Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Mar. 31, 2023 | May 15, 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 | Q3 | |
Entity Registrant Name | Investcorp US Institutional Private Credit Fund | |
Entity Central Index Key | 0001948565 | |
Entity Current Reporting Status | Yes | |
Current Fiscal Year End Date | --06-30 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Ex Transition Period | false | |
Entity Emerging Growth Company | true | |
Entity Small Business | false | |
Entity Interactive Data Current | Yes | |
Entity Common Stock, Shares Outstanding | 2,522,659 | |
Entity Shell Company | false | |
Entity File Number | 814-01608 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 88-1960243 | |
Entity Address, Address Line One | 280 Park Avenue | |
Entity Address, Address Line Two | 39th Floor | |
Entity Address, City or Town | New York | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 10017 | |
City Area Code | 212 | |
Local Phone Number | 257-5199 | |
Document Quarterly Report | true | |
Document Transition Report | false |
Consolidated Statements of Asse
Consolidated Statements of Assets and Liabilities - USD ($) | Mar. 31, 2023 | Jun. 30, 2022 |
Assets | ||
Non-controlled/non-affiliate company investments, at fair value (amortized cost of $41,965,562 and $8,227,582, respectively) | $ 41,865,426 | $ 8,226,703 |
Cash | 7,175,117 | 19,127,704 |
Cash, restricted | 3,987,188 | |
Interest receivable | 666,263 | 18,837 |
Principal receivable | 58,058 | 0 |
Due from Adviser | 370,977 | |
Deferred offering costs | 128,673 | 118,333 |
Deferred debt issuance costs | 74,605 | 0 |
Prepaid expenses | 137,897 | 0 |
Other receivables | 13,125 | 0 |
Total Assets | 54,477,329 | 27,491,577 |
Liabilities | ||
Dividend payable | 428,852 | |
Base management fees payable | 68,921 | |
Interest expense payable | 33,281 | |
Accrued organizational and offering expenses | 149,694 | 271,797 |
Payable for investments purchased | 3,754,985 | 2,350,218 |
Directors' fees payable | 43,500 | |
Accounts payable and accrued expenses | 319,057 | 33,709 |
Total Liabilities | 4,798,290 | 2,655,724 |
Commitments and contingencies (See Note 5) | ||
Net Assets | ||
Common shares of beneficial interest, par value $0.01 per share, unlimited shares authorized, 2,522,659 shares issued and outstanding | 25,227 | 12,500 |
Paid-in-capital in excess of par value | 48,550,552 | 24,987,500 |
Total distributable earnings (loss) | 1,103,260 | (164,147) |
Total Net Assets | 49,679,039 | 24,835,853 |
Total Liabilities and Net Assets | $ 54,477,329 | $ 27,491,577 |
Net Asset Value Per Share | $ 19.69 | $ 19.87 |
Consolidated Statements of As_2
Consolidated Statements of Assets and Liabilities (Parenthetical) - USD ($) | Mar. 31, 2023 | Jun. 30, 2022 |
Statement Of Financial Position [Abstract] | ||
Non-controlled non-affiliated investments at amortized cost | $ 41,965,562 | $ 8,227,582 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares issued | 2,522,659 | 1,250,000 |
Common stock, shares outstanding | 2,522,659 | 1,250,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended |
Mar. 31, 2023 | Mar. 31, 2023 | |
Income: | ||
Payment in-kind interest income | $ 30,078 | $ 97,639 |
Interest from cash and cash equivalents | 80,090 | 80,090 |
Total income | 1,228,321 | 2,667,953 |
Expenses: | ||
Professional fees | 215,374 | 407,424 |
Organizational expenses | 0 | 182,247 |
Custodian and administrator fees | 87,671 | 246,660 |
Directors' fees | 43,500 | 43,500 |
Insurance expense | 37,564 | 89,815 |
Interest expense | 79,209 | 259,717 |
Base management fees | 68,921 | 68,921 |
Amortization of deferred debt issuance costs | 18,652 | 43,520 |
Offering expense | 42,891 | 42,891 |
General and administrative expenses | 79,596 | 80,741 |
Total expenses | 673,378 | 1,465,436 |
Net Investment Income, Total | 554,943 | 1,202,517 |
Net unrealized gain (loss) on investments: | ||
Net change in unrealized appreciation (depreciation) on non-controlled/non-affiliate company investments | (88,810) | (99,257) |
Realized Investment Gains (Losses), Total | (88,810) | (99,257) |
Net increase (decrease) in net assets resulting from operations | $ 466,133 | $ 1,103,260 |
Per share data: | ||
Earnings per share - Basic | $ 0.24 | $ 0.76 |
Earnings per share - diluted | 0.24 | 0.76 |
Net increase (decrease) in net assets resulting from operations per share - basic | 0.21 | 0.70 |
Net increase (decrease) in net assets resulting from operations per share - diluted | $ 0.21 | $ 0.70 |
Weighted average shares of common stock outstanding - Basic | 2,268,127 | 1,584,421 |
Weighted average shares of common stock outstanding - diluted | 2,268,127 | 1,584,421 |
Non Control Or Non Affiliate Investments [Member] | ||
Income: | ||
Interest income | $ 1,085,608 | $ 2,457,679 |
Other fee income | 32,545 | 32,545 |
Total investment income | $ 1,148,231 | $ 2,587,863 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Net Assets (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended |
Mar. 31, 2023 | Mar. 31, 2023 | |
Statement Of Stockholders Equity [Abstract] | ||
Net assets at beginning of period | $ 25,472,980 | $ 24,835,853 |
Net investment income | 554,943 | 1,202,517 |
Net change in unrealized appreciation (depreciation) on investments | (88,810) | (99,257) |
Net increase (decrease) in net assets resulting from operations | 466,133 | 1,103,260 |
Stockholder distributions: | ||
Distributions from net investment income | (1,260,074) | (1,260,074) |
Net decrease in net assets resulting from stockholder distributions | (1,260,074) | (1,260,074) |
Capital share transactions: | ||
Issuance of common shares, net | 25,000,000 | 25,000,000 |
Net increase (decrease) in net assets resulting from capital share transactions | 25,000,000 | 25,000,000 |
Net increase (decrease) in net assets | 24,206,059 | 24,843,186 |
Net Assets, Ending Balance | $ 49,679,039 | $ 49,679,039 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) | 9 Months Ended | |
Mar. 31, 2023 USD ($) | ||
Cash flows from operating activities: | ||
Net increase (decrease) in net assets resulting from operations | $ 1,103,260 | |
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities: | ||
Purchase of investments | (37,179,466) | |
Proceeds from principal repayments of investments and sales of investments | 3,564,133 | |
Amortization of premium/accretion of discount, net | (122,647) | |
Amortization of deferred debt issuance costs | 43,520 | |
Net change in unrealized appreciation (depreciation) on investments | 99,257 | |
Net (increase) decrease in operating assets: | ||
Interest receivable | (647,426) | |
Principal receivable | (58,058) | |
Due from Adviser | (370,977) | |
Deferred offering costs | (10,340) | |
Prepaid expenses | (137,897) | |
Other receivables | (13,125) | |
Base management fees payable | 68,921 | |
Interest expense payable | 33,281 | |
Accrued organizational and offering expenses | (122,103) | |
Payable for investments purchased | 1,404,767 | |
Directors fees payable | 43,500 | |
Accounts payable and accrued expenses | 285,348 | |
Net cash (used in) provided by operating activities | (32,016,052) | |
Cash flows from financing activities: | ||
Proceeds from issuance of common shares | 25,000,000 | |
Proceeds from borrowing on revolving financing facility | 11,400,000 | |
Repayments of borrowing on revolving financing facility | (11,400,000) | |
Distributions to stockholders | (831,222) | |
Payment for deferred debt issuance costs | (118,125) | |
Net cash provided by (used in) financing activities | 24,050,653 | |
Net change in Cash | (7,965,399) | |
Cash and restricted cash, beginning of period | 19,127,704 | [1] |
Cash and restricted cash, end of period | 11,162,305 | [2] |
Supplemental and non-cash financing cash flow information: | ||
Cash paid for interest | $ 226,436 | |
[1] Represents $ 19,127,704 of unrestricted cash as of June 30, 2022. Represents $ 7,175,117 and $ 3,987,188 of unrestricted and restricted cash, respectively, as of March 31, 2023. |
Statement - Consolidated Statem
Statement - Consolidated Statements of Cashflows (Parenthetical) - USD ($) | Mar. 31, 2023 | Jun. 30, 2022 |
Statement Of Cash Flows [Abstract] | ||
Unrestricted Cash at Beginning of Year | $ 19,127,704 | |
Unrestricted Cash at End of Period | $ 7,175,117 | |
Restricted Cash at End of Period | $ 3,987,188 |
Consolidated Schedule of Invest
Consolidated Schedule of Investments (Unaudited) - USD ($) | 9 Months Ended | 12 Months Ended | |||
Mar. 31, 2023 | Jun. 30, 2022 | ||||
Schedule Of Investments [Line Items] | |||||
Fair Value | $ 41,865,426 | $ 8,226,703 | |||
Percentage of Net Assets | 100% | 100% | |||
Investment, Identifier [Axis]: Equity | |||||
Schedule Of Investments [Line Items] | |||||
Principal Amount/ Shares | [1],[2],[3],[4] | $ 104,405 | |||
Amortized Cost | [1],[2],[3],[4] | 200,000 | |||
Fair Value | [1],[2],[3],[4] | $ 228,335 | |||
Percentage of Net Assets | [1],[2],[3],[4] | 0.50% | |||
Investment, Identifier [Axis]: Equity IT Services & Flatworld Intermediate Corporation - Equity, Initial Acquisition Date 10/3/2022 | |||||
Schedule Of Investments [Line Items] | |||||
Investment, Issuer Name [Extensible Enumeration] | Flatworld Intermediate Corporation - Equity [Member] | ||||
Initial Acquisition Date | [1],[2],[3],[4] | Oct. 03, 2022 | |||
Principal Amount/ Shares | [1],[2],[3],[4] | $ 4,405 | |||
Amortized Cost | [1],[2],[3],[4] | 100,000 | |||
Fair Value | [1],[2],[3],[4] | $ 82,335 | |||
Percentage of Net Assets | [1],[2],[3],[4] | 0.20% | |||
Investment, Identifier [Axis]: Equity Professional Services & CF Arch Holdings LLC, Initial Acquisition Date 8/11/2022 | |||||
Schedule Of Investments [Line Items] | |||||
Investment, Issuer Name [Extensible Enumeration] | C F Arch Holdings L L C [Member] | ||||
Initial Acquisition Date | [1],[2],[3],[4] | Aug. 11, 2022 | |||
Principal Amount/ Shares | [1],[2],[3],[4] | $ 100,000 | |||
Amortized Cost | [1],[2],[3],[4] | 100,000 | |||
Fair Value | [1],[2],[3],[4] | $ 146,000 | |||
Percentage of Net Assets | [1],[2],[3],[4] | 0.30% | |||
Investment, Identifier [Axis]: First Lien Term Hotels, Restaurants, and Leisure& AMCP Clean Acquisition Company, LLC, Delayed Initial Acquisition Date 3/17/2023, 3M S + 4.25% (0.00% Floor), Maturity Date 6/16/2025 | |||||
Schedule Of Investments [Line Items] | |||||
Investment, Issuer Name [Extensible Enumeration] | Amcp Clean Acquisition Company Llc Delayed Draw [Member] | ||||
Three Month S O F R Investment Interest Rate | [1],[2],[3],[4],[5],[6] | 4.25% | |||
Investment, Interest Rate, Floor | [1],[2],[3],[4],[5],[6] | (0.00%) | |||
Initial Acquisition Date | [1],[2],[3],[4],[5] | Mar. 17, 2023 | |||
Maturity Date | [1],[2],[3],[4],[5] | Jul. 10, 2025 | |||
Principal Amount/ Shares | [1],[2],[3],[4],[5] | $ 379,703 | |||
Amortized Cost | [1],[2],[3],[4],[5] | 334,139 | |||
Fair Value | [1],[2],[3],[4],[5] | $ 336,987 | |||
Percentage of Net Assets | [1],[2],[3],[4],[5] | 0.70% | |||
Investment, Identifier [Axis]: First Lien Term Hotels, Restaurants, and Leisure& AMCP Clean Acquisition Company, LLC, Initial Acquisition Date 3/17/2023, 3M S + 4.25% (0.00% Floor), Maturity Date 6/16/2025 | |||||
Schedule Of Investments [Line Items] | |||||
Investment, Issuer Name [Extensible Enumeration] | AMCP Clean Acquisition Company, LLC Member | ||||
Three Month S O F R Investment Interest Rate | [1],[2],[3],[4],[5],[6] | 4.25% | |||
Investment, Interest Rate, Floor | [1],[2],[3],[4],[5],[6] | (0.00%) | |||
Initial Acquisition Date | [1],[2],[3],[4],[5] | Mar. 17, 2023 | |||
Maturity Date | [1],[2],[3],[4],[5] | Jul. 10, 2025 | |||
Principal Amount/ Shares | [1],[2],[3],[4],[5] | $ 1,615,085 | |||
Amortized Cost | [1],[2],[3],[4],[5] | 1,421,275 | |||
Fair Value | [1],[2],[3],[4],[5] | $ 1,433,388 | |||
Percentage of Net Assets | [1],[2],[3],[4],[5] | 2.90% | |||
Investment, Identifier [Axis]: First Lien Term Loan | |||||
Schedule Of Investments [Line Items] | |||||
Principal Amount/ Shares | [1],[2],[3],[4] | $ 42,760,060 | |||
Amortized Cost | [1],[2],[3],[4] | 41,765,562 | |||
Fair Value | [1],[2],[3],[4] | $ 41,637,091 | |||
Percentage of Net Assets | [1],[2],[3],[4] | 84% | |||
Investment, Identifier [Axis]: First Lien Term Loan Chemicals & Agrofresh Inc., Initial Acquisition Date 6/1/2022, 1M L + 6.25% (1.00% Floor), Maturity Date 12/31/2024 | |||||
Schedule Of Investments [Line Items] | |||||
One Month Libor Investment Interest Rate | [7],[8],[9] | 6.25% | |||
Investment, Interest Rate, Floor | [7],[8],[9] | 1% | |||
Initial Acquisition Date | [7],[8],[9] | Jun. 01, 2022 | |||
Maturity Date | [7],[8],[9] | Dec. 31, 2024 | |||
Principal Amount/ Shares | [7],[8],[9] | $ 1,950,403 | |||
Amortized Cost | [7],[8],[9] | 1,935,775 | |||
Fair Value | [7],[8],[9] | $ 1,935,775 | |||
Percentage of Net Assets | [7],[8],[9] | 7.80% | |||
Investment, Identifier [Axis]: First Lien Term Loan Commercial Services & Supplies &R. R. Donnelley & Sons Company, Initial Acquisition Date 3/9/2023, 1MS + 7.25% (0.75% Floor), Maturity Date 3/9/2028 | |||||
Schedule Of Investments [Line Items] | |||||
Investment, Issuer Name [Extensible Enumeration] | R. R. Donnelley & Sons Company Member | ||||
One Month S O F R Investment Interest Rate | [1],[2],[3],[4],[5],[6] | 7.25% | |||
Investment, Interest Rate, Floor | [1],[2],[3],[4],[5],[6] | 0.75% | |||
Initial Acquisition Date | [1],[2],[3],[4],[5] | Mar. 09, 2023 | |||
Maturity Date | [1],[2],[3],[4],[5] | Mar. 09, 2028 | |||
Principal Amount/ Shares | [1],[2],[3],[4],[5] | $ 3,500,000 | |||
Amortized Cost | [1],[2],[3],[4],[5] | 3,395,108 | |||
Fair Value | [1],[2],[3],[4],[5] | $ 3,395,000 | |||
Percentage of Net Assets | [1],[2],[3],[4],[5] | 6.90% | |||
Investment, Identifier [Axis]: First Lien Term Loan Consumer Staples Distribution & Retail & American Nuts Holdings, LLC - Term Loan A, Initial Acquisition Date 7/1/2022, 3M S + 6.75% + 1.00% PIK (1.00% Floor), Maturity Date 4/10/2026 | |||||
Schedule Of Investments [Line Items] | |||||
Investment, Issuer Name [Extensible Enumeration] | American Nuts Holdings L L C Term Loan A [Member] | ||||
Interest Rate | [1],[2],[3],[4],[5],[6] | 1% | |||
Three Month S O F R Investment Interest Rate | [1],[2],[3],[4],[5],[6] | 6.75% | |||
Investment, Interest Rate, Floor | [1],[2],[3],[4],[5],[6] | (1.00%) | |||
Initial Acquisition Date | [1],[2],[3],[4],[5] | Jul. 01, 2022 | |||
Maturity Date | [1],[2],[3],[4],[5] | Apr. 10, 2026 | |||
Principal Amount/ Shares | [1],[2],[3],[4],[5] | $ 1,418,644 | |||
Amortized Cost | [1],[2],[3],[4],[5] | 1,406,558 | |||
Fair Value | [1],[2],[3],[4],[5] | $ 1,206,166 | |||
Percentage of Net Assets | [1],[2],[3],[4],[5] | 2.40% | |||
Investment, Identifier [Axis]: First Lien Term Loan Diversified Consumer Services & LaserAway Intermediate Holdings II, LLC, Initial Acquisition Date 10/12/2022, 3M L + 5.75% (0.75% Floor), Maturity Date 10/14/2027 | |||||
Schedule Of Investments [Line Items] | |||||
Investment, Issuer Name [Extensible Enumeration] | Laser Away Intermediate Holdings I I L L C [Member] | ||||
Three Month Libor Investment Interest Rate | [1],[2],[3],[4],[5],[6] | 5.75% | |||
Investment, Interest Rate, Floor | [1],[2],[3],[4],[5],[6] | 0.75% | |||
Initial Acquisition Date | [1],[2],[3],[4],[5] | Oct. 12, 2022 | |||
Maturity Date | [1],[2],[3],[4],[5] | Oct. 14, 2027 | |||
Principal Amount/ Shares | [1],[2],[3],[4],[5] | $ 2,984,887 | |||
Amortized Cost | [1],[2],[3],[4],[5] | 2,929,974 | |||
Fair Value | [1],[2],[3],[4],[5] | $ 2,969,962 | |||
Percentage of Net Assets | [1],[2],[3],[4],[5] | 6% | |||
Investment, Identifier [Axis]: First Lien Term Loan Entertainment & Crafty Apes LLC, Initial Acquisition Date 10/28/2022, 1M S + 7.10% (1.00% Floor), Maturity Date 11/1/2024 | |||||
Schedule Of Investments [Line Items] | |||||
Investment, Issuer Name [Extensible Enumeration] | Crafty Apes L L C [Member] | ||||
One Month S O F R Investment Interest Rate | [1],[2],[3],[4],[5],[6],[10] | 7.06% | |||
Investment, Interest Rate, Floor | [1],[2],[3],[4],[5],[6],[10] | 1% | |||
Initial Acquisition Date | [1],[2],[3],[4],[5],[10] | Oct. 28, 2022 | |||
Maturity Date | [1],[2],[3],[4],[5],[10] | Nov. 01, 2024 | |||
Principal Amount/ Shares | [1],[2],[3],[4],[5],[10] | $ 2,500,000 | |||
Amortized Cost | [1],[2],[3],[4],[5],[10] | 2,495,093 | |||
Fair Value | [1],[2],[3],[4],[5],[10] | $ 2,500,000 | |||
Percentage of Net Assets | [1],[2],[3],[4],[5],[10] | 5% | |||
Investment, Identifier [Axis]: First Lien Term Loan Food & Staples Retailing & American Nuts Holdings, LLC - Term Loan B, Initial Acquisition Date 7/1/2022, 3M S + 8.75% + 1.00% PIK (1.00% Floor), Maturity Date 4/10/2026 | |||||
Schedule Of Investments [Line Items] | |||||
Investment, Issuer Name [Extensible Enumeration] | American Nuts Holdings L L C Term Loan B [Member] | ||||
Interest Rate | [1],[2],[3],[4],[5],[6] | 1% | |||
Three Month S O F R Investment Interest Rate | [1],[2],[3],[4],[5],[6] | 8.75% | |||
Investment, Interest Rate, Floor | [1],[2],[3],[4],[5],[6] | 1% | |||
Initial Acquisition Date | [1],[2],[3],[4],[5] | Jul. 01, 2022 | |||
Maturity Date | [1],[2],[3],[4],[5] | Apr. 10, 2026 | |||
Principal Amount/ Shares | [1],[2],[3],[4],[5] | $ 1,418,644 | |||
Amortized Cost | [1],[2],[3],[4],[5] | 1,406,300 | |||
Fair Value | [1],[2],[3],[4],[5] | $ 1,205,529 | |||
Percentage of Net Assets | [1],[2],[3],[4],[5] | 2.40% | |||
Investment, Identifier [Axis]: First Lien Term Loan IT Services & Flatworld Intermediate Corporation, Initial Acquisition Date 10/3/2022, 3M S + 6.00% (1.00% Floor), Maturity Date 10/1/2027 | |||||
Schedule Of Investments [Line Items] | |||||
Investment, Issuer Name [Extensible Enumeration] | Flatworld Intermediate Corporation [Member] | ||||
Three Month S O F R Investment Interest Rate | [1],[2],[3],[4],[5],[6] | 6% | |||
Investment, Interest Rate, Floor | [1],[2],[3],[4],[5],[6] | 1% | |||
Initial Acquisition Date | [1],[2],[3],[4],[5] | Oct. 03, 2022 | |||
Maturity Date | [1],[2],[3],[4],[5] | Oct. 01, 2027 | |||
Principal Amount/ Shares | [1],[2],[3],[4],[5] | $ 2,426,351 | |||
Amortized Cost | [1],[2],[3],[4],[5] | 2,371,478 | |||
Fair Value | [1],[2],[3],[4],[5] | $ 2,377,824 | |||
Percentage of Net Assets | [1],[2],[3],[4],[5] | 4.80% | |||
Investment, Identifier [Axis]: First Lien Term Loan IT Services & Fusion Connect, Inc. - 2022 Term Loan, Initial Acquisition Date 5/26/2022, 6M L + 7.50% + 1.00% PIK (1.00% Floor), Maturity Date 1/18/2027 | |||||
Schedule Of Investments [Line Items] | |||||
Investment, Issuer Name [Extensible Enumeration] | Fusion Connect, Inc. - 2022 Term Loan [Member] | ||||
Interest Rate | [1],[2],[3],[4],[5],[6],[11] | 1% | |||
Six Month Libor Investment Interest Rate | [1],[2],[3],[4],[5],[6],[11] | 7.50% | |||
Investment, Interest Rate, Floor | [1],[2],[3],[4],[5],[6],[11] | (1.00%) | |||
Initial Acquisition Date | [1],[2],[3],[4],[5],[11] | May 26, 2022 | |||
Maturity Date | [1],[2],[3],[4],[5],[11] | Jan. 18, 2027 | |||
Principal Amount/ Shares | [1],[2],[3],[4],[5],[11] | $ 2,958,939 | |||
Amortized Cost | [1],[2],[3],[4],[5],[11] | 2,887,821 | |||
Fair Value | [1],[2],[3],[4],[5],[11] | $ 2,870,171 | |||
Percentage of Net Assets | [1],[2],[3],[4],[5],[11] | 5.80% | |||
Investment, Identifier [Axis]: First Lien Term Loan IT Services & Fusion Connect, Inc., Initial Acquisition Date 5/26/2022, 6M L + 7.50% (1.00% Floor), Maturity Date 1/18/2027 | |||||
Schedule Of Investments [Line Items] | |||||
Six Month Libor Investment Interest Rate | [7],[8],[9] | 7.50% | |||
Investment, Interest Rate, Floor | [7],[8],[9] | 1% | |||
Initial Acquisition Date | [7],[8],[9] | May 26, 2022 | |||
Maturity Date | [7],[8],[9] | Jan. 18, 2027 | |||
Principal Amount/ Shares | [7],[8],[9] | $ 2,992,481 | |||
Amortized Cost | [7],[8],[9] | 2,906,942 | |||
Fair Value | [7],[8],[9] | $ 2,906,447 | |||
Percentage of Net Assets | [7],[8],[9] | 11.70% | |||
Investment, Identifier [Axis]: First Lien Term Loan IT Services & NWN Parent Holdings LLC - Revolver, Initial Acquisition Date 3/22/2023, 3M L + 8.00% (1.00% Floor), Maturity Date 5/7/2026 | |||||
Schedule Of Investments [Line Items] | |||||
Investment, Issuer Name [Extensible Enumeration] | N W N Parent Holdings L L C Revolver [Member] | ||||
Three Month Libor Investment Interest Rate | [1],[2],[3],[4],[5],[6] | 8% | |||
Investment, Interest Rate, Floor | [1],[2],[3],[4],[5],[6] | (1.00%) | |||
Initial Acquisition Date | [1],[2],[3],[4],[5] | Mar. 22, 2023 | |||
Maturity Date | [1],[2],[3],[4],[5] | May 07, 2026 | |||
Principal Amount/ Shares | [1],[2],[3],[4],[5] | $ 206,025 | |||
Amortized Cost | [1],[2],[3],[4],[5] | 196,936 | |||
Fair Value | [1],[2],[3],[4],[5] | $ 203,965 | |||
Percentage of Net Assets | [1],[2],[3],[4],[5] | 0.40% | |||
Investment, Identifier [Axis]: First Lien Term Loan IT Services & NWN Parent Holdings LLC, Initial Acquisition Date 3/22/2023, 3M L + 8.00% (1.00% Floor), Maturity Date 5/7/2026 | |||||
Schedule Of Investments [Line Items] | |||||
Investment, Issuer Name [Extensible Enumeration] | N W N Parent Holdings L L C [Member] | ||||
Three Month Libor Investment Interest Rate | [1],[2],[3],[4],[5],[6] | 8% | |||
Investment, Interest Rate, Floor | [1],[2],[3],[4],[5],[6] | (1.00%) | |||
Initial Acquisition Date | [1],[2],[3],[4],[5] | Mar. 22, 2023 | |||
Maturity Date | [1],[2],[3],[4],[5] | May 07, 2026 | |||
Principal Amount/ Shares | [1],[2],[3],[4],[5] | $ 1,859,184 | |||
Amortized Cost | [1],[2],[3],[4],[5] | 1,803,408 | |||
Fair Value | [1],[2],[3],[4],[5] | $ 1,840,592 | |||
Percentage of Net Assets | [1],[2],[3],[4],[5] | 3.70% | |||
Investment, Identifier [Axis]: First Lien Term Loan Machinery & Amerequip, LLC, Initial Acquisition Date 9/1/2022, 6M S + 7.40% (1.00% Floor), Maturity Date 8/31/2027 | |||||
Schedule Of Investments [Line Items] | |||||
Investment, Issuer Name [Extensible Enumeration] | Amerequip L L C [Member] | ||||
Six Month S O F R Investment Interest Rate | [1],[2],[3],[4],[5],[6] | 7.40% | |||
Investment, Interest Rate, Floor | [1],[2],[3],[4],[5],[6] | 1% | |||
Initial Acquisition Date | [1],[2],[3],[4],[5] | Sep. 01, 2022 | |||
Maturity Date | [1],[2],[3],[4],[5] | Aug. 31, 2027 | |||
Principal Amount/ Shares | [1],[2],[3],[4],[5] | $ 2,503,548 | |||
Amortized Cost | [1],[2],[3],[4],[5] | 2,476,672 | |||
Fair Value | [1],[2],[3],[4],[5] | $ 2,491,031 | |||
Percentage of Net Assets | [1],[2],[3],[4],[5] | 5% | |||
Investment, Identifier [Axis]: First Lien Term Loan Machinery & Evergreen North America Acquisitions, LLC - Revolver, Initial Acquisition Date 7/26/2022, 3M L + 6.75% (1.00% Floor), Maturity Date 8/13/2026 | |||||
Schedule Of Investments [Line Items] | |||||
Investment, Issuer Name [Extensible Enumeration] | Evergreen North America Acquisition L L C Revolver [Member] | ||||
Three Month Libor Investment Interest Rate | [1],[2],[3],[4],[6] | 6.75% | |||
Investment, Interest Rate, Floor | [1],[2],[3],[4],[6] | 1% | |||
Initial Acquisition Date | [1],[2],[3],[4] | Jul. 26, 2022 | |||
Maturity Date | [1],[2],[3],[4] | Aug. 13, 2026 | |||
Principal Amount/ Shares | [1],[2],[3],[4] | $ 84,443 | |||
Amortized Cost | [1],[2],[3],[4] | 81,189 | |||
Fair Value | [1],[2],[3],[4] | $ 83,176 | |||
Percentage of Net Assets | [1],[2],[3],[4] | 0.20% | |||
Investment, Identifier [Axis]: First Lien Term Loan Machinery & Evergreen North America Acquisitions, LLC, Initial Acquisition Date 7/26/2022, 3M L + 6.75% (1.00% Floor), Maturity Date 8/13/2026 | |||||
Schedule Of Investments [Line Items] | |||||
Investment, Issuer Name [Extensible Enumeration] | Evergreen North America Acquisitions L L C [Member] | ||||
Three Month Libor Investment Interest Rate | [1],[2],[3],[4],[5],[6] | 6.75% | |||
Investment, Interest Rate, Floor | [1],[2],[3],[4],[5],[6] | 1% | |||
Initial Acquisition Date | [1],[2],[3],[4],[5] | Jul. 26, 2022 | |||
Maturity Date | [1],[2],[3],[4],[5] | Aug. 13, 2026 | |||
Principal Amount/ Shares | [1],[2],[3],[4],[5] | $ 1,791,491 | |||
Amortized Cost | [1],[2],[3],[4],[5] | 1,760,711 | |||
Fair Value | [1],[2],[3],[4],[5] | $ 1,764,618 | |||
Percentage of Net Assets | [1],[2],[3],[4],[5] | 3.60% | |||
Investment, Identifier [Axis]: First Lien Term Loan Professional Services & Archer Systems, LLC, Initial Acquisition Date 8/11/2022, 1M S + 6.50% (1.00% Floor), Maturity Date 8/11/2027 | |||||
Schedule Of Investments [Line Items] | |||||
Investment, Issuer Name [Extensible Enumeration] | Archer Systems L L C [Member] | ||||
One Month S O F R Investment Interest Rate | [1],[2],[3],[4],[5],[6] | 6% | |||
Investment, Interest Rate, Floor | [1],[2],[3],[4],[5],[6] | 1% | |||
Initial Acquisition Date | [1],[2],[3],[4],[5] | Aug. 11, 2022 | |||
Maturity Date | [1],[2],[3],[4],[5] | Aug. 11, 2027 | |||
Principal Amount/ Shares | [1],[2],[3],[4],[5] | $ 2,857,917 | |||
Amortized Cost | [1],[2],[3],[4],[5] | 2,830,265 | |||
Fair Value | [1],[2],[3],[4],[5] | $ 2,872,206 | |||
Percentage of Net Assets | [1],[2],[3],[4],[5] | 5.80% | |||
Investment, Identifier [Axis]: First Lien Term Loan Professional Services & Klein Hersh, LLC, Initial Acquisition Date 6/22/2022, 3M S + 3.00% (0.50% Floor), Maturity Date 4/2/2027 | |||||
Schedule Of Investments [Line Items] | |||||
Three Month S O F R Investment Interest Rate | [7],[8],[9] | 3% | |||
Investment, Interest Rate, Floor | [7],[8],[9] | 0.50% | |||
Initial Acquisition Date | [7],[8],[9] | Jun. 22, 2022 | |||
Maturity Date | [7],[8],[9] | Apr. 27, 2027 | |||
Principal Amount/ Shares | [7],[8],[9] | $ 476,415 | |||
Amortized Cost | [7],[8],[9] | 414,481 | |||
Fair Value | [7],[8],[9] | $ 414,481 | |||
Percentage of Net Assets | [7],[8],[9] | 1.70% | |||
Investment, Identifier [Axis]: First Lien Term Loan Professional Services & Klien Hersh, LLC, Initial Acquisition Date 6/22/2022, 1M S + 3.00% (0.50% Floor), Maturity Date 4/27/2027 | |||||
Schedule Of Investments [Line Items] | |||||
Investment, Issuer Name [Extensible Enumeration] | Klein Hersh L L C [Member] | ||||
One Month S O F R Investment Interest Rate | [1],[2],[3],[4],[5],[6] | 3% | |||
Investment, Interest Rate, Floor | [1],[2],[3],[4],[5],[6] | 0.50% | |||
Initial Acquisition Date | [1],[2],[3],[4],[5] | Jun. 22, 2022 | |||
Maturity Date | [1],[2],[3],[4],[5] | Apr. 27, 2027 | |||
Principal Amount/ Shares | [1],[2],[3],[4],[5] | $ 429,244 | |||
Amortized Cost | [1],[2],[3],[4],[5] | 380,077 | |||
Fair Value | [1],[2],[3],[4],[5] | $ 409,928 | |||
Percentage of Net Assets | [1],[2],[3],[4],[5] | 0.80% | |||
Investment, Identifier [Axis]: First Lien Term Loan Professional Services & Work Genius Holdings, Inc., Initial Acquisition Date 6/13/2022, 3M S + 7.00% (1.00% Floor), Maturity Date 6/6/2027 | |||||
Schedule Of Investments [Line Items] | |||||
Investment, Issuer Name [Extensible Enumeration] | Work Genius Holdings Inc [Member] | ||||
Three Month S O F R Investment Interest Rate | [1],[2],[3],[4],[5],[6] | 7% | |||
Investment, Interest Rate, Floor | [1],[2],[3],[4],[5],[6] | 1% | |||
Initial Acquisition Date | [1],[2],[3],[4],[5] | Jun. 13, 2022 | |||
Maturity Date | [1],[2],[3],[4],[5] | Jun. 07, 2027 | |||
Principal Amount/ Shares | [1],[2],[3],[4],[5] | $ 2,978,077 | |||
Amortized Cost | [1],[2],[3],[4],[5] | 2,953,269 | |||
Fair Value | [1],[2],[3],[4],[5] | $ 2,978,077 | |||
Percentage of Net Assets | [1],[2],[3],[4],[5] | 6% | |||
Investment, Identifier [Axis]: First Lien Term Loan Professional Services & WorkGenius Inc., Initial Acquisition Date 6/10/2022, 3M S + 7.00% (1.00% Floor), Maturity Date 6/7/2027 | |||||
Schedule Of Investments [Line Items] | |||||
Three Month S O F R Investment Interest Rate | [7],[8],[9] | 7% | |||
Investment, Interest Rate, Floor | [7],[8],[9] | 1% | |||
Initial Acquisition Date | [7],[8],[9] | Jun. 10, 2022 | |||
Maturity Date | [7],[8],[9] | Jun. 07, 2027 | |||
Principal Amount/ Shares | [7],[8],[9] | $ 3,000,000 | |||
Amortized Cost | [7],[8],[9] | 2,970,384 | |||
Fair Value | [7],[8],[9] | $ 2,970,000 | |||
Percentage of Net Assets | [7],[8],[9] | 12% | |||
Investment, Identifier [Axis]: First Lien Term Loan Software & Sandvine Corporation, Initial Acquisition Date 1/27/2023, 3ML + 4.50% (0.00% Floor), Maturity Date 11/28/2025 | |||||
Schedule Of Investments [Line Items] | |||||
Investment, Issuer Name [Extensible Enumeration] | Sandvine Corporation Member | ||||
Three Month Libor Investment Interest Rate | [1],[2],[3],[4],[5],[6] | 4.50% | |||
Investment, Interest Rate, Floor | [1],[2],[3],[4],[5],[6] | 0% | |||
Initial Acquisition Date | [1],[2],[3],[4],[5] | Jan. 27, 2023 | |||
Maturity Date | [1],[2],[3],[4],[5] | Nov. 28, 2025 | |||
Principal Amount/ Shares | [1],[2],[3],[4],[5] | $ 3,000,000 | |||
Amortized Cost | [1],[2],[3],[4],[5] | 2,869,959 | |||
Fair Value | [1],[2],[3],[4],[5] | $ 2,865,000 | |||
Percentage of Net Assets | [1],[2],[3],[4],[5] | 5.80% | |||
Investment, Identifier [Axis]: First Lien Term Loan Trading Companies & Distributors & Empire Office Inc., Initial Acquisition Date 8/17/2022, 1ML + 6.50% (1.50% Floor), Maturity Date 4/12/2024 | |||||
Schedule Of Investments [Line Items] | |||||
Investment, Issuer Name [Extensible Enumeration] | Empire Office Inc [Member] | ||||
One Month Libor Investment Interest Rate | [1],[2],[3],[4],[5],[6] | 6.75% | |||
Investment, Interest Rate, Floor | [1],[2],[3],[4],[5],[6] | 1.50% | |||
Initial Acquisition Date | [1],[2],[3],[4],[5] | Aug. 17, 2022 | |||
Maturity Date | [1],[2],[3],[4],[5] | Apr. 12, 2024 | |||
Principal Amount/ Shares | [1],[2],[3],[4],[5] | $ 2,881,579 | |||
Amortized Cost | [1],[2],[3],[4],[5] | 2,861,294 | |||
Fair Value | [1],[2],[3],[4],[5] | $ 2,867,171 | |||
Percentage of Net Assets | [1],[2],[3],[4],[5] | 5.80% | |||
Investment, Identifier [Axis]: First Lien Term Loan Trading Companies & Distributors & PVI Holdings, Inc., Initial Acquisition Date 7/29/2022, 6M S + 6.38% (1.00% Floor), Maturity Date 7/18/2027 | |||||
Schedule Of Investments [Line Items] | |||||
Investment, Issuer Name [Extensible Enumeration] | P V I Holdings Inc [Member] | ||||
Six Month S O F R Investment Interest Rate | [1],[2],[3],[4],[5],[6],[12] | 5.84% | |||
Investment, Interest Rate, Floor | [1],[2],[3],[4],[5],[6],[12] | 1% | |||
Initial Acquisition Date | [1],[2],[3],[4],[5],[12] | Jul. 29, 2022 | |||
Maturity Date | [1],[2],[3],[4],[5],[12] | Jul. 18, 2027 | |||
Principal Amount/ Shares | [1],[2],[3],[4],[5],[12] | $ 1,988,913 | |||
Amortized Cost | [1],[2],[3],[4],[5],[12] | 1,971,174 | |||
Fair Value | [1],[2],[3],[4],[5],[12] | $ 1,988,913 | |||
Percentage of Net Assets | [1],[2],[3],[4],[5],[12] | 4% | |||
Investment, Identifier [Axis]: First Lien Term Loan Trading Companies & Distributors & Xenon Arc, Inc., Initial Acquisition Date 7/18/2022, 3M L + 5.25% (1.00% Floor), Maturity Date 12/17/2027 | |||||
Schedule Of Investments [Line Items] | |||||
Investment, Issuer Name [Extensible Enumeration] | Xenon Arc Inc [Member] | ||||
Three Month Libor Investment Interest Rate | [1],[2],[3],[4],[5],[6] | 5.25% | |||
Investment, Interest Rate, Floor | [1],[2],[3],[4],[5],[6] | 0.75% | |||
Initial Acquisition Date | [1],[2],[3],[4],[5] | Jul. 18, 2022 | |||
Maturity Date | [1],[2],[3],[4],[5] | Dec. 17, 2027 | |||
Principal Amount/ Shares | [1],[2],[3],[4],[5] | $ 2,977,387 | |||
Amortized Cost | [1],[2],[3],[4],[5] | 2,932,863 | |||
Fair Value | [1],[2],[3],[4],[5] | $ 2,977,387 | |||
Percentage of Net Assets | [1],[2],[3],[4],[5] | 6% | |||
Investment, Identifier [Axis]: Liabilities in excess of other assets | |||||
Schedule Of Investments [Line Items] | |||||
Fair Value | [1],[2],[3],[4] | $ 7,813,613 | |||
Percentage of Net Assets | [1],[2],[3],[4] | (15.50%) | |||
Investment, Identifier [Axis]: Net Assets | |||||
Schedule Of Investments [Line Items] | |||||
Fair Value | $ 49,679,039 | [1],[2],[3],[4] | $ 24,835,853 | [7],[8],[9] | |
Percentage of Net Assets | 100% | [1],[2],[3],[4] | 100% | [7],[8],[9] | |
Investment, Identifier [Axis]: Other assets in excess of liabilities | |||||
Schedule Of Investments [Line Items] | |||||
Fair Value | [7],[8],[9] | $ 16,609,150 | |||
Percentage of Net Assets | [7],[8],[9] | 66.80% | |||
Investment, Identifier [Axis]: Total First Lien Term Loan | |||||
Schedule Of Investments [Line Items] | |||||
Principal Amount/ Shares | [7],[8],[9] | $ 8,419,299 | |||
Amortized Cost | [7],[8],[9] | 8,227,582 | |||
Fair Value | [7],[8],[9] | $ 8,226,703 | |||
Percentage of Net Assets | [7],[8],[9] | 33.20% | |||
Investment, Identifier [Axis]: Total Investments | |||||
Schedule Of Investments [Line Items] | |||||
Principal Amount/ Shares | [1],[2],[3],[4] | $ 42,864,466 | |||
Amortized Cost | [1],[2],[3],[4] | 41,965,562 | |||
Fair Value | [1],[2],[3],[4] | $ 41,865,426 | |||
Percentage of Net Assets | [1],[2],[3],[4] | 84.50% | |||
Investment, Identifier [Axis]: Total investments | |||||
Schedule Of Investments [Line Items] | |||||
Principal Amount/ Shares | [7],[8],[9] | $ 8,419,299 | |||
Amortized Cost | [7],[8],[9] | 8,227,582 | |||
Fair Value | [7],[8],[9] | $ 8,226,703 | |||
Percentage of Net Assets | [7],[8],[9] | 33.20% | |||
[1] All investments are non-controlled/non-affiliated investments as defined by the Investment Company Act of 1940, as amended (the “1940 Act”). The 1940 Act classifies investments based on the level of control that the Company maintains in a particular portfolio company. As defined in the 1940 Act, a company is generally presumed to be “non-controlled” when the Company owns 25 % or less of the portfolio company’s voting securities and “controlled” when the Company owns more than 25 % of the portfolio company’s voting securities. The 1940 Act also classifies investments further based on the level of ownership that the Company maintains in a particular portfolio company. As defined in the 1940 Act, a company is generally deemed as “non-affiliated” when the Company owns less than 5 % of a portfolio company’s voting securities and “affiliated” when the Company owns 5 % or more of a portfolio company’s voting securities. All investments are qualifying asset under Section 55(a) of the 1940 Act, unless otherwise indicated. The Company may not acquire any non-qualifying asset unless, at the time of acquisition, qualifying assets represent at least 70 % of the Company’s total assets. All investments were valued at fair value using Level 3 significant unobservable inputs as determined in good faith by the Company’s board of directors. The Company’s investments are generally acquired in private transactions exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”). Unless otherwise indicated, all of the Company’s portfolio company investments are subject to restrictions on sales. As of March 31, 2023, the Company’s portfolio company investments that were subject to restrictions on sales totaled $ 41,865,426 at fair value and represented 84.5 % of the Company’s net assets. A portion or all is held by the Company indirectly through Investcorp US Institutional Private Credit SPV LLC and pledged as collateral for the revolving credit facility held through Capital One, N.A. Interest rates as of March 31, 2023: 1M L - 1 month London Interbank Offered Rate ( 4.86 % as of March 31, 2023) 3M L - 3 month London Interbank Offered Rate ( 5.19 % as of March 31, 2023) 6M L - 6 month London Interbank Offered Rate ( 5.31 % as of March 31, 2023) 1M S - 1 month Secured Overnight Financing Rate ( 4.80 % as of March 31, 2023) 3M S - 3 month Secured Overnight Financing Rate ( 4.91 % as of March 31, 2023) 6M S - 6 month Secured Overnight Financing Rate ( 4.90 % as of March 31, 2023) All investments are non-controlled/non-affiliated investments as defined by the Investment Company Act of 1940, as amended (the “1940 Act”). The 1940 Act classifies investments based on the level of control that the Company maintains in a particular portfolio company. As defined in the 1940 Act, a company is generally presumed to be “non-controlled” when the Company owns 25 % or less of the portfolio company’s voting securities and “controlled” when the Company owns more than 25 % of the portfolio company’s voting securities. The 1940 Act also classifies investments further based on the level of ownership that the Company maintains in a particular portfolio company. As defined in the 1940 Act, a company is generally deemed as “non-affiliated” when the Company owns less than 5 % of a portfolio company’s voting securities and “affiliated” when the Company owns 5 % or more of a portfolio company’s voting securities. All investments were valued at fair value using Level 3 significant unobservable inputs as determined in good faith by the Company’s board of directors. 1M L - 1 month London Interbank Offered Rate ( 1.79 % as of June 30, 2022) 6M L - 6 month London Interbank Offered Rate ( 2.94 % as of June 30, 2022) 3M S - 3 month Secured Overnight Financing Rate ( 2.12 % as of June 30, 2022) The Company’s investments are generally acquired in private transactions exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”). Unless otherwise indicated, all of the Company’s portfolio company investments are subject to restrictions on sales. As of June 30, 2022, the Company’s portfolio company investments that were subject to restrictions on sales totaled $ 8,226,703 at fair value and represented 33.2 % of the Company’s net assets. The Company has entered into an intercreditor agreement that entitles the Company to the “last out” tranche of the first lien secured loans, whereby the “first out” tranche will receive priority as to the “last out” tranche with respect to payments of principal, interest, and any other amounts due thereunder. Therefore, the Company receives a higher interest rate than the contractual stated interest rate of SOFR plus 6.25 % (Floor 1.00 %) per the credit agreement and the Consolidated Schedule of Investments above reflects such higher rate. Principal amount includes capitalized payment-in-kind ("PIK") interest unless otherwise noted. The Company has entered into an intercreditor agreement that entitles the Company to the “last out” tranche of the first lien secured loans, whereby the “first out” tranche will receive priority as to the “last out” tranche with respect to payments of principal, interest, and any other amounts due thereunder. Therefore, the Company receives a higher interest rate than the contractual stated interest rate of SOFR plus 5.75 % (Floor 1.00 %) per the credit agreement and the Consolidated Schedule of Investments above reflects such higher rate. |
Consolidated Schedule of Inve_2
Consolidated Schedule of Investments (Unaudited) (Parenthetical) - USD ($) | Mar. 31, 2023 | Jun. 30, 2022 |
Schedule Of Investments [Line Items] | ||
Fair Value | $ 41,865,426 | $ 8,226,703 |
Percentage of Net Assets | 100% | 100% |
One Month L I B O R | LIBOR [Member] | ||
Schedule Of Investments [Line Items] | ||
Investment percentage | (4.86%) | 1.79% |
Three Month L I B O R | LIBOR [Member] | ||
Schedule Of Investments [Line Items] | ||
Investment percentage | 5.19% | |
Six Month L I B O R | LIBOR [Member] | ||
Schedule Of Investments [Line Items] | ||
Investment percentage | 5.31% | 2.94% |
One Month SOFR | SOFR [Member] | ||
Schedule Of Investments [Line Items] | ||
Investment percentage | 4.80% | |
Three Month SOFR | SOFR [Member] | ||
Schedule Of Investments [Line Items] | ||
Investment percentage | 4.91% | 2.12% |
Six Month SOFR | SOFR [Member] | ||
Schedule Of Investments [Line Items] | ||
Investment percentage | 4.90% | |
Qualifying Assets [Member] | ||
Schedule Of Investments [Line Items] | ||
Percentage of Net Assets | 70% | |
Professional Services [Member] | Tranche One | SOFR [Member] | ||
Schedule Of Investments [Line Items] | ||
Debt instrument, interest rate, higher than stated percentage | 5.75% | |
Professional Services [Member] | Tranche Two | SOFR [Member] | ||
Schedule Of Investments [Line Items] | ||
Debt instrument, interest rate, higher than stated percentage | 6.25% | |
Professional Services [Member] | Interest Rate Floor [Member] | Tranche One | ||
Schedule Of Investments [Line Items] | ||
Debt instrument, interest rate, higher than stated percentage | 1% | |
Professional Services [Member] | Interest Rate Floor [Member] | Tranche Two | ||
Schedule Of Investments [Line Items] | ||
Debt instrument, interest rate, higher than stated percentage | 1% | |
Portfolio [Member] | Investment [Member] | ||
Schedule Of Investments [Line Items] | ||
Fair Value | $ 41,865,426 | $ 8,226,703 |
Percentage of Net Assets | 84.50% | 33.20% |
Portfolio [Member] | Affiliated Entity | Minimum [Member] | ||
Schedule Of Investments [Line Items] | ||
Percentage of voting interests acquired in portfolio | 5% | 5% |
Portfolio [Member] | Non-Controlled | Maximum [Member] | ||
Schedule Of Investments [Line Items] | ||
Percentage of voting interests acquired in portfolio | 25% | 25% |
Portfolio [Member] | Controlled | Minimum [Member] | ||
Schedule Of Investments [Line Items] | ||
Percentage of voting interests acquired in portfolio | 25% | 25% |
Portfolio [Member] | Non-Affiliated | Maximum [Member] | ||
Schedule Of Investments [Line Items] | ||
Percentage of voting interests acquired in portfolio | 5% | 5% |
Organization
Organization | 9 Months Ended |
Mar. 31, 2023 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization | Note 1. Organization Investcorp US Institutional Private Credit Fund (the “Company”), a Delaware statutory trust that commenced investment operations on May 26, 2022, is a closed-end, externally managed, non-diversified management investment company that has elected to be regulated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”), and has elected to be treated as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code (the “Code”) for U.S. federal income tax purposes. The Company is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification (“ASC”) Topic 946 Financial Services – Investment Companies. The Company has engaged CM Investment Partners LLC (the “Adviser”) to serve as the investment adviser for the Company, and in such capacity, provide investment management services for the Company. The Company has engaged the Adviser as the administrator of the Company to provide certain administrative services to the Company. Pursuant to the Investment Advisory Agreement between the Company and the Adviser (“Investment Advisory Agreement”), the Adviser provides services, including but not limited to the following: • determining the composition of the Company’s portfolio, the nature and timing of the changes to the Company’s portfolio and the manner of implementing such changes; • identifying, evaluating and negotiating the structure of the investments the Company makes; • executing, closing, servicing and monitoring the investments the Company makes; • determining the securities and other assets that the Company will purchase, retain or sell; • performing due diligence on prospective portfolio companies; and • providing the Company with such other investment advisory, research and related services as the Company may, from time to time, reasonably require for the investment of its funds. The Company’s investment objective is to generate current income and capital appreciation by targeting investment opportunities with favorable risk-adjusted returns. The Company invests primarily in the debt of U.S. middle-market companies (typically those with $ 15.0 million to $ 75.0 million of earnings before interest, taxes, depreciation and amortization (“EBITDA”)) through first lien, unitranche, second lien, and unsecured debt financing, often with corresponding equity of portfolio companies through warrants. The Company expects that such equity investments will make up less than 1% of the Company’s total assets (measured at the time of investment). On May 26, 2022, Investcorp Funding Limited, an affiliate of the Adviser, purchased 1,250,000 common shares of beneficial interest (“Shares”) of the Company at $ 20.00 per Share. On January 18, 2023, the Company completed a closing of capital commitments (the “Initial Closing”) in its first private offering of Shares to an investor (the “Initial Private Offering”) in reliance on exemptions from the registration requirements of the Securities Act, and other applicable securities laws. In connection with the Initial Closing, the Company issued 1,267,659 Shares to a shareholder for an aggregate purchase price of $ 25,353,180 . On March 31, 2023, the only two shareholders of the Company were Investcorp US Private Credit Feeder LP (the “Feeder”) and Investcorp Investment Holdings Limited who held 2,517,659 and 5,000 shares, respectively. As a BDC, the Company is required to comply with certain regulatory requirements. For instance, as a BDC, the Company must not acquire any assets other than “qualifying assets,” as defined in Section 55(a) of the 1940 Act unless, at the time the acquisition is made, at least 70 % of total assets are qualifying assets. Qualifying assets generally include investments in “eligible portfolio companies,” which, under the 1940 Act, are generally defined as any issuer that (1) is organized under the laws of, and has its principal place of business, in the United States; (2) is not an investment company (other than a small business investment company wholly-owned by the BDC) or a company that would be an investment company but for certain exclusions under the 1940 Act; and (3) either does not have any class of securities listed on a national securities exchange or has any class of securities listed on a national securities exchange with less than a $ 250 million market capitalization. Investcorp US Institutional Private Credit SPV LLC is a wholly owned subsidiary of the Company that was formed as a Delaware limited liability company for the purpose of entering into the senior secured revolving credit facility (the “Capital One Revolving Financing Agreement”) with Capital One, N.A. (“Capital One”). Investcorp US Institutional Private Credit SPV LLC is consolidated in the Company’s consolidated financial statements commencing from the date of its formation. |
Significant Accounting Policies
Significant Accounting Policies | 9 Months Ended |
Mar. 31, 2023 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Note 2. Significant Accounting Policies The following is a summary of significant accounting policies followed by the Company. a. Basis of Presentation The accompanying consolidated financial statements are prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information and pursuant to the requirements for reporting on Form 10-Q and Articles 6, 10 and 12 of Regulation S-X. Accordingly, certain disclosures accompanying audited financial statements prepared in accordance with U.S. GAAP are omitted. The unaudited financial statements and notes should be read in conjunction with the audited financial statements and notes thereto for the period from May 26, 2022 (inception) to June 30, 2022 included in the Company's Pre-Effective Amendment No. 1 to its Registration Statement on Form 10. All values are stated in U.S. dollars, unless noted otherwise. The financial statements reflect all adjustments that are, in the opinion of management, necessary for a fair presentation of the results for the periods included herein as required by U.S. GAAP. These adjustments are normal and recurring in nature. The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the fair value of investments and other amounts reported in the consolidated financial statements and accompanying notes. Management believes that the estimates utilized in preparing the Company’s consolidated financial statements are reasonable and prudent. Actual results could differ materially from these estimates. All material inter-company balances and transactions have been eliminated. As permitted under Regulation S-X and ASC Topic 946, the Company will generally not consolidate its investment in a portfolio company other than an investment company subsidiary or a controlled operating company whose business consists of providing all or substantially all of its services to the Company. Accordingly, the Company consolidates the results of the Company’s wholly-owned subsidiary, Investcorp US Institutional Private Credit SPV LLC, which is a special purpose vehicle used to finance certain investments in its consolidated financial statements. The effects of all material intercompany balances and transactions have been eliminated in consolidation. b. Revenue Recognition Our revenue recognition policies are as follows: Net realized gains (losses) on investments: Gains or losses on the sale of investments are calculated using the specific identification method. Interest Income: Interest income, adjusted for amortization of premium and accretion of discount, is recorded on the accrual basis. Origination, closing, commitment, and amendment fees, purchase and original issue discounts (“OID”) associated with loans to portfolio companies are accreted into interest income over the respective terms of the applicable loans. Accretion of discounts or premiums is calculated by the effective interest or straight-line method, which approximates the effective interest method as of the purchase date and adjusted only for material amendments or prepayments. Upon the prepayment of a loan or debt security, any prepayment penalties and unamortized fees and discounts are recorded as interest income and are non-recurring in nature. Structuring fees and similar fees are recognized as income as earned, usually when received. Structuring fees, excess deal deposits, net profits interests and overriding royalty interests are included in other fee income. We may hold debt investments in our portfolio that contain a payment-in-kind (“PIK”) interest provision. The PIK interest, which represents contractually deferred interest added to the investment balance that is generally due at maturity, is recorded on the accrual basis to the extent such amounts are expected to be collected. Non-accrual: Loans are placed on non-accrual status when principal or interest payments are past due 90 days or more or when there is reasonable doubt that principal or interest will be collected. Accrued 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 about ultimate collectability of principal. Non-accrual loans are restored to accrual status when past due principal and interest is paid and, in management’s judgment, are likely to remain current. PIK interest is not accrued if we do not expect the issuer to be able to pay all principal and interest when due. As of March 31, 2023, we had no investments on non-accrual status or on partial non-accrual status. c. Paid In Capital The Company records the proceeds from the sale of its common shares of beneficial interest to common shares of beneficial interest and paid-in-capital in excess of par value, net of commissions and marketing support fees. d. Net Increase in Net Assets Resulting from Operations per Share The net increase in net assets resulting from operations per share is calculated based upon the weighted average number of shares of beneficial interest outstanding during the reporting period. e. Distributions Dividends and distributions to common shareholders are recorded on the ex-dividend date. The amount to be paid out as a dividend or distribution is determined by the Company’s board of trustees (the “Board”) each quarter and is generally based upon the earnings estimated by management. Net realized capital gains, if any, are generally distributed annually, although the Company may decide to retain such capital gains for investment. f. Cash and Restricted Cash Cash and restricted cash consist of bank demand deposits. The Company deposits its cash in a financial institution and, at times, such balance may be in excess of the Federal Deposit Insurance Corporation insurance limits. All of the Company’s cash deposits are held at what management believes to be large established high credit quality financial institutions and management believes that the risk of loss associated with any uninsured balances is remote. The Company has restrictions on the uses of the cash held by Investcorp US Institutional Private Credit SPV LLC based on the terms of the Capital One Revolving Financing Agreement. For more information on the Company’s financing arrangements and borrowings, see Note 5. g. Deferred Offering Costs Deferred offering costs consist of fees and expenses incurred in connection with the offer and sale of the Company’s common shares of beneficial interest, including legal, accounting, printing fees, and other related expenses, as well as costs incurred in connection with the filing of a registration statement. These costs are capitalized when incurred and recognized as a reduction of offering proceeds when the offering is completed. h. Investment Transactions and Expenses Purchases of loans, including revolving credit agreements, are recorded on a fully committed basis until the funded and unfunded portions are known or estimable, which in many cases may not be until settlement. Expenses are accrued as incurred. Organizational expenses consist principally of legal and accounting fees incurred in connection with the organization of the Company and have been expensed as incurred. Offering costs are charged to paid-in capital upon sale of shares. i. Investment Valuation The Company applies fair value accounting to all of its financial instruments in accordance with ASC Topic 820—Fair Value Measurements and Disclosures (“ASC 820”) and Rule 2a-5 under the 1940 Act. ASC 820 defines fair value, establishes a framework used to measure fair value and requires disclosures for fair value measurements. In accordance with ASC 820, the Company has categorized its investments and financial instruments carried at fair value, based on the priority of the valuation technique, into a three-level fair value hierarchy as discussed in Note 4. Fair value is a market-based measure considered from the perspective of the market participant who holds the financial instrument rather than an entity specific measure. Therefore, when market assumptions are not readily available, the Company’s own assumptions are set to reflect those that management believes market participants would use in pricing the financial instrument at the measurement date. Fair value is defined as the price that would be received upon a sale of an asset in an orderly transaction between market participants at the measurement date. Market participants are buyers and sellers in the principal (or most advantageous) market for the asset that (a) are independent of us, (b) are knowledgeable, having a reasonable understanding about the asset based on all available information (including information that might be obtained through due diligence efforts that are usual and customary), (c) are able to transact for the asset, and (d) are willing to transact for the asset or liability (that is, they are motivated but not forced or otherwise compelled to do so). Securities that are traded on securities exchanges (including such securities traded in the after-hours market) are valued on the basis of the closing price on the valuation date (if such prices are available). Securities that are traded on more than one securities exchange are valued at the closing price on the primary securities exchange on which such securities are traded on the valuation date (or if reported on the consolidated tape, then their last sales price on the consolidated tape). Listed options for which the last sales price falls between the last “bid” and “ask” prices for such options, are valued at their last sales price on the date of the valuation on the primary securities exchange on which such options are traded. Options for which the last sales price on the valuation date does not fall between the last “bid” and “ask” prices are valued at the average of the last “bid” and “ask” prices for such options on that date. To the extent these securities are actively traded, and valuation adjustments are not applied, they are categorized in Level 1 of the fair value hierarchy. The Company did not hold any Level 1 investments as of March 31, 2023. Investments that are not traded on securities exchanges but are traded on the over-the-counter (“OTC”) markets (such as term loans, notes and warrants) are valued using various techniques, which may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (when observable) and fundamental data relating to the issuer. These investments are categorized in Level 2 of the fair value hierarchy, or in instances when lower relative weight is placed on transaction prices, quotations, or similar observable inputs, they are categorized in Level 3. Investments for which market quotations are not readily available or may be considered unreliable are fair valued by the Board of the Company, in good faith, using a method determined to be appropriate in the given circumstances and in accordance with Rule 2a-5 under the 1940 Act. Those investments for which market quotations are not readily available or for which market quotations are deemed not to represent fair value are valued utilizing a market approach, an income approach, or both approaches, as appropriate, in addition to an asset approach. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities (including a business). The income approach uses valuation techniques to convert future amounts (for example, cash flows or earnings) to a single present amount (discounted). The measurement is based on the value indicated by current market expectations about those future amounts. In following these approaches, the types of factors that we may take into account in determining the fair value of our investments include, as relevant and among other factors: available current market data, including relevant and applicable market trading and transaction comparables, applicable market yields and multiples, security covenants, call protection provisions, information rights, the nature and realizable value of any collateral, the portfolio company’s ability to make payments, its earnings and discounted cash flows, the markets in which the portfolio company does business, comparisons of financial ratios of peer companies that are public, merger and acquisition comparables, our principal market (as the reporting entity) and enterprise values. The asset approach uses estimates of the cost to replace an asset’s service capacity. Observable inputs used in these approaches may include, but are not limited to, interest rate yield curves, credit spreads, recovery rates, comparable company transactions, trading multiples, and volatilities. Unobservable inputs used in these approaches may include, but are not limited to, illiquidity discount, PIK discount, yield, broker quotes, implied volatility, recent funding and intrinsic value. The Board will typically make changes in the valuation method as changes in the underlying company dictates, such as moving from the asset approach to market approach when underlying conditions change at the company. Because of the inherent uncertainty of valuation in these circumstances, the estimated fair values for the aforementioned investments may differ significantly from values that would have been used had a ready and liquid market for such investments existed or from the amounts that might ultimately be realized, and such differences could be material. At March 31, 2023, investments fair valued in good faith based on management developed models represented approximately 100% of all the Company’s investments. The Adviser seeks to ensure that the Company’s valuation policies and procedures, as approved by the Company’s Board, are consistently applied across all investments of the Company. The valuation process for Level 3 investments is completed on a quarterly basis and is designed to subject the valuation of Level 3 investments to an appropriate level of consistency, oversight and review. The valuation process begins with each portfolio company or investment being initially valued by the investment professionals of the Adviser responsible for the portfolio investment. The investment professionals prepare the preliminary valuations based on their evaluation of financial and operating data, company-specific developments, market valuations of comparable securities from the same company or that of comparable companies as well as any other relevant factors including recent purchases and sales that may have occurred preceding quarter-end. Valuation models are typically calibrated upon initial funding, and are re-calibrated as necessary upon subsequent material events (including, but not limited to additional financing activity, changes in comparable companies, and recent trades). The preliminary valuation conclusions are then documented and discussed with senior management of the Adviser. On a periodic basis and at least once annually, independent valuation firm(s) engaged by the Board conduct independent appraisals and review the Adviser’s preliminary valuations and make their own independent assessment. The Audit Committee of the Company’s Board (the “Audit Committee”) then reviews the preliminary valuations of the Adviser and that of the independent valuation firms. The Audit Committee discusses the valuations and makes a recommendation to the Company’s Board regarding the fair value of each investment in good faith based on the input of the Adviser and the independent valuation firm(s). Upon recommendation by the Audit Committee and a review of the valuation materials of the Adviser and the third-party independent valuation firm(s), the Board determines, in good faith, the fair value of each investment. For more information on the classification of the Company’s investments by major categories, see Note 4. The fair value of the Company’s assets and liabilities that qualify as financial instruments under U.S. GAAP approximates the carrying amounts presented in the Unaudited Consolidated Statements of Assets and Liabilities. j. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the fair value of investments and other amounts reported in the financial statements and accompanying notes. Management believes that the estimates utilized in preparing the Company’s financial statements are reasonable and prudent. Actual results could differ materially from these estimates. k. Income Taxes The Company has elected to be treated as a RIC under the Code beginning with the taxable year ending June 30, 2023. To qualify for tax treatment as a RIC, among other things, the Company is required to timely distribute to its shareholders at least 90 % of investment company taxable income, as defined by the Code, for each year. So long as the Company maintains its status as a RIC, it generally will not pay corporate-level U.S. federal income taxes on any ordinary income or capital gains that it distributes at least annually to its shareholders as dividends. Rather, any tax liability related to income earned by the Company represents obligations of the Company’s investors and will not be reflected in the financial statements of the Company. As a RIC, the Company will be subject to a 4 % U.S. federal excise tax on undistributed earnings unless it distributes each calendar year the sum of (i) 98 % of its ordinary income for such calendar year (ii) 98.2 % of its net capital gains for the one-year period ending October 31 in that calendar year (iii) any income recognized, but not distributed, in preceding years and on which the Company paid no U.S. federal income tax (the “Excise Tax Avoidance Requirement”). For this purpose, however, any net ordinary income or capital gain net income retained by us that is subject to corporate income tax for the tax year ending in that calendar year will be considered to have been distributed by year end (or earlier if estimated taxes are paid). The Company, at its discretion, may choose not to distribute all of its taxable income for the calendar year and pay a non-deductible 4% excise tax on this income. If the Company chooses to do so, all other things being equal, this would increase expenses and reduce the amount available to be distributed to shareholders. To the extent that the Company determines that its estimated current year annual taxable income will be in excess of estimated current year dividend distributions from such taxable income, the Company accrues excise taxes on estimated excess taxable income as taxable income is earned. For the three and nine months ended March 31, 2023, the Company did no t incur any U.S. federal excise tax. U.S. GAAP requires the evaluation of tax positions taken or expected to be taken in the course of preparing the Company’s tax returns to determine whether the tax positions are “more-likely-than-not” of being sustained by the applicable tax authority. Tax positions not deemed to meet a more-likely-than-not threshold would be recorded as a tax expense in the current year. The Company’s policy is to recognize accrued interest and penalties associated with uncertain tax positions as part of the tax provision. The Company has analyzed such tax positions and has concluded that no unrecognized tax benefits should be recorded for uncertain tax positions for tax years that may be open for the period ended June 30, 2022. This conclusion may be subject to review and adjustment at a later date based on factors, including but not limited to, ongoing analysis and changes to laws, regulations, and interpretations thereof. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 9 Months Ended |
Mar. 31, 2023 | |
Accounting Standards Update and Change in Accounting Principle [Abstract] | |
Recent Accounting Pronouncements | Note 3. Recent Accounting Pronouncements From time to time, new accounting pronouncements are issued by the FASB or other standards setting bodies that are adopted by the Company as of the specified effective date. The Company believes that the impact of recently issued standards that are not yet effective will not have a material impact on its financial statements upon adoption. |
Investments
Investments | 9 Months Ended |
Mar. 31, 2023 | |
Investments Debt And Equity Securities [Abstract] | |
Investments | Note 4. Investments The Company uses the net proceeds from private placements to invest in portfolio companies in accordance with the Company’s investment objective and strategies and for general corporate purposes. The Company’s investments will be primarily in middle-market companies that have annual revenues of at least $ 50 million and EBITDA of at least $ 15 million through first lien, unitranche, second lien, and unsecured debt financing, often with corresponding equity of portfolio companies through warrants. The Company expects that such equity investments will make up less than 1 % of the Company’s total assets (measured at the time of investment). a. Certain Risk Factors In the ordinary course of business, the Company manages a variety of risks including market risk, liquidity risk and credit risk. The Company identifies, measures and monitors risk through various control mechanisms, including trading limits and diversifying exposures and activities across a variety of instruments, markets and counterparties. Market risk is the risk of potential adverse changes to the value of financial instruments because of changes in market conditions, including as a result of changes in the credit quality of a particular issuer, credit spreads, interest rates, and other movements and volatility in security prices or commodities. In particular, the Company may invest in issuers that are experiencing or have experienced financial or business difficulties (including difficulties resulting from the initiation or prospect of significant litigation or bankruptcy proceedings), which involves significant risks. The Company manages its exposure to market risk through the use of risk management strategies and various analytical monitoring techniques. With respect to liquidity risk, the Company’s assets may, at any time, include securities and other financial instruments or obligations that are illiquid or thinly traded, making the purchase or sale of such securities and financial instruments at desired prices or in desired quantities difficult. Furthermore, the sale of any such investments may be possible only at substantial discounts, and it may be extremely difficult to value any such investments accurately. Credit risk is the potential loss the Company may incur from a failure of an issuer to make payments according to the terms of a contract. The Company is subject to credit risk because of its strategy of investing in the debt of leveraged companies. The Company’s exposure to credit risk on its investments is limited to the fair value of the investments. b. Investments Investment purchases, sales and principal payments/paydowns are summarized below for the three and nine months ended March 31, 2023. These purchase and sale amounts exclude derivative instruments as well as non-cash restructurings. Three months Nine months Investment purchases, at cost (including PIK interest) $ 10,100,646 $ 37,179,466 Investment sales and repayments 3,237,282 3,564,133 The composition of the Company’s investments as of March 31, 2023 as a percentage of the total portfolio, at amortized cost and fair value are as follows: Investment at Percentage Investments at Percentage Senior Secured First Lien Debt Investments $ 41,765,562 99.52 % $ 41,637,091 99.45 % Equity, Warrants and Other Investments 200,000 0.48 228,335 0.55 Total $ 41,965,562 100.00 % $ 41,865,426 100.00 % The composition of the Company’s investments as of June 30, 2022 as a percentage of the total portfolio, at amortized cost and fair value are as follows: Investment at Percentage Investments at Percentage Senior Secured First Lien Debt Investments $ 8,227,582 100.00 % $ 8,226,703 100.00 % Total $ 8,227,582 100.00 % $ 8,226,703 100.00 % The following table shows the portfolio composition by industry grouping at fair value at March 31, 2023: Industry Classification Investments at Percentage of Trading Companies & Distributors $ 7,833,471 18.71 % IT Services 7,374,886 17.63 Professional Services 6,406,211 15.30 Machinery 4,338,826 10.36 Commercial Services & Supplies 3,395,000 8.11 Diversified Consumer Services 2,969,962 7.09 Software 2,865,000 6.84 Entertainment 2,500,000 5.97 Consumer Staples Distribution & Retail 2,411,695 5.76 Hotels, Restaurants, and Leisure 1,770,375 4.23 Total $ 41,865,426 100.00 % The following table shows the portfolio composition by industry grouping at fair value at June 30, 2022: Industry Classification Investments at Percentage of Professional Services $ 3,384,481 41.14 % IT Services 2,906,447 35.33 Chemicals 1,935,775 23.53 Total $ 8,226,703 100.00 % The following table shows the portfolio composition by geographic grouping at fair value at March 31, 2023: Geographic Region Investments at Percentage of U.S. Northeast $ 16,130,062 38.53 % U.S. West 10,129,419 24.20 U.S. Midwest 5,886,031 14.06 U.S. Southwest 4,866,001 11.62 U.S. Southeast 1,988,913 4.75 International 2,865,000 6.84 Total $ 41,865,426 100.00 % The following table shows the portfolio composition by geographic grouping at fair value at June 30, 2022: Geographic Region Investments at Percentage of U.S. Northeast $ 8,226,703 100.00 % Total $ 8,226,703 100.00 % c. Fair Value Measurements ASC 820 defines fair value as the price that would be received to sell an asset, or paid to transfer a liability, in an orderly transaction between market participants at the measurement date. ASC 820 also establishes a framework for measuring fair value and a valuation hierarchy that prioritizes the inputs used in the valuation of an asset or liability based upon their transparency. The valuation hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). Classification within the hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The Company’s assets and liabilities measured at fair value have been classified in the following three categories: Level 1 valuation is based on unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. Level 2 valuation is based on inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, such as (a) quoted prices for similar assets or liabilities in active markets; (b) quoted prices for identical or similar assets or liabilities in markets that are not active, that is, markets in which there are few transactions for the asset or liability, the prices are not current, or price quotations vary substantially either over time or among market makers, or in which little information is released publicly; (c) inputs other than quoted prices that are observable for the asset or liability; or (d) inputs that are derived principally from or corroborated by observable market data by correlation or other means. Level 3 valuation is based on unobservable inputs for the asset or liability. Unobservable inputs are used to measure fair value to the extent that observable inputs are not available, thereby allowing for situations in which there is little, if any, market activity for the asset or liability at the measurement date. However, the fair value measurement objective remains the same, that is, an exit price from the perspective of a market participant that holds the asset or owes the liability. Therefore, unobservable inputs reflect the Company’s own assumptions about the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk. Unobservable inputs are developed based on the best information available under the circumstances, which might include the Company’s own data. The Company’s own data used to develop unobservable inputs is adjusted if information is reasonably available without undue cost and effort that indicates that market participants would use different assumptions. The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of the market and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3. Estimates of fair value for cash and restricted cash are measured using observable, quoted market prices, or Level 1 inputs. All other fair value significant estimates are measured using unobservable inputs, or Level 3 inputs. The following table summarizes the classifications within the fair value hierarchy of the Company’s assets and liabilities measured at fair value as of March 31, 2023: Level 1 Level 2 Level 3 Total Assets Investments Senior Secured First Lien Debt Investments $ - $ - $ 41,637,091 $ 41,637,091 Equity, Warrants and Other Investments - - 228,335 228,335 Total Investments $ - $ - $ 41,865,426 $ 41,865,426 The following table summarizes the classifications within the fair value hierarchy of the Company’s assets and liabilities measured at fair value as of June 30, 2022: Level 1 Level 2 Level 3 Total Assets Investments Senior Secured First Lien Debt Investments $ - $ - $ 8,226,703 $ 8,226,703 Total Investments $ - $ - $ 8,226,703 $ 8,226,703 The following table provides a reconciliation of the beginning and ending balances for investments that use Level 3 inputs for the nine months ended March 31, 2023: Senior Equity, Total Fair value at June 30, 2022 $ 8,226,703 $ - $ 8,226,703 Purchases (including PIK interest) 36,979,466 200,000 37,179,466 Sales ( 3,564,133 ) - ( 3,564,133 ) Amortization 122,648 - 122,648 Net realized gains (losses) - - - Transfers in - - - Transfers out - - - Net change in unrealized appreciation (depreciation) ( 127,593 ) 28,335 ( 99,258 ) Fair value at March 31, 2023 $ 41,637,091 $ 228,335 $ 41,865,426 Change in unrealized appreciation (depreciation) relating to $ ( 127,593 ) $ 28,335 $ ( 99,258 ) Transfers into Level 3 during or at the end of the reporting period are reported under Level 1 or Level 2 as of the beginning of the period. Transfers out of Level 3 during or at the end of the reporting period are reported under Level 3 as of the beginning of the period. Changes in unrealized gains (losses) relating to Level 3 instruments are included in unrealized appreciation (depreciation) on investments and derivatives on the Statement of Operations. During the nine months ended March 31, 2023, the Company did no t transfer any investments between Levels 1 and 2 and 3. The following tables present the ranges of significant unobservable inputs used to value the Company’s Level 3 investments as of March 31, 2023 and June 30, 2022. These ranges represent the significant unobservable inputs that were used in the valuation of each type of investment. These inputs are not representative of the inputs that could have been used in the valuation of any one investment. For example, the highest PIK discount presented in the table for senior secured notes is appropriate for valuing a specific investment but may not be appropriate for valuing any other investment. Accordingly, the ranges of inputs presented below do not represent uncertainty in, or possible ranges of, fair value measurements of the Company’s Level 3 investments. In addition to the techniques and inputs noted in the table below, according to our valuation policy, we may also use other valuation techniques and methodologies when determining our fair value measurements. The below tables are not intended to be all-inclusive, but rather provide information on the significant unobservable inputs as they relate to the Company’s determination of fair values. Fair Value Valuation Unobservable Weighted Range Senior Secured First Lien $ 29,150,465 Yield Analysis Market Yields 12.2 % 10.3 % - 17.7 % Senior Secured First Lien 2,411,695 Market Comparable EBITDA multiple 7.8x 7.8x Senior Secured First Lien 10,074,931 Recent Transaction Recent Transaction N/A N/A Equity, Warrants, and 228,335 Market Comparable EBITDA multiple 9.7x 5.7x - 11.9x Total $ 41,865,426 Fair Value Valuation Unobservable Weighted Range Senior Secured First Lien $ 8,226,703 Recent Transaction Recent Transaction N/A N/A Total $ 8,226,703 Fair value measurements categorized within Level 3 are sensitive to changes in the assumptions or methodology used to determine fair value and such changes could result in a significant increase or decrease in the fair value. Significant increases in illiquidity discounts, PIK discounts and market yields would result in significantly lower fair value measurements. Significant increases in implied volatility would result in significantly higher fair value measurements. |
Borrowings
Borrowings | 9 Months Ended |
Mar. 31, 2023 | |
Debt Disclosure [Abstract] | |
Borrowings | Note 5. Borrowings On September 9, 2022, we, through Investcorp US Institutional Private Credit SPV LLC, our wholly-owned subsidiary, entered into the 1.5 year, $ 25 million Capital One Revolving Financing Agreement with Capital One, which is secured by collateral consisting primarily of loans in our investment portfolio. On September 29, 2022, we amended the Capital One Revolving Financing Agreement to reduce the size of the Capital One Revolving Financing Agreement to $ 22.5 million. The Capital One Revolving Financing Agreement, which will expire on March 9, 2024 (the “Maturity Date”), features a one-year reinvestment period and a six-month amortization period. Borrowings under the Capital One Revolving Financing Agreement will generally bear interest at a rate per annum equal to SOFR plus 2.65 %, so long as no event of default has occurred (as defined in the Capital One Revolving Financing Agreement). The default interest rate will be equal to the interest rate then in effect plus 2.00 %. The Capital One Revolving Financing Agreement required the payment of an upfront fee of 0.50% of the available borrowings under the Capital One Revolving Financing Agreement at the closing and requires the payment of an unused fee of 0.75% annually for any undrawn amounts of the Capital One Revolving Financing Agreement. Borrowings under the Capital One Revolving Financing Agreement are based on a borrowing base. The Capital One Revolving Financing Agreement generally requires payment of interest and fees on a quarterly basis. All outstanding principal is due on the Maturity Date. The Capital One Revolving Financing Agreement also requires mandatory prepayment of interest and principal upon certain events. As of March 31, 2023 and June 30, 2022, there were no borrowings outstanding and $ 22.5 million was available under the Capital One Revolving Financing Agreement for each respective period. |
Indemnification, Guarantees, Co
Indemnification, Guarantees, Commitments and Contingencies | 9 Months Ended |
Mar. 31, 2023 | |
Commitments And Contingencies Disclosure [Abstract] | |
Indemnification, Guarantees, Commitments and Contingencies | Note 6. Indemnification, Guarantees, Commitments and Contingencies In the normal course of business, the Company enters into contracts which provide a variety of representations and warranties, and that provide general indemnifications. Such contracts include those with certain service providers, brokers and trading counterparties. Any exposure to the Company under these arrangements is unknown as it would involve future claims that may be made against the Company; however, based on the Company’s experience, the risk of loss is remote and no such claims are expected to occur. As such, the Company has not accrued any liability in connection with such indemnifications. Loans purchased by the Company may include revolving credit agreements or other financing commitments obligating the Company to advance additional amounts on demand. As of March 31, 2023, there were no unfunded commitments. The Company’s Board declared the following distributions during the nine months ended March 31, 2023: Declared Ex-Date Record Date Pay Date Amount January 17, 2023 January 16, 2023 January 17, 2023 January 23, 2023 $ 0.665 May 4, 2023 March 30, 2023 March 31, 2023 July 14, 2023 $ 0.170 May 4, 2023 June 29, 2023 June 30, 2023 July 14, 2023 $ 0.440 As of June 30, 2022, there were no unfunded commitments. The following table details the Company’s unfunded commitments to portfolio companies as of March 31, 2023: Investments Unfunded Fair Annual Expiration Amerequip, LLC - Revolver $ 483,871 $ — 0.50 % 8/31/2027 Archer Systems, LLC - Revolver 301,587 — 0.50 % 8/11/2027 Evergreen North America Acquisitions, LLC - Revolver 110,425 — 0.50 % 8/13/2026 Flatworld Intermediate Corporation - Revolver 567,568 — 0.50 % 10/1/2027 NWN Parent Holdings LLC - Revolver 96,953 — 0.50 % 5/7/2026 $ 1,560,404 $ — |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Mar. 31, 2023 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 7. Related Party Transactions Investment Advisory Agreement The Company is party to the Investment Advisory Agreement with the Adviser. Under the Investment Advisory Agreement, the Company pays the Adviser a fee for its services under the Investment Advisory Agreement consisting of two components: a base management fee (the “Management Fee”) and an incentive fee (the “Incentive Fee”). For the three and nine months ended March 31, 2023, $ 68,921 and $ 68,921 , respectively, in Management Fees were earned by the Adviser. The Management Fee is payable quarterly in arrears. The Management Fee is payable at an annual rate of 0.75 % of the average value of the weighted average (based on the number of shares outstanding each day in the quarter) of the Company’s net assets at the end of the two most recently completed calendar quarters. For the Company’s first calendar quarter, the Management Fee is calculated based on the weighted average of the Company’s net assets as of such quarter-end. The Management Fee is payable quarterly in arrears. The Incentive Fee consists of two components that are independent of each other, with the result that one component may be payable even if the other is not. The first part of the Incentive Fee is based on the Company’s income (the “Income Incentive Fee”) and the second part is based on its capital gains (the “Capital Gains Incentive Fee”), each as described below. The Company pays the Adviser an Income Incentive Fee each quarter equal to 12.50 % of the amount by which Pre-Incentive Fee Net Investment Income (as defined below) for the quarter exceeds a hurdle rate of 1.5 % (which is 6.0 % annualized) of the Company’s net assets at the end of the immediately preceding calendar quarter, subject to a “catch-up” provision. The 100 % “catch-up” provision for Pre-Incentive Fee Net Investment Income in excess of the 1.5 % “hurdle rate” is intended to provide the Adviser with an incentive fee of 12.50 % on all Pre-Incentive Fee Net Investment Income when that amount equals 1.7143 % in a calendar quarter ( 6.8571 % annualized), which, in each case, is the rate at which catch-up is achieved. Once the “hurdle rate” is reached and catch-up is achieved, 12.50 % of any Pre-Incentive Fee Net Investment Income in excess of 1.5 % in any calendar quarter is payable to the Adviser. “Pre-Incentive Fee Net Investment Income” means dividends (including reinvested dividends), interest and fee income accrued by the Company during the calendar quarter, minus operating expenses for the calendar quarter (including the Management Fee, expenses payable under the Administration Agreement (as defined below) to the Administrator (as defined below), and any interest expense and dividends paid on any issued and outstanding preferred stock, but excluding the Incentive Fee). Pre-Incentive Fee Net Investment Income includes, in the case of investments with a deferred interest feature (such as OID), debt instruments with PIK interest and zero coupon securities), accrued income that the Company may not have received in cash. The Adviser is not obligated to reimburse the Company for any amount of such incentive fee if the Company incurs losses or does not receive deferred income which was previously accrued. For the three and nine months ended March 31, 2023, the Company incurred no Income-Based Fees. As of March 31, 2023, there was no Income-Based Fees incurred by the Company were generated from deferred interest (i.e. PIK and certain discount accretion) and are not payable until such amounts are received in cash. Any voluntary waivers of the incentive fee in no way implies that the Adviser will agree to waive any incentive fee in any future period. Any portion of the incentive fees waived are not subject to recapture. The second component of the Incentive Fee, the Capital Gains Incentive Fee, will be determined and payable annually in arrears at the end of each calendar year or, in the event of the termination of the Investment Advisory Agreement, the date on which such event occurs. At the end of each calendar year (or termination of the Investment Advisory Agreement), the Company will pay the Adviser a Capital Gains Incentive Fee equal to (A) 12.50 % of the difference, if positive, of the sum of the Company’s aggregate realized capital gains, if any, computed net of the Company’s aggregate realized capital losses, if any, and the Company’s aggregate unrealized capital depreciation, in each case from the Initial Closing. As of March 31, 2023, there was no Capital Gains Fee accrued, earned or payable to the Adviser under the Investment Advisory Agreement. The Investment Advisory Agreement provides that, absent willful misfeasance, bad faith or gross negligence in the performance of the Adviser’s duties or by reason of the reckless disregard of its duties and obligations under the Investment Advisory Agreement, the Adviser and its officers, managers, partners, agents, employees, controlling persons and members, and any other person or entity affiliated with it, are entitled to indemnification from the Company for any damages, liabilities, costs and expenses (including reasonable attorneys’ fees and amounts reasonably paid in settlement) arising from the rendering of the Adviser’s services under the Investment Advisory Agreement or otherwise as the Adviser. Administration Agreement The Adviser in its capacity as administrator (the “Administrator”) provides all administrative services necessary for the Company to operate pursuant to the Administration Agreement between the Company and Administrator (the “Administration Agreement”). The Administration Agreement provides that the Administrator will furnish the Company with office facilities and equipment and will provide the Company with clerical, bookkeeping, recordkeeping and other administrative services at such facilities. Under the Administration Agreement, the Administrator will perform, or oversee the performance of, our required administrative services, which will include being responsible for the financial and other records that the Company is required to maintain and preparing reports to shareholders and reports and other materials filed with the SEC. In addition, the Administrator will assist the Company in determining and publishing its net asset value, oversee the preparation and filing of the Company’s tax returns and the printing and dissemination of reports and other materials to shareholders, and generally oversee the payment of the Company’s expenses and the performance of administrative and professional services rendered to the Company by others. In full consideration of the provision of the services of the Administrator, the Company shall reimburse the Administrator for the costs and expenses incurred by the Administrator in performing its obligations and providing personnel and facilities under the Administration Agreement. To the extent that the Administrator outsources any of its functions under the Administration Agreement, the Company will pay the fees associated with such functions on a direct basis without any incremental profit to the Administrator. While there is no limit on the total amount of expenses the Company may be required to reimburse to the Administrator under the Administration Agreement, the Administrator will only charge the Company for the actual expenses it incurs on the Company’s behalf, or the Company’s allocable portion thereof, without any profit to the Administrator. Under the Administration Agreement, the Administrator will provide managerial assistance on the Company’s behalf to those portfolio companies that have accepted the Company’s offer to provide such assistance. If requested to provide significant managerial assistance to the Company’s portfolio companies, the Administrator will be paid an additional amount based on the services provided, which will not exceed the amount the Company receives from such portfolio companies for providing this assistance. As of March 31, 2023, the Company recorded no accrued expenses or other liabilities for reimbursement of expenses owed to the Adviser under the Administration Agreement. Co-investment Exemptive Relief On July 20, 2021, the SEC issued an order, granting certain of the Company’s affiliates exemptive relief to co-invest, subject to the satisfaction of certain conditions, in certain private placement transactions with other funds managed by the Adviser or its affiliates and any future funds that are advised by the Adviser or its affiliated investment advisers (the “Exemptive Relief”). Under the terms of the Exemptive Relief, in order for the Company to participate in a co-investment transaction a “required majority” (as defined in Section 57(o) of the 1940 Act) of the directors who are not “interested persons” of the Company, as defined in Section 2(a)(19) of the 1940 Act (each, an “Independent Director”) must conclude that (i) the terms of the proposed transaction, including the consideration to be paid, are reasonable and fair to the Company and its stockholders and do not involve overreaching in respect of the Company or its stockholders on the part of any person concerned, and (ii) the proposed transaction is consistent with the interests of the Company’s stockholders and is consistent with the Company’s investment objectives and strategies. License Agreement The Company has entered into a license agreement with the Adviser under which the Adviser has agreed to grant the Company a non-exclusive, royalty-free license to use the name “Investcorp.” Under this agreement, the Company has a right to use the “Investcorp” name for so long as the Adviser or one of its affiliates remains the Company’s investment adviser. Other than with respect to this limited license, the Company has no legal right to the “Investcorp” name. This license agreement will remain in effect for so long as the Advisory Agreement with the Adviser is in effect and Investcorp is the majority owner of the Adviser. Due From Adviser Due from Adviser represents a receivable from the Adviser for expenses paid on behalf of the Feeder. |
Financial Highlights
Financial Highlights | 9 Months Ended |
Mar. 31, 2023 | |
Investment Company Financial Highlights [Abstract] | |
Financial Highlights | Note 8. Financial Highlights The following represents the per share data and the ratios to average net assets for the Company: For the nine Per share data: Net asset value, beginning of period $ 19.87 Net investment income (1) 0.76 Net realized and unrealized gains (losses) (1) ( 0.06 ) Net increase (decrease) in net assets resulting from operations 0.70 Capital transactions (2) Dividends from net investment income ( 0.83 ) Distribution from net realized gains — Net increase (decrease) in net assets resulting from capital share transactions ( 0.83 ) Other (3) ( 0.05 ) Net asset value, end of period $ 19.69 Shares outstanding at end of period 2,522,659 Total return (4)(5) 3.15 % Ratio/Supplemental Data: Net assets, at end of period $ 49,679,039 Ratio of net expenses to average net assets (6) 6.05 % Ratio of net investment income (loss) to average net assets (6) 5.32 % Portfolio turnover rate (5) 12.67 % (1) The per share data was derived by using the weighted average shares outstanding during the period. (2) The per share data for dividends reflects the actual amount of the dividends declared per share during the period. (3) Includes the effect of share issuances above (below) net asset value and the impact of calculating certain per share data based on weighted average shares outstanding during the period and certain per share data based on shares outstanding as of a period end or transaction date. (4) Total return displayed is net of all fees, including all operating expenses such as management fees, general and administrative expenses, organization and amortized offering expenses, and interest expenses. Total return is calculated as the change in net asset value per share (assuming dividends and distributions are reinvested in accordance with the Company’s dividend reinvestment plan) divided by the beginning net asset value per share. (5) Not annualized (6) Annualized |
Subsequent Events
Subsequent Events | 9 Months Ended |
Mar. 31, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 9. Subsequent Events The Company has evaluated the need for disclosures and/or adjustments resulting from subsequent events through the date the financial statements were issued. From April 1, 2023 through May 12, 2023, the Compa ny invested $ 11.3 million in four new portfolio companies and one existing portfolio company. |
N-2
N-2 | 9 Months Ended |
Mar. 31, 2023 | |
Cover [Abstract] | |
Entity Central Index Key | 0001948565 |
Amendment Flag | false |
Securities Act File Number | 814-01608 |
Document Type | 10-Q |
Entity Registrant Name | Investcorp US Institutional Private Credit Fund |
Entity Address, Address Line One | 280 Park Avenue |
Entity Address, Address Line Two | 39th Floor |
Entity Address, City or Town | New York |
Entity Address, State or Province | NY |
Entity Address, Postal Zip Code | 10017 |
City Area Code | 212 |
Local Phone Number | 257-5199 |
Entity Emerging Growth Company | true |
Entity Ex Transition Period | false |
General Description of Registrant [Abstract] | |
Risk Factors [Table Text Block] | Item 1A. Risk Factors You should carefully consider the risks referenced below and all other information contained in this Quarterly Report on Form 10-Q, including our interim financial statements and the related notes thereto, before making a decision to purchase our securities. Any such risks and uncertainties are not the only ones facing us. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may have a material adverse effect on our business, financial condition and/or operating results, as well as the market price of our securities. Other than as set forth below, there have been no material changes during the three months ended March 31, 2023 to the risk factors previously disclosed in Pre-Effective Amendment No. 1 to our Registration Statement on Form 10, as filed with the SEC on February 6, 2023. If any of such changes or risks actually occur, our business, financial condition or results of operations could be materially adversely affected. If that happens, the value of our securities could decline, and you may lose all or part of your investment. We, the Adviser, and our portfolio companies may maintain cash balances at financial institutions that exceed federally insured limits and may otherwise be materially affected by adverse developments affecting the financial services industry, such as actual events or concerns involving liquidity, defaults or non-performance by financial institutions or transactional counterparties. Our cash and our Adviser’s cash is held in accounts at U.S. banking institutions that we believe are of high quality. Cash held by us, our Adviser and by our portfolio companies in non-interest-bearing and interest-bearing operating accounts may exceed the Federal Deposit Insurance Corporation (“FDIC”) insurance limits. If such banking institutions were to fail, we, our Adviser, or our portfolio companies could lose all or a portion of those amounts held in excess of such insurance limitations. In addition, actual events involving limited liquidity, defaults, non-performance or other adverse developments that affect financial institutions, transactional counterparties or other companies in the financial services industry or the financial services industry generally, or concerns or rumors about any events of these kinds or other similar risks, have in the past and may in the future lead to market-wide liquidity problems, which could adversely affect our, our Adviser’s and our portfolio companies’ business, financial condition, results of operations, or prospects. Although we and our Adviser assess our and our portfolio companies’ banking relationships as we believe necessary or appropriate, our and our portfolio companies’ access to funding sources and other credit arrangements in amounts adequate to finance or capitalize our respective current and projected future business operations could be significantly impaired by factors that affect us, our Adviser or our portfolio companies, the financial institutions with which we, our Adviser or our portfolio companies have arrangements directly, or the financial services industry or economy in general. These factors could include, among others, events such as liquidity constraints or failures, the ability to perform obligations under various types of financial, credit or liquidity agreements or arrangements, disruptions or instability in the financial services industry or financial markets, or concerns or negative expectations about the prospects for companies in the financial services industry. These factors could involve financial institutions or financial services industry companies with which we, our Adviser or our portfolio companies have financial or business relationships, but could also include factors involving financial markets or the financial services industry generally. In addition, investor concerns regarding the U.S. or international financial systems could result in less favorable commercial financing terms, including higher interest rates or costs and tighter financial and operating covenants, or systemic limitations on access to credit and liquidity sources, thereby making it more difficult for us, our Adviser, or our portfolio companies to acquire financing on acceptable terms or at all. |
Capital Stock, Long-Term Debt, and Other Securities [Abstract] | |
Security Dividends [Text Block] | Item 2. Unregistered Sales of Equity Securities and Use of Proceeds Unregistered Sales of Equity Securities We expect to enter into Subscription Agreements with investors in connection with the private offering, pursuant to which we expect to issue and sell our Shares under the exemption provided by Section 4(a)(2) of the Securities Act and Rule 506 of Regulation D promulgated thereunder and other exemptions of similar import in the laws of the states and jurisdictions where the offering will be made. On January 18, 2023, the Company completed a closing of capital commitments in reliance on exemptions from the registration requirements of the Securities Act pursuant to Section 4(a)(2) thereof and Regulation D thereunder. In connection with the Initial Closing, the Company issued 1,267,659 Shares to shareholders for an aggregate purchase price of $25,353,180. The Company relied, in part, upon representations from the investors in subscription agreements that each investor was an accredited investor as defined in Regulation D under the Securities Act. Issuer Purchases of Equity Securities None. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 9 Months Ended |
Mar. 31, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | a. Basis of Presentation The accompanying consolidated financial statements are prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information and pursuant to the requirements for reporting on Form 10-Q and Articles 6, 10 and 12 of Regulation S-X. Accordingly, certain disclosures accompanying audited financial statements prepared in accordance with U.S. GAAP are omitted. The unaudited financial statements and notes should be read in conjunction with the audited financial statements and notes thereto for the period from May 26, 2022 (inception) to June 30, 2022 included in the Company's Pre-Effective Amendment No. 1 to its Registration Statement on Form 10. All values are stated in U.S. dollars, unless noted otherwise. The financial statements reflect all adjustments that are, in the opinion of management, necessary for a fair presentation of the results for the periods included herein as required by U.S. GAAP. These adjustments are normal and recurring in nature. The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the fair value of investments and other amounts reported in the consolidated financial statements and accompanying notes. Management believes that the estimates utilized in preparing the Company’s consolidated financial statements are reasonable and prudent. Actual results could differ materially from these estimates. All material inter-company balances and transactions have been eliminated. As permitted under Regulation S-X and ASC Topic 946, the Company will generally not consolidate its investment in a portfolio company other than an investment company subsidiary or a controlled operating company whose business consists of providing all or substantially all of its services to the Company. Accordingly, the Company consolidates the results of the Company’s wholly-owned subsidiary, Investcorp US Institutional Private Credit SPV LLC, which is a special purpose vehicle used to finance certain investments in its consolidated financial statements. The effects of all material intercompany balances and transactions have been eliminated in consolidation. |
Revenue Recognition | b. Revenue Recognition Our revenue recognition policies are as follows: Net realized gains (losses) on investments: Gains or losses on the sale of investments are calculated using the specific identification method. Interest Income: Interest income, adjusted for amortization of premium and accretion of discount, is recorded on the accrual basis. Origination, closing, commitment, and amendment fees, purchase and original issue discounts (“OID”) associated with loans to portfolio companies are accreted into interest income over the respective terms of the applicable loans. Accretion of discounts or premiums is calculated by the effective interest or straight-line method, which approximates the effective interest method as of the purchase date and adjusted only for material amendments or prepayments. Upon the prepayment of a loan or debt security, any prepayment penalties and unamortized fees and discounts are recorded as interest income and are non-recurring in nature. Structuring fees and similar fees are recognized as income as earned, usually when received. Structuring fees, excess deal deposits, net profits interests and overriding royalty interests are included in other fee income. We may hold debt investments in our portfolio that contain a payment-in-kind (“PIK”) interest provision. The PIK interest, which represents contractually deferred interest added to the investment balance that is generally due at maturity, is recorded on the accrual basis to the extent such amounts are expected to be collected. Non-accrual: Loans are placed on non-accrual status when principal or interest payments are past due 90 days or more or when there is reasonable doubt that principal or interest will be collected. Accrued 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 about ultimate collectability of principal. Non-accrual loans are restored to accrual status when past due principal and interest is paid and, in management’s judgment, are likely to remain current. PIK interest is not accrued if we do not expect the issuer to be able to pay all principal and interest when due. As of March 31, 2023, we had no investments on non-accrual status or on partial non-accrual status. |
Paid In Capital | c. Paid In Capital The Company records the proceeds from the sale of its common shares of beneficial interest to common shares of beneficial interest and paid-in-capital in excess of par value, net of commissions and marketing support fees. |
Net Increase in Net Assets Resulting from Operations per Share | d. Net Increase in Net Assets Resulting from Operations per Share The net increase in net assets resulting from operations per share is calculated based upon the weighted average number of shares of beneficial interest outstanding during the reporting period. |
Distributions | e. Distributions Dividends and distributions to common shareholders are recorded on the ex-dividend date. The amount to be paid out as a dividend or distribution is determined by the Company’s board of trustees (the “Board”) each quarter and is generally based upon the earnings estimated by management. Net realized capital gains, if any, are generally distributed annually, although the Company may decide to retain such capital gains for investment. |
Cash and Restricted Cash | f. Cash and Restricted Cash Cash and restricted cash consist of bank demand deposits. The Company deposits its cash in a financial institution and, at times, such balance may be in excess of the Federal Deposit Insurance Corporation insurance limits. All of the Company’s cash deposits are held at what management believes to be large established high credit quality financial institutions and management believes that the risk of loss associated with any uninsured balances is remote. The Company has restrictions on the uses of the cash held by Investcorp US Institutional Private Credit SPV LLC based on the terms of the Capital One Revolving Financing Agreement. For more information on the Company’s financing arrangements and borrowings, see Note 5. |
Deferred Offering Costs | g. Deferred Offering Costs Deferred offering costs consist of fees and expenses incurred in connection with the offer and sale of the Company’s common shares of beneficial interest, including legal, accounting, printing fees, and other related expenses, as well as costs incurred in connection with the filing of a registration statement. These costs are capitalized when incurred and recognized as a reduction of offering proceeds when the offering is completed. |
Investment Transactions and Expenses | h. Investment Transactions and Expenses Purchases of loans, including revolving credit agreements, are recorded on a fully committed basis until the funded and unfunded portions are known or estimable, which in many cases may not be until settlement. Expenses are accrued as incurred. Organizational expenses consist principally of legal and accounting fees incurred in connection with the organization of the Company and have been expensed as incurred. Offering costs are charged to paid-in capital upon sale of shares. |
Investment Valuation | i. Investment Valuation The Company applies fair value accounting to all of its financial instruments in accordance with ASC Topic 820—Fair Value Measurements and Disclosures (“ASC 820”) and Rule 2a-5 under the 1940 Act. ASC 820 defines fair value, establishes a framework used to measure fair value and requires disclosures for fair value measurements. In accordance with ASC 820, the Company has categorized its investments and financial instruments carried at fair value, based on the priority of the valuation technique, into a three-level fair value hierarchy as discussed in Note 4. Fair value is a market-based measure considered from the perspective of the market participant who holds the financial instrument rather than an entity specific measure. Therefore, when market assumptions are not readily available, the Company’s own assumptions are set to reflect those that management believes market participants would use in pricing the financial instrument at the measurement date. Fair value is defined as the price that would be received upon a sale of an asset in an orderly transaction between market participants at the measurement date. Market participants are buyers and sellers in the principal (or most advantageous) market for the asset that (a) are independent of us, (b) are knowledgeable, having a reasonable understanding about the asset based on all available information (including information that might be obtained through due diligence efforts that are usual and customary), (c) are able to transact for the asset, and (d) are willing to transact for the asset or liability (that is, they are motivated but not forced or otherwise compelled to do so). Securities that are traded on securities exchanges (including such securities traded in the after-hours market) are valued on the basis of the closing price on the valuation date (if such prices are available). Securities that are traded on more than one securities exchange are valued at the closing price on the primary securities exchange on which such securities are traded on the valuation date (or if reported on the consolidated tape, then their last sales price on the consolidated tape). Listed options for which the last sales price falls between the last “bid” and “ask” prices for such options, are valued at their last sales price on the date of the valuation on the primary securities exchange on which such options are traded. Options for which the last sales price on the valuation date does not fall between the last “bid” and “ask” prices are valued at the average of the last “bid” and “ask” prices for such options on that date. To the extent these securities are actively traded, and valuation adjustments are not applied, they are categorized in Level 1 of the fair value hierarchy. The Company did not hold any Level 1 investments as of March 31, 2023. Investments that are not traded on securities exchanges but are traded on the over-the-counter (“OTC”) markets (such as term loans, notes and warrants) are valued using various techniques, which may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (when observable) and fundamental data relating to the issuer. These investments are categorized in Level 2 of the fair value hierarchy, or in instances when lower relative weight is placed on transaction prices, quotations, or similar observable inputs, they are categorized in Level 3. Investments for which market quotations are not readily available or may be considered unreliable are fair valued by the Board of the Company, in good faith, using a method determined to be appropriate in the given circumstances and in accordance with Rule 2a-5 under the 1940 Act. Those investments for which market quotations are not readily available or for which market quotations are deemed not to represent fair value are valued utilizing a market approach, an income approach, or both approaches, as appropriate, in addition to an asset approach. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities (including a business). The income approach uses valuation techniques to convert future amounts (for example, cash flows or earnings) to a single present amount (discounted). The measurement is based on the value indicated by current market expectations about those future amounts. In following these approaches, the types of factors that we may take into account in determining the fair value of our investments include, as relevant and among other factors: available current market data, including relevant and applicable market trading and transaction comparables, applicable market yields and multiples, security covenants, call protection provisions, information rights, the nature and realizable value of any collateral, the portfolio company’s ability to make payments, its earnings and discounted cash flows, the markets in which the portfolio company does business, comparisons of financial ratios of peer companies that are public, merger and acquisition comparables, our principal market (as the reporting entity) and enterprise values. The asset approach uses estimates of the cost to replace an asset’s service capacity. Observable inputs used in these approaches may include, but are not limited to, interest rate yield curves, credit spreads, recovery rates, comparable company transactions, trading multiples, and volatilities. Unobservable inputs used in these approaches may include, but are not limited to, illiquidity discount, PIK discount, yield, broker quotes, implied volatility, recent funding and intrinsic value. The Board will typically make changes in the valuation method as changes in the underlying company dictates, such as moving from the asset approach to market approach when underlying conditions change at the company. Because of the inherent uncertainty of valuation in these circumstances, the estimated fair values for the aforementioned investments may differ significantly from values that would have been used had a ready and liquid market for such investments existed or from the amounts that might ultimately be realized, and such differences could be material. At March 31, 2023, investments fair valued in good faith based on management developed models represented approximately 100% of all the Company’s investments. The Adviser seeks to ensure that the Company’s valuation policies and procedures, as approved by the Company’s Board, are consistently applied across all investments of the Company. The valuation process for Level 3 investments is completed on a quarterly basis and is designed to subject the valuation of Level 3 investments to an appropriate level of consistency, oversight and review. The valuation process begins with each portfolio company or investment being initially valued by the investment professionals of the Adviser responsible for the portfolio investment. The investment professionals prepare the preliminary valuations based on their evaluation of financial and operating data, company-specific developments, market valuations of comparable securities from the same company or that of comparable companies as well as any other relevant factors including recent purchases and sales that may have occurred preceding quarter-end. Valuation models are typically calibrated upon initial funding, and are re-calibrated as necessary upon subsequent material events (including, but not limited to additional financing activity, changes in comparable companies, and recent trades). The preliminary valuation conclusions are then documented and discussed with senior management of the Adviser. On a periodic basis and at least once annually, independent valuation firm(s) engaged by the Board conduct independent appraisals and review the Adviser’s preliminary valuations and make their own independent assessment. The Audit Committee of the Company’s Board (the “Audit Committee”) then reviews the preliminary valuations of the Adviser and that of the independent valuation firms. The Audit Committee discusses the valuations and makes a recommendation to the Company’s Board regarding the fair value of each investment in good faith based on the input of the Adviser and the independent valuation firm(s). Upon recommendation by the Audit Committee and a review of the valuation materials of the Adviser and the third-party independent valuation firm(s), the Board determines, in good faith, the fair value of each investment. For more information on the classification of the Company’s investments by major categories, see Note 4. The fair value of the Company’s assets and liabilities that qualify as financial instruments under U.S. GAAP approximates the carrying amounts presented in the Unaudited Consolidated Statements of Assets and Liabilities. |
Use of Estimates | j. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the fair value of investments and other amounts reported in the financial statements and accompanying notes. Management believes that the estimates utilized in preparing the Company’s financial statements are reasonable and prudent. Actual results could differ materially from these estimates. |
Income Taxes | k. Income Taxes The Company has elected to be treated as a RIC under the Code beginning with the taxable year ending June 30, 2023. To qualify for tax treatment as a RIC, among other things, the Company is required to timely distribute to its shareholders at least 90 % of investment company taxable income, as defined by the Code, for each year. So long as the Company maintains its status as a RIC, it generally will not pay corporate-level U.S. federal income taxes on any ordinary income or capital gains that it distributes at least annually to its shareholders as dividends. Rather, any tax liability related to income earned by the Company represents obligations of the Company’s investors and will not be reflected in the financial statements of the Company. As a RIC, the Company will be subject to a 4 % U.S. federal excise tax on undistributed earnings unless it distributes each calendar year the sum of (i) 98 % of its ordinary income for such calendar year (ii) 98.2 % of its net capital gains for the one-year period ending October 31 in that calendar year (iii) any income recognized, but not distributed, in preceding years and on which the Company paid no U.S. federal income tax (the “Excise Tax Avoidance Requirement”). For this purpose, however, any net ordinary income or capital gain net income retained by us that is subject to corporate income tax for the tax year ending in that calendar year will be considered to have been distributed by year end (or earlier if estimated taxes are paid). The Company, at its discretion, may choose not to distribute all of its taxable income for the calendar year and pay a non-deductible 4% excise tax on this income. If the Company chooses to do so, all other things being equal, this would increase expenses and reduce the amount available to be distributed to shareholders. To the extent that the Company determines that its estimated current year annual taxable income will be in excess of estimated current year dividend distributions from such taxable income, the Company accrues excise taxes on estimated excess taxable income as taxable income is earned. For the three and nine months ended March 31, 2023, the Company did no t incur any U.S. federal excise tax. U.S. GAAP requires the evaluation of tax positions taken or expected to be taken in the course of preparing the Company’s tax returns to determine whether the tax positions are “more-likely-than-not” of being sustained by the applicable tax authority. Tax positions not deemed to meet a more-likely-than-not threshold would be recorded as a tax expense in the current year. The Company’s policy is to recognize accrued interest and penalties associated with uncertain tax positions as part of the tax provision. The Company has analyzed such tax positions and has concluded that no unrecognized tax benefits should be recorded for uncertain tax positions for tax years that may be open for the period ended June 30, 2022. This conclusion may be subject to review and adjustment at a later date based on factors, including but not limited to, ongoing analysis and changes to laws, regulations, and interpretations thereof. |
Investments (Tables)
Investments (Tables) | 9 Months Ended |
Mar. 31, 2023 | |
Investments Debt And Equity Securities [Abstract] | |
Schedule of Investment Purchases Sales And Principal Payments | Investment purchases, sales and principal payments/paydowns are summarized below for the three and nine months ended March 31, 2023. These purchase and sale amounts exclude derivative instruments as well as non-cash restructurings. Three months Nine months Investment purchases, at cost (including PIK interest) $ 10,100,646 $ 37,179,466 Investment sales and repayments 3,237,282 3,564,133 |
Schedule of Investments | The composition of the Company’s investments as of March 31, 2023 as a percentage of the total portfolio, at amortized cost and fair value are as follows: Investment at Percentage Investments at Percentage Senior Secured First Lien Debt Investments $ 41,765,562 99.52 % $ 41,637,091 99.45 % Equity, Warrants and Other Investments 200,000 0.48 228,335 0.55 Total $ 41,965,562 100.00 % $ 41,865,426 100.00 % The composition of the Company’s investments as of June 30, 2022 as a percentage of the total portfolio, at amortized cost and fair value are as follows: Investment at Percentage Investments at Percentage Senior Secured First Lien Debt Investments $ 8,227,582 100.00 % $ 8,226,703 100.00 % Total $ 8,227,582 100.00 % $ 8,226,703 100.00 % |
Schedule of Portfolio Composition by Industry Grouping at Fair Value | The following table shows the portfolio composition by industry grouping at fair value at March 31, 2023: Industry Classification Investments at Percentage of Trading Companies & Distributors $ 7,833,471 18.71 % IT Services 7,374,886 17.63 Professional Services 6,406,211 15.30 Machinery 4,338,826 10.36 Commercial Services & Supplies 3,395,000 8.11 Diversified Consumer Services 2,969,962 7.09 Software 2,865,000 6.84 Entertainment 2,500,000 5.97 Consumer Staples Distribution & Retail 2,411,695 5.76 Hotels, Restaurants, and Leisure 1,770,375 4.23 Total $ 41,865,426 100.00 % The following table shows the portfolio composition by industry grouping at fair value at June 30, 2022: Industry Classification Investments at Percentage of Professional Services $ 3,384,481 41.14 % IT Services 2,906,447 35.33 Chemicals 1,935,775 23.53 Total $ 8,226,703 100.00 % |
Schedule of Portfolio Composition by Geographic Grouping at Fair Value | The following table shows the portfolio composition by geographic grouping at fair value at March 31, 2023: Geographic Region Investments at Percentage of U.S. Northeast $ 16,130,062 38.53 % U.S. West 10,129,419 24.20 U.S. Midwest 5,886,031 14.06 U.S. Southwest 4,866,001 11.62 U.S. Southeast 1,988,913 4.75 International 2,865,000 6.84 Total $ 41,865,426 100.00 % The following table shows the portfolio composition by geographic grouping at fair value at June 30, 2022: Geographic Region Investments at Percentage of U.S. Northeast $ 8,226,703 100.00 % Total $ 8,226,703 100.00 % |
Schedule of Fair Value Measurements of Assets | The following table summarizes the classifications within the fair value hierarchy of the Company’s assets and liabilities measured at fair value as of March 31, 2023: Level 1 Level 2 Level 3 Total Assets Investments Senior Secured First Lien Debt Investments $ - $ - $ 41,637,091 $ 41,637,091 Equity, Warrants and Other Investments - - 228,335 228,335 Total Investments $ - $ - $ 41,865,426 $ 41,865,426 The following table summarizes the classifications within the fair value hierarchy of the Company’s assets and liabilities measured at fair value as of June 30, 2022: Level 1 Level 2 Level 3 Total Assets Investments Senior Secured First Lien Debt Investments $ - $ - $ 8,226,703 $ 8,226,703 Total Investments $ - $ - $ 8,226,703 $ 8,226,703 |
Reconciliation of Investments Measured at Fair Value on Recurring Basis Using Level 3 Inputs | The following table provides a reconciliation of the beginning and ending balances for investments that use Level 3 inputs for the nine months ended March 31, 2023: Senior Equity, Total Fair value at June 30, 2022 $ 8,226,703 $ - $ 8,226,703 Purchases (including PIK interest) 36,979,466 200,000 37,179,466 Sales ( 3,564,133 ) - ( 3,564,133 ) Amortization 122,648 - 122,648 Net realized gains (losses) - - - Transfers in - - - Transfers out - - - Net change in unrealized appreciation (depreciation) ( 127,593 ) 28,335 ( 99,258 ) Fair value at March 31, 2023 $ 41,637,091 $ 228,335 $ 41,865,426 Change in unrealized appreciation (depreciation) relating to $ ( 127,593 ) $ 28,335 $ ( 99,258 ) |
Schedule of Quantitative Information Regarding Level 3 Fair Value Measurements Inputs | The following tables present the ranges of significant unobservable inputs used to value the Company’s Level 3 investments as of March 31, 2023 and June 30, 2022. These ranges represent the significant unobservable inputs that were used in the valuation of each type of investment. These inputs are not representative of the inputs that could have been used in the valuation of any one investment. For example, the highest PIK discount presented in the table for senior secured notes is appropriate for valuing a specific investment but may not be appropriate for valuing any other investment. Accordingly, the ranges of inputs presented below do not represent uncertainty in, or possible ranges of, fair value measurements of the Company’s Level 3 investments. In addition to the techniques and inputs noted in the table below, according to our valuation policy, we may also use other valuation techniques and methodologies when determining our fair value measurements. The below tables are not intended to be all-inclusive, but rather provide information on the significant unobservable inputs as they relate to the Company’s determination of fair values. Fair Value Valuation Unobservable Weighted Range Senior Secured First Lien $ 29,150,465 Yield Analysis Market Yields 12.2 % 10.3 % - 17.7 % Senior Secured First Lien 2,411,695 Market Comparable EBITDA multiple 7.8x 7.8x Senior Secured First Lien 10,074,931 Recent Transaction Recent Transaction N/A N/A Equity, Warrants, and 228,335 Market Comparable EBITDA multiple 9.7x 5.7x - 11.9x Total $ 41,865,426 Fair Value Valuation Unobservable Weighted Range Senior Secured First Lien $ 8,226,703 Recent Transaction Recent Transaction N/A N/A Total $ 8,226,703 |
Indemnification, Guarantees, _2
Indemnification, Guarantees, Commitments and Contingencies (Tables) | 9 Months Ended |
Mar. 31, 2023 | |
Commitments And Contingencies Disclosure [Abstract] | |
Summary of Quarterly Distributions By Board Of Directors | The Company’s Board declared the following distributions during the nine months ended March 31, 2023: Declared Ex-Date Record Date Pay Date Amount January 17, 2023 January 16, 2023 January 17, 2023 January 23, 2023 $ 0.665 May 4, 2023 March 30, 2023 March 31, 2023 July 14, 2023 $ 0.170 May 4, 2023 June 29, 2023 June 30, 2023 July 14, 2023 $ 0.440 |
Summary of Unfunded Commitment | As of June 30, 2022, there were no unfunded commitments. The following table details the Company’s unfunded commitments to portfolio companies as of March 31, 2023: Investments Unfunded Fair Annual Expiration Amerequip, LLC - Revolver $ 483,871 $ — 0.50 % 8/31/2027 Archer Systems, LLC - Revolver 301,587 — 0.50 % 8/11/2027 Evergreen North America Acquisitions, LLC - Revolver 110,425 — 0.50 % 8/13/2026 Flatworld Intermediate Corporation - Revolver 567,568 — 0.50 % 10/1/2027 NWN Parent Holdings LLC - Revolver 96,953 — 0.50 % 5/7/2026 $ 1,560,404 $ — |
Financial Highlights (Tables)
Financial Highlights (Tables) | 9 Months Ended |
Mar. 31, 2023 | |
Investment Company Financial Highlights [Abstract] | |
Schedule of Financial Highlights | The following represents the per share data and the ratios to average net assets for the Company: For the nine Per share data: Net asset value, beginning of period $ 19.87 Net investment income (1) 0.76 Net realized and unrealized gains (losses) (1) ( 0.06 ) Net increase (decrease) in net assets resulting from operations 0.70 Capital transactions (2) Dividends from net investment income ( 0.83 ) Distribution from net realized gains — Net increase (decrease) in net assets resulting from capital share transactions ( 0.83 ) Other (3) ( 0.05 ) Net asset value, end of period $ 19.69 Shares outstanding at end of period 2,522,659 Total return (4)(5) 3.15 % Ratio/Supplemental Data: Net assets, at end of period $ 49,679,039 Ratio of net expenses to average net assets (6) 6.05 % Ratio of net investment income (loss) to average net assets (6) 5.32 % Portfolio turnover rate (5) 12.67 % (1) The per share data was derived by using the weighted average shares outstanding during the period. (2) The per share data for dividends reflects the actual amount of the dividends declared per share during the period. (3) Includes the effect of share issuances above (below) net asset value and the impact of calculating certain per share data based on weighted average shares outstanding during the period and certain per share data based on shares outstanding as of a period end or transaction date. (4) Total return displayed is net of all fees, including all operating expenses such as management fees, general and administrative expenses, organization and amortized offering expenses, and interest expenses. Total return is calculated as the change in net asset value per share (assuming dividends and distributions are reinvested in accordance with the Company’s dividend reinvestment plan) divided by the beginning net asset value per share. (5) Not annualized (6) Annualized |
Organization - Additional Infor
Organization - Additional Information (Details) - USD ($) | 9 Months Ended | |||
Jan. 18, 2023 | Mar. 31, 2023 | Jun. 30, 2022 | May 26, 2022 | |
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||
Common stock, par value | $ 0.01 | $ 0.01 | $ 20 | |
Common stock, shares issued | 1,267,659 | 2,522,659 | 1,250,000 | |
Qualifying assets percentage | 70% | |||
Amount of market capitalization | $ 25,353,180 | $ 250,000,000 | ||
Common Stock | ||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||
Common stock, shares issued | 1,250,000 | |||
Feeder | ||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||
Stockholders shares held by the company | 2,517,659 | |||
Investcorp Investment Holdings Limited | ||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||
Stockholders shares held by the company | 5,000 | |||
Maximum | ||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||
Company investment in debt | $ 15,000,000 | |||
Minimum | ||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||
Company investment in debt | $ 75,000,000 |
Significant Accounting Polici_3
Significant Accounting Policies - Additional Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended |
Mar. 31, 2023 | Mar. 31, 2023 | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Investment company taxable income | 90% | |
Percentage of Net Ordinary Income | 98% | |
Percentage of Capital Gain | 98.20% | |
U.S. federal income taxes | $ 0 | $ 0 |
U.S. federal excise tax on undistributed earnings | 4% | |
Equity investments | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Payment In Kind, Interest, Received | $ 0 |
Investments - Schedule of Inves
Investments - Schedule of Investment (Details) - USD ($) | Mar. 31, 2023 | Jun. 30, 2022 |
Schedule Of Investment Income Reported Amounts By Category [Line Items] | ||
Investments at Amortized Cost | $ 41,965,562 | $ 8,227,582 |
Percentage, Investment at Amortized Cost | 100% | 100% |
Fair Value | $ 41,865,426 | $ 8,226,703 |
Percentage, Investments at Fair Value | 100% | 100% |
Senior Secured First Lien Debt Investments | ||
Schedule Of Investment Income Reported Amounts By Category [Line Items] | ||
Investments at Amortized Cost | $ 41,765,562 | $ 8,227,582 |
Percentage, Investment at Amortized Cost | 99.45% | 100% |
Fair Value | $ 41,637,091 | $ 8,226,703 |
Percentage, Investments at Fair Value | 99.52% | 100% |
Equity, Warrants and Other Investments | ||
Schedule Of Investment Income Reported Amounts By Category [Line Items] | ||
Investments at Amortized Cost | $ 200,000 | |
Percentage, Investment at Amortized Cost | 0.55% | |
Fair Value | $ 228,335 | |
Percentage, Investments at Fair Value | 0.48% |
Investments - Schedule of Inv_2
Investments - Schedule of Investment Purchases Sales And Principal Payments (Details) - USD ($) | 3 Months Ended | 9 Months Ended |
Mar. 31, 2023 | Mar. 31, 2023 | |
Investments Debt And Equity Securities [Abstract] | ||
Investment purchases, at cost (including PIK interest) | $ 10,100,646 | $ 37,179,466 |
Repayments of Annuities and Investment Certificates | $ 3,237,282 | $ 3,564,133 |
Investments - Schedule of Portf
Investments - Schedule of Portfolio Composition by Industry Grouping at Fair Value (Details) - USD ($) | Mar. 31, 2023 | Jun. 30, 2022 |
Schedule Of Investment Income Reported Amounts By Category [Line Items] | ||
Fair Value | $ 41,865,426 | $ 8,226,703 |
Percentage of Total Portfolio | 100% | 100% |
Trading Companies & Distributors | ||
Schedule Of Investment Income Reported Amounts By Category [Line Items] | ||
Fair Value | $ 7,833,471 | |
Percentage of Total Portfolio | 18.71% | |
Professional Services | ||
Schedule Of Investment Income Reported Amounts By Category [Line Items] | ||
Fair Value | $ 6,406,211 | $ 3,384,481 |
Percentage of Total Portfolio | 15.30% | 41.14% |
IT Services | ||
Schedule Of Investment Income Reported Amounts By Category [Line Items] | ||
Fair Value | $ 7,374,886 | $ 2,906,447 |
Percentage of Total Portfolio | 17.63% | 35.33% |
Machinery | ||
Schedule Of Investment Income Reported Amounts By Category [Line Items] | ||
Fair Value | $ 4,338,826 | |
Percentage of Total Portfolio | 10.36% | |
Diversified Consumer Services | ||
Schedule Of Investment Income Reported Amounts By Category [Line Items] | ||
Fair Value | $ 2,969,962 | |
Percentage of Total Portfolio | 7.09% | |
Chemicals | ||
Schedule Of Investment Income Reported Amounts By Category [Line Items] | ||
Fair Value | $ 2,865,000 | $ 1,935,775 |
Percentage of Total Portfolio | 6.84% | 23.53% |
Consumer Staples Distribution & Retail [Member] | ||
Schedule Of Investment Income Reported Amounts By Category [Line Items] | ||
Fair Value | $ 2,411,695 | |
Percentage of Total Portfolio | 5.76% | |
Entertainment | ||
Schedule Of Investment Income Reported Amounts By Category [Line Items] | ||
Fair Value | $ 2,500,000 | |
Percentage of Total Portfolio | 5.97% | |
Commercial Services & Supplies Member | ||
Schedule Of Investment Income Reported Amounts By Category [Line Items] | ||
Fair Value | $ 3,395,000 | |
Percentage of Total Portfolio | 8.11% | |
Hotels, Restaurants, and Leisure | ||
Schedule Of Investment Income Reported Amounts By Category [Line Items] | ||
Fair Value | $ 1,770,375 | |
Percentage of Total Portfolio | 4.23% |
Investments - Schedule of Por_2
Investments - Schedule of Portfolio Composition by Geographic Grouping at Fair Value (Details) - USD ($) | Mar. 31, 2023 | Jun. 30, 2022 |
Fair Value | $ 41,865,426 | $ 8,226,703 |
Percentage of Total Portfolio | 100% | 100% |
U.S Northeast [Member] | ||
Fair Value | $ 16,130,062 | $ 8,226,703 |
Percentage of Total Portfolio | 38.53% | 100% |
U.S. West [Member] | ||
Fair Value | $ 10,129,419 | |
Percentage of Total Portfolio | 24.20% | |
U.S. Southeast [Member] | ||
Fair Value | $ 1,988,913 | |
Percentage of Total Portfolio | 4.75% | |
U.S. Southwest [Member] | ||
Fair Value | $ 4,866,001 | |
Percentage of Total Portfolio | 11.62% | |
U.S. Midwest [Member] | ||
Fair Value | $ 5,886,031 | |
Percentage of Total Portfolio | 14.06% | |
International [Member] | ||
Fair Value | $ 2,865,000 | |
Percentage of Total Portfolio | 6.84% |
Investments - Schedule of Fair
Investments - Schedule of Fair Value Measurements of Assets (Details) - USD ($) | Mar. 31, 2023 | Jun. 30, 2022 |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair Value | $ 41,865,426 | $ 8,226,703 |
Fair Value, Inputs, Level 3 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair Value | 41,865,426 | 8,226,703 |
Senior Secured First Lien Debt Investments | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair Value | 41,637,091 | 8,226,703 |
Senior Secured First Lien Debt Investments | Fair Value, Inputs, Level 3 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair Value | 41,637,091 | 8,226,703 |
Equity, Warrants and Other Investments | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair Value | 228,335 | |
Equity, Warrants and Other Investments | Fair Value, Inputs, Level 3 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair Value | $ 228,335 |
Investments - Schedule of Recon
Investments - Schedule of Reconciliation of Investments Measured at Fair Value on Recurring Basis Using Level 3 Inputs (Details) - USD ($) | 3 Months Ended | 9 Months Ended |
Mar. 31, 2023 | Mar. 31, 2023 | |
Schedule Of Investment Income Reported Amounts By Category [Line Items] | ||
Investment at fair value, beginning balance | $ 8,226,703 | |
Sales | 3,564,133 | |
Amortization | 122,647 | |
Net change in unrealized appreciation (depreciation) | $ (88,810) | (99,257) |
Investment at fair value, ending balance | 41,865,426 | 41,865,426 |
Senior Secured First Lien Debt Investments | ||
Schedule Of Investment Income Reported Amounts By Category [Line Items] | ||
Investment at fair value, beginning balance | 8,226,703 | |
Investment at fair value, ending balance | 41,637,091 | 41,637,091 |
Equity, Warrants and Other Investments | ||
Schedule Of Investment Income Reported Amounts By Category [Line Items] | ||
Investment at fair value, ending balance | 228,335 | 228,335 |
Fair Value, Inputs, Level 3 | ||
Schedule Of Investment Income Reported Amounts By Category [Line Items] | ||
Investment at fair value, beginning balance | 8,226,703 | |
Purchases (including PIK interest) | 37,179,466 | |
Sales | (3,564,133) | |
Amortization | 122,648 | |
Net change in unrealized appreciation (depreciation) | (99,258) | |
Investment at fair value, ending balance | 41,865,426 | 41,865,426 |
Change in unrealized appreciation (depreciation) relating to assets still held as of March 31, 2023 | (99,258) | |
Fair Value, Inputs, Level 3 | Senior Secured First Lien Debt Investments | ||
Schedule Of Investment Income Reported Amounts By Category [Line Items] | ||
Investment at fair value, beginning balance | 8,226,703 | |
Purchases (including PIK interest) | 36,979,466 | |
Sales | (3,564,133) | |
Amortization | 122,648 | |
Net change in unrealized appreciation (depreciation) | (127,593) | |
Investment at fair value, ending balance | 41,637,091 | 41,637,091 |
Change in unrealized appreciation (depreciation) relating to assets still held as of March 31, 2023 | (127,593) | |
Fair Value, Inputs, Level 3 | Equity, Warrants and Other Investments | ||
Schedule Of Investment Income Reported Amounts By Category [Line Items] | ||
Investment at fair value, beginning balance | ||
Purchases (including PIK interest) | 200,000 | |
Net change in unrealized appreciation (depreciation) | 28,335 | |
Investment at fair value, ending balance | $ 228,335 | 228,335 |
Change in unrealized appreciation (depreciation) relating to assets still held as of March 31, 2023 | $ 28,335 |
Investments - Schedule of Quant
Investments - Schedule of Quantitative Information Regarding Level 3 Fair Value Measurements Inputs (Details) - Fair Value Inputs Level3 [Member] | Mar. 31, 2023 USD ($) | Jun. 30, 2022 USD ($) |
Schedule Of Investment Income Reported Amounts By Category [Line Items] | ||
Investments at Fair Value | $ 41,865,426 | $ 8,226,703 |
Measurement Input Market Yields [Member] | Senior Secured First Lien Debt Investments [Member] | Valuation Methodology Yield Analysis [Member] | ||
Schedule Of Investment Income Reported Amounts By Category [Line Items] | ||
Investments at Fair Value | $ 29,150,465 | $ 8,226,703 |
Measurement Input Market Yields [Member] | Senior Secured First Lien Debt Investments [Member] | Valuation Methodology Yield Analysis [Member] | Weighted Average [Member] | ||
Schedule Of Investment Income Reported Amounts By Category [Line Items] | ||
Debt Securities, Available-for-Sale, Measurement Input | 0.122 | |
Measurement Input Market Yields [Member] | Senior Secured First Lien Debt Investments [Member] | Valuation Methodology Yield Analysis [Member] | Maximum [Member] | ||
Schedule Of Investment Income Reported Amounts By Category [Line Items] | ||
Debt Securities, Available-for-Sale, Measurement Input | 0.177 | |
Measurement Input Market Yields [Member] | Senior Secured First Lien Debt Investments [Member] | Valuation Methodology Yield Analysis [Member] | Minimum [Member] | ||
Schedule Of Investment Income Reported Amounts By Category [Line Items] | ||
Debt Securities, Available-for-Sale, Measurement Input | 0.103 | |
Measurement Input, EBITDA Multiple [Member] | Senior Secured First Lien Debt Investments [Member] | Valuation, Market Approach [Member] | ||
Schedule Of Investment Income Reported Amounts By Category [Line Items] | ||
Investments at Fair Value | $ 2,411,695 | |
Debt Securities, Available-for-Sale, Measurement Input | 0.078 | |
Measurement Input, EBITDA Multiple [Member] | Senior Secured First Lien Debt Investments [Member] | Valuation, Market Approach [Member] | Weighted Average [Member] | ||
Schedule Of Investment Income Reported Amounts By Category [Line Items] | ||
Debt Securities, Available-for-Sale, Measurement Input | 0.078 | |
Measurement Input, EBITDA Multiple [Member] | Equity Securities [Member] | Valuation, Market Approach [Member] | ||
Schedule Of Investment Income Reported Amounts By Category [Line Items] | ||
Investments at Fair Value | $ 228,335 | |
Measurement Input, EBITDA Multiple [Member] | Equity Securities [Member] | Valuation, Market Approach [Member] | Weighted Average [Member] | ||
Schedule Of Investment Income Reported Amounts By Category [Line Items] | ||
Debt Securities, Available-for-Sale, Measurement Input | 0.097 | |
Measurement Input, EBITDA Multiple [Member] | Equity Securities [Member] | Valuation, Market Approach [Member] | Maximum [Member] | ||
Schedule Of Investment Income Reported Amounts By Category [Line Items] | ||
Debt Securities, Available-for-Sale, Measurement Input | 0.119 | |
Measurement Input, EBITDA Multiple [Member] | Equity Securities [Member] | Valuation, Market Approach [Member] | Minimum [Member] | ||
Schedule Of Investment Income Reported Amounts By Category [Line Items] | ||
Debt Securities, Available-for-Sale, Measurement Input | 0.057 | |
Measurement Input Recent Transaction [Member] | Senior Secured First Lien Debt Investments [Member] | Valuation Methodology Recent Transaction [Member] | ||
Schedule Of Investment Income Reported Amounts By Category [Line Items] | ||
Investments at Fair Value | $ 10,074,931 |
Investments - Additional Inform
Investments - Additional Information (Details) | 9 Months Ended |
Mar. 31, 2023 USD ($) | |
Schedule Of Investments [Line Items] | |
Equity investments | 1% |
Minimum [Member] | |
Schedule Of Investments [Line Items] | |
Company investment in debt | $ 75,000,000 |
Minimum [Member] | Senior Secured First Lien Debt Investments [Member] | |
Schedule Of Investments [Line Items] | |
Annual revenues | 50,000,000 |
Company investment in debt | 15,000,000 |
Fair Value, Inputs, Level 1, Level 2, and Level 3 [Member] | |
Schedule Of Investments [Line Items] | |
Investments transfer | $ 0 |
Borrowings - Additional Informa
Borrowings - Additional Information (Details) - USD ($) | 9 Months Ended | 12 Months Ended | ||
Sep. 29, 2022 | Sep. 09, 2022 | Mar. 31, 2023 | Jun. 30, 2022 | |
Debt Instrument [Line Items] | ||||
Outstanding borrowing amount | $ 0 | $ 0 | ||
Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Line of Credit Facility, maximum borrowing capacity | $ 25 | |||
Line of Credit Facility, remaining borrowing capacity | $ 22.5 | |||
Capital One Revolving Finance | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, unused borrowing capacity, description | The Capital One Revolving Financing Agreement required the payment of an upfront fee of 0.50% of the available borrowings under the Capital One Revolving Financing Agreement at the closing and requires the payment of an unused fee of 0.75% annually for any undrawn amounts of the Capital One Revolving Financing Agreement. Borrowings under the Capital One Revolving Financing Agreement are based on a borrowing base. | |||
Outstanding borrowing amount | $ 22,500,000 | |||
Capital One Revolving Finance | Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Reinvestment period | 1 year | |||
Amortization Period | 6 months | |||
Capital One Revolving Finance | SOFR [Member] | ||||
Debt Instrument [Line Items] | ||||
Borrowings interest rate spread (percent) | 2.65% | |||
Debt instrument, interest rate during period | 2% |
Indemnification, Guarantees, _3
Indemnification, Guarantees, Commitments and Contingencies (Additional Information) (Details) - USD ($) | Mar. 31, 2023 | Jun. 30, 2022 |
Commitments And Contingencies Disclosure [Abstract] | ||
Unfunded Commitment, Amount | $ 1,560,404 | $ 0 |
Indemnification, Guarantees, _4
Indemnification, Guarantees, Commitments and Contingencies - Summary of Quarterly Distributions By Board Of Directors (Details) | 9 Months Ended |
Mar. 31, 2023 $ / shares | |
January 17, 2023 | |
Business Acquisition, Contingent Consideration [Line Items] | |
Distributions Declared | Jan. 17, 2023 |
Distributions Ex-Date | Jan. 16, 2023 |
Distributions Record Date | Jan. 17, 2023 |
Distributions Pay Date | Jan. 23, 2023 |
Distributions Amount | $ 0.665 |
March 31, 2023 | |
Business Acquisition, Contingent Consideration [Line Items] | |
Distributions Declared | May 04, 2023 |
Distributions Ex-Date | Mar. 30, 2023 |
Distributions Record Date | Mar. 31, 2023 |
Distributions Pay Date | Jul. 14, 2023 |
Distributions Amount | $ 0.170 |
June 30, 2023 | |
Business Acquisition, Contingent Consideration [Line Items] | |
Distributions Declared | May 04, 2023 |
Distributions Ex-Date | Jun. 29, 2023 |
Distributions Record Date | Jun. 30, 2023 |
Distributions Pay Date | Jul. 14, 2023 |
Distributions Amount | $ 0.440 |
Indemnification, Guarantees, _5
Indemnification, Guarantees, Commitments and Contingencies - Summary of Unfunded Commitment (Details) - USD ($) | 9 Months Ended | |
Mar. 31, 2023 | Jun. 30, 2022 | |
Loss Contingencies [Line Items] | ||
Unfunded Commitment Balances | $ 1,560,404 | $ 0 |
Unfunded Commitment Fair Value | 0 | |
Ameriquip L L P Revolver [Member] | ||
Loss Contingencies [Line Items] | ||
Unfunded Commitment Balances | 483,871 | |
Unfunded Commitment Fair Value | $ 0 | |
Unfunded Commitment Annual Non Use Fee | 0.50% | |
Unfunded Commitment Expiration Date | Aug. 31, 2027 | |
Archer Systems L L C Revolver [Member] | ||
Loss Contingencies [Line Items] | ||
Unfunded Commitment Balances | $ 301,587 | |
Unfunded Commitment Fair Value | $ 0 | |
Unfunded Commitment Annual Non Use Fee | 0.50% | |
Unfunded Commitment Expiration Date | Aug. 11, 2027 | |
Evergreen North America Acquisition L L C Revolver [Member] | ||
Loss Contingencies [Line Items] | ||
Unfunded Commitment Balances | $ 110,425 | |
Unfunded Commitment Fair Value | $ 0 | |
Unfunded Commitment Annual Non Use Fee | 0.50% | |
Unfunded Commitment Expiration Date | Aug. 13, 2026 | |
Flatworld Intermediate Corporation Revolver [Member] | ||
Loss Contingencies [Line Items] | ||
Unfunded Commitment Balances | $ 567,568 | |
Unfunded Commitment Fair Value | $ 0 | |
Unfunded Commitment Annual Non Use Fee | 0.50% | |
Unfunded Commitment Expiration Date | Oct. 01, 2027 | |
N W N Parent Holdings L L C Revolver [Member] | ||
Loss Contingencies [Line Items] | ||
Unfunded Commitment Balances | $ 96,953 | |
Unfunded Commitment Fair Value | $ 0 | |
Unfunded Commitment Annual Non Use Fee | 0.50% | |
Unfunded Commitment Expiration Date | May 07, 2026 |
Related Party Transactions- Add
Related Party Transactions- Additional Information (Details) | 3 Months Ended | 9 Months Ended |
Mar. 31, 2023 USD ($) | Mar. 31, 2023 USD ($) | |
Related Party Transaction [Line Items] | ||
Base management fees | $ 68,921 | $ 68,921 |
Pre-incentive fee net investment income | 12.50% | |
Investment Advisory Agreement | ||
Related Party Transaction [Line Items] | ||
Annual rate | 0.75% | |
Base management fees | 68,921 | $ 68,921 |
Annualized rate of return | 6.8571% | |
Pre investment fee hurdle rate | 1.50% | |
Pre investment fee net investment income | 100% | |
Pre-incentive fee net investment income | 12.50% | |
Income based fee | 0 | $ 0 |
Deferred income based fees written off | 1.5 | |
Additional income based fees | $ 1.7143 | |
Percentage of cumulative aggregate capital gains | 12.50% | |
Capital gain fees | 0 | $ 0 |
Investment Advisory Agreement | Minimum | ||
Related Party Transaction [Line Items] | ||
Net asset attributable to common stock | 1.50% | |
Investment Advisory Agreement | Maximum | ||
Related Party Transaction [Line Items] | ||
Annualized rate of return | 6% | |
Administration Agreement | ||
Related Party Transaction [Line Items] | ||
Accrued expenses and other liabilities | $ 0 | $ 0 |
Financial Highlights - Schedule
Financial Highlights - Schedule of Financial Highlights (Details) - USD ($) | 9 Months Ended | |||
Mar. 31, 2023 | Dec. 31, 2022 | Jun. 30, 2022 | ||
Investment Company [Abstract] | ||||
Net asset value, beginning of period | $ 19.87 | |||
Net investment income | [1] | 0.76 | ||
Net realized and unrealized gains (losses) | [1] | (0.06) | ||
Net increase (decrease) in net assets resulting from operations | $ 0.70 | |||
Dividends from net investment income | [2] | $ (0.83) | ||
Distributions from net realized gains | $ 0 | |||
Net increase (decrease) in net assets resulting from capital share transactions | (0.83) | |||
Other | [3] | 0.05 | ||
Net asset value, end of period | $ 19.69 | |||
Shares outstanding at end of period | 2,522,659 | |||
Total return(2)(3) | [4],[5] | 3.15% | ||
Net assets, at end of year | $ 49,679,039 | $ 25,472,980 | $ 24,835,853 | |
Ratio of net expenses to average net assets(4) | [6] | 6.05% | ||
Ratio of net investment income (loss) to average net assets(4) | [6] | 5.32% | ||
Portfolio Turnover Rate(4) | [4] | 12.67% | ||
[1] The per share data was derived by using the weighted average shares outstanding during the period. The per share data for dividends reflects the actual amount of the dividends declared per share during the period. Includes the effect of share issuances above (below) net asset value and the impact of calculating certain per share data based on weighted average shares outstanding during the period and certain per share data based on shares outstanding as of a period end or transaction date. Not annualized Total return displayed is net of all fees, including all operating expenses such as management fees, general and administrative expenses, organization and amortized offering expenses, and interest expenses. Total return is calculated as the change in net asset value per share (assuming dividends and distributions are reinvested in accordance with the Company’s dividend reinvestment plan) divided by the beginning net asset value per share. Annualized |
Subsequent Events (Additional I
Subsequent Events (Additional Information) (Details) - Subsequent Event [Member] $ in Millions | May 12, 2023 USD ($) Company |
Dividends Payable [Line Items] | |
Investment Owned At Cost | $ | $ 11.3 |
Number of existing portfolio company | 1 |
Number of new portfolio company | 4 |