11/13/2026 | Press release | Distributed by Public on 11/13/2026 12:17
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
The following discussion and analysis should be read in conjunction with the Company's financial statements and related notes and other financial information appearing elsewhere in this Quarterly Report on Form 10-Q.
Except as otherwise specified, references to "we," "us," "our," or the "Company," refer to TriLinc Global Impact Fund, LLC.
Forward Looking Statements
Some of the statements in this Form 10-Q constitute forward-looking statements, which relate to future events or our future performance or financial condition. The forward-looking statements contained in this Quarterly Report involve risks and uncertainties, including statements as to:
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our future operating results; |
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our ability to purchase or make investments in a timely manner; |
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our business prospects and the prospects of our borrowers; |
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the economic, social and/or environmental impact of the investments that we expect to make; |
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our contractual arrangements and relationships with third parties; |
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our ability to make distributions to our unitholders; |
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the dependence of our future success on the general economy and its impact on the companies in which we invest; |
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the availability of cash flow from operating activities for distributions and payment of operating expenses; |
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the performance of our Advisor, our sub-advisors and our Sponsor; |
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our dependence on our Advisor and our dependence on and the availability of the financial resources of our Sponsor; |
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the ability of our borrowers to make required payments; |
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our Advisor's ability to attract and retain sufficient personnel to support our growth and operations; |
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the lack of a public trading market for our units; |
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the outcome and costs associated with our ongoing proceedings related to the recovery of amounts with respect to certain of our Watch List investments; |
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our ability to borrow funds; |
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our expected financings and investments; |
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the adequacy of our cash resources and working capital; |
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performance of our investments relative to our expectations and the impact on our actual return on invested equity, as well as the cash provided by these investments; |
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any failure in our Advisor's or sub-advisors' due diligence to identify all relevant facts in our underwriting process or otherwise; |
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the ability of our sub-advisors and borrowers to achieve their objectives; |
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the effectiveness of our portfolio management techniques and strategies; |
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failure to maintain effective internal controls; and |
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the loss of our exemption from the definition of an "investment company" under the Investment Company Act of 1940, as amended. |
We use words such as "anticipates," "believes," "expects," "intends" and similar expressions to identify forward-looking statements. Our actual results could differ materially from those projected in the forward-looking statements for any reason.
The foregoing list of factors is not exhaustive. We have based the forward-looking statements included in this report on information available to us on the date of this report, and we assume no obligation to update any such forward-looking statements. Although we undertake no obligation to revise or update any forward-looking statements, whether as a result of new information, future events or otherwise, you are advised to consult any additional disclosures that we may make directly to you or through reports that we may file in the future with the SEC.
Overview
We make impact investments in SMEs that provide the opportunity to achieve both competitive financial returns and positive measurable impact. We were organized as a Delaware limited liability company on April 30, 2012. We have operated and intend to continue to operate our business in a manner that will permit us to maintain our exemption from registration under the Investment Company Act of 1940, as amended. We have used the proceeds raised from the issuance of units to invest in SMEs through local market sub-advisors in a diversified portfolio of financial assets, including direct loans, loan participations, convertible debt instruments, trade finance, structured credit and preferred and common equity investments. A substantial portion of our assets consists of collateralized private debt instruments, which we believe offer opportunities for competitive risk-adjusted returns and income generation. We are externally managed and advised by TriLinc Advisors, LLC, or the Advisor. The Advisor is an investment adviser registered with the SEC.
Our business strategy is to generate competitive financial returns and positive economic, social and environmental impact by providing financing to SMEs, which we define as those businesses having less than 500 employees, primarily in developing economies. To a lesser extent, we may also make impact investments in companies that may not meet our technical definition of SMEs due to a larger number of employees but that also provide the opportunity to achieve both competitive financial returns and positive measurable impact. We generally expect that such investments will have similar investment characteristics as SMEs as defined by us. Our style of investment is referred to as impact investing, which J.P. Morgan Global Research and Rockefeller Foundation in a 2010 report called "an emerging alternative asset class" and defined as investing with the intent to create positive impact beyond financial return. We believe it is possible to generate competitive financial returns while creating positive, measurable impact. We measure the economic, social and environmental impact of our investments using industry-standard metrics, including the Impact Reporting and Investment Standards. Through our investments in SMEs, we intend to enable job creation and stimulate economic growth.
We commenced the Offering on February 25, 2013. Pursuant to the Offering, we were offering on a continuous basis up to $1.5 billion in units of our limited liability company interest, consisting of up to $1.25 billion of units in the primary offering consisting of Class A and Class C units at initial offering prices of $10.00 and $9.576 per unit, respectively, and Class I units at $9.025 per unit, and up to $250 million of units pursuant to our DRP. In May 2012, the Advisor purchased 22,161 Class A units for aggregate gross proceeds of $200,000. On June 11, 2013, we satisfied the minimum offering requirement of $2,000,000 when the Sponsor purchased 321,330 Class A units for aggregate gross proceeds of $2,900,000 and we commenced operations. The Offering terminated on March 31, 2017. Through the termination of the Offering, we raised approximately $361,776,000 in gross proceeds, including approximately $13,338,000 raised through our DRP.
For the period from April 1, 2017 to November 29, 2024, the Company raised an additional $99,753,000 pursuant to a private placement offering. The Company's private placement offering terminated on November 29, 2024. Upon termination of the Offering, we registered $75 million in Class A, Class C and Class I units to continue to be offered pursuant to our DRP to the investors who purchased units in the Offering. Units issued pursuant to our DRP are offered at the price equal to the net asset value per unit of each class of units, as most recently disclosed by the Company in a public filing with the SEC at the time of reinvestment. Our DRP was amended, effective May 25, 2020, to allow holders of all classes of units other than Class Z units to participate, including holders who purchased units in our private placements. The offering must be registered or exempt from registration in every state in which we offer or sell units. If the offering is not exempt from registration, the required registration generally is for a period of one year. Therefore, we may have to stop selling units in any state in which the registration is not renewed annually and the offering is not otherwise exempt from registration.
For the nine months ended September 30, 2026, we did not issue any units through the DRP. As of September 30, 2026, $21,439,000 in units remained available for sale pursuant to the DRP, which was temporarily suspended effective April 1, 2023. The suspension of the DRP was lifted effective April 24, 2024. In addition, the Company's unit repurchase program was suspended effective April 1, 2023. On August 9, 2024, the Company's board of managers approved the reopening of the unit repurchase program, effective September 1, 2024, solely with respect to repurchase requests submitted in connection with the death or disability of a unitholder, subject to the other terms and limitations of the unit repurchase program. During the quarter ended September 30, 2026, following approval by the board of managers at its quarterly meeting in August 2026, the Company fulfilled repurchase requests submitted in connection with the death and disability of the unitholder for a total of 684,240 units at a weighted average repurchase price per unit of $5.699 for an aggregate repurchase price of $3,899,486. As of September 30, 2026, these repurchase requests remained pending processing and were completed by the Company on October 6, 2026. Please see "Notes to the Consolidated Financial Statements - Note 9. Subsequent Events."
From our inception through September 30, 2026, we issued an aggregate of approximately 56,406,000 of our units, including 8,179,306 units issued under our DRP, for gross proceeds of approximately $515,089,000 including approximately $66,897,000 reinvested under our DRP (before dealer manager fees of approximately $4,801,000 and selling commissions of $16,862,000), for net proceeds of $493,427,000. We have not issued any units since the first quarter of 2023.
Outlook
Over the past several years, the global economy weathered tighter monetary policy triggered by high inflation better than most economists originally forecasted, particularly the United States. However, growth expectations were modestly revised downward during the year ended December 31, 2025. Many of the Company's borrowers experienced significant negative effects during the 2020 - 2022 period, due to higher operating costs and supply chain issues that began in 2020 with the onset of the COVID-19 pandemic, which were further exacerbated by the conflict between Russia and Ukraine. Although most supply-side conditions normalized in 2023, providing some economic relief to borrower companies, these disruptions had devastating and long-lasting impacts on the businesses, financial condition and results of operations of several borrower companies. Together, these factors have made it more difficult for borrowers to repay their obligations to the Company in a timely manner or at all, resulting in the Company experiencing inconsistent cash flows. Current macroeconomic conditions are not strong enough for many borrower companies to achieve a rapid and significant recovery in operating performance. The U.S. government has imposed, and may in the future increase, tariffs on specific countries and commodities. In response, certain non-U.S. countries have imposed or may impose retaliatory tariffs. U.S. trade and tariff policies continued to evolve throughout 2026, with certain tariffs modified or terminated and others imposed under different authorities. As of September 30, 2026, material direct effects of these trade developments on the Company's borrowers have been limited to a few select cases. Nonetheless, the foregoing has created significant uncertainty about the future relationship between the United States and certain other countries with respect to trade policies, treaties and new and increased tariffs. Such uncertainty may be further exacerbated by ongoing geopolitical tensions and conflicts, including the continuing Russia-Ukraine conflict, conflicts and instability in the Middle East, and broader geopolitical competition among major global economies, which have contributed to volatility in global energy markets, supply chains, commodity prices and financial markets. These developments, and the continued uncertainty, may have a material adverse effect on global economic conditions and the stability of global financial markets. The Company's NAV per unit as of September 30, 2026 decreased by approximately $0.44 compared to December 31, 2025. The decrease was primarily attributable to a significant write-off of PT Citra Labuantirta in connection with its final settlement, as well as unrealized losses on past-due investments resulting from quarterly valuations following extensions of their original maturity dates during the nine months ended September 30, 2026. Although these settlements negatively impacted NAV, the Company determined to proceed with them after evaluating potential alternative outcomes, as the Company believed that it was in the best interest of the unitholders.
As a result of the inconsistent cash flows generated from the Company's existing portfolio, the Company has experienced decreased liquidity, which, among other things, may continue to impact the Company's ability to pay distributions to its unitholders or meet other Company obligations. Additionally, due to an event of default triggered under the Company's credit facilities as a result of the resignation of the Company's former independent registered public accounting firm in February 2023, which rendered the Company unable to timely file its Annual Report on Form 10-K for the year ended December 31, 2022, the Company entered into a Waiver and Agreement, dated as of May 9, 2023, pursuant to which the Company agreed to accelerate its repayment of the $18 million outstanding under the credit facilities. Pursuant to the terms of the Waiver and Agreement, the Company repaid the amounts outstanding under the credit facilities in full on August 31, 2023. Although the Company repaid these credit facilities in full in 2023, liquidity has remained constrained by the uncertain timing and amount of cash proceeds from its remaining investments. As a result, with the exception of special distributions paid to unitholders in February 2024 and March 2024, the Company did not pay monthly distributions for periods subsequent to June 2023 and anticipates that it may not be able to pay regular monthly distributions in the coming quarters. In addition, the Company's unit repurchase program, which was suspended effective April 1, 2023, has been reinstated, but only with respect to repurchase requests made in connection with the death or disability of a unitholder and remains subject to the other terms and limitations of the program, which generally limit funds available for redemption to proceeds from our DRP. Since we have not paid distributions since early 2024, there have not been any proceeds from our DRP. Our NAV per unit as of September 30, 2026 is higher than it would have been if the Company had continued to pay regular monthly distributions during the nine months ended September 30, 2026.
The Company remains focused on developing and implementing a comprehensive strategy to address its liquidity needs and provide a path toward enhanced liquidity for the benefit of its unitholders. In addition to pursuing individual investment realizations, potential credit facilities and negotiated settlements, the Company has been actively advancing a broader strategic initiative intended to evaluate potential transaction structures that could provide liquidity to unitholders who are seeking liquidity while striving to preserve and maximize the value of the Company's investment portfolio for the benefit of all unitholders.
During the second quarter of 2026, the Company engaged a financial advisor to assist the Company and its Board of Managers in evaluating strategic liquidity alternatives. Since that engagement, the Company, together with its financial advisor and other consultants, has progressed from evaluating potential alternatives to developing and assessing potential transaction structures, including potential market interest in various transactions.
While the Company believes meaningful progress has been made and will continue to be made, the Company has not decided to pursue a particular alternative or transaction, and there can be no assurance that any potential transaction will be completed, that it will result in liquidity for unitholders, or as to the timing or amount of any potential liquidity that may result from any potential transaction. The Company expects to provide a further update by or before the filing of its Annual Report on Form 10-K for the year ending December 31, 2026.
Investments
Our investment objectives are to provide our unitholders current income, capital preservation, and modest capital appreciation. These objectives are achieved primarily through SME trade finance and term loan financing, while employing rigorous risk-mitigation and due diligence practices, and transparently measuring and reporting the economic, social and environmental impacts of our investments. The majority of our investments are senior and other collateralized loans to SMEs with established, profitable businesses in developing economies. To a lesser extent, we may also make investments in financing to companies that may not meet our technical definition of SMEs due, for example, to the companies having a larger number of employees, but that also provide the opportunity to achieve both competitive financial returns and positive measurable impact. Furthermore, we may also make investments in developed economies, including the United States. With the sub-advisors that our Advisor has contracted with to assist the Advisor in implementing the Company's investment program, we expect to provide growth capital financing generally ranging in size from $5-20 million per transaction for direct SME loans and $500,000 to $15 million for trade finance transactions. We seek to protect and grow investor capital by: (1) targeting countries with favorable economic growth and investor protections; (2) partnering with sub-advisors with significant experience in local markets; (3) focusing on creditworthy lending targets who have at least 3-year operating histories and demonstrated cash flows enabling loan repayment; (4) making primarily debt investments, backed by collateral and borrower guarantees; (5) employing best practices in our due diligence and risk mitigation processes; and (6) monitoring our portfolio on an ongoing basis. By providing additional liquidity to growing small businesses, we believe we support both economic growth and the expansion of the global middle class.
Investments will continue to be primarily credit facilities and participations in credit facilities to developing economy SMEs, including trade finance and term loans, through the Advisor's team of professional sub-advisors with a local presence in the markets where they invest. As of September 30, 2026, some of our investments were in the form of participations, and we expect that some of our future investments will continue to be in the form of participations. We typically provide financing that is collateralized, has a short to medium-term maturity and is self-liquidating through the repayment of principal. Our counterparty for certain participations generally is the respective sub-advisor or its affiliate that originates the loan in which we are participating. In such case, we will not have a contract with the underlying borrower and therefore, in the event of default, we will not have the ability to directly seek recovery against the collateral and instead will have to seek recovery through our sub-advisor counterparty, which increases the risk of full recovery.
Certain investments, including loans and participations, may carry equity warrants on borrowers, which allow us to buy shares of the portfolio company at a given price, which we will exercise at our discretion during the life of the portfolio company. Our goal is to ultimately dispose of such equity interests and realize gains upon the disposition of such interests. However, these warrants and equity interests are illiquid and it may be difficult for the Company to dispose of them. In addition, we expect that any warrants or other return enhancements received when we make or invest in loans may require several years to appreciate in value and may not appreciate at all.
Floating Interest Rates
As of September 30, 2026, 1.4% of the fair value of the Company's total investments bore interest at floating rates based on the Secured Overnight Financing Rate ("SOFR"), serving as an alternative rate designated by the Company following the discontinuation of LIBOR, which was phased out completely in June 2023. In July 2023, the Company's legacy loans transitioned from LIBOR to Synthetic LIBOR, which was in effect until September 30, 2024. The Company's legacy loans have transitioned to SOFR following the complete phase-out of LIBOR as of September 30, 2024.
The discontinuation of both LIBOR and Synthetic LIBOR and the use of alternative rates, such as SOFR, could result in interest rate decreases on our debt, which could adversely affect our cash flow, operating results and ability to make distributions to our unitholders at expected levels or at all.
Revenues
Since we anticipate that the majority of our assets will continue to consist of trade finance instruments and term loans, we expect that the majority of our revenue will continue to be generated in the form of interest income. Our senior and subordinated debt investments may bear interest at a fixed or floating rate. Interest on debt securities is generally payable monthly, quarterly or semi-annually. In some cases, some of our investments provide for deferred interest payments or PIK interest. The principal amount of the debt securities and any accrued but unpaid interest generally is due at the maturity date. In addition, we generate revenue in the form of acquisition and other fees in connection with some transactions. Original issue discounts and market discounts or premiums are capitalized, and we accrete or amortize such amounts as interest income. We record prepayment premiums on loans and debt securities as interest income. Dividend income, if any, will be recognized on an accrual basis to the extent that we expect to collect such amounts.
Expenses
Our primary operating expenses include the payment of asset management fees and expenses reimbursable to our Advisor under the Advisory Agreement. We bear all other costs and expenses of our operations and transactions.
Portfolio and Investment Activity
During the nine months ended September 30, 2026, the Company did not make any investments. Additionally, the Company received proceeds from repayments and dispositions of investment principal of approximately $24.7 million.
At September 30, 2026 and December 31, 2025, the Company's investment portfolio included 25 and 28 companies, respectively, and the fair value of our portfolio was comprised of the following:
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As of September 30, 2026 |
As of December 31, 2025 |
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Investments |
Percentage of |
Investments |
Percentage of |
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at |
Total |
at |
Total |
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Fair Value |
Investments |
Fair Value |
Investments |
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Senior secured term loans |
$ | 119,148,675 | 49.9 | % | $ | 123,807,284 | 47.2 | % | ||||||||
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Senior secured term loan participations |
48,976,986 | 20.5 | % | 71,371,727 | 27.2 | % | ||||||||||
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Senior secured trade finance participations |
24,273,853 | 10.2 | % | 26,493,018 | 10.1 | % | ||||||||||
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Convertible notes |
30,850,472 | 12.9 | % | 29,092,471 | 11.1 | % | ||||||||||
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Other investments |
12,483,753 | 5.2 | % | 11,451,817 | 4.4 | % | ||||||||||
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Equity interest |
3,149,681 | 1.3 | % | - | 0.0 | % | ||||||||||
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Equity warrants |
- | 0.0 | % | - | 0.0 | % | ||||||||||
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Total investments |
$ | 238,883,420 | 100.0 | % | $ | 262,216,317 | 100.0 | % | ||||||||
As of September 30, 2026, the weighted average contractual yields, based upon the cost of our portfolio, on trade finance participations, term loan participations, senior secured term loans and convertible notes were 10.1%, 13.8%, 16.7% and 11.8%, respectively, for a weighted average contractual yield on investments of approximately 13.4% on our total portfolio.
As of December 31, 2025, the weighted average contractual yields, based upon the cost of our portfolio, on trade finance participations, term loan participations, senior secured term loans, and convertible notes were 9.7%, 14.3%, 16.1%, and 11.8%, respectively, for a weighted average contractual yield on investments of approximately 13.5% on our total portfolio.
As of September 30, 2026, we had the following investments, listed by description of the underlying borrower (if applicable):
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Description |
Sector |
Industry Classification |
Country |
Interest |
Maturity (1) |
Principal Amount |
Fair Value |
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Resource Trader |
(6) |
Coal and Other Minerals and Ores |
Responsible Natural Resources Distribution |
Hong Kong |
11.50 | % |
6/30/2023 |
(2) |
$ | 22,219,565 | $ | 13,879,982 | |||||||||||||||
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Wholesale Distributor |
(6) |
Chemicals and Allied Products |
Responsible Industrial Goods Distribution |
Malaysia |
12.00 | % |
6/30/2023 |
(2) |
18,484,703 | 3,096,069 | |||||||||||||||||
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Waste to Fuels Processor |
(5) |
Refuse Systems |
Recycling |
Mexico | 20.0% PIK | 9/30/2026 | 82,021,132 | 82,021,132 | |||||||||||||||||||
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Non-Ferrous Metal Trader |
(5) |
Coal and Other Minerals and Ores |
Responsible Natural Resources Distribution |
Singapore | 6.0% Cash/7.50% PIK | 12/31/2026 |
(2) |
21,799,281 | 20,151,492 | ||||||||||||||||||
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SME Financier |
(6) |
Short-Term Business Credit |
Inclusive Finance |
Botswana |
13.32 | % |
8/18/2023 |
(2) |
5,601,000 | 1,296,104 | |||||||||||||||||
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Hospitality Service Provider |
Hotels and Motels |
Infrastructure Development |
Cabo Verde |
10.0% Cash/3.5% PIK |
12/31/2027 |
7,064,038 | 6,751,017 | ||||||||||||||||||||
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Freight and Cargo Transporter |
(6) |
Freight Transportation Arrangement |
Responsible Logistics Management |
Kenya |
12.35% Cash / 4.0% PIK |
3/31/2023 |
(2) |
15,092,408 | 2,147,587 | ||||||||||||||||||
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Property Developer |
(6) |
Land Subdividers and Developers |
Infrastructure Development |
Namibia |
8.50% Cash/4.0% PIK |
8/15/2021 |
(2) |
18,717,631 | 18,629,836 | ||||||||||||||||||
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Marine Logistics Provider |
Towing and Tugboat Service |
Responsible Logistics Management |
Nigeria |
3.00 | % |
10/31/2026 |
242,380 | 156,785 | |||||||||||||||||||
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Frozen Bakery Products Manufacturer |
(7) |
Retail Bakeries |
Responsible Consumer Goods Production |
Romania | 18.5% Cash | 12/7/2024 |
(2) |
6,836,622 | 6,521,990 | ||||||||||||||||||
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Grain Processor G |
(5) |
Corn |
Sustainable Agriculture & Agroprocessing |
Uganda |
12.80% PIK |
10/31/2026 |
(2) |
952,953 | 819,080 | ||||||||||||||||||
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Grain Processor F |
(5) |
Corn |
Sustainable Agriculture & Agroprocessing |
Uganda |
3.50% Cash/8.0% PIK |
10/31/2026 |
(2) |
16,632,406 | 12,654,587 | ||||||||||||||||||
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Agriculture Distributor |
Soybeans |
Sustainable Agriculture & Agroprocessing |
Argentina | 0.00 | % | 8/1/2039 |
(2) |
6,104,975 | 6,078,070 | ||||||||||||||||||
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Dairy Co-Operative |
(6) |
Dairy Farms |
Sustainable Dairy Production |
Argentina |
10.67 | % |
7/29/2019 |
(2) |
5,670,694 | 3,712,225 | |||||||||||||||||
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Cocoa & Coffee Exporter |
(6) |
Chocolate and Cocoa Products |
Sustainable Agriculture & Agroprocessing |
Cameroon |
9.50%, 6.0% |
(8) |
12/31/2024 |
(2) |
16,077,863 | 12,093,041 | |||||||||||||||||
|
Seafood Processing Company II |
(6) |
Frozen Fish and Seafood |
Sustainable Aquaculture & Processing |
Ecuador |
11.75 | % |
10/25/2023 |
(2) |
4,424,931 | 2,390,517 | |||||||||||||||||
|
Claim in Bankruptcy |
(7) |
Other |
Other |
N/A | N/A | N/A |
(2) |
5,846,299 | 3,086,589 | ||||||||||||||||||
|
Claim in Bankruptcy |
(5), (7) |
Electric Services |
Technological Innovation |
Chile |
N/A | N/A |
(2) |
523,193 | 676,608 | ||||||||||||||||||
|
Claim in Bankruptcy |
(7) |
Cotton Ginning |
Sustainable Agriculture & Agroprocessing |
Argentina |
N/A | N/A |
(2) |
4,935,048 | 1,792,698 | ||||||||||||||||||
|
Claim in Bankruptcy |
(7) |
Beef Cattle, Except Feedlots |
Sustainable Agriculture & Agroprocessing |
Argentina |
N/A | N/A |
(2) |
6,499,323 | 2,955,774 | ||||||||||||||||||
|
Profit sharing rights on cocoa distribution |
Other |
Sustainable Agriculture & Agroprocessing |
Nigeria |
N/A |
N/A |
(2) |
1,433,269 | 1,157,006 | |||||||||||||||||||
|
Installment under Judicial Recovery |
Other |
Other |
Brazil | N/A |
12/15/2026 |
200,000 | 103,015 | ||||||||||||||||||||
|
Real estate property |
Other |
Other |
Peru |
N/A | N/A | 1,354,523 | 1,261,346 | ||||||||||||||||||||
|
Other receivable |
(3) |
Other |
Recycling |
Ecuador |
3.00 | % |
4/17/2027 |
1,450,717 | 1,450,717 | ||||||||||||||||||
|
IT Service Provider |
Computer Related Services |
Access to Technology |
Brazil | 3.94% PIK |
2/11/2027 |
388,379 | 674,198 | ||||||||||||||||||||
|
IT Service Provider |
Computer Related Services |
Access to Technology |
Brazil |
12.0% PIK |
8/11/2027 |
(2) |
32,137,414 | 30,176,274 | |||||||||||||||||||
|
Wheel Manufacturer |
(4) |
Motor Vehicle Parts and Accessories |
Responsible Consumer Goods Production |
Netherlands |
N/A |
N/A |
N/A | 3,149,681 | |||||||||||||||||||
|
Total Investments |
$ | 238,883,420 | |||||||||||||||||||||||||
|
1 |
Trade finance borrowers may be granted flexibility with respect to repayment relative to the stated maturity date to accommodate specific contracts and/or business cycle characteristics. This flexibility in each case is agreed upon between the Company and the sub-advisor and between the sub-advisor and the borrower. |
|
2 |
See Watch List Investments section below for further information. |
|
3 |
The Company transferred the original investment to a new assignee, Naocarton S.A.S., on September 29, 2026. The assignee is required to make installment payments and repay the outstanding balance in full by April 17, 2027. The outstanding balance bears interest at an annual rate of 3.0%. |
|
4 |
The Company originally invested in Cevher International B.V. Netherlands through a participation in a senior secured term loan. During the third quarter of 2026, the debt investment was fully settled, and the Company received an equity interest in Cevher International B.V. as part of the settlement. |
|
5 |
Investment is undergoing a restructuring. |
|
6 |
Investment is in default. |
|
7 |
Investment is in bankruptcy. |
|
8 |
The interest rate is 9.5% on the first and second trade finance participation, and 6.0% on the third trade finance participation. |
As of September 30, 2026, the composition of our investments at fair value based on the Company created industry classification was as follows:
|
As of September 30, 2026 |
As of December 31, 2025 |
|||||||||||||||
|
Fair |
Percentage |
Fair |
Percentage |
|||||||||||||
|
Industry Classification |
Value |
of Total |
Value |
of Total |
||||||||||||
|
Access to Technology |
$ | 30,850,472 | 13.0 | % | $ | 29,092,471 | 11.1 | % | ||||||||
|
Inclusive Finance |
1,296,104 | 0.5 | % | 1,777,308 | 0.7 | % | ||||||||||
|
Infrastructure Development |
25,380,853 | 10.6 | % | 33,436,294 | 12.8 | % | ||||||||||
|
Recycling |
83,471,849 | 34.9 | % | 73,260,746 | 27.9 | % | ||||||||||
|
Responsible Consumer Goods Production |
9,671,671 | 4.0 | % | 18,018,287 | 6.9 | % | ||||||||||
|
Responsible Industrial Goods Distribution |
3,096,069 | 1.3 | % | 4,019,175 | 1.5 | % | ||||||||||
|
Responsible Logistics Management |
2,304,372 | 1.0 | % | 4,768,225 | 1.8 | % | ||||||||||
|
Responsible Natural Resources Distribution |
34,031,474 | 14.2 | % | 33,577,527 | 12.8 | % | ||||||||||
|
Sustainable Agriculture & Agroprocessing |
37,550,256 | 15.7 | % | 51,886,805 | 19.8 | % | ||||||||||
|
Sustainable Aquaculture & Processing |
2,390,517 | 1.0 | % | 2,674,069 | 1.0 | % | ||||||||||
|
Sustainable Dairy Production |
3,712,225 | 1.6 | % | 4,252,363 | 1.6 | % | ||||||||||
|
Technological Innovation |
676,608 | 0.3 | % | 764,426 | 0.3 | % | ||||||||||
|
Other |
4,450,950 | 1.9 | % | 4,688,621 | 1.8 | % | ||||||||||
|
Total |
$ | 238,883,420 | 100.0 | % | $ | 262,216,317 | 100.0 | % | ||||||||
Concentration Limits
The Company is subject to the following concentration limits:
|
● |
Maximum 45% regional exposure |
|
● |
Maximum 20% country exposure |
|
● |
Maximum 5% individual investment exposure |
We may only make investments that do not cause us to exceed these limits on the date of investment. These limits are calculated as a percentage of the fair value of all investments and cash on the date of investment. As of September 30, 2026, the Company has made investments in compliance with all of the above concentration limits.
Watch List Investments
The Company monitors and reviews the performance of its investments and if the Company determines that there are any significant changes in the credit and collection risk of an investment, the investment will be placed on the Watch List. The Company places an investment on the Watch List when it believes the investment has material performance weakness driven by company-specific and macro events that may affect the timing of future cash flows. For all Watch List investments, the Company evaluates: (i) liquidation value of collateral; (ii) rights and remedies enforceable against the borrower; (iii) any credit insurance and/or guarantees; (iv) market, sector and macro events and (v) other relevant information (e.g., third party purchase of the borrower and potential or ongoing litigation). At September 30, 2026, 15 portfolio companies were on non-accrual status with an aggregate fair value of approximately $98,508,582 or 41.2% of the fair value of the Company's total investments. At December 31, 2025, 19 portfolio companies were on non-accrual status with an aggregate fair value of approximately $134,642,632 or 51.3% of the fair value of the Company's total investments. As of September 30, 2026 and December 31, 2025, the Company had 19 and 22 Watch List investments, respectively, representing 60.0% and 57.1%, respectively, of the fair value of the Company's total investments.
As of September 30, 2026, the Company's Watch List investments consisted of the following:
|
Interest not accrued on Investments on Watch List status |
|||||||||||||||||||||||||||||||||
|
Three Months Ended |
Nine Months Ended |
||||||||||||||||||||||||||||||||
|
Portfolio Company |
Principal Balance |
Fair Value |
Accrued Interest |
Sub-advisor |
Valuation Approach |
September 30, 2026 |
September 30, 2025 |
September 30, 2026 |
September 30, 2025 |
||||||||||||||||||||||||
|
Trustco Group Holdings Ltd. (3) |
$ | 18,717,631 | $ | 18,629,836 | $ | - | N/A |
Collateral based approach |
$ | 702,735 | $ | 674,943 | $ | 2,064,710 | $ | 1,983,055 | |||||||||||||||||
|
Equity Participation in Cocoa Transaction A (1) |
1,433,269 | 1,157,006 | - | N/A |
Income approach |
- | - | - | - | ||||||||||||||||||||||||
|
Compania Argentina de Granos S.A. (2), (3) |
6,104,975 | 6,078,070 | - | N/A |
Income approach |
- | - | - | - | ||||||||||||||||||||||||
|
Frigorifico Regional Industrias Alimentarias, S.A., Sucursal Uruguay (2), (3) |
6,499,323 | 2,955,774 | - | N/A |
Collateral based approach |
- | - | - | - | ||||||||||||||||||||||||
|
Sancor Cooperativas Unidas Ltda (3) |
5,670,694 | 3,712,225 | - | N/A |
Collateral based approach |
- | - | - | 311,272 | ||||||||||||||||||||||||
|
IIG TOF B.V. (2), (3) |
5,846,299 | 3,086,589 | - | N/A |
Collateral based approach |
- | - | - | - | ||||||||||||||||||||||||
|
Algodonera Avellaneda S.A. (1), (2), (3) |
4,935,048 | 1,792,698 | - | N/A |
Collateral based approach |
- | - | - | - | ||||||||||||||||||||||||
|
Triton Metallics Pte Ltd.(3) |
21,799,281 | 20,151,492 | - | N/A |
Income approach |
973,977 | 817,688 | 3,021,211 | 2,211,976 | ||||||||||||||||||||||||
|
Ecsponent Holdings Limited (1), (3) |
5,601,000 | 1,296,104 | - |
N/A |
Hybrid income/collateral based approach |
191,734 | 195,060 | 566,899 | 586,363 | ||||||||||||||||||||||||
|
Producam S.A. (3) |
16,077,863 | 12,093,041 | - | N/A |
Income approach |
538,005 | 489,830 | 1,560,104 | 1,420,430 | ||||||||||||||||||||||||
|
Multiple ICD (Kenya) Limited (3) |
15,092,408 | 2,147,587 | - | N/A |
Collateral based approach |
733,818 | 704,798 | 2,155,975 | 2,039,166 | ||||||||||||||||||||||||
|
Agilis Partners Holding LLC (1) |
952,953 | 819,080 | - |
Origin |
Income approach |
- | - | - | - | ||||||||||||||||||||||||
|
Agilis Partners |
16,632,406 | 12,654,587 | 2,343,691 |
Origin |
Income approach |
- | - | - | - | ||||||||||||||||||||||||
|
Itelecom Holding Chile SPA (1), (2), (3) |
523,193 | 676,608 | - | N/A |
Income approach |
- | - | - | - | ||||||||||||||||||||||||
|
Limas Commodities House Limited (3) |
22,219,565 | 13,879,982 | - | N/A |
Income approach |
1,004,912 | 895,807 | 2,899,421 | 2,584,627 | ||||||||||||||||||||||||
|
Vikudha Malaysia Sdn Bhd (3) |
18,484,703 | 3,096,069 | - | N/A |
Hybrid income/collateral based approach |
738,026 | 687,891 | 2,152,567 | 2,006,338 | ||||||||||||||||||||||||
|
Worldwide Investments and Representations Winrep S.A. and Vannapack S.A. (1), (3) |
4,424,931 | 2,390,517 | - | N/A |
Collateral based approach |
132,871 | 132,871 | 394,280 | 394,280 | ||||||||||||||||||||||||
|
Lidas SRL (3) |
6,836,622 | 6,521,990 | 2,159,477 | N/A |
Hybrid income/collateral based approach |
518,011 | - | 1,468,238 | - | ||||||||||||||||||||||||
|
Qintess Tecnologia e Participacoes Ltda, Series B |
32,137,414 | 30,176,274 | - |
N/A |
Income approach |
- | - | - | - | ||||||||||||||||||||||||
|
Total Watchlist |
$ | 209,989,578 | $ | 143,315,529 | $ | 4,503,168 | $ | 5,534,090 | $ | 4,598,887 | $ | 16,283,405 | $ | 13,537,506 | |||||||||||||||||||
|
1 |
Investments with a fair value equal to or less than 1.0% of the aggregate fair value of the Company's net assets as of September 30, 2026. Additional information regarding Watch List investments with a fair value equal to or greater than 1.0% of the aggregate fair value of the Company's net assets as of September 30, 2026 are presented below. |
|
2 |
Excludes interest not accrued with respect to investments which the Company may not legally accrue interest, such as those that are the subject of bankruptcy proceedings. |
|
3 |
Investments were on non-accrual status. |
As of December 31, 2025, the Company's Watch List investments consisted of the following:
|
Portfolio Company |
Principal Balance |
Fair Value |
Accrued Interest |
Sub-advisor |
Valuation Approach |
||||||||||||
|
Trustco Group Holdings Ltd. (3) |
$ | 18,717,631 | $ | 18,029,698 | $ | - |
N/A |
Collateral based approach |
|||||||||
|
Maritime One Limited (1) |
1,754,281 | 1,668,687 | 29,719 |
N/A |
Income approach |
||||||||||||
|
Compania Argentina de Granos S.A. (2), (3) |
5,834,471 | 6,040,979 | - |
N/A |
Income approach |
||||||||||||
|
Frigorifico Regional Industrias Alimentarias, S.A., Sucursal Uruguay (2), (3) |
6,499,323 | 2,955,774 | - |
N/A |
Collateral based approach |
||||||||||||
|
Sancor Cooperativas Unidas Ltda (3) |
5,670,694 | 4,252,363 | 1,347,047 |
N/A |
Collateral based approach |
||||||||||||
|
IIG TOF B.V. (2), (3) |
5,883,971 | 3,124,260 | - |
N/A |
Collateral based approach |
||||||||||||
|
Algodonera Avellaneda S.A. (1), (2), (3) |
4,935,048 | 1,792,698 | - |
N/A |
Collateral based approach |
||||||||||||
|
Triton Metallics Pte Ltd.(3) |
21,799,281 | 19,025,670 | 1,513,671 |
N/A |
Income approach |
||||||||||||
|
Ecsponent Holdings Limited (1), (3) |
5,601,000 | 1,777,308 | - |
Scipion |
Hybrid income/collateral based approach |
||||||||||||
|
Producam S.A. (3) |
16,077,863 | 13,525,607 | - |
N/A |
Income approach |
||||||||||||
|
Multiple ICD (Kenya) Limited (3) |
15,092,408 | 3,099,538 | - |
N/A |
Collateral based approach |
||||||||||||
|
Agilis Partners Holding LLC (1) |
828,540 | 694,668 | 27,102 | Origin |
Income approach |
||||||||||||
|
Agilis Partners |
15,361,873 | 12,676,945 | 2,239,301 | Origin |
Income approach |
||||||||||||
|
Itelecom Holding Chile SPA (1), (2), (3) |
1,250,194 | 764,426 | - |
N/A |
Collateral based approach |
||||||||||||
|
Limas Commodities House Limited (3) |
22,219,565 | 14,551,857 | - | N/A |
Income approach |
||||||||||||
|
Vikudha Malaysia Sdn Bhd (3) |
18,484,703 | 4,019,175 | - | N/A |
Hybrid income/collateral based approach |
||||||||||||
|
Cevher International B.V. Netherlands (3) |
8,020,009 | 11,036,073 | 897,707 | CCL |
Income approach |
||||||||||||
|
Worldwide Investments and Representations Winrep S.A. and Vannapack S.A. (1), (3) |
4,424,931 | 2,674,069 | - | N/A |
Collateral based approach |
||||||||||||
|
Lidas SRL (3) |
6,836,622 | 6,982,214 | 2,159,477 | N/A |
Income approach |
||||||||||||
|
PT Citra Labuantirta (3) |
15,000,000 | 12,949,836 | 8,368,416 | N/A |
Hybrid income/collateral based approach |
||||||||||||
|
Dock Brasil Engenharia E Servicos S.A. (3) |
8,079,450 | 5,520,952 | - | TRG |
Income approach |
||||||||||||
|
Grupo Surpapel (1), (3) |
5,966,448 | 2,520,135 | - | Origin |
Income approach |
||||||||||||
|
Total Watchlist |
$ | 214,338,306 | $ | 149,682,932 | $ | 16,582,440 | |||||||||||
|
1 |
Investments with a fair value equal to or less than 1.0% of the aggregate fair value of the Company's net assets as of December 31, 2025. Additional information regarding Watch List investments with a fair value equal to or greater than 1.0% of the aggregate fair value of the Company's net assets as of December 31, 2025 are presented below. |
|
2 |
Excludes interest not accrued with respect to investments which the Company may not legally accrue interest, such as those that are the subject of bankruptcy proceedings. |
|
3 |
Investments were on non-accrual status. |
Investments through The International Investment Group L.L.C. ("IIG") as the Sub-Advisor
IIG was the sub-advisor with respect to certain investments that the Company made in South America, including 5 of the 19 Watch List investments as of September 30, 2026. Since June 30, 2018, the Company has discovered, among other things, that IIG failed to provide the Company with complete and accurate information with respect to the investments for which IIG was the sub-advisor and, in 2017, sold the Company a $6 million participation in a loan to Nacadie (defined below) that did not exist. In November of 2019, the SEC charged IIG with fraud and revoked IIG's registration. Shortly thereafter, IIG ceased all operations. A fund managed by IIG, which sold most of the participations to the Company, was placed into bankruptcy in January 2020. Subsequently, the Company filed a bankruptcy claim against the remaining assets of the estate.
The SEC charged IIG with fraud on November 21, 2019 and revoked IIG's registration as an investment adviser on November 26, 2019. On March 30, 2020, the SEC obtained a final judgment on consent that enjoins IIG from violating the antifraud provisions of the federal securities laws. On July 17, 2020, the SEC filed fraud charges against David Hu, one of IIG's co-founders, who was also charged by the U.S. Attorney's Office for the Southern District of New York in a parallel criminal action. On January 28, 2021, David Hu pled guilty to one count of securities fraud, one count of wire fraud, and one count of conspiracy to commit securities fraud and wire fraud. On April 13, 2021, the U.S. Attorney's Office for the Southern District of New York announced that Martin Silver, IIG's other co-founder, pled guilty to one count of conspiracy to commit investment adviser fraud, securities fraud, and wire fraud, one count of securities fraud, and one count of wire fraud for his role in overvaluing and selling fake loans to investors so IIG could collect management and performance fees. Also on April 13, 2021, the SEC filed a civil complaint against Martin Silver, asserting several claims that involve allegations of a string of frauds perpetrated by Mr. Silver and others at IIG in order to keep IIG afloat. IIG has ceased operations and the Company does not expect to receive any further reporting from IIG with respect to its outstanding investments. The Company is taking necessary steps, including legal action in some cases, in order to ascertain as much information as possible regarding these investments.
Most of the outstanding investments for which IIG was the sub-advisor were purchased from IIG TOF B.V., a Dutch Limited Liability Company advised by IIG. On December 11, 2019, a subsidiary of the Company filed an application in Amsterdam District Court to declare IIG TOF B.V. bankrupt. As set forth in the application for the Declaration of Bankruptcy, the Company and other creditors believe they have multiple due and payable claims against IIG TOF B.V. which IIG TOF B.V. has acknowledged it is unable to pay. On January 21, 2020, the Amsterdam District Court declared IIG TOF B.V. bankrupt and appointed a Dutch law firm as liquidator. The Company is seeking recovery of amounts due and payable to the Company with respect to the Participations it acquired from IIG TOF B.V. There can be no assurances as to when or if the Company will recover the amounts to which the Company believes it is entitled. Additional information regarding Watch List investments for which IIG was the sub-advisor with a fair value equal to or greater than 1.0% of the Company's net assets as of September 30, 2026 is presented below.
Compania Argentina de Granos
Between October 2016 and February 2017, the Company purchased two Participations in a trade finance facility originated by IIG TOF B.V., with CAGSA, as borrower. The Company purchased the initial Participation in October 2016 for $10,000,000 and subsequently increased the Participation by another $2,500,000 in February 2017. This facility was collateralized by two export contracts. CAGSA, an Argentine company, is mainly engaged in the trading of grain and oilseed and the distribution and processing of food ingredients. Due to unfavorable weather conditions, CAGSA was unable to make delivery of toasted soybean meal under the terms of its export contracts. As a result, it failed to pay IIG its outstanding principal due on June 30, 2018.
IIG previously informed the Company that it had been in active discussions with CAGSA and other CAGSA lenders to protect its rights under the credit facility. Additionally, IIG had previously informed the Company that IIG is a member of the creditors committee, which would determine all financial and restructuring options of CAGSA, which may include additional equity infusions by the existing shareholders. In February 2019, CAGSA disclosed that it had reached a preliminary settlement with its creditors. The administrator of IIG TOF B.V.'s bankruptcy proceedings in the Netherlands notified the Company that the settlement discussions with CAGSA's creditors had resumed and were close to being finalized. The administrator indicated that the terms of the settlement being discussed are different from the terms that had been part of the preliminary settlement that had been reached in February 2019. The settlement is expected to result in the assumption of the entirety of CAGSA's debt by its parent company, Molinos Cañuelas ("MolCa"), with a portion to be repaid over a ten-year period and the remaining portion to be repaid over a period of up to ten years from the proceeds of the sale of 62.5% of the outstanding interests in MolCa, which are expected to be pledged to the unsecured creditors of CAGSA and MolCa as part of the proposed settlement. On September 27, 2021, MolCa and CAGSA filed for debt restructuring in the Argentinian bankruptcy court. On March 11, 2022, IIG TOF BV filed claims on behalf of the Company for the court to recognize the amounts due. The terms of the restructuring had been widely pre-approved by the creditors group prior to the filing. Since then, there have been several iterations of the settlement terms, with each set of terms representing slightly better terms for the lenders. The final restructuring proposal was submitted on December 31, 2024. On July 31, 2025, the court approved the restructuring plan. The Company received the first payment of the settlement proceeds as expected in early October 2025. The second payment was received in February 2026 as scheduled. In June 2026, the Company was advised by counsel that the settlement proceeds should be allocated based on the restructuring proposal, instead of the pre-existing settlement agreement. Under the revised methodology, the Company will receive a smaller portion of near-term distributions, with a larger portion of recoveries expected in the longer term. The Company received the interest payment as scheduled in August 2026. A decrease in fair value of approximately $233,000 was recognized as a result of the quarterly valuation during the nine months ended September 30, 2026.
Frigorifico Regional Industrias Alimentarias, S.A., Sucursal Uruguay and Algodonera Avellaneda S.A.
Between June 2016 and July 2016, the Company purchased two Participations in a trade finance facility originated by IIG TOF B.V., with Frigorifico Regional Industrias Alimentarias, S.A., Sucursal Uruguay ("FRIAR"), an Argentine company that produces, processes and exports beef, as the borrower. In June 2017, IIG called a technical event of default due to non-payment by FRIAR. In an effort to seek repayment from FRIAR, IIG filed the promissory notes for FRIAR in the commercial court in Buenos Aires, Argentina.
In March 2017, the Company purchased a Participation in a trade finance facility originated by IIG TOF B.V., with Algodonera Avellaneda S.A. ("Algodonera") as the borrower for $6,000,000. The loan agreement states that Vicentin has guaranteed the payments to be made by Algodonera under the facility. Algodonera is an Argentinian vertically integrated cotton business. IIG informed the Company that in June 2017, IIG called a technical default on Algodonera under the facility due to nonpayment of interest and on Vicentin under the payment guarantee due to the breach of informational covenants. Thereafter, IIG made a filing against Vicentin and Algodonera in the commercial court in Buenos Aires, Argentina on July 4, 2017.
In August 2019, the Company was informed by IIG's legal counsel that the commercial court proceedings with FRIAR and Algodonera had been terminated due to the parties having reached a settlement. The Company obtained evidence that the settlement proceeds for all participant holders had been placed in an escrow account with a New York law firm. In January 2022, the largest participant holder with respect to claims against the escrow account filed an action in New York district court to release these funds to all the participant holders. In August of 2023, the court awarded the Company $4.6 million in proceeds from the escrow account. As of September 30, 2026, the creditors continue to work with the IIG TOF B.V. liquidator on further claims to satisfy the remaining debt owed.
Sancor Cooperativas Unidas Limitada
In April 2016, the Company purchased two Participations in a trade finance facility originated by IIG TOF B.V., with Sancor Cooperativas Unidas Limitada ("Sancor"), an Argentine company that distributes dairy products, as the borrower. IIG had worked with Sancor to restructure the existing loan and extended the maturity to July 29, 2019, with an annual renewal option. Since February 2019, Sancor has announced the sale of certain of its assets, which allowed it to make some payments to creditors and maintain operations, but the Company did not receive any payment as a result of those asset sales. As noted above, IIG has ceased operations and the Company has taken legal action in an attempt to recover amounts due. During the quarter ended December 31, 2020, the Company learned, in connection with certain court proceedings in the United States Bankruptcy Court for the Southern District of New York regarding a fund advised by IIG, that funds had been received in a New York bank account controlled by an affiliate of IIG and that such funds may include prior debt service payments by Sancor related to the Company's interests in the Sancor trade finance facility. During the year ended December 31, 2021, the Company was able to obtain control of the assets in the bank account and determined that they should primarily be allocated to outstanding interest. During the year ended December 31, 2021, Sancor was engaged in ongoing negotiations with its lenders regarding a debt restructuring, including discussions with the administrator of IIG TOF B.V.'s bankruptcy proceedings in the Netherlands. During the year ended December 31, 2021, the Company received interest payments of approximately $700,000 and principal payments of approximately $198,000 from the borrower. The Company is cooperating with the lender group in seeking a default judgement in a court in Argentina to take control of the collateral in an effort to facilitate negotiation with Sancor on settlement of the debt. In July 2024, a joint liquidation agreement for the warrants was executed between Sancor and the creditor group, providing for the immediate liquidation of 70% of the warrants, the proceeds of which were to be transferred to the creditors, with the remaining warrants to be liquidated, deposited into an escrow account, and paid in four equal installments starting in September 2024. In August 2024, a deposit of approximately $500,000 was transferred to an Argentinean escrow agent to be held for 9 to 12 months on behalf of all creditors, with a currency hedge in place. While a partial payment of $150,000 was paid in September 2024, Sancor has not fulfilled its installment obligations as agreed per the joint liquidation agreement. In the aggregate, Sancor has paid only approximately $650,000 of the $2.2 million owed through 2024 to the escrow account in Argentina. As a result, counsel arranged for the auction of the warrants to be recommenced. However, in December 2024, Sancor requested to pause the auction process in exchange for an immediate payment of $80,000. In the interest of providing Sancor with further time to repay the debt, counsel to the lender group agreed. Sancor deposited $40,000 into the escrow account in December 2024 and advised that a second payment of $40,000 would be forthcoming in 2-3 weeks. Payment was never received, so counsel to the lender group once again began the process of auctioning the warrants. While the auction was expected to begin in the first half of 2025, in early February 2025, Sancor filed for concurso preventivo protection (equivalent to a U.S. Chapter 11 bankruptcy filing) in Argentina. In June 2025, the Company, as part of the lender group, filed claims in the concurso proceeding, and in August and September 2025, Sancor filed objections to the claims. In September 2025, the Argentine court granted an extension for the concurso deadlines, extending the exclusivity period to February 9, 2026. The court further extended the timeline during the fourth quarter of 2025, setting the next deadline in May 2026. Sancor filed for bankruptcy on April 15, 2026 and the court commenced the bankruptcy proceedings on April 22, 2026, shifting the process from a negotiated restructuring to an asset-liquidation framework. On June 11, 2026, the bankruptcy court approved and established the bidding terms, minimum sale prices and timetable for the sale of collateral, including industrial plants and the Sancor brand portfolio. Counsel continues to monitor the sale process while the court oversees the appeals process and the admittance of creditor claims. Due to the ongoing uncertainty as to the Company's ability to recover amounts due to it by Sancor, a decrease in fair value of approximately $540,000 was recognized during the nine months ended September 30, 2026.
IIG Trade Opportunities Fund B.V. Receivable
In March 2017, the Company purchased a Participation from IIG TOF B.V. in what the Company at that time believed to be a trade finance facility originated by IIG TOF B.V., with Nacadie Commercial S.A. ("Nacadie") as the borrower. The Company purchased the Participation in March 2017 for $6,000,000. In connection with the Company's review of this investment during the third quarter of 2018, IIG informed the Company that IIG had misapplied the funds the Company had transmitted at the time the Company made this investment. As a result, IIG offered to refund the Company's investment amount, including all accrued interest. However, IIG did not repay the Company for this Participation. As noted above, the Company knows that the Nacadie facility in which it purchased this Participation did not exist and the Company considers this asset to be a receivable from IIG TOF B.V. rather than a Participation in a trade finance facility.
As noted above, IIG TOF B.V. was declared bankrupt in the Netherlands, and the Company is seeking to recover amounts to which it is entitled through the bankruptcy proceedings. The Company has applied a discount to the fair value based on the risk created by the uncertainty of the ultimate resolution of the Company's attempt to recover amounts to which it is entitled through the bankruptcy proceedings in the Netherlands. On July 25, 2024, the Company received $75,000 from the U.S. Attorney's Office as part of a restitution settlement with David Hu and was notified that a restitution settlement with Martin Silver is still in process. On August 29, 2025, the Company received $40,726 from the U.S. Attorney's Office as further recovery from the restitution settlement with David Hu. The Company also received immaterial proceeds in February 2026 in connection with a settlement involving Martin Silver's spouse, as well as additional proceeds of $37,672 during the three months ended September 30, 2026. As of September 30, 2026, the creditors continue to work with the IIG TOF B.V. liquidator on further claims to satisfy the remaining debt owed.
Investments through Origin Capital Ltd. ("Origin") as the Sub-Advisor
Agilis Partners
In 2018, the Company originally provided financing totaling approximately $10,968,000 to Agilis Partners ("Agilis"), a Ugandan company engaged in the farming, storage, processing, and trading of maize, soybean, and sunflower seeds through Scipion. This financing was refinanced into a new loan through Origin in July 2021 as part of a broader financial restructuring. Repayment on the facility has been slower than originally anticipated due to ongoing liquidity challenges of the borrower, as well as record drought conditions in Uganda. The Company and Origin agreed to a deferral of Agilis' March 2022 interest payment and are actively working with the borrower on solutions to increase working capital, manage other creditor relationships and improve the overall financial condition of the borrower. Origin, the borrower, and the Company have continued working toward a comprehensive restructuring of Agilis' capital structure in connection with a potential merger of Agilis with two other farms in Uganda owned by a prospective investor. In January 2026, the relevant parties executed a restructuring term sheet establishing the framework for the refinancing and restructuring of Agilis' capital structure, including the potential conversion of a portion of lender exposure into equity interests and the separation of land ownership from operating activities. The parties are currently negotiating definitive documentation to implement the restructuring, which is expected to close in 2026, but there can be no assurance that it will close in that timeframe or at all. Similarly, there can be no assurance as to when the Company's investment in the facility will be repaid. Due to ongoing delays, a decrease in fair value of approximately $1.3 million was recognized during the nine months ended September 30, 2026.
Other Investments
Trustco Group Holdings Ltd
In January 2017, the Company purchased a $15,000,000 Participation in a term loan facility with Trustco Group Holdings Ltd ("Trustco"), a Namibia based group operating a diversified set of business lines including property development, financial services (insurance, retail banking), education, and diamond mining. Repayment on this position has been slower than originally anticipated, largely due to a slowdown in the local real estate market. Helios actively worked with the borrower to restructure the facility, but as this proved challenging, Helios issued a notice of default and acceleration notice to Trustco along with launching initial legal proceedings on April 15, 2020. A demand was also made against Elisenheim as guarantor in respect of Trustco's obligations to Helios as described below. In addition to recourse against Trustco, Helios has the benefit of a security interest in property owned by the guarantor. During the fourth quarter of 2021, an initial judgment was issued in Helios' favor in the UK and Trustco appealed the court's decision and the requirements to deposit the full outstanding balance into an escrow account. This appeal was dismissed in February 2022, and the Company's next step is to seek enforcement of the UK judgment in Namibia. On July 31, 2024, the local court ordered Trustco to pay Helios a total amount of 636,410.18 in Namibian dollars (approximately US$35,870) as payment for Helios to defend Trustco's legal action, which was ultimately dismissed. This will be applied toward incurred costs and future retainer for the advocate for work going forward. The Trustco enforcement proceeding hearing was held on March 18 and 19, 2025. Following the hearing, the judge indicated that a judgement was expected to be handed down by the end of July 2025. Subsequently, the judge postponed her judgement until September 19, 2025, to follow the Elisenheim hearing. On September 24, 2025, the judge granted Helios' application to have the UK judgement recognized and enforced in Namibia. As expected by counsel, Trustco filed an appeal, and counsel filed to oppose in December 2025. Counsel continues to pursue the enforcement process and corresponding options.
A trial was held for the Elisenheim property case in Namibia from June 24, 2024 to July 5, 2024. The judge ruled in favor of the Company via Helios, and a hearing was set for July 14, 2024 during which the judge determined that the judge presiding over the case to enforce the UK judgement in Namibia should first rule on the referral relief. A case management meeting for the UK Trustco case was held on December 10, 2023, and a hearing was set for July 31, 2024 during which the judge gave Trustco time to determine if they would bring an application for leave. At a subsequent hearing held on November 28, 2024, the judge set trial dates from September 2 to September 12, 2025. Trustco submitted an application for dismissal of the Company's claim, which was dismissed by the court, after which Trustco formally requested a postponement of the remainder of the trial and was granted postponement until January 2026. The hearing scheduled for June 2026 was carried out as expected. The judgment is expected to be delivered in the fourth quarter of 2026. Due to the appreciation of the Namibian dollar against the U.S. dollar and the Elisenheim property maintaining its value, as supported by the August 2026 valuation, an increase in fair value of approximately $600,000 was recognized for the nine months ended September 30, 2026.
Worldwide Investments and Representations Winrep S.A. and Vannapack S.A.
In the beginning of 2023, the Company made investments through Working Capital Associates, LLP ("WCA") in Worldwide Investments and Representations Winrep S.A. and Vannapack S.A. ("WinRep"), a frozen fish and seafood company located in Ecuador, comprised of three trade finance participations for an aggregate amount of $5,400,000.
In March 2023, WinRep started experiencing liquidity issues due to problems related to its main offtake market in China. The Company, through WCA, made several attempts to support WinRep through debt restructuring, which were rejected by WinRep. WinRep's financial situation worsened, and the Company decided to sign a Loan Purchase and Elevation Agreement dated as of September 28, 2023, to take over direct responsibility of the loan from WCA. The Company is currently evaluating several recovery strategies, including the liquidation of the Ecuadorian trust holding the collateral, which primarily consists of a land parcel in Ecuador. Due to the recent instability in Ecuador, the value of the land has decreased. The instability in Ecuador has improved; however, real estate prices remain relatively low. During the second quarter of 2024, the Company engaged several brokers on a non-exclusive basis to begin marketing the property for sale. In June 2025, the Company filed a hecho relevante (relevant fact) notification with the Superintendencia de Compañías (Superintendent of Companies, or "SIC") to formally inform the authority about the existence of our defaulted debt, which WinRep failed to report in its financial statements used to raise bond financing. Our local counsel then met with the Intendente Nacional de Mercado de Valores (National Intendant of the Stock Market) to provide further context. At the intendant's request, our loan documentation with the borrower was submitted to the SIC as evidence of the Company's debt. During the third quarter of 2025, the SIC initiated an internal investigation and requested further information from the trustee regarding the debtors. Based on the report subsequently received in April 2026, WinRep's accounting treatment of the facility did not constitute concealment of financial liabilities because the disbursed balance was recorded in its audited financial statements. WinRep was fined $23,000 and its security registration was canceled in the Public Registry of the Securities Market in March 2026. Efforts to pursue recovery through sale of the land parcel held in trust in Ecuador continue. Due to the ongoing uncertainty as to the Company's ability to recover amounts due, a decrease in fair value of approximately $284,000 was recognized during the nine months ended September 30, 2026.
Triton Metallics Pte. Ltd.
In November 2019, the Company made an investment in Triton Metallics Pte. Ltd. ("Triton") totaling $16,456,270 in a trade finance facility. Triton is a Singapore-based diversified commodities trading company. TransAsia Private Capital Ltd. ("TransAsia"), the sub-advisor for the Triton investment, informed the Company in early 2020 that due to the COVID-19 pandemic there have been constrained trading volumes. As a result, TransAsia then began working with the borrower to restructure the facility, and a restructuring agreement was executed on August 17, 2020. The Company further amended the facility in June 2021, which reduced the interest rate from 11.5% to 6% PIK-only for a period of two years, in order to give Triton additional flexibility as it managed its business amidst the resurgence of the pandemic in Asia. The unpaid interest of $1,503,463 under the old trade finance facility has been capitalized and added to the outstanding principal balance as of the date of the new agreement. During the period of July 1, 2020 through August 16, 2020, $241,816 of interest income was recognized prior to the date the loan was restructured. During the nine months ended September 30, 2026, the borrower was able to expand its trading business. However, given the extended timeline anticipated for business ramp-up, the borrower is not expected to be able to meet its debt service obligation over the next 12 months. Due to ongoing delays, a decrease in fair value of approximately $388,000 was recognized based on the quarterly valuation during the nine months ended September 30, 2026.
Vikudha Malaysia Sdn Bhd
In March 2017, the Company provided a $15,000,000 term loan facility to Vikudha Malaysia Sdn Bhd ("Vikudha"). Vikudha is a trading and manufacturing company, founded in 2007, principally involved in procurement of fast-moving consumer goods and agricultural related products. The borrower company had strong performance through year-end 2019 and then was significantly impacted by COVID-19 and was unable to meet scheduled debt repayments due to commence. The facility was successfully restructured in November 2020, and the borrower was able to service the debt until there was a resurgence of the COVID-19 pandemic in the Asia region and global supply chains continued to be disrupted. In June 2021, a six-month final maturity extension was granted to June 2023. During the second quarter of 2022, the local office of one of Vikudha's local bank lenders filed a wind-up petition against the company's Hong Kong-based parent company and loan guarantor. The Company issued a Reservation of Rights Letter to Vikudha in June 2022. Subsequently, in August 2022, the Company issued an Acceleration Notice to the borrower and Demand Notices to Corporate and Personal Guarantors. Once the wind-up petition was granted by the Hong Kong court, the Company also filed proof of debt forms at the Hong Kong Receiver office to ensure legal rights are protected. The borrower continues to provide updates on its efforts to repay the debt, including the recent launch of a trading business currently handling only modest shipments, which the borrower hopes to scale during 2026. The borrower continues to seek additional equity and working capital as part of its efforts to rebuild its trading volumes. As a result of the delays in restarting its non-credit business and the modest volumes of its new trading business, the expected maturity has been extended. A decrease in fair value of approximately $923,000 was recognized during the nine months ended September 30, 2026.
In August 2017, the Company provided a $15,000,000 senior secured term loan facility to Limas Commodities House Limited ("Limas"), a Hong Kong-based company 100% owned by an Indonesian entrepreneur. Limas was established as a financing SPV for PT Limas Tunggal, an Indonesian resource trader, for the purpose of gaining better access to international banking and capital markets. As a resource trading company, demand for Limas' products were significantly affected by the global pandemic, reflected in lower shipping volume in 2020 and early 2021. The Company's sub-advisor provided $6 million of working capital to Limas, which secured additional collateral for the sub-advisor and the Company in the form of assignment of three claims won in Korean cases totaling $15,000,000. The collateral was assigned pro-rata, adding $13.4 million to the Company's existing collateral pool. Due to the continued impact of COVID-19, in June 2020, the Company executed an extension of final maturity to June 2023. Subsequent to June 30, 2022, PT Limas Tunggal, the corporate guarantor of the Company's facility, entered restructuring legal proceedings in Indonesia, and as a result, the Company issued an Acceleration Notice to the borrower and a Demand Notice to the Guarantor. The restructuring legal proceedings were concluded during the third quarter of 2022, resulting in an extension of the debt repayment period.
The borrower has progressed slowly towards materially ramping up its trading activity. Progress is expected to accelerate following the government's issuance of production quotas and the borrower's assumption of control over mining operations in late 2026. Part of the collateral package for this loan are proceeds from the Korean cases, which continue to be delayed. As a result, a decrease in fair value of approximately $672,000 was recognized during the nine months ended September 30, 2026.
In July 2017, the Company purchased a $15,000,000 Participation in a term loan facility with Multiple ICD (Kenya) Limited ("MICD"), an inland container depot storage and warehousing company. Repayment on this position has been slower than originally anticipated due initially to unfavorable local industry dynamics at the Port of Mombasa, which were further complicated by the COVID-19 pandemic. Barak Fund Management Ltd, the sub-advisor for the MICD investment, has been actively seeking to restructure the loan facility with MICD and its other lenders. While the loan is no longer on standstill, the lenders are requiring additional progress with the negotiations to renew it. During the second half of 2024, progress on the restructuring stalled as there were parties potentially interested in acquiring MICD and Multiple Hauliers, a sister company. The ongoing uncertainty regarding the restructuring continued to increase the probability that MICD may be liquidated; however, in early 2025, the senior lenders agreed to meet with the Company to discuss a potential settlement of the mezzanine lenders' debt. The Company met with DLA Piper, the senior lenders' counsel, during 2025. As a result of Multiple Hauliers being put into Administration (a formal insolvency process), the lenders for MICD have been restricted from enforcing on those assets. The lenders have filed an appeal and requested the replacement of the administrator. On March 13, 2026, the Court of Appeal granted a stay of a prior High Court ruling that had restricted certain enforcement actions pending appeal, which improved the senior lenders' ability to pursue insolvency remedies with respect to Multiple Hauliers. Discussions among the senior lenders are underway to reinstate the administrator. The Company continues to work with local counsel to evaluate enforcement and recovery options following the ruling. As a result, a decrease in fair value of approximately $952,000 was recognized during the nine months ended September 30, 2026.
Lidas S.R.L.
In May 2021 and December 2022, the Company acquired participations of $3,735,195 and $2,000,000, respectively, in a term loan facility with Lidas S.R.L. ("Lidas"), a producer of frozen bread and pastries based in Tulcea, a city in Southeastern Romania. Lidas primarily operates a production line that is currently the second-largest producer of frozen bakery products in Romania. The company also owns and manages eleven supermarkets throughout Tulcea.
In 2022, Lidas began facing liquidity challenges driven by higher input costs following Russia's invasion of Ukraine and delays in ramping up its new production facility. Although Lidas received Romanian government subsidies and grants in 2023 and 2024, Lidas continued to face declining sales, working capital constraints, and operational disruptions, including a temporary suspension of new orders from the facility in 2024. As a result, Lidas has been unable to service its loan from the Company without additional capital or a broader restructuring. In September 2025, Lidas entered into a court-supervised restructuring process, in which the Company is actively participating. In November 2025, Lidas initiated a preventative composition proceeding with its creditors under Romanian law, and a restructuring plan was circulated to creditors in early 2026. Following a creditor vote on April 14, 2026, the court closed the composition procedure on April 29, 2026. Lidas appealed the decision, but a final ruling issued on June 24, 2026, closed the procedure with no further right of appeal. Lidas has filed a new request to commence a composition procedure, and the Company and other creditors have filed petitions to open insolvency proceedings. The Company is continuing to evaluate enforcement and recovery options, while coordinating with local counsel and other creditors. Due to ongoing restructuring delays, a decrease in fair value of approximately $460,000 was recognized during the nine months ended September 30, 2026.
Equity Participation in Cocoa Transaction (formerly known as Alfa Systems and Commodity Company Limited and Courtyard Farms Limited)
Since December 2017, the Company made investments through Africa Global Trade Finance Ltd. ("AGTF") in Alfa Systems and Commodity Company Limited ("Alfa") and Courtyard Farms Limited ("Courtyard"), cocoa trading companies located in Nigeria, comprised of multiple trade finance participations for an outstanding aggregate amount of approximately $1,074,000 and $929,000, respectively, prior to the settlement in 2023.
The two borrowers were significantly impacted by COVID-19 and were not able to meet scheduled debt repayments since mid-2019. Due to the delays in the repayments, the Company, along with other lenders in the lending group, entered into a settlement agreement for the outstanding amount and termination of the transaction with the borrowers during the year ended December 31, 2023. With respect to the agreement, the Company planned to combine them as one equity participation and trade the collateral through a local agent. The Company owns 34.02% of the total settlement and has completed one trade. As of December 31, 2025, approximately $271,000 was recovered through cocoa sales by the local agent.
The Company has continued to pursue alternative avenues to facilitate recovery, including direct negotiations with the former borrower, Courtyard. During the second quarter of 2026, a representative of the Company met with a director of Courtyard in the United Kingdom. In June 2026, Courtyard made a payment of approximately $19,000 in connection with the ongoing discussions, followed by an additional payment of approximately $19,000 on August 5, 2026. The Company continues to maintain communications with Courtyard to facilitate recovery.
Qintess Tecnologia e Participacoes Ltda
Beginning in June 2019, the Company made investments through TRG Management LP. ("TRG") in Qintess Tecnologia e Participacoes Ltda. ("Qintess"), an IT service provider located in Brazil, comprised of two term loan participations for an outstanding aggregate amount of approximately $22,557,000 prior to the settlement agreement in 2023 described below.
In the beginning of 2023, Qintess started experiencing liquidity issues and delaying scheduled repayments. The Company, through TRG, made an attempt to support Qintess through debt restructuring and entered into a settlement agreement for the outstanding amount in August 2023. Through the restructuring, multiple classes of convertible notes were issued to the Company. The principal amounts of those notes are convertible into Class A and B units representing membership interests in Qintess Global, LLC, a newly formed Delaware limited liability company that holds 100% of the equity of Qintess. Although Qintess has not yet achieved positive EBITDA or cash flow, the restructuring, cost-cutting efforts and new contracts have resulted in improved performance for Qintess. Since the restructuring in August 2023, Qintess has continued to improve on its financial and operational performance during 2024 and 2025, albeit below budget. In early 2026, Qintess also engaged an investment firm to explore the feasibility on sale of the group. However, the group faced significant liquidity constraints due to outstanding employee wages and delayed payments from clients. The group filed for and obtained temporary judicial protection to maintain ongoing operations. As a result, a decrease in fair value of approximately $865,000 was recognized during the nine months ended September 30, 2026.
Interest Receivable
Depending on the specific terms of our investments, interest earned by us is payable either monthly, quarterly, or, in the case of most trade finance investments, at maturity. As such, some of our investments have up to a year or more of accrued interest receivable as of September 30, 2026. In addition, certain of our investments in term loans accrue deferred interest, which is not payable until the maturity of the loans. Lastly, certain of the Company's investments have PIK interest, which is accrued as interest receivable and capitalized on a regular basis. As a result, a significant portion of the Company's interest receivable balance may not be received in cash in the short term. The Company's interest receivable balances at September 30, 2026 and December 31, 2025 are recorded at net realizable value.
Results of Operations
Consolidated operating results for the three and nine months ended September 30, 2026 and 2025 are as follows:
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Three Months Ended |
Nine Months Ended |
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September 30, 2026 |
September 30, 2025 |
September 30, 2026 |
September 30, 2025 |
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Investment income |
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Interest income |
$ | (10,429,533 | ) | $ | 888,020 | $ | (11,031,659 | ) | $ | 4,902,067 | ||||||
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Payment-in-kind interest income |
5,523,479 | 1,693,407 | 15,770,227 | 11,360,303 | ||||||||||||
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Fee income |
(4,261 | ) | 20,419 | 11,897 | 28,498 | |||||||||||
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Other Income |
185 | 13,922 | 649 | 51,626 | ||||||||||||
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Interest from cash |
1,565 | 37 | 2,074 | 461 | ||||||||||||
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Total investment income |
(4,908,565 | ) | 2,615,805 | 4,753,188 | 16,342,955 | |||||||||||
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Expenses |
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Asset management fees |
1,246,522 | 1,373,663 | 4,012,293 | 4,228,500 | ||||||||||||
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Professional fees |
2,375,483 | 1,338,967 | 5,348,550 | 4,383,438 | ||||||||||||
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General and administrative expenses |
378,906 | 225,352 | 956,043 | 750,999 | ||||||||||||
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Interest expenses |
64,153 | 88,227 | 254,728 | 450,719 | ||||||||||||
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Board of managers fees |
65,625 | 64,375 | 195,034 | 193,125 | ||||||||||||
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Total expenses |
4,130,689 | 3,090,584 | 10,766,648 | 10,006,781 | ||||||||||||
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Net investment income |
$ | (9,039,254 | ) | $ | (474,779 | ) | $ | (6,013,460 | ) | $ | 6,336,174 | |||||
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Net change in unrealized appreciation (depreciation) on investments |
6,137,327 | (10,582,783 | ) | 2,392,379 | (14,032,422 | ) | ||||||||||
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Net realized losses on investments |
(17,073,168 | ) | - | (17,073,168 | ) | (73,871 | ) | |||||||||
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NET CHANGE IN NET ASSETS RESULTING FROM OPERATIONS |
$ | (19,975,095 | ) | $ | (11,057,562 | ) | $ | (20,694,249 | ) | $ | (7,770,119 | ) | ||||
Revenues
Three months ended September 30, 2026 and 2025
For the three months ended September 30, 2026 and 2025, the Company recorded total investment loss of $4,908,565 and total investment income of $2,615,805, respectively. The decrease was primarily attributable to significant write-offs of certain investments in connection with their final settlements, as well as the reclassification of an investment's income in connection with the quarterly assessment of the net realizable value of interest receivable during the quarter ended September 30, 2026. Other income primarily consists of certain rental income, payments from legal settlements, and other miscellaneous sources, which are generally considered a minor component of our total investment income.
During the three months ended September 30, 2026, $129,333 and $5,689,895 of the investment losses were recorded from loan and trade finance participations and direct loans, respectively, primarily attributable to write-offs of certain investments in connection with their final settlements, as well as the reclassification of an investment's income in connection with the quarterly assessment of the net realizable value of interest receivable. In addition, we earned $1,565 in interest income on our cash balances.
During the three months ended September 30, 2025, $80,796 of the investment loss was recorded primarily as a result of the reclassification of certain investments' income in connection with the quarterly assessment of the net realizable value of interest receivable from loan and trade finance participations and $1,870,672 or 71.5% was earned from direct loans. In addition, we earned $37 in interest income on our cash balances.
Nine months ended September 30, 2026 and 2025
For the nine months ended September 30, 2026 and 2025, total investment income amounted to $4,753,188 and $16,342,955, respectively. The decrease was primarily attributable to (1) significant write-offs of certain investments in connection with their final settlements, (2) the placement of several investments on non-accrual status beginning in the fourth quarter of 2025 and (3) the reclassification of two investments' income in connection with the quarterly assessment of the net realizable value of interest receivable. Other income primarily consists of certain rental income, payments from legal settlements, and other miscellaneous sources, which are generally considered a minor component of our total investment income.
During the nine months ended September 30, 2026, $152,154 or 3.2% of the investment income was earned from loan and trade finance participations and $1,974,994 or 41.6% was earned from direct loans. In addition, we earned $2,074 in interest income on our cash balances.
During the nine months ended September 30, 2025, $3,404,705 or 20.8% of the investment income was earned from loan and trade finance participations and $10,542,874 or 64.5% was earned from direct loans. In addition, we earned $461 in interest income on our cash balances.
Expenses
Three months ended September 30, 2026 and 2025
Total operating expenses, excluding the asset management and incentive fees, incurred for the three months ended September 30, 2026 increased by $1,167,246 to $2,884,167 from $1,716,921 for the three months ended September 30, 2025. The increase was primarily attributable to unanticipated legal and professional fees incurred in connection with the Company's ongoing litigation with its former independent auditor.
For the three months ended September 30, 2026 and 2025, the asset management fees amounted to $1,246,522 and $1,373,663, respectively. The incentive fees for the three months ended September 30, 2026 and 2025 amounted to $0 and $0, respectively.
Nine months ended September 30, 2026 and 2025
Total operating expenses, excluding the asset management and incentive fees, incurred for the nine months ended September 30, 2026 increased by $976,074 to $6,754,355 from $5,778,281 for the nine months ended September 30, 2025. The increase was primarily attributable to unanticipated legal and professional fees incurred in connection with the Company's ongoing litigation with its former independent auditor.
For the nine months ended September 30, 2026 and 2025, the asset management fees amounted to $4,012,293 and $4,228,500, respectively. The incentive fees for the nine months ended September 30, 2026 and 2025 amounted to $0 and $0, respectively.
Net Realized Gains or Losses and Net Change in Unrealized Appreciation or Depreciation on Investments.
We measure net realized gains or losses by the difference between the net proceeds from the repayment or sale of an investment and the amortized cost basis of the investment, without regard to unrealized appreciation or depreciation previously recognized, but considering unamortized upfront fees. Net change in unrealized appreciation or depreciation reflects the change in portfolio investment fair market values during the reporting period, including any reversal of previously recorded unrealized appreciation or depreciation, when gains or losses are realized. We recorded net realized losses of $17,073,168 and $73,871 for the nine months ended September 30, 2026 and 2025, respectively. We recorded net change in unrealized appreciation of $2,392,379 and net change in unrealized depreciation of $14,032,422 for the nine months ended September 30, 2026 and 2025, respectively. The net change in unrealized appreciation for the nine months ended September 30, 2026, was primarily attributable to the reversal of previously recognized unrealized depreciation upon the realization of losses on certain investments in connection with their final settlements, partially offset by unrealized losses resulting from the quarterly valuations. The net change in unrealized depreciation for the nine months ended September 30, 2025 was primarily driven by increased uncertainty regarding the future cash flows of certain investments and the Company's strategic liquidation of certain investments to mitigate prevailing liquidity challenges.
Financial Condition, Liquidity and Capital Resources
As of September 30, 2026, we had $9,250,576 in cash. We generate cash primarily from cash flows from interest, dividends and fees earned from our investments and principal repayments, proceeds from sales of our investments and from sales of promissory notes, proceeds from the issuance of notes payable, and proceeds from private placements of our units. We may also generate cash in the future from debt financing. We have been facing liquidity constraints, primarily due to our borrowers experiencing challenges in their ability to repay amounts owed to us in a timely manner or at all, as described above under "Outlook." Until we are able to accumulate more cash, our primary use of our limited cash will be the payment of our expenses. While we currently anticipate payments on certain investments during 2026, there can be no assurances that anticipated payments will be made when expected or at all. We may determine to execute additional sales of all or a portion of our interest in one or more investments to increase liquidity from time to time.
The following discussions provide additional detail regarding our cash flows.
Cash Flows from Operating Activities
Cash flows from operating activities for the nine months ended September 30, 2026, increased by approximately $12.2 million compared to the same period in 2025. This increase was primarily due to higher proceeds from the dispositions of certain investments through their final settlements during the quarter ended September 30, 2026.
Cash Flows Used in Financing Activities
Cash flows used in financing activities for the nine months ended September 30, 2026, increased by approximately $2.9 million compared to the same period in 2025. The increase was primarily driven by the repayment in full of a repurchase obligation on August 31, 2026 (see Note 5. Contingencies and Related Parties for additional information).
Debt Financings and Financing Obligations
We may borrow additional funds to make investments. We have not decided to what extent going forward we will finance portfolio investments using debt or the specific form that any such financing would take, but we believe that obtaining financing is necessary for us to fully achieve our long-term goals. We have been, and still are, actively seeking further financing through both development banks and several commercial banks. Accordingly, we cannot predict with certainty what terms any such financing would have or the costs we would incur in connection with any such arrangement. On November 3, 2022, we entered into a transaction with an unrelated financial institution, whereby we sold a $5.0 million participation interest in one of our term loan positions and, as of March 31, 2023, we had agreed to repurchase the participation by October 2023 at a price equal to the sum of the original sales price plus accrued interest calculated at a simple 10% annualized rate. On March 21, 2023, the terms were amended. The repurchase date was extended to October 17, 2023, and the interest rate was increased to 11.5% per annum. The amendment also granted the buyer the right to elevate its position to a direct interest or sell the position to a third party. In October 2024, the agreement was further amended. The repurchase date was extended to June 18, 2025, subject to partial principal and interest payments. The outstanding repurchase obligation was repaid in full on August 31, 2026 (see Note 5. Contingencies and Related Parties for additional information). As of September 30, 2026, we had no debt outstanding.
Company Strategy
Although the Company has a perpetual duration, it disclosed previously that if the Company did not consummate a liquidity event by August 25, 2021, it would commence an orderly liquidation of its assets unless a majority of the board of managers, including a majority of the independent managers, determined that liquidation is not in the best interests of the Company's unitholders. Since then, the continuation of the Company's operations has been regularly monitored and reviewed by the board of managers on a quarterly basis. The board of managers may, in its discretion, pursue a liquidation of the Company or one or more alternative transactions in the event it deems such action to be appropriate.
The Company remains focused on developing and implementing a comprehensive strategy to address its liquidity needs and provide a path toward enhanced liquidity for the benefit of its unitholders. In addition to pursuing individual investment realizations, potential credit facilities and negotiated settlements, the Company has been actively advancing a broader strategic initiative intended to evaluate potential transaction structures that could provide liquidity to unitholders who are seeking liquidity while striving to preserve and maximize the value of the Company's investment portfolio for the benefit of all unitholders.
During the second quarter of 2026, the Company engaged a financial advisor to assist the Company and its Board of Managers in evaluating strategic liquidity alternatives. Since that engagement, the Company, together with its financial advisor and other consultants, has progressed from evaluating potential alternatives to developing and assessing potential transaction structures, including potential market interest in various transactions.
While the Company believes meaningful progress has been made and will continue to be made, the Company has not decided to pursue a particular alternative or transaction, and there can be no assurance that any potential transaction will be completed, that it will result in liquidity for unitholders, or as to the timing or amount of any potential liquidity that may result from any potential transaction. The Company expects to provide a further update by or before the filing of its Annual Report on Form 10-K for the year ending December 31, 2026.
Distributions
We paid monthly distributions commencing with the month beginning July 1, 2013 until December 31, 2022. For the year ended December 31, 2023, we paid distributions to unitholders for the months of January through June 2023, but we did not pay the distributions on our regular cadence and instead paid some of the distributions months after the month to which the distributions related. We have not resumed the payment of regular monthly distributions, but paid special distributions to unitholders in February and March 2024 totaling approximately $4,181,000.
From time to time, we may also pay interim distributions at the discretion of our board. Distributions are subject to the board of managers' discretion and applicable legal restrictions and accordingly, there can be no assurance that we will make distributions at a specific rate or at all. Distributions are made on all classes of our units at the same time. The cash distributions received by our unitholders with respect to the Class C units, Class W units and certain Class I units, are and will continue to be lower than the cash distributions with respect to Class A and certain other Class I units because of the distribution fee relating to Class C units, the ongoing dealer manager fee relating to Class W units and Class I units issued pursuant to a private placement and the ongoing service fee relating to the Class W units, which are expenses specific to those classes of units. Amounts distributed to each class are allocated among the unitholders in such class in proportion to their units. Distributions are paid in cash or reinvested in units, for those unitholders participating in the DRP. For the nine months ended September 30, 2026, no distributions were made except for distributions totaling $2,419 relating to distributions payable in prior years that were inadvertently omitted from the aggregate distribution payments processed and paid by the transfer agent for such years.
Related Party Transactions
For the nine months ended September 30, 2026 and 2025, the Advisor earned $4,012,293 and $4,228,500, respectively, in asset management fees and $0 and $0, respectively, in incentive fees. As of September 30, 2026 and December 31, 2025, the Company had management fees payable on its Consolidated Statements of Assets and Liabilities in the amount of $1,246,522 and $1,378,235, respectively.
On February 7, 2025, the Company sold a portion of its investment in TriLinc Peru S.A.C., for a sale price of $1.0 million to TriLinc Global Impact Fund II, Master, Ltd., an entity whose advisor is under common ownership with the Company's Advisor. Following this sale, the Company no longer holds the majority participation interest in this investment. TriLinc Global Impact Fund II, Master, Ltd. became the majority participation interest holder. The Company recognized a realized loss of approximately $74,000 from the sale. As of September 30, 2026, the investment represented approximately 0.5% of the Company's total portfolio.
As of September 30, 2026 and December 31, 2025, amounts due from affiliates on the Consolidated Statements of Assets and Liabilities totaled $0 and $10,015, respectively, including interest receivable of $0 and $49, respectively, accrued on such amounts. Amounts due from affiliates as of September 30, 2026 and December 31, 2025 reflect the payments of certain operating expenses of an affiliate of the Advisor by the Company, which payment had not yet been reimbursed to the Company as of September 30, 2026 and December 31, 2025, respectively.
As of September 30, 2026 and December 31, 2025, amounts due to affiliates on the Consolidated Statements of Assets and Liabilities totaled $122,898 and $917,251, respectively, including interest payable of $0 and $14,853, respectively, accrued on such amounts. These balances reflect the Company's obligation to reimburse an affiliate of the Advisor for certain operating expenses of the Company that were initially paid by such affiliates.
Critical Accounting Policies and Use of Estimates
In preparing our Consolidated Financial Statements in accordance with GAAP and pursuant to the rules and regulations promulgated by the SEC, we make assumptions, judgments and estimates that can have a significant impact on our net income/loss and affect the reported amounts of certain assets, liabilities, revenue and expenses, and related disclosures. On an ongoing basis, we evaluate our estimates and discuss our critical accounting policies and estimates with the audit committee of our board of managers. We base our estimates on historical experience and various other assumptions that we believe to be reasonable under the circumstances. Actual results could differ materially from these estimates under different assumptions or conditions.
There have been no significant changes to our critical accounting policies, estimates and judgments during the nine months ended September 30, 2026, compared to the critical accounting policies, estimates and judgments disclosed in "Management's Discussion and Analysis of Financial Condition and Results of Operations" included in our Annual Report on Form 10-K for the year ended December 31, 2025.
The preparation of financial statements in conformity with GAAP requires the Company's management to make estimates and assumptions that affect the amounts reported in the financial statements. Although these estimates are based on management's knowledge of current events and actions it may undertake in the future, actual results may differ from these estimates. Our critical accounting policies should be read in conjunction with our risk factors as disclosed in "Item 1A. Risk Factors."
Recent Accounting Pronouncements
See Note 2 to the Company's accompanying Consolidated Financial Statements for a description of recent accounting pronouncements and its expectation of their impact on the Company's results of operations and financial condition.
Subsequent Events
Please see "Notes to Consolidated Financial Statements - Note 9. Subsequent Events."