First Eagle Alternative Capital BDC, Inc. - Quarter Report: 2022 September (Form 10-Q)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.

For the quarterly period ended September 30, 2022

☐ 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 814-00789

FIRST EAGLE ALTERNATIVE CAPITAL BDC, INC.

(Exact Name of Registrant as Specified in Its Charter)



Delaware		27-0344947
(State or Other Jurisdiction of Incorporation or Organization)		(I.R.S. Employer Identification No.)

500 Boylston St., Suite 1200, Boston, MA		02116
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: 800-450-4424

Securities registered pursuant to 12(b) of the Act:


Title of Each Class	Trading Symbols	Name of Each Exchange on Which Registered
Common Stock, par value $0.001 per share	FCRD	NASDAQ Global Select Market
5.00% Senior Notes due 2026	FCRX	The 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, as amended, 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 ☒ 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 (§232.405 of this chapter) 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	☒	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 Securities Exchange Act of 1934). Yes ☐ No ☒

The number of shares of the registrant’s common stock, $0.001 par value per share, outstanding at November 8, 2022 was 29,922,028.

FIRST EAGLE ALTERNATIVE CAPITAL BDC, INC.

FORM 10-Q FOR THE QUARTER ENDED SEPTEMBER 30, 2022

Table of Contents


	INDEX	PAGE NO.
PART I.	FINANCIAL INFORMATION

Item 1.	Financial Statements

	Consolidated Statements of Assets and Liabilities as of September 30, 2022 (unaudited) and December 31, 2021	4

	Consolidated Statements of Operations for the three and nine months ended September 30, 2022 and 2021 (unaudited)	5

	Consolidated Statements of Changes in Net Assets for the three and nine months ended September 30, 2022 and 2021 (unaudited)	6

	Consolidated Statements of Cash Flows for the nine months ended September 30, 2022 and 2021 (unaudited)	7

	Consolidated Schedules of Investments as of September 30, 2022 (unaudited) and December 31, 2021	8

	Notes to Consolidated Financial Statements (unaudited)	31

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	77

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	110

Item 4.	Controls and Procedures	111

PART II.	OTHER INFORMATION	112

Item 1.	Legal Proceedings	112

Item 1A.	Risk Factors	112

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	113

Item 3.	Defaults Upon Senior Securities	113

Item 4.	Mine Safety Disclosures	113

Item 5.	Other Information	113

Item 6.	Exhibits	114

SIGNATURES		115

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This report, and other statements that we may make, may contain forward-looking statements with respect to future financial or business performance, strategies or expectations, anticipated share repurchases or lack thereof, our plans and expectations about future investments, amount and timing of distributions, if any, and the future liquidity of the company. Forward-looking statements are typically identified by words or phrases such as “trend,” “opportunity,” “pipeline,” “believe,” “comfortable,” “expect,” “anticipate,” “current,” “intention,” “estimate,” “position,” “assume,” “potential,” “outlook,” “continue,” “remain,” “maintain,” “sustain,” “seek,” “achieve” and similar expressions, or future or conditional verbs such as “will,” “would,” “should,” “could,” “may” or similar expressions.

Forward-looking statements are subject to numerous assumptions, risks and uncertainties, which change over time. Forward-looking statements speak only as of the date they are made, and we assume no duty to and do not undertake to update forward-looking statements. Actual results could differ materially from those anticipated in forward-looking statements and future results could differ materially from historical performance.

In addition to factors previously identified elsewhere in this filing, the following factors, among others, could cause actual results to differ materially from forward-looking statements or historical performance:

•

the introduction, withdrawal, success and timing of business initiatives and strategies;

•

changes in political, economic or industry conditions, the interest rate environment, inflationary concerns, financial and capital markets, and other external factors, including the current novel coronavirus (“COVID-19”) pandemic, related COVID-19 variants, inflation, the discontinuation of LIBOR and recent supply chain disruptions as well as recent turmoil in Ukraine and Russia, which could result in changes in the value of our assets;

•

the relative and absolute investment performance and operations of our investment adviser;

•

the impact of increased competition;

•

the impact of future acquisitions and divestitures;

•

the resolution of legal proceedings;

•

our business prospects and the prospects of our portfolio companies;

•

the impact, extent and timing of technological changes and the adequacy of intellectual property protection;

•

the impact of legislative and regulatory actions and reforms and regulatory, supervisory or enforcement actions of government agencies relating to us or First Eagle Alternative Credit, LLC (the “Advisor”);

•

the ability of the Advisor to identify suitable investments for us and to monitor and administer our investments;

•

our contractual arrangements and relationships with third parties;

•

any future financings by us;

•

the ability of the Advisor to attract and retain highly talented professionals;

•

fluctuations in foreign currency exchange rates;

•

the impact of changes to tax legislation and, generally, our tax position;

•

the impact of pandemics or other serious public health epidemics, such as the COVID-19 pandemic on our operations, our portfolio companies' business, or the global economy;

•

our ability to exit a control investment in a timely manner

•

the ability to fund Logan JV’s unfunded commitments to the extent approved by each member of the Logan JV investment committee; and

•

the Transaction (as defined below), the likelihood the Transaction is completed and the anticipated timing of its completion.

First Eagle Alternative Capital BDC, Inc. and Subsidiaries

Consolidated Statements of Assets and Liabilities

(in thousands, except per share data)


	September 30, 2022 (unaudited)			December 31, 2021
Assets:
Investments at fair value:
Non-controlled, non-affiliated investments (cost of $312,088 and $297,497, respectively)	$	297,887		$	294,807
Controlled investments (cost of $141,659 and $149,664, respectively)		65,305			97,272
Non-controlled, affiliated investments (cost of $1 and $1, respectively)		—			—
Cash		5,726			16,276
Escrows and other receivables		1,691			1,566
Interest, dividends, and fees receivable		4,173			3,265
Deferred tax assets		2,465			2,261
Deferred financing costs		2,054			1,496
Prepaid expenses and other assets		834			769
Due from affiliate		60			49
Total assets	$	380,195		$	417,761
Liabilities:
Loans payable	$	110,700		$	114,100
Notes payable ($111,600 and $111,600 face amounts, respectively, reported net of deferred financing costs of $2,358 and $2,807, respectively)		109,242			108,793
Accrued expenses and other liabilities		995			1,033
Deferred tax liability		1,233			1,556
Base management fees payable		973			1,063
Due to affiliate		2,370			116
Accrued interest and fees		452			276
Accrued administrator expenses		311			118
Total liabilities	$	226,276		$	227,055
Commitments and contingencies (Note 8)
Net Assets:
Common stock, par value $.001 per share, 100,000 common shares authorized, 29,922 and 30,076 shares issued and outstanding at September 30, 2022 and December 31, 2021, respectively		30			30
Paid-in capital in excess of par		417,547			418,227
Accumulated deficit		(263,658	)		(227,551	)
Total net assets	$	153,919		$	190,706
Total liabilities and net assets	$	380,195		$	417,761
Net asset value per share attributable to First Eagle Alternative Capital BDC, Inc.	$	5.14		$	6.34

See accompanying notes to these consolidated financial statements.

First Eagle Alternative Capital BDC, Inc. and Subsidiaries

Consolidated Statements of Operations

(in thousands, except per share data)

(unaudited)


	For the three months ended September 30,						For the nine months ended September 30,
	2022			2021			2022			2021
Investment Income:
From non-controlled, non-affiliated investments:
Cash interest income	$	6,283		$	5,939		$	17,562		$	16,555
PIK interest income		48			128			156			376
Other income		226			397			711			818
From non-controlled, affiliated investments:
Other income		8			41			24			123
From controlled investments:
Cash interest income		234			204			636			592
Dividend income		2,080			1,652			4,080			4,869
Total investment income		8,879			8,361			23,169			23,333
Expenses:
Interest and fees on borrowings		2,773			2,538			7,667			7,571
Base management fees		973			1,048			3,045			2,890
Administrator expenses		214			218			747			663
Other general and administrative expenses		238			391			846			1,100
Amortization of deferred financing costs		279			350			842			1,029
Professional fees		286			328			1,145			1,157
Directors' fees		203			175			548			512
Total expenses		4,966			5,048			14,840			14,922
Management fee waiver		—			—			(1,443	)		(879	)
Total expenses, net of fee waivers		4,966			5,048			13,397			14,043
Income tax provision, excise and other taxes		25			26			75			78
Net investment income		3,888			3,287			9,697			9,212
Realized Gain (Loss) and Change in Unrealized (Depreciation) Appreciation on Investments:
Net realized gain (loss) on investments:
Non-controlled, non-affiliated investments		174			135			(1,568	)		(3,456	)
Non-controlled, affiliated investments		—			(83	)		—			(83	)
Controlled investments		—			51			—			51
Extinguishment of debt		—			—			—			(543	)
Net realized gain (loss) on investments		174			103			(1,568	)		(4,031	)
Net change in unrealized (depreciation) appreciation on investments:
Non-controlled, non-affiliated investments		(1,391	)		(1,231	)		(11,512	)		8,238
Controlled investments		(4,232	)		(13	)		(23,961	)		6,394
Net change in unrealized (depreciation) appreciation on investments		(5,623	)		(1,244	)		(35,473	)		14,632
Net realized and unrealized (loss) gain from investments		(5,449	)		(1,141	)		(37,041	)		10,601
Benefit of (provision for) taxes on unrealized loss/gain on investments		46			505			527			(145	)
Net (decrease) increase in net assets resulting from operations	$	(1,515	)	$	2,651		$	(26,817	)	$	19,668
Net investment income per common share:
Basic and diluted	$	0.13		$	0.11		$	0.32		$	0.31
Net (decrease) increase in net assets resulting from operations per common share:
Basic and diluted	$	(0.04	)	$	0.09		$	(0.89	)	$	0.65
Weighted average shares of common stock outstanding:
Basic and diluted		29,922			30,109			29,954			30,109

See accompanying notes to these consolidated financial statements.

First Eagle Alternative Capital BDC, Inc. and Subsidiaries

Consolidated Statements of Changes in Net Assets

(in thousands)

(unaudited)


	For the nine months ended September 30,
	2022			2021
Net assets at January 1,	$	190,706		$	185,195
(Decrease) increase in net assets from operations:
Net investment income	$	2,924		$	3,284
Net realized gain (loss) on investments		44			(3,144	)
Net change in unrealized (depreciation) appreciation on investments		(7,219	)		9,681
Benefit of (provision for) taxes on unrealized loss/gain on investments		300			(332	)
Net (decrease) increase in net assets resulting from operations		(3,951	)		9,489
Distributions to stockholders:
Distributions to stockholders from net investment income		(2,999	)		(3,011	)
Total distributions to stockholders		(2,999	)		(3,011	)
Capital share transactions:
Repurchase of common stock		(506	)		—
Net decrease in net assets from capital share transactions		(506	)		—
Total (decrease) increase in net assets		(7,456	)		6,478
Net assets at March 31,	$	183,250		$	191,673
(Decrease) increase in net assets from operations:
Net investment income	$	2,884		$	2,641
Net realized loss on investments		(1,786	)		(990	)
Net change in (depreciation) appreciation on investments		(22,631	)		6,195
Benefit of (provision for) taxes on unrealized loss/gain on investments		182			(318	)
Net (decrease) increase in net assets resulting from operations		(21,351	)		7,528
Distributions to stockholders:
Distributions to stockholders from net investment income		(2,998	)		(3,011	)
Total distributions to stockholders		(2,998	)		(3,011	)
Capital share transactions:
Repurchase of common stock		(171	)		—
Net decrease in net assets from capital share transactions		(171	)		—
Total (decrease) increase in net assets		(24,520	)		4,517
Net assets at June 30,	$	158,730		$	196,190
(Decrease) increase in net assets from operations:
Net investment income	$	3,888		$	3,287
Net realized gain on investments		174			103
Net change in depreciation on investments		(5,623	)		(1,244	)
Benefit of taxes on unrealized loss/gain on investments		46			505
Net (decrease) increase in net assets resulting from operations		(1,515	)		2,651
Distributions to stockholders:
Distributions to stockholders from net investment income		(3,296	)		(3,011	)
Total distributions to stockholders		(3,296	)		(3,011	)
Capital share transactions:
Repurchase of common stock		—			—
Net decrease in net assets from capital share transactions		—			—
Total decrease in net assets		(4,811	)		(360	)
Net assets at September 30,	$	153,919		$	195,830
Common shares outstanding at end of period		29,922			30,109
Capital share activity:
Shares repurchased		154			—

See accompanying notes to these consolidated financial statements.

First Eagle Alternative Capital BDC, Inc. and Subsidiaries

Consolidated Statements of Cash Flows

(in thousands)

(unaudited)


	For the nine months ended September 30,
	2022			2021
Cash flows from operating activities:
Net (decrease) increase in net assets resulting from operations	$	(26,817	)	$	19,668
Adjustments to reconcile net (decrease) increase in net assets resulting from operations to net cash provided by operating activities:
Net change in unrealized depreciation (appreciation) on investments		35,473			(14,632	)
Net realized loss on investments		1,561			2,431
Increase in investments due to interest paid-in-kind		(157	)		(385	)
Amortization of deferred financing costs		842			1,029
Accretion of discounts on investments and other fees		(1,002	)		(1,116	)
Changes in operating assets and liabilities:
Purchases of investments		(69,289	)		(116,697	)
Proceeds from sale and paydown of investments		62,301			66,585
Increase in interest, dividends and fees receivable		(908	)		(1,191	)
(Increase) decrease in escrows and other receivables		(125	)		1,946
(Increase) decrease in due from affiliates		(11	)		51
(Increase) decrease in deferred tax asset		(204	)		11
Decrease in prepaid expenses and other assets		(65	)		81
(Decrease) increase in accrued expenses and other liabilities		(38	)		334
Increase in due to affiliate		2,254			1,795
Increase in accrued credit facility fees and interest		176			52
(Decrease) increase in deferred tax liability		(323	)		134
(Decrease) increase in base management fees payable, net		(90	)		1,048
Increase in accrued administrator expenses		193			483
Decrease in accrued incentive fees payable, net		—			(156	)
Net cash provided by (used in) operating activities		3,771			(38,529	)
Cash flows from financing activities:
Repurchase of common stock		(677	)		—
Borrowings under credit facility		45,600			171,000
Repayments under credit facility		(49,000	)		(128,161	)
Issuance of notes		—			69,000
Repayments of notes		—			(60,000	)
Distributions paid to stockholders		(9,293	)		(9,033	)
Financing and offering costs paid		(951	)		(2,280	)
Net cash (used in) provided by financing activities		(14,321	)		40,526
Net (decrease) increase in cash		(10,550	)		1,997
Cash, beginning of period		16,276			7,615
Cash, end of period	$	5,726		$	9,612
Supplemental Disclosure of Cash Flow Information:
Cash interest paid	$	7,439		$	7,217
Income taxes paid	$	6		$	4
PIK income earned	$	156		$	376

Non-cash Operating Activities:

See Note 5 in the notes to consolidated financial statements for non-cash restructurings.

See accompanying notes to these consolidated financial statements.

First Eagle Alternative Capital BDC, Inc. and Subsidiaries

Consolidated Schedules of Investments

September 30, 2022

(dollar amounts in thousands)

Initial

Maturity/

Principal(5)

Acquisition

Dissolution

No. of Shares /

Type of Investment/Portfolio company (1)(2)(3)

Industry

Interest Rate(4)

Date

No. of Units

Amortized Cost

Fair Value (6)

Non-controlled/non-affiliated investments

First lien senior secured debt

—190.71% of net asset value

Canada

—8.98% of net asset value

Hudson's Bay Company ULC (7)

Retail

10.5% (LIBOR + 7.3%)

9/30/2021

9/29/2026

6,622

6,516

6,622

PDFTron Systems Inc. (7)

Services: Business

8.5% (SOFR + 5.5%)

7/15/2021

7/13/2027

1,624

1,598

1,600

PDFTron Systems Inc. (7)(8)

Services: Business

8.5% (SOFR + 5.5%)

7/15/2021

7/15/2026

149

145

147

PDFTron Systems Inc. (7)(22)

Services: Business

8.5% (SOFR + 5.5%)

7/15/2021

7/13/2027

522

514

PDFTron Systems Inc. (7)

Services: Business

8.5% (SOFR + 5.5%)

3/24/2022

7/15/2027

4,988

4,898

4,913

Subtotal Canada

13,905

13,671

13,796

Midwest

—14.770% of net asset value

Advanced Web Technologies

Containers, Packaging, & Glass

10.0% (LIBOR + 6.3%)

12/17/2020

12/17/2026

2,017

1,988

1,987

Advanced Web Technologies (8)

Containers, Packaging, & Glass

10.0% (LIBOR + 6.3%)

12/17/2020

12/17/2026

Advanced Web Technologies (22)

Containers, Packaging, & Glass

10.0% (LIBOR + 6.3%)

12/17/2020

12/17/2026

793

782

781

Doxa Insurance Holdings, LLC

Insurance

10.0% (LIBOR + 6.3%)

12/4/2020

12/4/2026

1,572

1,544

1,541

Doxa Insurance Holdings, LLC (8)(9)

Insurance

10.0% (LIBOR + 6.3%)

12/4/2020

12/4/2026

—

)

—

Doxa Insurance Holdings, LLC(22)

Insurance

10.0% (LIBOR + 6.3%)

12/4/2020

12/4/2026

1,902

1,868

1,864

Doxa Insurance Holdings, LLC(22)

Insurance

10.0% (LIBOR + 6.3%)

8/16/2021

12/4/2026

715

680

701

IRC Opco LLC

Healthcare & Pharmaceuticals

9.3% (LIBOR + 5.5%)

1/4/2019

1/4/2023

5,238

5,234

5,238

IRC Opco LLC (8)(9)

Healthcare & Pharmaceuticals

9.3% (LIBOR + 5.5%)

1/4/2019

1/5/2026

—

)

—

IRC Opco LLC

Healthcare & Pharmaceuticals

9.3% (LIBOR + 5.5%)

7/1/2021

1/4/2023

988

984

988

IRC Opco LLC

Healthcare & Pharmaceuticals

9.3% (LIBOR + 5.5%)

10/21/2021

1/4/2026

248

244

248

Lighthouse Behavioral Health Solutions, LLC (8)

Healthcare & Pharmaceuticals

8.8.0% (SOFR + 5.8%)

3/28/2022

3/28/2028

458

442

456

Lighthouse Behavioral Health Solutions, LLC (22)

Healthcare & Pharmaceuticals

8.8.0% (SOFR + 5.8%)

3/28/2022

3/28/2028

475

444

473

Lighthouse Behavioral Health Solutions, LLC

Healthcare & Pharmaceuticals

8.8.0% (SOFR + 5.8%)

3/28/2022

3/28/2028

2,279

2,247

2,267

Matilda Jane Holdings, Inc. (19)

Consumer Goods: Non-Durable

15.8% (PRIME + 9.5%)

4/28/2017

12/30/2022

11,520

10,982

2,304

Matilda Jane Holdings, Inc. (8)(19)

Consumer Goods: Non-Durable

15.8% (PRIME + 9.5%)

10/30/2020

12/30/2022

1,642

1,590

328

Tricor Borrower, LLC

Banking

8.4% (LIBOR + 5.3%)

10/22/2021

10/22/2026

3,199

3,158

3,143

Tricor Borrower, LLC(8)(9)

Banking

8.4% (LIBOR + 5.3%)

10/22/2021

10/22/2026

—

)

—

Tricor Borrower, LLC(22)

Banking

8.4% (LIBOR + 5.3%)

10/22/2021

10/22/2026

382

368

375

Subtotal Midwest

33,474

32,585

22,739

See accompanying notes to these consolidated financial statements.

First Eagle Alternative Capital BDC, Inc. and Subsidiaries

Consolidated Schedules of Investments

September 30, 2022

(dollar amounts in thousands)

Initial

Maturity/

Principal(5)

Acquisition

Dissolution

No. of Shares /

Type of Investment/Portfolio company (1)(2)(3)

Industry

Interest Rate(4)

Date

No. of Units

Amortized Cost

Fair Value (6)

Northeast

—48.58% of net asset value

3SI Security Systems

Services: Consumer

10.3% (LIBOR + 6.5%)

12/17/2019

6/16/2023

3,795

3,787

3,719

Alcanza Clinical Research

Healthcare & Pharmaceuticals

9.0% (LIBOR + 5.3%)

12/21/2021

12/15/2027

498

491

493

Alcanza Clinical Research(8)(9)

Healthcare & Pharmaceuticals

9.0% (LIBOR + 5.3%)

12/21/2021

12/15/2027

—

)

—

Alcanza Clinical Research(9)(22)

Healthcare & Pharmaceuticals

9.0% (LIBOR + 5.3%)

12/21/2021

12/15/2027

—

)

—

Alcanza Clinical Research

Healthcare & Pharmaceuticals

9.0% (LIBOR + 5.3%)

3/23/2022

12/15/2027

6,600

6,496

6,534

Automated Control Concepts, Inc.

High Tech Industries

10.3% (LIBOR + 6.5%)

10/22/2021

10/22/2026

3,652

3,598

3,506

Automated Control Concepts, Inc.(8)

High Tech Industries

10.3% (LIBOR + 6.5%)

10/22/2021

10/22/2026

167

156

160

Certify, Inc.

Services: Business

8.6% (LIBOR + 5.5%)

2/28/2019

2/28/2024

1,544

1,537

1,544

Certify, Inc. (23)

Services: Business

8.6% (LIBOR + 5.5%)

2/28/2019

2/28/2024

211

210

211

Certify, Inc. (8)

Services: Business

8.6% (LIBOR + 5.5%)

2/28/2019

2/28/2024

ConvenientMD

Healthcare & Pharmaceuticals

8.8% (LIBOR + 5.0%)

6/9/2021

6/15/2027

5,431

5,363

5,431

ConvenientMD (8)(9)

Healthcare & Pharmaceuticals

8.8% (LIBOR + 5.0%)

6/9/2021

6/15/2027

—

)

—

ConvenientMD (9)(22)

Healthcare & Pharmaceuticals

8.8% (LIBOR + 5.0%)

6/9/2021

6/15/2027

—

)

—

Danforth Advisors

Services: Business

9.0% (LIBOR + 5.3%)

12/9/2021

12/9/2027

190

187

Danforth Advisors

Services: Business

9.0% (LIBOR + 5.3%)

12/9/2021

12/9/2027

—

HealthDrive Corporation

Healthcare & Pharmaceuticals

8.8% (SOFR + 5.8%)

12/21/2018

12/21/2023

9,625

9,601

9,529

HealthDrive Corporation

Healthcare & Pharmaceuticals

8.8% (SOFR + 5.8%)

8/30/2021

12/21/2023

HealthDrive Corporation (8)(9)

Healthcare & Pharmaceuticals

8.8% (SOFR + 5.8%)

12/21/2018

12/21/2023

—

)

—

HealthDrive Corporation (22)

Healthcare & Pharmaceuticals

8.8% (SOFR + 5.8%)

8/30/2021

12/21/2023

HealthDrive Corporation

Healthcare & Pharmaceuticals

8.8% (SOFR + 5.8%)

6/17/2022

12/21/2023

249

246

247

Kobra International, LTD.

Consumer Goods: Durable

10.1% (LIBOR + 7.0%)

5/17/2022

5/17/2025

4,576

4,512

4,508

Marlin DTC-LS Midco 2, LLC (8)(9)

Services: Consumer

10.3% (LIBOR + 6.5%)

3/5/2021

7/1/2025

—

)

—

Marlin DTC-LS Midco 2, LLC

Services: Consumer

10.3% (LIBOR + 6.5%)

3/5/2021

7/1/2025

3,049

3,011

3,049

Multi Specialty Healthcare LLC

Healthcare & Pharmaceuticals

9.8% (SOFR + 6.3%)

12/18/2020

12/18/2026

3,723

3,667

3,658

Multi Specialty Healthcare LLC (8)(9)

Healthcare & Pharmaceuticals

9.8% (SOFR + 6.3%)

12/18/2020

12/18/2026

—

(10

)

—

Multi Specialty Healthcare LLC

Healthcare & Pharmaceuticals

9.8% (SOFR + 6.3%)

9/24/2021

12/18/2026

Multi Specialty Healthcare LLC (8)

Healthcare & Pharmaceuticals

9.8% (SOFR + 6.3%)

9/24/2021

12/18/2026

150

147

Multi Specialty Healthcare LLC

Healthcare & Pharmaceuticals

9.8% (SOFR + 6.3%)

8/5/2022

12/18/2026

2,808

2,760

2,758

Newcleus, LLC

Insurance

9.5% (LIBOR + 5.8%)

8/2/2021

8/2/2026

5,021

4,963

4,896

Newcleus, LLC(8)(9)

Insurance

9.5% (LIBOR + 5.8%)

8/2/2021

8/2/2026

—

)

—

Newcleus, LLC(22)

Insurance

9.5% (LIBOR + 5.8%)

8/2/2021

8/2/2026

136

127

132

See accompanying notes to these consolidated financial statements.

First Eagle Alternative Capital BDC, Inc. and Subsidiaries

Consolidated Schedules of Investments

September 30, 2022

(dollar amounts in thousands)

Initial

Maturity/

Principal(5)

Acquisition

Dissolution

No. of Shares /

Type of Investment/Portfolio company (1)(2)(3)

Industry

Interest Rate(4)

Date

No. of Units

Amortized Cost

Fair Value (6)

NWN Parent Holdings LLC

Telecommunications

9.6% (LIBOR + 6.5%)

5/26/2021

5/7/2026

3,265

3,242

3,069

NWN Parent Holdings LLC (8)

Telecommunications

9.6% (LIBOR + 6.5%)

5/26/2021

5/7/2026

280

276

264

Quartermaster Newco, LLC

Healthcare & Pharmaceuticals

9.5% (SOFR + 6.5%)

7/31/2020

7/31/2025

3,073

3,055

3,042

Quartermaster Newco, LLC (8)(9)

Healthcare & Pharmaceuticals

10.0% (SOFR + 7.0%)

7/31/2020

7/31/2025

—

)

—

Quartermaster Newco, LLC

Healthcare & Pharmaceuticals

10.0% (SOFR + 7.0%)

5/13/2022

7/31/2025

4,037

3,975

3,997

Revlon Consumer Products Corporation (14)

Consumer Goods: Non-Durable

8.9% (LIBOR + 5.8%)

3/8/2021

5/7/2024

2,500

2,492

2,500

smarTours, LLC

Services: Consumer

10.5% (LIBOR + 6.8%)

12/21/2020

12/31/2024

1,079

smarTours, LLC (8)(11)

Services: Consumer

8.8% (LIBOR+ 7.8%) (1.0% Cash + 7.8% PIK)

12/21/2020

12/31/2024

2,478

TriStrux, LLC

Telecommunications

9.8% (LIBOR + 6.0%)

12/23/2021

12/15/2026

2,752

2,715

2,649

TriStrux, LLC(8)

Telecommunications

9.8% (LIBOR + 6.0%)

12/23/2021

12/15/2026

973

959

937

TriStrux, LLC(9)(29)

Telecommunications

9.8% (LIBOR + 6.0%)

12/23/2021

12/15/2026

965

949

929

USALCO, LLC

Chemicals, Plastics, & Rubber

9.8% (LIBOR + 6.0%)

11/5/2021

10/19/2027

2,978

2,952

2,888

Subtotal Northeast

76,039

75,220

74,772

Southeast

—32.47% of net asset value

A&R Logistics Holdings, Inc.

Transportation: Cargo

9.0% (SOFR + 6.0%)

7/29/2021

5/3/2025

2,355

2,321

2,355

A&R Logistics Holdings, Inc.

Transportation: Cargo

9.5% (SOFR + 6.5%)

2/24/2022

5/3/2025

446

438

446

A&R Logistics Holdings, Inc.

Transportation: Cargo

9.5% (SOFR + 6.5%)

6/30/2022

5/3/2025

253

249

253

Apex Services Partners, LLC

Capital Equipment

8.4% (LIBOR + 5.3%)

2/11/2020

7/31/2025

5,246

5,219

5,246

ECL Entertainment (27)

Hotel, Gaming, & Leisure

11.3% (LIBOR + 7.5%)

3/31/2021

5/1/2028

2,963

2,938

2,940

Groundworks Operations, LLC

Construction & Building

8.1% (LIBOR + 5.0%)

7/9/2020

1/17/2026

1,912

1,889

1,912

Groundworks Operations, LLC (8)(9)

Construction & Building

8.1% (LIBOR + 5.0%)

7/9/2020

1/17/2026

—

)

—

Groundworks Operations, LLC (22)

Construction & Building

8.1% (LIBOR + 5.0%)

7/9/2020

1/17/2026

842

838

842

Groundworks Operations, LLC (22)

Construction & Building

8.1% (LIBOR + 5.0%)

7/9/2020

1/17/2026

1,310

1,297

1,310

Groundworks Operations, LLC

Construction & Building

8.1% (LIBOR + 5.0%)

3/18/2021

1/17/2026

2,481

2,456

2,481

Lighthouse Lab Services

Healthcare & Pharmaceuticals

8.8% (LIBOR + 5.0%)

10/25/2021

10/25/2027

5,353

5,284

5,273

Lighthouse Lab Services(8)

Healthcare & Pharmaceuticals

8.8% (LIBOR + 5.0%)

10/25/2021

10/25/2027

460

440

453

Lighthouse Lab Services

Healthcare & Pharmaceuticals

8.1% (LIBOR + 5.0%)

10/25/2021

10/25/2027

—

Quorum Health Resources

Healthcare & Pharmaceuticals

8.9% (LIBOR + 5.8%)

5/28/2021

5/26/2027

5,326

5,287

5,259

Quorum Health Resources (8)(9)

Healthcare & Pharmaceuticals

8.4% (LIBOR + 5.3%)

5/28/2021

5/26/2027

—

)

—

See accompanying notes to these consolidated financial statements.

First Eagle Alternative Capital BDC, Inc. and Subsidiaries

Consolidated Schedules of Investments

September 30, 2022

(dollar amounts in thousands)

Initial

Maturity/

Principal(5)

Acquisition

Dissolution

No. of Shares /

Type of Investment/Portfolio company (1)(2)(3)

Industry

Interest Rate(4)

Date

No. of Units

Amortized Cost

Fair Value (6)

SuperHero Fire Protection, LLC

Services: Business

10.0% (LIBOR + 6.3%)

9/1/2021

9/1/2026

4,261

4,207

4,208

SuperHero Fire Protection, LLC (8)

Services: Business

10.0% (LIBOR + 6.3%)

9/1/2021

9/1/2026

153

147

151

SuperHero Fire Protection, LLC (22)

Services: Business

10.0% (LIBOR + 6.3%)

9/1/2021

9/1/2026

1,298

1,281

1,282

Technology Partners, LLC

High Tech Industries

8.6% (LIBOR + 5.5%)

11/16/2021

11/16/2027

4,633

4,553

4,540

Technology Partners, LLC(8)(9)

High Tech Industries

8.6% (LIBOR + 5.5%)

11/16/2021

11/16/2027

—

(13

)

—

Technology Partners, LLC(9)(22)

High Tech Industries

8.6% (LIBOR + 5.5%)

11/16/2021

11/16/2027

—

)

—

The Carlstar Group LLC

Consumer Goods: Non-Durable

10.1% (SOFR + 6.5%)

7/8/2022

7/8/2027

3,714

3,638

3,640

The Carlstar Group LLC (8)(9)

Consumer Goods: Non-Durable

10.1% (SOFR + 6.5%)

7/8/2022

7/8/2027

—

(80

)

—

The Mulch & Soil Company, LLC

Environmental Industries

10.0% (LIBOR + 6.3%)

4/30/2021

4/30/2026

3,701

3,644

3,627

The Mulch & Soil Company, LLC (8)

Environmental Industries

10.0% (LIBOR + 6.3%)

4/30/2021

4/30/2026

460

449

450

TTF Holdings, LLC (Soliant) (31)

Healthcare & Pharmaceuticals

7.1% (LIBOR + 4.0%)

3/31/2021

3/25/2028

3,384

3,364

3,317

Subtotal Southeast

50,551

49,834

49,985

Southwest

—22.98% of net asset value

Allied Wireline Services, LLC (11)(24)

Energy: Oil & Gas

10.0% PIK

6/15/2020

6/15/2025

5,991

4,971

3,647

Bandon Fitness (Texas) Inc.

Services: Consumer

9.6% (SOFR + 6.0%)

7/27/2022

7/27/2028

4,835

4,765

4,762

Bandon Fitness (Texas) Inc. (8)

Services: Consumer

9.6% (SOFR + 6.0%)

7/27/2022

7/27/2028

168

162

165

Bandon Fitness (Texas) Inc. (22)

Services: Consumer

9.6% (SOFR + 6.0%)

7/27/2022

7/27/2028

154

137

152

BCDI Rodeo Dental Buyer, LLC

Healthcare & Pharmaceuticals

8.8% (LIBOR + 5.0%)

5/14/2019

5/14/2025

5,748

5,721

5,633

BCDI Rodeo Dental Buyer, LLC (8)

Healthcare & Pharmaceuticals

8.8% (LIBOR + 5.0%)

5/14/2019

5/14/2025

242

235

237

BCDI Rodeo Dental Buyer, LLC (8)

Healthcare & Pharmaceuticals

8.8% (LIBOR + 5.0%)

5/14/2019

5/14/2025

1,285

1,279

1,260

BCDI Rodeo Dental Buyer, LLC (29)

Healthcare & Pharmaceuticals

8.8% (LIBOR + 5.0%)

11/22/2021

11/22/2027

100

Camin Cargo Control, Inc.

Services: Business

9.6% (LIBOR + 6.5%)

6/10/2021

6/4/2026

3,576

3,550

3,540

Endo1 Partners(30)

Healthcare & Pharmaceuticals

8.0% (SOFR + 5.0%)

12/17/2021

3/24/2026

998

981

983

Owl Landfill Services, LLC

Environmental Industries

8.9% (LIBOR + 5.8%)

6/30/2021

6/30/2026

3,485

3,442

Riveron Acquisition Holdings, Inc.

Finance

9.5% (LIBOR + 5.8%)

5/22/2019

5/22/2025

8,035

7,964

8,035

TMA Buyer, LLC

High Tech Industries

9.8% (SOFR + 6.3%)

9/30/2021

9/30/2027

3,113

3,074

3,051

TMA Buyer, LLC(8)(9)

High Tech Industries

9.8% (SOFR + 6.3%)

9/30/2021

9/30/2027

—

)

—

TMA Buyer, LLC(22)

High Tech Industries

9.8% (SOFR + 6.3%)

9/30/2021

9/30/2027

370

360

362

Subtotal Southwest

38,100

36,735

35,367

See accompanying notes to these consolidated financial statements.

First Eagle Alternative Capital BDC, Inc. and Subsidiaries

Consolidated Schedules of Investments

September 30, 2022

(dollar amounts in thousands)

Initial

Maturity/

Principal(5)

Acquisition

Dissolution

No. of Shares /

Type of Investment/Portfolio company (1)(2)(3)

Industry

Interest Rate(4)

Date

No. of Units

Amortized Cost

Fair Value (6)

West

—62.93% of net asset value

A&A Global Imports, LLC

Containers, Packaging, & Glass

9.1% (LIBOR + 6.0%)

6/1/2021

6/1/2026

2,225

2,188

2,114

A&A Global Imports, LLC (8)

Containers, Packaging, & Glass

9.1% (LIBOR + 6.0%)

6/1/2021

6/1/2026

447

435

424

Action Point, Inc (8)

Chemicals, Plastics, & Rubber

10.3% (LIBOR + 6.5%)

12/17/2020

6/17/2026

303

292

303

Action Point, Inc

Chemicals, Plastics, & Rubber

10.3% (LIBOR + 6.5%)

5/5/2021

11/5/2026

511

502

511

Action Point, Inc

Chemicals, Plastics, & Rubber

10.3% (LIBOR + 6.5%)

12/17/2020

6/17/2026

3,275

3,226

3,275

Action Point, Inc

Chemicals, Plastics, & Rubber

10.3% (LIBOR + 6.5%)

11/30/2021

11/30/2026

248

244

248

Action Point, Inc

Chemicals, Plastics, & Rubber

8.8% (LIBOR + 6.5%)

7/15/2022

6/17/2026

846

832

846

Alpine SG, LLC

High Tech Industries

9.6% (SOFR + 6.0%)

11/5/2021

11/5/2027

1,351

1,331

1,328

Alpine SG, LLC(8)(9)

High Tech Industries

9.6% (SOFR + 6.0%)

11/5/2021

11/5/2027

—

)

—

Alpine SG, LLC

High Tech Industries

9.6% (SOFR + 6.0%)

5/6/2022

11/5/2027

967

949

950

Alpine SG, LLC

High Tech Industries

9.6% (SOFR + 6.0%)

5/6/2022

11/5/2027

3,363

3,316

3,304

Alpine SG, LLC

High Tech Industries

9.6% (SOFR + 6.0%)

8/18/2022

11/5/2027

536

523

526

Alpine X

Services: Business

9.0% (SOFR + 6.0%)

12/27/2021

12/21/2027

1,422

1,397

1,408

Alpine X(8)

Services: Business

9.6% (SOFR + 6.0%)

12/27/2021

12/21/2027

134

127

133

Alpine X(29)

Services: Business

9.0% (SOFR + 6.0%)

12/27/2021

12/21/2027

913

897

904

Alpine X

Services: Business

9.0% (SOFR + 6.0%)

9/16/2022

12/21/2027

1,500

1,459

1,485

Cedar Services Group, LLC

Sovereign & Public Finance

9.8% (LIBOR + 6.0%)

6/9/2021

6/11/2027

2,882

2,846

2,853

Cedar Services Group, LLC (8)(9)

Sovereign & Public Finance

9.8% (LIBOR + 6.0%)

6/9/2021

6/11/2027

—

(10

)

—

Cedar Services Group, LLC (22)

Sovereign & Public Finance

9.8% (LIBOR + 6.0%)

6/9/2021

6/11/2027

1,264

1,247

1,251

Cedar Services Group, LLC

Sovereign & Public Finance

9.8% (LIBOR + 6.0%)

3/1/2022

6/11/2027

995

977

985

Cedar Services Group, LLC (9)(22)

Sovereign & Public Finance

9.8% (LIBOR + 6.0%)

3/1/2022

6/11/2027

—

(13

)

—

CC Amulet Management, LLC

Healthcare & Pharmaceuticals

8.4% (LIBOR + 5.3%)

8/31/2021

8/31/2027

5,090

5,028

4,989

CC Amulet Management, LLC(8)

Healthcare & Pharmaceuticals

8.4% (LIBOR + 5.3%)

8/31/2021

8/31/2027

563

553

551

CC Amulet Management, LLC(9)(22)

Healthcare & Pharmaceuticals

8.4% (LIBOR + 5.3%)

8/31/2021

8/31/2027

—

)

—

EBS Intermediate LLC

Services: Consumer

8.1% (LIBOR + 5.0%)

10/2/2018

10/2/2023

7,624

7,596

7,624

EBS Intermediate LLC (8)(9)

Services: Consumer

8.1% (LIBOR + 5.0%)

10/2/2018

10/2/2023

—

)

—

EBS Intermediate LLC

Services: Consumer

8.1% (LIBOR + 5.0%)

5/5/2021

10/2/2023

246

243

246

Gener8, LLC

Services: Business

8.6% (LIBOR + 5.5%)

8/14/2018

8/8/2023

5,753

5,737

5,753

See accompanying notes to these consolidated financial statements.

First Eagle Alternative Capital BDC, Inc. and Subsidiaries

Consolidated Schedules of Investments

September 30, 2022

(dollar amounts in thousands)

Initial

Maturity/

Principal(5)

Acquisition

Dissolution

No. of Shares /

Type of Investment/Portfolio company (1)(2)(3)

Industry

Interest Rate(4)

Date

No. of Units

Amortized Cost

Fair Value (6)

Gener8, LLC (8)

Services: Business

8.6% (LIBOR + 5.5%)

8/14/2018

8/8/2023

1,500

1,496

1,500

Gener8, LLC

Services: Business

8.6% (LIBOR + 5.5%)

11/30/2021

8/8/2023

248

245

248

iLending LLC

Banking

9.1% (LIBOR + 6.0%)

6/21/2021

6/21/2026

4,380

4,329

4,380

iLending LLC (8)(9)

Banking

9.8% (LIBOR + 6.0%)

6/21/2021

6/21/2026

—

)

—

Ingenio, LLC

Media: Broadcasting & Subscription

10.3% (LIBOR + 7.2%)

8/3/2021

8/3/2026

5,052

4,994

4,951

Ingenio, LLC

Media: Broadcasting & Subscription

10.3% (LIBOR + 7.2%)

4/28/2022

8/3/2026

2,234

2,199

2,189

Integrated Pain Management Medical Group, Inc.

Healthcare & Pharmaceuticals

9.5% (SOFR + 6.5%)

6/7/2021

6/17/2026

3,143

3,097

3,143

Integrated Pain Management Medical Group, Inc.(22)

Healthcare & Pharmaceuticals

9.5% (SOFR + 6.5%)

6/7/2021

6/17/2026

377

371

377

Integrated Pain Management Medical Group, Inc.(8)(9)

Healthcare & Pharmaceuticals

9.5% (SOFR + 6.5%)

6/7/2021

6/17/2026

—

)

—

Integrated Pain Management Medical Group, Inc.

Healthcare & Pharmaceuticals

9.5% (SOFR + 6.5%)

5/10/2022

6/17/2026

863

847

863

Lash Opco LLC

Consumer Goods: Non-Durable

10.8% (LIBOR + 7.0%)

9/18/2020

3/18/2026

2,969

2,922

2,947

Lash Opco LLC (8)

Consumer Goods: Non-Durable

10.8% (LIBOR + 7.0%)

8/18/2021

8/18/2026

137

131

136

Lash Opco LLC

Consumer Goods: Non-Durable

10.8% (LIBOR + 7.0%)

8/18/2021

1/18/2027

3,027

2,971

3,004

Lash Opco LLC

Consumer Goods: Non-Durable

10.8% (LIBOR + 7.0%)

12/31/2020

3/18/2026

983

964

975

MarkLogic Corporation

High Tech Industries

9.0% (SOFR + 6.0%)

10/20/2020

10/20/2025

5,800

5,705

5,800

MarkLogic Corporation(8)(9)

High Tech Industries

9.0% (SOFR + 6.0%)

10/20/2020

10/20/2025

—

)

—

MarkLogic Corporation

High Tech Industries

9.5% (SOFR + 6.5%)

11/23/2021

10/20/2025

840

826

840

MarkLogic Corporation(8)

High Tech Industries

9.5% (SOFR + 6.5%)

11/23/2021

10/20/2025

563

554

563

MeriCal, LLC

Consumer Goods: Non-Durable

10.3% (SOFR + 6.8%)

11/16/2018

11/16/2023

7,289

7,180

Point Quest Acquisition, LLC

Healthcare & Pharmaceuticals

9.6% (SOFR + 6.0%)

8/12/2022

8/12/2028

3,536

3,484

3,483

Point Quest Acquisition, LLC (8)

Healthcare & Pharmaceuticals

9.6% (SOFR + 6.0%)

8/12/2022

8/12/2028

393

377

387

Sequoia Consulting Group, LLC

Healthcare & Pharmaceuticals

9.0% (LIBOR + 5.3%)

12/17/2021

11/23/2026

195

193

194

Sequoia Consulting Group, LLC(8)(9)

Healthcare & Pharmaceuticals

9.0% (LIBOR + 5.3%)

12/17/2021

11/23/2026

—

)

—

Socius Insurance Services, Inc.

Banking

8.8% (LIBOR + 5.0%)

6/30/2021

6/30/2027

2,911

2,863

2,881

Socius Insurance Services, Inc. (8)(9)

Banking

8.8% (LIBOR + 5.0%)

6/30/2021

6/30/2027

—

)

—

Socius Insurance Services, Inc. (9)(22)

Banking

8.8% (LIBOR + 5.0%)

6/30/2021

6/30/2027

—

(15

)

—

SolutionReach, Inc.

Services: Consumer

8.9% (LIBOR + 5.8%)

1/17/2019

1/17/2024

5,699

5,669

5,613

SolutionReach, Inc. (8)(9)

Services: Consumer

8.9% (LIBOR + 5.8%)

1/17/2019

1/17/2024

—

)

—

SRS Acquiom Holdings LLC

Finance

9.4% (LIBOR + 6.3%)

11/8/2018

11/8/2024

3,200

3,189

3,200

Subtotal West

97,797

96,579

96,865

Subtotal first lien senior secured debt

309,866

304,624

293,524

See accompanying notes to these consolidated financial statements.

First Eagle Alternative Capital BDC, Inc. and Subsidiaries

Consolidated Schedules of Investments

September 30, 2022

(dollar amounts in thousands)


			Initial	Maturity/	Principal(5)
			Acquisition	Dissolution	No. of Shares /
Type of Investment/Portfolio company (1)(2)(3)	Industry	Interest Rate(4)	Date	Date	No. of Units		Amortized Cost		Fair Value (6)

Second lien debt
—0.15% of net asset value
Northeast
—0.15% of net asset value
smarTours, LLC(11)(19)	Services: Consumer	8.8% PIK (LIBOR + 7.8%)	12/21/2020	12/31/2024		1,518		635		228
				Subtotal Northeast	$	1,518	$	635	$	228

			Subtotal second lien debt		$	1,518	$	635	$	228
Equity investments
—0.86% of net asset value
Midwest
—0.15% of net asset value
Doxa Insurance Holdings, LLC (10)(13)(18)	Insurance		12/4/2020			257,116	$	224	$	224
Matilda Jane Holdings, Inc. (12)(17)	Consumer Goods: Non-Durable		4/28/2017			2,587,855		489		—
			Subtotal Midwest				$	713	$	224
Northeast
—0.50% of net asset value
Certify, Inc. (18)	Services: Business		2/28/2019			841	$	175	$	235
Specialty Brands Holdings, LLC (10)(17)	Services: Business		6/29/2018			58		—		—

See accompanying notes to these consolidated financial statements.

First Eagle Alternative Capital BDC, Inc. and Subsidiaries

Consolidated Schedules of Investments

September 30, 2022

(dollar amounts in thousands)


			Initial	Maturity/	Principal(5)
			Acquisition	Dissolution	No. of Shares /
Type of Investment/Portfolio company (1)(2)(3)	Industry	Interest Rate(4)	Date	Date	No. of Units		Amortized Cost		Fair Value (6)
Specialty Brands Holdings, LLC (10)(18)	Services: Business		6/29/2018			1,232		—		—
SPST Holdings, LLC (10)(13)(18)	Services: Consumer		12/21/2020			820,040		216		—
SPST Holdings, LLC (10)(13)(17)	Services: Consumer		12/21/2020			3,237		—		—
SPST Investors II, LLC (10)(13)(18)(25)	Services: Consumer		12/21/2020			51,095		51		—
Wheels Up Experience Inc. (13)(14)(18)(28)	Transportation: Consumer		1/31/2014			460,392		1,000		530
			Subtotal Northeast				$	1,442	$	765
Southeast
—0.00% of net asset value
Virtus Aggregator, LLC (10)(13)(14)(18)	Healthcare & Pharmaceuticals		5/7/2020			10	$	32	$	—
			Subtotal Southeast				$	32	$	—
Southwest
—0.00% of net asset value
Allied Wireline Services, LLC (10)(13)(18)	Energy: Oil & Gas		6/15/2020			4,538		144		—
Allied Wireline Services, LLC (10)(13)(18)	Energy: Oil & Gas		6/15/2020			2,063		—		—
			Subtotal Southwest				$	144	$	—
West
—0.21% of net asset value
MeriCal, LLC (10) (12) (17)	Consumer Goods: Non-Durable		9/30/2016			521	$	505	$	328
MeriCal, LLC (10) (12) (18)	Consumer Goods: Non-Durable		9/30/2016			5,334		10		—
			Subtotal West				$	515	$	328

				Subtotal equity			$	2,846	$	1,317

See accompanying notes to these consolidated financial statements.

First Eagle Alternative Capital BDC, Inc. and Subsidiaries

Consolidated Schedules of Investments

September 30, 2022

(dollar amounts in thousands)


			Initial	Maturity/	Principal(5)
			Acquisition	Dissolution	No. of Shares /
Type of Investment/Portfolio company (1)(2)(3)	Industry	Interest Rate(4)	Date	Date	No. of Units	Amortized Cost		Fair Value (6)
Investments in funds
—1.83% of net asset value
Midwest
—1.35% of net asset value
Freeport Financial SBIC Fund LP (14)(18)(21)	Investment Funds And Vehicles		6/14/2013			$	2,011	$	2,070
				Subtotal Midwest		$	2,011	$	2,070
Northeast
—0.29% of net asset value
ACON Igloo Investors I, LLC (10)(18)(21)	Investment Funds And Vehicles		4/30/2014			$	1,673	$	449
				Subtotal Northeast		$	1,673	$	449
West
—0.19% of net asset value
Gryphon Partners 3.5, L.P. (14)(18)(21)	Investment Funds And Vehicles		11/20/2012			$	299	$	299
				Subtotal West		$	299	$	299

			Subtotal investments in funds			$	3,983	$	2,818

Total non-controlled/non-affiliated investments
—193.55% of net asset value						$	312,088	$	297,887

Controlled investments
—42.43% of net asset value

First lien senior secured debt
—8.61% of net asset value
Southeast
—2.51% of net asset value

See accompanying notes to these consolidated financial statements.

First Eagle Alternative Capital BDC, Inc. and Subsidiaries

Consolidated Schedules of Investments

September 30, 2022

(dollar amounts in thousands)


			Initial	Maturity/	Principal(5)
			Acquisition	Dissolution	No. of Shares /
Type of Investment/Portfolio company (1)(2)(3)	Industry	Interest Rate(4)	Date	Date	No. of Units		Amortized Cost		Fair Value (6)
Loadmaster Derrick & Equipment, Inc. (11)(15)(19)(26)	Energy: Oil & Gas	11.3% (LIBOR + 10.3% PIK)	7/1/2016	12/31/2022	$	14,225	$	7,307	$	—
Loadmaster Derrick & Equipment, Inc. (11)(15)(19)(26)	Energy: Oil & Gas	13.0% (LIBOR + 12.0% PIK)	7/1/2016	12/31/2022		3,481		1,053		—
Loadmaster Derrick & Equipment, Inc. (11)(15)(19)(26)	Energy: Oil & Gas	11.5% (LIBOR+ 10.3% PIK)	1/17/2017	12/31/2022		15,461		12,620		3,865
				Subtotal Southeast	$	33,167	$	20,980	$	3,865
Southwest
—6.10% of net asset value
OEM Group, LLC (15)	Capital Equipment	11.3% (LIBOR + 7.5%)	9/30/2020	9/30/2025	$	9,385	$	9,385	$	9,385
				Subtotal Southwest	$	9,385	$	9,385	$	9,385

			Subtotal first lien senior secured debt		$	42,552	$	30,365	$	13,250

Second lien debt
—4.22% of net asset value
Southwest
—4.22% of net asset value
OEM Group, LLC (11)(15)(24)	Capital Equipment	10.0% PIK	9/30/2020	9/30/2025	$	53,719	$	22,203	$	6,500
				Subtotal Southwest	$	53,719	$	22,203	$	6,500

			Subtotal second lien debt		$	53,719	$	22,203	$	6,500

Equity investments
—0.00% of net asset value
Southeast
—0.00% of net asset value
Loadmaster Derrick & Equipment, Inc. (15)(17)	Energy: Oil & Gas		7/1/2016			2,956	$	1,114	$	—
Loadmaster Derrick & Equipment, Inc. (15)(18)	Energy: Oil & Gas		12/21/2016			12,131		—		—
				Subtotal Southeast			$	1,114	$	—
Southwest
—0.00% of net asset value

See accompanying notes to these consolidated financial statements.

First Eagle Alternative Capital BDC, Inc. and Subsidiaries

Consolidated Schedules of Investments

September 30, 2022

(dollar amounts in thousands)


			Initial	Maturity/	Principal(5)
			Acquisition	Dissolution	No. of Shares /
Type of Investment/Portfolio company (1)(2)(3)	Industry	Interest Rate(4)	Date	Date	No. of Units		Amortized Cost		Fair Value (6)
OEM Group, LLC (10)(12)(13)(15)(18)(20)	Capital Equipment		3/16/2016			20,000	$	8,890	$	—
				Subtotal Southwest			$	8,890	$	—

				Subtotal equity			$	10,004	$	—

Investments in funds
—29.60% of net asset value
Northeast
—29.60% of net asset value
First Eagle Logan JV, LLC (10)(14)(15)(16)(18)(21)	Investment Funds And Vehicles		12/3/2014				$	79,087	$	45,555
				Subtotal Northeast			$	79,087	$	45,555

			Subtotal investments in funds				$	79,087	$	45,555
Total controlled investments
—42.43% of net asset value							$	141,659	$	65,305

Non-controlled/affiliated investments
—0.00% of net asset value
Investments in funds
—0.00% of net asset value
Northeast
—0.00% of net asset value
First Eagle Greenway Fund II, LLC (10)(14)(15)(18)(21)	Investment Funds And Vehicles		3/1/2013				$	1	$	—
				Subtotal Northeast			$	1	$	—

			Subtotal investments in funds				$	1	$	—

Total non-controlled/affiliated investments

—0.00% of net asset value							$	1	$	—

Total investments—235.96% of net asset value							$	453,748	$	363,192

(1)

All debt investments are income-producing, unless otherwise noted. Equity and member interests are non-income-producing unless otherwise noted. The Company generally acquires its investments in private transactions exempt from registration under the Securities Act of 1933, as amended, or the Securities Act. Its investments are therefore generally subject to certain limitations on resale, and may be deemed to be “restricted securities” under the Securities Act.

(2)

All investments are pledged as collateral under the Revolving Facility.

(3)

As of September 30, 2022, 21.7% and 17.8% of the Company’s total investments on a cost and fair value basis, respectively, are in non-qualifying assets. The Company may not acquire any non-qualifying assets unless, at the time of the acquisition, qualifying assets represent at least 70% of the Company’s total assets.

(4)

Variable interest rate investments bear interest in reference to London Interbank offer rate, or LIBOR, Alternate Base Rate, or ABR, or Secured Overnight Financing Rate, or SOFR, which are effective as of September 30, 2022. LIBOR loans are typically indexed to 30-day, 60-day, 90-day or 180-day LIBOR rates, at the borrower’s option, ABR rates are typically indexed to the current prime rate or federal funds rate, and SOFR rates are typically indexed to 30-day or 90-day SOFR rates. Each of the LIBOR, ABR, or SOFR rates may be subject to interest floors. As of September 30, 2022, the 30-day, 90-day and 180-day LIBOR rates were 3.14%, 3.75% and 4.23%, respectively, the ABR rate was 6.25%, and the 30-day and 90-day SOFR rates were 3.04% and 3.59%, respectively.

(5)

Principal includes accumulated PIK interest and is net of repayments.

See accompanying notes to these consolidated financial statements.

First Eagle Alternative Capital BDC, Inc. and Subsidiaries

Consolidated Schedules of Investments

September 30, 2022

(dollar amounts in thousands)

(6)

Unless otherwise indicated, all investments are valued using significant unobservable inputs. Refer to Level 3 fair value measurements quantitative information table in Note 3 of the Consolidated Financial Statements for further detail.

(7)

Foreign company or foreign co-borrower at the time of investment and, as a result, is not a qualifying asset under Section 55(a) of the 1940 Act.

(8)

Company pays 0.50% unfunded commitment fee on delayed draw term loan and/or revolving loan facilities.

(9)

The negative cost is the result of the capitalized discount being greater than the principal amount outstanding on the loan.

(10)

Member interests of limited liability companies are the equity equivalents of the stock of corporations.

(11)

In certain instances, at the option of the issuer, interest can be paid in cash or cash and PIK. The percentage of PIK shown is the maximum PIK that can be elected by the company.

(12)

Equity ownership may be held in shares or units of companies related to the portfolio company.

(13)

Interest held by a wholly owned subsidiary of First Eagle Alternative Capital BDC, Inc.

(14)

Investments that the Company has determined are not “qualifying assets” under Section 55(a) of the 1940 Act. The status of these assets under the 1940 Act is subject to change. The Company monitors the status of these assets on an ongoing basis.

(15)

As defined in Section 2(a)(9) of the 1940 Act, the Company is deemed to control this portfolio company because it owns more than 25% of the portfolio company’s outstanding voting securities. See Schedule 12-14 in the accompanying notes to the consolidated financial statements for transactions for the nine months ended September 30, 2022 in which the issuer was a portfolio company that the Company is deemed to control.

(16)

On December 3, 2014, the Company entered into an agreement with Perspecta (as described in Note 3 hereto) to create First Eagle Logan JV, LLC (formerly known as THL Credit Logan JV LLC), or Logan JV, a joint venture, which invests primarily in senior secured first lien term loans. All Logan JV investment decisions must be unanimously approved by the Logan JV investment committee consisting of one representative from each of the Company and Perspecta. Although the Company owns more than 25% of the voting securities of Logan JV, the Company does not believe that it has control over Logan JV (other than for purposes of the 1940 Act).

(17)

Preferred stock.

(18)

Common stock and member interest.

(19)

Loan was on non-accrual as of September 30, 2022.

(20)

Includes $577 of cost and $0 of fair value related to a non-controlling interest as a result of consolidating a blocker corporation that holds equity in OEM Group, LLC as of September 30, 2022.

(21)

Investment is measured at fair value using net asset value.

(22)

Company pays 1.00% unfunded commitment fee on delayed draw term loan facility.

(23)

Company pays 0.25% unfunded commitment fee on revolving loan facility.

(24)

Restructured loan for which income is not being recognized as of September 30, 2022.

(25)

The underlying investment of SPST Investors II, LLC is SPST Holdings, LLC which the Company holds 0.40% ownership interest in SPST Holdings, LLC’s common shares, and 0.44% ownership interest in SPST Holdings, LLC’s preferred shares.

(26)

On January 1, 2021, the loan was placed in forbearance, with a forbearance termination date subsequently amended to December 31, 2022.

(27)

Investments are valued using market quotations. Refer to the Level 2 fair value measurements quantitative information table in Note 3 of the Consolidated Financial Statements for further detail.

(28)

Investment is valued using public stock price. Refer to the Level 1 fair value measurements quantitative information table in Note 3 of the Consolidated Financial Statements for further detail.

(29)

Company receives 0.75% unfunded commitment fee on delayed draw term loan facility.

(30)

Company receives 5.00% unfunded commitment fee on delayed draw term loan facility.

(31)

Investments are valued using a single source market quotation. Refer to the Level 3 fair value measurements quantitative information table in Note 3 of the Consolidated Financial Statements for further detail.

See accompanying notes to these consolidated financial statements.

First Eagle Alternative Capital BDC, Inc. and Subsidiaries

Consolidated Schedules of Investments

December 31, 2021

(dollar amounts in thousands)

Initial

Maturity/

Principal(5)

Acquisition

Dissolution

No. of Shares /

Type of Investment/Portfolio company (1)(2)(3)

Industry

Interest Rate(4)

Date

No. of Units

Amortized Cost

Fair Value (6)

Non-controlled/non-affiliated investments

First lien senior secured debt

—148.57% of net asset value

Canada

—4.61% of net asset value

Hudson's Bay Company ULC (7)

Retail

8.3% (LIBOR + 7.3%)

9/30/2021

9/29/2026

7,000

6,869

6,862

PDFTron Systems Inc. (7)

Services: Business

6.5% (LIBOR + 5.5%)

7/15/2021

7/13/2027

1,637

1,606

1,604

PDFTron Systems Inc. (7)(8)(9)

Services: Business

6.5% (LIBOR + 5.5%)

7/15/2021

7/15/2026

—

)

—

PDFTron Systems Inc. (7)(22)

Services: Business

6.5% (LIBOR + 5.5%)

7/15/2021

7/13/2027

328

322

Subtotal Canada

8,965

8,792

8,788

Midwest

—16.12% of net asset value

Advanced Web Technologies

Containers, Packaging, & Glass

6.8% (LIBOR + 5.8%)

12/17/2020

12/17/2026

2,032

1,999

2,032

Advanced Web Technologies (8)

Containers, Packaging, & Glass

6.8% (LIBOR + 5.8%)

12/17/2020

12/17/2026

Advanced Web Technologies (22)

Containers, Packaging, & Glass

6.8% (LIBOR + 5.8%)

12/17/2020

12/17/2026

433

420

433

Doxa Insurance Holdings, LLC

Insurance

7.3% (LIBOR + 6.3%)

12/4/2020

12/4/2026

1,584

1,552

1,584

Doxa Insurance Holdings, LLC (8)(9)

Insurance

7.3% (LIBOR + 6.3%)

12/4/2020

12/4/2026

—

)

—

Doxa Insurance Holdings, LLC(22)

Insurance

7.3% (LIBOR + 6.3%)

12/4/2020

12/4/2026

1,916

1,876

1,916

Doxa Insurance Holdings, LLC(22)

Insurance

7.3% (LIBOR + 6.3%)

8/16/2021

12/4/2026

721

680

721

1-800 Hansons, LLC (11)

Services: Consumer

10.5% (LIBOR + 9.5%) (9.5% Cash + 1.0% PIK)

10/19/2017

10/19/2022

3,311

3,301

3,145

1-800 Hansons, LLC (8)

Services: Consumer

9.5% (LIBOR + 8.5%)

10/19/2017

10/19/2022

209

208

199

IRC Opco LLC

Healthcare & Pharmaceuticals

6.5% (LIBOR + 5.5%)

1/4/2019

1/4/2023

5,288

5,274

5,235

IRC Opco LLC (8)(9)

Healthcare & Pharmaceuticals

6.5% (LIBOR + 5.5%)

1/4/2019

1/5/2026

—

)

—

IRC Opco LLC

Healthcare & Pharmaceuticals

6.5% (LIBOR + 5.5%)

7/1/2021

1/4/2023

995

982

985

IRC Opco LLC

Healthcare & Pharmaceuticals

6.3% (LIBOR + 5.3%)

10/21/2021

1/4/2026

249

246

247

Matilda Jane Holdings, Inc.

Consumer Goods: Non-Durable

9.5% (LIBOR + 8.5%)

4/28/2017

5/1/2022

11,251

11,231

10,351

Matilda Jane Holdings, Inc. (8)

Consumer Goods: Non-Durable

9.5% (LIBOR + 8.5%)

10/30/2020

5/1/2022

326

300

Tricor Borrower, LLC

Banking

6.3% (LIBOR + 5.3%)

10/22/2021

10/22/2026

3,223

3,176

3,175

See accompanying notes to these consolidated financial statements.

First Eagle Alternative Capital BDC, Inc. and Subsidiaries

Consolidated Schedules of Investments

December 31, 2021

(dollar amounts in thousands)

Initial

Maturity/

Principal(5)

Acquisition

Dissolution

No. of Shares /

Type of Investment/Portfolio company (1)(2)(3)

Industry

Interest Rate(4)

Date

No. of Units

Amortized Cost

Fair Value (6)

Tricor Borrower, LLC(8)(9)

Banking

6.3% (LIBOR + 5.3%)

10/22/2021

10/22/2026

—

)

—

Tricor Borrower, LLC(22)

Banking

6.3% (LIBOR + 5.3%)

10/22/2021

10/22/2026

405

389

399

Subtotal Midwest

31,970

31,669

30,749

Northeast

—38.19% of net asset value

3SI Security Systems

Services: Consumer

6.8% (LIBOR + 5.8%)

12/17/2019

6/16/2023

3,905

3,888

3,905

Alcanza Clinical Research

Healthcare & Pharmaceuticals

6.3% (LIBOR + 5.3%)

12/21/2021

12/15/2027

500

493

492

Alcanza Clinical Research(8)(9)

Healthcare & Pharmaceuticals

6.3% (LIBOR + 5.3%)

12/21/2021

12/15/2027

—

)

—

Alcanza Clinical Research(9)(22)

Healthcare & Pharmaceuticals

6.3% (LIBOR + 5.3%)

12/21/2021

12/15/2027

—

)

—

Aurotech, LLC (19)

High Tech Industries

8.0% (LIBOR + 7.0%)

10/30/2020

10/30/2025

2,939

2,890

1,690

Aurotech, LLC (8)(9)(19)

High Tech Industries

8.0% (LIBOR + 7.0%)

10/30/2020

10/30/2025

—

)

—

Automated Control Concepts, Inc.

High Tech Industries

6.5% (LIBOR + 5.5%)

10/22/2021

10/22/2026

2,660

2,621

2,620

Automated Control Concepts, Inc.(8)

High Tech Industries

6.5% (LIBOR + 5.5%)

10/22/2021

10/22/2026

167

155

164

Cedar Services Group, LLC

Sovereign & Public Finance

7.0% (LIBOR + 6.0%)

6/9/2021

6/11/2027

2,904

2,863

2,875

Cedar Services Group, LLC (8)(9)

Sovereign & Public Finance

7.0% (LIBOR + 6.0%)

6/9/2021

6/11/2027

—

(11

)

—

Cedar Services Group, LLC (22)

Sovereign & Public Finance

7.0% (LIBOR + 6.0%)

6/9/2021

6/11/2027

1,274

1,254

1,261

Certify, Inc.

Services: Business

6.5% (LIBOR + 5.5%)

2/28/2019

2/28/2024

1,544

1,534

1,544

Certify, Inc. (23)

Services: Business

6.5% (LIBOR + 5.5%)

2/28/2019

2/28/2024

211

209

211

Certify, Inc. (8)

Services: Business

6.5% (LIBOR + 5.5%)

2/28/2019

2/28/2024

ConvenientMD

Healthcare & Pharmaceuticals

6.0% (LIBOR + 5.0%)

6/9/2021

6/15/2027

5,473

5,396

5,473

ConvenientMD (8)(9)

Healthcare & Pharmaceuticals

6.0% (LIBOR + 5.0%)

6/9/2021

6/15/2027

—

)

—

ConvenientMD (9)(22)

Healthcare & Pharmaceuticals

6.0% (LIBOR + 5.0%)

6/9/2021

6/15/2027

—

)

—

Danforth Advisors

Services: Business

6.3% (LIBOR + 5.3%)

12/9/2021

12/9/2027

191

188

Danforth Advisors

Services: Business

6.3% (LIBOR + 5.3%)

12/9/2021

12/9/2027

HealthDrive Corporation

Healthcare & Pharmaceuticals

6.5% (LIBOR + 5.5%)

12/21/2018

12/21/2023

9,700

9,661

9,700

HealthDrive Corporation

Healthcare & Pharmaceuticals

6.5% (LIBOR + 5.5%)

8/30/2021

12/21/2023

100

HealthDrive Corporation (8)(9)

Healthcare & Pharmaceuticals

6.5% (LIBOR + 5.5%)

12/21/2018

12/21/2023

—

)

—

HealthDrive Corporation (22)

Healthcare & Pharmaceuticals

6.5% (LIBOR + 5.5%)

8/30/2021

12/21/2023

Marlin DTC-LS Midco 2, LLC (8)(9)

Services: Consumer

7.5% (LIBOR + 6.5%)

3/5/2021

7/1/2025

—

)

—

Marlin DTC-LS Midco 2, LLC

Services: Consumer

7.5% (LIBOR + 6.5%)

3/5/2021

7/1/2025

3,131

3,081

3,131

See accompanying notes to these consolidated financial statements.

First Eagle Alternative Capital BDC, Inc. and Subsidiaries

Consolidated Schedules of Investments

December 31, 2021

(dollar amounts in thousands)

Initial

Maturity/

Principal(5)

Acquisition

Dissolution

No. of Shares /

Type of Investment/Portfolio company (1)(2)(3)

Industry

Interest Rate(4)

Date

No. of Units

Amortized Cost

Fair Value (6)

Multi Specialty Healthcare LLC

Healthcare & Pharmaceuticals

7.3% (LIBOR + 6.3%)

12/18/2020

12/18/2026

3,752

3,687

3,752

Multi Specialty Healthcare LLC (8)(9)

Healthcare & Pharmaceuticals

7.3% (LIBOR + 6.3%)

12/18/2020

12/18/2026

—

(12

)

—

Multi Specialty Healthcare LLC

Healthcare & Pharmaceuticals

7.3% (LIBOR + 6.3%)

9/24/2021

12/18/2026

100

Multi Specialty Healthcare LLC (8)(9)

Healthcare & Pharmaceuticals

7.3% (LIBOR + 6.3%)

9/24/2021

12/18/2026

—

)

—

Newcleus, LLC

Insurance

6.5% (LIBOR + 5.5%)

8/2/2021

8/2/2026

5,059

4,990

4,983

Newcleus, LLC(8)(9)

Insurance

6.5% (LIBOR + 5.5%)

8/2/2021

8/2/2026

—

)

—

Newcleus, LLC(9)(22)

Insurance

6.5% (LIBOR + 5.5%)

8/2/2021

8/2/2026

—

)

—

NWN Parent Holdings LLC

Telecommunications

7.5% (LIBOR + 6.5%)

5/26/2021

5/7/2026

3,291

3,262

3,175

NWN Parent Holdings LLC (8)

Telecommunications

7.5% (LIBOR + 6.5%)

5/26/2021

5/7/2026

145

140

Own Yourself, LLC

Retail

7.5% (LIBOR + 6.5%)

11/12/2021

11/12/2025

6,000

5,889

5,888

Quartermaster Newco, LLC

Healthcare & Pharmaceuticals

7.3% (LIBOR + 6.0%)

7/31/2020

7/31/2025

3,096

3,074

3,096

Quartermaster Newco, LLC (8)(9)

Healthcare & Pharmaceuticals

7.3% (LIBOR + 6.0%)

7/31/2020

7/31/2025

—

)

—

Revlon Consumer Products Corporation (14)

Consumer Goods: Non-Durable

7.5% (LIBOR + 5.8%)

3/8/2021

5/7/2024

2,500

2,484

2,500

smarTours, LLC

Services: Consumer

7.8% (LIBOR + 6.8%)

12/21/2020

12/31/2024

712

smarTours, LLC (8)(11)

Services: Consumer

8.8% (LIBOR+ 7.8%) (1.0% Cash + 7.8% PIK)

12/21/2020

12/31/2024

2,338

TriStrux, LLC

Telecommunications

6.3% (LIBOR + 5.3%)

12/23/2021

12/15/2026

2,773

2,731

TriStrux, LLC(8)

Telecommunications

6.3% (LIBOR + 5.3%)

12/23/2021

12/15/2026

121

105

119

TriStrux, LLC(9)(29)

Telecommunications

6.3% (LIBOR + 5.3%)

12/23/2021

12/15/2026

—

(11

)

—

USALCO, LLC

Chemicals, Plastics, & Rubber

7.0% (LIBOR + 6.0%)

11/5/2021

10/19/2027

3,000

2,971

2,970

Xcel Brands, Inc.

Consumer Goods: Non-Durable

8.5% (LIBOR + 7.5%)

12/30/2021

4/9/2025

7,031

6,981

6,926

Subtotal Northeast

74,662

73,747

72,829

Southeast

—26.81% of net asset value

A&R Logistics Holdings, Inc.

Transportation: Cargo

7.0% (LIBOR + 6.0%)

7/29/2021

5/3/2025

2,373

2,331

2,373

Alpine X

Services: Business

7.0% (LIBOR + 6.0%)

12/27/2021

12/21/2027

1,426

1,397

Alpine X(8)(9)

Services: Business

7.0% (LIBOR + 6.0%)

12/27/2021

12/21/2027

—

)

—

Alpine X(9)(29)

Services: Business

7.0% (LIBOR + 6.0%)

12/27/2021

12/21/2027

—

)

—

Apex Services Partners, LLC

Capital Equipment

6.3% (LIBOR + 5.3%)

2/11/2020

7/31/2025

5,287

5,252

5,287

ECL Entertainment (27)

Hotel, Gaming, & Leisure

8.3% (LIBOR + 7.5%)

3/31/2021

5/1/2028

2,985

2,957

3,045

GC EOS Buyer, Inc. (27)

Automotive

4.6% (LIBOR + 4.5%)

3/31/2021

8/1/2025

3,959

3,934

3,960

Groundworks Operations, LLC

Construction & Building

6.0% (LIBOR + 5.0%)

7/9/2020

1/17/2026

1,927

1,898

1,927

See accompanying notes to these consolidated financial statements.

First Eagle Alternative Capital BDC, Inc. and Subsidiaries

Consolidated Schedules of Investments

December 31, 2021

(dollar amounts in thousands)

Initial

Maturity/

Principal(5)

Acquisition

Dissolution

No. of Shares /

Type of Investment/Portfolio company (1)(2)(3)

Industry

Interest Rate(4)

Date

No. of Units

Amortized Cost

Fair Value (6)

Groundworks Operations, LLC (8)(9)

Construction & Building

6.0% (LIBOR + 5.0%)

7/9/2020

1/17/2026

—

)

—

Groundworks Operations, LLC (22)

Construction & Building

6.0% (LIBOR + 5.0%)

7/9/2020

1/17/2026

849

840

849

Groundworks Operations, LLC (22)

Construction & Building

6.0% (LIBOR + 5.0%)

7/9/2020

1/17/2026

1,320

1,304

1,320

Groundworks Operations, LLC

Construction & Building

6.0% (LIBOR + 5.0%)

3/18/2021

1/17/2026

2,500

2,468

2,500

Lighthouse Lab Services

Healthcare & Pharmaceuticals

6.0% (LIBOR + 5.0%)

10/25/2021

10/25/2027

5,394

5,315

5,313

Lighthouse Lab Services(8)

Healthcare & Pharmaceuticals

6.0% (LIBOR + 5.0%)

10/25/2021

10/25/2027

614

591

604

Lighthouse Lab Services

Healthcare & Pharmaceuticals

6.0% (LIBOR + 5.0%)

10/25/2021

10/25/2027

—

Quorum Health Resources

Healthcare & Pharmaceuticals

6.3% (LIBOR + 5.3%)

5/28/2021

5/26/2027

5,366

5,319

5,313

Quorum Health Resources (8)(9)

Healthcare & Pharmaceuticals

6.3% (LIBOR + 5.3%)

5/28/2021

5/26/2027

—

)

—

SuperHero Fire Protection, LLC

Services: Business

7.3% (LIBOR + 6.3%)

9/1/2021

9/1/2026

4,294

4,232

4,229

SuperHero Fire Protection, LLC (8)

Services: Business

7.3% (LIBOR + 6.3%)

9/1/2021

9/1/2026

109

103

107

SuperHero Fire Protection, LLC (22)

Services: Business

7.3% (LIBOR + 6.3%)

9/1/2021

9/1/2026

691

673

681

Technology Partners, LLC

High Tech Industries

6.5% (LIBOR + 5.5%)

11/16/2021

11/16/2027

4,668

4,576

4,574

Technology Partners, LLC(8)(9)

High Tech Industries

6.5% (LIBOR + 5.5%)

11/16/2021

11/16/2027

—

(15

)

—

Technology Partners, LLC(9)(22)

High Tech Industries

6.5% (LIBOR + 5.5%)

11/16/2021

11/16/2027

—

(10

)

—

The Mulch & Soil Company, LLC

Environmental Industries

6.8% (LIBOR + 5.8%)

4/30/2021

4/30/2026

3,483

3,418

3,448

The Mulch & Soil Company, LLC (8)

Environmental Industries

6.8% (LIBOR + 5.8%)

4/30/2021

4/30/2026

461

444

456

TTF Holdings, LLC (Soliant)

Healthcare & Pharmaceuticals

5.0% (LIBOR + 4.3%)

3/31/2021

3/25/2028

3,730

3,705

3,739

Subtotal Southeast

51,436

50,711

51,122

Southwest

—15.92% of net asset value

Allied Wireline Services, LLC (11)(24)

Energy: Oil & Gas

10.0% PIK

6/15/2020

6/15/2025

5,446

4,971

3,903

BCDI Rodeo Dental Buyer, LLC

Healthcare & Pharmaceuticals

6.0% (LIBOR + 5.0%)

5/14/2019

5/14/2025

5,798

5,764

5,769

BCDI Rodeo Dental Buyer, LLC (8)

Healthcare & Pharmaceuticals

6.0% (LIBOR + 5.0%)

5/14/2019

5/14/2025

565

556

563

BCDI Rodeo Dental Buyer, LLC (8)

Healthcare & Pharmaceuticals

6.0% (LIBOR + 5.0%)

5/14/2019

5/14/2025

1,295

1,287

1,289

BCDI Rodeo Dental Buyer, LLC (9)(29)

Healthcare & Pharmaceuticals

6.0% (LIBOR + 5.0%)

11/22/2021

11/22/2027

—

)

—

Camin Cargo Control, Inc.

Services: Business

7.5% (LIBOR + 6.5%)

6/10/2021

6/4/2026

3,731

3,698

3,694

Endo1 Partners(30)

Healthcare & Pharmaceuticals

6.0% (LIBOR + 5.0%)

12/17/2021

3/24/2026

483

463

473

Owl Landfill Services, LLC

Environmental Industries

6.8% (LIBOR + 5.8%)

6/30/2021

6/30/2026

3,512

3,463

3,477

Riveron Acquisition Holdings, Inc.

Finance

6.8% (LIBOR + 5.8%)

5/22/2019

5/22/2025

8,097

8,006

8,097

TMA Buyer, LLC

High Tech Industries

6.8% (LIBOR + 5.8%)

9/30/2021

9/30/2027

3,137

3,092

3,090

See accompanying notes to these consolidated financial statements.

First Eagle Alternative Capital BDC, Inc. and Subsidiaries

Consolidated Schedules of Investments

December 31, 2021

(dollar amounts in thousands)

Initial

Maturity/

Principal(5)

Acquisition

Dissolution

No. of Shares /

Type of Investment/Portfolio company (1)(2)(3)

Industry

Interest Rate(4)

Date

No. of Units

Amortized Cost

Fair Value (6)

TMA Buyer, LLC(8)(9)

High Tech Industries

6.8% (LIBOR + 5.8%)

9/30/2021

9/30/2027

—

)

—

TMA Buyer, LLC(9)(22)

High Tech Industries

6.8% (LIBOR + 5.8%)

9/30/2021

9/30/2027

—

)

—

Subtotal Southwest

32,064

31,286

30,355

West

—46.92% of net asset value

A&A Global Imports, LLC

Containers, Packaging, & Glass

7.0% (LIBOR + 6.0%)

6/1/2021

6/1/2026

2,242

2,201

2,231

A&A Global Imports, LLC (8)

Containers, Packaging, & Glass

7.0% (LIBOR + 6.0%)

6/1/2021

6/1/2026

196

182

195

Action Point, Inc (8)

Chemicals, Plastics, & Rubber

7.5% (LIBOR + 6.5%)

12/17/2020

6/17/2026

100

Action Point, Inc

Chemicals, Plastics, & Rubber

7.5% (LIBOR + 6.5%)

5/5/2021

11/5/2026

515

505

515

Action Point, Inc

Chemicals, Plastics, & Rubber

7.5% (LIBOR + 6.5%)

12/17/2020

6/17/2026

3,300

3,244

3,300

Action Point, Inc

Chemicals, Plastics, & Rubber

7.5% (LIBOR + 6.5%)

11/30/2021

11/30/2026

250

246

250

Alpine SG, LLC

High Tech Industries

6.5% (LIBOR + 5.5%)

11/5/2021

11/5/2027

5,607

5,515

5,523

Alpine SG, LLC(8)(9)

High Tech Industries

6.5% (LIBOR + 5.5%)

11/5/2021

11/5/2027

—

)

—

CC Amulet Management, LLC

Healthcare & Pharmaceuticals

6.0% (LIBOR + 5.0%)

8/31/2021

8/31/2027

5,129

5,056

5,052

CC Amulet Management, LLC(8)

Healthcare & Pharmaceuticals

7.3% (Prime + 4.0%)

8/31/2021

8/31/2027

256

245

252

CC Amulet Management, LLC(9)(22)

Healthcare & Pharmaceuticals

6.0% (LIBOR + 5.0%)

8/31/2021

8/31/2027

—

)

—

DTI Holdco, Inc. (27)

Services: Business

5.8% (LIBOR + 4.8%)

3/31/2021

9/29/2023

3,918

3,835

3,860

EBS Intermediate LLC

Services: Consumer

6.0% (LIBOR + 5.0%)

10/2/2018

10/2/2023

7,694

7,646

7,694

EBS Intermediate LLC (8)(9)

Services: Consumer

6.0% (LIBOR + 5.0%)

10/2/2018

10/2/2023

—

(10

)

—

EBS Intermediate LLC

Services: Consumer

6.0% (LIBOR + 5.0%)

5/5/2021

10/2/2023

248

244

248

Evergreen Services Group, LLC

High Tech Industries

7.0% (LIBOR + 6.0%)

11/13/2018

6/6/2024

9,244

9,215

9,244

Gener8, LLC

Services: Business

6.5% (LIBOR + 5.5%)

8/14/2018

8/8/2023

5,797

5,768

5,797

Gener8, LLC (8)

Services: Business

6.5% (LIBOR + 5.5%)

8/14/2018

8/8/2023

600

593

600

Gener8, LLC

Services: Business

6.5% (LIBOR + 5.5%)

11/30/2021

8/8/2023

249

245

249

iLending LLC

Banking

7.5% (LIBOR + 6.5%)

6/21/2021

6/21/2026

4,413

4,353

4,414

iLending LLC (8)(9)

Banking

7.5% (LIBOR + 6.5%)

6/21/2021

6/21/2026

—

(10

)

—

Ingenio, LLC

Media: Broadcasting & Subscription

8.0% (LIBOR + 7.0%)

8/3/2021

8/3/2026

5,270

5,198

5,191

Integrated Pain Management Medical Group, Inc.

Healthcare & Pharmaceuticals

7.5% (LIBOR + 6.5%)

6/7/2021

6/17/2026

3,204

3,146

3,204

Integrated Pain Management Medical Group, Inc.(9)(22)

Healthcare & Pharmaceuticals

7.5% (LIBOR + 6.5%)

6/7/2021

6/17/2026

—

)

—

Integrated Pain Management Medical Group, Inc.(8)(9)

Healthcare & Pharmaceuticals

7.5% (LIBOR + 6.5%)

6/7/2021

6/17/2026

—

)

—

Lash Opco LLC

Consumer Goods: Non-Durable

9.3% (Prime + 6.0%)

9/18/2020

3/18/2026

2,992

2,934

2,992

See accompanying notes to these consolidated financial statements.

First Eagle Alternative Capital BDC, Inc. and Subsidiaries

Consolidated Schedules of Investments

December 31, 2021

(dollar amounts in thousands)


			Initial	Maturity/	Principal(5)
			Acquisition	Dissolution	No. of Shares /
Type of Investment/Portfolio company (1)(2)(3)	Industry	Interest Rate(4)	Date	Date	No. of Units		Amortized Cost			Fair Value (6)
Lash Opco LLC (8)(9)	Consumer Goods: Non-Durable	8.0% (LIBOR + 7.0%)	8/18/2021	8/18/2026		—		(8	)		—
Lash Opco LLC	Consumer Goods: Non-Durable	8.0% (LIBOR + 7.0%)	8/18/2021	1/18/2027		3,050		2,984			3,050
Lash Opco LLC	Consumer Goods: Non-Durable	9.3% (Prime + 6.0%)	12/31/2020	3/18/2026		990		969			990
MarkLogic Corporation	High Tech Industries	7.0% (LIBOR + 6.0%)	10/20/2020	10/20/2025		3,119		3,064			3,119
MarkLogic Corporation(8)(9)	High Tech Industries	7.0% (LIBOR + 6.0%)	10/20/2020	10/20/2025		—		(4	)		—
MarkLogic Corporation	High Tech Industries	7.0% (LIBOR + 6.0%)	11/23/2021	10/20/2025		847		830			847
MarkLogic Corporation(8)(9)	High Tech Industries	7.0% (LIBOR + 6.0%)	11/23/2021	10/20/2025		—		(6	)		—
MeriCal, LLC	Consumer Goods: Non-Durable	7.3% (LIBOR + 6.3%)	11/16/2018	11/16/2023		7,342		7,342			7,342
Sequoia Consulting Group, LLC	Healthcare & Pharmaceuticals	6.8% (LIBOR + 5.8%)	12/17/2021	11/23/2026		197		194			194
Sequoia Consulting Group, LLC(8)(9)	Healthcare & Pharmaceuticals	6.8% (LIBOR + 5.8%)	12/17/2021	11/23/2026		—		(1	)		—
Socius Insurance Services, Inc.	Banking	6.3% (LIBOR + 5.3%)	6/30/2021	6/30/2027		2,933		2,878			2,903
Socius Insurance Services, Inc. (8)(9)	Banking	6.3% (LIBOR + 5.3%)	6/30/2021	6/30/2027		—		(10	)		—
Socius Insurance Services, Inc. (9)(22)	Banking	6.3% (LIBOR + 5.3%)	6/30/2021	6/30/2027		—		(17	)		—
SolutionReach, Inc.	Services: Consumer	6.8% (LIBOR + 5.8%)	1/17/2019	1/17/2024		5,930		5,881			5,930
SolutionReach, Inc. (8)(9)	Services: Consumer	6.8% (LIBOR + 5.8%)	1/17/2019	1/17/2024		—		(8	)		—
SRS Acquiom Holdings LLC	Finance	7.0% (LIBOR + 6.0%)	11/8/2018	11/8/2024		4,200		4,180			4,200
				Subtotal West	$	89,832	$	88,687		$	89,486

		Subtotal first lien senior secured debt			$	288,929	$	284,892		$	283,329

Second lien debt
—2.50% of net asset value
Northeast
—2.50% of net asset value
Merchants Capital Access, LLC (14)	Banking	11.5% (LIBOR + 10.5%)	4/20/2015	4/30/2022	$	4,250	$	4,246		$	4,250
smarTours, LLC(11)(19)	Services: Consumer	8.8% PIK (LIBOR + 7.8%)	12/21/2020	12/31/2024		1,417		635			524
				Subtotal Northeast	$	5,667	$	4,881		$	4,774

			Subtotal second lien debt		$	5,667	$	4,881		$	4,774
Equity investments
—1.59% of net asset value
Midwest
—0.10% of net asset value

See accompanying notes to these consolidated financial statements.

First Eagle Alternative Capital BDC, Inc. and Subsidiaries

Consolidated Schedules of Investments

December 31, 2021

(dollar amounts in thousands)


			Initial	Maturity/	Principal(5)
			Acquisition	Dissolution	No. of Shares /
Type of Investment/Portfolio company (1)(2)(3)	Industry	Interest Rate(4)	Date	Date	No. of Units		Amortized Cost		Fair Value (6)
Doxa Insurance Holdings, LLC (10)(13)(18)	Insurance		12/4/2020			174,984	$	173	$	194
Matilda Jane Holdings, Inc. (12)(17)	Consumer Goods: Non-Durable		4/28/2017			2,587,855		489		—
			Subtotal Midwest				$	662	$	194
Northeast
—1.25% of net asset value
Certify, Inc. (18)	Services: Business		2/28/2019			841	$	175	$	254
Specialty Brands Holdings, LLC (10)(17)	Services: Business		6/29/2018			58		—		—
Specialty Brands Holdings, LLC (10)(18)	Services: Business		6/29/2018			1,232		—		—
SPST Holdings, LLC (10)(13)(18)	Services: Consumer		12/21/2020			820,040		216		—
SPST Holdings, LLC (10)(13)(17)	Services: Consumer		12/21/2020			3,237		—		—
SPST Investors II, LLC (10)(13)(18)(25)	Services: Consumer		12/21/2020			51,095		51		—
Wheels Up Experience Inc. (13)(14)(18)(28)	Transportation: Consumer		1/31/2014			460,392		1,000		2,136
			Subtotal Northeast				$	1,442	$	2,390
Southeast
—0.00% of net asset value
Virtus Aggregator, LLC (10)(13)(14)(18)	Healthcare & Pharmaceuticals		5/7/2020			10	$	32	$	—
			Subtotal Southeast				$	32	$	—
Southwest
—0.00% of net asset value
Allied Wireline Services, LLC (10)(13)(18)	Energy: Oil & Gas		6/15/2020			4,538		144		—
Allied Wireline Services, LLC (10)(13)(18)	Energy: Oil & Gas		6/15/2020			2,063		—		—
			Subtotal Southwest				$	144	$	-
West
—0.24% of net asset value
MeriCal, LLC (10) (12) (17)	Consumer Goods: Non-Durable		9/30/2016			521	$	505	$	455
MeriCal, LLC (10) (12) (18)	Consumer Goods: Non-Durable		9/30/2016			5,334		10		—
			Subtotal West				$	515	$	455

				Subtotal equity			$	2,795	$	3,039
Investments in funds

See accompanying notes to these consolidated financial statements.

First Eagle Alternative Capital BDC, Inc. and Subsidiaries

Consolidated Schedules of Investments

December 31, 2021

(dollar amounts in thousands)


			Initial	Maturity/	Principal(5)
			Acquisition	Dissolution	No. of Shares /
Type of Investment/Portfolio company (1)(2)(3)	Industry	Interest Rate(4)	Date	Date	No. of Units		Amortized Cost		Fair Value (6)
—1.92% of net asset value
Midwest
—1.61% of net asset value
Freeport Financial SBIC Fund LP (14)(18)(21)	Investment Funds And Vehicles		6/14/2013				$	2,957	$	3,070
				Subtotal Midwest			$	2,957	$	3,070
Southwest
—0.20% of net asset value
ACON Igloo Investors I, LLC (10)(18)(21)	Investment Funds And Vehicles		4/30/2014				$	1,673	$	385
				Subtotal Southwest			$	1,673	$	385
West
—0.11% of net asset value
Gryphon Partners 3.5, L.P. (14)(18)(21)	Investment Funds And Vehicles		11/20/2012				$	299	$	210
				Subtotal West			$	299	$	210

			Subtotal investments in funds				$	4,929	$	3,665

Total non-controlled/non-affiliated investments
—154.59% of net asset value							$	297,497	$	294,807

Controlled investments
—51.01% of net asset value

First lien senior secured debt
—8.56% of net asset value
Southeast
—3.64% of net asset value
Loadmaster Derrick & Equipment, Inc. (11)(15)(19)(26)	Energy: Oil & Gas	11.3% (LIBOR + 10.3% PIK)	7/1/2016	12/31/2022	$	12,608	$	7,307	$	—
Loadmaster Derrick & Equipment, Inc. (11)(15)(19)(26)	Energy: Oil & Gas	13.0% (LIBOR + 12.0% PIK)	7/1/2016	12/31/2022		3,034		1,053		—
Loadmaster Derrick & Equipment, Inc. (11)(15)(19)(26)	Energy: Oil & Gas	11.3% (LIBOR+ 10.3% PIK)	1/17/2017	12/31/2022		10,666		7,825		6,933

See accompanying notes to these consolidated financial statements.

First Eagle Alternative Capital BDC, Inc. and Subsidiaries

Consolidated Schedules of Investments

December 31, 2021

(dollar amounts in thousands)


			Initial	Maturity/	Principal(5)
			Acquisition	Dissolution	No. of Shares /
Type of Investment/Portfolio company (1)(2)(3)	Industry	Interest Rate(4)	Date	Date	No. of Units		Amortized Cost		Fair Value (6)
				Subtotal Southeast	$	26,308	$	16,185	$	6,933
Southwest
—4.92% of net asset value
OEM Group, LLC (15)	Capital Equipment	8.5% (LIBOR + 7.5%)	9/30/2020	9/30/2025	$	9,385	$	9,385	$	9,385
				Subtotal Southwest	$	9,385	$	9,385	$	9,385

			Subtotal first lien senior secured debt		$	35,693	$	25,570	$	16,318

Second lien debt
—4.27% of net asset value
Southwest
—4.27% of net asset value
OEM Group, LLC (11)(15)(24)	Capital Equipment	10.0% PIK	9/30/2020	9/30/2025	$	49,884	$	22,203	$	8,151
				Subtotal Southwest	$	49,884	$	22,203	$	8,151

			Subtotal second lien debt		$	49,884	$	22,203	$	8,151

Equity investments
—0.00% of net asset value
Southeast
—0.00% of net asset value
Loadmaster Derrick & Equipment, Inc. (15)(17)	Energy: Oil & Gas		7/1/2016			2,956	$	1,114	$	—
Loadmaster Derrick & Equipment, Inc. (15)(18)	Energy: Oil & Gas		12/21/2016			12,131		—		—
				Subtotal Southeast			$	1,114	$	—
Southwest
—0.00% of net asset value

See accompanying notes to these consolidated financial statements.

First Eagle Alternative Capital BDC, Inc. and Subsidiaries

Consolidated Schedules of Investments

December 31, 2021

(dollar amounts in thousands)


			Initial	Maturity/	Principal(5)
			Acquisition	Dissolution	No. of Shares /
Type of Investment/Portfolio company (1)(2)(3)	Industry	Interest Rate(4)	Date	Date	No. of Units		Amortized Cost		Fair Value (6)
OEM Group, LLC (10)(12)(13)(15)(18)(20)	Capital Equipment		3/16/2016			20,000	$	8,890	$	—
				Subtotal Southwest			$	8,890	$	—

				Subtotal equity			$	10,004	$	—

Investments in funds
—38.18% of net asset value
Northeast
—38.18% of net asset value
First Eagle Logan JV, LLC (10)(14)(15)(16)(18)(21)	Investment Funds And Vehicles		12/3/2014				$	91,887	$	72,803
				Subtotal Northeast			$	91,887	$	72,803

			Subtotal investments in funds				$	91,887	$	72,803
Total controlled investments
—51.01% of net asset value							$	149,664	$	97,272

Non-controlled/affiliated investments
—0.00% of net asset value
Investments in funds
—0.00% of net asset value
Northeast
—0.00% of net asset value
First Eagle Greenway Fund II, LLC (10)(14)(18)(21)	Investment Funds And Vehicles		3/1/2013				$	1	$	—
				Subtotal Northeast			$	1	$	—

			Subtotal investments in funds				$	1	$	—

Total non-controlled/affiliated investments

—0.00% of net asset value							$	1	$	—

Total investments—205.59% of net asset value							$	447,162	$	392,079

(1)

(2)

All investments are pledged as collateral under the Revolving Facility.

See accompanying notes to these consolidated financial statements.

First Eagle Alternative Capital BDC, Inc. and Subsidiaries

Consolidated Schedules of Investments

December 31, 2021

(dollar amounts in thousands)

(3)

As of December 31, 2021, 25.0% and 23.9% of the Company’s total investments on a cost and fair value basis, respectively, are in non-qualifying assets. The Company may not acquire any non-qualifying assets unless, at the time of the acquisition, qualifying assets represent at least 70% of the Company’s total assets.

(4)

Variable interest rate investments bear interest in reference to London Interbank offer rate, or LIBOR, or Alternate Base Rate, or ABR, which are effective as of December 31, 2021. LIBOR loans are typically indexed to 30-day, 60-day, 90-day or 180-day LIBOR rates, at the borrower’s option, and ABR rates are typically indexed to the current prime rate or federal funds rate. Each of LIBOR and ABR rates may be subject to interest floors. As of December 31, 2021, the 30-day, 60-day, 90-day and 180-day LIBOR rates were 0.10%, 0.15%, 0.21% and 0.34%, respectively.

(5)

Principal includes accumulated PIK interest and is net of repayments.

(6)

(7)

Foreign company or foreign co-borrower at the time of investment and, as a result, is not a qualifying asset under Section 55(a) of the 1940 Act.

(8)

Company receives 0.50% unfunded commitment fee on delayed draw term loan and/or revolving loan facilities.

(9)

The negative cost is the result of the capitalized discount being greater than the principal amount outstanding on the loan.

(10)

Member interests of limited liability companies are the equity equivalents of the stock of corporations.

(11)

In certain circumstances, at the option of the issuer, interest can be paid in cash or cash and PIK. The percentage of PIK shown is the maximum PIK that can be elected by the company.

(12)

Equity ownership may be held in shares or units of companies related to the portfolio company.

(13)

Interest held by a wholly owned subsidiary of First Eagle Alternative Capital BDC, Inc.

(14)

(15)

As defined in Section 2(a)(9) of the 1940 Act, the Company is deemed to control this portfolio company because it owns more than 25% of the portfolio company’s outstanding voting securities. See Schedule 12-14 in the accompanying notes to the consolidated financial statements for transactions for the year ended December 31, 2021 in which the issuer was a portfolio company that the Company is deemed to control.

(16)

(17)

Preferred stock.

(18)

Common stock and member interest.

(19)

Loan was on non-accrual as of December 31, 2021.

(20)

Includes $577 of cost and $0 of fair value related to a non-controlling interest as a result of consolidating a blocker corporation that holds equity in OEM Group, LLC as of December 31, 2021.

(21)

Investment is measured at fair value using net asset value.

(22)

Company receives 1.00% unfunded commitment fee on revolving loan facility.

(23)

Company receives 0.25% unfunded commitment fee on delayed draw term loan facility.

(24)

Restructured loan for which income is not being recognized as of December 31, 2021.

(25)

(26)

On January 1, 2021, the loan was placed in forbearance, with a forbearance termination date subsequently amended to December 31, 2022.

(27)

Investments are valued using market quotations. Refer to the Level 2 fair value measurements quantitative information table in Note 3 of the Consolidated Financial Statements for further detail.

(28)

Investment is valued using public stock price. Refer to the Level 1 fair value measurements quantitative information table in Note 3 of the Consolidated Financial Statements for further detail.

(29)

Company receives 0.75% unfunded commitment fee on delayed draw term loan facility.

(30)

Company receives 5.00% unfunded commitment fee on delayed draw term loan facility.

See accompanying notes to these consolidated financial statements.

First Eagle Alternative Capital BDC, Inc. and Subsidiaries

Notes to Consolidated Financial Statements

September 30, 2022

(in thousands, except per share data)

(unaudited)

1. Organization

First Eagle Alternative Capital BDC, Inc. (formerly known as THL Credit, Inc.), or the Company, was organized as a Delaware corporation on May 26, 2009. The Company has elected to be regulated as a business development company, or BDC, under the Investment Company Act of 1940, as amended, or 1940 Act. The Company has elected to be treated for tax purposes as a regulated investment company, or RIC, under the Internal Revenue Code of 1986, as amended, or the Code. The Company’s investment objective is to generate both current income and capital appreciation, primarily through privately negotiated investments in debt and equity securities of middle market companies.

The Company has established from time to time wholly owned subsidiaries or other subsidiaries that are structured as Delaware entities, or as tax blockers, to hold equity or equity-like investments in portfolio companies organized as limited liability companies, or LLCs (or other forms of pass-through entities). Corporate subsidiaries are not consolidated for income tax purposes and may incur income tax expense as a result of their ownership of portfolio companies.

The Company has a wholly owned subsidiary, First Eagle Alternative Capital Agent, Inc., which serves as the administrative agent on certain investment transactions.

2. Significant Accounting Policies and Recent Accounting Pronouncements

Basis of Presentation

The Company is an investment company following the accounting and reporting guidance under the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946, Financial Services—Investment Companies.

The consolidated financial statements include the accounts of the Company and its subsidiaries. All inter-company accounts and transactions have been eliminated in consolidation. In accordance with Article 6 of Regulation S-X under the Securities Act of 1933, as amended, and the Securities and Exchange Act of 1934, as amended, the Company generally will not consolidate its interest in any company other than majority owned investment company subsidiaries and controlled operating companies substantially all of whose business consists of providing services to the Company.

The accompanying consolidated financial statements of the Company have been presented in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the requirements for reporting on Form 10-Q and Article 10 of Regulation S-X. Accordingly, certain disclosures accompanying annual financial statements prepared in accordance with GAAP are omitted. In the opinion of management, the unaudited financial results included herein contain all adjustments, consisting solely of normal accruals, considered necessary for the fair statement of financial statements for the interim period included herein. The current period’s results of operations are not necessarily indicative of the operating results to be expected for the period ending December 31, 2022.

The information included in this Form 10-Q should be read in conjunction with Management’s Discussion and Analysis of Financial Condition and Results of Operations and the audited consolidated financial statements and notes thereto included in the Company’s annual report on Form 10-K for the year ended December 31, 2021 filed with the SEC on March 3, 2022. The financial results of the Company’s portfolio companies are not consolidated in the financial statements.

The accounting records of the Company are maintained in U.S. dollars.

Consolidation

The Company follows the guidance in ASC Topic 946 Financial Services—Investment Companies and will not generally consolidate its investment in a company other than substantially owned investment company subsidiaries or a controlled operating company whose business consists of providing services to the Company. The Company consolidated the results of its substantially owned subsidiaries in its consolidated financial statements. The Company does not consolidate its non-controlling interest in First Eagle Logan JV, LLC or Logan JV. See also the disclosure under the heading, First Eagle Logan JV, LLC.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that may affect the reported amounts and disclosures in the financial statements. Changes in the economic environment, financial markets, creditworthiness of the Company’s portfolio companies and any other parameters used in determining these estimates could cause actual results to differ and these differences could be material.

Cash

Cash consists of funds held in demand deposit accounts at two financial institutions and, at certain times, balances may exceed the Federal Deposit Insurance Corporation insured limit and is therefore subject to credit risk. There were no cash equivalents as of September 30, 2022 and December 31, 2021.

Deferred Financing Costs

Deferred financing costs consist of fees and expenses paid in connection with the closing and amendments of the Revolving Facility (as defined in Note 7 hereto) and public offering of Notes (as defined in Note 7 hereto) including legal, accounting, printing fees and other related expenses, as well as costs incurred in connection with the filing of a shelf registration statement. These costs are capitalized at the time of payment and are amortized using the straight line and effective yield methods over the term of the Revolving Facility and Notes, respectively.

Under the Revolving Facility, if the borrowing capacity of the new arrangement is lower than the borrowing capacity of the old arrangement evaluated on a lender by lender basis, then any unamortized deferred financing costs would be expensed during the period in proportion to the decrease in the old arrangement for that lender. Any remaining unamortized deferred financing costs relating to the old arrangement would be deferred and amortized over the term of the new arrangement along with any costs associated with the new arrangement.

Under the Notes, if the Company extinguishes or substantially modifies the debt prior to maturity, any unamortized deferred financing costs are deducted from the carrying amount of the debt in determining the gain or loss from extinguishment. A modification is considered substantial if there is a greater than 10% change of the present value of cash flows under the old and new amended facilities. Third party costs under the new arrangement would be capitalized and amortized over the term of the new arrangement.

Capitalized deferred financing costs related to the Revolving Facility are presented separately on the Company’s Consolidated Statements of Assets and Liabilities. Capitalized deferred financing costs related to the Notes are presented net against the respective balances outstanding on the Consolidated Statements of Assets and Liabilities. See also the disclosure in Note 7, Borrowings.

Fair Value of Financial Instruments

The carrying amounts of the Company’s financial instruments, including cash, accounts payable and accrued expenses, approximate fair value due to their short-term nature. The carrying amounts and fair values of the Company’s long-term debt obligations are disclosed in Note 7, Borrowings.

Valuation of Investments

The Company accounts for its investment portfolio at fair value. As a result, the Company follows the provisions of ASC 820, Fair Value Measurements and Disclosures ("ASC 820"). ASC 820 defines fair value, establishes a framework for measuring fair value, establishes a fair value hierarchy based on the quality of inputs used to measure fair value and enhances disclosure requirements for fair value measurements. ASC 820 requires the Company to assume that the portfolio investment is to be sold in the principal market to independent market participants, which may be a hypothetical market. Market participants are defined as buyers and sellers in the principal market that are independent, knowledgeable and willing and able to transact.

Investments for which market quotations are readily available and reliable are valued using market quotations, which are generally obtained from an independent pricing service or broker-dealers or market makers. Debt and equity securities for which market quotations are not readily available or are determined to be unreliable are valued at fair value as determined in good faith by the Company’s board of directors. Because the Company expects that there will not be a readily available market value for many of the investments in the Company’s portfolio, it is expected that many of the Company’s portfolio investments’ values will be determined in good faith by the Company’s board of directors in accordance with a documented valuation policy that has been reviewed and approved by the Company’s board of directors and in accordance with GAAP. Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the Company’s investments may differ significantly from the values that would have been used had a readily available market value existed for such investments, and the differences could be material.

With respect to investments for which market quotations are not readily available or are determined to be unreliable, the Company undertakes a multi- step valuation process each quarter, as described below:

•

the Company’s quarterly valuation process begins with each portfolio company or investment being initially valued by the investment professionals responsible for managing portfolio investments;

•

preliminary valuation conclusions are then documented and are reviewed with the pricing committee of First Eagle Alternative Credit, LLC, or the Advisor;

•

to the extent determined by the audit committee of the Company’s board of directors, independent valuation firms are used to conduct independent appraisals of all “Level 3” investments and to review the Advisor’s preliminary valuations in light of their own independent assessment unless the amounts are immaterial or have closed near quarter-end;

•

the audit committee of the Company’s board of directors reviews the preliminary valuations approved by the pricing committee of the Advisor and independent valuation firms and, if necessary, responds and supplements the valuation recommendation of the independent valuation firms to reflect any comments; and

•

the Company’s board of directors discusses valuations and determines the fair value of each investment in the Company’s portfolio in good faith based on the input of the Advisor, the respective independent valuation firms and the audit committee.

The types of factors that the Company may take into account in fair value pricing its investments include, as relevant, the nature and realizable value of any collateral, the portfolio company’s ability to make payments and its earnings and discounted cash flows, the markets in which the portfolio company does business, comparison to publicly traded securities and other relevant factors. The Company generally utilizes an income approach to value its debt investments and a combination of income and market approaches to value its equity investments. With respect to unquoted securities, the Advisor and the Company’s board of directors, in consultation with the Company’s independent third party valuation firms, values each investment considering, among other measures, discounted cash flow models, comparisons of financial ratios of peer companies that are public and other factors, which valuation is then approved by the board of directors.

Debt Investments

For debt investments, excluding asset-backed loans, the Company generally determines the fair value using an income, or yield, approach that analyzes the discounted cash flows of interest and principal for the debt security, as set forth in the associated loan agreements, as well as the financial position and credit risk of each portfolio investment. The Company’s estimate of the expected repayment date is generally the legal maturity date of the investment. The yield analysis considers changes in leverage levels, credit quality, portfolio company performance and other factors. The enterprise value, a market approach, is used to determine the value of equity and debt investments that are credit impaired, close to maturity or where the Company also holds a controlling equity interest. The method for determining enterprise value uses a multiple analysis, whereby appropriate multiples are applied to the portfolio company’s revenues or net income before net interest expense, income tax expense, depreciation and amortization, or EBITDA.

For asset-backed loans, the Company generally determines the fair value using liquidation approach that analyzes the underlying collateral of the loan, as set forth in the associated loan agreements and the borrowing base certificates. Liquidation valuations may be determined using a net orderly liquidation value, a forced liquidation value, or other methodology. Such liquidation values may be further reduced by certain reserves that may reduce the value of the collateral available to support the outstanding debt in a wind down scenario (the net realized value of the collateral).

Escrow and Other Receivables

Escrow and other receivables are categorized within Level 3 of the fair value hierarchy where the net realizable value of the escrow and other receivables approximates fair value. The fair value is determined using probability weighted scenario analysis.

Equity

The Company generally uses the market approach to value its equity investments. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities (including a business). The measurement is based on the value indicated by current market expectations about those future amounts. In following these approaches, the types of factors that the Company may take into account in fair value pricing the Company’s investments include, as relevant: available current market data, including relevant and applicable market trading and transaction comparables, applicable market yields and multiples, the current investment performance rating, security covenants, call protection provisions, information rights, the nature and realizable value of any collateral, the portfolio company’s ability to

make payments, its earnings and discounted cash flows, the markets in which the portfolio company does business, comparisons of financial ratios of peer companies that are public, transaction comparables, the Company’s principal market as the reporting entity and enterprise values, among other factors.

Investment in Funds

In circumstances in which net asset value per share of an investment is determinative of fair value, the Company estimates the fair value of an investment in an investment company using the net asset value per share of the investment (or its equivalent) without further adjustment if the net asset value per share of the investment is determined in accordance with the specialized accounting guidance for investment companies as of the reporting entity’s measurement date.

Foreign Currency

Foreign currency amounts are translated into U.S. dollars on the following basis:

•

cash and cash equivalents, market value of investments, outstanding debt on revolving credit facilities, other assets and liabilities: at the spot exchange rate on the last business day of the period; and

•

purchases and sales of investments, borrowings and repayments of such borrowings, income and expenses: at the rates of exchange prevailing on the respective dates of such transactions.

Although net assets and fair values are presented based on the applicable foreign exchange rates described above, the Company does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in fair values of investments held. Such fluctuations are included with the net realized and unrealized gain or loss from investments. Fluctuations arising from the translation of foreign currency borrowings are included with the net change in unrealized gains (losses) on translation of assets and liabilities in foreign currencies on the 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.

The Company’s current approach to hedging the foreign currency exposure in its non-U.S. dollar denominated investments is primarily to borrow the necessary local currency under the Company’s Revolving Facility (as defined in Note 7) to fund these investments.

Security Transactions, Payment-in-Kind, Income Recognition, Realized/Unrealized Gains or Losses

Security transactions are recorded on a trade-date basis. The Company measures realized gains or losses by the difference between the net proceeds from the repayment or sale and the amortized cost basis of the investment, using the specific identification method. Net realized gains and losses reflect the impact of investments written off during the period, if any. The Company reports changes in fair value of investments that are measured at fair value as a component of net change in unrealized appreciation or depreciation on investments in the Consolidated Statements of Operations.

Interest Income

Interest income, adjusted for amortization of premium and accretion of discount, is recorded on an accrual basis to the extent that the Company expects to collect such amounts. Original issue discount, representing the estimated fair value of detachable equity or warrants obtained in conjunction with the acquisition of debt securities and market discount or premium are capitalized and accreted or amortized into interest income over the life of the respective security using the effective yield method. The amortized cost of investments represents the original cost adjusted for the accretion/amortization of discounts and premiums, if any.

The Company capitalizes and amortizes upfront loan origination fees received in connection with the closing of investments. The unearned income from such fees is accreted into interest income over the contractual life of the loan based on the effective interest method. Upon prepayment of a loan or debt security, any prepayment premiums, unamortized upfront loan origination fees, and unamortized discounts are recorded as interest income.

The Company will recognize any earned exit or back-end fees into income when it believes the amounts will ultimately become collected by using either the beneficial interest model or other appropriate income recognition frameworks.

Loans are placed on non-accrual status when principal or interest payments are past due 30 days or more and/or when it is no longer probable that principal or interest will be collected. However, the Company may make exceptions to this policy if the loan has sufficient collateral value and is in the process of collection. The Company records the reversal of any previously accrued income against the same income category reflected in the Consolidated Statement of Operations. As of September 30, 2022, the Company had loans on non-accrual status with an amortized cost basis of $34,187 and fair value of $6,725. As of December 31, 2021, the Company had loans on non-accrual status with an amortized cost basis of $19,703 and fair value of $9,147.

In certain instances, the Company may enter into an agreement to restructure a loan, where the Company determined the full balance of principal or interest may not be collectible at the date of origination. As a result of this determination, the Company does not recognize interest income on these balances. As of September 30, 2022, the Company had restructured loans with an amortized cost basis of $27,174 and fair value of $10,147, which meet the above criteria. As of December 31, 2021, the Company had restructured loans with an amortized cost basis of $27,174 and fair value of $12,054.

PIK Interest Income

The Company has investments in its portfolio which contain a contractual paid-in-kind, or PIK, interest provision. PIK interest is computed at the contractual rate specified in each investment agreement, is added to the principal balance of the investment, and is recorded as income. The Company will cease accruing PIK interest if there is insufficient value to support the accrual or if the Company does not expect amounts to be collectible and will generally only begin to recognize PIK income again when all principal and interest have been paid or upon the restructuring of the investment where the interest is deemed collectable. To maintain the Company’s status as a RIC, PIK interest income, which is considered investment company taxable income, must be paid out to stockholders in the form of dividends even though the Company has not yet collected the cash. Amounts necessary to pay these dividends may come from available cash.

The following shows a roll-forward of PIK income activity for the three and nine months ended September 30, 2022 and 2021:


	Three months ended September 30,				Nine months ended September 30,
	2022		2021		2022			2021
Accumulated PIK balance, beginning of period	$	1,248	$	1,411	$	1,260		$	1,163
PIK income capitalized/receivable		48		128		156			376
PIK received in cash from repayments		—		—		(120	)		—
Accumulated PIK balance, end of period	$	1,296	$	1,539	$	1,296		$	1,539

Dividend Income

Dividend income on preferred equity investments is recorded on an accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected. Dividend income on common equity investments is recorded on the record date for private portfolio companies and on the ex-dividend date for publicly traded portfolio companies. Distributions received from a limited liability company or limited partnership investment are evaluated to determine if the distribution should be recorded as dividend income or a return of capital.

Other Income

The Company may also generate revenue in the form of fees from the management of First Eagle Greenway Fund II, LLC, structuring, arranger or due diligence fees, portfolio company administration fees, fees for providing significant managerial assistance and consulting fees.

In certain investment transactions, the Company may provide advisory services. For services that are separately identifiable and external evidence exists to substantiate fair value, income is recognized as earned. The Company had no income from advisory services related to portfolio companies for the three and nine months ended September 30, 2022 and 2021.

U.S. Federal Income Taxes, Including Excise Tax

The Company has elected to be taxed as a RIC under Subchapter M of the Code and currently qualifies, and intends to continue to qualify each year, as a RIC under the Code. Accordingly, the Company is not subject to federal income tax on the portion of its taxable income and gains distributed to stockholders.

In order to qualify for favorable tax treatment as a RIC, the Company is required to distribute annually to its stockholders at least 90% of its investment company taxable income, as defined by the Code. To avoid a 4% U.S. federal excise tax on undistributed earnings, the Company is required to distribute each calendar year the sum of (i) 98% of its ordinary income for such calendar year, (ii) 98.2% of its capital gain net income for the one-year period ending October 31 of that calendar year and

(iii) any income recognized, but not distributed, in preceding years and on which the Company paid no U.S. federal income tax. The Company, at its discretion, may choose not to distribute all of its taxable income for the calendar year and pay a non-deductible 4% excise tax on this undistributed income. If the Company chooses to do so, all other things being equal, this would increase expenses and reduce the amount available to be distributed to stockholders. To the extent that the Company determines that its estimated current year annual taxable income will be in excess of estimated current year dividend distributions from such taxable income, the Company accrues excise taxes on estimated excess taxable income as taxable income is earned using an annual effective excise tax rate.

The annual effective excise tax rate is determined by dividing the estimated annual excise tax by the estimated annual taxable income. See also the disclosure in Note 9, Distributions, for a summary of recent dividends paid. For the three months ended September 30, 2022 and 2021, the Company incurred U.S. federal excise tax and other tax (benefits) expenses of $25 and $26, respectively. For the nine months ended September 30, 2022 and 2021, the Company incurred U.S. federal excise tax and other tax (benefits) expenses of $75 and $78, respectively.

Certain consolidated subsidiaries of the Company are subject to U.S. federal and state income taxes. These taxable entities are not consolidated for income tax purposes and may generate income tax liabilities or assets from permanent and temporary differences in the recognition of items for financial reporting and income tax purposes at the subsidiaries.

The following shows the breakdown of deferred income tax (provisions) benefits for the three and nine months ended September 30, 2022 and 2021. There were no current income tax (provisions) benefits during the respective periods.


	For the three months ended September 30,				For the nine months ended September 30,
	2022		2021		2022		2021
Benefit of (provision for) taxes on unrealized loss/gain on investments		46		505		527		(145	)

These current and deferred income taxes are determined from taxable income estimates provided by portfolio companies organized as pass-through entities where the Company holds equity or equity-like investments in its corporate subsidiaries. These tax estimates may be subject to further change once tax information is finalized for the year. As of September 30, 2022 and December 31, 2021, $5 and $5, respectively, of income tax receivable was included in prepaid expenses and other assets on the Consolidated Statements of Assets and Liabilities. As of September 30, 2022 and December 31, 2021, $1,233 and $1,556, respectively, were included in deferred tax liability on the Consolidated Statements of Assets and Liabilities primarily relating to deferred taxes on unrealized gains on investments and other temporary book to tax differences held in its corporate subsidiaries. As of September 30, 2022 and December 31, 2021, $2,465 (net of $11,092 allowance) and $2,261 (net of $12,073 allowance), respectively of deferred tax assets were included in deferred tax assets on the Consolidated Statements of Assets and Liabilities relating to net operating loss carryforwards and unrealized losses on investments and other temporary book to tax differences that are expected to be used in future periods.

Under the RIC Modernization Act, the Company is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010, for an unlimited period. However, any losses incurred during post-enactment taxable years will be required to be utilized prior to the losses incurred in pre-enactment taxable years, which carry an expiration date. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused. Additionally, post-enactment capital loss carryforwards will retain their character as either short-term or long-term capital losses rather than being considered all short-term as permitted under the rules applicable to pre-enactment capital losses.

Because U.S. federal income tax regulations differ from GAAP, distributions in accordance with tax regulations may differ from net investment income and realized gains recognized for financial reporting purposes. Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the consolidated financial statements to reflect their tax character. Temporary differences arise when certain items of income, expense, gain or loss are recognized at some time in the future. Differences in classification may also result from the treatment of short-term gains as ordinary income for tax purposes.

The Company follows the provisions under the authoritative guidance on accounting for and disclosure of uncertainty in tax positions. The provisions require management to determine whether a tax position of the Company is more likely than not to be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. For tax positions not meeting the more likely than not threshold, the tax amount recognized in the consolidated financial statements is reduced by the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement with the relevant taxing authority. There are no unrecognized tax benefits or obligations in the accompanying consolidated financial statements. Although the Company files U.S. federal and state tax returns, the Company’s major tax jurisdiction is U.S. federal. The Company’s U.S. federal tax years subsequent to 2019 remain subject to examination by taxing authorities.

Distributions

Distributions to stockholders are recorded on the applicable record date. The amount to be paid out as a dividend is determined by the Company’s board of directors on a quarterly basis. Net realized capital gains, if any, are generally distributed at least annually out of assets legally available for such distributions, although the Company may decide to retain such capital gains for investment.

Capital transactions in connection with the Company’s dividend reinvestment plan are recorded when shares are issued.

Recent Accounting Pronouncements

In March 2020, the FASB issued ASU 2020-04, “Reference Rate Reform (Topic 848),” which provides optional expedients and exceptions for applying GAAP to contracts and other transactions affected by reference rate reform if certain criteria are met. The amendments apply only to contracts and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. ASU 2020-04 is effective as of March 12, 2020 through December 31, 2022, at the Company’s election.

In January 2021, the FASB issued ASU 2021-01, “Reference Rate Reform (Topic 848),” which clarifies certain optional expedients and exceptions for applying GAAP to derivatives affected by reference rate reform. ASU 2021-01 is effective as of January 7, 2021 through December 31, 2022, at the Company’s election.

The Company continues to evaluate the impact of the guidance and may apply other elections, as applicable, as the expected market transition to alternative reference rates evolves. The Company has begun utilizing optional expedients and exceptions provided by ASU 2020-04 and ASU 2021-01 during the three months ended September 30, 2022 and will continue to evaluate the impact of the new standard.

In March 2022, the FASB issued ASU 2022-02, “Financial Instruments Credit Losses (Topic 326)”, which is intended to address issues identified during the post implementation review of ASU 2016-13, “Financial Instruments Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments”. The amendment, among other things, eliminates the accounting guidance for troubled debt restructurings by creditors in Subtopic 310-40, “Receivables Troubled Debt Restructurings by Creditors”, while enhancing disclosure requirements for certain loan refinancings and restructurings by creditors when a borrower is experiencing financial difficulty. The new guidance is effective for interim and annual periods beginning after December 15, 2022. The Company is currently evaluating the impact of the new standard, but does not anticipate the new standard to have a material impact to the consolidated financial statements and related disclosures.

3. Investments

The following is a summary of the industry classification in which the Company invests as of September 30, 2022:


Industry	Amortized Cost		Fair Value		% of Total Portfolio			% of Net Assets
Healthcare & Pharmaceuticals	$	82,229	$	82,219		22.64	%		53.40	%
Investment Funds And Vehicles		83,071		48,373		13.32	%		31.43	%
Services: Business		29,824		29,981		8.25	%		19.48	%
Services: Consumer		29,816		29,115		8.02	%		18.92	%
High Tech Industries		24,917		24,930		6.86	%		16.20	%
Consumer Goods: Non-Durable		33,903		23,342		6.43	%		15.17	%
Capital Equipment		45,697		21,131		5.82	%		13.73	%
Finance		11,153		11,235		3.09	%		7.30	%
Banking		10,683		10,779		2.97	%		7.00	%
Insurance		9,395		9,358		2.58	%		6.08	%
Chemicals, Plastics, & Rubber		8,048		8,071		2.22	%		5.24	%
Telecommunications		8,141		7,848		2.16	%		5.10	%
Environmental Industries		7,535		7,519		2.07	%		4.89	%
Energy: Oil & Gas		27,209		7,512		2.07	%		4.88	%
Media: Broadcasting & Subscription		7,193		7,140		1.97	%		4.64	%
Retail		6,516		6,622		1.82	%		4.30	%
Construction & Building		6,479		6,545		1.80	%		4.25	%
Containers, Packaging, & Glass		5,434		5,351		1.47	%		3.48	%
Sovereign & Public Finance		5,047		5,089		1.40	%		3.31	%
Consumer Goods: Durable		4,512		4,508		1.24	%		2.93	%
Transportation: Cargo		3,008		3,054		0.84	%		1.98	%
Hotel, Gaming, & Leisure		2,938		2,940		0.81	%		1.91	%
Transportation: Consumer		1,000		530		0.15	%		0.34	%
Total Investments	$	453,748	$	363,192		100.00	%		235.96	%

The following is a summary of the industry classification in which the Company invests as of December 31, 2021:


Industry	Amortized Cost		Fair Value		% of Total Portfolio			% of Net Assets
Investment Funds And Vehicles	$	96,817	$	76,468		19.51	%		40.09	%
Healthcare & Pharmaceuticals		60,628		60,963		15.55	%		31.96	%
Consumer Goods: Non-Durable		36,247		34,906		8.90	%		18.30	%
High Tech Industries		31,901		30,871		7.87	%		16.19	%
Services: Consumer		28,181		27,826		7.10	%		14.59	%
Services: Business		24,584		24,764		6.32	%		12.99	%
Capital Equipment		45,730		22,823		5.82	%		11.97	%
Banking		15,001		15,141		3.86	%		7.94	%
Retail		12,758		12,750		3.25	%		6.69	%
Finance		12,186		12,297		3.15	%		6.45	%
Energy: Oil & Gas		22,414		10,836		2.76	%		5.68	%
Insurance		9,249		9,398		2.40	%		4.93	%
Environmental Industries		7,325		7,381		1.88	%		3.87	%
Chemicals, Plastics, & Rubber		7,055		7,135		1.82	%		3.74	%
Construction & Building		6,509		6,596		1.68	%		3.46	%
Telecommunications		6,227		6,165		1.57	%		3.23	%
Media: Broadcasting & Subscription		5,198		5,191		1.32	%		2.72	%
Containers, Packaging, & Glass		4,824		4,918		1.25	%		2.58	%
Sovereign & Public Finance		4,106		4,136		1.05	%		2.17	%
Automotive		3,934		3,960		1.01	%		2.08	%
Hotel, Gaming, & Leisure		2,957		3,045		0.78	%		1.60	%
Transportation: Cargo		2,331		2,373		0.61	%		1.24	%
Transportation: Consumer		1,000		2,136		0.54	%		1.12	%
Total Investments	$	447,162	$	392,079		100.00	%		205.59	%

The following is a summary of the geographical concentration of the Company’s investment portfolio as of September 30, 2022:


Region	Amortized Cost		Fair Value		% of Total Portfolio			% of Net Assets
United States
Northeast	$	158,058	$	121,769		33.53	%		79.11	%
West		97,393		97,492		26.84	%		63.34	%
Southeast		71,960		53,850		14.83	%		34.99	%
Southwest		77,357		51,252		14.11	%		33.30	%
Midwest		35,309		25,033		6.89	%		16.26	%
Canada		13,671		13,796		3.80	%		8.96	%
Total Investments	$	453,748	$	363,192		100.00	%		235.96	%

The following is a summary of the geographical concentration of the Company’s investment portfolio as of December 31, 2021:


Region	Amortized Cost		Fair Value		% of Total Portfolio			% of Net Assets
United States
Northeast	$	169,524	$	149,046		38.01	%		78.16	%
West		89,501		90,151		22.99	%		47.27	%
Southwest		68,042		58,055		14.81	%		30.44	%
Midwest		71,908		47,891		12.21	%		25.11	%
Southeast		39,394		38,149		9.73	%		20.00	%
Canada		8,792		8,788		2.24	%		4.61	%
Total Investments	$	447,161	$	392,080		99.99	%		205.59	%

on of the fair value hierarchy to the amounts presented in the Consolidated Statements of Assets and Liabilities.

In accordance with the authoritative guidance on fair value measurements and disclosures under GAAP, the Company discloses the fair value of its investments in a hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). If any transfers occur between the levels or categories of the fair value hierarchy, they are assumed to have occurred at the beginning of the period. The guidance establishes three levels of the fair value hierarchy as follows:

Level 1—Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;

Level 2—Quoted prices in markets that are not considered to be active or financial instruments for which significant inputs are observable, either directly or indirectly;

Level 3—Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable.

The level of an asset or liability within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires significant judgment by management.

The Company considers whether the volume and level of activity for the asset or liability have significantly decreased and identifies transactions that are not orderly in determining fair value. Accordingly, if the Company determines that either the volume and/or level of activity for an asset or liability has significantly decreased (from normal conditions for that asset or liability) or price quotations or observable inputs are not associated with orderly transactions, increased analysis and management judgment will be required to estimate fair value. Valuation techniques such as an income approach might be appropriate to supplement or replace a market approach in those circumstances.

The Company has adopted the authoritative guidance under GAAP for estimating the fair value of investments in investment companies that have calculated net asset value per share in accordance with the specialized accounting guidance for investment companies. Accordingly, in circumstances in which net asset value per share of an investment is determinative of fair value, the Company estimates the fair value of an investment in an investment company using the net asset value per share of the investment (or its equivalent) without further adjustment if the net asset value per share of the investment is determined in accordance with the specialized accounting guidance for investment companies as of the reporting entity’s measurement date. Redemptions are not generally permitted in the Company’s investments in funds. The remaining term of the Company’s investments in funds, excluding its investment in the Logan JV, is expected to be within three months to one year.

The following is a summary of the levels within the fair value hierarchy in which the Company invests as of September 30, 2022:


Description	Fair Value		Level 1		Level 2		Level 3
First lien senior secured debt	$	306,774	$	—	$	2,940	$	303,834
Second lien debt		6,728		—		—		6,728
Equity investments		1,317		530		—		787
Investment in Logan JV (1)		45,555		—		—		—
Investments in funds (1)		2,818		—		—		—
Total investments	$	363,192	$	530	$	2,940	$	311,349

(1)

Certain investments that are measured at fair value using net asset value totaling $48,373 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 Consolidated Statements of Assets and Liabilities.

The following is a summary of the levels within the fair value hierarchy in which the Company invests as of December 31, 2021:


Description	Fair Value		Level 1		Level 2		Level 3
First lien senior secured debt	$	299,647	$	—	$	10,865	$	288,782
Second lien debt		12,925		—		—		12,925
Equity investments		3,039		2,136		—		903
Investment in Logan JV (1)		72,803		—		—		—
Investments in funds (1)		3,665		—		—		—
Total investments	$	392,079	$	2,136	$	10,865	$	302,610

(1)

Certain investments that are measured at fair value using net asset value totaling $76,468 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 Consolidated Statements of Assets and Liabilities.

The following provides quantitative information about Level 3 fair value measurements as of September 30, 2022:


Description	Fair Value			Valuation Technique	Unobservable Inputs	Weighted Range (Average) (1)
First lien senior secured debt (2)	$	262,793		Discounted cash flows (income approach)	Comparative Yield	9.9%			-	11.1%			10.5%
		3,647		Market comparable companies (market approach)	EBITDA Multiple	5.5x			-	6x			(5.8x)
		9,385	(3)	Discounted cash flows (income approach)	Royalty Payment Discount Rate Minimum Payment Discount Rate Revenue Growth Rate	8.0% 5.5% 16.5%			- - -	13% 5.5% 25.7%			(10.5%) (5.5%) (21.1%)
		7,422		Market comparable companies (market approach)	Revenue Multiple	2x			-	3.6x			(2.8x)
		17,270		Recoverability	Collateral Value (4)	$	1,049,585		-	$	1,049,585		($1,049,585)
Second lien debt		6,500	(3)	Discounted cash flows (income approach)	Royalty Payment Discount Rate Minimum Payment Discount Rate Revenue Growth Rate	8.0% 5.5% 16.5%			- - -	13% 5.5% 25.7%			(10.5%) (5.5%) (21.1%)
		228		Market comparable companies (market approach)	Revenue Multiple		4.1	x	-		6.9	x		(5.5	x)

Equity investments		552		Market comparable companies (market approach)	EBITDA Multiple	9.9x			-	10.4x			(10.2x)
		235		Market comparable companies (market approach)	Revenue Multiple	8.8x			-	9.3x			(9x)
Total Level 3 Investments	$	308,032

787

(1)

Averages were determined using a weighted average based upon the fair value of the investments in each investment category.

(2)

Excluded from the presentation is $3,317 of first lien senior secured debt for which the Advisor did not develop the unobservable inputs for the determination of fair value (examples include insufficient liquidity and single source quotations).

(3)

Investment relates to the Company's remaining investment in OEM Group, Inc.

(4)

There are various, company specific inputs used in the valuation analysis that relate to the liquidation value of a company's assets. The significant unobservable input used in the valuation model was collateral value.

The following provides quantitative information about Level 3 fair value measurements as of December 31, 2021:


Description	Fair Value			Valuation Technique	Unobservable Inputs	Weighted Range (Average) (1)
First lien senior secured debt (2)	$	239,595		Discounted cash flows (income approach)	Comparative Yield	7.4%		-	8.3%		7.8%
		3,904		Market comparable companies (market approach)	EBITDA Multiple	5.3x		-	5.3x		(5.3x)
		9,385	(3)	Discounted cash flows (income approach)	Royalty Payment Discount Rate Minimum Payment Discount Rate Revenue Growth Rate	6.5% 4.5% 16.5%		- - -	11.5% 4.5% 25.7%		(9.0%) (4.5%) (21.1%)
		9,983		Market comparable companies (market approach)	Revenue Multiple	0.8x		-	1.2x		(1.0x)
		22,176		Recoverability	Collateral Value (4)	$	860,884	-	$	866,725	($863,805)
Second lien debt		8,151	(3)	Discounted cash flows (income approach)	Royalty Payment Discount Rate Minimum Payment Discount Rate Revenue Growth Rate	6.5% 4.5% 16.5%		- - -	11.5% 4.5% 25.7%		(9.0%) (4.5%) (21.1%)
		524		Market comparable companies (market approach)	Revenue Multiple	0.7x		-	1.2x		(0.9x)
		4,250		Recoverability	Collateral Value (4)	$	51,710	-	$	57,460	($54,585)
Equity investments		649		Market comparable companies (market approach)	EBITDA Multiple	9.6x		-	10.6x		(10.1x)
		254		Market comparable companies (market approach)	Revenue Multiple	10.0x		-	11.0x		(10.5x)
Total Level 3 Investments	$	298,871

(1)

Averages were determined using a weighted average based upon the fair value of the investments in each investment category.

(2)

Excluded from the presentation is $3,739 of first lien senior secured debt for which the Advisor did not develop the unobservable inputs for the determination of fair value.

(3)

Investment relates to the Company's remaining investment in OEM Group, Inc.

(4)

The two primary significant unobservable inputs used in the fair value measurement of the Company’s debt securities (first lien secured debt, second lien debt and subordinated debt), including income-producing investments in funds and income producing securities and payment rights, and excluding the Company’s investment in debt securities of OEM Group, Inc., is the weighted average cost of capital, or WACC, and the comparative yield. Significant increases (decreases) in the WACC or in the comparative yield in isolation would result in a significantly lower (higher) fair value measurement. In determining the WACC, for the income, or yield approach, the Company considers current market yields and multiples, portfolio company performance, leverage levels, credit quality, among other factors, including U.S. federal tax rates, in its analysis. Changes in one or more of these factors can have a similar directional change on other factors in determining the appropriate WACC to use in the income approach. In determining the comparative yield, for the income, or yield approach, the Company considers current market yields and multiples, weighted average cost of capital, portfolio company performance, leverage levels, credit quality, among other factors, including U.S. federal tax rates, in its analysis.

The primary significant unobservable inputs used in the fair value measurement of the Company’s investment in asset-backed loans is the net realized value of the underlying collateral of the loan. The Company considers information provided by the borrower in its compliance certificates and information from third party appraisals, among other factors, in its analysis. Significant increases (decreases) in net realizable value of the underlying collateral would result in a significantly higher (lower) fair value measurement.

The primary significant unobservable inputs used in the fair value measurement of the Company’s investment in the first lien secured debt and second lien debt of OEM Group, Inc. are royalty payment discount rate, minimum payment discount rate, and revenue growth. Significant increases (decreases) in the royalty payment discount rate or minimum payment discount rate in isolation would result in a significantly lower (higher) fair value measurement. Significant increases (decreases) in the revenue growth rates in isolation would result in a significantly higher (lower) fair value measurement. To determine royalty payments discount rate and minimum payment discount rates, the Company considers current cost of capital of the payor, expected term of investment and anticipated risk in the projections, among other factors. To determine revenue growth rates, the Company principally considers historical and current performance coupled with industry growth rates. The Company also considers current purchase orders and inflation rate adjustments that consider macroeconomic research, among other factors, in evaluating growth rates.

The primary significant unobservable input used in the fair value measurement of the Company’s equity investments, investments in warrants, debt investments where the Company has a controlling equity investment, and other debt investments using a market approach is the EBITDA multiple adjusted by management for differences between the investment and referenced comparables, or the multiple. Significant increases (decreases) in the multiple in isolation would result in a significantly higher (lower) fair value measurement. To determine the multiple for the market approach, the Company considers current market trading and/or transaction multiples, portfolio company performance (financial ratios) relative to public and private peer companies and leverage levels, among other factors. Changes in one or more of these factors can have a similar directional change on other factors in determining the appropriate multiple to use in the market approach.

The following table rolls forward the changes in fair value during the nine months ended September 30, 2022 for investments classified within Level 3:


	First lien senior secured debt				Second lien debt			Subordinated debt		Equity investments			Totals
Beginning balance, January 1, 2022	$	288,782			$	12,925		$	-	$	903		$	302,610
Purchases (1)		73,486		-		-			-		51			73,537
Sales and repayments (1)		(40,439	)	-		(4,248	)		-		(48	)		(44,735	)
Unrealized appreciation (depreciation)(2)		(17,263	)	-		(1,952	)		-		(167	)		(19,382	)
Realized gain		(1,782	)	-		-			-		48			(1,734	)
Net amortization of premiums, discounts and fees		893		-		3			-		-			896
PIK		157		-		-			-		-			157
Ending balance, September 30, 2022	$	303,834			$	6,728		$	-	$	787		$	311,349
Net change in unrealized appreciation (depreciation) from investments still held as of the reporting date	$	(18,648	)		$	(1,952	)	$	-	$	(167	)	$	(20,767	)

(1)

Includes reorganizations and restructuring of investments.

(2)

All unrealized appreciation (depreciation) in the table above is reflected in the accompanying Consolidated Statements of Operations.

The following table rolls forward the changes in fair value during the nine months ended September 30, 2021 for investments classified within Level 3:


	First lien senior secured debt				Second lien debt			Subordinated debt			Equity investments			Totals
Beginning balance, January 1, 2021	$	233,636			$	22,111		$	5,841		$	5,070		$	266,658
Transfers out of Level 3 (3)											$	(4,485	)		(4,485	)
Purchases		109,347		-		-			-			45			109,392
Sales and repayments(1)		(60,296	)	-		(6,500	)		-			-			(66,796	)
Unrealized appreciation (depreciation)(2)		4,064		-		939			(1	)		5,418			10,420
Realized (loss) gain		-		-		-			-			(1,888	)		(1,888	)
Net amortization of premiums, discounts and fees		1,096		-		8			-			-			1,104
PIK		160		-		91			134			-			385
Ending balance, September 30, 2021	$	288,007			$	16,649		$	5,974		$	4,160		$	314,790

Net change in unrealized appreciation (depreciation) from investments still held as of the reporting date	$	4,050			$	939		$	(1	)	$	3,506		$	8,494

(1)

Includes reorganizations and restructuring of investments.

(2)

All unrealized appreciation (depreciation) in the table above is reflected in the accompanying Consolidated Statements of Operations.

(3)

Investments were transferred out of Level 3 during the nine months ended September 30, 2021 due to changes in the quantity and quality of information, specifically availability of quoted prices in active market.

There were no transfers between the levels or categories of the fair value hierarchy during the three and nine months ended September 30, 2022 and 2021.

Significant Unconsolidated Subsidiaries

In accordance with the SEC’s Regulation S-X and GAAP, the Company is not permitted to consolidate any subsidiary or other entity that is not an investment company or a controlled operating company whose business consists of providing services to the Company, including those in which the Company has a controlling interest. The Company had certain unconsolidated subsidiaries for the three and nine months ended September 30, 2022 and 2021 that met at least one of the significance conditions under the SEC’s Regulation S-X. Accordingly, pursuant to Rule 4-08 of Regulation S-X, summarized, comparative financial information is presented below for the Company’s significant unconsolidated subsidiaries, which include Loadmaster Derrick & Equipment, Inc., OEM Group, LLC, and First Eagle Logan JV, LLC for the three and nine months ended September 30, 2022 and 2021. The below table summarizes the above mentioned financial data, with the exception of OEM Group, LLC, which is presented in a separate tabular disclosure further below.


	For the three months ended September 30,				For the nine months ended September 30,
Income Statement	2022		2021		2022		2021
Net sales	$	10,592	$	7,533	$	26,153	$	23,235
Gross profit		4,325		2,236		8,082		6,376
Net gain		3,318		155		2,212		490

The below table summarizes the financial information for OEM Group, LLC for the three and nine months ended September 30, 2022 and 2021.


	For the three months ended September 30,						For the nine months ended September 30,
Income Statement	2022			2021			2022			2021
Net sales	$	-		$	-		$	-		$	-
Gross profit		-			-			-			-
Net loss from continuing operations		(1,617	)		(2,849	)		(7,192	)		(8,622	)
Loss from discontinued operations		-			(4	)		-			(197	)

On December 2, 2020, OEM closed on the sale of certain assets and liabilities of its Arizona based division to Plasma Therm LLC. Plasma Therm will be responsible for developing, commercializing, and marketing the newly developed Endeavor M series PVD platform, as well as other products, with no further investment required by OEM. OEM is entitled to a series of deferred royalty payments over seven years associated with the sale of its business operations, which are based on the future revenues associated with Plasma Therm’s product and other systems and services sales. OEM will receive minimum annual payments for the first four years that will be used to cover certain residual operating costs and service the outstanding debt. These future royalty streams will be used to cover principal and interest on OEM’s outstanding debt. As of September 30, 2022, the Company holds all outstanding debt and equity of OEM.

Under GAAP, the financial results of the two disposed businesses are reported separately from continuing operations under the line item “Gain from discontinued operations”. “Net sales”, “Gross profit”, and “Net loss from continuing operations” represents the financial operations of the continuing entity, which excludes the results of the two discontinued businesses. These amounts represent primarily the royalty payments received by OEM and general and administrative expenses and interest expense of the continuing entity.

First Eagle Logan JV, LLC

On December 3, 2014, the Company entered into an agreement with Perspecta Trident LLC, an affiliate of Perspecta Trust LLC, or Perspecta, to create First Eagle Logan JV, LLC, or Logan JV, a joint venture, which invests primarily in senior secured first lien term loans. All Logan JV investment decisions must be unanimously approved by the Logan JV investment committee consisting of one representative from each of the Company and Perspecta.

The Company has determined that Logan JV is an investment company under ASC 946, however, in accordance with such guidance, the Company will generally not consolidate its investment in a company other than a wholly owned investment company subsidiary or a controlled operating company whose business consists of providing services to the Company. Accordingly, the Company does not consolidate its non-controlling interest in Logan JV.

Logan JV is capitalized with capital contributions which are generally called from its members, on a pro-rata basis based on their capital commitments, as transactions are completed. Any decision by the Logan JV to call down on capital commitments requires the explicit authorization of the Company, coupled with that of Perspecta, and the Company may withhold such authorization for any reason in its sole discretion.

As of September 30, 2022 and December 31, 2021, Logan JV had the following commitments, contributions and unfunded commitments from its Members.


	As of September 30, 2022
Member	Total Commitments		Contributed Capital		Return of Capital (not recallable)		Unfunded Commitments
First Eagle Alternative Capital BDC, Inc.	$	110,000	$	92,600	$	20,800	$	9,400
Perspecta Trident LLC		27,500		23,150		5,200		2,350
Total Investments	$	137,500	$	115,750	$	26,000	$	11,750


	As of December 31, 2021
Member	Total Commitments		Contributed Capital		Return of Capital (not recallable)		Unfunded Commitments
First Eagle Alternative Capital BDC, Inc.	$	110,000	$	92,600	$	8,000	$	9,400
Perspecta Trident LLC		27,500		23,150		2,000		2,350
Total Investments	$	137,500	$	115,750	$	10,000	$	11,750

On April 19, 2022, Logan JV closed on a $300,600 LJV I MM CLO LLC (the “CLO”) with a 3-year reinvestment period. On the closing date of the transaction, in consideration of Logan JV’s transfer to the CLO of the initial closing date loan portfolio, the CLO transferred to Logan JV 100% of the Subordinated Notes and 100% of the Class E Notes issued by the CLO. The CLO became a consolidated` subsidiary of Logan JV. Contemporaneously with the close of the CLO, Logan JV SPV was merged into the CLO. Proceeds from the CLO were used to pay off the amounts outstanding under the Logan JV Credit Facility (as discussed below).

Logan JV had a senior credit facility, or the Logan JV Credit Facility, with Deutsche Bank AG and other banks which was amended on January 9, 2021 to reduce the commitments, extend the maturity date to July12, 2025, and amend the pricing. On April 19, 2022, in connection with the closing of the CLO, Logan JV SPV terminated the Logan JV Credit Facility, and as of September 30, 2022, the Logan JV Credit Facility had no commitments subject to leverage and borrowing base restrictions. As of December 31, 2021, the Logan JV Credit Facility had $225,000 of commitments subject to leverage and borrowing base restrictions with an interest rate of three month LIBOR (with no LIBOR floor) plus 2.5%. As of December 31, 2021, Logan JV had $147,041 of outstanding borrowings under the credit facility.

As of September 30, 2022 and December 31, 2021, Logan JV, including its consolidated subsidiary, had total investments at fair value of $282,910 and $224,449, respectively. As of September 30, 2022 and December 31, 2021, Logan JV’s portfolio was comprised of senior secured first lien loans and second lien loans to 131 and 95 different borrowers, respectively. As of September 30, 2022, there were no loans on non-accrual status. As of December 31, 2021, the amortized cost and fair value of loans on non-accrual status was $1,674 and $94, respectively. As of September 30, 2022 and December 31, 2021, Logan JV had unfunded commitments to fund revolver and delayed draw loans to its portfolio companies totaling $4,998 and $2,523, respectively. The portfolio companies in Logan JV are in industries similar to those in which the Company may invest directly.

Below is a summary of Logan JV’s portfolio, followed by a listing of the individual loans in Logan JV’s portfolio as of September 30, 2022 and December 31, 2021:



	As of September 30, 2022			As of December 31, 2021
First lien secured debt, at par	$	309,629		$	231,727
Second lien debt, at par		3,282			2,282
Total debt investments, at par	$	312,911		$	234,009
Weighted average yield on first lien secured loans (1)		7.5	%		5.5	%
Weighted average yield on second lien loans (1)		10.9	%		8.5	%
Weighted average yield on all loans (1)		7.5	%		5.5	%
Number of borrowers in Logan JV		131			95
Largest loan to a single borrower (2)	$	5,000		$	5,000
Total of five largest loans to borrowers (2)	$	22,883		$	22,801

(1)

Weighted average yield at their current amortized cost.

(2)

At current principal amount.

The weighted average yield of Logan JV’s debt investments is not the same as a return on Logan JV investment for the Company’s stockholders but, rather, relates to a portion of the Company’s investment portfolio and is calculated before the payment of the Company’s expenses. The weighted average yield was computed using the effective interest rates as of September 30, 2022 and December 31, 2021, respectively. There can be no assurance that the weighted average yield will remain at its current level.

For the three months ended September 30, 2022 and 2021, the Company’s share of distributions related to its Logan JV LLC equity interest was $2,080 and $1,652, respectively, which amounts are included in dividend income from controlled investments in the Consolidated Statement of Operations and reduction of cost basis on the Consolidated Statements of Assets and Liabilities. For the nine months ended September 30, 2022 and 2021, the Company's share of distributions related to its Logan JV LLC equity interest was $4,080 and $4,869, which amounts are included in dividend income from controlled investments in the Consolidated Statement of Operations and reduction of cost basis on the Consolidated Statement of Assets and Liabilities. As of September 30, 2022 and December 31, 2021, $2,080 and $2,254, respectively, of income related to the Logan JV was included in interest, dividends and fees receivable on the Consolidated Statements of Assets and Liabilities. As of September 30, 2022 and December 31, 2021, $0 and $66, respectively, of return of capital associated with distributions declared was included in Prepaid expenses and other assets on the Consolidated Statements of Assets and Liabilities.

Logan JV Loan Portfolio as of September 30, 2022

(dollar amounts in thousands)


Type of Investment/ Portfolio company (16)	Industry	Interest Rate (1)	Initial Acquisition Date	Maturity Date	Principal		Amortized Cost		Fair Value (2)
Senior Secured First Lien Term Loans
Australia
Ticketek Pty Ltd	Services: Consumer	7.92% (SOFR +4.25%)	11/22/2019	11/26/2026		1,463	$	1,454	$	1,411
Total Australia							$	1,454	$	1,411

Canada
Avison Young Canada Inc.	Services: Business	8.9% (LIBOR +5.75%)	03/07/2019	01/31/2026		3,854	$	3,815	$	3,603
Avison Young Canada Inc.	Services: Business	7% (LIBOR +7%)	08/19/2022	01/31/2026		954		898		916
Bausch Health Companies	Healthcare & Pharmaceuticals	8.1% (SOFR +5.25%)	03/16/2022	02/01/2027		1,975		1,941		1,526
PNI Canada Acquireco Corp	High Tech Industries	8.17% (SOFR +4.5%)	10/31/2018	10/31/2025		837		835		816
WildBrain Ltd.	Media: Diversified & Production	4.25% (LIBOR +4.25%)	03/19/2021	03/24/2028		1,970		1,939		1,817
Total Canada							$	9,428	$	8,678

Germany
VAC Germany Holding GmbH	Metals & Mining	7.67% (LIBOR +4%)	02/26/2018	03/08/2025		2,865	$	2,860	$	2,657
Total Germany							$	2,860	$	2,657

Luxembourg
Travelport Finance	Services: Consumer	5.17% (LIBOR +1.5%)	09/22/2020	02/28/2025		2,307	$	2,210	$	2,287
Travelport Finance	Services: Consumer	8.67% (LIBOR +5%)	04/18/2022	05/29/2026		1,753		1,735		1,247
Total Luxembourg							$	3,945	$	3,534

Netherlands
Pegasus BidCo BV (15)	Beverage, Food & Tobacco	6.98% (SOFR +6.51%)	05/05/2022	07/12/2029		4,000	$	3,961	$	3,833
Total Netherlands							$	3,961	$	3,833

United Kingdom
Auxey Bidco Ltd.	Services: Consumer	7.33% (LIBOR +5%)	08/07/2018	06/16/2025		5,000	$	4,919	$	4,794
Total United Kingdom							$	4,919	$	4,794

United States of America
888 Acquisitions Limited	Hotel, Gaming & Leisure	8.53% (SOFR +5.25%)	07/08/2022	06/30/2028		1,000	$	846	$	865
A Place for Mom Inc	Media: Advertising, Printing & Publishing	7.62% (LIBOR +4.5%)	07/28/2017	02/10/2026		3,248		3,242		2,972
Abe Investment Holdings, Inc.	Media: Diversified & Production	7.63% (LIBOR +4.5%)	04/07/2022	02/19/2026		1,659		1,659		1,651
Advisor Group Holdings Inc	Banking, Finance, Insurance & Real Estate	7.62% (LIBOR +4.5%)	02/05/2021	07/31/2026		3,126		3,132		2,983
AG Parent Holdings LLC	High Tech Industries	8.12% (LIBOR +5%)	07/30/2019	07/31/2026		4,086		4,061		3,961
AgroFresh Inc.	Chemicals, Plastics & Rubber	9.37% (LIBOR +6.25%)	12/01/2015	12/31/2024		1,229		1,228		1,209
Alcami Carolinas Corp	Healthcare & Pharmaceuticals	7.37% (LIBOR +4.25%)	07/09/2018	07/12/2025		3,840		3,832		3,504
Alchemy US Holdco 1 LLC	Chemicals, Plastics & Rubber	8.62% (LIBOR +5.5%)	10/01/2018	10/10/2025		1,655		1,644		1,579
Allen Media, LLC	Media: Broadcasting & Subscription	9.2% (SOFR +5.5%)	07/29/2021	02/10/2027		3,418		3,400		2,970
Alpine US Bidco LLC	Beverage, Food & Tobacco	5.25% (LIBOR +5.25%)	04/28/2021	05/03/2028		1,500		1,476		1,425
Alvogen Pharma US, Inc.	Healthcare & Pharmaceuticals	11.2% (SOFR +7.5%)	09/02/2021	06/30/2025		3,029		2,922		2,650
AMCP Clean Acquisition Co LLC	Wholesale	7.37% (LIBOR +4.25%)	07/10/2018	06/15/2025		2,317		2,312		1,879
AMCP Clean Acquisition Co LLC	Wholesale	7.37% (LIBOR +4.25%)	07/10/2018	06/15/2025		561		560		455
American Achievement Corporation (3) (14)	Retail	6.25% (LIBOR +6.25%)	02/11/2021	09/30/2026		1,470		-		-
American Public Education	Services: Consumer	8.62% (LIBOR +5.5%)	03/29/2021	09/01/2027		950		934		903

Logan JV Loan Portfolio as of September 30, 2022

(dollar amounts in thousands)

ANI Pharmaceuticals, Inc.

Healthcare & Pharmaceuticals

9.12% (LIBOR +6%)

05/24/2021

11/19/2027

3,176

3,129

3,028

Anne Arundel Dermatology Management, LLC

Healthcare & Pharmaceuticals

8.92% (LIBOR +5.25%)

10/12/2020

10/16/2025

3,257

3,204

3,176

Ansira Holdings, Inc.

Media: Diversified & Production

10.25% (LIBOR +6.5%)

04/17/2018

12/20/2024

713

697

434

Ansira Holdings, Inc.

Media: Diversified & Production

9.31% (LIBOR +6.5%)

12/20/2016

12/20/2024

2,099

2,094

1,277

Anthology / Blackboard

High Tech Industries

5.75% (LIBOR +5.25%)

10/22/2021

10/25/2028

1,781

1,719

1,523

Apex Analytix, Inc. (4) (14) (15)

Services: Business

6.5% (LIBOR +5.75%)

06/15/2022

06/15/2028

317

)

Apex Analytix, Inc. (4) (14) (15)

Services: Business

0% (SOFR +5.75%)

06/15/2022

07/22/2029

2,807

2,751

Archer Systems, LLC (5)

Services: Business

9.65% (SOFR +6.5%)

08/15/2022

08/11/2027

286

Archer Systems, LLC (5)

Services: Business

10.2% (SOFR +6.5%)

08/15/2022

08/11/2027

2,714

2,681

2,680

Arcline FM Holding, LLC

Aerospace & Defense

7% (SOFR +4.75%)

09/02/2021

06/23/2028

1,980

1,972

1,846

Axiom Global Inc.

Services: Business

7.51% (LIBOR +4.75%)

09/25/2019

10/01/2026

2,969

2,946

2,869

BCP Qualtek Merger Sub LLC

Telecommunications

9.06% (LIBOR +6.25%)

07/16/2018

07/18/2025

3,600

3,571

2,736

Belfor Holdings Inc.

Services: Business

7.28% (LIBOR +4.25%)

03/15/2022

04/06/2026

4,489

4,365

4,421

Brookfield WEC Holdings Inc

Construction & Building

6.87% (LIBOR +3.75%)

05/23/2022

08/01/2025

1,000

964

978

Canister International Group Inc

Forest Products & Paper

7.87% (LIBOR +4.75%)

12/18/2019

12/21/2026

1,950

1,938

1,921

Cano Health, LLC

Healthcare & Pharmaceuticals

7.13% (LIBOR +4%)

06/24/2021

11/23/2027

1,970

1,966

1,916

CCI Buyer, Inc. (15)

Services: Business

7.55% (SOFR +4%)

02/24/2022

12/17/2027

3,975

3,906

3,757

Clear Balance Holdings, LLC

Banking, Finance, Insurance & Real Estate

7.25% (SOFR +6.25%)

07/07/2015

10/05/2023

4,451

4,447

4,139

Cloudera, Inc.

High Tech Industries

5.25% (LIBOR +3.75%)

08/10/2021

10/08/2028

2,985

2,959

2,634

CMI Marketing, Inc

Media: Advertising, Printing & Publishing

4.75% (SOFR +4.25%)

03/19/2021

03/23/2028

1,975

1,986

1,817

Confluence Technologies, Inc.

High Tech Industries

6.56% (LIBOR +3.75%)

07/22/2021

07/31/2028

2,978

2,965

2,844

Dermatology Intermediate Holdings III, Inc (6)

Healthcare & Pharmaceuticals

7.28% (SOFR +4.25%)

03/23/2022

04/02/2029

551

227

209

Dermatology Intermediate Holdings III, Inc (6)

Healthcare & Pharmaceuticals

5.75% (SOFR +4.25%)

03/23/2022

04/02/2029

2,941

2,877

2,809

Drilling Info Inc.

High Tech Industries

7.37% (SOFR +4.25%)

07/27/2018

07/30/2025

4,319

4,311

4,179

Eisner Advisory Group LLC

Banking, Finance, Insurance & Real Estate

8.4% (LIBOR +5.25%)

08/16/2021

08/13/2028

1,980

1,964

1,891

Eliassen Group, LLC (7)

Services: Business

7.25% (LIBOR +5.75%)

03/31/2022

04/14/2028

370

Eliassen Group, LLC (7)

Services: Business

7.25% (LIBOR +5.75%)

03/31/2022

04/14/2028

1,630

1,614

1,605

Empower Payments Acquisition

Services: Business

4% (SOFR +4%)

10/05/2018

10/10/2025

3,850

3,846

3,722

Epic Staffing Group (8) (14)

Healthcare & Pharmaceuticals

0.5% (SOFR +6%)

06/27/2022

06/28/2029

523

(31

)

(24

)

Epic Staffing Group (8) (14)

Healthcare & Pharmaceuticals

9.03% (LIBOR +6%)

06/27/2022

06/28/2029

2,471

2,325

2,359

EyeSouth

Healthcare & Pharmaceuticals

7.56% (SOFR +4.5%)

03/15/2021

03/21/2028

295

EyeSouth

Healthcare & Pharmaceuticals

7.62% (SOFR +4.5%)

03/15/2021

03/12/2028

1,683

1,680

1,679

FloWorks International LLC

Metals & Mining

8.48% (SOFR +5.75%)

02/18/2022

12/27/2028

2,494

2,471

2,319

Foley Products Co LLC

Construction & Building

8.45% (LIBOR +4.75%)

02/11/2022

12/29/2028

2,985

2,958

2,850

Gastro Health Holdco, LLC

Healthcare & Pharmaceuticals

8.17% (SOFR +4.5%)

07/02/2021

07/03/2028

702

691

664

Gastro Health Holdco, LLC

Healthcare & Pharmaceuticals

8.17% (SOFR +4.5%)

07/02/2021

07/03/2028

2,109

2,075

1,993

Global Medical Response, Inc.

Healthcare & Pharmaceuticals

4.25% (LIBOR +4.25%)

03/16/2022

10/02/2025

1,990

1,941

1,735

Golden West Packaging Group LLC

Containers, Packaging & Glass

8.37% (LIBOR +5.25%)

11/29/2021

12/01/2027

1,975

1,958

1,913

Greenway Health, LLC

Healthcare & Pharmaceuticals

6.87% (SOFR +3.75%)

04/29/2022

02/16/2024

1,990

1,885

1,772

HDT Holdco, Inc.

Aerospace & Defense

9.42% (SOFR +5.75%)

06/30/2021

07/08/2027

3,750

3,672

3,500

HEXION INC

Chemicals, Plastics & Rubber

7.41% (SOFR +4.5%)

03/02/2022

03/01/2029

1,995

1,949

1,712

Highline Aftermarket Acquisition, LLC

Retail

7.62% (LIBOR +4.5%)

03/21/2022

11/09/2027

945

896

848

Hoffman Southwest Corporation

Environmental Industries

5.5% (LIBOR +5.5%)

05/16/2019

08/14/2023

1,307

1,304

1,261

Hornblower Sub LLC

Hotel, Gaming & Leisure

7.38% (LIBOR +4.5%)

03/08/2019

04/28/2025

1,757

1,571

1,246

Imprivata Inc

High Tech Industries

7.28% (LIBOR +4.25%)

03/16/2022

12/01/2027

1,995

1,939

1,935

International Textile Group Inc

Consumer goods: Durable

5% (LIBOR +5%)

04/20/2018

05/01/2024

894

893

697

Iris Holding, Inc.

Forest Products & Paper

7.89% (LIBOR +4.75%)

06/15/2022

06/28/2028

1,250

1,154

1,153

Isagenix International LLC

Services: Consumer

11.35% (LIBOR +7.75%)

04/26/2018

06/14/2025

1,563

1,557

676

Jack Ohio Finance

Hotel, Gaming & Leisure

7.87% (SOFR +4.75%)

04/27/2022

10/04/2028

2,985

2,944

2,917

LaserShip, Inc.

Transportation: Cargo

7.38% (LIBOR +4.5%)

10/20/2021

04/30/2028

990

986

843

Lereta, LLC

High Tech Industries

8.37% (LIBOR +5.25%)

07/27/2021

07/27/2028

1,980

1,963

1,693

Lids Holdings, Inc

Retail

8.99% (LIBOR +5.5%)

12/03/2021

12/14/2026

906

891

852

Logan JV Loan Portfolio as of September 30, 2022

(dollar amounts in thousands)

Lifescan Global Corporation

Healthcare & Pharmaceuticals

6% (SOFR +6%)

06/19/2018

10/01/2024

3,487

3,440

2,837

Liquid Tech Solutions Holdings, LLC

Transportation: Cargo

8.92% (LIBOR +4.75%)

03/18/2021

03/11/2028

2,578

2,568

2,488

LRS Holdings LLC

Environmental Industries

7.37% (SOFR +4.25%)

08/13/2021

08/31/2028

2,481

2,471

2,357

MAG DS Corp.

Aerospace & Defense

9.17% (LIBOR +5.5%)

09/21/2020

04/01/2027

1,161

1,120

1,068

Mavis Tire Express Services Topco Corp.

Automotive

7.25% (LIBOR +4%)

04/13/2022

05/04/2028

1,990

1,976

1,873

McAfee Enterprise

High Tech Industries

7.87% (LIBOR +4.75%)

05/03/2021

07/27/2028

2,976

2,951

2,696

Miller's Ale House Inc

Hotel, Gaming & Leisure

10% (LIBOR +4.75%)

05/24/2018

05/30/2025

2,298

2,294

2,231

MRI SOFTWARE LLC

Construction & Building

9.17% (SOFR +5.5%)

01/31/2020

02/10/2026

1,463

1,460

1,422

NAC Holding Corporation

Banking, Finance, Insurance & Real Estate

8.23% (LIBOR +5.5%)

10/02/2020

09/28/2024

3,807

3,769

3,807

NAPA Management Services Corp

Healthcare & Pharmaceuticals

8.43% (LIBOR +5.25%)

02/18/2022

02/23/2029

3,980

3,880

3,592

New Constellis Borrower LLC

Aerospace & Defense

7.5% (LIBOR +7.5%)

03/27/2020

03/27/2024

331

318

276

New Insight Holdings Inc

Services: Business

8.84% (LIBOR +5.5%)

12/08/2017

12/20/2024

1,905

1,875

1,730

NextCare, Inc. (9)

Healthcare & Pharmaceuticals

8.17% (SOFR +4.5%)

02/13/2018

06/30/2024

628

183

169

NextCare, Inc. (9)

Healthcare & Pharmaceuticals

5.5% (LIBOR +4.5%)

02/13/2018

06/30/2024

3,711

3,701

3,618

Northern Star Holdings Inc.

Utilities: Electric

7.87% (SOFR +4.75%)

03/28/2018

03/28/2025

4,059

4,051

3,937

Oak Point Partners, LLC

Banking, Finance, Insurance & Real Estate

6.25% (LIBOR +5.25%)

12/01/2021

12/01/2027

2,780

2,744

2,753

Odyssey Logistics & Technology Corporation

Transportation: Cargo

6.81% (SOFR +4%)

10/06/2017

10/12/2024

1,903

1,900

1,845

Omni Intermediate Holdings, LLC (10) (14)

Transportation: Cargo

1% (SOFR +5%)

11/24/2021

12/30/2026

112

)

Omni Intermediate Holdings, LLC (10) (14)

Transportation: Cargo

8.69% (SOFR +5%)

11/24/2021

12/30/2026

1,870

1,856

1,842

Options Technology (11) (14)

Services: Business

1% (LIBOR +4.75%)

10/29/2021

12/26/2025

606

)

(21

)

Options Technology (11) (14)

Services: Business

7.63% (SOFR +4.75%)

10/29/2021

12/27/2025

2,434

2,410

2,349

Orion Business Innovations

High Tech Industries

7.38% (LIBOR +4.5%)

10/18/2018

10/21/2024

545

543

496

Orion Business Innovations

High Tech Industries

7.38% (LIBOR +4.5%)

03/04/2019

10/21/2024

804

801

732

Orion Business Innovations

High Tech Industries

7.38% (LIBOR +4.5%)

10/18/2018

10/21/2024

1,863

1,856

1,695

Osmosis Buyer Limited

Services: Consumer

4% (LIBOR +3.75%)

03/21/2022

07/31/2028

1,995

1,967

1,858

Output Services Group Inc

Services: Business

9.85% (LIBOR +6.75%)

03/26/2018

06/29/2026

4,321

4,315

3,068

OVG Business Services, LLC

Services: Business

9.34% (LIBOR +6.25%)

10/15/2021

11/20/2028

4,482

4,353

4,191

Patriot Rail Co LLC

Transportation: Cargo

7.67% (LIBOR +4%)

10/15/2019

10/19/2026

3,412

3,433

3,318

PH Beauty Holdings III, Inc.

Containers, Packaging & Glass

8.07% (LIBOR +5%)

10/04/2018

09/28/2025

2,880

2,867

2,347

Polyconcept Holding B.V.

Consumer goods: Non-Durable

8.53% (SOFR +5.5%)

05/12/2022

05/18/2029

2,000

1,962

1,906

Portfolio Holding, Inc.

Banking, Finance, Insurance & Real Estate

8.88% (LIBOR +6%)

05/14/2021

12/02/2025

1,975

1,947

1,955

Portfolio Holding, Inc.

Banking, Finance, Insurance & Real Estate

8.88% (LIBOR +6%)

11/15/2021

12/02/2025

415

411

410

Portfolio Holding, Inc.

Banking, Finance, Insurance & Real Estate

8.88% (LIBOR +6%)

11/15/2021

12/02/2025

620

611

614

Portillo's Holdings, LLC

Beverage, Food & Tobacco

8.62% (LIBOR +5.5%)

11/27/2019

09/06/2024

1,940

1,932

1,930

Precisely

High Tech Industries

6.78% (LIBOR +4%)

03/16/2022

04/24/2028

2,972

2,948

2,626

Premier Dental Services, Inc

Healthcare & Pharmaceuticals

7.31% (SOFR +4.5%)

08/11/2021

08/18/2028

184

183

166

Premier Dental Services, Inc.

Healthcare & Pharmaceuticals

7.62% (SOFR +4.5%)

08/11/2021

08/18/2028

1,801

1,794

1,628

Prince International Corporation

Chemicals, Plastics & Rubber

6.98% (LIBOR +4.25%)

05/27/2022

04/21/2029

1,000

904

812

Project Castle, Inc.

Capital Equipment

6% (LIBOR +5.5%)

06/09/2022

06/01/2029

1,398

1,256

1,191

Pure Fishing Inc

Consumer goods: Non-Durable

7.62% (SOFR +4.5%)

12/20/2018

12/22/2025

1,158

1,137

960

Quest Software

High Tech Industries

6.98% (LIBOR +4.25%)

03/21/2022

02/01/2029

2,000

1,972

1,490

Quidditch Acquisition Inc

Beverage, Food & Tobacco

7% (SOFR +7%)

03/16/2018

03/21/2025

975

968

970

Reedy Industries Inc. (12) (14)

Services: Consumer

5.25% (SOFR +4.5%)

08/24/2021

08/31/2028

268

)

(17

)

Reedy Industries Inc. (12) (14)

Services: Consumer

7.57% (LIBOR +4.5%)

08/24/2021

08/31/2028

1,719

1,713

1,608

Restaurant Technologies, Inc.

Services: Business

7.8% (LIBOR +4.25%)

03/17/2022

04/02/2029

1,990

1,944

1,941

RLG Holdings, LLC (15)

Containers, Packaging & Glass

0% (LIBOR +5%)

09/20/2022

07/20/2028

1,000

940

945

Rocket Software, Inc.

High Tech Industries

7.37% (LIBOR +4.25%)

03/16/2022

11/28/2025

1,985

1,957

1,903

R-Pac International Corp (13) (14)

Containers, Packaging & Glass

0.5% (LIBOR +6%)

11/23/2021

12/29/2027

373

)

R-Pac International Corp (13) (14)

Containers, Packaging & Glass

9.67% (LIBOR +6%)

11/23/2021

12/29/2027

2,985

2,933

2,925

RSA Security LLC

High Tech Industries

7.53% (LIBOR +4.75%)

04/16/2021

04/27/2028

1,980

1,969

1,479

RXB Holdings, Inc.

Services: Business

7.66% (SOFR +4.5%)

07/28/2021

12/20/2027

1,975

1,971

1,876

Sinclair Television Group, Inc.

Media: Broadcasting & Subscription

6.88% (SOFR +3.75%)

04/13/2022

04/13/2029

2,993

2,908

2,838

Logan JV Loan Portfolio as of September 30, 2022

(dollar amounts in thousands)


Skillsoft Corp.	High Tech Industries	7.96% (LIBOR +5.25%)	03/25/2022	07/14/2028	1,896		1,866		1,628
Smyrna Ready Mix Concrete LLC	Hotel, Gaming & Leisure	7.38% (SOFR +4.25%)	03/24/2022	03/23/2029	1,995		1,939		1,910
Solenis International LP	Chemicals, Plastics & Rubber	8.15% (LIBOR +4.5%)	03/31/2022	11/09/2028	1,990		1,953		1,846
Solera Holdings Inc	High Tech Industries	7.67% (LIBOR +4%)	03/16/2022	06/02/2028	1,985		1,958		1,837
SPX FLOW INC	Capital Equipment	7.63% (LIBOR +4.5%)	03/18/2022	03/18/2029	2,000		1,934		1,858
Stats, LLC	Hotel, Gaming & Leisure	5.25% (SOFR +5.25%)	03/30/2022	07/10/2026	3,477		3,456		3,289
Teneo Holdings LLC	Services: Business	8.38% (SOFR +5.25%)	07/15/2019	07/11/2025	4,461		4,400		4,229
TIBCO Software (15)	High Tech Industries	0% (LIBOR +4.5%)	09/20/2022	03/20/2029	588		535		529
TouchTunes	Media: Diversified & Production	8.98% (LIBOR +5%)	04/22/2022	04/02/2029	3,000		2,972		2,890
Upstream Newco, Inc.	Healthcare & Pharmaceuticals	8.06% (LIBOR +4.25%)	07/22/2021	11/20/2026	3,848		3,838		3,582
Veracode	High Tech Industries	7.39% (LIBOR +4.75%)	04/20/2022	05/02/2029	2,000		1,990		1,893
VeriFone Systems, Inc.	Services: Business	7% (SOFR +4%)	03/16/2022	08/20/2025	1,990		1,934		1,794
W3 Topco LLC	Energy: Oil & Gas	9.27% (SOFR +6%)	08/13/2019	08/16/2025	594		574		573
Women's Care Holdings Inc	Services: Consumer	7.87% (SOFR +4.5%)	05/20/2022	01/15/2028	1,492		1,446		1,400
Yak Access LLC	Energy: Oil & Gas	8.07% (SOFR +5%)	06/29/2018	07/11/2025	2,475		2,445		1,504
Zayo Group Holdings, Inc.	Telecommunications	7.28% (LIBOR +4.25%)	04/29/2022	03/09/2027	1,990		1,943		1,740
Zenith American Holding, Inc.	Services: Business	8.92% (LIBOR +5.25%)	03/11/2019	12/13/2024	2,447		2,444		2,441
Zenith American Holding, Inc.	Services: Business	8.38% (SOFR +5.25%)	03/11/2019	12/13/2024	120		120		120
Total United States of America						$	273,590	$	254,913


Total Senior Secured First Lien Term Loans						$	300,157	$	279,820

Second Lien Term Loans
United States of America
ASP MSG Acquisition Co Inc	Beverage, Food & Tobacco	11.17% (LIBOR +7.5%)	06/23/2021	02/16/2026	2,000	$	1,978	$	2,010
New Constellis Borrower LLC	Aerospace & Defense	11% (LIBOR +11%)	03/27/2020	03/27/2025	282		136		142
SonicWALL Inc	High Tech Industries	10.48% (LIBOR +7.5%)	04/13/2022	05/18/2026	1,000		984		938
Total United States of America						$	3,098	$	3,090

Total Second Lien Term Loans						$	3,098	$	3,090

Total Investments						$	303,255	$	282,910


Cash equivalents
Dreyfus Government Cash Management Fund							16,390		16,390
Total Cash equivalents						$	16,390	$	16,390

(1)

Variable interest rates indexed to 30-day, 60-day, 90-day or 180-day LIBOR rates, at the borrower’s option. LIBOR rates are subject to interest rate floors.

(2)

Represents fair value in accordance with ASC Topic 820.

(3)

Represents a revolver commitment of $1,470, which was unfunded as of September 30, 2022. Issuer pays 0.75% unfunded commitment fee on revolver term loan and/or revolving loan facilities.

(4)

Represents a revolver commitment of $317, which was unfunded as of September 30, 2022. Issuer pays 0.5% unfunded commitment fee on delayed draw term loan and/or revolving loan facilities.

(5)

Represents a revolver commitment of $286, of which $254 was unfunded as of September 30, 2022. Unfunded amounts of a revolver position have a rate other than the contractual fully funded rate. Issuer pays 0.50% unfunded commitment fee on delayed draw term loan and/or revolving loan facilities.

Logan JV Loan Portfolio as of September 30, 2022

(dollar amounts in thousands)

(6)

Represents a delayed draw commitment of $551, of which $318 was unfunded as of September 30, 2022. Unfunded amounts of a delayed draw position have a rate other than the contractual fully funded rate. Issuer pays 0.50% unfunded commitment fee on delayed draw term loan and/or revolving loan facilities.

(7)

Represents a delayed draw commitment of $370, of which $315 was unfunded as of September 30, 2022. Issuer pays 1.0% unfunded commitment fee on delayed draw term loan and/or revolving loan facilities.

(8)

Represents a delayed draw commitment of $523, which was unfunded as of September 30, 2022.

(9)

Represents a delayed draw commitment of $628, of which $444 was unfunded as of September 30, 2022. Unfunded amounts of a delayed draw position have a rate other than the contractual fully funded rate. Issuer pays 1.0% unfunded commitment fee on delayed draw term loan and/or revolving loan facilities.

(10)

Represents a delayed draw commitment of $112, which was unfunded as of September 30, 2022. Issuer pays 1.0% unfunded commitment fee on delayed draw term loan and/or revolving loan facilities.

(11)

Represents a delayed draw commitment of $606, which was unfunded as of September 30, 2022. Issuer pays 1.0% unfunded commitment fee on delayed draw term loan and/or revolving loan facilities.

(12)

Represents a delayed draw commitment of $268, which was unfunded as of September 30, 2022. Issuer pays 4.5% unfunded commitment fee on delayed draw term.

(13)

Represents a delayed draw commitment of $373 which was unfunded as of September 30, 2022. Issuer pays 0.5% unfunded commitment fee on delayed draw term.

(14)

Unfunded amount will start to accrue interest when the position is funded. LIBOR rate as of September 30, 2022 or LIBOR floor is shown to reflect possible projected interest rate.

(15)

Unsettled trade will start to accrue interest when the position is settled. SOFR rate as of September 30, 2022 or SOFR floor is shown to reflect possible projected interest rate.

(16)

All investments are pledged as collateral for loans payable unless otherwise noted.

Logan JV Loan Portfolio as of December 31, 2021

(dollar amounts in thousands)


Type of Investment/ Portfolio company (16)	Industry	Interest Rate (1)	Initial Acquisition Date	Maturity Date	Principal		Amortized Cost		Fair Value (2)
Senior Secured First Lien Term Loans
Australia
Ticketek Pty Ltd	Services: Consumer	5% (LIBOR +4.25%)	11/22/2019	11/26/2026		1,474	$	1,463	$	1,432
Total Australia							$	1,463	$	1,432

Canada
Avison Young Canada Inc.	Services: Business	5.97% (LIBOR +5.75%)	03/07/2019	01/31/2026		3,884	$	3,836	$	3,863
PNI Canada Acquireco Corp	High Tech Industries	4.6% (LIBOR +4.5%)	10/31/2018	10/31/2025		1,597		1,593		1,596
WildBrain Ltd.	Media: Diversified & Production	5% (LIBOR +4.25%)	03/19/2021	03/24/2028		-		1,950		1,983
Total Canada							$	7,379	$	7,442

Germany
Rhodia Acetow	Consumer goods: Non-Durable	6.5% (LIBOR +5.5%)	04/21/2017	05/31/2023		955	$	952	$	895
VAC Germany Holding GmbH	Metals & Mining	5% (LIBOR +4%)	02/26/2018	03/08/2025		2,888		2,881		2,823
Total Germany							$	3,833	$	3,718

Luxembourg
Travelport Finance (Luxembourg) S.a r.l.	Services: Consumer	2.5% (LIBOR +1.5%)	09/22/2020	02/28/2025		2,184		2,058		2,251
Travelport Finance (Luxembourg) S.a r.l.	Services: Consumer	5.22% (LIBOR +5%)	09/22/2020	05/29/2026		1,745		1,723		1,458
Total Luxembourg							$	3,781	$	3,709

United Kingdom
Auxey Bidco Ltd.	Services: Consumer	5.16% (LIBOR +5%)	08/07/2018	06/16/2025		5,000	$	4,896	$	4,843
EG Group	Retail	4.22% (LIBOR +4%)	03/23/2018	02/07/2025		2,759		2,753		2,753
Total United Kingdom							$	7,649	$	7,596

United States of America
A Place for Mom Inc	Media: Advertising, Printing & Publishing	4.75% (LIBOR +3.75%)	07/28/2017	8/10/2024		3,830	$	3,822	$	3,777
Advanced Integration Technology LP	Aerospace & Defense	5.75% (LIBOR +4.75%)	07/15/2016	04/03/2023		1,895		1,892		1,782
Advisor Group Holdings Inc	Fire: Finance	4.6% (LIBOR +4.5%)	02/05/2021	07/31/2026		3,150		3,158		3,163
AG Parent Holdings LLC	High Tech Industries	5.1% (LIBOR +5%)	07/30/2019	07/31/2026		2,613		2,596		2,610

Logan JV Loan Portfolio as of December 31, 2021

(dollar amounts in thousands)

Type of Investment/
Portfolio company (16)

Industry

Interest Rate (1)

Initial
Acquisition
Date

Maturity
Date

Principal

Amortized
Cost

Fair
Value (2)

AgroFresh Inc.

Chemicals, Plastics & Rubber

7.25% (LIBOR +6.25%)

12/01/2015

12/31/2024

1,238

1,237

1,249

Alcami Carolinas Corp

Healthcare & Pharmaceuticals

4.39% (LIBOR +4.25%)

07/09/2018

7/12/2025

3,870

3,860

3,551

Alchemy US Holdco 1 LLC

Chemicals, Plastics & Rubber

5.6% (LIBOR +5.5%)

10/01/2018

10/10/2025

1,655

1,641

1,656

Allen Media, LLC

Media: Broadcasting & Subscription

5.72% (LIBOR +5.5%)

07/29/2021

02/10/2027

3,445

3,423

3,448

Alpine US Bidco LLC

Beverage, Food & Tobacco

6% (LIBOR +5.25%)

04/28/2021

04/13/2028

1,508

1,480

1,504

Alvogen Pharma US, Inc.

Healthcare & Pharmaceuticals

6.25% (LIBOR +5.25%)

09/02/2021

12/31/2023

3,148

3,052

3,018

AMCP Clean Acquisition Co LLC

Wholesale

4.35% (LIBOR +4.25%)

07/10/2018

06/15/2025

2,335

2,329

1,951

AMCP Clean Acquisition Co LLC

Wholesale

4.35% (LIBOR +4.25%)

07/10/2018

06/15/2025

565

564

472

American Achievement Corporation(3) (15)

Retail

7.25% (LIBOR +6.25%)

02/11/2021

09/30/2026

1,470

American Public Education

Services: Consumer

6.25% (LIBOR +5.5%)

03/29/2021

09/01/2027

988

969

980

ANI Pharmaceuticals, Inc.

Healthcare & Pharmaceuticals

6.75% (LIBOR +6%)

05/24/2021

05/24/2027

2,000

1,961

2,009

Anne Arundel Dermatology Management, LLC (4)

Healthcare & Pharmaceuticals

7% (LIBOR +6%)

10/12/2020

10/16/2025

1,358

1,233

1,234

Anne Arundel Dermatology Management, LLC (5) (15)

Healthcare & Pharmaceuticals

8.75% (LIBOR +6.5%)

10/12/2020

10/16/2025

451

)

Anne Arundel Dermatology Management, LLC

Healthcare & Pharmaceuticals

7.5% (LIBOR +6.5%)

10/12/2020

10/16/2025

2,028

1,997

1,995

Ansira Holdings, Inc.

Media: Diversified & Production

7.5% (LIBOR +6.5%)

04/17/2018

12/20/2024

682

680

545

Ansira Holdings, Inc.

Media: Diversified & Production

7.5% (LIBOR +6.5%)

12/20/2016

12/20/2024

2,046

2,039

1,637

Anthology / Blackboard

High Tech Industries

5.75% (LIBOR +5.25%)

10/22/2021

10/25/2028

1,500

1,449

1,476

Arcline FM Holding, LLC

Aerospace & Defense

5.5% (LIBOR +4.75%)

09/02/2021

06/23/2028

1,995

1,985

1,996

Ascend Performance Materials Operations LLC

Chemicals, Plastics & Rubber

5.5% (LIBOR +4.75%)

08/16/2019

08/27/2026

862

851

868

Axiom Global Inc.

Services: Business

5.5% (LIBOR +4.75%)

09/25/2019

10/01/2026

2,992

2,964

2,947

BCP Qualtek Merger Sub LLC

Telecommunications

7.25% (LIBOR +6.25%)

07/16/2018

07/18/2025

3,675

3,638

3,634

Brand Energy & Infrastructure Services, Inc.

Energy: Oil & Gas

5.25% (LIBOR +4.25%)

06/16/2017

06/21/2024

2,865

2,855

2,809

Canister International Group Inc

Forest Products & Paper

4.85% (LIBOR +4.75%)

12/18/2019

12/21/2026

1,965

1,951

1,974

Cano Health, LLC

Healthcare & Pharmaceuticals

5.25% (LIBOR +4.5%)

06/24/2021

11/23/2027

1,985

1,980

1,987

Clear Balance Holdings, LLC

Fire: Finance

6.75% (LIBOR +5.75%)

07/07/2015

10/05/2023

4,529

4,523

4,348

Cloudera, Inc.

High Tech Industries

4.25% (LIBOR +3.75%)

08/10/2021

10/08/2028

3,000

2,971

2,996

CMI Marketing, Inc

Media: Advertising, Printing & Publishing

4.75% (LIBOR +4.25%)

03/19/2021

03/23/2028

1,990

2,002

2,012

Confluence Technologies, Inc.

High Tech Industries

4.25% (LIBOR +3.75%)

07/22/2021

07/31/2028

3,000

2,986

2,993

Conyers Park Parent Merger Sub Inc

Beverage, Food & Tobacco

4.75% (LIBOR +3.75%)

06/21/2017

07/07/2024

1,287

1,285

1,298

Drilling Info Inc.

High Tech Industries

4.35% (LIBOR +4.25%)

07/27/2018

07/30/2025

4,353

4,342

4,310

Eisner Advisory Group LLC

Banking, Finance, Insurance & Real Estate

7.5% (LIBOR +6.75%)

08/16/2021

07/28/2028

182

180

182

Eisner Advisory Group LLC

Banking, Finance, Insurance & Real Estate

6% (LIBOR +5.25%)

08/16/2021

08/13/2028

1,813

1,795

1,818

Eliassen Group, LLC

Services: Business

4.35% (LIBOR +4.25%)

10/19/2018

11/05/2024

4,597

4,586

4,551

Empower Payments Acquisition

Services: Business

4.47% (LIBOR +4.25%)

10/05/2018

10/05/2025

3,880

3,875

3,895

EyeSouth (6) (15)

Healthcare & Pharmaceuticals

5.25% (LIBOR +4.5%)

03/15/2021

03/21/2028

295

)

EyeSouth

Healthcare & Pharmaceuticals

5.25% (LIBOR +4.5%)

03/15/2021

03/12/2028

1,696

1,692

1,701

Gastro Health Holdco, LLC (7)

Healthcare & Pharmaceuticals

5.25% (LIBOR +4.5%)

07/02/2021

07/03/2028

333

268

272

Gastro Health Holdco, LLC

Healthcare & Pharmaceuticals

5.25% (LIBOR +4.5%)

07/02/2021

07/03/2028

998

993

1,005

Gold Standard Baking, Inc.(17)

Wholesale

7.5% (LIBOR +6.5%)

05/19/2015

07/23/2022

2,096

1,674

Golden West Packaging Group LLC

Containers, Packaging & Glass

6% (LIBOR +5.25%)

11/29/2021

12/01/2027

2,000

1,980

1,990

HDT Holdco, Inc.

Aerospace & Defense

6.5% (LIBOR +5.75%)

06/30/2021

07/08/2027

3,900

3,806

3,866

Hoffman Southwest Corporation

Environmental Industries

6% (LIBOR +5%)

05/16/2019

08/14/2023

1,362

1,356

1,334

Hornblower Sub LLC

Hotel, Gaming & Leisure

5.5% (LIBOR +4.5%)

03/08/2019

04/28/2025

1,771

1,539

1,676

International Textile Group Inc

Consumer goods: Durable

5.13% (LIBOR +5%)

04/20/2018

05/01/2024

913

911

848

Isagenix International LLC

Services: Consumer

6.75% (LIBOR +5.75%)

04/26/2018

06/14/2025

1,605

1,597

1,202

LaserShip, Inc.

Transportation: Cargo

5.25% (LIBOR +4.5%)

10/20/2021

04/30/2028

998

993

1,000

Lereta, LLC

Fire: Real Estate

6% (LIBOR +5.25%)

07/27/2021

07/27/2028

1,995

1,976

1,997

Lids Holdings, Inc

Retail

5.55% (LIBOR +0%)

12/03/2021

12/03/2026

1,000

980

985

Lifescan Global Corporation

Healthcare & Pharmaceuticals

6.13% (LIBOR +6%)

06/19/2018

10/01/2024

2,735

2,707

2,680

Logan JV Loan Portfolio as of December 31, 2021

(dollar amounts in thousands)

Type of Investment/
Portfolio company (16)

Industry

Interest Rate (1)

Initial
Acquisition
Date

Maturity
Date

Principal

Amortized
Cost

Fair
Value (2)

Liquid Tech Solutions Holdings, LLC

Transportation: Cargo

5.5% (LIBOR +4.75%)

03/18/2021

03/11/2028

2,987

2,974

2,987

LRS Holdings LLC

Environmental Industries

4.75% (LIBOR +4.25%)

08/13/2021

08/12/2028

2,500

2,488

2,503

MAG DS Corp.

Aerospace & Defense

6.5% (LIBOR +5.5%)

09/21/2020

04/01/2027

1,191

1,143

1,096

McAfee Enterprise

High Tech Industries

5.75% (LIBOR +5%)

05/03/2021

07/27/2028

2,991

2,963

2,987

Miller's Ale House Inc

Hotel, Gaming & Leisure

4.85% (LIBOR +4.75%)

05/24/2018

05/21/2025

2,316

2,310

2,234

MRI Software LLC

Construction & Building

6.5% (LIBOR +5.5%)

01/31/2020

02/10/2026

1,474

1,470

1,473

NAC Holding Corporation

Fire: Insurance

6% (LIBOR +5%)

10/02/2020

09/28/2024

3,836

3,783

3,836

New Constellis Borrower LLC

Aerospace & Defense

8.5% (LIBOR +7.5%)

03/27/2020

03/27/2024

331

316

324

New Insight Holdings Inc

Services: Business

6.5% (LIBOR +5.5%)

12/08/2017

12/20/2024

1,920

1,879

1,899

NextCare, Inc. (8)

Healthcare & Pharmaceuticals

5.25% (LIBOR +4.25%)

02/13/2018

06/30/2024

629

115

117

NextCare, Inc.

Healthcare & Pharmaceuticals

5.25% (LIBOR +4.25%)

02/13/2018

06/30/2024

3,740

3,725

3,721

Northern Star Holdings Inc.

Utilities: Electric

5.75% (LIBOR +4.75%)

03/28/2018

03/28/2025

4,091

4,081

4,101

Oak Point Partners, LLC

Banking, Finance, Insurance & Real Estate

6.5% (LIBOR +5.5%)

12/01/2021

11/30/2027

2,850

2,808

2,807

Odyssey Logistics & Technology Corporation

Transportation: Cargo

5% (LIBOR +4%)

10/06/2017

10/12/2024

1,918

1,913

1,904

Omni Logistics

Transportation: Cargo

6% (LIBOR +5%)

11/24/2021

11/30/2027

172

171

Omni Logistics (9)

Transportation: Cargo

6% (LIBOR +5%)

11/24/2021

11/30/2027

203

Omni Logistics

Transportation: Cargo

6% (LIBOR +5%)

11/24/2021

12/30/2026

1,620

1,604

1,608

Options Technology (10) (15)

Services: Business

4.8% (LIBOR +4.75%)

10/29/2021

12/26/2025

606

)

Options Technology

Services: Business

5.75% (LIBOR +4.75%)

10/29/2021

12/27/2025

2,452

2,423

2,421

Orion Business Innovations

High Tech Industries

5.5% (LIBOR +4.5%)

10/18/2018

10/19/2024

549

546

549

Orion Business Innovations

High Tech Industries

5.5% (LIBOR +4.5%)

03/04/2019

10/21/2024

810

806

810

Orion Business Innovations

High Tech Industries

5.5% (LIBOR +4.5%)

10/18/2018

10/19/2024

1,877

1,869

1,877

Output Services Group Inc

Services: Business

5.5% (LIBOR +4.5%)

03/26/2018

03/21/2024

4,322

4,314

3,720

OVG Business Services, LLC

Services: Business

7.25% (LIBOR +6.25%)

10/15/2021

11/20/2028

2,500

2,475

Patriot Rail Co LLC

Transportation: Cargo

4.25% (LIBOR +4%)

02/24/2021

10/19/2026

3,439

3,463

3,456

PH Beauty Holdings III, Inc.

Containers, Packaging & Glass

5.18% (LIBOR +5%)

10/04/2018

09/28/2025

2,903

2,887

2,743

PLH Group Inc

Energy: Oil & Gas

6.15% (LIBOR +6%)

08/01/2018

07/25/2023

3,384

3,357

3,354

Portfolio Holding, Inc.

Banking, Finance, Insurance & Real Estate

7% (LIBOR +6%)

05/14/2021

12/02/2025

1,990

1,956

1,990

Portfolio Holding, Inc. (11)

Banking, Finance, Insurance & Real Estate

7% (LIBOR +6%)

11/15/2021

12/02/2025

417

221

225

Portfolio Holding, Inc.

Banking, Finance, Insurance & Real Estate

7% (LIBOR +6%)

11/15/2021

12/02/2025

625

613

625

Portillo's Holdings, LLC

Beverage, Food & Tobacco

6.5% (LIBOR +5.5%)

11/27/2019

09/06/2024

1,955

1,944

1,961

Precisely

High Tech Industries

4.75% (LIBOR +4%)

06/24/2021

04/24/2028

1,995

1,986

1,995

Premier Dental Services, Inc. (12)

Healthcare & Pharmaceuticals

5.25% (LIBOR +4.5%)

08/11/2021

08/18/2028

185

Premier Dental Services, Inc.

Healthcare & Pharmaceuticals

5.25% (LIBOR +4.5%)

08/11/2021

08/18/2028

1,815

1,806

1,818

Pure Fishing Inc

Consumer goods: Non-Durable

4.6% (LIBOR +4.5%)

12/20/2018

12/22/2025

1,167

1,140

1,135

Quidditch Acquisition Inc

Beverage, Food & Tobacco

8% (LIBOR +7%)

03/16/2018

03/21/2025

983

974

970

Red Ventures, LLC

Media: Advertising, Printing & Publishing

2.6% (LIBOR +2.5%)

10/18/2017

11/08/2024

1,977

1,969

1,968

Reedy Industries Inc. (13) (15)

Services: Consumer

5.25% (LIBOR +4.5%)

08/24/2021

08/31/2028

299

)

Reedy Industries Inc.

Services: Consumer

5.25% (LIBOR +4.5%)

08/24/2021

08/31/2028

1,701

1,693

1,701

R-Pac International Corp (14)

Containers, Packaging & Glass

6.75% (LIBOR +6%)

11/23/2021

01/15/2028

373

R-Pac International Corp

Containers, Packaging & Glass

6.75% (LIBOR +6%)

11/23/2021

01/15/2028

3,000

2,940

RSA Security LLC

High Tech Industries

5.5% (LIBOR +4.75%)

04/16/2021

04/27/2028

1,995

1,982

1,911

RXB Holdings, Inc.

Services: Business

5.25% (LIBOR +4.5%)

07/28/2021

12/20/2027

1,990

1,985

1,996

StubHub

High Tech Industries

4.75% (LIBOR +4.25%)

07/21/2021

02/12/2027

1,496

1,489

1,496

Logan JV Loan Portfolio as of December 31, 2021

(dollar amounts in thousands)


Type of Investment/ Portfolio company (16)	Industry	Interest Rate (1)	Initial Acquisition Date	Maturity Date	Principal		Amortized Cost		Fair Value (2)
Teneo Holdings LLC	Services: Business	6.25% (LIBOR +5.25%)	07/15/2019	07/11/2025		3,194		3,138		3,208
Titan Sub LLC	Aerospace & Defense	5.1% (LIBOR +5%)	09/19/2019	09/21/2026		3,192		3,168		3,201
Upstream Newco, Inc.	Healthcare & Pharmaceuticals	4.35% (LIBOR +4.25%)	07/22/2021	11/20/2026		3,877		3,866		3,887
W3 Topco LLC	Energy: Oil & Gas	7% (LIBOR +6%)	08/13/2019	08/16/2025		1,775		1,700		1,757
Yak Access LLC	Energy: Oil & Gas	5.18% (LIBOR +5%)	06/29/2018	07/11/2025		2,588		2,548		2,328
Zenith American Holding, Inc.	Services: Business	6.25% (LIBOR +5.25%)	03/11/2019	12/13/2024		2,476		2,473		2,476
Zenith American Holding, Inc.	Services: Business	6.25% (LIBOR +5.25%)	03/11/2019	12/13/2024		123		122		123
Total United States of America							$	202,359	$	198,360

Total Senior Secured First Lien Term Loans							$	226,464	$	222,257

Second Lien Term Loans
United States of America
ASP MSG Acquisition Co Inc	Beverage, Food & Tobacco	8.25% (LIBOR +7.5%)	06/23/2021	08/16/2025		2,000	$	1,974	$	2,010
New Constellis Borrower LLC	Aerospace & Defense	12% (LIBOR +11%)	03/27/2020	03/27/2025		282		121		182
Total United States of America							$	2,095	$	2,192

Total Second Lien Term Loans							$	2,095	$	2,192

Total Investments							$	228,559	$	224,449


Cash equivalents
Dreyfus Government Cash Management Fund								14,985		14,985
Other cash accounts								735		735
Total Cash equivalents							$	15,720	$	15,720

(1)

Variable interest rates indexed to 30-day, 60-day, 90-day or 180-day LIBOR rates, at the borrower’s option. LIBOR rates are subject to interest rate floors.

(2)

Represents fair value in accordance with ASC Topic 820.

(3)

Represents a revolver commitment of $1,470, which was unfunded as of December 31, 2021. Issuer pays 0.75% unfunded commitment fee on revolver term loan and/or revolving loan facilities.

(4)

Represents a delayed draw commitment of $1,358, of which $104 was unfunded as of December 31, 2021. Unfunded amounts of a delayed draw position have a lower rate than the contractual fully funded rate. Issuer pays 1.00% unfunded commitment fee on delayed draw term loan and/or revolving loan facilities.

(5)

Represents a revolver commitment of $451, which was unfunded as of December 31, 2021. Issuer pays 0.5% unfunded commitment fee on revolver term loan and/or revolving loan facilities.

(6)

Represents a delayed draw commitment of $295, which was unfunded as of December 31, 2021. Issuer pays 4.5% unfunded commitment fee on delayed draw term loan and/or revolving loan facilities.

(7)

Represents a delayed draw commitment of $333, of which $63 was unfunded as of December 31, 2021. Unfunded amounts of a delayed draw position have a lower rate than the contractual fully funded rate. Issuer pays 4.00% unfunded commitment fee on delayed draw term loan and/or revolving loan facilities.

(8)

Represents a delayed draw commitment of $629, of which $512 was unfunded as of December 31, 2021. Unfunded amounts of a delayed draw position have a lower rate than the contractual fully funded rate. Issuer pays 1.00% unfunded commitment fee on delayed draw term loan and/or revolving loan facilities.

(9)

Represents a delayed draw commitment of $203, of which $193 was unfunded as of December 31, 2021. Unfunded amounts of a delayed draw position have a lower rate than the contractual fully funded rate. Issuer pays 1.00% unfunded commitment fee on delayed draw term loan and/or revolving loan facilities.

Logan JV Loan Portfolio as of December 31, 2021

(dollar amounts in thousands)

(10)

Represents a delayed draw commitment of $606, which was unfunded as of December 31, 2021. Issuer pays 1.0% unfunded commitment fee on delayed draw term loan and/or revolving loan facilities.

(11)

Represents a delayed draw commitment of $417, of which $197 was unfunded as of December 31, 2021. Unfunded amounts of a delayed draw position have a lower rate than the contractual fully funded rate. Issuer pays 1.00% unfunded commitment fee on delayed draw term loan and/or revolving loan facilities.

(12)

Represents a delayed draw commitment of $185, of which $107 was unfunded as of December 31, 2021. Unfunded amounts of a delayed draw position have a lower rate than the contractual fully funded rate. Issuer pays 4.50% unfunded commitment fee on delayed draw term loan and/or revolving loan facilities.

(13)

Represents a revolver commitment of $299, which was unfunded as of December 31, 2021. Issuer pays 4.5% unfunded commitment fee on revolver term loan and/or revolving loan facilities.

(14)

Represents a revolver commitment of $373, of which $299 was unfunded as of December 31, 2021. Issuer pays 0.5% unfunded commitment fee on revolver term loan and/or revolving loan facilities.

(15)

Unfunded amount will start to accrue interest when the position is funded. 3 month LIBOR as of December 31, 2021 or LIBOR floor is shown to reflect possible projected interest rate

(16)

All investments are pledged as collateral for loans payable unless otherwise noted.

(17)

Loan was on non-accrual as of December 31, 2021.

Logan JV Summarized Financial Information:

Below is certain summarized financial information for Logan JV as of September 30, 2022 and December 31, 2021 and for the three and nine months ended September 30, 2022 and 2021:

Selected Balance Sheet Information:



	As of September 30, 2022		As of December 31, 2021
	(Dollars in thousands)		(Dollars in thousands)
Assets:
Investments at fair value (cost of $303,255 and $228,559, respectively)	$	282,910	$	224,449
Cash		16,390		15,720
Other assets		9,153		834
Total assets	$	308,453	$	241,003
Liabilities:
CLO asset-backed debt, net	$	240,478	$	-
Loans payable, net		-		145,782
Payable for investments purchased		6,168		-
Distribution payable		2,600		2,900
Other liabilities		2,264		1,317
Total liabilities	$	251,510	$	149,999
Members' capital	$	56,943	$	91,004
Total liabilities and members' capital	$	308,453	$	241,003

Selected Statement of Operations Information:


	For the three months ended September 30 2022			For the three months ended September 30 2021			For the nine months ended September 30 2022			For the nine months ended September 30 2021
	(Dollars in thousands)			(Dollars in thousands)			(Dollars in thousands)			(Dollars in thousands)
Interest income	$	5,983		$	3,452		$	13,719		$	10,604
Fee income		83			74			131			90
Total revenues		6,066			3,526			13,850			10,694
Credit facility expenses, amd interest on asset-backed debt and credit facility (1)	$	2,623		$	1,462		$	8,253		$	4,409
Other fees and expenses		191			103			406			292
Total expenses		2,814			1,565			8,659			4,701
Net investment income		3,252			1,961			5,191			5,993
Net realized gain (loss)		(351	)		67			(1,916	)		254
Net change in unrealized (depreciation) appreciation on investments		(3,148	)		(327	)		(16,236	)		6,146
Net increase in members' capital from operations	$	(247	)	$	1,701		$	(12,961	)	$	12,393

(1)

As of September 30, 2022, Logan JV had $242,500 of outstanding debt under the CLO asset-backed debt with an effective interest rate of 5.37% per annum. As of December 31, 2021, Logan JV had $147,041 of outstanding debt under the credit facility with an effective interest rate of 2.88% per annum.

Revolving and Unfunded Delayed Draw Loans

For the Company’s investments in revolving and delayed draw loans, the cost basis of the investments purchased is adjusted for the cash received for the discount on the total balance committed. The fair value is also adjusted for price appreciation or depreciation on the unfunded portion. As a result, the purchase of commitments not completely funded may result in a negative value until it is offset by the future amounts called and funded.

4. Related Party Transactions

Investment Management Agreement

On January 28, 2020, the Company’s Board unanimously approved an interim investment management agreement (the “Interim Investment Management Agreement”) and an Investment Management Agreement (the “Investment Management Agreement”) between the Company and the Advisor, both of which included substantially the same terms as the amended and restated investment management agreement which became effective on June 14, 2019 (the “Prior Investment Management Agreement”). The Interim Investment Management Agreement became effective January 31, 2020. The Investment Management Agreement became effective May 28, 2020 upon stockholder approval obtained at a special stockholder meeting held on such date and the Interim Investment Management Agreement terminated immediately. The Investment Management Agreement, the Interim Investment Agreement and the Prior Investment Management Agreement are collectively referred to as the Investment Management Agreements. Consistent with the terms under the Prior Investment Management Agreement, under the Interim Investment Management Agreement and the Investment Management Agreement, the Advisor, subject to the overall supervision of the Company’s board of directors, manages the day-to-day operations of and provides investment advisory services to the Company.

Base Management Fee

For the three and nine months ended September 30, 2022 and 2021, the base management fee was calculated at an annual rate of 1.0% of the Company’s gross assets payable quarterly in arrears on a calendar quarter basis. The 1.0% rate is pursuant to the Investment Management Agreements.

On March 3, 2020, the Company approved a proposal from the Advisor to irrevocably waive management and incentive fees for the Company for the period from July 1, 2020 through December 31, 2020. The Advisor subsequently agreed to extend the management and incentive fee waiver through March 31, 2021.

On May 5, 2022, the Company approved a proposal from the Advisor to irrevocably waive $400 of the base management fee earned for the three month period ended March 31, 2022.

On August 5, 2022, the Company approved a proposal from the Advisor to irrevocably waive $1,043 of the base management fee earned for the three month period ended June 30, 2022.

For purposes of calculating the base management fee, “gross assets” is determined as the value of the Company’s assets without deduction for any liabilities. The base management fee is calculated based on the value of the Company’s gross assets at the end of the most recently completed calendar quarter, and appropriately adjusted for any share issuances or repurchases during the current calendar quarter.

For the three months ended September 30, 2022 and 2021, the Company incurred base management fees of $973 and $1,048, respectively, net of management fees waived of $0 and $0, respectively. For the nine months ended September 30, 2022 and 2021, the Company incurred base management fee of $1,602 and $2,011, respectively, net of management fees waived of $1,443 and $879, respectively. As of September 30, 2022 and December 31, 2021, $973 and $1,063, respectively, was payable to the Advisor.

Incentive Fee

The incentive fee consists of two components as described in detail below: incentive fee on ordinary income and incentive fee on capital gains. The two components are determined independent of each other.

Incentive Fee on Ordinary Income

The incentive fee on ordinary income is calculated by reference to the Company’s aggregate Pre-incentive fee net investment income (as described below) for the most recent trailing twelve quarter period or, if shorter, the number of quarters that have occurred since January 1, 2018 (“Trailing Twelve Quarter Period”). Pre-incentive fee net investment income means interest income, dividend income and any other income (including any other fees, such as commitment, origination, structuring, diligence, managerial assistance and consulting fees or other fees that we may receive from portfolio companies) accrued during the calendar quarter, minus the Company’s operating expenses for the quarter (including the base management fee, expenses payable under the Company’s administration agreement discussed below), interest expense and any dividends paid on any issued and outstanding preferred stock, but excluding the incentive fee and any offering expenses not charged to operations and excluding reversals of the incentive fee solely to the extent such reversals have the effect of reducing previously accrued incentive fees based on the deferral of non-cash interest. Furthermore, pre-incentive fee net investment income includes, in the case of investments with a deferred interest feature (such as original issue discount, debt instruments with payment-in-kind interest and zero coupon securities), accrued income not yet received in cash; provided, however, that the portion of the incentive fee attributable to deferred interest features shall be paid, together with interest thereon from the date of deferral to the date of payment at the prime rate published from time to time by the Wall Street Journal or, in the absence thereof, a bank chosen by the board of directors, only if and to the extent received in cash, and any accrual thereof shall be reversed if and to the extent such interest is reversed in connection with any write off or similar permanent impairment of the investment giving rise to any deferred interest accrual, applied in each case in the order such interest was accrued. Pre-incentive fee net investment income is expressed as a rate of return on the value of the Company’s net assets at the beginning of each applicable calendar quarter comprising of the relevant Trailing Twelve Quarter Period. The hurdle amount for incentive fee based on pre-incentive fee net investment income is determined on a quarterly basis and equal to 2.0% (8.0% annualized) multiplied by the net asset value attributable to the Company’s common stock at the beginning of each applicable calendar quarter comprising the relevant Trailing Twelve Quarter Period (also referred to as “hurdle rate”). The hurdle amount will be calculated after making appropriate adjustments for subscriptions (which includes all issuances by the Company of shares of our common stock, including issuances pursuant to its dividend reinvestment plan) and distributions that occurred during the relevant Trailing Twelve Quarter Period.

The incentive fee based on pre-incentive net investment income for the relevant Trailing Twelve Quarter Period in each calendar quarter will be determined as follows:

•

The Advisor receives no incentive fee for any calendar quarter in which the Company’s pre-incentive fee net investment income does not exceed the hurdle rate;

•

Subject to the Incentive Fee Cap (as defined below), the Advisor receives 100% of the Company’s pre-incentive fee net investment income for the Trailing Twelve Quarters with respect to that portion of the pre-incentive net investment income for such quarter, if any, that exceeds the hurdle rate but is less than 2.5% (10.0% annualized) (also referred to as the “catch-up” provision); and

•

17.5% of the Company’s pre-incentive fee net investment income for the Trailing Twelve Quarter Period with respect to that portion of the pre-incentive fee net investment income for such quarter, if any, that exceeds 2.5% (10.0% annualized).

The amount of the incentive fee on pre-incentive net investment income that will be paid for a particular quarter will equal the excess of the incentive fee so calculated minus the aggregate incentive fees on ordinary income that were paid in respect of the eleven preceding calendar quarters (or if shorter, the appropriate number of preceding quarters incentive fees paid that have occurred since January 1, 2018) included in the relevant Trailing Twelve Quarter Period but not in excess of the Incentive Fee Cap (as described below).

The foregoing incentive fee is subject to an Incentive Fee Cap (as defined below). The Incentive Fee Cap for any quarter is an amount equal to (a) 20% of the Cumulative Net Return (as defined below) during the relevant Trailing Twelve Quarter Period, minus (b) the aggregate incentive fees based on income that were paid in respect of the first eleven calendar quarters (or the portion thereof) included in the relevant Trailing Twelve Quarter Period.

“Cumulative Net Return” means (x) pre-incentive fee net investment income in respect of the relevant Trailing Twelve Quarter Period minus (y) any Net Capital Loss, if any, in respect of the relevant Trailing Twelve Quarter Period. If, in any quarter, the Incentive Fee Cap is zero or a negative value, the Company pays no incentive fee based on income to the Advisor for such quarter. If, in any quarter, the Incentive Fee Cap for such quarter is a positive value but is less than the incentive fee based on pre-incentive net investment income that is payable to the Advisor for such quarter (before giving effect to the Incentive Fee Cap) calculated as described above, the Company pays an incentive fee based on pre-incentive fee net investment income to the Advisor equal to the Incentive Fee Cap for such quarter. If, in any quarter, the Incentive Fee Cap for such quarter is equal to or greater than the incentive fee based on pre-incentive fee net investment income that is payable to the Advisor for such quarter (before giving effect to the Incentive Fee Cap) calculated as described above, the Company pays an incentive fee based on

income to the Advisor equal to the incentive fee calculated as described above for such quarter without regard to the Incentive Fee Cap.

“Net Capital Loss” in respect of a particular period means the difference, if positive, between (i) aggregate capital losses, whether realized or unrealized, in such period and (ii) aggregate capital gains, whether realized or unrealized, in such period.

For the three and nine months ended September 30, 2022 and 2021, the Company incurred no incentive fee related to ordinary income.

Incentive Fee on Net Investment Income Payable

For the three and nine months ended September 30, 2022 and 2021, the Company reversed $0 and $0, respectively, of incentive fees related to the adjustment of previously deferred incentive fees payable.

As of September 30, 2022 and December 31, 2021, $0 and $0, respectively, of such incentive fees related to previously deferred income now received in cash are currently payable to the Advisor and reflected in accrued expenses and other payables in the Consolidated Statements of Assets and Liabilities. As of September 30, 2022 and December 31, 2021, $0 and $0, respectively of incentive fees incurred by the Company were generated from deferred interest (i.e. PIK, certain discount accretion and deferred interest) and are not payable until such amounts are received in cash. These amounts are reflected in accrued incentive fees on the Consolidated Statements of Assets and Liabilities.

Incentive Fee on Capital Gains

The second component of the incentive fee (capital gains incentive fee) is determined and payable in arrears as of the end of each calendar year (or upon termination of the investment management agreement, as of the termination date). This component is equal to 17.5% of the Company’s cumulative aggregate realized capital gains from inception through the end of that calendar year, computed net of the cumulative aggregate realized capital losses and cumulative aggregate unrealized capital depreciation through the end of such year. The calculation of the capital gains incentive fee has not been modified or waived. The aggregate amount of any previously paid capital gains incentive fees is subtracted from such capital gains incentive fee calculated. There was no capital gains incentive fee payable to the Company’s Advisor under the Investment Management Agreement, Interim Investment Management Agreement and Prior Investment Management Agreement as of September 30, 2022 and December 31, 2021.

GAAP Incentive Fee Accrual

GAAP requires that the incentive fee accrual be calculated assuming a hypothetical liquidation of the Company at the balance sheet date. A hypothetical liquidation considers the cumulative aggregate realized gains and losses and unrealized capital appreciation or depreciation of investments or other financial instruments, in the calculation, as an incentive fee would be payable if such realized gains and losses or unrealized capital appreciation or depreciation were realized, even though such realized gains and losses and unrealized capital appreciation or depreciation is not permitted to be considered in calculating the fee actually payable under the investment management agreement (“GAAP Incentive Fee”). There can be no assurance that such unrealized appreciation or depreciation will be realized in the future. Accordingly, such fee, as calculated and accrued, would not necessarily be payable under the investment management agreement, and may never be paid based upon the computation of incentive fees in subsequent periods. For the three and nine months ended September 30, 2022 and 2021, the Company incurred no incentive fees related to the GAAP incentive fee.

Administration Agreement

The Company has also entered into an administration agreement with the Advisor on January 31, 2020 under which the Advisor will provide administrative services to the Company. Under the administration agreement, the Advisor performs, or oversees the performance of administrative services necessary for the operation of the Company, which include, among other things, being responsible for the financial records which the Company is required to maintain and preparing reports to the Company’s stockholders and reports filed with the SEC. In addition, the Advisor assists in determining and publishing the Company’s net asset value, oversees the preparation and filing of the Company’s tax returns and the printing and dissemination of reports to the Company’s stockholders, and generally oversees the payment of the Company’s expenses and the performance of administrative and professional services rendered to the Company by others. The Company will reimburse the Advisor for its allocable portion of the costs and expenses incurred by the Advisor for overhead in performance by the Advisor of its duties under the administration agreement and the investment management agreement, which includes the Company’s allocable portion of cost of compensation and related expenses of the Company’s officers and their respective staffs. The Company’s board of directors reviews the allocation methodologies with respect to such expenses. Such allocated costs are reflected as administrator expenses in the accompanying Consolidated Statements of Operations. Under the administration agreement, the Advisor provides, on

behalf of the Company, managerial assistance to those portfolio companies to which the Company is required to provide such assistance. To the extent that the Company’s Advisor outsources any of its functions, the Company pays the fees associated with such functions on a direct basis without profit to the Advisor.

For the three months ended September 30, 2022 and 2021, the Company incurred administrator expenses of $214 and $218, respectively. For the nine months ended September 30, 2022 and 2021, the Company incurred administrator expenses of $747 and $663, respectively. As of September 30, 2022 and December 31, 2021, $0 and $118 of administrator expenses were due to the Advisor, respectively, which was included in accrued administrator expenses on the Consolidated Statement of Assets and Liabilities.

Managed Funds

The Advisor and its affiliates may also manage other funds in the future that may have investment mandates that are similar, in whole or in part, with ours. For example, the Advisor may serve as investment adviser to one or more private funds, registered closed-end funds and collateralized loan obligations (CLO). In addition, the Company’s officers may serve in similar capacities for one or more private funds, registered closed-end funds and CLOs. The Advisor and its affiliates may determine that an investment is appropriate for us and for one or more of those other funds. In such event, depending on the availability of such investment and other appropriate factors, the Advisor or its affiliates may determine that the Company should invest side- by-side with one or more other funds. The Advisor’s policies are designed to manage and mitigate the conflicts of interest associated with the allocation of investment opportunities if we are able to co-invest, either pursuant to SEC interpretive positions or an exemptive order, with other funds managed by the Advisor and its affiliates. As a result, the Advisor and/or its affiliates may face conflicts in allocating investment opportunities between us and such other entities. Although the Advisor and its affiliates will endeavor to allocate investment opportunities in a fair and equitable manner and consistent with applicable allocation procedures, it is possible that we may not be given the opportunity to participate in investments made by investment funds managed by the Advisor or its affiliates.

The 1940 Act generally prohibits BDCs from making certain negotiated co-investments with affiliates absent an order from the SEC permitting the BDC to do so. The SEC has granted the Company the relief it sought in an exemptive application that expands the Company’s ability to co-invest in portfolio companies with certain other funds managed by the Advisor or its affiliates (“Affiliated Funds”) and, subject to certain conditions, proprietary accounts of the Advisor or its affiliates (“Proprietary Accounts”) in a manner consistent with the Company’s investment objective, positions, policies, strategies and restrictions as well as regulatory requirements and other pertinent factors, subject to compliance with certain conditions (the “Order”). Pursuant to the Order, the Company is permitted to co-invest with Affiliated Funds and/or Proprietary Accounts if, among other things, a “required majority” (as defined in Section 57(o) of the 1940 Act) or its independent directors make certain conclusions in connection with a co-investment transaction, including that (1) the terms of the transactions, including the consideration to be paid, are reasonable and fair to the Company and its stockholders and do not involve overreaching of the Company or its stockholders on the part of any person concerned, and (2) the transaction is consistent with the interests of the Company’s stockholders and is consistent with its investment objective and strategies.

Due To and From Affiliates

The Advisor pays certain other general and administrative expenses on behalf of the Company. As of September 30, 2022 and December 31, 2021, there were $2 and $116, respectively, due to affiliate, which was included in due to affiliates on the Consolidated Statements of Assets and Liabilities.

The Company has a wholly owned subsidiary, First Eagle Alternative Capital Agent, Inc., which serves as the administrative agent on certain investment transactions with affiliated entities. As of September 30, 2022 and December 31, 2021, there was $2,370 and $0, respectively, due to affiliate, which was included in due to affiliates on the Consolidated Statements of Assets and Liabilities

As of September 30, 2022 and December 31, 2021, the Advisor owed $0 and $0, respectively, of administrator expenses as a reimbursement to the Company, which was included in due from affiliate on the Consolidated Statements of Assets and Liabilities.

The Company acts as the investment adviser to First Eagle Greenway Fund II LLC (“Greenway II”) and is entitled to receive certain fees. As a result, Greenway II is classified as an affiliate of the Company. As of September 30, 2022 and December 31, 2021, $52 and $44, respectively, of total fees and expenses related to Greenway II, was included in due from affiliate on the Consolidated Statements of Assets and Liabilities.

For the Company’s controlled equity investments, as of September 30, 2022, it had $2,080 of dividends receivable from Logan JV and $3 of interest and fees from OEM Group, LLC, included in interest, dividends, and fees receivable on the Consolidated Statements of Assets and Liabilities. As of December 31, 2021, it had $2,254 of dividends receivable from Logan JV and $238 of interest and fees from OEM Group, LLC, included in interest, dividends, and fees on the Consolidated Statements of Assets and Liabilities.

5. Realized Gains and Losses on Investments, net of income tax provision

The following shows the breakdown of net realized gains and losses for the three and nine months ended September 30, 2022 and 2021:


	For the three months ended September 30,					For the nine months ended September 30,
	2022		2021			2022			2021
Alex Toys, LLC (1)	$	—	$	—		$	—		$	(1,888	)
Aurotech, LLC(2)		—		—			(1,786	)		—
Charming Charlie LLC		—		(83	)		—			(83	)
Copperweld Bimetallics, LLC	-			51		-				51
Other (3)		174		135			218			(1,568	)
Loss on extinguishment of debt (4)		—		—			—			(543	)
Net realized loss	$	174	$	103		$	(1,568	)	$	(4,031	)


(1)		On March 31, 2021, the Company wrote off their investment in Alex Toys, LLC. The realized loss of $1,888 was offset by a corresponding change in unrealized appreciation in the same amount.
(2)		On April 5, 2022, Aurotech, LLC entered into a purchase agreement to sell its common shares to a third party buyer. The proceeds of the sale (which includes cash and amounts placed in escrow) were used to pay off and terminate the Company's outstanding credit agreement. The Company realized a loss of $1,786 as a result of this transaction.
(3)		During the three and nine months ended September 30, 2022 and 2021, the Company incurred realizations reflecting the collectability of the remaining escrow and other receivables balance, and distributions from investments in funds.
(4)		In June 2021, the Company redeemed its 2022 Notes. In connection with the redemption, the Company realized a loss on the extinguishment of debt equal to the difference between the amount paid to redeem the 2022 Notes and its carrying value, net of deferred financing costs.

6. Net (Decrease) Increase in Net Assets Per Share Resulting from Operations

The following information sets forth the computation of basic and diluted net (decrease) increase in net assets per share resulting from operations:


	For the three months ended September 30,					For the nine months ended September 30,
	2022			2021		2022			2021
Numerator—net (decrease) increase in net assets resulting from operations:	$	(1,515	)	$	2,651	$	(26,817	)	$	19,668
Denominator—basic and diluted weighted average common shares:		29,922			30,109		29,954			30,109
Basic and diluted net (decrease) increase in net assets per common share resulting from operations:	$	(0.04	)	$	0.09	$	(0.89	)	$	0.65

Diluted net (decrease) increase in net assets per share resulting from operations equals basic net (decrease) increase in net assets per share resulting from operations for each period because there were no common stock equivalents outstanding during the above periods.

7. Borrowings

The following shows a summary of the Company’s borrowings as of September 30, 2022 and December 31, 2021:


	As of
	September 30, 2022									December 31, 2021
Facility	Commitments		Borrowings Outstanding (1)		Weighted Average Borrowings Outstanding (2)		Weighted Average Interest Rate (5)			Commitments		Borrowings Outstanding (3)		Weighted Average Borrowings Outstanding (4)		Weighted Average Interest Rate (5)
Revolving Facility	$	175,000	$	110,700	$	110,638		5.54	%	$	150,000	$	114,100	$	69,840		3.50	%
2022 Notes		-		-		-		-			-		-		28,500		-
2023 Notes		-		-		-		-			-		-		50,460		-
2026 Notes		111,600		111,600		111,600		4.90	%		111,600		111,600		45,480		4.90	%
Total	$	286,600	$	222,300	$	222,238		5.22	%	$	261,600	$	225,700	$	194,280		4.19	%

(1)

As of September 30, 2022, borrowings outstanding excludes deferred financing costs of $2,673 and includes an issuance premium of $315 for the 2026 Notes, which are netted and presented as a reduction to the respective balances outstanding in the Consolidated Statements of Assets and Liabilities.

(2)

Represents the weighted average borrowings outstanding for the nine months ended September 30, 2022.

(3)

As of December 31, 2021, borrowings outstanding excludes deferred financing costs of $3,188 and includes an issuance premium of $381 for the 2026 Notes, which are netted and presented as a reduction to the respective balances outstanding in the Consolidated Statements of Assets and Liabilities.

(4)

Represents the weighted average borrowings outstanding for the year ended December 31, 2021.

(5)

Represents the weighted average interest rate as of September 30, 2022 and December 31, 2021 which incorporates the amortization of the $391 premium received on the issuance of the 2026 Notes.

Credit Facility

On December 15, 2017, the Company entered into an amendment, or the Revolving Amendment, to its existing revolving credit agreement, or Revolving Facility. The Revolving Amendment revised the Revolving Facility dated August 19, 2015 to, among other things, extend the maturity date from August 2019 to December 2022 (with a one year term out period beginning in December 2021). The one year term out period is the one year anniversary between the revolver termination date, or the end of the availability period, and the maturity date. During this time, the Company is required to make mandatory prepayments on its loans from the proceeds it receives from the sale of assets, extraordinary receipts, returns of capital or the issuances of equity or debt. The Revolving Amendment also reduced the size of the revolver commitments from $303,500 to $275,000 and terminated the $75,000 Term Loan Facility.

On March 26, 2019, the Company entered into Amendment No. 1 which amended the Revolving Facility to, among other things, (i) reduce the size of the commitments thereunder to $190,000; (ii) provide a $20,000 letter of credit subfacility; and (iii) lower the testing levels of certain financial covenants.

On March 13, 2020, the Company entered into Amendment No. 4 which further amended the Revolving Facility to, among other things, reduce the size of commitments from $190,000 to $150,000.

On April 14, 2020, the Company entered into Amendment No. 5 which, among other things, (i) permanently reduced the asset coverage test from a minimum of 200% to a minimum of 165%; (ii) permanently reduced the shareholder's equity and obligor's net worth test from a minimum of $175,000 each to a minimum of $140,000 each; (iii) permanently reduced the size of the lender's commitments under the Revolving Facility from $150,000 to $120,000; and (iv) permanently increased the interest rate by 25 basis points with a mechanism for an additional 25 basis points increase dependent on certain testing levels, as well as added a 50 basis point LIBOR floor.

On October 16, 2020, the Company entered into the Third Amended and Restated Senior Secured Revolving Credit Agreement, which among other things, (i) reduced the size of the revolver commitment from $120,000 to $100,000; (ii) increased the applicable margin on LIBOR borrowings from 2.75% to 3.00%; (iii) permanently reduced the asset coverage test from a minimum of 165% to a minimum of 150%; and (iv) extended the maturity date from December 2022 to October 2024 (with a one year term out period beginning in October 2023).

The Revolving Facility includes an accordion feature permitting the Company to expand the Revolving Facility, if certain conditions are satisfied; provided, however, that the aggregate amount of the Revolving Facility, collectively, is capped. The Third Revolving Amendment revised the cap from $300,000 to $200,000.

On March 31, 2021, the Company entered into an Incremental Commitment Agreement which increased the size of the revolver commitment from $100,000 to $125,000. On September 15, 2021, the Company entered into an Incremental Commitment and Assumption Agreement which further increased the size of the revolver commitment from $125,000 to $150,000.

On March 11, 2022, the Company entered into Amendment No. 1 to the Third Amended and Restated Senior Secured Revolving Credit Agreement, which among other things, (i) increased the size of the revolver commitment from $150,000 to $175,000; (ii) increased the cap under the accordion feature to $275,000; (iii) extended the maturity date from October 2024 to March 2027 (with a one year term out period beginning in March 2026); (iv) replaced the LIBOR reference rate with Term

Secured Overnight Financing Rate (“SOFR”) (subject to a 50 basis point floor); and (v) decreased the applicable margin from 3.00% to 2.50% per annum.

For the period up to March 10, 2022, the Revolving Facility, denominated in U.S. dollars, had an interest rate of LIBOR plus 3.00% (with a 0.50% LIBOR floor). Subsequent to March 10, 2022, the Revolving Facility has an interest rate of Term SOFR plus 2.50% (with a 0.50% floor). The non-use fee is 1.0% annually if the Company uses 35% or less of the Revolving Facility and 0.50% annually if the Company uses more than 35% of the Revolving Facility.

As of September 30, 2022, the Company had USD borrowings of $110,700 outstanding under the Revolving Facility with a quarter-end interest rate of 5.54%.

The Revolving Facility generally requires payment of interest on a quarterly basis for ABR loans (commonly based on the Prime Rate or the Federal Funds Rate), and at the end of the applicable interest period for Term SOFR loans bearing interest at the applicable relevant rate, the interest rate benchmark used to determine the variable rates paid on the Revolving Facility. All outstanding principal is due upon each maturity date. The Revolving Facility also requires a mandatory prepayment of interest and principal upon certain triggering events (including, without limitation, the disposition of assets or the issuance of certain securities).

Borrowings under the Revolving Facility are subject to, among other things, a minimum borrowing/collateral base. The Revolving Facility has certain collateral requirements and/or covenants, including, but not limited to covenants related to: (a) limitations on the incurrence of additional indebtedness and liens, (b) limitations on certain investments, (c) limitations on certain restricted payments, (d) limitations on the creation or existence of agreements that prohibit liens on certain properties of the Company and its subsidiaries, and (e) compliance with certain financial maintenance standards including (i) minimum stockholders’ equity, (ii) a ratio of total assets (less total liabilities not represented by senior securities) to the aggregate amount of senior securities representing indebtedness, of the Company and its consolidated subsidiaries, of not less than 1.50, (iii) minimum liquidity, and (iv) minimum net worth. In addition to the financial maintenance standards, described in the preceding sentence, borrowings under the Revolving Facility (and the incurrence of certain other permitted debt) are subject to compliance with a borrowing base that applies different advance rates to different types of assets in the Company’s portfolio.

The credit agreement governing the Revolving Facility also includes default provisions such as the failure to make timely payments under the Revolving Facility, the occurrence of a change in control, and the failure by the Company to materially perform under the operative agreements governing the Revolving Facility, which, if not complied with, could, at the option of the lenders under the Revolver Facility, accelerate repayment under the Revolving Facility, thereby materially and adversely affecting the Company’s liquidity, financial condition and results of operations. The Company cannot be assured that it will be able to borrow funds under the Revolving Facility at any particular time or at all. The Company is currently in compliance with all financial covenants under the Revolving Facility.

As of September 30, 2022 and December 31, 2021, the carrying amount of the Company’s outstanding Revolving Facility approximated fair value. The fair values of the Company’s Revolving Facility is determined in accordance with ASC 820, which defines fair value in terms of the price that would be paid to transfer a liability in an orderly transaction between market participants at the measurement date under current market conditions. The fair value of the Company’s Revolving Facility is estimated based upon market interest rates and entities with similar credit risk. As of September 30, 2022 and December 31, 2021, the Revolving Facility is deemed to be Level 3 of the fair value hierarchy.

Interest expense and related fees, excluding amortization of deferred financing costs, of $1,121 and $892 were incurred in connection with the Revolving Facility for the three months ended September 30, 2022 and 2021. Interest expense and related fees, excluding amortization of deferred financing costs, of $2,101 and $2,078 were incurred in connection with the Revolving Facility for the nine months ended September 30, 2022 and 2021. Amortization of deferred financing costs of $116 and $129 were incurred with the Revolving Facility for the three months ended September 30, 2022 and 2021. Amortization of deferred financing costs of $359 and $358 were incurred with the Revolving Facility for the nine months ended September 30, 2022 and 2021. As of September 30, 2022 and December 31, 2021, the Company had $2,054 and $1,496, respectively, of deferred financing costs related to the Revolving Facility, which is presented as an asset on the Consolidated Statements of Assets and Liabilities.

Recent legislation modified the 1940 Act by allowing a BDC to increase the maximum amount of leverage it may incur under the 1940 Act from an asset coverage ratio of 200% to an asset coverage ratio of 150%, if certain requirements are met. At the Company’s Annual Meeting of Stockholders on June 14, 2019, stockholders approved a proposal to reduce the Company’s asset coverage ratio to 150%. Such asset coverage ratio became effective on June 15, 2019. On April 14, 2020, the Company received lender consent to reduce its asset coverage ratio to 165% and on October 16, 2020, we received lender consent to reduce our asset coverage ratio to 150%. The Company’s asset coverage ratio as of September 30, 2022 was 168%.

Notes

2022 Notes

In December 2015 and November 2016, the Company completed public offerings of $35,000 and $25,000, respectively, in aggregate principal amount of 6.75% notes due 2022 (“2022 Notes”). The 2022 Notes bore interest at a rate of 6.75% per year payable quarterly on March 30, June 30, September 30 and December 30, of each year, beginning March 30, 2016 and traded on the New York Stock Exchange under the trading symbol “FCRZ”. On June 21, 2021, the Company redeemed at par the 2022 Notes with proceeds from the issuance of the 2026 Notes (see below). As a result of this redemption, the Company recognized a loss on extinguishment of debt of $543 during the year ended December 31, 2021 on the Consolidated Statements of Operations.

2023 Notes

On October 16, 2018, the Company completed a public offering of $51,607 in aggregate principal amount of 6.125% notes due 2023 ("2023 Notes"), including the underwriters’ exercise of their option to purchase an additional $1,607 to cover overallotments. The 2023 Notes bore interest at a rate of 6.125% per year payable quarterly on March 30, June 30, September 30 and December 30, of each year, beginning December 30, 2018 and traded on the New York Stock Exchange under the trading symbol “FCRW”. On December 22, 2021, the Company redeemed at par the 2023 Notes with proceeds from the issuance of the 2026 Notes (see below). As a result of this redemption, the Company recognized a loss on extinguishment of debt of $789 during the year ended December 31, 2021 on the Consolidated Statements of Operations.

2026 Notes

On June 2, 2021, the Company completed a public offering of $69,000 in aggregate principal amount of 5.00% notes due 2026 (“2026 Notes”), including the underwriters’ exercise of their option to purchase an additional $9,000 to cover overallotments. The 2026 Notes mature on May 25, 2026 and may be redeemed in whole or in part at any time or from time to time at the Company’s option on or after May 25, 2023. The 2026 Notes bear interest at a rate of 5.00% per year payable quarterly on March 30, June 30, September 30 and December 30 of each year, beginning September 30, 2021. The 2026 Notes trade on the New York Stock Exchange under the trading symbol “FCRX”. The Company used the net proceeds of the 2026 Notes to redeem the 2022 Notes and partially repay outstanding indebtedness under the Revolving Credit Facility.

On November 17, 2021, the Company completed a public offering of an additional $42,600 in aggregate principal amount of 2026 Notes, including the underwriters’ exercise of their option to purchase an additional $2,600 to cover overallotments. The 2026 Notes were issued at a price of 101% of the aggregate principal amount of the 2026 Notes. The additional 2026 Notes were a further issuance of, fungible with, rank equally in right of payment with and have the same terms (other than the issue date and the public offering price) as the initial issuance of the 2026 Notes. The Company used the net proceeds of the 2026 Notes to redeem the 2023 Notes.

The 2022 Notes, 2023 Notes, and 2026 Notes are collectively referred to as the Notes, except that the 2022 and 2023 Notes are not included with respect to dates subsequent to their redemption, and the 2026 Notes are not included with respect to dates prior to their issuance.

As of September 30, 2022, the carrying amount and fair value of the Notes was $111,600 and $101,154, respectively. As of December 31, 2021, the carrying amount and fair value of the Notes was $111,600 and $114,055, respectively. The fair value the Notes are determined in accordance with ASC 820, which defines fair value in terms of the price that would be paid to transfer a liability in an orderly transaction between market participants at the measurement date under current market conditions. The fair value of the Notes is based on the closing price of the security, which is a Level 2 input under ASC 820 due to the trading volume.

In connection with the issuance of the 2022 Notes, 2023 Notes and 2026 Notes, the Company incurred $2,568, $2,213, and $3,528 of fees and expenses, respectively. These deferred financing costs are presented as a reduction to the notes payable balance and are being amortized using the effective yield method over the term of the Notes. For the three months ended September 30, 2022 and 2021, the Company amortized approximately $ 184 and $221 of deferred financing costs, respectively, which is reflected in amortization of deferred financing costs on the Consolidated Statements of Operations. For the nine months ended September 30, 2022 and 2021, the Company amortized approximately $548 and $670 of deferred financing costs, respectively, which is reflected in amortization of deferred financing costs on the Consolidated Statements of Operations. As of September 30, 2022, the Company had $2,673 of remaining deferred financing costs on the Notes, which was netted against the $315 of unamortized premium on the 2026 Notes and presented as a reduction to the notes payable balance on the Consolidated Statements of Assets and Liabilities. As of December 31, 2021, the Company had $3,188 remaining deferred financing costs on the Notes, which was netted against the $381 of unamortized premium on the 2026 Notes and presented as a reduction to the notes payable balance on the Consolidated Statements of Assets and Liabilities.

For the three months ended September 30, 2022 and 2021, the Company incurred interest expense on the Notes of $1,373 and $1,646, respectively. For the nine months ended September 30, 2022 and 2021, the Company incurred interest expense on the Notes of $2,747 and $5,492, respectively.

The indenture and supplements thereto relating to the Notes contain certain covenants, including but not limited to (i) an inability to incur additional borrowings, including through the issuance of additional debt or the sale of additional debt securities unless the Company’s asset coverage, meets the definition in the 1940 Act after such borrowing and (ii) if the Company is not subject to the reporting requirements under the Securities and Exchange Act of 1934 to file periodic reports with the SEC the Company will provide interim and consolidated financial information to the holders of the Notes and the trustee.

8. Contractual Obligations and Off-Balance Sheet Arrangements

From time to time, the Company, or the Advisor, may become party to legal proceedings in the ordinary course of business, including proceedings related to the enforcement of the Company’s rights under contracts with its portfolio companies. Neither the Company, nor the Advisor, is currently subject to any material legal proceedings.

Unfunded commitments to provide funds to portfolio companies are not reflected on the Company’s Consolidated Statements of Assets and Liabilities. The Company’s unfunded commitments may be significant from time to time. These commitments will be subject to the same underwriting and ongoing portfolio maintenance as are the on-balance sheet financial instruments that the Company holds. Since these commitments may expire without being drawn upon, the total commitment amount does not

necessarily represent future cash requirements. The Company intends to use cash flow from normal and early principal repayments and proceeds from borrowings and offerings to fund these commitments.

As of September 30, 2022 and December 31, 2021, the Company has the following unfunded commitments to portfolio companies:


	As of
	September 30, 2022		December 31, 2021
Unfunded delayed draw facilities
Advanced Web Technologies	$	—	$	365
Alcanza Clinical Research		250		250
Alpine X		—		913
Bandon Fitness Texas, Inc.		2,047		—
BCDI Rodeo Dental Buyer, LLC		25		125
CC Amulet Management, LLC		922		922
Cedar Services Group, LLC		856		142
ConvenientMD		1,719		1,719
Doxa Insurance Holdings, LLC		1,419		1,419
Endo1 Partners		—		515
HealthDrive Corporation		79		79
Integrated Pain Management Medical Group, Inc.		—		379
Lighthouse Behavioral Health Solutions, LLC		1,809		—
Lighthouse Lab Services		546		546
MarkLogic Corporation		—		565
Multi Specialty Healthcare LLC		—		150
Newcleus, LLC		1,136		1,271
PDFTron Systems Inc.		—		194
Socius Insurance Services, Inc.		1,842		1,842
SuperHero Fire Protection, LLC		—		613
Technology Partners, LLC		1,037		1,037
TMA Buyer, LLC		1,170		1,540
Tricor Borrower, LLC		1,326		1,326
TriStrux, LLC		483		1,448
		16,666		17,360
Unfunded revolving commitments
1-800 Hansons, LLC (1)		—		103
A&A Global Imports, LLC		316		566
Action Point, Inc		532		567
Advanced Web Technologies		297		315
Alcanza Clinical Research		125		125
Alpine SG, LLC		105		105
Alpine X		201		228


	As of
	September 30, 2022		December 31, 2021
Aurotech, LLC		—		427
Automated Control Concepts, Inc.		667		667
Bandon Fitness Texas, Inc.		233		—
BCDI Rodeo Dental Buyer, LLC		1,373		1,050
CC Amulet Management, LLC		205		512
Cedar Services Group, LLC		802		802
Certify, Inc.		53		53
ConvenientMD		688		688
Danforth Advisors		26		17
Doxa Insurance Holdings, LLC		344		344
EBS Intermediate, LLC		1,667		1,667
Gener8, LLC		—		900
Groundworks Operations, LLC		99		99
HealthDrive Corporation(2)		2,181		2,171
iLending LLC		718		718
Integrated Pain Management Medical Group, Inc.		442		442
IRC Opco LLC		824		824
Lash Opco LLC		232		441
Lighthouse Behavioral Health Solutions, LLC		687		—
Lighthouse Lab Services		1,074		921
Loadmaster Derrick & Equipment, Inc.		—		225
MarkLogic Corporation		278		278
Marlin DTC-LS Midco 2, LLC		143		143
Matilda Jane Holdings, Inc.		366		652
Multi Specialty Healthcare LLC		711		711
Newcleus, LLC		435		435
NWN Parent Holdings LLC		343		478
PDFTron Systems Inc.		149		298
Point Quest Acquisition, LLC		679		—
QuarterMaster Newco, LLC		365		365
Quorum Health Resources		674		674
Sequoia Consulting Group, LLC		49		49
smarTours, LLC		—		367
Socius Insurance Services, Inc.		525		525
SolutionReach, Inc.		933		933
SuperHero Fire Protection, LLC		283		327
Technology Partners, LLC		747		747
The Carlstar Group LLC		929		—
The Mulch & Soil Company, LLC		436		522
TMA Buyer, LLC		385		385
Tricor Borrower, LLC		288		288
TriStrux, LLC		72		925
		22,681		24,079
Unfunded commitments to investments in funds
Freeport Financial SBIC Fund LP		1,626		680
Gryphon Partners 3.5, L.P.		548		363
		2,174		1,043
Total unfunded commitments	$	41,521	$	42,482

(1)

The Company had sole discretion as to whether to lend under this revolving commitment.

(2)

Includes amounts set aside for issued standby letters of credit.

The changes in fair value of the Company’s unfunded commitments are considered to be immaterial as the yield determined at the time of underwriting is expected to be materially consistent with the yield upon funding.

9. Distributions

The Company has elected to be taxed as a RIC under Subchapter M of the Code. In order to maintain its status as a RIC, the Company is required to distribute annually to its stockholders at least 90% of its investment company taxable income. To avoid a 4% excise tax on undistributed earnings, the Company is required to distribute each calendar year the sum of (i) 98% of its ordinary income for such calendar year, (ii) 98.2% of its capital gain net income for the one-year period ending October 31 of that calendar year and (iii) any income recognized, but not distributed, in preceding years and on which the Company paid no federal income tax.

The Company’s quarterly distributions, if any, will be determined by its board of directors. The Company intends to make distributions to stockholders on a quarterly basis of substantially all of its net investment income. Although the Company intends to make distributions of net realized capital gains, if any, at least annually, out of assets legally available for such distributions, the Company may in the future decide to retain such capital gains for investment. In addition, the extent and timing of special dividends, if any, will be determined by its board of directors and will largely be driven by portfolio specific events and tax considerations at the time.

In addition, the Company may be limited in its ability to make distributions due to the BDC asset coverage test for borrowings applicable to the Company as a BDC under the 1940 Act.

The following table summarizes the Company’s recent distributions declared and paid or to be paid on all shares, including distributions reinvested, if any:


Date Declared	Record Date	Payment Date	Amount Per Share
August 3, 2021	September 15, 2021	September 30, 2021	$	0.10
November 2, 2021	December 15, 2021	December 31, 2021	$	0.10
March 1, 2022	March 15, 2022	March 31, 2022	$	0.10
May 5, 2022	June 15, 2022	June 30, 2022	$	0.10
August 5, 2022	September 15, 2022	September 30, 2022	$	0.11
November 4, 2022	December 15, 2022	December 30, 2022	$	0.11

The Company may not be able to achieve operating results that will allow it to make distributions at a specific level or to increase the amount of these distributions from time to time. If the Company does not distribute a certain percentage of its income annually, it will suffer adverse tax consequences, including possible loss of its status as a regulated investment company. The Company cannot assure stockholders that they will receive any distributions at a particular level.

The Company maintains an “opt in” dividend reinvestment plan for its common stockholders. As a result, unless stockholders specifically elect to have their dividends automatically reinvested in additional shares of common stock, stockholders will receive all such dividends in cash. There were no dividends reinvested for the three and nine months ended September 30, 2022 and 2021.

Under the terms of the dividend reinvestment plan, dividends will primarily be paid in newly issued shares of common stock. However, the Company reserves the right to purchase shares in the open market in connection with the implementation of the plan. This feature of the plan means that, under certain circumstances, the Company may issue shares of our common stock at a price below net asset value per share, which could cause the Company’s stockholders to experience dilution.

Distributions in excess of the Company’s current and accumulated earnings and profits would generally be treated as a return of capital to the extent of a stockholder’s adjusted tax basis in its shares. If a stockholder’s tax basis is reduced to zero, the stockholder would generally treat any remaining distributions in excess of the Company’s current and accumulated earnings and profits as a capital gain. The determination of the tax attributes of our distributions will be made annually as of the end of the fiscal year based upon the Company’s taxable income for the full year and distributions paid for the full year. Therefore, a determination made on a quarterly basis may not be representative of the actual tax attributes of our distributions for a full year. If the Company had determined the tax attributes of its 2022 distributions as of September 30, 2022, 100% would be from ordinary income, 0% would be from capital gains and 0% would be a return of capital. Each year, a statement on Form 1099-DIV identifying the source of the distribution will be mailed to the Company’s stockholders of record.

The Company may generate qualified interest income and short-term capital gains that may be exempt from United States withholding tax when distributed to foreign accounts. A RIC is permitted to designate distributions in the form of dividends that represent interest income from U.S. sources (commonly referred to as qualified interest income) and short-term capital gains as exempt from U.S. withholding tax when paid to non-U.S. stockholders with proper documentation.

10. Financial Highlights


	For the nine months ended September 30,
	2022			2021
Per Share Data(1):
Net asset value attributable to First Eagle Alternative Capital BDC, Inc., beginning of period	$	6.34		$	6.15
Net investment income, after taxes(2)		0.32			0.31
Net realized (loss) on investments(2)		(0.05	)		(0.14	)
Net change in unrealized appreciation (depreciation) on investments(2)		(1.19	)		0.48
Benefit of (provision for) taxes on unrealized gain on investments(2)		0.03			—
Net increase (decrease) in net assets resulting from operations attributable to First Eagle Alternative Capital BDC, Inc.		(0.89	)		0.65
Accretive effect of repurchase of common stock		—			—
Distributions to stockholders from net investment income		(0.31	)		(0.30	)
Total distributions		(0.31	)		(0.30	)
Net asset value attributable to First Eagle Alternative Capital BDC, Inc., end of period	$	5.14		$	6.50

Per share market value at end of period	$	2.86		$	4.41
Total return(3)(5)		(30.13	%)		29.40	%
Shares outstanding at end of period		29,922			30,109
Ratio/Supplemental Data:
Net assets at end of period, attributable to First Eagle Alternative Capital BDC, Inc.	$	153,919		$	195,830
Ratio of total expenses to average net assets, attributable to First Eagle Alternative Capital BDC, Inc.(4)(6)(7)		10.10	%		9.82	%
Ratio of net investment income to average net assets, attributable to First Eagle Alternative Capital BDC, Inc. (6)(8)		7.57	%		6.46	%
Portfolio turnover, attributable to First Eagle Alternative Capital BDC, Inc.		16.37	%		17.79	%


(1)	Includes the cumulative effect of rounding.
(2)	Calculated based on weighted average common shares outstanding.
(3)	Total return is based on the change in market price per share during the period. Total return takes into account dividends and distributions, if any, reinvested in accordance with the Company's dividend reinvestment plan.
(4)	For the nine months ended September 30, 2022 and 2021 the ratio components included 1.25% and 1.41% of net base management fee, 0.00% and 0.00% of net incentive fee, 6.64% and 6.03% of borrowing costs, 2.56% and 2.41% of other operating expenses, and 0.35% and (0.03)% of the impact of all taxes, respectively.
(5)	Not annualized
(6)	Annualized, except for taxes and the related impact of incentive fees.
(7)	Ratio of total expenses before management fee waiver to average net assets attributable to First Eagle Alternative Capital BDC, Inc. was 11.64% and 10.44% for the nine months ended September 30, 2022 and 2021.
(8)	Ratio of net investment income before management fee waiver to average net assets attributable to First Eagle Alternative Capital BDC, Inc. was 6.45% and 5.85% for the nine months ended September 30, 2022 and 2021.

11. Stock Repurchase Program

Stock Repurchase Program

On May 4, 2021, our board of directors authorized a new $10,000 stock repurchase program with an expiration date of May 5, 2022 and may be modified, suspended or terminated at any time for any reason without prior notice. Effective December 16, 2021, the Company adopted a stock trading plan in accordance with Rule 10b5-1 of the Exchange Act (“Rule 10b5-1”) which expired on March 8, 2022. Effective March 16, 2022, the Company adopted a stock trading plan in accordance with Rule 10b5-1 with an expiration date of May 5, 2022. On May 5, 2022, our board of directors extended the expiration date of the stock repurchase program to May 6, 2023.

The Company has provided its stockholders with notice of its ability to repurchase shares of its common stock in accordance with 1940 Act requirements. The Company has retired all shares of common stock purchased in connection with the stock repurchase program and plans to retire all shares of common stock that it purchases in the future in connection with the program. The following table summarizes our share repurchases under the Company’s stock repurchase program for the three and nine months ended September 30, 2022 and 2021:


	For the three months ended September 30,					For the nine months ended September 30,
	2022			2021		2022			2021
Dollar amount repurchased (1)	$	—		$	—	$	677		$	—
Shares repurchased		—			—		154			—
Average price per share (including commission)	$	—		$	—	$	4.41		$	—
Weighted average discount to net asset value		0.00	%		—		30.66	%		—

(1)

Effective December 16, 2021, the Company adopted a stock trading plan which expired on March 8, 2022. Effective March 16, 2022, the Company adopted a stock trading plan with an expiration date of May 5, 2022. Both plans are in accordance with Rule 10b5-1 of the Exchange Act and all shares repurchased during the three and nine months ended September 30, 2022 were under the 10b5-1 plans.

12. Subsequent Events

From October 1, 2022 through November 7, 2022, the Company made new and follow-on investments, including revolver and delayed draw fundings, totaling $2,392 with a combined weighted average yield of 7.8%.

On November 4, 2022, the Company’s board of directors declared a dividend of $0.11 per share payable on December 30, 2022 to stockholders of record at the close of business on December 15, 2022.

On October 3, 2022, the Company entered into a definitive merger agreement (the "Merger Agreement") pursuant to which a wholly-owned subsidiary of Crescent Capital BDC, Inc. ("Crescent BDC") will merge with and into the Company, with the Company surviving the merger as a wholly-owned subsidiary of Crescent BDC, and the Company will subsequently merge with and into a second wholly-owned subsidiary of Crescent BDC, with the second wholly-owned subsidiary surviving the second merger (the "Transaction"). The boards of directors of both companies, the independent directors of the Company and the independent directors of Crescent BDC have unanimously approved the Transaction. The closing of the Transaction is subject to the satisfaction or (to the extent permitted by law) waiver of certain customary closing conditions, including approval of the Company’s stockholders.

Under the terms of the Merger Agreement, the Company stockholders are expected to receive a combination of (i) Crescent BDC shares valued at 100% of Crescent BDC's net asset value per share at the time of closing of the Transaction in an aggregate number equal to the Company's net asset value at closing, up to a maximum of 19.99% of outstanding Crescent BDC shares at the time of closing ("Share Issuance Cap"); (ii) cash from Crescent BDC for any amounts not paid in Crescent BDC shares due to the Share Issuance Cap; and (iii) an additional cash payment from Crescent Cap Advisors, LLC, the investment adviser to the Crescent BDC, of $35 million in aggregate, or approximately $1.17 per share of the Company's stock. The exchange ratio for the stock component of the merger consideration and the amount of cash from Crescent BDC pursuant to clauses (i) and (ii) in the foregoing sentence will be determined by the respective net asset values of Crescent BDC and the Company at the time of closing. In addition, Company stockholders may make an election to receive the portion of the merger consideration paid by Crescent BDC pursuant to such clauses (i) and (ii) in either Crescent BDC shares or in cash, subject to pro rata cut backs such that the aggregate amount of shared issued and cash paid by Crescent BDC are equal to the amounts described in such clauses (i) and (ii).

Schedule 12-14

First Eagle Alternative Capital BDC, Inc. and Subsidiaries

Schedule of Investments in and Advances to Affiliates

As of September 30, 2022

(dollar amounts in thousands)


Type of Investment/Portfolio company (1)(2)(9)	Principal/No.of Shares /No.of Units		Purchases (11)		Sales and Repayments		Net Realized Gain (Loss)		Net Change in Unrealized Appreciation (Depreciation)			Dividends/ Interest Income/ Other Income		Fair Value at September 30, 2022
Control Investments
—42.43% of net asset value
Control Investments - Majority Owned
—42.43% of net asset value
First lien senior secured debt
—8.61% of net asset value
Southeast
—2.51% of net asset value
Loadmaster Derrick & Equipment, Inc. - Senior secured revolving term loan (3)(12) 11.5% (LIBOR+ 10.3% PIK) due 12/31/2022		15,461	$	4,795	$	—	$	—	$	(7,864	)	$	—	$	3,865
Loadmaster Derrick & Equipment, Inc. - Senior secured term loan 11.3% (3)(12) (LIBOR + 10.3% PIK) due 12/31/2022		14,225		—		—		—		—			—		—
Loadmaster Derrick & Equipment, Inc. - Senior secured term loan 13.0% (3)(12) (LIBOR + 12% PIK) due 12/31/2022		3,481		—		—		—		—			—		—
Subtotal Southeast			$	4,795	$	—	$	—	$	(7,864	)	$	—	$	3,865

Southwest
—6.10% of net asset value
OEM Group, LLC - Senior secured term loan 11.3% (LIBOR+7.5%) due 9/30/2025		9,385	$	—	$	—	$	—	$	—		$	402	$	9,385
Subtotal Southwest			$	—	$	—	$	—	$	—		$	402	$	9,385

Subtotal first lien senior secured debt			$	4,795	$	—	$	—	$	(7,864	)	$	402	$	13,250

Second lien debt
—4.22% of net asset value
Southeast
—4.22% of net asset value

OEM Group, LLC - Second Lien revolver 10.0% PIK due 9/30/2025 (10)		53,719	$	—	$	—	$	—	$	(1,651	)	$	—	$	6,500
Subtotal Southeast			$	—	$	—	$	—	$	(1,651	)	$	—	$	6,500

Subtotal second lien debt			$	—	$	—	$	—	$	(1,651	)	$	—	$	6,500

Equity Investments
—0.00% of net asset value

Schedule 12-14

First Eagle Alternative Capital BDC, Inc. and Subsidiaries

Schedule of Investments in and Advances to Affiliates

As of September 30, 2022

(dollar amounts in thousands)


Type of Investment/Portfolio company (1)(2)(9)	Principal/No.of Shares /No.of Units		Purchases (11)		Sales and Repayments		Net Realized Gain (Loss)		Net Change in Unrealized Appreciation (Depreciation)			Dividends/ Interest Income/ Other Income		Fair Value at September 30, 2022
Southeast
—0.00% of net asset value
Loadmaster Derrick & Equipment, Inc.(5)		2,956	$	—	$	—	$	—	$	—		$	—	$	—
Loadmaster Derrick & Equipment, Inc.(6)		12,131		—		—		—		—			—		—
Subtotal Southeast			$	—	$	—	$	—	$	—		$	—	$	—

Southwest
—0.00% of net asset value
OEM Group, LLC (6)		20,000	$	—	$	—	$	—	$	—		$	—	$	—
Subtotal Southwest			$	—	$	—	$	—	$	—		$	—	$	—

Subtotal equity investments			$	—	$	—	$	—	$	—		$	—	$	—

Investments in funds
—29.60% of net asset value
Northeast
—29.60% of net asset value
First Eagle Logan JV, LLC (4)(6)(7)			$	—	$	—	$	—	$	(14,447	)	$	4,080	$	45,555
Subtotal investments in funds			$	—	$	—	$	—	$	(14,447	)	$	4,080	$	45,555

Total Control Investments - Majority Owned			$	4,795	$	—	$	—	$	(23,962	)	$	4,482	$	65,305

Total Control Investments			$	4,795	$	—	$	—	$	(23,962	)	$	4,482	$	65,305

Investments in funds
—0.00% of net asset value
Northeast
—0.00% of net asset value
First Eagle Greenway Fund, II LLC (4)(6)(8)			$	—	$	—	$	—	$	—		$	23	$	—
Subtotal Northeast			$	—	$	—	$	—	$	—		$	23	$	—

Subtotal investments in funds			$	—	$	—	$	—	$	—		$	23	$	—

Total Affiliate Investments			$	—	$	—	$	—	$	—		$	23	$	—

Total Control and Affiliate Investments—— 42.43% of net asset value			$	4,795	$	—	$	—	$	(23,962	)	$	4,505	$	65,305

Schedule 12-14

First Eagle Alternative Capital BDC, Inc. and Subsidiaries

Schedule of Investments in and Advances to Affiliates

As of September 30, 2022

(dollar amounts in thousands)

(1)

The principal amount and ownership detail as shown in the Consolidated Schedule of Investments as of September 30, 2022. Unless otherwise noted, all investments are valued using significant unobservable inputs.

(2)

Variable interest rate investments bear interest in reference to London Interbank offer rate, or LIBOR, or Alternate Base Rate, or ABR, which are effective as of September 30, 2022. LIBOR loans are typically indexed to 30-day, 60-day, 90-day or 180-day LIBOR rates, at the borrower’s option, and ABR rates are typically indexed to the current prime rate or federal funds rate. Each of LIBOR and ABR rates may be subject to interest floors. As of September 30, 2022, the 30-day, 90-day and 180-day LIBOR rates were 1.79%, 2.29%, and 2.94%, respectively. As of December 31, 2021, the 30-day, 90-day and 180-day LIBOR rates were 0.10%, 0.21%, and 0.34%.

(3)

Loan was on non-accrual as of September 30, 2022.

(4)

Investment is measured at fair value using net asset value.

(5)

Preferred Stock.

(6)

Common stock and member interest.

(7)

Together with Perspecta Trident LLC, or Perspecta, an affiliate of Perspecta Trust LLC, the Company invests in First Eagle Logan JV LLC, of Logan JV. Logan JV is capitalized through equity contributions from its members and investment decisions must be unanimously approved by the Logan JV investment committee consisting of one representative from each of the Company and Perspecta.

(8)

Income includes certain fees relating to investment management services provided by the Company, including a base management fee, a performance fee and a portion of the closing fees on each investment transaction.

(9)

(10)

Restructured loan for which income is not being recognized as of September 30, 2022.

(11)

Includes reorganizations and restructuring of investments.

(12)

On January 1, 2021, the loan was placed in forbearance, with a forbearance termination date subsequently amended to December 31, 2022.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The information contained in this section should be read in conjunction with the consolidated financial statements and notes thereto appearing elsewhere in this report. This discussion and analysis contains forward-looking statements that involve risks, uncertainties and assumptions. Our actual results could differ materially from those contained in or implied by the forward-looking statements. See “Cautionary Statement Regarding Forward-Looking Statements” following the Table of Contents for further information regarding forward-looking statements. Certain amounts and percentages in this discussion and analysis have been rounded for convenience of presentation. Unless otherwise noted, the figures in the following discussions are unaudited.

Overview

First Eagle Alternative Capital BDC, Inc., or we, us, our or the Company, was organized as a Delaware corporation on May 26, 2009 and initially funded on July 23, 2009. We commenced principal operations on April 21, 2010. Our investment activities are managed by First Eagle Alternative Credit, LLC “FEAC” and supervised by our board of directors, a majority of whom are independent of FEAC and its affiliates. Our investment objective is to generate both current income and capital appreciation, primarily through investments in privately negotiated investments in debt and equity securities of middle market companies.

As of September 30, 2022, we, together with our credit-focused affiliates, collectively had $21.3 billion of assets under management. This amount included our assets, assets of the managed funds and a separate account managed by us, and assets of the collateralized loan obligations (CLOs), separate accounts and various fund formats, as managed by the investment professionals of the Advisor or its consolidated subsidiary.

We are a direct lender to middle market companies and invest primarily in directly originated first lien senior secured loans, including unitranche investments. In certain instances, we also make second lien, subordinated, or mezzanine, debt investments, which may include an associated equity component such as warrants, preferred stock or other similar securities and direct equity investments. Our first lien senior secured loans may be structured as traditional first lien senior secured loans or as unitranche loans. Unitranche structures combine characteristics of traditional first lien senior secured as well as second lien and subordinated loans and our unitranche loans will expose us to the risks associated with second lien and subordinated loans to the extent we invest in the “last-out” tranche or subordinated tranche (or piece) of the unitranche loan. We may also provide advisory services to managed funds.

We are an externally managed, non-diversified, closed-end investment company that has elected to be regulated as a business development company, or BDC, under the Investment Company Act of 1940, as amended, or the 1940 Act. As a BDC, we are required to comply with certain regulatory requirements. For instance, we generally have to invest at least 70% of our total assets in “qualifying assets,” including securities of private or thinly traded public U.S. companies, cash, cash equivalents, U.S. Government securities and high-quality debt investments that mature in one year or less.

As a BDC, we must not acquire any assets other than “qualifying assets” specified in the 1940 Act unless, at the time the acquisition is made, at least 70% of our total assets are qualifying assets (with certain limited exceptions). Qualifying assets include investments in “eligible portfolio companies.” Under the relevant U.S. Securities and Exchange Commission, or SEC, rules the term “eligible portfolio company” includes all private companies, companies whose securities are not listed on a national securities exchange, and certain public companies that have listed their securities on a national securities exchange and have a market capitalization of less than $250 million, in each case organized in the United States.

We are also registered as an investment adviser under the Investment Advisers Act of 1940, as amended.

Since April 2010, after we completed our initial public offering and commenced principal operations, through September 30, 2022, we have been responsible for making, on behalf of ourselves, our managed funds and separately managed account, over $2.6 billion in aggregate commitments into 182 separate portfolio companies through a combination of both initial and follow-on investments. Since April 2010 through September 30, 2022, we, along with our managed funds and separately managed account, have received $2.0 billion of gross proceeds from the realization of investments. The Company alone has received $1.7 billion of gross proceeds from the realization of its investments during this same time period. As of September 30, 2022, our managed funds, First Eagle Greenway Fund II, LLC, or Greenway II, and its separately managed account, collectively Greenway II, have received $221.5 million, or 118.4% of the committed capital, respectively.

We have elected to be treated for tax purposes as a regulated investment company, or RIC, under Subchapter M of the Internal Revenue Code of 1986, as amended, or the Code. To qualify as a RIC, we must, among other things, meet certain source of income and asset diversification requirements. As a RIC, we generally will not have to pay corporate-level income taxes on any income we distribute to our stockholders.

Portfolio Composition and Investment Activity

Portfolio Composition

As of September 30, 2022, we had $363.2 million of portfolio investments (at fair value), which represents a $28.9 million, or 7.4% decrease from the $392.1 million (at fair value) as of December 31, 2021. The decrease in our total portfolio assets is primarily attributable to a decrease in portfolio valuations in our controlled portfolio companies, as well as a decrease in portfolio valuations of Matilda Jane, a non-controlled portfolio investment, discussed below. Our portfolio consisted of 73 investments, including Greenway II, as of September 30, 2022, compared to 76 portfolio investments, including Greenway II, as of December 31, 2021. As of September 30, 2022, we had $65.3 million of controlled portfolio investments (at fair value) in three portfolio companies, which represents a $32.0 million, or 32.9%, decrease from $97.3 million (at fair value) as of December 31, 2021 in three portfolio companies. The decrease in controlled portfolio companies was the result of a decrease in the fair value of First Eagle Logan JV, LLC, or Logan JV, as well as the decrease in the fair value of our debt investments in Loadmaster Derrick and OEM Group. Our average controlling equity position at September 30, 2022 was approximately $31.3 million and $9.9 million at cost and fair value, respectively. Our investment in the Logan JV represented 12.5% and 18.6% of our portfolio investments at fair value as of September 30, 2022 and December 31, 2021, respectively. This decline is attributable to both the decrease in fair value, as well as a $12.8 million return of capital in July 2022. We are currently limiting new investments in new portfolio companies to 2.5% of our investment portfolio based upon the most recent fair market value.

The following table shows certain portfolio highlights based on cost and fair value (in millions).


	As of
	September 30, 2022				December 31, 2021
	Cost		Fair Value		Cost		Fair Value
Largest portfolio company investment - Logan JV	$	79.1	$	45.5	$	91.9	$	72.8
Largest portfolio company investment - excluding Logan JV, Greenway II, investments where we hold controlling equity position and investments where we hold equity only		13.1		2.6		12.0		10.7
Average portfolio company investment		6.2		5.0		5.9		5.2
Average portfolio company investment - excluding Logan JV, Greenway II, investments where we hold controlling equity position and investments where we hold equity only		4.9		4.7		4.4		4.4
Total investments where we hold controlling equity position and investments where we hold equity only, including Greenway II		72.7		26.8		68.9		36.9

At September 30, 2022 and at December 31, 2021, based upon fair value, 96.7% and 96.0%, respectively, of our income-producing debt investments bore interest based on floating rates, which may be subject to interest rate floors, such as LIBOR or SOFR.

The following table shows the weighted average yield by investment category at their current cost.


	As of
Description:	September 30, 2022			December 31, 2021
First lien senior secured debt (1)(4)		9.2	%		6.8	%
Second lien debt (1)(4)		0.0	%		1.9	%
Debt and income-producing investments (1)(2)(4)		8.6	%		6.4	%
Logan JV (3)		6.3	%		7.1	%
All investments including Logan JV (1)(3)(4)		8.2	%		6.5	%

(1)

Includes all loans on non-accrual status and restructured loans for which income is not being recognized as of September 30, 2022 and December 31, 2021.

(2)

Includes yields on controlled investments, but excludes the yield on the Logan JV.

(3)

As of September 30, 2022 and December 31, 2021, the dividends declared and earned of $5.8 million and $6.6 million for the twelve months ended September 30, 2022 and December 31, 2021, respectively, represented a yield to us of 6.3% and 7.1%, respectively, based on average capital invested. We expect the dividend yield to fluctuate as a result of the timing of additional capital invested, the changes in asset yields in the underlying portfolio and the overall performance of the Logan JV investment portfolio.

(4)

Excluding restructured loans for which income is not being recognized as of September 30, 2022, the weighted average yield would be 9.3% on first lien senior secured debt, 0.0% on second lien debt, 9.3% on debt and income-producing investments and 8.7% on all investments including Logan JV. As of September 30, 2022, the Company did not hold any non-restructured second lien debt. Excluding restructured loans for which income is not being recognized as of December 31, 2021, the weighted average would be 6.9% on first lien senior secured debt, 11.9% on second lien debt, 6.9% on debt and income-producing investments and 7.0% on all investments including Logan JV.

The weighted average yield of our debt investments is not the same as a return on investment for our stockholders but, rather, relates to a portion of our investment portfolio and is calculated before the payment of our fees and expenses. The weighted average yield was computed using the effective interest rates as of September 30, 2022, including accretion of original issue discount and loan origination fees. This weighted average yield reflects the impact of loans on non-accrual status and restructured loans for which income is not being recognized as of September 30, 2022 and December 31, 2021. There can be no assurance that the weighted average yield will remain at its current level. As of September 30, 2022 and December 31, 2021, 0.4% and 0.8%, respectively, of our investment portfolio at fair value was comprised of non-income producing equity and warrant investments. We intend to continue to reduce our non-income producing investments in 2022 and beyond. No assurance can be given that we will be successful in achieving this target.

As of September 30, 2022 and December 31, 2021, portfolio investments, in which we have debt investments, had a median adjusted earnings before interest, taxes, depreciation and amortization, or EBITDA, of approximately $15.9 million and $17.3 million, respectively, based on the latest available financial information provided by the portfolio companies for each of these periods. As of September 30, 2022 and December 31, 2021, our median attachment point in the capital structure of our debt investments in portfolio companies is approximately 4.5 times and 4.3 times the portfolio company’s EBITDA, respectively, based on our latest available financial information for each of these periods.

We expect the percentage of our portfolio investments in unsponsored investments to decrease over time as we work through restructurings, which may include providing additional liquidity through revolving loans, and ultimately an exit of our unsponsored investments. However, these portfolio investments may require follow-on capital as we work through restructurings, which will increase our exposure to these investments. Going forward, we expect unsponsored investments we make, if any, would only be in first lien senior secured investments. As of September 30, 2022, our portfolio of unsponsored debt investments included three investments, excluding our investment in Wheels Up Partners, LLC, which is a non-income producing equity security. Two are performing at or above our expectations and have an Investment Score of 2 and 3. The other unsponsored investment has an Investment Score of 5. As of December 31, 2021, our portfolio of unsponsored debt investments included three investments, excluding our investment in Wheels Up Partners, LLC, which is a non-income producing equity security. Two were performing at or above our expectations and have an Investment Score of 2. The other unsponsored investment had an Investment Score of 5.

As of September 30, 2022, we have closed portfolio investments with 108 different sponsors since inception. As of December 31, 2021, we had closed portfolio investments with 105 different sponsors since inception.

The following table summarizes sponsored and unsponsored investments based on amortized cost and fair value (in millions).


	As of September 30, 2022							As of December 31, 2021
	Amortized Cost		Fair Value		Fair Value as % of Total			Amortized Cost		Fair Value		Fair Value as % of Total
Sponsored Investments (1)	$	327.8	$	295.8		93.1	%	$	308.4	$	294.1		92.1	%
Unsponsored Investments (1)		46.9		21.9		6.9	%		46.9		25.2		7.9	%
Total	$	374.7	$	317.7		100.0	%	$	355.3	$	319.3		100.0	%

(1)

Excludes Greenway II and the Logan JV.

The following table summarizes the amortized cost and fair value of investments as of September 30, 2022 (in millions).


Description	Amortized Cost		Percentage of Total			Fair Value (1)		Percentage of Total
First lien senior secured debt	$	335.0		73.9	%	$	306.8		84.4	%
Investment in Logan JV		79.1		17.4	%		45.6		12.5	%
Second lien debt		22.8		5.0	%		6.7		1.9	%
Investments in funds		4.0		0.9	%		2.8		0.8	%
Equity investments		12.8		2.8	%		1.3		0.4	%
Total investments	$	453.7		100.0	%	$	363.2		100.0	%

(1)

All investments are categorized as Level 3 in the fair value hierarchy, except for 1) certain broadly syndicated loans which are categorized as Level 2 in the fair value hierarchy and noted as such on the Consolidated Schedule of Investments as of September 30, 2022 and 2) investments in funds and the Logan JV, which are excluded from the fair value hierarchy in accordance with ASU 2015-07. These assets are valued at net asset value.

The following table summarizes the amortized cost and fair value of investments as of December 31, 2021 (in millions).


Description	Amortized Cost		Percentage of Total			Fair Value (1)		Percentage of Total
First lien senior secured debt	$	310.5		69.4	%	$	299.6		76.4	%
Investment in Logan JV		91.9		20.5	%		72.8		18.6	%
Second lien debt		27.1		6.1	%		12.9		3.3	%
Investments in funds		4.9		1.1	%		3.7		0.9	%
Equity investments		12.8		2.9	%		3.1		0.8	%
Total investments	$	447.2		100.0	%	$	392.1		100.0	%

(1)

All investments are categorized as Level 3 in the fair value hierarchy, except for investments in funds and the Logan JV, which are excluded from the fair value hierarchy in accordance with ASU 2015-07. These assets are valued at net asset value.

We expect the percent of our core assets, which we define as first lien senior secured loans and the Logan JV, to continue to increase as a percent of total investments as we exit non-qualifying BDC assets as defined under the 1940 Act and our controlled equity investments, through sales or repayments, and redeploy these proceeds. We intend to continue our efforts to reposition the portfolio towards these core assets, which we believe will reduce our exposure to portfolio company risks and potential changes in interest rates.

The following is a summary of the industry classification in which we invest as of September 30, 2022 (in millions).


Industry	Amortized Cost		Fair Value		% of Total Portfolio			% of Net Assets
Healthcare & Pharmaceuticals	$	82.2	$	82.2		22.64	%		53.40	%
Investment Funds And Vehicles		83.1		48.4		13.32	%		31.43	%
Services: Business		29.8		30.0		8.25	%		19.48	%
Services: Consumer		29.8		29.1		8.02	%		18.92	%
High Tech Industries		24.9		24.9		6.86	%		16.20	%
Consumer Goods: Non-Durable		33.9		23.3		6.43	%		15.17	%
Capital Equipment		45.7		21.1		5.82	%		13.73	%
Finance		11.2		11.2		3.09	%		7.30	%
Banking		10.7		10.8		2.97	%		7.00	%
Insurance		9.6		9.6		2.58	%		6.08	%
Chemicals, Plastics, & Rubber		8.0		8.1		2.22	%		5.24	%
Telecommunications		8.1		7.8		2.16	%		5.10	%
Environmental Industries		7.5		7.5		2.07	%		4.89	%
Energy: Oil & Gas		27.2		7.5		2.07	%		4.88	%
Media: Broadcasting & Subscription		7.2		7.1		1.97	%		4.64	%
Retail		6.5		6.6		1.82	%		4.30	%
Construction & Building		6.5		6.5		1.80	%		4.25	%
Containers, Packaging, & Glass		5.4		5.4		1.47	%		3.48	%
Sovereign & Public Finance		5.0		5.1		1.40	%		3.31	%
Consumer Goods: Durable		4.5		4.5		1.24	%		2.93	%
Transportation: Cargo		3.0		3.1		0.84	%		1.98	%
Hotel, Gaming, & Leisure		2.9		2.9		0.81	%		1.91	%
Transportation: Consumer		1.0		0.5		0.15	%		0.34	%
Total Investments	$	453.7	$	363.2		100.00	%		235.96	%

The following is a summary of the industry classification in which we invest as of December 31, 2021 (in millions).


Industry	Amortized Cost		Fair Value		% of Total Portfolio			% of Net Assets
Investment Funds And Vehicles	$	96.9	$	76.5		19.51	%		40.09	%
Healthcare & Pharmaceuticals		60.6		61.0		15.55	%		31.96	%
Consumer Goods: Non-Durable		36.2		34.9		8.90	%		18.30	%
High Tech Industries		31.9		30.9		7.87	%		16.19	%
Services: Consumer		28.2		27.8		7.10	%		14.59	%
Services: Business		24.6		24.8		6.32	%		12.99	%
Capital Equipment		45.7		22.8		5.82	%		11.97	%
Banking		15.0		15.1		3.86	%		7.94	%
Retail		12.8		12.8		3.25	%		6.69	%
Finance		12.2		12.3		3.15	%		6.45	%
Energy: Oil & Gas		22.5		10.8		2.76	%		5.68	%
Insurance		9.2		9.4		2.40	%		4.93	%
Environmental Industries		7.3		7.4		1.88	%		3.87	%
Chemicals, Plastics, & Rubber		7.1		7.1		1.82	%		3.74	%
Construction & Building		6.5		6.6		1.68	%		3.46	%
Telecommunications		6.2		6.2		1.57	%		3.23	%
Media: Broadcasting & Subscription		5.2		5.2		1.32	%		2.72	%
Containers, Packaging, & Glass		4.8		4.9		1.25	%		2.58	%
Sovereign & Public Finance		4.1		4.1		1.05	%		2.17	%
Automotive		3.9		4.0		1.01	%		2.08	%
Hotel, Gaming, & Leisure		3.0		3.0		0.78	%		1.60	%
Transportation: Cargo		2.3		2.4		0.61	%		1.24	%
Transportation: Consumer		1.0		2.1		0.54	%		1.12	%
Total Investments	$	447.2	$	392.1		100.00	%		205.59	%

Investment Activity

The following is a summary of our investment activity, presented on a cost basis, for the three and nine months ended September 30, 2022 and 2021 (in millions).


	Three months ended September 30,						Nine months ended September 30,
		2022			2021			2022			2021
New portfolio investments	$	11.9		$	33.4		$	18.7		$	99.4
Existing portfolio investments:
Follow-on investments (1)		6.0			4.2			31.4			8.9
Delayed draw and revolver investments (1)		6.4			4.1			19.2			8.4
Total existing portfolio investments		12.4			8.3			50.6			17.3
Total portfolio investment activity	$	24.3		$	41.7		$	69.3		$	116.7
Number of new portfolio investments		3			8		5				26
Number of follow-on investments		6			5		19				10
First lien senior secured debt	$	24.2		$	41.6		$	69.1		$	116.6
Equity investments		0.1			0			0.1			0.1
Total portfolio investments	$	24.3		$	41.7		$	69.2		$	116.7
Weighted average yield of new debt investments		7.7	%		7.5	%		9.6	%		7.2	%
Weighted average yield, including all new income-producing investments		7.7	%		7.5	%		9.6	%		7.2	%

(1)

Includes follow-on investments in controlled investments. Refer to Schedule 12-14 for additional detail.

For the three months ended September 30, 2022 and 2021, we had prepayments, amortization payments, and sales of our investments, including any prepayment premiums, totaling $22.8 million and $33.8 million, respectively. For the nine months ended September 30, 2022 and 2021, we had prepayments, amortization payments, and sales of our investments, including any prepayment premiums, totaling $62.3 million and $66.6 million, respectively. Please refer to “Results of Operations — Net Realized Gains and Losses on Investments, net of income tax provision” for additional details surrounding certain investments that were sold.

The following are proceeds received from notable prepayments, sales and other activity related to our investments (in millions):

For the nine months ended September 30, 2022

•

Repayment of a first lien broadly syndicated loan in GC EOS Buyer, Inc. at par, which resulted in proceeds of $3.9 million;

•

Repayment of a second lien term loan in Merchants Capital Access, LLC at par, which resulted in proceeds of $4.3 million;

•

Repayment of a first lien senior secured term loan and revolver in Aurotech, LLC, which resulted in total proceeds (including cash and amounts placed in escrow) of $1.0 million;

•

Repayment of a first lien senior secured term loan in DTI Holdco, Inc., which resulted in proceeds of $3.9 million;

•

Repayment of a first lien senior secured term loan in Evergreen Services Group, LLC, which resulted in total proceeds of $9.2 million;

•

Repayment of a first lien senior secured term loan and revolver in 1-800 Hansons, LLC, which resulted in total proceeds of $3.5 million;

•

Repayment of a first lien senior secured term loan in Own Yourself, LLC, which resulted in proceeds of $5.9 million, including a prepayment premium of $0.2 million; and

•

Repayment of a first lien senior secured term loan in Xcel Brands, Inc., which resulted in proceeds of $7.2 million, including a prepayment premium of $0.3 million.

For the nine months ended September 30, 2021

•

Repayment of a first lien senior secured term loan and revolving loan in Women’s Health USA, Inc., which resulted in proceeds of $8.6 million, including a prepayment premium;

•

Repayment of a first lien senior secured term loan in Whitney, Bradley & Brown, Inc., which resulted in proceeds of $7.5 million, including a prepayment premium;

•

Repayment of first lien senior secured term loans, a revolving loan, and delayed draw loans in PDFTron Systems Inc., which resulted in proceeds of $7.5 million, including a prepayment premium;

•

Repayment of a first lien senior secured term loan in ABC Legal Services, LLC, which resulted in proceeds of $6.7 million;

•

Repayment of a first lien senior secured term loan in Finxera Intermediate, LLC, which resulted in proceeds of $6.5 million;

•

Repayment of a first lien senior secured term loan and delayed draw loans in AppFire Technologies, LLC at par, which resulted in total proceeds received of $3.2 million, including a prepayment premium of $0.1 million;

•

Repayment of a first lien senior secured term loan in Neiman Marcus Group LTD LLC, which resulted in proceeds of $3.0 million, including a prepayment premium;

•

Repayment of a first lien senior secured term loan in Whitney, Bradley & Brown, Inc., which resulted in proceeds of $7.5 million, including a prepayment premium; and

•

Repayment of a first lien senior secured term loan and revolving loan in Communication Technology Intermediate, which resulted in proceeds of $8.6 million, including a prepayment premium of $0.2 million.

Our level of investment activity can vary substantially from period to period depending on many factors, including the amount of debt and equity capital available to middle market companies, the level of merger and acquisition activity, the general economic environment and the competitive environment for the types of investments we make. The frequency and volume of any prepayments may fluctuate significantly from period to period.

Aggregate Cash Flow Realized Gross Internal Rate of Return

Since April 2010, after we completed our initial public offering and commenced principal operations, through September 30, 2022, our fully exited investments have resulted in an aggregate cash flow realized gross internal rate of return to us of 11.0% (based on cash invested of $1.8 billion and total proceeds from these exited investments of $2.2 billion). 76.0% of these exited investments

resulted in an aggregate cash flow realized gross internal rate of return to us of 10% or greater. Internal rate of return, or IRR, is a measure of our discounted cash flows (inflows and outflows). Specifically, IRR is the discount rate at which the net present value of all cash flows is equal to zero. That is, IRR is the discount rate at which the present value of total cash invested in our investments is equal to the present value of all realized returns from the investments. Our IRR calculations are unaudited.

Investment Risk

The value of our investments will generally fluctuate with, among other things, changes in prevailing interest rates, federal tax rates, counterparty risk, general economic conditions, the condition of certain financial markets, developments or trends in any particular industry and the financial condition of the issuer. During periods of limited liquidity and higher price volatility, our ability to dispose of investments at a price and time that we deem advantageous may be impaired.

Lower-quality debt securities involve greater risk of default or price changes due to changes in the credit quality of the issuer. The value of lower-quality debt securities often fluctuates in response to company, political, or economic developments and can decline significantly over short periods of time or during periods of general or regional economic difficulty. Lower-quality debt securities can be thinly traded or have restrictions on resale, making them difficult to sell at an acceptable price. The default rate for lower-quality debt securities is likely to be higher during economic recessions or periods of high interest rates.

Logan JV

On December 3, 2014, we entered into an agreement with Perspecta Trident LLC, an affiliate of Perspecta Trust LLC, or Perspecta, to create First Eagle Logan JV, LLC, or Logan JV, a joint venture, which invests primarily in senior secured first lien term loans. All Logan JV investment decisions must be unanimously approved by the Logan JV investment committee consisting of one representative from each of us and Perspecta.

We have determined that Logan JV is an investment company under ASC 946, however, in accordance with such guidance, we will generally not consolidate our investment in a company other than a substantially owned investment company subsidiary or a controlled operating company whose business consists of providing services to us. Accordingly, we do not consolidate our non-controlling interest in Logan JV.

Logan JV is capitalized with equity contributions which are generally called from its members, on a pro-rata basis based on their equity commitments, as transactions are completed. Any decision by the Logan JV to call down on capital commitments requires the explicit authorization of us, coupled with that of Perspecta, and we may withhold such authorization for any reason in our sole discretion.

As of September 30, 2022 and December 31, 2021, Logan JV had the following commitments, contributions and unfunded commitments from its members (in millions).


	As of September 30, 2022
Member	Total Commitments		Contributed Capital		Return of Capital (not recallable)		Unfunded Commitments
First Eagle Alternative Capital BDC, Inc.	$	110.0	$	92.6	$	20.8	$	9.4
Perspecta Trident LLC		27.5		23.2		5.2		2.4
Total Investments	$	137.5	$	115.8	$	26.0	$	11.8


	As of December 31, 2021
Member	Total Commitments		Contributed Capital		Return of Capital (not recallable)		Unfunded Commitments
First Eagle Alternative Capital BDC, Inc.	$	110.0	$	92.6	$	8.0	$	9.4
Perspecta Trident LLC		27.5		23.2		2.0		2.3
Total Investments	$	137.5	$	115.8	$	10.0	$	11.7

On April 19, 2022, Logan JV closed on a $300.6 million LJV I MM CLO LLC (the “CLO”) with a 3-year reinvestment period. On the closing date of the transaction, in consideration of Logan JV’s transfer to the CLO of the initial closing date loan portfolio, the CLO transferred to Logan JV 100% of the Subordinated Notes and 100% of the Class E Notes issued by the CLO. The CLO became a consolidated subsidiary of Logan JV. Contemporaneously with the close of the CLO, Logan JV SPV was merged into the CLO. Proceeds from the CLO were used to pay off the amounts outstanding under the Logan JV Credit Facility (as discussed below).

Logan JV had a senior credit facility, or the Logan JV Credit Facility, with Deutsche Bank AG and other banks, which was amended on January 9, 2021 to reduce commitments, extend the maturity date to July 12, 2025, and amend the pricing. On April 19, 2022, in connection with the closing of the CLO, Logan JV SPV terminated the Logan JV Credit Facility, and as of September 30, 2022 had no commitments subject to leverage and borrowing base restrictions. As of December 31, 2021, the Logan JV Credit Facility had $225.0 million of commitments subject to leverage and borrowing base restrictions with an interest rate of three month LIBOR (with no LIBOR floor) plus 2.50%. As of December 31, 2021, Logan JV had $147.0 million of outstanding borrowings under the credit facility.

As of September 30, 2022 and December 31, 2021, Logan JV, including its consolidated subsidiaries, had total investments at fair value of $282.9 million and $224.4 million, respectively. As of September 30, 2022 and December 31, 2021, Logan JV’s portfolio was comprised of senior secured first lien and second lien loans to 131 and 95 different borrowers, respectively. As of September 30, 2022, there were no loans on non-accrual status. As of December 31, 2021, there was one loan on non-accrual status with an amortized cost and fair value of $1.7 million and $0.1 million, respectively. As of September 30, 2022 and December 31, 2021, Logan JV had unfunded commitments to fund revolver and delayed draw loans to its portfolio companies totaling $5.0 million and $2.5 million, respectively. The portfolio companies in Logan JV’s portfolio are in industries similar to those in which we may invest directly.

Below is a summary of Logan JV’s portfolio, followed by a listing of the individual loans in Logan JV’s portfolio as of September 30, 2022 and December 31, 2021 (dollar amounts in thousands):



	As of September 30, 2022			As of December 31, 2021
First lien secured debt, at par	$	309,629		$	231,727
Second lien debt, at par		3,282			2,282
Total debt investments, at par	$	312,911		$	234,009
Weighted average yield on first lien secured loans (1)		7.5	%		5.5	%
Weighted average yield on second lien loans (1)		10.9	%		8.5	%
Weighted average yield on all loans (1)		7.5	%		5.5	%
Number of borrowers in Logan JV		131			95
Largest loan to a single borrower (2)	$	5,000		$	5,000
Total of five largest loans to borrowers (2)	$	22,883		$	22,801

(1)

Weighted average yield at their current cost.

(2)

At current principal amount.

The weighted average yield of Logan JV’s debt investments is not the same as a return on Logan JV investment for our stockholders but, rather, relates to a portion of our investment portfolio and is calculated before the payment of our expenses. The weighted average yield was computed using the effective interest rates as of September 30, 2022 and December 31, 2021, respectively, but excluding the effective rates on investments on non-accrual status, if any. There can be no assurance that the weighted average yield will remain at its current level.

For the three and nine months ended September 30, 2022, our share of distributions declared related to our Logan JV LLC equity interest was $2.1 million and $4.1 million, respectively, which amounts are included in dividend income from controlled investments in the Consolidated Statement of Operations and reduction of cost basis on the Consolidated Statement of Assets and Liabilities. For the three and nine months ended September 30, 2021, our share of distributions declared related to our Logan JV LLC equity interest was $1.7 million and $4.9 million, respectively, which amounts are included in dividend income from controlled investments in the Consolidated Statement of Operations and reduction of cost basis on the Consolidated Statement of Assets and Liabilities. As of September 30, 2022 and December 31, 2021, $2.1 million and $2.3 million, respectively, of income related to the Logan JV was included in interest, dividends and fees receivable on the Consolidated Statements of Assets and Liabilities. As of September 30, 2022 and December 31, 2021, $0.0 million and $0.1 million, respectively, of return of capital associated with distributions declared was included in Prepaid expenses and other assets on our Consolidated Statements of Assets and Liabilities. As of September 30, 2022, the distributions declared and earned of $5.8 million for the twelve months ended September 30, 2022, represented a dividend yield to the Company of 6.3% based upon average capital invested. As of December 31, 2021, distributions declared and earned of $6.6 million for the twelve months ended December 31, 2021, represented a dividend yield to the Company of 7.1% based upon average capital invested. We expect the dividend yield to fluctuate as a result of the timing of additional capital invested, the changes in asset yields in the underlying portfolio and the overall performance of the Logan JV investment portfolio.

Logan JV Loan Portfolio as of September 30, 2022

(dollar amounts in thousands)


Type of Investment/ Portfolio company (16)	Industry	Interest Rate (1)	Initial Acquisition Date	Maturity Date	Principal		Amortized Cost		Fair Value (2)
Senior Secured First Lien Term Loans
Australia
Ticketek Pty Ltd	Services: Consumer	7.92% (SOFR +4.25%)	11/22/2019	11/26/2026		1,463	$	1,454	$	1,411
Total Australia							$	1,454	$	1,411

Canada
Avison Young Canada Inc.	Services: Business	8.9% (LIBOR +5.75%)	03/07/2019	01/31/2026		3,854	$	3,815	$	3,603
Avison Young Canada Inc.	Services: Business	7% (LIBOR +7%)	08/19/2022	01/31/2026		954		898		916
Bausch Health Companies	Healthcare & Pharmaceuticals	8.1% (SOFR +5.25%)	03/16/2022	02/01/2027		1,975		1,941		1,526
PNI Canada Acquireco Corp	High Tech Industries	8.17% (SOFR +4.5%)	10/31/2018	10/31/2025		837		835		816
WildBrain Ltd.	Media: Diversified & Production	4.25% (LIBOR +4.25%)	03/19/2021	03/24/2028		1,970		1,939		1,817
Total Canada							$	9,428	$	8,678

Germany
VAC Germany Holding GmbH	Metals & Mining	7.67% (LIBOR +4%)	02/26/2018	03/08/2025		2,865	$	2,860	$	2,657
Total Germany							$	2,860	$	2,657

Luxembourg
Travelport Finance	Services: Consumer	5.17% (LIBOR +1.5%)	09/22/2020	02/28/2025		2,307	$	2,210	$	2,287
Travelport Finance	Services: Consumer	8.67% (LIBOR +5%)	04/18/2022	05/29/2026		1,753		1,735		1,247
Total Luxembourg							$	3,945	$	3,534

Netherlands
Pegasus BidCo BV (15)	Beverage, Food & Tobacco	6.98% (SOFR +6.51%)	05/05/2022	07/12/2029		4,000	$	3,961	$	3,833
Total Netherlands							$	3,961	$	3,833

United Kingdom
Auxey Bidco Ltd.	Services: Consumer	7.33% (LIBOR +5%)	08/07/2018	06/16/2025		5,000	$	4,919	$	4,794
Total United Kingdom							$	4,919	$	4,794

United States of America
888 Acquisitions Limited	Hotel, Gaming & Leisure	8.53% (SOFR +5.25%)	07/08/2022	06/30/2028		1,000	$	846	$	865
A Place for Mom Inc	Media: Advertising, Printing & Publishing	7.62% (LIBOR +4.5%)	07/28/2017	02/10/2026		3,248		3,242		2,972
Abe Investment Holdings, Inc.	Media: Diversified & Production	7.63% (LIBOR +4.5%)	04/07/2022	02/19/2026		1,659		1,659		1,651
Advisor Group Holdings Inc	Banking, Finance, Insurance & Real Estate	7.62% (LIBOR +4.5%)	02/05/2021	07/31/2026		3,126		3,132		2,983
AG Parent Holdings LLC	High Tech Industries	8.12% (LIBOR +5%)	07/30/2019	07/31/2026		4,086		4,061		3,961
AgroFresh Inc.	Chemicals, Plastics & Rubber	9.37% (LIBOR +6.25%)	12/01/2015	12/31/2024		1,229		1,228		1,209
Alcami Carolinas Corp	Healthcare & Pharmaceuticals	7.37% (LIBOR +4.25%)	07/09/2018	07/12/2025		3,840		3,832		3,504
Alchemy US Holdco 1 LLC	Chemicals, Plastics & Rubber	8.62% (LIBOR +5.5%)	10/01/2018	10/10/2025		1,655		1,644		1,579
Allen Media, LLC	Media: Broadcasting & Subscription	9.2% (SOFR +5.5%)	07/29/2021	02/10/2027		3,418		3,400		2,970
Alpine US Bidco LLC	Beverage, Food & Tobacco	5.25% (LIBOR +5.25%)	04/28/2021	05/03/2028		1,500		1,476		1,425
Alvogen Pharma US, Inc.	Healthcare & Pharmaceuticals	11.2% (SOFR +7.5%)	09/02/2021	06/30/2025		3,029		2,922		2,650
AMCP Clean Acquisition Co LLC	Wholesale	7.37% (LIBOR +4.25%)	07/10/2018	06/15/2025		2,317		2,312		1,879
AMCP Clean Acquisition Co LLC	Wholesale	7.37% (LIBOR +4.25%)	07/10/2018	06/15/2025		561		560		455
American Achievement Corporation (3) (14)	Retail	6.25% (LIBOR +6.25%)	02/11/2021	09/30/2026		1,470		-		-
American Public Education	Services: Consumer	8.62% (LIBOR +5.5%)	03/29/2021	09/01/2027		950		934		903
ANI Pharmaceuticals, Inc.	Healthcare & Pharmaceuticals	9.12% (LIBOR +6%)	05/24/2021	11/19/2027		3,176		3,129		3,028

Logan JV Loan Portfolio as of September 30, 2022

(dollar amounts in thousands)

Anne Arundel Dermatology Management, LLC

Healthcare & Pharmaceuticals

8.92% (LIBOR +5.25%)

10/12/2020

10/16/2025

3,257

3,204

3,176

Ansira Holdings, Inc.

Media: Diversified & Production

10.25% (LIBOR +6.5%)

04/17/2018

12/20/2024

713

697

434

Ansira Holdings, Inc.

Media: Diversified & Production

9.31% (LIBOR +6.5%)

12/20/2016

12/20/2024

2,099

2,094

1,277

Anthology / Blackboard

High Tech Industries

5.75% (LIBOR +5.25%)

10/22/2021

10/25/2028

1,781

1,719

1,523

Apex Analytix, Inc. (4) (14) (15)

Services: Business

6.5% (LIBOR +5.75%)

06/15/2022

06/15/2028

317

)

Apex Analytix, Inc. (4) (14) (15)

Services: Business

0% (SOFR +5.75%)

06/15/2022

07/22/2029

2,807

2,751

Archer Systems, LLC (5)

Services: Business

9.65% (SOFR +6.5%)

08/15/2022

08/11/2027

286

Archer Systems, LLC (5)

Services: Business

10.2% (SOFR +6.5%)

08/15/2022

08/11/2027

2,714

2,681

2,680

Arcline FM Holding, LLC

Aerospace & Defense

7% (SOFR +4.75%)

09/02/2021

06/23/2028

1,980

1,972

1,846

Axiom Global Inc.

Services: Business

7.51% (LIBOR +4.75%)

09/25/2019

10/01/2026

2,969

2,946

2,869

BCP Qualtek Merger Sub LLC

Telecommunications

9.06% (LIBOR +6.25%)

07/16/2018

07/18/2025

3,600

3,571

2,736

Belfor Holdings Inc.

Services: Business

7.28% (LIBOR +4.25%)

03/15/2022

04/06/2026

4,489

4,365

4,421

Brookfield WEC Holdings Inc

Construction & Building

6.87% (LIBOR +3.75%)

05/23/2022

08/01/2025

1,000

964

978

Canister International Group Inc

Forest Products & Paper

7.87% (LIBOR +4.75%)

12/18/2019

12/21/2026

1,950

1,938

1,921

Cano Health, LLC

Healthcare & Pharmaceuticals

7.13% (LIBOR +4%)

06/24/2021

11/23/2027

1,970

1,966

1,916

CCI Buyer, Inc. (15)

Services: Business

7.55% (SOFR +4%)

02/24/2022

12/17/2027

3,975

3,906

3,757

Clear Balance Holdings, LLC

Banking, Finance, Insurance & Real Estate

7.25% (SOFR +6.25%)

07/07/2015

10/05/2023

4,451

4,447

4,139

Cloudera, Inc.

High Tech Industries

5.25% (LIBOR +3.75%)

08/10/2021

10/08/2028

2,985

2,959

2,634

CMI Marketing, Inc

Media: Advertising, Printing & Publishing

4.75% (SOFR +4.25%)

03/19/2021

03/23/2028

1,975

1,986

1,817

Confluence Technologies, Inc.

High Tech Industries

6.56% (LIBOR +3.75%)

07/22/2021

07/31/2028

2,978

2,965

2,844

Dermatology Intermediate Holdings III, Inc (6)

Healthcare & Pharmaceuticals

7.28% (SOFR +4.25%)

03/23/2022

04/02/2029

551

227

209

Dermatology Intermediate Holdings III, Inc (6)

Healthcare & Pharmaceuticals

5.75% (SOFR +4.25%)

03/23/2022

04/02/2029

2,941

2,877

2,809

Drilling Info Inc.

High Tech Industries

7.37% (SOFR +4.25%)

07/27/2018

07/30/2025

4,319

4,311

4,179

Eisner Advisory Group LLC

Banking, Finance, Insurance & Real Estate

8.4% (LIBOR +5.25%)

08/16/2021

08/13/2028

1,980

1,964

1,891

Eliassen Group, LLC (7)

Services: Business

7.25% (LIBOR +5.75%)

03/31/2022

04/14/2028

370

Eliassen Group, LLC (7)

Services: Business

7.25% (LIBOR +5.75%)

03/31/2022

04/14/2028

1,630

1,614

1,605

Empower Payments Acquisition

Services: Business

4% (SOFR +4%)

10/05/2018

10/10/2025

3,850

3,846

3,722

Epic Staffing Group (8) (14)

Healthcare & Pharmaceuticals

0.5% (SOFR +6%)

06/27/2022

06/28/2029

523

(31

)

(24

)

Epic Staffing Group (8) (14)

Healthcare & Pharmaceuticals

9.03% (LIBOR +6%)

06/27/2022

06/28/2029

2,471

2,325

2,359

EyeSouth

Healthcare & Pharmaceuticals

7.56% (SOFR +4.5%)

03/15/2021

03/21/2028

295

EyeSouth

Healthcare & Pharmaceuticals

7.62% (SOFR +4.5%)

03/15/2021

03/12/2028

1,683

1,680

1,679

FloWorks International LLC

Metals & Mining

8.48% (SOFR +5.75%)

02/18/2022

12/27/2028

2,494

2,471

2,319

Foley Products Co LLC

Construction & Building

8.45% (LIBOR +4.75%)

02/11/2022

12/29/2028

2,985

2,958

2,850

Gastro Health Holdco, LLC

Healthcare & Pharmaceuticals

8.17% (SOFR +4.5%)

07/02/2021

07/03/2028

702

691

664

Gastro Health Holdco, LLC

Healthcare & Pharmaceuticals

8.17% (SOFR +4.5%)

07/02/2021

07/03/2028

2,109

2,075

1,993

Global Medical Response, Inc.

Healthcare & Pharmaceuticals

4.25% (LIBOR +4.25%)

03/16/2022

10/02/2025

1,990

1,941

1,735

Golden West Packaging Group LLC

Containers, Packaging & Glass

8.37% (LIBOR +5.25%)

11/29/2021

12/01/2027

1,975

1,958

1,913

Greenway Health, LLC

Healthcare & Pharmaceuticals

6.87% (SOFR +3.75%)

04/29/2022

02/16/2024

1,990

1,885

1,772

HDT Holdco, Inc.

Aerospace & Defense

9.42% (SOFR +5.75%)

06/30/2021

07/08/2027

3,750

3,672

3,500

HEXION INC

Chemicals, Plastics & Rubber

7.41% (SOFR +4.5%)

03/02/2022

03/01/2029

1,995

1,949

1,712

Highline Aftermarket Acquisition, LLC

Retail

7.62% (LIBOR +4.5%)

03/21/2022

11/09/2027

945

896

848

Hoffman Southwest Corporation

Environmental Industries

5.5% (LIBOR +5.5%)

05/16/2019

08/14/2023

1,307

1,304

1,261

Hornblower Sub LLC

Hotel, Gaming & Leisure

7.38% (LIBOR +4.5%)

03/08/2019

04/28/2025

1,757

1,571

1,246

Imprivata Inc

High Tech Industries

7.28% (LIBOR +4.25%)

03/16/2022

12/01/2027

1,995

1,939

1,935

International Textile Group Inc

Consumer goods: Durable

5% (LIBOR +5%)

04/20/2018

05/01/2024

894

893

697

Iris Holding, Inc.

Forest Products & Paper

7.89% (LIBOR +4.75%)

06/15/2022

06/28/2028

1,250

1,154

1,153

Isagenix International LLC

Services: Consumer

11.35% (LIBOR +7.75%)

04/26/2018

06/14/2025

1,563

1,557

676

Jack Ohio Finance

Hotel, Gaming & Leisure

7.87% (SOFR +4.75%)

04/27/2022

10/04/2028

2,985

2,944

2,917

LaserShip, Inc.

Transportation: Cargo

7.38% (LIBOR +4.5%)

10/20/2021

04/30/2028

990

986

843

Lereta, LLC

High Tech Industries

8.37% (LIBOR +5.25%)

07/27/2021

07/27/2028

1,980

1,963

1,693

Lids Holdings, Inc

Retail

8.99% (LIBOR +5.5%)

12/03/2021

12/14/2026

906

891

852

Lifescan Global Corporation

Healthcare & Pharmaceuticals

6% (SOFR +6%)

06/19/2018

10/01/2024

3,487

3,440

2,837

Logan JV Loan Portfolio as of September 30, 2022

(dollar amounts in thousands)

Liquid Tech Solutions Holdings, LLC

Transportation: Cargo

8.92% (LIBOR +4.75%)

03/18/2021

03/11/2028

2,578

2,568

2,488

LRS Holdings LLC

Environmental Industries

7.37% (SOFR +4.25%)

08/13/2021

08/31/2028

2,481

2,471

2,357

MAG DS Corp.

Aerospace & Defense

9.17% (LIBOR +5.5%)

09/21/2020

04/01/2027

1,161

1,120

1,068

Mavis Tire Express Services Topco Corp.

Automotive

7.25% (LIBOR +4%)

04/13/2022

05/04/2028

1,990

1,976

1,873

McAfee Enterprise

High Tech Industries

7.87% (LIBOR +4.75%)

05/03/2021

07/27/2028

2,976

2,951

2,696

Miller's Ale House Inc

Hotel, Gaming & Leisure

10% (LIBOR +4.75%)

05/24/2018

05/30/2025

2,298

2,294

2,231

MRI SOFTWARE LLC

Construction & Building

9.17% (SOFR +5.5%)

01/31/2020

02/10/2026

1,463

1,460

1,422

NAC Holding Corporation

Banking, Finance, Insurance & Real Estate

8.23% (LIBOR +5.5%)

10/02/2020

09/28/2024

3,807

3,769

3,807

NAPA Management Services Corp

Healthcare & Pharmaceuticals

8.43% (LIBOR +5.25%)

02/18/2022

02/23/2029

3,980

3,880

3,592

New Constellis Borrower LLC

Aerospace & Defense

7.5% (LIBOR +7.5%)

03/27/2020

03/27/2024

331

318

276

New Insight Holdings Inc

Services: Business

8.84% (LIBOR +5.5%)

12/08/2017

12/20/2024

1,905

1,875

1,730

NextCare, Inc. (9)

Healthcare & Pharmaceuticals

8.17% (SOFR +4.5%)

02/13/2018

06/30/2024

628

183

169

NextCare, Inc. (9)

Healthcare & Pharmaceuticals

5.5% (LIBOR +4.5%)

02/13/2018

06/30/2024

3,711

3,701

3,618

Northern Star Holdings Inc.

Utilities: Electric

7.87% (SOFR +4.75%)

03/28/2018

03/28/2025

4,059

4,051

3,937

Oak Point Partners, LLC

Banking, Finance, Insurance & Real Estate

6.25% (LIBOR +5.25%)

12/01/2021

12/01/2027

2,780

2,744

2,753

Odyssey Logistics & Technology Corporation

Transportation: Cargo

6.81% (SOFR +4%)

10/06/2017

10/12/2024

1,903

1,900

1,845

Omni Intermediate Holdings, LLC (10) (14)

Transportation: Cargo

1% (SOFR +5%)

11/24/2021

12/30/2026

112

)

Omni Intermediate Holdings, LLC (10) (14)

Transportation: Cargo

8.69% (SOFR +5%)

11/24/2021

12/30/2026

1,870

1,856

1,842

Options Technology (11) (14)

Services: Business

1% (LIBOR +4.75%)

10/29/2021

12/26/2025

606

)

(21

)

Options Technology (11) (14)

Services: Business

7.63% (SOFR +4.75%)

10/29/2021

12/27/2025

2,434

2,410

2,349

Orion Business Innovations

High Tech Industries

7.38% (LIBOR +4.5%)

10/18/2018

10/21/2024

545

543

496

Orion Business Innovations

High Tech Industries

7.38% (LIBOR +4.5%)

03/04/2019

10/21/2024

804

801

732

Orion Business Innovations

High Tech Industries

7.38% (LIBOR +4.5%)

10/18/2018

10/21/2024

1,863

1,856

1,695

Osmosis Buyer Limited

Services: Consumer

4% (LIBOR +3.75%)

03/21/2022

07/31/2028

1,995

1,967

1,858

Output Services Group Inc

Services: Business

9.85% (LIBOR +6.75%)

03/26/2018

06/29/2026

4,321

4,315

3,068

OVG Business Services, LLC

Services: Business

9.34% (LIBOR +6.25%)

10/15/2021

11/20/2028

4,482

4,353

4,191

Patriot Rail Co LLC

Transportation: Cargo

7.67% (LIBOR +4%)

10/15/2019

10/19/2026

3,412

3,433

3,318

PH Beauty Holdings III, Inc.

Containers, Packaging & Glass

8.07% (LIBOR +5%)

10/04/2018

09/28/2025

2,880

2,867

2,347

Polyconcept Holding B.V.

Consumer goods: Non-Durable

8.53% (SOFR +5.5%)

05/12/2022

05/18/2029

2,000

1,962

1,906

Portfolio Holding, Inc.

Banking, Finance, Insurance & Real Estate

8.88% (LIBOR +6%)

05/14/2021

12/02/2025

1,975

1,947

1,955

Portfolio Holding, Inc.

Banking, Finance, Insurance & Real Estate

8.88% (LIBOR +6%)

11/15/2021

12/02/2025

415

411

410

Portfolio Holding, Inc.

Banking, Finance, Insurance & Real Estate

8.88% (LIBOR +6%)

11/15/2021

12/02/2025

620

611

614

Portillo's Holdings, LLC

Beverage, Food & Tobacco

8.62% (LIBOR +5.5%)

11/27/2019

09/06/2024

1,940

1,932

1,930

Precisely

High Tech Industries

6.78% (LIBOR +4%)

03/16/2022

04/24/2028

2,972

2,948

2,626

Premier Dental Services, Inc

Healthcare & Pharmaceuticals

7.31% (SOFR +4.5%)

08/11/2021

08/18/2028

184

183

166

Premier Dental Services, Inc.

Healthcare & Pharmaceuticals

7.62% (SOFR +4.5%)

08/11/2021

08/18/2028

1,801

1,794

1,628

Prince International Corporation

Chemicals, Plastics & Rubber

6.98% (LIBOR +4.25%)

05/27/2022

04/21/2029

1,000

904

812

Project Castle, Inc.

Capital Equipment

6% (LIBOR +5.5%)

06/09/2022

06/01/2029

1,398

1,256

1,191

Pure Fishing Inc

Consumer goods: Non-Durable

7.62% (SOFR +4.5%)

12/20/2018

12/22/2025

1,158

1,137

960

Quest Software

High Tech Industries

6.98% (LIBOR +4.25%)

03/21/2022

02/01/2029

2,000

1,972

1,490

Quidditch Acquisition Inc

Beverage, Food & Tobacco

7% (SOFR +7%)

03/16/2018

03/21/2025

975

968

970

Reedy Industries Inc. (12) (14)

Services: Consumer

5.25% (SOFR +4.5%)

08/24/2021

08/31/2028

268

)

(17

)

Reedy Industries Inc. (12) (14)

Services: Consumer

7.57% (LIBOR +4.5%)

08/24/2021

08/31/2028

1,719

1,713

1,608

Restaurant Technologies, Inc.

Services: Business

7.8% (LIBOR +4.25%)

03/17/2022

04/02/2029

1,990

1,944

1,941

RLG Holdings, LLC (15)

Containers, Packaging & Glass

0% (LIBOR +5%)

09/20/2022

07/20/2028

1,000

940

945

Rocket Software, Inc.

High Tech Industries

7.37% (LIBOR +4.25%)

03/16/2022

11/28/2025

1,985

1,957

1,903

R-Pac International Corp (13) (14)

Containers, Packaging & Glass

0.5% (LIBOR +6%)

11/23/2021

12/29/2027

373

)

R-Pac International Corp (13) (14)

Containers, Packaging & Glass

9.67% (LIBOR +6%)

11/23/2021

12/29/2027

2,985

2,933

2,925

RSA Security LLC

High Tech Industries

7.53% (LIBOR +4.75%)

04/16/2021

04/27/2028

1,980

1,969

1,479

RXB Holdings, Inc.

Services: Business

7.66% (SOFR +4.5%)

07/28/2021

12/20/2027

1,975

1,971

1,876

Sinclair Television Group, Inc.

Media: Broadcasting & Subscription

6.88% (SOFR +3.75%)

04/13/2022

04/13/2029

2,993

2,908

2,838

Skillsoft Corp.

High Tech Industries

7.96% (LIBOR +5.25%)

03/25/2022

07/14/2028

1,896

1,866

1,628

Logan JV Loan Portfolio as of September 30, 2022

(dollar amounts in thousands)


Smyrna Ready Mix Concrete LLC	Hotel, Gaming & Leisure	7.38% (SOFR +4.25%)	03/24/2022	03/23/2029	1,995		1,939		1,910
Solenis International LP	Chemicals, Plastics & Rubber	8.15% (LIBOR +4.5%)	03/31/2022	11/09/2028	1,990		1,953		1,846
Solera Holdings Inc	High Tech Industries	7.67% (LIBOR +4%)	03/16/2022	06/02/2028	1,985		1,958		1,837
SPX FLOW INC	Capital Equipment	7.63% (LIBOR +4.5%)	03/18/2022	03/18/2029	2,000		1,934		1,858
Stats, LLC	Hotel, Gaming & Leisure	5.25% (SOFR +5.25%)	03/30/2022	07/10/2026	3,477		3,456		3,289
Teneo Holdings LLC	Services: Business	8.38% (SOFR +5.25%)	07/15/2019	07/11/2025	4,461		4,400		4,229
TIBCO Software (15)	High Tech Industries	0% (LIBOR +4.5%)	09/20/2022	03/20/2029	588		535		529
TouchTunes	Media: Diversified & Production	8.98% (LIBOR +5%)	04/22/2022	04/02/2029	3,000		2,972		2,890
Upstream Newco, Inc.	Healthcare & Pharmaceuticals	8.06% (LIBOR +4.25%)	07/22/2021	11/20/2026	3,848		3,838		3,582
Veracode	High Tech Industries	7.39% (LIBOR +4.75%)	04/20/2022	05/02/2029	2,000		1,990		1,893
VeriFone Systems, Inc.	Services: Business	7% (SOFR +4%)	03/16/2022	08/20/2025	1,990		1,934		1,794
W3 Topco LLC	Energy: Oil & Gas	9.27% (SOFR +6%)	08/13/2019	08/16/2025	594		574		573
Women's Care Holdings Inc	Services: Consumer	7.87% (SOFR +4.5%)	05/20/2022	01/15/2028	1,492		1,446		1,400
Yak Access LLC	Energy: Oil & Gas	8.07% (SOFR +5%)	06/29/2018	07/11/2025	2,475		2,445		1,504
Zayo Group Holdings, Inc.	Telecommunications	7.28% (LIBOR +4.25%)	04/29/2022	03/09/2027	1,990		1,943		1,740
Zenith American Holding, Inc.	Services: Business	8.92% (LIBOR +5.25%)	03/11/2019	12/13/2024	2,447		2,444		2,441
Zenith American Holding, Inc.	Services: Business	8.38% (SOFR +5.25%)	03/11/2019	12/13/2024	120		120		120
Total United States of America						$	273,590	$	254,913


Total Senior Secured First Lien Term Loans						$	300,157	$	279,820

Second Lien Term Loans
United States of America
ASP MSG Acquisition Co Inc	Beverage, Food & Tobacco	11.17% (LIBOR +7.5%)	06/23/2021	02/16/2026	2,000	$	1,978	$	2,010
New Constellis Borrower LLC	Aerospace & Defense	11% (LIBOR +11%)	03/27/2020	03/27/2025	282		136		142
SonicWALL Inc	High Tech Industries	10.48% (LIBOR +7.5%)	04/13/2022	05/18/2026	1,000		984		938
Total United States of America						$	3,098	$	3,090

Total Second Lien Term Loans						$	3,098	$	3,090

Total Investments						$	303,255	$	282,910


Cash equivalents
Dreyfus Government Cash Management Fund							16,390		16,390
Total Cash equivalents						$	16,390	$	16,390

(1)

Variable interest rates indexed to 30-day, 60-day, 90-day or 180-day LIBOR rates, at the borrower’s option. LIBOR rates are subject to interest rate floors.

(2)

Represents fair value in accordance with ASC Topic 820.

(3)

Represents a revolver commitment of $1,470, which was unfunded as of September 30, 2022. Issuer pays 0.75% unfunded commitment fee on revolver term loan and/or revolving loan facilities.

Logan JV Loan Portfolio as of September 30, 2022

(dollar amounts in thousands)

(4)

Represents a revolver commitment of $317, which was unfunded as of September 30, 2022. Issuer pays 0.5% unfunded commitment fee on delayed draw term loan and/or revolving loan facilities.

(5)

Represents a revolver commitment of $286, of which $253 was unfunded as of September 30, 2022. Unfunded amounts of a revolver position have a rate other than the contractual fully funded rate. Issuer pays 0.50% unfunded commitment fee on delayed draw term loan and/or revolving loan facilities.

(6)

(7)

Represents a delayed draw commitment of $370, of which $315 was unfunded as of September 30, 2022. Issuer pays 1.0% unfunded commitment fee on delayed draw term loan and/or revolving loan facilities.

(8)

Represents a delayed draw commitment of $523, which was unfunded as of September 30, 2022.

(9)

(10)

Represents a delayed draw commitment of $112, which was unfunded as of September 30, 2022. Issuer pays 1.0% unfunded commitment fee on delayed draw term loan and/or revolving loan facilities.

(11)

Represents a delayed draw commitment of $606, which was unfunded as of September 30, 2022. Issuer pays 1.0% unfunded commitment fee on delayed draw term loan and/or revolving loan facilities.

(12)

Represents a delayed draw commitment of $268, which was unfunded as of September 30, 2022. Issuer pays 4.5% unfunded commitment fee on delayed draw term.

(13)

Represents a delayed draw commitment of $373 which was unfunded as of September 30, 2022. Issuer pays 0.5% unfunded commitment fee on delayed draw term.

(14)

Unfunded amount will start to accrue interest when the position is funded. LIBOR rate as of September 30, 2022 or LIBOR floor is shown to reflect possible projected interest rate.

(15)

Unsettled trade will start to accrue interest when the position is settled. SOFR rate as of September 30, 2022 or SOFR floor is shown to reflect possible projected interest rate.

(16)

All investments are pledged as collateral for loans payable unless otherwise noted.

Logan JV Loan Portfolio as of December 31, 2021

(dollar amounts in thousands)


Type of Investment/ Portfolio company (16)	Industry	Interest Rate (1)	Initial Acquisition Date	Maturity Date	Principal		Amortized Cost		Fair Value (2)
Senior Secured First Lien Term Loans
Australia
Ticketek Pty Ltd	Services: Consumer	5% (LIBOR +4.25%)	11/22/2019	11/26/2026		1,474	$	1,463	$	1,432
Total Australia							$	1,463	$	1,432

Canada
Avison Young Canada Inc.	Services: Business	5.97% (LIBOR +5.75%)	03/07/2019	01/31/2026		3,884	$	3,836	$	3,863
PNI Canada Acquireco Corp	High Tech Industries	4.6% (LIBOR +4.5%)	10/31/2018	10/31/2025		1,597		1,593		1,596
WildBrain Ltd.	Media: Diversified & Production	5% (LIBOR +4.25%)	03/19/2021	03/24/2028		-		1,950		1,983
Total Canada							$	7,379	$	7,442

Germany
Rhodia Acetow	Consumer goods: Non-Durable	6.5% (LIBOR +5.5%)	04/21/2017	05/31/2023		955	$	952	$	895
VAC Germany Holding GmbH	Metals & Mining	5% (LIBOR +4%)	02/26/2018	03/08/2025		2,888		2,881		2,823
Total Germany							$	3,833	$	3,718

Luxembourg
Travelport Finance (Luxembourg) S.a r.l.	Services: Consumer	2.5% (LIBOR +1.5%)	09/22/2020	02/28/2025		2,184		2,058		2,251
Travelport Finance (Luxembourg) S.a r.l.	Services: Consumer	5.22% (LIBOR +5%)	09/22/2020	05/29/2026		1,745		1,723		1,458
Total Luxembourg							$	3,781	$	3,709

United Kingdom
Auxey Bidco Ltd.	Services: Consumer	5.16% (LIBOR +5%)	08/07/2018	06/16/2025		5,000	$	4,896	$	4,843
EG Group	Retail	4.22% (LIBOR +4%)	03/23/2018	02/07/2025		2,759		2,753		2,753
Total United Kingdom							$	7,649	$	7,596

United States of America
A Place for Mom Inc	Media: Advertising, Printing & Publishing	4.75% (LIBOR +3.75%)	07/28/2017	8/10/2024		3,830	$	3,822	$	3,777
Advanced Integration Technology LP	Aerospace & Defense	5.75% (LIBOR +4.75%)	07/15/2016	04/03/2023		1,895		1,892		1,782
Advisor Group Holdings Inc	Fire: Finance	4.6% (LIBOR +4.5%)	02/05/2021	07/31/2026		3,150		3,158		3,163
AG Parent Holdings LLC	High Tech Industries	5.1% (LIBOR +5%)	07/30/2019	07/31/2026		2,613		2,596		2,610

Logan JV Loan Portfolio as of December 31, 2021

(dollar amounts in thousands)

Type of Investment/
Portfolio company (16)

Industry

Interest Rate (1)

Initial
Acquisition
Date

Maturity
Date

Principal

Amortized
Cost

Fair
Value (2)

AgroFresh Inc.

Chemicals, Plastics & Rubber

7.25% (LIBOR +6.25%)

12/01/2015

12/31/2024

1,238

1,237

1,249

Alcami Carolinas Corp

Healthcare & Pharmaceuticals

4.39% (LIBOR +4.25%)

07/09/2018

7/12/2025

3,870

3,860

3,551

Alchemy US Holdco 1 LLC

Chemicals, Plastics & Rubber

5.6% (LIBOR +5.5%)

10/01/2018

10/10/2025

1,655

1,641

1,656

Allen Media, LLC

Media: Broadcasting & Subscription

5.72% (LIBOR +5.5%)

07/29/2021

02/10/2027

3,445

3,423

3,448

Alpine US Bidco LLC

Beverage, Food & Tobacco

6% (LIBOR +5.25%)

04/28/2021

04/13/2028

1,508

1,480

1,504

Alvogen Pharma US, Inc.

Healthcare & Pharmaceuticals

6.25% (LIBOR +5.25%)

09/02/2021

12/31/2023

3,148

3,052

3,018

AMCP Clean Acquisition Co LLC

Wholesale

4.35% (LIBOR +4.25%)

07/10/2018

06/15/2025

2,335

2,329

1,951

AMCP Clean Acquisition Co LLC

Wholesale

4.35% (LIBOR +4.25%)

07/10/2018

06/15/2025

565

564

472

American Achievement Corporation(3) (15)

Retail

7.25% (LIBOR +6.25%)

02/11/2021

09/30/2026

1,470

American Public Education

Services: Consumer

6.25% (LIBOR +5.5%)

03/29/2021

09/01/2027

988

969

980

ANI Pharmaceuticals, Inc.

Healthcare & Pharmaceuticals

6.75% (LIBOR +6%)

05/24/2021

05/24/2027

2,000

1,961

2,009

Anne Arundel Dermatology Management, LLC (4)

Healthcare & Pharmaceuticals

7% (LIBOR +6%)

10/12/2020

10/16/2025

1,358

1,233

1,234

Anne Arundel Dermatology Management, LLC (5) (15)

Healthcare & Pharmaceuticals

8.75% (LIBOR +6.5%)

10/12/2020

10/16/2025

451

)

Anne Arundel Dermatology Management, LLC

Healthcare & Pharmaceuticals

7.5% (LIBOR +6.5%)

10/12/2020

10/16/2025

2,028

1,997

1,995

Ansira Holdings, Inc.

Media: Diversified & Production

7.5% (LIBOR +6.5%)

04/17/2018

12/20/2024

682

680

545

Ansira Holdings, Inc.

Media: Diversified & Production

7.5% (LIBOR +6.5%)

12/20/2016

12/20/2024

2,046

2,039

1,637

Anthology / Blackboard

High Tech Industries

5.75% (LIBOR +5.25%)

10/22/2021

10/25/2028

1,500

1,449

1,476

Arcline FM Holding, LLC

Aerospace & Defense

5.5% (LIBOR +4.75%)

09/02/2021

06/23/2028

1,995

1,985

1,996

Ascend Performance Materials Operations LLC

Chemicals, Plastics & Rubber

5.5% (LIBOR +4.75%)

08/16/2019

08/27/2026

862

851

868

Axiom Global Inc.

Services: Business

5.5% (LIBOR +4.75%)

09/25/2019

10/01/2026

2,992

2,964

2,947

BCP Qualtek Merger Sub LLC

Telecommunications

7.25% (LIBOR +6.25%)

07/16/2018

07/18/2025

3,675

3,638

3,634

Brand Energy & Infrastructure Services, Inc.

Energy: Oil & Gas

5.25% (LIBOR +4.25%)

06/16/2017

06/21/2024

2,865

2,855

2,809

Canister International Group Inc

Forest Products & Paper

4.85% (LIBOR +4.75%)

12/18/2019

12/21/2026

1,965

1,951

1,974

Cano Health, LLC

Healthcare & Pharmaceuticals

5.25% (LIBOR +4.5%)

06/24/2021

11/23/2027

1,985

1,980

1,987

Clear Balance Holdings, LLC

Fire: Finance

6.75% (LIBOR +5.75%)

07/07/2015

10/05/2023

4,529

4,523

4,348

Cloudera, Inc.

High Tech Industries

4.25% (LIBOR +3.75%)

08/10/2021

10/08/2028

3,000

2,971

2,996

CMI Marketing, Inc

Media: Advertising, Printing & Publishing

4.75% (LIBOR +4.25%)

03/19/2021

03/23/2028

1,990

2,002

2,012

Confluence Technologies, Inc.

High Tech Industries

4.25% (LIBOR +3.75%)

07/22/2021

07/31/2028

3,000

2,986

2,993

Conyers Park Parent Merger Sub Inc

Beverage, Food & Tobacco

4.75% (LIBOR +3.75%)

06/21/2017

07/07/2024

1,287

1,285

1,298

Drilling Info Inc.

High Tech Industries

4.35% (LIBOR +4.25%)

07/27/2018

07/30/2025

4,353

4,342

4,310

Eisner Advisory Group LLC

Banking, Finance, Insurance & Real Estate

7.5% (LIBOR +6.75%)

08/16/2021

07/28/2028

182

180

182

Eisner Advisory Group LLC

Banking, Finance, Insurance & Real Estate

6% (LIBOR +5.25%)

08/16/2021

08/13/2028

1,813

1,795

1,818

Eliassen Group, LLC

Services: Business

4.35% (LIBOR +4.25%)

10/19/2018

11/05/2024

4,597

4,586

4,551

Empower Payments Acquisition

Services: Business

4.47% (LIBOR +4.25%)

10/05/2018

10/05/2025

3,880

3,875

3,895

EyeSouth (6) (15)

Healthcare & Pharmaceuticals

5.25% (LIBOR +4.5%)

03/15/2021

03/21/2028

295

)

EyeSouth

Healthcare & Pharmaceuticals

5.25% (LIBOR +4.5%)

03/15/2021

03/12/2028

1,696

1,692

1,701

Gastro Health Holdco, LLC (7)

Healthcare & Pharmaceuticals

5.25% (LIBOR +4.5%)

07/02/2021

07/03/2028

333

268

272

Gastro Health Holdco, LLC

Healthcare & Pharmaceuticals

5.25% (LIBOR +4.5%)

07/02/2021

07/03/2028

998

993

1,005

Gold Standard Baking, Inc.(17)

Wholesale

7.5% (LIBOR +6.5%)

05/19/2015

07/23/2022

2,096

1,674

Golden West Packaging Group LLC

Containers, Packaging & Glass

6% (LIBOR +5.25%)

11/29/2021

12/01/2027

2,000

1,980

1,990

HDT Holdco, Inc.

Aerospace & Defense

6.5% (LIBOR +5.75%)

06/30/2021

07/08/2027

3,900

3,806

3,866

Hoffman Southwest Corporation

Environmental Industries

6% (LIBOR +5%)

05/16/2019

08/14/2023

1,362

1,356

1,334

Hornblower Sub LLC

Hotel, Gaming & Leisure

5.5% (LIBOR +4.5%)

03/08/2019

04/28/2025

1,771

1,539

1,676

International Textile Group Inc

Consumer goods: Durable

5.13% (LIBOR +5%)

04/20/2018

05/01/2024

913

911

848

Isagenix International LLC

Services: Consumer

6.75% (LIBOR +5.75%)

04/26/2018

06/14/2025

1,605

1,597

1,202

LaserShip, Inc.

Transportation: Cargo

5.25% (LIBOR +4.5%)

10/20/2021

04/30/2028

998

993

1,000

Lereta, LLC

Fire: Real Estate

6% (LIBOR +5.25%)

07/27/2021

07/27/2028

1,995

1,976

1,997

Lids Holdings, Inc

Retail

5.55% (LIBOR +0%)

12/03/2021

12/03/2026

1,000

980

985

Lifescan Global Corporation

Healthcare & Pharmaceuticals

6.13% (LIBOR +6%)

06/19/2018

10/01/2024

2,735

2,707

2,680

Logan JV Loan Portfolio as of December 31, 2021

(dollar amounts in thousands)

Type of Investment/
Portfolio company (16)

Industry

Interest Rate (1)

Initial
Acquisition
Date

Maturity
Date

Principal

Amortized
Cost

Fair
Value (2)

Liquid Tech Solutions Holdings, LLC

Transportation: Cargo

5.5% (LIBOR +4.75%)

03/18/2021

03/11/2028

2,987

2,974

2,987

LRS Holdings LLC

Environmental Industries

4.75% (LIBOR +4.25%)

08/13/2021

08/12/2028

2,500

2,488

2,503

MAG DS Corp.

Aerospace & Defense

6.5% (LIBOR +5.5%)

09/21/2020

04/01/2027

1,191

1,143

1,096

McAfee Enterprise

High Tech Industries

5.75% (LIBOR +5%)

05/03/2021

07/27/2028

2,991

2,963

2,987

Miller's Ale House Inc

Hotel, Gaming & Leisure

4.85% (LIBOR +4.75%)

05/24/2018

05/21/2025

2,316

2,310

2,234

MRI Software LLC

Construction & Building

6.5% (LIBOR +5.5%)

01/31/2020

02/10/2026

1,474

1,470

1,473

NAC Holding Corporation

Fire: Insurance

6% (LIBOR +5%)

10/02/2020

09/28/2024

3,836

3,783

3,836

New Constellis Borrower LLC

Aerospace & Defense

8.5% (LIBOR +7.5%)

03/27/2020

03/27/2024

331

316

324

New Insight Holdings Inc

Services: Business

6.5% (LIBOR +5.5%)

12/08/2017

12/20/2024

1,920

1,879

1,899

NextCare, Inc. (8)

Healthcare & Pharmaceuticals

5.25% (LIBOR +4.25%)

02/13/2018

06/30/2024

629

115

117

NextCare, Inc.

Healthcare & Pharmaceuticals

5.25% (LIBOR +4.25%)

02/13/2018

06/30/2024

3,740

3,725

3,721

Northern Star Holdings Inc.

Utilities: Electric

5.75% (LIBOR +4.75%)

03/28/2018

03/28/2025

4,091

4,081

4,101

Oak Point Partners, LLC

Banking, Finance, Insurance & Real Estate

6.5% (LIBOR +5.5%)

12/01/2021

11/30/2027

2,850

2,808

2,807

Odyssey Logistics & Technology Corporation

Transportation: Cargo

5% (LIBOR +4%)

10/06/2017

10/12/2024

1,918

1,913

1,904

Omni Logistics

Transportation: Cargo

6% (LIBOR +5%)

11/24/2021

11/30/2027

172

171

Omni Logistics (9)

Transportation: Cargo

6% (LIBOR +5%)

11/24/2021

11/30/2027

203

Omni Logistics

Transportation: Cargo

6% (LIBOR +5%)

11/24/2021

12/30/2026

1,620

1,604

1,608

Options Technology (10) (15)

Services: Business

4.8% (LIBOR +4.75%)

10/29/2021

12/26/2025

606

)

Options Technology

Services: Business

5.75% (LIBOR +4.75%)

10/29/2021

12/27/2025

2,452

2,423

2,421

Orion Business Innovations

High Tech Industries

5.5% (LIBOR +4.5%)

10/18/2018

10/19/2024

549

546

549

Orion Business Innovations

High Tech Industries

5.5% (LIBOR +4.5%)

03/04/2019

10/21/2024

810

806

810

Orion Business Innovations

High Tech Industries

5.5% (LIBOR +4.5%)

10/18/2018

10/19/2024

1,877

1,869

1,877

Output Services Group Inc

Services: Business

5.5% (LIBOR +4.5%)

03/26/2018

03/21/2024

4,322

4,314

3,720

OVG Business Services, LLC

Services: Business

7.25% (LIBOR +6.25%)

10/15/2021

11/20/2028

2,500

2,475

Patriot Rail Co LLC

Transportation: Cargo

4.25% (LIBOR +4%)

02/24/2021

10/19/2026

3,439

3,463

3,456

PH Beauty Holdings III, Inc.

Containers, Packaging & Glass

5.18% (LIBOR +5%)

10/04/2018

09/28/2025

2,903

2,887

2,743

PLH Group Inc

Energy: Oil & Gas

6.15% (LIBOR +6%)

08/01/2018

07/25/2023

3,384

3,357

3,354

Portfolio Holding, Inc.

Banking, Finance, Insurance & Real Estate

7% (LIBOR +6%)

05/14/2021

12/02/2025

1,990

1,956

1,990

Portfolio Holding, Inc. (11)

Banking, Finance, Insurance & Real Estate

7% (LIBOR +6%)

11/15/2021

12/02/2025

417

221

225

Portfolio Holding, Inc.

Banking, Finance, Insurance & Real Estate

7% (LIBOR +6%)

11/15/2021

12/02/2025

625

613

625

Portillo's Holdings, LLC

Beverage, Food & Tobacco

6.5% (LIBOR +5.5%)

11/27/2019

09/06/2024

1,955

1,944

1,961

Precisely

High Tech Industries

4.75% (LIBOR +4%)

06/24/2021

04/24/2028

1,995

1,986

1,995

Premier Dental Services, Inc. (12)

Healthcare & Pharmaceuticals

5.25% (LIBOR +4.5%)

08/11/2021

08/18/2028

185

Premier Dental Services, Inc.

Healthcare & Pharmaceuticals

5.25% (LIBOR +4.5%)

08/11/2021

08/18/2028

1,815

1,806

1,818

Pure Fishing Inc

Consumer goods: Non-Durable

4.6% (LIBOR +4.5%)

12/20/2018

12/22/2025

1,167

1,140

1,135

Quidditch Acquisition Inc

Beverage, Food & Tobacco

8% (LIBOR +7%)

03/16/2018

03/21/2025

983

974

970

Red Ventures, LLC

Media: Advertising, Printing & Publishing

2.6% (LIBOR +2.5%)

10/18/2017

11/08/2024

1,977

1,969

1,968

Reedy Industries Inc. (13) (15)

Services: Consumer

5.25% (LIBOR +4.5%)

08/24/2021

08/31/2028

299

)

Reedy Industries Inc.

Services: Consumer

5.25% (LIBOR +4.5%)

08/24/2021

08/31/2028

1,701

1,693

1,701

R-Pac International Corp (14)

Containers, Packaging & Glass

6.75% (LIBOR +6%)

11/23/2021

01/15/2028

373

R-Pac International Corp

Containers, Packaging & Glass

6.75% (LIBOR +6%)

11/23/2021

01/15/2028

3,000

2,940

RSA Security LLC

High Tech Industries

5.5% (LIBOR +4.75%)

04/16/2021

04/27/2028

1,995

1,982

1,911

RXB Holdings, Inc.

Services: Business

5.25% (LIBOR +4.5%)

07/28/2021

12/20/2027

1,990

1,985

1,996

StubHub

High Tech Industries

4.75% (LIBOR +4.25%)

07/21/2021

02/12/2027

1,496

1,489

1,496

Logan JV Loan Portfolio as of December 31, 2021

(dollar amounts in thousands)


Type of Investment/ Portfolio company (16)	Industry	Interest Rate (1)	Initial Acquisition Date	Maturity Date	Principal		Amortized Cost		Fair Value (2)
Teneo Holdings LLC	Services: Business	6.25% (LIBOR +5.25%)	07/15/2019	07/11/2025		3,194		3,138		3,208
Titan Sub LLC	Aerospace & Defense	5.1% (LIBOR +5%)	09/19/2019	09/21/2026		3,192		3,168		3,201
Upstream Newco, Inc.	Healthcare & Pharmaceuticals	4.35% (LIBOR +4.25%)	07/22/2021	11/20/2026		3,877		3,866		3,887
W3 Topco LLC	Energy: Oil & Gas	7% (LIBOR +6%)	08/13/2019	08/16/2025		1,775		1,700		1,757
Yak Access LLC	Energy: Oil & Gas	5.18% (LIBOR +5%)	06/29/2018	07/11/2025		2,588		2,548		2,328
Zenith American Holding, Inc.	Services: Business	6.25% (LIBOR +5.25%)	03/11/2019	12/13/2024		2,476		2,473		2,476
Zenith American Holding, Inc.	Services: Business	6.25% (LIBOR +5.25%)	03/11/2019	12/13/2024		123		122		123
Total United States of America							$	202,359	$	198,360

Total Senior Secured First Lien Term Loans							$	226,464	$	222,257

Second Lien Term Loans
United States of America
ASP MSG Acquisition Co Inc	Beverage, Food & Tobacco	8.25% (LIBOR +7.5%)	06/23/2021	08/16/2025		2,000	$	1,974	$	2,010
New Constellis Borrower LLC	Aerospace & Defense	12% (LIBOR +11%)	03/27/2020	03/27/2025		282		121		182
Total United States of America							$	2,095	$	2,192

Total Second Lien Term Loans							$	2,095	$	2,192

Total Investments							$	228,559	$	224,449


Cash equivalents
Dreyfus Government Cash Management Fund								14,985		14,985
Other cash accounts								735		735
Total Cash equivalents							$	15,720	$	15,720

(1)

Variable interest rates indexed to 30-day, 60-day, 90-day or 180-day LIBOR rates, at the borrower’s option. LIBOR rates are subject to interest rate floors.

(2)

Represents fair value in accordance with ASC Topic 820.

(3)

Represents a revolver commitment of $1,470, which was unfunded as of December 31, 2021. Issuer pays 0.75% unfunded commitment fee on revolver term loan and/or revolving loan facilities.

(4)

(5)

Represents a revolver commitment of $451, which was unfunded as of December 31, 2021. Issuer pays 0.5% unfunded commitment fee on revolver term loan and/or revolving loan facilities.

(6)

Represents a delayed draw commitment of $295, which was unfunded as of December 31, 2021. Issuer pays 4.5% unfunded commitment fee on delayed draw term loan and/or revolving loan facilities.

(7)

(8)

(9)

Logan JV Loan Portfolio as of December 31, 2021

(dollar amounts in thousands)

(10)

Represents a delayed draw commitment of $606, which was unfunded as of December 31, 2021. Issuer pays 1.0% unfunded commitment fee on delayed draw term loan and/or revolving loan facilities.

(11)

(12)

(13)

Represents a revolver commitment of $299, which was unfunded as of December 31, 2021. Issuer pays 4.5% unfunded commitment fee on revolver term loan and/or revolving loan facilities.

(14)

Represents a revolver commitment of $373, of which $299 was unfunded as of December 31, 2021. Issuer pays 0.5% unfunded commitment fee on revolver term loan and/or revolving loan facilities.

(15)

Unfunded amount will start to accrue interest when the position is funded. 3 month LIBOR as of December 31, 2021 or LIBOR floor is shown to reflect possible projected interest rate

(16)

All investments are pledged as collateral for loans payable unless otherwise noted.

(17)

Loan was on non-accrual as of December 31, 2021.

Below is certain summarized financial information for Logan JV as of September 30, 2022 and December 31, 2021 and for the three and nine months ended September 30, 2022 and 2021:

Selected Balance Sheet Information



	As of September 30, 2022		As of December 31, 2021
	(Dollars in thousands)		(Dollars in thousands)
Assets:
Investments at fair value (cost of $303,255 and $228,559, respectively)	$	282,910	$	224,449
Cash		16,390		15,720
Other assets		9,153		834
Total assets	$	308,453	$	241,003
Liabilities:
CLO asset-backed debt, net	$	240,478	$	-
Loans payable, net		-		145,782
Payable for investments purchased		6,168		-
Distribution payable		2,600		2,900
Other liabilities		2,264		1,317
Total liabilities	$	251,510	$	149,999
Members' capital	$	56,943	$	91,004
Total liabilities and members' capital	$	308,453	$	241,003

Selected Statement of Operations Information


	For the three months ended September 30 2022			For the three months ended September 30 2021			For the nine months ended September 30 2022			For the nine months ended September 30 2021
	(Dollars in thousands)			(Dollars in thousands)			(Dollars in thousands)			(Dollars in thousands)
Interest income	$	5,983		$	3,452		$	13,719		$	10,604
Fee income		83			74			131			90
Total revenues		6,066			3,526			13,850			10,694
Credit facility expenses, amd interest on asset-backed debt and credit facility (1)	$	2,623		$	1,462		$	8,253		$	4,409
Other fees and expenses		191			103			406			292
Total expenses		2,814			1,565			8,659			4,701
Net investment income		3,252			1,961			5,191			5,993
Net realized gain (loss)		(351	)		67			(1,916	)		254
Net change in unrealized (depreciation) appreciation on investments		(3,148	)		(327	)		(16,236	)		6,146
Net increase in members' capital from operations	$	(247	)	$	1,701		$	(12,961	)	$	12,393

(1)

As of September 30, 2022, Logan JV had $242,500 of outstanding debt under its CLO asset-backed debt with an effective interest rate of 5.37% per annum. As of December 31, 2021, Logan JV had $147,041 of outstanding debt under its credit facility with an effective interest rate of 2.88% per annum.

OEM Group LLC

In December 2020, OEM completed the sale of all of its principal business operations via two transactions. On December 2, 2020, OEM closed on the sale of certain assets and liabilities of its Arizona based division to Plasma Therm LLC. Plasma Therm will

be responsible for developing, commercializing, and marketing the newly developed Endeavor M series PVD platform with no further investment required by OEM. OEM is entitled to a series of deferred royalty payments over seven years associated with the sale of its business operations, which are based on the future revenues associated with Plasma Therm’s product and services sales. OEM will receive minimum annual payments for the first four years that will be used to cover certain residual operating costs and service the outstanding debt. These future royalty streams will be used to cover principal and interest on OEM’s outstanding debt. During the nine months ended September 30, 2022 and 2021, the Company made an incremental $0.0 million and $0.9 million, respectively, investment in the first lien loan continue to cover near-term operating costs of OEM.

OEM also consummated the sale of certain assets and liabilities of the Pennsylvania based division to a minority shareholder of the company on December 18, 2020. There was no cash consideration exchanged in connection with the transaction.

As of September 30, 2022 and December 31, 2021, the Company holds all outstanding debt and equity of OEM. The fair value of the Company’s investments in OEM are described in Footnote 3 of the consolidated financial statements.

Asset Quality

We employ the use of board observation and information rights, regular dialogue with company management and sponsors, and detailed internally generated monitoring reports to actively monitor performance. Additionally, First Eagle has developed a monitoring template that promotes compliance with these standards and that is used as a tool to assess investment performance relative to plan.

As part of the monitoring process, the Advisor assesses the risk profile of each of our investments and assigns each portfolio investment a score of a 1, 2, 3, 4 or 5.

The investment performance scores, are as follows:

1 – The portfolio investment is performing above our underwriting expectations.

2 – The portfolio investment is performing as expected at the time of underwriting. All new investments are initially scored a 2.

3 – The portfolio investment is operating below our underwriting expectations and requires closer monitoring. The company may be out of compliance with financial covenants, however, principal or interest payments are generally not past due.

4 – The portfolio investment is performing materially below our underwriting expectations and returns on our investment are likely to be impaired. Principal or interest payments may be past due, however, full recovery of principal and interest payments are expected.

5 – The portfolio investment is performing substantially below expectations and the risk of the investment has increased substantially. The company is in payment default and the principal and interest payments are not expected to be repaid in full.

For purposes of clarity, underwriting as referenced herein may be redetermined after the initial investment as a result of a transformative credit event or other material event whereby such initial underwriting is deemed by the Advisor to be no longer appropriate for the purpose of assessing investment performance relative to plan. For any investment receiving a score of a 3 or lower the Advisor will increase their level of focus and prepare regular updates for the investment committee summarizing current operating results, material impending events and recommended actions.

The Advisor monitors and, when appropriate, changes the investment scores assigned to each investment in our portfolio. In connection with our investment valuation process, the Advisor and board of directors review these investment scores on a quarterly basis. Our average portfolio company investment score was 2.21 and 2.11 at September 30, 2022 and December 31, 2021, respectively. The following is a distribution of the investment scores of our portfolio companies at September 30, 2022 and December 31, 2021 (in millions):


	September 30, 2022										December 31, 2021
Investment Score	Amortized Cost		% of Total Portfolio based on Amortized Cost			Fair Value		% of Total Portfolio based on FV			Amortized Cost		% of Total Portfolio based on Amortized Cost			Fair Value		% of Total Portfolio based on FV
1(a)	$	40.3		8.8	%	$	40.7		11.2	%	$	31.1		7.0	%	$	30.3		7.7	%
2(b)		293.4		64.7	%		258.5		71.2	%		330.8		74.0	%		314.2		80.1	%
3(c)		34.8		7.7	%		34.2		9.4	%		19.5		4.4	%		17.6		4.5	%
4(d)		9.6		2.1	%		7.4		2.0	%		5.1		1.1	%		3.9		1.0	%
5(e)		75.6		16.7	%		22.4		6.2	%		60.7		13.5	%		26.1		6.7	%
Total	$	453.7		100.0	%	$	363.2		100.0	%	$	447.2		100.0	%	$	392.1		100.0	%

(a)

As of September 30, 2022 and December 31, 2021, Investment Score “1”, based upon fair value, included $0.0 million and $0.0 million, respectively, of loans to companies in which we also hold equity securities.

(b)

As of September 30, 2022 and December 31, 2021, Investment Score “2”, based upon fair value, included $1.2 million and $13.3 million, respectively, of loans to companies in which we also hold equity securities.

(c)

As of September 30, 2022 and December 31, 2021, Investment Score “3”, based upon fair value, included $7.5 million and $14.2 million, respectively, of loans to companies in which we also hold equity securities.

(d)

As of September 30, 2022 and December 31, 2021, Investment Score “4”, based upon fair value, included $9.3 million and $3.9 million to companies in which we also hold equity securities.

(e)

As of September 30, 2022 and December 31, 2021, Investment Score “5”, based upon fair value, included $14.2 million and $24.5 million, respectively, of loans to companies in which we also hold equity securities.

Loans are placed on non-accrual status when principal or interest payments are past due 30 days or more and/or when it is no longer probable that principal or interest will be collected. However, we may make exceptions to this policy if the loan has sufficient collateral value and is in the process of collection. As of September 30, 2022, we had loans on non-accrual status with an amortized cost basis of $34.2 million and fair value of $6.7 million. As of December 31, 2021, we had loans on non-accrual status with an amortized cost basis of $19.7 million and fair value of $9.1 million. For additional information, please refer to the Consolidated Schedules of Investments as of September 30, 2022 and December 31, 2021. We record the reversal of any previously accrued income against the same income category reflected in the Consolidated Statement of Operations.

In certain instances, we may enter into an agreement to restructure a loan, where we determined the full balance of principal or interest may not be collectible at the date of origination. As a result of this determination, we do not recognize interest income on these balances. As of September 30, 2022, we have two loans with an amortized cost basis of $27.2 million and fair value of $10.1 million, which meet the above criteria. As of December 31, 2021, we have two loans with an amortized cost basis of $27.2 million and fair value of $12.1 million, which meet the above criteria. For additional information, please refer to the Consolidated Schedules of Investments as of September 30, 2022 and December 31, 2021.

Results of Operations

Comparison of the three and nine months ended September 30, 2022 and 2021

Investment Income

We generate revenues primarily in the form of interest on the debt and other income-producing securities we hold. Other income-producing securities include investments in funds. Our investments in fixed income instruments generally have an expected maturity of five to seven years, and typically bear interest at a fixed or floating rate. Interest on our debt securities is generally payable quarterly. Payments of principal of our debt investments may be amortized over the stated term of the investment, deferred for several years or due entirely at maturity. In some cases, our debt instruments and preferred stock investments may defer payments of dividends or pay interest in-kind, or PIK. Any outstanding principal amount of our debt securities and any accrued but unpaid interest will generally become due at the maturity date. The level of interest income we receive is directly related to the balance of interest-bearing investments multiplied by the weighted average yield of our investments. In addition to interest income, we may receive dividends and other distributions related to our equity investments. We may also generate revenue in the form of fees from the management of Greenway II, prepayment premiums, commitment, loan origination, structuring or due diligence fees, exit fees, amendment fees, portfolio company administration fees, fees for providing significant managerial assistance and consulting fees. These fees may or may not be recurring in nature as part of our normal business operations. We will disclose below what amounts, if any, are material non-recurring fees that have been recorded as income during each respective period.

The following shows the breakdown of investment income for the three and nine months ended September 30, 2022 and 2021 (in millions):


	Three months ended September 30,				For the nine months ended September 30,
	2022		2021		2022		2021
Interest income on debt securities
Cash interest	$	6.2	$	5.6	$	16.6	$	15.5
PIK interest		0.1		0.1		0.2		0.4
Prepayment premiums		—		0.2		0.6		0.5
Net accretion of discounts and other fees		0.2		0.4		1.0		1.1
Total interest on debt securities		6.5		6.3		18.4		17.5
Dividend income (1)		2.1		1.7		4.1		4.9
Fees related to non-controlled, affiliated investments		—		—		—		0.1
Other income		0.3		0.4		0.7		0.8
Total investment income	$	8.9	$	8.4	$	23.2	$	23.3

(1)

Includes dividend income from common equity interests in Logan JV.

The increase in investment income between the three month periods was primarily due to an increase in the dividend income from Logan JV resulting from the enhanced earnings of Logan JV's investment in LJV MM CLO and an increase in interest income due to portfolio expansion and rising benchmark rates. The increase was partially offset by a decrease in prepayment premiums accelerated amortization.

Investment income between the nine month periods was flat, with increased interest income driven by portfolio expansion and rising benchmark rates largely offset by a decrease in dividend income from Logan JV due to certain write offs and termination costs associated with the termination of Logan JV’s credit facility. during the period

The following shows a roll-forward of PIK income activity for the three and nine months ended September 30, 2022 and 2021 (in millions):


	Three months ended September 30,				Nine months ended September 30,
	2022		2021		2022			2021
Accumulated PIK balance, beginning of period	$	1.2	$	1.4	$	1.3		$	1.1
PIK income capitalized/receivable		0.1		0.1		0.2			0.4
PIK received in cash from repayments		—		—		(0.2	)		—
Accumulated PIK balance, end of period	$	1.3	$	1.5	$	1.3		$	1.5

In certain investment transactions, we may provide advisory services. For services that are separately identifiable and external evidence exists to substantiate fair value, income is recognized as earned. We earned no income from advisory services related to portfolio companies for the three and nine months ended September 30, 2022 and 2021.

Expenses

Our primary operating expenses include the payment of base management fees, borrowing expenses related to our credit facilities and Notes, and expenses reimbursable under the investment management agreement and the allocable portion of overhead under the administration and investment management agreements (“administrator expenses”). The base management fee compensates the Advisor for work in identifying, evaluating, negotiating, closing and monitoring our investments. Our investment management agreement and administration agreement provides that we will reimburse the Advisor for costs and expenses incurred by the Advisor for facilities, office equipment and utilities allocable to the performance by the Advisor of its duties under the agreements, as well as any costs and expenses incurred by the Advisor relating to any administrative or operating services provided by the Advisor to us. We bear all other costs and expenses of our operations and transactions.

The following shows the breakdown of expenses for the three and nine months ended September 30, 2022 and 2021 (in millions):


	For the three months ended September 30,				For the nine months ended September 30,
	2022		2021		2022			2021
Expenses
Interest and fees on borrowings (1)	$	3.1	$	2.9	$	8.5		$	8.6
Base management fees		1.0		1.0		3.0			2.9
Other expenses		0.7		0.9		2.6			2.8
Administrator expenses		0.2		0.2		0.7			0.7
Total expenses		5.0		5.0		14.8			15.0
Management fee waiver		—		—		(1.4	)		(0.9	)
Total expenses, net of fee waivers		5.0		5.0		13.4			14.1
Income tax provision, excise and other taxes (2)		—		—		0.1			0.1
Total expenses after taxes	$	5.0	$	5.0	$	13.5		$	14.2

(1)

Interest, fees and amortization of deferred financing costs related to our Revolving Facility and Notes.

(2)

Amounts include the income taxes related to earnings by our consolidated corporate subsidiaries established to hold equity or equity-like portfolio company investments organized as pass-through entities and excise taxes related to our undistributed earnings and other taxes.

Expenses between the three month periods was flat, with an increase in interest and fees on borrowings due to rising benchmark rates being offset by a small decrease in other expenses for the period.

The decrease in expenses between the nine month periods was due primarily to a higher waiver of the management fee during the current period compared to a partial waiver in the prior period, as well as a reduction in other expenses.

We expect certain of our operating expenses, including professional fees and other general and administrative expenses to decline as a percentage of our total assets during periods of growth and increase as a percentage of our total assets during periods of asset declines.

Net Investment Income

Net investment income was $3.9 million, or $0.13 per common share based on a weighted average of 29,922,028 common shares outstanding for the three months ended September 30, 2022, as compared to $3.3 million, or $0.11 per common share based on a weighted average of 30,109,384 common shares outstanding for the three months ended September 30, 2021.

Net investment income was $9.7 million, or $0.32 per common share based on a weighted average of 29,954,445 common shares outstanding for the nine months ended September 30, 2022, as compared to $9.2 million, or $0.31 per common share based on a weighted average of 30,109,384 common shares outstanding for the nine months ended September 30, 2021.

The increase in net investment income between the three month periods is primarily attributable to an increase in the dividend income from Logan JV resulting from the enhanced earnings of Logan JV's investment in LJV MM CLO and an increase in interest income due to portfolio expansion and rising benchmark rates. The increase was partially offset by a decrease in prepayment premiums accelerated amortization.

The increase in net investment income between the nine month periods is primarily attributable to a higher waiver of the management fee during the current period.

Net Realized Gains and Losses on Investments, net of income tax provision

We measure realized gains or losses by the difference between the net proceeds from the repayment or sale and the amortized cost basis of the investment, using the specific identification method, without regard to unrealized appreciation or depreciation previously recognized.

The following shows the breakdown of net realized gains and losses for the three and nine months ended September 30, 2022 and 2021 (in millions):


	For the three months ended September 30,					For the nine months ended September 30,
	2022		2021			2022			2021
Alex Toys, LLC (1)	$	—	$	—		$	—		$	(1.9	)
Aurotech, LLC(2)		—		—			(1.8	)		—
Charming Charlie LLC		—		(0.1	)		—			(0.1	)
Copperweld Bimetallics, LLC		—		0.1			—			0.1
Other (3)		0.2		0.1			0.2			(1.6	)
Loss on extinguishment of debt (4)		—		—			—			(0.5	)
Net realized loss	$	0.2	$	0.1		$	(1.6	)	$	(4.0	)


(1)		On March 31, 2021, we wrote off our investment in Alex Toys, LLC. The realized loss of $1.9 million was offset by a corresponding change in unrealized appreciation in the same amount.
(2)		On April 5, 2022, Aurotech, LLC entered into a purchase agreement to sell its common shares to a third party buyer. The proceeds of the sale (which includes cash and amounts placed in escrow) were used to pay off and terminate our outstanding credit agreement. We realized a loss of $1.8 million as a result of this transaction.
(3)		During the three and nine months ended September 30, 2022 and 2021, we incurred realizations reflecting the collectability of the remaining escrow and other receivables balance, and distributions from investments in funds.
(4)		In June 2021, we redeemed our 2022 Notes. In connection with the redemption, we realized a loss on the extinguishment of debt equal to the difference between the amount paid to redeem the 2022 Notes and its carrying value, net of deferred financing costs.

Net Change in Unrealized (Depreciation) Appreciation of Investments

Net change in unrealized (depreciation) appreciation primarily reflects the change in portfolio investment values during the reporting period, including the reversal of previously recorded appreciation or depreciation when gains or losses are realized.

The following shows the breakdown in the changes in unrealized (depreciation) appreciation of investments for the three and nine months ended September 30, 2022 and 2021 (in millions):


	Three months ended September 30,						Nine months ended September 30,
	2022			2021			2022			2021
Gross unrealized appreciation on investments	$	0.8		$	2.4		$	0.7		$	15.7
Gross unrealized depreciation on investments		(6.4	)		(3.4	)		(37.5	)		(1.1	)
Reversal of prior period net unrealized depreciation upon a realization		—			(0.2	)		1.3			-
Total	$	(5.6	)	$	(1.2	)	$	(35.5	)	$	14.6

During the three and nine months ended September 30, 2022, our largest decreases in value for the investments still held as of the reporting date were related to a market driven decrease of Logan JV, OEM, and Loadmaster Derrick, investments where we hold controlling interests, as well as Wheels Up, Matilida Jane, and smarTours.

During the three and nine months ended September 30, 2021, our largest increases in value for the investments still held as of the reporting date were related to a market driven increase of Logan JV (an investment where we hold a non-controlling interest), Matilda Jane Holdings, Inc., and Wheels Up Partners, LLC.

Benefit of (Provision for) for Taxes on Unrealized Gains/Losses on Investments

Certain consolidated subsidiaries of ours are subject to U.S. federal and state income taxes. These taxable entities are not consolidated with us for income tax purposes and may generate income tax liabilities or assets from temporary differences in the recognition of items for financial reporting and income tax purposes at the subsidiaries. For the three months ended September 30, 2022 and 2021, we recognized a benefit (provision) for tax on unrealized gains on investments of $0.0 million and $(0.5) million for consolidated subsidiaries, respectively. As of September 30, 2022 and December 31, 2021, $1.2 million and $1.6 million, respectively,

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were included in deferred tax liability on the Consolidated Statements of Assets and Liabilities relating to deferred tax on unrealized gain on investments. The change in benefit for tax on unrealized gains/losses on investments relates primarily to changes to the unrealized appreciation/depreciation of the investments held in these taxable consolidated subsidiaries, other temporary differences and a change in the prior year estimates received from certain portfolio companies.

Net (Decrease) Increase in Net Assets Resulting from Operations

Net (decrease) increase in net assets resulting from operations totaled $(1.5) million, or $(0.04) per common share based on a weighted average of 29,922,028 common shares for the three months ended September 30, 2022, as compared to $2.7 million, or $0.09 per common share based on a weighted average of 30,109,384 common shares for the three months ended September 30, 2021.

Net (decrease) increase in net assets resulting from operations totaled $(26.8) million, or $(0.89) per common share based on a weighted average of 29,954,445 common shares for the nine months ended September 30, 2022, as compared to $19.7 million, or $0.65 per common share based on a weighted average of 30,109,684 common shares for the nine months ended September 30, 2021.

The changes in net assets from operations between the periods is due primarily to an increase in unrealized losses on investments recognized in the three and nine month periods ended September 30, 2022 as compared to the three and nine month periods ended September 30, 2021.

Financial condition, liquidity and capital resources

Cash Flows from Operating and Financing Activities

Our liquidity and capital resources are derived from our borrowings, equity raises and cash flows from operations, including investment sales and repayments, and investment income earned. Our primary use of funds from operations includes investments in portfolio companies, payment of distributions to the holders of our common stock and payments of fees and other operating expenses we incur. We have used, and expect to continue to use, our borrowings and the proceeds from the turnover in our portfolio and from public and private offerings of securities to finance our investment objectives, to the extent permitted by the 1940 Act.

We may raise additional equity or debt capital through both registered offerings off our shelf registration statement and private offerings of securities, by securitizing a portion of our investments or borrowings from credit facilities. To the extent we determine to raise additional equity through an offering of our common stock at a price below net asset value, existing investors will experience dilution.

We borrowed $45.6 million under our Revolving Facility for the nine months ended September 30, 2022 and repaid $49.0 million on our Revolving Facility from proceeds received from prepayments and sales. We borrowed $171.0 million under our Revolving Facility for the nine months ended September 30, 2021 and repaid $128.2 million on our Revolving Facility from proceeds received from prepayments and sales on our investments and proceeds from issuance of our 2026 Notes.

Our operating activities provided (used) cash of $3.8 million and $(38.5) million for the nine months ended September 30, 2022 and 2021, respectively, primarily in connection with the purchase and sales of portfolio investments.

For the nine months ended September 30, 2022, our financing activities included net repayments of $3.4 million on our Revolving Facility and used $9.3 million for distributions to stockholders, $1.0 million for the payment of financing costs, and $0.7 million for the repurchase of common stock. For the nine months ended September 30, 2021, our financing activities included net borrowings of $42.8 million on our Revolving Facility and used $9.0 million for distributions to stockholders, and $2.3 million for the payment of financing costs. Additionally, we borrowed $69.0 million as part of our issuance of our 2026 Notes and a portion of the proceeds to redeem our outstanding 2022 Notes.

As of September 30, 2022 and December 31, 2021, we had cash of $5.7 million and $16.3 million, respectively. We had no cash equivalents as of September 30, 2022 and December 31, 2021.

We believe cash balances, our Revolving Facility capacity, and any proceeds generated from the sale or pay down of investments provides us with the liquidity necessary to fulfill our pipeline in the near future.

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Borrowings

The following shows a summary of our Borrowings as of September 30, 2022 and December 31, 2021 (in millions):


	As of
	September 30, 2022									December 31, 2021
Facility	Commitments		Borrowings Outstanding (1)		Weighted Average Borrowings Outstanding (2)		Weighted Average Interest Rate (5)			Commitments		Borrowings Outstanding (3)		Weighted Average Borrowings Outstanding (4)		Weighted Average Interest Rate (5)
Revolving Facility	$	175.0	$	110.7	$	110.6		5.54	%	$	150.0	$	114.1	$	69.8		3.50	%
2022 Notes		-		-		-		-			-		-		28.5		-
2023 Notes		-		-		-		-			-		-		50.5		-
2026 Notes		111.6		111.6		111.6		4.90	%		111.6		111.6		45.5		4.90	%
Total	$	286.6	$	222.3	$	222.2		5.22	%	$	261.6	$	225.7	$	194.3		4.19	%

(1)

As of September 30, 2022, borrowings outstanding excludes deferred financing costs of $2.7 million and includes an issuance premium of $0.3 million for the 2026 Notes, which are netted and presented as a reduction to the balance outstanding in the Consolidated Statements of Assets and Liabilities.

(2)

Represents the weighted average borrowings outstanding for the nine months ended September 30, 2022.

(3)

As of December 31, 2021, borrowings outstanding excludes deferred financing costs of $3.2 million and includes an issuance premium of $0.4 million for the 2026 Notes, which are netted and presented as a reduction to the balance outstanding in the Consolidated Statements of Assets and Liabilities.

(4)

Represents the weighted average borrowings outstanding for the year ended December 31, 2021.

(5)

Represents the weighted average interest rate as of September 30, 2022 and December 31, 2021.

Credit Facility

On December 15, 2017, we entered into an amendment, or the Revolving Amendment, to our existing revolving credit agreement, or Revolving Facility. The Revolving Amendment revised the Revolving Facility dated August 19, 2015 to, among other things, extend the maturity date from August 2019 to December 2022 (with a one year term out period beginning in December 2021). The one year term out period is the one year anniversary between the revolver termination date, or the end of the availability period, and the maturity date. During this time, we are required to make mandatory prepayments on our loans from the proceeds we receive from the sale of assets, extraordinary receipts, returns of capital or the issuances of equity or debt. The Revolving Amendment also reduced the size of the revolver commitments from $303.5 million to $275.0 million and terminated the $75.0 million term loan facility.

On March 26, 2019, we entered into Amendment No. 1 which amended our Revolving Facility to, among other things, (i) reduce the size of the commitments thereunder to $190.0 million; (ii) provide a $20.0 million letter of credit subfacility; and (iii) lower the testing levels of certain financial covenants.

On March 13, 2020, we entered into Amendment No. 4 which further amended the Revolving Facility to, among other things, reduce the size of commitments from $190.0 million to $150.0 million.

On April 14, 2020, we entered into Amendment No. 5 which, among other things, (i) permanently reduced the asset coverage test from a minimum of 200% to a minimum of 165%; (ii) permanently reduced shareholder’s equity and obligor’s net worth test from a minimum of $175.0 million each to a minimum of $140.0 million each; (iii) permanently reduced the size of the lender’s commitments under the Revolving Facility from $150.0 million to $120.0 million; and (iv) permanently increased the interest rate by 25 basis points with a mechanism for an additional 25 basis points increase dependent on certain testing levels, as well as added a 50 basis point LIBOR.

On October 16, 2020, we entered into the Third Amended and Restated Senior Secured Revolving Credit Agreement, which among other things, (i) reduced the size of the revolver commitment from $120.0 million to $100.0 million; (ii) increased the applicable margin on LIBOR borrowings from 2.75% to 3.0%; (iii) permanently reduced the asset coverage test from a minimum of 165% to a minimum of 150%; and (iv) extended the maturity date from December 2022 to October 2024 (with a one year term out period beginning in October 2023).

The Revolving Facility includes an accordion feature permitting us to expand the Revolving Facility, if certain conditions are satisfied; provided, however, that the aggregate amount of the Revolving Facility, collectively, is capped. The Revolving Amendment revised the cap from $300.0 million to $200.0 million.

On March 31, 2021, we entered into an Incremental Commitment Agreement which increased the size of the revolver commitment from $100.0 million to $125.0 million. On September 15, 2021, we entered into an Incremental Commitment and Assumption Agreement which further increased the size of the revolver commitment from $125.0 million to $150.0 million.

On March 11, 2022, we entered into Amendment No. 1 to the Third Amended and Restated Senior Secured Revolving Credit Agreement, which among other things, (i) increased the size of the revolver commitment from $150.0 million to $175.0 million; (ii) increased the cap under the accordion feature to $275.0 million; (iii) extended the maturity date from October 2024 to March 2027 (with a one year term out period beginning in October 2026); (iv) replaced the LIBOR reference rate with Term Secured Overnight Financing Rate (“SOFR”) (subject to a 50 basis point floor); and (v) decreased the applicable margin from 3.00% to 2.50% per annum.

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For the period up to March 10, 2022, the Revolving Facility, denominated in US dollars, had an interest rate of LIBOR plus 3.0% (with a 0.50% LIBOR floor). Subsequent to March 10, 2022, the Revolving Facility has an interest rate of Term SOFR plus 2.50% (with a 0.50% floor). The non-use fee is 1.0% annually if we use 35% or less of the Revolving Facility and 0.5% annually if we use more than 35% of the Revolving Facility.

As of September 30, 2022, we had USD borrowings of $110.7 million outstanding under the Revolving Facility with a quarter-end interest rate of 5.54%.

The Revolving Facility generally requires payment of interest on a quarterly basis for ABR loans (commonly based on the Prime Rate or the Federal Funds Rate), and at the end of the applicable interest period for Term SOFR loans, the interest rate benchmarks used to determine the variable rates paid on the Revolving Facility. All outstanding principal is due upon each maturity date. The Revolving Facility also requires a mandatory prepayment of interest and principal upon certain customary triggering events (including, without limitation, the disposition of assets or the issuance of certain securities).

Borrowings under the Revolving Facility are subject to, among other things, a minimum borrowing/collateral base. The facilities have certain collateral requirements and/or covenants, including, but not limited to, covenants related to: (a) limitations on the incurrence of additional indebtedness and liens, (b) limitations on certain investments, (c) limitations on certain restricted payments, (d) limitations on the creation or existence of agreements that prohibit liens on certain properties of ours and our subsidiaries, and (e) compliance with certain financial maintenance standards including (i) minimum stockholders’ equity, (ii) a ratio of total assets (less total liabilities not represented by senior securities) to the aggregate amount of senior securities representing indebtedness, of us and our consolidated subsidiaries, of not less than 1.50:1.00, (iii) minimum liquidity, and (iv) minimum net worth. In addition to the financial maintenance standards, described in the preceding sentence, borrowings under the facilities (and the incurrence of certain other permitted debt) are subject to compliance with a borrowing base that applies different advance rates to different types of assets in our portfolio.

We cannot be assured that we will be able to borrow funds under the Revolving Facility at any particular time or at all. We are currently in compliance with all financial covenants under the Revolving Facility.

As of September 30, 2022 and December 31, 2021, the carrying amount of the Company’s outstanding Revolving Facility approximated fair value. The fair value of our Revolving Facility is determined in accordance with ASC 820, which defines fair value in terms of the price that would be paid to transfer a liability in an orderly transaction between market participants at the measurement date under current market conditions. The fair value of our Revolving Facility is estimated based upon market interest rates and entities with similar credit risk. As of September 30, 2022 and December 31, 2021, the Revolving Facility would be deemed to be Level 3 of the fair value hierarchy.

Interest expense and related fees, excluding amortization of deferred financing costs, of $1.1 million and $0.9 million were incurred in connection with the Revolving Facility during the three months ended September 30, 2022 and 2021, respectively. Interest expense and related fees, excluding amortization of deferred financing costs of $2.4 million and $2.1 million were incurred in connection with the Revolving Facility during the nine months ended September 30, 2022 and 2021, respectively.

Amortization of deferred financing costs of $0.1 million and $0.1 million, respectively, were incurred in connection with the Revolving Facility for the three months ended September 30, 2022 and 2021. Amortization of deferred financing costs of $0.4 million and $0.4 million, respectively, were incurred in connection with the Revolving Facility for the nine months ended September 30, 2022 and 2021. As of September 30, 2022 and December 31, 2021, we had $2.1 million and $1.5 million, respectively, of deferred financing costs related to the Revolving Facility, which is presented as an asset on the Consolidated Statements of Assets and Liabilities.

Recent legislation has modified the 1940 Act by allowing a BDC to increase the maximum amount of leverage it may incur under the 1940 Act from an asset coverage ratio of 200% to an asset coverage ratio of 150%, if certain requirements are met. At our Annual Meeting of Stockholders on June 14, 2019, stockholders approved a proposal to reduce our asset coverage ratio to 150%. Such asset coverage ratio became effective on June 15, 2019. On April 14, 2020, we received lender consent to reduce our asset coverage ratio to 165% and on October 16, 2020, we received lender consent to reduce our asset coverage ratio to 150%. Our asset coverage ratio as of September 30, 2022 was 168%.

Notes

2022 Notes

In December 2015 and November 2016, we completed a public offering of $35.0 million and $25.0 million, respectively, in aggregate principal amount of 6.75% notes due 2022, or the 2022 Notes. The 2022 Notes mature on December 30, 2022 and may be redeemed in whole or in part at any time or from time to time at our option on or after December 30, 2018. The 2022 Notes bear interest at a rate of 6.75% per year payable quarterly on March 30, June 30, September 30 and December 30, of each year, beginning

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March 30, 2016 and trade on the New York Stock Exchange under the trading symbol “FCRZ”. On June 21, 2021, we redeemed at par the 2022 Notes with proceeds from the issuance of the 2026 Notes (see below). As a result of this redemption, we recognized a loss on extinguishment of debt of $0.5 million during the year ended December 31, 2021 on the Consolidated Statements of Operations.

2023 Notes

On October 16, 2018, we completed a public offering of $51.6 million in aggregate principal amount of 6.125% notes due 2023 (“2023 Notes”), including the underwriters exercise of their option to purchase an additional $1.6 million to cover overallotments. The 2023 Notes bore interest at a rate of 6.125% per year payable quarterly on March 30, June 30, September 30 and December 30, of each year, beginning December 30, 2018 and traded on the New York Stock Exchange under the trading symbol “FCRW”. On December 22, 2021, we redeemed the 2023 Notes at par with proceeds from the issuance of the 2026 Notes (see below). As a result of this redemption, we recognized a realized loss on extinguishment of debt of $0.8 million during the year ended December 31, 2021 on the Consolidated Statements of Operations.

2026 Notes

On June 2, 2021, we completed a public offering of $69.0 million in aggregate principal amount of 5.00% notes due 2026 (“2026 Notes”), including the underwriters exercise of their option to purchase an additional $9.0 million to cover overallotments. The 2026 Notes mature on May 25, 2026, and may be redeemed in whole or in part at any time or from time to time at our option on or after May 25, 2023. The 2026 Notes bear interest at a rate of 5.00% per year payable quarterly on March 30, June 30, September 30, and December 30, of each year, beginning September 30, 2021 and trade on the New York Stock Exchange under the trading symbol “FCRX”. We used the net proceeds from the issuance of the 2026 Notes to redeem the 2022 Notes and partially repay the Revolving Credit Facility.

On November 17, 2021, we completed a public offering of an additional $42.6 million in aggregate principal amount of 2026 Notes, including the underwriters exercise of their option to purchase an additional $2.6 million to cover overallotments. The Notes were issued at a price of 101% of the aggregate principal amount of the 2026 Notes. The additional 2026 Notes were a further issuance of, fungible with, and rank equally in right of payment with and have the same terms (other than the issue date and public offering price) as the initial issuance of the 2026 Notes in June 2021. The Company used the net proceeds from the subsequent offering of the 2026 Notes to redeem the 2023 Notes.

The Notes are our direct unsecured obligations and rank: (i) pari passu with our other outstanding and future senior unsecured indebtedness; (ii) senior to any of our future indebtedness that expressly provides it is subordinated to the Notes; (iii) effectively subordinated to all our existing and future secured indebtedness (including indebtedness that is initially unsecured to which we subsequently grant security), to the extent of the value of the assets securing such indebtedness, including without limitation, borrowings under our Revolving Facility; (iv) structurally subordinated to all existing and future indebtedness and other obligations of any of our subsidiaries.

The Base Indenture, as supplemented by the First, Second and Third Supplemental Indentures (the “Indenture”), contains certain covenants including covenants requiring us to comply with (regardless of whether it is subject to) Section 18 (a)(1)(A) as modified by Section 61(a)(1) of the 1940 Act or any successor provisions, whether or not we continue to be subject to such provisions of the 1940 Act, but giving effect, in either case, to any exemptive relief granted to us by the SEC. Currently these provisions generally prohibit us from making additional borrowings, including through the issuance of additional debt or the sale of additional debt securities, unless our asset coverage, as defined in the 1940 Act, equals at least 150% after such borrowings (if certain requirements are met). These covenants are subject to important limitations and exceptions that are described in the Indenture. The Indenture provides for customary events of default and further provides that the Trustee or the holders of 25% in aggregate principal amount of the outstanding Notes in a series may declare such Notes immediately due and payable upon the occurrence of any event of default after expiration of any applicable grace period. As of September 30, 2022, we were in compliance with the terms of the Base Indenture and the First, Second and Third Supplemental Indentures governing the Notes. See Note 7 to our consolidated financial statements for more detail on the Notes.

As of September 30, 2022, the carrying amount and fair value of our Notes was $111.6 million and $101.2 million, respectively. As of December 31, 2021, the carrying value and fair value of our Notes was $111.6 million and $114.1 million, respectively. The fair value of our Notes is determined in accordance with ASC 820, which defines fair value in terms of the price that would be paid to transfer a liability in an orderly transaction between market participants at the measurement date under current market conditions. The fair value of the Notes is based on the closing price of the security, which is a Level 2 input under ASC 820 due to the trading volume.

In connection with the issuance of the 2022 Notes, 2023 Notes and 2026 Notes, we incurred $2.6 million, $2.2 million, and $3.5 million of fees and expenses, respectively. These deferred financing costs are presented as a reduction to the notes payable balance and are being amortized using the effective interest method over the term of the Notes. For the three months ended September 30,

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2022 and 2021, we amortized approximately $0.2 million and $0.2 million of deferred financing costs, respectively, which is reflected in amortization of deferred financing costs on the Consolidated Statements of Operations. For the nine months ended September 30, 2022 and 2021, we amortized approximately $0.5 million and $0.7 million of deferred financing costs, respectively, which is reflected in amortization of deferred financing costs on the Consolidated Statements of Operations. As of September 30, 2022, we had $2.7 of remaining deferred financing costs on the Notes, which was netted against the $0.3 million of unamortized premium on the 2026 Notes and presented as a reduction to the notes payable balance on the Consolidated Statements of Assets and Liabilities. As of December 31, 2021, we had $3.2 million of remaining deferred financing costs on the Notes, which was netted against the $0.4 million of unamortized premium on the 2026 Notes and presented as a reduction to the notes payable balance on our Consolidated Statements of Assets and Liabilities.

For the three months ended September 30, 2022 and 2021, we incurred interest expense on the Notes of approximately $1.4 million and $1.6 million, respectively. For the nine months ended September 30, 2022 and 2021, we incurred interest expense on the Notes of approximately $2.7 million and $5.5 million, respectively.

Commitments and Contingencies and Off-Balance Sheet Arrangements

From time to time, we, or the Advisor, may become party to legal proceedings in the ordinary course of business, including proceedings related to the enforcement of our rights under contracts with our portfolio companies. Neither we, nor the Advisor, are currently subject to any material legal proceedings.

Unfunded commitments to provide funds to portfolio companies are not reflected in our Consolidated Statements of Assets and Liabilities. Our unfunded commitments may be significant from time to time. These commitments will be subject to the same underwriting and ongoing portfolio maintenance as are the on-balance sheet financial instruments that we hold. Since these commitments may expire without being drawn upon, the total commitment amount does not necessarily represent future cash requirements. We intend to use cash flow from normal and early principal repayments and proceeds from borrowings and offerings to fund these commitments.

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As of September 30, 2022 and December 31, 2021, we have the following unfunded commitments to portfolio companies (in millions):


	As of
	September 30, 2022		December 31, 2021

Unfunded delayed draw facilities
Advanced Web Technologies	$	—	$	0.4
Alcanza Clinical Research		0.3		0.3
Alpine X		—		0.9
Bandon Fitness Texas, Inc.		2.0		—
BCDI Rodeo Dental Buyer, LLC		0.1		0.2
CC Amulet Management, LLC		0.9		0.9
Cedar Services Group, LLC		0.9		0.1
ConvenientMD		1.7		1.7
Doxa Insurance Holdings, LLC		1.4		1.4
Endo1 Partners		—		0.5
HealthDrive Corporation		0.1		0.1
Integrated Pain Management Medical Group, Inc.		—		0.4
Lighthouse Behavioral Health Solutions, LLC		1.8		—
Lighthouse Lab Services		0.6		0.6
MarkLogic Corporation		—		0.6
Multi Specialty Healthcare LLC		—		0.2
Newcleus, LLC		1.1		1.3
PDFTron Systems Inc.		—		0.2
Socius Insurance Services, Inc.		1.8		1.8
SuperHero Fire Protection, LLC		—		0.6
Technology Partners, LLC		1.0		1.0
TMA Buyer, LLC		1.2		1.5
Tricor Borrower, LLC		1.3		1.3
TriStrux, LLC		0.5		1.4
		16.7		17.4
Unfunded revolving commitments
1-800 Hansons, LLC (1)		—		0.1
A&A Global Imports, LLC		0.3		0.6
Action Point, Inc		0.5		0.6
Advanced Web Technologies		0.3		0.3
Alcanza Clinical Research		0.1		0.1
Alpine SG, LLC		0.1		0.1
Alpine X		0.2		0.2
Aurotech, LLC		—		0.4
Automated Control Concepts, Inc.		0.8		0.8
Bandon Fitness Texas, Inc.		0.2		—
BCDI Rodeo Dental Buyer, LLC		1.4		1.1
CC Amulet Management, LLC		0.2		0.5
Cedar Services Group, LLC		0.8		0.8
Certify, Inc.		0.1		0.1
ConvenientMD		0.7		0.7
Danforth		—		—
Doxa Insurance Holdings, LLC		0.3		0.3

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	As of
	September 30, 2022		December 31, 2021
EBS Intermediate LLC		1.7		1.7
Gener8, LLC		0.1		0.9
Groundworks Operations, LLC		0.1		0.1
HealthDrive Corporation(2)		2.2		2.2
iLending LLC		0.7		0.7
Integrated Pain Management Medical Group, Inc.		0.4		0.4
IRC Opco LLC		0.8		0.8
Lash Opco LLC		0.2		0.4
Lighthouse Behavioral Health Solutions, LLC		0.7		—
Lighthouse Lab Services		1.1		0.9
Loadmaster Derrick & Equipment, Inc.		0.1		0.3
MarkLogic Corporation		0.3		0.3
Marlin DTC-LS Midco 2, LLC		0.1		0.1
Matilda Jane Holdings, Inc.		0.4		0.7
Multi Specialty Healthcare LLC		0.7		0.7
Newcleus, LLC		0.4		0.4
NWN Parent Holdings LLC		0.3		0.5
PDFTron Systems Inc.		0.1		0.3
Point Quest Acquisition, LLC		0.7		—
QuarterMaster Newco, LLC		0.4		0.4
Quorum Health Resources		0.7		0.7
Sequoia Consulting Group, LLC		—		—
smarTours, LLC		—		0.4
Socius Insurance Services, Inc.		0.5		0.5
SolutionReach, Inc.		0.9		0.9
SuperHero Fire Protection, LLC		0.3		0.3
Technology Partners, LLC		0.7		0.7
The Carlstar Group LLC		0.9		—
The Mulch & Soil Company, LLC		0.4		0.5
TMA Buyer, LLC		0.4		0.4
Tricor Borrower, LLC		0.3		0.3
TriStrux, LLC		0.1		0.9
		22.7		24.1
Unfunded commitments to investments in funds
Freeport Financial SBIC Fund LP		1.7		0.7
Gryphon Partners 3.5, L.P.		0.5		0.3
		2.2		1.0
Total unfunded commitments	$	41.6	$	42.5

(1)

We have sole discretion as to whether to lend under this revolving commitment.

(2)

Includes amounts set aside for issued standby letters of credit.

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The changes in fair value of our unfunded commitments are considered to be immaterial as the yield determined at the time of underwriting is expected to be materially consistent with the yield upon funding. We will fund our unfunded commitments from the same sources we use to fund our investment commitments that are funded at the time they are made (which are typically existing cash and cash equivalents and borrowings under our Revolving Facility). We manage our liquidity to ensure that we have available capital to fund our unfunded commitments as necessary.

Distributions

We have elected to be taxed as a RIC under Subchapter M of the Code. In order to maintain our status as a RIC, we are required to distribute, for each taxable year, at least 90% of our investment company taxable income. To avoid a 4% excise tax on undistributed earnings, we are required to distribute each calendar year the sum of (i) 98% of our ordinary income for such calendar year (ii) 98.2% of our capital gain net income for the one-year period ending October 31 of that calendar year and (iii) any income recognized, but not distributed, in preceding years and on which we paid no federal income tax.

Our quarterly distributions, if any, will be determined by our board of directors. We intend to make distributions to stockholders on a quarterly basis of substantially all of our net investment income. Although we intend to make distributions of net realized capital gains, if any, at least annually, out of assets legally available for such distributions, we may in the future decide to retain such capital gains for investment. In addition, the extent and timing of special dividends, if any, will be determined by our board of directors and will largely be driven by portfolio specific events and tax considerations at the time.

In addition, we may be limited in our ability to make distributions due to the BDC asset coverage test for borrowings applicable to us as a BDC under the 1940 Act.

The following table summarizes our recent distributions declared and paid or to be paid on all shares including distributions reinvested, if any:


Date Declared	Record Date	Payment Date	Amount Per Share
August 3, 2021	September 15, 2021	September 30, 2021	$	0.10
November 2, 2021	December 15, 2021	December 31, 2021	$	0.10
March 1, 2022	March 15, 2022	March 31, 2022	$	0.10
May 5, 2022	June 15, 2022	June 30, 2022	$	0.10
August 5, 2022	September 15, 2022	September 30, 2022	$	0.11
November 4, 2022	December 15, 2022	December 30, 2022	$	0.11

We may not be able to achieve operating results that will allow us to make distributions at a specific level or to increase the amount of these distributions from time to time. If we do not distribute a certain percentage of our income annually, we will suffer adverse tax consequences, including possible loss of our status as a regulated investment company. We cannot assure stockholders that they will receive any distributions at a particular level.

We maintain an “opt in” dividend reinvestment plan for our common stockholders. As a result, unless stockholders specifically elect to have their dividends automatically reinvested in additional shares of common stock, stockholders will receive all such dividends in cash. There were no dividends reinvested for the three and nine months ended September 30, 2022, or for the three and nine months ended September 30, 2021.

Under the terms of our dividend reinvestment plan, dividends will primarily be paid in newly issued shares of common stock. However, we reserve the right to purchase shares in the open market in connection with the implementation of the plan. This feature of the plan means that, under certain circumstances, we may issue shares of our common stock at a price below net asset value per share, which could cause our stockholders to experience dilution.

Distributions in excess of our current and accumulated earnings and profits would generally be treated as a return of capital to the extent of the stockholder’s adjusted tax basis in our shares. If a stockholder’s tax basis is reduced to zero, the stockholder would generally treat any remaining distributions in excess of our current and accumulated earnings and profits as a capital gain. The determination of the tax attributes of our distributions will be made annually as of the end of our fiscal year based upon our taxable income for the full year and distributions paid for the full year. Therefore, a determination made on a quarterly basis may not be representative of the actual tax attributes of our distributions for a full year. Each year, a statement on Form 1099-DIV identifying the source of the distributions will be sent to our U.S. stockholders of record (other than certain exempt recipients). Our board of directors presently intends to declare and pay quarterly distributions. Our ability to pay distributions could be affected by future business performance, liquidity, capital needs, alternative investment opportunities and loan covenants.

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We may generate qualified interest income and short-term capital gains that may be exempt from United States withholding tax when distributed to foreign accounts. A RIC is permitted to designate distributions in the form of dividends that represent interest income from U.S. sources (commonly referred to as qualified interest income) and short-term capital gains as exempt from U.S. withholding tax when paid to non-U.S. stockholders with proper documentation. As of September 30, 2022, the percentage of 2022 income estimated as qualified interest income for tax purposes was 88.89%.

Stock Repurchase Program and Tender Offer

Stock Repurchase Program

On May 4, 2021, our board of directors authorized a new $10.0 million stock repurchase program with an expiration date of May 5, 2022 and may be modified, suspended or terminated at any time for any reason without prior notice. On May 5, 2022, our board of directors extended the expiration date of the stock repurchase program to May 6, 2023. We provided our stockholders with notice of our ability to repurchase shares of our common stock in accordance with 1940 Act requirements. Effective December 16, 2021, we adopted a stock trading plan in accordance with Rule 10b5-1 of the Exchange Act (“Rule 10b5-1”) which expired on March 8, 2022. Effective March 16, 2022, we adopted a stock trading plan in accordance with Rule 10b5-1 with an expiration date of May 5, 2022. We have retired all shares of common stock purchased in connection with the stock repurchase program and plan to retire all shares of common stock that we purchase in the future in connection with the program.

The following table summarizes our share repurchases under our stock repurchase program for the three and nine months ended September 30, 2022 and 2021 (in millions):


	For the three months ended September 30,					For the nine months ended September 30,
	2022			2021		2022			2021
Dollar amount repurchased (1)	$	—		$	—	$	0.7		$	—
Shares repurchased		—			—		0.2			—
Average price per share (including commission)	$	—		$	—	$	4.41		$	—
Weighted average discount to net asset value		0.00	%		—		30.66	%		—

(1)

Effective December 16, 2021, we adopted a stock trading plan which expired on March 8, 2022. Effective March 16, 2022, we adopted a stock trading plan with an expiration date of May 5, 2022. Both plans are in accordance with Rule 10b5-1 of the Exchange Act and all shares repurchased during the three and nine months ended September 30, 2022 were under the 10b5-1 plans.

Related Party Transactions

Refer to Note 4 – “Related Party Transactions”, in the Notes to the Consolidated Financial Statements.

Critical accounting policies

For a description of our accounting policies, refer to “Part II—Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations—Critical Accounting Policies” in our 2020 Annual Report on Form 10-K. We consider our most significant accounting policies to be those related to its Valuation of Portfolio Investments, Revenue Recognition, Net Realized Gains or Losses and Net Change in Unrealized Appreciation or Depreciation and U.S. Federal Income Taxes, including excise tax. There have been no material changes to our critical accounting policies as described in our 2021 Annual report on Form 10-K.

109

Recent Developments

From October 1, 2022 through November 7, 2022, we made new and follow-on investments, including revolver and delayed draw fundings, totaling $2.4 million with a combined weighted average yield of 7.8%.

On November 4, 2022, our board of directors declared a dividend of $0.11 per share payable on December 30, 2022 to stockholders of record at the close of business on December 15, 2022.

On October 3, 2022, the Company entered into the Merger Agreement pursuant to which a wholly-owned subsidiary of Crescent BDC will merge with and into the Company, with the Company surviving the merger as a wholly-owned subsidiary of Crescent BDC, and the Company will subsequently merge with and into a second wholly-owned subsidiary of Crescent BDC, with the second wholly-owned subsidiary surviving the second merger. The boards of directors of both companies, the independent directors of the Company and the independent directors of Crescent BDC have unanimously approved the Transaction. The closing of the Transaction is subject to the satisfaction or (to the extent permitted by law) waiver of certain customary closing conditions, including approval of the Company’s stockholders.

Under the terms of the Merger Agreement, the Company stockholders are expected to receive a combination of (i) Crescent BDC shares valued at 100% of Crescent BDC's net asset value per share at the time of closing of the Transaction in an aggregate number equal to the Share Issuance Cap; (ii) cash from Crescent BDC for any amounts not paid in Crescent BDC shares due to the Share Issuance Cap; and (iii) an additional cash payment from Crescent Cap Advisors, LLC, the investment adviser to the Crescent BDC, of $35 million in aggregate, or approximately $1.17 per share of the Company's stock. The exchange ratio for the stock component of the merger consideration and the amount of cash from Crescent BDC pursuant to clauses (i) and (ii) in the foregoing sentence will be determined by the respective net asset values of Crescent BDC and the Company at the time of closing. In addition, Company stockholders may make an election to receive the portion of the merger consideration paid by Crescent BDC pursuant to such clauses (i) and (ii) in either Crescent BDC shares or in cash, subject to pro rata cut backs such that the aggregate amount of shared issued and cash paid by Crescent BDC are equal to the amounts described in such clauses (i) and (ii).

Item 3. Quantitative and Qualitative Disclosures About Market Risk

We are subject to financial market risks, including changes in interest rates. . Uncertainty with respect to the economic effects of changes in political, economic or industry conditions, the interest rate environment, inflationary concerns, financial and capital markets, and other external factors, including the COVID-19 pandemic, related COVID-19 variants, inflation, the discontinuation of LIBOR and recent supply chain disruptions as well as recent turmoil in Ukraine and Russia, could result in changes in the value of our assets. As of September 30, 2022, 96.7% of the debt investments in our portfolio are floating rate loans, based upon fair market value. In the future, we expect other debt investments in our portfolio will have floating rates. These floating rate loans typically bear interest in reference to LIBOR, which are indexed to 30-day, 60-day, 90-day or 180-day LIBOR rates subject to an interest rate floor. As of September 30, 2022, the weighted average interest rate floor on our floating rate loans was 1.04%. Our Revolving Facility is also subject to floating interest rates subject to an interest rate floor of 0.50%.

Based on our September 30, 2022 Consolidated Statement of Assets and Liabilities, the following table shows the annual impact on net income of base rate changes in interest rates (considering interest rate floors for variable rate instruments), which assumes no changes in our investments and borrowings (in millions):


Change in Basis Points	Interest Income			Interest Expense			Net Income (1)
Up 300 basis points	$	9.0		$	3.3		$	5.7
Up 200 basis points	$	6.0		$	2.2		$	3.8
Up 100 basis points	$	3.0		$	1.1		$	1.9
Down 300 basis points	$	(7.1	)	$	(2.9	)	$	(4.2	)
Down 200 basis points	$	(5.9	)	$	(2.2	)	$	(3.7	)
Down 100 basis points	$	(3.0	)	$	(1.1	)	$	(1.9	)

(1)

Excludes the impact of incentive fees based on pre-incentive fee net investment income. See “Note 4. — Related Party Transaction” footnote to our consolidated financial statements for the three and nine months ended September 30, 2022 and 2021 for more information on the incentive fee.

Although we believe that this measure is indicative of our sensitivity to interest rate changes, it does not adjust for potential changes in credit quality, size and composition of the assets on the balance sheet and other business developments, including borrowings under our Revolving Facility, that could affect net increase in net assets resulting from operations, or net income.

In the future, we may use other standard hedging instruments such as futures, options and forward contacts subject to the requirements of the 1940 Act. While hedging activities may insulate us against adverse changes in interest rates, they may also limit our ability to participate in the benefits of lower interest rates with respect to our portfolio of investments.

110

From time to time, we may make investments that are denominated in a foreign currency. These investments are translated into U.S. dollars at each balance sheet date, exposing us to movements in foreign exchange rates. We have the ability to borrow in certain foreign currencies under our Revolving Credit Facility. Instead of entering into a foreign exchange forward contract in connection with loans or other investments we have made that are denominated in a foreign currency, we may borrow in that currency to establish a natural hedge against our loan or investment.

Item 4. Controls and Procedures

Disclosure Controls and Procedures

Our management with the participation of our Chief Executive Officer and Chief Accounting Officer conducted an evaluation of the effectiveness of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act, as of the end of the period covered by this quarterly report on Form 10-Q. Based on this evaluation, our Chief Executive Officer and Chief Accounting Officer have concluded that, as of the period covered by this quarterly report on form 10-Q, our disclosure controls and procedures were effective to ensure that information required to be disclosed by us in reports that we file or submit under the Exchange Acts recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms, and that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is accumulated and communicated to our management, including our Chief Executive Officer and Chief Accounting Officer, as appropriate to allow timely decisions regarding required disclosure.

Changes in Internal Control Over Financial Reporting

There have been no changes in our internal control over financial reporting, as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act, that occurred during our most recently completed fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

111

PART II. OTHER INFORMATION

Item 1. Legal proceedings

We are not a defendant in any material pending legal proceeding, and no such material proceedings are known to be contemplated. However, from time to time, we may be party to certain legal proceedings incidental to the normal course of our business including the enforcement of our rights under the contracts with our portfolio companies.

Item 1A. Risk Factors

In addition to the risks discussed in this report, you should carefully consider the risk factors described in Part I, Item 1A “Risk Factors” of the Company’s Annual Report on Form 10-K for the year ended December 31, 2021 filed with the Securities and Exchange Commission on March 5, 2021.

The Company is exposed to risks associated with changes in interest rates, including the current rising interest rate environment.

General interest rate fluctuations may have a substantial negative impact on the Company’s investments and investment returns and, accordingly, may have a material adverse effect on the Company’s investment objective and our net investment income.

Because the Company borrows money and may issue debt securities or preferred stock to make investments, our net investment income is dependent upon the difference between the rate at which we borrow funds or pay interest or dividends on such debt securities or preferred stock and the rate at which we invest these funds. In this period of rising interest rates, our interest income will increase as the majority of our portfolio bears interest at variable rates while our cost of funds will also increase, to a lesser extent, given the majority of our indebtedness bears interest at fixed rates, with the net impact being an increase to our net investment income. Conversely, if interest rates decrease we may earn less interest income from investments and our cost of borrowing will also decrease, to a lesser extent, resulting in lower net investment income. From time to time, we may also enter into certain hedging transactions to mitigate our exposure to changes in interest rates. In the past, we have entered into certain hedging transactions, such as interest rate swap agreements, to mitigate our exposure to adverse fluctuations in interest rates, and we may do so again in the future. However, we cannot assure you that such transactions will be successful in mitigating our exposure to interest rate risk. 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.

Our portfolio primarily consists of fixed and floating rate investments. Market prices tend to fluctuate more for fixed-rate securities that have longer maturities. Although we have no policy governing the maturities of our investments, under current market conditions we expect that we will invest in a portfolio of debt generally having maturities of up to 10 years. Market prices for debt that pays a fixed rate of return tend to decline as interest rates rise. This means that we are subject to greater risk (other things being equal) than a fund invested solely in shorter-term, fixed-rate securities. Market prices for floating rate investments may also fluctuate in rising rate environments with prices tending to decline when credit spreads widen. A decline in the prices of the debt we own could adversely affect our net assets resulting from operations and the market price of our common stock.

Rising interest rates may also increase the cost of debt for our underlying portfolio companies, which could adversely impact their financial performance and ability to meet ongoing obligations to us. Also, an increase in interest rates available to investors could make an investment in our common stock less attractive if we are not able to pay dividends at a level that provides a similar return, which could reduce the value of our common stock.

Inflation and supply chain disruptions have adversely affected and may continue to adversely affect the business, results of operations and financial condition of our portfolio companies.

Economic activity has continued to accelerate across sectors and regions. Nevertheless, due to global supply chain disruptions, a rise in energy prices, strong consumer demand as economies continue to reopen and other factors, inflation has accelerated in the U.S. and globally. Certain of our portfolio companies are in industries that have been impacted by inflation. Recent inflationary pressures have increased the costs of labor, energy and raw materials and have adversely affected consumer spending, economic growth and our portfolio companies’ operations. If such portfolio companies are unable to pass any increases in their costs of operations along to their customers, it could adversely affect their operating results and impact their ability to pay interest and principal on our loans, particularly if interest rates rise in response to inflation. In addition, any projected future decreases in our portfolio companies’ operating results due to inflation could adversely impact the fair value of those investments. Any decreases in the fair value of our investments could result in future realized or unrealized losses and therefore reduce our net assets resulting from operations.

112

Additionally, the Federal Reserve has raised, and has indicated its intent to continue raising, certain benchmark interest rates in an effort to combat inflation. As such, we believe inflation is likely to continue in the near to medium-term, particularly in the U.S., with the possibility that monetary policy may tighten in response. Persistent inflationary pressures and supply chain issues could affect our portfolio companies’ profit margins. In addition, the inflation-adjusted value of the principal on our loan investments could decrease.

The Russian invasion of Ukraine may have a material adverse impact on the Company and portfolio companies.

In early 2022, Russia commenced a military invasion of Ukraine. In response, countries worldwide, including the United States, have imposed sanctions against Russia on certain businesses and individuals, including, but not limited to, those in the banking, import and export sectors. This invasion has led to, and for an unknown period of time, may continue to lead to, disruptions in local, regional, national, and global markets and economies. The invasion of Ukraine has caused, and may continue to cause, political, social, and economic disruptions and uncertainties as well as material increases in certain commodity prices that may affect the Company’s business operations or the business operations of portfolio companies.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Stock Repurchase Program

On December 16, 2019, our board of directors authorized a $10.0 million stock repurchase program, which expired on December 16, 2020. Effective December 17, 2019, we adopted a stock trading plan in accordance with Rule 10b5-1 of the Exchange Act, which was terminated on March 10, 2020. Effective April 14, 2020, we suspended our share repurchase program indefinitely. We provided our stockholders with notice of our ability to repurchase shares of our common stock in accordance with 1940 Act requirements. Effective December 16, 2021, the Company adopted a stock trading plan which expired on March 8, 2022. On May 4, 2021, our board of directors authorized a new $10.0 stock repurchase program with an expiration date of May 5, 2022 and may be modified, suspended or terminated at any time for any reason without prior notice. Effective December 16, 2021, the Company adopted a stock trading plan in accordance with Rule 10b5-1 of the Exchange Act (“Rule 10b5-1”) which expired on March 8, 2022. Effective March 16, 2022, the Company adopted a stock trading plan in accordance with Rule 10b5-1, with an expiration date of May 5, 2022. On May 5, 2022, our board of directors extended the expiration date of the stock repurchase program to May 6, 2023. The Company has provided its stockholders with notice of its ability to repurchase shares of its common stock in accordance with 1940 Act requirements. The Company has retired all shares of common stock purchased in connection with the stock repurchase program and plans to retire all shares of common stock that it purchases in the future in connection with the program.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

None.

113

Item 6. Exhibits

Listed below are the exhibits that are filed as part of this report (according to the number assigned to them in Item 601 of Regulation S-K):


3.1	Third Amended and Restated Certificate of Incorporation (Incorporated by reference from the Company’s Current Report on Form 8-K, filed on August 6, 2020)

3.2	Third Amended and Restated By-Laws, dated as of June 24, 2021 (Incorporated by reference from the Company’s Current Report on Form 8-K, filed on June 25, 2021)

11	Computation of Per Share Earnings (included in the notes to the consolidated financial statements contained in this report).

31.1	Certification of Chief Executive Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended.*

31.2	Certification of Chief Accounting Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended.*

32.1	Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350).*

32.2	Certification of Chief Accounting Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350).*

101.INS	Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document.*

101.SCH	Inline XBRL Taxonomy Extension Schema Document*

101.CAL	Inline XBRL Taxonomy Extension Calculation Linkbase Document*

101.DEF	Inline XBRL Taxonomy Extension Definition Linkbase Document*

101.LAB	Inline XBRL Taxonomy Extension Label Linkbase Document*

101.PRE	Inline XBRL Taxonomy Extension Presentation Linkbase Document*

104	Cover Page Interactive Data File (embedded within the Inline XBRL document)*

(*) Filed herewith

114

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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.


	FIRST EAGLE ALTERNATIVE CAPITAL BDC, INC.


Date: November 8, 2022	By:	/s/ Christopher J. Flynn
		Christopher J. Flynn
		Chief Executive Officer

Date: November 8, 2022	By:	/s/ Jennifer M. Wilson
		Jennifer M. Wilson
		Chief Accounting Officer

115