03/04/2026 | Press release | Distributed by Public on 03/04/2026 15:22
Management's Discussion and Analysis of Financial Condition and Results of Operations (dollar amounts in thousands, except per unit amounts, unless otherwise indicated)
The discussion and analysis contained in this section refers to our financial condition, results of operations and cash flows. The information contained in this section should be read in conjunction with the consolidated financial statements and notes thereto in Part II, Item 8 of this Form 10-K, "Consolidated Financial Statements and Supplementary Data." This discussion contains forward-looking statements and involves numerous risks and uncertainties, including, but not limited to those described in Part I, Item 1A of this Form 10-K, "Risk Factors." Our actual results could differ materially from those anticipated by such forward-looking information due to factors discussed under "Risk Factors" and "Cautionary Statement Regarding Forward-Looking Statements" appearing elsewhere in this Form 10-K.
OVERVIEW
We are a non-diversified, externally managed specialty finance company focused on lending to middle market companies. We have elected to be regulated as a BDC under the 1940 Act. In addition, for U.S. federal income tax purposes, we have elected to be treated, and intend to comply with the requirements to qualify annually, as a RIC under Subchapter M of the Code. We are classified as a non-diversified investment company within the meaning of the 1940 Act, which means that we are not limited by the 1940 Act with respect to the proportion of our assets that we may invest in securities of a single issuer. We are externally managed by our Adviser, an indirect, wholly owned subsidiary of Morgan Stanley.
We are a private, perpetual-life BDC, which is a BDC whose Units are not listed for trading on a stock exchange or other securities market. We use the term "perpetual-life BDC" to describe an investment vehicle of indefinite duration whose units are intended to be sold by us monthly on a continuous basis at a price generally equal to our monthly net asset value per Unit.
Our investment objective is to achieve attractive risk-adjusted returns via current income and, to a lesser extent, capital appreciation by investing primarily in directly originated senior secured term loans issued by U.S. middle-market companies in which private equity sponsors have a controlling equity stake in the portfolio company. For purposes of this Report, "middle-market companies" refers to companies that, in general, generate annual EBITDA in the range of approximately $15 million to $200 million, although not all of our portfolio companies will meet this criterion.
We invest primarily in directly originated senior secured term loans including first lien senior secured term loans (including unitranche loans) and second lien senior secured term loans, with the balance of our investments expected to be in higher-yielding assets such as mezzanine debt, unsecured debt, equity investments and other opportunistic asset purchases. Typical middle-market senior loans may be issued by middle-market companies in the context of LBOs, acquisitions, debt refinancings, recapitalizations, and other similar transactions. We generally expect our debt investments to have a stated term of five to eight years and typically bear interest at a floating rate usually determined on the basis of a benchmark (such as SOFR). We also make investments in traded bank loans and other liquid debt securities of U.S. corporate issuers, including broadly syndicated loans, which may provide more liquidity than our private credit investments, for cash management purposes, including to manage payment obligations under our unit repurchase program. Depending on various factors, including our cash flows and the market for middle-market company debt investments, we expect that our liquid loan portfolio could represent a material portion of our investments from time to time.
We generate revenues primarily in the form of interest income from investments we hold. In addition, we generate income from dividends or distributions of income on any direct equity investments, capital gains on the sale of loans and equity investments and various other loan origination and other fees, including commitment, origination, amendment, structuring, syndication or due diligence fees, fees for providing managerial assistance and consulting fees.
Pursuant to the Order, we are able to enter into certain negotiated co-investment transactions alongside certain Regulated Funds and Affiliated Entities (each as defined in the Order), in a manner consistent with our investment objective, positions, policies, strategies, and restrictions as well as regulatory requirements and other pertinent factors, subject to compliance with the Order. The Order contains certain conditions and requires the Board to maintain oversight of our participation in the co-investment program. The Order also requires a "required majority" (as defined in Section 57(o) of the 1940 Act) of our eligible directors to make certain conclusions pursuant to Section 57(f) of the 1940 Act in connection with certain co-investment transactions, including co-investment transactions in which an affiliate of ours is an existing investor in the portfolio company, non-pro rata follow on investments and non-pro rata dispositions of investments.
KEY COMPONENTS OF OUR RESULTS OF OPERATIONS
Investments
Our level of investment activity can and does vary substantially from period to period depending on many factors, including the amount of debt available to middle-market companies, the general economic environment and the competitive environment for the type of investments we make.
Revenue
We generate revenue primarily in the form of interest and fee income on debt investments we hold. In addition, we generate income from dividends or distributions of income on direct equity investments, capital gains on the sales of loans and equity securities and various loan origination and other fees. Our debt investments generally have a stated term of five to eight years and typically bear interest at a floating rate usually determined on the basis of a benchmark such as SOFR.
Interest on these debt investments is generally payable quarterly. In some instances, we receive payments on our debt investments based on scheduled amortization of the outstanding balances. In addition, we may receive repayments of some of our debt investments prior to their scheduled maturity date. The frequency or volume of these repayments fluctuates significantly from period to period. Our portfolio activity also reflects the proceeds of sales of securities. We may also generate revenue in the form of commitment, origination, amendment, structuring, syndication or due diligence fees, fees for providing managerial assistance and consulting fees.
Expenses
Our primary operating expenses include the payment of: (i) investment advisory fees, including base management fees and incentive fees, to our Adviser pursuant to the Investment Advisory Agreement; (ii) costs and other expenses and our allocable portion of overhead incurred by the Administrator in performing its administrative obligations under the Administration Agreement between us and the Administrator; and (iii) other operating expenses as detailed below:
We reimburse the Administrator or its affiliates for amounts paid or costs borne that properly constitute Company expenses as set forth in the Administration Agreement or otherwise. We expect our general and administrative expenses to be relatively stable or to decline as a percentage of total assets during periods of asset growth and to increase during periods of asset declines.
PORTFOLIO AND INVESTMENT ACTIVITY
The composition of our portfolio is presented below:
|
December 31, 2025 |
December 31, 2024 |
|||||||||||||||||||||||
|
Cost |
Fair Value |
% of Total |
Cost |
Fair Value |
% of Total |
|||||||||||||||||||
|
First Lien Debt |
$ |
455,963 |
$ |
455,473 |
99.2 |
% |
$ |
240,020 |
$ |
240,817 |
99.6 |
% |
||||||||||||
|
Second Lien Debt |
1,416 |
1,416 |
0.3 |
- |
- |
- |
||||||||||||||||||
|
Other Debt Investments |
1,213 |
1,186 |
0.3 |
626 |
630 |
0.3 |
||||||||||||||||||
|
Equity |
1,379 |
1,166 |
0.2 |
382 |
393 |
0.1 |
||||||||||||||||||
|
Total |
$ |
459,971 |
$ |
459,241 |
100.0 |
% |
$ |
241,028 |
$ |
241,840 |
100.0 |
% |
||||||||||||
Our debt portfolio (excluding our liquid loan portfolio) displayed the following characteristics of each of our investments(1)(2), unless otherwise noted:
|
As of |
||||||||
|
December 31, |
December 31, |
|||||||
|
Number of portfolio companies |
132 |
89 |
||||||
|
Number of new investment commitments in portfolio companies |
54 |
54 |
||||||
|
Number of investment commitments exited or fully repaid |
11 |
7 |
||||||
|
Percentage of performing debt bearing a floating rate, at fair value |
99.8 |
% |
99.7 |
% |
||||
|
Percentage of performing debt bearing a fixed rate, at fair value |
0.2 |
% |
0.3 |
% |
||||
|
Weighted average yield on debt and income producing investments, at cost(3) |
8.8 |
% |
9.8 |
% |
||||
|
Weighted average yield on debt and income producing investments, at fair value(3) |
8.8 |
% |
9.7 |
% |
||||
|
Weighted average yield on portfolio, at cost(4) |
8.7 |
% |
9.7 |
% |
||||
|
Weighted average yield on portfolio, at fair value(4) |
8.7 |
% |
9.7 |
% |
||||
|
Weighted average 12-month EBITDA |
$ |
168.0 |
$ |
181.9 |
||||
|
Median 12-month EBITDA |
$ |
102.8 |
$ |
131.7 |
||||
|
Weighted average net leverage through tranche(5) |
6.0x |
6.1x |
||||||
|
Weighted average interest coverage(6) |
1.9x |
1.7x |
||||||
|
Weighted average loan to value of our portfolio companies(7) |
39.4 |
% |
39.1 |
% |
||||
|
Percentage of debt investments with one or more financial covenants |
42.5 |
% |
56.3 |
% |
||||
|
Percentage of our debt investments that are sponsor backed |
96.8 |
% |
99.6 |
% |
||||
|
Percentage of loans and other debt in support of LBOs and acquisitions |
65.0 |
% |
63.5 |
% |
||||
|
Percentage of our debt portfolio subject to business cycle volatility |
2.6 |
% |
5.2 |
% |
||||
|
Percentage of our total portfolio on non-accrual, at cost |
1.6 |
% |
1.2 |
% |
||||
|
Average position size of our investments (in millions) |
$ |
3.48 |
$ |
2.72 |
||||
Our investment activity is presented below (information presented herein is at amortized cost unless otherwise indicated):
|
For the Year Ended December 31, 2025 |
For the Year Ended December 31, 2024 |
For the period from |
||||||||||
|
New Investments Committed |
||||||||||||
|
Gross Principal Balance(1) |
$ |
327,536 |
$ |
209,331 |
$ |
116,290 |
||||||
|
Net New Investments Committed |
$ |
327,536 |
$ |
209,331 |
$ |
116,290 |
||||||
|
Investments, at Cost |
||||||||||||
|
Investments, beginning of period |
$ |
241,028 |
$ |
99,614 |
$ |
- |
||||||
|
New investments purchased |
253,887 |
167,582 |
99,765 |
|||||||||
|
Net accretion of discount on investments |
702 |
434 |
20 |
|||||||||
|
Payment-in-kind |
470 |
221 |
- |
|||||||||
|
Net realized gain (loss) on investments |
(942 |
) |
13 |
- |
||||||||
|
Investments sold or repaid |
(35,174 |
) |
(26,836 |
) |
(171 |
) |
||||||
|
Investments, end of period |
$ |
459,971 |
$ |
241,028 |
$ |
99,614 |
||||||
|
Principal amount of investments funded |
||||||||||||
|
First lien debt investments |
$ |
255,484 |
$ |
169,170 |
$ |
100,815 |
||||||
|
Other debt investments |
- |
589 |
- |
|||||||||
|
Equity |
300 |
376 |
- |
|||||||||
|
Total |
$ |
255,784 |
$ |
170,135 |
$ |
100,815 |
||||||
|
Amount of investments sold/fully repaid, at principal |
||||||||||||
|
First lien debt investments |
$ |
24,697 |
$ |
21,340 |
$ |
- |
||||||
|
Total |
$ |
24,697 |
$ |
21,340 |
$ |
- |
||||||
Investment Performance Rating
As part of the monitoring process, our Investment Adviser has developed risk policies pursuant to which it regularly assesses the risk profile of each of our debt investments. Our Investment Adviser has developed a classification system to group investments into four categories. The investments are evaluated regularly and assigned a category based on certain credit metrics. Our Investment Adviser's ratings do not constitute any rating of investments by a nationally recognized statistical rating organization or represent or reflect any third-party assessment of any of our investments. Please see below for a description of the four categories of the Investment Adviser's Internal Risk Rating system:
Risk Rating 1 - In the opinion of our Investment Adviser, investments in Risk Rating 1 involve the least amount of risk relative to our initial cost basis at the time of origination or acquisition. Risk Rating 1 investment performance is above our initial underwriting expectations and the business trends and risk factors present are generally favorable, which trends or factors may include the performance of the portfolio company, or the likelihood of a potential exit.
Risk Rating 2 - In the opinion of our Investment Adviser, investments in Risk Rating 2 involve a level of risk relative to our initial cost basis at the time of origination or acquisition. Risk Rating 2 investments are generally performing in line with our initial underwriting expectations, and risk factors to ultimately recoup the cost of our principal investment are neutral to favorable. All new originated or acquired investments are initially included in Risk Rating 2.
Risk Rating 3 - In the opinion of our Investment Adviser, investments in Risk Rating 3 indicate that the risk to our ability to recoup the initial cost basis at the time of origination or acquisition has increased materially since the origination or acquisition of the investment, such as due to declining financial performance and non-compliance with debt covenants; however, principal and interest payments are not more than 120 days past due.
Risk Rating 4 - In the opinion of our Investment Adviser, investments in Risk Rating 4 involve a borrower performing substantially below expectations and indicate that the loan's risk has increased substantially since origination or acquisition. Most or all of the debt covenants are out of compliance, and payments are substantially delinquent. For Risk Rating 4 investments, it is anticipated that we will not recoup our initial cost basis and may realize a substantial loss of our initial cost basis at the time of origination or acquisition upon exit.
The distribution of our portfolio on the Investment Adviser's Internal Risk Rating System is as follows:
|
December 31, 2025 |
December 31, 2024 |
|||||||||||||||
|
Fair Value |
% of Total |
Fair Value |
% of Total |
|||||||||||||
|
Risk rating 1 |
$ |
- |
- % |
$ |
- |
- % |
||||||||||
|
Risk rating 2 |
453,360 |
98.7 |
239,651 |
99.1 |
||||||||||||
|
Risk rating 3 |
- |
- |
- |
- |
||||||||||||
|
Risk rating 4 |
5,881 |
1.3 |
2,189 |
0.9 |
||||||||||||
|
$ |
459,241 |
100.0 |
% |
$ |
241,840 |
100.0 |
% |
|||||||||
The table below presents the amortized cost of our performing and non-accrual debt investments as of the following periods:
|
December 31, 2025 |
December 31, 2024 |
|||||||||||||||
|
Amortized |
% of |
Amortized |
% of |
|||||||||||||
|
Performing |
$ |
452,786 |
98.4 |
% |
$ |
238,047 |
98.8 |
% |
||||||||
|
Non-accrual(1) |
7,185 |
1.6 |
2,981 |
1.2 |
||||||||||||
|
Total |
$ |
459,971 |
100.0 |
% |
$ |
241,028 |
100.0 |
% |
||||||||
Investments are generally placed on non-accrual status when there is reasonable doubt that principal or interest will be collected in full. Accrued interest is reversed when an investment is placed on non-accrual status. Additionally, any original issue discount and market discount are no longer accreted to interest income as of the date the investment is placed on non-accrual status. We may determine to not place an investment on non-accrual status if the investment has sufficient collateral value and is in the process of collection.
CONSOLIDATED RESULTS OF OPERATIONS
The following table represents our operating results:
|
For the Year Ended December 31, 2025 |
For the Year Ended December 31, 2024 |
|||||||
|
Total investment income |
$ |
30,722 |
$ |
19,529 |
||||
|
Less: Net expenses |
16,189 |
7,859 |
||||||
|
Net investment income (loss) |
14,533 |
11,670 |
||||||
|
Less: Excise tax expense |
- |
30 |
||||||
|
Net investment income after taxes |
14,533 |
11,640 |
||||||
|
Net change in unrealized appreciation (depreciation) |
(1,541 |
) |
679 |
|||||
|
Net realized gain (loss) |
(940 |
) |
13 |
|||||
|
Net increase (decrease) in net assets resulting from operations |
$ |
12,052 |
$ |
12,332 |
||||
Investment Income
Investment income was as follows:
|
For the Year Ended December 31, 2025 |
For the Year Ended December 31, 2024 |
|||||||
|
Investment income: |
||||||||
|
Interest income |
$ |
29,477 |
$ |
18,779 |
||||
|
Payment-in-kind |
442 |
222 |
||||||
|
Dividend income |
73 |
6 |
||||||
|
Other income |
730 |
522 |
||||||
|
Total Investment Income |
$ |
30,722 |
$ |
19,529 |
||||
In the table above, total investment income increased from $19,529 to $30,722 for the year ended December 31, 2024, and December 31, 2025, respectively. The increase was primarily driven by our deployment of capital. The size of our investment portfolio at amortized cost increased from $241,028 as of December 31, 2024 to $459,971 as of December 31, 2025. This was partially offset by a decrease in our weighted average yield at cost and fair value to 8.8% and 8.8% at December 31, 2025 from 9.8% and 9.7% at December 31, 2024, which was primarily driven by the reduction in base rates and repricing on our existing portfolio.
Expenses
Expenses were as follows:
|
For the Year Ended December 31, 2025 |
For the Year Ended December 31, 2024 |
|||||||
|
Expenses: |
||||||||
|
Interest and other financing expenses |
$ |
11,017 |
$ |
6,195 |
||||
|
Management fees |
1,738 |
1,119 |
||||||
|
Income based incentive fees |
2,058 |
1,485 |
||||||
|
Capital gains incentive fees |
(104 |
) |
87 |
|||||
|
Professional fees |
1,048 |
739 |
||||||
|
Organization and Offering costs |
- |
31 |
||||||
|
Directors' fees |
105 |
122 |
||||||
|
Administrative service fees |
138 |
64 |
||||||
|
General and other expenses |
214 |
156 |
||||||
|
Total expenses |
$ |
16,214 |
$ |
9,998 |
||||
|
Expense support |
(25 |
) |
(297 |
) |
||||
|
Management fees waiver |
- |
(786 |
) |
|||||
|
Income based incentive fees waiver |
- |
(1,056 |
) |
|||||
|
Net expenses |
$ |
16,189 |
$ |
7,859 |
||||
|
Excise tax expense |
$ |
- |
$ |
30 |
||||
Interest and Other Financing Expenses
Interest and other financing expenses, including unused commitment fees and deferred financing costs, increased from $6,195 to $11,017 for the year ended December 31, 2024 and December 31, 2025, respectively. The increase was primarily due to higher average borrowings outstanding during the year ended December 31, 2025. For the years ended December 31, 2025 and December 31, 2024, average borrowings outstanding were $149,730 and $64,349, respectively.
Management Fees
Base management fees, net of waiver, were $1,738 and $333 for the year ended December 31, 2025 and December 31, 2024, respectively.
Incentive Fee
The incentive fee consists of two components: (1) income based incentive fee and (2) capital gains incentive fee. The income based incentive fees, net of waiver, were $2,058 and $429 for the years ended December 31, 2025 and December 31, 2024, respectively.
Professional Fees, Administrative Service Fee and Other Expenses
Professional fees include legal, audit, tax, valuation and other professional fees incurred related to the management of our Company. Administrative service fee represents fees paid to the Administrator for our allocable portion of the cost of certain of our executive officers that perform duties for us. Other general and administrative expenses include insurance, filing, research, subscriptions and other costs.
Net Realized Gain (Loss) and Unrealized Gain (Loss) on Investments
|
For the Year Ended December 31, 2025 |
For the Year Ended December 31, 2024 |
|||||||
|
Realized and unrealized gain (loss): |
||||||||
|
Net realized gain(loss) on non-controlled/non-affiliated investments |
$ |
(942 |
) |
$ |
13 |
|||
|
Foreign currency and other transactions |
2 |
- |
||||||
|
Net realized gain (loss): |
$ |
(940 |
) |
$ |
13 |
|||
|
Net change in unrealized appreciation (depreciation): |
||||||||
|
Net change in unrealized appreciation (depreciation) on non-controlled/non-affiliated investments |
(1,344 |
) |
679 |
|||||
|
Net change in unrealized appreciation (depreciation) on non-controlled/affiliated investments |
(200 |
) |
- |
|||||
|
Translation of assets and liabilities in foreign currencies |
3 |
- |
||||||
|
Net change in unrealized appreciation (depreciation): |
(1,541 |
) |
679 |
|||||
|
Net realized and unrealized gain (loss) |
$ |
(2,481 |
) |
$ |
692 |
|||
For the year ended December 31, 2025, net realized losses on investments were $942 which was primarily due to the sale and/or restructuring of certain portfolio companies.
For the year ended December 31, 2025, net change in unrealized depreciation on our investments of $1,544 was primarily the result of the changes in spreads in the secondary markets as well as financial performance in certain portfolio companies. For the year ended December 31, 2024, net change in unrealized appreciation on our investments of $679 was primarily driven by changes in spreads in the primary and secondary markets.
We determine the fair value of our portfolio investments quarterly and any changes in fair value are recorded as unrealized appreciation or depreciation. For further details, see Note 5 "Fair Value Measurements" to our consolidated financial statements included in this report.
FINANCIAL CONDITION, LIQUIDITY AND CAPITAL RESOURCES
We generate cash from the net proceeds of offerings of our Units, net borrowings from our credit facility, and from cash flows from interest and fees earned from our investments and principal repayments and proceeds from sales of our investments. We may also fund a portion of our investments through borrowings from banks and issuances of senior securities, including before we have fully invested the proceeds of any closing of our continuous private offering of our Units. Our primary use of cash is investments in portfolio companies, payments of our expenses, funding repurchases under our unit repurchase program and payment of cash distributions to our unitholders. Details of our credit facility is described in "Debt"below. We may, from time to time, enter into new credit facilities, increase the size of existing credit facility or issue debt securities. Any such incurrence or issuance would be subject to prevailing market conditions, our liquidity requirements, contractual and regulatory restrictions and other factors.
As of December 31, 2025, we had approximately $20.1 million of unrestricted cash, cash equivalents, and short term investments (including investments in money market funds), which, taken together with our approximately $138.3 million of availability under the Citibank Funding Facility (subject to borrowing base availability) (as defined in Note 6. "Debt" in the notes to the accompanying consolidated financial statements), respectively, we expect to be sufficient for our investing activities and sufficient to conduct our operations in the near term. As of December 31, 2025, we believed we had adequate financial resources to satisfy unfunded portfolio company commitments of $121.8 million.
Unregistered Sales of Equity Securities
The following table summarizes the total Units issued and proceeds received from the closings of our continuous private offering that occurred for the years ended December 31, 2025 and December 31, 2024:
|
Unit Issuance Date |
Units Issued |
Proceeds Received |
||||||
|
For the Year Ended December 31, 2025 |
||||||||
|
January 01, 2025 |
92,026 |
$ |
1,867 |
|||||
|
February 01, 2025 |
324,243 |
6,569 |
||||||
|
March 01, 2025 |
257,946 |
5,216 |
||||||
|
April 01, 2025 |
156,200 |
3,144 |
||||||
|
May 01, 2025 |
104,734 |
2,103 |
||||||
|
June 01, 2025 |
78,354 |
1,570 |
||||||
|
July 01, 2025 |
747,037 |
14,993 |
||||||
|
August 01, 2025 |
237,133 |
4,757 |
||||||
|
September 01, 2025 |
502,254 |
10,075 |
||||||
|
October 01, 2025 |
455,191 |
9,131 |
||||||
|
November 01, 2025 |
515,804 |
10,332 |
||||||
|
December 01, 2025 |
513,689 |
10,267 |
||||||
|
Total |
3,984,611 |
$ |
80,024 |
|||||
|
For the Year Ended December 31, 2024 |
||||||||
|
January 01, 2024 |
166,242 |
$ |
3,331 |
|||||
|
February 01, 2024 |
273,008 |
5,477 |
||||||
|
March 01, 2024 |
181,929 |
3,661 |
||||||
|
April 01, 2024 |
221,212 |
4,453 |
||||||
|
May 01, 2024 |
202,466 |
4,078 |
||||||
|
June 01, 2024 |
195,918 |
3,962 |
||||||
|
July 01, 2024 |
265,989 |
5,367 |
||||||
|
August 01, 2024 |
267,484 |
5,401 |
||||||
|
September 01, 2024 |
181,120 |
3,668 |
||||||
|
October 01, 2024 |
224,139 |
4,539 |
||||||
|
November 01, 2024 |
234,669 |
4,755 |
||||||
|
December 01, 2024 |
436,434 |
8,855 |
||||||
|
Total |
2,850,610 |
$ |
57,547 |
|||||
Distributions
The following table summarizes the Company's distributions declared and payable for the years ended December 31, 2025 and December 31, 2024:
|
Date Declared |
Record Date |
Payment Date |
Per Unit Amount |
||||||
|
For the Year Ended December 31, 2025 |
|||||||||
|
January 27, 2025 |
January 31, 2025 |
February 05, 2025 |
$ |
0.1564 |
|||||
|
February 27, 2025 |
February 28, 2025 |
March 05, 2025 |
0.1562 |
||||||
|
March 25, 2025 |
March 31, 2025 |
April 03, 2025 |
0.1559 |
||||||
|
April 25, 2025 |
April 30, 2025 |
May 05, 2025 |
0.1510 |
||||||
|
May 22, 2025 |
May 31, 2025 |
June 04, 2025 |
0.1505 |
||||||
|
June 18, 2025 |
June 30, 2025 |
July 03, 2025 |
0.1420 |
||||||
|
July 24, 2025 |
July 31, 2025 |
August 05, 2025 |
0.1380 |
||||||
|
August 21, 2025 |
August 31, 2025 |
September 03, 2025 |
0.1379 |
||||||
|
September 22, 2025 |
September 30, 2025 |
October 03, 2025 |
0.1379 |
||||||
|
October 23, 2025 |
October 31, 2025 |
November 05, 2025 |
0.1379 |
||||||
|
November 20, 2025 |
November 30, 2025 |
December 03, 2025 |
0.1377 |
||||||
|
December 22, 2025 |
December 31, 2025 |
January 06, 2026 |
0.1416 |
||||||
|
Total Distributions |
$ |
1.7430 |
|||||||
|
For the Year Ended December 31, 2024 |
|||||||||
|
January 29, 2024 |
January 31, 2024 |
February 05, 2024 |
$ |
0.1503 |
|||||
|
February 27, 2024 |
February 29, 2024 |
March 05, 2024 |
0.1505 |
||||||
|
March 25, 2024 |
March 31, 2024 |
April 04, 2024 |
0.1551 |
||||||
|
April 25, 2024 |
April 30, 2024 |
May 03, 2024 |
0.1552 |
||||||
|
May 28, 2024 |
May 31, 2024 |
June 05, 2024 |
0.1553 |
||||||
|
June 25, 2024 |
June 28, 2024 |
July 03, 2024 |
0.2304 |
(1) |
|||||
|
July 25, 2024 |
July 31, 2024 |
August 05, 2024 |
0.1556 |
||||||
|
August 27, 2024 |
August 31, 2024 |
September 05, 2024 |
0.1556 |
||||||
|
September 24, 2024 |
September 30, 2024 |
October 03, 2024 |
0.1561 |
||||||
|
October 25, 2024 |
October 31, 2024 |
November 05, 2024 |
0.1561 |
||||||
|
November 25, 2024 |
November 29, 2024 |
December 04, 2024 |
0.1562 |
||||||
|
December 23, 2024 |
December 31, 2024 |
January 06, 2025 |
0.1564 |
||||||
|
Total Distributions |
$ |
1.9328 |
|||||||
Distribution Reinvestment
We have adopted an "opt in" dividend reinvestment plan ("DRIP"). As a result, if we declare a cash distribution, unitholders that specifically opt in to the DRIP will have their cash distributions automatically reinvested in additional Units. For the years ended December 31, 2025 and December 31, 2024, we did not issue any Units pursuant to our DRIP. For further details, see Note 8 "Members' Capital" to our consolidated financial statements included in this report.
Unit Repurchase Program
At the discretion of the Board of Directors, we may repurchase, in each quarter, up to 5% of the outstanding Units (either by number of units or aggregate net asset value) as of such quarter end pursuant to a quarterly unit repurchase program. The limitations and restrictions described in the applicable offer to repurchase units may prevent us from accommodating all repurchase requests made in any quarter. The unit repurchase program has many limitations, including the limitations described above, and should not in any way be viewed as the equivalent of a secondary market. We will offer to repurchase Units on such terms as may be determined by our Board of Directors in its complete and absolute discretion.
For the years ended December 31, 2025 and December 31, 2024, no units were repurchased.
For further details, see Note 8 "Members' Capital" to our consolidated financial statements included in this report.
Debt
Our outstanding debt obligations were as follows:
|
December 31, 2025 |
December 31, 2024 |
|||||||||||||||||||||||
|
Aggregate |
Outstanding |
Unused |
Aggregate |
Outstanding |
Unused |
|||||||||||||||||||
|
Citibank Funding Facility |
$ |
400,000 |
$ |
261,700 |
$ |
138,300 |
$ |
250,000 |
$ |
105,600 |
$ |
144,400 |
||||||||||||
For further details, see Note 6 "Debt" to our consolidated financial statements included in this report.
RECENT DEVELOPMENTS
January Issuances and Distribution Declarations
Pursuant to our continuous private offering, we issued approximately 773,332 Units for an aggregate offering price of $15.4 million effective January 1, 2026.
On January 26, 2026, our Board of Directors declared a distribution to unitholders of record in the amount of $0.1412 per unit and payable on February 04, 2026 as of January 31, 2026.
February Issuances and Distribution Declarations
Pursuant to our continuous private offering, we issued approximately 526,732 Units for an aggregate offering price of $10.5 million effective February 1, 2026.
On February 26, 2026, our Board of Directors declared a distribution to unitholders of record in the amount of $0.1411 per unit and payable on March 4, 2026 as of February 28, 2026.
Citibank Funding Facility Amendment
On January 15, 2026, the Company increased the Citibank Funding Facility amount from $400.0 million to $500.0 million. The other material terms of the Citibank Funding Facility remain unchanged.
CRITICAL ACCOUNTING ESTIMATES
The preparation of our consolidated financial statements requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, and expenses. Changes in the economic environment, financial markets, and any other parameters used in determining such estimates could cause actual results to differ. Our critical accounting estimates including those relating to the valuation of our investment portfolio, should be read in connection with our consolidated financial statements in Part II, Item 8 of this Report, including Note 2 "Significant Accounting Policies."
We consider the most significant accounting policies to be those related to our Investments, Revenue Recognition, Deferred Financing Costs and Debt Issuance Costs and Income Taxes. The valuation of investments is our most significant critical estimate. The most significant input is the discount rate used in yield analysis that is based on comparable market yields. Significant increases in the discount rates in isolation would result in a significantly lower fair value measurement. For a further discussion and disclosure of key inputs and considerations related to this estimate, refer to Note 5 "Fair Value Measurements"included in the notes to the consolidated financial statements in Part II, Item 8 in this Report.
RELATED PARTY TRANSACTIONS
We have entered into a number of business relationships with affiliated or related parties, including the following (which are defined in the notes to the accompanying consolidated financial statements if not defined herein):
For further details, see Note 3. "Related Party Transactions" to our consolidated financial statements included in this Report.