Table of Contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
(Mark One)
☒xQUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended SeptemberJune 30, 2021
2022
OR
☐
oTRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number: 814-01259
AG Twin Brook BDC, Inc.
(Exact name of registrant as specified in its charter)
Delaware83-4184014
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)
245 Park Avenue, 26th26th Floor, New York, NY
10167
(Address of principal executive offices)(Zip Code)
(Registrant’s telephone number, including area code):(212) 692-2000

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

Title of each class
Trading Symbol(s)
Name of each exchange on which registered
None

None
None


Securities registered pursuant to Section 12(g) of the Act:
Common Stock, par value $0.001 per share
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 ☒ xNO ☐o
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 ☒ xNO ☐o
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☐
o
Accelerated filer☐o
Non-accelerated filer ☒
x
Smaller reporting company☐o
Emerging growth company ☒x
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. ☐o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YES ☐o NO ☒x
As of NovemberAugust 12, 2021,2022, the registrant had 7,005,6159,672,358 shares of common stock, $0.001 par value per share, outstanding.

Table of Contents

TABLE OF CONTENTS
TABLE OF CONTENTS
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2

Consolidated Statements of Operations for the Three and NineSix Months Ended SeptemberJune 30, 20212022 and 2020June 30, 2021 (Unaudited)
3

Consolidated Statements of Changes in Net Assets for the Three and NineSix Months Ended SeptemberJune 30, 20212022 and 2020June 30, 2021 (Unaudited)
4

Consolidated Statements of Cash Flows for the NineSix Months Ended SeptemberJune 30, 20212022 and 2020June 30, 2021 (Unaudited)
5

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PART I – CONSOLIDATED FINANCIAL INFORMATION

AG Twin Brook BDC, Inc.
Consolidated Statements of Assets and Liabilities
 (Amounts in thousands, except share and per share amounts)
  
September 30, 2021
(Unaudited)
  December 31, 2020 
Assets      
       
Investments at fair value:      
Non-controlled/non-affiliated investments at fair value (amortized cost of $105,708 and $76,422, respectively) $105,660  $75,812 
Non-controlled/affiliated investments at fair value (amortized cost of $4,444 and $3,201, respectively)  5,736   3,721 
Unrealized gain on foreign currency forward contracts  23   - 
Cash  14,566   10,320 
Prepaid expenses  237   162 
Interest receivable  233   181 
Deferred financing costs  107   236 
Total assets $126,562  $90,432 
Liabilities        
Unrealized loss on foreign currency forward contracts $15  $- 
Accrued expenses and other liabilities payable to affiliate  680   459 
Income incentive fees payable  214   99 
Management fees payable  155   105 
Deferred income  78   91 
Interest payable  8   21 
Dividend payable  -   1,156 
Total liabilities  1,150   1,931 
Commitments and contingencies (Note 8)        
Net assets        
Common shares $0.001 par value, 100,000,000 shares authorized; 6,199,809 and 4,482,000 shares issued and outstanding, respectively $6  $4 
Additional paid-in-capital  123,459   88,919 
Total distributable earnings (loss)  1,947   (422)
Total net assets  125,412   88,501 
Total liabilities and net assets $126,562  $90,432 
Net asset value per share $20.23  $19.75 

The accompanying notes are an integral part
Table of these consolidated financial statements.Contents
2

AG Twin Brook BDC, Inc.
Consolidated Statements of OperationsAssets and Liabilities
(Amounts in thousands, except share and per share amounts)
(Unaudited)

  Three Months  Three Months  Nine Months  Nine Months 
  Ended  Ended  Ended  Ended 
  September 30,  September 30,  September 30,  September 30, 
  2021  2020  2021  2020 
Investment income            
Investment income from non-controlled, non-affiliated investments:            
Interest $2,013  $1,201  $5,424  $3,399 
Other  94   67   301   198 
Total investment income from non-controlled, non-affiliated investments:  2,107   1,268   5,725   3,597 
Total investment income  2,107   1,268   5,725   3,597 
Expenses                
Income incentive fees $214  $38  $568  $114 
Management fees  155   94   416   259 
Accounting fees  107   98   317   323 
Insurance fees  90   125   312   368 
Professional fees  143   103   309   274 
Administrative fees(1)  97   85   267   358 
Interest  66   67   190   283 
Directors' fees  45   45   135   135 
Other  25   35   110   126 
Offering costs  -   73   -   409 
Total gross expenses  942   763   2,624   2,649 
Less waivers:                
Administrative fees waived(1)  -   (85)  -   (358)
Total net expenses  942   678   2,624   2,291 
Net investment income (loss)  1,165   590   3,101   1,306 
Net realized and unrealized gain (loss) on investment transactions                
Net realized gain (loss) on investment transactions:                
Non-controlled, non-affiliated investments $35  $1  $122  $5 
Foreign currency transactions  (5)  -   2   - 
Foreign currency forward transactions  12   -   (47)  - 
Net change in unrealized gain (loss) on investment transactions:                
Non-controlled, non-affiliated investments  87   490   562   (963)
Non-controlled, affiliated investments  220   270   772   (20)
Foreign currency forward contracts  4   -   8   - 
Total net realized and unrealized gain (loss) on investment transactions  353   761   1,419   (978)
Net increase (decrease) in net assets resulting from operations $1,518  $1,351  $4,520  $328 
Net investment income (loss) per share - basic and diluted $0.20  $0.17  $0.61  $0.45 
Earnings (loss) per share - basic and diluted $0.26  $0.40  $0.89  $0.11 
Weighted average shares outstanding - basic and diluted  5,754,844   3,402,000   5,092,922   2,907,131 

(1) Refer to Note 6 - Agreements and Related Party Transactons



The accompanying notes are an integral part of these consolidated financial statements.

3

AG Twin Brook BDC, Inc.
Consolidated Statements of Changes in Net Assets
(Amounts in thousands, except share and per share amounts)
(Unaudited)


   Three Months  Three Months  Nine Months  Nine Months 
   Ended  Ended  Ended  Ended 
   September 30,  September 30,  September 30,  September 30, 
  2021  2020  2021  2020 
Increase (decrease) in net assets resulting from operations            
Net investment income (loss) $1,165  $590  $3,101  $1,306 
Net realized gain (loss)  42   -   77   - 
Net change in unrealized gain (loss)  311   761   1,342   (978)
Net increase (decrease) in net assets resulting from operations  1,518   1,351   4,520   328 
Dividends                
Dividends declared from earnings  (1,165)  (680)  (2,169)  (680)
Net decrease in net assets resulting from dividends  (1,165)  (680)  (2,169)  (680)
Capital share transactions                
Issuance of common shares  23,760   -   34,560   24,840 
Net increase in net assets resulting from capital share transactions  23,760   -   34,560   24,840 
Total increase in net assets  24,113   671   36,911   24,488 
Net assets, at beginning of period  101,299   66,518   88,501   42,701 
Net assets, at end of period $125,412  $67,189  $125,412  $67,189 
                 
Capital share activity                
Shares issued  1,177,809   -   1,717,809   1,242,000 
Net increase in shares outstanding  1,177,809   -   1,717,809   1,242,000 
Dividends declared per share $0.20  $0.20  $0.40  $0.20 


The accompanying notes are an integral part of these consolidated financial statements.



4
AG Twin Brook BDC, Inc.
Consolidated Statements of Cash Flows
(Amounts in thousands)
(Unaudited)

  Nine Months  Nine Months 
  Ended  Ended 
  September 30,  September 30, 
  2021  2020 
Cash flows from operating activities      
Net increase (decrease) in net assets resulting from operations $4,520  $328 
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash used in operating activities:        
Net realized (gain) loss on investments  (122)  (5)
Net change in unrealized (appreciation) depreciation on investments  (1,334)  983 
Net change in unrealized (appreciation) depreciation on foreign currency forward contracts  (8)  - 
Net accretion on debt instruments  (309)  (180)
Net paydown gain on debt instruments  (146)  (20)
Interest received in-kind  (22)  - 
Purchases and drawdowns of investments  (55,199)  (34,815)
Proceeds from sales and paydowns of investments  25,269   9,632 
Amortization of deferred financing costs  167   94 
Amortization of offering costs  -   409 
Change in operating assets and liabilities:        
(Increase) decrease in interest receivable  (52)  (72)
(Increase) decrease in prepaid expenses  (75)  (128)
(Increase) decrease in other assets  -   (15)
(Increase) decrease in due from affiliate  -   23 
Increase (decrease) in accrued expenses and other liabilities payable to affiliate  221   78 
Increase (decrease) in management fees payable  50   49 
Increase (decrease) in income incentive fees payable  115   38 
Increase (decrease) in deferred income  (13)  9 
Increase (decrease) in interest payable  (13)  (6)
Increase (decrease) in due to affiliate  -   (44)
Increase (decrease) in organizational costs payable to affiliate  -   (26)
Net cash used in operating activities  (26,951)  (23,668)
Cash flows from financing activities        
Proceeds from issuance of common shares  34,560   24,840 
Dividends paid  (3,325)  (680)
Borrowings on subscription facility  3,100   19,800 
Payments on subscription facility  (3,100)  (25,300)
Payments for deferred financing costs  (38)  (120)
Payments for deferred offering costs  -   (20)
Net cash provided by financing activities  31,197   18,520 
Net change in cash  4,246   (5,148)
Cash        
Cash, beginning of period  10,320   9,008 
Cash, end of period $14,566  $3,860 
         
Supplemental and non-cash information        
Cash paid during the period for interest $36  $195 


June 30, 2022December 31, 2021
(Unaudited)
Assets
Investments at fair value:
Non-controlled/non-affiliated investments at fair value (amortized cost of $170,054 and $151,070, respectively)$170,047 $151,121 
Non-controlled/affiliated investments at fair value (amortized cost of $6,878 and $6,210, respectively)9,718 7,986 
Unrealized gain on foreign currency forward contracts44 39 
Cash19,732 27,711 
Interest receivable261 261 
Prepaid expenses18 142 
Deferred financing costs— 47 
Total assets$199,820 $187,307 
Liabilities
Unrealized loss on foreign currency forward contracts$8 $3 
Dividend payable1,934 1,814 
Accrued expenses and other liabilities payable to affiliate709 677 
Income incentive fees payable442 345 
Management fees payable254 196 
Deferred income154 167 
Interest payable— 7 
Total liabilities3,501 3,209 
Commitments and contingencies (Note 8)
Net assets
Common shares $0.001 par value, 100,000,000 shares authorized; 9,672,358 and 9,141,176 shares issued and outstanding, respectively$10 $9 
Additional paid-in-capital193,637 182,850 
Total distributable earnings (loss)2,672 1,239 
Total net assets196,319 184,098 
Total liabilities and net assets$199,820 $187,307 
Net asset value per share$20.30 $20.14 
The accompanying notes are an integral part of these consolidated financial statements.
5
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Table of Contents
AG Twin Brook BDC, Inc.
Consolidated ScheduleStatements of Investments
As of September 30, 2021Operations
(Amounts in thousands)thousands, except share and per share amounts)
(Unaudited)

Three Months Ended
June 30, 2022		Three Months Ended
June 30, 2021		Six Months Ended
June 30, 2022		Six Months Ended
June 30, 2021
Investment income
Investment income from non-controlled, non-affiliated investments:
Interest$3,176 $1,789 $6,099 $3,411 
Other288 153 437 207 
Total investment income from non-controlled, non-affiliated investments:3,464 1,942 6,536 3,618 
Total investment income3,464 1,942 6,536 3,618 
Expenses
Income incentive fees$442 $207 $823 $354 
Management fees254 138 495 261 
Professional fees162 122 281 166 
Other131 47 217 85 
Accounting fees105 106 209 210 
Insurance fees66 100 156 222 
Administrative fees(1)
63 82 117 170 
Directors' fees45 45 90 90 
Interest— 64 55 124 
Total net expenses1,268 911 2,443 1,682 
Net investment income (loss)2,196 1,031 4,093 1,936 
Net realized and unrealized gain (loss) on investment transactions
Net realized gain (loss) on investment transactions:
Non-controlled, non-affiliated investments$22 $84 $57 $94 
Foreign currency forward transactions30 (59)28 (59)
Net change in unrealized gain (loss) on investment transactions:
Non-controlled, non-affiliated investments(246)315 (58)475 
Non-controlled, affiliated investments815 340 1,064 552 
Foreign currency forward contracts18 (12)— 4 
Foreign currency translation2 — — — 
Total net realized and unrealized gain (loss) on investment transactions641 668 1,091 1,066 
Net increase (decrease) in net assets resulting from operations$2,837 $1,699 $5,184 $3,002 
Net investment income (loss) per share - basic and diluted$0.23 $0.21 $0.44 $0.41 
Earnings (loss) per share - basic and diluted$0.30 $0.34 $0.56 $0.63 
Weighted average shares outstanding - basic and diluted9,345,4775,022,0009,243,8914,756,475
Company(1)(2) 
Investment
 
Interest
Rate

Maturity
Date
 
Principal/
Par Amount(3)
  
Amortized
Cost(4)
  
Fair Value
  
Percentage
of Net
Assets
 
Investments    
             
Non-controlled/non-affiliated senior secured debt (5)
    
             
Aerospace and defense                  
Mattco Forge, Inc. (13) First lien senior secured revolving loan L+7.25%
12/6/2024 
$
506
  $(8) $(22)  (0.02)%
Mattco Forge, Inc. (8)(9) First lien senior secured term loan L+7.25%
12/6/2024  2,196   2,159   2,100   1.68%
     
       2,151   2,078   1.66%
Chemicals    
                 
AM Buyer, LLC (13) First lien senior secured revolving loan L+6.75%
5/1/2025 
$
111
  $(2) $(2)  (0.00)%
AM Buyer, LLC (8) First lien senior secured term loan L+6.75%
5/1/2025  480   471   473   0.38%
G2O Technologies, LLC (13) First lien senior secured revolving loan L+6.00%
3/31/2025  207   (3)  (3)  (0.00)%
G2O Technologies, LLC (6) First lien senior secured term loan L+6.00%
3/31/2025  1,565   1,540   1,543   1.23%
Revolution Plastics Buyer, LLC (6) First lien senior secured revolving loan L+5.00%
8/15/2025  704   507   509   0.41%
Revolution Plastics Buyer, LLC (6)(8) First lien senior secured term loan L+5.00%
8/15/2025  2,656   2,615   2,629   2.10%
Teel Plastics, LLC (13) First lien senior secured revolving loan L+5.00%
1/24/2025  324   (4)  (4)  (0.00)%
Teel Plastics, LLC (6) First lien senior secured term loan L+5.00%
1/24/2025  1,818   1,793   1,798   1.43%
     
       6,917   6,943   5.54%
Commercial services and supplies    
                 
Edko Acquisition, LLC (13) First lien senior secured revolving loan L+5.75%
6/25/2026 
$
38
  $(1) $(1)  (0.00)%
Edko Acquisition, LLC (8) First lien senior secured term loan L+5.75%
6/25/2026  1,023   1,003   1,005   0.80%
Nimlok Company, LLC (13)(17) First lien senior secured revolving loan L+7.50%
11/27/2024  320   (4)  (9)  (0.01)%
Nimlok Company, LLC (8) First lien senior secured term loan L+7.50%
11/27/2025  1,923   1,896   1,852   1.48%
     
       2,894   2,847   2.27%
Construction and engineering    
                 
Domino Equipment Company, LLC (13) First lien senior secured revolving loan L+6.00%
4/1/2026 
$
79
  $(1) $(1)  (0.00)%
Domino Equipment Company, LLC (8) First lien senior secured term loan L+6.00%
4/1/2026  582   572   573   0.46%
     
       571   572   0.46%
Containers and packaging    
                 
Innovative FlexPak, LLC (6) First lien senior secured revolving loan L+6.00%
1/23/2025 
$
94
  $90  $91   0.07%
Innovative FlexPak, LLC (12) First lien senior secured revolving loan P+5.00%
1/23/2025  
125
   120   122   0.10%
Innovative FlexPak, LLC (9) First lien senior secured term loan L+6.00%
1/23/2025  2,685   2,639   2,658   2.12%
Jansy Packaging, LLC (13) First lien senior secured revolving loan L+7.00%
9/30/2022  706   (7)  (22)  (0.02)%
Jansy Packaging, LLC (6) First lien senior secured term loan L+7.00%
9/30/2022  1,093   1,076   1,058   0.84%
MRC Keeler Acquisition, LLC (13) First lien senior secured delayed draw term loan L+5.75%
12/4/2025  150   (3)  (2)  (0.00)%
MRC Keeler Acquisition, LLC (13) First lien senior secured revolving loan L+5.75%
12/4/2025  150   (3)  (2)  (0.00)%
MRC Keeler Acquisition, LLC (8) First lien senior secured term loan L+5.75%
12/4/2025  969   952   954   0.76%
Vanguard Packaging, LLC (8) First lien senior secured revolving loan L+5.25%
8/9/2024  535   174   172   0.14%
Vanguard Packaging, LLC (8) First lien senior secured term loan L+5.25%
8/9/2024  1,209   1,198   1,195   0.95%
     
       6,236   6,224   4.96%
Distributors    
                 
RTP Acquisition, LLC (13) First lien senior secured revolving loan L+6.00%
8/17/2026  38   (1)  (1)  (0.00)%
RTP Acquisition, LLC (7) First lien senior secured term loan L+6.00%
8/17/2026  538   527   527   0.42%
     
       526   526   0.42%
Diversified consumer services    
                 
50Floor, LLC (13) First lien senior secured revolving loan L+5.75%
12/31/2025 
$
199
  $(3) $(3)  (0.00)%
50Floor, LLC (8) First lien senior secured term loan L+5.75%
12/31/2026  985   967   969   0.77%
Groundworks Operations, LLC (8) First lien senior secured delayed draw term loan L+4.75%
1/17/2026  1,622   1,348   1,351   1.08%
Groundworks Operations, LLC (13) First lien senior secured delayed draw term loan L+4.75%
1/17/2026  228   (3)  (3)  (0.00)%
Groundworks Operations, LLC (13) First lien senior secured revolving loan L+4.75%
1/17/2026  387   (5)  (5)  (0.00)%
Groundworks Operations, LLC (8) First lien senior secured term loan L+4.75%
1/17/2026  2,366   2,331   2,336   1.86%
ISSA, LLC (13) First lien senior secured revolving loan L+6.50%
3/1/2027  131   (2)  (2)  (0.00)%
ISSA, LLC (8) First lien senior secured term loan L+6.50%
3/1/2027  876   859   861   0.69%
Kalkomey Enterprises, LLC (13) First lien senior secured revolving loan L+6.50%
4/24/2025  77   (1)  (1)  (0.00)%
Kalkomey Enterprises, LLC (8) First lien senior secured term loan L+6.50%
4/24/2026  1,063   1,041   1,047   0.83%
NSG Buyer, Inc. (13) First lien senior secured revolving loan L+5.50%
9/30/2024  294   (2)  (1)  (0.00)%
NSG Buyer, Inc. (6) First lien senior secured term loan L+5.50%
9/30/2025  2,317   2,300   2,300   1.83%
PPW Acquisition, LLC (13) First lien senior secured revolving loan L+6.00%
9/30/2026  38   (1)  (1)  (0.00)%
PPW Acquisition, LLC (8) First lien senior secured term loan L+6.00%
9/30/2026  613   600   600   0.48%
United Land Services Opco Parent, LLC (8) First lien senior secured delayed draw term loan L+6.00%
3/23/2026  1,074   164   165   0.13%
United Land Services Opco Parent, LLC (13) First lien senior secured revolving loan L+6.00%
3/23/2026  131   (2)  (2)  (0.00)%
United Land Services Opco Parent, LLC (8) First lien senior secured term loan L+6.00%
3/23/2026  306   301   301   0.24%
     
       9,892   9,912   7.90%
Electronic equipment, instruments and components    
                 
Advanced Lighting Acquisition, LLC (13) First lien senior secured revolving loan L+9.00%
11/22/2025 
$
324
  $(5) $(8)  (0.01)%
Advanced Lighting Acquisition, LLC (6)(8) First lien senior secured term loan L+9.00%
11/22/2025  1,460   1,438   1,427   1.14%
     
       1,433   1,419   1.13%
Food and staples retailing    
                 
Engelman Baking Co., LLC (6) First lien senior secured revolving loan L+6.75%
2/28/2025 
$
207
  $46  $38   0.03%
Engelman Baking Co., LLC (6) First lien senior secured term loan L+6.75%
2/28/2025  
722
   707   679   0.54%
Mad Rose Company, LLC (13)(22) First lien senior secured revolving loan L+6.50%
5/7/2026  
104
   (2)  (2)  (0.00)%
Mad Rose Company, LLC (8) First lien senior secured term loan L+6.50%
5/7/2026  
315
   307   308   0.25%
NutriScience Innovations, LLC (13) First lien senior secured revolving loan L+7.00%
4/21/2026  
131
   (2)  (2)  (0.00)%
NutriScience Innovations, LLC (8) First lien senior secured term loan L+7.00%
4/21/2026  
483
   474   475   0.38%
     
       1,530   1,496   1.19%
Food products    
                 
Icelandirect, LLC (12) First lien senior secured revolving loan P+5.00%
7/30/2026 
$
38
  $4  $4   0.00%
Icelandirect, LLC (8) First lien senior secured term loan L+6.00%
7/30/2026  
693
   680   680   0.54%
Starwest Botanicals Acquisition, LLC (13) First lien senior secured revolving loan L+5.25%
4/30/2027  
174
   (3)  (3)  (0.00)%
Starwest Botanicals Acquisition, LLC (8) First lien senior secured term loan L+5.25%
4/30/2027  
817
   804   805   0.64%
     
       1,485   1,486   1.18%
Gas utilities    
                 
Hydromax USA, LLC (6) First lien senior secured delayed draw term loan L+6.25%
12/30/2026 
$
113
  $112  $112   0.09%
Hydromax USA, LLC (6) First lien senior secured revolving loan L+6.25%
12/30/2026  228   19   20   0.02%
Hydromax USA, LLC (6) First lien senior secured term loan L+6.25%
12/30/2026  1,250   1,230   1,232   0.98%
             1,361   1,364   1.09%





(1)Refer to Note 6. Agreements and Related Party Transactions
The accompanying notes are an integral part of these consolidated financial statements.
6
3
Table of Contents
AG Twin Brook BDC, Inc.
Consolidated ScheduleStatements of Investments
As of September 30, 2021Changes in Net Assets
(Amounts in thousands)thousands, except share amounts)
(Unaudited)

 
 
Company(1)(2)
 
 
 
Investment
 
 
Interest
Rate
 
 
Maturity
Date
 
 
Principal/
Par Amount(3)
  
 
Amortized
Cost(4)
  
 
 
Fair Value
  
Percentage
of Net
Assets
 
Investments - Continued                  
Non-controlled/non-affiliated senior secured debt (5) - Continued                  
Health care equipment and supplies                  
EMSAR Acquisition LLC (8) First lien senior secured delayed draw term loan L+6.50%
3/30/2026 
$
667
  $194  $195   0.16%
EMSAR Acquisition LLC (8) First lien senior secured revolving loan L+6.50%
3/30/2026  134   24   24   0.02%
EMSAR Acquisition LLC (8) First lien senior secured term loan L+6.50%
3/30/2026  646   634   635   0.51%
Reliable Medical Supply LLC (13) First lien senior secured delayed draw term loan L+7.00%
4/8/2025  68   (1)  (1)  (0.00)%
Reliable Medical Supply LLC (13) First lien senior secured revolving loan L+7.00%
4/8/2025  138   (3)  (2)  (0.00)%
Reliable Medical Supply LLC (8) First lien senior secured term loan L+7.00%
4/8/2025  760   744   748   0.60%
SCA Buyer, LLC (8) First lien senior secured delayed draw term loan L+6.50%
1/20/2026  397   35   38   0.03%
SCA Buyer, LLC (8) First lien senior secured revolving loan L+6.50%
1/20/2026  133   23   24   0.02%
SCA Buyer, LLC (8) First lien senior secured term loan L+6.50%
1/20/2026  766   747   754   0.60%
Spectrum Solutions, LLC (13) First lien senior secured revolving loan L+6.00%
3/5/2026  267   (5)  (4)  (0.00)%
Spectrum Solutions, LLC (6) First lien senior secured term loan L+6.00%
3/5/2026  691   678   679   0.54%
     
       3,070   3,090   2.46%
Health care providers and services    
                 
Agility Intermediate, Inc. (13) First lien senior secured delayed draw term loan L+6.50%
4/15/2026 
$
401
  $(7) $(7)  (0.01)%
Agility Intermediate, Inc. (13) First lien senior secured revolving loan L+6.50%
4/15/2026  134   (2)  (2)  (0.00)%
Agility Intermediate, Inc. (9) First lien senior secured term loan L+6.50%
4/15/2026  245   241   241   0.19%
Anne Arundel Dermatology Management, LLC (8) First lien senior secured delayed draw term loan L+6.50%
10/16/2025  776   595   596   0.48%
Anne Arundel Dermatology Management, LLC (6) First lien senior secured revolving loan L+6.50%
10/16/2025  234   42   43   0.03%
Anne Arundel Dermatology Management, LLC (8) First lien senior secured term loan L+6.50%
10/16/2025  869   853   854   0.68%
Apex Dental Partners, LLC (8) First lien senior secured delayed draw term loan L+6.00%
11/23/2025  450   357   357   0.28%
Apex Dental Partners, LLC (13) First lien senior secured revolving loan L+6.00%
11/23/2025  150   (2)  (2)  (0.00)%
Apex Dental Partners, LLC (8) First lien senior secured term loan L+6.00%
11/23/2025  630   619   620   0.49%
ASP Global Acquisition, LLC (8) First lien senior secured delayed draw term loan L+5.50%
1/21/2025  734   675   674   0.54%
ASP Global Acquisition, LLC (13)(15) First lien senior secured revolving loan L+5.50%
1/21/2025  485   (6)  (7)  (0.01)%
ASP Global Acquisition, LLC (8) First lien senior secured term loan L+5.50%
1/21/2025  2,809   2,760   2,774   2.21%
Beacon Oral Specialists Management LLC (13) First lien senior secured delayed draw term loan L+5.75%
12/14/2025  161   (3)  (2)  (0.00)%
Beacon Oral Specialists Management LLC (8)(9) First lien senior secured delayed draw term loan L+5.75%
12/14/2025  536   528   529   0.42%
Beacon Oral Specialists Management LLC (13) First lien senior secured revolving loan L+5.75%
12/14/2025  150   (2)  (2)  (0.00)%
Beacon Oral Specialists Management LLC (8) First lien senior secured term loan L+5.75%
12/14/2025  956   942   944   0.75%
Behavior Frontiers, LLC (6)(21) First lien senior secured revolving loan L+6.25%
5/21/2026  38   18   18   0.01%
Behavior Frontiers, LLC (6) First lien senior secured term loan L+6.25%
5/21/2026  658   644   645   0.51%
Brightview, LLC (8) First lien senior secured delayed draw term loan L+5.50%
4/12/2024  400   49   49   0.04%
Brightview, LLC (13) First lien senior secured revolving loan L+5.50%
4/12/2024  80   (1)  (1)  (0.00)%
Brightview, LLC (8) First lien senior secured term loan L+5.50%
4/12/2024  1,293   1,278   1,280   1.02%
Canadian Orthodontic Partners Corp. (11)(14) First lien senior secured delayed draw term loan C+6.50%
3/19/2026 C$ 361   186   188   0.15%
Canadian Orthodontic Partners Corp. (12)(14) First lien senior secured revolving loan P+5.50%
3/19/2026 C$ 267   27   30   0.02%
Canadian Orthodontic Partners Corp. (11)(14) First lien senior secured term loan L+6.50%
3/19/2026  227   178   177   0.14%
Canadian Orthodontic Partners Corp. (13)(14) First lien senior secured revolving loan C+6.50%
3/19/2026 C$ 107   (2)  (1)  (0.00)%
Community Care Partners, LLC (13) First lien senior secured delayed draw term loan L+5.25%
8/11/2025  225   (4)  (4)  (0.00)%
Community Care Partners, LLC (13) First lien senior secured revolving loan L+5.25%
8/11/2025  38   (1)  (1)  (0.00)%
Community Care Partners, LLC (8) First lien senior secured term loan L+5.25%
8/11/2025  657   646   646   0.52%
Varsity DuvaSawko Operating Corp. (13) First lien senior secured revolving loan L+6.25%
11/27/2024  474   (6)  (5)  (0.00)%
Varsity DuvaSawko Operating Corp. (9) First lien senior secured term loan L+6.25%
11/27/2024  2,772   2,735   2,743   2.19%
EH Management Company, LLC (13) First lien senior secured revolving loan L+6.00%
7/15/2026  38   (1)  (1)  (0.00)%
EH Management Company, LLC (8) First lien senior secured term loan L+6.00%
7/15/2026  427   419   419   0.33%
Geriatric Medical and Surgical Supply, LLC (13) First lien senior secured revolving loan L+6.00%
12/21/2025  300   (5)  (5)  (0.00)%
Geriatric Medical and Surgical Supply, LLC (6) First lien senior secured term loan L+6.00%
12/21/2025  1,029   1,011   1,013   0.81%
Guardian Dentistry Practice Management, LLC (6) First lien senior secured delayed draw term loan L+5.75%
8/20/2026  323   121   121   0.10%
Guardian Dentistry Practice Management, LLC (6) First lien senior secured term loan L+5.75%
8/20/2026  884   869   869   0.69%
Peak Dental Services, LLC (8) First lien senior secured delayed draw term loan L+6.00%
12/31/2025  529   290   290   0.23%
Peak Dental Services, LLC (8) First lien senior secured revolving loan L+6.00%
12/31/2025  133   24   24   0.02%
Peak Dental Services, LLC (8) First lien senior secured term loan L+6.00%
12/31/2025  546   536   537   0.43%
Peak Investment Holdings, LLC (8) First lien senior secured delayed draw term loan L+6.00%
12/6/2024  603   9   10   0.01%
Peak Investment Holdings, LLC (8)(13) First lien senior secured revolving loan L+6.00%
12/6/2024  324   (4)  (5)  (0.00)%
Peak Investment Holdings, LLC (8) First lien senior secured term loan L+6.00%
12/6/2024  1,404   1,384   1,383   1.10%
Revival Animal Health, LLC (13) First lien senior secured revolving loan L+6.50%
4/6/2026  131   (2)  (2)  (0.00)%
Revival Animal Health, LLC (8) First lien senior secured term loan L+6.50%
4/6/2026  503   494   495   0.39%
RQM Buyer, Inc. (13) First lien senior secured delayed draw term loan L+5.75%
8/12/2026  84   (2)  (1)  (0.00)%
RQM Buyer, Inc. (9) First lien senior secured revolving loan L+5.75%
8/12/2026  150   12   14   0.01%
RQM Buyer, Inc. (8)(9) First lien senior secured term loan L+5.75%
8/12/2026  1,165   1,142   1,153   0.92%
SAMGI Buyer, Inc. (13) First lien senior secured revolving loan L+6.50%
4/14/2025  138   (2)  (2)  (0.00)%
SAMGI Buyer, Inc. (8) First lien senior secured term loan L+6.50%
4/14/2025  535   525   525   0.42%
SCP ENT and Allergy Services, LLC (9) First lien senior secured delayed draw term loan L+6.25%
9/25/2025  1,172   80   81   0.06%
SCP ENT and Allergy Services, LLC (13) First lien senior secured revolving loan L+6.25%
9/25/2025  218   (4)  (4)  (0.00)%
SCP ENT and Allergy Services, LLC (8)(9) First lien senior secured term loan L+6.25%
9/25/2025  907   889   890   0.71%
Silver Falls MSO, LLC (9) First lien senior secured revolving loan L+6.25%
8/30/2024  56   55   53.28   0.04%
Silver Falls MSO, LLC (12) First lien senior secured revolving loan P+5.25%
8/30/2024  61   59   58   0.05%
Silver Falls MSO, LLC (8) First lien senior secured term loan L+6.25%
8/30/2024  1,307   1,287   1,270   1.01%
SimiTree Acquisition LLC (13) First lien senior secured delayed draw term loan L+5.25%
5/17/2026  888   (16)  (15)  (0.01)%
SimiTree Acquisition LLC (13) First lien senior secured revolving loan L+5.25%
5/17/2026  178   (3)  (3)  (0.00)%
SimiTree Acquisition LLC (8) First lien senior secured term loan L+5.25%
5/17/2026  1,154   1,132   1,134   0.90%
Southeast Primary Care Partners, LLC (13) First lien senior secured delayed draw term loan L+6.25%
12/30/2025  300   (6)  (6)  (0.00)%
Southeast Primary Care Partners, LLC (13) First lien senior secured revolving loan L+6.25%
12/30/2025  225   (5)  (5)  (0.00)%
Southeast Primary Care Partners, LLC (6) First lien senior secured term loan L+6.25%
12/30/2025  727   710   712   0.57%
Southern Orthodontic Partners Management, LLC (8) First lien senior secured delayed draw term loan L+6.50%
1/27/2026  186   181   181   0.14%
Southern Orthodontic Partners Management, LLC (8) First lien senior secured delayed draw term loan L+6.50%
1/27/2026  531   518   519   0.41%
Southern Orthodontic Partners Management, LLC (8) First lien senior secured revolving loan L+6.50%
1/27/2026  134   38   39   0.03%
Southern Orthodontic Partners Management, LLC (8) First lien senior secured term loan L+6.50%
1/27/2026  333   326   327   0.26%
Vital Care Buyer, LLC (13) First lien senior secured revolving loan L+5.75%
10/19/2025  580   (8)  (7)  (0.01)%
Vital Care Buyer, LLC (8) First lien senior secured term loan L+5.75%
10/19/2025  919   905   907   0.72%
     
       26,295   26,342   21.00%
Health care technology    
                 
Millennia Patient Services, LLC (13) First lien senior secured delayed draw term loan L+6.50%
3/8/2026 
$
267
  $(5) $(4)  (0.00)%
Millennia Patient Services, LLC (13) First lien senior secured revolving loan L+6.50%
3/8/2026  134   (2)  (2)  (0.00)%
Millennia Patient Services, LLC (8) First lien senior secured term loan L+6.50%
3/8/2026  1,003   985   986   0.79%
Spear Education, LLC (13) First lien senior secured delayed draw term loan L+5.00%
2/26/2025  474   (3)  (8)  (0.01)%
Spear Education, LLC (13) First lien senior secured revolving loan L+5.00%
2/26/2025  414   (3)  (7)  (0.01)%
Spear Education, LLC (8)(9) First lien senior secured term loan L+5.00%
2/26/2025  864   858   849   0.68%
     
       1,830   1,814   1.45%








Three Months Ended
June 30, 2022		Three Months Ended
June 30, 2021		Six Months Ended
June 30, 2022		Six Months Ended
June 30, 2021
Increase (decrease) in net assets resulting from operations
Net investment income (loss)$2,196 $1,031 $4,093 $1,936 
Net realized gain (loss)52 25 85 35 
Net change in unrealized gain (loss)589 643 1,006 1,031 
Net increase in net assets resulting from operations2,837 1,699 5,184 3,002 
Dividends
Dividends declared from earnings(3,763)(1,004)(3,763)(1,004)
Net decrease in net assets resulting from dividends(3,763)(1,004)(3,763)(1,004)
Capital share transactions
Issuance of common shares10,800 — 10,800 10,800 
Net increase in net assets resulting from capital share transactions10,800 — 10,800 10,800 
Total increase in net assets9,874 695 12,221 12,798 
Net assets, at beginning of period186,445 100,604 184,098 88,501 
Net assets, at end of period$196,319 $101,299 $196,319 $101,299 
Capital share activity
Shares issued531,182—531,182540,000
Net increase in shares outstanding531,182—531,182540,000
Dividends declared per share$0.40 $0.20 $0.40 $0.20 
The accompanying notes are an integral part of these consolidated financial statements.

4
7Table of Contents
AG Twin Brook BDC, Inc.
Consolidated ScheduleStatements of Investments
As of September 30, 2021Cash Flows
(Amounts in thousands)
(Unaudited)


 
 
Company(1)(2)
 
 
 
Investment
 
Interest
Rate

 
Maturity
Date
 
Principal/
Par Amount(3)
  
Amortized
Cost(4)
  
Fair Value
  
Percentage
of Net
Assets
 
Investments - Continued    
             
Non-controlled/non-affiliated senior secured debt (5) - Continued    
             
Household durables    
             
Storm Smart Buyer LLC (13) First lien senior secured revolving loan L+6.00%
4/5/2026 $131  $(2) $(2)  (0.00)%
Storm Smart Buyer LLC (8)(9) First lien senior secured term loan L+6.00%
4/5/2026  919   902   904   0.72%
Trademark Global, LLC (13) First lien senior secured delayed draw term loan L+6.00%
7/30/2024  61   -   -   0.00%
Trademark Global, LLC (6) First lien senior secured revolving loan L+6.00%
7/30/2024  113   62   62   0.05%
Trademark Global, LLC (6) First lien senior secured term loan L+6.00%
7/30/2024  1,838   1,830   1,829   1.46%
     
       2,792   2,793   2.23%
Internet and direct marketing retail    
                 
Aquatic Sales Solutions, LLC (8) First lien senior secured revolving loan L+5.50%
12/18/2025 $150  $110  $110   0.09%
Aquatic Sales Solutions, LLC (8) First lien senior secured term loan L+5.50%
12/18/2025  1,364   1,339   1,342   1.07%
DealerOn Inc. (13) First lien senior secured revolving loan L+5.50%
11/19/2024  314   (4)  (3)  (0.00)%
DealerOn Inc. (9) First lien senior secured term loan L+5.50%
11/19/2024  1,618   1,593   1,603   1.28%
     
       3,038   3,052   2.43%
IT services    
                 
Data Source Intermediate Holdings, LLC (13) First lien senior secured revolving loan L+5.50%
2/11/2025 $123  $(2) $(2)  (0.00)%
Data Source Intermediate Holdings, LLC (8) First lien senior secured term loan L+5.50%
2/11/2025  826   815   816   0.65%
E-Phoenix Acquisition Co. Inc.  (13) First lien senior secured revolving loan L+5.75%
6/23/2027  75   (1)  (1)  (0.00)%
E-Phoenix Acquisition Co. Inc.  (8) First lien senior secured term loan L+5.75%
6/23/2027  1,448   1,431   1,434   1.14%
Legility, LLC (13) First lien senior secured revolving loan L+6.00%
12/17/2024  123   (2)  (1)  (0.00)%
Legility, LLC (6)(8) First lien senior secured term loan L+6.00%
12/17/2025  706   695   698   0.56%
Library Associates, LLC (13) First lien senior secured revolving loan L+7.00%
8/13/2023  127   (2)  (2)  (0.00)%
Library Associates, LLC (8) First lien senior secured term loan L+7.00%
8/13/2023  355   349   349   0.28%
     
       3,283   3,291   2.62%
Leisure equipment and products    
                 
MacNeill Pride Group Corp. (8) First lien senior secured delayed draw term loan L+6.50%
4/22/2026 $393  $258  $259   0.21%
MacNeill Pride Group Corp. (8) First lien senior secured revolving loan L+6.50%
4/22/2026  262   172   173   0.14%
MacNeill Pride Group Corp. (8) First lien senior secured term loan L+6.50%
4/22/2026  878   870   872   0.70%
Motis Brands, Inc. (13) First lien senior secured delayed draw term loan L+5.50%
8/31/2026  79   (2)  (2)  (0.00)%
Motis Brands, Inc. (8) First lien senior secured revolving loan L+5.50%
8/31/2026  9   8   8   0.01%
Motis Brands, Inc. (12) First lien senior secured revolving loan P+4.50%
8/31/2026  11   11   11   0.01%
Motis Brands, Inc. (8) First lien senior secured term loan L+5.50%
8/31/2026  598   586   586   0.47%
     
       1,903   1,907   1.52%
Life sciences tools and services    
                 
Aptitude Health Holdings, LLC (8) First lien senior secured revolving loan L+5.25%
5/3/2026 $267  $22  $22   0.02%
Aptitude Health Holdings, LLC (8) First lien senior secured term loan L+5.25%
5/3/2026  1,117   1,096   1,098   0.88%
     
       1,118   1,120   0.89%
Machinery    
                 
Abrasive Technology Intermediate, LLC (13) First lien senior secured revolving loan L+6.25%
4/30/2026 $173  $(3) $(3)  (0.00)%
Abrasive Technology Intermediate, LLC (9) First lien senior secured term loan L+6.25%
4/30/2026  947   929   931   0.74%
Industrial Dynamics Company, Ltd. (13)(16) First lien senior secured revolving loan L+6.00%
8/20/2024  141   (2)  (2)  (0.00)%
Industrial Dynamics Company, Ltd. (8) First lien senior secured term loan L+6.00%
8/20/2024  896   884   882   0.70%
     
       1,808   1,808   1.44%
Media    
                 
ALM Media, LLC (6)(18) First lien senior secured revolving loan L+6.50%
11/25/2024 $971  $83  $82   0.07%
ALM Media, LLC (8) First lien senior secured term loan L+6.50%
11/25/2024  2,653   2,610   2,611   2.08%
     
       2,693   2,693   2.15%
Metals and mining    
                 
Copperweld Group, Inc. (8)(7) First lien senior secured revolving loan L+5.50%
9/27/2024 $456  $221  $221   0.18%
Copperweld Group, Inc. (8) First lien senior secured term loan L+5.50%
9/27/2024  2,163   2,126   2,128   1.70%
     
       2,347   2,349   1.87%
Personal products    
                 
Cosmetic Solutions, LLC (13) First lien senior secured delayed draw term loan L+5.75%
10/17/2025 $366  $(5) $(5)  (0.00)%
Cosmetic Solutions, LLC (13) First lien senior secured revolving loan L+5.75%
10/17/2025  344   (5)  (5)  (0.00)%
Cosmetic Solutions, LLC (9) First lien senior secured term loan L+5.75%
10/17/2025  2,775   2,732   2,736   2.18%
     
       2,722   2,726   2.17%
Pharmaceuticals    
                 
Bio Agri Mix Holdings Inc. (13)(14) First lien senior secured revolving loan C+6.50%
7/23/2026 $105  $(2) $(2)  (0.00)%
Bio Agri Mix Holdings Inc. (11)(14) First lien senior secured term loan C+6.50%
7/23/2026  1,260   983   975   0.78%
Bio Agri Mix Holdings Inc. (13)(14) First lien senior secured revolving loan C+6.50%
7/23/2026  105   (2)  (2)  (0.00)%
Formulated Buyer, LLC (13) First lien senior secured delayed draw term loan L+5.25%
9/22/2026  300   (6)  (6)  (0.00)%
Formulated Buyer, LLC (13) First lien senior secured revolving loan L+5.25%
9/22/2026  188   (4)  (4)  (0.00)%
Formulated Buyer, LLC (8) First lien senior secured term loan L+5.25%
9/22/2026  1,244   1,219   1,219   0.97%
     
       2,188   2,180   1.74%
Real estate management and development    
                 
BBG Intermediate Holdings, Inc. (8)(19) First lien senior secured revolving loan L+6.00%
1/8/2026 $210  $41  $42   0.03%
BBG Intermediate Holdings, Inc. (8) First lien senior secured term loan L+6.00%
1/8/2026  1,671   1,642   1,644   1.31%
     
       1,683   1,686   1.34%
Semiconductors and semiconductor equipment    
                 
Altamira Material Solutions, LP (12) First lien senior secured revolving loan P+4.50%
9/2/2026 $38  $5  $5   0.00%
Altamira Material Solutions, LP (8) First lien senior secured term loan L+5.50%
9/2/2026  333   326   326   0.26%
     
       331   331   0.26%
Software    
                 
Affinitiv, Inc. (13) First lien senior secured revolving loan L+6.00%
8/26/2024 $248  $(2) $(1)  (0.00)%
Affinitiv, Inc. (8) First lien senior secured term loan L+6.00%
8/26/2024  2,328   2,300   2,317   1.85%
ShiftKey, LLC (6) First lien senior secured revolving loan L+6.00%
3/17/2026  187   91   91   0.07%
ShiftKey, LLC (8) First lien senior secured term loan L+6.00%
3/17/2026  938   925   927   0.74%
     
       3,314   3,334   2.66%
Specialty retail    
                 
Leonard Group, Inc. (13) First lien senior secured revolving loan L+6.00%
2/26/2026 $197  $(3) $(3)  (0.00)%
Leonard Group, Inc. (8)(10) First lien senior secured term loan L+6.00%
2/26/2026  1,259   1,236   1,238   0.99%
     
       1,233   1,235   0.98%
Textiles, apparel and luxury goods    
                 
Lakeshirts LLC (13) First lien senior secured delayed draw term loan L+4.75%
12/23/2025 $398  $(5) $(7)  (0.01)%
Lakeshirts LLC (8) First lien senior secured revolving loan L+4.75%
12/23/2024  398   128   128   0.10%
Lakeshirts LLC (8) First lien senior secured term loan L+4.75%
12/23/2024  1,569   1,550   1,542   1.23%
     
       1,673   1,663   1.33%






Six Months Ended
June 30, 2022		Six Months Ended
June 30, 2021
Cash flows from operating activities
Net increase (decrease) in net assets resulting from operations$5,184 $3,002 
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash used in operating activities:
Net realized (gain) loss on investments(57)(94)
Net change in unrealized (appreciation) depreciation on investments(1,006)(1,027)
Net change in unrealized (appreciation) depreciation on foreign currency forward contracts— (4)
Net accretion on debt instruments(357)(204)
Net paydown gain on debt instruments(93)(103)
Interest received in-kind(25)(7)
Purchases and drawdowns of investments(42,140)(34,931)
Proceeds from sales and paydowns of investments23,020 17,813 
Amortization of deferred financing costs47 109 
Change in operating assets and liabilities:
(Increase) decrease in interest receivable— (37)
(Increase) decrease in prepaid expenses124 (158)
Increase (decrease) in accrued expenses and other liabilities payable to affiliate32 83 
Increase (decrease) in management fees payable58 33 
Increase (decrease) in income incentive fees payable97 108 
Increase (decrease) in deferred income(13)(12)
Increase (decrease) in interest payable(7)(13)
Net cash used in operating activities(15,136)(15,442)
Cash flows from financing activities
Proceeds from issuance of common shares10,800 10,800 
Dividends paid(3,643)(2,160)
Borrowings on subscription facility— 3,100 
Payments on subscription facility— (2,400)
Payments for deferred financing costs— (23)
Net cash provided by (used in) financing activities7,157 9,317 
Net change in cash(7,979)(6,125)
Cash
Cash, beginning of period27,711 10,320 
Cash, end of period$19,732 $4,195 
Supplemental and non-cash information
Cash paid during the period for interest$15 $28 
Dividend payable$1,934 $— 
The accompanying notes are an integral part of these consolidated financial statements.

5

8Table of Contents

AG Twin Brook BDC, Inc.
Consolidated Schedule of Investments
As of SeptemberJune 30, 2021
(Amounts in thousands)2022
(Unaudited)

Company(1)(2) 
 
 
Investment
 
 
Interest
Rate

 
Maturity
Date
 
 
Principal/
Par Amount(3)
  
 
Amortized
Cost(4)
  
 
 
Fair Value
  
Percentage
of Net
Assets
 
Investments - Continued    
             
Non-controlled/non-affiliated senior secured debt (5) - Continued
    
             
Trading companies and distributor                  
AFC Industries, Inc. (8)(9) First lien senior secured delayed draw term loan L+6.25%
4/9/2027 
$
356
  $169  $170   0.14%
AFC Industries, Inc. (9)(20) First lien senior secured revolving loan L+6.25%
10/9/2026  34   33   33   0.03 %
AFC Industries, Inc. (12)(20) First lien senior secured revolving loan P+5.25%
10/9/2026  28   28   28   0.02 %
AFC Industries, Inc. (9) First lien senior secured term loan L+6.25%
4/9/2027  690   680   681   0.54 %
Banner Buyer, LLC (6) First lien senior secured delayed draw term loan L+5.75%
10/31/2025  1,045   565   571   0.46 %
Banner Buyer, LLC (6) First lien senior secured revolving loan L+5.75%
10/31/2025  370   20   22   0.02 %
Banner Buyer, LLC (6) First lien senior secured term loan L+5.75%
10/31/2025  1,389   1,370   1,378   1.10 %
Empire Equipment Company, LLC (13) First lien senior secured delayed draw term loan L+5.50%
1/17/2025  941   (14)  (28)  (0.02) %
Empire Equipment Company, LLC (13) First lien senior secured revolving loan L+5.50%
1/17/2025  439   (7)  (13)  (0.01) %
Empire Equipment Company, LLC (9) First lien senior secured term loan L+5.50%
1/17/2025  1,291   1,270   1,250   1.00 %
Montway LLC (13) First lien senior secured delayed draw term loan L+6.25%
11/4/2025  675   (12)  (12)  (0.01)%
Montway LLC (13) First lien senior secured revolving loan L+6.25%
11/4/2025  150   (3)  (3)  (0.00)%
Montway LLC (8) First lien senior secured term loan L+6.25%
11/4/2025  725   711   712   0.57%
Shearer Supply, LLC (13) First lien senior secured revolving loan L+5.50%
9/17/2027  113   (2)  (2)  (0.00)%
Shearer Supply, LLC (8) First lien senior secured term loan L+5.50%
9/17/2027  813   796   796   0.63 %
Triad Technologies, LLC (13) First lien senior secured revolving loan L+4.75%
10/31/2025  314   (4)  (3)  (0.00)%
Triad Technologies, LLC (9) First lien senior secured term loan L+4.75%
10/31/2025  943   930   934   0.74%
     
       6,530   6,514   5.19%
Water utilities    
                 
Diamondback Buyer, LLC (7) First lien senior secured revolving loan L+5.50%
7/22/2026 
$
75
  $6  $6   0.00%
Diamondback Buyer, LLC (8)(9) First lien senior secured term loan L+5.50%
7/22/2026  857   840   844   0.67%
     
       846   850   0.68%
Total non-controlled/non-affiliated senior secured debt    
      $105,693  $105,645   84.24 %
     
                 
Non-controlled/non-affiliated sponsor subordinated note    
                 
Trading companies and distributors    
                 
Empire Equipment Company, LLC Sponsor subordinated note 12.50% + 7.00% PIK
7/17/2025     $10  $10   0.01%
Shearer Supply, LLC Sponsor subordinated note 12.50% + 7.00% PIK
3/17/2028      5   5   0.00 %
Total non-controlled/non-affiliated sponsor subordinated note    
       15   15   0.01 %
Total non-controlled/non-affiliated investments    
      $105,708  $105,660   84.25 %
     
                 
Non-controlled/affiliated investments    
                 
Multisector holdings    
                 
Twin Brook Equity Holdings, LLC (23) Equity - 1.84% membership interest  
      $4,444  $5,736   4.57 %
Total non-controlled/affiliated investments    
      $4,444  $5,736   4.57 %
Total investments    
      $110,152  $111,396   88.82 %


Company(1)(2)
InvestmentReference
Rate
 and Spread		Interest
Rate		Maturity
 Date
Principal/
Par Amount(3)
Amortized
Cost(4)
Fair
 Value		Percentage
of Net Assets
Investments
Non-controlled/non-affiliated senior secured debt (5)
Aerospace and defense
Mattco Forge, Inc.(6)
First lien senior secured revolving loanL + 7.25%9.50 %12/6/2024$506 $(6)$(22)(0.01)%
Mattco Forge, Inc.First lien senior secured term loanL + 7.25%9.50 %12/6/20242,179 2,148 2,086 1.06 %
     2,142 2,064 1.05 %
Air Freight & Logistics
Load One Purchaser Corporation (6)
First lien senior secured delayed draw term loanS + 6.00%8.21 %6/21/2024150 $(3)$(3)0.00 %
Load One Purchaser CorporationFirst lien senior secured revolving loanS + 6.00%8.21 %6/21/202875 9 9 0.00 %
Load One Purchaser CorporationFirst lien senior secured term loanS + 6.00%8.21 %6/21/2028815 798 798 0.41 %
804 804 0.41 %
Auto components       
AvCarb, LLCFirst lien senior secured delayed draw term loanL + 6.00%8.25 %11/12/2026$666 $56 $56 0.03 %
AvCarb, LLCFirst lien senior secured revolving loanL + 6.00%8.25 %11/12/202638 3 3 0.00 %
AvCarb, LLCFirst lien senior secured term loanL + 6.00%8.25 %11/12/2026497 488 489 0.25 %
CCG Acquisition, Inc. (6)
First lien senior secured revolving loanS + 6.00%8.32 %5/17/202719 — — 0.00 %
CCG Acquisition, Inc.First lien senior secured term loanS + 6.00%8.32 %5/17/2027427 421 421 0.21 %
Raneys, LLC (6)
First lien senior secured revolving loanP + 4.75%9.50 %6/7/202738 (1)(1)0.00 %
Raneys, LLCFirst lien senior secured term loanP + 4.75%9.50 %6/7/2027423 414 414 0.21 %
Vehicle Accessories, Inc.First lien senior secured revolving loanP + 4.50%8.00 %11/30/202638 24 24 0.01 %
Vehicle Accessories, Inc.First lien senior secured term loanS + 5.75%8.07 %11/30/20261,675 1,663 1,667 0.85 %
     3,068 3,073 1.56 %
Chemicals       
AM Buyer, LLC(6)
First lien senior secured revolving loanL + 6.75%9.00 %5/1/2025$111 $(2)$(1)0.00 %
AM Buyer, LLCFirst lien senior secured term loanL + 6.75%9.00 %5/1/2025476 469 471 0.24 %
Answer Acquisition, LLC (6)
First lien senior secured revolving loanL + 5.75%8.00 %12/30/202638 (1)(1)0.00 %
Answer Acquisition, LLCFirst lien senior secured term loanL + 5.75%8.00 %12/30/20261,707 1,676 1,679 0.86 %
SASE Company, LLC(6)
First lien senior secured revolving loanS + 6.00%8.32 %11/15/202638 (1)(1)0.00 %
SASE Company, LLCFirst lien senior secured term loanS + 6.00%8.32 %11/15/20261,622 1,593 1,596 0.81 %
Teel Plastics, LLC(6)
First lien senior secured revolving loanL + 5.00%6.67 %1/24/2025324 (3)(3)0.00 %
Teel Plastics, LLCFirst lien senior secured term loanL + 5.00%6.67 %1/24/20251,805 1,785 1,789 0.91 %
USALCO, LLCFirst lien senior secured revolving loanL + 6.00%8.25 %10/19/2026100 47 47 0.02 %
USALCO, LLCFirst lien senior secured term loanL + 6.00%8.25 %10/19/20271,894 1,876 1,881 0.96 %
     7,439 7,457 3.80 %
Commercial services and supplies       
Alliance Environmental Group, LLCFirst lien senior secured delayed draw term loanL + 6.00%7.63 %12/30/2023$75 $53 $53 0.03 %
(1) Unless otherwise indicated, all investments
The accompanying notes are considered Level 3 investments.an integral part of these consolidated financial statements
(2) 6
Table of Contents
AG Twin Brook BDC, Inc.
Consolidated Schedule of Investments
As of June 30, 2022
(Unaudited)
Company(1)(2)
InvestmentReference
Rate
 and Spread		Interest
Rate		Maturity
 Date
Principal/
Par Amount(3)
Amortized
Cost(4)
Fair
 Value		Percentage
of Net Assets
Alliance Environmental Group, LLCFirst lien senior secured revolving loanL + 6.00%7.63 %12/30/202738 16 16 0.01 %
Alliance Environmental Group, LLCFirst lien senior secured term loanL + 6.00%7.63 %12/30/20271,458 1,431 1,434 0.73 %
Edko Acquisition, LLCFirst lien senior secured revolving loanS + 5.75%8.07 %6/25/202638 7 7 0.00 %
Edko Acquisition, LLCFirst lien senior secured term loanS + 5.75%8.07 %6/25/20261,145 1,124 1,128 0.57 %
Franchise Fastlane, LLCFirst lien senior secured revolving loanS + 5.50%7.14 %5/2/202715 7 7 0.00 %
Franchise Fastlane, LLCFirst lien senior secured term loanS + 5.50%7.14 %5/2/20271,176 1,153 1,153 0.59 %
Gold Medal Holdings, Inc.(17)
First lien senior secured revolving loanS + 7.00%9.32 %3/17/202750 14 15 0.01 %
Gold Medal Holdings, Inc.First lien senior secured term loanS + 7.00%9.32 %3/17/2027722 711 715 0.36 %
Green Monster Acquisition, LLCFirst lien senior secured revolving loanL + 5.50%7.75 %12/28/202638 7 7 0.00 %
Green Monster Acquisition, LLCFirst lien senior secured term loanL + 5.50%7.75 %12/28/20261,182 1,161 1,162 0.59 %
HLSG Intermediate, LLC(6)
First lien senior secured delayed draw term loanS + 6.25%7.74 %3/31/202896 (1)— 0.00 %
HLSG Intermediate, LLCFirst lien senior secured revolving loanS + 6.25%7.74 %3/31/202860 15 15 0.01 %
HLSG Intermediate, LLCFirst lien senior secured term loanS + 6.25%7.74 %3/31/20281,009 997 999 0.51 %
Nimlok Company, LLC (6)(10)
First lien senior secured revolving loanS + 6.25%7.89 %11/27/2024320 (4)(4)0.00 %
Nimlok Company, LLCFirst lien senior secured term loanS + 6.25%7.89 %11/27/20252,692 2,649 2,652 1.35 %
Steel City Wash, LLCFirst lien senior secured delayed draw term loanS + 6.00%8.32 %12/27/2026143 107 107 0.05 %
Steel City Wash, LLC(6)
First lien senior secured revolving loanS + 6.00%8.32 %12/27/202638 (1)(1)0.00 %
Steel City Wash, LLCFirst lien senior secured term loanS + 6.00%8.32 %12/27/2026798 783 785 0.40 %
     10,229 10,250 5.21 %
Construction and engineering       
BCI Burke Holding Corp.(6)
First lien senior secured delayed draw term loanL + 5.75%7.32 %12/14/2027$132 $(2)$(2)0.00 %
BCI Burke Holding Corp.First lien senior secured revolving loanL + 5.75%7.32 %12/14/202779 2 2 0.00 %
BCI Burke Holding Corp.First lien senior secured term loanL + 5.75%7.32 %12/14/2027912 900 902 0.46 %
CPS HVAC Group, LLC(6)
First lien senior secured delayed draw term loanL + 6.75%9.00 %12/15/2026150 (3)(2)0.00 %
CPS HVAC Group, LLC(6)
First lien senior secured revolving loanL + 6.75%9.00 %12/15/202638 (1)(1)0.00 %
CPS HVAC Group, LLCFirst lien senior secured term loanL + 6.75%9.00 %12/15/2026273 268 269 0.14 %
Domino Equipment Company, LLC(6)
First lien senior secured revolving loanS + 6.25%8.57 %4/1/202679 (1)(1)0.00 %
Domino Equipment Company, LLCFirst lien senior secured term loanS + 6.25%8.57 %4/1/2026578 567 568 0.29 %
Highland Acquisition, Inc. (6)
First lien senior secured revolving loanS + 5.50%7.82 %3/9/202730 (1)(1)0.00 %
Highland Acquisition, Inc.First lien senior secured term loanS + 5.50%7.82 %3/9/2027942 924 925 0.47 %
     2,653 2,659 1.36 %
Containers and packaging       
Innovative FlexPak, LLCFirst lien senior secured revolving loanL + 7.00%9.25 %1/23/2025$627 $275 $268 0.14 %
Innovative FlexPak, LLCFirst lien senior secured term loanL + 7.00%9.25 %1/23/20252,633 2,597 2,576 1.31 %
Jansy Packaging, LLC(6)
First lien senior secured revolving loanS + 6.00%7.29 %9/30/2023470 (4)— 0.00 %
Jansy Packaging, LLCFirst lien senior secured term loanS + 6.00%7.29 %9/30/20231,125 1,110 1,125 0.57 %
MRC Keeler Acquisition, LLC(6)
First lien senior secured delayed draw term loanL + 5.75%8.00 %12/4/2025150 (2)(2)0.00 %
The accompanying notes are an integral part of these consolidated financial statements
7
Table of Contents
AG Twin Brook BDC, Inc.
Consolidated Schedule of Investments
As of June 30, 2022
(Unaudited)
Company(1)(2)
InvestmentReference
Rate
 and Spread		Interest
Rate		Maturity
 Date
Principal/
Par Amount(3)
Amortized
Cost(4)
Fair
 Value		Percentage
of Net Assets
MRC Keeler Acquisition, LLC(6)
First lien senior secured revolving loanL + 5.75%8.00 %12/4/2025150 (2)(2)0.00 %
MRC Keeler Acquisition, LLCFirst lien senior secured term loanL + 5.75%8.00 %12/4/2025952 938 939 0.48 %
Vanguard Packaging, LLCFirst lien senior secured revolving loanL + 5.25%7.50 %8/9/2024535 50 48 0.02 %
Vanguard Packaging, LLCFirst lien senior secured term loanL + 5.25%7.50 %8/9/20241,199 1,191 1,188 0.61 %
     6,153 6,140 3.13 %
Distributors       
RTP Acquisition, LLC(6)
First lien senior secured revolving loanL + 6.50%8.75 %8/17/2026$38 $(1)$(1)0.00 %
RTP Acquisition, LLCFirst lien senior secured term loanL + 6.50%8.75 %8/17/2026534 525 525 0.27 %
     524 524 0.27 %
Diversified consumer services       
50Floor, LLC(6)
First lien senior secured revolving loanL + 5.75%8.00 %12/31/2025$199 $(3)$(3)0.00 %
50Floor, LLCFirst lien senior secured term loanL + 5.75%8.00 %12/31/2026953 938 940 0.48 %
Groundworks Operations, LLCFirst lien senior secured delayed draw term loanL + 5.00%6.67 %1/17/20261,875 1,818 1,825 0.93 %
Groundworks Operations, LLC(6)
First lien senior secured revolving loanL + 5.00%6.67 %1/17/2026387 (4)(3)0.00 %
Groundworks Operations, LLCFirst lien senior secured term loanL + 5.00%6.67 %1/17/20262,491 2,460 2,473 1.26 %
Home Brands Group Holdings, Inc.(6)
First lien senior secured revolving loanL + 5.00%6.67 %11/8/202648 (1)(1)0.00 %
Home Brands Group Holdings, Inc.First lien senior secured term loanL + 5.00%6.67 %11/8/20262,020 1,984 1,988 1.01 %
ISSA, LLCFirst lien senior secured revolving loanL + 6.00%8.10 %3/1/2027131 37 37 0.02 %
ISSA, LLCFirst lien senior secured term loanL + 6.00%8.10 %3/1/2027927 911 913 0.47 %
Juniper Landscaping Holdings LLC(6)
First lien senior secured delayed draw term loanL + 6.00%8.25 %12/29/202688 (1)(1)0.00 %
Juniper Landscaping Holdings LLC(6)(16)
First lien senior secured revolving loanL + 6.00%8.25 %12/29/202644 (1)(1)0.00 %
Juniper Landscaping Holdings LLCFirst lien senior secured term loanL + 6.00%8.25 %12/29/20261,320 1,299 1,301 0.66 %
Kalkomey Enterprises, LLCFirst lien senior secured revolving loanL + 6.75%9.00 %4/24/202577 30 30 0.02 %
Kalkomey Enterprises, LLCFirst lien senior secured term loanL + 6.75%9.00 %4/24/20261,055 1,036 1,042 0.53 %
PPW Acquisition, LLCFirst lien senior secured revolving loanL + 6.25%7.92 %9/30/202638 5 5 0.00 %
PPW Acquisition, LLCFirst lien senior secured term loanL + 6.25%7.92 %9/30/2026608 597 598 0.30 %
United Land Services Opco Parent, LLCFirst lien senior secured delayed draw term loanL + 6.00%8.25 %3/23/20261,072 511 512 0.26 %
United Land Services Opco Parent, LLCFirst lien senior secured revolving loanL + 6.00%8.25 %3/23/2026131 83 83 0.04 %
United Land Services Opco Parent, LLCFirst lien senior secured term loanL + 6.00%8.25 %3/23/2026304 299 300 0.15 %
     11,998 12,038 6.13 %
Electrical equipment       
AEP Passion Intermediate Holdings, Inc.First lien senior secured delayed draw term loanL + 5.50%7.02 %10/5/2027$72 $28 $28 0.01 %
AEP Passion Intermediate Holdings, Inc.First lien senior secured revolving loanL + 5.50%7.02 %10/5/202748 23 23 0.01 %
AEP Passion Intermediate Holdings, Inc.First lien senior secured term loanL + 5.50%7.02 %10/5/20271,287 1,270 1,272 0.65 %
     1,321 1,323 0.67 %
The accompanying notes are an integral part of these consolidated financial statements
8
Table of Contents
AG Twin Brook BDC, Inc.
Consolidated Schedule of Investments
As of June 30, 2022
(Unaudited)
Company(1)(2)
InvestmentReference
Rate
 and Spread		Interest
Rate		Maturity
 Date
Principal/
Par Amount(3)
Amortized
Cost(4)
Fair
 Value		Percentage
of Net Assets
Electronic equipment, instruments and components
Advanced Lighting Acquisition, LLC(6)
First lien senior secured revolving loanS + 5.50%7.14 %11/22/2025$324 $(4)$(3)0.00 %
Advanced Lighting Acquisition, LLCFirst lien senior secured term loanS + 5.50%7.14 %11/22/20251,304 1,287 1,294 0.66 %
Nelson Name Plate CompanyFirst lien senior secured delayed draw term loanL + 5.50%7.17 %10/18/2026119 102 103 0.05 %
Nelson Name Plate CompanyFirst lien senior secured revolving loanL + 5.50%7.17 %10/18/202690 15 15 0.01 %
Nelson Name Plate CompanyFirst lien senior secured term loanL + 5.50%7.17 %10/18/2026772 759 760 0.39 %
     2,159 2,169 1.11 %
Food and staples retailing       
Engelman Baking Co., LLCFirst lien senior secured revolving loanL + 6.25%7.92 %2/28/2025$207 $30 $30 0.02 %
Engelman Baking Co., LLCFirst lien senior secured term loanL + 6.25%7.92 %2/28/2025717 703 704 0.36 %
Mad Rose Company, LLC (6)(15)
First lien senior secured revolving loanL + 6.50%7.79 %5/7/2026119 34 35 0.02 %
Mad Rose Company, LLCFirst lien senior secured term loanL + 6.50%7.79 %5/7/2026935 919 922 0.47 %
Main Street Gourmet, LLC(6)
First lien senior secured delayed draw term loanL + 5.75%8.00 %11/10/2025666 (8)(7)0.00 %
Main Street Gourmet, LLCFirst lien senior secured revolving loanL + 5.75%8.00 %11/10/202538 18 18 0.01 %
Main Street Gourmet, LLCFirst lien senior secured term loanL + 5.75%8.00 %11/10/20251,127 1,112 1,114 0.57 %
NutriScience Innovations, LLC (6)(15)
First lien senior secured revolving loanL + 7.00%9.25 %4/21/2026131 (2)(2)0.00 %
NutriScience Innovations, LLCFirst lien senior secured term loanL + 7.00%9.25 %4/21/2026479 472 472 0.24 %
Qin's Buffalo, LLC (6)
First lien senior secured delayed draw term loanS + 5.75%8.07 %5/5/202475 (1)(1)0.00 %
Qin's Buffalo, LLCFirst lien senior secured revolving loanS + 5.75%8.07 %5/5/202738 7 7 0.00 %
Qin's Buffalo, LLCFirst lien senior secured term loanS + 5.75%8.07 %5/5/2027539 528 528 0.27 %
SCP Beverage Buyer, LLCFirst lien senior secured revolving loanL + 6.00%8.25 %11/24/202638 14 14 0.01 %
SCP Beverage Buyer, LLCFirst lien senior secured term loanL + 6.00%8.25 %11/24/2026414 407 407 0.21 %
     4,233 4,241 2.18 %
Food products       
Icelandirect, LLCFirst lien senior secured revolving loanL + 6.00%8.25 %7/30/2026$38 $24 $24 0.01 %
Icelandirect, LLCFirst lien senior secured term loanL + 6.00%8.25 %7/30/2026688 676 677 0.34 %
Starwest Botanicals Acquisition, LLCFirst lien senior secured revolving loanL + 5.25%7.50 %4/30/2027174 128 128 0.07 %
Starwest Botanicals Acquisition, LLCFirst lien senior secured term loanL + 5.25%7.50 %4/30/2027811 799 801 0.41 %
     1,627 1,630 0.83 %
Gas utilities       
Hydromax USA, LLCFirst lien senior secured delayed draw term loanL + 6.25%7.92 %12/30/2026$112 $111 $111 0.06 %
Hydromax USA, LLCFirst lien senior secured revolving loanL + 6.25%7.92 %12/30/2026228 156 157 0.08 %
Hydromax USA, LLCFirst lien senior secured term loanL + 6.25%7.92 %12/30/20261,241 1,223 1,225 0.62 %
     1,490 1,493 0.76 %
Health care equipment and supplies       
626 Holdings Equity, LLCFirst lien senior secured delayed draw term loanS + 5.50%6.65 %2/14/2028$315 $92 $92 0.05 %
The accompanying notes are an integral part of these consolidated financial statements
9
Table of Contents
AG Twin Brook BDC, Inc.
Consolidated Schedule of Investments
As of June 30, 2022
(Unaudited)
Company(1)(2)
InvestmentReference
Rate
 and Spread		Interest
Rate		Maturity
 Date
Principal/
Par Amount(3)
Amortized
Cost(4)
Fair
 Value		Percentage
of Net Assets
626 Holdings Equity, LLC(6)
First lien senior secured revolving loanS + 5.50%6.65 %2/14/202775 (1)(1)0.00 %
626 Holdings Equity, LLCFirst lien senior secured term loanS + 5.50%6.65 %2/14/2028888 871 873 0.44 %
EMSAR Acquisition LLCFirst lien senior secured delayed draw term loanL + 6.50%7.99 %3/30/2026665 207 208 0.11 %
EMSAR Acquisition LLCFirst lien senior secured revolving loanL + 6.50%7.99 %3/30/2026134 91 92 0.05 %
EMSAR Acquisition LLCFirst lien senior secured term loanL + 6.50%7.99 %3/30/2026641 631 632 0.32 %
Reliable Medical Supply LLCFirst lien senior secured delayed draw term loanL + 7.00%8.40 %4/8/202567 53 53 0.03 %
Reliable Medical Supply LLCFirst lien senior secured revolving loanL + 7.00%8.40 %4/8/2025138 39 40 0.02 %
Reliable Medical Supply LLCFirst lien senior secured term loanL + 7.00%8.40 %4/8/2025755 740 745 0.38 %
SCA Buyer, LLCFirst lien senior secured delayed draw term loanL + 6.00%8.25 %1/20/2026397 215 218 0.11 %
SCA Buyer, LLCFirst lien senior secured revolving loanL + 6.00%8.25 %1/20/2026133 77 78 0.04 %
SCA Buyer, LLCFirst lien senior secured term loanL + 6.00%8.25 %1/20/2026760 744 750 0.38 %
Spectrum Solutions, LLC(6)
First lien senior secured revolving loanL + 6.00%7.67 %3/5/2026267 (4)(9)0.00 %
Spectrum Solutions, LLCFirst lien senior secured term loanL + 6.00%7.67 %3/5/2026652 642 631 0.32 %
     4,397 4,402 2.26 %
Health care providers and services       
Agility Intermediate, Inc.(6)
First lien senior secured delayed draw term loanL + 6.50%9.38 %4/15/2026$401 $(6)$(6)0.00 %
Agility Intermediate, Inc.First lien senior secured revolving loanL + 6.50%9.38 %4/15/2026134 25 25 0.01 %
Agility Intermediate, Inc.First lien senior secured term loanL + 6.50%9.38 %4/15/2026243 239 240 0.12 %
Apex Dental Partners, LLCFirst lien senior secured delayed draw term loanS + 6.50%8.14 %11/23/2025560 438 438 0.22 %
Apex Dental Partners, LLCFirst lien senior secured revolving loanP + 5.50%10.25 %11/23/2025150 35 35 0.02 %
Apex Dental Partners, LLCFirst lien senior secured term loanS + 6.50%8.14 %11/23/2025625 615 615 0.31 %
ASC Ortho Management, LLCFirst lien senior secured delayed draw term loanL + 6.00%8.25 %12/31/2026360 17 17 0.01 %
ASC Ortho Management, LLC(6)
First lien senior secured revolving loanL + 6.00%8.25 %12/31/202638 (1)(1)0.00 %
ASC Ortho Management, LLCFirst lien senior secured term loanL + 6.00%8.25 %12/31/2026521 512 513 0.26 %
ASP Global Acquisition, LLCFirst lien senior secured delayed draw term loanL + 6.00%8.25 %1/21/2025680 673 655 0.33 %
ASP Global Acquisition, LLC (6)
First lien senior secured revolving loanL + 6.00%8.25 %1/21/2025485 (5)(18)(0.01)%
ASP Global Acquisition, LLCFirst lien senior secured term loanL + 6.00%8.25 %1/21/20252,788 2,753 2,688 1.37 %
Beacon Oral Specialists Management LLCFirst lien senior secured delayed draw term loanS + 6.00%7.00 %12/14/2025842 763 765 0.39 %
Beacon Oral Specialists Management LLCFirst lien senior secured revolving loanS + 6.00%7.00 %12/14/2025188 69 69 0.04 %
Beacon Oral Specialists Management LLCFirst lien senior secured term loanS + 6.00%7.00 %12/14/2025947 932 935 0.48 %
Behavior Frontiers, LLC(13)
First lien senior secured revolving loanS + 7.50%9.82 %5/21/202638 18 16 0.01 %
Behavior Frontiers, LLCFirst lien senior secured term loanS + 7.50%9.82 %5/21/2026655 643 603 0.31 %
Benefit Plan Administrators of Eau Claire, LLC (6)First lien senior secured delayed draw term loanS + 5.50%7.23 %6/7/2024188 (3)(3)0.00 %
Benefit Plan Administrators of Eau Claire, LLC (6)First lien senior secured revolving loanS + 5.50%7.23 %6/7/202638 (1)(1)0.00 %
Benefit Plan Administrators of Eau Claire, LLCFirst lien senior secured term loanS + 5.50%7.23 %6/7/2026828 815 815 0.42 %
Brightview, LLC(6)
First lien senior secured delayed draw term loanL + 5.75%8.00 %12/14/2026107 (2)(1)0.00 %
Brightview, LLC(6)
First lien senior secured revolving loanL + 5.75%8.00 %12/14/202652 (1)— 0.00 %
The accompanying notes are an integral part of these consolidated financial statements
10
Table of Contents
AG Twin Brook BDC, Inc.
Consolidated Schedule of Investments
As of June 30, 2022
(Unaudited)
Company(1)(2)
InvestmentReference
Rate
 and Spread		Interest
Rate		Maturity
 Date
Principal/
Par Amount(3)
Amortized
Cost(4)
Fair
 Value		Percentage
of Net Assets
Brightview, LLCFirst lien senior secured term loanL + 5.75%8.00 %12/14/2026696 686 689 0.35 %
Canadian Orthodontic Partners Corp.(7)
First lien senior secured delayed draw term loanC + 7.00%9.68 %3/19/2026C$499 210 201 0.10 %
Canadian Orthodontic Partners Corp.(7)
First lien senior secured revolving loanC + 7.00%9.68 %3/19/2026C$267 204 199 0.10 %
Canadian Orthodontic Partners Corp.(7)
First lien senior secured term loanC + 7.00%9.68 %3/19/2026C$225 176 170 0.09 %
Canadian Orthodontic Partners Corp.(7)
First lien senior secured revolving loanC + 7.00%9.68 %3/19/2026107 105 103 0.05 %
Community Care Partners, LLCFirst lien senior secured delayed draw term loanS + 5.75%7.39 %6/10/2026258 163 166 0.08 %
Community Care Partners, LLC(6)
First lien senior secured revolving loanS + 5.75%7.39 %6/10/202675 (1)(1)0.00 %
Community Care Partners, LLCFirst lien senior secured term loanS + 5.75%7.39 %6/10/20261,280 1,263 1,269 0.65 %
Dermatology Medical Partners OpCo, LLCFirst lien senior secured delayed draw term loanL + 6.50%8.75 %10/29/202697 12 12 0.01 %
Dermatology Medical Partners OpCo, LLCFirst lien senior secured revolving loanL + 6.50%8.75 %10/29/202638 16 16 0.01 %
Dermatology Medical Partners OpCo, LLCFirst lien senior secured term loanL + 6.50%8.75 %10/29/2026322 317 317 0.16 %
EH Management Company, LLC(6)
First lien senior secured revolving loanS + 5.50%7.82 %7/15/202638 (1)(1)0.00 %
EH Management Company, LLCFirst lien senior secured term loanS + 5.50%7.82 %7/15/2026975 958 960 0.49 %
Geriatric Medical and Surgical Supply, LLC(6)
First lien senior secured revolving loanS + 6.00%8.32 %12/21/2025300 (5)(5)0.00 %
Geriatric Medical and Surgical Supply, LLCFirst lien senior secured term loanS + 6.00%8.32 %12/21/2025948 932 933 0.48 %
Golden Bear PT Partners, LLCFirst lien senior secured delayed draw term loanS + 7.75%10.07 %10/22/2026333 166 165 0.08 %
Golden Bear PT Partners, LLC(6)First lien senior secured revolving loanS + 7.75%10.07 %10/22/202638 (1)(1)0.00 %
Golden Bear PT Partners, LLCFirst lien senior secured term loanS + 7.75%10.07 %10/22/20261,544 1,507 1,499 0.71 %
Guardian Dentistry Practice Management, LLCFirst lien senior secured delayed draw term loanL + 6.00%7.67 %12/14/2023388 335 336 0.17 %
Guardian Dentistry Practice Management, LLC(6)
First lien senior secured revolving loanL + 6.00%7.67 %8/20/202623 — — 0.00 %
Guardian Dentistry Practice Management, LLCFirst lien senior secured term loanL + 6.00%7.67 %8/20/2026523 515 516 0.26 %
IPC Pain Acquistion, LLC (6)First lien senior secured delayed draw term loanS + 6.00%7.64 %5/19/2024278 (4)(4)0.00 %
IPC Pain Acquistion, LLC (6)First lien senior secured revolving loanS + 6.00%7.64 %5/19/202725 — — 0.00 %
IPC Pain Acquistion, LLCFirst lien senior secured term loanS + 6.00%7.64 %5/19/2027178 175 175 0.09 %
Network Partners Acquisition, LLC(6)
First lien senior secured delayed draw term loanL + 6.00%8.25 %12/30/2026113 (2)(2)0.00 %
Network Partners Acquisition, LLC(6)
First lien senior secured revolving loanL + 6.00%8.25 %12/30/202638 (1)(1)0.00 %
Network Partners Acquisition, LLCFirst lien senior secured term loanL + 6.00%8.25 %12/30/2026394 387 388 0.20 %
Novum Orthopedic Partners Management, LLC(6)
First lien senior secured delayed draw term loanL + 5.25%6.75 %12/29/2027143 (2)(1)0.00 %
Novum Orthopedic Partners Management, LLC(6)
First lien senior secured revolving loanL + 5.25%6.75 %12/29/202648 (1)(1)0.00 %
Novum Orthopedic Partners Management, LLCFirst lien senior secured term loanL + 5.25%6.75 %12/29/20271,035 1,015 1,019 0.52 %
Peak Dental Services, LLCFirst lien senior secured delayed draw term loanS + 6.50%8.82 %5/2/2024887 521 522 0.27 %
Peak Dental Services, LLCFirst lien senior secured revolving loanS + 6.50%8.82 %12/31/2025133 24 25 0.01 %
Peak Dental Services, LLCFirst lien senior secured term loanS + 6.50%8.82 %12/31/2025588 578 580 0.30 %
Peak Investment Holdings, LLCFirst lien senior secured delayed draw term loanL + 6.50%8.17 %12/6/2024603 12 5 0.00 %
Peak Investment Holdings, LLC(6)
First lien senior secured revolving loanL + 6.50%8.17 %12/6/2024324 (3)(7)0.00 %
Peak Investment Holdings, LLCFirst lien senior secured term loanL + 6.50%8.17 %12/6/20241,294 1,279 1,266 0.64 %
Pentec Acquisition Corp.(6)
First lien senior secured revolving loanL + 6.00%7.67 %10/8/202675 (1)(1)0.00 %
The accompanying notes are an integral part of these consolidated financial statements
11
Table of Contents
AG Twin Brook BDC, Inc.
Consolidated Schedule of Investments
As of June 30, 2022
(Unaudited)
Company(1)(2)
InvestmentReference
Rate
 and Spread		Interest
Rate		Maturity
 Date
Principal/
Par Amount(3)
Amortized
Cost(4)
Fair
 Value		Percentage
of Net Assets
Pentec Acquisition Corp.First lien senior secured term loanL + 6.00%7.67 %10/8/20261,001 984 992 0.51 %
Revival Animal Health, LLC(6)
First lien senior secured revolving loanS + 6.50%8.82 %4/6/2026131 (2)(2)0.00 %
Revival Animal Health, LLCFirst lien senior secured term loanS + 6.50%8.82 %4/6/20261,026 1,009 1,012 0.52 %
RQM Buyer, Inc.(6)
First lien senior secured delayed draw term loanL + 5.75%6.75 %8/12/202684 (1)(1)0.00 %
RQM Buyer, Inc.(6)
First lien senior secured revolving loanL + 5.75%6.75 %8/12/2026150 (2)(1)0.00 %
RQM Buyer, Inc.First lien senior secured term loanL + 5.75%6.75 %8/12/20261,156 1,137 1,146 0.58 %
Sage Dental Management, LLCFirst lien senior secured revolving loanP + 4.25%9.00 %4/1/202475 18 18 0.01 %
Sage Dental Management, LLCFirst lien senior secured term loanS + 5.25%6.67 %4/1/2024951 943 944 0.48 %
SAMGI Buyer, Inc.(6)
First lien senior secured revolving loanL + 5.50%7.75 %4/14/2025138 (2)(2)0.00 %
SAMGI Buyer, Inc.First lien senior secured term loanL + 5.50%7.75 %4/14/2025878 864 867 0.44 %
SCP ENT and Allergy Services, LLCFirst lien senior secured delayed draw term loanS + 5.50%7.14 %12/15/20231,431 1,364 1,376 0.70 %
SCP ENT and Allergy Services, LLC (6)First lien senior secured revolving loanS + 5.50%7.14 %9/25/2025256 (5)(3)0.00 %
SCP ENT and Allergy Services, LLCFirst lien senior secured term loanS + 5.50%7.14 %9/25/2025944 927 933 0.48 %
Signature Dental Partners LLCFirst lien senior secured delayed draw term loanS + 6.25%7.89 %10/29/2026180 124 124 0.06 %
Signature Dental Partners LLC(6)
First lien senior secured revolving loanS + 6.25%7.89 %10/29/202638 (1)(1)0.00 %
Signature Dental Partners LLCFirst lien senior secured term loanS + 6.25%7.89 %10/29/2026865 849 851 0.43 %
Silver Falls MSO, LLCFirst lien senior secured revolving loanP + 5.75%10.50 %8/30/2024235 152 149 0.08 %
Silver Falls MSO, LLCFirst lien senior secured term loanS + 6.75%9.07 %8/30/20241,297 1,280 1,264 0.64 %
SimiTree Acquisition LLCFirst lien senior secured delayed draw term loanS + 6.25%7.25 %12/21/2024897 868 873 0.44 %
SimiTree Acquisition LLCFirst lien senior secured revolving loanS+ 6.25%7.25 %5/17/2026178 (3)(2)0.00 %
SimiTree Acquisition LLCFirst lien senior secured term loanS + 6.25%7.25 %5/17/20261,239 1,219 1,224 0.62 %
SIMKO Merger Sub, LLC (6)First lien senior secured delayed draw term loanS + 6.00%8.32 %4/7/2024188 (3)(3)0.00 %
SIMKO Merger Sub, LLC (6)First lien senior secured revolving loanS + 6.00%8.32 %4/7/202756 (1)(1)0.00 %
SIMKO Merger Sub, LLCFirst lien senior secured term loanS + 6.00%8.32 %4/7/2027661 648 649 0.33 %
Southeast Primary Care Partners, LLCFirst lien senior secured delayed draw term loanS + 6.25%8.57 %12/30/2025524 290 292 0.15 %
Southeast Primary Care Partners, LLCFirst lien senior secured revolving loanS + 6.25%8.57 %12/30/2025225 131 132 0.07 %
Southeast Primary Care Partners, LLCFirst lien senior secured term loanS + 6.25%8.57 %12/30/2025867 851 854 0.44 %
Southern Orthodontic Partners Management, LLCFirst lien senior secured delayed draw term loanS + 5.75%8.07 %4/8/2024191 95 95 0.05 %
Southern Orthodontic Partners Management, LLCFirst lien senior secured revolving loanS + 5.75%8.07 %1/27/2026171 75 77 0.04 %
Southern Orthodontic Partners Management, LLCFirst lien senior secured term loanS + 5.75%8.07 %1/27/20261,361 1,337 1,348 0.69 %
Southern Sports Medicine Partners, LLC(6)
First lien senior secured delayed draw term loanS + 6.00%8.32 %2/23/2027171 29 29 0.01 %
Southern Sports Medicine Partners, LLCFirst lien senior secured revolving loanS + 6.00%8.32 %2/23/202760 7 7 0.00 %
Southern Sports Medicine Partners, LLCFirst lien senior secured term loanS + 6.00%8.32 %2/23/2027641 632 633 0.32 %
Varsity DuvaSawko Operating Corp.(6)
First lien senior secured revolving loanL + 6.00%7.67 %11/27/2024474 (5)(4)0.00 %
Varsity DuvaSawko Operating Corp.First lien senior secured term loanL + 6.00%7.67 %11/27/20242,676 2,649 2,655 1.35 %
Vital Care Buyer, LLCFirst lien senior secured revolving loanL + 5.75%8.00 %10/19/2025580 90 91 0.05 %
Vital Care Buyer, LLCFirst lien senior secured term loanL + 5.75%8.00 %10/19/2025912 901 902 0.46 %
The accompanying notes are an integral part of these consolidated financial statements
12
Table of Contents
AG Twin Brook BDC, Inc.
Consolidated Schedule of Investments
As of June 30, 2022
(Unaudited)
Company(1)(2)
InvestmentReference
Rate
 and Spread		Interest
Rate		Maturity
 Date
Principal/
Par Amount(3)
Amortized
Cost(4)
Fair
 Value		Percentage
of Net Assets
Western Veterinary Partners, LLCFirst lien senior secured delayed draw term loanS + 6.25%8.57 %10/29/2026509 203 207 0.11 %
Western Veterinary Partners, LLC(6)
First lien senior secured revolving loanS + 6.25%8.57 %10/29/202624 — — 0.00 %
Western Veterinary Partners, LLCFirst lien senior secured term loanS + 6.25%8.57 %10/29/20261,322 1,298 1,305 0.66 %
41,011 40,934 20.83 %
Health care technology
Millennia Patient Services, LLC(6)
First lien senior secured delayed draw term loanL + 6.00%8.25 %3/8/2026$267 $(4)$(4)0.00 %
Millennia Patient Services, LLC(6)
First lien senior secured revolving loanL + 6.00%8.25 %3/8/2026134 (2)(2)0.00 %
Millennia Patient Services, LLCFirst lien senior secured term loanL + 6.00%8.25 %3/8/2026995 980 981 0.50 %
Spear Education, LLCFirst lien senior secured revolving loanL + 5.75%6.75 %2/26/2025414 108 101 0.05 %
Spear Education, LLCFirst lien senior secured term loanL + 5.75%6.75 %2/26/2025858 852 839 0.43 %
1,934 1,915 0.98 %
Household durables
Storm Smart Buyer LLC(6)
First lien senior secured revolving loanL + 6.00%8.25 %4/5/2026$131 $(2)$(2)0.00 %
Storm Smart Buyer LLCFirst lien senior secured term loanL + 6.00%8.25 %4/5/2026912 898 900 0.46 %
Trademark Global, LLC(6)
First lien senior secured delayed draw term loanL + 6.25%7.92 %7/30/202461 — (2)0.00 %
Trademark Global, LLCFirst lien senior secured revolving loanL + 6.25%7.92 %7/30/2024113 108 103 0.05 %
Trademark Global, LLCFirst lien senior secured term loanL + 6.25%7.92 %7/30/20241,825 1,818 1,749 0.89 %
2,822 2,748 1.40 %
Internet and direct marketing retail
Aquatic Sales Solutions, LLCFirst lien senior secured revolving loanL + 6.50%7.50 %12/18/2025$188 $67 $67 0.03 %
Aquatic Sales Solutions, LLCFirst lien senior secured term loanL + 6.50%7.50 %12/18/20252,528 2,481 2,488 1.27 %
DealerOn Inc.(6)
First lien senior secured revolving loanS + 5.50%7.14 %11/19/2024314 (3)(2)0.00 %
DealerOn Inc.First lien senior secured term loanS + 5.50%7.14 %11/19/20241,609 1,589 1,598 0.81 %
4,134 4,151 2.11 %
IT services
ARC Healthcare Technologies, LLC (6)First lien senior secured delayed draw term loanS + 5.25%7.45 %6/22/2024$188 $(2)$(2)0.00 %
ARC Healthcare Technologies, LLC (6)First lien senior secured revolving loanS + 5.25%7.45 %6/22/202575 (1)(1)0.00 %
ARC Healthcare Technologies, LLCFirst lien senior secured term loanS + 5.25%7.45 %6/22/20251,418 1,400 1,400 0.71 %
Data Source Intermediate Holdings, LLC(6)
First lien senior secured revolving loanL + 5.50%7.07 %2/11/2025123 (1)(1)0.00 %
Data Source Intermediate Holdings, LLCFirst lien senior secured term loanL + 5.50%7.07 %2/11/2025777 769 771 0.39 %
E-Phoenix Acquisition Co. Inc. (6)
First lien senior secured revolving loanL + 5.75%8.00 %6/23/202775 (1)(1)0.00 %
E-Phoenix Acquisition Co. Inc.First lien senior secured term loanL + 5.75%8.00 %6/23/20271,437 1,422 1,425 0.73 %
FreshAddress, LLC(6)
First lien senior secured revolving loanL + 5.25%7.50 %10/5/202530 — — 0.00 %
FreshAddress, LLCFirst lien senior secured term loanL + 5.25%7.50 %10/5/20251,698 1,677 1,679 0.86 %
P and R Dental Strategies, LLC(6)
First lien senior secured revolving loanL + 6.50%8.17 %12/22/202623 — — 0.00 %
P and R Dental Strategies, LLCFirst lien senior secured term loanL + 6.50%8.17 %12/22/2026657 645 646 0.33 %
The Stratix CorporationFirst lien senior secured delayed draw term loanL + 6.00%8.25 %11/19/202775 73 74 0.04 %
The accompanying notes are an integral part of these consolidated financial statements
13
Table of Contents
AG Twin Brook BDC, Inc.
Consolidated Schedule of Investments
As of June 30, 2022
(Unaudited)
Company(1)(2)
InvestmentReference
Rate
 and Spread		Interest
Rate		Maturity
 Date
Principal/
Par Amount(3)
Amortized
Cost(4)
Fair
 Value		Percentage
of Net Assets
The Stratix Corporation(6)
First lien senior secured revolving loanL + 6.00%8.25 %11/19/202775 (1)(1)0.00 %
The Stratix CorporationFirst lien senior secured term loanL + 6.00%8.25 %11/19/20271,160 1,139 1,141 0.58 %
7,119 7,130 3.64 %
Leisure equipment and products
MacNeill Pride Group Corp.First lien senior secured delayed draw term loanL + 6.25%8.57 %4/22/2026$503 $454 $455 0.23 %
MacNeill Pride Group Corp.First lien senior secured revolving loanL + 6.25%8.57 %4/22/2026287 163 163 0.08 %
MacNeill Pride Group Corp.First lien senior secured term loanL + 6.25%8.57 %4/22/2026871 864 866 0.44 %
Performance PowerSports Group Purchaser, Inc.First lien senior secured revolving loanP + 4.75%8.75 %10/8/202656 49 49 0.02 %
Performance PowerSports Group Purchaser, Inc.First lien senior secured term loanS + 5.75%8.07 %10/8/20261,611 1,582 1,584 0.81 %
3,112 3,117 1.58 %
Leisure products
PHGP MB Purchaser, Inc. (6)First lien senior secured delayed draw term loanS + 6.00%8.32 %5/20/2024$113 $(2)$(2)0.00 %
PHGP MB Purchaser, Inc.First lien senior secured revolving loanS + 6.00%8.32 %5/20/202775 2 2 0.00 %
PHGP MB Purchaser, Inc.First lien senior secured term loanS + 6.00%8.32 %5/20/20271,109 1,087 1,087 0.55 %
1,087 1,087 0.55 %
Life sciences tools and services
Aptitude Health Holdings, LLC (6)First lien senior secured revolving loanL + 5.25%7.50 %5/3/2026$267 $(4)$(4)0.00 %
Aptitude Health Holdings, LLCFirst lien senior secured term loanL + 5.25%7.50 %5/3/20261,109 1,091 1,093 0.56 %
1,087 1,089 0.56 %
Machinery
Abrasive Technology Intermediate, LLCFirst lien senior secured revolving loanL + 6.25%7.49 %4/30/2026$173 $32 $32 0.02 %
Abrasive Technology Intermediate, LLCFirst lien senior secured term loanL + 6.25%7.49 %4/30/2026940 925 926 0.47 %
DNS IMI Acquisition Corp(6)
First lien senior secured delayed draw term loanL + 5.75%8.00 %11/23/202675 (1)(1)0.00 %
DNS IMI Acquisition Corp(6)
First lien senior secured revolving loanL + 5.75%8.00 %11/23/202656 (1)(1)0.00 %
DNS IMI Acquisition CorpFirst lien senior secured term loanL + 5.75%8.00 %11/23/20261,657 1,627 1,630 0.83 %
Double E Company, LLC (6)First lien senior secured delayed draw term loanS + 6.00%7.61 %6/21/202449 — — 0.00 %
Double E Company, LLCFirst lien senior secured revolving loanS + 6.00%7.61 %6/21/202866 9 9 0.00 %
Double E Company, LLCFirst lien senior secured term loanS + 6.00%7.61 %6/21/20281,055 1,044 1,044 0.53 %
Industrial Dynamics Company, Ltd. (6)(9)
First lien senior secured revolving loanS + 6.25%7.54 %8/20/2024141 (1)(2)0.00 %
Industrial Dynamics Company, Ltd.First lien senior secured term loanS + 6.25%7.54 %8/20/2024889 880 878 0.45 %
4,514 4,515 2.30 %
Media
ALM Media, LLC (6)(8)
First lien senior secured revolving loanL + 6.50%8.17 %11/25/2024$971 $(11)$(11)(0.01)%
ALM Media, LLCFirst lien senior secured term loanL + 6.50%8.17 %11/25/20242,544 2,510 2,513 1.28 %
Exclusive Concepts, LLC(6)
First lien senior secured delayed draw term loanL + 6.00%8.25 %12/9/2026225 (4)(4)0.00 %
Exclusive Concepts, LLC(6)
First lien senior secured revolving loanL + 6.00%8.25 %12/9/202623 — — 0.00 %
Exclusive Concepts, LLCFirst lien senior secured term loanL + 6.00%8.25 %12/9/2026630 618 619 0.32 %
The accompanying notes are an integral part of these consolidated financial statements
14
Table of Contents
AG Twin Brook BDC, Inc.
Consolidated Schedule of Investments
As of June 30, 2022
(Unaudited)
Company(1)(2)
InvestmentReference
Rate
 and Spread		Interest
Rate		Maturity
 Date
Principal/
Par Amount(3)
Amortized
Cost(4)
Fair
 Value		Percentage
of Net Assets
Infolinks Media Buyco, LLC(6)
First lien senior secured delayed draw term loanL + 5.75%8.00 %11/1/202639 — — 0.00 %
Infolinks Media Buyco, LLC(6)
First lien senior secured revolving loanL + 5.75%8.00 %11/1/202638 (1)(1)0.00 %
Infolinks Media Buyco, LLCFirst lien senior secured term loanL + 5.75%8.00 %11/1/20261,158 1,138 1,140 0.58 %
The Channel Company, LLC(6)
First lien senior secured revolving loanS + 5.50%7.82 %11/1/202762 (1)(1)0.00 %
The Channel Company, LLCFirst lien senior secured term loanS + 5.50%7.82 %11/1/20272,359 2,321 2,330 1.19 %
6,570 6,585 3.36 %
Metals and mining
Copperweld Group, Inc.(6)
First lien senior secured revolving loanS + 5.50%7.82 %9/27/2024$456 $73 $76 0.04 %
Copperweld Group, Inc.First lien senior secured term loanS + 5.50%7.82 %9/27/20242,146 2,112 2,130 1.08 %
2,185 2,206 1.12 %
Personal products
Cosmetic Solutions, LLCFirst lien senior secured delayed draw term loanL + 5.75%6.75 %10/17/2025$365 $361 $361 0.18 %
Cosmetic Solutions, LLC(6)
First lien senior secured revolving loanL + 5.75%6.75 %10/17/2025344 (4)(4)0.00 %
Cosmetic Solutions, LLCFirst lien senior secured term loanL + 5.75%6.75 %10/17/20252,775 2,738 2,745 1.40 %
3,095 3,102 1.58 %
Pharmaceuticals
Bio Agri Mix Holdings Inc. (6)(7)
First lien senior secured revolving loanC + 5.75%8.43 %7/23/2026$30 $— $— 0.00 %
Bio Agri Mix Holdings Inc.(7)
First lien senior secured term loanC + 5.75%8.43 %7/23/2026C$1,251 977 957 0.49 %
Bio Agri Mix Holdings Inc. (6)(7)
First lien senior secured revolving loanC + 5.75%8.43 %7/23/2026C$75 (1)(1)0.00 %
Formulated Buyer, LLCFirst lien senior secured delayed draw term loanL + 5.50%6.50 %9/22/2026300 73 74 0.04 %
Formulated Buyer, LLCFirst lien senior secured revolving loanL + 5.50%6.50 %9/22/2026188 64 65 0.03 %
Formulated Buyer, LLCFirst lien senior secured term loanL + 5.50%6.50 %9/22/2026463 455 456 0.23 %
Maxor National Pharmacy Services, LLC(6)
First lien senior secured revolving loanL + 5.50%7.75 %12/6/202784 (2)(1)0.00 %
Maxor National Pharmacy Services, LLCFirst lien senior secured term loanL + 5.50%7.75 %12/6/20271,796 1,770 1,766 0.90 %
3,336 3,316 1.69 %
Professional services
Stax Holding Company, LLC(6)
First lien senior secured revolving loanL + 5.25%7.50 %10/29/2026$60 $(1)$(1)0.00 %
Stax Holding Company, LLCFirst lien senior secured term loanL + 5.25%7.50 %10/29/2026821 811 812 0.41 %
810 811 0.41 %
Real estate management and development
BBG Intermediate Holdings, Inc.(12)
First lien senior secured revolving loanS + 6.50%8.82 %1/8/2026$233 $146 $148 0.08 %
BBG Intermediate Holdings, Inc.First lien senior secured term loanS + 6.50%8.82 %1/8/20261,765 1,736 1,745 0.89 %
MetaSource, LLC (6)First lien senior secured delayed draw term loanS + 6.25%7.89 %5/17/202449 — — 0.00 %
MetaSource, LLC (6)First lien senior secured revolving loanS + 6.25%7.89 %5/17/202775 (1)(1)0.00 %
MetaSource, LLCFirst lien senior secured term loanS + 6.25%7.89 %5/17/2027941 932 932 0.47 %
2,813 2,824 1.44 %
The accompanying notes are an integral part of these consolidated financial statements
15
Table of Contents
AG Twin Brook BDC, Inc.
Consolidated Schedule of Investments
As of June 30, 2022
(Unaudited)
Company(1)(2)
InvestmentReference
Rate
 and Spread		Interest
Rate		Maturity
 Date
Principal/
Par Amount(3)
Amortized
Cost(4)
Fair
 Value		Percentage
of Net Assets
Semiconductors and semiconductor equipment
Altamira Material Solutions, LPFirst lien senior secured revolving loanL + 5.50%7.17 %9/2/2026$45 $14 $14 0.01 %
Altamira Material Solutions, LPFirst lien senior secured term loanL + 5.50%7.17 %9/2/2026725 713 714 0.36 %
727 728 0.37 %
Software
Affinitiv, Inc.(6)
First lien senior secured revolving loanS + 6.50%8.82 %8/26/2024$248 $(2)$(1)0.00 %
Affinitiv, Inc.First lien senior secured term loanS + 6.50%8.82 %8/26/20242,265 2,239 2,252 1.15 %
ShiftKey, LLC(6)
First lien senior secured revolving loanS + 5.75%7.96 %6/21/2027110 (1)(1)0.00 %
ShiftKey, LLCFirst lien senior secured term loanS + 5.75%7.96 %6/21/20275,229 5,188 5,182 2.64 %
7,424 7,432 3.79 %
Specialty retail
Dykstra’s Auto, LLCFirst lien senior secured delayed draw term loanL + 5.25%7.50 %10/22/2026$187 $116 $116 0.06 %
Dykstra’s Auto, LLC(6)
First lien senior secured revolving loanP + 4.25%9.00 %10/22/202638 (1)(1)0.00 %
Dykstra’s Auto, LLCFirst lien senior secured term loanL + 5.25%7.50 %10/22/2026494 485 486 0.25 %
Kaizen Auto Care, LLCFirst lien senior secured delayed draw term loanL + 6.00%7.24 %12/22/2026450 253 254 0.13 %
Kaizen Auto Care, LLCFirst lien senior secured revolving loanP + 5.00%9.00 %12/22/202638 7 7 0.00 %
Kaizen Auto Care, LLCFirst lien senior secured term loanL + 6.00%7.24 %12/22/2026846 830 832 0.42 %
Leonard Group, Inc.First lien senior secured revolving loanS + 6.50%8.82 %2/26/2026234 (7)(2)0.00 %
Leonard Group, Inc.First lien senior secured term loanS + 6.50%8.82 %2/26/20261,726 1,703 1,713 0.87 %
Pink Lily Holdings, LLCFirst lien senior secured revolving loanP + 5.50%9.00 %11/16/202763 (1)(1)0.00 %
Pink Lily Holdings, LLCFirst lien senior secured term loanL + 6.50%8.17 %11/16/20271,364 1,342 1,345 0.69 %
Soccer Post Acquisition, LLC (6)First lien senior secured delayed draw term loanS + 5.75%8.07 %6/30/202738 (1)(1)0.00 %
Soccer Post Acquisition, LLCFirst lien senior secured revolving loanS + 5.75%8.07 %6/30/202738 1 1 0.00 %
Soccer Post Acquisition, LLCFirst lien senior secured term loanS + 5.75%8.07 %6/30/2027709 696 696 0.35 %
5,423 5,445 2.77 %
Textiles, apparel and luxury goods
Lakeshirts LLCFirst lien senior secured revolving loanS + 4.75%5.75 %12/23/2024$398 $395 $393 0.20 %
Lakeshirts LLCFirst lien senior secured term loanS + 4.75%5.75 %12/23/20251,667 1,649 1,647 0.84 %
2,044 2,040 1.04 %
Trading companies and distributors
AFC Industries, Inc.First lien senior secured delayed draw term loanL + 6.25%7.49 %12/20/2023$353 $349 $350 0.18 %
AFC Industries, Inc.First lien senior secured delayed draw term loanL + 6.25%7.49 %4/9/2027129 106 107 0.05 %
AFC Industries, Inc.(13)
First lien senior secured revolving loanL + 6.25%7.49 %10/9/2026131 47 47 0.02 %
AFC Industries, Inc.First lien senior secured term loanL + 6.25%7.49 %4/9/2027745 735 738 0.38 %
Banner Buyer, LLCFirst lien senior secured delayed draw term loanL + 5.75%7.42 %10/31/20251,040 562 570 0.29 %
Banner Buyer, LLCFirst lien senior secured revolving loanL + 5.75%7.42 %10/31/2025370 119 121 0.06 %
Banner Buyer, LLCFirst lien senior secured term loanL + 5.75%7.42 %10/31/20251,378 1,363 1,369 0.70 %
The accompanying notes are an integral part of these consolidated financial statements
16
Table of Contents
AG Twin Brook BDC, Inc.
Consolidated Schedule of Investments
As of June 30, 2022
(Unaudited)
Company(1)(2)
InvestmentReference
Rate
 and Spread		Interest
Rate		Maturity
 Date
Principal/
Par Amount(3)
Amortized
Cost(4)
Fair
 Value		Percentage
of Net Assets
Empire Equipment Company, LLCFirst lien senior secured revolving loanP + 4.50%9.25 %1/17/2025439 402 402 0.20 %
Empire Equipment Company, LLCFirst lien senior secured term loanL + 5.50%6.79 %1/17/20251,472 1,452 1,454 0.74 %
Montway LLC(6)
First lien senior secured delayed draw term loanL + 6.25%8.50 %11/4/2025675 (10)(10)(0.01)%
Montway LLC(6)
First lien senior secured revolving loanL + 6.25%8.50 %11/4/2025150 (2)(2)0.00 %
Montway LLCFirst lien senior secured term loanL + 6.25%8.50 %11/4/2025719 708 709 0.36 %
Shearer Supply, LLC(6)First lien senior secured revolving loanS + 5.50%7.82 %9/17/2027113 (2)(2)0.00 %
Shearer Supply, LLCFirst lien senior secured term loanS + 5.50%7.82 %9/17/2027924 907 910 0.46 %
Triad Technologies, LLC(6)
First lien senior secured revolving loanL + 4.75%6.93 %10/31/2025314 59 60 0.03 %
Triad Technologies, LLCFirst lien senior secured term loanL + 4.75%6.93 %10/31/2025936 924 928 0.47 %
7,719 7,751 3.93 %
Water utilities
Diamondback Buyer, LLC(6)
First lien senior secured revolving loanL + 5.25%7.50 %7/22/2026$75 $(1)$(1)0.00 %
Diamondback Buyer, LLCFirst lien senior secured term loanL + 5.25%7.50 %7/22/2026850 836 839 0.43 %
835 838 0.43 %
Total non-controlled/non-affiliated senior secured debt$170,038 $170,031 86.61 %
Non-controlled/non-affiliated sponsor subordinated notes
Trading companies and distributors
Empire Equipment Company, LLCSponsor subordinated note12.50% + 7.00% PIK19.50 %7/17/2025 $11 $11 0.01 %
Shearer Supply, LLCSponsor subordinated note12.50% + 7.00% PIK19.50 %3/17/2028 5 5 0.00 %
Total non-controlled/non-affiliated sponsor subordinated notes     16 16 0.01 %
Total non-controlled/non-affiliated investments     $170,054 $170,047 86.62 %
         
Non-controlled/affiliated investments        
Multisector holdings        
Twin Brook Equity Holdings, LLC(18)(19)
Equity - 2.12% membership interest    $6,864 $9,697 4.94 %
Twin Brook Segregated Equity Holdings, LLC(18)(19)
Equity - 2.11% membership interest    14 21 0.01 %
Total non-controlled/affiliated investments     $6,878 $9,718 4.95 %
Total investments     $176,932 $179,765 91.57 %
The accompanying notes are an integral part of these consolidated financial statements
17
Table of Contents
AG Twin Brook BDC, Inc.
Consolidated Schedule of Investments
As of June 30, 2022
(Unaudited)
(1)Unless otherwise indicated, all investments are considered Level 3 investments. Amounts shown in thousands for principal/par amount, amortized cost and fair value.
(2)Unless otherwise indicated, all investments represent co-investments made with the Company’s affiliates in accordance with the terms of the exemptive relief that the Company received from the U.S. Securities and Exchange Commission. Refer to Note 6 for further information.
(3)Principal/par amount is denominated in U.S. Dollars (“$”) unless otherwise noted, Canadian Dollars (“C$”).
(4)The amortized cost represents the original cost adjusted for the amortization of discounts and premiums, as applicable, on debt investments using the effective interest method.
(5)Unless otherwise indicated, the interest rate on the principal balance outstanding for all floating rate loans is indexed to the London Interbank Offered Rate (“LIBOR” or “L”), the Term Secured Overnight Financing Rate (“Term SOFR” or S”) and/or an alternate base rate (e.g. prime rate (“P”)), which typically resets semiannually, quarterly, or monthly at the borrower’s option. The applicable base rate may be subject to a floor. The borrower may also elect to have multiple interest reset periods for each loan. For each of these loans, the applicable margin has been provided over Term SOFR based on each respective credit agreement. As of June 30, 2022, the reference rates for the floating rate loans were the 1 Month L of 1.79%, 3 Month L of 2.29%, 6 Month L of 2.94%, 3 Month CDOR of 2.76%, Term SOFR of 1.50% and the Prime Rate of 4.75%.
(6)Represents revolvers and delayed draw term loans where the entire balance is unfunded as of June 30, 2022. The negative fair value is a result of the commitment being valued below par. Refer to Note 8 for further information.
(7)Represents investments that the Company has determined are not “qualifying assets” under Section 55(a) of the 1940 Act. Under the 1940 Act, we may not acquire any non-qualifying asset unless, at the time such acquisition is made, qualifying assets represent at least 70% of our total assets. The status of these assets under the 1940 Act is subject to change. The Company monitors the status of these assets on an ongoing basis. As of June 30, 2022, non-qualifying assets represented approximately 2.95% of the total assets of the Company.
(8)Principal balance includes reserve for letter of credit of $141,677 on which the borrower pays 0.00%.
(9)Principal balance includes reserve for letter of credit of $11,568 on which the borrower pays 6.25%.
(10)Principal balance includes reserve for letter of credit of $10,663 on which the borrower pays 6.25%.
(11)Principal balance includes reserve for letter of credit of $3,516 on which the borrower pays 6.50%.
(12)Principal balance includes reserve for letter of credit of $8,733 on which the borrower pays 6.25%.
(13)Principal balance includes reserve for letter of credit of $2,620 on which the borrower pays 7.00%.
(14)Principal balance includes reserve for letter of credit of $5,410 on which the borrower pays 7.50%.
(15)Principal balance includes reserve for letter of credit of $2,851 on which the borrower pays 6.50%.
(16)Principal balance includes reserve for letter of credit of $6,305 on which the borrower pays 6.00%.
(17)Principal balance includes reserve for letter of credit of $15,464 on which the borrower pays 7.00%.
(18)As a practical expedient, the Company uses net asset value (“NAV”) to determine the fair value of this investment. Consistent with FASB guidance under ASC 820, these investments are excluded from the hierarchical levels. This represents an investment in an affiliated fund.
(19)Securities exempt from registration under the Securities Act of 1933 (the “Securities Act”), and may be deemed to be “restricted securities” under the Securities Act. As of June 30, 2022, the aggregate fair value of these securities is $9,718 or 4.95% of the Company's net asset.
The accompanying notes are an integral part of these consolidated financial statements
18
Table of Contents
AG Twin Brook BDC, Inc.
Consolidated Schedule of Investments
As of June 30, 2022
(Unaudited)
Foreign currency forward contracts
CounterpartyCurrency PurchasedCurrency SoldSettlementUnrealized Appreciation/ (Depreciation)
Wells Fargo Bank, National AssociationUSD 1,112CAD 1,37510/21/2022$44 
Wells Fargo Bank, National AssociationCAD 68USD 5410/21/2022(1)
Wells Fargo Bank, National AssociationUSD 229CAD 2997/21/2022(3)
Wells Fargo Bank, National AssociationUSD 442USD 5747/27/2022(3)
Wells Fargo Bank, National AssociationCAD 45USD 3612/21/2022(1)
Total$36
Currency Abbreviations:
USD - U.S. Dollar
CAD - Canadian Dollar
The accompanying notes are an integral part of these consolidated financial statements
19
Table of Contents
AG Twin Brook BDC, Inc.
Consolidated Schedule of Investments
As of December 31, 2021
(Amounts in thousands)
Company(1)(2)
Investment
Interest
Rate
Maturity
Date
Principal/
Par Amount(3)
Amortized
Cost(4)
Fair Value
Percentage
of Net Assets
Investments
Non-controlled/non-affiliated senior secured debt (5)
Aerospace and defense
Mattco Forge, Inc. (13)First lien senior secured revolving loanL + 7.25%12/6/2024$506 $(7)$(24)(0.01)%
Mattco Forge, Inc. (9)First lien senior secured term loanL + 7.25%12/6/20242,190 2,156 2,087 1.13 %
2,149 2,063 1.12 %
Auto components
AvCarb, LLC (13)First lien senior secured delayed draw term loanL + 6.00%11/12/2026$666 $(12)$(13)(0.01)%
AvCarb, LLC (8)(13)First lien senior secured revolving loanL + 6.00%11/12/202638 (1)(1)0.00 %
AvCarb, LLC (8)(11)First lien senior secured term loanL + 6.00%11/12/2026500 490 490 0.27 %
Vehicle Accessories, Inc. (13)First lien senior secured revolving loanL + 5.50%11/30/202638 — — 0.00 %
Vehicle Accessories, Inc. (8)First lien senior secured term loanL + 5.50%11/30/20261,832 1,818 1,818 0.99 %
2,295 2,294 1.25 %
Chemicals
AM Buyer, LLC (13)First lien senior secured revolving loanL + 6.75%5/1/2025$111 $(2)$(1)0.00 %
AM Buyer, LLC (8)First lien senior secured term loanL + 6.75%5/1/2025478 470 472 0.26 %
Answer Acquisition, LLC (13)First lien senior secured revolving loanL + 6.00%12/30/202638 (1)(1)0.00 %
Answer Acquisition, LLC (8)First lien senior secured term loanL + 6.00%12/30/20261,716 1,682 1,682 0.91 %
SASE Company, LLC (13)First lien senior secured revolving loanL + 6.00%11/15/202638 (1)(1)0.00 %
SASE Company, LLC (8)First lien senior secured term loanL + 6.00%11/15/2026233 228 228 0.12 %
SASE Company, LLC (8)First lien senior secured term loanL + 6.00%11/15/20261,212 1,189 1,188 0.65 %
Teel Plastics, LLC (13)First lien senior secured revolving loanL + 5.00%1/24/2025324 (4)(4)0.00 %
Teel Plastics, LLC (6)First lien senior secured term loanL + 5.00%1/24/20251,814 1,790 1,793 0.97 %
USALCO, LLC (6)First lien senior secured revolving loanL + 6.00%10/19/2026100 7 7 0.00 %
USALCO, LLC (8)First lien senior secured term loanL + 6.00%10/19/20271,903 1,884 1,885 1.02 %
7,242 7,248 3.94 %
Commercial services and supplies
Alliance Environmental Group, LLC (13)First lien senior secured delayed draw term loanL + 6.00%12/30/2023$75 $(1)$(1)0.00 %
Alliance Environmental Group, LLC (13)First lien senior secured revolving loanL + 6.00%12/30/202338 (1)(1)0.00 %
Alliance Environmental Group, LLC (8)First lien senior secured term loanL + 6.00%12/30/20271,465 1,436 1,436 0.78 %
Edko Acquisition, LLC (13)First lien senior secured revolving loanL + 5.75%6/25/202638 (1)(1)0.00 %
Edko Acquisition, LLC (8)First lien senior secured term loanL + 5.75%6/25/20261,020 1,001 1,003 0.54 %
Green Monster Acquisition, LLC (13)First lien senior secured revolving loanL + 5.50%12/28/202638 (1)(1)0.00 %
Green Monster Acquisition, LLC (6)First lien senior secured term loanL + 5.50%12/28/20261,188 1,164 1,164 0.63 %
Nimlok Company, LLC (13)(17)First lien senior secured revolving loanL + 7.50%11/27/2024320 (4)(7)0.00 %
Nimlok Company, LLC (8)First lien senior secured term loanL + 7.50%11/27/20251,926 1,900 1,876 1.02 %
Steel City Wash, LLC (8)First lien senior secured delayed draw term loanL + 6.00%12/27/202690 89 89 0.05 %
The accompanying notes are an integral part of these consolidated financial statements
20
Table of Contents
AG Twin Brook BDC, Inc.
Consolidated Schedule of Investments
As of December 31, 2021
(Amounts in thousands)
Company(1)(2)
Investment
Interest
Rate
Maturity
Date
Principal/
Par Amount(3)
Amortized
Cost(4)
Fair Value
Percentage
of Net Assets
Steel City Wash, LLC (13)First lien senior secured revolving loanL + 6.00%12/27/202638 (1)(1)0.00 %
Steel City Wash, LLC (8)First lien senior secured term loanL + 6.00%12/27/2026409 401 401 0.22 %
5,982 5,957 3.24 %
Construction and engineering   
BCI Burke Holding Corp. (13)First lien senior secured delayed draw term loanL + 5.75%12/14/2027$132 $(2)$(2)0.00 %
BCI Burke Holding Corp. (7)First lien senior secured revolving loanL + 5.75%12/14/202779 14 14 0.01 %
BCI Burke Holding Corp. (7)First lien senior secured term loanL + 5.75%12/14/20271,785 1,758 1,758 0.95 %
CPS HVAC Group, LLC (13)First lien senior secured delayed draw term loanL + 6.75%12/15/2026150 (3)(3)0.00 %
CPS HVAC Group, LLC (13)First lien senior secured revolving loanL + 6.75%12/15/202638 (1)(1)0.00 %
CPS HVAC Group, LLC (8)First lien senior secured term loanL + 6.75%12/15/2026275 269 269 0.15 %
Domino Equipment Company, LLC (13)First lien senior secured revolving loanL + 6.25%4/1/202679 (1)(1)0.00 %
Domino Equipment Company, LLC (8)First lien senior secured term loanL + 6.25%4/1/2026581 571 571 0.31 %
2,605 2,605 1.42 %
Containers and packaging   
Innovative FlexPak, LLC (8)First lien senior secured revolving loanL + 6.00%1/23/2025$627 $210 $214 0.12 %
Innovative FlexPak, LLC (8)First lien senior secured term loanL + 6.00%1/23/20252,668 2,624 2,643 1.44 %
Jansy Packaging, LLC (13)First lien senior secured revolving loanL + 7.00%9/30/2022706 (5)(15)(0.01)%
Jansy Packaging, LLC (8)First lien senior secured term loanL + 7.00%9/30/20221,090 1,078 1,067 0.58 %
MRC Keeler Acquisition, LLC (13)First lien senior secured delayed draw term loanL + 5.75%12/4/2025150 (2)(2)0.00 %
MRC Keeler Acquisition, LLC (13)First lien senior secured revolving loanL + 5.75%12/4/2025150 (2)(2)0.00 %
MRC Keeler Acquisition, LLC (8)First lien senior secured term loanL + 5.75%12/4/2025966 951 952 0.52 %
Vanguard Packaging, LLC (8)(9)First lien senior secured revolving loanL + 5.25%8/9/2024535 228 225 0.12 %
Vanguard Packaging, LLC (8)First lien senior secured term loanL + 5.25%8/9/20241,205 1,195 1,191 0.65 %
6,277 6,273 3.41 %
Distributors   
RTP Acquisition, LLC (13)First lien senior secured revolving loanL + 6.50%8/17/2026$38 $(1)$(1)0.00 %
RTP Acquisition, LLC (8)First lien senior secured term loanL + 6.50%8/17/2026536 526 527 0.29 %
525 526 0.29 %
Diversified consumer services  
50Floor, LLC (13)First lien senior secured revolving loanL + 5.75%12/31/2025$199 $(3)$(3)0.00 %
50Floor, LLC (8)First lien senior secured term loanL + 5.75%12/31/2026982 965 967 0.53 %
Groundworks Operations, LLC (8)First lien senior secured delayed draw term loanL + 5.00%1/17/20262,035 1,821 1,828 0.99 %
Groundworks Operations, LLC (13)First lien senior secured revolving loanL + 5.00%1/17/2026387 (5)(4)0.00 %
Groundworks Operations, LLC (8)First lien senior secured term loanL + 5.00%1/17/20262,504 2,469 2,480 1.35 %
Home Brands Group Holdings, Inc. (13)First lien senior secured revolving loanL + 5.00%11/8/202648 (1)(1)0.00 %
Home Brands Group Holdings, Inc. (8)First lien senior secured term loanL + 5.00%11/8/20262,094 2,053 2,053 1.12 %
ISSA, LLC (8)First lien senior secured revolving loanL + 6.00%3/1/2027131 63 63 0.03 %
The accompanying notes are an integral part of these consolidated financial statements
21
Table of Contents
AG Twin Brook BDC, Inc.
Consolidated Schedule of Investments
As of December 31, 2021
(Amounts in thousands)
Company(1)(2)
Investment
Interest
Rate
Maturity
Date
Principal/
Par Amount(3)
Amortized
Cost(4)
Fair Value
Percentage
of Net Assets
ISSA, LLC (8)First lien senior secured term loanL + 6.00%3/1/2027873 858 859 0.47 %
Juniper Landscaping Holdings LLC (13)First lien senior secured delayed draw term loanL + 6.00%12/29/202388 (2)(2)0.00 %
Juniper Landscaping Holdings LLC (6)(8)First lien senior secured revolving loanL + 6.00%12/29/202644 21 21 0.01 %
Juniper Landscaping Holdings LLC (6)(8)First lien senior secured term loanL + 6.00%12/29/20261,477 1,452 1,452 0.79 %
Kalkomey Enterprises, LLC (13)First lien senior secured revolving loanL + 6.50%4/24/202577 (1)(1)0.00 %
Kalkomey Enterprises, LLC (8)First lien senior secured term loanL + 6.50%4/24/20261,060 1,039 1,045 0.57 %
NSG Buyer, Inc. (13)First lien senior secured revolving loanL + 5.50%9/30/2024294 (2)(1)0.00 %
NSG Buyer, Inc. (6)First lien senior secured term loanL + 5.50%9/30/20252,306 2,286 2,292 1.25 %
PPW Acquisition, LLC (12)First lien senior secured revolving loanP + 5.25%9/30/202638 7 7 0.00 %
PPW Acquisition, LLC (8)First lien senior secured term loanL + 6.25%9/30/2026611 599 600 0.33 %
United Land Services Opco Parent, LLC (8)First lien senior secured delayed draw term loanL + 6.00%3/23/20261,073 191 192 0.10 %
United Land Services Opco Parent, LLC (6)First lien senior secured revolving loanL + 6.00%3/23/2026131 79 79 0.04 %
United Land Services Opco Parent, LLC (8)First lien senior secured term loanL + 6.00%3/23/2026306 300 301 0.16 %
14,189 14,227 7.73 %
Electrical equipment
AEP Passion Intermediate Holdings, Inc. (13)First lien senior secured delayed draw term loanL + 5.50%10/5/2027$72 $(1)$(1)0.00 %
AEP Passion Intermediate Holdings, Inc. (6)First lien senior secured revolving loanL + 5.50%10/5/202748 28 28 0.02 %
AEP Passion Intermediate Holdings, Inc. (6)First lien senior secured term loanL + 5.50%10/5/20271,294 1,275 1,278 0.69 %
1,302 1,305 0.71 %
Electronic equipment, instruments and components
Advanced Lighting Acquisition, LLC (13)First lien senior secured revolving loanL + 7.00%11/22/2025$324 $(4)$(6)0.00 %
Advanced Lighting Acquisition, LLC (6)(8)First lien senior secured term loanL + 7.00%11/22/20251,434 1,413 1,408 0.76 %
Nelson Name Plate Company (8)First lien senior secured delayed draw term loanL + 5.75%10/18/2026120 103 103 0.06 %
Nelson Name Plate Company (8)First lien senior secured revolving loanL + 5.75%10/18/202690 10 10 0.01 %
Nelson Name Plate Company (8)First lien senior secured term loanL + 5.75%10/18/2026776 761 761 0.41 %
2,283 2,276 1.24 %
Food and staples retailing
Engelman Baking Co., LLC (8)First lien senior secured revolving loanL + 6.75%2/28/2025$207 $50 $48 0.03 %
Engelman Baking Co., LLC (8)First lien senior secured term loanL + 6.75%2/28/2025720 705 699 0.38 %
Mad Rose Company, LLC (13)(22)First lien senior secured revolving loanL + 6.50%5/7/2026119 (3)(2)0.00 %
Mad Rose Company, LLC (6)First lien senior secured term loanL + 6.50%5/7/2026895 877 879 0.48 %
Main Street Gourmet, LLC (13)First lien senior secured delayed draw term loanL + 5.25%11/10/2025666 (10)(10)(0.01)%
Main Street Gourmet, LLC (13)First lien senior secured revolving loanL + 5.25%11/10/202538 (1)(1)0.00 %
Main Street Gourmet, LLC (8)First lien senior secured term loanL + 5.25%11/10/20251,132 1,116 1,116 0.61 %
NutriScience Innovations, LLC (13)First lien senior secured revolving loanL + 7.00%4/21/2026131 (2)(2)0.00 %
NutriScience Innovations, LLC (8)First lien senior secured term loanL + 7.00%4/21/2026482 473 474 0.26 %
SCP Beverage Buyer, LLC (13)First lien senior secured revolving loanL + 6.00%11/24/202638 (1)(1)0.00 %
The accompanying notes are an integral part of these consolidated financial statements
22
Table of Contents
AG Twin Brook BDC, Inc.
Consolidated Schedule of Investments
As of December 31, 2021
(Amounts in thousands)
Company(1)(2)
Investment
Interest
Rate
Maturity
Date
Principal/
Par Amount(3)
Amortized
Cost(4)
Fair Value
Percentage
of Net Assets
SCP Beverage Buyer, LLC (6)First lien senior secured term loanL + 6.00%11/24/2026416 408 408 0.22 %
3,612 3,608 1.96 %
Food products
Icelandirect, LLC (9)(12)First lien senior secured revolving loanL + 6.00%7/30/2026$38 $14 $14 0.01 %
Icelandirect, LLC (8)(9)First lien senior secured term loanL + 6.00%7/30/2026691 679 680 0.37 %
Starwest Botanicals Acquisition, LLC (13)First lien senior secured revolving loanL + 5.25%4/30/2027174 (3)(2)0.00 %
Starwest Botanicals Acquisition, LLC (8)First lien senior secured term loanL + 5.25%4/30/2027815 802 804 0.44 %
1,492 1,496 0.81 %
Gas utilities
Hydromax USA, LLC (6)First lien senior secured delayed draw term loanL + 6.25%12/30/2026$113 $111 $112 0.06 %
Hydromax USA, LLC (6)First lien senior secured revolving loanL + 6.25%12/30/2026228 42 43 0.02 %
Hydromax USA, LLC (6)First lien senior secured term loanL + 6.25%12/30/20261,247 1,227 1,230 0.67 %
1,380 1,385 0.75 %
Health care equipment and supplies
EMSAR Acquisition LLC (6)(8)First lien senior secured delayed draw term loanL + 6.50%3/30/2026$666 $207 $207 0.11 %
EMSAR Acquisition LLC (8)First lien senior secured revolving loanL + 6.50%3/30/2026134 38 38 0.02 %
EMSAR Acquisition LLC (8)First lien senior secured term loanL + 6.50%3/30/2026645 633 634 0.34 %
Reliable Medical Supply LLC (13)First lien senior secured delayed draw term loanL + 7.00%4/8/202568 (1)(1)0.00 %
Reliable Medical Supply LLC (8)First lien senior secured revolving loanL + 7.00%4/8/2025138 25 26 0.01 %
Reliable Medical Supply LLC (8)First lien senior secured term loanL + 7.00%4/8/2025758 743 747 0.41 %
SCA Buyer, LLC (8)First lien senior secured delayed draw term loanL + 6.50%1/20/2026397 55 58 0.03 %
SCA Buyer, LLC (8)First lien senior secured revolving loanL + 6.50%1/20/2026133 50 51 0.03 %
SCA Buyer, LLC (8)First lien senior secured term loanL + 6.50%1/20/2026764 746 752 0.41 %
Spectrum Solutions, LLC (13)First lien senior secured revolving loanL + 6.00%3/5/2026267 (4)(4)0.00 %
Spectrum Solutions, LLC (6)First lien senior secured term loanL + 6.00%3/5/2026689 677 678 0.37 %
3,169 3,186 1.73 %
Health care providers and services
Agility Intermediate, Inc. (13)First lien senior secured delayed draw term loanL + 6.50%4/15/2026$401 $(7)$(6)0.00 %
Agility Intermediate, Inc. (13)First lien senior secured revolving loanL + 6.50%4/15/2026134 (2)(2)0.00 %
Agility Intermediate, Inc. (8)(9)First lien senior secured term loanL + 6.50%4/15/2026245 240 241 0.13 %
Apex Dental Partners, LLC (8)First lien senior secured delayed draw term loanL + 6.25%11/23/2025449 377 378 0.21 %
Apex Dental Partners, LLC (13)First lien senior secured revolving loanL + 6.25%11/23/2025150 (2)(2)0.00 %
Apex Dental Partners, LLC (8)First lien senior secured term loanL + 6.25%11/23/2025628 618 619 0.34 %
ASC Ortho Management, LLC (13)First lien senior secured delayed draw term loanL + 6.00%12/31/2026360 (7)(7)0.00 %
ASC Ortho Management, LLC (13)First lien senior secured revolving loanL + 6.00%12/31/202638 (1)(1)0.00 %
ASC Ortho Management, LLC (8)First lien senior secured term loanL + 6.00%12/31/20261,201 1,177 1,177 0.64 %
ASP Global Acquisition, LLC (8)First lien senior secured delayed draw term loanL + 5.50%1/21/2025732 674 673 0.37 %
The accompanying notes are an integral part of these consolidated financial statements
23
Table of Contents
AG Twin Brook BDC, Inc.
Consolidated Schedule of Investments
As of December 31, 2021
(Amounts in thousands)
Company(1)(2)
Investment
Interest
Rate
Maturity
Date
Principal/
Par Amount(3)
Amortized
Cost(4)
Fair Value
Percentage
of Net Assets
ASP Global Acquisition, LLC (13)(15)First lien senior secured revolving loanL + 5.50%1/21/2025485 (6)(7)0.00 %
ASP Global Acquisition, LLC (11)First lien senior secured term loanL + 5.50%1/21/20252,802 2,760 2,762 1.50 %
Beacon Oral Specialists Management LLC (8)First lien senior secured delayed draw term loanL + 5.75%12/14/2025161 158 159 0.09 %
Beacon Oral Specialists Management LLC (8)(9)First lien senior secured delayed draw term loanL + 5.75%12/14/2025534 527 528 0.29 %
Beacon Oral Specialists Management LLC (6)First lien senior secured revolving loanL + 5.75%12/14/2025150 112 112 0.06 %
Beacon Oral Specialists Management LLC (8)First lien senior secured term loanL + 5.75%12/14/2025954 940 942 0.51 %
Behavior Frontiers, LLC (8)(21)First lien senior secured revolving loanL + 6.25%5/21/202638 18 16 0.01 %
Behavior Frontiers, LLC (8)First lien senior secured term loanL + 6.25%5/21/2026657 643 604 0.33 %
Brightview, LLC (13)First lien senior secured delayed draw term loanL + 5.75%12/14/2026296 (5)(3)0.00 %
Brightview, LLC (13)First lien senior secured revolving loanL + 5.75%12/14/202662 (1)(1)0.00 %
Brightview, LLC (8)(9)First lien senior secured term loanL + 5.75%12/14/20263,323 3,258 3,287 1.79 %
Canadian Orthodontic Partners Corp. (8)(14)First lien senior secured delayed draw term loanC + 6.50%3/19/2026C$360 186 188 0.10 %
Canadian Orthodontic Partners Corp. (12)(14)First lien senior secured revolving loanP + 5.50%3/19/2026C$267 170 174 0.09 %
Canadian Orthodontic Partners Corp. (14)First lien senior secured term loanC + 6.50%3/19/2026C$226 177 178 0.10 %
Canadian Orthodontic Partners Corp. (13)(14)First lien senior secured revolving loanC + 6.50%3/19/2026107 (2)(1)0.00 %
Community Care Partners, LLC (6)First lien senior secured delayed draw term loanL + 5.25%8/11/2025225 90 90 0.05 %
Community Care Partners, LLC (13)First lien senior secured revolving loanL + 5.25%8/11/202538 (1)(1)0.00 %
Community Care Partners, LLC (6)First lien senior secured term loanL + 5.25%8/11/2025656 645 646 0.35 %
Dermatology Medical Partners OpCo, LLC (8)First lien senior secured delayed draw term loanL + 6.50%10/29/202698 (1)(1)0.00 %
Dermatology Medical Partners OpCo, LLC (13)First lien senior secured revolving loanL + 6.50%10/29/202638 (1)(1)0.00 %
Dermatology Medical Partners OpCo, LLC (8)First lien senior secured term loanL + 6.50%10/29/2026324 318 318 0.17 %
Varsity DuvaSawko Operating Corp. (13)First lien senior secured revolving loanL + 6.25%11/27/2024474 (5)(5)0.00 %
Varsity DuvaSawko Operating Corp. (8)First lien senior secured term loanL + 6.25%11/27/20242,676 2,643 2,650 1.44 %
EH Management Company, LLC (13)First lien senior secured revolving loanL + 6.00%7/15/202638 (1)(1)0.00 %
EH Management Company, LLC (8)First lien senior secured term loanL + 6.00%7/15/2026426 418 419 0.23 %
Geriatric Medical and Surgical Supply, LLC (13)First lien senior secured revolving loanL + 6.00%12/21/2025300 (5)(4)0.00 %
Geriatric Medical and Surgical Supply, LLC (8)First lien senior secured term loanL + 6.00%12/21/20251,027 1,010 1,011 0.55 %
Golden Bear PT Partners, LLC (8)First lien senior secured delayed draw term loanL + 6.25%10/22/2026382 143 143 0.08 %
Golden Bear PT Partners, LLC (8)First lien senior secured revolving loanL + 6.25%10/22/202638 1 1 0.00 %
Golden Bear PT Partners, LLC (8)First lien senior secured term loanL + 6.25%10/22/20261,500 1,471 1,471 0.80 %
Guardian Dentistry Practice Management, LLC (13)First lien senior secured delayed draw term loanL + 5.75%12/14/202368 (1)(1)0.00 %
Guardian Dentistry Practice Management, LLC (8)First lien senior secured delayed draw term loanL + 5.75%8/20/2026323 317 318 0.17 %
Guardian Dentistry Practice Management, LLC (13)First lien senior secured revolving loanL + 5.75%12/14/202323 0 0 0.00 %
Guardian Dentistry Practice Management, LLC (8)First lien senior secured term loanL + 5.75%8/20/2026526 517 518 0.28 %
Network Partners Acquisition, LLC (13)First lien senior secured delayed draw term loanL + 6.50%12/30/2026113 (2)(2)0.00 %
Network Partners Acquisition, LLC (13)First lien senior secured revolving loanL + 6.50%12/30/202638 (1)(1)0.00 %
Network Partners Acquisition, LLC (8)First lien senior secured term loanL + 6.50%12/30/2026396 388 388 0.21 %
The accompanying notes are an integral part of these consolidated financial statements
24
Table of Contents
AG Twin Brook BDC, Inc.
Consolidated Schedule of Investments
As of December 31, 2021
(Amounts in thousands)
Company(1)(2)
Investment
Interest
Rate
Maturity
Date
Principal/
Par Amount(3)
Amortized
Cost(4)
Fair Value
Percentage
of Net Assets
Novum Orthopedic Partners Management, LLC (13)First lien senior secured delayed draw term loanL + 5.75%12/29/2027298 (4)(4)0.00 %
Novum Orthopedic Partners Management, LLC (13)First lien senior secured revolving loanL + 5.75%12/29/202675 (1)(1)0.00 %
Novum Orthopedic Partners Management, LLC (8)First lien senior secured term loanL + 5.75%12/29/20272,176 2,132 2,132 1.16 %
Peak Dental Services, LLC (8)First lien senior secured delayed draw term loanL + 6.00%12/31/2025529 477 478 0.26 %
Peak Dental Services, LLC (8)First lien senior secured revolving loanL + 6.00%12/31/2025133 24 25 0.01 %
Peak Dental Services, LLC (8)First lien senior secured term loanL + 6.00%12/31/2025545 535 536 0.29 %
Peak Investment Holdings, LLC (8)First lien senior secured delayed draw term loanL + 6.50%12/6/2024603 10 1 0.00 %
Peak Investment Holdings, LLC (13)First lien senior secured revolving loanL + 6.50%12/6/2024324 (4)(9)0.00 %
Peak Investment Holdings, LLC (8)First lien senior secured term loanL + 6.50%12/6/20241,301 1,283 1,264 0.69 %
Pentec Acquisition Corp. (13)First lien senior secured revolving loanL + 6.00%10/8/202675 (1)(1)0.00 %
Pentec Acquisition Corp. (8)First lien senior secured term loanL + 6.00%10/8/20261,006 987 996 0.54 %
Revival Animal Health, LLC (13)First lien senior secured revolving loanL + 6.50%4/6/2026131 (2)(2)0.00 %
Revival Animal Health, LLC (8)(12)First lien senior secured term loanL + 6.50%4/6/2026985 966 969 0.53 %
RQM Buyer, Inc. (13)First lien senior secured delayed draw term loanL + 5.75%8/12/202684 (2)(1)0.00 %
RQM Buyer, Inc. (9)(13)First lien senior secured revolving loanL + 5.75%8/12/2026150 (3)(1)0.00 %
RQM Buyer, Inc. (9)First lien senior secured term loanL + 5.75%8/12/20261,162 1,140 1,151 0.63 %
SAMGI Buyer, Inc. (13)First lien senior secured revolving loanL + 6.00%4/14/2025138 (3)(2)0.00 %
SAMGI Buyer, Inc. (8)First lien senior secured term loanL + 6.00%4/14/20251,164 1,142 1,146 0.62 %
SCP ENT and Allergy Services, LLC (13)First lien senior secured delayed draw term loanL + 5.50%12/15/2023150 (2)(2)0.00 %
SCP ENT and Allergy Services, LLC (8)First lien senior secured delayed draw term loanL + 5.50%9/25/20251,171 546 555 0.30 %
SCP ENT and Allergy Services, LLC (13)First lien senior secured revolving loanL + 5.50%12/15/2023218 (5)(3)0.00 %
SCP ENT and Allergy Services, LLC (8)First lien senior secured term loanL + 5.50%9/25/20251,568 1,535 1,543 0.84 %
Signature Dental Partners LLC (6)(8)First lien senior secured delayed draw term loanL + 6.00%10/29/2026180 35 35 0.02 %
Signature Dental Partners LLC (13)First lien senior secured revolving loanL + 6.00%10/29/202638 (1)(1)0.00 %
Signature Dental Partners LLC (8)First lien senior secured term loanL + 6.00%10/29/2026870 853 853 0.46 %
Silver Falls MSO, LLC (8)First lien senior secured revolving loanL + 6.25%8/30/2024235 138 135 0.07 %
Silver Falls MSO, LLC (8)First lien senior secured term loanL + 6.25%8/30/20241,304 1,286 1,272 0.69 %
SimiTree Acquisition LLC (8)First lien senior secured delayed draw term loanL + 5.25%5/17/2026888 528 529 0.29 %
SimiTree Acquisition LLC (13)First lien senior secured revolving loanL + 5.25%5/17/2026178 (3)(3)0.00 %
SimiTree Acquisition LLC (8)First lien senior secured term loanL + 5.25%5/17/20261,151 1,131 1,132 0.61 %
Southeast Primary Care Partners, LLC (6)First lien senior secured delayed draw term loanL + 6.25%12/30/2025300 54 54 0.03 %
Southeast Primary Care Partners, LLC (6)First lien senior secured revolving loanL + 6.25%12/30/2025225 26 26 0.01 %
Southeast Primary Care Partners, LLC (6)First lien senior secured term loanL + 6.25%12/30/2025725 710 711 0.39 %
Southern Orthodontic Partners Management, LLC (8)First lien senior secured delayed draw term loanL + 5.75%1/27/2026904 883 887 0.48 %
Southern Orthodontic Partners Management, LLC (13)First lien senior secured delayed draw term loanL + 5.75%12/17/202375 (1)(1)0.00 %
Southern Orthodontic Partners Management, LLC (8)First lien senior secured revolving loanL + 5.75%1/27/2026134 38 39 0.02 %
Southern Orthodontic Partners Management, LLC (8)First lien senior secured term loanL + 5.75%1/27/20261,021 1,001 1,003 0.54 %
The accompanying notes are an integral part of these consolidated financial statements
25
Table of Contents
AG Twin Brook BDC, Inc.
Consolidated Schedule of Investments
As of December 31, 2021
(Amounts in thousands)
Company(1)(2)
Investment
Interest
Rate
Maturity
Date
Principal/
Par Amount(3)
Amortized
Cost(4)
Fair Value
Percentage
of Net Assets
Vital Care Buyer, LLC (13)First lien senior secured revolving loanL + 5.50%10/19/2025580 (8)(7)0.00 %
Vital Care Buyer, LLC (8)First lien senior secured term loanL + 5.50%10/19/2025916 903 905 0.49 %
Western Veterinary Partners, LLC (6)(8)First lien senior secured delayed draw term loanL + 5.25%10/29/2026334 204 206 0.11 %
Western Veterinary Partners, LLC (13)First lien senior secured revolving loanL + 5.25%10/29/202624 0 0 0.00 %
Western Veterinary Partners, LLC (8)First lien senior secured term loanL + 5.25%10/29/2026759 745 748 0.41 %
39,217 39,257 21.32 %
Health care technology   
Millennia Patient Services, LLC (13)First lien senior secured delayed draw term loanL + 6.50%3/8/2026$267 $(4)$(4)0.00 %
Millennia Patient Services, LLC (13)First lien senior secured revolving loanL + 6.50%3/8/2026134 (2)(2)0.00 %
Millennia Patient Services, LLC (8)First lien senior secured term loanL + 6.50%3/8/20261,000 983 985 0.54 %
Spear Education, LLC (13)First lien senior secured delayed draw term loanL + 5.00%2/26/2025474 (3)(8)0.00 %
Spear Education, LLC (13)First lien senior secured revolving loanL + 5.00%2/26/2025414 (3)(7)0.00 %
Spear Education, LLC (9)First lien senior secured term loanL + 5.00%2/26/2025862 856 848 0.46 %
1,827 1,812 0.98 %
Household durables   
Storm Smart Buyer LLC (13)First lien senior secured revolving loanL + 6.00%4/5/2026$131 $(2)$(2)0.00 %
Storm Smart Buyer LLC (9)First lien senior secured term loanL + 6.00%4/5/2026917 901 903 0.49 %
Trademark Global, LLC (13)First lien senior secured delayed draw term loanL + 6.00%7/30/202461 0 0 0.00 %
Trademark Global, LLC (6)First lien senior secured revolving loanL + 6.00%7/30/2024113 85 85 0.05 %
Trademark Global, LLC (6)First lien senior secured term loanL + 6.00%7/30/20241,834 1,826 1,829 0.99 %
2,810 2,815 1.53 %
Internet and direct marketing retail   
Aquatic Sales Solutions, LLC (8)First lien senior secured revolving loanL + 5.50%12/18/2025$188 $67 $68 0.04 %
Aquatic Sales Solutions, LLC (8)First lien senior secured term loanL + 5.50%12/18/20252,541 2,495 2,503 1.36 %
DealerOn Inc. (13)First lien senior secured revolving loanL + 5.50%11/19/2024314 (4)(3)0.00 %
DealerOn Inc. (8)(9)First lien senior secured term loanL + 5.50%11/19/20241,615 1,591 1,601 0.87 %
4,149 4,169 2.26 %
IT services   
Data Source Intermediate Holdings, LLC (13)First lien senior secured revolving loanL + 5.50%2/11/2025$123 $(2)$(1)0.00 %
Data Source Intermediate Holdings, LLC (8)(9)First lien senior secured term loanL + 5.50%2/11/2025824 813 815 0.44 %
E-Phoenix Acquisition Co. Inc. (13)First lien senior secured revolving loanL + 5.75%6/23/202775 (1)(1)0.00 %
E-Phoenix Acquisition Co. Inc. (8)First lien senior secured term loanL + 5.75%6/23/20271,445 1,428 1,431 0.78 %
FreshAddress, LLC (13)First lien senior secured revolving loanL + 5.50%10/5/202530 0 0 0.00 %
FreshAddress, LLC (8)First lien senior secured term loanL + 5.50%10/5/20251,706 1,682 1,685 0.92 %
Library Associates, LLC (13)First lien senior secured revolving loanL + 7.00%8/13/202384 (1)(1)0.00 %
Library Associates, LLC (8)First lien senior secured term loanL + 7.00%8/13/2023258 254 254 0.14 %
P&R Dental Strategies, LLC (13)First lien senior secured revolving loanL + 6.50%12/22/202623 0 0 0.00 %
The accompanying notes are an integral part of these consolidated financial statements
26
Table of Contents
AG Twin Brook BDC, Inc.
Consolidated Schedule of Investments
As of December 31, 2021
(Amounts in thousands)
Company(1)(2)
Investment
Interest
Rate
Maturity
Date
Principal/
Par Amount(3)
Amortized
Cost(4)
Fair Value
Percentage
of Net Assets
P&R Dental Strategies, LLC (8)First lien senior secured term loanL + 6.50%12/22/2026660 647 647 0.35 %
The Stratix Corporation (13)First lien senior secured delayed draw term loanL + 6.00%11/19/202775 (1)(1)0.00 %
The Stratix Corporation (13)First lien senior secured revolving loanL + 6.00%11/19/202775 (1)(1)0.00 %
The Stratix Corporation (8)(9)First lien senior secured term loanL + 6.00%11/19/20271,166 1,142 1,142 0.62 %
5,960 5,969 3.24 %
Leisure equipment and products   
MacNeill Pride Group Corp. (8)First lien senior secured delayed draw term loanL + 6.25%4/22/2026$392 $389 $390 0.21 %
MacNeill Pride Group Corp. (8)First lien senior secured revolving loanL + 6.25%4/22/2026262 207 208 0.11 %
MacNeill Pride Group Corp. (8)First lien senior secured term loanL + 6.25%4/22/2026876 868 870 0.47 %
Performance PowerSports Group Purchaser, Inc. (7)First lien senior secured revolving loanL + 5.75%10/8/202656 48 48 0.03 %
Performance PowerSports Group Purchaser, Inc. (8)First lien senior secured term loanL + 5.75%10/8/20261,490 1,461 1,463 0.79 %
2,973 2,979 1.62 %
Leisure products   
Motis Brands, Inc. (9)First lien senior secured delayed draw term loanL + 5.50%8/31/2026$79 $77 $77 0.04 %
Motis Brands, Inc. (8)First lien senior secured revolving loanL + 5.50%8/31/202656 41 41 0.02 %
Motis Brands, Inc. (8)First lien senior secured term loanL + 5.50%8/31/2026662 650 651 0.35 %
768 769 0.42 %
Life sciences tools and services   
Aptitude Health Holdings, LLC (8)First lien senior secured revolving loanL + 5.25%5/3/2026$267 $22 $22 0.01 %
Aptitude Health Holdings, LLC (8)First lien senior secured term loanL + 5.25%5/3/20261,114 1,094 1,096 0.60 %
1,116 1,118 0.61 %
Machinery
Abrasive Technology Intermediate, LLC (13)First lien senior secured revolving loanL + 5.75%4/30/2026$173 $(3)$(3)0.00 %
Abrasive Technology Intermediate, LLC (9)First lien senior secured term loanL + 5.75%4/30/2026945 928 929 0.50 %
DNS IMI Acquisition Corp (13)First lien senior secured delayed draw term loanL +5.50%11/23/202675 (1)(1)0.00 %
DNS IMI Acquisition Corp (6)First lien senior secured revolving loanL + 5.50%11/23/202618 2 2 0.00 %
DNS IMI Acquisition Corp (12)First lien senior secured revolving loanP + 4.50%11/23/202638 5 5 0.00 %
DNS IMI Acquisition Corp (8)First lien senior secured term loanL + 5.50%11/23/20261,665 1,632 1,632 0.89 %
Industrial Dynamics Company, Ltd. (13)(16)First lien senior secured revolving loanL + 6.00%8/20/2024141 (2)(2)0.00 %
Industrial Dynamics Company, Ltd. (8)First lien senior secured term loanL + 6.00%8/20/2024894 882 880 0.48 %
3,443 3,442 1.87 %
Media   
ALM Media, LLC (13)(18)First lien senior secured revolving loanL + 7.00%11/25/2024$971 $(13)$(15)(0.01)%
ALM Media, LLC (8)First lien senior secured term loanL + 7.00%11/25/20242,616 2,576 2,575 1.40 %
Exclusive Concepts, LLC (13)First lien senior secured delayed draw term loanL + 6.00%12/9/2026225 (4)(4)0.00 %
Exclusive Concepts, LLC (13)First lien senior secured revolving loanL + 6.00%12/9/202623 0 0 0.00 %
Exclusive Concepts, LLC (8)First lien senior secured term loanL + 6.00%12/9/2026633 620 620 0.34 %
The accompanying notes are an integral part of these consolidated financial statements
27
Table of Contents
AG Twin Brook BDC, Inc.
Consolidated Schedule of Investments
As of December 31, 2021
(Amounts in thousands)
Company(1)(2)
Investment
Interest
Rate
Maturity
Date
Principal/
Par Amount(3)
Amortized
Cost(4)
Fair Value
Percentage
of Net Assets
Infolinks Media Buyco, LLC (13)First lien senior secured delayed draw term loanL + 6.00%11/1/202639 0 0 0.00 %
Infolinks Media Buyco, LLC (13)First lien senior secured revolving loanL + 6.00%11/1/202638 (1)(1)0.00 %
Infolinks Media Buyco, LLC (8)First lien senior secured term loanL + 6.00%11/1/20261,164 1,141 1,141 0.62 %
The Channel Company, LLC (13)First lien senior secured revolving loanL + 5.25%11/1/202762 (1)(1)0.00 %
The Channel Company, LLC (8)First lien senior secured term loanL + 5.25%11/1/20271,547 1,521 1,521 0.83 %
5,839 5,836 3.17 %
Metals and mining   
Copperweld Group, Inc. (8)First lien senior secured revolving loanL + 5.50%9/27/2024$456 $252 $252 0.14 %
Copperweld Group, Inc. (8)First lien senior secured term loanL + 5.50%9/27/20242,157 2,124 2,126 1.15 %
2,376 2,378 1.29 %
Personal products   
Cosmetic Solutions, LLC (13)First lien senior secured delayed draw term loanL + 5.75%10/17/2025$366 $(5)$(4)0.00 %
Cosmetic Solutions, LLC (13)First lien senior secured revolving loanL + 5.75%10/17/2025344 (5)(4)0.00 %
Cosmetic Solutions, LLC (8)First lien senior secured term loanL + 5.75%10/17/20252,775 2,733 2,743 1.49 %
2,723 2,735 1.49 %
Pharmaceuticals   
Bio Agri Mix Holdings Inc. (13)(14)First lien senior secured revolving loanC + 6.50%7/23/2026C$75 $(1)$(1)0.00 %
Bio Agri Mix Holdings Inc. (13)(14)First lien senior secured revolving loanC + 6.50%7/23/202630 (1)0 0.00 %
Bio Agri Mix Holdings Inc. (14)First lien senior secured term loanC + 6.50%7/23/2026C$1,257 981 978 0.53 %
Formulated Buyer, LLC (8)First lien senior secured delayed draw term loanL + 5.25%9/22/2026300 24 24 0.01 %
Formulated Buyer, LLC (8)(9)First lien senior secured revolving loanL + 5.25%9/22/2026188 64 64 0.03 %
Formulated Buyer, LLC (8)(9)First lien senior secured term loanL + 5.25%9/22/2026465 456 457 0.25 %
Maxor National Pharmacy Services, LLC (8)First lien senior secured term loanL + 5.50%12/6/2027472 463 463 0.25 %
Maxor National Pharmacy Services, LLC (13)First lien senior secured revolving loanL +5.50%12/6/202784 (2)(2)0.00 %
Maxor National Pharmacy Services, LLC (8)First lien senior secured term loanL +5.50%12/6/20271,334 1,308 1,308 0.71 %
3,292 3,291 1.79 %
Professional services   
Stax Holding Company, LLC (8)(13)First lien senior secured revolving loanL + 5.25%10/29/2026$60 $(1)$(1)0.00 %
Stax Holding Company, LLC (8)First lien senior secured term loanL + 5.25%10/29/2026825 813 813 0.44 %
812 812 0.44 %
Real estate management and development   
BBG Intermediate Holdings, Inc. (11)(13)First lien senior secured revolving loanL + 6.50%1/8/2026$233 $(4)$(3)0.00 %
BBG Intermediate Holdings, Inc. (8)First lien senior secured term loanL + 6.50%1/8/20261,667 1,635 1,642 0.89 %
1,631 1,639 0.89 %
Semiconductors and semiconductor equipment   
Altamira Material Solutions, LP (12)(13)First lien senior secured revolving loanP + 4.50%9/2/2026$45 $(1)$(1)0.00 %
Altamira Material Solutions, LP (8)(7)First lien senior secured term loanL + 5.50%9/2/2026729 715 716 0.39 %
714 715 0.39 %
The accompanying notes are an integral part of these consolidated financial statements
28
Table of Contents
AG Twin Brook BDC, Inc.
Consolidated Schedule of Investments
As of December 31, 2021
(Amounts in thousands)
Company(1)(2)
Investment
Interest
Rate
Maturity
Date
Principal/
Par Amount(3)
Amortized
Cost(4)
Fair Value
Percentage
of Net Assets
Software   
Affinitiv, Inc. (13)First lien senior secured revolving loanL + 6.50%8/26/2024$248 $(2)$(2)0.00 %
Affinitiv, Inc. (8)First lien senior secured term loanL + 6.50%8/26/20242,322 2,296 2,305 1.25 %
ShiftKey, LLC (8)First lien senior secured revolving loanL + 6.00%3/17/2026120 59 59 0.03 %
ShiftKey, LLC (12)First lien senior secured revolving loanP + 5.00%3/17/2026120 59 59 0.03 %
ShiftKey, LLC (8)First lien senior secured term loanL + 6.00%3/17/2026936 923 924 0.50 %
3,335 3,345 1.82 %
Specialty retail    
Dykstra's Auto, LLC (8)First lien senior secured delayed draw term loanL+ 5.25%10/22/2026$188 $70 $70 0.04 %
Dykstra's Auto, LLC (12)First lien senior secured revolving loanP + 4.25%10/22/202638 22 22 0.01 %
Dykstra's Auto, LLC (8)First lien senior secured term loanL+ 5.25%10/22/2026497 487 487 0.26 %
Kaizen Auto Care, LLC (8)First lien senior secured delayed draw term loanL + 6.00%12/22/2023225 43 43 0.02 %
Kaizen Auto Care, LLC (12)First lien senior secured revolving loanP + 5.00%12/22/202638 11 11 0.01 %
Kaizen Auto Care, LLC (8)First lien senior secured term loanL + 6.00%12/22/2023780 766 765 0.42 %
Leonard Group, Inc. (13)First lien senior secured revolving loanL + 6.00%2/26/2026197 (3)(3)0.00 %
Leonard Group, Inc. (10)First lien senior secured term loanL + 6.00%2/26/20261,256 1,234 1,236 0.67 %
Pink Lily Holdings, LLC (8)First lien senior secured revolving loanL + 6.50%11/16/202763 16 16 0.01 %
Pink Lily Holdings, LLC (8)First lien senior secured term loanL + 6.50%11/16/20271,371 1,347 1,347 0.73 %
3,993 3,994 2.17 %
The accompanying notes are an integral part of these consolidated financial statements
29
Table of Contents
AG Twin Brook BDC, Inc.
Consolidated Schedule of Investments
As of December 31, 2021
(Amounts in thousands)
Company(1)(2)
Investment
Interest
Rate
Maturity
Date
Principal/
Par Amount(3)
Amortized
Cost(4)
Fair Value
Percentage
of Net Assets
Textiles, apparel and luxury goods   
Lakeshirts LLC (8)First lien senior secured revolving loanL + 4.75%12/23/2024$398 $314 $314 0.17 %
Lakeshirts LLC (8)First lien senior secured term loanL + 4.75%12/23/20241,566 1,548 1,543 0.84 %
1,862 1,857 1.01 %
Trading companies and distributors   
AFC Industries, Inc. (9)First lien senior secured delayed draw term loanL + 6.25%12/20/2023$129 $7 $7 0.00 %
AFC Industries, Inc. (8)(9)First lien senior secured delayed draw term loanL + 6.25%4/9/2027355 350 351 0.19 %
AFC Industries, Inc. (8)(20)First lien senior secured revolving loanL + 6.25%10/9/20267 1 1 0.00 %
AFC Industries, Inc. (12)(20)First lien senior secured revolving loanP + 5.25%10/9/2026124 25 25 0.01 %
AFC Industries, Inc. (8)(9)First lien senior secured term loanL + 6.25%4/9/2027748 738 740 0.40 %
Banner Buyer, LLC (6)First lien senior secured delayed draw term loanL + 5.75%10/31/20251,043 564 569 0.31 %
Banner Buyer, LLC (13)First lien senior secured revolving loanL + 5.75%10/31/2025370 (4)(3)0.00 %
Banner Buyer, LLC (6)First lien senior secured term loanL +5.75%10/31/20251,385 1,368 1,374 0.75 %
Empire Equipment Company, LLC (13)First lien senior secured delayed draw term loanL + 5.50%1/17/2025941 (13)(20)(0.01)%
Empire Equipment Company, LLC (9)First lien senior secured revolving loanL + 5.50%1/17/2025439 119 116 0.06 %
Empire Equipment Company, LLC (8)First lien senior secured term loanL + 5.50%1/17/20251,291 1,271 1,264 0.69 %
Montway LLC (13)First lien senior secured delayed draw term loanL + 6.25%11/4/2025675 (12)(11)(0.01)%
Montway LLC (13)First lien senior secured revolving loanL + 6.25%11/4/2025150 (3)(2)0.00 %
Montway LLC (8)First lien senior secured term loanL + 6.25%11/4/2025723 710 711 0.39 %
Shearer Supply, LLC (12)First lien senior secured revolving loanP + 4.50%9/17/2027113 39 39 0.02 %
Shearer Supply, LLC (8)First lien senior secured term loanL + 5.50%9/17/2027807 791 793 0.43 %
Triad Technologies, LLC (13)First lien senior secured revolving loanL + 4.75%10/31/2025314 (4)(3)0.00 %
Triad Technologies, LLC (8)(9)First lien senior secured term loanL + 4.75%10/31/2025941 928 932 0.51 %
6,875 6,883 3.74 %
Water utilities   
Diamondback Buyer, LLC (13)First lien senior secured revolving loanL + 5.50%7/22/2026$75 $(1)$(1)0.00 %
Diamondback Buyer, LLC (9)First lien senior secured term loanL + 5.50%7/22/2026855 838 842 0.46 %
837 841 0.46 %
Total non-controlled/non-affiliated senior secured debt$151,054 $151,105 82.08 %
Non-controlled/non-affiliated sponsor subordinated note
Trading companies and distributors
Empire Equipment Company, LLCSponsor subordinated note12.50% + 7.00% PIK7/17/2025$11 $11 0.01 %
Shearer Supply, LLCSponsor subordinated note12.50% + 7.00% PIK3/17/20285 5 0.00 %
Total non-controlled/non-affiliated sponsor subordinated note16 16 0.01 %
Total non-controlled/non-affiliated investments$151,070 $151,121 82.09 %
The accompanying notes are an integral part of these consolidated financial statements
30
Table of Contents
AG Twin Brook BDC, Inc.
Consolidated Schedule of Investments
As of December 31, 2021
(Amounts in thousands)
Company(1)(2)
Investment
Interest
Rate
Maturity
Date
Principal/
Par Amount(3)
Amortized
Cost(4)
Fair Value
Percentage
of Net Assets
Non-controlled/affiliated investments
Multisector holdings
Twin Brook Equity Holdings, LLC (23)Equity - 2.09% membership interest$6,196 7,972 4.33 %
Twin Brook Segregated Equity Holdings, LLC (23)Equity - 2.11% membership interest14 14 0.01 %
Total non-controlled/affiliated investments$6,210 $7,986 4.34 %
Total investments$157,280 $159,107 86.43 %
(1)Unless otherwise indicated, all investments are considered Level 3 investments.
(2)Unless otherwise indicated, all investments represent co-investments made with the Company's affiliates in accordance with the terms of the exemptive relief that the Company received from the U.S. Securities and Exchange Commission. Refer to Note 6 for further information.
(3)Principal/par amount is denominated in U.S. Dollars (“("$”") unless otherwise noted, Canadian Dollars (“("C$”").
(4)The amortized cost represents the original cost adjusted for the amortization of discounts and premiums, as applicable, on debt investments using the effective interest method.
(5)Unless otherwise indicated, the interest rate on the principal balance outstanding for all floating rate loans is indexed to LIBOR and/or an alternate base rate (e.g. prime rate), which typically resets semiannually, quarterly, or monthly at the borrower’sborrower's option. The applicable base rate may be subject to a floor. The borrower may also elect to have multiple interest reset periods for each loan. For each of these loans, we have provided the applicable margin over LIBOR based on each respective credit agreement.
(6)The interest rate on these loans is subject to 1 month LIBOR, which as of September 30,December 31, 2021 was 0.08%0.10%.
(7)The interest rate on these loans is subject to 2 month LIBOR, which as of September 30,December 31, 2021 was 0.11%0.15%.
(8)The interest rate on these loans is subject to 3 month LIBOR, which as of September 30,December 31, 2021 was 0.13%0.21%.
(9)The interest rate on these loans is subject to 6 month LIBOR, which as of September 30,December 31, 2021 was 0.16%0.34%.
(10)The interest rate on these loans is subject to 12 month LIBOR, which as of September 30,December 31, 2021 was 0.24%0.58%.
(11)The interest rate on these loans is subject to 3 Month CDOR, which as of September 30,December 31, 2021 was 0.45%0.52%.
(12)The interest rate on these loans is subject to the Prime Rate, which as of September 30,December 31, 2021 was 3.25%.
(13)Represents revolvers and delayed draw term loans where the entire balance is unfunded as of September 30,December 31, 2021. The negative fair value is a result of the commitment being valued below par. Refer to Note 8 for further information.
(14)Represents investments that the Company has determined are not “qualifying assets” under Section 55(a) of the 1940 Act. Under the 1940 Act, we may not acquire any non-qualifying asset unless, at the time such acquisition is made, qualifying assets represent at least 70% of our total assets. The status of these assets under the 1940 Act is subject to change. The Company monitors the status of these assets on an ongoing basis. As of September 30,December 31, 2021, non-qualifying assets represented approximately 3.38%3.37% of the total assets of the Company.
(15)Principal balance includes reserve for letter of credit of $2,834 on which the borrower pays 5.50%.
(16)Principal balance includes reserve for letter of credit of $13,826$12,928 on which the borrower pays 6.00%.
(17)Principal balance includes reserve for letter of credit of $10,663 on which the borrower pays 7.50%.
(18)Principal balance includes reserve for letter of credit of $141,677 on which the borrower pays 0.00%.
(19)Principal balance includes reserve for letter of credit of $4,538$3,516 on which the borrower pays 6.00%6.50%.
(20)Principal balance includes reserve for letter of credit of $4,978 on which the borrower pays 6.25%.
(21)Principal balance includes reserve for letter of credit of $5,410 on which the borrower pays 6.25%.
The accompanying notes are an integral part of these consolidated financial statements
31
Table of Contents
AG Twin Brook BDC, Inc.
Consolidated Schedule of Investments
As of December 31, 2021
(Amounts in thousands)
(22)Principal balance includes reserve for letter of credit of $4,152$2,851 on which the borrower pays 6.50%.
(23)As a practical expedient, the Company uses net asset value (“NAV”("NAV") to determine the fair value of this investment. Consistent with FASB guidance under ASC 820, these investments are excluded from the hierarchical levels. This represents an investment in an affiliated fund.





The accompanying notes are an integral part of these consolidated financial statements.statements

32


9Table of Contents

AG Twin Brook BDC, Inc.
Consolidated Schedule of Investments
As of September 30,December 31, 2021
(Amounts in thousands)
(Unaudited)


Additional Information

Foreign currency forward contracts         
Counterparty Currency Purchased Currency Sold Settlement 
Unrealized Appreciation/
(Depreciation)
 
Wells Fargo Bank, National Association  USD 410 CAD 505 6/27/2022 $12 
Wells Fargo Bank, National Association  USD 65 CAD 80 6/27/2022  2 
Wells Fargo Bank, National Association  USD 32 CAD 41 10/22/2021  - 
Wells Fargo Bank, National Association  USD 2,098 CAD 2,675 10/21/2021  (14)
Wells Fargo Bank, National Association  CAD 823 USD 646 10/21/2021  4 
Wells Fargo Bank, National Association  CAD 520 USD 405 10/21/2021  5 
Wells Fargo Bank, National Association CAD 86 USD 68 10/21/2021  (1)
Total           $8 

Foreign currency forward contracts
Currency Abbreviations:
CounterpartyCurrency PurchasedCurrency SoldSettlement
Unrealized Appreciation/
(Depreciation)
Wells Fargo Bank, National AssociationUSD 410CAD 5056/27/2022$11 
Wells Fargo Bank, National AssociationUSD 65CAD 806/27/20222 
Wells Fargo Bank, National AssociationUSD 73CAD 931/18/2022(1)
Wells Fargo Bank, National AssociationUSD 99CAD 1281/18/2022(2)
Wells Fargo Bank, National AssociationUSD 1,112CAD 1,37510/21/202226 
Wells Fargo Bank, National AssociationUSD 49CAD 3910/21/2022— 
Total$36 
Currency Abbreviations:
USD - U.S. Dollar
CAD - Canadian Dollar
USD - U.S. Dollar
CAD - Canadian Dollar






The accompanying notes are an integral part of these consolidated financial statements.

10
AG Twin Brook BDC, Inc.
Consolidated Schedule of Investments
As of December 31, 2020
(Amounts in thousands)


Company(1)(2) Investment  Interest Rate Maturity Date Principal/ Par Amount  Amortized Cost(3)  Fair Value  Percentage of Net Assets 
Investments                  
Non-controlled/non-affiliated senior secured debt (4)                  
Aerospace and defense                  
Mattco Forge, Inc. (11) First lien senior secured revolving loan L+5.25% 12/6/2024 $506  $(8) $(19)  (0.02)%
Mattco Forge, Inc. (8) First lien senior secured term loan L+5.25% 12/6/2024  2,213   2,177   2,133   2.40%
         2,719   2,169   2,114   2.38%
Auto components                      
Continental Battery Company (5) First lien senior secured term loan L+6.75% 12/14/2022 $1,172  $1,149  $1,157   1.31%
         1,172   1,149   1,157   1.31%
Chemicals                      
AM Buyer, LLC (7) First lien senior secured revolving loan L+6.75% 5/1/2025 $111  $–  $1   0.00%
AM Buyer, LLC (7) First lien senior secured term loan L+6.75% 5/1/2025  498   487   489   0.55%
G2O Technologies, LLC (11) First lien senior secured revolving loan L+6.50% 3/31/2025  207   (4)  (4)  (0.00)%
G2O Technologies, LLC (7) First lien senior secured term loan L+6.50% 3/31/2025  1,577   1,546   1,550   1.75%
Revolution Plastics Buyer, LLC (5) First lien senior secured revolving loan L+5.00% 8/15/2025  704   200   202   0.23%
Revolution Plastics Buyer, LLC (5)(7) First lien senior secured term loan L+5.00% 8/15/2025  2,676   2,627   2,642   2.99%
Teel Plastics, LLC (11) First lien senior secured revolving loan L+5.00% 1/24/2025  324   (5)  (6)  (0.01)%
Teel Plastics, LLC (5) First lien senior secured term loan L+5.00% 1/24/2025  1,861   1,830   1,825   2.06%
         7,958   6,681   6,699   7.57%
Commercial services and supplies                      
BRTS Holdings, LLC (7) First lien senior secured delayed draw term loan L+5.75% 9/6/2022 $175  $127  $127   0.14%
BRTS Holdings, LLC (7)(13) First lien senior secured revolving loan L+5.75% 9/6/2022  588   290   290   0.33%
BRTS Holdings, LLC (7) First lien senior secured term loan L+5.75% 9/6/2022  3,125   3,105   3,106   3.51%
Nimlok Company, LLC (7)(15) First lien senior secured revolving loan L+6.00% 11/27/2025  320   305   288   0.33%
Nimlok Company, LLC (7) First lien senior secured term loan L+6.00% 11/27/2025  1,927   1,902   1,773   2.00%
         6,135   5,729   5,582   6.31%
Containers and packaging                      
Innovative FlexPak, LLC (11) First lien senior secured revolving loan L+6.75% 1/23/2025 $627  $(10) $(9)  (0.01)%
Innovative FlexPak, LLC (8) First lien senior secured term loan L+6.75% 1/23/2025  2,407   2,366   2,374   2.67%
Jansy Packaging, LLC (5) First lien senior secured revolving loan L+7.00% 9/30/2022  706   17   (4)  (0.00)%
Jansy Packaging, LLC (5) First lien senior secured term loan L+7.00% 9/30/2022  1,101   1,081   1,050   1.19%
MRC Keeler Acquisition, LLC (11) First lien senior secured delayed draw term loan L+5.75% 12/4/2025  150   (3)  (3)  (0.00)%
MRC Keeler Acquisition, LLC (11) First lien senior secured revolving loan L+5.75% 12/4/2025  150   (3)  (3)  (0.00)%
MRC Keeler Acquisition, LLC (7) First lien senior secured term loan L+5.75% 12/4/2025  976   957   956   1.08%
Vanguard Packaging, LLC (11) First lien senior secured revolving loan L+5.25% 8/9/2024  535   (6)  (8)  (0.01)%
Vanguard Packaging, LLC (8) First lien senior secured term loan L+5.25% 8/9/2024  1,225   1,211   1,206   1.36%
         7,877   5,610   5,559   6.28%
Diversified consumer services                      
50Floor, LLC (11) First lien senior secured revolving loan L+6.25% 12/31/2025 $199  $(4) $(4)  (0.00)%
50Floor, LLC (7) First lien senior secured term loan L+6.25% 12/31/2026  990   970   970   1.10%
Groundworks Operations, LLC (7) First lien senior secured delayed draw term loan L+6.25% 1/17/2026  1,632   1,257   1,258   1.42%
Groundworks Operations, LLC (11) First lien senior secured revolving loan L+6.25% 1/17/2026  387   (5)  (5)  (0.01)%
Groundworks Operations, LLC (7) First lien senior secured term loan L+6.25% 1/17/2026  2,384   2,350   2,351   2.65%
Kalkomey Enterprises, LLC (11) First lien senior secured revolving loan L+6.50% 4/24/2025  77   (2)  (1)  (0.00)%
Kalkomey Enterprises, LLC (7) First lien senior secured term loan L+6.50% 4/24/2026  838   818   822   0.93%
NSG Buyer, Inc. (11) First lien senior secured revolving loan L+5.75% 9/30/2024  294   (2)  (3)  (0.00)%
NSG Buyer, Inc. (5) First lien senior secured term loan L+5.75% 9/30/2025  2,465   2,444   2,429   2.74%
         9,266   7,826   7,817   8.83%
Electronic equipment, instruments and components                      
Advanced Lighting Acquisition, LLC (5) First lien senior secured revolving loan L+6.00% 11/22/2025 $324  $157  $151   0.17%
Advanced Lighting Acquisition, LLC (5) First lien senior secured term loan L+6.00% 11/22/2025  1,450   1,429   1,404   1.59%
         1,774   1,586   1,555   1.76%
Food and staples retailing                      
Engelman Baking Co., LLC (7) First lien senior secured revolving loan L+5.75% 2/28/2025 $207  $47  $37   0.04%
Engelman Baking Co., LLC (5)(7) First lien senior secured term loan L+5.75% 2/28/2025  728   715   682   0.77%
         935   762   719   0.81%
Food products                      
Perimeter Brands Intermediate Holdco LLC (11) First lien senior secured revolving loan L+5.50% 12/11/2025 $210  $(4) $(4)  (0.00)%
Perimeter Brands Intermediate Holdco LLC (6) First lien senior secured term loan L+5.50% 12/11/2025  1,025   1,004   1,004   1.13%
         1,235   1,000   1,000   1.13%
Gas utilities                      
Hydromax USA, LLC (11) First lien senior secured delayed draw term loan L+6.25% 12/30/2026 $114  $(2) $(2)  (0.00)%
Hydromax USA, LLC (10) First lien senior secured revolving loan L+6.25% 12/30/2026  228   7   7   0.01%
Hydromax USA, LLC (5) First lien senior secured term loan L+6.25% 12/30/2026  1,259   1,237   1,237   1.40%
         1,601   1,242   1,242   1.41%

The accompanying notes are an integral part of these consolidated financial statements.statements
33


11Table of Contents
AG Twin Brook BDC, Inc.
Consolidated Schedule of Investments
As of December 31, 2020
(Amounts in thousands)


Company(1)(2) Investment 
 
Interest Rate
 Maturity Date Principal/ Par Amount  Amortized Cost(3)  Fair Value  Percentage of Net Assets 
Investments - Continued                      
Non-controlled/non-affiliated senior secured debt (4) - Continued                      
Health care equipment and supplies                      
Reliable Medical Supply LLC (11) First lien senior secured revolving loan L+6.00% 4/8/2025 $138  $(2) $(2)  (0.00)%
Reliable Medical Supply LLC (8) First lien senior secured term loan L+6.00% 4/8/2025  622   611   612   0.69%
         760   609   610   0.69%
Health care providers and services                      
 Anne Arundel Dermatology Management, LLC (7) First lien senior secured delayed draw term loan  L+6.00%  10/16/2025 $779
   $217
   $217
   0.25
%
 Anne Arundel Dermatology Management, LLC (11) First lien senior secured revolving loan  L+6.00%  10/16/2025  234
   (4
)
  (4
)
  (0.00
)%
 Anne Arundel Dermatology Management, LLC (7) First lien senior secured term loan
  L+6.00%  10/16/2025  867
   850
   850
   0.96
%
Apex Dental Partners, LLC (11) First lien senior secured delayed draw term loan L+6.00% 11/23/2025 
450  
(9) 
(9)  (0.01)%
Apex Dental Partners, LLC (11) First lien senior secured revolving loan L+6.00% 11/23/2025  150   (3)  (3)  (0.00)%
Apex Dental Partners, LLC (7) First lien senior secured term loan L+6.00% 11/23/2025  634   622   622   0.70%
ASP Global Acquisition, LLC (7) First lien senior secured delayed draw term loan L+5.50% 1/21/2025  739   678   676   0.76%
ASP Global Acquisition, LLC (11)(12) First lien senior secured revolving loan L+5.50% 1/21/2025  485   (8)  (9)  (0.01)%
ASP Global Acquisition, LLC (7) First lien senior secured term loan L+5.50% 1/21/2025  2,220   2,178   2,178   2.46%
Beacon Oral Specialists Management LLC (11) First lien senior secured delayed draw term loan L+5.75% 12/14/2025  536   (9)  (9)  (0.01)%
Beacon Oral Specialists Management LLC (11) First lien senior secured revolving loan L+5.75% 12/14/2025  150   (3)  (3)  (0.00)%
Beacon Oral Specialists Management LLC (6) First lien senior secured term loan L+5.75% 12/14/2025  784   771   771   0.87%
Geriatric Medical and Surgical Supply, LLC (5) First lien senior secured term loan L+6.00% 12/21/2025  1,337   1,040   1,040   1.18%
Peak Dental Services, LLC (11) First lien senior secured delayed draw term loan L+6.25% 12/31/2025  530   (11)  (11)  (0.01)%
Peak Dental Services, LLC (7) First lien senior secured revolving loan L+6.25% 12/31/2025  133   24   24   0.03%
Peak Dental Services, LLC (7) First lien senior secured term loan L+6.25% 12/31/2025  550   539   539   0.61%
Peak Investment Holdings, LLC (11) First lien senior secured delayed draw term loan L+6.50% 12/6/2024  485   (8)  (19)  (0.02)%
Peak Investment Holdings, LLC (11) First lien senior secured revolving loan L+6.50% 12/6/2024  324   (5)  (13)  (0.01)%
Peak Investment Holdings, LLC (7) First lien senior secured term loan L+6.50% 12/6/2024  423   417   407   0.46%
SAMGI Buyer, Inc. (11) First lien senior secured revolving loan L+6.50% 4/14/2025  138   (3)  (3)  (0.00)%
SAMGI Buyer, Inc. (7) First lien senior secured term loan L+6.50% 4/14/2025  539   527   528   0.60%
SCP ENT and Allergy Services, LLC (8) First lien senior secured delayed draw term loan L+6.50% 9/25/2025  1,173   76   77   0.09%
SCP ENT and Allergy Services, LLC (11) First lien senior secured revolving loan L+6.50% 9/25/2025  218   (5)  (5)  (0.01)%
SCP ENT and Allergy Services, LLC (8) First lien senior secured term loan L+6.50% 9/25/2025  914   893   894   1.01%
SCP Eye Care Services, LLC (7)(8) First lien senior secured delayed draw term loan L+6.00% 9/11/2022  2,915   2,892   2,889   3.25%
SCP Eye Care Services, LLC (11) First lien senior secured revolving loan L+6.00% 9/11/2022  469   (4)  (4)  (0.00)%
SCP Eye Care Services, LLC (8) First lien senior secured term loan L+6.00% 9/11/2022  2,138   2,120   2,119   2.39%
Silver Falls MSO, LLC (8) First lien senior secured revolving loan L+5.75% 8/30/2024  235   52   44   0.05%
Silver Falls MSO, LLC (8) First lien senior secured term loan L+5.75% 8/30/2024  1,317   1,294   1,249   1.41%
Southeast Primary Care Partners, LLC (11) First lien senior secured delayed draw term loan L+6.25% 12/30/2025  300   (7)  (7)  (0.01)%
Southeast Primary Care Partners, LLC (11) First lien senior secured revolving loan L+6.25% 12/30/2025  225   (6)  (6)  (0.01)%
Southeast Primary Care Partners, LLC (5) First lien senior secured term loan L+6.25% 12/30/2025  732   714   714   0.81%
Varsity DuvaSawko Operating Corp. (11) First lien senior secured revolving loan L+6.25% 11/27/2024  474   (7)  (7)  (0.01)%
Varsity DuvaSawko Operating Corp. (7)(8) First lien senior secured term loan L+6.25% 11/27/2024  2,428   2,388   2,392   2.69%
Vital Care Buyer, LLC (11) First lien senior secured revolving loan L+6.00% 10/19/2025  580   (10)  (10)  (0.01)%
Vital Care Buyer, LLC (7) First lien senior secured term loan L+6.00% 10/19/2025  1,024   1,006   1,006   1.14%
         27,629   19,196   19,114   21.60%
Health care technology                      
Spear Education, LLC (11) First lien senior secured delayed draw term loan L+5.50% 2/26/2025 $474  $(4) $(14)  (0.02)%
Spear Education, LLC (7) First lien senior secured revolving loan L+5.50% 2/26/2025  414   411   402   0.45%
Spear Education, LLC (7) First lien senior secured term loan L+5.50% 2/26/2025  871   863   845   0.95%
         1,759   1,270   1,233   1.38%
Internet and direct marketing retail                      
Aquatic Sales Solutions, LLC (7) First lien senior secured revolving loan L+5.50% 12/18/2025��$150  $12  $12   0.01%
Aquatic Sales Solutions, LLC (7) First lien senior secured term loan L+5.50% 12/18/2025  659   646   646   0.73%
DealerOn Inc. (11) First lien senior secured revolving loan L+5.50% 11/19/2024  314   (5)  (4)  (0.00)%
DealerOn Inc. (8) First lien senior secured term loan L+5.50% 11/19/2024  1,311   1,289   1,293   1.46%
         2,434   1,942   1,947   2.20%
IT services                      
Data Source Intermediate Holdings, LLC (8) First lien senior secured revolving loan L+5.50% 2/11/2025 $123  $121  $118   0.13%
Data Source Intermediate Holdings, LLC (8) First lien senior secured term loan L+5.50% 2/11/2025  832   818   803   0.91%
Legility, LLC (11) First lien senior secured revolving loan L+6.00% 12/17/2024  123   (2)  (3)  (0.00)%
Legility, LLC (7)(8) First lien senior secured term loan L+6.00% 12/17/2025  721   708   698   0.79%
Library Associates, LLC (11) First lien senior secured revolving loan L+7.00% 8/13/2023  211   (4)  (4)  (0.00)%
Library Associates, LLC (7) First lien senior secured term loan L+7.00% 8/13/2023  1,114   1,093   1,095   1.24%
         3,124   2,734   2,707   3.07%

The accompanying notes are an integral part of these consolidated financial statements.
12

AG Twin Brook BDC, Inc.
Consolidated Schedule of Investments
As of December 31, 2020
(Amounts in thousands)

Company(1)(2) Investment 
 
Interest Rate
 Maturity Date Principal/ Par Amount  Amortized Cost(3)  Fair Value  Percentage of Net Assets 
Investments - Continued                      
Non-controlled/non-affiliated senior secured debt (4) - Continued                      
Machinery                      
Industrial Dynamics Company, Ltd. (7)(11)(14) First lien senior secured revolving loan L+6.25% 8/20/2024 $141  $(2) $(6)  (0.01)%
Industrial Dynamics Company, Ltd. (7) First lien senior secured term loan L+6.25% 8/20/2024  936   920   896   1.01%
         1,077   918   890   1.00%
Media                      
ALM Media, LLC (11)(16) First lien senior secured revolving loan L+6.50% 11/25/2024 $971  $(15) $(17)  (0.02)%
ALM Media, LLC (7) First lien senior secured term loan L+6.50% 11/25/2024  2,762   2,716   2,716   3.07%
         3,733   2,701   2,699   3.05%
Metals and mining                      
Copperweld Group, Inc. (11) First lien senior secured revolving loan L+6.00% 9/27/2024 $400  $(7) $(8)  (0.01)%
Copperweld Group, Inc. (8)(10) First lien senior secured term loan L+6.00% 9/27/2024  2,077   2,040   2,037   2.30%
         2,477   2,033   2,029   2.29%
Personal products                      
Cosmetic Solutions, LLC (11) First lien senior secured delayed draw term loan L+5.75% 10/17/2025 $366  $(6) $(9)  (0.01)%
Cosmetic Solutions, LLC (11) First lien senior secured revolving loan L+5.75% 10/17/2025  344   (5)  (9)  (0.01)%
Cosmetic Solutions, LLC (8) First lien senior secured term loan L+5.75% 10/17/2025  2,844   2,796   2,772   3.13%
         3,554   2,785   2,754   3.11%
Software                      
Affinitiv, Inc. (11) First lien senior secured revolving loan L+7.00% 8/26/2024 $248  $(3) $(2)  (0.00)%
Affinitiv, Inc. (7) First lien senior secured term loan L+7.00% 8/26/2024  2,346   2,313   2,330   2.63%
         2,594   2,310   2,328   2.63%
Textiles, apparel and luxury goods                      
Lakeshirts LLC (11) First lien senior secured delayed draw term loan L+4.75% 12/23/2025 $398  $(5) $(12)  (0.01)%
Lakeshirts LLC (7) First lien senior secured revolving loan L+4.75% 12/23/2024  398   88   84   0.09%
Lakeshirts LLC (7) First lien senior secured term loan L+4.75% 12/23/2024  1,582   1,560   1,535   1.74%
         2,378   1,643   1,607   1.82%
Trading companies and distributors                      
Banner Buyer, LLC (11) First lien senior secured delayed draw term loan L+5.75% 10/31/2025 $1,048  $(7) $(15)  (0.02)%
Banner Buyer, LLC (5) First lien senior secured revolving loan L+5.75% 10/31/2025  370   69   67   0.08%
Banner Buyer, LLC (5)(9) First lien senior secured term loan L+5.75% 10/31/2025  1,400   1,379   1,375   1.55%
Empire Equipment Company, LLC (11) First lien senior secured delayed draw term loan L+5.75% 1/17/2025  941   (18)  (41)  (0.05)%
Empire Equipment Company, LLC (8) First lien senior secured revolving loan L+5.75% 1/17/2025  439   117   106   0.12%
Empire Equipment Company, LLC (8) First lien senior secured term loan L+5.75% 1/17/2025  1,349   1,323   1,290   1.46%
Montway LLC (11) First lien senior secured delayed draw term loan L+6.50% 11/4/2025  675   (15)  (15)  (0.02)%
Montway LLC (11) First lien senior secured revolving loan L+6.50% 11/4/2025  150   (3)  (3)  (0.00)%
Montway LLC (8) First lien senior secured term loan L+6.50% 11/4/2025  730   714   714   0.81%
Triad Technologies, LLC (7) First lien senior secured revolving loan L+4.75% 10/31/2025  314   26   27   0.03%
Triad Technologies, LLC (8) First lien senior secured term loan L+4.75% 10/31/2025  950   935   938   1.06%
         8,366   4,520   4,443   5.02%
Total non-controlled/non-affiliated senior secured debt         $100,557  $76,415  $75,805   85.65%
                       
Non-controlled/non-affiliated sponsor subordinated note                      
Trading companies and distributors                      
Empire Equipment Company, LLC Sponsor subordinated note 12.50% + 7.00% PIK 7/17/2025 $7  $7  $7   0.01%
Total non-controlled/non-affiliated sponsor subordinated note         $7  $7  $7   0.01%
Total non-controlled/non-affiliated investments         $100,564  $76,422  $75,812   85.66%
                       
Non-controlled/affiliated investments                      
Multisector holdings                      
Twin Brook Equity Holdings, LLC (17) Equity - 1.84% membership interest         $3,201  $3,721   4.20%
Total non-controlled/affiliated investments           $3,201  $3,721   4.20%
Total investments           $79,623  $79,533   89.86%

(1)Unless otherwise indicated, all investments are considered Level 3 investments.
(2)Unless otherwise indicated, all investments represent co-investments made with the Company’s affiliates in accordance with the terms of the exemptive relief that the Company received from the U.S. Securities and Exchange Commission. Refer to Note 6 for further information.
(3)The amortized cost represents the original cost adjusted for the amortization of discounts and premiums, as applicable, on debt investments using the effective interest method.
(4)Unless otherwise indicated, the interest rate on the principal balance outstanding for all floating rate loans is indexed to LIBOR and/or an alternate base rate (e.g. prime rate), which typically resets semiannually, quarterly, or monthly at the borrower’s option. The applicable base rate may be subject to a floor. The borrower may also elect to have multiple interest reset periods for each loan. For each of these loans, we have provided the applicable margin over LIBOR based on each respective credit agreement.
(5)The interest rate on these loans is subject to 1 month LIBOR, which as of December 31, 2020 was 0.14%.
(6)The interest rate on these loans is subject to 2 month LIBOR, which as of December 31, 2020 was 0.19%.
(7)The interest rate on these loans is subject to 3 month LIBOR, which as of December 31, 2020 was 0.24%.
(8)The interest rate on these loans is subject to 6 month LIBOR, which as of December 31, 2020 was 0.26%.
(9)The interest rate on these loans is subject to 12 month LIBOR, which as of December 31, 2020 was 0.34%.
(10)The interest rate on these loans is subject to the Prime Rate, which as of December 31, 2020 was 3.25%.
(11)Represents revolvers and delayed draw term loans where the entire balance is unfunded as of December 31, 2020. The negative fair value is a result of the commitment being valued below par. Refer to Note 7 for further information.
(12)Principal balance includes reserve for letter of credit of $2,834 on which the borrower pays 5.50%.
(13)Principal balance includes reserve for letter of credit of $20,286 on which the borrower pays 5.75%.
(14)Principal balance includes reserve for letter of credit of $5,159 on which the borrower pays 6.25%.
(15)Principal balance includes reserve for letter of credit of $10,663 on which the borrower pays 6.00%.
(16)Principal balance includes reserve for letter of credit of $141,677 on which the borrower pays 0.00%.
(17)As a practical expedient, the Company uses net asset value (“NAV”) to determine the fair value of this investment. Consistent with FASB guidance under ASC 820, these investments are excluded from the hierarchical levels. This represents an investment in an affiliated fund.

The accompanying notes are an integral part of these consolidated financial statements.

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AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited)

Note 1. Organization
AG Twin Brook BDC, Inc. (the “Company”), formerly known as 1889 BDC, Inc., is a Delaware corporation which was formed on February 4, 2016. The Company has elected to be regulated as a Business Development Companybusiness development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”). In addition, for 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”). The Company seeks to provide risk-adjusted returns and current income to investors by investing primarily in senior secured debt of middle market companies. The Company may also invest opportunistically in other parts of the capital structure, including senior secured stretch and unitranche facilities, second lien loans, mezzanine and mezzanine-related loans, and equity investments, as well as select other subordinated instruments either directly or through acquisitions in the secondary market.
AG Twin Brook Manager, LLC (the “Advisor”), a wholly-owned subsidiary of Angelo, Gordon & Co., L.P. (“Angelo Gordon”), serves as the investment adviser of the Company. The Advisor is registered as an investment adviser with the U.S. Securities and Exchange Commission (the “SEC”) under the Investment Advisers Act of 1940.
Twin Brook Capital Partners, LLC (“TBCP”) is an affiliate of Angelo Gordon and provides collateral agent, administrative and other services with respect to certain investments held by the Company. Twin Brook Capital Servicer, LLC (“TBCS”) is an affiliate of Angelo Gordon and provides loan servicing with respect to certain investments held by the Company.
The Company conducts private offerings (each, a “Private Offering”), where investors make a capital commitment to purchase shares of the Company’s common stock pursuant to a subscription agreement entered into with the Company. Investors will be required to make capital contributions to purchase shares of the Company’s common stock each time the Company delivers a drawdown notice. The initial closing of the Private Offering occurred on July 19, 2019 (the “Initial Closing”), and additional closings of the Private Offering are expected to occur from time to time as determined by the Company. Upon the earlier to occur of (i) a Qualified IPO (as defined below), and (ii) the five year anniversary of the Initial Closing, investors will be released from any further obligation to purchase additional shares, subject to certain exceptions. A “Qualified IPO” is an initial public offering (“IPO”) of the Company’s common stock that results in an unaffiliated public float of at least the lower of (A) $60 million and (B) 17.5% of the aggregate capital commitments received prior to the date of such initial public offering.
The Company commenced its loan origination and investment activities with the initial drawdown from investors in the Private Offering on July 29, 2019 (the commencement of operations). The Company made its first portfolio company investment in August 2019.
Note 2. Significant Accounting Policies
Basis of Accounting
The Company’s consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”). The Company is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standards Codification (“ASC”) Topic 946, Financial Services – Investment Companies. These consolidated financial statements reflect adjustments that in the opinion of management are necessary for the fair statement of the financial position and results of operations for the periods presented herein. The Company commenced operations on July 29, 2019 and its fiscal year ends on December 31.
31.

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AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) –— Continued

The interim consolidated financial statements have been prepared in accordance with U.S. GAAP for interim financial information and pursuant to the requirements for reporting on Form 10-Q and Article 6 of Regulation S-X. Accordingly, certain disclosures accompanying the annual consolidated financial statements prepared in accordance with U.S. GAAP are omitted. In the opinion of management, all adjustments, consisting solely of normal recurring accruals considered necessary for the fair presentation of financial statements for the interim period presented, have been included. The current period’s results of operations will not necessarily be indicative of results that ultimately may be achieved for the fiscal year ending December 31, 2021.

2022.
Principles of Consolidation
The Company conducts certain of its activities through its wholly-owned subsidiaries Twin Brook Capital Funding XVIII, LLC and Twin Brook Equity XVIII Corp. The Company consolidates subsidiaries that are controlled by the Company. All intercompany balances and transactions have been eliminated in consolidation.

Use of Estimates
The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at 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.
Cash
Cash is comprised of cash on deposit with major financial institutions. The Company places its cash with high credit quality institutions to minimize credit risk exposure.
Investment Related Transactions, Revenue Recognition and Expenses
Investment transactions and the related revenue and expenses are recorded on a trade-date basis. Realized gains and losses on investment transactions are determined using the specific identification method. All costs associated with consummated investments are included in the cost of such investments. Broken deal expenses incurred in connection with investment transactions which are not successfully consummated are expensed as a component of “Other” expense on the consolidated statement of operations.
Interest income and interest expense are recognized on an accrual basis. Interest income on debt instruments is accrued and recognized for those issuers who are currently paying in full or expected to pay in full. For those issuers who are in default or expected to default, interest is not accrued and is only recognized when received. Interest income and expense include discounts accreted and premiums amortized on certain debt instruments as determined in good faith by the Company and calculated using the effective interest method. Loan origination fees, original issue discounts and market discounts or premiums are capitalized as part of the underlying cost of the investments and accreted or amortized over the life of the investment as interest income.
Paydown gains and losses on investments in debt instruments are reported in “Interest” income on the consolidated statement of operations. Interest received in-kind, computed at the contractual rate specified in each investment agreement, is added to the principal balance of the investment and reported as “Interest” income on the consolidated statement of operations. The Company records dividend income from private securities pursuant to the terms of the respective investments.

15
AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) – Continued

The Company may earn various fees during the life of the loans. Such fees include, but are not limited to, syndication, commitment, administration, prepayment and amendment fees, some of which are paid to the Company on an ongoing basis. These fees and any other income are recognized as earned as a component of "Other" income on the consolidated statement of operationsoperations.
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AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) — Continued
Investments at Fair Value
The Company applies Financial Accounting Standards Board Accounting Standards Codification Topic 820, Fair Value Measurements (“ASC 820”), as amended, which establishes a framework for measuring fair value in accordance with U.S. GAAP and required disclosures of fair value measurements. ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability (i.e., the “exit price”) in an orderly transaction between market participants at the measurement date. In accordance with ASC 820, the Companydiscloses the fair value of its investments in a hierarchy that prioritizes the inputs to valuation techniques used to measure the fair value. The hierarchy gives the highest priority to valuations based upon unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to valuations based upon unobservable inputs that are significant to the valuation (Level 3 measurements). ASC 820 establishes three levels of the fair value hierarchy as follows:

Level 1Inputs that reflect unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date;

Level 2Inputs other than quoted prices that are observable for the asset or liability either directly or indirectly, including inputs in markets that are not considered to be active;

Level 3Inputs that are unobservable.
Level 1Inputs that reflect unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date;
Level 2Inputs other than quoted prices that are observable for the asset or liability either directly or indirectly, including inputs in markets that are not considered to be active;
Level 3Inputs that are unobservable.
Inputs are used in applying the various valuation techniques and broadly refer to the assumptions that market participants use to make valuation decisions, including assumptions about risk. Inputs may include price information, volatility statistics, interest rates, specific and broad credit data, liquidity statistics, and other factors. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement; however, the determination of what constitutes “observable” requires significant judgment by the Company. The Company considers observable data to be market data which is readily available, regularly distributed or updated, reliable and verifiable, not proprietary, and provided by independent sources that are actively involved in the relevant market. The categorization of a financial instrument within the hierarchy is based upon the pricing transparency of the instrument and does not necessarily correspond to the Company’s perceived risk of that instrument.
The availability of observable inputs can vary from product to product and is affected by a wide variety of factors, including for example, the type of product, whether the product is new and not yet established in the marketplace, the liquidity of markets and other characteristics particular to the transaction. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company, the Company’s Board, of Directors (the “Board”), and the Advisor in determining fair value is greatest for instruments categorized in Level 3. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy.
Investments in investment funds include vehicles structured for the purpose of investing in privately held common and preferred equity interests. Fair values are generally determined utilizing the NAV supplied by, or on behalf of, management of each investment fund, which is net of management and incentive fees or allocations charged by the investment fund, if applicable, and is in accordance with the “practical expedient”, as defined by FASB Accounting Standards Update (“ASU”) 2009-12, Investments in Certain Entities that Calculate Net Asset Value per Share. NAVs received by, or on behalf of, management of

16
AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) – Continued

each investment fund are based on the fair value of the investment funds’ underlying investments in accordance with policies established by management of each investment fund, as described in each of their financial statements and offering memorandum. Withdrawals and distributions from investments in investment funds are at the discretion of the Advisor and may depend on the liquidation of underlying assets. Investments which are valued using NAV as a practical expedient are excluded from the above hierarchy.
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AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) — Continued
The Board oversees and supervises a multi-step valuation process, which includes, among other procedures, the following:
•The valuation process begins with each investment being initially valued by the investment professionals responsible for the portfolio investment in conjunction with the portfolio management team.
•The Advisor’s management reviews the preliminary valuations with the investment professionals. Agreed upon valuation recommendations are presented to the Board.
•The Board reviews the recommended valuations and determines the fair value of each investment; valuations that are not based on readily available market quotations are valued in good faith, based on, among other things, the input of the Advisor and, where applicable, other third parties.
When determining the fair value of Level 3 investments, the Company may take into account the following factors, where relevant: recent transactions, the enterprise value of the underlying company, the nature and realizable value of any collateral, the underlying company’s ability to make payments and its earnings and discounted cash flows, the markets in which the underlying company does business, financial covenants, the seniority of the financial instrument in the capital structure of the company, comparisons to publicly traded securities, and changes in the interest rate environment and the credit markets generally that may affect the price at which similar investments may be made and other relevant factors. The primary method for determining enterprise value uses a multiple analysis whereby appropriate multiples are applied to the portfolio company’s net income before net interest expense, income tax expense, depreciation and amortization (“EBITDA”). The enterprise value analysis is performed to determine the value of equity investments and to determine if debt investments are credit impaired. If debt investments are credit impaired, the Company will use the enterprise value analysis or a liquidation basis analysis to determine fair value. For debt investments that are not determined to be credit impaired, the Company uses a market interest rate yield analysis to determine fair value.
The Company’s investments trade infrequently and when they are traded, the price may be unobservable, and as a result, multiple external pricing sources may not be available. In such instances, the Company may use an internal pricing model as either a corroborating or sole data point in determining the price. Pricing models take into account the contractual terms of the financial instrument, as well as relevant inputs, including where applicable, equity prices, interest rate yield curves, credit curves, correlation, and the creditworthiness of the counterparty. The Company generally engages third party firm(s) to assist in validating certain financial instruments where multiple external prices cannot be obtained. The third party firm(s) either independently determine prices or assess the reasonableness of the Company’s prices. The analyses provided by such third party firm(s) are reviewed and considered by the Company. As part of the risk management process, the Company reviews and analyzes the prices obtained from external pricing sources to evaluate their reliability and accuracy, which includes identifying and excluding vendor prices and broker quotations that the Company believes does not reflect fair value. In addition, the Advisor’s valuation committee meets regularly and engages in ongoing reviews of the valuation processes and procedures including reviews of methodology, ongoing accuracy, source quality and independence. Such reviews include, but are not limited to, comparison of current vendor prices and broker quotations against ongoing daily trading activity, vendor due diligence, and back testing.

17
AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) – Continued

Fair value is a market-based measure considered from the perspective of a market participant rather than an entity-specific measure. Therefore, even when market assumptions are not readily available, the assumptions are set to reflect those that the Company believes market participants would use in pricing the asset or liability at the measurement date.
Good Faith Determinations of Fair Value (“Rule 2a-5”) under the 1940 Act was adopted by SEC in December 2020 and establishes requirements for determining fair value good faith for purposes of the 1940 Act. The
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AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) — Continued
company has determined there would be no financial statement impact of adopting Rule 2a-5 and intends to comply with the new rule’s requirements on or before the compliance date in September 2022.
Foreign Currency Translation
Amounts denominated in foreign currencies are translated into USD on the following basis: (i) investments and other assets and liabilities denominated in foreign currencies are translated into USD based upon currency exchange rates effective on the last business day of the period; and (ii) purchases and sales of investments, borrowings and repayments of such borrowings, income, and expenses denominated in foreign currencies are translated into USD based upon currency exchange rates prevailing on the transaction dates.
The Company does not isolate the portion of the results of operations resulting from changes in foreign exchange rates on investments from fluctuations arising from changes in market prices of securities held. Such fluctuations are included within net realized and unrealized gain (loss) on investments on the consolidated statement of operations. Unrealized gains and losses on foreign currency holdings and non-investment assets and liabilities attributable to the changes in foreign currency exchange rates are included in the net change in unrealized gain (loss) on foreign currency translation on the consolidated statements of operations. Net realized gains and losses on foreign currency holdings and non-investment assets and liabilities attributable to changes in foreign currency exchange rates are included in net realized gain (loss) on foreign currency transactions on the consolidated statements of operations.
Foreign security and currency translations may involve certain considerations and risks not typically associated with investing in U.S. companies and U.S. government securities. These risks include, but are not limited to, currency fluctuations and revaluations and future adverse political, social and economic developments, which could cause investments in foreign markets to be less liquid and prices more volatile than those of comparable U.S. companies or U.S. government securities.
Foreign Currency Forward Contracts
The Company may enter into foreign currency forward contracts to reduce the Company’s exposure to foreign currency exchange rate fluctuations in the value of foreign currencies. 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. Forward foreign currency contracts are marked-to-market at the applicable forward rate. Unrealized gain (loss) on foreign currency forward contracts are recorded on the consolidated statements of assets and liabilities by counterparty on a gross basis, not taking into account collateral posted which is recorded separately, if applicable. Notional amounts of foreign currency forward contract assets and liabilities are presented separately on the consolidated schedules of investments. Purchases and settlements of foreign currency forward contracts having the same settlement date and counterparty are generally settled net and any realized gains or losses are recognized on the settlement date.
The Company does not utilize hedge accounting and as such, the Company recognizes its derivatives at fair value with changes in the net unrealized gain (loss) on foreign currency forward contracts recorded on the consolidated statements of operations.
Offering Costs
Offering costs in connection with the offering of common shares of the Company are capitalized as a deferred charge and amortized to expense on a straight-line basis over 12 months from the commencement of operations. These expenses consist primarily of legal fees and other costs incurred with the Company’s share offerings, the preparation of the Company’s registration statement, and registration fees.

18
AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) – Continued
.
Deferred Financing Costs
Deferred financing costs consist of financing costs incurred in connection with obtaining the Company’s subscription facility. Such financing costs are capitalized and amortized over the life of the facility utilizing the
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AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) — Continued
straight-line method. For the three and ninesix months ended SeptemberJune 30, 2021,2022, the Company amortized approximately $58,000$0 and $167,000$47,000 of financing costs respectively, which have been included in “Interest” expense on the consolidated statements of operations. For the three and ninesix months ended SeptemberJune 30, 2020,2021, the Company amortized approximately $40,000$56,000 and $94,000$109,000 of financing costs respectively, which have been included in “Interest” expense on the consolidated statements of operations.
Deferred Income
Deferred income consists of annual administrative agent fees received in connection with the servicing of certain loan investments. Such fees are deferred when received and recognized as earned over the applicable period. For the three and ninesix months ended SeptemberJune 30, 2021,2022, the Company received approximately $47,000$73,000 and $118,000$132,000 of agent fees, respectively. During the three and ninesix months ended SeptemberJune 30, 2021,2022, approximately $48,000$77,000 and $131,000$145,000 of agent fees, respectively, have been recognized as earned and included in “Other” income on the consolidated statements of operations. For the three and ninesix months ended SeptemberJune 30, 2020,2021, the Company received approximately $46,000$31,000 and $70,000$71,000 of agent fees, respectively. During the three and ninesix months ended SeptemberJune 30, 2020,2021, approximately $23,000$46,000 and $61,000$83,000 of agent fees, respectively, have been recognized as earned and included in “Other” income on the consolidated statements of operations.
Income Taxes
The Company has elected to be regulated as a BDC under the 1940 Act. The Company also has elected to be treated as a Regulated Investment Company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended. As a RIC, the Company generally will not have to pay corporate-level U.S. federal income taxes on any ordinary income or capital gains that it distributes timely to its shareholders as dividends. To the extent the Company continues to qualify as a RIC, any tax liability related to income earned and distributed by the Company represents obligations of the Company’s investors and will not be reflected in the consolidated financial statements of the Company.
To continue to qualify as a RIC, the Company must, among other things, meet certain source-of-income and asset diversification requirements. In addition, to continue to qualify for RIC tax treatment, the Company must distribute to its shareholders, for each taxable year, at least 90% of its “investment company taxable income” for that year, which is generally its ordinary income plus the excess of its realized net short-term capital gains over its realized net long-term capital losses. The Company will generally be subject to a 4% non-deductible U.S. federal excise tax on certain undistributed income or gains in respect of any calendar year, unless it distributes annually an amount at least equal to the sum of (i) 98% of its net ordinary income (taking into account certain deferrals and elections) for the calendar year, (ii) 98.2% of its capital gain net income (adjusted for certain ordinary losses) for the one-year period ending on October 31 in such calendar year and (iii) any net ordinary income and capital gain net income recognized, but not distributed, in preceding years. The Company, at its discretion, may carry forward taxable income for distribution in the following taxable year and pay the applicable U.S. federal excise
19
AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) – Continued

tax. For the ninethree and six months ended SeptemberJune 30, 20212022 and 2020,2021, the Company did not accrue any U.S. federal excise tax.

The Company conducts certain of its activities through its wholly-owned subsidiary, Twin Brook Equity XVIII Corp., a Delaware C corporation. Twin Brook Equity XVIII Corp. is treated as a corporation for United States federal income tax purposes and is subject to U.S. federal, state or local income tax. For the ninethree and six months ended SeptemberJune 30, 20212022 and 2020,2021, the Company did not accrue any U.S. federal tax expense.

expense related to Twin Brook Equity XVIII Corp.
The Company evaluates tax positions taken or expected to be taken in the course of preparing its financial statements to determine whether the tax positions are “more-likely-than-not” to be sustained by the applicable tax authority. Tax positions not deemed to meet the “more-likely-than-not” threshold are reserved and recorded as a tax benefit or expense in the current year. All penalties and interest associated with income taxes are included in income tax expense. Conclusions regarding tax positions are subject to review and may be adjusted
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AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) — Continued
at a later date based on factors including, but not limited to, on-going analyses of tax laws, regulations and interpretations thereof. There were no tax penalties, and no interest associated with income taxes was incurred through SeptemberJune 30, 2021.2022.
Loan Syndications and Participations
The Company may originate certain loans and then syndicate all or a portion of those loans to a third party. For the three and ninesix months ended SeptemberJune 30, 2021,2022, the Company earned approximately $46,000$211,000 and $170,000, respectively,$292,000 of syndication and other origination fee income, which is included in “Other” income on the consolidated statement of operations. For the three and ninesix months ended SeptemberJune 30, 2020,2021, the Company earned approximately $44,000$107,000 and $137,000, respectively,$124,000 of syndication and other origination fee income, which is included in “Other” income on the consolidated statement of operations.
The Company follows the guidance in Accounting Standards Codification (“ASC”) Topic 860 Transfers and Servicing when accounting for loan participations and other partial loan sales. Such guidance requires a participation or other partial loan sale to meet the definition of a “participating interest,” as defined in the guidance, in order for sale treatment to be allowed. Participations or other partial loan sales that do not meet the definition of a participating interest remain on the consolidated statement of assets and liabilities and the proceeds are recorded as a secured borrowing until the definition is met. Secured borrowings are carried at fair value to correspond with the related investments, which are carried at fair value. There were no participations that were accounted for as secured borrowings during the period.
Distributions
Distributions to common stockholders are recorded on the record date. The amount to be distributed, if any, is determined by the Board each quarter. The Company intends to distribute net capital gains (i.e., net long-term capital gains in excess of net short-term capital losses), if any, at least annually out of the assets legally available for such distributions. However, the Company may decide in the future to retain such capital gains for investment, incur a corporate-level tax on such capital gains, and elect to treat such capital gains as deemed distributions to stockholders.
Note 3. Investments
Under the 1940 Act, the Company is required to separately identify non-controlled investments where it owns 5% or more of a portfolio company’s outstanding voting securities and/or had the power to exercise control over the management or policies of such portfolio company as investments in “affiliated” companies. In addition, under the 1940 Act, the Company is required to separately identify investments where it owns more than 25% of a portfolio company’s outstanding voting securities and/or had the power to exercise control over the management or policies of such portfolio company as investments in

20
AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) – Continued

“controlled” “controlled” companies. Under the 1940 Act, "non-affiliated investments" are defined as investments that are neither controlled investments nor affiliated investments. Detailed information with respect to the Company’s non-controlled, non-affiliated; non-controlled, affiliated; and controlled affiliated investments is contained in the consolidated financial statements, including the consolidated schedule of investments. The information in the tables below is presented on an aggregate portfolio basis, without regard to whether they are non-controlled, non-affiliated; non-controlled, affiliated; or controlled affiliated investments.

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AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) — Continued
Investments at fair value and amortized cost consisted of the following as of SeptemberJune 30, 20212022 and December 31, 2020:2021:

  

September 30, 2021		  

   December 31, 2020		 
(Amounts in thousands) Amortized Cost  Fair Value  Amortized Cost  Fair Value 
First lien senior secured debt $105,693  $105,645  $76,415  $75,805 
Sponsor subordinated note  15   15   7   7 
Investment in affiliated fund  4,444   5,736   3,201   3,721 
Total investments $110,152  $111,396  $79,623  $79,533 

June 30, 2022December 31, 2021
(Amounts in thousands)Amortized CostFair ValueAmortized CostFair Value
First lien senior secured debt$170,038 $170,031 $151,054 $151,105 
Sponsor subordinated note16 16 16 16 
Investment in affiliated funds6,878 9,718 6,210 7,986 
Total investments$176,932 $179,765 $157,280 $159,107 
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AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) –— Continued

The industry composition of investments based on fair value as of SeptemberJune 30, 20212022 and December 31, 20202021 was as follows:


  September 30, 2021   December 31, 2020 
Aerospace and defense 1.9% 2.7%
Chemicals 6.2% 8.4%
Commercial services and supplies 2.6% 7.0%
Construction and engineering 0.5% – 
Containers and packaging 5.6% 7.0%
Distributors 0.5% 1.5%
Diversified consumer services 8.9% 9.8%
Electronic equipment, instruments and components 1.3% 2.0%
Food and staples retailing 1.3% 0.9%
Food products 1.3% 1.3%
Gas utilities 1.2% 1.6%
Health care equipment and supplies 2.8% 0.8%
Health care providers and services 23.8% 24.0%
Health care technology 1.6% 1.6%
Household durables 2.5% – 
Internet and direct marketing retail 2.7% 2.5%
IT services 3.0% 3.4%
Leisure equipment and products 1.7% – 
Life sciences tools and services 1.0% – 
Machinery 1.6% 1.1%
Media 2.4% 3.4%
Metals and mining 2.1% 2.6%
Multisector holdings 5.2% 4.7%
Personal products 2.5% 3.5%
Pharmaceuticals 2.0% – 
Real estate management and development 1.5% – 
Software 3.0% 2.9%
Specialty retail 1.1% – 
Textiles, apparel and luxury goods 1.5% 2.0%
Trading companies and distributors 5.9% 5.3%
Water utilities 0.8% – 
Total 100.0% 100.0%

As of September 30, 2021, 98.8% of investments held were based in the United States and 1.2% were based in Canada. All investments held as of December 31, 2020 were based in the United States.

June 30, 2022December 31, 2021
Aerospace and defense1.2 %1.3 %
Air freight and logistics0.5 %— %
Auto components1.7 %1.4 %
Chemicals4.2 %4.6 %
Commercial services and supplies5.7 %3.7 %
Construction and engineering1.5 %1.6 %
Containers and packaging3.4 %3.9 %
Distributors0.3 %0.3 %
Diversified consumer services6.7 %8.9 %
Electrical equipment0.7 %0.8 %
Electronic equipment, instruments and components1.2 %1.4 %
Food and staples retailing2.4 %2.3 %
Food products0.9 %0.9 %
Gas utilities0.8 %0.9 %
Health care equipment and supplies2.5 %2.0 %
Health care providers and services22.7 %24.8 %
Health care technology1.1 %1.1 %
Household durables1.5 %1.8 %
Internet and direct marketing retail2.3 %2.6 %
IT services4.0 %3.8 %
Leisure equipment and products1.7 %1.9 %
Leisure products0.6 %0.5 %
Life sciences tools and services0.6 %0.7 %
Machinery2.5 %2.2 %
Media3.7 %3.7 %
Metals and mining1.2 %1.5 %
Multisector holdings5.4 %5.0 %
Personal products1.7 %1.7 %
Pharmaceuticals1.8 %2.1 %
Professional services0.5 %0.5 %
Real estate management and development1.6 %1.0 %
Semiconductors and semiconductor equipment0.4 %0.5 %
Software4.1 %2.1 %
Specialty retail3.0 %2.5 %
Textiles, apparel and luxury goods1.1 %1.2 %
Trading companies and distributors4.3 %4.3 %
Water utilities0.5 %0.5 %
Total100.0 %100.0 %
42
22Table of Contents
AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) –— Continued

As of June 30, 2022, 99.0% of investments held were based in the United States and 1.0% were based in Canada. As of December 31, 2021, 99.0% of investments were based in the United States and 1.0% were based in Canada.
Note 4. Fair Value of Investments
Fair Value Disclosures
The following tables present the fair value hierarchy of financial instruments as of SeptemberJune 30, 2021 and December 31, 2020:2022:

 Assets at Fair Value as of September 30, 2021 Assets at Fair Value as of June 30, 2022
(Amounts in thousands) Level 1  Level 2  Level 3  Total (Amounts in thousands)Level 1Level 2Level 3Total
First lien senior secured debt $–  $–  $105,645  $105,645 First lien senior secured debt$— $— $170,031 $170,031 
Sponsor subordinated note –  –  15  15 Sponsor subordinated note— — 16 16 
Foreign currency forward contracts  –   8   –   8 Foreign currency forward contracts— 44 — 44 
Total $–  $8  $105,660  $105,668 Total$— $44 $170,047 $170,091 
Investments measured at net asset value(1)
           5,736 
Investments measured at net asset value(1)
9,718 
Total financial instruments, at fair value          $111,404 Total financial instruments, at fair value$179,809 

(1)Certain investments that are measured at fair value using NAV have not been categorized in the fair value hierarchy. The fair value amounts presented in the table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Consolidated Statements of Assets and Liabilities.

  
 
   Assets at Fair Value as of December 31, 2020
(Amounts in thousands) Level 1  Level 2  Level 3  Total
First lien senior secured debt $–  $–  $75,805
  $75,805
Sponsor subordinated note  –   –   7
   7
Total $–  $–  $75,812  $75,812
Investments measured at net asset value(1)
              3,721
Total financial instruments, at fair value             $79,533
Liabilities at Fair Value as of June 30, 2022
(Amounts in thousands)Level 1Level 2Level 3Total
Foreign currency forward contracts$— $8 $— $8 

The following tables present the fair value hierarchy of financial instruments as of December 31, 2021:
Assets at Fair Value as of December 31, 2021
(Amounts in thousands)Level 1Level 2Level 3Total
First lien senior secured debt$— $— $151,105 $151,105 
Sponsor subordinated note— — 16 16 
Net foreign currency forward contracts— 36 — 36 
Total$— $36 $151,121 $151,157 
Investments measured at net asset value(1)
7,986 
Total financial instruments, at fair value$159,143 
(1)Certain investments that are measured at fair value using NAV have not been categorized in the fair value hierarchy. The fair value amounts presented in the table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Consolidated Statements of Assets and Liabilities.
43

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AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) — Continued
The following tables present changes in the fair value of investments for which Level 3 inputs were used to determine the fair value for the three and ninesix months ended SeptemberJune 30, 20212022 and 2020:
2021:

Level 3 Assets at Fair Value for the Three Months Ended June 30, 2022*
(Amounts in thousands)Balance
4/1/2022		Purchases and DrawdownsSales and PaydownsOther**Realized Gains/ (Losses)Change in Unrealized Appreciation/(Depreciation)Balance 6/30/2022Change in Unrealized Appreciation/ (Depreciation) for Level 3 Assets Still Held as of 6/30/2022
First lien senior secured debt$153,712 $28,396 $(12,099)$246 $22 $(246)$170,031 $(239)
Sponsor subordinated notes16 — — — — — 16 — 
Total$153,728 $28,396 $(12,099)$246 $22 $(246)$170,047 $(239)
  Level 3 Assets at Fair Value for the Three Months Ended September 30, 2021*         
 (Amounts in thousands) 
Balance
7/1/2021
  Purchases and Drawdowns  Sales and Paydowns  Other**  Realized Gains/ (Losses)  Change in Unrealized Appreciation/(Depreciation)  
Balance
9/30/2021
  Change in Unrealized Appreciation/ (Depreciation) for Level 3 Assets Still Held as of 9/30/2021 
First lien senior secured debt $92,947  $19,865  $(7,449) $162  $35  $85  $105,645  $85 
Sponsor subordinated note  8   4   -   1   -   2   15   2 
                                     Total $92,955  $19,869  $(7,449) $163  $35  $87  $105,660  $87 

*Gains and losses are included in their respective captions in the consolidated statement of operations.
**Includes accretion, paydown gains/(losses) and interest received in-kind on debt instruments, where applicable.

 Level 3 Assets at Fair Value for the Nine Months Ended September 30, 2021*         Level 3 Assets at Fair Value for the Six Months Ended June 30, 2022*
(Amounts in thousands) 
Balance
1/1/2021
  Purchases and Drawdowns  Sales and Paydowns  Other**  
Realized Gains/
(Losses)
  Change in Unrealized Appreciation/(Depreciation)  
Balance
9/30/2021
  Change in Unrealized Appreciation/ (Depreciation) for Level 3 Assets Still Held as of 9/30/2021 (Amounts in thousands)Balance
1/1/2022		Purchases and DrawdownsSales and PaydownsOther**Realized Gains/ (Losses)Change in Unrealized Appreciation/(Depreciation)Balance 6/30/2022Change in Unrealized Appreciation/ (Depreciation) for Level 3 Assets Still Held as of 6/30/2022
First lien senior secured debt $75,805  $53,933  $(25,252) $475  $122  $562  $105,645  $562 First lien senior secured debt$151,105 $41,439 $(22,987)$475 $57 $(58)$170,031 $(63)
Sponsor subordinated note 7  6  -  2  -  -  15  - Sponsor subordinated note16 — — — — — 16 — 
Total $75,812  $53,939  $(25,252) $477  $122  $562  $105,660  $562 Total$151,121 $41,439 $(22,987)$475 $57 $(58)$170,047 $(63)

*Gains and losses are included in their respective captions in the consolidated statement of operations.
**Includes accretion, paydown gains/(losses) and interest received in-kind on debt instruments, where applicable.

23
Level 3 Assets at Fair Value for the Three Months Ended June 30, 2021*
(Amounts in thousands)Balance
4/1/2021		Purchases and DrawdownsSales and PaydownsOther**Realized Gains/ (Losses)Change in Unrealized Appreciation/(Depreciation)Balance 6/30/2021Change in Unrealized Appreciation/ (Depreciation) for Level 3 Assets Still Held as of 6/30/2021
First lien senior secured debt$80,517 $20,138 $(8,246)$138 $84 $316 $92,947 $316 
Sponsor subordinated note9 — — — — (1)8 (1)
Total$80,526 $20,138 $(8,246)$138 $84 $315 $92,955 $315 
AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) – Continued

  Level 3 Assets at Fair Value for the Three Months Ended September 30, 2020*         
 (Amounts in thousands) 
Balance
7/1/2020
  Purchases and Drawdowns  Sales and Paydowns  Other**  Realized Gains/ (Losses)  Change in Unrealized Appreciation/(Depreciation)  
Balance
9/30/2020
  Change in Unrealized Appreciation/ (Depreciation) for Level 3 Assets Still Held as of 9/30/2020 
First lien senior secured debt $59,010  $4,117  $(1,716) $65  $1  $489  $61,966  $489 
Sponsor subordinated note  6   -   -   -   -   1   7   1 
                                     Total $59,016  $4,117  $(1,716) $65  $1  $490  $61,973  $490 

*Gains and losses are included in their respective captions in the consolidated statement of operations.
**Includes accretion, paydown gains/(losses) and interest received in-kind on debt instruments, where applicable.

  Level 3 Assets at Fair Value for the Nine Months Ended September 30, 2020*         
 (Amounts in thousands) 
Balance
1/1/2020
  Purchases and Drawdowns  Sales and Paydowns  Other**  Realized Gains/ (Losses)  Change in Unrealized Appreciation/(Depreciation)  
Balance
9/30/2020
  Change in Unrealized Appreciation/ (Depreciation) for Level 3 Assets Still Held as of 9/30/2020 
First lien senior secured debt $38,156  $34,119  $(9,550) $200
  $5  $(964)
 $61,966  $(964)
Sponsor subordinated note  –   6
   –   –   –   1   7   1 
                                     Total $38,156  $34,125  $(9,550) $200
  $5  $(963
)
 $61,973  $(963)

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Table of Contents
AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) — Continued
Level 3 Assets at Fair Value for the Six Months Ended June 30, 2021*
(Amounts in thousands)Balance
1/1/2021		Purchases and DrawdownsSales and PaydownsOther**Realized Gains/ (Losses)Change in Unrealized Appreciation/(Depreciation)Balance 6/30/2021Change in Unrealized Appreciation/ (Depreciation) for Level 3 Assets Still Held as of 6/30/2021
First lien senior secured debt$75,805 $34,068 $(17,810)$313 $94 $477 $92,947 $477 
Sponsor subordinated note7 2 — 1 — (2)8 (2)
Total$75,812 $34,070 $(17,810)$314 $94 $475 $92,955 $475 
*Gains and losses are included in their respective captions in the consolidated statement of operations.
**Includes accretion, paydown gains/(losses) and interest received in-kind on debt instruments, where applicable.

Debt Not Carried at Fair Value

The fair value of the Company’s subscription facility, which would have been categorized as Level 3 within the fair value hierarchy as of September 30, 2021 and December 31, 2020, approximates its carrying value.
Significant Unobservable Inputs
In accordance with ASC 820, the following tables provide quantitative information about the significant unobservable inputs of the Company’s Level 3 investments as of SeptemberJune 30, 20212022 and December 31, 2020.2021. The table is not intended to be all-inclusive but instead capture the significant unobservable inputs relevant to the Company’s determination of fair value.
Asset Class
Fair Value
as of
6/30/22
Valuation
Techniques		Significant
Unobservable Inputs		Input Ranges
Weighted
Average (1)
Impact to Valuation
from an Increase
in Input
(Amounts in thousands)
First lien senior secured debt$153,769 Discounted cash flowYield8.3% - 18%9.9 %Decrease
Sponsor subordinated notes16 Market comparableLTM EBITDA multiple6.1x - 7.6 x7.1 xIncrease
$153,785 

  Fair Value         Impact to Valuation
  as of ValuationSignificant    Weighted from an Increase
Asset Class 9/30/21 TechniquesUnobservable Inputs Input Ranges  Average in Input
  (Amounts in thousands)              
First lien senior secured debt $93,788 Discounted cash flowYield  6.5% - 11.8%  8.0%Decrease
Sponsor subordinated note  10 Market comparableLTM EBITDA multiple  7.0x    Increase
  $93,798                


 Fair Value        Impact to Valuation
 as of ValuationSignificant    Weighted from an Increase
Asset Class 12/31/2020
 TechniquesUnobservable Inputs Input Ranges  Average in InputAsset Class
Fair Value
as of
 12/31/21
Valuation
Techniques		Significant
Unobservable Inputs		Input Ranges
Weighted
Average (1)
Impact to Valuation
from an Increase
in Input
     (Amounts in thousands)           (Amounts in thousands)
First lien senior secured debt $64,571 Discounted cash flowYield 6.3% - 11.4% 8.0%DecreaseFirst lien senior secured debt$104,516 Discounted cash flowYield6.7% - 11.5%8.2 %Decrease
Sponsor subordinated note  7
 Market comparableLTM EBITDA multiple 7.0x   IncreaseSponsor subordinated note16 Market comparableLTM EBITDA multiple7.0 xIncrease
 $64,578             $104,532 

(1)Weighted average is calculated by weighing the significant unobservable input by the relative fair value of each investment in the category.
The Company’s other Level 3 investments have been valued primarily using recent transactions. The significant unobservable input used in the discounted cash flow is the yield. The yield is used to discount the estimated
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Table of Contents
AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) — Continued
future cash flows expected to be received from the underlying investment. The Company considers the portfolio company performance since close, the leverage used by the portfolio company relative to its total enterprise value and other risks associated with an investment in determining the yield. The significant unobservable input used in the market comparable is the latest twelve month (“LTM”)“LTM” EBITDA multiple.

24
AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) – Continued

Note 5. Subscription Facility
In accordance with the 1940 Act, the Company can borrow amounts such that its asset coverage, as defined in the 1940 Act, is at least 200% after such borrowings, subject to certain limitations. There were no outstanding borrowings as of SeptemberJune 30, 20212022 and December 31, 2020.2021.

On August 14, 2019,2019, the Company entered into a revolving credit facility (the “Subscription Facility”) with Wells Fargo Bank, National Association (the “Lender”). The Subscription Facility enables the Company to request loans from the Lender up to a maximum commitment of $15 million. The borrowings under the Subscription Facility are collateralized by the eligible unfunded capital commitments of investors in the Company. The total amount available under the Subscription Facility may be reduced as a result of decreases in the unfunded capital commitments of investors in the Company as well as other provisions of the Subscription Facility. On May 4, 2022, the Company terminated the Subscription Facility's revolving credit agreement.
Borrowings under the Subscription Facility bearbore interest at either (i) LIBOR plus the applicable margin of 1.50%, if the borrowing iswas a LIBOR Rate Loan or (ii) the Prime Rate plus the applicable margin of 0.50%, if the borrowing iswas a Reference Rate Loan. As of September 30, 2021 and December 31, 2020,2021, there were no outstanding borrowings. In addition, the Company payspaid an unused commitment fee of 0.20% per annum on the daily unused commitments of the Lender. The maturity date of the Subscription Facility is was August 12, 2022.2022.
The Subscription Facility containscontained representations, warranties, covenants, including financial covenants, events of default and indemnities that are customary for agreements of this type. As of September 30,December 31, 2021, and December 31, 2020,through the date of termination, the Company iswas in compliance in all material respects with such covenants.
There were no debt obligations as of June 30, 2022:
Debt obligations consisted of the following as of September 30,December 31, 2021:

As of December 31, 2021
(Amounts in thousands)Maximum Principal Amount CommittedPrincipal Amount Outstanding
Principal Amount Available(1)
Carrying Value
Subscription facility$15,000 $— $3,564 $— 
Total debt$15,000 $— $3,564 $— 
  As of September 30, 2021      
(Amounts in thousands) Maximum Principal Amount Committed  Principal Amount Outstanding  
Principal Amount Available(1)
  Carrying Value 
Subscription facility $15,000  $-  $10,098  $- 
Total debt $15,000  $-  $10,098  $- 

(1)The amount available reflects any limitations related to the Subscription Facility’s borrowing base.
Debt obligations consisted of the following as of December 31, 2020
     As of December 31, 2020
(Amounts in thousands) Maximum Principal Amount Committed  
Principal
Amount Outstanding
  
Principal Amount Available(1)
  Carrying Value 
Subscription facility $15,000  $-

 $13,900  $-

Total debt $15,000  $-

 $13,900  $-


(1)  The amount available reflects any limitations related to the Subscription Facility’s borrowing base.

46
25Table of Contents
AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) –— Continued

For the three and ninesix months ended SeptemberJune 30, 20212022 and 2020,2021, the components of interest expense were as follows:
(Amounts in thousands)Three Months Ended
June 30, 2022		Three Months Ended
June 30, 2021		Six Months Ended
June 30, 2022		Six Months Ended
June 30, 2021
Interest expense$— $8 $8 $15 
Amortization of deferred financing costs— 56 47 109 
Total interest expense$— $64 $55 $124 
Average interest rateN/A3.75 %N/A3.56 %
Average daily borrowingsN/A$8 N/A$31 

  Three Months  Three Months       
  Ended  Ended  Nine Months Ended  Nine Months Ended 
(Amounts in thousands) September 30, 2021  September 30, 2020  September 30, 2021  September 30, 2020 
Interest expense $8  $27  $23  $189 
Amortization of deferred financing costs  58   40   167 
  94 
Total interest expense $66  $67  $190  $283 
Average interest rate  1.77%  2.08%  2.46%  2.88%
Average daily borrowings $105  $217  $54  $5,553 

Note 6. Agreements and Related Party Transactions
Administration Agreement
On June 26, 2019, the Company entered into an Administration Agreement (the “Administration Agreement”) with Angelo Gordon (the “Administrator”). Under the terms of the Administration Agreement, the Administrator performs, or oversees the performance of, required administrative services, which include providing office space, equipment and office services, maintaining financial records, preparing reports to shareholders and reports filed with the SEC, and managing the payment of expenses and the performance of administrative and professional services rendered by others.
The Company reimburses the Administrator for services performed for it pursuant to the terms of the Administration Agreement. In addition, pursuant to the terms of the Administration Agreement, the Administrator may delegate its obligations under the Administration Agreement to an affiliate or to a third party and the Company will reimburse the Administrator for any services performed for it by such affiliate or third party.
Unless earlier terminated as described below, the Administration Agreement will remain in effect until June 26, 20222023 and from year to year thereafter if approved annually by the vote of the Board of Directors of the Company and the vote of a majority of the Company’s Independent Directors. The Administration Agreement may be terminated by either party without penalty upon not less than 60 days’ written notice to the other.
No person who is an officer, director, or employee of the Administrator or its affiliates and who serves as a director of the Company receives any compensation from the Company for his or her services as a director. However, the Company reimburses the Administrator (or its affiliates) for an allocable portion of the compensation paid by the Administrator or its affiliates to the Company’s officers who provide operational and administrative services, as well as their respective staffs and other professionals who provide services to the Company, who assist with the preparation, coordination and administration of the foregoing or provide other “back office” or “middle office” financial or operational services to the Company (based on the percentage of time those individuals devote, on an estimated basis, to the business and affairs of the Company). Directors who are not affiliated with the Administrator receive compensation for their services and reimbursement of expenses incurred to attend meetings.
For the three and ninesix months ended SeptemberJune 30, 2021,2022, the Administrator charged approximately $0.1$63,000 and $0.3 million,$117,000, respectively, for certain costs and expenses allocable to the Company under the terms of the Administration agreement. For the three and ninesix months ended SeptemberJune 30, 2020,2021, the Administrator had the option to chargecharged approximately $0.1 million$82,000 and $0.4 million,$170,000, respectively, for certain costs and expenses allocable to the Company under the terms of the Administration Agreement, allagreement.
47
Table of which were waived and borne by the Administrator for those periods.

Contents


26
AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) –— Continued

Investment Management Agreement
On June 26, 2019, the Company entered into an Investment Management Agreement (the “Investment Management Agreement”) with the Advisor. Under the terms of the Investment Management Agreement, the Advisor is responsible for originating prospective investments, conducting research and due diligence investigations on potential investments, analyzing investment opportunities, negotiating and structuring the Company’s investments and monitoring the Company’s investments and portfolio companies on an ongoing basis.

Unless earlier terminated as described below, the Investment Management Agreement will remain in effect until June 26, 20222023 and from year to year thereafter if approved annually by (a) the vote of the Board of Directors of the Company or by the vote of a majority of the outstanding voting securities of the Company and (b) the vote of a majority of the Company’s Independent Directors. The Investment Management Agreement will automatically terminate in the event of assignment. The Investment Management Agreement may be terminated without penalty upon not less than 60 days’ written notice by the vote of a majority of the outstanding voting securities of the Company, or by the vote of the Company’s Directors or by the Advisor.

From time to time, the Advisor may pay amounts owed by the Company to third-party providers of goods or services and the Company will subsequently reimburse the Advisor for such amounts paid on its behalf. Amounts payable to the Advisor are settled in the normal course of business without formal payment terms.

The Investment Management Agreement also provides that the Company reimburses the Advisor for certain organizational costs incurred prior to the commencement of the Company’s operations, and for certain offering costs. The Company has agreed to repay the Advisor for initial organizational costs and offering costs up to a maximum of $1.25 million, with the Advisor bearing any organizational and offering costs in excess of such amount.

As of SeptemberJune 30, 2021,2022, the Company had approximately $0.7 million$709,000 payable to Angelo Gordon for operating costs which is included in “Accrued expenses and other liabilities payable to affiliate” on the consolidated statement of assets and liabilities. As of December 31, 2020,2021, the Company had approximately $0.5 million$677,000 payable to Angelo Gordon for operating costs which is included in "Accrued“Accrued expenses and other liabilities payable to affiliate"affiliate” on the consolidated statement of assets and liabilities.

Under the terms of the Investment Management Agreement, the Company will pay the Advisor a base management fee and may also pay to it certain incentive fees. The cost of both the base management fee and the incentive fee will ultimately be borne by the Company’s shareholders.

The base management fee is calculated at an annual rate of 0.60% of the Company’s gross assets, excluding cash and cash equivalents. For services rendered under the Investment Management Agreement, the base management fee is payable quarterly in arrears. The base management fee is calculated based on the average value of the Company’s gross assets (excluding cash and cash equivalents) at the end of the two most recently completed calendar quarters, and appropriately adjusted for any share issuances or repurchases during the current calendar quarter. Base management fees for any partial month or quarter will be appropriately pro-rated. For purposes of the Investment Management Agreement, cash equivalents means U.S. government securities and commercial paper instruments maturing within one year of purchase. Upon the occurrence of a Qualified IPO, the base management fee will be calculated at an annual rate of 1.25% of the Company’s gross assets, excluding cash and cash equivalents.


27
AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) – Continued

For the three and ninesix months ended SeptemberJune 30, 2021,2022, the Company accrued approximately $155,000$254,000 and $416,000,$495,000, respectively, of base management fees payable to the Advisor. For the three and ninesix months ended SeptemberJune 30, 2020,2021, the Company accrued approximately $94,000$138,000 and $259,000$261,000, respectively, of base management fees payable to the advisor.Advisor. As of SeptemberJune 30, 20212022 and December 31, 2020,2021, base management fees payable by the Company to the Advisor were approximately $155,000$254,000 and $105,000,$196,000, respectively.

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AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) — Continued
Pursuant to the Investment Management Agreement, the Advisor is entitled to an incentive fee (“Incentive Fee”), which consists of two components; an incentive fee based on income and an incentive fee based on capital gains.

The first part, the income incentive fee, is calculated and payable quarterly in arrears and equals (a) 100% of the excess of the Company’s pre-incentive fee net investment income for the immediately preceding calendar quarter, over a preferred return of 1.00% per quarter (4% annualized) (the “Hurdle”), until the Advisor has received a “catch-up” equal to 16.75% of the pre-incentive fee net investment income for the current quarter; and (b) 16.75% of all remaining pre-incentive fee net investment income above the “catch-up.”

The second part, the capital gains incentive fee, is determined and payable in arrears as of the end of each fiscal year (or upon termination of the Investment Management Agreement), and equals 16.75% of the Company’s realized capital gains, if any, on a cumulative basis from inception through the end of the fiscal year, computed net of all realized capital losses and unrealized capital depreciation on a cumulative basis, less the aggregate amount of any previously paid capital gain incentive fees (the “Cumulative Capital Gains”).

For the three and ninesix months ended SeptemberJune 30, 2021,2022, the Company accrued approximately $214,000$442,000 and $568,000,$823,000, respectively, of income incentive fees payable to the Advisor. For the three and ninesix months ended SeptemberJune 30, 2020,2021, the Company accrued approximately $38,000$207,000 and $114,000,$354,000, respectively, of income incentive fees payable to the Advisor. As of SeptemberJune 30, 20212022 and December 31, 2020,2021, the Company had approximately $214,000$442,000 and $99,000,$345,000, respectively, of income incentive fees payable to the Advisor.

Affiliated Transactions
The Company may be prohibited under the 1940 Act from participating in certain transactions with its affiliates without prior approval of the Company’s Independent Directors, and in some cases, the prior approval of the SEC. The Company intends to rely on exemptive relief that has been granted by the SEC to the Company, the Advisor, and Angelo Gordon to permit the Company to co-invest with other funds managed by the Advisor or Angelo Gordon, in a manner consistent with the Company’s investment objective, positions, policies, strategies and restrictions as well as regulatory requirements and other pertinent factors.

Pursuant to such exemptive relief, the Company is generally permitted to co-invest with certain of its affiliates if a “required majority” (as defined in Section 57(o) of the 1940 Act) of the Board make certain conclusions in connection with a co-investment transaction, including that (1) the terms of the transaction, including the consideration to be paid, are reasonable and fair to the Company and its shareholders and do not involve overreaching of the Company or its shareholders on the part of any person concerned, (2) the transaction is consistent with the interests of the Company’s shareholders and is consistent with its investment objective and strategies, and (3) the investment by its affiliates would not disadvantage the Company, and the Company’s participation would not be on a basis different from or less advantageous than that on which its affiliates are investing. In certain situations where co-investment with one or more funds managed by Angelo Gordon is not permitted or appropriate, Angelo Gordon will need to decide

28
AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) – Continued

which funds will proceed with the investment. Angelo Gordon will make these determinations based on its policies and procedures, which are designed to reasonably ensure that investment opportunities are allocated fairly and equitably among affiliated funds over time and in a manner that is consistent with applicable laws, rules and regulations.

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AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) — Continued
Investment in Affiliated FundFunds
Fair value as of SeptemberJune 30, 20212022 and 20202021 and transactions during the three and ninesix months ended SeptemberJune 30, 20212022 and 20202021 of the Company’s investments in affiliates were as follows:

Investment in Affiliated Funds at Fair Value for the Three Months Ended June 30, 2022
(Amounts in thousands)Fair Value as of April 1, 2022Gross Additions
Gross Reductions
Net Realized Gain (Loss)Net Change in Unrealized
 Appreciation (Depreciation)		Fair Value as of June 30,
2022		Dividend, Interest, PIK and
Other Income
Non-controlled/affiliated investments
Twin Brook Equity Holdings, LLC$8,447 $463 $(25)$— $812 $9,697 $— 
Twin Brook Segregated Equity Holdings, LLC18 — — — 3 21 — 
Total non-controlled/affiliated investments$8,465 $463 $(25)$— $815 $9,718 $— 
 Investment in Affiliated Fund at Fair Value for the Three Months Ended September 30, 2021   Investment in Affiliated Funds at Fair Value for the Six Months Ended June 30, 2022
(Amounts in thousands) 
Fair Value as of
July 1, 2021
 Gross Additions  Gross Reductions  
Net Realized
Gain (Loss)
  Net Change in Unrealized Appreciation (Depreciation)  
Fair Value as of
September 30, 2021
  Dividend, Interest, PIK and Other Income (Amounts in thousands)Fair Value as of January 1, 2022Gross Additions
Gross Reductions
Net Realized Gain (Loss)Net Change in Unrealized
 Appreciation (Depreciation)		Fair Value as of June 30,
2022		Dividend, Interest, PIK and
Other Income
Non-controlled/affiliated investments                    Non-controlled/affiliated investments
Twin Brook Equity Holdings, LLC $5,131 $398  $(13) $–  $220  $5,736  $– Twin Brook Equity Holdings, LLC$7,972 $701 $(33)$— $1,057 $9,697 $— 
Twin Brook Segregated Equity Holdings, LLCTwin Brook Segregated Equity Holdings, LLC14 — — — 7 21 — 
Total non-controlled/affiliated investments $5,131 $398  $(13) $–  $220  $5,736  $– Total non-controlled/affiliated investments$7,986 $701 $(33)$— $1,064 $9,718 $— 

Investment in Affiliated Funds at Fair Value for the Three Months Ended June 30, 2021
(Amounts in thousands)Fair Value as of April 1, 2021Gross Additions
Gross Reductions
Net Realized Gain (Loss)Net Change in Unrealized Appreciation (Depreciation)Fair Value as of June 30,
2021		Dividend,
Interest, PIK
and Other
Income
Non-controlled/affiliated investments
Twin Brook Equity Holdings, LLC$4,061 $731 $(1)$— $340 $5,131 $— 
Total non-controlled/affiliated investments$4,061 $731 $(1)$— $340 $5,131 $— 

Investment in Affiliated Funds at Fair Value for the Three Months Ended June 30, 2021
(Amounts in thousands)Fair Value as of January 1, 2021Gross Additions
Gross Reductions
Net Realized Gain (Loss)Net Change in Unrealized Appreciation (Depreciation)Fair Value as of June 30,
2021		Dividend,
Interest, PIK
and Other
Income
Non-controlled/affiliated investments
Twin Brook Equity Holdings, LLC$3,721 $861 $(3)$— $552 $5,131 $— 
Total non-controlled/affiliated investments$3,721 $861 $(3)$— $552 $5,131 $— 
  Investment in Affiliated Fund at Fair Value for the Nine Months Ended September 30, 2021 
(Amounts in thousands) 
Fair Value as of
January 1, 2021
  Gross Additions  Gross Reductions  
Net Realized
Gain (Loss)
  Net Change in Unrealized Appreciation (Depreciation)  
Fair Value as of
September 30, 2021
  Dividend, Interest, PIK and Other Income 
Non-controlled/affiliated investments                     
Twin Brook Equity Holdings, LLC $3,721  $1,259  $(16) $–  $772  $5,736  $– 
Total non-controlled/affiliated investments $3,721  $1,259  $(16) $–  $772  $5,736  $– 
50

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AG Twin Brook BDC, Inc.
  Investment in Afilliated Fund at Fair Value for the Three Months Ended September 30, 2020 
(Amounts in thousands) 
Fair Value as of
July 1, 2020
  Gross Additions  Gross Reductions  
Net Realized
Gain (Loss)
  Net Change in Unrealized Appreciation (Depreciation)  
Fair Value as of
September 30, 2020
  Dividend, Interest, PIK and Other Income 
Non-controlled/affiliated investments                     
Twin Brook Equity Holdings, LLC $1,957  $25  $(23) $–  $270  $2,229  $– 
Total non-controlled/affiliated investments $1,957  $25  $(23) $–  $270  $2,229  $– 
Notes to Consolidated Financial Statements (Unaudited) — Continued


  Investment in Affiliated Fund at Fair Value for the Nine Months Ended September 30, 2020 
(Amounts in thousands) 
Fair Value as of
January 1, 2020
  Gross Additions  Gross Reductions  
Net Realized
Gain (Loss)
  Net Change in Unrealized Appreciation (Depreciation)  
Fair Value as of
September 30, 2020
  Dividend, Interest, PIK and Other Income 
Non-controlled/affiliated investments                     
Twin Brook Equity Holdings, LLC $1,641  $690  $(82) $–  $(20) $2,229  $– 
Total non-controlled/affiliated investments $1,641  $690  $(82) $–  $(20) $2,229  $– 

Note 7. Derivatives
The Company may enter 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 the value of the Company’s investments denominated in foreign currencies.
In order to better define its contractual rights and to secure rights that will help the Company mitigate its counterparty risk, the Company may enter into an International Swaps and Derivatives Association, Inc. Master Agreement (“ISDA Master Agreement”) or a similar agreement with its derivative counterparties. An ISDA Master Agreement is a bilateral agreement between the Company and a counterparty that governs OTC derivatives, including foreign currency forward contracts, and typically contains, among other things, collateral posting terms and netting provisions in the event of a default and/or termination event. The provisions of the ISDA Master Agreement typically permit a single net payment in the event of a default (close-out netting) or similar event, including the bankruptcy or insolvency of the counterparty. The Company minimizes counterparty credit risk by only entering into agreements with counterparties that it believes to be of good standing and by monitoring the financial stability of those counterparties.





29
AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) – Continued

For the three and ninesix months ended September June 30, 2021,2022, the Company’s average USD notional exposure to foreign currency forward contracts was approximately $1,212,000$1,929,000 and $1,392,000,$1,906,000, respectively.

The following table presents both gross and net information about derivative instruments eligible for offset in the consolidated statements of assets and liabilities as of SeptemberJune 30, 2021.2022:

Counterparty 
Gross Amount of
Assets
  Gross Amount of Liabilities  Net Amount of Assets/(Liabilities)  
Collateral Received/Pledged(1)
  
Net Amounts(2)
 
Wells Fargo Bank, National Association $23  $15  $8  $-  $8 

CounterpartyGross Amount of AssetsGross Amount of LiabilitiesNet Amount of Assets/(Liabilities)
Collateral Received/Pledged(1)
Net Amounts(2)
Wells Fargo Bank, National Association$44 $8 $36 $— $36 
(1)Amount excludes excess cash collateral paid.
(2)Net amount represents the net amount due (to) from counterparty in the event of a default based on the contractual setoff rights under the agreement. Net amount excludes any over-collateralized amounts, if applicable.
The following table presents both gross and net information about derivative instruments eligible for offset in the consolidated statements of assets and liabilities as of December 31, 2021:
CounterpartyGross Amount of AssetsGross Amount of LiabilitiesNet Amount of Assets/(Liabilities)
Collateral Received/Pledged(1)
Net Amounts(2)
Wells Fargo Bank, National Association$39 $3 $36 $— $36 
(1)Amount excludes excess cash collateral paid.
(2)Net amount represents the net amount due (to) from counterparty in the event of a default based on the contractual setoff rights under the agreement. Net amount excludes any over-collateralized amounts, if applicable.
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AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) — Continued
The effect of transactions in derivative instruments on the consolidated statements of operations during the three and ninesix months ended SeptemberJune 30, 2022 was as follows:
Three Months Ended
June 30, 2022		Six Months Ended
June 30, 2022
Net change in unrealized gain (loss) on foreign currency forward contracts$18 — 
Realized (loss) on foreign currency forward contracts30 28 
The effect of transactions in derivative instruments on the consolidated statements of operations during the three and six months ended June 30, 2021 was as follows:
 Three Months Ended September 30, 2021  Nine Months Ended September 30, 2021 Three Months Ended
June 30, 2021		Six Months Ended
June 30, 2021
Net change in unrealized gain (loss) on foreign currency forward contracts $4  $8 Net change in unrealized gain (loss) on foreign currency forward contracts$(12)4 
Realized (loss) on foreign currency forward contracts 12  (47)Realized (loss) on foreign currency forward contracts(59)(59)
There were no derivative transactions entered in to or outstanding for the year ended December 31, 2020.

Note 8. Commitments and Contingencies
Commitments
The Company’s investment portfolio may contain debt investments that are in the form of revolving lines of credit and unfunded delayed draw commitments, which require the Company to provide funding when requested by portfolio companies in accordance with the terms of the underlying loan agreements.

Unfunded portfolio company commitments and funded debt investments are presented on the consolidated schedule of investments and are fair valued. Unrealized appreciation or depreciation, if any, is included in the consolidated statement of assets and liabilities and consolidated statement of operations.


30
AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) – Continued

As of SeptemberJune 30, 20212022 and December 31, 2020,2021, the Company had the following outstanding commitments to fund investments in current portfolio companies:

Portfolio Company September 30, 2021 December 31, 2020 
First lien senior secured debt(1)
 (Amounts in thousands) (Amounts in thousands) 
50Floor, LLC $199 $199 
Abrasive Technology Intermediate, LLC  173  - 
Advanced Lighting Acquisition, LLC  324  162 
AFC Industries, Inc.  250  - 
Affinitiv, Inc.  248  248 
Agility Intermediate, Inc.  534  - 
ALM Media, LLC  873  971 
Altamira Material Solutions, LP  32  - 
AM Buyer, LLC  111  108 
Anne Arundel Dermatology Management, LLC  354  780 
Apex Dental Partners, LLC  236  600 
Aptitude Health Holdings, LLC  240  - 
Aquatic Sales Solutions, LLC  38  135 
ASP Global Acquisition, LLC  534  534 
Banner Buyer, LLC  813  1,343 
BBG Intermediate Holdings, Inc.  165  686 
Beacon Oral Specialists Management LLC  311  - 
Behavior Frontiers, LLC  19  - 
BRTS Holdings, LLC  -  341 
Bio Agri Mix Holdings Inc.  89  - 
Brightview, LLC  427  - 
Canadian Orthodontic Partners Corp.  380  - 
Community Care Partners, LLC  263  - 
Copperweld Group, Inc.  228  400 
Cosmetic Solutions, LLC  710  710 
Data Source Intermediate Holdings, LLC  123  - 
DealerOn Inc.  314  314 
Diamondback Buyer, LLC  68  - 
Domino Equipment Company, LLC  79  - 
Edko Acquisition, LLC  38  - 
EH Management Company, LLC  38  - 
Empire Equipment Company, LLC  1,379  1,254 
EMSAR Acquisition LLC  567  - 
Engelman Baking Co., LLC  157  157 
E-Phoenix Acquisition Co. Inc.  75  - 
Formulated Buyer, LLC  488  - 
G2O Technologies, LLC  207  207 
Geriatric Medical and Surgical Supply, LLC 
300 
270 
Groundworks Operations, LLC  867  739 
Guardian Dentistry Practice Management, LLC  218  - 
Hydromax USA, LLC  205  330 
Icelandirect, LLC  33  - 
Industrial Dynamics Company, Ltd.  141  141 
Innovative FlexPak, LLC  408  627 

Portfolio CompanyJune 30, 2022December 31, 2021
First lien senior secured debt(1)
(Amounts in thousands)(Amounts in thousands)
50Floor, LLC$199 $199 
626 Holdings Equity, LLC293 — 
Abrasive Technology Intermediate, LLC138 173 
Advanced Lighting Acquisition, LLC324 324 
AEP Passion Intermediate Holdings, Inc.67 91 
AFC Industries, Inc.104 223 
Affinitiv, Inc.248 248 
Agility Intermediate, Inc.507 534 
Alliance Environmental Group, LLC41 113 
ALM Media, LLC971 971 
Altamira Material Solutions, LP30 45 
AM Buyer, LLC111 111 
Answer Acquisition, LLC38 38 
52
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AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) –— Continued

Portfolio Company September 30, 2021 December 31, 2020 
First lien senior secured debt (continued) (Amounts in thousands) (Amounts in thousands) 
ISSA, LLC  $131  $- 
Jansy Packaging, LLC  706  676 
Kalkomey Enterprises, LLC  77  77 
Lakeshirts LLC  663  703 
Legility, LLC  123  123 
Leonard Group, Inc.  197  - 
Library Associates, LLC  127  211 
MacNeill Pride Group Corp.  218  - 
Mad Rose Company, LLC  104  - 
Mattco Forge, Inc.  506  506 
Millennia Patient Services, LLC  401  - 
Montway LLC  825  825 
Motis Brands, Inc.  115  - 
MRC Keeler Acquisition, LLC  300  300 
Nimlok Company, LLC  320  11 
NSG Buyer, Inc.  294  294 
NutriScience Innovations, LLC  131  - 
Peak Dental Services, LLC  337  636 
Peak Investment Holdings, LLC  908  809 
Perimeter Brands Intermediate Holdco LLC  -  210 
PPW Acquisition, LLC  38  - 
Reliable Medical Supply LLC  206  138 
Revival Animal Health, LLC  131  - 
Revolution Plastics Buyer, LLC  188  492 
RQM Buyer, Inc.  219  - 
RTP Acquisition, LLC  38  - 
SAMGI Buyer, Inc.  138  138 
SCA Buyer, LLC  459  - 
SCP ENT and Allergy Services, LLC  1,287  1,287 
SCP Eye Care Services, LLC  -  469 
Shearer Supply, LLC  113  - 
ShiftKey, LLC  94  - 
Silver Falls MSO, LLC  117  178 
SimiTree Acquisition LLC  1,065  - 
Southeast Primary Care Partners, LLC  525  525 
Southern Orthodontic Partners Management, LLC  281  - 
Spear Education, LLC  888  474 
Spectrum Solutions, LLC  267  - 
Starwest Botanicals Acquisition, LLC  174  - 
Storm Smart Buyer LLC  131  - 
Teel Plastics, LLC 
324 
324 
Trademark Global, LLC  110  - 
Triad Technologies, LLC  314  282 
United Land Services Opco Parent, LLC  1,022  - 
Vanguard Packaging, LLC  356  535 
Varsity DuvaSawko Operating Corp.  474  474 
Vital Care Buyer, LLC  580  580 
Total unfunded portfolio company commitments $29,278 $22,533 

Portfolio CompanyJune 30, 2022December 31, 2021
Apex Dental Partners, LLC225 215 
Aptitude Health Holdings, LLC267 240 
Aquatic Sales Solutions, LLC117 117 
ARC Healthcare Technologies, LLC263 — 
ASC Ortho Management, LLC374 398 
ASP Global Acquisition, LLC485 534 
AvCarb, LLC633 704 
Banner Buyer, LLC715 838 
BBG Intermediate Holdings, Inc.82 233 
BCI Burke Holding Corp.209 196 
Beacon Oral Specialists Management LLC183 36 
Behavior Frontiers, LLC19 19 
Benefit Plan Administrators of Eau Claire, LLC225 — 
Bio Agri Mix Holdings Inc.88 89 
Brightview, LLC160 358 
Canadian Orthodontic Partners Corp.177 237 
CCG Acquisition, Inc.19 — 
Community Care Partners, LLC165 169 
Copperweld Group, Inc.376 197 
Cosmetic Solutions, LLC344 710 
CPS HVAC Group, LLC188 188 
Data Source Intermediate Holdings, LLC123 123 
DealerOn Inc.314 314 
Dermatology Medical Partners OpCo, LLC104 134 
Diamondback Buyer, LLC75 75 
DNS IMI Acquisition Corp131 124 
Domino Equipment Company, LLC79 79 
Double E Company, LLC104 — 
Dykstra's Auto, LLC105 129 
Edko Acquisition, LLC30 38 
EH Management Company, LLC38 38 
Empire Equipment Company, LLC31 1,254 
EMSAR Acquisition LLC489 542 
Engelman Baking Co., LLC174 153 
E-Phoenix Acquisition Co. Inc.75 75 
Exclusive Concepts, LLC248 248 
Formulated Buyer, LLC342 390 
Franchise Fastlane, LLC8 — 
FreshAddress, LLC30 30 
Geriatric Medical and Surgical Supply, LLC300 300 
Gold Medal Holdings, Inc.35 — 
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AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) — Continued
Portfolio CompanyJune 30, 2022December 31, 2021
Golden Bear PT Partners, LLC196 267 
Green Monster Acquisition, LLC30 38 
Groundworks Operations, LLC423 575 
Guardian Dentistry Practice Management, LLC70 90 
Highland Acquisition, Inc.30 — 
HLSG Intermediate, LLC139 — 
Home Brands Group Holdings, Inc.48 48 
Hydromax USA, LLC68 182 
Icelandirect, LLC13 23 
Industrial Dynamics Company, Ltd.141 141 
Infolinks Media Buyco, LLC77 77 
Innovative FlexPak, LLC345 408 
IPC Pain Acquistion, LLC303 — 
ISSA, LLC92 66 
Jansy Packaging, LLC470 706 
Juniper Landscaping Holdings LLC132 110 
Kaizen Auto Care, LLC218 204 
Kalkomey Enterprises, LLC46 77 
Lakeshirts LLC— 80 
Leonard Group, Inc.234 197 
Library Associates, LLC— 84 
Load One Purchaser Corporation214 — 
MacNeill Pride Group Corp.167 52 
Mad Rose Company, LLC82 119 
Main Street Gourmet, LLC685 704 
Mattco Forge, Inc.506 506 
Maxor National Pharmacy Services, LLC84 84 
MetaSource, LLC124 — 
Millennia Patient Services, LLC401 401 
Montway LLC825 825 
Motis Brands, Inc.— 14 
MRC Keeler Acquisition, LLC300 300 
Nelson Name Plate Company89 94 
Network Partners Acquisition, LLC150 150 
Nimlok Company, LLC320 320 
Novum Orthopedic Partners Management, LLC191 373 
NSG Buyer, Inc.— 294 
NutriScience Innovations, LLC131 131 
P and R Dental Strategies, LLC23 23 
Peak Dental Services, LLC459 149 
Peak Investment Holdings, LLC908 908 
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AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) — Continued
Portfolio CompanyJune 30, 2022December 31, 2021
Pentec Acquisition Corp.75 75 
Performance PowerSports Group Purchaser, Inc.6 8 
PHGP MB Purchaser, Inc.184 — 
Pink Lily Holdings, LLC63 46 
PPW Acquisition, LLC32 30 
Qin's Buffalo, LLC105 — 
Raneys, LLC38 — 
Reliable Medical Supply LLC110 178 
Revival Animal Health, LLC131 131 
RQM Buyer, Inc.234 234 
RTP Acquisition, LLC38 38 
Sage Dental Management, LLC56 — 
SAMGI Buyer, Inc.138 138 
SASE Company, LLC38 38 
SCA Buyer, LLC227 412 
SCP Beverage Buyer, LLC23 38 
SCP ENT and Allergy Services, LLC295 966 
Shearer Supply, LLC113 71 
ShiftKey, LLC110 120 
Signature Dental Partners LLC90 179 
Silver Falls MSO, LLC80 94 
SimiTree Acquisition LLC191 522 
SIMKO Merger Sub, LLC244 — 
Soccer Post Acquisition, LLC73 — 
Southeast Primary Care Partners, LLC315 435 
Southern Orthodontic Partners Management, LLC187 167 
Southern Sports Medicine Partners, LLC193 — 
Spear Education, LLC304 888 
Spectrum Solutions, LLC267 267 
Starwest Botanicals Acquisition, LLC43 174 
Stax Holding Company, LLC60 60 
Steel City Wash, LLC72 38 
Storm Smart Buyer LLC131 131 
Teel Plastics, LLC324 324 
The Channel Company, LLC62 62 
The Stratix Corporation75 150 
Trademark Global, LLC65 88 
Triad Technologies, LLC251 314 
United Land Services Opco Parent, LLC591 914 
USALCO, LLC53 93 
Vanguard Packaging, LLC481 303 
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AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) — Continued
Portfolio CompanyJune 30, 2022December 31, 2021
Varsity DuvaSawko Operating Corp.474 474 
Vehicle Accessories, Inc.13 38 
Vital Care Buyer, LLC483 580 
Western Veterinary Partners, LLC320 147 
Total unfunded portfolio company commitments$27,399 $30,379 
(1)Unfunded commitments denominated in currencies other than USD have been converted to USD using the exchange rate as of the applicable reporting date.
32
AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) – Continued

As of SeptemberJune 30, 20212022 and December 31, 2020,2021, approximately $188,000$209,000 and $181,000,$185,000, respectively, of the Company's unfunded revolver commitments are reserved for letters of credit issued to third party beneficiaries on behalf of the Company's investments.
Investor Commitments
As of SeptemberJune 30, 20212022 and December 31, 2020,2021, the Company had $216.0 million in total capital commitments from investors ($91.821.6 million and $126.4$32.4 million respectively, undrawn). These undrawn capital commitments will no longer remain in effect following the completion of a Qualified IPO.
Four investors in the Company have aggregate capital commitments representing 100% of the Company’s total capital commitments. Such concentration of investor commitments could have a material effect on the Company.
Other Commitments and Contingencies
From time to time, the Company may become a party to certain legal proceedings during the normal course of business. As of SeptemberJune 30, 2022, and December 31, 2021, management was not aware of any material pending or threatened litigation.
Note 9. Net Assets
Subscriptions and Drawdowns
As of SeptemberJune 30, 2021,2022, the Company had 6,199,8099,672,358 shares issued and outstanding with a par value of $0.001 per share.
The Company has entered into subscription agreements with investors providing for the private placement of the Company’s common shares. Under the terms of the subscription agreements, investors are required to fund drawdowns to purchase the Company’s common shares up to the amount of their respective capital commitment on an as-needed basis each time the Advisor delivers a drawdown notice to such investors.
During the ninesix months ended SeptemberJune 30, 20212022 and 2020,2021, the Advisor delivered the following capital call notices to investors:


Nine Months Ended September 30, 2021 
    Number of Aggregate Offering 
                                                                                Common Share Common Shares Price 
Capital Drawdown Notice DateIssuance Date Issued ($ in millions) 
March 16, 2021March 30, 2021  540,000 $10.80 
June 30, 2021July 15, 2021  802,493  16.20 
August 30, 2021September 15, 2021  375,316  7.56 
Total   1,717,809 $34.56 


Nine Months Ended September 30, 2020
    Number of Aggregate Offering 
                                                                                Common Share Common Shares Price 
Capital Drawdown Notice DateIssuance Date Issued ($ in millions) 
February 28, 2020March 13, 2020  810,000 $16.20 
June 11, 2020June 25, 2020  432,000  8.64 
Total   1,242,000 $24.84 

Six Months Ended June 30, 2022
Capital Drawdown Notice DateCommon Share
Issuance Date		Number of
Common Shares
Issued		Aggregate
Offering
Price
($ in millions)
May 12, 2022May 26, 2022531,182$10.80 
Total531,182$10.80 
56
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AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) –— Continued
Six Months Ended June 30, 2021
Capital Drawdown Notice DateCommon Share
Issuance Date		Number of
Common Shares
Issued		Aggregate
Offering
Price
($ in millions)
March 16, 2021March 30, 2021540,000$10.80 
June 30, 2021July 15, 2021802,493$16.20 
Total1,342,493$27.00 

Dividends
The following table reflects dividend declared on shares of the Company’sCompany's common stock during the ninesix months ended SeptemberJune 30, 20212022 and 2020:2021:
For the Six Months Ended June 30, 2022
Date DeclaredRecord DatePayment DateDividend per Share
April 14, 2022April 18, 2022April 29, 2022$0.20 
May 11, 2022June 30, 2022July 29, 2022$0.20 

For the Nine Months Ended September 30, 2021 
Date Declared 
Record
Date
 
Payment
Date
 
Dividend
per Share
 
April 22, 2021 April 26, 2021 April 30, 2021 $0.20 
July 22, 2021 July 26, 2021 July 30, 2021 $0.20 
For the Six Months Ended June 30, 2021
Date DeclaredRecord DatePayment DateDividend per Share
April 22, 2021April 26, 2021April 30, 2021$0.20 

For the Nine Months Ended September 30, 2020 
Date Declared 
Record
Date
 
Payment
Date
 Dividend
per Share		 
July 16, 2020 July 27, 2020 July 31, 2020 $0.20 

Note 10. Earnings Per Share
The following table sets forth the computation of basic and diluted earnings (loss) per common share for the three and ninesix months ended SeptemberJune 30, 20212022 and 2020:2021:

 Three Months Ended  Three Months Ended  Nine Months Ended  Nine Months Ended 
(Amounts in thousands, except share and per share amounts) September 30, 2021  September 30, 2020  September 30, 2021  September 30, 2020 (Amounts in thousands, except share and per share amounts)Three Months Ended
June 30, 2022		Three Months Ended
June 30, 2021		Six Months Ended
June 30, 2022		Six Months Ended
June 30, 2021
Net increase (decrease) in net assets resulting from operations $1,518  $1,351  $4,520  $328 Net increase (decrease) in net assets resulting from operations$2,837 $1,699 $5,184 $3,002 
Weighted average shares of common stock 5,754,844  3,402,000  5,092,922  2,907,131 
outstanding - basic and diluted            
Weighted average shares of common stock outstanding - basic and dilutedWeighted average shares of common stock outstanding - basic and diluted9,345,4775,022,0009,243,8914,756,475
Earnings (loss) per common share - basic and diluted $0.26  $0.40  $0.89  $0.11 Earnings (loss) per common share - basic and diluted$0.30 $0.34 $0.56 $0.63 

Note 11. Income Taxes
Taxable income generally differs from net increase (decrease) in net assets resulting from operations due to temporary and permanent differences in the recognition of income and expenses, and generally excludes net unrealized gains or losses, as unrealized gains or losses are generally not included in taxable income until they are realized.

57
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AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) — Continued
The Company makes certain adjustments to the classification of net assets as a result of permanent book-to-tax differences, which include differences in the book and tax basis of certain assets and liabilities, and nondeductible federal taxes or losses among other items. To the extent these differences are permanent, they are charged or credited to additional paid in capital or total distributable earnings (losses), as appropriate. There were no permanent differences for the ninethree and six months ended SeptemberJune 30, 2021. For the three2022 and nine months ended September 30, 2020, permanent differences were approximately $73,000 and $409,000, respectively, consisting of nondeductible offering costs.2021.





34
AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) – Continued

Note 12. Financial Highlights
The following are financial highlights for a common share outstanding during the ninesix months ended SeptemberJune 30, 20212022 and 2020:2021:
(Amounts in thousands, except share and per share amounts)Six Months Ended
June 30, 2022		Six Months Ended
June 30, 2021
Per share data:
Net asset value, beginning of period$20.14 $19.75 
Net investment income (loss)(1)
0.44 0.41 
Net realized and unrealized gain (loss) on investment transactions(1)
0.12 0.22 
Total from operations0.56 0.63 
Impact of issuance of common stock— (0.01)
Dividends declared(0.40)(0.20)
Total increase (decrease) in net assets0.16 0.42 
Net asset value, end of period$20.30 $20.17 
Shares outstanding, end of period9,672,3585,022,000
Total return(2)(3)
2.8%3.1%
Ratios / supplemental data
Ratio of gross expenses to average net assets(3)(4)(5)
1.3 %1.8 %
Ratio of net expenses to average net assets(3)(4)(6)
1.3 %1.8 %
Ratio of net investment income (loss) to average net assets(3)(4)
2.2 %2.1 %
Net assets, end of period$196,319 $101,299 
Weighted average shares outstanding9,243,8914,756,475
Total capital commitments, end of period$216,000 $216,000 
Ratio of total contributed capital to total committed capital, end of period90.0 %46.5 %
Portfolio turnover rate(7)
13.6 %22.2 %
Asset coverage ratio(8)
N/A14,571.3 %
(1)The per share data was derived using the weighted average shares outstanding during the period.
(2)Total return is calculated as the change in net asset value ("NAV") per share during the period, plus distributions per share, if any, divided by the NAV per share at the beginning of the period.
(3)Not annualized.
(4)Average net assets are computed using the average balance of net assets at the end of each month of the reporting period.
(5)Ratio of gross expenses to average net assets is computed using expenses before waivers from the Administrator, if applicable.
(6)Ratio of net expenses to average net assets is computed using total expenses net of waivers from the Administrator, if applicable.
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AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) — Continued

   Nine Months  Nine Months 
   Ended  Ended 
   September 30,  September 30, 
(Amounts in thousands, except share and per share amounts) 2021  2020 
Per share data:      
Net asset value, beginning of period $19.75  $19.77 
Net investment income (loss)(1)
  0.61   0.45 
Net realized and unrealized gain (loss) on investment transactions(1)
  0.28   (0.34)
Total from operations  0.89   0.11 
Impact of issuance of common stock  (0.01)  0.07 
Dividends declared from earnings  (0.40)  (0.20)
Total increase (decrease) in net assets  0.48   (0.02)
Net asset value, end of period $20.23  $19.75 
Shares outstanding, end of period  6,199,809   3,402,000 
Total return(2)
  4.4%  0.9%
Ratios / supplemental data        
Ratio of gross expenses to average net assets(3)(4)(5)
  2.6%  4.8%
Ratio of net expenses to average net assets(3)(4)(6)
  2.6%  4.1%
Ratio of net investment income (loss) to average net assets(3)(4)
  3.1%  2.4%
Net assets, end of period $125,412  $67,189 
Weighted average shares outstanding  5,092,922   2,907,131 
Total capital commitments, end of period $216,000  $216,000 
Ratio of total contributed capital to total committed capital, end of period  57.5%  31.5%
Portfolio turnover rate(7)
  26.5%  18.5%
Asset coverage ratio(8)
  N/A   6,818.9%

(1)The per share data was derived using the weighted average shares outstanding during the period.
(2)Total return is calculated as the change in net asset value ("NAV") per share during the period, plus distributions per share, if any, divided by the NAV per share at the beginning of the period. The total return for the period from May 6, 2019 (inception) to December 31, 2019 is calculated using the denominator of the offering price of $20.00 per share on the initial capital call from investors on July 29, 2019.
(3)Not annualized.
(4)Average net assets are computed using the average balance of net assets at the end of each month of the reporting period.
(5)Ratio of gross expenses to average net assets is computed using expenses before waivers from the Adviser and Administrator
(6)Ratio of netexpenses to average net assets is computed using total expenses net of waivers from the Adviser and Administrator
(7)(7)Portfolio turnover rate is calculated using the lesser of total sales or total purchases over the average of the investments at fair value for the periods reported.
(8)
Asset coverage ratio is equal to (i) the sum of (A) net assets at the end of the period and (B) total debt outstanding at the end of the period, divided by (ii) total debt outstanding at the end of the period. The ratio is not applicable as of September 30, 2021 as there was no debt outstanding at the end of the period.

(8)Asset coverage ratio is equal to (i) the sum of (A) net assets at the end of the period and (B) total debt outstanding at the end of the period, divided by (ii) total debt outstanding at the end of the period. The ratio is not applicable as of June 30, 2022 as there was no debt outstanding during the period.
Note 13. Subsequent Events
The Company’s management evaluated subsequent events through the date of issuance of these consolidated financial statements. There have been no subsequent events that occurred that would require disclosure in, or would be required to be recognized in, these consolidated financial statements, except as discussed below.below.
On October 13, 2021, the Advisor issued a capital call notice to investors relating to the sale of 805,806 shares of the Company’s common stock for an aggregate offering price of $16.2 million. The sale closed on October 27, 2021.
On October 15, 2021,August 10, 2022, the Board declared a dividend of $0.20 per share on the Company’sCompany's common stock, which waswill be paid on October 29, 202131, 2022 to stockholders of record at the close of business on October 18, 2021.September 30, 2022.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
In this quarterly report on Form 10-Q, or this "report," we refer to AG Twin Brook BDC, Inc and it’s consolidated subsidiaries. as "we," "us," the "Company," or "our," unless we specifically state otherwise or the context indicates otherwise. We refer to our investment adviser, AG Twin Brook Manager, LLC, as our "Advisor," and we refer to the direct parent company of our Advisor, Angelo, Gordon & Co., L.P., as "Angelo Gordon." Angelo Gordon serves as the Company’s Administrator and may also be referred to herein as “Administrator”.

Forward-Looking Statements
This report includes estimates, projections, statements relating to our business plans, objectives, and expected operating results that are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements may appear throughout this report, including the following sections: “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Risk Factors” (Part II, Item 1A of this Form 10-Q). These forward-looking statements include information about possible or assumed future results of our business, financial condition, liquidity, returns, results of operations, plans, yields, objectives, the composition of our portfolio, actions by governmental entities, including the U.S. Department of the Treasury and the Federal Reserve, and the potential effects of actual and proposed legislation on us, our views on certain macroeconomic trends, and the impact of COVID-19. These forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,” “opportunity,” “plan,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. Forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties that may cause actual results to differ materially from those expressed or implied by the forward-looking statements. We caution investors not to rely unduly on any forward-looking statements, which speak only as of the date made, and urge you to carefully consider the risks identified under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 20202021 (our “2020“2021 10-K”). Except as required by law, we undertake no obligation to update or revise publicly any forward-looking statements, whether because of new information, future events, or otherwise.
The following Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) is intended to help the reader understand the results of operations and financial condition of AG Twin Brook BDC, Inc. This MD&A is provided as a supplement to, and should be read in conjunction with our 20202021 10-K, our consolidated financial statements and the accompanying notes to consolidated financial statements (Part I, Item 1 of this report).

Overview
AG Twin Brook BDC, Inc. is a Delaware corporation formed on February 4, 2016. We have elected to be regulated as a Business Development Companybusiness development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”). In addition, for tax purposes, we have elected to be treated as a Regulated Investment Company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). We were formed to provide risk-adjusted returns and current income to investors by investing primarily in middle market companies.
We are managed by our Advisor, a wholly-owned subsidiary of Angelo Gordon. The Advisor is registered as an investment adviser with the U.S. Securities and Exchange Commission (the “SEC”) under the Investment Advisers Act of 1940. Subject to the overall supervision of our board of directors (the “Board”), our Advisor manages our day-to-day operations, and provides investment advisory and management services to us. Our Advisor will be responsible for originating prospective investments,




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conducting research and due diligence investigations on potential investments, analyzing investment opportunities, negotiating and structuring our investments, and monitoring our investments and portfolio companies on an ongoing basis.

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We conduct private offerings (each, a “Private Offering”), where investors make a capital commitment to purchase shares of our common stock pursuant to a subscription agreement entered into with us. Investors will be required to make capital contributions to purchase shares of our common stock each time the Company delivers a drawdown notice. The initial closing of the Private Offering occurred on July 19, 2019 (the “Initial Closing”). As of SeptemberJune 30, 2021,2022, we had $216 million in total capital commitments from investors. Upon the earlier to occur of (i) a Qualified IPO (as defined below), and (ii) the five year anniversary of the Initial Closing, investors will be released from any further obligation to purchase additional shares, subject to certain exceptions. A “Qualified IPO” is an initial public offering (“IPO”) of our common stock that results in an unaffiliated public float of at least the lower of (A) $60 million and (B) 17.5% of the aggregate capital commitments received prior to the date of such initial public offering.
As a BDC, we must invest at least 70% of our assets in “eligible portfolio companies,” generally, U.S. private operating companies (or small U.S. public operating companies with a market capitalization of less than $250 million). As a BDC, we may also invest up to 30% of our portfolio in non-eligible portfolio company investments, such as investments in non-U.S. companies, which may include investments in a “passive foreign investment company” (a “PFIC”). Because we have elected to be regulated as a BDC,, and we intend to continue to qualify as a RIC under the Code, our portfolio will also be subject to the diversification and other requirements under the Code.

Investments
We invest principally in privately originated senior secured loans to U.S. middle market companies, which we believe have consistent capital needs and have not only been underserved in recent years by traditional providers of capital such as banks and the public debt markets, but also for a variety of reasons may prefer working with experienced non-bank lenders. Our origination strategy focuses on the middle market private equity community. This financing is utilized for a variety of purposes, including to fund organic growth, acquisitions, recapitalizations, management buyouts and leveraged buyouts for companies with revenue generally under $500 million. In describing our business, we generally use the term “middle market” to refer to companies with EBITDA of between $3 million and $50 million annually; however, we typically invest in companies with EBITDA of less than $25 million. Notwithstanding the foregoing, the Advisor may determine whether companies qualify as “middle market” in its sole discretion, and we may from time to time invest in larger or smaller companies.

By investing predominantly in senior secured debt, we expect to reduce our risk of principal loss and deliver more stable returns over time as compared with investments in bonds, unsecured loans, mezzanine investments and public, private and project equity. However, we may also invest opportunistically in other parts of the capital structure, including senior secured stretch and unitranche facilities, second lien loans, mezzanine and mezzanine-related loans, and equity investments, as well as select other subordinated instruments either directly or through acquisitions in the secondary market.

The level of our investment activity depends on many factors, including the amount of debt and equity capital available to prospective portfolio companies, the level of merger, acquisition and refinancing activity for such companies, the availability of credit to finance transactions, the general economic environment and the competitive environment for the types of investments we make, all of which have been, and may continue to be, impacted by COVID-19.


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Revenues
We generate revenues primarily through the receipt of interest income from the investments we hold. In addition, we generate income from various loan origination and other fees and from dividends on direct equity investments. In addition, we may generate revenue in the form of commitment, origination, administration, amendment, and loan servicing fees. Loan origination fees, original issue discount and market discount or premium are capitalized as part of the underlying cost of the investments and accreted or amortized over the life of the investment as interest income. We record contractual prepayment premiums on loans and debt securities as interest income.

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Our debt investment portfolio consists of primarily floating rate loans. As of SeptemberJune 30, 2021,2022, 100% of our debt investments, based on fair value, bore interest at floating rates, which may be subject to interest rate floors. Variable-rate investments subject to a floor generally reset periodically to the applicable floor, only if the floor exceeds the index. Trends in base interest rates, such as LIBOR and Term SOFR, may affect our net investment income over the long term. In addition, our results may vary from period to period depending on the interest rates of new investments made during the period compared to investments that were sold or repaid during the period; these results reflect the characteristics of the particular portfolio companies that we invested in or exited during the period and not necessarily any trends in our business or macroeconomic trends.

Dividend income that we receive from our ownership of private securities is recorded pursuant to the terms of the respective investments.

Expenses
Our primary operating expenses include the payment of fees to the Advisor under the Investment Management Agreement, our allocable portion of overhead expenses under the Administration Agreement and other operating costs described below.

We are responsible for all costs and expenses incurred in connection with the operations of the Company and locating, structuring, evaluating, consummating, maintaining and disposing of investments and potential investments (whether or not the acquisition is consummated), including but not limited to legal, regulatory, accounting and other professional or third-party costs or disbursements including travel, rent or lodging, out-of-pocket expenses of the Advisor, the fees and expenses of any independent counsel engaged by the Advisor and out-of-pocket expenses related to third-party service providers (including loan servicer fees), placement agent fees and expenses, advertising expenses, litigation expenses, brokerage commissions, clearing and settlement charges and other transaction costs, custody fees, interest expenses, financing charges, initial and variation margin, broken deal expenses, compensation (which may include fees or performance-based compensation) of advisors, consultants and finders, joint venture partners, or other professionals relating to the Company’s operations and investments or potential investments (whether or not completed), which may include costs incurred to attend or sponsor networking and other similar events hosted by both for-profit and not-for-profit organizations (which may include organizations affiliated with current or prospective investors), specific expenses incurred in obtaining, developing or maintaining market data technology systems, research and other information and information service subscriptions utilized with respect to the Company’s investment program including fees to third party providers of research, portfolio risk management services (including the costs of risk management software or database packages), fees of pricing and valuation services, appraisal costs and brokerage expenses. We will also bear all commitment fees and any transfer or recording taxes, registration fees and other expenses in connection with acquisitions and dispositions of investments, and all expenses relating to the ownership and operation of investments, including taxes, interest, insurance, and other fees and expenses. Travel expenses may include first-class airfare and limited use of private or charter aircraft, as well as premium accommodations, in accordance with our Advisor’s policies related thereto.




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In addition, we will bear all costs of the administration of the Company, including but not limited to accounting expenses (including accounting systems) and expenses relating to audit, legal and regulatory expenses (including filings with U.S. and non-U.S. regulators and compliance obligations), costs associated with our reporting and compliance obligations under the 1940 Act and other applicable U.S. federal and state securities laws, fees and expenses of any administrators in connection with the administration of the Company, expenses relating to the maintenance of registered offices of the Company to the extent provided by unaffiliated service providers, temporary office space of non-employee consultants or auditors, blue sky and corporate filing fees and expenses, corporate licensing expenses, indemnification expenses, costs of holding any meetings or conferences of investors or their delegates or advisors (including meetings of the Advisor and related activities), Independent Directors’ fees and expenses, costs of any litigation or threatened litigation or costs of any investigation or legal inquiries involving Company activities (including regulatory sweeps), the cost of any liability insurance or fidelity coverage for the Company, including any directors’ and officers’ liability insurance and key-person life insurance policies, maintained with respect to liabilities arising in connection with
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the activities of our directors and officers conducted on behalf of the Company, costs associated with reporting and providing information to existing and prospective investors, including printing and mailing costs, wind-up and liquidation expenses, and any extraordinary expenses arising in connection with the operations of the Company.

We have agreed to repay the Advisor for initial organization and offering costs up to a maximum of $1.25 million, of which the Advisor has incurred approximately $1.1 million as of SeptemberJune 30, 2021.

2022.
From time to time, the Administrator or its affiliates may pay third-party providers of goods or services. We will reimburse the Administrator or such affiliates thereof for any such amounts paid on our behalf.

Leverage
We have obtained a subscription facilityCurrently, we do not intend to meet our capital needs.utilize leverage. We may borrow money from time to time within the levels permitted by the 1940 Act. Currently, we do not intend to utilize leverage outside of the subscription facility.

Impact of COVID-19
In late 2019There is an ongoing global outbreak of COVID-19, which has spread to over 200 countries and early 2020, a novel coronavirus (SARS-CoV-2) and related respiratory disease ("COVID-19") emergedterritories, including every state in China and spread rapidly across the world, including toUnited States. The global impact of the U.S. This outbreak has ledbeen rapidly evolving, and for an unknown periodas cases of time willCOVID-19, including new variants, have continued to be identified in additional countries, many countries have reacted, and continue to lead toreact, by instituting quarantines and restrictions on travel, closing financial markets and/or restricting trading, and limiting operations of non-essential businesses. Such actions have created disruption in global supply chains, and adversely impacted many industries. Supply chain disruptions in local, regional, national and global markets and economies affected thereby. The extent to whichcould significantly impact the COVID-19 pandemic will adversely impactbusinesses of our business, financial condition, liquidity and results of operations will depend on future developments, which are highly uncertain and cannot be predicted, including the scope and duration of this outbreak, and any future outbreaks.

It is clear that these types of events are negatively impacting and will, for at least some time, continue to negatively impact our business and portfolio companies and in many instances thelead to increased costs, inventory shortages, shipping delays and an inability to meet customer demands. The outbreak has had a continued adverse impact will be profound. For example, smaller and middle market companies in which we may invest are being significantly impacted by these events and the uncertainty caused by these events. With respect to loans to such companies, we have been, and may continue to be impacted if, among other things, (i) amendments and waivers are granted (or are required to be granted) to borrowers permitting deferral of loan payments or allowing for payment-in-kind (“PIK”) interest payments, (ii) borrowers default on their loans, are unable to refinance their loans at maturity, or go out of business permanently, and/or (iii) the value of loans we hold decreases as a result of such events and the uncertainty they cause. Such events have caused us, and may continue to cause us, to suffer losses. We will also be negatively affected if the operations and effectiveness of our Adviser or a portfolio company (or any of the key personnel or service




39

providers of the foregoing) is compromised or if necessary or beneficial systems and processes are disrupted as a result of the interruptions to regular business operations caused by COVID-19.

With respect to our investments, we have taken, and will continue to take, steps to actively oversee all of our individual portfolio companies. These measures include, among other things, frequent communication with our portfolio company management teams and related private equity sponsors to understand the expected financial performance impact of the COVID-19 pandemic.

The effects of the COVID-19 pandemic on economic and market conditions have increased the  demands to provide capital to our existing portfolio companies. We maintain adequate cash, capital commitments and additional borrowing capacity in reserve to meet any further such draw requests.has triggered a period of global economic slowdown.

DuringAlthough we believe the nine months ended September 30, 2021, we continuedeconomy is beginning to experience an increaserebound in our net assets resulting from operations due to an increase in investment income and unrealized gains from a recovery in investment valuations, after experiencing unrealized losses acrosscertain respects, the fair value of our investments resulting fromuncertainty surrounding the COVID-19 pandemic, duringincluding uncertainty regarding new variants of COVID-19, the first nine monthsefficacy of 2020.existing vaccines against new variants and acceptance of vaccines and other factors have and may continue to contribute to significant volatility in the global markets. COVID-19 and the current financial, economic and capital markets environment, and future developments in these and other areas present uncertainty and risk with respect to our performance, financial condition, results of operations and ability to pay distributions.

It is impossible to determine the scope of this outbreak, or any future outbreaks, how long any such outbreak, market disruption or uncertainties may last, the effect any governmental actions will have or the full potential impact on our business, the Advisor and portfolio companies. The impact of this outbreak, or any future outbreaks, while uncertain, could materially adversely affect our and our portfolio companies’ operating results.

Portfolio and Investment Activity
As of SeptemberJune 30, 2021,2022, based on fair value, our portfolio consisted of 94.84%94.58% first lien senior secured debt investments, 0.01% sponsor subordinated note investments, and a 5.15% investment5.41% investments in an affiliated fund.funds.

As of SeptemberJune 30, 2021,2022, we had investments in eighty-eightone hundred thirty-seven portfolio companies with an aggregate fair value of $111.4$179.8 million. As of December 31, 2020,2021, we had investments in fifty-oneone hundred twenty-one portfolio companies with an aggregate fair value of $79.5$159.1 million.


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Our investment activity for the three months ended SeptemberJune 30, 20212022 and 20202021 is presented below (information presented herein is at par value unless otherwise indicated).

(Amounts in thousands)Three Months Ended June 30, 2022Three Months Ended June 30, 2021
Principal amount of investments committed (including add-ons):
First lien senior secured debt investments$28,368 $21,900 
Investment in affiliated funds463 731 
Total principal amount of investments committed$28,831 $22,631 
Principal amount of investments sold or repaid:
First lien senior secured debt investments$(11,594)$(7,552)
Investment in affiliated funds(25)(1)
Total principal amount of investments sold or repaid$(11,619)$(7,553)
New debt investments(1):
New commitments$13,253 $18,640 
Number of new commitments in new portfolio companies(2)
1416
Average new commitment amount$947 $1,165 
Weighted average term for new commitments (in years)4.65.0
Percentage of new commitments at floating rates100.0 %100.0 %
Percentage of new commitments at fixed rates0.0 %0.0 %
    Three Months  Three Months 
    Ended  Ended 
    September 30,  September 30, 
(Amounts in thousands) 2021  2020 
Principal amount of investments committed (including add-ons):      
First lien senior secured debt investments $19,499  $5,038 
Sponsor subordinated note  5   - 
Investment in affiliated fund  138   25 
Total principal amount of investments committed $19,642  $5,063 
Principal amount of investments sold or repaid:        
First lien senior secured debt investments $(6,532) $(331)
Investment in affiliated fund  1   (23)
Total principal amount of investments sold or repaid $(6,531) $(354)
New debt investments(1):
        
New commitments $17,550  $3,637 
Number of new commitments in new portfolio companies(2)
  14   2 
Average new commitment amount $1,254  $1,819 
Weighted average term for new commitments (in years)  4.8   4.3 
Percentage of new commitments at floating rates  100.0%  100.0%
Percentage of new commitments at fixed rates  0.0%  0.0%

(1)Amounts shown exclude add-on transactions to existing portfolio companies during the period.
(2)Number of new debt investment commitments represent commitments to a particular portfolio company.

As of SeptemberJune 30, 20212022 and December 31, 2020,2021, our investments consisted of the following:

  
September 30, 2021
  

   December 31, 2020		 June 30, 2022December 31, 2021
(Amounts in thousands) Amortized Cost  Fair Value  Amortized Cost  Fair Value (Amounts in thousands)Amortized CostFair ValueAmortized CostFair Value
First lien senior secured debt $105,693  $105,645  $76,415  $75,805 First lien senior secured debt$170,038 $170,031 $151,054 $151,105 
Sponsor subordinated note 15  15  7  7 Sponsor subordinated note16 16 16 16 
Investment in affiliated fund  4,444   5,736   3,201   3,721 
Investment in affiliated fundsInvestment in affiliated funds6,878 9,718 6,210 7,986 
Total investments $110,152  $111,396  $79,623  $79,533 Total investments$176,932 $179,765 $157,280 $159,107 

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The table below describes investments by industry composition based on fair value as of SeptemberJune 30, 20212022 and December 31, 2020:


  September 30, 2021   December 31, 2020 
Aerospace and defense 1.9% 2.7%
Chemicals 6.2% 8.4%
Commercial services and supplies 2.6% 7.0%
Construction and engineering 0.5% – 
Containers and packaging 5.6% 7.0%
Distributors 0.5% 1.5%
Diversified consumer services 8.9% 9.8%
Electronic equipment, instruments and components 1.3% 2.0%
Food and staples retailing 1.3% 0.9%
Food products 1.3% 1.3%
Gas utilities 1.2% 1.6%
Health care equipment and supplies 2.8% 0.8%
Health care providers and services 23.8% 24.0%
Health care technology 1.6% 1.6%
Household durables 2.5% – 
Internet and direct marketing retail 2.7% 2.5%
IT services 3.0% 3.4%
Leisure equipment and products 1.7% – 
Life sciences tools and services 1.0% – 
Machinery 1.6% 1.1%
Media 2.4% 3.4%
Metals and mining 2.1% 2.6%
Multisector holdings 5.2% 4.7%
Personal products 2.5% 3.5%
Pharmaceuticals 2.0% – 
Real estate management and development 1.5% – 
Software 3.0% 2.9%
Specialty retail 1.1% – 
Textiles, apparel and luxury goods 1.5% 2.0%
Trading companies and distributors 5.9% 5.3%
Water utilities 0.8% – 
Total 100.0% 100.0%
2021:

June 30, 2022December 31, 2021
Aerospace and defense1.2 %1.3 %
Air freight and logistics0.5 %— %
Auto components1.7 %1.4 %
Chemicals4.2 %4.6 %
Commercial services and supplies5.7 %3.7 %
Construction and engineering1.5 %1.6 %
Containers and packaging3.4 %3.9 %
Distributors0.3 %0.3 %
Diversified consumer services6.7 %8.9 %
Electrical equipment0.7 %0.8 %
Electronic equipment, instruments and components1.2 %1.4 %
Food and staples retailing2.4 %2.3 %
Food products0.9 %0.9 %
Gas utilities0.8 %0.9 %
Health care equipment and supplies2.5 %2.0 %
Health care providers and services22.7 %24.8 %
Health care technology1.1 %1.1 %
Household durables1.5 %1.8 %
Internet and direct marketing retail2.3 %2.6 %
IT services4.0 %3.8 %
Leisure equipment and products1.7 %1.9 %
Leisure products0.6 %0.5 %
Life sciences tools and services0.6 %0.7 %
Machinery2.5 %2.2 %
Media3.7 %3.7 %
Metals and mining1.2 %1.5 %
Multisector holdings5.4 %5.0 %
Personal products1.7 %1.7 %
Pharmaceuticals1.8 %2.1 %
Professional services0.5 %0.5 %
Real estate management and development1.6 %1.0 %
Semiconductors and semiconductor equipment0.4 %0.5 %
Software4.1 %2.1 %
Specialty retail3.0 %2.5 %
Textiles, apparel and luxury goods1.1 %1.2 %
Trading companies and distributors4.3 %4.3 %
Water utilities0.5 %0.5 %
Total100.0 %100.0 %
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As of SeptemberJune 30, 2021, 98.8%2022, 99.0% of investments held were based in the United States and 1.2%1.0% were based in Canada. Investments held asAs of December 31, 2020 2021, 99.0% of investments held were based solely in the United States.

States and 1.0% were based in Canada.
The weighted average yields and interest rates of our funded debt investments as of SeptemberJune 30, 20212022 and December 31, 20202021 were as follows:

 September 30, 2021  December 31, 2020 June 30, 2022December 31, 2021
Weighted average total yield of funded debt investments at cost 7.9% 7.7%Weighted average total yield of funded debt investments at cost9.9 %8.2 %
Weighted average total yield of funded debt investments at fair value 7.9% 7.9%Weighted average total yield of funded debt investments at fair value9.8 %8.1 %
Weighted average interest rate of funded debt investments (1)
 6.9% 7.0%
Weighted average interest rate of funded debt investments (1)
8.0 %6.9 %
Weighted average spread over LIBOR/CDOR of all floating rate funded debt investments 5.9% 5.9%
Weighted average spread over reference rates of all floating rate funded debt investmentsWeighted average spread over reference rates of all floating rate funded debt investments5.9 %5.9 %
(1)Calculated using actual interest rates in effect as of SeptemberJune 30, 20212022 and December 31, 20202021 based on borrower elections.



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The weighted average yield of our funded debt investments is not the same as a return on investment for our shareholders but, rather, relates to a portion of our investment portfolio and is calculated before the payment of all of our and our subsidiaries’ fees and expenses. The weighted average yield was computed using the effective interest rates of each investment as of each respective date, including accretion of original issue discount, but excluding investments on non-accrual status, if any. There can be no assurance that the weighted average yield will remain at its current level.

Our Advisor monitors our portfolio companies on an ongoing basis. It monitors the financial trends of each portfolio company to determine if they are meeting their respective business plans and to assess the appropriate course of action with respect to each portfolio company. Our Advisor has several methods of evaluating and monitoring the performance and fair value of our investments, which may include the following:

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

As part of the monitoring process, our Advisor employs an investment rating system to categorize our investments. In addition to various risk management and monitoring tools, our Advisor rates the credit risk of all debt investments on a scale of A to F. This system is intended primarily to reflect the underlying risk of a portfolio investment relative to our initial cost basis in respect of such portfolio investment (i.e., at the time of
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origination or acquisition), although it may also take into account the performance of the portfolio company’s business, the collateral coverage of the investment and other relevant factors. The rating system is as follows:

Investment Ratings
Description
A
A loan supported by exceptional financial strength, stability and liquidity;
B
As a general rule, a new transaction will be risk rated a “B” loan. Overtime, a “B” loan is supported by good financial strength, stability and liquidity;
C
A loan that is exhibiting deteriorating trends, which if not corrected could jeopardize repayment of the debt. In general, a default by the borrower of one of its financial performance covenants (leverage or coverage ratios) would warrant downgrade of a loan to a risk rating of “C”;
DA loan that has a well-defined weakness that jeopardizes the repayment of the debt or the ongoing enterprise value of the borrower;
E
A loan that has an uncured payment default; and
FAn asset that is considered uncollectible or of such little value that its continuance as a booked asset is unwarranted.

Our Advisor rates the investments in our portfolio at least quarterly and it is possible that the rating of a portfolio investment may be reduced or increased over time. For investments rated C through F, our Advisor enhances its level of scrutiny over the monitoring of such portfolio company.




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The following table shows the composition of our debt investments on the A to F rating scale as of SeptemberJune 30, 20212022 and December 31, 2020:2021:

June 30, 2022December 31, 2021
Investment RatingInvestments
at Fair Value
Percentage of
Total
Debt Investments
Investments
at Fair Value		Percentage of
Total
Debt Investments
(Amounts in thousands)
A$— — $— — 
B155,579 91.5 %141,945 93.9 %
C14,452 8.5 %9,160 6.1 %
D— — — — 
E— — — — 
F— — — — 
Total$170,031 100.0 %$151,105 100.0 %
  
 
   September 30, 2021		 December 31, 2020  
 
    Percentage of   Percentage of 
  Investments Total Investments Total 
Investment Rating at Fair Value Debt Investments at Fair Value Debt Investments 
(Amounts in thousands)         
A $–  
–
 $
–
  
–
 
B  97,172  92.0% 68,960  91.0%
C  8,473  8.0
% 6,845  9.0%
D  –  
–
  
–
  
–
 
E

 –  
–
  
–
  
–
 
 F   –  –
 –  –
Total $105,645  100.0%$75,805  100.0%

The following table shows the amortized cost of our performing and non-accrual debt investments as of SeptemberJune 30, 20212022 and December 31, 2020:2021:
June 30, 2022December 31, 2021
(Amounts in thousands)Amortized Cost
Percentage
Amortized Cost
Percentage
Performing$170,038 100.0 %$151,054 100.0 %
Non-accrual— — — — 
Total$170,038 100.0 %$151,054 100.0 %
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September 30, 2021  
  

   December 31, 2020		 
(Amounts in thousands) Amortized Cost  Percentage  Amortized Cost  Percentage 
Performing $105,693   100.0% $76,415   100.0%
Non-accrual  -   -   -   - 
Total $105,693   100.0% $76,415   100.0%

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Loans are generally placed on non-accrual status when there is reasonable doubt that principal or interest will be collected in full. Accrued interest is generally reversed when a 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 the Advisor’s judgment regarding collectability. Non-accrual loans are restored to accrual status when past due principal and interest is paid current and, in the Advisor’s judgment, are likely to remain current. Management may make exceptions to this treatment and determine to not place a loan on non-accrual status if the loan has sufficient collateral value and is in the process of collection.

ResultsSubscriptions and Drawdowns
As of OperationsJune 30, 2022, the Company had 9,672,358 shares issued and outstanding with a par value of $0.001 per share.
The Company has entered into subscription agreements with investors providing for the private placement of the Company’s common shares. Under the terms of the subscription agreements, investors are required to fund drawdowns to purchase the Company’s common shares up to the amount of their respective capital commitment on an as-needed basis each time the Advisor delivers a drawdown notice to such investors.
During the six months ended June 30, 2022 and 2021, the Advisor delivered the following capital call notices to investors:
Six Months Ended June 30, 2022
Capital Drawdown Notice DateCommon Share
Issuance Date		Number of
Common Shares
Issued		Aggregate
Offering
Price
($ in millions)
May 12, 2022May 26, 2022531,182$10.80 
Total531,182$10.80 
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AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) — Continued
Six Months Ended June 30, 2021
Capital Drawdown Notice DateCommon Share
Issuance Date		Number of
Common Shares
Issued		Aggregate
Offering
Price
($ in millions)
March 16, 2021March 30, 2021540,000$10.80 
June 30, 2021July 15, 2021802,493$16.20 
Total1,342,493$27.00 

Dividends
The following table representsreflects dividend declared on shares of the operating resultsCompany's common stock during the six months ended June 30, 2022 and 2021:
For the Six Months Ended June 30, 2022
Date DeclaredRecord DatePayment DateDividend per Share
April 14, 2022April 18, 2022April 29, 2022$0.20 
May 11, 2022June 30, 2022July 29, 2022$0.20 

For the Six Months Ended June 30, 2021
Date DeclaredRecord DatePayment DateDividend per Share
April 22, 2021April 26, 2021April 30, 2021$0.20 

Note 10. Earnings Per Share
The following table sets forth the computation of basic and diluted earnings (loss) per common share for the ninethree and six months ended SeptemberJune 30, 20212022 and 2020:2021:

(Amounts in thousands, except share and per share amounts)Three Months Ended
June 30, 2022		Three Months Ended
June 30, 2021		Six Months Ended
June 30, 2022		Six Months Ended
June 30, 2021
Net increase (decrease) in net assets resulting from operations$2,837 $1,699 $5,184 $3,002 
Weighted average shares of common stock outstanding - basic and diluted9,345,4775,022,0009,243,8914,756,475
Earnings (loss) per common share - basic and diluted$0.30 $0.34 $0.56 $0.63 
Net
Note 11. Income Taxes
Taxable income generally differs from net increase (decrease) in net assets resulting from operations can vary from perioddue to periodtemporary and permanent differences in the recognition of income and expenses, and generally excludes net unrealized gains or losses, as unrealized gains or losses are generally not included in taxable income until they are realized.
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AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) — Continued
The Company makes certain adjustments to the classification of net assets as a result of various factors, includingpermanent book-to-tax differences, which include differences in the levelbook and tax basis of new investment commitments, expenses,certain assets and liabilities, and nondeductible federal taxes or losses among other items. To the recognition of realized gains and losses and changesextent these differences are permanent, they are charged or credited to additional paid in unrealized appreciation and depreciation on the investment portfolio.

   
  
       
   Three Months Ended  Three Months Ended  Nine Months Ended  Nine Months Ended 
(Amounts in thousands) September 30, 2021  September 30, 2020  September 30, 2021  September 30, 2020 
Total investment income $2,107  $1,268  $5,725  $3,597 
Less: expenses  (942)  (678)  (2,624)  (2,291)
Net investment income (loss)  1,165   590   3,101   1,306 
Net change in unrealized gain (loss)  311   760   1,342   (983)
Net realized gain (loss)  42   1   77   5 
Net increase (decrease) in net assets resulting from operations $1,518  $1,351  $4,520  $328 





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Investment Income
Investment incomecapital or total distributable earnings (losses), as appropriate. There were no permanent differences for the three and ninesix months ended SeptemberJune 30, 20212022 and 2020 were as follows:2021.

   
  
       
   Three Months Ended  Three Months Ended  Nine Months Ended  Nine Months Ended 
(Amounts in thousands) September 30, 2021  September 30, 2020  September 30, 2021  September 30, 2020 
Interest income $2,013  $1,201  $5,424  $3,399 
Other income  94   67   301   198 
Total investment income $2,107  $1,268  $5,725  $3,597 
Note 12. Financial Highlights

Total investment income increased to $2.1 millionThe following are financial highlights for a common share outstanding during the threesix months ended SeptemberJune 30, 2021 from $1.3 million for2022 and 2021:
(Amounts in thousands, except share and per share amounts)Six Months Ended
June 30, 2022		Six Months Ended
June 30, 2021
Per share data:
Net asset value, beginning of period$20.14 $19.75 
Net investment income (loss)(1)
0.44 0.41 
Net realized and unrealized gain (loss) on investment transactions(1)
0.12 0.22 
Total from operations0.56 0.63 
Impact of issuance of common stock— (0.01)
Dividends declared(0.40)(0.20)
Total increase (decrease) in net assets0.16 0.42 
Net asset value, end of period$20.30 $20.17 
Shares outstanding, end of period9,672,3585,022,000
Total return(2)(3)
2.8%3.1%
Ratios / supplemental data
Ratio of gross expenses to average net assets(3)(4)(5)
1.3 %1.8 %
Ratio of net expenses to average net assets(3)(4)(6)
1.3 %1.8 %
Ratio of net investment income (loss) to average net assets(3)(4)
2.2 %2.1 %
Net assets, end of period$196,319 $101,299 
Weighted average shares outstanding9,243,8914,756,475
Total capital commitments, end of period$216,000 $216,000 
Ratio of total contributed capital to total committed capital, end of period90.0 %46.5 %
Portfolio turnover rate(7)
13.6 %22.2 %
Asset coverage ratio(8)
N/A14,571.3 %
(1)The per share data was derived using the sameweighted average shares outstanding during the period.
(2)Total return is calculated as the change in net asset value ("NAV") per share during the period, inplus distributions per share, if any, divided by the prior year primarily driven by our deploymentNAV per share at the beginning of capital and the increasedperiod.
(3)Not annualized.
(4)Average net assets are computed using the average balance of our investments. Total investment income increasednet assets at the end of each month of the reporting period.
(5)Ratio of gross expenses to $5.7 million foraverage net assets is computed using expenses before waivers from the nine months ended September 30, 2021Administrator, if applicable.
(6)Ratio of net expenses to average net assets is computed using total expenses net of waivers from $3.6 million for the same period inAdministrator, if applicable.
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AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) — Continued
(7)Portfolio turnover rate is calculated using the prior year primarily driven by our deploymentlesser of capital andtotal sales or total purchases over the increased balanceaverage of our investments. The size of our investment portfoliothe investments at fair value increasedfor the periods reported.
(8)Asset coverage ratio is equal to $111.4 million(i) the sum of (A) net assets at the end of the period and (B) total debt outstanding at the end of the period, divided by (ii) total debt outstanding at the end of the period. The ratio is not applicable as of June 30, 2022 as there was no debt outstanding during the period.
Note 13. Subsequent Events
The Company’s management evaluated subsequent events through the date of issuance of these consolidated financial statements. There have been no subsequent events that occurred that would require disclosure in, or would be required to be recognized in, these consolidated financial statements, except as discussed below.
On August 10, 2022, the Board declared a dividend of $0.20 per share on the Company's common stock, which will be paid on October 31, 2022 to stockholders of record at the close of business on September 30, 20212022.
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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
In this quarterly report on Form 10-Q, or this "report," we refer to AG Twin Brook BDC, Inc and it’s consolidated subsidiaries. as "we," "us," the "Company," or "our," unless we specifically state otherwise or the context indicates otherwise. We refer to our investment adviser, AG Twin Brook Manager, LLC, as our "Advisor," and we refer to the direct parent company of our Advisor, Angelo, Gordon & Co., L.P., as "Angelo Gordon." Angelo Gordon serves as the Company’s Administrator and may also be referred to herein as “Administrator”.
Forward-Looking Statements
This report includes estimates, projections, statements relating to our business plans, objectives, and expected operating results that are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements may appear throughout this report, including the following sections: “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Risk Factors” (Part II, Item 1A of this Form 10-Q). These forward-looking statements include information about possible or assumed future results of our business, financial condition, liquidity, returns, results of operations, plans, yields, objectives, the composition of our portfolio, actions by governmental entities, including the U.S. Department of the Treasury and the Federal Reserve, and the potential effects of actual and proposed legislation on us, our views on certain macroeconomic trends, and the impact of COVID-19. These forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,” “opportunity,” “plan,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. Forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties that may cause actual results to differ materially from $64.2 million at September 30, 2020.

Expenses
Expensesthose expressed or implied by the forward-looking statements. We caution investors not to rely unduly on any forward-looking statements, which speak only as of the date made, and urge you to carefully consider the risks identified under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the threeyear ended December 31, 2021 (our “2021 10-K”). Except as required by law, we undertake no obligation to update or revise publicly any forward-looking statements, whether because of new information, future events, or otherwise.
The following Management’s Discussion and nine months ended September 30,Analysis of Financial Condition and Results of Operations (“MD&A”) is intended to help the reader understand the results of operations and financial condition of AG Twin Brook BDC, Inc. This MD&A is provided as a supplement to, and should be read in conjunction with our 2021 10-K, our consolidated financial statements and 2020 werethe accompanying notes to consolidated financial statements (Part I, Item 1 of this report).
Overview
AG Twin Brook BDC, Inc. is a Delaware corporation formed on February 4, 2016. We have elected to be regulated as follows:

  
  
       
  Three Months Ended  Three Months Ended  Nine Months Ended  Nine Months Ended 
(Amounts in thousands) September 30, 2021  September 30, 2020  September 30, 2021  September 30, 2020 
Income incentive fees $214  $38  $568  $114 
Management fees  155   94   416   259 
Accounting fees  107   98   317   323 
Insurance fees  90   125   312   368 
Professional fees  143   103   309   274 
Administrative fees  97   85   267   358 
Interest  66   67   190   283 
Directors' fees  45   45   135   135 
Other  25   35   110   126 
Offering costs  -   73   -   409 
Total gross expenses $942  $763  $2,624  $2,649 
Less waivers:                
Administrative fees waived  -   (85)  -   (358)
Total net expenses $942  $678  $2,624  $2,291 

Undera business development company (“BDC”) under the termsInvestment Company Act of the Administration Agreement and Investment Management Agreement, we reimburse the Administrator and Advisor, respectively, for services performed for us.1940, as amended (the “1940 Act”). In addition, pursuant to the terms of these agreements, the Administrator and Advisor may delegate its obligations under these agreements to an affiliate or to a third party andfor tax purposes, we reimburse the Administrator and Advisor for any services performed for us by such affiliate or third party.

For the three and nine months ended September 30, 2021, the Administrator charged approximately $0.1 and $0.3 million, respectively, for certain costs and expenses allocable to the Company under the terms of the Administration Agreement.  For the three and nine months ended September 30, 2020, the Administrator had the option to charge approximately $0.1 million and $0.4 million, respectively, for certain costs and expenses allocable to the Company under the terms of the Administration Agreement, all of which were waived and borne by the Administrator for those periods.

Total net expenses increased to approximately $0.9 million from 0.7 million, for the three months ended September 30, 2021 and 2020, respectively, primarily due to increases in income incentive fees and management fees, and partially offset by decreases in offering costs. These increases in fees were largely driven by our deployment of capital and increased balance of our investments.


45
Total net expenses remained relatively consistent at approximately $2.6 million and 2.3 million, respectively, for the nine months ended September 30, 2021 and 2020, primarily due to increases in income incentive fees and management fees, and partially offset by decreases in offering costs and interest expense. These increases in fees were largely driven by our deployment of capital and increased balance of our investments.

Income Taxes, including Excise Taxes
We have elected to be treated as a RICRegulated Investment Company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). We were formed to provide risk-adjusted returns and current income to investors by investing primarily in middle market companies.
We are managed by our Advisor, a wholly-owned subsidiary of Angelo Gordon. The Advisor is registered as an investment adviser with the U.S. Securities and Exchange Commission (the “SEC”) under the Investment Advisers Act of 1940. Subject to the overall supervision of our board of directors (the “Board”), our Advisor manages our day-to-day operations, and provides investment advisory and management services to us. Our Advisor will be responsible for originating prospective investments, conducting research and due diligence investigations on potential investments, analyzing investment opportunities, negotiating and structuring our investments, and monitoring our investments and portfolio companies on an ongoing basis.
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We conduct private offerings (each, a “Private Offering”), where investors make a capital commitment to purchase shares of our common stock pursuant to a subscription agreement entered into with us. Investors will be required to make capital contributions to purchase shares of our common stock each time the Company delivers a drawdown notice. The initial closing of the Private Offering occurred on July 19, 2019 (the “Initial Closing”). As of June 30, 2022, we had $216 million in total capital commitments from investors. Upon the earlier to occur of (i) a Qualified IPO (as defined below), and (ii) the five year anniversary of the Initial Closing, investors will be released from any further obligation to purchase additional shares, subject to certain exceptions. A “Qualified IPO” is an initial public offering (“IPO”) of our common stock that results in an unaffiliated public float of at least the lower of (A) $60 million and (B) 17.5% of the aggregate capital commitments received prior to the date of such initial public offering.
As a BDC, we must invest at least 70% of our assets in “eligible portfolio companies,” generally, U.S. private operating companies (or small U.S. public operating companies with a market capitalization of less than $250 million). As a BDC, we may also invest up to 30% of our portfolio in non-eligible portfolio company investments, such as investments in non-U.S. companies, which may include investments in a “passive foreign investment company” (a “PFIC”). Because we have elected to be regulated as a BDC, and we intend to operate in a manner so as to continue to qualify for the tax treatment applicable to RICs. To qualify for tax treatment as a RIC under the Code, our portfolio will also be subject to the diversification and other requirements under the Code.
Investments
We invest principally in privately originated senior secured loans to U.S. middle market companies, which we must, amongbelieve have consistent capital needs and have not only been underserved in recent years by traditional providers of capital such as banks and the public debt markets, but also for a variety of reasons may prefer working with experienced non-bank lenders. Our origination strategy focuses on the middle market private equity community. This financing is utilized for a variety of purposes, including to fund organic growth, acquisitions, recapitalizations, management buyouts and leveraged buyouts for companies with revenue generally under $500 million. In describing our business, we generally use the term “middle market” to refer to companies with EBITDA of between $3 million and $50 million annually; however, we typically invest in companies with EBITDA of less than $25 million. Notwithstanding the foregoing, the Advisor may determine whether companies qualify as “middle market” in its sole discretion, and we may from time to time invest in larger or smaller companies.
By investing predominantly in senior secured debt, we expect to reduce our risk of principal loss and deliver more stable returns over time as compared with investments in bonds, unsecured loans, mezzanine investments and public, private and project equity. However, we may also invest opportunistically in other things, distribute to our shareholdersparts of the capital structure, including senior secured stretch and unitranche facilities, second lien loans, mezzanine and mezzanine-related loans, and equity investments, as well as select other subordinated instruments either directly or through acquisitions in each taxable year generally at least 90%the secondary market.
The level of our investment company taxable income, as defined byactivity depends on many factors, including the Code,amount of debt and net tax-exempt income for that taxable year. To maintain our tax treatment as a RIC, we, among other things, intendequity capital available to make the requisite distributions to our shareholders, which generally relieves us from corporate-level U.S. federal income taxes.

Depending onprospective portfolio companies, the level of taxablemerger, acquisition and refinancing activity for such companies, the availability of credit to finance transactions, the general economic environment and the competitive environment for the types of investments we make, all of which have been, and may continue to be, impacted by COVID-19.
Revenues
We generate revenues primarily through the receipt of interest income earned in a tax year, we can be expected to carry forward taxable income (including net capital gains, if any) in excess of current year dividend distributions from the investments we hold. In addition, we generate income from various loan origination and other fees and from dividends on direct equity investments. In addition, we may generate revenue in the form of commitment, origination, administration, amendment, and loan servicing fees. Loan origination fees, original issue discount and market discount or premium are capitalized as part of the underlying cost of the investments and accreted or amortized over the life of the investment as interest income. We record contractual prepayment premiums on loans and debt securities as interest income.
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Our debt investment portfolio consists of primarily floating rate loans. As of June 30, 2022, 100% of our debt investments, based on fair value, bore interest at floating rates, which may be subject to interest rate floors. Variable-rate investments subject to a floor generally reset periodically to the applicable floor, only if the floor exceeds the index. Trends in base interest rates, such as LIBOR and Term SOFR, may affect our net investment income over the long term. In addition, our results may vary from period to period depending on the interest rates of new investments made during the period compared to investments that were sold or repaid during the period; these results reflect the characteristics of the particular portfolio companies that we invested in or exited during the period and not necessarily any trends in our business or macroeconomic trends.
Dividend income that we receive from our ownership of private securities is recorded pursuant to the terms of the respective investments.
Expenses
Our primary operating expenses include the payment of fees to the Advisor under the Investment Management Agreement, our allocable portion of overhead expenses under the Administration Agreement and other operating costs described below.
We are responsible for all costs and expenses incurred in connection with the operations of the Company and locating, structuring, evaluating, consummating, maintaining and disposing of investments and potential investments (whether or not the acquisition is consummated), including but not limited to legal, regulatory, accounting and other professional or third-party costs or disbursements including travel, rent or lodging, out-of-pocket expenses of the Advisor, the fees and expenses of any independent counsel engaged by the Advisor and out-of-pocket expenses related to third-party service providers (including loan servicer fees), placement agent fees and expenses, advertising expenses, litigation expenses, brokerage commissions, clearing and settlement charges and other transaction costs, custody fees, interest expenses, financing charges, initial and variation margin, broken deal expenses, compensation (which may include fees or performance-based compensation) of advisors, consultants and finders, joint venture partners, or other professionals relating to the Company’s operations and investments or potential investments (whether or not completed), which may include costs incurred to attend or sponsor networking and other similar events hosted by both for-profit and not-for-profit organizations (which may include organizations affiliated with current tax year intoor prospective investors), specific expenses incurred in obtaining, developing or maintaining market data technology systems, research and other information and information service subscriptions utilized with respect to the next tax yearCompany’s investment program including fees to third party providers of research, portfolio risk management services (including the costs of risk management software or database packages), fees of pricing and pay a nondeductible 4%valuation services, appraisal costs and brokerage expenses. We will also bear all commitment fees and any transfer or recording taxes, registration fees and other expenses in connection with acquisitions and dispositions of investments, and all expenses relating to the ownership and operation of investments, including taxes, interest, insurance, and other fees and expenses. Travel expenses may include first-class airfare and limited use of private or charter aircraft, as well as premium accommodations, in accordance with our Advisor’s policies related thereto.
In addition, we will bear all costs of the administration of the Company, including but not limited to accounting expenses (including accounting systems) and expenses relating to audit, legal and regulatory expenses (including filings with U.S. and non-U.S. regulators and compliance obligations), costs associated with our reporting and compliance obligations under the 1940 Act and other applicable U.S. federal excise tax on such taxable income, as required. Toand state securities laws, fees and expenses of any administrators in connection with the administration of the Company, expenses relating to the maintenance of registered offices of the Company to the extent that we determine thatprovided by unaffiliated service providers, temporary office space of non-employee consultants or auditors, blue sky and corporate filing fees and expenses, corporate licensing expenses, indemnification expenses, costs of holding any meetings or conferences of investors or their delegates or advisors (including meetings of the Advisor and related activities), Independent Directors’ fees and expenses, costs of any litigation or threatened litigation or costs of any investigation or legal inquiries involving Company activities (including regulatory sweeps), the cost of any liability insurance or fidelity coverage for the Company, including any directors’ and officers’ liability insurance and key-person life insurance policies, maintained with respect to liabilities arising in connection with
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the activities of our estimated current year annual taxable income will bedirectors and officers conducted on behalf of the Company, costs associated with reporting and providing information to existing and prospective investors, including printing and mailing costs, wind-up and liquidation expenses, and any extraordinary expenses arising in excessconnection with the operations of estimated current year dividend distributions from such income, we will accrue excise tax on estimated excess taxable income. For the nine months ended September 30, 2021 and 2020, we did not accrue any U.S. federal excise tax.

Company.
We conducthave agreed to repay the Advisor for initial organization and offering costs up to a maximum of $1.25 million, of which the Advisor has incurred approximately $1.1 million as of June 30, 2022.
From time to time, the Administrator or its affiliates may pay third-party providers of goods or services. We will reimburse the Administrator or such affiliates thereof for any such amounts paid on our behalf.
Leverage
Currently, we do not intend to utilize leverage. We may borrow money from time to time within the levels permitted by the 1940 Act.
Impact of COVID-19
There is an ongoing global outbreak of COVID-19, which has spread to over 200 countries and territories, including every state in the United States. The global impact of the outbreak has been rapidly evolving, and as cases of COVID-19, including new variants, have continued to be identified in additional countries, many countries have reacted, and continue to react, by instituting quarantines and restrictions on travel, closing financial markets and/or restricting trading, and limiting operations of non-essential businesses. Such actions have created disruption in global supply chains, and adversely impacted many industries. Supply chain disruptions could significantly impact the businesses of our portfolio companies and lead to increased costs, inventory shortages, shipping delays and an inability to meet customer demands. The outbreak has had a continued adverse impact on economic and market conditions and has triggered a period of global economic slowdown.

Although we believe the economy is beginning to rebound in certain activities throughrespects, the uncertainty surrounding the COVID-19 pandemic, including uncertainty regarding new variants of COVID-19, the efficacy of existing vaccines against new variants and acceptance of vaccines and other factors have and may continue to contribute to significant volatility in the global markets. COVID-19 and the current financial, economic and capital markets environment, and future developments in these and other areas present uncertainty and risk with respect to our wholly-owned subsidiary, Twin Brook Equity XVIII Corp., a Delaware C corporation. Twin Brook Equity XVIII Corp. is treated as a corporation for United States federal income tax purposesperformance, financial condition, results of operations and is subjectability to U.S. federal, state or local income tax. For the nine months ended Septemberpay distributions.
Portfolio and Investment Activity
As of June 30, 2021 and 2020, we did not accrue any U.S. federal tax expense.

Net Change in Unrealized Gains (Losses)2022, based on Investment Transactions
We fair value, our portfolio consisted of 94.58% first lien senior secured debt investments, quarterly0.01% sponsor subordinated note investments, and any changes5.41% investments in affiliated funds.
As of June 30, 2022, we had investments in one hundred thirty-seven portfolio companies with an aggregate fair value are recorded as unrealized gains or losses.  Duringof $179.8 million. As of December 31, 2021, we had investments in one hundred twenty-one portfolio companies with an aggregate fair value of $159.1 million.
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Our investment activity for the three and nine months ended SeptemberJune 30, 2022 and 2021 is presented below (information presented herein is at par value unless otherwise indicated).
(Amounts in thousands)Three Months Ended June 30, 2022Three Months Ended June 30, 2021
Principal amount of investments committed (including add-ons):
First lien senior secured debt investments$28,368 $21,900 
Investment in affiliated funds463 731 
Total principal amount of investments committed$28,831 $22,631 
Principal amount of investments sold or repaid:
First lien senior secured debt investments$(11,594)$(7,552)
Investment in affiliated funds(25)(1)
Total principal amount of investments sold or repaid$(11,619)$(7,553)
New debt investments(1):
New commitments$13,253 $18,640 
Number of new commitments in new portfolio companies(2)
1416
Average new commitment amount$947 $1,165 
Weighted average term for new commitments (in years)4.65.0
Percentage of new commitments at floating rates100.0 %100.0 %
Percentage of new commitments at fixed rates0.0 %0.0 %
(1)Amounts shown exclude add-on transactions to existing portfolio companies during the period.
(2)Number of new debt investment commitments represent commitments to a particular portfolio company.
As of June 30, 2022 and 2020, net unrealized gains (losses)December 31, 2021, our investments consisted of the following:
June 30, 2022December 31, 2021
(Amounts in thousands)Amortized CostFair ValueAmortized CostFair Value
First lien senior secured debt$170,038 $170,031 $151,054 $151,105 
Sponsor subordinated note16 16 16 16 
Investment in affiliated funds6,878 9,718 6,210 7,986 
Total investments$176,932 $179,765 $157,280 $159,107 
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The table below describes investments by industry composition based on fair value as of June 30, 2022 and December 31, 2021:
June 30, 2022December 31, 2021
Aerospace and defense1.2 %1.3 %
Air freight and logistics0.5 %— %
Auto components1.7 %1.4 %
Chemicals4.2 %4.6 %
Commercial services and supplies5.7 %3.7 %
Construction and engineering1.5 %1.6 %
Containers and packaging3.4 %3.9 %
Distributors0.3 %0.3 %
Diversified consumer services6.7 %8.9 %
Electrical equipment0.7 %0.8 %
Electronic equipment, instruments and components1.2 %1.4 %
Food and staples retailing2.4 %2.3 %
Food products0.9 %0.9 %
Gas utilities0.8 %0.9 %
Health care equipment and supplies2.5 %2.0 %
Health care providers and services22.7 %24.8 %
Health care technology1.1 %1.1 %
Household durables1.5 %1.8 %
Internet and direct marketing retail2.3 %2.6 %
IT services4.0 %3.8 %
Leisure equipment and products1.7 %1.9 %
Leisure products0.6 %0.5 %
Life sciences tools and services0.6 %0.7 %
Machinery2.5 %2.2 %
Media3.7 %3.7 %
Metals and mining1.2 %1.5 %
Multisector holdings5.4 %5.0 %
Personal products1.7 %1.7 %
Pharmaceuticals1.8 %2.1 %
Professional services0.5 %0.5 %
Real estate management and development1.6 %1.0 %
Semiconductors and semiconductor equipment0.4 %0.5 %
Software4.1 %2.1 %
Specialty retail3.0 %2.5 %
Textiles, apparel and luxury goods1.1 %1.2 %
Trading companies and distributors4.3 %4.3 %
Water utilities0.5 %0.5 %
Total100.0 %100.0 %
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As of June 30, 2022, 99.0% of investments held were based in the United States and 1.0% were based in Canada. As of December 31, 2021, 99.0% of investments held were based in the United States and 1.0% were based in Canada.
The weighted average yields and interest rates of our investment transactionsfunded debt investments as of June 30, 2022 and December 31, 2021 were as follows:

June 30, 2022December 31, 2021
Weighted average total yield of funded debt investments at cost9.9 %8.2 %
Weighted average total yield of funded debt investments at fair value9.8 %8.1 %
Weighted average interest rate of funded debt investments (1)
8.0 %6.9 %
Weighted average spread over reference rates of all floating rate funded debt investments5.9 %5.9 %
  Three Months Three Months     
  Ended Ended Nine Months Ended Nine Months Ended 
(Amounts in thousands)September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020 
Net change in unrealized gain (loss) on investments$307 $760 $1,334 $(983)
Net change in unrealized gain (loss) on foreign currency forward contracts 4  -  8  - 
Net change in unrealized gain (loss) on investment transactions$311 $760 $1,342 $(983)
(1)Calculated using actual interest rates in effect as of June 30, 2022 and December 31, 2021 based on borrower elections.


ForThe weighted average yield of our funded debt investments is not the threesame as a return on investment for our shareholders but, rather, relates to a portion of our investment portfolio and nine months ended September 30, 2021,is calculated before the net unrealized gainpayment of all of our and our subsidiaries’ fees and expenses. The weighted average yield was primarily driven bycomputed using the effective interest rates of each investment as of each respective date, including accretion of original issue discount, but excluding investments on non-accrual status, if any. There can be no assurance that the weighted average yield will remain at its current level.
Our Advisor monitors our portfolio companies on an increase inongoing basis. It monitors the financial trends of each portfolio company to determine if they are meeting their respective business plans and to assess the appropriate course of action with respect to each portfolio company. Our Advisor has several methods of evaluating and monitoring the performance and fair value of our investments, which may include the following:
•assessment of success of the portfolio company in adhering to its business plan and compliance with covenants;
•periodic and regular contact with portfolio company management and, if appropriate, the financial or strategic sponsor, to discuss financial position, requirements and accomplishments;
•comparisons to other companies in the portfolio company’s industry; and
•review of monthly or quarterly financial statements and financial projections for portfolio companies.
As part of the monitoring process, our Advisor employs an investment rating system to categorize our investments. In addition to various risk management and monitoring tools, our Advisor rates the credit risk of all debt investments on a scale of A to F. This system is intended primarily to reflect the underlying risk of a portfolio investment relative to our initial cost basis in respect of such portfolio investment (i.e., at the time of
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origination or acquisition), although it may also take into account the performance of the portfolio company’s business, the collateral coverage of the investment and other relevant factors. The rating system is as compared to December 31, 2020. follows:
Investment RatingsDescription
AA loan supported by exceptional financial strength, stability and liquidity;
BAs a general rule, a new transaction will be risk rated a “B” loan. Overtime, a “B” loan is supported by good financial strength, stability and liquidity;
CA loan that is exhibiting deteriorating trends, which if not corrected could jeopardize repayment of the debt. In general, a default by the borrower of one of its financial performance covenants (leverage or coverage ratios) would warrant downgrade of a loan to a risk rating of “C”;
DA loan that has a well-defined weakness that jeopardizes the repayment of the debt or the ongoing enterprise value of the borrower;
EA loan that has an uncured payment default; and
FAn asset that is considered uncollectible or of such little value that its continuance as a booked asset is unwarranted.
Our Advisor rates the investments in our portfolio at least quarterly and it is possible that the rating of a portfolio investment may be reduced or increased over time. For investments rated C through F, our Advisor enhances its level of scrutiny over the monitoring of such portfolio company.
The primary driversfollowing table shows the composition of our portfolio's unrealized gains from debt investments were improved market conditions and credit spreads tightening duringon the nine months ended September 30, 2021. The unrealized gains were also driven by improved performance of equity investments held by Twin Brook Equity Holdings, LLC, that increased our net asset value in the affiliated fund during the nine months ended September 30, 2021.

For the nine months ended September 30, 2020, the net unrealized loss was primarily driven by a decrease in the fair value of our investments as comparedA to December 31, 2019.  A majority of the decrease occurred particularly during the three months ended March 31, 2020, and fair value increased recovered slightly from then by September 30, 2020.  The primary drivers of our portfolio's unrealized losses were increased market volatility and credit spreads widening during the nine months ended September 30, 2020.

46
Net Realized Gains (Losses) on Investment Transactions
The realized gains and losses on fully and partially exited portfolio companies and foreign currency transactions during the three and nine months ended September 30, 2021 and 2020, were as follows:

  


     
  Three Months Ended Three Months Ended Nine Months Ended Nine Months Ended 
(Amounts in thousands)September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020 
Net realized gain (loss) on investments$35  $1 $122 $5 
Net realized gain (loss) on foreign currency transactions 7   –  (45) – 
Net realized gain (loss) on investment transactions$42  $1 $77 $5 

The increase in realized gains during the three and nine months ended September 30, 2021 as compared to the three and nine months ended September 30, 2020 was due to increased paydown activity given the increased size of our portfolio.

Financial Condition, Liquidity, and Capital Resources
Our liquidity and capital resources are generated primarily from the proceeds of capital drawdowns of our privately placed capital commitments, cash flows from interest, dividends and fees earned from our investments and principal repayments, and our subscription facility. The primary uses of our cash are (1) investments in portfolio companies and other investments to comply with certain portfolio diversification requirements, (2) the cost of operations (including paying our Advisor and Administrator), (3) debt service of any borrowings and (4) cash distributions to the holders of our stock.

We may from time to time increase the size of our existing subscription facility. Any such incurrence would be subject to prevailing market conditions, our liquidity requirements, contractual and regulatory restrictions and other factors. In accordance with the 1940 Act, with certain limited exceptions, we are only allowed to incur borrowings, issue debt securities or issue preferred stock, if immediately after the borrowing or issuance, the ratio of total assets (less total liabilities other than indebtedness) to total indebtedness plus preferred stock, is at least 200%. There were no outstanding borrowingsF rating scale as of SeptemberJune 30, 20212022 and December 31, 2020. We seek to carefully consider2021:
June 30, 2022December 31, 2021
Investment RatingInvestments
at Fair Value
Percentage of
Total
Debt Investments
Investments
at Fair Value		Percentage of
Total
Debt Investments
(Amounts in thousands)
A$— — $— — 
B155,579 91.5 %141,945 93.9 %
C14,452 8.5 %9,160 6.1 %
D— — — — 
E— — — — 
F— — — — 
Total$170,031 100.0 %$151,105 100.0 %
The following table shows the amortized cost of our unfunded commitments for the purpose of planning our ongoing financial leverage. Further, we maintain sufficient borrowing capacity within the 200% asset coverage limitation to cover any outstanding unfunded commitments we are required to fund.

Cashperforming and non-accrual debt investments as of SeptemberJune 30, 2021, taken together with our uncalled capital commitments2022 and December 31, 2021:
June 30, 2022December 31, 2021
(Amounts in thousands)Amortized Cost
Percentage
Amortized Cost
Percentage
Performing$170,038 100.0 %$151,054 100.0 %
Non-accrual— — — — 
Total$170,038 100.0 %$151,054 100.0 %
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Table of $91.8 millionContents
Loans are generally placed on non-accrual status when there is reasonable doubt that principal or interest will be collected in full. Accrued interest is generally reversed when a 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 the Advisor’s judgment regarding collectability. Non-accrual loans are restored to accrual status when past due principal and available debt capacityinterest is paid current and, in the Advisor’s judgment, are likely to remain current. Management may make exceptions to this treatment and determine to not place a loan on non-accrual status if the loan has sufficient collateral value and is in the process of $10.1 million, is expected to be sufficient for our investing activities and to conduct our operations.collection.

As of September 30, 2021, we had $14.6 million in cash.  During the nine months ended September 30, 2021, we used $27.0 million in cash for operating activities, primarily as a result of funding portfolio investments of $55.7 million, partially offset by sales and paydowns of portfolio investments of $25.7 million, and other operating activities of $3.0 million.  Cash provided by financing activities was $31.2 million during the period, which was primarily the result of proceeds from the issuance of shares of $34.6 million, partially offset by dividend payments of $3.3 million.

As of September 30, 2020, we had $3.9 million in cash. During the nine months ended September 30, 2020, we used $23.7 million in cash for operating activities, primarily as a result of funding portfolio investments of $34.8 million, partially offset by sales of portfolio investments of $9.6 million, and other operating activities of $1.5 million. Cash provided by financing activities was $18.5 million during the period, which was primarily the result of proceeds from the issuance of shares of $24.8 million, partially offset by net payments on our subscription facility of $5.5 million, dividend payments of $0.7 million, and payments for deferred financing and offering costs of $0.1 million.


47
Equity
Subscriptions and DrawdownsInvestor Commitments
As of SeptemberJune 30, 2022 and December 31, 2021, wethe Company had 6,199,809 shares issued$216.0 million in total capital commitments from investors ($21.6 million and outstanding with$32.4 million undrawn). These undrawn capital commitments will no longer remain in effect following the completion of a par value of $0.001 per share. On October 13, 2021, we issued aQualified IPO.
Four investors in the Company have aggregate capital call notice to investors relating to the sale of 805,806 shares of the common stock for an aggregate offering price of $16.2 million. The sale closed on October 27, 2021.

We have entered into subscription agreements with investors providing for the private placement of our common shares. Under the terms of the subscription agreements, investors are required to fund drawdowns to purchase our common shares up to the amount of their respective Capital Commitment on an as-needed basis each time our Advisor delivers a capital call notice to such investors.

During the nine months ended September 30, 2021 and 2020, our Advisor delivered the following capital call notices to investors:

Nine Months Ended September 30, 2021 
    Number of Aggregate Offering 
                                                                                Common Share Common Shares Price 
Capital Drawdown Notice DateIssuance Date Issued ($ in millions) 
March 16, 2021March 30, 2021  540,000 $10.80 
June 30, 2021July 15, 2021  802,493  16.20 
August 30, 2021September 15, 2021  375,316  7.56 
Total   1,717,809 $34.56 

Nine Months Ended September 30, 2020
    Number of Aggregate Offering 
                                                                                Common Share Common Shares Price 
Capital Drawdown Notice DateIssuance Date Issued ($ in millions) 
February 28, 2020March 13, 2020  810,000 $16.20 
June 11, 2020June 25, 2020  432,000  8.64 
Total   1,242,000 $24.84 

Dividends
The following table reflects dividend declared on sharescommitments representing 100% of the Company’s common stocktotal capital commitments. Such concentration of investor commitments could have a material effect on the Company.
Other Commitments and Contingencies
From time to time, the Company may become a party to certain legal proceedings during the nine months ended Septembernormal course of business. As of June 30, 2021 and 2020:

For the Nine Months Ended September 30, 2021 
Date Declared 
Record
Date
 Payment
 Date		 
Dividend
per Share
 
April 22, 2021 April 26, 2021 April 30, 2021 $0.20 
July 22, 2021 July 26, 2021 July 30, 2021 $0.20 

For the Nine Months Ended September 30, 2020 
Date Declared Record
Date		 
Payment
Date
 
Dividend
per Share
 
July 16, 2020 July 27, 2020 July 31, 2020 $0.20 

Debt
Subscription Facility
In accordance with the 1940 Act, we can borrow amounts such that our asset coverage, as defined in the 1940 Act, is at least 200% after such borrowings, subject to certain limitations. There were no outstanding borrowings as of September 30, 20212022, and December 31, 2020.2021, management was not aware of any material pending or threatened litigation.


Note 9. Net Assets
48
On August 14, 2019, we entered into a revolving credit facility (the “Subscription Facility”), pursuant to a Revolving Credit Agreement, as amended, with Wells Fargo Bank, National Association (the “Lender”).  The Subscription Facility enables us to request loans from the Lender up to a maximum commitment of $15 million.  The borrowings under the Subscription Facility are collateralized by the eligible unfunded capital commitments of our investors.  The total amount available under the Subscription Facility may be reduced as a result of decreases in the unfunded capital commitments of our investors as well as other provisions of the Subscription Facility agreement.

Borrowings under the Subscription Facility bear interest at either (i) LIBOR plus the applicable margin of 1.50%, if the borrowing is a LIBOR Rate Loan or (ii) the Prime Rate plus the applicable margin of 0.50%, if the borrowing is a Reference Rate Loan . As of September 30, 2021 and December 31, 2020, there were no outstanding borrowings.  In addition, we pay an unused commitment fee of 0.20% per annum on the daily unused commitments of the Lender.  The maturity date of the Subscription Facility is August 12, 2022.
The Subscription Facility agreement subjects us to certain covenants including, but not limited to, providing financial information and requirements concerning compliance with certain financial tests and investor attributes.  As of September 30, 2021, we are in compliance with such covenants.
Debt obligations consisted of the following as of September 30, 2021 and December 31, 2020:
  As of September 30, 2021      
(Amounts in thousands) Maximum Principal Amount Committed  
Principal
Amount Outstanding
  
Principal Amount Available(1)
  Carrying Value 
Subscription facility $15,000  $–  $10,098  $– 
Total debt $15,000  $–  $10,098  $– 

(1)  The amount available reflects any limitations related to the Subscription Facility’s borrowing base.
     As of December 31, 2020
(Amounts in thousands) Maximum Principal Amount Committed  
Principal
Amount Outstanding
  
Principal Amount Available(1)
  Carrying Value 
Subscription facility $15,000  $–
 $13,900  $–
Total debt $15,000  $–
 $13,900  $–

(1)  The amount available reflects any limitations related to the Subscription Facility’s borrowing base.
For the three and nine months ended September 30, 2021 and 2020, the components of interest expense were as follows:
  Three Months  Three Months       
  Ended  Ended  Nine Months Ended  Nine Months Ended 
(Amounts in thousands) September 30, 2021  September 30, 2020  September 30, 2021  September 30, 2020 
Interest expense $8  $27  $24  $189 
Amortization of deferred financing costs  58   40   166   94 
Total interest expense $66  $67  $190  $283 
Average interest rate  1.77%  2.08%  2.46%  2.88%
Average daily borrowings $105  $217  $54  $5,553 
 

49
Off-Balance Sheet Arrangements
Portfolio Company Commitments
Our investment portfolio may contain debt investments that are in the form of revolving lines of credit and unfunded delayed draw commitments, which require us to provide funding when requested by portfolio companies in accordance with the terms of the underlying loan agreements.  Unfunded portfolio company commitments and funded debt investments are presented on the consolidated schedule of investments at fair value.  Unrealized appreciation or depreciation, if any, is included in the consolidated statement of assets and liabilities and consolidated statement of operations.

As of September 30, 2021 and December 31, 2020, the Company had the following outstanding commitments to fund investments in current portfolio companies:

Portfolio Company September 30, 2021 December 31, 2020 
First lien senior secured debt(1)
 (Amounts in thousands) (Amounts in thousands) 
50Floor, LLC $199 $199 
Abrasive Technology Intermediate, LLC  173  - 
Advanced Lighting Acquisition, LLC  324  162 
AFC Industries, Inc.  250  - 
Affinitiv, Inc.  248  248 
Agility Intermediate, Inc.  534  - 
ALM Media, LLC  873  971 
Altamira Material Solutions, LP  32  - 
AM Buyer, LLC  111  108 
Anne Arundel Dermatology Management, LLC  354  780 
Apex Dental Partners, LLC  236  600 
Aptitude Health Holdings, LLC  240  - 
Aquatic Sales Solutions, LLC  38  135 
ASP Global Acquisition, LLC  534  534 
Banner Buyer, LLC  813  1,343 
BBG Intermediate Holdings, Inc.  165  686 
Beacon Oral Specialists Management LLC  311  - 
Behavior Frontiers, LLC  19  - 
BRTS Holdings, LLC  -  341 
Bio Agri Mix Holdings Inc.  89  - 
Brightview, LLC  427  - 
Canadian Orthodontic Partners Corp.  380  - 
Community Care Partners, LLC  263  - 
Copperweld Group, Inc.  228  400 
Cosmetic Solutions, LLC  710  710 
Data Source Intermediate Holdings, LLC  123  - 
DealerOn Inc.  314  314 
Diamondback Buyer, LLC  68  - 
Domino Equipment Company, LLC  79  - 
Edko Acquisition, LLC  38  - 
EH Management Company, LLC  38  - 
Empire Equipment Company, LLC  1,379  1,254 
EMSAR Acquisition LLC  567  - 
Engelman Baking Co., LLC  157  157 
E-Phoenix Acquisition Co. Inc.  75  - 

50
AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) – Continued

Portfolio Company September 30, 2021 December 31, 2020 
First lien senior secured debt(1)
 (Amounts in thousands) (Amounts in thousands) 
Formulated Buyer, LLC  $488  $- 
G2O Technologies, LLC  207  207 
Geriatric Medical and Surgical Supply, LLC 
300 
270 
Groundworks Operations, LLC  867  739 
Guardian Dentistry Practice Management, LLC  218  - 
Hydromax USA, LLC  205  330 
Icelandirect, LLC  33  - 
Industrial Dynamics Company, Ltd.  141  141 
Innovative FlexPak, LLC  408  627 
ISSA, LLC  131  - 
Jansy Packaging, LLC  706  676 
Kalkomey Enterprises, LLC  77  77 
Lakeshirts LLC  663  703 
Legility, LLC  123  123 
Leonard Group, Inc.  197  - 
Library Associates, LLC  127  211 
MacNeill Pride Group Corp.  218  - 
Mad Rose Company, LLC  104  - 
Mattco Forge, Inc.  506  506 
Millennia Patient Services, LLC  401  - 
Montway LLC  825  825 
Motis Brands, Inc.  115  - 
MRC Keeler Acquisition, LLC  300  300 
Nimlok Company, LLC  320  11 
NSG Buyer, Inc.  294  294 
NutriScience Innovations, LLC  131  - 
Peak Dental Services, LLC  337  636 
Peak Investment Holdings, LLC  908  809 
Perimeter Brands Intermediate Holdco LLC  -  210 
PPW Acquisition, LLC  38  - 
Reliable Medical Supply LLC  206  138 
Revival Animal Health, LLC  131  - 
Revolution Plastics Buyer, LLC  188  492 
RQM Buyer, Inc.  219  - 
RTP Acquisition, LLC  38  - 
SAMGI Buyer, Inc.  138  138 
SCA Buyer, LLC  459  - 
SCP ENT and Allergy Services, LLC  1,287  1,287 
SCP Eye Care Services, LLC  -  469 
Shearer Supply, LLC  113  - 
ShiftKey, LLC  94  - 
Silver Falls MSO, LLC  117  178 
SimiTree Acquisition LLC  1,065  - 
Southeast Primary Care Partners, LLC  525  525 
Southern Orthodontic Partners Management, LLC  281  - 
Spear Education, LLC  888  474 
Spectrum Solutions, LLC  267  - 


51

Portfolio CompanySeptember 30, 2021December 31, 2020
First lien senior secured debt(1)
(Amounts in thousands)(Amounts in thousands)








Starwest Botanicals Acquisition, LLC  $174  $- 
Storm Smart Buyer LLC  131  - 
Teel Plastics, LLC 
324 
324 
Trademark Global, LLC  110  - 
Triad Technologies, LLC  314  282 
United Land Services Opco Parent, LLC  1,022  - 
Vanguard Packaging, LLC  356  535 
Varsity DuvaSawko Operating Corp.  474  474 
Vital Care Buyer, LLC  580  580 
Total unfunded portfolio company commitments $29,278 $22,533 

(1) Unfunded commitments denominated in currencies other than USD have been converted to USD using the exchange rate as of the applicable reporting date.

As of September 30, 2021 and December 31, 2020, approximately $188,000 and $181,000, respectively, of the Company's unfunded revolver commitments are reserved for letters of credit issued to third party beneficiaries on behalf of the Company's investments.

We maintain sufficient borrowing capacity along with undrawn capital commitments of our investors to cover outstanding unfunded portfolio company commitments that we may be required to fund. We seek to carefully manage our unfunded portfolio company commitments for purposes of planning our ongoing financial leverage. Further, we maintain sufficient borrowing capacity within the 200% asset coverage ratio, along with undrawn capital commitments of our investors, to cover any outstanding portfolio company unfunded commitments we are required to fund.

Investor Commitments
As of SeptemberJune 30, 20212022 and December 31, 2020,2021, the Company had $216.0 million in total capital commitments from investors ($91.821.6 million and $126.4$32.4 million respectively, undrawn). These undrawn capital commitments will no longer remain in effect following the completion of a Qualified IPO.
Contractual ObligationsFour investors in the Company have aggregate capital commitments representing 100% of the Company’s total capital commitments. Such concentration of investor commitments could have a material effect on the Company.
Other Commitments and Contingencies
From time to time, the Company may become a party to certain legal proceedings during the normal course of business. As of June 30, 2022, and December 31, 2021, management was not aware of any material pending or threatened litigation.
Note 9. Net Assets
Subscriptions and Drawdowns
As of June 30, 2022, the Company had 9,672,358 shares issued and outstanding with a par value of $0.001 per share.
The Company has entered into subscription agreements with investors providing for the private placement of the Company’s common shares. Under the terms of the subscription agreements, investors are required to fund drawdowns to purchase the Company’s common shares up to the amount of their respective capital commitment on an as-needed basis each time the Advisor delivers a drawdown notice to such investors.
During the six months ended June 30, 2022 and 2021, the Advisor delivered the following capital call notices to investors:
Six Months Ended June 30, 2022
Capital Drawdown Notice DateCommon Share
Issuance Date		Number of
Common Shares
Issued		Aggregate
Offering
Price
($ in millions)
May 12, 2022May 26, 2022531,182$10.80 
Total531,182$10.80 
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AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) — Continued
Six Months Ended June 30, 2021
Capital Drawdown Notice DateCommon Share
Issuance Date		Number of
Common Shares
Issued		Aggregate
Offering
Price
($ in millions)
March 16, 2021March 30, 2021540,000$10.80 
June 30, 2021July 15, 2021802,493$16.20 
Total1,342,493$27.00 

Dividends
The following table reflects dividend declared on shares of the Company's common stock during the six months ended June 30, 2022 and 2021:
For the Six Months Ended June 30, 2022
Date DeclaredRecord DatePayment DateDividend per Share
April 14, 2022April 18, 2022April 29, 2022$0.20 
May 11, 2022June 30, 2022July 29, 2022$0.20 

For the Six Months Ended June 30, 2021
Date DeclaredRecord DatePayment DateDividend per Share
April 22, 2021April 26, 2021April 30, 2021$0.20 

Note 10. Earnings Per Share
The following table sets forth the computation of basic and diluted earnings (loss) per common share for the three and six months ended June 30, 2022 and 2021:
(Amounts in thousands, except share and per share amounts)Three Months Ended
June 30, 2022		Three Months Ended
June 30, 2021		Six Months Ended
June 30, 2022		Six Months Ended
June 30, 2021
Net increase (decrease) in net assets resulting from operations$2,837 $1,699 $5,184 $3,002 
Weighted average shares of common stock outstanding - basic and diluted9,345,4775,022,0009,243,8914,756,475
Earnings (loss) per common share - basic and diluted$0.30 $0.34 $0.56 $0.63 
Note 11. Income Taxes
Taxable income generally differs from net increase (decrease) in net assets resulting from operations due to temporary and permanent differences in the recognition of income and expenses, and generally excludes net unrealized gains or losses, as unrealized gains or losses are generally not included in taxable income until they are realized.
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AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) — Continued
The Company makes certain adjustments to the classification of net assets as a result of permanent book-to-tax differences, which include differences in the book and tax basis of certain assets and liabilities, and nondeductible federal taxes or losses among other items. To the extent these differences are permanent, they are charged or credited to additional paid in capital or total distributable earnings (losses), as appropriate. There were no permanent differences for the three and six months ended June 30, 2022 and 2021.
Note 12. Financial Highlights
The following are financial highlights for a common share outstanding during the six months ended June 30, 2022 and 2021:
(Amounts in thousands, except share and per share amounts)Six Months Ended
June 30, 2022		Six Months Ended
June 30, 2021
Per share data:
Net asset value, beginning of period$20.14 $19.75 
Net investment income (loss)(1)
0.44 0.41 
Net realized and unrealized gain (loss) on investment transactions(1)
0.12 0.22 
Total from operations0.56 0.63 
Impact of issuance of common stock— (0.01)
Dividends declared(0.40)(0.20)
Total increase (decrease) in net assets0.16 0.42 
Net asset value, end of period$20.30 $20.17 
Shares outstanding, end of period9,672,3585,022,000
Total return(2)(3)
2.8%3.1%
Ratios / supplemental data
Ratio of gross expenses to average net assets(3)(4)(5)
1.3 %1.8 %
Ratio of net expenses to average net assets(3)(4)(6)
1.3 %1.8 %
Ratio of net investment income (loss) to average net assets(3)(4)
2.2 %2.1 %
Net assets, end of period$196,319 $101,299 
Weighted average shares outstanding9,243,8914,756,475
Total capital commitments, end of period$216,000 $216,000 
Ratio of total contributed capital to total committed capital, end of period90.0 %46.5 %
Portfolio turnover rate(7)
13.6 %22.2 %
Asset coverage ratio(8)
N/A14,571.3 %
(1)The per share data was derived using the weighted average shares outstanding during the period.
(2)Total return is calculated as the change in net asset value ("NAV") per share during the period, plus distributions per share, if any, divided by the NAV per share at the beginning of the period.
(3)Not annualized.
(4)Average net assets are computed using the average balance of net assets at the end of each month of the reporting period.
(5)Ratio of gross expenses to average net assets is computed using expenses before waivers from the Administrator, if applicable.
(6)Ratio of net expenses to average net assets is computed using total expenses net of waivers from the Administrator, if applicable.
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AG Twin Brook BDC, Inc.
Notes to Consolidated Financial Statements (Unaudited) — Continued
(7)Portfolio turnover rate is calculated using the lesser of total sales or total purchases over the average of the investments at fair value for the periods reported.
(8)Asset coverage ratio is equal to (i) the sum of (A) net assets at the end of the period and (B) total debt outstanding at the end of the period, divided by (ii) total debt outstanding at the end of the period. The ratio is not applicable as of June 30, 2022 as there was no debt outstanding during the period.
Note 13. Subsequent Events
The Company’s management evaluated subsequent events through the date of issuance of these consolidated financial statements. There have been no subsequent events that occurred that would require disclosure in, or would be required to be recognized in, these consolidated financial statements, except as discussed below.
On August 10, 2022, the Board declared a dividend of $0.20 per share on the Company's common stock, which will be paid on October 31, 2022 to stockholders of record at the close of business on September 30, 2022.
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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
In this quarterly report on Form 10-Q, or this "report," we refer to AG Twin Brook BDC, Inc and it’s consolidated subsidiaries. as "we," "us," the "Company," or "our," unless we specifically state otherwise or the context indicates otherwise. We refer to our investment adviser, AG Twin Brook Manager, LLC, as our "Advisor," and we refer to the direct parent company of our Advisor, Angelo, Gordon & Co., L.P., as "Angelo Gordon." Angelo Gordon serves as the Company’s Administrator and may also be referred to herein as “Administrator”.
Forward-Looking Statements
This report includes estimates, projections, statements relating to our business plans, objectives, and expected operating results that are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements may appear throughout this report, including the following sections: “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Risk Factors” (Part II, Item 1A of this Form 10-Q). These forward-looking statements include information about possible or assumed future results of our business, financial condition, liquidity, returns, results of operations, plans, yields, objectives, the composition of our portfolio, actions by governmental entities, including the U.S. Department of the Treasury and the Federal Reserve, and the potential effects of actual and proposed legislation on us, our views on certain macroeconomic trends, and the impact of COVID-19. These forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,” “opportunity,” “plan,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. Forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties that may cause actual results to differ materially from those expressed or implied by the forward-looking statements. We caution investors not to rely unduly on any forward-looking statements, which speak only as of the date made, and urge you to carefully consider the risks identified under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2021 (our “2021 10-K”). Except as required by law, we undertake no obligation to update or revise publicly any forward-looking statements, whether because of new information, future events, or otherwise.
The following Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) is intended to help the reader understand the results of operations and financial condition of AG Twin Brook BDC, Inc. This MD&A is provided as a supplement to, and should be read in conjunction with our 2021 10-K, our consolidated financial statements and the accompanying notes to consolidated financial statements (Part I, Item 1 of this report).
Overview
AG Twin Brook BDC, Inc. is a Delaware corporation formed on February 4, 2016. We have 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 tax purposes, we have elected to be treated as a Regulated Investment Company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). We were formed to provide risk-adjusted returns and current income to investors by investing primarily in middle market companies.
We are managed by our Advisor, a wholly-owned subsidiary of Angelo Gordon. The Advisor is registered as an investment adviser with the U.S. Securities and Exchange Commission (the “SEC”) under the Investment Advisers Act of 1940. Subject to the overall supervision of our board of directors (the “Board”), our Advisor manages our day-to-day operations, and provides investment advisory and management services to us. Our Advisor will be responsible for originating prospective investments, conducting research and due diligence investigations on potential investments, analyzing investment opportunities, negotiating and structuring our investments, and monitoring our investments and portfolio companies on an ongoing basis.
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We conduct private offerings (each, a “Private Offering”), where investors make a capital commitment to purchase shares of our common stock pursuant to a subscription agreement entered into with us. Investors will be required to make capital contributions to purchase shares of our common stock each time the Company delivers a drawdown notice. The initial closing of the Private Offering occurred on July 19, 2019 (the “Initial Closing”). As of June 30, 2022, we had $216 million in total capital commitments from investors. Upon the earlier to occur of (i) a Qualified IPO (as defined below), and (ii) the five year anniversary of the Initial Closing, investors will be released from any further obligation to purchase additional shares, subject to certain exceptions. A “Qualified IPO” is an initial public offering (“IPO”) of our common stock that results in an unaffiliated public float of at least the lower of (A) $60 million and (B) 17.5% of the aggregate capital commitments received prior to the date of such initial public offering.
As a BDC, we must invest at least 70% of our assets in “eligible portfolio companies,” generally, U.S. private operating companies (or small U.S. public operating companies with a market capitalization of less than $250 million). As a BDC, we may also invest up to 30% of our portfolio in non-eligible portfolio company investments, such as investments in non-U.S. companies, which may include investments in a “passive foreign investment company” (a “PFIC”). Because we have elected to be regulated as a BDC, and we intend to continue to qualify as a RIC under the Code, our portfolio will also be subject to the diversification and other requirements under the Code.
Investments
We invest principally in privately originated senior secured loans to U.S. middle market companies, which we believe have consistent capital needs and have not only been underserved in recent years by traditional providers of capital such as banks and the public debt markets, but also for a variety of reasons may prefer working with experienced non-bank lenders. Our origination strategy focuses on the middle market private equity community. This financing is utilized for a variety of purposes, including to fund organic growth, acquisitions, recapitalizations, management buyouts and leveraged buyouts for companies with revenue generally under $500 million. In describing our business, we generally use the term “middle market” to refer to companies with EBITDA of between $3 million and $50 million annually; however, we typically invest in companies with EBITDA of less than $25 million. Notwithstanding the foregoing, the Advisor may determine whether companies qualify as “middle market” in its sole discretion, and we may from time to time invest in larger or smaller companies.
By investing predominantly in senior secured debt, we expect to reduce our risk of principal loss and deliver more stable returns over time as compared with investments in bonds, unsecured loans, mezzanine investments and public, private and project equity. However, we may also invest opportunistically in other parts of the capital structure, including senior secured stretch and unitranche facilities, second lien loans, mezzanine and mezzanine-related loans, and equity investments, as well as select other subordinated instruments either directly or through acquisitions in the secondary market.
The level of our investment activity depends on many factors, including the amount of debt and equity capital available to prospective portfolio companies, the level of merger, acquisition and refinancing activity for such companies, the availability of credit to finance transactions, the general economic environment and the competitive environment for the types of investments we make, all of which have been, and may continue to be, impacted by COVID-19.
Revenues
We generate revenues primarily through the receipt of interest income from the investments we hold. In addition, we generate income from various loan origination and other fees and from dividends on direct equity investments. In addition, we may generate revenue in the form of commitment, origination, administration, amendment, and loan servicing fees. Loan origination fees, original issue discount and market discount or premium are capitalized as part of the underlying cost of the investments and accreted or amortized over the life of the investment as interest income. We record contractual prepayment premiums on loans and debt securities as interest income.
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Our debt investment portfolio consists of primarily floating rate loans. As of June 30, 2022, 100% of our debt investments, based on fair value, bore interest at floating rates, which may be subject to interest rate floors. Variable-rate investments subject to a floor generally reset periodically to the applicable floor, only if the floor exceeds the index. Trends in base interest rates, such as LIBOR and Term SOFR, may affect our net investment income over the long term. In addition, our results may vary from period to period depending on the interest rates of new investments made during the period compared to investments that were sold or repaid during the period; these results reflect the characteristics of the particular portfolio companies that we invested in or exited during the period and not necessarily any trends in our business or macroeconomic trends.
Dividend income that we receive from our ownership of private securities is recorded pursuant to the terms of the respective investments.
Expenses
Our primary operating expenses include the payment of fees to the Advisor under the Investment Management Agreement, our allocable portion of overhead expenses under the Administration Agreement and other operating costs described below.
We are responsible for all costs and expenses incurred in connection with the operations of the Company and locating, structuring, evaluating, consummating, maintaining and disposing of investments and potential investments (whether or not the acquisition is consummated), including but not limited to legal, regulatory, accounting and other professional or third-party costs or disbursements including travel, rent or lodging, out-of-pocket expenses of the Advisor, the fees and expenses of any independent counsel engaged by the Advisor and out-of-pocket expenses related to third-party service providers (including loan servicer fees), placement agent fees and expenses, advertising expenses, litigation expenses, brokerage commissions, clearing and settlement charges and other transaction costs, custody fees, interest expenses, financing charges, initial and variation margin, broken deal expenses, compensation (which may include fees or performance-based compensation) of advisors, consultants and finders, joint venture partners, or other professionals relating to the Company’s operations and investments or potential investments (whether or not completed), which may include costs incurred to attend or sponsor networking and other similar events hosted by both for-profit and not-for-profit organizations (which may include organizations affiliated with current or prospective investors), specific expenses incurred in obtaining, developing or maintaining market data technology systems, research and other information and information service subscriptions utilized with respect to the Company’s investment program including fees to third party providers of research, portfolio risk management services (including the costs of risk management software or database packages), fees of pricing and valuation services, appraisal costs and brokerage expenses. We will also bear all commitment fees and any transfer or recording taxes, registration fees and other expenses in connection with acquisitions and dispositions of investments, and all expenses relating to the ownership and operation of investments, including taxes, interest, insurance, and other fees and expenses. Travel expenses may include first-class airfare and limited use of private or charter aircraft, as well as premium accommodations, in accordance with our Advisor’s policies related thereto.
In addition, we will bear all costs of the administration of the Company, including but not limited to accounting expenses (including accounting systems) and expenses relating to audit, legal and regulatory expenses (including filings with U.S. and non-U.S. regulators and compliance obligations), costs associated with our reporting and compliance obligations under the 1940 Act and other applicable U.S. federal and state securities laws, fees and expenses of any administrators in connection with the administration of the Company, expenses relating to the maintenance of registered offices of the Company to the extent provided by unaffiliated service providers, temporary office space of non-employee consultants or auditors, blue sky and corporate filing fees and expenses, corporate licensing expenses, indemnification expenses, costs of holding any meetings or conferences of investors or their delegates or advisors (including meetings of the Advisor and related activities), Independent Directors’ fees and expenses, costs of any litigation or threatened litigation or costs of any investigation or legal inquiries involving Company activities (including regulatory sweeps), the cost of any liability insurance or fidelity coverage for the Company, including any directors’ and officers’ liability insurance and key-person life insurance policies, maintained with respect to liabilities arising in connection with
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the activities of our directors and officers conducted on behalf of the Company, costs associated with reporting and providing information to existing and prospective investors, including printing and mailing costs, wind-up and liquidation expenses, and any extraordinary expenses arising in connection with the operations of the Company.
We have agreed to repay the Advisor for initial organization and offering costs up to a maximum of $1.25 million, of which the Advisor has incurred approximately $1.1 million as of June 30, 2022.
From time to time, the Administrator or its affiliates may pay third-party providers of goods or services. We will reimburse the Administrator or such affiliates thereof for any such amounts paid on our behalf.
Leverage
Currently, we do not intend to utilize leverage. We may borrow money from time to time within the levels permitted by the 1940 Act.
Impact of COVID-19
There is an ongoing global outbreak of COVID-19, which has spread to over 200 countries and territories, including every state in the United States. The global impact of the outbreak has been rapidly evolving, and as cases of COVID-19, including new variants, have continued to be identified in additional countries, many countries have reacted, and continue to react, by instituting quarantines and restrictions on travel, closing financial markets and/or restricting trading, and limiting operations of non-essential businesses. Such actions have created disruption in global supply chains, and adversely impacted many industries. Supply chain disruptions could significantly impact the businesses of our portfolio companies and lead to increased costs, inventory shortages, shipping delays and an inability to meet customer demands. The outbreak has had a continued adverse impact on economic and market conditions and has triggered a period of global economic slowdown.

Although we believe the economy is beginning to rebound in certain respects, the uncertainty surrounding the COVID-19 pandemic, including uncertainty regarding new variants of COVID-19, the efficacy of existing vaccines against new variants and acceptance of vaccines and other factors have and may continue to contribute to significant volatility in the global markets. COVID-19 and the current financial, economic and capital markets environment, and future developments in these and other areas present uncertainty and risk with respect to our performance, financial condition, results of operations and ability to pay distributions.
Portfolio and Investment Activity
As of June 30, 2022, based on fair value, our portfolio consisted of 94.58% first lien senior secured debt investments, 0.01% sponsor subordinated note investments, and 5.41% investments in affiliated funds.
As of June 30, 2022, we had investments in one hundred thirty-seven portfolio companies with an aggregate fair value of $179.8 million. As of December 31, 2021, we had investments in one hundred twenty-one portfolio companies with an aggregate fair value of $159.1 million.
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Our investment activity for the three months ended June 30, 2022 and 2021 is presented below (information presented herein is at par value unless otherwise indicated).
(Amounts in thousands)Three Months Ended June 30, 2022Three Months Ended June 30, 2021
Principal amount of investments committed (including add-ons):
First lien senior secured debt investments$28,368 $21,900 
Investment in affiliated funds463 731 
Total principal amount of investments committed$28,831 $22,631 
Principal amount of investments sold or repaid:
First lien senior secured debt investments$(11,594)$(7,552)
Investment in affiliated funds(25)(1)
Total principal amount of investments sold or repaid$(11,619)$(7,553)
New debt investments(1):
New commitments$13,253 $18,640 
Number of new commitments in new portfolio companies(2)
1416
Average new commitment amount$947 $1,165 
Weighted average term for new commitments (in years)4.65.0
Percentage of new commitments at floating rates100.0 %100.0 %
Percentage of new commitments at fixed rates0.0 %0.0 %
(1)Amounts shown exclude add-on transactions to existing portfolio companies during the period.
(2)Number of new debt investment commitments represent commitments to a particular portfolio company.
As of June 30, 2022 and December 31, 2021, our investments consisted of the following:
June 30, 2022December 31, 2021
(Amounts in thousands)Amortized CostFair ValueAmortized CostFair Value
First lien senior secured debt$170,038 $170,031 $151,054 $151,105 
Sponsor subordinated note16 16 16 16 
Investment in affiliated funds6,878 9,718 6,210 7,986 
Total investments$176,932 $179,765 $157,280 $159,107 
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The table below describes investments by industry composition based on fair value as of June 30, 2022 and December 31, 2021:
June 30, 2022December 31, 2021
Aerospace and defense1.2 %1.3 %
Air freight and logistics0.5 %— %
Auto components1.7 %1.4 %
Chemicals4.2 %4.6 %
Commercial services and supplies5.7 %3.7 %
Construction and engineering1.5 %1.6 %
Containers and packaging3.4 %3.9 %
Distributors0.3 %0.3 %
Diversified consumer services6.7 %8.9 %
Electrical equipment0.7 %0.8 %
Electronic equipment, instruments and components1.2 %1.4 %
Food and staples retailing2.4 %2.3 %
Food products0.9 %0.9 %
Gas utilities0.8 %0.9 %
Health care equipment and supplies2.5 %2.0 %
Health care providers and services22.7 %24.8 %
Health care technology1.1 %1.1 %
Household durables1.5 %1.8 %
Internet and direct marketing retail2.3 %2.6 %
IT services4.0 %3.8 %
Leisure equipment and products1.7 %1.9 %
Leisure products0.6 %0.5 %
Life sciences tools and services0.6 %0.7 %
Machinery2.5 %2.2 %
Media3.7 %3.7 %
Metals and mining1.2 %1.5 %
Multisector holdings5.4 %5.0 %
Personal products1.7 %1.7 %
Pharmaceuticals1.8 %2.1 %
Professional services0.5 %0.5 %
Real estate management and development1.6 %1.0 %
Semiconductors and semiconductor equipment0.4 %0.5 %
Software4.1 %2.1 %
Specialty retail3.0 %2.5 %
Textiles, apparel and luxury goods1.1 %1.2 %
Trading companies and distributors4.3 %4.3 %
Water utilities0.5 %0.5 %
Total100.0 %100.0 %
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As of June 30, 2022, 99.0% of investments held were based in the United States and 1.0% were based in Canada. As of December 31, 2021, 99.0% of investments held were based in the United States and 1.0% were based in Canada.
The weighted average yields and interest rates of our funded debt investments as of June 30, 2022 and December 31, 2021 were as follows:
June 30, 2022December 31, 2021
Weighted average total yield of funded debt investments at cost9.9 %8.2 %
Weighted average total yield of funded debt investments at fair value9.8 %8.1 %
Weighted average interest rate of funded debt investments (1)
8.0 %6.9 %
Weighted average spread over reference rates of all floating rate funded debt investments5.9 %5.9 %
(1)Calculated using actual interest rates in effect as of June 30, 2022 and December 31, 2021 based on borrower elections.
The weighted average yield of our funded debt investments is not the same as a return on investment for our shareholders but, rather, relates to a portion of our investment portfolio and is calculated before the payment of all of our and our subsidiaries’ fees and expenses. The weighted average yield was computed using the effective interest rates of each investment as of each respective date, including accretion of original issue discount, but excluding investments on non-accrual status, if any. There can be no contractualassurance that the weighted average yield will remain at its current level.
Our Advisor monitors our portfolio companies on an ongoing basis. It monitors the financial trends of each portfolio company to determine if they are meeting their respective business plans and to assess the appropriate course of action with respect to each portfolio company. Our Advisor has several methods of evaluating and monitoring the performance and fair value of our investments, which may include the following:
•assessment of success of the portfolio company in adhering to its business plan and compliance with covenants;
•periodic and regular contact with portfolio company management and, if appropriate, the financial or strategic sponsor, to discuss financial position, requirements and accomplishments;
•comparisons to other companies in the portfolio company’s industry; and
•review of monthly or quarterly financial statements and financial projections for portfolio companies.
As part of the monitoring process, our Advisor employs an investment rating system to categorize our investments. In addition to various risk management and monitoring tools, our Advisor rates the credit risk of all debt investments on a scale of A to F. This system is intended primarily to reflect the underlying risk of a portfolio investment relative to our initial cost basis in respect of such portfolio investment (i.e., at the time of
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origination or acquisition), although it may also take into account the performance of the portfolio company’s business, the collateral coverage of the investment and other relevant factors. The rating system is as follows:
Investment RatingsDescription
AA loan supported by exceptional financial strength, stability and liquidity;
BAs a general rule, a new transaction will be risk rated a “B” loan. Overtime, a “B” loan is supported by good financial strength, stability and liquidity;
CA loan that is exhibiting deteriorating trends, which if not corrected could jeopardize repayment of the debt. In general, a default by the borrower of one of its financial performance covenants (leverage or coverage ratios) would warrant downgrade of a loan to a risk rating of “C”;
DA loan that has a well-defined weakness that jeopardizes the repayment of the debt or the ongoing enterprise value of the borrower;
EA loan that has an uncured payment default; and
FAn asset that is considered uncollectible or of such little value that its continuance as a booked asset is unwarranted.
Our Advisor rates the investments in our portfolio at least quarterly and it is possible that the rating of a portfolio investment may be reduced or increased over time. For investments rated C through F, our Advisor enhances its level of scrutiny over the monitoring of such portfolio company.
The following table shows the composition of our debt investments on the A to F rating scale as of June 30, 2022 and December 31, 2021:
June 30, 2022December 31, 2021
Investment RatingInvestments
at Fair Value
Percentage of
Total
Debt Investments
Investments
at Fair Value		Percentage of
Total
Debt Investments
(Amounts in thousands)
A$— — $— — 
B155,579 91.5 %141,945 93.9 %
C14,452 8.5 %9,160 6.1 %
D— — — — 
E— — — — 
F— — — — 
Total$170,031 100.0 %$151,105 100.0 %
The following table shows the amortized cost of our performing and non-accrual debt investments as of June 30, 2022 and December 31, 2021:
June 30, 2022December 31, 2021
(Amounts in thousands)Amortized Cost
Percentage
Amortized Cost
Percentage
Performing$170,038 100.0 %$151,054 100.0 %
Non-accrual— — — — 
Total$170,038 100.0 %$151,054 100.0 %
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Loans are generally placed on non-accrual status when there is reasonable doubt that principal or interest will be collected in full. Accrued interest is generally reversed when a 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 the Advisor’s judgment regarding collectability. Non-accrual loans are restored to accrual status when past due principal and interest is paid current and, in the Advisor’s judgment, are likely to remain current. Management may make exceptions to this treatment and determine to not place a loan on non-accrual status if the loan has sufficient collateral value and is in the process of collection.
Results of Operations
The following table represents the operating results for the three and six months ended June 30, 2022 and 2021:
Net increase (decrease) in net assets resulting from operations can vary from period to period as a result of various factors, including the level of new investment commitments, expenses, the recognition of realized gains and losses and changes in unrealized appreciation and depreciation on the investment portfolio.
(Amounts in thousands)Three Months Ended
June 30, 2022		Three Months Ended
June 30, 2021		Six Months Ended
June 30, 2022		Six Months Ended
June 30, 2021
Total investment income$3,464 $1,942 $6,536 $3,618 
Less: expenses(1,268)(911)(2,443)(1,682)
Net investment income (loss)2,196 1,031 4,093 1,936 
Net change in unrealized gain (loss)589 643 1,006 1,031 
Net realized gain (loss)52 25 85 35 
Net increase (decrease) in net assets resulting from operations$2,837 $1,699 $5,184 $3,002 
Investment Income
Investment income for the three and six months ended June 30, 2022 and 2021 were as follows:
(Amounts in thousands)Three Months Ended
June 30, 2022		Three Months Ended
June 30, 2021		Six Months Ended
June 30, 2022		Six Months Ended
June 30, 2021
Interest income$3,176 $1,789 $6,099 $3,411 
Other income288 153 437 207 
Total investment income$3,464 $1,942 $6,536 $3,618 
Total investment income increased to $3.5 million for the three months ended June 30, from $1.9 million for the same period in the prior year primarily driven by our deployment of capital and the increased balance of our investments. Total investment income increased to $6.5 million for the six months ended June 30, from $3.6 million for the same period in the prior year primarily driven by our deployment of capital and the increased balance of our investments. The size of our investment portfolio at fair value increased to $179.8 million at June 30, 2022 from $98.1 million at June 30, 2021.
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Expenses
Expenses for the three and six months ended June 30, 2022 and 2021 were as follows:
(Amounts in thousands)Three Months Ended
June 30, 2022		Three Months Ended
June 30, 2021		Six Months Ended
June 30, 2022		Six Months Ended
June 30, 2021
Income incentive fees$442 $207 $823 $354 
Management fees254 138 495 261 
Professional fees162 122 281 166 
Other131 47 217 85 
Accounting fees105 106 209 210 
Insurance fees66 100 156 222 
Administrative fees63 82 117 170 
Directors' fees45 45 90 90 
Interest— 64 55 124 
Total net expenses$1,268 $911 $2,443 $1,682 
Under the terms of the Administration Agreement and Investment Management Agreement, we reimburse the Administrator and Advisor, respectively, for services performed for us. In addition, pursuant to the terms of these agreements, the Administrator and Advisor may delegate its obligations under these agreements to an affiliate or to a third party and we reimburse the Administrator and Advisor for any services performed for us by such affiliate or third party.
For the three and six months ended June 30, 2022, the Administrator charged approximately $0.1 million and $0.1 million for certain costs and expenses allocable to the Company under the terms of the Administration Agreement. For the three and six months ended June 30, 2021, the Administrator charged approximately $0.1 million and $0.2 million for certain costs and expenses allocable to the Company under the terms of the Administration Agreement.
Total net expenses increased to approximately $1.3 million from $0.9 million, for the three months ended June 30, 2022 and 2021, respectively, primarily due to increases in income incentive fees, management fees, and professional fees. These increases in fees were largely driven by our deployment of capital and increased balance of our investments.
Total net expenses increased to approximately $2.4 million from $1.7 million, for the six months ended June 30, 2022 and 2021, respectively, primarily due to increases in income incentive fees, management fees, and professional fees. These increases in fees were largely driven by our deployment of capital and increased balance of our investments.
Income Taxes, including Excise Taxes
We have elected to be treated as a RIC under Subchapter M of the Code, and we intend to operate in a manner so as to continue to qualify for the tax treatment applicable to RICs. To continue to qualify for tax treatment as a RIC, we must, among other things, distribute to our shareholders in each taxable year generally at least 90% of our investment company taxable income, as defined by the Code, and net tax-exempt income for that taxable year. To maintain our tax treatment as a RIC, we, among other things, intend to make the requisite distributions to our shareholders, which generally relieves us from corporate-level U.S. federal income taxes.
Depending on the level of taxable income earned in a tax year, we can be expected to carry forward taxable income (including net capital gains, if any) in excess of current year dividend distributions from the current tax year into the next tax year and pay a nondeductible 4% U.S. federal excise tax on such taxable income, as
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required. To the extent that we determine that our estimated current year annual taxable income will be in excess of estimated current year dividend distributions from such income, we will accrue excise tax on estimated excess taxable income. For the six months ended June 30, 2022 and 2021, we did not accrue U.S. federal excise tax.
We conduct certain activities through our wholly-owned subsidiary, Twin Brook Equity XVIII Corp., a Delaware C corporation. Twin Brook Equity XVIII Corp. is treated as a corporation for United States federal income tax purposes and is subject to U.S. federal, state or local income tax. For the six months ended June 30, 2022 and 2021, we did not accrue U.S. federal tax expense related to fee income received.
Net Change in Unrealized Gains (Losses) on Investment Transactions
We fair value our portfolio investments quarterly and any changes in fair value are recorded as unrealized gains or losses. During the three and six months ended June 30, 2022 and 2021, net unrealized gains (losses) on our investment transactions were as follows:
(Amounts in thousands)Three Months Ended
June 30, 2022		Three Months Ended
June 30, 2021		Six Months Ended
June 30, 2022		Six Months Ended
June 30, 2021
Net change in unrealized gain (loss) on investments$569 $655 $1,006 $1,027 
Net change in unrealized gain (loss) on foreign currency forward contracts18 (12)— 4 
Net change in unrealized gain (loss) on foreign currency translation2 — — — 
Net change in unrealized gain (loss) on investment transactions$589 $643 $1,006 $1,031 
For the three and six months ended June 30, 2022, the net unrealized gain was primarily driven by an increase in the fair value of our investments as compared to December 31, 2021. The unrealized gains were also driven by improved performance of our portfolio companies including equity investments held by Twin Brook Equity Holdings, LLC, that increased our net asset value in the affiliated fund during the three and six months ended June 30, 2022.
For the three and six months ended June 30, 2021, the net unrealized gain was primarily driven by an increase in the fair value of our investments as compared to December 31, 2020. The unrealized gains were also driven by improved performance of our portfolio companies including equity investments held by Twin Brook Equity Holdings, LLC, that increased our net asset value in the affiliated fund during the six months ended June 30, 2021.
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Net Realized Gains (Losses) on Investment Transactions
The realized gains and losses on fully and partially exited portfolio companies and foreign currency transactions during the three and six months ended June 30, 2022 and 2021, were as follows:
(Amounts in thousands)Three Months Ended
June 30, 2022		Three Months Ended
June 30, 2021		Six Months Ended
June 30, 2022		Six Months Ended
June 30, 2021
Net realized gain (loss) on investments$22 $84 $57 $94 
Net realized gain (loss) on foreign currency forward transactions30 (59)28 (59)
Net realized gain (loss) on investment transactions$52 $25 $85 $35 
Total net realized gains remained relatively consistent during the three and six months ended June 30, 2022 as compared to the three and six months ended June 30, 2021.
Financial Condition, Liquidity, and Capital Resources
Our liquidity and capital resources are generated primarily from the proceeds of capital drawdowns of our privately placed capital commitments, cash flows from interest, dividends and fees earned from our investments and principal repayments. The primary uses of our cash are (1) investments in portfolio companies and other investments to comply with certain portfolio diversification requirements, (2) the cost of operations (including paying our Advisor and Administrator or its affiliates), (3) debt service of any borrowings and (4) cash distributions to the holders of our stock.
We may enter into another subscription facility. Any such incurrence would be subject to prevailing market conditions, our liquidity requirements, contractual and regulatory restrictions and other factors. In accordance with the 1940 Act, with certain limited exceptions, we are only allowed to incur borrowings, issue debt securities or issue preferred stock, if immediately after the borrowing or issuance, the ratio of total assets (less total liabilities other than indebtedness) to total indebtedness plus preferred stock, is at least 200%. There were no outstanding borrowings as of June 30, 2022 and December 31, 2021. We seek to carefully consider our unfunded commitments for the purpose of planning our ongoing financial leverage.
Cash as of June 30, 2022, taken together with our uncalled capital commitments of $21.6 million, is expected to be sufficient for our investing activities and to conduct our operations.
As of June 30, 2022 we had $19.7 million in cash. During the six months ended June 30, 2022, we used $15.1 million in cash for operating activities, primarily as a result of funding portfolio investments of $42.1 million, partially offset by sales and paydowns of portfolio investments of $23.0 million, and other operating activities of $4.0 million. Cash provided by financing activities was $7.2 million during the period, which was primarily the result of proceeds from the issuance of shares of $10.8 million, partially offset by dividend payments of $3.6 million.
As of June 30, 2021, we had $4.2 million in cash. During the six months ended June 30, 2021, we used $15.4 million in cash for operating activities, primarily as a result of funding portfolio investments of $34.9 million, partially offset by sales and paydowns of portfolio investments of $17.8 million, and other operating activities of $1.7 million. Cash provided by financing activities was $9.3 million during the period, which was primarily the result of proceeds from the issuance of shares of $10.8 million and net borrowings on the subscription facility of $0.7 million, partially offset by dividend payments of $2.1 million.
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Equity
Subscriptions and Drawdowns
As of June 30, 2022, we had 9,672,358 shares issued and outstanding with a par value of $0.001 per share.
We have entered into subscription agreements with investors providing for the private placement of our common shares. Under the terms of the subscription agreements, investors are required to fund drawdowns to purchase our common shares up to the amount of their respective Capital Commitment on an as-needed basis each time our Advisor delivers a capital call notice to such investors.
During the six months ended June 30, 2022 and 2021, our Advisor delivered the following capital call notices to investors:
Six Months Ended June 30, 2022
Capital Drawdown Notice DateCommon Share
Issuance Date		Number of
Common Shares
Issued		Aggregate
Offering
Price
($ in millions)
May 12, 2022May 26, 2022531,182$10.80 
Total531,182$10.80 
Six Months Ended June 30, 2021
Capital Drawdown Notice DateCommon Share
Issuance Date		Number of
Common Shares
Issued		Aggregate
Offering
Price
($ in millions)
March 16, 2021March 30, 2021540,000$10.80 
June 30, 2021July 15, 2021802,493$16.20 
Total1,342,493$27.00 
Dividends
The following table reflects dividends declared on shares of the Company's common stock during the six months ended June 30, 2022 and 2021:
For the Six Months Ended June 30, 2022
Date DeclaredRecord DatePayment DateDividend per Share
April 14, 2022April 18, 2022April 29, 2022$0.20 
May 11, 2022June 30, 2022July 29, 2022$0.20 
For the Six Months Ended June 30, 2021
Date DeclaredRecord DatePayment DateDividend per Share
April 22, 2021April 26, 2021April 30, 2021$0.20 
Debt
In accordance with the 1940 Act, we can borrow amounts such that our asset coverage, as defined in the 1940 Act, is at least 200% after such borrowings, subject to certain limitations.
Subscription Facility
On August 14, 2019, we entered into a revolving credit facility (the “Subscription Facility”), pursuant to a Revolving Credit Agreement, as amended, with Wells Fargo Bank, National Association (the “Lender”). The Subscription Facility enables us to request loans from the Lender up to a maximum commitment of $15 million.
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The borrowings under the Subscription Facility are collateralized by the eligible unfunded capital commitments of our investors. The total amount available under the Subscription Facility may be reduced as a result of decreases in the unfunded capital commitments of our investors as well as other provisions of the Subscription Facility agreement. On May 4, 2022, we terminated the Subscription Facility’s revolving credit agreement.
Borrowings under the Subscription Facility bore interest at either (i) LIBOR plus the applicable margin of 1.50%, if the borrowing was a LIBOR Rate Loan or (ii) the Prime Rate plus the applicable margin of 0.50%, if the borrowing was a Reference Rate Loan. As of December 31, 2021, there were no borrowings outstanding borrowings. In addition, we paid an unused commitment fee of 0.20% per annum on the daily unused commitments of the Lender. The maturity date of the Subscription Facility was August 12, 2022.
The Subscription Facility agreement subjected us to certain covenants including, but not limited to, providing financial information and requirements concerning compliance with certain financial tests and investor attributes. As of December 31, 2021, and through maturity we were in compliance with such covenants.
Debt obligations consisted of the following as of SeptemberDecember 31, 2021:
As of December 31, 2021
(Amounts in thousands)Maximum
Principal Amount
Committed		Principal Amount
Outstanding
Principal Amount
Available(1)
Carrying Value
Subscription facility$15,000 $— $3,564 $— 
Total debt$15,000 $— $3,564 $— 
(1)The amount available reflects any limitations related to the Subscription Facility’s borrowing base.
For the three and six months ended June 30, 2021.2022 and 2021 the components of interest expense were as follows:
(Amounts in thousands)Three Months Ended
June 30, 2022		Three Months Ended
June 30, 2021		Six Months Ended
June 30, 2022		Six Months Ended
June 30, 2021
Interest expense$— $8 $8 $15 
Amortization of deferred financing costs— 56 47 109 
Total interest expense$— $64 $55 $124 
Average interest rateN/A3.75 %N/A3.56 %
Average daily borrowingsN/A$8 N/A$31 
Off-Balance Sheet Arrangements
Portfolio Company Commitments
Our investment portfolio may contain debt investments that are in the form of revolving lines of credit and unfunded delayed draw commitments, which require us to provide funding when requested by portfolio companies in accordance with the terms of the underlying loan agreements. Unfunded portfolio company commitments and funded debt investments are presented on the consolidated schedule of investments at fair value. Unrealized appreciation or depreciation, if any, is included in the consolidated statement of assets and liabilities and consolidated statement of operations.
As of June 30, 2022 and December 31, 2021, the Company had the following outstanding commitments to fund investments in current portfolio companies:
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Portfolio CompanyJune 30, 2022December 31, 2021
First lien senior secured debt(1)
(Amounts in thousands)(Amounts in thousands)
50Floor, LLC$199 $199 
626 Holdings Equity, LLC293 — 
Abrasive Technology Intermediate, LLC138 173 
Advanced Lighting Acquisition, LLC324 324 
AEP Passion Intermediate Holdings, Inc.67 91 
AFC Industries, Inc.104 223 
Affinitiv, Inc.248 248 
Agility Intermediate, Inc.507 534 
Alliance Environmental Group, LLC41 113 
ALM Media, LLC971 971 
Altamira Material Solutions, LP30 45 
AM Buyer, LLC111 111 
Answer Acquisition, LLC38 38 
Apex Dental Partners, LLC225 215 
Aptitude Health Holdings, LLC267 240 
Aquatic Sales Solutions, LLC117 117 
ARC Healthcare Technologies, LLC263 — 
ASC Ortho Management, LLC374 398 
ASP Global Acquisition, LLC485 534 
AvCarb, LLC633 704 
Banner Buyer, LLC715 838 
BBG Intermediate Holdings, Inc.82 233 
BCI Burke Holding Corp.209 196 
Beacon Oral Specialists Management LLC183 36 
Behavior Frontiers, LLC19 19 
Benefit Plan Administrators of Eau Claire, LLC225 — 
Bio Agri Mix Holdings Inc.88 89 
Brightview, LLC160 358 
Canadian Orthodontic Partners Corp.177 237 
CCG Acquisition, Inc.19 — 
Community Care Partners, LLC165 169 
Copperweld Group, Inc.376 197 
Cosmetic Solutions, LLC344 710 
CPS HVAC Group, LLC188 188 
Data Source Intermediate Holdings, LLC123 123 
DealerOn Inc.314 314 
Dermatology Medical Partners OpCo, LLC104 134 
Diamondback Buyer, LLC75 75 
DNS IMI Acquisition Corp131 124 
Domino Equipment Company, LLC79 79 
Double E Company, LLC104 — 
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Portfolio CompanyJune 30, 2022December 31, 2021
Dykstra's Auto, LLC105 129 
Edko Acquisition, LLC30 38 
EH Management Company, LLC38 38 
Empire Equipment Company, LLC31 1,254 
EMSAR Acquisition LLC489 542 
Engelman Baking Co., LLC174 153 
E-Phoenix Acquisition Co. Inc.75 75 
Exclusive Concepts, LLC248 248 
Formulated Buyer, LLC342 390 
Franchise Fastlane, LLC8 — 
FreshAddress, LLC30 30 
Geriatric Medical and Surgical Supply, LLC300 300 
Gold Medal Holdings, Inc.35 — 
Golden Bear PT Partners, LLC196 267 
Green Monster Acquisition, LLC30 38 
Groundworks Operations, LLC423 575 
Guardian Dentistry Practice Management, LLC70 90 
Highland Acquisition, Inc.30 — 
HLSG Intermediate, LLC139 — 
Home Brands Group Holdings, Inc.48 48 
Hydromax USA, LLC68 182 
Icelandirect, LLC13 23 
Industrial Dynamics Company, Ltd.141 141 
Infolinks Media Buyco, LLC77 77 
Innovative FlexPak, LLC345 408 
IPC Pain Acquistion, LLC303 — 
ISSA, LLC92 66 
Jansy Packaging, LLC470 706 
Juniper Landscaping Holdings LLC132 110 
Kaizen Auto Care, LLC218 204 
Kalkomey Enterprises, LLC46 77 
Lakeshirts LLC— 80 
Leonard Group, Inc.234 197 
Library Associates, LLC— 84 
Load One Purchaser Corporation214 — 
MacNeill Pride Group Corp.167 52 
Mad Rose Company, LLC82 119 
Main Street Gourmet, LLC685 704 
Mattco Forge, Inc.506 506 
Maxor National Pharmacy Services, LLC84 84 
MetaSource, LLC124 — 
Millennia Patient Services, LLC401 401 
Montway LLC825 825 
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Portfolio CompanyJune 30, 2022December 31, 2021
Motis Brands, Inc.— 14 
MRC Keeler Acquisition, LLC300 300 
Nelson Name Plate Company89 94 
Network Partners Acquisition, LLC150 150 
Nimlok Company, LLC320 320 
Novum Orthopedic Partners Management, LLC191 373 
NSG Buyer, Inc.— 294 
NutriScience Innovations, LLC131 131 
P and R Dental Strategies, LLC23 23 
Peak Dental Services, LLC459 149 
Peak Investment Holdings, LLC908 908 
Pentec Acquisition Corp.75 75 
Performance PowerSports Group Purchaser, Inc.6 8 
PHGP MB Purchaser, Inc.184 — 
Pink Lily Holdings, LLC63 46 
PPW Acquisition, LLC32 30 
Qin's Buffalo, LLC105 — 
Raneys, LLC38 — 
Reliable Medical Supply LLC110 178 
Revival Animal Health, LLC131 131 
RQM Buyer, Inc.234 234 
RTP Acquisition, LLC38 38 
Sage Dental Management, LLC56 — 
SAMGI Buyer, Inc.138 138 
SASE Company, LLC38 38 
SCA Buyer, LLC227 412 
SCP Beverage Buyer, LLC23 38 
SCP ENT and Allergy Services, LLC295 966 
Shearer Supply, LLC113 71 
ShiftKey, LLC110 120 
Signature Dental Partners LLC90 179 
Silver Falls MSO, LLC80 94 
SimiTree Acquisition LLC191 522 
SIMKO Merger Sub, LLC244 — 
Soccer Post Acquisition, LLC73 — 
Southeast Primary Care Partners, LLC315 435 
Southern Orthodontic Partners Management, LLC187 167 
Southern Sports Medicine Partners, LLC193 — 
Spear Education, LLC304 888 
Spectrum Solutions, LLC267 267 
Starwest Botanicals Acquisition, LLC43 174 
Stax Holding Company, LLC60 60 
Steel City Wash, LLC72 38 
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Portfolio CompanyJune 30, 2022December 31, 2021
Storm Smart Buyer LLC131 131 
Teel Plastics, LLC324 324 
The Channel Company, LLC62 62 
The Stratix Corporation75 150 
Trademark Global, LLC65 88 
Triad Technologies, LLC251 314 
United Land Services Opco Parent, LLC591 914 
USALCO, LLC53 93 
Vanguard Packaging, LLC481 303 
Varsity DuvaSawko Operating Corp.474 474 
Vehicle Accessories, Inc.13 38 
Vital Care Buyer, LLC483 580 
Western Veterinary Partners, LLC320 147 
Total unfunded portfolio company commitments$27,399 $30,379 
(1)Unfunded commitments denominated in currencies other than USD have been converted to USD using the exchange rate as of the applicable reporting date.
As of June 30, 2022 and December 31, 2021, approximately $209,000 and $185,000, respectively, of the Company's unfunded revolver commitments are reserved for letters of credit issued to third party beneficiaries on behalf of the Company's investments.
We maintain sufficient undrawn capital commitments of our investors to cover outstanding unfunded portfolio company commitments that we may be required to fund.
Investor Commitments
As of June 30, 2022 and December 31, 2021, the Company had $216.0 million in total capital commitments from investors ($21.6 million and $32.4 million undrawn). These undrawn capital commitments will no longer remain in effect following the completion of a Qualified IPO.
Related Party Transactions
We have entered into a number of business relationships with affiliated or related parties, including the Investment Management Agreement, the Administration Agreement, and the Resource Sharing Agreement.
In addition to the aforementioned agreements, we intend to rely on exemptive relief that has been granted to us, our Advisor, and Angelo Gordon to permit us to co-invest with other funds managed by Angelo Gordon in a manner consistent with our investment objective, positions, policies, strategies and restrictions as well as any regulatory requirements and other pertinent factors. See “Item 1. – Notes to Consolidated Financial Statements – Note 6. Agreements and Related Party Transactions” for further description of our related party transactions.
Critical Accounting Policies
The preparation of our consolidated financial statements requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses. Changes in the economic


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environment, financial markets, and any other parameters used in determining such estimates could cause actual results to differ. Our critical accounting policies, including those relating to the valuation of our investment portfolio, are described in our Annual Report on Form 10-K for the year ended December 31, 2020,2021, filed with the SEC on March 11, 2021,10, 2022, and elsewhere in our filings with the SEC. There have been no significant changes this quarter in our critical accounting policies and practices.

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Good Faith Determinations of Fair Value (“Rule 2a-5”) under the 1940 Act was adopted by SEC in December 2020 and establishes requirements for determining fair value good faith for purposes of the 1940 Act. The Company has determined there would be no financial statement impact of adopting Rule 2a-5 and intends to comply with the new rule’s requirements on or before the compliance date in September 2022.
Item 3. Quantitative and Qualitative Disclosures About Market Risk.

Uncertainty with respect to the economic effects of the COVID-19 outbreak has introduced significant volatility in the financial markets, and the effect of the volatility could materially impact our market risks, including those listed below. We are subject to financial market risks, including valuation risk and interest rate risk.

Valuation Risk
We have invested, and plan to continue to invest, primarily in illiquid debt and equity securities of private companies. Most of our investments will not have a readily available market price, and therefore, we will value these investments at fair value as determined in good faith by our Board, based on, among other things, the input of our Advisor and independent third party valuation firm(s) engaged at the direction of the Board, and in accordance with our valuation policy. There is no single standard for determining fair value. 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. If we were required to liquidate a portfolio investment in a forced or liquidation sale, we may realize amounts that are different from the amounts presented and such differences could be material.

Interest Rate Risk
Interest rate sensitivity refers to the change in earnings that may result from changes in the level of interest rates. We may fund portions of our investments with borrowings on a short term basis, and at such time, our net investment income will be affected by the difference between the rate at which we invest and the rate at which we borrow. Accordingly, we cannot assure you that a significant change in market interest rates will not have a material adverse effect on our net investment income.
As of SeptemberJune 30, 2021,2022, 100% of our debt investments based on fair value in our portfolio were at floating rates.
Based on our Consolidated Statement of Assets and Liabilities as of SeptemberJune 30, 2021,2022, the following table shows the annualized impact on net income of hypothetical base rate changes in interest rates on our debt investments and leverage (considering interest rate floors for floating rate instruments) assuming each floating rate investment is subject to 3-month LIBOR or Term SOFR – contingent on the investment’s credit agreement – and there are no changes in our investment and borrowing structure:

(Amounts in millions)Interest IncomeInterest ExpenseNet Income
Up 200 basis points$3.5 $— $3.5 
Up 100 basis points$1.7 $— $1.7 
Down 100 basis points$(1.5)$— $(1.5)
Down 200 basis points$(1.8)$— $(1.8)
(Amounts in millions) Interest Income  Interest Expense  Net Income 
Up 200 basis points $1.2  $-  $1.2 
Up 100 basis points $0.2  $-  $0.2 
Down 100 basis points $-  $-  $- 
Down 200 basis points $-  $-  $- 

To a limited extent, we may in the future hedge against interest rate fluctuations by using hedging instruments such as futures, options, swaps and forward contracts, and credit hedging contracts, such as credit default swaps. However, no assurance can be given that such hedging transactions will be entered into or, if they are, that they will be effective.

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Item 4. Controls and Procedures.

Evaluation of 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
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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) as of the end of the period covered by this Quarterly Report on Form 10-Q and determined that our disclosure controls and procedures are effective as of the end of the period covered by the Quarterly Report on Form 10-Q.

Changes in Internal Controls over Financial Reporting
There have been no changes in our internal control over financial reporting that occurred during the period ended SeptemberJune 30, 20212022 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II – OTHER INFORMATION

Item 1. Legal Proceedings.

We are not currently subject to any material legal proceedings, nor, to our knowledge, are any material legal proceedings threatened against us. From time to time, we may be a party to certain legal proceedings in the ordinary course of business, including proceedings relating to the enforcement of our rights under contracts with our portfolio companies. Our business is also subject to extensive regulation, which may result in regulatory proceedings against us. While the outcome of any such future legal or regulatory proceedings cannot be predicted with certainty, we do not expect that any such future proceedings will have a material effect upon our financial condition or results of operations.

Item 1A. Risk Factors.

In addition to the other information set forth in this report, you should carefully consider the factors discussed in Part I, “Item 1A. Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2020,2021, 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 we face. Additional risks and uncertainties are not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition and/or operating results. During the ninesix months ended SeptemberJune 30, 2021,2022, there have been no material changes from the risk factors set forth in our Annual Report on Form 10-K for the year ended December 31, 2020.2021.

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

Except as previously reported by the Company on its current reports on Form 8-K, we did not sell any securities during the period covered by this Quarterly Report on Form 10-Q that were not registered under the Securities Act.

Item 3. Defaults Upon Senior Securities.

None.

Item 4. Mine Safety Disclosures.

Not applicable.

Item 5. Other Information.

None.
On November 10, 2021, the Company's Board
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Table of Directors appointed Jenny B. Neslin as the Company's General Counsel and Secretary, effective as of November 15, 2021. Ms. Neslin is a Managing Director at Angelo Gordon, and also serves as General Counsel and Secretary of AG Mortgage Investment Trust, Inc. (NYSE: MITT), positions she has held since April 2021.

To facilitate Ms. Neslin's appointment, on November 10, 2021, Christopher D. Moore resigned from his position as the Company's Interim General Counsel and Secretary, effective as of November 15, 2021. This resignation was not the result of any dispute or disagreement between Mr. Moore and the Company. Mr. Moore will continue to serve as the General Counsel and Secretary of Angelo Gordon.



Item 6. Exhibits.

Exhibit No.Description






* Filed herewith

______________
*Filed herewith
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SIGNATURES
SIGNATURES

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


AG TWIN BROOK BDC, INC.
NovemberAugust 12, 2021
2022		By:
/s/ Trevor Clark


Trevor Clark


Chief Executive Officer
(Principal Executive Officer)


November12, 2021
August 12, 2022By:
/s/ Terrence Walters


Terrence Walters


Chief Financial Officer and Treasurer
(Principal Financial Officer and Principal Accounting Officer)










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