Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2023 | May 12, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2023 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q1 | |
Entity Registrant Name | Sixth Street Lending Partners | |
Entity Central Index Key | 0001925309 | |
Current Fiscal Year End Date | --12-31 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Current Reporting Status | No | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Shell Company | false | |
Entity Small Business | false | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity File Number | 814-01543 | |
Entity Tax Identification Number | 88-1710161 | |
Entity Incorporation, State or Country Code | DE | |
Entity Address, Address Line One | 2100 McKinney Avenue | |
Entity Address, Address Line Two | Suite 1500 | |
Entity Address, City or Town | Dallas | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 75201 | |
City Area Code | 469 | |
Local Phone Number | 621-3001 | |
Entity Common Stock, Shares Outstanding | 31,896,949 | |
Title of 12(g) Security | Common shares of beneficial interest, par value $0.001 per share |
Consolidated Balance Sheet (Una
Consolidated Balance Sheet (Unaudited) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 | |||
Assets | |||||
Investments at fair value | [1],[2],[3] | $ 1,262,452 | |||
Cash and cash equivalents | 351,680 | $ 274,612 | |||
Interest receivable | 7,625 | 7,814 | |||
Prepaid expenses and other assets | 1,033 | 485 | |||
Total Assets | 1,622,790 | 1,091,712 | |||
Liabilities | |||||
Debt (net of deferred financing costs of $11,357 and $3,911, respectively) | 779,935 | [4] | 534,080 | [5] | |
Management fees payable to affiliate | 1,373 | 650 | |||
Incentive fees on net investment income payable to affiliate | 2,362 | 1,027 | |||
Incentive fees on net capital gains accrued to affiliate | 1,420 | ||||
Other payables to affiliate | 1,555 | 4,062 | |||
Dividends payable | 12,610 | ||||
Other liabilities | 11,216 | 5,182 | |||
Total Liabilities | 810,471 | 545,001 | |||
Commitments and contingencies (Note 7) | |||||
Net Assets | |||||
Common shares, $0.001 par value; unlimited shares authorized, 31,525,841 and 21,882,028 shares issued and outstanding, respectively | 32 | 22 | |||
Additional paid-in capital | 792,586 | 542,596 | |||
Distributable earnings | 19,701 | 4,093 | |||
Total Net Assets | 812,319 | 546,711 | |||
Total Liabilities and Net Assets | $ 1,622,790 | $ 1,091,712 | |||
Net Asset Value Per Share | [6] | $ 25.77 | $ 24.98 | ||
Non-controlled, Non-affiliated Investments | |||||
Assets | |||||
Investments at fair value | $ 1,262,452 | $ 808,801 | |||
[1] Certain portfolio company investments are subject to contractual restrictions on sales. In accordance with Financial Accounting Standards Board Accounting Standards Codification Topic 820, Fair Value Unless otherwise indicated, the Company’s portfolio companies are domiciled in the United States. Under the Investment Company Act of 1940, as amended (the “1940 Act”), the Company would “control” a portfolio company if the Company owned 25 % of its outstanding voting securities and/or had the power to exercise control over the management or policies of March 31, 2023 , the Company does not “control” any of the portfolio companies. Also under the 1940 Act, the Company would be deemed to be an “Affiliated Person” of a portfolio company if the Company owns more than 5 % of the portfolio company's outstanding voting securities. As of March 31, 2023 , the Company does not identify any of its portfolio companies as affiliates. The carrying values of the Subscription Facility and Revolving Credit Facility are presented net deferred financing costs of $ 6.2 million and $ 5.2 million, respectively. The carrying value of the Subscription Facility is presented net deferred financing costs of $ 3.9 million. Table may not sum due to rounding. |
Consolidated Balance Sheet (U_2
Consolidated Balance Sheet (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 | |
Investments at amortized cost | [1],[2],[3],[4] | $ 1,248,920 | |
Deferred financing costs | $ 11,357 | $ 3,911 | |
Common shares, par value | $ 0.001 | $ 0.001 | |
Common shares, issued | 31,525,841 | 21,882,028 | |
Common shares, outstanding | 31,525,841 | 21,882,028 | |
Non-controlled, Non-affiliated Investments | |||
Investments at amortized cost | $ 1,248,920 | $ 809,029 | |
[1] As of March 31, 2023 , the estimated cost basis of investments for U.S. federal tax purposes was $ 1,253,875 resulting in estimated gross unrealized gains and losses of $ 17,007 and $ 10,578 , respectfully. Certain portfolio company investments are subject to contractual restrictions on sales. The amortized cost represents the original cost adjusted for the amortization of discounts and premiums, as applicable, on debt investments using the effective interest method. Unless otherwise indicated, the Company’s portfolio companies are domiciled in the United States. Under the Investment Company Act of 1940, as amended (the “1940 Act”), the Company would “control” a portfolio company if the Company owned 25 % of its outstanding voting securities and/or had the power to exercise control over the management or policies of March 31, 2023 , the Company does not “control” any of the portfolio companies. Also under the 1940 Act, the Company would be deemed to be an “Affiliated Person” of a portfolio company if the Company owns more than 5 % of the portfolio company's outstanding voting securities. As of March 31, 2023 , the Company does not identify any of its portfolio companies as affiliates. |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) $ in Thousands | 3 Months Ended |
Mar. 31, 2023 USD ($) $ / shares shares | |
Expenses | |
Interest | $ 8,852 |
Management fees | 3,884 |
Incentive fees on net investment income | 2,362 |
Incentive fees on net capital gains | 1,420 |
Organizational expense | 49 |
Offering expense | 50 |
Professional fees | 620 |
Trustees' fees | 150 |
Other general and administrative | 770 |
Total expenses | 18,157 |
Management fees waived (Note 3) | (2,511) |
Net Expenses | 15,646 |
Net Investment Income Before Income Taxes | 15,375 |
Income taxes, including excise taxes | 260 |
Net Investment Income | 15,115 |
Net change in unrealized gains (losses): | |
Non-controlled, non-affiliated investments | 13,761 |
Translation of other assets and liabilities in foreign currencies | (714) |
Total net change in unrealized gains (losses) | 13,047 |
Realized gains (losses): | |
Foreign currency transactions | 56 |
Total net realized gains (losses) | 56 |
Total Net Unrealized and Realized Gains (Losses) | 13,103 |
Increase (Decrease) in Net Assets Resulting from Operations | $ 28,218 |
Loss per common share-basic | $ / shares | $ 1.22 |
Weighted average shares of common shares outstanding-basic | shares | 23,060,716 |
Loss per common share-diluted | $ / shares | $ 1.22 |
Weighted average shares of common shares outstanding-diluted | shares | 23,060,716 |
Non-controlled, Non-affiliated Investments | |
Income | |
Interest from investments | $ 30,617 |
Other income | 404 |
Total Investment Income | 31,021 |
Net change in unrealized gains (losses): | |
Non-controlled, non-affiliated investments | $ 13,761 |
Consolidated Schedule of Invest
Consolidated Schedule of Investments (Unaudited) € in Thousands, £ in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||
Mar. 31, 2023 USD ($) shares | Dec. 31, 2022 USD ($) shares | Mar. 31, 2023 EUR (€) shares | Mar. 31, 2023 GBP (£) shares | Dec. 31, 2022 EUR (€) shares | Dec. 31, 2022 GBP (£) shares | Mar. 31, 2022 USD ($) | [7],[8] | ||||||||
Amortized Cost | [1],[2],[3],[4] | $ 1,248,920 | |||||||||||||
Fair Value | [2],[4],[5] | $ 1,262,452 | |||||||||||||
Percentage of Net Assets | [2],[4] | 155.40% | 155.40% | 155.40% | |||||||||||
Investment, Identifier [Axis]: Debt Investments | |||||||||||||||
Amortized Cost | [2],[3] | $ 1,232,474 | [1],[4] | $ 801,223 | [6],[7] | ||||||||||
Fair Value | [2] | $ 1,246,008 | [4],[5] | $ 800,995 | [7],[8] | ||||||||||
Percentage of Net Assets | [2] | 153.40% | [4] | 146.40% | [7] | 153.40% | [4] | 153.40% | [4] | 146.40% | [7] | 146.40% | [7] | ||
Investment, Identifier [Axis]: Debt Investments Business Services | |||||||||||||||
Amortized Cost | [2],[3] | $ 6,210 | [1],[4] | $ 6,199 | [6],[7] | ||||||||||
Fair Value | [2] | $ 6,535 | [4],[5] | $ 6,325 | [7],[8] | ||||||||||
Percentage of Net Assets | [2] | 0.80% | [4] | 1.20% | [7] | 0.80% | [4] | 0.80% | [4] | 1.20% | [7] | 1.20% | [7] | ||
Investment, Identifier [Axis]: Debt Investments Business Services Hornetsecurity Holding GmbH First-lien loan (EUR 3,150 par, due 11/2029) Initial Acquisition Date 11/14/2022 Reference Rate and Spread E + 6.50% Interest Rate 9.15% | |||||||||||||||
Investment, par | € | [2],[4],[9],[10] | € 3,150 | |||||||||||||
Investment, due date | [2],[4],[9],[10] | 2029-11 | |||||||||||||
Initial Acquisition Date | [2],[4],[9],[10] | Nov. 14, 2022 | |||||||||||||
Reference Rate | [2],[4],[9],[10] | 6.50% | 6.50% | 6.50% | |||||||||||
Interest Rate | [2],[4],[9],[10] | 9.15% | 9.15% | 9.15% | |||||||||||
Amortized Cost | [1],[2],[3],[4],[9],[10] | $ 3,143 | |||||||||||||
Fair Value | [2],[4],[5],[9],[10] | $ 3,312 | € 3,049 | ||||||||||||
Percentage of Net Assets | [2],[4],[9],[10] | 0.40% | 0.40% | 0.40% | |||||||||||
Investment, Identifier [Axis]: Debt Investments Business Services Hornetsecurity Holding GmbH First-lien loan (EUR 3,362 par, due 11/2029) Initial Acquisition Date 11/14/2022 Reference Rate and Spread E + 6.50% Interest Rate 8.26 % | |||||||||||||||
Investment, par | € | [2],[7],[11],[12] | € 3,362 | |||||||||||||
Investment, due date | [2],[7],[11],[12] | 2029-11 | |||||||||||||
Initial Acquisition Date | [2],[7],[11],[12] | Nov. 14, 2022 | |||||||||||||
Reference Rate | [2],[7],[11],[12] | 6.50% | 6.50% | 6.50% | |||||||||||
Interest Rate | [2],[7],[11],[12] | 8.26% | 8.26% | 8.26% | |||||||||||
Amortized Cost | [2],[3],[6],[7],[11],[12] | $ 3,139 | |||||||||||||
Fair Value | [2],[7],[8],[11],[12] | $ 3,213 | € 3,011 | ||||||||||||
Percentage of Net Assets | [2],[7],[11],[12] | 0.60% | 0.60% | 0.60% | |||||||||||
Investment, Identifier [Axis]: Debt Investments Business Services OutSystems Luxco SARL First-lien loan (EUR 3,004 par, due 12/2028) Initial Acquisition Date 12/8/2022 Reference Rate and Spread E + 5.75% Interest Rate 8.74% | |||||||||||||||
Investment, par | € | [2],[4],[9],[10],[13] | € 3,004 | |||||||||||||
Investment, due date | [2],[4],[9],[10],[13] | 2028-12 | |||||||||||||
Initial Acquisition Date | [2],[4],[9],[10],[13] | Dec. 08, 2022 | |||||||||||||
Reference Rate | [2],[4],[9],[10],[13] | 5.75% | 5.75% | 5.75% | |||||||||||
Interest Rate | [2],[4],[9],[10],[13] | 8.74% | 8.74% | 8.74% | |||||||||||
Amortized Cost | [1],[2],[3],[4],[9],[10],[13] | $ 3,067 | |||||||||||||
Fair Value | [2],[4],[5],[9],[10],[13] | $ 3,223 | € 2,966 | ||||||||||||
Percentage of Net Assets | [2],[4],[9],[10],[13] | 0.40% | 0.40% | 0.40% | |||||||||||
Investment, Identifier [Axis]: Debt Investments Business Services OutSystems Luxco SARL First-lien loan (EUR 3,206 par, due 12/2028) Initial Acquisition Date 12/8/2022 Reference Rate and Spread E + 5.75% Interest Rate E + 5.75% | |||||||||||||||
Investment, par | € | [2],[7],[11],[12],[14] | € 3,206 | |||||||||||||
Investment, due date | [2],[7],[11],[12],[14] | 2028-12 | |||||||||||||
Initial Acquisition Date | [2],[7],[11],[12],[14] | Dec. 08, 2022 | |||||||||||||
Reference Rate | [2],[7],[11],[12],[14] | 5.75% | 5.75% | 5.75% | |||||||||||
Interest Rate | [2],[7],[11],[12],[14] | 7.74% | 7.74% | 7.74% | |||||||||||
Amortized Cost | [2],[3],[6],[7],[11],[12],[14] | $ 3,060 | |||||||||||||
Fair Value | [2],[7],[8],[11],[12],[14] | $ 3,112 | € 2,916 | ||||||||||||
Percentage of Net Assets | [2],[7],[11],[12],[14] | 0.60% | 0.60% | 0.60% | |||||||||||
Investment, Identifier [Axis]: Debt Investments Chemicals | |||||||||||||||
Amortized Cost | [2],[3] | $ 18,154 | [1],[4] | $ 18,152 | [6],[7] | ||||||||||
Fair Value | [2] | $ 19,975 | [4],[5] | $ 19,248 | [7],[8] | ||||||||||
Percentage of Net Assets | [2] | 2.50% | [4] | 3.30% | [7] | 2.50% | [4] | 2.50% | [4] | 3.30% | [7] | 3.30% | [7] | ||
Investment, Identifier [Axis]: Debt Investments Chemicals Erling Lux Bidco SARL First-lien loan (EUR 7,239 par, due 9/2028) Initial Acquisition Date 9/6/2022 Reference Rate and Spread E + 6.75% Interest Rate 9.20% | |||||||||||||||
Investment, par | € | [2],[4],[9],[10] | € 7,239 | |||||||||||||
Investment, due date | [2],[4],[9],[10] | 2028-09 | |||||||||||||
Initial Acquisition Date | [2],[4],[9],[10] | Sep. 06, 2022 | |||||||||||||
Reference Rate | [2],[4],[9],[10] | 6.75% | 6.75% | 6.75% | |||||||||||
Interest Rate | [2],[4],[9],[10] | 9.20% | 9.20% | 9.20% | |||||||||||
Amortized Cost | [1],[2],[3],[4],[9],[10] | $ 6,899 | |||||||||||||
Fair Value | [2],[4],[5],[9],[10] | $ 7,594 | € 6,989 | ||||||||||||
Percentage of Net Assets | [2],[4],[9],[10] | 1% | 1% | 1% | |||||||||||
Investment, Identifier [Axis]: Debt Investments Chemicals Erling Lux Bidco SARL First-lien loan (EUR 7,726 par, due 9/2028) Initial Acquisition Date 9/6/2022 Reference Rate and Spread E + 6.75% Interest Rate 8.73 % | |||||||||||||||
Investment, par | € | [2],[7],[11],[12] | € 7,726 | |||||||||||||
Investment, due date | [2],[7],[11],[12] | 2028-09 | |||||||||||||
Initial Acquisition Date | [2],[7],[11],[12] | Sep. 06, 2022 | |||||||||||||
Reference Rate | [2],[7],[11],[12] | 6.75% | 6.75% | 6.75% | |||||||||||
Interest Rate | [2],[7],[11],[12] | 8.73% | 8.73% | 8.73% | |||||||||||
Amortized Cost | [2],[3],[6],[7],[11],[12] | $ 6,907 | |||||||||||||
Fair Value | [2],[7],[8],[11],[12] | $ 7,326 | € 6,864 | ||||||||||||
Percentage of Net Assets | [2],[7],[11],[12] | 1.30% | 1.30% | 1.30% | |||||||||||
Investment, Identifier [Axis]: Debt Investments Chemicals Erling Lux Bidco SARL First-lien loan (GBP 10,217 par, due 9/2028) Acquisition Date 9/6/2022 Reference Rate and Spread S + 6.75% Interest Rate 10.94% | |||||||||||||||
Investment, par | £ | [2],[4],[9],[10] | £ 10,217 | |||||||||||||
Investment, due date | [4],[9],[10],[15] | 2028-09 | |||||||||||||
Initial Acquisition Date | [2],[4],[9],[10] | Sep. 06, 2022 | |||||||||||||
Reference Rate | [2],[4],[9],[10] | 6.75% | 6.75% | 6.75% | |||||||||||
Interest Rate | [2],[4],[9],[10] | 10.94% | 10.94% | 10.94% | |||||||||||
Amortized Cost | [1],[2],[3],[4],[9],[10] | $ 11,255 | |||||||||||||
Fair Value | [2],[4],[5],[9],[10] | $ 12,381 | £ 10,013 | ||||||||||||
Percentage of Net Assets | [2],[4],[9],[10] | 1.50% | 1.50% | 1.50% | |||||||||||
Investment, Identifier [Axis]: Debt Investments Chemicals First-lien loan (GBP 12,291 par, due 9/2028) Initial Acquisition Date 9/6/2022 Reference Rate and Spread S + 6.75% Interest Rate 10.20 % | |||||||||||||||
Investment, par | £ | [2],[7],[11],[12] | £ 12,291 | |||||||||||||
Investment, due date | [2],[7],[11],[12] | 2028-09 | |||||||||||||
Initial Acquisition Date | [2],[7],[11],[12] | Sep. 06, 2022 | |||||||||||||
Reference Rate | [2],[7],[11],[12] | 6.75% | 6.75% | 6.75% | |||||||||||
Interest Rate | [2],[7],[11],[12] | 10.20% | 10.20% | 10.20% | |||||||||||
Amortized Cost | [2],[3],[6],[7],[11],[12] | $ 11,245 | |||||||||||||
Fair Value | [2],[7],[8],[11],[12] | $ 11,922 | £ 9,911 | ||||||||||||
Percentage of Net Assets | [2],[7],[11],[12] | 2.10% | 2.10% | 2.10% | |||||||||||
Investment, Identifier [Axis]: Debt Investments Communications Banyan Software Holdings, LLC First-lien loan ($39,000 par, due 10/2026) Acquisition Date 1/27/2023 Reference Rate and Spread SOFR + 7.35% Interest Rate 12.16% | |||||||||||||||
Investment, par | [4],[9],[10],[15] | $ 39,900 | |||||||||||||
Investment, due date | [4],[9],[10],[15] | 2026-10 | |||||||||||||
Initial Acquisition Date | [2],[4],[9],[10] | Jan. 27, 2023 | |||||||||||||
Reference Rate | [2],[4],[9],[10] | 7.35% | 7.35% | 7.35% | |||||||||||
Interest Rate | [2],[4],[9],[10] | 12.16% | 12.16% | 12.16% | |||||||||||
Amortized Cost | [1],[2],[3],[4],[9],[10] | $ 37,579 | |||||||||||||
Fair Value | [2],[4],[5],[9],[10] | $ 38,302 | |||||||||||||
Percentage of Net Assets | [2],[4],[9],[10] | 4.70% | 4.70% | 4.70% | |||||||||||
Investment, Identifier [Axis]: Debt Investments Financial Services | |||||||||||||||
Amortized Cost | [2],[3] | $ 267,404 | [1],[4] | $ 263,793 | [6],[7] | ||||||||||
Fair Value | [2] | $ 268,842 | [4],[5] | $ 262,154 | [7],[8] | ||||||||||
Percentage of Net Assets | [2] | 33.10% | [4] | 47.90% | [7] | 33.10% | [4] | 33.10% | [4] | 47.90% | [7] | 47.90% | [7] | ||
Investment, Identifier [Axis]: Debt Investments Financial Services BTRS Holdings, Inc, LLC First-lien loan ($1,988 par, due 12/2028) Acquisition Date 12/16/2022 Reference Rate and Spread SOFR + 8.0 Interest Rate 12.06% | |||||||||||||||
Investment, par | [2],[4],[9] | $ 1,988 | |||||||||||||
Investment, due date | [2],[4],[9] | 2028-12 | |||||||||||||
Initial Acquisition Date | [2],[4],[9] | Dec. 16, 2022 | |||||||||||||
Reference Rate | [2],[4],[9] | 7.25% | 7.25% | 7.25% | |||||||||||
Interest Rate | [2],[4],[9] | 12.06% | 12.06% | 12.06% | |||||||||||
Amortized Cost | [1],[2],[3],[4],[9] | $ 1,575 | |||||||||||||
Fair Value | [2],[4],[5],[9] | $ 1,663 | |||||||||||||
Percentage of Net Assets | [2],[4],[9] | 0.20% | 0.20% | 0.20% | |||||||||||
Investment, Identifier [Axis]: Debt Investments Financial Services BTRS Holdings, Inc. First-lien loan ($135,540 par, due 12/2028) Initial Acquisition Date 12/16/2022 Reference Rate and Spread SOFR + 8.00% Interest Rate 12.50 % | |||||||||||||||
Investment, par | [2],[7],[11] | $ 135,540 | |||||||||||||
Investment, due date | [2],[7],[11] | 2028-12 | |||||||||||||
Initial Acquisition Date | [2],[7],[11] | Dec. 16, 2022 | |||||||||||||
Reference Rate | [2],[7],[11] | 8% | 8% | 8% | |||||||||||
Interest Rate | [2],[7],[11] | 12.50% | 12.50% | 12.50% | |||||||||||
Amortized Cost | [2],[3],[6],[7],[11] | $ 131,066 | |||||||||||||
Fair Value | [2],[7],[8],[11] | $ 130,290 | |||||||||||||
Percentage of Net Assets | [2],[7],[11] | 23.80% | 23.80% | 23.80% | |||||||||||
Investment, Identifier [Axis]: Debt Investments Financial Services BTRS Holdings, Inc. First-lien loan ($136,895 par, due 12/2028) Initial Acquisition Date 12/16/2022 Reference Rate and Spread SOFR + 8.00% Interest Rate 12.74% | |||||||||||||||
Investment, par | [2],[4],[9] | $ 136,895 | |||||||||||||
Investment, due date | [2],[4],[9] | 2028-12 | |||||||||||||
Initial Acquisition Date | [2],[4],[9] | Dec. 16, 2022 | |||||||||||||
Reference Rate | [2],[4],[9] | 8% | 8% | 8% | |||||||||||
Interest Rate | [2],[4],[9] | 12.74% | 12.74% | 12.74% | |||||||||||
Amortized Cost | [1],[2],[3],[4],[9] | $ 132,968 | |||||||||||||
Fair Value | [2],[4],[5],[9] | $ 133,815 | |||||||||||||
Percentage of Net Assets | [2],[4],[9] | 16.50% | 16.50% | 16.50% | |||||||||||
Investment, Identifier [Axis]: Debt Investments Financial Services Ping Identity Holding Corp. First-lien loan ($136,364 par, due 10/2029) Initial Acquisition Date 10/17/2022 Reference Rate and Spread SOFR + 7.00% Interest Rate 11.32 % | |||||||||||||||
Investment, par | [2],[7],[11] | $ 136,364 | |||||||||||||
Investment, due date | [2],[7],[11] | 2029-10 | |||||||||||||
Initial Acquisition Date | [2],[7],[11] | Oct. 17, 2022 | |||||||||||||
Reference Rate | [2],[7],[11] | 7% | 7% | 7% | |||||||||||
Interest Rate | [2],[7],[11] | 11.32% | 11.32% | 11.32% | |||||||||||
Amortized Cost | [2],[3],[6],[7],[11] | $ 132,727 | |||||||||||||
Fair Value | [2],[7],[8],[11] | $ 131,864 | |||||||||||||
Percentage of Net Assets | [2],[7],[11] | 24.10% | 24.10% | 24.10% | |||||||||||
Investment, Identifier [Axis]: Debt Investments Financial Services Ping Identity Holding Corp. First-lien loan ($136,364 par, due 10/2029) Initial Acquisition Date 10/17/2022 Reference Rate and Spread SOFR + 7.00% Interest Rate 11.76 % | |||||||||||||||
Investment, par | [2],[4],[9] | $ 136,364 | |||||||||||||
Investment, due date | [2],[4],[9] | 2029-10 | |||||||||||||
Initial Acquisition Date | [2],[4],[9] | Oct. 17, 2022 | |||||||||||||
Reference Rate | [2],[4],[9] | 7% | 7% | 7% | |||||||||||
Interest Rate | [2],[4],[9] | 11.76% | 11.76% | 11.76% | |||||||||||
Amortized Cost | [1],[2],[3],[4],[9] | $ 132,861 | |||||||||||||
Fair Value | [2],[4],[5],[9] | $ 133,364 | |||||||||||||
Percentage of Net Assets | [2],[4],[9] | 16.40% | 16.40% | 16.40% | |||||||||||
Investment, Identifier [Axis]: Debt Investments Healthcare | |||||||||||||||
Amortized Cost | [1],[2],[3],[4],[9] | $ 86,649 | |||||||||||||
Fair Value | [2],[4],[5],[9] | $ 87,135 | |||||||||||||
Percentage of Net Assets | [2],[4],[9] | 10.70% | 10.70% | 10.70% | |||||||||||
Investment, Identifier [Axis]: Debt Investments Healthcare Edge Bidco B.V First-lien loan (EUR 3,423 par, due 2/2029) Acquisition Date 2/24/2023 Reference Rate and Spread E + 7.00% Interest Rate 10.02% (incl. 3.25% PIK) | |||||||||||||||
Investment, par | € | [2],[4],[9],[10] | € 3,423 | |||||||||||||
Investment, due date | [2],[4],[9],[10] | 2029-02 | |||||||||||||
Initial Acquisition Date | [2],[4],[9],[10] | Feb. 24, 2023 | |||||||||||||
Reference Rate | [2],[4],[9],[10] | 7% | 7% | 7% | |||||||||||
Interest Rate | [2],[4],[9],[10] | 10.02% | 10.02% | 10.02% | |||||||||||
Interest Rate, PIK | [2],[4],[9],[10] | 3.25% | 3.25% | 3.25% | |||||||||||
Amortized Cost | [1],[2],[3],[4],[9],[10] | $ 3,473 | |||||||||||||
Fair Value | [2],[4],[5],[9],[10] | $ 3,579 | € 3,294 | ||||||||||||
Percentage of Net Assets | [2],[4],[9],[10] | 0.40% | 0.40% | 0.40% | |||||||||||
Investment, Identifier [Axis]: Debt Investments Healthcare EdgeEdge Bidco B.V First-lien loan ($86,364 par, due 3/2029) Acquisition Date 3/24/2023 Reference Rate and Spread SOFR + 6.75% Interest Rate 11.63% | |||||||||||||||
Investment, par | [2],[4],[9] | $ 86,364 | |||||||||||||
Investment, due date | [2],[4],[9] | 2029-03 | |||||||||||||
Initial Acquisition Date | [2],[4],[9] | Mar. 24, 2023 | |||||||||||||
Reference Rate | [2],[4],[9] | 6.75% | 6.75% | 6.75% | |||||||||||
Interest Rate | [2],[4],[9] | 11.63% | 11.63% | 11.63% | |||||||||||
Amortized Cost | [1],[2],[3],[4],[9] | $ 83,176 | |||||||||||||
Fair Value | [2],[4],[5],[9] | $ 83,556 | |||||||||||||
Percentage of Net Assets | [2],[4],[9] | 10.30% | 10.30% | 10.30% | |||||||||||
Investment, Identifier [Axis]: Debt Investments Human Resource Support Services Bswift, LLC First-lien loan ($142,038 par, due 11/2028) Initial Acquisition Date 11/7/2022 Reference Rate and Spread SOFR + 6.63% Interest Rate 11.33 % | |||||||||||||||
Investment, par | [2],[4],[9],[13] | $ 142,038 | |||||||||||||
Investment, due date | [2],[4],[9],[13] | 2028-11 | |||||||||||||
Initial Acquisition Date | [2],[4],[9],[13] | Nov. 07, 2022 | |||||||||||||
Reference Rate | [2],[4],[9],[13] | 6.63% | 6.63% | 6.63% | |||||||||||
Interest Rate | [2],[4],[9],[13] | 11.33% | 11.33% | 11.33% | |||||||||||
Amortized Cost | [1],[2],[3],[4],[9],[13] | $ 137,811 | |||||||||||||
Fair Value | [2],[4],[5],[9],[13] | $ 139,551 | |||||||||||||
Percentage of Net Assets | [2],[4],[9],[13] | 17.20% | 17.20% | 17.20% | |||||||||||
Investment, Identifier [Axis]: Debt Investments Human Resource Support Services Bswift, LLC First-lien loan ($142,394 par, due 11/2028) Initial Acquisition Date 11/7/2022 Reference Rate and Spread SOFR + 6.63% Interest Rate 10.81 % | |||||||||||||||
Investment, par | [2],[7],[11],[14] | $ 142,394 | |||||||||||||
Investment, due date | [2],[7],[11],[14] | 2028-11 | |||||||||||||
Initial Acquisition Date | [2],[7],[11],[14] | Nov. 07, 2022 | |||||||||||||
Reference Rate | [2],[7],[11],[14] | 6.63% | 6.63% | 6.63% | |||||||||||
Interest Rate | [2],[7],[11],[14] | 10.81% | 10.81% | 10.81% | |||||||||||
Amortized Cost | [2],[3],[6],[7],[11],[14] | $ 138,019 | |||||||||||||
Fair Value | [2],[7],[8],[11],[14] | $ 138,477 | |||||||||||||
Percentage of Net Assets | [2],[7],[11],[14] | 25.30% | 25.30% | 25.30% | |||||||||||
Investment, Identifier [Axis]: Debt Investments Insurance | |||||||||||||||
Amortized Cost | [1],[2],[3],[4],[9] | $ 131,445 | |||||||||||||
Fair Value | [2],[4],[5],[9] | $ 132,459 | |||||||||||||
Percentage of Net Assets | [2],[4],[9] | 16.30% | 16.30% | 16.30% | |||||||||||
Investment, Identifier [Axis]: Debt Investments Insurance Disco Parent, Inc First-lien loan ($57,756 par, due 3/2029) Acquisition Date 3/30/2023 Reference Rate and Spread SOFR + 6.75% Interest Rate 12.39% | |||||||||||||||
Investment, par | [2],[4],[9] | $ 57,756 | |||||||||||||
Investment, due date | [2],[4],[9] | 2029-03 | |||||||||||||
Initial Acquisition Date | [2],[4],[9] | Mar. 30, 2023 | |||||||||||||
Reference Rate | [2],[4],[9] | 7.50% | 7.50% | 7.50% | |||||||||||
Interest Rate | [2],[4],[9] | 12.39% | 12.39% | 12.39% | |||||||||||
Amortized Cost | [1],[2],[3],[4],[9] | $ 56,169 | |||||||||||||
Fair Value | [2],[4],[5],[9] | $ 56,326 | |||||||||||||
Percentage of Net Assets | [2],[4],[9] | 6.90% | 6.90% | 6.90% | |||||||||||
Investment, Identifier [Axis]: Debt Investments Internet Services SMA Technologies Holdings, LLC First-lien loan ($129,573 par, due 2/2030) Initial Acquisition Date 2/27/2023 Reference Rate and Spread SOFR + 7.50% Interest Rate 12.29 % | |||||||||||||||
Investment, par | [2],[4],[9],[14] | $ 129,573 | |||||||||||||
Investment, due date | [2],[4],[9],[14] | 2030-02 | |||||||||||||
Initial Acquisition Date | [2],[4],[9],[14] | Feb. 27, 2023 | |||||||||||||
Reference Rate | [2],[4],[9],[14] | 7.50% | 7.50% | 7.50% | |||||||||||
Interest Rate | [2],[4],[9],[14] | 12.29% | 12.29% | 12.29% | |||||||||||
Amortized Cost | [1],[2],[3],[4],[9],[14] | $ 126,014 | |||||||||||||
Fair Value | [2],[4],[5],[9],[14] | $ 126,948 | |||||||||||||
Percentage of Net Assets | [2],[4],[9],[14] | 15.60% | 15.60% | 15.60% | |||||||||||
Investment, Identifier [Axis]: Debt Investments Internet Services SMA Technologies Holdings, LLC First-lien loan ($5,667 par, due 10/2028) Initial Acquisition Date 10/31/2022 Reference Rate and Spread SOFR + 6.75% Interest Rate 11.07 % | |||||||||||||||
Investment, par | [2],[7],[11],[14] | $ 5,667 | |||||||||||||
Investment, due date | [2],[7],[11],[14] | 2028-10 | |||||||||||||
Initial Acquisition Date | [2],[7],[11],[14] | Oct. 31, 2022 | |||||||||||||
Reference Rate | [2],[7],[11],[14] | 6.75% | 6.75% | 6.75% | |||||||||||
Interest Rate | [2],[7],[11],[14] | 11.07% | 11.07% | 11.07% | |||||||||||
Amortized Cost | [2],[3],[6],[7],[11],[14] | $ 5,424 | |||||||||||||
Fair Value | [2],[7],[8],[11],[14] | $ 5,426 | |||||||||||||
Percentage of Net Assets | [2],[7],[11],[14] | 1% | 1% | 1% | |||||||||||
Investment, Identifier [Axis]: Debt Investments Internet Services SMA Technologies Holdings, LLC First-lien loan ($5,809 par, due 10/2028) Initial Acquisition Date 10/31/2022 Reference Rate and Spread SOFR + 6.75% Interest Rate 11.56 % | |||||||||||||||
Investment, par | [2],[4],[9],[13],[14] | $ 5,667 | |||||||||||||
Investment, due date | [2],[4],[9],[13],[14] | 2028-10 | |||||||||||||
Initial Acquisition Date | [2],[4],[9],[13],[14] | Oct. 31, 2022 | |||||||||||||
Reference Rate | [2],[4],[9],[13],[14] | 6.75% | 6.75% | 6.75% | |||||||||||
Interest Rate | [2],[4],[9],[13],[14] | 11.56% | 11.56% | 11.56% | |||||||||||
Amortized Cost | [1],[2],[3],[4],[9],[13],[14] | $ 5,431 | |||||||||||||
Fair Value | [2],[4],[5],[9],[13],[14] | $ 5,511 | |||||||||||||
Percentage of Net Assets | [2],[4],[9],[13],[14] | 0.70% | 0.70% | 0.70% | |||||||||||
Investment, Identifier [Axis]: Debt Investments Manufacturing Avalara, Inc. First-lien loan ($136,364 par, due 10/2028) Initial Acquisition Date 10/19/2022 Reference Rate and Spread SOFR + 7.25% Interest Rate 11.83 % | |||||||||||||||
Investment, par | [2],[7],[11] | $ 136,364 | |||||||||||||
Investment, due date | [2],[7],[11] | 2028-10 | |||||||||||||
Initial Acquisition Date | [2],[7],[11] | Oct. 19, 2022 | |||||||||||||
Reference Rate | [2],[7],[11] | 7.25% | 7.25% | 7.25% | |||||||||||
Interest Rate | [2],[7],[11] | 11.83% | 11.83% | 11.83% | |||||||||||
Amortized Cost | [2],[3],[6],[7],[11] | $ 132,740 | |||||||||||||
Fair Value | [2],[7],[8],[11] | $ 131,489 | |||||||||||||
Percentage of Net Assets | [2],[7],[11] | 24.10% | 24.10% | 24.10% | |||||||||||
Investment, Identifier [Axis]: Debt Investments Manufacturing Avalara, Inc. First-lien loan ($136,364 par, due 10/2028) Initial Acquisition Date 10/19/2022 Reference Rate and Spread SOFR + 7.25% Interest Rate 12.15 % | |||||||||||||||
Investment, par | [2],[4],[9] | $ 136,364 | |||||||||||||
Investment, due date | [2],[4],[9] | 2028-10 | |||||||||||||
Initial Acquisition Date | [2],[4],[9] | Oct. 19, 2022 | |||||||||||||
Reference Rate | [2],[4],[9] | 7.25% | 7.25% | 7.25% | |||||||||||
Interest Rate | [2],[4],[9] | 12.15% | 12.15% | 12.15% | |||||||||||
Amortized Cost | [1],[2],[3],[4],[9] | $ 132,894 | |||||||||||||
Fair Value | [2],[4],[5],[9] | $ 132,989 | |||||||||||||
Percentage of Net Assets | [2],[4],[9] | 16.40% | 16.40% | 16.40% | |||||||||||
Investment, Identifier [Axis]: Debt Investments Oil, Gas and Consumable Fuels Laramie Energy, LLC First-lien loan ([$97,561] par, due 02/2027) Initial Acquisition Date 2/21/2023 Reference Rate and Spread SOFR + 7.10% Interest Rate 11.86 % | |||||||||||||||
Investment, par | [2],[4],[9] | $ 97,561 | |||||||||||||
Investment, due date | [2],[4],[9] | 2027-02 | |||||||||||||
Initial Acquisition Date | [2],[4],[9] | Feb. 21, 2023 | |||||||||||||
Reference Rate | [2],[4],[9] | 7.10% | 7.10% | 7.10% | |||||||||||
Interest Rate | [2],[4],[9] | 11.86% | 11.86% | 11.86% | |||||||||||
Amortized Cost | [1],[2],[3],[4],[9] | $ 95,128 | |||||||||||||
Fair Value | [2],[4],[5],[9] | $ 95,373 | |||||||||||||
Percentage of Net Assets | [2],[4],[9] | 11.70% | 11.70% | 11.70% | |||||||||||
Investment, Identifier [Axis]: Debt Investments Retail and Consumer Products | |||||||||||||||
Amortized Cost | [2],[3] | $ 263,031 | [1],[4] | $ 236,896 | [6],[7] | ||||||||||
Fair Value | [2] | $ 268,521 | [4],[5] | $ 237,875 | [7],[8] | ||||||||||
Percentage of Net Assets | [2] | 33.10% | [4] | 43.50% | [7] | 33.10% | [4] | 33.10% | [4] | 43.50% | [7] | 43.50% | [7] | ||
Investment, Identifier [Axis]: Debt Investments Retail and Consumer Products Bed Bath and Beyond Inc. ABL FILO term loan ($100,000 par, due 8/2027) Initial Acquisition Date 9/2/2022 Reference Rate and Spread SOFR + 7.90% Interest Rate 12.30 % | |||||||||||||||
Investment, par | [2],[7],[11] | $ 100,000 | |||||||||||||
Investment, due date | [2],[7],[11] | 2027-08 | |||||||||||||
Initial Acquisition Date | [2],[7],[11] | Sep. 02, 2022 | |||||||||||||
Reference Rate | [2],[7],[11] | 7.90% | 7.90% | 7.90% | |||||||||||
Interest Rate | [2],[7],[11] | 12.30% | 12.30% | 12.30% | |||||||||||
Amortized Cost | [2],[3],[6],[7],[11] | $ 97,199 | |||||||||||||
Fair Value | [2],[7],[8],[11] | $ 98,000 | |||||||||||||
Percentage of Net Assets | [2],[7],[11] | 17.90% | 17.90% | 17.90% | |||||||||||
Investment, Identifier [Axis]: Debt Investments Retail and Consumer Products Bed Bath and Beyond Inc. ABL FILO term loan ($126,667 par, due 8/2027) Initial Acquisition Date 9/2/2022 Reference Rate and Spread SOFR + 7.90% Interest Rate 12.75 % | |||||||||||||||
Investment, par | [2],[4],[9],[16] | $ 126,667 | |||||||||||||
Investment, due date | [2],[4],[9],[16] | 2027-08 | |||||||||||||
Initial Acquisition Date | [2],[4],[9],[16] | Sep. 02, 2022 | |||||||||||||
Reference Rate | [2],[4],[9],[16] | 7.90% | 7.90% | 7.90% | |||||||||||
Interest Rate | [2],[4],[9],[16] | 12.75% | 12.75% | 12.75% | |||||||||||
Amortized Cost | [1],[2],[3],[4],[9],[16] | $ 123,303 | |||||||||||||
Fair Value | [2],[4],[5],[9],[16] | $ 124,133 | |||||||||||||
Percentage of Net Assets | [2],[4],[9],[16] | 15.30% | 15.30% | 15.30% | |||||||||||
Investment, Identifier [Axis]: Debt Investments Retail and Consumer Products Commercehub, Inc. First-lien loan ($149,625 par, due 12/2027) Initial Acquisition Date 11/15/2022 Reference Rate and Spread SOFR + 6.50% Interest Rate 11.03 % | |||||||||||||||
Investment, par | [2],[4],[9] | $ 149,625 | |||||||||||||
Investment, due date | [2],[4],[9] | 2027-12 | |||||||||||||
Initial Acquisition Date | [2],[4],[9] | Nov. 15, 2022 | |||||||||||||
Reference Rate | [2],[4],[9] | 6.50% | 6.50% | 6.50% | |||||||||||
Interest Rate | [2],[4],[9] | 11.03% | 11.03% | 11.03% | |||||||||||
Amortized Cost | [1],[2],[3],[4],[9] | $ 139,728 | |||||||||||||
Fair Value | [2],[4],[5],[9] | $ 144,388 | |||||||||||||
Percentage of Net Assets | [2],[4],[9] | 17.80% | 17.80% | 17.80% | |||||||||||
Investment, Identifier [Axis]: Debt Investments Retail and Consumer Products Commercehub, Inc. First-lien loan ($150,000 par, due 12/2027) Initial Acquisition Date 11/15/2022 Reference Rate and Spread SOFR + 6.50% Interest Rate 11.03 % | |||||||||||||||
Investment, par | [2],[7],[11] | $ 150,000 | |||||||||||||
Investment, due date | [2],[7],[11] | 2027-12 | |||||||||||||
Initial Acquisition Date | [2],[7],[11] | Nov. 15, 2022 | |||||||||||||
Reference Rate | [2],[7],[11] | 6.50% | 6.50% | 6.50% | |||||||||||
Interest Rate | [2],[7],[11] | 11.03% | 11.03% | 11.03% | |||||||||||
Amortized Cost | [2],[3],[6],[7],[11] | $ 139,697 | |||||||||||||
Fair Value | [2],[7],[8],[11] | $ 139,875 | |||||||||||||
Percentage of Net Assets | [2],[7],[11] | 25.60% | 25.60% | 25.60% | |||||||||||
Investment, Identifier [Axis]: Equity and Other Investments | |||||||||||||||
Amortized Cost | [2],[3] | $ 16,446 | [1],[4] | $ 7,806 | [6],[7] | ||||||||||
Fair Value | [2] | $ 16,444 | [4],[5] | $ 7,806 | |||||||||||
Percentage of Net Assets | [2] | 2% | [4] | 1.40% | [7] | 2% | [4] | 2% | [4] | 1.40% | [7] | 1.40% | [7] | ||
Investment, Identifier [Axis]: Equity and Other Investments Healthcare | |||||||||||||||
Amortized Cost | [1],[2],[3],[4],[17],[18] | $ 8,640 | |||||||||||||
Fair Value | [2],[4],[5],[17],[18] | $ 8,640 | |||||||||||||
Percentage of Net Assets | [2],[4],[17],[18] | 1% | 1% | 1% | |||||||||||
Investment, Identifier [Axis]: Equity and Other Investments Healthcare Ordinary Shares Class A Initial Acquisition Date 3/24/2023 | |||||||||||||||
Investment, shares | shares | [4],[15],[17],[18] | 8,636 | 8,636 | 8,636 | |||||||||||
Initial Acquisition Date | [2],[4],[17],[18] | Mar. 24, 2023 | |||||||||||||
Amortized Cost | [1],[2],[3],[4],[17],[18] | $ 864 | |||||||||||||
Fair Value | [2],[4],[5],[17],[18] | $ 864 | |||||||||||||
Percentage of Net Assets | [2],[4],[17],[18] | 0.10% | 0.10% | 0.10% | |||||||||||
Investment, Identifier [Axis]: Equity and Other Investments Healthcare Ordinary Shares Class B Initial Acquisition Date 3/24/2023 | |||||||||||||||
Investment, shares | shares | [4],[15],[17],[18] | 8,636 | 8,636 | 8,636 | |||||||||||
Initial Acquisition Date | [2],[4],[17],[18] | Mar. 24, 2023 | |||||||||||||
Amortized Cost | [1],[2],[3],[4],[17],[18] | $ 864 | |||||||||||||
Fair Value | [2],[4],[5],[17],[18] | $ 864 | |||||||||||||
Percentage of Net Assets | [2],[4],[17],[18] | 0.10% | 0.10% | 0.10% | |||||||||||
Investment, Identifier [Axis]: Equity and Other Investments Healthcare Ordinary Shares Class C Initial Acquisition Date 3/24/2023 | |||||||||||||||
Investment, shares | shares | [4],[15],[17],[18] | 8,636 | 8,636 | 8,636 | |||||||||||
Initial Acquisition Date | [2],[4],[17],[18] | Mar. 24, 2023 | |||||||||||||
Amortized Cost | [1],[2],[3],[4],[17],[18] | $ 864 | |||||||||||||
Fair Value | [2],[4],[5],[17],[18] | $ 864 | |||||||||||||
Percentage of Net Assets | [2],[4],[17],[18] | 0.10% | 0.10% | 0.10% | |||||||||||
Investment, Identifier [Axis]: Equity and Other Investments Healthcare Ordinary Shares Class D Initial Acquisition Date 3/24/2023 | |||||||||||||||
Investment, shares | shares | [4],[15],[17],[18] | 8,636 | 8,636 | 8,636 | |||||||||||
Initial Acquisition Date | [2],[4],[17],[18] | Mar. 24, 2023 | |||||||||||||
Amortized Cost | [1],[2],[3],[4],[17],[18] | $ 864 | |||||||||||||
Fair Value | [2],[4],[5],[17],[18] | $ 864 | |||||||||||||
Percentage of Net Assets | [2],[4],[17],[18] | 0.10% | 0.10% | 0.10% | |||||||||||
Investment, Identifier [Axis]: Equity and Other Investments Healthcare Ordinary Shares Class E Initial Acquisition Date 3/24/2023 | |||||||||||||||
Investment, shares | shares | [4],[15],[17],[18] | 8,636 | 8,636 | 8,636 | |||||||||||
Initial Acquisition Date | [2],[4],[17],[18] | Mar. 24, 2023 | |||||||||||||
Amortized Cost | [1],[2],[3],[4],[17],[18] | $ 864 | |||||||||||||
Fair Value | [2],[4],[5],[17],[18] | $ 864 | |||||||||||||
Percentage of Net Assets | [2],[4],[17],[18] | 0.10% | 0.10% | 0.10% | |||||||||||
Investment, Identifier [Axis]: Equity and Other Investments Healthcare Ordinary Shares Class F Initial Acquisition Date 3/24/2023 | |||||||||||||||
Investment, shares | shares | [4],[15],[17],[18] | 8,636 | 8,636 | 8,636 | |||||||||||
Initial Acquisition Date | [2],[4],[17],[18] | Mar. 24, 2023 | |||||||||||||
Amortized Cost | [1],[2],[3],[4],[17],[18] | $ 864 | |||||||||||||
Fair Value | [2],[4],[5],[17],[18] | $ 864 | |||||||||||||
Percentage of Net Assets | [2],[4],[17],[18] | 0.10% | 0.10% | 0.10% | |||||||||||
Investment, Identifier [Axis]: Equity and Other Investments Healthcare Ordinary Shares Class G Initial Acquisition Date 3/24/2023 | |||||||||||||||
Investment, shares | shares | [4],[15],[17],[18] | 8,636 | 8,636 | 8,636 | |||||||||||
Initial Acquisition Date | [2],[4],[17],[18] | Mar. 24, 2023 | |||||||||||||
Amortized Cost | [1],[2],[3],[4],[17],[18] | $ 864 | |||||||||||||
Fair Value | [2],[4],[5],[17],[18] | $ 864 | |||||||||||||
Percentage of Net Assets | [2],[4],[17],[18] | 0.10% | 0.10% | 0.10% | |||||||||||
Investment, Identifier [Axis]: Equity and Other Investments Healthcare Ordinary Shares Class H Initial Acquisition Date 3/24/2023 | |||||||||||||||
Investment, shares | shares | [4],[15],[17],[18] | 8,636 | 8,636 | 8,636 | |||||||||||
Initial Acquisition Date | [2],[4],[17],[18] | Mar. 24, 2023 | |||||||||||||
Amortized Cost | [1],[2],[3],[4],[17],[18] | $ 864 | |||||||||||||
Fair Value | [2],[4],[5],[17],[18] | $ 864 | |||||||||||||
Percentage of Net Assets | [2],[4],[17],[18] | 0.10% | 0.10% | 0.10% | |||||||||||
Investment, Identifier [Axis]: Equity and Other Investments Healthcare Ordinary Shares Class I Initial Acquisition Date 3/24/2023 | |||||||||||||||
Investment, shares | shares | [4],[15],[17],[18] | 8,636 | 8,636 | 8,636 | |||||||||||
Initial Acquisition Date | [2],[4],[17],[18] | Mar. 24, 2023 | |||||||||||||
Amortized Cost | [1],[2],[3],[4],[17],[18] | $ 864 | |||||||||||||
Fair Value | [2],[4],[5],[17],[18] | $ 864 | |||||||||||||
Percentage of Net Assets | [2],[4],[17],[18] | 0.10% | 0.10% | 0.10% | |||||||||||
Investment, Identifier [Axis]: Equity and Other Investments Healthcare Ordinary Shares Initial Acquisition Date 3/24/2023 | |||||||||||||||
Investment, shares | shares | [4],[15],[17],[18] | 8,636 | 8,636 | 8,636 | |||||||||||
Initial Acquisition Date | [2],[4],[17],[18] | Mar. 24, 2023 | |||||||||||||
Amortized Cost | [1],[2],[3],[4],[17],[18] | $ 864 | |||||||||||||
Fair Value | [2],[4],[5],[17],[18] | $ 864 | |||||||||||||
Percentage of Net Assets | [2],[4],[17],[18] | 0.10% | 0.10% | 0.10% | |||||||||||
Investment, Identifier [Axis]: Equity and Other Investments Human Resource Support Services Bswift, LLC Class A-1 Units (7,606,491 units) Initial Acquisition Date 11/7/2022 | |||||||||||||||
Investment, shares | shares | [17] | 7,606,491 | [4],[15],[18] | 7,606,491 | [2],[7],[19] | 7,606,491 | [4],[15],[18] | 7,606,491 | [4],[15],[18] | 7,606,491 | [2],[7],[19] | 7,606,491 | [2],[7],[19] | ||
Initial Acquisition Date | [2],[17] | Nov. 07, 2022 | [4],[18] | Nov. 07, 2022 | [7],[19] | ||||||||||
Amortized Cost | [1],[2],[3],[4],[6],[7],[17],[18] | $ 7,606 | |||||||||||||
Fair Value | [2],[17] | $ 7,604 | [4],[5],[18] | $ 7,606 | [7],[8],[19] | ||||||||||
Percentage of Net Assets | [2],[17] | 1% | [4],[18] | 1.40% | [7],[19] | 1% | [4],[18] | 1% | [4],[18] | 1.40% | [7],[19] | 1.40% | [7],[19] | ||
Investment, Identifier [Axis]: Equity and Other Investments Internet Services | |||||||||||||||
Amortized Cost | [2],[3] | $ 200 | [1],[4] | $ 200 | [6],[7] | ||||||||||
Fair Value | [2] | $ 200 | [4],[5] | $ 200 | [7],[8] | ||||||||||
Percentage of Net Assets | [2] | 0% | [4] | 0% | [7] | 0% | [4] | 0% | [4] | 0% | [7] | 0% | [7] | ||
Investment, Identifier [Axis]: Equity and Other Investments Internet Services SMA Technologies Holdings, LLC Class A Units (200 units) Initial Acquisition Date 11/21/2022 | |||||||||||||||
Investment, shares | shares | 200 | [4],[15],[18],[20] | 200 | [2],[7],[17],[19] | 200 | [4],[15],[18],[20] | 200 | [4],[15],[18],[20] | 200 | [2],[7],[17],[19] | 200 | [2],[7],[17],[19] | |||
Initial Acquisition Date | [2] | Nov. 21, 2022 | [4],[18],[20] | Nov. 21, 2022 | [7],[17],[19] | ||||||||||
Amortized Cost | [2],[3] | $ 200 | [1],[4],[18],[20] | $ 200 | [6],[7],[17],[19] | ||||||||||
Fair Value | [2] | $ 200 | [4],[5],[18],[20] | $ 200 | [7],[8],[17],[19] | ||||||||||
Percentage of Net Assets | [2] | 0% | [4],[18],[20] | 0% | [7],[17],[19] | 0% | [4],[18],[20] | 0% | [4],[18],[20] | 0% | [7],[17],[19] | 0% | [7],[17],[19] | ||
Investment, Identifier [Axis]: Equity and Other Investments Internet Services SMA Technologies Holdings, LLC Class B Units (142,038 units) Initial Acquisition Date 11/21/2022 | |||||||||||||||
Investment, shares | shares | 142,038 | [4],[15],[18],[20] | 142,038 | [2],[7],[17],[19] | 142,038 | [4],[15],[18],[20] | 142,038 | [4],[15],[18],[20] | 142,038 | [2],[7],[17],[19] | 142,038 | [2],[7],[17],[19] | |||
Initial Acquisition Date | [2] | Nov. 21, 2022 | [4],[18],[20] | Nov. 21, 2022 | [7],[17],[19] | ||||||||||
Percentage of Net Assets | [2] | 0% | [4],[18],[20] | 0% | [7],[17],[19] | 0% | [4],[18],[20] | 0% | [4],[18],[20] | 0% | [7],[17],[19] | 0% | [7],[17],[19] | ||
Investment, Identifier [Axis]: Total Investments | |||||||||||||||
Amortized Cost | [2],[3],[6],[7] | $ 809,029 | |||||||||||||
Fair Value | [2],[7],[8] | $ 808,801 | |||||||||||||
Percentage of Net Assets | [2],[7] | 147.80% | 147.80% | 147.80% | |||||||||||
[1] As of March 31, 2023 , the estimated cost basis of investments for U.S. federal tax purposes was $ 1,253,875 resulting in estimated gross unrealized gains and losses of $ 17,007 and $ 10,578 , respectfully. Certain portfolio company investments are subject to contractual restrictions on sales. The amortized cost represents the original cost adjusted for the amortization of discounts and premiums, as applicable, on debt investments using the effective interest method. Unless otherwise indicated, the Company’s portfolio companies are domiciled in the United States. Under the Investment Company Act of 1940, as amended (the “1940 Act”), the Company would “control” a portfolio company if the Company owned 25 % of its outstanding voting securities and/or had the power to exercise control over the management or policies of March 31, 2023 , the Company does not “control” any of the portfolio companies. Also under the 1940 Act, the Company would be deemed to be an “Affiliated Person” of a portfolio company if the Company owns more than 5 % of the portfolio company's outstanding voting securities. As of March 31, 2023 , the Company does not identify any of its portfolio companies as affiliates. In accordance with Financial Accounting Standards Board Accounting Standards Codification Topic 820, Fair Value As of December 31, 2022 , the estimated cost basis of investments for U.S. federal tax purposes was $ 810,241 resulting in estimated gross unrealized gains and losses of $ 2,806 and $ 5,681 , respectfully. Unless otherwise indicated, the Company’s portfolio companies are domiciled in the United States. Under the Investment Company Act of 1940, as amended (the “1940 Act”), the Company would “control” a portfolio company if the Company owned 25 % of its outstanding voting securities and/or had the power to exercise control over the management or policies of December 31, 2022 , the Company does not “control” any of the portfolio companies. Also under the 1940 Act, the Company would be deemed to be an “Affiliated Person” of a portfolio company if the Company owns more than 5 % of the portfolio company's outstanding voting securities. As of December 31, 2022 , the Company does not identify any of its portfolio companies as affiliates. In accordance with Financial Accounting Standards Board Accounting Standards Codification Topic 820, Fair Value Investment contains a variable rate structure, subject to an interest rate floor. Variable rate investments bear interest at a rate that March 31, 2023 . This portfolio company is not a qualifying asset under Section 55(a) of the 1940 Act. Under the 1940 Act, the Company may not acquire any non-qualifying asset unless, at the time such acquisition is made, qualifying assets represent at least 70 % of total assets. Non-qualifying assets represented 4.2 % of total assets as of March 31, 2023 . Investment contains a variable rate structure, subject to an interest rate floor. Variable rate investments bear interest at a rate that December 31, 2022 . This portfolio company is not a qualifying asset under Section 55(a) of the 1940 Act. Under the 1940 Act, the Company may not acquire any non-qualifying asset unless, at the time such acquisition is made, qualifying assets represent at least 70 % of total assets. Non-qualifying assets represented 2.3 % of total assets as of December 31, 2022 . In addition to the interest earned based on the stated interest rate of this investment, which is the amount reflected in this schedule, the Company may be entitled to receive additional interest as a result of an arrangement with other members in the syndicate to the extent an investment has been allocated to “first out” and “last out” tranches, whereby the “first out” tranche will have priority as to the “last out” tranche with respect to payments of principal, interest and any amounts due thereunder and the Company holds the “last out” tranche. In addition to the interest earned based on the stated interest rate of this investment, which is the amount reflected in this schedule, the Company may be entitled to receive additional interest as a result of an arrangement with other members in the syndicate to the extent an investment has been allocated to “first out” and “last out” tranches, whereby the “first out” tranche will have priority as to the “last out” tranche with respect to payments of principal, interest and any amounts due thereunder and the Company holds the “last out” tranche. Certain portfolio company investments are subject to contractual restrictions on sales. In addition to the principal amount outstanding and accrued interest owed on this investment, the Company is entitled to a separate Make-Whole Amount (the “Make-Whole”) of $ 14.6 million. The Make-Whole is a contractual obligation of the borrower and accrues interest on the balance outstanding. The Make-Whole is included on the Company’s consolidated balance sheet within other assets, net of any valuation allowance. Given uncertainty relating to collectability of the Make-Whole, the Company has applied a full valuation allowance against the amount of the Make-Whole balance outstanding. All or a portion of this security was acquired in a transaction exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”), and may be deemed to be “restricted securities” under the Securities Act. As of December 31, 2022 , the aggregate fair value of these securities is $ 7,806 , or 1.4 % of the Company's net assets. This investment is non-income producing. This investment is non-income producing. All or a portion of this security was acquired in a transaction exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”), and may be deemed to be “restricted securities” under the Securities Act. As of March 31, 2023 , the aggregate fair value of these securities is $ 16,444 , or 2.0 % of the Company's net assets. |
Consolidated Schedule of Inve_2
Consolidated Schedule of Investments (Unaudited) (Parenthetical) - USD ($) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2023 | Dec. 31, 2022 | |
Percentage of non-qualifying assets | 4.20% | 2.30% | |
Percentage of minimum qualifying assets to purchase non qualifying assets | 70% | 70% | |
Minimum percentage of voting securities | 5% | 5% | |
Fair value of securities as percentage of net assets amount | $ 16,444,000 | $ 16,444,000 | $ 7,806,000 |
Fair value of securities as percentage of net assets in percentage | 2% | 2% | 1.40% |
Principal amount outstanding and accrued interest | $ 14,600 | $ 14,600 | |
U.S. Federal Tax | |||
Estimated cost basis of investments for U.S. federal tax purposes | 1,253,875,000 | $ 1,253,875,000 | $ 810,241,000 |
Estimated gross unrealized gains on tax cost investment | 17,007,000 | 2,806,000 | |
Estimated gross unrealized loss on tax cost investment | $ 10,578,000 | $ 5,681,000 | |
Controlled, Affiliated Investments | |||
Minimum percentage of voting securities | 25% | 25% |
Consolidated Statements of Chan
Consolidated Statements of Changes in Net Assets (Unaudited) $ in Thousands | 3 Months Ended |
Mar. 31, 2023 USD ($) shares | |
Beginning balance | $ 546,711 |
Net investment income | 15,115 |
Net change in unrealized gains (losses) on investments and foreign currency translation | 13,047 |
Net realized gains (losses) on investments and foreign currency transactions | 56 |
Issuance of Common Shares, Value | 250,000 |
Dividends declared from net investment income | (12,610) |
Ending balance | 812,319 |
Common Shares | |
Beginning balance | $ 22 |
Beginning balance, Shares | shares | 21,882,028 |
Issuance of Common Shares, Value | $ 10 |
Issuance of Common Shares, Shares | shares | 9,643,813 |
Ending balance | $ 32 |
Ending balance, Shares | shares | 31,525,841 |
Paid in Capital in Excess of Par | |
Beginning balance | $ 542,596 |
Issuance of Common Shares, Value | 249,990 |
Ending balance | 792,586 |
Distributable Earnings | |
Beginning balance | 4,093 |
Net investment income | 15,115 |
Net change in unrealized gains (losses) on investments and foreign currency translation | 13,047 |
Net realized gains (losses) on investments and foreign currency transactions | 56 |
Dividends declared from net investment income | (12,610) |
Ending balance | $ 19,701 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) $ in Thousands | 3 Months Ended |
Mar. 31, 2023 USD ($) | |
Cash Flows from Operating Activities | |
Increase (Decrease) in net assets resulting from operations | $ 28,218 |
Adjustments to reconcile increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities: | |
Net change in unrealized (gains) losses on investments | (13,761) |
Net change in unrealized (gains) losses on foreign currency transactions | 714 |
Net realized (gains) losses on foreign currency transactions | (21) |
Net amortization of discount on investments | (1,392) |
Amortization of deferred financing costs | 885 |
Purchases and originations of investments, net | (444,762) |
Repayments on investments | 6,286 |
Paid-in-kind interest | (21) |
Changes in operating assets and liabilities: | |
Interest receivable | 189 |
Prepaid expenses and other assets | (548) |
Management fees payable to affiliate | 723 |
Incentive fees on net capital gains accrued to affiliate | 2,755 |
Other payables to affiliate | (2,507) |
Other liabilities | 6,034 |
Net Cash Provided by (Used in) Operating Activities | (417,208) |
Cash Flows from Financing Activities | |
Borrowings on debt | 800,607 |
Repayments on debt | (548,000) |
Deferred financing costs | (8,331) |
Capital calls | 250,000 |
Net Cash Provided by (Used in) Financing Activities | 494,276 |
Net Increase (Decrease) in Cash and Cash Equivalents | 77,068 |
Cash and cash equivalents, beginning of period | 274,612 |
Cash and Cash Equivalents, End of Period | 351,680 |
Supplemental Information: | |
Interest paid during the period | 2,633 |
Excise and other taxes paid during the period | 380 |
Dividends declared during the period | $ 12,610 |
N-2
N-2 | 3 Months Ended |
Mar. 31, 2023 | |
Cover [Abstract] | |
Entity Central Index Key | 0001925309 |
Amendment Flag | false |
Securities Act File Number | 814-01543 |
Document Type | 10-Q |
Entity Registrant Name | Sixth Street Lending Partners |
Entity Address, Address Line One | 2100 McKinney Avenue |
Entity Address, Address Line Two | Suite 1500 |
Entity Address, City or Town | Dallas |
Entity Address, State or Province | TX |
Entity Address, Postal Zip Code | 75201 |
City Area Code | 469 |
Local Phone Number | 621-3001 |
Entity Emerging Growth Company | true |
Entity Ex Transition Period | false |
General Description of Registrant [Abstract] | |
Investment Objectives and Practices [Text Block] | Our Investment Framework Our investment objective is to generate current income by targeting investments with favorable “risk-adjusted returns,” which are expected returns that are adjusted based on the levels of risk associated with the investments. We seek to generate current income and long-term capital appreciation primarily by investing in U.S.-domiciled upper middle-market companies through direct originations of senior secured loans and, to a lesser extent, originations of mezzanine and unsecured loans and investments in corporate bonds, equity securities, and other instruments. By “upper middle-market companies,” we mean companies that have annual EBITDA, which we believe is a useful proxy for cash flow, of greater than $75 million, although we may invest in smaller companies on occasion. “EBITDA” means a company’s earnings before interest, tax, depreciation and amortization. We invest in first-lien debt, second-lien debt, mezzanine and unsecured debt and equity and other investments. Our first-lien debt may include stand-alone first-lien loans; “last out” first-lien loans, which are loans that have a secondary priority behind super-senior “first out” first-lien loans; “unitranche” loans, which are loans that combine features of first-lien, second-lien and mezzanine debt, generally in a first-lien position; and secured corporate bonds with similar features to these categories of first-lien loans. Our second-lien debt may include secured loans, and, to a lesser extent, secured corporate bonds, with a secondary priority behind first-lien debt. We seek to create a portfolio over time that includes primarily senior secured investments by investing approximately $125 million to $300 million of capital, on average, across our core positions of upper middle-market companies. The debt in which we invest typically is not rated by any rating agency, but if these instruments were rated, they would likely receive a rating of below investment grade (that is, below BBB- or Baa3), which is often referred to as “junk. The companies in which we invest use our capital to support organic growth, acquisitions, market or product expansion and recapitalizations (including restructurings). As of March 31, 2023, the largest single investment based on fair value represented 11.7% of our total investment portfolio. As of March 31, 2023, the average investment size in each of our portfolio companies was approximately $78.9 million based on fair value. Through our Adviser, we consider potential investments utilizing a four-tiered investment framework and against our existing portfolio as a whole: Business and sector selection. We will focus on companies with enterprise values above $750 million. When reviewing potential investments, we will seek to invest in businesses with high marginal cash flow, recurring revenue streams and where we believe credit quality will improve over time. We will look for portfolio companies that we think have a sustainable competitive advantage in growing industries or distressed situations. We will also seek companies where our investment will have a low loan-to-value ratio. We currently do not limit our focus to any specific industry and we may invest in larger or smaller companies. As of March 31, 2023, the largest industry represented 21.3% of our total investment portfolio based on fair value. Investment Structuring. We focus on investing at the top of the capital structure and protecting that position. As of March 31, 2023, approximately 98.7% of our portfolio was invested in secured debt, including 98.7% in first-lien debt investments. We carefully perform diligence and structure investments to include strong investor covenants. As a result, we structure investments with a view to creating opportunities for early intervention in the event of non-performance or stress. In addition, we seek to retain effective voting control in investments over the loans or particular class of securities in which we invest through maintaining affirmative voting positions or negotiating consent rights that allow us to retain a blocking position. We also aim for our loans to mature on a medium term, between two to six years after origination. For the three months ended March 31, 2023, the weighted average term on new debt investment commitments in new portfolio companies was 5.5 years. Deal Dynamics. We will focus on, among other deal dynamics, direct origination of investments, where we identify and lead the investment transaction. We seek transactions that are too small for the traditional high yield market. We look to invest in companies that value our commitment and ability to originate an investment that meets their goals and fits within their existing capital structure. Risk Mitigation. We seek to mitigate non-credit-related risk on our returns in several ways, including call protection provisions to protect future interest income. As of March 31, 2023, we had call protection on 100% of our debt investments based on fair value, with weighted average call prices of 105.5% for the first year, 102.7% for the second year and 101.1% for the third year, in each case from the date of the initial investment. As of March 31, 2023, 100% of our debt investments based on fair value bore interest at floating rates, with 100% of these subject to interest rate floors, which we believe helps act as a portfolio-wide hedge against inflation. |
Risk Factors [Table Text Block] | Item 1A. Ris k Factors. For information regarding factors that could affect our results of operations, financial condition and liquidity, see the risk factors discussed in Part I, “Item 1A. Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2022. |
Organization and Basis of Prese
Organization and Basis of Presentation | 3 Months Ended |
Mar. 31, 2023 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization and Basis of Presentation | 1. Organization and Basis of Presentation Organization Sixth Street Lending Partners (the “Company”) is a Delaware statutory trust formed on April 5, 2022 ("Inception"). The Company was formed primarily to lend to, and selectively invest in, upper middle-market companies in the United States. The Company has elected to be regulated as a business development company (“BDC”) under the 1940 Act. In addition, for tax purposes, the Company intends to elect to be treated as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Company is managed by Sixth Street Lending Partners Advisers, LLC (the “Adviser”). On May 12, 2022, the Company formed a wholly-owned subsidiary, Sixth Street LP Holding, LLC, a Delaware limited liability company. On May 12, 2022, the Company formed a wholly-owned subsidiary, SSLP Lending, LLC, a Delaware limited liability company. On December 8, 2022, the Company formed a wholly-owned subsidiary, Sixth Street LP Holding II, LLC, a Delaware limited liability company. The Company is conducting a private offering (the “Private Offering”) of its Common Shares of beneficial interest (the "Common Shares") to accredited investors, as defined in Regulation D under the Securities Act of 1933 (the “1933 Act”) in reliance on exemptions from the registration requirements of the 1933 Act. Common Shares will be offered for subscription continuously throughout an initial closing period and may be offered from time to time thereafter. Each investor in the Private Offering will make a capital commitment (a “Capital Commitment”) to purchase Common Shares of the Company pursuant to a subscription agreement entered into with the Company. Investors will be required to fund drawdowns to purchase the Company’s shares up to the amount of their respective Capital Commitments on an as-needed basis each time the Company delivers a notice to the investors. The Company completed its initial closing of Capital Commitments and commenced its loan origination and investment activities on August 31, 2022 ("Commencement of Operations"), the date of receipt of the initial drawdown from investors in the Private Offering. Basis of Presentation The accompanying consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), and include the accounts of the Company and its subsidiaries. In the opinion of management all adjustments considered necessary for the fair presentation of the consolidated financial statements for the periods presented have been included. The results of operations for interim periods are not indicative of results to be expected for the full year. All intercompany balances and transactions 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. Fiscal Year End The Company’s fiscal year ends on December 31. |
Significant Accounting Policies
Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2023 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | 2. Significant Accounting Policies Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements. Actual amounts could differ from those estimates and such differences could be material. Cash and Cash Equivalents Cash and cash equivalents may consist of demand deposits, highly liquid investments (e.g., money market funds, U.S. Treasury notes, and similar type instruments) with original maturities of three months or less, and restricted cash pledged as collateral for certain centrally cleared derivative instruments. Cash and cash equivalents denominated in U.S. dollars are carried at cost, which approximates fair value. The Company deposits its cash and cash equivalents with highly-rated banking corporations and, at times, cash deposits may exceed the insured limits under applicable law. Investments at Fair Value Loan originations are recorded on the date of the binding commitment, which is generally the funding date. Investment transactions purchased through the secondary markets are recorded on the trade date. Realized gains or losses are measured by the difference between the net proceeds received (excluding prepayment fees, if any) and the amortized cost basis of the investment without regard to unrealized gains or losses previously recognized, and include investments charged off during the period, net of recoveries. The net change in unrealized gains or losses primarily reflects the change in investment values and also includes the reversal of previously recorded unrealized gains or losses with respect to investments realized during the period. Investments for which market quotations are readily available are typically valued at those market quotations. To validate market quotations, the Company utilizes a number of factors to determine if the quotations are representative of fair value, including the source and number of the quotations. Debt and equity securities that are not publicly traded or whose market prices are not readily available, as is the case for substantially all of our investments, are valued at fair value as determined in good faith by the Company’s Board of Trustees (the “Board”), based on, among other things, the input of the Adviser, the Company’s Audit Committee and independent third-party valuation firms engaged at the direction of the Board. As part of the valuation process, the Board takes into account relevant factors in determining the fair value of its investments, including and in combination of: the estimated enterprise value of a portfolio company (that is, the total value of the portfolio company’s net debt and equity), the nature and realizable value of any collateral, the portfolio company’s ability to make payments based on its earnings and cash flow, the markets in which the portfolio company does business, a comparison of the portfolio company’s securities to any similar publicly traded securities, and overall changes in the interest rate environment and the credit markets that may affect the price at which similar investments may be made in the future. When an external event such as a purchase transaction, public offering or subsequent equity sale occurs, the Board considers whether the pricing indicated by the external event corroborates its valuation. The Board undertakes a multi-step valuation process, which includes, among other procedures, the following: • The valuation process begins with each investment being initially valued by the investment professionals responsible for the portfolio investment in conjunction with the portfolio management team. • The Adviser’s management reviews the preliminary valuations with the investment professionals. Agreed upon valuation recommendations are presented to the Audit Committee. • The Audit Committee reviews the valuations presented and recommends values for each investment to the Board. • The Board reviews the recommended valuations and determines the fair value of each investment; valuations that are not based on readily available market quotations are valued in good faith based on, among other things, the input of the Adviser, Audit Committee and, where applicable, other third parties including independent third-party valuation firms engaged at the direction of the Board. The Company conducts this valuation process on a quarterly basis. The Board has engaged independent third-party valuation firms to perform certain limited procedures that the Board has identified and requested them to perform in connection with the valuation process. At March 31, 2023, the independent third-party valuation firms performed their procedures over substantially all of the Company’s investments. Upon completion of such limited procedures, the third-party valuation firms concluded that the fair value, as determined by the Board, of those investments subjected to their limited procedures, appeared reasonable. The Company applies Financial Accounting Standards Board Accounting Standards Codification Topic 820, Fair Value Measurement (“ASC Topic 820”), as amended, which establishes a framework for measuring fair value in accordance with U.S. GAAP and required disclosures of fair value measurements. ASC Topic 820 determines fair value to be the price that would be received for an investment in a current sale, which assumes an orderly transaction between market participants on the measurement date. Market participants are defined as buyers and sellers in the principal or most advantageous market (which may be a hypothetical market) that are independent, knowledgeable, and willing and able to transact. In accordance with ASC Topic 820, the Company considers its principal market to be the market that has the greatest volume and level of activity. ASC Topic 820 specifies a fair value hierarchy that prioritizes and ranks the level of observability of inputs used in determination of fair value. In accordance with ASC Topic 820, these levels are summarized below: • Level 1—Valuations based on quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. • Level 2—Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly. • Level 3—Valuations based on inputs that are unobservable and significant to the overall fair value measurement. Transfers between levels, if any, are recognized at the beginning of the quarter in which the transfers occur. In addition to using the above inputs in investment valuations, the Company applies the valuation policy approved by its Board that is consistent with ASC Topic 820. Consistent with the valuation policy, the Company evaluates the source of inputs, including any markets in which its investments are trading (or any markets in which securities with similar attributes are trading), in determining fair value. When a security is valued based on prices provided by reputable dealers or pricing services (that is, broker quotes), the Company subjects those prices to various additional criteria in making the determination as to whether a particular investment would qualify for treatment as a Level 2 or Level 3 investment. For example, the Company reviews pricing provided by dealers or pricing services in order to determine if observable market information is being used, versus unobservable inputs. Some additional factors considered include the number of prices obtained as well as an assessment as to their quality, such as the depth of the relevant market relative to the size of the Company’s position. Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the Company’s investments may fluctuate from period to period. Additionally, the fair value of such investments may differ significantly from the values that would have been used had a ready market existed for such investments and may differ materially from the values that may ultimately be realized. Further, such investments are generally less liquid than publicly traded securities and may be subject to contractual and other restrictions on resale. If the Company were required to liquidate a portfolio investment in a forced or liquidation sale, it could realize amounts that are different from the amounts presented and such differences could be material. In addition, changes in the market environment including the impact of changes in broader market indices and credit spreads 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 unrealized gains or losses reflected herein. Foreign Currency Foreign currency amounts are translated into U.S. dollars on the following basis: • cash and cash equivalents, market value of investments, outstanding debt on revolving credit facilities, other assets and liabilities: at the spot exchange rate on the last business day of the period; and • purchases and sales of investments, borrowings and repayments of such borrowings, income and expenses: at the rates of exchange prevailing on the respective dates of such transactions. Although net assets and fair values are presented based on the applicable foreign exchange rates described above, the Company does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in fair values of investments held. Such fluctuations are included with the net realized and unrealized gain or loss from investments. The Company’s current approach to hedging the foreign currency exposure in its non-U.S. dollar denominated investments is primarily to borrow the par amount in local currency under the Company’s Subscription Facility and Revolving Credit Facility, ("Credit Facilities") to fund these investments. Fluctuations arising from the translation of foreign currency borrowings are included with the net change in unrealized gains (losses) on translation of assets and liabilities in foreign currencies on the 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. Organization and Offering Expenses Organization and offering costs will be borne by the Company and have been advanced from the Adviser subject to recoupment. Costs associated with the organization of the Company have been expensed as incurred, subject to the limitation described below. These expenses consist primarily of legal fees and other costs of organizing the Company. Costs associated with the offering of Common Shares of the Company will be capitalized as deferred offering expenses on the Consolidated Balance Sheet and amortized over a twelve-month period from incurrence. These expenses consist primarily of legal fees and other costs incurred in connection with the Company’s private offering of its Common Shares. The Company will not bear more than an amount equal to 0.10 % of the aggregate Commitments of the Company for organization and offering expenses in connection with the offering of Common Shares. If actual organization and offering costs incurred exceed 0.10% of the Company’s total Capital Commitments, the Adviser or its affiliates will bear the excess costs. To the extent that the Company’s Capital Commitments later increase, the Adviser or its affiliates may be reimbursed for past payments of excess organization and offering costs made on the Company’s behalf, provided that the total organization and offering costs borne by the Company do not exceed 0.10% of total Capital Commitments and provided further that the Adviser or its affiliates may not be reimbursed for payment of excess organization and offering expenses that were incurred more than three years prior to the proposed reimbursement. As of March 31, 2023 there were no expenses borne by the Adviser subject to future recoupment. Any sales load, platform fees, servicing fees or similar fees or expenses charged directly to an investor in an offering by a placement agent or similar party will not be considered organization or offering expenses of the Company for purposes of the Company’s cap on organization and offering expenses. Debt Issuance Costs The Company records origination and other expenses related to its debt obligations as deferred financing costs, which are presented as a direct deduction from the carrying value of the related debt liability. These expenses are deferred and amortized using the effective interest method, or straight-line method, over the stated maturity of the debt obligation. Interest and Dividend Income Recognition Interest income is recorded on an accrual basis and includes the amortization of discounts and premiums. Discounts and premiums to par value on securities purchased or originated are amortized into interest income over the contractual life of the respective security using the effective interest method. The amortized cost of investments represents the original cost adjusted for the amortization of discounts and premiums, if any. Unless providing services in connection with an investment, such as syndication, structuring or diligence, all or a portion of any loan fees received by the Company will be deferred and amortized over the investment’s life using the effective interest method. Loans are generally placed on non-accrual status when principal or interest payments are past due 30 days or more or when management has reasonable doubt that the borrower will pay principal or interest in full. Accrued and unpaid interest is generally reversed when a loan is placed on non-accrual status. Interest payments received on non-accrual loans may be recognized as income or applied to principal depending upon management’s judgment regarding collectability. Non-accrual loans are restored to accrual status when past due principal and interest has been paid and, in management’s judgment, the borrower is likely to make principal and interest payments in the future. Management may determine to not place a loan on non-accrual status if, notwithstanding any failure to pay, the loan has sufficient collateral value and is in the process of collection. Dividend income on preferred equity securities is recorded on an accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected. Dividend income on common equity securities is recorded on the record date for private portfolio companies or on the ex-dividend date for publicly-traded portfolio companies. Other Income From time to time, the Company may receive fees for services provided to portfolio companies by the Adviser. The services that the Adviser provides vary by investment, but may include syndication, structuring, diligence fees, or other service-based fees and fees for providing managerial assistance to our portfolio companies and are recognized as revenue when earned. Earnings per share The Company's earnings per share (“EPS”) amounts have been computed based on the weighted-average number of shares of Common Shares outstanding for the period. Basic EPS is computed by dividing net increase (decrease) in net assets resulting from operations by the weighted average number of shares of Common Shares outstanding during the period. Reimbursement of Transaction-Related Expenses The Company may receive reimbursement for certain transaction-related expenses in pursuing investments. Transaction-related expenses, which are expected to be reimbursed by third parties, are typically deferred until the transaction is consummated and are recorded in Prepaid expenses and other assets on the date incurred. The transaction-related costs of pursuing investments not otherwise reimbursed are borne by the Company and for successfully completed investments included as a component of the investment’s cost basis. Cash advances received in respect of transaction-related expenses are recorded as Cash and cash equivalents with an offset to Other liabilities or Other payables to affiliates. Other liabilities or Other payables to affiliates are relieved as reimbursable expenses are incurred. Income Taxes, Including Excise Taxes The Company intends to elect to be treated as a RIC under Subchapter M of the Code, and the Company intends to operate in a manner so as to continue to qualify for the tax treatment applicable to RICs. To qualify as a RIC, the Company must, among other things, distribute to its shareholders in each taxable year generally at least 90 % of its investment company taxable income, as defined by the Code, and net tax-exempt income for that taxable year. To maintain its RIC status, the Company, among other things, has made and intends to continue to make the requisite distributions to its shareholders, which generally relieves the Company from corporate-level U.S. federal income taxes. The Company evaluates tax positions taken or expected to be taken in the course of preparing its financial statements to determine whether the tax positions are “more-likely-than-not” to be sustained by the applicable tax authority. Tax positions not deemed to meet the “more-likely-than-not” threshold are reserved and recorded as a tax benefit or expense in the current year. All penalties and interest associated with income taxes are included in income tax expense. Conclusions regarding tax positions are subject to review and may be adjusted at a later date based on factors including, but not limited to, on-going analyses of tax laws, regulations and interpretations thereof. As of March 31, 2023 , the Company did no t have any uncertain tax positions that met the recognition or measurement criteria, nor did the Company have any unrecognized tax benefits. Depending on the level of taxable income earned in a tax year, the Company can be expected to carry forward taxable income (including net capital gains, if any) in excess of current year dividend distributions from the current tax year into the next tax year and pay a nondeductible 4 % U.S. federal excise tax on such taxable income, as required. To the extent that the Company determines that the estimated current year annual taxable income will be in excess of estimated current year dividend distributions from such income, the Company accrues excise tax on estimated excess taxable income. For the three months ended March 31, 2023, the Company recorded a net expense of $ 0.3 million for U.S. federal excise tax and other taxes. Dividends to Common Shareholders Dividends to common shareholders are recorded on the record date. The amount to be paid out as a dividend is determined by the Board and is generally based upon the earnings estimated by the Adviser. Net realized long-term capital gains, if any, would generally be distributed at least annually, although the Company may decide to retain such capital gains. The Board has adopted a dividend reinvestment plan, pursuant to which the Company will reinvest all cash dividends or distributions declared by the Board on behalf of investors who do not elect to receive their cash dividends or distributions in cash as provided below. As a result, if the Board authorizes, and the Company declares, a cash dividend or distribution, then shareholders who have not elected to “opt out” of the dividend reinvestment plan will have their cash dividends or distributions automatically reinvested in additional Common Shares as described below. See Note 10 for further information related to dividends. Recent Accounting Standards and Regulatory Updates In December 2022, the Financial Accounting Standards Board issued Accounting Standards Update 2022-06 (“ASU 2022-06”) “Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848.” Topic 848 provides optional expedients and exceptions for applying generally accepted accounting principles to contract modifications and hedging relationships, subject to meeting certain criteria, that reference LIBOR or another reference rate expected to be discontinued. ASU 2022-06 defers the sunset date of Topic 848 from December 31, 2022, to December 31, 2024, after which entities will no longer be permitted to apply the relief in Topic 848. ASU 2022-06 is effective for all entities in scope upon issuance of ASU 2022-06. The adoption of this guidance did not have a material impact on the Company’s financial position, result of operations or cash flows. |
Agreements and Related Party Tr
Agreements and Related Party Transactions | 3 Months Ended |
Mar. 31, 2023 | |
Related Party Transactions [Abstract] | |
Agreements and Related Party Transactions | 3. Agreements and Related Party Transactions Administration Agreement On June 28, 2022, the Company entered into the Administration Agreement with the Adviser. Under the terms of the Administration Agreement, the Adviser provides administrative services to the Company. These services include providing office space, equipment and office services, maintaining financial records, preparing reports to shareholders and reports filed with the SEC, and managing the payment of expenses and the oversight of the performance of administrative and professional services rendered by others. Certain of these services are reimbursable to the Adviser under the terms of the Administration Agreement. In addition, the Adviser is permitted to delegate its duties under the Administration Agreement to affiliates or third parties and the Company pays or reimburses the Adviser for certain expenses incurred by any such affiliates or third parties for work done on its behalf. No person who is an officer, trustee or employee of the Adviser or its affiliates and who serves as a trustee of the Company receives any compensation from the Company for his or her services as a trustee. However, the Company reimburses the Adviser (or its affiliates) for the allocable portion of the costs of compensation, benefits, and related administrative expenses of our officers who provide operational and administrative services to us pursuant to the Administration Agreement, their respective staffs and other professionals who provide services to us (including, in each case, employees of the Adviser or an affiliate). Such reimbursable amounts include the allocable portion of the compensation paid by the Adviser or its affiliates to the Company’s Chief Financial Officer, Chief Compliance Officer, and other professionals who provide operational and administrative services to us pursuant to the Administration Agreement, including individuals who provide “back office” or “middle office” financial, operational, legal and/or compliance services to us. The Company reimburses the Adviser (or its affiliates) for the allocable portion of the compensation paid by the Adviser (or its affiliates) to such individuals based on the percentage of time those individuals devote, on an estimated basis, to the business and affairs of the Company and in acting on behalf of the Company. The Company may also reimburse the Adviser or its affiliates for the allocable portion of overhead expenses (including rent, office equipment and utilities) attributable thereto. Trustees who are not affiliated with the Adviser receive compensation for their services and reimbursement of expenses incurred to attend meetings. For the three months ended March 31, 2023, the Company has incurred $ 0.5 million for administrative services payable to the Adviser under the terms of the Administration Agreement, which is included in other general and administrative expenses in the Consolidated Statements of Operations. Investment Advisory Agreement On June 28, 2022, the Company entered into the Investment Advisory Agreement with the Adviser. Under the terms of the Investment Advisory Agreement, the Adviser provides investment advisory services to the Company. The Adviser’s services under the Investment Advisory Agreement are not exclusive, and the Adviser is free to furnish similar or other services to others so long as its services to the Company are not impaired. Under the terms of the Investment Advisory Agreement, the Company will pay the Adviser a base management fee (the "Management Fee") and an incentive fee (the "Incentive Fee"). The Management Fee shall be calculated at an annual rate of 1.25 % of the Company’s gross assets, payable quarterly in arrears. The Management Fee will be calculated based on the average value of the Company’s gross assets at the end of the two most recently completed calendar quarters, and appropriately adjusted for any share issuances or repurchases during the current calendar quarter. Management Fees for any partial month or quarter will be appropriately prorated. For the three months ended March 31, 2023, Management Fees (gross of waivers) were $ 3.9 million. Prior to any Exchange Listing that may occur, the Adviser will waive its right to receive Management Fees in excess of the sum of 1.00 % of the Company’s average aggregate drawn capital (including capital drawn to pay Company expenses) as of the end of the two most recently completed calendar quarters, appropriately adjusted for any share issuances or repurchases during the relevant calendar quarter. The fee waiver will terminate if and when the Company consummates an Exchange Listing. For the three months ended March 31, 2023, Management Fees of $ 2.5 million have been waived. Any waived Management Fees are not subject to recoupment by the Adviser. The Incentive Fee consists of two parts, as follows: (i) The first component, payable at the end of each quarter in arrears, will equal 100 % of the excess of pre-Incentive Fee net investment income in excess of a 1.5 % quarterly hurdle rate, until the Adviser has received 12.5 % ( 17.5 % subsequent to an Exchange Listing) of total net investment income for that quarter, and 12.5 % ( 17.5 % subsequent to an Exchange Listing) of all remaining pre-Incentive Fee net investment income for that quarter. Pre-Incentive Fee net investment income means dividends (including reinvested dividends), interest and fee income accrued by the Company during the calendar quarter, minus the Company’s operating expenses for the quarter (including the Management Fee, expenses payable under the Administration Agreement to the Administrator, and any interest expense and dividends paid on any issued and outstanding preferred shares, but excluding the Incentive Fee). Pre-Incentive Fee net investment income includes, in the case of investments with a deferred interest feature (such as original issue discount, debt instruments with pay-in-kind interest and zero coupon securities), accrued income that the Company has not yet received in cash. Pre-Incentive Fee net investment income does not include any realized capital gains, realized capital losses or unrealized capital appreciation or depreciation. (ii) The second component, payable at the end of each fiscal year in arrears, will, prior to an Exchange Listing, equal 12.5 % of cumulative realized capital gains from the inception of the Company to the end of such fiscal year, less the aggregate amount of any previously paid capital gain Incentive Fee for prior periods (the “Capital Gains Fee”). Following an Exchange Listing, the Capital Gains Fee will equal a weighted percentage of the Company’s realized capital gains, if any, on a cumulative basis as between the inception of the Company to an Exchange Listing and from such Exchange Listing to the end of such fiscal year. The weighted percentage is intended to ensure that for each fiscal year following an Exchange Listing, the portion of the Company’s realized capital gains that accrued prior to an Exchange Listing will be subject to an Incentive Fee rate of 12.5 % and the portion of the Company’s realized capital gains that accrued following an Exchange Listing will be subject to an Incentive Fee rate of 17.5 %. For purposes of determining whether pre-Incentive Fee net investment income exceeds the hurdle rate, pre-Incentive Fee net investment income is expressed as a rate of return on the average daily hurdle calculation value throughout the immediately preceding calendar quarter. Section 205(b)(3) of the Investment Advisers Act of 1940, as amended, or the Advisers Act, prohibits the Adviser from receiving the payment of fees on unrealized gains until those gains are realized, if ever. There can be no assurance that such unrealized gains will be realized in the future. For the three months ended March 31, 2023, Incentive Fees on net investment income were $ 2.4 million. For the three months ended March 31, 2023 Incentive Fees on Capital Gains were $ 1.4 million. As of March 31, 2023, the Capital Gains Fees accrued are not contractually payable to the Adviser. Expense Support Agreement On June 28, 2022, the Company entered into an expense support and conditional reimbursement agreement (the “Expense Support Agreement”) with the Adviser. The Expense Support Agreement provides that, at such times as the Adviser determines, the Adviser may pay certain expenses of the Company, provided that no portion of the payment will be used to pay any interest (each an “Expense Payment”). Such Expense Payment will be made in any combination of cash or other immediately available funds no later than forty-five days after a written commitment from the Adviser to pay such expense, and/or by an offset against amounts due from us to the Adviser or its affiliates. Following any calendar quarter in which Available Operating Funds (as defined in the Expense Support Agreement) exceed the cumulative distributions accrued to the Company's shareholders based on distributions declared with respect to record dates occurring in such calendar quarter (such amount referred to as the “Excess Operating Funds”), the Company shall pay such Excess Operating Funds, or a portion thereof (each, a “Reimbursement Payment”), to the Adviser until such time as all Expense Payments made by the Adviser to us within three years prior to the last business day of such calendar quarter have been reimbursed. The amount of the Reimbursement Payment for any calendar quarter shall equal the lesser of (i) the Excess Operating Funds in such quarter and (ii) the aggregate amount of all Expense Payments made by the Adviser to us within three years prior to the last business day of such calendar quarter that have not been previously reimbursed by us to the Adviser. The Adviser may waive its right to receive all or a portion of any Reimbursement Payment in any particular calendar quarter, so that such Reimbursement Payment may be reimbursable in a future calendar quarter. As of March 31, 2023 , the Adviser has not provided any written commitments for Expense Payments. The Company has not made any Reimbursement Payments to the Adviser. |
Investments at Fair Value
Investments at Fair Value | 3 Months Ended |
Mar. 31, 2023 | |
Investments Debt And Equity Securities [Abstract] | |
Investments at Fair Value | 4. Investments at Fair Value Under the 1940 Act, the Company is required to separately identify non-controlled investments where it owns 5 % or more of a portfolio company’s outstanding voting securities as investments in “affiliated” companies. In addition, under the 1940 Act, the Company is required to separately identify investments where it owns more than 25% of a portfolio company’s outstanding voting securities and/or had the power to exercise control over the management or policies of such portfolio company as investments in “controlled” companies. Detailed information with respect to the Company’s non-controlled, non-affiliated; non-controlled, affiliated; and controlled, affiliated investments is contained in the accompanying consolidated financial statements, including the consolidated schedules of investments. The information in the tables below is presented on an aggregate portfolio basis, without regard to whether they are non-controlled, non-affiliated; non-controlled, affiliated; or controlled, affiliated investments. Investments at fair value consisted of the following at March 31, 2023 and December 31, 2022: March 31, 2023 Amortized Cost (1) Fair Value Net Unrealized First-lien debt investments $ 1,232,474 $ 1,246,008 $ 13,534 Equity and other investments 16,446 16,444 (2 ) Total Investments $ 1,248,920 $ 1,262,452 $ 13,532 December 31, 2022 Amortized Cost (1) Fair Value Net Unrealized First-lien debt investments $ 801,223 $ 800,995 $ ( 228 ) Equity and other investments 7,806 7,806 — Total Investments $ 809,029 $ 808,801 $ ( 228 ) (1) The amortized cost represents the original cost adjusted for the amortization of discounts or premiums, as applicable, on debt investments using the effective interest method. The industry composition of investments at fair value at March 31, 2023 and December 31, 2022: March 31, 2023 December 31, 2022 Business Services 0.5 % 0.8 % Chemicals 1.6 % 2.4 % Communications 3.0 % — Financial Services 21.3 % 32.4 % Healthcare 7.6 % — Human Resource Support Services 11.6 % 18.0 % Insurance 4.5 % — Internet Services 10.5 % 0.7 % Manufacturing 10.5 % 16.3 % Oil, Gas and Consumable Fuels 7.6 % — Retail and Consumer Products 21.3 % 29.4 % Total 100.0 % 100.0 % The geographic composition of investments at fair value at March 31, 2023 and December 31, 2022: March 31, 2023 December 31, 2022 United States Midwest 19.0 % 18.1 % Northeast 36.4 % 45.5 % South 0.5 % 0.7 % West 38.6 % 32.5 % Canada 3.0 % — Germany 0.3 % 0.4 % Luxembourg 0.3 % 0.4 % Netherlands 0.3 % — Norway 1.6 % 2.4 % Total 100.0 % 100.0 % |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 3 Months Ended |
Mar. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | 5. Fair Value of Financial Instruments Investments The following tables present fair value measurements of investments as of March 31, 2023 and December 31, 2022: Fair Value Hierarchy at March 31, 2023 Level 1 Level 2 Level 3 Total First-lien debt investments $ — $ — $ 1,246,008 $ 1,246,008 Equity and other investments — — 16,444 16,444 Total $ — $ — $ 1,262,452 $ 1,262,452 Fair Value Hierarchy at December 31, 2022 Level 1 Level 2 Level 3 Total First-lien debt investments $ — $ — $ 800,995 $ 800,995 Equity and other investments — — 7,806 7,806 Total $ — $ — $ 808,801 $ 808,801 Transfers between levels, if any, are recognized at the beginning of the quarter in which the transfers occur. The following tables present the changes in the fair value of investments for which Level 3 inputs were used to determine the fair value as of and for the three months ended March 31, 2023: As of and for the Three Months Ended March 31, 2023 First-lien Equity Total Balance, beginning of period $ 800,994 $ 7,806 $ 808,800 Purchases or originations 436,124 8,638 444,762 Repayments / redemptions ( 6,286 ) — ( 6,286 ) Paid-in-kind interest 21 — 21 Net change in unrealized gains (losses) 13,761 — 13,761 Net amortization of discount on securities 1,394 — 1,394 Transfers into (out of) Level 3 — — — Balance, End of Period $ 1,246,008 $ 16,444 $ 1,262,452 The following tables present information with respect to the net change in unrealized gains or losses on investments for which Level 3 inputs were used in determining fair value that are still held by the Company at March 31, 2023: Net Change in Unrealized Gains (Losses) for the Three Months Ended March 31, 2023 on Investments Held at March 31, 2023 First-lien debt investments $ 13,761 Equity and other investments — Total $ 13,761 The following tables present the fair value of Level 3 Investments at fair value and the significant unobservable inputs used in the valuations as of March 31, 2023 and December 31, 2022. The tables are not intended to be all-inclusive, but instead capture the significant unobservable inputs relevant to the Company’s determination of fair values. March 31, 2023 Valuation Unobservable Range (Weighted Impact to Valuation Fair Value Technique Input Average) Increase to Input First-lien debt investments $ 1,246,008 Income approach Discount rate 9.89 % — 14.94 % ( 13.18 %) Decrease Equity and other investments 16,444 Market Multiple Comparable multiple 5.8 x — 13.5 x ( 12.0 x) Increase Total $ 1,262,452 December 31, 2022 Valuation Unobservable Range (Weighted Impact to Valuation Fair Value Technique Input Average) Increase to Input First-lien debt investments $ 800,995 Income approach Discount rate 9.3 % — 15.1 % ( 13.1 %) Decrease Equity and other investments 7,806 Market Multiple Comparable multiple 5.8 x — 13.5 x ( 13.3 x) Increase Total $ 808,801 Significant unobservable quantitative inputs typically considered in the fair value measurement of the Company’s Level 3 debt investments primarily include current market yields, including relevant market indices, but may also include quotes from brokers, dealers, and pricing services as indicated by comparable investments. If debt investments are credit impaired, an enterprise value analysis may be used to value such debt investments; however, in addition to the methods outlined above, other methods such as a liquidation or wind-down analysis may be utilized to estimate enterprise value. For the Company’s Level 3 equity investments, multiples of similar companies’ revenues, earnings before income taxes, depreciation and amortization (“EBITDA”) or some combination thereof and comparable market transactions are typically used. Financial Instruments Not Carried at Fair Value Debt The fair value of the Company’s Credit Facilities, which are categorized as Level 3 within the fair value hierarchy, as of March 31, 2023 and December 31, 2022, approximates their carrying value as the outstanding balance is callable at carrying value. Other Financial Assets and Liabilities Under the fair value hierarchy, cash and cash equivalents are classified as Level 1 while the Company’s other assets and liabilities, other than investments at fair value and Revolving Credit Facility, are classified as Level 2. |
Debt
Debt | 3 Months Ended |
Mar. 31, 2023 | |
Debt Disclosure [Abstract] | |
Debt | 6. Debt Subscription Facility On September 1, 2022 (the “Subscription Facility Closing Date”), the Company entered into a revolving credit agreement (the “Subscription Facility”) with Wells Fargo Bank, National Association, as administrative agent (the “Administrative Agent”), letter of credit issuer, lead arranger and as a lender. As of September 30, 2022, aggregate commitments under the facility were $ 400 million. Pursuant to an amendment to the Subscription Facility dated as of December 21, 2022 (the “Subscription Facility First Amendment”), the aggregate commitments under the Subscription Facility were increased to $ 700 million. Pursuant to lender joinder agreements dated January 18, 2023 and January 27, 2023, the aggregate commitments under the Subscription Facility were increased to $ 800 million and $ 850 million, respectively. Pursuant to lender joinder agreements dated March 28, 2023, the aggregate commitments under the facility were increased to $ 1.3 billion . Pursuant to a lender joinder agreement dated April 27, 2023, the aggregate commitments under the facility were increased to $ 1.35 billion (the “Maximum Commitment”). The Subscription Facility will mature upon the earliest of: (i) August 30, 2024 (the “Subscription Facility Stated Maturity”); (ii) the date upon which the Administrative Agent declares the obligations under the Subscription Facility due and payable after the occurrence of an event of default; (iii) forty-five (45) days prior to the date on which the Company’s ability to call capital commitments for purposes of repaying the obligations under the Subscription Facility is terminated; and (iv) the date the Company terminates the commitments pursuant to the Subscription Facility. At the Company’s option, the Subscription Facility Stated Maturity Date may be extended by up to 364 days , subject to satisfaction of customary conditions. Borrowings under the Subscription Facility bear interest, at our election at the time of drawdown, at a rate per annum equal to (i) in the case of loans denominated in dollars, at our option (a) an adjusted Daily Simple SOFR rate plus 1.95 %, (b) an adjusted Term SOFR rate for the applicable interest period plus 1.95 % and (c) in the case of reference rate loans, 0.95 % plus the greatest of (1) a prime rate, (2) the federal funds rate plus 0.50 % and (3) the adjusted Daily Simple SOFR plus 1.00 %, (ii) in the case of loans denominated in euros or other alternative currencies (other than sterling), the adjusted Eurocurrency Rate for the applicable interest period plus 1.95 % or (iii) in the case of loans denominated in sterling, the adjusted SONIA rate plus 1.95 %. SOFR loans are subject to a credit spread adjustment ranging from 0.10 % to 0.25 % and SONIA loans are subject to a credit spread adjustment of 0.0326 %. Loans denominated in dollars may be converted from one rate applicable to dollar denominated loans to another at any time at our election, subject to certain conditions. The Company also will pay an unused commitment fee of 0.25 % per annum on the unused commitments. The Company may borrow amounts in U.S. dollars or certain other permitted currencies. As of March 31, 2023, the Company had outstanding debt denominated in British pounds of GBP 10.3 million and Euro of EUR 13.4 million on its Subscription Facility, included in the outstanding principal amount in the table above. The Subscription Facility also provides for the issuance of letters of credit up to an aggregate amount of 10 % of the Maximum Commitment. As of March 31, 2023, the Company had no outstanding letters of credit issued through the Subscription Facility. The amount available for borrowing under the Subscription Facility is reduced by any letters of credit issued through the Subscription Facility. As of March 31, 2023, the Company was in compliance with the terms of the Subscription Facility. Revolving Credit Facility On January 19, 2023 (the “Revolving Credit Facility Closing Date”), the Company entered into a senior secured revolving credit agreement (the “Revolving Credit Facility”) with Truist Bank, as administrative agent, JPMorgan Chase Bank, N.A., Royal Bank of Canada, State Street Bank and Trust Company and Wells Fargo Bank, N.A., as joint lead arrangers, and certain other lenders. The aggregate commitments under the facility were $ 600 million and included an uncommitted accordion feature that allows the Company, under certain circumstances, to increase the size of the facility up to $ 1 billion. On February 28, 2023, the aggregate commitments under the facility were upsized to $ 700 million. The Revolving Credit Facility will mature on January 19, 2028 (the “Revolving Credit Facility Maturity Date”). The Company may borrow amounts in U.S. dollars or certain other permitted currencies. Borrowings under the Revolving Credit Facility bear interest, at our election at the time of drawdown, at a rate per annum equal to (i) in the case of loans denominated in dollars, at our option (a) adjusted Term SOFR plus 1.75 % or 2.00 %, based on certain borrowing base conditions and (b) an alternative base rate plus 1.75 % or 2.00 %, based on certain borrowing base conditions, (ii) in the case of loans denominated in other permitted currencies at the relevant rate specified plus 1.75 % or 2.00 %, based on certain borrowing base conditions, plus in the case of amounts denominated in certain other permitted currencies, an adjustment. We also will pay an unused commitment fee of 0.375 % per annum on the unused commitments. The Company may borrow amounts in U.S. dollars or certain other permitted currencies. As of March 31, 2023, the Company had outstanding debt denominated in Euro of EUR 3.4 million on its Revolving Credit Facility, included in the outstanding principal amount in the table above. The Revolving Credit Facility also provides for the issuance of letters of credit up to an aggregate amount of $ 175 million. As of March 31, 2023, the Company had no outstanding letters of credit issued through the Revolving Credit Facility. The amount available for borrowing under the Revolving Credit Facility is reduced by any letters of credit issued through the Revolving Credit Facility. In accordance with the 1940 Act, with certain limitations, the Company is allowed to borrow amounts such that its asset coverage, as defined in the 1940 Act, is at least 150% after such borrowing. As of March 31, 2023 and December 31, 2022, the Company's asset coverage was 202.7 % and 201.6 %, respectively. Debt obligations consisted of the following as of March 31, 2023 and December 31, 2022: March 31, 2023 Aggregate Outstanding Amount (1) Carrying (2) Subscription Facility $ 1,300,000 $ 548,594 $ 751,406 $ 542,434 Revolving Credit Facility 700,000 242,698 457,302 237,501 Total Debt $ 2,000,000 $ 791,292 $ 1,208,708 $ 779,935 (1) The amount available may be subject to limitations related to the borrowing base under the Subscription Facility, Revolving Credit Facility and asset coverage requirements. (2) The carrying values of the Subscription Facility and Revolving Credit Facility are presented net deferred financing costs of $ 6.2 million and $ 5.2 million, respectively. December 31, 2022 Aggregate Outstanding Amount (1) Carrying (2) Subscription Facility $ 700,000 $ 537,991 $ 162,009 $ 534,080 Total Debt $ 700,000 $ 537,991 $ 162,009 $ 534,080 (1) The amount available may be subject to limitations related to the borrowing base under the Subscription Facility and asset coverage requirements. (2) The carrying value of the Subscription Facility is presented net deferred financing costs of $ 3.9 million. For the three months ended March 31, 2023, the components of interest expense were as follows: Three Months Ended March 31, 2023 Interest expense $ 7,407 Commitment fees 560 Amortization of deferred financing costs 885 Total Interest Expense $ 8,852 Average debt outstanding (in millions) $ 445.6 Weighted average interest rate 6.7 % |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2023 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 7. Commitments and Contingencies Portfolio Company Commitments From time to time, the Company may enter into commitments to fund investments; such commitments are incorporated into the Company’s assessment of its liquidity position. The Company’s senior secured revolving loan commitments are generally available on a borrower’s demand and may remain outstanding until the maturity date of the applicable loan. The Company’s senior secured delayed draw term loan commitments are generally available on a borrower’s demand and, once drawn, generally have the same remaining term as the associated loan agreement. Undrawn senior secured delayed draw term loan commitments generally have a shorter availability period than the term of the associated loan agreement. As of March 31, 2023 and December 31, 2022, the Company had the following commitments to fund investments in current portfolio companies: March 31, 2023 December 31, 2022 Avalara, Inc. - Revolver $ 13,636 $ 13,636 Banyan Software Holdings, LLC - Delayed Draw 40,000 — BTRS Holdings, Inc. - Delayed Draw & Revolver 22,572 25,915 Coupa Holdings, LLC - Delayed Draw & Revolver 20,427 — Disco Parent, Inc. - Revolver 5,776 — Edge Bidco B.V - Delayed Draw & Revolver 1,347 — Erling Lux Bidco SARL - Delayed Draw & Revolver 5,719 5,618 Hornetsecurity Holding GmbH - Delayed Draw & Revolver 2,078 2,041 Laramie Energy, LLC - Delayed Draw 27,439 — OutSystems Luxco SARL - Delayed Draw 2,175 2,137 Ping Identity Holding Corp. - Revolver 13,636 13,636 Total Portfolio Company Commitments (1)(2) $ 154,805 $ 62,983 (1) Represents the full amount of the Company’s commitments to fund investments on such date. Commitments may be subject to limitations on borrowings set forth in the agreements between the Company and the applicable portfolio company. As a result, portfolio companies may not be eligible to borrow the full commitment amount on such date. (2) The Company’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. Other Commitments and Contingencies As of March 31, 2023 , the Company did no t have any unfunded commitments to fund investments to new borrowers that were not current portfolio companies as of such date. From time to time, the Company may become a party to certain legal proceedings incidental to the normal course of its business. As of March 31, 2023 , management is not aware of any material pending or threatened litigation that would require accounting recognition or financial statement disclosure. |
Net Assets
Net Assets | 3 Months Ended |
Mar. 31, 2023 | |
Equity [Abstract] | |
Net Assets | 8. Net Assets In connection with its formation, the Company has the authority to issue an unlimited number of Common Shares of beneficial interest at $ 0.001 per share par value. On June 24, 2022, our Adviser purchased $ 30 thousand of Common Shares of the Company at a price of $ 25.00 per Common Share as our initial capital. These Common Shares were issued and sold in reliance upon Section 4(a)(2) of the Securities Act, which provides an exemption from the registration requirements of the Securities Act. he Company had received Capital Commitments totaling $ 2.8 billion ($ 2.0 billion remaining undrawn). The following table summarizes the total Common Shares issued and proceeds received related to the Company’s capital drawdowns delivered pursuant to the Subscription Agreements for the three months ended March 31, 2023. Common Share Issuance Date Number of Common Shares Issued Proceeds Received March 21, 2023 9,643,813 $ 250,000 9,643,813 $ 250,000 |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Mar. 31, 2023 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | 9. Earnings per Share The following table sets forth the computation of basic and diluted earnings per common share: For the three months ended March 31, 2023 Earnings per common share—basic and diluted Increase in net assets resulting from operations $ 28,218 Weighted average shares of Common Shares outstanding—basic and diluted 23,060,716 Earnings per common share—basic and diluted $ 1.22 |
Dividends
Dividends | 3 Months Ended |
Mar. 31, 2023 | |
Dividends [Abstract] | |
Dividends | . Dividends The following table summarizes dividends declared during the three months ended March 31, 2023: Three Months Ended March 31, 2023 Date Declared Dividend Record Date Payment Date Dividend per Share March 30, 2023 March 31, 2023 May 9, 2023 $ 0.40 Total Dividends Declared $ 0.40 With respect to distributions, the Company has adopted an “opt out” dividend reinvestment plan for Shareholders. As a result, in the event of a declared cash distribution or other distribution, each Shareholder that has not “opted out” of the dividend reinvestment plan will have their dividends or distributions automatically reinvested in additional Common Shares rather than receiving cash distributions. Shareholders who receive distributions in the form of Common Shares will be subject to the same U.S. federal, state and local tax consequences as if they received cash distributions. |
Financial Highlights
Financial Highlights | 3 Months Ended |
Mar. 31, 2023 | |
Investment Company Financial Highlights [Abstract] | |
Financial Highlights | 11. Financial Highlights The following per share data and ratios have been derived from information provided in the consolidated financial statements. The following are the financial highlights for one share of Common Shares outstanding for the three months ended March 31, 2023. For the three months ended March 31, 2023 Per Share Data (4) Net asset value, beginning of period $ 24.98 Net investment income (1) 0.66 Net realized and unrealized (1) 0.57 Total from operations 1.22 Net Common Share Issuance ( 0.04 ) Dividend declared ( 0.40 ) Total increase (decrease) in net assets 0.79 Net Asset Value, End of Period $ 25.77 Total return based on net asset (2) 4.76 % Common shares outstanding, end of period 31,525,841 Ratios / Supplemental Data (3) Ratio of gross expenses to average 10.84 % Ratio of net expenses to average 9.36 % Ratio of net investment income 7.42 % Ratio of net investment income 8.90 % Portfolio turnover 2.43 % Net assets, end of period $ 812,319 (1) The per share data was derived by using the weighted average Common Shares outstanding during the period. (2) Total return based on net asset value is calculated as the change in net asset value per share during the period plus declared dividends per share, divided by the beginning net asset value per share. (3) The ratios, excluding nonrecurring expenses, such as organization costs, are annualized. (4) Table may not sum due to rounding. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | 12. Subsequent Events The Company’s management has evaluated subsequent events through the date of issuance of the consolidated financial statements included herein. There have been no subsequent events, except as already disclosed, that occurred during such period that would require disclosure in this Form 10-Q or would be required to be recognized in the consolidated financial statements as of and for the period ended March 31, 2023 . |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2023 | |
Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements. Actual amounts could differ from those estimates and such differences could be material. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents may consist of demand deposits, highly liquid investments (e.g., money market funds, U.S. Treasury notes, and similar type instruments) with original maturities of three months or less, and restricted cash pledged as collateral for certain centrally cleared derivative instruments. Cash and cash equivalents denominated in U.S. dollars are carried at cost, which approximates fair value. The Company deposits its cash and cash equivalents with highly-rated banking corporations and, at times, cash deposits may exceed the insured limits under applicable law. |
Investments at Fair Value | Investments at Fair Value Loan originations are recorded on the date of the binding commitment, which is generally the funding date. Investment transactions purchased through the secondary markets are recorded on the trade date. Realized gains or losses are measured by the difference between the net proceeds received (excluding prepayment fees, if any) and the amortized cost basis of the investment without regard to unrealized gains or losses previously recognized, and include investments charged off during the period, net of recoveries. The net change in unrealized gains or losses primarily reflects the change in investment values and also includes the reversal of previously recorded unrealized gains or losses with respect to investments realized during the period. Investments for which market quotations are readily available are typically valued at those market quotations. To validate market quotations, the Company utilizes a number of factors to determine if the quotations are representative of fair value, including the source and number of the quotations. Debt and equity securities that are not publicly traded or whose market prices are not readily available, as is the case for substantially all of our investments, are valued at fair value as determined in good faith by the Company’s Board of Trustees (the “Board”), based on, among other things, the input of the Adviser, the Company’s Audit Committee and independent third-party valuation firms engaged at the direction of the Board. As part of the valuation process, the Board takes into account relevant factors in determining the fair value of its investments, including and in combination of: the estimated enterprise value of a portfolio company (that is, the total value of the portfolio company’s net debt and equity), the nature and realizable value of any collateral, the portfolio company’s ability to make payments based on its earnings and cash flow, the markets in which the portfolio company does business, a comparison of the portfolio company’s securities to any similar publicly traded securities, and overall changes in the interest rate environment and the credit markets that may affect the price at which similar investments may be made in the future. When an external event such as a purchase transaction, public offering or subsequent equity sale occurs, the Board considers whether the pricing indicated by the external event corroborates its valuation. The Board undertakes a multi-step valuation process, which includes, among other procedures, the following: • The valuation process begins with each investment being initially valued by the investment professionals responsible for the portfolio investment in conjunction with the portfolio management team. • The Adviser’s management reviews the preliminary valuations with the investment professionals. Agreed upon valuation recommendations are presented to the Audit Committee. • The Audit Committee reviews the valuations presented and recommends values for each investment to the Board. • The Board reviews the recommended valuations and determines the fair value of each investment; valuations that are not based on readily available market quotations are valued in good faith based on, among other things, the input of the Adviser, Audit Committee and, where applicable, other third parties including independent third-party valuation firms engaged at the direction of the Board. The Company conducts this valuation process on a quarterly basis. The Board has engaged independent third-party valuation firms to perform certain limited procedures that the Board has identified and requested them to perform in connection with the valuation process. At March 31, 2023, the independent third-party valuation firms performed their procedures over substantially all of the Company’s investments. Upon completion of such limited procedures, the third-party valuation firms concluded that the fair value, as determined by the Board, of those investments subjected to their limited procedures, appeared reasonable. The Company applies Financial Accounting Standards Board Accounting Standards Codification Topic 820, Fair Value Measurement (“ASC Topic 820”), as amended, which establishes a framework for measuring fair value in accordance with U.S. GAAP and required disclosures of fair value measurements. ASC Topic 820 determines fair value to be the price that would be received for an investment in a current sale, which assumes an orderly transaction between market participants on the measurement date. Market participants are defined as buyers and sellers in the principal or most advantageous market (which may be a hypothetical market) that are independent, knowledgeable, and willing and able to transact. In accordance with ASC Topic 820, the Company considers its principal market to be the market that has the greatest volume and level of activity. ASC Topic 820 specifies a fair value hierarchy that prioritizes and ranks the level of observability of inputs used in determination of fair value. In accordance with ASC Topic 820, these levels are summarized below: • Level 1—Valuations based on quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. • Level 2—Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly. • Level 3—Valuations based on inputs that are unobservable and significant to the overall fair value measurement. Transfers between levels, if any, are recognized at the beginning of the quarter in which the transfers occur. In addition to using the above inputs in investment valuations, the Company applies the valuation policy approved by its Board that is consistent with ASC Topic 820. Consistent with the valuation policy, the Company evaluates the source of inputs, including any markets in which its investments are trading (or any markets in which securities with similar attributes are trading), in determining fair value. When a security is valued based on prices provided by reputable dealers or pricing services (that is, broker quotes), the Company subjects those prices to various additional criteria in making the determination as to whether a particular investment would qualify for treatment as a Level 2 or Level 3 investment. For example, the Company reviews pricing provided by dealers or pricing services in order to determine if observable market information is being used, versus unobservable inputs. Some additional factors considered include the number of prices obtained as well as an assessment as to their quality, such as the depth of the relevant market relative to the size of the Company’s position. Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the Company’s investments may fluctuate from period to period. Additionally, the fair value of such investments may differ significantly from the values that would have been used had a ready market existed for such investments and may differ materially from the values that may ultimately be realized. Further, such investments are generally less liquid than publicly traded securities and may be subject to contractual and other restrictions on resale. If the Company were required to liquidate a portfolio investment in a forced or liquidation sale, it could realize amounts that are different from the amounts presented and such differences could be material. In addition, changes in the market environment including the impact of changes in broader market indices and credit spreads 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 unrealized gains or losses reflected herein. |
Foreign Currency | Foreign Currency Foreign currency amounts are translated into U.S. dollars on the following basis: • cash and cash equivalents, market value of investments, outstanding debt on revolving credit facilities, other assets and liabilities: at the spot exchange rate on the last business day of the period; and • purchases and sales of investments, borrowings and repayments of such borrowings, income and expenses: at the rates of exchange prevailing on the respective dates of such transactions. Although net assets and fair values are presented based on the applicable foreign exchange rates described above, the Company does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in fair values of investments held. Such fluctuations are included with the net realized and unrealized gain or loss from investments. The Company’s current approach to hedging the foreign currency exposure in its non-U.S. dollar denominated investments is primarily to borrow the par amount in local currency under the Company’s Subscription Facility and Revolving Credit Facility, ("Credit Facilities") to fund these investments. Fluctuations arising from the translation of foreign currency borrowings are included with the net change in unrealized gains (losses) on translation of assets and liabilities in foreign currencies on the 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. |
Organization and Offering Expenses | Organization and Offering Expenses Organization and offering costs will be borne by the Company and have been advanced from the Adviser subject to recoupment. Costs associated with the organization of the Company have been expensed as incurred, subject to the limitation described below. These expenses consist primarily of legal fees and other costs of organizing the Company. Costs associated with the offering of Common Shares of the Company will be capitalized as deferred offering expenses on the Consolidated Balance Sheet and amortized over a twelve-month period from incurrence. These expenses consist primarily of legal fees and other costs incurred in connection with the Company’s private offering of its Common Shares. The Company will not bear more than an amount equal to 0.10 % of the aggregate Commitments of the Company for organization and offering expenses in connection with the offering of Common Shares. If actual organization and offering costs incurred exceed 0.10% of the Company’s total Capital Commitments, the Adviser or its affiliates will bear the excess costs. To the extent that the Company’s Capital Commitments later increase, the Adviser or its affiliates may be reimbursed for past payments of excess organization and offering costs made on the Company’s behalf, provided that the total organization and offering costs borne by the Company do not exceed 0.10% of total Capital Commitments and provided further that the Adviser or its affiliates may not be reimbursed for payment of excess organization and offering expenses that were incurred more than three years prior to the proposed reimbursement. As of March 31, 2023 there were no expenses borne by the Adviser subject to future recoupment. Any sales load, platform fees, servicing fees or similar fees or expenses charged directly to an investor in an offering by a placement agent or similar party will not be considered organization or offering expenses of the Company for purposes of the Company’s cap on organization and offering expenses. |
Debt Issuance Costs | Debt Issuance Costs The Company records origination and other expenses related to its debt obligations as deferred financing costs, which are presented as a direct deduction from the carrying value of the related debt liability. These expenses are deferred and amortized using the effective interest method, or straight-line method, over the stated maturity of the debt obligation. |
Interest and Dividend Income Recognition | Interest and Dividend Income Recognition Interest income is recorded on an accrual basis and includes the amortization of discounts and premiums. Discounts and premiums to par value on securities purchased or originated are amortized into interest income over the contractual life of the respective security using the effective interest method. The amortized cost of investments represents the original cost adjusted for the amortization of discounts and premiums, if any. Unless providing services in connection with an investment, such as syndication, structuring or diligence, all or a portion of any loan fees received by the Company will be deferred and amortized over the investment’s life using the effective interest method. Loans are generally placed on non-accrual status when principal or interest payments are past due 30 days or more or when management has reasonable doubt that the borrower will pay principal or interest in full. Accrued and unpaid interest is generally reversed when a loan is placed on non-accrual status. Interest payments received on non-accrual loans may be recognized as income or applied to principal depending upon management’s judgment regarding collectability. Non-accrual loans are restored to accrual status when past due principal and interest has been paid and, in management’s judgment, the borrower is likely to make principal and interest payments in the future. Management may determine to not place a loan on non-accrual status if, notwithstanding any failure to pay, the loan has sufficient collateral value and is in the process of collection. Dividend income on preferred equity securities is recorded on an accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected. Dividend income on common equity securities is recorded on the record date for private portfolio companies or on the ex-dividend date for publicly-traded portfolio companies. |
Other Income | Other Income From time to time, the Company may receive fees for services provided to portfolio companies by the Adviser. The services that the Adviser provides vary by investment, but may include syndication, structuring, diligence fees, or other service-based fees and fees for providing managerial assistance to our portfolio companies and are recognized as revenue when earned. |
Earnings (Loss) Per Share | Earnings per share The Company's earnings per share (“EPS”) amounts have been computed based on the weighted-average number of shares of Common Shares outstanding for the period. Basic EPS is computed by dividing net increase (decrease) in net assets resulting from operations by the weighted average number of shares of Common Shares outstanding during the period. |
Reimbursement of Transaction-Related Expenses | Reimbursement of Transaction-Related Expenses The Company may receive reimbursement for certain transaction-related expenses in pursuing investments. Transaction-related expenses, which are expected to be reimbursed by third parties, are typically deferred until the transaction is consummated and are recorded in Prepaid expenses and other assets on the date incurred. The transaction-related costs of pursuing investments not otherwise reimbursed are borne by the Company and for successfully completed investments included as a component of the investment’s cost basis. Cash advances received in respect of transaction-related expenses are recorded as Cash and cash equivalents with an offset to Other liabilities or Other payables to affiliates. Other liabilities or Other payables to affiliates are relieved as reimbursable expenses are incurred. |
Income Taxes, Including Excise Taxes | Income Taxes, Including Excise Taxes The Company intends to elect to be treated as a RIC under Subchapter M of the Code, and the Company intends to operate in a manner so as to continue to qualify for the tax treatment applicable to RICs. To qualify as a RIC, the Company must, among other things, distribute to its shareholders in each taxable year generally at least 90 % of its investment company taxable income, as defined by the Code, and net tax-exempt income for that taxable year. To maintain its RIC status, the Company, among other things, has made and intends to continue to make the requisite distributions to its shareholders, which generally relieves the Company from corporate-level U.S. federal income taxes. The Company evaluates tax positions taken or expected to be taken in the course of preparing its financial statements to determine whether the tax positions are “more-likely-than-not” to be sustained by the applicable tax authority. Tax positions not deemed to meet the “more-likely-than-not” threshold are reserved and recorded as a tax benefit or expense in the current year. All penalties and interest associated with income taxes are included in income tax expense. Conclusions regarding tax positions are subject to review and may be adjusted at a later date based on factors including, but not limited to, on-going analyses of tax laws, regulations and interpretations thereof. As of March 31, 2023 , the Company did no t have any uncertain tax positions that met the recognition or measurement criteria, nor did the Company have any unrecognized tax benefits. Depending on the level of taxable income earned in a tax year, the Company can be expected to carry forward taxable income (including net capital gains, if any) in excess of current year dividend distributions from the current tax year into the next tax year and pay a nondeductible 4 % U.S. federal excise tax on such taxable income, as required. To the extent that the Company determines that the estimated current year annual taxable income will be in excess of estimated current year dividend distributions from such income, the Company accrues excise tax on estimated excess taxable income. For the three months ended March 31, 2023, the Company recorded a net expense of $ 0.3 million for U.S. federal excise tax and other taxes. |
Dividends to Common Shareholders | Dividends to Common Shareholders Dividends to common shareholders are recorded on the record date. The amount to be paid out as a dividend is determined by the Board and is generally based upon the earnings estimated by the Adviser. Net realized long-term capital gains, if any, would generally be distributed at least annually, although the Company may decide to retain such capital gains. The Board has adopted a dividend reinvestment plan, pursuant to which the Company will reinvest all cash dividends or distributions declared by the Board on behalf of investors who do not elect to receive their cash dividends or distributions in cash as provided below. As a result, if the Board authorizes, and the Company declares, a cash dividend or distribution, then shareholders who have not elected to “opt out” of the dividend reinvestment plan will have their cash dividends or distributions automatically reinvested in additional Common Shares as described below. See Note 10 for further information related to dividends. |
Recent Accounting Standards and Regulatory Updates | Recent Accounting Standards and Regulatory Updates In December 2022, the Financial Accounting Standards Board issued Accounting Standards Update 2022-06 (“ASU 2022-06”) “Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848.” Topic 848 provides optional expedients and exceptions for applying generally accepted accounting principles to contract modifications and hedging relationships, subject to meeting certain criteria, that reference LIBOR or another reference rate expected to be discontinued. ASU 2022-06 defers the sunset date of Topic 848 from December 31, 2022, to December 31, 2024, after which entities will no longer be permitted to apply the relief in Topic 848. ASU 2022-06 is effective for all entities in scope upon issuance of ASU 2022-06. The adoption of this guidance did not have a material impact on the Company’s financial position, result of operations or cash flows. |
Investments at Fair Value (Tabl
Investments at Fair Value (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Investments Debt And Equity Securities [Abstract] | |
Summary of Investments at Fair Value | Investments at fair value consisted of the following at March 31, 2023 and December 31, 2022: March 31, 2023 Amortized Cost (1) Fair Value Net Unrealized First-lien debt investments $ 1,232,474 $ 1,246,008 $ 13,534 Equity and other investments 16,446 16,444 (2 ) Total Investments $ 1,248,920 $ 1,262,452 $ 13,532 December 31, 2022 Amortized Cost (1) Fair Value Net Unrealized First-lien debt investments $ 801,223 $ 800,995 $ ( 228 ) Equity and other investments 7,806 7,806 — Total Investments $ 809,029 $ 808,801 $ ( 228 ) (1) The amortized cost represents the original cost adjusted for the amortization of discounts or premiums, as applicable, on debt investments using the effective interest method. |
Summary of Industry Composition of Investments at Fair Value | The industry composition of investments at fair value at March 31, 2023 and December 31, 2022: March 31, 2023 December 31, 2022 Business Services 0.5 % 0.8 % Chemicals 1.6 % 2.4 % Communications 3.0 % — Financial Services 21.3 % 32.4 % Healthcare 7.6 % — Human Resource Support Services 11.6 % 18.0 % Insurance 4.5 % — Internet Services 10.5 % 0.7 % Manufacturing 10.5 % 16.3 % Oil, Gas and Consumable Fuels 7.6 % — Retail and Consumer Products 21.3 % 29.4 % Total 100.0 % 100.0 % |
Summary of Geographic Composition of Investments at Fair Value | The geographic composition of investments at fair value at March 31, 2023 and December 31, 2022: March 31, 2023 December 31, 2022 United States Midwest 19.0 % 18.1 % Northeast 36.4 % 45.5 % South 0.5 % 0.7 % West 38.6 % 32.5 % Canada 3.0 % — Germany 0.3 % 0.4 % Luxembourg 0.3 % 0.4 % Netherlands 0.3 % — Norway 1.6 % 2.4 % Total 100.0 % 100.0 % |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements of Investments | The following tables present fair value measurements of investments as of March 31, 2023 and December 31, 2022: Fair Value Hierarchy at March 31, 2023 Level 1 Level 2 Level 3 Total First-lien debt investments $ — $ — $ 1,246,008 $ 1,246,008 Equity and other investments — — 16,444 16,444 Total $ — $ — $ 1,262,452 $ 1,262,452 Fair Value Hierarchy at December 31, 2022 Level 1 Level 2 Level 3 Total First-lien debt investments $ — $ — $ 800,995 $ 800,995 Equity and other investments — — 7,806 7,806 Total $ — $ — $ 808,801 $ 808,801 |
Changes in Fair Value of Investments Using Level 3 Inputs | The following tables present the changes in the fair value of investments for which Level 3 inputs were used to determine the fair value as of and for the three months ended March 31, 2023: As of and for the Three Months Ended March 31, 2023 First-lien Equity Total Balance, beginning of period $ 800,994 $ 7,806 $ 808,800 Purchases or originations 436,124 8,638 444,762 Repayments / redemptions ( 6,286 ) — ( 6,286 ) Paid-in-kind interest 21 — 21 Net change in unrealized gains (losses) 13,761 — 13,761 Net amortization of discount on securities 1,394 — 1,394 Transfers into (out of) Level 3 — — — Balance, End of Period $ 1,246,008 $ 16,444 $ 1,262,452 |
Net Change in Unrealized Gains or Losses on Investments for Which Level 3 Inputs were Used in Determining Fair Value | The following tables present information with respect to the net change in unrealized gains or losses on investments for which Level 3 inputs were used in determining fair value that are still held by the Company at March 31, 2023: Net Change in Unrealized Gains (Losses) for the Three Months Ended March 31, 2023 on Investments Held at March 31, 2023 First-lien debt investments $ 13,761 Equity and other investments — Total $ 13,761 |
Fair Value of Level 3 Investments at Fair Value Significant Unobservable Inputs Used in Valuations | The following tables present the fair value of Level 3 Investments at fair value and the significant unobservable inputs used in the valuations as of March 31, 2023 and December 31, 2022. The tables are not intended to be all-inclusive, but instead capture the significant unobservable inputs relevant to the Company’s determination of fair values. March 31, 2023 Valuation Unobservable Range (Weighted Impact to Valuation Fair Value Technique Input Average) Increase to Input First-lien debt investments $ 1,246,008 Income approach Discount rate 9.89 % — 14.94 % ( 13.18 %) Decrease Equity and other investments 16,444 Market Multiple Comparable multiple 5.8 x — 13.5 x ( 12.0 x) Increase Total $ 1,262,452 December 31, 2022 Valuation Unobservable Range (Weighted Impact to Valuation Fair Value Technique Input Average) Increase to Input First-lien debt investments $ 800,995 Income approach Discount rate 9.3 % — 15.1 % ( 13.1 %) Decrease Equity and other investments 7,806 Market Multiple Comparable multiple 5.8 x — 13.5 x ( 13.3 x) Increase Total $ 808,801 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Debt Obligations | Debt obligations consisted of the following as of March 31, 2023 and December 31, 2022: March 31, 2023 Aggregate Outstanding Amount (1) Carrying (2) Subscription Facility $ 1,300,000 $ 548,594 $ 751,406 $ 542,434 Revolving Credit Facility 700,000 242,698 457,302 237,501 Total Debt $ 2,000,000 $ 791,292 $ 1,208,708 $ 779,935 (1) The amount available may be subject to limitations related to the borrowing base under the Subscription Facility, Revolving Credit Facility and asset coverage requirements. (2) The carrying values of the Subscription Facility and Revolving Credit Facility are presented net deferred financing costs of $ 6.2 million and $ 5.2 million, respectively. December 31, 2022 Aggregate Outstanding Amount (1) Carrying (2) Subscription Facility $ 700,000 $ 537,991 $ 162,009 $ 534,080 Total Debt $ 700,000 $ 537,991 $ 162,009 $ 534,080 (1) The amount available may be subject to limitations related to the borrowing base under the Subscription Facility and asset coverage requirements. (2) The carrying value of the Subscription Facility is presented net deferred financing costs of $ 3.9 million. |
Schedule of Components of Interest Expense | For the three months ended March 31, 2023, the components of interest expense were as follows: Three Months Ended March 31, 2023 Interest expense $ 7,407 Commitment fees 560 Amortization of deferred financing costs 885 Total Interest Expense $ 8,852 Average debt outstanding (in millions) $ 445.6 Weighted average interest rate 6.7 % |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Commitments And Contingencies Disclosure [Abstract] | |
Schedule of Commitments To Fund Investments In Current Portfolio Companies | As of March 31, 2023 and December 31, 2022, the Company had the following commitments to fund investments in current portfolio companies: March 31, 2023 December 31, 2022 Avalara, Inc. - Revolver $ 13,636 $ 13,636 Banyan Software Holdings, LLC - Delayed Draw 40,000 — BTRS Holdings, Inc. - Delayed Draw & Revolver 22,572 25,915 Coupa Holdings, LLC - Delayed Draw & Revolver 20,427 — Disco Parent, Inc. - Revolver 5,776 — Edge Bidco B.V - Delayed Draw & Revolver 1,347 — Erling Lux Bidco SARL - Delayed Draw & Revolver 5,719 5,618 Hornetsecurity Holding GmbH - Delayed Draw & Revolver 2,078 2,041 Laramie Energy, LLC - Delayed Draw 27,439 — OutSystems Luxco SARL - Delayed Draw 2,175 2,137 Ping Identity Holding Corp. - Revolver 13,636 13,636 Total Portfolio Company Commitments (1)(2) $ 154,805 $ 62,983 (1) Represents the full amount of the Company’s commitments to fund investments on such date. Commitments may be subject to limitations on borrowings set forth in the agreements between the Company and the applicable portfolio company. As a result, portfolio companies may not be eligible to borrow the full commitment amount on such date. (2) The Company’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. |
Net Assets (Tables)
Net Assets (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Summary of Common Shares Issued and Proceeds Received | The following table summarizes the total Common Shares issued and proceeds received related to the Company’s capital drawdowns delivered pursuant to the Subscription Agreements for the three months ended March 31, 2023. Common Share Issuance Date Number of Common Shares Issued Proceeds Received March 21, 2023 9,643,813 $ 250,000 9,643,813 $ 250,000 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Computation of Basic and Diluted Earnings Per Common Share | The following table sets forth the computation of basic and diluted earnings per common share: For the three months ended March 31, 2023 Earnings per common share—basic and diluted Increase in net assets resulting from operations $ 28,218 Weighted average shares of Common Shares outstanding—basic and diluted 23,060,716 Earnings per common share—basic and diluted $ 1.22 |
Dividends (Tables)
Dividends (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Dividends [Abstract] | |
Summary of Dividends Declared | Three Months Ended March 31, 2023 Date Declared Dividend Record Date Payment Date Dividend per Share March 30, 2023 March 31, 2023 May 9, 2023 $ 0.40 Total Dividends Declared $ 0.40 |
Financial Highlights (Tables)
Financial Highlights (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Investment Company Financial Highlights [Abstract] | |
Summary Of Financial Highlights | The following per share data and ratios have been derived from information provided in the consolidated financial statements. The following are the financial highlights for one share of Common Shares outstanding for the three months ended March 31, 2023. For the three months ended March 31, 2023 Per Share Data (4) Net asset value, beginning of period $ 24.98 Net investment income (1) 0.66 Net realized and unrealized (1) 0.57 Total from operations 1.22 Net Common Share Issuance ( 0.04 ) Dividend declared ( 0.40 ) Total increase (decrease) in net assets 0.79 Net Asset Value, End of Period $ 25.77 Total return based on net asset (2) 4.76 % Common shares outstanding, end of period 31,525,841 Ratios / Supplemental Data (3) Ratio of gross expenses to average 10.84 % Ratio of net expenses to average 9.36 % Ratio of net investment income 7.42 % Ratio of net investment income 8.90 % Portfolio turnover 2.43 % Net assets, end of period $ 812,319 (1) The per share data was derived by using the weighted average Common Shares outstanding during the period. (2) Total return based on net asset value is calculated as the change in net asset value per share during the period plus declared dividends per share, divided by the beginning net asset value per share. (3) The ratios, excluding nonrecurring expenses, such as organization costs, are annualized. (4) Table may not sum due to rounding. |
Significant Accounting Polici_3
Significant Accounting Policies - Additional Information (Details) | 3 Months Ended |
Mar. 31, 2023 USD ($) | |
Accounting Policies [Abstract] | |
Percentage of organization and offering expenses | 0.10% |
Net expense for U.S. federal excise tax and other taxes | $ 300,000 |
Minimum percentage of investment company taxable income distribute to stockholders in each taxable year to qualify as RIC | 90% |
Unrecognized tax benefits | $ 0 |
Nondeductible U.S. federal excise tax percentage | 4% |
Agreements and Related Party _2
Agreements and Related Party Transactions - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 28, 2022 | Mar. 31, 2023 | |
Related Party Transaction [Line Items] | ||
Management fees | $ 3,884 | |
Incentive fees on net investment income | 2,362 | |
Administration Agreement | Adviser | ||
Related Party Transaction [Line Items] | ||
Expenses incurred | 500 | |
Investment Advisory Agreement | ||
Related Party Transaction [Line Items] | ||
Percentage of management fee on gross assets | 1.25% | |
Management fees gross of waivers | 3,900 | |
Management fees | 2,500 | |
Percentage of management fees in excess of average aggregate drawn capital | 1% | |
Percentage of excess pre-incentive fee net investment income for immediate preceding calendar quarter | 100% | |
Percentage of hurdle rate | 1.50% | |
Percentage of total pre-Incentive fee net investment income payable quarterly | 12.50% | |
Percentage of pre-incentive fee net investment income payable quarterly subsequent to exchange listing | (17.50%) | |
Percentage of all remaining pre-Incentive Fee net investment income quarterly | 12.50% | |
Percentage of all remaining pre-incentive fee net investment income quarterly subsequent to exchange listing | (17.50%) | |
Percentage of cumulative realized capital gains less aggregate capital gain incentive fee | 12.50% | |
Percentage of capital gain incentive fee prior to exchange listing | 12.50% | |
Percentage of capital gain incentive fee subsequent to exchange listing | 17.50% | |
Incentive fees on net investment income | 2,400 | |
Incentive Fees on Capital Gains | $ 1,400 |
Investments at Fair Value - Add
Investments at Fair Value - Additional Information (Details) | Mar. 31, 2023 |
Affiliated [Member] | |
Schedule Of Available For Sale Securities [Line Items] | |
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 5% |
Investments at Fair Value - Sum
Investments at Fair Value - Summary of Investments at Fair Value (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Schedule Of Available For Sale Securities [Line Items] | ||
Amortized Cost | $ 1,248,920 | $ 809,029 |
Fair Value | 1,262,452 | 808,801 |
Net Unrealized Gain (Loss) | 13,532 | (228) |
First-lien Debt Investments | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Amortized Cost | 1,232,474 | 801,223 |
Fair Value | 1,246,008 | 800,995 |
Net Unrealized Gain (Loss) | 13,534 | (228) |
Equity and Other Investments | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Amortized Cost | 16,446 | 7,806 |
Fair Value | $ 16,444 | $ 7,806 |
Investments at Fair Value - S_2
Investments at Fair Value - Summary of Industry Composition of Investments at Fair Value (Details) | Mar. 31, 2023 | Dec. 31, 2022 |
Schedule Of Available For Sale Securities [Line Items] | ||
Investment fair value percentage | 100% | 100% |
Business Services | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Investment fair value percentage | 0.50% | 0.80% |
Chemicals | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Investment fair value percentage | 1.60% | 2.40% |
Communications | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Investment fair value percentage | 3% | |
Financial Services | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Investment fair value percentage | 21.30% | 32.40% |
Healthcare | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Investment fair value percentage | 7.60% | |
Human Resource Support Services | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Investment fair value percentage | 11.60% | 18% |
Insurance | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Investment fair value percentage | 4.50% | |
Internet Services | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Investment fair value percentage | 10.50% | 0.70% |
Manufacturing | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Investment fair value percentage | 10.50% | 16.30% |
Oil, Gas and Consumable Fuels | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Investment fair value percentage | 7.60% | |
Retail and Consumer Products | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Investment fair value percentage | 21.30% | 29.40% |
Investments at Fair Value - S_3
Investments at Fair Value - Summary of Geographic Composition of Investments at Fair Value (Details) | Mar. 31, 2023 | Dec. 31, 2022 |
Schedule Of Available For Sale Securities [Line Items] | ||
Investment fair value percentage | 100% | 100% |
United States - Midwest | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Investment fair value percentage | 19% | 18.10% |
United States - Northeast | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Investment fair value percentage | 36.40% | 45.50% |
United States - South | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Investment fair value percentage | 0.50% | 0.70% |
United States - West | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Investment fair value percentage | 38.60% | 32.50% |
Canada | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Investment fair value percentage | 3% | |
Germany | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Investment fair value percentage | 0.30% | 0.40% |
Luxembourg | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Investment fair value percentage | 0.30% | 0.40% |
Netherlands | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Investment fair value percentage | 0.30% | |
Norway | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Investment fair value percentage | 1.60% | 2.40% |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments - Fair Value Measurements of Investments (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Equity and other investments | $ 16,444 | |
Total | 1,262,452 | $ 808,801 |
Level 3 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Equity and other investments | 16,444 | 7,806 |
Total | 1,262,452 | 808,801 |
First-lien Debt Investments | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
First-lien debt investments | 1,246,008 | 800,995 |
First-lien Debt Investments | Level 3 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
First-lien debt investments | $ 1,246,008 | $ 800,995 |
Fair Value of Financial Instr_4
Fair Value of Financial Instruments - Changes in Fair Value of Investments for Level 3 Inputs (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2023 USD ($) | |
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |
Balance, beginning of period | $ 808,800 |
Purchases or originations | 444,762 |
Repayments / redemptions | (6,286) |
Paid-in-kind interest | 21 |
Net change in unrealized gains (losses) | $ 13,761 |
Fair Value, Asset, Recurring Basis, Still Held, Unrealized Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] | Unrealized Gain Loss On Investments |
Net amortization of discount on securities | $ 1,394 |
Balance, End of Period | 1,262,452 |
First-lien Debt Investments | |
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |
Balance, beginning of period | 800,994 |
Purchases or originations | 436,124 |
Repayments / redemptions | (6,286) |
Paid-in-kind interest | 21 |
Net change in unrealized gains (losses) | 13,761 |
Net amortization of discount on securities | 1,394 |
Balance, End of Period | 1,246,008 |
Equity and Other Investments | |
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |
Balance, beginning of period | 7,806 |
Purchases or originations | 8,638 |
Balance, End of Period | $ 16,444 |
Fair Value of Financial Instr_5
Fair Value of Financial Instruments - Net Change in Unrealized Gains or Losses on Investments for Which Level 3 Inputs were Used in Determining Fair Value (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Net Unrealized Gain | $ 13,532 | $ (228) |
Level 3 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Net Unrealized Gain | 13,761 | |
Level 3 | First-lien Debt Investments | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Net Unrealized Gain | $ 13,761 |
Fair Value of Financial Instr_6
Fair Value of Financial Instruments - Fair Value of Level 3 Investments at Fair Value Significant Unobservable Inputs Used in Valuations (Details) - Level 3 $ in Thousands | Mar. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Fair Value | $ 1,262,452 | $ 808,801 |
Income Approach | First-lien Debt Investments | Discount Rate | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Fair Value | $ 1,246,008 | $ 800,995 |
Income Approach | First-lien Debt Investments | Discount Rate | Minimum | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Investment measurement input | 0.0989 | 0.093 |
Income Approach | First-lien Debt Investments | Discount Rate | Maximum | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Investment measurement input | 0.1494 | 0.151 |
Income Approach | First-lien Debt Investments | Discount Rate | Weighted Average | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Investment measurement input | 0.1318 | 0.131 |
Market Multiple | Equity and Other Investments | Comparable Multiple | Minimum | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Investment measurement input | 0.058 | 0.058 |
Market Multiple | Equity and Other Investments | Comparable Multiple | Maximum | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Investment measurement input | 0.135 | 0.135 |
Market Multiple | Equity and Other Investments | Comparable Multiple | Weighted Average | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Investment measurement input | 0.120 | 0.133 |
Transaction value | Equity and Other Investments | Cost | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Fair Value | $ 16,444 | $ 7,806 |
Debt - Additional Information (
Debt - Additional Information (Details) € in Millions, £ in Millions | 3 Months Ended | |||||||||||||
Jan. 09, 2023 USD ($) | Mar. 31, 2023 USD ($) | Apr. 27, 2023 USD ($) | Mar. 31, 2023 GBP (£) | Mar. 31, 2023 EUR (€) | Mar. 28, 2023 USD ($) | Feb. 28, 2023 USD ($) | Jan. 27, 2023 USD ($) | Jan. 18, 2023 USD ($) | Dec. 31, 2022 USD ($) | Sep. 30, 2022 USD ($) | ||||
Debt Instrument [Line Items] | ||||||||||||||
Asset coverage percentage | 202.70% | 202.70% | 202.70% | 201.60% | ||||||||||
Aggregate principal amount | $ 2,000,000,000 | $ 700,000,000 | ||||||||||||
Line of credit facility, remaining borrowing capacity | 1,208,708,000 | [1] | 162,009,000 | [2] | ||||||||||
Stockholders' equity | 812,319,000 | 546,711,000 | ||||||||||||
Subscription Facility | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Aggregate principal amount | $ 1,300,000,000 | 700,000,000 | ||||||||||||
Line of credit facility maximum borrowing capacity | $ 1,300,000,000 | $ 850,000,000 | $ 800,000,000 | 700,000,000 | $ 400,000,000 | |||||||||
Line of credit facility, stated maturity date | Aug. 30, 2024 | |||||||||||||
Optional extension period of maturity date of line of credit facility | 364 days | |||||||||||||
Line of credit facility, remaining borrowing capacity | $ 751,406,000 | [1] | $ 162,009,000 | [2] | ||||||||||
Line of credit, outstanding amount | £ 10.3 | € 13.4 | ||||||||||||
Issuance of letters of credit | $ 0 | |||||||||||||
Line of credit facility, undrawn amount percentage | 0.25% | |||||||||||||
Subscription Facility | Adjusted Daily SOFR | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt Instrument, basis spread on variable rate | 1.95% | |||||||||||||
Subscription Facility | Adjusted Term SOFR | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt Instrument, basis spread on variable rate | 1.95% | |||||||||||||
Subscription Facility | Prime Rate | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, interest rate | 0.95% | 0.95% | 0.95% | |||||||||||
Subscription Facility | Federal Funds Rate | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt Instrument, basis spread on variable rate | 0.50% | |||||||||||||
Subscription Facility | Eurocurrency Rate | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt Instrument, basis spread on variable rate | 1.95% | |||||||||||||
Subscription Facility | SONIA | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Interest amount | 0.0326% | |||||||||||||
Debt Instrument, basis spread on variable rate | 1.95% | |||||||||||||
Subscription Facility | Minimum | SOFR | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Interest amount | 0.10% | |||||||||||||
Subscription Facility | Maximum | SOFR | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Interest amount | 0.25% | |||||||||||||
Subscription Facility | Maximum | Adjusted Daily SOFR | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt Instrument, basis spread on variable rate | 1% | |||||||||||||
Revolving Credit Facility | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Aggregate principal amount | $ 700,000,000 | |||||||||||||
Line of credit facility maximum borrowing capacity | $ 600,000,000 | $ 700,000,000 | ||||||||||||
Line of credit facility maximum borrowing capacity under certain circumstances | $ 1,000,000,000 | |||||||||||||
Line of credit facility, remaining borrowing capacity | [1] | 457,302,000 | ||||||||||||
Line of credit facility, expiration date | Jan. 19, 2028 | |||||||||||||
Line of credit, outstanding amount | 3,400,000 | |||||||||||||
Issuance of letters of credit | 0 | |||||||||||||
Line of credit facility, undrawn amount percentage | 0.375% | |||||||||||||
Revolving Credit Facility | Minimum | Adjusted Term SOFR | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt Instrument, basis spread on variable rate | 1.75% | |||||||||||||
Revolving Credit Facility | Minimum | Alternative Base Rate | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt Instrument, basis spread on variable rate | 1.75% | |||||||||||||
Revolving Credit Facility | Minimum | Specified Relevant Rate | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt Instrument, basis spread on variable rate | 1.75% | |||||||||||||
Revolving Credit Facility | Maximum | Adjusted Term SOFR | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt Instrument, basis spread on variable rate | 2% | |||||||||||||
Revolving Credit Facility | Maximum | Alternative Base Rate | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt Instrument, basis spread on variable rate | 2% | |||||||||||||
Revolving Credit Facility | Maximum | Specified Relevant Rate | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt Instrument, basis spread on variable rate | 2% | |||||||||||||
Letter of Credit | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Issuance of letters of credit up to an aggregate amount | $ 175,000,000 | |||||||||||||
Letter of Credit | Maximum | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Percentage of commitment fee | 10% | |||||||||||||
Subsequent Event | Subscription Facility | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Line of credit facility maximum borrowing capacity | $ 1,350,000,000 | |||||||||||||
[1] The amount available may be subject to limitations related to the borrowing base under the Subscription Facility, Revolving Credit Facility and asset coverage requirements. The amount available may be subject to limitations related to the borrowing base under the Subscription Facility and asset coverage requirements. |
Debt - Schedule of Debt Obligat
Debt - Schedule of Debt Obligations (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 | |||
Debt Instrument [Line Items] | |||||
Aggregate Principal Amount Committed | $ 2,000,000 | $ 700,000 | |||
Outstanding Principal | 791,292 | 537,991 | |||
Amount Available | 1,208,708 | [1] | 162,009 | [2] | |
Carrying Value | 779,935 | [3] | 534,080 | [4] | |
Subscription Facility | |||||
Debt Instrument [Line Items] | |||||
Aggregate Principal Amount Committed | 1,300,000 | 700,000 | |||
Outstanding Principal | 548,594 | 537,991 | |||
Amount Available | 751,406 | [1] | 162,009 | [2] | |
Carrying Value | 542,434 | [3] | $ 534,080 | [4] | |
Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Aggregate Principal Amount Committed | 700,000 | ||||
Outstanding Principal | 242,698 | ||||
Amount Available | [1] | 457,302 | |||
Carrying Value | [3] | $ 237,501 | |||
[1] The amount available may be subject to limitations related to the borrowing base under the Subscription Facility, Revolving Credit Facility and asset coverage requirements. The amount available may be subject to limitations related to the borrowing base under the Subscription Facility and asset coverage requirements. The carrying values of the Subscription Facility and Revolving Credit Facility are presented net deferred financing costs of $ 6.2 million and $ 5.2 million, respectively. The carrying value of the Subscription Facility is presented net deferred financing costs of $ 3.9 million. |
Debt - Schedule of Debt Oblig_2
Debt - Schedule of Debt Obligations (Parenthetical) (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Debt Instrument [Line Items] | ||
Deferred financing costs | $ 11,357 | $ 3,911 |
Subscription Facility | ||
Debt Instrument [Line Items] | ||
Deferred financing costs | 6,200 | $ 3,900 |
Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Deferred financing costs | $ 5,200 |
Debt - Schedule of Components o
Debt - Schedule of Components of Interest Expense (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2023 USD ($) | |
Debt Instrument [Line Items] | |
Interest expense | $ 7,407 |
Commitment fees | 560 |
Amortization of deferred financing costs | 885 |
Total Interest Expense | 8,852 |
Average debt outstanding (in millions) | $ 445,600 |
Weighted average interest rate | 6.70% |
Commitments and Contingencies -
Commitments and Contingencies - Schedule of Commitments To Fund Investments In Current Portfolio Companies (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 | |
Loss Contingencies [Line Items] | |||
Total Portfolio Company Commitments | [1],[2] | $ 154,805 | $ 62,983 |
Revolver | Avalara, Inc. | |||
Loss Contingencies [Line Items] | |||
Total Portfolio Company Commitments | 13,636 | 13,636 | |
Revolver | Disco Parent, Inc. | |||
Loss Contingencies [Line Items] | |||
Total Portfolio Company Commitments | 5,776 | ||
Revolver | Ping Identity Holding Corp. | |||
Loss Contingencies [Line Items] | |||
Total Portfolio Company Commitments | 13,636 | 13,636 | |
Delayed Draw & Revolver | BTRS Holdings, Inc. | |||
Loss Contingencies [Line Items] | |||
Total Portfolio Company Commitments | 22,572 | 25,915 | |
Delayed Draw & Revolver | Coupa Holdings, LLC | |||
Loss Contingencies [Line Items] | |||
Total Portfolio Company Commitments | 20,427 | ||
Delayed Draw & Revolver | Edge Bidco B.V | |||
Loss Contingencies [Line Items] | |||
Total Portfolio Company Commitments | 1,347 | ||
Delayed Draw & Revolver | Erling Lux Bidco SARL | |||
Loss Contingencies [Line Items] | |||
Total Portfolio Company Commitments | 5,719 | 5,618 | |
Delayed Draw & Revolver | Hornetsecurity Holding GmbH | |||
Loss Contingencies [Line Items] | |||
Total Portfolio Company Commitments | 2,078 | 2,041 | |
Delayed Draw | Banyan Software Holdings, LLC | |||
Loss Contingencies [Line Items] | |||
Total Portfolio Company Commitments | 40,000 | ||
Delayed Draw | Laramie Energy, LLC | |||
Loss Contingencies [Line Items] | |||
Total Portfolio Company Commitments | 27,439 | ||
Delayed Draw | OutSystems Luxco SARL | |||
Loss Contingencies [Line Items] | |||
Total Portfolio Company Commitments | $ 2,175 | $ 2,137 | |
[1] Represents the full amount of the Company’s commitments to fund investments on such date. Commitments may be subject to limitations on borrowings set forth in the agreements between the Company and the applicable portfolio company. As a result, portfolio companies may not be eligible to borrow the full commitment amount on such date. The Company’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. |
Commitments and Contingencies_2
Commitments and Contingencies - Additional Information (Details) - USD ($) | Mar. 31, 2023 | Dec. 31, 2022 |
Unfunded Loan Commitments | ||
Loss Contingencies [Line Items] | ||
Other commitments | $ 0 | $ 0 |
Net Assets - Additional Informa
Net Assets - Additional Information (Details) - USD ($) $ / shares in Units, $ in Billions | Mar. 31, 2023 | Dec. 31, 2022 | Jun. 24, 2022 |
Class Of Stock [Line Items] | |||
Common stock, price per share | $ 0.001 | $ 0.001 | |
Common stock, shares issued | 31,525,841 | 21,882,028 | |
Capital commitment received form investors | $ 2.8 | ||
Capital commitments remaining undrawn | $ 2 | ||
Common Share | |||
Class Of Stock [Line Items] | |||
Shares issued, price per share | $ 25 | ||
Adviser | |||
Class Of Stock [Line Items] | |||
Common stock, shares issued | 30,000 |
Net Assets - Summary of Common
Net Assets - Summary of Common Shares Issued and Proceeds Received (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Dec. 31, 2022 | |
Class Of Stock [Line Items] | ||
Number of Common Shares Issued | 31,525,841 | 21,882,028 |
Subscription Agreements | ||
Class Of Stock [Line Items] | ||
Number of Common Shares Issued | 9,643,813 | |
Proceeds Received | $ 250,000 |
Earnings Per Share - Schedule o
Earnings Per Share - Schedule of Computation of Basic and Diluted Earnings Per Common Share (Details) $ / shares in Units, $ in Thousands | 3 Months Ended |
Mar. 31, 2023 USD ($) $ / shares shares | |
Earnings Per Share [Abstract] | |
Increase in net assets resulting from operations | $ | $ 28,218 |
Weighted average shares of common shares outstanding-basic | shares | 23,060,716 |
Weighted average shares of common shares outstanding-diluted | shares | 23,060,716 |
Earnings per common share - basic | $ / shares | $ 1.22 |
Earnings per common share - diluted | $ / shares | $ 1.22 |
Dividends - Summary of Dividend
Dividends - Summary of Dividends Declared (Details) | 3 Months Ended |
Mar. 31, 2023 $ / shares | |
Dividends Payable [Line Items] | |
Date Declared | Mar. 30, 2023 |
Record Date | Mar. 31, 2023 |
Payment Date | May 09, 2023 |
Dividend per Share | $ 0.40 |
Income Taxes - Summary of Tax B
Income Taxes - Summary of Tax Basis Components of Distributable Earnings (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2023 USD ($) | |
Income Tax Disclosure [Abstract] | |
Increase (decrease) in net assets resulting from operations | $ 28,218 |
Adjustments: | |
Net unrealized (gains) losses on investments | $ (13,047) |
Financial Highlights - Summary
Financial Highlights - Summary of Financial Highlights for One Share Common Stock Outstanding (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | ||
Mar. 31, 2023 | Dec. 31, 2022 | ||
Investment Company, Financial Highlights [Line Items] | |||
Net asset value, beginning of period | [1] | $ 24.98 | |
Net investment income | [1],[2] | 0.66 | |
Net realized and unrealized gain (loss) | [1],[2] | 0.57 | |
Total from operations | [1] | 1.22 | |
Net Common Share Issuance | [1] | (0.04) | |
Dividend Declared | [1] | (0.40) | |
Total increase/(decrease) in net assets | [1] | 0.79 | |
Net Asset Value, End of Period | [1] | $ 25.77 | |
Total return based on net asset value | [3] | 4.76% | |
Common shares outstanding, end of period | 31,525,841 | 21,882,028 | |
Portfolio turnover | [4] | 2.43% | |
Net assets, end of period | [4] | $ 812,319 | |
Without Management Fee Waiver [Member] | |||
Investment Company, Financial Highlights [Line Items] | |||
Ratio of net expenses to average net assets | [4] | 10.84% | |
Ratio of net investment income to average net assets | [4] | 7.42% | |
With Management Fee Waiver [Member] | |||
Investment Company, Financial Highlights [Line Items] | |||
Ratio of net expenses to average net assets | [4] | 9.36% | |
Ratio of net investment income to average net assets | [4] | 8.90% | |
[1] Table may not sum due to rounding. The per share data was derived by using the weighted average Common Shares outstanding during the period. Total return based on net asset value is calculated as the change in net asset value per share during the period plus declared dividends per share, divided by the beginning net asset value per share. The ratios, excluding nonrecurring expenses, such as organization costs, are annualized. |