Sixth Street Specialty Lending Inc.

11/04/2025 | Press release | Distributed by Public on 11/04/2025 15:03

Quarterly Report for Quarter Ending September 30, 2025 (Form 10-Q)

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The information contained in this section should be read in conjunction with the consolidated financial statements and notes thereto appearing elsewhere in this report. This discussion also should be read in conjunction with the "Cautionary Statement Regarding Forward-Looking Statements" in this report.

Overview

Sixth Street Specialty Lending, Inc. is a Delaware corporation formed on July 21, 2010. The Adviser is our external manager. We have four wholly owned subsidiaries, TC Lending, LLC, a Delaware limited liability company, which holds a California finance lender and broker license, Sixth Street SL SPV, LLC, a Delaware limited liability company, Sixth Street SL Holding, LLC, a Delaware limited liability company, and Sixth Street Specialty Lending Sub, LLC, a Cayman Islands limited liability company.

We have elected to be regulated as a BDC under the 1940 Act and as a RIC under the Code. We made our BDC election on April 15, 2011. As a result, we are required to comply with various statutory and regulatory requirements, such as:

the requirement to invest at least 70% of our assets in "qualifying assets";
source of income limitations;
asset diversification requirements; and
the requirement to distribute (or be treated as distributing) in each taxable year at least 90% of our investment company taxable income and tax-exempt interest for that taxable year.

Our shares are listed on the NYSE under the symbol "TSLX."

Our Investment Framework

We are a specialty finance company focused on lending to middle-market companies. Since we began our investment activities in July 2011, through September 30, 2025, we have originated approximately $51.8 billion aggregate principal amount of investments and retained approximately $11.6 billion aggregate principal amount of these investments on our balance sheet prior to any subsequent exits and repayments. We seek to generate current income primarily in U.S.-domiciled middle-market companies through direct investment originations of senior secured loans and, to a lesser extent, originations of mezzanine and unsecured loans and investments in corporate bonds, equity securities, and other instruments.

By "middle-market companies," we mean companies that have annual EBITDA, which we believe is a useful proxy for cash flow, of $10 million to $250 million, although we may invest in larger or smaller companies on occasion. As of September 30, 2025, our core portfolio companies, which exclude certain investments that fall outside of our typical borrower profile and represent 87.8% of our total investments based on fair value, had weighted average annual revenue of $375.9 million and weighted average annual EBITDA of $113.3 million. As of September 30, 2025, our core portfolio companies had a median annual revenue of $150.0 million and a median annual EBITDA of $46.4 million.

We invest in first-lien debt, second-lien debt, mezzanine and unsecured debt and equity and other investments. Our first-lien debt may include stand-alone first-lien loans; "last out" first-lien loans, which are loans that have a secondary priority behind super-senior "first out" first-lien loans; "unitranche" loans, which are loans that combine features of first-lien, second-lien and mezzanine debt, generally in a first-lien position; and secured corporate bonds with similar features to these categories of first-lien loans. Our second-lien debt may include secured loans, and, to a lesser extent, secured corporate bonds, with a secondary priority behind first-lien debt.

The debt in which we invest typically is not rated by any rating agency, but if these instruments were rated, they would likely receive a rating of below investment grade (that is, below BBB- or Baa3 as defined by Standard & Poor's and Moody's Investors Services, respectively), which is often referred to as "junk."

The companies in which we invest use our capital to support organic growth, acquisitions, market or product expansion and recapitalizations (including restructurings). As of September 30, 2025, the largest single investment based on fair value represented 2.3% of our total investment portfolio.

As of September 30, 2025, the average investment size in each of our portfolio companies was approximately $23.3 million based on fair value. Portfolio companies includes investments in structured credit investments, which include each series of collateralized

loan obligation as a portfolio company investment. When excluding investments in structured credit investments, the average investment in our remaining portfolio companies was approximately $30.3 million based on fair value as of September 30, 2025.

Through our Adviser, we consider potential investments utilizing a four-tiered investment framework and against our existing portfolio as a whole:

Business and sector selection.We focus on companies with enterprise value between $50 million and $1 billion. When reviewing potential investments, we seek to invest in businesses with high marginal cash flow, recurring revenue streams and where we believe credit quality will improve over time. We look for portfolio companies that we think have a sustainable competitive advantage in growing industries or distressed situations. We also seek companies where our investment will have a low loan-to-value ratio.

We currently do not limit our focus to any specific industry and we may invest in larger or smaller companies on occasion. We classify the industries of our portfolio companies by end-market (such as healthcare, and business services) and not by the products or services (such as software) directed to those end-markets.

As of September 30, 2025, the largest industry represented 18.0% of our total investment portfolio based on fair value.

Investment Structuring.We focus on investing at the top of the capital structure and protecting that position. As of September 30, 2025, approximately 90.1% of our portfolio was invested in secured debt, including 89.2% in first-lien debt investments. We carefully perform diligence and structure investments to include strong investor covenants. As a result, we structure investments with a view to creating opportunities for early intervention in the event of non-performance or stress. In addition, we seek to retain effective voting control in investments over the loans or particular class of securities in which we invest through maintaining affirmative voting positions or negotiating consent rights that allow us to retain a blocking position. We also aim for our loans to mature on a medium term, between two to seven years after origination. For the three months ended September 30, 2025, the weighted average term on new investment commitments in new portfolio companies was 7.8 years.

Deal Dynamics.We focus on, among other deal dynamics, direct origination of investments, where we identify and lead the investment transaction. A substantial majority of our portfolio investments are sourced through our direct or proprietary relationships.

Risk Mitigation. We seek to mitigate non-credit-related risk on our returns in several ways, including call protection provisions to protect future interest income. As of September 30, 2025, we had call protection on 76.4% of our debt investments based on fair value, with weighted average call prices of 108.3% for the first year, 104.4% for the second year and 101.8% for the third year, in each case from the date of the initial investment. As of September 30, 2025, 96.3% of our debt investments based on fair value bore interest at floating rates, with 100.0%of these subject to interest rate floors, which we believe helps act as a portfolio-wide hedge against inflation.

Relationship with our Adviser and Sixth Street

Our Adviser is a Delaware limited liability company. Our Adviser acts as our investment adviser and administrator and is a registered investment adviser with the SEC under the Advisers Act. Our Adviser sources and manages our portfolio through a dedicated team of investment professionals predominately focused on direct lending, which we refer to as our Investment Team. Our Investment Team is led by our Chairman and Chief Executive Officer and our Adviser's Co-Chief Investment Officer Joshua Easterly and our Adviser's Co-Chief Investment Officer Alan Waxman, both of whom have substantial experience in credit origination, underwriting and asset management. Our investment decisions are made by our Investment Review Committee, which includes senior personnel of our Adviser and affiliates of Sixth Street Partners, LLC, or "Sixth Street."

Sixth Street is a global investment business with over $115 billion of assets under management as of September 30, 2025. Sixth Street's direct lending platforms include Sixth Street Specialty Lending and Sixth Street Lending Partners, which are aimed at U.S. upper middle-market loan originations, Sixth Street Specialty Lending Europe, which is aimed at European middle-market loan originations. Additional Sixth Street core platforms include Sixth Street TAO, which has the flexibility to invest across all of Sixth Street's private credit market investments, Sixth Street Opportunities, which focuses on actively managed opportunistic investments across the credit cycle, Sixth Street Credit Market Strategies, which is the firm's "public-side" credit investment platform focused on investment opportunities in broadly syndicated leveraged loan markets, Sixth Street Growth, which provides financing solutions to growing companies, Sixth Street Fundamental Strategies, which primarily invests in secondary credit, and Sixth Street Agriculture, which invests in niche agricultural opportunities. Sixth Street has a long-term oriented, highly flexible capital base that allows it to invest across industries, geographies, capital structures and asset classes. Sixth Street has extensive experience with highly complex, global public and private investments executed through primary originations, secondary market purchases and restructurings, and has a team of over 730 investment and operating professionals. As of September 30, 2025, seventy-nine (79) of these personnel are dedicated to direct lending, including sixty-five (65) investment professionals.

Our Adviser consults with Sixth Street in connection with a substantial number of our investments. The Sixth Street platform provides us with a breadth of large and scalable investment resources. We believe we benefit from Sixth Street's market expertise, insights into industry, sector and macroeconomic trends and intensive due diligence capabilities, which help us discern market conditions that vary across industries and credit cycles, identify favorable investment opportunities and manage our portfolio of investments. Sixth Street and its affiliates will refer all middle-market loan origination activities for companies domiciled in the United States to us and conduct those activities through us. The Adviser will determine whether it would be permissible, advisable or otherwise appropriate for us to pursue a particular investment opportunity allocated to us.

On May 6, 2025, we, the Adviser and certain of our affiliates were granted an exemptive order from the SEC that allows us to co-invest, subject to certain conditions, with certain of our affiliates (including affiliates of Sixth Street) in middle-market loan origination activities for companies domiciled in the United States.

We believe our ability to co-invest with Sixth Street affiliates is particularly useful where we identify larger capital commitments than otherwise would be appropriate for us. We expect that with the ability to co-invest with Sixth Street affiliates we will continue to be able to provide "one-stop" financing to a potential portfolio company in these circumstances, which may allow us to capture opportunities where we alone could not commit the full amount of required capital or would have to spend additional time to locate unaffiliated co-investors.

Under the terms of the Investment Advisory Agreement and Administration Agreement, the Adviser's services are not exclusive, and the Adviser is free to furnish similar or other services to others, so long as its services to us are not impaired. Under the terms of the Investment Advisory Agreement, we will pay the Adviser the base management fee (the "Management Fee"), and may also pay certain incentive fees (the "Incentive Fees").

Under the terms of the Administration Agreement, the Adviser also provides administrative services to us. These services include providing office space, equipment and office services, maintaining financial records, preparing reports to stockholders and reports filed with the SEC, and managing the payment of expenses and the oversight of the performance of administrative and professional services rendered by others. Certain of these services are reimbursable to the Adviser under the terms of the Administration Agreement.

General Economic Conditions

To date, 2025 has been marked by continued uncertainty in global markets, driven by investor concerns over inflation, elevated interest rates, ongoing political and regulatory uncertainty, including potential shifts in U.S. trade policy and the imposition of new tariffs, as well as geopolitical instability stemming from the conflicts in Ukraine and the Middle East.

Further contributing to economic uncertainty, the current U.S. presidential administration has signaled its intention to implement, and has started to implement, significant changes to U.S. trade policy, the size of the federal government, tax policy and the enforcement of various regulations. These policy shifts could introduce additional market instability and reduce investor confidence. For example, the U.S. government recently announced tariffs on goods imported from various countries to the United States. Countries subject to such tariffs have imposed, or may in the future, impose reciprocal or retaliatory tariffs and other trade measures. We are actively monitoring the tariff developments and analyzing the potential impacts on our business, the businesses of our portfolio companies and the broader economic environment. In light of these developments, there can be no assurances that political and regulatory conditions will not worsen and/or adversely affect the Company, its portfolio companies or their respective financial performance.

Key Components of Our Results of Operations

Investments

We focus primarily on the direct origination of loans to middle-market companies domiciled in the United States.

Our level of investment activity (both the number of investments and the size of each investment) can and does vary substantially from period to period depending on many factors, including the amount of debt and equity capital generally available to middle-market companies, the level of merger and acquisition activity for such companies, the general economic environment and the competitive environment for the types of investments we make.

In addition, as part of our risk strategy on investments, we may reduce certain levels of investments through partial sales or syndication to additional investors.

Revenues

We generate revenues primarily in the form of interest income from the investments we hold. In addition, we may generate income from dividends on direct equity investments, capital gains on the sale of investments and various loan origination and other fees. Our debt investments typically have a term of two to seven years, and, as of September 30, 2025, 96.3% of these investments based on fair value bore interest at a floating rate, with 100.0% of these subject to interest rate floors. Interest on debt investments is generally payable monthly or quarterly. Some of our investments provide for deferred interest payments or PIK interest. For the three and nine months ended September 30, 2025, 6.3% and 5.3%, respectively, of our total investment income was comprised of PIK interest. For the three and nine months ended September 30, 2024, 5.2% and 6.6%, respectively, of our total investment income was comprised of PIK interest.

Changes in our net investment income are primarily driven by the spread between the payments we receive from our investments in our portfolio companies against our cost of funding, rather than by changes in interest rates. Our investment portfolio primarily consists of floating rate loans, and our Revolving Credit Facility, 2026 Notes, 2028 Notes, 2029 Notes, and 2030 Notes after taking into account the effect of the interest rate swaps we have entered into in connection with these securities, all bear interest at floating rates. Macro trends in base interest rates like SOFR or other reference rates may affect our net investment income over the long term. However, because we generally originate loans to a limited number of portfolio companies each quarter, and those investments also vary in size, our results in any given period-including the interest rate on investments that were sold or repaid in a period compared to the interest rate of new investments made during that period-often are idiosyncratic, and reflect the characteristics of the particular portfolio companies that we invested in or exited during the period and not necessarily any trends in our business.

In addition to interest income, our net investment income is also driven by prepayment and other fees, which also can vary significantly from quarter to quarter. The level of prepayment fees is generally correlated to the movement in credit spreads and risk premiums, but also will vary based on corporate events that may take place at an individual portfolio company in a given period-e.g., merger and acquisition activity, initial public offerings and restructurings. As noted above, generally a small but varied number of portfolio companies may make prepayments in any quarter, meaning that changes in the amount of prepayment fees received can vary significantly between periods and can vary without regard to underlying credit trends.

Loan origination fees, original issue discount and market discount or premium are capitalized, and we accrete or amortize such amounts as interest income using the effective interest method for term instruments and the straight-line method for revolving or delayed draw instruments. Repayments of our debt investments can reduce interest income from period to period. We record prepayment premiums on loans as interest income when earned. We also may generate revenue in the form of commitment, amendment, structuring, syndication or due diligence fees, fees for providing managerial assistance and consulting fees. The frequency or volume of these items of revenue may fluctuate significantly.

Dividend income on common equity investments is recorded on the record date for private portfolio companies or on the ex-dividend date for publicly traded portfolio companies.

Our portfolio activity also reflects the proceeds of sales of investments. We recognize realized gains or losses on investments based on the difference between the net proceeds from the disposition and the amortized cost basis of the investment without regard to unrealized gains or losses previously recognized. We record current period changes in fair value of investments that are measured at fair value as a component of the net change in unrealized gains (losses) on investments in the Consolidated Statements of Operations.

Expenses

Our primary operating expenses include the payment of fees to our Adviser under the Investment Advisory Agreement, expenses reimbursable under the Administration Agreement and other operating costs described below. Additionally, we pay interest expense on our outstanding debt. We bear all other costs and expenses of our operations, administration and transactions, including those relating to:

calculating individual asset values and our net asset value (including the cost and expenses of any independent valuation firms);
expenses, including travel expenses, incurred by the Adviser, or members of our Investment Team, or payable to third parties, in respect of due diligence on prospective portfolio companies and, if necessary, in respect of enforcing our rights with respect to investments in existing portfolio companies;
the costs of any public offerings of our common stock and other securities, including registration and listing fees;
the Management Fee and any Incentive Fee;
certain costs and expenses relating to distributions paid on our shares;
administration fees payable under our Administration Agreement;
costs of preparing financial statements and maintaining books and records and filing reports or other documents with the SEC (or other regulatory bodies) and other reporting and compliance costs, and the compensation of professionals responsible for the preparation of the foregoing, including the allocable portion of the compensation of our Chief Financial Officer, Chief Compliance Officer and other professionals who spend time on those related activities (based on the percentage of time those individuals devote, on an estimated basis, to our business and affairs);
debt service and other costs of borrowings or other financing arrangements;
the Adviser's allocable share of costs incurred in providing significant managerial assistance to those portfolio companies that request it;
amounts payable to third parties relating to, or associated with, making or holding investments;
transfer agent and custodial fees;
costs of hedging;
commissions and other compensation payable to brokers or dealers;
taxes;
Independent Director fees and expenses;
the costs of any reports, proxy statements or other notices to our stockholders (including printing and mailing costs), the costs of any stockholders' meetings and the compensation of investor relations personnel responsible for the preparation of the foregoing and related matters;
our fidelity bond;
directors and officers/errors and omissions liability insurance, and any other insurance premiums;
indemnification payments;
direct costs and expenses of administration, including audit, accounting, consulting and legal costs; and
all other expenses reasonably incurred by us in connection with making investments and administering our business.

We expect that during periods of asset growth, our general and administrative expenses will be relatively stable or will decline as a percentage of total assets, and will increase as a percentage of total assets during periods of asset declines.

Leverage

While as a BDC the amount of leverage that we are permitted to use is limited in significant respects, we use leverage to increase our ability to make investments. The amount of leverage we use in any period depends on a variety of factors, including cash available for investing, the cost of financing and general economic and market conditions, however, under the 1940 Act, our total borrowings are limited so that our asset coverage ratio cannot fall below 150% immediately after any borrowing, as defined in the 1940 Act. In any period, our interest expense will depend largely on the extent of our borrowing and we expect interest expense will increase as we increase leverage over time within the limits of the 1940 Act. In addition, we may dedicate assets as collateral to financing facilities from time to time.

Market Trends

We believe trends in the middle-market lending environment, including the limited availability of capital from traditional regulated financial institutions, strong demand for debt capital and specialized lending requirements, are likely to continue to create favorable opportunities for us to invest at attractive risk-adjusted rates.

Subsequent to the global financial crisis, the implementation of regulatory changes such as Basel III requirements, Leverage Lending Guidance, and the Volcker Rule, tightened risk appetites and reduced the capacity of traditional lenders to serve middle-market companies. We believe that these dynamics create a significant opportunity for us to directly originate investments. We also believe that the large amount of uninvested capital held by private equity firms will continue to drive deal activity, which may in turn create additional demand for debt capital.

This market dynamic is further exacerbated by the specialized due diligence and underwriting capabilities, as well as extensive ongoing monitoring, required for middle-market lending. We believe middle-market lending is generally more labor-intensive than lending to larger companies due to smaller investment sizes and the lack of publicly available information on these companies. As a result, the opportunities for dedicated private lenders such as us has continued to expand.

An imbalance between the supply of, and demand for, middle-market debt capital creates attractive pricing dynamics for investors such as BDCs. The negotiated nature of middle-market financings also generally provides for more favorable terms to the lenders, including stronger covenant and reporting packages, better call protection and lender-protective change of control provisions. We believe that BDCs have flexibility to develop loans that reflect each borrower's distinct situation, provide long-term relationships and a potential source for future capital, which renders BDCs, including us, attractive lenders.

Portfolio and Investment Activity

As of September 30, 2025, our portfolio based on fair value consisted of 89.2% first-lien debt investments, 0.9% second-lien debt investments, 1.8% mezzanine debt investments, 5.2% equity investments and 2.9% structured credit investments. As of December 31, 2024, our portfolio based on fair value consisted of 93.9% first-lien debt investments, 0.6% second-lien debt investments, 1.1% mezzanine debt investments, 4.4% equity and other investments and less than 0.1% structured credit investments.

As of September 30, 2025 and December 31, 2024, our weighted average total yield of debt and income producing securities at fair value (which includes interest income and amortization of fees and discounts) was 11.4% and 12.3%, respectively, and our weighted average total yield of debt and income-producing securities at amortized cost (which includes interest income and amortization of fees and discounts) was 11.7% and 12.5%, respectively.

As of September 30, 2025, we had investments in 145 portfolio companies (including 37 structured credit investments, which include each series of collateralized loan obligation as a separate portfolio company investment) with an aggregate fair value of $3,376.3 million. As of December 31, 2024, we had investments in 116 portfolio companies (including one structured credit investment, which include each series of collateralized loan obligation as a separate portfolio company investment) with an aggregate fair value of $3,518.4 million.

For the three months ended September 30, 2025, the principal amount of new investments funded was $351.8 million in forty-one new portfolio companies and five existing portfolio companies. For this period, we had $302.8 million aggregate principal amount in exits and repayments.

For the three months ended September 30, 2024, the principal amount of new investments funded was $189.0 million in eight new portfolio companies and four existing portfolio companies. For this period, we had $90.2 million aggregate principal amount in exits and repayments.

Our investment activity for the three months ended September 30, 2025 and 2024 is presented below (information presented herein is at par value unless otherwise indicated).

Three Months Ended

($ in millions)

September 30, 2025

September 30, 2024

New investment commitments:

Gross originations (1)

$

3,735.0

$

2,502.0

Less: Syndications/sell downs (1)

3,347.3

2,232.7

Total new investment commitments

$

387.7

$

269.3

Principal amount of investments funded:

First-lien

$

253.1

$

189.0

Second-lien

-

-

Mezzanine

-

-

Equity and other

-

-

Structured Credit

98.7

-

Total

$

351.8

$

189.0

Principal amount of investments sold or repaid:

First-lien

$

302.0

$

84.2

Second-lien

-

-

Mezzanine

-

4.9

Equity and other

0.8

-

Structured Credit

-

1.1

Total

$

302.8

$

90.2

Number of new investment commitments in
new portfolio companies
(2)

41

8

Average new investment commitment amount in
new portfolio companies
(2)

$

7.3

$

30.2

Weighted average term for new investment
commitments in new portfolio companies
(in years)
(2)

7.8

6.3

Percentage of new debt investment commitments
at floating rates

100.0

%

75.9

%

Percentage of new debt investment commitments
at fixed rates

0.0

%

24.1

%

Weighted average interest rate of new
investment commitments

10.3

%

12.0

%

Weighted average spread over reference rate of new
floating rate investment commitments

6.6

%

6.8

%

Weighted average interest rate on investments
fully sold or paid down

12.6

%

13.0

%

(1) Includes affiliates of Sixth Street

(2) For the three months ended September 30, 2025, includes 37 structured credit investments with a total principal amount of $98.7 million and a weighted average term of 12.2 years

As of September 30, 2025 and December 31, 2024, our investments consisted of the following:

September 30, 2025

December 31, 2024

($ in millions)

Amortized Cost

Fair Value

Amortized Cost

Fair Value

First-lien debt investments

$

2,960.1

$

3,011.4

$

3,298.0

$

3,302.5

Second-lien debt investments

68.4

29.8

53.2

19.8

Mezzanine debt investments

59.5

60.1

37.1

39.1

Equity and other investments

156.4

175.7

149.4

155.5

Structured credit investments

99.6

99.3

1.5

1.5

Total

$

3,344.0

$

3,376.3

$

3,539.2

$

3,518.4

The following tables show the fair value and amortized cost of our performing and non-accrual investments as of September 30, 2025 and December 31, 2024:

September 30, 2025

December 31, 2024

($ in millions)

Fair Value

Percentage

Fair Value

Percentage

Performing

$

3,356.0

99.4

%

$

3,469.4

98.6

%

Non-accrual(1)

20.3

0.6

49.0

1.4

Total

$

3,376.3

100.0

%

$

3,518.4

100.0

%

September 30, 2025

December 31, 2024

($ in millions)

Amortized Cost

Percentage

Amortized Cost

Percentage

Performing

$

3,276.7

98.0

%

$

3,410.1

96.4

%

Non-accrual(1)

67.3

2.0

129.1

3.6

Total

$

3,344.0

100.0

%

$

3,539.2

100.0

%

(1)
Loans are generally placed on non-accrual status when principal or interest payments are past due 30 days or more or when management has reasonable doubt that the borrower will pay principal or interest in full. Accrued and unpaid interest is generally reversed when a loan is placed on non-accrual status. Non-accrual loans are restored to accrual status when past due principal and interest has been paid and, in management's judgment, the borrower is likely to make principal and interest payments in the future. Management may determine to not place a loan on non-accrual status if, notwithstanding any failure to pay, the loan has sufficient collateral value and is in the process of collection. See "-Critical Accounting Estimates - Interest and Dividend Income Recognition."

The weighted average yields and interest rates of our performing debt investments at fair value as of September 30, 2025 and December 31, 2024 were as follows:

September 30, 2025

December 31, 2024

Weighted average total yield of debt and income
producing securities
(1)

11.4

%

12.3

%

Weighted average interest rate of debt and income
producing securities

10.9

%

11.8

%

Weighted average spread over reference rate of all floating
rate investments

7.2

%

7.7

%

(1)
Weighted average total portfolio yield at fair value was 10.8% at September 30, 2025 and 11.6% at December 31, 2024.

The Adviser monitors our portfolio companies on an ongoing basis. The Adviser monitors the financial trends of each portfolio company to determine if it is meeting its business plans and to assess the appropriate course of action for each company. The Adviser has a number of methods of evaluating and monitoring the performance and fair value of our investments, which may include the following:

assessment of success of the portfolio company in adhering to its business plan and compliance with covenants;
periodic and regular contact with portfolio company management and, if appropriate, the financial or strategic sponsor, to discuss financial position, requirements and accomplishments;
comparisons to other companies in the industry;
attendance at, and participation in, board meetings; and
review of monthly and quarterly financial statements and financial projections for portfolio companies.

As part of the monitoring process, the Adviser regularly assesses the risk profile of each of our investments and, on a quarterly basis, grades each investment on a risk scale of 1 to 5. Risk assessment is not standardized in our industry and our risk assessment may not be comparable to ones used by our competitors. Our assessment is based on the following categories:

An investment is rated 1 if, in the opinion of the Adviser, it is performing as agreed and there are no concerns about the portfolio company's performance or ability to meet covenant requirements. For these investments, the Adviser generally prepares monthly reports on investment performance and intensive quarterly asset reviews.
An investment is rated 2 if it is performing as agreed, but, in the opinion of the Adviser, there may be concerns about the company's operating performance or trends in the industry. For these investments, in addition to monthly reports and quarterly asset reviews, the Adviser also researches any areas of concern with the objective of early intervention with the portfolio company.
An investment will be assigned a rating of 3 if it is paying its obligations to us as agreed but a material covenant violation is expected. For these investments, in addition to monthly reports and quarterly asset reviews, the Adviser also adds the investment to its "watch list" and researches any areas of concern with the objective of early intervention with the portfolio company.
An investment will be assigned a rating of 4 if a material covenant has been violated, but the company is making its scheduled payments on its obligations to us. For these investments, the Adviser generally prepares a bi-monthly asset review email and generally has monthly meetings with the portfolio company's senior management. For investments where there have been material defaults, including bankruptcy filings, failures to achieve financial performance requirements or failure to maintain liquidity or loan-to-value requirements, the Adviser often will take immediate action to protect its position. These remedies may include negotiating for additional collateral, modifying investment terms or structure, or payment of amendment and waiver fees.
A rating of 5 indicates an investment is in default on its interest and/or principal payments. For these investments, our Adviser reviews the investments on a bi-monthly basis and, where possible, pursues workouts that achieve an early resolution to avoid further deterioration of our investment. The Adviser retains legal counsel and takes actions to preserve our rights, which may include working with the portfolio company to have the default cured, to have the investment restructured or to have the investment repaid through a consensual workout. Investments that carry a rating of 5 would typically indicate the position has been placed on non-accrual status (for investments that otherwise would be income producing).

The following table shows the distribution of our investments on the 1 to 5 investment performance rating scale at fair value as of September 30, 2025 and December 31, 2024. Investment performance ratings are accurate only as of those dates and may change due to subsequent developments relating to a portfolio company's business or financial condition, market conditions or developments, and other factors.

September 30, 2025

December 31, 2024

Investment

Investments at

Investments at

Performance

Fair Value

Percentage of

Fair Value

Percentage of

Rating

($ in millions)

Total Portfolio

($ in millions)

Total Portfolio

$

3,062.8

90.8

%

$

3,345.8

95.1

%

264.8

7.8

88.9

2.5

28.4

0.8

34.7

1.0

-

-

-

-

20.3

0.6

49.0

1.4

Total

$

3,376.3

100.0

%

$

3,518.4

100.0

%

Results of Operations

Operating results for the three and nine months ended September 30, 2025 and 2024 were as follows:

Three Months Ended

Nine Months Ended

($ in millions)(1)

September 30, 2025

September 30, 2024

September 30, 2025

September 30, 2024

Total investment income

$

109.4

$

119.2

$

340.8

$

358.8

Less: Net expenses

57.4

63.6

177.3

193.6

Net investment income before income taxes

52.1

55.6

163.5

165.2

Less: Income taxes, including excise taxes

1.4

0.7

4.0

2.8

Net investment income

50.7

54.9

159.5

162.4

Net realized gains (losses) (2)

(0.5

)

0.0

(36.6

)

3.9

Net change in unrealized gains (losses) (2)

(5.5

)

(14.2

)

17.6

(30.7

)

Net increase (decrease) in net assets resulting from operations

$

44.6

$

40.7

$

140.6

$

135.6

(1)
Table may not sum due to rounding.
(2)
Includes foreign exchange hedging activity.

Investment Income

Three Months Ended

Nine Months Ended

($ in millions) (1)

September 30, 2025

September 30, 2024

September 30, 2025

September 30, 2024

Interest from investments

$

94.9

$

105.8

$

302.7

$

315.5

Paid-in-kind interest income

6.9

6.2

18.0

$

23.8

Dividend income

0.3

3.3

1.6

5.8

Other income

7.4

3.9

18.5

13.7

Total investment income

$

109.4

$

119.2

$

340.8

$

358.8

(1)
Table may not sum due to rounding.

Interest from investments, which includes amortization of upfront fees and prepayment fees, decreased from $105.8 million for the three months ended September 30, 2024 to $94.9 million for the three months ended September 30, 2025. The decrease in interest from investments was primarily the result of a decrease in reference rates for the three months ended September 30, 2025 compared to the same period in 2024. Paid-in-kind interest income increased from $6.2 million for the three months ended September 30, 2024 to $6.9 million for the three months ended September 30, 2025 due to increased PIK investments. Dividend income decreased from $3.3 million for the three months ended September 30, 2024 to $0.3 million for the three months ended September 30, 2025 due to the timing of dividend payments in 2025. Other income increased from $3.9 million for the three months ended September 30, 2024 to $7.4 million for the three months ended September 30, 2025, primarily due to increased miscellaneous fees earned during the three months ended September 30, 2025.

Interest from investments, which includes amortization of upfront fees and prepayment fees, decreased from $315.5 million for the nine months ended September 30, 2024 to $302.7 million for the nine months ended September 30, 2025. The decrease in interest from investments was primarily the result of a decrease in references rates for the nine months ended September 30, 2025 compared to the same period in 2024. Paid-in-kind interest income decreased from $23.8 million for the nine months ended September 30, 2024 to $18.0 million for the nine months ended September 30, 2025 due to decreased PIK investments. Dividend income decreased from $5.8 million for the nine months ended September 30, 2024 to $1.6 million for the nine months ended September 30, 2025 due to the timing of dividend payments in 2025. Other income increased from $13.7 million for the nine months ended September 30, 2024 to $18.5 million for the nine months ended September 30, 2025, primarily due to increased miscellaneous fees earned during the nine months ended September 30, 2025.

Expenses

Operating expenses for the three and nine months ended September 30, 2025 and 2024 were as follows:

Three Months Ended

Nine Months Ended

($ in millions)(1)

September 30, 2025

September 30, 2024

September 30, 2025

September 30, 2024

Interest

$

31.4

$

38.5

$

98.0

$

116.8

Management fees (net of waivers)

12.8

12.7

38.1

37.4

Incentive fees on net investment income

10.5

11.2

33.1

33.5

Incentive fees on net capital gains

(1.1

)

(2.2

)

(3.3

)

(4.4

)

Professional fees

2.0

1.9

6.5

5.8

Directors' fees

0.2

0.2

0.7

0.6

Other general and administrative

1.5

1.3

4.1

3.9

Net Expenses

$

57.4

$

63.6

$

177.3

$

193.6

(1)
Table may not sum due to rounding.

Interest

Interest expense, including other debt financing expenses, decreased from $38.5 million for the three months ended September 30, 2024 to $31.4 million for the three months ended September 30, 2025. This decrease was primarily due to a decrease in the average interest rate on our debt outstanding, which decreased from 7.7% for the three months ended September 30, 2024 to 6.3% for the three months ended September 30, 2025 due to a change in the mix of our debt financing sources and a change in SOFR rates.

Interest expense, including other debt financing expenses, decreased from $116.8 million for the nine months ended September 30, 2024 to $98.0 million for the nine months ended September 30, 2025. This decrease was primarily due to a decrease in the average interest rate on our debt outstanding, which decreased from 7.7% for the nine months ended September 30, 2024 to 6.3% for the nine months ended September 30, 2025 due to a change in the mix of our debt financing sources and a change in SOFR rates.

Management Fees

Management Fees (gross of waivers) increased from $13.0 million for the three months ended September 30, 2024 to $13.1 million for the three months ended September 30, 2025 due to an increase in average assets. Management Fees (net of waivers) increased from $12.7 million for the three months ended September 30, 2024 to $12.8 million for the three months ended September 30, 2025. Management Fees waived were $0.3 million for the three months ended September 30, 2025 and $0.3 million for the three months ended September 30, 2024, pursuant to the Leverage Waiver. Any waived management fees are not subject to recoupment by the Adviser.

Management Fees (gross of waivers) increased from $38.4 million for the nine months ended September 30, 2024 to $39.1 million for the nine months ended September 30, 2025 due to an increase in average assets. Management Fees (net of waivers) increased from $37.4 million for the nine months ended September 30, 2024 to $38.1 million for the nine months ended September 30, 2025. Management Fees waived were $1.0 million for the nine months ended September 30, 2025 and $1.0 million for the nine months ended September 30, 2024, pursuant to the Leverage Waiver. Any waived management fees are not subject to recoupment by the Adviser.

Incentive Fees

For the three months ended September 30, 2025 and 2024, Incentive Fees were $9.5 million and $8.9 million, respectively, of which $10.5 million and $11.2 million, respectively, were realized and payable to the Adviser. For the three months ended September 30, 2025 and 2024, $(1.1) million and $(2.2) million, respectively, of Incentive Fees were accrued related to Capital Gains Fees. As of September 30, 2025, these accrued Incentive Fees are not contractually payable to the Adviser.

For the nine months ended September 30, 2025 and 2024, Incentive Fees were $29.8 million and $29.1 million, respectively, of which $33.1 million and $33.5 million, respectively, were realized and payable to the Adviser. For the nine months ended September 30, 2025 and 2024, $(3.3) million and $(4.4) million, respectively, of Incentive Fees were accrued related to Capital Gains Fees. As of September 30, 2025, these accrued Incentive Fees are not contractually payable to the Adviser.

Professional Fees and Other General and Administrative Expenses

Professional fees increased from $1.9 million for the three months ended September 30, 2024 to $2.0 million for the three months ended September 30, 2025 due to higher legal and audit related fees. Other general and administrative fees were $1.3 million for the three months ended September 30, 2024 and $1.5 million for the three months ended September 30, 2025.

Professional fees increased from $5.8 million for the nine months ended September 30, 2024 to $6.5 million for the nine months ended September 30, 2025 due to higher legal and audit related fees. Other general and administrative fees were $3.9 million for the nine months ended September 30, 2024 and $4.1 million for the nine months ended September 30, 2025.

Income Taxes, Including Excise Taxes

We have elected to be treated as a RIC under Subchapter M of the Code, and we intend to operate in a manner so as to continue to qualify for the tax treatment applicable to RICs. To qualify as a RIC, we must, among other things, distribute to our stockholders in each taxable year generally at least 90% of our investment company taxable income, as defined by the Code, and net tax-exempt income for that taxable year. To maintain RIC status, we, among other things, have made and intend to continue to make the requisite distributions to our stockholders, which generally relieve us from corporate-level U.S. federal income taxes.

Depending on the level of taxable income earned in a tax year, we can be expected to carry forward taxable income (including net capital gains, if any) in excess of current year dividend distributions from the current tax year into the next tax year and pay a nondeductible 4% U.S. federal excise tax on such taxable income, as required. To the extent that we determine that our estimated current year annual taxable income will be in excess of estimated current year dividend distributions from such income, we accrue excise tax on estimated excess taxable income.

For the three and nine months ended September 30, 2025, we recorded a net expense of $1.4 million and $4.0 million, respectively, for U.S. federal excise tax and other taxes. For the three and nine months ended September 30, 2024, we recorded a net expense of $0.7 million and $2.8 million, respectively, for U.S. federal excise tax and other taxes.

For the three and nine months ended September 30, 2025, we recorded a deferred tax benefit of $0.6 million pertaining to net unrealized losses and we recognized a tax expense of $0.9 million pertaining to net realized gains. For the three and nine months

ended September 30, 2024, we recorded a deferred tax expense of $1.5 million pertaining to net unrealized gains, related to eight of our investments.

Net Realized and Unrealized Gains and Losses

The following table summarizes our net realized and unrealized gains (losses) for the three and nine months ended September 30, 2025 and 2024:

Three Months Ended

Nine Months Ended

($ in millions)(1)

September 30, 2025

September 30, 2024

September 30, 2025

September 30, 2024

Net realized gains (losses) on investments

$

0.8

$

0.1

$

(34.9

)

$

3.9

Net realized gains (losses) on foreign currency transactions (2)(3)

(0.2

)

(0.0)

(0.3

)

(0.8

)

Net realized gains (losses) on foreign currency investments (3)

0.0

0.0

0.8

(2.3

)

Net realized gains (losses) on foreign currency borrowings

(0.2

)

(0.1

)

(1.2

)

3.1

Net realized gains (losses) on income tax provision

(0.9

)

-

(0.9

)

-

Net Realized Gains (Losses) (3)

$

(0.5

)

$

0.0

$

(36.6

)

$

3.9

Change in unrealized gains on investments

$

14.8

$

25.0

$

112.7

$

42.4

Change in unrealized (losses) on investments

(21.8

)

(27.4

)

(59.6

)

(64.4

)

Net Change in Unrealized Gains (Losses) on
Investments

$

(6.9

)

$

(2.4

)

$

53.1

$

(22.0

)

Unrealized gains (losses) on foreign currency borrowings

0.7

(10.3

)

(36.0

)

(7.2

)

Unrealized gains (losses) on foreign currency transactions (2)(3)

0.0

(0.0)

(0.0)

(0.0)

Income tax provision on unrealized gains (losses)

0.6

(1.5

)

0.6

(1.5

)

Net Change in Unrealized Gains (Losses) on Foreign
Currency Transactions and Income Tax Provision

$

1.4

$

(11.8

)

$

(35.4

)

$

(8.7

)

Net Change in Unrealized Gains (Losses)

$

(5.5

)

$

(14.2

)

$

17.6

$

(30.7

)

(1)
Table may not sum due to rounding.
(2)
Includes foreign exchange hedging activity.
(3)
Amounts round to less than $0.1 million.

For the three and nine months ended September 30, 2025, we had net realized gains on investments of $0.8 million and net realized losses on investments of $34.9 million, respectively. For the three and nine months ended September 30, 2025, we had net realized losses of $0.2 and $0.3 million, respectively, on foreign currency transactions, primarily as a result of translating foreign currency related to our non-USD denominated investments. For the three and nine months ended September 30, 2025, we had net realized gains on foreign currency investments of less than $0.1 million and $0.8 million, respectively. For the three and nine months ended September 30, 2025, we had net realized losses on foreign currency borrowings of $0.2 million and $1.2 million, respectively. The net realized losses on foreign currency borrowings were a result of payments on our revolving credit facility. For both the three and nine months ended September 30, 2025, we had net realized losses of $0.9 million, related to tax expense.

For the three months ended September 30, 2025, we had $14.8 million in unrealized gains on 49 portfolio company investments, which was offset by $21.8 million in unrealized losses on 100 portfolio company investments. Unrealized gains for the three months ended September 30, 2025 resulted from positive portfolio company specific developments, tightening credit spreads, and the reversal of prior period unrealized losses due to realizations. Unrealized losses for the three months ended September 30, 2025 resulted from negative credit-related adjustments and widening credit spreads. For the nine months ended September 30, 2025, we had $112.7 million in unrealized gains on 69 portfolio company investments, which was offset by $59.6 million in unrealized losses on 96 portfolio company investments. Unrealized gains for the nine months ended September 30, 2025 resulted from positive portfolio company specific developments, tightening credit spreads, and the reversal of prior period unrealized losses due to realizations. Unrealized losses for the nine months ended September 30, 2025 resulted from negative credit-related adjustments and the reversal of prior period unrealized gains due to realizations.

For the three and nine months ended September 30, 2025 we had unrealized gains on foreign currency borrowings of $0.7 million and unrealized losses on foreign currency borrowings of $36.0 million, respectively, on foreign currency borrowings, primarily as a result of fluctuations in the AUD, CAD, SEK, GBP and EUR exchange rates. For the three and nine months ended September 30, 2025, we had unrealized gains of less than $0.1 million and unrealized losses of less than $0.1 million, respectively, on foreign currency transactions. For both the three and nine months ended September 30, 2025, we had unrealized gains of $0.6 million, related to a deferred tax benefit.

For the three and nine months ended September 30, 2024, we had net realized gains on investments of $0.1 million and $3.9 million, respectively, primarily driven by one investment and thirty-seven investments, respectively. For the three and nine months ended September 30, 2024, we had net realized losses of less than $0.1 million and $0.8 million, respectively on foreign currency transactions, primarily as a result of translating foreign currency related to our non-USD denominated investments. For the three and nine months ended September 30, 2024, we had net realized gains of less than $0.1 million and net realized losses of $2.3 million, respectively, on foreign currency investments. For the three and nine months ended September 30, 2024, we had net realized losses of $0.1 million and net realized gains of $3.1 million on foreign currency borrowing. The net realized gains and losses on foreign currency borrowings were a result of payments on our revolving credit facility.

For the three months ended September 30, 2024, we had $25.0 million in unrealized gains on 68 portfolio company investments, which was offset by $27.4 million in unrealized losses on 48 portfolio company investments. Unrealized gains primarily resulted from tightening credit spreads and positive portfolio company specific developments. Unrealized losses primarily resulted from negative portfolio company specific developments and the reversal of prior period unrealized gains due to realizations. For the nine months ended September 30, 2024, we had $42.4 million in unrealized gains on 81 portfolio company investments, which was offset by $64.4 million in unrealized losses on 82 portfolio company investments. Unrealized gains primarily resulted from tightening credit spreads and positive portfolio company specific developments. Unrealized losses primarily resulted from negative portfolio company specific developments and the reversal of prior period unrealized gains due to realizations.

For the three and nine months ended September 30, 2024, we had unrealized losses on foreign currency borrowings of $10.3 million and $7.2 million, respectively, on foreign currency borrowings, as a result of fluctuations in the AUD, CAD, EUR, SEK and GBP exchange rates. For both the three and nine months ended September 30, 2024, we had unrealized losses on foreign currency transactions of less than $0.1 million. For both the three and nine months ended September 30, 2024, we had unrealized losses of $1.5 million, related to a deferred tax expense.

Realized Gross Internal Rate of Return

Since we began investing in 2011 through September 30, 2025, weighted by capital invested, our exited investments have generated an average realized gross internal rate of return to us of 17.1% (based on total capital invested of $8.8 billion and total proceeds from these exited investments of $11.4 billion). Ninety-two percent of these exited investments resulted in a realized gross internal rate of return to us of 10% or greater.

Gross IRR, with respect to an investment, is calculated based on the dates that we invested capital and dates we received distributions, regardless of when we made distributions to our stockholders. Initial investments are assumed to occur at time zero, and all cash flows are deemed to occur on the fifteenth of each month in which they occur.

Gross IRR reflects historical results relating to our past performance and is not necessarily indicative of our future results. In addition, gross IRR does not reflect the effect of Management Fees, expenses, Incentive Fees or taxes borne, or to be borne, by us or our stockholders, and would be lower if it did.

Average gross IRR is the average of the gross IRR for each of our exited investments (each calculated as described above), weighted by the total capital invested for each of those investments.

Average gross IRR on our exited investments reflects only invested and realized cash amounts as described above, and does not reflect any unrealized gains or losses in our portfolio.

Internal rate of return, or IRR, is a measure of our discounted cash flows (inflows and outflows). Specifically, IRR is the discount rate at which the net present value of all cash flows is equal to zero. That is, IRR is the discount rate at which the present value of total capital invested in each of our investments is equal to the present value of all realized returns from that investment. Our IRR calculations are unaudited.

Capital invested, with respect to an investment, represents the aggregate cost basis allocable to the realized or unrealized portion of the investment, net of any upfront fees paid at closing for the term loan portion of the investment. Capital invested also includes

realized losses on hedging activity, with respect to an investment, which represents any inception-to-date realized losses on foreign currency forward contracts allocable to the investment, if any.

Realized returns, with respect to an investment, represents the total cash received with respect to each investment, including all amortization payments, interest, dividends, prepayment fees, upfront fees, administrative fees, agent fees, amendment fees, accrued interest, and other fees and proceeds. Realized returns also include realized gains on hedging activity, with respect to an investment, which represents any inception-to-date realized gains on foreign currency forward contracts allocable to the investment, if any.

Interest Rate and Foreign Currency Hedging

We use interest rate swaps to hedge our fixed rate debt and certain fixed rate investments. We have designated certain interest rate swaps to be in a hedge accounting relationship. See Note 2 for additional disclosure regarding our accounting for derivative instruments designated in a hedge accounting relationship. See Note 5 for additional disclosure regarding these derivative instruments and the interest payments paid and received. See Note 7 for additional disclosure regarding the carrying value of our debt.

Our current approach to hedging the foreign currency exposure in our non-U.S. dollar denominated investments is primarily to borrow the par amount in local currency under our Revolving Credit Facility to fund these investments. For the nine months ended September 30, 2025 and 2024, we had $36.0 million and $7.2 million of unrealized losses, respectively, on the translation of our non-U.S. dollar denominated debt into U.S. dollars; such amounts approximate the corresponding unrealized gains and losses on the translation of our non-U.S. dollar denominated investments into U.S. dollars for the nine months ended September 30, 2025 and 2024. See Note 2 for additional disclosure regarding our accounting for foreign currency. See Note 7 for additional disclosure regarding the amounts of outstanding debt denominated in each foreign currency at September 30, 2025. See our Consolidated Schedule of Investments for additional disclosure regarding the foreign currency amounts (in both par and fair value) of our non-U.S. dollar denominated investments.

Financial Condition, Liquidity and Capital Resources

Our liquidity and capital resources are derived primarily from proceeds from equity issuances, advances from our credit facilities, and cash flows from operations. The primary uses of our cash and cash equivalents are:

investments in portfolio companies and other investments and to comply with certain portfolio diversification requirements;
the cost of operations (including paying our Adviser);
debt service, repayment, and other financing costs; and
cash dividends to the holders of our shares.

We intend to continue to generate cash primarily from cash flows from operations, future borrowings and future offerings of securities. We may from time to time enter into additional debt facilities, increase the size of existing facilities 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. In accordance with the 1940 Act, with certain limited exceptions, we are only allowed to incur borrowings, issue debt securities or issue preferred stock if immediately after the borrowing or issuance our ratio of total assets (less total liabilities other than indebtedness) to total indebtedness plus preferred stock, is at least 150%. For more information, see "Key Components of Our Results of Operations - Leverage" above. As of September 30, 2025 and December 31, 2024, our asset coverage ratio was 187.5% and 182.5%, respectively. We carefully consider our unfunded commitments for the purpose of planning our capital resources and ongoing liquidity, including our financial leverage. Further, we maintain sufficient borrowing capacity within the 150% asset coverage limitation under the 1940 Act and the asset coverage limitation under our credit facilities to cover any outstanding unfunded commitments we are required to fund.

Cash and cash equivalents as of September 30, 2025, taken together with cash available under our credit facilities, is expected to be sufficient for our investing activities and to conduct our operations in the near term. As of September 30, 2025, we had approximately $1.0 billion of availability on our Revolving Credit Facility, subject to asset coverage limitations.

As of September 30, 2025, we had $83.2 million in cash and cash equivalents, including $20.1 million of restricted cash. During the nine months ended September 30, 2025, cash provided by operating activities was $327.5 million, primarily attributable to repayments and proceeds from investments of $1,048.0 million and an increase in net assets resulting from operations of $140.6 million, which was partially offset by funding portfolio investments of $848.4 million and cash used in other operating activities of $12.7 million. Cash used in financing activities was $271.7 million during the period due to paydowns on our Revolving Credit Facility of $1,249.6 million, dividends paid of $128.4 million and deferred financing costs of $7.3 million, which was partially offset by borrowings of $1,113.6 million.

As of September 30, 2024, we had $29.7 million in cash and cash equivalents, including $23.2 million of restricted cash. During the nine months ended September 30, 2024, cash used in operating activities was $14.8 million, primarily attributable to funding portfolio investments of $680.0 million and other operating activity of $10.6 million which was offset by an increase in net assets resulting from operations of $135.6 million and repayments and proceeds from investments of $540.3 million. Cash provided by financing activities was $19.3 million during the period, primarily attributable to borrowings of $1,107.1 million and proceeds from the issuance of common stock of $93.3 million which was offset by paydowns on our Revolving Credit Facility of $1,044.2 million, dividends paid to stockholders of $128.1 million and deferred financing costs of $8.8 million.

Equity

On March 5, 2024, we issued a total of 4,000,000 shares of common stock at $20.52 per share. Net of underwriting fees and offering costs, we received total cash proceeds of $81.5 million. Subsequent to the offering, we issued an additional 600,000 shares on April 1, 2024 pursuant to the overallotment option granted to underwriters and received, net of offering and underwriting fees, additional total cash proceeds of $11.9 million.

We are a party to equity distribution agreements with several banks (the "Equity Distribution Agreements"). The Equity Distribution Agreements provide that we may from time to time issue and sell, by means of "at the market" offerings, up to $100 million of the Company's common stock. Under the currently effective Equity Distribution Agreements, common stock with an aggregate offering amount of $100 million remained available for issuance as of September 30, 2025.

During the nine months ended September 30, 2025 and 2024, we issued 832,489 and 888,122 shares of our common stock, respectively, to investors who have not opted out of our dividend reinvestment plan for proceeds of $18.2 million and $17.8 million, respectively.

On August 4, 2015, our Board authorized us to acquire up to $50 million in aggregate of our common stock from time to time over an initial six month period, and has continued to authorize the refreshment of the $50 million amount authorized under and extension of the stock repurchase program prior to its expiration since that time, most recently as of April 30, 2025 (effective May 31, 2025). Under the program, we may repurchase up to $50 million in the aggregate of our outstanding common stock in the open market, from time to time, at certain thresholds below our net asset value per share, in accordance with the guidelines specified in Rule 10b-18 of the Exchange Act. The amount and timing of stock repurchases under the program may vary depending on market conditions, and no assurance can be given that any particular amount of common stock will be repurchased.

No shares were repurchased for the three and nine months ended September 30, 2025 and 2024.

Debt

Revolving Credit Facility

On August 23, 2012, we entered into a senior secured revolving credit agreement with Truist Bank (as a successor by merger to SunTrust Bank), as administrative agent, and J.P. Morgan Chase Bank, N.A., as syndication agent, and certain other lenders (as amended and restated, the "Revolving Credit Facility").

As of September 30, 2025, aggregate commitments under the Revolving Credit Facility were $1.675 billion. The Revolving Credit Facility includes an uncommitted accordion feature that allows us, under certain circumstances, to increase the size of the Revolving Credit Facility to up to $2.5 billion.

Pursuant to the Fifteenth Amendment dated April 24, 2024, aggregate commitments were increased to $1.7 billion. With respect to $1.505 billion of commitments, the revolving period was extended to April 24, 2028 and the stated maturity was extended to April 24, 2029. For the remaining $195.0 million of commitments, (A) with respect to $25.0 million of commitments, the revolving period ended on February 4, 2025 and the stated maturity is February 4, 2026 and (B) with respect to $170.0 million of commitments, the revolving period ends April 24, 2026 and the stated maturity is April 23, 2027.

Pursuant to the Sixteenth Amendment dated March 4, 2025, with respect to $1.525 billion of commitments, the revolving period, during which period we, subject to certain conditions, may make borrowings under the Revolving Credit Facility, was extended to March 2, 2029 and the stated maturity was extended to March 4, 2030. For the remaining $150.0 million of commitments the revolving period ends April 24, 2026 and the stated maturity is April 23, 2027.

We may borrow amounts in U.S. dollars or certain other permitted currencies. As of September 30, 2025, we had outstanding debt denominated in Australian dollars (AUD) of 63.0 million, British pounds (GBP) of 70.8 million, Canadian dollars (CAD) of 5.0

million, Swedish Krona (SEK) of 211.3 million and Euro (EUR) of 244.7 million on our Revolving Credit Facility, included in the Outstanding Principal amount in the table below. As of December 31, 2024, we had outstanding debt denominated in Australian dollars (AUD) of 63.0 million, British pounds (GBP) of 62.4 million, Canadian dollars (CAD) of 5.0 million, Swedish Krona (SEK) of 80.2 million and Euro (EUR) of 167.2 million on our Revolving Credit Facility, included in the Outstanding Principal amount in the table below.

The Revolving Credit Facility also provides for the issuance of letters of credit up to an aggregate amount of $75 million. As of September 30, 2025 and December 31, 2024, we had $19.7 million and $21.8 million respectively in outstanding letters of credit issued through the Revolving Credit Facility. The amount available for borrowing under the Revolving Credit Facility is reduced by any letters of credit issued through the Revolving Credit Facility.

For the $1.525 billion of commitments, amounts drawn under the Revolving Credit Facility, including amounts drawn in respect of letters of credit, bear interest at either the applicable reference rate plus an applicable credit spread adjustment, plus a margin of either 1.525%, 1.65% or 1.775%, or the base rate plus a margin of either 0.525%, 0.65% or 0.775%, in each case, based on the total amount of the borrowing base relative to the sum of the total commitments (or, if greater, the total exposure) under the Revolving Credit Facility plus certain other designated secured debt. For the remaining $150.0 million of commitments, amounts drawn under the Revolving Credit Facility, including amounts drawn in respect of letters of credit, bear interest at either the applicable reference rate plus an applicable credit spread adjustment, plus a margin of either 1.75% or 1.875% or the base rate plus a margin of either 0.75% or 0.875%, in each case, based on the total amount of the borrowing base relative to the sum of the total commitments (or, if greater, the total exposure) under the Revolving Credit Facility plus certain other designated secured debt. We may elect either the applicable reference rate or base rate at the time of drawdown, and loans may be converted from one rate to another at any time, subject to certain conditions. We also pay a fee of 0.325% on undrawn amounts and, in respect of each undrawn letter of credit, a fee and interest rate equal to the then applicable margin while the letter of credit is outstanding.

The Revolving Credit Facility is guaranteed by Sixth Street SL SPV, LLC, TC Lending, LLC and Sixth Street SL Holding, LLC. The Revolving Credit Facility is secured by a perfected first-priority security interest in substantially all the portfolio investments held by us and each guarantor. Proceeds from borrowings may be used for general corporate purposes, including the funding of portfolio investments.

The Revolving Credit Facility includes customary events of default, as well as customary covenants, including restrictions on certain distributions and financial covenants. In accordance with the terms of the Sixteenth Amendment, the financial covenants require:

an asset coverage ratio of no less than 2 to 1 on the last day of any fiscal quarter;
stockholders' equity of at least $650 million plus 25% of the net proceeds of the sale of equity interests after April 24, 2024;
and
minimum asset coverage ratio of no less than 1.5 to 1 with respect to (i) the consolidated assets of our and our subsidiary's guarantors (including certain limitations on the contribution of equity in financing subsidiaries) to (ii) the secured debt of our and our subsidiary's guarantors plus unsecured senior securities of our and our subsidiary guarantors that mature within 90 days of the date of determination (the "Obligor Asset Coverage Ratio").

The Revolving Credit Facility also contains certain additional concentration limits in connection with the calculation of the borrowing base, based on the Obligor Asset Coverage Ratio.

Net proceeds received from the issuance of the 2030 Notes were used to pay down borrowings on the Revolving Credit Facility.

As of September 30, 2025 and December 31, 2024, we were in compliance with the terms of the Revolving Credit Facility.

2024 Notes

In November 2019, we issued $300.0million aggregate principal amount of unsecured notes that matured on November 1, 2024 (the "2024 Notes"). The principal amount of the 2024 Notes was payable at maturity. The 2024 Notes bear interest at a rate of 3.875% per year, payable semi-annually commencing on May 1, 2020, and may be redeemed in whole or in part at our option at any time at par plus a "make whole" premium.Total proceeds from the issuance of the 2024 Notes, net of underwriting discounts, offering costs and original issue discount were $292.9 million. We used the net proceeds of the 2024 Notes to repay outstanding indebtedness under the Revolving Credit Facility.

In February 2020, we issued an additional $50.0million aggregate principal amount of unsecured notes that mature on November 1, 2024. The additional 2024 Notes are a further issuance of, fungible with, rank equally in right of payment with and have the same

terms (other than the issue date and the public offering price) as the initial issuance of 2024 Notes. Total proceeds from the issuance of the additional 2024 Notes, net of underwriting discounts, offering costs and original issue premium were $50.1 million. We used the net proceeds of the 2024 Notes to repay outstanding indebtedness under the Revolving Credit Facility.

During the year ended December 31, 2020, we repurchased on the open market and extinguished $2.5 million in aggregate principal amount of the 2024 Notes for $2.4 million. These repurchases resulted in a gain on extinguishment of debt of less than $0.1 million. This gain is included in the extinguishment of debt in the accompanying Consolidated Statements of Operations.

The 2024 Notes matured on November 1, 2024 and were fully repaid. The corresponding swap transaction associated with the issuance of the 2024 Notes also matured on November 1, 2024.

2026 Notes

In February 2021, we issued $300.0million aggregate principal amount of unsecured notes that mature on August 1, 2026 (the "2026 Notes"). The principal amount of the 2026 Notes is payable at maturity. The 2026 Notes bear interest at a rate of 2.50% per year, payable semi-annually commencing on August 1, 2021, and may be redeemed in whole or in part at our option at any time at par plus a "make whole" premium. Total proceeds from the issuance of the 2026 Notes, net of underwriting discounts, offering costs and original issue discount, were $293.7 million. We used the net proceeds of the 2026 Notes to repay outstanding indebtedness under the Revolving Credit Facility.

In connection with the issuance of the 2026 Notes, we entered into an interest rate swap to align the interest rates of our liabilities with our investment portfolio, which consists of predominately floating rate loans. The notional amount of the interest rate swap is $300.0 million, which matures on August 1, 2026, matching the maturity date of the 2026 Notes. As a result of the swap, our effective interest rate on the 2026 Notes is SOFR plus 2.17%. The interest expense related to the 2026 Notes is offset by proceeds received from the interest rate swaps designated as a hedge. The swap adjusted interest expense is included as a component of interest expense on our Consolidated Statements of Operations. As of September 30, 2025 and December 31, 2024, the effective hedge interest rate swaps had a fair value of $(8.6) million and $(17.6) million, respectively, which is offset within interest expense by an equal, but opposite, fair value change for the hedged risk on the 2026 Notes.

2028 Notes

In August 2023, we issued $300.0million aggregate principal amount of unsecured notes that mature on August 14, 2028 (the "2028 Notes"). The principal amount of the 2028 Notes is payable at maturity. The 2028 Notes bear interest at a rate of 6.95% per year, payable semi-annually commencing on February 14, 2024, and may be redeemed in whole or in part at our option at any time at par plus a "make whole" premium.Total proceeds from the issuance of the 2028 Notes, net of underwriting discounts, offering costs and original issue discount, were $293.9 million. We used the net proceeds of the 2028 Notes to repay outstanding indebtedness under the Revolving Credit Facility.

In connection with the issuance of the 2028 Notes, we entered into an interest rate swap to align the interest rates of our liabilities with our investment portfolio, which consists of predominately floating rate loans. The notional amount of the interest rate swap is $300.0 million, which matures on August 14, 2028, matching the maturity date of the 2028 Notes. As a result of the swap, our effective interest rate on the 2028 Notes is SOFR plus 2.99%. The interest expense related to the 2028 Notes is offset by proceeds received from the interest rate swaps designated as a hedge. The swap adjusted interest expense is included as a component of interest expense on our Consolidated Statements of Operations. As of September 30, 2025 and December 31, 2024, the effective hedge interest rate swaps had a fair value of $4.6 million and $(1.4) million, respectively, which is offset within interest expense by an equal, but opposite, fair value change for the hedged risk on the 2028 Notes.

2029 Notes

In January 2024, we issued $350.0million aggregate principal amount of unsecured notes that mature on March 1, 2029 (the "2029 Notes"). The principal amount of the 2029 Notes is payable at maturity. The 2029 Notes bear interest at a rate of 6.125% per year, payable semi-annually commencing on September 1, 2024, and may be redeemed in whole or in part at our option at any time at par plus a "make whole" premium.Total proceeds from the issuance of the 2029 Notes, net of underwriting discounts, offering costs and original issue discount, were $341.6 million. We used the net proceeds of the 2029 Notes to repay outstanding indebtedness under the Revolving Credit Facility.

In connection with the issuance of the 2029 Notes, we entered into an interest rate swap to align the interest rates of its liabilities with our investment portfolio, which consists of predominately floating rate loans. The notional amount of the interest rate swap is $350.0 million, which matures on March 1, 2029, matching the maturity date of the 2029 Notes. As a result of the swap, our effective interest rate on the 2029 Notes is SOFR plus 2.44%. The interest expense related to the 2029 Notes is offset by proceeds received

from the interest rate swaps designated as a hedge. The swap adjusted interest expense is included as a component of interest expense on our Consolidated Statements of Operations. As of September 30, 2025 and December 31, 2024, the effective hedge interest rate swaps had a fair value of $3.5 million and $(5.2) million, respectively, which is offset within interest expense by an equal, but opposite, fair value change for the hedged risk on the 2029 Notes.

2030 Notes

In February 2025, we issued $300.0million aggregate principal amount of unsecured notes that mature on August 15, 2030 (the "2030 Notes"). The principal amount of the 2030 Notes is payable at maturity. The 2030 Notes bear interest at a rate of 5.625% per year, payable semi-annually commencing on August 15, 2025, and may be redeemed in whole or in part at our option at any time at par plus a "make whole" premium. Total proceeds from the issuance of the 2030 Notes, net of underwriting discounts, offering costs and original issue discount, were $293.4 million. We used the net proceeds of the 2030 Notes to repay outstanding indebtedness under the Revolving Credit Facility.

In connection with the issuance of the 2030 Notes, we entered into an interest rate swap to align the interest rates of its liabilities with our investment portfolio, which consists of predominately floating rate loans. The notional amount of the interest rate swap is $300.0 million, which matures on August 15, 2030, matching the maturity date of the 2030 Notes. As a result of the swap, our effective interest rate on the 2030 Notes is SOFR plus 1.53%. The interest expense related to the 2030 Notes is offset by proceeds received from the interest rate swaps designated as a hedge. The swap adjusted interest expense is included as a component of interest expense on our Consolidated Statements of Operations. As of September 30, 2025, the effective hedge interest rate swaps had a fair value of $9.3 million which is offset within interest expense by an equal, but opposite, fair value change for the hedged risk on the 2030 Notes.

Debt obligations consisted of the following as of September 30, 2025 and December 31, 2024:

September 30, 2025

Aggregate Principal

Outstanding

Amount

Carrying

($ in millions)

Amount Committed

Principal

Available (1)

Value (2)(3)

Revolving Credit Facility

$

1,675.0

$

608.7

$

1,046.6

$

592.6

2026 Notes

300.0

300.0

-

290.4

2028 Notes

300.0

300.0

-

301.1

2029 Notes

350.0

350.0

-

347.8

2030 Notes

300.0

300.0

-

302.4

Total Debt

$

2,925.0

$

1,858.7

$

1,046.6

$

1,834.3

(1)
The amount available may be subject to limitations related to the borrowing base under the Revolving Credit Facility, outstanding letters of credit issued and asset coverage requirements.
(2)
The carrying values of the Revolving Credit Facility, 2026 Notes, 2028 Notes, 2029 Notes and 2030 Notes are presented net of the combination of deferred financing costs and original issue discounts totaling $16.0 million, $1.0 million, $3.6 million, $5.7 million and $6.9 million, respectively.
(3)
The carrying values of the 2026 Notes, 2028 Notes, 2029 Notes and 2030 Notes are presented inclusive of an incremental $(8.6) million, $4.6 million, $3.5 million and $9.3 million, which represents an adjustment in the carrying values of the 2026 Notes, 2028 Notes, 2029 Notes and 2030 Notes, each resulting from a hedge accounting relationship.

December 31, 2024

Aggregate Principal

Outstanding

Amount

Carrying

($ in millions)

Amount Committed

Principal

Available (1)

Value (2)(3)

Revolving Credit Facility

$

1,700.0

$

1,004.1

$

674.2

$

988.6

2026 Notes

300.0

300.0

-

280.5

2028 Notes

300.0

300.0

-

294.1

2029 Notes

350.0

350.0

-

337.9

Total Debt

$

2,650.0

$

1,954.1

$

674.2

$

1,901.1

(1)
The amount available may be subject to limitations related to the borrowing base under the Revolving Credit Facility, outstanding letters of credit issued and asset coverage requirements.
(2)
The carrying values of the Revolving Credit Facility, 2026 Notes, 2028 Notes and 2029 Notes are presented net of the combination of deferred financing costs and original issue discounts totaling $15.4 million, $1.8 million, $4.5 million and $6.9 million, respectively.
(3)
The carrying values of the 2026 Notes, 2028 Notes and 2029 Notes are presented inclusive of an incremental $(17.6) million, $(1.4) million and $(5.2) million, respectively, which represents an adjustment in the carrying values of the 2026 Notes, 2028 Notes and 2029 Notes, each resulting from a hedge accounting relationship.

As of September 30, 2025 and December 31, 2024, we were in compliance with the terms of our debt arrangements. We intend to continue to utilize our credit facilities to fund investments and for other general corporate purposes.

Off-Balance Sheet Arrangements

Portfolio Company Commitments

From time to time, we may enter into commitments to fund investments. We incorporate these commitments into our assessment of our liquidity position. Our senior secured revolving loan commitments are generally available on a borrower's demand and may remain outstanding until the maturity date of the applicable loan. Our senior secured delayed draw term loan commitments are generally available on a borrower's demand and, once drawn, generally have the same remaining term as the associated loan agreement. Undrawn senior secured delayed draw term loan commitments generally have a shorter availability period than the term of the associated loan agreement. As of September 30, 2025 and December 31, 2024, we had the following commitments to fund investments in current portfolio companies:

($ in millions)

September 30, 2025

December 31, 2024

Alaska Bidco Oy - Delayed Draw & Revolver

$

0.2

$

0.2

Alpha Midco, Inc. - Delayed Draw & Revolver

-

0.5

American Achievement, Corp. - Revolver

2.4

2.4

Apellis Pharmaceuticals, Inc. - Delayed Draw

-

5.3

Aptean, Inc. - Delayed Draw & Revolver

-

1.1

Arrow Buyer, Inc. - Delayed Draw

-

5.5

Arrowhead Pharmaceuticals, Inc. - Delayed Draw

28.7

32.0

Artisan Bidco, Inc. - Revolver

2.1

5.7

Avalara, Inc. - Revolver

-

3.9

AVSC Holding Corp. - Revolver

4.8

4.8

Axonify, Inc. - Delayed Draw

-

0.7

Azurite Intermediate Holdings, Inc. - Revolver & Equity

5.6

5.6

Babylon Finco Limited - Delayed Draw

-

0.3

Banyan Software Holdings, LLC - Delayed Draw

-

3.9

Bayshore Intermediate #2, L.P. - Revolver

2.7

3.6

BCTO Ace Purchaser, Inc. - Delayed Draw & Revolver

0.3

0.3

BCTO Bluebill Buyer, Inc. - Delayed Draw

-

4.1

Ben Nevis Midco Limited - Delayed Draw

-

1.4

Big Wombat Holdings, Inc. - Revolver

2.5

-

BlueSnap, Inc. - Delayed Draw & Revolver

-

5.1

BTRS Holdings, Inc. - Delayed Draw & Revolver

-

3.0

Cirrus (Bidco) Ltd - Delayed Draw

0.4

0.4

Cordance Operations, LLC - Delayed Draw & Revolver

3.6

6.7

Coupa Holdings, LLC - Delayed Draw & Revolver

6.8

6.8

Crewline Buyer, Inc. - Revolver & Equity

6.1

6.1

Disco Parent, Inc. - Revolver

-

0.5

EDB Parent, LLC - Delayed Draw

7.6

5.1

Edge Bidco B.V. - Delayed Draw & Revolver

1.1

1.0

Elysian Finco Ltd. - Delayed Draw & Revolver

1.2

1.9

Elysium BidCo Limited - Revolver

-

2.5

Employment Hero Holdings Pty Ltd. - Delayed Draw & Revolver

2.0

1.9

EMS Linq, Inc. - Revolver

6.1

4.6

Erling Lux Bidco SARL - Delayed Draw & Revolver

6.3

2.8

Eventus Buyer, LLC - Delayed Draw & Revolver

8.6

10.0

ExtraHop Networks, Inc. - Delayed Draw & Revolver

1.1

3.4

Flight Intermediate HoldCo, Inc. - Delayed Draw

33.4

37.9

ForeScout Technologies, Inc. - Delayed Draw & Revolver

0.8

0.8

Fullsteam Operations, LLC - Delayed Draw & Revolver

-

8.9

Galileo Parent, Inc. - Revolver

3.5

5.5

Greenshoot Bidco B.V. - Revolver

0.5

0.4

Heritage Environmental Services, Inc. - Delayed Draw & Revolver

2.6

2.5

Hippo XPA Bidco AB - Delayed Draw & Revolver

9.6

1.7

HireVue, Inc. - Revolver

1.7

2.5

HMP Omnimedia, LLC - Delayed Draw & Revolver

10.2

-

Ingenovis Health Finance, LLC - Revolver

32.5

-

IRGSE Holding Corp. - Revolver

0.6

0.5

Kahua, Inc. - Delayed Draw

5.0

-

Kangaroo Bidco AS - Delayed Draw

4.4

4.4

Kryptona BidCo US, LLC - Revolver

2.2

2.2

LeanTaaS Holdings, Inc. - Delayed Draw

12.5

18.8

Lynx BidCo - Delayed Draw & Revolver

6.7

0.9

Marcura Equities LTD - Delayed Draw & Revolver

1.7

9.1

Merit Software Finance Holdings, LLC - Delayed Draw & Revolver

3.9

11.8

PDI TA Holdings, Inc. - Delayed Draw & Revolver

1.0

3.3

PrimePay Intermediate, LLC - Delayed Draw

-

4.0

PrimeRevenue, Inc. - Revolver

6.3

6.3

QSR Acquisition Co. - Delayed Draw

-

15.0

Rail Acquisitions LLC - Delayed Draw & Revolver

5.7

-

RainFocus, LLC - Delayed Draw

6.9

-

Rapid Data GmbH Unternehmensberatung - Delayed Draw & Revolver

1.6

1.4

Raptor US Buyer II Corp. - Revolver

0.7

0.7

Sapphire Software Buyer, Inc. - Revolver

3.2

3.2

Scorpio Bidco - Delayed Draw

0.6

0.5

Severin Acquisition, LLC - Delayed Draw & Revolver

4.5

5.0

Shiftmove GmbH - Delayed Draw

15.5

13.6

Sky Bidco S.p.A. - Delayed Draw

4.1

3.6

SkyLark UK DebtCo Limited - Delayed Draw

0.5

6.9

SL Buyer Corp. - Delayed Draw

-

11.2

SMA Technologies Holdings, LLC - Revolver

1.0

1.0

Sport Alliance GmbH - Revolver

0.5

0.6

Tango Management Consulting, LLC - Delayed Draw & Revolver

-

1.5

Tango Management Consulting, LLC #2 - Delayed Draw & Revolver

23.8

-

TradingScreen, Inc. - Revolver

0.8

0.8

TRP Assets, LLC - Delayed Draw

10.2

10.2

Truck-Lite Co., LLC - Delayed Draw & Revolver

-

8.7

USA Debusk LLC - Delayed Draw & Revolver

2.9

2.8

Varinem German Bidco GmbH - Delayed Draw

4.9

3.6

Velocity Clinical Research, Inc. - Delayed Draw & Revolver

9.7

-

Wrangler Topco, LLC - Delayed Draw & Revolver

0.9

1.4

Total Portfolio Company Commitments (1)(2)

$

337.3

$

356.3

(1)
Represents the full amount of our commitments to fund investments on such date. Commitments may be subject to limitations on borrowings set forth in the agreements between us and the applicable portfolio company. As a result, portfolio companies may not be eligible to borrow the full commitment amount on such date.
(2)
Our estimate of the fair value of the current investments in these portfolio companies includes an analysis of the fair value of any unfunded commitments.

Other Commitments and Contingencies

As of September 30, 2025 and December 31, 2024, we did not have any unfunded commitments to fund investments to new borrowers that were not current portfolio companies as of such date.

From time to time, we may become a party to certain legal proceedings incidental to the normal course of our business. As of September 30, 2025, management is not aware of any material pending or threatened litigation that would require accounting recognition or financial statement disclosure.

We have certain contracts under which we have material future commitments. Under the Investment Advisory Agreement, our Adviser provides us with investment advisory and management services. For these services, we pay the Management Fee and the Incentive Fee.

Under the Administration Agreement, our Adviser furnishes us with office facilities and equipment, provides us clerical, bookkeeping and record keeping services at such facilities and provides us with other administrative services necessary to conduct our day-to-day operations. We reimburse our Adviser for the allocable portion (subject to the review and approval of our Board) of expenses incurred by it in performing its obligations under the Administration Agreement, the fees and expenses associated with performing compliance functions and our allocable portion of the compensation of our Chief Compliance Officer, Chief Financial Officer and other professionals who spend time on those related activities (based on a percentage of time those individuals devote, on

an estimated basis, to our business and affairs). Our Adviser also offers on our behalf significant managerial assistance to those portfolio companies to which we are required to offer to provide such assistance.

Contractual Obligations

A summary of our contractual payment obligations as of September 30, 2025 is as follows:

Payments Due by Period

Less than

($ in millions)

Total

1 year

1-3 years

3-5 years

After 5 years

Revolving Credit Facility

$

608.7

$

-

$

-

$

608.7

$

-

2026 Notes

300.0

300.0

-

-

-

2028 Notes

300.0

-

300.0

-

-

2029 Notes

350.0

-

-

350.0

-

2030 Notes

300.0

-

-

300.0

-

Total Contractual Obligations

$

1,858.7

$

300.0

$

300.0

$

1,258.7

$

-

In addition to the contractual payment obligations in the tables above, we also have commitments to fund investments and to pledge assets as collateral under the terms of our derivatives agreements.

Distributions

We have elected and qualified to be treated for U.S. federal income tax purposes as a RIC under subchapter M of the Code. To maintain RIC status, we must distribute (or be treated as distributing) in each taxable year dividends for tax purposes equal to at least 90 percent of the sum of our:

investment company taxable income (which is generally our ordinary income plus the excess of realized net short-term capital gains over realized net long-term capital losses), determined without regard to the deduction for dividends paid, for such taxable year; and
net tax-exempt interest income (which is the excess of our gross tax exempt interest income over certain disallowed deductions) for such taxable year.

As a RIC, we (but not our stockholders) generally will not be subject to U.S. federal income tax on investment company taxable income and net capital gains that we distribute to our stockholders.

We intend to distribute annually all or substantially all of such income. To the extent that we retain our net capital gains or any investment company taxable income, we generally will be subject to corporate-level U.S. federal income tax. We may choose to retain our net capital gains or any investment company taxable income, and pay the U.S. federal excise tax described below.

Amounts not distributed on a timely basis in accordance with a calendar year distribution requirement are subject to a nondeductible 4% U.S. federal excise tax payable by us. To avoid this tax, we must distribute (or be treated as distributing) during each calendar year an amount at least equal to the sum of:

98% of our net ordinary income excluding certain ordinary gains or losses for that calendar year;
98.2% of our capital gain net income, adjusted for certain ordinary gains and losses, recognized for the twelve-month period ending on October 31 of that calendar year; and
100% of any income or gains recognized, but not distributed, in preceding years.

While we intend to distribute any income and capital gains in the manner necessary to minimize imposition of the 4% U.S. federal excise tax, sufficient amounts of our taxable income and capital gains may not be distributed to avoid entirely the imposition of this tax. In that event, we will be liable for this tax only on the amount by which we do not meet the foregoing distribution requirement.

We intend to pay quarterly dividends to our stockholders out of assets legally available for distribution. All dividends will be paid at the discretion of our Board and will depend on our earnings, financial condition, maintenance of RIC status, compliance with applicable BDC regulations and such other factors as our Board may deem relevant from time to time.

To the extent our current taxable earnings for a year fall below the total amount of our distributions for that year, a portion of those distributions may be deemed a return of capital to our stockholders for U.S. federal income tax purposes. Thus, the source of a distribution to our stockholders may be the original capital invested by the stockholder rather than our income or gains. Stockholders should read any written disclosure carefully and should not assume that the source of any distribution is our ordinary income or gains.

We have adopted an "opt out" dividend reinvestment plan for our common stockholders. As a result, if we declare a cash dividend or other distribution, each stockholder that has not "opted out" of our dividend reinvestment plan will have their dividends or distributions automatically reinvested in additional shares of our common stock rather than receiving cash dividends. Stockholders who receive distributions in the form of shares of common stock will be subject to the same U.S. federal, state and local tax consequences as if they received cash distributions.

Related-Party Transactions

We have entered into a number of business relationships with affiliated or related parties, including the following:

the Investment Advisory Agreement;
the Administration Agreement; and
an ongoing agreement with an affiliate of TPG Global, LLC governing, inter alia, the parties' respective ownership of and rights to use the "Sixth Street" and "TPG" trademarks and certain variations thereof.

Critical Accounting Estimates

Our critical accounting policies and estimates, including those relating to the valuation of our investment portfolio, are described in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024, filed with the SEC on February 13, 2025, and elsewhere in our filings with the SEC. The critical accounting policies and estimates should be read in connection with our risk factors discussed in Part I, "Item 1A. Risk Factors" in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024.

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