | 11.57% | 7.95% | ||
Expense recaptured (reimbursed) by Investment Advisor | (0.02%) | 0.31% | ||
Ratio of net expenses to average net assets | 11.55% | 8.26% | ||
Ratio of financing cost to average net assets | 6.10% | 2.87% | ||
Ratio of net investment income before expense recapture to average net assets | 13.12% | 8.47% | ||
Ratio of net investment income to average net assets | 13.14% | 8.16% | ||
Ratio of incentive fees to average net assets | 2.56% | 1.45% | ||
Credit facility payable | $ 369,789 | $ 130,689 | ||
Asset coverage ratio | 2.24% | 2.50% | ||
Portfolio turnover rate | 19.22% | 17.69% |
Financial Highlights - Schedu_2
Financial Highlights - Schedule of Financial Highlights (Parenthetical) (Details) - $ / shares | 12 Months Ended | |||||||||
Dec. 13, 2023 | Jul. 24, 2023 | Apr. 03, 2023 | Nov. 14, 2022 | Jul. 08, 2022 | Jan. 21, 2022 | May 27, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Investment Company, Financial Highlights [Line Items] | ||||||||||
NAV per Unit | $ 98.95 | $ 99.57 | $ 100 | |||||||
Ratio of internal rate of return since inception for common unitholders before incentive fees | 15.73% | |||||||||
Ratio of internal rate of return since inception for common unitholders | 13.43% | |||||||||
Common Units | ||||||||||
Investment Company, Financial Highlights [Line Items] | ||||||||||
Number of units sold and issued | 1,145,325 | 1,173,625 | 1,025,550 | 642,500 | 2,178,280 | 4,543,770 | 10 | |||
NAV per Unit | $ 100 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) - USD ($) $ in Thousands | Mar. 19, 2024 | Feb. 16, 2024 | Jan. 18, 2024 | Dec. 13, 2023 | Jul. 24, 2023 | Apr. 03, 2023 | Nov. 14, 2022 | Jul. 08, 2022 | Jan. 21, 2022 | May 27, 2021 | Feb. 02, 2024 | Dec. 31, 2023 |
Subsequent Event | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Initial closing date | Mar. 21, 2024 | |||||||||||
Asset Based Credit Facility Amendment | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Maximum commitments | $ 400,000 | |||||||||||
Asset Based Credit Facility Amendment | Subsequent Event | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Maximum commitments | $ 800,000 | |||||||||||
Asset Based Credit Facility Term Loan | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Maximum commitments | $ 200,000 | |||||||||||
Asset Based Credit Facility Term Loan | Subsequent Event | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Maximum commitments | $ 400,000 | |||||||||||
Common Units | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Number of units sold and issued | 1,145,325 | 1,173,625 | 1,025,550 | 642,500 | 2,178,280 | 4,543,770 | 10 | |||||
Aggregate purchase price | $ 114,533 | $ 117,363 | $ 102,555 | $ 64,250 | $ 217,828 | $ 454,377 | $ 1 | |||||
Common Units | Subsequent Event | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Number of units sold and issued | 1,302,300 | 734,300 | ||||||||||
Aggregate purchase price | $ 130,230 | $ 73,430 |