0001825590FALSETRUEQ112/312024http://fasb.org/us-gaap/2023#DebtAndEquitySecuritiesUnrealizedGainLosshttp://fasb.org/us-gaap/2023#DebtAndEquitySecuritiesUnrealizedGainLosshttp://fasb.org/us-gaap/2023#DebtAndEquitySecuritiesRealizedGainLosshttp://fasb.org/us-gaap/2023#DebtAndEquitySecuritiesUnrealizedGainLosshttp://fasb.org/us-gaap/2023#DebtAndEquitySecuritiesUnrealizedGainLosshttp://fasb.org/us-gaap/2023#DebtAndEquitySecuritiesRealizedGainLoss0001825590us-gaap:OtherAggregatedInvestmentsMember2024-01-012024-03-31
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
______________________________________________________________________________________________________
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period Ended March 31, 2024
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from _____ to _____
Commission File Number 814-01366
SL Investment Corp.
(Exact name of registrant as specified in its charter)
| | | | | |
Delaware (State or other jurisdiction of incorporation or organization) | 85-3472615 (I.R.S. Employer Identification No.) |
| |
1585 Broadway, New York, NY | 10036 |
(Address of principal executive offices) |
(Zip Code) |
1 212-761-4000
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
| | | | | | | | | | | | | | |
Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
None | | None | | None |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days: Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
| | | | | | | | | | | |
Large accelerated filer | ☐ | Accelerated filer | ☐ |
| | | |
Non-accelerated filer | ☒ | Smaller reporting company | ☐ |
| | | |
Emerging growth company | ☒ | | |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
As of May 14, 2024, the Registrant had 27,281,428 shares of common stock, $0.001 par value per share, outstanding.
SL Investment Corp.
TABLE OF CONTENTS
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Part I. Financial Information | |
Item 1. | | |
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Item 2. | | |
Item 3. | | |
Item 4. | | |
Part II. Other Information | |
Item 1. | | |
Item 1A. | | |
Item 2. | | |
Item 3. | | |
Item 4. | | |
Item 5. | | |
Item 6. | | |
SIGNATURES
SL Investment Corp.
Consolidated Statements of Assets and Liabilities
(In thousands, except share and per share amounts)
| | | | | | | | | | | | | | |
| | As of |
| | March 31, 2024 | | December 31, 2023 |
| | (Unaudited) | | (Audited) |
Assets | | | | |
Non-controlled/non-affiliated investments, at fair value (amortized cost of $1,137,194 and $1,156,731) | | $ | 1,128,417 | | | $ | 1,146,036 | |
Cash | | 33,982 | | | 36,643 | |
Deferred financing costs | | 5,278 | | | 5,769 | |
| | | | |
Interest and dividend receivable from non-controlled/non-affiliated investments | | 9,126 | | | 10,834 | |
Receivable for investments sold/repaid | | 23,989 | | | 387 | |
Prepaid expenses and other assets | | 73 | | | 18 | |
Total assets | | 1,200,865 | | | 1,199,687 | |
| | | | |
Liabilities | | | | |
Debt | | 603,073 | | | 599,373 | |
Payable for investments purchased | | — | | | 280 | |
Payable to affiliates (Note 3) | | 349 | | | 1,246 | |
Dividends payable | | 20,734 | | | 21,280 | |
Management fees payable | | 356 | | | 356 | |
Interest and other financing costs payable | | 11,817 | | | 13,167 | |
Accrued expenses and other liabilities | | 1,551 | | | 1,345 | |
Total liabilities | | 637,880 | | | 637,047 | |
| | | | |
Commitments and Contingencies (Note 7) | | | | |
| | | | |
Net Assets | | | | |
Series A Preferred stock, par value $0.001 (1,000,000 shares authorized and 521 and 521 shares issued and outstanding) | | 1 | | | 1 | |
Paid-in capital in excess of par value of Series A Preferred Stock | | 520 | | | 520 | |
Common Stock, par value $0.001 per share (100,000,000 shares authorized and 27,281,428 and 27,281,428 shares issued and outstanding) | | 27 | | | 27 | |
Paid-in capital in excess of par value of Common Stock | | 569,210 | | | 569,210 | |
Total distributable earnings (loss) | | (6,773) | | | (7,118) | |
Total net assets | | 562,985 | | | 562,640 | |
Total liabilities and net assets | | $ | 1,200,865 | | | $ | 1,199,687 | |
Net asset value per common share | | $ | 20.62 | | | $ | 20.60 | |
The accompanying notes are an integral part of these unaudited consolidated financial statements
SL Investment Corp.
Consolidated Statements of Operations (Unaudited)
(In thousands, except share and per share amounts)
| | | | | | | | | | | | | | |
| | For the Three Months Ended |
| | March 31, 2024 | | March 31, 2023 |
Investment income: | | | | |
From non-controlled/non-affiliated investments: | | | | |
Interest income | | $ | 33,306 | | | $ | 30,971 | |
Payment-in-kind | | 970 | | | 146 | |
Dividend income | | 163 | | | 139 | |
Other income | | 416 | | | 387 | |
Total investment income | | 34,855 | | | 31,643 | |
| | | | |
Expenses: | | | | |
Interest and other financing expenses | | 13,173 | | | 13,220 | |
Management fees | | 356 | | | 337 | |
| | | | |
Professional fees | | 343 | | | 313 | |
Directors’ fees | | 52 | | | 51 | |
| | | | |
General and other expenses | | 18 | | | 54 | |
Total expenses | | 13,942 | | | 13,975 | |
Net investment income before excise taxes | | 20,913 | | | 17,668 | |
Excise tax expense | | 21 | | | 23 | |
Net investment income after excise taxes | | 20,892 | | | 17,645 | |
| | | | |
Net realized and unrealized gains (losses) on investment transactions: | | | | |
Net realized gain (loss) from non-controlled/non-affiliated investments | | (1,715) | | | 63 | |
Net change in unrealized appreciation (depreciation) from non-controlled/non-affiliated investments | | 1,918 | | | (1,288) | |
Net realized and unrealized gains (losses) | | 203 | | | (1,225) | |
Net increase (decrease) in net assets resulting from operations | | 21,095 | | | 16,420 | |
Preferred Stock dividend | | (16) | | | (16) | |
Net increase (decrease) in net assets resulting from operations attributable to holders of Common Stock | | $ | 21,079 | | | $ | 16,404 | |
| | | | |
Net investment income (loss) per common share (basic and diluted) | | $ | 0.77 | | | $ | 0.68 | |
Earnings (loss) per common share (basic and diluted) | | $ | 0.77 | | | $ | 0.64 | |
Weighted average common shares outstanding : | | 27,281,428 | | | 25,807,951 | |
The accompanying notes are an integral part of these unaudited consolidated financial statements
SL Investment Corp.
Consolidated Statements of Changes in Net Assets (Unaudited)
(In thousands, except share and per share amounts)
| | | | | | | | | | | | | | |
| | For the Three Months Ended |
| | March 31, 2024 | | March 31, 2023 |
Net assets at beginning of period | | $ | 562,640 | | | $ | 516,232 | |
Increase (decrease) in net assets resulting from operations: | | | | |
Net investment income (loss) | | 20,892 | | | 17,645 | |
Net realized gain (loss) | | (1,715) | | | 63 | |
Net change in unrealized appreciation (depreciation) | | 1,918 | | | (1,288) | |
Net increase (decrease) in net assets resulting from operations | | 21,095 | | | 16,420 | |
| | | | |
Distributions to stockholders from: | | | | |
Distributable earnings | | (20,750) | | | (16,533) | |
Total distributions to stockholders | | (20,750) | | | (16,533) | |
| | | | |
| | | | |
| | | | |
| | | | |
Net increase (decrease) in net assets resulting from capital transactions | | — | | | — | |
Total increase (decrease) in net assets | | 345 | | | (113) | |
Net assets at end of period | | $ | 562,985 | | | $ | 516,119 | |
Distribution per share | | $ | 0.76 | | | $ | 0.64 | |
The accompanying notes are an integral part of these unaudited consolidated financial statements
SL Investment Corp.
Consolidated Statements of Cash Flows (Unaudited)
(In thousands)
| | | | | | | | | | | | | | |
| | For the Three Months Ended |
| | March 31, 2024 | | March 31, 2023 |
Cash flows from operating activities: | | | | |
Net increase (decrease) in net assets resulting from operations | | $ | 21,095 | | | $ | 16,420 | |
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities: | | | | |
Net unrealized (appreciation) depreciation on investments | | (1,918) | | | 1,288 | |
Net realized (gain) loss on investments | | 1,715 | | | (63) | |
Net accretion of discount and amortization of premium on investments | | (1,043) | | | (968) | |
Payment-in-kind interest and dividend capitalized | | (1,029) | | | (219) | |
Amortization of deferred financing costs | | 492 | | | 1,067 | |
| | | | |
Purchases of investments and change in payable for investments purchased | | (45,894) | | | (51,584) | |
Proceeds from sale of investments and principal repayments and change in receivable for investments sold. | | 41,905 | | | 32,901 | |
Changes in operating assets and liabilities: | | | | |
(Increase) decrease in interest and dividend receivable from non-controlled/non-affiliated investments | | 1,708 | | | (638) | |
(Increase) decrease in prepaid expenses and other assets | | (55) | | | (75) | |
(Decrease) increase in payable to affiliates | | (897) | | | (387) | |
(Decrease) increase in management fee payable | | — | | | 12 | |
(Decrease) increase in interest and other financing costs payable | | (1,350) | | | 1,941 | |
(Decrease) increase in accrued expenses and other liabilities | | 206 | | | 132 | |
Net cash provided by (used in) operating activities | | 14,935 | | | (173) | |
| | | | |
Cash flows from financing activities: | | | | |
Borrowings on debt | | 49,000 | | | 45,000 | |
Repayments on debt | | (45,300) | | | (16,634) | |
| | | | |
Proceeds from issuance of Common Stock and change in subscription receivable | | — | | | 18,597 | |
| | | | |
Dividends paid | | (21,296) | | | (14,301) | |
| | | | |
Net cash provided by (used in) financing activities | | (17,596) | | | 32,662 | |
Net increase (decrease) in cash | | (2,661) | | | 32,489 | |
Cash, beginning of period | | 36,643 | | | 25,116 | |
Cash, end of period | | $ | 33,982 | | | $ | 57,605 | |
| | | | | | | | | | | | | | |
Supplemental information and non-cash activities: | | | | |
Excise Tax Paid | | $ | 91 | | | $ | 26 | |
Accrued but unpaid excise tax expense | | $ | — | | | $ | — | |
Interest expense paid | | $ | 14,031 | | | $ | 10,212 | |
Accrued but unpaid dividends | | $ | 20,734 | | | $ | 16,517 | |
Non-cash purchases of investments | | $ | (11,367) | | | $ | — | |
Non-cash sales of investments | | $ | 11,367 | | | $ | — | |
The accompanying notes are an integral part of these unaudited consolidated financial statements
SL Investment Corp.
Consolidated Schedules of Investments (Unaudited)
March 31, 2024
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Investments-non-controlled/non-affiliated(1) | | Footnotes | | Reference Rate and Spread | | Interest Rate(2) | | Maturity Date | | Par Amount/ Shares(15) | | Cost(3) | | Fair Value | | Percentage of Net Assets | |
First Lien Debt | | | | | | | | | | | | | | | | | | | |
Aerospace & Defense | | | | | | | | | | | | | | | | | | | |
Jonathan Acquisition Company | | (4) (5) (6) | | S + | | 5.00% | | 10.40% | | 12/22/2026 | | 11,955 | | | $ | 11,802 | | | $ | 11,865 | | | 2.11 | | % |
Jonathan Acquisition Company | | (4) (6) (12) | | S + | | 5.00% | | 10.40% | | 12/22/2025 | | 1,167 | | | 1,150 | | | 1,153 | | | 0.20 | | |
Mantech International CP | | (4) (5) (7) | | S + | | 5.75% | | 11.06% | | 09/14/2029 | | 10,329 | | | 10,157 | | | 10,329 | | | 1.83 | | |
Mantech International CP | | (4) (7) (12) | | S + | | 5.75% | | 11.06% | | 09/14/2029 | | 919 | | | 890 | | | 919 | | | 0.16 | | |
Mantech International CP | | (4) (7) (12) | | S + | | 5.75% | | 11.06% | | 09/14/2028 | | — | | | (24) | | | — | | | | |
PCX Holding Corp. | | (4) (5) (6) | | S + | | 6.25% | | 11.71% | | 04/22/2027 | | 7,715 | | | 7,670 | | | 7,693 | | | 1.37 | | |
PCX Holding Corp. | | (4) (5) (6) | | S + | | 6.25% | | 11.71% | | 04/22/2027 | | 7,769 | | | 7,676 | | | 7,747 | | | 1.38 | | |
PCX Holding Corp. | | (4) (6) (12) | | S + | | 6.25% | | 11.71% | | 04/22/2027 | | 529 | | | 525 | | | 527 | | | 0.09 | | |
Two Six Labs, LLC | | (4) (5) (7) | | S + | | 5.50% | | 10.81% | | 08/20/2027 | | 4,979 | | | 4,915 | | | 4,850 | | | 0.86 | | |
Two Six Labs, LLC | | (4) (7) | | S + | | 5.50% | | 10.81% | | 08/20/2027 | | 1,811 | | | 1,786 | | | 1,762 | | | 0.31 | | |
Two Six Labs, LLC | | (4) (7) (12) | | S + | | 5.50% | | 10.81% | | 08/20/2027 | | — | | | (10) | | | (25) | | | — | | |
| | | | | | | | | | | | | | 46,537 | | | 46,820 | | | 8.31 | | |
Air Freight & Logistics | | | | | | | | | | | | | | | | | | | |
AGI-CFI Holdings, Inc. | | (4) (5) (7) | | S + | | 5.75% | | 11.06% | | 11/06/2027 | | 2,358 | | | 2,325 | | | 2,348 | | | 0.42 | | |
RoadOne IntermodaLogistics | | (4) (6) | | S + | | 6.25% | | 11.56% | | 12/29/2028 | | 627 | | | 611 | | | 617 | | | 0.11 | | |
RoadOne IntermodaLogistics | | (4) (6) (12) | | S + | | 6.25% | | 11.56% | | 12/29/2028 | | 57 | | | 55 | | | 55 | | | 0.01 | | |
RoadOne IntermodaLogistics | | (4) (6) (12) | | S + | | 6.25% | | 11.56% | | 12/29/2028 | | 8 | | | 4 | | | 6 | | | — | | |
| | | | | | | | | | | | | | 2,995 | | | 3,026 | | | 0.54 | | |
Automobile Components | | | | | | | | | | | | | | | | | | | |
Continental Battery Company | | (4) (5) (6) | | S + | | 7.00% (incl 4.08% PIK) | | 12.46% | | 01/20/2027 | | 6,251 | | | 6,175 | | | 5,113 | | | 0.91 | | |
Randy's Holdings, Inc. | | (4) (5) (6) | | S + | | 6.50% | | 11.81% | | 01/11/2028 | | 2,478 | | | 2,417 | | | 2,478 | | | 0.44 | | |
Randy's Holdings, Inc. | | (4) (6) (12) | | S + | | 6.50% | | 11.81% | | 01/11/2028 | | 100 | | | 89 | | | 100 | | | 0.02 | | |
Randy's Holdings, Inc. | | (4) (6) (12) | | S + | | 6.50% | | 11.81% | | 01/11/2028 | | 88 | | | 81 | | | 88 | | | 0.02 | | |
Sonny's Enterprises, LLC | | (4) (6) | | S + | | 6.75% | | 12.22% | | 08/05/2028 | | 19,801 | | | 19,555 | | | 19,801 | | | 3.52 | | |
Sonny's Enterprises, LLC | | (4) (6) (12) | | S + | | 6.75% | | 12.22% | | 08/05/2028 | | 160 | | | 154 | | | 160 | | | 0.03 | | |
Sonny's Enterprises, LLC | | (4) (6) (12) | | S + | | 6.75% | | 12.22% | | 05/08/2027 | | — | | | (5) | | | — | | | | |
Spectrum Automotive Holdings Corp. | | (4) (5) (7) | | S + | | 5.75% | | 11.19% | | 06/29/2028 | | 10,007 | | | 9,906 | | | 9,828 | | | 1.75 | | |
Spectrum Automotive Holdings Corp. | | (4) (7) (12) | | S + | | 5.75% | | 11.19% | | 06/29/2028 | | 2,294 | | | 2,267 | | | 2,244 | | | 0.40 | | |
Spectrum Automotive Holdings Corp. | | (4) (7) (12) | | S + | | 5.75% | | 11.19% | | 06/29/2027 | | — | | | (3) | | | (7) | | | — | | |
| | | | | | | | | | | | | | 40,636 | | | 39,805 | | | 7.09 | | |
Automobiles | | | | | | | | | | | | | | | | | | | |
ARI Network Services, Inc. | | (4) (5) (7) | | S + | | 5.25% | | 10.68% | | 02/28/2025 | | 8,774 | | | 8,725 | | | 8,657 | | | 1.54 | | |
ARI Network Services, Inc. | | (4) (5) (7) | | S + | | 5.25% | | 10.68% | | 02/28/2025 | | 1,536 | | | 1,528 | | | 1,516 | | | 0.27 | | |
ARI Network Services, Inc. | | (4) (7) (12) | | S + | | 5.25% | | 10.68% | | 02/28/2025 | | 260 | | | 253 | | | 242 | | | 0.04 | | |
COP Collisionright Parent, LLC | | (4) (5) (6) | | S + | | 5.50% | | 10.82% | | 01/29/2030 | | 1,074 | | | 1,053 | | | 1,053 | | | 0.19 | | |
SL Investment Corp.
Consolidated Schedules of Investments (Unaudited)
March 31, 2024
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Investments-non-controlled/non-affiliated(1) | | Footnotes | | Reference Rate and Spread | | Interest Rate(2) | | Maturity Date | | Par Amount/ Shares(15) | | Cost(3) | | Fair Value | | Percentage of Net Assets | |
COP Collisionright Parent, LLC | | (4) (6) (12) | | S + | | 5.50% | | 10.82% | | 01/29/2030 | | 29 | | | $ | 23 | | | $ | 23 | | | — | | % |
COP Collisionright Parent, LLC | | (4) (6) (12) | | S + | | 5.50% | | 10.82% | | 01/29/2030 | | 26 | | | 23 | | | 23 | | | — | | |
ARI Network Services, Inc. | | (4) (5) (7) | | S + | | 5.25% | | 10.68% | | 02/28/2026 | | 33 | | | 32 | | | 32 | | | 0.01 | | |
Summit Buyer, LLC | | (4) (5) (6) | | S + | | 5.75% | | 11.00% | | 01/14/2027 | | 9,360 | | | 9,251 | | | 8,983 | | | 1.60 | | |
Summit Buyer, LLC | | (4) (6) (12) | | S + | | 5.75% | | 11.00% | | 01/14/2027 | | 13,753 | | | 13,593 | | | 13,193 | | | 2.34 | | |
Summit Buyer, LLC | | (4) (12) | | P + | | 4.25% | | 12.75% | | 01/14/2027 | | 196 | | | 185 | | | 153 | | | 0.03 | | |
Turbo Buyer, Inc. | | (4) (5) (6) | | S + | | 6.00% | | 11.46% | | 02/12/2025 | | 16,054 | | | 15,919 | | | 15,822 | | | 2.81 | | |
Turbo Buyer, Inc. | | (4) (5) (6) | | S + | | 6.00% | | 11.46% | | 02/12/2025 | | 1,470 | | | 1,456 | | | 1,449 | | | 0.26 | | |
| | | | | | | | | | | | | | 52,041 | | | 51,146 | | | 9.09 | | |
Biotechnology | | | | | | | | | | | | | | | | | | | |
GraphPad Software, LLC | | (4) (5) (6) | | S + | | 5.50% | | 11.15% | | 04/27/2027 | | 6,330 | | | 6,293 | | | 6,323 | | | 1.12 | | |
GraphPad Software, LLC | | (4) (6) | | S + | | 6.00% | | 11.46% | | 04/27/2027 | | 750 | | | 746 | | | 749 | | | 0.13 | | |
| | | | | | | | | | | | | | 7,039 | | | 7,072 | | | 1.25 | | |
Chemicals | | | | | | | | | | | | | | | | | | | |
V Global Holdings, LLC | | (4) (5) (7) | | S + | | 5.75% | | 11.22% | | 12/22/2027 | | 1,513 | | | 1,491 | | | 1,421 | | | 0.25 | | |
V Global Holdings, LLC | | (4) (7) (12) | | S + | | 5.75% | | 11.22% | | 12/22/2025 | | 129 | | | 128 | | | 116 | | | 0.02 | | |
| | | | | | | | | | | | | | 1,619 | | | 1,537 | | | 0.27 | | |
Commercial Services & Supplies | | | | | | | | | | | | | | | | | | | |
365 Retail Markets, LLC | | (4) (5) (6) | | S + | | 4.75% | | 10.23% | | 12/23/2026 | | 7,312 | | | 7,240 | | | 7,312 | | | 1.30 | | |
365 Retail Markets, LLC | | (4) (5) (6) | | S + | | 4.75% | | 10.23% | | 12/23/2026 | | 2,346 | | | 2,328 | | | 2,346 | | | 0.42 | | |
365 Retail Markets, LLC | | (4) (6) (12) | | S + | | 4.75% | | 10.23% | | 12/23/2026 | | — | | | (11) | | | — | | | | |
Atlas Us Finco, Inc. | | (4) (5) (6) (9) | | S + | | 7.25% | | 12.55% | | 09/12/2029 | | 840 | | | 818 | | | 840 | | | 0.15 | | |
Atlas Us Finco, Inc. | | (4) (5) (6) (9) | | S + | | 7.25% | | 12.55% | | 09/12/2029 | | 67 | | | 66 | | | 67 | | | 0.01 | | |
Atlas Us Finco, Inc. | | (4) (6) (9) (12) | | S + | | 7.25% | | 12.55% | | 09/12/2028 | | — | | | (2) | | | — | | | | |
BPG Holdings IV Corp. | | (4) (5) (7) | | S + | | 6.00% | | 11.31% | | 07/29/2029 | | 9,505 | | | 8,972 | | | 9,330 | | | 1.66 | | |
Encore Holdings, LLC | | (4) (5) (7) | | S + | | 5.25% | | 10.65% | | 11/23/2028 | | 9,131 | | | 9,016 | | | 9,131 | | | 1.62 | | |
Encore Holdings, LLC | | (4) (5) (7) (12) | | S + | | 5.25% | | 10.65% | | 11/23/2028 | | 17,803 | | | 17,616 | | | 17,794 | | | 3.16 | | |
Encore Holdings, LLC | | (4) (7) (12) | | S + | | 5.25% | | 10.65% | | 11/23/2027 | | — | | | (29) | | | — | | | | |
Energy Labs Holdings Corp. | | (4) (5) (6) | | S + | | 5.25% | | 10.68% | | 07/04/2028 | | 383 | | | 379 | | | 379 | | | 0.07 | | |
Energy Labs Holdings Corp. | | (4) (6) | | S + | | 5.25% | | 10.68% | | 07/04/2028 | | 36 | | | 36 | | | 36 | | | 0.01 | | |
Energy Labs Holdings Corp. | | (4) (6) (12) | | S + | | 5.25% | | 10.68% | | 07/04/2028 | | 17 | | | 17 | | | 17 | | | — | | |
FLS Holding, Inc. | | (4) (5) (6) (9) | | S + | | 5.25% | | 10.73% | | 12/15/2028 | | 15,182 | | | 14,957 | | | 15,097 | | | 2.68 | | |
FLS Holding, Inc. | | (4) (5) (6) (9) | | S + | | 5.25% | | 10.73% | | 12/15/2028 | | 3,560 | | | 3,508 | | | 3,540 | | | 0.63 | | |
FLS Holding, Inc. | | (4) (6) (9) (12) | | S + | | 5.25% | | 10.73% | | 12/17/2027 | | — | | | (18) | | | (8) | | | — | | |
Helios Service Partners, LLC | | (4) (6) | | S + | | 6.25% | | 11.81% | | 03/19/2027 | | 244 | | | 238 | | | 241 | | | 0.04 | | |
Helios Service Partners, LLC | | (4) (6) (12) | | S + | | 6.25% | | 11.81% | | 03/19/2027 | | 351 | | | 342 | | | 346 | | | 0.06 | | |
Helios Service Partners, LLC | | (4) (6) (12) | | S + | | 6.00% | | 11.56% | | 03/19/2027 | | 27 | | | 26 | | | 26 | | | — | | |
SL Investment Corp.
Consolidated Schedules of Investments (Unaudited)
March 31, 2024
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Investments-non-controlled/non-affiliated(1) | | Footnotes | | Reference Rate and Spread | | Interest Rate(2) | | Maturity Date | | Par Amount/ Shares(15) | | Cost(3) | | Fair Value | | Percentage of Net Assets | |
Iris Buyer, LLC | | (4) (5) (6) | | S + | | 6.25% | | 11.56% | | 02/10/2030 | | 4,411 | | | $ | 4,296 | | | $ | 4,317 | | | 0.77 | | % |
Iris Buyer, LLC | | (4) (6) (12) | | S + | | 6.25% | | 11.56% | | 02/10/2030 | | 417 | | | 406 | | | 404 | | | 0.07 | | |
Iris Buyer, LLC | | (4) (6) (12) | | S + | | 6.25% | | 11.56% | | 02/10/2029 | | — | | | (16) | | | (13) | | | — | | |
Helios Service Partners, LLC | | (4) (6) (12) | | S + | | 6.25% | | 11.84% | | 03/19/2027 | | — | | | (7) | | | (7) | | | — | | |
PDFTron Systems, Inc. | | (4) (5) (6) (9) | | S + | | 5.50% | | 10.81% | | 07/15/2027 | | 9,845 | | | 9,741 | | | 9,802 | | | 1.74 | | |
PDFTron Systems, Inc. | | (4) (5) (6) (9) | | S + | | 5.50% | | 10.81% | | 07/15/2027 | | 4,158 | | | 4,105 | | | 4,140 | | | 0.74 | | |
PDFTron Systems, Inc. | | (4) (6) (9) (12) | | S + | | 5.50% | | 10.81% | | 07/15/2026 | | 550 | | | 520 | | | 536 | | | 0.10 | | |
Procure Acquireco, Inc. (Procure Analytics) | | (4) (5) (7) | | S + | | 5.00% | | 10.49% | | 12/20/2028 | | 15,516 | | | 15,287 | | | 15,423 | | | 2.74 | | |
Procure Acquireco, Inc. (Procure Analytics) | | (4) (7) | | S + | | 5.00% | | 10.49% | | 12/20/2028 | | 767 | | | 754 | | | 762 | | | 0.14 | | |
Procure Acquireco, Inc. (Procure Analytics) | | (4) (7) (12) | | S + | | 5.00% | | 10.49% | | 12/20/2028 | | — | | | (13) | | | (6) | | | — | | |
Sherlock Buyer Corp. | | (4) (5) (6) | | S + | | 5.75% | | 11.16% | | 08/12/2028 | | 18,320 | | | 18,050 | | | 18,320 | | | 3.25 | | |
Sherlock Buyer Corp. | | (4) (6) (12) | | S + | | 5.75% | | 11.16% | | 08/12/2027 | | — | | | (27) | | | — | | | | |
Surewerx Purchaser III, Inc. | | (4) (5) (7) (9) | | S + | | 6.75% | | 12.05% | | 12/28/2029 | | 2,063 | | | 2,009 | | | 2,063 | | | 0.37 | | |
Surewerx Purchaser III, Inc. | | (4) (7) (9) (12) | | S + | | 6.75% | | 12.05% | | 12/28/2029 | | — | | | (7) | | | — | | | | |
Surewerx Purchaser III, Inc. | | (4) (7) (9) (12) | | S + | | 6.75% | | 12.05% | | 12/28/2028 | | 172 | | | 163 | | | 172 | | | 0.03 | | |
Sweep Purchaser, LLC | | (4) (5) (6) | | S + | | 5.75% PIK | | 11.07% | | 06/30/2027 | | 1,896 | | | 1,896 | | | 1,896 | | | 0.34 | | |
Sweep Purchaser, LLC | | (4) (5) (6) | | S + | | 5.75% | | 11.07% | | 06/30/2027 | | 1,062 | | | 1,062 | | | 1,062 | | | 0.19 | | |
Sweep Purchaser, LLC | | (4) (6) (12) | | S + | | 5.50% | | 11.07% | | 06/30/2027 | | — | | | — | | | — | | | | |
Tamarack Intermediate, LLC | | (4) (5) (7) | | S + | | 5.50% | | 10.97% | | 03/13/2028 | | 5,534 | | | 5,453 | | | 5,432 | | | 0.96 | | |
Tamarack Intermediate, LLC | | (4) (7) (12) | | S + | | 5.50% | | 10.97% | | 03/13/2028 | | 201 | | | 192 | | | 190 | | | 0.03 | | |
Tamarack Intermediate, LLC | | (4) (7) (12) | | S + | | 5.50% | | 10.97% | | 03/13/2028 | | — | | | (12) | | | (16) | | | — | | |
Vensure Employer Services, Inc. | | (4) (7) (12) | | S + | | 5.25% | | 10.57% | | 04/01/2027 | | 3,018 | | | 2,925 | | | 2,904 | | | 0.52 | | |
VRC Companies, LLC | | (4) (5) (6) | | S + | | 5.75% | | 11.07% | | 06/29/2027 | | 21,366 | | | 21,165 | | | 21,366 | | | 3.80 | | |
VRC Companies, LLC | | (4) (6) (12) | | S + | | 5.75% | | 11.07% | | 06/29/2027 | | 55 | | | 48 | | | 48 | | | 0.01 | | |
VRC Companies, LLC | | (4) (6) (12) | | S + | | 5.75% | | 11.07% | | 06/29/2027 | | — | | | (6) | | | — | | | | |
| | | | | | | | | | | | | | 153,483 | | | 155,289 | | | 27.61 | | |
Construction & Engineering | | | | | | | | | | | | | | | | | | | |
Arcoro Holdings Corp. | | (4) (6) | | S + | | 5.50% | | 10.82% | | 03/28/2030 | | 8,696 | | | 8,522 | | | 8,522 | | | 1.51 | | |
Arcoro Holdings Corp. | | (4) (6) (12) | | S + | | 5.50% | | 10.82% | | 03/28/2030 | | — | | | (26) | | | (26) | | | — | | |
KPSKY Acquisition, Inc. | | (4) (5) (7) | | S + | | 5.25% | | 10.66% | | 10/19/2028 | | 14,476 | | | 14,269 | | | 14,210 | | | 2.52 | | |
KPSKY Acquisition, Inc. | | (4) (5) (7) | | S + | | 5.25% | | 10.66% | | 10/19/2028 | | 3,442 | | | 3,389 | | | 3,379 | | | 0.60 | | |
Superman Holdings, LLC | | (4) (6) | | S + | | 6.13% | | 11.43% | | 08/31/2027 | | 401 | | | 392 | | | 397 | | | 0.07 | | |
Superman Holdings, LLC | | (4) (6) (12) | | S + | | 6.13% | | 11.43% | | 08/31/2027 | | — | | | (1) | | | (1) | | | — | | |
| | | | | | | | | | | | | | 26,545 | | | 26,481 | | | 4.70 | | |
Consumer Staples Distribution & Retail | | | | | | | | | | | | | | | | | | | |
PDI TA Holdings, Inc. | | (4) (5) (7) | | S + | | 5.50% | | 10.83% | | 03/02/2031 | | 670 | | | 663 | | | 663 | | | 0.12 | | |
PDI TA Holdings, Inc. | | (4) (7) (12) | | S + | | 5.50% | | 10.83% | | 03/02/2031 | | — | | | (1) | | | (1) | | | — | | |
SL Investment Corp.
Consolidated Schedules of Investments (Unaudited)
March 31, 2024
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Investments-non-controlled/non-affiliated(1) | | Footnotes | | Reference Rate and Spread | | Interest Rate(2) | | Maturity Date | | Par Amount/ Shares(15) | | Cost(3) | | Fair Value | | Percentage of Net Assets | |
PDI TA Holdings, Inc. | | (4) (7) (12) | | S + | | 5.50% | | 10.83% | | 03/02/2031 | | — | | | $ | (1) | | | $ | (1) | | | — | | % |
| | | | | | | | | | | | | | 661 | | | 661 | | | 0.12 | | |
Containers & Packaging | | | | | | | | | | | | | | | | | | | |
BP Purchaser, LLC | | (4) (5) (7) | | S + | | 5.50% | | 11.08% | | 11/12/2028 | | 23,191 | | | 22,849 | | | 22,089 | | | 3.92 | | |
FORTIS Solutions Group, LLC | | (4) (5) (7) | | S + | | 5.50% | | 10.90% | | 10/13/2028 | | 11,481 | | | 11,317 | | | 11,481 | | | 2.04 | | |
FORTIS Solutions Group, LLC | | (4) (7) (12) | | S + | | 5.50% | | 10.90% | | 10/13/2028 | | 184 | | | 178 | | | 184 | | | 0.03 | | |
FORTIS Solutions Group, LLC | | (4) (7) (12) | | S + | | 5.50% | | 10.90% | | 10/15/2027 | | 58 | | | 44 | | | 58 | | | 0.01 | | |
| | | | | | | | | | | | | | 34,388 | | | 33,812 | | | 6.00 | | |
Distributors | | | | | | | | | | | | | | | | | | | |
48Forty Solutions, LLC | | (4) (5) (6) | | S + | | 6.00% | | 11.43% | | 11/30/2026 | | 9,820 | | | 9,683 | | | 8,569 | | | 1.52 | | |
48Forty Solutions, LLC | | (4) (6) (12) | | S + | | 6.00% | | 11.43% | | 11/30/2026 | | 1,056 | | | 1,038 | | | 863 | | | 0.15 | | |
Avalara, Inc. | | (4) (5) (7) | | S + | | 7.25% | | 12.56% | | 10/19/2028 | | 2,359 | | | 2,311 | | | 2,359 | | | 0.42 | | |
Avalara, Inc. | | (4) (7) (12) | | S + | | 7.25% | | 12.56% | | 10/19/2028 | | — | | | (4) | | | — | | | — | | |
Bradyifs Holdings, LLC | | (4) (5) (6) | | S + | | 6.00% | | 11.31% | | 10/31/2029 | | 867 | | | 851 | | | 856 | | | 0.15 | | |
Bradyifs Holdings, LLC | | (4) (6) (12) | | S + | | 6.00% | | 11.31% | | 10/31/2029 | | 23 | | | 22 | | | 22 | | | — | | |
Bradyifs Holdings, LLC | | (4) (6) (12) | | S + | | 6.00% | | 11.31% | | 10/31/2029 | | — | | | (1) | | | (1) | | | — | | |
PT Intermediate Holdings III, LLC | | (4) (5) (7) | | S + | | 5.98% | | 11.43% | | 01/11/2028 | | 14,950 | | | 14,842 | | | 14,455 | | | 2.57 | | |
PT Intermediate Holdings III, LLC | | (4) (5) (7) | | S + | | 5.98% | | 11.43% | | 01/11/2028 | | 8,319 | | | 8,262 | | | 8,043 | | | 1.43 | | |
| | | | | | | | | | | | | | 37,004 | | | 35,166 | | | 6.24 | | |
Diversified Consumer Services | | | | | | | | | | | | | | | | | | | |
Apex Service Partners, LLC | | (4) (5) (6) | | S + | | 7.00% (incl. 2.00% PIK) | | 12.32% | | 10/24/2030 | | 14,414 | | | 14,152 | | | 14,154 | | | 2.51 | | |
Apex Service Partners, LLC | | (4) (6) (12) | | S + | | 7.00% (incl. 2.00% PIK) | | 12.32% | | 10/24/2030 | | 1,880 | | | 1,826 | | | 1,819 | | | 0.32 | | |
Apex Service Partners, LLC | | (4) (6) (12) | | S + | | 7.00% (incl. 2.00% PIK) | | 12.32% | | 10/24/2029 | | 434 | | | 414 | | | 413 | | | 0.07 | | |
Assembly Intermediate, LLC | | (4) (5) (6) | | S + | | 6.00% | | 11.41% | | 10/19/2027 | | 8,889 | | | 8,771 | | | 8,589 | | | 1.53 | | |
Assembly Intermediate, LLC | | (4) (6) (12) | | S + | | 6.00% | | 11.41% | | 10/19/2027 | | 1,556 | | | 1,531 | | | 1,481 | | | 0.26 | | |
Assembly Intermediate, LLC | | (4) (6) (12) | | S + | | 6.00% | | 11.41% | | 10/19/2027 | | — | | | (11) | | | (30) | | | (0.01) | | |
EVDR Purchaser, Inc. | | (4) (7) | | S + | | 5.50% | | 10.83% | | 02/14/2031 | | 346 | | | 339 | | | 339 | | | 0.06 | | |
EVDR Purchaser, Inc. | | (4) (7) (12) | | S + | | 5.50% | | 10.83% | | 02/14/2031 | | — | | | (1) | | | (1) | | | — | | |
EVDR Purchaser, Inc. | | (4) (7) (12) | | S + | | 5.50% | | 10.83% | | 02/14/2031 | | 24 | | | 22 | | | 22 | | | — | | |
FPG Intermediate Holdco, LLC | | (4) (6) (14) | | S + | | 6.50% | | 12.18% | | 05/03/2027 | | 704 | | | 694 | | | 639 | | | 0.11 | | |
Heartland Home Services, Inc. | | (4) (7) | | S + | | 5.75% | | 11.08% | | 12/15/2026 | | 1,941 | | | 1,928 | | | 1,925 | | | 0.34 | | |
Lightspeed Solution, LLC | | (4) (5) (7) | | S + | | 6.50% (incl. 2.17% PIK) | | 11.84% | | 01/03/2028 | | 3,980 | | | 3,926 | | | 3,971 | | | 0.71 | | |
Lightspeed Solution, LLC | | (4) (7) | | S + | | 6.50% (incl. 2.17% PIK) | | 11.84% | | 01/03/2028 | | 262 | | | 259 | | | 262 | | | 0.05 | | |
LUV Car Wash Group, LLC | | (4) (5) (6) (12) | | S + | | 7.00% | | 12.32% | | 09/12/2026 | | 893 | | | 887 | | | 892 | | | 0.16 | | |
Magnolia Wash Holdings | | (4) (5) (6) | | S + | | 6.50% | | 12.09% | | 07/14/2028 | | 1,464 | | | 1,441 | | | 1,301 | | | 0.23 | | |
SL Investment Corp.
Consolidated Schedules of Investments (Unaudited)
March 31, 2024
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Investments-non-controlled/non-affiliated(1) | | Footnotes | | Reference Rate and Spread | | Interest Rate(2) | | Maturity Date | | Par Amount/ Shares(15) | | Cost(3) | | Fair Value | | Percentage of Net Assets | |
Magnolia Wash Holdings | | (4) (6) | | S + | | 6.50% | | 12.09% | | 07/14/2028 | | 313 | | | $ | 308 | | | $ | 278 | | | 0.05 | | % |
Magnolia Wash Holdings | | (4) (6) (12) | | S + | | 6.50% | | 12.09% | | 07/14/2028 | | 39 | | | 38 | | | 31 | | | 0.01 | | |
Spotless Brands, LLC | | (4) (5) (6) | | S + | | 6.50% | | 11.98% | | 07/25/2028 | | 1,421 | | | 1,398 | | | 1,413 | | | 0.25 | | |
Spotless Brands, LLC | | (4) (6) | | S + | | 6.50% | | 11.98% | | 07/25/2028 | | 269 | | | 265 | | | 268 | | | 0.05 | | |
Spotless Brands, LLC | | (4) (6) (12) | | S + | | 6.50% | | 11.98% | | 07/25/2028 | | — | | | (1) | | | — | | | — | | |
Vertex Service Partners, LLC | | (4) (5) (7) | | S + | | 5.50% | | 10.90% | | 08/11/2030 | | 207 | | | 202 | | | 203 | | | 0.04 | | |
Vertex Service Partners, LLC | | (4) (7) (12) | | S + | | 5.50% | | 10.90% | | 08/11/2030 | | 181 | | | 174 | | | 173 | | | 0.03 | | |
Vertex Service Partners, LLC | | (4) (7) (12) | | S + | | 5.50% | | 10.90% | | 08/11/2030 | | — | | | (1) | | | (1) | | | — | | |
| | | | | | | | | | | | | | 38,561 | | | 38,141 | | | 6.77 | | |
Electronic Equipment, Instruments & Components | | | | | | | | | | | | | | | | | | | |
Abracon Group Holdings, LLC | | (4) (5) (7) | | S + | | 6.00% | | 11.46% | | 06/07/2028 | | 1,905 | | | 1,877 | | | 1,417 | | | 0.25 | | |
Abracon Group Holdings, LLC | | (4) (7) (12) | | S + | | 6.00% | | 11.46% | | 06/07/2028 | | — | | | (2) | | | (36) | | | (0.01) | | |
Abracon Group Holdings, LLC | | (4) (7) | | S + | | 6.00% | | 11.46% | | 06/07/2028 | | 127 | | | 125 | | | 95 | | | 0.02 | | |
Dwyer Instruments, Inc. | | (4) (5) (7) | | S + | | 5.75% | | 11.15% | | 07/21/2027 | | 3,013 | | | 2,968 | | | 2,979 | | | 0.53 | | |
Dwyer Instruments, Inc. | | (4) (7) (12) | | S + | | 5.75% | | 11.15% | | 07/21/2027 | | 638 | | | 623 | | | 623 | | | 0.11 | | |
Dwyer Instruments, Inc. | | (4) (7) (12) | | S + | | 5.75% | | 11.15% | | 07/21/2027 | | — | | | (4) | | | (3) | | | — | | |
Infinite Bidco, LLC | | (4) (8) | | S + | | 6.25% | | 11.83% | | 02/03/2028 | | 4,682 | | | 4,567 | | | 4,669 | | | 0.83 | | |
Magneto Components Buyco, LLC | | (4) (5) (7) | | S + | | 6.00% | | 11.33% | | 05/12/2030 | | 220 | | | 216 | | | 216 | | | 0.04 | | |
Magneto Components Buyco, LLC | | (4) (7) (12) | | S + | | 6.00% | | 11.33% | | 05/12/2030 | | — | | | — | | | (1) | | | — | | |
Magneto Components Buyco, LLC | | (4) (7) (12) | | S + | | 6.00% | | 11.33% | | 05/12/2029 | | — | | | (1) | | | (1) | | | — | | |
| | | | | | | | | | | | | | 10,369 | | | 9,958 | | | 1.77 | | |
Financial Services | | | | | | | | | | | | | | | | | | | |
Applitools, Inc. | | (4) (5) (7) (9) | | S + | | 6.25% PIK | | 11.58% | | 05/25/2029 | | 1,703 | | | 1,684 | | | 1,668 | | | 0.30 | | |
Applitools, Inc. | | (4) (7) (9) (12) | | S + | | 6.25% | | 11.58% | | 05/25/2028 | | — | | | (3) | | | (4) | | | — | | |
Cerity Partners, LLC | | (4) (5) (7) | | S + | | 6.75% | | 12.09% | | 07/30/2029 | | 1,801 | | | 1,754 | | | 1,801 | | | 0.32 | | |
Cerity Partners, LLC | | (4) (7) | | S + | | 6.75% | | 12.09% | | 07/30/2029 | | 2,543 | | | 2,482 | | | 2,543 | | | 0.45 | | |
GC Waves Holdings, Inc. | | (4) (7) | | S + | | 6.00% | | 10.68% | | 10/08/2029 | | 228 | | | 224 | | | 225 | | | 0.04 | | |
GC Waves Holdings, Inc. | | (4) (7) (12) | | S + | | 6.00% | | 10.68% | | 10/08/2029 | | 103 | | | 89 | | | 94 | | | 0.02 | | |
GC Waves Holdings, Inc. | | (4) (7) (12) | | S + | | 6.00% | | 10.68% | | 10/08/2029 | | — | | | (1) | | | — | | | — | | |
SitusAMC Holdings Corp. | | (4) (5) (7) | | S + | | 5.50% | | 10.90% | | 12/22/2027 | | 6,692 | | | 6,644 | | | 6,692 | | | 1.19 | | |
Smarsh, Inc. | | (4) (5) (7) | | S + | | 5.75% | | 11.06% | | 02/16/2029 | | 4,286 | | | 4,220 | | | 4,226 | | | 0.75 | | |
Smarsh, Inc. | | (4) (7) (12) | | S + | | 5.75% | | 11.06% | | 02/16/2029 | | 536 | | | 524 | | | 521 | | | 0.09 | | |
Smarsh, Inc. | | (4) (7) (12) | | S + | | 5.75% | | 11.06% | | 02/16/2029 | | 107 | | | 103 | | | 103 | | | 0.02 | | |
Trintech, Inc. | | (4) (5) (6) | | S + | | 6.50% | | 11.83% | | 07/25/2029 | | 14,923 | | | 14,650 | | | 14,713 | | | 2.61 | | |
Trintech, Inc. | | (4) (6) (12) | | S + | | 6.50% | | 11.83% | | 07/25/2029 | | 367 | | | 345 | | | 349 | | | 0.06 | | |
| | | | | | | | | | | | | | 32,715 | | | 32,931 | | | 5.85 | | |
SL Investment Corp.
Consolidated Schedules of Investments (Unaudited)
March 31, 2024
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Investments-non-controlled/non-affiliated(1) | | Footnotes | | Reference Rate and Spread | | Interest Rate(2) | | Maturity Date | | Par Amount/ Shares(15) | | Cost(3) | | Fair Value | | Percentage of Net Assets | |
Food Products | | | | | | | | | | | | | | | | | | | |
Teasdale Foods, Inc. (Teasdale Latin Foods) | | (4) (5) (6) | | S + | | 7.25% (incl. 1.00% PIK) | | 12.68% | | 12/18/2025 | | 3,612 | | | $ | 3,584 | | | $ | 3,335 | | | 0.59 | | % |
Health Care Equipment & Supplies | | | | | | | | | | | | | | | | | | | |
Performance Health & Wellness, Inc. | | (4) (5) (6) | | S + | | 5.75% | | 11.16% | | 12/07/2027 | | 4,028 | | | 3,978 | | | 4,019 | | | 0.71 | | |
PerkinElmer U.S., LLC | | (4) (5) (6) | | S + | | 6.75% | | 12.07% | | 03/13/2029 | | 653 | | | 636 | | | 652 | | | 0.12 | | |
Tidi Legacy Products, Inc. | | (4) (5) (6) | | S + | | 5.50% | | 10.83% | | 12/19/2029 | | 368 | | | 361 | | | 362 | | | 0.06 | | |
Tidi Legacy Products, Inc. | | (4) (6) (12) | | S + | | 5.50% | | 10.83% | | 12/19/2029 | | — | | | (1) | | | (1) | | | — | | |
Tidi Legacy Products, Inc. | | (4) (6) (12) | | S + | | 5.50% | | 10.83% | | 12/19/2029 | | — | | | (1) | | | (1) | | | — | | |
YI, LLC | | (4) (5) (6) | | S + | | 5.75% | | 11.07% | | 03/12/2029 | | 245 | | | 240 | | | 242 | | | 0.04 | | |
YI, LLC | | (4) (6) (12) | | S + | | 5.75% | | 11.07% | | 03/12/2029 | | — | | | — | | | (1) | | | — | | |
YI, LLC | | (4) (6) (12) | | S + | | 5.75% | | 11.07% | | 03/12/2029 | | 1 | | | — | | | — | | | | |
| | | | | | | | | | | | | | 5,213 | | | 5,272 | | | 0.93 | | |
Health Care Providers & Services | | | | | | | | | | | | | | | | | | | |
DCA Investment Holdings, LLC | | (4) (5) (7) | | S + | | 6.50% | | 11.74% | | 03/04/2028 | | 15,304 | | | 14,987 | | | 15,016 | | | 2.67 | | |
DCA Investment Holdings, LLC | | (4) (5) (7) | | S + | | 6.50% | | 11.74% | | 03/04/2028 | | 720 | | | 709 | | | 706 | | | 0.13 | | |
Gateway US Holdings, Inc. | | (4) (5) (7) (9) | | S + | | 6.00% | | 11.45% | | 09/22/2026 | | 748 | | | 744 | | | 748 | | | 0.13 | | |
Gateway US Holdings, Inc. | | (4) (7) (9) | | S + | | 6.00% | | 11.45% | | 09/22/2026 | | 211 | | | 210 | | | 211 | | | 0.04 | | |
Gateway US Holdings, Inc. | | (4) (7) (9) (12) | | S + | | 6.00% | | 11.45% | | 09/22/2026 | | — | | | — | | | — | | | — | | |
Heartland Veterinary Partners, LLC | | (4) (5) (6) | | S + | | 4.75% | | 10.18% | | 10/12/2026 | | 3,826 | | | 3,804 | | | 3,802 | | | 0.68 | | |
Heartland Veterinary Partners, LLC | | (4) (5) (6) | | S + | | 4.75% | | 10.18% | | 10/12/2026 | | 8,663 | | | 8,614 | | | 8,609 | | | 1.53 | | |
Heartland Veterinary Partners, LLC | | (4) (6) (12) | | S + | | 4.75% | | 10.18% | | 10/12/2026 | | — | | | (4) | | | (5) | | | — | | |
iCIMS, Inc. | | (4) (5) (7) | | S + | | 7.25% (incl. 3.88% PIK) | | 12.55% | | 08/18/2028 | | 1,623 | | | 1,602 | | | 1,623 | | | 0.29 | | |
iCIMS, Inc. | | (4) (7) (12) | | S + | | 7.25% (incl. 3.88% PIK) | | 12.55% | | 08/18/2028 | | — | | | — | | | — | | | — | | |
iCIMS, Inc. | | (4) (7) (12) | | S + | | 7.25% (incl. 3.88% PIK) | | 12.55% | | 08/18/2028 | | 1 | | | 1 | | | 1 | | | — | | |
Intelerad Medical Systems Incorporated | | (4) (6) (9) | | S + | | 6.50% | | 11.96% | | 08/21/2026 | | 926 | | | 908 | | | 887 | | | 0.16 | | |
Intelerad Medical Systems Incorporated | | (4) (6) (9) | | S + | | 6.50% | | 11.96% | | 08/21/2026 | | 63 | | | 63 | | | 61 | | | 0.01 | | |
Pareto Health Intermediate Holdings, Inc. | | (4) (6) | | S + | | 6.25% | | 11.55% | | 5/31/20230 | | 1,041 | | | 1,021 | | | 1,038 | | | 0.18 | | |
Pareto Health Intermediate Holdings, Inc. | | (4) (6) (12) | | S + | | 6.25% | | 11.55% | | 5/312029 | | — | | | (2) | | | — | | | — | | |
PPV Intermediate Holdings, LLC | | (4) (7) | | S + | | 5.75% | | 11.09% | | 08/31/2029 | | 994 | | | 959 | | | 980 | | | 0.17 | | |
PPV Intermediate Holdings, LLC | | (4) (7) (12) | | S + | | 5.75% | | 11.09% | | 08/31/2029 | | — | | | (29) | | | (24) | | | — | | |
Promptcare Infusion Buyer, Inc. | | (4) (5) (6) | | S + | | 6.00% | | 11.45% | | 01/09/2027 | | 3,839 | | | 3,790 | | | 3,798 | | | 0.67 | | |
Promptcare Infusion Buyer, Inc. | | (4) (6) | | S + | | 6.00% | | 11.45% | | 01/09/2027 | | 598 | | | 592 | | | 592 | | | 0.11 | | |
Stepping Stones Healthcare Services, LLC | | (4) (5) (7) | | S + | | 5.50% | | 10.91% | | 02/01/2029 | | 4,288 | | | 4,239 | | | 4,245 | | | 0.75 | | |
Stepping Stones Healthcare Services, LLC | | (4) (7) | | S + | | 5.50% | | 10.91% | | 02/01/2029 | | 962 | | | 951 | | | 953 | | | 0.17 | | |
Stepping Stones Healthcare Services, LLC | | (4) (7) (12) | | S + | | 5.50% | | 10.91% | | 12/30/2026 | | — | | | (5) | | | (6) | | | — | | |
Suveto | | (4) (5) (7) | | S + | | 4.25% | | 9.68% | | 09/09/2027 | | 5,060 | | | 5,027 | | | 4,863 | | | 0.86 | | |
SL Investment Corp.
Consolidated Schedules of Investments (Unaudited)
March 31, 2024
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Investments-non-controlled/non-affiliated(1) | | Footnotes | | Reference Rate and Spread | | Interest Rate(2) | | Maturity Date | | Par Amount/ Shares(15) | | Cost(3) | | Fair Value | | Percentage of Net Assets | |
Suveto | | (4) (7) (12) | | S + | | 4.25% | | 9.68% | | 09/09/2027 | | 171 | | | $ | 165 | | | $ | 149 | | | 0.03 | | % |
Vardiman Black Holdings, LLC | | (4) (5) (8) | | S + | | 7.00% | | 12.43% | | 03/18/2027 | | 3,598 | | | 3,598 | | | 3,598 | | | 0.64 | | |
Vardiman Black Holdings, LLC | | (4) (8) (12) (14) | | S + | | 7.00% | | 12.43% | | 03/18/2027 | | — | | | (13) | | | (13) | | | — | | |
Vermont Aus Pty Ltd. | | (4) (5) (7) (9) | | S + | | 5.50% | | 10.96% | | 03/23/2028 | | 490 | | | 481 | | | 483 | | | 0.09 | | |
| | | | | | | | | | | | | | 52,412 | | | 52,315 | | | 9.31 | | |
Health Care Technology | | | | | | | | | | | | | | | | | | | |
Hyland Software, Inc. | | (4) (5) (7) | | S + | | 6.00% | | 11.33% | | 09/19/2030 | | 7,534 | | | 7,460 | | | 7,488 | | | 1.33 | | |
Hyland Software, Inc. | | (4) (7) (12) | | S + | | 6.00% | | 11.33% | | 09/19/2029 | | — | | | (3) | | | (2) | | | — | | |
Lightspeed Buyer, Inc. | | (4) (5) (6) | | S + | | 5.25% | | 10.71% | | 03/02/2026 | | 3,953 | | | 3,908 | | | 3,929 | | | 0.70 | | |
Lightspeed Buyer, Inc. | | (4) (5) (6) | | S + | | 5.25% | | 10.71% | | 03/02/2026 | | 3,295 | | | 3,255 | | | 3,275 | | | 0.58 | | |
| | | | | | | | | | | | | | 14,620 | | | 14,690 | | | 2.61 | | |
Industrial Conglomerates | | | | | | | | | | | | | | | | | | | |
Aptean, Inc. | | (4) (5) (7) | | S + | | 5.25% | | 10.57% | | 01/30/2031 | | 2,081 | | | 2,061 | | | 2,061 | | | 0.37 | | |
Aptean, Inc. | | (4) (7) (12) | | S + | | 5.25% | | 10.57% | | 01/30/2031 | | 18 | | | 16 | | | 16 | | | — | | |
Aptean, Inc. | | (4) (7) (12) | | S + | | 5.25% | | 10.57% | | 01/30/2031 | | — | | | (2) | | | (2) | | | — | | |
Raptor Merger Sub Debt, LLC | | (4) (5) (7) | | S + | | 6.75% | | 12.05% | | 04/01/2028 | | 13,779 | | | 13,435 | | | 13,779 | | | 2.45 | | |
Raptor Merger Sub Debt, LLC | | (4) (7) (12) | | S + | | 6.75% | | 12.05% | | 04/01/2028 | | 209 | | | 186 | | | 209 | | | 0.04 | | |
| | | | | | | | | | | | | | 15,696 | | | 16,063 | | | 2.86 | | |
Insurance Services | | | | | | | | | | | | | | | | | | | |
Foundation Risk Partners Corp. | | (4) (5) (7) | | S + | | 6.00% | | 11.41% | | 10/29/2028 | | 18,182 | | | 17,985 | | | 18,182 | | | 3.23 | | |
Foundation Risk Partners Corp. | | (4) (5) (7) | | S + | | 6.00% | | 11.41% | | 10/29/2028 | | 3,954 | | | 3,915 | | | 3,954 | | | 0.70 | | |
Foundation Risk Partners Corp. | | (4) (7) (12) | | S + | | 6.00% | | 11.41% | | 10/29/2027 | | — | | | (17) | | | — | | | — | | |
Galway Borrower, LLC | | (4) (5) (7) | | S + | | 5.25% | | 10.67% | | 09/29/2028 | | 10,942 | | | 10,780 | | | 10,679 | | | 1.90 | | |
Galway Borrower, LLC | | (4) (7) (12) | | S + | | 5.25% | | 10.67% | | 09/29/2028 | | — | | | (28) | | | (80) | | | (0.01) | | |
Galway Borrower, LLC | | (4) (7) (12) | | S + | | 5.25% | | 10.67% | | 09/29/2028 | | 145 | | | 131 | | | 123 | | | 0.02 | | |
Higginbotham Insurance Agency, Inc. | | (4) (5) (6) | | S + | | 5.50% | | 10.93% | | 11/24/2028 | | 6,083 | | | 6,026 | | | 6,083 | | | 1.08 | | |
Higginbotham Insurance Agency, Inc. | | (4) (6) (12) | | S + | | 5.50% | | 10.93% | | 11/24/2028 | | 100 | | | 96 | | | 97 | | | 0.02 | | |
High Street Buyer, Inc. | | (4) (5) (7) | | S + | | 5.25% | | 10.56% | | 04/14/2028 | | 4,228 | | | 4,173 | | | 4,186 | | | 0.74 | | |
High Street Buyer, Inc. | | (4) (5) (7) (12) | | S + | | 5.25% | | 10.56% | | 04/14/2028 | | 16,979 | | | 16,752 | | | 16,805 | | | 2.98 | | |
High Street Buyer, Inc. | | (4) (7) (12) | | S + | | 5.25% | | 10.56% | | 04/16/2027 | | — | | | (9) | | | (9) | | | — | | |
Long Term Care Group, Inc. | | (4) (5) (7) (14) | | S + | | 7.00% (incl. 6.00% PIK) | | 12.57% | | 08/09/2027 | | 2,077 | | | 2,050 | | | 1,716 | | | 0.30 | | |
Inszone Mid, LLC | | (4) (5) (6) | | S + | | 5.75% | | 10.98% | | 12/11/2029 | | 58 | | | 57 | | | 57 | | | 0.01 | | |
Inszone Mid, LLC | | (4) (6) (12) | | S + | | 5.75% | | 10.98% | | 12/11/2029 | | 10 | | | 9 | | | 9 | | | — | | |
Inszone Mid, LLC | | (4) (6) (12) | | S + | | 5.75% | | 10.98% | | 12/11/2029 | | — | | | — | | | — | | | — | | |
Integrity Marketing Acquisition, LLC | | (4) (5) (7) | | S + | | 6.00% | | 11.34% | | 08/27/2026 | | 391 | | | 385 | | | 386 | | | 0.07 | | |
Integrity Marketing Acquisition, LLC | | (4) (5) (7) | | S + | | 6.00% | | 11.34% | | 08/27/2026 | | 26,881 | | | 26,694 | | | 26,591 | | | 4.72 | | |
SL Investment Corp.
Consolidated Schedules of Investments (Unaudited)
March 31, 2024
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Investments-non-controlled/non-affiliated(1) | | Footnotes | | Reference Rate and Spread | | Interest Rate(2) | | Maturity Date | | Par Amount/ Shares(15) | | Cost(3) | | Fair Value | | Percentage of Net Assets | |
Integrity Marketing Acquisition, LLC | | (4) (7) (12) | | S + | | 6.00% | | 11.34% | | 08/27/2026 | | — | | | $ | (2) | | | $ | (1) | | | — | | % |
Keystone Agency Investors | | (4) (5) (6) | | S + | | 5.50% | | 10.95% | | 03/05/2027 | | 2,608 | | | 2,582 | | | 2,578 | | | 0.46 | | |
Keystone Agency Investors | | (4) (5) (6) | | S + | | 5.50% | | 10.95% | | 03/05/2027 | | 3,160 | | | 3,130 | | | 3,125 | | | 0.56 | | |
Patriot Growth Insurance Services, LLC | | (4) (7) | | S + | | 5.50% | | 10.95% | | 10/14/2028 | | 676 | | | 666 | | | 672 | | | 0.12 | | |
Peter C. Foy & Associates Insurance Services, LLC | | (4) (5) (7) | | S + | | 6.00% | | 11.45% | | 01/11/2028 | | 7,900 | | | 7,837 | | | 7,825 | | | 1.39 | | |
Peter C. Foy & Associates Insurance Services, LLC | | (4) (5) (7) (12) | | S + | | 6.00% | | 11.45% | | 01/11/2028 | | 2,735 | | | 2,711 | | | 2,710 | | | 0.48 | | |
Peter C. Foy & Associates Insurance Services, LLC | | (4) (7) (12) | | S + | | 6.00% | | 11.45% | | 01/11/2027 | | — | | | (2) | | | (3) | | | — | | |
RSC Acquisition, Inc. | | (4) (5) (7) | | S + | | 5.50% | | 10.96% | | 01/11/2029 | | 9,499 | | | 9,430 | | | 9,462 | | | 1.68 | | |
RSC Acquisition, Inc. | | (4) (7) (12) | | S + | | 5.50% | | 10.96% | | 01/11/2029 | | 14 | | | 14 | | | 14 | | | — | | |
World Insurance Associates, LLC | | (4) (5) (6) | | S + | | 6.00% | | 11.32% | | 03/04/2028 | | 27,247 | | | 26,801 | | | 26,513 | | | 4.71 | | |
World Insurance Associates, LLC | | (4) (6) (12) | | S + | | 6.00% | | 11.32% | | 03/04/2028 | | — | | | (8) | | | (27) | | | — | | |
| | | | | | | | | | | | | | 142,158 | | | 141,647 | | | 25.16 | | |
Interactive Media & Services | | | | | | | | | | | | | | | | | | | |
FMG Suite Holdings, LLC | | (4) (5) (6) | | S + | | 5.50% | | 10.68% | | 10/30/2026 | | 9,262 | | | 9,152 | | | 9,207 | | | 1.64 | | |
FMG Suite Holdings, LLC | | (4) (5) (6) | | S + | | 5.50% | | 10.68% | | 10/30/2026 | | 1,958 | | | 1,940 | | | 1,948 | | | 0.35 | | |
FMG Suite Holdings, LLC | | (4) (6) (12) | | S + | | 5.50% | | 10.68% | | 10/30/2026 | | 134 | | | 125 | | | 129 | | | 0.02 | | |
Spectrio, LLC | | (4) (5) (6) | | S + | | 6.00% (incl. 5.00% PIK) | | 11.34% | | 09/12/2026 | | 11,461 | | | 11,364 | | | 10,720 | | | 1.90 | | |
Spectrio, LLC | | (4) (5) (6) | | S + | | 6.00% (incl. 5.00% PIK) | | 11.34% | | 09/12/2026 | | 4,593 | | | 4,579 | | | 4,295 | | | 0.76 | | |
Spectrio, LLC | | (4) (6) (12) | | S + | | 6.00% (incl. 5.00% PIK) | | 11.34% | | 09/12/2026 | | 1,016 | | | 1,005 | | | 929 | | | 0.17 | | |
Triple Lift, Inc. | | (4) (5) (7) | | S + | | 5.75% | | 11.23% | | 05/05/2028 | | 11,670 | | | 11,517 | | | 10,933 | | | 1.94 | | |
Triple Lift, Inc. | | (4) (7) (12) | | S + | | 5.75% | | 11.23% | | 05/05/2028 | | 657 | | | 637 | | | 549 | | | 0.10 | | |
| | | | | | | | | | | | | | 40,319 | | | 38,710 | | | 6.88 | | |
IT Services | | | | | | | | | | | | | | | | | | | |
Atlas Purchaser, Inc. | | (4) (5) (7) | | S + | | 7.50% (incl. 6.50% PIK) | | 4.25% | | 05/05/2028 | | 1,022 | | | 1,022 | | | 818 | | | 0.15 | | |
Atlas Purchaser, Inc. | | (4) (5) (7) | | S + | | 7.50% (incl. 5.50% PIK) | | 4.25% | | 05/05/2028 | | 2,384 | | | 2,384 | | | 1,431 | | | 0.25 | | |
Catalis Intermediate, Inc. | | (4) (5) (7) | | S + | | 5.50% | | 10.95% | | 04/08/2027 | | 16,824 | | | 16,563 | | | 16,220 | | | 2.88 | | |
Catalis Intermediate, Inc. | | (4) (5) (7) | | S + | | 5.50% | | 10.95% | | 04/08/2027 | | 3,785 | | | 3,735 | | | 3,650 | | | 0.65 | | |
Catalis Intermediate, Inc. | | (4) (7) (12) | | S + | | 5.50% | | 10.95% | | 04/08/2027 | | 626 | | | 600 | | | 560 | | | 0.10 | | |
Donuts, Inc. | | (4) (5) (6) | | S + | | 6.00% | | 11.53% | | 12/29/2027 | | 9,372 | | | 9,297 | | | 9,372 | | | 1.66 | | |
Redwood Services Group, LLC | | (4) (5) (7) | | S + | | 6.25% | | 11.66% | | 06/15/2029 | | 1,790 | | | 1,770 | | | 1,790 | | | 0.32 | | |
Redwood Services Group, LLC | | (4) (7) (12) | | S + | | 6.25% | | 11.66% | | 06/15/2029 | | 1,048 | | | 1,033 | | | 1,046 | | | 0.19 | | |
Syntax Systems, Ltd. | | (4) (5) (7) (9) | | S + | | 5.50% | | 10.93% | | 10/29/2028 | | 15,001 | | | 14,894 | | | 14,799 | | | 2.63 | | |
Syntax Systems, Ltd. | | (4) (7) (9) (12) | | S + | | 5.50% | | 10.93% | | 10/29/2026 | | 1,155 | | | 1,147 | | | 1,133 | | | 0.20 | | |
Thrive Buyer, Inc. (Thrive Networks) | | (4) (5) (6) | | S + | | 6.00% | | 11.46% | | 01/22/2027 | | 8,086 | | | 7,987 | | | 7,969 | | | 1.42 | | |
Thrive Buyer, Inc. (Thrive Networks) | | (4) (5) (6) | | S + | | 6.00% | | 11.46% | | 01/22/2027 | | 6,363 | | | 6,295 | | | 6,261 | | | 1.11 | | |
Thrive Buyer, Inc. (Thrive Networks) | | (4) (12) | | P + | | 6.00% | | 11.46% | | 01/22/2027 | | 227 | | | 220 | | | 216 | | | 0.04 | | |
UpStack, Inc. | | (4) (5) (6) | | S + | | 6.00% | | 11.33% | | 08/20/2027 | | 3,527 | | | 3,472 | | | 3,438 | | | 0.61 | | |
SL Investment Corp.
Consolidated Schedules of Investments (Unaudited)
March 31, 2024
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Investments-non-controlled/non-affiliated(1) | | Footnotes | | Reference Rate and Spread | | Interest Rate(2) | | Maturity Date | | Par Amount/ Shares(15) | | Cost(3) | | Fair Value | | Percentage of Net Assets | |
UpStack, Inc. | | (4) (5) (6) (12) | | S + | | 6.00% | | 11.33% | | 08/20/2027 | | 1,699 | | | $ | 1,666 | | | $ | 1,651 | | | 0.29 | | % |
UpStack, Inc. | | (4) (6) (12) | | S + | | 6.00% | | 11.33% | | 08/20/2027 | | 244 | | | 238 | | | 234 | | | 0.04 | | |
| | | | | | | | | | | | | | 72,323 | | | 70,588 | | | 12.54 | | |
Leisure Products | | | | | | | | | | | | | | | | | | | |
GSM Acquisition Corp. (GSM Outdoors) | | (4) (5) (6) | | S + | | 5.00% | | 10.44% | | 11/16/2026 | | 13,432 | | | 13,360 | | | 13,368 | | | 2.37 | | |
GSM Acquisition Corp. (GSM Outdoors) | | (4) (5) (6) | | S + | | 5.00% | | 10.44% | | 11/16/2026 | | 1,658 | | | 1,647 | | | 1,651 | | | 0.29 | | |
GSM Acquisition Corp. (GSM Outdoors) | | (4) (6) (12) | | S + | | 5.00% | | 10.44% | | 11/16/2026 | | — | | | (10) | | | (8) | | | — | | |
| | | | | | | | | | | | | | 14,997 | | | 15,011 | | | 2.66 | | |
Machinery | | | | | | | | | | | | | | | | | | | |
Answer Acquisition, LLC | | (4) (5) (6) | | S + | | 5.75% | | 11.20% | | 12/30/2026 | | 13,406 | | | 13,242 | | | 13,280 | | | 2.36 | | |
Answer Acquisition, LLC | | (4) (6) (12) | | S + | | 5.75% | | 11.20% | | 12/30/2026 | | 498 | | | 480 | | | 484 | | | 0.09 | | |
Chase Intermediate, LLC | | (4) (12) | | S + | | 5.25% | | 10.95% | | 10/30/2028 | | — | | | (6) | | | (16) | | | — | | |
Chase Intermediate, LLC | | (4) (12) | | S + | | 5.25% | | 10.95% | | 10/30/2028 | | — | | | (1) | | | (1) | | | — | | |
MHE Intermediate Holdings, LLC | | (4) (5) (6) | | S + | | 6.00% | | 11.53% | | 07/21/2027 | | 7,706 | | | 7,609 | | | 7,661 | | | 1.36 | | |
MHE Intermediate Holdings, LLC | | (4) (5) (6) | | S + | | 6.00% | | 11.53% | | 07/21/2027 | | 1,570 | | | 1,551 | | | 1,560 | | | 0.28 | | |
MHE Intermediate Holdings, LLC | | (4) (6) (12) | | S + | | 6.00% | | 11.53% | | 07/21/2027 | | — | | | (12) | | | (7) | | | — | | |
| | | | | | | | | | | | | | 22,863 | | | 22,961 | | | 4.09 | | |
Multi-Utilities | | | | | | | | | | | | | | | | | | | |
AWP Group Holdings, Inc. | | (4) (5) (6) | | S + | | 5.50% | | 10.90% | | 12/24/2029 | | 15,069 | | | 14,673 | | | 14,914 | | | 2.65 | | |
AWP Group Holdings, Inc. | | (4) (6) (12) | | S + | | 5.50% | | 10.90% | | 12/24/2029 | | 15 | | | (14) | | | 11 | | | — | | |
AWP Group Holdings, Inc. | | (4) (6) (12) | | S + | | 5.50% | | 10.90% | | 12/24/2029 | | 584 | | | 567 | | | 563 | | | 0.10 | | |
Ground Penetrating Radar Systems, LLC | | (4) (5) (6) | | S + | | 4.50% | | 9.97% | | 06/26/2026 | | 4,361 | | | 4,321 | | | 4,361 | | | 0.77 | | |
Ground Penetrating Radar Systems, LLC | | (4) (6) (12) | | S + | | 4.50% | | 9.97% | | 06/26/2025 | | — | | | (4) | | | — | | | — | | |
Vessco Midco Holdings, LLC | | (4) (5) (6) | | S + | | 4.50% | | 9.93% | | 02/11/2026 | | 5,360 | | | 5,335 | | | 5,360 | | | 0.95 | | |
Vessco Midco Holdings, LLC | | (4) (5) (6) | | S + | | 4.50% | | 9.93% | | 02/11/2026 | | 3,493 | | | 3,477 | | | 3,493 | | | 0.62 | | |
Vessco Midco Holdings, LLC | | (4) (12) | | P + | | 3.50% | | 12.00% | | 10/18/2026 | | 20 | | | 16 | | | 20 | | | — | | |
| | | | | | | | | | | | | | 28,371 | | | 28,722 | | | 5.09 | | |
Pharmaceuticals | | | | | | | | | | | | | | | | | | | |
Caerus US 1, Inc. | | (4) (7) (9) | | S + | | 5.75% | | 11.06% | | 05/25/2029 | | 1,823 | | | 1,792 | | | 1,823 | | | 0.32 | | |
Caerus US 1, Inc. | | (4) (7) (9) (12) | | S + | | 5.75% | | 11.06% | | 05/25/2029 | | 118 | | | 115 | | | 118 | | | 0.02 | | |
Caerus US 1, Inc. | | (4) (7) (9) (12) | | S + | | 5.75% | | 11.06% | | 05/25/2029 | | — | | | (3) | | | — | | | — | | |
| | | | | | | | | | | | | | 1,904 | | | 1,941 | | | 0.34 | | |
Professional Services | | | | | | | | | | | | | | | | | | | |
Abacus Data Holdings, Inc. (AbacusNext) | | (4) (5) (6) | | S + | | 6.25% | | 11.17% | | 10/03/2027 | | 7,877 | | | 7,778 | | | 7,877 | | | 1.40 | | |
Abacus Data Holdings, Inc. (AbacusNext) | | (4) (6) | | S + | | 6.25% | | 11.17% | | 10/03/2027 | | 825 | | | 821 | | | 825 | | | 0.15 | | |
Abacus Data Holdings, Inc. (AbacusNext) | | (4) (6) (12) | | S + | | 6.25% | | 11.17% | | 10/03/2027 | | 556 | | | 549 | | | 556 | | | 0.10 | | |
Bridgepointe Technologies, LLC | | (4) (6) | | S + | | 6.50% | | 11.96% | | 12/31/2027 | | 5,786 | | | 5,623 | | | 5,705 | | | 1.01 | | |
SL Investment Corp.
Consolidated Schedules of Investments (Unaudited)
March 31, 2024
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Investments-non-controlled/non-affiliated(1) | | Footnotes | | Reference Rate and Spread | | Interest Rate(2) | | Maturity Date | | Par Amount/ Shares(15) | | Cost(3) | | Fair Value | | Percentage of Net Assets | |
Bridgepointe Technologies, LLC | | (4) (6) (12) | | S + | | 6.50% | | 11.96% | | 12/31/2027 | | 3,821 | | | $ | 3,676 | | | $ | 3,765 | | | 0.67 | | % |
Bullhorn, Inc. | | (4) (5) (6) | | S + | | 5.50% | | 10.93% | | 09/30/2026 | | 175 | | | 174 | | | 175 | | | 0.03 | | |
Bullhorn, Inc. | | (4) (6) | | S + | | 5.50% | | 10.93% | | 09/30/2026 | | 12 | | | 12 | | | 12 | | | — | | |
Bullhorn, Inc. | | (4) (6) (12) | | S + | | 5.50% | | 10.93% | | 09/30/2026 | | — | | | — | | | — | | | — | | |
Citrin Cooperman Advisors, LLC | | (4) (5) (7) | | S + | | 5.00% | | 10.57% | | 01/10/2027 | | 8,671 | | | 8,558 | | | 8,572 | | | 1.52 | | |
Citrin Cooperman Advisors, LLC | | (4) (5) (7) (12) | | S + | | 5.00% | | 10.57% | | 01/10/2027 | | 13,791 | | | 13,591 | | | 13,618 | | | 2.42 | | |
GPS Merger Sub, LLC | | (4) (5) (6) | | S + | | 6.00% | | 11.32% | | 02/10/2029 | | 3,098 | | | 3,040 | | | 3,047 | | | 0.54 | | |
GPS Merger Sub, LLC | | (4) (6) (12) | | S + | | 6.00% | | 11.32% | | 02/10/2029 | | — | | | (7) | | | (13) | | | — | | |
GPS Merger Sub, LLC | | (4) (6) (12) | | S + | | 6.00% | | 11.32% | | 02/10/2029 | | — | | | (12) | | | (11) | | | — | | |
KENG Acquisition, Inc. | | (4) (5) (6) | | S + | | 6.25% | | 11.56% | | 01/08/2029 | | 192 | | | 174 | | | 190 | | | 0.03 | | |
KENG Acquisition, Inc. | | (4) (6) (12) | | S + | | 6.25% | | 11.56% | | 01/08/2029 | | 24 | | | 22 | | | 22 | | | — | | |
KENG Acquisition, Inc. | | (4) (6) (12) | | S + | | 6.25% | | 11.56% | | 01/08/2029 | | 6 | | | 5 | | | 5 | | | — | | |
KWOR Acquisition, Inc. | | (4) (5) (6) | | S + | | 5.25% | | 10.68% | | 12/22/2028 | | 865 | | | 855 | | | 856 | | | 0.15 | | |
KWOR Acquisition, Inc. | | (4) (12) | | P + | | 4.25% | | 12.75% | | 12/22/2027 | | 69 | | | 68 | | | 68 | | | 0.01 | | |
| | | | | | | | | | | | | | 44,927 | | | 45,269 | | | 8.03 | | |
Real Estate Management & Development | | | | | | | | | | | | | | | | | | | |
Associations, Inc. | | (4) (5) (6) | | S + | | 6.50% (incl. 2.50% PIK) | | 12.09% | | 02/07/2027 | | 3,884 | | | 3,862 | | | 3,852 | | | 0.68 | | |
Associations, Inc. | | (4) (5) (6) (12) | | S + | | 6.50% (incl. 2.50% PIK) | | 12.09% | | 02/07/2027 | | 7,505 | | | 7,462 | | | 7,445 | | | 1.32 | | |
Associations, Inc. | | (4) (6) (12) | | S + | | 6.50% (incl. 2.50% PIK) | | 12.09% | | 02/07/2027 | | 409 | | | 405 | | | 403 | | | 0.07 | | |
MRI Software, LLC | | (4) (5) (6) | | S + | | 5.50% | | 10.90% | | 10/02/2027 | | 4,248 | | | 4,236 | | | 4,230 | | | 0.75 | | |
MRI Software, LLC | | (4) (6) (12) | | S + | | 5.50% | | 10.90% | | 10/02/2027 | | — | | | (1) | | | (1) | | | — | | |
MRI Software, LLC | | (4) (6) (12) | | S + | | 5.50% | | 10.90% | | 10/02/2027 | | — | | | — | | | (1) | | | — | | |
Pritchard Industries, LLC | | (4) (5) (7) | | S + | | 5.50% | | 10.93% | | 10/13/2027 | | 10,804 | | | 10,663 | | | 10,548 | | | 1.87 | | |
Pritchard Industries, LLC | | (4) (7) | | S + | | 5.50% | | 10.93% | | 10/13/2027 | | 2,583 | | | 2,548 | | | 2,522 | | | 0.45 | | |
Zarya Intermediate, LLC | | (4) (5) (6) (9) | | S + | | 6.50% | | 11.84% | | 01/07/2027 | | 9,533 | | | 9,533 | | | 9,463 | | | 1.68 | | |
Zarya Intermediate, LLC | | (4) (6) (9) (12) | | S + | | 6.50% | | 11.84% | | 01/07/2027 | | — | | | — | | | (7) | | | — | | |
| | | | | | | | | | | | | | 38,708 | | | 38,454 | | | 6.82 | | |
Software | | | | | | | | | | | | | | | | | | | |
Alert Media, Inc. | | (4) (5) (6) | | S + | | 6.25% | | 11.57% | | 04/12/2027 | | 16,272 | | | 16,114 | | | 15,828 | | | 2.81 | | |
Alert Media, Inc. | | (4) (6) | | S + | | 6.25% | | 11.57% | | 04/12/2026 | | 10,000 | | | 9,894 | | | 9,724 | | | 1.73 | | |
Alert Media, Inc. | | (4) (6) (12) | | S + | | 6.25% | | 11.57% | | 10/04/2026 | | — | | | (9) | | | (28) | | | — | | |
Anaplan, Inc. | | (4) (5) (7) | | S + | | 6.50% | | 11.81% | | 06/21/2029 | | 3,960 | | | 3,896 | | | 3,960 | | | 0.70 | | |
Appfire Technologies, LLC | | (4) (5) (6) | | S + | | 5.50% | | 10.95% | | 09/03/2027 | | 7,781 | | | 7,744 | | | 7,706 | | | 1.37 | | |
Appfire Technologies, LLC | | (4) (6) (12) | | S + | | 5.50% | | 10.95% | | 09/03/2027 | | — | | | (1) | | | (2) | | | — | | |
Appfire Technologies, LLC | | (4) (12) | | P + | | 4.50% | | 13.00% | | 09/03/2027 | | 6 | | | 6 | | | 6 | | | — | | |
SL Investment Corp.
Consolidated Schedules of Investments (Unaudited)
March 31, 2024
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Investments-non-controlled/non-affiliated(1) | | Footnotes | | Reference Rate and Spread | | Interest Rate(2) | | Maturity Date | | Par Amount/ Shares(15) | | Cost(3) | | Fair Value | | Percentage of Net Assets | |
CLEO Communications Holding, LLC | | (4) (5) (6) | | S + | | 5.50% | | 10.93% | | 09/06/2027 | | 17,142 | | | $ | 17,039 | | | $ | 16,916 | | | 3.00 | | % |
CLEO Communications Holding, LLC | | (4) (6) (12) | | S + | | 5.50% | | 10.93% | | 09/06/2027 | | — | | | (28) | | | (71) | | | (0.01) | | |
Coupa Holdings, LLC | | (4) (7) | | S + | | 7.50% | | 12.81% | | 02/27/2030 | | 315 | | | 308 | | | 313 | | | 0.06 | | |
Coupa Holdings, LLC | | (4) (7) (12) | | S + | | 7.50% | | 12.81% | | 02/27/2030 | | — | | | (2) | | | (1) | | | — | | |
Coupa Holdings, LLC | | (4) (7) (12) | | S + | | 7.50% | | 12.81% | | 02/27/2029 | | — | | | (2) | | | (1) | | | — | | |
Cyara AcquisitionCo, LLC | | (4) (6) | | S + | | 6.75% (incl.2.75% PIK) | | 12.06% | | 06/28/2029 | | 956 | | | 933 | | | 942 | | | 0.17 | | |
Cyara AcquisitionCo, LLC | | (4) (6) (12) | | S + | | 6.75% (incl.2.75% PIK) | | 12.06% | | 06/28/2029 | | — | | | (2) | | | (1) | | | — | | |
E-Discovery AcquireCo, LLC | | (4) (5) (6) | | S + | | 6.50% | | 11.84% | | 08/29/2029 | | 458 | | | 448 | | | 452 | | | 0.08 | | |
E-Discovery AcquireCo, LLC | | (4) (6) (12) | | S + | | 6.50% | | 11.84% | | 08/29/2029 | | — | | | (1) | | | (1) | | | — | | |
Formstack Acquisition Co | | (4) (6) | | S + | | 5.25% | | 10.57% | | 03/28/2030 | | 9,375 | | | 9,235 | | | 9,235 | | | 1.64 | | |
Formstack Acquisition Co | | (4) (6) (12) | | S + | | 5.25% | | 10.57% | | 03/28/2030 | | — | | | (28) | | | (28) | | | — | | |
Formstack Acquisition Co | | (4) (6) (12) | | S + | | 5.25% | | 10.57% | | 03/28/2030 | | — | | | (28) | | | (28) | | | — | | |
Fullsteam Operations, LLC | | (4) (5) (6) | | S + | | 8.25% | | 13.73% | | 11/27/2029 | | 663 | | | 644 | | | 658 | | | 0.12 | | |
Fullsteam Operations, LLC | | (4) (6) (12) | | S + | | 8.25% | | 13.73% | | 11/27/2029 | | 157 | | | 149 | | | 153 | | | 0.03 | | |
Fullsteam Operations, LLC | | (4) (6) (12) | | S + | | 8.25% | | 13.73% | | 11/27/2029 | | — | | | (1) | | | — | | | — | | |
Granicus, Inc. | | (4) (5) (7) | | S + | | 5.25% | | 10.62% | | 01/17/2031 | | 2,135 | | | 2,115 | | | 2,115 | | | 0.38 | | |
Granicus, Inc. | | (4) (7) (12) | | S + | | 5.25% | | 10.62% | | 01/17/2031 | | — | | | (2) | | | (2) | | | — | | |
Granicus, Inc. | | (4) (7) (12) | | S + | | 5.25% | | 10.62% | | 01/17/2031 | | — | | | (3) | | | (3) | | | — | | |
GS AcquisitionCo, Inc. | | (4) (5) (6) | | S + | | 5.00% | | 10.30% | | 05/25/2028 | | 25,319 | | | 25,208 | | | 25,319 | | | 4.50 | | |
GS AcquisitionCo, Inc. | | (4) (6) (12) | | S + | | 5.00% | | 10.30% | | 05/25/2028 | | — | | | — | | | — | | | — | | |
GS AcquisitionCo, Inc. | | (4) (6) (12) | | S + | | 5.00% | | 10.30% | | 05/25/2028 | | — | | | (5) | | | — | | | — | | |
Icefall Parent, Inc. | | (4) (5) (6) | | S + | | 6.50% | | 11.80% | | 01/25/2030 | | 895 | | | 877 | | | 877 | | | 0.16 | | |
Icefall Parent, Inc. | | (4) (6) (12) | | S + | | 6.50% | | 11.80% | | 01/25/2030 | | — | | | (2) | | | (2) | | | — | | |
LegitScript, LLC | | (4) (5) (7) | | S + | | 5.75% | | 11.08% | | 06/24/2029 | | 4,141 | | | 4,074 | | | 4,116 | | | 0.73 | | |
LegitScript, LLC | | (4) (7) (12) | | S + | | 5.75% | | 11.08% | | 06/24/2029 | | 109 | | | 100 | | | 103 | | | 0.02 | | |
LegitScript, LLC | | (4) (7) (12) | | S + | | 5.75% | | 11.08% | | 06/24/2028 | | 156 | | | 147 | | | 152 | | | 0.03 | | |
Montana Buyer, Inc. | | (4) (5) (7) | | S + | | 5.75% | | 11.08% | | 07/22/2029 | | 1,289 | | | 1,268 | | | 1,284 | | | 0.23 | | |
Montana Buyer, Inc. | | (4) (12) | | P + | | 4.75% | | 13.25% | | 07/22/2028 | | 21 | | | 19 | | | 20 | | | — | | |
Netwrix Corporation And Concept Searching, Inc. | | (4) (5) (7) | | S + | | 5.00% | | 10.38% | | 11/06/2029 | | 914 | | | 906 | | | 904 | | | 0.16 | | |
Netwrix Corporation And Concept Searching, Inc. | | (4) (7) (12) | | S + | | 5.00% | | 10.38% | | 11/06/2029 | | 14 | | | 13 | | | 13 | | | — | | |
Netwrix Corporation And Concept Searching, Inc. | | (4) (7) (12) | | S + | | 5.00% | | 10.38% | | 11/06/2029 | | — | | | — | | | (1) | | | — | | |
Oak Purchaser, Inc. | | (4) (5) (7) | | S + | | 5.50% | | 10.81% | | 04/28/2028 | | 1,014 | | | 1,006 | | | 995 | | | 0.18 | | |
Oak Purchaser, Inc. | | (4) (7) (12) | | S + | | 5.50% | | 10.81% | | 04/28/2028 | | 620 | | | 615 | | | 613 | | | 0.11 | | |
Oak Purchaser, Inc. | | (4) (7) (12) | | S + | | 5.50% | | 10.81% | | 04/28/2028 | | — | | | (1) | | | (1) | | | — | | |
Pound Bidco, Inc. | | (4) (5) (6) (9) | | S + | | 6.50% | | 11.92% | | 01/30/2026 | | 3,611 | | | 3,574 | | | 3,611 | | | 0.64 | | |
Pound Bidco, Inc. | | (4) (6) (9) (12) | | S + | | 6.50% | | 11.92% | | 01/30/2026 | | — | | | — | | | — | | | — | | |
Pound Bidco, Inc. | | (4) (6) (9) (12) | | S + | | 6.50% | | 11.92% | | 01/30/2026 | | — | | | (3) | | | — | | | — | | |
SL Investment Corp.
Consolidated Schedules of Investments (Unaudited)
March 31, 2024
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Investments-non-controlled/non-affiliated(1) | | Footnotes | | Reference Rate and Spread | | Interest Rate(2) | | Maturity Date | | Par Amount/ Shares(15) | | Cost(3) | | Fair Value | | Percentage of Net Assets | |
Project Leopard Holdings, Inc. | | (5) (8) (9) | | S + | | 5.25% | | 10.66% | | 07/20/2029 | | 1,027 | | | $ | 968 | | | $ | 945 | | | 0.17 | | % |
Revalize, Inc. | | (4) (5) (6) | | S + | | 5.75% | | 11.21% | | 04/15/2027 | | 8,651 | | | 8,619 | | | 8,133 | | | 1.44 | | |
Revalize, Inc. | | (4) (6) (12) | | S + | | 5.75% | | 11.21% | | 04/15/2027 | | 18 | | | 17 | | | 14 | | | — | | |
Riskonnect Parent, LLC | | (4) (5) (7) | | S + | | 5.50% | | 10.82% | | 07/12/2028 | | 1,037 | | | 1,017 | | | 1,017 | | | 0.18 | | |
Riskonnect Parent, LLC | | (4) (7) (12) | | S + | | 5.50% | | 10.82% | | 07/12/2028 | | 176 | | | 172 | | | 173 | | | 0.03 | | |
Riskonnect Parent, LLC | | (4) (7) (12) | | S + | | 5.50% | | 10.82% | | 07/12/2028 | | — | | | (3) | | | (3) | | | — | | |
Securonix, Inc. | | (4) (5) (7) | | S + | | 6.00% | | 11.33% | | 05/04/2028 | | 9,004 | | | 8,889 | | | 8,548 | | | 1.52 | | |
Securonix, Inc. | | (4) (7) (12) | | S + | | 6.00% | | 11.33% | | 05/04/2028 | | — | | | (19) | | | (82) | | | (0.01) | | |
Skykick, Inc. | | (4) (5) (6) | | S + | | 10.25% (incl. 7.00% PIK) | | 15.84% | | 01/09/2027 | | 3,516 | | | 3,473 | | | 3,147 | | | 0.56 | | |
Skykick, Inc. | | (4) (6) | | S + | | 10.25% (incl. 7.00% PIK) | | 15.84% | | 01/09/2027 | | 1,078 | | | 1,060 | | | 964 | | | 0.17 | | |
Trunk Acquisition, Inc. | | (4) (5) (6) | | S + | | 5.75% | | 11.21% | | 02/19/2027 | | 4,480 | | | 4,452 | | | 4,415 | | | 0.78 | | |
Trunk Acquisition, Inc. | | (4) (6) (12) | | S + | | 5.75% | | 11.21% | | 02/19/2026 | | — | | | (2) | | | (6) | | | — | | |
| | | | | | | | | | | | | | 134,857 | | | 133,110 | | | 23.68 | | |
Wireless Telecommunication Services | | | | | | | | | | | | | | | | | | | |
Mobile Communications America, Inc. | | (4) (5) (6) | | S + | | 6.00% | | 11.31% | | 10/16/2029 | | 261 | | | 258 | | | 258 | | | 0.05 | | |
Mobile Communications America, Inc. | | (4) (6) (12) | | S + | | 6.00% | | 11.31% | | 10/16/2029 | | — | | | (1) | | | (1) | | | — | | |
Mobile Communications America, Inc. | | (4) (6) (12) | | S + | | 6.00% | | 11.31% | | 10/16/2029 | | — | | | (1) | | | — | | | — | | |
| | | | | | | | | | | | | | 256 | | | 257 | | | 0.05 | | |
Total First Lien Debt | | | | | | | | | | | | | | $ | 1,117,801 | | | $ | 1,110,190 | | | 197.20 | | % |
| | | | | | | | | | | | | | | | | | | |
Second Lien Debt | | | | | | | | | | | | | | | | | | | |
Commercial Services & Supplies | | | | | | | | | | | | | | | | | | | |
Sweep Midco LLC | | (4) (5) (6) (13) | | | | | | | | 03/12/2036 | | 1,624 | | | $ | — | | | $ | — | | | — | | % |
Sweep Midco LLC | | (4) (5) (6) (13) | | | | | | | | 03/12/2034 | | 558 | | | 278 | | | 279 | | | 0.05 | | |
| | | | | | | | | | | | | | 278 | | | 279 | | | 0.05 | | |
Electronic Equipment, Instruments & Components | | | | | | | | | | | | | | | | | | | |
Infinite Bidco, LLC | | (5) (8) | | S + | | 7.00% | | 12.57% | | 02/03/2029 | | 3,000 | | | 2,991 | | | 2,523 | | | 0.45 | | |
Infinite Bidco, LLC | | (8) | | S + | | 7.00% | | 10.56% | | 02/03/2029 | | 1,500 | | | 1,500 | | | 1,261 | | | 0.22 | | |
| | | | | | | | | | | | | | 4,491 | | | 3,784 | | | 0.67 | | |
Health Care Providers & Services | | | | | | | | | | | | | | | | | | | |
Heartland Veterinary Partners, LLC | | (4) (5) (6) | | S + | | 8.00% | | 13.43% | | 10/12/2027 | | 360 | | | 355 | | | 354 | | | 0.06 | | |
Heartland Veterinary Partners, LLC | | (4) (6) | | S + | | 8.00% | | 13.43% | | 10/12/2027 | | 140 | | | 138 | | | 137 | | | 0.02 | | |
| | | | | | | | | | | | | | 493 | | | 491 | | | 0.08 | | |
| | | | | | | | | | | | | | | | | | | |
SL Investment Corp.
Consolidated Schedules of Investments (Unaudited)
March 31, 2024
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Investments-non-controlled/non-affiliated(1) | | Footnotes | | Reference Rate and Spread | | Interest Rate(2) | | Maturity Date | | Par Amount/ Shares(15) | | Cost(3) | | Fair Value | | Percentage of Net Assets | |
IT Services | | | | | | | | | | | | | | | | | | | |
Idera, Inc. | | (4) (5) (7) | | S + | | 6.75% | | 12.21% | | 02/03/2029 | | 530 | | | $ | 527 | | | $ | 530 | | | 0.09 | | % |
Red Dawn SEI Buyer, Inc. | | (4) (5) (6) | | S + | | 8.50% | | 13.91% | | 11/20/2026 | | 1,000 | | | 987 | | | 999 | | | 0.18 | | |
| | | | | | | | | | | | | | 1,514 | | | 1,529 | | | 0.27 | | |
Software | | | | | | | | | | | | | | | | | | | |
Flexera Software, LLC | | (4) (5) (6) | | S + | | 7.00% | | 12.45% | | 03/03/2029 | | 1,500 | | | 1,479 | | | 1,500 | | | 0.27 | | |
Total Second Lien Debt | | | | | | | | | | | | | | $ | 8,255 | | | $ | 7,583 | | | 1.34 | | % |
Other Securities | | | | | | | | | | | | | | | | | | | |
Unsecured Debt | | | | | | | | | | | | | | | | | | | |
Familia Intermediate Holdings I Corp. (Teasdale Latin Foods) | | (4) (10) | | | | | | 16.25% PIK | | 06/18/2026 | | 500 | | | $ | 500 | | | $ | 84 | | | 0.01 | | % |
Fetch Insurance Services, LLC | | (4) | | | | | | 12.75% (incl. 3.75% PIK) | | 10/31/2027 | | 430 | | | 421 | | | 417 | | | 0.07 | | |
Total Unsecured Debt | | | | | | | | | | | | | | $ | 921 | | | $ | 501 | | | 0.08 | | % |
SL Investment Corp.
Consolidated Schedules of Investments (Unaudited)
March 31, 2024
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Investments-non-controlled/non-affiliated(1) | | Footnotes | | Reference Rate and Spread | | | | Acquisition Date | | Par Amount/ Shares(15) | | Cost(3) | | Fair Value | | Percentage of Net Assets | |
Preferred Equity | | | | | | | | | | | | | | | | | | | |
FORTIS Solutions Group, LLC | | (4) (11) | | | | 12.25% | | | | 6/24/2022 | | 1,000,000 | | | $ | 1,217 | | $ | $ | 970 | | | 0.17 | | % |
Integrity Marketing Acquisition, LLC | | (4) (11) | | | | 10.50% | | | | 12/21/2021 | | 750,000 | | | 937 | | | 930 | | | 0.17 | | |
Revalize, Inc. | | (4) (11) | | S + | | 10.00% | | | | 12/14/2021 | | 1,787 | | | 2,248 | | | 2,255 | | | 0.40 | | |
RSK Holdings, Inc. (Riskonnect) | | (4) (11) | | S + | | 10.50% | | | | 7/7/2022 | | 320,600 | | | 389 | | | 403 | | | 0.07 | | |
Skykick, Inc. | | (4) (11) | | | | | | | | 8/31/2021 | | 23,665 | | | 225 | | | 225 | | | 0.04 | | |
Vardiman Black Holdings, LLC | | (4) (11) | | | | 6.00% PIK | | | | 3/29/2024 | | 1,766,298 | | | 1,125 | | | 1,125 | | | 0.20 | | |
Total Preferred Equity | | | | | | | | | | | | | | $ | 6,141 | | | $ | 5,908 | | | 1.05 | | % |
Common Equity | | | | | | | | | | | | | | | | | | | |
Abacus Data Holdings, Inc. (AbacusNext) | | (4) (11) | | | | | | | | 12/7/2021 | | 5,196 | | | $ | 520 | | $ | $ | 456 | | | 0.08 | | % |
BP Purchaser, LLC | | (4) (11) | | | | | | | | 12/10/2021 | | 1,383,156 | | | 1,378 | | | 1,105 | | | 0.20 | | |
BP Purchaser, LLC Rights | | (4) (11) | | | | | | | | 12/3/2024 | | 1,250,241 | | | 57 | | | 57 | | | 0.01 | | |
CSC Thrive Holdings, LP (Thrive Networks) | | (4) (11) | | | | | | | | 3/1/2021 | | 54,103 | | | 140 | | | 259 | | | 0.05 | | |
Encore Holdings, LLC | | (4) (11) | | | | | | | | 11/23/2021 | | 559 | | | 70 | | | 139 | | | 0.02 | | |
Frisbee Holdings, LP (Fetch) | | (4) (11) | | | | | | | | 10/31/2022 | | 4,745 | | | 60 | | | 61 | | | 0.01 | | |
Fullsteam Operations, LLC | | (4) (11) | | | | | | | | 10/31/2022 | | 593 | | | 20 | | | 20 | | | — | | |
GSM Equity Investors, LP (GSM Outdoors) | | (4) (11) | | | | | | | | 11/16/2020 | | 500 | | | 50 | | | 133 | | | 0.02 | | |
LUV Car Wash | | (4) (11) | | | | | | | | 4/6/2022 | | 123 | | | 123 | | | 76 | | | 0.01 | | |
PCX Holding Corp. | | (4) (11) | | | | | | | | 4/22/2021 | | 1,154 | | | 115 | | | 149 | | | 0.03 | | |
Pritchard Industries, Inc. | | (4) (11) | | | | | | | | 10/13/2021 | | 332,248 | | | 342 | | | 352 | | | 0.06 | | |
Procure Acquiom Financial, LLC (Procure Analytics) | | (4) (11) | | | | | | | | 12/20/2021 | | 500,000 | | | 500 | | | 650 | | | 0.12 | | |
Reveal Data Solutions | | (4) (11) | | | | | | | | 8/29/2023 | | 12,308 | | | 16 | | | 17 | | | — | | |
Shelby Co-invest, LP. (Spectrum Automotive) | | (4) (11) | | | | | | | | 6/29/2021 | | 1,500 | | | 150 | | | 232 | | | 0.04 | | |
SDB Holdco, LLC | | (4) (11) | | | | | | | | 3/29/2024 | | 3,640,370 | | | — | | | — | | | — | | |
Surewerx Topco, LP | | (4) (9) (11) | | | | | | | | 12/28/2022 | | 195 | | | 195 | | | 229 | | | 0.04 | | |
Suveto Buyer, LLC | | (4) (9) (11) | | | | | | | | 11/19/2021 | | 3,398 | | | 340 | | | 300 | | | 0.05 | | |
Total Common Equity | | | | | | | | | | | | | | $ | 4,076 | | | $ | 4,235 | | | 0.74 | | % |
Total Other Securities | | | | | | | | | | | | | | $ | 11,138 | | | $ | 10,644 | | | 1.87 | | % |
Total Portfolio Investments | | | | | | | | | | | | | | $ | 1,137,194 | | | $ | 1,128,417 | | | 200.41 | | % |
SL Investment Corp.
Consolidated Schedules of Investments (Unaudited)
March 31, 2024
(In thousands)
| | | | | |
(1) | Unless otherwise indicated, issuers of debt and equity investments held by the Company (which such term “Company” shall include the Company’s consolidated subsidiaries for purposes of this Consolidated Schedule of Investments) are denominated in dollars. All debt investments are income producing unless otherwise indicated. All equity investments (including preferred equity investments) are non-income producing unless otherwise noted. Certain portfolio company investments are subject to contractual restrictions on sales. Under the Investment Company Act of 1940, as amended (together with the rules and regulations promulgated thereunder, the “1940 Act”), the Company would be deemed to “control” a portfolio company if the Company owned more than 25% of its outstanding voting securities and/or held the power to exercise control over the management or policies of the portfolio company. As of March 31, 2024, the Company does not “control” any of these portfolio companies. Under the 1940 Act, the Company would be deemed an “affiliated person” of a portfolio company if the Company owns 5% or more of the portfolio company’s outstanding voting securities. As of March 31, 2024, the Company is not an “affiliated person” of any of its portfolio companies. |
(2) | Variable rate loans to the portfolio companies bear interest at a rate that is determined by reference to either EURIBOR (“E”) or SOFR (“S”) or an alternate base rate (commonly based on the Federal Funds Rate (“F”) or the U.S. Prime Rate (“P”)), each of which generally resets periodically. For each loan, the Company has indicated the reference rate used and provided the spread and the interest rate in effect as of March 31, 2024. As of March 31, 2024, the reference rates for our variable rate loans were the 3-month E at 3.89%, the reference rates for our SOFR-based loans were the 1-month S at 5.33%, 3-month S at 5.30% , 6- month S at 5.22% and the P at 8.50%. |
(3) | The cost represents the original cost adjusted for the amortization of discounts and premiums, as applicable, on debt investments using the effective interest method. |
(4) | These investments were valued using unobservable inputs and are considered Level 3 investments. Fair value was determined in good faith by or under the direction of the Company’s Valuation Designee (the “Valuation Designee”) under the supervision of the Board of Directors (the “Board of Directors” or the “Board”) (see Note 2 and Note 5), pursuant to the Company’s valuation policy. |
(5) | Assets or a portion thereof are pledged as collateral for the JPM Funding Facility (as defined below). See Note 6 “Debt”. |
(6) | Loan includes interest rate floor of 1.00%. |
(7) | Loan includes interest rate floor of 0.75%. |
(8) | Loan includes interest rate floor of 0.50%. |
(9) | The investment is not a qualifying asset under Section 55(a) of the 1940 Act. The Company may not acquire any non-qualifying asset unless, at the time of acquisition, qualifying assets represent at least 70% of the Company’s total assets. As of March 31, 2024 non-qualifying assets represented 6.06% of total assets as calculated in accordance with regulatory requirements. |
(10) | Investment was on non-accrual status as of March 31, 2024 |
(11) | Securities exempt from registration under the Securities Act of 1933, as amended, and may be deemed to be “restricted securities”. As of March 31, 2024, the aggregate fair value of these securities is $10,143 or 1.80% of the Company’s net assets. The initial acquisition dates have been included for such securities. |
(12) Position or portion thereof is an unfunded loan commitment, and no interest is being earned on the unfunded portion, although the investment may earn unused commitment fees. Negative cost and fair value, if any, results from unamortized fees, which are capitalized to the cost of the investment. The unfunded loan commitment may be subject to a commitment termination date that may expire prior to the maturity date stated. See below for more information on the Company’s unfunded commitments as of March 31, 2024:
| | | | | | | | | | | | | | | |
Investments — non-controlled/non-affiliated | | Commitment Type | Commitment Expiration Date | Unfunded Commitment | Fair Value |
First Lien Debt | | | | | |
365 Retail Markets, LLC | | Revolver | 12/23/2026 | $ | 1,200 | | $ | — | |
48Forty Solutions, LLC | | Revolver | 11/30/2026 | 452 | | (58) | |
ARI Network Services, Inc. | | Revolver | 2/28/2025 | 1,039 | | (14) | |
AWP Group Holdings, Inc. | | Delayed Draw Term Loan | 1/8/2025 | 294 | | (3) | |
AWP Group Holdings, Inc. | | Revolver | 12/24/2029 | 1,429 | | (15) | |
Abacus Data Holdings, Inc. (AbacusNext) | | Revolver | 10/3/2027 | 60 | | — | |
Abracon Group Holdings, LLC | | Delayed Draw Term Loan | 6/7/2024 | 140 | | (36) | |
Alert Media, Inc. | | Revolver | 10/4/2026 | 1,015 | | (28) | |
Answer Acquisition, LLC | | Revolver | 12/30/2026 | 1,002 | | (9) | |
Apex Service Partners, LLC | | Delayed Draw Term Loan | 10/24/2025 | 1,549 | | (28) | |
Apex Service Partners, LLC | | Revolver | 10/24/2029 | 708 | | (13) | |
Appfire Technologies, LLC | | Delayed Draw Term Loan | 6/13/2024 | 171 | | (2) | |
SL Investment Corp.
Consolidated Schedules of Investments (Unaudited)
March 31, 2024
(In thousands)
| | | | | | | | | | | | | | | |
Investments — non-controlled/non-affiliated | | Commitment Type | Commitment Expiration Date | Unfunded Commitment | Fair Value |
Appfire Technologies, LLC | | Revolver | 9/3/2027 | $ | 21 | | $ | — | |
Applitools, Inc. | | Revolver | 5/25/2028 | 200 | | (4) | |
Aptean, Inc. | | Delayed Draw Term Loan | 1/30/2026 | 358 | | (2) | |
Aptean, Inc. | | Revolver | 1/30/2031 | 193 | | (2) | |
Arcoro Holdings Corp. | | Revolver | 3/28/2030 | 1,304 | | (26) | |
Assembly Intermediate, LLC | | Delayed Draw Term Loan | 10/19/2023 | 667 | | (22) | |
Assembly Intermediate, LLC | | Revolver | 10/19/2027 | 889 | | (30) | |
Associations, Inc. | | Delayed Draw Term Loan | 10/6/2024 | 10 | | — | |
Associations, Inc. | | Revolver | 2/7/2027 | 388 | | (3) | |
Atlas Us Finco, Inc. | | Revolver | 9/12/2028 | 78 | | — | |
Avalara, Inc. | | Revolver | 10/19/2028 | 236 | | — | |
Bradyifs Holdings, LLC | | Delayed Draw Term Loan | 10/31/2025 | 72 | | (1) | |
Bradyifs Holdings, LLC | | Revolver | 10/31/2029 | 74 | | (1) | |
Bridgepointe Technologies, LLC | | Delayed Draw Term Loan | 1/4/2025 | 196 | | (3) | |
Bullhorn, Inc. | | Revolver | 9/30/2026 | 8 | | — | |
CLEO Communications Holding, LLC | | Revolver | 9/6/2027 | 5,358 | | (71) | |
COP Collisionright Parent, LLC | | Delayed Draw Term Loan | 9/6/2027 | 593 | | (6) | |
COP Collisionright Parent, LLC | | Revolver | 1/29/2030 | 148 | | (3) | |
Caerus US 1, Inc. | | Delayed Draw Term Loan | 10/28/2024 | 148 | | — | |
Caerus US 1, Inc. | | Revolver | 5/25/2029 | 194 | | — | |
Catalis Intermediate, Inc. | | Revolver | 4/8/2027 | 1,191 | | (43) | |
Chase Intermediate, LLC | | Delayed Draw Term Loan | 8/31/2025 | 700 | | (16) | |
Chase Intermediate, LLC | | Revolver | 10/30/2028 | 35 | | (1) | |
Citrin Cooperman Advisors, LLC | | Delayed Draw Term Loan | 12/13/2025 | 1,082 | | (15) | |
Coupa Holdings, LLC | | Delayed Draw Term Loan | 8/27/2024 | 151 | | (1) | |
Coupa Holdings, LLC | | Revolver | 2/27/2029 | 116 | | (1) | |
Cyara AcquisitionCo, LLC | | Revolver | 6/28/2029 | 64 | | (1) | |
Dwyer Instruments, Inc. | | Delayed Draw Term Loan | 12/22/2025 | 578 | | (8) | |
Dwyer Instruments, Inc. | | Revolver | 7/21/2027 | 321 | | (3) | |
E-Discovery AcquireCo, LLC | | Revolver | 8/29/2029 | 42 | | (1) | |
EVDR Purchaser, Inc. | | Delayed Draw Term Loan | 10/2/2024 | 99 | | (1) | |
EVDR Purchaser, Inc. | | Revolver | 2/14/2031 | 35 | | (1) | |
Encore Holdings, LLC | | Delayed Draw Term Loan | 3/28/2026 | 991 | | (9) | |
Encore Holdings, LLC | | Revolver | 11/23/2027 | 2,695 | | — | |
Energy Labs Holdings Corp. | | Revolver | 7/4/2028 | 46 | | — | |
FLS Holding, Inc. | | Revolver | 12/17/2027 | 1,442 | | (8) | |
FMG Suite Holdings, LLC | | Revolver | 10/30/2026 | 860 | | (4) | |
SL Investment Corp.
Consolidated Schedules of Investments (Unaudited)
March 31, 2024
(In thousands)
| | | | | | | | | | | | | | | |
Investments — non-controlled/non-affiliated | | Commitment Type | Commitment Expiration Date | Unfunded Commitment | Fair Value |
FORTIS Solutions Group, LLC | | Delayed Draw Term Loan | 6/24/2024 | $ | 784 | | $ | — | |
FORTIS Solutions Group, LLC | | Revolver | 10/15/2027 | 1,099 | | — | |
Formstack Acquisition Co | | Delayed Draw Term Loan | 3/30/2026 | 3,750 | | (28) | |
Formstack Acquisition Co | | Revolver | 3/28/2030 | 1,875 | | (28) | |
Foundation Risk Partners Corp. | | Revolver | 10/29/2027 | 1,959 | | — | |
Fullsteam Operations, LLC | | Delayed Draw Term Loan | 5/27/2025 | 78 | | (1) | |
Fullsteam Operations, LLC | | Delayed Draw Term Loan | 11/27/2025 | 67 | | — | |
Fullsteam Operations, LLC | | Delayed Draw Term Loan | 8/25/2025 | 200 | | (2) | |
Fullsteam Operations, LLC | | Delayed Draw Term Loan | 2/23/2026 | 50 | | — | |
Fullsteam Operations, LLC | | Revolver | 11/27/2029 | 37 | | — | |
GC Waves Holdings, Inc. | | Delayed Draw Term Loan | 12/31/2024 | 565 | | (8) | |
GC Waves Holdings, Inc. | | Revolver | 10/8/2029 | 33 | | — | |
GPS Merger Sub, LLC | | Delayed Draw Term Loan | 2/10/2025 | 803 | | (13) | |
GPS Merger Sub, LLC | | Revolver | 2/10/2029 | 643 | | (11) | |
GS AcquisitionCo, Inc. | | Delayed Draw Term Loan | 3/26/2026 | 200 | | (1) | |
GS AcquisitionCo, Inc. | | Revolver | 5/25/2028 | 957 | | — | |
GSM Acquisition Corp. (GSM Outdoors) | | Revolver | 11/16/2026 | 1,633 | | (8) | |
Galway Borrower, LLC | | Delayed Draw Term Loan | 4/28/2024 | 3,397 | | (80) | |
Galway Borrower, LLC | | Revolver | 9/29/2028 | 752 | | (18) | |
Gateway US Holdings, Inc. | | Revolver | 9/22/2026 | 30 | | — | |
Granicus, Inc. | | Delayed Draw Term Loan | 1/17/2026 | 319 | | (2) | |
Granicus, Inc. | | Revolver | 1/17/2031 | 302 | | (3) | |
Ground Penetrating Radar Systems, LLC | | Revolver | 6/26/2025 | 703 | | — | |
Heartland Veterinary Partners, LLC | | Revolver | 10/12/2026 | 779 | | (5) | |
Helios Service Partners, LLC | | Delayed Draw Term Loan | 7/2/2025 | 109 | | (1) | |
Helios Service Partners, LLC | | Revolver | 3/19/2027 | 19 | | — | |
Higginbotham Insurance Agency, Inc. | | Delayed Draw Term Loan | 3/27/2026 | 526 | | (3) | |
High Street Buyer, Inc. | | Delayed Draw Term Loan | 11/3/2026 | 574 | | (6) | |
High Street Buyer, Inc. | | Revolver | 4/16/2027 | 915 | | (9) | |
Hyland Software, Inc. | | Revolver | 9/19/2029 | 358 | | (2) | |
Icefall Parent, Inc. | | Revolver | 1/25/2030 | 85 | | (2) | |
Inszone Mid, LLC | | Delayed Draw Term Loan | 10/11/2025 | 48 | | (1) | |
Inszone Mid, LLC | | Revolver | 12/11/2029 | 7 | | — | |
Integrity Marketing Acquisition, LLC | | Revolver | 8/27/2026 | 52 | | (1) | |
Iris Buyer, LLC | | Delayed Draw Term Loan | 2/10/2030 | 215 | | (5) | |
Iris Buyer, LLC | | Revolver | 2/10/2029 | 632 | | (13) | |
Jonathan Acquisition Company | | Revolver | 12/22/2025 | 755 | | (6) | |
SL Investment Corp.
Consolidated Schedules of Investments (Unaudited)
March 31, 2024
(In thousands)
| | | | | | | | | | | | | | | |
Investments — non-controlled/non-affiliated | | Commitment Type | Commitment Expiration Date | Unfunded Commitment | Fair Value |
KENG Acquisition, Inc. | | Delayed Draw Term Loan | 1/8/2025 | $ | 122 | | $ | (1) | |
KENG Acquisition, Inc. | | Revolver | 1/8/2029 | 47 | | — | |
KWOR Acquisition, Inc. | | Revolver | 12/22/2027 | 53 | | (1) | |
LUV Car Wash Group, LLC | | Delayed Draw Term Loan | 4/15/2024 | 93 | | — | |
LegitScript, LLC | | Delayed Draw Term Loan | 6/24/2024 | 1,033 | | (6) | |
LegitScript, LLC | | Revolver | 6/24/2028 | 495 | | (3) | |
MHE Intermediate Holdings, LLC | | Revolver | 7/21/2027 | 1,071 | | (7) | |
MRI Software, LLC | | Delayed Draw Term Loan | 12/19/2025 | 204 | | (1) | |
MRI Software, LLC | | Revolver | 10/2/2027 | 118 | | — | |
Magneto Components Buyco, LLC | | Delayed Draw Term Loan | 5/6/2025 | 44 | | (1) | |
Magneto Components Buyco, LLC | | Revolver | 5/12/2029 | 36 | | (1) | |
Magnolia Wash Holdings | | Revolver | 7/14/2028 | 32 | | (4) | |
Mantech International CP | | Delayed Draw Term Loan | 9/14/2024 | 1,674 | | — | |
Mantech International CP | | Revolver | 9/14/2028 | 1,600 | | — | |
Mobile Communications America, Inc. | | Delayed Draw Term Loan | 10/16/2025 | 84 | | (1) | |
Mobile Communications America, Inc. | | Revolver | 10/16/2029 | 42 | | — | |
Montana Buyer, Inc. | | Revolver | 7/22/2028 | 126 | | — | |
Netwrix Corporation And Concept Searching, Inc. | | Delayed Draw Term Loan | 10/6/2024 | 7 | | — | |
Netwrix Corporation And Concept Searching, Inc. | | Revolver | 11/6/2029 | 57 | | (1) | |
Oak Purchaser, Inc. | | Delayed Draw Term Loan | 11/6/2029 | 155 | | (1) | |
Oak Purchaser, Inc. | | Revolver | 4/28/2028 | 124 | | (1) | |
Orion Group Holdco, LLC | | Delayed Draw Term Loan | 11/6/2029 | 583 | | (7) | |
PCX Holding Corp. | | Revolver | 4/22/2027 | 264 | | (1) | |
PDFTron Systems, Inc. | | Revolver | 7/15/2026 | 2,750 | | (12) | |
PDI TA Holdings, Inc. | | Delayed Draw Term Loan | 11/6/2029 | 254 | | (1) | |
PDI TA Holdings, Inc. | | Revolver | 3/2/2031 | 76 | | (1) | |
PPV Intermediate Holdings, LLC | | Delayed Draw Term Loan | 8/31/2025 | 6,330 | | (24) | |
Pareto Health Intermediate Holdings, Inc. | | Revolver | 1/6/2029 | 122 | | — | |
Peter C. Foy & Associates Insurance Services, LLC | | Delayed Draw Term Loan | 10/19/2024 | 300 | | — | |
Peter C. Foy & Associates Insurance Services, LLC | | Revolver | 1/11/2027 | 347 | | (3) | |
Pound Bidco, Inc. | | Delayed Draw Term Loan | 12/31/2025 | 99 | | — | |
Pound Bidco, Inc. | | Revolver | 1/30/2026 | 388 | | — | |
Procure Acquireco, Inc. (Procure Analytics) | | Revolver | 12/20/2028 | 952 | | (6) | |
RSC Acquisition, Inc. | | Delayed Draw Term Loan | 2/14/2025 | 18 | | — | |
Randy's Holdings, Inc. | | Delayed Draw Term Loan | 11/1/2024 | 736 | | — | |
Randy's Holdings, Inc. | | Revolver | 11/1/2028 | 246 | | — | |
Raptor Merger Sub Debt, LLC | | Revolver | 1/4/2029 | 837 | | — | |
SL Investment Corp.
Consolidated Schedules of Investments (Unaudited)
March 31, 2024
(In thousands)
| | | | | | | | | | | | | | | |
Investments — non-controlled/non-affiliated | | Commitment Type | Commitment Expiration Date | Unfunded Commitment | Fair Value |
Redwood Services Group, LLC | | Delayed Draw Term Loan | 5/2/2026 | $ | 274 | | $ | (2) | |
Revalize, Inc. | | Revolver | 4/15/2027 | 53 | | (3) | |
Riskonnect Parent, LLC | | Delayed Draw Term Loan | 7/22/2024 | 745 | | (1) | |
Riskonnect Parent, LLC | | Revolver | 7/12/2028 | 154 | | (3) | |
RoadOne IntermodaLogistics | | Delayed Draw Term Loan | 12/29/2028 | 104 | | (2) | |
RoadOne IntermodaLogistics | | Revolver | 12/29/2028 | 117 | | (2) | |
Securonix, Inc. | | Revolver | 5/4/2028 | 1,621 | | (82) | |
Sherlock Buyer Corp. | | Revolver | 8/12/2027 | 2,157 | | — | |
Smarsh, Inc. | | Delayed Draw Term Loan | 2/18/2025 | 536 | | (7) | |
Smarsh, Inc. | | Revolver | 2/16/2029 | 161 | | (2) | |
Sonny's Enterprises, LLC | | Delayed Draw Term Loan | 5/11/2024 | 95 | | — | |
Sonny's Enterprises, LLC | | Revolver | 5/8/2027 | 245 | | — | |
Spectrio, LLC | | Revolver | 9/12/2026 | 329 | | (21) | |
Spectrum Automotive Holdings Corp. | | Delayed Draw Term Loan | 6/29/2024 | 495 | | (9) | |
Spectrum Automotive Holdings Corp. | | Revolver | 6/29/2027 | 378 | | (7) | |
Spotless Brands, LLC | | Revolver | 7/25/2028 | 46 | | — | |
Stepping Stones Healthcare Services, LLC | | Revolver | 12/30/2026 | 625 | | (6) | |
Summit Buyer, LLC | | Delayed Draw Term Loan | 8/25/2025 | 145 | | (6) | |
Summit Buyer, LLC | | Revolver | 1/14/2027 | 864 | | (35) | |
Superman Holdings, LLC | | Delayed Draw Term Loan | 1/5/2025 | 95 | | (1) | |
Surewerx Purchaser III, Inc. | | Delayed Draw Term Loan | 6/28/2024 | 428 | | — | |
Surewerx Purchaser III, Inc. | | Revolver | 12/28/2028 | 233 | | — | |
Suveto | | Revolver | 9/9/2027 | 385 | | (15) | |
Sweep Purchaser, LLC | | Revolver | 6/30/2027 | 469 | | — | |
Syntax Systems, Ltd. | | Revolver | 10/29/2026 | 449 | | (6) | |
Tamarack Intermediate, LLC | | Delayed Draw Term Loan | 6/10/2025 | 398 | | (7) | |
Tamarack Intermediate, LLC | | Revolver | 3/13/2028 | 900 | | (16) | |
Thrive Buyer, Inc. (Thrive Networks) | | Revolver | 1/22/2027 | 453 | | (7) | |
Tidi Legacy Products, Inc. | | Delayed Draw Term Loan | 6/19/2025 | 97 | | (2) | |
Tidi Legacy Products, Inc. | | Revolver | 12/19/2029 | 70 | | (1) | |
Trintech, Inc. | | Revolver | 7/25/2029 | 918 | | (13) | |
Triple Lift, Inc. | | Revolver | 5/5/2028 | 1,057 | | (67) | |
Trunk Acquisition, Inc. | | Revolver | 2/19/2026 | 429 | | (6) | |
Two Six Labs, LLC | | Revolver | 8/20/2027 | 915 | | (25) | |
UpStack, Inc. | | Delayed Draw Term Loan | 6/30/2025 | 214 | | (5) | |
UpStack, Inc. | | Revolver | 8/20/2027 | 131 | | (3) | |
V Global Holdings, LLC | | Revolver | 12/22/2025 | 81 | | (5) | |
SL Investment Corp.
Consolidated Schedules of Investments (Unaudited)
March 31, 2024
(In thousands)
| | | | | | | | | | | | | | | |
Investments — non-controlled/non-affiliated | | Commitment Type | Commitment Expiration Date | Unfunded Commitment | Fair Value |
VRC Companies, LLC | | Delayed Draw Term Loan | 8/15/2025 | $ | 443 | | $ | (6) | |
VRC Companies, LLC | | Revolver | 6/29/2027 | 708 | | — | |
Vardiman Black Holdings, LLC | | Delayed Draw Term Loan | 3/29/2026 | 441 | | (13) | |
Vensure Employer Services, Inc. | | Delayed Draw Term Loan | 8/11/2025 | 7,471 | | (81) | |
Vertex Service Partners, LLC | | Delayed Draw Term Loan | 8/11/2025 | 218 | | (5) | |
Vertex Service Partners, LLC | | Revolver | 8/11/2030 | 54 | | (1) | |
Vessco Midco Holdings, LLC | | Revolver | 10/18/2026 | 875 | | — | |
World Insurance Associates, LLC | | Revolver | 3/4/2028 | 970 | | (27) | |
YI, LLC | | Delayed Draw Term Loan | 3/12/2029 | 51 | | (1) | |
YI, LLC | | Revolver | 3/12/2029 | 38 | | — | |
Zarya Intermediate, LLC | | Revolver | 1/7/2027 | 982 | | (7) | |
iCIMS, Inc. | | Delayed Draw Term Loan | 8/18/2025 | 37 | | — | |
iCIMS, Inc. | | Revolver | 8/18/2028 | 16 | | — | |
Total First Lien Debt Unfunded Commitments | | | | $ | 106,641 | | $ | (1,342) | |
Total Unfunded Commitments | | | | $ | 106,641 | | $ | (1,342) | |
| | | | | |
(13) | Non - income producing security. |
(14) | The investment includes an exit fee that is receivable upon certain conditions being met. See Note 2 “Significant Accounting Policies". |
(15) | Par amount is presented for debt investments, while the number of shares or units owned is presented for equity investments. Par amount is denominated in U.S. Dollars ("$" or "USD") unless otherwise noted, Euro ("€"), Great British Pound (“GBP”), or Canadian dollar ("CAD"). |
The accompanying notes are an integral part of these unaudited consolidated financial statements.
SL Investment Corp.
Consolidated Schedules of Investments
December 31, 2023
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Investments-non-controlled/non-affiliated(1) | | Footnotes | | Reference Rate and Spread | | Interest Rate(2) | | Maturity Date | | Par Amount/ Shares | | Cost(3) | | Fair Value | | Percentage of Net Assets | |
First Lien Debt | | | | | | | | | | | | | | | | | | | |
Aerospace & Defense | | | | | | | | | | | | | | | | | | | |
Jonathan Acquisition Company | | (4) (5) (6) | | S + | | 5.00% | | 10.45% | | 12/22/2026 | | 11,986 | | | $ | 11,821 | | | $ | 11,872 | | | 2.11 | | % |
Jonathan Acquisition Company | | (4) (6) (12) | | S + | | 5.00% | | 10.45% | | 12/22/2025 | | 1,098 | | | 1,079 | | | 1,080 | | | 0.19 | | |
Mantech International CP | | (4) (5) (7) | | S + | | 5.75% | | 11.13% | | 09/14/2029 | | 10,665 | | | 10,481 | | | 10,665 | | | 1.90 | | |
Mantech International CP | | (4) (7) (12) | | S + | | 5.75% | | 11.13% | | 09/14/2029 | | 921 | | | 891 | | | 921 | | | 0.16 | | |
Mantech International CP | | (4) (7) (12) | | S + | | 5.75% | | 11.13% | | 09/14/2028 | | — | | | (25) | | | — | | | — | | |
PCX Holding Corp. | | (4) (5) (6) | | S + | | 6.25% | | 11.75% | | 04/22/2027 | | 7,734 | | | 7,687 | | | 7,690 | | | 1.37 | | |
PCX Holding Corp. | | (4) (5) (6) | | S + | | 6.25% | | 11.75% | | 04/22/2027 | | 7,789 | | | 7,688 | | | 7,745 | | | 1.38 | | |
PCX Holding Corp. | | (4) (6) (12) | | S + | | 6.25% | | 11.75% | | 04/22/2027 | | 370 | | | 366 | | | 366 | | | 0.07 | | |
Two Six Labs, LLC | | (4) (5) (7) | | S + | | 5.50% | | 10.88% | | 08/20/2027 | | 4,992 | | | 4,924 | | | 4,882 | | | 0.87 | | |
Two Six Labs, LLC | | (4) (7) | | S + | | 5.50% | | 10.88% | | 08/20/2027 | | 1,813 | | | 1,787 | | | 1,773 | | | 0.32 | | |
Two Six Labs, LLC | | (4) (7) (12) | | S + | | 5.50% | | 10.88% | | 08/20/2027 | | — | | | (11) | | | (21) | | | — | | |
| | | | | | | | | | | | | | 46,688 | | | 46,973 | | | 8.35 | | |
Air Freight & Logistics | | | | | | | | | | | | | | | | | | | |
AGI-CFI Holdings, Inc. | | (4) (5) (7) | | S + | | 5.75% | | 11.18% | | 06/11/2027 | | 2,364 | | | 2,328 | | | 2,347 | | | 0.42 | | |
Omni Intermediate Holdings, LLC | | (4) (5) (6) | | S + | | 5.00% | | 10.54% | | 12/30/2026 | | 14,506 | | | 14,412 | | | 13,819 | | | 2.46 | | |
Omni Intermediate Holdings, LLC | | (4) (6) (12) | | S + | | 5.00% | | 10.54% | | 12/30/2026 | | 1,545 | | | 1,530 | | | 1,471 | | | 0.26 | | |
Omni Intermediate Holdings, LLC | | (4) (12) | | P + | | 4.00% | | 12.50% | | 12/30/2025 | | 1,030 | | | 1,022 | | | 968 | | | 0.17 | | |
RoadOne IntermodaLogistics | | (4) (6) | | S + | | 6.25% | | 11.61% | | 12/29/2028 | | 629 | | | 612 | | | 617 | | | 0.11 | | |
RoadOne IntermodaLogistics | | (4) (6) (12) | | S + | | 6.25% | | 11.61% | | 12/29/2028 | | 58 | | | 55 | | | 55 | | | 0.01 | | |
RoadOne IntermodaLogistics | | (4) (6) (12) | | S + | | 6.25% | | 11.61% | | 12/29/2028 | | 8 | | | 4 | | | 5 | | | — | | |
| | | | | | | | | | | | | | 19,963 | | | 19,282 | | | 3.43 | | |
Automobile Components | | | | | | | | | | | | | | | | | | | |
Continental Battery Company | | (4) (5) (6) | | S + | | 6.75% (incl. 4.08% PIK) | | 12.34% | | 01/20/2027 | | 6,204 | | | 6,121 | | | 5,165 | | | 0.92 | | |
Randy's Holdings, Inc. | | (4) (5) (6) | | S + | | 6.50% | | 11.87% | | 11/01/2028 | | 2,484 | | | 2,420 | | | 2,476 | | | 0.44 | | |
Randy's Holdings, Inc. | | (4) (6) (12) | | S + | | 6.50% | | 11.87% | | 11/01/2028 | | — | | | (10) | | | (3) | | | — | | |
Randy's Holdings, Inc. | | (4) (6) (12) | | S + | | 6.50% | | 11.87% | | 11/01/2028 | | 97 | | | 89 | | | 95 | | | 0.02 | | |
Sonny's Enterprises, LLC | | (4) (5) (6) | | S + | | 6.75% | | 12.28% | | 08/05/2026 | | 19,852 | | | 19,595 | | | 19,852 | | | 3.53 | | |
Sonny's Enterprises, LLC | | (4) (6) (12) | | S + | | 6.75% | | 12.28% | | 08/05/2028 | | 109 | | | 103 | | | 109 | | | 0.02 | | |
Sonny's Enterprises, LLC | | (4) (6) (12) | | S + | | 6.75% | | 12.28% | | 08/05/2027 | | — | | | (5) | | | — | | | — | | |
Spectrum Automotive Holdings Corp. | | (4) (5) (7) | | S + | | 5.75% | | 11.22% | | 06/29/2028 | | 10,033 | | | 9,926 | | | 9,809 | | | 1.74 | | |
Spectrum Automotive Holdings Corp. | | (4) (7) (12) | | S + | | 5.75% | | 11.22% | | 06/29/2028 | | 2,300 | | | 2,272 | | | 2,237 | | | 0.40 | | |
Spectrum Automotive Holdings Corp. | | (4) (7) (12) | | S + | | 5.75% | | 11.22% | | 06/29/2027 | | — | | | (3) | | | (8) | | | — | | |
| | | | | | | | | | | | | | 40,508 | | | 39,732 | | | 7.06 | | |
| | | | | | | | | | | | | | | | | | | |
SL Investment Corp.
Consolidated Schedules of Investments
December 31, 2023
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Investments-non-controlled/non-affiliated(1) | | Footnotes | | Reference Rate and Spread | | Interest Rate(2) | | Maturity Date | | Par Amount/ Shares | | Cost(3) | | Fair Value | | Percentage of Net Assets | |
Automobiles | | | | | | | | | | | | | | | | | | | |
ARI Network Services, Inc. | | (4) (5) (7) | | S + | | 5.25% | | 10.63% | | 02/28/2025 | | 8,796 | | | $ | 8,735 | | | $ | 8,712 | | | 1.55 | | % |
ARI Network Services, Inc. | | (4) (5) (7) | | S + | | 5.25% | | 10.63% | | 02/28/2025 | | 1,540 | | | 1,529 | | | 1,525 | | | 0.27 | | |
ARI Network Services, Inc. | | (4) (7) (12) | | S + | | 5.25% | | 10.63% | | 02/28/2025 | | — | | | (8) | | | (12) | | | — | | |
Summit Buyer, LLC | | (4) (5) (6) | | S + | | 5.75% | | 11.26% | | 01/14/2026 | | 9,384 | | | 9,287 | | | 9,159 | | | 1.63 | | |
Summit Buyer, LLC | | (4) (6) (12) | | S + | | 5.75% | | 11.26% | | 01/14/2026 | | 13,736 | | | 13,587 | | | 13,402 | | | 2.38 | | |
Summit Buyer, LLC | | (4) (12) | | P + | | 4.75% | | 13.25% | | 01/14/2026 | | — | | | (10) | | | (25) | | | — | | |
Turbo Buyer, Inc. | | (4) (5) (6) | | S + | | 6.00% | | 11.50% | | 12/02/2025 | | 16,095 | | | 15,942 | | | 15,943 | | | 2.83 | | |
Turbo Buyer, Inc. | | (4) (5) (6) | | S + | | 6.00% | | 11.50% | | 12/02/2025 | | 1,473 | | | 1,458 | | | 1,460 | | | 0.26 | | |
| | | | | | | | | | | | | | 50,520 | | | 50,164 | | | 8.92 | | |
Biotechnology | | | | | | | | | | | | | | | | | | | |
GraphPad Software, LLC | | (4) (5) (6) | | S + | | 5.50% | | 11.20% | | 04/27/2027 | | 6,346 | | | 6,306 | | | 6,322 | | | 1.12 | | |
GraphPad Software, LLC | | (4) (12) | | P + | | 5.00% | | 13.50% | | 04/27/2027 | | 375 | | | 371 | | | 372 | | | 0.07 | | |
| | | | | | | | | | | | | | 6,677 | | | 6,694 | | | 1.19 | | |
Chemicals | | | | | | | | | | | | | | | | | | | |
V Global Holdings, LLC | | (4) (5) (7) | | S + | | 5.75% | | 11.21% | | 12/22/2027 | | 1,517 | | | 1,494 | | | 1,486 | | | 0.26 | | |
V Global Holdings, LLC | | (4) (7) (12) | | S + | | 5.75% | | 11.21% | | 12/22/2025 | | 86 | | | 84 | | | 82 | | | 0.01 | | |
| | | | | | | | | | | | | | 1,578 | | | 1,568 | | | 0.28 | | |
Commercial Services & Supplies | | | | | | | | | | | | | | | | | | | |
365 Retail Markets, LLC | | (4) (5) (6) | | S + | | 4.75% | | 10.30% | | 12/23/2026 | | 7,331 | | | 7,252 | | | 7,331 | | | 1.30 | | |
365 Retail Markets, LLC | | (4) (5) (6) | | S + | | 4.75% | | 10.30% | | 12/23/2026 | | 2,352 | | | 2,332 | | | 2,352 | | | 0.42 | | |
365 Retail Markets, LLC | | (4) (6) (12) | | S + | | 4.75% | | 10.30% | | 12/23/2026 | | — | | | (12) | | | — | | | — | | |
Atlas Us Finco, Inc. | | (4) (5) (6) (9) | | S + | | 7.25% | | 12.51% | | 12/09/2029 | | 840 | | | 817 | | | 840 | | | 0.15 | | |
Atlas Us Finco, Inc. | | (4) (6) (9) (12) | | S + | | 7.25% | | 12.51% | | 12/09/2028 | | — | | | (2) | | | — | | | — | | |
BPG Holdings IV Corp. | | (4) (5) (7) | | S + | | 6.00% | | 11.36% | | 07/29/2029 | | 9,529 | | | 8,977 | | | 9,306 | | | 1.65 | | |
Encore Holdings, LLC | | (4) (5) (7) | | S + | | 4.50% | | 10.45% | | 11/23/2028 | | 9,154 | | | 9,034 | | | 9,154 | | | 1.63 | | |
Encore Holdings, LLC | | (4) (5) (7) | | S + | | 4.50% | | 10.45% | | 11/23/2028 | | 17,803 | | | 17,617 | | | 17,803 | | | 3.16 | | |
Encore Holdings, LLC | | (4) (7) (12) | | S + | | 4.50% | | 10.45% | | 11/23/2027 | | — | | | (31) | | | — | | | — | | |
Energy Labs Holdings Corp. | | (4) (5) (6) | | S + | | 5.25% | | 10.71% | | 04/07/2028 | | 384 | | | 379 | | | 379 | | | 0.07 | | |
Energy Labs Holdings Corp. | | (4) (6) | | S + | | 5.25% | | 10.71% | | 04/07/2028 | | 36 | | | 36 | | | 36 | | | 0.01 | | |
Energy Labs Holdings Corp. | | (4) (6) (12) | | S + | | 5.25% | | 10.71% | | 04/07/2028 | | 24 | | | 23 | | | 23 | | | — | | |
FLS Holding, Inc. | | (4) (5) (6) (9) | | S + | | 5.25% | | 10.77% | | 12/15/2028 | | 15,220 | | | 14,986 | | | 15,129 | | | 2.69 | | |
FLS Holding, Inc. | | (4) (5) (6) (9) | | S + | | 5.25% | | 10.77% | | 12/15/2028 | | 3,569 | | | 3,515 | | | 3,547 | | | 0.63 | | |
FLS Holding, Inc. | | (4) (6) (9) (12) | | S + | | 5.25% | | 10.77% | | 12/17/2027 | | — | | | (19) | | | (9) | | | — | | |
Helios Service Partners, LLC | | (4) (6) | | S + | | 6.25% | | 11.88% | | 03/19/2027 | | 244 | | | 239 | | | 242 | | | 0.04 | | |
Helios Service Partners, LLC | | (4) (6) (12) | | S + | | 6.25% | | 11.88% | | 03/19/2027 | | 248 | | | 240 | | | 243 | | | 0.04 | | |
Helios Service Partners, LLC | | (4) (6) (12) | | S + | | 6.00% | | 11.88% | | 03/19/2027 | | 27 | | | 26 | | | 26 | | | — | | |
SL Investment Corp.
Consolidated Schedules of Investments
December 31, 2023
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Investments-non-controlled/non-affiliated(1) | | Footnotes | | Reference Rate and Spread | | Interest Rate(2) | | Maturity Date | | Par Amount/ Shares | | Cost(3) | | Fair Value | | Percentage of Net Assets | |
Iris Buyer, LLC | | (4) (5) (6) | | S + | | 6.25% | | 11.60% | | 10/02/2030 | | 4,422 | | | $ | 4,303 | | | $ | 4,303 | | | 0.76 | | % |
Iris Buyer, LLC | | (4) (5) (6) (12) | | S + | | 6.25% | | 11.60% | | 10/02/2030 | | 92 | | | 82 | | | 82 | | | 0.01 | | |
Iris Buyer, LLC | | (4) (5) (6) (12) | | S + | | 6.25% | | 11.60% | | 10/02/2029 | | — | | | (17) | | | (17) | | | — | | |
Atlas Us Finco, Inc. | | (4) (5) (6) (9) | | S + | | 7.25% | | 12.51% | | 12/09/2029 | | 67 | | | 66 | | | 66 | | | 0.01 | | |
PDFTron Systems, Inc. | | (4) (5) (6) (9) | | S + | | 5.50% | | 10.86% | | 07/15/2027 | | 12,870 | | | 12,726 | | | 12,664 | | | 2.25 | | |
PDFTron Systems, Inc. | | (4) (5) (6) (9) | | S + | | 5.50% | | 10.86% | | 07/15/2027 | | 4,169 | | | 4,112 | | | 4,102 | | | 0.73 | | |
PDFTron Systems, Inc. | | (4) (6) (9) (12) | | S + | | 5.50% | | 10.86% | | 07/15/2026 | | 1,650 | | | 1,616 | | | 1,597 | | | 0.28 | | |
Procure Acquireco, Inc. (Procure Analytics) | | (4) (5) (7) | | S + | | 5.00% | | 10.54% | | 12/20/2028 | | 15,556 | | | 15,317 | | | 15,094 | | | 2.68 | | |
Procure Acquireco, Inc. (Procure Analytics) | | (4) (7) | | S + | | 5.00% | | 10.54% | | 12/20/2028 | | 769 | | | 756 | | | 746 | | | 0.13 | | |
Procure Acquireco, Inc. (Procure Analytics) | | (4) (7) (12) | | S + | | 5.00% | | 10.54% | | 12/20/2028 | | — | | | (11) | | | (28) | | | — | | |
Sherlock Buyer Corp. | | (4) (5) (6) | | S + | | 5.75% | | 11.20% | | 12/08/2028 | | 18,367 | | | 18,085 | | | 18,356 | | | 3.26 | | |
Sherlock Buyer Corp. | | (4) (6) (12) | | S + | | 5.75% | | 11.20% | | 12/08/2028 | | — | | | (38) | | | (3) | | | — | | |
Sherlock Buyer Corp. | | (4) (6) (12) | | S + | | 5.75% | | 11.20% | | 12/08/2027 | | — | | | (28) | | | (1) | | | — | | |
Surewerx Purchaser III, Inc. | | (4) (5) (7) (9) | | S + | | 6.75% | | 12.10% | | 12/28/2029 | | 2,068 | | | 2,012 | | | 2,068 | | | 0.37 | | |
Surewerx Purchaser III, Inc. | | (4) (7) (9) (12) | | S + | | 6.75% | | 12.10% | | 12/28/2029 | | — | | | (7) | | | — | | | — | | |
Surewerx Purchaser III, Inc. | | (4) (7) (9) (12) | | S + | | 6.75% | | 12.10% | | 12/28/2028 | | 218 | | | 208 | | | 218 | | | 0.04 | | |
Sweep Purchaser, LLC | | (4) (5) (6) | | S + | | 5.75% | | 11.23% | | 11/30/2026 | | 2,872 | | | 2,841 | | | 2,293 | | | 0.41 | | |
Sweep Purchaser, LLC | | (4) (5) (6) (12) | | S + | | 5.75% | | 11.23% | | 11/30/2026 | | 1,958 | | | 1,935 | | | 1,545 | | | 0.27 | | |
Sweep Purchaser, LLC | | (4) (6) (12) | | S + | | 5.75% | | 11.23% | | 11/30/2026 | | 459 | | | 455 | | | 365 | | | 0.06 | | |
Tamarack Intermediate, LLC | | (4) (5) (7) | | S + | | 5.75% | | 11.28% | | 03/13/2028 | | 5,548 | | | 5,462 | | | 5,415 | | | 0.96 | | |
Tamarack Intermediate, LLC | | (4) (7) (12) | | S + | | 5.75% | | 11.28% | | 03/13/2028 | | 202 | | | 192 | | | 192 | | | 0.03 | | |
Tamarack Intermediate, LLC | | (4) (7) (12) | | S + | | 5.75% | | 11.28% | | 03/13/2028 | | — | | | (13) | | | (22) | | | — | | |
Vensure Employer Services, Inc. | | (4) (7) (12) | | S + | | 5.25% | | 10.63% | | 04/01/2027 | | 1,280 | | | 1,193 | | | 1,193 | | | 0.21 | | |
VRC Companies, LLC | | (4) (5) (6) | | S + | | 5.75% | | 11.12% | | 06/29/2027 | | 26,566 | | | 26,305 | | | 26,531 | | | 4.72 | | |
VRC Companies, LLC | | (4) (6) | | S + | | 5.75% | | 11.12% | | 06/29/2027 | | 2,868 | | | 2,837 | | | 2,864 | | | 0.51 | | |
VRC Companies, LLC | | (4) (6) (12) | | S + | | 5.75% | | 11.12% | | 06/29/2027 | | — | | | (6) | | | (1) | | | — | | |
| | | | | | | | | | | | | | 165,792 | | | 166,024 | | | 29.51 | | |
Construction & Engineering | | | | | | | | | | | | | | | | | | | |
KPSKY Acquisition, Inc. | | (4) (5) (7) | | S + | | 5.25% | | 10.74% | | 10/19/2028 | | 14,513 | | | 14,296 | | | 14,179 | | | 2.52 | | |
KPSKY Acquisition, Inc. | | (4) (5) (7) | | S + | | 5.25% | | 10.74% | | 10/19/2028 | | 3,451 | | | 3,395 | | | 3,371 | | | 0.60 | | |
Superman Holdings, LLC | | (4) (6) | | S + | | 6.13% | | 11.47% | | 08/31/2027 | | 402 | | | 393 | | | 397 | | | 0.07 | | |
Superman Holdings, LLC | | (4) (6) (12) | | S + | | 6.13% | | 11.47% | | 08/31/2027 | | — | | | (1) | | | (1) | | | — | | |
| | | | | | | | | | | | | | 18,083 | | | 17,946 | | | 3.19 | | |
Containers & Packaging | | | | | | | | | | | | | | | | | | | |
BP Purchaser, LLC | | (4) (5) (7) | | S + | | 5.50% | | 10.95% | | 12/11/2028 | | 23,250 | | | 22,894 | | | 22,595 | | | 4.02 | | |
FORTIS Solutions Group, LLC | | (4) (5) (7) | | S + | | 5.50% | | 10.95% | | 10/13/2028 | | 11,510 | | | 11,338 | | | 11,510 | | | 2.05 | | |
FORTIS Solutions Group, LLC | | (4) (7) (12) | | S + | | 5.50% | | 10.95% | | 10/15/2028 | | 60 | | | 55 | | | 60 | | | 0.01 | | |
SL Investment Corp.
Consolidated Schedules of Investments
December 31, 2023
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Investments-non-controlled/non-affiliated(1) | | Footnotes | | Reference Rate and Spread | | Interest Rate(2) | | Maturity Date | | Par Amount/ Shares | | Cost(3) | | Fair Value | | Percentage of Net Assets | |
FORTIS Solutions Group, LLC | | (4) (7) (12) | | S + | | 5.50% | | 10.95% | | 10/15/2027 | | 58 | | | $ | 43 | | | $ | 58 | | | 0.01 | | % |
| | | | | | | | | | | | | | 34,330 | | | 34,223 | | | 6.08 | | |
Distributors | | | | | | | | | | | | | | | | | | | |
48Forty Solutions, LLC | | (4) (5) (6) | | S + | | 6.00% | | 11.44% | | 11/30/2026 | | 9,846 | | | 9,698 | | | 9,232 | | | 1.64 | | |
48Forty Solutions, LLC | | (4) (12) | | P + | | 5.00% | | 13.50% | | 11/30/2026 | | 905 | | | 886 | | | 811 | | | 0.14 | | |
Avalara, Inc. | | (4) (5) (7) | | S + | | 7.25% | | 12.60% | | 10/19/2028 | | 2,563 | | | 2,512 | | | 2,563 | | | 0.46 | | |
Avalara, Inc. | | (4) (7) (12) | | S + | | 7.25% | | 12.60% | | 10/19/2028 | | — | | | (5) | | | — | | | — | | |
Bradyifs Holdings, LLC | | (4) (5) (6) | | S + | | 6.00% | | 11.38% | | 10/31/2029 | | 869 | | | 852 | | | 852 | | | 0.15 | | |
Bradyifs Holdings, LLC | | (4) (6) (12) | | S + | | 6.00% | | 11.38% | | 10/31/2029 | | 23 | | | 22 | | | 22 | | | — | | |
Bradyifs Holdings, LLC | | (4) (6) (12) | | S + | | 6.00% | | 11.38% | | 10/31/2029 | | — | | | (1) | | | (1) | | | — | | |
PT Intermediate Holdings III, LLC | | (4) (5) (7) | | S + | | 5.98% | | 11.47% | | 11/01/2028 | | 14,989 | | | 14,875 | | | 14,415 | | | 2.56 | | |
PT Intermediate Holdings III, LLC | | (4) (5) (7) | | S + | | 5.98% | | 11.47% | | 11/01/2028 | | 8,340 | | | 8,279 | | | 8,020 | | | 1.43 | | |
| | | | | | | | | | | | | | 37,118 | | | 35,914 | | | 6.38 | | |
Diversified Consumer Services | | | | | | | | | | | | | | | | | | | |
Apex Service Partners, LLC | | (4) (5) (6) | | S + | | 7.00% (incl. 2.00% PIK) | | 12.38% | | 10/24/2030 | | 14,317 | | | 14,048 | | | 14,048 | | | 2.50 | | |
Apex Service Partners, LLC | | (4) (6) (12) | | S + | | 7.00% (incl. 2.00% PIK) | | 12.38% | | 10/24/2030 | | 761 | | | 719 | | | 719 | | | 0.13 | | |
Apex Service Partners, LLC | | (4) (6) (12) | | S + | | 7.00% (incl. 2.00% PIK) | | 12.38% | | 10/24/2029 | | 91 | | | 70 | | | 70 | | | 0.01 | | |
Assembly Intermediate, LLC | | (4) (5) (6) | | S + | | 6.00% | | 11.45% | | 10/19/2027 | | 8,889 | | | 8,765 | | | 8,555 | | | 1.52 | | |
Assembly Intermediate, LLC | | (4) (6) (12) | | S + | | 6.00% | | 11.45% | | 10/19/2027 | | 1,556 | | | 1,529 | | | 1,472 | | | 0.26 | | |
Assembly Intermediate, LLC | | (4) (6) (12) | | S + | | 6.00% | | 11.45% | | 10/19/2027 | | — | | | (11) | | | (33) | | | (0.01) | | |
FPG Intermediate Holdco, LLC | | (4) (6) | | S + | | 6.50% | | 12.04% | | 03/05/2027 | | 704 | | | 694 | | | 649 | | | 0.12 | | |
FPG Intermediate Holdco, LLC | | (4) (6) (12) | | S + | | 6.50% | | 12.04% | | 03/05/2027 | | — | | | (35) | | | (197) | | | (0.04) | | |
Groundworks, LLC | | (4) (5) (6) | | S + | | 6.50% | | 11.90% | | 03/14/2030 | | 163 | | | 158 | | | 162 | | | 0.03 | | |
Groundworks, LLC | | (4) (6) (12) | | S + | | 6.50% | | 11.90% | | 03/14/2030 | | 4 | | | 3 | | | 4 | | | — | | |
Groundworks, LLC | | (4) (6) (12) | | S + | | 6.50% | | 11.90% | | 03/14/2029 | | — | | | — | | | — | | | — | | |
Heartland Home Services, Inc. | | (4) (7) | | S + | | 5.75% | | 11.11% | | 12/15/2026 | | 1,946 | | | 1,932 | | | 1,942 | | | 0.35 | | |
Lightspeed Solution, LLC | | (4) (5) (7) | | S + | | 6.50% (incl. 2.17% PIK) | | 11.86% | | 03/01/2028 | | 3,941 | | | 3,884 | | | 3,870 | | | 0.69 | | |
Lightspeed Solution, LLC | | (4) (7) (12) | | S + | | 6.50% (incl. 2.17% PIK) | | 11.82% | | 03/01/2028 | | 212 | | | 202 | | | 190 | | | 0.03 | | |
LUV Car Wash Group, LLC | | (4) (5) (6) (12) | | S + | | 7.00% | | 12.55% | | 12/09/2026 | | 714 | | | 707 | | | 711 | | | 0.13 | | |
Magnolia Wash Holdings | | (4) (5) (6) | | S + | | 6.50% | | 12.16% | | 07/14/2028 | | 1,464 | | | 1,440 | | | 1,322 | | | 0.23 | | |
Magnolia Wash Holdings | | (4) (6) | | S + | | 6.50% | | 12.16% | | 07/14/2028 | | 313 | | | 308 | | | 283 | | | 0.05 | | |
Magnolia Wash Holdings | | (4) (6) (12) | | S + | | 6.50% | | 12.01% | | 07/14/2028 | | 39 | | | 38 | | | 32 | | | 0.01 | | |
Spotless Brands, LLC | | (4) (5) (6) | | S + | | 6.50% | | 12.03% | | 07/25/2028 | | 1,424 | | | 1,401 | | | 1,411 | | | 0.25 | | |
Spotless Brands, LLC | | (4) (6) | | S + | | 6.50% | | 12.03% | | 07/25/2028 | | 270 | | | 265 | | | 267 | | | 0.05 | | |
Spotless Brands, LLC | | (4) (6) (12) | | S + | | 6.50% | | 12.03% | | 07/25/2028 | | 10 | | | 9 | | | 10 | | | — | | |
Vertex Service Partners, LLC | | (4) (5) (7) | | S + | | 5.50% | | 10.90% | | 11/08/2030 | | 207 | | | 202 | | | 202 | | | 0.04 | | |
Vertex Service Partners, LLC | | (4) (7) (12) | | S + | | 5.50% | | 10.90% | | 11/08/2030 | | 100 | | | 94 | | | 94 | | | 0.02 | | |
SL Investment Corp.
Consolidated Schedules of Investments
December 31, 2023
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Investments-non-controlled/non-affiliated(1) | | Footnotes | | Reference Rate and Spread | | Interest Rate(2) | | Maturity Date | | Par Amount/ Shares | | Cost(3) | | Fair Value | | Percentage of Net Assets | |
Vertex Service Partners, LLC | | (4) (7) (12) | | S + | | 5.50% | | 10.90% | | 11/08/2030 | | — | | | $ | (1) | | | $ | (1) | | | — | | % |
| | | | | | | | | | | | | | 36,421 | | | 35,782 | | | 6.36 | | |
Electronic Equipment, Instruments & Components | | | | | | | | | | | | | | | | | | | |
Abracon Group Holdings, LLC | | (4) (5) (7) | | S + | | 6.00% | | 11.54% | | 07/06/2028 | | 1,910 | | | 1,881 | | | 1,578 | | | 0.28 | | |
Abracon Group Holdings, LLC | | (4) (7) (12) | | S + | | 6.00% | | 11.54% | | 07/06/2028 | | — | | | (2) | | | (24) | | | — | | |
Abracon Group Holdings, LLC | | (4) (7) | | S + | | 6.00% | | 11.54% | | 07/06/2028 | | 127 | | | 125 | | | 105 | | | 0.02 | | |
Dwyer Instruments, Inc. | | (4) (5) (7) | | S + | | 5.75% | | 11.17% | | 07/21/2027 | | 3,020 | | | 2,972 | | | 2,959 | | | 0.53 | | |
Dwyer Instruments, Inc. | | (4) (7) (12) | | S + | | 5.75% | | 11.17% | | 07/21/2027 | | 640 | | | 623 | | | 621 | | | 0.11 | | |
Dwyer Instruments, Inc. | | (4) (7) (12) | | S + | | 5.75% | | 11.17% | | 07/21/2027 | | — | | | (5) | | | (6) | | | — | | |
Infinite Bidco, LLC | | (4) (8) | | S + | | 6.25% | | 11.88% | | 03/02/2028 | | 4,694 | | | 4,573 | | | 4,665 | | | 0.83 | | |
Magneto Components Buyco, LLC | | (4) (5) | | S + | | 6.00% | | 11.36% | | 12/05/2030 | | 220 | | | 216 | | | 216 | | | 0.04 | | |
Magneto Components Buyco, LLC | | (4) (12) | | S + | | 6.00% | | 11.36% | | 12/05/2030 | | — | | | — | | | — | | | — | | |
Magneto Components Buyco, LLC | | (4) (12) | | S + | | 6.00% | | 11.36% | | 12/05/2029 | | — | | | (1) | | | (1) | | | — | | |
| | | | | | | | | | | | | | 10,382 | | | 10,113 | | | 1.80 | | |
Financial Services | | | | | | | | | | | | | | | | | | | |
Applitools, Inc. | | (4) (5) (7) (9) | | S + | | 6.25% PIK | | 11.61% | | 05/25/2029 | | 1,654 | | | 1,634 | | | 1,614 | | | 0.29 | | |
Applitools, Inc. | | (4) (7) (9) (12) | | S + | | 6.25% | | 11.61% | | 05/25/2028 | | — | | | (3) | | | (5) | | | — | | |
Cerity Partners, LLC | | (4) (5) (7) | | S + | | 6.75% | | 12.11% | | 07/30/2029 | | 1,810 | | | 1,762 | | | 1,810 | | | 0.32 | | |
Cerity Partners, LLC | | (4) (7) | | S + | | 6.75% | | 12.11% | | 07/30/2029 | | 2,544 | | | 2,479 | | | 2,544 | | | 0.45 | | |
GC Waves Holdings, Inc. | | (4) (7) | | S + | | 6.00% | | 11.46% | | 08/11/2028 | | 229 | | | 225 | | | 225 | | | 0.04 | | |
GC Waves Holdings, Inc. | | (4) (7) (12) | | S + | | 6.00% | | 11.46% | | 08/11/2028 | | 63 | | | 47 | | | 50 | | | 0.01 | | |
GC Waves Holdings, Inc. | | (4) (7) (12) | | S + | | 6.00% | | 11.46% | | 08/11/2028 | | — | | | (1) | | | (1) | | | — | | |
SitusAMC Holdings Corp. | | (4) (5) (7) | | S + | | 5.50% | | 10.95% | | 12/22/2027 | | 6,674 | | | 6,623 | | | 6,661 | | | 1.18 | | |
Smarsh, Inc. | | (4) (5) (7) | | S + | | 5.75% | | 11.10% | | 02/16/2029 | | 4,286 | | | 4,218 | | | 4,213 | | | 0.75 | | |
Smarsh, Inc. | | (4) (7) (12) | | S + | | 5.75% | | 11.10% | | 02/16/2029 | | 536 | | | 523 | | | 518 | | | 0.09 | | |
Smarsh, Inc. | | (4) (7) (12) | | S + | | 5.75% | | 11.10% | | 02/16/2029 | | — | | | (4) | | | (5) | | | — | | |
Trintech, Inc. | | (4) (5) (6) | | S + | | 6.50% | | 11.86% | | 07/25/2029 | | 14,961 | | | 14,677 | | | 14,680 | | | 2.61 | | |
Trintech, Inc. | | (4) (6) (12) | | S + | | 6.50% | | 11.86% | | 07/25/2029 | | 367 | | | 344 | | | 343 | | | 0.06 | | |
| | | | | | | | | | | | | | 32,524 | | | 32,647 | | | 5.80 | | |
Food Products | | | | | | | | | | | | | | | | | | | |
Teasdale Foods, Inc. (Teasdale Latin Foods) | | (4) (5) (6) | | S + | | 7.25% (incl. 1.00% PIK) | | 12.68% | | 12/18/2025 | | 3,612 | | | 3,581 | | | 3,309 | | | 0.59 | | |
Health Care Equipment & Supplies | | | | | | | | | | | | | | | | | | | |
Performance Health Holdings, Inc | | (4) (5) (6) | | S + | | 5.75% | | 11.32% | | 07/12/2027 | | 4,028 | | | 3,975 | | | 4,007 | | | 0.71 | | |
PerkinElmer U.S., LLC | | (4) (5) (6) | | S + | | 6.75% | | 12.00% | | 03/13/2029 | | 655 | | | 637 | | | 653 | | | 0.12 | | |
Tidi Legacy Products, Inc. | | (4) (5) (6) | | S + | | 5.50% | | 10.86% | | 12/19/2029 | | 682 | | | 668 | | | 668 | | | 0.12 | | |
Tidi Legacy Products, Inc. | | (4) (6) (12) | | S + | | 5.50% | | 10.86% | | 12/19/2029 | | — | | | (2) | | | (2) | | | — | | |
SL Investment Corp.
Consolidated Schedules of Investments
December 31, 2023
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Investments-non-controlled/non-affiliated(1) | | Footnotes | | Reference Rate and Spread | | Interest Rate(2) | | Maturity Date | | Par Amount/ Shares | | Cost(3) | | Fair Value | | Percentage of Net Assets | |
Tidi Legacy Products, Inc. | | (4) (6) (12) | | S + | | 5.50% | | 10.86% | | 12/19/2029 | | — | | | $ | (2) | | | $ | (2) | | | — | | % |
YI, LLC | | (4) (5) (6) | | S + | | 5.75% | | 11.09% | | 12/03/2029 | | 245 | | | 241 | | | 241 | | | 0.04 | | |
YI, LLC | | (4) (6) (12) | | S + | | 5.75% | | 11.09% | | 12/01/2029 | | — | | | (1) | | | (1) | | | — | | |
YI, LLC | | (4) (6) (12) | | S + | | 5.75% | | 11.09% | | 12/03/2029 | | — | | | (1) | | | (1) | | | — | | |
| | | | | | | | | | | | | | 5,515 | | | 5,563 | | | 0.99 | | |
Health Care Providers & Services | | | | | | | | | | | | | | | | | | | |
DCA Investment Holdings, LLC | | (4) (5) (7) | | S + | | 6.50% | | 11.85% | | 04/03/2028 | | 14,564 | | | 14,244 | | | 14,225 | | | 2.53 | | |
DCA Investment Holdings, LLC | | (4) (5) (7) | | S + | | 6.50% | | 11.85% | | 04/03/2028 | | 1,503 | | | 1,478 | | | 1,468 | | | 0.26 | | |
Gateway US Holdings, Inc. | | (4) (5) (7) (9) | | S + | | 6.50% | | 11.85% | | 09/22/2026 | | 750 | | | 745 | | | 750 | | | 0.13 | | |
Gateway US Holdings, Inc. | | (4) (7) (9) | | S + | | 6.50% | | 11.85% | | 09/22/2026 | | 211 | | | 210 | | | 211 | | | 0.04 | | |
Gateway US Holdings, Inc. | | (4) (7) (9) (12) | | S + | | 6.50% | | 11.85% | | 09/22/2026 | | — | | | — | | | — | | | — | | |
Heartland Veterinary Partners, LLC | | (4) (5) (6) | | S + | | 4.75% | | 10.21% | | 12/10/2026 | | 3,836 | | | 3,812 | | | 3,801 | | | 0.68 | | |
Heartland Veterinary Partners, LLC | | (4) (5) (6) | | S + | | 4.75% | | 10.21% | | 12/10/2026 | | 8,685 | | | 8,632 | | | 8,605 | | | 1.53 | | |
Heartland Veterinary Partners, LLC | | (4) (6) (12) | | S + | | 4.75% | | 10.21% | | 12/10/2026 | | — | | | (5) | | | (7) | | | — | | |
iCIMS, Inc. | | (4) (5) (7) | | S + | | 7.25% (incl. 3.88% PIK) | | 12.62% | | 08/18/2028 | | 1,622 | | | 1,599 | | | 1,622 | | | 0.29 | | |
iCIMS, Inc. | | (4) (7) (12) | | S + | | 7.25% (incl. 3.88% PIK) | | 12.62% | | 08/18/2028 | | — | | | — | | | — | | | — | | |
iCIMS, Inc. | | (4) (7) (12) | | S + | | 7.25% (incl. 3.88% PIK) | | 12.62% | | 08/18/2028 | | 3 | | | 3 | | | 3 | | | — | | |
Intelerad Medical Systems Incorporated | | (4) (6) (9) | | S + | | 6.50% | | 12.03% | | 08/21/2026 | | 928 | | | 908 | | | 874 | | | 0.16 | | |
Intelerad Medical Systems Incorporated | | (4) (6) (9) | | S + | | 6.50% | | 12.03% | | 08/21/2026 | | 63 | | | 63 | | | 60 | | | 0.01 | | |
Pareto Health Intermediate Holdings, Inc. | | (4) (6) | | S + | | 6.50% | | 11.97% | | 05/31/2030 | | 1,044 | | | 1,024 | | | 1,036 | | | 0.18 | | |
Pareto Health Intermediate Holdings, Inc. | | (4) (6) (12) | | S + | | 6.50% | | 11.97% | | 05/31/2029 | | — | | | (2) | | | (1) | | | — | | |
PPV Intermediate Holdings, LLC | | (4) (7) | | S + | | 5.75% | | 11.14% | | 08/31/2029 | | 994 | | | 957 | | | 975 | | | 0.17 | | |
PPV Intermediate Holdings, LLC | | (4) (7) (12) | | S + | | 5.75% | | 11.14% | | 08/31/2029 | | — | | | (30) | | | (52) | | | (0.01) | | |
Promptcare Infusion Buyer, Inc. | | (4) (5) (6) | | S + | | 6.00% | | 11.46% | | 09/01/2027 | | 3,849 | | | 3,797 | | | 3,799 | | | 0.68 | | |
Promptcare Infusion Buyer, Inc. | | (4) (6) | | S + | | 6.00% | | 11.46% | | 09/01/2027 | | 600 | | | 593 | | | 592 | | | 0.11 | | |
Stepping Stones Healthcare Services, LLC | | (4) (5) (7) | | S + | | 5.75% | | 11.20% | | 01/02/2029 | | 4,288 | | | 4,238 | | | 4,227 | | | 0.75 | | |
Stepping Stones Healthcare Services, LLC | | (4) (7) (12) | | S + | | 5.75% | | 11.20% | | 01/02/2029 | | 965 | | | 952 | | | 947 | | | 0.17 | | |
Stepping Stones Healthcare Services, LLC | | (4) (7) (12) | | S + | | 5.75% | | 11.20% | | 12/30/2026 | | — | | | (6) | | | (9) | | | — | | |
Suveto | | (4) (5) (7) | | S + | | 4.25% | | 9.71% | | 09/09/2027 | | 5,073 | | | 5,037 | | | 4,970 | | | 0.88 | | |
Suveto | | (4) (7) (12) | | S + | | 4.25% | | 9.71% | | 09/09/2027 | | 157 | | | 151 | | | 146 | | | 0.03 | | |
Vardiman Black Holdings, LLC | | (4) (5) (8) (10) | | S + | | 9.00% (incl. 2.00% PIK) | | 14.40% | | 03/18/2027 | | 2,257 | | | 2,240 | | | 1,877 | | | 0.33 | | |
Vardiman Black Holdings, LLC | | (4) (8) (10) | | S + | | 9.00% (incl. 2.00% PIK) | | 14.40% | | 03/18/2027 | | 2,680 | | | 2,658 | | | 2,228 | | | 0.40 | | |
Vermont Aus Pty Ltd | | (4) (5) (7) (9) | | S + | | 5.50% | | 11.00% | | 03/23/2028 | | 491 | | | 482 | | | 482 | | | 0.09 | | |
| | | | | | | | | | | | | | 53,780 | | | 52,829 | | | 9.39 | | |
| | | | | | | | | | | | | | | | | | | |
Health Care Technology | | | | | | | | | | | | | | | | | | | |
Lightspeed Buyer, Inc. | | (4) (5) (6) | | S + | | 5.25% | | 10.71% | | 02/03/2026 | | 4,180 | | | 4,127 | | | 4,143 | | | 0.74 | | |
SL Investment Corp.
Consolidated Schedules of Investments
December 31, 2023
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Investments-non-controlled/non-affiliated(1) | | Footnotes | | Reference Rate and Spread | | Interest Rate(2) | | Maturity Date | | Par Amount/ Shares | | Cost(3) | | Fair Value | | Percentage of Net Assets | |
Lightspeed Buyer, Inc. | | (4) (5) (6) | | S + | | 5.25% | | 10.71% | | 02/03/2026 | | 3,304 | | | $ | 3,258 | | | $ | 3,274 | | | 0.58 | | % |
| | | | | | | | | | | | | | 7,385 | | | 7,417 | | | 1.32 | | |
Industrial Conglomerates | | | | | | | | | | | | | | | | | | | |
Raptor Merger Sub Debt, LLC | | (4) (5) (7) | | S + | | 6.75% | | 12.10% | | 04/01/2029 | | 13,814 | | | 13,457 | | | 13,800 | | | 2.45 | | |
Raptor Merger Sub Debt, LLC | | (4) (7) (12) | | S + | | 6.75% | | 12.10% | | 04/01/2028 | | 209 | | | 185 | | | 208 | | | 0.04 | | |
| | | | | | | | | | | | | | 13,642 | | | 14,008 | | | 2.49 | | |
Insurance Services | | | | | | | | | | | | | | | | | | | |
Foundation Risk Partners Corp. | | (4) (5) (7) | | S + | | 6.00% | | 11.45% | | 10/29/2028 | | 18,228 | | | 18,023 | | | 18,228 | | | 3.24 | | |
Foundation Risk Partners Corp. | | (4) (5) (7) | | S + | | 6.00% | | 11.45% | | 10/29/2028 | | 3,965 | | | 3,923 | | | 3,965 | | | 0.70 | | |
Foundation Risk Partners Corp. | | (4) (7) (12) | | S + | | 6.00% | | 11.45% | | 10/29/2027 | | — | | | (19) | | | — | | | — | | |
Galway Borrower, LLC | | (4) (5) (7) | | S + | | 5.25% | | 10.75% | | 09/29/2028 | | 15,983 | | | 15,741 | | | 15,560 | | | 2.77 | | |
Galway Borrower, LLC | | (4) (7) (12) | | S + | | 5.25% | | 10.75% | | 09/29/2028 | | — | | | (29) | | | (34) | | | (0.01) | | |
Galway Borrower, LLC | | (4) (7) (12) | | S + | | 5.25% | | 10.75% | | 09/30/2027 | | — | | | (12) | | | (26) | | | — | | |
Higginbotham Insurance Agency, Inc. | | (4) (5) (6) | | S + | | 5.50% | | 10.96% | | 11/24/2028 | | 6,098 | | | 6,039 | | | 6,097 | | | 1.08 | | |
Higginbotham Insurance Agency, Inc. | | (4) (6) (12) | | S + | | 5.50% | | 10.96% | | 11/24/2028 | | 66 | | | 66 | | | 66 | | | 0.01 | | |
High Street Buyer, Inc. | | (4) (5) (7) | | S + | | 5.75% | | 11.25% | | 04/14/2028 | | 4,239 | | | 4,181 | | | 4,239 | | | 0.75 | | |
High Street Buyer, Inc. | | (4) (5) (7) | | S + | | 5.75% | | 11.25% | | 04/14/2028 | | 17,022 | | | 16,790 | | | 17,022 | | | 3.03 | | |
High Street Buyer, Inc. | | (4) (7) (12) | | S + | | 5.75% | | 11.25% | | 04/16/2027 | | — | | | (10) | | | — | | | — | | |
Long Term Care Group, ,Inc. | | (4) (5) (7) | | S + | | 7.00% (incl. 6.00% PIK) | | 12.66% | | 09/08/2027 | | 2,046 | | | 2,017 | | | 1,694 | | | 0.30 | | |
Inszone Mid, LLC | | (4) (6) | | S + | | 5.75% | | 11.11% | | 11/12/2029 | | 58 | | | 57 | | | 57 | | | 0.01 | | |
Inszone Mid, LLC | | (4) (6) (12) | | S + | | 5.75% | | 11.11% | | 11/12/2029 | | 5 | | | 4 | | | 4 | | | — | | |
Inszone Mid, LLC | | (4) (6) (12) | | S + | | 5.75% | | 11.11% | | 11/12/2029 | | — | | | — | | | — | | | — | | |
Integrity Marketing Acquisition, LLC | | (4) (5) (7) | | S + | | 6.00% | | 11.39% | | 08/27/2026 | | 392 | | | 385 | | | 384 | | | 0.07 | | |
Integrity Marketing Acquisition, LLC | | (4) (5) (7) | | S + | | 6.00% | | 11.54% | | 08/27/2026 | | 31,949 | | | 31,705 | | | 31,335 | | | 5.57 | | |
Integrity Marketing Acquisition, LLC | | (4) (7) (12) | | S + | | 6.00% | | 11.39% | | 08/27/2026 | | — | | | (2) | | | (1) | | | — | | |
Keystone Agency Investors | | (4) (5) (6) | | S + | | 5.50% | | 11.00% | | 05/03/2027 | | 2,614 | | | 2,586 | | | 2,576 | | | 0.46 | | |
Keystone Agency Investors | | (4) (5) (6) | | S + | | 5.50% | | 11.00% | | 05/03/2027 | | 3,168 | | | 3,135 | | | 3,121 | | | 0.55 | | |
Patriot Growth Insurance Services, LLC | | (4) (7) | | S + | | 5.75% | | 11.25% | | 10/14/2028 | | 678 | | | 667 | | | 671 | | | 0.12 | | |
Peter C. Foy & Associates Insurance Services, LLC | | (4) (5) (7) | | S + | | 6.00% | | 11.49% | | 11/01/2028 | | 7,919 | | | 7,855 | | | 7,813 | | | 1.39 | | |
Peter C. Foy & Associates Insurance Services, LLC | | (4) (5) (7) (12) | | S + | | 6.00% | | 11.47% | | 11/01/2028 | | 2,743 | | | 2,717 | | | 2,702 | | | 0.48 | | |
Peter C. Foy & Associates Insurance Services, LLC | | (4) (7) (12) | | S + | | 6.00% | | 11.49% | | 11/01/2027 | | — | | | (2) | | | (5) | | | — | | |
RSC Acquisition, Inc. | | (4) (5) (7) | | S + | | 5.50% | | 11.01% | | 11/01/2029 | | 10,429 | | | 10,349 | | | 10,340 | | | 1.84 | | |
RSC Acquisition, Inc. | | (4) (7) (12) | | S + | | 6.00% | | 11.39% | | 11/01/2029 | | 6 | | | 5 | | | 6 | | | — | | |
World Insurance Associates, LLC | | (4) (5) (6) | | S + | | 6.00% | | 11.38% | | 04/03/2028 | | 27,315 | | | 26,847 | | | 26,453 | | | 4.70 | | |
World Insurance Associates, LLC | | (4) (6) (12) | | S + | | 6.00% | | 11.38% | | 04/03/2028 | | — | | | (9) | | | (31) | | | (0.01) | | |
| | | | | | | | | | | | | | 153,009 | | | 152,236 | | | 27.06 | | |
SL Investment Corp.
Consolidated Schedules of Investments
December 31, 2023
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Investments-non-controlled/non-affiliated(1) | | Footnotes | | Reference Rate and Spread | | Interest Rate(2) | | Maturity Date | | Par Amount/ Shares | | Cost(3) | | Fair Value | | Percentage of Net Assets | |
Interactive Media & Services | | | | | | | | | | | | | | | | | | | |
FMG Suite Holdings, LLC | | (4) (5) (6) | | S + | | 5.50% | | 10.78% | | 10/30/2026 | | 9,262 | | | $ | 9,142 | | | $ | 9,189 | | | 1.63 | | % |
FMG Suite Holdings, LLC | | (4) (5) (6) | | S + | | 5.50% | | 10.78% | | 10/30/2026 | | 1,958 | | | 1,938 | | | 1,945 | | | 0.35 | | |
FMG Suite Holdings, LLC | | (4) (5) (12) | | P + | | 4.25% | | 12.75% | | 10/30/2026 | | 333 | | | 323 | | | 326 | | | 0.06 | | |
Spectrio, LLC | | (4) (5) | | S + | | 6.00% (incl. 5.00% PIK) | | 11.38% | | 12/09/2026 | | 11,346 | | | 11,241 | | | 10,767 | | | 1.91 | | |
Spectrio, LLC | | (4) (5) | | S + | | 6.00% (incl. 5.00% PIK) | | 11.38% | | 12/09/2026 | | 4,507 | | | 4,493 | | | 4,277 | | | 0.76 | | |
Spectrio, LLC | | (4) (12) | | S + | | 6.00% (incl. 5.00% PIK) | | 11.38% | | 12/09/2026 | | 1,312 | | | 1,299 | | | 1,245 | | | 0.22 | | |
Triple Lift, Inc. | | (4) (5) (7) | | S + | | 5.75% | | 11.17% | | 05/05/2028 | | 11,700 | | | 11,540 | | | 10,886 | | | 1.93 | | |
Triple Lift, Inc. | | (4) (7) (12) | | S + | | 5.75% | | 11.17% | | 05/05/2028 | | 657 | | | 636 | | | 538 | | | 0.10 | | |
| | | | | | | | | | | | | | 40,612 | | | 39,173 | | | 6.96 | | |
IT Services | | | | | | | | | | | | | | | | | | | |
Atlas Purchaser, Inc. | | (5) (7) | | S + | | 5.25% | | 10.88% | | 05/08/2028 | | 3,785 | | | 3,733 | | | 2,233 | | | 0.40 | | |
Catalis Intermediate, Inc. | | (4) (5) (7) | | S + | | 5.50% | | 11.00% | | 08/04/2027 | | 16,867 | | | 16,590 | | | 15,940 | | | 2.83 | | |
Catalis Intermediate, Inc. | | (4) (5) (7) | | S + | | 5.50% | | 11.00% | | 08/04/2027 | | 3,795 | | | 3,741 | | | 3,587 | | | 0.64 | | |
Catalis Intermediate, Inc. | | (4) (7) (12) | | S + | | 5.50% | | 11.00% | | 08/04/2027 | | 626 | | | 598 | | | 526 | | | 0.09 | | |
Donuts, Inc. | | (4) (5) (6) | | S + | | 6.00% | | 11.59% | | 12/29/2027 | | 9,397 | | | 9,317 | | | 9,389 | | | 1.67 | | |
Redwood Services Group, LLC | | (4) (5) (7) | | S + | | 6.25% | | 11.70% | | 06/15/2029 | | 1,795 | | | 1,765 | | | 1,751 | | | 0.31 | | |
Redwood Services Group, LLC | | (4) (7) (12) | | S + | | 6.25% | | 11.70% | | 06/15/2029 | | 940 | | | 931 | | | 916 | | | 0.16 | | |
Syntax Systems Ltd | | (4) (5) (7) (9) | | S + | | 5.50% | | 10.96% | | 10/29/2028 | | 15,040 | | | 14,927 | | | 14,772 | | | 2.63 | | |
Syntax Systems Ltd | | (4) (7) (9) (12) | | S + | | 5.50% | | 10.96% | | 10/29/2026 | | 984 | | | 975 | | | 955 | | | 0.17 | | |
Thrive Buyer, Inc. (Thrive Networks) | | (4) (5) (6) | | S + | | 6.00% | | 11.50% | | 01/22/2027 | | 8,107 | | | 7,999 | | | 7,959 | | | 1.41 | | |
Thrive Buyer, Inc. (Thrive Networks) | | (4) (5) (6) | | S + | | 6.00% | | 11.50% | | 01/22/2027 | | 6,380 | | | 6,305 | | | 6,253 | | | 1.11 | | |
Thrive Buyer, Inc. (Thrive Networks) | | (4) (12) | | P + | | 5.00% | | 13.50% | | 01/22/2027 | | 227 | | | 219 | | | 213 | | | 0.04 | | |
UpStack, Inc. | | (4) (5) (6) | | S + | | 5.75% | | 11.60% | | 08/20/2027 | | 3,536 | | | 3,478 | | | 3,447 | | | 0.61 | | |
UpStack, Inc. | | (4) (5) (6) (12) | | S + | | 6.25% | | 11.60% | | 08/20/2027 | | 1,675 | | | 1,641 | | | 1,627 | | | 0.29 | | |
UpStack, Inc. | | (4) (6) (12) | | S + | | 6.25% | | 11.60% | | 08/20/2027 | | 113 | | | 106 | | | 103 | | | 0.02 | | |
| | | | | | | | | | | | | | 72,325 | | | 69,671 | | | 12.38 | | |
Leisure Products | | | | | | | | | | | | | | | | | | | |
GSM Acquisition Corp. (GSM Outdoors) | | (4) (5) (6) | | S + | | 5.00% | | 10.47% | | 11/16/2026 | | 19,482 | | | 19,356 | | | 19,288 | | | 3.43 | | |
GSM Acquisition Corp. (GSM Outdoors) | | (4) (5) (6) | | S + | | 5.00% | | 10.47% | | 11/16/2026 | | 1,663 | | | 1,651 | | | 1,646 | | | 0.29 | | |
GSM Acquisition Corp. (GSM Outdoors) | | (4) (6) (12) | | S + | | 5.00% | | 10.47% | | 11/16/2026 | | — | | | (11) | | | (17) | | | — | | |
| | | | | | | | | | | | | | 20,996 | | | 20,917 | | | 3.72 | | |
Machinery | | | | | | | | | | | | | | | | | | | |
Answer Acquisition, LLC | | (4) (5) (6) | | S + | | 5.75% | | 11.25% | | 12/30/2026 | | 12,740 | | | 12,574 | | | 12,551 | | | 2.23 | | |
Answer Acquisition, LLC | | (4) (6) (12) | | S + | | 5.75% | | 11.25% | | 12/30/2026 | | 770 | | | 758 | | | 755 | | | 0.13 | | |
Chase Intermediate, LLC | | (4) (7) (12) | | S + | | 5.25% | | 11.00% | | 10/30/2028 | | — | | | (6) | | | (13) | | | — | | |
Chase Intermediate, LLC | | (4) (7) (12) | | S + | | 5.25% | | 11.00% | | 10/30/2028 | | — | | | (1) | | | (1) | | | — | | |
SL Investment Corp.
Consolidated Schedules of Investments
December 31, 2023
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Investments-non-controlled/non-affiliated(1) | | Footnotes | | Reference Rate and Spread | | Interest Rate(2) | | Maturity Date | | Par Amount/ Shares | | Cost(3) | | Fair Value | | Percentage of Net Assets | |
MHE Intermediate Holdings, LLC | | (4) (5) (6) | | S + | | 6.00% | | 11.60% | | 07/21/2027 | | 8,139 | | | $ | 8,029 | | | $ | 8,065 | | | 1.43 | | % |
MHE Intermediate Holdings, LLC | | (4) (5) (6) | | S + | | 6.00% | | 11.60% | | 07/21/2027 | | 1,574 | | | 1,553 | | | 1,559 | | | 0.28 | | |
MHE Intermediate Holdings, LLC | | (4) (6) (12) | | S + | | 6.00% | | 11.60% | | 07/21/2027 | | — | | | (13) | | | (11) | | | — | | |
| | | | | | | | | | | | | | 22,894 | | | 22,905 | | | 4.07 | | |
Multi-Utilities | | | | | | | | | | | | | | | | | | | |
AWP Group Holdings, Inc. | | (4) (5) (6) | | S + | | 5.50% | | 10.95% | | 12/24/2029 | | 15,107 | | | 14,698 | | | 14,877 | | | 2.64 | | |
AWP Group Holdings, Inc. | | (4) (6) (12) | | S + | | 5.50% | | 10.95% | | 12/24/2029 | | 15 | | | (15) | | | 10 | | | — | | |
AWP Group Holdings, Inc. | | (4) (6) (12) | | S + | | 5.50% | | 10.95% | | 12/24/2029 | | 433 | | | 415 | | | 402 | | | 0.07 | | |
Ground Penetrating Radar Systems, LLC | | (4) (5) (6) | | S + | | 4.50% | | 10.03% | | 06/26/2026 | | 4,372 | | | 4,328 | | | 4,335 | | | 0.77 | | |
Ground Penetrating Radar Systems, LLC | | (4) (6) (12) | | S + | | 4.50% | | 10.03% | | 06/26/2025 | | — | | | (5) | | | (6) | | | — | | |
Vessco Midco Holdings, LLC | | (4) (5) (6) | | S + | | 4.50% | | 9.97% | | 11/02/2026 | | 5,374 | | | 5,346 | | | 5,374 | | | 0.96 | | |
Vessco Midco Holdings, LLC | | (4) (5) (6) | | S + | | 4.50% | | 9.97% | | 11/02/2026 | | 3,502 | | | 3,485 | | | 3,502 | | | 0.62 | | |
Vessco Midco Holdings, LLC | | (4) (12) | | P + | | 3.50% | | 12.00% | | 10/18/2026 | | 40 | | | 36 | | | 40 | | | 0.01 | | |
| | | | | | | | | | | | | | 28,288 | | | 28,534 | | | 5.07 | | |
Pharmaceuticals | | | | | | | | | | | | | | | | | | | |
Caerus US 1, Inc. | | (4) (7) (9) | | S + | | 5.75% | | 11.11% | | 05/25/2029 | | 1,828 | | | 1,796 | | | 1,828 | | | 0.32 | | |
Caerus US 1, Inc. | | (4) (7) (9) (12) | | S + | | 5.75% | | 11.11% | | 05/25/2029 | | 118 | | | 115 | | | 118 | | | 0.02 | | |
Caerus US 1, Inc. | | (4) (7) (9) (12) | | S + | | 5.75% | | 11.11% | | 05/25/2029 | | 145 | | | 142 | | | 145 | | | 0.03 | | |
| | | | | | | | | | | | | | 2,053 | | | 2,091 | | | 0.37 | | |
Professional Services | | | | | | | | | | | | | | | | | | | |
Abacus Data Holdings, Inc. (AbacusNext) | | (4) (5) (6) | | S + | | 6.25% | | 11.71% | | 03/10/2027 | | 7,898 | | | 7,791 | | | 7,898 | | | 1.40 | | |
Abacus Data Holdings, Inc. (AbacusNext) | | (4) (6) | | S + | | 6.25% | | 11.71% | | 03/10/2027 | | 827 | | | 822 | | | 827 | | | 0.15 | | |
Abacus Data Holdings, Inc. (AbacusNext) | | (4) (6) (12) | | S + | | 6.25% | | 11.71% | | 03/10/2027 | | 450 | | | 442 | | | 450 | | | 0.08 | | |
Bridgepointe Technologies, LLC | | (4) (6) | | S + | | 6.50% | | 12.00% | | 12/31/2027 | | 5,800 | | | 5,629 | | | 5,704 | | | 1.01 | | |
Bridgepointe Technologies, LLC | | (4) (6) (12) | | S + | | 6.50% | | 12.00% | | 12/31/2027 | | 3,830 | | | 3,678 | | | 3,764 | | | 0.67 | | |
Bullhorn, Inc. | | (4) (5) (6) | | S + | | 5.50% | | 10.96% | | 09/30/2026 | | 178 | | | 177 | | | 177 | | | 0.03 | | |
Bullhorn, Inc. | | (4) (6) | | S + | | 5.50% | | 10.96% | | 09/30/2026 | | 10 | | | 10 | | | 10 | | | — | | |
Bullhorn, Inc. | | (4) (6) (12) | | S + | | 5.50% | | 10.96% | | 09/30/2026 | | — | | | — | | | — | | | — | | |
Citrin Cooperman Advisors, LLC | | (4) (5) (7) | | S + | | 5.75% | | 11.37% | | 10/01/2027 | | 8,693 | | | 8,573 | | | 8,689 | | | 1.54 | | |
Citrin Cooperman Advisors, LLC | | (4) (5) (7) (12) | | S + | | 5.75% | | 11.37% | | 10/01/2027 | | 13,542 | | | 13,331 | | | 13,528 | | | 2.40 | | |
GPS Merger Sub, LLC | | (4) (5) (6) | | S + | | 6.00% | | 11.38% | | 10/02/2029 | | 3,106 | | | 3,046 | | | 3,046 | | | 0.54 | | |
GPS Merger Sub, LLC | | (4) (6) (12) | | S + | | 6.00% | | 11.38% | | 10/02/2029 | | — | | | (8) | | | (8) | | | — | | |
GPS Merger Sub, LLC | | (4) (6) (12) | | S + | | 6.00% | | 11.38% | | 10/02/2029 | | — | | | (12) | | | (12) | | | — | | |
KENG Acquisition, Inc. | | (4) (5) (6) | | S + | | 6.25% | | 11.60% | | 08/01/2029 | | 192 | | | 174 | | | 190 | | | 0.03 | | |
KENG Acquisition, Inc. | | (4) (6) (12) | | S + | | 6.25% | | 11.60% | | 08/01/2029 | | 24 | | | 22 | | | 22 | | | — | | |
KENG Acquisition, Inc. | | (4) (6) (12) | | S + | | 6.25% | | 11.60% | | 08/01/2029 | | 6 | | | 5 | | | 5 | | | — | | |
KWOR Acquisition, Inc. | | (4) (5) (6) | | S + | | 5.25% | | 10.71% | | 12/22/2028 | | 867 | | | 857 | | | 855 | | | 0.15 | | |
SL Investment Corp.
Consolidated Schedules of Investments
December 31, 2023
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Investments-non-controlled/non-affiliated(1) | | Footnotes | | Reference Rate and Spread | | Interest Rate(2) | | Maturity Date | | Par Amount/ Shares | | Cost(3) | | Fair Value | | Percentage of Net Assets | |
KWOR Acquisition, Inc. | | (4) (12) | | P + | | 4.25% | | 12.75% | | 12/22/2027 | | 52 | | | $ | 51 | | | $ | 51 | | | 0.01 | | % |
| | | | | | | | | | | | | | 44,588 | | | 45,196 | | | 8.03 | | |
Real Estate Management & Development | | | | | | | | | | | | | | | | | | | |
Associations, Inc. | | (4) (5) (6) | | S + | | 6.50% (incl. 2.50% PIK) | | 12.18% | | 07/02/2027 | | 7,843 | | | 7,793 | | | 7,768 | | | 1.38 | | |
Associations, Inc. | | (4) (5) (6) (12) | | S + | | 6.50% (incl. 2.50% PIK) | | 12.18% | | 07/02/2027 | | 7,475 | | | 7,431 | | | 7,405 | | | 1.32 | | |
Associations, Inc. | | (4) (6) (12) | | S + | | 6.50% (incl. 2.50% PIK) | | 12.18% | | 07/02/2027 | | 282 | | | 277 | | | 274 | | | 0.05 | | |
MRI Software, LLC | | (4) (5) (6) | | S + | | 5.50% | | 10.95% | | 02/10/2027 | | 4,258 | | | 4,247 | | | 4,235 | | | 0.75 | | |
MRI Software, LLC | | (4) (6) (12) | | S + | | 5.50% | | 10.95% | | 02/10/2027 | | — | | | (1) | | | (1) | | | — | | |
MRI Software, LLC | | (4) (6) (12) | | S + | | 5.50% | | 10.95% | | 02/10/2027 | | — | | | — | | | (1) | | | — | | |
Pritchard Industries, LLC | | (4) (5) (7) | | S + | | 5.50% | | 10.94% | | 10/13/2027 | | 10,832 | | | 10,682 | | | 10,616 | | | 1.89 | | |
Pritchard Industries, LLC | | (4) (7) | | S + | | 5.50% | | 10.94% | | 10/13/2027 | | 2,590 | | | 2,553 | | | 2,538 | | | 0.45 | | |
Zarya Intermediate, LLC | | (4) (5) (6) (9) | | S + | | 6.50% | | 11.89% | | 07/01/2027 | | 9,533 | | | 9,533 | | | 9,533 | | | 1.69 | | |
Zarya Intermediate, LLC | | (4) (6) (9) (12) | | S + | | 6.50% | | 11.89% | | 07/01/2027 | | 842 | | | 842 | | | 842 | | | 0.15 | | |
| | | | | | | | | | | | | | 43,357 | | | 43,209 | | | 7.68 | | |
Software | | | | | | | | | | | | | | | | | | | |
Alert Media, Inc. | | (4) (5) (6) | | S + | | 7.75% (incl. 6.75% PIK) | | 13.08% | | 04/12/2027 | | 16,264 | | | 16,096 | | | 15,981 | | | 2.84 | | |
Alert Media, Inc. | | (4) (6) | | S + | | 7.75% (incl. 6.75% PIK) | | 13.08% | | 04/12/2027 | | 10,000 | | | 9,886 | | | 9,825 | | | 1.75 | | |
Alert Media, Inc. | | (4) (6) (12) | | S + | | 7.75% (incl. 6.75% PIK) | | 13.08% | | 04/10/2026 | | — | | | (10) | | | (18) | | | — | | |
Anaplan, Inc. | | (4) (5) (7) | | S + | | 6.50% | | 11.85% | | 06/21/2029 | | 4,125 | | | 4,058 | | | 4,125 | | | 0.73 | | |
Appfire Technologies, LLC | | (4) (5) (6) | | S + | | 5.65% | | 11.03% | | 03/09/2027 | | 7,793 | | | 7,752 | | | 7,692 | | | 1.37 | | |
Appfire Technologies, LLC | | (4) (6) (12) | | S + | | 5.65% | | 11.03% | | 03/09/2027 | | — | | | (2) | | | (2) | | | — | | |
Appfire Technologies, LLC | | (4) (12) | | P + | | 4.50% | | 13.00% | | 03/09/2027 | | 6 | | | 6 | | | 6 | | | — | | |
CLEO Communications Holding, LLC | | (4) (5) (6) | | S + | | 6.50% | | 11.96% | | 06/09/2027 | | 17,142 | | | 17,033 | | | 16,873 | | | 3.00 | | |
CLEO Communications Holding, LLC | | (4) (6) (12) | | S + | | 6.50% | | 11.96% | | 06/09/2027 | | — | | | (31) | | | (84) | | | (0.01) | | |
Coupa Holdings, LLC | | (4) (7) | | S + | | 7.50% | | 12.86% | | 02/27/2030 | | 315 | | | 308 | | | 312 | | | 0.06 | | |
Coupa Holdings, LLC | | (4) (7) (12) | | S + | | 7.50% | | 12.86% | | 02/27/2030 | | — | | | (2) | | | (2) | | | — | | |
Coupa Holdings, LLC | | (4) (7) (12) | | S + | | 7.50% | | 12.86% | | 02/27/2029 | | — | | | (3) | | | (1) | | | — | | |
SL Investment Corp.
Consolidated Schedules of Investments
December 31, 2023
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Investments-non-controlled/non-affiliated(1) | | Footnotes | | Reference Rate and Spread | | Interest Rate(2) | | Maturity Date | | Par Amount/ Shares | | Cost(3) | | Fair Value | | Percentage of Net Assets | |
Cyara AcquisitionCo, LLC | | (4) (6) | | S + | | 6.75% (incl. 2.75% PIK) | | 12.08% | | 06/28/2029 | | 949 | | | $ | 925 | | | $ | 932 | | | 0.17 | | % |
Cyara AcquisitionCo, LLC | | (4) (6) (12) | | S + | | 6.75% (incl. 2.75% PIK) | | 12.08% | | 06/28/2029 | | — | | | (2) | | | (1) | | | — | | |
E-Discovery AcquireCo, LLC | | (4) (5) (6) | | S + | | 6.50% | | 11.89% | | 08/29/2029 | | 458 | | | 447 | | | 450 | | | 0.08 | | |
E-Discovery AcquireCo, LLC | | (4) (6) (12) | | S + | | 6.50% | | 11.89% | | 08/29/2029 | | — | | | (1) | | | (1) | | | — | | |
Fullsteam Operations, LLC | | (4) (5) (6) | | S + | | 8.25% | | 13.78% | | 11/27/2029 | | 663 | | | 644 | | | 644 | | | 0.11 | | |
Fullsteam Operations, LLC | | (4) (6) (12) | | S + | | 8.25% | | 13.78% | | 11/27/2029 | | 63 | | | 58 | | | 58 | | | 0.01 | | |
Fullsteam Operations, LLC | | (4) (6) (12) | | S + | | 8.25% | | 13.78% | | 11/27/2029 | | — | | | (1) | | | (1) | | | — | | |
GS AcquisitionCo, Inc. | | (4) (5) (6) | | S + | | 5.50% | | 11.00% | | 05/22/2026 | | 28,343 | | | 28,212 | | | 28,343 | | | 5.04 | | |
GS AcquisitionCo, Inc. | | (4) (6) (12) | | S + | | 5.50% | | 11.00% | | 05/22/2026 | | — | | | (5) | | | — | | | — | | |
LegitScript, LLC | | (4) (5) (7) | | S + | | 5.75% | | 11.11% | | 06/24/2029 | | 4,151 | | | 4,082 | | | 4,114 | | | 0.73 | | |
LegitScript, LLC | | (4) (7) (12) | | S + | | 5.75% | | 11.11% | | 06/24/2029 | | 110 | | | 100 | | | 100 | | | 0.02 | | |
LegitScript, LLC | | (4) (7) (12) | | S + | | 5.75% | | 11.11% | | 06/24/2028 | | 156 | | | 146 | | | 150 | | | 0.03 | | |
Montana Buyer, Inc. | | (4) (5) (7) | | S + | | 5.75% | | 11.11% | | 07/22/2029 | | 1,293 | | | 1,271 | | | 1,282 | | | 0.23 | | |
Montana Buyer, Inc. | | (4) (12) | | P + | | 4.75% | | 13.25% | | 07/22/2028 | | 21 | | | 19 | | | 20 | | | — | | |
Netwrix Corporation And Concept Searching, Inc. | | (4) (5) (7) | | S + | | 5.00% | | 10.39% | | 06/11/2029 | | 732 | | | 726 | | | 721 | | | 0.13 | | |
Netwrix Corporation And Concept Searching, Inc. | | (4) (7) (12) | | S + | | 5.00% | | 10.39% | | 06/11/2029 | | — | | | (1) | | | (3) | | | — | | |
Netwrix Corporation And Concept Searching, Inc. | | (4) (7) (12) | | S + | | 5.00% | | 10.39% | | 06/11/2029 | | — | | | — | | | (1) | | | — | | |
Oak Purchaser, Inc. | | (4) (5) (7) | | S + | | 5.50% | | 10.85% | | 04/28/2028 | | 931 | | | 923 | | | 911 | | | 0.16 | | |
Oak Purchaser, Inc. | | (4) (7) (12) | | S + | | 5.50% | | 10.85% | | 04/28/2028 | | 578 | | | 574 | | | 565 | | | 0.10 | | |
Oak Purchaser, Inc. | | (4) (7) (12) | | S + | | 5.50% | | 10.85% | | 04/28/2028 | | — | | | (1) | | | (3) | | | — | | |
Pound Bidco, Inc. | | (4) (5) (6) (9) | | S + | | 6.50% | | 11.96% | | 01/30/2026 | | 3,611 | | | 3,570 | | | 3,599 | | | 0.64 | | |
Pound Bidco, Inc. | | (4) (6) (9) (12) | | S + | | 6.50% | | 11.96% | | 01/30/2026 | | — | | | — | | | — | | | — | | |
Pound Bidco, Inc. | | (4) (5) (6) (9) (12) | | S + | | 6.50% | | 11.96% | | 01/30/2026 | | — | | | (3) | | | — | | | — | | |
Project Leopard Holdings, Inc. | | (5) (8) (9) | | S + | | 5.25% | | 10.73% | | 07/20/2029 | | 1,030 | | | 969 | | | 926 | | | 0.16 | | |
Revalize, Inc. | | (4) (5) (6) | | S + | | 5.75% | | 11.21% | | 04/15/2027 | | 8,671 | | | 8,638 | | | 8,493 | | | 1.51 | | |
Revalize, Inc. | | (4) (6) (12) | | S + | | 5.75% | | 11.23% | | 04/15/2027 | | 18 | | | 17 | | | 16 | | | — | | |
Riskonnect Parent, LLC | | (4) (5) (7) | | S + | | 5.50% | | 11.00% | | 12/07/2028 | | 164 | | | 162 | | | 164 | | | 0.03 | | |
Riskonnect Parent, LLC | | (4) (7) (12) | | S + | | 5.50% | | 11.00% | | 12/07/2028 | | — | | | (2) | | | — | | | — | | |
Securonix, Inc. | | (4) (5) (7) | | S + | | 6.00% | | 11.41% | | 04/05/2028 | | 9,004 | | | 8,883 | | | 8,505 | | | 1.51 | | |
Securonix, Inc. | | (4) (7) (12) | | S + | | 6.00% | | 11.41% | | 04/05/2028 | | — | | | (20) | | | (90) | | | (0.02) | | |
Skykick, Inc. | | (4) (5) (6) | | S + | | 10.25%(incl. 7.00% PIK) | | 15.93% | | 09/01/2027 | | 3,282 | | | 3,236 | | | 3,036 | | | 0.54 | | |
Skykick, Inc. | | (4) (6) | | S + | | 10.25% (incl. 7.00% PIK) | | 15.91% | | 09/01/2027 | | 1,059 | | | 1,040 | | | 964 | | | 0.17 | | |
SL Investment Corp.
Consolidated Schedules of Investments
December 31, 2023
(In thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Investments-non-controlled/non-affiliated(1) | | Footnotes | | Reference Rate and Spread | | Interest Rate(2) | | Maturity Date | | Par Amount/ Shares | | Cost(3) | | Fair Value | | Percentage of Net Assets | |
Trunk Acquisition, Inc. | | (4) (5) (6) | | S + | | 5.75% | | 11.25% | | 02/19/2027 | | 4,480 | | | $ | 4,450 | | | $ | 4,398 | | | 0.78 | | % |
Trunk Acquisition, Inc. | | (4) (6) (12) | | S + | | 5.75% | | 11.25% | | 02/19/2026 | | — | | | (2) | | | (8) | | | — | | |
| | | | | | | | | | | | | | 124,145 | | | 122,990 | | | 21.86 | | |
Wireless Telecommunication Services | | | | | | | | | | | | | | | | | | | |
Mobile Communications America, Inc. | | (4) (5) (6) | | S + | | 6.00% | | 11.35% | | 10/16/2029 | | 261 | | | 258 | | | 258 | | | 0.05 | | |
Mobile Communications America, Inc. | | (4) (6) (12) | | S + | | 6.00% | | 11.35% | | 10/16/2029 | | — | | | (1) | | | (1) | | | — | | |
Mobile Communications America, Inc. | | (4) (6) (12) | | S + | | 6.00% | | 11.35% | | 10/16/2029 | | — | | | (1) | | | (1) | | | — | | |
| | | | | | | | | | | | | | 256 | | | 256 | | | 0.05 | | |
Total First Lien Debt | | | | | | | | | | | | | | $ | 1,137,010 | | | $ | 1,127,366 | | | 200.37 | | % |
| | | | | | | | | | | | | | | | | | | |
Second Lien Debt | | | | | | | | | | | | | | | | | | | |
Air Freight & Logistics | | | | | | | | | | | | | | | | | | | |
Omni Intermediate Holdings, LLC | | (4) (5) (6) | | S + | | 9.15% | | 14.53% | | 12/30/2027 | | 900 | | | $ | 879 | | | $ | 844 | | | 0.15 | | % |
Electronic Equipment, Instruments & Components | | | | | | | | | | | | | | | | | | | |
Infinite Bidco, LLC | | (5) (8) | | S + | | 7.00% | | 12.65% | | 03/02/2029 | | 3,000 | | | 2,990 | | | 2,520 | | | 0.45 | | |
Infinite Bidco, LLC | | (8) | | S + | | 7.00% | | 12.65% | | 03/02/2029 | | 1,500 | | | 1,500 | | | 1,260 | | | 0.22 | | |
| | | | | | | | | | | | | | 4,490 | | | 3,780 | | | 0.67 | | |
Health Care Providers & Services | | | | | | | | | | | | | | | | | | | |
Heartland Veterinary Partners, LLC | | (4) (5) (6) | | S + | | 8.00% | | 13.46% | | 12/10/2027 | | 360 | | | 355 | | | 353 | | | 0.06 | | |
Heartland Veterinary Partners, LLC | | (4) (6) | | S + | | 8.00% | | 13.46% | | 12/10/2027 | | 140 | | | 138 | | | 137 | | | 0.02 | | |
| | | | | | | | | | | | | | 493 | | | 490 | | | 0.09 | | |
Industrial Conglomerates | | | | | | | | | | | | | | | | | | | |
Aptean, Inc. | | (4) (5) (7) | | S + | | 7.00% | | 12.46% | | 04/23/2027 | | 1,050 | | | 1,050 | | | 1,050 | | | 0.19 | | |
IT Services | | | | | | | | | | | | | | | | | | | |
Idera, Inc. | | (4) (5) (7) | | S + | | 6.75% | | 12.28% | | 03/02/2029 | | 530 | | | 527 | | | 530 | | | 0.09 | | |
Red Dawn SEI Buyer, Inc. | | (4) (5) (6) | | S + | | 8.50% | | 13.86% | | 11/20/2026 | | 1,000 | | | 986 | | | 997 | | | 0.18 | | |
| | | | | | | | | | | | | | 1,513 | | | 1,527 | | | 0.27 | | |
Software | | | | | | | | | | | | | | | | | | | |
Flexera Software, LLC | | (4) (5) (6) | | S + | | 7.00% | | 12.47% | | 03/03/2029 | | 1,500 | | | 1,478 | | | 1,500 | | | 0.27 | | |
Total Second Lien Debt | | | | | | | | | | | | | | $ | 9,903 | | | $ | 9,191 | | | 1.63 | | % |
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Other Investments | | | | | | | | | | | | | | | | | | | |
Unsecured Debt | | | | | | | | | | | | | | | | | | | |
Familia Intermediate Holdings I Corp. (Teasdale Latin Foods) | | (4) (10) | | | | 16.25% PIK | | | | 06/18/2026 | | 500 | | | 500 | | | 57 | | | 0.01 | | |
SL Investment Corp.
Consolidated Schedules of Investments
December 31, 2023
(In thousands)
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Investments-non-controlled/non-affiliated(1) | | Footnotes | | Reference Rate and Spread | | Interest Rate(2) | | Maturity Date | | Par Amount/ Shares | | Cost(3) | | Fair Value | | Percentage of Net Assets | |
Fetch Insurance Services, LLC | | (4) | | | | 12.75%(incl. 3.75% PIK) | | 12.75% | | 10/31/2027 | | 426 | | | $ | 416 | | | $ | 413 | | | 0.07 | | % |
Total Unsecured Debt | | | | | | | | | | | | | | $ | 916 | | | $ | 470 | | | 0.08 | | % |
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Investments-non-controlled/non-affiliated(1) | | Footnotes | | Reference Rate and Spread | | | | Acquisition Date | | Par Amount/ Shares | | Cost(3) | | Fair Value | | Percentage of Net Assets | |
Preferred Equity | | | | | | | | | | | | | | | | | | | |
FORTIS Solutions Group, LLC | | (4) (11) | | | | 12.25% | | | | 6/24/2022 | | 1,000,000 | | | $ | 1,179 | | | $ | 970 | | | 0.17 | | % |
Integrity Marketing Acquisition, LLC | | (4) (11) | | | | 10.50% | | | | 12/21/2021 | | 750,000 | | | 913 | | | 900 | | | 0.16 | | |
Revalize, Inc. | | (4) (11) | | S + | | 10.00% | | | | 12/14/2021 | | 1,787 | | | 2,248 | | | 2,244 | | | 0.40 | | |
RSK Holdings, Inc. (Riskonnect) | | (4) (11) | | S + | | 10.50% | | | | 7/7/2022 | | 320,600 | | | 360 | | | 404 | | | 0.07 | | |
Skykick, Inc. | | (4) (11) | | | | | | | | 8/31/2021 | | 23,665 | | | 225 | | | 225 | | | 0.04 | | |
Total Preferred Equity | | | | | | | | | | | | | | $ | 4,925 | | | $ | 4,743 | | | 0.84 | | % |
Common Equity | | | | | | | | | | | | | | | | | | | |
Abacus Data Holdings, Inc. (AbacusNext) | | (4) (11) | | | | | | | | 7/12/2021 | | 5,196 | | | $ | 520 | | | $ | 456 | | | 0.08 | | % |
BP Purchaser, LLC | | (4) (11) | | | | | | | | 12/10/2021 | | 1,383,156 | | | 1,378 | | | 1,297 | | | 0.23 | | |
CSC Thrive Holdings, LP (Thrive Networks) | | (4) (11) | | | | | | | | 3/1/2021 | | 54,103 | | | 140 | | | 285 | | | 0.05 | | |
Encore Holdings, LLC | | (4) (11) | | | | | | | | 11/23/2021 | | 559 | | | 70 | | | 139 | | | 0.02 | | |
Frisbee Holdings, LP (Fetch) | | (4) (11) | | | | | | | | 10/31/2022 | | 4,745 | | | 60 | | | 60 | | | 0.01 | | |
Fullsteam Operations, LLC | | (4) (11) | | | | | | | | 10/31/2022 | | 609 | | | 20 | | | 20 | | | — | | |
GSM Equity Investors, LP (GSM Outdoors) | | (4) (11) | | | | | | | | 11/16/2020 | | 500 | | | 50 | | | 98 | | | 0.02 | | |
LUV Car Wash | | (4) (11) | | | | | | | | 4/6/2022 | | 123 | | | 123 | | | 69 | | | 0.01 | | |
PCX Holding Corp. | | (4) (11) | | | | | | | | 4/22/2021 | | 1,154 | | | 115 | | | 119 | | | 0.02 | | |
Pritchard Industries, Inc. | | (4) (11) | | | | | | | | 10/13/2021 | | 300,000 | | | 300 | | | 315 | | | 0.06 | | |
Procure Acquiom Financial, LLC (Procure Analytics) | | (4) (11) | | | | | | | | 12/20/2021 | | 500,000 | | | 500 | | | 645 | | | 0.11 | | |
Reveal Data Solutions | | (4) (11) | | | | | | | | 8/29/2023 | | 12,308 | | | 16 | | | 16 | | | — | | |
Shelby Co-invest, LP. (Spectrum Automotive) | | (4) (11) | | | | | | | | 6/29/2021 | | 1,500 | | | 150 | | | 232 | | | 0.04 | | |
Surewerx Topco, LP | | (4) (9) (11) | | | | | | | | 12/28/2022 | | 195 | | | 195 | | | 215 | | | 0.04 | | |
Suveto Buyer, LLC | | (4) (9) (11) | | | | | | | | 11/19/2021 | | 3,398 | | | 340 | | | 300 | | | 0.05 | | |
Total Common Equity | | | | | | | | | | | | | | $ | 3,977 | | | $ | 4,266 | | | 0.76 | | % |
Total Other Investments | | | | | | | | | | | | | | $ | 9,818 | | | $ | 9,479 | | | 1.68 | | % |
Total Portfolio Investments | | | | | | | | | | | | | | $ | 1,156,731 | | | $ | 1,146,036 | | | 203.69 | | % |
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SL Investment Corp.
Consolidated Schedules of Investments
December 31, 2023
(In thousands)
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(1) | Unless otherwise indicated, issuers of debt and equity investments held by the Company (which such term “Company” shall include the Company’s consolidated subsidiaries for purposes of this Consolidated Schedule of Investments) are denominated in dollars. All debt investments are income producing unless otherwise indicated. All equity investments are non-income producing unless otherwise noted. Certain portfolio company investments are subject to contractual restrictions on sales. Under the Investment Company Act of 1940, as amended (together with the rules and regulations promulgated thereunder, the “1940 Act”), the Company would be deemed to “control” a portfolio company if the Company owned more than 25% of its outstanding voting securities and/or held the power to exercise control over the management or policies of the portfolio company. As of December 31, 2023, the Company does not “control” any of these portfolio companies. Under the 1940 Act, the Company would be deemed an “affiliated person” of a portfolio company if the Company owns 5% or more of the portfolio company’s outstanding voting securities. As of December 31, 2023, the Company is not an “affiliated person” of any of its portfolio companies. |
(2) | Variable rate loans to the portfolio companies bear interest at a rate that is determined by reference to either EURIBOR (“E”) or SOFR (“S”) or an alternate base rate (commonly based on the Federal Funds Rate (“F”) or the U.S. Prime Rate (“P”)), each of which generally resets periodically. For each loan, the Company has indicated the reference rate used and provided the spread and the interest rate in effect as of December 31, 2023. As of December 31, 2023, the reference rates for our variable rate loans were the 3-month E at 3.91%, the reference rates for our SOFR-based loans were the 1-month S at 5.35%, 3-month S at 5.33% , 6- month S at 5.16% and the P at 8.50%. |
(3) | The cost represents the original cost adjusted for the amortization of discounts and premiums, as applicable, on debt investments using the effective interest method. |
(4) | These investments were valued using unobservable inputs and are considered Level 3 investments. Fair value was determined in good faith by or under the direction of the Company’s Valuation Designee (the “Valuation Designee”) under the supervision of the Board of Directors (the “Board of Directors” or the “Board”) (see Note 2 and Note 5), pursuant to the Company’s valuation policy. |
(5) | Assets or a portion thereof are pledged as collateral for the JPM Funding Facility. See Note 6 “Debt”. |
(6) | Loan includes interest rate floor of 1.00%. |
(7) | Loan includes interest rate floor of 0.75%. |
(8) | Loan includes interest rate floor of 0.50%. |
(9) | The investment is not a qualifying asset under Section 55(a) of the 1940 Act. The Company may not acquire any non-qualifying asset unless, at the time of acquisition, qualifying assets represent at least 70% of the Company’s total assets. As of December 31, 2023 non-qualifying assets represented 6.46% of total assets as calculated in accordance with regulatory requirements. |
(10) | Investment was on non-accrual status as of December 31, 2023 |
(11) | Securities exempt from registration under the Securities Act of 1933, as amended, and may be deemed to be “restricted securities.” As of December 31, 2023, the aggregate fair value of these securities is $9,009 or 1.60% of the Company’s net assets. The initial acquisition dates have been included for such securities. |
(12) Position or portion thereof is an unfunded loan commitment, and no interest is being earned on the unfunded portion, although the investment may earn unused commitment fees. Negative cost and fair value, if any, results from unamortized fees, which are capitalized to the cost of the investment. The unfunded loan commitment may be subject to a commitment termination date that may expire prior to the maturity date stated. See below for more information on the Company’s unfunded commitments as of December 31, 2023:
| | | | | | | | | | | | | | | |
Investments — non-controlled/non-affiliated | | Commitment Type | Commitment Expiration Date | Unfunded Commitment | Fair Value |
First Lien Debt | | | | | |
365 Retail Markets, LLC | | Revolver | 12/23/2026 | $ | 1,200 | | $ | — | |
48Forty Solutions, LLC | | Revolver | 11/30/2026 | 603 | | (38) | |
ARI Network Services, Inc. | | Revolver | 2/28/2025 | 1,299 | | (12) | |
AWP Group Holdings, Inc. | | Delayed Draw Term Loan | 8/1/2025 | 294 | | (4) | |
AWP Group Holdings, Inc. | | Revolver | 12/24/2029 | 1,580 | | (24) | |
Abacus Data Holdings, Inc. (AbacusNext) | | Revolver | 3/10/2027 | 150 | | — | |
Abracon Group Holdings, LLC | | Delayed Draw Term Loan | 7/6/2024 | 140 | | (24) | |
Alert Media, Inc. | | Revolver | 4/10/2026 | 1,015 | | (18) | |
Answer Acquisition, LLC | | Revolver | 12/30/2026 | 230 | | (3) | |
Apex Service Partners, LLC | | Delayed Draw Term Loan | 10/24/2025 | 2,663 | | (33) | |
Apex Service Partners, LLC | | Revolver | 10/24/2029 | 1,050 | | (19) | |
Appfire Technologies, LLC | | Delayed Draw Term Loan | 6/13/2024 | 179 | | (2) | |
Appfire Technologies, LLC | | Revolver | 3/9/2027 | 21 | | — | |
Applitools, Inc. | | Revolver | 5/25/2028 | 200 | | (5) | |
SL Investment Corp.
Consolidated Schedules of Investments
December 31, 2023
(In thousands)
| | | | | | | | | | | | | | | |
Investments — non-controlled/non-affiliated | | Commitment Type | Commitment Expiration Date | Unfunded Commitment | Fair Value |
Assembly Intermediate, LLC | | Delayed Draw Term Loan | 1/1/2024 | $ | 667 | | $ | (25) | |
Assembly Intermediate, LLC | | Revolver | 10/19/2027 | 889 | | (33) | |
Associations, Inc. | | Delayed Draw Term Loan | 6/10/2024 | 10 | | — | |
Associations, Inc. | | Revolver | 7/2/2027 | 516 | | (5) | |
Atlas Us Finco, Inc. | | Revolver | 12/9/2028 | 78 | | — | |
Avalara, Inc. | | Revolver | 10/19/2028 | 256 | | — | |
Bradyifs Holdings, LLC | | Delayed Draw Term Loan | 10/31/2025 | 72 | | (1) | |
Bradyifs Holdings, LLC | | Revolver | 10/31/2029 | 74 | | (1) | |
Bridgepointe Technologies, LLC | | Delayed Draw Term Loan | 4/1/2025 | 196 | | (3) | |
Bullhorn, Inc. | | Revolver | 9/30/2026 | 8 | | — | |
CLEO Communications Holding, LLC | | Revolver | 6/9/2027 | 5,358 | | (84) | |
Caerus US 1, Inc. | | Delayed Draw Term Loan | 10/28/2024 | 148 | | — | |
Caerus US 1, Inc. | | Revolver | 5/25/2029 | 48 | | — | |
Catalis Intermediate, Inc. | | Revolver | 8/4/2027 | 1,191 | | (65) | |
Chase Intermediate, LLC | | Delayed Draw Term Loan | 8/31/2025 | 700 | | (13) | |
Chase Intermediate, LLC | | Revolver | 10/30/2028 | 35 | | (1) | |
Citrin Cooperman Advisors, LLC | | Delayed Draw Term Loan | 12/13/2025 | 1,376 | | (14) | |
Coupa Holdings, LLC | | Delayed Draw Term Loan | 8/27/2024 | 151 | | (2) | |
Coupa Holdings, LLC | | Revolver | 2/27/2029 | 116 | | (1) | |
Cyara AcquisitionCo, LLC | | Revolver | 6/28/2029 | 64 | | (1) | |
Dwyer Instruments, Inc. | | Delayed Draw Term Loan | 12/22/2025 | 578 | | (6) | |
Dwyer Instruments, Inc. | | Revolver | 7/21/2027 | 321 | | (6) | |
E-Discovery AcquireCo, LLC | | Revolver | 8/29/2029 | 42 | | (1) | |
Encore Holdings, LLC | | Revolver | 11/23/2027 | 2,695 | | — | |
Energy Labs Holdings Corp. | | Revolver | 4/7/2028 | 39 | | — | |
FLS Holding, Inc. | | Revolver | 12/17/2027 | 1,442 | | (9) | |
FMG Suite Holdings, LLC | | Revolver | 10/30/2026 | 661 | | (4) | |
FORTIS Solutions Group, LLC | | Delayed Draw Term Loan | 6/24/2024 | 908 | | — | |
FORTIS Solutions Group, LLC | | Revolver | 10/15/2027 | 1,099 | | — | |
FPG Intermediate Holdco, LLC | | Delayed Draw Term Loan | 8/5/2024 | 2,500 | | (197) | |
Foundation Risk Partners Corp. | | Revolver | 10/29/2027 | 1,959 | | — | |
Fullsteam Operations, LLC | | Delayed Draw Term Loan | 5/27/2025 | 239 | | (4) | |
Fullsteam Operations, LLC | | Revolver | 11/27/2029 | 37 | | (1) | |
GC Waves Holdings, Inc. | | Delayed Draw Term Loan | 12/31/2024 | 606 | | (11) | |
GC Waves Holdings, Inc. | | Revolver | 8/11/2028 | 33 | | (1) | |
GPS Merger Sub, LLC | | Delayed Draw Term Loan | 10/2/2025 | 803 | | (8) | |
GPS Merger Sub, LLC | | Revolver | 10/2/2029 | 643 | | (12) | |
SL Investment Corp.
Consolidated Schedules of Investments
December 31, 2023
(In thousands)
| | | | | | | | | | | | | | | |
Investments — non-controlled/non-affiliated | | Commitment Type | Commitment Expiration Date | Unfunded Commitment | Fair Value |
GS AcquisitionCo, Inc. | | Revolver | 5/22/2026 | $ | 907 | | $ | — | |
GSM Acquisition Corp. (GSM Outdoors) | | Revolver | 11/16/2026 | 1,633 | | (16) | |
Galway Borrower, LLC | | Delayed Draw Term Loan | 4/28/2024 | 3,264 | | (34) | |
Galway Borrower, LLC | | Revolver | 9/30/2027 | 880 | | (26) | |
Gateway US Holdings, Inc. | | Revolver | 9/22/2026 | 30 | | — | |
GraphPad Software, LLC | | Revolver | 4/27/2027 | 375 | | (2) | |
Ground Penetrating Radar Systems, LLC | | Revolver | 6/26/2025 | 703 | | (6) | |
Groundworks, LLC | | Delayed Draw Term Loan | 9/14/2024 | 8 | | — | |
Groundworks, LLC | | Revolver | 3/14/2029 | 9 | | — | |
Heartland Veterinary Partners, LLC | | Revolver | 12/10/2026 | 779 | | (7) | |
Helios Service Partners, LLC | | Delayed Draw Term Loan | 2/7/2025 | 211 | | (2) | |
Helios Service Partners, LLC | | Revolver | 3/19/2027 | 19 | | — | |
Higginbotham Insurance Agency, Inc. | | Delayed Draw Term Loan | 8/23/2025 | 33 | | — | |
High Street Buyer, Inc. | | Revolver | 4/16/2027 | 915 | | — | |
Inszone Mid, LLC | | Delayed Draw Term Loan | 11/10/2025 | 53 | | (1) | |
Inszone Mid, LLC | | Revolver | 11/12/2029 | 7 | | — | |
Integrity Marketing Acquisition, LLC | | Revolver | 8/27/2026 | 52 | | (1) | |
Iris Buyer, LLC | | Delayed Draw Term Loan | 10/2/2030 | 540 | | (8) | |
Iris Buyer, LLC | | Revolver | 10/2/2029 | 632 | | (17) | |
Jonathan Acquisition Company | | Revolver | 12/22/2025 | 824 | | (8) | |
KENG Acquisition, Inc. | | Delayed Draw Term Loan | 8/1/2025 | 122 | | (2) | |
KENG Acquisition, Inc. | | Revolver | 8/1/2029 | 47 | | (1) | |
KWOR Acquisition, Inc. | | Revolver | 12/22/2027 | 70 | | (1) | |
LUV Car Wash Group, LLC | | Delayed Draw Term Loan | 3/14/2024 | 274 | | (1) | |
LegitScript, LLC | | Delayed Draw Term Loan | 6/24/2024 | 1,033 | | (9) | |
LegitScript, LLC | | Revolver | 6/24/2028 | 495 | | (4) | |
Lightspeed Solution, LLC | | Delayed Draw Term Loan | 3/1/2024 | 1,011 | | (18) | |
MHE Intermediate Holdings, LLC | | Revolver | 7/21/2027 | 1,071 | | (11) | |
MRI Software, LLC | | Delayed Draw Term Loan | 12/19/2025 | 204 | | (1) | |
MRI Software, LLC | | Revolver | 2/10/2027 | 118 | | (1) | |
Magneto Components Buyco, LLC | | Delayed Draw Term Loan | 6/5/2025 | 44 | | — | |
Magneto Components Buyco, LLC | | Revolver | 12/5/2029 | 36 | | (1) | |
Magnolia Wash Holdings | | Revolver | 7/14/2028 | 32 | | (3) | |
Mantech International CP | | Delayed Draw Term Loan | 9/14/2024 | 1,674 | | — | |
Mantech International CP | | Revolver | 9/14/2028 | 1,600 | | — | |
Mobile Communications America, Inc. | | Delayed Draw Term Loan | 10/16/2025 | 84 | | (1) | |
Mobile Communications America, Inc. | | Revolver | 10/16/2029 | 42 | | (1) | |
SL Investment Corp.
Consolidated Schedules of Investments
December 31, 2023
(In thousands)
| | | | | | | | | | | | | | | |
Investments — non-controlled/non-affiliated | | Commitment Type | Commitment Expiration Date | Unfunded Commitment | Fair Value |
Montana Buyer, Inc. | | Revolver | 7/22/2028 | $ | 126 | | $ | (1) | |
Netwrix Corporation And Concept Searching, Inc. | | Delayed Draw Term Loan | 6/10/2024 | 204 | | (3) | |
Netwrix Corporation And Concept Searching, Inc. | | Revolver | 6/11/2029 | 57 | | (1) | |
Oak Purchaser, Inc. | | Delayed Draw Term Loan | 4/28/2024 | 42 | | (1) | |
Oak Purchaser, Inc. | | Revolver | 4/28/2028 | 124 | | (3) | |
Omni Intermediate Holdings, LLC | | Delayed Draw Term Loan | 6/24/2024 | 28 | | (1) | |
Omni Intermediate Holdings, LLC | | Revolver | 12/30/2025 | 288 | | (14) | |
PCX Holding Corp. | | Revolver | 4/22/2027 | 423 | | (2) | |
PDFTron Systems, Inc. | | Revolver | 7/15/2026 | 1,650 | | (26) | |
PPV Intermediate Holdings, LLC | | Delayed Draw Term Loan | 8/31/2025 | 6,330 | | (52) | |
Pareto Health Intermediate Holdings, Inc. | | Revolver | 6/1/2029 | 122 | | (1) | |
Peter C. Foy & Associates Insurance Services, LLC | | Delayed Draw Term Loan | 10/19/2024 | 300 | | (2) | |
Peter C. Foy & Associates Insurance Services, LLC | | Revolver | 11/1/2027 | 347 | | (5) | |
Pound Bidco, Inc. | | Delayed Draw Term Loan | 12/31/2024 | 99 | | — | |
Pound Bidco, Inc. | | Revolver | 1/30/2026 | 388 | | — | |
Procure Acquireco, Inc. (Procure Analytics) | | Revolver | 12/20/2028 | 952 | | (28) | |
RSC Acquisition, Inc. | | Delayed Draw Term Loan | 2/14/2025 | 27 | | — | |
Randy's Holdings, Inc. | | Delayed Draw Term Loan | 11/1/2024 | 836 | | (3) | |
Randy's Holdings, Inc. | | Revolver | 11/1/2028 | 238 | | (1) | |
Raptor Merger Sub Debt, LLC | | Revolver | 4/1/2028 | 837 | | (1) | |
Redwood Services Group, LLC | | Delayed Draw Term Loan | 1/31/2025 | 89 | | (2) | |
Revalize, Inc. | | Revolver | 4/15/2027 | 53 | | (1) | |
Riskonnect Parent, LLC | | Delayed Draw Term Loan | 7/7/2024 | 177 | | — | |
RoadOne IntermodaLogistics | | Delayed Draw Term Loan | 6/30/2024 | 104 | | (2) | |
RoadOne IntermodaLogistics | | Revolver | 12/29/2028 | 117 | | (2) | |
Securonix, Inc. | | Revolver | 4/5/2028 | 1,621 | | (90) | |
Sherlock Buyer Corp. | | Delayed Draw Term Loan | 9/6/2025 | 5,392 | | (3) | |
Sherlock Buyer Corp. | | Revolver | 12/8/2027 | 2,157 | | (1) | |
Smarsh, Inc. | | Delayed Draw Term Loan | 2/18/2024 | 536 | | (9) | |
Smarsh, Inc. | | Revolver | 2/16/2029 | 268 | | (5) | |
Sonny's Enterprises, LLC | | Delayed Draw Term Loan | 11/5/2024 | 146 | | — | |
Sonny's Enterprises, LLC | | Revolver | 8/5/2027 | 245 | | — | |
Spectrio, LLC | | Revolver | 12/9/2026 | 3 | | — | |
Spectrum Automotive Holdings Corp. | | Delayed Draw Term Loan | 6/29/2024 | 495 | | (11) | |
Spectrum Automotive Holdings Corp. | | Revolver | 6/29/2027 | 378 | | (8) | |
Spotless Brands, LLC | | Revolver | 7/25/2028 | 36 | | — | |
Stepping Stones Healthcare Services, LLC | | Delayed Draw Term Loan | 1/1/2024 | 276 | | (4) | |
SL Investment Corp.
Consolidated Schedules of Investments
December 31, 2023
(In thousands)
| | | | | | | | | | | | | | | |
Investments — non-controlled/non-affiliated | | Commitment Type | Commitment Expiration Date | Unfunded Commitment | Fair Value |
Stepping Stones Healthcare Services, LLC | | Revolver | 12/30/2026 | $ | 625 | | $ | (9) | |
Summit Buyer, LLC | | Delayed Draw Term Loan | 8/25/2025 | 197 | | (5) | |
Summit Buyer, LLC | | Revolver | 1/14/2026 | 1,060 | | (25) | |
Superman Holdings, LLC | | Delayed Draw Term Loan | 5/1/2025 | 95 | | (1) | |
Surewerx Purchaser III, Inc. | | Delayed Draw Term Loan | 6/28/2024 | 428 | | — | |
Surewerx Purchaser III, Inc. | | Revolver | 12/28/2028 | 187 | | — | |
Suveto | | Revolver | 9/9/2027 | 399 | | (8) | |
Sweep Purchaser, LLC | | Delayed Draw Term Loan | 5/5/2024 | 91 | | (18) | |
Sweep Purchaser, LLC | | Revolver | 11/30/2026 | 9 | | (2) | |
Syntax Systems Ltd | | Revolver | 10/29/2026 | 620 | | (11) | |
Tamarack Intermediate, LLC | | Delayed Draw Term Loan | 10/6/2025 | 398 | | (6) | |
Tamarack Intermediate, LLC | | Revolver | 3/13/2028 | 900 | | (22) | |
Thrive Buyer, Inc. (Thrive Networks) | | Revolver | 1/22/2027 | 453 | | (9) | |
Tidi Legacy Products, Inc. | | Delayed Draw Term Loan | 6/19/2025 | 179 | | (2) | |
Tidi Legacy Products, Inc. | | Revolver | 12/19/2029 | 129 | | (3) | |
Trintech, Inc. | | Revolver | 7/25/2029 | 918 | | (17) | |
Triple Lift, Inc. | | Revolver | 5/5/2028 | 1,057 | | (74) | |
Trunk Acquisition, Inc. | | Revolver | 2/19/2026 | 429 | | (8) | |
Two Six Labs, LLC | | Revolver | 8/20/2027 | 915 | | (20) | |
UpStack, Inc. | | Delayed Draw Term Loan | 6/30/2025 | 241 | | (6) | |
UpStack, Inc. | | Revolver | 8/20/2027 | 263 | | (7) | |
V Global Holdings, LLC | | Revolver | 12/22/2025 | 124 | | (2) | |
VRC Companies, LLC | | Revolver | 6/29/2027 | 708 | | (1) | |
Vensure Employer Services, Inc. | | Delayed Draw Term Loan | 6/15/2025 | 9,217 | | (77) | |
Vertex Service Partners, LLC | | Delayed Draw Term Loan | 11/8/2025 | 299 | | (5) | |
Vertex Service Partners, LLC | | Revolver | 11/8/2030 | 54 | | (1) | |
Vessco Midco Holdings, LLC | | Revolver | 10/18/2026 | 855 | | — | |
World Insurance Associates, LLC | | Revolver | 4/3/2028 | 970 | | (31) | |
YI, LLC | | Delayed Draw Term Loan | 6/6/2025 | 51 | | (1) | |
YI, LLC | | Revolver | 12/3/2029 | 38 | | (1) | |
Zarya Intermediate, LLC | | Revolver | 7/1/2027 | 140 | | — | |
iCIMS, Inc. | | Delayed Draw Term Loan | 8/18/2025 | 39 | | — | |
iCIMS, Inc. | | Revolver | 8/18/2028 | 15 | | — | |
Total First Lien Debt Unfunded Commitments | | | | $ | 104,627 | | $ | (1,529) | |
Total Unfunded Commitments | | | | $ | 104,627 | | $ | (1,529) | |
The accompanying notes are an integral part of these consolidated financial statements.
SL Investment Corp.
Notes to Consolidated Financial Statements
March 31, 2024
(In thousands, except shares and per share amounts)
(1) ORGANIZATION
SL Investment Corp. (the “Company”) is a non-diversified externally managed specialty finance company focused on lending to middle-market companies. The Company has elected to be regulated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”). In addition, for U.S. federal income tax purposes, the Company has elected to be treated, and intends to comply with the requirements to qualify annually, as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Company is not a subsidiary of or consolidated with Morgan Stanley.
The Company was formed as a Delaware corporation on August 24, 2020 and commenced investment operations in October 2020. The Company has delegated the right to manage the assets of the Company to MS Capital Partners Adviser Inc., as the investment adviser to the Company (the “Adviser” or “Investment Adviser”). The Investment Adviser is an indirect, wholly owned subsidiary of Morgan Stanley.
The Company’s investment objective is to achieve attractive risk-adjusted returns via current income and, to a lesser extent, capital appreciation by investing primarily in directly originated senior secured term loans issued by U.S. middle-market companies in which private equity sponsors have a controlling equity stake in the portfolio company.
On September 24, 2020, the Company filed an amended and restated certificate of incorporation in the State of Delaware to, among other things, authorize additional shares of its common stock, par value $0.001 per share (the “Common Stock”), and to authorize shares of preferred stock having a par value of $0.001 per share (the “Series A Preferred Stock”) such that the Company has authorized stock consisting of 100,000,000 shares of Common Stock and 1,000,000 shares of Series A Preferred Stock.
On October 19, 2020, the Company sold 521 shares of its Series A Preferred Stock for $1,000 per share to a select group of individual investors who are “accredited investors” within the meaning of Rule 501(a) of Regulation D promulgated under the Securities Act of 1933, as amended (the “Securities Act”).
On February 1, 2021, the Company filed its Second Amended and Restated Certificate of Incorporation, which amended and restated the Amended and Restated Certificate of Incorporation to clarify that the Company may be subject to provisions of the Employee Retirement Income Security Act of 1971, as amended (“ERISA”), during all periods when its assets are treated as “plan assets” for purposes of ERISA.
The Company has conducted and from time to time may conduct private offerings (the “Private Offerings”) of shares of Common Stock to investors in reliance on exemptions from the registration requirements of the Securities Act. At the closing of any Private Offering, each investor makes a capital commitment (a “Capital Commitment”) to purchase shares of Common Stock pursuant to a subscription agreement entered into with the Company (each, a “Subscription Agreement”). Investors are required to fund drawdowns to purchase shares of Common Stock up to the amount of their respective Capital Commitments each time the Company delivers a notice to the investors. In accordance with the terms of the Subscription Agreement, the Adviser extended the Investment Period (as defined in the Subscription Agreement) for an additional one-year period such that the Investment Period will expire on October 9, 2024.
The Company has formed wholly-owned subsidiaries for the purpose of holding certain investments in portfolio companies made by the Company. As of March 31, 2024, the Company's wholly-owned subsidiaries were formed as Delaware limited liability companies and included: SLIC Financing SPV LLC (“Financing SPV”), SLIC CA SPV LLC (“SLIC CA”) and SLIC Equity Holdings LLC (“SLIC Equity Holdings,” and collectively with Financing SPV and SLIC CA, the “subsidiaries”). The Company consolidates its wholly-owned subsidiaries in these consolidated financial statements from the date of the respective subsidiary's formation.
(2)SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation
The accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”). As an investment company, the Company applies the accounting and reporting guidance in Accounting Standards Codification (“ASC”) Topic 946, Financial Services – Investment Companies (“ASC 946”) issued by the Financial Accounting Standards Board (“FASB”).
The interim consolidated financial statements have been prepared in accordance with U.S. GAAP for interim financial information and pursuant to the requirements for reporting on Form 10-Q and Articles 6 and 10 of Regulation S-X. Accordingly, certain disclosures accompanying the annual consolidated financial statements prepared in accordance with U.S. GAAP are omitted. In the opinion of management, all adjustments and reclassifications, consisting solely of normal recurring accruals considered necessary for the fair presentation of consolidated financial statements for the interim period presented, have been included. The current period’s results of operations will not necessarily be indicative of results that the Company may ultimately achieve for the year ending December 31, 2024.
Use of Estimates
The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and expenses and disclosure of contingent assets and liabilities at the date of the consolidated financial statements. Such amounts could differ from those estimates and such differences could be material. Management’s estimates are based on historical experiences and other factors, including expectations of future events that management believes to be reasonable under the circumstances. Assumptions and estimates regarding the valuation of investments involve a higher degree of judgment and complexity and these assumptions and estimates may be significant to the consolidated financial statements.
Consolidation
As provided under ASC 946, the Company will not consolidate its investment in a company other than an investment company subsidiary or a controlled operating company whose business consists of providing services to the Company. Accordingly, the Company consolidated the accounts of the Company’s wholly-owned subsidiaries in the consolidated financial statements. All intercompany balances and transactions have been eliminated in consolidation.
Cash
Cash is carried at cost, which approximates fair value. The Company deposits its cash with multiple financial institutions and, at times, may exceed the Federal Deposit Insurance Corporation insured limit.
Foreign Currency Translation
The functional currency of the Company is the U.S. Dollar. Investments denominated in foreign currencies are translated into U.S. Dollars based upon currency exchange rates effective on the last business day of the current reporting period. Net changes in fair value of investments due to foreign exchange rates fluctuation is recorded as change in unrealized appreciation (depreciation) from translation of assets and liabilities in foreign currencies on the Consolidated Statements of Operations. Investment and non-investment activities denominated in foreign currencies, including purchase and sales of investments, borrowings and repayments of debt, income and expenses, are translated into U.S. dollars based upon currency exchange rates prevailing on the transaction dates.
Investments
Investment transactions are recorded on the trade date. Receivables/payables from investments sold/purchased on the Consolidated Statements of Assets and Liabilities consist of amounts receivable to or payable by the Company for transactions that have not settled at the reporting date. Realized gains or losses are measured by the difference between the net proceeds received (excluding prepayment fees, if any) and the amortized cost basis of the investment using the specific identification method without regard to unrealized gains or losses previously recognized, and include investments charged off during the period, net of recoveries. The net change in unrealized gains or losses primarily reflects the change in investment values, including the reversal of previously recorded unrealized gains or losses with respect to investments realized during the period.
The Company’s Board of Directors (the “Board of Directors” or the “Board”), with the assistance of the Company’s audit committee (the “Audit Committee”), determines the fair value of the Company’s investments in accordance with ASC Topic 820, Fair Value Measurements (“ASC 820”) issued by the FASB. The Board of Directors has delegated to the Investment Adviser as the valuation designee (the “Valuation Designee”) the responsibility of determining the fair value of the Company’s investment portfolio, subject to oversight of the Board of Directors, pursuant to Rule 2a-5 under the 1940 Act. As such, the Valuation Designee is charged with determining the fair value of the Company’s investment portfolio, subject to oversight of the Board of Directors. ASC 820 defines fair value as “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.” Fair value is a market-based measurement, not an entity-specific measurement. For some investments, observable market transactions or market information might be available. For other investments, observable market
transactions and market information might not be available. However, the objective of a fair value measurement in both cases is the same—to estimate the price when an orderly transaction to sell the investment would take place between market participants at the measurement date under current market conditions (that is, an exit price at the measurement date from the perspective of a market participant). Refer to Note 5 “Fair Value Measurements” for the Company’s framework for determining fair value, fair value hierarchies, and the composition of the Company’s portfolio.
Revenue Recognition
Interest Income
Interest income is recorded on an accrual basis and includes the accretion of discounts and amortizations of premiums. Discounts from and premiums to par value on debt investments purchased are accreted/amortized into interest income over the life of the respective investment using the effective interest method. The amortized cost of debt investments represents the original cost, including loan origination fees and upfront fees received that are deemed to be an adjustment to yield, adjusted for the accretion of discounts and amortization of premiums, if any. Exit fees that are receivable upon repayment of a loan or debt security are amortized into interest income over the life of the respective investment. Upon prepayment of a loan or debt investment, any prepayment premiums, unamortized upfront loan origination fees and unamortized discounts are recorded as interest income in the current period.
PIK Income
The Company has debt investments in its portfolio that contain payment-in-kind (“PIK”) provisions. PIK represents interest that is accrued and recorded as interest income at the contractual rates, increases the loan principal on the respective capitalization dates, and is generally due at maturity. Such income is included in PIK income on the Consolidated Statements of Operations. If at any point the Company believes PIK is not expected to be realized, the investment generating PIK will be placed on non-accrual status. When a PIK investment is placed on non-accrual status, the accrued, uncapitalized interest is generally reversed through PIK income. This non-cash source of income is included when determining what must be paid out to stockholders in the form of distributions in order for the Company to maintain its status as a RIC, even though the Company has not yet collected cash.
Dividend Income
Dividend income on preferred equity investments is recorded on an accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected. Dividend income on common equity investments is recorded on the record date for private portfolio companies and on the ex-dividend date for publicly traded portfolio companies. Dividend income is presented net of withholding tax, if any.
Other Income
The Company may receive various fees in the ordinary course of business such as structuring, consent, waiver, amendment and syndication fees as well as fees for managerial assistance rendered by the Company to the portfolio companies. Such fees are recognized in income when earned or when the services are rendered and there is no uncertainty or contingency related to the amount to be received.
Non-Accrual Investments
Loans are generally placed on non-accrual status when there is reasonable doubt that principal or interest will be collected in full. Accrued interest is generally reversed when a loan is placed on non-accrual status. Additionally, any original issue discount and market discount are no longer accreted to interest income as of the date the 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 are paid current and, in management’s judgment, are likely to remain current. Management may determine to not place a loan on non-accrual status if the loan has sufficient collateral value and is in the process of collection.
As of March 31, 2024 and December 31, 2023, the Company had one and two investments, respectively, that were on non-accrual status. The amortized cost of the investments on non-accrual status as of March 31, 2024 and December 31, 2023 was $500 and $5,398.
Organization and Offering Costs
Costs associated with the organization of the Company are expensed as incurred. These costs consist primarily of legal fees and other costs of organizing the Company. Costs associated with the offering of Common Stock and Series A Preferred Stock are capitalized as “deferred offering costs” on the Consolidated Statements of Assets and Liabilities and amortized over a twelve-month period from the initial capital call and preferred stock issuance date, respectively. These costs consist primarily of legal fees and other costs incurred in connection with the Company’s continuous private offerings of its Common Stock, and issuance of its Series A Preferred Stock.
Deferred Financing Costs
The Company records upfront fees, legal and other direct costs incurred in connection with the Company’s issuance of the revolving debt facility as deferred financing costs. These costs are deferred and amortized over the life of the related revolving credit facility
using the straight-line method. Deferred financing costs related to the revolving credit facility are presented separately as an asset on the Company’s Consolidated Statements of Assets and Liabilities. The amortization of such deferred financing costs are presented on the Company’s Consolidated Statements of Operations as interest expense and other financing expenses.
Income Taxes
The Company has elected to be treated as a RIC under Subchapter M of the Code. So long as the Company maintains its status as a RIC, it generally will not pay corporate U.S. federal income taxes on any ordinary income or capital gains that it distributes at least annually to its stockholders as dividends.
In order to qualify as a RIC, the Company must meet certain minimum distribution, source-of-income and asset diversification requirements. If such requirements are met, then the Company is generally required to pay income taxes only on the portion of its taxable income and gains it does not distribute.
The minimum distribution requirements applicable to RICs require the Company to distribute to its stockholders at least 90% of its investment company taxable income (the “ICTI”), as defined by the Code, each year. Depending on the level of ICTI earned in a tax year, the Company may choose to carry forward ICTI in excess of current year distributions into the next tax year. Any such carryover ICTI must be distributed before the end of that next tax year through a dividend declared prior to filing the final tax return related to the year which generated such ICTI.
In addition, based on the excise distribution requirements, the Company is subject to a 4% nondeductible federal excise tax on undistributed income unless the Company distributes in a timely manner an amount at least equal to the sum of (1) 98% of its ordinary income for each calendar year, (2) 98.2% of capital gain net income (both long-term and short-term) for the one-year period ending October 31 in that calendar year and (3) any income realized, but not distributed, in the preceding year. For this purpose, however, any ordinary income or capital gain net income retained by the Company that is subject to corporate income tax is considered to have been distributed.
For the three months ended March 31, 2024 and March 31, 2023, the Company accrued $21 and $23 of U.S. federal excise taxes.
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. All penalties and interest associated with income taxes, if any, are included in income tax expense.
New Accounting Pronouncements
In December 2023, the FASB issued ASU 2023-09 “Income Taxes (Topic 740): Improvements to Income Tax Disclosures,” (“ASU 2023-09”). ASU 2023-09 requires additional disaggregated disclosures on the entity’s effective tax rate reconciliation and additional details on income taxes paid. ASU 2023-09 is effective on a prospective basis, with the option for retrospective application, for annual periods beginning after December 15, 2024 and early adoption is permitted. The Company does not expect the adoption of ASU 2023-09 to have a material impact on its consolidated financial statements.
(3)RELATED PARTY TRANSACTIONS
Investment Advisory Agreement
On February 1, 2021, the Company entered into the Investment Advisory Agreement with the Adviser. The Investment Advisory Agreement had an initial term of two years and continues thereafter from year to year if approved annually by the Board of Directors, which most recently approved the renewal of the Investment Advisory Agreement in August 2023.
The Company pays the Investment Adviser a base management fee (the “Base Management Fee”) for its services under the Investment Advisory Agreement. The cost of the Base Management Fee is ultimately borne by holders of the Common Stock. As a part of the Investment Advisory Agreement, the Company agreed to reimburse the Investment Adviser for certain expenses it incurs on the Company’s behalf. The Investment Adviser is an indirect, wholly owned subsidiary, of Morgan Stanley.
Base Management Fee
The Base Management Fee is calculated at an annual rate of 0.25% of the Company’s average Capital Under Management, at the end of the then-current quarter and the prior calendar quarter (and, in the case of the Company’s first quarter, Capital Under Management as of such quarter-end). “Capital Under Management” means cumulative capital called, less cumulative distributions categorized as returned capital. Capital Under Management does not include capital acquired through the use of leverage. The Base Management Fee is payable quarterly in arrears, and no management fee is charged on committed but undrawn capital commitments.
For the three months ended March 31, 2024 and March 31, 2023, $356 and $337 respectively, of Base Management Fee was accrued to the Investment Adviser. As of March 31, 2024 and December 31, 2023, $356 and $356, respectively, was payable to the Investment Adviser relating to Base Management Fees.
Administration Agreement
MS Private Credit Administrative Services LLC (the “Administrator”) is the administrator of the Company. The Administrator is an indirect, wholly owned subsidiary of Morgan Stanley. Pursuant to the amended and restated administration agreement dated February 1, 2021 with the Administrator (the “Administration Agreement”), the Administrator provides services and receives reimbursements from the Company for its costs and expenses and the Company’s allocable portion of overhead costs incurred by the Administrator in performing its obligations under the Administration Agreement. Reimbursement under the Administration Agreement occurs quarterly in arrears. The Administration Agreement had an initial term of two years and continues thereafter from year to year if approved annually by our Board of Directors, which most recently approved the renewal of the Administration Agreement in August 2023.
For the three months ended March 31, 2024 and March 31, 2023, no expenses were incurred under the Administration Agreement.
Indemnification Agreements
The Company has entered into indemnification agreements with our directors and officers. The indemnification agreements are intended to provide our directors and officers the maximum indemnification permitted under Delaware law, and the 1940 Act and, if applicable, ERISA. Each indemnification agreement provides that the Company will indemnify the director or officer who is a party to the agreement (an “Indemnitee”), including the advancement of legal expenses, if, by reason of his or her corporate status, the Indemnitee is, or is threatened to be, made a party to or a witness in any threatened, pending, or completed proceeding, to the maximum extent permitted by Delaware law, and the 1940 Act, and, if applicable ERISA.
Adviser Investment
On September 10, 2020, the Investment Adviser purchased 1,000 of the Company’s Common Stock at a price per share of $20.00 for an aggregate purchase price of $20. Morgan Stanley has no further capital, liquidity or other financial obligation to the Company beyond this equity investment.
(4) INVESTMENTS
The composition of the Company’s investment portfolio at cost and fair value was as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | March 31, 2024 | | December 31, 2023 |
| | Cost | | Fair Value | | % of Total Investments at Fair Value | | Cost | | Fair Value | | % of Total Investments at Fair Value |
First Lien Debt | | $ | 1,117,801 | | | $ | 1,110,190 | | | 98.4 | % | | $ | 1,137,010 | | | $ | 1,127,366 | | | 98.4 | % |
Second Lien Debt | | 8,255 | | | 7,583 | | | 0.7 | | | 9,903 | | | 9,191 | | | 0.8 | |
Other Investments | | 11,138 | | | 10,644 | | | 0.9 | | | 9,818 | | | 9,479 | | | 0.8 | |
Total | | $ | 1,137,194 | | | $ | 1,128,417 | | | 100.0 | % | | $ | 1,156,731 | | | $ | 1,146,036 | | | 100.0 | % |
The industry composition of investments at fair value was as follows:
| | | | | | | | | | | | | | | | | |
| | March 31, 2024 | | December 31, 2023 | |
Aerospace and Defense | | 4.2 | % | | 4.1 | % | |
Air Freight and Logistics | | 0.3 | | | 1.8 | | |
Automobile Components | | 3.5 | | | 3.5 | | |
Automobiles | | 4.5 | | | 4.4 | | |
Biotechnology | | 0.6 | | | 0.6 | | |
Chemicals | | 0.1 | | | 0.1 | | |
Commercial Services & Supplies | | 13.9 | | | 14.6 | | |
Construction and Engineering | | 2.4 | | | 1.5 | | |
Consumer Staples Distribution & Retail | | 0.1 | | | — | | |
Containers & Packaging | | 3.2 | | | 3.2 | | |
Distributors | | 3.1 | | | 3.1 | | |
Diversified Consumer Services | | 3.4 | | | 3.1 | | |
Electronic Equipment, Instruments & Components | | 1.2 | | | 1.2 | | |
Financial Services | | 2.9 | | | 2.9 | | |
Food Products | | 0.3 | | | 0.3 | | |
Health Care Equipment & Supplies | | 0.5 | | | 0.5 | | |
Health Care Providers & Services | | 4.8 | | | 4.7 | | |
Health Care Technology | | 1.3 | | | 0.7 | | |
Industrial Conglomerates | | 1.4 | | | 1.3 | | |
Insurance Services | | 12.7 | | | 13.4 | | |
Interactive Media & Services | | 3.4 | | | 3.4 | | |
IT Services | | 6.4 | | | 6.2 | | |
Leisure Products | | 1.3 | | | 1.8 | | |
Machinery | | 2.0 | | | 2.0 | | |
Multi-Utilities | | 2.6 | | | 2.5 | | |
Pharmaceuticals | | 0.2 | | | 0.2 | | |
Professional Services | | 4.1 | | | 4.0 | | |
Real Estate Management & Development | | 3.4 | | | 3.8 | | |
Software | | 12.2 | | | 11.1 | | |
Wireless Telecommunication Services(1) | | — | | | — | | |
Total | | 100.0 | % | | 100.0 | % | |
| | | | | |
(1) | Amounts rounds to 0.0% |
The geographic composition of investments at cost and fair value were as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | March 31, 2024 | | December 31, 2023 |
| | Cost | | Fair Value | | % of Total Investments at Fair Value | | Cost | | Fair Value | | % of Total Investments at Fair Value |
Australia | | $ | 1,363 | | | $ | 1,390 | | | 0.1 | % | | $ | 1,363 | | | $ | 1,388 | | | 0.1 | % |
Canada | | 38,263 | | | 38,392 | | | 3.4 | | | 42,257 | | | 42,085 | | | 3.7 | |
United Kingdom | | 1,904 | | | 1,941 | | | 0.2 | | | 2,053 | | | 2,091 | | | 0.2 | |
United States | | 1,095,664 | | | 1,086,694 | | | 96.3 | | | 1,111,058 | | | 1,100,472 | | | 96.0 | |
Total | | $ | 1,137,194 | | | $ | 1,128,417 | | | 100.0 | % | | $ | 1,156,731 | | | $ | 1,146,036 | | | 100.0 | % |
(5) FAIR VALUE MEASUREMENTS
ASC 820 establishes a hierarchical disclosure framework which ranks the observability of inputs used in measuring financial instruments at fair value. The observability of inputs is impacted by a number of factors, including the type of financial instruments
and their specific characteristics. Financial instruments with readily available quoted prices, or for which fair value can be measured from quoted prices in active markets, generally will have a higher degree of market price observability and a lesser degree of judgment applied in determining fair value.
The three-level hierarchy for fair value measurements is defined as follows:
Level 1—inputs to the valuation methodology are quoted prices available in active markets for identical financial instruments as of the measurement date. The types of financial instruments in this category include unrestricted securities, including equities and derivatives, listed in active markets. The Company will not adjust the quoted price for these instruments, even in situations where the Company holds a large position and a sale could reasonably impact the quoted price.
Level 2—inputs to the valuation methodology are quoted prices in markets that are not active or for which all significant inputs are either directly or indirectly observable as of the measurement date. The types of financial instruments in this category include less liquid and restricted securities listed in active markets, securities traded in markets that are not active, and certain over-the-counter derivatives where the fair value is based on observable inputs.
Level 3—inputs to the valuation methodology are unobservable and significant to the overall fair value measurement, and include situations where there is little, if any, market activity for the investment. The inputs into the determination of fair value require significant management judgment or estimation. The types of financial instruments in this category include investments in privately held entities, non-investment grade residual interests in securitizations and certain over-the-counter derivatives where the fair value is based on unobservable inputs.
In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the determination of which category within the fair value hierarchy is appropriate for any given financial instrument is based on the lowest level of input that is significant to the fair value measurement. Assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the financial instrument.
Pursuant to the framework set forth above, the Company values securities traded in active markets on the measurement date by multiplying the exchange closing price of such traded securities/instruments by the quantity of shares or amount of the instrument held. The Company may also obtain quotes with respect to certain of the investments from pricing services, brokers or dealers’ quotes, or counterparty marks in order to value liquid assets that are not traded in active markets. Pricing services aggregate, evaluate and report pricing from a variety of sources including observed trades of identical or similar securities, broker or dealer quotes, model-based valuations and internal fundamental analysis and research. When doing so, the Company determines whether the quote obtained is sufficient according to U.S. GAAP to determine the fair value of the security. If determined adequate, the Company uses the quote obtained.
Securities that are illiquid or for which the pricing source does not provide a valuation or methodology or provides a valuation or methodology that, in the judgment of the Valuation Designee or the Board of Directors, does not represent fair value, each is valued as of the measurement date using all techniques appropriate under the circumstances and for which sufficient data is available. These valuation techniques may vary by investment but include comparable public market valuations, comparable precedent transaction valuations and discounted cash flow analyses. Non-controlled debt investments are generally fair valued using discounted cash flow technique. Expected cash flows are projected based on contractual terms and discounted back to the measurement date based on a discount rate. Discount rate is determined based upon an assessment of current and expected yields for similar investments and risk profiles. Non-controlled equity investments are generally fair valued using a market approach and/or an income approach. The market approach typically utilizes market value multiples of comparable publicly traded companies. The income approach typically utilizes a discounted cash flow analysis of the portfolio company. The Valuation Designee, under the supervision of the Board of Directors undertakes a multi-step valuation process each quarter, as described below:
(1)each portfolio company or investment is initially valued by using a standardized template designed to approximate fair market value based on observable market inputs and updated credit statistics and unobservable inputs;
(2)preliminary valuation conclusions are documented and reviewed by a valuation committee comprised of members of the Investment Adviser’s senior management;
(3)the Board of Directors or Valuation Designee engages independent third-party valuation firms to provide positive assurance on a portion of the Company’s illiquid investments each quarter (such that each illiquid investment will be reviewed by an independent valuation firm at least once on a rolling twelve month basis) including review of management’s preliminary valuation and conclusion of fair value;
(4)the Audit Committee reviews the assessments of the Valuation Designee and the independent third-party valuation firms and provides the Board of Directors with recommendations with respect to the fair value of each investment in the Company’s portfolio; and
(5)the Board of Directors discusses the valuation recommendations of the Audit Committee and determine the fair value of each investment in the Company’s portfolio in good faith based on the input of the Valuation Designee and, where applicable, the third-party valuation firms.
The fair value is generally determined based on the assessment of the following factors, as relevant:
• the nature and realizable value of any collateral;
• call features, put features and other relevant terms of debt;
• the portfolio company’s leverage and ability to make payments;
• the portfolio company’s public or private letter credit ratings;
• the portfolio company’s actual and expected earnings and discounted cash flow;
• prevailing interest rates for like securities and expected volatility in future interest rates;
• the markets in which the issuer does business and recent economic and/or market events; and
• comparisons to publicly traded securities.
Investment performance data utilized will be the most recently available as of the measurement date which in many cases may reflect up to a one quarter lag in information.
The Board of Directors is ultimately responsible for the determination, in good faith, of the fair value of the Company’s portfolio investments.
The following tables present the fair value hierarchy of investments as of March 31, 2024 and December 31, 2023:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | March 31, 2024 | | December 31, 2023 |
| | Level 1 | | Level 2 | | Level 3 | | Total | | Level 1 | | Level 2 | | Level 3 | | Total |
First Lien Debt | | $ | — | | | $ | 945 | | | $ | 1,109,245 | | | $ | 1,110,190 | | | $ | — | | | $ | 3,159 | | | $ | 1,124,207 | | | $ | 1,127,366 | |
Second Lien Debt | | — | | | 3,784 | | | 3,799 | | | 7,583 | | | — | | | 3,780 | | | 5,411 | | | 9,191 | |
Other Investments | | — | | | — | | | 10,644 | | | 10,644 | | | — | | | — | | | 9,479 | | | 9,479 | |
Total | | $ | — | | | $ | 4,729 | | | $ | 1,123,688 | | | $ | 1,128,417 | | | $ | — | | | $ | 6,939 | | | $ | 1,139,097 | | | $ | 1,146,036 | |
The following table presents changes in the fair value of the investments for which Level 3 inputs were used to determine the fair value for the three months ended March 31, 2024:
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | First Lien Debt | | Second Lien Debt | | Other Investments | | Total Investments |
Fair value, beginning of period | | $ | 1,124,207 | | | $ | 5,411 | | | $ | 9,479 | | | $ | 1,139,097 | |
Purchases of investments(1) | | 55,478 | | | 279 | | | 1,223 | | | 56,980 | |
Proceeds from principal repayments and sales of investments(1) | | (74,921) | | | (1,950) | | | — | | | (76,871) | |
Accretion of discount/amortization of premium | | 1,016 | | | 24 | | | 1 | | | 1,041 | |
Payment-in-kind | | 934 | | | — | | | 95 | | | 1,029 | |
Net change in unrealized appreciation (depreciation) | | 2,013 | | | 35 | | | (154) | | | 1,894 | |
Net realized gains (losses) | | (1,715) | | | — | | | — | | | (1,715) | |
Transfers into/(out) of Level 3(2) | | 2,233 | | | — | | | — | | | 2,233 | |
Fair value, end of period | | $ | 1,109,245 | | | $ | 3,799 | | | $ | 10,644 | | | $ | 1,123,688 | |
| | | | | | | | |
Net change in unrealized appreciation (depreciation) from investments still held as of March 31, 2024 | | $ | 1,311 | | | $ | 1 | | | $ | (154) | | | $ | 1,158 | |
(1) Includes transactions relating to restructurings.
(2) Transfer of portfolio investments within the three-level hierarchy is recorded during the period of such reclassification occurrence at the fair value as of the beginning of the respective period. Generally, reclassifications are primarily due to increase/decrease of price transparency.
The following table presents changes in the fair value of the investments for which Level 3 inputs were used to determine the fair value for the three months ended March 31, 2023:
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | First Lien Debt | | Second Lien Debt | | Other Investments | | Total Investments |
Fair value, beginning of period | | $ | 1,057,549 | | | $ | 7,009 | | | $ | 8,985 | | | $ | 1,073,543 | |
Purchases of investments | | 50,051 | | | 1,500 | | | 15 | | | 51,566 | |
Proceeds from principal repayments and sales of investments | | (32,764) | | | — | | | — | | | (32,764) | |
Accretion of discount/amortization of premium | | 960 | | | 3 | | | — | | | 963 | |
Payment-in-kind | | 150 | | | — | | | 69 | | | 219 | |
Net change in unrealized appreciation (depreciation) | | (1,507) | | | 124 | | | 132 | | | (1,251) | |
Net realized gains (losses) | | 63 | | | — | | | — | | | 63 | |
| | | | | | | | |
Fair value, end of period | | $ | 1,074,502 | | | $ | 8,636 | | | $ | 9,201 | | | $ | 1,092,339 | |
| | | | | | | | |
Net change in unrealized appreciation (depreciation) from investments still held as of March 31, 2023 | | $ | (1,507) | | | $ | 124 | | | $ | 132 | | | $ | (1,251) | |
The following table presents quantitative information about the significant unobservable inputs of the Company’s Level 3 financial instruments. The table is not intended to be all-inclusive but instead captures the significant unobservable inputs relevant to the Company’s determination of fair value.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | March 31, 2024 |
| | Fair Value | | Valuation Technique | | Significant Unobservable Input | | Range | | Weighted Average (1) |
| | | | | Low | | High | |
Investments in first lien debt | | $ | 1,109,245 | | | Yield Analysis | | Discount Rate | | 8.99 | % | | 24.76 | % | | 11.26 | % |
Investments in second lien debt | | 3,799 | | | Yield Analysis | | Discount Rate | | 11.19 | % | | 15.35 | % | | 12.70 | % |
Investments in other investments: | | | | | | | | | | | | |
Other debt | | 84 | | | Market Approach | | EBITDA Multiple | | 9.00x | | 9.00x | | 9.00x |
| | 417 | | | Income Approach | | Discount Rate | | 14.70 | % | | 14.70 | % | | 14.70 | % |
Preferred equity | | 5,683 | | | Income Approach | | Discount Rate | | 9.90 | % | | 24.76 | % | | 14.51 | % |
| | 225 | | | Income Approach | | Revenue Multiple | | 7.5x | | 7.5x | | 7.5x |
Common equity | | 4,198 | | | Market Approach | | EBITDA Multiple | | 8.05x | | 18.69x | | 13.96x |
| | 37 | | | Market Approach | | Revenue Multiple | | 7.58x | | 9.80x | | 8.61x |
| | | | | | | | | | | | |
Total investments | | $ | 1,123,688 | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | December 31, 2023 |
| | Fair Value | | Valuation Technique | | Significant Unobservable Input | | Range | | Weighted Average (1) |
| | | | | Low | | High | |
Investments in first lien debt | | $ | 1,124,207 | | | Yield Analysis | | Discount Rate | | 8.61 | % | | 25.09 | % | | 10.87 | % |
Investments in second lien debt | | 5,411 | | | Yield Analysis | | Discount Rate | | 10.80 | % | | 16.05 | % | | 12.45 | % |
Investments in other investments: | | | | | | | | | | | | |
Other debt | | 57 | | | Market Approach | | EBITDA Multiple | | 9.00x | | 9.00x | | 9.00x |
| | 413 | | | Income Approach | | Discount Rate | | 14.60 | % | | 14.60 | % | | 14.60 | % |
Preferred equity | | 4,518 | | | Income Approach | | Discount Rate | | 12.19 | % | | 14.90 | % | | 13.96 | % |
| | 225 | | | Market Approach | | Revenue Multiple | | 7.5x | | 7.5x | | 7.5x |
Common equity | | 4,230 | | | Market Approach | | EBITDA Multiple | | 8.10x | | 18.70x | | 14.12x |
| | 36 | | | Market Approach | | Revenue Multiple | | 7.60x | | 9.80x | | 8.82x |
Total investments | | $ | 1,139,097 | | | | | | | | | | | |
(1) Weighted average is calculated by weighting the significant unobservable input by the relative fair value of the investment.
As noted above, the significant unobservable input used in yield analysis is discount rate based on comparable market yields. Significant increases in discount rates in isolation would result in a significantly lower fair value measurement. The significant unobservable input used in the market approach is the comparable company multiple. The multiple is used to estimate the enterprise value of the underlying investment. An increase/decrease in the multiple would result in an increase/decrease, respectively, in the fair value. The significant unobservable inputs used in the income approach are the comparative yield or discount rate. The comparative yield and discount rate are used to discount the estimated future cash flows expected to be received from the underlying investment. An increase/decrease in the comparative yield or discount rate would result in a decrease/increase, respectively, in the fair value. The significant unobservable inputs used in the recent transaction is the transaction price. Significant increase in the transaction price in isolation would result in an increase in fair value measurement.
Financial instruments disclosed but not carried at fair value
The Company’s debt is presented at carrying cost on the Consolidated Statements of Assets and Liabilities. The fair value of the Company’s credit facility is estimated in accordance with the Company’s valuation policy. The carrying value and fair value of the Company’s debt were as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | March 31, 2024 | | December 31, 2023 |
| | Level | Carrying Value | | Fair Value | | Carrying Value | | Fair Value |
JPM Funding Facility | | 3 | $ | 603,073 | | | $ | 603,073 | | | $ | 599,373 | | | $ | 599,373 | |
Total | | | $ | 603,073 | | | $ | 603,073 | | | $ | 599,373 | | | $ | 599,373 | |
The carrying amounts of the Company’s assets and liabilities, other than investments at fair value and debt, approximate fair value. These financial instruments are categorized as Level 3 within the hierarchy.
(6)DEBT
The Company’s outstanding debt obligations were as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | March 31, 2024 | | December 31, 2023 |
| | Aggregate Principal Committed | | Outstanding Principal | | Unused Portion | | Aggregate Principal Committed | | Outstanding Principal | | Unused Portion | | |
JPM Funding Facility | | $ | 900,000 | | | $ | 603,073 | | | $ | 296,927 | | | $ | 900,000 | | | $ | 599,373 | | | $ | 300,627 | | | |
Total | | $ | 900,000 | | | $ | 603,073 | | | $ | 296,927 | | | $ | 900,000 | | | $ | 599,373 | | | $ | 300,627 | | | |
As of March 31, 2024 and December 31, 2023, the Company was in compliance with all covenants and other requirements of the JPM Funding Facility.
JPM Funding Facility
On June 3, 2021, Financing SPV entered into an amended and restated loan and security agreement, by and among Financing SPV, as the borrower, the Company, as the parent and as the servicer, SL Investment Feeder Fund L.P. and SL Investment Feeder Fund GP Ltd., as pledgors, U.S. Bank National Association, as collateral agent, collateral administrator and securities intermediary, and JP Morgan Chase Bank, NA (“JPM”), as the administrative agent and arranger, the lenders party thereto, and the issuing banks party thereto (as amended, the “JPM Funding Facility”). Pursuant to the JPM Funding Facility, JPM has agreed to extend credit to Financing SPV in an aggregate principal amount, as of March 31, 2024, of up to $900,000 at any one time outstanding, subject to the satisfaction of various conditions, including availability under the borrowing base, which is based on a combination of unfunded capital commitments and loan collateral.
The JPM Funding Facility is a revolving funding facility with a reinvestment period ending December 3, 2024 (or upon the occurrence of certain events as specified therein) and a final maturity date of December 3, 2026. Advances under the JPM Funding Facility are available in U.S. dollars and other permitted currencies. As of March 31, 2024, the interest charged on the JPM Funding Facility is based on SOFR (or, if SOFR is not available, a benchmark replacement or a “base rate” (which is the greater of a prime rate and the federal funds rate plus 0.50%), as applicable), SONIA, EURIBOR or CDOR, as applicable, plus a margin of 2.325% prior to the transition date, and 2.475% subsequent to the transition date, as set forth in the JPM Funding Facility.
The summary information of the JPM Funding Facility is as follows:
| | | | | | | | | | | | | | |
| | For the Three Months Ended |
| | March 31, 2024 | | March 31, 2023 |
Borrowing interest expense | | $ | 11,759 | | | $ | 10,879 | |
Facility unused commitment fees | | 922 | | | 1,274 | |
Amortization of deferred financing costs | | 492 | | | 1,067 | |
Total | | $ | 13,173 | | | $ | 13,220 | |
Weighted average effective interest rate (excluding unused fees only) | | 8.14 | % | | 7.73 | % |
Weighted average interest rate (excluding financing costs and unused fees) | | 7.81 | % | | 7.04 | % |
Weighted average outstanding balance | | $ | 595,724 | | | $ | 618,224 | |
(7)COMMITMENTS AND CONTINGENCIES
In the normal course of business, the Company may enter into contracts that provide a variety of general indemnifications. Any exposure to the Company under these arrangements could involve future claims that may be made against the Company. Currently, no such claims exist or are expected to arise and, accordingly, the Company has not accrued any liability in connection with such indemnifications.
The Company’s investment portfolio contains debt investments which are in the form of lines of credit or delayed draw commitments, which require us to provide funding when requested by portfolio companies in accordance with underlying loan agreements. As of March 31, 2024 and December 31, 2023, the Company had $106,641 and $104,627 of unfunded commitments to fund delayed draw and revolving senior secured loans.
As of March 31, 2024 and December 31, 2023, the Company had $668,800 and $668,800 in total capital commitments from common stockholders, of which $99,300 and $99,300 were unfunded, respectively.
(8)NET ASSETS
The following table shows the components of net distributable earnings (accumulated losses) as shown on the Consolidated Statements of Assets and Liabilities:
| | | | | | | | | | | | | | |
| | As of |
| | March 31, 2024 | | December 31, 2023 |
Net distributable earnings (accumulated losses), beginning of period | | $ | (7,118) | | | $ | (23,681) | |
Net investment income after excise taxes | | 20,892 | | | 78,007 | |
Accumulated realized gain (loss) | | (1,715) | | | 81 | |
Net unrealized appreciation (depreciation) | | 1,918 | | | 14,373 | |
Distributions to stockholders | | (20,750) | | | (76,053) | |
Tax reclassifications to equity of holders of Common Stock | | — | | | 155 | |
Net distributable earnings (accumulated losses), end of period | | $ | (6,773) | | | $ | (7,118) | |
For the three months ended March 31, 2024 and for the three months ended March 31, 2023, the Company did not issue any shares or call any capital.
The following table summarizes the Company’s distributions declared and payable for the three months ended March 31, 2024 and March 31, 2023 to the holders of Common Stock:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Date Declared | | Record Date | | Payment Date | | Per Share Amount | | | | | | Total Amount |
For the Three Months Ended March 31, 2024 | | | | | | | | | | | | |
February 29, 2024 | | March 29, 2024 | | April 25, 2024 | | $ | 0.76 | | | | | | | $ | 20,734 | |
For the Three Months Ended March 31, 2023 | | | | | | | | | | | | |
March 28, 2023 | | March 28, 2023 | | April 20, 2023 | | $ | 0.64 | | | | | | | $ | 16,517 | |
During the three months ended March 31, 2024 and March 31, 2023, the Company accrued $16 and $16 of dividends to holders of the Series A Preferred Stock. As of March 31, 2024 and March 31, 2023, $16 and $0, respectively, was unpaid and included in accrued expenses and other liabilities on the Consolidated Statements of Assets and Liabilities
(9)EARNINGS (LOSS) PER SHARE
The following table sets forth the computation of basic and diluted earnings per common share:
| | | | | | | | | | | | | | |
| | For the Three Months Ended |
| | March 31, 2024 | | March 31, 2023 |
Net increase/(decrease) in net assets resulting from operations attributable to holders of Common Stock | | $ | 21,079 | | | $ | 16,404 | |
Weighted average shares outstanding | | 27,281,428 | | | 25,807,951 | |
Basic and diluted earnings (loss) per common share | | $ | 0.77 | | | $ | 0.64 | |
(10) CONSOLIDATED FINANCIAL HIGHLIGHTS
The following are the financial highlights (dollar amounts in thousands, except per share amounts):
| | | | | | | | | | | | | | |
| | For the Three Months Ended |
| | March 31, 2024 | | March 31, 2023 |
Per Share Data:(1) | | | | |
Net asset value per share of common stock, beginning of period | | $ | 20.60 | | | $ | 19.98 | |
Net investment income (loss) | | 0.77 | | | 0.68 | |
Net unrealized and realized gain (loss)(2) | | 0.01 | | | (0.04) | |
Net increase (decrease) in net assets resulting from operations | | 0.78 | | | 0.64 | |
Dividends declared | | (0.76) | | | (0.64) | |
| | | | |
Total increase (decrease) in net assets | | 0.02 | | | — | |
Net asset value per share of common stock, end of period | | $ | 20.62 | | | $ | 19.98 | |
Common shares outstanding, end of period | | 27,281,428 | | | 25,807,951 | |
Weighted average common shares outstanding | | 27,281,428 | | | 25,807,951 | |
Total return based on net asset value(3) | | 3.79 | % | | 3.20 | % |
Ratio/Supplemental Data : | | | | |
Net assets attributable to the holders of Common Stock, end of period | | $ | 562,464 | | | $ | 515,598 | |
Ratio of total expenses to average net asset(4) | | 9.81 | % | | 10.84 | % |
| | | | |
Ratio of net investment income to average net assets(4) | | 14.67 | % | | 13.66 | % |
Ratio of total contributed capital to total committed capital, end of period | | 85.15 | % | | 80.67 | % |
Asset coverage ratio(5) | | 193.19 | % | | 183.13 | % |
Portfolio turnover rate | | 4.00 | % | | 2.99 | % |
| | | | | |
(1) | The per common share data was derived by using the weighted average common shares outstanding during the period, except otherwise noted. |
(2) | The amount shown does not correspond with the aggregate amount for the period as it includes the effect of the timing of capital transactions. |
(3) | Total return (not annualized) is calculated as the change in net asset value per common share plus dividends declared during the period divided by the beginning net asset value per common share. |
(4) | Ratios are calculated using the average net assets of the Company attributable to the holders of Common Stock. Amounts are annualized except for organization and offering costs. |
(5) | Effective September 25,2020 , in accordance with Section 61(a)(2) of the 1940 Act, with certain limited exceptions, the Company is allowed to borrow amounts such that its asset coverage, as defined in the 1940 Act, is at least 150% after such borrowing. Prior to September 25, 2020, in accordance with the 1940 Act, with certain limited exceptions, the Company was allowed to borrow amounts such that its asset coverage, as defined in the 1940 act, was at least 200% after such borrowing. |
(11) SUBSEQUENT EVENTS
On May 8, 2024, the Board of Directors declared a distribution equal to an amount up to the Company’s net investment income for the second quarter ending June 30, 2024 per share, payable on or about July 25, 2024 to Common Stock holders of record as of June 28, 2024.
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations (dollar amounts in thousands, except per share amounts, unless otherwise indicated)
In this Quarterly Report on Form 10-Q, or this “Report”, except where context suggests otherwise, the terms “Company,” “we,” “our” or “us” refers to SL Investment Corp. and its consolidated subsidiaries. This Report, including the documents we incorporate by reference into this Report, contains forward-looking statements that involve substantial risks and uncertainties. Such statements involve known and unknown risks, uncertainties and other factors and you should not place undue reliance on such statements. These forward-looking statements are not historical facts, but rather are based on current expectations, estimates and projections about us, our current and prospective portfolio investments, our industry, our beliefs and opinions and our assumptions. For the avoidance of doubt, we are not a subsidiary of, or consolidated with, Morgan Stanley. Words such as “anticipates,” “expects,” “intends,” “plans,” “will,” “may,” “continue,” “believes,” “seeks,” “estimates,” “would,” “could,” “should,” “targets,” “projects,” “potential,” “predicts” and variations of these words and similar expressions are intended to identify forward-looking statements. These statements are not guarantees of future performance and are subject to risks, uncertainties and other factors, some of which are beyond our control and difficult to predict and could cause actual results to differ materially from those expressed or forecasted in the forward-looking statements, including:
•our future operating results;
•our business prospects and the prospects of our portfolio companies;
•risk associated with possible disruptions in our operations or the economy generally, including disruptions from the impact of global health events;
•uncertainty and changes in the general interest rate environment;
•general economic, political and industry trends and other external factors, including uncertainty surrounding the financial and political stability of the United States and other countries;
•the effect of an inflationary economic environment on our portfolio companies, our financial condition and our results of operations;
•the impact of interruptions in the supply chain on our portfolio companies
•our contractual arrangements and relationships with third parties;
•actual and potential conflicts of interest with MS Capital Partners Adviser Inc., our investment adviser (the “Adviser” or the “Investment Adviser”), and its affiliates;
•the dependence of our future success on the general economy and its effect on the industries in which we invest;
•the ability of our portfolio companies to achieve their objectives;
•the use of borrowed money to finance a portion of our investments;
•the adequacy of our financing sources and working capital;
•the timing and amount of cash flows, if any, from the operations of our portfolio companies;
•the ability of our Adviser to locate suitable investments for us and to monitor and administer our investments;
•the ability of our Adviser and its affiliates to attract and retain highly talented professionals;
•our ability to maintain our qualification as a business development company (“BDC” and as a regulated investment company (a “RIC”), under the Internal Revenue Code of 1986, as amended (the “Code”);
•the impact on our business of U.S. and international financial reform legislation, rules and regulations;
•the effect of changes in tax laws and regulations and interpretations thereof; and
•the risks, uncertainties and other factors we identify under “Item 1A. Risk Factors,” in our most recent Annual Report on Form 10-K and elsewhere in this Report.
The information contained in this section should be read in conjunction with “Item 1. Consolidated Financial Statements.” Although we believe that the assumptions on which these forward-looking statements are based are reasonable, any of the assumptions could prove to be inaccurate, and as a result, the forward-looking statements based on those assumptions also could be inaccurate. In light of these and other uncertainties, the inclusion of a projection or forward-looking statement in this Report should not be regarded as a representation by us that our plans and objectives will be achieved. This discussion contains forward-looking statements, which relate to future events or our future performance or financial condition and involves numerous risks and uncertainties, including, but not limited to, those set forth in “Risk Factors” in Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2023, or the Form 10-K, and Part II, Item 1A of and elsewhere in this Report. You should not place undue reliance on these forward-looking statements, which apply only as of the date of this Report. Moreover, we assume no duty and do not undertake to update the forward-looking statements. You are advised to consult any additional disclosures that we make directly to you or through reports that we have filed or in the future file with the Securities and Exchange Commission (the “SEC”), including Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and current Reports on Form 8-K.
You should understand that under Section 27A(b)(2)(B) of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E(b)(2)(B) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995 do not apply to forward-looking statements made in periodic reports we file under the Exchange Act.
OVERVIEW
We are a non-diversified, externally managed specialty finance company focused on lending to middle-market companies. We have elected to be regulated as a BDC under the Investment Company Act of 1940, as amended (the “1940 Act”). In addition, for U.S. federal income tax purposes, we have elected to be treated, and intend to comply with the requirements to qualify annually, as a RIC under Subchapter M of the Code. We are externally managed by our Adviser, an indirect, wholly owned subsidiary of Morgan Stanley. We are not a subsidiary of, or consolidated with, Morgan Stanley.
Our investment objective is to achieve attractive risk-adjusted returns via current income and, to a lesser extent, capital appreciation by investing primarily in directly originated senior secured term loans issued by U.S. middle-market companies in which private equity sponsors have a controlling equity stake in the portfolio company. For the purposes of this report, “middle-market companies” refers to companies that, in general, generate annual earnings before interest, tax, depreciation and amortization (“EBITDA”) in the range of approximately $15 million to $200 million, although not all of our portfolio companies will meet this criterion
We invest primarily in directly originated senior secured term loans, including first lien senior secured term loans (including unitranche loans) and, to a lesser extent, second lien senior secured term loans, higher-yielding assets such as mezzanine debt, unsecured debt, equity investments and other opportunistic asset purchases. Under normal market circumstances, we expect that investments other than first lien senior secured term loans would not exceed 10% of our gross assets at the time of acquisition of any such investments. Typical middle-market senior loans may be issued by middle-market companies in the context of leveraged buyouts (“LBOs”), acquisitions, debt refinancings, recapitalizations, and other similar transactions. We generally expect our debt investments to have a stated term of five to eight years and typically bear interest at a floating rate usually determined on the basis of a benchmark (such as the Secured Overnight Financing Rate, or SOFR).
We generate revenues primarily in the form of interest income from investments we hold. In addition, we generate income from dividends or distributions of income on any direct equity investments, capital gains on the sale of loans and equity investments and various other loan origination and other fees, including commitment, origination, amendment, structuring, syndication or due diligence fees, fees for providing managerial assistance and consulting fees.
Pursuant to the exemptive relief granted by the SEC to us and our Adviser (as amended, the "Order"), we are able to enter into certain negotiated co-investment transactions alongside certain Regulated Funds and Affiliated Funds (each as defined in the Order) in a manner consistent with our investment objective, positions, policies, strategies, and restrictions as well as regulatory requirements and other pertinent factors, subject to compliance with the Order. Pursuant to the Order, we are permitted to co-invest with our affiliates if a “required majority” (as defined in Section 57(o) of the 1940 Act) of our eligible directors make certain conclusions in connection with a co-investment transaction, including that (1) the terms of the transactions, including the consideration to be paid, are reasonable and fair to us and our stockholders and do not involve overreaching in respect of us or our stockholders on the part of any person concerned, and (2) the transaction is consistent with the interests of our stockholders and is consistent with our investment objective and strategies.
We have applied for a new exemptive relief order which, if granted, would supersede the Order and would permit us greater flexibility with respect to negotiated co-investment transactions alongside certain Regulated Funds and Affiliated Funds (each as defined in the application). There can be no assurance that we will obtain such new exemptive relief from the SEC.
KEY COMPONENTS OF OUR RESULTS OF OPERATIONS
Investments
Our level of investment activity can and does vary substantially from period to period depending on many factors, including the amount of debt available to middle-market companies, the general economic environment and the competitive environment for the type of investments we make.
Revenue
We generate revenue primarily in the form of interest income on debt investments we hold. In addition, we generate income from dividends or distributions of income on direct equity investments, capital gains on the sales of loans and equity securities and various loan origination and other fees. Our debt investments generally have a stated term of five to eight years and typically bear interest at a floating rate usually determined on the basis of a benchmark such as SOFR, or historically LIBOR. Interest on these debt investments is generally paid quarterly. In some instances, we receive payments on our debt investments based on scheduled amortization of the outstanding balances. In addition, we may receive repayments of some of our debt investments prior to their scheduled maturity date. The frequency or volume of these repayments fluctuates significantly from period to period. Our portfolio activity also reflects the proceeds of sales of securities. We may also generate revenue in the form of commitment, origination, amendment, structuring, syndication or due diligence fees, fees for providing managerial assistance and consulting fees.
Expenses
Our primary operating expenses include the payment of: (i) investment advisory fees, including base management fees, to our Investment Adviser pursuant to the investment advisory agreement between us and our Investment Adviser(the “Investment Advisory Agreement”); (ii) costs and other expenses and our allocable portion of certain expenses incurred by our Administrator in performing its administrative obligations under the administration agreement (the “Administration Agreement”) between us and MS Private Credit Administrative Services LLC (the “Administrator”); and (iii) other operating expenses as detailed below:
•initial organization costs and offering costs incurred prior to the filing of our election to be regulated as a BDC (subject to the expense waiver);
•costs associated with our initial private offering;
•costs of any other offerings of our common stock, par value $0.001 (the “Common Stock”), preferred stock, par value of $0.001 (the “Series A Preferred Stock”) and other securities, if any;
•calculating individual asset values and our net asset value (including the cost and expenses of any third-party valuation services);
•out of pocket expenses, including travel expenses, incurred by the Investment Adviser, or members of its investment team or payable to third parties, performing due diligence on prospective portfolio companies and monitoring actual portfolio companies and, if necessary, enforcing our rights;
•base management fees under the Investment Advisory Agreement;
•certain costs and expenses relating to distributions paid by us;
•administration fees payable under the Administration Agreement and any sub-administration agreements, including related expenses;
•debt service and other costs of borrowings, senior securities or other financing arrangements;
•the allocated costs incurred by the Investment Adviser in providing managerial assistance to those portfolio companies that request it;
•amounts payable to third parties relating to, or associated with, making or holding investments;
•the costs associated with subscriptions to data service, research-related subscriptions and expenses and quotation equipment and services used in making or holding investments;
•transfer agent and custodial fees;
•costs of hedging;
•commissions and other compensation payable to brokers or dealers;
•any fees payable to rating agencies;
•federal and state registration fees;
•U.S. federal, state and local taxes, including any excise taxes;
•independent Director fees and expenses;
•costs of preparing consolidated financial statements and maintaining books and records, costs of preparing tax returns, costs of Sarbanes-Oxley Act compliance and attestation and costs of filing reports or other documents with the SEC (or other regulatory bodies), and other reporting and compliance costs, including registration fees, and the compensation of professionals responsible for the preparation or review of the foregoing;
•the costs of any reports, proxy statements or other notices to our stockholders (including printing and mailing costs), the costs of any stockholders’ meetings, and costs and expenses of preparation for the foregoing and related matters;
•the costs of specialty and custom software for monitoring risk, compliance and overall investments;
•any fidelity bond required by applicable law;
•any necessary insurance premiums;
•any extraordinary expenses (such as litigation or indemnification payments or amounts payable pursuant to any agreement to provide indemnification entered into by us), provided that we will not bear such expenses to the extent, but only to the extent, that the relevant conduct is not indemnifiable under applicable law, including, if applicable, ERISA);
•direct fees and expenses associated with independent audits, agency, consulting and legal costs;
•cost of winding up; and
•all other expenses incurred by either the Administrator or us in connection with administering our business.
We reimburse the Administrator or its affiliates for amounts paid or costs borne that properly constitute Company expenses as set forth in the Administration Agreement or otherwise, which expenses are ultimately borne by our stockholders. We expect our general and administrative expenses to be relatively stable or to decline as a percentage of total assets during periods of asset growth and to increase during periods of asset declines.
PORTFOLIO, AND INVESTMENT ACTIVITY
Portfolio as of March 31, 2024
As of March 31, 2024, we had investments in 152 portfolio companies across 30 industries. Based on fair value as of March 31, 2024, approximately 100.0% of our debt portfolio was invested in debt bearing a floating interest rate, which primarily are subject to interest rate floors for the applicable interest rate. The weighted average total yield of investments in debt securities at amortized cost was 11.6%. Weighted average yields include the effect of accretion of discounts and amortization of premiums and are based on interest rates as of March 31, 2024.
Portfolio as of December 31, 2023
As of December 31, 2023, we had investments in 146 portfolio companies across 29 industries. Based on fair value as of December 31, 2023, approximately 100.0% of our debt portfolio was invested in debt bearing a floating interest rate, which primarily are subject to interest rate floors for the applicable interest rate. The weighted average total yield of investments in debt securities at amortized cost was 11.8%. Weighted average yields include the effect of accretion of discounts and amortization of premiums and are based on interest rates as of December 31, 2023.
The composition of our portfolio is presented below:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | As of |
| | March 31, 2024 | | December 31, 2023 |
| | Cost | | Fair Value | | % of Total Investments at Fair Value | | Cost | | Fair Value | | % of Total Investments at Fair Value |
First Lien Debt | | $ | 1,117,801 | | | $ | 1,110,190 | | | 98.4 | % | | $ | 1,137,010 | | | $ | 1,127,366 | | | 98.4 | % |
Second Lien Debt | | 8,255 | | | 7,583 | | | 0.7 | | | 9,903 | | | 9,191 | | | 0.8 | |
Other Investments | | 11,138 | | | 10,644 | | | 0.9 | | | 9,818 | | | 9,479 | | | 0.8 | |
Total | | $ | 1,137,194 | | | $ | 1,128,417 | | | 100.0 | % | | $ | 1,156,731 | | | $ | 1,146,036 | | | 100.0 | % |
Investment Activity
Our investment activity is presented below (information presented herein is at amortized cost unless otherwise indicated):
| | | | | | | | | | | | |
| As of and For the Three Months Ended | |
| March 31, 2024 | | March 31, 2023 | |
New investments committed | | | | |
Gross principal balance(1) | $ | 50,638 | | | $ | 42,434 | | |
Less: Syndications | — | | | — | | |
Net new investments committed | 50,638 | | | 42,434 | | |
Investments, at cost | | | | |
Investments, beginning of period | 1,156,731 | | | 1,103,185 | | |
New investments purchased | 45,613 | | | 51,564 | | |
Net accretion of discount on investments | 1,043 | | | 968 | | |
Payment-in-kind | 1,029 | | | 219 | | |
Net realized gain (loss) on investments | (1,715) | | | 63 | | |
Investments sold or repaid | (65,507) | | | (32,775) | | |
Investments, end of period | 1,137,194 | | | 1,123,224 | | |
Amount of investments funded, at principal | | | | |
First lien debt investments | 46,237 | | | 51,844 | | |
Second lien debt investments | — | | | 1,500 | | |
Other investments(2) | 114 | | | 15 | | |
Total | 46,351 | | | 53,359 | | |
Amount of investments sold/fully repaid, at principal | | | | |
First lien debt investments | 16,225 | | | 25,388 | | |
Second lien debt investments | 1,950 | | | — | | |
| | | | |
Total | 18,175 | | | 25,388 | | |
Number of new investment commitments in portfolio companies | 9 | | 5 | |
Number of investment commitments exited or fully repaid | 3 | | 0 | |
Weighted average yield on debt investments, at cost(3) | 11.6 | % | | 11.2 | % | |
Weighted average yield on debt investments, at fair value(3) | 11.7 | % | | 11.5 | % | |
Number of portfolio companies | 152 | | 131 | |
Percentage of debt investments bearing a floating rate, at fair value | 100.0 | % | | 99.9 | % | |
Percentage of debt investments bearing a fixed rate, at fair value (4) | — | % | | 0.1 | % | |
| | | | |
| | | | | |
(1) | Includes new investment commitments, excluding sale/repayments and including new unfunded investment commitments. |
(2) | Represents dollar amount of other investments funded. |
(3) | Computed as (a) the annual stated spread, plus reference rate, as applicable, plus the annual accretion of discounts, as applicable, on accruing debt securities, divided by (b) total debt investments (at fair value or cost, as applicable) included in such securities. Actual yields earned over the life of each investment could differ materially from the yields presented herein. |
(4) | Less than 0.1% |
Investment Performance Rating
As part of the monitoring process, our Investment Adviser has developed risk policies pursuant to which it regularly assesses the risk profile of each of our debt investments. Our Investment Adviser has developed a classification system to group investments into four categories. The investments are evaluated regularly and assigned a category based on certain credit metrics. Our Investment Adviser’s ratings do not constitute any rating of investments by a nationally recognized statistical rating organization or represent or reflect any third-party assessment of any of our investments. Please see below for a description of the four categories of the Investment Adviser’s Internal Risk Rating system:
Risk Rating 1 — In the opinion of our Investment Adviser, investments in Risk Rating 1 involve the least amount of risk relative to our initial cost basis at the time of origination or acquisition. Risk Rating 1 investments performance is above our initial underwriting
expectations and the business trends and risk factors are generally favorable, which may include the performance of the portfolio company, or the likelihood of a potential exit.
Risk Rating 2 — In the opinion of our Investment Adviser, investments in Risk Rating 2 involve a level of risk relative to our initial cost basis at the time of origination or acquisition. Risk Rating 2 investments are generally performing in line with our initial underwriting expectations and risk factors to ultimately recoup the cost of our principal investment are neutral to favorable. All new originated or acquired investments are initially included in Risk Rating 2.
Risk Rating 3 — In the opinion of our Investment Adviser, investments in Risk Rating 3 indicate that the risk to our ability to recoup the initial cost basis at the time of origination or acquisition has increased materially since the origination or acquisition of the investment, such as declining financial performance and non-compliance with debt covenants; however, principal and interest payments are not more than 120 days past due.
Risk Rating 4 — In the opinion of our Investment Adviser, investments in Risk Rating 4 involve a borrower performing substantially below expectations and indicate that the loan’s risk has increased substantially since origination or acquisition. Most or all of the debt covenants are out of compliance and payments are substantially delinquent. For Risk Rating 4 investments, it is anticipated that we will not recoup our initial cost basis and may realize a substantial loss of our initial cost basis at the time of origination or acquisition upon exit.
The distribution of our portfolio on the Investment Adviser’s Internal Risk Rating System as of March 31, 2024 and December 31, 2023 was as follows:
| | | | | | | | | | | | | | | | | |
| March 31, 2024 | | December 31, 2023 |
| Fair Value | % of Portfolio | | Fair Value | % of Portfolio |
Risk rating 1 | $ | 4,361 | | 0.4 | % | | $ | 1,050 | | 0.1 | % |
Risk rating 2 | 1,107,248 | | 98.1 | | | 1,129,981 | | 98.6 | |
Risk rating 3 | 16,808 | | 1.5 | | | 10,900 | | 1.0 | |
Risk rating 4 | — | | — | | | 4,105 | | 0.3 | |
| $ | 1,128,417 | | 100.0 | % | | $ | 1,146,036 | | 100.0 | % |
CONSOLIDATED RESULTS OF OPERATIONS
The following table represents our operating results:
| | | | | | | | | | | | | | |
| | For the Three Months Ended |
| | March 31, 2024 | | March 31, 2023 |
Total investment income | | $ | 34,855 | | | $ | 31,643 | |
Less: Net expenses | | 13,942 | | | 13,975 | |
Net investment income before taxes | | 20,913 | | | 17,668 | |
Less: Excise tax expense | | 21 | | | 23 | |
Net investment income after taxes | | 20,892 | | | 17,645 | |
Net change in unrealized appreciation (depreciation) | | 1,918 | | | (1,288) | |
Net realized gain (loss) | | (1,715) | | | 63 | |
Net increase (decrease) in net assets resulting from operations | | 21,095 | | | 16,420 | |
Preferred Stock dividend | | (16) | | | (16) | |
Net increase (decrease) in net assets resulting from operations attributable to holders of Common Stock | | $ | 21,079 | | | $ | 16,404 | |
Investment Income
Investment income was as follows:
| | | | | | | | | | | | | | |
| | For the Three Months Ended |
| | March 31, 2024 | | March 31, 2023 |
Investment income: | | | | |
Interest income | | $ | 33,306 | | | $ | 30,971 | |
Payment-in-kind | | 970 | | | 146 | |
Dividend income | | 163 | | | 139 | |
Other income | | 416 | | | 387 | |
Total investment income | | $ | 34,855 | | | $ | 31,643 | |
In the table above, total investment income increased from $31,643 for the three months ended March 31, 2023 to $34,855 for the three months ended March 31, 2024. The increases were primarily driven by our deployment of capital and rising SOFR rates of our floating-rate debt investments. The size of our investment portfolio at amortized cost increased from $1,123,224 as of March 31, 2023 to $1,137,194 as of March 31, 2024. Weighted average asset yield of debt investments at cost increased from 11.2% at March 31, 2023 to 11.6% as of March 31, 2024.
Expenses
The Company is responsible for investment expenses, professional fees, and other general and administrative expenses related to the Company’s operations. Expenses were as follows:
| | | | | | | | | | | | | | |
| | For the Three Months Ended |
| | March 31, 2024 | | March 31, 2023 |
Expenses: | | | | |
Interest and other financing expenses | | $ | 13,173 | | | $ | 13,220 | |
Management fees | | 356 | | | 337 | |
| | | | |
Professional fees | | 343 | | | 313 | |
Directors’ fees | | 52 | | | 51 | |
| | | | |
General and other expenses | | 18 | | | 54 | |
Total expenses | | $ | 13,942 | | | $ | 13,975 | |
Excise tax expense | | $ | 21 | | | $ | 23 | |
Interest Expense and Other Financing Expenses
Interest and other financing expenses, including unused commitment fees, amortization of debt issuance costs and deferred financing costs, were $13,173 and $13,220 for the three months ended March 31, 2024 and March 31, 2023, respectively. The combined weighted average interest rate (excluding unused fees and financing costs) of the aggregate borrowings outstanding for the three months ended March 31, 2024 and March 31, 2023 were 7.81% and 7.04%, respectively. The combined weighted average effective interest rate (excluding unused fees only) of the aggregate borrowings outstanding for the three months ended March 31, 2024 and March 31, 2023 were 8.14% and 7.73%, respectively.
Management Fees
Management fees, were $356 and $337 for the three months ended March 31, 2024 and March 31, 2023, respectively. For more information on base management fees, including terms thereof, see Note 3. “Related Party Transactions” in the notes to consolidated financial statements.
Professional Fees and Other Expenses
Professional fees include legal, audit, tax, valuation and other professional fees incurred related to the management of our Company, which include costs of a financial printer utilized for certain preparation, printing and distribution services. General and other administrative expenses include insurance, filing, research, subscriptions and other costs.
Net Realized Gain (Loss) and Unrealized Gain (Loss) on Investments
| | | | | | | | | | | | | | |
| | For the Three Months Ended |
| | March 31, 2024 | | March 31, 2023 |
Net realized and unrealized gains (losses) on investment transactions: | | | | |
Net realized gain (loss): | | | | |
Non-controlled/non-affiliated investments | | $ | (1,715) | | | $ | 63 | |
Net change in unrealized appreciation (depreciation): | | | | |
Non-controlled/non-affiliated investments | | 1,918 | | | (1,288) | |
Net realized and unrealized gains (losses) | | $ | 203 | | | $ | (1,225) | |
| | | | |
For the three months ended March 31, 2024 net realized losses on our investments was $1,715, which was primarily due to the restructuring of three portfolio companies. For the three months ended March 31, 2023, net realized gain on our investments was $63, driven by the sale of debt investments in our portfolio.
For the three months ended March 31, 2024, net change in unrealized appreciation on our investments of $1,918 was primarily driven by the net increases of valuations of our debt and equity investments as a result of the changes in spreads in the primary and secondary markets. For the three months ended March 31, 2023, net change in unrealized depreciation on our investments of $1,288 was primarily driven by the net decrease of valuations of our debt and equity investments in a widening credit spread environment and volatile markets.
FINANCIAL CONDITION, LIQUIDITY AND CAPITAL RESOURCES
We generate cash from the net proceeds of offerings of our Common Stock, net borrowings from our credit facility, and through cash flows from operations, including investment sales and repayments as well as income earned on investments and cash equivalents. As of March 31, 2024, we had one revolving credit facility outstanding, as described in “—Debt” below. We may also from time to time enter into new credit facilities, increase the size of existing credit facilities or issue debt securities. Any such incurrence or issuance would be subject to prevailing market conditions, our liquidity requirements, contractual and regulatory restrictions and other factors.
As of March 31, 2024, we had approximately $34.0 million of cash, which taken together with our approximately $296.9 million of availability under the JPM Funding Facility (subject to borrowing base availability), and our approximately $99.3 million of uncalled capital commitments to purchase shares of Common Stock, we expect to be sufficient for our investing activities and sufficient to conduct our operations in the near term. As of March 31, 2024, we believed we had adequate financial resources to satisfy unfunded portfolio company commitments of $106.6 million.
Equity
As of March 31, 2024, we had received aggregate capital commitments of approximately $668,800. For the three months ended March 31, 2024 and March 31, 2023, the Company did not issue any shares or call any capital.
In accordance with the terms of the subscription agreement, the Adviser extended the Investment Period for an additional one-year period such that the Investment Period will expire on October 9, 2024. In addition, the Adviser exercised its discretion to extend the Company's term, such that the term will expire on October 9, 2028.
Distributions
Common Stock
The following tables summarize our distributions declared and payable to holders of the Common Stock for the three months ended March 31, 2024 and March 31, 2023 (dollar amounts in thousands):
| | | | | | | | | | | | | | | | | | | | | | | | | | |
Date Declared | | Record Date | | Payment Date | | Per Share Amount | | Total Amount |
For the Three Months Ended March 31, 2024 | | | | | | | | |
February 29, 2024 | | March 29, 2024 | | April 25, 2024 | | $ | 0.76 | | | $ | 20,734 | |
For the Three Months Ended March 31, 2023 | | | | | | | | |
March 28, 2023 | | March 28, 2023 | | April 20, 2023 | | $ | 0.64 | | | $ | 16,517 | |
Preferred Stock
For the three months ended March 31, 2024 and March 31, 2023 we accrued $16 and $16, respectively, of dividends to holders of the Series A Preferred Stock, respectively.
Debt
Our outstanding debt obligations were as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | March 31, 2024 | | December 31, 2023 | |
| | Aggregate Principal Committed | | Outstanding Principal | | Unused Portion | | Aggregate Principal Committed | | Outstanding Principal | | Unused Portion | |
JPM Funding Facility | | $ | 900,000 | | | $ | 603,073 | | | $ | 296,927 | | | $ | 900,000 | | | $ | 599,373 | | | $ | 300,627 | | |
Total | | $ | 900,000 | | | $ | 603,073 | | | $ | 296,927 | | | $ | 900,000 | | | $ | 599,373 | | | $ | 300,627 | | |
For further details, see Note 6. “Debt” in the Notes to Consolidated Financial Statements.
RECENT DEVELOPMENTS
On May 8, 2024, our Board of Directors declared a distribution equal to an amount up to our net investment income for the second quarter ending June 30, 2024 per share, payable on or about July 25, 2024 to Common Stock holders of record as of June 28, 2024.
CRITICAL ACCOUNTING ESTIMATES
The preparation of our consolidated financial statements requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, and expenses. Changes in the economic environment, financial markets, and any other parameters used in determining such estimates could cause actual results to differ. Our critical accounting estimates, including those relating to the valuation of our investment portfolio, are described below. The critical accounting estimates should be read in connection with the Consolidated Financial Statements included in this Report and the “Risk Factors” in Part I, Item 1 of this Report, including Note 2 “Summary of Significant Accounting Policies.”
RELATED PARTY TRANSACTIONS
We have entered into a number of business relationships with affiliated or related parties, including the following (which are defined in the notes to the accompanying consolidated financial statements if not defined herein):
•the Investment Advisory Agreement;
•the Administration Agreement; and
•the Indemnification Agreement.
For further details, see Note 3. “Related Party Transactions” to our consolidated financial statements included in this report.
Adviser Investment
In conjunction with our incorporation, on September 10, 2020, the Adviser purchased 1,000 shares of our Common Stock at a price per share of $20.00 for an aggregate purchase price of $20. Morgan Stanley has no further capital, liquidity or other financial obligation to the Company beyond this equity investment.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
We are subject to financial market risks, including valuation risk, market risk and interest rate risk.
Valuation Risk
We have invested, and plan to continue to invest, primarily in illiquid debt and equity securities of portfolio companies. During periods of market dislocation, we will seek to invest prudently in the secondary loan market to provide our investors better risk adjusted returns while adhering to our core investment tenants. Most of our investments will not have a readily available market price. To ensure accurate valuations, our investments are valued at fair value in good faith by the Board, based on, among other things, the input of the Investment Adviser, including the Valuation Designee, our Audit Committee and independent third-party valuation firms engaged at the direction of our Board, or the Valuation Designee, and in accordance with our valuation policy. There is no single standard for determining fair value. As a result, determining fair value requires that judgment be applied to the specific facts and circumstances of each investment while employing a consistently applied valuation process for the investments we hold. If we were
required to liquidate a portfolio investment in a forced or liquidation sale, we may realize amounts that are different from the amounts presented and such differences could be material.
Market Risk
The market value of a security may move up or down, sometimes rapidly and unpredictably. These fluctuations may cause a security to be worth less than the price originally paid for it, or less than it was worth at an earlier time. Market risk may affect a single issuer, industry, sector of the economy or the market as a whole. Global economies and financial markets are increasingly interconnected, which increases the probabilities that conditions in one country or region might adversely impact issuers in a different country or region. Conditions affecting the general economy, including political, social, or economic instability at the local, regional, or global level, may also affect the market value of a security. Health crises, such as pandemic and epidemic diseases, as well as other incidents that interrupt the expected course of events, such as natural disasters, war or civil disturbance, acts of terrorism, power outages and other unforeseeable and external events, and the public response to or fear of such diseases or events, have and may in the future have an adverse effect on a company’s investments and net asset value and can lead to increased market volatility. See “Part I, Item 1A. Risk Factors—General Risk Factors–We are operating in a period of capital markets disruption and economic uncertainty. The conditions have materially and adversely affected debt and equity capital markets in the United States, and any future volatility or instability in capital markets may have a negative impact on our business and operations.” of our Form 10-K and “Part I, Item 1A. Risk Factors — General Risk Factors— Terrorist attacks, acts of war, natural disasters, outbreaks or pandemics, such as the Coronavirus pandemic, may impact our portfolio companies and our Adviser and harm our business, operating results and financial condition” of our Form 10-K.
Interest Rate Risk
We are subject to financial market risks, most significantly changes in interest rates. Interest rate sensitivity refers to the change in our earnings that may result from changes in the level of interest rates. Because we expect to fund a portion of our investments with borrowings, our net investment income is expected to be affected by the difference between the rate at which we invest and the rate at which we borrow. As a result, we can offer no assurance that a significant change in market interest rates will not have a material adverse effect on our net investment income.
As of March 31, 2024, approximately 100.0% of our debt investments were at floating rates. Based on our Consolidated Statement of Assets and Liabilities as of March 31, 2024, the following table shows the annualized impact on net income of hypothetical reference rate changes in interest rates (considering interest rate floors and ceilings for floating rate debt instruments assuming no changes in our investments and borrowing structure as of March 31, 2024) (dollar amounts in thousands):
| | | | | | | | | | | | | | | | | | | | |
| | Interest | | Interest | | Net |
Basis Point Change – Interest Rates | | Income | | Expense | | Income |
Up 300 basis points | $ | 34,232 | | $ | (18,092) | | $ | 16,140 | |
Up 200 basis points | $ | 22,821 | | $ | (12,061) | | $ | 10,760 | |
Up 100 basis points | $ | 11,411 | | $ | (6,031) | | $ | 5,380 | |
Up 25 basis points | $ | 2,853 | | $ | (1,508) | | $ | 1,345 | |
Down 25 basis points | $ | (2,853) | | $ | 1,508 | | $ | (1,345) | |
Down 100 basis points | $ | (11,411) | | $ | 6,031 | | $ | (5,380) | |
Down 200 basis points | $ | (22,821) | | $ | 12,061 | | $ | (10,760) | |
Down 300 basis points | $ | (34,232) | | $ | 18,092 | | $ | (16,140) | |
We may hedge against interest rate fluctuations by using standard hedging instruments such as futures, options and forward contracts or our credit facilities, subject to the requirements of the 1940 Act and applicable commodities laws. While hedging activities may insulate us against adverse changes in interest rates, they may also limit our ability to participate in benefits of lower interest rates or higher exchange rates with respect to our portfolio of investments with fixed interest rates or investments denominated in foreign currencies. During the periods covered by this Report, we did not engage in interest rate hedging activities.
Item 4. Controls and Procedures.
Evaluation of Disclosure Controls and Procedures
As of March 31, 2024 (the end of the period covered by this report), we carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer (Principal Executive Officer) and our Chief Financial Officer (Principal Financial Officer), of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15 of the Exchange Act). Based on that evaluation, our Chief Executive Officer (Principal Executive Officer) and our Chief Financial Officer (Principal Financial Officer) have concluded that our current disclosure controls and procedures are effective in timely alerting them of material information relating to the Company that is required to be disclosed by us in the reports we file or submit under the Exchange Act.
Changes in Internal Controls Over Financial Reporting
There have been no changes in our internal control over financial reporting that occurred for the quarter ended March 31, 2024 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
PART II
Item 1. Legal Proceedings
The Company, the Adviser and the Administrator may become party to certain lawsuits in the ordinary course of business, including proceedings relating to the enforcement of our rights under contracts with our portfolio companies. Each of the Company, the Adviser and the Administrator, is not currently subject to any material legal proceedings, nor, to our knowledge, is any material legal proceeding threatened against the Company. See also “Note 1 to Consolidated Financial Statements in Part I, Item 1. Consolidated Financial Statements and Supplementary Data” of this Form 10-Q.
Item 1A. Risk Factors
In addition to the other information set forth in this Report, you should carefully consider the risk factors previously disclosed under Item 1A of the Form 10-K, which could materially affect our business, financial condition and/or operating results. The risks disclosed in the Form 10-K are not the only risks facing us. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial may also materially and adversely affect our business, financial condition and/or operating results.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
Sales of Unregistered Securities
There were no issuances of our Common Stock during the quarter ended March 31, 2024, as part of our Private Offering pursuant to Section 4(a)(2) of the Securities Act and Regulation D thereunder.
Issuer Purchases of Equity Securities
None
Item 3. Defaults Upon Senior Securities.
None.
Item 4. Mine Safety Disclosures
Not applicable.
Item 5. Other Information
Rule 10b5-1 Trading Plans
During the fiscal quarter ended March 31, 2024, none of our directors or executive officers adopted or terminated any contract, instruction or written plan for the purchase or sale of our securities to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement.”
Item 6. Exhibits
(b) Exhibits
The following exhibits are filed as part of this report or hereby incorporated by reference to exhibits previously filed with the SEC:
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31.1* | |
31.2* | |
32.1** | |
32.2** | |
101.INS* | Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document. |
101.SCH* | Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents |
104* | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
* Filed herewith
** Furnished herewith.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| | | | | | | | | | | |
| | | SL Investment Corp. |
| | | |
Dated: May 14, 2024 | | By: | /s/ Jeffrey S. Levin |
| | | Jeffrey S. Levin Director and Chief Executive Officer (Principal Executive Officer) |
| | | |
Dated: May 14, 2024 | | By: | /s/ David Pessah |
| | | David Pessah Chief Financial Officer (Principal Financial Officer) |