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Barings BDC, Inc. - Quarter Report: 2022 June (Form 10-Q)



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 
__________________________________________________________
Form 10-Q
__________________________________________________________
(Mark One)
ýQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2022
OR
¨
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from              to             
Commission file number 814-00733 
______________________________________________________________________
Barings BDC, Inc.
(Exact name of registrant as specified in its charter)
__________________________________________________________
Maryland 06-1798488
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
300 South Tryon Street, Suite 2500
Charlotte, North Carolina
 28202
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (704) 805-7200
Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report: N/A
Securities registered pursuant to Section 12(b) of the Act:
Title of Each ClassTrading SymbolName of Each Exchange on Which Registered
Common Stock, par value $0.001 per shareBBDCThe New York Stock Exchange
________________________________________________________
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  ý    No  ¨
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    Yes  ¨    No  ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer
¨
Accelerated filer
¨
Non-accelerated filer
ý
Smaller reporting company
¨
Emerging growth company
¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
¨
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ¨    No  ý
The number of shares outstanding of the registrant’s common stock on August 9, 2022 was 109,227,791.



BARINGS BDC, INC.
TABLE OF CONTENTS
QUARTERLY REPORT ON FORM 10-Q
  Page
PART I – FINANCIAL INFORMATION
Item 1.
Unaudited Consolidated Schedule of Investments as of June 30, 2022
Consolidated Schedule of Investments as of December 31, 2021
Item 2.
Item 3.
Item 4.
PART II – OTHER INFORMATION
Item 1.
Item 1A.
Item 2.
Item 3.
Item 4.
Item 5.
Item 6.
2


PART I – FINANCIAL INFORMATION

Item 1. Financial Statements.
Barings BDC, Inc.
Consolidated Balance Sheets
(in thousands, except share and per share data)
June 30,
2022
December 31, 2021
(Unaudited)
Assets:
Investments at fair value:
Non-Control / Non-Affiliate investments (cost of $2,025,944 and $1,494,031 as of June 30, 2022 and December 31, 2021, respectively)
$1,928,010 $1,490,113 
Affiliate investments (cost of $307,332 and $267,967 as of June 30, 2022 and December 31, 2021, respectively)
322,321 288,069 
Control investments (cost of $105,791 and $25,826 as of June 30, 2022 and December 31, 2021, respectively)
138,745 22,412 
Total investments at fair value2,389,076 1,800,594 
Cash138,092 49,987 
Foreign currencies (cost of $60,029 and $34,069 as of June 30, 2022 and December 31, 2021, respectively)
59,678 34,266 
Interest and fees receivable77,235 33,645 
Prepaid expenses and other assets14,180 4,297 
Credit support agreements (cost of $58,000 and $13,600 as of June 30, 2022 and December 31, 2021, respectively)
46,040 15,400 
Deferred financing fees3,982 2,985 
Receivable from unsettled transactions101,195 219,732 
Total assets$2,829,478 $2,160,906 
Liabilities:
Accounts payable and accrued liabilities$12,300 $2,341 
Interest payable6,731 5,704 
Administrative fees payable860 750 
Base management fees payable7,381 5,422 
Incentive management fees payable— 4,067 
Derivative liabilities2,135 1,160 
Payable from unsettled transactions14,594 26,786 
Borrowings under credit facilities814,380 655,189 
Notes payable (net of deferred financing fees)718,222 717,556 
Total liabilities1,576,603 1,418,975 
Commitments and contingencies (Note 7)
Net Assets:
Common stock, $0.001 par value per share (150,000,000 shares authorized, 109,785,892 and 65,316,085 shares issued and outstanding as of June 30, 2022 and December 31, 2021, respectively)
110 65 
Additional paid-in capital1,584,076 1,027,687 
Total distributable earnings (loss)(331,311)(285,821)
Total net assets1,252,875 741,931 
Total liabilities and net assets$2,829,478 $2,160,906 
Net asset value per share$11.41 $11.36 
See accompanying notes.

3


Barings BDC, Inc.
Unaudited Consolidated Statements of Operations
(in thousands, except share and per share data)
Three Months
Ended
Three Months
Ended
Six Months Ended
Six Months Ended
June 30,
2022
June 30,
2021
June 30,
2022
June 30,
2021
Investment income:
Interest income:
Non-Control / Non-Affiliate investments$40,010 $26,597 $71,634 $51,694 
Affiliate investments411 109 584 109 
Control investments363 109 636 216 
Short-term investments— — 15 
Total interest income40,784 26,819 72,854 52,034 
Dividend income:
Non-Control / Non-Affiliate investments63 33 186 33 
Affiliate investments7,183 362 14,753 433 
Total dividend income7,246 395 14,939 466 
Fee and other income:
Non-Control / Non-Affiliate investments4,924 2,412 7,147 4,385 
Affiliate investments26 39 
Control investments122 155 (918)315 
Total fee and other income5,072 2,568 6,268 4,701 
Payment-in-kind interest income:
Non-Control / Non-Affiliate investments2,070 3,068 4,358 6,106 
Affiliate investments93 303 137 439 
Control investments311 — 778 — 
Total payment-in-kind interest income2,474 3,371 5,273 6,545 
Interest income from cash16 — 16 
Total investment income55,592 33,153 99,350 63,747 
Operating expenses:
Interest and other financing fees13,168 7,994 24,829 15,279 
Base management fee (Note 2)7,381 4,891 13,253 8,821 
Incentive management fees (Note 2)— 3,510 4,754 6,232 
General and administrative expenses (Note 2)3,269 2,200 5,727 4,501 
Total operating expenses23,818 18,595 48,563 34,833 
Net investment income before taxes31,774 14,558 50,787 28,914 
Income taxes, including excise tax expense— — (18)
Net investment income after taxes31,774 14,558 50,781 28,932 
4


Barings BDC, Inc.
Unaudited Consolidated Statements of Operations — (Continued)
(in thousands, except share and per share data)
Three Months
Ended
Three Months
Ended
Six Months Ended
Six Months Ended
June 30,
2022
June 30,
2021
June 30,
2022
June 30,
2021
Realized gains (losses) and unrealized appreciation (depreciation) on investments, credit support agreements and foreign currency transactions:
Net realized gains (losses):
Non-Control / Non-Affiliate investments(6,701)553 (6,951)3,444 
Affiliate investments— — 101 (77)
Control investments(813)— (813)— 
Net realized gains (losses) on investments(7,514)553 (7,663)3,367 
Foreign currency transactions(2,709)(210)(4,002)(1,185)
Net realized gains (losses)(10,223)343 (11,665)2,182 
Net unrealized appreciation (depreciation):
Non-Control / Non-Affiliate investments(65,428)4,304 (94,016)9,661 
Affiliate investments(13,435)7,087 (440)9,532 
Control investments17,050 1,368 31,696 (2,602)
Net unrealized appreciation (depreciation) on investments(61,813)12,759 (62,760)16,591 
Credit support agreements(13,361)2,300 (13,760)700 
Foreign currency transactions30,520 (650)35,332 3,392 
Net unrealized appreciation (depreciation)(44,654)14,409 (41,188)20,683 
Net realized gains (losses) and unrealized appreciation (depreciation) on investments, credit support agreements and foreign currency transactions(54,877)14,752 (52,853)22,865 
Provision for income taxes(1,890)(2)(1,890)(1)
Net increase (decrease) in net assets resulting from operations$(24,993)$29,308 $(3,962)$51,796 
Net investment income per share—basic and diluted$0.29 $0.22 $0.52 $0.44 
Net increase (decrease) in net assets resulting from operations per share—basic and diluted$(0.23)$0.45 $(0.04)$0.79 
Dividends/distributions per share:
Total dividends/distributions per share$0.24 $0.20 $0.47 $0.39 
Weighted average shares outstanding—basic and diluted110,759,443 65,316,085 96,785,517 65,316,085 
See accompanying notes.
5


Barings BDC, Inc.
Unaudited Consolidated Statements of Changes in Net Assets
(in thousands, except share amounts)
 
Common StockAdditional
Paid-In
Capital
Total Distributable Earnings (Loss)Total
Net
Assets
Three Months Ended June 30, 2021
Number
of Shares
Par
Value
Balance, March 31, 202165,316,085 $65 $1,027,707 $(299,890)$727,882 
Net investment income— — — 14,558 14,558 
Net realized gain on investments / foreign currency transactions— — — 343 343 
Net unrealized appreciation of investments / CSA / foreign currency transactions— — — 14,409 14,409 
Provision for taxes— — — (2)(2)
Dividends / distributions— — — (13,063)(13,063)
Balance, June 30, 202165,316,085 $65 $1,027,707 $(283,645)$744,127 

Common StockAdditional
Paid-In
Capital
Total Distributable Earnings (Loss)Total
Net
Assets
Three Months Ended June 30, 2022
Number
of Shares
Par
Value
Balance, March 31, 2022111,095,334 $111 $1,597,257 $(279,812)$1,317,556 
Net investment income— — — 31,774 31,774 
Net realized loss on investments / foreign currency transactions— — — (10,223)(10,223)
Net unrealized depreciation of investments / CSAs / foreign currency transactions— — — (44,654)(44,654)
Provision for taxes— — — (1,890)(1,890)
Dividends / distributions— — — (26,506)(26,506)
Deemed contribution - from Adviser (See Note 9)— (174)— (174)
Purchases of shares in repurchase plan(1,309,442)(1)(13,007)— (13,008)
Balance, June 30, 2022109,785,892 $110 $1,584,076 $(331,311)$1,252,875 

See accompanying notes.
6


Barings BDC, Inc.
Unaudited Consolidated Statements of Changes in Net Assets — (Continued)
(in thousands, except share amounts)

Common StockAdditional
Paid-In
Capital
Total Distributable Earnings (Loss)Total
Net
Assets
Six Months Ended June 30, 2021
Number
of Shares
Par
Value
Balance, December 31, 202065,316,085 $65 $1,027,707 $(309,968)$717,804 
Net investment income— — — 28,932 28,932 
Net realized gain on investments / foreign currency transactions— — — 2,182 2,182 
Net unrealized appreciation of investments / CSA / foreign currency transactions— — — 20,683 20,683 
Provision for taxes— — — (1)(1)
Dividends / distributions— — — (25,473)(25,473)
Balance, June 30, 202165,316,085 $65 $1,027,707 $(283,645)$744,127 

Common StockAdditional
Paid-In
Capital
Total Distributable Earnings (Loss)Total
Net
Assets
Six Months Ended June 30, 2022
Number
of Shares
Par
Value
Balance, December 31, 202165,316,085 $65 $1,027,687 $(285,821)$741,931 
Net investment income— — — 50,781 50,781 
Net realized loss on investments / foreign currency transactions— — — (11,665)(11,665)
Net unrealized depreciation of investments / CSAs / foreign currency transactions— — — (41,188)(41,188)
Provision for taxes— — — (1,890)(1,890)
Dividends / distributions— — — (41,528)(41,528)
Deemed contribution - CSA (See Note 2)— — 44,400 — 44,400 
Deemed contribution - from Adviser (See Note 9)— — 27,729 — 27,729 
Public offering of common stock45,986,926 46 499,372 — 499,418 
Purchases of shares in repurchase plan(1,517,119)(1)(15,112)— (15,113)
Balance, June 30, 2022109,785,892 $110 $1,584,076 $(331,311)$1,252,875 

See accompanying notes.
7


Barings BDC, Inc.
Unaudited Consolidated Statements of Cash Flows 
(in thousands)
Six Months Ended
Six Months Ended
June 30, 2022June 30, 2021
Cash flows from operating activities:
Net increase in net assets resulting from operations$(3,962)$51,797 
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:
Purchases of portfolio investments(708,703)(538,012)
Net cash acquired from mergers (cash consideration paid) (See Note 9)101,896 — 
Transaction costs from mergers (See Note 9)(6,804)— 
Repayments received/sales of portfolio investments603,169 322,357 
Purchases of short-term investments— (217,559)
Sales of short-term investments— 272,542 
Loan origination and other fees received11,492 10,024 
Net realized (gain) loss on investments7,663 (3,367)
Net realized loss on foreign currency transactions4,002 1,185 
Net unrealized (appreciation) depreciation on investments 62,760 (16,591)
Net unrealized (appreciation) depreciation of CSAs13,760 (700)
Net unrealized appreciation on foreign currency transactions(35,332)(3,392)
Payment-in-kind interest (5,273)(6,545)
Amortization of deferred financing fees1,498 713 
Accretion of loan origination and other fees(5,313)(3,513)
Amortization / accretion of purchased loan premium / discount(1,240)(3,822)
Changes in operating assets and liabilities:
Interest and fees receivables(50,492)(6,513)
Prepaid expenses and other assets253 254 
Accounts payable and accrued liabilities(3,077)142 
Interest payable1,033 2,011 
Net cash used in operating activities(12,670)(138,989)
Cash flows from financing activities:
Borrowings under credit facilities184,657 110,731 
Repayments of credit facilities— (157,861)
Proceeds from notes— 150,000 
Financing fees paid(1,829)(191)
Purchases of shares in repurchase plan(15,113)— 
Cash dividends / distributions paid(41,528)(25,473)
Net cash provided by (used in) financing activities126,187 77,206 
Net increase (decrease) in cash and foreign currencies113,517 (61,783)
Cash and foreign currencies, beginning of period84,253 92,487 
Cash and foreign currencies, end of period$197,770 $30,704 
Supplemental Information:
Cash paid for interest$21,766 $12,186 
Supplemental non-cash information
Acquisitions (See Note 9):
Fair value of Sierra net assets acquired, net of cash$(435,811)$— 
Transaction Costs3,756 — 
Common stock issued in acquisition of Sierra net assets499,418 — 
Credit support agreement (See Note 2)(44,400)— 
Deemed contribution -from Adviser27,729 — 
Deemed contributions - CSA44,400 — 
See accompanying notes.
8

Barings BDC, Inc.
Unaudited Consolidated Schedule of Investments
June 30, 2022
(Amounts in thousands, except share amounts)

Portfolio Company(6)
Industry
Investment Type (1) (2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Non–Control / Non–Affiliate Investments:
1WorldSync, Inc.IT Consulting & Other ServicesFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 6.8% Cash7/197/25$16,338 $16,121 $16,335 1.3 %
(7)(8)(10)
16,338 16,121 16,335 
Accelerant HoldingsBanking, Finance, Insurance & Real EstateClass A Convertible Preferred Equity (5,000 shares)N/A1/22N/A5,000 5,202 0.4 %
(7)
5,000 5,202 
Accelerate Learning, Inc.Education ServicesFirst Lien Senior Secured Term LoanLIBOR + 5.00%, 6.7% Cash12/1812/247,568 7,498 7,454 0.6 %
(7)(8)(9)
7,568 7,498 7,454 
Acclime Holdings HK LimitedBusiness services First Lien Senior Secured Term LoanLIBOR + 6.50%, 7.0% Cash8/217/272,500 2,438 2,495 0.2 %
(3)(7)(8)(11)
2,500 2,438 2,495 
Accurus Aerospace CorporationAerospace & DefenseFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 7.7% Cash4/223/2822,316 21,992 21,982 1.7 %
(7)(8)(10)
RevolverLIBOR + 5.75%, 7.7% Cash4/223/28— (33)(35)— %
(7)(8)(10)
Common Stock (437,623.30 shares)N/A4/22N/A438 438 — %
(7)
22,316 22,397 22,385 
Acogroup Business ServicesFirst Lien Senior Secured Term LoanEURIBOR + 7.50%, 7.5% Cash3/2210/2622,195 22,786 21,693 1.7 %
(3)(7)(8)(14)
22,195 22,786 21,693 
ADB SafegateAerospace & DefenseSecond Lien Senior Secured Term LoanLIBOR + 7.75%, 9.4% Cash8/2110/255,500 5,136 4,989 0.4 %
(3)(8)(10)
5,500 5,136 4,989 
Advantage Software Company (The), LLCAdvertising, Printing & PublishingClass A1 Partnership Units (8,717.76 units)N/A12/21N/A280 880 0.1 %
(7)
Class A2 Partnership Units (2,248.46 units)N/A12/21N/A72 227 — %
(7)
Class B1 Partnership Units (8,717.76 units)N/A12/21N/A— — %
(7)
Class B2 Partnership Units (2,248.46 units)N/A12/21N/A— — %
(7)
363 1,107 
Air Canada 2020-2 Class B Pass Through TrustAirlinesStructured Secured Note - Class B9.0% Cash9/2010/255,505 5,505 5,674 0.4 %
5,505 5,505 5,674 
Air Comm Corporation, LLCAerospace & DefenseFirst Lien Senior Secured Term LoanSOFR + 5.75%, 8.6% Cash6/217/2711,482 11,255 11,285 0.9 %
(7)(8)(18)
11,482 11,255 11,285 
AIT Worldwide Logistics Holdings, Inc.Transportation ServicesSecond Lien Senior Secured Term LoanLIBOR + 7.50%, 9.8% Cash4/214/296,460 6,332 6,202 0.5 %
(7)(8)(10)
Partnership Units (348.68 units)N/A4/21N/A349 621 — %
(7)
6,460 6,681 6,823 
Alpine SG, LLCHigh Tech IndustriesFirst Lien Senior Secured Term LoanSOFR + 5.50%, 7.0% Cash2/2211/2727,521 26,971 26,970 2.1 %
(7)(8)(17) (32)
27,521 26,971 26,970 
Alpine US Bidco LLCAgricultural ProductsSecond Lien Senior Secured Term LoanLIBOR + 9.00%, 10.1% Cash5/215/2918,157 17,666 16,522 1.3 %
(7)(8)(9)
18,157 17,666 16,522 
AMMC CLO 22, Limited Series 2018-22AMulti-Sector HoldingsSubordinated Structured NotesResidual Interest, current yield 12.61%2/224/317,222 4,558 3,394 0.3 %
(3)(32)
7,222 4,558 3,394 
9

Barings BDC, Inc.
Unaudited Consolidated Schedule of Investments — (Continued)
June 30, 2022
(Amounts in thousands, except share amounts)
Portfolio Company(6)
Industry
Investment Type (1) (2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
AMMC CLO 23, Ltd. Series 2020-23AMulti-Sector HoldingsSubordinated Structured NotesResidual Interest, current yield 12.35%2/2210/31$2,000 $1,910 $1,509 0.1 %
(3)(32)
2,000 1,910 1,509 
Amtech LLCTechnologyFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 6.6% Cash11/2111/272,279 2,211 2,220 0.2 %
(7)(8)(9)
RevolverLIBOR + 5.50%, 6.6% Cash11/2111/27— (12)(11)— %
(7)(8)(10)
2,279 2,199 2,209 
Anagram Holdings, LLCChemicals, Plastics, & RubberFirst Lien Senior Secured Note10.0% Cash, 5.0% PIK8/208/2514,755 13,917 15,382 1.2 %

14,755 13,917 15,382 
AnalytiChem Holding GmbHChemicalsFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 6.5% Cash11/2111/287,558 7,777 7,369 0.6 %
(3)(7)(8)(14)
First Lien Senior Secured Term LoanEURIBOR + 6.50%, 6.5% Cash11/2112/28723 789 705 0.1 %
(3)(7)(8)(14)
First Lien Senior Secured Term LoanEURIBOR + 6.50%, 6.5% Cash4/2210/285,626 5,711 5,463 0.4 %
(3)(7)(8)(14)
First Lien Senior Secured Term LoanLIBOR + 6.50%, 7.5% Cash6/2210/281,019 1,019 993 0.1 %
(3)(7)(8)(10)
RevolverEURIBOR + 6.50%, 6.5% Cash4/2210/23— (8)(9)— %
(3)(7)(8)(14)
14,926 15,288 14,521 
Anju Software, Inc.Application SoftwareFirst Lien Senior Secured Term LoanLIBOR + 7.25%, 8.9% Cash2/192/2513,458 13,312 12,691 1.0 %
(7)(8)(9)
13,458 13,312 12,691 
Apex Bidco LimitedBusiness Equipment & ServicesFirst Lien Senior Secured Term LoanGBP LIBOR + 6.25%, 7.4% Cash1/201/271,770 1,872 1,770 0.1 %
(3)(7)(8)(12)
Subordinated Senior Unsecured Term Loan 8.0% PIK1/207/27259 275 259 — %
(3)(7)
2,029 2,147 2,029 
Apidos CLO XXIV, Series 2016-24AMulti-Sector HoldingsSubordinated Structured NotesResidual Interest, current yield 20.96%2/2210/3018,358 7,222 5,884 0.5 %
(3)(32)
18,358 7,222 5,884 
APOG Bidco Pty LtdHealthcareSecond Lien Senior Secured Term LoanBBSY + 7.25%, 8.4% Cash4/223/302,134 2,277 2,091 0.2 %
(3)(7)(8)(22)
2,134 2,277 2,091 
Aptus 1829. GmbHChemicals, Plastics, and RubberFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 6.5% Cash9/219/274,981 5,459 4,871 0.4 %
(3)(7)(8)(14)
Preferred Stock (13 shares)N/A9/21N/A120 102 — %
(3)(7)
Common Stock (48 shares)N/A9/21N/A12 10 — %
(3)(7)
4,981 5,591 4,983 
Apus Bidco LimitedBanking, Finance, Insurance & Real EstateFirst Lien Senior Secured Term LoanSONIA + 5.50%, 7.0% Cash2/213/283,498 3,880 3,432 0.3 %
(3)(7)(8)(21)
3,498 3,880 3,432 
AQA Acquisition Holding, Inc.High Tech IndustriesSecond Lien Senior Secured Term LoanLIBOR + 7.50%, 9.2% Cash3/213/2920,000 19,536 19,688 1.5 %
(7)(8)(9)
20,000 19,536 19,688 
Aquavista Watersides 2 LTD Transportation ServicesFirst Lien Senior Secured Term LoanSONIA + 6.00%, 6.9% Cash12/2112/285,417 5,721 5,218 0.4 %
(3)(7)(8)(21)
RevolverSONIA + 6.00%, 6.9% Cash12/2112/22— (1)(11)— %
(3)(7)(8)(20)
Second Lien Senior Secured Term LoanSONIA + 10.5% PIK12/2112/281,429 1,526 1,395 0.1 %
(3)(7)(8)(21)
6,846 7,246 6,602 
Arch Global Precision LLCIndustrial MachineryFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 7.0% Cash4/194/269,201 9,197 9,182 0.7 %
(7)(8)(10)
9,201 9,197 9,182 
10

Barings BDC, Inc.
Unaudited Consolidated Schedule of Investments — (Continued)
June 30, 2022
(Amounts in thousands, except share amounts)
Portfolio Company(6)
Industry
Investment Type (1) (2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
ArchimedeConsumer ServicesFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 5.7% Cash10/2010/27$6,168 $6,440 $6,014 0.5 %
(3)(7)(8)(15)
6,168 6,440 6,014 
Argus Bidco LimitedHigh Tech IndustriesFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 5.8% Cash5/2112/27672 655 672 0.1 %
(3)(7)(8)(10)
First Lien Senior Secured Term LoanSONIA + 5.50%, 6.2% Cash12/2012/272,405 2,564 2,405 0.2 %
(3)(7)(8)(20)
3,077 3,219 3,077 
Armstrong Transport Group (Pele Buyer, LLC )Air Freight & LogisticsFirst Lien Senior Secured Term LoanLIBOR + 4.50%, 6.2% Cash6/196/244,000 3,952 3,939 0.3 %
(7)(8)(9)
4,000 3,952 3,939 
ASPEQ Heating Group LLCBuilding Products, Air & HeatingFirst Lien Senior Secured Term LoanLIBOR + 5.25%, 7.5% Cash11/1911/258,412 8,336 8,412 0.7 %
(7)(8)(10)
8,412 8,336 8,412 
Astra Bidco LimitedHealthcareFirst Lien Senior Secured Term LoanSONIA + 5.75%, 7.2% Cash11/2111/281,981 2,098 1,915 0.1 %
(3)(7)(8)(20)
1,981 2,098 1,915 
Auxi InternationalCommercial FinanceFirst Lien Senior Secured Term LoanEURIBOR + 7.25%, 7.3% Cash12/1912/261,464 1,523 1,320 0.1 %
(3)(7)(8)(15)
First Lien Senior Secured Term LoanSONIA + 7.25%, 7.9% Cash4/2112/26814 899 734 0.1 %
(3)(7)(8)(21)
2,278 2,422 2,054 
Avance Clinical Bidco Pty LtdHealthcareFirst Lien Senior Secured Term LoanBBSY + 5.50%, 6.0% Cash11/2111/272,428 2,409 2,338 0.2 %
(3)(7)(8)(23)
2,428 2,409 2,338 
Aviation Technical Services, Inc.Aerospace & DefenseSecond Lien Senior Secured Term LoanLIBOR + 2.00%, 3.7% Cash, 6.5% PIK02/223/2527,391 26,049 26,487 2.1 %
(7)(8)(9)(32)
27,391 26,049 26,487 
AVSC Holding Corp.AdvertisingFirst Lien Senior Secured Term LoanLIBOR + 3.25%, 5.1% Cash, 0.3% PIK08/183/254,848 4,454 4,155 0.3 %
(8)(10)
First Lien Senior Secured Term LoanLIBOR + 4.50%, 6.1% Cash, 1.0% PIK08/1810/26748 698 646 0.1 %
(8)(10)
First Lien Senior Secured Term Loan5.0% Cash, 10.0% PIK11/2010/265,794 5,691 6,113 0.5 %
11,390 10,843 10,914 
Azalea Buyer, Inc.TechnologyFirst Lien Senior Secured Term LoanLIBOR + 5.25%, 6.8% Cash11/2111/274,583 4,481 4,493 0.3 %
(7)(8)(10)
RevolverLIBOR + 5.25%, 6.8% Cash11/2111/2758 49 50 — %
(7)(8)(10)
Subordinated Term Loan12.0% PIK11/215/281,310 1,286 1,288 0.1 %
(7)
Common Stock (192,307.7 shares)N/A11/21N/A192 156 — %
(7)
5,951 6,008 5,987 
Bariacum S.A Consumer ProductsFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 5.5% Cash11/2111/285,959 6,250 5,786 0.5 %
(3)(7)(8)(14)
5,959 6,250 5,786 
Benify (Bennevis AB)High Tech IndustriesFirst Lien Senior Secured Term LoanSTIBOR + 5.25%, 5.3% Cash7/197/261,136 1,223 1,136 0.1 %
(3)(7)(8)(26)
1,136 1,223 1,136 
Beyond Risk Management, Inc.Other FinancialFirst Lien Senior Secured Term LoanLIBOR + 4.50%, 6.8% Cash10/2110/272,560 2,488 2,484 0.2 %
(7)(8)(10)
2,560 2,488 2,484 
BidwaxNon-durable Consumer GoodsFirst Lien Senior Secured Term LoanEURIBOR + 6.45%, 6.5% Cash2/212/287,318 8,076 7,150 0.6 %
(3)(7)(8)(15)
7,318 8,076 7,150 
11

Barings BDC, Inc.
Unaudited Consolidated Schedule of Investments — (Continued)
June 30, 2022
(Amounts in thousands, except share amounts)
Portfolio Company(6)
Industry
Investment Type (1) (2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
BigHand UK Bidco LimitedHigh Tech IndustriesFirst Lien Senior Secured Term LoanSOFR +5.50%, 6.3% Cash1/211/28$2,156 $2,095 $2,115 0.2 %
(3)(7)(8)(17)
First Lien Senior Secured Term LoanSOFR +5.50%, 7.0% Cash1/211/28377 377 370 — %
(3)(7)(8)(17)
First Lien Senior Secured Term LoanSONIA + 5.50%, 6.7% Cash1/211/28815 891 800 0.1 %
(3)(7)(8)(20)
3,348 3,363 3,285 
Bounteous, Inc.TechnologyFirst Lien Senior Secured Term LoanLIBOR + 5.00%, 7.2% Cash8/218/271,902 1,818 1,828 0.1 %
(7)(8)(10)
1,902 1,818 1,828 
Brightline Trains Florida LLCTransportationSenior Secured Note8.0% Cash8/211/285,000 5,000 4,737 0.4 %
(7)
5,000 5,000 4,737 
Brightpay LimitedTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 5.25%, 5.3% Cash10/2110/281,963 2,109 1,923 0.1 %
(3)(7)(8)(14)
1,963 2,109 1,923 
BrightSign LLCMedia & EntertainmentFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 8.0% Cash10/2110/276,777 6,716 6,601 0.5 %
(7)(8)(10)
RevolverLIBOR + 5.75%, 8.0% Cash10/2110/27— (12)(35)— %
(7)(8)(10)
LLC units (1,107,492.71 units)N/A10/21N/A1,107 1,012 0.1 %
(7)
6,777 7,811 7,578 
British Airways 2020-1 Class B Pass Through TrustAirlinesStructured Secured Note - Class B8.4% Cash11/2011/28756 756 813 0.1 %
756 756 813 
British Engineering Services Holdco LimitedCommercial Services & SuppliesFirst Lien Senior Secured Term LoanSONIA + 7.0%, 9.3% Cash12/2012/2713,925 15,107 13,582 1.1 %
(3)(7)(8)(21)
13,925 15,107 13,582 
Brook & Whittle Holding Corp.Containers, Packaging & GlassFirst Lien Senior Secured Term LoanLIBOR + 4.00%, 5.2% Cash2/2212/282,839 2,819 2,658 0.2 %
(8)(10)(32)
2,839 2,819 2,658 
Brown Machine Group Holdings, LLCIndustrial EquipmentFirst Lien Senior Secured Term LoanLIBOR + 5.25%, 7.5% Cash10/1810/246,281 6,244 6,281 0.5 %
(7)(8)(10)
6,281 6,244 6,281 
BVI Medical, Inc.HealthcareSecond Lien Senior Secured Term LoanEURIBOR + 9.50%, 9.5% Cash6/226/269,699 9,365 9,311 0.7 %
(7)(8)(14)
9,699 9,365 9,311 
Cadent, LLC (f/k/a Cross MediaWorks)Media & EntertainmentFirst Lien Senior Secured Term LoanLIBOR + 5.00%, 6.7% Cash9/189/236,751 6,734 6,751 0.5 %
(7)(8)(9)
6,751 6,734 6,751 
CAi Software, LLCTechnologyFirst Lien Senior Secured Term LoanLIBOR + 6.25%, 8.4% Cash12/2112/289,034 8,865 8,854 0.7 %
(7)(8)(10)
RevolverLIBOR + 6.25%, 8.4% Cash12/2112/27— (17)(19)— %
(7)(8)(10)
9,034 8,848 8,835 
Canadian Orthodontic Partners Corp.HealthcareFirst Lien Senior Secured Term LoanCDOR + 6.50%, 9.7% Cash6/213/261,645 1,737 1,593 0.1 %
(3)(7)(8)(25)
Class A Equity (500,000 units)N/A5/22N/A389 388 — %
(3)(7)
Class C - Warrants (74,712.64 units)N/A5/22N/A— — — %
(3)(7)
1,645 2,126 1,981 
Cardenas Markets, LLCRetailFirst Lien Senior Secured Term LoanLIBOR + 6.25%, 7.3% Cash2/226/271,985 1,980 1,985 0.2 %
(7)(8)(10) (32)
1,985 1,980 1,985 
12

Barings BDC, Inc.
Unaudited Consolidated Schedule of Investments — (Continued)
June 30, 2022
(Amounts in thousands, except share amounts)
Portfolio Company(6)
Industry
Investment Type (1) (2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Caribou Holding Company, LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 7.64%, 8.6% Cash4/224/27$4,318 $4,256 $4,253 0.3 %
(3)(7)(8)(17)
LLC Units (681,818 units)N/A4/22N/A682 682 0.1 %
(3)(7)
4,318 4,938 4,935 
Carlson Travel, IncBusiness Travel ManagementFirst Lien Senior Secured Note8.5% Cash11/2111/266,050 5,686 5,438 0.4 %
Common Stock (94,155 shares)N/A11/21N/A4,194 4,171 0.3 %
6,050 9,880 9,609 
Centralis Finco S.a.r.l.Diversified Financial ServicesFirst Lien Senior Secured Term LoanEURIBOR + 5.25%, 5.3% Cash5/205/27742 741 732 0.1 %
(3)(7)(8)(14)
742 741 732 
Ceres Pharma NVPharma-ceuticalsFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 5.5% Cash10/2110/281,261 1,300 1,186 0.1 %
(3)(7)(8)(14)
1,261 1,300 1,186 
CGI Parent, LLCBusiness Equipment & ServicesFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 6.9% Cash2/222/2817,751 17,415 17,441 1.4 %
(7)(8)(10)
RevolverLIBOR + 5.50%, 6.9% Cash2/222/28— (31)(29)— %
(7)(8)(10)
Preferred Stock (551 shares)N/A2/22N/A551 806 0.1 %
(7)
17,751 17,935 18,218 
Cineworld Group PLCLeisure ProductsSuper Senior Senior Secured Term Loan7.0% Cash, 8.3% PIK11/205/241,862 1,688 2,077 0.2 %
(3)
Super Senior Senior Secured Term LoanLIBOR + 8.25%, 10.1% Cash7/212/25994 967 1,033 0.1 %
(3)(7)(8)(11)
Warrants (553,375 units)N/A12/2011/25102 57 — %
(3)
2,856 2,757 3,167 
Classic Collision (Summit Buyer, LLC)Auto Collision Repair CentersFirst Lien Senior Secured Term LoanLIBOR + 5.25%, 8.1% Cash1/201/266,305 6,210 6,212 0.5 %
(7)(8)(11)
First Lien Senior Secured Term LoanLIBOR + 5.25%, 8.1% Cash1/204/26344 334 335 — %
(7)(8)(11)
6,649 6,544 6,547 
CM Acquisitions Holdings Inc.Internet & Direct MarketingFirst Lien Senior Secured Term LoanSOFR + 4.75%, 7.3% Cash5/195/2519,018 18,838 18,771 1.5 %
(7)(8)(17)
19,018 18,838 18,771 
CMT Opco Holding, LLC (Concept Machine)DistributorsFirst Lien Senior Secured Term LoanLIBOR + 5.00%, 6.8% Cash1/201/254,134 4,088 4,006 0.3 %
(7)(8)(11)
LLC Units (8,782 units)N/A1/20N/A352 175 — %
(7)
4,134 4,440 4,181 
Coastal Marina Holdings, LLCOther FinancialSubordinated Term Loan10.0% PIK11/2111/315,023 4,601 4,561 0.4 %
(7)
Subordinated Term Loan8.00% Cash11/2111/3113,044 11,893 11,830 0.9 %
(7)
LLC Units (547,591.0 units)N/A11/21N/A9,045 10,140 0.8 %
(7)
18,067 25,539 26,531 
Cobham Slip Rings SASDiversified ManufacturingFirst Lien Senior Secured Term LoanLIBOR + 6.25%, 8.5% Cash11/2111/281,303 1,274 1,278 0.1 %
(3)(7)(8)(10)
1,303 1,274 1,278 
13

Barings BDC, Inc.
Unaudited Consolidated Schedule of Investments — (Continued)
June 30, 2022
(Amounts in thousands, except share amounts)
Portfolio Company(6)
Industry
Investment Type (1) (2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Command Alkon (Project Potter Buyer, LLC)SoftwareFirst Lien Senior Secured Term LoanLIBOR + 7.0%, 8.7% Cash4/204/26$1,622 $1,583 $1,596 0.1 %
(7)(8)(9)
First Lien Senior Secured Term LoanLIBOR + 7.0%, 8.7% Cash4/204/2712,087 11,808 11,894 0.9 %
(7)(8)(9)
Class B Partnership Units (33,324.69 units)N/A4/20N/A— 237 — %
(7)
13,709 13,391 13,727 
Compass Precision, LLCAerospace & DefenseSenior Subordinated Term Loan11.0% Cash, 1.0% PIK4/2210/25376 369 368 — %
(7)
LLC Units (46,085.6 units)N/A4/22N/A125 127 — %
(7)
376 494 495 
Comply365, LLCTechnologyFirst Lien Senior Secured Term LoanSOFR + 5.50%, 6.5% Cash4/224/2813,723 13,456 13,448 1.0 %
(7)(8)(17)
RevolverSOFR + 5.50%, 6.5% Cash4/224/28— (21)(22)— %
(7)(8)(17)
13,723 13,435 13,426 
Contabo Finco S.À R.LInternet Software & ServicesFirst Lien Senior Secured Term LoanEURIBOR + 5.25%, 5.3% Cash11/2110/265,469 5,804 5,457 0.4 %
(3)(7)(8)(14)
5,469 5,804 5,457 
Core Scientific, Inc.TechnologyFirst Lien Senior Secured Term Loan9.8% Cash3/223/2530,444 30,728 29,714 2.3 %
(3)(7)
30,444 30,728 29,714 
Coyo Uprising GmbHTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 6.5% Cash, 3.5% PIK9/219/283,872 4,213 3,776 0.3 %
(3)(7)(8)(14)
Class A Units (440.0 units)N/A9/21N/A205 188 — %
(3)(7)
Class B Units (191.0 units)N/A9/21N/A446 500 — %
(3)(7)
3,872 4,864 4,464 
CPI International, Inc.Aerospace & DefenseSecond Lien Senior Secured Term LoanLIBOR + 7.25%, 8.5% Cash2/227/258,575 7,975 8,147 0.6 %
(7)(8)(10) (32)
8,575 7,975 8,147 
Crash Champions, LLCAutomotiveFirst Lien Senior Secured Term LoanSOFR + 5.00%, 7.2% Cash5/218/2521,556 20,881 20,679 1.6 %
(7)(8)(17)
21,556 20,881 20,679 
CSL DualComTele-communicationsFirst Lien Senior Secured Term LoanSONIA + 5.50%, 6.7% Cash09/209/271,203 1,208 1,177 0.1 %
(3)(7)(8)(19)
1,203 1,208 1,177 
CT Technologies Intermediate Holdings, Inc.HealthcareFirst Lien Senior Secured Term LoanLIBOR + 4.25%, 5.9% Cash2/2212/254,962 4,955 4,627 0.4 %
(8)(9)(32)
4,962 4,955 4,627 
Custom Alloy CorporationManufacturer of Pipe Fittings & ForgingsRevolver15.0% PIK12/204/235,125 4,222 487 — %
(7)(29)(30)
Second Lien Loan15.0% PIK12/204/2354,203 42,162 5,154 0.4 %
(7)(29)(30)
59,328 46,384 5,641 
CVL 3Capital EquipmentFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 5.5% Cash12/2112/28889 934 870 0.1 %
(3)(7)(8)(14)
First Lien Senior Secured Term LoanSOFR + 5.50%, 6.4% Cash12/2112/281,142 1,115 1,119 0.1 %
(3)(7)(8)(17)
2,031 2,049 1,989 
CW Group Holdings, LLCHigh Tech IndustriesFirst Lien Senior Secured Term LoanLIBOR + 6.00%, 7.7% Cash1/211/272,803 2,753 2,708 0.2 %
(7)(8)(9)
LLC Units (161,290.32 units)N/A1/21N/A161 108 — %
(7)
2,803 2,914 2,816 
14

Barings BDC, Inc.
Unaudited Consolidated Schedule of Investments — (Continued)
June 30, 2022
(Amounts in thousands, except share amounts)
Portfolio Company(6)
Industry
Investment Type (1) (2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
DataOnline Corp.High Tech IndustriesFirst Lien Senior Secured Term LoanLIBOR + 6.25%, 7.8% Cash2/2211/25$14,625 $14,625 $14,333 1.1 %
(7)(8)(10) (32)
RevolverLIBOR + 6.25%, 8.5% Cash2/2211/252,143 2,143 2,100 0.2 %
(7)(8)(10) (32)
16,768 16,768 16,433 
DecksDirect, LLCBuilding MaterialsFirst Lien Senior Secured Term LoanLIBOR + 6.00%, 7.7% Cash12/2112/26709 696 689 0.1 %
(7)(8)(9)
RevolverLIBOR + 6.00%, 7.7% Cash12/2112/2665 62 59 — %
(7)(8)(9)
LLC Units (1,280.8 units)N/A12/21N/A55 38 — %
(7)
774 813 786 
Distinct Holdings, Inc.Systems SoftwareFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 5.8% Cash4/1912/236,880 6,850 6,715 0.5 %
(7)(8)(9)
6,880 6,850 6,715 
Dragon BidcoTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 6.75%, 6.8% Cash4/214/283,659 3,968 3,577 0.3 %
(3)(7)(8)(15)
3,659 3,968 3,577 
DreamStart Bidco SAS (d/b/a SmartTrade)Diversified Financial ServicesFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 5.5% Cash3/203/272,223 2,300 2,206 0.2 %
(3)(7)(8)(15)
2,223 2,300 2,206 
Dryden 43 Senior Loan Fund, Series 2016-43AMulti-Sector HoldingsSubordinated Structured NotesResidual Interest, current yield 11%2/224/343,620 2,387 2,109 0.2 %
(3)(32)
3,620 2,387 2,109 
Dryden 49 Senior Loan Fund, Series 2017-49AMulti-Sector HoldingsSubordinated Structured NotesResidual Interest, current yield 12.5%2/227/3017,233 7,370 5,084 0.4 %
(3)(32)
17,233 7,370 5,084 
Dune GroupHealth Care EquipmentFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 5.8% Cash9/219/28121 108 111 — %
(3)(7)(8)(14)
First Lien Senior Secured Term LoanLIBOR + 5.75%, 5.8% Cash9/219/281,230 1,211 1,214 0.1 %
(3)(7)(8)(10)
1,351 1,319 1,325 
Dunlipharder B.V.TechnologyFirst Lien Senior Secured Term LoanSOFR + 6.50%, 7.6% Cash6/226/281,000 985 985 0.1 %
(3)(7)(8)(16)
1,000 985 985 
Dwyer Instruments, Inc.ElectricFirst Lien Senior Secured Term LoanLIBOR + 6.0%, 8.3% Cash7/217/274,540 4,454 4,435 0.3 %
(7)(8)(10)
4,540 4,454 4,435 
Echo Global Logistics, Inc.Air TransportationSecond Lien Senior Secured Term LoanLIBOR + 7.25%, 8.2% Cash11/2111/2914,469 14,230 14,267 1.1 %
(7)(8)(9)
Partnership Equity (530.92 units)N/A11/21N/A531 707 0.1 %
(7)
14,469 14,761 14,974 
Ellkay, LLCHealthcare and PharmaceuticalsFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 6.9% Cash9/219/274,963 4,874 4,890 0.4 %
(7)(8)(10)
4,963 4,874 4,890 
EMI Porta Holdco LLCDiversified ManufacturingFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 7.1% Cash12/2112/2711,548 11,143 11,174 0.9 %
(7)(8)(10)
RevolverLIBOR + 5.50%, 7.1% Cash12/2112/27961 907 911 0.1 %
(7)(8)(10)
12,509 12,050 12,085 
Entact Environmental Services, Inc.Environmental IndustriesFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 8.0% Cash2/2112/255,619 5,577 5,450 0.4 %
(7)(8)(10)
5,619 5,577 5,450 
EPS NASS Parent, Inc.Electrical Components & EquipmentFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 8.0% Cash4/214/286,125 6,015 6,048 0.5 %
(7)(8)(10)
6,125 6,015 6,048 
15

Barings BDC, Inc.
Unaudited Consolidated Schedule of Investments — (Continued)
June 30, 2022
(Amounts in thousands, except share amounts)
Portfolio Company(6)
Industry
Investment Type (1) (2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
eShipping, LLCTransportation ServicesFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 7.4% Cash11/2111/27$3,839 $3,739 $3,753 0.3 %
(7)(8)(9)
RevolverLIBOR + 5.75%, 7.4% Cash11/2111/27— (27)(23)— %
(7)(8)(10)
3,839 3,712 3,730 
Events Software BidCo Pty LtdTechnologyFirst Lien Senior Secured Term LoanBBSY + 5.50%, 7.4% Cash3/223/281,762 1,853 1,701 0.1 %
(3)(7)(8)(23)
1,762 1,853 1,701 
F24 (Stairway BidCo Gmbh)Software ServicesFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 6.3% Cash8/208/271,588 1,751 1,588 0.1 %
(3)(7)(8)(14)
1,588 1,751 1,588 
Ferrellgas L.P.Oil & Gas Equipment & ServicesOpco Preferred Units (2,886.0 units)N/A3/21N/A2,799 2,655 0.2 %
(3)(7)
2,799 2,655 
Fineline Technologies, Inc.Consumer ServicesFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 7.0% Cash2/212/281,299 1,279 1,299 0.1 %
(7)(8)(10)
1,299 1,279 1,299 
FinexvetConsumer CyclicalFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 5.5% Cash3/223/292,122 2,162 2,063 0.2 %
(3)(7)(8)(14)
2,122 2,162 2,063 
FinThrive Software Intermediate Holdings Inc. Business Equipment & ServicesPreferred Stock (6,582.7 shares)11.0% PIK3/22N/A7,263 7,695 0.6 %
(7)
7,263 7,695 
FitzMark Buyer, LLCCargo & TransportationFirst Lien Senior Secured Term LoanLIBOR + 4.50%, 5.5% Cash12/2012/264,237 4,171 4,165 0.3 %
(7)(8)(10)
4,237 4,171 4,165 
Five Star Holding LLCPackagingSecond Lien Senior Secured Term LoanSOFR + 7.25%, 8.8% Cash5/225/3013,692 13,422 13,418 1.0 %
(7)(8)(16)
LLC Units (966.99 units)N/A5/22N/A967 967 0.1 %
(7)
13,692 14,389 14,385 
Flexential Issuer, LLCInformation TechnologyStructured Secured Note - Class C6.9% Cash11/2111/5116,000 14,828 14,806 1.2 %
16,000 14,828 14,806 
Footco 40 LimitedMedia & EntertainmentFirst Lien Senior Secured Term LoanSONIA + 5.75%, 6.8% Cash4/224/291,504 1,556 1,441 0.1 %
(3)(7)(8)(20)
1,504 1,556 1,441 
FragilePak LLCTransportation ServicesFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 7.4% Cash5/215/274,661 4,499 4,612 0.4 %
(7)(8)(9)
Partnership Units (937.5 units)N/A5/21N/A938 938 0.1 %
(7)
4,661 5,437 5,550 
Front Line Power Construction LLCConstruction MachineryFirst Lien Senior Secured Term LoanLIBOR + 12.50%, 14.0% Cash11/2111/283,990 3,786 3,890 0.3 %
(7)(8)(10)
Common Stock (192,000 shares)N/A11/21N/A219 121 — %
3,990 4,005 4,011 
FSS Buyer LLCTechnologyFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 6.5% Cash8/218/286,878 6,754 6,779 0.5 %
(7)(8)(9)
LP Interest (1,160.9 units)N/A8/21N/A12 14 — %
(7)
LP Units (5,104.3 units)N/A8/21N/A51 60 — %
(7)
6,878 6,817 6,853 
GC EOS Buyer, Inc.AutomotiveFirst Lien Senior Secured Term LoanLIBOR + 4.50%, 6.2% Cash2/228/252,474 2,473 2,451 0.2 %
(8)(9)(32)
2,474 2,473 2,451 
16

Barings BDC, Inc.
Unaudited Consolidated Schedule of Investments — (Continued)
June 30, 2022
(Amounts in thousands, except share amounts)
Portfolio Company(6)
Industry
Investment Type (1) (2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
GPZN II GmbHHealthcareFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 5.5% Cash6/226/29$449 $427 $422 — %
(3)(7)(8)(13)
449 427 422 
GTM Intermediate Holdings, Inc.Medical Equipment ManufacturerSecond Lien Loan11.0% Cash, 1.0% PIK12/2012/2410,559 10,512 10,559 0.8 %
(7)(30)
Series A Preferred Units (1,434,472.41 units)N/A12/20N/A2,166 1,063 0.1 %
(7)(30)
Series C Preferred Units (715,649.59 units)N/A12/20N/A1,081 1,482 0.1 %
(7)(30)
10,559 13,759 13,104 
Gulf Finance, LLCOil & Gas Exploration & ProductionFirst Lien Senior Secured Term LoanLIBOR + 6.75%, 8.4% Cash11/218/26827 798 609 — %
(8)(9)
827 798 609 
Heartland Veterinary Partners, LLCHealthcareSubordinated Term Loan11.0% PIK11/2111/231,189 1,157 1,160 0.1 %
(7)
Subordinated Term Loan11.0% PIK11/2111/289,170 8,969 8,989 0.7 %
(7)
10,359 10,126 10,149 
Heartland, LLCBusiness ServicesFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 7.0% Cash8/198/2514,004 13,919 13,803 1.1 %
(7)(8)(10)
14,004 13,919 13,803 
Heavy Construction Systems Specialists, LLCTechnologyFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 6.8% Cash11/2111/277,368 7,234 7,251 0.6 %
(7)(8)(9)
RevolverLIBOR + 5.75%, 6.8% Cash11/2111/27— (47)(42)— %
(7)(8)(9)
7,368 7,187 7,209 
Heilbron (f/k/a Sucsez (Bolt Bidco B.V.))InsuranceFirst Lien Senior Secured Term LoanEURIBOR + 5.00%, 5.0% Cash09/199/263,166 3,676 3,116 0.2 %
(3)(7)(8)(14)
3,166 3,676 3,116 
Highpoint Global LLCGovernment ServicesSecond Lien Note12.0% Cash, 2.0% PIK12/209/225,489 5,468 5,489 0.4 %
(7)(30)
5,489 5,468 5,489 
Holland Acquisition Corp.Energy: Oil & GasFirst Lien Senior Secured Term LoanLIBOR + 9.00%, 11.3% Cash2/2211/223,754 — — — %
(7)(8)(11) (29)(32)
3,754 — — 
Home Care Assistance, LLCHealthcare & PharmaceuticalsFirst Lien Senior Secured Term LoanLIBOR + 5.0%, 6.7% Cash3/213/273,811 3,749 3,735 0.3 %
(7)(8)(9)
3,811 3,749 3,735 
Honour Lane Logistics Holdings LimitedTransportation ServicesFirst Lien Senior Secured Term LoanSOFR + 5.25%, 6.7% Cash4/2211/2820,000 19,413 19,400 1.5 %
(3)(7)(8)(18)
20,000 19,413 19,400 
HTI Technology & IndustriesElectronic Component ManufacturingSecond Lien Note12.0% Cash, 4.0% PIK12/209/2424,736 24,080 24,241 1.9 %
(7)(30)
24,736 24,080 24,241 
HW Holdco, LLC (Hanley Wood LLC)AdvertisingFirst Lien Senior Secured Term LoanLIBOR + 5.00%, 6.0% Cash12/1812/2411,012 10,838 10,816 0.8 %
(7)(8)(10)
11,012 10,838 10,816 
IM Analytics Holding, LLC (d/b/a NVT)Electronic Instruments & ComponentsFirst Lien Senior Secured Term LoanLIBOR + 7.00%, 8.7% Cash11/1911/238,085 8,054 6,581 0.5 %
(7)(8)(9)
Warrants (68,950 units)N/A11/1911/26— — — %
(7)
8,085 8,054 6,581 
IM SquareBanking, Finance, Insurance & Real EstateFirst Lien Senior Secured Term LoanEURIBOR + 5.25%, 5.5% Cash5/214/282,614 2,918 2,573 0.2 %
(3)(7)(8)(15)
2,614 2,918 2,573 
Infoniqa Holdings GmbHTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 5.25%, 5.3% Cash11/2111/282,747 2,897 2,687 0.2 %
(3)(7)(8)(14)
2,747 2,897 2,687 
17

Barings BDC, Inc.
Unaudited Consolidated Schedule of Investments — (Continued)
June 30, 2022
(Amounts in thousands, except share amounts)
Portfolio Company(6)
Industry
Investment Type (1) (2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Innovad Group II BVBeverage, Food & TobaccoFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 6.0% Cash4/214/28$6,193 $6,779 $5,673 0.4 %
(3)(7)(8)(15)
6,193 6,779 5,673 
Innovative XCessories & Services, LLCAutomotiveFirst Lien Senior Secured Term LoanLIBOR + 4.25%, 5.9% Cash2/223/272,931 2,877 2,357 0.2 %
(8)(9)(32)
2,931 2,877 2,357 
INOS 19-090 GmbHAerospace & DefenseFirst Lien Senior Secured Term LoanEURIBOR + 5.4%, 5.4% Cash12/2012/274,846 5,506 4,846 0.4 %
(3)(7)(8)(14)
4,846 5,506 4,846 
Iqor US Inc.Services: BusinessFirst Lien Senior Secured Term LoanLIBOR + 7.50%, 9.2% Cash2/2211/242,696 2,725 2,676 0.2 %
(8)(9)(32)
2,696 2,725 2,676 
Isagenix International, LLCWholesaleFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 7.9% Cash2/226/251,579 1,160 931 0.1 %
(8)(10)(32)
1,579 1,160 931 
ISS#2, LLC (d/b/a Industrial Services Solutions)Commercial Services & SuppliesFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 7.8% Cash2/202/268,357 8,238 8,190 0.6 %
(7)(8)(10)
8,357 8,238 8,190 
ITI Intermodal, Inc.Transportation ServicesFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 6.4% Cash12/2112/27718 703 704 0.1 %
(7)(8)(9)
RevolverLIBOR + 4.75%, 6.4% Cash12/2112/27— (2)(2)— %
(7)(8)(9)
Common Stock (1,433.37 shares)N/A1/22N/A144 143 — %
(7)
718 845 845 
Ivanti Software, Inc.High Tech IndustriesSecond Lien Senior Secured Term LoanLIBOR + 7.25%, 8.8% Cash2/2212/286,000 5,989 5,460 0.4 %
(8)(10)(32)
6,000 5,989 5,460 
Jade Bidco Limited (Jane's)Aerospace & DefenseFirst Lien Senior Secured Term LoanEURIBOR + 6.25%, 6.3% Cash11/192/293,999 4,077 3,910 0.3 %
(3)(7)(8)(14)
First Lien Senior Secured Term LoanLIBOR + 6.25%, 8.0% Cash11/192/296,714 6,506 6,564 0.5 %
(3)(7)(8)(11)
10,713 10,583 10,474 
Jaguar Merger Sub Inc.Other FinancialFirst Lien Senior Secured Term LoanLIBOR + 5.25%, 7.5% Cash12/219/243,780 3,734 3,733 0.3 %
(7)(8)(10)
RevolverLIBOR + 5.25%, 7.5% Cash12/219/24— (5)(5)— %
(7)(8)(10)
3,780 3,729 3,728 
Jedson Engineering, Inc.Engineering & Construction ManagementFirst Lien Loan12.0% Cash12/206/242,650 2,650 2,650 0.2 %
(7)(30)
2,650 2,650 2,650 
JetBlue 2019-1 Class B Pass Through TrustAirlinesStructured Secured Note - Class B8.0% Cash8/2011/273,887 3,887 3,897 0.3 %
3,887 3,887 3,897 
JF Acquisition, LLCAutomotiveFirst Lien Senior Secured Term LoanLIBOR + 6.0%, 7.3% Cash5/217/243,846 3,755 3,635 0.3 %
(7)(8)(10)
3,846 3,755 3,635 
Jon Bidco LimitedHealthcareFirst Lien Senior Secured Term LoanBKBM + 5.50%, 7.1% Cash3/223/273,519 3,781 3,396 0.3 %
(3)(7)(8)(27)
3,519 3,781 3,396 
Jones Fish Hatcheries & Distributors LLCConsumer ProductsFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 6.8% Cash2/222/282,785 2,732 2,735 0.2 %
(7)(8)(11)
RevolverLIBOR + 5.75%, 6.8% Cash2/222/28— (8)(7)— %
(7)(8)(10)
LLC Units (974.68 units)N/A2/22N/A97 97 — %
(7)
2,785 2,821 2,825 
18

Barings BDC, Inc.
Unaudited Consolidated Schedule of Investments — (Continued)
June 30, 2022
(Amounts in thousands, except share amounts)
Portfolio Company(6)
Industry
Investment Type (1) (2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Kano Laboratories LLCChemicals, Plastics & RubberFirst Lien Senior Secured Term LoanLIBOR + 5.00%, 7.0% Cash11/2011/26$5,684 $5,552 $5,548 0.4 %
(7)(8)(10)
Partnership Equity (203.2 units)N/A11/20N/A203 203 — %
(7)
5,684 5,755 5,751 
Kene Acquisition, Inc. (En Engineering)Oil & Gas Equipment & ServicesFirst Lien Senior Secured Term LoanLIBOR + 4.25%, 6.5% Cash8/198/267,188 7,098 7,070 0.6 %
(7)(8)(10)
7,188 7,098 7,070 
Kid Distro Holdings, LLCMedia & EntertainmentFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 8.0% Cash10/2110/279,279 9,113 9,140 0.7 %
(7)(8)(10)
LLC Units (637,677.11 units)N/A10/21N/A638 607 — %
(7)
9,279 9,751 9,747 
Kona Buyer, LLCHigh Tech IndustriesFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 6.8% Cash12/2012/278,966 8,793 8,786 0.7 %
(7)(8)(10)
8,966 8,793 8,786 
LAF InternationalHealthcare & PharmaceuticalsFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 5.8% Cash3/213/281,505 1,697 1,505 0.1 %
(3)(7)(8)(15)
1,505 1,697 1,505 
Lambir Bidco LimitedHealthcareFirst Lien Senior Secured Term LoanEURIBOR + 6.00%, 6.0% Cash12/2112/284,612 4,782 4,457 0.3 %
(3)(7)(8)(14)
Second Lien Senior Secured Term Loan12.0% PIK12/216/291,382 1,445 1,348 0.1 %
(3)(7)
5,994 6,227 5,805 
Lattice Group Holdings Bidco LimitedTechnologyFirst Lien Senior Secured Term LoanSOFR + 5.25%, 5.8% Cash5/225/29610 587 586 — %
(3)(7)(8)(16)
RevolverSOFR + 5.25%, 6.7% Cash5/2211/2835 35 35 — %
(3)(7)(8)(16)
645 622 621 
LeadsOnline, LLCBusiness Equipment & ServicesFirst Lien Senior Secured Term LoanLIBOR + 5.00%, 7.3% Cash2/222/2810,328 10,157 10,171 0.8 %
(7)(8)(10)
RevolverLIBOR + 5.00%, 7.3% Cash2/222/28347 305 308 — %
(7)(8)(10)
LLC Units (52,493.44 units)N/A2/22N/A52 52 — %
(7)
10,675 10,514 10,531 
Learfield Communications, LLCBroadcastingFirst Lien Senior Secured Term LoanLIBOR + 3.25%, 4.9% Cash8/2012/23135 95 118 — %
(7)(8)(9)
First Lien Senior Secured Term Loan3.0% Cash, LIBOR + 10.0% PIK8/2012/238,369 8,334 8,327 0.6 %
(10)
8,504 8,429 8,445 
Legal Solutions HoldingsBusiness ServicesSenior Subordinated Loan16.0% PIK12/203/2312,319 10,129 — — %
(7)(29)(30)
12,319 10,129 — 
Liberty Steel Holdings USA Inc. Industrial OtherRevolverSOFR + 5.00%, 6.0% Cash4/224/2520,000 19,814 19,800 1.5 %
(7)(8)(16)
20,000 19,814 19,800 
Lifestyle Intermediate II, LLCConsumer Goods: DurableFirst Lien Senior Secured Term LoanLIBOR + 7.00%, 8.0% Cash2/221/263,154 3,154 3,091 0.2 %
(7)(8)(10) (32)
RevolverLIBOR + 7.00%, 8.0% Cash2/221/26167 167 117 — %
(7)(8)(10) (32)
3,321 3,321 3,208 
LivTech Purchaser, Inc.Business ServicesFirst Lien Senior Secured Term LoanLIBOR + 5.00%, 6.0% Cash1/2112/25862 854 854 0.1 %
(7)(8)(10)
862 854 854 
LogMeIn, Inc.High Tech IndustriesFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 6.3% Cash2/228/271,975 1,957 1,496 0.1 %
(8)(9)(32)
1,975 1,957 1,496 
19

Barings BDC, Inc.
Unaudited Consolidated Schedule of Investments — (Continued)
June 30, 2022
(Amounts in thousands, except share amounts)
Portfolio Company(6)
Industry
Investment Type (1) (2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Long Term Care Group, Inc.HealthcareFirst Lien Senior Secured Term LoanLIBOR + 6.00%, 7.3% Cash4/229/27$8,082 $7,925 $7,920 0.6 %
(7)(8)(9)
8,082 7,925 7,920 
Magnetite XIX, LimitedMulti-Sector HoldingsSubordinated NotesLIBOR + 8.77%, 9.8% Cash2/224/345,250 5,107 4,534 0.4 %
(3)(32)
Subordinated Structured NotesResidual Interest, current yield 12.38%2/224/3413,730 9,332 7,595 0.6 %
(3)(32)
18,980 14,439 12,129 
Marmoutier Holding B.V.Consumer ProductsFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 5.8% Cash12/2112/281,788 1,877 1,739 0.1 %
(3)(7)(8)(14)
RevolverEURIBOR + 5.00%, 5.0% Cash12/216/27— (4)(3)— %
(3)(7)(8)(14)
1,788 1,873 1,736 
Marshall Excelsior Co.Capital GoodsFirst Lien Senior Secured Term LoanSOFR + 5.50%, 7.7% Cash2/222/2810,973 10,800 10,781 0.8 %
(7)(8)(17)
RevolverSOFR + 5.50%, 7.7% Cash2/222/28964 937 935 0.1 %
(7)(8)(17)
11,937 11,737 11,716 
MC Group Ventures CorporationBusiness ServicesFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 8.4% Cash7/216/273,669 3,587 3,610 0.3 %
(7)(8)(10)
Partnership Units (746.66 Units)N/A6/21N/A747 833 0.1 %
(7)
3,669 4,334 4,443 
Media Recovery, Inc. (SpotSee)Containers, Packaging & GlassFirst Lien Senior Secured Term LoanLIBOR + 6.00%, 7.8% Cash11/1911/252,926 2,890 2,926 0.2 %
(7)(8)(10)
First Lien Senior Secured Term LoanSONIA + 6.00%, 7.2% Cash12/2011/253,970 4,294 3,970 0.3 %
(7)(8)(20)
6,896 7,184 6,896 
Median B.V.HealthcareFirst Lien Senior Secured Term LoanSONIA + 6.00%, 7.2% Cash2/2210/279,048 9,773 8,166 0.6 %
(3)(8)(20)
9,048 9,773 8,166 
Medical Solutions Parent Holdings, Inc.HealthcareSecond Lien Senior Secured Term LoanLIBOR + 7.00%, 9.9% Cash11/2111/294,421 4,380 4,067 0.3 %
(8)(10)
4,421 4,380 4,067 
MNS Buyer, Inc.Construction and BuildingFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 7.2% Cash8/218/27916 900 903 0.1 %
(7)(8)(9)
Partnership Units (76.92 Units)N/A8/21N/A77 64 — %
(7)
916 977 967 
Modern Star Holdings Bidco Pty Limited.Non-durable Consumer GoodsFirst Lien Senior Secured Term LoanBBSY + 6.0%, 7.1% Cash12/2012/267,915 8,302 7,697 0.6 %
(3)(7)(8)(22)
7,915 8,302 7,697 
Murphy Midco LimitedMedia, Diversified & ProductionFirst Lien Senior Secured Term LoanSONIA + 4.75%, 6.1% Cash11/2011/27993 1,051 971 0.1 %
(3)(7)(8)(20)
993 1,051 971 
Music Reports, Inc.Media & EntertainmentFirst Lien Senior Secured Term LoanLIBOR + 6.00%, 7.1% Cash08/208/267,424 7,289 7,279 0.6 %
(7)(8)(9)
7,424 7,289 7,279 
Napa Bidco Pty LtdHealthcareFirst Lien Senior Secured Term LoanBBSY + 6.00%, 7.2% Cash03/223/2819,133 19,484 18,583 1.4 %
(3)(7)(8)(23)
19,133 19,484 18,583 
20

Barings BDC, Inc.
Unaudited Consolidated Schedule of Investments — (Continued)
June 30, 2022
(Amounts in thousands, except share amounts)
Portfolio Company(6)
Industry
Investment Type (1) (2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Narda Acquisitionco., Inc.Aerospace & DefenseFirst Lien Senior Secured Term LoanLIBOR + 5.25%, 7.5% Cash12/2112/27$5,665 $5,574 $5,439 0.4 %
(7)(8)(10)
RevolverLIBOR + 5.25%, 7.5% Cash12/2112/27— (21)(52)— %
(7)(8)(10)
Class A Preferred Stock (4,587.38 shares)N/A12/21N/A459 385 — %
(7)
Class B Common Stock (509.71 shares)N/A12/21N/A51 — — %
(7)
5,665 6,063 5,772 
Navia Benefit Solutions, Inc.Healthcare & PharmaceuticalsFirst Lien Senior Secured Term LoanLIBOR + 5.25%, 6.8% Cash02/212/272,708 2,655 2,670 0.2 %
(7)(8)(9)
2,708 2,655 2,670 
Nexus Underwriting Management LimitedOther FinancialFirst Lien Senior Secured Term LoanSONIA + 5.25%, 5.9% Cash10/2110/281,555 1,681 1,513 0.1 %
(3)(7)(8)(21)
RevolverSONIA + 5.25%, 5.9% Cash10/214/23186 202 186 — %
(3)(7)(8)(21)
1,741 1,883 1,699 
NGS US Finco, LLC (f/k/a Dresser Natural Gas Solutions)Energy Equipment & ServicesFirst Lien Senior Secured Term LoanLIBOR + 4.25%, 5.9% Cash10/1810/254,728 4,716 4,718 0.4 %
(7)(8)(9)
4,728 4,716 4,718 
Northstar Recycling, LLCEnvironmental IndustriesFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 7.0% Cash10/219/272,488 2,443 2,450 0.2 %
(7)(8)(10)
2,488 2,443 2,450 
Novotech Aus Bidco Pty LtdHealthcareFirst Lien Senior Secured Term LoanBBSY + 5.75%, 7.6% Cash1/221/283,539 3,661 3,472 0.3 %
(3)(7)(8)(24)
First Lien Senior Secured Term LoanSOFR + 5.25%, 7.6% Cash1/221/28474 437 450 — %
(3)(7)(8)(18)
4,013 4,098 3,922 
OA Buyer, Inc.HealthcareFirst Lien Senior Secured Term LoanLIBOR + 6.00%, 8.3% Cash12/2112/289,613 9,431 9,421 0.7 %
(7)(8)(10)
RevolverLIBOR + 6.00%, 8.3% Cash12/2112/28— (25)(27)— %
(7)(8)(10)
Partnership Units (210,920.11 units)N/A12/21N/A211 211 — %
(7)
9,613 9,617 9,605 
OAC Holdings I CorpAutomotiveFirst Lien Senior Secured Term LoanSOFR + 5.00%, 7.8% Cash3/223/293,630 3,560 3,563 0.3 %
(7)(8)(18)
RevolverSOFR + 5.00%, 6.7% Cash3/223/281,076 1,050 1,051 0.1 %
(7)(8)(16)
4,706 4,610 4,614 
Odeon Cinemas Group LimitedHotel, Gaming, & LeisureFirst Lien Senior Secured Term Loan11.3% Cash2/218/233,602 4,079 3,422 0.3 %
(3)(7)
3,602 4,079 3,422 
Offen Inc.Transportation: CargoFirst Lien Senior Secured Term LoanLIBOR + 5.00%, 7.9% Cash2/226/263,744 3,707 3,651 0.3 %
(7)(11)(32)
3,744 3,707 3,651 
OG III B.V.Containers & Glass ProductsFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 5.8% Cash6/216/283,312 3,669 3,229 0.3 %
(3)(7)(8)(14)
3,312 3,669 3,229 
Omni Intermediate Holdings, LLCTransportationFirst Lien Senior Secured Term LoanLIBOR + 5.00%, 6.0% Cash12/2012/2611,177 11,067 10,907 0.8 %
(7)(8)(9)
11,177 11,067 10,907 
Options Technology Ltd.Computer ServicesFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 6.2% Cash12/1912/252,302 2,274 2,266 0.2 %
(3)(7)(8)(11)
2,302 2,274 2,266 
Oracle Vision Bidco LimitedHealthcareFirst Lien Senior Secured Term LoanSONIA + 5.25%, 5.7% Cash6/215/282,780 3,146 2,729 0.2 %
(3)(7)(8)(21)
2,780 3,146 2,729 
21

Barings BDC, Inc.
Unaudited Consolidated Schedule of Investments — (Continued)
June 30, 2022
(Amounts in thousands, except share amounts)
Portfolio Company(6)
Industry
Investment Type (1) (2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Origin Bidco LimitedTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 5.5% Cash6/216/28$347 $394 $341 — %
(3)(7)(8)(14)
First Lien Senior Secured Term LoanLIBOR + 5.75%, 7.2% Cash6/216/28597 583 586 — %
(3)(7)(8)(10)
944 977 927 
OSP Hamilton Purchaser, LLCTechnologyFirst Lien Senior Secured Term LoanLIBOR + 5.25%, 7.5% Cash12/2112/272,269 2,227 2,232 0.2 %
(7)(8)(10)
RevolverLIBOR + 5.25%, 7.5% Cash12/2112/2756 53 53 — %
(7)(8)(10)
2,325 2,280 2,285 
Pare SAS (SAS Maurice MARLE)Health Care EquipmentFirst Lien Senior Secured Term LoanEURIBOR + 6.50%, 6.5% Cash12/1912/264,263 4,483 4,250 0.3 %
(3)(7)(8)(15)
4,263 4,483 4,250 
Path Medical, LLCHealthcare & PharmaceuticalsFirst Lien Senior Secured Term Loan13.0% PIK2/2210/2211,764 — — — %
(7)(29)(32)
First Lien Senior Secured Term Loan10.5% PIK2/2210/228,465 4,571 4,732 0.4 %
(7)(29)(32)
Warrants (36,716 units)N/A2/22N/A— — — %
(7)(29)(32)
20,229 4,571 4,732 
Patriot New Midco 1 Limited (Forensic Risk Alliance)Diversified Financial ServicesFirst Lien Senior Secured Term LoanEURIBOR + 6.75%, 6.8% Cash2/202/272,780 2,844 2,638 0.2 %
(3)(7)(8)(14)
First Lien Senior Secured Term LoanLIBOR + 6.75%, 8.2% Cash2/202/273,539 3,473 3,359 0.3 %
(3)(7)(8)(10)
6,319 6,317 5,997 
PDQ.Com CorporationBusiness equipment & servicesFirst Lien Senior Secured Term LoanLIBOR + 5.00%, 7.3% Cash8/218/277,508 7,259 7,285 0.6 %
(7)(8)(10)
Class A-2 Partnership Units (28.8 units)N/A8/21N/A29 39 — %
(7)
7,508 7,288 7,324 
Perimeter Master Note Business TrustCredit Card ABSStructured Secured Note - Class A4.7% Cash5/225/27109 109 106 — %
(3)(7)
Structured Secured Note - Class B5.4% Cash5/225/27109 109 109 — %
(3)(7)
Structured Secured Note - Class C5.9% Cash5/225/27109 109 104 — %
(3)(7)
Structured Secured Note - Class D8.5% Cash5/225/27109 109 101 — %
(3)(7)
Structured Secured Note - Class E11.4% Cash5/225/275,564 5,564 5,178 0.4 %
(3)(7)
6,000 6,000 5,598 
Permaconn BidCo Pty LtdTelecommunicationsFirst Lien Senior Secured Term LoanBBSY + 6.50%, 7.8% Cash12/2112/272,817 2,852 2,753 0.2 %
(3)(7)(8)(23)
2,817 2,852 2,753 
Polara Enterprises, L.L.C.Capital EquipmentFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 5.8% Cash12/2112/271,236 1,214 1,212 0.1 %
(7)(8)(10)
RevolverLIBOR + 4.75%, 5.8% Cash12/2112/2771 61 60 — %
(7)(8)(10)
Partnership Units (7,409 units)N/A12/21N/A741 741 0.1 %
(7)
1,307 2,016 2,013 
Policy Services Company, LLCProperty & Casualty InsuranceFirst Lien Senior Secured Term LoanLIBOR + 6.00%, 8.8% Cash, 4.0% PIK12/216/2648,699 47,381 47,238 3.7 %
(7)(8)(10)
Warrants - Class A (25,582 units)N/A12/21N/A— — — %
(7)
Warrants - Class B (8,634 units)N/A12/21N/A— — — %
(7)
Warrants - Class C (888 units)N/A12/21N/A— — — %
(7)
Warrants - Class D (2,282 units)N/A12/21N/A— — — %
(7)
48,699 47,381 47,238 
22

Barings BDC, Inc.
Unaudited Consolidated Schedule of Investments — (Continued)
June 30, 2022
(Amounts in thousands, except share amounts)
Portfolio Company(6)
Industry
Investment Type (1) (2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Polymer Solutions Group Holdings, LLCChemicals, Plastics & RubberFirst Lien Senior Secured Term LoanLIBOR + 7.00%, 8.7% Cash2/221/23$1,023 $1,023 $1,023 0.1 %
(7)(8)(9)(32)
1,023 1,023 1,023 
Premium Franchise Brands, LLCResearch & Consulting ServicesFirst Lien Senior Secured Term LoanLIBOR + 6.25%, 8.5% Cash12/2012/2614,740 14,508 14,499 1.1 %
(7)(8)(10)
14,740 14,508 14,499 
Premium InvestBrokerage, Asset Managers & ExchangesFirst Lien Senior Secured Term LoanEURIBOR + 6.00%, 6.2% Cash6/216/283,764 4,123 3,764 0.3 %
(3)(7)(8)(15)
3,764 4,123 3,764 
Preqin MC LimitedBanking, Finance, Insurance & Real EstateFirst Lien Senior Secured Term LoanSOFR + 5.25%, 5.5% Cash8/217/282,789 2,714 2,731 0.2 %
(3)(7)(8)(18)
2,789 2,714 2,731 
Process Equipment, Inc. (ProcessBarron)Industrial Air & Material Handling EquipmentFirst Lien Senior Secured Term LoanLIBOR + 4.25%, 6.6% Cash3/193/256,174 6,128 5,840 0.5 %
(7)(8)(10)
6,174 6,128 5,840 
Professional Datasolutions, Inc. (PDI)Application SoftwareFirst Lien Senior Secured Term LoanLIBOR + 4.50%, 5.5% Cash3/1910/241,827 1,826 1,805 0.1 %
(7)(8)(10)
1,827 1,826 1,805 
ProfitOptics, LLCTechnologyFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 6.5% Cash3/223/281,774 1,740 1,743 0.1 %
(7)(8)(10)
RevolverLIBOR + 5.75%, 6.5% Cash3/223/28— (9)(9)— %
(7)(8)(10)
Second Lien Senior Subordinated Term Loan8.0% Cash3/223/2981 81 79 — %
(7)
LLC Units (241,935.48 unitsN/A3/22N/A161 166 — %
(7)
1,855 1,973 1,979 
Proppants Holding, LLCEnergy: Oil & GasLLC Units (1,668,106 units)N/A2/22N/A— — — %
(7)(32)
— — 
Protego Bidco B.V.Aerospace & DefenseFirst Lien Senior Secured Term LoanEURIBOR + 6.00%, 6.0% Cash3/213/281,423 1,565 1,385 0.1 %
(3)(7)(8)(14)
RevolverEURIBOR + 5.25%, 5.3% Cash3/213/272,048 2,272 2,013 0.2 %
(3)(7)(8)(14)
3,471 3,837 3,398 
PSP Intermediate 4, LLCTechnologyFirst Lien Senior Secured Term LoanEURIBOR + 5.25%, 5.3% Cash5/225/29854 822 811 0.1 %
(3)(7)(8)(14)
First Lien Senior Secured Term LoanLIBOR + 5.25%, 6.9% Cash5/225/29866 842 842 0.1 %
(3)(7)(8)(10)
1,720 1,664 1,653 
QPE7 SPV1 BidCo Pty Ltd Consumer CyclicalFirst Lien Senior Secured Term LoanBBSY + 5.50%, 6.0% Cash9/219/261,896 1,959 1,876 0.1 %
(3)(7)(8)(23)
1,896 1,959 1,876 
Questel UniteBusiness ServicesFirst Lien Senior Secured Term LoanLIBOR + 6.25%, 7.3% Cash12/2012/276,892 6,808 6,892 0.5 %
(3)(7)(8)(10)
6,892 6,808 6,892 
RA Outdoors, LLCHigh Tech IndustriesFirst Lien Senior Secured Term LoanLIBOR + 6.75%, 9.0% Cash2/224/2612,917 12,658 12,658 1.0 %
(7)(8)(10) (32)
RevolverLIBOR + 6.75%, 9.0% Cash2/224/26— — (25)— %
(7)(8)(10) (32)
12,917 12,658 12,633 
Recovery Point Systems, Inc.TechnologyFirst Lien Senior Secured Term LoanLIBOR + 6.50%, 7.5% Cash8/207/2611,589 11,420 11,589 0.9 %
(7)(8)(10)
Partnership Equity (187,235 unitsN/A3/21N/A187 127 — %
(7)
11,589 11,607 11,716 
23

Barings BDC, Inc.
Unaudited Consolidated Schedule of Investments — (Continued)
June 30, 2022
(Amounts in thousands, except share amounts)
Portfolio Company(6)
Industry
Investment Type (1) (2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Renovation Parent Holdings, LLCHome furnishingsFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 7.5% Cash11/2111/27$4,830 $4,720 $4,735 0.4 %
(7)(8)(10)
Partnership Equity (197,368.42 unitsN/A11/21N/A197 197 — %
(7)
4,830 4,917 4,932 
REP SEKO MERGER SUB LLCAir Freight & LogisticsFirst Lien Senior Secured Term LoanEURIBOR + 5.00%, 6.0% Cash6/2212/269,409 9,274 9,220 0.7 %
(7)(8)(15)
First Lien Senior Secured Term LoanLIBOR + 5.00%, 6.7% Cash12/2012/268,101 7,921 7,920 0.6 %
(7)(8)(9)
17,510 17,195 17,140 
Resolute Investment Managers, Inc.Banking, Finance, Insurance & Real EstateSecond Lien Senior Secured Term LoanLIBOR + 8.00%, 9.2% Cash2/224/255,081 5,107 4,802 0.4 %
(7)(8)(10) (32)
5,081 5,107 4,802 
Resonetics, LLCHealth Care EquipmentSecond Lien Senior Secured Term LoanLIBOR + 7.00%, 8.6% Cash4/214/294,011 3,938 4,011 0.3 %
(7)(8)(10)
4,011 3,938 4,011 
Reward Gateway (UK) LtdPrecious Metals & MineralsFirst Lien Senior Secured Term LoanSONIA + 6.75%, 7.4% Cash8/216/282,919 3,224 2,851 0.2 %
(3)(7)(8)(20)
2,919 3,224 2,851 
Riedel Beheer B.V.Food & BeverageFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 5.5% Cash12/2112/281,746 1,838 1,703 0.1 %
(3)(7)(8)(14)
1,746 1,838 1,703 
RPX CorporationResearch & Consulting ServicesFirst Lien Senior Secured Term LoanLIBOR + 6.00%, 7.7% Cash10/2010/257,436 7,299 7,311 0.6 %
(7)(8)(9)
7,436 7,299 7,311 
RTIC Subsidiary Holdings, LLCConsumer Goods: DurableFirst Lien Senior Secured Term LoanLIBOR + 7.75%, 9.0% Cash2/229/2510,434 10,434 10,288 0.8 %
(7)(8)(10) (32)
RevolverLIBOR + 7.75%, 9.0% Cash2/229/253,968 3,968 3,913 0.3 %
(7)(8)(10) (32)
Class A Preferred Stock (145.347 sharesN/A2/22N/A— %
(7)(32)
Class B Preferred Stock (145.347 sharesN/A2/22N/A— — — %
(7)(32)
Class C Preferred Stock (7,844.03 sharesN/A2/22N/A450 325 — %
(7)(32)
Common Stock (153 shares)N/A2/22N/A— — — %
(7)(32)
14,402 14,856 14,528 
Ruffalo Noel Levitz, LLCMedia ServicesFirst Lien Senior Secured Term LoanLIBOR + 6.00%, 8.3% Cash1/195/249,470 9,470 9,470 0.7 %
(7)(8)(10)
9,470 9,470 9,470 
Safety Products Holdings, LLCNon-durable Consumer GoodsFirst Lien Senior Secured Term LoanLIBOR + 6.00%, 7.6% Cash12/2012/2611,994 11,785 11,838 0.9 %
(7)(8)(9)
Preferred Stock (372.1 shares)N/A12/20N/A372 464 — %
(7)
11,994 12,157 12,302 
Sanoptis S.A.R.L.Healthcare & PharmaceuticalsFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 5.5% Cash6/227/299,381 8,918 8,918 0.7 %
(3)(7)(8)(14)
First Lien Senior Secured Term LoanSARON + 5.50%, 5.5% Cash6/227/293,240 3,151 3,151 0.2 %
(3)(7)(8)(28)
12,621 12,069 12,069 
Scaled Agile, Inc.Research & Consulting ServicesFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 7.8% Cash12/2112/281,744 1,705 1,726 0.1 %
(7)(8)(10)
RevolverLIBOR + 5.50%, 7.8% Cash12/2112/28— (6)(3)— %
(7)(8)(10)
1,744 1,699 1,723 
24

Barings BDC, Inc.
Unaudited Consolidated Schedule of Investments — (Continued)
June 30, 2022
(Amounts in thousands, except share amounts)
Portfolio Company(6)
Industry
Investment Type (1) (2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Scout Bidco B.V.Diversified ManufacturingFirst Lien Senior Secured Term LoanEURIBOR + 6.00%, 6.0% Cash5/223/29$6,353 $6,273 $6,138 0.5 %
(3)(7)(8)(14)
RevolverEURIBOR + 6.00%, 6.0% Cash5/223/29— (25)(25)— %
(3)(7)(8)(14)
6,353 6,248 6,113 
Sereni Capital NVConsumer CyclicalFirst Lien Senior Secured Term LoanEURIBOR + 5.75%, 5.8% Cash5/2211/2881 69 68 — %
(3)(7)(8)(15)
First Lien Senior Secured Term LoanEURIBOR + 5.75%, 5.8% Cash5/225/29480 478 467 — %
(3)(7)(8)(15)
RevolverEURIBOR + 5.75%, 5.8% Cash5/2211/22— (1)(1)— %
(3)(7)(8)(15)
561 546 534 
Serta Simmons Bedding LLCHome FurnishingsSuper Priority First OutLIBOR + 7.50%, 9.0% Cash6/208/237,313 7,228 7,079 0.6 %
(8)(9)
Super Priority Second OutLIBOR + 7.50%, 9.0% Cash6/208/233,589 3,373 2,505 0.2 %
(8)(9)
10,902 10,601 9,584 
SISU ACQUISITIONCO., INC.Aerospace & DefenseFirst Lien Senior Secured Term LoanLIBOR + 5.25%, 7.5% Cash12/2012/266,970 6,861 6,692 0.5 %
(7)(8)(10)
6,970 6,861 6,692 
SMART Financial Operations, LLCBanking, Finance, Insurance & Real EstatePreferred Stock (1,000,000 shares)N/A2/22N/A— 130 — %
(7)(32)
— 130 
Smartling, Inc.TechnologyFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 7.3% Cash11/2110/2713,776 13,490 13,530 1.1 %
(7)(8)(10)
RevolverLIBOR + 5.75%, 7.3% Cash11/2110/27— (21)(18)— %
(7)(8)(10)
13,776 13,469 13,512 
Smile Brands Group Inc.Health Care ServicesFirst Lien Senior Secured Term LoanLIBOR + 4.50%, 6.1% Cash10/1810/254,559 4,540 4,527 0.4 %
(7)(8)(11)
First Lien Senior Secured Term LoanLIBOR + 4.50%, 6.1% Cash12/2010/25470 460 465 — %
(7)(8)(11)
5,029 5,000 4,992 
SN BUYER, LLCHealth Care ServicesFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 7.8% Cash12/2012/2618,129 17,846 18,129 1.4 %
(7)(8)(10)
18,129 17,846 18,129 
Sound Point CLO XX, Ltd.Multi-Sector HoldingsSubordinated Structured NotesResidual Interest, current yield 18.99%2/227/314,489 2,252 1,784 0.1 %
(3)(32)
4,489 2,252 1,784 
Springbrook Software (SBRK Intermediate, Inc.)Enterprise Software & ServicesFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 7.8% Cash12/1912/2621,035 20,736 21,035 1.6 %
(7)(8)(10)
21,035 20,736 21,035 
SPT Acquico LimitedHigh Tech IndustriesFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 7.0% Cash01/2112/27658 645 658 0.1 %
(3)(7)(8)(10)
658 645 658 
SSCP Pegasus Midco LimitedHealthcare & PharmaceuticalsFirst Lien Senior Secured Term LoanSONIA + 6.75%, 7.7% Cash12/2011/272,469 2,552 2,370 0.2 %
(3)(7)(8)(20)
2,469 2,552 2,370 
Starnmeer B.V.TechnologyFirst Lien Senior Secured Term LoanLIBOR + 6.40%, 6.9% Cash10/214/272,500 2,466 2,471 0.2 %
(3)(7)(8)(10)
2,500 2,466 2,471 
Superjet Buyer, LLCTechnologyFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 8.0% Cash12/2112/2713,142 12,897 12,923 1.0 %
(7)(8)(10)
RevolverLIBOR + 5.75%, 8.0% Cash12/2112/27— (34)(30)— %
(7)(8)(10)
13,142 12,863 12,893 
25

Barings BDC, Inc.
Unaudited Consolidated Schedule of Investments — (Continued)
June 30, 2022
(Amounts in thousands, except share amounts)
Portfolio Company(6)
Industry
Investment Type (1) (2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Syniverse Holdings, Inc.Technology DistributorsFirst Lien Senior Secured Term LoanSOFR + 7.00%, 8.3% Cash5/225/27$20,003 $19,051 $17,578 1.4 %
(8)(17)
Series A Preferred Equity (7,575,758 units)N/A5/22N/A7,424 7,424 0.6 %
(7)
20,003 26,475 25,002 
Syntax Systems LtdTechnologyFirst Lien Senior Secured Term LoanLIBOR + 5.75%, 7.2% Cash11/2110/282,040 2,009 2,009 0.2 %
(3)(7)(8)(9)
RevolverLIBOR + 5.75%, 7.2% Cash11/2110/26564 555 556 — %
(3)(7)(8)(9)
2,604 2,564 2,565 
TA SL Cayman Aggregator Corp.TechnologySubordinated Term Loan7.8% PIK7/217/282,084 2,050 2,055 0.2 %
(7)
Common Stock (1,227.79 shares)N/A7/21N/A50 75 — %
(7)
2,084 2,100 2,130 
Tank Holding CorpMetal & Glass ContainersFirst Lien Senior Secured Term LoanSOFR + 6.00%, 7.6% Cash3/223/2819,127 18,712 18,733 1.5 %
(7)(8)(16)
RevolverSOFR + 6.00%, 7.6% Cash3/223/28364 345 346 — %
(7)(8)(16)
19,491 19,057 19,079 
Team Car Care, LLCAutomotiveFirst Lien Senior Secured Term LoanLIBOR + 8.00%, 9.0% Cash2/226/2412,492 12,492 12,317 1.0 %
(7)(8)(10) (32)
12,492 12,492 12,317 
Team Services GroupServices: ConsumerFirst Lien Senior Secured Term LoanLIBOR + 5.00%, 6.7% Cash2/2212/279,887 9,887 9,492 0.7 %
(8)(9)(32)
Second Lien Senior Secured Term LoanLIBOR + 9.00%, 10.7% Cash02/2212/285,000 4,975 4,900 0.4 %
(7)(8)(9)(32)
14,887 14,862 14,392 
Techone B.V.TechnologyFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 5.5% Cash11/2111/283,674 3,781 3,573 0.3 %
(3)(7)(8)(14)
RevolverEURIBOR + 5.50%, 5.5% Cash11/215/28278 274 264 — %
(3)(7)(8)(14)
3,952 4,055 3,837 
Tencarva Machinery Company, LLC Capital EquipmentFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 7.5% Cash12/2112/275,458 5,356 5,366 0.4 %
(7)(8)(10)
RevolverLIBOR + 5.50%, 7.5% Cash12/2112/27— (18)(16)— %
(7)(8)(10)
5,458 5,338 5,350 
Terrybear, Inc.Consumer ProductsSubordinated Term Loan10.0% Cash, 4.0% PIK4/224/28256 251 251 — %
(7)
Partnership Equity (24,358.97 units)N/A4/22N/A239 244 — %
(7)
256 490 495 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)Brokerage, Asset Managers & ExchangesFirst Lien Senior Secured Term LoanLIBOR + 4.25%, 5.9% Cash10/2112/27843 778 798 0.1 %
(7)(8)(9)
RevolverLIBOR + 4.25%, 5.9% Cash10/2112/27— (13)(10)— %
(7)(8)(9)
Subordinated Term Loan9.00% Cash10/2112/273,333 3,272 3,282 0.3 %
(7)
4,176 4,037 4,070 
The Hilb Group, LLCInsurance BrokerageFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 7.8% Cash12/1912/26482 432 436 — %
(7)(8)(10)
First Lien Senior Secured Term LoanLIBOR + 5.75%, 8.0% Cash12/1912/255,680 5,574 5,565 0.4 %
(7)(8)(10)
First Lien Senior Secured Term LoanLIBOR + 5.75%, 8.0% Cash12/1912/2614,486 14,230 14,190 1.1 %
(7)(8)(10)
20,648 20,236 20,191 
26

Barings BDC, Inc.
Unaudited Consolidated Schedule of Investments — (Continued)
June 30, 2022
(Amounts in thousands, except share amounts)
Portfolio Company(6)
Industry
Investment Type (1) (2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
The Octave Music Group, Inc.Media: Diversified & ProductionSecond Lien Senior Secured Term LoanSOFR + 7.75%, 8.2% Cash4/223/30$12,522 $12,277 $12,272 1.0 %
(7)(8)(17)
Partnership Equity (676,880.98 units)N/A4/22N/A677 677 0.1 %
(7)
12,522 12,954 12,949 
Total Safety U.S. Inc.Diversified Support ServicesFirst Lien Senior Secured Term LoanLIBOR + 6.00%, 7.0% Cash11/198/256,309 6,151 6,025 0.5 %
(8)(11)
6,309 6,151 6,025 
TPC Group, Inc.ChemicalsFirst Lien Senior Secured Term LoanSOFR + 4.50%, 6.0% Cash06/2212/2340,678 40,141 40,116 3.1 %
(7)(8)(17)
40,678 40,141 40,116 
Transit Technologies LLCSoftwareFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 6.2% Cash02/202/256,035 5,977 5,860 0.5 %
(7)(8)(10)
6,035 5,977 5,860 
Transportation Insight, LLCAir Freight & LogisticsFirst Lien Senior Secured Term LoanLIBOR + 4.25%, 5.9% Cash08/1812/2411,258 11,210 11,128 0.9 %
(7)(8)(9)
11,258 11,210 11,128 
Trident Maritime Systems, Inc.Aerospace & DefenseFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 7.0% Cash02/212/2714,850 14,652 14,590 1.1 %
(7)(8)(10)
14,850 14,652 14,590 
Truck-Lite Co., LLCAutomotive Parts & EquipmentFirst Lien Senior Secured Term LoanSOFR + 6.25%, 8.5% Cash12/1912/2619,467 19,138 19,077 1.5 %
(7)(8)(10)
19,467 19,138 19,077 
True Religion Apparel, Inc.RetailPreferred Unit (2.8 units)N/A02/22N/A— — — %
(7)(32)
Common Stock (2.71 shares)N/A02/22N/A— — — %
(7)(32)
— — 
Trystar, LLCPower Distribution SolutionsFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 7.2% Cash09/189/236,952 6,882 6,799 0.5 %
(7)(8)(10)
Class A LLC Units (440.97 units)N/A09/18N/A481 317 — %
(7)
6,952 7,363 7,116 
TSM II Luxco 10 SARLChemical & PlasticsSubordinated Term LoanEURIBOR + 8.75%, 8.8% Cash03/223/2710,454 10,676 10,036 0.8 %
(3)(7)(8)(15)
10,454 10,676 10,036 
Turbo Buyer, Inc.Finance CompaniesFirst Lien Senior Secured Term LoanLIBOR + 6.00%, 8.2% Cash11/2112/257,592 7,424 7,456 0.6 %
(7)(8)(10)
7,592 7,424 7,456 
Turf Products, LLCLandscaping & Irrigation Equipment DistributorSenior Subordinated Debt10.0% Cash12/2010/238,697 8,384 8,487 0.7 %
(7)(30)
8,697 8,384 8,487 
Turnberry Solutions, Inc.Consumer CyclicalFirst Lien Senior Secured Term LoanSOFR + 6.00%, 7.1% Cash07/219/265,000 4,916 4,870 0.4 %
(7)(8)(17)
5,000 4,916 4,870 
U.S. Gas & Electric, Inc.Energy ServicesSecond Lien Loan9.5% Cash12/207/252,285 1,785 1,844 0.1 %
(7)(30)
Second Lien Loan9.5% Cash12/207/252,485 — — — %
(7)(30)(31)
4,770 1,785 1,844 
U.S. Silica CompanyMetal & Glass ContainersFirst Lien Senior Secured Term LoanLIBOR + 4.00%, 5.7% Cash08/185/251,464 1,466 1,406 0.1 %
(3)(8)(9)
1,464 1,466 1,406 
UKFast Leaders LimitedTechnologyFirst Lien Senior Secured Term LoanSONIA + 7.25%, 8.4% Cash09/209/2711,039 11,421 10,824 0.8 %
(3)(7)(8)(20)
11,039 11,421 10,824 
27

Barings BDC, Inc.
Unaudited Consolidated Schedule of Investments — (Continued)
June 30, 2022
(Amounts in thousands, except share amounts)
Portfolio Company(6)
Industry
Investment Type (1) (2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Union Bidco LimitedHealthcareFirst Lien Senior Secured Term LoanSONIA + 5.50%, 6.7% Cash06/226/29$818 $797 $798 0.1 %
(3)(7)(8)(20)
818 797 798 
United Therapy Holding III GmbHHealthcareFirst Lien Senior Secured Term LoanEURIBOR + 5.50%, 5.7% Cash4/223/29764 729 700 0.1 %
(3)(7)(8)(15)
764 729 700 
USLS Acquisition, Inc. (f/k/a US Legal Support, Inc.)Legal ServicesFirst Lien Senior Secured Term LoanSOFR + 5.50%, 7.7% Cash11/1811/2416,097 15,898 15,736 1.2 %
(7)(8)(17)
16,097 15,898 15,736 
Utac CeramBusiness ServicesFirst Lien Senior Secured Term LoanEURIBOR + 5.25%, 5.3% Cash9/209/271,568 1,709 1,545 0.1 %
(3)(7)(8)(14)
First Lien Senior Secured Term LoanLIBOR + 5.25%, 7.5% Cash2/219/273,517 3,460 3,467 0.3 %
(3)(7)(8)(10)
5,085 5,169 5,012 
Validity, Inc.IT Consulting & Other ServicesFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 6.4% Cash7/195/254,783 4,700 4,783 0.4 %
(7)(8)(9)
4,783 4,700 4,783 
Velocity Pooling Vehicle, LLCAutomotiveCommon Stock (4,676 shares)N/A2/22N/A60 29 — %
(7)(32)
Warrants (5,591 units)N/A2/22N/A72 35 — %
(7)(32)
132 64 
Victoria Bidco LimitedIndustrial MachineryFirst Lien Senior Secured Term LoanSONIA + 6.50%, 6.7% Cash3/221/293,363 3,621 3,262 0.3 %
(3)(7)(8)(21)
3,363 3,621 3,262 
Vision Solutions Inc.Business equipment & servicesSecond Lien Senior Secured Term LoanLIBOR + 7.25%, 8.4% Cash2/224/296,500 6,497 5,711 0.4 %
(8)(9)(32)
6,500 6,497 5,711 
VistaJet Pass Through Trust 2021-1BAirlinesStructured Secured Note - Class B6.3% Cash11/212/295,000 5,000 4,836 0.4 %
(7)
5,000 5,000 4,836 
Vital Buyer, LLCTechnologyFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 7.6% Cash6/216/287,723 7,588 7,716 0.6 %
(7)(8)(10)
Partnership Units (16,442.9 units)N/A6/21N/A164 289 — %
(7)
7,723 7,752 8,005 
VOYA CLO 2015-2, LTD.Multi-Sector HoldingsSubordinated Structured NotesResidual Interest, current yield 454.7%2/227/2710,736 2,951 312 — %
(3)(32)
10,736 2,951 312 
VOYA CLO 2016-2, LTD.Multi-Sector HoldingsSubordinated Structured NotesResidual Interest, current yield 15.09%2/227/2811,088 3,452 2,556 0.2 %
(3)(32)
11,088 3,452 2,556 
W2O Holdings, Inc.Healthcare TechnologyFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 7.1% Cash10/206/253,351 3,351 3,351 0.3 %
(7)(11)
First Lien Senior Secured Term LoanLIBOR + 4.75%, 7.6% Cash10/206/25— (38)— — %
(7)(8)(10)
3,351 3,313 3,351 
Walker Edison Furniture Company LLCConsumer Goods: DurableCommon Stock (2,819.53 shares)N/A2/22N/A3,598 2,112 0.2 %
(7)(32)
3,598 2,112 
Watermill-QMC Midco, Inc.AutomotiveEquity (1.62% Partnership Interest)N/A2/22N/A— — — %
(7)(32)
— — 
Wawona Delaware Holdings, LLCBeverage & FoodFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 6.0% Cash2/229/2645 41 35 — %
(10)(32)
45 41 35 
28

Barings BDC, Inc.
Unaudited Consolidated Schedule of Investments — (Continued)
June 30, 2022
(Amounts in thousands, except share amounts)
Portfolio Company(6)
Industry
Investment Type (1) (2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Wok Holdings Inc.RetailFirst Lien Senior Secured Term LoanLIBOR + 6.25%, 7.8% Cash2/223/26$48 $48 $44 — %
(8)(10)(32)
48 48 44 
Woodland Foods, LLCFood & BeverageFirst Lien Senior Secured Term LoanLIBOR + 5.50%, 7.1% Cash12/2112/278,470 8,314 8,333 0.6 %
(7)(8)(10)
RevolverLIBOR + 5.50%, 7.1% Cash12/2112/27778 736 741 0.1 %
(7)(8)(10)
Common Stock (1,663.31 shares)N/A12/21N/A1,663 1,663 0.1 %
(7)
9,248 10,713 10,737 
World 50, Inc.Professional ServicesFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 6.4% Cash9/201/268,963 8,822 8,836 0.7 %
(7)(8)(9)
First Lien Senior Secured Term LoanLIBOR + 5.25%, 6.9% Cash1/201/262,624 2,568 2,624 0.2 %
(7)(8)(9)
11,587 11,390 11,460 
Xeinadin Bidco LimitedFinancial OtherFirst Lien Senior Secured Term LoanSONIA + 5.25%, 6.2% Cash5/225/2913,541 13,313 13,004 1.0 %
(3)(7)(8)(20)
Subordinated Term Loan11.0% PIK5/225/294,629 4,569 4,479 0.3 %
(3)(7)
Common Stock (442,851 shares)N/A5/22N/A550 538 — %
(3)(7)
18,170 18,432 18,021 
ZB Holdco LLCFood & BeverageFirst Lien Senior Secured Term LoanLIBOR + 5.00%, 7.6% Cash2/222/282,698 2,625 2,627 0.2 %
(7)(8)(10)
RevolverLIBOR + 5.00%, 7.6% Cash2/222/28— (16)(15)— %
(7)(8)(10)
LLC Units (152.69 unitsN/A2/22N/A153 188 — %
(7)
2,698 2,762 2,800 
Zeppelin Bidco LimitedServices: BusinessFirst Lien Senior Secured Term LoanSONIA + 6.25%, 6.9% Cash3/223/295,876 6,126 5,670 0.4 %
(3)(7)(8)(19)
RevolverSONIA + 6.25%, 6.9% Cash3/225/22— (2)(13)— %
(3)(7)(8)(19)
5,876 6,124 5,657 
Subtotal Non–Control / Non–Affiliate Investments (153.9%)2,066,303 2,025,944 1,928,010 
Affiliate Investments: (4)
1888 Industrial Services, LLCEnergy: Oil & GasFirst Lien Senior Secured Term LoanLIBOR + 5.00%, 6.0% Cash2/225/234,264 419 — — %
(7)(8)(10) (29)(32)
RevolverLIBOR + 6.00%, 7.0% Cash2/225/231,433 1,310 1,376 0.1 %
(7)(8)(10) (32)
Warrants (7,546.76 units)N/A2/22N/A— — — %
(7)(32)
5,697 1,729 1,376 
Charming Charlie LLCRetailFirst Lien Senior Secured Term Loan20.0% Cash2/225/22139 — — — %
(7)(29)(32)
First Lien Senior Secured Term Loan10.4% Cash2/2211/22770 — — — %
(29)(32)
First Lien Senior Secured Term LoanLIBOR + 12.00%, 14.3% Cash2/224/234,178 — — — %
(7)(8)(10) (29)(32)
First Lien Senior Secured Term LoanLIBOR + 5.00%, 7.3% Cash2/224/233,413 — — — %
(7)(8)(10) (29)(32)
Common Stock (34,923,249 shares)N/A2/22N/A— — — %
(7)(29)(32)
8,500 — — 
Eclipse Business Capital, LLCBanking, Finance, Insurance & Real EstateRevolverLIBOR + 7.25%7/217/287,091 6,973 7,091 0.6 %
(7)(9)
Second Lien Senior Secured Term Loan7.5% Cash7/217/284,545 4,505 4,545 0.4 %
(7)
LLC Units (89,447,396 units)N/A7/21N/A89,850 115,894 9.0 %
(7)
11,636 101,328 127,530 
29

Barings BDC, Inc.
Unaudited Consolidated Schedule of Investments — (Continued)
June 30, 2022
(Amounts in thousands, except share amounts)
Portfolio Company(6)
Industry
Investment Type (1) (2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Hylan Datacom & Electrical LLCConstruction & BuildingFirst Lien Senior Secured Term LoanSOFR + 8.00%, 9.5% Cash2/223/26$3,917 $3,633 $3,839 0.3 %
(7)(8)(17)
Second Lien Senior Secured Term LoanSOFR + 10.00%, 11.0% Cash2/223/273,850 3,850 3,773 0.3 %
(7)(8)(17)
Common Stock (102,144 shares)N/A2/22N/A— 5,219 5,219 0.4 %
(7)
7,767 12,702 12,831 
Jocassee Partners LLCInvestment Funds & Vehicles9.1% Member InterestN/A6/19N/A35,158 40,361 3.2 %
(3)
35,158 40,361 
Kemmerer Operations, LLCMetals & MiningFirst Lien Senior Secured Term Loan15.0% PIK2/226/232,422 2,422 2,422 0.2 %
(7)(32)
Common Stock (6.78 shares)N/A2/22N/A1,589 1,839 0.1 %
(7)(32)
2,422 4,011 4,261 
Sierra Senior Loan Strategy JV I LLCJoint Venture89.01% Member InterestN/A2/22N/A59,260 52,847 4.2 %
(3)(32)
59,260 52,847 
Thompson Rivers LLCInvestment Funds & Vehicles16.0% Member InterestN/A6/20N/A70,624 61,389 4.8 %
(3)
70,624 61,389 
Waccamaw River LLCInvestment Funds & Vehicles20% Member InterestN/A2/21N/A22,520 21,726 1.7 %
(3)
22,520 21,726 
Subtotal Affiliate Investments (25.7%)36,022 307,332 322,321 
Control Investments:(5)
Black Angus Steakhouses, LLCHotel, Gaming & LeisureFirst Lien Senior Secured Term LoanLIBOR + 9.00%, 10.7% Cash2/221/245,647 5,647 5,647 0.4 %
(7)(8)(9)(32)
First Lien Senior Secured Term Loan10.0% PIK2/221/2424,071 9,628 9,628 0.7 %
(7)(29)(32)
Common Stock (44.60 shares)N/A2/22N/A— — — %
(7)(32)
29,718 15,275 15,275 
JSC Tekers HoldingsReal Estate ManagementPreferred Stock (9,159,085 sharesN/A12/20N/A4,753 5,716 0.4 %
(3)(7)(30)
Common Stock (35,571 shares)N/A12/20N/A— — — %
(3)(7)(30)
4,753 5,716 
MVC Automotive Group GmbhAutomotiveBridge Loan (6.0% Cash6.0% Cash12/206/267,149 7,149 7,149 0.6 %
(3)(7)(30)
Common Equity interest (18,000 shares)N/A12/20N/A9,553 10,114 0.8 %
(3)(7)(30)
7,149 16,702 17,263 
MVC Private Equity Fund LPInvestment Funds & VehiclesGeneral Partnership Interest (1,831.4 units)N/A3/21N/A225 189 — %
(3)(30)
Limited Partnership Interest (71,790.4 units)N/A3/21N/A8,899 7,452 0.6 %
(3)(30)
9,124 7,641 
30

Barings BDC, Inc.
Unaudited Consolidated Schedule of Investments — (Continued)
June 30, 2022
(Amounts in thousands, except share amounts)
Portfolio Company(6)
Industry
Investment Type (1) (2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Security Holdings B.V.Electrical EngineeringBridge Loan5.0% PIK12/205/24$5,871 $5,871 $5,871 0.5 %
(3)(7)(30)
Senior Subordinated Term Loan3.1% PIK12/205/2410,371 10,371 10,371 0.8 %
(3)(7)(30)
Senior Unsecured Term Loan6.0% Cash, 9.0% PIK4/214/257,021 7,943 7,021 0.5 %
(3)(7)(30)
Common Stock Series A (17,100 shares)N/A2/22N/A560 737 0.1 %
(3)(7)(30)
Common Stock Series B (1,236 sharesN/A12/20N/A35,192 68,850 5.4 %
(3)(7)(30)
23,263 59,937 92,850 
Subtotal Control Investments (11.1%)60,130 105,791 138,745 
Total Investments, June 30, 2022 (190.7%)*
$2,162,455 $2,439,067 $2,389,076 
Derivative Instruments
Credit Support Agreements
Description(d)Counter PartySettlement DateNotional AmountValueUnrealized Appreciation (Depreciation)
MVC Credit Support Agreement(a)(b)(c)Barings LLC01/01/31$23,000 $9,340 $(4,260)
Sierra Credit Support Agreement(e)(f)(g)Barings LLC04/01/32100,000 36,700 (7,700)
Total Credit Support Agreements, June 30, 2022
$(11,960)
(a) The MVC Credit Support Agreement covers all of the investments acquired by Barings BDC, Inc. (the “Company”) from MVC Capital, Inc. ("MVC") in connection with the MVC Acquisition (as defined in “Note 1 – Organization, Business and Basis of Presentation”) and any investments received by the Company in connection with the restructuring, amendment, extension or other modification (including the issuance of new securities) of any of the investments acquired by the Company from MVC in connection with the MVC Acquisition (collectively, the “MVC Reference Portfolio”). Each investment that is included in the MVC Reference Portfolio is denoted in the above Schedule of Investments with footnote (30).
(b)      The Company and Barings LLC (“Barings”) entered into the MVC Credit Support Agreement pursuant to which Barings agreed to provide credit support to the Company in the amount of up to $23.0 million.
(c) Settlement Date means the earlier of (1) January 1, 2031 or (2) the date on which the entire MVC Reference Portfolio has been realized or written off.
(d) See “Note 2 – Agreements and Related Party Transactions” for additional information regarding the Credit Support Agreements.
(e)     The Sierra Credit Support Agreement covers all of the investments acquired by the Company from Sierra Income Corporation (“Sierra”) in connection with the Sierra Acquisition (as defined in “Note 1 – Organization, Business and Basis of Presentation”) and any investments received by the Company in connection with the restructuring, amendment, extension or other modification (including the issuance of new securities) of any of the investments acquired by the Company from Sierra in connection with the Sierra Acquisition (collectively, the “Sierra Reference Portfolio”). Each investment that is included in the Sierra Reference Portfolio is denoted in the above Schedule of Investments with footnote (32).
(f)      The Company and Barings entered into the Sierra Credit Support Agreement pursuant to which Barings agreed to provide credit support to the Company in the amount of up to $100.0 million.
(g) Settlement Date means the earlier of (1) April 1, 2032 or (2) the date on which the entire Sierra Reference Portfolio has been realized or written off.
31

Barings BDC, Inc.
Unaudited Consolidated Schedule of Investments — (Continued)
June 30, 2022
(Amounts in thousands, except share amounts)
Foreign Currency Forward Contracts:
DescriptionNotional Amount to be PurchasedNotional Amount to be SoldCounterpartySettlement DateUnrealized Appreciation (Depreciation)
Foreign currency forward contract (AUD)A$69,982$48,421Bank of America, N.A.07/07/22$(298)
Foreign currency forward contract (AUD)$51,174A$68,223Bank of America, N.A.07/07/224,260 
Foreign currency forward contract (AUD)$1,211A$1,759BNP Paribas SA07/07/22
Foreign currency forward contract (AUD)$48,426A$69,930Bank of America, N.A.10/06/22302 
Foreign currency forward contract (CAD)C$3,251$2,528HSBC Bank USA07/07/22(8)
Foreign currency forward contract (CAD)$49C$61BNP Paribas SA07/07/22
Foreign currency forward contract (CAD)$2,549C$3,190HSBC Bank USA07/07/2276 
Foreign currency forward contract (CAD)$2,543C$3,269HSBC Bank USA10/06/22
Foreign currency forward contract (DKK)2,159kr.$305Bank of America, N.A.07/07/22(2)
Foreign currency forward contract (DKK)$3232,159kr.Bank of America, N.A.07/07/2219 
Foreign currency forward contract (DKK)$3102,178kr.Bank of America, N.A.10/06/22
Foreign currency forward contract (EUR)€105,535$111,094HSBC Bank USA07/07/22(748)
Foreign currency forward contract (EUR)$111,089€100,635Bank of America, N.A.07/07/225,867 
Foreign currency forward contract (EUR)$5,201€4,901BNP Paribas SA07/07/2277 
Foreign currency forward contract (EUR)$10,597€10,000Bank of America, N.A.10/06/2273 
Foreign currency forward contract (EUR)$96,036€90,657HSBC Bank USA10/06/22620 
Foreign currency forward contract (NZD)NZ$11,801$7,373Bank of America, N.A.07/07/22(36)
Foreign currency forward contract (NZD)$8,151NZ$11,801Bank of America, N.A.07/07/22813 
Foreign currency forward contract (NZD)$7,346NZ$11,771Bank of America, N.A.10/06/2236 
Foreign currency forward contract (GBP)£23,156$29,159HSBC Bank USA07/07/22(1,037)
Foreign currency forward contract (GBP)$16,974£13,500HSBC Bank USA07/07/22579 
Foreign currency forward contract (GBP)$12,612£9,656Bank of America, N.A.07/07/22886 
Foreign currency forward contract (GBP)$16,274£13,331HSBC Bank USA10/06/2255 
Foreign currency forward contract (SEK)1,976kr$195Bank of America, N.A.07/07/22(2)
Foreign currency forward contract (SEK)$2131,976krHSBC Bank USA07/07/2220 
Foreign currency forward contract (SEK)$2012,026krBank of America, N.A.10/06/22
Foreign currency forward contract (CHF)3,100Fr.$3,241Bank of America, N.A.07/07/22(2)
Foreign currency forward contract (CHF)$3,2373,100Fr.Bank of America, N.A.07/07/22(2)
Foreign currency forward contract (CHF)$3,2623,100Fr.Bank of America, N.A.10/06/22
Total Foreign Currency Forward Contracts, June 30, 2022
$11,565 
_______________________________________________________________
*    Fair value as a percentage of net assets.
(1)All debt investments are income producing, unless otherwise noted. Eclipse Business Capital, LLC, Ferrellgas L.P., Thompson Rivers LLC and Waccamaw River LLC equity investments are income producing. All other equity and any equity-linked investments are non-income producing. The Company's Board of Directors (the "Board") determined in good faith that all investments were valued at fair value in accordance with the Company's valuation policies and procedures and the Investment Company Act of 1940, as amended (the “1940 Act”), based on, among other things, the input of the Company's external investment adviser, Barings, the Company’s Audit Committee and independent valuation firms that have been engaged to assist in the valuation of the Company's middle-market investments. In addition, all debt investments are variable rate investments unless otherwise noted. Index-based floating interest rates are generally subject to a contractual minimum interest rate. A majority of the variable rate loans in the Company's investment portfolio bear interest at a rate that may be determined by reference to LIBOR, EURIBOR, GBP LIBOR, BBSY, STIBOR, CDOR, SOFR, SONIA, SARON, BKBM or an alternate Base Rate (commonly based on the Federal Funds Rate or the Prime Rate), which typically reset semi-annually, quarterly, or monthly at the borrower's option. The borrower may also elect to have multiple interest reset periods for each loan.
(2)All of the Company’s portfolio company investments (including joint venture investments), which as of June 30, 2022 represented 190.7% of the Company’s net assets, are subject to legal restrictions on sales. The acquisition date represents the date of the Company's initial investment in the relevant portfolio company.
(3)Investment is not a qualifying investment as defined under Section 55(a) of the 1940 Act. Non-qualifying assets represent 27.7% of total investments at fair value as of June 30, 2022. Qualifying assets must represent at least 70% of total assets at the time of acquisition of any additional non-qualifying assets. If at any time qualifying assets do not represent at least 70% of the Company's total assets, the Company will be precluded from acquiring any additional non-qualifying asset until such time as it complies with the requirements of Section 55(a).
32

Barings BDC, Inc.
Unaudited Consolidated Schedule of Investments — (Continued)
June 30, 2022
(Amounts in thousands, except share amounts)
(4)As defined in the 1940 Act, the Company is deemed to be an “affiliated person” of the portfolio company as the Company owns between 5% or more, up to 25% (inclusive), of the portfolio company's voting securities (“non-controlled affiliate”). Transactions related to investments in non-controlled "Affiliate Investments" for the six months ended June 30, 2022 were as follows:
December 31, 2021
Value
Gross Additions
(b)
Gross Reductions (c) Amount of Realized Gain (Loss)  Amount of Unrealized Gain (Loss)
June 30, 2022 Value
Amount of Interest or Dividends Credited to Income(d)
Portfolio CompanyType of Investment(a)
1888 Industrial Services, LLC(e)
First Lien Senior Secured Term Loan (LIBOR + 5.0%, 6.0% Cash)(f)
$— $419 $— $— $(419)$— $— 
Revolver (LIBOR + 6.0%, 7.0% Cash)— 1,310 — — 66 1,376 32 
Warrants (7,546.76 units)— — — — — — — 
— 1,729 — — (353)1,376 32 
Charming Charlie LLC(e)(f)
First Lien Senior Secured Term Loan (20.0% Cash)— — — — — — — 
First Lien Senior Secured Term Loan (10.4% Cash)— — — — — — — 
First Lien Senior Secured Term Loan (LIBOR + 12.0%, 14.3% Cash)— — — — — — — 
First Lien Senior Secured Term Loan (LIBOR + 5.0%, 7.3% Cash)— — — — — — — 
Common Stock (34,923,249 shares)— — — — — — — 
— — — — — — — 
Eclipse Business Capital, LLC (e)
Revolver (LIBOR + 7.25%)1,818 5,283 — — (10)7,091 156 
Second Lien Senior Secured Term Loan (7.5% Cash)4,738 — — (195)4,545 170 
LLC units (89,447,396 units)92,668 — — — 23,226 115,894 6,883 
99,224 5,285 — — 23,021 127,530 7,209 
Hylan Datacom & Electrical LLC(e)
First Lien Senior Secured Term Loan (SOFR + 8.0%, 9.5% Cash)— 3,532 — 101 206 3,839 140 
Second Lien Senior Secured Term Loan (SOFR + 10.0%, 11.0% Cash)— 3,850 — — (77)3,773 133 
Common Stock (102,144 shares)— 5,219 — — — 5,219 — 
— 12,601 — 101 129 12,831 273 
Jocassee Partners LLC9.1% Member Interest37,601 5,000 — — (2,240)40,361 — 
37,601 5,000 — — (2,240)40,361 — 
JSC Tekers Holdings(e)
Preferred Stock (9,159,085 shares)6,197 — (6,197)— — — — 
Common Stock (3,201 shares)— — — — — — — 
6,197 — (6,197)— — — — 
Kemmerer Operations, LLC(e)
First Lien Senior Secured Term Loan (15.0% PIK)— 2,693 (271)— — 2,422 131 
Common Stock (6.78 shares)— 1,589 — — 250 1,839 
— 4,282 (271)— 250 4,261 131 
Security Holdings B.V(e)
Bridge Loan (5.0% PIK 5/31/2021)5,451 — (5,451)— — — — 
Senior Subordinated Loan (3.1% PIK)9,525 — (9,525)— — — — 
Senior Unsecured Term Loan (9.0% PIK)7,307 — (7,307)— — — — 
Common Equity Interest24,825 — (24,825)— — — — 
47,108 — (47,108)— — — — 
33

Barings BDC, Inc.
Unaudited Consolidated Schedule of Investments — (Continued)
June 30, 2022
(Amounts in thousands, except share amounts)
December 31, 2021
Value
Gross Additions
(b)
Gross Reductions (c) Amount of Realized Gain (Loss)  Amount of Unrealized Gain (Loss)
June 30, 2022 Value
Amount of Interest or Dividends Credited to Income(d)
Portfolio CompanyType of Investment(a)
Sierra Senior Loan Strategy JV I LLC89.01% Member Interest— 85,963 (26,703)— (6,413)52,847 1,602 
— 85,963 (26,703)— (6,413)52,847 1,602 
Thompson Rivers LLC16.0% Member Interest84,438 — (8,790)— (14,259)61,389 5,492 
84,438 — (8,790)— (14,259)61,389 5,492 
Waccamaw River LLC20% Member Interest13,501 8,800 — — (575)21,726 774 
13,501 8,800 — — (575)21,726 774 
Total Affiliate Investments$288,069 $123,660 $(89,069)$101 $(440)$322,321 $15,513 
(a)     Eclipse Business Capital, LLC, Thompson Rivers LLC, Sierra Senior Loan Strategy JV I LLC and Waccamaw River LLC equity investments are income producing. All other equity and any equity-linked investments are non-income producing.
(b)     Gross additions include increases in the cost basis of investments resulting from new investments and follow-on investments.
(c)    Gross reductions include decreases in the total cost basis of investments resulting from principal repayments, sales and return of capital.
(d) Represents the total amount of interest, fees or dividends credited to income for the portion of the year an investment was included in the Affiliate category.
(e) The fair value of the investment was determined using significant unobservable inputs.
(f) Non-accrual investment.
(5)    As defined in the 1940 Act, the Company is deemed to be both an “affiliated person” and “control” the portfolio company because it owns more than 25% of the portfolio company’s outstanding voting securities or it has the power to exercise control over the management or policies of such portfolio company (including through a management agreement). Transactions as of and during the six months ended June 30, 2022 in which the portfolio company is deemed to be a "Control Investment" of the Company were as follows:
December 31, 2021
Value
Gross Additions
(b)
Gross Reductions (c) Amount of Realized Gain (Loss)  Amount of Unrealized Gain (Loss)
June 30, 2022
Value
 Amount of Interest or Dividends Credited to Income(d)
Portfolio CompanyType of Investment(a)
Black Angus Steakhouses, LLC(e)
First Lien Senior Secured Term Loan (LIBOR + 9.0%, 10.7% Cash)$— $5,647 $— $— $— $5,647 $198 
First Lien Senior Secured Term Loan (10.0% PIK)(f)
— 9,628 — — — 9,628 — 
Common Stock (44.6 shares)— — — — — — — 
— 15,275 — — — 15,275 198 
JSC Tekers Holdings(e)
Preferred Stock (9,159,085 shares)— 6,197 — — (481)5,716 — 
Common Stock (3,201 shares)— — — — — — — 
— 6,197 — — (481)5,716 — 
MVC Automotive Group GmbH(e)
Bridge Loan (6.0% PIK 12/31/2021)7,149 — — — — 7,149 216 
Common Equity Interest7,699 — — — 2,415 10,114 — 
14,848 — — — 2,415 17,263 216 
MVC Private Equity Fund LPGeneral Partnership Interest188 — — — 189 (921)
Limited Partnership Interest7,376 — — — 76 7,452 — 
7,564 — — — 77 7,641 (921)
34

Barings BDC, Inc.
Unaudited Consolidated Schedule of Investments — (Continued)
June 30, 2022
(Amounts in thousands, except share amounts)
December 31, 2021
Value
Gross Additions
(b)
Gross Reductions (c) Amount of Realized Gain (Loss)  Amount of Unrealized Gain (Loss)
June 30, 2022
Value
 Amount of Interest or Dividends Credited to Income(d)
Portfolio CompanyType of Investment(a)
Security Holdings B.V(e)
Bridge Loan (5.0% PIK, Acquired 12/20, Due 05/24)$— $5,871 $— $— $— $5,871 $144 
Senior Subordinated Term Loan (3.1% PIK, Acquired 12/20, Due 05/24)— 10,371 — — — 10,371 169 
Senior Subordinated Note (5.0% PIK, Acquired 12/20, Due 05/22)— 14,567 (13,754)(813)— — 174 
Senior Unsecured Term Loan (6.0% Cash, 9.0% PIK, Acquired 04/21, Due 04/25)— 7,610 — — (589)7,021 516 
Common Stock Series A (17,100 shares, Acquired 02/22)— 560 — — 177 737 — 
Common Stock Series B (1,236 shares, Acquired 12/20)— 38,753 — — 30,097 68,850 — 
— 77,732 (13,754)(813)29,685 92,850 1,003 
Total Control Investments$22,412 $99,204 $(13,754)$(813)$31,696 $138,745 $496 
(a)     Equity and equity-linked investments are non-income producing, unless otherwise noted.
(b) Gross additions include increases in the cost basis of investments resulting from new investments and follow-on investments.
(c)     Gross reductions include decreases in the total cost basis of investments resulting from principal repayments, sales and return of capital.
(d)    Represents the total amount of interest, fees or dividends credited to income for the portion of the year an investment was included in the Control category.
(e) The fair value of the investment was determined using significant unobservable inputs.
(f) Non-accrual investment
(6)Some or all of the investment is or will be encumbered as security for the Company's $1.1 billion senior secured credit facility with ING Capital LLC initially entered into in February 2019 (as amended, restated and otherwise modified from time to time, the "February 2019 Credit Facility").
(7)The fair value of the investment was determined using significant unobservable inputs.
(8)Debt investment includes interest rate floor feature.
(9)The interest rate on these loans is subject to 1 Month LIBOR, which as of June 30, 2022 was 1.78671%.
(10)The interest rate on these loans is subject to 3 Month LIBOR, which as of June 30, 2022 was 2.28514%.
(11)The interest rate on these loans is subject to 6 Month LIBOR, which as of June 30, 2022 was 2.93514%.
(12)The interest rate on these loans is subject to 3 Month GBP LIBOR, which as of June 30, 2022 was 1.66920%.
(13)The interest rate on these loans is subject to 1 Month EURIBOR, which as of June 30, 2022 was -0.50800%.
(14)The interest rate on these loans is subject to 3 Month EURIBOR, which as of June 30, 2022 was -0.19500%.
(15)The interest rate on these loans is subject to 6 Month EURIBOR, which as of June 30, 2022 was 0.26300%.
(16)The interest rate on these loans is subject to 1 Month SOFR, which as of June 30, 2022 was 1.68597%.
(17)The interest rate on these loans is subject to 3 Month SOFR, which as of June 30, 2022 was 2.11654%.
(18)The interest rate on these loans is subject to 6 Month SOFR, which as of June 30, 2022 was 2.63063%.
(19)The interest rate on these loans is subject to 1 Month SONIA, which as of June 30, 2022 was 1.19310%.
(20)The interest rate on these loans is subject to 3 Month SONIA, which as of June 30, 2022 was 1.54990%.
(21)The interest rate on these loans is subject to 6 Month SONIA, which as of June 30, 2022 was 1.97950%.
(22)The interest rate on these loans is subject to 1 Month BBSY, which as of June 30, 2022 was 1.14000%.
(23)The interest rate on these loans is subject to 3 Month BBSY, which as of June 30, 2022 was 1.81320%.
(24)The interest rate on these loans is subject to 6 Month BBSY, which as of June 30, 2022 was 2.67220%.
(25)The interest rate on these loans is subject to 3 Month CDOR, which as of June 30, 2022 was 2.75500%.
(26)The interest rate on these loans is subject to 3 Month STIBOR, which as of June 30, 2022 was 0.00802%.
(27)The interest rate on these loans is subject to 3 Month BKBM, which as of June 30, 2022 was 2.68000%.
(28)The interest rate on these loans is subject to 3 Month SARON, which as of June 30, 2022 was -0.62710%.
(29)Non-accrual investment.
(30)Investment was purchased as part of the MVC Acquisition and is part of the MVC Reference Portfolio for purposes of the MVC Credit Support Agreement.
(31)In 2017, MVC received $5.7 million of 9.5% second lien callable notes due in 2025, in lieu of an escrow to satisfy any indemnification claims associated with MVC’s sale of its equity investment in U.S. Gas & Electric ("U.S. Gas"). Effective January 1, 2018, the cost basis of the U.S. Gas second lien loan was decreased by approximately $3.0 million due to a working capital adjustment. This loan is still subject to indemnification adjustments.
(32)Investment was purchased as part of the Sierra Acquisition and is part of the Sierra Reference Portfolio for purposes of the Sierra Credit Support Agreement.


See accompanying notes.
35

Barings BDC, Inc.
Consolidated Schedule of Investments
December 31, 2021
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Non–Control / Non–Affiliate Investments:
1WorldSync, Inc. IT Consulting & Other ServicesFirst Lien Senior Secured Term Loan LIBOR + 6.25%, 7.3% Cash07/1907/25$16,434 $16,185 $16,434 2.2 %
(7) (8) (10)
16,434 16,185 16,434 
Accelerate Learning, Inc.
Education ServicesFirst Lien Senior Secured Term Loan LIBOR + 5.0%, 6.0% Cash12/1812/247,568 7,486 7,429 1.0 %
(7) (8) (10)
7,568 7,486 7,429 
Acclime Holdings HK Limited
Business ServicesFirst Lien Senior Secured Term Loan LIBOR + 6.5%, 7.0% Cash08/2107/271,211 1,138 1,147 0.2 %
(3) (7) (8) (10)
1,211 1,138 1,147 
Accurus Aerospace CorporationAerospace & DefenseFirst Lien Senior Secured Term Loan LIBOR + 4.5%, 5.5% Cash, 1.50% PIK10/1810/2424,874 24,684 24,016 3.2 %
(7) (8) (11)
24,874 24,684 24,016 
ADB Safegate Aerospace & DefenseSecond Lien Senior Secured Term Loan LIBOR + 7.75%, 8.8% Cash08/2107/255,500 5,091 5,106 0.7 %
(3) (8) (10)
5,500 5,091 5,106 
Advantage Software Company (The), LLC Advertising, Printing & PublishingClass A1 Partnership Units (8,717.76 units)N/A12/21N/A280 280 — %
*(7)
Class A2 Partnership Units (2,248.46 units)N/A12/21N/A72 72 — %
*(7)
Class B1 Partnership Units (8,717.76 units)N/A12/21N/A— %
*(7)
Class B2 Partnership Units (2,248.46 units)N/A12/21N/A— %
*(7)
363 363 
Aftermath Bidco CorporationProfessional ServicesFirst Lien Senior Secured Term LoanLIBOR + 5.0%, 6.0% Cash04/1904/259,425 9,299 9,303 1.3 %
(7) (8) (10)
9,425 9,299 9,303 
Air Canada 2020-2 Class B Pass Through TrustAirlinesStructured Secured Note - Class B9.0% Cash09/2010/256,170 6,170 6,822 0.9 %
6,170 6,170 6,822 
Air Comm Corporation, LLC Aerospace & DefenseFirst Lien Senior Secured Term Loan LIBOR + 5.5%, 6.3% Cash06/2107/2711,540 11,265 11,280 1.5 %
(7) (8) (10)
11,540 11,265 11,280 
AIT Worldwide Logistics Holdings, Inc.Transportation ServicesSecond Lien Senior Secured Term Loan LIBOR + 7.75%, 8.5% Cash04/2104/296,460 6,325 6,460 0.9 %
*(7) (8) (10)
 Partnership Units (348.68 units)N/A04/21N/A349 689 0.1 %
*(7)
6,460 6,674 7,149 
Alpine US Bidco LLC Agricultural ProductsSecond Lien Senior Secured Term Loan LIBOR + 9.0%, 9.8% Cash05/2105/2918,157 17,642 17,975 2.4 %
(7) (8) (10)
18,157 17,642 17,975 
Amtech LLC TechnologyFirst Lien Senior Secured Term Loan LIBOR + 5.5%, 6.3% Cash11/2111/274,091 3,958 3,955 0.5 %
(7) (8) (9)
RevolverLIBOR + 5.5%, 6.3% Cash11/2111/27— (13)(14)— %
(7) (8) (10)
4,091 3,945 3,941 
Anagram Holdings, LLC
Chemicals, Plastics, & RubberFirst Lien Senior Secured Note 10.0% Cash, 5.0% PIK08/2008/2514,395 13,459 16,051 2.2 %
*(3)
14,395 13,459 16,051 
AnalytiChem Holding GmbhChemicalsFirst Lien Senior Secured Term Loan EURIBOR + 6.25%, 6.3% Cash11/2111/282,801 2,580 2,576 0.3 %
(3) (7) (8) (14)
2,801 2,580 2,576 
36

Barings BDC, Inc.
Consolidated Schedule of Investments — (Continued)
December 31, 2021
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Anju Software, Inc. Application SoftwareFirst Lien Senior Secured Term Loan LIBOR + 6.25%, 6.3% Cash02/1902/25$13,528 $13,355 $13,284 1.8 %
(7) (8) (9)
13,528 13,355 13,284 
AP Aristotle Holdings, LLCOil Field ServicesSubordinated Term Loan 19.8% Cash12/2106/251,883 1,890 1,854 0.2 %
*(7)
1,883 1,890 1,854 
Apex Bidco Limited Business Equipment & ServicesFirst Lien Senior Secured Term LoanGBP LIBOR + 6.25%, 6.8% Cash01/2001/271,974 1,869 1,970 0.3 %
(3) (7) (8) (12)
Subordinated Senior Unsecured Term Loan 8.0% PIK01/2001/27278 264 278 — %
(3) (7)
2,252 2,133 2,248 
Aptus 1829. GmbH Chemicals, Plastics, & RubberFirst Lien Senior Secured Term Loan EURIBOR + 6.5%, 6.5% Cash09/2109/274,656 4,717 4,552 0.6 %
(3) (7) (8) (14)
Preferred Stock (13 shares)N/A09/21N/A120 111 — %
(3) (7)
Common Stock (48 shares)N/A09/21N/A12 11 — %
(3) (7)
4,656 4,849 4,674 
Apus Bidco Limited Banking, Finance, Insurance & Real EstateFirst Lien Senior Secured Term LoanSONIA + 5.5%, 5.5% Cash02/2103/283,902 3,874 3,823 0.5 %
(3) (7) (8) (17)
3,902 3,874 3,823 
AQA Acquisition Holding, Inc.High Tech IndustriesSecond Lien Senior Secured Term Loan LIBOR + 7.5%, 8.0% Cash03/2103/2920,000 19,510 20,000 2.7 %
(7) (8) (10)
20,000 19,510 20,000 
Aquavista Watersides 2 LTD Transportation ServicesFirst Lien Senior Secured Term Loan SONIA + 6.0%, 6.1% Cash12/2112/286,042 5,696 5,766 0.8 %
(3) (7) (8) (17)
Second Lien Senior Secured Term LoanSONIA + 10.5% PIK12/2112/281,510 1,446 1,465 0.2 %
(3) (7) (8) (17)
Revolver SONIA + 6.0%, 6.1% Cash12/2112/22— (4)(5)— %
(3) (7) (8) (17)
7,552 7,138 7,226 
Arch Global Precision LLCIndustrial MachineryFirst Lien Senior Secured Term Loan LIBOR + 4.75%, 4.8% Cash04/1904/269,248 9,244 9,248 1.2 %
(7) (8) (10)
9,248 9,244 9,248 
Archimede Consumer ServicesFirst Lien Senior Secured Term Loan EURIBOR + 6.0%, 6.0% Cash10/2010/278,415 8,761 8,255 1.1 %
(3) (7) (8) (14)
8,415 8,761 8,255 
Argus Bidco Limited High Tech IndustriesFirst Lien Senior Secured Term Loan SONIA + 5.5%, 5.8% Cash12/2012/272,682 2,559 2,682 0.4 %
(3) (7) (8) (16)
First Lien Senior Secured Term Loan LIBOR + 5.5%, 5.8% Cash05/2112/27672 653 672 0.1 %
(3) (7) (8) (10)
3,354 3,212 3,354 
Armstrong Transport Group (Pele Buyer, LLC ) Air Freight & LogisticsFirst Lien Senior Secured Term Loan LIBOR + 4.75%, 5.8% Cash06/1906/244,020 3,961 3,939 0.5 %
(7) (8) (10)
4,020 3,961 3,939 
ASPEQ Heating Group LLCBuilding Products, Air & HeatingFirst Lien Senior Secured Term LoanLIBOR + 5.25%, 6.3% Cash11/1911/258,464 8,377 8,464 1.1 %
(7) (8) (9)
8,464 8,377 8,464 
Astra Bidco Limited HealthcareFirst Lien Senior Secured Term Loan SONIA + 5.75%, 5.8% Cash11/2111/285,786 5,479 5,535 0.7 %
(3) (7) (8) (16)
5,786 5,479 5,535 
Auxi International Commercial FinanceFirst Lien Senior Secured Term Loan EURIBOR + 6.25%, 6.3% Cash12/1912/261,592 1,521 1,439 0.2 %
(3) (7) (8) (15)
First Lien Senior Secured Term Loan SONIA + 6.25%, 6.3% Cash04/2112/26907 897 820 0.1 %
(3) (7) (8) (17)
2,499 2,418 2,259 
37

Barings BDC, Inc.
Consolidated Schedule of Investments — (Continued)
December 31, 2021
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Avance Clinical Bidco Pty LtdHealthcareFirst Lien Senior Secured Term Loan BBSY + 5.5%, 6.0% Cash11/2111/27$6,457 $6,040 $6,158 0.8 %
(3) (7) (8) (20)
6,457 6,040 6,158 
AVSC Holding Corp. AdvertisingFirst Lien Senior Secured Term Loan LIBOR + 3.25%, 4.3% Cash, 0.25% PIK08/1803/254,867 4,405 4,458 0.6 %
(8) (10)
First Lien Senior Secured Term Loan LIBOR + 4.5%, 5.5% Cash, 1.0% PIK08/1810/26748 693 693 0.1 %
(8) (10)
First Lien Senior Secured Term Loan 5.0% Cash, 10.0% PIK11/2010/265,514 5,399 6,404 0.9 %
11,129 10,497 11,555 
Azalea Buyer, Inc. TechnologyFirst Lien Senior Secured Term Loan LIBOR + 5.25%, 6.3% Cash11/2111/274,606 4,496 4,494 0.6 %
(7) (10)
Subordinated Term Loan 12.0% PIK11/2105/281,260 1,235 1,234 0.2 %
*(7)
Common Stock (192,307.7 shares)N/A11/21N/A192 192 — %
*(7)
Revolver LIBOR + 5.25%, 6.3% Cash11/2111/27— (9)(10)— %
(7) (10)
5,866 5,914 5,910 
Bariacum S.A. Consumer ProductsFirst Lien Senior Secured Term Loan EURIBOR + 5.5%, 5.5% Cash11/2111/286,482 6,236 6,244 0.8 %
(3) (7) (8) (14)
6,482 6,236 6,244 
BDP International, Inc. (f/k/a BDP Buyer, LLC) Air Freight & LogisticsFirst Lien Senior Secured Term Loan LIBOR + 4.75%, 5.8% Cash12/1812/2414,849 14,643 14,626 2.0 %
(7) (8) (9)
14,849 14,643 14,626 
Benify (Bennevis AB)
High Tech IndustriesFirst Lien Senior Secured Term Loan STIBOR + 5.25%, 5.3% Cash07/1907/261,286 1,222 1,286 0.2 %
(3) (7) (8) (18)
1,286 1,222 1,286 
Beyond Risk Management, Inc. Other FinancialFirst Lien Senior Secured Term Loan LIBOR + 4.5%, 5.3% Cash10/2109/272,427 2,336 2,327 0.3 %
(7) (8) (10)
2,427 2,336 2,327 
Bidwax Non-durable Consumer GoodsFirst Lien Senior Secured Term Loan EURIBOR + 6.5%, 6.5% Cash02/2102/287,960 8,062 7,741 1.0 %
(3) (7) (8) (14)
7,960 8,062 7,741 
BigHand UK Bidco Limited High Tech IndustriesFirst Lien Senior Secured Term Loan GBP LIBOR + 5.25%, 5.4% Cash01/2101/28909 880 878 0.1 %
(3) (7) (8) (13)
909 880 878 
Black Diamond Equipment Rentals LLC Equipment RentalSecond Lien Loan 12.5% Cash12/2006/2210,000 10,000 10,000 1.4 %(7) (25)
Warrants (4.17 units)N/A12/20N/A1,010 864 0.1 %(7) (25)
10,000 11,010 10,864 
Bounteous, Inc. TechnologyFirst Lien Senior Secured Term Loan LIBOR + 5.0%, 6.0% Cash08/2108/274,911 4,752 4,756 0.6 %(7) (8) (10)
4,911 4,752 4,756 
Brightline Trains Florida LLCTransportationSenior Secured Note 8.0% Cash08/2101/285,000 5,000 5,005 0.7 %
*(7)
5,000 5,000 5,005 
Brightpay Limited TechnologyFirst Lien Senior Secured Term Loan EURIBOR + 5.25%, 5.3% Cash10/2110/281,918 1,883 1,862 0.3 %(3) (7) (8) (14)
1,918 1,883 1,862 
BrightSign LLC Media & EntertainmentFirst Lien Senior Secured Term Loan LIBOR + 5.75%, 6.8% Cash10/2110/2712,811 12,687 12,683 1.7 %(7) (8) (10)
LLC units (1,107,492.71 units)N/A10/21N/A1,107 1,135 0.2 %
*(7)
Revolver LIBOR + 5.75%, 6.8% Cash10/2110/27— (13)(13)— %(7) (8) (10)
12,811 13,781 13,805 
38

Barings BDC, Inc.
Consolidated Schedule of Investments — (Continued)
December 31, 2021
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
British Airways 2020-1 Class B Pass Through TrustAirlinesStructured Secured Note - Class B 8.4% Cash11/2011/28$810 $810 $916 0.1 %
810 810 916 
British Engineering Services Holdco Limited Commercial Services & SuppliesFirst Lien Senior Secured Term Loan SONIA + 6.75%, 7.0% Cash12/2012/2715,530 15,081 15,406 2.1 %(3) (7) (8) (17)
Revolver SONIA + 6.75%, 7.0% Cash12/2006/22— (2)(5)— %(3) (7) (8) (17)
15,530 15,079 15,401 
Brown Machine Group Holdings, LLC Industrial EquipmentFirst Lien Senior Secured Term Loan LIBOR + 5.25%, 6.3% Cash10/1810/246,634 6,587 6,634 0.9 %(7) (8) (9)
6,634 6,587 6,634 
Cadent, LLC (f/k/a Cross MediaWorks) Media & EntertainmentFirst Lien Senior Secured Term Loan LIBOR + 5.0%, 6.0% Cash09/1809/236,913 6,888 6,913 0.9 %(7) (8) (9)
6,913 6,888 6,913 
CAi Software, LLC TechnologyFirst Lien Senior Secured Term Loan LIBOR + 6.25%, 7.3% Cash12/2112/289,057 8,877 8,876 1.2 %(7) (8) (10)
Revolver LIBOR + 6.25%, 7.3% Cash12/2112/28— (19)(19)— %
9,057 8,858 8,857 
Canadian Orthodontic Partners Corp.HealthcareFirst Lien Senior Secured Term Loan CDOR + 6.5%, 7.5% Cash06/2103/261,640 1,697 1,625 0.2 %(3) (7) (8) (21)
1,640 1,697 1,625 
Carlson Travel, Inc Business Travel ManagementFirst Lien Senior Secured Note 8.5% Cash11/2111/266,050 5,654 6,161 0.8 %
Common Stock (94,155 shares)N/A11/21N/A1,655 3,084 0.4 %
6,050 7,309 9,245 
Centralis Finco S.a.r.l. Diversified Financial ServicesFirst Lien Senior Secured Term Loan EURIBOR + 5.25%, 5.3% Cash05/2005/27807 739 807 0.1 %(3) (7) (8) (14)
807 739 807 
Ceres Pharma NV PharmaceuticalsFirst Lien Senior Secured Term Loan EURIBOR + 5.5%, 5.5% Cash10/2110/284,556 4,444 4,355 0.6 %(3) (7) (8) (15)
4,556 4,444 4,355 
Cineworld Group PLC
Leisure ProductsSuper Senior Secured Term Loan 7.0% Cash, 8.3% PIK11/2005/241,786 1,591 2,128 0.3 %
*(3)
Super Senior Secured Term Loan LIBOR + 8.25%, 9.3% Cash07/2105/24994 961 1,054 0.2 %
*(3) (8) (11)
Warrants (553,375 units)N/A12/20N/A102 244 — %
*(3)
2,780 2,654 3,426 
Classic Collision (Summit Buyer, LLC) Auto Collision Repair CentersFirst Lien Senior Secured Term Loan LIBOR + 5.0%, 6.0% Cash01/2001/2612,587 12,384 12,448 1.7 %(7) (8) (10)
12,587 12,384 12,448 
CM Acquisitions Holdings Inc. Internet & Direct MarketingFirst Lien Senior Secured Term Loan LIBOR + 4.75%, 5.8% Cash05/1905/2519,106 18,897 19,106 2.6 %(7) (8) (10)
19,106 18,897 19,106 
CMT Opco Holding, LLC (Concept Machine) DistributorsFirst Lien Senior Secured Term Loan LIBOR + 5.0%, 6.0% Cash01/2001/254,144 4,090 3,999 0.6 %(7) (8) (10)
LLC Units (8,782 units)N/A01/20N/A352 227 — %
*(7)
4,144 4,442 4,226 
Coastal Marina Holdings, LLC Other FinancialSubordinated Term Loan 10.0% PIK11/2111/3117,608 15,965 15,966 2.2 %
*(7)
LLC Units (547,591 units)N/A11/21N/A1,643 1,643 0.2 %
*(7)
17,608 17,608 17,609 
39

Barings BDC, Inc.
Consolidated Schedule of Investments — (Continued)
December 31, 2021
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Cobham Slip Rings SAS Diversified ManufacturingFirst Lien Senior Secured Term Loan LIBOR + 6.25%, 6.4% Cash11/2111/28$4,303 $4,199 $4,196 0.6 %(3) (7) (8) (10)
4,303 4,199 4,196 
Command Alkon (Project Potter Buyer, LLC) SoftwareFirst Lien Senior Secured Term Loan LIBOR + 8.25%, 9.3% Cash04/2004/2713,779 13,290 13,658 1.9 %(7) (8) (9)
Class A Units (90.384 units)N/A04/20N/A90 101 — %
*(7)
Class B Units (33,324.69 units)N/A04/20N/A— 186 — %
*(7)
13,779 13,380 13,945 
Contabo Finco S.À R.LInternet Software & ServicesFirst Lien Senior Secured Term Loan SONIA + 5.25%, 5.3% Cash11/2110/265,949 5,819 5,830 0.8 %(3) (7) (8) (16)
5,949 5,819 5,830 
Coyo Uprising GmbH Technology
First Lien Senior Secured Term Loan EURIBOR + 6.5%, 6.5% Cash09/2109/284,062 4,050 3,938 0.5 %(3) (7) (8) (14)
Class A Units (440.0 units)N/A09/21N/A205 587 0.1 %(3) (7)
Class B Units (191.0 units)N/A09/21N/A446 252 — %(3) (7)
4,062 4,701 4,777 
Crash Champions AutomotiveFirst Lien Senior Secured Term Loan LIBOR + 5.0%, 6.0% Cash05/2108/2514,567 14,040 13,968 1.9 %(7) (8) (10)
14,567 14,040 13,968 
CSL DualCom Tele-communicationsFirst Lien Senior Secured Term Loan GBP LIBOR + 5.5%, 5.5% Cash09/2009/271,341 1,203 1,301 0.2 %(3) (7) (8) (13)
1,341 1,203 1,301 
Custom Alloy Corporation Manufacturer of Pipe Fittings & ForgingsSecond Lien Loan 15.0% PIK12/2004/2245,000 37,043 27,450 3.7 %(7) (24) (25)
Revolver 15.0% PIK12/2004/224,255 3,738 2,596 0.3 %(7) (24) (25)
49,255 40,781 30,046 
CVL 3Capital EquipmentFirst Lien Senior Secured Term Loan EURIBOR + 5.5%, 5.5% Cash12/2112/285,913 5,724 5,766 0.8 %(3) (7) (8) (14)
First Lien Senior Secured Term Loan SOFR + 5.5%, 5.5% Cash12/2112/283,382 3,298 3,298 0.4 %(3) (7) (8) (22)
6-Month Bridge Term Loan EURIBOR + 5.5%, 5.5% Cash12/2106/22796 772 788 0.1 %(3) (7) (8) (14)
10,091 9,794 9,852 
CW Group Holdings, LLC High Tech IndustriesFirst Lien Senior Secured Term Loan LIBOR + 6.0%, 7.0% Cash01/2101/272,817 2,762 2,774 0.4 %(7) (8) (10)
LLC Units (161,290.32 units)N/A01/21N/A161 112 — %
*(7)
2,817 2,923 2,886 
Dart Buyer, Inc. Aerospace & DefenseFirst Lien Senior Secured Term Loan LIBOR + 5.25%, 6.3% Cash04/1904/2512,217 12,047 11,734 1.6 %(3) (7) (8) (10)
12,217 12,047 11,734 
DecksDirect, LLC Building MaterialsFirst Lien Senior Secured Term Loan LIBOR + 6.0%, 7.0% Cash12/2112/26727 713 713 0.1 %
*(7) (8) (9)
Revolver LIBOR + 6.0%, 7.0% Cash12/2112/26— (4)(4)— %
*(7) (8) (10)
LLC Units (1,280.8 units)N/A12/21N/A55 55 — %
*(7)
727 764 764 
Discovery Education, Inc. PublishingFirst Lien Senior Secured Term Loan LIBOR + 4.75%, 5.8% Cash10/2010/2611,815 11,626 11,815 1.6 %(7) (8) (10)
11,815 11,626 11,815 
Distinct Holdings, Inc. Systems SoftwareFirst Lien Senior Secured Term Loan LIBOR + 4.75%, 5.8% Cash04/1912/236,880 6,841 6,715 0.9 %(7) (8) (9)
6,880 6,841 6,715 
40

Barings BDC, Inc.
Consolidated Schedule of Investments — (Continued)
December 31, 2021
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Dragon Bidco TechnologyFirst Lien Senior Secured Term Loan EURIBOR + 6.75%, 6.8% Cash04/2104/28$2,729 $2,812 $2,676 0.4 %(3) (7) (8) (15)
2,729 2,812 2,676 
DreamStart Bidco SAS (d/b/a SmartTrade) Diversified Financial ServicesFirst Lien Senior Secured Term Loan EURIBOR + 5.25%, 5.3% Cash03/2003/272,418 2,295 2,385 0.3 %(3) (7) (8) (15)
2,418 2,295 2,385 
Dune GroupHealth Care EquipmentFirst Lien Senior Secured Term Loan LIBOR + 5.75%, 6.0% Cash09/2109/281,230 1,205 1,202 0.2 %(3) (7) (8) (10)
First Lien Senior Secured Term Loan EURIBOR + 5.75%, 5.8% Cash09/2109/28131 105 113 — %(3) (7) (8) (14)
1,361 1,310 1,315 
Dwyer Instruments, Inc. Electric
First Lien Senior Secured Term Loan LIBOR + 5.50%, 6.3% Cash07/2107/274,563 4,452 4,516 0.6 %(7) (8) (10)
4,563 4,452 4,516 
Echo Global Logistics, Inc. Air TransportationSecond Lien Senior Secured Term Loan LIBOR + 7.25%, 8.0% Cash11/2111/2914,469 14,210 14,216 1.9 %
*(7) (8) (10)
Partnership Equity (530.92 units)N/A11/21N/A531 531 0.1 %
*(7)
14,469 14,741 14,747 
Ellkay, LLCHealthcare & PharmaceuticalsFirst Lien Senior Secured Term Loan LIBOR + 5.75%, 6.8% Cash09/2109/274,988 4,892 4,898 0.7 %(7) (8) (10)
4,988 4,892 4,898 
EMI Porta Holdco LLC Diversified ManufacturingFirst Lien Senior Secured Term Loan LIBOR + 5.75%, 6.5% Cash12/2112/279,576 9,141 9,136 1.2 %(7) (8) (10)
Revolver LIBOR + 5.75%, 6.5% Cash12/2112/27— (59)(59)— %(7) (8) (10)
9,576 9,082 9,077 
Entact Environmental Services, Inc. Environmental IndustriesFirst Lien Senior Secured Term Loan LIBOR + 5.75%, 6.8% Cash02/2112/255,705 5,657 5,631 0.8 %(7) (8) (10)
5,705 5,657 5,631 
EPS NASS Parent, Inc. Electrical Components & EquipmentFirst Lien Senior Secured Term Loan LIBOR + 5.75%, 6.8% Cash04/2104/285,813 5,695 5,715 0.8 %(7) (8) (10)
5,813 5,695 5,715 
Eshipping, LLC Transportation ServicesFirst Lien Senior Secured Term Loan LIBOR + 5.75%, 6.8% Cash11/2111/275,965 5,799 5,795 0.8 %(7) (8) (9)
Revolver LIBOR + 5.75%, 6.8% Cash11/2112/27255 226 225 — %(7) (8) (10)
6,220 6,025 6,020 
F24 (Stairway BidCo Gmbh) Software ServicesFirst Lien Senior Secured Term Loan EURIBOR + 6.0%, 6.0% Cash08/2008/271,621 1,649 1,621 0.2 %(3) (7) (8) (14)
1,621 1,649 1,621 
Ferrellgas L.P. Oil & Gas Equipment & ServicesOpCo Preferred Units (2,886 units)N/A03/21N/A2,799 3,146 0.4 %(3) (7)
2,799 3,146 
Fineline Technologies, Inc. Consumer ServicesFirst Lien Senior Secured Term Loan LIBOR + 4.75%, 5.8% Cash02/2102/281,306 1,283 1,306 0.2 %(7) (8) (10)
1,306 1,283 1,306 
FitzMark Buyer, LLC Cargo & TransportationFirst Lien Senior Secured Term Loan LIBOR + 4.5%, 5.5% Cash12/2012/264,269 4,197 4,184 0.6 %(7) (8) (10)
4,269 4,197 4,184 
Flexential Issuer, LLC Information TechnologyStructured Secured Note - Class C 6.9% Cash11/2111/5116,000 14,817 15,609 2.1 %
16,000 14,817 15,609 
41

Barings BDC, Inc.
Consolidated Schedule of Investments — (Continued)
December 31, 2021
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
FragilePak LLC Transportation ServicesFirst Lien Senior Secured Term Loan LIBOR + 5.75%, 6.8% Cash05/2105/27$4,697 $4,519 $4,541 0.6 %
*(7) (8) (9)
Partnership Units (937.5 units)N/A05/21N/A938 926 0.1 %
4,697 5,457 5,467 
Front Line Power Construction LLC Construction MachineryFirst Lien Senior Secured Term Loan LIBOR + 12.5%, 13.5% Cash11/2111/284,000 3,872 3,880 0.5 %(7) (8) (10)
Common Stock (50,848 shares)N/A11/21N/A130 111 — %
4,000 4,002 3,991 
FSS Buyer LLC TechnologyFirst Lien Senior Secured Term Loan LIBOR + 5.75%, 6.5% Cash08/2108/286,913 6,773 6,790 0.9 %
*(7) (8) (10)
LP Interest (1,160.9 units)N/A08/21N/A12 30 — %
*(7)
LP Units (5,104.32 units)N/A08/21N/A51 132 — %
*(7)
6,913 6,836 6,952 
GTM Intermediate Holdings, Inc. Medical Equipment ManufacturerSecond Lien Loan 11.0% Cash, 1.0% PIK12/2012/2411,500 11,449 11,500 1.5 %(7) (25)
Series A Preferred Units (1,434,472.41 units)N/A12/20N/A2,166 2,290 0.3 %(7) (25)
Series C Preferred Units (715,649.59 units)N/A12/20N/A1,081 1,184 0.2 %(7) (25)
11,500 14,696 14,974 
Gulf Finance, LLC Oil & Gas Exploration & ProductionFirst Lien Senior Secured Term Loan LIBOR + 6.75%, 7.8% Cash11/2108/26832 799 774 0.1 %(8) (9)
832 799 774 
Hawaiian Airlines 2020-1 Class B Pass Through Certificates AirlinesStructured Secured Note - Class B 11.3% Cash08/2009/256,093 6,093 7,213 1.0 %
6,093 6,093 7,213 
Heartland Veterinary Partners, LLC HealthcareSubordinated Term Loan 11.0% PIK11/2111/279,343 9,096 9,093 1.2 %
*(7)
9,343 9,096 9,093 
Heartland, LLC Business ServicesFirst Lien Senior Secured Term Loan LIBOR + 4.75%, 5.8% Cash08/1908/2514,075 13,976 13,794 1.9 %(7) (8) (10)
14,075 13,976 13,794 
Heavy Construction Systems Specialists, LLC TechnologyFirst Lien Senior Secured Term Loan LIBOR + 5.75%, 6.5% Cash11/2111/277,368 7,199 7,221 1.0 %(7) (8) (10)
Revolver LIBOR + 5.75%, 6.5% Cash11/2111/27— (54)(53)— %(7) (8) (10)
7,368 7,145 7,168 
Heilbron (f/k/a Sucsez (Bolt Bidco B.V.)) InsuranceFirst Lien Senior Secured Term Loan EURIBOR + 5.0%, 5.0% Cash09/1909/268,789 9,380 8,612 1.2 %(3) (7) (8) (15)
8,789 9,380 8,612 
Highpoint Global LLC Government ServicesSecond Lien Note 12.0% Cash, 2.0% PIK12/2009/225,416 5,395 5,416 0.7 %(7) (25)
5,416 5,395 5,416 
Home Care Assistance, LLC Healthcare & PharmaceuticalsFirst Lien Senior Secured Term LoanLIBOR + 4.75%, 5.8% Cash03/2103/273,830 3,762 3,753 0.5 %(7) (8) (10)
3,830 3,762 3,753 
HTI Technology & Industries Electronic Component ManufacturingSecond Lien Note12.0% Cash, 4.8% PIK12/2009/2422,746 22,096 22,215 3.0 %(7) (25)
22,746 22,096 22,215 
HW Holdco, LLC (Hanley Wood LLC) AdvertisingFirst Lien Senior Secured Term Loan LIBOR + 5.75%, 6.8% Cash12/1812/2413,437 13,189 13,137 1.8 %(7) (8) (9)
13,437 13,189 13,137 
42

Barings BDC, Inc.
Consolidated Schedule of Investments — (Continued)
December 31, 2021
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
IGL Holdings III Corp. Commercial PrintingFirst Lien Senior Secured Term Loan LIBOR + 5.75%, 6.8% Cash11/2011/26$4,324 $4,231 $4,268 0.6 %(7) (8) (10)
4,324 4,231 4,268 
IM Analytics Holding, LLC (d/b/a NVT) Electronic Instruments & ComponentsFirst Lien Senior Secured Term Loan LIBOR + 7.0%, 8.0% Cash11/1911/238,126 8,085 6,603 0.9 %(7) (8) (10)
Warrants (68,950 units)N/A11/19N/A— — — %(7) (8)
8,126 8,085 6,603 
IM Square Banking, Finance, Insurance & Real EstateFirst Lien Senior Secured Term Loan EURIBOR + 5.25%, 5.3% Cash05/2104/287,051 7,232 6,938 0.9 %(3) (7) (8) (15)
7,051 7,232 6,938 
Infoniqa Holdings GmbH TechnologyFirst Lien Senior Secured Term Loan EURIBOR + 5.25%, 5.3% Cash11/2111/289,243 8,947 8,989 1.2 %(3) (7) (8) (14)
9,243 8,947 8,989 
Innovad Group II BV Beverage, Food & TobaccoFirst Lien Senior Secured Term Loan EURIBOR + 5.75%, 5.8% Cash04/2104/286,256 6,321 5,876 0.8 %(3) (7) (8) (14)
6,256 6,321 5,876 
INOS 19-090 GmbH Aerospace & DefenseFirst Lien Senior Secured Term Loan EURIBOR + 6.13%, 6.1% Cash12/2012/275,271 5,495 5,263 0.7 %(3) (7) (8) (14)
5,271 5,495 5,263 
ISS#2, LLC (d/b/a Industrial Services Solutions)Commercial Services & SuppliesFirst Lien Senior Secured Term Loan LIBOR + 5.5%, 6.5% Cash02/2002/266,737 6,639 6,407 0.9 %(7) (8) (10)
6,737 6,639 6,407 
ITI Intermodal, Inc. Transportation ServicesFirst Lien Senior Secured Term Loan LIBOR + 4.75%, 5.8% Cash12/2112/27721 705 705 0.1 %(7) (8) (9)
RevolverLIBOR + 4.75%, 5.8% Cash12/2112/27— (2)(2)— %(7) (8) (10)
721 703 703 
Jade Bidco Limited (Jane's)
Aerospace & DefenseFirst Lien Senior Secured Term Loan LIBOR + 4.5%, 4.5% Cash, 2.0% PIK11/1912/262,315 2,257 2,315 0.3 %(3) (7) (8) (11)
2,315 2,257 2,315 
Jaguar Merger Sub Inc. Other FinancialFirst Lien Senior Secured Term Loan LIBOR + 5.25%, 6.3% Cash12/2109/242,543 2,487 2,486 0.3 %(7) (8) (10)
RevolverLIBOR + 5.25%, 6.3% Cash12/2109/24— (6)(6)— %(7) (8) (10)
2,543 2,481 2,480 
Jedson Engineering, Inc. Engineering & Construction ManagementFirst Lien Loan 12.0% Cash12/2006/242,650 2,650 2,650 0.4 %(7) (25)
2,650 2,650 2,650 
JetBlue 2019-1 Class B Pass Through Trust AirlinesStructured Secured Note - Class B 8.0% Cash08/2011/274,165 4,165 4,805 0.6 %
4,165 4,165 4,805 
JF Acquisition, LLC AutomotiveFirst Lien Senior Secured Term Loan LIBOR + 5.5%, 6.5% Cash05/2107/243,866 3,763 3,711 0.5 %(7) (8) (10)
3,866 3,763 3,711 
Kano Laboratories LLC Chemicals, Plastics & RubberFirst Lien Senior Secured Term Loan LIBOR + 5.0%, 6.0% Cash11/2011/269,002 8,773 8,728 1.2 %
*(7) (8) (11)
Partnership Equity (203.2 units)N/A11/20N/A203 205 — %
*(7)
9,002 8,976 8,933 
Kene Acquisition, Inc. (En Engineering) Oil & Gas Equipment & ServicesFirst Lien Senior Secured Term Loan LIBOR + 4.25%, 5.3% Cash08/1908/267,225 7,125 7,080 1.0 %(7) (8) (9)
7,225 7,125 7,080 
43

Barings BDC, Inc.
Consolidated Schedule of Investments — (Continued)
December 31, 2021
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Kid Distro Holdings, LLCMedia & EntertainmentFirst Lien Senior Secured Term Loan LIBOR + 6.0%, 7.0% Cash10/2110/27$9,362 $9,168 $9,174 1.2 %
*(7) (8) (10)
Partnership Equity (637,677.11 units)N/A10/21N/A638 638 0.1 %
9,362 9,806 9,812 
Kona Buyer, LLC High Tech IndustriesFirst Lien Senior Secured Term Loan LIBOR + 5.5%, 6.3% Cash12/2012/278,994 8,785 8,994 1.2 %(7) (8) (10)
8,994 8,785 8,994 
LAF International Healthcare & PharmaceuticalsFirst Lien Senior Secured Term Loan EURIBOR + 6.0%, 6.0% Cash03/2103/281,478 1,543 1,446 0.2 %(3) (7) (8) (15)
1,478 1,543 1,446 
Lambir Bidco Limited HealthcareFirst Lien Senior Secured Term Loan EURIBOR + 6.0%, 6.0% Cash12/2112/285,017 4,770 4,810 0.7 %(3) (7) (8) (14)
Second Lien Senior Secured Term Loan 12.0% PIK12/2106/291,417 1,363 1,375 0.2 %(3) (7)
Revolver EURIBOR + 6.0%, 6.0% Cash12/2112/24314 292 295 — %(3) (7) (8) (14)
6,748 6,425 6,480 
Learfield Communications, LLC BroadcastingFirst Lien Senior Secured Term Loan LIBOR + 3.25%, 4.3% Cash08/2012/23135 95 128 — %(8) (9)
First Lien Senior Secured Term Loan LIBOR + 3.0%, 3.0% Cash, 10.2% PIK08/2012/237,954 7,909 7,959 1.1 %
*(10)
8,089 8,004 8,087 
Legal Solutions HoldingsBusiness ServicesSenior Subordinated Loan 16.0% PIK12/2003/2211,836 10,129 5,918 0.8 %(7) (24) (25)
11,836 10,129 5,918 
LivTech Purchaser, Inc. Business ServicesFirst Lien Senior Secured Term Loan LIBOR + 5.0%, 6.0% Cash01/2112/25918 908 910 0.1 %(7) (8) (10)
918 908 910 
Marmoutier Holding B.V.
Consumer ProductsFirst Lien Senior Secured Term Loan EURIBOR + 5.75%, 5.8% Cash12/2112/281,944 1,872 1,880 0.3 %(3) (7) (8) (14)
Revolver EURIBOR + 5.0%, 5.0% Cash12/2106/27— (4)(4)— %(3) (7) (8) (14)
1,944 1,868 1,876 
MC Group Ventures CorporationBusiness ServicesFirst Lien Senior Secured Term Loan LIBOR + 5.5%, 6.5% Cash07/2106/273,687 3,598 3,656 0.5 %
*(7) (8) (10)
Partnership Units (746.66 units)N/A06/21N/A747 761 0.1 %
*(7)
3,687 4,345 4,417 
Media Recovery, Inc. (SpotSee) Containers, Packaging & GlassFirst Lien Senior Secured Term Loan LIBOR + 6.0%, 7.0% Cash11/1911/252,933 2,892 2,933 0.4 %(7) (8) (10)
First Lien Senior Secured Term Loan GBP LIBOR + 6.0%, 7.0% Cash12/2011/254,442 4,303 4,442 0.6 %(7) (8) (12)
7,375 7,195 7,375 
Medical Solutions Parent Holdings, Inc. HealthcareSecond Lien Senior Secured Term Loan LIBOR + 7.0%, 7.5% Cash11/2111/294,421 4,377 4,362 0.6 %(8) (10)
4,421 4,377 4,362 
MNS Buyer, Inc. Construction & BuildingFirst Lien Senior Secured Term Loan LIBOR + 5.5%, 6.5% Cash08/2108/27921 903 905 0.1 %
*(7) (8) (9)
Partnership Units (76.92 units)N/A08/21N/A77 78 — %
*(7)
921 980 983 
Modern Star Holdings Bidco Pty Limited. Non-durable Consumer GoodsFirst Lien Senior Secured Term Loan BBSY + 6.25%, 6.8% Cash12/2012/268,368 8,281 8,299 1.1 %(3) (7) (8) (19)
8,368 8,281 8,299 
MSG National PropertiesHotel, Gaming, & LeisureFirst Lien Senior Secured Term Loan LIBOR + 6.25%, 7.0% Cash11/2011/252,437 2,378 2,486 0.3 %(3) (7) (8) (10)
2,437 2,378 2,486 
44

Barings BDC, Inc.
Consolidated Schedule of Investments — (Continued)
December 31, 2021
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Murphy Midco LimitedMedia, Diversified & ProductionFirst Lien Senior Secured Term Loan GBP LIBOR + 4.75%, 4.8% Cash11/2011/27$5,252 $4,951 $5,104 0.7 %(3) (7) (8) (13)
5,252 4,951 5,104 
Music Reports, Inc. Media & EntertainmentFirst Lien Senior Secured Term Loan LIBOR + 6.0%, 7.0% Cash08/2008/267,462 7,288 7,313 1.0 %(7) (8) (10)
7,462 7,288 7,313 
Narda Acquisitionco., Inc.Aerospace & DefenseFirst Lien Senior Secured Term Loan LIBOR + 5.25%, 6.3% Cash12/2112/275,680 5,581 5,580 0.7 %
*(7) (8) (10)
Revolver LIBOR + 5.25%, 6.3% Cash12/2112/27(23)(23)— %
*(7) (8) (10)
Class A Preferred Stock (4,587.38 shares)N/A12/21N/A459 459 0.1 %
*(7)
Class B Common Stock (509.71 shares)N/A12/21N/A51 51 — %
*(7)
5,680 6,068 6,067 
Navia Benefit Solutions, Inc. Healthcare & PharmaceuticalsFirst Lien Senior Secured Term Loan LIBOR + 5.25%, 6.3% Cash02/2102/272,727 2,668 2,703 0.4 %(7) (8) (10)
2,727 2,668 2,703 
Nexus Underwriting Management Limited Other FinancialFirst Lien Senior Secured Term Loan SONIA + 5.25%, 5.3% Cash12/2110/281,691 1,620 1,630 0.2 %(3) (7) (8) (17)
First Lien Senior Secured Term Loan SONIA + 5.25%, 5.3% Cash12/2104/22103 102 101 — %(3) (7) (8) (17)
1,794 1,722 1,731 
NGS US Finco, LLC (f/k/a Dresser Natural Gas Solutions) Energy Equipment & ServicesFirst Lien Senior Secured Term Loan LIBOR + 4.25%, 5.3% Cash10/1810/254,753 4,734 4,677 0.6 %(7) (8) (9)
4,753 4,734 4,677 
Northstar Recycling, LLC Environmental IndustriesFirst Lien Senior Secured Term Loan LIBOR + 4.75%, 5.8% Cash10/2109/272,500 2,452 2,450 0.3 %(7) (8) (10)
2,500 2,452 2,450 
OA Buyer, Inc. HealthcareFirst Lien Senior Secured Term Loan LIBOR + 6.0%, 6.8% Cash12/2112/288,501 8,331 8,331 1.1 %
*(7) (8) (10)
Revolver LIBOR + 6.0%, 6.8% Cash12/2112/28— (27)(27)— %
*(7) (8) (10)
Partnership Units (210,920.11 units)N/A12/21N/A211 211 — %
*(7)
8,501 8,515 8,515 
Odeon Cinemas Group Limited Hotel, Gaming, & LeisureFirst Lien Senior Secured Term Loan 10.8% Cash02/2108/233,954 4,055 4,033 0.5 %(3) (7)
3,954 4,055 4,033 
OG III B.V. Containers & Glass ProductsFirst Lien Senior Secured Term Loan EURIBOR + 5.75%, 5.8% Cash06/2106/282,916 2,997 2,843 0.4 %(3) (7) (8) (14)
2,916 2,997 2,843 
Omni Intermediate Holdings, LLC TransportationFirst Lien Senior Secured Term Loan LIBOR + 5.0%, 6.0% Cash12/2012/2611,831 11,461 11,491 1.5 %(7) (8) (9)
11,831 11,461 11,491 
Options Technology Ltd.Computer ServicesFirst Lien Senior Secured Term Loan LIBOR + 4.5%, 5.5% Cash12/1912/252,313 2,282 2,267 0.3 %(3) (7) (8) (10)
2,313 2,282 2,267 
Oracle Vision Bidco Limited HealthcareFirst Lien Senior Secured Term Loan SONIA + 5.25%, 5.3% Cash06/2105/283,100 3,141 3,028 0.4 %(3) (7) (8) (17)
3,100 3,141 3,028 
Origin Bidco Limited TechnologyFirst Lien Senior Secured Term Loan LIBOR + 5.75%, 6.8% Cash06/2106/28597 582 584 0.1 %(3) (7) (8) (10)
First Lien Senior Secured Term LoanEURIBOR + 5.75%, 5.8% Cash06/2106/28377 394 369 — %(3) (7) (8) (14)
974 976 953 
45

Barings BDC, Inc.
Consolidated Schedule of Investments — (Continued)
December 31, 2021
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
OSP Hamilton Purchaser, LLC TechnologyFirst Lien Senior Secured Term Loan LIBOR + 5.75%, 6.8% Cash12/2112/27$2,281 $2,235 $2,235 0.3 %(7) (8) (9)
Revolver LIBOR + 5.75%, 6.8% Cash12/2112/27— (4)(4)— %(7) (8) (10)
2,281 2,231 2,231 
Pacific Health Supplies Bidco Pty Limited Healthcare & PharmaceuticalsFirst Lien Senior Secured Term Loan BBSY + 6.0%, 6.5% Cash12/2012/258,779 8,730 8,529 1.1 %(3) (7) (8) (20)
8,779 8,730 8,529 
Pare SAS (SAS Maurice MARLE) Health Care EquipmentFirst Lien Senior Secured Term Loan EURIBOR + 6.75%, 6.8% Cash12/1912/264,638 4,478 4,638 0.6 %(3) (7) (14)
4,638 4,478 4,638 
Patriot New Midco 1 Limited (Forensic Risk Alliance)Diversified Financial ServicesFirst Lien Senior Secured Term Loan LIBOR + 6.75%, 7.8% Cash02/2002/273,764 3,685 3,591 0.5 %(3) (7) (8) (10)
First Lien Senior Secured Term Loan EURIBOR + 6.75%, 6.8% Cash02/2002/273,216 3,017 3,068 0.4 %(3) (7) (8) (14)
6,980 6,702 6,659 
PDQ.Com Corporation Business Equipment & ServicesFirst Lien Senior Secured Term Loan LIBOR + 5.0%, 6.0% Cash08/2108/279,062 8,710 8,707 1.2 %
*(7) (8) (10)
Class A-2 Partnership Units (26.32 units)N/A08/21N/A29 29 — %
*(7)
9,062 8,739 8,736 
Permaconn Bidco Ltd Tele-communicationsFirst Lien Senior Secured Term Loan BBSY + 6.5%, 6.5% Cash12/2112/2715,012 14,386 14,599 2.0 %(3) (7) (8) (19)
15,012 14,386 14,599 
Polara Enterprises, LLC Capital EquipmentFirst Lien Senior Secured Term Loan LIBOR + 4.75%, 5.8% Cash12/2112/274,243 4,159 4,158 0.6 %
*(7) (8) (10)
Revolver LIBOR + 4.75%, 5.8% Cash12/2112/27— (11)(11)— %
*(7) (8) (10)
Partnership Units (3,820.44 units)N/A12/21N/A382 382 — %
*(7)
4,243 4,530 4,529 
Policy Services Company, LLC Property & Casualty InsuranceFirst Lien Senior Secured Term Loan LIBOR + 6.0%, 7.0% Cash, 4.0% PIK12/2106/2645,831 44,018 44,008 5.9 %
*(7) (8) (10)
Warrants - Class A (28,260 units)N/A12/21N/A— — — %
*(7)
Warrants - Class B (9,537 units)N/A12/21N/A— — — %
*(7)
Warrants - Class CC (980 units)N/A12/21N/A— — — %
*(7)
Warrants - Class D (2,520 units)N/A12/21N/A— — — %
*(7)
45,831 44,018 44,008 
Premium Franchise Brands, LLC Research & Consulting ServicesFirst Lien Senior Secured Term Loan LIBOR + 6.25%, 7.3% Cash12/2012/2614,853 14,597 14,556 2.0 %(7) (8) (10)
14,853 14,597 14,556 
Premium Invest Brokerage, Asset Managers & ExchangesFirst Lien Senior Secured Term Loan EURIBOR + 6.0%, 6.0% Cash06/2106/284,094 4,113 4,010 0.5 %(3) (7) (8) (14)
4,094 4,113 4,010 
Preqin MC Limited Banking, Finance, Insurance & Real EstateFirst Lien Senior Secured Term Loan SOFR + 5.5%, 5.5% Cash08/2107/282,789 2,695 2,764 0.4 %(3) (7) (8) (23)
2,789 2,695 2,764 
Process Equipment, Inc. (ProcessBarron) Industrial Air & Material Handling EquipmentFirst Lien Senior Secured Term Loan LIBOR + 5.25%, 6.3% Cash03/1903/256,174 6,115 5,945 0.8 %(7) (8) (10)
6,174 6,115 5,945 
Professional Datasolutions, Inc. (PDI) Application SoftwareFirst Lien Senior Secured Term Loan LIBOR + 4.5%, 5.5% Cash03/1910/241,836 1,833 1,809 0.2 %(7) (8) (10)
1,836 1,833 1,809 
46

Barings BDC, Inc.
Consolidated Schedule of Investments — (Continued)
December 31, 2021
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Protego Bidco B.V. Aerospace & DefenseFirst Lien Senior Secured Term Loan EURIBOR + 5.25%, 5.3% Cash03/2103/27$2,227 $2,269 $2,195 0.3 %(3) (7) (8) (14)
First Lien Senior Secured Term Loan EURIBOR + 6.0%, 6.0% Cash03/2103/281,548 1,561 1,495 0.2 %(3) (7) (8) (14)
3,775 3,830 3,690 
QPE7 SPV1 BidCo Pty Ltd Consumer CyclicalFirst Lien Senior Secured Term Loan BBSY + 5.5%, 6.0% Cash09/2109/261,632 1,564 1,605 0.2 %(3) (7) (8) (20)
1,632 1,564 1,605 
Questel UniteBusiness ServicesFirst Lien Senior Secured Term Loan LIBOR + 6.25%, 6.8% Cash12/2012/276,892 6,802 6,851 0.9 %(3) (7) (8) (10)
6,892 6,802 6,851 
Recovery Point Systems, Inc.
TechnologyFirst Lien Senior Secured Term Loan LIBOR + 6.5%, 7.5% Cash08/2008/2611,648 11,460 11,648 1.6 %
*(7) (8) (10)
Partnership Equity (187,235 units)N/A03/21N/A187 150 — %
*(7)
11,648 11,647 11,798 
Renovation Parent Holdings, LLC
Home FurnishingsFirst Lien Senior Secured Term Loan LIBOR + 5.5%, 6.5% Cash11/2111/274,854 4,735 4,733 0.7 %
*(7) (8) (11)
Partnership Equity (197,368.42 units)N/A11/21N/A197 203 — %
*(7)
4,854 4,932 4,936 
REP SEKO MERGER SUB LLC
Air Freight & LogisticsFirst Lien Senior Secured Term Loan LIBOR + 5.0%, 6.0% Cash12/2012/267,614 7,416 7,478 1.0 %(7) (8) (10)
7,614 7,416 7,478 
Resonetics, LLC Health Care EquipmentSecond Lien Senior Secured Term Loan LIBOR + 7.0%, 7.8% Cash04/2104/294,011 3,934 3,930 0.5 %(7) (8) (10)
4,011 3,934 3,930 
Reward Gateway (UK) Ltd Precious Metals & MineralsFirst Lien Senior Secured Term Loan SONIA + 6.75%, 6.8% Cash08/2106/282,869 2,807 2,776 0.4 %(3) (7) (8) (17)
2,869 2,807 2,776 
Riedel Beheer B.V. Food & BeverageFirst Lien Senior Secured Term Loan EURIBOR + 5.5%, 5.5% Cash12/2112/281,899 1,835 1,843 0.3 %(3) (7) (8) (14)
Revolver EURIBOR + 5.5%, 5.5% Cash12/2106/28— (5)(5)— %(3) (7) (8) (14)
Super Senior Secured Term Loan EURIBOR + 5.5%, 5.5% Cash12/2112/28230 222 223 — %(3) (7) (8) (14)
2,129 2,052 2,061 
RPX Corporation Research & Consulting ServicesFirst Lien Senior Secured Term Loan LIBOR + 6.0%, 7.0% Cash10/2010/257,612 7,426 7,455 1.0 %(7) (8) (10)
7,612 7,426 7,455 
Ruffalo Noel Levitz, LLC Media ServicesFirst Lien Senior Secured Term Loan LIBOR + 6.0%, 7.0% Cash01/1905/249,543 9,524 9,543 1.3 %(7) (8) (10)
9,543 9,524 9,543 
Safety Products Holdings, LLC Non-durable Consumer GoodsFirst Lien Senior Secured Term Loan LIBOR + 6.0%, 7.0% Cash12/2012/2612,026 11,798 11,755 1.5 %
*(7) (8) (9)
Preferred Stock (372.1 shares)N/A12/20N/A372 510 0.1 %
*(7)
12,026 12,170 12,265 
Scaled Agile, Inc. Research & Consulting ServicesFirst Lien Senior Secured Term Loan LIBOR + 5.5%, 6.3% Cash12/2112/281,748 1,705 1,705 0.2 %(7) (8) (10)
RevolverLIBOR + 5.5%, 6.3% Cash12/2112/28— (7)(7)— %(7) (8) (10)
1,748 1,698 1,698 
Serta Simmons Bedding LLC Home FurnishingsSuper Priority First Out LIBOR + 7.5%, 8.5% Cash06/2008/237,350 7,229 7,409 1.0 %(8) (9)
Super Priority Second Out LIBOR + 7.5%, 8.5% Cash06/2008/233,607 3,374 3,365 0.4 %(8) (9)
10,957 10,603 10,774 
47

Barings BDC, Inc.
Consolidated Schedule of Investments — (Continued)
December 31, 2021
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
SISU ACQUISITIONCO., INC. Aerospace & DefenseFirst Lien Senior Secured Term Loan LIBOR + 5.25%, 6.3% Cash12/2012/26$7,009 $6,869 $6,771 0.9 %(7) (8) (10)
7,009 6,869 6,771 
Smartling, Inc. TechnologyFirst Lien Senior Secured Term Loan LIBOR + 5.75%, 6.8% Cash11/2111/2716,471 16,102 16,094 2.2 %(7) (8) (10)
Revolver LIBOR + 5.75%, 6.8% Cash11/2111/27— (23)(24)— %(7) (8) (10)
16,471 16,079 16,070 
Smile Brands Group Inc.
Health Care ServicesFirst Lien Senior Secured Term Loan LIBOR + 4.5%, 5.3% Cash10/1810/254,593 4,571 4,553 0.6 %(7) (8) (10)
First Lien Senior Secured Term Loan LIBOR + 4.5%, 5.3% Cash12/2010/25— (12)(6)— %(7) (8) (10)
4,593 4,559 4,547 
SN BUYER, LLC Health Care ServicesFirst Lien Senior Secured Term Loan LIBOR + 5.75%, 6.8% Cash12/2012/2618,394 18,080 18,394 2.5 %(7) (8) (9)
18,394 18,080 18,394 
Springbrook Software (SBRK Intermediate, Inc.) Enterprise Software & ServicesFirst Lien Senior Secured Term Loan LIBOR + 5.5%, 6.5% Cash12/1912/2610,346 10,179 10,346 1.4 %(7) (8) (10)
10,346 10,179 10,346 
SPT Acquico Limited High Tech IndustriesFirst Lien Senior Secured Term Loan LIBOR + 4.75%, 5.8% Cash01/2112/27658 644 658 0.1 %(3) (7) (8) (10)
658 644 658 
SSCP Pegasus Midco Limited Healthcare & PharmaceuticalsFirst Lien Senior Secured Term Loan GBP LIBOR + 6.75%, 6.8% Cash12/2011/272,754 2,488 2,722 0.4 %(3) (7) (8) (12)
2,754 2,488 2,722 
Starnmeer B.V. TechnologyFirst Lien Senior Secured Term Loan LIBOR + 6.4%, 6.9% Cash10/2104/277,500 7,391 7,388 1.0 %(3) (7) (8) (10)
7,500 7,391 7,388 
Superjet Buyer, LLC TechnologyFirst Lien Senior Secured Term Loan LIBOR + 5.75%, 6.5% Cash12/2112/2723,175 22,711 22,711 3.0 %(7) (8) (10)
Revolver LIBOR + 5.75%, 6.5% Cash12/2112/27— (37)(37)— %(7) (8) (10)
23,175 22,674 22,674 
Syniverse Holdings, Inc. Technology DistributorsFirst Lien Senior Secured Term Loan LIBOR + 5.0%, 6.0% Cash08/1803/2317,314 16,493 17,192 2.3 %(8) (10)
17,314 16,493 17,192 
Syntax Systems Ltd TechnologyFirst Lien Senior Secured Term Loan LIBOR + 5.5%, 6.3% Cash11/2110/282,056 2,018 2,016 0.3 %(3) (7) (8) (9)
Revolver LIBOR + 5.5%, 6.3% Cash11/2110/26442 432 432 — %(3) (7) (8) (9)
2,498 2,450 2,448 
TA SL Cayman Aggregator Corp.
TechnologySubordinated Term Loan8.8% PIK07/2107/281,995 1,957 1,960 0.3 %
(7)
Common Stock (1,227.79 shares)N/A07/21N/A50 65 — %
(7)
1,995 2,007 2,025 
Techone B.V. TechnologyFirst Lien Senior Secured Term Loan EURIBOR + 5.5%, 5.5% Cash11/2111/288,726 8,428 8,441 1.1 %(3) (7) (8) (14)
Revolver EURIBOR + 5.5%, 5.5% Cash11/2105/28108 97 97 — %(3) (7) (8) (14)
8,834 8,525 8,538 
Tencarva Machinery Company, LLC Capital EquipmentFirst Lien Senior Secured Term Loan LIBOR + 5.5%, 6.5% Cash12/2112/275,486 5,375 5,374 0.7 %(7) (8) (10)
Revolver LIBOR + 5.5%, 6.5% Cash12/2112/27— (20)(20)— %(7) (8) (10)
5,486 5,355 5,354 
48

Barings BDC, Inc.
Consolidated Schedule of Investments — (Continued)
December 31, 2021
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC) Brokerage, Asset Managers & ExchangesFirst Lien Senior Secured Term Loan LIBOR + 4.25%, 5.3% Cash10/2112/27$847 $776 $776 0.1 %(7) (8) (10)
RevolverLIBOR + 4.25%, 5.3% Cash10/2112/27— (14)(14)— %(7) (8) (10)
Subordinated Term Loan 7.8% PIK10/2110/283,333 3,268 3,267 0.4 %
*(7)
4,180 4,030 4,029 
The Hilb Group, LLC
Insurance BrokerageFirst Lien Senior Secured Term Loan LIBOR + 5.75%, 6.8% Cash12/1912/2620,279 19,880 19,874 2.7 %(7) (8) (10)
First Lien Senior Secured Term Loan LIBOR + 5.5%, 6.3% Cash12/1912/2655 (1)(2)— %(7) (8) (10)
20,334 19,879 19,872 
Total Safety U.S. Inc. Diversified Support ServicesFirst Lien Senior Secured Term Loan LIBOR + 6.0%, 7.0% Cash11/1908/256,583 6,393 6,482 0.9 %(8) (11)
6,583 6,393 6,482 
Transit Technologies LLC
SoftwareFirst Lien Senior Secured Term Loan LIBOR + 4.75%, 5.8% Cash02/2002/256,035 5,946 5,846 0.8 %(7) (8) (10)
6,035 5,946 5,846 
Transportation Insight, LLC Air Freight & LogisticsFirst Lien Senior Secured Term Loan LIBOR + 4.5%, 4.6% Cash08/1812/2411,330 11,260 11,160 1.5 %(7) (8) (9)
11,330 11,260 11,160 
Trident Maritime Systems, Inc. Aerospace & DefenseFirst Lien Senior Secured Term Loan LIBOR + 5.5%, 6.5% Cash02/2102/2714,888 14,665 14,888 2.0 %(7) (8) (10)
14,888 14,665 14,888 
Truck-Lite Co., LLC Automotive Parts & EquipmentFirst Lien Senior Secured Term Loan LIBOR + 6.25%, 7.3% Cash12/1912/2615,002 14,623 14,611 2.0 %(7) (8) (10)
15,002 14,623 14,611 
Trystar, LLC Power Distribution SolutionsFirst Lien Senior Secured Term Loan LIBOR + 5.25%, 6.3% Cash09/1809/2311,988 11,777 11,778 1.6 %(7) (8) (10)
Class A LLC Units (440.97 units)N/A09/18N/A481 412 — %
*(7)
11,988 12,258 12,190 
Turbo Buyer, Inc. Finance CompaniesFirst Lien Senior Secured Term Loan LIBOR + 6.0%, 7.0% Cash11/2112/258,430 8,226 8,220 1.1 %(7) (8) (10)
8,430 8,226 8,220 
Turf Products, LLC Landscaping & Irrigation Equipment DistributorSenior Subordinated Debt 10.0% Cash12/2010/238,697 8,384 8,627 1.2 %(7) (25)
8,697 8,384 8,627 
Turnberry Solutions, Inc. Consumer CyclicalFirst Lien Senior Secured Term Loan LIBOR + 6.0%, 7.0% Cash07/2109/264,500 4,406 4,423 0.6 %(7) (8) (10)
4,500 4,406 4,423 
U.S. Gas & Electric, Inc. Energy ServicesSecond Lien Loan 9.5% Cash12/2007/252,285 1,785 1,785 0.2 %(7) (25)
Second Lien Loan 9.5% Cash12/2007/252,485 — — — %(7) (25) (26)
4,770 1,785 1,785 
U.S. Silica Company Metal & Glass ContainersFirst Lien Senior Secured Term Loan LIBOR + 4.0%, 5.0% Cash08/1805/251,472 1,474 1,437 0.2 %(3) (8) (9)
1,472 1,474 1,437 
UKFast Leaders Limited TechnologyFirst Lien Senior Secured Term Loan SONIA + 7.0%, 7.1% Cash09/2009/2712,312 11,399 12,090 1.6 %(3) (7) (8) (16)
12,312 11,399 12,090 
USLS Acquisition, Inc. (f/k/a US Legal Support, Inc.) Legal ServicesFirst Lien Senior Secured Term Loan LIBOR + 5.75%, 6.8% Cash11/1811/2416,222 16,065 16,222 2.2 %(7) (8) (10)
16,222 16,065 16,222 
49

Barings BDC, Inc.
Consolidated Schedule of Investments — (Continued)
December 31, 2021
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Utac Ceram Business ServicesFirst Lien Senior Secured Term Loan EURIBOR + 5.25%, 5.3% Cash09/2009/27$1,706 $1,706 $1,673 0.2 %(3) (7) (8) (14)
First Lien Senior Secured Term Loan LIBOR + 5.25%, 5.5% Cash02/2109/273,518 3,456 3,451 0.5 %(3) (7) (8) (10)
5,224 5,162 5,124 
Validity, Inc. IT Consulting & Other ServicesFirst Lien Senior Secured Term Loan LIBOR + 4.75%, 4.8% Cash07/1905/254,783 4,687 4,764 0.6 %(7) (8) (9)
4,783 4,687 4,764 
VistaJet Pass Through Trust 2021-1B AirlinesStructured Secured Note - Class B 6.3% Cash11/2102/295,000 5,000 4,905 0.7 %
5,000 5,000 4,905 
Vital Buyer, LLC TechnologyFirst Lien Senior Secured Term Loan LIBOR + 5.5%, 6.3% Cash06/2106/287,802 7,656 7,676 1.1 %
*(7) (8) (10)
Partnership Units (16,442.9 units)N/A06/21N/A164 171 — %
*(7)
7,802 7,820 7,847 
W2O Holdings, Inc. Healthcare TechnologyFirst Lien Senior Secured Term Loan LIBOR + 4.75%, 5.8% Cash10/2006/252,152 2,090 2,152 0.3 %(7) (8) (10)
2,152 2,090 2,152 
Woodland Foods, LLC Food & BeverageFirst Lien Senior Secured Term Loan LIBOR + 5.5%, 6.5% Cash12/2112/2711,512 11,285 11,282 1.5 %
*(7) (8) (10)
Revolver LIBOR + 5.5%, 6.5% Cash12/2112/27172 128 127 0.1 %
*(7) (8) (10)
Common Stock (1,663,307.18 shares)N/A12/21N/A1,663 1,663 0.2 %
*(7)
11,684 13,076 13,072 
World 50, Inc. Professional ServicesFirst Lien Senior Secured Term Loan LIBOR + 5.25%, 6.3% Cash01/2001/263,280 3,202 3,280 0.4 %(7) (8) (9)
First Lien Senior Secured Term Loan LIBOR + 4.5%, 5.5% Cash09/2001/269,009 8,849 8,874 1.2 %(7) (8) (9)
12,289 12,051 12,154 
Subtotal Non–Control / Non–Affiliate Investments (200.9%)1,518,708 1,494,028 1,490,115 
Affiliate Investments: (4)
Eclipse Business Capital, LLC Banking, Finance, Insurance, & Real Estate
Second Lien Senior Secured Term Loan 7.5% Cash07/2107/284,545 4,502 4,738 0.6 %
*(7)
Revolver LIBOR + 7.25%07/2107/281,818 1,691 1,818 12.5 %
*(7) (10)
LLC Units (89,447,396 units)N/A07/21N/A89,850 92,668 0.3 %
*(7)
6,363 96,043 99,224 
Jocassee Partners LLC Investment Funds & Vehicles9.1% Member InterestN/A06/19N/A30,158 37,601 5.1 %
*(3)
30,158 37,601 
JSC Tekers Holdings Real Estate ManagementPreferred Stock (9,159,085 shares)N/A12/20N/A4,753 6,197 0.8 %(3) (7) (25)
Common Stock (3,201 shares)N/A12/20N/A— — — %(3) (7) (25)
4,753 6,197 
Security Holdings B.V. Electrical EngineeringBridge Loan 5.0% PIK12/2002/275,451 5,451 5,451 0.7 %(3) (7) (25)
Senior Subordinated Loan 3.1% PIK12/2005/229,525 9,525 9,525 1.3 %(3) (7) (25)
Senior Unsecured Term Loan6.0% Cash, 9.0% PIK04/2104/257,307 7,639 7,307 1.0 %(3) (7) (25)
Common Stock (900 shares)N/A12/20N/A21,264 24,825 3.3 %(3) (7) (25)
22,283 43,879 47,108 
50

Barings BDC, Inc.
Consolidated Schedule of Investments — (Continued)
December 31, 2021
(Amounts in thousands, except share amounts)
Portfolio CompanyIndustry
Investment Type (1)(2)
InterestAcq. DateMaturity DatePrincipal
Amount
CostFair
Value
% of Net Assets *Notes
Thompson Rivers LLC Investment Funds & Vehicles15.90% Member InterestN/A06/20N/A$79,414 $84,438 11.3 %
*(3)
79,414 84,438 
Waccamaw River LLC Investment Funds & Vehicles20% Member InterestN/A02/21N/A13,720 13,501 1.8 %
*(3)
13,720 13,501 
Subtotal Affiliate Investments (38.8%)$28,646 267,967 288,069 
Control Investments: (5)
MVC Automotive Group Gmbh AutomotiveBridge Loan6.0% Cash12/2006/267,149 7,149 7,149 1.0 %(3) (7) (25)
Common Equity Interest (18,000 shares)N/A12/20N/A9,553 7,699 1.0 %(3) (7) (25)
7,149 16,702 14,848 
MVC Private Equity Fund LP Investment Funds & VehiclesGeneral Partnership InterestN/A12/20N/A225 188 — %(3) (25)
Limited Partnership InterestN/A12/20N/A8,899 7,376 1.0 %(3) (25)
9,124 7,564 
Subtotal Control Investments (3.0%)7,149 25,826 22,412 
Total Investments, December 31, 2021 (242.7%)$1,554,503 $1,787,821 $1,800,596 
Derivative Instruments
Credit Support Agreement(a)(b)(d)
DescriptionCounter PartySettlement Date(c)Notional AmountValueUnrealized Appreciation (Depreciation)
Credit Support AgreementBarings LLC01/01/31$23,000,000 $15,400,000 $1,800,000 
Total Credit Support Agreement, December 31, 2021
$1,800,000 
(a) The MVC Credit Support Agreement covers all of the investments acquired by the Company from MVC in connection with the MVC Acquisition (as defined in “Note 1 – Organization, Business and Basis of Presentation”) and any investments received by the Company in connection with the restructuring, amendment, extension or other modification (including the issuance of new securities) of any of the MVC Reference Portfolio. Each investment that is included in the MVC Reference Portfolio is denoted in the above Schedule of Investments with footnote (25).
(b)      The Company and Barings entered into a Credit Support Agreement pursuant to which Barings agreed to provide credit support to the Company in the amount of up to $23.0 million.
(c) Settlement Date means the earlier of (1) January 1, 2031 or (2) the date on which the entire MVC Reference Portfolio has been realized or written off.
(d) See “Note 2 – Agreements and Related Party Transactions” for additional information regarding the MVC Credit Support Agreement.
51

Barings BDC, Inc.
Consolidated Schedule of Investments — (Continued)
December 31, 2021
(Amounts in thousands, except share amounts)
Foreign Currency Forward Contracts:
DescriptionNotional Amount to be PurchasedNotional Amount to be SoldCounterpartySettlement DateUnrealized Appreciation (Depreciation)
Foreign currency forward contract (AUD)A$31,601$22,850Bank of America, N.A.01/06/22$126 
Foreign currency forward contract (AUD)A$2,099$1,508HSBC Bank USA01/06/2218 
Foreign currency forward contract (AUD)$20,727A$28,700Citibank N.A.01/06/22(139)
Foreign currency forward contract (AUD)$3,580A$5,000HSBC Bank USA04/08/22(55)
Foreign currency forward contract (AUD)$18,247A$25,386Bank of America, N.A.04/08/22(215)
Foreign currency forward contract (CAD)C$3,230$2,528Bank of America, N.A.01/06/2229 
Foreign currency forward contract (CAD)C$3,000$2,425HSBC Bank USA01/06/22(50)
Foreign currency forward contract (CAD)$4,881C$6,230HSBC Bank USA01/06/22(51)
Foreign currency forward contract (CAD)$2,506C$3,203Bank of America, N.A.04/08/22(29)
Foreign currency forward contract (DKK)2,143kr.$326Bank of America, N.A.01/06/22
Foreign currency forward contract (DKK)$3352,143kr.Bank of America, N.A.01/06/22
Foreign currency forward contract (DKK)$3232,116kr.Bank of America, N.A.04/08/22(1)
Foreign currency forward contract (EUR)€52,583$59,524Bank of America, N.A.01/06/22275 
Foreign currency forward contract (EUR)€5,020$5,701HSBC Bank USA04/08/2218 
Foreign currency forward contract (EUR)$24,722€21,500Bank of America, N.A.01/06/22271 
Foreign currency forward contract (EUR)$14,563€12,900HSBC Bank USA01/06/22(108)
Foreign currency forward contract (EUR)$20,655€18,183BNP Paribas SA01/06/22(23)
Foreign currency forward contract (EUR)$60,413€53,265Bank of America, N.A.04/08/22(282)
Foreign currency forward contract (EUR)$1,130€1,000HSBC Bank USA04/08/22(10)
Foreign currency forward contract (EUR)$8,514€7,500BNP Paribas SA04/08/22(33)
Foreign currency forward contract (GBP)£9,900$13,220Bank of America, N.A.01/06/22190 
Foreign currency forward contract (GBP)$13,349£9,900BNP Paribas SA01/06/22(60)
Foreign currency forward contract (GBP)$6,122£4,599Bank of America, N.A.04/08/22(104)
Foreign currency forward contract (SEK)1,792kr$198HSBC Bank USA01/07/22— 
Foreign currency forward contract (SEK)$2041,792krBank of America, N.A.01/07/22
Foreign currency forward contract (SEK)$2071,875krHSBC Bank USA04/08/22— 
Total Foreign Currency Forward Contracts, December 31, 2021$(219)
_______________________________________________________________
(1)All debt investments are income producing, unless otherwise noted. Eclipse Business Capital, LLC, Ferrellgas L.P., Kano Laboratories LLC, Thompson Rivers LLC and Waccamaw River LLC equity investments are income producing. All other equity and any equity-linked investments are non-income producing. The Board determined in good faith that all investments were valued at fair value in accordance with the Company's valuation policies and procedures and the 1940 Act, based on, among other things, the input of the Company's external investment adviser, Barings, the Company’s Audit Committee and independent valuation firms that have been engaged to assist in the valuation of the Company's middle-market investments. In addition, all debt investments are variable rate investments unless otherwise noted. Index-based floating interest rates are generally subject to a contractual minimum interest rate. A majority of the variable rate loans in the Company's investment portfolio bear interest at a rate that may be determined by reference to LIBOR, EURIBOR, GBP LIBOR, BBSY, STIBOR, CDOR, SOFR, SONIA or an alternate Base Rate (commonly based on the Federal Funds Rate or the Prime Rate), which typically reset semi-annually, quarterly, or monthly at the borrower's option. The borrower may also elect to have multiple interest reset periods for each loan.
(2)All of the Company’s portfolio company investments (including joint venture investments), which as of December 31, 2021 represented 242.0% of the Company’s net assets, are subject to legal restrictions on sales. The acquisition date represents the date of the Company's initial investment in the relevant portfolio company.
(3)Investment is not a qualifying investment as defined under Section 55(a) of the 1940 Act. Non-qualifying assets represent 25.7% of total investments at fair value as of December 31, 2021. Qualifying assets must represent at least 70% of total assets at the time of acquisition of any additional non-qualifying assets. If at any time qualifying assets do not represent at least 70% of the Company's total assets, the Company will be precluded from acquiring any additional non-qualifying asset until such time as it complies with the requirements of Section 55(a).
52

Barings BDC, Inc.
Consolidated Schedule of Investments — (Continued)
December 31, 2021
(Amounts in thousands, except share amounts)
(4)As defined in the 1940 Act, the Company is deemed to be an “affiliated person” of the portfolio company as the Company owns between 5% or more, up to 25% (inclusive), of the portfolio company's voting securities (“non-controlled affiliate”). Transactions related to investments in non-controlled "Affiliate Investments" for the year ended December 31, 2021 were as follows:
December 31, 2020
Value
Gross Additions
(b)
Gross Reductions (c) Amount of Realized Gain (Loss)  Amount of Unrealized Gain (Loss)
December 31, 2021 Value
 Amount of Interest or Dividends Credited to Income(d)
Portfolio CompanyType of Investment(a)
Advantage Insurance, Inc.(e)
Preferred Stock (587,001 shares)$5,947 $— $(5,870)$(77)$— $— $72 
5,947 — (5,870)(77)— — 72 
Eclipse Business Capital, LLC (e)
Second Lien Senior Secured Term Loan (7.5% Cash)— 4,502 — — 236 4,738 170 
Revolver (LIBOR + 7.25%)— 1,691 — — 127 1,818 53 
LLC units (89,447,396 units)— 89,850 — — 2,818 92,668 3,582 
— 96,043 — — 3,181 99,224 3,805 
Jocassee Partners LLC9.1% Member Interest22,624 10,000 — — 4,978 37,602 — 
22,624 10,000 — — 4,978 37,602 — 
JSC Tekers Holdings(e)
Preferred Stock (9,159,085 shares)4,753 — — — 1,444 6,197 — 
Common Stock (3,201 shares)— — — — — — — 
4,753 — — — 1,444 6,197 — 
Security Holdings B.V(e)
Bridge Loan (5.0% PIK 5/31/2021)5,188 264 — — — 5,452 276 
Senior Subordinated Loan (3.1% PIK)8,746 778 — — — 9,524 285 
Senior Unsecured Term Loan (9.0% PIK)— 8,831 (1,168)(24)(332)7,307 820 
Common Equity Interest21,329 — — — 3,496 24,825 — 
35,263 9,873 (1,168)(24)3,164 47,108 1,381 
Thompson Rivers LLC15.90% Member Interest10,012 69,414 — — 5,012 84,438 4,776 
10,012 69,414 — — 5,012 84,438 4,776 
Waccamaw River LLC20% Member Interest— 13,762 (68)— (194)13,500 280 
— 13,762 (68)— (194)13,500 280 
Total Affiliate Investments$78,599 $199,092 $(7,106)$(101)$17,585 $288,069 $10,314 
(a)     Eclipse Business Capital, LLC, Thompson Rivers LLC and Waccamaw River LLC equity investments are income producing. All other equity and any equity-linked investments are non-income producing.
(b)     Gross additions include increases in the cost basis of investments resulting from new investments and follow-on investments.
(c)    Gross reductions include decreases in the total cost basis of investments resulting from principal repayments or sales.
(d) Represents the total amount of interest, fees or dividends credited to income for the portion of the year an investment was included in the Affiliate category.
(e) The fair value of the investment was determined using significant unobservable inputs.
53

Barings BDC, Inc.
Consolidated Schedule of Investments — (Continued)
December 31, 2021
(Amounts in thousands, except share amounts)
(5)    As defined in the 1940 Act, the Company is deemed to be both an “affiliated person” and “control” the portfolio company because it owns more than 25% of the portfolio company’s outstanding voting securities or it has the power to exercise control over the management or policies of such portfolio company (including through a management agreement). Transactions as of and during the year ended December 31, 2021 in which the portfolio company is deemed to be a "Control Investment" of the Company were as follows:
December 31, 2020
Value
Gross Additions
(b)
Gross Reductions (c) Amount of Realized Gain (Loss)  Amount of Unrealized Gain (Loss)
December 31, 2021
Value
 Amount of Interest or Dividends Credited to Income(d)
Portfolio CompanyType of Investment(a)
MVC Automotive Group GmbH(e)
Common Equity Interest $9,582 $— $— $— $(1,883)$7,699 $— 
Bridge Loan (6.0% Cash 12/31/2021) 7,149 — — — — 7,149 435 
16,731 — — — (1,883)14,848 435 
MVC Private Equity Fund LPLimited Partnership Interest8,899 — — — (1,523)7,376 — 
General Partnership Interest225 — — (37)188 643 
9,124 — — — (1,560)7,564 643 
Waccamaw River LLC50% Member Interest— 4,500 (4,474)— (26)— — 
Total Control Investments$25,855 $4,500 $(4,474)$ $(3,469)$22,412 $1,078 
(a)     Equity and equity-linked investments are non-income producing, unless otherwise noted.
(b) Gross additions include increases in the cost basis of investments resulting from new investments and follow-on investments.
(c)     Gross reductions include decreases in the total cost basis of investments resulting from principal repayments or sales.
(d)    Represents the total amount of interest, fees or dividends credited to income for the portion of the year an investment was included in the Control category.
(e) The fair value of the investment was determined using significant unobservable inputs.
(6)Some or all of the investment is or will be encumbered as security for the Company's senior secured credit facility with ING Capital LLC.
(7)The fair value of the investment was determined using significant unobservable inputs.
(8)Debt investment includes interest rate floor feature.
(9)The interest rate on these loans is subject to 1 Month LIBOR, which as of December 31, 2021 was 0.10125%.
(10)The interest rate on these loans is subject to 3 Month LIBOR, which as of December 31, 2021 was 0.20913%.
(11)The interest rate on these loans is subject to 6 Month LIBOR, which as of December 31, 2021 was 0.33875%.
(12)The interest rate on these loans is subject to 3 Month GBP LIBOR, which as of December 31, 2021 was 0.26225%.
(13)The interest rate on these loans is subject to 6 Month GBP LIBOR, which as of December 31, 2021 was 0.47363%.
(14)The interest rate on these loans is subject to 3 Month EURIBOR, which as of December 31, 2021 was -0.57200%.
(15)The interest rate on these loans is subject to 6 Month EURIBOR, which as of December 31, 2021 was -0.54600%.
(16)The interest rate on these loans is subject to 3 Month SONIA, which as of December 31, 2021 was 0.33830%.
(17)The interest rate on these loans is subject to 6 Month SONIA, which as of December 31, 2021 was 0.49870%.
(18)The interest rate on these loans is subject to 3 Month STIBOR, which as of December 31, 2021 was -0.00050%.
(19)The interest rate on these loans is subject to 1 Month BBSY, which as of December 31, 2021 was 0.01500%.
(20)The interest rate on these loans is subject to 3 Month BBSY, which as of December 31, 2021 was 0.06770%.
(21)The interest rate on these loans is subject to 3 Month CDOR, which as of December 31, 2021 was 0.51750%.
(22)The interest rate on these loans is subject to 3 Month SOFR, which as of December 31, 2021 was 0.09125%.
(23)The interest rate on these loans is subject to 6 Month SOFR, which as of December 31, 2021 was 0.19947%.
(24)Non-accrual investment.
(25)Investment was purchased as part of the MVC Acquisition and is part of the MVC Reference Portfolio for purposes of the MVC Credit Support Agreement.
(26)In 2017, MVC received $5.7 million of 9.5% second lien callable notes due in 2025, in lieu of an escrow to satisfy any indemnification claims associated with MVC’s sale of its equity investment in U.S. Gas. Effective January 1, 2018, the cost basis of the U.S. Gas second lien loan was decreased by approximately $3.0 million due to a working capital adjustment. This loan is still subject to indemnification adjustments.

See accompanying notes.
54


Barings BDC, Inc.
Notes to Unaudited Consolidated Financial Statements

1. ORGANIZATION, BUSINESS AND BASIS OF PRESENTATION
The Company and its wholly-owned subsidiaries are specialty finance companies. The Company currently operates as a closed-end, non-diversified investment company and has elected to be treated as a business development company (“BDC”) under the 1940 Act. The Company has elected for federal income tax purposes to be treated as a regulated investment company (“RIC”) under the Internal Revenue Code of 1986, as amended (the “Code”).
Organization
The Company is a Maryland corporation incorporated on October 10, 2006. On August 2, 2018, the Company entered into an investment advisory agreement (the “Original Advisory Agreement”) and an administration agreement (the “Administration Agreement”) and became an externally-managed BDC managed by Barings LLC (“Barings” or the “Adviser”). An externally-managed BDC generally does not have any employees, and its investment and management functions are provided by an outside investment adviser and administrator under an investment advisory agreement and administration agreement. Instead of the Company directly compensating employees, the Company pays the Adviser for investment and management services pursuant to the terms of the New Barings BDC Advisory Agreement (as defined in “Note 2 – Agreements and Related Party Transactions”) (and, from January 1, 2021 to February 25, 2022, pursuant to the terms of the Amended and Restated Advisory Agreement (as defined in “Note 2 – Agreements and Related Party Transactions”)) and the Administration Agreement. See “Note 2 – Agreements and Related Party Transactions” for additional information regarding the Company’s investment advisory agreement and administration agreement.
Basis of Presentation
The financial statements of the Company include the accounts of Barings BDC, Inc. and its wholly-owned subsidiaries. The effects of all intercompany transactions between the Company and its wholly-owned subsidiaries have been eliminated in consolidation. The Company is an investment company and, therefore, applies the specialized accounting and reporting guidance in Accounting Standards Codification (“ASC”) Topic 946, Financial Services – Investment Companies. ASC Topic 946 states that consolidation by the Company of an investee that is not an investment company is not appropriate, except when the Company holds a controlling interest in an operating company that provides all or substantially all of its services directly to the Company or to its portfolio companies. None of the portfolio investments made by the Company qualify for this exception. Therefore, the Company's investment portfolio is carried on the Unaudited and Audited Consolidated Balance Sheets at fair value, as discussed further in “Note 3 – Investments”, with any adjustments to fair value recognized as “Net unrealized appreciation (depreciation)” on the Unaudited Consolidated Statements of Operations.
The accompanying unaudited consolidated financial statements are presented in conformity with accounting principles generally accepted in the United States (“U.S. GAAP”) for interim financial information and pursuant to the requirements for reporting on Form 10-Q and Articles 6, 10 and 12 of Regulation S-X. Accordingly, certain disclosures accompanying annual consolidated financial statements prepared in accordance with U.S. GAAP are omitted. In the opinion of management, all adjustments, consisting solely of normal recurring adjustments necessary for the fair presentation of financial statements for the interim period, have been reflected in the unaudited consolidated financial statements. The current period’s results of operations are not necessarily indicative of results that ultimately may be achieved for the full fiscal year. Additionally, the unaudited consolidated financial statements and accompanying notes should be read in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, 2021. Financial statements prepared on a U.S. GAAP basis require management to make estimates and assumptions that affect the amounts and disclosures reported in the unaudited consolidated financial statements and accompanying notes. Such estimates and assumptions could change in the future as more information becomes known, which could impact the amounts reported and disclosed herein.
Recently Issued Accounting Standards
In March 2020, the FASB issued Accounting Standards Update, 2020-04, Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“ASU 2020-04”). The amendments in ASU 2020-04 provide optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships and other transactions affected by reference rate reform if certain criteria are met. ASU 2020-04 is effective for all entities as of March 12, 2020 through December 31, 2022. The Company is currently evaluating the impact of adopting ASU 2020-04 on its consolidated financial statements.
55

Barings BDC, Inc.
Notes to Unaudited Consolidated Financial Statements — (Continued)
Share Purchase Programs
In connection with the completion of the Company’s acquisition of MVC on December 23, 2020 (the “MVC Acquisition”), the Company committed to make open-market purchases of shares of its common stock in an aggregate amount of up to $15.0 million at then-current market prices at any time shares trade below 90% of the Company’s then most recently disclosed NAV per share. Any repurchases pursuant to the authorized program will occur during the 12-month period commencing upon the filing of the Company’s quarterly report on Form 10-Q for the quarter ended March 31, 2021, which occurred on May 6, 2021, and will be made in accordance with applicable legal, contractual and regulatory requirements. The MVC repurchase program terminated on May 6, 2022. During the three months ended June 30, 2022, the Company did not repurchase any shares of common stock in the open market under the authorized program. During the six months ended June 30, 2022, the Company repurchased a total of 207,677 shares of common stock in the open market under the authorized program at an average price of $10.14 per share, including broker commissions.
In connection with the completion of the Company’s acquisition of Sierra on February 25, 2022 (the “Sierra Acquisition”), the Company committed to make open-market purchases of shares of its common stock in an aggregate amount of up to $30.0 million at then-current market prices at any time shares trade below 90% of the Company’s then most recently disclosed NAV per share. Any repurchases pursuant to the authorized program will occur during the 12-month period commencing on April 1, 2022 and are expected to be made in accordance with a Rule 10b5-1 purchase plan that qualifies for the safe harbors provided by Rules 10b5-1 and 10b-18 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as well as subject to compliance with the Company’s covenant and regulatory requirements. During both the three and six months ended June 30, 2022, the Company repurchased a total of 1,309,442 shares of common stock in the open market under the authorized program at an average price of $9.93 per share, including broker commissions.
2. AGREEMENTS AND RELATED PARTY TRANSACTIONS
On August 2, 2018, the Company entered into the Original Advisory Agreement and the Administration Agreement with the Adviser, an investment adviser registered under the Investment Advisers Act of 1940, as amended. In connection with the MVC Acquisition, on December 23, 2020, the Company entered into an amended and restated investment advisory agreement (the “Amended and Restated Advisory Agreement”) with the Adviser, following approval of the Amended and Restated Advisory Agreement by the Company’s stockholders at its December 23, 2020 special meeting of stockholders. The terms of the Amended and Restated Advisory Agreement became effective on January 1, 2021.
The Amended and Restated Advisory Agreement amended the Original Advisory Agreement to, among other things, (i) reduce the annual base management fee payable to the Adviser from 1.375% to 1.250% of the Company’s gross assets, (ii) reset the commencement date for the rolling 12-quarter “look-back” provision used to calculate the income incentive fee and incentive fee cap to January 1, 2021 from January 1, 2020 and (iii) describe the fact that the Company may enter into guarantees, sureties and other credit support arrangements with respect to one or more of its investments, including the impact of these arrangements on the income incentive fee cap.
In connection with the Sierra Acquisition, on February 25, 2022, the Company entered into a second amended and restated investment advisory agreement (the “New Barings BDC Advisory Agreement”) with the Adviser, which increased the hurdle rate applicable to the income incentive fee from 2.0% to 2.0625% per quarter (or from 8.0% to 8.25% annualized) and therefore increased the catch-up amount that is used in calculating the income incentive fee to correspond to the increase in the hurdle rate. All other terms and provisions of the Amended and Restated Advisory Agreement between the Company and the Adviser, including with respect to the calculation of the other fees payable to the Adviser, remained unchanged under the New Barings BDC Advisory Agreement.
Investment Advisory Agreement
Pursuant to the New Barings BDC Advisory Agreement, the Adviser manages the Company's day-to-day operations and provides the Company with investment advisory services. Among other things, the Adviser (i) determines the composition of the portfolio of the Company, the nature and timing of the changes therein and the manner of implementing such changes; (ii) identifies, evaluates and negotiates the structure of the investments made by the Company; (iii) executes, closes, services and monitors the investments that the Company makes; (iv) determines the securities and other assets that the Company will purchase, retain or sell; (v) performs due diligence on prospective portfolio companies and (vi) provides the Company with such other investment advisory, research and related services as the Company may, from time to time, reasonably require for the investment of its funds.
The New Barings BDC Advisory Agreement provides that, absent fraud, willful misfeasance, bad faith or gross negligence in the performance of its duties or by reason of the reckless disregard of its duties and obligations, the Adviser, and
56

Barings BDC, Inc.
Notes to Unaudited Consolidated Financial Statements — (Continued)
its officers, managers, partners, agents, employees, controlling persons, members and any other person or entity affiliated with the Adviser (collectively, the “IA Indemnified Parties”), are entitled to indemnification from the Company for any damages, liabilities, costs, demands, charges, claims and expenses (including reasonable attorneys’ fees and amounts reasonably paid in settlement) incurred by the IA Indemnified Parties in or by reason of any pending, threatened or completed action, suit, investigation or other proceeding (including an action or suit by or in the right of the Company or its security holders) arising out of any actions or omissions or otherwise based upon the performance of any of the Adviser’s duties or obligations under the New Barings BDC Advisory Agreement or otherwise as an investment adviser of the Company. The Adviser’s services under the New Barings BDC Advisory Agreement are not exclusive, and the Adviser is generally free to furnish similar services to other entities so long as its performance under the New Barings BDC Advisory Agreement is not adversely affected.
The Adviser has entered into a personnel-sharing arrangement with its affiliate, Baring International Investment Limited (“BIIL”). BIIL is a wholly-owned subsidiary of Baring Asset Management Limited, which in turn is an indirect, wholly-owned subsidiary of the Adviser. Pursuant to this arrangement, certain employees of BIIL may serve as “associated persons” of the Adviser and, in this capacity, subject to the oversight and supervision of the Adviser, may provide research and related services, and discretionary investment management and trading services (including acting as portfolio managers) to the Company on behalf of the Adviser. This arrangement is based on no-action letters of the staff of the Securities and Exchange Commission (the “SEC”) that permit SEC-registered investment advisers to rely on and use the resources of advisory affiliates or "participating affiliates," subject to the supervision of that SEC-registered investment adviser. BIIL is a “participating affiliate” of the Adviser, and the BIIL employees are “associated persons” of the Adviser.
Under the New Barings BDC Advisory Agreement, the Company pays the Adviser (i) a base management fee (the “Base Management Fee”) and (ii) an incentive fee (the “Incentive Fee”) as compensation for the investment advisory and management services it provides the Company thereunder.
Base Management Fee
The Base Management Fee is calculated based on the Company’s gross assets, including the Company’s credit support agreements, assets purchased with borrowed funds or other forms of leverage and excluding cash and cash equivalents, at an annual rate of 1.25%. The Base Management Fee is payable quarterly in arrears on a calendar quarter basis. The Base Management Fee will be calculated based on the average value of the Company’s gross assets, excluding cash and cash equivalents, at the end of the two most recently completed calendar quarters prior to the quarter for which such fees are being calculated. Base Management Fees for any partial month or quarter will be appropriately pro-rated.
For the three and six months ended June 30, 2022, the Base Management Fee determined in accordance with the terms of the New Barings BDC Advisory Agreement was approximately $7.4 million and $13.3 million, respectively. For the three and six months ended June 30, 2021, the Base Management Fee determined in accordance with the terms of the Amended and Restated Advisory Agreement was approximately $4.9 million and $8.8 million, respectively. As of June 30, 2022, the Base Management Fee of $7.4 million for the three months ended June 30, 2022 was unpaid and included in “Base management fees payable” in the accompanying Unaudited Consolidated Balance Sheet. As of December 31, 2021, the Base Management Fee of $5.4 million for the three months ended December 31, 2021 was unpaid and included in “Base management fees payable” in the accompanying Consolidated Balance Sheet.
Incentive Fee
The Incentive Fee consists of two components that are independent of each other, with the result that one component may be payable even if the other is not. A portion of the Incentive Fee is based on the Company's income (the “Income-Based Fee”) and a portion is based on the Company's capital gains (the “Capital Gains Fee”), each as described below:
(i) The Income-Based Fee will be determined and paid quarterly in arrears based on the amount by which (x) the aggregate “Pre-Incentive Fee Net Investment Income” (as defined below) in respect of the current calendar quarter and the eleven preceding calendar quarters beginning with the calendar quarter that commences on or after January 1, 2021, as the case may be (or the appropriate portion thereof in the case of any of the Company's first eleven calendar quarters that commences on or after January 1, 2021) (in either case, the “Trailing Twelve Quarters”) exceeds (y) the Hurdle Amount (as defined below) in respect of the Trailing Twelve Quarters. The Hurdle Amount will be determined on a quarterly basis, and will be calculated by multiplying 2.0625% (8.25% annualized) by the aggregate of the Company's NAV at the beginning of each applicable calendar quarter comprising the relevant Trailing Twelve Quarters. For this purpose, “Pre-Incentive Fee Net Investment Income” means interest income, dividend income and any other income (including, without limitation, any accrued income that the Company has not yet received in cash and any other fees such as commitment, origination, structuring, diligence and consulting fees or other fees that the Company receives from portfolio companies) accrued during the calendar quarter, minus the Company's operating
57

Barings BDC, Inc.
Notes to Unaudited Consolidated Financial Statements — (Continued)
expenses accrued during the calendar quarter (including, without limitation, the Base Management Fee, administration expenses and any interest expense and dividends paid on any issued and outstanding preferred stock, but excluding the Income-Based Fee and the Capital Gains Fee). For the avoidance of doubt, Pre-Incentive Fee Net Investment Income does not include any realized capital gains, realized capital losses or unrealized capital appreciation or depreciation.
The calculation of the Income-Based Fee for each quarter is as follows:
(A) No Income-Based Fee will be payable to the Adviser in any calendar quarter in which the Company's aggregate Pre-Incentive Fee Net Investment Income for the Trailing Twelve Quarters does not exceed the Hurdle Amount;
(B) 100% of the Company's aggregate Pre-Incentive Fee Net Investment Income for the Trailing Twelve Quarters, if any, that exceeds the Hurdle Amount but is less than or equal to an amount (the “Catch-Up Amount”) determined on a quarterly basis by multiplying 2.578125% (10.3125% annualized) by the aggregate of the Company's NAV at the beginning of each applicable calendar quarter comprising the relevant Trailing Twelve Quarters. The Catch-Up Amount is intended to provide the Adviser with an incentive fee of 20% on all of the Company's Pre-Incentive Fee Net Investment Income when the Company's Pre-Incentive Fee Net Investment Income reaches the Catch-Up Amount for the Trailing Twelve Quarters; and
(C) For any quarter in which the Company's aggregate Pre-Incentive Fee Net Investment Income for the Trailing Twelve Quarters exceeds the Catch-Up Amount, the Income-Based Fee shall equal 20% of the amount of the Company's aggregate Pre-Incentive Fee Net Investment Income for such Trailing Twelve Quarters, as the Hurdle Amount and Catch-Up Amount will have been achieved.
Subject to the Incentive Fee Cap described below, the amount of the Income-Based Fee that will be paid to the Adviser for a particular quarter will equal the excess of the aggregate Income-Based Fee so calculated less the aggregate Income-Based Fees that were paid to the Adviser in the preceding eleven calendar quarters (or portion thereof) comprising the relevant Trailing Twelve Quarters.
(ii) The Income-Based Fee is subject to a cap (the “Incentive Fee Cap”). The Incentive Fee Cap in any quarter is an amount equal to (a) 20% of the Cumulative Pre-Incentive Fee Net Return (as defined below) during the relevant Trailing Twelve Quarters less (b) the aggregate Income-Based Fee that were paid to the Adviser in the preceding eleven calendar quarters (or portion thereof) comprising the relevant Trailing Twelve Quarters. For this purpose, “Cumulative Pre-Incentive Fee Net Return” during the relevant Trailing Twelve Quarters means (x) Pre-Incentive Fee Net Investment Income in respect of the Trailing Twelve Quarters less (y) any Net Capital Loss, if any, in respect of the Trailing Twelve Quarters. If, in any quarter, the Incentive Fee Cap is zero or a negative value, the Company will pay no Income-Based Fee to the Adviser in that quarter. If, in any quarter, the Incentive Fee Cap is a positive value but is less than the Income-Based Fee calculated in accordance with paragraph (i) above, the Company will pay the Adviser the Incentive Fee Cap for such quarter. If, in any quarter, the Incentive Fee Cap is equal to or greater than the Income-Based Fee calculated in accordance with paragraph (i) above, the Company will pay the Adviser the Income-Based Fee for such quarter.
“Net Capital Loss” in respect of a particular period means the difference, if positive, between (i) aggregate capital losses on the Company's assets, whether realized or unrealized, in such period and (ii) aggregate capital gains or other gains on the Company's assets (including, for the avoidance of doubt, the value ascribed to any credit support arrangement in the Company's financial statements even if such value is not categorized as a gain therein), whether realized or unrealized, in such period.
(iii) The second part of the Incentive Fee (the “Capital Gains Fee”) will be determined and payable in arrears as of the end of each calendar year (or upon termination of the investment advisory agreement), commencing with the calendar year ended on December 31, 2018, and is calculated at the end of each applicable year by subtracting (1) the sum of the Company's cumulative aggregate realized capital losses and aggregate unrealized capital depreciation from (2) the Company's cumulative aggregate realized capital gains, in each case calculated from August 2, 2018. If such amount is positive at the end of such year, then the Capital Gains Fee payable for such year is equal to 20% of such amount, less the cumulative aggregate amount of Capital Gains Fees paid in all prior years commencing with the calendar year ended on December 31, 2018. If such amount is negative, then there is no Capital Gains Fee payable for such year. If this Agreement is terminated as of a date that is not a calendar year end, the termination date will be treated as though it were a calendar year end for purposes of calculating and paying a Capital Gains Fee.
58

Barings BDC, Inc.
Notes to Unaudited Consolidated Financial Statements — (Continued)
Under the New Barings BDC Advisory Agreement, the "cumulative aggregate realized capital gains" are calculated as the sum of the differences, if positive, between (a) the net sales price of each investment in the Company's portfolio when sold and (b) the accreted or amortized cost basis of such investment.
The cumulative aggregate realized capital losses are calculated as the sum of the differences, if negative, between (a) the net sales price of each investment in the Company's portfolio when sold and (b) the accreted or amortized cost basis of such investment.
The aggregate unrealized capital depreciation is calculated as the sum of the differences, if negative, between (a) the valuation of each investment in the Company's portfolio as of the applicable Capital Gains Fee calculation date and (b) the accreted or amortized cost basis of such investment.
Under the New Barings BDC Advisory Agreement, the “accreted or amortized cost basis of an investment” shall mean the accreted or amortized cost basis of such investment as reflected in the Company’s financial statements.
For the three and six months ended June 30, 2022, the Income-Based Fee determined in accordance with the terms of the New Barings BDC Advisory Agreement was zero and $4.8 million, respectively. For the three and six months ended June 30, 2021, the Income-Based Fee determined in accordance with the terms of the Amended and Restated Advisory Agreement was $3.5 million and $6.2 million, respectively. As of December 31, 2021, the Income-Based Fee of $4.1 million for the three months ended December 31, 2021 was unpaid and included in “Incentive management fees payable” in the accompanying Consolidated Balance Sheet.
The Company did not incur any capital gains fees for either of the three or six months ended June 30, 2022 or 2021.
Payment of Company Expenses
Under the New Barings BDC Advisory Agreement, all investment professionals of the Adviser and its staff, when and to the extent engaged in providing services required to be provided by the Adviser under the New Barings BDC Advisory Agreement, and the compensation and routine overhead expenses of such personnel allocable to such services, are provided and paid for by the Adviser and not by the Company, except that all costs and expenses relating to the Company's operations and transactions, including, without limitation, those items listed in the New Barings BDC Advisory Agreement, will be borne by the Company.
Administration Agreement
Under the terms of the Administration Agreement, the Adviser performs (or oversees, or arranges for, the performance of) the administrative services necessary for the operation of the Company, including, but not limited to, office facilities, equipment, clerical, bookkeeping and record-keeping services at such office facilities and such other services as the Adviser, subject to review by the Board, from time to time, determines to be necessary or useful to perform its obligations under the Administration Agreement. The Adviser also, on behalf of the Company and subject to oversight by the Board, arranges for the services of, and oversees, custodians, depositories, transfer agents, dividend disbursing agents, other stockholder servicing agents, accountants, attorneys, valuation experts, underwriters, brokers and dealers, corporate fiduciaries, insurers, banks and such other persons in any such other capacity deemed to be necessary or desirable.
The Company will reimburse Barings for the costs and expenses incurred by it in performing its obligations and providing personnel and facilities under the Administration Agreement in an amount to be negotiated and mutually agreed to by the Company and Barings quarterly in arrears. In no event will the agreed-upon quarterly expense amount exceed the amount of expenses that would otherwise be reimbursable by the Company under the Administration Agreement for the applicable quarterly period, and Barings will not be entitled to the recoupment of any amounts in excess of the agreed-upon quarterly expense amount. The costs and expenses incurred by the Adviser on behalf of the Company under the Administration Agreement include, but are not limited to:
the allocable portion of the Adviser’s rent for the Company’s Chief Financial Officer and the Chief Compliance Officer and their respective staffs, which is based upon the allocable portion of the usage thereof by such personnel in connection with their performance of administrative services under the Administration Agreement;
the allocable portion of the salaries, bonuses, benefits and expenses of the Company’s Chief Financial Officer and Chief Compliance Officer and their respective staffs, which is based upon the allocable portion of the time spent by such personnel in connection with performing administrative services for the Company under the Administration Agreement;
59

Barings BDC, Inc.
Notes to Unaudited Consolidated Financial Statements — (Continued)
the actual cost of goods and services used for the Company and obtained by the Adviser from entities not affiliated with the Company, which is reasonably allocated to the Company on the basis of assets, revenues, time records or other methods conforming with generally accepted accounting principles;
all fees, costs and expenses associated with the engagement of a sub-administrator, if any; and
costs associated with (a) the monitoring and preparation of regulatory reporting, including filings with the SEC and tax reporting, (b) the coordination and oversight of service provider activities and the direct cost of such contractual matters related thereto and (c) the preparation of all financial statements and the coordination and oversight of audits, regulatory inquiries, certifications and sub-certifications.
For the three and six months ended June 30, 2022, the Company incurred and was invoiced by the Adviser for expenses of approximately $0.9 million and $1.8 million, respectively, under the terms of the Administration Agreement, which amounts are included in “General and administrative expenses” in the accompanying Unaudited Consolidated Statements of Operations. For the three and six months ended June 30, 2021, the Company incurred and was invoiced by the Adviser for expenses of approximately $0.5 million and $1.0 million, respectively, under the terms of the Administration Agreement, which amounts are included in “General and administrative expenses” in the accompanying Unaudited Consolidated Statements of Operations. As of June 30, 2022, the administrative expenses of $0.9 million for the three months ended June 30, 2022 were unpaid and included in “Administrative fees payable” in the accompanying Unaudited Consolidated Balance Sheet. As of December 31, 2021, the administrative expenses of $0.8 million incurred for the three months ended December 31, 2021 were unpaid and included in “Administrative fees payable” in the accompanying Consolidated Balance Sheet.
MVC Credit Support Agreement
In connection with the MVC Acquisition, on December 23, 2020, promptly following the closing of the Company’s merger with MVC, the Company entered into a Credit Support Agreement (the “MVC Credit Support Agreement”) with the Adviser, pursuant to which the Adviser has agreed to provide credit support to the Company in the amount of up to $23.0 million relating to the net cumulative realized and unrealized losses on the acquired MVC investment portfolio over a 10-year period. A summary of the material terms of the MVC Credit Support Agreement are as follows:
The MVC Credit Support Agreement covers all of the investments in the MVC Reference Portfolio.
The Adviser has an obligation to provide credit support to the Company in an amount equal to the excess of (1) the aggregate realized and unrealized losses on the MVC Reference Portfolio over (2) the aggregate realized and unrealized gains on the MVC Reference Portfolio, in each case from the date of the closing of the Company’s merger with MVC through the MVC Designated Settlement Date (up to a $23.0 million cap) (such amount, the “MVC Covered Losses”). For purposes of the MVC Credit Support Agreement, “MVC Designated Settlement Date” means the earlier of (1) January 1, 2031 and (2) the date on which the entire MVC Reference Portfolio has been realized or written off. No credit support is required to be made by the Adviser to the Company under the MVC Credit Support Agreement if the aggregate realized and unrealized gains on the MVC Reference Portfolio exceed realized and unrealized losses of the MVC Reference Portfolio on the MVC Designated Settlement Date.
The Adviser will settle any credit support obligation under the MVC Credit Support Agreement as follows. If the MVC Covered Losses are greater than $0.00, then, in satisfaction of the Adviser’s obligation set forth in the MVC Credit Support Agreement, the Adviser will irrevocably waive during the MVC Waiver Period (as defined below) (1) the incentive fees payable under the New Barings BDC Advisory Agreement (including any incentive fee calculated on an annual basis during the MVC Waiver Period), and (2) in the event that MVC Covered Losses exceed such incentive fee, the base management fees payable under the New Barings BDC Advisory Agreement. The “MVC Waiver Period” means the four quarterly measurement periods immediately following the quarter in which the MVC Designated Settlement Date occurs. If the MVC Covered Losses exceed the aggregate amount of incentive fees and base management fees waived by the Adviser during the MVC Waiver Period, then, on the date on which the last incentive fee or base management fee payment would otherwise be due during the MVC Waiver Period, the Adviser shall make a cash payment to the Company equal to the positive difference between the MVC Covered Losses and the aggregate amount of incentive fees and base management fees previously waived by the Adviser during the MVC Waiver Period.
The MVC Credit Support Agreement and the rights of the Company thereunder shall automatically terminate if the Adviser (or an affiliate of the Adviser) ceases to serve as the investment adviser to the Company or any successor thereto, other than as a result of the voluntary termination by the Adviser of its investment advisory agreement with the Company. In the event of such a voluntary termination by the Adviser of the then-current investment advisory
60

Barings BDC, Inc.
Notes to Unaudited Consolidated Financial Statements — (Continued)
agreement with the Company, the Adviser will remain obligated to provide the credit support contemplated by the MVC Credit Support Agreement. In the event of a non-voluntary termination of the advisory agreement or its expiration (due to non-renewal by the Board), the Adviser will have no obligations under the MVC Credit Support Agreement.
The MVC Credit Support Agreement is intended to give stockholders of the combined company following the MVC Acquisition downside protection from net cumulative realized and unrealized losses on the acquired MVC portfolio and insulate the combined company’s stockholders from potential value volatility and losses in MVC’s portfolio following the closing of the MVC Acquisition. There is no fee or other payment by the Company to the Adviser or any of its affiliates in connection with the MVC Credit Support Agreement. Any cash payment from the Adviser to the Company under the MVC Credit Support Agreement will be excluded from the Company’s incentive fee calculations under the New Barings BDC Advisory Agreement.
When the Company and the Adviser entered into the MVC Credit Support Agreement, it was accounted for as a deemed contribution from the Adviser and was included in "Additional paid-in capital" in the accompanying Unaudited Consolidated Balance Sheet and Consolidated Balance Sheet. In addition, the MVC Credit Support Agreement is accounted for as a derivative in accordance with ASC 815, Derivatives and Hedging, and is included in “Credit support agreements” in the accompanying Unaudited Consolidated Balance Sheet and Consolidated Balance Sheet.
Sierra Credit Support Agreement
In connection with the Sierra Acquisition, on February 25, 2022, promptly following the closing of the Company’s merger with Sierra, the Company entered into a Credit Support Agreement (the “Sierra Credit Support Agreement”) with the Adviser, pursuant to which the Adviser has agreed to provide credit support to the Company in the amount of up to $100.0 million relating to the net cumulative realized and unrealized losses on the acquired Sierra investment portfolio over a 10-year period. A summary of the material terms of the Sierra Credit Support Agreement are as follows:
The Sierra Credit Support Agreement covers all of the investments in the Sierra Reference Portfolio.
The Adviser has an obligation to provide credit support to the Company in an amount equal to the excess of (1) the aggregate realized and unrealized losses on the Sierra Reference Portfolio less (2) the aggregate realized and unrealized gains on the Sierra Reference Portfolio, in each case from the date of the closing of the Company’s merger with Sierra through the Designated Settlement Date (up to a $100.0 million cap) (such amount, the “Covered Losses”). For purposes of the Sierra Credit Support Agreement, “Designated Settlement Date” means the earlier of (1) April 1, 2032 and (2) the date on which the entire Sierra Reference Portfolio has been realized or written off. No credit support is required to be made by the Adviser to the Company under the Sierra Credit Support Agreement if the aggregate realized and unrealized gains on the Sierra Reference Portfolio exceed realized and unrealized losses of the Sierra Reference Portfolio on the Designated Settlement Date.
The Adviser will settle any credit support obligation under the Sierra Credit Support Agreement as follows. If the Covered Losses are greater than $0.00, then, in satisfaction of the Adviser’s obligation set forth in the Sierra Credit Support Agreement, the Adviser will irrevocably waive during the Waiver Period (as defined below) (1) the incentive fees payable under the New Barings BDC Advisory Agreement (including any incentive fee calculated on an annual basis during the Waiver Period), and (2) in the event that Covered Losses exceed such incentive fee, the base management fees payable under the New Barings BDC Advisory Agreement. The “Waiver Period” means the four quarterly measurement periods immediately following the quarter in which the Designated Settlement Date occurs. If the Covered Losses exceed the aggregate amount of incentive fees and base management fees waived by the Adviser during the Waiver Period, then, on the date on which the last incentive fee or base management fee payment would otherwise be due during the Waiver Period, the Adviser shall make a cash payment to the Company equal to the positive difference between the Covered Losses and the aggregate amount of incentive fees and base management fees previously waived by the Adviser during the Waiver Period.
The Sierra Credit Support Agreement and the rights of the Company thereunder shall automatically terminate if the Adviser (or an affiliate of the Adviser) ceases to serve as the investment adviser to the Company or any successor thereto, other than as a result of the voluntary termination by the Adviser of its investment advisory agreement with the Company. In the event of such a voluntary termination by the Adviser of the then-current investment advisory agreement with the Company, the Adviser will remain obligated to provide the credit support contemplated by the Sierra Credit Support Agreement. In the event of a non-voluntary termination of the advisory agreement or its expiration (due to non-renewal by the Board), the Adviser will have no obligations under the Sierra Credit Support Agreement.
61

Barings BDC, Inc.
Notes to Unaudited Consolidated Financial Statements — (Continued)
The Sierra Credit Support Agreement is intended to give stockholders of the combined company following the Sierra Acquisition downside protection from net cumulative realized and unrealized losses on the acquired Sierra portfolio and insulate the combined company’s stockholders from potential value volatility and losses in Sierra’s portfolio following the closing of the Company’s merger with Sierra. There is no fee or other payment by the Company to the Adviser or any of its affiliates in connection with the Sierra Credit Support Agreement. Any cash payment from the Adviser to the Company under the Sierra Credit Support Agreement will be excluded from the combined company’s incentive fee calculations under the New Barings BDC Advisory Agreement.
When the Company and the Adviser entered into the Sierra Credit Support Agreement, it was accounted for as a deemed contribution from the Adviser and was included in "Additional paid-in capital" in the accompanying Unaudited Consolidated Balance Sheet. In addition, the Sierra Credit Support Agreement is accounted for as a derivative in accordance with ASC 815, Derivatives and Hedging, and is included in "Credit support agreement" in the accompanying Unaudited Consolidated Balance Sheet.
3. INVESTMENTS
Portfolio Composition
The Company invests predominately in senior secured private debt investments in well-established middle-market businesses that operate across a wide range of industries, as well as syndicated senior secured loans, structured product investments, bonds and other fixed income securities. Structured product investments include collateralized loan obligations and asset-backed securities. The Adviser's existing SEC co-investment exemptive relief under the 1940 Act permits the Company and the Adviser's affiliated private funds and SEC regulated funds to co-invest in loans originated by the Adviser, which allows the Adviser to efficiently implement its senior secured private debt investment strategy for the Company.
The cost basis of the Company's debt investments includes any unamortized purchased premium or discount, unamortized loan origination fees and PIK interest, if any. Summaries of the composition of the Company’s investment portfolio at cost and fair value, and as a percentage of total investments and net assets, are shown in the following tables:
($ in thousands)CostPercentage of
Total Portfolio
Fair ValuePercentage of
Total Portfolio
Percentage of
Total
Net Assets
June 30, 2022:
Senior debt and 1st lien notes
$1,582,312 65 %$1,550,204 65 %124 %
Subordinated debt and 2nd lien notes
370,972 15 315,809 13 25 
Structured products82,515 70,385 
Equity shares206,407 268,622 11 21 
Equity warrants174 — 92 — — 
Investment in joint ventures / PE fund196,687 183,964 15 
$2,439,067 100 %$2,389,076 100 %191 %
December 31, 2021:
Senior debt and 1st lien notes
$1,217,899 68 %$1,221,598 68 %165 %
Subordinated debt and 2nd lien notes
253,551 14 240,037 13 32 
Structured products37,055 40,271 
Equity shares145,791 154,477 21 
Equity warrants1,111 — 1,107 — — 
Investment in joint ventures / PE fund132,417 143,104 19 
$1,787,824 100 %$1,800,594 100 %243 %
During the three months ended June 30, 2022, the Company made 26 new investments totaling $248.7 million, made investments in existing portfolio companies totaling $101.5 million and made additional investments in joint venture equity portfolio companies totaling $2.1 million. During the six months ended June 30, 2022, the Company made 48 new investments totaling $495.2 million, purchased $442.2 million of investments as part of the Sierra Acquisition, made investments in existing portfolio companies totaling $173.5 million and made additional investments in joint venture equity portfolio companies totaling $13.8 million.
62

Barings BDC, Inc.
Notes to Unaudited Consolidated Financial Statements — (Continued)
During the three months ended June 30, 2021, the Company made 22 new investments totaling $204.2 million, made investments in existing portfolio companies totaling $54.2 million, and made net additional investments in existing joint venture equity portfolio companies totaling $6.0 million. During the six months ended June 30, 2021, the Company made 40 new investments totaling $390.9 million, made investments in existing portfolio companies totaling $112.9 million, made a net new joint venture equity investment totaling $5.5 million and additional investments in joint venture equity portfolio companies totaling $30.0 million.
Industry Composition
The industry composition of investments at fair value at June 30, 2022 and December 31, 2021, excluding short-term investments, was as follows:
($ in thousands)June 30, 2022December 31, 2021
Aerospace and Defense$119,558 5.0 %$91,129 5.1 %
Automotive85,370 3.6 55,875 3.1 
Banking, Finance, Insurance and Real Estate246,208 10.3 208,397 11.6 
Beverage, Food and Tobacco37,472 1.6 38,985 2.2 
Capital Equipment48,770 2.0 42,916 2.4 
Chemicals, Plastics, and Rubber91,813 3.8 32,234 1.8 
Construction and Building42,586 1.8 62,083 3.4 
Consumer goods: Durable71,634 3.0 47,316 2.6 
Consumer goods: Non-durable27,149 1.1 28,306 1.6 
Containers, Packaging and Glass46,246 1.9 10,218 0.6 
Energy: Electricity7,116 0.3 12,190 0.7 
Energy: Oil and Gas4,640 0.2 5,774 0.3 
Environmental Industries7,900 0.3 8,081 0.4 
Healthcare and Pharmaceuticals190,182 8.0 134,286 7.5 
High Tech Industries266,291 11.1 139,590 7.7 
Hotel, Gaming and Leisure48,396 2.0 27,553 1.5 
Investment Funds and Vehicles183,963 7.7 143,104 7.9 
Media: Advertising, Printing and Publishing32,307 1.4 46,414 2.6 
Media: Broadcasting and Subscription8,838 0.4 7,441 0.4 
Media: Diversified and Production55,347 2.3 52,887 2.9 
Metals and Mining34,649 1.5 10,684 0.6 
Retail2,029 0.1 — — 
Services: Business423,015 17.7 342,758 19.0 
Services: Consumer70,888 3.0 65,801 3.7 
Structured Products64,787 2.7 24,662 1.4 
Telecommunications39,756 1.7 45,182 2.5 
Transportation: Cargo102,253 4.3 86,964 4.8 
Transportation: Consumer11,339 0.5 12,231 0.7 
Utilities: Electric12,925 0.5 12,857 0.7 
Utilities: Oil and Gas4,718 0.2 4,677 0.3 
Wholesale931 — — — 
Total$2,389,076 100.0 %$1,800,594 100.0 %
Jocassee Partners LLC
On May 8, 2019, the Company entered into an agreement with South Carolina Retirement Systems Group Trust ("SCRS") to create and co-manage Jocassee Partners LLC ("Jocassee"), a joint venture, which invests in a highly diversified asset mix including senior secured, middle-market, private debt investments, syndicated senior secured loans and structured product investments. The Company and SCRS committed to initially provide $50.0 million and $500.0 million, respectively, of equity capital to Jocassee. On June 2, 2022, the Company committed an additional $50.0 million to Jocassee. Equity contributions will be called from each member on a pro-rata basis, based on their equity commitments.
63

Barings BDC, Inc.
Notes to Unaudited Consolidated Financial Statements — (Continued)
The total value of Jocassee’s investment portfolio was $1,247.9 million as of June 30, 2022, as compared to $1,258.2 million as of December 31, 2021. As of June 30, 2022, Jocassee’s investments had an aggregate cost of $1,316.5 million, as compared to $1,242.2 million as of December 31, 2021. As of June 30, 2022 and December 31, 2021, the weighted average yield on the principal amount of Jocassee’s outstanding debt investments was approximately 6.2% and 5.3%, respectively. As of June 30, 2022 and December 31, 2021, the Jocassee investment portfolio consisted of the following investments:
($ in thousands)CostPercentage of
Total
Portfolio
Fair ValuePercentage of
Total
Portfolio
June 30, 2022:
Senior debt and 1st lien notes
$1,172,075 89 %$1,109,710 89 %
Subordinated debt and 2nd lien notes22,679 %21,959 %
Equity shares4,704 — %3,129 — %
Equity warrants31 — %18 — %
Investment in joint ventures108,231 %104,314 %
Short-term investments8,760 %8,760 %
$1,316,480 100 %$1,247,890 100 %
December 31, 2021:
Senior debt and 1st lien notes
$1,084,502 87 %$1,085,172 86 %
Subordinated debt and 2nd lien notes23,607 24,011 
Structured products4,569 — 5,410 
Equity shares5,448 3,887 — 
Equity warrants31 — 75 — 
Investment in joint ventures111,490 127,092 10 
Short-term investments12,572 12,572 
$1,242,219 100 %$1,258,219 100 %

64

Barings BDC, Inc.
Notes to Unaudited Consolidated Financial Statements — (Continued)
The industry composition of Jocassee’s investments at fair value at June 30, 2022 and December 31, 2021, excluding short-term investments, was as follows:
($ in thousands)June 30, 2022December 31, 2021
Aerospace and Defense$69,598 5.6 %$71,857 5.8 %
Automotive26,665 2.2 18,626 1.5 
Banking, Finance, Insurance and Real Estate107,711 8.7 109,961 8.8 
Beverage, Food and Tobacco29,661 2.4 30,352 2.4 
Capital Equipment27,028 2.2 17,006 1.4 
Chemicals, Plastics, and Rubber26,182 2.1 24,665 2.0 
Construction and Building14,861 1.2 14,506 1.2 
Consumer goods: Durable17,359 1.4 10,294 0.8 
Consumer goods: Non-durable22,231 1.8 23,886 1.9 
Containers, Packaging and Glass23,379 1.9 25,277 2.0 
Energy: Electricity15,133 1.2 10,571 0.8 
Energy: Oil and Gas4,607 0.4 5,091 0.4 
Environmental Industries7,230 0.6 7,563 0.6 
Forest Products & Paper 329 — 475 — 
Healthcare and Pharmaceuticals125,631 10.1 128,495 10.3 
High Tech Industries172,076 13.9 171,960 13.8 
Hotel, Gaming and Leisure22,800 1.8 35,383 2.8 
Investment Funds and Vehicles104,314 8.4 127,092 10.2 
Media: Advertising, Printing and Publishing6,289 0.5 18,423 1.5 
Media: Broadcasting and Subscription33,885 2.7 37,840 3.0 
Media: Diversified and Production28,366 2.3 21,059 1.7 
Metals and Mining5,725 0.5 5,792 0.5 
Retail14,237 1.1 14,420 1.2 
Services: Business175,727 14.2 151,723 12.2 
Services: Consumer52,072 4.2 55,156 4.4 
Structured Product— — 5,409 0.4 
Telecommunications40,133 3.2 36,036 2.9 
Transportation: Cargo43,751 3.5 49,103 3.9 
Transportation: Consumer12,061 1.0 6,546 0.5 
Utilities: Electric3,159 0.3 3,265 0.3 
Utilities: Oil and Gas6,930 0.6 6,870 0.6 
Wholesale— — 945 0.1 
Total$1,239,130 100.0 %$1,245,647 100.0 %
65

Barings BDC, Inc.
Notes to Unaudited Consolidated Financial Statements — (Continued)
The geographic composition of Jocassee’s investments at fair value at June 30, 2022 and December 31, 2021, excluding short-term investments, was as follows:
($ in thousands)June 30, 2022December 31, 2021
Australia$26,453 2.1 %$16,509 1.3 %
Austria6,581 0.5 1,115 0.1 
Belgium16,990 1.4 14,814 1.2 
Canada8,011 0.7 8,507 0.7 
Denmark931 0.1 6,960 0.6 
Finland1,824 0.2 47,992 3.9 
France123,085 9.9 3,391 0.3 
Germany40,813 3.3 6,357 0.5 
Hong Kong4,990 0.4 2,272 0.2 
Ireland3,867 0.3 123,816 9.9 
Italy— — 113,896 9.1 
Luxembourg1,112 0.1 4,766 0.4 
Netherlands35,832 2.9 3,744 0.3 
Panama909 0.1 — — 
Singapore4,942 0.4 — — 
Spain3,930 0.3 1,225 0.1 
Sweden4,687 0.4 32,150 2.6 
Switzerland4,856 0.3 965 0.1 
United Kingdom118,869 9.6 5,305 0.4 
USA830,448 67.0 851,863 68.4 
Total$1,239,130 100 %$1,245,647 100 %
Jocassee’s subscription facility with Bank of America N.A., which is non-recourse to the Company, had approximately $173.6 million and $176.3 million outstanding as of June 30, 2022 and December 31, 2021, respectively. Jocassee’s credit facility with Citibank, N.A., which is non-recourse to the Company, had approximately $351.6 million and $342.8 million outstanding as of June 30, 2022 and December 31, 2021, respectively. Jocassee’s term debt securitization, which is non-recourse to the Company, had approximately $323.2 million and $323.1 million outstanding as of June 30, 2022 and December 31, 2021.
The Company may sell portions of its investments via assignment to Jocassee. Since inception, as of June 30, 2022 and December 31, 2021, the Company had sold $830.8 million and $698.5 million, respectively, of its investments to Jocassee. For both the three and six months ended June 30, 2022, the Company realized a loss on the sales of its investments to Jocassee of $0.2 million. For the three and six months ended June 30, 2021, the Company realized a gain on the sales of its investments to Jocassee of $0.9 million and $1.4 million, respectively. As of June 30, 2022 and December 31, 2021, the Company had $24.1 million and $216.9 million, respectively, in unsettled receivables due from Jocassee that were included in "Receivable from unsettled transactions" in the accompanying Unaudited and Audited Consolidated Balance Sheets. The sale of the investments met the criteria set forth in ASC 860, Transfers and Servicing for treatment as a sale and satisfies the following conditions:
Assigned investments have been isolated from the Company, and put presumptively beyond the reach of the Company and its creditors, even in bankruptcy or other receivership;
each participant has the right to pledge or exchange the assigned investments it received, and no condition both constrains the participant from taking advantage of its right to pledge or exchange and provides more than a trivial benefit to the Company; and
the Company, its consolidated affiliates or its agents do not maintain effective control over the assigned investments through either: (i) an agreement that entitles and/or obligates the Company to repurchase or redeem the assets before maturity, or (ii) the ability to unilaterally cause the holder to return specific assets, other than through a cleanup call.
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Barings BDC, Inc.
Notes to Unaudited Consolidated Financial Statements — (Continued)
The Company has determined that Jocassee is an investment company under ASC, Topic 946, Financial Services - Investment Companies, however, in accordance with such guidance, the Company will generally not consolidate its investment in a company other than a substantially wholly owned investment company subsidiary, which is an extension of the operations of the Company, or a controlled operating company whose business consists of providing services to the Company. The Company does not consolidate its interest in Jocassee as it is not a substantially wholly owned investment company subsidiary. In addition, Jocassee is not an operating company and the Company does not control Jocassee due to the allocation of voting rights among Jocassee members.
As of June 30, 2022 and December 31, 2021, Jocassee had the following contributed capital and unfunded commitments from its members:
($ in thousands)
As of
June 30, 2022
As of December 31, 2021
Total contributed capital by Barings BDC, Inc.$35,000 $30,000 
Total contributed capital by all members$385,000 $330,000 
Total unfunded commitments by Barings BDC, Inc.$65,000 $20,000 
Total unfunded commitments by all members$215,000 $220,000 
Thompson Rivers LLC
On April 28, 2020, Thompson Rivers LLC (“Thompson Rivers”) was formed as a Delaware limited liability company. On May 13, 2020, the Company entered into a limited liability company agreement governing Thompson Rivers. Under Thompson Rivers’ current operating agreement, as amended to date, the Company has a capital commitment of $75.0 million of equity capital to Thompson Rivers, all of which has been funded as of June 30, 2022. As of June 30, 2022, aggregate commitments to Thompson Rivers by the Company and the other members under the current operating agreement total $450.0 million, all of which has been funded.
For the three and six months ended June 30, 2022, Thompson Rivers declared $69.4 million and $89.4 million in dividends, respectively, of which $2.3 million and $5.5 million, respectively, was recognized as dividend income in the Company’s Unaudited Consolidated Statement of Operations. In addition, for both the three and six months ended June 30, 2022, the Company recognized $8.8 million of the dividends as a return of capital.
As of June 30, 2022, Thompson Rivers had $1.5 billion in Ginnie Mae early buyout loans and $267.1 million in cash. As of December 31, 2021, Thompson Rivers had $3.1 billion in Ginnie Mae early buyout loans and $220.6 million in cash. As of June 30, 2022, Thompson Rivers had 8,676 outstanding loans with an average unpaid balance of $0.2 million and weighted average coupon of 4.0%. As of December 31, 2021, Thompson Rivers had 15,617 outstanding loans with an average unpaid balance of $0.2 million and weighted average coupon of 4.0%.
67

Barings BDC, Inc.
Notes to Unaudited Consolidated Financial Statements — (Continued)
As of June 30, 2022 and December 31, 2021, the Thompson Rivers investment portfolio consisted of the following investments:
($ in thousands)CostPercentage of
Total
Portfolio
Fair ValuePercentage of
Total
Portfolio
June 30, 2022:
Federal Housing Administration (“FHA”) loans $1,419,533 90 %$1,389,345 90 %
Veterans Affairs (“VA”) loans155,498 10 %150,594 10 %
$1,575,031 100 %$1,539,939 100 %
December 31, 2021:
Federal Housing Administration (“FHA”) loans$2,799,869 93 %$2,839,495 93 %
Veterans Affairs (“VA”) loans224,660 %223,540 %
$3,024,529 100 %$3,063,035 100 %
Thompson Rivers’ repurchase agreement with JPMorgan Chase Bank, which is non-recourse to the Company, had approximately $396.6 million and $694.8 million outstanding as of June 30, 2022 and December 31, 2021, respectively. Thompson Rivers’ repurchase agreement with Bank of America N.A., which is non-recourse to the Company, had approximately $693.1 million and $1,245.2 million outstanding as of June 30, 2022 and December 31, 2021, respectively. Thompson Rivers’ repurchase agreement with Barclays Bank, which is non-recourse to the Company, had approximately $340.3 million and $933.1 million outstanding as of June 30, 2022 and December 31, 2021, respectively.
The Company has determined that Thompson Rivers is an investment company under ASC, Topic 946, Financial Services - Investment Companies, however, in accordance with such guidance, the Company will generally not consolidate its investment in a company other than a substantially wholly owned investment company subsidiary, which is an extension of the operations of the Company, or a controlled operating company whose business consists of providing services to the Company. The Company does not consolidate its interest in Thompson Rivers as it is not a substantially wholly owned investment company subsidiary. In addition, Thompson Rivers is not an operating company and the Company does not control Thompson Rivers due to the allocation of voting rights among Thompson Rivers members.
As of June 30, 2022 and December 31, 2021, Thompson Rivers had the following contributed capital and unfunded commitments from its members:
($ in thousands)
As of
June 30, 2022
As of December 31, 2021
Total contributed capital by Barings BDC, Inc.(1)$79,411 $79,414 
Total contributed capital by all members$482,083 (2)$482,120 (3)
Total unfunded commitments by Barings BDC, Inc.$— $— 
Total unfunded commitments by all members$— $— 
(1)Includes $4.4 million of dividend re-investments.
(2)Includes dividend re-investments of $32.1 million and $162.1 million of total contributed capital by related parties.
(3)Includes dividend re-investments of $32.1 million and $162.3 million of total contributed capital by related parties.
Waccamaw River LLC
On January 4, 2021, Waccamaw River LLC (“Waccamaw River”) was formed as a Delaware limited liability company. On February 8, 2021, the Company entered into a limited liability company agreement governing Waccamaw River. Under Waccamaw River’s current operating agreement, as amended to date, the Company has a capital commitment of $25.0 million of equity capital to Waccamaw River, of which approximately $22.5 million (including approximately $5.3 million of recallable return of capital) has been funded as of June 30, 2022. As of June 30, 2022, aggregate commitments to Waccamaw River by the Company and the other members under the current operating agreement total $125.0 million, of which $112.6 million (including $14.0 million of recallable return of capital) has been funded.
For the three and six months ended June 30, 2022, Waccamaw River declared $2.4 million and $3.9 million in dividends, respectively, of which $0.5 million and $0.8 million, respectively, was recognized as dividend income in the Company’s Unaudited Consolidated Statement of Operations.
68

Barings BDC, Inc.
Notes to Unaudited Consolidated Financial Statements — (Continued)
As of June 30, 2022, Waccamaw River had $130.1 million in unsecured consumer loans and $12.3 million in cash. As of December 31, 2021, Waccamaw River had $60.8 million in unsecured consumer loans and $4.9 million in cash. As of June 30, 2022, Waccamaw River had 11,626 outstanding loans with an average loan size of $11,488, remaining average life to maturity of 45.4 months and weighted average interest rate of 11.0%. As of December 31, 2021, Waccamaw River had 5,500 outstanding loans with an average loan size of $11,280, remaining average life to maturity of 46.5 months and weighted average interest rate of 10.9%.
Waccamaw River's secured loan borrowing with JPMorgan Chase Bank, N.A., which is non-recourse to the Company, had approximately $37.1 million as of June 30, 2022.
The Company has determined that Waccamaw River is an investment company under ASC, Topic 946, Financial Services - Investment Companies, however, in accordance with such guidance, the Company will generally not consolidate its investment in a company other than a substantially wholly owned investment company subsidiary, which is an extension of the operations of the Company, or a controlled operating company whose business consists of providing services to the Company. The Company does not consolidate its interest in Waccamaw River as it is not a substantially wholly owned investment company subsidiary. In addition, Waccamaw River is not an operating company and the Company does not control Waccamaw River due to the allocation of voting rights among Waccamaw River members.
As of June 30, 2022 and December 31, 2021, Waccamaw River had the following contributed capital and unfunded commitments from its members:
($ in thousands)
As of
June 30, 2022
As of
 December 31, 2021
Total contributed capital by Barings BDC, Inc.$27,800 $19,000 
Total contributed capital by all members$126,620 (1)$82,620 (4)
Total return of capital (recallable) by Barings BDC, Inc.$(5,280)$(5,280)
Total return of capital (recallable) by all members(2)$(14,020)$(14,020)
Total unfunded commitments by Barings BDC, Inc.$2,480 $11,280 
Total unfunded commitments by all members$12,400 (3)$56,400 (5)
(1)Includes $74.6 million of total contributed capital by related parties.
(2)Includes ($7.0) million of total return of capital (recallable) by related parties.
(3)Includes $7.4 million of unfunded commitments by related parties.
(4)Includes $48.2 million of total contributed capital by related parties.
(5)Includes $33.8 million of unfunded commitments by related parties.
Sierra Senior Loan Strategy JV I LLC
On February 25, 2022, as part of the Sierra Acquisition, the Company purchased its interest in Sierra Senior Loan Strategy JV I LLC (“Sierra JV”). The Company and MassMutual Ascend Life Insurance Company (“MMALIC”), a wholly-owned subsidiary of Massachusetts Mutual Life Insurance Company, are the members of Sierra JV, a joint venture formed as a Delaware limited liability company and commenced operations on July 15, 2015. Sierra JV’s investment objective is to generate current income and capital appreciation by investing primarily in the debt of privately-held middle market companies with a focus on senior secured first lien term loans. The members of Sierra JV make capital contributions as investments by Sierra JV are completed, and all portfolio and other material decisions regarding Sierra JV must be submitted to Sierra JV’s board of managers, which is comprised of four members, two of whom are selected by the Company and the other two are selected by MMALIC. Approval of Sierra JV’s board of managers requires the unanimous approval of a quorum of the board of managers, with a quorum consisting of equal representation of members appointed by each of the Company and MMALIC.
As of June 30, 2022, Sierra JV had total capital commitments of $124.5 million with the Company committing $110.1 million and MMALIC committing $14.5 million. The Company had fully funded its $110.1 million commitment and total commitments of $124.5 million were funded as of June 30, 2022.
For both the three and six months ended June 30, 2022, Sierra JV declared $31.8 million in dividends, of which $1.6 million was recognized as dividend income in the Company’s Unaudited Consolidated Statement of Operations. In addition, for both the three and six months ended June 30, 2022, the Company recognized $26.7 million of the dividends as a return of capital.
69

Barings BDC, Inc.
Notes to Unaudited Consolidated Financial Statements — (Continued)
The Company has determined that Sierra JV is an investment company under ASC, Topic 946, Financial Services - Investment Companies, however, in accordance with such guidance, the Company will generally not consolidate its investment in a company other than a substantially wholly owned investment company subsidiary, which is an extension of the operations of the Company, or a controlled operating company whose business consists of providing services to the Company. The Company does not consolidate its interest in Sierra JV as it is not a substantially wholly owned investment company subsidiary. In addition, Sierra JV is not an operating company and the Company does not control Sierra JV due to the allocation of voting rights among Sierra JV members.
As of June 30, 2022, the total cost and value of Sierra JV’s investment portfolio was $140.8 million and $130.0 million, respectively. As of June 30, 2022, the weighted average yield on the principal amount of Sierra JV’s outstanding debt investments was approximately 6.7%. As of June 30, 2022, the Sierra JV investment portfolio consisted of the following investments:
($ in thousands)CostPercentage of
Total
Portfolio
Fair ValuePercentage of
Total
Portfolio
June 30, 2022:
Senior debt and 1st lien notes
$140,753 100 %$129,992 100 %
$140,753 100 %$129,992 100 %
The industry composition of Sierra JV’s investments at fair value at June 30, 2022, excluding short-term investments, was as follows:
($ in thousands)June 30, 2022
Automotive5,674 4.4 %
Banking, Finance, Insurance and Real Estate1,601 1.2 
Beverage, Food and Tobacco4,261 3.3 
Capital Equipment9,254 7.1 
Chemicals, Plastics, and Rubber2,869 2.2 
Construction and Building1,900 1.5 
Consumer goods: Durable2,816 2.2 
Containers, Packaging and Glass1,822 1.4 
Environmental Industries8,310 6.4 
Forest Products & Paper 3,899 3.0 
Healthcare and Pharmaceuticals14,356 11.0 
High Tech Industries14,433 11.1 
Media: Advertising, Printing and Publishing10,059 7.7 
Media: Diversified and Production5,330 4.1 
Retail11,745 9.0 
Services: Business12,093 9.3 
Services: Consumer8,349 6.4 
Transportation: Cargo6,194 4.8 
Transportation: Consumer5,027 3.9 
Total$129,992 100.0 %
Sierra JV’s revolving credit facility with Wells Fargo Bank, N.A., which is non-recourse to the Company, had $75.0 million outstanding as of June 30, 2022.
70

Barings BDC, Inc.
Notes to Unaudited Consolidated Financial Statements — (Continued)
Eclipse Business Capital Holdings LLC
On July 8, 2021, the Company made an equity investment in Eclipse Business Capital Holdings LLC (“Eclipse”) of $89.8 million, a second lien senior secured loan of $4.5 million and unfunded revolver of $13.6 million, alongside other related party affiliates. As of June 30, 2022 and December 31, 2021, $7.1 million and $1.8 million, respectively, of the revolver was funded. Eclipse conducts its business through Eclipse Business Capital LLC. Eclipse is one of the country’s leading independent asset-based lending (“ABL”) platforms that provides financing to middle-market borrowers in the U.S. and Canada. Eclipse provides revolving lines of credit and term loans ranging in size from $10 – $125 million that are secured by collateral such as accounts receivable, inventory, equipment, or real estate. Eclipse lends to both privately-owned and publicly-traded companies across a range of industries, including manufacturing, retail, automotive, oil & gas, services, distribution, and consumer products. The addition of Eclipse to the portfolio allows the Company to participate in an asset class and commercial finance operations that offer differentiated income returns as compared to directly originated loans. Eclipse is led by a seasoned team of ABL experts.
The Company has determined that Eclipse is not an investment company under ASC, Topic 946, Financial Services - Investment Companies. Under ASC 810-10-15-12(d), an investment company generally does not consolidate an investee that is not an investment company other than a controlled operating company whose business consists of providing services to the company. Thus, the Company is not required to consolidate Eclipse because it does not provide services to the Company. Instead the Company accounts for its investment in Eclipse in accordance with ASC 946-320, presented as a single investment measured at fair value.
Valuation of Investments
The Company conducts the valuation of its investments, upon which its net asset value is primarily based, in accordance with its valuation policy, as well as established and documented processes and methodologies for determining the fair values of portfolio company investments on a recurring (at least quarterly) basis in accordance with the 1940 Act and FASB ASC Topic 820, Fair Value Measurements and Disclosures ("ASC Topic 820"). The Company's current valuation policy and processes were established by the Adviser and have been approved by the Board.
Under ASC Topic 820, fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between a willing buyer and a willing seller at the measurement date. For the Company’s portfolio securities, fair value is generally the amount that the Company might reasonably expect to receive upon the current sale of the security. The fair value measurement assumes that the sale occurs in the principal market for the security, or in the absence of a principal market, in the most advantageous market for the security. If no market for the security exists or if the Company does not have access to the principal market, the security should be valued based on the sale occurring in a hypothetical market.
Under ASC Topic 820, there are three levels of valuation inputs, as follows:
Level 1 Inputs – include quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2 Inputs – include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.
Level 3 Inputs – include inputs that are unobservable and significant to the fair value measurement.
A financial instrument is categorized within the ASC Topic 820 valuation hierarchy based upon the lowest level of input to the valuation process that is significant to the fair value measurement. For example, a Level 3 fair value measurement may include inputs that are observable (Levels 1 and 2) and unobservable (Level 3). Therefore, unrealized appreciation and depreciation related to such investments categorized as Level 3 investments within the tables below may include changes in fair value that are attributable to both observable inputs (Levels 1 and 2) and unobservable inputs (Level 3).
The Company’s investment portfolio includes certain debt and equity instruments of privately held companies for which quoted prices or other observable inputs falling within the categories of Level 1 and Level 2 are generally not available. In such cases, the Company determines the fair value of its investments in good faith primarily using Level 3 inputs. In certain cases, quoted prices or other observable inputs exist, and if so, the Company assesses the appropriateness of the use of these third-party quotes in determining fair value based on (i) its understanding of the level of actual transactions used by the broker to develop the quote and whether the quote was an indicative price or binding offer and (ii) the depth and consistency of broker quotes and the correlation of changes in broker quotes with the underlying performance of the portfolio company.
There is no single standard for determining fair value in good faith, as fair value depends upon the specific circumstances of each individual investment. The recorded fair values of the Company’s Level 3 investments may differ significantly from fair values that would have been used had an active market for the securities existed. In addition, changes in the market
71

Barings BDC, Inc.
Notes to Unaudited Consolidated Financial Statements — (Continued)
environment and other events that may occur over the life of the investments may cause the gains or losses ultimately realized on these investments to be different than the valuations currently assigned.
Investment Valuation Process
The Adviser has established a pricing committee that is, subject to the oversight of the Board, responsible for the approval, implementation and oversight of the processes and methodologies that relate to the pricing and valuation of assets held by the Company. The Adviser uses independent third-party providers to price the portfolio, but in the event an acceptable price cannot be obtained from an approved external source, the Adviser will utilize alternative methods in accordance with internal pricing procedures established by the Adviser's pricing committee.
At least annually, the Adviser conducts reviews of the primary pricing vendors to validate that the inputs used in the vendors’ pricing process are deemed to be market observable. While the Adviser is not provided access to proprietary models of the vendors, the reviews have included on-site walkthroughs of the pricing process, methodologies and control procedures for each asset class and level for which prices are provided. The review also includes an examination of the underlying inputs and assumptions for a sample of individual securities across asset classes, credit rating levels and various durations, a process the Adviser continues to perform annually. In addition, the pricing vendors have an established challenge process in place for all security valuations, which facilitates identification and resolution of prices that fall outside expected ranges. The Adviser believes that the prices received from the pricing vendors are representative of prices that would be received to sell the assets at the measurement date (i.e., exit prices).
The Company's money market fund investments are generally valued using Level 1 inputs and its equity investments listed on an exchange or on the NASDAQ National Market System are valued using Level 1 inputs, using the last quoted sale price of that day. The Company’s syndicated senior secured loans and structured products are generally valued using Level 2 inputs, which are generally valued at the bid quotation obtained from dealers in loans by an independent pricing service. The Company's middle-market, private debt and equity investments are generally valued using Level 3 inputs.
Independent Valuation
The fair value of loans and equity investments that are not syndicated or for which market quotations are not readily available, including middle-market loans, are generally submitted to independent providers to perform an independent valuation on those loans and equity investments as of the end of each quarter. Such loans and equity investments are initially held at cost, as that is a reasonable approximation of fair value on the acquisition date, and monitored for material changes that could affect the valuation (for example, changes in interest rates or the credit quality of the borrower). At the quarter end following the initial acquisition, such loans and equity investments are generally sent to a valuation provider which will determine the fair value of each investment. The independent valuation providers apply various methods (synthetic rating analysis, discounting cash flows, and re-underwriting analysis) to establish the rate of return a market participant would require (the “discount rate”) as of the valuation date, given market conditions, prevailing lending standards and the perceived credit quality of the issuer. Future expected cash flows for each investment are discounted back to present value using these discount rates in the discounted cash flow analysis. A range of values will be provided by the valuation provider and the Adviser will determine the point within that range that it will use in making valuation recommendations to the Board, and will report to the Board on its rationale for each such determination. The Adviser uses its internal valuation model as a comparison point to validate the price range provided by the valuation provider and, where applicable, in determining the point within that range that it will use in making valuation recommendations to the Board. If the Adviser’s pricing committee disagrees with the price range provided, it may make a fair value recommendation to the Board that is outside of the range provided by the independent valuation provider, and will notify the Board of any such override and the reasons therefore. In certain instances, the Company may determine that it is not cost-effective, and as a result is not in the stockholders' best interests, to request an independent valuation firm to perform an independent valuation on certain investments. Such instances include, but are not limited to, situations where the fair value of the investment in the portfolio company is determined to be insignificant relative to the total investment portfolio. Pursuant to these procedures, the Board determines in good faith whether the Company's investments were valued at fair value in accordance with the Company's valuation policies and procedures and the 1940 Act based on, among other things, the input of Barings, the Company’s Audit Committee and the independent valuation firm.
Valuation Techniques
The Company's valuation techniques are based upon both observable and unobservable pricing inputs. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Company's market assumptions. The Company's assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the financial instrument. An independent pricing service provider is the preferred source of pricing a loan, however, to the extent the independent pricing service provider price is unavailable or not relevant and
72

Barings BDC, Inc.
Notes to Unaudited Consolidated Financial Statements — (Continued)
reliable, the Company will utilize alternative approaches such as broker quotes or manual prices. The Company attempts to maximize the use of observable inputs and minimize the use of unobservable inputs. The availability of observable inputs can vary from investment to investment and is affected by a wide variety of factors, including the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets and other characteristics particular to the security.
Valuation of Investments in Jocassee, Thompson Rivers, Waccamaw River, Sierra JV and MVC Private Equity Fund LP
As Jocassee, Thompson Rivers, Waccamaw River, Sierra JV and MVC Private Equity Fund LP are investment companies with no readily determinable fair values, the Company estimates the fair value of the Company’s investments in these entities using net asset value of each company and the Company’s ownership percentage as a practical expedient. The net asset value is determined in accordance with the specialized accounting guidance for investment companies.
Level 3 Unobservable Inputs
The following tables summarize the significant unobservable inputs the Company used in the valuation of its Level 3 debt and equity securities as of June 30, 2022 and December 31, 2021. The weighted average range of unobservable inputs is based on fair value of investments.
June 30, 2022:
($ in thousands)
Fair ValueValuation
Model
Level 3
Input
Range of
Inputs
Weighted
Average
Impact to Valuation from an Increase in Input
Senior debt and 1st lien notes(1)
$1,010,697 Yield AnalysisMarket Yield6.4% – 34.3%10.0%Decrease
23,233 Market ApproachAdjusted EBITDA Multiple1.8x – 6.0x5.5xIncrease
4,732 Market ApproachRevenue Multiple0.4x0.4xIncrease
4,738 Discounted Cash Flow AnalysisDiscount Rate9.2%9.2%Decrease
386,310 Recent TransactionTransaction Price96.0% – 100.0%97.9%Increase
Subordinated debt and 2nd lien notes(2)
127,812 Yield AnalysisMarket Yield6.2% – 15.6%11.8%Decrease
34,899 Market ApproachAdjusted EBITDA Multiple6.8x – 10.3x8.0xIncrease
5,642 Market ApproachRevenue Multiple0.8x0.8xIncrease
92,859 Recent TransactionTransaction Price92.7% – 98.0%96.6%Increase
Structured products10,434 Discounted Cash Flow AnalysisDiscount Rate5.5% – 13.0%10.2%Decrease
Equity shares(3)
236,778 Market ApproachAdjusted EBITDA Multiple1.8x – 49.5x10.0xIncrease
5,716 
Expected Transaction(4)
Transaction Price$5,716$5,716Increase
19,182 Recent TransactionTransaction Price$0.98 – $7,876$95.63Increase
Equity warrants35 Market ApproachAdjusted EBITDA Multiple3.5x – 19.5x3.5xIncrease
— Market ApproachRevenue Multiple0.4x0.4xIncrease
(1)Excludes investments with an aggregate fair value amounting to $8,224, which the Company valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs are not readily available.
(2)Excludes investments with an aggregate fair value amounting to $34,370, which the Company valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs are not readily available.
(3)Excludes investments with an aggregate fair value amounting to $2,655, which the Company valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs are not readily available.
(4)Estimated proceeds expected to be received under legally binding asset purchase agreement for sale of real estate held by portfolio company.
73

Barings BDC, Inc.
Notes to Unaudited Consolidated Financial Statements — (Continued)

December 31, 2021:
($ in thousands)
Fair ValueValuation
Model
Level 3
Input
Range of
Inputs
Weighted
Average
Impact to Valuation from an Increase in Input
Senior debt and 1st lien notes(1)
$717,374 Yield AnalysisMarket Yield5.2% – 33.5%7.7%Decrease
416,010 Recent TransactionTransaction Price96.5% – 99.0%97.7%Increase
Subordinated debt and 2nd lien notes(2)
107,345 Yield AnalysisMarket Yield5.3% – 19.0%11.5%Decrease
64,895 Market ApproachAdjusted EBITDA Multiple0.6x – 9.0x5.67xIncrease
40,354 Recent TransactionTransaction Price97.0% – 100.0%98.0%Increase
Equity shares(3)
137,393 Market ApproachAdjusted EBITDA Multiple5.5x – 54.0x13.1xIncrease
6,197 
Expected Transaction(4)
Transaction Price$6,197,037$6,197,037Increase
4,546 Recent TransactionTransaction Price$1.0 – $1,000$140.03Increase
Equity warrants864 Market ApproachAdjusted EBITDA Multiple5.0x-6.0x6.0xIncrease
(1)Excludes investments with an aggregate fair value amounting to $3,938, which the Company valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs are not readily available.
(2)Excludes investments with an aggregate fair value amounting to $17,974, which the Company valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs are not readily available.
(3)Excludes investments with an aggregate fair value amounting to $3,146, which the Company valued using unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs are not readily available.
(4)Estimated proceeds expected to be received under legally binding asset purchase agreement for sale of real estate held by portfolio company.
The following tables present the Company’s investment portfolio at fair value as of June 30, 2022 and December 31, 2021, categorized by the ASC Topic 820 valuation hierarchy, as previously described:
 
Fair Value as of June 30, 2022
($ in thousands)Level 1Level 2Level 3Total
Senior debt and 1st lien notes
$— $112,270 $1,437,934 $1,550,204 
Subordinated debt and 2nd lien notes
— 20,227 295,582 315,809 
Structured products— 59,951 10,434 70,385 
Equity shares121 4,170 264,331 268,622 
Equity warrants— 57 35 92 
Investments subject to leveling$121 $196,675 $2,008,316 $2,205,112 
Investment in joint ventures / PE fund(1)183,964 
$2,389,076 
Fair Value as of December 31, 2021
($ in thousands)Level 1Level 2Level 3Total
Senior debt and 1st lien notes
$— $84,275 $1,137,323 $1,221,598 
Subordinated debt and 2nd lien notes
— 9,468 230,569 240,037 
Structured products— 40,271 — 40,271 
Equity shares111 3,084 151,282 154,477 
Equity warrants— 243 864 1,107 
Investments subject to leveling$111 $137,341 $1,520,038 $1,657,490 
Investment in joint ventures / PE fund(2)143,104 
$1,800,594 
74

Barings BDC, Inc.
Notes to Unaudited Consolidated Financial Statements — (Continued)
(1)The Company's investments in Jocassee, Sierra JV, Thompson Rivers, Waccamaw River and MVC Private Equity Fund LP are measured at fair value using NAV and have not been categorized in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Unaudited Consolidated Balance Sheet and Consolidated Balance Sheet.
(2)The Company's investments in Jocassee, Thompson Rivers, Waccamaw River and MVC Private Equity Fund LP are measured at fair value using NAV and have not been categorized in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Unaudited Consolidated Balance Sheet and Consolidated Balance Sheet.
The following tables reconcile the beginning and ending balances of the Company’s investment portfolio measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the six months ended June 30, 2022 and 2021:
Six Months Ended
June 30, 2022:
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Structured ProductsEquity
Shares
Equity WarrantsTotal
Fair value, beginning of period$1,137,323 $230,569 $— $151,282 $864 $1,520,038 
New investments510,243 80,752 6,000 45,116 — 642,111 
Investments acquired in Sierra merger210,176 54,177 — 7,065 72 271,490 
Transfers into (out of) Level 3, net(6,054)— 4,905 7,263 — 6,114 
Proceeds from sales of investments(220,592)(14,754)— (1,472)(250)(237,068)
Loan origination fees received(10,371)(1,121)— — — (11,492)
Principal repayments received(157,387)(22,610)— — — (179,997)
Payment-in-kind interest 985 8,939 — — — 9,924 
Accretion of loan premium/discount74 36 — — — 110 
Accretion of deferred loan origination revenue4,178 974 — — — 5,152 
Realized gain (loss)(5,329)(1,506)— 18 (760)(7,577)
Unrealized appreciation (depreciation)(25,312)(39,874)(471)55,059 109 (10,489)
Fair value, end of period$1,437,934 $295,582 $10,434 $264,331 $35 $2,008,316 
Six Months Ended
June 30, 2021:
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien Notes
Equity
Shares
Equity WarrantsTotal
Fair value, beginning of period$1,055,717 $130,820 $44,227 $1,134 $1,231,898 
New investments420,633 75,316 5,461 163 501,573 
Transfers into Level 3, net— 2,233 3,224 — 5,457 
Proceeds from sales of investments(277,575)(8,771)(5,946)— (292,292)
Loan origination fees received(9,037)(987)— — (10,024)
Principal repayments received(71,713)(17,705)— — (89,418)
Payment-in-kind interest 483 7,570 — — 8,053 
Accretion of loan premium/discount199 — — 205 
Accretion of deferred loan origination revenue3,110 285 — — 3,395 
Realized gain (loss)2,574 (24)(462)— 2,088 
Unrealized appreciation (depreciation)4,958 (2,070)5,499 (160)8,227 
Fair value, end of period$1,129,156 $186,866 $52,003 $1,137 $1,369,162 
All realized gains and losses and unrealized appreciation and depreciation are included in earnings (changes in net assets) and are reported on separate line items within the Company’s Unaudited Consolidated Statements of Operations. Pre-tax net unrealized depreciation on Level 3 investments of $(32.0) million and $(11.0) million during the three and six months ended June 30, 2022, respectively, was related to portfolio company investments that were still held by the Company as of June 30, 2022. Pre-tax net unrealized appreciation on Level 3 investments of $9.3 million and $8.9 million during the three and six months ended June 30, 2021, respectively, was related to portfolio company investments that were still held by the Company as of June 30, 2021.
75

Barings BDC, Inc.
Notes to Unaudited Consolidated Financial Statements — (Continued)
During the six months ended June 30, 2022, the Company made investments of approximately $1,076.7 million in portfolio companies to which it was not previously contractually committed to provide such financing. During the six months ended June 30, 2022, the Company made investments of $62.0 million in portfolio companies to which it was previously committed to provide such financing.
Exclusive of short-term investments, during the six months ended June 30, 2021, the Company made investments of approximately $503.5 million in portfolio companies to which it was not previously contractually committed to provide such financing. During the six months ended June 30, 2021, the Company made investments of $35.8 million in portfolio companies to which it was previously committed to provide such financing.
Unsettled Purchases and Sales of Investments
Investment transactions are recorded based on the trade date of the transaction. As a result, unsettled purchases and sales are recorded as payables and receivables from unsettled transactions, respectively. While purchases and sales of the Company's syndicated senior secured loans generally settle on a T+7 basis, the settlement period will sometimes extend past the scheduled settlement. In such cases, the Company generally is contractually owed and recognizes interest income equal to the applicable margin ("spread") beginning on the T+7 date. Such income is accrued as interest receivable and is collected upon settlement of the investment transaction.
Realized Gain or Loss and Unrealized Appreciation or Depreciation of Portfolio Investments
Realized gains or losses are recorded upon the sale or liquidation of investments and are calculated as the difference between the net proceeds from the sale or liquidation, if any, and the cost basis of the investment using the specific identification method. Unrealized appreciation or depreciation reflects the difference between the fair value of the investments and the cost basis of the investments.
Investment Classification
In accordance with the provisions of the 1940 Act, the Company classifies investments by level of control. As defined in the 1940 Act, "Control Investments" are investments in those companies that the Company is deemed to "Control." "Affiliate Investments" are investments in those companies that are "Affiliated Persons" of the Company, as defined in the 1940 Act, other than Control Investments. "Non-Control / Non-Affiliate Investments" are those that are neither Control Investments nor Affiliate Investments. Generally, under the 1940 Act, the Company is deemed to control a company in which it has invested if the Company owns more than 25.0% of the voting securities (i.e., securities with the right to elect directors) and/or has the power to exercise control over the management or policies of such portfolio company. Generally, under the 1940 Act, “Affiliate Investments” that are not otherwise “Control Investments” are defined as investments in which the Company owns at least 5.0%, up to 25.0% (inclusive), of the voting securities and does not have the power to exercise control over the management or policies of such portfolio company.
Short-Term Investments
Short-term investments represent investments in money market funds.
Deferred Financing Fees
Costs incurred to issue debt are capitalized and are amortized over the term of the debt agreements using the effective interest method.
Investment Income
Interest income, including amortization of premium and accretion of discount, is recorded on the accrual basis to the extent that such amounts are expected to be collected. Generally, when interest and/or principal payments on a loan become past due, or if the Company otherwise does not expect the borrower to be able to service its debt and other obligations, the Company will place the loan on non-accrual status and will generally cease recognizing interest income on that loan for financial reporting purposes until all principal and interest have been brought current through payment or due to a restructuring such that the interest income is deemed to be collectible. The Company writes off any previously accrued and uncollected interest when it is determined that interest is no longer considered collectible. As of June 30, 2022 and December 31, 2021, the
76

Barings BDC, Inc.
Notes to Unaudited Consolidated Financial Statements — (Continued)
Company had seven and two portfolio companies, respectively, with investments that were on non-accrual. Dividend income is recorded on the ex-dividend date.
Payment-in-Kind Interest
The Company currently holds, and expects to hold in the future, some loans in its portfolio that contain payment-in-kind ("PIK") interest provisions. PIK interest, computed at the contractual rate specified in each loan agreement, is periodically added to the principal balance of the loan, rather than being paid to the Company in cash, and is recorded as interest income. Thus, the actual collection of PIK interest may be deferred until the time of debt principal repayment.
PIK interest, which is a non-cash source of income at the time of recognition, is included in the Company’s taxable income and therefore affects the amount the Company is required to distribute to its stockholders to maintain its tax treatment as a RIC for federal income tax purposes, even though the Company has not yet collected the cash. Generally, when current cash interest and/or principal payments on a loan become past due, or if the Company otherwise does not expect the borrower to be able to service its debt and other obligations, the Company will place the loan on non-accrual status and will generally cease recognizing PIK interest income on that loan for financial reporting purposes until all principal and interest have been brought current through payment or due to a restructuring such that the interest income is deemed to be collectible. The Company writes off any accrued and uncollected PIK interest when it is determined that the PIK interest is no longer collectible.
Fee Income
Origination, facility, commitment, consent and other advance fees received in connection with loan agreements ("Loan Origination Fees") are recorded as deferred income and recognized as investment income over the term of the loan. Upon prepayment of a loan, any unamortized Loan Origination Fees are recorded as investment income. In the general course of its business, the Company receives certain fees from portfolio companies, which are non-recurring in nature. Such fees include loan prepayment penalties, structuring fees and loan waiver and amendment fees, and are recorded as investment income when earned.
Fee income for the three and six months ended June 30, 2022 and 2021 was as follows:
Three Months Ended
Three Months Ended
Six Months Ended
Six Months Ended
($ in thousands)June 30, 2022June 30, 2021June 30, 2022June 30, 2021
Recurring Fee Income:
Amortization of loan origination fees$1,489 $1,164 $2,816 $2,242 
Management, valuation and other fees633 547 47 1,129 
Total Recurring Fee Income2,122 1,711 2,863 3,371 
Non-Recurring Fee Income:
Prepayment fees133 — 133 49 
Acceleration of unamortized loan origination fees2,301 868 2,497 1,271 
Advisory, loan amendment and other fees516 (11)775 10 
Total Non-Recurring Fee Income2,950 857 3,405 1,330 
Total Fee Income$5,072 $2,568 $6,268 $4,701 
Concentration of Credit Risk
As of June 30, 2022 and December 31, 2021, there were no individual investments representing greater than 10% of the fair value of the Company’s portfolio. As of June 30, 2022 and December 31, 2021, the Company’s largest single portfolio company investment represented approximately 5.3% and 5.5%, respectively, of the fair value of the Company’s portfolio. Income, consisting of interest, dividends, fees, other investment income and realization of gains or losses on equity interests, can fluctuate dramatically upon repayment of an investment or sale of an equity interest and in any given year can be highly concentrated among several portfolio companies.
The Company places its cash with financial institutions and, at times, cash may exceed insured limits under applicable law.
As of June 30, 2022, all of the Company's assets were or will be pledged as collateral for the February 2019 Credit Facility.
77

Barings BDC, Inc.
Notes to Unaudited Consolidated Financial Statements — (Continued)
Investments Denominated in Foreign Currencies
As of June 30, 2022, the Company held one investment that was denominated in Canadian dollars, one investment that was denominated in Danish kroner, eight investments that were denominated in Australian dollars, one investment that was denominated in New Zealand dollars, one investment that was denominated in Swiss francs, one investment that was denominated in Swedish kronas, 48 investments that were denominated in Euros and 24 investments that were denominated in British pounds sterling. As of December 31, 2021, the Company held one investment that was denominated in Canadian dollars, one investment that was denominated in Danish kroner, five investments that were denominated in Australian dollars, one investment that was denominated in Swedish kronas, 36 investments that were denominated in Euros and 18 investments that were denominated in British pounds sterling.
At each balance sheet date, portfolio company investments denominated in foreign currencies are translated into United States dollars using the spot exchange rate on the last business day of the period. Purchases and sales of foreign portfolio company investments, and any income from such investments, are translated into United States dollars using the rates of exchange prevailing on the respective dates of such transactions.
Although the fair values of foreign portfolio company investments and the fluctuation in such fair values are translated into United States dollars using the applicable foreign exchange rates described above, the Company does not separately report that portion of the change in fair values resulting from foreign currency exchange rates fluctuations from the change in fair values of the underlying investment. All fluctuations in fair value are included in net unrealized appreciation (depreciation) of investments in the Company's Unaudited Consolidated Statements of Operations.
In addition, during both the six months ended June 30, 2022 and June 30, 2021, the Company entered into forward currency contracts primarily to help mitigate the impact that an adverse change in foreign exchange rates would have on net interest income from the Company's investments and related borrowings denominated in foreign currencies. Net unrealized appreciation or depreciation on foreign currency contracts are included in "Net unrealized appreciation (depreciation) - foreign currency transactions" and net realized gains or losses on forward currency contracts are included in "Net realized gains (losses) - foreign currency transactions" in the Company's Unaudited Consolidated Statements of Operations.
Investments denominated in foreign currencies and foreign currency transactions may involve certain considerations and risks not typically associated with those of domestic origin, including unanticipated movements in the value of the foreign currency relative to the U.S. Dollar.
4. INCOME TAXES
The Company has elected for federal income tax purposes to be treated, and intends to qualify annually, as a RIC under the Code and intends to make the required distributions to its stockholders as specified therein. In order to maintain its tax treatment as a RIC, the Company must meet certain minimum distribution, source-of-income and asset diversification requirements. If such requirements are met, then the Company is generally required to pay taxes only on the portion of its taxable income and gains it does not distribute (actually or constructively) and certain built-in gains. The Company has historically met its minimum distribution requirements and continually monitors its distribution requirements with the goal of ensuring compliance with the Code.
Depending on the level of investment company taxable income (“ICTI”) and net capital gains, if any, or taxable income, the Company may choose to carry forward undistributed taxable income and pay a 4% nondeductible U.S. federal excise tax on certain undistributed income unless the Company distributes, in a timely manner, an amount at least equal to the sum of (i) 98% of net ordinary income for each calendar year, (ii) 98.2% of the amount by which capital gains exceed capital losses (adjusted for certain ordinary losses) for the one-year period ending October 31 in that calendar year and (iii) certain undistributed amounts from previous years on which the Company paid no U.S. federal income tax. Any such carryover of taxable income must be distributed before the end of that next tax year through a dividend declared prior to filing of the tax return related to the year which generated such taxable income not to be subject to U.S. federal income tax.
Tax positions taken or expected to be taken in the course of preparing the Company's tax returns are evaluated to determine whether the tax positions are “more-likely-than-not” of being sustained by the applicable tax authority. Tax positions not deemed to meet the more-likely-than not threshold would be recorded as a tax benefit or expense in the current year. Management has analyzed the Company's tax positions taken, or to be taken, on federal income tax returns for all open tax years (fiscal years 2018-2020), and has concluded that the provision for uncertain tax positions in the Company's financial statements is appropriate.
Taxable income generally differs from increase in net assets resulting from operations due to temporary and permanent differences in the recognition of income and expenses, and generally excludes net unrealized gains or losses, as unrealized gains
78

Barings BDC, Inc.
Notes to Unaudited Consolidated Financial Statements — (Continued)
or losses are generally not included in taxable income until they are realized. The Company makes certain adjustments to the classification of net assets as a result of permanent book-to-tax differences, which include differences in the book and tax basis of certain assets and liabilities, and nondeductible federal taxes or losses among other items. To the extent these differences are permanent, they are charged or credited to additional paid in capital, or total distributable earnings (loss), as appropriate.
For federal income tax purposes, the cost of investments owned as of June 30, 2022 and December 31, 2021 was approximately $2,451.3 million and $1,792.1 million, respectively. As of June 30, 2022, net unrealized depreciation on the Company's investments (tax basis) was approximately $32.8 million, consisting of gross unrealized appreciation, where the fair value of the Company's investments exceeds their tax cost, of approximately $111.7 million and gross unrealized depreciation, where the tax cost of the Company's investments exceeds their fair value, of approximately $144.5 million. As of December 31, 2021, net unrealized appreciation on the Company's investments (tax basis) was approximately $16.4 million, consisting of gross unrealized appreciation, where the fair value of the Company's investments exceeds their tax cost, of approximately $45.6 million and gross unrealized depreciation, where the tax cost of the Company's investments exceeds their fair value, of approximately $29.2 million.
In addition, the Company has wholly-owned taxable subsidiaries (the “Taxable Subsidiaries”), which hold certain portfolio investments that are listed on the Unaudited and Audited Consolidated Schedules of Investments. The Taxable Subsidiaries are consolidated for financial reporting purposes, such that the Company’s consolidated financial statements reflect the Company’s investments in the portfolio companies owned by the Taxable Subsidiaries. The purpose of the Taxable Subsidiaries is to permit the Company to hold certain portfolio companies that are organized as LLCs (or other forms of pass-through entities) and still satisfy the RIC tax requirement that at least 90% of the RIC’s gross revenue for income tax purposes must consist of qualifying investment income. Absent the Taxable Subsidiaries, a proportionate amount of any gross income of an LLC (or other pass-through entity) portfolio investment would flow through directly to the RIC. To the extent that such income did not consist of qualifying investment income, it could jeopardize the Company’s ability to qualify as a RIC and therefore cause the Company to incur significant amounts of federal income taxes. When LLCs (or other pass-through entities) are owned by the Taxable Subsidiaries, their income is taxed to the Taxable Subsidiaries and does not flow through to the RIC, thereby helping the Company preserve its RIC tax treatment and resultant tax advantages. The Taxable Subsidiaries are not consolidated for income tax purposes and may generate income tax expense as a result of their ownership of the portfolio companies. This income tax expense or benefit, if any, is reflected in the Company’s Unaudited Consolidated Statements of Operations. Additionally, any unrealized appreciation related to portfolio investments held by the Taxable Subsidiaries (net of unrealized depreciation related to portfolio investments held by the Taxable Subsidiaries) is reflected net of applicable federal and state income taxes, if any, in the Company's Consolidated Statements of Operations, with the related deferred tax assets or liabilities, if any, included in "Accounts payable and accrued liabilities" in the Company's Unaudited and Audited Consolidated Balance Sheets.
As of June 30, 2022, two of the Company’s taxable subsidiaries had a deferred tax asset of $8.1 million pertaining to operating losses and tax basis differences related to certain partnership interests, and the Company’s other taxable subsidiary had a deferred tax liability of $0.8 million pertaining to tax basis differences related to certain partnership interests. As of December 31, 2021, the Company’s taxable subsidiaries had a deferred tax asset of $8.6 million pertaining to operating losses and tax basis differences related to certain partnership interests. A valuation allowance is provided against deferred tax assets when it is more likely than not that some portion or all of the deferred tax asset will not be realized. As of June 30, 2022 and December 31, 2021, given the losses generated by the entity, the deferred tax assets have been offset by a valuation allowance of $8.1 million and $8.6 million, respectively.
79

Barings BDC, Inc.
Notes to Unaudited Consolidated Financial Statements — (Continued)
5. BORROWINGS
The Company had the following borrowings outstanding as of June 30, 2022 and December 31, 2021: 
Issuance Date
($ in thousands)
Maturity Date
Interest Rate as of June 30, 2022
June 30, 2022December 31, 2021
Credit Facilities:
February 21, 2019 February 21, 20252.939 %814,380 $655,189 
Total Credit Facilities$814,380 $655,189 
Notes:
September 24, 2020 - August 2025 NotesAugust 4, 20254.660%$25,000 $25,000 
September 29, 2020 - August 2025 NotesAugust 4, 20254.660%25,000 25,000 
November 5, 2020 - Series B NotesNovember 4, 20254.250%62,500 62,500 
November 5, 2020 - Series C NotesNovember 4, 20274.750%112,500 112,500 
February 25, 2021 Series D NotesFebruary 26, 20263.410%80,000 80,000 
February 25, 2021 Series E NotesFebruary 26, 20284.060%70,000 70,000 
November 23, 2021 - November 2026 NotesNovember 23, 20263.300%350,000 350,000 
(Less: Deferred financing fees)(6,778)(7,444)
Total Notes$718,222 $717,556 
February 2019 Credit Facility
The Company has entered into the February 2019 Credit Facility with ING, as administrative agent, and the lenders party thereto. The initial commitments under the February 2019 Credit Facility total $800.0 million. Effective on November 4, 2021, the Company increased aggregate commitments under the February 2019 Credit Facility to $875.0 million from $800.0 million pursuant to the accordion feature under the February 2019 Credit Facility, which allows for an increase in the total commitments to an aggregate of $1.2 billion subject to certain conditions and the satisfaction of specified financial covenants. Effective February 25, 2022, the Company increased aggregate commitments under the February 2019 Credit Facility to $965.0 million from $875.0 million pursuant to the accordion feature under the February 2019 Credit Facility, and the allowance for an increase in the total commitments increased to $1.5 billion from $1.2 billion subject to certain conditions and the satisfaction of specified financial covenants. Effective on April 1, 2022, the Company increased aggregate commitments under the February 2019 Credit Facility to $1.1 billion from $965.0 million pursuant to the accordion feature under the February 2019 Credit Facility, which allows for an increase in the total commitments to an aggregate of $1.5 billion subject to certain conditions and the satisfaction of specified financial covenants. The Company can borrow foreign currencies directly under the February 2019 Credit Facility. The February 2019 Credit Facility, which is structured as a revolving credit facility, is secured primarily by a material portion of the Company's assets and guaranteed by certain subsidiaries of the Company. Following the termination on June 30, 2020 of Barings BDC Senior Funding I, LLC’s (“BSF”) credit facility entered into in August 2018 with Bank of America, N.A. (the “August 2018 Credit Facility”), BSF became a subsidiary guarantor and its assets secure the February 2019 Credit Facility. The revolving period of the February 2019 Credit Facility ends on February 21, 2024, followed by a one-year repayment period with a maturity date of February 21, 2025.
Borrowings denominated in U.S. Dollars under the February 2019 Credit Facility bear interest, subject to the Company’s election, on a per annum basis equal to (i) the alternate base rate plus 1.25% (or 1.00% for so long as the Company maintains an investment grade credit rating) or (ii) the term Secured Overnight Financing Rate (“SOFR”) plus 2.25% (or 2.00% for so long as the Company maintains an investment grade credit rating) plus a credit spread adjustment of 0.10% for borrowings with an interest period of one month, 0.15% for borrowings with an interest period of three months or 0.25% for borrowings with an interest period of six months. The alternate base rate is equal to the greatest of (i) the prime rate, (ii) the federal funds rate plus 0.5%, (iii) the Overnight Bank Funding Rate plus 0.5%, (iv) one-month term SOFR plus 1.0% plus a credit spread adjustment of 0.10% and (v) 1.0%. For borrowings denominated in certain foreign currencies other than Australian dollars, the applicable currency rate for the foreign currency as defined in the credit agreement plus 2.00% (or 2.25% if the Company no longer maintains an investment grade credit rating) or for borrowings denominated in Australian dollars, the applicable Australian dollars Screen Rate, plus 2.20% (or 2.45% if the Company no longer maintains an investment grade credit rating).
In addition, the Company pays a commitment fee of (i) 0.5% per annum on undrawn amounts if the unused portion of the February 2019 Credit Facility is greater than two-thirds of total commitments or (ii) 0.375% per annum on undrawn amounts if the unused portion of the February 2019 Credit Facility is equal to or less than two-thirds of total commitments. In connection
80

Barings BDC, Inc.
Notes to Unaudited Consolidated Financial Statements — (Continued)
with entering into the February 2019 Credit Facility, the Company incurred financing fees of approximately $6.4 million, which will be amortized over the remaining life of the February 2019 Credit Facility.
The February 2019 Credit Facility contains certain affirmative and negative covenants, including but not limited to (i) maintaining minimum stockholders' equity, (ii) maintaining minimum obligors' net worth, (iii) maintaining a minimum asset coverage ratio, (iv) meeting a minimum liquidity test and (v) maintaining the Company's status as a regulated investment company and as a business development company. The February 2019 Credit Facility also contains customary events of default with customary cure and notice provisions, including, without limitation, nonpayment, misrepresentation of representations and warranties in a material respect, breach of covenant, cross-default to other indebtedness, bankruptcy, change of control, and material adverse effect. The February 2019 Credit Facility also permits the administrative agent to select an independent third-party valuation firm to determine valuations of certain portfolio investments for purposes of borrowing base provisions. As of June 30, 2022, the Company was in compliance with all covenants under the February 2019 Credit Facility.
As of June 30, 2022, the Company had U.S. dollar borrowings of $537.5 million outstanding under the February 2019 Credit Facility with an interest rate of 3.198% (one month SOFR of 1.098%), borrowings denominated in Swedish kronas of 12.8kr million ($1.2 million U.S. dollars) with an interest rate of 2.250% (one month STIBOR of 0.250%), borrowings denominated in British pounds sterling of £77.6 million ($94.2 million U.S. dollars) with an interest rate of 2.972% (one month SONIA of 0.972%), borrowings denominated in Australian dollars of A$53.1 million ($36.5 million U.S. dollars) with an interest rate of 2.780% (one month AUD Screen Rate of 0.780%) and borrowings denominated in Euros of €138.6 million ($144.9 million U.S. dollars) with an interest rate of 2.000% (one month EURIBOR of 0.000%). The borrowings denominated in foreign currencies were translated into U.S. dollars based on the spot rate at the relevant balance sheet date. The impact resulting from changes in foreign exchange rates on the February 2019 Credit Facility borrowings is included in "Net unrealized appreciation (depreciation) - foreign currency transactions" in the Company's Unaudited Consolidated Statements of Operations.
As of December 31, 2021, the Company had U.S. dollar borrowings of $377.0 million outstanding under the February 2019 Credit Facility with an interest rate of 2.125% (one month LIBOR of 0.125%), borrowings denominated in Swedish kronas of 12.8kr million ($1.4 million U.S. dollars) with an interest rate of 2.000% (one month STIBOR of 0.000%), borrowings denominated in British pounds sterling of £68.3 million ($92.5 million U.S. dollars) with an average interest rate of 2.125% (one month GBP LIBOR of 0.125%), borrowings denominated in Australian dollars of A$36.6 million ($26.6 million U.S. dollars) with an interest rate of 2.250% (one month AUD Screen Rate of 0.250%) and borrowings denominated in Euros of €138.6 million ($157.6 million U.S. dollars) with an interest rate of 2.00% (one month EURIBOR of 0.000%). The borrowings denominated in foreign currencies were translated into U.S. dollars based on the spot rate at the relevant balance sheet date. The impact resulting from changes in foreign exchange rates on the February 2019 Credit Facility borrowings is included in "Net unrealized appreciation (depreciation) - foreign currency transactions" in the Company's Unaudited Consolidated Statements of Operations.
As of June 30, 2022 and December 31, 2021, the total fair value of the borrowings outstanding under the February 2019 Credit Facility was $814.4 million and $655.2 million, respectively. The fair values of the borrowings outstanding under the February 2019 Credit Facility are based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
August 2025 Notes
On August 3, 2020, the Company entered into a Note Purchase Agreement (the "August 2020 NPA") with Massachusetts Mutual Life Insurance Company governing the issuance of (1) $50.0 million in aggregate principal amount of Series A senior unsecured notes due August 2025 (the "Series A Notes due 2025") with a fixed interest rate of 4.66% per year, and (2) up to $50.0 million in aggregate principal amount of additional senior unsecured notes due August 2025 with a fixed interest rate per year to be determined (the "Additional Notes" and, collectively with the Series A Notes due 2025, the "August 2025 Notes"), in each case, to qualified institutional investors in a private placement. An aggregate principal amount of $25.0 million of the Series A Notes due 2025 was issued on September 24, 2020 and an aggregate principal amount of $25.0 million of the Series A Notes due 2025 was issued on September 29, 2020, both of which will mature on August 4, 2025 unless redeemed, purchased or prepaid prior to such date by the Company in accordance with their terms. Interest on the August 2025 Notes is due semiannually in March and September, beginning in March 2021. In addition, the Company is obligated to offer to repay the August 2025 Notes at par (plus accrued and unpaid interest to, but not including, the date of prepayment) if certain change in control events occur. Subject to the terms of the August 2020 NPA, the Company may redeem the August 2025 Notes in whole or in part at any time or from time to time at the Company’s option at par plus accrued interest to the prepayment date and, if redeemed on or before November 3, 2024, a make-whole premium. The August 2025 Notes are guaranteed by certain of the
81

Barings BDC, Inc.
Notes to Unaudited Consolidated Financial Statements — (Continued)
Company's subsidiaries, and are the Company's general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by the Company.
On November 4, 2020, the Company amended the August 2020 NPA to reduce the aggregate principal amount of unissued Additional Notes from $50.0 million to $25.0 million.
The August 2020 NPA contains certain representations and warranties, and various covenants and reporting requirements customary for senior unsecured notes issued in a private placement, including, without limitation, affirmative and negative covenants such as information reporting, maintenance of the Company’s status as a BDC within the meaning of the 1940 Act, certain restrictions with respect to transactions with affiliates, fundamental changes, changes of line of business, permitted liens, investments and restricted payments, minimum shareholders’ equity, maximum net debt to equity ratio and minimum asset coverage ratio. The August 2020 NPA also contains customary events of default with customary cure and notice periods, including, without limitation, nonpayment, incorrect representation in any material respect, breach of covenant, cross-default under our other indebtedness or that of our subsidiary guarantors, certain judgements and orders, and certain events of bankruptcy. Upon the occurrence of an event of default, the holders of at least 66-2/3% in principal amount of the August 2025 Notes at the time outstanding may declare all August 2025 Notes then outstanding to be immediately due and payable. As of June 30, 2022, the Company was in compliance with all covenants under the August 2020 NPA.
The August 2025 Notes were offered in reliance on Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”). The August 2025 Notes have not and will not be registered under the Securities Act or any state securities laws and, unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act, as applicable.
As of June 30, 2022 and December 31, 2021, the fair value of the outstanding August 2025 Notes was $47.5 million and $52.2 million, respectively. The fair value determination of the August 2025 Notes was based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
November Notes
On November 4, 2020, the Company entered into a Note Purchase Agreement (the “November 2020 NPA”) governing the issuance of (1) $62.5 million in aggregate principal amount of Series B senior unsecured notes due November 2025 (the “Series B Notes”) with a fixed interest rate of 4.25% per year and (2) $112.5 million in aggregate principal amount of Series C senior unsecured notes due November 2027 (the “Series C Notes” and, collectively with the Series B Notes, the “November Notes”) with a fixed interest rate of 4.75% per year, in each case, to qualified institutional investors in a private placement. Each stated interest rate is subject to a step up of (x) 0.75% per year, to the extent the applicable November Notes do not satisfy certain investment grade conditions and/or (y) 1.50% per year, to the extent the ratio of the Company’s secured debt to total assets exceeds specified thresholds, measured as of each fiscal quarter end. The November Notes were delivered and paid for on November 5, 2020. The Series B Notes will mature on November 4, 2025, and the Series C Notes will mature on November 4, 2027 unless redeemed, purchased or prepaid prior to such date by the Company in accordance with their terms. Interest on the November Notes is due semiannually in May and November, beginning in May 2021. In addition, the Company is obligated to offer to repay the November Notes at par (plus accrued and unpaid interest to, but not including, the date of prepayment) if certain change in control events occur. Subject to the terms of the November 2020 NPA, the Company may redeem the Series B Notes and the Series C Notes in whole or in part at any time or from time to time at the Company’s option at par plus accrued interest to the prepayment date and, if redeemed on or before May 4, 2025, with respect to the Series B Notes, or on or before May 4, 2027, with respect to the Series C Notes, a make-whole premium. The November Notes are guaranteed by certain of the Company’s subsidiaries, and are the Company's general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by the Company.
The November 2020 NPA contains certain representations and warranties, and various covenants and reporting requirements customary for senior unsecured notes issued in a private placement, including, without limitation, affirmative and negative covenants such as information reporting, maintenance of the Company’s status as a BDC within the meaning of the 1940 Act, certain restrictions with respect to transactions with affiliates, fundamental changes, changes of line of business, permitted liens, investments and restricted payments, minimum shareholders’ equity, maximum net debt to equity ratio and minimum asset coverage ratio. The November 2020 NPA also contains customary events of default with customary cure and notice periods, including, without limitation, nonpayment, incorrect representation in any material respect, breach of covenant, cross-default under our other indebtedness or that of our subsidiary guarantors, certain judgements and orders, and certain events of bankruptcy. Upon the occurrence of an event of default, the holders of at least 66-2/3% in principal amount of the November Notes at the time outstanding may declare all November Notes then outstanding to be immediately due and payable. As of June 30, 2022, the Company was in compliance with all covenants under the November 2020 NPA.
82

Barings BDC, Inc.
Notes to Unaudited Consolidated Financial Statements — (Continued)
The November Notes were offered in reliance on Section 4(a)(2) of the Securities Act. The November Notes have not and will not be registered under the Securities Act or any state securities laws and, unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act, as applicable.
As of June 30, 2022 and December 31, 2021, the fair value of the outstanding Series B Notes was $58.4 million and $64.1 million, respectively. As of June 30, 2022 and December 31, 2021, the fair value of the outstanding Series C Notes was $101.7 million and $115.3 million, respectively. The fair value determinations of the Series B Notes and Series C Notes were based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
February Notes
On February 25, 2021, the Company entered into a Note Purchase Agreement (the “February 2021 NPA”) governing the issuance of (1) $80.0 million in aggregate principal amount of Series D senior unsecured notes due February 26, 2026 (the “Series D Notes”) with a fixed interest rate of 3.41% per year and (2) $70.0 million in aggregate principal amount of Series E senior unsecured notes due February 26, 2028 (the “Series E Notes” and, collectively with the Series D Notes, the “February Notes”) with a fixed interest rate of 4.06% per year, in each case, to qualified institutional investors in a private placement. Each stated interest rate is subject to a step up of (x) 0.75% per year, to the extent the applicable February Notes do not satisfy certain investment grade rating conditions and/or (y) 1.50% per year, to the extent the ratio of the Company’s secured debt to total assets exceeds specified thresholds, measured as of each fiscal quarter end. The February Notes were delivered and paid for on February 26, 2021.
The Series D Notes will mature on February 26, 2026, and the Series E Notes will mature on February 26, 2028 unless redeemed, purchased or prepaid prior to such date by the Company in accordance with the terms of the February 2021 NPA. Interest on the February Notes is due semiannually in February and August of each year, beginning in August 2021. In addition, the Company is obligated to offer to repay the February Notes at par (plus accrued and unpaid interest to, but not including, the date of prepayment) if certain change in control events occur. Subject to the terms of the February 2021 NPA, the Company may redeem the Series D Notes and the Series E Notes in whole or in part at any time or from time to time at the Company’s option at par plus accrued interest to the prepayment date and, if redeemed on or before August 26, 2025, with respect to the Series D Notes, or on or before August 26, 2027, with respect to the Series E Notes, a make-whole premium. The February Notes are guaranteed by certain of the Company’s subsidiaries, and are the Company's general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by the Company.
The February 2021 NPA contains certain representations and warranties, and various covenants and reporting requirements customary for senior unsecured notes issued in a private placement , including, without limitation, information reporting, maintenance of the Company’s status as a BDC within the meaning of the 1940 Act, and certain restrictions with respect to transactions with affiliates, fundamental changes, changes of line of business, permitted liens, investments and restricted payments. In addition, the February 2021 NPA contains the following financial covenants: (a) maintaining a minimum obligors’ net worth, measured as of each fiscal quarter end; (b) not permitting the Company’s asset coverage ratio, as of the date of the incurrence of any debt for borrowed money or the making of any cash dividend to shareholders, to be less than the statutory minimum then applicable to the Company under the 1940 Act; and (c) not permitting the Company’s net debt to equity ratio to exceed 2.0x, measured as of each fiscal quarter end.
The February 2021 NPA also contains customary events of default with customary cure and notice periods, including, without limitation, nonpayment, incorrect representation in any material respect, breach of covenant, cross-default under other indebtedness or that of the Company’s subsidiary guarantors, certain judgements and orders, and certain events of bankruptcy. Upon the occurrence of certain events of default, the holders of at least 66-2/3% in principal amount of the February Notes at the time outstanding may declare all February Notes then outstanding to be immediately due and payable. As of June 30, 2022, the Company was in compliance with all covenants under the February 2021 NPA.
The February Notes were offered in reliance on Section 4(a)(2) of the Securities Act. The February Notes have not and will not be registered under the Securities Act or any state securities laws and, unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act, as applicable.
As of June 30, 2022 and December 31, 2021, the fair value of the outstanding Series D Notes were $71.6 million and $79.2 million, respectively. As of June 30, 2022 and December 31, 2021, the fair value of the outstanding Series E Notes was $60.2 million and $68.7 million, respectively. The fair value determinations of the Series D Notes and Series E Notes were based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
83

Barings BDC, Inc.
Notes to Unaudited Consolidated Financial Statements — (Continued)
November 2026 Notes
On November 23, 2021, the Company and U.S. Bank National Association (the “Trustee”) entered into an Indenture (the “Base Indenture”) and a Supplemental Indenture (the “First Supplemental Indenture” and, together with the Base Indenture, the “Indenture”). The First Supplemental Indenture relates to the Company’s issuance of $350.0 million aggregate principal amount of its 3.300% notes due 2026 (the “November 2026 Notes”).

The November 2026 Notes will mature on November 23, 2026 and may be redeemed in whole or in part at the Company’s option at any time or from time to time at the redemption prices set forth in the Indenture. The November 2026 Notes bear interest at a rate of 3.300% per year payable semi-annually on May 23 and November 23 of each year, commencing on May 23, 2022. The November 2026 Notes are general unsecured obligations of the Company that rank senior in right of payment to all of the Company’s existing and future indebtedness that is expressly subordinated in right of payment to the November 2026 Notes, rank pari passu with all existing and future unsecured unsubordinated indebtedness issued by the Company, rank effectively junior to any of the Company’s secured indebtedness (including unsecured indebtedness that the Company later secures) to the extent of the value of the assets securing such indebtedness, and rank structurally junior to all existing and future indebtedness (including trade payables) incurred by the Company’s subsidiaries, financing vehicles or similar facilities.
The Indenture contains certain covenants, including covenants requiring the Company to comply with the asset coverage requirements of Section 18(a)(1)(A) as modified by Section 61(a)(1) and (2) of the 1940 Act, whether or not it is subject to those requirements, and to provide financial information to the holders of the November 2026 Notes and the Trustee if the Company is no longer subject to the reporting requirements under the Exchange Act. These covenants are subject to important limitations and exceptions that are described in the Indenture.
In addition, on the occurrence of a “change of control repurchase event,” as defined in the Indenture, the Company will generally be required to make an offer to purchase the outstanding November 2026 Notes at a price equal to 100% of the principal amount of such November 2026 Notes plus accrued and unpaid interest to the repurchase date.
As of June 30, 2022 and December 31, 2021, the fair value of the outstanding November 2026 Notes was $298.9 million and $346.8 million, respectively. The fair value determinations of the November 2026 Notes were based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
6. DERIVATIVE INSTRUMENTS
MVC Credit Support Agreement
In connection with the MVC Acquisition, on December 23, 2020, promptly following the closing of the Company’s merger with MVC, the Company and the Adviser entered into the MVC Credit Support Agreement, pursuant to which the Adviser has agreed to provide credit support to the Company in the amount of up to $23.0 million relating to the net cumulative realized and unrealized losses on the acquired MVC investment portfolio over a 10-year period. See “Note 2 – Agreements and Related Party Transactions” for additional information regarding the MVC Credit Support Agreement. Net unrealized appreciation or depreciation on the MVC Credit Support Agreement is included in "Net unrealized appreciation (depreciation) - credit support agreements" in the Company’s Unaudited Consolidated Statements of Operations.
The following tables present the fair value and aggregate unrealized depreciation of the MVC Credit Support Agreement as of June 30, 2022 and December 31, 2021:
As of June 30, 2022
Description
($ in thousands)
Counter PartySettlement DateNotional AmountValueUnrealized Appreciation (Depreciation)
MVC Credit Support AgreementBarings LLC01/01/31$23,000 $9,340 $(4,260)
Total MVC Credit Support Agreement$(4,260)
As of December 31, 2021
Description
($ in thousands)
Counter PartySettlement DateNotional AmountValueUnrealized Appreciation (Depreciation)
MVC Credit Support AgreementBarings LLC01/01/31$23,000 $15,400 $1,800 
Total MVC Credit Support Agreement$1,800 
84

Barings BDC, Inc.
Notes to Unaudited Consolidated Financial Statements — (Continued)
As of June 30, 2022 and December 31, 2021, the fair value of the MVC Credit Support Agreement was $9.3 million and $15.4 million, respectively, and is included in "Credit support agreements" in the accompanying Unaudited and Audited Consolidated Balance Sheets. The fair value of the MVC Credit Support Agreement was determined based on an income approach, with the primary inputs being the enterprise value, the continuously annual risk-free interest rate, a measure of expected asset volatility, and the expected time until an exit event for each portfolio company in the MVC Reference Portfolio, which are all Level 3 inputs.
Sierra Credit Support Agreement
In connection with the Sierra Acquisition, on February 25, 2022, promptly following the closing of the Company’s merger with Sierra, the Company and the Adviser entered into the Sierra Credit Support Agreement, pursuant to which the Adviser has agreed to provide credit support to the Company in the amount of up to $100.0 million relating to the net cumulative realized and unrealized losses on the acquired Sierra investment portfolio over a 10-year period. See “Note 2 – Agreements and Related Party Transactions” for additional information regarding the Sierra Credit Support Agreement. Net unrealized appreciation or depreciation on the Sierra Credit Support Agreement is included in "Net unrealized appreciation (depreciation) - credit support agreements" in the Company’s Unaudited Consolidated Statements of Operations.
The following table presents the fair value and aggregate unrealized depreciation of the Sierra Credit Support Agreement as of June 30, 2022:
As of June 30, 2022
Description
($ in thousands)
Counter PartySettlement DateNotional AmountValueUnrealized Appreciation (Depreciation)
Sierra Credit Support AgreementBarings LLC04/01/32$100,000 $36,700 $(7,700)
Total Sierra Credit Support Agreement$(7,700)
As of June 30, 2022, the fair value of the Sierra Credit Support Agreement was $36.7 million, and is included in “Credit support agreements” in the accompanying Unaudited Consolidated Balance Sheet. The fair value of the Sierra Credit Support Agreement was determined based on an income approach, with the primary inputs being the enterprise value, the continuously annual risk-free interest rate, a measure of expected asset volatility, and the expected time until an exit event for each portfolio company in the Sierra Reference Portfolio, which are all Level 3 inputs.
Foreign Currency Forward Contracts
The Company enters into forward currency contracts from time to time to primarily help mitigate the impact that an adverse change in foreign exchange rates would have on net interest income from the Company's investments and related borrowings denominated in foreign currencies. Net unrealized appreciation or depreciation on foreign currency contracts are included in "Net unrealized appreciation (depreciation) - foreign currency transactions" and net realized gains or losses on forward currency contracts are included in "Net realized gains (losses) - foreign currency transactions" in the Company’s Unaudited Consolidated Statements of Operations. Forward currency contracts are considered undesignated derivative instruments.
85

Barings BDC, Inc.
Notes to Unaudited Consolidated Financial Statements — (Continued)
The following tables present the Company's foreign currency forward contracts as of June 30, 2022 and December 31, 2021:
As of June 30, 2022
Description
($ in thousands)
Notional Amount to be PurchasedNotional Amount to be SoldMaturity DateGross Amount of Recognized Assets (Liabilities)Balance Sheet Location of Net Amounts
Foreign currency forward contract (AUD)A$69,982$48,42107/07/22$(298)Derivative liability
Foreign currency forward contract (AUD)$51,174A$68,22307/07/224,260 Prepaid expenses and other assets
Foreign currency forward contract (AUD)$1,211A$1,75907/07/22Prepaid expenses and other assets
Foreign currency forward contract (AUD)$48,426A$69,93010/06/22302 Prepaid expenses and other assets
Foreign currency forward contract (CAD)C$3,251$2,52807/07/22(8)Derivative liability
Foreign currency forward contract (CAD)$49C$6107/07/22Prepaid expenses and other assets
Foreign currency forward contract (CAD)$2,549C$3,19007/07/2276 Prepaid expenses and other assets
Foreign currency forward contract (CAD)$2,543C$3,26910/06/22Prepaid expenses and other assets
Foreign currency forward contract (DKK)2,159kr.$30507/07/22(2)Derivative liability
Foreign currency forward contract (DKK)$3232,159kr.07/07/2219 Prepaid expenses and other assets
Foreign currency forward contract (DKK)$3102,178kr.10/06/22Prepaid expenses and other assets
Foreign currency forward contract (EUR)€105,535$111,09407/07/22(748)Derivative liability
Foreign currency forward contract (EUR)$111,089€100,63507/07/225,867 Prepaid expenses and other assets
Foreign currency forward contract (EUR)$5,201€4,90107/07/2277 Prepaid expenses and other assets
Foreign currency forward contract (EUR)$10,597€10,00010/06/2273 Prepaid expenses and other assets
Foreign currency forward contract (EUR)$96,036€90,65710/06/22620 Prepaid expenses and other assets
Foreign currency forward contract (NZD)NZ$11,801$7,37307/07/22(36)Derivative liability
Foreign currency forward contract (NZD)$8,151NZ$11,80107/07/22813 Prepaid expenses and other assets
Foreign currency forward contract (NZD)$7,346NZ$11,77110/06/2236 Prepaid expenses and other assets
Foreign currency forward contract (GBP)£23,156$29,15907/07/22(1,037)Derivative liability
Foreign currency forward contract (GBP)$16,974£13,50007/07/22579 Prepaid expenses and other assets
Foreign currency forward contract (GBP)$12,612£9,65607/07/22886 Prepaid expenses and other assets
Foreign currency forward contract (GBP)$16,274£13,33110/06/2255 Prepaid expenses and other assets
Foreign currency forward contract (SEK)1,976kr$19507/07/22(2)Derivative liability
Foreign currency forward contract (SEK)$2131,976kr07/07/2220 Prepaid expenses and other assets
Foreign currency forward contract (SEK)$2012,026kr10/06/22Prepaid expenses and other assets
Foreign currency forward contract (CHF)3,100Fr.$3,24107/07/22(2)Derivative liability
Foreign currency forward contract (CHF)$3,2373,100Fr.07/07/22(2)Derivative liability
Foreign currency forward contract (CHF)$3,2623,100Fr.10/06/22Prepaid expenses and other assets
Total$11,565 

86

Barings BDC, Inc.
Notes to Unaudited Consolidated Financial Statements — (Continued)
As of December 31, 2021
Description
($ in thousands)
Notional Amount to be PurchasedNotional Amount to be SoldMaturity DateGross Amount of Recognized Assets (Liabilities)Balance Sheet Location of Net Amounts
Foreign currency forward contract (AUD)A$31,601$22,85001/06/22$126 Prepaid expenses and other assets
Foreign currency forward contract (AUD)A$2,099$1,50801/06/2218 Prepaid expenses and other assets
Foreign currency forward contract (AUD)$20,727A$28,70001/06/22(139)Derivative liability
Foreign currency forward contract (AUD)$3,580A$5,00004/08/22(55)Derivative liability
Foreign currency forward contract (AUD)$18,247A$25,38604/08/22(215)Derivative liability
Foreign currency forward contract (CAD)$3,230$2,52801/06/2229 Prepaid expenses and other assets
Foreign currency forward contract (CAD)$3,000$2,42501/06/22(50)Derivative liability
Foreign currency forward contract (CAD)$4,881$6,23001/06/22(51)Derivative liability
Foreign currency forward contract (CAD)$2,506$3,20304/08/22(29)Derivative liability
Foreign currency forward contract (DKK)2,143kr.$32601/06/22Prepaid expenses and other assets
Foreign currency forward contract (DKK)$3352,143kr.01/06/22Prepaid expenses and other assets
Foreign currency forward contract (DKK)$3232,116kr.04/08/22(1)Derivative liability
Foreign currency forward contract (EUR)€52,583$59,52401/06/22275 Prepaid expenses and other assets
Foreign currency forward contract (EUR)€5,020$5,70104/08/2219 Prepaid expenses and other assets
Foreign currency forward contract (EUR)$24,722€21,50001/06/22271 Prepaid expenses and other assets
Foreign currency forward contract (EUR)$14,563€12,90001/06/22(108)Derivative liability
Foreign currency forward contract (EUR)$20,655€18,18301/06/22(23)Derivative liability
Foreign currency forward contract (EUR)$60,413€53,26504/08/22(282)Derivative liability
Foreign currency forward contract (EUR)$1,130€1,00004/08/22(10)Derivative liability
Foreign currency forward contract (EUR)$8,514€7,50004/08/22(32)Derivative liability
Foreign currency forward contract (GBP)£9,900$13,22001/06/22190 Prepaid expenses and other assets
Foreign currency forward contract (GBP)$13,349£9,90001/06/22(60)Derivative liability
Foreign currency forward contract (GBP)$6,122£4,59904/08/22(104)Derivative liability
Foreign currency forward contract (SEK)1,792kr$19801/07/22— Derivative liability
Foreign currency forward contract (SEK)$2041,792kr01/07/22Prepaid expenses and other assets
Foreign currency forward contract (SEK)$2071,875kr04/08/22— Prepaid expenses and other assets
Total$(217)
As of June 30, 2022 and December 31, 2021, the total fair value of the Company's foreign currency forward contracts was $11.6 million and $(0.2) million, respectively. The fair values of the Company's foreign currency forward contracts are based on unadjusted prices from independent pricing services and independent indicative broker quotes, which are Level 2 inputs.
87

Barings BDC, Inc.
Notes to Unaudited Consolidated Financial Statements — (Continued)
7. COMMITMENTS AND CONTINGENCIES
In the normal course of business, the Company is party to financial instruments with off-balance sheet risk, consisting primarily of unused commitments to extend financing to the Company's portfolio companies. Since commitments may expire without being drawn upon, the total commitment amount does not necessarily represent future cash requirements. As of June 30, 2022, the Company believed that it had adequate financial resources to satisfy its unfunded commitments. The balances of unused commitments to extend financing as of June 30, 2022 and December 31, 2021 were as follows:
Portfolio Company
($ in thousands)
Investment TypeJune 30, 2022December 31, 2021
1888 Industrial Services, LLC(1)(2)Revolver$189 $— 
Acclime Holdings HK Limited(1)Delayed Draw Term Loan— 1,179 
Acclime Holdings HK Limited(1)Delayed Draw Term Loan— 110 
Accurus Aerospace Corporation(1)(2)Revolver2,305 — 
Air Comm Corporation, LLC(1)Delayed Draw Term Loan11 11 
Air Comm Corporation, LLC(1)Delayed Draw Term Loan1,448 1,448 
Amtech Software(1)Delayed Draw Term Loan1,527 2,727 
Amtech Software(1)Revolver682 682 
AnalytiChem Holding GmbH(1)(2)(3)Incremental Term Loan917 6,207 
AnalytiChem Holding GmbH(1)(2)(3)Bridge Revolver359 — 
Aquavista Watersides 2 LTD(1)(2)(4)Bridge Revolver451 503 
Aquavista Watersides 2 LTD(1)(2)(4)Acquisition Facility2,821 3,147 
Astra Bidco Limited(1)(2)(4)Delayed Draw Term Loan885 2,571 
Avance Clinical Bidco Pty Ltd(1)(2)(5)Delayed Draw Term Loan1,314 3,497 
Azalea Buyer, Inc.(1)(2)Delayed Draw Term Loan961 962 
Azalea Buyer, Inc.(1)(2)Revolver423 481 
Bariacum S.A(1)(2)(3)Acquisition Facility1,986 2,161 
Beyond Risk Management, Inc.(1)(2)Delayed Draw Term Loan2,423 2,573 
BigHand UK Bidco Limited(1)(2)(4)Acquisition Facility— 378 
Black Angus Steakhouses, LLC(1)Delayed Draw Term Loan417 — 
Bounteous, Inc.(1)Delayed Draw Term Loan2,840 2,840 
Brightpay Limited(1)(2)(3)Delayed Draw Term Loan197 432 
Brightpay Limited(1)(2)(3)Delayed Draw Term Loan132 144 
BrightSign LLC(1)(2)Revolver1,329 1,329 
British Engineering Services Holdco Limited(1)(2)(4)Bridge Revolver— 613 
CAi Software, LLC(1)(2)Revolver943 943 
Canadian Orthodontic Partners Corp.(1)(2)(6)Delayed Draw Term Loan116 167 
Centralis Finco S.a.r.l.(1)(2)(3)Acquisition Facility424 461 
Ceres Pharma NV(1)(2)(3)Delayed Draw Term Loan1,976 2,149 
CGI Parent, LLC(1)Revolver1,653 — 
Classic Collision (Summit Buyer, LLC)(1)Delayed Draw Term Loan267 393 
Coastal Marina Holdings, LLC(1)(2)PIK Tranche B Term Loan1,311 1,311 
Coastal Marina Holdings, LLC(1)(2)Tranche A Term Loan3,576 3,576 
Command Alkon (Project Potter Buyer, LLC)(1)Delayed Draw Term Loan— 6,018 
Comply365, LLC(1)(2)Revolver1,100 — 
Coyo Uprising GmbH(1)(2)(3)Delayed Draw Term Loan821 894 
Crash Champions, LLC(1)(2)Delayed Draw Term Loan378 5,420 
CSL Dualcom(1)(2)(4)Acquisition Term Loan895 998 
Dart Buyer, Inc.(1)Delayed Draw Term Loan— 2,431 
DecksDirect, LLC(1)(2)Revolver153 218 
DreamStart Bidco SAS(1)(2)(3)Acquisition Facility567 617 
88

Barings BDC, Inc.
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)
Investment TypeJune 30, 2022December 31, 2021
Dune Group(1)(3)Delayed Draw Term Loan611 665 
Dwyer Instruments, Inc.(1)(2)Delayed Draw Term Loan692 692 
Eclipse Business Capital, LLC(1)Revolver6,545 11,818 
EMI Porta Holdco LLC(1)Delayed Draw Term Loan10,441 12,458 
EMI Porta Holdco LLC(1)Revolver2,005 2,966 
EPS NASS Parent, Inc.(1)Delayed Draw Term Loan257 583 
eShipping, LLC(1)Delayed Draw Term Loan1,650 2,548 
eShipping, LLC(1)Revolver1,486 1,232 
Events Software BidCo Pty Ltd(1)(2)(5)Delayed Draw Term Loan440 — 
F24 (Stairway BidCo GmbH)(1)(2)(3)Delayed Draw Term Loan274 405 
Fineline Technologies, Inc.(1)Delayed Draw Term Loan180 180 
Finexvet(1)(2)(3)Acquisition Facility230 — 
Footco 40 Limited(1)(2)(4)Delayed Draw Term Loan773 — 
FragilePak LLC(1)Delayed Draw Term Loan2,354 2,354 
GPZN II GmbH(1)(2)(3)CAF Term Loan549 — 
Heartland Veterinary Partners, LLC(1)Delayed Draw Term Loan267 657 
Heavy Construction Systems Specialists, LLC(1)Revolver2,632 2,632 
HW Holdco, LLC (Hanley Wood LLC)(1)(2)Delayed Draw Term Loan913 1,563 
IGL Holdings III Corp.(1)Delayed Draw Term Loan— 1,217 
Innovad Group II BV(1)(2)(3)Delayed Draw Term Loan1,236 1,825 
INOS 19-090 GmbH(1)(2)(3)Acquisition Facility2,331 2,535 
ITI Intermodal, Inc.(1)Delayed Draw Term Loan103 103 
ITI Intermodal, Inc.(1)Revolver124 124 
Jaguar Merger Sub Inc.(1)(2)Delayed Draw Term Loan711 1,961 
Jaguar Merger Sub Inc.(1)(2)Revolver490 490 
Jocassee Partners LLCJoint Venture65,000 20,000 
Jon Bidco Limited(1)(2)(7)Capex & Acquisition Facility1,416 — 
Jones Fish Hatcheries & Distributors LLC(1)Revolver418 — 
Kano Laboratories LLC(1)(2)Delayed Draw Term Loan2,830 153 
Kano Laboratories LLC(1)(2)Delayed Draw Term Loan153 4,544 
Kemmerer Operations LLC(1)Delayed Draw Term Loan908 — 
LAF International(1)(2)(3)Acquisition Facility167 341 
Lambir Bidco Limited(1)(2)(3)Bridge Revolver— 941 
Lambir Bidco Limited(1)(2)(3)Delayed Draw Term Loan1,730 1,881 
Lattice Group Holdings Bidco Limited(1)(2)Delayed Draw Term Loan354 — 
LeadsOnline, LLC(1)Revolver2,256 — 
Lifestyle Intermediate II, LLC(1)(2)Revolver2,333 — 
LivTech Purchaser, Inc.(1)Delayed Draw Term Loan34 82 
Marmoutier Holding B.V.(1)(2)(3)Delayed Draw Term Loan372 405 
Marmoutier Holding B.V.(1)(2)(3)Revolver149 162 
Marshall Excelsior Co.(1)(2)Revolver689 — 
MC Group Ventures Corporation(1)Delayed Draw Term Loan817 817 
Modern Star Holdings Bidco Pty Limited(1)(2)(5)Capex Term Loan982 1,038 
Murphy Midco Limited(1)(2)(4)Delayed Draw Term Loan598 2,617 
Narda Acquisitionco., Inc.(1)(2)Revolver1,311 1,311 
Navia Benefit Solutions, Inc.(1)(2)Delayed Draw Term Loan1,261 1,261 
Nexus Underwriting Management Limited(1)(2)(4)Revolver— 103 
89

Barings BDC, Inc.
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)
Investment TypeJune 30, 2022December 31, 2021
Nexus Underwriting Management Limited(1)(2)(4)Acquisition Facility447 541 
Novotech Aus Bidco Pty Ltd(1)(2)Capex & Acquisition Facility809 — 
OA Buyer, Inc.(1)(2)Revolver1,331 1,331 
OAC Holdings I Corp(1)Revolver294 — 
OG III B.V.(1)(2)(3)Acquisition CapEx Facility— 686 
Omni Intermediate Holdings, LLC(1)(2)Delayed Draw Term Loan— 817 
Omni Intermediate Holdings, LLC(1)(2)Delayed Draw Term Loan2,289 4,357 
OSP Hamilton Purchaser, LLC(1)Revolver131 187 
Pacific Health Supplies Bidco Pty Limited(1)(5)CapEx Term Loan— 1,283 
PDQ.Com Corporation(1)Delayed Draw Term Loan— 289 
PDQ.Com Corporation(1)Delayed Draw Term Loan7,753 10,948 
Perimeter Master Note Business Trust(1)(2)Series 2022-One Class A73 — 
Perimeter Master Note Business Trust(1)(2)Series 2022-One Class B73 — 
Perimeter Master Note Business Trust(1)(2)Series 2022-One Class C73 — 
Perimeter Master Note Business Trust(1)(2)Series 2022-One Class D73 — 
Perimeter Master Note Business Trust(1)(2)Series 2022-One Class E3,709 — 
Polara Enterprises, L.L.C.(1)Revolver474 545 
Policy Services Company, LLC(1)(2)Delayed Draw Term Loan— 6,944 
Premium Invest(1)(2)(3)Acquisition Facility1,777 1,933 
ProfitOptics, LLC(1)Revolver484 — 
Protego Bidco B.V.(1)(2)(3)Delayed Draw Term Loan776 844 
PSP Intermediate 4, LLC(1)(2)(3)Delayed Draw Term Loan712 
QPE7 SPV1 BidCo Pty Ltd(1)(2)(5)Acquisition Term Loan— 373 
RA Outdoors, LLC(1)(2)Revolver1,235 — 
Rep Seko Merger Sub LLC(1)(2)Delayed Draw Term Loan929 1,455 
Reward Gateway (UK) Ltd(1)(2)(4)Acquisition Facility606 1,061 
Riedel Beheer B.V.(1)(2)(3)Revolver— 230 
Riedel Beheer B.V.(1)(2)(3)Delayed Draw Term Loan141 153 
Sanoptis S.A.R.L.(1)(3)Acquisition Capex Facility7,482 — 
Scaled Agile, Inc.(1)Delayed Draw Term Loan416 416 
Scaled Agile, Inc.(1)Revolver336 336 
Scout Bidco B.V.(1)(3)Revolver1,009 — 
Scout Bidco B.V.(1)(2)(3)Delayed Draw Term Loan2,223 — 
Security Holdings B.V.(1)(3)Delayed Draw Term Loan2,091 2,274 
Security Holdings B.V.(1)(3)Revolver1,045 1,137 
Sereni Capital NV(1)(2)(3)Revolver53 — 
Sereni Capital NV(1)(2)(3)Term Loan376 — 
Smartling, Inc.(1)Delayed Draw Term Loan1,978 2,353 
Smartling, Inc.(1)Revolver1,176 1,176 
Smile Brands Group, Inc.(1)(2)Delayed Draw Term Loan185 655 
Springbrook Software (SBRK Intermediate, Inc.)(1)Delayed Draw Term Loan— 2,373 
SSCP Pegasus Midco Limited(1)(2)(4)Delayed Draw Term Loan4,709 5,251 
Superjet Buyer, LLC(1)Revolver1,825 1,825 
Syntax Systems Ltd(1)Revolver448 569 
Syntax Systems Ltd(1)Delayed Draw Term Loan1,933 1,933 
Tank Holding Corp(1)Revolver509 — 
Techone B.V.(1)(2)(3)Delayed Draw Term Loan— 1,621 
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Barings BDC, Inc.
Notes to Unaudited Consolidated Financial Statements — (Continued)
Portfolio Company
($ in thousands)
Investment TypeJune 30, 2022December 31, 2021
Techone B.V.(1)(2)(3)Revolver219 432 
Tencarva Machinery Company, LLC(1)Delayed Draw Term Loan886 886 
Tencarva Machinery Company, LLC(1)Revolver1,129 1,129 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)Delayed Draw Term Loan2,811 2,811 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)Revolver827 827 
The Hilb Group, LLC(1)(2)Delayed Draw Term Loan2,345 2,773 
TPC Group, Inc.(1)(2)Revolver34,322 — 
Transit Technologies LLC(1)(2)Delayed Draw Term Loan— 1,857 
Truck-Lite Co., LLC(1)(2)Delayed Draw Term Loan— 4,540 
Turbo Buyer, Inc.(1)Delayed Draw Term Loan— 2,070 
Turbo Buyer, Inc.(1)Delayed Draw Term Loan2,130 — 
Union Bidco Limited(1)(4)Acquisition Facility151 — 
United Therapy Holding III GmbH(1)(2)(3)Acquisition Facility1,588 — 
USLS Acquisition, Inc.(f/k/a US Legal Support, Inc.)(1)(2)Delayed Draw Term Loan3,820 — 
Victoria Bidco Limited(1)(2)(4)Delayed Draw Term Loan423 — 
Waccamaw River, LLC(2)Joint Venture2,480 11,280 
W2O Holdings, Inc.(1)Delayed Draw Term Loan2,622 3,832 
Woodland Foods, Inc.(1)Revolver1,465 2,070 
Xeinadin Bidco Limited(1)(2)(4)CAF Term Loan5,986 — 
ZB Holdco LLC(1)Revolver845 — 
ZB Holdco LLC(1)Delayed Draw Term Loan1,352 — 
Zeppelin Bidco Limited(1)(2)(4)Capex / Acquisition Facility2,541 — 
Zeppelin Bidco Limited(1)(2)(4)Revolver534 — 
Total unused commitments to extend financing$279,328 $234,658 

(1)The Company's estimate of the fair value of the current investments in these portfolio companies includes an analysis of the fair value of any unfunded commitments.
(2)Represents a commitment to extend financing to a portfolio company where one or more of the Company's current investments in the portfolio company are carried at less than cost.
(3)Actual commitment amount is denominated in Euros. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(4)Actual commitment amount is denominated in British pounds sterling. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(5)Actual commitment amount is denominated in Australian dollars. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(6)Actual commitment amount is denominated in Canadian dollars. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(7)Actual commitment amount is denominated in New Zealand dollars. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
In the normal course of business, the Company guarantees certain obligations in connection with its portfolio companies (in particular, certain controlled portfolio companies). Under these guarantee arrangements, payments may be required to be made to third parties if such guarantees are called upon or if the portfolio companies were to default on their related obligations, as applicable. As of June 30, 2022 and December 31, 2021, the Company had guaranteed 9.9 million ($10.3 million U.S. dollars and $11.3 million U.S. dollars, respectively) relating to credit facilities among Erste Bank and MVC Automotive Group Gmbh ("MVC Auto"). The Company would be required to make payments to Erste Bank if MVC Auto were to default on their related payment obligations. None of the credit facility guarantees are recorded as a liability on the Company's Unaudited and Audited Consolidated Balance Sheets, as such the credit facility liabilities are considered in the valuation of the investments in MVC Auto. The guarantees denominated in foreign currencies were translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
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Barings BDC, Inc.
Notes to Unaudited Consolidated Financial Statements — (Continued)
Neither the Company, the Adviser, nor the Company’s subsidiaries are currently subject to any material pending legal proceedings, other than ordinary routine litigation incidental to their respective businesses. The Company, the Adviser, and the Company’s subsidiaries may from time to time, however, be involved in litigation arising out of operations in the normal course of business or otherwise, including in connection with strategic transactions. Furthermore, third parties may seek to impose liability on the Company in connection with the activities of its portfolio companies. While the outcome of any current legal proceedings cannot at this time be predicted with certainty, the Company does not expect any current matters will materially affect its financial condition or results of operations; however, there can be no assurance whether any pending legal proceedings will have a material adverse effect on the Company’s financial condition or results of operations in any future reporting period.
COVID-19 Developments
During the six months ended June 30, 2022, the Coronavirus and the COVID-19 pandemic continued to have an impact on the U.S and global economies. To the extent the Company's portfolio companies are adversely impacted by the effects of the COVID-19 pandemic, it may have a material adverse impact on the Company's future net investment income, the fair value of its portfolio investments, its financial condition and the results of operations and financial condition of the Company's portfolio companies.
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Barings BDC, Inc.
Notes to Unaudited Consolidated Financial Statements — (Continued)
8. FINANCIAL HIGHLIGHTS
The following is a schedule of financial highlights for the six months ended June 30, 2022 and 2021:
 
Six Months Ended June 30,
($ in thousands, except share and per share amounts)20222021
Per share data:
Net asset value at beginning of period$11.36 $10.99 
Net investment income(1)0.52 0.44 
Net realized gain (loss) on investments / foreign currency transactions(1)(0.12)0.03 
Net unrealized appreciation (depreciation) on investments / CSAs / foreign currency transactions(1)(0.43)0.32 
Total increase (decrease) from investment operations(1)(0.03)0.79 
Dividends/distributions paid to stockholders from net investment income(0.47)(0.39)
Sierra Acquisition (See Note 9)(2)0.10 — 
Deemed contribution - CSA (See Note 9)0.40 — 
Purchases of shares in share repurchase plan0.02 — 
Tax provision(1)(0.02)— 
Other(3)0.05 — 
Net asset value at end of period$11.41 $11.39 
Market value at end of period(4)$9.31 $10.56 
Shares outstanding at end of period109,785,892 65,316,085 
Net assets at end of period$1,252,875 $744,128 
Average net assets$1,121,688 $731,948 
Ratio of total expenses, including loss on extinguishment of debt and provision for taxes, to average net assets (annualized)(5)9.00 %9.51 %
Ratio of net investment income to average net assets (annualized)9.05 %7.91 %
Portfolio turnover ratio (annualized)(6)26.75 %33.77 %
Total return(7)(11.51)%19.22 %
(1)Weighted average per share data—basic and diluted; per share data was derived by using the weighted average shares outstanding during the applicable period.
(2)Includes the impact of share issuance and deemed contribution from Barings LLC associated with the Sierra Acquisition
(3)Represents the impact of the different share amounts used in calculating per share data as a result of calculating certain per share data based upon the weighted average basic shares outstanding during the period and certain per share data based on the shares outstanding as of a period end or transaction date.
(4)Represents the closing price of the Company’s common stock on the last day of the period.
(5)Does not include expenses of underlying investment companies, including joint ventures and short-term investments.
(6)Portfolio turnover ratio as of June 30, 2022 and 2021 excludes the impact of short-term investments. Portfolio turnover ratio as of June 30, 2022 excludes the purchase of investment assets included in the Sierra Acquisition.
(7)Total return is based on purchase of stock at the current market price on the first day and a sale at the current market price on the last day of each period reported on the table and assumes reinvestment of dividends at prices obtained by the Company's dividend reinvestment plan during the period. Total return is not annualized.
9. SIERRA ACQUISITION
On February 25, 2022, the Company completed the Sierra Acquisition pursuant to the terms and conditions of that certain Agreement and Plan of Merger (the “Sierra Merger Agreement”), dated as of September 21, 2021, by and among the Company, Mercury Acquisition Sub, Inc., a Maryland corporation and a direct wholly owned subsidiary of the Company (“Sierra Acquisition Sub”), Sierra Income Corporation, a Maryland corporation (“Sierra”), and Barings. To effect the acquisition, Sierra Acquisition Sub merged with and into Sierra, with Sierra surviving the merger as the Company’s wholly owned subsidiary (the “First Sierra Merger”). Immediately thereafter, Sierra merged with and into the Company, with the Company as the surviving company (the “Second Sierra Merger” and, together with the First Sierra Merger, the “Sierra Merger”). The Merger has been treated as a “reorganization” within the meaning of Section 368(a)(1)(A) of the Code.
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Barings BDC, Inc.
Notes to Unaudited Consolidated Financial Statements — (Continued)
Pursuant to the Sierra Merger Agreement, Sierra stockholders received the right to the following merger consideration in exchange for each share of Sierra common stock issued and outstanding immediately prior to the effective time of the First Sierra Merger (excluding any shares cancelled pursuant to the Sierra Merger Agreement): (i) approximately $0.9783641 per share in cash, without interest, from Barings and (ii) 0.44973 of a validly issued, fully paid and non-assessable share of the Company’s common stock. The Company issued approximately 45,986,926 shares of its common stock to Sierra’s former stockholders in connection with the Sierra Merger, thereby resulting in the Company’s then-existing stockholders owning approximately 58.7% of the combined company and Sierra’s former stockholders owning approximately 41.3% of the combined company.
In connection with the completion of the Company’s acquisition of Sierra, the Board affirmed the Company’s commitment to make open-market purchases of shares of its common stock in an aggregate amount of up to $30.0 million at then-current market prices at any time shares trade below 90% of the Company’s then most recently disclosed NAV per share. Any repurchases pursuant to the authorized program will occur during the 12-month period commencing on April 1, 2022 and are expected to be made in accordance with a Rule 10b5-1 purchase plan that qualifies for the safe harbors provided by Rules 10b5-1 and 10b-18 under the Exchange Act, as well as subject to compliance with the Company’s covenant and regulatory requirements.
In connection with the Sierra Acquisition, on February 25, 2022, the Company entered into the New Barings BDC Advisory Agreement with the Adviser. Promptly following the closing of the Sierra Merger, the Company also entered into the Sierra Credit Support Agreement with Barings. See “Note 2 - Agreements and Related Party Transactions” for more information regarding the New Barings BDC Advisory Agreement and the Sierra Credit Support Agreement.
The Sierra Acquisition was accounted for in accordance with the asset acquisition method of accounting as detailed in ASC 805-50, Business Combinations-Related Issues. Under asset acquisition accounting, acquiring assets in groups not only requires ascertaining the cost of the asset (or net assets), but also allocating that cost to the individual assets (or individual assets and liabilities) that make up the group. Per ASC 805-50-30-1, the acquired assets (as a group) are recognized based on their cost to the acquiring entity, which generally includes transaction costs of the asset acquisition, and no gain or loss is recognized unless the fair value of noncash assets given as consideration differs from the assets carrying amounts on the acquiring entity’s records. ASC 805-50-30-2 goes on to say asset acquisitions in which the consideration given is cash are measured by the amount of cash paid. However, if the consideration given is not in the form of cash (that is, in the form of noncash assets, liabilities incurred, or equity interests issued), measurement is based on the cost to the acquiring entity or the fair value of the assets (or net assets) acquired, whichever is more clearly evident and, thus, more reliably measured.
The fair value of the merger consideration paid by the Company was allocated to the assets acquired and liabilities assumed based on their relative fair values as of the date of acquisition and did not give rise to goodwill. Since the fair value of the net assets acquired exceeded the fair value of the merger consideration paid by the Company, the Company recognized a deemed contribution from the Adviser.
The following table summarizes the allocation of the purchase price to the assets acquired and liabilities assumed as a result of the Sierra Acquisition:
($ in thousands)
Common stock issued by the Company$499,418 
Cash consideration paid by the Company(1)10,670 
Deemed contribution from Barings LLC27,729 
Total purchase price$537,817 
Assets acquired:
Investments(2)$442,198 
Cash 102,006 
Other assets(3)3,519 
Total assets acquired$547,723 
Liabilities assumed(4)(9,906)
Net assets acquired$537,817 
(1)The Company incurred $10.6 million in professional fees and other costs related to the Sierra Acquisition, including $4.0 million in investment banking fees.
(2)Investments acquired were recorded at fair value, which is also the Company's initial cost basis
94

Barings BDC, Inc.
Notes to Unaudited Consolidated Financial Statements — (Continued)
(3)Other assets acquired in the Sierra Acquisition consisted of the following:
($ in thousands)
Interest and fees receivable$2,874 
Escrow receivable645 
Total$3,519 
(4)Liabilities assumed in the Sierra Acquisition consisted of the following:
($ in thousands)
Accrued merger expenses$3,327 
Current and deferred tax liability3,814 
Other liabilities2,765 
Total$9,906 
10. SUBSEQUENT EVENTS
Subsequent to June 30, 2022, the Company made approximately $215.4 million of new commitments, of which $171.5 million closed and funded. The $171.5 million of investments consists of $159.8 million of first lien senior secured debt investments, $10.6 million of second lien senior secured and subordinated debt investments and $1.1 million of equity investments. The weighted average yield of the debt investments was 8.2%. In addition, the Company funded $11.6 million of previously committed delayed draw term loans.
On August 9, 2022, the Board declared a quarterly distribution of $0.24 per share payable on September 14, 2022 to holders of record as of September 7, 2022.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
The following discussion is designed to provide a better understanding of our unaudited consolidated financial statements for the three and six months ended June 30, 2022, including a brief discussion of our business, key factors that impacted our performance and a summary of our operating results. The following discussion should be read in conjunction with the Unaudited Consolidated Financial Statements and the notes thereto included in Item 1 of this Quarterly Report on Form 10-Q, and the Consolidated Financial Statements and notes thereto and Management’s Discussion and Analysis of Financial Condition and Results of Operations contained in our Annual Report on Form 10-K for the year ended December 31, 2021. Historical results and percentage relationships among any amounts in the financial statements are not necessarily indicative of trends in operating results for any future periods.
Forward-Looking Statements
Some of the statements in this Quarterly Report constitute forward-looking statements because they relate to future events or our future performance or financial condition. Forward-looking statements may include, among other things, statements as to our future operating results, our business prospects and the prospects of our portfolio companies, the impact of the investments that we expect to make, the ability of our portfolio companies to achieve their objectives, our expected financings and investments, the adequacy of our cash resources and working capital, and the timing of cash flows, if any, from the operations of our portfolio companies. Words such as "expect," "anticipate," "target," "goals," "project," "intend," "plan," "believe," "seek," "estimate," "continue," "forecast," "may," "should," "potential," variations of such words, and similar expressions indicate a forward-looking statement, although not all forward-looking statements include these words. Readers are cautioned that the forward-looking statements contained in this Quarterly Report are only predictions, are not guarantees of future performance, and are subject to risks, events, uncertainties and assumptions that are difficult to predict. Our actual results could differ materially from those implied or expressed in the forward-looking statements for any reason, including the items discussed herein, in Item 1A entitled "Risk Factors" in Part I of our Annual Report on Form 10-K for the year ended December 31, 2021 and in Item 1A entitled "Risk Factors" in Part II of our subsequently filed Quarterly Reports on Form 10-Q. Other factors that could cause our actual results and financial condition to differ materially include, but are not limited to, changes in political, economic or industry conditions, the interest rate environment or conditions affecting the financial and capital markets, including with respect to changes from the impact of the COVID-19 pandemic; the length and duration of the COVID-19 outbreak in the United States as well as worldwide and the magnitude of the economic impact of that outbreak; the effect of the COVID-19 pandemic on our business prospects and the prospects of our portfolio companies, including our and their ability to achieve our respective objectives; the effect of the disruptions caused by the COVID-19 pandemic on our ability to continue to effectively manage our business and on the availability of equity and debt capital and our use of borrowed money to finance a portion of our investments; risks associated with possible disruption due to terrorism in our operations or the economy generally; and future changes in laws or regulations and conditions in our operating areas. These statements are based on our current expectations, estimates, forecasts, information and projections about the industry in which we operate and the beliefs and assumptions of our management as of the date of filing of this Quarterly Report. We assume no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, unless we are required to do so by law. Although we undertake no obligation to revise or update any forward-looking statements, whether as a result of new information, future events or otherwise, you are advised to consult any additional disclosures that we may make directly to you or through reports that we in the future may file with the SEC, including annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K.
Overview of Our Business
We are a Maryland corporation incorporated on October 10, 2006. In August 2018, in connection with the closing of an externalization transaction through which Barings LLC (“Barings”) agreed to become our external investment adviser, we entered into an investment advisory agreement (the “Original Advisory Agreement”) and an administration agreement (the “Administration Agreement”) with Barings. In connection with the completion of our acquisition of MVC Capital, Inc., a Delaware corporation, on December 23, 2020 (the “MVC Acquisition”), we entered into an amended and restated investment advisory agreement (the “Amended and Restated Advisory Agreement”) with Barings on December 23, 2020, following approval of the Amended and Restated Advisory Agreement by our stockholders at our December 23, 2020 special meeting of stockholders. The terms of the Amended and Restated Advisory Agreement became effective on January 1, 2021. In connection with the completion of the Sierra Acquisition (as defined below), on February 25, 2022, we entered into a second amended and restated investment advisory agreement (the “New Barings BDC Advisory Agreement”) with the Adviser. Under the terms of the New Barings BDC Advisory Agreement and the Administration Agreement, Barings serves as our investment adviser and administrator and manages our investment portfolio and performs (or oversees, or arranges for, the performance of) the administrative services necessary for our operation.
96



An externally-managed BDC generally does not have any employees, and its investment and management functions are provided by an outside investment adviser and administrator under an advisory agreement and administration agreement. Instead of directly compensating employees, we pay Barings for investment management and administrative services pursuant to the terms of an investment advisory agreement and an administration agreement. Under the terms of the New Barings BDC Advisory Agreement, the fees paid to Barings for managing our affairs are determined based upon an objective and fixed formula, as compared with the subjective and variable nature of the costs associated with employing management and employees in an internally-managed BDC structure, which include bonuses that cannot be directly tied to Company performance because of restrictions on incentive compensation under the Investment Company Act of 1940, as amended (the “1940 Act”).
Beginning in August 2018, Barings shifted our investment focus to invest in syndicated senior secured loans, bonds and other fixed income securities. Since that time, Barings has transitioned our portfolio to primarily senior secured private debt investments in well-established middle-market businesses that operate across a wide range of industries. Barings’ existing SEC co-investment exemptive relief under the 1940 Act (the “Exemptive Relief”) permits us and Barings’ affiliated private and SEC-registered funds to co-invest in Barings-originated loans, which allows Barings to efficiently implement its senior secured private debt investment strategy for us.
Barings employs fundamental credit analysis, and targets investments in businesses with relatively low levels of cyclicality and operating risk. The holding size of each position will generally be dependent upon a number of factors including total facility size, pricing and structure, and the number of other lenders in the facility. Barings has experience managing levered vehicles, both public and private, and will seek to enhance our returns through the use of leverage with a prudent approach that prioritizes capital preservation. Barings believes this strategy and approach offers attractive risk/return with lower volatility given the potential for fewer defaults and greater resilience through market cycles. A significant portion of our investments are expected to be rated below investment grade by rating agencies or, if unrated would be rated below investment grade if they were rated. Below investment grade securities, which are often referred to as “junk,” have predominantly speculative characteristics with respect to the issuer’s capacity to pay interest and repay principal.
We generate revenues in the form of interest income, primarily from our investments in debt securities, loan origination and other fees and dividend income. Fees generated in connection with our debt investments are recognized over the life of the loan using the effective interest method or, in some cases, recognized as earned. Our senior secured, middle-market, private debt investments generally have terms of between five and seven years. Our senior secured, middle-market, first lien private debt investments generally bear interest between LIBOR (or the applicable currency rate for investments in foreign currencies) plus 450 basis points and LIBOR plus 650 basis points per annum. Our subordinated middle-market, private debt investments generally bear interest between LIBOR (or the applicable currency rate for investments in foreign currencies) plus 700 basis points and LIBOR plus 900 basis points per annum if floating rate, and between 8% and 15% if fixed rate. From time to time, certain of our investments may have a form of interest, referred to as payment-in-kind, or PIK, interest, which is not paid currently but is instead accrued and added to the loan balance and paid at the end of the term.
As of June 30, 2022 and December 31, 2021, the weighted average yield on the principal amount of our outstanding debt investments other than non-accrual debt investments was approximately 7.6% and 7.2%, respectively. The weighted average yield on the principal amount of all of our outstanding debt investments (including non-accrual debt investments) was approximately 7.2% and 6.9% as of June 30, 2022 and December 31, 2021, respectively.
Sierra Income Corporation Acquisition
On February 25, 2022, we completed our acquisition of Sierra Income Corporation, a Maryland corporation (“Sierra”), pursuant to the terms and conditions of that certain Agreement and Plan of Merger (the “Sierra Merger Agreement”), dated as of September 21, 2021, with Sierra, Mercury Acquisition Sub, Inc., a Maryland corporation and our direct wholly owned subsidiary (“Sierra Acquisition Sub”), and Barings. To effect the acquisition, Sierra Acquisition Sub merged with and into Sierra, with Sierra surviving the merger as our wholly owned subsidiary (the “First Sierra Merger”). Immediately thereafter, Sierra merged with and into us, with Barings BDC, Inc. as the surviving company (the “Second Sierra Merger” and, together with the First Sierra Merger, the “Sierra Merger”).
Pursuant to the Sierra Merger Agreement, each share of Sierra common stock, par value $0.001 per share (the “Sierra Common Stock”), issued and outstanding immediately prior to the effective time of the First Sierra Merger (other than shares of Sierra Common Stock issued and outstanding immediately prior to the effective time of the First Sierra Merger that were held by a subsidiary of Sierra or held, directly or indirectly, by us or Sierra Acquisition Sub) was converted into the right to receive (i) an amount in cash from Barings, without interest, equal to $0.9783641, and (ii) 0.44973 shares of the our common stock, plus any cash in lieu of fractional shares. As a result of the Sierra Merger, former Sierra stockholders received approximately 46.0 million shares of our common stock for their shares of Sierra Common Stock.
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In connection with the Sierra Acquisition, on February 25, 2022, following the closing of the Sierra Merger, we entered into (1) the New Barings BDC Advisory Agreement, and (2) a credit support agreement (the “Sierra Credit Support Agreement”) with Barings, pursuant to which Barings has agreed to provide credit support to us in the amount of up to $100.0 million relating to the net cumulative realized and unrealized losses on the acquired Sierra investment portfolio over a 10-year period. See “Note 2. Agreements and Related Party Transactions” and “Note. 6 Derivative Instruments” in the Notes to our Consolidated Financial Statements included in this Quarterly Report on Form 10-Q for more information.
In addition, in connection with the closing of the Sierra Merger, our board of directors (the “Board”) affirmed our commitment to purchase in open-market transactions, pursuant to Rule 10b-18 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and subject to our compliance with our covenant and regulatory requirements, shares of our common stock in an aggregate amount of up to $30,000,000 at then-current market prices at any time the shares of our common stock trade below 90% of our then most recently disclosed net asset value per share during the 12-month period commencing on April 1, 2022.
COVID-19 Developments
The spread of the Coronavirus and the COVID-19 pandemic, and the related effect on the U.S. and global economies, has had adverse consequences for the business operations of some of our portfolio companies but no longer adversely affects our operations and the operations of Barings, including with respect to us. Barings continues to monitor the COVID-19 situation globally and is prepared to adapt office working patterns as required to ensure the safety of its employees and clients who visit Barings office locations. Barings’ cybersecurity policies are applied consistently when working remotely or in the office.
While we have been carefully monitoring the COVID-19 pandemic and its impact on our business and the business of our portfolio companies, we have continued to fund our existing debt commitments. In addition, we have continued to make and originate, and expect to continue to make and originate, new loans.
We will continue to monitor the situation relating to the COVID-19 pandemic and guidance from U.S. and international authorities, including federal, state and local public health authorities and may take additional actions based on their recommendations. In these circumstances, there may be developments outside our control requiring us to adjust our plan of operation. As such, given the dynamic nature of this situation, we cannot reasonably estimate the impacts of COVID-19 on our financial condition, results of operations or cash flows in the future. However, to the extent our portfolio companies are adversely impacted by the effects of the COVID-19 pandemic, it may have a material adverse impact on our future net investment income, the fair value of our portfolio investments, our financial condition and the results of operations and financial condition of our portfolio companies.
Relationship with Our Adviser, Barings
Our investment adviser, Barings, a wholly-owned subsidiary of Massachusetts Mutual Life Insurance Company, is a leading global asset management firm and is registered with the SEC as an investment adviser under the Investment Advisers Act of 1940, as amended. Barings’ primary investment capabilities include fixed income, private credit, real estate, equity, and alternative investments. Subject to the overall supervision of the Board, Barings’ Global Private Finance Group (“BGPF”) manages our day-to-day operations, and provides investment advisory and management services to us. BGPF is part of Barings’ $274.4 billion Global Fixed Income Platform that invests in liquid, private and structured credit. BGPF manages private funds and separately managed accounts, along with multiple public vehicles.
Among other things, Barings (i) determines the composition of our portfolio, the nature and timing of the changes therein and the manner of implementing such changes; (ii) identifies, evaluates and negotiates the structure of the investments made by us; (iii) executes, closes, services and monitors the investments that we make; (iv) determines the securities and other assets that we will purchase, retain or sell; (v) performs due diligence on prospective portfolio companies and (vi) provides us with such other investment advisory, research and related services as we may, from time to time, reasonably require for the investment of our funds.
Under the terms of the Administration Agreement, Barings performs (or oversees, or arranges for, the performance of) the administrative services necessary for our operation, including, but not limited to, office facilities, equipment, clerical, bookkeeping and record keeping services at such office facilities and such other services as Barings, subject to review by the Board, will from time to time determine to be necessary or useful to perform its obligations under the Administration Agreement. Barings also, on our behalf and subject to the Board’s oversight, arranges for the services of, and oversees, custodians, depositories, transfer agents, dividend disbursing agents, other stockholder servicing agents, accountants, attorneys, underwriters, brokers and dealers, corporate fiduciaries, insurers, banks and such other persons in any such other capacity
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deemed to be necessary or desirable. Barings is responsible for the financial and other records that we are required to maintain and will prepare all reports and other materials required to be filed with the SEC or any other regulatory authority.
Stockholder Approval of Reduced Asset Coverage Ratio
On July 24, 2018, our stockholders voted at a special meeting of stockholders (the “2018 Special Meeting”) to approve a proposal to authorize us to be subject to a reduced asset coverage ratio of at least 150% under the 1940 Act. As a result of the stockholder approval at the 2018 Special Meeting, effective July 25, 2018, our applicable asset coverage ratio under the 1940 Act has been decreased to 150% from 200%. As a result, we are permitted under the 1940 Act to incur indebtedness at a level which is more consistent with a portfolio of senior secured debt. As of June 30, 2022, our asset coverage ratio was 181.4%.
Portfolio Investment Composition
The total value of our investment portfolio was $2,389.1 million as of June 30, 2022, as compared to $1,800.6 million as of December 31, 2021. As of June 30, 2022, we had investments in 294 portfolio companies with an aggregate cost of $2,439.1 million. As of December 31, 2021, we had investments in 212 portfolio companies with an aggregate cost of $1,787.8 million. As of both June 30, 2022 and December 31, 2021, none of our portfolio investments represented greater than 10% of the total fair value of our investment portfolio.
As of June 30, 2022 and December 31, 2021, our investment portfolio consisted of the following investments:
($ in thousands)CostPercentage of
Total
Portfolio
Fair ValuePercentage of
Total
Portfolio
June 30, 2022:
Senior debt and 1st lien notes
$1,582,312 65 %$1,550,204 65 %
Subordinated debt and 2nd lien notes370,972 15 315,809 13 
Structured products82,515 70,385 
Equity shares206,407 268,622 11 
Equity warrants174 — 92 — 
Investment in joint ventures / PE fund196,687 183,964 
$2,439,067 100 %$2,389,076 100 %
December 31, 2021:
Senior debt and 1st lien notes
$1,217,899 68 %$1,221,598 68 %
Subordinated debt and 2nd lien notes253,551 14 240,037 13 
Structured products37,055 40,271 
Equity shares145,791 154,477 
Equity warrants1,111 — 1,107 — 
Investment in joint ventures / PE fund132,417 143,104 
$1,787,824 100 %$1,800,594 100 %
Investment Activity
During the six months ended June 30, 2022, we made 48 new investments totaling $495.2 million, purchased $442.2 million of investments as part of the Sierra Acquisition, made investments in existing portfolio companies totaling $173.5 million and made additional investments in joint venture equity portfolio companies totaling $13.8 million. We had 21 loans repaid totaling $178.3 million, received $22.5 million of portfolio company principal payments and received $35.5 million of return of capital from our joint ventures. In addition, we sold $101.7 million of loans, recognizing a net realized loss on these transactions of $6.1 million, and sold $132.3 million of middle-market portfolio company debt investments to one of our joint ventures and realized a loss on these transactions of $0.2 million. We received proceeds related to the sale of equity investments totaling $1.7 million and recognized a net realized loss on such sales totaling $0.7 million. Lastly, we exchanged a debt investment totaling $13.8 million in one portfolio company for equity totaling $13.9 million and realized a loss on such exchange of $0.8 million.
During the six months ended June 30, 2021, we made 40 new investments totaling $390.9 million, made investments in
existing portfolio companies totaling $112.9 million, made a net new joint venture equity investment totaling $5.5 million and
additional investments in joint venture equity portfolio companies totaling $30.0 million. We had 13 loans repaid at par totaling
$92.6 million and received $25.6 million of portfolio company principal payments. In addition, we sold $57.0 million of loans,
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recognizing a net realized gain on these transactions of $2.4 million, and sold $250.4 million of middle-market portfolio
company debt investments to one of our joint ventures and realized a gain on these transactions of $1.4 million. Lastly, we
received proceeds related to the sale of equity investments totaling $5.9 million and recognized a net realized loss on such sales
totaling $0.5 million.
Total portfolio investment activity for the six months ended June 30, 2022 and 2021 was as follows:
Six Months Ended
June 30, 2022:
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien NotesStructured ProductsEquity
Shares
Equity WarrantsInvestments in Joint Ventures / PE FundTotal
Fair value, beginning of period$1,221,598 $240,037 $40,271 $154,477 $1,107 $143,104 $1,800,594 
New investments539,897 80,753 7,060 55,006 — 13,797 696,513 
Investments acquired in Sierra merger235,770 66,662 46,666 7,065 72 85,963 442,198 
Proceeds from sales of investments(227,678)(14,754)(5,389)(1,607)(250)(35,490)(285,168)
Loan origination fees received(10,371)(1,121)— — — — (11,492)
Principal repayments received(175,265)(22,610)(2,888)— — — (200,763)
Payment-in-kind interest2,125 8,939 — — — — 11,064
Accretion of loan premium/discount1,146 83 11 — — — 1,240 
Accretion of deferred loan origination revenue4,339 974 — — — — 5,313 
Realized gain (loss)(5,551)(1,505)153(760)(7,663)
Unrealized appreciation (depreciation)(35,806)(41,649)(15,346)53,528(77)(23,410)(62,760)
Fair value, end of period$1,550,204 $315,809 $70,385 $268,622 $92 $183,964 $2,389,076 

Six Months Ended
June 30, 2021:
($ in thousands)
Senior Debt
and 1st Lien
Notes
Subordinated Debt and 2nd Lien NotesStructured ProductsEquity
Shares
Equity WarrantsInvestments in Joint Ventures / PE FundShort-term
Investments
Total
Fair value, beginning of period$1,171,250 $138,767 $32,509 $44,651 $1,300 $41,760 $65,558 $1,495,795 
New investments420,633 75,316 — 8,260 163 38,200 217,559 760,131 
Proceeds from sales of investments(291,705)(8,771)(6,823)(5,972)— (2,675)(272,542)(588,488)
Loan origination fees received(9,037)(987)— — — — — (10,024)
Principal repayments received(91,580)(24,847)(2,307)— — — — (118,734)
Payment-in-kind interest1,565 7,570 — — — — — 9,135
Accretion of loan premium/discount1,267 2,528 27 — — — — 3,822 
Accretion of deferred loan origination revenue3,228 285 — — — — — 3,513 
Realized gain (loss)3,176(24)652(436)(1)3,367 
Unrealized appreciation (depreciation)10,068(2,970)7775,499253,19216,591 
Fair value, end of period$1,218,865 $186,867 $24,835 $52,002 $1,488 $80,477 $10,574 $1,575,108 
Non-Accrual Assets
Generally, when interest and/or principal payments on a loan become past due, or if we otherwise do not expect the borrower to be able to service its debt and other obligations, we will place the loan on non-accrual status and will generally cease recognizing interest income on that loan for financial reporting purposes until all principal and interest have been brought current through payment or due to a restructuring such that the interest income is deemed to be collectible. As of June 30, 2022, we had seven portfolio companies with investments on non-accrual, the fair value of which was $20.0 million, which comprised 0.8% of the total fair value of our portfolio, and the cost of which was $71.1 million, which comprised 2.9% of the total cost of our portfolio. As of December 31, 2021, we had two portfolio companies with investments on non-accrual, the fair value of which was $36.0 million, which comprised 2.0% of the total fair value of our portfolio, and the cost of which was $50.9 million, which comprised 2.9% of the total cost of our portfolio.
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A summary of our non-accrual assets as of June 30, 2022 is provided below:
1888 Industrial Services, LLC
In connection with the Sierra Acquisition, we purchased our debt and equity investments in 1888 Industrial Services, LLC, or 1888. The 1888 first lien senior secured term loan is on non-accrual status and as a result, under U.S. GAAP, we will not recognize interest income on our first lien senior secured term loan in 1888 for financial reporting purposes. As of June 30, 2022, the cost and fair value of our first lien senior secured term loan in 1888 was $0.4 million and zero, respectively.
Black Angus Steakhouse, LLC
In connection with the Sierra Acquisition, we purchased our debt and equity investments in Black Angus Steakhouse, LLC, or Black Angus. The Black Angus PIK term loan is on non-accrual status and as a result, under U.S. GAAP, we will not recognize interest income on our PIK term loan in Black Angus for financial reporting purposes. As of June 30, 2022, both the cost and fair value of our PIK term loan in Black Angus was $9.6 million.
Charming Charlie LLC
In connection with the Sierra Acquisition, we purchased our debt and equity investments in Charming Charlie, LLC, or Charming Charlie. Charming Charlie is on non-accrual status and as a result, under U.S. GAAP, we will not recognize interest income on our debt investments in Charming Charlie for financial reporting purposes. As of June 30, 2022, both the cost and fair value of our debt investments in Charming Charlie was zero.
Custom Alloy Corporation
In connection with the MVC Acquisition, we purchased our debt investment in Custom Alloy Corporation, or Custom Alloy. During the quarter ended December 31, 2021, we placed our debt investment in Custom Alloy on non-accrual status. As a result, under U.S. GAAP, we will not recognize interest income on our debt investment in Custom Alloy for financial reporting purposes. As of June 30, 2022, the cost of our debt investment in Custom Alloy was $46.4 million and the fair value of such investment was $5.6 million.
Holland Acquisition Corp.
In connection with the Sierra Acquisition, we purchased our debt investment in Holland Acquisition Corp., or Holland. Holland is on non-accrual status and as a result, under U.S. GAAP, we will not recognize interest income on our debt investments in Holland for financial reporting purposes. As of June 30, 2022, both the cost and fair value of our debt investments in Holland was zero.
Legal Solutions Holdings
In connection with the MVC Acquisition, we purchased our debt investment in Legal Solutions Holdings, or Legal Solutions. During the quarter ended September 30, 2021, we placed our debt investment in Legal Solutions on non-accrual status. As a result, under U.S. GAAP, we will not recognize interest income on our debt investment in Legal Solutions for financial reporting purposes. As of June 30, 2022, the cost of our debt investment in Legal Solutions was $10.1 million and the fair value of such investment was zero.
Path Medical LLC
In connection with the Sierra Acquisition, we purchased our debt and equity investments in Path Medical LLC, or Path Medical. Path Medical is on non-accrual status and as a result, under U.S. GAAP, we will not recognize interest income on our debt investments in Path Medical for financial reporting purposes. As of June 30, 2022, the cost and fair value of our debt investments in Path Medical was $4.6 million and $4.7 million, respectively.

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Results of Operations
Comparison of the three and six months ended June 30, 2022 and June 30, 2021
Operating results for the three and six months ended June 30, 2022 and 2021 were as follows:
Three Months
Ended
Three Months
Ended
Six Months EndedSix Months Ended
(in thousands)June 30,
2022
June 30,
2021
June 30,
2022
June 30,
2021
Total investment income$55,592 $33,153 $99,350 $63,747 
Total operating expenses23,818 18,595 48,563 34,833 
Net investment income before taxes31,774 14,558 50,787 28,914 
Income taxes, including excise tax provision— — (18)
Net investment income after taxes31,774 14,558 50,781 28,932 
Net realized gains (losses)(10,223)343 (11,665)2,182 
Net unrealized appreciation (depreciation)(44,654)14,409 (41,188)20,683 
Net realized and unrealized gains (losses) on investments, credit support agreements and foreign currency borrowings(54,877)14,752 (52,853)22,865 
Provision for taxes(1,890)(2)(1,890)(1)
Net increase in net assets resulting from operations$(24,993)$29,308 $(3,962)$51,796 
Net increases or decreases in net assets resulting from operations can vary substantially from period to period due to various factors, including recognition of realized gains and losses and unrealized appreciation and depreciation. As a result, quarterly comparisons of net changes in net assets resulting from operations may not be meaningful.
Investment Income
Three Months
Ended
Three Months
Ended
Six Months EndedSix Months Ended
($ in thousands)June 30,
2022
June 30,
2021
June 30,
2022
June 30,
2021
Investment income:
Total interest income$40,784 $26,819 $72,854 $52,034 
Total dividend income7,246 395 14,939 466 
Total fee and other income5,072 2,568 6,268 4,701 
Total payment-in-kind interest income2,474 3,371 5,273 6,545 
Interest income from cash16 — 16 
Total investment income$55,592 $33,153 $99,350 $63,747 
The change in total investment income for the three and six months ended June 30, 2022, as compared to the three and six months ended June 30, 2021, was primarily due to an increase in the average size of our portfolio, increased dividends from portfolio companies and joint venture investments and an increase in acceleration of unamortized OID and unamortized loan origination fee income associated with repayments of loans. The increase in the average size of our portfolio was largely due to the increased middle-market investment opportunities and the investments acquired as part of the Sierra Acquisition. This increase was partially offset by a decrease in payment-in-kind (“PIK”) interest income. For the three and six months ended June 30, 2022, dividends from portfolio companies and joint venture investments were $7.2 million and $14.9 million, respectively, as compared to $0.4 million and $0.5 million, respectively, for the three and six months ended June 30, 2021. The amount of our outstanding debt investments was $2,162.5 million as of June 30, 2022, as compared to $1,463.6 million as of June 30, 2021. This increase is in part due to the acquisition of investment assets in the Sierra Acquisition. The weighted average yield on the principal amount of our outstanding debt investments other than non-accrual debt investments was 7.6% as of June 30, 2022, as compared to 7.4% as of June 30, 2021. For the three and six months ended June 30, 2022, acceleration of unamortized OID income and unamortized loan origination fees totaled $2.9 million and $3.1 million, respectively, as compared to $2.2 million and $2.6 million, respectively, for the three and six months ended June 30, 2021. For the three and six months ended June 30, 2022, PIK interest income was $2.5 million and $5.3 million, respectively, as compared to $3.4 million and $6.5 million, respectively, for the three and six months ended June 30, 2021.
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Operating Expenses
Three Months
Ended
Three Months
Ended
Six Months EndedSix Months Ended
($ in thousands)June 30,
2022
June 30,
2021
June 30,
2022
June 30,
2021
Operating expenses:
Interest and other financing fees$13,168 $7,994 $24,829 $15,279 
Base management fees7,381 4,891 13,253 8,821 
Incentive management fees— 3,510 4,754 6,232 
General and administrative expenses3,269 2,200 5,727 4,501 
Total operating expenses$23,818 $18,595 $48,563 $34,833 
Interest and Other Financing Fees
Interest and other financing fees during the three and six months ended June 30, 2022 were attributable to borrowings under the February 2019 Credit Facility, the August 2025 Notes, the November Notes, the February Notes and the November 2026 Notes (each as defined below under “Liquidity and Capital Resources”). Interest and other financing fees during the three and six months ended June 30, 2021 were attributable to borrowings under the February 2019 Credit Facility, the August 2025 Notes, the November Notes and the February Notes. The increase in interest and other financing fees for the three and six months ended June 30, 2022 as compared to the three and six months ended June 30, 2021, was primarily attributable to the issuance of the November 2026 Notes and increased borrowings under the February 2019 Credit Facility.
Base Management Fees
Under the terms of the New Barings BDC Advisory Agreement, we pay Barings a base management fee (the “Base Management Fee”), quarterly in arrears on a calendar quarter basis. The Base Management Fee is calculated based on the average value of our gross assets, excluding cash and cash equivalents, at the end of the two most recently completed calendar quarters prior to the quarter for which such fees are being calculated. Base Management Fees for any partial month or quarter are appropriately pro-rated. See Note 2 to our Unaudited Consolidated Financial Statements for additional information regarding the terms of the New Barings BDC Advisory Agreement (and, from January 1, 2021 to February 25, 2022, the terms of the Amended and Restated Advisory Agreement) and the fee arrangements thereunder. For the three and six months ended June 30, 2022, the amount of Base Management Fee incurred was approximately $7.4 million and $13.3 million, respectively. For the three and six months ended June 30, 2021, the amount of Base Management Fee incurred was approximately $4.9 million and $8.8 million, respectively. The increase in the Base Management Fee for the three and six months ended June 30, 2022 versus the corresponding 2021 periods is primarily related to the average value of gross assets increasing from $1,565.2 million as of the end of the two most recently completed calendar quarters prior to June 30, 2021 to $2,361.8 million as of the end of the two most recently completed calendar quarters prior to June 30, 2022. For both the three and six months ended June 30, 2022 and 2021, the Base Management Fee rate was 1.250%.
Incentive Fee
Under the New Barings BDC Advisory Agreement (and, from January 1, 2021 to February 25, 2022, pursuant to the terms of the Amended and Restated Advisory Agreement), we pay Barings an incentive fee. A portion of the incentive fee is based on our income and a portion is based on our capital gains. The income-based fee will be determined and paid quarterly in arrears based on the amount by which (x) the aggregate pre-incentive fee net investment income in respect of the current calendar quarter and the eleven preceding calendar quarters beginning with the calendar quarter that commences on or after January 1, 2021, as the case may be (or the appropriate portion thereof in the case of any of our first eleven calendar quarters that commences on or after January 1, 2021) exceeds (y) the hurdle amount as calculated for the same period. See Note 2 to our Unaudited Consolidated Financial Statements for additional information regarding the terms of the New Barings BDC Advisory Agreement and the fee arrangements thereunder. For the three and six months ended June 30, 2022, the amount of income-based fee incurred was zero and $4.8 million, respectively, as compared to $3.5 million and $6.2 million, respectively, for the three and six months ended June 30, 2021. The Income-Based Fee is subject to a cap (the “Incentive Fee Cap”). During the three months ended June 30, 2022, the incentive fee was zero due to the the Incentive Fee Cap. The Incentive Fee Cap in any quarter is an amount equal to (a) 20% of the Cumulative Pre-Incentive Fee Net Return during the relevant Trailing Twelve Quarters less (b) the aggregate Income-Based Fee that were paid to the Adviser in the preceding eleven calendar quarters (or portion thereof) comprising the relevant Trailing Twelve Quarters. See Note 2 to our Unaudited Consolidated Financial Statements for additional information regarding the terms of the Incentive Fee Cap.
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General and Administrative Expenses
We entered into the Administration Agreement with Barings in August 2018. Under the terms of the Administration Agreement, Barings performs (or oversees, or arranges for, the performance of) the administrative services necessary for our operations. We will reimburse Barings for the costs and expenses incurred by it in performing its obligations and providing personnel and facilities under the Administration Agreement in an amount to be negotiated and mutually agreed to by us and Barings quarterly in arrears; provided that the agreed-upon quarterly expense amount will not exceed the amount of expenses that would otherwise be reimbursable by us under the Administration Agreement for the applicable quarterly period, and Barings will not be entitled to the recoupment of any amounts in excess of the agreed-upon quarterly expense amount. See Note 2 to our Unaudited Consolidated Financial Statements for additional information regarding the Administration Agreement. For the three and six months ended June 30, 2022, the amount of administration expense incurred and invoiced by Barings for expenses was approximately $0.9 million and $1.8 million, respectively. For the three and six months ended June 30, 2021, the amount of administration expense incurred and invoiced by Barings for expenses was approximately $0.5 million and $1.0 million, respectively. In addition to expenses incurred under the Administration Agreement, general and administrative expenses include Board fees, D&O insurance costs, as well as legal, valuation and accounting expenses.
Net Realized Gains (Losses)
Net realized gains (losses) during the three and six months ended June 30, 2022 and 2021 were as follows:
Three Months
Ended
Three Months
Ended
Six Months EndedSix Months Ended
($ in thousands)June 30,
2022
June 30,
2021
June 30,
2022
June 30,
2021
Net realized gain (losses):
Non-Control / Non-Affiliate investments$(6,701)$553 $(6,951)$3,444 
Affiliate investments— — 101 (77)
Control investments(813)— (813)— 
Net realized gains (losses) on investments(7,514)553 (7,663)3,367 
Foreign currency transactions(2,709)(210)(4,002)(1,185)
Net realized gains (losses)$(10,223)$343 $(11,665)$2,182 
During the three months ended June 30, 2022, we recognized net realized losses totaling $10.2 million, which consisted primarily of a net loss on our loan portfolio of $6.7 million, a $0.8 million loss on the exchange of a debt investment in one portfolio company for equity, and a net loss on foreign currency transactions of $2.7 million. During the six months ended June 30, 2022, we recognized net realized losses totaling $11.7 million, which consisted primarily a net loss on our loan portfolio of $6.9 million, a $0.8 million loss on the exchange of a debt investment in one portfolio company for equity, and a net loss on foreign currency transactions of $4.0 million.
During the three months ended June 30, 2021, we recognized net realized gains totaling $0.3 million, which consisted primarily of a net gain on our loan portfolio of $0.6 million partially offset by a net loss on foreign currency transactions of $0.2 million. During the six months ended June 30, 2021, we recognized net realized gains totaling $2.2 million, which consisted primarily of a net gain on our loan portfolio of $3.4 million partially offset by a net loss on foreign currency transactions of $1.2 million.
Net Unrealized Appreciation (Depreciation)
Net unrealized appreciation (depreciation) during the three and six months ended June 30, 2022 and 2021 was as follows:
Three Months
Ended
Three Months
Ended
Six Months EndedSix Months Ended
($ in thousands)June 30,
2022
June 30,
2021
June 30,
2022
June 30,
2021
Net unrealized appreciation (depreciation):
Non-Control / Non-Affiliate investments$(65,428)$4,304 $(94,016)$9,661 
Affiliate investments(13,435)7,087 (440)9,532 
Control investments17,050 1,368 31,696 (2,602)
Net unrealized appreciation (depreciation) on investments(61,813)12,759 (62,760)16,591 
Credit support agreements(13,361)2,300 (13,760)700 
Foreign currency transactions30,520 (650)35,332 3,392 
Net unrealized appreciation (depreciation)$(44,654)$14,409 $(41,188)$20,683 
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During the three months ended June 30, 2022, we recorded net unrealized depreciation totaling $44.7 million, consisting of net unrealized depreciation on our current portfolio of $62.7 million, unrealized depreciation of $5.7 million on the MVC credit support agreement with Barings, unrealized depreciation of $7.7 million on the Sierra credit support agreement with Barings, net of unrealized appreciation reclassification adjustments of $0.9 million related to the net realized gains on the sales / repayments of certain investments and net unrealized appreciation related to foreign currency transactions of $30.5 million. The net unrealized depreciation on our current portfolio of $62.7 million was driven primarily by credit or fundamental performance of investments of $5.8 million, the impact of foreign currency exchange rates on investments of $24.5 million and broad market moves for investments of $32.4 million.
During the six months ended June 30, 2022, we recorded net unrealized depreciation totaling $41.2 million, consisting of net unrealized depreciation on our current portfolio of $62.6 million, net unrealized depreciation of $6.1 million on the MVC credit support agreement with Barings, net unrealized depreciation of $7.7 million on the Sierra credit support agreement with Barings and unrealized depreciation reclassification adjustments of $0.1 million related to the net realized gains on the sales / repayments of certain investments, net of unrealized appreciation related to foreign currency transactions of $35.3 million. The net unrealized depreciation on our current portfolio of $62.6 million was driven primarily by the impact of foreign currency exchange rates on investments of $29.2 million and broad market moves for investments of $55.4 million, partially offset by credit or fundamental performance of investments of $22.0 million.
During the three months ended June 30, 2021, we recorded net unrealized appreciation totaling $14.4 million, consisting of net unrealized appreciation on our current portfolio of $12.1 million, unrealized appreciation of $2.3 million on the credit support agreement with Barings and unrealized appreciation reclassification adjustments of $0.7 million related to the net realized gains on the sales / repayments of certain investments, net of unrealized depreciation related to foreign currency transactions of $0.6 million. The net unrealized appreciation on the current portfolio of $12.1 million was driven primarily by broad market moves for investments of $7.8 million and the credit or fundamental performance of investments of $5.1 million, partially offset by the impact of foreign currency exchange rates on investments of $0.8 million.
During the six months ended June 30, 2021, we recorded net unrealized appreciation totaling $20.7 million, consisting of net unrealized appreciation on our current portfolio of $18.5 million, unrealized appreciation related to foreign currency transactions of $3.4 million and unrealized appreciation of $0.7 million on the credit support agreement with Barings, net of unrealized depreciation reclassification adjustments of $1.9 million related to the net realized gains on the sales / repayments of certain investments. The net unrealized appreciation on the current portfolio of $18.5 million was driven primarily by broad market moves for investments of $21.7 million and the credit or fundamental performance of investments of $2.0 million, partially offset by the impact of foreign currency exchange rates on investments of $5.2 million.
Liquidity and Capital Resources
We believe that our current cash and foreign currencies on hand, our available borrowing capacity under the February 2019 Credit Facility and our anticipated cash flows from operations will be adequate to meet our cash needs for our daily operations for at least the next twelve months. This “Liquidity and Capital Resources” section should be read in conjunction with “COVID-19 Developments” above, as well as with the notes to our Unaudited Consolidated Financial Statements.
Cash Flows
For the six months ended June 30, 2022, we experienced a net increase in cash in the amount of $113.5 million. During that period, our operating activities used $12.7 million in cash, consisting primarily of purchases of portfolio investments of $708.7 million, partially offset by net cash acquired from the acquisition of Sierra of $101.9 million and proceeds from sales or repayments of portfolio investments totaling $603.2 million. In addition, our financing activities provided net cash of $126.2 million, consisting of net borrowings under the February 2019 Credit Facility (as defined below under “Financing Transactions”) of $184.7 million, partially offset by dividends paid in the amount of $41.5 million and share repurchases of $15.1 million. As of June 30, 2022, we had $197.8 million of cash and foreign currencies on hand.
For the six months ended June 30, 2021, we experienced a net decrease in cash in the amount of $61.8 million. During that period, our operating activities used $139.0 million in cash, consisting primarily of purchases of portfolio investments of $538.0 million and purchases of short-term investments of $217.6 million, partially offset by proceeds from sales of portfolio investments totaling $322.4 million and sales of short-term investments of $272.5 million. In addition, our financing activities provided $77.2 million of cash, consisting of net proceeds of $149.8 million from the issuance of the February Notes (as defined below under “Financing Transactions”), partially offset by net repayments under the February 2019 Credit Facility of $47.1 million and dividends paid in the amount of $25.5 million. As of June 30, 2021, we had $30.7 million of cash and foreign currencies on hand.
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Financing Transactions
February 2019 Credit Facility
On February 21, 2019, we entered into a senior secured credit facility with ING Capital LLC (“ING”), as administrative agent, and the lenders party thereto (as amended, restated and otherwise modified from time to time, the “February 2019 Credit Facility”). The initial commitments under the February 2019 Credit Facility total $800.0 million. Effective on November 4, 2021, we increased aggregate commitments under the February 2019 Credit Facility to $875.0 million from $800.0 million pursuant to the accordion feature under the February 2019 Credit Facility, which allows for an increase in the total commitments to an aggregate of $1.2 billion subject to certain conditions and the satisfaction of specified financial covenants. Effective on February 25, 2022, we increased aggregate commitments under the February 2019 Credit Facility to $965.0 million from $875.0 million pursuant to the accordion feature under the February 2019 Credit Facility, and the allowance for an increase in the total commitments increased to $1.5 billion from $1.2 billion subject to certain conditions and the satisfaction of specified financial covenants. Effective on April 1, 2022, we increased aggregate commitments under the February 2019 Credit Facility to $1.1 billion from $965.0 million pursuant to the accordion feature under the February 2019 Credit Facility, which allows for an increase in the total commitments to an aggregate of $1.5 billion subject to certain conditions and the satisfaction of specified financial covenants. We can borrow foreign currencies directly under the February 2019 Credit Facility. The February 2019 Credit Facility, which is structured as a revolving credit facility, is secured primarily by a material portion of our assets and guaranteed by certain of our subsidiaries. Following the termination on June 30, 2020 of Barings BDC Senior Funding I, LLC’s (“BSF”) credit facility entered into in August 2018 with Bank of America, N.A. (the “August 2018 Credit Facility”), BSF became a subsidiary guarantor and its assets secure the February 2019 Credit Facility. The revolving period of the February 2019 Credit Facility ends on February 21, 2024, followed by a one-year repayment period with a maturity date of February 21, 2025.
Borrowings denominated in U.S. Dollars under the February 2019 Credit Facility bear interest, subject to our election, on a per annum basis equal to (i) the alternate base rate plus 1.25% (or 1.00% for so long as we maintain an investment grade credit rating) or (ii) the term Secured Overnight Financing Rate (“SOFR”) plus 2.25% (or 2.00% for so long as we maintain an investment grade credit rating) plus a credit spread adjustment of 0.10% for borrowings with an interest period of one month, 0.15% for borrowings with an interest period of three months or 0.25% for borrowings with an interest period of six months. The alternate base rate is equal to the greatest of (i) the prime rate, (ii) the federal funds rate plus 0.5%, (iii) the Overnight Bank Funding Rate plus 0.5%, (iv) one-month term SOFR plus 1.0% plus a credit spread adjustment of 0.10% and (v) 1.0%. For borrowings denominated in certain foreign currencies other than Australian dollars, the applicable currency rate for the foreign currency as defined in the credit agreement plus 2.00% (or 2.25% if we no longer maintain an investment grade credit rating) or for borrowings denominated in Australian dollars, the applicable Australian dollars Screen Rate, plus 2.20% (or 2.45% if we no longer maintain an investment grade credit rating).
In addition, we pay a commitment fee of (i) 0.5% per annum on undrawn amounts if the unused portion of the February 2019 Credit Facility is greater than two-thirds of total commitments or (ii) 0.375% per annum on undrawn amounts if the unused portion of the February 2019 Credit Facility is equal to or less than two-thirds of total commitments. In connection with entering into the February 2019 Credit Facility, we incurred financing fees of approximately $6.4 million, which will be amortized over the life of the February 2019 Credit Facility.
As of June 30, 2022, we were in compliance with all covenants under the February 2019 Credit Facility and had U.S. dollar borrowings of $537.5 million outstanding under the February 2019 Credit Facility with an interest rate of 3.198% (one month SOFR of 1.098%), borrowings denominated in Swedish kronas of 12.8kr million ($1.2 million U.S. dollars) with an interest rate of 2.250% (one month STIBOR of 0.250%), borrowings denominated in British pounds sterling of £77.6 million ($94.2 million U.S. dollars) with an interest rate of 2.972% (one month SONIA of 0.972%), borrowings denominated in Australian dollars of A$53.1 million ($36.5 million U.S. dollars) with an interest rate of 2.780% (one month AUD Screen Rate of 0.780%) and borrowings denominated in Euros of €138.6 million ($144.9 million U.S. dollars) with an interest rate of 2.000% (one month EURIBOR of 0.000%). The borrowings denominated in foreign currencies were translated into U.S. dollars based on the spot rate at the relevant balance sheet date. The impact resulting from changes in foreign exchange rates on the February 2019 Credit Facility borrowings is included in "Net unrealized appreciation (depreciation) - foreign currency transactions" in our Unaudited Consolidated Statements of Operations.
The fair values of the borrowings outstanding under the February 2019 Credit Facility are based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model. As of June 30, 2022, the total fair value of the borrowings outstanding under the February 2019 Credit Facility was $814.4 million. See Note 5 to our Unaudited Consolidated Financial Statements for additional information regarding the February 2019 Credit Facility.
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August 2025 Notes
On August 3, 2020, we entered into a Note Purchase Agreement (the “August 2020 NPA”) with Massachusetts Mutual Life Insurance Company governing the issuance of (1) $50.0 million in aggregate principal amount of Series A senior unsecured notes due August 2025 (the “Series A Notes due 2025”) with a fixed interest rate of 4.66% per year, and (2) up to $50.0 million in aggregate principal amount of additional senior unsecured notes due August 2025 with a fixed interest rate per year to be determined (the “Additional Notes” and, collectively with the Series A Notes due 2025, the “August 2025 Notes”), in each case, to qualified institutional investors in a private placement. An aggregate principal amount of $25.0 million of the Series A Notes due 2025 was issued on September 24, 2020 and an aggregate principal amount of $25.0 million of the Series A Notes due 2025 was issued on September 29, 2020, both of which will mature on August 4, 2025 unless redeemed, purchased or prepaid prior to such date by us in accordance with their terms. Interest on the August 2025 Notes is due semiannually in March and September, beginning in March 2021. In addition, we are obligated to offer to repay the August 2025 Notes at par (plus accrued and unpaid interest to, but not including, the date of prepayment) if certain change in control events occur. Subject to the terms of the August 2020 NPA, we may redeem the August 2025 Notes in whole or in part at any time or from time to time at our option at par plus accrued interest to the prepayment date and, if redeemed on or before November 3, 2024, a make-whole premium. The August 2025 Notes are guaranteed by certain of our subsidiaries, and are our general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by us.
On November 4, 2020, we amended the August 2020 NPA to reduce the aggregate principal amount of unissued Additional Notes from $50.0 million to $25.0 million.
The August 2020 NPA contains certain representations and warranties, and various covenants and reporting requirements customary for senior unsecured notes issued in a private placement, including, without limitation, affirmative and negative covenants such as information reporting, maintenance of our status as a BDC within the meaning of the 1940 Act, certain restrictions with respect to transactions with affiliates, fundamental changes, changes of line of business, permitted liens, investments and restricted payments, minimum shareholders’ equity, maximum net debt to equity ratio and minimum asset coverage ratio. The August 2020 NPA also contains customary events of default with customary cure and notice periods, including, without limitation, nonpayment, incorrect representation in any material respect, breach of covenant, cross-default under our other indebtedness or that of our subsidiary guarantors, certain judgements and orders, and certain events of bankruptcy. Upon the occurrence of an event of default, the holders of at least 66-2/3% in principal amount of the August 2025 Notes at the time outstanding may declare all August 2025 Notes then outstanding to be immediately due and payable. As of June 30, 2022, we were in compliance with all covenants under the August 2020 NPA.
The August 2025 Notes were offered in reliance on Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”). The August 2025 Notes have not and will not be registered under the Securities Act or any state securities laws and, unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act, as applicable.
As of June 30, 2022, the fair value of the outstanding August 2025 Notes was $47.5 million. The fair value determination of the August 2025 Notes was based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
November Notes
On November 4, 2020, we entered into a Note Purchase Agreement (the “November 2020 NPA”) governing the issuance of (1) $62.5 million in aggregate principal amount of Series B senior unsecured notes due November 2025 (the “Series B Notes”) with a fixed interest rate of 4.25% per year and (2) $112.5 million in aggregate principal amount of Series C senior unsecured notes due November 2027 (the “Series C Notes,” and, collectively with the Series B Notes, the “November Notes”) with a fixed interest rate of 4.75% per year, in each case, to qualified institutional investors in a private placement. Each stated interest rate is subject to a step up of (x) 0.75% per year, to the extent the applicable November Notes do not satisfy certain investment grade conditions and/or (y) 1.50% per year, to the extent the ratio of our secured debt to total assets exceeds specified thresholds, measured as of each fiscal quarter end. The November Notes were delivered and paid for on November 5, 2020.
The Series B Notes will mature on November 4, 2025, and the Series C Notes will mature on November 4, 2027 unless redeemed, purchased or prepaid prior to such date by us in accordance with their terms. Interest on the November Notes is due semiannually in May and November, beginning in May 2021. In addition, we are obligated to offer to repay the November Notes at par (plus accrued and unpaid interest to, but not including, the date of prepayment) if certain change in control events occur. Subject to the terms of the November 2020 NPA, we may redeem the Series B Notes and the Series C Notes in whole or in part at any time or from time to time at our option at par plus accrued interest to the prepayment date and, if redeemed on or
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before May 4, 2025, with respect to the Series B Notes, or on or before May 4, 2027, with respect to the Series C Notes, a make-whole premium. The November Notes are guaranteed by certain of our subsidiaries, and are our general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by us.
The November 2020 NPA contains certain representations and warranties, and various covenants and reporting requirements customary for senior unsecured notes issued in a private placement, including, without limitation, affirmative and negative covenants such as information reporting, maintenance of our status as a BDC within the meaning of the 1940 Act, certain restrictions with respect to transactions with affiliates, fundamental changes, changes of line of business, permitted liens, investments and restricted payments, minimum shareholders’ equity, maximum net debt to equity ratio and minimum asset coverage ratio. The November 2020 NPA also contains customary events of default with customary cure and notice periods, including, without limitation, nonpayment, incorrect representation in any material respect, breach of covenant, cross-default under our other indebtedness or that of our subsidiary guarantors, certain judgements and orders, and certain events of bankruptcy. Upon the occurrence of an event of default, the holders of at least 66-2/3% in principal amount of the November Notes at the time outstanding may declare all November Notes then outstanding to be immediately due and payable. As of June 30, 2022, we were in compliance with all covenants under the November 2020 NPA.
The November Notes were offered in reliance on Section 4(a)(2) of the Securities Act. The November Notes have not and will not be registered under the Securities Act or any state securities laws and, unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act, as applicable.
As of June 30, 2022, the fair value of the outstanding Series B Notes and the Series C Notes was $58.4 million and $101.7 million, respectively. The fair value determinations of the Series B Notes and Series C Notes were based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
February Notes
On February 25, 2021, we entered into a Note Purchase Agreement (the “February 2021 NPA”) governing the issuance of (1) $80.0 million in aggregate principal amount of Series D senior unsecured notes due February 26, 2026 (the “Series D Notes”) with a fixed interest rate of 3.41% per year and (2) $70.0 million in aggregate principal amount of Series E senior unsecured notes due February 26, 2028 (the “Series E Notes” and, collectively with the Series D Notes, the “February Notes”) with a fixed interest rate of 4.06% per year, in each case, to qualified institutional investors in a private placement. Each stated interest rate is subject to a step up of (x) 0.75% per year, to the extent the applicable February Notes do not satisfy certain investment grade rating conditions and/or (y) 1.50% per year, to the extent the ratio of our secured debt to total assets exceeds specified thresholds, measured as of each fiscal quarter end. The February Notes were delivered and paid for on February 26, 2021.
The Series D Notes will mature on February 26, 2026, and the Series E Notes will mature on February 26, 2028 unless redeemed, purchased or prepaid prior to such date by us in accordance with the terms of the February 2021 NPA. Interest on the February Notes is due semiannually in February and August of each year, beginning in August 2021. In addition, we are obligated to offer to repay the February Notes at par (plus accrued and unpaid interest to, but not including, the date of prepayment) if certain change in control events occur. Subject to the terms of the February 2021 NPA, we may redeem the Series D Notes and the Series E Notes in whole or in part at any time or from time to time at our option at par plus accrued interest to the prepayment date and, if redeemed on or before August 26, 2025, with respect to the Series D Notes, or on or before August 26, 2027, with respect to the Series E Notes, a make-whole premium. The February Notes are guaranteed by certain of our subsidiaries, and are our general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by us.
The February 2021 NPA contains certain representations and warranties, and various covenants and reporting requirements customary for senior unsecured notes issued in a private placement, including, without limitation, information reporting, maintenance of our status as a BDC within the meaning of the 1940 Act, and certain restrictions with respect to transactions with affiliates, fundamental changes, changes of line of business, permitted liens, investments and restricted payments. In addition, the February 2021 NPA contains the following financial covenants: (a) maintaining a minimum obligors’ net worth, measured as of each fiscal quarter end; (b) not permitting our asset coverage ratio, as of the date of the incurrence of any debt for borrowed money or the making of any cash dividend to shareholders, to be less than the statutory minimum then applicable to us under the 1940 Act; and (c) not permitting our net debt to equity ratio to exceed 2.0x, measured as of each fiscal quarter end.
The February 2021 NPA also contains customary events of default with customary cure and notice periods, including, without limitation, nonpayment, incorrect representation in any material respect, breach of covenant, cross-default under other
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indebtedness or that of our subsidiary guarantors, certain judgements and orders, and certain events of bankruptcy. Upon the occurrence of certain events of default, the holders of at least 66-2/3% in principal amount of the February Notes at the time outstanding may declare all February Notes then outstanding to be immediately due and payable. As of June 30, 2022, we were in compliance with all covenants under the February 2021 NPA.
The February Notes were offered in reliance on Section 4(a)(2) of the Securities Act. The February Notes have not and will not be registered under the Securities Act or any state securities laws and, unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act, as applicable.
As of June 30, 2022, the fair value of the outstanding Series D Notes and the Series E Notes was $71.6 million and $60.2 million, respectively. The fair value determinations of the Series D Notes and Series E Notes were based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
November 2026 Notes
On November 23, 2021, we entered into an Indenture (the “Base Indenture”) and a Supplemental Indenture (the “First Supplemental Indenture” and, together with the Base Indenture, the “Indenture”) with U.S. Bank National Association (the “Trustee”). The First Supplemental Indenture relates to our issuance of $350.0 million aggregate principal amount of its 3.300% notes due 2026 (the “November 2026 Notes”).
The November 2026 Notes will mature on November 23, 2026 and may be redeemed in whole or in part at our option at any time or from time to time at the redemption prices set forth in the Indenture. The November 2026 Notes bear interest at a rate of 3.300% per year payable semi-annually on May 23 and November 23 of each year, commencing on May 23, 2022. The November 2026 Notes are our general unsecured obligations that rank senior in right of payment to all of our existing and future indebtedness that is expressly subordinated in right of payment to the November 2026 Notes, rank pari passu with all existing and future unsecured unsubordinated indebtedness issued by us, rank effectively junior to any of our secured indebtedness (including unsecured indebtedness that we later secure) to the extent of the value of the assets securing such indebtedness, and rank structurally junior to all existing and future indebtedness (including trade payables) incurred by our subsidiaries, financing vehicles or similar facilities.
The Indenture contains certain covenants, including covenants requiring us to comply with the asset coverage requirements of Section 18(a)(1)(A) as modified by Section 61(a)(1) and (2) of the 1940 Act, whether or not it is subject to those requirements, and to provide financial information to the holders of the November 2026 Notes and the Trustee if we are no longer subject to the reporting requirements under the Exchange Act. These covenants are subject to important limitations and exceptions that are described in the Indenture.
In addition, on the occurrence of a “change of control repurchase event,” as defined in the Indenture, we will generally be required to make an offer to purchase the outstanding November 2026 Notes at a price equal to 100% of the principal amount of such November 2026 Notes plus accrued and unpaid interest to the repurchase date.
The November 2026 Notes were offered to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act and to certain non-U.S. persons outside the United States pursuant to Regulation S under the Securities Act. The November 2026 Notes have not been registered under the Securities Act or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from such registration requirements.
As of June 30, 2022, the fair value of the outstanding November 2026 Notes was $298.9 million. The fair value determinations of the November 2026 Notes were based on a market yield approach and current interest rates, which are Level 3 inputs to the market yield model.
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Share Repurchases
In connection with the closing of the MVC Acquisition on December 23, 2020, we committed to make open-market purchases of shares of our common stock in an aggregate amount of up to $15.0 million at then-current market prices at any time shares trade below 90% of our then most recently disclosed NAV per share. Any repurchases pursuant to the authorized program will occur during the 12-month period that commenced upon the filing of our quarterly report on Form 10-Q for the quarter ended March 31, 2021, which occurred on May 6, 2021, and will be made in accordance with applicable legal, contractual and regulatory requirements. The MVC repurchase program terminated on May 6, 2022. During the six months ended June 30, 2022, we repurchased a total of 207,677 shares of common stock in the open market under the authorized program at an average price of $10.14 per share, including broker commissions.
In connection with the completion of the acquisition of Sierra, we committed to make open-market purchases of shares of our common stock in an aggregate amount of up to $30.0 million at then-current market prices at any time shares trade below 90% of our then most recently disclosed NAV per share. Any repurchases pursuant to the authorized program will occur during the 12-month period commencing on April 1, 2022 and are expected to be made in accordance with a Rule 10b5-1 purchase plan that qualifies for the safe harbors provided by Rules 10b5-1 and 10b-18 under the Exchange Act, as well as subject to compliance with our covenant and regulatory requirements. During the six months ended June 30, 2022, we repurchased a total of 1,309,442 shares of common stock in the open market under the authorized program at an average price of $9.93 per share, including broker commissions.
Distributions to Stockholders
We intend to pay quarterly distributions to our stockholders out of assets legally available for distribution. We have adopted a dividend reinvestment plan (“DRIP”) that provides for reinvestment of dividends on behalf of our stockholders, unless a stockholder elects to receive cash. As a result, when we declare a dividend, stockholders who have not opted out of the DRIP will have their dividends automatically reinvested in shares of our common stock, rather than receiving cash dividends.
We have elected to be treated as a RIC under the Code, and intend to make the required distributions to our stockholders as specified therein. In order to maintain our tax treatment as a RIC and to obtain RIC tax benefits, we must meet certain minimum distribution, source-of-income and asset diversification requirements. If such requirements are met, then we are generally required to pay income taxes only on the portion of our taxable income and gains we do not distribute (actually or constructively) and certain built-in gains. We have historically met our minimum distribution requirements and continually monitor our distribution requirements with the goal of ensuring compliance with the Code. We can offer no assurance that we will achieve results that will permit the payment of any level of cash distributions and our ability to make distributions will be limited by the asset coverage requirement and related provisions under the 1940 Act and contained in any applicable indenture or financing agreement and related supplements. In addition, in order to satisfy the annual distribution requirement applicable to RICs, we may declare a significant portion of our dividends in shares of our common stock instead of in cash. As long as a portion of such dividend is paid in cash (which portion may be as low as 20% of such dividend (and 10% of the dividend declared through June 30, 2022) under published guidance from the Internal Revenue Service) and certain requirements are met, the entire distribution will be treated as a dividend for U.S. federal income tax purposes. As a result, a stockholder generally would be subject to tax on 100% of the fair market value of the dividend on the date the dividend is received by the stockholder in the same manner as a cash dividend, even though most of the dividend was paid in shares of our common stock.
The minimum distribution requirements applicable to RICs require us to distribute to our stockholders each year at least 90% of our investment company taxable income, or ICTI, as defined by the Code. Depending on the level of ICTI and net capital gain, if any, earned in a tax year, we may choose to carry forward ICTI in excess of current year distributions into the next tax year and pay a 4% U.S. federal excise tax on such excess. Any such carryover ICTI must be distributed before the end of the next tax year through a dividend declared prior to filing the final tax return related to the year which generated such ICTI.
ICTI generally differs from net investment income for financial reporting purposes due to temporary and permanent differences in the recognition of income and expenses. We may be required to recognize ICTI in certain circumstances in which we do not receive cash. For example, if we hold debt obligations that are treated under applicable tax rules as having original issue discount (such as debt instruments issued with warrants), we must include in ICTI each year a portion of the original issue discount that accrues over the life of the obligation, regardless of whether cash representing such income is received by us in the same taxable year. We may also have to include in ICTI other amounts that we have not yet received in cash, such as (i) PIK interest income and (ii) interest income from investments that have been classified as non-accrual for financial reporting purposes. Interest income on non-accrual investments is not recognized for financial reporting purposes, but generally is recognized in ICTI. Because any original issue discount or other amounts accrued will be included in our ICTI for the year of accrual, we may be required to make a distribution to our stockholders in order to satisfy the minimum distribution requirements, even though we will not have received and may not ever receive any corresponding cash amount. ICTI also
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excludes net unrealized appreciation or depreciation, as investment gains or losses are not included in taxable income until they are realized.
Recent Developments
Subsequent to June 30, 2022, we made approximately $215.4 million of new commitments, of which $171.5 million closed and funded. The $171.5 million of investments consists of $159.9 million of first lien senior secured debt investments, $10.6 million of second lien senior secured and subordinated debt investments and $1.0 million of equity investments. The weighted average yield of the debt investments was 8.2%. In addition, we funded $11.6 million of previously committed delayed draw term loans.
On August 9, 2022, the Board declared a quarterly distribution of $0.24 per share payable on September 14, 2022 to holders of record as of September 7, 2022.
Critical Accounting Policies and Use of Estimates
The preparation of our unaudited financial statements in accordance with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses for the periods covered by such financial statements. We have identified investment valuation and revenue recognition as our most critical accounting estimates. On an ongoing basis, we evaluate our estimates, including those related to the matters described below. These estimates are based on the information that is currently available to us and on various other assumptions that we believe to be reasonable under the circumstances. Actual results could differ materially from those estimates under different assumptions or conditions. A discussion of our critical accounting policies follows.
Investment Valuation
The most significant estimate inherent in the preparation of our financial statements is the valuation of investments and the related amounts of unrealized appreciation and depreciation of investments recorded. We have a valuation policy, as well as established and documented processes and methodologies for determining the fair values of portfolio company investments on a recurring (at least quarterly) basis in accordance with the 1940 Act and FASB ASC Topic 820, Fair Value Measurements and Disclosures, or ASC Topic 820. Our current valuation policy and processes were established by Barings and have been approved by the Board.
As of June 30, 2022, our investment portfolio, valued at fair value in accordance with the Board-approved valuation policies, represented approximately 191% of our total net assets, as compared to approximately 243% of our total net assets as of December 31, 2021.
Under ASC Topic 820, fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between a willing buyer and a willing seller at the measurement date. For our portfolio securities, fair value is generally the amount that we might reasonably expect to receive upon the current sale of the security. The fair value measurement assumes that the sale occurs in the principal market for the security, or in the absence of a principal market, in the most advantageous market for the security. If no market for the security exists or if we do not have access to the principal market, the security should be valued based on the sale occurring in a hypothetical market.
Under ASC Topic 820, there are three levels of valuation inputs, as follows:
Level 1 Inputs – include quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2 Inputs – include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.
Level 3 Inputs – include inputs that are unobservable and significant to the fair value measurement.
A financial instrument is categorized within the ASC Topic 820 valuation hierarchy based upon the lowest level of input to the valuation process that is significant to the fair value measurement. For example, a Level 3 fair value measurement may include inputs that are observable (Levels 1 and 2) and unobservable (Level 3). Therefore, unrealized appreciation and depreciation related to such investments categorized as Level 3 investments within the tables in the notes to our consolidated financial statements may include changes in fair value that are attributable to both observable inputs (Levels 1 and 2) and unobservable inputs (Level 3).
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Our investment portfolio includes certain debt and equity instruments of privately held companies for which quoted prices or other observable inputs falling within the categories of Level 1 and Level 2 are generally not available. In such cases, we determine the fair value of our investments in good faith primarily using Level 3 inputs. In certain cases, quoted prices or other observable inputs exist, and if so, we assess the appropriateness of the use of these third-party quotes in determining fair value based on (i) our understanding of the level of actual transactions used by the broker to develop the quote and whether the quote was an indicative price or binding offer and (ii) the depth and consistency of broker quotes and the correlation of changes in broker quotes with underlying performance of the portfolio company.
There is no single standard for determining fair value in good faith, as fair value depends upon the specific circumstances of each individual investment. The recorded fair values of our Level 3 investments may differ significantly from fair values that would have been used had an active market for the securities existed. In addition, changes in the market environment and other events that may occur over the life of the investments may cause the gains or losses ultimately realized on these investments to be different than the valuations currently assigned.
Investment Valuation Process
Barings has established a pricing committee that is, subject to the oversight of the Board, responsible for the approval, implementation and oversight of the processes and methodologies that relate to the pricing and valuation of assets we hold. Barings uses independent third-party providers to price the portfolio, but in the event an acceptable price cannot be obtained from an approved external source, Barings will utilize alternative methods in accordance with internal pricing procedures established by Barings' pricing committee.
At least annually, Barings conducts reviews of the primary pricing vendors to validate that the inputs used in the vendors’ pricing process are deemed to be market observable. While Barings is not provided access to proprietary models of the vendors, the reviews have included on-site walkthroughs of the pricing process, methodologies and control procedures for each asset class and level for which prices are provided. The review also includes an examination of the underlying inputs and assumptions for a sample of individual securities across asset classes, credit rating levels and various durations, a process Barings continues to perform annually. In addition, the pricing vendors have an established challenge process in place for all security valuations, which facilitates identification and resolution of prices that fall outside expected ranges. Barings believes that the prices received from the pricing vendors are representative of prices that would be received to sell the assets at the measurement date (i.e., exit prices).
Our money market fund investments are generally valued using Level 1 inputs and our equity investments listed on an exchange or on the NASDAQ National Market System are valued using Level 1 inputs, using the last quoted sale price of that day. Our syndicated senior secured loans and structured product investments are generally valued using Level 2 inputs, which are generally valued at the bid quotation obtained from dealers in loans by an independent pricing service. Our middle-market, private debt and equity investments are generally valued using Level 3 inputs.
Independent Valuation
The fair value of loans and equity investments that are not syndicated or for which market quotations are not readily available, including middle-market loans, are generally submitted to independent providers to perform an independent valuation on those loans and equity investments as of the end of each quarter. Such loans and equity investments are initially held at cost, as that is a reasonable approximation of fair value on the acquisition date, and monitored for material changes that could affect the valuation (for example, changes in interest rates or the credit quality of the borrower). At the quarter end following the initial acquisition, such loans and equity investments are generally sent to a valuation provider which will determine the fair value of each investment. The independent valuation providers apply various methods (synthetic rating analysis, discounting cash flows, and re-underwriting analysis) to establish the rate of return a market participant would require (the “discount rate”) as of the valuation date, given market conditions, prevailing lending standards and the perceived credit quality of the issuer. Future expected cash flows for each investment are discounted back to present value using these discount rates in the discounted cash flow analysis. A range of values will be provided by the valuation provider and Barings will determine the point within that range that it will use in making valuation recommendations to the Board, and will report to the Board on its rationale for each such determination. Barings uses its internal valuation model as a comparison point to validate the price range provided by the valuation provider and, where applicable, in determining the point within that range that it will use in making valuation recommendations to the Board. If Barings’ pricing committee disagrees with the price range provided, it may make a fair value recommendation to the Board that is outside of the range provided by the independent valuation provider, and will notify the Board of any such override and the reasons therefore. In certain instances, we may determine that it is not cost-effective, and as a result is not in the stockholders' best interests, to request an independent valuation firm to perform an independent valuation on certain investments. Such instances include, but are not limited to, situations where the fair value of the investment in the portfolio company is determined to be insignificant relative to the total investment portfolio. Pursuant to
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these procedures, the Board determines in good faith whether our investments were valued at fair value in accordance with our valuation policies and procedures and the 1940 Act based on, among other things, the input of Barings, our Audit Committee and the independent valuation firm.
The SEC has adopted new Rule 2a-5 under the 1940 Act. This rule establishes requirements for determining fair value in good faith for purposes of the 1940 Act. We will comply with the new rule’s valuation requirements on or before the SEC’s September 8, 2022 compliance date.
Valuation Techniques
Our valuation techniques are based upon both observable and unobservable pricing inputs. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect our market assumptions. Our assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the financial instrument. An independent pricing service provider is the preferred source of pricing a loan, however, to the extent the independent pricing service provider price is unavailable or not relevant and reliable, we will utilize alternative approaches such as broker quotes or manual prices. We attempt to maximize the use of observable inputs and minimize the use of unobservable inputs. The availability of observable inputs can vary from investment to investment and is affected by a wide variety of factors, including the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets and other characteristics particular to the security.
Valuation of Investments in Jocassee, Thompson Rivers, Waccamaw River, Sierra JV and MVC Private Equity Fund LP
As Jocassee, Thompson Rivers, Waccamaw River, Sierra JV and MVC Private Equity Fund LP are investment companies with no readily determinable fair values, we estimate the fair value of our investments in these entities using net asset value of each company and our ownership percentage as a practical expedient. The net asset value is determined in accordance with the specialized accounting guidance for investment companies.
Revenue Recognition
Interest and Dividend Income
Interest income, including amortization of premium and accretion of discount, is recorded on the accrual basis to the extent that such amounts are expected to be collected. Generally, when interest and/or principal payments on a loan become past due, or if we otherwise do not expect the borrower to be able to service its debt and other obligations, we will place the loan on non-accrual status and will generally cease recognizing interest income on that loan for financial reporting purposes until all principal and interest have been brought current through payment or due to a restructuring such that the interest income is deemed to be collectible. The cessation of recognition of such interest will negatively impact the reported fair value of the investment. We write off any previously accrued and uncollected interest when it is determined that interest is no longer considered collectible. Dividend income is recorded on the ex-dividend date.
We may have to include interest income in our ICTI, including original issue discount income, from investments that have been classified as non-accrual for financial reporting purposes. Interest income on non-accrual investments is not recognized for financial reporting purposes, but generally is recognized in ICTI. As a result, we may be required to make a distribution to our stockholders in order to satisfy the minimum distribution requirements to maintain our RIC tax treatment, even though we will not have received and may not ever receive any corresponding cash amount. Additionally, any loss recognized by us for U.S. federal income tax purposes on previously accrued interest income will be treated as a capital loss.
Fee Income
Origination, facility, commitment, consent and other advance fees received in connection with the origination of a loan, or Loan Origination Fees, are recorded as deferred income and recognized as investment income over the term of the loan. Upon prepayment of a loan, any unamortized Loan Origination Fees are recorded as investment income. In the general course of our business, we receive certain fees from portfolio companies, which are non-recurring in nature. Such fees include loan prepayment penalties, advisory, loan amendment and other fees, and are recorded as investment income when earned.
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Fee income for the three and six months ended June 30, 2022 and 2021 was as follows:
Three Months
Ended
Three Months
Ended
Six Months Ended
Six Months Ended
($ in thousands)June 30, 2022June 30, 2021June 30, 2022June 30, 2021
Recurring Fee Income:
Amortization of loan origination fees$1,489 $1,164 $2,816 $2,242 
Management, valuation and other fees633 547 47 1,129 
Total Recurring Fee Income2,122 1,711 2,863 3,371 
Non-Recurring Fee Income:
Prepayment fees133 — 133 49 
Acceleration of unamortized loan origination fees2,301 868 2,497 1,271 
Advisory, loan amendment and other fees516 (11)775 10 
Total Non-Recurring Fee Income2,950 857 3,405 1,330 
Total Fee Income$5,072 $2,568 $6,268 $4,701 
Payment-in-Kind (PIK) Interest Income
We currently hold, and expect to hold in the future, some loans in our portfolio that contain PIK interest provisions. PIK interest, computed at the contractual rate specified in each loan agreement, is periodically added to the principal balance of the loan, rather than being paid to us in cash, and is recorded as interest income. Thus, the actual collection of PIK interest may be deferred until the time of debt principal repayment.
PIK interest, which is a non-cash source of income at the time of recognition, is included in our taxable income and therefore affects the amount we are required to distribute to our stockholders to maintain our tax treatment as a RIC for U.S. federal income tax purposes, even though we have not yet collected the cash. Generally, when current cash interest and/or principal payments on a loan become past due, or if we otherwise do not expect the borrower to be able to service its debt and other obligations, we will place the loan on non-accrual status and will generally cease recognizing PIK interest income on that loan for financial reporting purposes until all principal and interest have been brought current through payment or due to a restructuring such that the interest income is deemed to be collectible. We write off any previously accrued and uncollected PIK interest when it is determined that the PIK interest is no longer collectible.
We may have to include in our ICTI, PIK interest income from investments that have been classified as non-accrual for financial reporting purposes. Interest income on non-accrual investments is not recognized for financial reporting purposes, but generally is recognized in ICTI. As a result, we may be required to make a distribution to our stockholders in order to satisfy the minimum distribution requirements, even though we will not have received and may not ever receive any corresponding cash amount.
Unused Commitments
In the normal course of business, we are party to financial instruments with off-balance sheet risk, consisting primarily of unused commitments to extend financing to our portfolio companies. Since commitments may expire without being drawn upon, the total commitment amount does not necessarily represent future cash requirements. As of June 30, 2022 and December 31, 2021, we believed that we had adequate financial resources to satisfy our unfunded commitments. The balances of unused commitments to extend financing as of June 30, 2022 and December 31, 2021 were as follows:
Portfolio Company
($ in thousands)
Investment TypeJune 30, 2022December 31, 2021
1888 Industrial Services, LLC(1)(2)Revolver$189 $— 
Acclime Holdings HK Limited(1)Delayed Draw Term Loan— 1,179 
Acclime Holdings HK Limited(1)Delayed Draw Term Loan— 110 
Accurus Aerospace Corporation(1)(2)Revolver2,305 — 
Air Comm Corporation, LLC(1)Delayed Draw Term Loan11 11 
Air Comm Corporation, LLC(1)Delayed Draw Term Loan1,448 1,448 
Amtech Software(1)Delayed Draw Term Loan1,527 2,727 
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Portfolio Company
($ in thousands)
Investment TypeJune 30, 2022December 31, 2021
Amtech Software(1)Revolver682 682 
AnalytiChem Holding GmbH(1)(2)(3)Incremental Term Loan917 6,207 
AnalytiChem Holding GmbH(1)(2)(3)Bridge Revolver359 — 
Aquavista Watersides 2 LTD(1)(2)(4)Bridge Revolver451 503 
Aquavista Watersides 2 LTD(1)(2)(4)Acquisition Facility2,821 3,147 
Astra Bidco Limited(1)(2)(4)Delayed Draw Term Loan885 2,571 
Avance Clinical Bidco Pty Ltd(1)(2)(5)Delayed Draw Term Loan1,314 3,497 
Azalea Buyer, Inc.(1)(2)Delayed Draw Term Loan961 962 
Azalea Buyer, Inc.(1)(2)Revolver423 481 
Bariacum S.A(1)(2)(3)Acquisition Facility1,986 2,161 
Beyond Risk Management, Inc.(1)(2)Delayed Draw Term Loan2,423 2,573 
BigHand UK Bidco Limited(1)(2)(4)Acquisition Facility— 378 
Black Angus Steakhouses, LLC(1)Delayed Draw Term Loan417 — 
Bounteous, Inc.(1)Delayed Draw Term Loan2,840 2,840 
Brightpay Limited(1)(2)(3)Delayed Draw Term Loan197 432 
Brightpay Limited(1)(2)(3)Delayed Draw Term Loan132 144 
BrightSign LLC(1)(2)Revolver1,329 1,329 
British Engineering Services Holdco Limited(1)(2)(4)Bridge Revolver— 613 
CAi Software, LLC(1)(2)Revolver943 943 
Canadian Orthodontic Partners Corp.(1)(2)(6)Delayed Draw Term Loan116 167 
Centralis Finco S.a.r.l.(1)(2)(3)Acquisition Facility424 461 
Ceres Pharma NV(1)(2)(3)Delayed Draw Term Loan1,976 2,149 
CGI Parent, LLC(1)Revolver1,653 — 
Classic Collision (Summit Buyer, LLC)(1)Delayed Draw Term Loan267 393 
Coastal Marina Holdings, LLC(1)(2)PIK Tranche B Term Loan1,311 1,311 
Coastal Marina Holdings, LLC(1)(2)Tranche A Term Loan3,576 3,576 
Command Alkon (Project Potter Buyer, LLC)(1)Delayed Draw Term Loan— 6,018 
Comply365, LLC(1)(2)Revolver1,100 — 
Coyo Uprising GmbH(1)(2)(3)Delayed Draw Term Loan821 894 
Crash Champions, LLC(1)(2)Delayed Draw Term Loan378 5,420 
CSL Dualcom(1)(2)(4)Acquisition Term Loan895 998 
Dart Buyer, Inc.(1)Delayed Draw Term Loan— 2,431 
DecksDirect, LLC(1)(2)Revolver153 218 
DreamStart Bidco SAS(1)(2)(3)Acquisition Facility567 617 
Dune Group(1)(3)Delayed Draw Term Loan611 665 
Dwyer Instruments, Inc.(1)(2)Delayed Draw Term Loan692 692 
Eclipse Business Capital, LLC(1)Revolver6,545 11,818 
EMI Porta Holdco LLC(1)Delayed Draw Term Loan10,441 12,458 
EMI Porta Holdco LLC(1)Revolver2,005 2,966 
EPS NASS Parent, Inc.(1)Delayed Draw Term Loan257 583 
eShipping, LLC(1)Delayed Draw Term Loan1,650 2,548 
eShipping, LLC(1)Revolver1,486 1,232 
Events Software BidCo Pty Ltd(1)(2)(5)Delayed Draw Term Loan440 — 
F24 (Stairway BidCo GmbH)(1)(2)(3)Delayed Draw Term Loan274 405 
Fineline Technologies, Inc.(1)Delayed Draw Term Loan180 180 
Finexvet(1)(2)(3)Acquisition Facility230 — 
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Portfolio Company
($ in thousands)
Investment TypeJune 30, 2022December 31, 2021
Footco 40 Limited(1)(2)(4)Delayed Draw Term Loan773 — 
FragilePak LLC(1)Delayed Draw Term Loan2,354 2,354 
GPZN II GmbH(1)(2)(3)CAF Term Loan549 — 
Heartland Veterinary Partners, LLC(1)Delayed Draw Term Loan267 657 
Heavy Construction Systems Specialists, LLC(1)Revolver2,632 2,632 
HW Holdco, LLC (Hanley Wood LLC)(1)(2)Delayed Draw Term Loan913 1,563 
IGL Holdings III Corp.(1)Delayed Draw Term Loan— 1,217 
Innovad Group II BV(1)(2)(3)Delayed Draw Term Loan1,236 1,825 
INOS 19-090 GmbH(1)(2)(3)Acquisition Facility2,331 2,535 
ITI Intermodal, Inc.(1)Delayed Draw Term Loan103 103 
ITI Intermodal, Inc.(1)Revolver124 124 
Jaguar Merger Sub Inc.(1)(2)Delayed Draw Term Loan711 1,961 
Jaguar Merger Sub Inc.(1)(2)Revolver490 490 
Jocassee Partners LLCJoint Venture65,000 20,000 
Jon Bidco Limited(1)(2)(7)Capex & Acquisition Facility1,416 — 
Jones Fish Hatcheries & Distributors LLC(1)Revolver418 — 
Kano Laboratories LLC(1)(2)Delayed Draw Term Loan2,830 153 
Kano Laboratories LLC(1)(2)Delayed Draw Term Loan153 4,544 
Kemmerer Operations LLC(1)Delayed Draw Term Loan908 — 
LAF International(1)(2)(3)Acquisition Facility167 341 
Lambir Bidco Limited(1)(2)(3)Bridge Revolver— 941 
Lambir Bidco Limited(1)(2)(3)Delayed Draw Term Loan1,730 1,881 
Lattice Group Holdings Bidco Limited(1)(2)Delayed Draw Term Loan354 — 
LeadsOnline, LLC(1)Revolver2,256 — 
Lifestyle Intermediate II, LLC(1)(2)Revolver2,333 — 
LivTech Purchaser, Inc.(1)Delayed Draw Term Loan34 82 
Marmoutier Holding B.V.(1)(2)(3)Delayed Draw Term Loan372 405 
Marmoutier Holding B.V.(1)(2)(3)Revolver149 162 
Marshall Excelsior Co.(1)(2)Revolver689 — 
MC Group Ventures Corporation(1)Delayed Draw Term Loan817 817 
Modern Star Holdings Bidco Pty Limited(1)(2)(5)Capex Term Loan982 1,038 
Murphy Midco Limited(1)(2)(4)Delayed Draw Term Loan598 2,617 
Narda Acquisitionco., Inc.(1)(2)Revolver1,311 1,311 
Navia Benefit Solutions, Inc.(1)(2)Delayed Draw Term Loan1,261 1,261 
Nexus Underwriting Management Limited(1)(2)(4)Revolver— 103 
Nexus Underwriting Management Limited(1)(2)(4)Acquisition Facility447 541 
Novotech Aus Bidco Pty Ltd(1)(2)Capex & Acquisition Facility809 — 
OA Buyer, Inc.(1)(2)Revolver1,331 1,331 
OAC Holdings I Corp(1)Revolver294 — 
OG III B.V.(1)(2)(3)Acquisition CapEx Facility— 686 
Omni Intermediate Holdings, LLC(1)(2)Delayed Draw Term Loan— 817 
Omni Intermediate Holdings, LLC(1)(2)Delayed Draw Term Loan2,289 4,357 
OSP Hamilton Purchaser, LLC(1)Revolver131 187 
Pacific Health Supplies Bidco Pty Limited(1)(5)CapEx Term Loan— 1,283 
PDQ.Com Corporation(1)Delayed Draw Term Loan— 289 
PDQ.Com Corporation(1)Delayed Draw Term Loan7,753 10,948 
Perimeter Master Note Business Trust(1)(2)Series 2022-One Class A73 — 
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Portfolio Company
($ in thousands)
Investment TypeJune 30, 2022December 31, 2021
Perimeter Master Note Business Trust(1)(2)Series 2022-One Class B73 — 
Perimeter Master Note Business Trust(1)(2)Series 2022-One Class C73 — 
Perimeter Master Note Business Trust(1)(2)Series 2022-One Class D73 — 
Perimeter Master Note Business Trust(1)(2)Series 2022-One Class E3,709 — 
Polara Enterprises, L.L.C.(1)Revolver474 545 
Policy Services Company, LLC(1)(2)Delayed Draw Term Loan— 6,944 
Premium Invest(1)(2)(3)Acquisition Facility1,777 1,933 
ProfitOptics, LLC(1)Revolver484 — 
Protego Bidco B.V.(1)(2)(3)Delayed Draw Term Loan776 844 
PSP Intermediate 4, LLC(1)(2)(3)Delayed Draw Term Loan712 
QPE7 SPV1 BidCo Pty Ltd(1)(2)(5)Acquisition Term Loan— 373 
RA Outdoors, LLC(1)(2)Revolver1,235 — 
Rep Seko Merger Sub LLC(1)(2)Delayed Draw Term Loan929 1,455 
Reward Gateway (UK) Ltd(1)(2)(4)Acquisition Facility606 1,061 
Riedel Beheer B.V.(1)(2)(3)Revolver— 230 
Riedel Beheer B.V.(1)(2)(3)Delayed Draw Term Loan141 153 
Sanoptis S.A.R.L.(1)(3)Acquisition Capex Facility7,482 — 
Scaled Agile, Inc.(1)Delayed Draw Term Loan416 416 
Scaled Agile, Inc.(1)Revolver336 336 
Scout Bidco B.V.(1)(3)Revolver1,009 — 
Scout Bidco B.V.(1)(2)(3)Delayed Draw Term Loan2,223 — 
Security Holdings B.V.(1)(3)Delayed Draw Term Loan2,091 2,274 
Security Holdings B.V.(1)(3)Revolver1,045 1,137 
Sereni Capital NV(1)(2)(3)Revolver53 — 
Sereni Capital NV(1)(2)(3)Term Loan376 — 
Smartling, Inc.(1)Delayed Draw Term Loan1,978 2,353 
Smartling, Inc.(1)Revolver1,176 1,176 
Smile Brands Group, Inc.(1)(2)Delayed Draw Term Loan185 655 
Springbrook Software (SBRK Intermediate, Inc.)(1)Delayed Draw Term Loan— 2,373 
SSCP Pegasus Midco Limited(1)(2)(4)Delayed Draw Term Loan4,709 5,251 
Superjet Buyer, LLC(1)Revolver1,825 1,825 
Syntax Systems Ltd(1)Revolver448 569 
Syntax Systems Ltd(1)Delayed Draw Term Loan1,933 1,933 
Tank Holding Corp(1)Revolver509 — 
Techone B.V.(1)(2)(3)Delayed Draw Term Loan— 1,621 
Techone B.V.(1)(2)(3)Revolver219 432 
Tencarva Machinery Company, LLC(1)Delayed Draw Term Loan886 886 
Tencarva Machinery Company, LLC(1)Revolver1,129 1,129 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)Delayed Draw Term Loan2,811 2,811 
The Caprock Group, Inc. (aka TA/TCG Holdings, LLC)(1)Revolver827 827 
The Hilb Group, LLC(1)(2)Delayed Draw Term Loan2,345 2,773 
TPC Group, Inc.(1)(2)Revolver34,322 — 
Transit Technologies LLC(1)(2)Delayed Draw Term Loan— 1,857 
Truck-Lite Co., LLC(1)(2)Delayed Draw Term Loan— 4,540 
Turbo Buyer, Inc.(1)Delayed Draw Term Loan— 2,070 
Turbo Buyer, Inc.(1)Delayed Draw Term Loan2,130 — 
Union Bidco Limited(1)(4)Acquisition Facility151 — 
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Portfolio Company
($ in thousands)
Investment TypeJune 30, 2022December 31, 2021
United Therapy Holding III GmbH(1)(2)(3)Acquisition Facility1,588 — 
USLS Acquisition, Inc.(f/k/a US Legal Support, Inc.)(1)(2)Delayed Draw Term Loan3,820 — 
Victoria Bidco Limited(1)(2)(4)Delayed Draw Term Loan423 — 
Waccamaw River, LLC(2)Joint Venture2,480 11,280 
W2O Holdings, Inc.(1)Delayed Draw Term Loan2,622 3,832 
Woodland Foods, Inc.(1)Revolver1,465 2,070 
Xeinadin Bidco Limited(1)(2)(4)CAF Term Loan5,986 — 
ZB Holdco LLC(1)Revolver845 — 
ZB Holdco LLC(1)Delayed Draw Term Loan1,352 — 
Zeppelin Bidco Limited(1)(2)(4)Capex / Acquisition Facility2,541 — 
Zeppelin Bidco Limited(1)(2)(4)Revolver534 — 
Total unused commitments to extend financing$279,328 $234,658 
(1)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.
(2)Represents a commitment to extend financing to a portfolio company where one or more of our current investments in the portfolio company are carried at less than cost.
(3)Actual commitment amount is denominated in Euros. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(4)Actual commitment amount is denominated in British pounds sterling. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(5)Actual commitment amount is denominated in Australian dollars. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(6)Actual commitment amount is denominated in Canadian dollars. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
(7)Actual commitment amount is denominated in New Zealand dollars. Commitment was translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
In the normal course of business, we guarantee certain obligations in connection with our portfolio companies (in particular, certain controlled portfolio companies). Under these guarantee arrangements, payments may be required to be made to third parties if such guarantees are called upon or if the portfolio companies were to default on their related obligations, as applicable. As of June 30, 2022 and December 31, 2021, we had guaranteed €9.9 million ($10.3 million U.S. dollars and $11.3 million U.S. dollars, respectively) relating to credit facilities among Erste Bank and MVC Automotive Group Gmbh, or MVC Auto. We would be required to make payments to Erste Bank if MVC Auto were to default on their related payment obligations. None of the credit facility guarantees are recorded as a liability on our Unaudited and Audited Consolidated Balance Sheets. As such, the credit facility liabilities are considered in the valuation of our investments in MVC Auto. The guarantees denominated in foreign currencies were translated into U.S. dollars based on the spot rate at the relevant balance sheet date.
Item 3. Quantitative and Qualitative Disclosures About Market Risk.
We are subject to market risk. Market risk includes risks that arise from changes in interest rates, commodity prices, equity prices and other market changes that affect market sensitive instruments. The prices of securities held by us may decline in response to certain events, including those directly involving the companies we invest in; conditions affecting the general economy; overall market changes; global pandemics; legislative reform; local, regional, national or global political, social or economic instability; and interest rate fluctuations.
In addition, we are subject to interest rate risk. Interest rate risk is defined as the sensitivity of our current and future earnings to interest rate volatility, variability of spread relationships, the difference in re-pricing intervals between our assets and liabilities and the effect that interest rates may have on our cash flows. Changes in the general level of interest rates can affect our net interest income, which is the difference between the interest income earned on interest earning assets and our interest expense incurred in connection with our interest bearing debt and liabilities. Changes in interest rates can also affect, among other things, our ability to acquire and originate loans and securities and the value of our investment portfolio. Our net investment income is affected by fluctuations in various interest rates, including LIBOR, EURIBOR, GBP LIBOR, BBSY, STIBOR, CDOR, SOFR, SONIA, SARON and BKBM. Our risk management systems and procedures are designed to identify and analyze our risk, to set appropriate policies and limits and to continually monitor these risks. We regularly measure exposure to interest rate risk and determine whether or not any hedging transactions are necessary to mitigate exposure to changes in interest rates. As of June 30, 2022, we were not a party to any interest rate hedging arrangements.
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In July 2017, the head of the U.K. Financial Conduct Authority (the “FCA”), announced that the FCA will no longer persuade or compel banks to submit rates for the calculation of LIBOR after 2021. In March 2021, the FCA confirmed that all LIBOR settings will either cease to be provided by any administrator or no longer be representative: (a) immediately after December 31, 2021, in the case of sterling, euro, Swiss franc, and Japanese yen, and the one week and two month U.S. dollar settings; and (b) immediately after June 30, 2023, in the case of the remaining U.S. dollar settings. In addition, as a result of supervisory guidance from U.S. regulators, some U.S. regulated entities ceased to enter into new LIBOR contracts after January 1, 2022. At this time, no consensus exists as to what rate or rates will become accepted alternatives to LIBOR, although the Alternative Reference Rates Committee, a steering committee convened by the Board of Governors of the Federal Reserve System and the Federal Reserve Bank of New York and comprised of large U.S. financial institutions, has recommended the use of SOFR. There are many uncertainties regarding a transition from LIBOR to SOFR or any other alternative benchmark rate that may be established, including, but not limited to, the timing of any such transition, the need to amend all contracts with LIBOR as the referenced rate and, given the inherent differences between LIBOR and SOFR or any other alternative benchmark rate, how any transition may impact the cost and performance of impacted securities, variable rate debt and derivative financial instruments. In addition, SOFR or another alternative benchmark rate may fail to gain market acceptance, which could adversely affect the return on, value of and market for securities, variable rate debt and derivative financial instruments linked to such rates. The effects of a transition from LIBOR to SOFR or any other alternative benchmark rate on our cost of capital and net investment income cannot yet be determined definitively. All of our loan agreements with our portfolio companies include fallback language in the event that LIBOR becomes unavailable. This language generally either includes a clearly defined alternative reference rate after LIBOR’s discontinuation or provides that the administrative agent may identify a replacement reference rate, typically with the consent of (or prior consultation with) the borrower. In certain cases, the administrative agent will be required to obtain the consent of either a majority of the lenders under the facility, or the consent of each lender, prior to identifying a replacement reference rate. In addition, any further changes or reforms to the determination or supervision of LIBOR may result in a sudden or prolonged increase or decrease in reported LIBOR, which could have an adverse impact on the market value for or value of any LIBOR-linked securities, loans, and other financial obligations or extensions of credit held by or due to us and could have a material adverse effect on our business, financial condition and results of operations.
The U.S. Federal Reserve is currently embarking on an aggressive campaign of raising interest rates to address significant and persistent inflation. The goal of these interest rate increases is to slow economic growth and reduce price pressure. There is a significant chance that this central bank tightening cycle could force the U.S. into a recession, as which point interest rates and base rates would likely decrease. A prolonged reduction in interest rates will reduce our gross investment income and could result in a decrease in our net investment income if such decreases in SOFR are not offset by a corresponding increase in the spread over SOFR that we earn on any portfolio investments, a decrease in in our operating expenses, including with respect to our income incentive fee, or a decrease in the interest rate of our floating interest rate liabilities tied to SOFR.
As of June 30, 2022, approximately $1,921.4 million (principal amount) of our debt portfolio investments bore interest at variable rates, which generally are LIBOR-based (or based on an equivalent applicable currency rate), and many of which are subject to certain floors. A hypothetical 200 basis point increase or decrease in the interest rates on our variable-rate debt investments could increase or decrease, as applicable, our investment income by a maximum of $38.4 million on an annual basis.
Borrowings denominated in U.S. Dollars under the February 2019 Credit Facility bear interest, subject to our election, on a per annum basis equal to (i) the alternate base rate plus 1.25% (or 1.00% for so long as we maintain an investment grade credit rating) or (ii) the term Secured Overnight Financing Rate (“SOFR”) plus 2.25% (or 2.00% for so long as we maintain an investment grade credit rating) plus a credit spread adjustment of 0.10% for borrowings with an interest period of one month, 0.15% for borrowings with an interest period of three months or 0.25% for borrowings with an interest period of six months. The alternate base rate is equal to the greatest of (i) the prime rate, (ii) the federal funds rate plus 0.5%, (iii) the Overnight Bank Funding Rate plus 0.5%, (iv) one-month term SOFR plus 1.0% plus a credit spread adjustment of 0.10% and (v) 1.0%. For borrowings denominated in certain foreign currencies other than Australian dollars, the applicable currency rate for the foreign currency as defined in the credit agreement plus 2.00% (or 2.25% if we no longer maintain an investment grade credit rating) or for borrowings denominated in Australian dollars, the applicable Australian dollars Screen Rate, plus 2.20% (or 2.45% if we no longer maintain an investment grade credit rating). A hypothetical 200 basis point increase or decrease in the interest rates on the February 2019 Credit Facility could increase or decrease, as applicable, our interest expense by a maximum of $16.3 million on an annual basis (based on the amount of outstanding borrowings under the February 2019 Credit Facility as of June 30, 2022). We pay a commitment fee of (x) 0.5% per annum on undrawn amounts if the unused portion of the February 2019 Credit Facility is greater than two-thirds of total commitments or (y) 0.375% per annum on undrawn amounts if the unused portion of the February 2019 Credit Facility is equal to or less than two-thirds of total commitments.
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Because we have previously borrowed, and plan to borrow in the future, money to make investments, our net investment income will be dependent upon the difference between the rate at which we borrow funds and the rate at which we invest the funds borrowed. Accordingly, there can be no assurance that a significant change in market interest rates will not have a material adverse effect on our net investment income. In periods of rising interest rates, our cost of funds would increase, which could reduce our net investment income if there is not a corresponding increase in interest income generated by our investment portfolio.
We may also have exposure to foreign currencies related to certain investments. Such investments are translated into U.S. dollars based on the spot rate at the relevant balance sheet date, exposing us to movements in the exchange rate. In order to reduce our exposure to fluctuations in exchange rates, we generally borrow in local foreign currencies under the February 2019 Credit Facility to finance such investments. As of June 30, 2022, we had borrowings denominated in Swedish kronas of 12.8kr million ($1.2 million U.S. dollars) with an interest rate of 2.250%, borrowings denominated in British pounds sterling of £77.6 million ($94.2 million U.S. dollars) with an interest rate of 2.972%, borrowings denominated in Australian dollars of A$53.1 million ($36.5 million U.S. dollars) with an interest rate of 2.780% and borrowings denominated in Euros of €138.6 million ($144.9 million U.S. dollars) with an interest rate of 2.000%.
Item 4. Controls and Procedures.
Evaluation of Disclosure Controls and Procedures
We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. Our Chief Executive Officer and Chief Financial Officer carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered by this report. Based on the evaluation of these disclosure controls and procedures, the Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of June 30, 2022. It should be noted that any system of controls, however well designed and operated, can provide only reasonable, and not absolute, assurance that the objectives of the system are met. In addition, the design of any control system is based in part upon certain assumptions about the likelihood of future events. Because of these and other inherent limitations of control systems, there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions, regardless of how remote.
Changes in Internal Control Over Financial Reporting
There were no changes in our internal control over financial reporting during the second quarter of 2022 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
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PART II – OTHER INFORMATION
Item 1. Legal Proceedings.
Neither we, the Adviser, nor our subsidiaries are currently subject to any material pending legal proceedings, other than ordinary routine litigation incidental to our respective businesses. We, the Adviser, and our subsidiaries may from time to time, however, be involved in litigation arising out of operations in the normal course of business or otherwise, including in connection with strategic transactions. Furthermore, third parties may seek to impose liability on us in connection with the activities of our portfolio companies. While the outcome of any current legal proceedings cannot at this time be predicted with certainty, we do not expect any current matters will materially affect our financial condition or results of operations; however, there can be no assurance whether any pending legal proceedings will have a material adverse effect on our financial condition or results of operations in any future reporting period.
Item 1A. Risk Factors.
You should carefully consider the risks described in Item 1A entitled "Risk Factors" in Part 1 of our Annual Report on Form 10-K for the year ended December 31, 2021, which was filed with the SEC on February 23, 2022, and all other information contained in this Quarterly Report on Form 10-Q, including our interim financial statements and the related notes thereto, before making a decision to purchase our securities. The risks and uncertainties referenced herein and in our most recent Annual Report on Form 10-K are not the only ones facing us. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may have a material adverse effect on our business, financial condition and/or operating results, as well as the market price of our securities.
There have been no material changes during the three months ended June 30, 2022 to the risk factors previously disclosed in our Annual Report on Form 10-K for the year ended December 31, 2021. If any of such risks actually occur, our business, financial condition or results of operations could be materially adversely affected. If that happens, the market price of our securities could decline, and you may lose all or part of your investment.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
Sales of Unregistered Securities
None.
Issuer Purchases of Equity Securities
During the three months ended June 30, 2022, in connection with our DRIP for our common stockholders, we directed the plan administrator to purchase 94,797 shares of our common stock for an aggregate of $893,867 in the open market in order to satisfy our obligations to deliver shares of common stock to our stockholders with respect to our dividend declared on May 5, 2022.
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In connection with the closing of the MVC Acquisition on December 23, 2020, we committed to make open-market purchases of shares of our common stock in an aggregate amount of up to $15.0 million at then-current market prices at any time shares trade below 90% of our then most recently disclosed NAV per share. Any repurchases pursuant to the authorized program will occur during the 12-month period that commenced upon the filing of our quarterly report on Form 10-Q for the quarter ended March 31, 2021, which occurred on May 6, 2021, and will be made in accordance with applicable legal, contractual and regulatory requirements. The MVC repurchase program terminated on May 6, 2022. During the three months ended June 30, 2022, we did not purchase any shares of our common stock in the open market under the authorized program.
In connection with the completion of the acquisition of Sierra, we committed to make open-market purchases of shares of our common stock in an aggregate amount of up to $30.0 million at then-current market prices at any time shares trade below 90% of our then most recently disclosed NAV per share. Any repurchases pursuant to the authorized program will occur during the 12-month period commencing on April 1, 2022 and are expected to be made in accordance with a Rule 10b5-1 purchase plan that qualifies for the safe harbors provided by Rules 10b5-1 and 10b-18 under the Exchange Act, as well as subject to compliance with our covenant and regulatory requirements. During the three months ended June 30, 2022, we repurchased a total of 1,309,442 shares of our common stock in the open market under the authorized program at an average price of $9.93 per share, including broker commissions.
The following chart summarizes repurchases of our common stock for the three months ended June 30, 2022:
PeriodTotal number of shares purchasedAverage price paid per shareTotal number of
shares purchased
as part of publicly
announced plans
or programs
Approximate dollar value of shares that
may yet be
purchased under the plans or programs(2)
April 1 through April 30, 2022— $— — $42,867 
May 1 through May 31, 2022462,201 $10.16 462,201 $25,304 
June 1 through June 30, 2022942,038 (1)$9.77 847,241 $17,026 (3)
(1)     Includes 94,797 shares purchased in the open market pursuant to the terms of our dividend reinvestment plan.
(2)    In thousands.
(3)     Subsequent to period-end, through August 9, 2022, we repurchased an additional 558,101 shares of our common stock pursuant to the share repurchase plan at an average price of $9.51 per share, including broker commissions.
Item 3. Defaults Upon Senior Securities.
None.
Item 4. Mine Safety Disclosures.
Not applicable.
Item 5. Other Information.
Appointment of Certain Officers
On August 9, 2022, the Board, upon recommendation from its Nominating and Corporate Governance Committee, appointed Jonathan Bock (currently, the Chief Financial Officer of the Company) to serve as Chief Executive Officer of the Company, Eric Lloyd (currently, the Chief Executive Officer of the Company) to serve as Executive Chairman of the Company, Jonathan Landsberg (currently, the Treasurer of the Company) to serve as Chief Financial Officer of the Company, and Elizabeth Murray (currently, the Principal Accounting Officer of the Company) to serve as Chief Operating Officer and Chief Accounting Officer of the Company. The individuals that currently serve in such positions will continue to serve until all such appointments become effective on September 1, 2022.
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Item 6. Exhibits.
NumberExhibit
3.1
3.2
3.3
3.4
10.1
31.1
31.2
32.1
32.2
**    Filed Herewith.
***    Furnished Herewith.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
BARINGS BDC, INC.
Date: August 9, 2022/s/    Eric Lloyd
Eric Lloyd
Chief Executive Officer
(Principal Executive Officer)
Date:August 9, 2022/s/    Jonathan Bock
Jonathan Bock
Chief Financial Officer
(Principal Financial Officer)
Date: August 9, 2022/s/    Elizabeth A. Murray
Elizabeth A. Murray
Principal Accounting Officer
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