MONROE CAPITAL Corp - Quarter Report: 2023 September (Form 10-Q)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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, 2023


☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file number: 814-00866

MONROE CAPITAL CORPORATION

(Exact Name of Registrant as Specified in its Charter)


Maryland		27-4895840
(State or Other Jurisdiction of Incorporation or Organization)		(I.R.S. Employer Identification No.)

311 South Wacker Drive, Suite 6400 Chicago, Illinois		60606
(Address of Principal Executive Office)		(Zip Code)

(312) 258-8300

(Registrant’s Telephone Number, Including Area Code)

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


Title of Each Class	Trading Symbol(s)	Name of Each Exchange on Which Registered
Common Stock, par value $0.001 per share	MRCC	The Nasdaq Global Select Market

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ 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 Exchange Act). Yes ☐ No ☒

As of November 7, 2023, the registrant had 21,666,340 shares of common stock, $0.001 par value, outstanding.

Table of Contents

TABLE OF CONTENTS

		Page
PART I. FINANCIAL INFORMATION		3

Item 1.	Consolidated Financial Statements	3

	Consolidated Statements of Assets and Liabilities as of September 30, 2023 (unaudited) and December 31, 2022	3

	Consolidated Statements of Operations for the three and nine months ended September 30, 2023 and 2022 (unaudited)	4

	Consolidated Statements of Changes in Net Assets for the three and nine months ended September 30, 2023 and 2022 (unaudited)	5

	Consolidated Statements of Cash Flows for the nine months ended September 30, 2023 and 2022 (unaudited)	6

	Consolidated Schedules of Investments as of September 30, 2023 (unaudited) and December 31, 2022	8

	Notes to Consolidated Financial Statements (unaudited)	34

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	68

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	93

Item 4.	Controls and Procedures	95

PART II. OTHER INFORMATION		96

Item 1.	Legal Proceedings	96

Item 1A.	Risk Factors	96

Item 2.	Unregistered Sales of Equity Securities, Use of Proceeds and Issuer Purchases of Equity Securities	99

Item 3.	Defaults Upon Senior Securities	99

Item 4.	Mine Safety Disclosures	99

Item 5.	Other Information	99

Item 6.	Exhibits	100

Signatures		101

Table of Contents

Part I. Financial Information

Item 1. Consolidated Financial Statements

MONROE CAPITAL CORPORATION

CONSOLIDATED STATEMENTS OF ASSETS AND LIABILITIES

(in thousands, except per share data)


	September 30, 2023		December 31, 2022
	(unaudited)
ASSETS
Investments, at fair value:
Non-controlled/non-affiliate company investments	$	400,117	$	418,913
Non-controlled affiliate company investments		84,898		86,618
Controlled affiliate company investments		33,269		35,509
Total investments, at fair value (amortized cost of: $536,795 and $579,307, respectively)		518,284		541,040
Cash		5,324		5,450
Unrealized gain on foreign currency forward contracts		—		1,507
Interest and dividend receivable		18,627		16,457
Other assets		301		541
Total assets		542,536		564,995

LIABILITIES
Debt:
Revolving credit facility		201,100		204,600
2026 Notes		130,000		130,000
Total debt		331,100		334,600
Less: Unamortized deferred financing costs		(3,566)		(4,486)
Total debt, less unamortized deferred financing costs		327,534		330,114
Interest payable		1,621		3,041
Management fees payable		2,140		2,221
Incentive fees payable		1,355		1,380
Accounts payable and accrued expenses		2,293		3,220
Directors’ fees payable		38		—
Total liabilities		334,981		339,976
Net assets	$	207,555	$	225,019

Commitments and contingencies (See Note 11)

ANALYSIS OF NET ASSETS
Common stock, $0.001 par value, 100,000 shares authorized, 21,666 and 21,666 shares issued and outstanding, respectively	$	22	$	22
Capital in excess of par value		298,700		298,700
Accumulated undistributed (overdistributed) earnings		(91,167)		(73,703)
Total net assets	$	207,555	$	225,019

Net asset value per share	$	9.58	$	10.39

See Notes to Consolidated Financial Statements.

Table of Contents

MONROE CAPITAL CORPORATION

CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited)

(in thousands, except per share data)


		Three months ended September 30,			Nine months ended September 30,
	2023		2022		2023		2022
Investment income:
Non-controlled/non-affiliate company investments:
Interest income	$	11,858	$	9,383	$	34,782	$	26,030
Payment-in-kind interest income		649		738		2,240		2,039
Dividend income		65		103		317		267
Fee income		(836)		412		(356)		1,604
Total investment income from non-controlled/non-affiliate company investments		11,736		10,636		36,983		29,940
Non-controlled affiliate company investments:
Interest income		1,174		3,830		4,006		6,202
Payment-in-kind interest income		1,781		502		4,953		2,419
Dividend income		52		48		152		141
Total investment income from non-controlled affiliate company investments		3,007		4,380		9,111		8,762
Controlled affiliate company investments:
Dividend income		900		900		2,700		2,700
Total investment income from controlled affiliate company investments		900		900		2,700		2,700
Total investment income		15,643		15,916		48,794		41,402

Operating expenses:
Interest and other debt financing expenses		5,874		4,263		17,178		11,961
Base management fees		2,140		2,222		6,503		6,834
Incentive fees		1,355		1,565		4,493		2,747
Professional fees		189		212		541		740
Administrative service fees		228		275		707		908
General and administrative expenses		304		216		793		722
Directors’ fees		38		35		113		109
Operating expenses before base management fee and incentive fee waivers		10,128		8,788		30,328		24,021
Base management fee waivers		—		—		—		(55)
Incentive fee waivers		—		—		—		(525)
Total operating expenses, net of base management fee and incentive fee waivers		10,128		8,788		30,328		23,441
Net investment income before income taxes		5,515		7,128		18,466		17,961
Income taxes, including excise taxes		95		868		495		1,289
Net investment income		5,420		6,260		17,971		16,672

Net gain (loss):
Net realized gain (loss):
Non-controlled/non-affiliate company investments		30		(1,666)		(39,054)		(1,749)
Non-controlled/affiliate company investments		—		(1)		—		(1)
Extinguishment of debt		—		—		—		(1,039)
Foreign currency forward contracts		—		38		1,756		69
Foreign currency and other transactions		(4)		(1)		(135)		(38)
Net realized gain (loss)		26		(1,630)		(37,433)		(2,758)

Net change in unrealized gain (loss):
Non-controlled/non-affiliate company investments		(3,346)		(1,049)		24,591		(12,281)
Non-controlled affiliate company investments		(1,061)		(4,186)		(2,595)		(5,485)
Controlled affiliate company investments		(1,276)		(1,007)		(2,240)		(5,081)
Foreign currency forward contracts		—		863		(1,507)		1,503
Foreign currency and other transactions		1		—		—		164
Net change in unrealized gain (loss)		(5,682)		(5,379)		18,249		(21,180)

Net gain (loss)		(5,656)		(7,009)		(19,184)		(23,938)

Net increase (decrease) in net assets resulting from operations	$	(236)	$	(749)	$	(1,213)	$	(7,266)

Per common share data:
Net investment income per share - basic and diluted	$	0.25	$	0.29	$	0.83	$	0.77
Net increase (decrease) in net assets resulting from operations per share - basic and diluted	$	(0.01)	$	(0.03)	$	(0.06)	$	(0.33)
Weighted average common shares outstanding - basic and diluted		21,666		21,666		21,666		21,666

See Notes to Consolidated Financial Statements.

Table of Contents

MONROE CAPITAL CORPORATION

CONSOLIDATED STATEMENTS OF CHANGES IN NET ASSETS

(unaudited)

(in thousands)


						Accumulated
	Common Stock					undistributed
		Par		Capital in excess of		(overdistributed)		Total
	Number of shares	value		par value		earnings		net assets
Balances at June 30, 2022	21,666	$	22	$	298,687	$	(66,588)	$	232,121
Net investment income	—		—		—		6,260		6,260
Net realized gain (loss)	—		—		—		(1,630)		(1,630)
Net change in unrealized gain (loss)	—		—		—		(5,379)		(5,379)
Distributions to stockholders	—		—		—		(5,416)		(5,416)
Balances at September 30, 2022	21,666	$	22	$	298,687	$	(72,753)	$	225,956

Balances at June 30, 2023	21,666	$	22	$	298,700	$	(85,514)	$	213,208
Net investment income	—		—		—		5,420		5,420
Net realized gain (loss)	—		—		—		26		26
Net change in unrealized gain (loss)	—		—		—		(5,682)		(5,682)
Distributions to stockholders	—		—		—		(5,417)		(5,417)
Balances at September 30, 2023	21,666	$	22	$	298,700	$	(91,167)	$	207,555


						Accumulated
	Common Stock					undistributed
		Par		Capital in excess of		(overdistributed)		Total
	Number of shares	value		par value		earnings		net assets
Balances at December 31, 2021	21,666	$	22	$	298,687	$	(49,238)	$	249,471
Net investment income	—		—		—		16,672		16,672
Net realized gain (loss)	—		—		—		(2,758)		(2,758)
Net change in unrealized gain (loss)	—		—		—		(21,180)		(21,180)
Distributions to stockholders	—		—		—		(16,249)		(16,249)
Balances at September 30, 2022	21,666	$	22	$	298,687	$	(72,753)	$	225,956

Balances at December 31, 2022	21,666	$	22	$	298,700	$	(73,703)	$	225,019
Net investment income	—		—		—		17,971		17,971
Net realized gain (loss)	—		—		—		(37,433)		(37,433)
Net change in unrealized gain (loss)	—		—		—		18,249		18,249
Distributions to stockholders	—		—		—		(16,251)		(16,251)
Balances at September 30, 2023	21,666	$	22	$	298,700	$	(91,167)	$	207,555

See Notes to Consolidated Financial Statements.

Table of Contents

MONROE CAPITAL CORPORATION

CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)

(in thousands)


	Nine months ended September 30,
	2023		2022
Cash flows from operating activities:
Net increase (decrease) in net assets resulting from operations	$	(1,213)	$	(7,266)
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:
Net realized (gain) loss on investments		39,054		1,750
Net realized (gain) loss on extinguishment of debt		—		1,039
Net realized (gain) loss on foreign currency forward contracts		(1,756)		(69)
Net realized (gain) loss on foreign currency and other transactions		135		38
Net change in unrealized (gain) loss on investments		(19,756)		22,847
Net change in unrealized (gain) loss on foreign currency forward contracts		1,507		(1,503)
Net change in unrealized (gain) loss on foreign currency and other transactions		—		(164)
Payment-in-kind interest income		(7,193)		(4,458)
Net accretion of discounts and amortization of premiums		(857)		(872)
Purchases of investments		(52,220)		(94,275)
Proceeds from principal payments, sales of investments and settlement of forward contracts		65,519		128,752
Amortization of deferred financing costs		977		1,613
Changes in operating assets and liabilities:
Interest and dividend receivable		(2,170)		(5,204)
Other assets		205		(18)
Interest payable		(1,420)		(1,999)
Management fees payable		(81)		(232)
Incentive fees payable		(25)		1,130
Accounts payable and accrued expenses		(927)		853
Directors’ fees payable		38		35
Net cash provided by (used in) operating activities		19,817		41,997

Cash flows from financing activities:
Borrowings on revolving credit facility		79,800		143,900
Repayments of revolving credit facility		(83,300)		(123,599)
Repayment of SBA debentures		—		(56,900)
Payments of deferred financing costs		(57)		(81)
Stockholder distributions paid		(16,251)		(16,249)
Net cash provided by (used in) financing activities		(19,808)		(52,929)

Net increase (decrease) in Cash and Restricted cash		9		(10,932)
Effect of foreign currency exchange rates		(135)		(20)
Cash and Restricted cash, beginning of period		5,450		18,081
Cash and Restricted cash, end of period	$	5,324	$	7,129

Supplemental disclosure of cash flow information:
Cash interest paid during the period	$	17,512	$	12,238
Cash paid for income taxes, including excise taxes during the period	$	390	$	578

Table of Contents

MONROE CAPITAL CORPORATION

CONSOLIDATED STATEMENTS OF CASH FLOWS - (continued)

(unaudited)

(in thousands)

The following tables provide a reconciliation of cash and restricted cash reported on the Consolidated Statements of Assets and Liabilities that sum to the total of the same such amounts on the Consolidated Statements of Cash Flows:


	September 30, 2023		December 31, 2022
Cash	$	5,324	$	5,450
Restricted cash		—		—
Total cash and restricted cash shown on the Consolidated Statements of Cash Flows	$	5,324	$	5,450

	September 30, 2022		December 31, 2021
Cash	$	7,129	$	2,622
Restricted cash		—		15,459
Total cash and restricted cash shown on the Consolidated Statements of Cash Flows	$	7,129	$	18,081

See Notes to Consolidated Financial Statements.

Table of Contents

MONROE CAPITAL CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS

(unaudited)

September 30, 2023

(in thousands, except for shares and units)


				Interest		Acquisition			Amortized				% of
Portfolio Company ^(˄)	Index ^(˄˄)	Spread ^(˄˄)		Rate		Date ⁽^˄˄˄⁾	Maturity	Principal	Cost		Fair Value ^(˄˄˄˄)		Net Assets ^(˄˄˄˄˄)
Non-Controlled/Non-Affiliate Company Investments
Senior Secured Loans
Automotive
Born To Run, LLC	SF	6.26	%	11.63	%	4/1/2021	4/1/2027	3,430	$	3,385	$	2,662	1.3	%
Born To Run, LLC	SF	6.26	%	11.63	%	4/1/2021	4/1/2027	467		467		363	0.2	%
Hastings Manufacturing Company	SF	7.60	%	12.92	%	4/24/2018	12/31/2024	1,858		1,857		1,858	0.9	%
Hastings Manufacturing Company	SF	7.60	%	12.92	%	3/29/2023	12/31/2024	665		665		665	0.3	%
Hastings Manufacturing Company (Revolver)^(*)	SF	7.60	%	12.92	%	3/29/2023	12/31/2024	691		—		—	0.0	%
Lifted Trucks Holdings, LLC	SF	5.85	%	11.10	%	8/2/2021	8/2/2027	6,878		6,782		6,740	3.2	%
Lifted Trucks Holdings, LLC (Revolver)^(*)	SF	5.75	%	11.14	%	8/2/2021	8/2/2027	1,667		556		544	0.3	%
Panda Acquisition, LLC	SF	6.35	%	11.74	%	12/20/2022	10/18/2028	4,416		3,689		3,720	1.8	%
								20,072		17,401		16,552	8.0	%
Banking
MV Receivables II, LLC ^(#)	SF	9.75	%	15.08	%	7/29/2021	7/29/2026	8,100		7,737		8,017	3.9	%
StarCompliance MidCo, LLC	SF	6.85	%	12.24	%	1/12/2021	1/12/2027	2,000		1,976		1,988	0.9	%
StarCompliance MidCo, LLC	SF	6.85	%	12.24	%	10/12/2021	1/12/2027	335		331		333	0.2	%
StarCompliance MidCo, LLC	SF	6.85	%	12.24	%	5/31/2023	1/12/2027	256		251		255	0.1	%
StarCompliance MidCo, LLC (Revolver) ^(*)	SF	6.85	%	12.24	%	1/12/2021	1/12/2027	323		190		189	0.1	%
								11,014		10,485		10,782	5.2	%
Beverage, Food & Tobacco
LVF Holdings, Inc.	SF	6.15	%	11.54	%	6/10/2021	6/10/2027	1,470		1,450		1,433	0.7	%
LVF Holdings, Inc.	SF	6.15	%	11.54	%	6/10/2021	6/10/2027	1,407		1,407		1,372	0.6	%
LVF Holdings, Inc. (Revolver) ^(*)	SF	6.15	%	11.54	%	6/10/2021	6/10/2027	238		—		—	0.0	%
LX/JT Intermediate Holdings, Inc.	SF	6.10	%	11.42	%	3/11/2020	3/11/2025	5,393		5,356		5,366	2.6	%
LX/JT Intermediate Holdings, Inc. (Revolver) ^(*)	SF	6.10	%	11.42	%	3/11/2020	3/11/2025	833		—		—	0.0	%
								9,341		8,213		8,171	3.9	%
Capital Equipment
CGI Automated Manufacturing, LLC	SF	7.11	%	12.43	%	9/9/2022	12/17/2026	3,900		3,806		3,846	1.9	%
CGI Automated Manufacturing, LLC	SF	7.11	%	12.43	%	9/30/2022	12/17/2026	1,119		1,096		1,104	0.5	%
MCP Shaw Acquisitionco, LLC	SF	6.26	%	11.65	%	2/28/2020	11/28/2025	9,624		9,545		9,624	4.6	%
MCP Shaw Acquisitionco, LLC	SF	6.26	%	11.65	%	12/29/2021	11/28/2025	2,943		2,908		2,957	1.4	%
MCP Shaw Acquisitionco, LLC	SF	6.26	%	11.65	%	12/29/2021	11/28/2025	968		968		973	0.5	%
MCP Shaw Acquisitionco, LLC (Revolver) ^(*)	SF	6.26	%	11.65	%	2/28/2020	11/28/2025	1,784		—		—	0.0	%
								20,338		18,323		18,504	8.9	%

Table of Contents

MONROE CAPITAL CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

September 30, 2023

(in thousands, except for shares and units)


				Interest		Acquisition			Amortized				% of
Portfolio Company ^(˄)	Index ^(˄˄)	Spread ^(˄˄)		Rate		Date ⁽^˄˄˄⁾	Maturity	Principal	Cost		Fair Value ^(˄˄˄˄)		Net Assets ^(˄˄˄˄˄)
Chemicals, Plastics & Rubber
				11.43	% Cash/
Valudor Products LLC	SF	7.61	%	1.50	% PIK	6/18/2018	12/29/2023	1,628	$	1,628	$	1,895	0.9	%
				1.00	% Cash/
Valudor Products LLC ^(a)	SF	7.50	%	12.93	% PIK	6/18/2018	12/29/2023	286		286		276	0.1	%
Valudor Products LLC	SF	7.61	%	12.93	%	12/22/2021	12/29/2023	502		502		1,423	0.7	%
Valudor Products LLC (Revolver) ^(*)	SF	7.61	%	12.93	%	6/18/2018	12/29/2023	1,095		—		—	0.0	%
								3,511		2,416		3,594	1.7	%
Construction & Building
MEI Buyer LLC	SF	6.50	%	11.82	%	6/30/2023	6/29/2029	2,000		1,941		2,015	1.0	%
MEI Buyer LLC (Delayed Draw) ^{() (*)}	SF	6.50	%	11.82	%	6/30/2023	6/29/2029	317		—		—	0.0	%
MEI Buyer LLC (Revolver) ^(*)	SF	6.50	%	11.82	%	6/30/2023	6/29/2029	410		—		—	0.0	%
TCFIII OWL Buyer LLC	SF	5.61	%	10.93	%	4/19/2021	4/17/2026	2,004		1,984		2,004	1.0	%
TCFIII OWL Buyer LLC	SF	5.61	%	10.93	%	4/19/2021	4/17/2026	2,447		2,447		2,447	1.2	%
TCFIII OWL Buyer LLC	SF	5.61	%	10.93	%	12/17/2021	4/17/2026	2,196		2,171		2,196	1.0	%
								9,374		8,543		8,662	4.2	%
Consumer Goods: Durable
Independence Buyer, Inc.	SF	5.90	%	11.27	%	8/3/2021	8/3/2026	5,513		5,446		5,417	2.6	%
Independence Buyer, Inc. (Revolver) ^(*)	SF	5.90	%	11.27	%	8/3/2021	8/3/2026	1,423		—		—	0.0	%
Recycled Plastics Industries, LLC	SF	6.85	%	12.18	%	8/4/2021	8/4/2026	3,308		3,265		3,254	1.6	%
Recycled Plastics Industries, LLC (Revolver) ^(*)	SF	6.85	%	12.18	%	8/4/2021	8/4/2026	473		—		—	0.0	%
								10,717		8,711		8,671	4.2	%
Consumer Goods: Non-Durable
				12.21	% Cash/
The Kyjen Company, LLC	SF	7.75	%	1.00	% PIK	5/14/2021	4/3/2026	988		982		979	0.5	%
The Kyjen Company, LLC	SF	7.50	%	12.96	% PIK	9/13/2022	4/3/2026	1		1		1	0.0	%
				12.21	% Cash/
The Kyjen Company, LLC (Revolver) ^(*)	SF	7.75	%	1.00	% PIK	5/14/2021	4/3/2026	105		—		—	0.0	%
Thrasio, LLC	SF	7.26	%	12.65	%	12/18/2020	12/18/2026	2,433		2,432		2,043	1.0	%
								3,527		3,415		3,023	1.5	%
Environmental Industries
Quest Resource Management Group, LLC	SF	6.61	%	11.94	%	10/19/2020	10/20/2025	854		797		854	0.4	%
Quest Resource Management Group, LLC	SF	6.61	%	11.94	%	10/19/2020	10/20/2025	938		938		938	0.4	%
Quest Resource Management Group, LLC	SF	6.61	%	11.94	%	12/7/2021	10/20/2025	3,335		3,296		3,319	1.6	%
Quest Resource Management Group, LLC	SF	6.61	%	11.94	%	12/7/2021	10/20/2025	336		336		335	0.2	%
								5,463		5,367		5,446	2.6	%
FIRE: Finance
Avalara, Inc.	SF	7.25	%	12.64	%	10/19/2022	10/19/2028	4,000		3,912		4,040	2.0	%
Avalara, Inc. (Revolver) ^(*)	SF	7.25	%	12.64	%	10/19/2022	10/19/2028	400		—		—	0.0	%
GC Champion Acquisition LLC	SF	6.75	%	11.78	%	8/19/2022	8/18/2028	2,535		2,492		2,513	1.2	%
GC Champion Acquisition LLC	SF	6.25	%	11.28	%	8/19/2022	8/18/2028	704		704		698	0.3	%
GC Champion Acquisition LLC	SF	6.50	%	11.87	%	8/1/2023	8/18/2028	2,112		2,050		2,112	1.0	%
J2 BWA Funding LLC (Revolver) ^{(*) (#)}	n/a	n/a		10.00	%	12/24/2020	12/24/2026	2,750		1,570		1,550	0.8	%
Liftforward SPV II, LLC ^(#)	SF	10.86	%	16.18	% PIK	11/10/2016	3/31/2024	243		243		223	0.1	%
W3 Monroe RE Debt LLC ^(#)	n/a	n/a		10.00	% PIK	2/5/2021	2/4/2028	3,456		3,456		3,437	1.7	%
W3 Monroe RE Debt LLC (Delayed Draw) ^{() (*) (#)}	n/a	n/a		10.00	% PIK	3/31/2023	2/4/2028	134		81		80	0.0	%
								16,334		14,508		14,653	7.1	%

Table of Contents

MONROE CAPITAL CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

September 30, 2023

(in thousands, except for shares and units)


				Interest		Acquisition				Amortized				% of
Portfolio Company ^(˄)	Index ^(˄˄)	Spread ^(˄˄)		Rate		Date ^(˄˄˄)	Maturity		Principal	Cost		Fair Value ^(˄˄˄˄)		Net Assets ^(˄˄˄˄˄)
FIRE: Real Estate
Centaur (Palm Beach) Owner LLC and Panther National Golf Club LLC ^(#)	SF	8.25	%	13.58	%	5/3/2022	4/30/2025		2,784	$	2,752	$	2,798	1.4	%
Centaur (Palm Beach) Owner LLC and Panther National Golf Club LLC ^(#)	SF	8.25	%	13.58	%	5/3/2022	4/30/2025		285		285		286	0.1	%
Centaur (Palm Beach) Owner LLC and Panther National Golf Club LLC (Revolver) ^{(*) (#)}	SF	8.25	%	13.57	%	5/3/2022	4/30/2025		1,395		870		870	0.4	%
									4,464		3,907		3,954	1.9	%
Healthcare & Pharmaceuticals
Bluesight, Inc.	SF	7.25	%	12.57	%	7/17/2023	7/17/2029		2,000		1,941		1,940	0.9	%
Bluesight, Inc. (Revolver) ^(*)	SF	7.25	%	12.57	%	7/17/2023	7/17/2029		174		—		—	0.0	%
Brickell Bay Acquisition Corp.	SF	6.65	%	11.90	%	2/12/2021	2/12/2026		1,866		1,840		1,866	0.9	%
Caravel Autism Health, LLC	SF	5.76	%	11.01	%	6/30/2021	6/30/2027		5,024		4,955		4,923	2.4	%
Caravel Autism Health, LLC	SF	5.76	%	11.01	%	6/30/2021	6/30/2027		1,396		1,396		1,368	0.7	%
Caravel Autism Health, LLC (Revolver) ^(*)	SF	5.76	%	11.01	%	6/30/2021	6/30/2027		1,269		494		484	0.2	%
Dorado Acquisition, Inc.	SF	6.60	%	11.93	%	6/30/2021	6/30/2026		4,900		4,840		4,778	2.3	%
Dorado Acquisition, Inc.	SF	6.65	%	11.90	%	11/27/2022	6/30/2026		4,061		3,980		3,960	1.9	%
Dorado Acquisition, Inc. (Revolver) ^(*)	SF	6.60	%	11.93	%	6/30/2021	6/30/2026		596		—		—	0.0	%
				8.99	% Cash/
INH Buyer, Inc.	SF	7.00	%	3.50	% PIK	6/30/2021	6/28/2028		3,006		2,985		2,925	1.4	%
KL Moon Acquisition, LLC (fka Spectrum Science Communications, LLC)	SF	7.00	%	12.37	%	2/1/2023	2/1/2029		4,988		4,852		4,988	2.4	%
KL Moon Acquisition, LLC (fka Spectrum Science Communications, LLC) (Delayed Draw) ^{() (*)}	SF	7.00	%	12.37	%	2/1/2023	2/1/2029		1,702		—		—	0.0	%
KL Moon Acquisition, LLC (fka Spectrum Science Communications, LLC) (Revolver) ^(*)	SF	7.00	%	12.37	%	2/1/2023	2/1/2029		813		244		244	0.1	%
NationsBenefits, LLC	SF	7.00	%	12.43	%	8/20/2021	8/26/2027		3,930		3,880		3,962	1.9	%
NationsBenefits, LLC	SF	7.00	%	12.43	%	8/26/2022	8/26/2027		4,684		4,683		4,721	2.3	%
NationsBenefits, LLC	SF	7.00	%	12.43	%	8/26/2022	8/26/2027		5,078		5,077		5,119	2.5	%
NationsBenefits, LLC (Revolver) ^(*)	SF	7.00	%	12.43	%	8/20/2021	8/26/2027		2,222		889		889	0.4	%
NQ PE Project Colosseum Midco Inc.	SF	5.65	%	11.04	%	10/4/2022	10/4/2028		3,474		3,413		3,508	1.7	%
NQ PE Project Colosseum Midco Inc. (Delayed Draw) ^{() (*)}	SF	5.65	%	11.04	%	10/4/2022	10/4/2028		778		—		—	0.0	%
NQ PE Project Colosseum Midco Inc. (Revolver) ^(*)	SF	5.65	%	11.04	%	10/4/2022	10/4/2028		438		—		—	0.0	%
Rockdale Blackhawk, LLC^(c)	n/a	n/a		n/a		3/31/2015	n/a	^(d)	—		—		527	0.3	%
Seran BioScience, LLC	SF	6.25	%	11.50	%	12/31/2020	7/8/2027		2,438		2,413		2,425	1.2	%
Seran BioScience, LLC (Delayed Draw) ^{() (*)}	SF	6.25	%	11.70	%	7/8/2022	7/8/2027		2,762		2,540		2,527	1.2	%
Seran BioScience, LLC (Delayed Draw) ^{() (*)}	SF	6.25	%	11.70	%	8/21/2023	7/8/2027		1,444		—		—	0.0	%
Seran BioScience, LLC (Revolver) ^(*)	SF	6.25	%	11.50	%	12/31/2020	7/8/2027		444		—		—	0.0	%
TigerConnect, Inc.	SF	6.75	%	12.27	%	2/16/2022	2/16/2028		3,000		2,954		2,940	1.4	%
TigerConnect, Inc. (Delayed Draw) ^{() (*)}	SF	6.75	%	12.27	%	2/16/2022	2/16/2028		225		109		106	0.1	%
TigerConnect, Inc. (Revolver) ^(*)	SF	6.75	%	12.27	%	2/16/2022	2/16/2028		429		—		—	0.0	%
				9.52	% Cash/
Whistler Parent Holdings III, Inc.	SF	8.90	%	4.75	% PIK	6/3/2022	6/2/2028		4,500		4,423		4,457	2.1	%
				9.52	% Cash/
Whistler Parent Holdings III, Inc.	SF	8.90	%	4.75	% PIK	6/3/2022	6/2/2028		56		56		56	0.0	%
				9.52	% Cash/
Whistler Parent Holdings III, Inc. (Revolver)	SF	8.90	%	4.75	% PIK	6/3/2022	6/2/2028		563		563		557	0.3	%
									68,260		58,527		59,270	28.6	%

Table of Contents

MONROE CAPITAL CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

September 30, 2023

(in thousands, except for shares and units)


				Interest		Acquisition			Amortized				% of
Portfolio Company ^(˄)	Index ^(˄˄)	Spread ⁽^˄˄⁾		Rate		Date ^(˄˄˄)	Maturity	Principal	Cost		Fair Value ^(˄˄˄˄)		Net Assets ^(˄˄˄˄˄)
High Tech Industries
				14.65	% Cash/
Amelia Holding II, LLC	SF	10.26	%	1.00	% PIK	12/21/2022	12/21/2027	2,016	$	1,963	$	2,016	1.1	%
Amelia Holding II, LLC (Delayed Draw) ^{() (*)}	SF	9.26	%	14.65	%	12/21/2022	12/21/2027	667		293		293	0.1	%
				14.65	% Cash/
Amelia Holding II, LLC (Revolver) ^(*)	SF	10.26	%	1.00	% PIK	12/21/2022	12/21/2027	133		—		—	0.0	%
Arcstor Midco, LLC (Delayed Draw) ^{() (*)}	SF	8.10	%	13.42	% PIK ^(***)	8/29/2023	3/16/2027	155		104		107	0.1	%
Drawbridge Partners, LLC	SF	7.00	%	12.39	%	9/1/2022	9/1/2028	3,000		2,947		2,978	1.4	%
Drawbridge Partners, LLC (Delayed Draw) ^{() (*)}	SF	7.00	%	12.39	%	9/1/2022	9/1/2028	874		392		389	0.2	%
Drawbridge Partners, LLC (Revolver)^(*)	SF	7.00	%	12.39	%	9/1/2022	9/1/2028	522		—		—	0.0	%
Medallia, Inc.	SF	6.10	%	11.42	% PIK	8/15/2022	10/27/2028	2,140		2,106		2,150	1.0	%
Mindbody, Inc.	SF	7.15	%	12.52	%	2/15/2019	2/14/2025	6,536		6,502		6,526	3.1	%
Mindbody, Inc.	SF	7.15	%	12.52	%	9/22/2021	2/14/2025	474		474		473	0.2	%
Mindbody, Inc. (Revolver) ^(*)	SF	7.15	%	12.52	%	2/15/2019	2/14/2025	667		—		—	0.0	%
Planful, Inc.	SF	6.76	%	12.01	%	12/28/2018	12/28/2026	9,500		9,488		9,500	4.6	%
Planful, Inc.	SF	6.76	%	12.01	%	9/12/2022	12/28/2026	530		523		530	0.3	%
Planful, Inc.	SF	6.76	%	12.01	%	1/11/2021	12/28/2026	1,326		1,325		1,326	0.6	%
Planful, Inc.	SF	6.76	%	12.01	%	2/11/2022	12/28/2026	884		884		884	0.4	%
Planful, Inc.	SF	6.76	%	12.01	%	4/5/2023	12/28/2026	707		688		708	0.3	%
Planful, Inc. (Revolver)	SF	6.76	%	12.01	%	12/28/2018	12/28/2026	442		442		442	0.2	%
Sparq Holdings, Inc.	SF	6.25	%	11.64	%	6/16/2023	6/15/2029	998		968		998	0.5	%
Sparq Holdings, Inc. (Delayed Draw) ^{() (*)}	SF	6.25	%	11.64	%	6/16/2023	6/15/2029	222		—		—	0.0	%
Sparq Holdings, Inc. (Revolver) ^(*)	SF	6.25	%	11.64	%	6/16/2023	6/15/2029	205		—		—	0.0	%
								31,998		29,099		29,320	14.1	%

Media: Advertising, Printing & Publishing
Destination Media, Inc.	SF	7.25	%	12.54	%	6/21/2023	6/21/2028	998		964		1,001	0.5	%
Destination Media, Inc. (Delayed Draw) ^{() (*)}	SF	7.15	%	12.56	%	6/21/2023	6/21/2028	500		29		29	0.0	%
Destination Media, Inc. (Revolver) ^(*)	SF	7.15	%	12.56	%	6/21/2023	6/21/2028	103		—		—	0.0	%
North Haven USHC Acquisition, Inc.	SF	6.60	%	11.99	%	10/30/2020	10/30/2025	2,431		2,408		2,390	1.2	%
North Haven USHC Acquisition, Inc.	SF	6.25	%	11.44	%	7/29/2022	10/30/2025	2,572		2,546		2,518	1.2	%
North Haven USHC Acquisition, Inc.	SF	6.60	%	11.99	%	3/12/2021	10/30/2025	704		704		692	0.3	%
North Haven USHC Acquisition, Inc.	SF	6.60	%	11.99	%	9/3/2021	10/30/2025	1,423		1,423		1,399	0.7	%
North Haven USHC Acquisition, Inc. (Delayed Draw) ^{() (*)}	SF	6.25	%	11.44	%	7/29/2022	10/30/2025	1,056		—		—	0.0	%
North Haven USHC Acquisition, Inc. (Revolver)	SF	6.60	%	12.00	%	10/30/2020	10/30/2025	416		416		409	0.2	%
Relevate Health Group, LLC	SF	6.00	%	11.43	%	11/20/2020	11/20/2025	1,463		1,449		1,458	0.7	%
Relevate Health Group, LLC	SF	6.00	%	11.43	%	11/20/2020	11/20/2025	654		654		652	0.3	%
Relevate Health Group, LLC (Revolver) ^(*)	SF	6.00	%	11.43	%	11/20/2020	11/20/2025	316		—		—	0.0	%
Spherix Global Inc.	SF	8.36	%	13.69	%	12/22/2021	12/22/2026	1,084		1,070		1,058	0.5	%
Spherix Global Inc. (Revolver)^(*)	SF	8.36	%	13.69	%	12/22/2021	12/22/2026	122		—		—	0.0	%
XanEdu Publishing, Inc.	SF	6.00	%	11.43	%	1/28/2020	1/28/2025	4,549		4,514		4,549	2.2	%
XanEdu Publishing, Inc.	SF	6.00	%	11.43	%	8/31/2022	1/28/2025	1,808		1,781		1,812	0.9	%
XanEdu Publishing, Inc. (Revolver) ^(*)	SF	6.00	%	11.43	%	1/28/2020	1/28/2025	742		—		—	0.0	%
								20,941		17,958		17,967	8.7	%

Table of Contents

MONROE CAPITAL CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

September 30, 2023

(in thousands, except for shares and units)


				Interest		Acquisition			Amortized				% of
Portfolio Company ^(˄)	Index ^(˄˄)	Spread ^(˄˄)		Rate		Date ^(˄˄˄)	Maturity	Principal	Cost		Fair Value ^(˄˄˄˄)		Net Assets ^(˄˄˄˄˄)
Media: Broadcasting & Subscription
Vice Acquisition Holdco, LLC (fka Vice Group Holding Inc.) ^(k)	SF	8.26	%	13.63	%	7/31/2023	1/31/2028	196	$	196	$	196	0.1	%
Vice Acquisition Holdco, LLC (fka Vice Group Holding Inc.) ^(k)	SF	8.26	%	13.66	%	9/8/2023	12/12/2028	114		114		114	0.1	%
Vice Acquisition Holdco, LLC (fka Vice Group Holding Inc.) ^(k)	SF	8.26	%	13.63	%	7/31/2023	1/31/2028	648		648		648	0.3	%
								958		958		958	0.5	%
Media: Diversified & Production
Attom Intermediate Holdco, LLC	SF	6.61	%	11.93	%	1/4/2019	7/3/2025	1,905		1,903		1,878	0.9	%
Attom Intermediate Holdco, LLC	SF	6.61	%	11.93	%	6/25/2020	7/3/2025	464		464		458	0.2	%
Attom Intermediate Holdco, LLC	SF	6.61	%	11.93	%	7/1/2021	7/3/2025	274		270		270	0.1	%
Attom Intermediate Holdco, LLC	SF	6.61	%	11.93	%	8/4/2022	7/3/2025	790		786		779	0.4	%
Attom Intermediate Holdco, LLC	SF	6.61	%	11.93	%	12/22/2022	7/3/2025	399		390		394	0.2	%
Attom Intermediate Holdco, LLC (Revolver) ^(*)	SF	6.61	%	11.93	%	1/4/2019	7/3/2025	320		120		118	0.1	%
Bonterra, LLC	SF	7.25	%	12.64	%	9/8/2021	9/8/2027	13,437		13,302		13,135	6.3	%
Bonterra, LLC	SF	8.00	%	13.39	% PIK	9/28/2023	9/8/2027	1,902		1,874		1,902	0.9	%
Bonterra, LLC (Revolver) ^(*)	SF	7.25	%	12.64	%	9/8/2021	9/8/2027	1,069		—		—	0.0	%
Chess.com, LLC	SF	6.60	%	11.99	%	12/31/2021	12/31/2027	5,910		5,821		5,866	2.8	%
Chess.com, LLC (Revolver)^(*)	SF	6.60	%	11.99	%	12/31/2021	12/31/2027	652		—		—	0.0	%
Crownpeak Technology, Inc.	SF	7.25	%	12.68	%	2/28/2019	2/28/2025	4,000		3,993		4,000	1.9	%
Crownpeak Technology, Inc.	SF	7.25	%	12.37	%	9/27/2022	2/28/2025	1,273		1,257		1,273	0.6	%
Crownpeak Technology, Inc.	SF	7.25	%	12.68	%	2/28/2019	2/28/2025	60		60		60	0.0	%
Crownpeak Technology, Inc.	SF	7.25	%	12.68	%	9/27/2022	2/28/2025	3,333		3,333		3,333	1.6	%
Crownpeak Technology, Inc. (Revolver) ^(*)	SF	7.35	%	12.67	%	2/28/2019	2/28/2025	500		67		67	0.0	%
Sports Operating Holdings II, LLC	SF	5.85	%	11.17	%	11/3/2022	11/3/2027	2,970		2,907		2,985	1.5	%
Sports Operating Holdings II, LLC (Delayed Draw) ^{() (*)}	SF	5.85	%	11.17	%	11/3/2022	11/3/2027	2,399		242		243	0.1	%
Sports Operating Holdings II, LLC (Revolver) ^(*)	SF	5.85	%	11.17	%	11/3/2022	11/3/2027	519		—		—	0.0	%
V10 Entertainment, Inc.	SF	7.10	%	12.35	%	1/12/2023	1/12/2028	3,990		3,884		4,016	2.0	%
V10 Entertainment, Inc. (Revolver) ^(*)	SF	7.10	%	12.35	%	1/12/2023	1/12/2028	458		—		—	0.0	%
								46,624		40,673		40,777	19.6	%
Retail
				5.44	% Cash/
BLST Operating Company, LLC	SF	9.50	%	12.94	% PIK	8/28/2020	8/28/2025	639		402		600	0.3	%
								639		402		600	0.3	%
Services: Business
				8.95	% Cash/
Aras Corporation	SF	6.90	%	3.25	% PIK	4/13/2021	4/13/2027	2,214		2,193		2,231	1.1	%
Aras Corporation (Revolver)^(*)	P	5.50	%	14.00	%	4/13/2021	4/13/2027	150		110		110	0.1	%
Burroughs, Inc.	SF	6.60	%	11.93	%	12/22/2017	12/20/2024	4,976		4,976		4,976	2.4	%
Burroughs, Inc. (Revolver) ^(*)	SF	6.60	%	11.93	%	12/22/2017	12/20/2024	1,215		1,020		1,020	0.5	%
HS4 Acquisitionco, Inc.	SF	6.85	%	12.17	%	7/9/2019	7/9/2025	9,824		9,752		9,804	4.7	%
HS4 Acquisitionco, Inc. (Revolver) ^(*)	SF	6.85	%	12.17	%	7/9/2019	7/9/2025	817		531		530	0.3	%
iCIMS, Inc.	SF	7.25	%	12.63	%	10/24/2022	8/18/2028	2,500		2,461		2,500	1.2	%
Kingsley Gate Partners, LLC	SF	6.15	%	11.40	%	12/9/2022	12/11/2028	597		586		591	0.3	%
Kingsley Gate Partners, LLC	SF	6.15	%	11.40	%	12/9/2022	12/11/2028	192		192		190	0.1	%
Kingsley Gate Partners, LLC (Delayed Draw) ^{() (*)}	SF	6.15	%	11.48	%	12/9/2022	12/11/2028	600		132		131	0.1	%
Kingsley Gate Partners, LLC (Revolver)^(*)	SF	6.15	%	11.48	%	12/9/2022	12/11/2028	240		—		—	0.0	%
Prototek LLC	SF	7.10	%	12.43	%	12/8/2022	12/8/2027	2,488		2,422		2,432	1.2	%
Prototek LLC (Delayed Draw) ^{() (*)}	SF	7.00	%	12.32	%	12/8/2022	12/8/2027	768		—		—	0.0	%
Prototek LLC (Revolver) ^(*)	SF	7.00	%	12.32	%	12/8/2022	12/8/2027	576		92		90	0.0	%
Relativity ODA LLC	SF	6.60	%	11.92	% PIK	5/12/2021	5/12/2027	2,107		2,074		2,110	1.0	%
Relativity ODA LLC (Revolver) ^(*)	SF	6.60	%	11.92	% PIK	5/12/2021	5/12/2027	180		—		—	0.0	%
Security Services Acquisition Sub Corp.	SF	6.10	%	11.42	%	2/15/2019	9/30/2026	3,353		3,340		3,353	1.6	%
Security Services Acquisition Sub Corp.	SF	6.10	%	11.42	%	2/15/2019	9/30/2026	2,412		2,412		2,412	1.2	%
Security Services Acquisition Sub Corp.	SF	6.10	%	11.42	%	9/30/2021	9/30/2026	7,840		7,793		7,840	3.8	%
Security Services Acquisition Sub Corp.	SF	6.10	%	11.42	%	2/15/2019	9/30/2026	2,119		2,119		2,119	1.0	%
Security Services Acquisition Sub Corp.	SF	6.10	%	11.42	%	2/15/2019	9/30/2026	1,524		1,524		1,524	0.7	%
Vhagar Purchaser, LLC	SF	7.00	%	12.24	%	6/9/2023	6/8/2029	3,000		2,915		3,000	1.4	%
Vhagar Purchaser, LLC (Delayed Draw) ^{() (*)}	SF	7.00	%	12.37	%	6/9/2023	6/8/2029	667		150		150	0.1	%
Vhagar Purchaser, LLC (Revolver) ^(*)	SF	7.00	%	12.24	%	6/9/2023	6/8/2029	333		—		—	0.0	%
VPS Holdings, LLC	SF	7.11	%	12.43	%	10/5/2018	10/4/2024	2,565		2,554		2,570	1.2	%
VPS Holdings, LLC	SF	7.11	%	12.43	%	10/5/2018	10/4/2024	2,107		2,107		2,112	1.0	%
VPS Holdings, LLC (Revolver) ^(*)	SF	7.11	%	12.43	%	10/5/2018	10/4/2024	1,003		703		703	0.3	%
								56,367		52,158		52,498	25.3	%

Table of Contents

MONROE CAPITAL CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

September 30, 2023

(in thousands, except for shares and units)


				Interest		Acquisition			Amortized				% of
Portfolio Company ^(˄)	Index ^(˄˄)	Spread ^(˄˄)		Rate		Date ^(˄˄˄)	Maturity	Principal	Cost		Fair Value ^(˄˄˄˄)		Net Assets ^(˄˄˄˄˄)
Services: Consumer
Express Wash Acquisition Company, LLC	SF	6.76	%	12.01	%	7/14/2022	7/14/2028	7,067	$	7,033	$	7,067	3.4	%
Express Wash Acquisition Company, LLC	SF	6.76	%	12.01	%	7/14/2022	7/14/2028	1,517		1,517		1,517	0.7	%
Express Wash Acquisition Company, LLC (Revolver) ^(*)	SF	6.76	%	12.01	%	7/14/2022	7/14/2028	379		209		209	0.1	%
Kar Wash Holdings, LLC	SF	6.76	%	12.01	%	2/28/2022	2/26/2027	1,580		1,556		1,576	0.8	%
Kar Wash Holdings, LLC	SF	6.76	%	12.01	%	2/28/2022	2/26/2027	1,132		1,132		1,129	0.5	%
Kar Wash Holdings, LLC (Delayed Draw) ^{() (*)}	SF	6.76	%	12.04	%	8/3/2022	2/26/2027	2,653		2,234		2,229	1.1	%
Kar Wash Holdings, LLC (Revolver) ^(*)	SF	6.76	%	12.04	%	2/28/2022	2/26/2027	571		—		—	0.0	%
Mammoth Holdings, LLC	SF	6.76	%	12.01	%	1/25/2023	10/16/2024	13,770		13,765		13,728	6.6	%
Mammoth Holdings, LLC (Revolver) ^(*)	SF	6.76	%	12.01	%	10/16/2018	10/16/2024	657		—		—	0.0	%
								29,326		27,446		27,455	13.2	%
Telecommunications
American Broadband and Telecommunications				18.50	% Cash/
Company LLC (Delayed Draw) ^{() (*)}	P	12.00	%	2.00	% PIK	6/10/2022	6/10/2025	1,377		1,254		1,293	0.6	%
American Broadband and Telecommunications				18.50	% Cash/
Company LLC (Revolver) ^(*)	P	12.00	%	2.00	% PIK	6/10/2022	6/10/2025	500		123		123	0.1	%
Calabrio, Inc.	SF	7.13	%	12.44	%	4/16/2021	4/16/2027	3,400		3,343		3,400	1.6	%
Calabrio, Inc. (Revolver) ^(*)	SF	7.13	%	12.45	%	4/16/2021	4/16/2027	409		234		234	0.1	%
								5,686		4,954		5,050	2.4	%
Wholesale
				12.89	% Cash/
Nearly Natural, Inc.	SF	11.50	%	4.00	% PIK	12/15/2017	3/29/2024	6,545		6,544		6,134	2.9	%
				12.89	% Cash/
Nearly Natural, Inc.	SF	11.50	%	4.00	% PIK	9/22/2020	3/29/2024	1,696		1,696		1,589	0.8	%
				12.89	% Cash/
Nearly Natural, Inc.	SF	11.50	%	4.00	% PIK	2/16/2021	3/29/2024	3,084		3,084		2,890	1.4	%
				12.89	% Cash/
Nearly Natural, Inc.	SF	11.50	%	4.00	% PIK	8/28/2019	3/29/2024	1,847		1,847		1,731	0.8	%
				12.89	% Cash/
Nearly Natural, Inc. (Revolver)	SF	11.50	%	4.00	% PIK	12/15/2017	3/29/2024	2,608		2,608		2,444	1.2	%
								15,780		15,779		14,788	7.1	%
Total Non-Controlled/Non-Affiliate Senior Secured Loans								390,734		349,243		350,695	169.0	%

Unitranche Secured Loans ^(~)
Aerospace & Defense
Cassavant Holdings, LLC	SF	8.36	%	13.69	% PIK	9/8/2021	9/8/2026	7,697		7,601		7,578	3.6	%
								7,697		7,601		7,578	3.6	%

Table of Contents

MONROE CAPITAL CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

September 30, 2023

(in thousands, except for shares and units)


				Interest		Acquisition				Amortized				% of
Portfolio Company ^(˄)	Index ^(˄˄)	Spread ^(˄˄)		Rate		Date ^(˄˄˄)	Maturity		Principal	Cost		Fair Value ^(˄˄˄˄)		Net Assets ^(˄˄˄˄˄)
Services: Business
ASG II, LLC	SF	6.40	%	11.77	%	5/25/2022	5/25/2028		1,900	$	1,868	$	1,900	0.9	%
ASG II, LLC (Delayed Draw) ^{() (*)}	SF	6.40	%	11.77	%	5/25/2022	5/25/2028		285		140		140	0.1	%
Onit, Inc.	SF	7.50	%	12.84	%	12/20/2021	5/2/2025		1,680		1,663		1,680	0.8	%
									3,865		3,671		3,720	1.8	%
Telecommunications
VB E1, LLC	SF	7.75	%	13.14	%	11/18/2020	11/18/2026		2,250		2,250		2,250	1.1	%
									2,250		2,250		2,250	1.1	%
Total Non-Controlled/Non-Affiliate Unitranche Secured Loans									13,812		13,522		13,548	6.5	%

Junior Secured Loans
Banking
MoneyLion, Inc. ^(#)	SF	9.51	%	14.90	%	3/25/2022	3/24/2026		5,250		5,210		5,275	2.5	%
MoneyLion, Inc. ^(#)	P	5.75	%	14.25	%	8/27/2021	10/16/2023		375		373		379	0.2	%
									5,625		5,583		5,654	2.7	%
FIRE: Real Estate
Florida East Coast Industries, LLC^(#)	n/a	n/a		16.00	% PIK	8/9/2021	6/28/2024		845		837		845	0.4	%
				8.00	% Cash/
Witkoff/Monroe 700 JV LLC ^(#)	n/a	n/a		4.00	% PIK	7/2/2021	7/2/2026		6,832		6,832		6,716	3.2	%
				8.00	% Cash/
Witkoff/Monroe 700 JV LLC ^(#)	n/a	n/a		4.00	% PIK	5/16/2023	7/2/2026		1,182		1,182		1,162	0.6	%
Witkoff/Monroe 700 JV LLC				8.00	% Cash/
(Delayed Draw) ^() (*)^(#)	n/a	n/a		4.00	% PIK	9/25/2023	7/22/2026		2,141		614		603	0.3	%
									11,000		9,465		9,326	4.5	%
High Tech Industries
Arcstor Midco, LLC	SF	7.85	%	13.17	% PIK^(***)	3/16/2021	3/16/2027		4,572		4,482		2,419	1.1	%
Arcstor Midco, LLC	SF	8.10	%	13.42	% ^(***)	7/14/2023	3/16/2027		155		150		155	0.1	%
									4,727		4,632		2,574	1.2	%

Media: Broadcasting & Subscription
Vice Acquisition Holdco, LLC (fka Vice Group Holding Inc.) ^(k)	n/a	n/a		n/a	^(##)	5/2/2019	n/a	^(d)	637		637		—	0.0	%
Vice Acquisition Holdco, LLC (fka Vice Group Holding Inc.) ^(k)	n/a	n/a		n/a	^(##)	11/4/2019	n/a	^(d)	122		122		—	0.0	%
Vice Acquisition Holdco, LLC (fka Vice Group Holding Inc.) ^(k)	n/a	n/a		n/a	^(##)	5/2/2019	n/a	^(d)	200		200		—	0.0	%
Vice Acquisition Holdco, LLC (fka Vice Group Holding Inc.) ^(k)	n/a	n/a		n/a	^(##)	5/2/2019	n/a	^(d)	76		76		—	0.0	%
Vice Acquisition Holdco, LLC (fka Vice Group Holding Inc.) ^(k)	SF	8.26	%	13.63	%	7/31/2023	1/31/2028		511		511		463	0.2	%
									1,546		1,546		463	0.2	%
Retail
Forman Mills, Inc.	n/a	3.90	%	3.90	% PIK ^(***)	4/27/2023	6/20/2028		1,308		1,308		965	0.5	%
									1,308		1,308		965	0.5	%
Services: Consumer
				14.00	% Cash/
Education Corporation of America	P	11.00	%	5.50	% PIK ^(***)	9/3/2015	n/a	^(d)	833		831		2,085	1.0	%
									833		831		2,085	1.0	%
Total Non-Controlled/Non-Affiliate Junior Secured Loans									25,039		23,365		21,067	10.1	%

Equity Securities ^{(<) (###)}
Automotive
Born To Run, LLC (269,438 Class A units)	—	—		—	^(##)	4/1/2021	—		—		269		—	0.0	%
Lifted Trucks Holdings, LLC (111,111 Class A units) ^(####)	—	—		—	^(##)	8/2/2021	—		—		111		74	0.0	%
											380		74	0.0	%

Table of Contents

MONROE CAPITAL CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

September 30, 2023

(in thousands, except for shares and units)


			Interest		Acquisition			Amortized				% of
Portfolio Company ^(˄)	Index ^(˄˄)	Spread ^(˄˄)	Rate		Date ^(˄˄˄)	Maturity	Principal	Cost		Fair Value ^(˄˄˄˄)		Net Assets ^(˄˄˄˄˄)
Banking
MV Receivables II, LLC (1,458 common units) ^{(#) (####)}	—	—	—	^(##)	7/29/2021	—	—	$	600	$	—	0.0	%
MV Receivables II, LLC (warrant to purchase up to 0.8% of the equity) ^{(#) (####)}	—	—	—	^(##)	7/28/2021	7/28/2031	—		363		—	0.0	%
									963		—	0.0	%
Capital Equipment
MCP Shaw Acquisitionco, LLC (118,906 Class A-2 units) ^(####)	—	—	—	^(##)	2/28/2020	—	—		119		432	0.2	%
									119		432	0.2	%
Chemicals, Plastics & Rubber
Valudor Products LLC (501,014 Class A-1 units) ^(####)	n/a	n/a	10.00	% PIK	6/18/2018	—	—		501		402	0.2	%
									501		402	0.2	%
Consumer Goods: Durable
Independence Buyer, Inc. (81 Class A units)	—	—	—	^(##)	8/3/2021	—	—		81		68	0.0	%
									81		68	0.0	%
Construction & Building
MEI Buyer LLC (155 shares of common stock)	—	—	—	^(##)	6/30/2023	—	—		155		138	0.1	%
									155		138	0.1	%
Environmental Industries
Quest Resource Management Group, LLC (warrant to purchase up to 0.2% of the equity)	—	—	—	^(##)	10/19/2020	3/17/2028	—		67		264	0.1	%
Quest Resource Management Group, LLC (warrant to purchase up to 0.2% of the equity)	—	—	—	^(##)	10/19/2021	3/17/2028	—		—		185	0.1	%
									67		449	0.2	%
FIRE: Finance
J2 BWA Funding LLC (0.7% profit sharing) ^{(#) (####)}	—	—	—	^(##)	12/24/2020	—	—		—		27	0.0	%
PKS Holdings, LLC (5,680 preferred units) ^(#)	n/a	n/a	12.00	% PIK	11/30/2017	—	—		58		268	0.2	%
PKS Holdings, LLC (5,714 preferred units) ^(#)	n/a	n/a	12.00	% PIK	11/30/2017	—	—		9		41	0.0	%
PKS Holdings, LLC (132 preferred units) ^(#)	n/a	n/a	12.00	% PIK	11/30/2017	—	—		1		6	0.0	%
PKS Holdings, LLC (916 preferred units) ^(#)	n/a	n/a	12.00	% PIK	11/30/2017	—	—		9		42	0.0	%
									77		384	0.2	%
FIRE: Real Estate
			8.00	% Cash/
Witkoff/Monroe 700 JV LLC (2,141 preferred units) ^(#) (####)	n/a	n/a	4.00	% PIK	7/2/2021	—	—		2		1,806	0.9	%
									2		1,806	0.9	%
Healthcare & Pharmaceuticals
Bluesight, Inc. (21 Class A preferred units)	n/a	n/a	9.00	% PIK	7/17/2023	—	—		21		21	0.0	%
Bluesight, Inc. (11,087 Class B common units)	—	—	—	^(##)	7/17/2023	—	—		—		—	0.0	%
Dorado Acquisition, Inc. (189,922 Class A-1 units)	—	—	—	^(##)	6/30/2021	—	—		207		209	0.1	%
Dorado Acquisition, Inc. (189,922 Class A-2 units)	—	—	—	^(##)	6/30/2021	—	—		—		207	0.1	%
KL Moon Acquisition, LLC (fka Spectrum Science Communications, LLC) (0.1% shares of the equity)	—	—	—	^(##)	1/31/2023	—	—		491		500	0.2	%
NationsBenefits, LLC (116,460 Series B units) ^(####)	n/a	n/a	5.00	% PIK	8/20/2021	—	—		781		730	0.4	%
NationsBenefits, LLC (106,667 shares of common units) ^(####)	—	—	—	^(##)	8/20/2021	—	—		153		—	0.0	%
NQ PE Project Colosseum Midco Inc. (327,133 common units)	—	—	—	^(##)	10/4/2022	—	—		327		370	0.2	%
Seran BioScience, LLC (33,333 common units) ^(####)	—	—	—	^(##)	12/31/2020	—	—		334		737	0.4	%
									2,314		2,774	1.4	%

Table of Contents

MONROE CAPITAL CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

September 30, 2023

(in thousands, except for shares and units)


			Interest		Acquisition			Amortized				% of
Portfolio Company ^(˄)	Index ^(˄˄)	Spread ⁽^˄˄⁾	Rate		Date ^(˄˄˄)	Maturity	Principal	Cost		Fair Value ^(˄˄˄˄)		Net Assets ^(˄˄˄˄˄)
High Tech Industries
Amelia Holding II, LLC (warrant to purchase up to 0.1% of the equity)	—	—	—	^(##)	12/21/2022	12/21/2032	—	$	—	$	28	0.0	%
Drawbridge Partners, LLC (130,433 Class A-1 units)	—	—	—	^(##)	9/1/2022	—	—		130		132	0.1	%
Planful, Inc. (473,082 Class A units)	n/a	n/a	8.00	% PIK	12/28/2018	—	—		473		860	0.5	%
Planful, Inc. (35,791 Class B units)	—	—	—	^(##)	5/3/2023	—	—		—		19	0.0	%
Recorded Future, Inc. (80,486 Class A units) ^(e)	—	—	—	^(##)	7/3/2019	—	—		81		281	0.1	%
Sparq Holdings, Inc. (300,000 shares of common stock)	—	—	—	^(##)	6/15/2023	—	—		300		305	0.1	%
									984		1,625	0.8	%
Hotels, Gaming & Leisure
Equine Network, LLC (108 Class A units) ^(####)	—	—	—	^(##)	12/31/2020	—	—		111		115	0.1	%
									111		115	0.1	%
Media: Advertising, Printing & Publishing
AdTheorent Holding Company, Inc. (177,362 shares of common stock) ^{(#) (f)}	—	—	—	^(##)	12/22/2016	—	—		113		229	0.1	%
InMobi Pte, Ltd. (warrant to purchase up to 2.8% of the equity) ^{(#) (b)}	—	—	—	^(##)	9/18/2015	9/18/2025	—		—		1,965	1.0	%
Relevate Health Group, LLC (40 preferred units)	n/a	n/a	12.00	% PIK	11/20/2020	—	—		40		39	0.0	%
Relevate Health Group, LLC (40 Class B common units)	—	—	—	^(##)	11/20/2020	—	—		—		—	0.0	%
Spherix Global Inc. (81 Class A units)	—	—	—	^(##)	12/22/2021	—	—		81		54	0.0	%
XanEdu Publishing, Inc. (49,479 Class A units)	n/a	n/a	8.00	% PIK	1/28/2020	—	—		49		243	0.1	%
									283		2,530	1.2	%
Media: Broadcasting & Subscription
Vice Acquisition Holdco, LLC (fka Vice Group Holding Inc.) (1,480,000 Class A units) ^(k)	—	—	—	^(##)	7/31/2023	—	—		1,480		1,342	0.6	%
									1,480		1,342	0.6	%
Media: Diversified & Production
Attom Intermediate Holdco, LLC (297,197 Class A units) ^(####)	—	—	—	^(##)	1/4/2019	—	—		297		418	0.2	%
Chess.com, LLC (2 Class A units) ^(####)	—	—	—	^(##)	12/31/2021	—	—		87		55	0.0	%
V10 Entertainment, Inc. (392,157 shares of common units) ^(g)	—	—	—	^(##)	1/12/2023	—	—		203		185	0.1	%
									587		658	0.3	%
Retail
BLST Operating Company, LLC (139,883 Class A units) ^(####)	—	—	—	^(##)	8/28/2020	—	—		712		420	0.2	%
									712		420	0.2	%
Services: Business
APCO Worldwide, Inc. (100 Class A voting common stock)	—	—	—	^(##)	11/1/2017	—	—		395		1,098	0.5	%
									395		1,098	0.5	%
Services: Consumer
Education Corporation of America - Series G Preferred Stock (8,333 shares)	n/a	n/a	12.00	% PIK ^(***)	9/3/2015	—	—		7,492		—	0.0	%
Express Wash Acquisition Company, LLC (121,311 Class A units) ^(####)	n/a	n/a	8.00	% PIK	12/28/2020	—	—		125		75	0.1	%
IDIG Parent, LLC (245,958 shares of common stock) ^{(####) (h)}	—	—	—	^(##)	1/4/2021	—	—		250		287	0.2	%
Kar Wash Holdings, LLC (99,807 Class A units)	—	—	—	^(##)	2/28/2022	—	—		103		61	0.0	%
Kar Wash Holdings, LLC - Series A Preferred Stock (8,619 shares)	—	—	—	^(##)	6/27/2023	—	—		11		11	0.0	%
									7,981		434	0.3	%
Telecommunications
American Broadband and Telecommunications Company LLC (warrant to purchase up to 0.2% of the equity)	—	—	—	^(##)	6/10/2022	6/10/2032	—		42		56	0.0	%
									42		56	0.0	%
Wholesale
Nearly Natural, Inc. (152,174 Class A units)	—	—	—	^(##)	12/15/2017	—	—		153		—	0.0	%
Nearly Natural, Inc. (61,087 Class AA units)	—	—	—	^(##)	8/27/2021	—	—		61		2	0.0	%
									214		2	0.0	%
Total Non-Controlled/Non-Affiliate Equity Securities									17,448		14,807	7.2	%
Total Non-Controlled/Non-Affiliate Company Investments								$	403,578	$	400,117	192.8	%

Table of Contents

MONROE CAPITAL CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

September 30, 2023

(in thousands, except for shares and units)


				Interest		Acquisition				Amortized				% of
Portfolio Company ^(˄)	Index ^(˄˄)	Spread ^(˄˄)		Rate		Date ^(˄˄˄)	Maturity		Principal	Cost		Fair Value ^(˄˄˄˄)		Net Assets ^(˄˄˄˄˄)
Non-Controlled Affiliate Company Investments ^(<<)
Senior Secured Loans
Beverage, Food & Tobacco
TJ Management HoldCo LLC (Revolver)^(*)	SF	5.61	%	10.93	%	9/9/2020	6/28/2024		477	$	80	$	80	0.0	%
									477		80		80	0.0	%
FIRE: Real Estate
American Community Homes, Inc.	SF	8.11	%	13.43	% PIK	7/22/2014	12/31/2026		12,411		12,411		8,193	3.9	%
American Community Homes, Inc.	SF	12.61	%	17.93	% PIK	7/22/2014	12/31/2026		6,105		6,105		4,030	2.0	%
American Community Homes, Inc.	SF	8.11	%	13.43	% PIK	5/24/2017	12/31/2026		752		752		497	0.2	%
American Community Homes, Inc.	SF	8.11	%	13.43	% PIK	8/10/2018	12/31/2026		2,766		2,766		1,826	0.9	%
American Community Homes, Inc.	SF	8.11	%	13.43	% PIK	3/29/2019	12/31/2026		5,121		5,121		3,381	1.6	%
American Community Homes, Inc.	SF	8.11	%	13.43	% PIK	9/30/2019	12/31/2026		24		24		16	0.0	%
American Community Homes, Inc.	SF	8.11	%	13.43	% PIK	12/30/2019	12/31/2026		117		117		77	0.0	%
American Community Homes, Inc. (Revolver) ^(*)	SF	8.11	%	13.43	% PIK	3/30/2020	12/31/2026		2,500		—		—	0.0	%
HFZ Capital Group LLC ^{(#) (i)}	P	9.46	%	17.96	% PIK	10/20/2017	n/a	^(d)	13,242		13,242		16,962	8.2	%
HFZ Capital Group LLC ^{(#) (i)}	P	9.46	%	17.96	% PIK	10/20/2017	n/a	^(d)	4,758		4,758		6,094	2.9	%
MC Asset Management (Corporate), LLC ^(#) ⁽ⁱ⁾	L	15.00	%	20.53	% PIK	1/26/2021	1/26/2024		9,732		9,732		9,732	4.7	%
MC Asset Management (Corporate), LLC ^{(#) (i)}	SF	15.00	%	20.25	% PIK	4/26/2021	1/26/2024		2,903		2,903		2,903	1.4	%
Second Avenue SFR Holdings II LLC (Revolver) ^(*)^(#)	SF	7.00	%	12.33	%	8/11/2021	8/9/2024		4,875		4,785		4,761	2.4	%
									65,306		62,716		58,472	28.2	%
High Tech Industries
				8.65	% Cash/
Mnine Holdings, Inc.	SF	8.26	%	5.00	% PIK	11/2/2018	12/30/2024		6,059		6,057		6,059	2.9	%
				8.62	% Cash/
Mnine Holdings, Inc.	SF	8.26	%	5.00	% PIK	7/27/2023	12/30/2024		53		53		53	0.0	%
Mnine Holdings, Inc. (Revolver)	SF	7.26	%	12.65	%	8/9/2022	12/30/2024		533		533		533	0.3	%
									6,645		6,643		6,645	3.2	%
Services: Consumer
NECB Collections, LLC (Revolver) ^(*)	L	11.00	%	16.94	% ^(***)	6/25/2019	n/a	^(d)	1,356		1,312		424	0.2	%
									1,356		1,312		424	0.2	%
Total Non-Controlled Affiliate Senior Secured Loans									73,784		70,751		65,621	31.6	%

Junior Secured Loans
FIRE: Real Estate
SFR Holdco, LLC ^(#)	n/a	n/a		8.00	%	8/6/2021	7/28/2028		5,850		5,850		6,358	3.1	%
									5,850		5,850		6,358	3.1	%
Total Non-Controlled Affiliate Company Junior Secured Loans									5,850		5,850		6,358	3.1	%

Table of Contents

MONROE CAPITAL CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

September 30, 2023

(in thousands, except for shares and units)


			Interest		Acquisition			Amortized				% of
Portfolio Company ^(˄)	Index ^(˄˄)	Spread ^(˄˄)	Rate		Date ^(˄˄˄)	Maturity	Principal	Cost		Fair Value ^(˄˄˄˄)		Net Assets ^(˄˄˄˄˄)
Equity Securities ^(<<) ^(###)
Beverage, Food & Tobacco
TJ Management HoldCo LLC (16 shares of common stock) ^(####)	—	—	—	^(##)	9/9/2020	—	—	$	1,631	$	3,183	1.5	%
									1,631		3,183	1.5	%
FIRE: Real Estate
American Community Homes, Inc. (4,940 shares of common stock)	—	—	—	^(##)	12/29/2022	—	—		—		—	0.0	%
MC Asset Management (Corporate), LLC (15.9% of interests) ^{(#) (####) (i)}	—	—	—	^(##)	6/11/2019	—	—		793		1,232	0.6	%
SFR Holdco, LLC (24.4% of interests) ^(#)	—	—	—	^(##)	8/6/2021	—	—		3,900		4,239	2.0	%
									4,693		5,471	2.6	%
Healthcare & Pharmaceuticals
Ascent Midco, LLC (2,032,258 Class A units) ^(####)	n/a	n/a	8.00	% PIK	2/5/2020	—	—		2,032		1,914	0.9	%
Familia Dental Group Holdings, LLC (1,212 Class A units) ^{(####) (j)}	—	—	—	^(##)	4/8/2016	—	—		4,152		2,351	1.2	%
									6,184		4,265	2.1	%
High Tech Industries
Mnine Holdings, Inc. (6,400 Class B units)	—	—	—	^(##)	6/30/2020	—	—		—		—	0.0	%
									—		—	0.0	%
Services: Consumer
NECB Collections, LLC (20.8% of LLC units) ^(####)	—	—	—	^(##)	6/21/2019	—	—		1,458		—	0.0	%
									1,458		—	0.0	%
Total Non-Controlled Affiliate Equity Securities									13,966		12,919	6.2	%
Total Non-Controlled Affiliate Company Investments								$	90,567	$	84,898	40.9	%

Controlled Affiliate Company Investments ^(<<<)
Equity Securities
Investment Funds & Vehicles
MRCC Senior Loan Fund I, LLC (50.0% of the equity interests)^(#)	—	—	—		10/31/2017	—	—	$	42,650	$	33,269	16.0	%
Total Controlled Affiliate Equity Securities									42,650		33,269	16.0	%
Total Controlled Affiliate Company Investments								$	42,650	$	33,269	16.0	%

TOTAL INVESTMENTS								$	536,795	$	518,284	249.7	%

Table of Contents

MONROE CAPITAL CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

September 30, 2023

(in thousands, except for shares and units)

Derivative Instruments

Foreign currency forward contracts

There were no foreign currency forward contracts held as of September 30, 2023.

Table of Contents

MONROE CAPITAL CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

September 30, 2023

(in thousands, except for shares and units)

⁽^Ù⁾ All of the Company’s investments are issued by eligible portfolio companies, as defined in the Investment Company Act of 1940 (the “1940 Act”), unless otherwise noted. All of the Company’s investments are issued by U.S. portfolio companies unless otherwise noted.

⁽^Ù^Ù⁾ The majority of the investments bear interest at a rate that may be determined by reference to the London Interbank Offered Rate (“LIBOR” or “L”), Prime Rate (“Prime” or “P”), or Secured Overnight Financing Rate (“SOFR” or “SF”) which reset daily, monthly, quarterly, or semiannually. For each such investment, the Company has provided the spread over LIBOR, Prime, or SOFR and the current contractual interest rate in effect at September 30, 2023. Certain investments are subject to an interest rate floor or rate cap. Certain investments contain a Payment-in-Kind (“PIK”) provision.

⁽^Ù^Ù^Ù⁾ Except as otherwise noted, all of the Company’s portfolio company investments, which as of September 30, 2023 represented 249.7% of the Company’s net assets or 95.5% of the Company’s total assets, are subject to legal restrictions on sales.

⁽^Ù^Ù^Ù^Ù⁾ Because there is no readily available market value for these investments, the fair value of these investments is determined in good faith using significant unobservable inputs by the Valuation Designee. (See Note 4 in the accompanying notes to the consolidated financial statements).

⁽^Ù^Ù^Ù^Ù^Ù⁾ Percentages are based on net assets of $207,555 as of September 30, 2023.

^(~) The Company structures its unitranche secured loans as senior secured loans. The Company obtains security interests in the assets of these portfolio companies that serve as collateral in support of the repayment of these loans. This collateral may take the form of first-priority liens on the assets of a portfolio company. Generally, the Company syndicates a “first out” portion of the loan to an investor and retains a “last out” portion of the loan, in which case the “first out” portion of the loan will generally receive priority with respect to payments of principal, interest and any other amounts due thereunder. Unitranche structures combine characteristics of traditional first lien senior secured as well as second lien and subordinated loans and the Company’s unitranche secured loans will expose the Company to the risks associated with second lien and subordinated loans and may limit the Company’s recourse or ability to recover collateral upon a portfolio company’s bankruptcy. Unitranche secured loans typically provide for moderate loan amortization in the initial years of the facility, with the majority of the amortization deferred until loan maturity. Unitranche secured loans generally allow the borrower to make a large lump sum payment of principal at the end of the loan term, and there is a risk of loss if the borrower is unable to pay the lump sum or refinance the amount owed at maturity. In many cases the Company, together with its affiliates, are the sole or majority lender of these unitranche secured loans, which can afford the Company additional influence with a borrower in terms of monitoring and, if necessary, remediation in the event of underperformance.

^(<) Represents less than 5% ownership of the portfolio company’s voting securities.

^(<<) As defined in the 1940 Act, the Company is deemed to be an “Affiliated Person” of the portfolio company as it owns 5% or more of the portfolio company’s voting securities. See Note 5 in the accompanying notes to the consolidated financial statements for additional information on transactions in which the issuer was an Affiliated Person (but not a portfolio company that the Company is deemed to control).

^(<<<) As defined in the 1940 Act, the Company is deemed to be both an “Affiliated Person” of and to “Control” this portfolio company as it owns more than 25% of the portfolio company’s voting securities. See Note 5 in the accompanying notes to the consolidated financial statements for additional information on transactions in which the issuer was both an Affiliated Person and a portfolio company that the Company is deemed to Control.

^(#) This investment is treated as a non-qualifying investment under Section 55(a) of the 1940 Act. Under the 1940 Act, the Company may not acquire any non-qualifying asset unless, at the time the acquisition is made, qualifying assets represent at least 70% of the Company’s total assets. As of September 30, 2023, non-qualifying assets totaled 22.5% of the Company’s total assets.

^(##) Represents a non-income producing security.

^(###) Ownership of certain equity investments may occur through a holding company or partnership.

^(####)Investment is held by a taxable subsidiary of the Company. See Note 2 in the accompanying notes to the consolidated financial statements for additional information on the Company’s wholly-owned taxable subsidiaries.

^(*) All or a portion of this commitment was unfunded at September 30, 2023. As such, interest is earned only on the funded portion of this commitment.

^(**) This delayed draw loan requires that certain financial covenants be met by the portfolio company prior to any fundings.

^(***) This position was on non-accrual status as of September 30, 2023, meaning that the Company has ceased accruing interest income on the position. See Note 2 in the accompanying notes to the consolidated financial statements for additional information on the Company’s accounting policies.

^(a) This investment represents a note convertible to preferred shares of the borrower.

^(b) This is an international company.

^(c)During 2020, an arbitrator issued a final award in favor of the estate of Rockdale Blackhawk, LLC (the “Estate”) in the legal proceeding between the Estate and a national insurance carrier. The Company’s share of the net proceeds from the award exceeded the contractual obligations due to the Company as a result of the Company’s right to receive excess proceeds pursuant to the terms of a sharing agreement between the lenders and the Estate. This investment is a non-income producing security.

^(d) This is a demand note with no stated maturity.

^(e) As of September 30, 2023, the Company was party to a subscription agreement with a commitment to fund an additional equity investment of $16.

^(f) The fair value of this investment was valued using Level 1 inputs. See Note 4 in the accompanying notes to the consolidated financial statements.

^(g)As of September 30, 2023, the Company was party to a subscription agreement with a commitment to fund an additional equity investment of $189.

^(h) As of September 30, 2023, the Company was party to a subscription agreement with a commitment to fund an equity investment of $43.

⁽ⁱ⁾ The Company restructured its investments in HFZ Capital Group LLC (“HFZ”) and HFZ Member RB portfolio, LLC (“Member RB”) during 2020. As part of the restructuring of HFZ, the Company obtained a 15.9% equity interest in MC Asset Management (Corporate), LLC (“Corporate”). As part of the Member RB restructuring, the Company exchanged its loan in Member RB for a promissory note in MC Asset Management (Industrial), LLC (“Industrial”). Corporate owns 100% of the equity of Industrial. In conjunction with these restructurings, the Company participated $4,758 of principal of its loan to HFZ as an equity contribution to Industrial. This participation did not qualify for sale accounting under ASC Topic 860–Transfers and Servicing because the sale did not meet the definition of a “participating interest”, as defined in the guidance, in order for sale treatment to be allowed. As a result, the Company continues to reflect its full investment in HFZ but has split the loan into two investments.

^(j)As of September 30, 2023, the Company was party to a subscription agreement with a commitment to fund an additional equity investment of $61.

^(k) During the three months ended September 30, 2023, the senior secured lender group of Vice Group Inc. (“Vice OldCo”) established Vice Acquisition Holdco, LLC (“Vice NewCo”) in order to acquire a substantial portion of the assets of Vice OldCo as part of a bankruptcy restructuring. Vice NewCo credit bid a portion of the senior secured debt in Vice OldCo to acquire certain assets of Vice OldCo which constitute the ongoing operations of the portfolio company. The Company’s outstanding senior secured debt investment in Vice OldCo was reduced and rolled into new secured debt investments and the remaining amount of the credit bid established the cost basis of its new equity investment. While the Company still has loans outstanding at Vice OldCo, the Company has valued these positions at zero as of the end of the period.

n/a - not applicable

Table of Contents

MONROE CAPITAL CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2022

(in thousands, except for shares and units)


				Interest		Acquisition					Fair		% of
Portfolio Company ^(˄)	Index ^(˄˄)	Spread ^(˄˄)		Rate		Date ^(˄˄˄)	Maturity	Principal	Amortized Cost		Value ^(˄˄˄˄)		Net Assets ^(˄˄˄˄˄)
Non-Controlled/Non-Affiliate Company Investments
Senior Secured Loans
Automotive
Born To Run, LLC	L	6.00	%	10.73	%	4/1/2021	4/1/2027	3,448	$	3,395	$	3,318	1.5	%
Born To Run, LLC	L	6.00	%	10.73	%	4/1/2021	4/1/2027	470		470		452	0.2	%
Hastings Manufacturing Company	L	7.25	%	11.64	%	4/24/2018	4/24/2023	2,026		2,023		2,026	0.9	%
Lifted Trucks Holdings, LLC	L	5.75	%	9.49	%	8/2/2021	8/2/2027	6,930		6,816		6,840	3.1	%
Lifted Trucks Holdings, LLC (Delayed Draw) ^{() (*)}	L	5.75	%	9.49	%	8/2/2021	8/2/2027	1,400		—		—	0.0	%
Lifted Trucks Holdings, LLC (Revolver) ^(*)	L	5.75	%	9.49	%	8/2/2021	8/2/2027	1,667		—		—	0.0	%
Panda Acquisition, LLC	SF	6.35	%	10.28	%	12/20/2022	10/18/2028	4,500		3,691		3,690	1.6	%
								20,441		16,395		16,326	7.3	%
Banking
MV Receivables II, LLC ^(#)	L	9.75	%	13.87	%	7/29/2021	7/29/2026	8,115		7,752		7,968	3.6	%
StarCompliance MidCo, LLC	L	6.75	%	11.48	%	1/12/2021	1/12/2027	2,000		1,971		1,968	0.9	%
StarCompliance MidCo, LLC	L	6.75	%	11.48	%	10/12/2021	1/12/2027	336		330		330	0.1	%
StarCompliance MidCo, LLC (Revolver) ^(*)	L	6.75	%	11.14	%	1/12/2021	1/12/2027	322		81		79	0.0	%
								10,773		10,134		10,345	4.6	%
Beverage, Food & Tobacco
LVF Holdings, Inc.	L	6.25	%	8.45	%	6/10/2021	6/10/2027	1,481		1,458		1,437	0.6	%
LVF Holdings, Inc.	L	6.25	%	8.45	%	6/10/2021	6/10/2027	1,418		1,418		1,375	0.6	%
LVF Holdings, Inc. (Delayed Draw) ^{() (*)}	L	6.25	%	8.45	%	6/10/2021	6/10/2027	344		—		—	0.0	%
LVF Holdings, Inc. (Revolver) ^(*)	L	6.25	%	10.98	%	6/10/2021	6/10/2027	238		157		152	0.1	%
LX/JT Intermediate Holdings, Inc.	SF	6.00	%	10.42	%	3/11/2020	3/11/2025	5,468		5,413		5,394	2.4	%
LX/JT Intermediate Holdings, Inc. (Revolver) ^(*)	SF	6.00	%	10.42	%	3/11/2020	3/11/2025	833		—		—	0.0	%
								9,782		8,446		8,358	3.7	%
Capital Equipment
CGI Automated Manufacturing, LLC	SF	6.50	%	11.34	%	9/9/2022	12/17/2026	3,975		3,863		3,975	1.8	%
CGI Automated Manufacturing, LLC	SF	6.50	%	11.34	%	9/30/2022	12/17/2026	1,141		1,114		1,141	0.5	%
MCP Shaw Acquisitionco, LLC	SF	6.50	%	11.06	%	2/28/2020	11/28/2025	9,722		9,615		9,736	4.4	%
MCP Shaw Acquisitionco, LLC	SF	6.50	%	11.06	%	12/29/2021	11/28/2025	2,972		2,926		2,977	1.3	%
MCP Shaw Acquisitionco, LLC	SF	6.50	%	11.06	%	12/29/2021	11/28/2025	978		978		979	0.4	%
MCP Shaw Acquisitionco, LLC (Revolver) ^(*)	SF	6.50	%	11.06	%	2/28/2020	11/28/2025	1,784		—		—	0.0	%
								20,572		18,496		18,808	8.4	%

Table of Contents

MONROE CAPITAL CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS – (continued)

December 31, 2022

(in thousands, except for shares and units)


				Interest		Acquisition					Fair		% of
Portfolio Company ^(˄)	Index ^(˄˄)	Spread ^(˄˄)		Rate		Date ^(˄˄˄)	Maturity	Principal	Amortized Cost		Value ^(˄˄˄˄)		Net Assets ^(˄˄˄˄˄)
Chemicals, Plastics & Rubber
				10.39	% Cash/
Valudor Products LLC	L	7.50	%	1.50	% PIK	6/18/2018	6/19/2023	1,609	$	1,606	$	1,958	0.9	%
Valudor Products LLC ^(a)	L	7.50	%	11.89	% PIK	6/18/2018	6/19/2023	260		260		312	0.1	%
Valudor Products LLC	L	7.50	%	11.89	%	12/22/2021	6/19/2023	502		502		1,565	0.7	%
Valudor Products LLC (Revolver) ^(*)	L	9.50	%	13.89	%	6/18/2018	6/19/2023	1,095		55		55	0.0	%
								3,466		2,423		3,890	1.7	%
Construction & Building
TCFIII OWL Buyer LLC	SF	5.50	%	9.94	%	4/19/2021	4/17/2026	2,019		1,994		2,022	0.9	%
TCFIII OWL Buyer LLC	SF	5.50	%	9.94	%	4/19/2021	4/17/2026	2,466		2,466		2,469	1.1	%
TCFIII OWL Buyer LLC	SF	5.50	%	9.94	%	12/17/2021	4/17/2026	2,213		2,182		2,215	1.0	%
								6,698		6,642		6,706	3.0	%
Consumer Goods: Durable
Independence Buyer, Inc.	SF	5.50	%	9.74	%	8/3/2021	8/3/2026	5,940		5,849		5,866	2.6	%
Independence Buyer, Inc. (Revolver) ^(*)	SF	5.50	%	9.74	%	8/3/2021	8/3/2026	1,423		—		—	0.0	%
Recycled Plastics Industries, LLC	L	6.75	%	10.87	%	8/4/2021	8/4/2026	3,456		3,403		3,370	1.5	%
Recycled Plastics Industries, LLC (Revolver) ^(*)	L	6.75	%	10.87	%	8/4/2021	8/4/2026	473		—		—	0.0	%
								11,292		9,252		9,236	4.1	%
Consumer Goods: Non-Durable
				11.15	% Cash/
The Kyjen Company, LLC	SF	7.15	%	0.50	% PIK	5/14/2021	4/3/2026	986		979		975	0.5	%
The Kyjen Company, LLC	SF	7.00	%	11.42	% PIK	9/13/2022	4/3/2026	—		—		—	0.0	%
				10.92	% Cash/
The Kyjen Company, LLC (Revolver) ^(*)	SF	7.10	%	0.50	% PIK	5/14/2021	4/3/2026	105		89		88	0.0	%
Thrasio, LLC	L	7.00	%	11.73	%	12/18/2020	12/18/2026	2,445		2,440		2,445	1.1	%
								3,536		3,508		3,508	1.6	%
Environmental Industries
Quest Resource Management Group, LLC	L	6.50	%	10.62	%	10/19/2020	10/20/2025	972		908		972	0.4	%
Quest Resource Management Group, LLC	L	6.50	%	10.62	%	10/19/2020	10/20/2025	1,068		1,068		1,067	0.5	%
Quest Resource Management Group, LLC	L	6.50	%	10.62	%	12/7/2021	10/20/2025	3,796		3,738		3,781	1.7	%
Quest Resource Management Group, LLC (Delayed Draw) ^{() (*)}	L	6.50	%	10.62	%	12/7/2021	10/20/2025	1,772		383		381	0.2	%
								7,608		6,097		6,201	2.8	%
FIRE: Finance
Avalara, Inc.	SF	7.25	%	11.83	%	10/19/2022	10/19/2028	4,000		3,902		3,900	1.7	%
Avalara, Inc. (Revolver) ^(*)	SF	7.25	%	11.83	%	10/19/2022	10/19/2028	400		—		—	0.0	%
GC Champion Acquisition LLC	SF	6.75	%	11.15	%	8/19/2022	8/18/2028	2,528		2,480		2,503	1.1	%
GC Champion Acquisition LLC (Delayed Draw)^{() (*)}	SF	6.75	%	11.15	%	8/19/2022	8/18/2028	704		—		—	0.0	%
J2 BWA Funding LLC (Delayed Draw) ^{() (*) (#)}	n/a	n/a		9.00	%	12/24/2020	12/24/2026	2,750		1,303		1,298	0.6	%
Liftforward SPV II, LLC ^(#)	L	10.75	%	15.14	%	11/10/2016	3/31/2023	413		413		403	0.2	%
Oceana Australian Fixed Income Trust ^{(#) (b) (c)}	n/a	n/a		10.75	%	6/29/2021	6/29/2026	3,084		3,400		3,084	1.4	%
Oceana Australian Fixed Income Trust ^{(#) (b) (c)}	n/a	n/a		11.50	%	2/25/2021	2/25/2026	7,321		8,460		7,321	3.2	%
W3 Monroe RE Debt LLC ^(#)	n/a	n/a		10.00	% PIK	2/5/2021	2/4/2028	3,210		3,210		3,210	1.4	%
YS WH4 LLC (Revolver) ^{(*) (#)}	SF	7.00	%	11.44	%	7/20/2022	11/20/2025	5,250		1,776		1,776	0.8	%
								29,660		24,944		23,495	10.4	%

Table of Contents

MONROE CAPITAL CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS – (continued)

December 31, 2022

(in thousands, except for shares and units)


				Interest		Acquisition						Fair		% of
Portfolio Company ^(˄)	Index ^(˄˄)	Spread ^(˄˄)		Rate		Date ^(˄˄˄)	Maturity		Principal	Amortized Cost		Value ^(˄˄˄˄)		Net Assets ^(˄˄˄˄˄)
FIRE: Real Estate
Centaur (Palm Beach) Owner LLC and Panther National Golf Club LLC ^(#)	SF	8.25	%	12.43	%	5/3/2022	4/30/2025		3,300	$	3,245	$	3,296	1.5	%
Centaur (Palm Beach) Owner LLC and Panther National Golf Club LLC ^(#)	SF	8.25	%	12.43	%	5/3/2022	4/30/2025		337		337		337	0.1	%
Centaur (Palm Beach) Owner LLC and Panther National Golf Club LLC (Revolver) ^{(*) (#)}	SF	8.25	%	12.43	%	5/3/2022	4/30/2025		1,653		720		719	0.3	%
Florida East Coast Industries, LLC ^(#)	n/a	n/a		10.50	%	8/9/2021	6/28/2024		617		606		619	0.3	%
NCBP Property, LLC ^(#)	L	9.50	%	13.62	%	12/18/2020	6/16/2023		1,950		1,945		1,955	0.9	%
									7,857		6,853		6,926	3.1	%
Healthcare & Pharmaceuticals
Brickell Bay Acquisition Corp.	L	6.50	%	10.24	%	2/12/2021	2/12/2026		1,880		1,850		1,847	0.8	%
				8.97	% Cash/	6/30/2021	6/30/2027		5,016		4,935		4,630	2.1	%
Caravel Autism Health, LLC	SF	8.75	%	3.00	% PIK
				8.97	% Cash/
Caravel Autism Health, LLC (Delayed Draw) ^{() (*)}	SF	8.75	%	3.00	% PIK	6/30/2021	6/30/2027		3,750		188		173	0.1	%
				8.97	% Cash/
Caravel Autism Health, LLC (Revolver) ^(*)	SF	8.75	%	3.00	% PIK	6/30/2021	6/30/2027		1,260		1,135		1,048	0.5	%
Dorado Acquisition, Inc.	SF	6.50	%	10.72	%	6/30/2021	6/30/2026		4,938		4,862		4,928	2.2	%
Dorado Acquisition, Inc.	SF	6.76	%	11.34	%	11/27/2022	6/30/2026		4,082		3,980		4,074	1.8	%
Dorado Acquisition, Inc. (Delayed Draw) ^{() (*)}	SF	6.50	%	10.72	%	6/30/2021	6/30/2026		216		—		—	0.0	%
Dorado Acquisition, Inc. (Revolver)	SF	6.50	%	10.92	%	6/30/2021	6/30/2026		596		596		596	0.3	%
				8.08	% Cash/
INH Buyer, Inc.	SF	7.00	%	3.50	% PIK	6/30/2021	6/28/2028		2,950		2,925		2,832	1.3	%
NationsBenefits, LLC	SF	7.00	%	11.22	%	8/20/2021	8/26/2027		3,960		3,898		4,039	1.8	%
NationsBenefits, LLC	SF	7.00	%	11.22	%	8/26/2022	8/26/2027		4,719		4,719		4,813	2.1	%
NationsBenefits, LLC (Delayed Draw) ^{() (*)}	SF	7.00	%	11.22	%	8/26/2022	8/26/2027		5,089		942		961	0.4	%
NationsBenefits, LLC (Revolver) ^(*)	SF	7.00	%	11.42	%	8/20/2021	8/26/2027		2,222		889		889	0.4	%
NQ PE Project Colosseum Midco Inc.	SF	6.00	%	10.59	%	10/4/2022	10/4/2028		3,500		3,432		3,430	1.5	%
NQ PE Project Colosseum Midco Inc. (Delayed Draw) ^{() (*)}	SF	6.00	%	10.59	%	10/4/2022	10/4/2028		778		—		—	0.0	%
NQ PE Project Colosseum Midco Inc. (Revolver) ^(*)	SF	6.00	%	10.59	%	10/4/2022	10/4/2028		438		—		—	0.0	%
Rockdale Blackhawk, LLC ^(d)	n/a	n/a		n/a		3/31/2015	n/a	^(e)	—		—		557	0.2	%
Seran BioScience, LLC	SF	6.25	%	9.96	%	12/31/2020	7/8/2027		2,456		2,424		2,435	1.1	%
Seran BioScience, LLC (Delayed Draw) ^{() (*)}	SF	6.25	%	10.67	%	7/8/2022	7/8/2027		2,776		1,331		1,320	0.6	%
Seran BioScience, LLC (Revolver) ^(*)	SF	6.25	%	9.96	%	12/31/2020	7/8/2027		444		—		—	0.0	%
				7.86	% Cash/
TigerConnect, Inc.	SF	7.25	%	3.63	% PIK	2/16/2022	2/16/2028		3,000		2,947		2,963	1.3	%
				7.86	% Cash/
TigerConnect, Inc. (Delayed Draw) ^{() (*)}	SF	7.25	%	3.63	% PIK	2/16/2022	2/16/2028		124		28		27	0.0	%
TigerConnect, Inc. (Revolver) ^(*)	SF	7.25	%	11.49	%	2/16/2022	2/16/2028		429		—		—	0.0	%
Whistler Parent Holdings III, Inc.	SF	6.75	%	11.17	%	6/3/2022	6/2/2028		4,500		4,415		4,457	2.0	%
Whistler Parent Holdings III, Inc. (Delayed Draw) ^{() (*)}	SF	6.75	%	11.17	%	6/3/2022	6/2/2028		1,406		56		56	0.0	%
Whistler Parent Holdings III, Inc. (Revolver) ^(*)	SF	6.75	%	11.17	%	6/3/2022	6/2/2028		563		84		84	0.0	%
									61,092		45,636		46,159	20.5	%

Table of Contents

MONROE CAPITAL CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS – (continued)

December 31, 2022

(in thousands, except for shares and units)


				Interest		Acquisition					Fair		% of
Portfolio Company ^(˄)	Index ^(˄˄)	Spread ^(˄˄)		Rate		Date ^(˄˄˄)	Maturity	Principal	Amortized Cost		Value ^(˄˄˄˄)		Net Assets ^(˄˄˄˄˄)
High Tech Industries
				13.77	% Cash/
Amelia Holding II, LLC	SF	10.26	%	1.00	% PIK	12/21/2022	12/21/2027	2,000	$	1,940	$	1,940	0.9	%
				13.77	% Cash/
Amelia Holding II, LLC (Delayed Draw) ^{() (*)}	SF	10.26	%	1.00	% PIK	12/21/2022	12/21/2027	667		—		—	0.0	%
				13.77	% Cash/
Amelia Holding II, LLC (Revolver) ^(*)	SF	10.26	%	1.00	% PIK	12/21/2022	12/21/2027	133		—		—	0.0	%
				8.17	% Cash/
Arcstor Midco, LLC	SF	7.60	%	3.75	% PIK	3/16/2021	3/16/2027	4,528		4,461		4,122	1.8	%
Drawbridge Partners, LLC	SF	7.00	%	11.56	% PIK	9/1/2022	9/1/2028	3,000		2,943		2,971	1.3	%
Drawbridge Partners, LLC (Delayed Draw) ^{() (*)}	SF	7.00	%	11.56	% PIK	9/1/2022	9/1/2028	330		103		102	0.0	%
Drawbridge Partners, LLC (Revolver) ^(*)	SF	7.00	%	11.56	%	9/1/2022	9/1/2028	522		—		—	0.0	%
MarkLogic Corporation	SF	6.50	%	10.85	%	10/20/2020	10/20/2025	3,430		3,377		3,414	1.5	%
MarkLogic Corporation	SF	6.50	%	10.85	%	11/23/2021	10/20/2025	320		315		318	0.2	%
MarkLogic Corporation	SF	6.50	%	10.85	%	5/10/2022	10/20/2025	2,669		2,623		2,656	1.2	%
MarkLogic Corporation	SF	6.50	%	10.85	%	11/23/2021	10/20/2025	214		214		213	0.1	%
MarkLogic Corporation (Revolver) ^(*)	SF	6.50	%	10.85	%	10/20/2020	10/20/2025	269		—		—	0.0	%
Medallia, Inc.	L	6.50	%	10.88	% PIK	8/15/2022	10/27/2028	2,049		2,011		2,041	0.9	%
Mindbody, Inc.	L	7.00	%	11.73	%	2/15/2019	2/14/2025	6,536		6,485		6,526	2.9	%
Mindbody, Inc.	L	7.00	%	11.73	%	9/22/2021	2/14/2025	674		674		673	0.3	%
Mindbody, Inc. (Revolver) ^(*)	L	7.00	%	11.73	%	2/15/2019	2/14/2025	667		—		—	0.0	%
Newforma, Inc.	L	5.50	%	10.23	%	6/30/2017	3/31/2023	938		937		938	0.4	%
Newforma, Inc. (Revolver) ^(*)	L	5.50	%	10.23	%	6/30/2017	3/31/2023	1,250		—		—	0.0	%
Planful, Inc.	SF	6.50	%	10.32	%	12/28/2018	12/28/2026	9,500		9,456		9,443	4.2	%
Planful, Inc.	SF	6.50	%	9.90	%	9/12/2022	12/28/2026	530		519		527	0.2	%
Planful, Inc.	SF	6.50	%	10.32	%	1/11/2021	12/28/2026	1,325		1,325		1,318	0.6	%
Planful, Inc.	SF	6.50	%	10.32	%	2/11/2022	12/28/2026	884		884		878	0.4	%
Planful, Inc. (Revolver)	SF	6.50	%	10.32	%	12/28/2018	12/28/2026	442		442		439	0.2	%
								42,877		38,709		38,519	17.1	%
Hotels, Gaming & Leisure
Equine Network, LLC	SF	6.00	%	10.24	%	12/31/2020	12/31/2025	1,719		1,694		1,709	0.7	%
Equine Network, LLC	SF	6.00	%	10.24	%	1/29/2021	12/31/2025	780		769		775	0.3	%
Equine Network, LLC (Delayed Draw) ^{() (*)}	SF	6.00	%	10.24	%	12/31/2020	12/31/2025	427		—		—	0.0	%
Equine Network, LLC (Revolver) ^(*)	SF	6.00	%	10.30	%	12/31/2020	12/31/2025	171		128		127	0.1	%
								3,097		2,591		2,611	1.1	%
Media: Advertising, Printing & Publishing
Destination Media, Inc.	SF	5.50	%	9.94	%	4/7/2017	4/7/2023	377		377		377	0.2	%
Destination Media, Inc. (Revolver) ^(*)	SF	5.50	%	9.94	%	4/7/2017	4/7/2023	542		—		—	0.0	%
North Haven USHC Acquisition, Inc.	SF	6.50	%	11.18	%	10/30/2020	10/30/2025	2,450		2,419		2,448	1.1	%
North Haven USHC Acquisition, Inc.	SF	6.25	%	10.41	%	7/29/2022	10/30/2025	2,592		2,556		2,575	1.1	%
North Haven USHC Acquisition, Inc.	SF	6.50	%	11.18	%	3/12/2021	10/30/2025	710		710		709	0.3	%
North Haven USHC Acquisition, Inc.	SF	6.50	%	11.18	%	9/3/2021	10/30/2025	1,434		1,434		1,433	0.6	%
North Haven USHC Acquisition, Inc. (Delayed Draw) ^{() (*)}	SF	6.50	%	11.18	%	7/29/2022	10/30/2025	1,056		—		—	0.0	%
North Haven USHC Acquisition, Inc. (Revolver) ^(*)	SF	6.50	%	11.13	%	10/30/2020	10/30/2025	416		187		187	0.1	%
Relevate Health Group, LLC	SF	5.75	%	9.97	%	11/20/2020	11/20/2025	1,474		1,455		1,449	0.6	%
Relevate Health Group, LLC (Delayed Draw) ^{() (*)}	SF	5.75	%	9.97	%	11/20/2020	11/20/2025	778		659		648	0.3	%
Relevate Health Group, LLC (Revolver) ^(*)	SF	5.75	%	9.97	%	11/20/2020	11/20/2025	316		—		—	0.0	%
Spherix Global Inc.	SF	6.00	%	10.24	%	12/22/2021	12/22/2026	1,092		1,076		1,088	0.5	%
Spherix Global Inc. (Revolver) ^(*)	SF	6.00	%	10.24	%	12/22/2021	12/22/2026	122		—		—	0.0	%
XanEdu Publishing, Inc.	SF	6.50	%	10.94	%	1/28/2020	1/28/2025	4,584		4,531		4,602	2.1	%
XanEdu Publishing, Inc.	SF	6.50	%	10.94	%	8/31/2022	1/28/2025	1,822		1,782		1,829	0.8	%
XanEdu Publishing, Inc. (Revolver) ^(*)	SF	6.50	%	10.94	%	1/28/2020	1/28/2025	742		—		—	0.0	%
								20,507		17,186		17,345	7.7	%

Table of Contents

MONROE CAPITAL CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS – (continued)

December 31, 2022

(in thousands, except for shares and units)


				Interest		Acquisition					Fair		% of
Portfolio Company ^(˄)	Index ^(˄˄)	Spread ^(˄˄)		Rate		Date ^(˄˄˄)	Maturity	Principal	Amortized Cost		Value ^(˄˄˄˄)		Net Assets ^(˄˄˄˄˄)
Media: Broadcasting & Subscription
				4.51	% Cash/
Vice Group Holding Inc.	L	12.00	%	12.00	% PIK	5/2/2019	5/12/2023	1,691	$	1,691	$	1,657	0.7	%
				4.51	% Cash/
Vice Group Holding Inc.	L	12.00	%	12.00	% PIK	11/4/2019	5/12/2023	325		325		318	0.2	%
				4.42	% Cash/
Vice Group Holding Inc.	L	12.00	%	12.00	% PIK	5/2/2019	5/12/2023	531		531		520	0.2	%
				4.25	% Cash/
Vice Group Holding Inc.	L	12.00	%	12.00	% PIK	5/2/2019	5/12/2023	200		200		196	0.1	%
								2,747		2,747		2,691	1.2	%
Media: Diversified & Production
Attom Intermediate Holdco, LLC	SF	6.25	%	10.69	%	1/4/2019	7/3/2025	1,920		1,911		1,915	0.9	%
Attom Intermediate Holdco, LLC	SF	6.25	%	10.69	%	6/25/2020	7/3/2025	468		465		467	0.2	%
Attom Intermediate Holdco, LLC	SF	6.25	%	10.69	%	7/1/2021	7/3/2025	276		272		275	0.1	%
Attom Intermediate Holdco, LLC	SF	6.25	%	10.69	%	8/4/2022	7/3/2025	796		784		794	0.3	%
Attom Intermediate Holdco, LLC	SF	6.25	%	11.39	%	12/22/2022	7/3/2025	400		388		399	0.2	%
Attom Intermediate Holdco, LLC (Revolver) ^(*)	SF	6.25	%	10.69	%	1/4/2019	7/3/2025	320		—		—	0.0	%
Bonterra, LLC (fka Cybergrants Holdings)	L	6.25	%	10.98	%	9/8/2021	9/8/2027	13,195		13,042		12,898	5.7	%
Bonterra, LLC (fka Cybergrants Holdings) (Delayed Draw) ^{() (*)}	L	6.25	%	10.98	%	9/8/2021	9/8/2027	1,906		—		—	0.0	%
Bonterra, LLC (fka Cybergrants Holdings) (Revolver) ^(*)	L	6.25	%	10.98	%	9/8/2021	9/8/2027	1,069		397		389	0.2	%
Chess.com, LLC	L	6.50	%	11.23	%	12/31/2021	12/31/2027	5,955		5,852		5,866	2.6	%
Chess.com, LLC (Revolver) ^(*)	L	6.50	%	11.23	%	12/31/2021	12/31/2027	652		—		—	0.0	%
Crownpeak Technology, Inc.	SF	7.25	%	11.47	%	2/28/2019	2/28/2025	4,000		3,979		4,000	1.8	%
Crownpeak Technology, Inc.	SF	7.25	%	11.47	%	9/27/2022	2/28/2025	1,273		1,252		1,273	0.6	%
Crownpeak Technology, Inc.	SF	7.25	%	11.47	%	2/28/2019	2/28/2025	60		60		60	0.0	%
Crownpeak Technology, Inc.	SF	7.25	%	11.41	%	9/27/2022	2/28/2025	3,333		3,333		3,333	1.5	%
Crownpeak Technology, Inc. (Revolver) ^(*)	SF	7.25	%	11.47	%	2/28/2019	2/28/2025	500		—		—	0.0	%
Spectrum Science Communications, LLC	SF	6.25	%	10.92	%	1/25/2022	1/25/2027	995		979		1,005	0.4	%
Spectrum Science Communications, LLC (Revolver) ^(*)	SF	6.25	%	10.92	%	1/25/2022	1/25/2027	200		—		—	0.0	%
Sports Operating Holdings II, LLC	SF	5.75	%	10.17	%	11/3/2022	11/3/2027	2,993		2,920		2,918	1.3	%
Sports Operating Holdings II, LLC (Delayed Draw) ^{() (*)}	SF	5.75	%	10.17	%	11/3/2022	11/3/2027	2,400		—		—	0.0	%
Sports Operating Holdings II, LLC (Revolver) ^(*)	SF	5.75	%	10.17	%	11/3/2022	11/3/2027	519		—		—	0.0	%
								43,230		35,634		35,592	15.8	%
Retail
BLST Operating Company, LLC	L	8.50	%	12.62	% ^(***)	8/28/2020	8/28/2025	588		351		571	0.2	%
				11.94	% Cash/
Forman Mills, Inc.	SF	9.50	%	2.00	% PIK	1/14/2020	4/30/2024	1,275		1,275		1,253	0.6	%
				11.94	% Cash/
Forman Mills, Inc.	SF	9.50	%	2.00	% PIK	10/4/2016	4/30/2024	6,909		6,909		6,698	3.0	%
								8,772		8,535		8,522	3.8	%
Services: Business
				7.16	% Cash/
Aras Corporation	L	7.00	%	3.75	% PIK	4/13/2021	4/13/2027	2,155		2,127		2,167	1.0	%
Aras Corporation (Revolver) ^(*)	L	6.50	%	9.50	%	4/13/2021	4/13/2027	150		50		50	0.0	%
Burroughs, Inc.	SF	6.50	%	10.72	%	12/22/2017	12/22/2023	5,201		5,201		5,201	2.3	%
Burroughs, Inc. (Revolver) ^(*)	SF	6.50	%	10.72	%	12/22/2017	12/22/2023	1,215		—		—	0.0	%
HS4 Acquisitionco, Inc.	L	6.75	%	11.14	%	7/9/2019	7/9/2025	9,899		9,801		9,855	4.4	%
HS4 Acquisitionco, Inc. (Revolver) ^(*)	L	6.75	%	11.14	%	7/9/2019	7/9/2025	817		409		407	0.2	%
iCIMS, Inc.	SF	7.25	%	11.52	%	10/24/2022	8/18/2028	2,500		2,457		2,456	1.1	%
Kingsley Gate Partners, LLC	SF	6.65	%	11.12	%	12/9/2022	12/11/2028	600		588		588	0.3	%
Kingsley Gate Partners, LLC (Delayed Draw) ^{() (*)}	SF	6.65	%	11.12	%	12/9/2022	12/11/2028	720		—		—	0.0	%
Kingsley Gate Partners, LLC (Delayed Draw) ^{() (*)}	SF	6.65	%	11.12	%	12/9/2022	12/11/2028	600		—		—	0.0	%
Kingsley Gate Partners, LLC (Revolver) ^(*)	SF	6.65	%	11.12	%	12/9/2022	12/11/2028	240		—		—	0.0	%
Prototek LLC	SF	6.50	%	10.83	%	12/8/2022	12/8/2027	2,500		2,425		2,425	1.1	%
Prototek LLC (Delayed Draw) ^{() (*)}	SF	6.50	%	10.83	%	12/8/2022	12/8/2027	768		—		—	0.0	%
Prototek LLC (Revolver) ^(*)	SF	6.50	%	10.83	%	12/8/2022	12/8/2027	576		—		—	0.0	%
Relativity ODA LLC	L	7.50	%	11.89	% PIK	5/12/2021	5/12/2027	2,061		2,024		2,060	0.9	%
Relativity ODA LLC (Revolver) ^(*)	L	7.50	%	11.89	% PIK	5/12/2021	5/12/2027	180		—		—	0.0	%
Security Services Acquisition Sub Corp.	SF	6.00	%	10.42	%	2/15/2019	9/30/2026	3,378		3,353		3,372	1.5	%
Security Services Acquisition Sub Corp.	SF	6.00	%	10.42	%	2/15/2019	9/30/2026	2,430		2,430		2,425	1.1	%
Security Services Acquisition Sub Corp.	SF	6.00	%	10.42	%	9/30/2021	9/30/2026	7,900		7,806		7,884	3.5	%
Security Services Acquisition Sub Corp.	SF	6.00	%	10.42	%	2/15/2019	9/30/2026	2,135		2,135		2,131	0.9	%
Security Services Acquisition Sub Corp.	SF	6.00	%	10.40	%	2/15/2019	9/30/2026	1,535		1,535		1,532	0.7	%
ServiceMax, Inc. ^(#)	L	7.00	%	11.12	% PIK	11/1/2021	11/1/2027	3,846		3,786		3,884	1.7	%
ServiceMax, Inc. (Revolver) ^{(*) (#)}	L	6.00	%	10.27	% PIK	11/1/2021	11/1/2027	350		175		175	0.1	%
				11.39	% Cash/
VPS Holdings, LLC	L	9.00	%	2.00	% PIK	10/5/2018	10/4/2024	3,246		3,222		3,252	1.4	%
				11.39	% Cash/
VPS Holdings, LLC	L	9.00	%	2.00	% PIK	10/5/2018	10/4/2024	2,656		2,656		2,661	1.2	%
				11.39	% Cash/
VPS Holdings, LLC (Revolver) ^(*)	L	9.00	%	2.00	% PIK	10/5/2018	10/4/2024	1,002		102		102	0.0	%
								58,660		52,282		52,627	23.4	%

Table of Contents

MONROE CAPITAL CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS – (continued)

December 31, 2022

(in thousands, except for shares and units)


				Interest		Acquisition					Fair		% of
Portfolio Company ^(˄)	Index ^(˄˄)	Spread ^(˄˄)		Rate		Date ^(˄˄˄)	Maturity	Principal	Amortized Cost		Value ^(˄˄˄˄)		Net Assets ^(˄˄˄˄˄)
Services: Consumer
Express Wash Acquisition Company, LLC	SF	6.50	%	10.32	%	7/14/2022	7/14/2028	8,160	$	8,114	$	8,119	3.6	%
Express Wash Acquisition Company, LLC	SF	6.50	%	10.43	%	7/14/2022	7/14/2028	1,528		1,528		1,521	0.7	%
Express Wash Acquisition Company, LLC (Revolver) ^(*)	SF	6.50	%	10.83	%	7/14/2022	7/14/2028	379		209		208	0.1	%
Kar Wash Holdings, LLC	SF	6.00	%	9.82	%	2/28/2022	2/26/2027	1,592		1,565		1,585	0.7	%
Kar Wash Holdings, LLC	SF	6.00	%	10.35	%	2/28/2022	2/26/2027	1,140		1,140		1,135	0.5	%
Kar Wash Holdings, LLC (Delayed Draw) ^{() (*)}	SF	6.00	%	10.77	%	8/3/2022	2/26/2027	2,667		1,790		1,782	0.8	%
Kar Wash Holdings, LLC (Revolver) ^(*)	SF	6.00	%	10.77	%	2/28/2022	2/26/2027	572		305		303	0.1	%
Mammoth Holdings, LLC	SF	6.00	%	9.82	%	10/16/2018	10/16/2024	1,920		1,911		1,917	0.9	%
Mammoth Holdings, LLC	SF	6.00	%	9.82	%	10/16/2018	10/16/2024	4,031		4,031		4,025	1.8	%
Mammoth Holdings, LLC	SF	6.00	%	9.82	%	3/12/2021	10/16/2024	6,291		6,291		6,282	2.8	%
Mammoth Holdings, LLC	SF	6.00	%	9.82	%	6/15/2021	10/16/2024	1,633		1,633		1,630	0.7	%
Mammoth Holdings, LLC (Revolver) ^(*)	SF	6.00	%	9.82	%	10/16/2018	10/16/2024	657		—		—	0.0	%
								30,570		28,517		28,507	12.7	%
Telecommunications
American Broadband and Telecommunications				17.50	% Cash/
Company LLC (Delayed Draw) ^{() (*)}	P	12.00	%	2.00	% PIK	6/10/2022	6/10/2025	1,689		1,521		1,539	0.7	%
American Broadband and Telecommunications				17.50	% Cash/
Company LLC (Revolver) ^(*)	P	12.00	%	2.00	% PIK	6/10/2022	6/10/2025	500		121		118	0.0	%
Calabrio, Inc.	L	7.00	%	11.73	%	4/16/2021	4/16/2027	3,400		3,334		3,379	1.5	%
Calabrio, Inc. (Revolver) ^(*)	L	7.00	%	11.75	%	4/16/2021	4/16/2027	409		234		233	0.1	%
								5,998		5,210		5,269	2.3	%
Wholesale
				12.32	% Cash/
Nearly Natural, Inc.	SF	11.50	%	4.00	% PIK	12/15/2017	3/31/2024	6,628		6,628		5,931	2.6	%
				12.32	% Cash/
Nearly Natural, Inc.	SF	11.50	%	4.00	% PIK	9/22/2020	3/31/2024	1,714		1,714		1,534	0.7	%
				12.32	% Cash/
Nearly Natural, Inc.	SF	11.50	%	4.00	% PIK	2/16/2021	3/31/2024	3,115		3,115		2,787	1.2	%
				12.32	% Cash/
Nearly Natural, Inc.	SF	11.50	%	4.00	% PIK	8/28/2019	3/31/2024	1,868		1,868		1,672	0.8	%
				12.32	% Cash/
Nearly Natural, Inc. (Revolver)	SF	11.50	%	4.00	% PIK	12/15/2017	3/31/2024	2,505		2,505		2,241	1.0	%
								15,830		15,830		14,165	6.3	%
Total Non-Controlled/Non-Affiliate Senior Secured Loans								425,065		366,067		365,806	162.6	%

Unitranche Secured Loans ^(~)
Aerospace & Defense
Cassavant Holdings, LLC	L	6.50	%	10.62	%	9/8/2021	9/8/2026	7,580		7,461		7,436	3.3	%
								7,580		7,461		7,436	3.3	%

Table of Contents

MONROE CAPITAL CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS – (continued)

December 31, 2022

(in thousands, except for shares and units)


				Interest		Acquisition						Fair		% of
Portfolio Company ^(˄)	Index ^(˄˄)	Spread ^(˄˄)		Rate		Date ^(˄˄˄)	Maturity		Principal	Amortized Cost		Value ^(˄˄˄˄)		Net Assets ^(˄˄˄˄˄)
Consumer Goods: Non-Durable
Vinci Brands LLC	n/a	n/a		2.00	% PIK ^(***)	7/6/2018	2/6/2024		7,026	$	7,026	$	—	0.0	%
Vinci Brands LLC	n/a	n/a		2.00	% PIK ^(***)	3/9/2018	2/6/2024		3,065		3,065		—	0.0	%
Vinci Brands LLC	n/a	n/a		2.00	% PIK ^(***)	12/26/2014	2/6/2024		13,552		13,528		—	0.0	%
Vinci Brands LLC	n/a	n/a		2.00	% PIK ^(***)	12/26/2014	2/6/2024		1,149		1,149		—	0.0	%
									24,792		24,768		—	0.0	%
High Tech Industries
WillowTree, LLC	L	5.00	%	9.39	%	10/9/2018	10/9/2023		7,326		7,301		7,326	3.3	%
									7,326		7,301		7,326	3.3	%
Services: Business
ASG II, LLC	SF	6.25	%	10.67	%	5/25/2022	5/25/2028		1,900		1,865		1,900	0.9	%
ASG II, LLC (Delayed Draw) ^{() (*)}	SF	6.25	%	10.67	%	5/25/2022	5/25/2028		285		51		51	0.0	%
Onit, Inc.	SF	7.25	%	12.30	%	12/20/2021	5/2/2025		1,680		1,656		1,663	0.7	%
									3,865		3,572		3,614	1.6	%
Telecommunications
VB E1, LLC	L	7.65	%	12.38	%	11/18/2020	11/18/2026		2,250		2,250		2,257	1.0	%
									2,250		2,250		2,257	1.0	%
Total Non-Controlled/Non-Affiliate Unitranche Secured Loans									45,813		45,352		20,633	9.2	%

Junior Secured Loans
Banking
MoneyLion, Inc. ^(#)	SF	9.25	%	14.07	%	3/25/2022	3/24/2026		5,250		5,203		5,165	2.3	%
MoneyLion, Inc. ^(#)	P	5.75	%	13.25	%	8/27/2021	5/1/2023		1,500		1,490		1,498	0.6	%
MoneyLion, Inc. (Delayed Draw) ^{() (*) (#)}	SF	9.25	%	14.07	%	3/25/2022	3/24/2026		1,500		—		—	0.0	%
									8,250		6,693		6,663	2.9	%
FIRE: Real Estate
Florida East Coast Industries, LLC ^(#)	n/a	n/a		16.00	% PIK	8/9/2021	6/28/2024		1,778		1,753		1,784	0.8	%
				8.00	% Cash/
Witkoff/Monroe 700 JV LLC (Delayed Draw) ^{() (*) (#)}	n/a	n/a		4.00	% PIK	7/2/2021	7/2/2026		6,708		6,014		6,014	2.7	%
									8,486		7,767		7,798	3.5	%
Services: Consumer
				10.23	% Cash/
Education Corporation of America	L	11.00	%	5.50	% PIK ^(***)	9/3/2015	n/a	^(e)	833		831		1,882	0.8	%
									833		831		1,882	0.8	%
Total Non-Controlled/Non-Affiliate Junior Secured Loans									17,569		15,291		16,343	7.2	%

Equity Securities ^{(<) (###)}
Automotive
Born To Run, LLC (269,438 Class A units)	—	—		—	^(##)	4/1/2021	—		—		269		233	0.1	%
Lifted Trucks Holdings, LLC (111,111 Class A units) ^(####)	—	—		—	^(##)	8/2/2021	—		—		111		78	0.0	%
											380		311	0.1	%

Table of Contents

MONROE CAPITAL CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS – (continued)

December 31, 2022

(in thousands, except for shares and units)


			Interest		Acquisition					Fair		% of
Portfolio Company ^(˄)	Index ^(˄˄)	Spread ^(˄˄)	Rate		Date ^(˄˄˄)	Maturity	Principal	Amortized Cost		Value ^(˄˄˄˄)		Net Assets ^(˄˄˄˄˄)
Banking
MV Receivables II, LLC (1,458 common units) ^{(#) (####)}	—	—	—	^(##)	7/29/2021	—	—	$	600	$	1,154	0.5	%
MV Receivables II, LLC (warrant to purchase up to 0.8% of the equity) ^{(#) (####)}	—	—	—	^(##)	7/28/2021	7/28/2031	—		363		1,655	0.8	%
									963		2,809	1.3	%
Beverage, Food & Tobacco
California Pizza Kitchen, Inc. (78,699 common units)	—	—	—	^(##)	8/19/2016	—	—		5,468		1,266	0.6	%
									5,468		1,266	0.6	%
Capital Equipment
MCP Shaw Acquisitionco, LLC (118,906 Class A-2 units) ^(####)	—	—	—	^(##)	2/28/2020	—	—		119		204	0.1	%
									119		204	0.1	%
Chemicals, Plastics & Rubber
Valudor Products LLC (501,014 Class A-1 units) ^(####)	n/a	n/a	10.00	% PIK	6/18/2018	—	—		501		555	0.2	%
									501		555	0.2	%
Consumer Goods: Durable
Independence Buyer, Inc. (81 Class A units)	—	—	—	^(##)	8/3/2021	—	—		81		102	0.0	%
									81		102	0.0	%
Environmental Industries
Quest Resource Management Group, LLC (warrant to purchase up to 0.2% of the equity)	—	—	—	^(##)	10/19/2020	3/19/2028	—		67		210	0.1	%
Quest Resource Management Group, LLC (warrant to purchase up to 0.2% of the equity)	—	—	—	^(##)	10/19/2021	3/19/2028	—		—		147	0.1	%
									67		357	0.2	%
FIRE: Finance
J2 BWA Funding LLC (0.7% profit sharing) ^{(#) (####)}	—	—	—	^(##)	12/24/2020	—	—		—		—	0.0	%
PKS Holdings, LLC (5,680 preferred units) ^(#)	n/a	n/a	12.00	% PIK	11/30/2017	—	—		58		298	0.2	%
PKS Holdings, LLC (5,714 preferred units) ^(#)	n/a	n/a	12.00	% PIK	11/30/2017	—	—		9		46	0.0	%
PKS Holdings, LLC (132 preferred units) ^(#)	n/a	n/a	12.00	% PIK	11/30/2017	—	—		1		7	0.0	%
PKS Holdings, LLC (916 preferred units) ^(#)	n/a	n/a	12.00	% PIK	11/30/2017	—	—		9		46	0.0	%
									77		397	0.2	%
FIRE: Real Estate
			8.00	% Cash/
Witkoff/Monroe 700 JV LLC (2,141 preferred units) ^{(#) (####)}	n/a	n/a	4.00	% PIK	7/2/2021	—	—		2		1,047	0.5	%
									2		1,047	0.5	%
Healthcare & Pharmaceuticals
Dorado Acquisition, Inc. (189,922 Class A-1 units)	—	—	—	^(##)	6/30/2021	—	—		207		215	0.1	%
Dorado Acquisition, Inc. (189,922 Class A-2 units)	—	—	—	^(##)	6/30/2021	—	—		—		224	0.1	%
NationsBenefits, LLC (116,460 Series B units) ^(####)	n/a	n/a	5.00	% PIK	8/20/2021	—	—		781		934	0.4	%
NationsBenefits, LLC (106,667 shares of common units) ^(####)	—	—	—	^(##)	8/20/2021	—	—		153		66	0.0	%
NQ PE Project Colosseum Midco Inc. (327,133 common units)	—	—	—	^(##)	10/4/2022	—	—		327		327	0.1	%
Seran BioScience, LLC (33,333 common units) ^(####)	—	—	—	^(##)	12/31/2020	—	—		334		537	0.3	%
									1,802		2,303	1.0	%
High Tech Industries
Amelia Holding II, LLC (warrant to purchase up to 0.1% of the equity)	—	—	—	^(##)	12/21/2022	12/21/2032	—		—		—	0.0	%
Drawbridge Partners, LLC (130,433 Class A-1 units)	—	—	—	^(##)	9/1/2022	—	—		130		126	0.1	%
MarkLogic Corporation (290,239 Class A units)	—	—	—	^(##)	10/20/2020	—	—		—		426	0.2	%
Planful, Inc. (473,082 Class A units)	n/a	n/a	8.00	% PIK	12/28/2018	—	—		473		563	0.2	%
Recorded Future, Inc. (80,486 Class A units) ^(f)	—	—	—	^(##)	7/3/2019	—	—		81		225	0.1	%
									684		1,340	0.6	%
Hotels, Gaming & Leisure
Equine Network, LLC (108 Class A units) ^(####)	—	—	—	^(##)	12/31/2020	—	—		111		109	0.0	%
									111		109	0.0	%

Table of Contents

MONROE CAPITAL CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS – (continued)

December 31, 2022

(in thousands, except for shares and units)


			Interest		Acquisition					Fair		% of
Portfolio Company ^(a)	Index ^(˄˄)	Spread ^(˄˄)	Rate		Date ^(˄˄˄)	Maturity	Principal	Amortized Cost		Value ^(˄˄˄˄)		Net Assets ^(˄˄˄˄˄)
Media: Advertising, Printing & Publishing
AdTheorent Holding Company, Inc. (177,362 shares of common stock) ^{(#) (g)}	—	—	—	^(##)	12/22/2016	—	—	$	114	$	294	0.2	%
InMobi Pte, Ltd. (warrant to purchase up to 2.8% of the equity) ^{(#) (c)}	—	—	—	^(##)	9/18/2015	9/18/2025	—		—		1,816	0.8	%
Relevate Health Group, LLC (40 preferred units)	n/a	n/a	12.00	% PIK	11/20/2020	—	—		40		36	0.0	%
Relevate Health Group, LLC (40 Class B common units)	—	—	—	^(##)	11/20/2020	—	—		—		—	0.0	%
Spherix Global Inc. (81 Class A units)	—	—	—	^(##)	12/22/2021	—	—		81		63	0.0	%
XanEdu Publishing, Inc. (49,479 Class A units)	n/a	n/a	8.00	% PIK	1/28/2020	—	—		49		223	0.1	%
									284		2,432	1.1	%
Media: Diversified & Production
Attom Intermediate Holdco, LLC (297,197 Class A units) ^(####)	—	—	—	^(##)	1/4/2019	—	—		297		522	0.2	%
Chess.com, LLC (2 Class A units) ^(####)	—	—	—	^(##)	12/31/2021	—	—		87		50	0.0	%
									384		572	0.2	%
Retail
BLST Operating Company, LLC (139,883 Class A units) ^(####)	—	—	—	^(##)	8/28/2020	—	—		712		420	0.2	%
Forman Mills, Inc. (warrant to purchase up to 2.6% of the equity)	—	—	—	^(##)	1/14/2020	1/14/2029	—		—		155	0.1	%
Luxury Optical Holdings Co. ^(h)	n/a	n/a	n/a	^(##)	9/12/2014	—	—		—		209	0.1	%
									712		784	0.4	%
Services: Business
APCO Worldwide, Inc. (100 Class A voting common stock)	—	—	—	^(##)	11/1/2017	—	—		395		921	0.4	%
									395		921	0.4	%
Services: Consumer
Education Corporation of America - Series G Preferred Stock (8,333 shares)	n/a	n/a	12.00	% PIK ^(***)	9/3/2015	—	—		7,492		—	0.0	%
Express Wash Acquisition Company, LLC (121,311 Class A units) ^(####)	n/a	n/a	8.00	% PIK	12/28/2020	—	—		125		118	0.1	%
IDIG Parent, LLC (245,958 shares of common stock) ^{(####) (i)}	—	—	—	^(##)	1/4/2021	—	—		248		324	0.1	%
Kar Wash Holdings, LLC (99,807 Class A units)	—	—	—	^(##)	2/28/2022	—	—		103		111	0.0	%
									7,968		553	0.2	%
Telecommunications
American Broadband and Telecommunications Company LLC (warrant to purchase up to 0.2% of the equity)	—	—	—	^(##)	6/10/2022	6/10/2032	—		42		69	0.0	%
									42		69	0.0	%
Wholesale
Nearly Natural, Inc. (152,174 Class A units)	—	—	—	^(##)	12/15/2017	—	—		153		—	0.0	%
Nearly Natural, Inc. (61,087 Class AA units)	—	—	—	^(##)	8/27/2021	—	—		61		—	0.0	%
									214		—	0.0	%
Total Non-Controlled/Non-Affiliate Equity Securities									20,254		16,131	7.1	%
Total Non-Controlled/Non-Affiliate Company Investments								$	446,964	$	418,913	186.1	%

Table of Contents

MONROE CAPITAL CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS – (continued)

December 31, 2022

(in thousands, except for shares and units)


				Interest		Acquisition						Fair		% of
Portfolio Company ^(˄)	Index ^(˄˄)	Spread ^(˄˄)		Rate		Date ^(˄˄˄)	Maturity		Principal	Amortized Cost		Value ^(˄˄˄˄)		Net Assets ^(˄˄˄˄˄)
Non-Controlled Affiliate Company Investments ^(<<)
Senior Secured Loans
Beverage, Food & Tobacco
TJ Management HoldCo LLC (Revolver) ^(*)	L	5.50	%	9.89	%	9/9/2020	6/28/2024		477	$	80	$	80	0.0	%
									477		80		80	0.0	%
FIRE: Real Estate
American Community Homes, Inc.	SF	8.11	%	12.44	% PIK	7/22/2014	12/31/2026		11,246		11,246		8,953	4.0	%
American Community Homes, Inc.	SF	14.61	%	18.94	% PIK	7/22/2014	12/31/2026		5,348		5,348		4,258	1.9	%
American Community Homes, Inc.	SF	8.11	%	12.44	% PIK	5/24/2017	12/31/2026		682		682		543	0.2	%
American Community Homes, Inc.	SF	8.11	%	12.44	% PIK	8/10/2018	12/31/2026		2,507		2,507		1,996	0.9	%
American Community Homes, Inc.	SF	8.11	%	12.44	% PIK	3/29/2019	12/31/2026		4,640		4,640		3,694	1.7	%
American Community Homes, Inc.	SF	8.11	%	12.44	% PIK	9/30/2019	12/31/2026		22		22		17	0.0	%
American Community Homes, Inc.	SF	8.11	%	12.44	% PIK	12/30/2019	12/31/2026		106		106		85	0.0	%
American Community Homes, Inc. (Revolver) ^(*)	SF	8.11	%	12.44	% PIK	3/30/2020	12/31/2026		2,500		—		—	0.0	%
HFZ Capital Group LLC ^{(#) (j)}	L	12.50	%	16.62	% PIK	10/20/2017	n/a	^(e)	13,242		13,242		16,159	7.2	%
HFZ Capital Group LLC ^{(#) (j)}	L	12.50	%	16.62	% PIK	10/20/2017	n/a	^(e)	4,758		4,758		5,805	2.6	%
MC Asset Management (Corporate), LLC ^{(#) (j)}	L	15.00	%	18.74	% PIK	1/26/2021	1/26/2024		8,421		8,421		8,421	3.7	%
MC Asset Management (Corporate), LLC (Delayed Draw) ^{() (*) (#) (j)}	L	15.00	%	18.74	% PIK	4/26/2021	1/26/2024		1,793		1,000		1,000	0.4	%
Second Avenue SFR Holdings II LLC (Revolver) ^{(*) (#)}	L	7.00	%	11.12	%	8/11/2021	8/9/2024		4,875		4,785		4,755	2.1	%
									60,140		56,757		55,686	24.7	%
Healthcare & Pharmaceuticals
Ascent Midco, LLC	L	5.75	%	10.14	%	2/5/2020	2/5/2025		6,217		6,159		6,217	2.8	%
Ascent Midco, LLC (Revolver) ^(*)	L	5.75	%	10.14	%	2/5/2020	2/5/2025		1,129		—		—	0.0	%
									7,346		6,159		6,217	2.8	%
High Tech Industries
				7.84	% Cash/
Mnine Holdings, Inc.	SF	8.00	%	5.00	% PIK	11/2/2018	12/30/2023		5,492		5,477		5,492	2.4	%
				7.84	% Cash/
Mnine Holdings, Inc. (Revolver) ^(*)	SF	8.00	%	5.00	% PIK	8/9/2022	12/30/2023		533		214		214	0.1	%
									6,025		5,691		5,706	2.5	%
Services: Business
C Parent Holdings, LLC. (fka Curion Holdings, LLC) ^(k)	n/a	n/a		n/a		5/2/2017	n/a	^(e)	—		—		146	0.1	%
									—		—		146	0.1	%
Services: Consumer
NECB Collections, LLC (Revolver) ^(*)	L	11.00	%	14.61	% PIK ^(***)	6/25/2019	n/a	^(e)	1,356		1,312		382	0.2	%
									1,356		1,312		382	0.2	%
Total Non-Controlled Affiliate Senior Secured Loans									75,344		69,999		68,217	30.3	%

Junior Secured Loans
FIRE: Real Estate
SFR Holdco, LLC ^(#)	n/a	n/a		8.00	%	8/6/2021	7/28/2028		5,850		5,850		5,850	2.6	%
									5,850		5,850		5,850	2.6	%
Total Non-Controlled Affiliate Company Junior Secured Loans									5,850		5,850		5,850	2.6	%

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MONROE CAPITAL CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS – (continued)

December 31, 2022

(in thousands, except for shares and units)


			Interest		Acquisition					Fair		% of
Portfolio Company ^(˄)	Index ^(˄˄)	Spread ^(˄˄)	Rate		Date ^(˄˄˄)	Maturity	Principal	Amortized Cost		Value ^(˄˄˄˄)		Net Assets ^(˄˄˄˄˄)
Equity Securities ^{(<<) (###)}
Beverage, Food & Tobacco
TJ Management HoldCo LLC (16 shares of common stock) ^(####)	—	—	—	^(##)	9/9/2020	—	—	$	1,631	$	2,766	1.2	%
									1,631		2,766	1.2	%
FIRE: Real Estate
American Community Homes, Inc. (4,940 shares of common stock)	—	—	—	^(##)	12/29/2022	—	—		—		—	0.0	%
MC Asset Management (Corporate), LLC (15.9% of interests) ^{(#) (####) (j)}	—	—	—	^(##)	6/11/2019	—	—		793		1,291	0.6	%
SFR Holdco, LLC (24.4% of interests) ^(#)	—	—	—	^(##)	8/6/2021	—	—		3,900		3,900	1.7	%
									4,693		5,191	2.3	%
Healthcare & Pharmaceuticals
Ascent Midco, LLC (2,032,258 Class A units) ^(####)	n/a	n/a	8.00	% PIK	2/5/2020	—	—		2,032		1,969	0.9	%
Familia Dental Group Holdings, LLC (1,176 Class A units) ^{(####) (l)}	—	—	—	^(##)	4/8/2016	—	—		4,030		2,625	1.2	%
									6,062		4,594	2.1	%
High Tech Industries
Mnine Holdings, Inc. (6,400 Class B units)	—	—	—	^(##)	6/30/2020	—	—		—		—	0.0	%
									—		—	0.0	%
Services: Business
C Parent Holdings, LLC. (fka Curion Holdings, LLC) (58,779 shares of common stock) ^(k)	—	—	—	^(##)	8/17/2018	—	—		—		—	0.0	%
									—		—	0.0	%
Services: Consumer
NECB Collections, LLC (20.8% of LLC units) ^(####)	—	—	—	^(##)	6/21/2019	—	—		1,458		—	0.0	%
									1,458		—	0.0	%
Total Non-Controlled Affiliate Equity Securities									13,844		12,551	5.6	%
Total Non-Controlled Affiliate Company Investments								$	89,693	$	86,618	38.5	%

Controlled Affiliate Company Investments ^(<<<)
Equity Securities
Investment Funds & Vehicles
MRCC Senior Loan Fund I, LLC (50.0% of the equity interests) ^(#)	—	—	—		10/31/2017	—	—	$	42,650	$	35,509	15.8	%
Total Controlled Affiliate Equity Securities									42,650		35,509	15.8	%
Total Controlled Affiliate Company Investments								$	42,650	$	35,509	15.8	%

TOTAL INVESTMENTS								$	579,307	$	541,040	240.4	%

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MONROE CAPITAL CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS – (continued)

December 31, 2022

(in thousands, except for shares and units)

Derivative Instruments

Foreign currency forward contracts


	Notional
	Amount		Notional Amount			Settlement	Unrealized Gain
Description	to be Purchased		to be Sold		Counterparty	Date	(Loss)
Foreign currency forward contract	$	118	AUD	153	Bannockburn Global Forex, LLC	1/18/2023	$	14
Foreign currency forward contract	$	108	AUD	140	Bannockburn Global Forex, LLC	2/16/2023		13
Foreign currency forward contract	$	102	AUD	132	Bannockburn Global Forex, LLC	3/16/2023		12
Foreign currency forward contract	$	123	AUD	160	Bannockburn Global Forex, LLC	4/20/2023		14
Foreign currency forward contract	$	93	AUD	121	Bannockburn Global Forex, LLC	5/16/2023		11
Foreign currency forward contract	$	121	AUD	156	Bannockburn Global Forex, LLC	6/19/2023		14
Foreign currency forward contract	$	107	AUD	138	Bannockburn Global Forex, LLC	7/18/2023		12
Foreign currency forward contract	$	113	AUD	146	Bannockburn Global Forex, LLC	8/16/2023		13
Foreign currency forward contract	$	113	AUD	146	Bannockburn Global Forex, LLC	9/18/2023		13
Foreign currency forward contract	$	114	AUD	148	Bannockburn Global Forex, LLC	10/18/2023		13
Foreign currency forward contract	$	107	AUD	140	Bannockburn Global Forex, LLC	11/16/2023		12
Foreign currency forward contract	$	109	AUD	142	Bannockburn Global Forex, LLC	12/18/2023		12
Foreign currency forward contract	$	115	AUD	150	Bannockburn Global Forex, LLC	1/17/2024		13
Foreign currency forward contract	$	110	AUD	143	Bannockburn Global Forex, LLC	2/16/2024		12
Foreign currency forward contract	$	11,827	AUD	15,410	Bannockburn Global Forex, LLC	3/18/2024		1,329
							$	1,507

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MONROE CAPITAL CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

December 31, 2022

(in thousands, except for shares and units)

⁽^˄⁾All of the Company’s investments are issued by eligible portfolio companies, as defined in the Investment Company Act of 1940 (the “1940 Act”), unless otherwise noted. All of the Company’s investments are issued by U.S. portfolio companies unless otherwise noted.

⁽^˄˄⁾The majority of the investments bear interest at a rate that may be determined by reference to the London Interbank Offered Rate (“LIBOR” or “L”), Prime Rate (“Prime” or “P”), or Secured Overnight Financing Rate (“SOFR” or “SF”) which reset daily, monthly, quarterly, or semiannually. For each such investment, the Company has provided the spread over LIBOR, Prime, or SOFR and the current contractual interest rate in effect at December 31, 2022. Certain investments may be subject to an interest rate floor or rate cap. Certain investments contain a Payment-in-Kind (“PIK”) provision.

⁽^˄˄˄⁾Except as otherwise noted, all of the Company’s portfolio company investments, which as of December 31, 2022 represented 240.4% of the Company’s net assets or 95.8% of the Company’s total assets, are subject to legal restrictions on sales.

⁽^˄˄˄˄⁾Because there is no readily available market value for these investments, the fair value of these investments is determined in good faith using significant unobservable inputs by the Valuation Designee. (See Note 4 in the accompanying notes to the consolidated financial statements.)

⁽^˄˄˄˄˄⁾Percentages are based on net assets of $225,019 as of December 31, 2022.

^(~)The Company structures its unitranche secured loans as senior secured loans. The Company obtains security interests in the assets of these portfolio companies that serve as collateral in support of the repayment of these loans. This collateral may take the form of first-priority liens on the assets of a portfolio company. Generally, the Company syndicates a “first out” portion of the loan to an investor and retains a “last out” portion of the loan, in which case the “first out” portion of the loan will generally receive priority with respect to payments of principal, interest and any other amounts due thereunder. Unitranche structures combine characteristics of traditional first lien senior secured as well as second lien and subordinated loans and the Company’s unitranche secured loans will expose the Company to the risks associated with second lien and subordinated loans and may limit the Company’s recourse or ability to recover collateral upon a portfolio company’s bankruptcy. Unitranche secured loans typically provide for moderate loan amortization in the initial years of the facility, with the majority of the amortization deferred until loan maturity. Unitranche secured loans generally allow the borrower to make a large lump sum payment of principal at the end of the loan term, and there is a risk of loss if the borrower is unable to pay the lump sum or refinance the amount owed at maturity. In many cases the Company, together with its affiliates, are the sole or majority lender of these unitranche secured loans, which can afford the Company additional influence with a borrower in terms of monitoring and, if necessary, remediation in the event of underperformance.

^(<)Represents less than 5% ownership of the portfolio company’s voting securities.

^(<<)As defined in the 1940 Act, the Company is deemed to be an “Affiliated Person” of the portfolio company as it owns 5% or more of the portfolio company’s voting securities. See Note 5 in the accompanying notes to the consolidated financial statements for additional information on transactions in which the issuer was an Affiliated Person (but not a portfolio company that the Company is deemed to control).

^(<<<)As defined in the 1940 Act, the Company is deemed to be both an “Affiliated Person” of and to “Control” this portfolio company as it owns more than 25% of the portfolio company’s voting securities. See Note 5 in the accompanying notes to the consolidated financial statements for additional information on transactions in which the issuer was both an Affiliated Person and a portfolio company that the Company is deemed to Control.

^(#) This investment is treated as a non-qualifying investment under Section 55(a) of the 1940 Act. Under the 1940 Act, the Company may not acquire any non-qualifying asset unless, at the time the acquisition is made, qualifying assets represent at least 70% of the Company’s total assets. As of December 31, 2022, non-qualifying assets totaled 24.7% of the Company’s total assets.

^(##)Represents a non-income producing security.

^(###) Ownership of certain equity investments may occur through a holding company or partnership.

^(####) Investment is held by a taxable subsidiary of the Company. See Note 2 in the accompanying notes to the consolidated financial statements for additional information on the Company’s wholly-owned taxable subsidiaries.

^(*)All or a portion of this commitment was unfunded at December 31, 2022. As such, interest is earned only on the funded portion of this commitment.

^(**)This delayed draw loan requires that certain financial covenants be met by the portfolio company prior to any fundings.

^(***)This position was on non-accrual status as of December 31, 2022, meaning that the Company has ceased accruing interest income on the position. See Note 2 in the accompanying notes to the consolidated financial statements for additional information on the Company’s accounting policies.

^(a) This investment represents a note convertible to preferred shares of the borrower.

^(b) This loan is denominated in Australian dollars and is translated into U.S. dollars as of the valuation date.

^(c)This is an international company.

^(d) During 2020, an arbitrator issued a final award in favor of the estate of Rockdale Blackhawk, LLC (the “Estate”) in the legal proceeding between the Estate and a national insurance carrier. The Company’s share of the net proceeds from the award exceeded the contractual obligations due to the Company as a result of the Company’s right to receive excess proceeds pursuant to the terms of a sharing agreement between the lenders and the Estate. This investment is a non-income producing security.

^(e) This is a demand note with no stated maturity.

^(f) As of December 31, 2022, the Company was party to a subscription agreement with a commitment to fund an additional equity investment of $16.

^(g) The fair value of this investment was valued using Level 1 inputs. See Note 4 in the accompanying notes to the consolidated financial statements.

^(h) During 2021, the Company sold its investment in Luxury Optical Holdings Co. The remaining fair value at December 31, 2022 represents the remaining expected escrow proceeds associated with the sale.

⁽ⁱ⁾ As of December 31, 2022, the Company was party to a subscription agreement with a commitment to fund an equity investment of $43.

^(j) The Company restructured its investments in HFZ Capital Group LLC (“HFZ”) and HFZ Member RB portfolio, LLC (“Member RB”) during 2020. As part of the restructuring of HFZ, the Company obtained a 15.9% equity interest in MC Asset Management (Corporate), LLC (“Corporate”). As part of the Member RB restructuring, the Company exchanged its loan in Member RB for a promissory note in MC Asset Management (Industrial), LLC (“Industrial”). Corporate owns 100% of the equity of Industrial. In conjunction with these restructurings, the Company participated $4,758 of principal of its loan to HFZ as an equity contribution to Industrial. This participation did not qualify for sale accounting under ASC Topic 860–Transfers and Servicing because the sale did not meet the definition of a “participating interest”, as defined in the guidance, in order for sale treatment to be allowed. As a result, the Company continues to reflect its full investment in HFZ but has split the loan into two investments.

^(k) During the year ended December 31, 2022, Curion Holdings, LLC (“Curion”) sold the underlying operating company and repaid the Company’s debt investment. The remaining fair value at December 31, 2022 represents the remaining expected escrow proceeds associated with the sale. The Company continues to hold an equity investment in Curion that is valued at zero at December 31, 2022. This investment is a non-income producing security.

^(l) As of December 31, 2022, the Company was party to a subscription agreement with a commitment to fund an additional equity investment of $183.

n/a - not applicable

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MONROE CAPITAL CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

(in thousands, except share and per share data)

Note 1. Organization and Principal Business

Monroe Capital Corporation (together with its subsidiaries, the “Company”) is an externally managed, non-diversified, closed-end management investment company and has elected to be regulated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”). The Company’s investment objective is to maximize the total return to its stockholders in the form of current income and capital appreciation through investment in senior secured, junior secured and unitranche secured (a combination of senior secured and junior secured debt in the same facility in which the Company syndicates a “first out” portion of the loan to an investor and retains a “last out” portion of the loan) debt and, to a lesser extent, unsecured subordinated debt and equity co-investments in preferred and common stock and warrants. The Company is managed by Monroe Capital BDC Advisors, LLC (“MC Advisors”), a registered investment adviser under the Investment Advisers Act of 1940, as amended. In addition, for U.S. federal income tax purposes, the Company has elected to be treated as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”).

Note 2. Summary of Significant Accounting Policies

Basis of Presentation

The accompanying consolidated financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”). The accompanying consolidated financial statements of the Company and related financial information have been prepared pursuant to the requirements for reporting on Form 10-Q and Articles 6 and 10 of Regulation S-X. The Company has determined it meets the definition of an investment company and follows the accounting and reporting guidance in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946 – Financial Services – Investment Companies (“ASC Topic 946”).

Use of Estimates

The preparation of the consolidated financial statements in conformity with GAAP requires the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities as of the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

Consolidation

As permitted under ASC Topic 946, the Company will generally not consolidate its investment in a portfolio company other than an investment company subsidiary or a controlled operating company whose business consists of providing services to the Company. Accordingly, the Company consolidated the results of the Company’s wholly-owned subsidiaries, including Monroe Capital Corporation SBIC, LP (“MRCC SBIC”) (through its dissolution date on March 31, 2022) and its wholly-owned general partner MCC SBIC GP, LLC, and the Company’s wholly-owned taxable subsidiaries (the “Taxable Subsidiaries”) in its consolidated financial statements. The purpose of the Taxable Subsidiaries is to permit the Company to hold equity investments in portfolio companies that are taxed as partnerships for U.S. federal income tax purposes while complying with the “source of income” requirements contained in the RIC tax provisions. The Taxable Subsidiaries are not consolidated with the Company for U.S. federal corporate income tax purposes, and each Taxable Subsidiary is subject to U.S. federal corporate income tax on its taxable income. All intercompany balances and transactions have been eliminated. The Company does not consolidate its non-controlling interest in MRCC Senior Loan Fund I, LLC (“SLF”). See further description of the Company’s investment in SLF in Note 3.

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Fair Value of Financial Instruments

The Company applies fair value to substantially all of its financial instruments in accordance with ASC Topic 820 — Fair Value Measurements and Disclosures (“ASC Topic 820”). ASC Topic 820 defines fair value, establishes a framework used to measure fair value, and requires disclosures for fair value measurements, including the categorization of financial instruments into a three-level hierarchy based on the transparency of valuation inputs. See Note 4 for further discussion regarding the fair value measurements and hierarchy.

Revenue Recognition

The Company’s revenue recognition policies are as follows:

Investments and related investment income: Interest and dividend income is recorded on the accrual basis to the extent that the Company expects to collect such amounts. Interest income is accrued based upon the outstanding principal amount and contractual terms of debt and preferred equity investments. Interest is accrued on a daily basis. The Company records fees on loans based on the determination of whether the fee is considered a yield enhancement or payment for a service. If the fee is considered a yield enhancement associated with a funding of cash on a loan, the fee is generally deferred and recognized into interest income using the effective interest method if captured in the cost basis or using the straight-line method if the loan is unfunded and therefore there is no cost basis. If the fee is not considered a yield enhancement because a service was provided, and the fee is payment for that service, the fee is deemed earned and recognized as fee income in the period the service has been completed.

Dividend income on preferred equity securities is recorded as dividend income 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 securities is recorded on the record date for private portfolio companies. Each distribution received from limited liability company (“LLC”) and limited partnership (“LP”) investments is evaluated to determine if the distribution should be recorded as dividend income or a return of capital. Generally, the Company will not record distributions from equity investments in LLCs and LPs as dividend income unless there are sufficient accumulated tax-basis earnings and profits in the LLC or LP prior to the applicable distribution. Distributions that are classified as a return of capital are recorded as a reduction in the cost basis of the investment. For both the three and nine months ended September 30, 2023, the Company received return of capital distributions from its equity investments of zero. For the three and nine months ended September 30, 2022, the Company received return of capital distributions from its equity investments and its investment in LLC equity in SLF of zero and $290, respectively.

The Company has certain investments in its portfolio that contain a payment-in-kind (“PIK”) provision, which represents contractual interest or dividends that are added to the principal balance and recorded as income. The Company stops accruing PIK interest or PIK dividends when it is determined that PIK interest or PIK dividends are no longer collectible. To maintain RIC tax treatment, and to avoid incurring corporate U.S. federal income tax, substantially all of this income must be paid out to stockholders in the form of distributions, even though the Company has not yet collected the cash.

Loan origination fees, original issue discount and market discount or premiums are capitalized, and the Company then amortizes such amounts using the effective interest method as interest income over the life of the investment. Unamortized discounts and loan origination fees totaled $4,149 and $4,701 as of September 30, 2023 and December 31, 2022, respectively. Upfront loan origination and closing fees received for the three and nine months ended September 30, 2023 totaled $202 and $1,003, respectively. Upfront loan origination and closing fees received for the three and nine months ended September 30, 2022 totaled $1,126 and $1,871, respectively. Upon prepayment of a loan or debt security, any unamortized premium or discount or loan origination fees are recorded as interest income.

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The components of the Company’s investment income were as follows:


	Three months ended
	September 30,
	2023		2022
Interest income	$	12,804	$	12,491
PIK interest income		2,430		1,240
Dividend income ⁽¹⁾		1,017		1,051
Fee income ⁽³⁾		(836)		412
Prepayment gain (loss)		29		495
Accretion of discounts and amortization of premiums		199		227
Total investment income	$	15,643	$	15,916


	Nine months ended
	September 30,
	2023		2022
Interest income	$	37,553	$	30,602
PIK interest income		7,193		4,458
Dividend income ⁽²⁾		3,169		3,108
Fee income ⁽³⁾		(356)		1,604
Prepayment gain (loss)		378		758
Accretion of discounts and amortization of premiums		857		872
Total investment income	$	48,794	$	41,402

(1)	Includes PIK dividends of $117 and $124, respectively.

(2)	Includes PIK dividends of $359 and $350, respectively.

(3)	Includes the reversal of $1,046 of previously accrued fee income associated with the Company’s former loan investment in IT Global Holding, LLC.

Investment transactions are recorded on a trade-date basis. Realized gains or losses on portfolio investments are calculated based upon the difference between the net proceeds from the disposition and the amortized cost basis of the investment, without regard to unrealized gains or losses previously recognized. Realized gains and losses are recorded within net realized gain (loss) on investments on the consolidated statements of operations. Changes in the fair value of investments from the prior period, as determined through the application of the Company’s valuation policy, are included within net change in unrealized gain (loss) on investments on the consolidated statements of operations.

Non-accrual: Loans or preferred equity securities are placed on non-accrual status when principal, interest or dividend payments become materially past due, or when there is reasonable doubt that principal, interest or dividends will be collected. Additionally, any original issue discount and market discount are no longer accreted to interest income as of the date the loan is placed on non-accrual status. Interest payments received on non-accrual loans may be recognized as income or applied to principal depending upon management’s judgment. Non-accrual loans are restored to accrual status when past due principal, interest, or dividends are paid, or are expected to be paid, and, in management’s judgment are likely to remain current. The fair value of the Company’s investments on non-accrual status totaled $6,155 and $2,835 at September 30, 2023 and December 31, 2022, respectively.

Distributions

Distributions to common stockholders are recorded on the applicable record date. The amount, if any, to be distributed to common stockholders is determined by the Board each quarter and is generally based upon the Company’s earnings estimated by management. Net realized capital gains, if any, are generally distributed at least annually.

The determination of the tax attributes for the Company’s distributions is made annually, based upon its taxable income for the full year and distributions paid for the full year. Ordinary dividend distributions from a RIC do not qualify for the preferential tax rate on qualified dividend income from domestic corporations and qualified foreign corporations, except to the extent that the RIC received the income in the form of qualifying dividends from domestic corporations and qualified foreign corporations. The tax

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attributes for distributions will generally include both ordinary income and capital gains, but may also include qualified dividends or return of capital.

In October 2012, the Company adopted a dividend reinvestment plan (“DRIP”) that provides for the reinvestment of dividends on behalf of its stockholders, unless a stockholder has elected to receive dividends in cash. When the Company declares a cash dividend, the Company’s stockholders who have not “opted out” of the DRIP at least three days prior to the dividend payment date will have their cash dividend automatically reinvested into additional shares of the Company’s common stock. The Company has the option to satisfy the share requirements of the DRIP through the issuance of new shares of common stock or through open market purchases of common stock by the DRIP plan administrator. Newly issued shares are valued based upon the final closing price of the Company’s common stock on a date determined by the Board. Shares purchased in the open market to satisfy the DRIP requirements will be valued based upon the average price of the applicable shares purchased by the DRIP plan administrator, before any associated brokerage or other costs. See Note 9 for additional information on the Company’s distributions.

Segments

In accordance with ASC Topic 280 — Segment Reporting, the Company has determined that it has a single reporting segment and operating unit structure.

Cash

The Company deposits its cash in a financial institution and, at times, such balances may be in excess of the Federal Deposit Insurance Corporation insurance limits.

Unamortized Deferred Financing Costs

Deferred financing costs represent fees and other direct incremental costs incurred in connection with the Company’s borrowings. As of September 30, 2023 and December 31, 2022, the Company had unamortized deferred financing costs of $3,566 and $4,486 respectively, presented as a direct reduction of the carrying amount of debt on the consolidated statements of assets and liabilities. These amounts are amortized and included in interest and other debt financing expenses on the consolidated statements of operations over the estimated average life of the borrowings. Amortization of deferred financing costs for the three and nine months ended September 30, 2023 was $330 and $977, respectively. Amortization of deferred financing costs for the three and nine months ended September 30, 2022 was $522 and $1,613, respectively.

Offering Costs

Offering costs include, among other things, fees paid in relation to legal, accounting, regulatory and printing work completed in preparation of debt and equity offerings. Offering costs from equity offerings are charged against the proceeds from the offering within the consolidated statements of changes in net assets. Offering costs from debt offerings are reclassified to unamortized deferred financing costs on the consolidated statements of assets and liabilities as noted above. As of September 30, 2023 and December 31, 2022, other assets on the consolidated statements of assets and liabilities included $262 and $184, respectively, of deferred offering costs, which will be charged against the proceeds from future debt or equity offerings when completed.

Investments Denominated in Foreign Currency

As of September 30, 2023, the Company held no investments denominated in a foreign currency. As of December 31, 2022, the Company held investments in one portfolio company that was denominated in Australian dollars.

At each balance sheet date, portfolio company investments denominated in foreign currencies are translated into U.S. dollars using the spot exchange rate on the last business day of the period. Purchases and sales of foreign portfolio company investments, and any income from such investments, are translated into U.S. dollars using the rates of exchange prevailing on the respective dates of such transactions.

Although the fair values of foreign portfolio company investments and the fluctuation in such fair values are translated into U.S. dollars using the applicable foreign exchange rates described above, the Company does not isolate the portion of the change in fair value resulting from foreign currency exchange rates fluctuations from the change in fair value of the underlying investment. All

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fluctuations in fair value are included in net change in unrealized gain (loss) on investments on the Company’s consolidated statements of operations.

Investments denominated in foreign currencies and foreign currency transactions may involve certain consideration 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.

Derivative Instruments

The Company may enter into foreign currency forward contracts to reduce the Company’s exposure to foreign currency exchange rate fluctuations. In a foreign currency forward contract, the Company agrees to receive or deliver a fixed quantity of one currency for another, at a pre-determined price at a future date. Foreign currency forward contracts are marked-to-market based on the difference between the forward rate and the exchange rate at the current period end. Unrealized gain (loss) on foreign currency forward contracts is recorded on the Company’s consolidated statements of assets and liabilities by counterparty on a net basis.

The Company does not utilize hedge accounting and as such values its foreign currency forward contracts at fair value with the change in unrealized gain or loss recorded in net change in unrealized gain (loss) on foreign currency forward contracts and the realized gain or loss recorded in net realized gain (loss) on foreign currency forward contracts on the Company’s consolidated statements of operations.

Income Taxes

The Company has elected to be treated as a RIC under Subchapter M of the Code and operates in a manner so as to qualify for the tax treatment available to RICs. To maintain qualification as a RIC, the Company must, among other things, meet certain source-of-income and asset diversification requirements and distribute to stockholders, for each taxable year, at least 90% of the Company’s “investment company taxable income,” which is generally the Company’s net ordinary income plus the excess, if any, of realized net short-term capital gains over realized net long-term capital losses. If the Company qualifies as a RIC and satisfies the annual distribution requirement, the Company will not have to pay corporate-level federal income taxes on any income that the Company distributes to its stockholders. The Company intends to make distributions in an amount sufficient to maintain RIC status each year and to avoid any federal income taxes on income. The Company is also subject to nondeductible federal excise taxes if the Company does not distribute at least 98% of net ordinary income, 98.2% of any capital gain net income, if any, and any recognized and undistributed income from prior years for which it paid no federal income taxes. To the extent that the Company determines that its estimated current year annual taxable income may exceed estimated current year dividend distributions, the Company accrues excise tax, calculated as 4% of the estimated excess taxable income, if any, as taxable income is earned. For the three and nine months ended September 30, 2023, the Company recorded a net expense (benefit) on the consolidated statements of operations of $95 and $345, respectively, for U.S. federal excise tax. For the three and nine months ended September 30, 2022, the Company recorded a net expense (benefit) on the consolidated statements of operations of ($55) and $64, respectively, for U.S. federal excise tax. As of September 30, 2023 and December 31, 2022, the Company had payables for excise taxes of $106 and $1, respectively, which were included in other assets and accounts payable and accrued expenses, respectively, on the Company’s consolidated statements of assets and liabilities.

The Company’s consolidated Taxable Subsidiaries may be subject to U.S. federal and state corporate-level income taxes. For the three and nine months ended September 30, 2023, the Company recorded a net tax expense of zero and $150 on the consolidated statements of operations for these subsidiaries. For the three and nine months ended September 30, 2022, the Company recorded a net tax expense of $923 and $1,225 on the consolidated statements of operations for these subsidiaries. As of both September 30, 2023 and December 31, 2022, the Company did not have any payables for corporate-level income taxes.

The Company accounts for income taxes in conformity with ASC Topic 740 — Income Taxes (“ASC Topic 740”). ASC Topic 740 provides guidelines for how uncertain tax positions should be recognized, measured, presented and disclosed in the consolidated financial statements. ASC Topic 740 requires the evaluation of tax positions taken in the course of preparing the Company’s tax returns to determine whether the tax positions are “more-likely-than-not” to be sustained by the applicable tax authority. Tax benefits of positions not deemed to meet the more-likely-than-not threshold would be recorded as a tax expense in the current year. It is the Company’s policy to recognize accrued interest and penalties related to uncertain tax benefits in income tax expense. The Company did not take any material uncertain income tax positions through September 30, 2023. The 2020 through 2023 tax years remain subject to examination by U.S. federal and state tax authorities.

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Subsequent Events

The Company has evaluated the need for disclosures and/or adjustments resulting from subsequent events through the date the consolidated financial statements were issued. There have been no subsequent events that occurred during such period that would require disclosure in this Form 10-Q or would be required to be recognized in the consolidated financial statements as of and for the nine months ended September 30, 2023.

Recent Accounting Pronouncements

In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (“ASU 2020-04”). The amendments in ASU 2020-04 provide optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The standard is effective as of March 12, 2020 through December 31, 2024. The Company did not utilize the optional expedients and exceptions provided by ASU 2020-04 during the nine months ended September 30, 2023.

Note 3. Investments

The following tables show the composition of the Company’s investment portfolio, at amortized cost and fair value (with corresponding percentage of total portfolio investments):


	September 30, 2023				December 31, 2022
Amortized Cost:
Senior secured loans	$	419,994	78.2	%	$	436,066	75.3	%
Unitranche secured loans		13,522	2.5			45,352	7.8
Junior secured loans		29,215	5.4			21,141	3.6
LLC equity interest in SLF		42,650	8.0			42,650	7.4
Equity securities		31,414	5.9			34,098	5.9
Total	$	536,795	100.0	%	$	579,307	100.0	%


	September 30, 2023				December 31, 2022
Fair Value:
Senior secured loans	$	416,316	80.3	%	$	434,023	80.2	%
Unitranche secured loans		13,548	2.6			20,633	3.8
Junior secured loans		27,425	5.3			22,193	4.1
LLC equity interest in SLF		33,269	6.4			35,509	6.6
Equity securities		27,726	5.4			28,682	5.3
Total	$	518,284	100.0	%	$	541,040	100.0	%

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The following tables show the composition of the Company’s investment portfolio by geographic region, at amortized cost and fair value (with corresponding percentage of total portfolio investments). The geographic composition is determined by the location of the corporate headquarters of the portfolio company, which may not be indicative of the primary source of the portfolio company’s business:


	September 30, 2023				December 31, 2022
Amortized Cost:
International	$	—	0.0	%	$	11,860	2.1	%
Midwest		163,145	30.4			157,558	27.2
Northeast		106,674	19.9			100,961	17.4
Southeast		158,568	29.5			158,548	27.4
Southwest		25,008	4.7			27,348	4.7
West		83,400	15.5			123,032	21.2
Total	$	536,795	100.0	%	$	579,307	100.0	%


	September 30, 2023				December 31, 2022
Fair Value:
International	$	—	0.0	%	$	10,405	1.9	%
Midwest		141,810	27.4			143,691	26.6
Northeast		109,509	21.1			104,157	19.2
Southeast		154,441	29.8			155,624	28.8
Southwest		25,931	5.0			28,287	5.2
West		86,593	16.7			98,876	18.3
Total	$	518,284	100.0	%	$	541,040	100.0	%

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The following tables show the composition of the Company’s investment portfolio by industry, at amortized cost and fair value (with corresponding percentage of total portfolio investments):


	September 30, 2023				December 31, 2022
Amortized Cost:
Aerospace & Defense	$	7,601	1.4	%	$	7,461	1.3	%
Automotive		17,781	3.3			16,775	2.9
Banking		17,031	3.2			17,790	3.1
Beverage, Food & Tobacco		9,924	1.9			15,625	2.7
Capital Equipment		18,442	3.4			18,615	3.2
Chemicals, Plastics & Rubber		2,917	0.5			2,924	0.5
Construction & Building		8,698	1.6			6,642	1.1
Consumer Goods: Durable		8,792	1.6			9,333	1.6
Consumer Goods: Non-Durable		3,415	0.6			28,276	4.9
Environmental Industries		5,434	1.0			6,164	1.1
FIRE: Finance		14,585	2.7			25,021	4.3
FIRE: Real Estate		86,633	16.1			81,922	14.1
Healthcare & Pharmaceuticals		67,025	12.5			59,659	10.3
High Tech Industries		41,358	7.7			52,385	9.0
Hotels, Gaming & Leisure		111	0.0			2,702	0.5
Investment Funds & Vehicles		42,650	8.0			42,650	7.4
Media: Advertising, Printing & Publishing		18,241	3.4			17,470	3.0
Media: Broadcasting & Subscription		3,984	0.7			2,747	0.5
Media: Diversified & Production		41,260	7.7			36,018	6.2
Retail		2,422	0.5			9,247	1.6
Services: Business		56,224	10.5			56,249	9.7
Services: Consumer		39,028	7.3			40,086	6.9
Telecommunications		7,246	1.4			7,502	1.3
Wholesale		15,993	3.0			16,044	2.8
Total	$	536,795	100.0	%	$	579,307	100.0	%

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	September 30, 2023				December 31, 2022
Fair Value:
Aerospace & Defense	$	7,578	1.4	%	$	7,436	1.4	%
Automotive		16,626	3.2			16,637	3.1
Banking		16,436	3.2			19,817	3.7
Beverage, Food & Tobacco		11,434	2.2			12,470	2.3
Capital Equipment		18,936	3.6			19,012	3.5
Chemicals, Plastics & Rubber		3,996	0.8			4,445	0.8
Construction & Building		8,800	1.7			6,706	1.2
Consumer Goods: Durable		8,739	1.7			9,338	1.7
Consumer Goods: Non-Durable		3,023	0.6			3,508	0.6
Environmental Industries		5,895	1.1			6,558	1.2
FIRE: Finance		15,037	2.9			23,892	4.4
FIRE: Real Estate		85,387	16.5			82,498	15.2
Healthcare & Pharmaceuticals		66,309	12.8			59,273	11.0
High Tech Industries		40,164	7.7			52,891	9.8
Hotels, Gaming & Leisure		115	0.0			2,720	0.5
Investment Funds & Vehicles		33,269	6.4			35,509	6.6
Media: Advertising, Printing & Publishing		20,497	4.0			19,777	3.7
Media: Broadcasting & Subscription		2,763	0.5			2,691	0.5
Media: Diversified & Production		41,435	8.0			36,164	6.7
Retail		1,985	0.4			9,306	1.7
Services: Business		57,316	11.1			57,308	10.6
Services: Consumer		30,398	5.9			31,324	5.8
Telecommunications		7,356	1.4			7,595	1.4
Wholesale		14,790	2.9			14,165	2.6
Total	$	518,284	100.0	%	$	541,040	100.0	%

MRCC Senior Loan Fund I, LLC

The Company co-invests with Life Insurance Company of the Southwest (“LSW”) in senior secured loans through SLF, an unconsolidated Delaware LLC. SLF is capitalized as underlying investment transactions are completed, taking into account available debt and equity commitments available for funding these investments. All portfolio and investment decisions in respect to SLF must be approved by the SLF investment committee, consisting of one representative from the Company and one representative from LSW. SLF may cease making new investments upon notification of either member but operations will continue until all investments have been sold or paid-off in the normal course of business. Investments held by SLF are measured at fair value using the same valuation methodologies as described in Note 4. The Company’s investment is illiquid in nature as SLF does not allow for withdrawal from the LLC or the sale of a member’s interest unless approved by the board members of SLF. The full withdrawal of a member would result in an orderly wind-down of SLF.

SLF’s profits and losses are allocated to the Company and LSW in accordance with their respective ownership interests. As of both September 30, 2023 and December 31, 2022, the Company and LSW each owned 50.0% of the LLC equity interests of SLF. As of both September 30, 2023 and December 31, 2022, SLF had $100,000 in equity commitments from its members (in the aggregate), of which $85,300 was funded.

As of both September 30, 2023 and December 31, 2022, the Company had committed to fund $50,000 of LLC equity interest subscriptions to SLF. As of both September 30, 2023 and December 31, 2022, $42,650 of the Company’s LLC equity interest subscriptions to SLF had been called and contributed, net of return of capital distributions subject to recall.

For the three and nine months ended September 30, 2023 and 2022, the Company received $900 and $2,700 of dividend income from its LLC equity interest in SLF, respectively.

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SLF has a senior secured revolving credit facility (as amended, the “SLF Credit Facility”) with Capital One, N.A., through its wholly-owned subsidiary MRCC Senior Loan Fund I Financing SPV, LLC (“SLF SPV”). The SLF Credit Facility allows SLF SPV to borrow up to $110,000 (reduced from $175,000 on June 9, 2023), subject to leverage and borrowing base restrictions. Borrowings on the SLF Credit Facility bear interest at an annual rate of LIBOR (three-month) plus 2.10% and the SLF Credit Facility has a maturity date of November 23, 2031.

SLF does not pay any fees to MC Advisors or its affiliates; however, SLF has entered into an administration agreement with Monroe Capital Management Advisors, LLC (“MC Management”), pursuant to which certain loan servicing and administrative functions are delegated to MC Management. SLF may reimburse MC Management for its allocable share of overhead and other expenses incurred by MC Management. For the three and nine months ended September 30, 2023, SLF incurred $45 and $154 of allocable expenses, respectively. For the three and nine months ended September 30, 2022, SLF incurred $65 and $175 of allocable expenses, respectively. There are no agreements or understandings by which the Company guarantees any SLF obligations.

As of September 30, 2023 and December 31, 2022, SLF had total assets at fair value of $158,667 and $192,830, respectively. As of September 30, 2023 and December 31, 2022, SLF had four and one portfolio company investments on non-accrual status with a fair value of $5,397 and $415, respectively. The portfolio companies in SLF are in industries and geographies similar to those in which the Company may invest directly. Additionally, as of September 30, 2023 and December 31, 2022, SLF had $3,720 and $4,579, respectively, in outstanding commitments to fund investments under undrawn revolvers and delayed draw commitments.

Below is a summary of SLF’s portfolio, followed by a listing of the individual investments in SLF’s portfolio as of September 30, 2023 and December 31, 2022:


	As of
	September 30, 2023		December 31, 2022
Senior secured loans ⁽¹⁾	166,639		197,867
Weighted average current interest rate on senior secured loans ⁽²⁾	9.7	%	9.7	%
Number of portfolio company investments in SLF	53		60
Largest portfolio company investment ⁽¹⁾	6,597		6,650
Total of five largest portfolio company investments ⁽¹⁾	26,900		27,026

(1)	Represents outstanding principal amount, excluding unfunded commitments.

(2)	Computed as the (a) annual stated interest rate on accruing senior secured loans divided by (b) total senior secured loans at outstanding principal amount.

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MRCC SENIOR LOAN FUND I, LLC

CONSOLIDATED SCHEDULE OF INVESTMENTS

(unaudited)

September 30, 2023


				Interest
Portfolio Company ^(a)	Index ^(b)	Spread ^(b)		Rate ^(b)		Maturity	Principal		Fair Value
Non-Controlled/Non-Affiliate Company Investments
Senior Secured Loans
Aerospace & Defense
Bromford Industries Limited ^(c)	P	5.25	%	13.75	% ^(e)	11/5/2025		2,744	$	971
Bromford Industries Limited ^(c)	P	5.25	%	13.75	% ^(e)	11/5/2025		1,829		648
Trident Maritime Systems, Inc.	SF	5.60	%	10.99	%	2/26/2027		2,422		2,399
Trident Maritime Systems, Inc.	SF	5.60	%	10.99	%	2/26/2027		746		739
Trident Maritime Systems, Inc. (Revolver)	SF	5.60	%	10.92	%	2/26/2027		319		316
								8,060		5,073
Automotive
Accelerate Auto Works Intermediate, LLC	SF	5.15	%	10.57	%	12/1/2027		1,358		1,344
Accelerate Auto Works Intermediate, LLC (Delayed Draw) ^(d)	SF	5.15	%	10.57	%	12/1/2027		388		—
Accelerate Auto Works Intermediate, LLC (Revolver) ^(d)	SF	5.15	%	10.57	%	12/1/2027		132		—
Truck-Lite Co., LLC	SF	6.25	%	11.69	%	12/14/2026		1,678		1,678
Truck-Lite Co., LLC	SF	6.25	%	11.69	%	12/14/2026		249		249
Truck-Lite Co., LLC	SF	6.25	%	11.69	%	12/14/2026		43		43
Wheel Pros, Inc. ^(f)	SF	4.61	%	9.94	%	5/11/2028		—		—
								3,848		3,314
Beverage, Food & Tobacco
SW Ingredients Holdings, LLC	SF	4.75	%	10.17	%	7/3/2025		3,553		3,551
								3,553		3,551
Capital Equipment
DS Parent, Inc.	SF	5.75	%	11.34	%	12/8/2028		2,738		2,714
MacQueen Equipment, LLC	SF	5.51	%	10.90	%	1/7/2028		2,080		2,080
MacQueen Equipment, LLC (Delayed Draw) ^(d)	SF	5.51	%	10.90	%	1/7/2028		591		78
MacQueen Equipment, LLC (Revolver) ^(d)	SF	5.51	%	10.90	%	1/7/2028		296		—
								5,705		4,872
Chemicals, Plastics & Rubber
Phoenix Chemical Holding Company LLC	SF	7.11	%	12.43	%	8/2/2024		1,131		1,030
TJC Spartech Acquisition Corp.	SF	4.75	%	10.05	%	5/5/2028		4,221		3,799
								5,352		4,829
Construction & Building
The Cook & Boardman Group LLC	SF	5.85	%	11.18	%	10/20/2025		2,857		2,785
								2,857		2,785
Consumer Goods: Durable
Elevate Textiles, Inc. (fka International Textile Group, Inc.)	SF	6.65	%	11.89	% ^(e)	9/30/2027		800		800
Runner Buyer INC.	SF	5.61	%	11.04	%	10/23/2028		2,955		2,352
								3,755		3,152
Consumer Goods: Non-Durable
PH Beauty Holdings III, INC.	SF	5.00	%	10.68	%	9/26/2025		2,374		2,018
								2,374		2,018
Containers, Packaging & Glass
Polychem Acquisition, LLC	SF	5.11	%	10.43	%	3/17/2025		2,865		2,865
PVHC Holding Corp	SF	5.65	%	11.04 0.75	% Cash/ % PIK	2/17/2027		1,897		1,830
								4,762		4,695
Energy: Oil & Gas
Drilling Info Holdings, Inc.	SF	4.35	%	9.67	%	7/30/2025		4,434		4,299
Offen, Inc.	SF	5.43	%	10.46	%	6/22/2026		2,249		2,249
Offen, Inc.	SF	5.43	%	10.46	%	6/22/2026		861		861
								7,544		7,409
FIRE: Finance
Harbour Benefit Holdings, Inc.	SF	5.15	%	10.54	%	12/13/2024		2,865		2,865
Harbour Benefit Holdings, Inc.	SF	5.10	%	10.42	%	12/13/2024		61		61
Minotaur Acquisition, Inc.	SF	4.85	%	10.17	%	3/27/2026		4,819		4,808
TEAM Public Choices, LLC	SF	5.43	%	10.88	%	12/17/2027		2,932		2,890
								10,677		10,624
FIRE: Real Estate
Avison Young (USA) Inc. ^(c)	SF	6.76	%	12.15	% ^(e)	1/30/2026		4,775		1,892
								4,775		1,892

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MRCC SENIOR LOAN FUND I, LLC

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

September 30, 2023


				Interest
Portfolio Company ^(a)	Index ^(b)	Spread ^(b)		Rate ^(b)		Maturity	Principal	Fair Value
Healthcare & Pharmaceuticals
Cano Health, LLC	SF	4.10	%	9.42	%	11/23/2027	1,955	$	1,272
HAH Group Holding Company LLC	SF	5.00	%	10.42	%	10/29/2027	2,958		2,928
LSCS Holdings, Inc.	SF	4.61	%	9.93	%	12/15/2028	1,814		1,792
Natus Medical Incorporated	SF	5.50	%	11.04	%	7/20/2029	4,962		4,665
Paragon Healthcare, Inc.	SF	5.85	%	11.17	%	1/19/2027	2,111		2,081
Paragon Healthcare, Inc.	SF	5.75	%	11.12	%	1/19/2027	364		359
Paragon Healthcare, Inc. (Revolver) ^(d)	SF	5.75	%	11.12	%	1/19/2027	490		—
Radiology Partners, Inc.	SF	4.68	%	10.18	%	7/9/2025	4,750		3,599
							19,404		16,696
High Tech Industries
Corel Inc. ^(c)	SF	5.10	%	10.52	%	7/2/2026	3,450		3,324
Lightbox Intermediate, L.P.	SF	5.26	%	10.65	%	5/11/2026	4,788		4,644
TGG TS Acquisition Company	SF	6.61	%	11.93	%	12/12/2025	2,946		2,886
							11,184		10,854
Hotels, Gaming & Leisure
Excel Fitness Holdings, Inc.	SF	5.40	%	10.79	%	4/27/2029	4,331		4,108
Excel Fitness Holdings, Inc. (Revolver) ^(d)	SF	5.40	%	10.79	%	4/28/2028	625		—
North Haven Spartan US Holdco, LLC	SF	6.25	%	11.65	%	6/6/2025	2,256		2,242
Tait LLC	SF	5.00	%	10.25	%	3/28/2025	4,051		4,027
Tait LLC (Revolver) ^(d)	SF	5.00	%	10.25	%	3/28/2025	769		—
							12,032		10,377
Media: Diversified & Production
Research Now Group, Inc. and Survey Sampling International, LLC	SF	5.76	%	11.13	%	12/20/2024	6,597		4,823
STATS Intermediate Holdings, LLC	SF	5.51	%	10.89	%	7/10/2026	4,813		4,548
TA TT Buyer, LLC	SF	5.00	%	10.39	%	3/30/2029	3,300		3,297
							14,710		12,668
Services: Business
CHA Holdings, Inc	SF	4.76	%	10.15	%	4/10/2025	1,944		1,913
CHA Holdings, Inc	SF	4.76	%	10.15	%	4/10/2025	410		403
Eliassen Group, LLC	SF	5.50	%	10.84	%	4/14/2028	3,227		3,173
Eliassen Group, LLC (Delayed Draw) ^(d)	SF	5.50	%	10.82	%	4/14/2028	740		228
Engage2Excel, Inc.	SF	7.35	%	12.21	%	12/31/2023	4,282		4,270
Engage2Excel, Inc.	SF	7.35	%	12.21	%	12/31/2023	773		771
Engage2Excel, Inc. (Revolver)	SF	7.35	%	12.69	%	12/31/2023	550		550
				10.82	% Cash/
Output Services Group, Inc.	SF	5.25	%	1.50	% PIK ^(e)	6/29/2026	4,812		1,011
Secretariat Advisors LLC	SF	5.01	%	10.40	%	12/29/2028	1,680		1,663
Secretariat Advisors LLC	SF	5.01	%	10.40	%	12/29/2028	268		265
SIRVA Worldwide Inc.	SF	5.61	%	10.93	%	8/4/2025	1,763		1,589
Teneo Holdings LLC	SF	5.35	%	10.67	%	7/11/2025	4,800		4,809
							25,249		20,645
Services: Consumer
360Holdco, Inc.	SF	5.60	%	10.92	%	8/1/2025	2,130		2,130
360Holdco, Inc.	SF	5.60	%	10.92	%	8/1/2025	823		823
Laseraway Intermediate Holdings II, LLC	SF	5.75	%	11.32	%	10/14/2027	2,183		2,153
McKissock Investment Holdings, LLC	SF	5.00	%	10.43	%	3/9/2029	2,463		2,435
							7,599		7,541
Telecommunications
Intermedia Holdings, Inc.	SF	6.11	%	11.43	%	7/21/2025	1,746		1,665
Mavenir Systems, Inc.	SF	5.11	%	10.49	%	8/18/2028	1,642		1,310
Sandvine Corporation	SF	4.50	%	9.82	%	10/31/2025	1,973		1,699
							5,361		4,674
Transportation: Cargo
Keystone Purchaser, LLC	SF	5.75	%	10.96	%	5/7/2027	4,917		4,880
							4,917		4,880
Utilities: Oil & Gas
Dresser Utility Solutions, LLC	SF	4.10	%	9.42	%	10/1/2025	1,664		1,631
Dresser Utility Solutions, LLC	SF	5.35	%	10.67	%	10/1/2025	243		239
							1,907		1,870
Wholesale
HALO Buyer, Inc.	SF	4.60	%	9.92	%	6/30/2025	4,736		3,658
							4,736		3,658
Total Non-Controlled/Non-Affiliate Senior Secured Loans							170,361	$	148,077

Equity Securities ^{(g) (h)}
Consumer Goods: Durable
Elevate Textiles, Inc. (fka International Textile Group, Inc.) (25,524 shares of common units)	—	—		—	⁽ⁱ⁾	—	—		75
									75
Chemicals, Plastics & Rubber
Polyventive Lender Holding Company LLC (0.84% of the equity)	—	—		—	⁽ⁱ⁾	—	—		—
									—
Total Non-Controlled/Non-Affiliate Equities								$	75

TOTAL INVESTMENTS								$	148,152

(a)	All investments are U.S. companies unless otherwise noted.

(b)

The majority of investments bear interest at a rate that may be determined by reference to the London Interbank Offered Rate (“LIBOR” or “L”), Secured Overnight Financing Rate (“SOFR” or “SF”) or Prime (“P”) which reset daily, monthly, quarterly or semiannually. The Company has provided the spread over LIBOR, SOFR or Prime and the current contractual rate of interest in effect at September 30, 2023. Certain investments may be subject to an interest rate floor or cap. Certain investments contain a PIK provision.

(c)	This is an international company.

(d)	All or a portion of this commitment was unfunded as of September 30, 2023. As such, interest is earned only on the funded portion of this commitment. Principal reflects the commitment outstanding.

(e)	This position was on non-accrual status as of September 30, 2023, meaning that we have ceased accruing interest income on the position.

(f)	Investment position or portion thereof unsettled at September 30, 2023.

(g)	Represents less than 5% ownership of the portfolio company’s voting securities.

(h)	Ownership of certain equity investments may occur through a holding company partnership.

(i)	Represents a non-income producing security.

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MRCC SENIOR LOAN FUND I, LLC

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2022


Portfolio Company ^(a)	Index ^(b)	Spread ^(b)		Interest Rate ^(b)		Maturity		Principal	Fair Value
Non-Controlled/Non-Affiliate Company Investments
Senior Secured Loans
Aerospace & Defense
Bromford Industries Limited ^(c)	P	5.25	%	12.75	%	11/5/2025		2,744	$	2,581
Bromford Industries Limited ^(c)	P	5.25	%	12.75	%	11/5/2025		1,829		1,720
Trident Maritime Systems, Inc.	L	4.75	%	9.48	%	2/26/2027		2,445		2,443
Trident Maritime Systems, Inc.	L	4.75	%	9.48	%	2/26/2027		746		746
Trident Maritime Systems, Inc. (Revolver) ^(d)	L	4.75	%	9.08	%	2/26/2027		319		122
								8,083		7,612
Automotive
Accelerate Auto Works Intermediate, LLC	L	4.50	%	9.23	%	12/1/2027		1,391		1,386
Accelerate Auto Works Intermediate, LLC (Delayed Draw) ^(d)	L	4.50	%	9.23	%	12/1/2027		388		—
Accelerate Auto Works Intermediate, LLC (Revolver) ^(d)	L	4.50	%	9.23	%	12/1/2027		132		—
Truck-Lite Co., LLC	SF	6.25	%	11.14	%	12/14/2026		1,691		1,690
Truck-Lite Co., LLC	SF	6.25	%	11.14	%	12/14/2026		251		250
Truck-Lite Co., LLC	SF	6.25	%	11.14	%	12/14/2026		43		43
Wheel Pros, Inc.	L	4.50	%	8.82	%	5/11/2028		1,932		1,321
								5,828		4,690
Beverage, Food & Tobacco
CBC Restaurant Corp.	n/a	n/a		5.00	% PIK ^(e)	n/a	^(f)	1,066		415
SW Ingredients Holdings, LLC	L	4.75	%	9.13	%	7/3/2025		3,581		3,581
								4,647		3,996
Capital Equipment
Analogic Corporation	L	5.25	%	9.66	%	6/24/2024		4,703		4,433
DS Parent, Inc.	L	5.75	%	9.92	%	12/8/2028		2,850		2,725
MacQueen Equipment, LLC	L	5.25	%	9.98	%	1/7/2028		2,096		2,096
MacQueen Equipment, LLC (Delayed Draw) ^(d)	L	5.25	%	9.98	%	1/7/2028		592		69
MacQueen Equipment, LLC (Revolver) ^(d)	L	5.25	%	9.98	%	1/7/2028		296		—
								10,537		9,323
Chemicals, Plastics & Rubber
Phoenix Chemical Holding Company LLC (fka Polymer Solutions Group)	L	7.00	%	11.39	%	6/15/2023		1,139		1,132
TJC Spartech Acquisition Corp.	L	4.75	%	8.53	%	5/5/2028		4,253		4,131
								5,392		5,263
Construction & Building
The Cook & Boardman Group LLC	SF	5.75	%	9.99	%	10/20/2025		2,879		2,458
								2,879		2,458
Consumer Goods: Durable
International Textile Group, Inc.	L	5.00	%	9.21	%	5/1/2024		1,664		1,166
Runner Buyer INC.	L	5.50	%	10.23	%	10/23/2028		2,978		2,114
								4,642		3,280
Consumer Goods: Non-Durable
PH Beauty Holdings III, INC.	L	5.00	%	9.73	%	9/26/2025		2,393		1,950
								2,393		1,950
Containers, Packaging & Glass
Liqui-Box Holdings, Inc.	L	4.50	%	9.23	%	2/26/2027		4,225		4,186
Polychem Acquisition, LLC	L	5.00	%	9.38	%	3/17/2025		2,888		2,888
PVHC Holding Corp	L	4.75	%	9.48	%	8/5/2024		3,184		3,072
								10,297		10,146
Energy: Oil & Gas
Drilling Info Holdings, Inc.	L	4.25	%	8.63	%	7/30/2025		4,469		4,313
Offen, Inc.	L	5.00	%	9.38	%	6/22/2026		2,249		2,249
Offen, Inc.	L	5.00	%	9.38	%	6/22/2026		867		867
								7,585		7,429

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MRCC SENIOR LOAN FUND I, LLC

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

December 31, 2022


Portfolio Company ^(a)	Index ^(b)	Spread ^(b)		Interest Rate ^(b)		Maturity	Principal	Fair Value
FIRE: Finance
Harbour Benefit Holdings, Inc.	L	5.25	%	9.98	%	12/13/2024	2,901	$	2,898
Harbour Benefit Holdings, Inc.	L	5.25	%	9.63	%	12/13/2024	61		61
Minotaur Acquisition, Inc.	SF	4.75	%	9.17	%	3/27/2026	4,857		4,656
TEAM Public Choices, LLC	L	5.00	%	9.93	%	12/17/2027	2,955		2,822
							10,774		10,437
FIRE: Real Estate
Avison Young (USA) Inc. ^(c)	SF	5.75	%	10.19	%	1/30/2026	4,800		4,020
							4,800		4,020
Healthcare & Pharmaceuticals
Cano Health, LLC	SF	4.00	%	8.42	%	11/23/2027	1,970		1,572
HAH Group Holding Company LLC	SF	5.00	%	9.43	%	10/29/2027	2,978		2,847
LSCS Holdings, Inc.	L	4.50	%	8.88	%	12/15/2028	1,828		1,751
Natus Medical Incorporated	SF	5.50	%	8.68	%	7/20/2029	5,000		4,650
Paragon Healthcare, Inc.	SF	5.75	%	9.81	%	1/19/2027	2,127		2,109
Paragon Healthcare, Inc. (Delayed Draw) ^(d)	SF	5.75	%	10.06	%	1/19/2027	366		242
Paragon Healthcare, Inc. (Revolver) ^(d)	SF	5.75	%	10.26	%	1/19/2027	490		61
Radiology Partners, Inc.	L	4.25	%	8.64	%	7/9/2025	4,760		4,018
							19,519		17,250
High Tech Industries
Corel Inc. ^(c)	L	5.00	%	9.73	%	7/2/2026	3,600		3,365
Lightbox Intermediate, L.P.	L	5.00	%	9.73	%	5/11/2026	4,825		4,656
TGG TS Acquisition Company	L	6.50	%	10.88	%	12/12/2025	3,190		3,143
							11,615		11,164
Hotels, Gaming & Leisure
Excel Fitness Holdings, Inc.	SF	5.25	%	10.29	%	4/27/2029	4,364		4,102
Excel Fitness Holdings, Inc. (Revolver) ^(d)	SF	5.25	%	9.67	%	4/28/2028	625		306
North Haven Spartan US Holdco, LLC	SF	6.25	%	10.71	%	6/6/2025	2,280		2,202
Tait LLC	L	5.00	%	8.75	%	3/28/2025	4,083		3,972
Tait LLC (Revolver) ^(d)	P	4.00	%	10.25	%	3/28/2025	769		—
							12,121		10,582
Media: Advertising, Printing & Publishing
Cadent, LLC	L	6.50	%	11.23	%	9/11/2025	4,237		4,131
Cadent, LLC (Revolver) ^(d)	L	6.50	%	11.23	%	9/11/2025	167		—
							4,404		4,131
Media: Diversified & Production
Research Now Group, Inc. and Survey Sampling International, LLC	L	5.50	%	8.84	%	12/20/2024	6,650		5,035
STATS Intermediate Holdings, LLC	L	5.25	%	9.90	%	7/10/2026	4,850		4,498
TA TT Buyer, LLC	SF	5.00	%	8.98	%	3/30/2029	3,325		3,242
							14,825		12,775
Services: Business
AQ Carver Buyer, Inc.	L	5.00	%	9.38	%	9/23/2025	4,838		4,834
CHA Holdings, Inc	L	4.50	%	9.23	%	4/10/2025	1,960		1,886
CHA Holdings, Inc	L	4.50	%	9.23	%	4/10/2025	413		398
Eliassen Group, LLC	SF	5.50	%	10.08	%	4/14/2028	3,251		3,194
Eliassen Group, LLC (Delayed Draw) ^(d)	SF	5.50	%	8.88	%	4/14/2028	740		109
Engage2Excel, Inc.	L	7.25	%	11.98	%	3/7/2023	4,283		4,242
Engage2Excel, Inc.	L	7.25	%	11.98	%	3/7/2023	773		766
Engage2Excel, Inc. (Revolver) ^(d)	P	6.25	%	13.75	%	3/7/2023	554		509
Orbit Purchaser LLC	L	4.50	%	9.23	%	10/21/2024	2,406		2,190
Orbit Purchaser LLC	L	4.50	%	9.23	%	10/21/2024	1,858		1,691
Orbit Purchaser LLC	L	4.50	%	9.23	%	10/21/2024	543		494
				9.80	% Cash/
Output Services Group, Inc.	SF	6.75	%	1.50	% PIK	6/29/2026	4,807		3,275
Secretariat Advisors LLC	L	4.75	%	9.48	%	12/29/2028	1,693		1,634
Secretariat Advisors LLC	L	4.75	%	9.48	%	12/29/2028	270		260
SIRVA Worldwide Inc.	L	5.50	%	10.23	%	8/4/2025	1,800		1,606
Teneo Holdings LLC	SF	5.25	%	9.67	%	7/11/2025	4,837		4,668
The Kleinfelder Group, Inc.	L	5.25	%	9.98	%	11/29/2024	2,362		2,362
							37,388		34,118
Services: Consumer
360Holdco, Inc.	SF	5.00	%	9.42	%	8/2/2025	2,145		2,145
360Holdco, Inc. (Delayed Draw) ^(d)	SF	5.00	%	9.42	%	8/2/2025	827		252
Laseraway Intermediate Holdings II, LLC	L	5.75	%	9.76	%	10/14/2027	2,200		2,161
McKissock Investment Holdings, LLC	SF	5.00	%	8.87	%	3/9/2029	2,481		2,322
							7,653		6,880
Telecommunications
Intermedia Holdings, Inc.	L	6.00	%	10.38	%	7/21/2025	1,760		1,360
Mavenir Systems, Inc.	L	4.75	%	9.42	%	8/18/2028	1,654		1,350
Sandvine Corporation	L	4.50	%	8.88	%	10/31/2025	2,000		1,904
							5,414		4,614
Transportation: Cargo
Keystone Purchaser, LLC	L	5.50	%	10.60	%	5/7/2027	4,955		4,955
							4,955		4,955
Utilities: Oil & Gas
Dresser Utility Solutions, LLC (fka NGS US Finco, LLC)	L	4.25	%	8.63	%	10/1/2025	1,678		1,619
Dresser Utility Solutions, LLC (fka NGS US Finco, LLC)	L	5.25	%	9.63	%	10/1/2025	245		239
							1,923		1,858
Wholesale
HALO Buyer, Inc.	L	4.50	%	8.88	%	6/30/2025	4,774		4,219
							4,774		4,219

TOTAL INVESTMENTS								$	183,150

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MRCC SENIOR LOAN FUND I, LLC

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

December 31, 2022

(a)	All investments are U.S. companies unless otherwise noted.

(b)

The majority of investments bear interest at a rate that may be determined by reference to the London Interbank Offered Rate (“LIBOR” or “L”), Secured Overnight Financing Rate (“SOFR” or “SF”) or Prime (“P”) which reset daily, monthly, quarterly or semiannually. The Company has provided the spread over LIBOR, SOFR or Prime and the current contractual rate of interest in effect at December 31, 2022. Certain investments may be subject to an interest rate floor or cap. Certain investments contain a Payment-in-kind (“PIK”) provision.

(c)	This is an international company.

(d)	All or a portion of this commitment was unfunded as of December 31, 2022. As such, interest is earned only on the funded portion of this commitment. Principal reflects the commitment outstanding.

(e)	This position was on non-accrual status as of December 31, 2022, meaning that the Company has ceased accruing interest income on the position.

(f)	This is a demand note with no stated maturity.

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Below is certain summarized financial information for SLF as of September 30, 2023 and December 31, 2022 and for the three and nine months ended September 30, 2023 and 2022:


	September 30, 2023		December 31, 2022
	(unaudited)
Assets
Investments, at fair value	$	148,152	$	183,150
Cash		2,104		1,608
Restricted cash		5,523		6,454
Interest receivable		1,246		1,613
Other assets		1,642		5
Total assets	$	158,667	$	192,830
Liabilities
Revolving credit facility	$	92,064	$	122,215
Less: Unamortized deferred financing costs		(919)		(1,518)
Total debt, less unamortized deferred financing costs		91,145		120,697
Interest payable		621		769
Accounts payable and accrued expenses		363		346
Total liabilities		92,129		121,812
Members’ capital		66,538		71,018
Total liabilities and members’ capital	$	158,667	$	192,830


	Three months ended September 30,				Nine months ended September 30,
	2023		2022		2023		2022

	(unaudited)				(unaudited)
Investment income:
Interest income	$	3,936	$	4,075	$	14,017	$	10,593
Total investment income		3,936		4,075		14,017		10,593
Expenses:
Interest and other debt financing expenses		2,194		1,669		6,848		3,866
Professional fees		146		203		549		580
Total expenses		2,340		1,872		7,397		4,446
Net investment income (loss)		1,596		2,203		6,620		6,147
Net gain (loss):
Net realized gain (loss) on investments		(274)		—		(814)		—
Net change in unrealized gain (loss) on investments		(2,073)		(2,416)		(4,886)		(10,909)
Net gain (loss)		(2,347)		(2,416)		(5,700)		(10,909)
Net increase (decrease) in members’ capital	$	(751)	$	(213)	$	920	$	(4,762)

Note 4. Fair Value Measurements

Investments

The Company values all investments in accordance with ASC Topic 820. ASC Topic 820 requires enhanced disclosures about assets and liabilities that are measured and reported at fair value. As defined in ASC Topic 820, fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Where available, fair value is based on observable market prices or parameters, or derived from such prices or parameters. Where observable prices or inputs are not available, valuation models are applied. These valuation models involve some level of management estimation and judgment, the degree of which is dependent on the price transparency for the assets or liabilities or market and the assets’ or liabilities’ complexity.

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ASC Topic 820 establishes a hierarchal disclosure framework which prioritizes and ranks the level of market price observability of inputs used in measuring investments at fair value. Market price observability is affected by a number of factors, including the type of investment and the characteristics specific to the investment. Investments with readily available active quoted prices or for which fair value can be measured from actively quoted prices generally will have a higher degree of market price observability and a lesser degree of judgment used in measuring fair value.

Based on the observability of the inputs used in the valuation techniques, the Company is required to provide disclosures on fair value measurements according to the fair value hierarchy. The fair value hierarchy ranks the observability of the inputs used to determine fair values. Investments carried at fair value are classified and disclosed in one of the following three categories:

●

Level 1 – Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities at the measurement date.

●

Level 2 – Valuations based on inputs other than quoted prices in active markets, including quoted prices for similar assets or liabilities, which are either directly or indirectly observable.

●

Level 3 – Valuations based on inputs that are unobservable and significant to the overall fair value measurement. This includes situations where there is little, if any, market activity for the assets or liabilities. The inputs into the determination of fair value are based upon the best information available and may require significant management judgment or estimation.

In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an asset’s or liability’s categorization within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the asset or liability.

For periods prior to September 30, 2022, the Board determined the fair value of the Company’s investments. Pursuant to the new SEC Rule 2a-5 of the 1940 Act, on September 30, 2022 the Board designated MC Advisors as the Company’s valuation designee (the “Valuation Designee”). The Board is responsible for oversight of the Valuation Designee. The Valuation Designee has established a valuation committee to determine in good faith the fair value of the Company’s investments, based on input of the Valuation Designee’s management and personnel and independent valuation firms which are engaged at the direction of the valuation committee to assist in the valuation of certain portfolio investments lacking a readily available market quotation. The valuation committee determines fair values pursuant to a valuation policy approved by the Board and pursuant to a consistently applied valuation process.

With respect to investments for which market quotations are not readily available, the Valuation Designee undertakes a multi-step valuation process each quarter, as described below:

●

the quarterly valuation process begins with each portfolio company or investment being initially evaluated and rated by the investment professionals of Valuation Designee responsible for the credit monitoring of the portfolio investment;

●

the Valuation Designee engages an independent valuation firm to conduct independent appraisals of a selection of investments for which market quotations are not readily available. The Company will consult with an independent valuation firm relative to each portfolio company at least once in every calendar year, but the independent appraisals are generally received quarterly for each investment;

●

to the extent an independent valuation firm is not engaged to conduct an investment appraisal on an investment for which market quotations are not readily available, the investment will be valued by the Valuation Designee;

●

preliminary valuation conclusions are then documented and discussed with the valuation committee of the Valuation Designee;

●

the valuation conclusions are approved by the valuation committee of the Valuation Designee; and

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●

a report prepared by the Valuation Designee is presented to the Board quarterly to allow the Board to perform its oversight duties of the valuation process and the Valuation Designee.

The accompanying consolidated schedules of investments held by the Company consist primarily of private debt instruments (“Level 3 debt”). The Company generally uses the income approach to determine fair value for Level 3 debt where market quotations are not readily available, as long as it is appropriate. If there is deterioration in credit quality or a debt investment is in workout status, the Company may consider other factors in determining the fair value, including the value attributable to the debt investment from the enterprise value of the portfolio company or the proceeds that would be received in a liquidation analysis. This liquidation analysis may include probability weighting of alternative outcomes. The Company generally considers its Level 3 debt to be performing if the borrower is not in default, the borrower is remitting payments in a timely manner; the loan is in covenant compliance or is otherwise not deemed to be impaired. In determining the fair value of the performing Level 3 debt, the Company considers fluctuations in current interest rates, the trends in yields of debt instruments with similar credit ratings, financial condition of the borrower, economic conditions and other relevant factors, both qualitative and quantitative. In the event that a Level 3 debt instrument is not performing, as defined above, the Company will evaluate the value of the collateral utilizing the same framework described above for a performing loan to determine the value of the Level 3 debt instrument.

Under the income approach, discounted cash flow models are utilized to determine the present value of the future cash flow streams of its debt investments, based on future interest and principal payments as set forth in the associated loan agreements. In determining fair value under the income approach, the Company also considers the following factors: applicable market yields and leverage levels, credit quality, prepayment penalties, the nature and realizable value of any collateral, the portfolio company’s ability to make payments, and changes in the interest rate environment and the credit markets that generally may affect the price at which similar investments may be made.

Under the market approach, the enterprise value methodology is typically utilized to determine the fair value of an investment. There is no one methodology to estimate enterprise value and, in fact, for any one portfolio company, enterprise value is generally best expressed as a range of values, from which the Company derives a single estimate of enterprise value. In estimating the enterprise value of a portfolio company, the Company analyzes various factors consistent with industry practice, including but not limited to original transaction multiples, the portfolio company’s historical and projected financial results, applicable market trading and transaction comparables, applicable market yields and leverage levels, the nature and realizable value of any collateral, the markets in which the portfolio company does business, and comparisons of financial ratios of peer companies that are public. Typically, the enterprise values of private companies are based on multiples of earnings before interest, income taxes, depreciation and amortization (“EBITDA”), cash flows, net income, revenues, or in limited cases, book value.

In addition, for certain debt investments, the Company may base its valuation on indicative bid and ask prices provided by an independent third-party pricing service. Bid prices reflect the highest price that the Company and others may be willing to pay. Ask prices represent the lowest price that the Company and others may be willing to accept. The Company generally uses the midpoint of the bid/ask range as its best estimate of fair value of such investment.

As of September 30, 2023, the Valuation Designee determined, in good faith, the fair value of the Company’s portfolio investments in accordance with GAAP and the Company’s valuation procedures based on the facts and circumstances known by the Company at that time, or reasonably expected to be known at that time.

Foreign Currency Forward Contracts

The valuation for the Company’s foreign currency forward contracts is based on the difference between the exchange rate associated with the forward contract and the exchange rate at the current period end. Foreign currency forward contracts are categorized as Level 2 in the fair value hierarchy.

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Fair Value Disclosures

The following tables present fair value measurements of investments and foreign currency forward contracts, by major class according to the fair value hierarchy:


	Fair Value Measurements
September 30, 2023	Level 1		Level 2		Level 3		Total
Investments:
Senior secured loans	$	—	$	—	$	416,316	$	416,316
Unitranche secured loans		—		—		13,548		13,548
Junior secured loans		—		—		27,425		27,425
Equity securities		229		—		27,497		27,726
Investments measured at NAV ^{(1) (2)}		—		—		—		33,269
Total investments	$	229	$	—	$	484,786	$	518,284
Foreign currency forward contracts asset (liability)	$	—	$	—	$	—	$	—


	Fair Value Measurements
December 31, 2022	Level 1		Level 2		Level 3		Total
Investments:
Senior secured loans	$	—	$	—	$	434,023	$	434,023
Unitranche secured loans		—		—		20,633		20,633
Junior secured loans		—		—		22,193		22,193
Equity securities		294		—		28,388		28,682
Investments measured at NAV ^{(1) (2)}		—		—		—		35,509
Total investments	$	294	$	—	$	505,237	$	541,040
Foreign currency forward contracts asset (liability)	$	—	$	1,507	$	—	$	1,507

(1)

Certain investments that are measured at fair value using the NAV 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 on the consolidated statements of assets and liabilities.

(2)	Represents the Company’s investment in LLC equity interests in SLF. The fair value of this investment has been determined using the NAV of the Company’s ownership interest in SLF’s members’ capital.

Senior secured loans, unitranche secured loans and junior secured loans are collateralized by tangible and intangible assets of the borrowers. These investments include loans to entities that have some level of challenge in obtaining financing from other, more conventional institutions, such as a bank. Interest rates on these loans are either fixed or floating, and are based on current market conditions and credit ratings of the borrower. Excluding loans on non-accrual, the contractual interest rates on the loans ranged from 8.00% to 20.53% at September 30, 2023 and 8.00% to 19.50% at December 31, 2022. The maturity dates on the loans outstanding at September 30, 2023 range between October 2023 and July 2029.

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The following tables provide a reconciliation of the beginning and ending balances for investments at fair value that use Level 3 inputs for the three and nine months ended September 30, 2023:


	Investments
	Senior		Unitranche		Junior		Equity		Total Level 3
	secured loans		secured loans		secured loans		securities		investments
Balance as of June 30, 2023	$	415,873	$	13,400	$	25,307	$	26,034	$	480,614
Net realized gain (loss) on investments		—		—		—		6		6
Net change in unrealized gain (loss) on investments		(3,554)		(43)		(690)		(100)		(4,387)
Purchases of investments and other adjustments to cost ⁽¹⁾		13,259		210		1,746		83		15,298
Proceeds from principal payments and sales of investments ⁽²⁾		(5,971)		(19)		(749)		(6)		(6,745)
Reclassifications ⁽³⁾		(3,291)		—		1,811		1,480		—
Balance as of September 30, 2023	$	416,316	$	13,548	$	27,425	$	27,497	$	484,786


	Investments
	Senior		Unitranche		Junior		Equity		Total Level 3
	secured loans		secured loans		secured loans		securities		investments
Balance as of December 31, 2022	$	434,023	$	20,633	$	22,193	$	28,388	$	505,237
Net realized gain (loss) on investments		(9,787)		(24,768)		—		(4,465)		(39,020)
Net change in unrealized gain (loss) on investments		(2,734)		24,746		(1,743)		1,793		22,062
Purchases of investments and other adjustments to cost ⁽¹⁾		54,107		295		4,564		1,304		60,270
Proceeds from principal payments and sales of investments ⁽²⁾		(53,234)		(7,358)		(2,168)		(1,003)		(63,763)
Reclassifications ⁽³⁾		(6,059)		—		4,579		1,480		—
Balance as of September 30, 2023	$	416,316	$	13,548	$	27,425	$	27,497	$	484,786

(1)	Includes purchases of new investments, effects of refinancing and restructurings, premium and discount accretion and amortization and PIK interest.

(2)	Represents net proceeds from investments sold and principal paydowns received.

(3)	Represents non-cash reclassification of investment type due to a restructuring.

The following tables provide a reconciliation of the beginning and ending balances for investments at fair value that use Level 3 inputs for the three and nine months ended September 30, 2022.


	Investments
	Senior		Unitranche		Junior		Equity		Total Level 3
	secured loans		secured loans		secured loans		securities		investments
Balance as of June 30, 2022	$	415,244	$	34,114	$	19,745	$	28,837	$	497,940
Net realized gain (loss) on investments		(1,672)		—		(1)		6		(1,667)
Net change in unrealized gain (loss) on investments		(3,788)		10		1,314		(2,604)		(5,068)
Purchases of investments and other adjustments to cost ⁽¹⁾		52,370		15		368		162		52,915
Proceeds from principal payments and sales of investments ⁽²⁾		(59,925)		(13,096)		—		(6)		(73,027)
Balance as of September 30, 2022	$	402,229	$	21,043	$	21,426	$	26,395	$	471,093

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	Investments
	Senior		Unitranche		Junior		Equity		Total Level 3
	secured loans		secured loans		secured loans		securities		investments
Balance as of December 31, 2021	$	423,700	$	51,494	$	14,364	$	29,969	$	519,527
Net realized gain (loss) on investments		(1,693)		(94)		(1)		38		(1,750)
Net change in unrealized gain (loss) on investments		(8,838)		(5,146)		992		(4,114)		(17,106)
Purchases of investments and other adjustments to cost ⁽¹⁾		88,950		3,253		6,071		831		99,105
Proceeds from principal payments and sales of investments ⁽²⁾		(99,890)		(28,464)		—		(329)		(128,683)
Balance as of September 30, 2022	$	402,229	$	21,043	$	21,426	$	26,395	$	471,093

(1)	Includes purchases of new investments, effects of refinancing and restructurings, premium and discount accretion and amortization and PIK interest.

(2)	Represents net proceeds from investments sold and principal paydowns received.

The total net change in unrealized gain (loss) on investments included on the consolidated statements of operations for the three and nine months ended September 30, 2023, attributable to Level 3 investments still held at September 30, 2023, was ($5,664) and ($9,596), respectively. The total net change in unrealized gain (loss) on investments included on the consolidated statements of operations for the three and nine months ended September 30, 2022, attributable to Level 3 investments still held at September 30, 2022, was ($6,132) and ($16,041), respectively. Reclassifications impacting Level 3 of the fair value hierarchy are reported as transfers in or out of Level 3 as of the beginning of the period in which the reclassifications occur. There were no transfers among Levels 1, 2 and 3 during the three and nine months ended September 30, 2023 and 2022.

Significant Unobservable Inputs

ASC Topic 820 requires disclosure of quantitative information about the significant unobservable inputs used in the valuation of assets and liabilities classified as Level 3 within the fair value hierarchy. Disclosure of this information is not required in circumstances where a valuation (unadjusted) is obtained from a third-party pricing service and the information regarding the unobservable inputs is not reasonably available to the Company and as such, the disclosures provided below exclude those investments valued in that manner. The tables below are not intended to be all-inclusive, but rather to provide information on significant unobservable inputs and valuation techniques used by the Company.

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The valuation techniques and significant unobservable inputs used in recurring Level 3 fair value measurements of assets as of September 30, 2023 were as follows:


						Weighted
					Unobservable	Average		Range
	Fair Value			Valuation Technique	Input	Mean		Minimum		Maximum
Assets:
Senior secured loans	$	270,084		Discounted cash flow	EBITDA multiples	10.5	x	5.8	x	22.0	x
					Market yields	13.7	%	9.5	%	29.3	%
Senior secured loans		108,565		Discounted cash flow	Revenue multiples	5.5	x	0.8	x	11.5	x
					Market yields	12.6	%	11.0	%	17.5	%
Senior secured loans		18,020		Enterprise value	Book value multiples	1.3	x	1.3	x	1.3	x
Senior secured loans		9,191		Liquidation	Probability weighting of alternative outcomes	95.8	%	32.4	%	100.0	%
Senior secured loans		6,752		Enterprise value	Revenue multiples	2.0	x	2.0	x	2.0	x
Senior secured loans		3,104		Enterprise value	EBITDA multiples	8.2	x	5.5	x	8.3	x
Unitranche secured loans		9,828		Discounted cash flow	EBITDA multiples	9.0	x	9.0	x	9.0	x
					Market yields	13.1	%	11.8	%	13.5	%
Unitranche secured loans		3,720		Discounted cash flow	Revenue multiples	9.0	x	6.0	x	12.8	x
					Market yields	13.0	%	12.6	%	13.4	%
Junior secured loans		21,338		Discounted cash flow	Market yields	13.7	%	12.9	%	15.6	%
Junior secured loans		2,574		Enterprise value	Revenue multiples	2.0	x	2.0	x	2.0	x
Junior secured loans		2,085		Liquidation	Probability weighting of alternative outcomes	250.3	%	0.0	%	250.3	%
Junior secured loans		1,428		Discounted cash flow	Revenue multiples	0.4	x	0.1	x	0.8	x
					Market yields	13.3	%	12.0	%	16.1	%
Equity securities		18,542		Enterprise value	EBITDA multiples	9.2	x	5.5	x	19.3	x
Equity securities		5,736		Enterprise value	Revenue multiples	2.1	x	0.7	x	11.5	x
Equity securities		2,442		Option pricing model	Volatility	63.0	%	32.0	%	72.5	%
Equity securities		357		Discounted cash flow	EBITDA multiples	6.0	x	6.0	x	6.0	x
					Market yields	27.5	%	27.5	%	27.5	%
Total Level 3 Assets	$	483,766	⁽¹⁾

(1)	Excludes investments of $1,020 at fair value where valuation (unadjusted) is obtained from a third-party pricing service or broker quote for which such disclosure is not required.

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The valuation techniques and significant unobservable inputs used in recurring Level 3 fair value measurements of assets as of December 31, 2022 were as follows:


						Weighted
	Fair				Unobservable	Average		Range
	Value			Valuation Technique	Input	Mean		Minimum		Maximum
Assets:
Senior secured loans	$	276,433		Discounted cash flow	EBITDA multiples	9.3	x	3.8	x	18.6	x
					Market yields	12.4	%	8.7	%	22.3	%
Senior secured loans		130,199		Discounted cash flow	Revenue multiples	4.4	x	0.2	x	12.3	x
					Market yields	13.4	%	10.0	%	22.0	%
Senior secured loans		19,546		Enterprise value	Book value multiples	1.2	x	1.2	x	1.2	x
Senior secured loans		5,706		Enterprise value	Revenue multiples	2.5	x	2.5	x	2.5	x
Senior secured loans		1,488		Liquidation	Probability weighting of alternative outcomes	71.3	%	29.1	%	100.0	%
Senior secured loans		80		Enterprise value	EBITDA multiples	8.0	x	8.0	x	8.0	x
Unitranche secured loans		17,019		Discounted cash flow	EBITDA multiples	8.8	x	8.8	x	8.8	x
					Market yields	11.2	%	9.1	%	13.0	%
Unitranche secured loans		3,614		Discounted cash flow	Revenue multiples	8.9	x	5.8	x	12.5	x
					Market yields	11.9	%	11.6	%	12.1	%
Junior secured loans		20,311		Discounted cash flow	Market yields	13.6	%	12.3	%	20.4	%
Junior secured loans		1,882		Liquidation	Probability weighting of alternative outcomes	225.8	%	225.8	%	225.8	%
Equity securities		16,630		Enterprise value	EBITDA multiples	9.0	x	3.8	x	16.0	x
Equity securities		7,502		Enterprise value	Revenue multiples	2.3	x	0.2	x	12.3	x
Equity securities		2,173		Option pricing model	Volatility	66.6	%	49.4	%	70.0	%
Equity securities		397		Discounted cash flow	EBITDA multiples	7.0	x	7.0	x	7.0	x
Total Level 3 Assets	$	502,980	⁽¹⁾

(1)	Excludes investments of $2,257 at fair value where valuation (unadjusted) is obtained from a third-party pricing service or broker quote for which such disclosure is not required.

The significant unobservable input used in the income approach of fair value measurement of the Company’s investments is the discount rate used to discount the estimated future cash flows expected to be received from the underlying investment, which include both future principal and interest payments. Increases (decreases) in the discount rate would result in a decrease (increase) in the fair value estimate of the investment. Included in the consideration and selection of discount rates are the following factors: risk of default, rating of the investment and comparable investments, and call provisions.

The significant unobservable inputs used in the market approach of fair value measurement of the Company’s investments are the market multiples of EBITDA or revenue of the comparable guideline public companies. The Company selects a population of public companies for each investment with similar operations and attributes of the portfolio company. Using these guideline public companies’ data, a range of multiples of enterprise value to EBITDA or revenue is calculated. The Company selects percentages from the range of multiples for purposes of determining the portfolio company’s estimated enterprise value based on said multiple and generally the latest twelve months EBITDA or revenue of the portfolio company (or other meaningful measure). Increases (decreases) in the multiple will result in an increase (decrease) in enterprise value, resulting in an increase (decrease) in the fair value estimate of the investment.

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Other Financial Assets and Liabilities

ASC Topic 820 requires disclosure of the fair value of financial instruments for which it is practical to estimate such value. The Company believes that the carrying amounts of its other financial instruments such as cash, receivables and payables approximate the fair value of such items due to the short maturity of such instruments. Fair value of the Company’s revolving credit facility is estimated by discounting remaining payments using applicable market rates or market quotes for similar instruments at the measurement date, if applicable. As of both September 30, 2023 and December 31, 2022, the Company believes that the carrying value of its revolving credit facility approximates fair value. The senior unsecured notes (“2026 Notes”) are carried at cost and with their longer maturity dates, fair value is estimated by discounting remaining payments using current market rates for similar instruments and considering such factors as the legal maturity date and the ability of market participants to prepay the notes. As of September 30, 2023 and December 31, 2022, the estimated fair value of the Company’s 2026 Notes was $116,903 and $116,995, respectively.

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Note 5. Transactions with Affiliated Companies

An affiliated company is a company in which the Company has an ownership interest of 5% or more of its voting securities. A controlled affiliate company is a company in which the Company has an ownership interest of more than 25% of its voting securities. Please see the Company’s consolidated schedule of investments for the type of investment, principal amount, interest rate including the spread, and the maturity date. Transactions related to the Company’s investments with affiliates for the nine months ended September 30, 2023 and 2022 were as follows:


							Sales and		PIK						Net
	Fair value at		Transfers		Purchases		paydowns		interest		Discount		Net realized		unrealized		Fair value at
Portfolio Company	December 31, 2022		in (out)		(cost)		(cost)		(cost)		accretion		gain (loss)		gain (loss)		September 30, 2023
Non-Controlled affiliate company investments:
American Community Homes, Inc.	$	8,953	$	—	$	—	$	—	$	1,165	$	—	$	—	$	(1,925)	$	8,193
American Community Homes, Inc.		4,258		—		—		—		757		—		—		(985)		4,030
American Community Homes, Inc.		543		—		—		—		70		—		—		(116)		497
American Community Homes, Inc.		1,996		—		—		—		259		—		—		(429)		1,826
American Community Homes, Inc.		3,694		—		—		—		481		—		—		(794)		3,381
American Community Homes, Inc.		17		—		—		—		2		—		—		(3)		16
American Community Homes, Inc.		85		—		—		—		11		—		—		(19)		77
American Community Homes, Inc. (Revolver)		—		—		—		—		—		—		—		—		—
American Community Homes, Inc. (4,940 shares of common stock) ⁽¹⁾		—		—		—		—		—		—		—		—		—
		19,546		—		—		—		2,745		—		—		(4,271)		18,020

Ascent Midco, LLC		6,217		—		—		(6,175)		—		16		—		(58)		—
Ascent Midco, LLC (Revolver)		—		—		—		—		—		—		—		—		—
Ascent Midco, LLC (2,032,258 Class A units)		1,969		—		—		—		—		—		—		(55)		1,914
		8,186		—		—		(6,175)		—		16		—		(113)		1,914

C Parent Holdings, LLC.		146		—		—		—		—		—		—		(146)		—
C Parent Holdings, LLC. (58,779 shares of common stock) ⁽²⁾		—		—		—		—		—		—		—		—		—
		146		—		—		—		—		—		—		(146)		—

Familia Dental Group Holdings, LLC (1,212 Class A units)		2,625		—		122		—		—		—		—		(396)		2,351
		2,625		—		122		—		—		—		—		(396)		2,351

HFZ Capital Group, LLC		16,159		—		—		—		—		—		—		803		16,962
HFZ Capital Group, LLC		5,805		—		—		—		—		—		—		289		6,094
MC Asset Management (Corporate), LLC		8,421		—		—		—		1,311		—		—		—		9,732
MC Asset Management (Corporate), LLC		1,000		—		1,586		—		317		—		—		—		2,903
MC Asset Management (Corporate), LLC (15.9% of interests)		1,291		—		—		—		—		—		—		(59)		1,232
		32,676		—		1,586		—		1,628		—		—		1,033		36,923

Mnine Holdings, Inc.		—		—		105		(52)		—		—		—		—		53
Mnine Holdings, Inc.		5,492		—		—		—		569		12		—		(14)		6,059
Mnine Holdings, Inc.		—		—		—		—		—		—		—		—		—
Mnine Holdings, Inc. (Revolver)		214		—		308		—		11		—		—		—		533
Mnine Holdings, Inc. (6,400 Class B units)		—		—		—		—		—		—		—		—		—
		5,706		—		413		(52)		580		12		—		(14)		6,645

NECB Collections, LLC (Revolver)		382		—		—		—		—		—		—		42		424
NECB Collections, LLC, LLC (20.8% of LLC units)		—		—		—		—		—		—		—		—		—
		382		—		—		—		—		—		—		42		424

Second Avenue SFR Holdings II LLC (Revolver) ⁽³⁾		4,755		—		—		—		—		—		—		6		4,761
		4,755		—		—		—		—		—		—		6		4,761

SFR Holdco, LLC (Junior secured loan)		5,850		—		—		—		—		—		—		508		6,358
SFR Holdco, LLC (24.4% of interests)		3,900		—		—		—		—		—		—		339		4,239
		9,750		—		—		—		—		—		—		847		10,597

TJ Management HoldCo, LLC (Revolver)		80		—		—		—		—		—		—		—		80
TJ Management HoldCo, LLC (16 shares of common stock)		2,766		—		—		—		—		—		—		417		3,183
		2,846		—		—		—		—		—		—		417		3,263
Total non-controlled affiliate company investments	$	86,618	$	—	$	2,121	$	(6,227)	$	4,953	$	28	$	—	$	(2,595)	$	84,898
Controlled affiliate company investments:
MRCC Senior Loan Fund I, LLC	$	35,509	$	—	$	—	$	—	$	—	$	—	$	—	$	(2,240)	$	33,269
		35,509		—		—		—		—		—		—		(2,240)		33,269
Total controlled affiliate company investments	$	35,509	$	—	$	—	$	—	$	—	$	—	$	—	$	(2,240)	$	33,269

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	Fair value at						Sales and		PIK				Net		Net		Fair value at
	December 31,		Transfers		Purchases		paydowns		interest		Discount		realized		unrealized		September
Portfolio Company	2021		in (out)		(cost)		(cost)		(cost)		accretion		gain (loss)		gain (loss)		30, 2022
Non-controlled affiliate company investment:
American Community Homes, Inc.	$	10,457	$	—	$	—	$	—	$	466	$	—	$	—	$	(1,889)	$	9,034
American Community Homes, Inc.		4,753		—		—		—		384		—		—		(888)		4,249
American Community Homes, Inc.		634		—		—		—		28		—		—		(114)		548
American Community Homes, Inc.		3,164		—		—		—		104		—		—		(1,254)		2,014
American Community Homes, Inc.		4,357		—		—		—		192		—		—		(821)		3,728
American Community Homes, Inc.		20		—		—		—		1		—		—		(3)		18
American Community Homes, Inc.		99		—		—		—		4		—		—		(18)		85
American Community Homes, Inc. (Revolver)		—		—		—		—		—		—		—		—		—
American Community Homes, Inc. (warrant to purchase up to 22.3% of the equity) ⁽¹⁾		264		—		—		—		—		—		—		(264)		—
		23,748		—		—		—		1,179		—		—		(5,251)		19,676

Ascent Midco, LLC		6,392		—		—		(130)		—		19		—		(121)		6,160
Ascent Midco, LLC (Revolver)		—		—		—		—		—		—		—		—		—
Ascent Midco, LLC (2,032,258 Class A units)		2,554		—		—		—		—		—		—		(1,136)		1,418
		8,946		—		—		(130)		—		19		—		(1,257)		7,578

Curion Holdings, LLC ⁽²⁾		4,561		—		—		(4,497)		—		—		—		82		146
Curion Holdings, LLC (Revolver) ⁽²⁾		550		—		92		(620)		—		—		—		(22)		—
Curion Holdings, LLC (Junior secured loan) ⁽²⁾		—		—		—		—		—		—		(1)		1		—
Curion Holdings, LLC (Junior secured loan) ⁽²⁾		—		—		—		—		—		—		—		—		—
Curion Holdings, LLC (58,779 shares of common stock) ⁽²⁾		—		—		—		—		—		—		—		—		—
		5,111		—		92		(5,117)		—		—		(1)		61		146

Familia Dental Group Holdings, LLC (1,158 Class A units)		1,919		—		183		—		—		—		—		406		2,508
		1,919		—		183		—		—		—		—		406		2,508

HFZ Capital Group, LLC		15,084		—		—		—		—		—		—		804		15,888
HFZ Capital Group, LLC		5,420		—		—		—		—		—		—		288		5,708
MC Asset Management (Corporate), LLC		7,154		—		—		—		903		—		—		—		8,057
MC Asset Management (Corporate), LLC (Delayed Draw)		850		—		—		—		107		—		—		—		957
MC Asset Management (Corporate), LLC (15.9% of interests)		644		—		—		—		—		—		—		107		751
		29,152		—		—		—		1,010		—		—		1,199		31,361

Mnine Holdings, Inc.		5,771		—		—		—		230		12		—		(12)		6,001
Mnine Holdings, Inc. (Revolver)		—		—		240		—		—		—		—		—		240
Mnine Holdings, Inc. (6,400 Class B units)		—		—		—		—		—		—		—		—		—
		5,771		—		240		—		230		12		—		(12)		6,241

NECB Collections, LLC (Revolver)		632		—		—		—		—		—		—		(206)		426
NECB Collections, LLC (20.8% of LLC units)		—		—		—		—		—		—		—		—		—
		632		—		—		—		—		—		—		(206)		426

Second Avenue SFR Holdings II LLC (Revolver) ⁽³⁾		2,104		—		2,681		—		—		—		—		(18)		4,767
		2,104		—		2,681		—		—		—		—		(18)		4,767

SFR Holdco, LLC (Junior secured loan)		5,850		—		—		—		—		—		—		—		5,850
SFR Holdco, LLC (24.4% of interests)		3,900		—		—		—		—		—		—		—		3,900
		9,750		—		—		—		—		—		—		—		9,750

TJ Management HoldCo, LLC (Revolver)		—		—		80		—		—		—		—		—		80
TJ Management HoldCo, LLC (16 shares of common stock)		3,148		—		—		—		—		—		—		(407)		2,741
		3,148		—		80		—		—		—		—		(407)		2,821
Total non-controlled affiliate company investments	$	90,281	$	—	$	3,276	$	(5,247)	$	2,419	$	31	$	(1)	$	(5,485)	$	85,274

Controlled affiliate company investments:
MRCC Senior Loan Fund I, LLC	$	41,125	$	—	$	500	$	—	$	—	$	—	$	—	$	(5,081)	$	36,544
		41,125		—		500		—		—		—		—		(5,081)		36,544
Total controlled affiliate company investments	$	41,125	$	—	$	500	$	—	$	—	$	—	$	—	$	(5,081)	$	36,544

⁽¹⁾	On December 29, 2022, the Company exercised the American Community Homes, Inc. (“ACH”) warrants held by the Company. The Company acquired 4,940 shares of ACH’s common stock, or 22.3% of the equity, in exchange for a nominal exercise price in accordance with the terms of the warrant.

⁽²⁾

During the year ended December 31, 2022, C Parent Holdings, LLC (fka Curion Holdings, LLC) (“Curion”) sold the underlying operating company and repaid the Company’s debt investment. The remaining fair value at December 31, 2022, represented the remaining expected escrow proceeds associated with the sale. During 2023, all expected proceeds associated with the sale were received. The Company no longer holds an equity investment in Curion as of September 30, 2023.

⁽³⁾	Second Avenue SFR Holdings II LLC is a related entity to SFR Holdco, LLC and is being presented as a non-controlled affiliate for that reason.

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	For the nine months ended September 30,
	2023						2022
	Interest		Dividend				Interest		Dividend
Portfolio Company	Income		Income		Fee Income		Income		Income		Fee Income
Non-controlled affiliate company investments:
American Community Homes, Inc.	$	1,163	$	—	$	—	$	878	$	—	$	—
American Community Homes, Inc.		755		—		—		575		—		—
American Community Homes, Inc.		71		—		—		53		—		—
American Community Homes, Inc.		259		—		—		196		—		—
American Community Homes, Inc.		480		—		—		362		—		—
American Community Homes, Inc.		3		—		—		2		—		—
American Community Homes, Inc.		11		—		—		8		—		—
American Community Homes, Inc. (Revolver)		2		—		—		19		—		—
American Community Homes, Inc. (Common stock)		—		—		—		—		—		—
		2,744		—		—		2,093		—		—

Ascent Midco, LLC		384		—		—		359		—		—
Ascent Midco, LLC (Revolver)		2		—		—		3		—		—
Ascent Midco, LLC (Class A units)		—		152		—		—		141		—
		386		152		—		362		141		—

C Parent Holdings, LLC.		172		—		—		1,766		—		—
C Parent Holdings, LLC. (Revolver)		—		—		—		294		—		—
C Parent Holdings, LLC. (Common stock)		—		—		—		—		—		—
		172		—		—		2,060		—		—

Familia Dental Group Holdings, LLC (Class A units)		—		—		—		—		—		—
		—		—		—		—		—		—

HFZ Capital Group, LLC		1,749		—		—		1,430		—		—
HFZ Capital Group, LLC		629		—		—		514		—		—
MC Asset Management (Corporate), LLC		1,417		—		—		940		—		—
MC Asset Management (Corporate), LLC (Delayed Draw)		417		—		—		111		—		—
MC Asset Management (Corporate), LLC (LLC interest)		—		—		—		—		—		—
		4,212		—		—		2,995		—		—

Mnine Holdings, Inc.		600		—		—		567		—		—
Mnine Holdings, Inc.		—		—		—		2		—		—
Mnine Holdings, Inc. (Revolver)		47		—		—		—		—		—
Mnine Holdings, Inc. (Class B units)		—		—		—		—		—		—
		647		—		—		569		—		—

NECB Collections, LLC (Revolver)		—		—		—		—		—		—
NECB Collections, LLC (LLC units)		—		—		—		—		—		—
		—		—		—		—		—		—

Second Avenue SFR Holdings II LLC (Revolver)		434		—		—		182		—		—
		434		—		—		182		—		—

SFR Holdco, LLC (Junior secured loan)		351		—		—		351		—		—
SFR Holdco, LLC (LLC interest)		—		—		—		—		—		—
		351		—		—		351		—		—

TJ Management HoldCo, LLC (Revolver)		13		—		—		9		—		—
TJ Management HoldCo, LLC (Common stock)		—		—		—		—		—		—
		13		—		—		9		—		—

Total non-controlled affiliate company investments	$	8,959	$	152	$	—	$	8,621	$	141	$	—

Controlled affiliate company investments:
MRCC Senior Loan Fund I, LLC	$	—	$	2,700	$	—	$	—	$	2,700	$	—
		—		2,700		—		—		2,700		—
Total controlled affiliate company investments	$	—	$	2,700	$	—	$	—	$	2,700	$	—

Note 6. Transactions with Related Parties

The Company has entered into an investment advisory agreement with MC Advisors (the “Investment Advisory Agreement”), under which MC Advisors, subject to the overall supervision of the Board, provides investment advisory services to the Company. The Company pays MC Advisors a fee for its services under the Investment Advisory Agreement consisting of two components — a base management fee and an incentive fee. The cost of both the base management fee and the incentive fee are borne by the Company’s stockholders, unless such fees are waived by MC Advisors.

The base management fee is calculated initially at an annual rate equal to 1.75% of average invested assets (calculated as total assets excluding cash, which includes assets financed using leverage); provided, however, the base management fee is calculated at an annual rate equal to 1.00% of the Company’s average invested assets (calculated as total assets excluding cash, which includes assets financed using leverage) that exceeds the product of (i) 200% and (ii) the Company’s average net assets. For the avoidance of doubt, the 200% is calculated in accordance with the asset coverage limitation as defined in the 1940 Act to give effect to the Company’s exemptive relief with respect to MRCC SBIC’s SBA debentures during the period they were outstanding. This has the effect of reducing the Company’s base management fee rate on assets in excess of regulatory leverage of 1:1 debt to equity to 1.00% per annum. The base management fee is payable quarterly in arrears.

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Base management fees for the three and nine months ended September 30, 2023 were $2,140 and $6,503, respectively. Base management fees for the three and nine months ended September 30, 2022 were $2,222 and $6,834, respectively. MC Advisors elected to voluntarily waive zero and $55 of such base management fees for the three and nine months ended September 30, 2022, respectively. MC Advisors did not waive any base management fees during the three and nine months ended September 30, 2023.

The incentive fee consists of two parts. The first part is calculated and payable quarterly in arrears and equals 20% of “pre-incentive fee net investment income” for the immediately preceding quarter, subject to a 2% (8% annualized) preferred return, or “hurdle,” and a “catch up” feature. The foregoing incentive fee is subject to a total return requirement, which provides that no incentive fee in respect of pre-incentive fee net investment income will be payable except to the extent that 20% of the cumulative net increase in net assets resulting from operations over the then current and 11 preceding calendar quarters exceeds the cumulative incentive fees accrued and/or paid for the 11 preceding calendar quarters (the “Incentive Fee Limitation”). Therefore, any ordinary income incentive fee that is payable in a calendar quarter will be limited to the lesser of (1) 20% of the amount by which pre-incentive fee net investment income for such calendar quarter exceeds the 2% hurdle, subject to the “catch-up” provision, and (2) (x) 20% of the cumulative net increase in net assets resulting from operations for the then current and 11 preceding calendar quarters minus (y) the cumulative incentive fees accrued and/or paid for the 11 preceding calendar quarters. For the foregoing purpose, the “cumulative net increase in net assets resulting from operations” is the sum of pre-incentive fee net investment income, realized gains and losses and unrealized gains and losses for the then current and 11 preceding calendar quarters. The second part of the incentive fee is determined and payable in arrears as of the end of each fiscal year in an amount equal to 20% of realized capital gains, if any, on a cumulative basis from inception through the end of the year, computed net of all realized capital losses on a cumulative basis and unrealized depreciation, less the aggregate amount of any previously paid capital gain incentive fees.

The composition of the Company’s incentive fees was as follows:


	Three months ended September 30,				Nine months ended September 30,
	2023		2022		2023		2022
Part one incentive fees ⁽¹⁾	$	1,355	$	1,565	$	4,493	$	2,747
Part two incentive fees ⁽²⁾		—		—		—		—
Incentive fees, excluding the impact of the incentive fee waiver		1,355		1,565		4,493		2,747
Incentive fee waiver ⁽³⁾		—		—		—		(525)
Total incentive fees, net of incentive fee waiver	$	1,355	$	1,565	$	4,493	$	2,222

(1)	Based on pre-incentive fee net investment income.

(2)

Based upon net realized and unrealized gains and losses, or capital gains. The Company accrues, but does not pay, a capital gains incentive fee in connection with any unrealized capital appreciation, as appropriate. If, on a cumulative basis, the sum of net realized gain (loss) plus net unrealized gain (loss) decreases during a period, the Company will reverse any excess capital gains incentive fee previously accrued such that the amount of capital gains incentive fee accrued is no more than 20% of the sum of net realized gain (loss) plus net unrealized gain (loss).

(3)	Represents part one incentive fees waived by MC Advisors.

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The Company has entered into an administration agreement with MC Management (the “Administration Agreement”), under which the Company reimburses MC Management, subject to the review and approval of the Board, for its allocable portion of overhead and other expenses, including the costs of furnishing the Company with office facilities and equipment and providing clerical, bookkeeping, record-keeping and other administrative services at such facilities, and the Company’s allocable portion of the cost of the chief financial officer and chief compliance officer and their respective staffs. To the extent that MC Management outsources any of its functions, the Company will pay the fees associated with such functions on a direct basis, without incremental profit to MC Management. For the three and nine months ended September 30, 2023, the Company incurred $721 and $2,041, respectively, in administrative expenses (included within Professional fees, Administrative service fees and General and administrative expenses on the consolidated statements of operations) under the Administration Agreement, of which $228 and $707, respectively, was related to MC Management overhead and salary allocation and paid directly to MC Management. For the three and nine months ended September 30, 2022, the Company incurred $703 and $2,370, respectively, in administrative expenses (included within Professional fees, Administrative service fees and General and administrative expenses on the consolidated statements of operations) under the Administration Agreement, of which $275 and $908, respectively, was related to MC Management overhead and salary allocation and paid directly to MC Management. As of September 30, 2023 and December 31, 2022, $245 and $255, respectively, of expenses were due to MC Management under this agreement and are included in accounts payable and accrued expenses on the consolidated statements of assets and liabilities.

The Company has entered into a license agreement with Monroe Capital LLC under which Monroe Capital LLC has agreed to grant the Company a non-exclusive, royalty-free license to use the name “Monroe Capital” for specified purposes in its business. Under this agreement, the Company has the right to use the “Monroe Capital” name at no cost, subject to certain conditions, for so long as MC Advisors or one of its affiliates remains its investment adviser. Other than with respect to this limited license, the Company has no legal right to the “Monroe Capital” name or logo.

As of September 30, 2023 and December 31, 2022, the Company had accounts payable to members of the Board of $38 and zero, respectively, representing accrued and unpaid fees for their services.

Note 7. Borrowings

In accordance with the 1940 Act, the Company is permitted to borrow amounts such that its asset coverage ratio, as defined in the 1940 Act, is at least 150% after such borrowing. As of September 30, 2023 and December 31, 2022, the Company’s asset coverage ratio based on aggregate borrowings outstanding was 163% and 167%, respectively.

Revolving Credit Facility: The Company has a $255,000 revolving credit facility with ING Capital LLC, as agent. The revolving credit facility has an accordion feature which permits the Company, under certain circumstances to increase the size of the facility up to $400,000. The revolving credit facility is secured by a lien on all of the Company’s assets, including cash on hand. The Company may make draws under the revolving credit facility to make or purchase additional investments through December 27, 2026 and for general working capital purposes until December 27, 2027, the maturity date of the revolving credit facility.

The Company’s ability to borrow under the revolving credit facility is subject to availability under the borrowing base, which permits the Company to borrow up to 72.5% of the fair market value of its portfolio company investments depending on the type of investment the Company holds and whether the investment is quoted. The Company’s ability to borrow is also subject to certain concentration limits, and continued compliance with the representations, warranties and covenants given by the Company under the facility. The revolving credit facility contains certain financial covenants, including, but not limited to, the Company’s maintenance of: (1) minimum consolidated total net assets at least equal to $150,000 plus 65% of the net proceeds to the Company from sales of its equity securities after March 1, 2019; (2) a ratio of total assets (less total liabilities other than indebtedness) to total indebtedness of not less than 1.5 to 1; and (3) a senior debt coverage ratio of at least 2 to 1. The revolving credit facility also requires the Company to undertake customary indemnification obligations with respect to ING Capital LLC and other members of the lending group and to reimburse the lenders for expenses associated with entering into the credit facility. The revolving credit facility also has customary provisions regarding events of default, including events of default for nonpayment, change in control transactions at both Monroe Capital Corporation and MC Advisors, failure to comply with financial and negative covenants, and failure to maintain the Company’s relationship with MC Advisors. If the Company incurs an event of default under the revolving credit facility and fails to remedy such default under any applicable grace period, if any, then the entire revolving credit facility could become immediately due and payable, which would materially and adversely affect the Company’s liquidity, financial condition, results of operations and cash flows.

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The Company’s revolving credit facility also imposes certain conditions that may limit the amount of the Company’s distributions to stockholders. Distributions payable in the Company’s common stock under the DRIP are not limited by the revolving credit facility. Distributions in cash or property other than common stock are generally limited to 115% of the amount of distributions required to maintain the Company’s status as a RIC.

As of September 30, 2023 and December 31, 2022, the Company had U.S. dollar borrowings of $201,100 and $204,600, respectively, and no borrowings denominated in a foreign currency as of either date. Any borrowings denominated in a foreign currency may be positively or negatively affected by movements in the rate of exchange between the U.S. dollar and the respective foreign currency. These movements are beyond the control of the Company and cannot be predicted. Borrowings denominated in a foreign currency are translated into U.S. dollars based on the spot rate at each balance sheet date. The impact resulting from changes in foreign currency borrowings is included in net change in unrealized gain (loss) on foreign currency and other transactions on the Company’s consolidated statements of operations and totaled zero for both the three and nine months ended September 30, 2023, and zero and $157 for the three and nine months ended September 30, 2022, respectively. During the nine months ended September 30, 2022, the Company repaid borrowings denominated in Great Britain pounds of £3,433. As a result of this repayment, the Company recognized a realized gain (loss) on foreign currency and other transactions on the Company’s consolidated statements of operations of ($11) for the nine months ended September 30, 2022.

Borrowings under the revolving credit facility bear interest, at the Company’s election, at an annual rate of SOFR (one-month, or three-month at the Company’s discretion based on the term of the borrowing) plus 2.625% or at a daily rate equal to 1.625% per annum plus the greater of 1.5%, the prime interest rate, the federal funds rate plus 0.5% or SOFR plus 1.0%, with a SOFR floor of 0.5%. In addition to the stated interest rate on borrowings under the revolving credit facility, the Company is required to pay a commitment fee and certain conditional fees based on usage of the expanded borrowing base and usage of the asset coverage ratio flexibility. A commitment fee of 0.5% per annum on any unused portion of the revolving credit facility if the utilized portion of the facility is greater than 35% of the then available maximum borrowing or a commitment fee of 1.0% per annum on any unused portion of the revolving credit facility if the utilized portion of the facility is less than or equal to 35% of the then available maximum borrowing. As of September 30, 2023 and December 31, 2022, the outstanding borrowings were accruing at a weighted average interest rate of 8.1% and 7.0%, respectively.

2026 Notes: As of both September 30, 2023 and December 31, 2022, the Company had $130,000 in aggregate principal amount of senior unsecured notes outstanding that mature on February 15, 2026. The 2026 Notes bear interest at an annual rate of 4.75% payable semi-annually on February 15 and August 15. The Company may redeem the 2026 Notes in whole or in part at any time or from time to time at the Company’s option at par plus a “make-whole” premium, if applicable. The 2026 Notes are general, unsecured obligations and rank equal in right of payment with all of the Company’s existing and future unsecured indebtedness.

SBA Debentures: On March 1, 2022, MRCC SBIC fully repaid its outstanding debentures utilizing a borrowing on the revolving credit facility and the restricted cash at MRCC SBIC. This repayment was accounted for as a debt extinguishment in accordance with ASC Subtopic 470-50, Debt – Modifications and Extinguishments (“ASC 470-50”), which resulted in a realized loss of $1,039 (primarily comprised of the unamortized deferred financing costs at the time of the repayment) recorded in net gain (loss) on extinguishment of debt on the Company’s consolidated statements of operations. MRCC SBIC received approval from the SBA to surrender its SBIC license and on March 31, 2022, MRCC SBIC was dissolved.

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Components of interest expense: The components of the Company’s interest expense and other debt financing expenses, average debt outstanding balances and average stated interest rates (i.e. the rate in effect plus spread) were as follows:



	Three months ended September 30,
	2023			2022
Interest expense - revolving credit facility	$	3,989		$	2,186
Interest expense - 2026 Notes		1,555			1,555
Amortization of deferred financing costs		330			522
Total interest and other debt financing expenses	$	5,874		$	4,263
Average debt outstanding	$	319,759		$	292,879
Average stated interest rate		6.8	%		5.0	%


	Nine months ended September 30,
	2023			2022
Interest expense - revolving credit facility	$	11,536		$	5,391
Interest expense - 2026 Notes		4,665			4,665
Interest expense - SBA debentures		—			292
Amortization of deferred financing costs		977			1,613
Total interest and other debt financing expenses	$	17,178		$	11,961
Average debt outstanding	$	322,918		$	315,166
Average stated interest rate		6.7	%		4.3	%

Note 8. Derivative Instruments

The Company enters into foreign currency forward contracts from time to time to help mitigate the impact that an adverse change in foreign exchange rates would have on future interest cash flows from the Company’s investments denominated in foreign currencies. As of September 30, 2023, the Company held no foreign currency forward contracts. As of December 31, 2022, the counterparty to these foreign currency forward contracts was Bannockburn Global Forex, LLC. Net unrealized gain or loss on foreign currency forward contracts are included in net change in unrealized gain (loss) on foreign currency forward contracts and net realized gain or loss on forward currency forward contracts are included in net realized gain (loss) on foreign currency forward contracts on the accompanying consolidated statements of operations.

Certain information related to the Company’s foreign currency forward contracts is presented below as of December 31, 2022.


	As of December 31, 2022
				Gross		Gross
	Notional			Amount of		Amount of
	Amount to be		Settlement	Unrealized		Unrealized
Description	Sold		Date	Gain		Loss		Balance Sheet location of Net Amounts
Foreign currency forward contract	AUD	153	1/18/2023	$	14	$	—	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	140	2/16/2023		13		—	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	132	3/16/2023		12		—	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	160	4/20/2023		14		—	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	121	5/16/2023		11		—	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	156	6/19/2023		14		—	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	138	7/18/2023		12		—	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	146	8/16/2023		13		—	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	146	9/18/2023		13		—	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	148	10/18/2023		13		—	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	140	11/16/2023		12		—	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	142	12/18/2023		12		—	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	150	1/17/2024		13		—	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	143	2/16/2024		12		—	Unrealized gain on foreign currency forward contracts
Foreign currency forward contract	AUD	15,410	3/18/2024		1,329		—	Unrealized gain on foreign currency forward contracts
				$	1,507	$	—

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For the three and nine months ended September 30, 2023, the Company recognized net change in unrealized gain (loss) on foreign currency forward contracts of zero and ($1,507), respectively. For the three and nine months ended September 30, 2023, the Company recognized net realized gain (loss) on foreign currency forward contracts of zero and $1,756, respectively.

For the three and nine months ended September 30, 2022, the Company recognized net change in unrealized gain (loss) on foreign currency forward contracts of $863 and $1,503, respectively. For the three and nine months ended September 30, 2022, the Company recognized net realized gain (loss) on foreign currency forward contracts of $38 and $69, respectively.

Note 9. Distributions

The Company’s distributions are recorded on the record date. The following table summarizes distributions declared during the nine months ended September 30, 2023 and 2022:


										DRIP Shares
			Amount				DRIP	DRIP		Repurchased	Cost of
Date	Record	Payment	Per		Cash		Shares	Shares		in the Open	DRIP Shares
Declared	Date	Date	Share		Distribution		Issued	Value		Market	Repurchased
Nine months ended September 30, 2023:
March 1, 2023	March 15, 2023	March 31, 2023	$	0.25	$	5,417	—	$	—	10,380	$	81
June 2, 2023	June 15, 2023	June 30, 2023		0.25		5,417	—		—	9,045		73
September 1, 2023	September 15, 2023	September 29, 2023		0.25		5,417	—		—	16,514		123
Total distributions declared			$	0.75	$	16,251	—	$	—	35,939	$	277

Nine months ended September 30, 2022:
March 2, 2022	March 16, 2022	March 31, 2022	$	0.25	$	5,417	—	$	—	25,229	$	276
June 1, 2022	June 15, 2022	June 30, 2022		0.25		5,416	—		—	29,655		280
September 1, 2022	September 15, 2022	September 30, 2022		0.25		5,416	—		—	20,789		164
Total distributions declared			$	0.75	$	16,249	—	$	—	75,673	$	720

Note 10. Stock Issuances and Repurchases

Stock Issuances: On May 12, 2017, the Company entered into at-the-market (“ATM”) equity distribution agreements with each of JMP Securities LLC (“JMP”) and FBR Capital Markets & Co. (“FBR”) (the “ATM Program”) through which the Company could sell, by means of ATM offerings, from time to time, up to $50,000 of the Company’s common stock. On May 8, 2020, the Company entered into an amendment to the ATM Program to extend its term. All other material terms of the ATM Program remain unchanged. There were no stock issuances through the ATM Program during the nine months ended September 30, 2023 and 2022.

Note 11. Commitments and Contingencies

Commitments: As of September 30, 2023 and December 31, 2022, the Company had $41,899 and $63,450, respectively, in outstanding commitments to fund investments under undrawn revolvers, delayed draw commitments and subscription agreements, excluding unfunded commitments in SLF. As described in Note 3, the Company had unfunded commitments of $7,350, to SLF as of both September 30, 2023 and December 31, 2022, that may be contributed primarily for the purpose of funding new investments approved by the SLF investment committee. Drawdowns of the commitments to SLF require authorization from one of the Company’s representatives on SLF’s board of managers. Management believes that the Company’s available cash balances and/or ability to draw on the revolving credit facility provide sufficient funds to cover its unfunded commitments as of September 30, 2023.

Indemnifications: In the normal course of business, the Company enters into contracts and agreements that contain a variety of representations and warranties that provide general indemnifications. The Company’s maximum exposure under these agreements is unknown, as these involve future claims that may be made against the Company but that have not occurred. The Company expects the risk of any future obligations under these indemnifications to be remote.

Concentration of credit and counterparty risk: Credit risk arises primarily from the potential inability of counterparties to perform in accordance with the terms of the contract. In the event that the counterparties do not fulfill their obligations, the Company may be exposed to risk. The risk of default depends on the creditworthiness of the counterparties or issuers of the instruments. It is the Company’s policy to review, as necessary, the credit standing of each counterparty.

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Market risk: The Company’s investments and borrowings are subject to market risk. Market risk is the potential for changes in the value due to market changes. Market risk is directly impacted by the volatility and liquidity in the markets in which the investments and borrowings are traded.

Legal proceedings: In the normal course of business, the Company may be subject to legal and regulatory proceedings that are generally incidental to its ongoing operations. While there can be no assurance of the ultimate disposition of any such proceedings, the Company is not currently aware of any such proceedings or disposition that would have a material adverse effect on the Company’s consolidated financial statements.

Note 12. Financial Highlights

The following is a schedule of financial highlights for the nine months ended September 30, 2023 and 2022:


	September 30, 2023			September 30, 2022
Per share data:
Net asset value at beginning of period	$	10.39		$	11.51
Net investment income ⁽¹⁾		0.83			0.77
Net gain (loss) ⁽¹⁾		(0.89)			(1.10)
Net increase (decrease) in net assets resulting from operations ⁽¹⁾		(0.06)			(0.33)
Stockholder distributions - income ⁽²⁾		(0.75)			(0.75)
Net asset value at end of period	$	9.58		$	10.43
Net assets at end of period	$	207,555		$	225,956
Shares outstanding at end of period		21,666,340			21,666,340
Per share market value at end of period	$	7.45		$	7.24
Total return based on market value ⁽³⁾		(4.08)	%		(30.10)	%
Total return based on average net asset value ⁽⁴⁾		(0.56)	%		(3.05)	%
Ratio/Supplemental data:
Ratio of net investment income to average net assets ⁽⁵⁾		11.76	%		9.67	%
Ratio of total expenses, net of base management fee and incentive fee waivers, to average net assets ^{(5) (6)}		18.28	%		13.58	%
Portfolio turnover ⁽⁷⁾		9.91	%		17.53	%

(1)	Calculated using the weighted average shares outstanding during the periods presented.

(2)

Management monitors available taxable earnings, including net investment income and realized capital gains, to determine if a tax return of capital may occur for the year. To the extent the Company’s taxable earnings fall below the total amount of the Company’s distributions for that fiscal year, a portion of those distributions may be deemed a tax return of capital to the Company’s stockholders. The tax character of distributions will be determined at the end of the fiscal year. However, if the character of such distributions were determined as of September 30, 2023 and 2022, none of the distributions would have been characterized as a tax return of capital to the Company’s stockholders; this tax return of capital may differ from the return of capital calculated with reference to net investment income for financial reporting purposes.

(3)

Total return based on market value is calculated assuming a purchase of common shares at the market value on the first day and a sale at the market value on the last day of the periods reported. Distributions, if any, are assumed for purposes of this calculation to be reinvested at prices obtained under the Company’s DRIP. Total return based on market value does not reflect brokerage commissions. Return calculations are not annualized.

(4)	Total return based on average net asset value is calculated by dividing the net increase (decrease) in net assets resulting from operations by the average net asset value. Return calculations are not annualized.

(5)	Ratios are annualized. Incentive fees included within the ratio are not annualized.

(6)	The following is a schedule of supplemental ratios for the three and nine months ended September 30, 2023 and 2022. These ratios have been annualized unless otherwise noted.

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	September 30, 2023		September 30, 2022
Ratio of total investment income to average net assets	30.04	%	23.25	%
Ratio of interest and other debt financing expenses to average net assets	10.57	%	6.72	%
Ratio of total expenses (without base management fee waivers and incentive fees) to average net assets	16.21	%	12.67	%
Ratio of incentive fees, net of incentive fee waivers, to average net assets ^{(7) (8)}	2.07	%	0.93	%

(7)	Ratios are not annualized.

(8)	The ratio of waived incentive fees to average net assets was zero and 0.22% for the nine months ended September 30, 2023 and 2022, respectively.

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Except as otherwise specified, references to “we,” “us” and “our” refer to Monroe Capital Corporation and its consolidated subsidiaries; MC Advisors refers to Monroe Capital BDC Advisors, LLC, our investment adviser and a Delaware limited liability company; MC Management refers to Monroe Capital Management Advisors, LLC, our administrator and a Delaware limited liability company; Monroe Capital refers to Monroe Capital LLC, a Delaware limited liability company, and its subsidiaries and affiliates; and SLF refers to MRCC Senior Loan Fund I, LLC, an unconsolidated Delaware limited liability company, in which we co-invest with Life Insurance Company of the Southwest (“LSW”) primarily in senior secured loans. The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our consolidated financial statements and related notes appearing in our annual report on Form 10-K (the “Annual Report”) for the year ended December 31, 2022, filed with the U.S. Securities and Exchange Commission (“SEC”) on March 1, 2023. The information contained in this section should also be read in conjunction with our unaudited consolidated financial statements and related notes and other financial information appearing elsewhere in this quarterly report on Form 10-Q (the “Quarterly Report”).

FORWARD-LOOKING STATEMENTS

This Quarterly Report, including Management’s Discussion and Analysis of Financial Condition and Results of Operations, contains statements that constitute forward-looking statements, which relate to future events or our future performance or future financial condition. These forward-looking statements are not historical facts, but rather are based on current expectations, estimates and projections about our company, our industry, our beliefs and our assumptions. The forward-looking statements contained in this Quarterly Report involve risks and uncertainties, including statements as to:

●

our future operating results;

●

our business prospects and the prospects of our portfolio companies;

●

the dependence of our future success on the general economy and its impact on the industries in which we invest;

●

the impact of the ongoing war between Russia and Ukraine or current conflict in Israel and general uncertainty surrounding the financial and political stability of the United States, the United Kingdom, the European Union and China;

●

the impact of a protracted decline in the liquidity of credit markets on our business;

●

the impact of changes in London Interbank Offered Rate (“LIBOR”) or Secured Overnight Financing Rate (“SOFR”) on our operating results;

●

the impact of increased competition;

●

the impact of rising interest and inflation rates and the risk of recession on our business prospects and the prospects of our portfolio companies;

●

our contractual arrangements and relationships with third parties;

●

the valuation of our investments in portfolio companies, particularly those having no liquid trading market;

●

actual and potential conflicts of interest with MC Advisors, MC Management and other affiliates of Monroe Capital;

●

the ability of our portfolio companies to achieve their objectives;

●

the use of borrowed money to finance a portion of our investments;

●

the adequacy of our financing sources and working capital;

●

the timing of cash flows, if any, from the operations of our portfolio companies;

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●

the ability of MC Advisors to locate suitable investments for us and to monitor and administer our investments;

●

the ability of MC Advisors or its affiliates to attract and retain highly talented professionals;

●

our ability to qualify and maintain our qualification as a regulated investment company and as a business development company; and

●

the impact of future legislation and regulation on our business and our portfolio companies.

We use words such as “anticipates,” “believes,” “expects,” “intends,” “seeks,” “plans,” “estimates,” “targets” and similar expressions to identify forward-looking statements. The forward-looking statements contained in this Quarterly Report involve risks and uncertainties. Our actual results could differ materially from those implied or expressed in the forward-looking statements for any reason, including the factors set forth in “Part I-Item 1A. Risk Factors” in our Annual Report and “Part II-Item 1A. Risk Factors” in this Quarterly Report.

Although we believe that the assumptions on which these forward-looking statements are based are reasonable, any of those assumptions could prove to be inaccurate, and as a result, the forward-looking statements based on those assumptions also could be inaccurate. Important assumptions include our ability to originate new loans and investments, certain margins and levels of profitability and the availability of additional capital. In light of these and other uncertainties, the inclusion of a projection or forward-looking statements in this Quarterly Report should not be regarded as a representation by us that our plans and objectives will be achieved.

We have based the forward-looking statements included in this Quarterly Report on information available to us on the date of this Quarterly Report, and we assume no obligation to update any such forward-looking statements. Although we undertake no obligation to revise or update any forward-looking statements in this Quarterly Report, whether as a result of new information, future events or otherwise, you are advised to consult any additional disclosures that we may make directly to you or through reports that we may file in the future with the SEC, including Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.

Overview

Monroe Capital Corporation is an externally managed, closed-end, non-diversified management investment company that has elected to be regulated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”). In addition, for U.S. federal income tax purposes, we have elected to be treated as a regulated investment company (“RIC”) under the subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). We are a specialty finance company focused on providing financing solutions primarily to lower middle-market companies in the United States and Canada. We provide customized financing solutions focused primarily on senior secured, junior secured and unitranche secured (a combination of senior secured and junior secured debt in the same facility in which we syndicate a “first out” portion of the loan to an investor and retain a “last out” portion of the loan) debt and, to a lesser extent, unsecured subordinated debt and equity, including equity co-investments in preferred and common stock, and warrants.

Our shares are currently listed on the NASDAQ Global Select Market under the symbol “MRCC”.

Our investment objective is to maximize the total return to our stockholders in the form of current income and capital appreciation through investment in senior secured, unitranche secured and junior secured debt and, to a lesser extent, unsecured subordinated debt and equity investments. We seek to use our extensive leveraged finance origination infrastructure and broad expertise in sourcing loans to invest in primarily senior secured, unitranche secured and junior secured debt of middle-market companies. Our investments will generally range between $2.0 million and $25.0 million each, although this investment size may vary proportionately with the size of our capital base. As of September 30, 2023, our portfolio included approximately 80.3% senior secured loans, 2.6% unitranche secured loans, 5.3% junior secured loans and 11.8% equity securities, compared to December 31, 2022, when our portfolio included approximately 80.2% senior secured loans, 3.8% unitranche secured loans, 4.1% junior secured loans and 11.9% equity securities. We expect that the companies in which we invest may be leveraged, often as a result of leveraged buy-outs or other recapitalization transactions, and, in certain cases, will not be rated by national ratings agencies. If such companies were rated, we believe that they would typically receive a rating below investment grade (between BB and CCC under the Standard & Poor’s system) from the national rating agencies.

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While our primary focus is to maximize current income and capital appreciation through debt investments in thinly traded or private U.S. companies, we may invest a portion of the portfolio in opportunistic investments in order to seek to enhance returns to stockholders. Such investments may include investments in real estate, specialty finance, litigation finance, fund finance, high-yield bonds, distressed debt, private equity or securities of public companies that are not thinly traded and securities of middle-market companies located outside of the United States. We expect that these public companies generally will have debt securities that are non-investment grade.

Investment income

We generate interest income on the debt investments in portfolio company investments that we originate or acquire. Our debt investments, whether in the form of senior secured, unitranche secured or junior secured debt, typically have an initial term of three to seven years and bear interest at a fixed or floating rate. In some instances, we receive payments on our debt investments based on scheduled amortization of the outstanding balances. In addition, we receive repayments of some of our debt investments prior to their scheduled maturity date. In some cases, our investments provide for deferred interest of payment-in-kind (“PIK”) interest. In addition, we may generate revenue in the form of commitment, origination, amendment, structuring or due diligence fees, fees for providing managerial assistance and consulting fees. Loan origination fees, original issue discount and market discount or premium are capitalized, and we accrete or amortize such amounts as interest income. We record prepayment premiums and prepayment gains (losses) on loans as interest income. As the frequency or volume of the repayments which trigger these prepayment premiums and prepayment gains (losses) may fluctuate significantly from period to period, the associated interest income recorded may also fluctuate significantly from period to period. Interest and fee income are recorded on the accrual basis to the extent we expect to collect such amounts. Interest income is accrued based upon the outstanding principal amount and contractual terms of debt and preferred equity investments. Interest is accrued on a daily basis. We record fees on loans based on the determination of whether the fee is considered a yield enhancement or payment for a service. If the fee is considered a yield enhancement associated with a funding of cash on a loan, the fee is generally deferred and recognized into interest income using the effective interest method if captured in the cost basis or using the straight-line method if the loan is unfunded and therefore there is no cost basis. If the fee is not considered a yield enhancement because a service was provided, and the fee is payment for that service, the fee is deemed earned and recognized as fee income in the period the service has been completed.

Dividend income on preferred equity securities is recorded as dividend income 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 securities is recorded on the record date for private portfolio companies. Each distribution received from limited liability company (“LLC”) and limited partnership (“LP”) investments is evaluated to determine if the distribution should be recorded as dividend income or a return of capital. Generally, we will not record distributions from equity investments in LLCs and LPs as dividend income unless there are sufficient accumulated tax-basis earnings and profits in the LLC or LP prior to the distribution. Distributions that are classified as a return of capital are recorded as a reduction in the cost basis of the investment. The frequency and volume of the distributions on common equity securities and LLC and LP investments may fluctuate significantly from period to period.

Expenses

Our primary operating expenses include the payment of base management and incentive fees to MC Advisors, under the investment advisory and management agreement (the “Investment Advisory Agreement”), the payment of fees to MC Management for our allocable portion of overhead and other expenses under the administration agreement (the “Administration Agreement”) and other operating costs. See Note 6 to our consolidated financial statements and “Related Party Transactions” below for additional information on our Investment Advisory Agreement and Administration Agreement. Our expenses also include interest expense on our various forms of indebtedness. We bear all other out-of-pocket costs and expenses of our operations and transactions.

Net gain (loss)

We recognize realized gains or losses on investments, foreign currency forward contracts and foreign currency and other transactions based on the difference between the net proceeds from the disposition and the cost basis without regard to unrealized gains or losses previously recognized within net realized gain (loss) on the consolidated statements of operations. We record current period changes in fair value of investments, foreign currency forward contracts, foreign currency and other transactions within net change in unrealized gain (loss) on the consolidated statements of operations.

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Portfolio and Investment Activity

During the three months ended September 30, 2023, we invested $2.0 million in one new portfolio companies and $10.7 million in 29 existing portfolio companies and had $6.7 million in aggregate amount of sales and principal repayments, resulting in net investments of $6.0 million for the period.

During the nine months ended September 30, 2023, we invested $18.1 million in six new portfolio companies and $34.1 million in 43 existing portfolio companies and had $63.7 million in aggregate amount of sales and principal repayments, resulting in net sales and repayments of $11.5 million for the period.

During the three months ended September 30, 2022, we invested $15.2 million in five new portfolio companies and $36.2 million in 25 existing portfolio companies and had $73.0 million in aggregate amount of sales and principal repayments, resulting in net sales and repayments of $21.6 million for the period.

During the nine months ended September 30, 2022, we invested $35.4 million in 12 new portfolio companies and $58.9 million in 40 existing portfolio companies and had $128.7 million in aggregate amount of sales and principal repayments, resulting in net sales and repayments of $34.4 million for the period.

The following table shows portfolio yield by security type:


	September 30, 2023				December 31, 2022
	Weighted Average		Weighted		Weighted Average		Weighted
	Annualized		Average		Annualized		Average
	Contractual		Annualized		Contractual		Annualized
	Coupon		Effective		Coupon		Effective
	Yield ⁽¹⁾		Yield ⁽²⁾		Yield ⁽¹⁾		Yield ⁽²⁾
Senior secured loans	12.9	%	12.9	%	11.8	%	11.8	%
Unitranche secured loans	13.2		14.6		4.8		5.2
Junior secured loans	8.7		8.7		11.4		11.4
Preferred equity securities	2.8		2.8		2.7		2.7
Total	12.4	%	12.5	%	11.0	%	11.0	%

(1)

The weighted average annualized contractual coupon yield at period end is computed by dividing (a) the interest income on our debt investments and preferred equity investments (with a stated coupon rate) at the period end contractual coupon rate for each investment by (b) the par value of our debt investments (excluding debt investments acquired for no cost in a restructuring on non-accrual status) and the cost basis of our preferred equity investments. We exclude loans acquired for no cost in a restructuring on non-accrual status within this metric as management believes this disclosure provides a better indication of return on invested capital. As of September 30, 2023 and December 31, 2022, there were no loans excluded from the weighted average contractual coupon yield.

(2)

The weighted average annualized effective yield on portfolio investments at period end is computed by dividing (a) interest income on our debt investments and preferred equity investments (with a stated coupon rate) at the period end effective rate for each investment by (b) the par value of our debt investments (excluding debt investments acquired for no cost in a restructuring on non-accrual status) and the cost basis of our preferred equity investments. We exclude loans acquired for no cost in a restructuring on non-accrual status within this metric as management believes this disclosure provides a better indication of return on invested capital. As of both September 30, 2023 and December 31, 2022, there were no loans excluded from the weighted average contractual coupon yield. The weighted average annualized effective yield on portfolio investments is a metric on the investment portfolio alone and does not represent a return to stockholders. This metric is not inclusive of our fees and expenses, the impact of leverage on the portfolio or sales load that may be paid by stockholders.

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The following table shows the composition of our investment portfolio (in thousands):


	September 30, 2023				December 31, 2022
Fair Value:
Senior secured loans	$	416,316	80.3	%	$	434,023	80.2	%
Unitranche secured loans		13,548	2.6			20,633	3.8
Junior secured loans		27,425	5.3			22,193	4.1
LLC equity interest in SLF		33,269	6.4			35,509	6.6
Equity securities		27,726	5.4			28,682	5.3
Total	$	518,284	100.0	%	$	541,040	100.0	%

Our portfolio composition remained relatively consistent with December 31, 2022. Our effective yields increased from December 31, 2022, driven primarily by increases in LIBOR and SOFR and the exit of certain investments previously on non-accrual status.

The following table shows our portfolio composition by industry (in thousands):


	September 30, 2023				December 31, 2022
Fair Value:
Aerospace & Defense	$	7,578	1.4	%	$	7,436	1.4	%
Automotive		16,626	3.2			16,637	3.1
Banking		16,436	3.2			19,817	3.7
Beverage, Food & Tobacco		11,434	2.2			12,470	2.3
Capital Equipment		18,936	3.6			19,012	3.5
Chemicals, Plastics & Rubber		3,996	0.8			4,445	0.8
Construction & Building		8,800	1.7			6,706	1.2
Consumer Goods: Durable		8,739	1.7			9,338	1.7
Consumer Goods: Non-Durable		3,023	0.6			3,508	0.6
Environmental Industries		5,895	1.1			6,558	1.2
FIRE: Finance		15,037	2.9			23,892	4.4
FIRE: Real Estate		85,387	16.5			82,498	15.2
Healthcare & Pharmaceuticals		66,309	12.8			59,273	11.0
High Tech Industries		40,164	7.7			52,891	9.8
Hotels, Gaming & Leisure		115	0.0			2,720	0.5
Investment Funds & Vehicles		33,269	6.4			35,509	6.6
Media: Advertising, Printing & Publishing		20,497	4.0			19,777	3.7
Media: Broadcasting & Subscription		2,763	0.5			2,691	0.5
Media: Diversified & Production		41,435	8.0			36,164	6.7
Retail		1,985	0.4			9,306	1.7
Services: Business		57,316	11.1			57,308	10.6
Services: Consumer		30,398	5.9			31,324	5.8
Telecommunications		7,356	1.4			7,595	1.4
Wholesale		14,790	2.9			14,165	2.6
Total	$	518,284	100.0	%	$	541,040	100.0	%

Portfolio Asset Quality

MC Advisors’ portfolio management staff closely monitors all credits, with senior portfolio managers covering agented and more complex investments. MC Advisors segregates our capital markets investments by industry. The MC Advisors’ monitoring process and projections developed by Monroe Capital both have daily, weekly, monthly and quarterly components and related reports, each to evaluate performance against historical, budget and underwriting expectations. MC Advisors’ analysts will monitor performance using standard industry software tools to provide consistent disclosure of performance. When necessary, MC Advisors will update our internal risk ratings, borrowing base criteria and covenant compliance reports.

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As part of the monitoring process, MC Advisors regularly assesses the risk profile of each of our investments and rates each of them based on an internal proprietary system that uses the categories listed below, which we refer to as MC Advisors’ investment performance risk rating. For any investment rated in Grades 3, 4 or 5, MC Advisors, through its internal Portfolio Management Group (“PMG”), will increase its monitoring intensity and prepare regular updates for the investment committee, summarizing current operating results and material impending events and suggesting recommended actions. The PMG is responsible for oversight and management of any investments rated in Grades 3, 4, or 5. MC Advisors monitors and, when appropriate, changes the investment ratings assigned to each investment in our portfolio. In connection with our valuation process, MC Advisors reviews these investment performance risk ratings on a quarterly basis. The investment performance rating system is described as follows:


Investment Performance Risk Rating		Summary Description
Grade 1		Includes investments exhibiting the least amount of risk in our portfolio. The issuer is performing above expectations or the issuer’s operating trends and risk factors are generally positive.

Grade 2		Includes investments exhibiting an acceptable level of risk that is similar to the risk at the time of origination. The issuer is generally performing as expected or the risk factors are neutral to positive.

Grade 3		Includes investments performing below expectations and indicates that the investment’s risk has increased somewhat since origination. The issuer may be out of compliance with debt covenants; however, scheduled loan payments are generally not past due.

Grade 4		Includes an issuer performing materially below expectations and indicates that the issuer’s risk has increased materially since origination. In addition to the issuer being generally out of compliance with debt covenants, scheduled loan payments may be past due (but generally not more than six months past due).

Grade 5		Indicates that the issuer is performing substantially below expectations and the investment risk has substantially increased since origination. Most or all of the debt covenants are out of compliance or payments are substantially delinquent. Investments graded 5 are not anticipated to be repaid in full.

Our investment performance risk ratings do not constitute any rating of investments by a nationally recognized statistical rating organization or reflect or represent any third-party assessment of any of our investments.

In the event of a delinquency or a decision to rate an investment Grade 4 or Grade 5, the PMG, in consultation with the investment committee, will develop an action plan. Such a plan may require a meeting with the borrower’s management or the lender group to discuss reasons for the default and the steps management is undertaking to address the under-performance, as well as amendments and waivers that may be required. In the event of a dramatic deterioration of a credit, MC Advisors and the PMG will form a team or engage outside advisors to analyze, evaluate and take further steps to preserve our value in the credit. In this regard, we would expect to explore all options, including in a private equity sponsored investment, assuming certain responsibilities for the private equity sponsor or a formal sale of the business with oversight of the sale process by us. The PMG and the investment committee have extensive experience in running debt work-out transactions and bankruptcies.

The following table shows the distribution of our investments on the 1 to 5 investment performance risk rating scale as of September 30, 2023 (in thousands):


	Investments at		Percentage of
Investment Performance Risk Rating	Fair Value		Total Investments
1	$	527	0.1	%
2		433,696	83.7
3		75,555	14.6
4		5,032	1.0
5		3,474	0.6
Total	$	518,284	100.0	%

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The following table shows the distribution of our investments on the 1 to 5 investment performance risk rating scale as of December 31, 2022 (in thousands):


	Investments at		Percentage of
Investment Performance Risk Rating	Fair Value		Total Investments
1	$	766	0.1	%
2		469,772	86.8
3		61,501	11.4
4		8,619	1.6
5		382	0.1
Total	$	541,040	100.0	%

As of September 30, 2023, we had four borrowers with loans or preferred equity securities on non-accrual status (Arcstor Midco, LLC, Education Corporation of America (“ECA”), Forman Mills, Inc. (“Forman Mills”) and NECB Collections, LLC (“NECB”)), and these investments totaled $6.2 million of fair value, or 1.2% of our total investments at fair value at September 30, 2023. As of December 31, 2022, we had four borrowers with loans or preferred equity securities on non-accrual status (BLST Operating Company, LLC, ECA, NECB and Vinci Brands LLC (“Vinci”)), and these investments totaled $2.8 million of fair value, or 0.5% of our total investments at fair value at December 31, 2022.

Results of Operations

Operating results were as follows (in thousands):


	Three months ended
	September 30,
	2023		2022
Total investment income	$	15,643	$	15,916
Total operating expenses, net of base management fee and incentive fee waivers		10,128		8,788
Net investment income before income taxes		5,515		7,128
Income taxes, including excise taxes		95		868
Net investment income		5,420		6,260
Net realized gain (loss) on investments		30		(1,667)
Net realized gain (loss) on extinguishment of debt		—		—
Net realized gain (loss) on foreign currency forward contracts		—		38
Net realized gain (loss) on foreign currency and other transactions		(4)		(1)
Net realized gain (loss)		26		(1,630)
Net change in unrealized gain (loss) on investments		(5,683)		(6,242)
Net change in unrealized gain (loss) on foreign currency forward contracts		—		863
Net change in unrealized gain (loss) on foreign currency and other transactions		1		—
Net change in unrealized gain (loss)		(5,682)		(5,379)
Net increase (decrease) in net assets resulting from operations	$	(236)	$	(749)

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	Nine months ended
	September 30,
	2023		2022
Total investment income	$	48,794	$	41,402
Total operating expenses, net of base management fee and incentive fee waivers		30,328		23,441
Net investment income before income taxes		18,466		17,961
Income taxes, including excise taxes		495		1,289
Net investment income		17,971		16,672
Net realized gain (loss) on investments		(39,054)		(1,750)
Net realized gain (loss) on extinguishment of debt		—		(1,039)
Net realized gain (loss) on foreign currency forward contracts		1,756		69
Net realized gain (loss) on foreign currency and other transactions		(135)		(38)
Net realized gain (loss)		(37,433)		(2,758)
Net change in unrealized gain (loss) on investments		19,756		(22,847)
Net change in unrealized gain (loss) on foreign currency forward contracts		(1,507)		1,503
Net change in unrealized gain (loss) on foreign currency and other transactions		—		164
Net change in unrealized gain (loss)		18,249		(21,180)
Net increase (decrease) in net assets resulting from operations	$	(1,213)	$	(7,266)

Investment Income

The composition of our investment income was as follows (in thousands):


	Three months ended
	September 30,
	2023		2022
Interest income	$	12,804	$	12,491
PIK interest income		2,430		1,240
Dividend income ⁽¹⁾		1,017		1,051
Fee income ⁽³⁾		(836)		412
Prepayment gain (loss)		29		495
Accretion of discounts and amortization of premiums		199		227
Total investment income	$	15,643	$	15,916


	Nine months ended
	September 30,
	2023		2022
Interest income	$	37,553	$	30,602
PIK interest income		7,193		4,458
Dividend income ⁽²⁾		3,169		3,108
Fee income ⁽³⁾		(356)		1,604
Prepayment gain (loss)		378		758
Accretion of discounts and amortization of premiums		857		872
Total investment income	$	48,794	$	41,402

(1)	Includes PIK dividends of $117 and $124, respectively.

(2)	Includes PIK dividends of $359 and $350, respectively.

(3)	Includes the reversal of $1,046 of previously accrued fee income associated with our former loan investment in IT Global Holding, LLC.

The decrease in investment income of $0.3 million during the three months ended September 30, 2023, as compared to the three months ended September 30, 2022 was primarily the result of certain non-recurring items impacting each of the periods. The three months ended September 30, 2023 included the reversal of $1.0 million of previously accrued fee income associated with our former loan investment in IT Global Holding, LLC (“IT Global”) and the three months ended September 30, 2022 included the one-

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time benefit of $2.0 million in previously unrecorded interest income associated with the repayment of our former loan investment in Curion Holdings, LLC (“Curion”). Excluding these non-recurring items, the increase in investment income was $2.8 million and this increase was primarily the result of an increase in cash and PIK interest income, partially offset by a decline in fee income. The increase in interest income was primarily as a result of an increase in portfolio yield due to the rising interest rate environment.

Excluding the non-recurring items for IT Global and Curion, investment income increased $10.5 million during the nine months ended September 30, 2023, as compared to the nine months ended September 30, 2022. This increase was primarily the result of an increase in cash and PIK interest income, partially offset by a reduction in fee income (loss). The increase in interest income was primarily a result of an increase in the portfolio yield as a result of the rising interest rate environment.

Operating Expenses

The composition of our operating expenses was as follows (in thousands):


	Three months ended
	September 30,
	2023		2022
Interest and other debt financing expenses	$	5,874	$	4,263
Base management fees, net of base management fee waivers ⁽¹⁾		2,140		2,222
Incentive fees, net of incentive fee waivers⁽²⁾		1,355		1,565
Professional fees		189		212
Administrative service fees		228		275
General and administrative expenses		304		216
Directors’ fees		38		35
Total operating expenses, net of base management fee and incentive fee waivers	$	10,128	$	8,788


	Nine months ended
	September 30,
	2023		2022
Interest and other debt financing expenses	$	17,178	$	11,961
Base management fees, net of base management fee waivers ⁽¹⁾		6,503		6,779
Incentive fees, net of incentive fee waivers⁽²⁾		4,493		2,222
Professional fees		541		740
Administrative service fees		707		908
General and administrative expenses		793		722
Directors’ fees		113		109
Total operating expenses, net of base management fee and incentive fee waivers	$	30,328	$	23,441

(1)	During the three and nine months ended September 30, 2022, MC Advisors elected to voluntarily waive base management fees of zero and $55, respectively. MC Advisors did not waive any base management fees during the three and nine months ended September 30, 2023.

(2)

During the three and nine months ended September 30, 2022, MC Advisors waived part one incentive fees (based on net investment income) of zero and $525, respectively. MC Advisors did not waive any part one incentive fees during the three and nine months ended September 30, 2023. Incentive fees during both the three and nine months ended September 30, 2023 and 2022 were not limited by the Incentive Fee Limitation. See Note 6 in our attached consolidated financial statements for additional information on the Incentive Fee Limitation.

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The composition of our interest and other debt financing expenses, average outstanding balances and average stated interest rates (i.e. the rate in effect plus spread) were as follows (in thousands):


	Three months ended
	September 30,
	2023			2022
Interest expense - revolving credit facility	$	3,989		$	2,186
Interest expense - 2026 Notes		1,555			1,555
Amortization of deferred financing costs		330			522
Total interest and other debt financing expenses	$	5,874		$	4,263
Average debt outstanding	$	319,759		$	292,879
Average stated interest rate		6.8	%		5.0	%


	Nine months ended
	September 30,
	2023			2022
Interest expense - revolving credit facility	$	11,536		$	5,391
Interest expense - 2026 Notes		4,665			4,665
Interest expense - SBA debentures		—			292
Amortization of deferred financing costs		977			1,613
Total interest and other debt financing expenses	$	17,178		$	11,961
Average debt outstanding	$	322,918		$	315,166
Average stated interest rate		6.7	%		4.3	%

The increase in operating expenses of $1.3 million during the three months ended September 30, 2023, as compared to the three months ended September 30, 2022, was primarily driven by an increase in interest and other debt financing expenses resulting from higher average debt outstanding and increases in effective interest rates on debt stemming from the rising interest rate environment. The increase in operating expenses was partially offset by a decrease in incentive fees, net of incentive fee waivers, associated with the lower net investment income.

The increase in operating expenses of $6.9 million during the nine months ended September 30, 2023, as compared to the nine months ended September 30, 2022, was primarily driven by an increase in interest and other debt financing expenses resulting from increases in effective interest rates on debt stemming from the rising interest rate environment, and an increase in incentive fees, net of incentive fee waivers, associated with the increase in net investment income.

Income Taxes, Including Excise Taxes

We have elected to be treated as a RIC under Subchapter M of the Code and operate in a manner so as to qualify for the tax treatment available to RICs. To maintain qualification as a RIC, we must, among other things, meet certain source-of-income and asset diversification requirements and distribute to stockholders, for each taxable year, at least 90% of our “investment company taxable income,” which is generally our net ordinary income plus the excess, if any, of realized net short-term capital gains over realized net long-term capital losses.

Depending on the level of taxable income earned in a tax year, we may choose to carry forward such taxable income in excess of current year dividend distributions from such current year taxable income into the next year and pay a 4% excise tax on such income, as required. To the extent that we determine that our estimated current year annual taxable income may exceed estimated current year dividend distributions, we accrue excise tax, if any, on estimated excess taxable income as such taxable income is earned. For the three and nine months ended September 30, 2023, we recorded a net expense (benefit) on the consolidated statements of operations of $0.1 million and $0.3 million for U.S. federal excise tax, respectively. For the three and nine months ended September 30, 2022, we recorded a net expense (benefit) on the consolidated statements of operations of ($0.1) million and $0.1 million for U.S. federal excise tax, respectively.

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Certain of our consolidated subsidiaries are subject to U.S. federal and state corporate-level income taxes. For the three and nine months ended September 30, 2023, we recorded a net tax expense of zero and $0.2 million on the consolidated statements of operations for these subsidiaries, respectively. For the three and nine months ended September 30, 2022, we recorded a net tax expense of $0.9 million and $1.2 million on the consolidated statements of operations for these subsidiaries, respectively.

Net Realized Gain (Loss)

During the three months ended September 30, 2023 and 2022, we had sales or dispositions of investments resulting in $30 thousand and ($1.7) million of net realized gain (loss) on investments, respectively. During the nine months ended September 30, 2023 and 2022, we had sales or dispositions of investments resulting in ($39.1) million and ($1.7) million of net realized gain (loss) on investments, respectively. The net realized losses during the nine months ended September 30, 2023 were primarily related to the realization of the previously recorded unrealized loss on our investment in Vinci and realizations on California Pizza Kitchen, Inc. and Forman Mills.

During the three and nine months ended September 30, 2022, we recognized a net loss on extinguishment of debt of zero and $1.0 million, respectively, which was due to the repayment of our remaining $56.9 million of Small Business Administration (“SBA”) debentures on March 1, 2022 (primarily comprised of the unamortized deferred financing costs at the time of repayment).

We may enter into foreign currency forward contracts to reduce our exposure to foreign currency exchange rate fluctuations. During the three months ended September 30, 2023 and 2022, we had zero and $38 thousand of net realized gain (loss) on foreign currency forward contracts, respectively. During the nine months ended September 30, 2023 and 2022, we had $1.8 million and $0.1 million of net realized gain (loss) on foreign currency forward contracts, respectively. During the three months ended September 30, 2023 and 2022, we had ($4) thousand and ($1) thousand of net realized gain (loss) on foreign currency and other transactions, respectively. During the nine months ended September 30, 2023 and 2022, we had ($0.1) million and ($38) thousand of net realized gain (loss) on foreign currency and other transactions, respectively.

Net Change in Unrealized Gain (Loss)

For the three months ended September 30, 2023 and 2022, our investments had ($5.7) million and ($6.2) million of net change in unrealized gain (loss), respectively. For the nine months ended September 30, 2023 and 2022, our investments had $19.8 million and ($22.8) million of net change in unrealized gain (loss), respectively. The net change in unrealized gain (loss) includes both unrealized gain on investments in our portfolio with mark-to-market gains during the periods and unrealized loss on investments in our portfolio with mark-to-market losses during the periods.

During the three months ended September 30, 2023, the net change in unrealized gain (loss) on investments was primarily attributable to unrealized mark-to-market losses related to financial performance of a few specific portfolio companies still held in the portfolio that were affected by macroeconomic and idiosyncratic challenges which impacted financial performance and unrealized mark-to-market losses attributable to our investment in SLF. The SLF’s underlying investments are loans to middle-market borrowers that are generally larger than the rest of our portfolio, which is focused on lower middle-market companies. These upper middle-market loans held within the SLF experienced higher volatility in valuation than the rest of the portfolio. For the nine months ended September 30, 2023, the net change in unrealized gain (loss) on investments was primarily attributable to the reversal of previously recorded unrealized losses upon the disposition of certain assets during the period. This was offset by unrealized mark-to-market losses related to financial performance of a few specific portfolio companies still held in the portfolio and unrealized mark-to-market losses attributable to our investment in SLF.

During the three months ended September 30, 2022, the net change in unrealized loss on investments was primarily attributable to fundamental performance of a couple specific portfolio companies and our investment in SLF. For the nine months ended September 30, 2022, our investments had ($22.8) million of net change in unrealized gain (loss). During the nine months ended September 30, 2022, the net change in unrealized loss on investments was primarily attributable to overall market volatility and spread widening in the loan market, including approximately $5.1 million of unrealized losses attributable to our investment in SLF. Additionally, approximately $15.6 million in net unrealized losses were attributable to portfolio companies that have underlying credit performance concerns resulting in a risk rating of Grade 3, 4 or 5 on our investment performance risk rating scale that were still held as of September 30, 2022.

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For the three months ended September 30, 2023 and 2022, our foreign currency forward contracts had zero and $0.9 million of net change in unrealized gain (loss), respectively. For the nine months ended September 30, 2023 and 2022, our foreign currency forward contracts had ($1.5) million and $1.5 million of net change in unrealized gain (loss), respectively. For the three months ended September 30, 2023 and 2022, our foreign currency borrowings and cash denominated in foreign currencies had ($1) thousand and zero of net change in unrealized gain (loss), respectively. For the nine months ended September 30, 2023 and 2022, our foreign currency borrowings and cash denominated in foreign currencies had zero and $0.2 million of net change in unrealized gain (loss), respectively.

Net Increase (Decrease) in Net Assets Resulting from Operations

For the three months ended September 30, 2023 and 2022, the net increase (decrease) in net assets resulting from operations was ($0.2) million and ($0.7) million, respectively. Based on the weighted average shares of common stock outstanding for the three months ended September 30, 2023 and 2022, our per share net increase (decrease) in net assets resulting from operations was ($0.01) and ($0.03), respectively.

For the nine months ended September 30, 2023 and 2022, the net increase (decrease) in net assets resulting from operations was ($1.2) million and ($7.3) million, respectively. Based on the weighted average shares of common stock outstanding for the nine months ended September 30, 2023 and 2022, our per share net increase (decrease) in net assets resulting from operations was ($0.06) and ($0.33), respectively.

The $0.5 million increase during the three months ended September 30, 2023, as compared to the three September 30, 2022, is primarily the result of lower net losses on the portfolio, partially offset by declines in net investment income. The $6.1 million increase during the nine months ended September 30, 2023, as compared to the nine months ended September 30, 2022, is primarily the result of lower net losses on the portfolio and the increase in net investment income.

Liquidity and Capital Resources

As of September 30, 2023, we had $5.3 million in cash, $201.1 million of total debt outstanding on our revolving credit facility and $130.0 million in 2026 Notes. We had $53.9 million available for additional borrowings on our revolving credit facility, subject to borrowing base availability. See “Borrowings” below for additional information.

In accordance with the 1940 Act, we are permitted to borrow amounts such that our asset coverage ratio, as defined in the 1940 Act, is at least 150% after such borrowing. As of September 30, 2023 and December 31, 2022, our asset coverage ratio based on aggregate borrowings outstanding was 163% and 167%, respectively.

Cash Flows

For the nine months ended September 30, 2023 and 2022, we experienced a net increase (decrease) in cash and restricted cash of $9 thousand and ($10.9) million, respectively. For the nine months ended September 30, 2023 and 2022, operating activities provided $19.8 million and $42.0 million, respectively, primarily as a result of principal repayments on and sales of portfolio investments and net investment income, partially offset by purchases of portfolio investments. During the nine months ended September 30, 2023, we used $19.8 million in financing activities, primarily as a result of distributions to stockholders and net repayments on our revolving credit facility. During the nine months ended September 30, 2022, we used $52.9 million in financing activities, primarily as a result of repayments on our SBA debentures and distributions to stockholders, partially offset by net borrowings on our revolving credit facility.

Capital Resources

As a BDC, we distribute substantially all of our net income to our stockholders and have an ongoing need to raise additional capital for investment purposes. We intend to generate additional cash primarily from future offerings of securities, future borrowings and cash flows from operations, including income earned from investments in our portfolio companies. On both a short-term and long-term basis, our primary use of funds will be to invest in portfolio companies and make cash distributions to our stockholders. We may also use available funds to repay outstanding borrowings.

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As a BDC, we are generally not permitted to issue and sell our common stock at a price below net asset value (“NAV”) per share. We may, however, sell our common stock, or warrants, options or rights to acquire our common stock, at a price below the then-current NAV per share of our common stock if our board of directors (“Board”), including our independent directors, determines that such sale is in the best interests of us and our stockholders, and if our stockholders have approved such sales. On June 15, 2023, our stockholders once again voted to allow us to sell or otherwise issue common stock at a price below net asset value per share for a period of one year, subject to certain limitations. As of both September 30, 2023 and December 31, 2022, we had 21,666,340 shares outstanding.

On June 24, 2015, our stockholders approved a proposal to authorize us to issue warrants, options or rights to subscribe to, convert to, or purchase our common stock in one or more offerings. This is a standing authorization and does not require annual re-approval by our stockholders.

Stock Issuances: On May 12, 2017, we entered into at-the-market (“ATM”) equity distribution agreements with each of JMP Securities LLC (“JMP”) and FBR Capital Markets & Co. (“FBR”) (the “ATM Program”) through which we can sell, by means of ATM offerings, from time to time, up to $50.0 million of our common stock. On May 8, 2020, we entered into an amendment to the ATM Program to extend its term. All other material terms of the ATM Program remain unchanged. There were no stock issuances through the ATM Program during the nine months ended September 30, 2023 and 2022, respectively.

Borrowings

Revolving Credit Facility: We have a $255.0 million revolving credit facility with ING Capital LLC, as agent. The revolving credit facility has an accordion feature which permits us, under certain circumstances to increase the size of the facility up to $400.0 million. The revolving credit facility is secured by a lien on all of our assets, including cash on hand. We may make draws under the revolving credit facility to make or purchase additional investments through December 27, 2026 and for general working capital purposes until December 27, 2027, the maturity date of the revolving credit facility.

Our ability to borrow under the revolving credit facility is subject to availability under the borrowing base, which permits us to borrow up to 72.5% of the fair market value of our portfolio company investments depending on the type of investment we hold and whether the investment is quoted. Our ability to borrow is also subject to certain concentration limits, and continued compliance with the representations, warranties and covenants given by us under the facility. The revolving credit facility contains certain financial covenants, including, but not limited to, our maintenance of: (1) minimum consolidated total net assets at least equal to $150.0 million plus 65% of the net proceeds to us from sales of our equity securities after March 1, 2019; (2) a ratio of total assets (less total liabilities other than indebtedness) to total indebtedness of not less than 1.5 to 1; and (3) a senior debt coverage ratio of at least 2 to 1. The revolving credit facility also requires us to undertake customary indemnification obligations with respect to ING Capital LLC and other members of the lending group and to reimburse the lenders for expenses associated with entering into the credit facility. The revolving credit facility also has customary provisions regarding events of default, including events of default for nonpayment, change in control transactions at both Monroe Capital Corporation and MC Advisors, failure to comply with financial and negative covenants, and failure to maintain our relationship with MC Advisors. If we incur an event of default under the revolving credit facility and fail to remedy such default under any applicable grace period, if any, then the entire revolving credit facility could become immediately due and payable, which would materially and adversely affect our liquidity, financial condition, results of operations and cash flows.

Our revolving credit facility also imposes certain conditions that may limit the amount of our distributions to stockholders. Distributions payable in our common stock under the dividend reinvestment plan (“DRIP”) are not limited by the revolving credit facility. Distributions in cash or property other than common stock are generally limited to 115% of the amount of distributions required to maintain our status as a RIC.

As of September 30, 2023 and December 31, 2022, we had U.S. dollar borrowings of $201.1 million and $204.6 million, respectively, and borrowings denominated in a foreign currency of zero and zero, respectively. Any borrowings denominated in a foreign currency may be positively or negatively affected by movements in the rate of exchange between the U.S. dollar and the respective foreign currency. These movements are beyond our control and cannot be predicted. Borrowings denominated in a foreign currency are translated into U.S. dollars based on the spot rate at each balance sheet date. The impact resulting from changes in foreign currency borrowings is included in net change in unrealized gain (loss) on foreign currency and other transactions on our consolidated statements of operations and totaled zero for both the three and nine months ended September 30, 2023, and zero and $0.2 million for the three and nine months ended September 30, 2022, respectively. During the nine months ended September 30, 2022, we repaid borrowings denominated in Great Britain pounds of £3.4 million. As a result of this repayment, we recognized a

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realized gain (loss) on foreign currency and other transactions on our consolidated statements of operations of ($11) thousand for the nine months ended September 30, 2022.

Borrowings under the revolving credit facility bear interest, at our election, at an annual rate of SOFR (one-month or three-month at our discretion based on the term of the borrowing) plus 2.625% or at a daily rate equal to 1.625% per annum plus the greater 1.5%, the prime interest rate, the federal funds rate plus 0.5% or SOFR plus 1.0%, with a SOFR floor of 0.5%. In addition to the stated interest rate on borrowings under the revolving credit facility, we are required to pay a commitment fee and certain conditional fees based on usage of the expanded borrowing base and usage of the asset coverage ratio flexibility. A commitment fee of 0.5% per annum on any unused portion of the revolving credit facility if the utilized portion of the facility is greater than 35% of the then available maximum borrowing or a commitment fee of 1.0% per annum on any unused portion of the revolving credit facility if the utilized portion of the facility is less than or equal to 35% of the then available maximum borrowing. As of September 30, 2023 and December 31, 2022, the outstanding borrowings were accruing at a weighted average interest rate of 8.1% and 7.0%, respectively.

2026 Notes: On January 25, 2021, we closed a private offering of $130.0 million in aggregate principal amount of senior unsecured notes (the “2026 Notes”) that mature on February 15, 2026. The 2026 Notes bear interest at an annual rate of 4.75% payable semi-annually on February 15 and August 15. We may redeem the 2026 Notes in whole or in part at any time or from time to time at our option at par plus a “make-whole” premium, if applicable. The 2026 Notes are general, unsecured obligations and rank equal in right of payment with all of our existing and future unsecured indebtedness.

SBA Debentures: On March 1, 2022, Monroe Capital Corporation SBIC, LP (“MRCC SBIC”), a wholly owned subsidiary through its dissolution, fully repaid its outstanding SBA debentures utilizing a borrowing on our revolving credit facility and the restricted cash at MRCC SBIC. This repayment was accounted for as a debt extinguishment in accordance with ASC Subtopic 470-50, Debt – Modifications and Extinguishment (“ASC 470-50”), which resulted in a realized loss of $1.0 million (primarily comprised of the unamortized deferred financing costs at the time of the repayment) recorded in net gain (loss) on extinguishment of debt on our consolidated statements of operations. MRCC SBIC received approval from the SBA to surrender its license to operate as a Small Business Investment Company and on March 31, 2022, MRCC SBIC was dissolved.

Distributions

Our Board will determine the timing and amount, if any, of our distributions. We intend to pay distributions on a quarterly basis. In order to avoid corporate-level tax on the income we distribute as a RIC, we must distribute to our stockholders at least 90% of our ordinary income and realized net short-term capital gains in excess of realized net long-term capital losses, if any, on an annual basis out of the assets legally available for such distributions. In addition, we also intend to distribute any realized net capital gains (i.e., realized net long-term capital gains in excess of realized net short-term capital losses) at least annually out of the assets legally available for such distributions. Distributions to stockholders for the three and nine months ended September 30, 2023, totaled $5.4 million ($0.25 per share) and $16.2 million ($0.75 per share), respectively. Distributions to stockholders for the three and nine months ended September 30, 2022, totaled $5.4 million ($0.25 per share) and $16.2 million ($0.75 per share), respectively. The tax character of such distributions is determined at the end of the fiscal year. However, if the character of such distributions were determined as of September 30, 2023 and 2022, no portion of these distributions would have been characterized as a tax return of capital to stockholders.

In October 2012, we adopted an “opt out” DRIP for our common stockholders. When we declare a distribution, our stockholders’ cash distributions will automatically be reinvested in additional shares of our common stock unless a stockholder specifically “opts out” of our DRIP. If a stockholder opts out, that stockholder will receive cash distributions. Although distributions paid in the form of additional shares of our common stock will generally be subject to U.S. federal, state and local taxes in the same manner as cash distributions, stockholders participating in our DRIP will not receive any corresponding cash distributions with which to pay any such applicable taxes.

MRCC Senior Loan Fund I, LLC

We co-invest with Life Insurance Company of the Southwest (“LSW”) in senior secured loans through SLF, an unconsolidated Delaware LLC. SLF is capitalized as underlying investment transactions are completed, taking into account available debt and equity commitments available for funding these investments. All portfolio and investment decisions in respect to SLF must be approved by the SLF investment committee, consisting of one representative of each of us and LSW. SLF may cease making new investments upon notification of either member but operations will continue until all investments have been sold or paid-off in the

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normal course of business. Investments held by SLF are measured at fair value using the same valuation methodologies as described below. Our investment is illiquid in nature as SLF does not allow for withdrawal from the LLC or the sale of a member’s interest unless approved by the board members of SLF. The full withdrawal of a member would result in an orderly wind-down of SLF.

SLF’s profits and losses are allocated to us and LSW in accordance with the respective ownership interests. As of both September 30, 2023 and December 31, 2022, we and LSW each owned 50.0% of the LLC equity interests of SLF. As of both September 30, 2023 and December 31, 2022, SLF had $100.0 million in equity commitments from its members (in the aggregate), of which $85.3 million was funded.

As of both September 30, 2023 and December 31, 2022, we have committed to fund $50.0 million of LLC equity interest subscriptions to SLF. As of both September 30, 2023 and December 31, 2022, $42.7 million of our LLC equity interest subscriptions to SLF had been called and contributed, net of return of capital distributions subject to recall.

For both the three and nine months ended September 30, 2023 and 2022, we received $0.9 million and $2.7 million of dividend income from our LLC equity interest in SLF, respectively.

SLF has a senior secured revolving credit facility (as amended, the “SLF Credit Facility”) with Capital One, N.A., through its wholly-owned subsidiary MRCC Senior Loan Fund I Financing SPV, LLC (“SLF SPV”), The SLF Credit Facility allows SLF SPV to borrow up to $110.0 million (reduced from $175.0 million on June 9, 2023), subject to leverage and borrowing base restrictions. Borrowings on the SLF Credit Facility bear interest at an annual rate of LIBOR (three-month) plus 2.10% and the SLF Credit Facility has a maturity date of November 23, 2031.

SLF does not pay any fees to MC Advisors or its affiliates; however, SLF has entered into an administration agreement with Monroe Capital Management Advisors, LLC (“MC Management”), pursuant to which certain loan servicing and administrative functions are delegated to MC Management. SLF may reimburse MC Management for its allocable share of overhead and other expenses incurred by MC Management. For the three and nine months ended September 30, 2023, SLF incurred $45 thousand and $0.2 million of allocable expenses, respectively. For the three and nine months ended September 30, 2022, SLF incurred $0.1 million and $0.2 million of allocable expenses, respectively. There are no agreements or understandings by which we guarantee any SLF obligations.

As of September 30, 2023 and December 31, 2022, SLF had total assets at fair value of $158.7 million and $192.8 million, respectively. As of September 30, 2023 and December 31, 2022, SLF had four and one portfolio company investments on non-accrual status with fair values of $5.4 million and $0.4 million, respectively. The portfolio companies in SLF are in industries and geographies similar to those in which we may invest directly. Additionally, as of September 30, 2023 and December 31, 2022, SLF had $3.7 million and $4.6 million, respectively, in outstanding commitments to fund investments under undrawn revolvers and delayed draw commitments.

Below is a summary of SLF’s portfolio, followed by a listing of the individual investments in SLF’s portfolio as of September 30, 2023 and December 31, 2022:


	As of
	September 30, 2023		December 31, 2022
Senior secured loans ⁽¹⁾	166,639		197,867
Weighted average current interest rate on senior secured loans ⁽²⁾	9.7	%	9.7	%
Number of portfolio company investments in SLF	53		60
Largest portfolio company investment ⁽¹⁾	6,597		6,650
Total of five largest portfolio company investments ⁽¹⁾	26,900		27,026

(1)	Represents outstanding principal amount, excluding unfunded commitments. Principal amounts in thousands.

(2)	Computed as the (a) annual stated interest rate on accruing senior secured loans divided by (b) total senior secured loans at outstanding principal amount.

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MRCC SENIOR LOAN FUND I, LLC

CONSOLIDATED SCHEDULE OF INVESTMENTS

(unaudited)

September 30, 2023

(in thousands)


				Interest
Portfolio Company ^(a)	Index ^(b)	Spread ^(b)		Rate ^(b)		Maturity	Principal		Fair Value
Non-Controlled/Non-Affiliate Company Investments
Senior Secured Loans
Aerospace & Defense
Bromford Industries Limited ^(c)	P	5.25	%	13.75	% ^(e)	11/5/2025		2,744	$	971
Bromford Industries Limited ^(c)	P	5.25	%	13.75	% ^(e)	11/5/2025		1,829		648
Trident Maritime Systems, Inc.	SF	5.60	%	10.99	%	2/26/2027		2,422		2,399
Trident Maritime Systems, Inc.	SF	5.60	%	10.99	%	2/26/2027		746		739
Trident Maritime Systems, Inc. (Revolver)	SF	5.60	%	10.92	%	2/26/2027		319		316
								8,060		5,073
Automotive
Accelerate Auto Works Intermediate, LLC	SF	5.15	%	10.57	%	12/1/2027		1,358		1,344
Accelerate Auto Works Intermediate, LLC (Delayed Draw) ^(d)	SF	5.15	%	10.57	%	12/1/2027		388		—
Accelerate Auto Works Intermediate, LLC (Revolver) ^(d)	SF	5.15	%	10.57	%	12/1/2027		132		—
Truck-Lite Co., LLC	SF	6.25	%	11.69	%	12/14/2026		1,678		1,678
Truck-Lite Co., LLC	SF	6.25	%	11.69	%	12/14/2026		249		249
Truck-Lite Co., LLC	SF	6.25	%	11.69	%	12/14/2026		43		43
Wheel Pros, Inc. ^(f)	SF	4.61	%	9.94	%	5/11/2028		—		—
								3,848		3,314
Beverage, Food & Tobacco
SW Ingredients Holdings, LLC	SF	4.75	%	10.17	%	7/3/2025		3,553		3,551
								3,553		3,551
Capital Equipment
DS Parent, Inc.	SF	5.75	%	11.34	%	12/8/2028		2,738		2,714
MacQueen Equipment, LLC	SF	5.51	%	10.90	%	1/7/2028		2,080		2,080
MacQueen Equipment, LLC (Delayed Draw) ^(d)	SF	5.51	%	10.90	%	1/7/2028		591		78
MacQueen Equipment, LLC (Revolver) ^(d)	SF	5.51	%	10.90	%	1/7/2028		296		—
								5,705		4,872
Chemicals, Plastics & Rubber
Phoenix Chemical Holding Company LLC	SF	7.11	%	12.43	%	8/2/2024		1,131		1,030
TJC Spartech Acquisition Corp.	SF	4.75	%	10.05	%	5/5/2028		4,221		3,799
								5,352		4,829
Construction & Building
The Cook & Boardman Group LLC	SF	5.85	%	11.18	%	10/20/2025		2,857		2,785
								2,857		2,785
Consumer Goods: Durable
Elevate Textiles, Inc. ( fka International Textile Group, Inc.)	SF	6.65	%	11.89	% ^(e)	9/30/2027		800		800
Runner Buyer INC.	SF	5.61	%	11.04	%	10/23/2028		2,955		2,352
								3,755		3,152
Consumer Goods: Non-Durable
PH Beauty Holdings III, INC.	SF	5.00	%	10.68	%	9/26/2025		2,374		2,018
								2,374		2,018
Containers, Packaging & Glass
Polychem Acquisition, LLC	SF	5.11	%	10.43	%	3/17/2025		2,865		2,865
				11.04	% Cash/
PVHC Holding Corp	SF	5.65	%	0.75	% PIK	2/17/2027		1,897		1,830
								4,762		4,695
Energy: Oil & Gas
Drilling Info Holdings, Inc.	SF	4.35	%	9.67	%	7/30/2025		4,434		4,299
Offen, Inc.	SF	5.43	%	10.46	%	6/22/2026		2,249		2,249
Offen, Inc.	SF	5.43	%	10.46	%	6/22/2026		861		861
								7,544		7,409
FIRE: Finance
Harbour Benefit Holdings, Inc.	SF	5.15	%	10.54	%	12/13/2024		2,865		2,865
Harbour Benefit Holdings, Inc.	SF	5.10	%	10.42	%	12/13/2024		61		61
Minotaur Acquisition, Inc.	SF	4.85	%	10.17	%	3/27/2026		4,819		4,808
TEAM Public Choices, LLC	SF	5.43	%	10.88	%	12/17/2027		2,932		2,890
								10,677		10,624
FIRE: Real Estate
Avison Young (USA) Inc. ^(c)	SF	6.76	%	12.15	% ^(e)	1/30/2026		4,775		1,892
								4,775		1,892

Table of Contents

MRCC SENIOR LOAN FUND I, LLC

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

September 30, 2023

(in thousands)


				Interest
Portfolio Company ^(a)	Index ^(b)	Spread ^(b)		Rate ^(b)		Maturity	Principal	Fair Value
Healthcare & Pharmaceuticals
Cano Health, LLC	SF	4.10	%	9.42	%	11/23/2027	1,955	$	1,272
HAH Group Holding Company LLC	SF	5.00	%	10.42	%	10/29/2027	2,958		2,928
LSCS Holdings, Inc.	SF	4.61	%	9.93	%	12/15/2028	1,814		1,792
Natus Medical Incorporated	SF	5.50	%	11.04	%	7/20/2029	4,962		4,665
Paragon Healthcare, Inc.	SF	5.85	%	11.17	%	1/19/2027	2,111		2,081
Paragon Healthcare, Inc.	SF	5.75	%	11.12	%	1/19/2027	364		359
Paragon Healthcare, Inc. (Revolver) ^(d)	SF	5.75	%	11.12	%	1/19/2027	490		-
Radiology Partners, Inc.	SF	4.68	%	10.18	%	7/9/2025	4,750		3,599
							19,404		16,696
High Tech Industries
Corel Inc. ^(c)	SF	5.10	%	10.52	%	7/2/2026	3,450		3,324
Lightbox Intermediate, L.P.	SF	5.26	%	10.65	%	5/11/2026	4,788		4,644
TGG TS Acquisition Company	SF	6.61	%	11.93	%	12/12/2025	2,946		2,886
							11,184		10,854
Hotels, Gaming & Leisure
Excel Fitness Holdings, Inc.	SF	5.40	%	10.79	%	4/27/2029	4,331		4,108
Excel Fitness Holdings, Inc. (Revolver) ^(d)	SF	5.40	%	10.79	%	4/28/2028	625		—
North Haven Spartan US Holdco, LLC	SF	6.25	%	11.65	%	6/6/2025	2,256		2,242
Tait LLC	SF	5.00	%	10.25	%	3/28/2025	4,051		4,027
Tait LLC (Revolver) ^(d)	SF	5.00	%	10.25	%	3/28/2025	769		—
							12,032		10,377
Media: Diversified & Production
Research Now Group, Inc. and Survey Sampling International, LLC	SF	5.76	%	11.13	%	12/20/2024	6,597		4,823
STATS Intermediate Holdings, LLC	SF	5.51	%	10.89	%	7/10/2026	4,813		4,548
TA TT Buyer, LLC	SF	5.00	%	10.39	%	3/30/2029	3,300		3,297
							14,710		12,668
Services: Business
CHA Holdings, Inc	SF	4.76	%	10.15	%	4/10/2025	1,944		1,913
CHA Holdings, Inc	SF	4.76	%	10.15	%	4/10/2025	410		403
Eliassen Group, LLC	SF	5.50	%	10.84	%	4/14/2028	3,227		3,173
Eliassen Group, LLC (Delayed Draw) ^(d)	SF	5.50	%	10.82	%	4/14/2028	740		228
Engage2Excel, Inc.	SF	7.35	%	12.21	%	12/31/2023	4,282		4,270
Engage2Excel, Inc.	SF	7.35	%	12.21	%	12/31/2023	773		771
Engage2Excel, Inc. (Revolver)	SF	7.35	%	12.69	%	12/31/2023	550		550
				10.82	% Cash/
Output Services Group, Inc.	SF	5.25	%	1.50	% PIK ^(e)	6/29/2026	4,812		1,011
Secretariat Advisors LLC	SF	5.01	%	10.40	%	12/29/2028	1,680		1,663
Secretariat Advisors LLC	SF	5.01	%	10.40	%	12/29/2028	268		265
SIRVA Worldwide Inc.	SF	5.61	%	10.93	%	8/4/2025	1,763		1,589
Teneo Holdings LLC	SF	5.35	%	10.67	%	7/11/2025	4,800		4,809
							25,249		20,645
Services: Consumer
360Holdco, Inc.	SF	5.60	%	10.92	%	8/1/2025	2,130		2,130
360Holdco, Inc.	SF	5.60	%	10.92	%	8/1/2025	823		823
Laseraway Intermediate Holdings II, LLC	SF	5.75	%	11.32	%	10/14/2027	2,183		2,153
McKissock Investment Holdings, LLC	SF	5.00	%	10.43	%	3/9/2029	2,463		2,435
							7,599		7,541
Telecommunications
Intermedia Holdings, Inc.	SF	6.11	%	11.43	%	7/21/2025	1,746		1,665
Mavenir Systems, Inc.	SF	5.11	%	10.49	%	8/18/2028	1,642		1,310
Sandvine Corporation	SF	4.50	%	9.82	%	10/31/2025	1,973		1,699
							5,361		4,674
Transportation: Cargo
Keystone Purchaser, LLC	SF	5.75	%	10.96	%	5/7/2027	4,917		4,880
							4,917		4,880
Utilities: Oil & Gas
Dresser Utility Solutions, LLC	SF	4.10	%	9.42	%	10/1/2025	1,664		1,631
Dresser Utility Solutions, LLC	SF	5.35	%	10.67	%	10/1/2025	243		239
							1,907		1,870
Wholesale
HALO Buyer, Inc.	SF	4.60	%	9.92	%	6/30/2025	4,736		3,658
							4,736		3,658
Total Non-Controlled/Non-Affiliate Senior Secured Loans							170,361	$	148,077

Equity Securities ^{(g) (h)}
Consumer Goods: Durable
Elevate Textiles, Inc. (fka International Textile Group, Inc.) (25,524 shares of common units)	—	—		—	⁽ⁱ⁾	—	—		75
									75
Chemicals, Plastics & Rubber
Polyventive Lender Holding Company LLC (0.84% of the equity)	—	—		—	⁽ⁱ⁾	—	—		—
									—
Total Non-Controlled/Non-Affiliate Equities									75

TOTAL INVESTMENTS								$	148,152

(a)	All investments are U.S. companies unless otherwise noted.

(b)

The majority of investments bear interest at a rate that may be determined by reference to the London Interbank Offered Rate (“LIBOR” or “L”), Secured Overnight Financing Rate (“SOFR” or “SF”) or Prime (“P”) which reset daily, monthly, quarterly or semiannually. We have provided the spread over LIBOR, SOFR or Prime and the current contractual rate of interest in effect at September 30, 2023. Certain investments may be subject to an interest rate floor or cap. Certain investments contain a PIK provision.

(c)	This is an international company.

(d)	All or a portion of this commitment was unfunded as of September 30, 2023. As such, interest is earned only on the funded portion of this commitment. Principal reflects the commitment outstanding.

(e)	This position was on non-accrual status as of September 30, 2023, meaning that we have ceased accruing interest income on the position.

(f)	Investment position or portion thereof unsettled at September 30, 2023.

(g)	Represents less than 5% ownership of the portfolio company’s voting securities.

(h)	Ownership of certain equity investments may occur through a holding company partnership.

(i)	Represents a non-income producing security.

Table of Contents

MRCC SENIOR LOAN FUND I, LLC

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2022

(in thousands)


Portfolio Company ^(a)	Index ^(b)	Spread ^(b)		Interest Rate ^(b)		Maturity		Principal	Fair Value
Non-Controlled/Non-Affiliate Company Investments
Senior Secured Loans
Aerospace & Defense
Bromford Industries Limited ^(c)	P	5.25	%	12.75	%	11/5/2025		2,744	$	2,581
Bromford Industries Limited ^(c)	P	5.25	%	12.75	%	11/5/2025		1,829		1,720
Trident Maritime Systems, Inc.	L	4.75	%	9.48	%	2/26/2027		2,445		2,443
Trident Maritime Systems, Inc.	L	4.75	%	9.48	%	2/26/2027		746		746
Trident Maritime Systems, Inc. (Revolver) ^(d)	L	4.75	%	9.08	%	2/26/2027		319		122
								8,083		7,612
Automotive
Accelerate Auto Works Intermediate, LLC	L	4.50	%	9.23	%	12/1/2027		1,391		1,386
Accelerate Auto Works Intermediate, LLC (Delayed Draw) ^(d)	L	4.50	%	9.23	%	12/1/2027		388		—
Accelerate Auto Works Intermediate, LLC (Revolver) ^(d)	L	4.50	%	9.23	%	12/1/2027		132		—
Truck-Lite Co., LLC	SF	6.25	%	11.14	%	12/14/2026		1,691		1,690
Truck-Lite Co., LLC	SF	6.25	%	11.14	%	12/14/2026		251		250
Truck-Lite Co., LLC	SF	6.25	%	11.14	%	12/14/2026		43		43
Wheel Pros, Inc.	L	4.50	%	8.82	%	5/11/2028		1,932		1,321
								5,828		4,690
Beverage, Food & Tobacco
CBC Restaurant Corp.	n/a	n/a		5.00	% PIK^(e)	n/a	^(f)	1,066		415
SW Ingredients Holdings, LLC	L	4.75	%	9.13	%	7/3/2025		3,581		3,581
								4,647		3,996
Capital Equipment
Analogic Corporation	L	5.25	%	9.66	%	6/24/2024		4,703		4,433
DS Parent, Inc.	L	5.75	%	9.92	%	12/8/2028		2,850		2,725
MacQueen Equipment, LLC	L	5.25	%	9.98	%	1/7/2028		2,096		2,096
MacQueen Equipment, LLC (Delayed Draw) ^(d)	L	5.25	%	9.98	%	1/7/2028		592		69
MacQueen Equipment, LLC (Revolver) ^(d)	L	5.25	%	9.98	%	1/7/2028		296		—
								10,537		9,323
Chemicals, Plastics & Rubber
Phoenix Chemical Holding Company LLC (fka Polymer Solutions Group)	L	7.00	%	11.39	%	6/15/2023		1,139		1,132
TJC Spartech Acquisition Corp.	L	4.75	%	8.53	%	5/5/2028		4,253		4,131
								5,392		5,263
Construction & Building
The Cook & Boardman Group LLC	SF	5.75	%	9.99	%	10/20/2025		2,879		2,458
								2,879		2,458
Consumer Goods: Durable
International Textile Group, Inc.	L	5.00	%	9.21	%	5/1/2024		1,664		1,166
Runner Buyer INC.	L	5.50	%	10.23	%	10/23/2028		2,978		2,114
								4,642		3,280
Consumer Goods: Non-Durable
PH Beauty Holdings III, INC.	L	5.00	%	9.73	%	9/26/2025		2,393		1,950
								2,393		1,950
Containers, Packaging & Glass
Liqui-Box Holdings, Inc.	L	4.50	%	9.23	%	2/26/2027		4,225		4,186
Polychem Acquisition, LLC	L	5.00	%	9.38	%	3/17/2025		2,888		2,888
PVHC Holding Corp	L	4.75	%	9.48	%	8/5/2024		3,184		3,072
								10,297		10,146
Energy: Oil & Gas
Drilling Info Holdings, Inc.	L	4.25	%	8.63	%	7/30/2025		4,469		4,313
Offen, Inc.	L	5.00	%	9.38	%	6/22/2026		2,249		2,249
Offen, Inc.	L	5.00	%	9.38	%	6/22/2026		867		867
								7,585		7,429

Table of Contents

MRCC SENIOR LOAN FUND I, LLC

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

December 31, 2022

(in thousands)


Portfolio Company ^(a)	Index ^(b)	Spread ^(b)		Interest Rate ^(b)		Maturity	Principal	Fair Value
FIRE: Finance
Harbour Benefit Holdings, Inc.	L	5.25	%	9.98	%	12/13/2024	2,901	$	2,898
Harbour Benefit Holdings, Inc.	L	5.25	%	9.63	%	12/13/2024	61		61
Minotaur Acquisition, Inc.	SF	4.75	%	9.17	%	3/27/2026	4,857		4,656
TEAM Public Choices, LLC	L	5.00	%	9.93	%	12/17/2027	2,955		2,822
							10,774		10,437
FIRE: Real Estate
Avison Young (USA) Inc. ^(c)	SF	5.75	%	10.19	%	1/30/2026	4,800		4,020
							4,800		4,020
Healthcare & Pharmaceuticals
Cano Health, LLC	SF	4.00	%	8.42	%	11/23/2027	1,970		1,572
HAH Group Holding Company LLC	SF	5.00	%	9.43	%	10/29/2027	2,978		2,847
LSCS Holdings, Inc.	L	4.50	%	8.88	%	12/15/2028	1,828		1,751
Natus Medical Incorporated	SF	5.50	%	8.68	%	7/20/2029	5,000		4,650
Paragon Healthcare, Inc.	SF	5.75	%	9.81	%	1/19/2027	2,127		2,109
Paragon Healthcare, Inc. (Delayed Draw) ^(d)	SF	5.75	%	10.06	%	1/19/2027	366		242
Paragon Healthcare, Inc. (Revolver) ^(d)	SF	5.75	%	10.26	%	1/19/2027	490		61
Radiology Partners, Inc.	L	4.25	%	8.64	%	7/9/2025	4,760		4,018
							19,519		17,250
High Tech Industries
Corel Inc.^(c)	L	5.00	%	9.73	%	7/2/2026	3,600		3,365
Lightbox Intermediate, L.P.	L	5.00	%	9.73	%	5/11/2026	4,825		4,656
TGG TS Acquisition Company	L	6.50	%	10.88	%	12/12/2025	3,190		3,143
							11,615		11,164
Hotels, Gaming & Leisure
Excel Fitness Holdings, Inc.	SF	5.25	%	10.29	%	4/27/2029	4,364		4,102
Excel Fitness Holdings, Inc. (Revolver) ^(d)	SF	5.25	%	9.67	%	4/28/2028	625		306
North Haven Spartan US Holdco, LLC	SF	6.25	%	10.71	%	6/6/2025	2,280		2,202
Tait LLC	L	5.00	%	8.75	%	3/28/2025	4,083		3,972
Tait LLC (Revolver) ^(d)	P	4.00	%	10.25	%	3/28/2025	769		—
							12,121		10,582
Media: Advertising, Printing & Publishing
Cadent, LLC	L	6.50	%	11.23	%	9/11/2025	4,237		4,131
Cadent, LLC (Revolver) ^(d)	L	6.50	%	11.23	%	9/11/2025	167		—
							4,404		4,131
Media: Diversified & Production
Research Now Group, Inc. and Survey Sampling International, LLC	L	5.50	%	8.84	%	12/20/2024	6,650		5,035
STATS Intermediate Holdings, LLC	L	5.25	%	9.90	%	7/10/2026	4,850		4,498
TA TT Buyer, LLC	SF	5.00	%	8.98	%	3/30/2029	3,325		3,242
							14,825		12,775
Services: Business
AQ Carver Buyer, Inc.	L	5.00	%	9.38	%	9/23/2025	4,838		4,834
CHA Holdings, Inc	L	4.50	%	9.23	%	4/10/2025	1,960		1,886
CHA Holdings, Inc	L	4.50	%	9.23	%	4/10/2025	413		398
Eliassen Group, LLC	SF	5.50	%	10.08	%	4/14/2028	3,251		3,194
Eliassen Group, LLC (Delayed Draw) ^(d)	SF	5.50	%	8.88	%	4/14/2028	740		109
Engage2Excel, Inc.	L	7.25	%	11.98	%	3/7/2023	4,283		4,242
Engage2Excel, Inc.	L	7.25	%	11.98	%	3/7/2023	773		766
Engage2Excel, Inc. (Revolver) ^(d)	P	6.25	%	13.75	%	3/7/2023	554		509
Orbit Purchaser LLC	L	4.50	%	9.23	%	10/21/2024	2,406		2,190
Orbit Purchaser LLC	L	4.50	%	9.23	%	10/21/2024	1,858		1,691
Orbit Purchaser LLC	L	4.50	%	9.23	%	10/21/2024	543		494
				9.80	% Cash/
Output Services Group, Inc.	SF	6.75	%	1.50	% PIK	6/29/2026	4,807		3,275
Secretariat Advisors LLC	L	4.75	%	9.48	%	12/29/2028	1,693		1,634
Secretariat Advisors LLC	L	4.75	%	9.48	%	12/29/2028	270		260
SIRVA Worldwide Inc.	L	5.50	%	10.23	%	8/4/2025	1,800		1,606
Teneo Holdings LLC	SF	5.25	%	9.67	%	7/11/2025	4,837		4,668
The Kleinfelder Group, Inc.	L	5.25	%	9.98	%	11/29/2024	2,362		2,362
							37,388		34,118
Services: Consumer
360Holdco, Inc.	SF	5.00	%	9.42	%	8/2/2025	2,145		2,145
360Holdco, Inc. (Delayed Draw) ^(d)	SF	5.00	%	9.42	%	8/2/2025	827		252
Laseraway Intermediate Holdings II, LLC	L	5.75	%	9.76	%	10/14/2027	2,200		2,161
McKissock Investment Holdings, LLC	SF	5.00	%	8.87	%	3/9/2029	2,481		2,322
							7,653		6,880
Telecommunications
Intermedia Holdings, Inc.	L	6.00	%	10.38	%	7/21/2025	1,760		1,360
Mavenir Systems, Inc.	L	4.75	%	9.42	%	8/18/2028	1,654		1,350
Sandvine Corporation	L	4.50	%	8.88	%	10/31/2025	2,000		1,904
							5,414		4,614
Transportation: Cargo
Keystone Purchaser, LLC	L	5.50	%	10.60	%	5/7/2027	4,955		4,955
							4,955		4,955
Utilities: Oil & Gas
Dresser Utility Solutions, LLC (fka NGS US Finco, LLC)	L	4.25	%	8.63	%	10/1/2025	1,678		1,619
Dresser Utility Solutions, LLC (fka NGS US Finco, LLC)	L	5.25	%	9.63	%	10/1/2025	245		239
							1,923		1,858
Wholesale
HALO Buyer, Inc.	L	4.50	%	8.88	%	6/30/2025	4,774		4,219
							4,774		4,219

TOTAL INVESTMENTS								$	183,150

Table of Contents

MRCC SENIOR LOAN FUND I, LLC

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

December 31, 2022

(in thousands)

(a)	All investments are U.S. companies unless otherwise noted.

(b)

The majority of investments bear interest at a rate that may be determined by reference to the London Interbank Offered Rate (“LIBOR” or “L”), Secured Overnight Financing Rate (“SOFR” or “SF”) or Prime (“P”) which reset daily, monthly, quarterly or semiannually. We have provided the spread over LIBOR, SOFR or Prime and the current contractual rate of interest in effect at December 31, 2022. Certain investments may be subject to an interest rate floor or cap. Certain investments contain a PIK provision.

(c)	This is an international company.

(d)	All or a portion of this commitment was unfunded as of December 31, 2022. As such, interest is earned only on the funded portion of this commitment. Principal reflects the commitment outstanding.

(e)	This position was on non-accrual status as of December 31, 2022, meaning that we have ceased accruing interest income on the position.

(f)	This is a demand note with no stated maturity.

Table of Contents

Below is certain summarized financial information for SLF as of September 30, 2023 and December 31, 2022 and for the three and nine months ended September 30, 2023 and 2022 (in thousands):


	September 30, 2023		December 31, 2022
	(unaudited)
Assets
Investments, at fair value	$	148,152	$	183,150
Cash		2,104		1,608
Restricted cash		5,523		6,454
Interest receivable		1,246		1,613
Other assets		1,642		5
Total assets	$	158,667	$	192,830
Liabilities
Revolving credit facility	$	92,064	$	122,215
Less: Unamortized deferred financing costs		(919)		(1,518)
Total debt, less unamortized deferred financing costs		91,145		120,697
Interest payable		621		769
Accounts payable and accrued expenses		363		346
Total liabilities		92,129		121,812
Members’ capital		66,538		71,018
Total liabilities and members’ capital	$	158,667	$	192,830


	Three months ended September 30,				Nine months ended September 30,
	2023		2022		2023		2022

	(unaudited)				(unaudited)
Investment income:
Interest income	$	3,936	$	4,075	$	14,017	$	10,593
Total investment income		3,936		4,075		14,017		10,593
Expenses:
Interest and other debt financing expenses		2,194		1,669		6,848		3,866
Professional fees		146		203		549		580
Total expenses		2,340		1,872		7,397		4,446
Net investment income (loss)		1,596		2,203		6,620		6,147
Net gain (loss):
Net realized gain (loss) on investments		(274)		—		(814)		—
Net change in unrealized gain (loss) on investments		(2,073)		(2,416)		(4,886)		(10,909)
Net gain (loss)		(2,347)		(2,416)		(5,700)		(10,909)
Net increase (decrease) in members’ capital	$	(751)	$	(213)	$	920	$	(4,762)

Related Party Transactions

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

●

We have an Investment Advisory Agreement with MC Advisors, an investment advisor registered with the SEC, to manage our investing activities. We pay MC Advisors a fee for its services under the Investment Advisory Agreement consisting of two components - a base management fee and an incentive fee. See Note 6 to our consolidated financial statements and “Significant Accounting Estimates and Critical Accounting Policies - Capital Gains Incentive Fee” for additional information.

●

We have an Administration Agreement with MC Management to provide us with the office facilities and administrative services necessary to conduct our day-to-day operations. See Note 6 to our consolidated financial statements for additional information.

Table of Contents

●

SLF has an administration agreement with MC Management to provide SLF with certain loan servicing and administrative functions. SLF may reimburse MC Management for its allocable share of overhead and other expenses incurred by MC Management. See Note 3 to our consolidated financial statements and “Liquidity and Capital Resources - MRCC Senior Loan Fund I, LLC” for additional information.

●

Theodore L. Koenig, our Chief Executive Officer and Chairman of our Board is also a manager of MC Advisors and the Chief Executive Officer of MC Management. Lewis W. Solimene, Jr., our Chief Financial Officer and Chief Investment Officer and is also a managing director of MC Management.

●

We have a license agreement with Monroe Capital LLC, under which Monroe Capital LLC has agreed to grant us a non-exclusive, royalty-free license to use the name “Monroe Capital” for specified purposes in our business.

In addition, we have adopted a formal code of ethics that governs the conduct of MC Advisors’ officers, directors and employees. Our officers and directors also remain subject to the duties imposed by both the 1940 Act and Maryland General Corporation Law.

Commitments and Contingencies and Off-Balance Sheet Arrangements

Commitments and Contingencies

As of September 30, 2023 and December 31, 2022, we had outstanding commitments to fund investments under undrawn revolvers, delayed draw commitments and subscription agreements, excluding unfunded commitments in SLF, totaling $41.9 million and $63.5 million, respectively. As of both September 30, 2023 and December 31, 2022, we had unfunded commitments to SLF of $7.3 million, that may be contributed primarily for the purpose of funding new investments approved by the SLF investment committee. Drawdowns of the commitments to SLF require authorization from one of our representatives on SLF’s board of managers. Additionally, we have entered into certain contracts with other parties that contain a variety of indemnifications. Our maximum exposure under these arrangements is unknown. However, we have not experienced claims or losses pursuant to these contracts and believe the risk of loss related to such indemnifications to be remote.

Off-Balance Sheet Arrangements

Other than contractual commitments and other legal contingencies incurred in the normal course of our business, we do not have any off-balance sheet financings or liabilities.

Market Trends

We have identified the following general trends that may affect our business:

Target Market: We believe that small and middle-market companies in the United States with annual revenues between $10.0 million and $2.5 billion represent a significant growth segment of the U.S. economy and often require substantial capital investments to grow. Middle-market companies have generated a significant number of investment opportunities for investment funds managed or advised by Monroe Capital, and we believe that this market segment will continue to produce significant investment opportunities for us.

Specialized Lending Requirements: We believe that several factors render many U.S. financial institutions ill-suited to lend to U.S. middle-market companies. For example, based on the experience of our management team, lending to U.S. middle-market companies (1) is generally more labor intensive than lending to larger companies due to the smaller size of each investment and the fragmented nature of information for such companies, (2) requires due diligence and underwriting practices consistent with the demands and economic limitations of the middle-market and (3) may also require more extensive ongoing monitoring by the lender.

Demand for Debt Capital: We believe there is a large pool of uninvested private equity capital for middle-market companies. We expect private equity firms will seek to leverage their investments by combining equity capital with senior secured loans and mezzanine debt from other sources, such as us.

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Competition from Other Lenders: We believe that many traditional bank lenders, in recent years, de-emphasized their service and product offerings to middle-market businesses in favor of lending to large corporate clients and managing capital market transactions. In addition, many commercial banks face significant balance sheet constraints as they seek to build capital and meet future regulatory capital requirements. These factors may result in opportunities for alternative funding sources to middle-market companies and therefore drive increased new investment opportunities for us. Conversely, there has been a significant amount of capital raised over the past several years dedicated to middle market lending which has increased competitive pressure in the BDC and investment company marketplace for senior and subordinated debt, which in turn could result in lower yields and weaker financial covenants for new assets.

Pricing and Deal Structures: We believe that the volatility in global markets over the last several years and current macroeconomic issues including changes in bank regulations for middle-market banks has reduced access to, and availability of, debt capital to middle-market companies, causing a reduction in competition and generally more favorable capital structures and deal terms. Sizable recent capital raises in the private debt marketplace have created significantly increased competition over the last few years, reducing available pricing and creating less favorable capital structures; however, we believe that current market conditions for our target market may continue to create favorable opportunities to invest at attractive risk-adjusted returns.

Market Environment: We believe middle market investments are attractive in uncertain market environments such as the current market environment where inflationary pressures have reached historical highs and we are enduring a rate-hiking regime. Directly originated middle market loans have demonstrated the ability to outperform competing markets through varying economic cycles including downturns and prior periods of monetary policy tightening. Through the global financial crisis, the rising rate environment in 2005-2006, market bottom in 2008 and the subsequent recovery period, as well as throughout the COVID-19 pandemic, these investments have historically generated considerable yield premia with more favorable capital structures for lenders, resulting in higher returns when compared to the market for U.S. high yield bonds and U.S. traded loans.⁽¹⁾Middle market direct lending also offers a natural hedge to rising rates with floating rate structures that benefit from higher interest rates, while providing broad diversification in an environment where there is a risk of increased default rate activity. We believe that direct lending volumes will continue outpacing syndicated loan transaction volumes due to capital requirements and liquidity constraints faced by banks. Since the fourth quarter of 2022, the volume of leveraged buyouts (“LBO”) financed in the direct lending market has been significantly higher than the volume of syndicated LBOs. Alongside retracting valuations, the middle market also saw a consistent trend toward lower leverage and loan-to-value structures coupled with increased spreads.⁽²⁾That said, we note that a softening macroeconomic environment and elevated interest rates could result in increased default rates. If default rates become more prevalent, we would expect to experience decreased net interest income, lower yields and increased risk of credit loss. However, we believe that Monroe Capital’s scale, product suite, diversification, and strong historical recovery rate track record will continue to allow us to find attractive investment opportunities and navigate this uncertain market environment while generating attractive risk-adjusted returns.

(1)

As of 12/31/22. Credit Suisse for US Traded Loans represented by the Credit Suisse Leveraged Loan Index, Bloomberg Barclays Indices for US IG Credit. Cliffwater for Direct Lending by the Cliffwater Direct Lending Index (CDLI). ICE, Bank of America for US High Yield represented by the ICE BofA High Yield Index.

(2)	Refinitiv LPC’s 4Q22 Sponsored Middle Market Private Deals Analysis – January 2023.

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Significant Accounting Estimates and Critical Accounting Policies

Revenue Recognition

We record interest and fee income on an accrual basis to the extent that we expect to collect such amounts. For loans and debt securities with contractual PIK interest, we do not accrue PIK interest if the portfolio company valuation indicates that such PIK interest is not collectible. We do not accrue as a receivable interest on loans and debt securities if we have reason to doubt our ability to collect such interest. Loan origination fees, original issue discount and market discount or premium are capitalized, and then we amortize such amounts using the effective interest method as interest income over the life of the investment. Upon the prepayment of a loan or debt security, any unamortized premium or discount or loan origination fees are recorded as interest income. We record prepayment premiums on loans and debt securities as interest income when we receive such amounts. Interest income is accrued based upon the outstanding principal amount and contractual terms of debt and preferred equity investments. Interest is accrued on a daily basis. We record fees on loans based on the determination of whether the fee is considered a yield enhancement or payment for a service. If the fee is considered a yield enhancement associated with a funding of cash on a loan, the fee is generally deferred and recognized into interest income using the effective interest method if captured in the cost basis or using the straight-line method if the loan is unfunded and therefore there is no cost basis. If the fee is not considered a yield enhancement because a service was provided, and the fee is payment for that service, the fee is deemed earned and recognized as fee income in the period the service has been completed.

Valuation of Portfolio Investments

For periods prior to September 30, 2022, the Board determined the fair value of our investments. Pursuant to the new SEC Rule 2a-5 under the 1940 Act, on September 30, 2022 the Board designated MC Advisors as our valuation designee (the “Valuation Designee”). The Board is responsible for oversight of the Valuation Designee. The Valuation Designee has established a valuation committee to determine in good faith the fair value of our investments, based on input of the Valuation Designee’s management and personnel and independent valuation firms which are engaged at the direction of the valuation committee to assist in the valuation of certain portfolio investments lacking a readily available market quotation. The valuation committee determines fair values pursuant to a valuation policy approved by the Board and pursuant to a consistently applied valuation process.

Under the valuation policy, we value investments for which market quotations are readily available and within a recent date at such market quotations. When doing so, we determine whether the quote obtained is sufficient in accordance with generally accepted accounting principles in the United States of America (“GAAP”) to determine the fair value of the security. Debt and equity securities that are not publicly traded or whose market prices are not readily available or whose market prices are not regularly updated are valued at fair value as determined in good faith by the Valuation Designee. Because we expect that there will not be a readily available market for many of the investments in our portfolio, we expect to value many of our portfolio investments at fair value as determined in good faith by our Valuation Designee using a documented valuation policy and a consistently applied valuation process. Such determination of fair values may involve subjective judgments and estimates. 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 our 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. If we were required to liquidate a portfolio investment in a forced or liquidation sale, we could realize amounts that are different from the amounts presented and such differences could be material.

With respect to investments for which market quotations are not readily available, the Valuation Designee undertakes a multi-step valuation process each quarter, as described below:

●

the quarterly valuation process begins with each portfolio company or investment being initially evaluated and rated by the investment professionals of the Valuation Designee responsible for the credit monitoring of the portfolio investment;

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●

our Valuation Designee engages an independent valuation firm to conduct independent appraisals of a selection of investments for which market quotations are not readily available. We will consult with an independent valuation firm relative to each portfolio company at least once in every calendar year, but the independent appraisals are generally received quarterly for each investment;

●

preliminary valuation conclusions are then documented and discussed with the valuation committee of the Valuation Designee;

●

the valuation conclusions are approved by the valuation committee of the Valuation Designee; and

●

a report prepared by the Valuation Designee is presented to the Board quarterly to allow the Board to perform its oversight duties of the valuation process and the Valuation Designee.

We generally use the income approach to determine fair value for loans where market quotations are not readily available, as long as it is appropriate. If there is deterioration in credit quality or a debt investment is in workout status, we may consider other factors in determining the fair value, including the value attributable to the debt investment from the enterprise value of the portfolio company or the proceeds that would be received in a liquidation analysis. This liquidation analysis may also include probability weighting of alternative outcomes. We generally consider our debt to be performing if the borrower is not in default, the borrower is remitting payments in a timely manner, the loan is in covenant compliance and the loan is otherwise not deemed to be impaired. In determining the fair value of the performing debt, we consider fluctuations in current interest rates, the trends in yields of debt instruments with similar credit ratings, financial condition of the borrower, economic conditions and other relevant factors, both qualitative and quantitative. In the event that a debt instrument is not performing, as defined above, we will evaluate the value of the collateral utilizing the same framework described above for a performing loan to determine the value of the debt instrument.

Under the income approach, discounted cash flow models are utilized to determine the present value of the future cash flow streams of our debt investments, based on future interest and principal payments as set forth in the associated loan agreements. In determining fair value under the income approach, we also consider the following factors: applicable market yields and leverage levels, credit quality, prepayment penalties, the nature and realizable value of any collateral, the portfolio company’s ability to make payments, and changes in the interest rate environment and the credit markets that generally may affect the price at which similar investments may be made.

Under the market approach, the enterprise value methodology is typically utilized to determine the fair value of an investment. There is no one methodology to estimate enterprise value and, in fact, for any one portfolio company, enterprise value is generally best expressed as a range of values, from which we derive a single estimate of enterprise value. In estimating the enterprise value of a portfolio company, we analyze various factors consistent with industry practice, including but not limited to original transaction multiples, the portfolio company’s historical and projected financial results, applicable market trading and transaction comparables, applicable market yields and leverage levels, the nature and realizable value of any collateral, the markets in which the portfolio company does business, and comparisons of financial ratios of peer companies that are public. Typically, the enterprise values of private companies are based on multiples of earnings before interest, income taxes, depreciation and amortization (“EBITDA”), cash flows, net income, revenues, or in limited cases, book value.

In addition, for certain debt investments, we may base our valuation on indicative bid and ask prices provided by an independent third-party pricing service. Bid prices reflect the highest price that we and others may be willing to pay. Ask prices represent the lowest price that we and others may be willing to accept. We generally use the midpoint of the bid/ask range as our best estimate of fair value of such investment.

As of September 30, 2023, our Valuation Designee determined, in good faith, the fair value of our investment portfolio in accordance with GAAP and our valuation procedures based on the facts and circumstances known by us at that time, or reasonably expected to be known at that time.

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Net Realized Gain or Loss and Net Change in Unrealized Gain or Loss

We measure realized gain or loss by the difference between the net proceeds from the sale and the amortized cost basis of the investment, without regard to unrealized gain or loss previously recognized. Net change in unrealized gain or loss reflects the change in portfolio investment values during the reporting period, including any reversal of previously recorded unrealized gain or loss, when gain or loss is realized. Additionally, we do not isolate the portion of the change in fair value resulting from foreign currency exchange rate fluctuations from the changes in fair values of the underlying investment. All fluctuations in fair value are included in net change in unrealized gain (loss) on our consolidated statements of operations. The impact resulting from changes in foreign exchange rates on the revolving credit facility borrowings is included in net change in unrealized gain (loss) on foreign currency and other transactions.

Capital Gains Incentive Fee

Pursuant to the terms of the Investment Advisory Agreement with MC Advisors, the incentive fee on capital gains earned on liquidated investments of our portfolio is determined and payable in arrears as of the end of each calendar year (or upon termination of the Investment Advisory Agreement). This fee equals 20% of our incentive fee capital gains (i.e., our realized capital gains on a cumulative basis from inception, calculated as of the end of the applicable period, net of all realized capital losses and unrealized capital depreciation on a cumulative basis), less the aggregate amount of any previously paid capital gains incentive fees. On a quarterly basis, we accrue for the capital gains incentive fee by calculating such fee as if it were due and payable as of the end of such period.

While the Investment Advisory Agreement with MC Advisors neither includes nor contemplates the inclusion of unrealized gains in the calculation of the capital gains incentive fee, pursuant to an interpretation of an American Institute for Certified Public Accountants Technical Practice Aid for investment companies, we include unrealized gains in the calculation of the capital gains incentive fee expense and related accrued capital gains incentive fee. This accrual reflects the incentive fees that would be payable to MC Advisors if our entire portfolio was liquidated at its fair value as of the balance sheet date even though MC Advisors is not entitled to an incentive fee with respect to unrealized gains unless and until such gains are actually realized.

During the three and nine months ended September 30, 2023 and 2022, we did not have any further reductions in accrued capital gains incentive fees as they were already at zero, primarily as a result of accumulated realized and unrealized losses on the portfolio.

New Accounting Pronouncements

In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (“ASU 2020-04”). The amendments in ASU 2020-04 provide optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The standard is effective as of March 12, 2020 through December 31, 2024. We did not utilize the optional expedients and exceptions provided by ASU 2020-04 during the nine months ended September 30, 2023.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are subject to financial market risks, including valuation risk, interest rate risk, currency risk and inflation and supply chain risk. The prices of securities held by us may decline in response to certain events, including those directly involving the companies we invest in; conditions affecting the general economy; overall market changes; legislative reform; local, regional, national or global political, social or economic instability, including related to and rising inflation; and interest rate fluctuations.

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Valuation Risk

Our investments may not have readily available market quotations (as such term is defined in Rule 2a-5), and those investments which do not have readily available market quotations are valued at fair value as determined in good faith by our Valuation Designee in accordance with our valuation policy. There is no single standard for determining fair value in good faith. As a result, determining fair value requires that judgment be applied to the specific facts and circumstances of each portfolio investment while employing a consistently applied valuation process for the types of investments we make. 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 our investments may fluctuate from period to period. Because of the inherent uncertainty of valuation, these estimated values may differ significantly from the values that would have been used had a ready market for the investments existed, and it is possible that the difference could be material.

In accordance with Rule 2a-5, our Board periodically assesses and manages material risks associated with the determination of the fair value of our investments.

Interest Rate Risk

The majority of the loans in our portfolio have floating interest rates, and we expect that our loans in the future may also have floating interest rates. These loans are usually based on a floating LIBOR or SOFR and typically have interest rate re-set provisions that adjust applicable interest rates under such loans to current market rates on a monthly or quarterly basis. The majority of the loans in our current portfolio have interest rate floors which will effectively convert the loans to fixed rate loans in the event interest rates decrease. In addition, our revolving credit facility has a floating interest rate provision, whereas our 2026 Notes have fixed interest rates until maturity. We expect that other credit facilities into which we may enter in the future may also have floating interest rate provisions.

Assuming that the consolidated statement of assets and liabilities as of September 30, 2023 was to remain constant and that we took no actions to alter our existing interest rate sensitivity, the following table shows the annualized impact of hypothetical base rate changes in interest rates (in thousands):


	Increase		Increase		Net increase
	(decrease) in		(decrease) in		(decrease) in net
Change in Interest Rates	interest income		interest expense		investment income ⁽¹⁾
Down 25 basis points	$	(1,094)	$	(503)	$	(591)
Up 100 basis points		4,291		1,763		2,528
Up 200 basis points		8,665		3,774		4,891
Up 300 basis points		13,039		5,785		7,254

(1)	Excludes the impact of income-based incentive fees. See Note 6 for more information on income-based incentive fees.

Although we believe that this analysis is indicative of our existing sensitivity to interest rate changes, it does not adjust for changes in the credit market, credit quality, the size and composition of the assets in our portfolio and other business developments, including borrowing under the credit facility or other borrowings that could affect net increase in net assets resulting from operations, or net income. Accordingly, we can offer no assurances that actual results would not differ materially from the analysis above.

We may in the future hedge against interest rate fluctuations by using standard hedging instruments such as futures, options and forward contracts to the extent permitted under the 1940 Act and applicable commodities laws. 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 the investments in our portfolio with fixed interest rates or interest rate floors.

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Currency Risk

We may also have exposure to foreign currencies related to certain investments. Such investments are translated into U.S. dollars based on the spot rate at each balance sheet date, exposing us to movements in the exchange rate. In order to reduce our exposure to fluctuations in exchange rates, we may borrow in foreign currency under our revolving credit facility to finance such investments or we may enter into foreign currency forward contracts. As of September 30, 2023, we held no investments in foreign currencies or foreign currency forward contracts.

Inflation and Supply Chain Risk

Economic activity has continued to accelerate across sectors and regions. Nevertheless, due to global supply chain issues, geopolitical events, a rise in energy prices and strong consumer demand as economies continue to reopen, inflation is showing signs of acceleration in the U.S. and globally. 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 could affect our portfolio companies’ profit margins.

ITEM 4. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

In accordance with Rules 13a-15(b) and 15d-15(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), we, under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, carried out an evaluation of the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) and Rule 15d-15(e) of the Exchange Act). Based on that evaluation, our management, including the Chief Executive Officer and Chief Financial Officer, concluded that, at the end of the period covered by our Quarterly Report on Form 10-Q, our disclosure controls and procedures were effective and provided reasonable assurance that information required to be disclosed in our periodic SEC filings is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. Notwithstanding the foregoing, a control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that it will detect or uncover failures within the Company to disclose material information otherwise required to be set forth in the Company’s periodic reports.

Change in Internal Control Over Financial Reporting

No change occurred in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) during the three months ended September 30, 2023 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

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PART II

OTHER INFORMATION

Item 1. Legal Proceedings

Neither we, our subsidiaries nor our investment adviser are currently subject to any material legal proceedings.

Item 1A. Risk Factors

In addition to the other information set forth in this report, you should carefully consider the risk factors disclosed in our Annual Report on Form 10-K for the year ended December 31, 2022 filed with the SEC on March 1, 2023, which could materially affect our business, financial condition and/or operating results. The risks described in our Annual Report on Form 10-K are not the only risks facing us. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially and adversely affect our business, financial condition and/or operating results. Other than as set forth below, there have been no material changes to the risk factors discussed in Item 1A. Risk Factors in our Annual Report on Form 10-K for the year ended December 31, 2022.

Our business and our portfolio companies may be susceptible to economic slowdowns or recessions and to risks related to bank impairments or failures.

Many of the portfolio companies in which we have invested or expect to make investments are likely to be susceptible to economic slowdowns or recessions and may be unable to repay our loans during such periods. Unfavorable economic conditions also could increase our funding costs, limit our access to the capital markets or result in a decision by lenders not to extend credit to us. These events could prevent us from increasing our investments and harm business, financial condition, operating results and prospects. In March 2023, the Federal Deposit Insurance Corporation (“FDIC”) took control of Silicon Valley Bank and Signature Bank and subsequently in May 2023 of First Republic Bank due to liquidity concerns and concerns have arisen regarding the stability of other banks and financial institutions. Also, the impairment or failure of one or more banks with whom we, our portfolio companies, and/or our investment adviser transact may inhibit our ability or the ability of our portfolio companies to access depository accounts. In such cases, we may be forced to delay or forgo investments, resulting in lower performance. In the event of such a failure of a banking institution where we or one or more of our portfolio companies holds depository accounts, access to such accounts could be restricted and U.S. FDIC protection may not be available for balances in excess of amounts insured by the FDIC. In such instances, we and our affected portfolio companies would not recover such excess, uninsured amounts. To the extent that we or the portfolio companies are impacted, our and their ability to access existing cash, cash equivalents and investments, or to access existing or enter into new banking arrangements or facilities to service our portfolio companies, may be threatened.

The 1940 Act allows us to incur additional leverage, which could increase the risk of investing in us.

The 1940 Act generally prohibits us from incurring indebtedness unless immediately after such borrowing we have an asset coverage for total borrowings of at least 200% (i.e., the amount of debt may not exceed half of the value of our total assets). However, under the Small Business Credit Availability Act (the “SBCAA”), which became law in March 2018, BDCs have the ability to elect to become subject to a lower asset coverage requirement of 150% (i.e., the amount of debt may not exceed two-thirds of the value of our total assets), subject to the receipt of the requisite board or stockholder approvals under the SBCAA and satisfaction of certain other conditions.

On June 20, 2018, our stockholders approved the application of the modified asset coverage requirements, as approved by our board of directors on March 27, 2018, and we became subject to the 150% minimum asset coverage ratio, effective June 21, 2018.

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Leverage is generally considered a speculative investment technique and may increase the risk of investing in our securities. Leverage magnifies the potential for loss on investments in our indebtedness and on invested equity capital. As we use leverage to partially finance our investments, you will experience increased risks of investing in our securities. If the value of our assets increases, then leveraging would cause the net asset value attributable to our common stock to increase more sharply than it would have had we not leveraged. Conversely, if the value of our assets decreases, leveraging would cause net asset value to decline more sharply than it otherwise would have had we not leveraged our business. Similarly, any increase in our income in excess of interest payable on the borrowed funds would cause our net investment income to increase more than it would without the leverage, while any decrease in our income would cause net investment income to decline more sharply than it would have had we not borrowed. Such a decline could negatively affect our ability to pay distributions, scheduled debt payments or other payments related to our securities. The effects of leverage would cause any decrease in net asset value for any losses to be greater than any increase in net asset value for any corresponding gains. If we incur additional leverage, you will experience increased risks of investing in our common stock.

We maintain a revolving credit facility and use other borrowed funds to make investments or fund our business operations, which exposes us to risks typically associated with leverage and increases the risk of investing in us.

We maintain a revolving credit facility, have issued debt securities and may borrow money, including through the issuance of additional debt securities or preferred stock, to leverage our capital structure, which is generally considered a speculative investment technique. As a result:

●

our common stock is exposed to an increased risk of loss because a decrease in the value of our investments would have a greater negative impact on the value of our common stock than if we did not use leverage;

●

if we do not appropriately match the assets and liabilities of our business, adverse changes in interest rates could reduce or eliminate the incremental income we make with the proceeds of any leverage;

●

our ability to pay distributions on our common stock may be restricted if our asset coverage ratio, as provided in the 1940 Act, is not at least 150% and any amounts used to service indebtedness or preferred stock would not be available for such distributions;

●

any credit facility is subject to periodic renewal by its lenders, whose continued participation cannot be guaranteed;

●

our revolving credit facility with ING Capital LLC, as agent, is, and any other credit facility we may enter into would be, subject to various financial and operating covenants, including that our portfolio of investments satisfies certain eligibility and concentration limits as well as valuation methodologies;

●

such securities would be governed by an indenture or other instrument containing covenants restricting our operating flexibility;

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we bear the cost of issuing and paying interest or distributions on such securities, which costs are entirely borne by our common stockholders; and

●

any convertible or exchangeable securities that we issue may have rights, preferences and privileges more favorable than those of our common stock.

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The following table illustrates the effect of leverage on returns from an investment in our common stock assuming various annual returns, net of expenses. The calculations in the table below are hypothetical and actual returns may be higher or lower than those appearing in the table below.


	Assumed Return on Our Portfolio
	(Net of Expenses) ⁽¹⁾
	‑10%		‑5%		0%		5%		10%
Corresponding return to common stockholder ⁽²⁾⁽³⁾	‑34.39	%	‑21.83	%	‑9.28	%	3.28	%	15.83	%

(1)	The assumed return on our portfolio is required by regulation of the SEC to assist investors in understanding the effects of leverage and is not a prediction of, and does not represent, our projected or actual performance.

(2)

Assumes $565.0 million in total assets, $340.0 million in debt outstanding, of which $334.6 million is senior securities outstanding, $225.0 million in net assets and an average cost of funds of 6.14%, which was the weighted average interest rate of borrowing on our revolving credit facility and 2026 Notes as of December 31, 2022. The interest rate on our revolving credit facility is a variable rate. Actual interest payments may be different.

(3)	In order for us to cover our annual interest payments on indebtedness, we must achieve annual returns on our December 31, 2022 total portfolio assets of at least 3.69%.

We are subject to risks associated with our revolving credit facility and the terms of our revolving credit facility may contractually limit our ability to incur additional indebtedness.

Our revolving credit facility, as amended, imposes certain conditions that may limit the amount of our distributions to stockholders. Distributions payable in our common stock under our dividend reinvestment plan are not limited by the revolving credit facility. Distributions in cash or property other than our common stock are generally limited to 115% of the amount of distributions required to maintain our ability to be subject to taxation as a RIC. We are required under the revolving credit facility to maintain our ability to be subject to taxation as a RIC.

The revolving credit facility requires us to comply with certain financial and operational covenants, including asset coverage ratios and a minimum net worth. For example, the revolving credit facility requires that we maintain an asset coverage ratio of at least 1.5 to 1 and a senior debt coverage ratio of at least 2 to 1 at all times. We may divert cash to pay the lenders in amounts sufficient to cause these tests to be satisfied. Our compliance with these covenants depends on many factors, some of which, such as market conditions, are beyond our control.

Our ability to sell our investments is also limited under the revolving credit facility. Under the revolving credit facility, the sale of any portfolio investment may not cause our covered debt amount to exceed our borrowing base. As a result, there may be times or circumstances during which we are unable to sell investments, pay distributions or take other actions that might be in our best interests.

Availability of borrowings under the revolving credit facility is linked to the valuation of the collateral pursuant to a borrowing base mechanism. As such, declines in the fair market value of our investments which are collateral to the revolving credit facility may reduce availability under our revolving credit facility.

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Item 2. Unregistered Sales of Equity Securities, Use of Proceeds and Issuer Purchases of Equity Securities

None.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

None.

Item 5. Other Information

Rule 10b5-1 Trading Plans.

For the period covered by this Quarterly Report on Form 10-Q, no director or officer of the Company has entered into any (i) contract, instruction or written plan for the purchase or sale of securities of the registrant intended to satisfy the alternative defense conditions of Rule 10b5-1(c) under the Exchange Act or (ii) any non-Rule 10b5-1 trading arrangement. The Company has adopted insider trading policies and procedures governing the purchase, sale, and disposition of the Company’s securities by officers and directors of the Company that are reasonably designed to promote compliance with insider trading laws, rules and regulations.

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Item 6. Exhibits

Exhibit
Number		Description of Document

3.1		Amended and Restated Articles of Incorporation of Monroe Capital Corporation (Incorporated by reference to Exhibit (a)(1) of the Registrant’s Pre-Effective Amendment No. 8 to the Registration Statement on Form N-2 (File No. 333-172601) filed on October 18, 2012)

3.2		Bylaws of Monroe Capital Corporation (Incorporated by reference to Exhibit (b)(1) of the Registrant’s Pre-Effective Amendment No. 8 to the Registration Statement on Form N-2 (File No. 333-172601) filed on October 18, 2012)

31.1		Certification of Chief Executive Officer pursuant to Rule 13a-14 of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith)

31.2		Certification of Chief Financial Officer pursuant to Rule 13a-14 of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith)

32.1		Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (filed herewith)

101.INS		Inline XBRL Instance Document
101.SCH		Inline XBRL Taxonomy Extension Schema Document
101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB		Inline XBRL Taxonomy Extension Labels Linkbase Document
101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document
104		Cover Page Interactive Data File (Embedded within the Inline XBRL document and included in Exhibit)

100

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


Date: November 8, 2023	By	/s/ Theodore L. Koenig
		Theodore L. Koenig
		Chairman, Chief Executive Officer and Director
		(Principal Executive Officer)
		Monroe Capital Corporation

Date: November 8, 2023	By	/s/ Lewis W. Solimene, Jr.
		Lewis W. Solimene, Jr.
		Chief Financial Officer and Chief Investment Officer
		(Principal Financial and Accounting Officer)
		Monroe Capital Corporation

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