SLR HC BDC 10-Q 2023 Q1 Quarterly report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM

10-Q

☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the Quarter Ended March 31, 2023    

☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Commission File Number:

000-56247

SLR HC BDC LLC

(Exact name of registrant as specified in its charter)

Delaware	85-1801692
(State of Incorporation)	(I.R.S. Employer Identification No.)
500 Park Avenue New York, N.Y.	10022
(Address of principal executive offices)	(Zip Code)

(212) 993-1670

(Registrant’s telephone number, including area code)

SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:

Title of Each Class	Trading Symbol	Name of Each Exchange on Which Registered
N/A	N/A	N/A

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  ☒    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, 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 March 31, 2023, there was no established public market for the registrant’s units. The issuer had 1,069,642 units outstanding as of May 8, 2023.

SLR HC BDC LLC

FORM

10-Q

FOR THE PERIOD ENDED MARCH 31, 2023

TABLE OF CONTENTS

Index		Page No.
PART I.	FINANCIAL INFORMATION
Item 1.	Financial Statements
	Consolidated Statements of Assets and Liabilities as of March 31, 2023 (unaudited) and December 31, 2022		3
	Consolidated Statements of Operations for the three months ended March 31, 2023 (unaudited) and the three months ended March 31, 2022 (unaudited)		4
	Consolidated Statements of Changes in Unitholders’ Capital for the three months ended March 31, 2023 (unaudited) and the three months ended March 31, 2022 (unaudited)		5
	Consolidated Statements of Cash Flows for the three months ended March 31, 2023 (unaudited) and the three months ended March 31, 2022 (unaudited)		6
	Consolidated Schedule of Investments as of March 31, 2023 (unaudited)		7
	Consolidated Schedule of Investments as of December 31, 2022		9
	Notes to Consolidated Financial Statements (unaudited)		11
	Report of Independent Registered Public Accounting Firm		31
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations		32
Item 3.	Quantitative and Qualitative Disclosures About Market Risk		43
Item 4.	Controls and Procedures		43
PART II.	OTHER INFORMATION
Item 1.	Legal Proceedings		44
Item 1a.	Risk Factors		44
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds		44
Item 3.	Defaults Upon Senior Securities		44
Item 4.	Mine Safety Disclosures		44
Item 5.	Other Information		44
Item 6.	Exhibits		45
SIGNATURES			46

2

PART I. FINANCIAL INFORMATION

In this Quarterly Report, “Company”, “we”, “us”, and “our” refer to SLR HC BDC LLC unless the context states otherwise.

Item 1. Financial Statements

SLR HC BDC LLC

Consolidated Statements of Assets and Liabilities

(in thousands, except unit amounts)

	March 31, 2023 (unaudited)		December 31, 2022
Assets
Investments at fair value:
Non-controlled/non-affiliated investments (cost: $50,625 and $43,602, respectively)	$	51,024	$	43,897
Cash		1,799		3,986
Cash equivalents (cost: $19,778 and $29,828, respectively)		19,771		29,828
Interest receivable		318		271
Prepaid expenses		78		15
Total assets	$	72,990	$	77,997
Liabilities
Payable for cash equivalents purchased	$	19,778	$	29,828
Revolving credit facility due February 2027 (the “SPV Facility”) ($18,525 and $14,675 face amounts, respectively, reported net of unamortized debt issuance costs of $587 and $624, respectively. See note 5)		17,938		14,051
Revolving credit facility due March 2024 (the “Subscription Facility”) ($10,800 and $13,800 face amounts, respectively, reported net of unamortized debt issuance costs of $82 and $49, respectively. See note 5)		10,718		13,751
Management fee payable (see note 3)		87		325
Administration fee payable (see note 3)		9		8
Interest payable (see note 5)		553		493
Other liabilities and accrued expenses		175		193
Total liabilities	$	49,258	$	58,649
Commitments and contingencies (see note 6)
Unitholders’ Capital
Common Unitholders’ capital (1,069,642 and 888,565 units, respectively, issued and outstanding)		23,461		19,461
Accumulated distributable net earnings (loss)		271		(113	)
Total unitholders’ capital	$	23,732	$	19,348
Total liabilities and unitholders’ capital	$	72,990	$	77,997
Net asset value per unit	$	22.19	$	21.77

See notes to consolidated financial statements.

3

SLR HC BDC LLC

Consolidated Statements of Operations (unaudited)

(in thousands, except unit amounts)

	Three months ended March 31, 2023			Three months ended March 31, 2022
Investment Income:
Interest income from non-controlled/non-affiliated investments	$	1,449		$	590
Other income from non-controlled/non-affiliated investments		9			—
Total investment income		1,458			590
Expenses:
Management fees (see note 3)	$	129		$	89
Administration fees (see note 3)		9			6
Interest and other credit facility expenses (see note 5)		836			231
Other general and administrative expenses		188			155
Total expenses		1,162			481
Net investment income	$	296		$	109
Realized and unrealized gain (loss) on investments and cash equivalents:
Net realized loss on non-controlled/non-affiliated investments and cash equivalents	$	(10	)	$	(1	)
Net change in unrealized gain on non-controlled/non-affiliated investments and cash equivalents		98			291
Net realized and unrealized gain on non-controlled/non-affiliated investments and cash equivalents		88			290
Net Increase in Unitholders’ Capital Resulting From Operations	$	384		$	399
Net Income Per Average Unit	$	0.42		$	0.58

See notes to consolidated financial statements.

4

SLR HC BDC LLC

Consolidated Statements of Changes in Unitholders’ Capital (unaudited)

(in thousands, except unit amounts)

	Three months ended March 31, 2023			Three months ended March 31, 2022
Increase (decrease) in unitholders’ capital resulting from operations:
Net investment income	$	296		$	109
Net realized loss		(10	)		(1	)
Net change in unrealized gain		98			291
Net increase in unitholders’ capital resulting from operations		384			399
Distributions to unitholders:
From distributable earnings		—			—
Increase in unitholders’ capital resulting from capital activity:
Contributions		4,000			—
Net increase in unitholders’ capital resulting from capital activity		4,000			—
Total increase in unitholders’ capital		4,384			399
Unitholders’ capital, beginning of period		19,348			14,612
Unitholders’ capital, end of period	$	23,732		$	15,011
Capital unit activity (see note 7):
Units issued		181,077			—
Net increase from capital unit activity		181,077			—

See notes to consolidated financial statements.

5

SLR HC BDC LLC

Consolidated Statements of Cash Flows (unaudited)

(in thousands)

	Three months ended March 31, 2023			Three months ended March 31, 2022
Cash Flows from Operating Activities:
Net increase in unitholders’ capital resulting from operations	$	384		$	399
Adjustments to reconcile net increase in unitholders’ capital resulting from operations to net cash used in operating activities:
Net realized loss on investments and cash equivalents		10			1
Net change in unrealized gain on investments		(104	)		(291	)
(Increase) decrease in operating assets:
Purchase of investments		(9,583	)		(4,879	)
Net accretion of discount on investments		(89	)		(42	)
Proceeds from disposition of investments		2,732			66
Capitalization of payment-in-kind income		(93	)		(15	)
Interest receivable		(47	)		(20	)
Prepaid expenses		(63	)		(71	)
Increase (decrease) in operating liabilities:
Payable for investments and cash equivalents purchased		(10,050	)		(6	)
Management fee payable		(238	)		26
Administration fee payable		1			2
Interest payable		60			58
Other liabilities and accrued expenses		(18	)		38
Deferred financing costs		92			65
Net Cash Used in Operating Activities		(17,006	)		(4,669	)
Cash Flows from Financing Activities:
Contributions from unitholders		4,000			—
Proceeds from borrowings		9,512			13,266
Repayments of borrowings		(8,750	)		(8,500	)
Net Cash Provided by Financing Activities		4,762			4,766
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS		(12,244	)		97
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD		33,814			20,467
CASH AND CASH EQUIVALENTS AT END OF PERIOD	$	21,570		$	20,564
Supplemental disclosure of cash flow information:
Cash paid for interest	$	776		$	173

See notes to consolidated financial statements.

6

SLR HC BDC LLC

Consolidated Schedule of Investments (unaudited)

March 31, 2023

(in thousands, except share/unit amounts)

Description	Industry		Spread above Index  (2)		Floor			Interest Rate  (1)			Acquisition Date		Maturity Date		Par Amount		Cost		Fair Value
Bank Debt/Senior Secured Loans —215.0%
Apeel Technology, Inc. (4)		Biotechnology		S+625		1.00	%		8.75	%		6/29/2022		6/1/2027	$	317	$	315	$	318
Arcutis Biotherapeutics, Inc. (3)(4)		Pharmaceuticals		L+745		0.10	%		12.12	%		12/22/2021		1/1/2027		6,288		6,347		6,367
Ardelyx, Inc. (3)(4)		Pharmaceuticals		S+795		1.00	%		12.64	%		2/23/2022		3/1/2027		851		856		855
BayMark Health Services, Inc. (4)		Health Care Providers & Services		L+500		1.00	%		10.16	%		6/29/2021		6/11/2027		4,057		4,026		4,057
BridgeBio Pharma, Inc. (3)(4)		Biotechnology		—		—			9.00	% (6)		11/17/2021		11/17/2026		3,711		3,690		3,711
Cerapedics Inc. (4)		Biotechnology		S+620		2.75	%		10.86	%		12/27/2022		1/1/2028		2,494		2,492		2,488
Fertility (ITC) Investment Holdco, LLC (4)		Health Care Providers & Services		S+650		1.00	%		11.30	%		1/4/2023		1/3/2029		2,663		2,586		2,584
Glooko, Inc. (4)		Health Care Technology		L+790		0.10	%		12.57	%		9/30/2021		10/1/2026		1,452		1,459		1,459
Maxor Acquisition, Inc. (4)		Health Care Providers & Services		S+675		1.00	%		11.90	%		3/1/2023		3/1/2029		1,775		1,722		1,722
Meditrina, Inc. (4)		Health Care Equipment & Supplies		S+550		3.45	%		10.16	%		12/20/2022		12/1/2027		312		310		311
ONS MSO, LLC (4)		Health Care Providers & Services		S+625		1.00	%		10.98	%		2/10/2023		7/8/2025		1,722		1,672		1,670
Oral Surgery Partners Holdings, LLC (4)		Health Care Providers & Services		S+650		1.00	%		11.42	%		11/29/2022		5/10/2024		1,250		1,229		1,250
Orthopedic Care Partners Management, LLC (4)		Health Care Providers & Services		S+650		1.00	%		11.38	%		8/17/2022		5/16/2024		1,310		1,303		1,310
Outset Medical, Inc. (3)(4)		Health Care Equipment & Supplies		S+515		2.75	%		9.81	%		11/3/2022		11/1/2027		3,052		3,042		3,044
Pediatric Home Respiratory Services, LLC (4)		Health Care Providers & Services		S+625		1.00	%		11.29	%		8/19/2022		12/4/2024		462		457		462
Plastics Management, LLC (4)		Health Care Providers & Services		S+500		1.00	%		9.89	%		8/26/2021		8/18/2027		3,891		3,847		3,891
RQM+ Corp. (4)		Life Sciences Tools & Services		S+575		1.00	%		10.97	%		8/20/2021		8/12/2026		4,022		3,979		4,022
SCP Eye Care, LLC (4)		Health Care Providers & Services		S+575		1.00	%		10.48	%		10/6/2022		10/5/2029		3,032		2,938		3,032
Southern Orthodontic Partners Management, LLC (4)		Health Care Providers & Services		S+600		1.00	%		11.16	%		6/3/2022		1/27/2026		604		599		604
Spectrum Pharmaceuticals, Inc. (4)		Biotechnology		S+570		2.30	%		10.36	%		9/21/2022		9/1/2027		915		908		997
SunMed Group Holdings, LLC (4)		Health Care Equipment & Supplies		L+575		0.75	%		10.77	%		6/16/2021		6/16/2028		2,023		1,995		2,023
United Digestive MSO Parent, LLC		Health Care Providers & Services		S+675		1.00	%		11.64	%		3/30/2023		3/30/2029		989		960		960
Urology Management Holdings, Inc. (4)		Health Care Providers & Services		S+625		1.00	%		11.36	%		2/7/2023		6/15/2026		717		696		695
Vapotherm, Inc. (4)		Health Care Equipment & Supplies		S+930		1.00	%		14.06	% (7)		2/18/2022		2/1/2027		3,160		3,170		3,184
Total Bank Debt/Senior Secured Loans																	$	50,598	$	51,016
															Warrants
Warrants — 0.0%
Meditrina, Inc.*		Health Care Equipment & Supplies										12/20/2022				2,719	$	2	$	2
Spectrum Pharmaceuticals, Inc.*		Biotechnology										9/21/2022				13,871		4		5
Vapotherm, Inc.*		Health Care Equipment & Supplies										2/18/2022				6,678		21		1
Total Warrants																	$	27	$	8
Total Investments (5) — 215.0%																	$	50,625	$	51,024
Cash Equivalents — 83.3%
U.S. Treasury Bill		Government										3/31/2023		6/29/2023	$	20,000	$	19,778	$	19,771
Total Investments & Cash Equivalents— 298.3%																	$	70,403	$	70,795
Liabilities in Excess of Other Assets — (198.3%)																				(47,063	)
Net Assets — 100.0%																			$	23,732

(1) Floating rate debt investments typically bear interest at a rate determined by reference to either the London Interbank Offered Rate (“LIBOR” or “L”) index rate, the Secured Overnight Financing Rate (“SOFR” or “S”) or the prime index rate (PRIME or “P”), and which typically reset monthly, quarterly or semi-annually. For each debt investment the Company has provided the current interest rate in effect as of March 31, 2023.

(2) Floating rate instruments accrue interest at a predetermined spread relative to an index, typically the LIBOR, SOFR or PRIME rate. These instruments are often subject to a LIBOR, SOFR or PRIME rate floor.

(3) Indicates assets that the Company believes may not represent “qualifying assets” under Section 55(a) of the Investment Company Act of 1940, as amended (the “1940 Act”). If we fail to invest a sufficient portion of our assets in qualifying assets, we could be prevented from making follow-on investments in existing portfolio companies or could be required to dispose of investments at inappropriate times in order to comply with the 1940 Act. As of March 31, 2023, on a fair value basis, non-qualifying assets in the portfolio represented 19.1% of the total assets of the Company.

(4) Indicates an investment that is wholly or partially held by the Company through its wholly-owned financing subsidiary SLR HC BDC SPV LLC (the “SPV”). Such investments are pledged as collateral under the SPV Facility (see Note 5 to the consolidated financial statements) and are not generally available to creditors, if any, of the Company.

See notes to consolidated financial statements.

7

SLR HC BDC LLC

Consolidated Schedule of Investments (unaudited) (continued)

March 31, 2023

(in thousands)

(5) Aggregate net unrealized appreciation for U.S. federal income tax purposes is $33; aggregate gross unrealized appreciation and depreciation for U.S. federal tax purposes is $429 and $396, respectively, based on a tax cost of $50,991. The Company generally acquires its investments in private transactions exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”). These investments are generally subject to certain limitations on resale, and may be deemed to be “restricted securities” under the Securities Act. All investments are Level 3 unless otherwise indicated.

(6) BridgeBio Pharma, Inc. may elect to defer up to 3.00% of the coupon as PIK.

(7) Vapotherm, Inc. may elect to defer up to 9.00% of the coupon as PIK.

* Non-income producing security.

Industry Classification	Percentage of Total Investments (at fair value) as of March 31, 2023
Health Care Providers & Services		43.6	%
Health Care Equipment & Supplies		16.8	%
Biotechnology		14.7	%
Pharmaceuticals		14.1	%
Life Science Tools & Services		7.9	%
Health Care Technology		2.9	%
Total Investments		100.0	%

See notes to consolidated financial statements.

8

SLR HC BDC LLC

Consolidated Schedule of Investments

December 31, 2022

(in thousands, except share/unit amounts)

Description	Industry	Spread above Index  (2)		Floor			Interest Rate  (1)			Acquisition Date		Maturity Date		Par Amount		Cost		Fair Value
Bank Debt/Senior Secured Loans —226.8%
Apeel Technology, Inc. (4)	Biotechnology		S+625		1.00	%		8.75	%		6/29/2022		6/1/2027	$	317	$	315	$	317
Arcutis Biotherapeutics, Inc. (3)(4)	Pharmaceuticals		L+745		0.10	%		11.62	%		12/22/2021		1/1/2027		6,288		6,322		6,367
Ardelyx, Inc. (3)(4)	Pharmaceuticals		L+795		0.10	%		12.12	%		2/23/2022		3/1/2027		851		854		853
BayMark Health Services, Inc. (4)	Health Care Providers & Services		L+500		1.00	%		9.73	%		6/29/2021		6/11/2027		4,068		4,034		4,068
BridgeBio Pharma, Inc. (3)(4)	Biotechnology		—		—			9.00	% (6)		11/17/2021		11/17/2026		3,683		3,656		3,683
Cerapedics Inc. (4)	Biotechnology		S+620		2.75	%		10.52	%		12/27/2022		1/1/2028		2,494		2,488		2,488
Glooko, Inc. (4)	Health Care Technology		L+790		0.10	%		12.07	%		9/30/2021		10/1/2026		1,452		1,456		1,455
Ivy Fertility Services, LLC (4)	Health Care Providers & Services		L+625		1.00	%		10.39	%		12/22/2021		2/25/2026		2,697		2,659		2,724
Meditrina, Inc. (4)	Health Care Equipment & Supplies		S+550		3.45	%		9.82	%		12/20/2022		12/1/2027		312		309		311
Oral Surgery Partners Holdings, LLC	Health Care Providers & Services		S+625		1.00	%		10.92	%		11/29/2022		5/10/2024		567		557		556
Orthopedic Care Partners Management, LLC (4)	Health Care Providers & Services		S+650		1.00	%		10.91	%		8/17/2022		5/16/2024		1,087		1,080		1,087
Outset Medical, Inc. (3)(4)	Health Care Equipment & Supplies		S+515		2.75	%		9.33	%		11/3/2022		11/1/2027		3,052		3,034		3,029
Pediatric Home Respiratory Services, LLC (4)	Health Care Providers & Services		S+625		1.00	%		10.67	%		8/19/2022		12/4/2024		463		457		459
Plastics Management, LLC (4)	Health Care Providers & Services		S+500		1.00	%		9.89	%		8/26/2021		8/18/2027		3,107		3,069		3,107
RQM+ Corp. (4)	Life Sciences Tools & Services		S+575		1.00	%		10.59	%		8/20/2021		8/12/2026		4,033		3,986		4,033
SCP Eye Care, LLC (4)	Health Care Providers & Services		S+575		1.00	%		9.46	%		10/6/2022		10/5/2029		2,905		2,813		2,810
Southern Orthodontic Partners Management, LLC (4)	Health Care Providers & Services		S+600		1.00	%		10.77	%		6/3/2022		1/27/2026		489		485		489
Spectrum Pharmaceuticals, Inc. (4)	Biotechnology		S+570		2.30	%		9.88	%		9/21/2022		9/1/2027		915		905		906
SunMed Group Holdings, LLC (4)	Health Care Equipment & Supplies		L+575		0.75	%		10.48	%		6/16/2021		6/16/2028		2,033		2,004		2,033
Vapotherm, Inc.	Health Care Equipment & Supplies		S+830		1.00	%		12.58	% (7)		2/18/2022		2/1/2027		3,095		3,094		3,111
Total Bank Debt/Senior Secured Loans																$	43,577	$	43,886
														Warrants
Warrants — 0.1%
Meditrina, Inc.*	Health Care Equipment & Supplies										12/20/2022				2,719	$	2	$	2
Spectrum Pharmaceuticals, Inc.*	Biotechnology										9/21/2022				13,871		4		1
Vapotherm, Inc.*	Health Care Equipment & Supplies										2/18/2022				3,324		19		8
Total Warrants																$	25	$	11
Total Investments (5) — 226.9%																$	43,602	$	43,897
Cash Equivalents — 154.1%
U.S. Treasury Bill	Government										12/30/2022		2/23/2023	$	30,000	$	29,828	$	29,828
Total Investments & Cash Equivalents— 381.0%																$	73,430	$	73,725
Liabilities in Excess of Other Assets — (281.0%)																			(54,377	)
Net Assets — 100.0%																		$	19,348

(1) Floating rate debt investments typically bear interest at a rate determined by reference to either the London Interbank Offered Rate (“LIBOR” or “L”) index rate, the Secured Overnight Financing Rate (“SOFR” or “S”) or the prime index rate (PRIME or “P”), and which typically reset monthly, quarterly or semi-annually. For each debt investment SLR HC BDC LLC (the “Company”, “we”, “us” or “our”) has provided the current interest rate in effect as of December 31, 2022.

(2) Floating rate instruments accrue interest at a predetermined spread relative to an index, typically the LIBOR, SOFR or PRIME rate. These instruments are often subject to a LIBOR, SOFR or PRIME rate floor.

(3) Indicates assets that the Company believes may not represent “qualifying assets” under Section 55(a) of the Investment Company Act of 1940, as amended (“1940 Act”). If we fail to invest a sufficient portion of our assets in qualifying assets, we could be prevented from making follow-on investments in existing portfolio companies or could be required to dispose of investments at inappropriate times in order to comply with the 1940 Act. As of December 31, 2022, on a fair value basis, non-qualifying assets in the portfolio represented 17.9% of the total assets of the Company.

(4) Indicates an investment that is wholly or partially held by SLR HC BDC LLC (the “Company”, “we”, “us” or “our”) through its wholly-owned financing subsidiary SLR HC BDC SPV LLC (the “SPV”). Such investments are pledged as collateral under the SPV Facility (see Note 5 to the consolidated financial statements) and are not generally available to creditors, if any, of the Company.

(5) Aggregate net unrealized depreciation for U.S. federal income tax purposes is $71; aggregate gross unrealized appreciation and depreciation for U.S. federal tax purposes is $318 and $389, respectively, based on a tax cost of $43,968. The Company generally acquires its investments in private transactions exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”). These investments are generally subject to certain limitations on resale, and may be deemed to be “restricted securities” under the Securities Act. All investments are Level 3 unless otherwise indicated.

(6) BridgeBio Pharma, Inc. may elect to defer up to 3.00% of the coupon as PIK.

(7) Vapotherm, Inc. may elect to defer up to 8.00% of the coupon as PIK.

* Non-income producing security.

See notes to consolidated financial statements.

9

SLR HC BDC LLC

Consolidated Schedule of Investments (continued)

December 31, 2022

(in thousands)

Industry Classification	Percentage of Total Investments (at fair value) as of December 31, 2022
Health Care Providers & Services		34.9	%
Health Care Equipment & Supplies		19.3	%
Biotechnology		16.8	%
Pharmaceuticals		16.5	%
Life Science Tools & Services		9.2	%
Health Care Technology		3.3	%
Total Investments		100.0	%

See notes to consolidated financial statements.

10

SLR HC BDC LLC

Notes to Consolidated Financial Statements (unaudited)

March 31, 2023

(in thousands, except unit amounts)

Note 1. Organization

SLR HC BDC LLC (the “Company”, “we”, “us” or “our”) is a Delaware limited liability company formed on July 7, 2020 as a

closed-end,

externally managed investment company that has elected to be regulated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (“the 1940 Act”). Furthermore, as the Company is an investment company, it applies the guidance in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946. In addition, for U.S. federal income tax purposes, the Company elected to be treated, and intends to qualify annually, as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). As a BDC and a RIC, we are required to comply with certain regulatory requirements. The Company was formed primarily to provide investors with attractive long-term returns through investments made pursuant to the investment strategy of the Company described below. SLR Capital Partners, LLC (the “Adviser” or “SLR”) serves as the Company’s investment adviser pursuant to an investment management agreement with the Company (as amended, restated or otherwise modified from time to time, the “Investment Management Agreement”).

In connection with the Company’s formation, the Company issued and sold 40 units to the Adviser (the “Initial Unitholder”), which were acquired for an initial capital contribution of $1 on January 5, 2021 in reliance upon the available exemptions from registration requirements of Section 4(a)(2) of the Securities Act. The Company’s capital commitments total $83,850. The Company’s initial drawdown occurred on March 8, 2021 with the sale and issuance of units at an aggregate purchase price of $3,500 or $29.30 per unit. Prior to the issuance of units on March 8, 2021, the Initial Unitholder’s initial seed capital was withdrawn from the Company and its Units were canceled. As of March 31, 2023, $24,000 of capital commitments were drawn and $59,850 were unfunded.

The Company pursues a corporate lending strategy focused on direct sourcing, underwriting and managing a diverse portfolio of private loans to U.S. healthcare companies. The Company’s principal focus is to invest in two differentiated strategies: first lien healthcare cash flow loans and first lien life science loans. First lien healthcare cash flow loans are expected to be made to private equity-owned upper middle market healthcare companies with EBITDA between approximately $25,000 and $100,000. These loan tranches are expected to range in size from $100,000 to $300,000. Healthcare cash flow loans are generally expected to have a five to six year final maturity and are often repaid within three years. First lien life science loans are expected to be made to venture capital owned

pre-commercialization

or early revenue drug and device development companies. These loan tranches are expected to range in size from $25,000 to $150,000. Loans to life science companies are generally expected to have an initial interest-only period and then straight-line amortization with a four to five year final maturity. These loans are often repaid within two to three years. The Company expects to primarily invest in

non-investment

grade debt instruments. The Company also expects that some of its investments will contain delayed-draw term loan type features (which is a legally binding commitment by the Company to fund additional term loans to a borrower in the future) and/or other types of unfunded commitments.

11

SLR HC BDC LLC

Notes to Consolidated Financial Statements (unaudited) (continued) 

March 31, 2023

(in thousands, except unit amounts)

The Company is organized for investors who may invest through one or more investment funds created by one or more financial institutions unaffiliated with the Company (collectively, the “Access Fund”). The Company was permitted to hold closings at any time during the offering period (the “Offering Period”), which ended on December 31, 2022. The term of the Company is expected to be seven years from the Company’s final closing with the Access Fund, which was held on February 11, 2021, unless the Company is terminated earlier or causes the units (or securities into which the units are converted or exchanged) to be listed for trading on a national securities exchange (an “Exchange Listing”) as set forth in the Limited Liability Company Agreement of the Company (as amended, restated or otherwise modified from time to time, the “LLC Agreement”), but may be extended by the board of directors for up to two consecutive one year periods upon approval of the Company’s independent directors and the approval of unitholders of the Company (“Unitholders”), which approval will be obtained through a

non-1940

Act vote as described in Item 11 of the Company’s Form 10. The Company may be dissolved and its affairs wound up prior to the end of the term under the circumstances set forth in the LLC Agreement. The fiscal year end of the Company is December 31.

At any time prior to the end of the term, subject to the requirements of the 1940 Act and applicable law, the board of directors may, without the approval of Unitholders, cause the units (or securities into which the units are converted or exchanged) to be listed for trading on a national securities exchange. In connection with any such exchange listing, subject to the requirements of the 1940 Act and applicable law, the board of directors may, without the approval of Unitholders, cause the Company to complete (i) an initial public offering, (ii) a merger with another entity, including an affiliated company, subject to any limitations under the 1940 Act, (iii) the sale, exchange or disposition of all or a portion of the assets of the Company, or (iv) a conversion of the Company into a corporation incorporated in a state determined by the board of directors, either through a conversion in accordance with applicable law, a merger with or into an existing corporation, or otherwise, in which all units will be converted into or exchanged for shares of common stock of the resulting corporation. If the Company is unable to effectuate an exchange listing prior to the end of the term, the Company will use commercially reasonable efforts to wind down or liquidate p

ur

suant to the procedures set forth in the LLC Agreement.

Note 2. Summary of Significant Accounting Policies

The accompanying consolidated financial statements have been prepared on the accrual basis of accounting in conformity with U.S. generally accepted accounting principles (“GAAP”), and include the accounts of the Company and certain wholly-owned subsidiaries. The consolidated financial statements reflect all adjustments and reclassifications which, in the opinion of management, are necessary for the fair presentation of the results of the operations and financial condition for the periods presented.

Interim consolidated financial statements are prepared in accordance with GAAP for interim financial information and pursuant to the requirements for reporting on Form

10-Q

and Regulation

S-X,

as appropriate. Accordingly, they may not include all of the information and notes required by GAAP for annual consolidated financial statements. GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reported period. Changes in the economic environment, financial markets and any other parameters used in determining these estimates could cause actual results to differ materially. The current period’s results of operations will not necessarily be indicative of results that ultimately may be achieved for the fiscal year ending on December 31, 2023.

In the opinion of management, all adjustments which are of a normal recurring nature considered necessary for the fair presentation of financial statements, have been included.

12

SLR HC BDC LLC

Notes to Consolidated Financial Statements (unaudited) (continued) 

March 31, 2023

(in thousands, except unit amounts)

The significant accounting policies consistently followed by the Company are:

(a) Investment transactions are accounted for on the trade date;

(b) In accordance with GAAP and the 1940 Act, the Company’s assets will generally be valued as follows:

(i) securities or other instruments (other than as referred to in clauses (ii) and (iii) below) for which market quotes are readily available and deemed to represent fair value under GAAP will be valued based on quotes obtained from a quotation reporting system, market makers or pricing services (when deemed to represent fair value under GAAP). A market quotation is readily available for a security only when that quotation is a quoted price (unadjusted) in active markets for identical investments that the Company can access at the measurement date, provided that a quotation will not be readily available if it is not reliable. If the Company anticipates using a market quotation for a security, it will also monitor for circumstances that may necessitate the use of fair value, such as significant events that may cause concern over the reliability of a market quotation;

(ii) exchange-traded options, futures and options on futures will be valued at the settlement price determined by the exchange or through the use of a model such as Black-Scholes;

(iii) short-term investments with maturities of sixty (60) days or less generally will be valued at amortized cost; and

(iv) securities, loans or other instruments for which market quotes are not readily available or reliable under GAAP will be valued as described below:

a. the quarterly valuation process begins with each portfolio company or investment being initially valued by the investment professionals of SLR responsible for the portfolio investment;

b. preliminary valuation conclusions are then documented and discussed with senior management of the Adviser;

c. the audit committee of the Board of Directors ( the “Board”) reviews the preliminary valuations of the Adviser and third party valuation specialist, if any, and responds to the valuation recommendations to reflect any comments; and

d. the Board discusses valuations and determines the fair value of each investment in the Company’s portfolio in good faith based on the input of the Adviser, the audit committee, and third party valuation specialist, if any, which may from time to time be engaged by the Board.

The valuation principles set forth above may be modified from time to time without notice to Unitholders, in whole or in part, as determined by the Board in its sole discretion.

The Board will also (1) periodically assess and manage valuation risks; (2) establish and apply fair value methodologies; (3) test fair value methodologies; (4) oversee and evaluate third-party pricing services, as applicable; (5) oversee the reporting required by Rule

2a-5

under the 1940 Act; and (6) maintain recordkeeping requirements under Rule

2a-5.

13

SLR HC BDC LLC

Notes to Consolidated Financial Statements (unaudited) (continued) 

March 31, 2023

(in thousands, except unit amounts)

When an external event such as a purchase transaction, public offering or subsequent equity sale occurs, the Company will consider the pricing indicated by the external event to corroborate the valuation. Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the investments may differ significantly from the values that would have been used had a readily available market value existed for such investments, and the differences could be material.

Investments are valued utilizing a market approach, an income approach, or both approaches, as appropriate. However, in accordance with ASC

820-10,

certain investments that qualify as investment companies in accordance with ASC 946, may be valued using net asset value as a practical expedient for fair value. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities (including a business). The income approach uses valuation approaches to convert future amounts (for example, cash flows or earnings) to a single present amount (discounted). The measurement is based on the value indicated by current market expectations about those future amounts. In following these approaches, the types of factors that we may take into account in fair value pricing our investments include, as relevant: available current market data, including relevant and applicable market trading and transaction comparables, applicable market yields and multiples, security covenants, call protection provisions, the nature and realizable value of any collateral, the portfolio company’s ability to make payments, its earnings and discounted cash flows, the markets in which the portfolio company does business, comparisons of financial ratios of peer companies that are public, M&A comparables, and enterprise values, among other factors. When available, broker quotations and/or quotations provided by pricing services are considered as an input in the valuation process. For the three months ended March 31, 2023, there has been no change to the Company’s valuation approaches or techniques and the nature of the related inputs considered in the valuation process.

ASC Topic 820 classifies the inputs used to measure these fair values into the following hierarchy:

Level

 1

: Unadjusted quoted prices in active markets for identical assets or liabilities, accessible by the Company at the measurement date.

Level

 2

: Quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, or other observable inputs other than quoted prices.

Level

 3

: Unobservable inputs for the asset or liability.

In all cases, the level in the fair value hierarchy within which the fair value measurement in its entirety falls is determined based on the lowest level of input that is significant to the fair value measurement. Our assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to each investment. The exercise of judgment is based in part on our knowledge of the asset class and our prior experience.

(c) Gains or losses on investments are calculated by using the specific identification method.

(d) The Company records dividend income and interest, adjusted for amortization of premium and accretion of discount, on an accrual basis. Loan origination fees, original issue discount, and market discounts are capitalized and we amortize such amounts into income using the effective interest method. Upon the prepayment of a loan, any unamortized loan origination fees are recorded as interest income. We record call premiums on loans repaid as interest income when we receive such amounts. Capital structuring fees, amendment fees, consent fees, and any other non-recurring fee income as well as management fee and other fee income for services rendered, if any, are recorded as other income when earned.

14

SLR HC BDC LLC

Notes to Consolidated Financial Statements (unaudited) (continued) 

March 31, 2023

(in thousands, except unit amounts)

(e) The Company intends to comply with the applicable provisions of the Code pertaining to regulated investment companies to make distributions of taxable income sufficient to relieve it of substantially all U.S. federal income taxes. The Company, at its discretion, may carry forward taxable income in excess of calendar year distributions and pay a 4% excise tax on this income. The Company will accrue excise tax on such estimated excess taxable income as appropriate.

(f) Book and tax basis differences relating to Unitholder distributions and other permanent book and tax differences are typically reclassified among the Company’s capital accounts annually. In addition, the character of income and gains to be distributed is determined in accordance with income tax regulations that may differ from GAAP.

(g) Distributions to Unitholders are recorded as of the record date. The amount to be paid out as a distribution is determined by the Board. Net realized capital gains, if any, are generally distributed or deemed distributed at least annually.

(h) In accordance with Regulation S-X and ASC Topic 810— Consolidation , the Company consolidates its interest in controlled investment company subsidiaries, financing subsidiaries and certain wholly-owned holding companies that serve to facilitate investment in portfolio companies. In addition, the Company may also consolidate any controlled operating companies substantially all of whose business consists of providing services to the Company.

(i) The accounting records of the Company are maintained in U.S. dollars. Any assets and liabilities denominated in foreign currencies are translated into U.S. dollars based on the rate of exchange of such currencies against the U.S. dollar on the date of valuation. The Company will not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations would be included with the net unrealized gain or loss from investments. The Company’s investments in foreign securities, if any, may involve certain risks, including without limitation: foreign exchange restrictions, expropriation, taxation or other political, social or economic risks, all of which could affect the market and/or credit risk of the investment. In addition, changes in the relationship of foreign currencies to the U.S. dollar can significantly affect the value of these investments in terms of U.S. dollars and therefore the earnings of the Company.

(j) In accordance with ASC 835-30, the Company reports origination and other expenses related to certain debt issuances, if any, as a direct deduction from the carrying amount of the debt liability. Applicable expenses are deferred and amortized using either the effective interest method or the straight-line method over the stated life. The straight-line method may be used on revolving facilities and/or when it approximates the effective yield method.

(k) The Company records expenses related to applicable equity offering costs as a charge to capital upon the sale of units, in accordance with ASC 946-20-25.

(l) Investments that are expected to pay regularly scheduled interest in cash are generally placed on non-accrual status when principal or interest cash payments are past due 30 days or more and/or when it is no longer probable that principal or interest cash payments will be collected. Such non-accrual investments are restored to accrual status if past due principal and interest are paid in cash, and in management’s judgment, are likely to continue timely payment of their remaining principal and interest obligations. Cash interest payments received on such investments may be recognized as income or applied to principal depending on management’s judgment.

15

SLR HC BDC LLC

Notes to Consolidated Financial Statements (unaudited) (continued) 

March 31, 2023

(in thousands, except unit amounts)

(m) The Company records expenses directly related to its organization as incurred.

(n) The Company defines cash equivalents as securities that are readily convertible into known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Generally, only securities with a maturity of three months or less would qualify, with limited exceptions. The Company believes that certain U.S. Treasury bills, repurchase agreements and other high-quality, short-term debt securities would qualify as cash equivalents.

Note 3. Agreements and Related Party Transactions

Pursuant to the Investment Management Agreement we have entered into with the Adviser, we intend to pay the Adviser certain management and incentive fees prior to and following an Exchange Listing. Prior to an Exchange Listing, the Adviser has been appointed to provide administrative and coordination services to the Company (in such capacity, the “Administrative Coordinator”). The Company will pay an administration fee to the Administrative Coordinator for such administrative and coordination services, each as defined and described further below. Following an Exchange Listing, we intend to enter into a separate administration agreement with an affiliate pursuant to which administrative services would be provided to the Company, as described further below. The cost of the base management fee, the incentive fee and the administration fee will ultimately be borne by our Unitholders.

Management Fees

The Company will pay the Adviser a management fee prior to an Exchange Listing (as the same may be adjusted pursuant to the LLC Agreement and the Investment Management Agreement, the

“Pre-Exchange

Listing Management Fee”) and a management fee following an Exchange Listing (as the same may be adjusted pursuant to the LLC Agreement and the Investment Management Agreement, the “Post-Exchange Listing Management Fee” and, together with the

Pre-Exchange

Listing Management Fee, the “Management Fee”). The Management Fee will be payable quarterly in arrears, as follows:

• Pre-Exchange Listing . Prior to an Exchange Listing, the Pre-Exchange Listing Management Fee will be calculated as of the close of business on the last day of each calendar quarter in an amount equal to 1.50% per annum of Invested Capital (defined as, as of any date, the sum of (i) capital contributions to the Company used to make Portfolio Investments and (ii) the total amount of credit drawn on subscription or similarly structured credit facilities).

16

SLR HC BDC LLC

Notes to Consolidated Financial Statements (unaudited) (continued) 

March 31, 2023

(in thousands, except unit amounts)

• Post-Exchange Listing . Following an Exchange Listing, the Post-Exchange Listing Management Fee will be an amount equal to 1.50% per annum of the average value of the Company’s total assets at the end of the two most recently completed calendar quarters; provided, however, the Post-Exchange Listing Management Fee will be calculated at an annual rate of 1.00% of the average value of the Company’s total assets at the end of the two most recently completed calendar quarters that exceeds the product of (i) 200% and (ii) the value of the Company’s total net assets at the end of the immediately preceding calendar quarter.

The Management Fee will be appropriately adjusted for any stub period. The Adviser may arrange for the Company to direct to a placement agent any portion of the

management

fee which the Adviser is owed for purposes of paying any placement fee that the Adviser owes to such placement agent.

The Adviser will have the right, in its sole discretion, to waive or reduce, as well as recoup in a subsequent period, the Management Fee to which the Adviser is entitled in respect of all Unitholders’ Units in any particular calendar quarter. Any such Management Fee may be recouped by the Adviser in a future calendar quarter within three years of the date of the applicable waiver of the Management Fee.

 No Management Fees have been waived as of March 31, 2023.

Incentive Fee

Distributions

. Prior to an Exchange Listing, the Company makes distributions out of two categories: Current Proceeds and Disposition Proceeds (collectively referred to as “Investment Proceeds”). “Disposition Proceeds” means all amounts received by the Company upon the disposition of an investment, including full or partial repayments or amortization of principal (but excluding Current Proceeds). “Current Proceeds” means all proceeds from investments, including interest income, fee income, prepayment fees and exit fees, other than Disposition Proceeds, less Company expenses. The Adviser apportions each Unitholder’s pro rata share of Investment Proceeds between Disposition Proceeds and Current Proceeds.

Pre-Exchange

Listing Incentive Fee

.Prior to an Exchange Listing, and subject to availability, the Company will cause distributable cash to be distributed to Unitholders and to be paid to the Adviser as an incentive fee (the

“Pre-Exchange

Listing Incentive Fee”). Amounts of Investment Proceeds apportioned to Unitholders are divided between and distributed to Unitholders, on the one hand, and the Adviser, on the other hand, in the following amounts and order of priority:

(i) Disposition Proceeds apportioned to Unitholders shall be divided between and distributed to Unitholders, on the one hand, and paid to the Adviser as a

Pre-Exchange

Listing Incentive Fee, on the other hand, in the following amounts and order of priority:

(A) First, Return of Capital Contributions:

100

% to such Unitholder until such Unitholders has received cumulative distributions of Investment Proceeds pursuant to this clause (A) equal to such Unitholder’s total capital contributions to the Company (including amounts contributed to pay

Pre-Exchange

Listing Management Fees,

Pre-Exchange

Listing Administration Fees (defined below), Organizational Expenses (defined below) and other Company expenses);

17

SLR HC BDC LLC

Notes to Consolidated Financial Statements (unaudited) (continued) 

March 31, 2023

(in thousands, except unit amounts)

(B) Second, Unitholder Preferred Return: 100% of all remaining Disposition Proceeds to Unitholders until they have each received cumulative distributions of Investment Proceeds, without duplication, pursuant to this clause (B) and clause (D) below and clause (ii)(A) and (ii)(C) below equal to 6% per annum, compounded annually, on Unitholders’ capital contributions to the Company (including amounts contributed to pay

Pre-Exchange

Listing Management Fees,

Pre-Exchange

Listing Administration Fees, Organizational Expenses and other Company expenses), determined on the basis of all capital contributions made by such Unitholder and considering all distributions (including the subject distribution) under this

“—Pre-Exchange

Listing Incentive Fee” made to such Unitholder (computed from the dates that such capital contributions were due (or, if actually made later, the date on which such capital contributions were actually made) until the date that the Company, in its sole discretion, designates distributable cash as available for distribution or, if no such designation is made, the occurrence of an Event of Dissolution, as defined in the LLC Agreement) (the “Preferred Return”);

(C) Third, Adviser Catch Up: 100% of all remaining Disposition Proceeds to the Adviser as a

Pre-Exchange

Listing Incentive Fee, until the Adviser has received payments of Investment Proceeds with respect to Unitholders pursuant to this clause (C) and clause (ii)(B) below equal to 10% of the total amounts due to Unitholders and earned by the Adviser pursuant to clause (B) above and this clause (C) and clause (ii)(A) and (ii)(B) below; and

(D) Fourth, 90%/10%: 90% of all remaining Disposition Proceeds to Unitholders and 10% of all remaining Disposition Proceeds to the Adviser as a

Pre-Exchange

Listing Incentive Fee.

In no event will the Adviser receive amounts of

Pre-Exchange

Listing Incentive Fees under clause (i)(C) and (i)(D) above in excess of the percentage of the Disposition Proceeds actually distributed to Unitholders pursuant to clause (i)(B), (i)(C) and (i)(D) above.

In no event will the Adviser receive amounts attributable to Disposition Proceeds that, as of any distribution or payment date, exceeds 20% of cumulative realized capital gains net of all cumulative realized capital losses and unrealized capital depreciation.

(ii) Current Proceeds apportioned to Unitholders shall be divided between and distributed to Unitholders, on the one hand, and paid to the Adviser as a

Pre-Exchange

Listing Incentive Fee, on the other hand, in the following amounts and order of priority:

(A) First, Unitholder Preferred Return: 100% of all Current Proceeds to Unitholders until Unitholders have received cumulative distributions of Investment Proceeds, without duplication, pursuant to this clause (A) and clause (C) below and pursuant to clause (i)(B) and clause (i)(D) above equal to the Preferred Return;

(B) Second, Adviser Catch Up: Second, 100% of all remaining Current Proceeds to the Adviser as a

Pre-Exchange

Listing Incentive Fee until the Adviser has received payments of Investment Proceeds with respect to Unitholders pursuant to this clause (B) and clause (i)(C) above equal to 10% of the total amounts due to Unitholders and earned by the Adviser pursuant to clause (A) above and this clause (B) and pursuant to clause (i)(B) and clause (i)(C) above; and

(C) Third, 90%/10%: Thereafter, 90% of all remaining Current Proceeds to Unitholders and 10% of all remaining Current Proceeds to the Adviser as a

Pre-Exchange

Listing Incentive Fee.

18

SLR HC BDC LLC

Notes to Consolidated Financial Statements (unaudited) (continued) 

March 31, 2023

(in thousands, except unit amounts)

In no event will the Adviser receive amounts of

Pre-Exchange

Listing Incentive Fees under clause (ii)(B) and (ii)(C) above in excess of the percentage of the Current Proceeds actually distributed to Unitholders pursuant to clause (ii)(A), (ii)(B) and (ii)(C) above.

Post-Exchange Listing Incentive Fee

. Following an Exchange Listing, the Company will pay an incentive fee to the Adviser consisting of two parts, as follows (the “Post-Exchange Listing Incentive Fee”):

(i) Pre-Incentive Fee Net Investment Income. One part will be calculated and payable quarterly in arrears based on the net investment income for the immediately preceding calendar quarter.

a. For this purpose, Pre-Incentive Fee Net Investment Income means interest income, dividend income and any other income (including any other fees (other than fees for providing managerial assistance), such as commitment, origination, structuring, diligence and consulting fees or other fees that the Company receives from portfolio companies) accrued by the Company during the calendar quarter, minus the Company’s operating expenses for the quarter (including the Post-Exchange Listing Management Fees, expenses payable under an administration agreement, and any interest expense and dividends paid on any issued and outstanding preferred stock, but excluding the Post-Exchange Listing Incentive Fee).

b. Pre-Incentive Fee Net Investment Income does not include any realized capital gains, realized capital losses or unrealized capital appreciation or depreciation. Pre-Incentive Fee Net Investment Income, expressed as a rate of return on the value of the Company’s net assets at the end of the immediately preceding calendar quarter, will be compared to a “hurdle rate” of 1.50% per quarter (6.00% annualized). The Company’s Pre-Incentive Fee Net Investment Income used to calculate this part of the Post-Exchange Listing Incentive Fee is also included in the amount of its gross assets used to calculate the 1.50% Post-Exchange Listing Management Fees.

c. The Company will pay the Adviser a Post-Exchange Listing Incentive Fee with respect to the Company’s Pre-Incentive Fee Net Investment Income in each calendar quarter as follows:

i. no Post-Exchange Listing Incentive Fee in any calendar quarter in which the Company’s Pre-Incentive Fee Net Investment Income does not exceed the quarterly hurdle rate of 1.50%;

19

SLR HC BDC LLC

Notes to Consolidated Financial Statements (unaudited) (continued) 

March 31, 2023

(in thousands, except unit amounts)

ii. 100% of the Company’s Pre-Incentive Fee Net Investment Income with respect to that portion of such Pre-Incentive Fee Net Investment Income, if any, that exceeds the hurdle rate but is less than 1.875% in any calendar quarter (7.5% annualized); this portion of the Pre-Incentive Fee Net Investment Income (which exceeds the hurdle but is less than 1.875%) is referred to herein as the “catch-up.” The “catch-up” is meant to provide the Adviser with 20% of the Company’s Pre-Incentive Fee Net Investment Income as if a hurdle did not apply if this Pre-Incentive Fee Net Investment Income exceeds 1.875% in any calendar quarter; and

iii. 20% of the amount of the Company’s Pre-Incentive Fee Net Investment Income, if any, that exceeds 1.875% in any calendar quarter (7.5% annualized) payable to the Adviser (once the hurdle is reached and the catch-up is achieved, 20% of all Pre-Incentive Fee Net Investment Income thereafter is allocated to the Adviser).

These calculations will be

appropriately pro-rated for

any period of less than three months.

Capital Gains Fee

. The second part of the Post-Exchange Listing Incentive Fee, the “Capital Gains Fee”, will be determined and payable in arrears as of the end of each calendar year (or upon termination of the Investment Management Agreement as set forth below), commencing as of the end of the first fiscal year following an Exchange Listing, and will equal 20.0% of the Company’s realized capital gains, if any, on a cumulative basis through the end of each calendar year, computed net of all realized capital losses and unrealized capital depreciation as of each fiscal year end, less the amount of any previously paid capital gain Post-Exchange Listing Incentive Fees, with respect to the Company; provided that the Post-Exchange Listing Incentive Fee determined as of the end of the fiscal year in which an Exchange Listing is completed will be calculated for a period of shorter than twelve calendar months to take into account any realized capital gains computed net of all realized capital losses and unrealized capital depreciation. In the event that the Investment Management Agreement will terminate as of a date that is not a calendar year end, the termination date will be treated as though it were a calendar year end for purposes of calculating and paying a Capital Gains Fee.

Administration Fees and Expenses

Pre-Exchange

Listing Administration Fees

. The Company will pay SLR, in its capacity as the Administrative Coordinator, a fee (the

“Pre-Exchange

Listing Administration Fee”), calculated as of the close of business in New York, New York on the last day of each calendar quarter (the “Administration Fee Calculation Date”), in an amount equal to 0.08% per annum of the average Cost Basis (defined as, as of any date, the aggregate accreted and amortized cost of all Portfolio Investments, including (i) any amounts reinvested in Portfolio Investments and (ii) the cost of Portfolio Investments acquired using leverage), as measured on the last day of the preceding quarter and the last day of the current quarter for the period ended and payable quarterly in arrears after such Administration Fee Calculation Date. The

Pre-Exchange

Listing Administration Fee will not offset any fees paid to the Adviser. The Administrative Coordinator will be responsible for all expenses of its own staff responsible for (i) certain

on-going,

routine,

non-investment-related

administrative services for the Company, (ii) the coordination of various third party services needed or required by the Company and (iii) certain Unitholder servicing functions.

The

Pre-Exchange

Listing Administration Fee will be appropriately adjusted for any stub period.

20

SLR HC BDC LLC

Notes to Consolidated Financial Statements (unaudited) (continued) 

March 31, 2023

(in thousands, except unit amounts)

The Administrative Coordinator will have the right, in its sole discretion, to waive, as well as recoup in a subsequent period, the

Pre-Exchange

Listing Administration Fee to which it is entitled in respect of all Unitholders’ Units in any particular calendar quarter. Any such

Pre-Exchange

Listing Administration Fee may be recouped by the Administrative Coordinator in a future calendar quarter within three years of the date of the applicable waiver of the

Pre-Exchange

Listing Administration Fee.

No Administration Fees have been waived as of March 31, 2023.

Post-Exchange Listing Administration Expenses

. In connection with an Exchange Listing, and subject to Board approval, the Company intends to enter into an administration agreement with SLR Capital Management, LLC (“SCM”) pursuant to which SCM will provide administrative services to the Company. For providing these services, facilities and personnel, the Company will reimburse SCM for the Company’s allocable portion of overhead and other expenses incurred by SCM in performing its obligations under the administration agreement (together with the

Pre-Exchange

Listing Administration Fee, the “Administration Expenses”).

For the three months ended March 31, 2023 and 2022, the Company incurred $129 and $89, respectively, in Management Fees, $9 and $6, respectively, in Administration Fees and $0 and $0, respectively in Incentive Fees.

In addition, prior to an Exchange Listing, the aggregate amount of the operating expenses relating to Unitholders investing directly in the Company will not exceed the following limits in any fiscal year: (A) if the Company has less than or equal to $400,000 in Commitments, an amount equal to the sum of (x) the product of the Commitments and 0.0025 and (y) $1,250, or (B) if the Company has greater than $400,000 in Commitments, $2,250 (such figure, the “Operating Expense Cap”). Any amount in excess of the Operating Expense Cap for any fiscal year will be paid by the Adviser. For the avoidance of doubt, (i) the Operating Expense Cap will not apply to any fees, costs, expenses and liabilities allocable to persons investing indirectly in the Company through any Unitholder, (ii) the Company will not bear the costs of any third-party valuation agent engaged solely for purposes of valuing the Company’s portfolio investments at each quarter end and (iii) the Operating Expense Cap will no longer apply upon the effectuation of an Exchange Listing.

The Adviser or Administrative Coordinator and/or their affiliates has advanced organizational and offering expenses to the Company, which include organizational fees, costs, expenses and liabilities of the Company, including legal expenses, incurred in connection with the initial offering of Units and the formation and establishment of the Company (the “Organizational Expenses”). The Adviser or Administrative Coordinator (or such affiliate) will be reimbursed by the Company for such advanced costs and expenses in an amount not to exceed $500. The Company will be responsible for and pay (or reimburse) the Organizational Expenses subject to the cap described in the preceding sentence. Accordingly, in 2021, $177 of offering expenses were charged to capital and $229 of organizational costs were expensed.

21

SLR HC BDC LLC

Notes to Consolidated Financial Statements (unaudited) (continued) 

March 31, 2023

(in thousands, except unit amounts)

Note 4. Fair Value

Fair value is defined 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. GAAP establishes a framework for measuring fair value that includes a hierarchy used to classify the inputs used in measuring fair value. The hierarchy prioritizes the inputs to valuation techniques used to measure fair value into three levels. The level in the fair value hierarchy within which the fair value measurement falls is determined based on the lowest level input that is significant to the fair value measurement. The levels of the fair value hierarchy are as follows:

Level

 1.

 Financial assets and liabilities whose values are based on unadjusted quoted prices for identical assets or liabilities in an active market that the Company has the ability to access.

Level

 2.

 Financial assets and liabilities whose values are based on quoted prices in markets that are not active or model inputs that are observable either directly or indirectly for substantially the full term of the asset or liability. Level 2 inputs include the following:

a) Quoted prices for similar assets or liabilities in active markets;

b) Quoted prices for identical or similar assets or liabilities in non-active markets;

c) Pricing models whose inputs are observable for substantially the full term of the asset or liability; and

d) Pricing models whose inputs are derived principally from or corroborated by observable market data through correlation or other means for substantially the full term of the asset or liability.

Level

 3.

Financial assets and liabilities whose values are based on prices or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement. These inputs reflect management’s and, if applicable, an independent third-party valuation firm’s own assumptions about the assumptions a market participant would use in pricing the asset or liability.

When the inputs used to measure fair value fall within different levels of the hierarchy, the level within which the fair value measurement is categorized is based on the lowest level input that is significant to the fair value measurement in its entirety. For example, a Level 3 fair value measurement may include inputs that are observable (Levels 1 and 2) and unobservable (Level 3).

Gains and losses for assets and liabilities categorized within the Level 3 table below may include changes in fair value that are attributable to both observable inputs (Levels 1 and 2) and unobservable inputs (Level 3).

A review of fair value hierarchy classifications is conducted on a quarterly basis. Changes in the observability of valuation inputs may result in a reclassification for certain financial assets or liabilities. Such reclassifications involving Level 3 assets and liabilities are reported as transfers in/out of Level 3 as of the end of the quarter in which the reclassifications occur. Within the fair value hierarchy tables below, cash and cash equivalents are excluded but could be classified as Level 1.

22

SLR HC BDC LLC

Notes to Consolidated Financial Statements (unaudited) (continued) 

March 31, 2023

(in thousands, except unit amounts)

The following tables present the balances of assets measured at fair value on a recurring basis, as of March 31, 2023 and December 31, 2022:

Fair Value Measurements

As of March 31, 2023

	Level 1		Level 2		Level 3		Total
Assets:
Bank Debt/Senior Secured Loans	$	—	$	—	$	51,016	$	51,016
Warrants		—		—		8		8
Total Investments	$	—	$	—	$	51,024	$	51,024

While the Company has not made an election to apply the fair value option of accounting to any of its debt obligations, if the Company’s debt obligations were carried at fair value at March 31, 2023, the fair value of the SPV Facility and the Subscription Facility would be $18,525 and $10,800, respectively.

Fair Value Measurements

As of December 31, 2022

	Level 1		Level 2		Level 3		Total
Assets:
Bank Debt/Senior Secured Loans	$	—	$	—	$	43,886	$	43,886
Warrants		—		—		11		11
Total Investments	$	—	$	—	$	43,897	$	43,897

While the Company has not made an election to apply the fair value option of accounting to any of its debt obligations, if the Company’s debt obligations were carried at fair value at December 31, 2022, the fair value of the SPV Facility and the Subscription Facility would be $14,675 and $13,800, respectively.

23

SLR HC BDC LLC

Notes to Consolidated Financial Statements (unaudited) (continued) 

March 31, 2023

(in thousands, except unit amounts)

The following table provides a summary of the changes in fair value of Level 3 assets for the three months ended March 31, 2023, as well as the portion of gains or losses included in income attributable to unrealized gains or losses related to those assets still held at March 31, 2023:

	Bank Debt/Senior Secured Loans			Warrants			Total
Fair value, December 31, 2022	$	43,886		$	11		$	43,897
Total gains or losses included in earnings:
Net realized gain		—			—			—
Net change in unrealized gain (loss)		109			(5	)		104
Purchase of investment securities		9,763			2			9,765
Proceeds from dispositions of investment securities		(2,742	)		—			(2,742	)
Transfers into Level 3		—			—			—
Transfers out of Level 3		—			—			—
Fair value, March 31, 2023	$	51,016		$	8		$	51,024
Unrealized gains (losses) for the period relating to those Level 3 assets that were still held by the Company at the end of the period:
Net change in unrealized gain (loss)	$	109		$	(5	)	$	104

The following tables provides a summary of the changes in fair value of Level 3 assets for the year ended December 31, 2022, as well as the portion of gains or losses included in income attributable to unrealized gains or losses related to those assets still held at December 31, 2022:

	Bank Debt/Senior Secured Loans			Warrants			Total
Fair value, December 31, 2021	$	27,286		$	—		$	27,286
Total gains or losses included in earnings:
Net realized gain		—			—			—
Net change in unrealized gain (loss)		192			(14	)		178
Purchase of investment securities		28,713			25			28,738
Proceeds from dispositions of investment securities		(12,305	)		—			(12,305	)
Transfers into Level 3		—			—			—
Transfers out of Level 3		—			—			—
Fair value, December 31, 2022	$	43,886		$	11		$	43,897
Unrealized gains (losses) for the period relating to those Level 3 assets that were still held by the Company at the end of the period:
Net change in unrealized gain (loss)	$	243		$	(14	)	$	229

24

SLR HC BDC LLC

Notes to Consolidated Financial Statements (unaudited) (continued) 

March 31, 2023

(in thousands, except unit amounts)

Quantitative Information about Level 3 Fair Value Measurements

The Company typically determines the fair value of its performing debt investments utilizing a yield analysis. In a yield analysis, a price is ascribed for each investment based upon an assessment of current and expected market yields for similar investments and risk profiles. Additional consideration is given to current contractual interest rates, relative maturities and other key terms and risks associated with an investment. Among other factors, a significant determinant of risk is the amount of leverage used by the portfolio company relative to the total enterprise value of the company, and the rights and remedies of our investment within each portfolio company.

Significant unobservable quantitative inputs typically used in the fair value measurement of the Company’s Level 3 assets and liabilities primarily reflect current market yields, including indices, and readily available quotes from brokers, dealers, and pricing services as indicated by comparable assets and liabilities, as well as enterprise values, returns on equity and earnings before income taxes, depreciation and amortization (“EBITDA”) multiples of similar companies, and comparable market transactions for equity securities.

Quantitative information about the Company’s Level 3 asset fair value measurements as of March 31, 2023 is summarized in the table below:

	Asset or Liability		Fair Value at March 31, 2023		Principal Valuation Technique/Methodology		Unobservable Input		Range (Weighted Average)
Bank Debt / Senior Secured Loans		Asset	$	51,016		Income Approach		Market Yield	10.2% – 22.0%(13.0%)
Warrants		Asset	$	8		Market Approach		Volatility	22.1% - 22.1%(22.1%)

Significant increases or decreases in any of the above unobservable inputs in isolation, including unobservable inputs used in deriving

bid-ask

spreads, if applicable, would result in a significantly lower or higher fair value measurement for such assets. Generally, an increase in market yields may result in a decrease in the fair value of certain of the Company’s investments.

Quantitative information about the Company’s Level 3 asset fair value measurements as of December 31, 2022 is summarized in the table below:

	Asset or Liability		Fair Value at December 31, 2022		Principal Valuation Technique/Methodology		Unobservable Input		Range (Weighted Average)
Bank Debt / Senior Secured Loans		Asset	$	43,886		Income Approach		Market Yield	9.8% – 18.2%(12.5%)
Warrants		Asset	$	11		Market Approach		Volatility	26.0% - 26.0%(26.0%)

Significant increases or decreases in any of the above unobservable inputs in isolation, including unobservable inputs used in deriving

bid-ask

spreads, if applicable, would result in a significantly lower or higher fair value measurement for such assets. Generally, an increase in market yields may result in a decrease in the fair value of certain of the Company’s investments.

25

SLR HC BDC LLC

Notes to Consolidated Financial Statements (unaudited) (continued) 

March 31, 2023

(in thousands, except unit amounts)

Note 5. Debt

SPV Facility

—On February 18, 2022, the Company, through its wholly-owned subsidiary, SLR HC BDC SPV LLC (the “SPV”), entered into the $50,000 SPV Facility with JPMorgan Chase Bank, N.A. acting as administrative agent. The commitment can also be expanded up to $75,000. The stated interest rate on the SPV Facility is Term SOFR plus 2.90% with no SOFR floor requirement and the final maturity date is February 18, 2027. The fee on undrawn commitments is currently 0.875%. The SPV Facility is secured by all of the assets held by the SPV. Under the terms of the SPV Facility, the Company and SPV, as applicable, have made certain customary representations and warranties, and are required to comply with various covenants, including leverage restrictions, reporting requirements and other customary requirements for similar credit facilities. The SPV also includes usual and customary events of default for credit facilities of this nature. As of March 31, 2023, there were $18,525 of borrowings outstanding under the SPV Facility.

Subscription Facility

—On March 19, 2021, the Company established the $25,000 Subscription Facility with ING Capital LLC. The stated interest rate on the Subscription Facility is LIBOR plus

2.75-3.00%

and the current stated maturity date is March 15, 2024. On December 14, 2021, the Subscription Facility was amended, allowing for increased borrowing base availability, among other changes. Under the terms of the Subscription Facility, the Company has made certain customary representations and warranties, and is required to comply with various covenants, including reporting requirements and other customary requirements for similar credit facilities. The Subscription Facility also includes usual and customary events of default for credit facilities of this nature. As of March 31, 2023, there were $10,800 of borrowings outstanding under the Subscription Facility.

The average annualized interest cost for borrowings for the three months ended March 31, 2023 and the year ended December 31, 2022 was 7.51% and 4.88%, respectively. These costs are exclusive of other credit facility expenses such as unused fees. The maximum amount borrowed on the credit facilities during the three months ended March 31, 2023 and the year ended December 31, 2022 was $32,825 and $32,775, respectively.

26

SLR HC BDC LLC

Notes to Consolidated Financial Statements (unaudited) (continued) 

March 31, 2023

(in thousands, except unit amounts)

Note 6. Commitments and Contingencies

The Company had unfunded debt commitments to various revolving and delayed-draw term loans. The total amount of these unfunded commitments as of March 31, 2023 and December 31, 2022 is $14,871 and $15,513, respectively, comprised of the following:

	March 31, 2023		December 31, 2022
Outset Medical, Inc.	$	3,052	$	3,052
Apeel Technology, Inc.		2,852		2,852
Glooko, Inc.		1,633		1,633
SCP Eye Care, LLC		834		968
ONS MSO, LLC		814		—
Arcutis Biotherapeutics, Inc.		786		786
Spectrum Pharmaceuticals, Inc.		763		763
Ardelyx, Inc.		696		696
Pediatric Home Respiratory Services, LLC		630		630
Cerapedics, Inc.		623		623
Southern Orthodontic Partners Management, LLC		554		670
United Digestive MSO Parent, LLC		391		—
Urology Management Holdings, Inc.		359		—
Orthopedic Care Partners Management, LLC		339		566
Meditrina, Inc.		312		312
Oral Surgery Partners Holdings, LLC		159		843
SunMed Group Holdings, LLC		74		69
Plastics Management, LLC		—		794
Ivy Fertility Services, LLC		—		128
BayMark Health Services, Inc.		—		128
Total Commitments	$	14,871	$	15,513

The credit agreements of the above loan commitments contain customary lending provisions and/or are subject to the portfolio company’s achievement of certain milestones that allow relief to the Company from funding obligations for previously made commitments in instances where the underlying company experiences materially adverse events that affect the financial condition or business outlook for the company. Since these commitments may expire without being drawn upon, unfunded commitments do not necessarily represent future cash requirements or future earning assets for the Company. As of March 31, 2023, the Company had sufficient cash available and/or liquid securities available to fund its commitments and had reviewed them for any appropriate fair value adjustment.

In the normal course of its business, we invest or trade in various financial instruments and may enter into various investment activities with

off-balance

sheet risk, which may include forward foreign currency contracts. Generally, these financial instruments represent future commitments to purchase or sell other financial instruments at specific terms at future dates. These financial instruments contain varying degrees of

off-balance

sheet risk whereby changes in the market value or our satisfaction of the obligations may exceed the amount recognized in our Statement of Assets and Liabilities.

27

SLR HC BDC LLC

Notes to Consolidated Financial Statements (unaudited) (continued) 

March 31, 2023

(in thousands, except unit amounts)

Note 7. Unitholders’ Capital

Transactions in Unitholders’ capital were as follows:

	Three months ended March 31, 2023		Three months ended March 31, 2022
Units at beginning of period		888,565		682,427
Units issued		181,077		—
Units issued and outstanding at end of period		1,069,642		682,427

28

SLR HC BDC LLC

Notes to Consolidated Financial Statements (unaudited) (continued) 

March 31, 2023

(in thousands, except unit amounts)

Note 8. Financial Highlights

The following is a schedule of financial highlights for the three months ended March 31, 2023 and March 31, 2022:

	Three months ended March 31, 2023			Three months ended March 31, 2022
Per Share Data: (a)
Net asset value per unit, beginning of period	$	21.77		$	21.41
Net investment income		0.33			0.16
Net realized and unrealized gain		0.09			0.43
Net increase in Unitholders’ capital resulting from operations		0.42			0.59
Net asset value per unit, end of period	$	22.19		$	22.00
Total Return (b)(c)		1.92	%		2.73	%
Unitholders’ capital, end of period	$	23,732		$	15,011
Units outstanding, end of period		1,069,642			682,427
Ratios to average net assets of Unitholders’ Capital (c):
Net investment income		1.50	%		0.75	%
Operating expenses		1.65	%		1.71	%
Interest and other credit facility expenses		4.23	%		1.58	%
Total expenses		5.88	%		3.29	%
Average debt outstanding	$	29,309		$	15,973
Portfolio turnover ratio		6.0	%		0.2	%

(a) Calculated using the average units outstanding method. Weighted average units outstanding for the three months ended March 31, 2023 and the three months ended March 31, 2022 were 906,673 and 682,427, respectively.

(b) Calculated as the change in NAV per unit during the period plus distributions declared per unit, divided by the beginning NAV per unit. Total return does not include a sales load.

(c) Not annualized for periods less than one year.

29

SLR HC BDC LLC

Notes to Consolidated Financial Statements (unaudited) (continued) 

March 31, 2023

(in thousands, except unit amounts)

Note 9. Subsequent Events

On April 5, 2023, the Board declared a monthly distribution of approximately $0.395 per unit payable on April 10, 2023 to holders of record as of April 10, 2023.

The Company has evaluated the need for disclosures and/or adjustments resulting from subsequent events through the date the consolidated financial statements were issued. There have been no subsequent events that require recognition or disclosure in these consolidated financial statement

s

.

30

Report of Independent Registered Public Accounting Firm

To the Unitholders’ and Board of Directors

SLR HC BDC LLC:

Results of Review of Interim Financial Information

We have reviewed the consolidated statement of assets and liabilities of SLR HC BDC LLC (and subsidiaries) (the Company), including the consolidated schedule of investments, as of March 31, 2023, the related consolidated statements of operations, changes in unitholders’ capital, and cash flows for the three-month periods ended March 31, 2023 and 2022, and the related notes (collectively, the consolidated interim financial information). Based on our reviews, we are not aware of any material modifications that should be made to the consolidated interim financial information for it to be in conformity with U.S. generally accepted accounting principles.

We have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated statement of assets and liabilities, including the consolidated schedule of investments, of the Company as of December 31, 2022, and the related consolidated statements of operations, changes in unitholders’ capital, and cash flows for the year then ended (not presented herein); and in our report dated February 28, 2023, we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying consolidated statement of assets and liabilities, including the consolidated schedule of investments, as of December 31, 2022, is fairly stated, in all material respects, in relation to the consolidated statement of assets and liabilities, including the consolidated schedule of investments, from which it has been derived.

Basis for Review Results

This consolidated interim financial information is the responsibility of the Company’s management. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our reviews in accordance with the standards of the PCAOB. A review of consolidated interim financial information consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the PCAOB, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.

/s/ KPMG LLP

New York, New York

May 10, 2023

31

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

Forward-Looking Statements

This Quarterly Report on Form

10-Q

contains forward-looking statements that involve substantial risks and uncertainties. Such statements involve known and unknown risks, uncertainties and other factors and undue reliance should not be placed thereon. These forward-looking statements are not historical facts, but rather are based on current expectations, estimates and projections about SLR HC BDC LLC, our current and prospective portfolio investments, our industry, our beliefs and opinions, and our assumptions. Words such as “anticipates,” “expects,” “intends,” “plans,” “will,” “may,” “continue,” “believes,” “seeks,” “estimates,” “would,” “could,” “should,” “targets,” “projects,” “outlook,” “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 without limitation:

• our future operating results, including our ability to achieve objectives;

• our business prospects and the prospects of our portfolio companies;

• the impact of investments that we expect to make;

• our contractual arrangements and relationships with third parties;

• the dependence of our future success on the general economy and its impact on the industries in which we invest;

• the impact of any protracted decline in the liquidity of credit markets on our business;

• the ability of our portfolio companies to achieve their objectives;

• the valuation of our investments in portfolio companies, particularly those having no liquid trading market;

• market conditions and our ability to access alternative debt markets and additional debt and equity capital;

• our expected financings and investments;

• the adequacy of our cash resources and working capital;

• the timing of cash flows, if any, from the operations of our portfolio companies;

• the ability of our investment adviser to locate suitable investments for us and to monitor and administer our investments;

• the ability of our investment adviser to attract and retain highly talented professionals;

• the ability of our investment adviser to adequately allocate investment opportunities among the Company and its other advisory clients;

• any conflicts of interest posed by the structure of the management fee and incentive fee to be paid to the Adviser;

• changes in political, economic or industry conditions, relations between the United States, Russia, Ukraine and other nations, the interest rate environment or conditions affecting the financial and capital markets;

• changes in the general economy, slowing economy, rising inflation, risk of recession and risks in respect of a failure to increase the U.S. debt ceiling; and

• our ability to anticipate and identify evolving market expectations with respect to environmental, social and governance matters, including the environmental impacts of our portfolio companies’ supply chain and operations.

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 without limitation:

• an economic downturn could impair our portfolio companies’ ability to continue to operate, which could lead to the loss of some or all of our investments in such portfolio companies;

• a contraction of available credit and/or an inability to access the equity markets could impair our lending and investment activities;

32

• interest rate volatility could adversely affect our results, particularly because we use leverage as part of our investment strategy;

• currency fluctuations could adversely affect the results of our investments in foreign companies, particularly to the extent that we receive payments denominated in foreign currency rather than U.S. dollars; and

• the risks, uncertainties and other factors we identify in Item 1A. Risk Factors contained in our Annual Report on Form 10-K for the year ended December 31, 2022, elsewhere in this Quarterly Report on Form 10-Q and in our other filings with the SEC.

Although we believe that the assumptions on which these forward-looking statements are based are reasonable, any of those 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. These risks and uncertainties include those described or identified in the section entitled “Item 1A. Risk Factors” and elsewhere in this report. These forward-looking statements apply only as of the date of this report. Moreover, we assume no duty and do not undertake to update the forward-looking statements.

The following analysis of our financial condition and results of operations should be read in conjunction with the financial statements and the related notes thereto contained elsewhere in this Quarterly Report on Form

10-Q.

Overview

SLR HC BDC LLC (the “Company”, “we”, “us” or “our”) was formed as a limited liability company under the laws of the State of Delaware on July 7, 2020 as a

closed-end,

externally managed investment company that has elected to be regulated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”), and intends to elect to be treated as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). As a BDC and a RIC, we are required to comply with certain regulatory requirements. As such, we are required to comply with various regulatory requirements, such as the requirement to invest at least 70% of our assets in “qualifying assets,” source of income limitations, RIC asset diversification requirements, and the requirement to distribute annually at least 90% of our taxable income

and tax-exempt interest.

SLR Capital Partners, LLC (the “Adviser” or “SLR”) serves as the Company’s investment adviser pursuant to an investment management agreement with the Company (as amended, restated or otherwise modified from time to time, the “Investment Management Agreement”). Subject to the overall supervision of the Company’s Board of Directors (the “Board”), the Adviser is responsible for managing the Company’s business and activities, including sourcing investment opportunities, conducting research, performing diligence on potential investments, structuring our investments, and monitoring the Company’s portfolio companies on an ongoing basis through a team of investment professionals.

Prior to the Company’s units (“Units”) being listed for trading on a national securities exchange (an “Exchange Listing”), the Adviser has also been appointed to provide administrative and coordination services to the Company (in such capacity, the “Administrative Coordinator”). The Administrative Coordinator supervises or provides the Company’s administrative services, including operational trade support, net asset value calculations, financial reporting, fund accounting, registrar and transfer agent services. The Administrative Coordinator also provides assistance to the Adviser in connection with communicating with investors and other persons with respect to the Company.

The Company is organized for investors who may invest through one or more investment funds created by one or more financial institutions unaffiliated with the Company (collectively, the “Access Fund”). Certain other investors may also invest directly in the Company. For those investors who invest through the Access Fund, we expect the Access Fund will issue a pro rata interest to each investor in the Access Fund (the “Access Fund LPs”) that, with respect to each Access Fund LP’s investment in the Access Fund, corresponds to such Access Fund LP’s pro rata share of the Units issued by the Company to the Access Fund. To purchase an interest in the Access Fund, each Access Fund LP will be required to represent that it is an “accredited investor” within the meaning of Rule 501(a) of Regulation D (an “Accredited Investor”) promulgated under the Securities Act of 1933, as amended (the “Securities

33

Act”). To purchase Units, investors must be Accredited Investors and “qualified purchasers” for purposes of Section 3(c)(7) of the 1940 Act, or “knowledgeable employees” or companies owned exclusively by “knowledgeable employees” for purposes of the rules promulgated under the 1940 Act. Any sale of Units outside of the United States will be conducted in accordance with Regulation S under the Securities Act. We expect the Access Fund will pass its voting rights in respect of any Units of the Company held by the Access Fund through to the Access Fund LPs.

The Company’s principal focus is to invest in two differentiated strategies, first lien healthcare cash flow loans and first lien life science loans. First lien healthcare cash flow loans are expected to be made to private equity-owned upper middle market healthcare companies with EBITDA between approximately $25 million and $100 million. These loan tranches are expected to range in size from $100 million to $300 million. Healthcare cash flow loans are generally expected to have a five to six year final maturity and are often repaid within three years. First lien life science loans are expected to be made to venture capital owned

pre-commercialization

or early revenue drug and device development companies. These loan tranches are expected to range in size from $25 million to $150 million. Loans to life science companies are generally expected to have an initial interest-only period and then straight-line amortization with a four to five year final maturity. These loans are often repaid within two to three years. The Company expects to primarily invest in

non-investment

grade debt instruments. The Company also expects that some of its investments will contain delayed-draw term loan type features (which is a legally binding commitment by the Company to fund additional term loans to a borrower in the future) and/or other types of unfunded commitments. The Company expects to

co-invest

with other vehicles managed by SLR (the “SLR Funds”). The Company and the SLR Funds are under common control with SLR. There can be no assurance that the Company will be able to

co-invest

with such other funds, including as a result of legal restrictions and contractual restrictions and, as a result, the Company may not be able to meet its investment objective. The Company believes the potential scale resulting from

co-investments

with vehicles managed by SLR will provide the Company a significant advantage to source loans over other lenders that do not have the capital base to provide significant debt financing. The Company’s investments in portfolio companies are referred to herein as “Portfolio Investments”.

The Company is an emerging growth company as defined in the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”) and the Company may from time to time take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act.

Recent Developments

Effective on April 3, 2023, Richard L. Peteka resigned from his position as the Chief Financial Officer, Treasurer and Secretary of the Company. The resignation was not the result of any disagreement between Mr. Peteka and the Company.

On April 3, 2023, the Company’s board of directors appointed Shiraz Y. Kajee as the Company’s Chief Financial Officer, Treasurer and Secretary effective immediately. For more information on Mr. Kajee’s background and experience, refer to the Company’s Form

8-K

as filed with the SEC on April 3, 2023.

On April 5, 2023, the Board declared a monthly distribution of approximately $0.395 per unit payable on April 10, 2023 to holders of record as of April 10, 2023.

Revenues

The Company generates revenue primarily in the form of interest income from the securities it holds and capital gains, if any, on investment securities that it may sell. Our debt investments typically bear interest at a floating rate usually determined on the basis of a benchmark London interbank offered rate (“LIBOR”), the Secured Overnight Financing Rate (“SOFR”), commercial paper rate, or the prime rate. Interest on our debt investments is generally payable monthly or quarterly. We may also generate revenue in the form of commitment, origination, structuring fees, and fees for providing managerial assistance.

The Company’s principal focus is to invest in first lien secured loans typically to upper middle market private equity-owned companies in the healthcare sector, with EBITDA between approximately $25 million and $100 million, generating significant free cash flow, and operating in the

non-cyclical

healthcare

sub-sectors

in which we have direct experience. These loan tranches are generally $100 million to $300 million. In addition, the Company intends to invest

34

a portion of its assets in loans to late stage drug and medical device development companies. The Company will seek to leverage the significant capital base of the SLR platform to

co-invest

alongside other SLR managed investment vehicles enabling the Company to participate in larger, more attractive upper middle-market financings and have more control over structuring through greater ownership of a financing tranche.

Expenses

The Company (directly or indirectly) bears:

(i) all of its fees, costs, expenses and liabilities, all of its investment-related fees, costs, expenses and liabilities (including with respect to amounts incurred prior to the Company’s initial closing) and all of its other operating fees, costs, expenses and liabilities, including all fees, due diligence costs and other fees, costs, expenses and liabilities related to the identification, sourcing, evaluation, pursuit, acquisition, holding, appraisals, asset management, restructuring and disposing of investments, including all reasonable travel-related fees, costs, expenses and liabilities, including lodging and meals, all fees, costs, expenses and liabilities of legal counsel and financial and other advisers incurred in connection therewith, all fees, costs, expenses and liabilities of information technology services relating to the ongoing management of investments, and all other investment-related fees, costs, expenses and liabilities (to the extent not reimbursed by the relevant portfolio company);

(ii) all fees, costs, expenses and liabilities related to any audits or agreed upon procedures, tax forms and return preparations and filings, custodian fees and expenses, fund accounting, administrator services, financial statement preparation and reporting, web services for the benefit of Unitholders, delivery costs and expenses in connection with reporting obligations and communications and compliance services;

(iii) all fees, costs, expenses and liabilities relating to insurance policies (including director and officer liability insurance) maintained by or for the Company, including in respect of Portfolio Investments and/or personnel of the Adviser, the Adviser in its capacity as Administrative Coordinator and their affiliates;

(iv) other administrative fees, costs, and liabilities;

(v) all fees, costs, expenses and liabilities of brokers, transaction finders and other intermediaries, including brokerage commissions and spreads, and all other transaction-related fees, costs, expenses and liabilities, including reverse break-up fees;

(vi) all fees, costs, expenses and liabilities relating to derivatives and hedging transactions;

(vii) all principal amounts of, and interest expense on, borrowings and guarantees, and all other fees, costs, expenses and liabilities arising out of borrowings and guarantees, including the arranging and maintenance thereof, whether incurred by the Company or incurred or facilitated by a special purpose vehicle that makes Portfolio Investments;

(viii) management fees;

(ix) administration expenses;

(x) all fees, costs, expenses and liabilities incurred through the use or engagement of Service Providers;

(xi) all taxes, fees, penalties and other governmental charges levied against the Company and all fees, costs, expenses, penalties and liabilities related to tax compliance;

(xii) all fees, costs, expenses and liabilities of the Company’s legal counsel related to extraordinary matters, including expenses for any dispute resolution (including litigation and regulatory-related legal expenses);

(xiii) all fees, costs, expenses and liabilities relating to legal, governance and regulatory compliance and filings, including securities law filings relating to Portfolio Investments;

35

(xiv) all fees, costs, expenses and liabilities related to the Company’s indemnification or contribution obligations;

(xv) all fees, costs, expenses and liabilities for subscription services (to the extent such subscription is required by a placement agent);

(xvi) any required regulatory filings and related legal fees;

(xvii) all fees, costs, expenses and liabilities of liquidating the Company;

(xviii) transfer agent services;

(xix) any other fees, costs, expenses and liabilities not specifically assumed by the Adviser or the Administrative Coordinator;

(xx) all fees, costs, expenses and liabilities of the independent directors, including resources retained by the independent directors, or on their behalf, while representing and/or acting on behalf of all Unitholders; and

(xxi) all fees, costs, expenses and liabilities related to an exchange listing (including any transactions effectuated in connection therewith) or other business combination.

In addition, prior to an Exchange Listing, the aggregate amount of the operating expenses relating to Unitholders investing directly in the Company set forth in clauses (ii)-(iv) and the operating expenses included in

sub-clauses

(xiii) and (xvi) related to U.S. regulatory bodies above borne by the Company (directly or indirectly) will not exceed the following limits in any fiscal year: (A) if the Company has less than or equal to $400 million in Commitments, an amount equal to the sum of (x) the product of the Commitments and 0.0025 and (y) $1.25 million, or (B) if the Company has greater than $400 million in Commitments, $2.25 million (such figure, the “Operating Expense Cap”). Any amount in excess of the Operating Expense Cap for any fiscal year will be paid by the Adviser. Solely by way of example, if Commitments equal $350 million, the Operating Expense Cap will be equal to $2.125 million. For the avoidance of doubt, (i) the Operating Expense Cap will not apply to any fees, costs, expenses and liabilities allocable to persons investing indirectly in the Company through any Unitholder or in connection with (xxi) above, (ii) the Company will not bear the costs of any third-party valuation agent engaged solely for purposes of valuing the Company’s portfolio investments at each quarter end and (iii) the Operating Expense Cap will no longer apply upon the effectuation of an Exchange Listing.

The Adviser or Administrative Coordinator and/or their affiliates may advance to the Company organizational fees, costs, expenses and liabilities of the Company, including legal expenses, incurred in connection with the initial offering of Units and the formation and establishment of the Company (the “Organizational Expenses”). The Adviser or Administrative Coordinator (or such affiliate) will be reimbursed by the Company for such advanced expenses in an amount not to exceed $500,000. The Company will be responsible for and pay (or reimburse) the Organizational Expenses subject to the cap described in the preceding sentence. Accordingly, $0.2 million of offering expenses were charged to capital and $0.2 million of organizational costs were expensed in 2021.

Portfolio and Investment Activity

During the three months ended March 31, 2023, we invested $9.6 million across 11 portfolio companies. This compares to investing $4.9 million in 4 portfolio companies for the period ended March 31, 2022. Investments sold or prepaid during the three months ended March 31, 2023 totaled $2.8 million versus $0.1 million for the three months ended March 31, 2022.

At March 31, 2023, our portfolio consisted of 24 portfolio companies and was invested over 99.9% directly in senior secured loans and less than 0.1% in warrants, in each case, measured at fair value versus 14 portfolio companies invested 99.9% directly in senior secured loans and 0.1% in warrants at March 31, 2022.

36

At March 31, 2023, 92.7% or $47.3 million of our income producing investment portfolio was floating rate and 7.3% or $3.7 million was fixed rate, measured at fair value. At March 31, 2022, 88.5% or $28.7 million of our income producing investment portfolio was floating rate and 11.5% or $3.7 million was fixed rate, measured at fair value.

Critical Accounting Policies

The preparation of the consolidated financial statements in accordance with U.S. generally accepted accounting principles (“GAAP”) will require management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses for the periods covered by such consolidated financial statements. Actual results could materially differ from those estimates, which the Company will evaluate on an ongoing basis. The Company has identified the following items as critical accounting policies. The Company will disclose these and any other critical accounting policies in the notes to its future consolidated financial statements.

Valuation of Portfolio Investments

In December 2020, the SEC adopted new Rule

2a-5

under the 1940 Act addressing fair valuation of fund investments. The new rule sets forth requirements for good faith determinations of fair value, as well as for the performance of fair value determinations, including related oversight and reporting obligations. The new rule also defines “readily available market quotations” for purposes of the definition of “value” under the 1940 Act, and the SEC noted that this definition will apply in all contexts under the 1940 Act. The Company will comply with Rule

2a-5’s

valuation requirements.

The Company conducts the valuation of its assets, pursuant to which the Company’s net asset value is determined, at all times consistent with GAAP, and the 1940 Act. The Board will (1) periodically assess and manage valuation risks; (2) establish and apply fair value methodologies; (3) test fair value methodologies; (4) oversee and evaluate third-party pricing services, as applicable; (5) oversee the reporting required by Rule

2a-5

under the 1940 Act; and (6) maintain recordkeeping requirements under Rule

2a-5.

It is anticipated that in respect of many of the Company’s assets, readily available market quotations will not be obtainable and that such assets will be valued at fair value. A market quotation is readily available for a security only when that quotation is a quoted price (unadjusted) in active markets for identical investments that the Company can access at the measurement date, provided that a quotation will not be readily available if it is not reliable. If the Company anticipates using a market quotation for a security, it will also monitor for circumstances that may necessitate the use of fair value, such as significant events that may cause concern over the reliability of a market quotation.

For purposes of calculating the NAV, the Company’s assets will generally be valued as described in Note 2(b) to the Company’s Consolidated Financial Statements.

Hedging

We may, but are not required to, enter into interest rate, foreign exchange or other derivative agreements to hedge interest rate, currency, credit or other risks, but we do not generally intend to enter into any such derivative agreements for speculative purposes. Any derivative agreements entered into for speculative purposes are not expected to be material to the Company’s business or results of operations. These hedging activities, which will be in compliance with applicable legal and regulatory requirements, may include the use of futures, options and forward contracts. We will bear the costs incurred in connection with entering into, administering and settling any such derivative contracts. There can be no assurance any hedging strategy we employ will be successful.

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Leverage

The Company is required to comply with the asset coverage requirements of the 1940 Act. The Company expects to employ leverage and otherwise incur indebtedness with respect to the portfolio both on a recourse and

non-recourse

basis (including and potentially through guarantees, derivatives, forward commitments and reverse repurchase agreements), but will not exceed the maximum amount permitted by the 1940 Act. The Company is generally permitted, under specified conditions, to issue senior securities in amounts such that the Company’s asset coverage, as defined in the 1940 Act, is at least equal to 150% immediately after such issuance. In connection with the organization of the Company, the Adviser, as the initial Unitholder, has authorized the Company to adopt the 150% asset coverage ratio. In connection with their subscriptions for Units, our Unitholders are required to acknowledge the Company’s ability to operate with an asset coverage ratio that may be as low as 150%. The Company will be exposed to the risks of leverage, which may be considered a speculative investment technique. The use of leverage magnifies the potential for gain and loss on amounts invested and therefore increases the risks associated with investing in our securities. In addition, the costs associated with our borrowings, including any increase in the management fee payable to the Adviser, will be borne by our Unitholders. As of March 31, 2023, the Company had $29.3 million of senior securities, for an asset coverage ratio of 180.9%.

Taxation as a Regulated Investment Company (“RIC”)

The Company elected to be treated as a RIC under Subchapter M of the Code and intends to qualify for taxation as a RIC annually. As a RIC, the Company generally will not pay corporate-level U.S. federal income taxes on any ordinary income or capital gains that it timely distributes to Unitholders as dividends. In order to qualify for taxation as a RIC, the Company is required, among other things, to be diversified at each quarter end and to timely distribute to its Unitholders at least 90% of investment company taxable income, as defined by the Code, for each year. There is no guarantee the Company will be able to maintain its status as a RIC. Depending on the level of taxable income earned in a given tax year, the Company may choose to carry forward taxable income in excess of current year distributions into the next tax year and pay a nondeductible 4% U.S. federal excise tax on such income, as required. To the extent that the Company determines that its estimated current year annual taxable income will be in excess of estimated current year distributions, the Company will accrue an estimated excise tax, if any, on estimated excess taxable income.

Results of Operations

Results are shown for the three months ended March 31, 2023 and March 31, 2022:

Investment Income

For the three months ended March 31, 2023 and March 31, 2022, gross investment income totaled $1.5 million and $0.6 million, respectively. The comparative increase in gross investment income is due to an increase in the size of the income-producing portfolio coupled with the impact of higher interest rates.

Expenses

Expenses totaled $1.2 million and $0.5 million, respectively, for the three months ended March 31, 2023 and March 31, 2022, of which $138 thousand and $95 thousand, respectively, were management fees and administration fees and $836 thousand and $231 thousand, respectively were interest and other credit facility expenses. Administrative services, organization and other general and administrative expenses totaled $188 thousand and $155 thousand, respectively for the three months ended March 31, 2023 and March 31, 2022. Expenses generally consist of management fees, administration fees, performance-based incentive fees, administrative services fees, insurance, legal expenses, directors’ expenses, audit and tax expenses and other general and administrative expenses. Interest and other credit facility expenses generally consist of interest, unused fees, agency fees and loan origination fees, if any, among others. The comparative increase in expenses is generally due to increased borrowing to fund a larger portfolio along with higher interest rates on those borrowings.

Net Investment Income

The Company’s net investment income totaled $0.3 million and $0.1 million, or $0.33 and $0.16 per average unit, respectively, for the three months ended March 31, 2023 and March 31, 2022.

38

Net Realized Loss

The Company had investment sales and prepayments totaling approximately $2.8 million and $66 thousand, respectively, for the three months ended March 31, 2023 and March 31, 2022. Net realized loss over the same periods totaled $10 thousand and $1 thousand, respectively.

Net Change in Unrealized Gain

For the three months ended March 31, 2023 and March 31, 2022, net change in unrealized gain on the Company’s assets totaled $0.1 million and $0.3 million, respectively. Net unrealized gain for the three months ended March 31, 2023 was primarily due to appreciation on our investments in SCP Eye Care, LLC, Spectrum Pharmaceuticals, Inc. and Oral Surgery Partners Holdings, LLC, among others, partially offset by the reversal upon exit of previously unrealized appreciation on our investment in Ivy Fertility Services. Net unrealized gain for the three months ended March 31, 2022 was primarily due to appreciation on our investment in SOC Telemed, Inc., among others.

Net Increase in Unitholders’ Capital Resulting From Operations

For the three months ended March 31, 2023 and March 31, 2022, the Company had a net increase in Unitholders’ capital resulting from operations of $0.4 million and $0.4 million, respectively. For the same periods, income per average unit was $0.42 and $0.58, respectively.

Financial Condition, Liquidity and Capital Resources

Our primary uses of cash are for (i) investments in portfolio companies and other investments to comply with certain portfolio RIC diversification requirements, (ii) the cost of operations (including paying the Adviser), (iii) debt service of any borrowings, and (iv) cash distributions to our Unitholders.

Equity

During the period January 5, 2021 (commencement of operations) to March 31, 2023, on a net basis, the Company sold and issued 1,069,642 common units at an average price of $22.44 per unit, for net proceeds of $24.0 million. All of our outstanding units were issued and sold in reliance upon the available exemptions from registration requirements of Section 4(a)(2) of the Securities Act. Unfunded equity capital commitments totaled $59.9 million at March 31, 2023.

Debt

SPV Facility

—On February 18, 2022, the Company, through its wholly-owned subsidiary, SLR HC BDC SPV LLC (the “SPV”), entered into the $50 million SPV Facility with JPMorgan Chase Bank, N.A. acting as administrative agent. The commitment can also be expanded up to $75 million. The stated interest rate on the SPV Facility is Term SOFR plus 2.90% with no SOFR floor requirement and the final maturity date is February 18, 2027. The fee on undrawn commitments is currently 0.875%. The SPV Facility is secured by all of the assets held by the SPV. Under the terms of the SPV Facility, the Company and SPV, as applicable, have made certain customary representations and warranties, and are required to comply with various covenants, including leverage restrictions, reporting requirements and other customary requirements for similar credit facilities. The SPV also includes usual and customary events of default for credit facilities of this nature. As of March 31, 2023, there were $18.5 million of borrowings outstanding under the SPV Facility.

Subscription Facility

—On March 19, 2021, the Company established the $25 million Subscription Facility with ING Capital LLC. The stated interest rate on the Subscription Facility is LIBOR plus

2.75-3.00%

and the current stated maturity date is March 15, 2024. On December 14, 2021, the Subscription Facility was amended, allowing for increased borrowing base availability, among other changes. Under the terms of the Subscription Facility, the Company has made certain customary representations and warranties, and is required to comply with various covenants, including reporting requirements and other customary requirements for similar credit facilities. The Subscription Facility also includes usual and customary events of default for credit facilities of this nature. As of March 31, 2023, there were $10.8 million of borrowings outstanding under the Subscription Facility.

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Cash Equivalents

We deem certain U.S. Treasury bills, repurchase agreements and other high-quality, short-term debt securities as cash equivalents. The Company makes purchases that are consistent with its purpose of making investments in securities described in paragraphs 1 through 3 of Section 55(a) of the 1940 Act. From time to time, including at or near the end of each fiscal quarter, we consider using various temporary investment strategies for our business. One strategy includes taking proactive steps by utilizing cash equivalents as temporary assets with the objective of enhancing our investment flexibility pursuant to Section 55 of the 1940 Act. More specifically, from

time-to-time

we may purchase U.S. Treasury bills or other high-quality, short-term debt securities at or near the end of the quarter and typically close out the position on a net cash basis subsequent to quarter end. We may also utilize repurchase agreements or other balance sheet transactions, including drawing down on our credit facilities, as deemed appropriate. The amount of these transactions or such drawn cash for this purpose is excluded for purposes of computing the asset base upon which the management fee is determined. We held approximately $20 million of cash equivalents as of March 31, 2023.

Contractual Obligations

We have entered into certain contracts under which we have material future commitments. We have entered into the Investment Management Agreement with the Adviser in accordance with the 1940 Act. Pursuant to the Investment Management Agreement we have entered into with the Adviser, we pay the Adviser certain management and incentive fees prior to and following an Exchange Listing. Prior to an Exchange Listing, we pay the Adviser, in its capacity as Administrative Coordinator, an administration fee for administrative and coordination services, each as defined and described further below. Following an Exchange Listing, the Company intends to enter into a separate administration agreement with an affiliate pursuant to which administrative services would be provided to the Company, as described further below. The

Pre-Exchange

Listing Administration Fee will not offset any fees paid to the Adviser. Under the Investment Management Agreement, prior to an Exchange Listing, the Administrative Coordinator may engage or delegate certain administrative functions to third parties or affiliates on behalf of the Company. The Administrative Coordinator will be responsible for all expenses of its own staff responsible for (i) certain

on-going,

routine,

non-investment-related

administrative services for the Company, (ii) the coordination of various third party services needed or required by the Company, and (iii) certain Unitholder servicing functions.

A summary of our significant contractual payment obligations is as follows as of March 31, 2023:

Payments due by Period as of March 31, 2023 (dollars in millions)
	Total		Less than 1 year		1-3 years		3-5 years		More than 5 years
Credit facilities (1)	$	29.3	$	10.8	$	—	$	18.5	$	—

(1) At March 31, 2023, we had a total of $45.7 million of unused borrowing capacity under our credit facilities, subject to borrowing base limits.

If any of the contractual obligations discussed above are terminated, our costs under any new agreements that we enter into may increase. In addition, we would likely incur significant time and expense in locating alternative parties to provide the services we expect to receive under the Investment Management Agreement. Any new investment advisory agreement would also be subject to approval by our Unitholders.

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Off-Balance

Sheet Arrangements

From

time-to-time

and in the normal course of business, the Company may make unfunded capital commitments to current or prospective portfolio companies. Typically, the Company may agree to provide delayed-draw term loans or, to a lesser extent, revolving loan or equity commitments. These unfunded capital commitments always take into account the Company’s liquidity and cash available for investment, portfolio and issuer diversification, and other considerations. Accordingly, the Company had the following unfunded capital commitments at March 31, 2023 and December 31, 2022:

	March 31, 2023		December 31, 2022
(in millions)
Outset Medical, Inc.	$	3.1	$	3.1
Apeel Technology, Inc.		2.9		2.9
Glooko, Inc.		1.6		1.6
SCP Eye Care, LLC		0.8		1.0
ONS MSO, LLC		0.8		—
Arcutis Biotherapeutics, Inc.		0.8		0.8
Spectrum Pharmaceuticals, Inc.		0.8		0.8
Ardelyx, Inc.		0.7		0.7
Pediatric Ho.me Respiratory Services, LLC		0.6		0.6
Cerapedics, Inc.		0.6		0.6
Southern Orthodontic Partners Management, LLC		0.6		0.7
United Digestive MSO Parent, LLC		0.4		—
Urology Management Holdings, Inc.		0.4		—
Orthopedic Care Partners Management, LLC		0.3		0.5
Meditrina, Inc.		0.3		0.3
Oral Surgery Partners Holdings, LLC		0.1		0.8
SunMed Group Holdings, LLC		0.1		0.1
Plastics Management, LLC		—		0.8
Ivy Fertility Services, LLC		—		0.1
BayMark Health Services, Inc.		—		0.1
Total Commitments	$	14.9	$	15.5

The credit agreements of the above loan commitments contain customary lending provisions and/or are subject to the portfolio company’s achievement of certain milestones that allow relief to the Company from funding obligations for previously made commitments in instances where the underlying company experiences materially adverse events that affect the financial condition or business outlook for the company. Since these commitments may expire without being drawn upon, unfunded commitments do not necessarily represent future cash requirements or future earning assets for the Company. As of March 31, 2023, the Company had sufficient cash available and/or liquid securities available to fund its commitments and had reviewed them for any appropriate fair value adjustment.

Distributions

Tax characteristics of all distributions will be reported to unitholders on Form 1099 after the end of the calendar year. Future quarterly distributions, if any, will be determined by our Board. We expect that our distributions to unitholders will generally be from accumulated net investment income, from net realized capital gains or

non-taxable

return of capital, if any, as applicable.

We have elected to be taxed as a RIC under Subchapter M of the Code. To maintain our RIC tax treatment, we must distribute at least 90% of our ordinary income and realized net short-term capital gains in excess of realized net long-term capital losses, if any, out of the assets legally available for distribution. In addition, although we currently intend to distribute realized net capital gains (

i.e.

, net long-term capital gains in excess of short-term capital losses), if any, at least annually, out of the assets legally available for such distributions, we may in the future decide to retain such capital gains for investment.

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We may not be able to achieve operating results that will allow us to make distributions at a specific level or to increase the amount of these distributions from time to time. In addition, due to the asset coverage test applicable to us as a business development company, we may in the future be limited in our ability to make distributions. Also, our revolving credit facility may limit our ability to declare distributions if we default under certain provisions. If we do not distribute a certain percentage of our income annually, we will suffer adverse tax consequences, including possible loss of the tax benefits available to us as a regulated investment company. In addition, in accordance with GAAP and tax regulations, we include in income certain amounts that we have not yet received in cash, such as contractual

payment-in-kind

income, which represents contractual income added to the loan balance that becomes due at the end of the loan term, or the accrual of original issue or market discount. Since we may recognize income before or without receiving cash representing such income, we may have difficulty meeting the requirement to distribute at least 90% of our investment company taxable income to obtain tax benefits as a regulated investment company.

With respect to the distributions to unitholders, income from origination, structuring, closing and certain other upfront fees associated with investments in portfolio companies are treated as taxable income and accordingly, distributed to unitholders.

Related Parties

We have entered into the Investment Management Agreement with the Adviser pursuant to which we pay management fees, administrative coordinator fees and incentive fees to the Adviser.

Mr. Gross, our Chairman,

Co-Chief

Executive Officer and President and Mr. Spohler, our

Co-Chief

Executive Officer, Chief Operating Officer and board member, are managing members and senior investment professionals of, and have financial and controlling interests in, the Adviser. In addition, Mr. Kajee, our Chief Financial Officer, Treasurer and Secretary serves as the Chief Financial Officer for the Adviser. The Adviser may also manage other funds in the future that may have investment mandates that are similar, in whole and in part, with ours. For example, the Adviser presently serves as investment adviser to SLR Investment Corp., a publicly traded BDC, which focuses on investing in senior secured loans, including financing leases and to a lesser extent, unsecured loans and equity securities, SCP Private Credit Income BDC LLC, an unlisted BDC that focuses on investing primarily in senior secured loans, including

non-traditional

asset-based loans and first lien loans, and SLR Private Credit BDC II LLC, an unlisted BDC focused on first lien senior secured floating rate loans. In addition, Michael S. Gross, our Chairman,

Co-Chief

Executive Officer and President, Bruce Spohler, our

Co-Chief

Executive Officer and Chief Operating Officer, and Shiraz Y. Kajee, our Chief Financial Officer, serve in similar capacities for SLR Investment Corp., SCP Private Credit Income BDC LLC and SLR Private Credit BDC II LLC. The Adviser and certain investment advisory affiliates may determine that an investment is appropriate for us and for one or more of those other funds. In such event, depending on the availability of such investment and other appropriate factors, the Adviser or its affiliates may determine that we should invest

side-by-side

with one or more other funds. Any such investments will be made only to the extent permitted by applicable law and interpretive positions of the SEC and its staff, and consistent with the Adviser’s allocation procedures. On June 13, 2017, the Adviser received an exemptive order that permits the Company to participate in

negotiated co-investment transactions

with certain affiliates, in a manner consistent with the Company’s investment objective, positions, policies, strategies and restrictions as well as regulatory requirements and other pertinent factors, and pursuant to various conditions (the “Order”). If the Company is unable to rely on the Order for a particular opportunity, such opportunity will be allocated first to the entity whose investment strategy is the most consistent with the opportunity being allocated, and second, if the terms of the opportunity are consistent with more than one entity’s investment strategy, on an alternating basis. Although the Adviser’s investment professionals will endeavor to allocate investment opportunities in a fair and equitable manner, the Company and its Unitholders could be adversely affected to the extent investment opportunities are allocated among us and other investment vehicles managed or sponsored by, or affiliated with, our executive officers, directors and members of the Adviser. In addition, we have adopted a formal code of ethics that governs the conduct of our officers and directors. Our officers and directors also remain subject to the duties imposed by the 1940 Act and the Delaware Limited Liability Company Act.

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Item 3. Quantitative and Qualitative Disclosures About Market Risk

We are subject to financial market risks, including changes in interest rates. Uncertainty with respect to the rising interest rates, inflationary pressures, risks in respect of a failure to increase the U.S. debt ceiling, the war between Ukraine and Russia and health epidemics and pandemics introduced significant volatility in the financial markets, and the effects of this volatility has materially impacted and could continue to materially impact our market risks. Because we fund a portion of our investments with borrowings, our net investment income is affected by the difference between the rate at which we invest and the rate at which we borrow. As a result, there can be no assurance that a significant change in market interest rates will not have a material adverse effect on our net investment income. In a low interest rate environment, including a reduction of LIBOR or SOFR to zero, the difference between the total interest income earned on interest earning assets and the total interest expense incurred on interest bearing liabilities may be compressed, reducing our net interest income and potentially adversely affecting our operating results. Conversely, in a rising interest rate environment, such as the current economic environment, such difference could potentially increase thereby increasing our net investment income. During the three months ended March 31, 2023, certain investments in our investment portfolio had floating interest rates. These floating rate investments were primarily based on floating LIBOR or SOFR and typically have durations of one to three months after which they reset to current market interest rates. Additionally, some of these investments have floors. The Company also has revolving credit facilities that are generally based on floating LIBOR or SOFR. Assuming no changes to our balance sheet as of March 31, 2023 and no new defaults by portfolio companies, a hypothetical one percent decrease in LIBOR or SOFR on our comprehensive floating rate assets and liabilities would decrease our net investment income by approximately fifteen cents per average unit over the next twelve months. Assuming no changes to our balance sheet as of March 31, 2023 and no new defaults by portfolio companies, a hypothetical one percent increase in LIBOR or SOFR on our comprehensive floating rate assets and liabilities would increase our net investment income by approximately fifteen cents per average unit over the next twelve months. However, we may hedge against interest rate fluctuations from

time-to-time

by using standard hedging instruments such as futures, options, swaps and forward contracts subject to the requirements of the 1940 Act. While hedging activities may insulate us against adverse changes in interest rates, they may also limit our ability to participate in any benefits of certain changes in interest rates with respect to our portfolio of investments. At March 31, 2023, we have no interest rate hedging instruments outstanding on our balance sheet.

Increase (Decrease) in LIBOR/SOFR		(1.00	%)		1.00	%
Increase (Decrease) in Net Investment Income Per Unit Per Year	$	(0.15	)	$	0.15

Item 4. Controls and Procedures

(a) Evaluation of Disclosure Controls and Procedures

As of March 31, 2023 (the end of the period covered by this report), our management, including our

Co-Chief

Executive Officers and Chief Financial Officer, evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule

13a-15(e)

of the 1934 Act). Based on that evaluation, our management, including the

Co-Chief

Executive Officers and Chief Financial Officer, concluded that our disclosure controls and procedures were effective and provided reasonable assurance that information required to be disclosed in our periodic SEC filings is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our

Co-Chief

Executive Officers and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. However, in evaluating the disclosure controls and procedures, management recognized that any controls and procedures, no matter how well designed and operated can provide only reasonable assurance of achieving the desired control objectives, and management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of such possible controls and procedures.

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(b) Changes in Internal Controls Over Financial Reporting

Management has not identified any change in the Company’s internal control over financial reporting that occurred during the first quarter of 2023 that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

PART II. OTHER INFORMATION

Item 1. Legal Proceedings

We and the Adviser are not currently subject to any material pending legal proceedings threatened against us. From time to time, we may be a party to certain legal proceedings incidental to the normal course of our business including the enforcement of our rights under contracts with our portfolio companies. While the outcome of these legal proceedings cannot be predicted with certainty, we do not expect that these proceedings will have a material effect upon our business, financial condition or results of operations beyond what has been disclosed within these consolidated financial statements.

Item 1A. Risk Factors

In addition to the other information set forth in this report, you should carefully consider the factors discussed in “Risk Factors” in the February 28, 2023 filing of the Annual Report on

Form 10-K, which

could materially affect our business, financial condition and/or operating results. The risks described in our Annual Report are not the only risks facing our Company. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially and adversely affect our business, financial condition and/or operating results. Other than the risk factor set forth below, there have been no material changes during the three months ended March 31, 2023 to the risk factors discussed in “Risk Factors” in the February 28, 2023 filing of our Annual Report on Form

10-K.

Adverse developments affecting the financial services industry, such as actual events or concerns involving liquidity, defaults or non-performance by financial institutions or transactional counterparties could have a material adverse effect on us, the Adviser and our portfolio companies.

Cash not held in custody accounts and held by us, our Adviser and by our portfolio companies in non-interest-bearing and interest-bearing operating accounts could, at times, exceed the Federal Deposit Insurance Corporation (“FDIC”) insurance limits. If such banking institutions were to fail, we, our Adviser, or our portfolio companies could lose all or a portion of those amounts held in excess of such insurance limits. In addition, actual events involving limited liquidity, defaults, non-performance or other adverse developments that affect financial institutions, transactional counterparties or other companies in the financial services industry or the financial services industry generally, or concerns or rumors about any events of these kinds or other similar risks, have in the past and may in the future lead to market-wide liquidity problems, which could adversely affect our, our Adviser’s and our portfolio companies’ business, financial condition, results of operations, or prospects.

Although we and our Adviser assess our and our portfolio companies’ banking and financing relationships as we believe necessary or appropriate, our and our portfolio companies’ access to funding sources and other credit arrangements in amounts adequate to finance or capitalize current and projected future business operations could be significantly impaired by factors that affect the financial institutions with which we, our Adviser or our portfolio companies have arrangements directly or the financial services industry or economy in general. These factors could include, among others, events such as liquidity constraints or failures, the ability to perform obligations under various types of financial, credit or liquidity agreements or arrangements, disruptions or instability in the financial services industry or financial markets, or concerns or negative expectations about the prospects for companies in the financial services industry. These factors could involve financial institutions or financial services industry companies with which we, our Adviser or our portfolio companies have financial or business relationships, but could also include factors involving financial markets or the financial services industry generally.

In addition, investor concerns regarding the U.S. or international financial systems could result in less favorable commercial financing terms, including higher interest rates or costs and tighter financial and operating covenants, or systemic limitations on access to credit and liquidity sources, thereby making it more difficult for us, our Adviser, or our portfolio companies to acquire financing on acceptable terms or at all.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

None.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosure

Not applicable.

Item 5. Other Information

Not applicable.

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Item 6. Exhibits

The following exhibits are filed as part of this report or hereby incorporated by reference to exhibits previously filed with the SEC:

3.1	Certificate of Formation(1)
3.2	Certificate of Amendment to Certificate of Formation(1)
3.3	Amended and Restated Limited Liability Company Agreement(1)
4.1	Form of Subscription Agreement(2)
31.1	Certification of Co-Chief Executive Officer pursuant to Rule 13a-14 of the Securities Exchange Act of 1934, as amended.*
31.2	Certification of Co-Chief Executive Officer pursuant to Rule 13a-14 of the Securities Exchange Act of 1934, as amended.*
31.3	Certification of Chief Financial Officer pursuant to Rule 13a-14 of the Securities Exchange Act of 1934, as amended.*
32.1	Certification of Co-Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.*
32.2	Certification of Co-Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.*
32.3	Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.*
101.INS	Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded with the Inline XBRL document.
101.SCH	Inline XBRL Taxonomy Extension Schema Document*
101.CAL	Inline XBRL Taxonomy Extension Calculation Linkbase Document*
101.DEF	Inline XBRL Taxonomy Extension Definition Linkbase Document*
101.LAB	Inline XBRL Taxonomy Extension Label Linkbase Document*
101.PRE	Inline XBRL Taxonomy Extension Presentation Linkbase Document*
104	Cover Page Interactive Data File – The cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document

* Filed herewith.

(1) Previously filed as an exhibit to the Registrant’s Registration Statement on Form 10 (File No. 000-56247) filed with the SEC on January 29, 2021.

(2) Previously filed as an exhibit to Amendment No. 1 to the Registrant’s Registration Statement on Form 10 (File No. 000-56247) filed with the SEC on March 22, 2021.

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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 on May 10, 2023.

SLR HC BDC LLC
By:	/S/ M ICHAEL S. G ROSS
	Michael S. Gross Co-Chief Executive Officer (Principal Executive Officer)
By:	/S/ B RUCE J. S POHLER
	Bruce J. Spohler Co-Chief Executive Officer (Principal Executive Officer)
By:	/S/ S HIRAZ Y. K AJEE
	Shiraz Y. Kajee Chief Financial Officer (Principal Financial and Accounting Officer)

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