Barings Private Credit 10Q 2024 Q2 Quarterly report

0001859919bdc:IndustryConcentrationRiskMemberbdc:TelecommunicationsMemberbdc:InvestmentOwnedAtFairValueMember2024-06-300001859919bdc:IndustryConcentrationRiskMemberbdc:CapitalEquipmentMemberbdc:CPCFBPCCLLCMemberbdc:InvestmentOwnedAtFairValueMember2023-01-012023-12-31

Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

__________________________________________________________

Form 10-Q

__________________________________________________________

(Mark One)


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

For the quarterly period ended June 30, 2024


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

For the transition period from to

Commission file number 814-01397

______________________________________________________________________

Barings Private Credit Corporation

(Exact name of registrant as specified in its charter)

__________________________________________________________


Maryland						86-3780522
(State or other jurisdiction of						(I.R.S. Employer
incorporation or organization)						Identification No.)

300 South Tryon Street, Suite 2500 Charlotte, North Carolina						28202
(Address of principal executive offices)						(Zip Code)

Registrant's telephone number, including area code: (704) 805-7200

Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report: N/A

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	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 ý 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 during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ý No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the 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	ý	Smaller reporting company	¨
		Emerging growth company	ý
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 ý

The number of shares outstanding of the registrant’s common stock on August 7, 2024 was 86,195,090.

BARINGS PRIVATE CREDIT CORPORATION

TABLE OF CONTENTS

QUARTERLY REPORT ON FORM 10-Q


		Page
PART I – FINANCIAL INFORMATION
Item 1.	Financial Statements
	Unaudited Consolidated Balance Sheet as of June 30, 2024 and Consolidated Balance Sheet as of December 31, 2023	3
	Unaudited Consolidated Statement s of Operations for the Three and Six Months Ended June 30, 2024 and 2023	4
	Unaudited Consolidated Statement s of Changes in Net Assets for the Three and Six Months Ended June 30, 2024 and 2023	6
	Unaudited Consolidated Statement s of Cash Flows for the Six Months Ended June 30, 2024 and 2023	8
	Unaudited Consolidated Schedule of Investments as of June 30, 2024	9
	Consolidated Schedule of Investments as of December 31, 2023	38
	Notes to Unaudited Consolidated Financial Statements	65
Item 2.	Management ’s Discussion and Analysis of Financial Condition and Results of Operations	103
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	128
Item 4.	Controls and Procedures	130

PART II – OTHER INFORMATION
Item 1.	Legal Proceedings	131
Item 1A.	Risk Factors	131
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	131
Item 3.	Defaults Upon Senior Securities	132
Item 4.	Mine Safety Disclosures	132
Item 5.	Other Information	132
Item 6.	Exhibits	133
Signatures		134

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements.

Barings Private Credit Corporation

Consolidated Balance Sheets

(in thousands, except share and per share data)


	June 30, 2024		December 31, 2023
	(Unaudited)
Assets:
Investments at fair value:
Non-Control / Non-Affiliate investments (cost of $2,373,962 and $2,219,083 as of June 30, 2024 and December 31, 2023, respectively)	$	2,346,238	$	2,187,808
Affiliate investments (cost of $259,001 and $248,644 as of June 30, 2024 and December 31, 2023, respectively)	274,834		271,121

Short-term investments (cost of $10,067 and $0 as of June 30, 2024 and December 31, 2023, respectively)	10,066		—
Total investments at fair value	2,631,138		2,458,929
Cash (restricted cash of $10,481 and $8,823 at June 30, 2024 and December 31, 2023, respectively)	149,409		57,502
Foreign currencies (cost of $39,053 and $25,647 as of June 30, 2024 and December 31, 2023, respectively)	38,943		26,061
Interest and fees receivable	46,555		49,397
Prepaid expenses and other assets	256		380
Derivative assets	8,750		85
Deferred financing fees	10,321		5,027
Receivable from unsettled transactions	40,239		1,953
Total assets	$	2,925,611	$	2,599,334
Liabilities:
Accounts payable and accrued liabilities	$	2,588	$	2,902

Share repurchases payable	3,501		307
Interest payable	14,583		22,019
Administrative fees payable	320		400
Base management fees payable	4,824		4,376
Incentive management fees payable	3,188		2,975

Derivative liabilities	14,036		24,316
Payable from unsettled transactions	26,670		277
Borrowings under credit facilities	456,278		535,467
Debt securitization (net of deferred financing fees)	342,663		400,094
Notes payable (net of deferred financing fees)	297,349		299,206


Total liabilities	1,166,000		1,292,339
Commitments and contingencies (Note 7)
Net Assets:

Common stock, $0.001 par value per share (499,950,000 shares authorized, 84,372,403 and 62,714,487 shares issued and outstanding as of June 30, 2024 and December 31, 2023, respectively)	84		63
Additional paid-in capital	1,733,622		1,281,007
Total distributable earnings	25,905		25,925
Total net assets	1,759,611		1,306,995
Total liabilities and net assets	$	2,925,611	$	2,599,334
Net asset value per share	$	20.86	$	20.84

See accompanying notes.

Barings Private Credit Corporation

Unaudited Consolidated Statements of Operations

(in thousands, except share and per share data)


	Three Months Ended		Three Months Ended		Six Months Ended		Six Months Ended
	June 30, 2024		June 30, 2023		June 30, 2024		June 30, 2023
Investment income:
Interest income:
Non-Control / Non-Affiliate investments	$	62,247	$	55,991	$	122,510	$	105,806
Affiliate investments	389		126		679		287

Short-term investments	111		—		111		—
Total interest income	62,747		56,117		123,300		106,093
Dividend income:
Non-Control / Non-Affiliate investments	1,158		702		2,096		1,393
Affiliate investments	8,962		5,212		14,764		8,233

Total dividend income	10,120		5,914		16,860		9,626
Fee and other income:
Non-Control / Non-Affiliate investments	5,488		3,911		9,835		7,252
Affiliate investments	27		13		56		26

Total fee and other income	5,515		3,924		9,891		7,278
Payment-in-kind interest income:
Non-Control / Non-Affiliate investments	3,412		2,367		5,686		4,438
Affiliate investments	93		—		184		—

Total payment-in-kind interest income	3,505		2,367		5,870		4,438
Interest income from cash	347		9		607		18
Total investment income	82,234		68,331		156,528		127,453
Operating expenses:
Interest and other financing fees	21,127		21,110		45,280		39,672
Base management fee (Note 2)	4,824		4,218		9,417		8,067
Incentive management fees (Note 2)	3,188		2,742		6,255		5,337





Other general and administrative expenses (Note 2)	1,753		1,377		3,420		2,775
Total operating expenses	30,892		29,447		64,372		55,851


Net investment income before taxes	51,342		38,884		92,156		71,602
Income taxes, including excise tax expense	32		241		282		294
Net investment income	$	51,310	$	38,643	$	91,874	$	71,308


Barings Private Credit Corporation Unaudited Consolidated Statements of Operations — (Continued) (in thousands, except share and per share data)
	Three Months Ended		Three Months Ended		Six Months Ended		Six Months Ended
	June 30, 2024		June 30, 2023		June 30, 2024		June 30, 2023
Realized gains (losses) and unrealized appreciation (depreciation) on investments, foreign currency transactions and forward currency contracts:
Net realized gains (losses):
Non-Control / Non-Affiliate investments	$	(7,618)	$	(40)	$	(11,177)	$	(1,217)
Net realized gains (losses) on investments	(7,618)		(40)		(11,177)		(1,217)
Foreign currency transactions	83		681		(314)		869
Forward currency contracts	6,609		(5,873)		(8,308)		(27,269)
Net realized gains (losses)	(926)		(5,232)		(19,799)		(27,617)
Net unrealized appreciation (depreciation):
Non-Control / Non-Affiliate investments	639		(6,886)		3,546		2,090
Affiliate investments	(5,653)		425		(6,644)		5,227

Net unrealized appreciation (depreciation) on investments	(5,014)		(6,461)		(3,098)		7,317
Foreign currency transactions	720		(1,191)		2,570		(3,855)
Forward currency contracts	(5,036)		4,805		20,904		23,937
Net unrealized appreciation (depreciation)	(9,330)		(2,847)		20,376		27,399
Net realized gains (losses) and unrealized appreciation (depreciation) on investments, foreign currency transactions and forward currency contracts	(10,256)		(8,079)		577		(218)


Net increase in net assets resulting from operations	$	41,054	$	30,564	$	92,451	$	71,090
Net investment income per share — basic and diluted	$	0.62	$	0.66	$	1.19	$	1.27
Net increase in net assets resulting from operations per share — basic and diluted	$	0.50	$	0.52	$	1.20	$	1.27
Dividends / distributions per share:


Total dividends / distributions per share	$	0.60	$	0.60	$	1.20	$	1.11
Weighted average shares outstanding — basic and diluted	82,893,023		58,605,416		76,947,822		55,985,515

See accompanying notes.

Barings Private Credit Corporation

Unaudited Consolidated Statements of Changes in Net Assets

(in thousands, except share amounts)


Three Months Ended June 30, 2023	Common Stock			Additional Paid-In Capital		Total Distributable Earnings		Total Net Assets
	Number of Shares	Par Value
Balance, March 31, 2023	53,790,939	$	54	$	1,094,859	$	24,053	$	1,118,966
Net investment income	—	—		—		38,643		38,643

Net realized loss on investments / foreign currency transactions / forward currency contracts	—	—		—		(5,232)		(5,232)
Net unrealized depreciation on investments / foreign currency transactions / forward currency contracts	—	—		—		(2,847)		(2,847)



Dividends / distributions	77,426	—		1,610		(35,217)		(33,607)
Issuance of common stock	5,366,788	5		111,616		—		111,621








Balance, June 30, 2023	59,235,153	$	59	$	1,208,085	$	19,400	$	1,227,544


Three Months Ended June 30, 2024	Common Stock			Additional Paid-In Capital		Total Distributable Earnings		Total Net Assets
	Number of Shares	Par Value
Balance, March 31, 2024	78,202,476	$	78	$	1,604,474	$	34,645	$	1,639,197
Net investment income	—	—		—		51,310		51,310

Net realized loss on investments / foreign currency transactions / forward currency contracts	—	—		—		(926)		(926)
Net unrealized appreciation on investments / foreign currency transactions / forward currency contracts	—	—		—		(9,330)		(9,330)


Purchases of shares in repurchase plan	(167,112)	—		(3,593)		—		(3,593)

Dividends / distributions	164,267	—		3,440		(49,794)		(46,354)
Issuance of common stock	6,172,772	6		129,301		—		129,307







Balance, June 30, 2024	84,372,403	$	84	$	1,733,622	$	25,905	$	1,759,611

Barings Private Credit Corporation

Unaudited Consolidated Statements of Changes in Net Assets — (Continued)

(in thousands, except share amounts)


Six Months Ended June 30, 2023	Common Stock			Additional Paid-In Capital		Total Distributable Earnings		Total Net Assets
	Number of Shares	Par Value
Balance, December 31, 2022	52,900,314	$	53	$	1,076,497	$	10,753	$	1,087,303
Net investment income	—	—		—		71,308		71,308

Net realized loss on investments / foreign currency transactions / forward currency contracts	—	—		—		(27,617)		(27,617)
Net unrealized appreciation on investments / foreign currency transactions / forward currency contracts	—	—		—		27,399		27,399
Purchases of shares in repurchase plan	(481)	—		(10)		—		(10)


Dividends / distributions	93,617	—		1,944		(62,443)		(60,499)
Issuance of common stock	6,241,703	6		129,654		—		129,660








Balance, June 30, 2023	59,235,153	$	59	$	1,208,085	$	19,400	$	1,227,544


Six Months Ended June 30, 2024	Common Stock			Additional Paid-In Capital		Total Distributable Earnings		Total Net Assets
	Number of Shares	Par Value
Balance, December 31, 2023	62,714,487	$	63	$	1,281,007	$	25,925	$	1,306,995
Net investment income	—	—		—		91,874		91,874

Net realized loss on investments / foreign currency transactions / forward currency contracts	—	—		—		(19,799)		(19,799)
Net unrealized appreciation on investments / foreign currency transactions / forward currency contracts	—	—		—		20,376		20,376
Purchases of shares in repurchase plan	(1,705,852)	(2)		(35,752)		—		(35,754)


Dividends / distributions	378,248	—		7,906		(92,471)		(84,565)
Issuance of common stock	22,985,520	23		480,461		—		480,484








Balance, June 30, 2024	84,372,403	$	84	$	1,733,622	$	25,905	$	1,759,611

See accompanying notes.

Barings Private Credit Corporation

Unaudited Consolidated Statements of Cash Flows

(in thousands)


	Six Months Ended		Six Months Ended
	June 30, 2024		June 30, 2023
Cash flows from operating activities:
Net increase in net assets resulting from operations	$	92,451	$	71,090
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:
Purchases of portfolio investments	(527,416)		(343,232)

Repayments received / sales of portfolio investments	346,223		254,778
Purchases of short-term investments	(10,067)		—

Loan origination and other fees received	11,843		4,132
Net realized (gain) loss on investments	11,177		1,217
Net realized (gain) loss on foreign currency transactions	314		(869)
Net realized (gain) loss on forward currency contracts	8,308		27,269
Net unrealized (appreciation) depreciation on investments	3,098		(7,317)
Net unrealized (appreciation) depreciation on foreign currency transactions	(2,570)		3,855
Net unrealized (appreciation) depreciation on forward currency contracts	(20,904)		(23,937)
Payment-in-kind interest / dividends	(11,474)		(6,455)
Amortization of deferred financing fees	1,181		837

Accretion of loan origination and other fees	(7,387)		(5,390)
Amortization / accretion of purchased loan premium / discount	(468)		(705)
Payments for derivative contracts	(19,527)		(30,964)
Proceeds from derivative contracts	11,219		3,695
Changes in operating assets and liabilities:
Interest and fees receivable	2,363		(13,851)
Prepaid expenses and other assets	123		208
Accounts payable and accrued liabilities	261		(3,672)

Interest payable	(7,402)		2,716


Net cash provided by (used in) operating activities	(118,654)		(66,595)
Cash flows from financing activities:
Borrowings under credit facilities	106,510		111,500
Repayments under credit facilities	(182,625)		—

Repayments of debt securitization	(57,589)		—

Proceeds from secured borrowings	—		57,161
Repayments of secured borrowings	—		(75,721)
Financing fees paid	(6,213)		(2,153)
Issuance of common stock	480,484		129,660
Cash dividends / distributions paid	(84,565)		(60,499)
Purchases of shares in repurchase plan	(32,559)		(10)
Net cash provided by (used in) financing activities	223,443		159,938
Net increase (decrease) in cash and foreign currencies	104,789		93,343
Cash and foreign currencies, beginning of period	83,563		91,441
Cash and foreign currencies, end of period	$	188,352	$	184,784
Supplemental disclosure of cash flow information:
Cash paid for interest	$	48,315	$	34,974
Excise taxes paid during the period	$	1,190	$	1,000
Summary of non-cash financing transactions:
Dividends/distributions paid through DRIP share issuances	$	7,906	$	1,944

Share repurchases payable	$	3,501	$	—

See accompanying notes.

Barings Private Credit Corporation

Unaudited Consolidated Schedule of Investments

June 30, 2024

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Non–Control / Non–Affiliate Investments:
1WorldSync, Inc.	IT Consulting & Other Services	First Lien Senior Secured Term Loan	SOFR + 4.75%, 10.2% Cash	05/21	07/25	$	10,728	$	10,703	$	10,728	0.6	%	(5) (6) (7) (8) (17)
						10,728		10,703		10,728

A.T. Holdings II LTD	Other Financial	First Lien Senior Secured Term Loan	14.3% Cash	11/22	09/29	15,000		15,000		11,715		0.7	%	(3) (7) (28)
						15,000		15,000		11,715

Accelerant Holdings	Banking, Finance, Insurance & Real Estate	Class A Convertible Preferred Equity (5,000 shares)	N/A	01/22	N/A			5,000		6,098		0.3	%	(7) (26) (28)
		Class B Convertible Preferred Equity (1,651 shares)	N/A	12/22	N/A			1,667		2,111		0.1	%	(7) (26) (28)
								6,667		8,209

Acclime Holdings HK Limited	Business Services	First Lien Senior Secured Term Loan	SOFR + 6.75%, 11.6% Cash	08/21	08/27	7,500		7,369		7,313		0.4	%	(3) (5) (7) (8) (17)
						7,500		7,369		7,313

Accurus Aerospace Corporation	Aerospace & Defense	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.2% Cash	04/22	04/28	13,122		12,988		12,846		0.7	%	(5) (7) (8) (16)
		Revolver	SOFR + 5.75%, 11.2% Cash	04/22	04/28	1,106		1,093		1,077		0.1	%	(7) (8) (16) (28) (29)
		Common Stock (262,573.98 shares)	N/A	04/22	N/A			263		192		—	%	(7) (26) (28)
						14,228		14,344		14,115

Acogroup	Business Services	First Lien Senior Secured Term Loan	4.0% Cash, EURIBOR + 2.9% PIK, 6.6% PIK	05/21	10/26	1,286		1,447		1,136		0.1	%	(3) (5) (7) (8) (11)
		First Lien Senior Secured Term Loan	4.0% Cash, EURIBOR + 2.9% PIK, 6.6% PIK	03/22	10/26	28,076		28,410		24,791		1.4	%	(3) (7) (8) (11) (28)
						29,362		29,857		25,927

AD Bidco, Inc.	Technology	First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.6% Cash	03/24	03/30	14,510		14,161		14,184		0.8	%	(5) (7) (8) (16)
		First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.6% Cash	03/24	09/26	—		(120)		(113)		—	%	(5) (7) (8) (16) (29)
		Revolver	SOFR + 6.25%, 11.6% Cash	03/24	03/30	—		(44)		(42)		—	%	(7) (8) (16) (28) (29)
						14,510		13,997		14,029

Adhefin International	Industrial Other	First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 10.0% Cash	05/23	05/30	1,776		1,764		1,770		0.1	%	(3) (7) (8) (10) (28) (29)
		Subordinated Term Loan	EURIBOR + 10.5% PIK, 14.4% PIK	05/23	11/30	342		341		336		—	%	(3) (7) (10) (28)
						2,118		2,105		2,106

Aesthetics Australia Group Pty Ltd (Laser Clinics Australia Group)	Health Care Services	First Lien Senior Secured Term Loan	BBSY + 6.25%, 10.7% Cash	05/21	03/28	684		793		678		—	%	(3) (5) (7) (8) (13)
						684		793		678

Air Comm Corporation, LLC	Aerospace & Defense	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.3% Cash	06/21	07/27	24,385		24,124		24,073		1.4	%	(5) (6) (7) (8) (16)
		First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.7% Cash	06/21	07/27	1,287		1,258		1,287		0.1	%	(7) (8) (16) (28)
						25,672		25,382		25,360

AirX Climate Solutions, Inc.	Diversified Manufacturing	First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.5% Cash	11/23	11/29	9,151		8,828		9,066		0.5	%	(5) (7) (8) (17) (29)
		Revolver	SOFR + 6.25%, 11.5% Cash	11/23	11/29	875		827		862		—	%	(7) (8) (17) (28) (29)
						10,026		9,655		9,928

AIT Worldwide Logistics Holdings, Inc.	Transportation Services	Second Lien Senior Secured Term Loan	SOFR + 7.50%, 12.9% Cash	05/21	04/29	7,220		7,110		7,220		0.4	%	(5) (7) (8) (15)
						7,220		7,110		7,220

AlliA Insurance Brokers NV	Insurance	First Lien Senior Secured Term Loan	EURIBOR + 6.00%, 9.7% Cash	03/23	03/30	3,837		3,697		3,837		0.2	%	(3) (5) (7) (8) (10) (29)
						3,837		3,697		3,837

Barings Private Credit Corporation

Unaudited Consolidated Schedule of Investments — (Continued)

June 30, 2024

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Amalfi Midco	Healthcare	Subordinated Loan Notes	2.0% Cash, 9.0% PIK	09/22	09/28	$	5,740	$	5,149	$	5,206	0.3	%	(3) (7) (28)
		Class B Common Stock (93,165,208 shares)	N/A	09/22	N/A			1,040		1,178		0.1	%	(3) (7) (26) (28)
		Warrants (380,385 units)	N/A	09/22	N/A			4		750		—	%	(3) (7) (26) (28)
						5,740		6,193		7,134

Americo Chemical Products, LLC	Chemicals	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.8% Cash	04/23	04/29	2,539		2,485		2,539		0.1	%	(7) (8) (15) (28)
		Revolver	SOFR + 5.50%, 10.8% Cash	04/23	04/29	—		(28)		—		—	%	(7) (8) (15) (28) (29)
		Common Stock (262,093 shares)	N/A	04/23	N/A			262		299		—	%	(7) (26)
						2,539		2,719		2,838

AnalytiChem Holding GmbH	Chemicals	First Lien Senior Secured Term Loan	BBSY + 6.00%, 10.3% Cash	11/21	10/28	1,334		1,424		1,317		0.1	%	(3) (5) (7) (8) (13)
		First Lien Senior Secured Term Loan	EURIBOR + 6.00%, 9.8% Cash	11/21	10/28	6,707		6,877		6,622		0.4	%	(3) (5) (7) (8) (10)
		First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 10.2% Cash	04/22	10/28	7,267		7,275		7,176		0.4	%	(3) (5) (7) (8) (10)
		First Lien Senior Secured Term Loan	EURIBOR + 7.00%, 10.9% Cash	01/23	10/28	2,230		2,154		2,230		0.1	%	(3) (5) (7) (8) (10)
		First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.6% Cash	11/21	10/28	951		951		939		0.1	%	(3) (5) (7) (8) (16)
		First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.6% Cash	06/22	10/28	1,283		1,283		1,267		0.1	%	(3) (5) (7) (8) (16)

						19,772		19,964		19,551

Anju Software, Inc.	Application Software	First Lien Senior Secured Term Loan	9.0% PIK	05/21	06/25	1,410		1,409		94		—	%	(5) (7) (8) (27)
		Super Senior Secured Term Loan	10.0% PIK	10/23	06/25	100		96		94		—	%	(5) (7) (8) (29)
						1,510		1,505		188

APC1 Holding	Diversified Manufacturing	First Lien Senior Secured Term Loan	EURIBOR + 5.40%, 8.9% Cash	07/22	07/29	2,465		2,319		2,441		0.1	%	(3) (5) (7) (8) (10)
						2,465		2,319		2,441

Apex Bidco Limited	Business Equipment & Services	First Lien Senior Secured Term Loan	SONIA + 6.25%, 11.6% Cash	05/21	01/27	428		472		428		—	%	(3) (5) (7) (8) (18)
		First Lien Senior Secured Term Loan	SONIA + 6.75%, 12.1% Cash	10/23	01/27	873		822		873		—	%	(3) (5) (7) (8) (18)
						1,301		1,294		1,301

APOG Bidco Pty Ltd	Healthcare	Second Lien Senior Secured Term Loan	BBSY + 7.25%, 11.9% Cash	04/22	03/30	1,083		1,195		1,077		0.1	%	(3) (5) (7) (8) (14)
						1,083		1,195		1,077

Aptus 1829. GmbH	Chemicals, Plastics, and Rubber	First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 8.4% Cash, 1.5% PIK	09/21	09/27	2,344		2,521		2,074		0.1	%	(3) (5) (7) (8) (11)
		Preferred Stock (14 shares)	N/A	09/21	N/A			122		11		—	%	(3) (7) (26) (28)
		Common Stock (49 shares)	N/A	09/21	N/A			12		—		—	%	(3) (7) (26) (28)
						2,344		2,655		2,085

Apus Bidco Limited	Banking, Finance, Insurance & Real Estate	First Lien Senior Secured Term Loan	SONIA + 5.50%, 10.9% Cash	05/21	03/28	1,202		1,317		1,202		0.1	%	(3) (5) (7) (8) (19)
						1,202		1,317		1,202

Barings Private Credit Corporation

Unaudited Consolidated Schedule of Investments — (Continued)

June 30, 2024

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
AQA Acquisition Holding Inc	High Tech Industries	Second Lien Senior Secured Term Loan	SOFR + 7.50%, 12.9% Cash	05/21	03/29	$	7,460	$	7,321	$	7,460	0.4	%	(5) (7) (8) (16)
						7,460		7,321		7,460

Aquavista Watersides 2 LTD	Transportation Services	First Lien Senior Secured Term Loan	SONIA + 6.00%, 11.2% Cash	12/21	12/28	2,955		3,021		2,792		0.2	%	(3) (5) (7) (8) (19) (29)
		Second Lien Senior Secured Term Loan	SONIA + 10.5% PIK, 15.6% PIK	12/21	12/28	916		937		879		—	%	(3) (7) (8) (19) (28)
						3,871		3,958		3,671

Arc Education	Consumer Cyclical	First Lien Senior Secured Term Loan	EURIBOR + 5.75%, 9.4% Cash	07/22	07/29	2,549		2,404		2,506		0.1	%	(3) (5) (7) (8) (10) (29)
						2,549		2,404		2,506

Archimede	Consumer Services	First Lien Senior Secured Term Loan	EURIBOR + 6.50%, 10.2% Cash	05/21	10/27	14,469		14,841		13,933		0.8	%	(3) (5) (7) (8) (10)
						14,469		14,841		13,933

Argus Bidco Limited	High Tech Industries	First Lien Senior Secured Term Loan	EURIBOR + 6.75%, 10.7% Cash	07/22	07/29	623		623		598		—	%	(3) (5) (7) (8) (10)
		First Lien Senior Secured Term Loan	EURIBOR + 6.75%, 10.7% Cash	08/22	07/29	1,942		1,854		1,864		0.1	%	(3) (5) (7) (8) (10)
		First Lien Senior Secured Term Loan	EURIBOR + 6.75%, 10.7% Cash	09/22	07/29	667		626		640		—	%	(3) (5) (7) (8) (10)
		First Lien Senior Secured Term Loan	SONIA + 6.75%, 11.9% Cash	07/22	07/29	—		(12)		(30)		—	%	(3) (5) (7) (8) (18) (29)
		First Lien Senior Secured Term Loan	SONIA + 6.75%, 12.1% Cash	07/22	07/29	268		262		257		—	%	(3) (5) (7) (8) (18)
		Second Lien Senior Secured Term Loan	10.5% PIK	07/22	07/29	1,628		1,535		1,537		0.1	%	(3) (5) (7) (28)
		Preferred Stock (83,120 shares)	10.0% PIK	07/22	N/A			120		87		—	%	(3) (7) (28)
		Equity Loan Notes (83,120 units)	10.0% PIK	07/22	N/A			120		87		—	%	(3) (7) (28)
		Common Stock (929 shares)	N/A	07/22	N/A			1		—		—	%	(3) (7) (26) (28)
						5,128		5,129		5,040

Armstrong Transport Group (Pele Buyer, LLC)	Air Freight & Logistics	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.8% Cash	05/21	12/26	2,646		2,646		2,537		0.1	%	(5) (6) (7) (8) (17)
		First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.8% Cash	10/22	12/26	3,895		3,895		3,736		0.2	%	(6) (7) (8) (17)
						6,541		6,541		6,273

ASC Communications, LLC	Media & Entertainment	First Lien Senior Secured Term Loan	SOFR + 4.75%, 10.2% Cash	07/22	07/27	3,926		3,884		3,926		0.2	%	(5) (7) (8) (15)
		Revolver	SOFR + 4.75%, 10.2% Cash	07/22	07/27	—		(6)		—		—	%	(7) (8) (15) (28) (29)
		Class A Units (15,285.8 units)	N/A	07/22	N/A			321		466		—	%	(7)
						3,926		4,199		4,392

Astra Bidco Limited	Healthcare	First Lien Senior Secured Term Loan	SONIA + 5.25%, 10.5% Cash	11/21	11/28	2,893		2,965		2,861		0.2	%	(3) (5) (7) (8) (18) (29)
		First Lien Senior Secured Term Loan	EURIBOR + 5.25%, 9.1% Cash	11/21	11/28	377		379		373		—	%	(3) (5) (7) (8) (10)
						3,270		3,344		3,234

ATL II MRO Holdings Inc.	Transportation	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.8% Cash	11/22	11/28	19,959		19,517		19,759		1.1	%	(5) (7) (8) (16)
		Revolver	SOFR + 5.50%, 10.8% Cash	11/22	11/28	—		(48)		(25)		—	%	(7) (8) (16) (28) (29)
						19,959		19,469		19,734

Audio Precision, Inc.	High Tech Industries	First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.5% Cash	05/21	10/24	7,496		7,817		7,031		0.4	%	(5) (6) (7) (8) (16)
						7,496		7,817		7,031

Auxi International	Commercial Finance	First Lien Senior Secured Term Loan	EURIBOR + 7.25%, 11.1% Cash	05/21	12/26	322		359		300		—	%	(3) (5) (7) (8) (11)
						322		359		300

Barings Private Credit Corporation

Unaudited Consolidated Schedule of Investments — (Continued)

June 30, 2024

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Avance Clinical Bidco Pty Ltd	Healthcare	First Lien Senior Secured Term Loan	BBSY + 4.50%, 8.9% Cash	11/21	11/27	$	2,612	$	2,706	$	2,543	0.1	%	(3) (5) (7) (8) (13) (29)
						2,612		2,706		2,543

AWP Group Holdings, Inc.	Business Services	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.9% Cash	05/21	12/29	2,034		2,007		2,034		0.1	%	(6) (7) (8) (16) (28) (29)
						2,034		2,007		2,034

Azalea Buyer, Inc.	Technology	First Lien Senior Secured Term Loan	SOFR + 5.25%, 10.7% Cash	11/21	11/27	4,808		4,742		4,808		0.3	%	(5) (7) (8) (15) (29)
		Revolver	SOFR + 5.25%, 10.7% Cash	11/21	11/27	—		(6)		—		—	%	(7) (8) (15) (28) (29)
		Subordinated Term Loan	12.0% PIK	11/21	05/28	1,708		1,691		1,693		0.1	%	(7) (28)
		Common Stock (192,307.7 shares)	N/A	11/21	N/A			192		273		—	%	(7) (26) (28)
						6,516		6,619		6,774

Bariacum S.A	Consumer Products	First Lien Senior Secured Term Loan	EURIBOR + 4.75%, 8.4% Cash	11/21	11/28	3,751		3,856		3,744		0.2	%	(3) (5) (7) (8) (11)
						3,751		3,856		3,744

Benify (Bennevis AB)	High Tech Industries	First Lien Senior Secured Term Loan	STIBOR + 5.25%, 9.0% Cash	05/21	07/26	287		361		287		—	%	(3) (5) (7) (8) (20)
						287		361		287

Beyond Risk Management, Inc.	Other Financial	First Lien Senior Secured Term Loan	SOFR + 4.50%, 9.9% Cash	10/21	10/27	7,645		7,049		6,895		0.4	%	(5) (7) (8) (16) (29)
						7,645		7,049		6,895

Bidwax	Non-durable Consumer Goods	First Lien Senior Secured Term Loan	EURIBOR + 6.50%, 10.2% Cash	05/21	02/28	4,930		5,351		4,861		0.3	%	(3) (5) (7) (8) (11) (28)
						4,930		5,351		4,861

Biolam Group	Consumer Non-cyclical	First Lien Senior Secured Term Loan	EURIBOR + 4.25%, 5.5% Cash, 2.8% PIK	12/22	12/29	3,424		3,430		2,708		0.2	%	(3) (5) (7) (8) (11) (29)
						3,424		3,430		2,708

BNI Global, LLC	Other Industrial	First Lien Senior Secured Term Loan	EURIBOR + 5.75%, 9.4% Cash	02/24	05/27	34,339		33,971		33,652		1.9	%	(5) (7) (8) (9)
						34,339		33,971		33,652

Bounteous, Inc.	Technology	First Lien Senior Secured Term Loan	SOFR + 4.75%, 10.2% Cash	08/21	08/27	10,391		10,276		10,287		0.6	%	(5) (6) (7) (8) (16)
						10,391		10,276		10,287

BPG Holdings IV Corp	Diversified Manufacturing	First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.3% Cash	03/23	07/29	15,780		14,973		14,475		0.8	%	(7) (8) (16) (28)
						15,780		14,973		14,475

Bridger Aerospace Group Holdings, LLC	Environmental Industries	Municipal Revenue Bond	11.5% Cash	07/22	09/27	32,980		32,980		33,893		1.9	%	(28)
		Preferred Stock- Series A (17,725 shares)	7.0% PIK	07/22	N/A			19,552		17,831		1.0	%	(7) (28)
						32,980		52,532		51,724

Brightpay Limited	Technology	First Lien Senior Secured Term Loan	EURIBOR + 5.00%, 8.9% Cash	10/21	10/28	3,091		3,219		3,009		0.2	%	(3) (5) (7) (8) (10) (29)
						3,091		3,219		3,009

BrightSign LLC	Media & Entertainment	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.2% Cash	10/21	10/27	10,420		10,357		10,420		0.6	%	(6) (7) (8) (16)
		Revolver	SOFR + 5.75%, 11.2% Cash	10/21	10/27	887		881		887		0.1	%	(7) (8) (16) (28) (29)
		LLC Units (923,857.7 units)	N/A	10/21	N/A			924		952		0.1	%	(7)
						11,307		12,162		12,259

Barings Private Credit Corporation

Unaudited Consolidated Schedule of Investments — (Continued)

June 30, 2024

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
British Engineering Services Holdco Limited	Commercial Services & Supplies	First Lien Senior Secured Term Loan	SONIA + 7.00%, 12.2% Cash	05/21	12/27	$	7,586	$	7,789	$	7,586	0.4	%	(3) (5) (7) (8) (19) (29)
						7,586		7,789		7,586

Bucharest Bidco Limited	Hotel, Gaming and Leisure	First Lien Senior Secured Term Loan	SONIA + 7.00%, 12.3% Cash	05/21	07/26	175		166		165		—	%	(3) (7) (8) (19) (28)
		First Lien Senior Secured Term Loan	SOFR + 7.28%, 12.5% Cash	05/21	07/26	782		815		738		—	%	(3) (7) (8) (17) (28)
						957		981		903

Burgess Point Purchaser Corporation	Auto Parts & Equipment	Second Lien Senior Secured Term Loan	SOFR + 9.00%, 14.4% Cash	07/22	07/30	4,545		4,396		4,545		0.3	%	(5) (7) (8) (15)
		LP Units (455 units)	N/A	07/22	N/A			455		433		—	%	(7) (26) (28)
						4,545		4,851		4,978

BVI Medical, Inc.	Healthcare	Second Lien Senior Secured Term Loan	EURIBOR + 9.50%, 13.2% Cash	06/22	06/26	5,910		5,671		5,786		0.3	%	(5) (7) (8) (10)
						5,910		5,671		5,786

CAi Software, LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.6% Cash	12/21	12/28	16,293		16,030		16,007		0.9	%	(5) (6) (7) (8) (16)
		First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.6% Cash	07/22	12/28	1,356		1,339		1,333		0.1	%	(6) (7) (8) (16)
		Revolver	SOFR + 5.00%, 10.6% Cash	12/21	12/28	—		(64)		(65)		—	%	(7) (8) (16) (28) (29)
						17,649		17,305		17,275

Canadian Orthodontic Partners Corp.	Healthcare	First Lien Senior Secured Term Loan	3.5% Cash, CORRA + 3.5% PIK, 9.0% PIK	06/21	03/26	4,397		4,909		1,191		0.1	%	(3) (5) (7) (8) (22) (27)
		Super Senior Secured Term Loan	15.0% PIK	04/24	03/26	20		14		28		—	%	(3) (5) (7) (29)
		Class A Equity (500,000 units)	N/A	05/22	N/A			389		—		—	%	(3) (7) (26) (28)
		Class C - Warrants (74,712.64 units)	N/A	05/22	N/A			—		—		—	%	(3) (7) (26) (28)
		Class X Equity (45,604 units)	N/A	05/22	N/A			35		—		—	%	(3) (7) (26) (28)
						4,417		5,347		1,219

Caribou Holding Company, LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 7.64%, 13.0% Cash	04/22	04/27	3,907		3,871		3,864		0.2	%	(3) (5) (7) (8) (16)
		LLC Units (616,844 units)	N/A	04/22	N/A			617		857		—	%	(3) (7) (26) (28)
						3,907		4,488		4,721

Cascade Residential Services LLC	Electric	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.8% Cash	10/23	10/29	7,799		7,504		7,574		0.4	%	(5) (7) (8) (16) (29)
		Revolver	SOFR + 5.50%, 10.8% Cash	10/23	10/29	259		230		237		—	%	(7) (8) (16) (28) (29)
						8,058		7,734		7,811

CCFF Buyer, LLC	Food & Beverage	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.0% Cash	02/24	2/30	1,180		1,095		1,100		0.1	%	(5) (7) (8) (17) (29)
		Revolver	SOFR + 5.75%, 11.0% Cash	02/24	2/30	—		(19)		(18)		—	%	(7) (8) (17) (28) (29)
		LLC Units (224 units)	N/A	02/24	N/A			224		224		—	%	(7) (26) (28)
						1,180		1,300		1,306

Centralis Finco S.a.r.l.	Diversified Financial Services	First Lien Senior Secured Term Loan	EURIBOR + 5.25%, 9.2% Cash	05/21	04/27	621		578		614		—	%	(3) (5) (7) (8) (10) (28)
		First Lien Senior Secured Term Loan	EURIBOR + 5.25%, 9.1% Cash	05/21	04/27	120		136		119		—	%	(3) (5) (7) (8) (10)
						741		714		733

Ceres Pharma NV	Pharmaceuticals	First Lien Senior Secured Term Loan	EURIBOR + 6.00%, 9.8% Cash	10/21	10/28	4,539		4,643		4,428		0.3	%	(3) (5) (7) (8) (11)
						4,539		4,643		4,428

Barings Private Credit Corporation

Unaudited Consolidated Schedule of Investments — (Continued)

June 30, 2024

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
CGI Parent, LLC	Business Equipment & Services	First Lien Senior Secured Term Loan	SOFR + 5.25%, 10.7% Cash	02/22	02/28	$	20,775	$	20,391	$	20,775	1.2	%	(5) (7) (8) (16)
		First Lien Senior Secured Term Loan	SOFR + 5.25%, 10.7% Cash	12/22	02/28	2,101		2,054		2,101		0.1	%	(5) (7) (8) (16)
		Revolver	SOFR + 5.25%, 10.7% Cash	02/22	02/28	—		(21)		—		—	%	(7) (8) (16) (28) (29)
		Preferred Stock (657 shares)	N/A	02/22	N/A			722		1,378		0.1	%	(7) (26) (28)
						22,876		23,146		24,254

CM Acquisition Holding Inc.	Internet & Direct Marketing	First Lien Senior Secured Term Loan	SOFR + 4.75%, 10.1% Cash	05/21	05/25	10,673		10,663		10,235		0.6	%	(5) (7) (8) (16)
						10,673		10,663		10,235

Cobham Slip Rings SAS	Diversified Manufacturing	First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.6% Cash	11/21	11/28	3,091		3,045		3,091		0.2	%	(3) (5) (7) (8) (16)
						3,091		3,045		3,091

Coherus Biosciences, Inc.	Biotechnology	First Lien Senior Secured Term Loan	SOFR + 8.00%, 13.3% Cash	05/24	05/29	9,977		9,684		9,678		0.6	%	(7) (8) (16) (28)
		Royalty Rights	N/A	05/24	N/A			9,678		9,678		0.6	%	(7)
						9,977		19,362		19,356

Compass Precision, LLC	Aerospace & Defense	Senior Subordinated Term Loan	11.0% Cash, 1.0% PIK	04/22	04/28	645		636		623		—	%	(5) (7) (28)
		LLC Units (46,085.6 units)	N/A	04/22	N/A			125		148		—	%	(7) (26)
						645		761		771

Comply365, LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.4% Cash	04/22	12/29	17,366		17,041		17,262		1.0	%	(5) (7) (8) (16)
		First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.4% Cash	04/22	04/28	6,876		6,782		6,834		0.4	%	(5) (7) (8) (16)
		Revolver	SOFR + 5.00%, 10.4% Cash	04/22	12/29	—		(7)		(3)		—	%	(7) (8) (16) (28) (29)
						24,242		23,816		24,093

Contabo Finco S.A.R.L.	Internet Software & Services	First Lien Senior Secured Term Loan	EURIBOR + 5.25%, 9.1% Cash	10/22	10/29	10,373		9,450		10,373		0.6	%	(3) (5) (7) (8) (10)
						10,373		9,450		10,373

Cosmelux International	Commodity Chemicals	First Lien Senior Secured Term Loan	EURIBOR + 4.50%, 8.4% Cash	05/21	07/25	817		919		817		—	%	(3) (5) (7) (8) (10)
						817		919		817

Coyo Uprising GmbH	Technology	First Lien Senior Secured Term Loan	EURIBOR + 6.50%, 6.7% Cash, 3.5% PIK	09/21	09/28	10,841		11,508		10,452		0.6	%	(3) (5) (7) (8) (10) (29)
		Class A Units (531 units)	N/A	09/21	N/A			248		253		—	%	(3) (7) (26) (28)
		Class B Units (231 units)	N/A	09/21	N/A			538		462		—	%	(3) (7) (26) (28)
						10,841		12,294		11,167

CTI Foods Holdings Co., LLC	Food & Beverage	2024 First Out Term Loan	SOFR + 10.00%, 15.3% PIK	02/24	05/26	3,841		3,674		3,841		0.2	%	(7) (8) (16) (28)
		2024 LIFO Term Loan	SOFR + 10.00%, 15.3% PIK	02/24	05/26	7,792		7,452		7,792		0.4	%	(7) (8) (16) (28)
		First Out Term Loan	SOFR + 10.00%, 15.3% PIK	02/24	05/26	1,474		1,474		1,474		0.1	%	(7) (8) (16) (28)
		Second Out Term Loan	SOFR + 12.00%, 17.3% PIK	02/24	05/26	1,110		1,110		1,110		0.1	%	(7) (8) (16) (28)
		Common Stock (38,751 shares)	N/A	02/24	N/A			—		1,157		0.1	%	(7) (26) (28)
						14,217		13,710		15,374

CW Group Holdings, LLC	High Tech Industries	First Lien Senior Secured Term Loan	SOFR + 5.50%, 11.0% Cash	05/21	01/27	4,024		3,980		4,024		0.2	%	(5) (7) (8) (16)
						4,024		3,980		4,024

Barings Private Credit Corporation

Unaudited Consolidated Schedule of Investments — (Continued)

June 30, 2024

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
DataServ Integrations, LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 5.50%, 11.0% Cash	11/22	11/28	$	1,876	$	1,843	$	1,876	0.1	%	(5) (7) (8) (16)
		Revolver	SOFR + 5.50%, 11.0% Cash	11/22	11/28	—		(7)		—		—	%	(7) (8) (16) (28) (29)
		Partnership Units (96,153.8 units)	N/A	11/22	N/A			96		103		—	%	(7) (26) (28)
						1,876		1,932		1,979

David Wood Baking UK Ltd	Food Products	First Lien Senior Secured Term Loan	SONIA + 4.00%, 9.1% Cash, 7.0% PIK	04/24	04/29	19,959		18,769		18,961		1.1	%	(3) (7) (8) (18) (28)
						19,959		18,769		18,961

DecksDirect, LLC	Building Materials	First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.7% Cash	12/21	12/26	1,617		1,591		1,587		0.1	%	(5) (7) (8) (15)
		Revolver	SOFR + 6.25%, 11.7% Cash	12/21	12/26	347		342		340		—	%	(7) (8) (15) (28) (29)
		Class A Units (1,016.1 units)	N/A	04/24	N/A			47		29		—	%	(7) (26) (28)
		Common Stock (1,280.8 shares)	N/A	12/21	N/A			55		37		—	%	(7) (26) (28)
						1,964		2,035		1,993

DISA Holdings Corp.	Other Industrial	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.3% Cash	11/22	09/28	10,398		10,155		10,216		0.6	%	(5) (6) (7) (8) (15) (29)
		Revolver	SOFR + 5.00%, 10.3% Cash	11/22	09/28	—		(22)		(18)		—	%	(7) (8) (15) (28) (29)
						10,398		10,133		10,198

Diversified Packaging Holdings LLC	Containers, Packaging & Glass	Second Lien Senior Secured Term Loan	11.0% Cash, 1.5% PIK	06/24	06/29	904		886		886		0.1	%	(5) (7) (8)
		LLC Units (3,462 units)	N/A	06/24	N/A			346		346		—	%	(7) (26)
						904		1,232		1,232

Dragon Bidco	Technology	First Lien Senior Secured Term Loan	EURIBOR + 6.50%, 10.4% Cash	05/21	04/28	1,286		1,342		1,286		0.1	%	(3) (5) (7) (8) (11)
						1,286		1,342		1,286

DreamStart Bidco SAS (d/b/a SmartTrade)	Diversified Financial Services	First Lien Senior Secured Term Loan	EURIBOR + 5.25%, 9.0% Cash	05/21	03/27	857		951		857		—	%	(3) (5) (7) (8) (10) (28)
						857		951		857

Dune Group	Health Care Equipment	First Lien Senior Secured Term Loan	EURIBOR + 4.00%, 7.7% Cash	09/21	09/28	301		292		251		—	%	(3) (5) (7) (8) (10) (29)
		First Lien Senior Secured Term Loan	SOFR + 4.00%, 9.3% Cash	09/21	09/28	4,825		4,769		4,641		0.3	%	(3) (5) (7) (8) (16)
		First Lien Senior Secured Term Loan	SOFR + 4.00%, 9.3% Cash	09/21	09/28	510		510		491		—	%	(3) (5) (7) (8) (16)
						5,636		5,571		5,383

Dunlipharder B.V.	Technology	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.3% Cash	06/22	06/28	1,000		989		995		0.1	%	(3) (5) (7) (8) (15)
						1,000		989		995

Dwyer Instruments, Inc.	Electric	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.2% Cash	07/21	07/27	21,571		21,305		21,571		1.2	%	(5) (6) (7) (8) (16) (29)
		First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.2% Cash	12/23	07/27	131		125		131		—	%	(5) (7) (8) (16)
						21,702		21,430		21,702

Echo Global Logistics, Inc.	Air Transportation	Second Lien Senior Secured Term Loan	SOFR + 7.25%, 12.4% Cash	11/21	11/29	16,433		16,218		16,154		0.9	%	(5) (7) (8) (16)
		Partnership Equity (448.2 units)	N/A	11/21	N/A			448		320		—	%	(7) (26) (28)
						16,433		16,666		16,474

EFC International	Automotive	Senior Unsecured Term Loan	11.0% Cash, 2.5% PIK	03/23	05/28	681		664		670		—	%	(7) (28)
		Common Stock (141.2 shares)	N/A	03/23	N/A			199		322		—	%	(7) (26)
						681		863		992

Barings Private Credit Corporation

Unaudited Consolidated Schedule of Investments — (Continued)

June 30, 2024

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Electrical Components International, Inc.	Electrical Equipment	First Lien Senior Secured Term Loan	SOFR + 6.50%, 11.8% Cash	05/24	05/29	$	21,330	$	20,890	$	20,880	1.2	%	(7) (8) (15) (28) (29)
						21,330		20,890		20,880

Ellkay, LLC	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan	SOFR + 5.50%, 11.0% Cash, 2.0% PIK	09/21	09/27	5,711		5,644		4,963		0.3	%	(6) (7) (8) (16)
						5,711		5,644		4,963

EMI Porta Holdco LLC	Diversified Manufacturing	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.2% Cash	12/21	12/27	25,949		25,459		24,574		1.4	%	(5) (7) (8) (16)
		First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.2% Cash	12/21	12/27	19,023		18,783		18,015		1.0	%	(5) (6) (7) (8) (16)
		Revolver	SOFR + 5.75%, 11.2% Cash	12/21	12/27	203		174		69		—	%	(7) (8) (16) (28) (29)
						45,175		44,416		42,658

Entact Environmental Services, Inc.	Environmental Industries	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.1% Cash	05/21	01/27	1,923		1,911		1,909		0.1	%	(5) (6) (7) (8) (16)
						1,923		1,911		1,909

ERES Group	Banking, Finance, Insurance & Real Estate	First Lien Senior Secured Term Loan	EURIBOR + 5.00%, 8.9% Cash	05/21	07/26	214		242		214		—	%	(3) (5) (7)
						214		242		214

eShipping, LLC	Transportation Services	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.4% Cash	11/21	11/27	4,426		4,373		4,426		0.3	%	(5) (6) (7) (8) (15)
		Revolver	SOFR + 5.00%, 10.4% Cash	11/21	11/27	—		(8)		—		—	%	(7) (8) (15) (28) (29)
						4,426		4,365		4,426

Eurofins Digital Testing International LUX Holding SARL	Technology	First Lien Senior Secured Term Loan	EURIBOR + 4.50%, 8.4% Cash, 2.8% PIK	12/22	12/29	1,554		1,497		953		0.1	%	(3) (5) (7) (8) (10) (27)
		First Lien Senior Secured Term Loan	EURIBOR + 7.00%, 10.9% Cash	12/22	12/29	—		(56)		(1,025)		(0.1)	%	(3) (5) (7) (8) (10) (27) (29)
		First Lien Senior Secured Term Loan	SOFR + 4.50%, 9.8% Cash, 2.8% PIK	12/22	12/29	799		781		490		—	%	(3) (5) (7) (8) (16) (27)
		Senior Subordinated Term Loan	11.5% PIK	12/22	12/30	662		642		—		—	%	(3) (7) (27) (28)
						3,015		2,864		418

Events Software BidCo Pty Ltd	Technology	First Lien Senior Secured Term Loan	BBSY + 6.50%, 10.9% Cash	03/22	03/28	1,665		1,818		1,537		0.1	%	(3) (5) (7) (8) (14) (29)
						1,665		1,818		1,537

Express Wash Acquisition Company, LLC	Consumer Cyclical	First Lien Senior Secured Term Loan	SOFR + 6.50%, 12.1% Cash	07/22	07/28	6,355		6,264		6,266		0.4	%	(5) (7) (8) (16)
		Revolver	SOFR + 6.50%, 12.1% Cash	07/22	07/28	140		137		137		—	%	(7) (8) (16) (28) (29)
						6,495		6,401		6,403

F24 (Stairway BidCo Gmbh)	Software Services	First Lien Senior Secured Term Loan	EURIBOR + 6.00%, 9.6% Cash	05/21	08/27	3,355		3,347		3,355		0.2	%	(3) (5) (7) (8) (10) (28)
						3,355		3,347		3,355

Faraday	Healthcare	First Lien Senior Secured Term Loan	EURIBOR + 6.00%, 9.7% Cash	01/23	01/30	264		218		232		—	%	(3) (5) (7) (8) (10) (29)
						264		218		232

Finaxy Holding	Banking	First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 10.2% Cash	11/23	11/30	4,887		4,758		4,795		0.3	%	(3) (5) (7) (8) (10)
		Subordinated Term Loan	10.3% PIK	11/23	05/31	1,326		1,297		1,306		0.1	%	(3) (7) (28)
						6,213		6,055		6,101

Findex Group Ltd	Finance Companies	First Lien Senior Secured Term Loan	BBSY + 5.50%, 10.0% Cash	03/23	12/26	2,411		2,327		2,341		0.1	%	(3) (5) (7) (13)
						2,411		2,327		2,341

FineLine Systems	Consumer Services	First Lien Senior Secured Term Loan	SOFR + 4.75%, 10.1% Cash	05/21	02/28	3,374		3,340		3,374		0.2	%	(6) (7) (8) (16)
						3,374		3,340		3,374

Barings Private Credit Corporation

Unaudited Consolidated Schedule of Investments — (Continued)

June 30, 2024

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Finexvet	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan	EURIBOR + 6.50%, 10.2% Cash	03/22	03/29	$	9,698	$	9,715	$	9,465	0.5	%	(3) (5) (7) (8) (11) (28)
						9,698		9,715		9,465

FinThrive Software Intermediate Holdings Inc.	Business Equipment & Services	Preferred Stock (3,188.51 shares)	11.0% PIK	03/22	N/A			4,508		2,763		0.2	%	(5) (7)
								4,508		2,763

Fitzmark, Inc.	Cargo & Transportation	First Lien Senior Secured Term Loan	SOFR + 4.75%, 10.2% Cash	05/21	12/26	4,194		4,158		4,127		0.2	%	(6) (7) (8) (15) (28)
						4,194		4,158		4,127

Five Star Holding LLC	Packaging	Second Lien Senior Secured Term Loan	SOFR + 7.25%, 12.6% Cash	05/22	05/30	7,152		7,039		6,458		0.4	%	(5) (7) (8) (16)
		LLC Units (505.1 units)	N/A	05/22	N/A			505		262		—	%	(7) (26)
						7,152		7,544		6,720

Flexential Issuer, LLC	Information Technology	Structured Secured Note - Class C	6.9% Cash	11/21	11/51	10,000		9,296		9,163		0.5	%	(28)
						10,000		9,296		9,163

Flywheel Re Segregated Portfolio 2022-4	Investment Funds	Preferred Stock (4,713,810 shares)	N/A	08/22	N/A			4,714		5,892		0.3	%	(3) (7) (26) (28)
								4,714		5,892

Footco 40 Limited	Media & Entertainment	First Lien Senior Secured Term Loan	SONIA + 6.50%, 11.7% Cash	04/22	04/29	1,840		1,852		1,793		0.1	%	(3) (5) (7) (8) (18) (29)
						1,840		1,852		1,793

Forest Buyer, LLC	Healthcare	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.1% Cash	03/24	03/26	—		(24)		(22)		—	%	(5) (7) (8) (16) (29)
		First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.1% Cash	03/24	03/30	3,175		3,098		3,103		0.2	%	(5) (7) (8) (16)
		Revolver	SOFR + 5.75%, 11.1% Cash	03/24	03/30	—		(14)		(13)		—	%	(7) (8) (16) (28) (29)
		Class A LLC Units (295 units)	N/A	03/24	N/A			295		302		—	%	(7) (26)
		Class B LLC Units (295 units)	N/A	03/24	N/A			—		67		—	%	(7) (26)
						3,175		3,355		3,437

Fortis Payment Systems, LLC	Other Financial	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.2% Cash	10/22	02/26	17,538		17,230		17,194		1.0	%	(5) (7) (8) (16) (29)
		Revolver	SOFR + 5.75%, 11.2% Cash	10/22	02/26	—		(36)		(39)		—	%	(7) (8) (16) (28) (29)
						17,538		17,194		17,155

FragilePak LLC	Transportation Services	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.2% Cash	05/21	05/27	9,018		8,885		8,721		0.5	%	(5) (7) (8) (16)
		Partnership Units (929.7 units)	N/A	05/21	N/A			930		570		—	%	(7) (26)
						9,018		9,815		9,291

FSS Buyer LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.3% Cash	08/21	08/28	24,160		23,850		24,160		1.4	%	(5) (6) (7) (8) (16)
		LP Interest (2,902.3 units)	N/A	08/21	N/A			29		38		—	%	(7) (26)
		LP Units (12,760.8 units)	N/A	08/21	N/A			128		169		—	%	(7) (26)
						24,160		24,007		24,367

GB Eagle Buyer, Inc.	Capital Goods	First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.6% Cash	12/22	12/28	12,776		12,475		12,776		0.7	%	(7) (8) (16) (28)
		Revolver	SOFR + 6.25%, 11.6% Cash	12/22	12/28	—		(72)		—		—	%	(7) (8) (16) (28) (29)
		Partnership Units (859 units)	N/A	12/22	N/A			859		1,673		0.1	%	(7) (26) (28)
						12,776		13,262		14,449

Glacis Acquisition S.A.R.L.	Transportation Services	First Lien Senior Secured Term Loan	EURIBOR + 6.50%, 10.4% Cash	05/21	07/25	9,076		9,236		8,997		0.5	%	(3) (5) (7) (8) (11) (29)
						9,076		9,236		8,997

Barings Private Credit Corporation

Unaudited Consolidated Schedule of Investments — (Continued)

June 30, 2024

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Global Academic Group Limited	Industrial Other	First Lien Senior Secured Term Loan	BBSY + 6.00%, 10.4% Cash	07/22	07/27	$	2,464	$	2,522	$	2,437	0.1	%	(3) (5) (7) (8) (13)
		First Lien Senior Secured Term Loan	BKBM + 5.50%, 11.1% Cash	07/22	07/27	4,206		4,242		4,156		0.2	%	(3) (5) (7) (8) (23) (29)
						6,670		6,764		6,593

Gojo Industries, Inc.	Industrial Other	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.4% Cash, 4.5% PIK	10/23	10/28	25,441		24,770		24,782		1.4	%	(7) (8) (16) (28)
						25,441		24,770		24,782

GPNZ II GmbH	Healthcare	First Lien Senior Secured Term Loan	EURIBOR + 6.00%, 9.9% Cash	06/22	06/29	461		447		132		—	%	(3) (5) (7) (8) (9) (27)
		First Lien Senior Secured Term Loan	10.0% PIK	06/22	06/29	212		215		212		—	%	(3) (7) (8) (28) (29)
		Common Stock (5,785 shares)	N/A	10/23	N/A			—		—		—	%	(3) (5) (7) (26)
						673		662		344

Graphpad Software, LLC	Internet Software & Services	First Lien Senior Secured Term Loan	SOFR + 4.75%, 10.1% Cash	06/24	6/31	22,326		22,186		22,186		1.3	%	(5) (7) (8) (16) (29)
		Revolver	SOFR + 4.75%, 10.1% Cash	06/24	6/31	—		(10)		(10)		—	%	(6) (7) (8) (16) (28) (29)
						22,326		22,176		22,176

Greenhill II BV	Technology	First Lien Senior Secured Term Loan	EURIBOR + 5.10%, 9.0% Cash	07/22	07/29	945		880		936		0.1	%	(3) (5) (7) (8) (10) (29)
						945		880		936

Groupe Guemas	Brokerage, Asset Managers & Exchanges	First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 9.9% Cash	10/23	09/30	2,497		2,407		2,447		0.1	%	(3) (5) (7) (8) (11)
						2,497		2,407		2,447

Groupe Product Life	Consumer Non-cyclical	First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 10.0% Cash	10/22	10/29	2,018		1,685		1,752		0.1	%	(3) (5) (7) (8) (10) (29)
						2,018		1,685		1,752

Gusto Aus BidCo Pty Ltd	Consumer Non-cyclical	First Lien Senior Secured Term Loan	BBSY + 6.50%, 10.9% Cash	10/22	10/28	2,231		2,088		2,169		0.1	%	(3) (5) (7) (8) (13) (29)
						2,231		2,088		2,169

Healthe Care Specialty Pty Ltd	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan	BBSY + 5.00%, 9.5% Cash	05/21	10/24	367		423		367		—	%	(3) (5) (7) (8) (12)
						367		423		367

HeartHealth Bidco Pty Ltd	Healthcare	First Lien Senior Secured Term Loan	BBSY + 5.25%, 9.7% Cash	09/22	09/28	695		651		647		—	%	(3) (5) (7) (8) (13) (29)
						695		651		647

Heartland Veterinary Partners, LLC	Healthcare	Subordinated Term Loan	11.0% PIK	11/21	12/28	7,140		7,048		6,462		0.4	%	(7) (28)

						7,140		7,048		6,462

Heavy Construction Systems Specialists, LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.8% Cash	11/21	11/27	22,465		22,190		22,420		1.3	%	(5) (6) (7) (8) (15)
		Revolver	SOFR + 5.50%, 10.8% Cash	11/21	11/27	—		(25)		(4)		—	%	(7) (8) (15) (28) (29)
						22,465		22,165		22,416

Heilbron (f/k/a Sucsez (Bolt Bidco B.V.))	Insurance	First Lien Senior Secured Term Loan	EURIBOR + 5.50%, 9.1% Cash	05/21	09/26	8,882		9,748		8,589		0.5	%	(3) (5) (7) (8) (9)
						8,882		9,748		8,589

HEKA Invest	Technology	First Lien Senior Secured Term Loan	EURIBOR + 6.50%, 10.2% Cash	10/22	10/29	4,038		3,597		4,038		0.2	%	(3) (5) (7) (8) (10) (29)
						4,038		3,597		4,038

HemaSource, Inc.	Healthcare	First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.3% Cash	08/23	08/29	7,626		7,454		7,595		0.4	%	(5) (7) (8) (16)
		Revolver	SOFR + 6.00%, 11.3% Cash	08/23	08/29	—		(71)		(13)		—	%	(7) (8) (16) (28) (29)
		Common Stock (184,282 shares)	N/A	08/23	N/A			184		201		—	%	(7) (26) (28)
						7,626		7,567		7,783

Barings Private Credit Corporation

Unaudited Consolidated Schedule of Investments — (Continued)

June 30, 2024

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Herbalife Ltd.	Food Products	First Lien Senior Secured Term Loan	SOFR + 6.75%, 12.1% Cash	04/24	04/29	$	13,675	$	12,741	$	13,080	0.7	%	(3) (8) (15) (28)
						13,675		12,741		13,080

Home Care Assistance, LLC	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.4% Cash	05/21	03/27	1,524		1,508		1,431		0.1	%	(6) (7) (8) (16) (28)
						1,524		1,508		1,431

HomeX Services Group LLC	Home Construction	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.8% Cash	11/23	11/29	13,700		13,303		13,700		0.8	%	(5) (7) (8) (15) (29)
		Revolver	SOFR + 5.50%, 10.8% Cash	11/23	11/29	—		(61)		—		—	%	(7) (8) (15) (28) (29)
						13,700		13,242		13,700

Honour Lane Logistics Holdings Limited	Transportation Services	First Lien Senior Secured Term Loan	SOFR + 5.10%, 10.3% Cash	04/22	11/28	14,583		14,279		14,219		0.8	%	(3) (5) (7) (8) (15)
						14,583		14,279		14,219

HTI Technology & Industries	Electronic Component Manufacturing	First Lien Senior Secured Term Loan	SOFR + 8.50%, 13.9% Cash	07/22	07/25	8,840		8,758		8,387		0.5	%	(5) (6) (7) (8) (16) (28) (29)
		Revolver	SOFR + 8.50%, 13.9% Cash	07/22	07/25	—		(6)		(48)		—	%	(7) (8) (16) (28) (29)
						8,840		8,752		8,339

HW Holdco, LLC (Hanley Wood LLC)	Advertising	First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.7% Cash	05/21	05/26	19,322		19,202		19,206		1.1	%	(5) (6) (7) (8) (16)

						19,322		19,202		19,206

Hygie 31 Holding	Pharmaceuticals	First Lien Senior Secured Term Loan	EURIBOR + 6.00%, 9.7% Cash	09/22	09/29	589		518		587		—	%	(3) (5) (7) (8) (11) (28)
						589		518		587

Ice House America, L.L.C.	Consumer Products	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.8% Cash	01/24	01/30	3,672		3,598		3,617		0.2	%	(5) (7) (8) (16) (29)
		Revolver	SOFR + 5.50%, 10.8% Cash	01/24	01/30	358		346		349		—	%	(7) (8) (16) (28) (29)
		LLC Units (4,504 units)	N/A	01/24	N/A			405		457		—	%	(7) (26)
						4,030		4,349		4,423

IM Square	Banking, Finance, Insurance & Real Estate	First Lien Senior Secured Term Loan	EURIBOR + 5.55%, 9.2% Cash	05/21	04/28	4,501		4,899		4,378		0.2	%	(3) (5) (7) (8) (10) (28)
		First Lien Senior Secured Term Loan	EURIBOR + 6.05%, 9.7% Cash	12/22	05/28	3,430		3,294		3,377		0.2	%	(3) (5) (7) (8) (10)
						7,931		8,193		7,755

Image International Intermediate Holdco II, LLC	Non-durable Consumer Goods	First Lien Senior Secured Term Loan	SOFR + 5.50%, 11.0% Cash	05/21	07/25	24,325		24,304		24,232		1.4	%	(5) (6) (7) (8) (17)
						24,325		24,304		24,232

Infoniqa Holdings GmbH	Technology	First Lien Senior Secured Term Loan	EURIBOR + 4.75%, 8.5% Cash	11/21	11/28	4,039		4,183		4,039		0.2	%	(3) (5) (7) (8) (11)
						4,039		4,183		4,039

Innovad Group II BV	Beverage, Food & Tobacco	First Lien Senior Secured Term Loan	EURIBOR + 5.25%, 8.9% Cash	05/21	04/28	1,046		1,145		1,020		0.1	%	(3) (5) (7) (8) (11) (28)
		First Lien Senior Secured Term Loan	SARON + 5.25%, 6.7% Cash	05/23	04/28	162		161		158		—	%	(3) (7) (8) (24) (28)
						1,208		1,306		1,178

INOS 19-090 GmbH	Aerospace & Defense	First Lien Senior Secured Term Loan	EURIBOR + 5.37%, 9.1% Cash	05/21	12/27	656		729		656		—	%	(3) (5) (7) (8) (10)
						656		729		656

Interstellar Group B.V.	Technology	First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 10.0% Cash	08/22	02/29	128		123		125		—	%	(3) (5) (7) (8) (10)
		First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 10.0% Cash	08/22	08/29	3,162		3,058		3,075		0.2	%	(3) (5) (7) (8) (10) (29)
						3,290		3,181		3,200

InvoCare Limited	Consumer Cyclical Services	First Lien Senior Secured Term Loan	BBSY + 6.25%, 10.6% Cash	11/23	11/29	4,162		3,955		4,044		0.2	%	(3) (5) (7) (8) (13) (29)
						4,162		3,955		4,044

Barings Private Credit Corporation

Unaudited Consolidated Schedule of Investments — (Continued)

June 30, 2024

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Ipsen International Holding GmbH	Capital Equipment	First Lien Senior Secured Term Loan	EURIBOR + 6.75%, 10.4% Cash, 0.5% PIK	05/21	11/24	$	1,147	$	1,269	$	1,101	0.1	%	(3) (7) (28)
						1,147		1,269		1,101

Iridium Bidco Limited	Radio & Television	First Lien Senior Secured Term Loan	SONIA + 6.50%, 11.6% Cash	05/21	04/25	5,114		5,383		4,951		0.3	%	(3) (5) (7) (8) (19)
						5,114		5,383		4,951

Isolstar Holding NV (IPCOM)	Trading Companies & Distributors	First Lien Senior Secured Term Loan	EURIBOR + 6.50%, 10.4% Cash	10/22	10/29	10,359		9,309		10,232		0.6	%	(3) (5) (7) (8) (10) (29)
						10,359		9,309		10,232

ISTO Technologies II, LLC	Healthcare	First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.6% Cash	10/23	10/28	6,886		6,732		6,886		0.4	%	(5) (7) (8) (16)
		Revolver	SOFR + 6.25%, 11.6% Cash	10/23	10/28	—		(24)		—		—	%	(7) (8) (16) (28) (29)
						6,886		6,708		6,886

ITI Intermodal, Inc.	Transportation Services	First Lien Senior Secured Term Loan	SOFR + 7.00%, 12.4% Cash	12/21	12/27	805		795		783		—	%	(5) (6) (7) (8) (15) (28)
		First Lien Senior Secured Term Loan	SOFR + 7.25%, 12.7% Cash	12/21	12/27	12,140		11,859		11,885		0.7	%	(7) (8) (15) (28)
		Revolver	SOFR + 7.25%, 12.7% Cash	12/21	12/27	226		200		191		—	%	(7) (8) (15) (28) (29)
		Common Stock (7,500.4 shares)	N/A	12/21	N/A			750		583		—	%	(7) (26)
						13,171		13,604		13,442

Jade Bidco Limited (Jane's)	Aerospace & Defense	First Lien Senior Secured Term Loan	EURIBOR + 5.25%, 9.0% Cash	05/21	02/29	3,541		3,567		3,541		0.2	%	(3) (5) (7) (8) (11)
		First Lien Senior Secured Term Loan	SOFR + 5.25%, 10.6% Cash	05/21	02/29	21,245		20,881		21,245		1.2	%	(3) (5) (7) (8) (17)
						24,786		24,448		24,786

Jon Bidco Limited	Healthcare	First Lien Senior Secured Term Loan	BKBM + 4.50%, 10.2% Cash	03/22	03/27	3,967		4,419		3,967		0.2	%	(3) (5) (7) (8) (23) (29)
						3,967		4,419		3,967

Jones Fish Hatcheries & Distributors LLC	Consumer Products	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.9% Cash	02/22	02/28	5,258		5,149		5,160		0.3	%	(7) (8) (16) (28)

		First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.8% Cash	02/22	02/28	2,785		2,749		2,733		0.2	%	(5) (7) (8) (16)
		Revolver	SOFR + 5.50%, 10.8% Cash	02/22	02/28	—		(5)		(8)		—	%	(7) (8) (16) (28) (29)
		LLC Units (1,018 units)	N/A	02/22	N/A			107		234		—	%	(7)
						8,043		8,000		8,119

Kano Laboratories LLC	Chemicals, Plastics & Rubber	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.4% Cash	05/21	11/26	7,176		7,056		7,152		0.4	%	(5) (6) (7) (8) (16) (28) (29)
						7,176		7,056		7,152

Kid Distro Holdings, LLC	Media & Entertainment	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.9% Cash	10/21	10/27	23,278		23,148		23,231		1.3	%	(5) (6) (7) (8) (16)
		LLC Units (1,062,795.2 units)	N/A	10/21	N/A			1,064		1,073		0.1	%	(7) (26)
						23,278		24,212		24,304

Kona Buyer, LLC	High Tech Industries	First Lien Senior Secured Term Loan	SOFR + 4.75%, 10.1% Cash	05/21	12/27	25,667		25,366		25,462		1.4	%	(5) (7) (8) (16)
						25,667		25,366		25,462

KSLB Holdings, LLC	Beverage, Food and Tobacco	First Lien Senior Secured Term Loan	SOFR + 4.50%, 10.0% Cash	05/21	07/25	5,885		5,785		5,638		0.3	%	(5) (7) (8) (16)
						5,885		5,785		5,638

Lambir Bidco Limited	Healthcare	First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 9.9% Cash	12/21	12/28	2,302		2,348		2,193		0.1	%	(3) (5) (7) (8) (11) (29)
		Second Lien Senior Secured Term Loan	12.0% PIK	12/21	06/29	832		851		772		—	%	(3) (7) (28)
						3,134		3,199		2,965

Barings Private Credit Corporation

Unaudited Consolidated Schedule of Investments — (Continued)

June 30, 2024

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Lattice Group Holdings Bidco Limited	Technology	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.1% Cash	05/22	05/29	$	727	$	710	$	699	—	%	(3) (5) (7) (8) (17) (29)
		Revolver	SOFR + 5.75%, 11.1% Cash	05/22	11/28	35		35		34		—	%	(3) (7) (8) (17) (28)
						762		745		733

LeadsOnline, LLC	Business Equipment & Services	First Lien Senior Secured Term Loan	SOFR + 4.75%, 10.1% Cash	09/23	02/28	5,868		5,743		5,838		0.3	%	(5) (7) (8) (16)
		First Lien Senior Secured Term Loan	SOFR + 4.75%, 10.2% Cash	09/23	02/28	9,134		9,090		9,089		0.5	%	(5) (7) (8) (16)
		First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.8% Cash	02/22	02/28	10,767		10,645		10,713		0.6	%	(5) (7) (8) (16)
		Revolver	SOFR + 6.00%, 11.3% Cash	02/22	02/28	—		(46)		(20)		—	%	(7) (8) (16) (28) (29)
		LLC Units (61,304.4 units)	N/A	02/22	N/A			63		142		—	%	(7)
						25,769		25,495		25,762

Life Extension Institute, Inc.	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.9% Cash	05/21	02/26	6,719		6,719		6,719		0.4	%	(6) (7) (8) (16)
						6,719		6,719		6,719

Listrac Bidco Limited	Healthcare	First Lien Senior Secured Term Loan	SONIA + 6.00%, 11.2% Cash	02/23	02/27	1,001		946		1,001		0.1	%	(3) (7) (28)
		Super Senior Secured Term Loan	SONIA + 12.00%, 17.2% Cash	02/23	08/26	171		157		171		—	%	(3) (7) (28)
		Common Stock (255 shares)	N/A	03/23	N/A			494		1,369		0.1	%	(3) (7) (26) (28)
						1,172		1,597		2,541

LivTech Purchaser, Inc.	Business Services	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.7% Cash	05/21	12/25	1,527		1,521		1,527		0.1	%	(6) (7) (8) (17) (28)
						1,527		1,521		1,527

Long Term Care Group, Inc.	Healthcare	First Lien Senior Secured Term Loan	SOFR + 1.00%, 6.3% Cash, 6.0% PIK	04/22	09/27	4,443		4,388		3,994		0.2	%	(5) (7) (8) (15)
						4,443		4,388		3,994

Marmoutier Holding B.V.	Consumer Products	First Lien Senior Secured Term Loan	EURIBOR + 6.75%, 3.7% Cash, 6.8% PIK	12/21	12/24	397		375		158		—	%	(3) (5) (7) (8) (10) (27) (29)
		First Lien Senior Secured Term Loan	EURIBOR + 6.75%, 3.7% Cash, 6.8% PIK	12/21	12/28	2,101		2,171		908		0.1	%	(3) (5) (7) (8) (10) (27)
		Super Senior Secured Term Loan	6.0% PIK	03/24	03/25	183		185		183		—	%	(3) (7) (8) (27) (28)
		Revolver	EURIBOR + 6.75%, 3.7% Cash, 6.8% PIK	12/21	06/27	49		47		(39)		—	%	(3) (7) (8) (10) (27) (28) (29)
						2,730		2,778		1,210

Marshall Excelsior Co.	Capital Goods	First Lien Senior Secured Term Loan	SOFR + 5.25%, 10.6% Cash	02/22	02/28	5,617		5,557		5,617		0.3	%	(5) (7) (8) (15)
		Revolver	SOFR + 5.25%, 10.6% Cash	02/22	02/28	1,123		1,108		1,123		0.1	%	(7) (8) (15) (28) (29)
						6,740		6,665		6,740

MB Purchaser, LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 4.75%, 10.1% Cash	01/24	01/30	2,182		2,073		2,084		0.1	%	(5) (7) (8) (16) (29)
		Revolver	SOFR + 4.75%, 10.1% Cash	01/24	01/30	—		(15)		(14)		—	%	(7) (8) (16) (28) (29)
		LLC Units (175 units)	N/A	01/24	N/A			183		166		—	%	(7) (26)
						2,182		2,241		2,236

MC Group Ventures Corporation	Business Services	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.9% Cash	07/21	06/27	6,519		6,437		6,470		0.4	%	(5) (6) (7) (8) (16) (29)
		First Lien Senior Secured Term Loan	SOFR + 5.25%, 10.6% Cash	06/24	06/27	8,347		8,148		8,145		0.5	%	(5) (7) (8) (16) (29)
		Partnership Units (560 Units)	N/A	06/21	N/A			560		704		—	%	(7) (26) (28)
						14,866		15,145		15,319

Barings Private Credit Corporation

Unaudited Consolidated Schedule of Investments — (Continued)

June 30, 2024

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount			Cost		Fair Value		% of Net Assets *		Notes
Media Recovery, Inc. (SpotSee)	Containers, Packaging & Glass	First Lien Senior Secured Term Loan	SONIA + 6.00%, 11.3% Cash	05/21	11/25	$	880		$	972	$	855	—	%	(5) (7) (8) (18)
						880			972		855

Median B.V.	Healthcare	First Lien Senior Secured Term Loan	SONIA + 5.93%, 11.1% Cash	02/22	10/27	6,257			6,567		5,869		0.3	%	(3) (5) (8) (19)
						6,257			6,567		5,869

Medical Solutions Parent Holdings, Inc.	Healthcare	Second Lien Senior Secured Term Loan	SOFR + 7.00%, 12.4% Cash	11/21	11/29	4,421			4,389		2,999		0.2	%	(5) (8) (16)
						4,421			4,389		2,999

Medplast Holdings, Inc.	Healthcare	Second Lien Senior Secured Term Loan	SOFR + 7.75%, 13.2% Cash	05/21	07/26	9,325			8,953		9,218		0.5	%	(5) (8) (15)
						9,325			8,953		9,218

Megawatt Acquisitionco, Inc.	Aerospace & Defense	First Lien Senior Secured Term Loan	SOFR + 5.25%, 10.6% Cash	03/24	03/30	8,024			7,870		7,881		0.4	%	(5) (7) (8) (16)
		Revolver	SOFR + 5.25%, 10.6% Cash	03/24	03/30	419			381		383		—	%	(7) (8) (16) (28) (29)
		Preferred Stock (5,524 shares)	N/A	03/24	N/A				552		520		—	%	(7) (26) (28)
		Common Stock (615 shares)	N/A	03/24	N/A				62		—		—	%	(7) (26) (28)
						8,443		—	8,865		8,784

Mercell Holding AS	Technology	First Lien Senior Secured Term Loan	NIBOR + 5.50%, 10.2% Cash	08/22	08/29	2,949			3,144		2,917		0.2	%	(3) (5) (7) (8) (25) (29)
		Class A Units (114.4 units)	9.0% PIK	08/22	N/A				111		127		—	%	(3) (7) (26) (28)
		Class B Units (28,943.8 units)	N/A	08/22	N/A				—		42		—	%	(3) (7) (26) (28)
						2,949			3,255		3,086

Mertus 522. GmbH	Healthcare	First Lien Senior Secured Term Loan	EURIBOR + 7.00%, 10.8% Cash	05/21	05/26	3,861			4,036		3,699		0.2	%	(3) (5) (7) (8) (11)
						3,861			4,036		3,699

Metis BidCo Pty Limited	Business Equipment & Services	First Lien Senior Secured Term Loan	BBSY + 5.25%, 9.7% Cash	05/21	04/26	381			439		381		—	%	(3) (5) (7) (13) (28)
						381			439		381

MNS Buyer, Inc.	Construction and Building	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.9% Cash	08/21	08/27	898			887		898		0.1	%	(5) (7) (8) (15)
		Partnership Units (76,923.10 Units)	N/A	08/21	N/A				77		102		—	%	(7) (26) (28)
						898			964		1,000

Modern Star Holdings Bidco Pty Limited	Non-durable Consumer Goods	First Lien Senior Secured Term Loan	BBSY + 5.75%, 10.5% Cash	05/21	12/26	1,914			1,941		1,914		0.1	%	(3) (5) (7) (8) (14) (28) (29)
						1,914			1,941		1,914

Mold-Rite Plastics, LLC	Containers, Packaging & Glass	Second Lien Second Out Term Loan	SOFR + 7.00%, 12.4% PIK	06/24	09/29	3,216			2,608		2,600		0.1	%	(5) (7) (8) (17)
		Second Lien Third Out Term Loan	SOFR + 7.00%, 12.4% PIK	06/24	09/29	9,788			6,493		6,460		0.4	%	(5) (7) (8) (17)
						13,004			9,101		9,060

Moonlight Bidco Limited	Healthcare	First Lien Senior Secured Term Loan	SONIA + 6.25%, 11.5% Cash	07/23	07/30	1,878			1,880		1,844		0.1	%	(3) (7) (8) (18) (28) (29)
		Common Stock (10,590 shares)	N/A	07/23	N/A				138		176		—	%	(3) (7) (26) (28)
						1,878			2,018		2,020

Murphy Midco Limited	Media, Diversified & Production	First Lien Senior Secured Term Loan	SONIA + 5.50%, 10.7% Cash	05/21	11/27	186			183		186		—	%	(3) (7) (8) (19) (28)
		First Lien Senior Secured Term Loan	SONIA + 5.50%, 10.8% Cash	05/21	11/27	559			613		559		—	%	(3) (5) (7) (8) (19)
						745			796		745

Music Reports, Inc.	Media & Entertainment	First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.7% Cash	05/21	08/26	2,441			2,422		2,292		0.1	%	(6) (7) (8) (17)
						2,441			2,422		2,292

Barings Private Credit Corporation

Unaudited Consolidated Schedule of Investments — (Continued)

June 30, 2024

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Napa Bidco Pty Ltd	Healthcare	First Lien Senior Secured Term Loan	BBSY + 5.00%, 9.4% Cash	03/22	03/28	$	13,101	$	13,862	$	13,008	0.7	%	(3) (5) (7) (8) (13)
						13,101		13,862		13,008

Narda Acquisitionco., Inc.	Aerospace & Defense	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.4% Cash	12/21	12/27	4,133		4,088		4,133		0.2	%	(6) (7) (8) (16)
		Revolver	SOFR + 5.00%, 10.4% Cash	12/21	12/27	—		(11)		—		—	%	(7) (8) (16) (28) (29)
		Class A Preferred Stock (3,708.10 shares)	N/A	12/21	N/A			371		450		—	%	(7) (26) (28)
		Class B Common Stock (412 shares)	N/A	12/21	N/A			41		151		—	%	(7) (26) (28)
						4,133		4,489		4,734

Navia Benefit Solutions, Inc.	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan	SOFR + 1.50%, 6.9% Cash, 3.0% PIK	05/21	02/27	4,897		4,825		4,892		0.3	%	(7) (8) (15) (28)
		First Lien Senior Secured Term Loan	SOFR + 1.50%, 6.9% Cash, 3.0% PIK	11/22	02/27	1,992		1,959		1,990		0.1	%	(5) (7) (8) (15)
		First Lien Senior Secured Term Loan	SOFR + 4.50%, 9.9% Cash	05/21	02/27	4,482		4,448		4,482		0.3	%	(6) (7) (8) (15) (28)
						11,371		11,232		11,364

NAW Buyer LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.1% Cash	09/23	09/29	11,360		10,903		11,195		0.6	%	(5) (7) (8) (16) (29)
		Revolver	SOFR + 5.75%, 11.1% Cash	09/23	09/29	—		(50)		(18)		—	%	(7) (8) (16) (28) (29)
		LLC Units (575,248 units)	N/A	09/23	N/A			575		483		—	%	(7) (26)
						11,360		11,428		11,660

NeoxCo	Internet Software & Services	First Lien Senior Secured Term Loan	EURIBOR + 6.50%, 10.4% Cash	01/23	01/30	2,081		2,046		2,081		0.1	%	(3) (5) (7) (8) (11) (29)
						2,081		2,046		2,081

Net Health Acquisition Corp.	Health Care Technology	First Lien Senior Secured Term Loan	SOFR + 5.50%, 11.2% Cash	05/21	12/25	10,790		10,769		10,715		0.6	%	(6) (7) (8) (16)
						10,790		10,769		10,715

Next Holdco, LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.3% Cash	11/23	11/30	15,298		15,001		15,298		0.9	%	(5) (7) (8) (15) (29)
		Revolver	SOFR + 6.00%, 11.3% Cash	11/23	11/29	—		(32)		—		—	%	(7) (8) (15) (28) (29)
						15,298		14,969		15,298

NF Holdco, LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 6.50%, 11.8%	03/23	03/29	5,484		5,345		5,418		0.3	%	(7) (8) (15) (28)
		Revolver	SOFR + 6.50%, 11.8% Cash	03/23	03/29	592		556		574		—	%	(7) (8) (15) (28) (29)
		LLC Units (856,053 units)	N/A	03/23	N/A			882		865		—	%	(7) (26) (28)
						6,076		6,783		6,857

Northstar Recycling, LLC	Environmental Industries	First Lien Senior Secured Term Loan	SOFR + 4.75%, 10.1% Cash	10/21	09/27	6,035		5,965		6,035		0.3	%	(6) (7) (8) (16)
						6,035		5,965		6,035

Novotech Aus Bidco Pty Ltd	Healthcare	First Lien Senior Secured Term Loan	SOFR + 5.25%, 11.1% Cash	01/22	01/28	—		(13)		(12)		—	%	(3) (5) (7) (8) (17)
						—		(13)		(12)

NPM Investments 28 B.V.	Healthcare	First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 10.0% Cash	09/22	10/29	1,304		1,149		1,278		0.1	%	(3) (5) (7) (8) (10) (29)
						1,304		1,149		1,278

OA Buyer, Inc.	Healthcare	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.8% Cash	12/21	12/28	45,637		45,327		45,409		2.6	%	(5) (6) (7) (8) (15)
		Revolver	SOFR + 5.50%, 10.8% Cash	12/21	12/28	111		94		104		—	%	(7) (8) (15) (28) (29)
		Partnership Units (210,920.11 units)	N/A	12/21	N/A			211		491		—	%	(7) (28)
						45,748		45,632		46,004

Barings Private Credit Corporation

Unaudited Consolidated Schedule of Investments — (Continued)

June 30, 2024

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
OAC Holdings I Corp	Automotive	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.5% Cash	03/22	03/29	$	3,557	$	3,508	$	3,540	0.2	%	(6) (7) (8) (16)
		Revolver	SOFR + 5.00%, 10.5% Cash	03/22	03/28	313		296		306		—	%	(7) (8) (16) (28) (29)
						3,870		3,804		3,846

Ocelot Holdco LLC	Construction Machinery	Super Senior Takeback Loan	10.0% Cash	10/23	10/27	172		172		172		—	%	(7) (28)
		Takeback Term Loan	10.0% Cash	10/23	10/27	917		917		917		0.1	%	(7) (28)
		Preferred Stock (76.2 shares)	15.0% PIK	10/23	N/A			488		681		—	%	(7) (28)
		Common Stock (58.3 shares)	N/A	10/23	N/A			—		—		—	%	(7) (26) (28)
						1,089		1,577		1,770

Ocular Therapeutix, Inc.	Pharmaceuticals	First Lien Senior Secured Term Loan	SOFR + 6.75%, 12.1% Cash	08/23	07/29	7,859		7,649		9,604		0.5	%	(3) (7) (8) (15) (28)
						7,859		7,649		9,604

OG III B.V.	Containers & Glass Products	First Lien Senior Secured Term Loan	EURIBOR + 5.75%, 9.4% Cash	06/21	06/28	14,990		16,247		14,690		0.8	%	(3) (5) (7) (8) (10)
						14,990		16,247		14,690

Options Technology Ltd.	Computer Services	First Lien Senior Secured Term Loan	SOFR + 4.75%, 10.2% Cash	05/21	12/25	8,384		8,328		8,370		0.5	%	(3) (5) (6) (7) (8) (17)
						8,384		8,328		8,370

Oracle Vision Bidco Limited	Healthcare	First Lien Senior Secured Term Loan	SONIA + 4.75%, 10.0% Cash	06/21	05/28	1,402		1,535		1,402		0.1	%	(3) (5) (7) (8) (19)
						1,402		1,535		1,402

Origin Bidco Limited	Technology	First Lien Senior Secured Term Loan	EURIBOR + 5.25%, 9.0% Cash	06/21	06/28	317		354		317		—	%	(3) (5) (7) (8) (10)
		First Lien Senior Secured Term Loan	SOFR + 5.25%, 10.7% Cash	06/21	06/28	533		524		533		—	%	(3) (5) (7) (8) (16)
						850		878		850

ORTEC INTERNATIONAL NEWCO B.V.	Technology	First Lien Senior Secured Term Loan	EURIBOR + 5.75%, 9.7% Cash	12/23	12/30	4,899		4,871		4,798		0.3	%	(3) (5) (7) (8) (10)
						4,899		4,871		4,798

OSP Hamilton Purchaser, LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.4% Cash	12/21	12/29	18,372		18,110		18,081		1.0	%	(5) (6) (7) (8) (16) (28)
		First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.4% Cash	03/23	12/29	915		819		831		—	%	(5) (7) (8) (16) (29)

		Revolver	SOFR + 5.00%, 10.4% Cash	12/21	12/29	—		(32)		(25)		—	%	(7) (8) (16) (28) (29)
		LP Units (315,147 units)	N/A	07/22	N/A			315		293		—	%	(7)
						19,287		19,212		19,180

Panoche Energy Center LLC	Electric	First Lien Senior Secured Bond	6.9% Cash	07/22	07/29	4,044		3,712		3,908		0.2	%	(7) (28)
						4,044		3,712		3,908

Pare SAS (SAS Maurice MARLE)	Health Care Equipment	First Lien Senior Secured Term Loan	EURIBOR + 5.25%, 9.0% Cash, 0.8% PIK	05/21	12/26	538		601		538		—	%	(3) (5) (7) (8) (11)
		First Lien Senior Secured Term Loan	SOFR + 5.25%, 10.6% Cash	11/22	10/26	4,900		4,776		4,900		0.3	%	(3) (5) (7) (8) (16) (29)
						5,438		5,377		5,438

Parkview Dental Holdings LLC	Healthcare	First Lien Senior Secured Term Loan	SOFR + 8.30%, 13.6% Cash	10/23	10/29	624		607		610		—	%	(7) (8) (16) (28) (29)
		LLC Units (29,762 units)	N/A	10/23	N/A			298		243		—	%	(7) (26)
						624		905		853

Patriot New Midco 1 Limited (Forensic Risk Alliance)	Diversified Financial Services	First Lien Senior Secured Term Loan	EURIBOR + 6.75%, 10.6% Cash	05/21	02/26	282		316		278		—	%	(3) (5) (7) (8) (10)
		First Lien Senior Secured Term Loan	SOFR + 6.75%, 12.3% Cash	05/21	02/26	351		349		345		—	%	(3) (5) (7) (8) (16)
						633		665		623

Barings Private Credit Corporation

Unaudited Consolidated Schedule of Investments — (Continued)

June 30, 2024

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
PDQ.Com Corporation	Business Equipment & Services	First Lien Senior Secured Term Loan	SOFR + 4.75%, 10.0% Cash	10/23	10/25	$	—	$	(64)	$	—	—	%	(5) (7) (8) (16) (29)
		First Lien Senior Secured Term Loan	SOFR + 4.75%, 10.0% Cash	10/23	08/27	3,045		2,994		3,045		0.2	%	(5) (7) (8) (16)
		First Lien Senior Secured Term Loan	SOFR + 4.75%, 10.1% Cash	08/21	12/24	2,483		2,429		2,483		0.1	%	(5) (7) (8) (15) (29)
		First Lien Senior Secured Term Loan	SOFR + 4.75%, 10.1% Cash	08/21	08/27	11,266		11,137		11,266		0.6	%	(5) (6) (7) (8) (15)
		Class A-2 Partnership Units (86.4 units)	N/A	08/21	N/A			86		141		—	%	(7) (28)
						16,794		16,582		16,935

PEGASUS TRANSTECH HOLDING, LLC	Trucking	First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.3% Cash	05/21	11/26	7,585		7,580		7,585		0.4	%	(5) (7) (8) (16)
						7,585		7,580		7,585

Perforce Software, Inc.	Internet Software & Services	Partnership Units (7,408.6 units)	SOFR + 8.00%, 13.4% Cash	05/21	07/27	6,497		6,453		6,497		0.4	%	(5) (7) (8) (15)
						6,497		6,453		6,497

Perimeter Master Note Business Trust	Credit Card ABS	Structured Secured Note - Class A	4.7% Cash	05/22	11/28	182		182		177		—	%	(3) (7) (28)
		Structured Secured Note - Class B	5.4% Cash	05/22	11/28	182		182		178		—	%	(3) (7) (28)
		Structured Secured Note - Class C	5.9% Cash	05/22	11/28	182		182		177		—	%	(3) (7) (28)
		Structured Secured Note - Class D	8.5% Cash	05/22	11/28	182		182		176		—	%	(3) (7) (28)
		Structured Secured Note - Class E	11.4% Cash	05/22	11/28	9,274		9,274		8,980		0.5	%	(3) (7) (28)
						10,002		10,002		9,688

Permaconn BidCo Pty Ltd	Tele-communications	First Lien Senior Secured Term Loan	BBSY + 6.25%, 10.7% Cash	12/21	07/29	7,454		7,368		7,230		0.4	%	(3) (5) (7) (8) (13)
						7,454		7,368		7,230

Polara Enterprises, L.L.C.	Capital Equipment	First Lien Senior Secured Term Loan	SOFR + 4.75%, 10.2% Cash	12/21	12/27	3,543		3,499		3,543		0.2	%	(6) (7) (8) (16)
		First Lien Senior Secured Term Loan	SOFR + 4.75%, 10.2% Cash	06/22	12/27	2,538		2,504		2,538		0.1	%	(6) (7) (8) (16)
		Revolver	SOFR + 4.75%, 10.2% Cash	12/21	12/27	—		(11)		—		—	%	(7) (8) (16) (28) (29)
		Partnership Units (7,408.6 units)	N/A	12/21	N/A			741		1,225		0.1	%	(7)
						6,081		6,733		7,306

Policy Services Company, LLC	Property & Casualty Insurance	First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.3% Cash, 4.0% PIK	12/21	06/26	54,834		53,933		54,110		3.1	%	(7) (8) (16) (28)
		Warrants - Class A (2.6774 units)	N/A	12/21	N/A			—		1,365		0.1	%	(5) (7) (26)
		Warrants - Class B (0.9036 units)	N/A	12/21	N/A			—		461		—	%	(5) (7) (26)
		Warrants - Class CC (0.0929 units)	N/A	12/21	N/A			—		—		—	%	(5) (7) (26)
		Warrants - Class D (0.2586 units)	N/A	12/21	N/A			—		132		—	%	(5) (7) (26)
						54,834		53,933		56,068

Premium Franchise Brands, LLC	Research & Consulting Services	First Lien Senior Secured Term Loan	SOFR + 6.75%, 12.1% Cash	05/21	12/26	10,170		9,867		9,865		0.6	%	(5) (7) (8) (16)
		First Lien Senior Secured Term Loan	SOFR + 6.75%, 12.1% Cash	05/21	12/26	24,283		24,047		23,494		1.3	%	(5) (6) (7) (8) (16)
						34,453		33,914		33,359

Premium Invest	Brokerage, Asset Managers & Exchanges	First Lien Senior Secured Term Loan	EURIBOR + 6.50%, 10.2% Cash	06/21	12/30	6,792		6,646		6,664		0.4	%	(3) (5) (7) (8) (11) (29)
						6,792		6,646		6,664

Preqin MC Limited	Banking, Finance, Insurance & Real Estate	First Lien Senior Secured Term Loan	SOFR + 5.67%, 11.0% Cash	08/21	07/28	2,500		2,451		2,485		0.1	%	(3) (5) (7) (8) (17)
						2,500		2,451		2,485

Barings Private Credit Corporation

Unaudited Consolidated Schedule of Investments — (Continued)

June 30, 2024

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Process Insights Acquisition, Inc.	Electronics	First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.6% Cash	07/23	07/25	$	—	$	(16)	$	—	—	%	(5) (7) (8) (16) (29)
		First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.6% Cash	07/23	07/29	2,938		2,873		2,938		0.2	%	(5) (7) (8) (16)
		Revolver	SOFR + 6.25%, 11.6% Cash	07/23	07/29	397		369		397		—	%	(7) (8) (16) (28) (29)
		Common Stock (368 shares)	N/A	07/23	N/A			368		392		—	%	(7) (26) (28)
						3,335		3,594		3,727

ProfitOptics, LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.2% Cash	03/22	03/28	649		640		649		—	%	(5) (7) (8) (17)
		Revolver	SOFR + 5.75%, 11.2% Cash	03/22	03/28	145		143		145		—	%	(7) (8) (17) (28) (29)
		Senior Subordinated Term Loan	8.0% Cash	03/22	03/29	32		32		29		—	%	(7) (28)
		LLC Units (96,774.2 units)	N/A	03/22	N/A			65		77		—	%	(7) (26) (28)
						826		880		900

Protego Bidco B.V.	Aerospace & Defense	First Lien Senior Secured Term Loan	EURIBOR + 6.75%, 10.7% Cash	05/21	03/28	563		610		563		—	%	(3) (5) (7) (8) (11) (28) (29)
		Revolver	EURIBOR + 6.50%, 10.4% Cash	05/21	03/27	128		140		128		—	%	(3) (7) (8) (11) (28)
						691		750		691

PSP Intermediate 4, LLC	Technology	First Lien Senior Secured Term Loan	EURIBOR + 5.75%, 9.6% Cash	05/22	05/29	876		844		851		—	%	(3) (5) (7) (8) (10) (29)
		First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.2% Cash	05/22	05/29	1,411		1,393		1,378		0.1	%	(3) (5) (7) (8) (16)
						2,287		2,237		2,229

QPE7 SPV1 BidCo Pty Ltd	Consumer Cyclical	First Lien Senior Secured Term Loan	BBSY + 3.75%, 8.1% Cash	09/21	09/26	4,375		4,673		4,337		0.2	%	(3) (5) (7) (8) (12)
		First Lien Senior Secured Term Loan	BBSY + 4.50%, 8.8% Cash	09/21	09/26	2,810		2,768		2,810		0.2	%	(3) (5) (7) (8) (12)
						7,185		7,441		7,147

Qualified Industries, LLC	Consumer Cyclical	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.2% Cash	03/23	03/29	898		875		896		0.1	%	(7) (8) (16) (28)
		Revolver	SOFR + 5.75%, 11.2% Cash	03/23	03/29	—		(9)		(1)		—	%	(7) (8) (16) (28) (29)
		Preferred Stock (223 shares)	10.0% PIK	03/23	N/A			216		252		—	%	(7) (26) (28)
		Common Stock (454,545 shares)	N/A	03/23	N/A			4		136		—	%	(7) (26) (28)
						898		1,086		1,283

Questel Unite	Business Services	First Lien Senior Secured Term Loan	EURIBOR + 4.00%, 7.7% Cash	05/21	12/27	1,941		2,064		1,935		0.1	%	(3) (5) (7) (8) (10) (28) (29)
		First Lien Senior Secured Term Loan	SOFR + 4.00%, 9.3% Cash	05/21	12/27	1,024		1,016		1,023		0.1	%	(3) (5) (7) (8) (16)
						2,965		3,080		2,958

R1 Holdings, LLC	Transportation	First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.6% Cash	12/22	12/28	8,117		7,857		8,097		0.5	%	(5) (6) (7) (8) (17) (29)
		Revolver	SOFR + 6.25%, 11.6% Cash	12/22	12/28	126		70		122		—	%	(7) (8) (17) (28) (29)
						8,243		7,927		8,219

Randys Holdings, Inc.	Automobile Manufacturers	First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.5% Cash	11/22	11/25	1,013		985		1,013		0.1	%	(5) (7) (8) (17) (29)
		First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.5% Cash	11/22	11/28	11,361		11,093		11,361		0.6	%	(5) (7) (8) (17)
		Revolver	SOFR + 6.25%, 11.5% Cash	11/22	11/28	437		386		437		—	%	(7) (8) (16) (28) (29)
		Partnership Units (6,667 units)	N/A	11/22	N/A			667		687		—	%	(7) (26) (28)
						12,811		13,131		13,498

Barings Private Credit Corporation

Unaudited Consolidated Schedule of Investments — (Continued)

June 30, 2024

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Recovery Point Systems, Inc.	Technology	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.2% Cash	05/21	07/26	$	2,392	$	2,392	$	2,392	0.1	%	(6) (7) (8) (16)
						2,392		2,392		2,392

Renovation Parent Holdings, LLC	Home Furnishings	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.9% Cash	11/21	11/27	14,199		13,987		12,751		0.7	%	(5) (6) (7) (8) (16)
		Partnership Equity (592,105.3 units)	N/A	11/21	N/A			592		195		—	%	(7) (26) (28)
						14,199		14,579		12,946

REP SEKO MERGER SUB LLC	Air Freight & Logistics	First Lien Senior Secured Term Loan	EURIBOR + 5.00%, 8.7% Cash	05/21	12/26	5,802		6,222		4,096		0.2	%	(5) (7) (8) (10)
		First Lien Senior Secured Term Loan	EURIBOR + 5.00%, 8.7% Cash	06/22	12/26	13,664		13,250		9,646		0.5	%	(5) (7) (8) (10)
		First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.5% Cash	05/21	12/26	8,247		8,237		5,823		0.3	%	(6) (7) (8) (16) (28)
		Priority RCF	SOFR + 8.00%, 13.6% Cash	06/24	12/26	—		(9)		(9)		—	%	(7) (8) (16) (28) (29)
						27,713		27,700		19,556

Riedel Beheer B.V.	Food & Beverage	First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 10.0% Cash	12/21	12/28	2,223		2,260		2,011		0.1	%	(3) (5) (7) (8) (10)
						2,223		2,260		2,011

Rock Labor LLC	Media: Diversified & Production	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.8% Cash	09/23	09/29	5,601		5,449		5,545		0.3	%	(5) (7) (8) (17)
		Revolver	SOFR + 5.50%, 10.8% Cash	09/23	09/29	—		(25)		(9)		—	%	(7) (8) (17) (28) (29)
		LLC Units (199,373 units)	N/A	09/23	N/A			1,068		1,200		0.1	%	(7) (26)
						5,601		6,492		6,736

ROI Solutions LLC	Business Services	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.4% Cash	05/21	08/25	6,263		6,263		6,263		0.4	%	(6) (7) (8) (21)
						6,263		6,263		6,263

Royal Buyer, LLC	Industrial Other	First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.3% Cash	08/22	08/28	19,682		19,407		19,443		1.1	%	(5) (7) (8) (16) (29)
		Revolver	SOFR + 6.00%, 11.3% Cash	08/22	08/28	—		(35)		(28)		—	%	(7) (8) (16) (28) (29)
						19,682		19,372		19,415

RPX Corporation	Research & Consulting Services	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.9% Cash	05/21	10/25	14,619		14,528		14,619		0.8	%	(5) (6) (7) (8) (16)
						14,619		14,528		14,619

Russell Investments US Institutional Holdco, Inc.	Capital Markets	First Lien Senior Secured Term Loan	SOFR + 5.00%, 8.8% Cash, 1.5% PIK	04/24	05/27	4,160		3,886		4,035		0.2	%	(5) (7) (8) (16)
						4,160		3,886		4,035

Safety Products Holdings, LLC	Non-durable Consumer Goods	First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.5% Cash	05/21	12/26	6,134		6,083		6,128		0.3	%	(5) (6) (7) (8) (16) (28)

						6,134		6,083		6,128

Sandvine Corporation	Communications Equipment	First Lien Senior Secured Term Loan	2.0% Cash	05/21	06/27	171		146		24		—	%	(5)
		First Lien Senior Secured Term Loan	2.0% Cash	06/24	11/26	1,421		200		199		—	%	(5)
		Class C Units (8,594,248.2 units)	N/A	06/24	N/A			—		—		—	%	(5) (7) (26)
						1,592		346		223

Barings Private Credit Corporation

Unaudited Consolidated Schedule of Investments — (Continued)

June 30, 2024

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Sanoptis S.A.R.L.	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan	EURIBOR + 5.75%, 9.5% Cash	06/22	07/29	$	5,236	$	5,041	$	5,101	0.3	%	(3) (5) (7) (8) (10)
		First Lien Senior Secured Term Loan	EURIBOR + 6.75%, 10.5% Cash	06/22	07/29	2,290		2,254		2,231		0.1	%	(3) (5) (7) (8) (10)
		First Lien Senior Secured Term Loan	SARON + 5.75%, 7.2% Cash	06/22	07/29	4,387		4,107		4,274		0.2	%	(3) (5) (7) (8) (24)
		First Lien Senior Secured Term Loan	SARON + 6.75%, 8.2% Cash	06/22	07/29	1,360		1,340		1,352		0.1	%	(3) (5) (7) (8) (24)
		First Lien Senior Secured Term Loan	SARON + 6.75%, 8.4% Cash	06/22	07/29	72		74		71		—	%	(3) (5) (7) (8) (24)
		First Lien Senior Secured Term Loan	SARON + 6.75%, 8.5% Cash	06/22	07/29	430		432		428		—	%	(3) (5) (7) (8) (24)
						13,775		13,248		13,457

SBP Holdings LP	Industrial Other	First Lien Senior Secured Term Loan	SOFR + 6.75%, 12.1% Cash	03/23	03/28	15,356		14,825		15,266		0.9	%	(7) (8) (16) (28) (29)
		Revolver	SOFR + 6.75%, 12.1% Cash	03/23	03/28	284		254		284		—	%	(7) (8) (16) (28) (29)
						15,640		15,079		15,550

Scaled Agile, Inc.	Research & Consulting Services	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.9% Cash	12/21	12/28	1,792		1,770		1,638		0.1	%	(5) (6) (7) (8) (16)
		Revolver	SOFR + 5.50%, 10.9% Cash	12/21	12/28	157		153		128		—	%	(7) (8) (16) (28) (29)
						1,949		1,923		1,766

Scout Bidco B.V.	Diversified Manufacturing	First Lien Senior Secured Term Loan	EURIBOR + 5.50%, 9.3% Cash	05/22	05/29	3,894		3,816		3,823		0.2	%	(3) (5) (7) (8) (10)
		First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.8% Cash	08/23	05/29	508		508		499		—	%	(3) (5) (7) (8) (16)
		Revolver	EURIBOR + 5.50%, 9.3% Cash	05/22	05/29	207		203		198		—	%	(3) (7) (8) (10) (28) (29)
						4,609		4,527		4,520

Sereni Capital NV	Consumer Cyclical	First Lien Senior Secured Term Loan	EURIBOR + 6.75%, 10.5% Cash	05/22	05/29	1,577		1,561		1,574		0.1	%	(3) (7) (8) (11) (28)
		First Lien Senior Secured Term Loan	EURIBOR + 6.00%, 9.8% Cash	05/22	05/29	492		482		481		—	%	(3) (5) (7) (8) (11)
		First Lien Senior Secured Term Loan	EURIBOR + 6.00%, 9.9% Cash	05/22	05/29	469		443		458		—	%	(3) (7) (8) (11)
						2,538		2,486		2,513

Shelf Bidco Ltd	Other Financial	First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.7% Cash	12/22	01/30	25,607		24,935		26,119		1.5	%	(3) (7) (8) (16) (28)
		Common Stock (1,200,000 shares)	N/A	12/22	N/A			1,200		2,952		0.2	%	(3) (7) (26) (28)
						25,607		26,135		29,071

Sinari Invest	Technology	First Lien Senior Secured Term Loan	EURIBOR + 5.50%, 9.2% Cash	07/23	07/30	1,824		1,808		1,778		0.1	%	(3) (5) (7) (8) (10) (29)
						1,824		1,808		1,778

SISU ACQUISITIONCO., INC.	Aerospace & Defense	First Lien Senior Secured Term Loan	SOFR+ 5.75%, 11.2% Cash	05/21	12/26	2,560		2,536		2,403		0.1	%	(6) (7) (8) (15) (28) (29)
						2,560		2,536		2,403

Smartling, Inc.	Technology	First Lien Senior Secured Term Loan	SOFR + 4.50%, 9.9% Cash	11/21	11/27	16,215		16,019		16,215		0.9	%	(5) (7) (8) (15)
		Revolver	SOFR + 4.50%, 9.9% Cash	11/21	11/27	—		(12)		—		—	%	(7) (8) (15) (28) (29)
						16,215		16,007		16,215

SmartShift Group, Inc.	Technology	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.1% Cash	09/23	09/29	13,826		13,447		13,826		0.8	%	(5) (7) (8) (16) (29)
		Revolver	SOFR + 5.75%, 11.1% Cash	09/23	09/29	—		(59)		—		—	%	(7) (8) (16) (28) (29)
		Common Stock (455 shares)	N/A	09/23	N/A			455		677		—	%	(7) (26) (28)
						13,826		13,843		14,503

Barings Private Credit Corporation

Unaudited Consolidated Schedule of Investments — (Continued)

June 30, 2024

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Solo Buyer, L.P.	Technology	First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.6% Cash	12/22	12/29	$	16,399	$	16,057	$	16,300	0.9	%	(7) (8) (16) (28)
		Revolver	SOFR + 6.25%, 11.6% Cash	12/22	12/28	399		362		387		—	%	(7) (8) (16) (28) (29)
		Partnership Units (516,399 units)	N/A	12/22	N/A			516		516		—	%	(7) (26)
						16,798		16,935		17,203

Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)	Other Utility	First Lien Senior Secured Term Loan	SOFR + 5.25%, 10.6% Cash	11/22	03/27	1,649		1,624		1,612		0.1	%	(6) (7) (8) (16)
		First Lien Senior Secured Term Loan	SOFR + 5.25%, 10.6% Cash	11/22	05/25	430		420		415		—	%	(5) (7) (8) (16) (29)
		Revolver	SOFR + 5.25%, 10.6% Cash	11/22	03/27	—		(2)		(3)		—	%	(7) (8) (16) (28) (29)
						2,079		2,042		2,024

Spatial Business Systems LLC	Electric	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.8% Cash	10/22	10/28	7,640		7,467		7,541		0.4	%	(5) (7) (8) (15) (29)
		Revolver	SOFR + 5.50%, 10.8% Cash	10/22	10/28	—		(25)		(15)		—	%	(7) (8) (15) (28) (29)
						7,640		7,442		7,526

SSCP Pegasus Midco Limited	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan	SONIA + 6.00%, 11.3% Cash	05/21	11/27	854		917		854		—	%	(3) (5) (7) (8) (18) (28) (29)
						854		917		854

SSCP Spring Bidco 3 Limited	Healthcare	First Lien Senior Secured Term Loan	SONIA + 6.50%, 11.7% Cash	11/23	11/30	968		933		945		0.1	%	(3) (5) (7) (8) (19)
						968		933		945

Starnmeer B.V.	Technology	First Lien Senior Secured Term Loan	SOFR + 6.00%, 10.7% Cash	10/21	10/28	13,388		13,274		13,388		0.8	%	(3) (5) (7) (8) (17)
						13,388		13,274		13,388

Superjet Buyer, LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.8% Cash	12/21	12/27	11,558		11,006		10,991		0.6	%	(5) (7) (8) (16) (29)
		First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.9% Cash	12/21	12/27	22,595		22,306		22,143		1.3	%	(5) (6) (7) (8) (16)
		Revolver	SOFR + 5.50%, 10.9% Cash	12/21	12/27	—		(64)		(80)		—	%	(7) (8) (15) (28) (29)
						34,153		33,248		33,054

SVI International LLC	Automotive	First Lien Senior Secured Term Loan	SOFR + 6.75%, 12.1% Cash	03/24	03/30	644		630		630		—	%	(5) (7) (8) (15) (29)
		Revolver	SOFR + 6.75%, 12.1% Cash	03/24	03/30	—		(1)		(1)		—	%	(7) (8) (15) (28) (29)
		LLC Units (207,921 units)	N/A	03/24	N/A			208		200		—	%	(7) (26)
						644		837		829

Syniverse Holdings, Inc.	Technology Distributors	Series A Preferred Equity (7,575,758 units)	12.5% PIK	05/22	N/A			9,560		9,318		0.5	%	(5) (7)
								9,560		9,318

TA SL Cayman Aggregator Corp.	Technology	Subordinated Term Loan	7.8% PIK	07/21	07/28	1,266		1,255		1,245		0.1	%	(7) (28)
		Common Stock (770 shares)	N/A	07/21	N/A			24		37		—	%	(7) (26) (28)
						1,266		1,279		1,282

Tank Holding Corp	Metal & Glass Containers	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.2% Cash	03/22	03/28	14,059		13,842		13,858		0.8	%	(5) (6) (7) (8) (15)
		First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.4% Cash	05/23	03/28	5,646		5,482		5,606		0.3	%	(7) (8) (15) (28) (29)
		Revolver	SOFR + 5.75%, 11.2% Cash	03/22	03/28	—		(9)		(9)		—	%	(7) (8) (15) (28) (29)
						19,705		19,315		19,455

Tanqueray Bidco Limited	Technology	First Lien Senior Secured Term Loan	SONIA + 5.50%, 10.7% Cash	11/22	11/29	1,715		1,521		1,715		0.1	%	(3) (5) (7) (8) (18)
		First Lien Senior Secured Term Loan	SONIA + 5.50%, 10.7% Cash	11/22	11/25	—		(12)		—		—	%	(3) (5) (7) (8) (18) (29)
						1,715		1,509		1,715

Barings Private Credit Corporation

Unaudited Consolidated Schedule of Investments — (Continued)

June 30, 2024

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Team Air Distributing, LLC	Consumer Cyclical	Subordinated Term Loan	12.0% Cash	05/23	05/28	$	600	$	589	$	593	—	%	(7) (28)
		Partnership Equity (400,000 units)	N/A	05/23	N/A			400		416		—	%	(7) (26)
						600		989		1,009

Technology Service Stream BidCo Pty Ltd	Technology	First Lien Senior Secured Term Loan	BBSY + 5.50%, 10.0% Cash	06/24	01/30	—		(7)		(7)		—	%	(3) (5) (7) (8) (14) (29)
		First Lien Senior Secured Term Loan	BBSY + 5.50%, 10.0% Cash	06/24	07/30	753		730		732		—	%	(3) (5) (7) (8) (14)
						753		723		725

Techone B.V.	Technology	First Lien Senior Secured Term Loan	EURIBOR + 5.40%, 9.1% Cash	11/21	11/28	5,864		5,877		5,796		0.3	%	(3) (5) (7) (8) (10)
		Revolver	EURIBOR + 5.40%, 9.1% Cash	11/21	05/28	—		(12)		(4)		—	%	(3) (7) (8) (10) (28) (29)
						5,864		5,865		5,792

Tencarva Machinery Company, LLC	Capital Equipment	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.5% Cash	12/21	12/27	10,822		10,665		10,605		0.6	%	(5) (6) (7) (8) (16)
		Revolver	SOFR + 5.00%, 10.5% Cash	12/21	12/27	—		(39)		(51)		—	%	(7) (8) (16) (28) (29)
						10,822		10,626		10,554

Terrybear, Inc.	Consumer Products	Subordinated Term Loan	10.0% Cash, 4.0% PIK	04/22	04/28	280		276		262		—	%	(7) (28)
		Common Stock (24,359 shares)	N/A	04/22	N/A			239		139		—	%	(7) (26)
						280		515		401

The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)	Brokerage, Asset Managers & Exchanges	First Lien Senior Secured Term Loan	SOFR + 4.25%, 9.7% Cash	10/21	12/27	3,956		3,912		3,956		0.2	%	(5) (6) (7) (8) (16)
		Revolver	SOFR + 4.25%, 9.7% Cash	10/21	12/27	—		(13)		—		—	%	(7) (8) (16) (28) (29)
		Subordinated Term Loan	SOFR + 7.75%, 6.0% Cash, 7.0% PIK	10/21	10/28	5,561		5,493		5,543		0.3	%	(7) (8) (17) (28)
						9,517		9,392		9,499

The Hilb Group, LLC	Insurance Brokerage	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.2% Cash	05/21	12/26	9,066		8,959		9,036		0.5	%	(5) (6) (7) (8) (15) (28)
						9,066		8,959		9,036

The Octave Music Group, Inc.	Media: Diversified & Production	First Lien Senior Secured Term Loan	SOFR + 4.75%, 10.1% Cash	06/24	04/29	10,834		10,834		10,834		0.6	%	(5) (8) (16)
		Partnership Equity (353,584.39 units)	N/A	04/22	N/A			354		1,174		0.1	%	(7) (28)
						10,834		11,188		12,008

Trader Corporation	Technology	First Lien Senior Secured Term Loan	CORRA + 6.75%, 11.7% Cash	12/22	12/29	4,499		4,418		4,453		0.3	%	(3) (5) (7) (8) (21) (28)
		Revolver	CORRA + 6.75%, 11.7% Cash	12/22	12/28	—		(6)		(3)		—	%	(3) (7) (8) (21) (28) (29)
						4,499		4,412		4,450

Trident Maritime Systems, Inc.	Aerospace & Defense	First Lien Senior Secured Term Loan	SOFR + 5.50%, 11.0% Cash	05/21	02/27	9,261		9,186		8,835		0.5	%	(6) (7) (8) (16) (28)
						9,261		9,186		8,835

Trintech, Inc.	Technology	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.8% Cash	07/23	07/29	12,509		12,176		12,218		0.7	%	(5) (7) (8) (15)
		Revolver	SOFR + 5.50%, 10.8% Cash	07/23	07/29	408		370		375		—	%	(7) (8) (15) (28) (29)
						12,917		12,546		12,593

TSYL Corporate Buyer, Inc.	Technology	First Lien Senior Secured Term Loan	SOFR + 4.75%, 10.1% Cash	12/22	12/28	2,066		2,031		2,066		0.1	%	(5) (7) (8) (16) (29)
		First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.3% Cash	12/23	12/28	623		585		623		—	%	(5) (7) (8) (16) (29)
		Revolver	SOFR + 4.75%, 10.1% Cash	12/22	12/28	—		(9)		—		—	%	(7) (8) (16) (28) (29)
		Partnership Units (4,673 units)	N/A	12/22	N/A			5		12		—	%	(7) (26) (28)
						2,689		2,612		2,701

Barings Private Credit Corporation

Unaudited Consolidated Schedule of Investments — (Continued)

June 30, 2024

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Turbo Buyer, Inc.	Finance Companies	First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.3% Cash	11/21	12/25	$	12,463	$	12,368	$	12,002	0.7	%	(5) (6) (7) (8) (16)
						12,463		12,368		12,002

Turnberry Solutions, Inc.	Consumer Cyclical	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.2% Cash	07/21	09/26	2,606		2,582		2,606		0.1	%	(6) (7) (8) (16)
						2,606		2,582		2,606

UBC Ledgers Holding AB	Financial Other	First Lien Senior Secured Term Loan	STIBOR + 5.25%, 9.0% Cash	12/23	12/30	1,513		1,470		1,466		0.1	%	(3) (5) (7) (8) (20) (29)
		Revolver	STIBOR + 5.25%, 9.0% Cash	12/23	06/24	—		—		(5)		—	%	(3) (7) (8) (20) (28)
						1,513		1,470		1,461

UKFast Leaders Limited	Technology	First Lien Senior Secured Term Loan	SONIA + 7.25%, 12.4% Cash	05/21	09/27	4,583		5,027		4,275		0.2	%	(3) (5) (7) (8) (18)
						4,583		5,027		4,275

Union Bidco Limited	Healthcare	First Lien Senior Secured Term Loan	SONIA + 5.69%, 11.2% Cash	06/22	06/29	2,482		2,341		2,464		0.1	%	(3) (5) (7) (8) (18) (29)
						2,482		2,341		2,464

United Therapy Holding III GmbH	Healthcare	First Lien Senior Secured Term Loan	EURIBOR + 6.75%, 10.7% Cash	04/22	03/29	1,626		1,590		1,251		0.1	%	(3) (5) (7) (8) (11) (29)
						1,626		1,590		1,251

Unither (Uniholding)	Pharmaceuticals	First Lien Senior Secured Term Loan	EURIBOR + 5.18%, 8.9% Cash	03/23	03/30	2,031		1,961		1,989		0.1	%	(3) (5) (7) (8) (10) (29)
						2,031		1,961		1,989

USLS Acquisition, Inc. (f/k/a US Legal Support, Inc.)	Legal Services	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.2% Cash	05/21	05/26	3,594		3,566		3,524		0.2	%	(5) (6) (7) (8) (15) (29)
						3,594		3,566		3,524

Utac Ceram	Business Services	First Lien Senior Secured Term Loan	EURIBOR + 4.75%, 8.6% Cash, 1.8% PIK	05/21	09/27	872		966		817		—	%	(3) (5) (7) (8) (10)
		First Lien Senior Secured Term Loan	SOFR + 6.75%, 10.6% Cash, 1.8% PIK	05/21	09/27	247		243		231		—	%	(3) (5) (7) (8) (16)
						1,119		1,209		1,048

Validity, Inc.	IT Consulting & Other Services	First Lien Senior Secured Term Loan	SOFR + 5.25%, 10.7% Cash	05/21	05/26	939		928		939		0.1	%	(5) (7) (8) (15)
						939		928		939

Victoria Bidco Limited	Industrial Machinery	First Lien Senior Secured Term Loan	SONIA + 6.50%, 11.7% Cash	03/22	01/29	5,344		5,534		4,777		0.3	%	(3) (5) (7) (8) (18)
						5,344		5,534		4,777

VistaJet Pass Through Trust 2021-1B	Airlines	Structured Secured Note - Class B	6.3% Cash	11/21	02/29	7,143		7,143		7,031		0.4	%	(7) (28)
						7,143		7,143		7,031

Vital Buyer, LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.8% Cash	06/21	06/28	4,850		4,744		4,850		0.3	%	(6) (7) (8) (16) (28)
		Partnership Units (1,096.2 units)	N/A	06/21	N/A			11		20		—	%	(7)
						4,850		4,755		4,870

VP Holding Company	Transportation Services	First Lien Senior Secured Term Loan	SOFR + 5.50%, 11.7% Cash	05/21	12/25	1,800		1,800		1,767		0.1	%	(5) (7) (8) (15) (28)
		First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.7% Cash	05/21	12/25	19,270		19,270		18,923		1.1	%	(5) (6) (7) (8) (15)
						21,070		21,070		20,690

W2O Holdings, Inc.	Healthcare Technology	First Lien Senior Secured Term Loan	SOFR + 4.75%, 10.0% Cash	05/21	06/26	1,085		1,085		1,067		0.1	%	(7) (8) (16) (28)
		First Lien Senior Secured Term Loan	SOFR + 5.25%, 10.6% Cash	05/21	06/26	1,260		1,240		1,238		0.1	%	(5) (7) (8) (16) (28)

						2,345		2,325		2,305

Barings Private Credit Corporation

Unaudited Consolidated Schedule of Investments — (Continued)

June 30, 2024

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
WEST-NR ACQUISITIONCO, LLC	Insurance	First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.7% Cash	08/23	12/27	$	3,723	$	3,661	$	3,723	0.2	%	(5) (7) (8) (16)
		First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.7% Cash	08/23	02/25	—		(60)		—		—	%	(5) (7) (8) (16) (29)
						3,723		3,601		3,723

Wheels Up Experience Inc	Transportation Services	First Lien Senior Secured Term Loan	12.0% Cash	09/22	10/29	15,587		15,072		14,574		0.8	%	(7) (28)
						15,587		15,072		14,574

Whitcraft Holdings, Inc.	Aerospace & Defense	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.8% Cash	02/23	06/26	4,152		3,708		3,708		0.2	%	(5) (7) (8) (16) (28) (29)
		First Lien Senior Secured Term Loan	SOFR + 7.00%, 11.8% Cash	06/24	02/29	10,274		9,931		10,274		0.6	%	(7) (8) (16) (28)
		Revolver	SOFR + 7.00%, 11.8% Cash	02/23	02/29	1,526		1,448		1,526		0.1	%	(7) (8) (15) (28) (29)
		LP Units (84,116.1 units)	N/A	02/23	N/A			841		1,095		0.1	%	(7) (26) (28)
						15,952		15,928		16,603

White Bidco Limited	Technology	First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.8% Cash	10/23	10/30	1,749		1,692		1,701		0.1	%	(3) (5) (7) (8) (16) (28) (29)
						1,749		1,692		1,701

Woodland Foods, LLC	Food & Beverage	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.2% Cash	12/21	12/27	8,905		8,790		8,727		0.5	%	(5) (6) (7) (8) (16)
		Revolver	SOFR + 5.75%, 11.2% Cash	12/21	12/27	852		832		820		—	%	(7) (8) (16) (28) (29)
		Preferred Equity (264 shares)	20.0% PIK	04/24	N/A			280		280		—	%	(7)
		Common Stock (1,204.46 shares)	N/A	12/21	N/A			1,204		745		—	%	(7) (26)
						9,757		11,106		10,572

World 50, Inc.	Professional Services	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.1% Cash	03/24	03/30	33,213		32,571		32,609		1.9	%	(5) (6) (7) (8) (16)
		Revolver	SOFR + 5.75%, 11.1% Cash	03/24	03/30	—		(33)		(31)		—	%	(7) (8) (16) (28) (29)

						33,213		32,538		32,578

WWEC Holdings III Corp	Capital Goods	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.1% Cash	10/22	10/28	6,878		6,582		6,593		0.4	%	(5) (7) (8) (16) (29)
		First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.1% Cash	10/22	10/24	2,318		2,310		2,269		0.1	%	(5) (7) (8) (16)
		Revolver	SOFR + 5.75%, 11.1% Cash	10/22	10/28	—		(63)		(71)		—	%	(7) (8) (16) (28) (29)
						9,196		8,829		8,791

Xeinadin Bidco Limited	Financial Other	First Lien Senior Secured Term Loan	SONIA + 5.25%, 10.5% Cash	05/22	05/29	13,394		12,909		13,022		0.7	%	(3) (5) (7) (8) (18) (29)
		First Lien Senior Secured Term Loan	EURIBOR + 5.25%, 9.1% Cash	05/22	05/29	458		466		447		—	%	(3) (5) (7) (8) (10)
		Subordinated Term Loan	11.0% PIK	05/22	05/29	4,960		4,766		4,822		0.3	%	(3) (7) (28)
		Common Stock (36,532,680 shares)	N/A	05/22	N/A			452		462		—	%	(3) (7) (26) (28)
						18,812		18,593		18,753

ZB Holdco LLC	Food & Beverage	First Lien Senior Secured Term Loan	SOFR + 5.50%, 11.0% Cash	02/22	02/28	8,823		8,591		8,547		0.5	%	(5) (6) (7) (8) (16) (29)
		Revolver	SOFR + 5.50%, 11.0% Cash	02/22	02/28	270		260		255		—	%	(7) (8) (16) (28) (29)
		LLC Units (152.7 units)	N/A	02/22	N/A			153		219		—	%	(7)
						9,093		9,004		9,021

Zeppelin Bidco Limited	Services: Business	First Lien Senior Secured Term Loan	SONIA + 6.00%, 11.2% Cash	03/22	03/29	2,714		2,780		2,380		0.1	%	(3) (5) (7) (8) (18)
		First Lien Senior Secured Term Loan	SONIA + 6.25%, 11.4% Cash	03/22	03/29	344		341		302		—	%	(3) (5) (7) (8) (18)
						3,058		3,121		2,682

Subtotal Non–Control / Non–Affiliate Investments (133.3%)*						2,326,066		2,373,962		2,346,238

Barings Private Credit Corporation

Unaudited Consolidated Schedule of Investments — (Continued)

June 30, 2024

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Affiliate Investments (4):

Coastal Marina Holdings, LLC	Hotel, Gaming and Leisure	Subordinated Term Loan	10.0% PIK	11/21	11/31	3,831		3,652		3,622		0.2	%	(7) (28)
		Subordinated Term Loan	8.0% Cash	11/21	11/31	8,310		7,821		7,855		0.4	%	(7) (28)
		LLC Units (1,574,005.5 units)	N/A	11/21	N/A			7,322		8,043		0.5	%	(7) (26)
						12,141		18,795		19,520

CPCF BPCC LLC	Investment Funds & Vehicles	9.1% Member Interest	N/A	06/23	N/A			9,405		9,296		0.5	%	(3) (7)
								9,405		9,296

Eclipse Business Capital, LLC	Banking, Finance, Insurance & Real Estate	Revolver	SOFR + 7.25%, 12.6% Cash	08/21	07/28	5,904		5,848		5,904		0.3	%	(7) (8) (15) (28) (29)
		Second Lien Senior Secured Term Loan	7.5% Cash	08/21	07/28	3,209		3,188		3,209		0.2	%	(7) (28)
		LLC Units (63,139,338 units)	N/A	08/21	N/A			65,621		97,234		5.5	%	(7) (28)
						9,113		74,657		106,347

Rocade Holdings LLC	Other Financial	Preferred LP Units (108,000 units)	SOFR + 6.0% PIK, 10.3% PIK	02/23	N/A			120,644		120,646		6.9	%	(7) (15) (28) (29)
		Common LP Units (30.8 units)	N/A	02/23	N/A			—		2,535		0.1	%	(7) (26) (28)
								120,644		123,181

Thompson Rivers LLC	Investment Funds & Vehicles	6.3% Member Interest	N/A	08/21	N/A			10,748		3,798		0.2	%	(26)
								10,748		3,798

Waccamaw River LLC	Investment Funds & Vehicles	20.0% Member Interest	N/A	08/21	N/A			24,752		12,692		0.7	%	(3)
								24,752		12,692

Subtotal Affiliate Investments (15.6%)*						21,254		259,001		274,834

Short-Term Investments:

JPMorgan Chase & Co.	Money Market Fund	JPMorgan Prime Money Market Fund	5.4% Cash	06/24	N/A			10,067		10,066		0.6	%	(28)
								10,067		10,066

Subtotal Short-Term Investments (0.6%)*								10,067		10,066

Total Investments, June 30, 2024 (149.5%)*						$	2,347,320	$	2,643,030	$	2,631,138

Derivative Instruments


Interest Rate Swaps:
Description	Company Receives	Company Pays	Maturity Date	Notional Amount		Value	Hedged Instrument	Unrealized Appreciation (Depreciation)
Interest rate swap (See Note 5)	6.00%	SOFR + 3.245%	5/10/2027	$	100,000	$(4,558)	Series D Notes	$	(4,558)
Interest rate swap (See Note 5)	6.00%	SOFR + 3.382%	5/10/2027	$	55,000	$(2,721)	Series E Notes	(2,721)
Total Interest Rate Swaps, June 30, 2024								$	(7,279)

Barings Private Credit Corporation

Unaudited Consolidated Schedule of Investments — (Continued)

June 30, 2024

(Amounts in thousands, except share amounts)

Foreign Currency Forward Contracts:

Description

Notional Amount to be Purchased

Notional Amount to be Sold

Counterparty

Settlement Date

Unrealized Appreciation (Depreciation)

Foreign currency forward contract (AUD)

A$74,756

$50,100

BNP Paribas SA

07/08/24

(193)

Foreign currency forward contract (AUD)

$48,962

A$74,756

BNP Paribas SA

07/08/24

(945)

Foreign currency forward contract (AUD)

$50,620

A$75,350

BNP Paribas SA

10/08/24

202

Foreign currency forward contract (CAD)

C$9,924

$7,259

BNP Paribas SA

07/08/24

(8)

Foreign currency forward contract (CAD)

$7,283

C$9,924

BNP Paribas SA

07/08/24

Foreign currency forward contract (CAD)

$6,086

C$8,313

BNP Paribas SA

10/07/24

(1)

Foreign currency forward contract (DKK)

8,119kr.

$1,182

BNP Paribas SA

07/08/24

(15)

Foreign currency forward contract (DKK)

$1,183

8,119kr.

BNP Paribas SA

07/08/24

Foreign currency forward contract (DKK)

$1,208

8,256kr.

BNP Paribas SA

10/07/24

Foreign currency forward contract (EUR)

€231,023

$250,836

BNP Paribas SA

07/08/24

(3,331)

Foreign currency forward contract (EUR)

$250,862

€231,023

BNP Paribas SA

07/08/24

3,356

Foreign currency forward contract (EUR)

$252,207

€231,300

BNP Paribas SA

10/07/24

3,317

Foreign currency forward contract (GBP)

£75,042

$96,340

BNP Paribas SA

07/08/24

(1,510)

Foreign currency forward contract (GBP)

$94,503

£75,042

BNP Paribas SA

07/08/24

(327)

Foreign currency forward contract (GBP)

$96,136

£74,844

BNP Paribas SA

10/07/24

1,492

Foreign currency forward contract (NZD)

NZ$9,533

$5,925

BNP Paribas SA

07/08/24

(116)

Foreign currency forward contract (NZD)

$5,722

NZ$9,533

BNP Paribas SA

07/08/24

(87)

Foreign currency forward contract (NZD)

$6,064

NZ$9,759

BNP Paribas SA

10/07/24

118

Foreign currency forward contract (NOK)

44,780kr

$4,259

BNP Paribas SA

07/08/24

(59)

Foreign currency forward contract (NOK)

$4,165

44,780kr

BNP Paribas SA

07/08/24

(36)

Foreign currency forward contract (NOK)

$4,272

44,816kr

BNP Paribas SA

10/07/24

Foreign currency forward contract (SEK)

21,362kr

$2,072

BNP Paribas SA

07/08/24

(57)

Foreign currency forward contract (SEK)

$2,019

21,362kr

BNP Paribas SA

07/08/24

Foreign currency forward contract (SEK)

$2,067

21,186kr

BNP Paribas SA

10/07/24

Foreign currency forward contract (CHF)

6,437Fr.

$7,237

BNP Paribas SA

07/08/24

(72)

Foreign currency forward contract (CHF)

$7,174

6,437Fr.

BNP Paribas SA

07/08/24

Foreign currency forward contract (CHF)

$7,366

6,485Fr.

BNP Paribas SA

10/07/24

Total Foreign Currency Forward Contracts, June 30, 2024

1,993

* Fair value as a percentage of net assets.

(1)All debt investments are income producing, unless otherwise noted. Barings Private Credit Corporation’s (the “Company”) external investment adviser, Barings LLC (“Barings” or the “Adviser”), determines in good faith the fair value of the Company’s investments in accordance with a valuation policy and processes established by the Adviser, which have been approved by the Company’s board of directors (the “Board”), and the Investment Company Act of 1940, as amended (the “1940 Act”). In addition, all debt investments are variable rate investments unless otherwise noted. Index-based floating interest rates are generally subject to a contractual minimum interest rate. Variable rate loans to the Company’s portfolio companies bear interest at a rate that may be determined by reference to the Secured Overnight Financing Rate (“SOFR”), the Euro Interbank Offered Rate (“EURIBOR”), the Bank Bill Swap Bid Rate (“BBSY”), the Stockholm Interbank Offered Rate (“STIBOR”), the Canadian Overnight Repo Rate Average (“CORRA”), the Sterling Overnight Index Average (“SONIA”), the Swiss Average Rate Overnight (“SARON”), the Norwegian Interbank Offered Rate (“NIBOR”), the Bank Bill Market rate (“BKBM”) or an alternate base rate (commonly based on the Federal Funds Rate or the Prime Rate), at the borrower’s option, which reset annually, semi-annually, quarterly or monthly. For each such loan, the Company has provided the interest rate in effect on the date presented. SOFR-based contracts may include a credit spread adjustment that is charged in addition to the base rate and the stated spread. The borrower may also elect to have multiple interest reset periods for each loan.

(2)All of the Company’s portfolio company investments (including joint venture and short-term investments), which as of June 30, 2024 represented 149.5% of the Company’s net assets, are subject to legal restrictions on sales. The acquisition date represents the date of the Company’s initial investment in the relevant portfolio company.

(3)Investment is not a qualifying investment as defined under Section 55(a) of the 1940 Act. Non-qualifying assets represent 22.1% of total investments at fair value as of June 30, 2024. Qualifying assets must represent at least 70% of total assets at the time of acquisition of any additional non-qualifying assets. If at any time qualifying assets do not represent at least 70% of the Company’s total assets, the Company will be precluded from acquiring any additional non-qualifying asset until such time as it complies with the requirements of Section 55(a).

(4)As defined in the 1940 Act, the Company is deemed to be an “affiliated person” of the portfolio company as the Company owns between 5% or more, up to 25% (inclusive), of the portfolio company’s voting securities (“non-controlled affiliate”). Transactions related to investments in non-controlled “Affiliate Investments” for the six months ended June 30, 2024 were as follows:

Barings Private Credit Corporation

Unaudited Consolidated Schedule of Investments — (Continued)

June 30, 2024

(Amounts in thousands, except share amounts)


		December 31, 2023 Value		Gross Additions (a)		Gross Reductions (b)		Amount of Realized Gain (Loss)		Amount of Unrealized Gain (Loss)		June 30, 2024 Value		Amount of Interest or Dividends Credited to Income(c)
Portfolio Company	Type of Investment
Coastal Marina Holdings, LLC (d)	Subordinated Term Loan (8.0% Cash)	$	7,824	$	23	$	—	$	—	$	8	$	7,855	$	354
	Subordinated Term Loan (10.0% PIK)	3,434		193		—		—		(5)		3,622		193
	LLC Units (1,574,005.5 units)	6,080		1,851		—		—		112		8,043		—
		17,338		2,067		—		—		115		19,520		547

CPCF BPCC LLC	9.1% Member Interest	7,763		1,519		—		—		14		9,296		655
		7,763		1,519		—		—		14		9,296		655

Eclipse Business Capital, LLC (d)	Revolver (SOFR + 7.25%, 12.6% Cash)	3,915		13,226		(11,230)		—		(7)		5,904		250
	Second Lien Senior Secured Term Loan (7.5% Cash)	3,209		2		—		—		(2)		3,209		122
	LLC units (63,139,338 units)	102,917		—		—		—		(5,683)		97,234		4,938
		110,041		13,228		(11,230)		—		(5,692)		106,347		5,310

Rocade Holdings LLC (d)	Preferred LP Units (108,000 units) (SOFR + 6.0% PIK, 10.3% PIK)	114,113		6,530		—		—		3		120,646		6,530
	Common LP Units (30.8 units)	1,092		—		—		—		1,443		2,535		—
		115,205		6,530		—		—		1,446		123,181		6,530

Thompson Rivers LLC	6.3% Member Interest	5,304		—		(1,427)		—		(79)		3,798		—
		5,304		—		(1,427)		—		(79)		3,798		—

Waccamaw River LLC	20% Member Interest	15,470		—		(330)		—		(2,448)		12,692		2,641
		15,470		—		(330)		—		(2,448)		12,692		2,641

Total Affiliate Investments		$	271,121	$	23,344	$	(12,987)	$	—	$	(6,644)	$	274,834	$	15,683

(a) Gross additions include increases in the cost basis of investments resulting from new investments, follow-on investments, payment-in-kind interest or dividends, the amortization of any unearned income or discounts on debt investments, as applicable.

(b) Gross reductions include decreases in the cost basis of investments resulting from principal repayments, sales and return of capital.

(c) Represents the total amount of interest, fees or dividends credited to income for the portion of the year an investment was included in the Affiliate category.

(d) The fair value of the investment was determined using significant unobservable inputs.

(5)Some or all of the investment is or will be encumbered as security for BPC Funding LLC’s $800.0 million senior secured revolving credit facility with BNP Paribas (as amended, restated and modified from time to time, the “Revolving Credit Facility”).

(6)Some or all of the investment is or will be encumbered as security for the Company’s term debt securitization which was completed on August 23, 2023 (as amended, restated and modified from time to time, the “2023 Debt Securitization”).

(7)The fair value of the investment was determined using significant unobservable inputs.

(8)Debt investment includes interest rate floor feature.

(9)The interest rate on these loans is subject to 1 Month EURIBOR, which as of June 30, 2024 was 3.63200%.

(10)The interest rate on these loans is subject to 3 Month EURIBOR, which as of June 30, 2024 was 3.71100%.

(11)The interest rate on these loans is subject to 6 Month EURIBOR, which as of June 30, 2024 was 3.68200%.

(12)The interest rate on these loans is subject to 1 Month BBSY, which as of June 30, 2024 was 4.30450%.

(13)The interest rate on these loans is subject to 3 Month BBSY, which as of June 30, 2024 was 4.44530%.

(14)The interest rate on these loans is subject to 6 Month BBSY, which as of June 30, 2024 was 4.73600%.

(15)The interest rate on these loans is subject to 1 Month SOFR, which as of June 30, 2024 was 5.33717%.

(16)The interest rate on these loans is subject to 3 Month SOFR, which as of June 30, 2024 was 5.32460%.

(17)The interest rate on these loans is subject to 6 Month SOFR, which as of June 30, 2024 was 5.25471%.

(18)The interest rate on these loans is subject to 3 Month SONIA, which as of June 30, 2024 was 5.12780%.

(19)The interest rate on these loans is subject to 6 Month SONIA, which as of June 30, 2024 was 5.06220%.

(20)The interest rate on these loans is subject to 3 Month STIBOR, which as of June 30, 2024 was 3.70700%.

(21)The interest rate on these loans is subject to 1 Month CORRA, which as of June 30, 2024 was 4.74437%.

(22)The interest rate on these loans is subject to 3 Month CORRA, which as of June 30, 2024 was 4.67875%.

(23)The interest rate on these loans is subject to 3 Month BKBM, which as of June 30, 2024 was 5.62000%.

Barings Private Credit Corporation

Unaudited Consolidated Schedule of Investments — (Continued)

June 30, 2024

(Amounts in thousands, except share amounts)

(24)The interest rate on these loans is subject to 6 Month SARON, which as of June 30, 2024 was 1.21579%.

(25)The interest rate on these loans is subject to 1 Month NIBOR, which as of June 30, 2024 was 4.61000%.

(26)Investment is non-income producing.

(27)Non-accrual investment.

(28)Some or all of the investment is or will be encumbered as security for the Company’s senior secured credit facility with Sumitomo Mitsui Banking Corporation initially entered into in March 2023 (as amended, restated, and otherwise modified from time to time, the “SMBC Credit Facility”).

(29)Position or portion thereof is an unfunded loan or equity commitment.

(30)A summary of the Company’s investment portfolio by industry at fair value, excluding short-term investments, and as a percentage of total investments and net assets are as follows:


($ in thousands)	June 30, 2024		Percent of Portfolio		Percent of Total Net Assets
Aerospace and Defense	$	141,921	5.4	%	8.1	%
Automotive	27,602		1.1		1.6
Banking, Finance, Insurance and Real Estate	412,612		15.7		23.4
Beverage, Food and Tobacco	43,794		1.7		2.5
Capital Equipment	59,364		2.3		3.4
Chemicals, Plastics, and Rubber	31,628		1.2		1.8
Construction and Building	45,426		1.7		2.6
Consumer Goods: Durable	54,247		2.1		3.1
Consumer Goods: Non-durable	74,904		2.9		4.3
Containers, Packaging and Glass	52,830		2.0		3.0
Electrical Components & Equipment	20,880		0.8		1.2
Energy: Electricity	8,791		0.3		0.5

Environmental Industries	59,668		2.3		3.4

Healthcare & Pharmaceuticals	261,190		10.0		14.8
High Tech Industries	334,864		12.8		19.0
Hotel, Gaming and Leisure	24,093		0.9		1.4
Investment Funds and Vehicles	25,786		1.0		1.5
Media: Advertising, Printing and Publishing	37,447		1.4		2.1
Media: Broadcasting and Subscription	14,300		0.6		0.8
Media: Diversified and Production	58,792		2.2		3.3


Services: Business	483,296		18.4		27.5
Services: Consumer	131,319		5.0		7.4
Structured Products	40,455		1.5		2.3
Telecommunications	23,910		0.9		1.3
Transportation: Cargo	119,829		4.6		6.8
Transportation: Consumer	20,690		0.8		1.2
Utilities: Electric	11,434		0.4		0.6


Total	$	2,621,072	100.0	%	148.9	%

Barings Private Credit Corporation

Unaudited Consolidated Schedule of Investments — (Continued)

June 30, 2024

(Amounts in thousands, except share amounts)

(31)A summary of the composition of the Company’s investment portfolio at cost and fair value, and as a percentage of total investments and net assets are as follows:


($ in thousands)	Cost		Percent of Total Portfolio		Fair Value		Percent of Total Portfolio		Percent of Total Net Assets
June 30, 2024:
Senior debt and 1st lien notes	$	2,138,751	81	%	$	2,105,189	80	%	120	%
Subordinated debt and 2nd lien notes	145,853		6		143,861		6		8
Structured products	26,439		1		25,881		1		1
Equity shares	267,332		10		307,969		12		18
Equity warrants	4		—		2,708		—		—
Royalty rights	9,678		—		9,678		—		1
Investment in joint ventures	44,906		2		25,786		1		1
Short-term investments	10,067		—		10,066		—		1
	$	2,643,030	100	%	$	2,631,138	100	%	150	%

See accompanying notes.

Barings Private Credit Corporation

Consolidated Schedule of Investments

December 31, 2023

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Non–Control / Non–Affiliate Investments:
1WorldSync, Inc.	IT Consulting & Other Services	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.4% Cash	05/21	07/25	$	10,785	$	10,748	$	10,785	0.8	%	(5) (6) (7) (8) (17)
						10,785		10,748		10,785

A.T. Holdings II LTD	Other Financial	First Lien Senior Secured Term Loan	14.3% Cash	11/22	09/29	15,000		15,000		14,025		1.1	%	(3) (7) (28)
						15,000		15,000		14,025

Accelerant Holdings	Banking, Finance, Insurance & Real Estate	Class A Convertible Preferred Equity (5,000 shares)	N/A	01/22	N/A			5,000		5,858		0.4	%	(7) (26) (28)
		Class B Convertible Preferred Equity (1,651 shares)	N/A	12/22	N/A			1,667		1,950		0.1	%	(7) (26) (28)
								6,667		7,808

Acclime Holdings HK Limited	Business Services	First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.6% Cash	08/21	08/27	7,500		7,352		7,382		0.6	%	(3) (5) (7) (8) (17)
						7,500		7,352		7,382

Accurus Aerospace Corporation	Aerospace & Defense	First Lien Senior Secured Term Loan	SOFR + 5.25%, 10.8% Cash	04/22	04/28	13,189		13,038		12,793		1.0	%	(5) (7) (8) (16)
		Revolver	SOFR + 5.25%, 10.8% Cash	04/22	04/28	1,003		988		961		0.1	%	(7) (8) (16) (28) (29)
		Common Stock (262,573.98 shares)	N/A	04/22	N/A			263		307		—	%	(7) (26) (28)
						14,192		14,289		14,061

Acogroup	Business Services	First Lien Senior Secured Term Loan	EURIBOR + 4.65%, 8.6% Cash, 2.3% PIK	05/21	10/26	1,326		1,447		1,178		0.1	%	(3) (5) (7) (8) (10)
		First Lien Senior Secured Term Loan	EURIBOR + 4.65%, 8.6% Cash, 2.3% PIK	03/22	10/26	28,867		28,266		25,663		2.0	%	(3) (7) (8) (10) (28)
						30,193		29,713		26,841

Adhefin International	Industrial Other	First Lien Senior Secured Term Loan	EURIBOR + 6.50%, 10.4% Cash	05/23	05/30	1,831		1,760		1,778		0.1	%	(3) (7) (8) (10) (28) (29)
		Subordinated Term Loan	EURIBOR + 10.5% PIK, 14.4% PIK	05/23	11/30	307		296		300		—	%	(3) (7) (8) (10) (28)
						2,138		2,056		2,078

Aesthetics Australia Group Pty Ltd (Laser Clinics Australia Group)	Health Care Services	First Lien Senior Secured Term Loan	BBSY + 5.75%, 10.0% Cash	05/21	03/25	699		793		694		0.1	%	(3) (5) (7) (8) (14)
						699		793		694

Air Comm Corporation, LLC	Aerospace & Defense	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.3% Cash	06/21	07/27	24,510		24,205		24,118		1.8	%	(5) (6) (7) (8) (16)
		First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.7% Cash	06/21	07/27	1,296		1,263		1,296		0.1	%	(7) (8) (16) (28)
						25,806		25,468		25,414

AirX Climate Solutions, Inc.	Diversified Manufacturing	First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.7% Cash	11/23	11/29	9,197		8,849		8,842		0.7	%	(5) (7) (8) (16) (29)
		Revolver	SOFR + 6.25%, 11.7% Cash	11/23	11/29	—		(50)		(51)		—	%	(7) (8) (16) (28) (29)
						9,197		8,799		8,791

AIT Worldwide Logistics Holdings, Inc.	Transportation Services	Second Lien Senior Secured Term Loan	SOFR + 7.50%, 13.0% Cash	05/21	04/29	7,220		7,100		7,155		0.5	%	(5) (7) (8) (15)
						7,220		7,100		7,155

AlliA Insurance Brokers NV	Insurance	First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 10.2% Cash	03/23	03/30	3,548		3,320		3,443		0.3	%	(3) (5) (7) (8) (10) (29)
						3,548		3,320		3,443

Barings Private Credit Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Amalfi Midco	Healthcare	Subordinated Loan Notes	2.0% Cash, 9.0% PIK	09/22	09/28	$	5,539	$	4,902	$	4,824	0.4	%	(3) (7) (28)
		Class B Common Stock (93,165,208 shares)	N/A	09/22	N/A			1,040		1,188		0.1	%	(3) (7) (26) (28)
		Warrants (380,385 units)	N/A	09/22	N/A			4		529		—	%	(3) (7) (26) (28)
						5,539		5,946		6,541

Americo Chemical Products, LLC	Chemicals	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.9% Cash	04/23	04/29	2,763		2,700		2,741		0.2	%	(7) (8) (15) (28)
		Revolver	SOFR + 5.50%, 10.9% Cash	04/23	04/29	—		(31)		(11)		—	%	(7) (8) (15) (28) (29)
		Common Stock (262,093 shares)	N/A	04/23	N/A			262		265		—	%	(7) (26)
						2,763		2,931		2,995

Amtech LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 5.50%, 11.4% Cash	11/21	11/27	3,577		3,529		3,557		0.3	%	(5) (7) (8) (16)
		Revolver	SOFR + 5.50%, 11.4% Cash	11/21	11/27	164		158		161		—	%	(7) (8) (16) (28) (29)
						3,741		3,687		3,718

AnalytiChem Holding GmbH	Chemicals	First Lien Senior Secured Term Loan	BBSY + 6.25%, 10.4% Cash	11/21	10/28	1,363		1,424		1,340		0.1	%	(3) (5) (7) (8) (13)
		First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 10.2% Cash	11/21	10/28	6,913		6,866		6,797		0.5	%	(3) (5) (7) (8) (10)
		First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 10.2% Cash	04/22	10/28	7,490		7,264		7,365		0.6	%	(3) (5) (7) (8) (10)
		First Lien Senior Secured Term Loan	EURIBOR + 7.00%, 11.0% Cash	01/23	10/28	2,299		2,149		2,276		0.2	%	(3) (5) (7) (8) (10)
		First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.9% Cash	11/21	10/28	951		951		935		0.1	%	(3) (5) (7) (8) (16)
		First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.9% Cash	06/22	10/28	1,283		1,283		1,262		0.1	%	(3) (5) (7) (8) (16)

						20,299		19,937		19,975

Anju Software, Inc.	Application Software	Super Senior Secured Term Loan	10.0% PIK	10/23	06/25	93		87		86		—	%	(5) (7) (8) (29)
		First Lien Senior Secured Term Loan	8.0% PIK	05/21	06/25	1,410		1,408		995		0.1	%	(5) (7) (8) (27)
						1,503		1,495		1,081

APC1 Holding	Diversified Manufacturing	First Lien Senior Secured Term Loan	EURIBOR + 5.50%, 9.4% Cash	07/22	07/29	2,541		2,314		2,505		0.2	%	(3) (5) (7) (8) (10)
						2,541		2,314		2,505

Apex Bidco Limited	Business Equipment & Services	First Lien Senior Secured Term Loan	SONIA + 5.75%, 11.1% Cash	05/21	01/27	431		471		431		—	%	(3) (5) (7) (8) (18)
		First Lien Senior Secured Term Loan	SONIA + 6.50%, 11.7% Cash	10/23	01/27	881		818		854		0.1	%	(3) (5) (7) (8) (18)
						1,312		1,289		1,285

APOG Bidco Pty Ltd	Healthcare	Second Lien Senior Secured Term Loan	BBSY + 7.25%, 11.6% Cash	04/22	03/30	1,106		1,193		1,090		0.1	%	(3) (5) (7) (8) (12)
						1,106		1,193		1,090

Aptus 1829. GmbH	Chemicals, Plastics, and Rubber	First Lien Senior Secured Term Loan	EURIBOR + 6.50%, 10.4% Cash, 1.5% PIK	09/21	09/27	2,415		2,517		2,015		0.2	%	(3) (5) (7) (8) (11)
		Preferred Stock (14 shares)	N/A	09/21	N/A			122		4		—	%	(3) (7) (26) (28)
		Common Stock (49 shares)	N/A	09/21	N/A			12		—		—	%	(3) (7) (26) (28)
						2,415		2,651		2,019

Apus Bidco Limited	Banking, Finance, Insurance & Real Estate	First Lien Senior Secured Term Loan	SONIA + 5.50%, 10.7% Cash	05/21	03/28	1,212		1,315		1,195		0.1	%	(3) (5) (7) (8) (18)
						1,212		1,315		1,195

Barings Private Credit Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
AQA Acquisition Holding Inc	High Tech Industries	Second Lien Senior Secured Term Loan	SOFR + 7.50%, 13.0% Cash	05/21	03/29	$	7,460	$	7,309	$	7,437	0.6	%	(5) (7) (8) (16)
						7,460		7,309		7,437

Aquavista Watersides 2 LTD	Transportation Services	First Lien Senior Secured Term Loan	SONIA + 6.00%, 11.2% Cash	12/21	12/28	2,980		3,009		2,707		0.2	%	(3) (5) (7) (8) (19) (29)
		Second Lien Senior Secured Term Loan	SONIA + 10.5% PIK, 15.7% PIK	12/21	12/28	855		866		791		0.1	%	(3) (7) (8) (19) (28)
						3,835		3,875		3,498

Arc Education	Consumer Cyclical	First Lien Senior Secured Term Loan	EURIBOR + 5.75%, 9.7% Cash	07/22	07/29	2,627		2,395		2,561		0.2	%	(3) (5) (7) (8) (10) (29)
						2,627		2,395		2,561

Archimede	Consumer Services	First Lien Senior Secured Term Loan	EURIBOR + 6.50%, 10.4% Cash	05/21	10/27	14,913		14,816		14,425		1.1	%	(3) (5) (7) (8) (10)
						14,913		14,816		14,425

Argus Bidco Limited	High Tech Industries	First Lien Senior Secured Term Loan	EURIBOR + 6.75%, 10.7% Cash	07/22	07/29	281		269		267		—	%	(3) (5) (7) (8) (10)
		First Lien Senior Secured Term Loan	EURIBOR + 6.75%, 10.7% Cash	08/22	07/29	2,002		1,854		1,897		0.1	%	(3) (5) (7) (8) (10)
		First Lien Senior Secured Term Loan	EURIBOR + 6.75%, 10.7% Cash	09/22	07/29	687		626		652		—	%	(3) (5) (7) (8) (10)
		First Lien Senior Secured Term Loan	SOFR + 4.00%, 9.3% Cash, 3.3% PIK	07/22	07/29	263		257		250		—	%	(3) (5) (7) (8) (16)
		First Lien Senior Secured Term Loan	SONIA + 6.50%, 11.4% Cash	07/22	07/29	—		(22)		(56)		—	%	(3) (5) (7) (8) (18) (29)
		Second Lien Senior Secured Term Loan	10.5% PIK	07/22	07/29	1,565		1,451		1,468		0.1	%	(3) (5) (7) (28)
		Preferred Stock (83,120 shares)	10.0% PIK	07/22	N/A			114		85		—	%	(3) (7) (28)
		Equity Loan Notes (83,120 units)	10.0% PIK	07/22	N/A			114		85		—	%	(3) (7) (28)
		Common Stock (929 shares)	N/A	07/22	N/A			1		—		—	%	(3) (7) (26) (28)
						4,798		4,664		4,648

Armstrong Transport Group (Pele Buyer, LLC)	Air Freight & Logistics	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.9% Cash	05/21	06/24	3,927		3,913		3,782		0.3	%	(5) (6) (7) (8) (16)
		First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.9% Cash	10/22	06/24	5,776		5,738		5,562		0.4	%	(6) (7) (8) (16)
						9,703		9,651		9,344

ASC Communications, LLC	Media & Entertainment	First Lien Senior Secured Term Loan	SOFR + 4.75%, 10.1% Cash	07/22	07/27	4,422		4,368		4,386		0.3	%	(5) (7) (8) (15)
		Revolver	SOFR + 4.75%, 10.1% Cash	07/22	07/27	—		(7)		(5)		—	%	(7) (8) (15) (28) (29)
		Class A Units (15,285.8 units)	N/A	07/22	N/A			321		418		—	%	(7)
						4,422		4,682		4,799

Astra Bidco Limited	Healthcare	First Lien Senior Secured Term Loan	SONIA + 5.25%, 10.4% Cash	11/21	11/28	2,917		2,950		2,887		0.2	%	(3) (5) (7) (8) (18) (29)
						2,917		2,950		2,887

ATL II MRO Holdings Inc.	Transportation	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.9% Cash	11/22	11/28	8,405		8,223		8,405		0.6	%	(5) (7) (8) (16)
		Revolver	SOFR + 5.50%, 10.9% Cash	11/22	11/28	—		(52)		—		—	%	(7) (8) (16) (28) (29)
						8,405		8,171		8,405

Audio Precision, Inc.	High Tech Industries	First Lien Senior Secured Term Loan	EURIBOR + 5.00%, 8.9% Cash	05/21	10/24	2,737		2,979		2,655		0.2	%	(5) (7) (8) (10)
		First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.5% Cash	05/21	10/24	4,880		4,864		4,733		0.4	%	(6) (7) (8) (16)
						7,617		7,843		7,388

Auxi International	Commercial Finance	First Lien Senior Secured Term Loan	EURIBOR + 7.25%, 11.3% Cash	05/21	12/26	331		359		306		—	%	(3) (5) (7) (8) (11)
						331		359		306

Barings Private Credit Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Avalign Holdings, Inc.	Health Care Supplies	First Lien Senior Secured Term Loan	SOFR + 4.50%, 10.0% Cash	05/21	12/25	$	1,772	$	1,770	$	1,772	0.1	%	(6) (7) (8) (16)
						1,772		1,770		1,772

Avance Clinical Bidco Pty Ltd	Healthcare	First Lien Senior Secured Term Loan	BBSY + 5.00%, 9.4% Cash	11/21	11/27	2,810		2,839		2,554		0.2	%	(3) (5) (7) (8) (14) (29)
						2,810		2,839		2,554

AWP Group Holdings, Inc.	Business Services	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.9% Cash	05/21	12/29	1,930		1,901		1,924		0.1	%	(6) (7) (8) (16) (28) (29)
						1,930		1,901		1,924

Azalea Buyer, Inc.	Technology	First Lien Senior Secured Term Loan	SOFR + 5.25%, 10.7% Cash	11/21	11/27	4,842		4,767		4,809		0.4	%	(5) (7) (8) (16) (29)
		Revolver	SOFR + 5.25%, 10.7% Cash	11/21	11/27	—		(6)		(3)		—	%	(7) (8) (16) (28) (29)
		Subordinated Term Loan	12.0% PIK	11/21	05/28	1,564		1,545		1,529		0.1	%	(7) (28)
		Common Stock (192,307.7 shares)	N/A	11/21	N/A			192		288		—	%	(7) (26)
						6,406		6,498		6,623

Bariacum S.A.	Consumer Products	First Lien Senior Secured Term Loan	EURIBOR + 4.75%, 8.6% Cash	11/21	11/28	3,866		3,849		3,866		0.3	%	(3) (5) (7) (8) (11)
						3,866		3,849		3,866

Benify (Bennevis AB)	High Tech Industries	First Lien Senior Secured Term Loan	STIBOR + 5.25%, 9.3% Cash	05/21	07/26	353		423		353		—	%	(3) (5) (7) (8) (20)
						353		423		353

Bestop, Inc.	Auto Parts & Equipment	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.1% Cash	05/21	01/25	3,370		3,368		3,300		0.3	%	(5) (7) (8) (16)
						3,370		3,368		3,300

Beyond Risk Management, Inc.	Other Financial	First Lien Senior Secured Term Loan	SOFR + 4.50%, 10.0% Cash	10/21	10/27	2,944		2,923		2,944		0.2	%	(5) (7) (8) (16) (29)
						2,944		2,923		2,944

Bidwax	Non-durable Consumer Goods	First Lien Senior Secured Term Loan	EURIBOR + 6.50%, 10.5% Cash	05/21	02/28	5,081		5,341		5,042		0.4	%	(3) (5) (7) (8) (11) (28)
						5,081		5,341		5,042

BigHand UK Bidco Limited	High Tech Industries	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.8% Cash	05/21	01/28	175		172		164		—	%	(3) (5) (7) (8) (17)
		First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.1% Cash	05/21	01/28	147		147		137		—	%	(3) (7) (8) (16) (28)
		First Lien Senior Secured Term Loan	SONIA + 5.75%, 11.1% Cash	05/21	01/28	398		430		373		—	%	(3) (5) (7) (8) (18)
						720		749		674

Biolam Group	Consumer Non-cyclical	First Lien Senior Secured Term Loan	EURIBOR + 4.25%, 5.5% Cash, 2.8% PIK	12/22	12/29	3,442		3,343		3,120		0.2	%	(3) (5) (7) (8) (10) (29)
						3,442		3,343		3,120

Bounteous, Inc.	Technology	First Lien Senior Secured Term Loan	SOFR + 5.25%, 10.7% Cash	08/21	08/27	8,302		8,162		7,664		0.6	%	(5) (6) (7) (8) (16) (29)
						8,302		8,162		7,664

BPG Holdings IV Corp	Diversified Manufacturing	First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.4% Cash	03/23	07/29	15,820		14,954		14,871		1.1	%	(7) (8) (16) (28)
						15,820		14,954		14,871

Bridger Aerospace Group Holdings, LLC	Environmental Industries	Municipal Revenue Bond	11.5% Cash	07/22	09/27	32,980		32,980		34,922		2.7	%	(28)
		Preferred Stock- Series A (17,725 shares)	7.0% PIK	07/22	N/A			18,857		18,192		1.4	%	(7) (28)
						32,980		51,837		53,114

Brightline Trains Florida LLC	Transportation	Senior Secured Note	8.0% Cash	08/21	01/28	8,000		8,000		7,600		0.6	%	(7) (28)
						8,000		8,000		7,600

Barings Private Credit Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Brightpay Limited	Technology	First Lien Senior Secured Term Loan	EURIBOR + 5.00%, 9.0% Cash	10/21	10/28	$	3,186	$	3,214	$	3,140	0.2	%	(3) (5) (7) (8) (10) (29)
						3,186		3,214		3,140

BrightSign LLC	Media & Entertainment	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.2% Cash	10/21	10/27	10,473		10,402		10,107		0.8	%	(6) (7) (8) (16)
		Revolver	SOFR + 5.75%, 11.2% Cash	10/21	10/27	739		732		700		0.1	%	(7) (8) (16) (28) (29)
		LLC Units (923,857.7 units)	N/A	10/21	N/A			924		776		0.1	%	(7) (26)
						11,212		12,058		11,583

British Engineering Services Holdco Limited	Commercial Services & Supplies	First Lien Senior Secured Term Loan	SONIA + 7.00%, 11.9% Cash	05/21	12/27	7,605		7,728		7,492		0.6	%	(3) (5) (7) (8) (19) (29)
						7,605		7,728		7,492

Bucharest Bidco Limited	Hotel, Gaming and Leisure	First Lien Senior Secured Term Loan	SONIA + 7.28%, 12.5% Cash	05/21	07/26	838		848		750		0.1	%	(3) (7) (19) (28)
		First Lien Senior Secured Term Loan	SOFR + 7.00%, 12.3% Cash	05/21	07/26	175		163		156		—	%	(3) (7) (17) (28)
						1,013		1,011		906

Burgess Point Purchaser Corporation	Auto Parts & Equipment	Second Lien Senior Secured Term Loan	SOFR + 9.00%, 14.4% Cash	07/22	07/30	4,545		4,387		4,368		0.3	%	(5) (7) (8) (15)
		LP Units (455 units)	N/A	07/22	N/A			455		462		—	%	(7) (26) (28)
						4,545		4,842		4,830

BVI Medical, Inc.	Healthcare	Second Lien Senior Secured Term Loan	EURIBOR + 9.50%, 13.4% Cash	06/22	06/26	6,091		5,643		5,671		0.4	%	(5) (7) (8) (10)
						6,091		5,643		5,671

CAi Software, LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.9% Cash	12/21	12/28	8,899		8,764		8,320		0.6	%	(6) (7) (8) (16)
		First Lien Senior Secured Term Loan	SOFR +6.25%, 11.9% Cash	07/22	12/28	1,363		1,343		1,275		0.1	%	(6) (7) (8) (16)
		Revolver	SOFR + 6.25%, 11.9% Cash	12/21	12/28	—		(13)		(61)		—	%	(7) (8) (16) (28) (29)
						10,262		10,094		9,534

Canadian Orthodontic Partners Corp.	Healthcare	First Lien Senior Secured Term Loan	3.5% Cash, CDOR + 3.5% PIK, 9.0% PIK	06/21	03/26	4,562		4,905		3,490		0.3	%	(3) (5) (7) (8) (22)
		Class A Equity (500,000 units)	N/A	05/22	N/A			389		—		—	%	(3) (7) (26) (28)
		Class C - Warrants (257,127.45 units)	N/A	05/22	N/A			—		—		—	%	(3) (7) (26) (28)
		Class X Equity (45,604 units)	N/A	05/22	N/A			35		—		—	%	(3) (7) (26) (28)
						4,562		5,329		3,490

Caribou Holding Company, LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 7.64%, 14.0% Cash	04/22	04/27	3,907		3,865		3,836		0.3	%	(3) (5) (7) (8) (16)
		LLC Units (616,844 units)	N/A	04/22	N/A			617		888		0.1	%	(3) (7) (26) (28)
						3,907		4,482		4,724

Cascade Residential Services LLC	Electric	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.4% Cash	10/23	10/29	5,497		5,177		5,166		0.4	%	(5) (7) (8) (16) (29)
		Revolver	SOFR + 5.00%, 10.4% Cash	10/23	10/29	—		(31)		(32)		—	%	(7) (8) (16) (28) (29)
						5,497		5,146		5,134

Centralis Finco S.a.r.l.	Diversified Financial Services	First Lien Senior Secured Term Loan	EURIBOR + 5.25%, 9.2% Cash	05/21	04/27	765		712		752		0.1	%	(3) (5) (7) (8) (10) (28)
						765		712		752

Ceres Pharma NV	Pharmaceuticals	First Lien Senior Secured Term Loan	EURIBOR + 6.00%, 10.1% Cash	10/21	10/28	4,679		4,634		4,524		0.3	%	(3) (5) (7) (8) (11)
						4,679		4,634		4,524

Barings Private Credit Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
CGI Parent, LLC	Business Equipment & Services	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.3% Cash	02/22	02/28	$	21,133	$	20,701	$	20,711	1.6	%	(5) (7) (8) (16)
		First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.3% Cash	12/22	02/28	2,112		2,059		2,070		0.2	%	(5) (7) (8) (16)
		Revolver	SOFR + 5.75%, 11.3% Cash	02/22	02/28	—		(24)		(33)		—	%	(7) (8) (16) (28) (29)
		Preferred Stock (657 shares)	N/A	02/22	N/A			722		1,190		0.1	%	(7) (26) (28)
						23,245		23,458		23,938

Classic Collision (Summit Buyer, LLC)	Auto Collision Repair Centers	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.3% Cash	05/21	01/26	14,684		14,339		14,573		1.1	%	(5) (6) (7) (8) (16) (29)
		First Lien Senior Secured Term Loan	SOFR +5.75%, 11.3% Cash	05/21	04/26	1,204		1,192		1,198		0.1	%	(5) (7) (8) (16)
		First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.3% Cash	05/21	07/24	5,138		5,077		5,113		0.4	%	(5) (7) (8) (17)
						21,026		20,608		20,884

CM Acquisition Holding Inc.	Internet & Direct Marketing	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.2% Cash	05/21	05/25	10,701		10,685		10,444		0.8	%	(5) (7) (8) (16)
						10,701		10,685		10,444

Cobham Slip Rings SAS	Diversified Manufacturing	First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.6% Cash	11/21	11/28	3,091		3,039		3,070		0.2	%	(3) (5) (7) (8) (16)
						3,091		3,039		3,070

Command Alkon (Project Potter Buyer, LLC)	Software	First Lien Senior Secured Term Loan	SOFR + 6.75%, 12.1% Cash	05/21	04/27	11,639		11,490		11,535		0.9	%	(6) (7) (8) (15)
						11,639		11,490		11,535

Compass Precision, LLC	Aerospace & Defense	Senior Subordinated Term Loan	11.0% Cash, 1.0% PIK	04/22	04/28	642		632		622		—	%	(5) (7) (28)
		LLC Units (46,085.6 units)	N/A	04/22	N/A			125		142		—	%	(7) (26)
						642		757		764

Comply365, LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.4% Cash	04/22	04/28	6,928		6,823		6,789		0.5	%	(5) (7) (8) (16)
		First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.4% Cash	04/22	12/29	17,497		17,148		17,147		1.3	%	(5) (7) (8) (16)
		Revolver	SOFR + 5.00%, 10.4% Cash	04/22	12/29	—		(8)		(11)		—	%	(7) (8) (16) (28) (29)
						24,425		23,963		23,925

Contabo Finco S.À.R.L.	Internet Software & Services	First Lien Senior Secured Term Loan	EURIBOR + 5.25%, 9.2% Cash	10/22	10/29	10,691		9,434		10,605		0.8	%	(3) (5) (7) (8) (10)
						10,691		9,434		10,605

Core Scientific, Inc.	Technology	Equipment Term Loan	9.8% Cash	03/22	03/25	17,358		16,784		13,018		1.0	%	(3) (7) (27) (28)
		Common Stock (51,846 shares)	N/A	09/22	N/A			168		75		—	%	(3) (26) (28)
						17,358		16,952		13,093

Cosmelux International	Commodity Chemicals	First Lien Senior Secured Term Loan	EURIBOR + 5.00%, 8.7% Cash	05/21	07/25	895		975		895		0.1	%	(3) (5) (7) (8) (10)
						895		975		895

Coyo Uprising GmbH	Technology	First Lien Senior Secured Term Loan	EURIBOR + 3.25%, 6.3% Cash, 3.4% PIK	09/21	09/28	10,888		11,214		10,542		0.8	%	(3) (5) (7) (8) (10) (29)
		Class A Units (531 units)	N/A	09/21	N/A			248		255		—	%	(3) (7) (26) (28)
		Class B Units (231 units)	N/A	09/21	N/A			538		611		—	%	(3) (7) (26) (28)
						10,888		12,000		11,408

CW Group Holdings, LLC	High Tech Industries	First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.4% Cash	05/21	01/27	4,045		3,992		4,043		0.3	%	(5) (7) (8) (16)
						4,045		3,992		4,043

Barings Private Credit Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
DataServ Integrations, LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.1% Cash	11/22	11/28	$	1,899	$	1,854	$	1,866	0.1	%	(5) (7) (8) (16) (28) (29)
		Partnership Units (96,153.8 units)	N/A	11/22	N/A			96		96		—	%	(7) (26) (28)
						1,899		1,950		1,962

DecksDirect, LLC	Building Materials	First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.7% Cash	12/21	12/26	1,675		1,643		1,638		0.1	%	(5) (7) (8) (15)
		Revolver	SOFR + 6.25%, 11.7% Cash	12/21	12/26	—		(6)		(9)		—	%	(7) (8) (15) (28) (29)
		Common Stock (1,280.8 shares)	N/A	12/21	N/A			55		41		—	%	(7) (26) (28)
						1,675		1,692		1,670

Direct Travel, Inc.	Lodging & Casinos	First Lien Senior Secured Term Loan	SOFR + 6.50%, 12.0% Cash, 2.0% PIK	05/21	10/25	6,053		6,010		6,053		0.5	%	(7) (8) (16) (28)
		Super Senior Secured Term Loan	SOFR + 6.00%, 11.5% Cash	05/21	10/25	513		513		513		—	%	(7) (8) (16) (28) (29)
						6,566		6,523		6,566

DISA Holdings Corp.	Other Industrial	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.8% Cash	11/22	09/28	5,944		5,768		5,944		0.5	%	(5) (6) (7) (8) (15) (29)
		Revolver	SOFR + 5.50%, 10.8% Cash	11/22	09/28	90		79		90		—	%	(7) (8) (15) (28) (29)
						6,034		5,847		6,034

Dragon Bidco	Technology	First Lien Senior Secured Term Loan	EURIBOR + 6.75%, 10.9% Cash	05/21	04/28	1,326		1,340		1,312		0.1	%	(3) (5) (7) (8) (11)
						1,326		1,340		1,312

DreamStart Bidco SAS (d/b/a SmartTrade)	Diversified Financial Services	First Lien Senior Secured Term Loan	EURIBOR + 5.25%, 9.2% Cash	05/21	03/27	883		949		883		0.1	%	(3) (5) (7) (8) (10) (28)
						883		949		883

Dune Group	Health Care Equipment	First Lien Senior Secured Term Loan	EURIBOR + 6.00%, 10.0% Cash	09/21	09/28	310		290		279		—	%	(3) (5) (7) (8) (10) (29)
		First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.3% Cash	09/21	09/28	5,335		5,274		5,212		0.4	%	(3) (5) (7) (8) (16)
						5,645		5,564		5,491

Dunlipharder B.V.	Technology	First Lien Senior Secured Term Loan	SOFR + 6.10%, 11.5% Cash	06/22	06/28	1,000		988		993		0.1	%	(3) (5) (7) (8) (16)
						1,000		988		993

Dwyer Instruments, Inc.	Electric	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.2% Cash	07/21	07/27	21,867		21,555		21,426		1.6	%	(5) (6) (7) (8) (16) (29)
						21,867		21,555		21,426

Echo Global Logistics, Inc.	Air Transportation	Second Lien Senior Secured Term Loan	SOFR + 7.00%, 12.5% Cash	11/21	11/29	16,433		16,203		15,348		1.2	%	(5) (7) (8) (16)
		Partnership Equity (448.2 units)	N/A	11/21	N/A			448		414		—	%	(7) (26) (28)
						16,433		16,651		15,762

EFC International	Automotive	Senior Unsecured Term Loan	11.0% Cash, 2.5% PIK	03/23	05/28	673		654		658		0.1	%	(7) (28)
		Common Stock (141.2 shares)	N/A	03/23	N/A			199		260		—	%	(7) (26)
						673		853		918

Ellkay, LLC	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.5% Cash	09/21	09/27	5,713		5,636		5,164		0.4	%	(6) (7) (8) (16)
						5,713		5,636		5,164

EMI Porta Holdco LLC	Diversified Manufacturing	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.5% Cash	12/21	12/27	19,145		18,875		17,020		1.3	%	(5) (6) (7) (8) (16)

		Revolver	SOFR + 5.75%, 11.5% Cash	12/21	12/27	2,197		2,163		1,914		0.1	%	(7) (8) (16) (28) (29)
						21,342		21,038		18,934

Barings Private Credit Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Entact Environmental Services, Inc.	Environmental Industries	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.9% Cash	05/21	12/25	$	1,976	$	1,963	$	1,976	0.2	%	(5) (6) (7) (8) (16)
						1,976		1,963		1,976

EPS NASS Parent, Inc.	Electrical Components & Equipment	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.1% Cash	05/21	04/28	2,150		2,121		2,051		0.2	%	(6) (7) (8) (16) (28)
						2,150		2,121		2,051

ERES Group	Banking, Finance, Insurance & Real Estate	First Lien Senior Secured Term Loan	EURIBOR + 5.00%, 9.0% Cash	05/21	07/26	221		242		221		—	%	(3) (5) (7) (8) (10)
						221		242		221

eShipping, LLC	Transportation Services	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.5% Cash	11/21	11/27	4,429		4,369		4,429		0.3	%	(5) (6) (7) (8) (15)
		Revolver	SOFR + 5.00%, 10.5% Cash	11/21	11/27	—		(10)		—		—	%	(7) (8) (15) (28) (29)
						4,429		4,359		4,429

Eurofins Digital Testing International LUX Holding SARL	Technology	First Lien Senior Secured Term Loan	EURIBOR + 4.50%, 8.5% Cash, 2.8% PIK	12/22	12/29	1,582		1,414		1,047		0.1	%	(3) (5) (7) (8) (10) (29)
		First Lien Senior Secured Term Loan	SOFR + 4.50%, 9.8% Cash, 2.8% PIK	12/22	12/29	799		780		700		0.1	%	(3) (5) (7) (8) (16)
		Senior Subordinated Term Loan	11.5% PIK	12/22	12/29	632		592		543		—	%	(3) (7) (28)
						3,013		2,786		2,290

Events Software BidCo Pty Ltd	Technology	First Lien Senior Secured Term Loan	BBSY + 6.50%, 10.8% Cash	03/22	03/28	1,748		1,864		1,535		0.1	%	(3) (5) (7) (8) (14) (29)
		First Lien Senior Secured Term Loan	BBSY + 6.50%, 10.8% Cash	03/22	09/24	22		21		20		—	%	(3) (5) (7) (8) (14)
						1,770		1,885		1,555

Express Wash Acquisition Company, LLC	Consumer Cyclical	First Lien Senior Secured Term Loan	SOFR + 6.50%, 12.2% Cash	07/22	07/28	6,361		6,260		6,285		0.5	%	(5) (7) (8) (16)
		Revolver	SOFR + 6.50%, 12.2% Cash	07/22	07/28	140		136		137		—	%	(7) (8) (16) (28) (29)
						6,501		6,396		6,422

F24 (Stairway BidCo Gmbh)	Software Services	First Lien Senior Secured Term Loan	EURIBOR + 6.50%, 10.5% Cash	05/21	08/27	3,458		3,341		3,398		0.3	%	(3) (5) (7) (8) (10) (28)
						3,458		3,341		3,398

Faraday	Healthcare	First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 10.2% Cash	01/23	01/30	272		214		229		—	%	(3) (5) (7) (8) (10) (29)
						272		214		229

Finaxy Holding	Banking	First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 10.2% Cash	11/23	11/30	5,037		4,751		4,911		0.4	%	(3) (5) (7) (8) (10)
		Subordinated Term Loan	10.3% PIK	11/23	05/31	1,366		1,296		1,339		0.1	%	(3) (7) (28)
						6,403		6,047		6,250

Findex Group Ltd	Finance Companies	First Lien Senior Secured Term Loan	BBSY + 5.50%, 9.8% Cash	03/23	12/26	2,463		2,313		2,371		0.2	%	(3) (5) (7) (8) (13)
						2,463		2,313		2,371

Fineline Technologies, Inc.	Consumer Services	First Lien Senior Secured Term Loan	SOFR + 4.75%, 10.1% Cash	05/21	02/28	3,409		3,370		3,406		0.3	%	(6) (7) (8) (16)
						3,409		3,370		3,406

Finexvet	Consumer Cyclical	First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 9.9% Cash	03/22	03/29	2,485		2,395		2,426		0.2	%	(3) (5) (7) (8) (11)
		First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 9.9% Cash	05/23	03/29	5,567		5,317		5,390		0.4	%	(3) (7) (8) (11) (28) (29)
						8,052		7,712		7,816

FinThrive Software Intermediate Holdings Inc.	Business Equipment & Services	Preferred Stock (3,188.51 shares)	11.0% PIK	03/22	N/A			4,267		2,551		0.2	%	(5) (7)
								4,267		2,551

Fitzmark, Inc.	Cargo & Transportation	First Lien Senior Secured Term Loan	SOFR + 4.75%, 10.1% Cash	05/21	12/26	4,216		4,173		4,115		0.3	%	(6) (7) (8) (16) (28)
						4,216		4,173		4,115

Barings Private Credit Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Five Star Holding LLC	Packaging	Second Lien Senior Secured Term Loan	SOFR + 7.25%, 12.6% Cash	05/22	05/30	$	7,152	$	7,032	$	7,002	0.5	%	(5) (7) (8) (16)
		LLC Units (505.1 units)	N/A	05/22	N/A			505		447		—	%	(7) (26)
						7,152		7,537		7,449

Flavor Producers, LLC	Packaged Foods & Meats	First Lien Senior Secured Term Loan	SOFR + 4.75%, 10.1% Cash, 1.8% PIK	05/21	12/24	896		896		823		0.1	%	(5) (7) (8) (16)
						896		896		823

Flexential Issuer, LLC	Information Technology	Structured Secured Note - Class C	6.9% Cash	11/21	11/51	10,000		9,289		8,242		0.6	%	(28)
						10,000		9,289		8,242

Flywheel Re Segregated Portfolio 2022-4	Investment Funds	Preferred Stock (4,713,810 shares)	N/A	08/22	N/A			4,714		5,327		0.4	%	(3) (7) (26) (28)
								4,714		5,327

Footco 40 Limited	Media & Entertainment	First Lien Senior Secured Term Loan	SONIA + 6.75%, 11.9% Cash	04/22	04/29	1,860		1,847		1,808		0.1	%	(3) (5) (7) (8) (18) (29)
						1,860		1,847		1,808

Fortis Payment Systems, LLC	Other Financial	First Lien Senior Secured Term Loan	SOFR + 5.25%, 10.7% Cash	10/22	02/26	2,480		2,443		2,480		0.2	%	(5) (7) (8) (16)
						2,480		2,443		2,480

FragilePak LLC	Transportation Services	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.4% Cash	05/21	05/27	9,065		8,910		8,657		0.7	%	(5) (7) (8) (16)
		Partnership Units (929.7 units)	N/A	05/21	N/A			930		626		—	%	(7) (26)
						9,065		9,840		9,283

FSS Buyer LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.1% Cash	08/21	08/28	24,284		23,939		24,178		1.8	%	(5) (6) (7) (8) (16)
		LP Interest (2,902.3 units)	N/A	08/21	N/A			29		41		—	%	(7) (26)
		LP Units (12,760.8 units)	N/A	08/21	N/A			128		180		—	%	(7) (26)
						24,284		24,096		24,399

GB Eagle Buyer, Inc.	Capital Goods	First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.6% Cash	12/22	12/28	12,841		12,513		12,764		1.0	%	(7) (8) (16) (28)
		Revolver	SOFR + 6.25%, 11.6% Cash	12/22	12/28	—		(80)		(19)		—	%	(7) (8) (16) (28) (29)
		Partnership Units (859 units)	N/A	12/22	N/A			859		1,100		0.1	%	(7) (26) (28)
						12,841		13,292		13,845

Glacis Acquisition S.A.R.L.	Transportation Services	First Lien Senior Secured Term Loan	EURIBOR + 6.50%, 10.4% Cash	05/21	07/25	6,354		6,261		6,330		0.5	%	(3) (5) (7) (8) (11) (29)
						6,354		6,261		6,330

Global Academic Group Limited	Industrial Other	First Lien Senior Secured Term Loan	BBSY + 6.00%, 10.3% Cash	07/22	07/27	2,517		2,515		2,478		0.2	%	(3) (5) (7) (8) (13)
		First Lien Senior Secured Term Loan	BKBM + 6.00%, 11.7% Cash	07/22	07/27	4,370		4,229		4,295		0.3	%	(3) (5) (7) (8) (23) (29)
						6,887		6,744		6,773

Gojo Industries, Inc.	Industrial Other	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.4% Cash, 4.5% PIK	10/23	10/28	24,869		24,145		24,122		1.8	%	(7) (8) (16) (28)
						24,869		24,145		24,122

GPNZ II GmbH	Healthcare	First Lien Senior Secured Term Loan	EURIBOR + 10.00%, 13.8% Cash	06/22	06/29	475		446		265		—	%	(3) (5) (7) (8) (9)
		First Lien Senior Secured Term Loan	10.0% PIK	06/22	06/29	124		122		124		—	%	(3) (7) (28) (29)
		Common Stock (5,785 shares)	N/A	10/23	N/A			—		—		—	%	(3) (5) (7) (26)
						599		568		389

Barings Private Credit Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Graphpad Software, LLC	Internet Software & Services	First Lien Senior Secured Term Loan	SOFR + 5.50%, 11.2% Cash	11/21	04/27	$	18,610	$	18,487	$	18,424	1.4	%	(5) (7) (8) (16)
		First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.7% Cash	05/21	04/27	10,819		10,819		10,786		0.8	%	(6) (7) (8) (16)
						29,429		29,306		29,210

Greenhill II BV	Technology	First Lien Senior Secured Term Loan	EURIBOR + 5.25%, 9.2% Cash	07/22	07/29	908		815		894		0.1	%	(3) (5) (7) (8) (10) (29)
						908		815		894

Groupe Guemas	Brokerage, Asset Managers & Exchanges	First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 10.1% Cash	10/23	09/30	2,574		2,403		2,503		0.2	%	(3) (5) (7) (8) (11)
						2,574		2,403		2,503

Groupe Product Life	Consumer Non-cyclical	First Lien Senior Secured Term Loan	EURIBOR + 6.50%, 10.4% Cash	10/22	10/29	2,757		2,516		2,646		0.2	%	(3) (5) (7) (8) (10)
						2,757		2,516		2,646

Gusto Aus BidCo Pty Ltd	Consumer Non-cyclical	First Lien Senior Secured Term Loan	BBSY + 6.50%, 10.9% Cash	10/22	10/28	2,279		2,083		2,235		0.2	%	(3) (5) (7) (8) (13) (29)
						2,279		2,083		2,235

Healthe Care Specialty Pty Ltd	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan	BBSY + 5.00%, 9.4% Cash	05/21	10/24	380		428		379		—	%	(3) (5) (7) (8) (14)
						380		428		379

HeartHealth Bidco Pty Ltd	Healthcare	First Lien Senior Secured Term Loan	BBSY + 4.75%, 9.4% Cash	09/22	09/28	692		632		674		0.1	%	(3) (5) (7) (8) (13) (29)
						692		632		674

Heartland Veterinary Partners, LLC	Healthcare	Subordinated Term Loan	11.0% PIK	11/21	12/28	6,915		6,813		6,099		0.5	%	(7) (28)

						6,915		6,813		6,099

Heavy Construction Systems Specialists, LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.9% Cash	11/21	11/27	22,579		22,267		22,579		1.7	%	(5) (6) (7) (8) (15)
		Revolver	SOFR + 5.50%, 10.9% Cash	11/21	11/27	—		(29)		—		—	%	(7) (8) (15) (28) (29)
						22,579		22,238		22,579

Heilbron (f/k/a Sucsez (Bolt Bidco B.V.))	Insurance	First Lien Senior Secured Term Loan	EURIBOR + 5.00%, 8.9% Cash	05/21	09/26	9,155		9,728		8,633		0.7	%	(3) (5) (7) (8) (11)
						9,155		9,728		8,633

HEKA Invest	Technology	First Lien Senior Secured Term Loan	EURIBOR + 6.50%, 10.4% Cash	10/22	10/29	4,162		3,588		4,075		0.3	%	(3) (5) (7) (8) (10) (29)
						4,162		3,588		4,075

HemaSource, Inc.	Healthcare	First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.4% Cash	08/23	08/29	7,626		7,443		7,451		0.6	%	(5) (7) (8) (16)
		Revolver	SOFR + 6.00%, 11.4% Cash	08/23	08/29	699		621		624		—	%	(7) (8) (16) (28) (29)
		Common Stock (184,282 shares)	N/A	08/23	N/A			184		184		—	%	(7) (26) (28)
						8,325		8,248		8,259

Home Care Assistance, LLC	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.5% Cash	05/21	03/27	1,528		1,509		1,396		0.1	%	(6) (7) (8) (16) (28)
						1,528		1,509		1,396

HomeX Services Group LLC	Home Construction	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.9% Cash	11/23	11/29	13,176		12,749		12,743		1.0	%	(5) (7) (8) (15) (29)
		Revolver	SOFR + 5.50%, 10.9% Cash	11/23	11/29	—		(67)		(68)		—	%	(7) (8) (15) (28) (29)
						13,176		12,682		12,675

Honour Lane Logistics Holdings Limited	Transportation Services	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.5% Cash	04/22	11/28	14,583		14,247		13,475		1.0	%	(3) (5) (7) (8) (15)
						14,583		14,247		13,475

HTI Technology & Industries	Electronic Component Manufacturing	First Lien Senior Secured Term Loan	SOFR + 8.50%, 14.0% Cash	07/22	07/25	9,100		8,980		9,046		0.7	%	(5) (6) (7) (8) (16) (28) (29)
		Revolver	SOFR + 8.50%, 14.0% Cash	07/22	07/25	—		(9)		(6)		—	%	(7) (8) (16) (28) (29)
						9,100		8,971		9,040

Barings Private Credit Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
HW Holdco, LLC (Hanley Wood LLC)	Advertising	First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.8% Cash	05/21	12/24	$	14,043	$	13,982	$	13,566	1.0	%	(5) (6) (7) (8) (16)

						14,043		13,982		13,566

Hygie 31 Holding	Pharmaceuticals	First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 10.4% Cash	09/22	09/29	663		564		652		—	%	(3) (5) (7) (8) (11) (28)
						663		564		652

IM Square	Banking, Finance, Insurance & Real Estate	First Lien Senior Secured Term Loan	EURIBOR + 5.50%, 9.5% Cash	05/21	04/28	4,640		4,890		4,557		0.3	%	(3) (5) (7) (8) (10) (28)
		First Lien Senior Secured Term Loan	EURIBOR + 6.00%, 10.0% Cash	12/22	05/28	3,535		3,285		3,472		0.3	%	(3) (5) (7) (8) (10)
						8,175		8,175		8,029

Image International Intermediate Holdco II, LLC	Non-durable Consumer Goods	First Lien Senior Secured Term Loan	SOFR + 5.50%, 11.0% Cash	05/21	07/24	24,616		24,556		24,504		1.9	%	(5) (6) (7) (8) (15)
						24,616		24,556		24,504

Infoniqa Holdings GmbH	Technology	First Lien Senior Secured Term Loan	EURIBOR + 4.75%, 8.7% Cash	11/21	11/28	4,163		4,176		4,129		0.3	%	(3) (5) (7) (8) (11)
						4,163		4,176		4,129

Innovad Group II BV	Beverage, Food & Tobacco	First Lien Senior Secured Term Loan	EURIBOR + 5.75%, 9.6% Cash	05/21	04/28	1,036		1,102		982		0.1	%	(3) (5) (7) (8) (11) (28) (29)
		First Lien Senior Secured Term Loan	SARON + 5.75%, 7.5% Cash	05/23	04/28	172		161		164		—	%	(3) (7) (8) (24) (28)
						1,208		1,263		1,146

INOS 19-090 GmbH	Aerospace & Defense	First Lien Senior Secured Term Loan	EURIBOR + 5.37%, 9.3% Cash	05/21	12/27	559		778		730		0.1	%	(3) (5) (7) (8) (10) (28) (29)
						559		778		730

Interstellar Group B.V.	Technology	First Lien Senior Secured Term Loan	EURIBOR + 5.50%, 9.4% Cash	08/22	08/29	3,391		3,173		3,353		0.3	%	(3) (5) (7) (8) (10) (29)
						3,391		3,173		3,353

InvoCare Limited	Consumer Cyclical Services	First Lien Senior Secured Term Loan	BBSY + 6.25%, 10.7% Cash	11/23	11/29	4,252		3,946		4,102		0.3	%	(3) (5) (7) (8) (13) (29)
						4,252		3,946		4,102

Ipsen International Holding GmbH	Capital Equipment	First Lien Senior Secured Term Loan	EURIBOR + 6.75%, 10.7% Cash, 0.5% PIK	05/21	08/24	1,181		1,242		1,181		0.1	%	(3) (7) (8) (11) (28)
						1,181		1,242		1,181

Iridium Bidco Limited	Radio & Television	First Lien Senior Secured Term Loan	SONIA + 5.50%, 11.0% Cash	05/21	04/25	4,866		5,088		4,754		0.4	%	(3) (5) (7) (8) (19)
						4,866		5,088		4,754

Isolstar Holding NV (IPCOM)	Trading Companies & Distributors	First Lien Senior Secured Term Loan	EURIBOR + 6.50%, 10.5% Cash	10/22	10/29	9,714		8,345		9,555		0.7	%	(3) (5) (7) (8) (10) (29)
						9,714		8,345		9,555

ISTO Technologies II, LLC	Healthcare	First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.6% Cash	10/23	10/28	10,578		10,322		10,314		0.8	%	(5) (7) (8) (16)
		Revolver	SOFR + 6.25%, 11.6% Cash	10/23	10/28	—		(27)		(28)		—	%	(7) (8) (16) (28) (29)
						10,578		10,295		10,286

ITI Intermodal, Inc.	Transportation Services	First Lien Senior Secured Term Loan	SOFR + 6.50%, 12.0% Cash	12/21	12/27	13,010		12,683		12,757		1.0	%	(5) (6) (7) (8) (16) (28)
		Revolver	SOFR + 6.50%, 12.0% Cash	12/21	12/27	101		70		67		—	%	(7) (8) (16) (28) (29)
		Common Stock (7,500.4 shares)	N/A	12/21	N/A			750		715		0.1	%	(7) (26)
						13,111		13,503		13,539

Jade Bidco Limited (Jane's)	Aerospace & Defense	First Lien Senior Secured Term Loan	EURIBOR + 5.25%, 9.3% Cash	05/21	02/29	3,650		3,561		3,614		0.3	%	(3) (5) (7) (8) (11)
		First Lien Senior Secured Term Loan	SOFR + 5.25%, 10.6% Cash	05/21	02/29	21,245		20,847		21,037		1.6	%	(3) (5) (7) (8) (17)
						24,895		24,408		24,651

Barings Private Credit Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Jon Bidco Limited	Healthcare	First Lien Senior Secured Term Loan	BKBM + 4.50%, 10.2% Cash	03/22	03/27	$	4,121	$	4,408	$	4,068	0.3	%	(3) (5) (7) (8) (23) (29)
						4,121		4,408		4,068

Jones Fish Hatcheries & Distributors LLC	Consumer Products	First Lien Senior Secured Term Loan	SOFR + 5.50%, 11.0% Cash	02/22	02/28	8,043		7,882		7,887		0.6	%	(5) (7) (8) (16)

		Revolver	SOFR + 5.50%, 11.0% Cash	02/22	02/28	—		(6)		(8)		—	%	(7) (8) (16) (28) (29)
		LLC Units (1,018 units)	N/A	02/22	N/A			107		228		—	%	(7)
						8,043		7,983		8,107

Kano Laboratories LLC	Chemicals, Plastics & Rubber	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.5% Cash	05/21	11/26	2,833		2,804		2,808		0.2	%	(5) (6) (7) (8) (16) (28) (29)
						2,833		2,804		2,808

Kid Distro Holdings, LLC	Media & Entertainment	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.8% Cash	10/21	10/27	23,419		23,103		23,302		1.8	%	(5) (6) (7) (8) (16)
		LLC Units (1,062,795.2 units)	N/A	10/21	N/A			1,064		999		0.1	%	(7) (26)
						23,419		24,167		24,301

Kona Buyer, LLC	High Tech Industries	First Lien Senior Secured Term Loan	SOFR + 4.75%, 10.1% Cash	05/21	12/27	12,478		12,339		12,478		1.0	%	(5) (7) (8) (16)
						12,478		12,339		12,478

KSLB Holdings, LLC	Beverage, Food and Tobacco	First Lien Senior Secured Term Loan	SOFR + 4.50%, 10.0% Cash	05/21	07/25	5,917		5,771		5,508		0.4	%	(5) (7) (8) (16)
						5,917		5,771		5,508

Lambir Bidco Limited	Healthcare	First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 10.4% Cash	12/21	12/28	2,372		2,343		2,214		0.2	%	(3) (5) (7) (8) (10) (29)
		Second Lien Senior Secured Term Loan	12.0% PIK	12/21	06/29	808		802		736		0.1	%	(3) (7) (28)
						3,180		3,145		2,950

Lattice Group Holdings Bidco Limited	Technology	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.1% Cash	05/22	05/29	709		690		659		0.1	%	(3) (5) (7) (8) (17) (29)
		Revolver	SOFR + 5.75%, 11.1% Cash	05/22	11/28	18		17		16		—	%	(3) (7) (8) (17) (28) (29)
						727		707		675

LeadsOnline, LLC	Business Equipment & Services	First Lien Senior Secured Term Loan	SOFR +5.75%, 11.2% Cash	02/22	02/28	10,820		10,683		10,712		0.8	%	(5) (7) (8) (16)
		First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.2% Cash	09/23	02/28	5,897		5,758		5,859		0.4	%	(5) (7) (8) (16)
		Revolver	SOFR + 5.75%, 11.2% Cash	02/22	02/28	510		458		490		—	%	(7) (8) (16) (28) (29)
		LLC Units (61,304.4 units)	N/A	02/22	N/A			63		180		—	%	(7)
						17,227		16,962		17,241

Life Extension Institute, Inc.	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan	SOFR + 5.50%, 11.0% Cash	05/21	02/26	6,826		6,826		6,826		0.5	%	(6) (7) (8) (16)
						6,826		6,826		6,826

Listrac Bidco Limited	Health Care	First Lien Senior Secured Term Loan	SONIA + 6.00%, 11.2% Cash	02/23	02/27	1,010		946		1,010		0.1	%	(3) (7) (8) (19) (28)
		Super Senior Secured Term Loan	SONIA + 12.00%, 17.2% Cash	02/23	08/26	172		157		172		—	%	(3) (7) (8) (19) (28)
		Common Stock (255 shares)	N/A	03/23	N/A			494		900		0.1	%	(3) (7) (26) (28)
						1,182		1,597		2,082

LivTech Purchaser, Inc.	Business Services	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.6% Cash	05/21	12/25	1,527		1,519		1,523		0.1	%	(6) (7) (8) (16) (28)
						1,527		1,519		1,523

Long Term Care Group, Inc.	Healthcare	First Lien Senior Secured Term Loan	SOFR + 1.00%, 6.3% Cash, 6.0% PIK	04/22	09/27	4,319		4,257		3,295		0.3	%	(5) (7) (8) (15)
						4,319		4,257		3,295

Barings Private Credit Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Marmoutier Holding B.V.	Consumer Products	First Lien Senior Secured Term Loan	EURIBOR + 6.75%, 3.9% Cash, 6.8% PIK	12/21	12/28	$	2,467	$	2,437	$	1,793	0.1	%	(3) (5) (7) (8) (10) (29)
		Revolver	EURIBOR + 5.75%, 3.9% Cash, 5.8% PIK	12/21	12/28	52		47		9		—	%	(3) (7) (8) (10) (28) (29)
						2,519		2,484		1,802

Marshall Excelsior Co.	Capital Goods	First Lien Senior Secured Term Loan	SOFR + 5.50%, 11.0% Cash	02/22	02/28	5,646		5,578		5,465		0.4	%	(5) (7) (8) (16)
		Revolver	SOFR + 5.50%, 11.0% Cash	02/22	02/28	1,037		1,019		1,000		0.1	%	(7) (8) (16) (28) (29)
						6,683		6,597		6,465

MC Group Ventures Corporation	Business Services	First Lien Senior Secured Term Loan	SOFR + 5.50%, 11.0% Cash	07/21	06/27	6,552		6,459		6,528		0.5	%	(5) (6) (7) (8) (16) (29)
		Partnership Units (560 Units)	N/A	06/21	N/A			560		584		—	%	(7) (26) (28)
						6,552		7,019		7,112

Media Recovery, Inc. (SpotSee)	Containers, Packaging & Glass	First Lien Senior Secured Term Loan	SONIA + 6.00%, 11.2% Cash	05/21	11/25	890		974		857		0.1	%	(5) (7) (8) (18)
						890		974		857

Median B.V.	Healthcare	First Lien Senior Secured Term Loan	SONIA + 6.00%, 11.4% Cash	02/22	10/27	6,310		6,548		5,711		0.4	%	(3) (5) (8) (19)
						6,310		6,548		5,711

Medical Solutions Parent Holdings, Inc.	Healthcare	Second Lien Senior Secured Term Loan	SOFR + 7.00%, 12.5% Cash	11/21	11/29	4,421		4,387		3,708		0.3	%	(5) (8) (16)
						4,421		4,387		3,708

Medplast Holdings, Inc.	Health Care	Second Lien Senior Secured Term Loan	SOFR + 7.75%, 13.2% Cash	05/21	07/26	9,325		8,871		8,947		0.7	%	(5) (8) (15)
						9,325		8,871		8,947

Mercell Holding AS	Technology	First Lien Senior Secured Term Loan	NIBOR + 5.50%, 10.1% Cash	08/22	08/29	3,092		3,138		3,041		0.2	%	(3) (5) (7) (8) (25) (29)
		Class A Units (114.4 units)	9.0% PIK	08/22	N/A			111		128		—	%	(3) (7) (26) (28)
		Class B Units (28,943.8 units)	N/A	08/22	N/A			—		51		—	%	(3) (7) (26) (28)
						3,092		3,249		3,220

Mertus 522. GmbH	Health Care	First Lien Senior Secured Term Loan	EURIBOR + 7.00%, 10.9% Cash	05/21	05/26	3,964		4,008		3,627		0.3	%	(3) (5) (7) (8) (11)
						3,964		4,008		3,627

Metis BidCo Pty Limited	Business Equipment & Services	First Lien Senior Secured Term Loan	BBSY + 5.25%, 9.7% Cash	05/21	04/26	389		439		389		—	%	(3) (5) (7) (13) (28)
						389		439		389

MNS Buyer, Inc.	Construction and Building	First Lien Senior Secured Term Loan	SOFR + 5.50%, 11.0% Cash	08/21	08/27	905		893		901		0.1	%	(5) (7) (8) (15)
		Partnership Units (76,923.10 Units)	N/A	08/21	N/A			77		82		—	%	(7) (26) (28)
						905		970		983

Modern Star Holdings Bidco Pty Limited	Non-durable Consumer Goods	First Lien Senior Secured Term Loan	BBSY + 5.50%, 10.3% Cash	05/21	12/26	1,956		1,933		1,936		0.1	%	(3) (5) (7) (8) (14) (28) (29)
						1,956		1,933		1,936

Mold-Rite Plastics, LLC	Containers, Packaging & Glass	Second Lien Senior Secured Term Loan	SOFR + 7.00%, 12.5% Cash	09/21	09/29	13,983		12,858		5,523		0.4	%	(5) (8) (17)
						13,983		12,858		5,523

Moonlight Bidco Limited	Healthcare	First Lien Senior Secured Term Loan	SONIA + 6.25%, 11.6% Cash	07/23	07/30	1,894		1,875		1,832		0.1	%	(3) (7) (8) (18) (28) (29)
		Common Stock (107,714 shares)	N/A	07/23	N/A			138		1,380		0.1	%	(3) (7) (26) (28)
						1,894		2,013		3,212

Murphy Midco Limited	Media, Diversified & Production	First Lien Senior Secured Term Loan	SONIA + 5.25%, 10.7% Cash	05/21	11/27	751		795		751		0.1	%	(3) (5) (7) (8) (19)
						751		795		751

Barings Private Credit Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Music Reports, Inc.	Media & Entertainment	First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.5% Cash	05/21	08/26	$	2,441	$	2,418	$	2,427	0.2	%	(6) (7) (8) (16)
						2,441		2,418		2,427

Napa Bidco Pty Ltd	Healthcare	First Lien Senior Secured Term Loan	BBSY + 5.50%, 9.9% Cash	03/22	03/28	13,386		13,830		12,917		1.0	%	(3) (5) (7) (8) (13)
						13,386		13,830		12,917

Narda Acquisitionco., Inc.	Aerospace & Defense	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.5% Cash	12/21	12/27	4,511		4,455		4,485		0.3	%	(6) (7) (8) (16)
		Revolver	SOFR + 5.00%, 10.5% Cash	12/21	12/27	—		(12)		(6)		—	%	(7) (8) (16) (28) (29)
		Class A Preferred Stock (3,708.10 shares)	N/A	12/21	N/A			371		433		—	%	(7) (26) (28)
		Class B Common Stock (412 shares)	N/A	12/21	N/A			41		185		—	%	(7) (26) (28)
						4,511		4,855		5,097

Navia Benefit Solutions, Inc.	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan	SOFR + 2.00%, 7.4% Cash, 3.0% PIK	05/21	02/27	4,947		4,861		4,860		0.4	%	(7) (8) (15) (28)
		First Lien Senior Secured Term Loan	SOFR + 2.00%, 7.4% Cash, 3.0% PIK	11/22	02/27	2,017		1,979		1,982		0.2	%	(5) (7) (8) (15)
		First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.4% Cash	05/21	02/27	4,527		4,488		4,448		0.3	%	(6) (7) (8) (15) (28)
						11,491		11,328		11,290

NAW Buyer LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.1% Cash	09/23	09/29	11,446		10,951		10,973		0.8	%	(5) (7) (8) (16) (29)
		Revolver	SOFR + 5.75%, 11.1% Cash	09/23	09/29	461		406		408		—	%	(7) (8) (16) (28) (29)
		LLC Units (575,248 units)	N/A	09/23	N/A			575		575		—	%	(7) (26)
						11,907		11,932		11,956

NeoxCo	Internet Software & Services	First Lien Senior Secured Term Loan	EURIBOR + 6.50%, 10.5% Cash	01/23	01/30	2,145		2,041		2,090		0.2	%	(3) (5) (7) (8) (11) (29)
						2,145		2,041		2,090

Net Health Acquisition Corp.	Health Care Technology	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.1% Cash	05/21	12/25	10,848		10,820		10,653		0.8	%	(6) (7) (8) (15)
						10,848		10,820		10,653

Next Holdco, LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.3% Cash	11/23	11/30	15,336		15,021		15,016		1.1	%	(5) (7) (8) (15) (29)
		Revolver	SOFR + 6.00%, 11.3% Cash	11/23	11/29	—		(34)		(35)		—	%	(7) (8) (15) (28) (29)
						15,336		14,987		14,981

NF Holdco, LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 6.50%, 11.8%	03/23	03/29	5,511		5,361		5,387		0.4	%	(7) (8) (16) (28)
		Revolver	SOFR + 6.50%, 11.8% Cash	03/23	03/29	592		553		558		—	%	(7) (8) (16) (28) (29)
		LLC Units (856,053 units)	N/A	03/23	N/A			882		847		0.1	%	(7) (26) (28)
						6,103		6,796		6,792

Northstar Recycling, LLC	Environmental Industries	First Lien Senior Secured Term Loan	SOFR + 4.75%, 10.1% Cash	10/21	09/27	6,066		5,985		6,026		0.5	%	(6) (7) (8) (16)
						6,066		5,985		6,026

Novotech Aus Bidco Pty Ltd	Healthcare	First Lien Senior Secured Term Loan	SOFR + 5.25%, 11.1% Cash	01/22	01/28	8,150		8,004		8,080		0.6	%	(3) (5) (7) (8) (17) (29)
						8,150		8,004		8,080

NPM Investments 28 B.V.	Healthcare	First Lien Senior Secured Term Loan	EURIBOR + 6.00%, 9.9% Cash	09/22	10/29	1,344		1,145		1,307		0.1	%	(3) (5) (7) (8) (10) (29)
						1,344		1,145		1,307

Barings Private Credit Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
OA Buyer, Inc.	Healthcare	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.9% Cash	12/21	12/28	$	9,471	$	9,327	$	9,387	0.7	%	(6) (7) (8) (15)
		Revolver	SOFR + 5.50%, 10.9% Cash	12/21	12/28	—		(19)		(12)		—	%	(7) (8) (15) (28) (29)
		Partnership Units (210,920.11 units)	N/A	12/21	N/A			211		276		—	%	(7) (26) (28)
						9,471		9,519		9,651

OAC Holdings I Corp	Automotive	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.5% Cash	03/22	03/29	3,575		3,520		3,454		0.3	%	(6) (7) (8) (16)
		Revolver	SOFR + 5.00%, 10.5% Cash	03/22	03/28	—		(20)		(47)		—	%	(7) (8) (16) (28) (29)
						3,575		3,500		3,407

Ocelot Holdco LLC	Construction Machinery	Super Senior Takeback Loan	10.0% Cash	10/23	10/27	171		171		171		—	%	(7) (28)
		Takeback Term Loan	10.0% Cash	10/23	10/27	917		917		917		0.1	%	(7) (28)
		Preferred Stock (76.2 shares)	15.0% PIK	10/23	N/A			488		652		—	%	(7) (28)
		Common Stock (58.3 shares)	N/A	10/23	N/A			—		—		—	%	(7) (26) (28)
						1,088		1,576		1,740

Ocular Therapeutix, Inc.	Pharmaceuticals	First Lien Senior Secured Term Loan	SOFR + 6.75%, 12.1% Cash	08/23	07/29	7,859		7,635		7,624		0.6	%	(3) (7) (8) (15) (28)
						7,859		7,635		7,624

OG III B.V.	Containers & Glass Products	First Lien Senior Secured Term Loan	EURIBOR + 5.75%, 9.7% Cash	06/21	06/28	15,451		16,223		14,972		1.1	%	(3) (5) (7) (8) (10)
						15,451		16,223		14,972

Omni Intermediate Holdings, LLC	Transportation	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.5% Cash	05/21	12/26	19,869		19,707		18,776		1.4	%	(5) (6) (7) (8) (16)
		First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.5% Cash	06/22	12/26	4,944		4,866		4,628		0.4	%	(5) (6) (7) (8) (16) (29)
						24,813		24,573		23,404

Options Technology Ltd.	Computer Services	First Lien Senior Secured Term Loan	SOFR + 4.75%, 10.2% Cash	05/21	12/25	8,446		8,373		8,378		0.6	%	(3) (5) (6) (7) (8) (17)
						8,446		8,373		8,378

Oracle Vision Bidco Limited	Healthcare	First Lien Senior Secured Term Loan	SONIA + 4.75%, 9.9% Cash	06/21	05/28	1,414		1,533		1,414		0.1	%	(3) (5) (7) (8) (19)
						1,414		1,533		1,414

Origin Bidco Limited	Technology	First Lien Senior Secured Term Loan	EURIBOR + 5.25%, 9.2% Cash	06/21	06/28	327		354		326		—	%	(3) (5) (7) (8) (10)
		First Lien Senior Secured Term Loan	SOFR + 5.25%, 10.7% Cash	06/21	06/28	533		523		531		—	%	(3) (5) (7) (8) (16)
						860		877		857

ORTEC INTERNATIONAL NEWCO B.V.	Technology	First Lien Senior Secured Term Loan	EURIBOR + 5.75%, 9.7% Cash	12/23	12/30	5,049		4,865		4,923		0.4	%	(3) (5) (7) (8) (10)
						5,049		4,865		4,923

OSP Hamilton Purchaser, LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.5% Cash	12/21	12/29	18,464		18,172		18,095		1.4	%	(5) (6) (7) (8) (16) (28)
		First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.5% Cash	03/23	12/29	—		(104)		(106)		—	%	(5) (7) (8) (16) (29)

		Revolver	SOFR + 6.00%, 11.5% Cash	12/21	12/29	—		(35)		(32)		—	%	(7) (8) (16) (28) (29)
		LP Units (315,147 units)	N/A	07/22	N/A			315		315		—	%	(7)
						18,464		18,348		18,272

Panoche Energy Center LLC	Electric	First Lien Senior Secured Bond	6.9% Cash	07/22	07/29	4,355		3,970		4,224		0.3	%	(7) (28)
						4,355		3,970		4,224

Barings Private Credit Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Pare SAS (SAS Maurice MARLE)	Health Care Equipment	First Lien Senior Secured Term Loan	EURIBOR + 5.25%, 9.2% Cash, 0.8% PIK	05/21	12/26	$	551	$	597	$	544	—	%	(3) (5) (7) (8) (11)
		First Lien Senior Secured Term Loan	SOFR + 5.25%, 10.6% Cash	11/22	10/26	4,900		4,752		4,816		0.4	%	(3) (5) (7) (8) (16) (29)
						5,451		5,349		5,360

Parkview Dental Holdings LLC	Healthcare	First Lien Senior Secured Term Loan	SOFR + 8.30%, 13.6% Cash	10/23	10/29	624		606		605		—	%	(7) (8) (16) (28) (29)
		LLC Units (29,762 units)	N/A	10/23	N/A			298		298		—	%	(7) (26)
						624		904		903

Patriot New Midco 1 Limited (Forensic Risk Alliance)	Diversified Financial Services	First Lien Senior Secured Term Loan	EURIBOR + 6.75%, 10.7% Cash	05/21	02/27	317		344		310		—	%	(3) (5) (7) (8) (10)
		First Lien Senior Secured Term Loan	SOFR + 6.75%, 12.3% Cash	05/21	02/27	381		379		374		—	%	(3) (5) (7) (8) (16)
						698		723		684

PDQ.Com Corporation	Business Equipment & Services	First Lien Senior Secured Term Loan	SOFR + 5.21%, 10.7% Cash	08/21	08/27	12,953		12,752		12,953		1.0	%	(5) (6) (7) (8) (16) (29)
		First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.2% Cash	10/23	08/27	3,061		2,928		2,921		0.2	%	(5) (7) (8) (16) (29)
		Class A-2 Partnership Units (86.4 units)	N/A	08/21	N/A			86		131		—	%	(7) (28)
						16,014		15,766		16,005

PEGASUS TRANSTECH HOLDING, LLC	Trucking	First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.4% Cash	05/21	11/26	7,637		7,626		7,637		0.6	%	(5) (7) (8) (16)
						7,637		7,626		7,637

Perforce Software, Inc.	Internet Software & Services	Second Lien Senior Secured Term Loan	SOFR + 8.00%, 13.5% Cash	05/21	07/27	6,497		6,446		6,497		0.5	%	(5) (7) (8) (15)
						6,497		6,446		6,497

Perimeter Master Note Business Trust	Credit Card ABS	Structured Secured Note - Class A	4.7% Cash	05/22	05/27	182		182		172		—	%	(3) (7) (28)
		Structured Secured Note - Class B	5.4% Cash	05/22	05/27	182		182		173		—	%	(3) (7) (28)
		Structured Secured Note - Class C	5.9% Cash	05/22	05/27	182		182		167		—	%	(3) (7) (28)
		Structured Secured Note - Class D	8.5% Cash	05/22	05/27	182		182		166		—	%	(3) (7) (28)
		Structured Secured Note - Class E	11.4% Cash	05/22	05/27	9,274		9,274		8,503		0.7	%	(3) (7) (28)
						10,002		10,002		9,181

Permaconn BidCo Pty Ltd	Tele-communications	First Lien Senior Secured Term Loan	BBSY + 6.25%, 10.7% Cash	12/21	07/29	7,616		7,354		7,473		0.6	%	(3) (5) (7) (8) (13) (28)
						7,616		7,354		7,473

Polara Enterprises, L.L.C.	Capital Equipment	First Lien Senior Secured Term Loan	SOFR + 4.75%, 10.2% Cash	12/21	12/27	3,818		3,765		3,819		0.3	%	(6) (7) (8) (16)
		First Lien Senior Secured Term Loan	SOFR + 4.75%, 10.2% Cash	06/22	12/27	2,551		2,513		2,551		0.2	%	(6) (7) (8) (16)
		Revolver	SOFR + 4.75%, 10.2% Cash	12/21	12/27	—		(13)		—		—	%	(7) (8) (16) (28) (29)
		Partnership Units (7,408.6 units)	N/A	12/21	N/A			741		1,285		0.1	%	(7)
						6,369		7,006		7,655

Policy Services Company, LLC	Property & Casualty Insurance	First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.6% Cash, 4.0% PIK	12/21	06/26	53,736		52,635		52,850		4.0	%	(7) (8) (16) (28)
		Warrants - Class A (2.6774 units)	N/A	12/21	N/A			—		1,357		0.1	%	(5) (7) (26)
		Warrants - Class B (0.9036 units)	N/A	12/21	N/A			—		458		—	%	(5) (7) (26)
		Warrants - Class CC (0.0929 units)	N/A	12/21	N/A			—		—		—	%	(5) (7) (26)
		Warrants - Class D (0.2586 units)	N/A	12/21	N/A			—		131		—	%	(5) (7) (26)
						53,736		52,635		54,796

Barings Private Credit Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Premium Franchise Brands, LLC	Research & Consulting Services	First Lien Senior Secured Term Loan	SOFR + 6.75%, 12.5% Cash	05/21	12/26	$	24,408	$	24,128	$	24,252	1.9	%	(5) (6) (7) (8) (16)
						24,408		24,128		24,252

Premium Invest	Brokerage, Asset Managers & Exchanges	First Lien Senior Secured Term Loan	EURIBOR + 6.50%, 10.5% Cash	06/21	12/30	7,001		6,633		6,773		0.5	%	(3) (5) (7) (8) (11) (29)
		First Lien Senior Secured Term Loan	EURIBOR + 6.50%, 10.5% Cash	06/21	06/28	—		(119)		—		—	%	(3) (5) (7) (8) (11) (29)
						7,001		6,514		6,773

Preqin MC Limited	Banking, Finance, Insurance & Real Estate	First Lien Senior Secured Term Loan	SOFR + 5.25%, 11.0% Cash	08/21	07/28	2,500		2,446		2,490		0.2	%	(3) (5) (7) (8) (17)
						2,500		2,446		2,490

Process Insights Acquisition, Inc.	Electronics	First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.6% Cash	07/23	07/29	2,953		2,859		2,928		0.2	%	(5) (7) (8) (16) (29)
		Revolver	SOFR + 6.25%, 11.6% Cash	07/23	07/29	—		(31)		(8)		—	%	(7) (8) (16) (28) (29)
		Common Stock (368 shares)	N/A	07/23	N/A			368		445		—	%	(7) (26) (28)
						2,953		3,196		3,365

Professional Datasolutions, Inc. (PDI)	Application Software	First Lien Senior Secured Term Loan	SOFR + 4.50%, 10.1% Cash	05/21	10/24	11,637		11,620		11,503		0.9	%	(5) (7) (8) (16)
						11,637		11,620		11,503

ProfitOptics, LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.5% Cash	03/22	03/28	654		644		654		0.1	%	(5) (7) (8) (17)
		Revolver	SOFR + 5.75%, 11.5% Cash	03/22	03/28	110		107		110		—	%	(7) (8) (17) (28) (29)
		Senior Subordinated Term Loan	8.0% Cash	03/22	03/29	32		32		29		—	%	(7) (28)
		LLC Units (96,774.2 units)	N/A	03/22	N/A			65		88		—	%	(7) (26) (28)
						796		848		881

Protego Bidco B.V.	Aerospace & Defense	First Lien Senior Secured Term Loan	EURIBOR + 6.75%, 10.8% Cash	05/21	03/28	537		565		525		—	%	(3) (5) (7) (8) (11) (28) (29)
		Revolver	EURIBOR + 6.50%, 10.5% Cash	05/21	03/27	132		140		129		—	%	(3) (7) (8) (11) (28)
						669		705		654

PSP Intermediate 4, LLC	Technology	First Lien Senior Secured Term Loan	EURIBOR + 6.00%, 9.9% Cash	05/22	05/29	902		842		820		0.1	%	(3) (5) (7) (8) (9) (29)
		First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.4% Cash	05/22	05/29	1,411		1,391		1,305		0.1	%	(3) (5) (7) (8) (15)
						2,313		2,233		2,125

QPE7 SPV1 BidCo Pty Ltd	Consumer Cyclical	First Lien Senior Secured Term Loan	BBSY + 4.50%, 8.8% Cash	09/21	09/26	7,341		7,425		7,224		0.6	%	(3) (5) (7) (8) (12)
						7,341		7,425		7,224

Qualified Industries, LLC	Consumer Cyclical	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.2% Cash	03/23	03/29	905		880		888		0.1	%	(7) (8) (16) (28)
		Revolver	SOFR + 5.75%, 11.2% Cash	03/23	03/29	—		(10)		(3)		—	%	(7) (8) (16) (28) (29)
		Preferred Stock (223 shares)	10.0% PIK	03/23	N/A			216		240		—	%	(7) (26) (28)
		Common Stock (454,545 shares)	N/A	03/23	N/A			4		96		—	%	(7) (26) (28)
						905		1,090		1,221

Questel Unite	Business Services	First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 10.2% Cash	05/21	12/27	1,954		2,011		1,788		0.1	%	(3) (5) (7) (8) (10) (28) (29)
		First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.7% Cash	05/21	12/27	1,000		991		965		0.1	%	(3) (5) (7) (8) (16)
						2,954		3,002		2,753

R1 Holdings, LLC	Transportation	First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.6% Cash	12/22	12/28	8,160		7,876		7,942		0.6	%	(5) (6) (7) (8) (17) (29)
		Revolver	SOFR + 6.25%, 11.6% Cash	12/22	12/28	126		66		80		—	%	(7) (8) (17) (28) (29)
						8,286		7,942		8,022

Barings Private Credit Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Randys Holdings, Inc.	Automobile Manufacturers	First Lien Senior Secured Term Loan	SOFR + 6.50%, 11.9% Cash	11/22	11/28	$	11,433	$	11,071	$	11,123	0.9	%	(5) (7) (8) (16) (29)
		Revolver	SOFR + 6.50%, 11.9% Cash	11/22	11/28	673		616		631		—	%	(7) (8) (16) (28) (29)
		Partnership Units (6,667 units)	N/A	11/22	N/A			667		712		0.1	%	(7) (26) (28)
						12,106		12,354		12,466

Recovery Point Systems, Inc.	Technology	First Lien Senior Secured Term Loan	SOFR + 6.50%, 11.4% Cash	05/21	07/26	2,405		2,405		2,405		0.2	%	(6) (7) (8) (16)
						2,405		2,405		2,405

Renovation Parent Holdings, LLC	Home Furnishings	First Lien Senior Secured Term Loan	SOFR + 5.50%, 11.0% Cash	11/21	11/27	14,272		14,030		12,502		1.0	%	(5) (6) (7) (8) (16)
		Partnership Equity (592,105.3 units)	N/A	11/21	N/A			592		201		—	%	(7) (26) (28)
						14,272		14,622		12,703

REP SEKO MERGER SUB LLC	Air Freight & Logistics	First Lien Senior Secured Term Loan	EURIBOR + 5.00%, 8.9% Cash	05/21	12/26	6,010		6,245		5,830		0.4	%	(5) (7) (8) (10)
		First Lien Senior Secured Term Loan	EURIBOR + 5.00%, 8.9% Cash	06/22	12/26	14,119		13,254		13,696		1.0	%	(5) (7) (8) (10)
		First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.4% Cash	05/21	12/26	8,293		8,280		8,044		0.6	%	(6) (7) (8) (16) (28)
						28,422		27,779		27,570

Resonetics, LLC	Health Care Equipment	Second Lien Senior Secured Term Loan	SOFR + 7.00%, 12.6% Cash	05/21	04/29	10,304		10,147		10,252		0.8	%	(5) (7) (8) (16)
						10,304		10,147		10,252

RevSpring, Inc.	Business Services	Second Lien Senior Secured Term Loan	SOFR + 8.25%, 13.9% Cash	05/21	10/26	2,556		2,525		2,556		0.2	%	(5) (7) (8) (16)
						2,556		2,525		2,556

Riedel Beheer B.V.	Food & Beverage	First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 10.2% Cash	12/21	12/28	2,291		2,256		2,078		0.2	%	(3) (5) (7) (8) (10)
						2,291		2,256		2,078

Rock Labor LLC	Media: Diversified & Production	First Lien Senior Secured Term Loan	SOFR + 7.50%, 12.9% Cash	09/23	09/29	5,630		5,466		5,475		0.4	%	(5) (7) (8) (15)
		Revolver	SOFR + 7.50%, 12.9% Cash	09/23	09/29	—		(27)		(26)		—	%	(7) (8) (15) (28) (29)
		LLC Units (199,373 units)	N/A	09/23	N/A			1,068		1,308		0.1	%	(7) (26)
						5,630		6,507		6,757

ROI Solutions LLC	Business Services	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.4% Cash	05/21	08/25	6,263		6,263		6,263		0.5	%	(6) (7) (8) (16)
						6,263		6,263		6,263

Royal Buyer, LLC	Industrial Other	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.9% Cash	08/22	08/24	1,713		1,667		1,681		0.1	%	(5) (7) (8) (16) (29)
		First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.9% Cash	08/22	08/28	9,615		9,458		9,508		0.7	%	(5) (7) (8) (16)
		Revolver	SOFR + 5.50%, 10.9% Cash	08/22	08/28	544		506		518		—	%	(7) (8) (16) (28) (29)
						11,872		11,631		11,707

RPX Corporation	Research & Consulting Services	First Lien Senior Secured Term Loan	SOFR + 5.50%, 11.0% Cash	05/21	10/25	15,820		15,688		15,732		1.2	%	(5) (6) (7) (8) (16)
						15,820		15,688		15,732

Safety Products Holdings, LLC	Non-durable Consumer Goods	First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.5% Cash	05/21	12/26	6,201		6,141		6,065		0.5	%	(5) (6) (7) (8) (16) (28)

						6,201		6,141		6,065

Sandvine Corporation	Communications Equipment	Second Lien Senior Secured Term Loan	SOFR + 8.00%, 13.5% Cash	05/21	11/26	8,685		8,666		7,565		0.6	%	(5) (7) (8) (15)
						8,685		8,666		7,565

Barings Private Credit Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Sanoptis S.A.R.L.	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan	EURIBOR + 5.50%, 9.4% Cash	06/22	07/29	$	5,711	$	5,261	$	5,425	0.4	%	(3) (5) (7) (8) (10) (29)
		First Lien Senior Secured Term Loan	SARON + 5.50%, 7.2% Cash	06/22	07/29	6,528		5,815		6,306		0.5	%	(3) (5) (7) (8) (24)
						12,239		11,076		11,731

SBP Holdings LP	Industrial Other	First Lien Senior Secured Term Loan	SOFR + 6.75%, 12.1% Cash	03/23	03/28	9,712		9,115		9,233		0.7	%	(7) (8) (16) (28) (29)
		Revolver	SOFR + 6.75%, 12.1% Cash	03/23	03/28	—		(33)		(19)		—	%	(7) (8) (16) (28) (29)
						9,712		9,082		9,214

Scaled Agile, Inc.	Research & Consulting Services	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.9% Cash	12/21	12/28	1,802		1,777		1,759		0.1	%	(5) (6) (7) (8) (16)
		Revolver	SOFR + 5.50%, 10.9% Cash	12/21	12/28	56		52		48		—	%	(7) (8) (16) (28) (29)
						1,858		1,829		1,807

Scout Bidco B.V.	Diversified Manufacturing	First Lien Senior Secured Term Loan	EURIBOR + 5.75%, 9.7% Cash	05/22	05/29	4,013		3,810		3,957		0.3	%	(3) (5) (7) (8) (10)
		First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.1% Cash	08/23	05/29	508		508		501		—	%	(3) (5) (7) (8) (16)
		Revolver	EURIBOR + 5.75%, 9.7% Cash	05/22	05/29	213		202		205		—	%	(3) (7) (8) (10) (28) (29)
						4,734		4,520		4,663

Sereni Capital NV	Consumer Cyclical	First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 10.3% Cash	05/22	05/29	2,616		2,480		2,522		0.2	%	(3) (5) (7) (8) (11) (28)
						2,616		2,480		2,522

Shelf Bidco Ltd	Other Financial	First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.7% Cash	12/22	01/30	25,736		25,018		25,221		1.9	%	(3) (7) (8) (16) (28)
		Common Stock (1,200,000 shares)	N/A	12/22	N/A			1,200		1,548		0.1	%	(3) (7) (26) (28)
						25,736		26,218		26,769

Simulation Software Investment Company Pty Ltd	Business Services	First Lien Senior Secured Term Loan	BBSY + 5.00%, 9.4% Cash	05/21	08/25	668		671		669		0.1	%	(3) (5) (7) (8) (13)
		First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.4% Cash	05/21	08/25	958		946		958		0.1	%	(3) (5) (7) (8) (16) (29)
						1,626		1,617		1,627

Sinari Invest	Technology	First Lien Senior Secured Term Loan	EURIBOR + 6.00%, 9.9% Cash	07/23	07/30	1,880		1,804		1,822		0.1	%	(3) (5) (7) (8) (11) (29)
						1,880		1,804		1,822

SISU ACQUISITIONCO., INC	Aerospace & Defense	First Lien Senior Secured Term Loan	SOFR+ 5.75%, 11.1% Cash	05/21	12/26	2,493		2,467		2,354		0.2	%	(6) (7) (8) (15)
		First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.1% Cash	05/21	12/26	—		(3)		(3)		—	%	(7) (8) (15) (28) (29)
						2,493		2,464		2,351

Smartling, Inc.	Technology	First Lien Senior Secured Term Loan	SOFR + 4.50%, 9.9% Cash	11/21	11/27	16,340		16,117		16,176		1.2	%	(5) (7) (8) (15)
		Revolver	SOFR + 4.50%, 9.9% Cash	11/21	11/27	—		(13)		(10)		—	%	(7) (8) (15) (28) (29)
						16,340		16,104		16,166

SmartShift Group, Inc.	Technology	First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.6% Cash	09/23	09/29	13,931		13,484		13,480		1.0	%	(5) (7) (8) (16) (29)
		Revolver	SOFR + 6.25%, 11.6% Cash	09/23	09/29	—		(65)		(63)		—	%	(7) (8) (16) (28) (29)
		Common Stock (455 shares)	N/A	09/23	N/A			455		477		—	%	(7) (26) (28)
						13,931		13,874		13,894

SN BUYER, LLC	Health Care Services	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.2% Cash	05/21	12/26	4,924		4,884		4,864		0.4	%	(6) (7) (8) (16)
		First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.2% Cash	11/22	12/26	2,104		2,072		2,078		0.2	%	(6) (7) (8) (16)
						7,028		6,956		6,942

Barings Private Credit Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Soho Square III Debtco II SARL	Diversified Capital Markets	First Lien Senior Secured Term Loan	9.5% PIK	10/22	10/27	$	8,191	$	7,637	$	8,175	0.6	%	(3) (7) (28)
						8,191		7,637		8,175

Solo Buyer, L.P.	Technology	First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.7% Cash	12/22	12/29	16,523		16,157		16,110		1.2	%	(7) (8) (16) (28)
		Revolver	SOFR + 6.25%, 11.7% Cash	12/22	12/28	665		624		615		—	%	(7) (8) (16) (28) (29)
		Partnership Units (516,399 units)	N/A	12/22	N/A			516		382		—	%	(7) (26)
						17,188		17,297		17,107

Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)	Other Utility	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.3% Cash	11/22	03/27	1,921		1,881		1,858		0.1	%	(5) (6) (7) (8) (16) (29)
		Revolver	SOFR + 5.00%, 10.3% Cash	11/22	03/27	66		64		62		—	%	(7) (8) (16) (28) (29)
						1,987		1,945		1,920

Spatial Business Systems LLC	Electric	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.9% Cash	10/22	10/28	7,679		7,486		7,540		0.6	%	(5) (7) (8) (15) (29)
		Revolver	SOFR + 5.50%, 10.9% Cash	10/22	10/28	—		(28)		(21)		—	%	(7) (8) (15) (28) (29)
						7,679		7,458		7,519

Springbrook Software (SBRK Intermediate, Inc.)	Enterprise Software & Services	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.0% Cash	05/21	12/26	6,620		6,568		6,596		0.5	%	(6) (7) (8) (16) (28)
		First Lien Senior Secured Term Loan	SOFR + 6.50%, 12.0% Cash	12/22	12/26	4,129		4,064		4,129		0.3	%	(6) (7) (8) (16)
						10,749		10,632		10,725

SSCP Pegasus Midco Limited	Healthcare & Pharmaceuticals	First Lien Senior Secured Term Loan	SONIA + 6.00%, 11.3% Cash	05/21	11/27	797		850		797		0.1	%	(3) (5) (7) (8) (18) (28) (29)
						797		850		797

SSCP Spring Bidco 3 Limited	Healthcare	First Lien Senior Secured Term Loan	SONIA + 6.50%, 11.7% Cash	11/23	11/30	976		932		947		0.1	%	(3) (5) (7) (8) (19)
						976		932		947

Starnmeer B.V.	Technology	First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.5% Cash	10/21	04/27	13,388		13,257		13,333		1.0	%	(3) (5) (7) (8) (17)
						13,388		13,257		13,333

Superjet Buyer, LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.9% Cash	12/21	12/27	22,711		22,386		22,559		1.7	%	(5) (6) (7) (8) (16)
		Revolver	SOFR + 5.50%, 10.9% Cash	12/21	12/27	456		432		444		—	%	(7) (8) (16) (28) (29)
						23,167		22,818		23,003

Syniverse Holdings, Inc.	Technology Distributors	Series A Preferred Equity (7,575,758 units)	12.5% PIK	05/22	N/A			8,989		8,788		0.7	%	(5) (7)
								8,989		8,788

Syntax Systems Ltd	Technology	First Lien Senior Secured Term Loan	SOFR + 5.50%, 11.0% Cash	11/21	10/28	6,314		6,268		6,314		0.5	%	(3) (6) (7) (8) (15)
		Revolver	SOFR + 5.50%, 11.0% Cash	11/21	10/26	568		563		568		—	%	(3) (7) (8) (15) (28) (29)
						6,882		6,831		6,882

TA SL Cayman Aggregator Corp.	Technology	Subordinated Term Loan	7.8% PIK	07/21	07/28	1,186		1,173		1,161		0.1	%	(7) (28)
		Common Stock (770 shares)	N/A	07/21	N/A			24		35		—	%	(7) (26) (28)
						1,186		1,197		1,196

Tank Holding Corp	Metal & Glass Containers	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.2% Cash	03/22	03/28	14,134		13,894		13,979		1.1	%	(5) (6) (7) (8) (15)
		First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.5% Cash	05/23	03/28	5,442		5,260		5,379		0.4	%	(7) (8) (15) (28) (29)
		Revolver	SOFR + 5.75%, 11.2% Cash	03/22	03/28	175		164		167		—	%	(7) (8) (15) (28) (29)
						19,751		19,318		19,525

Barings Private Credit Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Tanqueray Bidco Limited	Technology	First Lien Senior Secured Term Loan	SONIA + 5.50%, 10.7% Cash	11/22	11/29	$	1,730	$	1,502	$	1,730	0.1	%	(3) (5) (7) (8) (18) (29)
						1,730		1,502		1,730

Team Air Distributing, LLC	Consumer Cyclical	Subordinated Term Loan	12.0% Cash	5/24	5/28	600		589		590		—	%	(7) (28)
		Partnership Equity (400,000 units)	N/A	5/24	N/A			400		420		—	%	(7) (26)
						600		989		1,010

Techone B.V.	Technology	First Lien Senior Secured Term Loan	EURIBOR + 5.50%, 9.3% Cash	11/21	11/28	6,044		5,866		5,944		0.5	%	(3) (5) (7) (8) (10)
		Revolver	EURIBOR + 5.50%, 9.3% Cash	11/21	05/28	97		88		93		—	%	(3) (7) (8) (10) (28) (29)
						6,141		5,954		6,037

Tencarva Machinery Company, LLC	Capital Equipment	First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.6% Cash	12/21	12/27	6,248		6,172		6,213		0.5	%	(5) (6) (7) (8) (16)
		Revolver	SOFR + 5.00%, 10.6% Cash	12/21	12/27	—		(13)		(6)		—	%	(7) (8) (16) (28) (29)
						6,248		6,159		6,207

Terrybear, Inc.	Consumer Products	Subordinated Term Loan	10.0% Cash, 4.0% PIK	04/22	04/28	274		270		260		—	%	(7) (28)
		Common Stock (24,359 shares)	N/A	04/22	N/A			239		115		—	%	(7) (26)
						274		509		375

The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)	Brokerage, Asset Managers & Exchanges	First Lien Senior Secured Term Loan	SOFR + 4.25%, 9.6% Cash	10/21	12/27	1,239		1,188		1,239		0.1	%	(5) (6) (7) (8) (16) (29)
		Revolver	SOFR + 4.25%, 9.6% Cash	10/21	12/27	—		(14)		—		—	%	(7) (8) (16) (28) (29)
		Subordinated Term Loan	SOFR + 7.75%, 13.2% Cash	10/21	12/27	5,368		5,294		5,338		0.4	%	(7) (8) (17) (28)
						6,607		6,468		6,577

The Cleaver-Brooks Company, Inc.	Capital Equipment	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.1% Cash	07/22	07/28	14,164		13,894		14,164		1.1	%	(5) (6) (7) (8) (15) (28) (29)
		Subordinated Term Loan	12.5%, PIK	07/22	07/29	4,234		4,168		4,185		0.3	%	(7) (28)
						18,398		18,062		18,349

The Hilb Group, LLC	Insurance Brokerage	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.2% Cash	05/21	12/26	8,920		8,787		8,854		0.7	%	(5) (6) (7) (8) (15) (28) (29)
						8,920		8,787		8,854

The Octave Music Group, Inc.	Media: Diversified & Production	Second Lien Senior Secured Term Loan	SOFR + 7.50%, 12.8% Cash	04/22	04/30	2,234		2,196		2,215		0.2	%	(5) (7) (8) (16)
		Partnership Equity (353,584.39 units)	N/A	04/22	N/A			354		1,124		0.1	%	(7) (26) (28)
						2,234		2,550		3,339

Total Safety U.S. Inc.	Diversified Support Services	First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.5% Cash, 5.0% PIK	07/22	08/25	7,865		7,865		7,865		0.6	%	(7) (8) (15) (28)
		First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.5% Cash	08/21	08/25	2,152		2,140		2,040		0.2	%	(8) (15) (28)
						10,017		10,005		9,905

Trader Corporation	Technology	First Lien Senior Secured Term Loan	CDOR + 6.75%, 12.2% Cash	12/22	12/29	2,629		2,481		2,587		0.2	%	(3) (5) (7) (8) (21)
		Revolver	CDOR + 6.75%, 12.2% Cash	12/22	12/28	—		(7)		(6)		—	%	(3) (7) (8) (21) (28) (29)
						2,629		2,474		2,581

Trident Maritime Systems, Inc.	Aerospace & Defense	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.9% Cash	05/21	02/27	9,284		9,196		9,076		0.7	%	(6) (7) (8) (16) (28)
						9,284		9,196		9,076

Trintech, Inc.	Technology	First Lien Senior Secured Term Loan	SOFR + 6.50%, 11.9% Cash	07/23	07/29	12,571		12,214		12,257		0.9	%	(5) (7) (8) (15)
		Revolver	SOFR + 6.50%, 11.9% Cash	07/23	07/29	408		367		373		—	%	(7) (8) (15) (28) (29)
						12,979		12,581		12,630

Barings Private Credit Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Truck-Lite Co., LLC	Automotive Parts & Equipment	First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.7% Cash	05/21	12/26	$	21,096	$	20,891	$	20,885	1.6	%	(5) (6) (7) (8) (16)
						21,096		20,891		20,885

TSYL Corporate Buyer, Inc.	Technology	First Lien Senior Secured Term Loan	SOFR + 4.75%, 10.1% Cash	12/22	12/28	844		806		810		0.1	%	(5) (6) (7) (8) (16) (29)
		First Lien Senior Secured Term Loan	SOFR + 5.00%, 10.4% Cash	12/23	12/28	627		584		584		—	%	(5) (7) (8) (16)
		Revolver	SOFR + 4.75%, 10.1% Cash	12/22	12/28	—		(10)		(10)		—	%	(7) (8) (16) (28) (29)
		Partnership Units (4,673 units)	N/A	12/22	N/A			5		9		—	%	(7) (26) (28)
						1,471		1,385		1,393

Turbo Buyer, Inc.	Finance Companies	First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.5% Cash	11/21	12/25	12,512		12,370		12,063		0.9	%	(5) (6) (7) (8) (16) (29)
						12,512		12,370		12,063

Turnberry Solutions, Inc.	Consumer Cyclical	First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.4% Cash	07/21	09/26	2,619		2,590		2,599		0.2	%	(6) (7) (8) (16)
						2,619		2,590		2,599

UBC Ledgers Holding AB	Financial Other	First Lien Senior Secured Term Loan	STIBOR + 5.25%, 9.3% Cash	12/23	12/30	1,590		1,467		1,529		0.1	%	(3) (5) (7) (8) (20) (29)
		Revolver	STIBOR + 5.25%, 9.3% Cash	12/23	06/24	—		—		—		—	%	(3) (7) (8) (20) (28) (29)
						1,590		1,467		1,529

UKFast Leaders Limited	Technology	First Lien Senior Secured Term Loan	SONIA + 4.50%, 4.5% Cash, 3.4% PIK	05/21	09/27	4,658		5,055		4,206		0.3	%	(3) (5) (7) (8) (18)
						4,658		5,055		4,206

Union Bidco Limited	Healthcare	First Lien Senior Secured Term Loan	SONIA + 6.00%, 11.4% Cash	06/22	06/29	2,503		2,338		2,350		0.2	%	(3) (5) (7) (8) (18) (29)
						2,503		2,338		2,350

United Therapy Holding III GmbH	Healthcare	First Lien Senior Secured Term Loan	EURIBOR + 5.75%, 9.9% Cash	04/22	03/29	1,676		1,586		1,220		0.1	%	(3) (5) (7) (8) (11) (29)
						1,676		1,586		1,220

Unither (Uniholding)	Pharmaceuticals	First Lien Senior Secured Term Loan	EURIBOR + 6.25%, 10.2% Cash	03/23	03/30	2,094		1,956		2,037		0.2	%	(3) (5) (7) (8) (10) (29)
						2,094		1,956		2,037

USLS Acquisition, Inc. (f/k/a US Legal Support, Inc.)	Legal Services	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.1% Cash	05/21	11/24	3,497		3,436		3,362		0.3	%	(5) (6) (7) (8) (15) (29)
						3,497		3,436		3,362

Utac Ceram	Business Services	First Lien Senior Secured Term Loan	EURIBOR + 6.65%, 10.1% Cash, 1.8% PIK	05/21	09/27	886		950		834		0.1	%	(3) (5) (7) (8) (10)
		First Lien Senior Secured Term Loan	SOFR + 6.65%, 12.0% Cash, 1.8% PIK	05/21	09/27	247		243		232		—	%	(3) (5) (7) (8) (16)
						1,133		1,193		1,066

Validity, Inc.	IT Consulting & Other Services	First Lien Senior Secured Term Loan	SOFR + 5.25%, 10.7% Cash	05/21	05/26	939		922		939		0.1	%	(5) (7) (8) (15)
						939		922		939

Victoria Bidco Limited	Industrial Machinery	First Lien Senior Secured Term Loan	SONIA + 6.50%, 11.4% Cash	03/22	01/29	5,389		5,523		4,845		0.4	%	(3) (5) (7) (8) (18)
						5,389		5,523		4,845

VistaJet Pass Through Trust 2021-1B	Airlines	Structured Secured Note - Class B	6.3% Cash	11/21	02/29	7,857		7,857		6,524		0.5	%	(7) (28)
						7,857		7,857		6,524

Vital Buyer, LLC	Technology	First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.9% Cash	06/21	06/28	4,920		4,802		4,920		0.4	%	(6) (7) (8) (16) (28)
		Partnership Units (1,096.2 units)	N/A	06/21	N/A			11		29		—	%	(7) (26)
						4,920		4,813		4,949

Barings Private Credit Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
VP Holding Company	Transportation Services	First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.7% Cash	05/21	12/25	$	19,396	$	19,325	$	18,679	1.4	%	(5) (6) (7) (8) (16)
		First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.7% Cash	05/21	05/24	1,931		1,926		1,859		0.1	%	(5) (7) (8) (16) (28)
						21,327		21,251		20,538

W2O Holdings, Inc.	Healthcare Technology	First Lien Senior Secured Term Loan	SOFR + 5.25%, 10.6% Cash	05/21	06/25	1,097		1,096		1,076		0.1	%	(7) (16) (28)
		First Lien Senior Secured Term Loan	SOFR + 5.50%, 10.9% Cash	05/21	06/25	482		470		470		—	%	(7) (17) (28) (29)
						1,579		1,566		1,546

WEST-NR ACQUISITIONCO, LLC	Insurance	First Lien Senior Secured Term Loan	SOFR + 6.25%, 11.7% Cash	08/23	12/27	3,741		3,604		3,604		0.3	%	(5) (7) (8) (16) (29)
						3,741		3,604		3,604

Wheels Up Experience Inc	Transportation Services	First Lien Senior Secured Term Loan	12.0% Cash	09/22	10/29	17,907		17,277		16,474		1.3	%	(7) (28)
						17,907		17,277		16,474

Whitcraft Holdings, Inc.	Aerospace & Defense	First Lien Senior Secured Term Loan	SOFR + 7.00%, 12.3% Cash	02/24	02/29	12,806		12,347		12,409		0.9	%	(7) (8) (16) (28)
		Revolver	SOFR + 7.00%, 12.3% Cash	02/24	02/29	168		81		90		—	%	(7) (8) (16) (28) (29)
		LP Units (84,116.1 units)	N/A	02/24	N/A			841		1,072		0.1	%	(7) (26) (28)
						12,974		13,269		13,571

White Bidco Limited	Technology	First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.4% Cash	10/23	10/30	1,749		1,688		1,687		0.1	%	(3) (5) (7) (8) (16) (28) (29)
						1,749		1,688		1,687

Woodland Foods, LLC	Food & Beverage	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.4% Cash	12/21	12/27	8,170		8,056		7,500		0.6	%	(6) (7) (8) (16)
		Revolver	SOFR + 5.75%, 11.4% Cash	12/21	12/27	1,131		1,109		998		0.1	%	(7) (8) (16) (28) (29)
		Common Stock (1,204.46 shares)	N/A	12/21	N/A			1,204		733		0.1	%	(7) (26)
						9,301		10,369		9,231

World 50, Inc.	Professional Services	First Lien Senior Secured Term Loan	SOFR + 4.50%, 10.1% Cash	05/21	01/26	15,451		15,305		15,385		1.2	%	(5) (6) (7) (8) (15)

						15,451		15,305		15,385

WWEC Holdings III Corp	Capital Goods	First Lien Senior Secured Term Loan	SOFR + 5.75%, 11.1% Cash	10/22	10/28	8,039		7,893		8,039		0.6	%	(5) (7) (8) (16)
		Revolver	SOFR + 5.75%, 11.1% Cash	10/22	10/28	349		314		349		—	%	(7) (8) (16) (28) (29)
						8,388		8,207		8,388

Xeinadin Bidco Limited	Financial Other	First Lien Senior Secured Term Loan	SONIA + 5.25%, 10.4% Cash	05/22	05/29	12,273		11,641		12,049		0.9	%	(3) (5) (7) (8) (18) (29)
		Subordinated Term Loan	11.0% PIK	05/22	05/29	4,627		4,387		4,552		0.3	%	(3) (7) (28)
		Common Stock (36,532,680 shares)	N/A	05/22	N/A			452		466		—	%	(3) (7) (26) (28)
						16,900		16,480		17,067

ZB Holdco LLC	Food & Beverage	First Lien Senior Secured Term Loan	SOFR + 6.00%, 11.5% Cash	02/22	02/28	6,339		6,189		6,271		0.5	%	(5) (7) (8) (16) (29)
		Revolver	SOFR + 6.00%, 11.5% Cash	02/22	02/28	—		(12)		(6)		—	%	(7) (8) (16) (28) (29)
		LLC Units (152.7 units)	N/A	02/22	02/28			153		173		—	%	(7)
						6,339		6,330		6,438

Zeppelin Bidco Limited	Services: Business	First Lien Senior Secured Term Loan	SONIA + 6.00%, 11.4% Cash	03/22	03/29	3,084		3,098		2,859		0.2	%	(3) (5) (7) (8) (18) (29)
						3,084		3,098		2,859

Subtotal Non–Control / Non–Affiliate Investments (167.4%)*						2,190,265		2,219,083		2,187,808

Barings Private Credit Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)


Portfolio Company	Industry(30)	Investment Type(1)(2)(31)	Interest	Acq. Date	Maturity Date	Principal Amount		Cost		Fair Value		% of Net Assets *		Notes
Affiliate Investments (4):

Coastal Marina Holdings, LLC	Hotel, Gaming and Leisure	Subordinated Term Loan	10.0% PIK	11/21	11/31	$	3,647	$	3,459	$	3,434	0.3	%	(7) (28)
		Subordinated Term Loan	8.0% Cash	11/21	11/31	8,310		7,798		7,824		0.6	%	(7) (28)
		LLC Units (1,203,914.5 units)	N/A	11/21	N/A			5,472		6,080		0.5	%	(7) (26)
						11,957		16,729		17,338

CPCF BPCC LLC	Investment Funds & Vehicles	9.1% Member Interest	N/A	06/23	N/A			7,886		7,763		0.6	%	(3) (28)
								7,886		7,763

Eclipse Business Capital, LLC	Banking, Finance, Insurance & Real Estate	Revolver	SOFR + 7.25%, 12.6% Cash	08/21	07/28	3,914		3,852		3,915		0.3	%	(7) (15) (28) (29)
		Second Lien Senior Secured Term Loan	7.5% Cash	08/21	07/28	3,209		3,186		3,209		0.2	%	(7) (28)
		LLC Units (63,139,338 units)	N/A	08/21	N/A			65,621		102,917		7.9	%	(7) (28)
						7,123		72,659		110,041

Rocade Holdings LLC	Other Financial	Preferred LP Units (108,000 units)	SOFR + 6.0% PIK, 11.3% PIK	02/23	N/A			114,113		114,113		8.7	%	(7) (16) (28) (29)
		Common LP Units (30.8 units)	N/A	02/23	N/A			—		1,092		0.1	%	(7) (26) (28)
								114,113		115,205

Thompson Rivers LLC	Investment Funds & Vehicles	6.3% Member Interest	N/A	08/21	N/A			12,175		5,304		0.4	%	(26) (28)
								12,175		5,304

Waccamaw River LLC	Investment Funds & Vehicles	20.0% Member Interest	N/A	08/21	N/A			25,082		15,470		1.2	%	(3) (26) (28)
								25,082		15,470

Subtotal Affiliate Investments (20.7%)*						19,080		248,644		271,121

Total Investments, December 31, 2023 (188.1%)*						$	2,209,345	$	2,467,727	$	2,458,929

Derivative Instruments


Interest Rate Swaps:
Description	Company Receives	Company Pays	Maturity Date	Notional Amount		Value	Hedged Instrument	Unrealized Appreciation (Depreciation)
Interest rate swap (See Note 4)	6.00%	SOFR + 3.245%	5/10/2027	$	100,000	$(3,271)	Series D Notes	$	(3,271)
Interest rate swap (See Note 4)	6.00%	SOFR + 3.382%	5/10/2027	$	55,000	$(2,049)	Series E Notes	(2,049)
Total Interest Rate Swaps, December 31, 2023								$	(5,320)

Barings Private Credit Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)

Foreign Currency Forward Contracts:

Description

Notional Amount to be Purchased

Notional Amount to be Sold

Counterparty

Settlement Date

Unrealized Appreciation (Depreciation)

Foreign currency forward contract (AUD)

$45,208

A$70,473

BNP Paribas SA

01/10/24

(2,932)

Foreign currency forward contract (CAD)

$5,336

$7,280

BNP Paribas SA

01/10/24

(178)

Foreign currency forward contract (DKK)

$1,128

7,968kr.

BNP Paribas SA

01/10/24

(55)

Foreign currency forward contract (EUR)

$229,170

€216,996

BNP Paribas SA

01/10/24

(10,903)

Foreign currency forward contract (GBP)

£4,844

$6,086

BNP Paribas SA

01/10/24

Foreign currency forward contract (GBP)

$75,288

£61,973

BNP Paribas SA

01/10/24

(3,669)

Foreign currency forward contract (NZD)

$5,519

NZ$9,248

BNP Paribas SA

01/10/24

(342)

Foreign currency forward contract (NOK)

$3,997

43,081kr

BNP Paribas SA

01/10/24

(258)

Foreign currency forward contract (SEK)

$1,868

19,907kr

BNP Paribas SA

01/10/24

(113)

Foreign currency forward contract (CHF)

$6,759

6,137Fr.

BNP Paribas SA

01/10/24

(546)

Total Foreign Currency Forward Contracts, December 31, 2023

(18,911)

* Fair value as a percentage of net assets.

(1)All debt investments are income producing, unless otherwise noted. The Adviser determines in good faith the fair value of the Company’s investments in accordance with a valuation policy and processes established by the Adviser, which have been approved by the Board, and the 1940 Act. In addition, all debt investments are variable rate investments unless otherwise noted. Index-based floating interest rates are generally subject to a contractual minimum interest rate. Variable rate loans to the Company’s portfolio companies bear interest at a rate that may be determined by reference to SOFR, EURIBOR, BBSY, STIBOR, CDOR, SONIA, SARON, NIBOR, BKBM or an alternate base rate (commonly based on the Federal Funds Rate or the Prime Rate), at the borrower’s option, which reset annually, semi-annually, quarterly or monthly. For each such loan, the Company has provided the interest rate in effect on the date presented. SOFR-based contracts may include a credit spread adjustment that is charged in addition to the base rate and the stated spread. The borrower may also elect to have multiple interest reset periods for each loan.

(2)All of the Company’s portfolio company investments (including joint venture investments), which as of December 31, 2023 represented 188.1% of the Company’s net assets, are subject to legal restrictions on sales. The acquisition date represents the date of the Company’s initial investment in the relevant portfolio company.

(3)Investment is not a qualifying investment as defined under Section 55(a) of the 1940 Act. Non-qualifying assets represent 24.7% of total investments at fair value as of December 31, 2023. Qualifying assets must represent at least 70% of total assets at the time of acquisition of any additional non-qualifying assets. If at any time qualifying assets do not represent at least 70% of the Company’s total assets, the Company will be precluded from acquiring any additional non-qualifying asset until such time as it complies with the requirements of Section 55(a).

Barings Private Credit Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)


		December 31, 2022 Value		Gross Additions (a)		Gross Reductions (b)		Amount of Realized Gain (Loss)		Amount of Unrealized Gain (Loss)		December 31, 2023 Value		Amount of Interest or Dividends Credited to Income(c)
Portfolio Company	Type of Investment
Coastal Marina Holdings, LLC (d)	Subordinated Term Loan (8.0% Cash)	$	—	$	7,805	$	—	$	—	$	19	$	7,824	$	358
	Subordinated Term Loan (10.0% PIK)	—		3,440		—		—		(6)		3,434		185
	LLC Units (1,203,914.5 units)	—		6,377		—		—		(297)		6,080		—
		—		17,622		—		—		(284)		17,338		543

CPCF BPCC LLC	9.1% Member Interest	—		7,887		—		—		(124)		7,763		409
		—		7,887		—		—		(124)		7,763		409

Eclipse Business Capital, LLC (d)	Revolver (SOFR + 7.25%, 12.6% Cash)	3,722		24,846		(24,641)		—		(12)		3,915		285
	Second Lien Senior Secured Term Loan (7.5% Cash)	3,209		4		—		—		(4)		3,209		246
	LLC units (63,139,338 units)	95,340		250		(438)		—		7,765		102,917		10,234
		102,271		25,100		(25,079)		—		7,749		110,041		10,765

Rocade Holdings LLC (d)	Preferred LP Units (108,000 units) (SOFR + 6.0% PIK, 11.3% PIK)	—		114,113		—		—		—		114,113		6,113
	Common LP Units (30.8 units)	—		—		—		—		1,092		1,092		—
		—		114,113		—		—		1,092		115,205		6,113

Thompson Rivers LLC	6.3% Member Interest	12,041		—		(7,038)		—		301		5,304		—
		12,041		—		(7,038)		—		301		5,304		—

Waccamaw River LLC	20% Member Interest	20,212		2,480		—		—		(7,222)		15,470		1,460
		20,212		2,480		—		—		(7,222)		15,470		1,460

Total Affiliate Investments		$	134,524	$	167,202	$	(32,117)	$	—	$	1,512	$	271,121	$	19,290

(b) Gross reductions include decreases in the cost basis of investments resulting from principal repayments, sales and return of capital.

(c) Represents the total amount of interest, fees or dividends credited to income for the portion of the year an investment was included in the Affiliate category.

(d) The fair value of the investment was determined using significant unobservable inputs.

(5)Some or all of the investment is or will be encumbered as security for the Revolving Credit Facility.

(6)Some or all of the investment is or will be encumbered as security for the 2023 Debt Securitization.

(7)The fair value of the investment was determined using significant unobservable inputs.

(8)Debt investment includes interest rate floor feature.

(9)The interest rate on these loans is subject to 1 Month EURIBOR, which as of December 31, 2023 was 3.84500%.

(10)The interest rate on these loans is subject to 3 Month EURIBOR, which as of December 31, 2023 was 3.90900%.

(11)The interest rate on these loans is subject to 6 Month EURIBOR, which as of December 31, 2023 was 3.86100%.

(12)The interest rate on these loans is subject to 1 Month BBSY, which as of December 31, 2023 was 4.31000%.

(13)The interest rate on these loans is subject to 3 Month BBSY, which as of December 31, 2023 was 4.35750%.

(14)The interest rate on these loans is subject to 6 Month BBSY, which as of December 31, 2023 was 4.44500%.

(15)The interest rate on these loans is subject to 1 Month SOFR, which as of December 31, 2023 was 5.35472%.

(16)The interest rate on these loans is subject to 3 Month SOFR, which as of December 31, 2023 was 5.33140%.

(17)The interest rate on these loans is subject to 6 Month SOFR, which as of December 31, 2023 was 5.15772%.

(18)The interest rate on these loans is subject to 3 Month SONIA, which as of December 31, 2023 was 5.20530%.

(19)The interest rate on these loans is subject to 6 Month SONIA, which as of December 31, 2023 was 5.13220%.

(20)The interest rate on these loans is subject to 3 Month STIBOR, which as of December 31, 2023 was 4.05200%.

(21)The interest rate on these loans is subject to 1 Month CDOR, which as of December 31, 2023 was 5.45500%.

(22)The interest rate on these loans is subject to 3 Month CDOR, which as of December 31, 2023 was 5.44750%.

(23)The interest rate on these loans is subject to 3 Month BKBM, which as of December 31, 2023 was 5.63000%.

(24)The interest rate on these loans is subject to 6 Month SARON, which as of December 31, 2023 was 1.69524%.

(25)The interest rate on these loans is subject to 1 Month NIBOR, which as of December 31, 2023 was 4.59000%.

Barings Private Credit Corporation

Consolidated Schedule of Investments — (Continued)

December 31, 2023

(Amounts in thousands, except share amounts)

(26)Investment is non-income producing.

(27)Non-accrual investment.

(28)Some or all of the investment is or will be encumbered as security for the SMBC Credit Facility.

(29)Position or portion thereof is an unfunded loan or equity commitment.

(30)A summary of the Company’s investment portfolio by industry at fair value, and as a percentage of total investments and net assets are as follows:


($ in thousands)	December 31, 2023		Percent of Portfolio		Percent of Total Net Assets
Aerospace and Defense	$	118,617	4.8	%	9.1	%
Automotive	47,469		1.9		3.6
Banking, Finance, Insurance and Real Estate	401,512		16.3		30.7
Beverage, Food and Tobacco	25,223		1.0		1.9
Capital Equipment	72,457		3.0		5.5
Chemicals, Plastics, and Rubber	27,798		1.1		2.1
Construction and Building	21,657		0.9		1.7
Consumer goods: Durable	53,766		2.2		4.1
Consumer goods: Non-durable	37,547		1.5		2.9
Containers, Packaging and Glass	49,219		2.0		3.8
Energy: Electricity	8,389		0.3		0.6

Environmental Industries	61,116		2.5		4.7

Healthcare & Pharmaceuticals	226,610		9.2		17.3
High Tech Industries	372,585		15.2		28.5
Hotel, Gaming and Leisure	21,742		0.9		1.7
Investment Funds and Vehicles	28,538		1.2		2.2
Media: Advertising, Printing and Publishing	27,801		1.1		2.1
Media: Broadcasting and Subscription	5,767		0.2		0.4
Media: Diversified and Production	58,154		2.4		4.5
Metals and Mining	—		—		—

Services: Business	390,046		15.9		29.8
Services: Consumer	127,976		5.2		9.8
Structured Products	40,421		1.6		3.1
Telecommunications	23,688		1.0		1.8
Transportation: Cargo	150,066		6.1		11.5
Transportation: Consumer	49,022		2.0		3.8
Utilities: Electric	11,743		0.5		0.9


Total	$	2,458,929	100.0	%	188.1	%

(31)A summary of the composition of the Company’s investment portfolio at cost and fair value, and as a percentage of total investments and net assets are as follows:


($ in thousands)	Cost		Percent of Total Portfolio		Fair Value		Percent of Total Portfolio		Percent of Total Net Assets
December 31, 2023:
Senior debt and 1st lien notes	$	1,981,715	80	%	$	1,958,306	80	%	150	%
Subordinated debt and 2nd lien notes	158,720		7		148,450		6		11
Structured products	27,146		1		23,947		1		2
Equity shares	254,999		10		297,213		12		23
Equity warrants	4		—		2,475		—		—
Investment in joint ventures	45,143		2		28,538		1		2

	$	2,467,727	100	%	$	2,458,929	100	%	188	%

See accompanying notes.

Barings Private Credit Corporation

Notes to Unaudited Consolidated Financial Statements

1. ORGANIZATION, BUSINESS AND BASIS OF PRESENTATION

Organization and Business

The Company was formed on April 2, 2021 as a Maryland limited liability company named Barings Private Credit LLC and commenced operations on May 10, 2021 with its Initial Closing (as defined below). The Company converted to a Maryland corporation, effective on May 13, 2021. The Company is an externally managed, non-diversified closed-end management investment company that has elected to be regulated as a business development company (“BDC”) under the 1940 Act. In addition, the Company has 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”).

The Company is a non-exchange traded, privately offered perpetual-life BDC, which is a BDC whose shares are not listed for trading on a stock exchange or other securities market. The Company uses the term “privately offered perpetual-life BDC” to describe an investment vehicle of indefinite duration, whose shares of common stock are intended to be sold by the BDC on a continuous basis in private offerings at a price equal to the BDC’s net asset value (“NAV”) per share.

Description of Business

The Company is a financial services company that primarily lends to and invests in senior secured private debt investments in well-established middle-market businesses that operate across a wide range of industries. The Company is externally managed by Barings, an investment adviser that is registered with the Securities and Exchange Commission (the “SEC”) under the Investment Advisers Act of 1940, as amended (the “Advisers Act”). The Adviser, a wholly-owned subsidiary of Massachusetts Mutual Life Insurance Company (“MassMutual”), is a leading global asset management firm.

Formation Transactions/Initial Portfolio

On May 12, 2021, shortly prior to the Company’s election to be regulated as a BDC and conversion to a Maryland corporation, the Company acquired from MassMutual and C.M. Life Insurance Company (“CM Life”), a subsidiary of MassMutual, a select portfolio of senior secured private debt investments in, and funding obligations to, well-established middle-market businesses that operate across a wide range of industries (the “Initial Portfolio”). The Company used the net proceeds from its $450 million initial closing (the “Initial Closing”) of its private continuous offering of shares of the Company’s common stock (the “Private Offering”), along with borrowings under the Revolving Credit Facility, to purchase the Initial Portfolio.

The investments in the Initial Portfolio were selected based upon the Company’s defined investment objective, amount and type of unfunded obligations associated with each investment and the investment requirements set forth under the 1940 Act or otherwise imposed by applicable laws, rules or regulations, including in accordance with the Company’s election to be treated as a RIC for tax purposes.

The aggregate purchase price for the Initial Portfolio was $602.4 million, which is equal to the sum of the fair values of each investment in the Initial Portfolio at the time of purchase of the Initial Portfolio, net of accrued fees associated with certain unfunded obligations in the Initial Portfolio. The investments in the Initial Portfolio were valued as of March 31, 2021 by an independent third-party valuation firm, provided that any investments in the Initial Portfolio acquired by MassMutual or CM Life after March 31, 2021 were initially valued at cost. In connection with the acquisition of the Initial Portfolio, Barings conducted certain valuation procedures to confirm whether there had been any material changes to the fair value of the investments and obligations in the Initial Portfolio from the previously determined fair value thereof and concluded that no purchase price adjustments were necessary given the absence of any such material changes.

Basis of Presentation

The financial statements of the Company include the accounts of Barings Private Credit Corporation and its wholly-owned subsidiaries. The effects of all intercompany transactions between the Company and its wholly-owned subsidiaries have been eliminated in consolidation. The Company is an investment company and, therefore, applies the specialized accounting and reporting guidance in Accounting Standards Codification (“ASC”) Topic 946, Financial Services – Investment Companies (“ASC Topic 946”). ASC Topic 946 states that consolidation by the Company of an investee that is not an investment company is not appropriate, except when the Company holds a controlling interest in an operating company that provides all or substantially all of its services directly to the Company or to its portfolio companies. None of the portfolio investments made by the Company qualify for this exception. Therefore, the Company’s investment portfolio is carried on the Unaudited and

Barings Private Credit Corporation

Notes to Unaudited Consolidated Financial Statements — (Continued)

Audited Consolidated Balance Sheets at fair value, as discussed further in “Note 3. Investments”, with any adjustments to fair value recognized as “Net unrealized appreciation (depreciation)” on the Unaudited Consolidated Statements of Operations.

The accompanying Unaudited Consolidated Financial Statements are presented in conformity with accounting principles generally accepted in the United States (“U.S. GAAP”) for interim financial information and pursuant to the requirements for reporting on Form 10-Q and Articles 6, 10 and 12 of Regulation S-X. Accordingly, certain disclosures accompanying annual consolidated financial statements prepared in accordance with U.S. GAAP are omitted. In the opinion of management, all adjustments, consisting solely of normal recurring adjustments necessary for the fair presentation of financial statements for the interim period, have been reflected in the Unaudited Consolidated Financial Statements. The current period’s results of operations are not necessarily indicative of results that ultimately may be achieved for the full fiscal year. Additionally, the Unaudited Consolidated Financial Statements and accompanying notes should be read in conjunction with the Audited Consolidated Financial Statements and notes thereto for the year ended December 31, 2023. Financial statements prepared on a U.S. GAAP basis require management to make estimates and assumptions that affect the amounts and disclosures reported in the Unaudited Consolidated Financial Statements and accompanying notes. Such estimates and assumptions could change in the future as more information becomes known, which could impact the amounts reported and disclosed herein.

Recently Issued Accounting Standards

In June 2022, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update, 2022-03, Fair Value Measurement (Topic 820) (“ASU 2022-03”), which affects all entities that have investments in equity securities measured at fair value that are subject to a contractual sale restriction. The amendments in ASU 2022-03 clarify that a contractual restriction on the sale of an equity security is not considered part of the unit of account of the equity security and, therefore, is not considered in measuring the fair value. The amendments also require additional disclosures for equity securities subject to contractual sale restrictions that are measured at fair value in accordance with Topic 820. The effective dates for the amendments in ASU 2022-03 are for fiscal years beginning after December 15, 2023 and interim periods within those fiscal years. The Company determined this guidance will not have a material impact on its consolidated financial statements.

In November 2023, the FASB issued Accounting Standards Update, 2023-07, Segment Reporting (Topic 280) (“ASU 2023-07”), which applies to all entities that are required to report segment information in accordance with Topic 280, Segment Reporting. The amendments in ASU 2023-07 improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. The effective dates for the amendments in ASU 2023-07 are for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. The Company is currently evaluating the impact this guidance will have on its consolidated financial statements.

Discretionary Share Purchase Program

The Company has commenced a discretionary share repurchase program in which it may, subject to market conditions and the discretion of the Board, offer to repurchase, in each quarter, up to 5% of shares of the Company’s common stock outstanding as of the close of the previous calendar quarter. The Board may amend, suspend or terminate the share repurchase program at any time if in its reasonable judgment if it deems such action to be in the Company’s best interest and the best interest of the Company’s stockholders. As a result, share repurchases may not be available each quarter, such as when a repurchase offer would place an undue burden on the Company’s liquidity, adversely affect its operations or risk having an adverse impact on the Company that would outweigh the benefit of the repurchase offer. The Company intends to conduct such repurchase offers in accordance with the requirements of Exchange Act Rule 13e-4 and the 1940 Act and subject to compliance with applicable covenants and restrictions under the Company’s financing arrangements. All shares purchased by the Company pursuant to the terms of each tender offer will be redeemed and thereafter will be authorized and unissued shares.

Under the Company’s discretionary share repurchase program, to the extent the Company offers to repurchase shares in any particular quarter, it expects to repurchase shares pursuant to quarterly tender offers using a purchase price equal to the NAV per share as of the last calendar day of the applicable quarter (the “Valuation Date”). Stockholders who purchase shares of the Company’s common stock on or after March 1, 2024 should keep in mind that if they tender their shares of common stock in a tender offer with a Valuation Date that is within the 12-month period following the initial issue date of their tendered shares, the Company may repurchase such shares subject to an “early repurchase deduction” of 2% of the aggregate NAV of the shares repurchased (an “Early Repurchase Deduction”). The Early Repurchase Deduction will be retained by the Company for the benefit of remaining holders of the Company’s common stock. This Early Repurchase Deduction will also generally apply to minimum account repurchases. The Company may, from time to time, waive the Early Repurchase Deduction in the following circumstances, subject to certain conditions: repurchases resulting from death, qualifying disability or divorce; in the event of a stockholders’ shares are repurchased because the stockholder has failed to maintain the $5,000 minimum account balance; or due to trade or operational error.

Barings Private Credit Corporation

Notes to Unaudited Consolidated Financial Statements — (Continued)

During the three months ended June 30, 2024, the Company accepted for repurchase 167,112 shares for a total value of $3.5 million. For the six months ended June 30, 2024, the Company accepted for repurchase 1,705,852 shares for a total value of $35.8 million.

2. AGREEMENTS AND RELATED PARTY TRANSACTIONS

Advisory Agreement

Pursuant to the terms of an amended and restated investment advisory agreement (the “Advisory Agreement”), Barings manages the Company’s day-to-day operations and provides the Company with investment advisory services. Among other things, the Adviser (i) determines the composition of the portfolio of the Company, the nature and timing of the changes therein and the manner of implementing such changes; (ii) identifies, evaluates and negotiates the structure of the investments made by the Company; (iii) executes, closes, services and monitors the investments that the Company makes; (iv) determines the securities and other assets that the Company will purchase, retain or sell; (v) performs due diligence on prospective portfolio companies and (vi) provides the Company with such other investment advisory, research and related services as the Company may, from time to time, reasonably require for the investment of its funds.

The Advisory Agreement provides that, absent fraud, willful misfeasance, bad faith or gross negligence in the performance of its duties or by reason of the reckless disregard of its duties and obligations, the Adviser, and its officers, managers, partners, agents, employees, controlling persons, members and any other person or entity affiliated with the Adviser (collectively, the “IA Indemnified Parties”), are entitled to indemnification from the Company for any damages, liabilities, costs, demands, charges, claims and expenses (including reasonable attorneys’ fees and amounts reasonably paid in settlement) incurred by the IA Indemnified Parties in or by reason of any pending, threatened or completed action, suit, investigation or other proceeding (including an action or suit by or in the right of the Company or its security holders) arising out of any actions or omissions or otherwise based upon the performance of any of the Adviser’s duties or obligations under the Advisory Agreement or otherwise as an investment adviser of the Company. The Adviser’s services under the Advisory Agreement are not exclusive, and the Adviser is generally free to furnish similar services to other entities so long as its performance under the Advisory Agreement is not adversely affected.

Under the Advisory Agreement, the Company pays the Adviser (i) a base management fee (the “Base Management Fee”) and (ii) an incentive fee (the “Incentive Fee”) as compensation for the investment advisory and management services it provides the Company thereunder.

Base Management Fee

The Base Management Fee is calculated at an annual rate of 0.75% of the Company’s average gross assets, including assets purchased with borrowed funds or other forms of leverage but excluding (i) cash and cash equivalents (as defined below) and (ii) net unsettled purchases and sales of investments. For services rendered under the Advisory Agreement, the Base Management Fee is payable quarterly in arrears on a calendar quarter basis. The Base Management Fee is calculated based on the average value of the Company’s gross assets (excluding (i) cash and cash equivalents and (ii) net unsettled purchases and sales of investments) at the end of the two most recently completed calendar quarters prior to the quarter for which such fees are being calculated; provided, that upon the end of the first calendar quarter following the Initial Closing, the Base Management Fee is calculated based on the value of the Company’s gross assets (excluding (i) cash and cash equivalents and (ii) net unsettled purchases and sales of investments) as of such calendar quarter-end; provided further, that upon the end of the second calendar quarter following the Initial Closing, the Base Management Fee is calculated based on the average value of the Company’s gross assets (excluding (i) cash and cash equivalents and (ii) net unsettled purchases and sales of investments) at the end of each of the first two calendar quarters following the Initial Closing (including the quarter for which such fees are being calculated).

The Base Management Fee for any partial quarter will be appropriately pro-rated. All or any part of the Base Management Fee not taken as to any quarter will be deferred without interest and may be taken in any quarter prior to the occurrence of a liquidity event (if any). For purposes of the Advisory Agreement, “cash equivalents” means U.S. government securities, money market fund investments, commercial paper instruments and other similar cash equivalent investments maturing within one year of purchase.

For the three and six months ended June 30, 2024, the Base Management Fees determined in accordance with the terms of the Advisory Agreement were approximately $4.8 million and $9.4 million, respectively. For the three and six months ended June 30, 2023, the Base Management Fees determined in accordance with the terms of the Advisory Agreement were approximately $4.2 million and $8.1 million, respectively. As of June 30, 2024, the Base Management Fee of $4.8 million for the three months ended June 30, 2024 was unpaid and included in “Base management fees payable” in the accompanying

Barings Private Credit Corporation

Notes to Unaudited Consolidated Financial Statements — (Continued)

Unaudited Consolidated Balance Sheet. As of December 31, 2023, the Base Management Fee of $4.4 million for the three months ended December 31, 2023 was unpaid and included in “Base management fees payable” in the accompanying Consolidated Balance Sheet.

The Incentive Fee

The Incentive Fee under the Advisory Agreement is based on the Company’s income, as described below.

No portion of the Incentive Fee is payable until the completion of the first full calendar quarter following the one-year anniversary of the initial effective date of the Advisory Agreement, May 13, 2021 (the “Initial Effective Date”). Upon the completion of the first full calendar quarter following the one-year anniversary of the Initial Effective Date and thereafter, the Incentive Fee is determined and paid quarterly in arrears based on the amount by which (x) the aggregate “Pre-Incentive Fee Net Investment Income” (as defined below) in respect of the then-current calendar quarter and the three preceding calendar quarters (the “Trailing Twelve Months”), exceeds (y) the Hurdle Amount (as defined below) in respect of the Trailing Twelve Months. The Hurdle Amount is determined on a quarterly basis, and is calculated by multiplying 8.0% by the average of the Company’s NAV at the beginning of each applicable calendar quarter comprising the relevant Trailing Twelve Months. For this purpose, “Pre-Incentive Fee Net Investment Income” means interest income, dividend income and any other income (including, without limitation, any accrued income that the Company has not yet received in cash and any other fees such as commitment, origination, structuring, diligence and consulting fees or other fees that the Company receives from portfolio companies) accrued during the calendar quarter, minus the Company’s operating expenses accrued during the calendar quarter (including, without limitation, the Base Management Fee, administration expenses and any interest expense and dividends paid on any issued and outstanding preferred stock, but excluding the Incentive Fee). For the avoidance of doubt, Pre-Incentive Fee Net Investment Income does not include any realized capital gains, realized capital losses or unrealized capital appreciation or depreciation.

The calculation of the Incentive Fee for each quarter will be as follows:

•No Incentive Fee will be payable to the Adviser in any calendar quarter in which the Company’s aggregate Pre-Incentive Fee Net Investment Income for the Trailing Twelve Months does not exceed the Hurdle Amount;

•100% of the Company’s aggregate Pre-Incentive Fee Net Investment Income for the Trailing Twelve Months, if any, that exceeds the Hurdle Amount but is less than or equal to an amount (the “Catch-Up Amount”) determined on a quarterly basis by multiplying 8.889% by the average of the Company’s NAV at the beginning of each applicable calendar quarter comprising the relevant Trailing Twelve Months. The Catch-Up Amount is intended to provide the Adviser with an Incentive Fee of 10% on all of the Company’s Pre-Incentive Fee Net Investment Income when the Company’s Pre-Incentive Fee Net Investment Income reaches the Catch-Up Amount for the Trailing Twelve Months; and

•For any quarter in which the Company’s aggregate Pre-Incentive Fee Net Investment Income for the Trailing Twelve Months exceeds the Catch-Up Amount, the Incentive Fee will equal 10% of the amount of the Company’s Pre-Incentive Fee Net Investment Income for such Trailing Twelve Months, as the Hurdle Amount and Catch-Up Amount will have been achieved.

Subject to the Incentive Fee Cap (discussed below), the amount of the Incentive Fee that will be paid to Barings for a particular quarter will equal the aggregate Incentive Fee calculated as set forth above, less the aggregate Incentive Fees that were paid to Barings in the preceding three calendar quarters (or portion thereof) comprising the relevant Trailing Twelve Months.

The Incentive Fee is subject to a cap (the “Incentive Fee Cap”). The Incentive Fee Cap in any quarter is an amount equal to (x) 0.50% of the average value of the Company’s gross assets (excluding (i) cash and cash equivalents and (ii) net unsettled purchases and sales of investments) at the end of each quarter during the Trailing Twelve Months and appropriately adjusted for any share issuances or repurchases during the period (the “Average TTM Gross Assets”), or (y) in the event that the Company’s Cumulative Pre-Incentive Fee Net Return (as defined below) during the relevant Trailing Twelve Months is less than 9.0%, the Incentive Fee Cap will equal 0.20% of the Average TTM Gross Assets; provided that, if the Incentive Fee Cap as calculated in clause (x) of this paragraph applies in any quarter, in no event will the Company pay any incentive fee (or portion thereof) during such quarter to the extent that it would cause the Cumulative Net Investor Return (as defined below) during the relevant Trailing Twelve Months to be reduced to an amount below what the Cumulative Net Investor Return during such period would have been if the Incentive Fee Cap for such quarter had been calculated in accordance with clause (y) of this paragraph.

Barings Private Credit Corporation

Notes to Unaudited Consolidated Financial Statements — (Continued)

For purposes of the Advisory Agreement:

“Cumulative Net Investor Return” during the relevant Trailing Twelve Months means (1) (a) the Company’s aggregate interest income, dividend income and any other income (including, without limitation, any accrued income that the Company has not yet received in cash and any other fees such as commitment, origination, structuring, diligence and consulting fees or other fees that the Company receives from portfolio companies, but excluding, for the avoidance of doubt, any realized capital gains, realized capital losses or unrealized capital appreciation or depreciation) accrued during the period, minus the Company’s operating expenses accrued during the period (including, without limitation, the Base Management Fee, administration expenses, any interest expense and dividends paid on any issued and outstanding preferred stock and the incentive fee) in respect of the Trailing Twelve Months less (b) any Net Capital Loss (if positive), in respect of the Trailing Twelve Months, divided by (2) the average of the Company’s NAVs measured at the beginning of each quarter in the Trailing Twelve Months.

“Cumulative Pre-Incentive Fee Net Return” during the relevant Trailing Twelve Months means (1) (a) the aggregate Pre-Incentive Fee Net Investment Income in respect of the Trailing Twelve Months less (b) any Net Capital Loss (if positive), in respect of the Trailing Twelve Months, divided by (2) the average of the Company’s NAVs measured at the beginning of each quarter in the Trailing Twelve Months.

“Net Capital Loss” in respect of a particular period means the difference, if positive, between (i) aggregate capital losses on the Company’s assets, whether realized or unrealized, in such period and (ii) aggregate capital gains or other gains on the Company’s assets, whether realized or unrealized, in such period.

If, in any quarter, the Incentive Fee Cap is zero or a negative value, the Company will pay no Incentive Fee to Barings in that quarter. If, in any quarter, the Incentive Fee Cap is a positive value but is less than the Incentive Fee as calculated above, the Company will pay Barings the Incentive Fee Cap for such quarter. If, in any quarter, the Incentive Fee Cap is equal to or greater than the Incentive Fee as calculated above, the Company will pay Barings the Incentive Fee for such quarter without regard to the Incentive Fee Cap.

The fees that are payable under the Advisory Agreement for any partial period will be appropriately prorated. The fees are calculated using detailed policies and procedures approved by Barings and the Board, including a majority of its directors who are not “interested persons” of the Company, as defined in Section 2(a)(19) of the 1940 Act (“Independent Directors”), and such policies and procedures are consistent with the description of the calculation of the fees set forth above.

Barings may elect to defer or waive all or a portion of the fees that would otherwise be paid to it in its sole discretion. Any portion of a fee not taken as to any period will be deferred without interest and may be taken in any such other period prior to the occurrence of a liquidity event (if any) as Barings may determine in its sole discretion.

For the three and six months ended June 30, 2024, the Incentive Fees determined in accordance with the terms of the Advisory Agreement were $3.2 million and $6.3 million, respectively. For the three and six months ended June 30, 2023, the Incentive Fees determined in accordance with the terms of the Advisory Agreement were $2.7 million and $5.3 million, respectively. As of June 30, 2024, the Incentive Fee of $3.2 million for the three months ended June 30, 2024 was unpaid and included in “Incentive management fees payable” in the accompanying Unaudited Consolidated Balance Sheet. As of December 31, 2023, the Incentive Fee of $3.0 million for the three months ended December 31, 2023 was unpaid and included in “Incentive management fees payable” in the accompanying Consolidated Balance Sheet.

The Advisory Agreement had an initial term of two years. The Advisory Agreement was most recently re-approved on May 7, 2024 by our Board, including a majority of Independent Directors, and will continue automatically for successive one-year periods, provided that such continuance is specifically approved at least annually by (i) the vote of the Board, or by the vote of a majority of the outstanding voting securities of the Company and (ii) the vote of a majority of the Independent Directors. The Advisory Agreement may be terminated at any time, without the payment of any penalty, upon 60 days’ written notice, (i) by the vote of a majority of the outstanding voting securities of the Company or (ii) by the vote of the Board, or (iii) by the Adviser upon 90 days’ written notice. The Advisory Agreement will automatically terminate in the event of its “assignment” (as such term is defined for purposes of Section 15(a)(4) of the 1940 Act).

Payment of Expenses

All investment professionals of Barings and its staff, when and to the extent engaged in providing investment advisory and management services under the Advisory Agreement, and the compensation and routine overhead expenses of such personnel

Barings Private Credit Corporation

Notes to Unaudited Consolidated Financial Statements — (Continued)

allocable to such services, are provided and paid for by Barings and not by the Company. The Company bears all other costs and expenses of its operations and transactions, including, without limitation, those relating to:

•organizational and offering expenses;

•investment advisory and management fees payable under the Advisory Agreement;

•all other non-investment advisory expenses incurred by the Company or Barings in connection with administering the Company’s business (including payments under the Administration Agreement (as defined below) based upon the Company’s allocable portion of Barings’ overhead in performing its obligations under the Administration Agreement, including rent and the allocable portion of the cost of the Company’s Chief Financial Officer and Chief Compliance Officer and their respective staffs); and

•all other expenses of the Company’s operations and transactions, including those listed in the Advisory Agreement.

Sub-Advisory Agreement

Barings has retained Baring International Investment Limited (“BIIL”), its indirect, wholly-owned subsidiary, as a sub-adviser to manage the Company’s European investments, pursuant to the terms of a sub-advisory agreement (the “Sub-Advisory Agreement”). BIIL is an investment adviser registered with the SEC in the United States and the Financial Conduct Authority in the United Kingdom with its principal office located in London, England.

Under the terms of the Sub-Advisory Agreement and except as expressly provided for therein, BIIL provides advisory services with respect to the Company’s European investments on terms and conditions that are, as far as possible, identical to the terms and conditions under which Barings itself serves as its investment adviser under the Advisory Agreement. In addition, except as expressly set forth in the Sub-Advisory Agreement, BIIL is entitled to the same rights and protections as Barings is under the terms of the Advisory Agreement. Barings maintains oversight responsibilities for BIIL’s activities as they relate to the Company’s investment portfolio (including BIIL’s compliance with the requirements set out, referred to or contemplated by the Advisory Agreement), but BIIL is not under the day-to-day direction and supervision of Barings with respect to such activities; provided, however, that Barings retains ultimate discretion over the selection, acquisition and disposal of assets to or from the Company’s investment portfolio. Barings, and not the Company, is solely responsible for paying compensation to BIIL, which amount shall be a portion of the management fees paid by the Company to Barings under the Advisory Agreement, as agreed to between Barings and BIIL from time to time.

The Sub-Advisory Agreement had an initial term of two years. The Sub-Advisory Agreement was most recently re-approved on May 7, 2024 by our Board, including a majority of the Independent Directors, and will continue automatically for successive annual periods, provided that such continuance is specifically approved at least annually by (1) the vote of the Board, or by the vote of a majority of the Company’s outstanding voting securities, and (2) the vote of a majority of the Independent Directors. The Sub-Advisory Agreement may be terminated at any time, without the payment of any penalty, upon 60 days’ written notice, (1) by the vote of a majority of the Company’s outstanding voting securities, (2) by the vote of the Board, (3) by Barings, or (4) by BIIL. The Sub-Advisory Agreement will automatically terminate in the event of its or the Advisory Agreement’s “assignment” (as such term is defined for purposes of Section 15(a)(4) of the 1940 Act) or upon termination of the Advisory Agreement.

Administration Agreement

Under the terms of an administration agreement (the “Administration Agreement”) with the Adviser, the Adviser also performs (or oversees, or arranges for, the performance of) the administrative services necessary for the Company to operate (in such capacity, the “Administrator”), including, but not limited to, providing office facilities, equipment, clerical, bookkeeping and record-keeping services at such office facilities and such other services as the Administrator, subject to review by the Board, from time to time, determines to be necessary or useful to perform its obligations under the Administration Agreement. The Administrator also, on behalf of the Company and subject to oversight by the Board, arranges for the services of, and oversees, custodians, depositories, transfer agents, dividend disbursing agents, other stockholder servicing agents, accountants, attorneys, underwriters, brokers and dealers, corporate fiduciaries, insurers, banks and such other persons in any such other capacity deemed to be necessary or desirable.

The Company reimburses Barings for the costs and expenses incurred by it in performing its obligations and providing personnel and facilities under the Administration Agreement in an amount negotiated and mutually agreed to by the Company and Barings quarterly in arrears. In no event will the agreed-upon quarterly expense amount exceed the amount of expenses that would otherwise be reimbursable by the Company under the Administration Agreement for the applicable quarterly period, and Barings will not be entitled to the recoupment of any amounts in excess of the agreed-upon quarterly expense amount.

Barings Private Credit Corporation

Notes to Unaudited Consolidated Financial Statements — (Continued)

The costs and expenses incurred by the Administrator on behalf of the Company under the Administration Agreement include, but are not limited to:

• the allocable portion of the Administrator’s rent for the Company’s Chief Financial Officer and the Chief Compliance Officer and their respective staffs, which is based upon the allocable portion of the usage thereof by such personnel in connection with their performance of administrative services under the Administration Agreement;

• the allocable portion of the salaries, bonuses, benefits and expenses of the Company’s Chief Financial Officer and Chief Compliance Officer and their respective staffs, which is based upon the allocable portion of the time spent by such personnel in connection with performing administrative services for the Company under the Administration Agreement;

• the actual cost of goods and services used for the Company and obtained by the Administrator from entities not affiliated with the Company, which is reasonably allocated to the Company on the basis of assets, revenues, time records or other methods conforming with U.S. GAAP;

• all fees, costs and expenses associated with the engagement of a sub-administrator, if any; and

• costs associated with (a) the monitoring and preparation of regulatory reporting, including filings with the SEC and tax reporting, (b) the coordination and oversight of service provider activities and the direct cost of such contractual matters related thereto and (c) the preparation of all financial statements and the coordination and oversight of audits, regulatory inquiries, certifications and sub-certifications.

For the three and six months ended June 30, 2024, the Company incurred and was invoiced by the Administrator expenses of approximately $0.3 million and $0.8 million, respectively. For the three and six months ended June 30, 2023, the Company incurred and was invoiced by the Administrator expenses of approximately $0.4 million and $1.0 million, respectively. As of June 30, 2024, administrative expenses of $0.3 million incurred during the three months ended June 30, 2024 were unpaid and included in “Administrative fees payable” in the accompanying Unaudited Consolidated Balance Sheet. As of December 31, 2023, administrative expenses of $0.4 million incurred during the three months ended December 31, 2023 were unpaid and included in “Administrative fees payable” in the accompanying Consolidated Balance Sheet.

The Administration Agreement had an initial term of two years. The Administration Agreement was most recently re-approved on May 7, 2024 by our Board, including a majority of the Independent Directors, and will continue automatically for successive one-year periods so long as such continuance is specifically approved at least annually by the Board, including a majority of the Independent Directors. The Administration Agreement may be terminated at any time, without the payment of any penalty, by vote of the Board, or by the Adviser, upon 90 days’ written notice to the other party. The Administration Agreement may not be assigned by a party without the consent of the other party.

Expense Support and Conditional Reimbursement Agreement

The Company has entered into an expense support agreement (the “Expense Support Agreement”) with Barings, pursuant to which Barings may elect to pay certain of the Company’s expenses on its behalf (“Expense Payment”), including organization and offering expenses, provided that no portion of the payment will be used to pay any interest expense or distribution and/or shareholder servicing fees of the Company. Any Expense Payment that Barings commits to pay must be paid by Barings to the Company in any combination of cash or other immediately available funds no later than forty-five days after such commitment is made in writing, and/or offset against amounts due from us to Barings or its affiliates.

Following any calendar quarter in which Available Operating Funds (as defined below) exceed the cumulative distributions accrued to the Company’s stockholders based on distributions declared with respect to record dates occurring in such calendar quarter (the amount of such excess referred to herein as “Excess Operating Funds”), the Company will pay such Excess Operating Funds, or a portion thereof, to Barings until such time as all Expense Payments made by Barings to the Company within three years prior to the last business day of such calendar quarter have been reimbursed. Any payments required to be made by the Company under the Expense Support Agreement are referred to herein as a “Reimbursement Payment.” “Available Operating Funds” means the sum of (i) the Company’s net investment company taxable income (including net short-term capital gains reduced by net long-term capital losses), (ii) the Company’s net capital gains (including the excess of net long-term capital gains over net short-term capital losses) and (iii) dividends and other distributions paid to the Company on account of investments in portfolio companies (to the extent such amounts listed in clause (iii) are not included under clauses (i) and (ii) above).

The amount of the Reimbursement Payment for any calendar quarter will equal the lesser of (i) the Excess Operating Funds in such quarter and (ii) the aggregate amount of all Expense Payments made by Barings to the Company within three

Barings Private Credit Corporation

Notes to Unaudited Consolidated Financial Statements — (Continued)

years prior to the last business day of such calendar quarter that have not been previously reimbursed by the Company to Barings; provided that Barings may waive its right to receive all or a portion of any Reimbursement Payment in any particular calendar quarter, in which case such waived amount will remain unreimbursed Expense Payments reimbursable in future quarters pursuant to the terms of the Expense Support Agreement.

The Company’s obligation to make a Reimbursement Payment will automatically become a liability of the Company on the last business day of the applicable calendar quarter, except to the extent Barings has waived its right to receive such payment for the applicable quarter. The Reimbursement Payment for any calendar quarter will be paid by the Company to Barings in any combination of cash or other immediately available funds as promptly as possible following such calendar quarter and in no event later than forty-five days after the end of such calendar quarter.

Either the Company or Barings may terminate the Expense Support Agreement at any time, with or without notice, without the payment of any penalty, provided that any Expense Payments that have not been reimbursed by the Company to Barings will remain the obligation of the Company following any such termination, subject to the terms of the Expense Support Agreement.

There were no Expense Payments or Reimbursement Payments made during the three and six months ended June 30, 2024 or 2023.

3. INVESTMENTS

Portfolio Composition

The Company predominately invests in senior secured private debt investments in well-established middle-market businesses that operate across a wide range of industries. The Adviser’s existing SEC co-investment exemptive relief under the 1940 Act permits the Company and the Adviser’s affiliated private funds and SEC regulated funds to co-invest in loans originated by the Adviser, which allows the Adviser to efficiently implement its senior secured private debt investment strategy for the Company.

The cost basis of the Company’s debt investments includes any unamortized purchased premium or discount, unamortized loan origination fees and payment-in-kind (“PIK”) interest, if any. Summaries of the composition of the Company’s investment portfolio at cost and fair value, and as a percentage of total investments and net assets, as of June 30, 2024 and December 31, 2023 are shown in the following table:


($ in thousands)	Cost		Percentage of Total Portfolio		Fair Value		Percentage of Total Portfolio		Percentage of Total Net Assets
June 30, 2024:
Senior debt and 1st lien notes	$	2,138,751	81	%	$	2,105,189	80	%	120	%
Subordinated debt and 2nd lien notes	145,853		6		143,861		6		8
Structured products	26,439		1		25,881		1		1
Equity shares	267,332		10		307,969		12		18
Equity warrants	4		—		2,708		—		—
Royalty rights	9,678		—		9,678		—		1
Investment in joint ventures	44,906		2		25,786		1		1
Short-term investments	10,067		—		10,066		—		1
	$	2,643,030	100	%	$	2,631,138	100	%	150	%

Barings Private Credit Corporation

Notes to Unaudited Consolidated Financial Statements — (Continued)


($ in thousands)	Cost		Percentage of Total Portfolio		Fair Value		Percentage of Total Portfolio		Percentage of Total Net Assets
December 31, 2023:
Senior debt and 1st lien notes	$	1,981,715	80	%	$	1,958,306	80	%	150	%
Subordinated debt and 2nd lien notes	158,720		7		148,450		6		11
Structured products	27,146		1		23,947		1		2
Equity shares	254,999		10		297,213		12		23
Equity warrants	4		—		2,475		—		—
Investment in joint ventures	45,143		2		28,538		1		2

	$	2,467,727	100	%	2,458,929		100	%	188	%

During the three months ended June 30, 2024, the Company made nine new portfolio company investments totaling $112.6 million, made additional investments in existing portfolio companies totaling $163.6 million and made additional investments in existing joint venture equity portfolio companies totaling $0.1 million. During the six months ended June 30, 2024, the Company made 19 new portfolio company investments totaling $243.3 million, made additional investments in existing portfolio companies totaling $309.0 million and made additional investments in existing joint venture equity portfolio companies totaling $1.5 million.

During the three months ended June 30, 2023, the Company made new investments totaling $8.8 million, made additional investments in existing portfolio companies totaling $48.5 million, made a new investment in a new joint venture equity portfolio company totaling $4.6 million, made additional investments in existing joint venture equity portfolio companies totaling $2.5 million and made a $50.0 million equity co-investment alongside certain affiliates in an existing portfolio company that specializes in providing financing to plaintiff law firms engaged in mass tort and other civil litigation. During the six months ended June 30, 2023, the Company made new investments totaling $82.9 million, made additional investments in existing portfolio companies totaling $105.5 million, made a new investment in a new joint venture equity portfolio company totaling $4.6 million, made additional investments in existing joint venture equity portfolio companies totaling $2.5 million and made a $62.0 million equity co-investment alongside certain affiliates in a portfolio company that specializes in providing financing to plaintiff law firms engaged in mass tort and other civil litigation.

Barings Private Credit Corporation

Notes to Unaudited Consolidated Financial Statements — (Continued)

Industry Composition

The industry composition of investments at fair value at June 30, 2024 and December 31, 2023, excluding short-term investments, was as follows:


($ in thousands)	June 30, 2024		Percent of Portfolio		Percent of Total Net Assets		December 31, 2023		Percent of Portfolio		Percent of Total Net Assets
Aerospace and Defense	$	141,921	5.4	%	8.1	%	$	118,617	4.8	%	9.1	%
Automotive	27,602		1.1		1.6		47,469		1.9		3.6
Banking, Finance, Insurance and Real Estate	412,612		15.7		23.4		401,512		16.3		30.7
Beverage, Food and Tobacco	43,794		1.7		2.5		25,223		1.0		1.9
Capital Equipment	59,364		2.3		3.4		72,457		3.0		5.5
Chemicals, Plastics, and Rubber	31,628		1.2		1.8		27,798		1.1		2.1
Construction and Building	45,426		1.7		2.6		21,657		0.9		1.7
Consumer Goods: Durable	54,247		2.1		3.1		53,766		2.2		4.1
Consumer Goods: Non-durable	74,904		2.9		4.3		37,547		1.5		2.9
Containers, Packaging and Glass	52,830		2.0		3.0		49,219		2.0		3.8
Electrical Components & Equipment	20,880		0.8		1.2		—		—		—
Energy: Electricity	8,791		0.3		0.5		8,389		0.3		0.6

Environmental Industries	59,668		2.3		3.4		61,116		2.5		4.7

Healthcare & Pharmaceuticals	261,190		10.0		14.8		226,610		9.2		17.3
High Tech Industries	334,864		12.8		19.0		372,585		15.2		28.5
Hotel, Gaming and Leisure	24,093		0.9		1.4		21,742		0.9		1.7
Investment Funds and Vehicles	25,786		1.0		1.5		28,538		1.2		2.2
Media: Advertising, Printing and Publishing	37,447		1.4		2.1		27,801		1.1		2.1
Media: Broadcasting and Subscription	14,300		0.6		0.8		5,767		0.2		0.4
Media: Diversified and Production	58,792		2.2		3.3		58,154		2.4		4.5


Services: Business	483,296		18.4		27.5		390,046		15.9		29.8
Services: Consumer	131,319		5.0		7.4		127,976		5.2		9.8
Structured Products	40,455		1.5		2.3		40,421		1.6		3.1
Telecommunications	23,910		0.9		1.3		23,688		1.0		1.8
Transportation: Cargo	119,829		4.6		6.8		150,066		6.1		11.5
Transportation: Consumer	20,690		0.8		1.2		49,022		2.0		3.8
Utilities: Electric	11,434		0.4		0.6		11,743		0.5		0.9


Total	$	2,621,072	100.0	%	148.9	%	$	2,458,929	100.0	%	188.1	%

CPCF BPCC LLC

On June 8, 2023, the Company established a joint venture, CPCF BPCC LLC (“CPCF BPCC”), with Cresset Partners Private Credit Fund, LLC (“CPCF”) to invest in senior secured, middle-market, private debt investments, syndicated senior secured loans and structured product investments. During the six months ended June 30, 2024, the Company held a 9.1% partnership interest in CPCF BPCC. As of June 30, 2024, the cost and fair value of the Company’s investment in CPCF BPCC was $9.3 million and $9.4 million, respectively.

Barings Private Credit Corporation

Notes to Unaudited Consolidated Financial Statements — (Continued)

For the three and six months ended June 30, 2024, CPCF BPCC declared $3.8 million and $7.2 million in dividends, respectively, of which $0.3 million and $0.7 million, respectively, was recognized as dividend income in the Company’s Unaudited Consolidated Statements of Operations. For the period from June 8, 2023 (commencement of operations) to June 30, 2023, CPCF BPCC did not declare any dividends.

The total value of CPCF BPCC’s investment portfolio was $249.2 million as of June 30, 2024 as compared to $212.3 million as of December 31, 2023. As of June 30, 2024, CPCF BPCC’s investments had an aggregate cost of $248.6 million as compared to $211.1 million as of December 31, 2023. As of June 30, 2024 and December 31, 2023, the CPCF BPCC investment portfolio consisted of the following investments:


($ in thousands)	Cost		Percentage of Total Portfolio		Fair Value		Percentage of Total Portfolio
June 30, 2024:
Senior debt and 1st lien notes	$	248,593	100	%	$	249,214	100	%






	$	248,593	100	%	$	249,214	100	%
December 31, 2023:
Senior debt and 1st lien notes	$	211,115	100	%	$	212,256	100	%
	$	211,115	100	%	$	212,256	100	%

As of June 30, 2024 and December 31, 2023, the weighted average yield on the principal amount of CPCF BPCC’s outstanding debt investments other than non-accrual debt investments was approximately 10.9% and 11.1%, respectively.

The industry composition of CPCF BPCC’s investments at fair value at June 30, 2024 and December 31, 2023 was as follows:


($ in thousands)	June 30, 2024				December 31, 2023
Aerospace and Defense	$	26,199	10.5	%	$	15,754	7.4	%
Automotive	4,937		2.0		6,908		3.3
Banking, Finance, Insurance and Real Estate	12,950		5.2		12,729		6.0

Capital Equipment	21,072		8.5		22,834		10.8
Chemicals, Plastics, and Rubber	2,736		1.1		2,961		1.4

Consumer Goods: Durable	2,767		1.1		2,962		1.4
Consumer Goods: Non-durable	4,921		2.0		—		—


Energy: Electricity	4,833		1.9		4,962		2.3



Healthcare & Pharmaceuticals	27,701		11.1		24,572		11.6
High Tech Industries	53,096		21.3		40,316		19.0


Media: Advertising, Printing and Publishing	10,699		4.3		6,478		3.1

Media: Diversified and Production	5,889		2.4		5,806		2.7


Services: Business	54,762		22.0		44,317		20.8
Services: Consumer	9,778		3.9		9,892		4.7


Transportation: Cargo	2,956		1.2		2,911		1.4
Transportation: Consumer	—		—		4,951		2.3
Utilities: Electric	3,918		1.5		3,903		1.8


Total	$	249,214	100.0	%	$	212,256	100.0	%

Barings Private Credit Corporation

Notes to Unaudited Consolidated Financial Statements — (Continued)

The geographic composition of CPCF BPCC’s investments at fair value at June 30, 2024 and December 31, 2023 was as follows:


($ in thousands)	June 30, 2024				December 31, 2023


Canada	$	7,900	3.2	%	$	9,959	4.7	%
France	20,459		8.2		21,122		10.0
Germany	9,738		3.9		9,945		4.7

Netherlands	2,967		1.2		3,043		1.4


United Kingdom	5,323		2.1		5,968		2.8
USA	202,827		81.4		162,219		76.4
Total	$	249,214	100.0	%	$	212,256	100.0	%

CPCF BPCC LLC’s credit facility with Citibank, N.A., which is non-recourse to the Company, initially closed on June 16, 2023, and had approximately $169.4 million and $133.3 million outstanding as of June 30, 2024 and December 31, 2023, respectively.

The Company may sell portions of its investments via assignment to CPCF BPCC. Since inception, as of June 30, 2024 and December 31, 2023, the Company had sold $265.0 million and $212.5 million, respectively, of its investments to CPCF BPCC. For both the three and six months ended June 30, 2024, the Company realized a gain on the sales of its investments to CPCF BPCC of $0.1 million. For both the three and six months ended June 30, 2023, the Company realized a gain on the sales of its investments to CPCF BPCC of $2.0 million. As of both June 30, 2024 and December 31, 2023, the Company did not have any unsettled receivables due from CPCF BPCC. The sale of the investments met the criteria set forth in ASC 860, Transfers and Servicing, for treatment as a sale and satisfies the following conditions:

•assigned investments have been isolated from the Company, and put presumptively beyond the reach of the Company and its creditors, even in bankruptcy or other receivership;

•each participant has the right to pledge or exchange the assigned investments it received, and no condition both constrains the participant from taking advantage of its right to pledge or exchange and provides more than a trivial benefit to the Company; and

•the Company, its consolidated affiliates or its agents do not maintain effective control over the assigned investments through either: (i) an agreement that entitles and/or obligates the Company to repurchase or redeem the assets before maturity, or (ii) the ability to unilaterally cause the holder to return specific assets, other than through a cleanup call.

The Company has determined that CPCF BPCC is an investment company under ASC Topic 946, Financial Services - Investment Companies, however, in accordance with such guidance, the Company will generally not consolidate its investment in a company other than a substantially wholly owned investment company subsidiary, which is an extension of the operations of the Company, or a controlled operating company whose business consists of providing services to the Company. The Company does not consolidate its interest in CPCF BPCC as it is not a substantially wholly owned investment company subsidiary. In addition, CPCF BPCC is not an operating company and the Company does not control CPCF BPCC due to the allocation of voting rights among CPCF BPCC members.

Thompson Rivers LLC

On April 28, 2020, Thompson Rivers LLC (“Thompson Rivers”) was formed as a Delaware limited liability company. On September 1, 2021, the Company entered into a limited liability company agreement governing Thompson Rivers. Under Thompson Rivers’ current operating agreement, as amended to date, the Company has a capital commitment of $30.0 million of equity capital to Thompson Rivers, all of which has been funded as of June 30, 2024. As of June 30, 2024, aggregate commitments to Thompson Rivers by the Company and the other members under the current operating agreement total $450.0 million, all of which has been funded.

Barings Private Credit Corporation

Notes to Unaudited Consolidated Financial Statements — (Continued)

For the three and six months ended June 30, 2024, Thompson Rivers declared $7.5 million and $22.5 million in dividends, respectively, of which nil was recognized as dividend income in the Company’s Unaudited Consolidated Statements of Operations. In addition, for the three and six months ended June 30, 2024, the Company recognized $0.5 million and $1.4 million of the dividends, respectively, as a return of capital. For the three and six months ended June 30, 2023, Thompson Rivers declared $41.0 million and $98.0 million in dividends, respectively, of which nil was recognized as dividend income in the Company’s Unaudited Consolidated Statements of Operations. In addition, for the three and six months ended June 30, 2023, the Company recognized $2.6 million and $6.2 million of the dividends, respectively, as a return of capital.

As of June 30, 2024, Thompson Rivers had $257.8 million in Ginnie Mae early buyout loans and $9.2 million in cash. As of December 31, 2023, Thompson Rivers had $366.7 million in Ginnie Mae early buyout loans and $7.1 million in cash. As of June 30, 2024, Thompson Rivers had 1,673 outstanding loans with an average unpaid balance of $0.2 million and weighted average coupon of 4.0%. As of December 31, 2023, Thompson Rivers had 2,305 outstanding loans with an average unpaid balance of $0.2 million and weighted average coupon of 4.0%.

As of June 30, 2024 and December 31, 2023, the Thompson Rivers investment portfolio consisted of the following investments:


($ in thousands)	Cost		Percentage of Total Portfolio		Fair Value		Percentage of Total Portfolio
June 30, 2024:
Federal Housing Administration (“FHA”) loans	$	258,190	93	%	$	240,367	93	%
Veterans Affairs (“VA”) loans	18,684		7		17,425		7

	$	276,874	100	%	$	257,792	100	%
December 31, 2023:
Federal Housing Administration (“FHA”) loans	$	360,847	93	%	$	342,240	93	%
Veterans Affairs (“VA”) loans	25,810		7		24,491		7
	$	386,657	100	%	$	366,731	100	%

Thompson Rivers’ repurchase agreement with JPMorgan Chase Bank, which is non-recourse to the Company, had approximately $58.2 million and $83.5 million outstanding as of June 30, 2024 and December 31, 2023, respectively. Thompson Rivers’ repurchase agreement with Bank of America N.A., which is non-recourse to the Company, had approximately $120.6 million and $170.8 million outstanding as of June 30, 2024 and December 31, 2023, respectively. Thompson Rivers’ repurchase agreement with Barclays Bank, which is non-recourse to the Company, had approximately $38.8 million and $50.0 million outstanding as of June 30, 2024 and December 31, 2023, respectively.

The Company has determined that Thompson Rivers is an investment company under ASC Topic 946, Financial Services - Investment Companies, however, in accordance with such guidance, the Company will generally not consolidate its investment in a company other than a substantially wholly owned investment company subsidiary, which is an extension of the operations of the Company, or a controlled operating company whose business consists of providing services to the Company. The Company does not consolidate its interest in Thompson Rivers as it is not a substantially wholly owned investment company subsidiary. In addition, Thompson Rivers is not an operating company and the Company does not control Thompson Rivers due to the allocation of voting rights among Thompson Rivers members.

As of June 30, 2024 and December 31, 2023, Thompson Rivers had the following contributed capital and unfunded commitments from its members:


($ in thousands)	As of June 30, 2024		As of December 31, 2023
Total contributed capital by Barings Private Credit Corporation (1)	$	32,226	$	32,226
Total contributed capital by all members (2)	$	482,083	$	482,083

Total unfunded commitments by Barings Private Credit Corporation	$	—	$	—
Total unfunded commitments by all members	$	—	$	—

(1)Includes $2.2 million of dividend re-investments.

(2)Includes dividend re-investments of $32.1 million and total contributed capital by related parties of $209.3 million as of both June 30, 2024 and December 31, 2023.

Barings Private Credit Corporation

Notes to Unaudited Consolidated Financial Statements — (Continued)

Waccamaw River LLC

On January 4, 2021, Waccamaw River LLC (“Waccamaw River”) was formed as a Delaware limited liability company. On September 1, 2021, the Company entered into a limited liability company agreement governing Waccamaw River. Under Waccamaw River’s current operating agreement, as amended to date, the Company has a capital commitment of $25.0 million of equity capital to Waccamaw River, all of which has been funded as of June 30, 2024. As of June 30, 2024, aggregate commitments to Waccamaw River by the Company and the other members under the current operating agreement total $125.0 million, all of which has been funded.

For both the three and six months ended June 30, 2024, Waccamaw River declared $14.9 million in dividends, of which $2.6 million was recognized as dividend income in the Company’s Unaudited Consolidated Statements of Operations. In addition, for both the three and six months ended June 30, 2024, the Company recognized $0.3 million of the dividends as a return of capital. For the three and six months ended June 30, 2023, Waccamaw River declared $3.7 million and $7.3 million in dividends, respectively, of which $0.7 million and $1.5 million, respectively, was recognized as dividend income in the Company’s Unaudited Consolidated Statements of Operations.

As of June 30, 2024, Waccamaw River had $65.6 million in unsecured consumer loans and $7.2 million in cash. As of December 31, 2023, Waccamaw River had $182.3 million in unsecured consumer loans and $6.6 million in cash. As of June 30, 2024, Waccamaw River had 9,819 outstanding loans with an average loan size of $9,064, remaining average life to maturity of 38.2 months and weighted average interest rate of 11.8%. As of December 31, 2023, Waccamaw River had 21,435 outstanding loans with an average loan size of $10,338, remaining average life to maturity of 40.0 months and weighted average interest rate of 12.7%.

Waccamaw River’s secured loan borrowing with JPMorgan Chase Bank, N.A., which is non-recourse to the Company, had $71.0 million outstanding as of December 31, 2023. On April 15, 2024, Waccamaw River’s secured borrowing with JPMorgan Chase Bank, N.A. was terminated and fully repaid. Waccamaw River’s secured loan borrowing with Barclays Bank PLC, which is non-recourse to the Company, had approximately $12.3 million and $51.3 million outstanding as of June 30, 2024 and December 31, 2023, respectively.

The Company has determined that Waccamaw River is an investment company under ASC Topic 946, Financial Services - Investment Companies, however, in accordance with such guidance, the Company will generally not consolidate its investment in a company other than a substantially wholly owned investment company subsidiary, which is an extension of the operations of the Company, or a controlled operating company whose business consists of providing services to the Company. The Company does not consolidate its interest in Waccamaw River as it is not a substantially wholly owned investment company subsidiary. In addition, Waccamaw River is not an operating company and the Company does not control Waccamaw River due to the allocation of voting rights among Waccamaw River members.

As of June 30, 2024 and December 31, 2023, Waccamaw River had the following contributed capital and unfunded commitments from its members:


($ in thousands)	As of June 30, 2024		As of December 31, 2023
Total contributed capital by Barings Private Credit Corporation	$	25,000	$	25,000
Total contributed capital by all members (1)	$	139,020	$	139,020




Total unfunded commitments by Barings Private Credit Corporation	$	—	$	—
Total unfunded commitments by all members	$	—	$	—

(1)Includes $87.3 million of total contributed capital by related parties as of both June 30, 2024 and December 31, 2023.

Eclipse Business Capital Holdings LLC

On July 8, 2021, the Company made an equity investment in Eclipse Business Capital Holdings LLC (“Eclipse”) of $63.4 million, a second lien senior secured loan of $3.2 million and unfunded revolver of $9.6 million, alongside other related party affiliates. On August 12, 2022, the Company increased the unfunded revolver to $16.0 million. As of June 30, 2024 and December 31, 2023, $5.9 million and $3.9 million, respectively, of the revolver was funded. Eclipse conducts its business through Eclipse Business Capital LLC. Eclipse is one of the country’s leading independent asset-based lending (“ABL”) platforms that provides financing to middle-market borrowers in the U.S. and Canada. Eclipse provides revolving lines of credit and term loans ranging in size from $10 – $125 million that are secured by collateral such as accounts receivable, inventory, equipment, or real estate. Eclipse lends to both privately-owned and publicly-traded companies across a range of industries, including manufacturing, retail, automotive, oil & gas, services, distribution, and consumer products. The addition of Eclipse to

Barings Private Credit Corporation

Notes to Unaudited Consolidated Financial Statements — (Continued)

the portfolio allows the Company to participate in an asset class and commercial finance operations that offer differentiated income returns as compared to directly originated loans. Eclipse is led by a seasoned team of ABL experts.

The Company has determined that Eclipse is not an investment company under ASC Topic 946, Financial Services -Investment Companies. Under ASC 810-10-15-12(d), an investment company generally does not consolidate an investee that is not an investment company other than a controlled operating company whose business consists of providing services to the company. Thus, the Company is not required to consolidate Eclipse because it does not provide services to the Company. Instead, the Company accounts for its equity investment in Eclipse in accordance with ASC 946-320, presented as a single investment measured at fair value.

Rocade Holdings LLC

On February 1, 2023, the Company made an equity investment in Rocade Holdings LLC (“Rocade”) of $12.0 million, alongside other related party affiliates and made additional investments thereafter during the fiscal year ended December 31, 2023 of $96.0 million. The total equity invested in Rocade as of June 30, 2024 was $108.0 million (excluding preferred dividends) and the Company had $2.0 million of unfunded preferred equity commitments. Rocade conducts its business through Rocade LLC and operates as Rocade Capital. Rocade is one of the country’s leading litigation finance platforms that specializes in providing financing to plaintiff law firms engaged in mass tort and other civil litigation. Rocade typically provides loans to law firms that are secured by the borrowing firm’s interests in award settlements, including contingency fees expected to be earned from successful litigation. The loans generally bear floating rate PIK interest with an overall expected annualized return between 10% and 25% and collect debt service upon receipt of settlement awards and/or contingency fees. The addition of Rocade to the portfolio allows the Company to participate in an uncorrelated asset class that offer differentiated income returns as compared to directly originated loans. Rocade is led by a seasoned team of litigation finance experts.

The Company has determined that Rocade is not an investment company under ASC Topic 946, Financial Services - Investment Companies. Under ASC 810-10-15-12(d), an investment company generally does not consolidate an investee that is not an investment company other than a controlled operating company whose business consists of providing services to the company. Thus, the Company is not required to consolidate Rocade because it does not provide services to the Company. Instead, the Company accounts for its equity investment in Rocade in accordance with ASC 946-320, presented as a single investment measured at fair value.

Valuation of Investments

The Adviser conducts the valuation of the Company’s investments, upon which the Company’s NAV is primarily based, in accordance with its valuation policy, as well as established and documented processes and methodologies for determining the fair values of portfolio company investments on a recurring (at least quarterly) basis in accordance with the 1940 Act and FASB ASC Topic 820, Fair Value Measurements and Disclosures (“ASC Topic 820”). The Company’s current valuation policy and processes were established by the Adviser and were approved by the Board.

Under ASC Topic 820, fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between a willing buyer and a willing seller at the measurement date. For the Company’s portfolio securities, fair value is generally the amount that the Company might reasonably expect to receive upon the current sale of the security. The fair value measurement assumes that the sale occurs in the principal market for the security, or in the absence of a principal market, in the most advantageous market for the security. If no market for the security exists or if the Company does not have access to the principal market, the security should be valued based on the sale occurring in a hypothetical market.

Under ASC Topic 820, there are three levels of valuation inputs, as follows:

Level 1 Inputs – include quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2 Inputs – include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.

Level 3 Inputs – include inputs that are unobservable and significant to the fair value measurement.

A financial instrument is categorized within the ASC Topic 820 valuation hierarchy based upon the lowest level of input to the valuation process that is significant to the fair value measurement. For example, a Level 3 fair value measurement may include inputs that are observable (Levels 1 and 2) and unobservable (Level 3). Therefore, unrealized appreciation and depreciation related to such investments categorized as Level 3 investments within the tables below may include changes in fair value that are attributable to both observable inputs (Levels 1 and 2) and unobservable inputs (Level 3).

Barings Private Credit Corporation

Notes to Unaudited Consolidated Financial Statements — (Continued)

The Company’s investment portfolio includes certain debt and equity instruments of privately held companies for which quoted prices or other observable inputs falling within the categories of Level 1 and Level 2 are generally not available. In such cases, the Adviser determines the fair value of the Company’s investments in good faith primarily using Level 3 inputs. In certain cases, quoted prices or other observable inputs exist, and if so, the Adviser assesses the appropriateness of the use of these third-party quotes in determining fair value based on (i) its understanding of the level of actual transactions used by the broker to develop the quote and whether the quote was an indicative price or binding offer and (ii) the depth and consistency of broker quotes and the correlation of changes in broker quotes with the underlying performance of the portfolio company.

There is no single approach for determining fair value in good faith, as fair value depends upon the specific circumstances of each individual investment. The recorded fair values of the Company’s Level 3 investments may differ significantly from fair values that would have been used had an active market for the securities existed. In addition, changes in the market environment and other events that may occur over the life of the investments may cause the gains or losses ultimately realized on these investments to be different than the valuations currently assigned.

Investment Valuation Process

The Board must determine fair value in good faith for any or all Company investments for which market quotations are not readily available. The Board has designated the Adviser as valuation designee to perform the fair value determinations relating to the value of the assets held by the Company for which market quotations are not readily available. The Adviser has established a pricing committee that is, subject to the oversight of the Board, responsible for the approval, implementation and oversight of the processes and methodologies that relate to the pricing and valuation of assets held by the Company. The Adviser uses independent third-party providers to price the portfolio, but in the event an acceptable price cannot be obtained from an approved external source, the Adviser will utilize alternative methods in accordance with internal pricing procedures established by the Adviser’s pricing committee.

At least annually, the Adviser conducts reviews of the primary pricing vendors to validate that the inputs used in the vendors’ pricing process are deemed to be market observable. While the Adviser is not provided access to proprietary models of the vendors, the reviews have included on-site walkthroughs of the pricing process, methodologies and control procedures for each asset class and level for which prices are provided. The review also includes an examination of the underlying inputs and assumptions for a sample of individual securities across asset classes, credit rating levels and various durations, a process the Adviser continues to perform annually. In addition, the pricing vendors have an established challenge process in place for all security valuations, which facilitates identification and resolution of prices that fall outside expected ranges. The Adviser believes that the prices received from the pricing vendors are representative of prices that would be received to sell the assets at the measurement date (i.e., exit prices).

The Company’s money market fund investments are generally valued using Level 1 inputs and its equity investments listed on an exchange or on the NASDAQ National Market System are valued using Level 1 inputs, using the last quoted sale price of that day. The Company’s syndicated senior secured loans and structured product investments are generally valued using Level 2 inputs, which are generally valued at the bid quotation obtained from dealers in loans by an independent pricing service. The Company’s middle-market, private debt and equity investments are generally valued using Level 3 inputs.

Independent Valuation

The fair value of loans and equity investments that are not syndicated or for which market quotations are not readily available, including middle-market loans, are generally submitted to independent providers to perform an independent valuation on those loans and equity investments as of the end of each quarter. Such loans and equity investments are initially held at cost, as that is a reasonable approximation of fair value on the acquisition date, and monitored for material changes that could affect the valuation (for example, changes in interest rates or the credit quality of the borrower). At the quarter end following that of the initial acquisition, such loans and equity investments are generally sent to a valuation provider which will determine the fair value of each investment. The independent valuation providers apply various methods (synthetic rating analysis, discounting cash flows, and re-underwriting analysis) to establish the rate of return a market participant would require (the “discount rate”) as of the valuation date, given market conditions, prevailing lending standards and the perceived credit quality of the issuer. Future expected cash flows for each investment are discounted back to present value using these discount rates in the discounted cash flow analysis. A range of values will be provided by the valuation provider and the Adviser will determine the point within that range that it will use. If the Adviser’s pricing committee disagrees with the price range provided, it may make a fair value recommendation to the Adviser that is outside of the range provided by the independent valuation provider and the reasons therefore. In certain instances, the Company may determine that it is not cost-effective, and as a result is not in the stockholders’ best interests, to request an independent valuation firm to perform an independent valuation on certain investments. Such instances include, but are not limited to, situations where the fair value of the investment in the portfolio company is determined to be insignificant relative to the total investment portfolio.

Barings Private Credit Corporation

Notes to Unaudited Consolidated Financial Statements — (Continued)

Valuation Inputs

The Adviser’s valuation techniques are based upon both observable and unobservable pricing inputs. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Adviser’s market assumptions. The Adviser’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the financial instrument. An independent pricing service provider is the preferred source of pricing a loan, however, to the extent the independent pricing service provider price is unavailable or not relevant and reliable, the Adviser will utilize alternative approaches such as broker quotes or manual prices. The Adviser attempts to maximize the use of observable inputs and minimize the use of unobservable inputs. The availability of observable inputs can vary from investment to investment and is affected by a wide variety of factors, including the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets and other characteristics particular to the security.

Valuation of Investment in CPCF BPCC, Thompson Rivers and Waccamaw River

As CPCF BPCC, Thompson Rivers and Waccamaw River are investment companies with no readily determinable fair values, the Adviser estimates the fair value of the Company’s investments in these entities using the NAV of each company and the Company’s ownership percentage as a practical expedient. The NAV is determined in accordance with the specialized accounting guidance for investment companies.

Level 3 Unobservable Inputs

The following tables summarize the significant unobservable inputs the Adviser used in the valuation of the Company’s Level 3 debt and equity securities as of June 30, 2024 and December 31, 2023. The weighted average range of unobservable inputs is based on fair value of investments.

June 30, 2024

($ in thousands)(3)

Fair Value

Valuation
Model

Level 3
Input

Range of
Inputs

Weighted
Average

Impact to Valuation from an Increase in Input

Senior debt and 1st lien notes(1)

1,748,466

Yield Analysis

Market Yield

8.1% – 19.5%

11.3%

Decrease

29,199

Market Approach

Adjusted EBITDA Multiple

1.9x – 11.5x

8.0x

Increase

245,144

Recent Transaction

Transaction Price

95.0% – 99.5%

98.2%

Increase

Subordinated debt and 2nd lien notes(2)

98,369

Yield Analysis

Market Yield

8.5% – 18.0%

13.4%

Decrease

23,329

Market Approach

Adjusted EBITDA Multiple

9.0x – 23.2x

14.7x

Increase

886

Recent Transaction

Transaction Price

98.0%

Increase

Equity shares

29,913

Yield Analysis

Market Yield

9.7% – 25.7%

13.0%

Decrease

262,165

Market Approach

Adjusted EBITDA Multiple

5.5x – 27.0x

15.3x

Increase

1,610

Market Approach

Revenue Multiple

5.5x – 9.0x

6.3x

Increase

8,043

Discounted Cash Flow Analysis

Discount Rate

14.4%

Decrease

5,892

Net Asset Approach

Liabilities

$(76,365.9)

Decrease

346

Recent Transaction

Transaction Price

$0.00 – $100.00

$100.00

Increase

Equity warrants

2,708

Market Approach

Adjusted EBITDA Multiple

6.3x – 11.5x

7.6x

Increase

Royalty rights

9,678

Recent Transaction

Transaction Price

$1.00

Increase

(1) Excludes investments with an aggregate fair value amounting to $18,481, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.

(2) Excludes investments with an aggregate fair value amounting to $9,060, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.

(3) For structured products, investments with an aggregate fair value amounting to $16,718, were valued by the Adviser using unadjusted

Barings Private Credit Corporation

Notes to Unaudited Consolidated Financial Statements — (Continued)

prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.

During the six months ended June 30, 2024, two equity positions with an aggregate fair value of $20.6 million transitioned from a market approach to a yield analysis valuation model. In addition, three senior debt and first lien note positions with an aggregate fair value of $20.0 million transitioned from a yield analysis to a market approach valuation model. The changes in approach were driven by considerations given to the financial performance of each portfolio company.

December 31, 2023

($ in thousands)(3)

Fair Value

Valuation
Model

Level 3
Input

Range of
Inputs

Weighted
Average

Impact to Valuation from an Increase in Input

Senior debt and 1st lien notes(1)

1,684,709

Yield Analysis

Market Yield

7.8% – 26.1%

11.5%

Decrease

17,693

Market Approach

Adjusted EBITDA Multiple

1.1x – 12.5x

6.5x

Increase

184,932

Recent Transaction

Transaction Price

95.0% – 100.0%

97.7%

Increase

Subordinated debt and 2nd lien notes(2)

121,811

Yield Analysis

Market Yield

8.5% – 21.0%

13.8%

Decrease

7,123

Market Approach

Adjusted EBITDA Multiple

11.0x

Increase

Equity shares

8,788

Yield Analysis

Market Yield

14.6%

Decrease

274,281

Market Approach

Adjusted EBITDA Multiple

4.8x – 30.0x

11.0x

Increase

1,789

Market Approach

Revenue Multiple

6.5x – 9.5x

6.8x

Increase

6,080

Discounted Cash Flow Analysis

Discount Rate

14.2%

Decrease

5,327

Net Asset Approach

Liabilities

$(55,281.8)

Decrease

873

Recent Transaction

Transaction Price

$1.00 – $10.00

$4.07

Increase

Equity warrants

2,475

Market Approach

Adjusted EBITDA Multiple

6.3x – 12.5x

7.3x

Increase

(1) Excludes investments with an aggregate fair value amounting to $28,299, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.

(2) Excludes investments with an aggregate fair value amounting to $1,339, which the Adviser valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.

(3) For structured products, investments with an aggregate fair value amounting to $15,705, were valued by the Adviser using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs were not readily available.

During the year ended December 31, 2023, one equity position with a fair value of $2.6 million and six senior debt and first lien note positions with an aggregate fair value of $16.4 million transitioned from a yield analysis to a market approach valuation model. In addition, one senior debt and first lien note position with a fair value of $16.5 million and one structured product position with a fair value of $6.5 million transitioned from a discounted cash flow analysis to a broker quote valuation model. The changes in approach were driven by considerations given to the financial performance of each portfolio company.

Barings Private Credit Corporation

Notes to Unaudited Consolidated Financial Statements — (Continued)

The following tables present the Company’s investment portfolio at fair value as of June 30, 2024 and December 31, 2023, categorized by the ASC Topic 820 valuation hierarchy, as previously described:


	Fair Value as of June 30, 2024
($ in thousands)	Level 1		Level 2		Level 3		Total
Senior debt and 1st lien notes	$	—	$	63,899	$	2,041,290	$	2,105,189
Subordinated debt and 2nd lien notes	—		12,217		131,644		143,861
Structured products	—		9,163		16,718		25,881
Equity shares	—		—		307,969		307,969
Equity warrants	—		—		2,708		2,708
Royalty rights	—		—		9,678		9,678
Short-term investments	10,066		—		—		10,066
Investments subject to leveling	$	10,066	$	85,279	$	2,510,007	$	2,605,352
Investment in joint ventures (1)							$	25,786
							$	2,631,138

	Fair Value as of December 31, 2023
($ in thousands)	Level 1		Level 2		Level 3		Total
Senior debt and 1st lien notes	$	—	$	42,673	$	1,915,633	$	1,958,306
Subordinated debt and 2nd lien notes	—		18,177		130,273		148,450
Structured products	—		8,242		15,705		23,947
Equity shares	75		—		297,138		297,213
Equity warrants	—		—		2,475		2,475

Investments subject to leveling	$	75	$	69,092	$	2,361,224	$	2,430,391
Investment in joint ventures (1)							$	28,538
							$	2,458,929

(1)The Company’s investments in CPCF BPCC, Thompson Rivers and Waccamaw River are measured at fair value using NAV and have not been categorized in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Unaudited Consolidated Balance Sheet and Consolidated Balance Sheet.

Barings Private Credit Corporation

Notes to Unaudited Consolidated Financial Statements — (Continued)

The following tables reconcile the beginning and ending balances of the Company’s investment portfolio measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the six months ended June 30, 2024 and 2023:


Six Months Ended June 30, 2024 ($ in thousands)	Senior Debt and 1st Lien Notes		Subordinated Debt and 2nd Lien Notes		Structured Products		Equity Shares		Equity Warrants		Royalty Rights		Total
Fair value, beginning of period	$	1,915,633	$	130,273	$	15,705	$	297,138	$	2,475	$	—	$	2,361,224
New investments	486,743		27,873		—		4,440		—		9,678		528,734
Investment restructuring	(12,566)		8,861		—		—		—		—		(3,705)
Transfers into (out of) Level 3, net	(100)		—		—		—		—		—		(100)
Proceeds from sales of investments	(75,601)		—		—		—		—		—		(75,601)
Loan origination fees received	(11,263)		(580)		—		—		—		—		(11,843)
Principal repayments received	(257,304)		(29,862)		(714)		—		—		—		(287,880)
Payment-in-kind interest / dividends	1,614		1,440		—		8,062		—		—		11,116

Accretion of loan premium /discount	304		39		—		—		—		—		343
Accretion of deferred loan origination revenue	6,785		515		—		—		—		—		7,300
Realized gain (loss)	(3,334)		(8,379)		—		—		—		—		(11,713)
Unrealized appreciation (depreciation)	(9,621)		1,464		1,727		(1,671)		233		—		(7,868)
Fair value, end of period	$	2,041,290	$	131,644	$	16,718	$	307,969	$	2,708	$	9,678	$	2,510,007


Six Months Ended June 30, 2023 ($ in thousands)	Senior Debt and 1st Lien Notes		Subordinated Debt and 2nd Lien Notes		Structured Products		Equity Shares		Equity Warrants		Total
Fair value, beginning of period	$	1,736,050	$	143,294	$	16,380	$	157,313	$	1,083	$	2,054,120
New investments	173,950		8,712		—		67,211		—		249,873
Transfers into (out of) Level 3, net	—		(8,949)		—		522		—		(8,427)
Proceeds from sales of investments	(114,341)		—		—		—		—		(114,341)
Loan origination fees received	(4,085)		(47)		—		—		—		(4,132)
Principal repayments received	(65,844)		(17,086)		(714)		—		—		(83,644)
Payment-in-kind interest / dividends	2,281		1,008				2,933		—		6,222

Accretion of loan premium /discount	288		352		—		—		—		640
Accretion of deferred loan origination revenue	5,144		172		—		—		—		5,316
Realized gain (loss)	(939)		(278)		—		—		—		(1,217)
Unrealized appreciation (depreciation)	2,964		(2,151)		(101)		8,908		83		9,703
Fair value, end of period	$	1,735,468	$	125,027	$	15,565	$	236,887	$	1,166	$	2,114,113

All realized gains and losses and unrealized appreciation and depreciation are included in earnings (changes in net assets) and are reported on separate line items within the Company’s Unaudited Consolidated Statements of Operations. Pre-tax net unrealized depreciation on Level 3 investments of $15.1 million during the six months ended June 30, 2024 was related to portfolio company investments that were still held by the Company as of June 30, 2024. Pre-tax net unrealized appreciation on Level 3 investments of $7.8 million during the six months ended June 30, 2023 was related to portfolio company investments that were still held by the Company as of June 30, 2023.

Barings Private Credit Corporation

Notes to Unaudited Consolidated Financial Statements — (Continued)

Exclusive of short-term investments, during the six months ended June 30, 2024, the Company made investments of approximately $492.6 million in portfolio companies to which it was not previously contractually committed to provide such financing. During the six months ended June 30, 2024, the Company made investments of $61.2 million in portfolio companies to which it was previously committed to provide such financing.

During the six months ended June 30, 2023, the Company made investments of approximately $209.3 million in portfolio companies to which it was not previously contractually committed to provide such financing. During the six months ended June 30, 2023, the Company made investments of $48.2 million in portfolio companies to which it was previously committed to provide such financing.

Unsettled Purchases and Sales of Investments

Investment transactions are recorded based on the trade date of the transaction. As a result, unsettled purchases and sales are recorded as payables and receivables from unsettled transactions, respectively. While purchase and sales of the Company’s syndicated senior secured loans generally settle on a T+7 basis, the settlement period will sometimes extend past the scheduled settlement. In such cases, the Company generally is contractually owed and recognizes interest income equal to the applicable margin (“spread”) beginning on the T+7 date. Such income is accrued as interest receivable and is collected upon settlement of the investment transaction.

Realized Gain or Loss and Unrealized Appreciation or Depreciation of Portfolio Investments

Realized gains or losses are recorded upon the sale or liquidation of investments and are calculated as the difference between the net proceeds from the sale or liquidation, if any, and the cost basis of the investment using the specific identification method. Unrealized appreciation or depreciation reflects the difference between the fair value of the investments and the cost basis of the investments.

Investment Classification

In accordance with the provisions of the 1940 Act, the Company classifies investments by level of control. As defined in the 1940 Act, “Control Investments” are investments in those companies that the Company is deemed to “Control.” “Affiliate Investments” are investments in those companies that are “Affiliated Persons” of the Company, as defined in the 1940 Act, other than Control Investments. “Non-Control / Non-Affiliate Investments” are those that are neither Control Investments nor Affiliate Investments. Generally, under the 1940 Act, the Company is deemed to control a company in which it has invested if the Company owns more than 25.0% of the voting securities (i.e., securities with the right to elect directors) and/or has the power to exercise control over the management or policies of such portfolio company. As of June 30, 2024, the Company does not “Control” any of its portfolio companies for the purposes of the 1940 Act. Under the 1940 Act, the Company is deemed to be an Affiliated Person of a company in which the Company has invested if it owns at least 5.0%, but no more than 25.0%, of the outstanding voting securities of such company.

Short-Term Investments

Short-term investments represent investments in money market funds.

Cash and Foreign Currencies

Cash consists of deposits held at a custodian bank and restricted cash pledged as collateral for certain derivative instruments. Cash is carried at cost, which approximates fair value. The Company places its cash with financial institutions and, at times, cash may exceed insured limits under applicable law.

Investment Income

Interest income, including amortization of premium and accretion of discount, is recorded on the accrual basis to the extent that such amounts are expected to be collected. Generally, when interest and/or principal payments on a loan become past due, or if the Company otherwise does not expect the borrower to be able to service its debt and other obligations, the Company will place the loan on non-accrual status and will generally cease recognizing interest income on that loan for financial reporting purposes until all principal and interest have been brought current through payment or due to a restructuring such that the interest income is deemed to be collectible. The Company writes off any previously accrued and uncollected interest when it is determined that interest is no longer considered collectible. As of June 30, 2024 and December 31, 2023, the Company had five and two portfolio companies, respectively, with investments that were on non-accrual.

Barings Private Credit Corporation

Notes to Unaudited Consolidated Financial Statements — (Continued)

Dividend income on preferred equity securities is recorded on the accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected. Dividend income on common equity is recorded on the ex-dividend date.

Payment-in-Kind Interest

The Company currently holds, and expects to hold in the future, some loans in its portfolio that contain PIK interest provisions. PIK interest, computed at the contractual rate specified in each loan agreement, is periodically added to the principal balance of the loan, rather than being paid to the Company in cash, and is recorded as interest income. Thus, the actual collection of PIK interest may be deferred until the time of debt principal repayment.

PIK interest, which is a non-cash source of income at the time of recognition, is included in the Company’s taxable income and therefore affects the amount the Company is required to distribute to its stockholders to maintain its tax treatment as a RIC for federal income tax purposes, even though the Company has not yet collected the cash. Generally, when current cash interest and/or principal payments on a loan become past due, or if the Company otherwise does not expect the borrower to be able to service its debt and other obligations, the Company will place the loan on non-accrual status and will generally cease recognizing PIK interest income on that loan for financial reporting purposes until all principal and interest have been brought current through payment or due to a restructuring such that the interest income is deemed to be collectible. The Company writes off any accrued and uncollected PIK interest when it is determined that the PIK interest is no longer collectible.

Fee and Other Income

Origination, facility, commitment, consent and other advance fees received in connection with loan agreements (“Loan Origination Fees”) are recorded as deferred income and recognized as investment income over the term of the loan. Upon prepayment of a loan, any unamortized Loan Origination Fees are recorded as investment income. In the general course of its business, the Company receives certain fees from portfolio companies, which are non-recurring in nature. Such fees include loan prepayment penalties, structuring fees, covenant waiver fees and loan amendment fees, and are recorded as investment income when earned. Other income includes royalty income received in connection to revenue participation rights which is recorded on an accrual basis in accordance with revenue participation right agreements and recognized as investment income over the term of the rights.

Fee and other income for the three and six months ended June 30, 2024 and 2023 were as follows:


	Three Months Ended		Three Months Ended		Six Months Ended		Six Months Ended
($ in thousands)	June 30, 2024		June 30, 2023		June 30, 2024		June 30, 2023
Recurring Fee and Other Income:
Amortization of loan origination fees	$	2,519	$	2,147	$	4,724	$	4,341
Management, valuation and other fees	635		643		1,222		1,206
Royalty income	187		—		187		—
Total Recurring Fee and Other Income	3,341		2,790		6,133		5,547
Non-Recurring Fee and Other Income:
Prepayment fees	326		380		351		380
Acceleration of unamortized loan origination fees	1,677		640		2,663		1,049
Advisory, loan amendment and other fees	171		114		744		302
Total Non-Recurring Fee and Other Income	2,174		1,134		3,758		1,731
Total Fee and Other Income	$	5,515	$	3,924	$	9,891	$	7,278

General and Administrative Expenses

Other general and administrative expenses include Board fees, directors’ and officers’ insurance costs, legal and accounting expenses, expenses reimbursable to the Adviser under the terms of the Administration Agreement and other costs related to operating the Company.

Offering Expenses

Costs associated with the offering of common stock of the Company are capitalized as deferred offering expenses and included on the Consolidated Balance Sheet in “Prepaid expenses and other assets” and amortized over a twelve-month period

Barings Private Credit Corporation

Notes to Unaudited Consolidated Financial Statements — (Continued)

from incurrence. These expenses consist primarily of legal fees and other costs incurred in connection with the Company’s private offering of common stock.

Deferred Financing Fees

Costs incurred to issue debt are capitalized and are amortized over the term of the debt agreements using the effective interest method.

Segments

The Company lends to and invests in customers in various industries. The Company separately evaluates the performance of each of its lending and investment relationships. However, because each of these loan and investment relationships has similar business and economic characteristics, they have been aggregated into a single lending and investment segment. All applicable segment disclosures are included in or can be derived from the Company’s financial statements.

Concentration of Credit Risk

As of June 30, 2024 and December 31, 2023, there were no individual investments representing greater than 10% of the fair value of the Company’s portfolio. As of both June 30, 2024 and December 31, 2023, the Company’s largest single portfolio company investment, excluding short-term investments, represented approximately 4.7% of the fair value of the Company’s portfolio. Income, consisting of interest, dividends, fees, other investment income and realization of gains or losses on equity interests, can fluctuate dramatically upon repayment of an investment or sale of an equity interest and in any given year can be highly concentrated among several portfolio companies.

As of June 30, 2024, all of BPC Funding LLC’s (“BPC Funding”) assets were pledged (or will be pledged when the related investment purchase settles) as collateral for the Revolving Credit Facility. As of June 30, 2024, all of Barings Private Credit Corporation CLO 2023-1 Ltd.’s assets were pledged (or will be pledged when the related investment purchase settles) as collateral for the 2023 Debt Securitization. As of June 30, 2024, all assets (other than those that are owned by BPC Funding and Barings Private Credit Corporation CLO 2023-1 Ltd.) were pledged (or will be pledged when the related investment purchase settles) as collateral for the SMBC Credit Facility.

Financial and Derivative Instruments

Pursuant to ASC 815, Derivatives and Hedging, certain derivative instruments entered into by the Company are designated as hedging instruments. For all derivative instruments designated as a hedge, the entire change in the fair value of the hedging instrument shall be recorded in the same line item of the Unaudited Consolidated Statements of Operations as the hedged item. The Company’s derivative instruments are used to hedge the Company’s fixed rate debt, and therefore both the periodic payment and the change in fair value for the effective hedge, if applicable, will be recognized as components of interest expense in the Unaudited Consolidated Statements of Operations. The fair value of the Company’s interest rate swaps is based on unadjusted prices from independent pricing services and independent indicative broker quotes, which are Level 2 inputs.

Investments Denominated in Foreign Currency

As of June 30, 2024 the Company held 17 investments that were denominated in Australian dollars, two investments that were denominated in Canadian dollars, one investment that was denominated in Danish kroner, 74 investments that were denominated in Euros, two investments that were denominated in Swiss francs, two investments that were denominated in Swedish kronor, two investments that were denominated in New Zealand dollars, one investment that was denominated in Norwegian kroner and 25 investments that were denominated in British pounds sterling. As of December 31, 2023, the Company held 17 investments that were denominated in Australian dollars, two investments that were denominated in Canadian dollars, one investment that was denominated in Danish kroner, 72 investments that were denominated in Euros, two investments that were denominated in Swiss francs, two investments that were denominated in Swedish kronor, two investments that were denominated in New Zealand dollars, one investment that was denominated in Norwegian kroner and 26 investments that were denominated in British pounds sterling.

At each balance sheet date, portfolio company investments denominated in foreign currencies are translated into United States dollars using the spot exchange rate on the last business day of the period. Purchases and sales of foreign portfolio company investments, and any income from such investments, are translated into United States dollars using the rates of exchange prevailing on the respective dates of such transactions.

Barings Private Credit Corporation

Notes to Unaudited Consolidated Financial Statements — (Continued)

Although the fair values of foreign portfolio company investments and the fluctuation in such fair values are translated into United States dollars using the applicable foreign exchange rates described above, the Company does not separately report that portion of the change in fair values resulting from foreign currency exchange rates fluctuations from the change in fair values of the underlying investment. All fluctuations in fair value are included in net unrealized appreciation (depreciation) of investments in the Company’s Unaudited Consolidated Statements of Operations.

In addition, during both the six months ended June 30, 2024 and June 30, 2023, the Company entered into forward currency contracts primarily to help mitigate the impact that an adverse change in foreign exchange rates would have on the Company’s investments denominated in foreign currencies. Net unrealized appreciation or depreciation on foreign currency contracts are included in “Net unrealized appreciation (depreciation) – forward currency contracts” and net realized gains or losses on forward currency contracts are included in “Net realized gains (losses) – forward currency contracts” in the Company’s Unaudited Consolidated Statements of Operations.

Investments denominated in foreign currencies and foreign currency transactions may involve certain considerations and risks not typically associated with those of domestic origin, including unanticipated movements in the value of the foreign currency relative to the U.S. Dollar.

4. INCOME TAXES

The Company has elected for federal income tax purposes to be treated, and intends to qualify annually, as a RIC under the Code and intends to make the required distributions to its stockholders as specified therein. In order to maintain its tax treatment as a RIC, the Company must meet certain minimum distribution, source-of-income and asset diversification requirements. If such requirements are met, then the Company is generally required to pay taxes only on the portion of its taxable income and gains it does not distribute (actually or constructively). The Company has historically met its minimum distribution requirements and continually monitors its distribution requirements with the goal of ensuring compliance with the Code.

Depending on the level of investment company taxable income (“ICTI”) and net capital gains, if any, or taxable income, the Company may choose to carry forward undistributed taxable income and pay a 4% nondeductible U.S. federal excise tax on certain undistributed income unless the Company distributes, in a timely manner, an amount at least equal to the sum of (i) 98% of net ordinary income for each calendar year, (ii) 98.2% of the amount by which capital gains exceed capital losses (adjusted for certain ordinary losses) for the one-year period ending October 31 in that calendar year (or later if the Company is permitted to elect and so elects) and (iii) certain undistributed amounts from previous years on which the Company paid no U.S. federal income tax. Any such carryover of taxable income must be distributed before the end of that next tax year through a dividend declared prior to filing of the tax return related to the year which generated such taxable income not to be subject to U.S. federal income tax. For the three and six months ended June 30, 2024, the Company recorded net expenses of $30.8 thousand and $0.3 million, respectively, for U.S. federal excise tax. For the three and six months ended June 30, 2023, the Company recorded net expenses of $0.2 million and $0.3 million, respectively, for U.S. federal excise tax.

Tax positions taken or expected to be taken in the course of preparing the Company’s tax returns are evaluated to determine whether the tax positions are more-likely-than-not of being sustained by the applicable tax authority. Tax positions not deemed to meet the more-likely-than not threshold would be recorded as a tax benefit or expense in the current year. Management has analyzed the Company’s tax positions taken, or to be taken, on federal income tax returns for all open tax years (fiscal years 2021-2022), and has concluded that the provision for uncertain tax positions in the Company’s financial statements is appropriate.

Taxable income generally differs from increase in net assets resulting from operations due to temporary and permanent differences in the recognition of income and expenses, and generally excludes net unrealized gains or losses, as unrealized gains or losses are generally not included in taxable income until they are realized. The Company makes certain adjustments to the classification of net assets as a result of permanent book-to-tax differences, which include differences in the book and tax basis of certain assets and liabilities, and nondeductible federal taxes or losses among other items. To the extent these differences are permanent, they are charged or credited to additional paid in capital, or total distributable earnings (loss), as appropriate.

For federal income tax purposes, the cost of investments owned as of June 30, 2024 and December 31, 2023 was approximately $2,621.9 million and $2,446.2 million, respectively. As of June 30, 2024, net unrealized appreciation on the Company’s investments (tax basis) was approximately $14.4 million, consisting of gross unrealized appreciation, where the fair value of the Company’s investments exceeds their tax cost, of approximately $106.7 million and gross unrealized depreciation, where the tax cost of the Company’s investments exceeds their fair value, of approximately $92.3 million. As of December 31, 2023, net unrealized depreciation on the Company’s investments (tax basis) was approximately $5.6 million, consisting of gross unrealized appreciation, where the fair value of the Company’s investments exceeds their tax cost, of approximately

Barings Private Credit Corporation

Notes to Unaudited Consolidated Financial Statements — (Continued)

$93.8 million and gross unrealized depreciation, where the tax cost of the Company’s investments exceeds their fair value, of approximately $99.4 million.

In addition, the Company has a wholly-owned taxable subsidiary (the “Taxable Subsidiary”), which holds certain portfolio investments that are listed on the Unaudited and Audited Consolidated Schedules of Investments. The Taxable Subsidiary is consolidated for financial reporting purposes, such that the Company’s consolidated financial statements reflect the Company’s investments in the portfolio companies owned by the Taxable Subsidiary. The purpose of the Taxable Subsidiary is to permit the Company to hold certain portfolio companies that are organized as limited liability companies (“LLCs”) (or other forms of pass-through entities) and still satisfy the RIC tax requirement that at least 90% of the RIC’s gross revenue for income tax purposes must consist of qualifying investment income. Absent the Taxable Subsidiary, a proportionate amount of any gross income of an LLC (or other pass-through entity) portfolio investment would flow through directly to the RIC. To the extent that such income did not consist of qualifying investment income, it could jeopardize the Company’s ability to qualify as a RIC and therefore cause the Company to incur significant amounts of federal income taxes. When LLCs (or other pass-through entities) are owned by the Taxable Subsidiary, their income is taxed to the Taxable Subsidiary and does not flow through to the RIC, thereby helping the Company preserve its RIC tax treatment and resultant tax advantages. The Taxable Subsidiary is not consolidated for income tax purposes and may generate income tax expense or benefit as a result of its ownership of the portfolio companies. This income tax expense or benefit, if any, is reflected in the Company’s Unaudited Consolidated Statements of Operations. Additionally, any unrealized appreciation related to portfolio investments held by the Taxable Subsidiary (net of unrealized depreciation related to portfolio investments held by the Taxable Subsidiary), is reflected net of applicable federal and state income taxes, if any, in the Company’s Unaudited Consolidated Statements of Operations, with the related deferred tax assets or liabilities, if any, included in “Accounts payable and accrued liabilities” in the Company’s Unaudited and Audited Consolidated Balance Sheets. As of both June 30, 2024 and December 31, 2023, the Company recorded a net deferred tax liability of $0.7 million pertaining to operating losses and tax basis differences related to certain partnership interests.

5. BORROWINGS

The Company had the following borrowings outstanding as of June 30, 2024 and December 31, 2023:


Issuance Date ($ in thousands)	Maturity Date	Interest Rate as of June 30, 2024	June 30, 2024		December 31, 2023
Credit Facilities:
Revolving Credit Facility – May 11, 2021	May 11, 2029	7.448%	$	404,403	$	410,967
SMBC Credit Facility – March 6, 2023	March 6, 2028	7.440%	51,875		124,500
Total Credit Facilities			$	456,278	$	535,467
Debt Securitization:
August 23, 2023 – Class A-1 Notes	July 15, 2031	7.729%	$	242,410	$	300,000
August 23, 2023 – Class A-2 Notes	July 15, 2031	8.679%	35,000		35,000
August 23, 2023 – Class A-2 Loans	July 15, 2031	8.679%	20,000		20,000
August 23, 2023 – Class B Notes	July 15, 2031	9.479%	25,000		25,000
August 23, 2023 – Class C Notes	July 15, 2031	11.679%	22,500		22,500

(Less: Deferred financing fees)			(2,247)		(2,406)
Total Debt Securitization			$	342,663	$	400,094
Notes:
July 29, 2021 – Series A Notes	July 29, 2026	3.500%	$	75,000	$	75,000
September 15, 2021 – Series B Notes	July 29, 2026	3.500%	38,000		38,000
October 28, 2021 – Series C Notes	July 29, 2026	3.500%	37,000		37,000
May 10, 2022 – Series D Notes (1)	May 10, 2027	6.000%	95,442		96,729
July 26, 2022 – Series E Notes (1)	May 10, 2027	6.000%	52,279		52,951

(Less: Deferred financing fees)			(372)		(474)
Total Notes			$	297,349	$	299,206

(1)Inclusive of change in fair market value of effective hedge.

The Company is required to meet an asset coverage ratio, defined under the 1940 Act as the ratio of the Company’s total

Barings Private Credit Corporation

Notes to Unaudited Consolidated Financial Statements — (Continued)

assets (less all liabilities and indebtedness not represented by senior securities) to its outstanding senior securities, of at least 150% after each issuance of senior securities. The Company’s asset coverage ratio was 258.9% as of June 30, 2024.

BNP Paribas Revolving Credit Facility

On May 11, 2021, BPC Funding, the Company’s wholly-owned subsidiary, entered into the Revolving Credit Facility with BNP Paribas (“BNPP”). BNPP serves as administrative agent, State Street Bank and Trust Company serves as collateral agent, and the Company serves as servicer under the Revolving Credit Facility. The initial maximum amount of borrowings available under the Revolving Credit Facility was $400 million. On November 18, 2021, BPC Funding and BNPP amended the Revolving Credit Facility to increase the maximum amount of borrowings available to $600 million from $400 million. Effective on March 9, 2022, BPC Funding and BNPP amended the Revolving Credit Facility to increase the maximum amount of borrowings available to $800 million from $600 million. On May 9, 2024, BPC Funding and BNPP amended the Revolving Credit Facility to extend the revolving period and maturity date of the Revolving Credit Facility to May 11, 2027 and May 11, 2029, respectively.

Advances under the Revolving Credit Facility initially bore interest at a per annum rate equal to, in the case of dollar advances, three-month London Interbank Offered Rate (“LIBOR”), and in the case of foreign currency advances, the applicable benchmark in effect for such currency, plus an applicable margin of 1.65% to 2.60% per annum depending on the nature of the advances being requested under the Revolving Credit Facility. Effective on March 9, 2022, the term SOFR reference rate replaced LIBOR as an applicable index for U.S. dollar-based borrowings. Effective March 9, 2022, U.S. dollar advances under the Revolving Credit Agreement bore interest at a per annum rate equal to three-month term SOFR, plus an applicable margin of 1.80% to 2.75% per annum depending on the nature of the advances being requested under the Revolving Credit Agreement. Commencing on May 9, 2024, advances under the Revolving Credit Facility bear interest at a per annum rate equal to, in the case of dollar advances, Term SOFR based upon the applicable interest accrual period, and in the case of foreign currency advances, the applicable benchmark in effect for such currency, plus an applicable margin of (1) during the reinvestment period, 2.50% and (2) following the reinvestment period, 3.00%.

Under the Revolving Credit Facility, BPC Funding pays an unused fee based on the average daily unused amount of the financing commitments, in addition to certain other fees as agreed between BPC Funding and BNPP. Commencing on September 9, 2022, BPC Funding paid an unused fee of 1.25% per annum if the unused facility amount was greater than 50%, or 0.75% per annum if the unused facility amount was less than or equal to 50% and greater than 25%, based on the average daily unused amount of the financing commitments, in addition to certain other fees as agreed between BPC Funding and BNPP. Commencing on May 9, 2024, BPC Funding pays an unused fee, based on the average daily unused amount of the financing commitments, in an amount not to exceed (1) 1.375% per annum for the period up to and including March 31, 2025, and (2) 2.00% per annum for the period after March 31, 2025, in addition to certain other fees as agreed between BPC Funding and BNPP.

Advances under the Revolving Credit Facility are subject to compliance with borrowing base requirements, pursuant to which the amount of funds advanced by the lenders to BPC Funding varies depending upon the types of assets in BPC Funding’s portfolio. Assets are required to meet certain criteria in order to be included in the borrowing base, and the borrowing base is subject to certain portfolio restrictions including investment size, sector concentrations and investment type.

Proceeds from borrowings under the Revolving Credit Facility may be used to fund portfolio investments by BPC Funding, to make advances under delayed draw term loans and revolving loans for which BPC Funding is a lender, and to make permitted distributions. The expiration date for the period during which BPC Funding may borrow under the Revolving Credit Facility is May 11, 2027, and the scheduled maturity date under the Revolving Credit Agreement is May 11, 2029.

BPC Funding’s obligations to the lenders under the Revolving Credit Facility are secured by a first priority security interest in all of BPC Funding’s portfolio investments and cash. The obligations of BPC Funding under the Revolving Credit Facility are non-recourse to the Company, and the Company’s exposure under the Revolving Credit Facility is limited to the value of the Company’s investment in BPC Funding.

In connection with the Revolving Credit Facility, BPC Funding has made certain customary representations and warranties and is required to comply with various covenants, reporting requirements and other customary requirements for similar facilities. The Revolving Credit Facility contains customary events of default for similar financing transactions, including if a change of control of BPC Funding occurs. Upon the occurrence and during the continuation of an event of default, BNPP may declare the outstanding advances and all other obligations under the Revolving Credit Facility immediately due and payable. The occurrence of an event of default triggers a requirement that BPC Funding obtain the consent of BNPP prior to entering into any sale or disposition with respect to portfolio investments. As of June 30, 2024, the Company was in compliance with all covenants of the Revolving Credit Facility.

Barings Private Credit Corporation

Notes to Unaudited Consolidated Financial Statements — (Continued)

As of June 30, 2024, the Company had U.S. dollar borrowings of $268.4 million outstanding under the Revolving Credit Facility with a weighted average interest rate of 7.831% (three month SOFR of 5.331%), borrowings denominated in British pounds sterling of £17.2 million ($21.7 million U.S. dollars) with a weighted average interest rate of 7.723% (weighted average three month adjusted cumulative compounded SONIA of 5.223%), borrowings denominated in Australian dollars of A$7.8 million ($5.2 million U.S. dollars) with an interest rate of 6.912% (three month BBSW of 4.412%), borrowings denominated in Canadian dollars of C$5.4 million ($3.9 million U.S. dollars) with an interest rate of 7.778% (three month CDOR of 5.278%), borrowings denominated in New Zealand dollars of NZ$6.1 million ($3.7 million U.S. dollars) with an interest rate of 8.140% (three month NZBB of 5.640%) and borrowings denominated in Euros of €94.6 million ($101.4 million U.S. dollars) with a weighted average interest rate of 6.365% (three month EURIBOR of 3.865%). The borrowings denominated in foreign currencies were translated into U.S. dollars based on the spot rate at the relevant balance sheet date. The impact resulting from changes in foreign exchange rates on the Revolving Credit Facility borrowings is included in “Net unrealized appreciation (depreciation) – foreign currency transactions” in the Company’s Unaudited Consolidated Statements of Operations.

As of December 31, 2023, the Company had U.S. dollar borrowings of $304.4 million outstanding under the Revolving Credit Facility with a weighted average interest rate of 7.704% (three month SOFR of 5.381%), borrowings denominated in British pounds sterling of £17.2 million ($21.9 million U.S. dollars) with a weighted average interest rate of 7.504% (weighted average three month adjusted cumulative compounded SONIA of 5.212%), borrowings denominated in Australian dollars of A$7.8 million ($5.3 million U.S dollars) with an interest rate of 6.465% (three month BBSW of 4.315%), borrowings denominated in Canadian dollars of C$5.4 million ($4.1 million U.S. dollars) with an interest rate of 7.212% (three month CDOR of 5.062%), borrowings denominated in New Zealand dollars of NZ$6.1 million ($3.9 million U.S. dollars) with an interest rate of 8.042% (three month NZBB of 5.642%) and borrowings denominated in Euros of €64.6 million ($71.4 million U.S. dollars) with a weighted average interest rate of 6.098% (three month EURIBOR of 3.948%). The borrowings denominated in foreign currencies were translated into U.S. dollars based on the spot rate at the relevant balance sheet date.

As of June 30, 2024 and December 31, 2023, the fair value of the borrowings outstanding under the Revolving Credit Facility was $404.4 million and $411.0 million, respectively. The fair values of the borrowings outstanding under the Revolving Credit Facility are based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.

SMBC Revolving Credit Facility

On March 6, 2023, the Company entered into a Senior Secured Revolving Credit Agreement (as amended, the “SMBC Credit Agreement”) with Sumitomo Mitsui Banking Corporation, as administrative agent, as lead arranger and as sole bookrunner, and the lenders and issuing banks from time to time party thereto, which governs the SMBC Credit Facility. The initial principal amount of the SMBC Credit Facility was $115.0 million, subject to availability under the borrowing base, which is based on the Company’s portfolio investments and other outstanding indebtedness, with an accordion provision to permit increases to the total facility amount up to $500.0 million, subject to the satisfaction of certain conditions. On April 17, 2023, the Company amended the SMBC Credit Agreement to amend certain provisions of the SMBC Credit Facility to increase the facility size from $115.0 million to $165.0 million, subject to the terms of the SMBC Credit Facility. In connection with the facility increase contemplated by the SMBC Credit Facility, Regions Bank joined the SMBC Credit Facility as an additional multicurrency lender with a commitment of $50.0 million. On December 14, 2023, the Company amended the SMBC Credit Agreement to amend certain provisions of the SMBC Credit Facility to increase the facility size to $215.0 million, including an initial term commitment of $25.0 million and converts a portion of the existing revolver availability into a term loan availability. On February 8, 2024, the Company amended the SMBC Credit Agreement to amend certain provisions of the SMBC Credit Facility to increase the facility size from $215.0 million to $265.0 million, subject to the terms of the SMBC Credit Facility. In connection with the facility increase, State Street Bank and Trust Company joined the SMBC Credit Facility as an additional multicurrency lender with a commitment of $25.0 million and Regions Bank increased its commitment from $50.0 million to $75.0 million.

Advances under the SMBC Credit Facility initially bear interest at a per annum rate equal to, (i) in the case of U.S. dollar advances, 1.00% per annum plus an “alternate base rate” (as described in the SMBC Credit Agreement) in the case of any ABR Loan and 2.00% per annum plus Term SOFR, (ii) in the case of foreign currency advances (other than Sterling), 1.00% per annum plus an “alternate base rate” (as described in the SMBC Credit Agreement) in the case of any ABR Loan and 2.00% plus the applicable benchmark in effect for such currency, and (iii) in the case of Sterling advances, 2.00% per annum plus Daily Simple RFR, in each case, depending on the nature of the advances being requested under the SMBC Credit Facility. Commencing on September 6, 2023, the Company pays an unused fee of 0.50% per annum if the unused facility amount is equal to or exceeds 67%, or 0.375% per annum if the unused facility amount is less than 67%, based on the average daily unused amount of the financing commitments, in addition to certain other fees as agreed between the Company and the Administrative Agent.

Barings Private Credit Corporation

Notes to Unaudited Consolidated Financial Statements — (Continued)

Advances under the SMBC Credit Facility are subject to compliance with borrowing base requirements, pursuant to which the amount of funds advanced by the lenders to the Company varies depending upon the types of assets in the Company’s portfolio. Assets must meet certain criteria in order to be included in the borrowing base, and the borrowing base is subject to certain portfolio restrictions including investment size, sector concentrations and investment type.

The SMBC Credit Facility is guaranteed by BPCC Holdings, Inc., a subsidiary of the Company, and will be guaranteed by certain domestic subsidiaries of the Company that are formed or acquired by the Company in the future (collectively, the “Subsidiary Guarantors”). Proceeds of the SMBC Credit Facility may be used for general corporate purposes, including, without limitation, repaying outstanding indebtedness, making distributions, contributions and investments, and acquisition and funding, and such other uses as permitted under the SMBC Credit Agreement.

The period during which the Company may borrow under the SMBC Credit Facility expires on March 5, 2027, and the SMBC Credit Facility will mature and all amounts outstanding thereunder must be repaid by March 6, 2028. The SMBC Credit Facility is secured by a perfected first-priority interest in substantially all of the portfolio investments held by the Company and the Subsidiary Guarantors, subject to certain exceptions.

In connection with the SMBC Credit Facility, the Company has made certain customary representations and warranties and is required to comply with various covenants, reporting requirements and other customary requirements for similar facilities. The SMBC Credit Facility contains customary events of default for similar financing transactions, including if a change in control of the Company occurs. Upon the occurrence and during the continuation of certain event of defaults, the Administrative Agent may declare the outstanding advances and all other obligations under the SMBC Credit Facility immediately due and payable. As of June 30, 2024, the Company was in compliance with all covenants of the SMBC Credit Facility.

As of June 30, 2024, the Company had U.S. dollar borrowings of $51.9 million outstanding under the SMBC Credit Facility with a weighted average interest rate of 7.440% (one month SOFR of 5.340%). As of December 31, 2023, the Company had U.S. dollar borrowings of $124.5 million outstanding under the SMBC Credit Facility with a weighted average interest rate of 7.461% (one month SOFR of 5.361%).

As of June 30, 2024 and December 31, 2023, the fair value of the borrowings outstanding under the SMBC Credit Facility was $51.9 million and $124.5 million, respectively. The fair values of the borrowings outstanding under the SMBC Credit Facility are based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.

2023 Debt Securitization

On August 23, 2023 (the “Closing Date”), the Company completed a $496.5 million term debt securitization (the “2023 Debt Securitization”). Term debt securitizations are also known as a collateralized loan obligations and are a form of secured financing incurred by a subsidiary of the Company, which is consolidated by the Company and subject to the Company’s overall asset coverage requirements.

On the Closing Date and in connection with the 2023 Debt Securitization, Barings Private Credit Corporation CLO 2023-1 Ltd. (the “CLO Issuer”) and Barings Private Credit CLO 2023-1, LLC (the “CLO Co-Issuer” and together with the CLO Issuer, the “Issuers”), both indirect, wholly-owned, consolidated subsidiaries of the Company, entered into a Note Purchase Agreement with BNP Paribas Securities Corp., as the initial purchaser (the “Initial Purchaser”), pursuant to which the Issuers agreed to sell certain of the notes and loans to the Initial Purchaser to be issued as part of the 2023 Debt Securitization pursuant to an indenture by and among the CLO Issuer, the Co-Issuer, and State Street Bank and Trust Company, as collateral trustee (the “CLO Indenture”).

The notes and loans offered in the 2023 Debt Securitization consist of $300.0 million of AAA(sf) Class A Senior Secured Floating Rate Notes due 2031 ($242.4 million of the Class A Senior Secured Floating Rate Notes remain outstanding as of June 30, 2024), which bear interest at the three-month SOFR plus 2.40% (the “Class A-1 Notes”); $35.0 million of AA(sf) Class A-2 Senior Secured Floating Rate Notes due 2031, which bear interest at the three-month SOFR plus 3.35% (the “Class A-2 Notes”); $25.0 million of A(sf) Class B Secured Deferrable Floating Rate Notes due 2031, which bear interest at the three-month SOFR plus 4.15% (the “Class B Notes”); $22.5 million of BBB(sf) Class C Secured Deferrable Floating Rate Notes due 2031, which bear interest at the three-month SOFR plus 6.35% (the “Class C Notes”, and, together with the Class A-1 Notes, the Class A-2 Notes and the Class B Notes, the “Secured Notes”); and $20.0 million of AA(sf) Class A Senior Secured Floating Rate Loans maturing 2031, which bear interest at the three-month SOFR plus 3.35% (the “Class A-2 Loans” and, together with the Secured Notes, the “Secured Debt”). Additionally, on the Closing Date, the Issuers issued $94.0 million of Subordinated Notes due 2031 (the “Subordinated Notes”), which do not bear interest. The Secured Debt together with the Subordinated Notes are collectively referred to herein as the “Debt”.

Barings Private Credit Corporation

Notes to Unaudited Consolidated Financial Statements — (Continued)

The Class A-2 Loans were incurred under a credit agreement (the “Class A-2 Credit Agreement”), dated as of the Closing Date, by and among the CLO Issuer, as borrower, the CLO Co-Issuer, as co-borrower, various financial institutions and other persons as lenders, and State Street Bank and Trust Company, as loan agent and as collateral trustee. The 2023 Debt Securitization is backed by a diversified portfolio of middle-market commercial loans. The Debt is scheduled to mature on July 15, 2031; however, the Debt may be redeemed by the Issuers, at the direction of the Company as holder of the Subordinated Notes, on any business day after July 15, 2024. The Company acts as retention holder in connection with the 2023 Debt Securitization for the purposes of satisfying certain U.S., U.K. and European Union regulations requiring sponsors of securitization transactions to retain exposure to the performance of the securitized assets and as such is required to retain a portion of the Subordinated Notes. The Company has retained all of the Subordinated Notes issued in the 2023 Debt Securitization.

The CLO Issuer intends to use the proceeds from the 2023 Debt Securitization to, among other things, purchase certain loans (“Collateral Obligations”) on the Closing Date (1) from the Company pursuant to a master loan sale agreement entered into on the Closing Date (the “Loan Sale Agreement”), and (2) from BPC Funding pursuant to the master participation and assignment agreement entered into on the Closing Date (the “Participation Agreement”), each as described below. Following the closing of the 2023 Debt Securitization, BPC Funding intends to use proceeds from the 2023 Debt Securitization to reduce certain outstanding indebtedness under the documents governing the Revolving Credit Facility.

Under the terms of the Loan Sale Agreement that provided for the sale of Collateral Obligations to the CLO Issuer, the Company transferred to the CLO Issuer a portion of its ownership interest in the Collateral Obligations securing the 2023 Debt Securitization for the purchase price and other consideration set forth in the Loan Sale Agreement. Under the terms of the Participation Agreement, pending the settlement of the Collateral Obligations transferred to the CLO Issuer under the Loan Sale Agreement, BPC Funding granted participation interests therein to the CLO Issuer until such loans are elevated to assignment. Following these transfers, CLO Issuer, and not BPC Funding or the Company, holds all of the ownership interest in such loans and participations. The Company made customary representations, warranties and covenants in the Loan Sale Agreement.

The Secured Debt is the secured obligation of the Issuers, the Subordinated Notes are the unsecured obligations of the CLO Issuer, and the CLO Indenture and Class A-2 Credit Agreement governing the Debt include customary covenants and events of default. The Debt has not been, and will not be, registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities or “blue sky” laws and may not be offered or sold in the United States absent registration with the SEC or an applicable exemption from registration.

As of June 30, 2024 and December 31, 2023, the fair value of the Class A-1 Notes, Class A-2 Notes, Class A-2 Loans, Class B Notes and Class C Notes was $345.1 million and $402.5 million, respectively. The fair values of the Class A-1 Notes, Class A-2 Notes, Class A-2 Loans, Class B Notes and Class C Notes are based on unadjusted prices from independent pricing services and independent indicative broker quotes, which are Level 2 inputs.

July 2026 Notes

On July 29, 2021, the Company entered into a Note Purchase Agreement (the “July 2021 NPA”) governing the issuance of (1) $75.0 million in aggregate principal amount of Series A senior unsecured notes due July 29, 2026 (the “Series A Notes”), (2) $38.0 million in aggregate principal amount of Series B senior unsecured notes due July 29, 2026 (the “Series B Notes”), and (3) $37.0 million in aggregate principal amount of Series C senior unsecured notes due July 29, 2026 (the “Series C Notes,” and collectively with the Series A Notes and the Series B Notes, the “July 2026 Notes”), in each case, to qualified institutional investors in a private placement. The Series A Notes, Series B Notes and Series C Notes were delivered and paid for on July 29, 2021, September 15, 2021, and October 28, 2021, respectively. Barings’ parent company, MassMutual, and/or its affiliates or subsidiaries hold approximately $46.0 million in aggregate principal amount of the July 2026 Notes.

The July 2026 Notes have a fixed interest rate of 3.5% per year, subject to a step up of (1) 0.75% per year, to the extent the July 2026 Notes fail to satisfy certain investment grade rating conditions and/or (2) 1.50% per year, to the extent the ratio of the Company’s secured debt to total assets exceeds specified thresholds, measured as of each fiscal quarter-end.

The July 2026 Notes will mature on July 29, 2026 unless redeemed, purchased or prepaid prior to such date by the Company in accordance with the terms of the July 2021 NPA. Interest on the July 2026 Notes is due semiannually in January and July of each year, beginning in January 2022. In addition, the Company is obligated to offer to repay the July 2026 Notes at par (plus accrued and unpaid interest to, but not including, the date of prepayment) if certain change in control events occur. Subject to the terms of the July 2021 NPA, the Company may redeem the July 2026 Notes in whole or in part at any time or from time to time at the Company’s option at par plus accrued interest to the prepayment date and, if redeemed on or before January 29, 2026, a make-whole premium.

Barings Private Credit Corporation

Notes to Unaudited Consolidated Financial Statements — (Continued)

The July 2021 NPA contains certain representations and warranties, and various covenants and reporting requirements customary for agreements of this type, including, without limitation, information reporting, maintenance of the Company’s status as a BDC within the meaning of the 1940 Act and certain restrictions with respect to transactions with affiliates, fundamental changes, changes of line of business, permitted liens, and restricted payments. In addition, the July 2021 NPA contains the following financial covenants: (a) maintaining a minimum obligors’ net worth, measured as of each fiscal quarter-end; (b) not permitting the Company’s asset coverage ratio, as of the date of the incurrence of any debt for borrowed money or the making of any cash dividend to shareholders, to be less than the statutory minimum then applicable to the Company under the 1940 Act; and (c) not permitting the Company’s net debt to equity ratio to exceed 2.0x, measured as of each fiscal quarter-end.

The July 2021 NPA also contains customary events of default with customary cure and notice periods, including, without limitation, nonpayment, incorrect representation in any material respect, breach of covenant, cross-default under other indebtedness or that of the Company’s subsidiary guarantors, if any, certain judgements and orders, and certain events of bankruptcy. Upon the occurrence of certain events of default, the holders of at least 66-2/3% in principal amount of the July 2026 Notes at the time outstanding may declare all July 2026 Notes then outstanding to be immediately due and payable, subject to certain additional conditions in the event that then-outstanding July 2026 Notes are held by persons affiliated with the Company and certain of its affiliates. As of June 30, 2024, the Company was in compliance with all covenants under the July 2021 NPA.

The Company’s obligations under the July 2021 NPA are general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by the Company.

As of June 30, 2024 and December 31, 2023, the fair values of the outstanding July 2026 Notes were $137.0 million and $133.5 million, respectively. The fair value determinations of the Series A Notes, Series B Notes and Series C Notes were based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.

May 2027 Notes

On May 10, 2022, the Company entered into a Note Purchase Agreement (the “May 2022 NPA”) governing the issuance of (1) $100.0 million in aggregate principal amount of Series D senior unsecured notes due May 10, 2027 (the “Series D Notes”) and (2) $55.0 million in aggregate principal amount of Series E senior unsecured notes due May 10, 2027 (the “Series E Notes,” and collectively with the Series D Notes, the “May 2027 Notes”), in each case, to qualified institutional investors in a private placement. The Series D Notes were delivered and paid for on May 10, 2022, and the Series E Notes were delivered and paid for on July 6, 2022.

The May 2027 Notes have a fixed interest rate of 6.0% per year, subject to a step up of (1) 0.75% per year, to the extent the May 2027 Notes fail to satisfy certain investment grade rating conditions and/or (2) 1.50% per year, to the extent the ratio of the Company’s secured debt to total assets exceeds specified thresholds, measured as of each fiscal quarter-end.

The May 2027 Notes will mature on May 10, 2027 unless redeemed, purchased or prepaid prior to such date by the Company in accordance with the terms of the May 2022 NPA. Interest on the May 2027 Notes will be due semiannually in May and November of each year, beginning in November 2022. In addition, the Company is obligated to offer to repay the May 2027 Notes at par (plus accrued and unpaid interest to, but not including, the date of prepayment) if certain change in control events occur. Subject to the terms of the May 2022 NPA, the Company may redeem the May 2027 Notes in whole or in part at any time or from time to time at the Company’s option at par plus accrued interest to the prepayment date and, if redeemed on or before November 10, 2026, a make-whole premium.

The May 2022 NPA contains certain representations and warranties, and various covenants and reporting requirements customary for agreements of this type, including, without limitation, information reporting, maintenance of the Company’s status as a BDC within the meaning of the 1940 Act, and certain restrictions with respect to transactions with affiliates, fundamental changes, changes of line of business, permitted liens, and restricted payments. In addition, the May 2022 NPA contains the following financial covenants: (a) maintaining a minimum obligors’ net worth, measured as of each fiscal quarter-end; (b) not permitting the Company’s asset coverage ratio, as of the date of the incurrence of any debt for borrowed money or the making of any cash dividend to shareholders, to be less than the statutory minimum then applicable to the Company under

Barings Private Credit Corporation

Notes to Unaudited Consolidated Financial Statements — (Continued)

the 1940 Act; and (c) not permitting the Company’s net debt to equity ratio to exceed 2.0x, measured as of each fiscal quarter-end.

The May 2022 NPA also contains customary events of default with customary cure and notice periods, including, without limitation, nonpayment, incorrect representation in any material respect, breach of covenant, cross-default under other indebtedness or that of the Company’s subsidiary guarantors, if any, certain judgements and orders, and certain events of bankruptcy. Upon the occurrence of certain events of default, the holders of at least 66-2/3% in principal amount of the May 2027 Notes at the time outstanding may declare all May 2027 Notes then outstanding to be immediately due and payable, subject to (i) certain additional requirements prior to the issuance of the Series E Notes and (ii) certain additional conditions in the event that then-outstanding May 2027 Notes are held by persons affiliated with the Company and certain of its affiliates. As of June 30, 2024, the Company was in compliance with all covenants under the May 2022 NPA.

The Company’s obligations under the May 2022 NPA are general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by the Company.

The May 2027 Notes were offered in reliance on Section 4(a)(2) of the Securities Act. The May 2027 Notes have not and will not be registered under the Securities Act or any state securities laws and, unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act, as applicable.

As of June 30, 2024 and December 31, 2023, the fair values of the outstanding May 2027 Notes were $147.7 million and $149.7 million, respectively. The fair value determinations of the May 2027 Notes were based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.

In connection with the offering of the Series D Notes, on May 10, 2022, the Company entered into a $100.0 million notional value interest rate swap. The Company receives a fixed rate interest at 6.00% paid semi-annually and pays quarterly based on a compounded daily rate of SOFR plus 3.24500%. The swap transaction matures on May 10, 2027. The interest expense related to the Series D Notes will be equally offset by proceeds received from the interest rate swap. The swap adjusted interest expense is included as a component of interest and other financing fees in the Company’s Unaudited Consolidated Statements of Operations. As of June 30, 2024, the interest rate swap had a fair value of $(4.6) million. Depending on the nature of the balance at period end, the fair value of the interest rate swap is either included as a component of derivative assets or derivative liabilities on the Company’s Unaudited Consolidated Balance Sheet and Audited Consolidated Balance Sheet. The change in fair value of the interest rate swap is offset by the change in fair value of the Series D Notes. The fair value of the Company’s interest rate swap is based on unadjusted prices from independent pricing services and independent indicative broker quotes, which are Level 2 inputs.

In connection with the offering of the Series E Notes, on July 6, 2022, the Company entered into a $55.0 million notional value interest rate swap. The Company receives a fixed rate interest at 6.00% paid semi-annually and pays quarterly based on a compounded daily rate of SOFR plus 3.38200%. The swap transaction matures on May 10, 2027. The interest expense related to the Series E Notes will be equally offset by proceeds received from the interest rate swap. The swap adjusted interest expense is included as a component of interest and other financing fees in the Company’s Unaudited Consolidated Statements of Operations. As of June 30, 2024, the interest rate swap had a fair value of $(2.7) million. Depending on the nature of the balance at period end, the fair value of the interest rate swap is either included as a component of derivative assets or derivative liabilities on the Company’s Unaudited Consolidated Balance Sheet and Audited Consolidated Balance Sheet. The change in fair value of the interest rate swap is offset by the change in fair value of the Series E Notes. The fair value of the Company’s interest rate swap is based on unadjusted prices from independent pricing services and independent indicative broker quotes, which are Level 2 inputs.

Secured Borrowings

As of June 30, 2024 and December 31, 2023, the Company had no secured borrowings (“Secured Borrowings”) outstanding. On June 9, 2023, the remaining Secured Borrowings were repaid in full. Secured Borrowings were recorded as a result of certain securities that were sold and simultaneously repurchased at a premium, with amounts payable to the counterparty due on the repurchase settlement date, which was generally within 120 days of the trade date.

Barings Private Credit Corporation

Notes to Unaudited Consolidated Financial Statements — (Continued)

6. DERIVATIVE INSTRUMENTS

The Company enters into forward currency contracts from time to time to primarily help mitigate the impact that an adverse change in foreign exchange rates would have on net interest income from the Company’s investments and related borrowings denominated in foreign currencies. Forward currency contracts are considered undesignated derivative instruments.

The following tables present the Company’s foreign currency forward contracts as of June 30, 2024 and December 31, 2023:

As of June 30, 2024

($ in thousands)

Description

Notional Amount to be Purchased

Notional Amount to be Sold

Maturity Date

Gross Amount of Recognized Assets (Liabilities)

Balance Sheet Location of Net Amounts

Foreign currency forward contract (AUD)

A$74,756

$50,100

07/08/24

(193)

Derivative liabilities

Foreign currency forward contract (AUD)

$48,962

A$74,756

07/08/24

(945)

Derivative liabilities

Foreign currency forward contract (AUD)

$50,620

A$75,350

10/08/24

202

Derivative assets

Foreign currency forward contract (CAD)

C$9,924

$7,259

07/08/24

(8)

Derivative liabilities

Foreign currency forward contract (CAD)

$7,283

C$9,924

07/08/24

Derivative assets

Foreign currency forward contract (CAD)

$6,086

C$8,313

10/07/24

(1)

Derivative liabilities

Foreign currency forward contract (DKK)

8,119kr.

$1,182

07/08/24

(15)

Derivative liabilities

Foreign currency forward contract (DKK)

$1,183

8,119kr.

07/08/24

Derivative assets

Foreign currency forward contract (DKK)

$1,208

8,256kr.

10/07/24

Derivative assets

Foreign currency forward contract (EUR)

€231,023

$250,836

07/08/24

(3,331)

Derivative liabilities

Foreign currency forward contract (EUR)

$250,862

€231,023

07/08/24

3,356

Derivative assets

Foreign currency forward contract (EUR)

$252,207

€231,300

10/07/24

3,317

Derivative assets

Foreign currency forward contract (GBP)

£75,042

$96,340

07/08/24

(1,510)

Derivative liabilities

Foreign currency forward contract (GBP)

$94,503

£75,042

07/08/24

(327)

Derivative liabilities

Foreign currency forward contract (GBP)

$96,136

£74,844

10/07/24

1,492

Derivative assets

Foreign currency forward contract (NZD)

NZ$9,533

$5,925

07/08/24

(116)

Derivative liabilities

Foreign currency forward contract (NZD)

$5,722

NZ$9,533

07/08/24

(87)

Derivative liabilities

Foreign currency forward contract (NZD)

$6,064

NZ$9,759

10/07/24

118

Derivative assets

Foreign currency forward contract (NOK)

44,780kr

$4,259

07/08/24

(59)

Derivative liabilities

Foreign currency forward contract (NOK)

$4,165

44,780kr

07/08/24

(36)

Derivative liabilities

Foreign currency forward contract (NOK)

$4,272

44,816kr

10/07/24

Derivative assets

Foreign currency forward contract (SEK)

21,362kr

$2,072

07/08/24

(57)

Derivative liabilities

Foreign currency forward contract (SEK)

$2,019

21,362kr

07/08/24

Derivative assets

Foreign currency forward contract (SEK)

$2,067

21,186kr

10/07/24

Derivative assets

Foreign currency forward contract (CHF)

6,437Fr.

$7,237

07/08/24

(72)

Derivative liabilities

Foreign currency forward contract (CHF)

$7,174

6,437Fr.

07/08/24

Derivative assets

Foreign currency forward contract (CHF)

$7,366

6,485Fr.

10/07/24

Derivative assets

Total

1,993

Barings Private Credit Corporation

Notes to Unaudited Consolidated Financial Statements — (Continued)

As of December 31, 2023

($ in thousands)

Description

Notional Amount to be Purchased

Notional Amount to be Sold

Maturity Date

Gross Amount of Recognized Assets (Liabilities)

Balance Sheet Location of Net Amounts

Foreign currency forward contract (AUD)

$45,208

A$70,473

01/10/24

(2,932)

Derivative liabilities

Foreign currency forward contract (CAD)

$5,336

$7,280

01/10/24

(178)

Derivative liabilities

Foreign currency forward contract (DKK)

$1,128

7,968kr.

01/10/24

(55)

Derivative liabilities

Foreign currency forward contract (EUR)

$229,170

€216,996

01/10/24

(10,903)

Derivative liabilities

Foreign currency forward contract (GBP)

£4,844

$6,086

01/10/24

Derivative assets

Foreign currency forward contract (GBP)

$75,288

£61,973

01/10/24

(3,669)

Derivative liabilities

Foreign currency forward contract (NZD)

$5,519

NZ$9,248

01/10/24

(342)

Derivative liabilities

Foreign currency forward contract (NOK)

$3,997

kr43,081

01/10/24

(258)

Derivative liabilities

Foreign currency forward contract (SEK)

$1,868

19,907kr

01/10/24

(113)

Derivative liabilities

Foreign currency forward contract (CHF)

$6,759

6,137Fr.

01/10/24

(546)

Derivative liabilities

Total

(18,911)

As of June 30, 2024 and December 31, 2023, the total fair values of the Company’s foreign currency forward contracts were $2.0 million and $(18.9) million, respectively. The fair values of the Company’s foreign currency forward contracts are based on unadjusted prices from independent pricing services and independent indicative broker quotes, which are Level 2 inputs.

7. COMMITMENTS AND CONTINGENCIES

In the normal course of business, the Company is party to financial instruments with off-balance sheet risk, consisting primarily of unused commitments to extend financing to the Company’s portfolio companies. Since commitments may expire without being drawn upon, the total commitment amount does not necessarily represent future cash requirements. As of June 30, 2024, the Company believed that it had adequate financial resources to satisfy its unfunded commitments. The balances of unused commitments to extend financing as of June 30, 2024 and December 31, 2023 were as follows:


Portfolio Company ($ in thousands)	Investment Type	June 30, 2024		December 31, 2023
Accurus Aerospace Corporation(1)(2)	Revolver	$	277	$	380
AD Bidco, Inc.(1)	Revolver	1,863		—
AD Bidco, Inc.(1)	Delayed Draw Term Loan	5,035		—
Adhefin International(1)(2)(3)	Delayed Draw Term Loan	407		419
AirX Climate Solutions(1)	Delayed Draw Term Loan	5,010		5,010
AirX Climate Solutions(1)	Revolver	1,175		2,050
AlliA Insurance Brokers NV(1)(3)	Delayed Draw Term Loan	1,191		1,634
Americo Chemical Products, LLC(1)	Revolver	1,400		1,400
Amtech LLC(1)(2)	Revolver	—		291
Anju Software, Inc.(1)(2)	Delayed Draw Term Loan	34		36
Aquavista Watersides 2 LTD(1)(2)(4)	Capex / Acquisition Facility	1,021		1,030
Arc Education(1)(3)	Delayed Draw Term Loan	2,499		2,576
Argus Bidco Limited(1)(2)(4)	CAF Term Loan	746		1,083
ASC Communications, LLC(1)	Revolver	647		647
Astra Bidco Limited(1)(2)(4)	Delayed Draw Term Loan	343		729
ATL II MRO Holdings Inc.(1)	Revolver	2,500		2,500
Avance Clinical Bidco Pty Ltd(1)(2)(5)	Delayed Draw Term Loan	1,489		1,522
AWP Group Holdings, Inc.(1)	Delayed Draw Term Loan	126		237
Azalea Buyer, Inc.(1)	Delayed Draw Term Loan	644		644
Azalea Buyer, Inc.(1)	Revolver	481		481
Beyond Risk Management, Inc.(1)	Delayed Draw Term Loan	—		2,007
Beyond Risk Management, Inc.(1)(2)	Delayed Draw Term Loan	29,829		—

Barings Private Credit Corporation

Notes to Unaudited Consolidated Financial Statements — (Continued)


Portfolio Company ($ in thousands)	Investment Type	June 30, 2024	December 31, 2023
Biolam Group(1)(2)(3)	Delayed Draw Term Loan	1,379	1,508
Bounteous, Inc.(1)	Delayed Draw Term Loan	—	2,697
Brightpay Limited(1)(2)(3)	Delayed Draw Term Loan	189	195
BrightSign LLC(1)	Revolver	222	370
British Engineering Services Holdco Limited(1)(2)(4)	Acquisition/Capex Facility	46	92
CAi Software, LLC(1)(2)	Revolver	3,740	943
Canadian Orthodontic Partners Corp.(1)(2)(6)	Delayed Draw Term Loan	113	—
Cascade Residential Services LLC(1)	Delayed Draw Term Loan	5,436	7,765
Cascade Residential Services LLC(1)	Revolver	1,035	1,294
CCFF Buyer, LLC(1)	Delayed Draw Term Loan	3,346	—
CCFF Buyer, LLC(1)	Revolver	1,004	—
CGI Parent, LLC(1)	Revolver	1,653	1,653
Classic Collision (Summit Buyer, LLC)(1)	Delayed Draw Term Loan	—	8,666
Comply365, LLC(1)	Revolver	575	575
Coyo Uprising GmbH(1)(2)(3)	Delayed Draw Term Loan	507	523
DataServ Integrations, LLC(1)	Revolver	481	481
DecksDirect, LLC(1)(2)	Revolver	34	381
Direct Travel, Inc.(1)	Delayed Draw Term Loan	—	87
DISA Holdings Corp.(1)	Delayed Draw Term Loan	—	1,072
DISA Holdings Corp.(1)	Delayed Draw Term Loan	2,559	—
DISA Holdings Corp.(1)	Revolver	1,282	339
Dune Group(1)(2)(3)	Delayed Draw Term Loan	1,019	1,050
Dwyer Instruments, Inc.(1)	Delayed Draw Term Loan	171	171
Eclipse Business Capital, LLC(1)	Revolver	10,139	12,128
Electrical Components International, Inc.(1)(2)	Delayed Draw Term Loan	1,170	—
EMI Porta Holdco LLC(1)(2)	Revolver	2,339	346
eShipping, LLC(1)	Revolver	743	743
Eurofins Digital Testing International LUX Holding SARL(1)(2)(3)	Delayed Draw Term Loan	2,650	2,731
Events Software BidCo Pty Ltd(1)(2)	Delayed Draw Term Loan	620	620
Express Wash Acquisition Company, LLC(1)	Revolver	115	115
Faraday(1)(3)	Delayed Draw Term Loan	1,921	1,980
Finexvet(1)(2)(3)	Delayed Draw Term Loan	—	1,943
Footco 40 Limited(1)(2)(4)	Delayed Draw Term Loan	520	524
Forest Buyer, LLC(1)	Delayed Draw Term Loan	992	—
Forest Buyer, LLC(1)	Revolver	595	—
Fortis Payment Systems, LLC(1)(2)	Delayed Draw Term Loan	2,426	—
Fortis Payment Systems, LLC(1)(2)	Revolver	2,288	—
GB Eagle Buyer, Inc.(1)	Revolver	3,226	3,226
Glacis Acquisition S.A.R.L.(1)(2)(3)	Delayed Draw Term Loan	2,277	5,348
Global Academic Group Limited(1)(2)(7)	Term Loan	398	414
GPNZ II GmbH(1)(2)(3)	Delayed Draw Term Loan	51	—
GPNZ II GmbH(1)(2)(3)	Delayed Draw Term Loan	—	53
Graphpad Software, LLC(1)	Delayed Draw Term Loan	5,581	—
Graphpad Software, LLC(1)	Revolver	2,093	—
Greenhill II BV(1)(3)	Capex Acquisition Facility	53	120
Groupe Product Life(1)(3)	Delayed Draw Term Loan	10,548	—

Barings Private Credit Corporation

Notes to Unaudited Consolidated Financial Statements — (Continued)


Portfolio Company ($ in thousands)	Investment Type	June 30, 2024	December 31, 2023
Gusto Aus BidCo Pty Ltd(1)(5)	Delayed Draw Term Loan	163	167
HeartHealth Bidco Pty Ltd(1)(2)(5)	Delayed Draw Term Loan	230	253
Heavy Construction Systems Specialists, LLC(1)	Revolver	2,193	2,193
HEKA Invest(1)(3)	Delayed Draw Term Loan	1,115	1,150
HemaSource, Inc.(1)	Revolver	3,290	2,590
HomeX Services Group LLC(1)	Delayed Draw Term Loan	7,855	8,446
HomeX Services Group LLC(1)	Revolver	3,378	3,378
HTI Technology & Industries(1)(2)	Delayed Draw Term Loan	1,691	1,691
HTI Technology & Industries(1)(2)	Revolver	1,128	1,128
Ice House America, L.L.C.(1)	Delayed Draw Term Loan	247	—
Ice House America, L.L.C.(1)	Revolver	318	—
Innovad Group II BV(1)(2)(3)	Delayed Draw Term Loan	—	42
INOS 19-090 GmbH(1)(2)(3)	Acquisition Facility	—	171
Interstellar Group B.V.(1)(3)	Delayed Draw Term Loan	1,204	1,241
Interstellar Group B.V.(1)(3)	Delayed Draw Term Loan	—	115
InvoCare Limited (1)(5)	Delayed Draw Term Loan	757	773
Isolstar Holding NV (IPCOM)(1)(3)	Delayed Draw Term Loan	340	1,313
ISTO Technologies II, LLC(1)	Revolver	1,114	1,114
ITI Intermodal, Inc.(1)(2)	Revolver	1,031	1,157
Jon Bidco Limited(1)(2)(7)	Capex & Acquisition Facility	566	588
Jones Fish Hatcheries & Distributors LLC(1)(2)	Revolver	418	418
Kano Laboratories LLC(1)	Delayed Draw Term Loan	2,784	—
Kano Laboratories LLC(1)	Delayed Draw Term Loan	—	724
Kano Laboratories LLC(1)	Delayed Draw Term Loan	—	860
Lambir Bidco Limited(1)(2)(3)	Delayed Draw Term Loan	712	734
Lattice Group Holdings Bidco Limited(1)(2)	Delayed Draw Term Loan	237	255
Lattice Group Holdings Bidco Limited(1)(2)	Revolver	—	18
LeadsOnline, LLC(1)(2)	Revolver	3,190	2,679
Marmoutier Holding B.V.(1)(2)(3)	Delayed Draw Term Loan	24	18
Marmoutier Holding B.V.(1)(2)(3)	Revolver	107	106
Marshall Excelsior Co.(1)	Revolver	29	115
MB Purchaser, LLC(1)(2)	Delayed Draw Term Loan	3,709	—
MB Purchaser, LLC(1)(2)	Revolver	824	—
MC Group Ventures Corporation(1)(2)	Delayed Draw Term Loan	435	435
MC Group Ventures Corporation(1)(2)	Delayed Draw Term Loan	7,825	—
Megawatt Acquisitionco, Inc.(1)(2)	Revolver	1,576	—
Mercell Holding AS(1)(2)(8)	Capex Acquisition Facility	737	773
Modern Star Holdings Bidco Pty Limited(1)(2)(5)	Term Loan	58	59
Modern Star Holdings Bidco Pty Limited(1)(2)(5)	Term Loan	507	518
Moonlight Bidco Limited(1)(2)(4)	Delayed Draw Term Loan	557	562
Narda Acquisitionco., Inc.(1)	Revolver	1,059	1,059
NAW Buyer, LLC(1)(2)	Delayed Draw Term Loan	9,223	9,223
NAW Buyer, LLC(1)(2)	Revolver	2,306	1,845
NeoxCo(1)(3)	Delayed Draw Term Loan	482	497
Next Holdco, LLC(1)	Delayed Draw Term Loan	5,984	5,984
Next Holdco, LLC(1)	Revolver	2,321	2,321
NF Holdco, LLC(1)(2)	Revolver	887	887

Barings Private Credit Corporation

Notes to Unaudited Consolidated Financial Statements — (Continued)


Portfolio Company ($ in thousands)	Investment Type	June 30, 2024	December 31, 2023
Novotech Aus Bidco Pty Ltd(1)	Capex & Acquisition Facility	—	971
NPM Investments 28 BV(1)(3)	Delayed Draw Term Loan	929	958
OA Buyer, Inc.(1)	Revolver	1,220	1,331
OAC Holdings I Corp(1)	Revolver	1,057	1,370
Omni Intermediate Holdings, LLC(1)	Delayed Draw Term Loan	—	806
OSP Hamilton Purchaser, LLC(1)(2)	Revolver	1,607	1,607
OSP Hamilton Purchaser, LLC(1)(2)	Delayed Draw Term Loan	4,404	5,319
Pare SAS (SAS Maurice MARLE)(1)(2)	Delayed Draw Term Loan	2,100	2,100
Parkview Dental Holdings, LLC(1)(2)	Delayed Draw Term Loan	328	328
PDQ.Com Corporation(1)	Delayed Draw Term Loan	3,939	3,939
PDQ.Com Corporation(1)	Delayed Draw Term Loan	1,814	2,679
Polara Enterprises, L.L.C.(1)	Revolver	947	947
Premium Invest(1)(3)	Acquisition Facility	1,246	1,284
Process Insights Acquisition, Inc.(1)	Delayed Draw Term Loan	1,220	1,220
Process Insights Acquisition, Inc.(1)	Revolver	926	—
Process Insights Acquisition, Inc.(1)	Revolver	—	1,323
ProfitOptics, LLC(1)(2)	Revolver	48	84
Protego Bidco B.V.(1)(2)(3)	Delayed Draw Term Loan	162	211
PSP Intermediate 4, LLC(1)(2)(3)	Delayed Draw Term Loan	200	206
Qualified Industries, LLC(1)	Revolver	364	364
Questel Unite(1)(2)(3)	Incremental Term Loan	2,712	2,795
R1 Holdings, LLC(1)	Delayed Draw Term Loan	1,682	1,682
R1 Holdings, LLC(1)	Revolver	1,947	1,947
Randys Holdings, Inc.(1)	Delayed Draw Term Loan	4,501	5,516
Randys Holdings, Inc.(1)	Revolver	1,894	1,658
REP SEKO MERGER SUB LLC(1)(2)	Revolver	470	—
Rocade Holdings LLC(1)	Preferred Equity	2,000	2,000
Rock Labor, LLC(1)	Revolver	941	941
Royal Buyer, LLC(1)	Delayed Draw Term Loan	2,531	1,229
Royal Buyer, LLC(1)	Delayed Draw Term Loan	420	—
Royal Buyer, LLC(1)	Revolver	2,330	1,787
Sanoptis S.A.R.L.(1)(3)	Acquisition Capex Facility	—	42
Sanoptis S.A.R.L.(1)(2)(3)	CAF Term Loan	—	2,186
SBP Holdings LP(1)	Delayed Draw Term Loan	—	151
SBP Holdings LP(1)	Delayed Draw Term Loan	9,508	15,062
SBP Holdings LP(1)	Revolver	781	1,065
Scaled Agile, Inc.(1)(2)	Revolver	179	280
Scout Bidco B.V.(1)(2)(3)	Revolver	310	320
Simulation Software Investment Company Pty Ltd(1)(2)	Delayed Draw Term Loan	—	408
Sinari Invest(1)(2)(3)	Delayed Draw Term Loan	599	617
SISU ACQUISITIONCO., INC(1)(2)	Delayed Draw Term Loan	80	160
Smartling, Inc.(1)	Revolver	1,038	1,038
SmartShift Group, Inc.(1)	Delayed Draw Term Loan	5,690	5,690
SmartShift Group, Inc.(1)	Revolver	2,731	2,731
Solo Buyer, L.P.(1)	Revolver	1,596	1,330
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)(1)(2)	Delayed Draw Term Loan	231	399
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)(1)(2)	Revolver	156	90

100

Barings Private Credit Corporation

Notes to Unaudited Consolidated Financial Statements — (Continued)


Portfolio Company ($ in thousands)	Investment Type	June 30, 2024	December 31, 2023
Spatial Business Systems LLC(1)	Delayed Draw Term Loan	1,875	1,875
Spatial Business Systems LLC(1)	Revolver	1,406	1,406
SSCP Pegasus Midco Limited(1)(2)(4)	Delayed Draw Term Loan	253	398
Superjet Buyer, LLC(1)(2)	Delayed Draw Term Loan	16,809	—
Superjet Buyer, LLC(1)(2)	Revolver	3,980	1,369
SVI International LLC(1)(2)	Delayed Draw Term Loan	74	—
SVI International LLC(1)(2)	Revolver	74	—
Syntax Systems Ltd(1)	Revolver	—	358
Tank Holding Corp(1)	Delayed Draw Term Loan	655	1,358
Tank Holding Corp(1)	Revolver	1,126	480
Tanqueray Bidco Limited(1)(4)	Capex Facility	1,143	1,153
Technology Service Stream BidCo Pty Ltd(1)(5)	Delayed Draw Term Loan	251	—
Techone B.V.(1)(2)(3)	Revolver	236	146
Tencarva Machinery Company, LLC(1)(2)	Revolver	2,554	1,129
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)	Delayed Draw Term Loan	—	2,724
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)	Revolver	1,233	1,233
The Cleaver-Brooks Company, Inc.(1)	Revolver	—	2,768
The Hilb Group, LLC(1)	Delayed Draw Term Loan	—	672
Trader Corporation(1)(6)	Revolver	342	354
Trintech, Inc.(1)	Revolver	1,020	1,020
TSYL Corporate Buyer, Inc.(1)	Delayed Draw Term Loan	2,244	2,244
TSYL Corporate Buyer, Inc.(1)	Delayed Draw Term Loan	239	1,469
TSYL Corporate Buyer, Inc.(1)	Revolver	642	642
Turbo Buyer, Inc.(1)(2)	Delayed Draw Term Loan	—	1,509
UBC Ledgers Holding AB(1)(2)(9)	Delayed Draw Term Loan	799	840
UBC Ledgers Holding AB(1)(2)(9)	Revolver	—	278
Union Bidco Limited(1)(4)	Acquisition Facility	220	222
United Therapy Holding III GmbH(1)(2)(3)	Acquisition Facility	617	636
Unither (Uniholding)(1)(3)	Delayed Draw Term Loan	465	479
USLS Acquisition, Inc. (f/k/a US Legal Support, Inc.)(1)(2)	Delayed Draw Term Loan	2,236	2,360
W2O Holdings, Inc.(1)(2)	Delayed Draw Term Loan	—	107
West-NR AcquisitionCo., LLC(1)	Delayed Draw Term Loan	3,750	3,750
Whitcraft Holdings, Inc.(1)	Revolver	989	2,347
Whitcraft Holdings, Inc.(1)	Delayed Draw Term Loan	25,508	—
White Bidco Limited(1)	Delayed Draw Term Loan	514	514
Woodland Foods, LLC(1)(2)	Line of Credit	771	492
World 50, Inc.(1)	Revolver	1,703	—
WWEC Holdings III Corp(1)(2)	Delayed Draw Term Loan	6,627	—
WWEC Holdings III Corp(1)(2)	Revolver	3,359	1,514
Xeinadin Bidco Limited(1)(2)(4)	CAF Term Loan	2,400	4,125
ZB Holdco LLC(1)(2)	Delayed Draw Term Loan	410	2,932
ZB Holdco LLC(1)(2)	Delayed Draw Term Loan	4,388	—
ZB Holdco LLC(1)(2)	Revolver	575	845

101

Barings Private Credit Corporation

Notes to Unaudited Consolidated Financial Statements — (Continued)


Portfolio Company ($ in thousands)	Investment Type	June 30, 2024		December 31, 2023
Zeppelin Bidco Limited(1)(2)(4)	Capex / Acquisition Facility	—		1,333
Total unused commitments to extend financing		$	363,189	$	267,681

(1)The Adviser’s estimate of the fair value of the current investments in these portfolio companies includes an analysis of the fair value of any unfunded commitments.

(2)Represents a commitment to extend financing to a portfolio company where one or more of the Company’s current investments in the portfolio company are carried at less than cost.

(3)Actual commitment amount is denominated in Euros. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.

(4)Actual commitment amount is denominated in British pounds sterling. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.

(5)Actual commitment amount is denominated in Australian dollars. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.

(6)Actual commitment amount is denominated in Canadian dollars. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.

(7)Actual commitment amount is denominated in New Zealand dollars. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.

(8)Actual commitment amount is denominated in Norwegian kroner. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.

(9)Actual commitment amount is denominated in Swedish kronor. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.

8. FINANCIAL HIGHLIGHTS

The following is a schedule of financial highlights for the six months ended June 30, 2024 and 2023:


	Six Months Ended			Six Months Ended
($ in thousands, except share and per share amounts)	June 30, 2024			June 30, 2023
Per share data:
Net asset value at beginning of period	$	20.84		$	20.55
Net investment income (1)	1.19			1.27
Net realized gain (loss) on investments / foreign currency transactions / forward currency contracts (1)	(0.23)			(0.48)
Net unrealized appreciation (depreciation) on investments / foreign currency transactions / forward currency contracts (1)	0.26			0.49
Total increase from investment operations (1)	1.22			1.28
Dividends paid to stockholders from net investment income	(1.20)			(1.09)
Dividends paid to stockholders from short-term realized gains	—			(0.02)
Total dividends declared	(1.20)			(1.11)








Net asset value at end of period	$	20.86		$	20.72
Shares outstanding at end of period	84,372,403			59,235,153
Net assets at end of period	$	1,759,611		$	1,227,544
Average net assets	$	1,528,580		$	1,136,786
Ratio of total expenses to average net assets (annualized) (2)	8.46		%	9.88		%

Ratio of net investment income to average net assets (annualized) (2)	12.02		%	12.55		%
Portfolio turnover ratio (annualized) (3)	15.71		%	9.79		%
Total return (4)	5.98		%	6.35		%

(1)Weighted average per share data—basic and diluted; per share data was derived by using the weighted average shares outstanding during the applicable period.

(2)Does not include expenses of underlying investment companies, including joint ventures and short-term investments.

(3)Portfolio turnover ratio as of June 30, 2024 excludes the impact of short-term investments.

(4)Total return is calculated as the change in NAV per share during the period, divided by the beginning NAV per share and assumes reinvestment of dividends at prices obtained by the Company’s dividend reinvestment plan during the period.

102

Barings Private Credit Corporation

Notes to Unaudited Consolidated Financial Statements — (Continued)

9. SUBSEQUENT EVENTS

On July 1, 2024, the Company sold 1,762,517.26 unregistered shares of its common stock (with the number of shares issued being determined on July 23, 2024), for aggregate consideration of approximately $36.8 million at a price per share of $20.86, determined in accordance with Section 23 of the 1940 Act. The sale of common stock was made pursuant to subscription agreements entered into by the Company and the participating investors in connection with the Private Offering pursuant to Section 4(a)(2) of the Securities Act and Regulation D thereunder and/or Regulation S under the Securities Act.

On August 7, 2024, the Board declared regular monthly distributions for September 2024 through November 2024. The regular monthly cash distributions, each in the gross amount of $0.20 per share, are payable on September 27, 2024, October 29, 2024 and November 27, 2024, to stockholders of record on September 25, 2024, October 25, 2024 and November 25, 2024, respectively.

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

The following discussion is designed to provide a better understanding of our Unaudited Consolidated Financial Statements for the three and six months ended June 30, 2024, including a brief discussion of our business, key factors that impacted our performance and a summary of our operating results. The following discussion should be read in conjunction with the Unaudited Consolidated Financial Statements and the notes thereto included in Item 1 of this Quarterly Report on Form 10-Q, and the Consolidated Financial Statements and notes thereto and Management’s Discussion and Analysis of Financial Condition and Results of Operations contained in our Annual Report on Form 10-K for the year ended December 31, 2023. Historical results and percentage relationships among any amounts in the financial statements are not necessarily indicative of trends in operating results for any future periods.

Forward-Looking Statements

Some of the statements in this Quarterly Report constitute forward-looking statements because they relate to future events or our future performance or financial condition. Forward-looking statements may include, among other things, statements as to our future operating results, our business prospects and the prospects of our portfolio companies, the impact of the investments that we expect to make, the ability of our portfolio companies to achieve their objectives, our expected financings and investments, the adequacy of our cash resources and working capital, and the timing of cash flows, if any, from the operations of our portfolio companies. Words such as “expect,” “anticipate,” “target,” “goals,” “project,” “intend, “plan,” “believe,” “seek,” “estimate,” “continue,” “forecast,” “may,” “should,” “potential,” variations of such words, and similar expressions indicate a forward-looking statement, although not all forward-looking statements include these words. Readers are cautioned that the forward-looking statements contained in this Quarterly Report are only predictions, are not guarantees of future performance, and are subject to risks, events, uncertainties and assumptions that are difficult to predict. Our actual results could differ materially from those implied or expressed in the forward-looking statements for any reason, including the items discussed herein, in Item 1A titled “Risk Factors” in Part I of our Annual Report on Form 10-K for the year ended December 31, 2023 and in Item 1A titled “Risk Factors” in Part II of our subsequently filed Quarterly Reports on Form 10-Q or in other reports that we may file with the Securities and Exchange Commission (“SEC”) from time to time. Other factors that could cause our actual results and financial condition to differ materially include, but are not limited to, changes in political, economic or industry conditions, including the risks of a slowing economy, rising inflation and risk of recession, and volatility in the financial services sector, including bank failures; the interest rate environment or conditions affecting the financial and capital markets; the impact of global health crises on our or our portfolio companies’ business and the U.S. and global economies; our, or our portfolio companies’, future business, operations, operating results or prospects; risks associated with possible disruption due to terrorism in our operations or the economy generally; and future changes in laws or regulations and conditions in our or our portfolio companies’ operating areas. These statements are based on our current expectations, estimates, forecasts, information and projections about the industry in which we operate and the beliefs and assumptions of our management as of the date of filing of this Quarterly Report. We assume no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, unless we are required to do so by law. Although we undertake no obligation to revise or update any forward-looking statements, whether as a result of new information, future events or otherwise, you are advised to consult any additional disclosures that we may make directly to you or through reports that we in the future may file with the SEC, including annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K.

103

Overview of Our Business

We were formed on April 2, 2021 as a Maryland limited liability company named Barings Private Credit LLC and converted to a Maryland corporation named Barings Private Credit Corporation effective on May 13, 2021, in connection with the commencement of our operations. We have elected to be regulated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”) and are externally managed by Barings LLC (“Barings” or the “Adviser”), an investment adviser that is registered with the SEC under the Investment Advisers Act of 1940, as amended (the “Advisers Act”). In addition, we have elected for federal income tax purposes to be treated as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code’) and expect to maintain our qualification as a RIC annually thereafter.

An externally-managed BDC generally does not have any employees, and its investment and management functions are provided by an outside investment adviser and administrator under an advisory agreement and administration agreement. Instead of directly compensating employees, we pay Barings for investment management and administrative services pursuant to the terms of an amended and restated investment advisory agreement (“Advisory Agreement”) and an administration agreement (“Administration Agreement”).

We are a non-exchange traded, privately offered perpetual-life BDC, which is a BDC whose shares are not listed for trading on a stock exchange or other securities market. We use the term “privately offered perpetual-life BDC” to describe an investment vehicle of indefinite duration, whose shares of common stock are intended to be sold by the BDC on a continuous basis in private offerings at a price equal to the BDC’s net asset value (“NAV”) per share.

Our primary investment objective is to generate current income by investing directly in privately-held middle-market companies to help these companies fund acquisitions, growth or refinancing. We focus on investing primarily in senior secured private debt instruments in well-established middle-market businesses that operate across a wide range of industries. To a lesser extent, we will invest opportunistically in assets such as, without limitation, equity, special situations, structured credit (e.g., private asset-backed securities), syndicated loan opportunities, high-yield investments and/or mortgage securities. Barings employs fundamental credit analysis, and targets investments in businesses with low levels of cyclicality (i.e., the risk of business cycles or other economic cycles adversely affecting them) and operating risk relative to other businesses in this market segment. The holding size of each position will generally be dependent upon a number of factors including total facility size, pricing and structure, and the number of other lenders in the facility. Barings has experience managing levered vehicles, both public and private, and seeks to enhance our returns through the use of leverage with a prudent approach that prioritizes capital preservation. Barings believes this strategy and approach offers attractive risk/return with lower volatility given the potential for fewer defaults and greater resilience through market cycles. A significant portion of our investments are expected to be rated below investment grade by rating agencies or, if unrated, would be rated below investment grade if they were rated. Below investment grade securities, which are often referred to as “junk,” have predominantly speculative characteristics with respect to the issuer’s capacity to pay interest and repay principal.

Formation Transactions/Initial Portfolio

On May 12, 2021, shortly prior to our election to be regulated as a BDC and conversion to a Maryland corporation, and in order to avoid the blind pool-aspects typically associated with the launch of a new fund, we acquired from, Massachusetts Mutual Life Insurance Company (“MassMutual”) and C.M. Life Insurance Company (“CM Life”), a subsidiary of MassMutual, a select portfolio of senior secured private debt investments in, and funding obligations to, well-established middle-market businesses that operate across a wide range of industries (the “Initial Portfolio”).

The investments in the Initial Portfolio were selected based upon our defined investment objective, amount and type of unfunded obligations associated with each investment and the investment requirements set forth under the 1940 Act or otherwise imposed by applicable laws, rules or regulations, including in accordance with our election to be treated as a RIC for tax purposes.

104

We continue to invest in predominately senior secured private debt investments in well-established middle-market businesses that operate across a wide range of industries. Senior secured private debt investments are negotiated directly with the borrower, rather than marketed by a third party or bought and sold in the secondary market. We believe senior secured private debt investments may offer higher returns and certain more favorable protections than syndicated senior secured loans. Fees generated in connection with our debt investments are recognized over the life of the loan using the effective interest method or, in some cases, recognized as earned. Terms of our senior secured private debt investments are generally between five and seven years and bear interest between the Secured Overnight Financing Rate (“SOFR”) (or the applicable currency rate for investments in foreign currencies) plus 475 basis points and SOFR plus 675 basis points per annum. To a lesser extent, we will invest opportunistically in assets such as, without limitation, equity, special situations, structured credit (e.g., private asset-backed securities), syndicated loan opportunities and/or mortgage securities.

As of both June 30, 2024 and December 31, 2023, the weighted average yield on the principal amount of our outstanding debt investments other than non-accrual debt investments was approximately 11.1%. As of both June 30, 2024 and December 31, 2023, the weighted average yield on the principal amount of all of our outstanding debt investments (including non-accrual debt investments) was approximately 11.0%.

Relationship with Our Adviser, Barings

Our Adviser, Barings, a wholly-owned subsidiary of MassMutual, is a leading global asset management firm and is registered with the SEC as an investment adviser under the Advisers Act. Barings’ primary investment capabilities include fixed income, private credit, real estate, equity, and alternative investments. Subject to the overall supervision of our Board of Directors (the “Board”), Barings’ Global Private Finance Group (“Barings GPFG”) manages our day-to-day operations, and provides investment advisory and management services to us. Barings GPFG is part of Barings’ $326.7 billion Global Fixed Income Platform (as of June 30, 2024) that invests in liquid, private and structured credit. Barings GPFG manages private funds and separately managed accounts, along with multiple public vehicles. The Adviser has retained its indirect, wholly-owned subsidiary, Baring International Investment Limited (“BIIL”), as a sub-adviser to manage European investments for us. BIIL is an investment adviser registered with the SEC in the U.S. and the Financial Conduct Authority in the United Kingdom with its principal office located in London, England.

Among other things, Barings (i) determines the composition of our portfolio, the nature and timing of the changes therein and the manner of implementing such changes; (ii) identifies, evaluates and negotiates the structure of the investments made by us; (iii) executes, closes, services and monitors the investments that we make; (iv) determines the securities and other assets that we will purchase, retain or sell; (v) performs due diligence on prospective portfolio companies and (vi) provides us with such other investment advisory, research and related services as we may, from time to time, reasonably require for the investment of our funds.

Under the terms of the Administration Agreement, Barings (in its capacity as our administrator) performs (or oversees, or arranges for, the performance of) the administrative services necessary for our operation, including, but not limited to, office facilities, equipment, clerical, bookkeeping and record keeping services at such office facilities and such other services as Barings, subject to review by the Board, will from time to time determine to be necessary or useful to perform its obligations under the Administration Agreement. Barings also, on our behalf and subject to the Board’s oversight, arranges for the services of, and oversees, custodians, depositories, transfer agents, dividend disbursing agents, other stockholder servicing agents, accountants, attorneys, underwriters, brokers and dealers, corporate fiduciaries, insurers, banks and such other persons in any such other capacity deemed to be necessary or desirable. Barings is responsible for the financial and other records that we are required to maintain and will prepare all reports and other materials required to be filed with the SEC or any other regulatory authority.

Included in Barings GPFG is Barings North American Private Finance Team (the “U.S. Investment Team”), which consists of 46 investment professionals (as of June 30, 2024) located in three offices in the United States. The U.S. Investment Team provides a full set of solutions to the North American middle market, including first and second lien senior secured loans, unitranche structures, revolvers, mezzanine debt and equity co-investments. The U.S. Investment Team averages over 18 years of industry experience at the Managing Director and Director level. Also included in Barings GPFG are its Europe and Asia-Pacific Investment Committees and Private Finance Teams, which are responsible for our investment origination and portfolio monitoring activities for middle-market companies in Europe and Asia-Pacific geographies. In addition, Barings believes that it has best-in-class support personnel, including expertise in risk management, legal, accounting, tax, information technology and compliance, among others. We expect to benefit from the support provided by these personnel in our operations.

We have entered into an expense support agreement (the “Expense Support Agreement”) with Barings, pursuant to which Barings may elect to pay certain of our expenses on our behalf (“Expense Payments”), including organization and offering expenses, provided that no portion of the payment will be used to pay any of our interest expenses or any distribution and/or

105

shareholder servicing fees. Any Expense Payment that Barings commits to pay must be paid by Barings to us in any combination of cash or other immediately available funds no later than forty-five days after such commitment is made in writing, and/or offset against amounts due from us to Barings or its affiliates. If Barings elects to pay certain of our expenses, Barings will be entitled to reimbursement of such expenses from us if Available Operating Funds (as defined in “Note 2. Agreements and Related Party Transactions” to our Unaudited Consolidated Financial Statements) exceed the cumulative distributions accrued to our stockholders, subject to the terms of the Expense Support Agreement.

Portfolio Composition

The total fair value of our investment portfolio was $2,631.1 million and $2,458.9 million as of June 30, 2024 and December 31, 2023, respectively. As of June 30, 2024, we had investments in 295 portfolio companies and one money market fund with an aggregate cost of $2,643.0 million. As of December 31, 2023, we had investments in 302 portfolio companies with an aggregate cost of $2,467.7 million. As of June 30, 2024 and December 31, 2023, none of our portfolio investments represented greater than 10% of the total fair value of our investment portfolio.

As of June 30, 2024 and December 31, 2023, our investment portfolio consisted of the following investments:


($ in thousands)	Cost		Percentage of Total Portfolio		Fair Value		Percentage of Total Portfolio
June 30, 2024:
Senior debt and 1st lien notes	$	2,138,751	81	%	$	2,105,189	80	%
Subordinated debt and 2nd lien notes	145,853		6		143,861		6
Structured products	26,439		1		25,881		1
Equity shares	267,332		10		307,969		12
Equity warrants	4		—		2,708		—
Royalty rights	9,678		—		9,678		—
Investment in joint ventures	44,906		2		25,786		1
Short-term investments	10,067		—		10,066		—
	$	2,643,030	100	%	$	2,631,138	100	%


($ in thousands)	Cost		Percentage of Total Portfolio		Fair Value		Percentage of Total Portfolio
December 31, 2023:
Senior debt and 1st lien notes	$	1,981,715	80	%	$	1,958,306	80	%
Subordinated debt and 2nd lien notes	158,720		7		148,450		6
Structured products	27,146		1		23,947		1
Equity shares	254,999		10		297,213		12
Equity warrants	4		—		2,475		—
Investment in joint ventures	45,143		2		28,538		1

	$	2,467,727	100	%	$	2,458,929	100	%

Investment Activity

During the six months ended June 30, 2024, we made 19 new portfolio company investments totaling $243.3 million, made additional investments in existing portfolio companies totaling $309.0 million and made additional investments in existing joint venture equity portfolio companies totaling $1.5 million. We had 26 loans repaid totaling $236.6 million and received $76.5 million of portfolio company principal payments and sales proceeds and recognized a net realized gain on these transactions of $0.8 million. We sold $52.5 million of middle-market portfolio debt investments to one of our joint ventures, realizing a gain on these transactions of $0.1 million and recognized a loss of $16.5 million on three of our investments that were restructured. In addition, we received proceeds related to the sale of equity investments totaling $17.1 million and recognized a net realized gain on such sales totaling $4.5 million. Lastly, we received $1.8 million of return of capital from our joint venture investments.

106

During the six months ended June 30, 2023, we made new investments totaling $82.9 million, made additional investments in existing portfolio companies totaling $105.5 million, made a new investment in a new joint venture equity portfolio company totaling $4.6 million, made additional investments in existing joint venture equity portfolio companies totaling $2.5 million and made a $62.0 million equity co-investment alongside certain affiliates in a portfolio company that specializes in providing financing to plaintiff law firms engaged in mass tort and other civil litigation. We had seven loans repaid at par totaling $52.5 million and received $30.7 million of portfolio company principal payments and sale proceeds, recognizing a net loss on these transactions of $2.6 million. In addition, we sold $114.8 million of middle-market portfolio debt investments to one of our joint ventures, realizing a gain on these transactions of $2.0 million and recognized a loss of $0.6 million on one of our debt investments that was restructured. Finally, we received $6.2 million of return of capital from one of our joint ventures.

Total portfolio investment activity for the six months ended June 30, 2024 and 2023 was as follows:


Six Months Ended June 30, 2024: ($ in thousands)	Senior Debt and 1st Lien Notes		Subordinated Debt and 2nd Lien Notes		Structured Products		Equity Shares		Equity Warrants		Royalty Rights		Investment in Joint Ventures		Short-term Investments		Total
Fair value, beginning of period	$	1,958,306	$	148,450	$	23,947	$	297,213	$	2,475	$	—	$	28,538	$	—	$	2,458,929
New investments	510,295		27,873		—		4,440		—		9,678		1,519		10,067		563,872
Investment restructuring	(12,367)		(199)		—		12,536		30		—		—		—		—
Proceeds from sales of investments/return of capital	(75,601)		—		—		(17,018)		(114)		—		(1,757)		—		(94,490)
Loan origination fees received	(11,263)		(580)		—		—		—		—		—		—		(11,843)
Principal repayments received	(259,455)		(29,862)		(714)		—		—		—		—		—		(290,031)
Payment-in-kind interest/dividends	1,614		1,440		—		8,062		—		—		—		—		11,116
Accretion of loan premium/discount	357		104		7		—		—		—		—		—		468
Accretion of deferred loan origination revenue	6,789		598		—		—		—		—		—		—		7,387
Realized gain (loss)	(3,334)		(12,240)		—		4,313		84		—		—		—		(11,177)
Unrealized appreciation (depreciation)	(10,152)		8,277		2,641		(1,577)		233		—		(2,514)		(1)		(3,093)
Fair value, end of period	$	2,105,189	$	143,861	$	25,881	$	307,969	$	2,708	$	9,678	$	25,786	$	10,066	$	2,631,138

107


Six Months Ended June 30, 2023: ($ in thousands)	Senior Debt and 1st Lien Notes		Subordinated Debt and 2nd Lien Notes		Structured Products		Equity Shares		Equity Warrants		Investment in Joint Ventures		Total
Fair value, beginning of period	$	1,777,492	$	163,899	$	25,022	$	158,131	$	1,083	$	32,253	$	2,157,880
New investments	173,950		8,712		—		67,772		—		7,102		257,536

Proceeds from sales of investments/return of capital	(114,341)		—		—		—		—		(6,214)		(120,555)
Loan origination fees received	(4,085)		(47)		—		—		—		—		(4,132)
Principal repayments received	(65,878)		(17,086)		(714)		—		—		—		(83,678)
Payment-in-kind interest/dividends	2,281		1,008		—		2,933		—		—		6,222
Accretion of loan premium/discount	309		389		7		—		—		—		705
Accretion of deferred loan origination revenue	5,143		247		—		—		—		—		5,390
Realized gain (loss)	(939)		(278)		—		—		—		—		(1,217)
Unrealized appreciation (depreciation)	3,642		(2,456)		(250)		8,625		83		(2,209)		7,435
Fair value, end of period	$	1,777,574	$	154,388	$	24,065	$	237,461	$	1,166	$	30,932	$	2,225,586

Portfolio Risk Monitoring

The Adviser monitors our portfolio companies on an ongoing basis. As part of the monitoring process, the Adviser regularly assesses the risk profile of each of our investments and, on a quarterly basis, rates each investment on a risk scale of 1 to 5. Risk assessment is not standardized in our industry and our risk ratings may not be comparable to ones used by other companies. For additional information regarding the Adviser’s portfolio management and investment monitoring, see “Item 1. Business – Portfolio Management and Investment Monitoring” in our Annual Report on Form 10-K for the year ended December 31, 2023.

Our risk assessment is based on the following risk rating categories:

•Risk Rating 1: In the opinion of the Adviser, the issuer is performing materially above expectations at the time of underwriting and the business trends and/or risk factors are favorable.

•Risk Rating 2: In the opinion of the Adviser, the issuer is performing in a manner consistent with expectations at the time of underwriting and the current risk is believed to be similar to that at the time the asset was originated.

•Risk Rating 3: In the opinion of the Adviser, the issuer is performing below expectations at the time of underwriting and the investment risk has increased since underwriting.

•Risk Rating 4: In the opinion of the Adviser, the issuer is performing materially below expectations at the time of underwriting and the investment risk has increased materially since underwriting. Issuers with a risk rating of 4 are typically in violation of one or more debt covenants.

•Risk Rating 5: In the opinion of the Adviser, the issuer is performing substantially below expectations at the time of underwriting and indicates the investment risk has increased substantially since underwriting. Loans with a risk rating of 5 are not anticipated to be repaid in full or have a possibility to not be repaid in full, and the fair market value reflects the Adviser’s current estimate of recoverable value.

The following table shows the classification of our investments by risk rating as of June 30, 2024, and December 31, 2023. Investment risk ratings are accurate only as of those dates and may change due to subsequent developments to a portfolio company’s business or financial condition, market conditions or developments, and other factors.

108


($ in thousands)	June 30, 2024				December 31, 2023
Risk Rating Category	Fair Value (1)(2)		Percentage of Total Portfolio		Fair Value (1)		Percentage of Total Portfolio
Category 1	$	285,858	10.9	%	$	262,484	10.7	%
Category 2	1,796,537		68.8		1,794,747		73.2
Category 3	343,575		13.2		290,969		11.9
Category 4	158,852		6.1		79,815		3.3
Category 5	26,954		1.0		23,151		0.9
Total	$	2,611,776	100.0	%	$	2,451,166	100.0	%

(1) Excludes 9.1% member interest in CPCF BPCC LLC.

(2) Excludes short-term investments.

Non-Accrual Assets

Generally, when interest and/or principal payments on a loan become past due, or if we otherwise do not expect the borrower to be able to service its debt and other obligations, we will place the loan on non-accrual status and will generally cease recognizing interest income on that loan for financial reporting purposes until all principal and interest have been brought current through payment or due to a restructuring such that the interest income is deemed to be collectible. As of June 30, 2024, we had five portfolio companies with investments on non-accrual, the aggregate fair value of which was $3.0 million, which comprised 0.1% of the total fair value of our portfolio, and the aggregate cost of which was $12.4 million, which comprised 0.5% of the total cost of our portfolio. As of December 31, 2023, we had two portfolio companies with their debt investments on non-accrual, the aggregate fair value of which was $14.0 million, which comprised 0.6% of the total fair value of our portfolio, and the aggregate cost of which was $18.2 million, which comprised 0.7% of the total cost of our portfolio.

A summary of our non-accrual assets as of June 30, 2024 is provided below:

Anju Software, Inc.

During the quarter ended September 30, 2023, we placed our first lien senior secured debt investment in Anju Software, Inc., or Anju Software, on non-accrual status. As a result, under U.S. generally accepted accounting principles (“U.S. GAAP”), we will not recognize interest income on our first lien senior secured debt investment in Anju Software for financial reporting purposes. As of June 30, 2024, the cost of our first lien senior secured debt investment in Anju Software was $1.4 million and the fair value of such investment was $0.1 million.

Canadian Orthodontic Partners Corp.

During the quarter ended March 31, 2024, we placed our first lien senior secured debt investment in Canadian Orthodontic Partners Corp., or Canadian Orthodontics, on non-accrual status. As a result, under U.S. GAAP, we will not recognize interest income on our first lien senior secured debt investment in Canadian Orthodontics for financial reporting purposes. As of June 30, 2024, the cost of our first lien senior secured debt investment in Canadian Orthodontics was $4.9 million and the fair value of such investment was $1.2 million.

Eurofins Digital Testing International LUX Holdings SARL

During the quarter ended June 30, 2024, we placed our debt investments in Eurofins Digital Testing International LUX Holdings SARL, or Eurofins, on non-accrual status. As a result, under U.S. GAAP, we will not recognize interest income on our debt investments in Eurofins for financial reporting purposes. As of June 30, 2024, the cost of our debt investments in Eurofins was $2.9 million and the fair value of such investments was $0.4 million.

GPNZ II GmbH

During the quarter ended March 31, 2024, we placed our first lien EURIBOR + 6.00% debt investment in GPNZ II GmbH, or GPNZ, on non-accrual status. As a result, under U.S. GAAP, we will not recognize interest income on our first lien EURIBOR + 6.00% debt investment in GPNZ for financial reporting purposes. As of June 30, 2024, the cost of our first lien EURIBOR + 6.00% debt investment in GPNZ was $0.4 million and the fair value of such investment was $0.1 million.

109

Marmoutier Holding B.V.

During the quarter ended March 31, 2024, we placed our debt investments in Marmoutier Holding B.V., or Marmoutier, on non-accrual status. As a result, under U.S. GAAP, we will not recognize interest income on our debt investments in Marmoutier for financial reporting purposes. As of June 30, 2024, the cost of our debt investments in Marmoutier was $2.8 million and the fair value of such investments was $1.2 million.

Results of Operations

Comparison of the three and six months ended June 30, 2024 and 2023

Operating results for the three and six months ended June 30, 2024 and 2023 were as follows:


	Three Months Ended		Three Months Ended		Six Months Ended		Six Months Ended
($ in thousands)	June 30, 2024		June 30, 2023		June 30, 2024		June 30, 2023























Total investment income	$	82,234	$	68,331	$	156,528	$	127,453










Total operating expenses	30,892		29,447		64,372		55,851


Net investment income before taxes	51,342		38,884		92,156		71,602
Income taxes, including excise tax expense	32		241		282		294
Net investment income after taxes	51,310		38,643		91,874		71,308








Net realized gains (losses)	(926)		(5,232)		(19,799)		(27,617)






Net unrealized appreciation (depreciation)	(9,330)		(2,847)		20,376		27,399
Net realized gains (losses) and unrealized appreciation (depreciation) on investments, foreign currency transactions and forward currency contracts	(10,256)		(8,079)		577		(218)


Net increase in net assets resulting from operations	$	41,054	$	30,564	$	92,451	$	71,090

Net increases or decreases in net assets resulting from operations can vary substantially from period to period due to various factors, including recognition of realized gains and losses and unrealized appreciation and depreciation. As a result, comparisons of net changes in net assets resulting from operations may not be meaningful.

Investment Income


	Three Months Ended		Three Months Ended		Six Months Ended		Six Months Ended
($ in thousands)	June 30, 2024		June 30, 2023		June 30, 2024		June 30, 2023
Investment income:





Total interest income	$	62,747	$	56,117	$	123,300	$	106,093




Total dividend income	10,120		5,914		16,860		9,626




Total fee and other income	5,515		3,924		9,891		7,278




Total payment-in-kind interest income	3,505		2,367		5,870		4,438
Interest income from cash	347		9		607		18
Total investment income	$	82,234	$	68,331	$	156,528	$	127,453

The change in total investment income for the three and six months ended June 30, 2024, as compared to the three and six months ended June 30, 2023, was primarily due to an increase in the average size of our portfolio, an increase in the weighted average yield on the portfolio from higher base rates and increased dividends from portfolio companies and joint venture investments. The amount of our outstanding debt investments was $2,347.3 million as of June 30, 2024, as compared to $2,035.1 million as of June 30, 2023. The increase in the average size of our portfolio was largely due to net additions in sponsor and non-sponsor investments. The weighted average yield on the principal amount of our outstanding debt investments, other than non-accrual debt investments, was 11.1% as of June 30, 2024, as compared to 10.6% as of June 30, 2023. For the three and six months ended June 30, 2024, dividends from portfolio companies and joint venture investments were $10.1 million and $16.9 million, respectively, as compared to $5.9 million and $9.6 million for the three and six months ended June 30, 2023, respectively. For the three and six months ended June 30, 2024, PIK interest income was $3.5 million and $5.9 million, respectively, as compared to $2.4 million and $4.4 million for the three and six months ended June 30, 2023, respectively.

110

Operating Expenses


	Three Months Ended		Three Months Ended		Six Months Ended		Six Months Ended
($ in thousands)	June 30, 2024		June 30, 2023		June 30, 2024		June 30, 2023
























Operating expenses:
Interest and other financing fees	$	21,127	$	21,110	$	45,280	$	39,672
Base management fee	4,824		4,218		9,417		8,067
Incentive management fees	3,188		2,742		6,255		5,337





Other general and administrative expenses	1,753		1,377		3,420		2,775
Total operating expenses	$	30,892	$	29,447	$	64,372	$	55,851

Interest and Other Financing Fees

Interest and other financing fees during the three and six months ended June 30, 2024, were primarily attributable to borrowings under the Revolving Credit Facility, the SMBC Credit Facility, the 2023 Debt Securitization, the July 2026 Notes and the May 2027 Notes (each as defined below under “Financial Condition, Liquidity and Capital Resources”). Interest and other financing fees during the three and six months ended June 30, 2023 were attributable to borrowings under the Revolving Credit Facility, the SMBC Credit Facility, the July 2026 Notes, the May 2027 Notes and Secured Borrowings (as defined below under “Financial Condition, Liquidity and Capital Resources”). The increase in interest and other financing fees for the three and six months ended June 30, 2024 compared to the three and six months ended June 30, 2023 was primarily attributable to interest and other financing fees on the 2023 Debt Securitization and an increase in the weighted average interest rate on the Revolving Credit Facility. The weighted average interest rate on the Revolving Credit Facility was 7.4% as of June 30, 2024, as compared to 7.1% as of June 30, 2023.

Base Management Fee

Under the Advisory Agreement, we pay Barings a base management fee (the “Base Management Fee”), quarterly in arrears on a calendar quarter basis. The Base Management Fee is calculated based on the average value of our gross assets at the end of the two most recently completed calendar quarters prior to the quarter for which such fees are being calculated. The Base Management Fee for any partial quarter is appropriately pro-rated. See “Note 2. Agreements and Related Party Transactions” to our Unaudited Consolidated Financial Statements for additional information regarding the Advisory Agreement and the fee arrangement thereunder. For the three and six months ended June 30, 2024, the amount of Base Management Fees incurred were approximately $4.8 million and $9.4 million, respectively. For the three and six months ended June 30, 2023, the amount of base management fees incurred were approximately $4.2 million and $8.1 million, respectively. The increase in the Base Management Fees for the three and six months ended June 30, 2024 versus the corresponding 2023 periods is primarily related to the average value of gross assets increasing from $2,249.8 million as of the end of the two most recently completed calendar quarters prior to June 30, 2023 to $2,572.9 million as of the end of the two most recently completed calendar quarters prior to June 30, 2024.

Incentive Fee

Under the Advisory Agreement, we pay Barings an incentive fee. The incentive fee is determined and paid quarterly in arrears based on the amount by which (x) the aggregate “pre-incentive fee net investment income” in respect of the then-current calendar quarter and the three preceding calendar quarters (the “Trailing Twelve Months”), exceeds (y) the hurdle amount in respect of the Trailing Twelve Months. The incentive fee is subject to a cap (the “Incentive Fee Cap”), which during each of the three and six months ended June 30, 2024 and June 30, 2023, was an amount equal to 0.50% of the average value of the our gross assets (excluding (i) cash and cash equivalents and (ii) net unsettled purchases and sales of investments) at the end of each quarter during the trailing twelve months and appropriately adjusted for any share issuances or repurchases during the period. See “Note 2. Agreements and Related Party Transactions” to our Unaudited Consolidated Financial Statements for additional information regarding the terms of the Advisory Agreement and the fee arrangements thereunder. For the three and six months ended June 30, 2024, the amount of incentive fee incurred was approximately $3.2 million and $6.3 million, respectively, as compared to $2.7 million and $5.3 million, respectively, for the three and six months ended June 30, 2023. The increase in the incentive fee for the three and six months ended June 30, 2024 as compared to the three and six months ended June 30, 2023, relates predominately to an increase in pre-incentive fee net investment income and to the value of the gross assets used in the Incentive Fee Cap calculation. For the three and six months ended June 30, 2024, the amount of pre-incentive fee net investment income was approximately $54.5 million and $98.4 million, respectively, as compared to $41.6 million and $76.9 million, respectively, for the three and six months ended June 30, 2023. The average value of gross assets used in the Incentive Fee Cap calculation increased from $2,193.9 million as of June 30, 2023 to $2,550.2 million as of June 30, 2024.

111

Other General and Administrative Expenses

Under the terms of the Administration Agreement, Barings performs (or oversees, or arranges for, the performance of) the administrative services necessary for our operations. We reimburse Barings for the costs and expenses incurred by it in performing its obligations and providing personnel and facilities under the Administration Agreement in an amount negotiated and mutually agreed to by us and Barings quarterly in arrears; provided that the agreed-upon quarterly expense amount will not exceed the amount of expenses that would otherwise be reimbursable by us under the Administration Agreement for the applicable quarterly period, and Barings will not be entitled to the recoupment of any amounts in excess of the agreed-upon quarterly expense amount. For the three and six months ended June 30, 2024, the amount of administration expense incurred and invoiced by Barings for expenses was $0.3 million and $0.8 million, respectively. For the three and six months ended June 30, 2023, the amount of administration expense incurred and invoiced by Barings for expenses was $0.4 million and $1.0 million, respectively. In addition to expenses incurred under the Administration Agreement, other general and administrative expenses include Board fees, directors’ and officers’ insurance costs, legal and accounting expenses and other costs related to our operations.

Net Realized Gains (Losses)

Net realized gains (losses) during the three and six months ended June 30, 2024 and 2023 were as follows:


	Three Months Ended		Three Months Ended		Six Months Ended		Six Months Ended
($ in thousands)	June 30, 2024		June 30, 2023		June 30, 2024		June 30, 2023




































Net realized gains (losses):
Non-Control / Non-Affiliate investments	$	(7,618)	$	(40)	$	(11,177)	$	(1,217)


Net realized gains (losses) on investments	(7,618)		(40)		(11,177)		(1,217)
Foreign currency transactions	83		681		(314)		869
Forward currency contracts	6,609		(5,873)		(8,308)		(27,269)
Net realized gains (losses)	$	(926)	$	(5,232)	$	(19,799)	$	(27,617)

During the three months ended June 30, 2024, we recognized net realized losses totaling $0.9 million, which consisted primarily of a net gain on our forward currency contracts of $6.6 million and a net gain on foreign currency transactions of $0.1 million, partially offset by a net loss on our investment portfolio of $7.6 million. The net loss on our investment portfolio predominately related to a $12.2 million loss on the restructuring of two investments, of which a portion was reclassified from unrealized depreciation during the three months ended June 30, 2024, partially offset by a $4.1 million gain on the sale of one investment. During six months ended June 30, 2024, we recognized net realized losses totaling $19.8 million, which consisted primarily of a net loss on our investment portfolio of $11.2 million, a net loss on our forward currency contracts of $8.3 million and a net loss on foreign currency transactions of $0.3 million. The net loss on our investment portfolio was primarily comprised of a $16.5 million loss on the restructuring of three investments which were partially reclassified from unrealized depreciation, partially offset by a $4.5 million gain on the sale of one investment during the six months ended June 30, 2024.

During the three months ended June 30, 2023, we recognized net realized losses totaling $5.2 million, which consisted primarily of a net loss on forward currency contracts of $5.9 million, partially offset by a net gain on foreign currency transactions of $0.7 million. During the six months ended June 30, 2023, we recognized net realized losses totaling $27.6 million, which consisted primarily of a net loss on foreign currency contracts of $27.3 million and a net loss on our loan portfolio of $1.2 million, partially offset by a net gain on foreign currency transactions of $0.9 million.

Net Unrealized Appreciation (Depreciation)

Net unrealized appreciation (depreciation) during the three and six months ended June 30, 2024 and 2023 were as follows:


	Three Months Ended		Three Months Ended		Six Months Ended		Six Months Ended
($ in thousands)	June 30, 2024		June 30, 2023		June 30, 2024		June 30, 2023












































Net unrealized appreciation (depreciation):
Non-Control / Non-Affiliate investments	$	639	$	(6,886)	$	3,546	$	2,090
Affiliate investments	(5,653)		425		(6,644)		5,227

Net unrealized appreciation (depreciation) on investments	(5,014)		(6,461)		(3,098)		7,317
Foreign currency transactions	720		(1,191)		2,570		(3,855)
Forward currency contracts	(5,036)		4,805		20,904		23,937
Net unrealized appreciation (depreciation)	$	(9,330)	$	(2,847)	$	20,376	$	27,399

112

During the three months ended June 30, 2024, we recorded net unrealized depreciation totaling $9.3 million, consisting of net unrealized depreciation on our current portfolio of $14.3 million and net unrealized depreciation related to our forward currency contracts of $5.0 million, partially offset by net unrealized appreciation related to foreign currency transactions of $0.7 million and net unrealized appreciation reclassification adjustments of $9.3 million related to the net realized losses on the sales / repayments and restructures of certain investments. The net unrealized depreciation on our current portfolio of $14.3 million was driven primarily by the credit or fundamental performance of investments of $12.4 million, broad market moves for investments of $1.0 million and the impact of foreign currency exchange rates on investments of $0.9 million.

During the six months ended June 30, 2024, we recorded net unrealized appreciation totaling $20.4 million, consisting of net unrealized appreciation related to our forward currency contracts of $20.9 million, net unrealized appreciation related to foreign currency transactions of $2.6 million and net unrealized appreciation reclassification adjustments of $14.6 million related to the net realized losses on the sales / repayments and restructures of certain investments, partially offset by net unrealized depreciation on our current portfolio of $17.7 million. The net unrealized depreciation on our current portfolio of $17.7 million was driven primarily by the credit or fundamental performance of investments of $17.3 million and the impact of foreign currency exchange rates on investments of $12.9 million, partially offset by broad market moves for investments of $12.5 million.

During the three months ended June 30, 2023, we recorded net unrealized depreciation totaling $2.8 million, consisting of net unrealized depreciation on our current portfolio of $6.2 million, net unrealized depreciation on foreign currency transactions of $1.2 million and net unrealized depreciation reclassification adjustments of $0.3 million related to the net realized gains on the sales / repayments of certain investments, partially offset by net unrealized appreciation related to forward currency contracts of $4.8 million. The net unrealized depreciation on our current portfolio of $6.2 million was driven primarily by the impact of credit or fundamental performance of investments of $6.3 million and broad market moves for investments of $3.0 million, partially offset by foreign currency exchange rates on investments of $3.1 million.

During the six months ended June 30, 2023, we recorded net unrealized appreciation totaling $27.4 million, consisting of net unrealized appreciation on our current portfolio of $5.5 million, net unrealized appreciation reclassification adjustments of $2.0 million related to the net realized losses on the sales / repayments of certain investments and net unrealized appreciation related to forward currency contracts of $23.9 million, partially offset by net unrealized depreciation related to foreign currency transactions of $3.9 million and deferred taxes of $0.1 million. The net unrealized appreciation on our current portfolio of $5.5 million was driven primarily by the impact of foreign currency exchange rates on investments of $10.1 million, partially offset by credit or fundamental performance of investments of $1.1 million and broad market moves for investments of $3.6 million.

Financial Condition, Liquidity and Capital Resources

We believe that our current cash and foreign currencies on hand, our short-term investments, our available borrowing capacity under the Revolving Credit Facility and the SMBC Credit Facility and our anticipated cash flows from operations will be adequate to meet our cash needs for our daily operations for at least the next twelve months. In addition, we expect to generate cash from the net proceeds of the Private Offering. This “Financial Condition, Liquidity and Capital Resources” section should be read in conjunction with the notes to our Unaudited Consolidated Financial Statements in this Quarterly Report on Form 10-Q.

On May 13, 2021, our stockholders approved a proposal to authorize us to be subject to a reduced asset coverage ratio of at least 150% under the 1940 Act. As a result of stockholder approval, effective May 14, 2021, our applicable minimum asset coverage ratio under the 1940 Act was decreased to 150% from 200%. Thus, we are permitted under the 1940 Act, under specified conditions, to issue multiple classes of debt and one class of stock senior to our common stock if our asset coverage, as defined in the 1940 Act, is at least equal to 150% immediately after each such issuance. Our asset coverage ratio was 258.9% as of June 30, 2024.

Cash Flows

For the six months ended June 30, 2024, we experienced a net increase in cash in the amount of $104.8 million. During that period, our operating activities used $118.7 million in cash, consisting primarily of purchases of portfolio investments of $527.4 million, partially offset by proceeds from sales or repayments of portfolio investments totaling $346.2 million. In addition, our financing activities provided net cash of $223.4 million, consisting primarily of proceeds from the issuance of common stock of $480.5 million, partially offset by net repayments of $76.1 million under the Revolving Credit Facility and SMBC Credit Facility, dividends paid in the amount of $84.6 million, repayments of $57.6 million under the 2023 Debt Securitization and $32.6 million in share repurchases. As of June 30, 2024, we had $188.4 million of cash and foreign currencies on hand, including $10.5 million of restricted cash.

113

For the six months ended June 30, 2023, we experienced a net increase in cash in the amount of $93.3 million. During that period, our operating activities used $66.6 million in cash, consisting primarily of purchases of portfolio investments of $343.2 million, partially offset by proceeds from sales or repayments of portfolio investments totaling $254.8 million. In addition, our financing activities provided net cash of $159.9 million, consisting primarily of net borrowings of $111.5 million under the SMBC Credit Facility and proceeds from the issuance of common stock of $129.7 million, partially offset by dividends paid in the amount of $60.5 million and net repayments of our secured borrowings of $18.6 million. As of June 30, 2023, we had $184.8 million of cash on hand, including foreign currencies.

Financing Transactions

BNP Paribas Revolving Credit Facility

On May 11, 2021, BPC Funding LLC (“BPC Funding”), our wholly-owned subsidiary, entered into a senior secured revolving credit facility with BNP Paribas (“BNPP”) (as amended, the “Revolving Credit Facility”). BNPP serves as administrative agent, State Street Bank and Trust Company serves as collateral agent, and we serve as servicer under the Revolving Credit Facility. The initial maximum amount of borrowings available under the Revolving Credit Facility was $400 million. On November 18, 2021, BPC Funding and BNPP amended the Revolving Credit Facility to increase the maximum amount of borrowings available to $600 million from $400 million. Effective on March 9, 2022, BPC Funding and BNPP amended the Revolving Credit Facility to increase the maximum amount of borrowings available to $800 million from $600 million. On May 9, 2024, BPC Funding and BNPP amended the Revolving Credit Facility to extend the revolving period and maturity date of the Revolving Credit Facility to May 11, 2027 and May 11, 2029, respectively.

Advances under the Revolving Credit Facility initially bore interest at a per annum rate equal to, in the case of dollar advances, three-month LIBOR, and in the case of foreign currency advances, the applicable benchmark in effect for such currency, plus an applicable margin of 1.65% to 2.60% per annum depending on the nature of the advances being requested under the Revolving Credit Facility. Effective on March 9, 2022, the term SOFR reference rate replaced LIBOR as an applicable index for U.S. dollar-based borrowings. Effective March 9, 2022, U.S. dollar advances under the Revolving Credit Agreement bore interest at a per annum rate equal to three-month term SOFR, plus an applicable margin of 1.80% to 2.75% per annum depending on the nature of the advances being requested under the Revolving Credit Agreement. Commencing on May 9, 2024, advances under the Revolving Credit Facility bear interest at a per annum rate equal to, in the case of dollar advances, Term SOFR based upon the applicable interest accrual period, and in the case of foreign currency advances, the applicable benchmark in effect for such currency, plus an applicable margin of (1) during the reinvestment period, 2.50% and (2) following the reinvestment period, 3.00%.

Advances under the Revolving Credit Facility are subject to compliance with borrowing base requirements, pursuant to which the amount of funds advanced by the lenders to BPC Funding varies depending upon the types of assets in BPC Funding’s portfolio. Assets must meet certain criteria in order to be included in the borrowing base, and the borrowing base is subject to certain portfolio restrictions including investment size, sector concentrations and investment type.

BPC Funding’s obligations to the lenders under the Revolving Credit Facility are secured by a first priority security interest in all of BPC Funding’s portfolio investments and cash. The obligations of BPC Funding under the Revolving Credit Facility are non-recourse to us, and our exposure under the Revolving Credit Facility is limited to the value of our investment in BPC Funding.

114

In connection with the Revolving Credit Facility, BPC Funding has made certain customary representations and warranties and is required to comply with various covenants, reporting requirements and other customary requirements for similar facilities. The Revolving Credit Facility contains customary events of default for similar financing transactions, including if a change of control of BPC Funding occurs. Upon the occurrence and during the continuation of an event of default, BNPP may declare the outstanding advances and all other obligations under the Revolving Credit Facility immediately due and payable. The occurrence of an event of default triggers a requirement that BPC Funding obtain the consent of BNPP prior to entering into any sale or disposition with respect to portfolio investments. As of June 30, 2024, we were in compliance with all covenants of the Revolving Credit Facility.

As of June 30, 2024, we had U.S. dollar borrowings of $268.4 million outstanding under the Revolving Credit Facility with a weighted average interest rate of 7.831% (three month SOFR of 5.331%), borrowings denominated in British pounds sterling of £17.2 million ($21.7 million U.S. dollars) with a weighted average interest rate of 7.723% (weighted average three month adjusted cumulative compounded SONIA of 5.223%), borrowings denominated in Australian dollars of A$7.8 million ($5.2 million U.S. dollars) with an interest rate of 6.912% (three month BBSW of 4.412%), borrowings denominated in Canadian dollars of C$5.4 million ($3.9 million U.S. dollars) with an interest rate of 7.778% (three month CDOR of 5.278%), borrowings denominated in New Zealand dollars of NZ$6.1 million ($3.7 million U.S. dollars) with an interest rate of 8.140% (three month NZBB of 5.640%) and borrowings denominated in Euros of €94.6 million ($101.4 million U.S. dollars) with a weighted average interest rate of 6.365% (three month EURIBOR of 3.865%). The borrowings denominated in foreign currencies were translated into U.S. dollars based on the spot rate at the relevant balance sheet date. The impact resulting from changes in foreign exchange rates on the Revolving Credit Facility borrowings is included in “Net unrealized appreciation (depreciation) - foreign currency transactions” in our Unaudited Consolidated Statements of Operations.

The fair values of the borrowings outstanding under the Revolving Credit Facility are based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model. As of June 30, 2024, the fair value of the borrowings outstanding under the Revolving Credit Facility was $404.4 million. See “Note 5. Borrowings — BNP Paribas Revolving Credit Facility” to our Unaudited Consolidated Financial Statements for additional information regarding the Revolving Credit Facility.

SMBC Revolving Credit Facility

On March 6, 2023, we entered into a senior secured revolving credit facility (as amended, the “SMBC Credit Facility”) pursuant to a Senior Secured Revolving Credit Agreement (the “SMBC Credit Agreement”) with Sumitomo Mitsui Banking Corporation, as administrative agent (“SMBC”), as lead arranger and as sole bookrunner, and the lenders and issuing banks from time to time party thereto.

The initial principal amount of the SMBC Credit Facility was $115.0 million, subject to availability under the borrowing base, which is based on our portfolio investments and other outstanding indebtedness, with an accordion provision to permit increases to the total facility amount up to $500.0 million, subject to the satisfaction of certain conditions. On April 17, 2023, we amended the SMBC Credit Agreement to amend certain provisions of the SMBC Credit Facility to increase the facility size from $115.0 million to $165.0 million, subject to the terms of the SMBC Credit Facility. In connection with the facility increase contemplated by the SMBC Credit Facility, Regions Bank joined the SMBC Credit Facility as an additional multicurrency lender with a commitment of $50.0 million. On December 14, 2023, the Company amended the SMBC Credit Agreement to amend certain provisions of the SMBC Credit Facility to increase the facility size to $215.0 million, including an initial term commitment of $25.0 million and converts a portion of the existing revolver availability into a term loan availability. On February 8, 2024, the Company amended the SMBC Credit Agreement to amend certain provisions of the SMBC Credit Facility to increase the facility size from $215.0 million to $265.0 million, subject to the terms of the SMBC Credit Facility. In connection with the facility increase, State Street Bank and Trust Company joined the SMBC Credit Facility as an additional multicurrency lender with a commitment of $25.0 million and Regions Bank increased its commitment from $50.0 million to $75.0 million.

Commencing on September 6, 2023, we pay an unused fee of 0.50% per annum if the unused facility amount is equal to or exceeds 67%, or 0.375% per annum if the unused facility amount is less than 67%, based on the average daily unused amount of the financing commitments, in addition to certain other fees as agreed between us and SMBC.

115

Advances under the SMBC Credit Facility are subject to compliance with borrowing base requirements, pursuant to which the amount of funds advanced by the lenders to us varies depending upon the types of assets in our portfolio. Assets must meet certain criteria in order to be included in the borrowing base, and the borrowing base is subject to certain portfolio restrictions including investment size, sector concentrations and investment type.

The SMBC Credit Facility is guaranteed by BPCC Holdings, Inc., our subsidiary, and will be guaranteed by certain of our domestic subsidiaries that are formed or acquired by us in the future (collectively, the “Subsidiary Guarantors”). Proceeds of the SMBC Credit Facility may be used for general corporate purposes, including, without limitation, repaying outstanding indebtedness, making distributions, contributions and investments, and acquisition and funding, and such other uses as permitted under the SMBC Credit Agreement.

The period during which we may borrow under the SMBC Credit Facility expires on March 5, 2027, and the SMBC Credit Facility will mature and all amounts outstanding thereunder must be repaid by March 6, 2028. The SMBC Credit Facility is secured by a perfected first-priority interest in substantially all of the portfolio investments held by us and the Subsidiary Guarantors, subject to certain exceptions.

In connection with the SMBC Credit Facility, we have made certain customary representations and warranties and is required to comply with various covenants, reporting requirements and other customary requirements for similar facilities. The SMBC Credit Facility contains customary events of default for similar financing transactions, including if a change in control of us occurs. Upon the occurrence and during the continuation of certain event of defaults, SMBC, as administrative agent, may declare the outstanding advances and all other obligations under the SMBC Credit Facility immediately due and payable. As of June 30, 2024, we were in compliance with all covenants of the SMBC Credit Facility.

As of June 30, 2024, we had U.S. dollar borrowings of $51.9 million outstanding under the SMBC Credit Facility with a weighted average interest rate of 7.440% (one-month SOFR of 5.340%). The fair values of the borrowings outstanding under the SMBC Credit Facility are based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model. As of June 30, 2024, the fair value of the borrowings outstanding under the SMBC Credit Facility was $51.9 million. See “Note 5. Borrowings — SMBC Revolving Credit Facility” to our Unaudited Consolidated Financial Statements for additional information regarding the SMBC Credit Facility.

2023 Debt Securitization

On August 23, 2023 (the “Closing Date”), we completed a $496.5 million term debt securitization (the “2023 Debt Securitization”). Term debt securitizations are also known as a collateralized loan obligations and are a form of secured financing incurred by one of our subsidiaries, which is consolidated by us and subject to our overall asset coverage requirements.

On the Closing Date and in connection with the 2023 Debt Securitization, Barings Private Credit Corporation CLO 2023-1 Ltd. (the “CLO Issuer”) and Barings Private Credit CLO 2023-1, LLC (the “CLO Co-Issuer” and together with the CLO Issuer, the “Issuers”), both indirect, wholly-owned, consolidated subsidiaries of ours, entered into a Note Purchase Agreement with BNP Paribas Securities Corp., as the initial purchaser (the “Initial Purchaser”), pursuant to which the Issuers agreed to sell certain of the notes and loans to the Initial Purchaser to be issued as part of the 2023 Debt Securitization pursuant an indenture by and among the CLO Issuer, the Co-Issuer, and State Street Bank and Trust Company, as collateral trustee (the “CLO Indenture”).

The notes and loans offered in the 2023 Debt Securitization consist of $300.0 million of AAA(sf) Class A Senior Secured Floating Rate Notes due 2031 ($242.4 million of the Class A Senior Secured Floating Rate Notes remain outstanding as of June 30, 2024), which bear interest at the three-month SOFR plus 2.40% (the “Class A-1 Notes”); $35.0 million of AA(sf) Class A-2 Senior Secured Floating Rate Notes due 2031, which bear interest at the three-month SOFR plus 3.35% (the “Class A-2 Notes”); $25.0 million of A(sf) Class B Secured Deferrable Floating Rate Notes due 2031, which bear interest at the three-month SOFR plus 4.15% (the “Class B Notes”); $22.5 million of BBB(sf) Class C Secured Deferrable Floating Rate Notes due 2031, which bear interest at the three month SOFR plus 6.35% (the “Class C Notes” and together with the Class A-1 Notes, the Class A-2 Notes and the Class B Notes, the “Secured Notes”); and $20.0 million of AA(sf) Class A Senior Floating Rate Loans maturing 2031, which bear interest at the three-month SOFR plus 3.35% (the “Class A-2 Loans” and together with the Secured Notes, the “Secured Debt”). Additionally, on the Closing Date, the Issuers issued $94.0 million of Subordinated Notes due 2031 (the “Subordinated Notes”), which do not bear interest. The Secured Debt together with the Subordinated Notes are collectively referred to herein a the “Notes”, and the Secured Debt together with the Subordinated Notes are collectively referred to herein as the “Debt”.

116

The Class A-2 Loans were incurred under a credit agreement (the “Class A-2 Credit Agreement”), dated as of the Closing Date, by and among the CLO Issuer, as borrower, the CLO Co-Issuer, as co-borrower, various financial institutions and other persons as lenders, and State Street Bank and Trust Company, as loan agent and as collateral trustee. The 2023 Debt Securitization is backed by a diversified portfolio of middle-market commercial loans. The Debt is scheduled to mature on July 15, 2031; however, the Debt may be redeemed by the Issuers, at our direction as holder of the Subordinated Notes, on any business day after July 15, 2024. We act as retention holder in connection with the 2023 Debt Securitization for the purposes of satisfying certain U.S., U.K. and European Union regulations requiring sponsors of securitization transactions to retain exposure to the performance of the securitized assets and as such is required to retain a portion of the Subordinated Notes. We have retained all of the Subordinated Notes issued in the 2023 Debt Securitization.

The CLO Issuer used the proceeds from the 2023 Debt Securitization to, among other things, purchase certain loans (the “Collateral Obligations”) on the Closing Date (1) from us pursuant to a master loan sale agreement entered into on the Closing Date (the “Loan Sale Agreement”), and (2) from BPC Funding pursuant to the master participation and assignment agreement entered into on the Closing Date (the “Participation Agreement”), each as described below. Following the closing of the 2023 Debt Securitization, BPC Funding used proceeds from the 2023 Debt Securitization to reduce certain outstanding indebtedness under the documents governing the Revolving Credit Facility.

Under the terms of the Loan Sale Agreement that provided for the sale of Collateral Obligations to the CLO Issuer, we transferred to the CLO Issuer a portion of its ownership interest in the Collateral Obligations securing the 2023 Debt Securitization for the purchase price and other consideration set forth in the Loan Sale Agreement. Under the terms of the Participation Agreement, pending the settlement of the Collateral Obligations transferred to the CLO Issuer under the Loan Sale Agreement, BPC Funding granted participation interests therein to the CLO Issuer until such loans are elevated to assignment. Following these transfers, CLO Issuer, and not BPC Funding or us, holds all of the ownership interest in such loans and participations. We made customary representations, warranties and covenants in the Loan Sale Agreement.

The Secured Debt is the secured obligation of the Issuers, the Subordinated Notes are the unsecured obligations of the CLO Issuer, and the CLO Indenture and Class A-2 Credit Agreement governing the Debt include customary covenants and events of default. The Debt has not been, and will not be, registered under the Securities Act of 1933, as amended (the “Securities Act”) or any state securities or “blue sky” laws and may not be offered or sold in the United States absent registration with the SEC or an applicable exemption from registration.

We serve as collateral manager to the CLO Issuer under the Collateral Management Agreement entered into on the Closing Date and have agreed to irrevocably waive all collateral management fees payable pursuant to the Collateral Management Agreement.

As of June 30, 2024, the fair value of the Class A-1 Notes, Class A-2 Notes, Class A-2 Loans, Class B Notes and Class C Notes was $345.1 million. The fair values of the Class A-1 Notes, Class A-2 Notes, Class A-2 Loans, Class B Notes and Class C Notes are based on unadjusted prices from independent pricing services and independent indicative broker quotes, which are Level 2 inputs.

July 2026 Notes

On July 29, 2021, we entered into a Note Purchase Agreement (the “July 2021 NPA”) governing the issuance of (1) $75.0 million in aggregate principal amount of Series A senior unsecured notes due July 29, 2026 (the “Series A Notes”), (2) $38.0 million in aggregate principal amount of Series B senior unsecured notes due July 29, 2026 (the “Series B Notes”), and (3) $37.0 million in aggregate principal amount of Series C senior unsecured notes due July 29, 2026 (the “Series C Notes,” and collectively with the Series A Notes and the Series B Notes, the “July 2026 Notes”), in each case, to qualified institutional investors in a private placement. The Series A Notes, Series B Notes and Series C Notes were delivered and paid for on July 29, 2021, September 15, 2021 and October 28, 2021, respectively. The July 2026 Notes will mature on July 29, 2026 unless redeemed, purchased or prepaid prior to such date by us in accordance with the terms of the July 2021 NPA.

The July 2026 Notes have a fixed interest rate of 3.5% per year, subject to a step up of (1) 0.75% per year, to the extent the July 2026 Notes fail to satisfy certain investment grade rating conditions and/or (2) 1.50% per year, to the extent the ratio of our secured debt to total assets exceeds specified thresholds, measured as of each fiscal quarter-end.

Our obligations under the July 2021 NPA are general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by us. As of June 30, 2024, we were in compliance with all covenants under the July 2021 NPA.

117

The July 2026 Notes were offered in reliance on Section 4(a)(2) of the Securities Act. The July 2026 Notes have not and will not be registered under the Securities Act or any state securities laws and, unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act, as applicable. See “Note 5. Borrowings” to our Unaudited Consolidated Financial Statements for additional information regarding the July 2021 NPA and the July 2026 Notes issued thereunder.

As of June 30, 2024, the fair value of the outstanding July 2026 Notes was $137.0 million. The fair value determinations of the Series A Notes, Series B Notes and Series C Notes were based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.

May 2027 Notes

On May 10, 2022, we entered into a Note Purchase Agreement (the “May 2022 NPA”) governing the issuance of (1) $100.0 million in aggregate principal amount of Series D senior unsecured notes due May 10, 2027 (the “Series D Notes”) and (2) $55.0 million in aggregate principal amount of Series E senior unsecured notes due May 10, 2027 (the “Series E Notes,” and collectively with the Series D Notes, the “May 2027 Notes”), in each case, to qualified institutional investors in a private placement. The Series D Notes were delivered and paid for on May 10, 2022, and the Series E Notes were delivered and paid for on July 6, 2022.

Our obligations under the May 2022 NPA are general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by us. As of June 30, 2024, we were in compliance with all covenants under the May 2022 NPA.

As of June 30, 2024, the fair value of the outstanding May 2027 Notes was $147.7 million. The fair value determinations of the May 2027 Notes were based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.

In connection with the offering of the Series D Notes, on May 10, 2022, we entered into a $100.0 million notional value interest rate swap. We receive a fixed rate interest at 6.00% paid semi-annually and pay quarterly based on a compounded daily rate of SOFR plus 3.24500%. The swap transaction matures on May 10, 2027. The interest expense related to the Series D Notes will be equally offset by proceeds received from the interest rate swap. The swap adjusted interest expense is included as a component of interest and other financing fees in our Unaudited Consolidated Statements of Operations. As of June 30, 2024, the interest rate swap had a fair value of $(4.6) million. Depending on the nature of the balance at period end, the fair value of the interest rate swap is either included as a component of derivative assets or derivative liabilities on our Unaudited Consolidated Balance Sheet. The change in fair value of the interest rate swap is offset by the change in fair value of the Series D Notes. The fair value of the Company’s interest rate swap is based on unadjusted prices from independent pricing services and independent indicative broker quotes, which are Level 2 inputs.

In connection with the offering of the Series E Notes, on July 6, 2022, we entered into a $55.0 million notional value interest rate swap. We receive a fixed rate interest at 6.00% paid semi-annually and pay quarterly based on a compounded daily rate of SOFR plus 3.38200%. The swap transaction matures on May 10, 2027. The interest expense related to the Series E Notes will be equally offset by proceeds received from the interest rate swap. The swap adjusted interest expense is included as a component of interest and other financing fees in our Unaudited Consolidated Statements of Operations. As of June 30, 2024, the interest rate swap had a fair value of $(2.7) million. Depending on the nature of the balance at period end, the fair value of the interest rate swap is either included as a component of derivative assets or derivative liabilities on our Unaudited Consolidated Balance Sheet. The change in fair value of the interest rate swap is offset by the change in fair value of the Series E Notes. The fair value of the Company’s interest rate swap is based on unadjusted prices from independent pricing services and independent indicative broker quotes, which are Level 2 inputs.

118

Secured Borrowings

As of June 30, 2024, we had no secured borrowings (“Secured Borrowings”) outstanding. On June 9, 2023, the remaining Secured Borrowings were repaid in full. Secured Borrowings were recorded as a result of certain securities that were sold and simultaneously repurchased at a premium, with amounts payable to the counterparty due on the repurchase settlement date, which was generally within 120 days of the trade date.

Discretionary Share Repurchase Program

We have commenced a discretionary share repurchase program in which we may, subject to market conditions and the discretion of the Board, offer to repurchase, in each quarter, up to 5% of our shares of common stock outstanding as of the close of the previous calendar quarter. The Board may amend, suspend or terminate the share repurchase program at any time if in its reasonable judgment if it deems such action to be in our best interest and the best interest of our stockholders. As a result, share repurchases may not be available each quarter, such as when a repurchase offer would place an undue burden on our liquidity, adversely affect our operations or risk having an adverse impact on the Company that would outweigh the benefit of the repurchase offer. We intend to conduct such repurchase offers in accordance with the requirements of Exchange Act Rule 13e-4 and the 1940 Act and subject to compliance with applicable covenants and restrictions under our financing arrangements. All shares purchased by us pursuant to the terms of each tender offer will be redeemed and thereafter will be authorized and unissued shares.

Under our discretionary share repurchase program, to the extent we offer to repurchase shares in any particular quarter, we expect to repurchase shares pursuant to quarterly tender offers using a purchase price equal to the NAV per share as of the last calendar day of the applicable quarter (the “Valuation Date”). Stockholders who purchase shares of our common stock on or after March 1, 2024 should keep in mind that if they tender shares of our common stock in a tender offer with a Valuation Date that is within the 12-month period following the initial issue date of their tendered shares, we may repurchase such shares subject to an “early repurchase deduction” of 2% of the aggregate NAV of the shares repurchased (an “Early Repurchase Deduction”). The Early Repurchase Deduction will be retained by the Company for the benefit of remaining holders of our common stock. This Early Repurchase Deduction will also generally apply to minimum account repurchases. We may, from time to time, waive the Early Repurchase Deduction in the following circumstances, subject to certain conditions: repurchases resulting from death, qualifying disability or divorce; in the event that a stockholder’s shares are repurchased because the stockholder has failed to maintain the $5,000 minimum account balance; or due to trade or operational error.

During the three and six months ended June 30, 2024, 167,112 and 1,705,852 shares, respectively, were accepted for repurchase for a total value of $3.5 million and $35.8 million, respectively.

Distributions to Stockholders

We intend to pay distributions to our stockholders of substantially all of our income, as determined by the Board in its discretion considering factors such as our earnings, cash flow, capital needs and general financial condition and the requirements of Maryland law. As a result, our distribution rates and payment frequency may vary from time to time. We generally intend to declare regular monthly dividends on a quarterly basis, although the frequency of such distributions may vary.

We have adopted a dividend reinvestment plan (“DRIP”) that provides for reinvestment of dividends on behalf of our stockholders, unless a stockholder elects to receive cash. As a result, when we declare a cash dividend, stockholders who have not opted out of the DRIP will have their dividends automatically reinvested in shares of our common stock, rather than receiving cash dividends.

We have elected for federal income tax purposes to be treated, and intend to qualify annually, as a RIC under the Code and intend to make the required distributions to our stockholders as specified therein. In order to qualify for and maintain our tax treatment as a RIC and to obtain RIC tax benefits, we must meet certain minimum distribution, source-of-income and asset diversification requirements. If such requirements are met, then we will generally be required to pay income taxes only on the portion of our taxable income and gains we do not distribute (actually or constructively). We monitor our distribution requirements with the goal of ensuring compliance with the Code. We can offer no assurance that we will achieve results that will permit the payment of any level of cash distributions and our ability to make distributions will be limited by the asset coverage requirement and related provisions under the 1940 Act and contained in any applicable indenture or financing arrangement and related supplements. In addition, in order to satisfy the annual distribution requirement applicable to RICs, we may declare a significant portion of our dividends in shares of our common stock instead of in cash. A stockholder generally would be subject to tax on 100% of the fair market value of the dividend on the date the dividend is received by the stockholder in the same manner as a cash dividend, even though a portion of the dividend was paid in shares of our common stock.

119

The minimum distribution requirements applicable to RICs require us to distribute to our stockholders each year at least 90% of our investment company taxable income (“ICTI”). Depending on the level of ICTI and net capital gain, if any, earned in a tax year, we may choose to carry forward income in excess of current year distributions into the next tax year and pay a 4% U.S. federal excise tax on such excess. Any such carryover income must be distributed before the end of the next tax year through a dividend declared prior to filing the final tax return related to the year which generated such income.

ICTI generally differs from net investment income for financial reporting purposes due to temporary and permanent differences in the recognition of income and expenses. We may be required to recognize ICTI in certain circumstances in which we do not receive cash. For example, if we hold debt obligations that are treated under applicable tax rules as having original issue discount (“OID”) (such as debt instruments issued with warrants), we must include in ICTI each year a portion of the OID that accrues over the life of the obligation, regardless of whether cash representing such income is received by us in the same taxable year. We may also have to include in ICTI other amounts that we have not yet received in cash, such as (i) PIK interest income and (ii) interest income from investments that have been classified as non-accrual for financial reporting purposes. Interest income on non-accrual investments is not recognized for financial reporting purposes, but generally is recognized in ICTI. Because any OID or other amounts accrued will be included in our ICTI for the year of accrual, we may be required to make a distribution to our stockholders in order to satisfy the minimum distribution requirements, even though we will not have received and may not ever receive any corresponding cash amount. ICTI also excludes net unrealized appreciation or depreciation, as investment gains or losses are not included in taxable income until they are realized.

Recent Developments

Subsequent to June 30, 2024, we made approximately $139.2 million of new commitments, of which $101.7 million closed and funded. The $101.7 million of investments consists of $100.7 million of first lien senior secured debt investments and $1.0 million of equity investments. The weighted average yield of the debt investments was 10.9%. In addition, we funded $16.4 million of previously committed revolvers and delayed draw term loans.

On July 1, 2024, we sold 1,762,517.26 unregistered shares of our common stock (with the number of shares issued being determined on July 23, 2024), for aggregate consideration of approximately $36.8 million at a price per share of $20.86, determined in accordance with Section 23 of the 1940 Act. The sale of common stock was made pursuant to subscription agreements entered into by us and the participating investors in connection with the Private Offering pursuant to Section 4(a)(2) of the Securities Act and Regulation D thereunder and/or Regulation S under the Securities Act.

Critical Accounting Policies and Use of Estimates

The preparation of our unaudited financial statements in accordance with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses for the periods covered by such financial statements. We have identified investment valuation and revenue recognition as our most critical accounting estimates. On an ongoing basis, we evaluate our estimates, including those related to the matters described below. These estimates are based on the information that is currently available to us and on various other assumptions that we believe to be reasonable under the circumstances. Actual results could differ materially from those estimates under different assumptions or conditions. A discussion of our critical accounting policies follows.

Valuation of Investments

The Adviser conducts the valuation of our investments, upon which our NAV is primarily based, in accordance with its valuation policy, as well as established and documented processes and methodologies for determining the fair values of portfolio company investments on a recurring (at least quarterly) basis in accordance with the 1940 Act and FASB ASC Topic 820, Fair Value Measurements and Disclosures (“ASC Topic 820”). Our current valuation policy and processes were established by the Adviser and were approved by the Board.

120

As of June 30, 2024, our investment portfolio, valued at fair value in accordance with the Board-approved valuation policies, represented approximately 150% of our total net assets, as compared to approximately 188% of our total net assets as of December 31, 2023.

Under ASC Topic 820, fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between a willing buyer and a willing seller at the measurement date. For our portfolio securities, fair value is generally the amount that we might reasonably expect to receive upon the current sale of the security. The fair value measurement assumes that the sale occurs in the principal market for the security, or in the absence of a principal market, in the most advantageous market for the security. If no market for the security exists or if we do not have access to the principal market, the security should be valued based on the sale occurring in a hypothetical market.

Under ASC Topic 820, there are three levels of valuation inputs, as follows:

Level 1 Inputs – include quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 3 Inputs – include inputs that are unobservable and significant to the fair value measurement.

A financial instrument is categorized within the ASC Topic 820 valuation hierarchy based upon the lowest level of input to the valuation process that is significant to the fair value measurement. For example, a Level 3 fair value measurement may include inputs that are observable (Levels 1 and 2) and unobservable (Level 3). Therefore, unrealized appreciation and depreciation related to such investments categorized as Level 3 investments within the tables in the notes to our consolidated financial statements may include changes in fair value that are attributable to both observable inputs (Levels 1 and 2) and unobservable inputs (Level 3).

Our investment portfolio includes certain debt and equity instruments of privately held companies for which quoted prices or other observable inputs falling within the categories of Level 1 and Level 2 are generally not available. In such cases, the Adviser determines the fair value of our investments in good faith primarily using Level 3 inputs. In certain cases, quoted prices or other observable inputs exist, and if so, the Adviser assesses the appropriateness of the use of these third-party quotes in determining fair value based on (i) its understanding of the level of actual transactions used by the broker to develop the quote and whether the quote was an indicative price or binding offer and (ii) the depth and consistency of broker quotes and the correlation of changes in broker quotes with underlying performance of the portfolio company.

There is no single approach for determining fair value in good faith, as fair value depends upon the specific circumstances of each individual investment. The recorded fair values of our Level 3 investments may differ significantly from fair values that would have been used had an active market for the securities existed. In addition, changes in the market environment and other events that may occur over the life of the investments may cause the gains or losses ultimately realized on these investments to be different than the valuations currently assigned.

Investment Valuation Process

The Board must determine fair value in good faith for any or all of our investments for which market quotations are not readily available. The Board has designated the Adviser as valuation designee to perform the fair value determinations relating to the value of these assets. Barings has established a pricing committee that is, subject to the oversight of the Board, responsible for the approval, implementation and oversight of the processes and methodologies that relate to the pricing and valuation of assets we hold. Barings uses independent third-party providers to price the portfolio, but in the event an acceptable price cannot be obtained from an approved external source, Barings will utilize alternative methods in accordance with internal pricing procedures established by Barings’ pricing committee.

At least annually, Barings conducts reviews of the primary pricing vendors to validate that the inputs used in the vendors’ pricing process are deemed to be market observable. While Barings is not provided access to proprietary models of the vendors, the reviews have included on-site walkthroughs of the pricing process, methodologies and control procedures for each asset class and level for which prices are provided. The review also includes an examination of the underlying inputs and assumptions for a sample of individual securities across asset classes, credit rating levels and various durations, a process Barings continues to perform annually. In addition, the pricing vendors have an established challenge process in place for all security valuations, which facilitates identification and resolution of prices that fall outside expected ranges. Barings believes that the prices received from the pricing vendors are representative of prices that would be received to sell the assets at the measurement date (i.e., exit prices).

121

Our money market fund investments are generally valued using Level 1 inputs and our equity investments listed on an exchange or on the NASDAQ National Market System are valued using Level 1 inputs, using the last quoted sale price of that day. Our syndicated senior secured loans and structured product investments are generally valued using Level 2 inputs, which are generally valued at the bid quotation obtained from dealers in loans by an independent pricing service. Our middle-market, private debt and equity investments are generally valued using Level 3 inputs.

Independent Valuation

The fair value of loans and equity investments that are not syndicated or for which market quotations are not readily available, including middle-market loans, are generally submitted to independent providers to perform an independent valuation on those loans and equity investments as of the end of each quarter. Such loans and equity investments are initially held at cost, as that is a reasonable approximation of fair value on the acquisition date, and monitored for material changes that could affect the valuation (for example, changes in interest rates or the credit quality of the borrower). At the quarter end following that of the initial acquisition, such loans and equity investments are generally sent to a valuation provider which will determine the fair value of each investment. The independent valuation providers apply various methods (synthetic rating analysis, discounting cash flows, and re-underwriting analysis) to establish the rate of return a market participant would require (the “discount rate”) as of the valuation date, given market conditions, prevailing lending standards and the perceived credit quality of the issuer. Future expected cash flows for each investment are discounted back to present value using these discount rates in the discounted cash flow analysis. A range of values will be provided by the valuation provider and Barings will determine the point within that range that it will use. If the Barings’ pricing committee disagrees with the price range provided, it may make a fair value recommendation to Barings that is outside of the range provided by the independent valuation provider and the reasons therefore. In certain instances, we may determine that it is not cost-effective, and as a result is not in the stockholders’ best interests, to request an independent valuation firm to perform an independent valuation on certain investments. Such instances include, but are not limited to, situations where the fair value of the investment in the portfolio company is determined to be insignificant relative to the total investment portfolio.

Valuation Inputs

Valuation of Investments in CPCF BPCC LLC, Thompson Rivers LLC and Waccamaw River LLC

As CPCF BPCC LLC, Thompson Rivers LLC and Waccamaw River LLC (each as defined in “Note 3. Investments” in the Notes to Unaudited Consolidated Financial Statements) are investment companies with no readily determinable fair values, the Adviser estimates the fair value of our investments in these entities using the NAV of each company and our ownership percentage as a practical expedient. The NAV is determined in accordance with the specialized accounting guidance for investment companies.

Revenue Recognition

Interest and Dividend Income

Interest income, including amortization of premium and accretion of discount, is recorded on the accrual basis to the extent that such amounts are expected to be collected. Generally, when interest and/or principal payments on a loan become past due, or if we otherwise do not expect the borrower to be able to service its debt and other obligations, we will place the loan on non-accrual status and will generally cease recognizing interest income on that loan for financial reporting purposes until all principal and interest have been brought current through payment or due to a restructuring such that the interest income is deemed to be collectible. The cessation of recognition of such interest will negatively impact the reported fair value of the investment. We write off any previously accrued and uncollected interest when it is determined that interest is no longer considered collectible. Dividend income on preferred equity securities is recorded on the accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected. Dividend income on common equity is recorded on the ex-dividend date.

122

We may have to include interest income in our ICTI, including OID income, from investments that have been classified as non-accrual for financial reporting purposes. Interest income on non-accrual investments is not recognized for financial reporting purposes, but generally is recognized in ICTI. As a result, we may be required to make a distribution to our stockholders in order to satisfy the minimum distribution requirements to maintain our RIC tax treatment, even though we will not have received and may not ever receive any corresponding cash amount. Additionally, any loss recognized by us for U.S. federal income tax purposes on previously accrued interest income will be treated as a capital loss.

Fee and Other Income

Origination, facility, commitment, consent and other advance fees received in connection with the origination of a loan, or Loan Origination Fees, are recorded as deferred income and recognized as investment income over the term of the loan. Upon prepayment of a loan, any unamortized Loan Origination Fees are recorded as investment income. In the general course of our business, we receive certain fees from portfolio companies, which are non-recurring in nature. Such fees include loan prepayment penalties, structuring fees, covenant waiver fees and loan amendment fees, and are recorded as investment income when earned. Other income includes royalty income received in connection to revenue participation rights which is recorded on an accrual basis in accordance with revenue participation right agreements and recognized as investment income over the term of the rights.

Fee and other income for the three and six months ended June 30, 2024 and 2023 was as follows:


	Three Months Ended		Three Months Ended		Six Months Ended		Six Months Ended
($ in thousands)	June 30, 2024		June 30, 2023		June 30, 2024		June 30, 2023
Recurring Fee and Other Income:
Amortization of loan origination fees	$	2,519	$	2,147	$	4,724	$	4,341
Management, valuation and other fees	635		643		1,222		1,206
Royalty income	187		—		187		—
Total Recurring Fee and Other Income	3,341		2,790		6,133		5,547
Non-Recurring Fee and Other Income:
Prepayment fees	326		380		351		380
Acceleration of unamortized loan origination fees	1,677		640		2,663		1,049
Advisory, loan amendment and other fees	171		114		744		302
Total Non-Recurring Fee and Other Income	2,174		1,134		3,758		1,731
Total Fee and Other Income	$	5,515	$	3,924	$	9,891	$	7,278

Payment-in-Kind (PIK) Interest Income

We currently hold, and expect to hold in the future, some loans in our portfolio that contain PIK interest provisions. PIK interest, computed at the contractual rate specified in each loan agreement, is periodically added to the principal balance of the loan, rather than being paid to us in cash, and is recorded as interest income. Thus, the actual collection of PIK interest may be deferred until the time of debt principal repayment.

PIK interest, which is a non-cash source of income at the time of recognition, is included in our taxable income and therefore affects the amount we are required to distribute to our stockholders to maintain our tax treatment as a RIC for U.S. federal income tax purposes, even though we have not yet collected the cash. Generally, when current cash interest and/or principal payments on a loan become past due, or if we otherwise do not expect the borrower to be able to service its debt and other obligations, we will place the loan on non-accrual status and will generally cease recognizing PIK interest income on that loan for financial reporting purposes until all principal and interest have been brought current through payment or due to a restructuring such that the interest income is deemed to be collectible. We write off any previously accrued and uncollected PIK interest when it is determined that the PIK interest is no longer collectible.

We may have to include in our ICTI, PIK interest income from investments that have been classified as non-accrual for financial reporting purposes. Interest income on non-accrual investments is not recognized for financial reporting purposes, but generally is recognized in ICTI. As a result, we may be required to make a distribution to our stockholders in order to satisfy the minimum distribution requirements, even though we will not have received and may not ever receive any corresponding cash amount.

123

Unused Commitments

In the normal course of business, we are party to financial instruments with off-balance sheet risk, consisting primarily of unused commitments to extend financing to our portfolio companies. Since commitments may expire without being drawn upon, the total commitment amount does not necessarily represent future cash requirements. As of June 30, 2024 and December 31, 2023, we believed that we had adequate financial resources to satisfy our unfunded commitments. The balances of unused commitments to extend financing as of June 30, 2024 and December 31, 2023 were as follows:


Portfolio Company ($ in thousands)	Investment Type	June 30, 2024		December 31, 2023
Accurus Aerospace Corporation(1)(2)	Revolver	$	277	$	380
AD Bidco, Inc.(1)	Revolver	1,863		—
AD Bidco, Inc.(1)	Delayed Draw Term Loan	5,035		—
Adhefin International(1)(2)(3)	Delayed Draw Term Loan	407		419
AirX Climate Solutions(1)	Delayed Draw Term Loan	5,010		5,010
AirX Climate Solutions(1)	Revolver	1,175		2,050
AlliA Insurance Brokers NV(1)(3)	Delayed Draw Term Loan	1,191		1,634
Americo Chemical Products, LLC(1)	Revolver	1,400		1,400
Amtech LLC(1)(2)	Revolver	—		291
Anju Software, Inc.(1)(2)	Delayed Draw Term Loan	34		36
Aquavista Watersides 2 LTD(1)(2)(4)	Capex / Acquisition Facility	1,021		1,030
Arc Education(1)(3)	Delayed Draw Term Loan	2,499		2,576
Argus Bidco Limited(1)(2)(4)	CAF Term Loan	746		1,083
ASC Communications, LLC(1)	Revolver	647		647
Astra Bidco Limited(1)(2)(4)	Delayed Draw Term Loan	343		729
ATL II MRO Holdings Inc.(1)	Revolver	2,500		2,500
Avance Clinical Bidco Pty Ltd(1)(2)(5)	Delayed Draw Term Loan	1,489		1,522
AWP Group Holdings, Inc.(1)	Delayed Draw Term Loan	126		237
Azalea Buyer, Inc.(1)	Delayed Draw Term Loan	644		644
Azalea Buyer, Inc.(1)	Revolver	481		481
Beyond Risk Management, Inc.(1)	Delayed Draw Term Loan	—		2,007
Beyond Risk Management, Inc.(1)(2)	Delayed Draw Term Loan	29,829		—
Biolam Group(1)(2)(3)	Delayed Draw Term Loan	1,379		1,508
Bounteous, Inc.(1)	Delayed Draw Term Loan	—		2,697
Brightpay Limited(1)(2)(3)	Delayed Draw Term Loan	189		195
BrightSign LLC(1)	Revolver	222		370
British Engineering Services Holdco Limited(1)(2)(4)	Acquisition/Capex Facility	46		92
CAi Software, LLC(1)(2)	Revolver	3,740		943
Canadian Orthodontic Partners Corp.(1)(2)(6)	Delayed Draw Term Loan	113		—
Cascade Residential Services LLC(1)	Delayed Draw Term Loan	5,436		7,765
Cascade Residential Services LLC(1)	Revolver	1,035		1,294
CCFF Buyer, LLC(1)	Delayed Draw Term Loan	3,346		—
CCFF Buyer, LLC(1)	Revolver	1,004		—
CGI Parent, LLC(1)	Revolver	1,653		1,653
Classic Collision (Summit Buyer, LLC)(1)	Delayed Draw Term Loan	—		8,666
Comply365, LLC(1)	Revolver	575		575
Coyo Uprising GmbH(1)(2)(3)	Delayed Draw Term Loan	507		523
DataServ Integrations, LLC(1)	Revolver	481		481
DecksDirect, LLC(1)(2)	Revolver	34		381
Direct Travel, Inc.(1)	Delayed Draw Term Loan	—		87

124


Portfolio Company ($ in thousands)	Investment Type	June 30, 2024	December 31, 2023
DISA Holdings Corp.(1)	Delayed Draw Term Loan	—	1,072
DISA Holdings Corp.(1)	Delayed Draw Term Loan	2,559	—
DISA Holdings Corp.(1)	Revolver	1,282	339
Dune Group(1)(2)(3)	Delayed Draw Term Loan	1,019	1,050
Dwyer Instruments, Inc.(1)	Delayed Draw Term Loan	171	171
Eclipse Business Capital, LLC(1)	Revolver	10,139	12,128
Electrical Components International, Inc.(1)(2)	Delayed Draw Term Loan	1,170	—
EMI Porta Holdco LLC(1)(2)	Revolver	2,339	346
eShipping, LLC(1)	Revolver	743	743
Eurofins Digital Testing International LUX Holding SARL(1)(2)(3)	Delayed Draw Term Loan	2,650	2,731
Events Software BidCo Pty Ltd(1)(2)	Delayed Draw Term Loan	620	620
Express Wash Acquisition Company, LLC(1)	Revolver	115	115
Faraday(1)(3)	Delayed Draw Term Loan	1,921	1,980
Finexvet(1)(2)(3)	Delayed Draw Term Loan	—	1,943
Footco 40 Limited(1)(2)(4)	Delayed Draw Term Loan	520	524
Forest Buyer, LLC(1)	Delayed Draw Term Loan	992	—
Forest Buyer, LLC(1)	Revolver	595	—
Fortis Payment Systems, LLC(1)(2)	Delayed Draw Term Loan	2,426	—
Fortis Payment Systems, LLC(1)(2)	Revolver	2,288	—
GB Eagle Buyer, Inc.(1)	Revolver	3,226	3,226
Glacis Acquisition S.A.R.L.(1)(2)(3)	Delayed Draw Term Loan	2,277	5,348
Global Academic Group Limited(1)(2)(7)	Term Loan	398	414
GPNZ II GmbH(1)(2)(3)	Delayed Draw Term Loan	51	—
GPNZ II GmbH(1)(2)(3)	Delayed Draw Term Loan	—	53
Graphpad Software, LLC(1)	Delayed Draw Term Loan	5,581	—
Graphpad Software, LLC(1)	Revolver	2,093	—
Greenhill II BV(1)(3)	Capex Acquisition Facility	53	120
Groupe Product Life(1)(3)	Delayed Draw Term Loan	10,548	—
Gusto Aus BidCo Pty Ltd(1)(5)	Delayed Draw Term Loan	163	167
HeartHealth Bidco Pty Ltd(1)(2)(5)	Delayed Draw Term Loan	230	253
Heavy Construction Systems Specialists, LLC(1)	Revolver	2,193	2,193
HEKA Invest(1)(3)	Delayed Draw Term Loan	1,115	1,150
HemaSource, Inc.(1)	Revolver	3,290	2,590
HomeX Services Group LLC(1)	Delayed Draw Term Loan	7,855	8,446
HomeX Services Group LLC(1)	Revolver	3,378	3,378
HTI Technology & Industries(1)(2)	Delayed Draw Term Loan	1,691	1,691
HTI Technology & Industries(1)(2)	Revolver	1,128	1,128
Ice House America, L.L.C.(1)	Delayed Draw Term Loan	247	—
Ice House America, L.L.C.(1)	Revolver	318	—
Innovad Group II BV(1)(2)(3)	Delayed Draw Term Loan	—	42
INOS 19-090 GmbH(1)(2)(3)	Acquisition Facility	—	171
Interstellar Group B.V.(1)(3)	Delayed Draw Term Loan	1,204	1,241
Interstellar Group B.V.(1)(3)	Delayed Draw Term Loan	—	115
InvoCare Limited (1)(5)	Delayed Draw Term Loan	757	773
Isolstar Holding NV (IPCOM)(1)(3)	Delayed Draw Term Loan	340	1,313
ISTO Technologies II, LLC(1)	Revolver	1,114	1,114

125


Portfolio Company ($ in thousands)	Investment Type	June 30, 2024	December 31, 2023
ITI Intermodal, Inc.(1)(2)	Revolver	1,031	1,157
Jon Bidco Limited(1)(2)(7)	Capex & Acquisition Facility	566	588
Jones Fish Hatcheries & Distributors LLC(1)(2)	Revolver	418	418
Kano Laboratories LLC(1)	Delayed Draw Term Loan	2,784	—
Kano Laboratories LLC(1)	Delayed Draw Term Loan	—	724
Kano Laboratories LLC(1)	Delayed Draw Term Loan	—	860
Lambir Bidco Limited(1)(2)(3)	Delayed Draw Term Loan	712	734
Lattice Group Holdings Bidco Limited(1)(2)	Delayed Draw Term Loan	237	255
Lattice Group Holdings Bidco Limited(1)(2)	Revolver	—	18
LeadsOnline, LLC(1)(2)	Revolver	3,190	2,679
Marmoutier Holding B.V.(1)(2)(3)	Delayed Draw Term Loan	24	18
Marmoutier Holding B.V.(1)(2)(3)	Revolver	107	106
Marshall Excelsior Co.(1)	Revolver	29	115
MB Purchaser, LLC(1)(2)	Delayed Draw Term Loan	3,709	—
MB Purchaser, LLC(1)(2)	Revolver	824	—
MC Group Ventures Corporation(1)(2)	Delayed Draw Term Loan	435	435
MC Group Ventures Corporation(1)(2)	Delayed Draw Term Loan	7,825	—
Megawatt Acquisitionco, Inc.(1)(2)	Revolver	1,576	—
Mercell Holding AS(1)(2)(8)	Capex Acquisition Facility	737	773
Modern Star Holdings Bidco Pty Limited(1)(2)(5)	Term Loan	58	59
Modern Star Holdings Bidco Pty Limited(1)(2)(5)	Term Loan	507	518
Moonlight Bidco Limited(1)(2)(4)	Delayed Draw Term Loan	557	562
Narda Acquisitionco., Inc.(1)	Revolver	1,059	1,059
NAW Buyer, LLC(1)(2)	Delayed Draw Term Loan	9,223	9,223
NAW Buyer, LLC(1)(2)	Revolver	2,306	1,845
NeoxCo(1)(3)	Delayed Draw Term Loan	482	497
Next Holdco, LLC(1)	Delayed Draw Term Loan	5,984	5,984
Next Holdco, LLC(1)	Revolver	2,321	2,321
NF Holdco, LLC(1)(2)	Revolver	887	887
Novotech Aus Bidco Pty Ltd(1)	Capex & Acquisition Facility	—	971
NPM Investments 28 BV(1)(3)	Delayed Draw Term Loan	929	958
OA Buyer, Inc.(1)	Revolver	1,220	1,331
OAC Holdings I Corp(1)	Revolver	1,057	1,370
Omni Intermediate Holdings, LLC(1)	Delayed Draw Term Loan	—	806
OSP Hamilton Purchaser, LLC(1)(2)	Revolver	1,607	1,607
OSP Hamilton Purchaser, LLC(1)(2)	Delayed Draw Term Loan	4,404	5,319
Pare SAS (SAS Maurice MARLE)(1)(2)	Delayed Draw Term Loan	2,100	2,100
Parkview Dental Holdings, LLC(1)(2)	Delayed Draw Term Loan	328	328
PDQ.Com Corporation(1)	Delayed Draw Term Loan	3,939	3,939
PDQ.Com Corporation(1)	Delayed Draw Term Loan	1,814	2,679
Polara Enterprises, L.L.C.(1)	Revolver	947	947
Premium Invest(1)(3)	Acquisition Facility	1,246	1,284
Process Insights Acquisition, Inc.(1)	Delayed Draw Term Loan	1,220	1,220
Process Insights Acquisition, Inc.(1)	Revolver	926	—
Process Insights Acquisition, Inc.(1)	Revolver	—	1,323
ProfitOptics, LLC(1)(2)	Revolver	48	84
Protego Bidco B.V.(1)(2)(3)	Delayed Draw Term Loan	162	211

126


Portfolio Company ($ in thousands)	Investment Type	June 30, 2024	December 31, 2023
PSP Intermediate 4, LLC(1)(2)(3)	Delayed Draw Term Loan	200	206
Qualified Industries, LLC(1)	Revolver	364	364
Questel Unite(1)(2)(3)	Incremental Term Loan	2,712	2,795
R1 Holdings, LLC(1)	Delayed Draw Term Loan	1,682	1,682
R1 Holdings, LLC(1)	Revolver	1,947	1,947
Randys Holdings, Inc.(1)	Delayed Draw Term Loan	4,501	5,516
Randys Holdings, Inc.(1)	Revolver	1,894	1,658
REP SEKO MERGER SUB LLC(1)(2)	Revolver	470	—
Rocade Holdings LLC(1)	Preferred Equity	2,000	2,000
Rock Labor, LLC(1)	Revolver	941	941
Royal Buyer, LLC(1)	Delayed Draw Term Loan	2,531	1,229
Royal Buyer, LLC(1)	Delayed Draw Term Loan	420	—
Royal Buyer, LLC(1)	Revolver	2,330	1,787
Sanoptis S.A.R.L.(1)(3)	Acquisition Capex Facility	—	42
Sanoptis S.A.R.L.(1)(2)(3)	CAF Term Loan	—	2,186
SBP Holdings LP(1)	Delayed Draw Term Loan	—	151
SBP Holdings LP(1)	Delayed Draw Term Loan	9,508	15,062
SBP Holdings LP(1)	Revolver	781	1,065
Scaled Agile, Inc.(1)(2)	Revolver	179	280
Scout Bidco B.V.(1)(2)(3)	Revolver	310	320
Simulation Software Investment Company Pty Ltd(1)(2)	Delayed Draw Term Loan	—	408
Sinari Invest(1)(2)(3)	Delayed Draw Term Loan	599	617
SISU ACQUISITIONCO., INC(1)(2)	Delayed Draw Term Loan	80	160
Smartling, Inc.(1)	Revolver	1,038	1,038
SmartShift Group, Inc.(1)	Delayed Draw Term Loan	5,690	5,690
SmartShift Group, Inc.(1)	Revolver	2,731	2,731
Solo Buyer, L.P.(1)	Revolver	1,596	1,330
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)(1)(2)	Delayed Draw Term Loan	231	399
Sparus Holdings, LLC (f/k/a Sparus Holdings, Inc.)(1)(2)	Revolver	156	90
Spatial Business Systems LLC(1)	Delayed Draw Term Loan	1,875	1,875
Spatial Business Systems LLC(1)	Revolver	1,406	1,406
SSCP Pegasus Midco Limited(1)(2)(4)	Delayed Draw Term Loan	253	398
Superjet Buyer, LLC(1)(2)	Delayed Draw Term Loan	16,809	—
Superjet Buyer, LLC(1)(2)	Revolver	3,980	1,369
SVI International LLC(1)(2)	Delayed Draw Term Loan	74	—
SVI International LLC(1)(2)	Revolver	74	—
Syntax Systems Ltd(1)	Revolver	—	358
Tank Holding Corp(1)	Delayed Draw Term Loan	655	1,358
Tank Holding Corp(1)	Revolver	1,126	480
Tanqueray Bidco Limited(1)(4)	Capex Facility	1,143	1,153
Technology Service Stream BidCo Pty Ltd(1)(5)	Delayed Draw Term Loan	251	—
Techone B.V.(1)(2)(3)	Revolver	236	146
Tencarva Machinery Company, LLC(1)(2)	Revolver	2,554	1,129
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)	Delayed Draw Term Loan	—	2,724
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)	Revolver	1,233	1,233
The Cleaver-Brooks Company, Inc.(1)	Revolver	—	2,768

127


Portfolio Company ($ in thousands)	Investment Type	June 30, 2024		December 31, 2023
The Hilb Group, LLC(1)	Delayed Draw Term Loan	—		672
Trader Corporation(1)(6)	Revolver	342		354
Trintech, Inc.(1)	Revolver	1,020		1,020
TSYL Corporate Buyer, Inc.(1)	Delayed Draw Term Loan	2,244		2,244
TSYL Corporate Buyer, Inc.(1)	Delayed Draw Term Loan	239		1,469
TSYL Corporate Buyer, Inc.(1)	Revolver	642		642
Turbo Buyer, Inc.(1)(2)	Delayed Draw Term Loan	—		1,509
UBC Ledgers Holding AB(1)(2)(9)	Delayed Draw Term Loan	799		840
UBC Ledgers Holding AB(1)(2)(9)	Revolver	—		278
Union Bidco Limited(1)(4)	Acquisition Facility	220		222
United Therapy Holding III GmbH(1)(2)(3)	Acquisition Facility	617		636
Unither (Uniholding)(1)(3)	Delayed Draw Term Loan	465		479
USLS Acquisition, Inc. (f/k/a US Legal Support, Inc.)(1)(2)	Delayed Draw Term Loan	2,236		2,360
W2O Holdings, Inc.(1)(2)	Delayed Draw Term Loan	—		107
West-NR AcquisitionCo., LLC(1)	Delayed Draw Term Loan	3,750		3,750
Whitcraft Holdings, Inc.(1)	Revolver	989		2,347
Whitcraft Holdings, Inc.(1)	Delayed Draw Term Loan	25,508		—
White Bidco Limited(1)	Delayed Draw Term Loan	514		514
Woodland Foods, LLC(1)(2)	Line of Credit	771		492
World 50, Inc.(1)	Revolver	1,703		—
WWEC Holdings III Corp(1)(2)	Delayed Draw Term Loan	6,627		—
WWEC Holdings III Corp(1)(2)	Revolver	3,359		1,514
Xeinadin Bidco Limited(1)(2)(4)	CAF Term Loan	2,400		4,125
ZB Holdco LLC(1)(2)	Delayed Draw Term Loan	410		2,932
ZB Holdco LLC(1)(2)	Delayed Draw Term Loan	4,388		—
ZB Holdco LLC(1)(2)	Revolver	575		845
Zeppelin Bidco Limited(1)(2)(4)	Capex / Acquisition Facility	—		1,333
Total unused commitments to extend financing		$	363,189	$	267,681