Table of Contents



UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

Form 10-Q

 ____________________________________________________

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

For the Quarterly Period Ended SeptemberJune 30, 2017

2021

or

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

For the transition period fromto

Commission file number: 814-00924

 _____________________________________________________

Sierra Income Corporation

(Exact Name of Registrant as Specified in its Charter)

 _____________________________________________________

Maryland

 

45-2544432

(State or Other Jurisdiction of


Incorporation or Organization)

 

(I.R.S. Employer


Identification No.)

280

100 Park Avenue 6th Floor East, New York, NY 10017

(Address of Principal Executive Offices)

(212) 759-0777

(Registrant’sRegistrants Telephone Number, Including Area Code)

  ___________________________________________________

(Former name, former address and former fiscal year, if changed since last report)

_____________________________________________________ 

Securities registered pursuant to Section 12(b) of the Exchange Act: None 

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  x    No  ¨


Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).     Yes  o    No  o


Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act:

Large accelerated fileroAccelerated filero
Non-accelerated filer (Do not check if a smaller reporting company)xSmaller reporting companyo
Emerging growth companyx  
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. 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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Securities Exchange Act of 1934)Act).    Yes  o    No  x


As of November 6, 2017,August 13, 2021, the Registrant had 96,773,460102,146,053 shares of common stock, $0.001 par value, outstanding.





TABLE OF CONTENTS

Part I. Financial Information

 

Part II. Other Information

 




Sierra Income Corporation

Consolidated Statements of Assets and Liabilities

  

June 30, 2021

  

December 31, 2020

 

ASSETS

 

(unaudited)

     

Investments at fair value

        

Non-controlled/non-affiliated investments (amortized cost of $512,940,700 and $521,483,006 respectively)

 $497,021,783  $472,813,820 

Controlled/affiliated investments (amortized cost of $180,295,779 and $179,520,933 respectively)

  134,324,944   131,172,660 

Investments at fair value

  631,346,727   603,986,480 

Cash and cash equivalents

  54,134,677   65,301,216 

Interest receivable from investments

  4,884,583   3,943,980 

Unsettled trades receivable

  556,554   2,541,500 

Prepaid expenses and other assets

  589,036   1,934,866 

Total assets

 $691,511,577  $677,708,042 
         

LIABILITIES

        

Revolving credit facilities payable (net of deferred financing costs of $0 and $659,266, respectively) (Note 5)

 $124,200,000  $144,340,734 

Deferred tax liability

  4,214,716   2,390,596 

Base management fees payable (Note 6)

  3,025,363   2,967,857 

Accounts payable and accrued expenses

  2,462,370   1,406,175 

Payable for Company shares redeemed

  2,173,629    

Taxes Payable

  680,947    

Administrator fees payable (Note 6)

  549,544   401,260 

Interest payable

  374,521   449,420 

Unsettled trades payable

     11,061 

Total liabilities

  137,681,090   151,967,103 
         

Commitments (Note 10)

        
         

NET ASSETS

        

Common shares, par value $0.001 per share, 250,000,000 common shares authorized, 102,080,498 and 102,630,605 common shares issued and outstanding, respectively

  102,081   102,631 

Capital in excess of par value

  847,731,674   850,737,609 

Total distributable earnings/(loss)

  (294,003,268)  (325,099,301)

Total net assets

  553,830,487   525,740,939 

Total liabilities and net assets

 $691,511,577  $677,708,042 

NET ASSET VALUE PER COMMON SHARE

 $5.43  $5.12 
  September 30, 2017 December 31, 2016
ASSETS (unaudited)  
Investments at fair value    
Non-controlled/non-affiliated investments (amortized cost of $969,097,460 and $921,626,572, respectively) $926,968,867
 $885,400,856
Controlled/affiliated investments (amortized cost of $145,702,585 and $104,855,866, respectively) 140,093,225
 97,743,466
Investments at fair value 1,067,062,092
 983,144,322
Cash and cash equivalents 82,699,636
 99,400,794
Cash collateral on total return swap (Note 5) 68,000,000
 79,620,942
Interest receivable from non-controlled/non-affiliated investments 9,093,911
 10,251,559
Receivable due on total return swap (Note 5) 1,003,667
 1,289,163
Receivable for Company shares sold 376,741
 533,123
Interest receivable from controlled/affiliated investments 316,056
 1,028,321
Unsettled trades receivable 278,837
 368,819
Prepaid expenses and other assets 215,617
 201,932
Due from affiliate (Note 7) 
 7,892,273
Total assets $1,229,046,557
 $1,183,731,248
     
LIABILITIES    
Revolving credit facilities payable (net of deferred financing costs of $5,747,434 and $4,340,533, respectively) (Note 6) $414,252,566
 $385,659,467
Unsettled trades payable 38,922,992
 466,727
Unrealized depreciation on total return swap (Note 5) 5,483,594
 13,647,330
Base management fees payable (Note 7) 5,378,233
 5,138,107
Accounts payable and accrued expenses 1,480,258
 1,839,497
Incentive fees payable (Note 7) 1,323,999
 1,405,419
Interest payable 780,037
 1,230,530
Administrator fees payable (Note 7) 745,816
 850,678
Deferred tax liability 429,991
 244,622
Due to affiliate (Note 7) 
 135,784
Total liabilities $468,797,486
 $410,618,161
     
Commitments (Note 11)    
     
NET ASSETS    
Common shares, par value $0.001 per share, 250,000,000 common shares authorized, 96,300,123 and 94,666,418 common shares issued and outstanding, respectively $96,300
 $94,666
Capital in excess of par value 843,971,257
 830,738,206
Accumulated distribution in excess of net realized gain/(loss) from investments and total return swap (43,284,104) (20,333,057)
Accumulated undistributed net investment income 13,030,556
 19,756,740
Net unrealized depreciation on investments and total return swap, net of provision for taxes of $343,391 and $54,205, respectively (53,564,938) (57,143,468)
Total net assets 760,249,071
 773,113,087
Total liabilities and net assets $1,229,046,557
 $1,183,731,248
     
NET ASSET VALUE PER COMMON SHARE $7.89
 $8.17

See accompanying notes to consolidated financial statements.


Sierra Income Corporation

Consolidated Statements of Operations

(unaudited)

  

Three Months Ended

  

Six Months Ended

 
  

June 30,

  

June 30,

 
  

2021

  

2020

  

2021

  

2020

 

INVESTMENT INCOME

                

Interest and dividend income from investments

                

Non-controlled/non-affiliated investments:

                

Cash

 $11,943,800  $10,682,719  $21,071,686  $18,008,572 

Payment-in-kind

  545,892   472,844   982,353   1,009,889 

Controlled/affiliated investments:

                

Cash

  1,977,492   (28,696)  3,881,206   1,817,381 

Payment-in-kind

  94,388   115,628   188,557   230,391 

Total interest and dividend income

  14,561,572   11,242,495   26,123,802   21,066,233 

Fee income (Note 11)

  409,724   312,935   766,482   434,633 

Interest from cash and cash equivalents

  10,266   144,024   15,933   1,375,399 

Total investment income

  14,981,562   11,699,454   26,906,217   22,876,265 
                 

EXPENSES

                

Base management fees (Note 6)

  3,025,363   2,944,745   6,091,760   6,196,196 

Interest and financing expenses

  1,397,723   3,454,940   3,084,782   7,742,603 

General and administrative expenses

  2,238,942   8,307,229   3,850,569   10,278,197 

Professional fees

  1,934,321   11,089,264   2,658,503   11,207,318 

Administrator expenses (Note 6)

  582,279   669,025   1,225,899   1,390,657 

Offering costs

  5,156   1,914   5,156   5,157 

Total expenses

  9,183,784   26,467,117   16,916,669   36,820,128 
                 

Income tax expense

  685,309      1,938,320    
                 

NET INVESTMENT INCOME/(LOSS)

  5,112,469   (14,767,663)  8,051,228   (13,943,863)
                 

REALIZED AND UNREALIZED GAIN/(LOSS) ON INVESTMENTS

                

Net realized gain/(loss) from non-controlled/non-affiliated investments

  (4,334,926)  (8,265,767)  (4,301,895)  (8,280,680)

Net realized gain/(loss) from controlled/affiliated investments

  161,607      199,371   232,392 

Net change in unrealized appreciation/(depreciation) on non-controlled/non-affiliated investments

  21,227,490   22,547,805   32,749,077   (66,450,775)

Net change in unrealized appreciation/(depreciation) on controlled/affiliated investments

  (1,121,699)  9,456,310   2,377,438   (22,068,330)

Change in provision for deferred taxes on unrealized appreciation/(depreciation) on investments

  (2,632,090)  (293,783)  (1,824,121)  (52,848)

Net realized and unrealized gain/(loss) on investments

  13,300,382   23,444,565   29,199,870   (96,620,241)

NET INCREASE/(DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS

 $18,412,851  $8,676,902  $37,251,098  $(110,564,104)
                 

WEIGHTED AVERAGE - BASIC AND DILUTED EARNINGS/(LOSS) PER COMMON SHARE

 $0.18  $0.08  $0.36  $(1.08)

WEIGHTED AVERAGE - BASIC AND DILUTED NET INVESTMENT INCOME/(LOSS) PER COMMON SHARE

 $0.05  $(0.14) $0.08  $(0.14)

WEIGHTED AVERAGE COMMON STOCK OUTSTANDING - BASIC AND DILUTED (NOTE 9)

  102,380,357   102,856,314   102,575,026   102,785,734 

DISTRIBUTIONS DECLARED PER COMMON SHARE

 $0.03  $  $0.06  $0.11 
  Three Months Ended
September 30,
 Nine Months Ended
September 30,
  2017 2016 2017 2016
INVESTMENT INCOME (unaudited) (unaudited) (unaudited) (unaudited)
Interest from investments        
Non-controlled/non-affiliated investments:        
Cash $22,258,477
 $20,819,609
 $62,982,816
 $60,057,210
Payment-in-kind 738,691
 236,353
 3,262,162
 3,722,884
Controlled/affiliated investments:        
Cash 2,529,894
 1,602,501
 7,006,228
 4,186,500
Payment-in-kind 835,813
 
 1,170,790
 
Total interest income 26,362,875
 22,658,463
 74,421,996
 67,966,594
Fee income (Note 12) 1,228,131
 2,464,034
 4,068,295
 5,157,787
Interest from cash and cash equivalents 49,732
 26,164
 85,263
 47,834
Total investment income 27,640,738
 25,148,661
 78,575,554
 73,172,215
EXPENSES        
Base management fees (Note 7) 5,378,233
 5,040,490
 16,036,068
 14,790,696
Interest expenses 4,434,712
 3,433,081
 12,177,674
 10,095,690
General and administrative expenses 1,295,253
 1,655,295
 3,783,340
 4,331,001
Incentive fees (Note 7) 1,323,999
 2,372,355
 1,872,805
 7,876,060
Administrator expenses (Note 7) 745,817
 780,166
 2,333,968
 1,997,067
Offering costs 545,959
 703,075
 1,367,343
 2,074,035
Professional fees 415,045
 943,864
 1,647,704
 1,809,418
Total expenses 14,139,018
 14,928,326
 39,218,902
 42,973,967
Expense support reimbursement (Note 7) 
 (5,389,627) 
 (16,093,129)
Total expenses, net of expense support reimbursement 14,139,018
 9,538,699
 39,218,902
 26,880,838
NET INVESTMENT INCOME 13,501,720
 15,609,962
 39,356,652
 46,291,377
REALIZED AND UNREALIZED GAIN/(LOSS) ON INVESTMENTS        
Net realized gain/(loss) from non-controlled/non-affiliated investments (5,275,413) (11,230,075) (21,215,145) (11,065,348)
Net realized gain/(loss) on total return swap (Note 5) 3,134,709
 761,010
 (1,735,902) 4,845,649
Net change in unrealized appreciation/(depreciation) on non-controlled/non-affiliated investments (7,466,665) 11,929,831
 (5,902,877) 4,202,318
Net change in unrealized appreciation/(depreciation) on controlled/affiliated investments 1,377,608
 (1,567,498) 1,503,040
 (1,724,856)
Net change in unrealized appreciation/(depreciation) on total return swap (Note 5) (2,032,534) 5,159,214
 8,163,736
 9,188,445
Change in provision for deferred taxes on unrealized appreciation/(depreciation) on investments 148,949
 172,128
 (185,369) 92,495
Net realized and unrealized gain/(loss) on investments (10,113,346) 5,224,610
 (19,372,517) 5,538,703
NET INCREASE/(DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS $3,388,374
 $20,834,572
 $19,984,135
 $51,830,080
WEIGHTED AVERAGE - BASIC AND DILUTED EARNINGS PER COMMON SHARE $0.04
 $0.23
 $0.21
 $0.58
WEIGHTED AVERAGE - BASIC AND DILUTED NET INVESTMENT INCOME PER COMMON SHARE $0.14
 $0.17
 $0.41
 $0.52
WEIGHTED AVERAGE COMMON STOCK OUTSTANDING - BASIC AND DILUTED (NOTE 10) 96,474,233
 92,516,572
 96,078,793
 89,015,100
DISTRIBUTIONS DECLARED PER COMMON SHARE $0.16
 $0.20
 $0.48
 $0.60

See accompanying notes to the consolidated financial statements.


Sierra Income Corporation

Consolidated Statements of Changes in Net Assets

(unaudited)

  

Common Stock

             
      

Par

  

Paid in Capital

  

Distributable

  

Total

 
  

Shares

  

Amount

  

in Excess of Par

  

Earnings

  

Net Assets

 

Balance at March 31, 2021

  102,839,640  $102,840  $851,722,263  $(309,342,023) $542,483,080 

Net increase (decrease) in net assets resulting from operations:

                    

Net investment income/(loss)

           5,112,469   5,112,469 

Net realized gain (loss) on investments

           (4,173,319)  (4,173,319)

Net change in unrealized appreciation/(depreciation) on investments

           20,105,791   20,105,791 

Change in provision for deferred taxes on unrealized appreciation/(depreciation) on investments

           (2,632,090)  (2,632,090)

Shareholder distributions:

                    

Issuance of common shares pursuant to distribution reinvestment plan

  202,889   203   1,016,188      1,016,391 

Repurchase of common shares

  (962,031)  (962)  (5,006,777)     (5,007,739)

Distributions from earnings

           (3,074,096)  (3,074,096)

Total increase/(decrease) for the three months ended June 30, 2020

  (759,142)  (759)  (3,990,589)  15,338,755   11,347,407 

Balance at June 30, 2021

  102,080,498  $102,081  $847,731,674  $(294,003,268) $553,830,487 
                     

Balance at December 31, 2020

  102,630,605  $102,631  $850,737,609  $(325,099,301) $525,740,939 

Net increase/(decrease) in net assets resulting from operations:

                    

Net investment income/(loss)

           8,051,228   8,051,228 

Net realized gain/(loss) on investments

           (4,102,524)  (4,102,524)

Net change in unrealized appreciation/(depreciation) on investments

           35,126,515   35,126,515 

Change in provision for deferred taxes on unrealized appreciation/(depreciation) on investments

           (1,824,121)  (1,824,121)

Shareholder distributions:

                    

Issuance of common shares pursuant to distribution reinvestment plan

  414,375   414   2,042,163      2,042,577 

Repurchase of common shares

  (964,482)  (964)  (5,048,098)     (5,049,062)

Distributions from earnings

           (6,155,065)  (6,155,065)

Total increase/(decrease) for the six months ended June 30, 2021

  (550,107)  (550)  (3,005,935)  31,096,033   28,089,548 

Balance at June 30, 2021

  102,080,498  $102,081  $847,731,674  $(294,003,268) $553,830,487 
                     

Balance at March 31, 2020

  102,867,551  $102,868  $872,688,536  $(408,540,080) $464,251,324 

Net increase (decrease) in net assets resulting from operations:

                    

Net investment income/(loss)

           (14,767,663)  (14,767,663)

Net realized gain (loss) on investments

           (8,265,767)  (8,265,767)

Net change in unrealized appreciation/(depreciation) on investments

           32,004,115   32,004,115 

Change in provision for deferred taxes on unrealized appreciation/(depreciation) on investments

           (293,783)  (293,783)

Shareholder distributions:

                    

Repurchase of common shares

  (34,086)  (35)  (153,693)     (153,728)

Distributions from earnings

           (15,578)  (15,578)

Total increase/(decrease) for the three months ended June 30, 2021

  (34,086)  (35)  (153,693)  8,661,324   8,507,596 

Balance at June 30, 2020

  102,833,465  $102,833  $872,534,843  $(399,878,756) $472,758,920 
                     

Balance at December 31, 2019

  102,282,366  $102,282  $869,567,685  $(278,607,246) $591,062,721 

Net increase/(decrease) in net assets resulting from operations:

                    

Net investment income/(loss)

           (13,943,863)  (13,943,863)

Net realized gain/(loss) on investments

           (8,048,288)  (8,048,288)

Net change in unrealized appreciation/(depreciation) on investments

           (88,519,105)  (88,519,105)

Change in provision for deferred taxes on unrealized appreciation/(depreciation) on investments

           (52,848)  (52,848)

Shareholder distributions:

                    

Issuance of common shares pursuant to distribution reinvestment plan

  710,046   711   3,842,420      3,843,131 

Repurchase of common shares

  (158,947)  (160)  (875,262)     (875,422)

Distributions from earnings

           (10,707,406)  (10,707,406)

Total increase/(decrease) for the six months ended June 30, 2020

  551,099   551   2,967,158   (121,271,510)  (118,303,801)

Balance at June 30, 2020

 $102,833,465  $102,833  $872,534,843  $(399,878,756) $472,758,920 
 Nine Months Ended September 30,
 2017 2016
INCREASE/(DECREASE) FROM OPERATIONS(unaudited) (unaudited)
Net investment income$39,356,652
 $46,291,377
Net realized gain/(loss) on investments(21,215,145) (11,065,348)
Net realized gain/(loss) on total return swap (Note 5)(1,735,902) 4,845,649
Net change in unrealized appreciation/(depreciation) on investments(4,399,837) 2,477,462
Net change in unrealized appreciation/(depreciation) on total return swap (Note 5)8,163,736
 9,188,445
Change in provision for deferred taxes on unrealized appreciation/(depreciation) on investments(185,369) 92,495
Net increase/(decrease) in net assets resulting from operations19,984,135
 51,830,080
SHAREHOLDER DISTRIBUTIONS (Note 2)   
Distributions from net investment income(46,082,836) (53,464,883)
Distributions from return of capital
 
Distributions from net realized gains
 
Net decrease in net assets from shareholder distributions(46,082,836) (53,464,883)
COMMON SHARE TRANSACTIONS   
Issuance of common shares, net of underwriting costs14,278,662
 88,652,295
Issuance of common shares pursuant to distribution reinvestment plan20,964,661
 25,356,219
Repurchase of common shares(22,008,638) (23,367,870)
Net increase in net assets resulting from common share transactions13,234,685
 90,640,644
Total increase/(decrease) in net assets(12,864,016) 89,005,841
Net assets at beginning of period773,113,087
 674,124,099
Net assets at end of period(1)
$760,249,071
 $763,129,940
    
Net asset value per common share$7.89
 $8.14
Common shares outstanding, beginning of period94,666,418
 82,623,649
Issuance of common shares1,753,686
 10,840,303
Issuance of common shares pursuant to distribution reinvestment plan2,598,710
 3,117,085
Repurchase of common shares(2,718,691) (2,864,430)
Common shares outstanding, end of period96,300,123
 93,716,607

(1) Net assets at end of period include accumulated undistributed net investment income of $13,030,556 and $14,004,840 for the nine months ended September 30, 2017 and 2016, respectively.

See accompanying notes to consolidated financial statements.


Sierra Income Corporation

Consolidated Statements of Cash Flows

(unaudited)

  

Six Months Ended June 30,

 
  

2021

  

2020

 

Cash flows from operating activities

        

NET INCREASE/(DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS:

 $37,251,098  $(110,564,104)

ADJUSTMENT TO RECONCILE NET INCREASE/(DECREASE) IN NET ASSETS FROM OPERATIONS TO NET CASH PROVIDED BY/(USED IN) OPERATING ACTIVITIES:

        

Payment-in-kind interest income

  (1,170,910)  (1,240,280)

Net amortization of premium on investments

  (295,526)  (174,522)

Amortization of deferred financing costs

  659,266   1,579,789 

Net realized (gain)/loss on investments

  4,102,524   8,048,288 

Net change in unrealized (appreciation)/depreciation on investments

  (35,126,515)  88,519,105 

Purchases and originations

  (80,042,210)  (66,572,171)

Proceeds from sale of investments and principal repayments

  85,172,390   64,582,263 

(Increase)/decrease in operating assets:

        

Unsettled trades receivable

  1,984,946   (709,532)

Interest receivable from investments

  (940,603)  4,265,188 

Deferred transaction costs

     14,993,778 

Prepaid expenses and other assets

  1,345,830   1,156,532 

Increase/(decrease) in operating liabilities:

        

Unsettled trades payable

  (11,061)  247,500 

Base management fee payable

  57,506   (1,115,773)

Transaction costs payable

     (426,172)

Accounts payable and accrued expenses

  1,056,195   (639,338)

Administrator fees payable

  148,284   287,101 

Interest payable

  (74,899)  (1,003,027)

Taxes Payable

  680,947    

Deferred tax liability

  1,824,120   52,848 

NET CASH PROVIDED BY/(USED IN) OPERATING ACTIVITIES

  16,621,382   1,287,473 

Cash flows from financing activities:

        

Repayments of revolving credit facility

  (20,800,000)  (134,286,928)

Payment of cash distributions

  (4,112,488)  (6,864,275)

Financing costs paid

     (299,525)

Repurchase of common shares

  (2,875,433)  (721,694)

NET CASH PROVIDED BY/(USED IN) FINANCING ACTIVITIES

  (27,787,921)  (142,172,422)

TOTAL INCREASE/(DECREASE) IN CASH

  (11,166,539)  (140,884,949)

CASH, CASH EQUIVALENTS AT BEGINNING OF PERIOD

  65,301,216   225,316,656 

CASH, CASH EQUIVALENTS AT END OF PERIOD

 $54,134,677  $84,431,707 

Supplemental Information:

        

Cash paid during the period for interest

 $2,500,415  $7,165,841 

Supplemental non-cash information:

        

Issuance of common shares in connection with distribution reinvestment plan

 $2,042,577  $3,843,131 
  Nine Months Ended September 30,
  2017 2016
  (unaudited) (unaudited)
Cash flows from operating activities    
NET INCREASE/(DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS: $19,984,135
 $51,830,080
ADJUSTMENT TO RECONCILE NET INCREASE/(DECREASE) IN NET ASSETS
FROM OPERATIONS TO NET CASH USED IN OPERATING ACTIVITIES:
    
Payment-in-kind interest income (4,432,952) (3,722,884)
Net amortization of premium on investments (883,648) (632,275)
Amortization of deferred financing costs 1,101,849
 964,047
Net realized (gain)/loss on investments 21,215,145
 11,065,348
Net change in unrealized (appreciation)/depreciation on investments 4,399,837
 (2,477,462)
Net change in unrealized (appreciation)/depreciation on total return swap (Note 5) (8,163,736) (9,188,445)
Purchases and originations (357,837,423) (222,987,384)
Proceeds from sale of investments and principal repayments 253,621,271
 184,383,171
(Increase)/decrease in operating assets:    
Cash collateral on total return swap (Note 5) 11,620,942
 (1,980,176)
Unsettled trades receivable 89,982
 (927,603)
Due from affiliate (Note 7) 7,892,273
 (2,118,170)
Interest receivable from non-controlled/non-affiliated investments 1,157,648
 288,780
Interest receivable from controlled/affiliated investments 712,265
 
Receivable for Company shares sold 156,382
 (1,619,744)
Receivable due on total return swap (Note 5) 285,496
 1,493,253
Prepaid expenses and other assets (13,685) (101,581)
Increase/(decrease) in operating liabilities:    
Unsettled trades payable 38,456,265
 2,720,000
Management fee payable 240,126
 354,394
Accounts payable and accrued expenses (359,239) (87,645)
Incentive fees payable (81,420) 577,087
Administrator fees payable (104,862) 262,235
Interest payable (450,493) (331,691)
Deferred tax liability 185,369
 (92,495)
Due to affiliate (Note 7) (135,784) (559,749)
NET CASH PROVIDED BY/(USED IN) OPERATING ACTIVITIES (11,344,257) 7,111,091
Cash flows from financing activities:    
Borrowings under revolving credit facility 225,000,000
 85,000,000
Repayments of revolving credit facility (195,000,000) (95,000,000)
Proceeds from issuance of common stock, net of underwriting costs 14,278,662
 88,652,295
Payment of cash distributions (25,118,175) (28,108,664)
Financing costs paid (2,508,750) (2,401,032)
Repurchase of common shares (22,008,638) (23,367,870)
NET CASH PROVIDED BY/(USED IN) FINANCING ACTIVITIES (5,356,901) 24,774,729
TOTAL INCREASE/(DECREASE) IN CASH (16,701,158) 31,885,820
CASH AT BEGINNING OF PERIOD 99,400,794
 93,658,142
CASH AT END OF PERIOD $82,699,636
 $125,543,962
Supplemental Information:    
Cash paid during the period for interest $12,628,167
 $10,427,381
Supplemental non-cash information:    
Non-cash purchase of investments $22,491,328
 $12,007,442
Non-cash sale of investments 22,491,328
 12,007,442
Payment-in-kind interest income 4,432,952
 3,722,884
Amortization of deferred financing costs 1,101,849
 964,047
Net amortization of premium on investments 883,648
 632,275
Issuance of common shares in connection with distribution reinvestment plan 20,964,661
 25,356,219

See accompanying notes to consolidated financial statements.


Sierra Income Corporation

Consolidated Schedule of Investments

As of SeptemberJune 30, 2017

2021

(unaudited)

Company(1)(2)

 

Industry

 

Type of Investment

 

Maturity

 

Par Amount

  

Cost

  

Fair Value

  

% of Net Assets(3)

 

Non-controlled/non-affiliated investments –

 

89.7%

                    
                       

AAAHI Acquisition Corporation

 

Transportation: Consumer

 

Senior Secured First Lien Term Loan LIBOR + 8.250%, 1.000% Floor (4) (5) (6)

 

12/10/2023

 $7,233,985  $6,853,763  $5,425,489   1.0%
         7,233,985   6,853,763   5,425,489     

Alpine SG, LLC

 

High Tech Industries

 

Senior Secured First Lien Term Loan LIBOR + 8.500%, 1.000% Floor (4) (5) (11)

 

11/16/2022

  1,262,051   1,238,587   1,269,497   0.2%
    

Senior Secured First Lien Delayed Draw Term Loan LIBOR + 5.750%, 1.000% Floor (4) (5)

 

6/1/2028

  2,410,036   2,361,836   2,361,836   0.4%
    

Senior Secured First Lien Delayed Draw Term Loan LIBOR + 5.750%, 1.000% Floor (4) (5)

 

11/16/2022

  6,165,725   6,165,653   5,982,603   1.1%
    

Senior Secured First Lien Term Loan LIBOR + 5.750%, 1.000% Floor (4) (5)

 

11/16/2022

  12,529,258   12,520,344   12,157,139   2.2%
         22,367,070   22,286,420   21,771,075     

Amerijet Holdings, Inc.

 

Transportation: Cargo

 

Senior Secured First Lien Term Loan LIBOR + 8.000%, 1.000% Floor (5) (7)

 

7/15/2021

  2,540,018   2,540,018   2,540,018   0.5%
         2,540,018   2,540,018   2,540,018     

AMMC CLO 22, Limited Series 2018-22A

 

Multi-Sector Holdings

 

Subordinated Notes 13.510% effective yield (8) (9) (10)

 

4/25/2031

  7,222,000   5,189,030   4,887,850   0.9%
         7,222,000   5,189,030   4,887,850     

AMMC CLO 23, Ltd. Series 2020-23A

 

Multi-Sector Holdings

 

Subordinated Notes 14.426% effective yield (8) (9) (10)

 

10/17/2031

  2,000,000   1,640,734   1,599,800   0.3%
         2,000,000   1,640,734   1,599,800     

Apidos CLO XXIV, Series 2016-24A

 

Multi-Sector Holdings

 

Subordinated Notes 14.832% effective yield (5) (8) (9) (10)

 

7/20/2027

  18,357,647   9,683,843   9,336,699   1.7%
         18,357,647   9,683,843   9,336,699     

Arrow International Inc.

 

Hotel, Gaming & Leisure

 

Senior Secured First Lien Term Loan LIBOR + 7.250%, 1.250% Floor (4)

 

12/21/2025

  10,000,000   10,000,000   10,046,000   1.8%
         10,000,000   10,000,000   10,046,000     

Aviation Technical Services, Inc.

 

Aerospace & Defense

 

Senior Secured Second Lien Term Loan LIBOR + 8.500%, 1.000% Floor (4) (5)

 

3/31/2022

  25,828,344   25,828,344   23,898,967   4.3%
         25,828,344   25,828,344   23,898,967     

F-5
Company(1)
 Industry 
Type of Investment(18)
 Maturity Par
Amount
 Cost Fair Value 
% of Net Assets(2)
Non-controlled/non-affiliated investments – 121.9%
       $760,249,071
AAAHI Acquisition Corporation Transportation: Consumer 
Senior Secured First Lien Term Loan LIBOR + 7.000%, 1.000% Floor(3) (4)
 12/15/2021 $7,143,867
 $7,143,867
 $7,143,867
 0.9%
    
Senior Secured First Lien Term Loan LIBOR + 7.000%, 1.000% Floor(3) (4) (5)
 12/14/2018 300,093
 300,093
 300,093
 0.0%
        7,443,960
 7,443,960
 7,443,960
  
Advanced Diagnostic Holdings, LLC Healthcare & Pharmaceuticals 
Senior Secured First Lien Term Loan LIBOR + 8.500%, 1.000% Floor(4) (8)
 12/11/2020 14,776,538
 14,776,538
 14,776,538
 1.9%
        14,776,538
 14,776,538
 14,776,538
  
Alpha Media LLC Media: Broadcasting & Subscription 
Senior Secured First Lien Term Loan LIBOR + 6.000%, 1.000% Floor(8)
 2/25/2022 6,643,240
 6,411,924
 6,432,649
 0.8%
        6,643,240
 6,411,924
 6,432,649
  
American Dental Partners, Inc. Healthcare & Pharmaceuticals 
Senior Secured Second Lien Term Loan LIBOR + 8.500%, 1.000% Floor(3) (4)
 9/25/2023 7,250,000
 7,250,000
 7,337,000
 1.0%
        7,250,000
 7,250,000
 7,337,000
  
Amerijet Holdings, Inc. Transportation: Cargo 
Senior Secured First Lien Term Loan LIBOR + 8.000%, 1.000% Floor(4) (8)
 7/15/2021 15,468,750
 15,468,750
 15,742,547
 2.1%
        15,468,750
 15,468,750
 15,742,547
  
AMMC CLO 17, Limited Series 2015-17A Multi-Sector Holdings 
Subordinated Note 18.446% effective yield(1) (6) (9)(10) 
 11/15/2027 5,000,000
 3,535,402
 3,954,500
 0.5%
        5,000,000
 3,535,402
 3,954,500
  
Anaren, Inc. Aerospace & Defense 
Senior Secured Second Lien Term Loan LIBOR + 8.250%, 1.000% Floor(3)
 8/18/2021 10,000,000
 9,938,799
 10,000,000
 1.3%
        10,000,000
 9,938,799
 10,000,000
  
Answers Finance, LLC High Tech Industries 
Senior Secured First Lien Term Loan LIBOR + 5.000%, 1.000% Floor(8)
 4/15/2021 1,291,760
 1,291,760
 1,291,760
 0.2%
    
Senior secured second lien term loans LIBOR + 4.400%, Cash, 0.100% Cap, 4.500% PIK(8)
 9/15/2021 2,008,641
 2,008,641
 2,008,641
 0.3%
    
Equity/Warrants (6)
   
 5,426,955
 5,426,195
 0.7%
        3,300,401
 8,727,356
 8,726,596
  
APCO Holdings, Inc. Automotive 
Senior Secured First Lien Term Loan LIBOR + 6.000%, 1.000% Floor(4) (8)
 1/31/2022 4,209,932
 4,112,112
 4,209,932
 0.6%
        4,209,932
 4,112,112
 4,209,932
  
Apidos CLO XXIV, Series 2016-24A Multi-Sector Holdings 
Subordinated Note 12.341% effective yield(1) (4) (6) (9) (10)  
 7/20/2027 18,357,647
 14,614,178
 13,817,801
 1.8%
        18,357,647
 14,614,178
 13,817,801
  
Asurion, LLC Banking, Finance, Insurance & Real Estate 
Senior Secured Second Lien Term Loan LIBOR + 6.000%, 1.000% Floor(3) (4)
 8/4/2025 5,950,000
 5,950,000
 6,069,000
 0.8%
        5,950,000
 5,950,000
 6,069,000
  
Avantor Performance Materials Holdings, LLC Chemicals, Plastics & Rubber 
Senior Secured First Lien Term Loans LIBOR + 4.000%, 1.000% Floor(4) (8)
 3/11/2024 3,990,000
 3,987,526
 3,990,000
 0.5%
    
Senior Secured Second Lien Term Loans LIBOR + 8.250%, 1.000% Floor(4) (8) 
 3/10/2025 1,000,000
 1,000,000
 1,020,000
 0.1%
        4,990,000
 4,987,526
 5,010,000
  
Aviation Technical Services, Inc. Aerospace & Defense 
Senior Secured Second Lien Term Loan LIBOR + 8.500%, 1.000% Floor(3) (4) (11)
 3/31/2022 25,000,000
 25,000,000
 25,000,000
 3.3%
        25,000,000
 25,000,000
 25,000,000
  


Company(1)
 Industry 
Type of Investment(18)
 Maturity Par
Amount
 Cost Fair Value 
% of Net Assets(2)
Barry's Bootcamp Holdings, LLC Services: Consumer 
Senior Secured First Lien Term Loan LIBOR + 6.500%, 1.000% Floor(3) (4) (5)
 7/14/2022 8,571,429
 8,571,429
 8,571,429
 1.1%
        8,571,429
 8,571,429
 8,571,429
  
Birch Communications Inc. Telecommunications 
Senior Secured First Lien Term Loan LIBOR + 7.250%, 1.000% Floor(4) (8)
 7/17/2020 13,253,612
 13,121,193
 12,977,937
 1.7%
        13,253,612
 13,121,193
 12,977,937
  
Black Angus Steakhouses, LLC Hotel, Gaming & Leisure 
Senior Secured First Lien Term Loan LIBOR + 9.000%, 1.000% Floor(3) (4) (5) (11)
 4/24/2020 940,899
 940,899
 773,712
 0.1%
    
Senior Secured First Lien Term Loan LIBOR + 9.000%, 1.000% Floor(3) (4) (11)
 4/24/2020 19,252,232
 19,252,232
 18,522,573
 2.4%
        20,193,131
 20,193,131
 19,296,285
  
Brand Energy & Infrastructure Services, Inc. Construction & Building 
Senior Secured First Lien Term Loan LIBOR + 4.250%, 1.000% Floor(4) (8)
 6/21/2024 6,000,000
 6,029,160
 6,028,800
 0.8%
        6,000,000
 6,029,160
 6,028,800
  
Brundage-Bone Concrete Pumping, Inc. Construction & Building 
Senior Secured First Lien Note 10.375%(9)
 9/1/2021 7,500,000
 7,593,577
 7,889,250
 1.0%
        7,500,000
 7,593,577
 7,889,250
  
Central States Dermatology Services, LLC Healthcare & Pharmaceuticals 
Senior Secured First Lien Term Loans LIBOR + 6.500%, 1.000% Floor(4) (5) (8)
 4/20/2022 2,859,310
 2,859,310
 2,859,310
 0.4%
        2,859,310
 2,859,310
 2,859,310
  
Charming Charlie LLC Retail 
Senior Secured First Lien Term Loan LIBOR + 8.000%, 1.000% Floor, 1.000% PIK(3)
 12/24/2019 7,908,947
 7,918,162
 6,448,955
 0.8%
        7,908,947
 7,918,162
 6,448,955
  
Checkers Holdings, Inc. Hotel, Gaming & Leisure 
Senior Secured First Lien Term Loan LIBOR + 4.250%, 1.000% Floor(3)
 4/25/2024 6,982,500
 6,952,913
 6,912,675
 0.9%
        6,982,500
 6,952,913
 6,912,675
  
CP Opco, LLC Services: Consumer 
Senior Secured First Lien Term Loan LIBOR + 6.500%, 1.000% Floor, PIK(3) (4) (12)
 4/1/2019 219,589
 209,515
 59,728
 0.0%
  �� 
Senior Secured First Lien Term Loan LIBOR + 9.500%, 1.000% Floor, PIK(3) (4) (12)
 4/1/2019 1,603,881
 717,016
 
 0.0%
    
Preferred Units LIBOR+9.500%, 1.000% Floor, PIK(4)(5)(12)  
   
 
 
 0.0%
    
Common Units (4) (6) (7)
   
 
 
 0.0%
        1,823,470
 926,531
 59,728
  
CPI Holdings, Inc. Aerospace & Defense 
Senior Secured Second Lien Term Loans LIBOR + 7.250%, 1.000% Floor(4) (8)
 7/28/2025 12,345,000
 12,298,911
 12,283,275
 1.6%
        12,345,000
 12,298,911
 12,283,275
  
CSP Technologies North America, LLC Containers, Packaging & Glass 
Senior Secured First Lien Term Loan LIBOR + 5.250%, 1.000% Floor(3) (4)
 1/31/2022 4,961,562
 4,961,562
 4,959,081
 0.7%
        4,961,562
 4,961,562
 4,959,081
  
CSTN Merger Sub Inc. Chemicals, Plastics & Rubber 
Senior Secured First Lien Note 6.750%(4) (9) (14)
 8/15/2024 4,950,000
 4,950,000
 4,930,200
 0.6%
        4,950,000
 4,950,000
 4,930,200
  
Deliver Buyer, Inc. Services: Business 
Senior Secured First Lien Term Loan LIBOR + 5.000%, 1.000% Floor(3)
 4/26/2024 2,992,500
 2,974,286
 2,962,575
 0.4%
        2,992,500
 2,974,286
 2,962,575
  
DHISCO Electronic Distribution, Inc. Hotel, Gaming & Leisure 
Senior Secured First Lien Term Loan LIBOR + 6.500%, 1.500% Floor(4) (8)
 11/10/2019 2,503,214
 2,503,214
 2,503,214
 0.3%
    
Senior Secured First Lien Term Loan LIBOR + 9.000%, 1.500% Floor, PIK(4) (8)
 11/10/2019 9,207,947
 9,207,947
 9,207,947
 1.2%

Company(1)(2)

 

Industry

 

Type of Investment

 

Maturity

 

Par Amount

  

Cost

  

Fair Value

  

% of Net Assets(3)

 

Brook & Whittle Holding Corp.

 

Containers, Packaging & Glass

 

Senior Secured First Lien Delayed Draw Term Loan LIBOR + 5.250%, 1.000% Floor (4) (5)

 

10/17/2024

  699,633   697,401   699,633   0.1%
    

Senior Secured First Lien Delayed Draw Term Loan LIBOR + 5.250%, 1.000% Floor (4) (5)

 

10/17/2024

  2,974,786   2,965,295   2,974,786   0.5%
    

Senior Secured First Lien Term Loan LIBOR + 5.750%, 1.000% Floor (4) (5)

 

10/17/2024

  2,086,380   2,086,380   2,086,380   0.4%
         5,760,799   5,749,076   5,760,799     

Cardenas Markets, LLC

 

Retail

 

Senior Secured First Lien Term Loan LIBOR + 6.250%, 1.000% Floor

 

6/3/2027

  2,000,000   1,980,000   1,971,000   0.4%
         2,000,000   1,980,000   1,971,000     

CM Finance SPV LLC

 

Banking, Finance, Insurance & Real Estate

 

Subordinated Notes 3.000% (5) (6) (12)

 

6/24/2021

  35,600   35,600      %
         35,600   35,600        

CPI International, Inc.

 

Aerospace & Defense

 

Senior Secured Second Lien Term Loan LIBOR + 7.250%, 1.000% Floor (5) (7)

 

7/28/2025

  8,575,302   8,560,621   8,022,195   1.4%
         8,575,302   8,560,621   8,022,195     

CT Technologies Intermediate Holdings, Inc.

 

Healthcare & Pharmaceuticals

 

Senior Secured First Lien Term Loan LIBOR + 5.000%, 1.000% Floor (5) (7)

 

12/16/2025

  3,990,000   3,972,165   3,997,581   0.7%
         3,990,000   3,972,165   3,997,581     

DataOnline Corp.

 

High Tech Industries

 

Revolving Credit Facility LIBOR + 6.250%, 1.000% Floor (4) (5) (11)

 

11/13/2025

  1,821,429   1,821,429   1,791,214   0.3%
    

Senior Secured First Lien Term Loan LIBOR + 6.250%, 1.000% Floor (4) (5)

 

11/13/2025

  14,775,000   14,775,000   14,566,672   2.6%
         16,596,429   16,596,429   16,357,886     

Dryden 43 Senior Loan Fund, Series 2016-43A

 

Multi-Sector Holdings

 

Subordinated Notes 10.240% effective yield (5) (8) (9) (10)

 

7/20/2029

  3,620,000   2,452,768   2,318,248   0.4%
         3,620,000   2,452,768   2,318,248     

Dryden 49 Senior Loan Fund, Series 2017-49A

 

Multi-Sector Holdings

 

Subordinated Notes 10.225% effective yield (5) (8) (9) (10)

 

7/18/2030

  17,233,288   11,807,420   11,053,431   2.0%
         17,233,288   11,807,420   11,053,431     

Envision Healthcare Corporation

 

Healthcare & Pharmaceuticals

 

Senior Secured First Lien Term Loan LIBOR + 3.750% (5) (7)

 

10/10/2025

  48,750   34,365   41,764   %
         48,750   34,365   41,764     

Friedrich Holdings, Inc.

 

Construction & Building

 

Senior Secured First Lien Term Loan LIBOR + 6.000%, 1.000% Floor (5) (7)

 

2/7/2023

  9,634,784   9,634,784   9,583,720   1.7%
         9,634,784   9,634,784   9,583,720     
                       
                       

F-6
Company(1)
 Industry 
Type of Investment(18)
 Maturity Par
Amount
 Cost Fair Value 
% of Net Assets(2)
    
Senior Secured First Lien Term Loan LIBOR + 10.250%, 1.500% Floor, PIK(4) (8) (12) 
 11/10/2019 7,969,999
 7,257,481
 3,984,999
 0.5%
    
Senior Secured First Lien Term Loan LIBOR + 11.250%, 1.500% Floor, PIK(4) (8) (12) 
 11/10/2019 7,472,575
 2,940,892
 
 0.0%
    
Common Units, Class A (4) (6)(7)
   
 769,231
 
 0.0%
        27,153,735
 22,678,765
 15,696,160
  
Drew Marine Partners, LP Transportation: Cargo 
Senior Secured Second Lien Term Loan LIBOR + 7.000%, 1.000% Floor(3)
 5/19/2021 10,000,000
 10,051,092
 10,000,000
 1.3%
        10,000,000
 10,051,092
 10,000,000
  
Dryden 38 Senior Loan Fund, Series 2015-38A Multi-Sector Holdings 
Subordinated Note 15.522% effective yield(1) (6) (9) (10) 
 7/15/2027 7,000,000
 4,896,524
 4,965,800
 0.7%
        7,000,000
 4,896,524
 4,965,800
  
Dryden 43 Senior Loan Fund, Series 2016-43A Multi-Sector Holdings 
Subordinated Note 13.198% effective yield(1) (4) (6) (9) (10) 
 7/20/2029 3,620,000
 2,937,310
 2,812,378
 0.4%
        3,620,000
 2,937,310
 2,812,378
  
Dryden 49 Senior Loan Fund, Series 2017-49A Multi-Sector Holdings 
Subordinated Note 16.175% effective yield(1) (4) (6) (9) (10) 
 7/18/2030 17,233,288
 15,213,374
 15,213,374
 2.0%
        17,233,288
 15,213,374
 15,213,374
  
Dynamic Energy Services International LLC Energy: Oil & Gas 
Senior Secured First Lien Term Loan 13.500% PIK + LIBOR(4) (8)
 6/6/2018 9,579,554
 9,579,554
 8,154,117
 1.1%
        9,579,554
 9,579,554
 8,154,117
  
Elite Comfort Solutions LLC Chemicals, Plastics & Rubber 
Senior Secured First Lien Term Loan LIBOR + 6.500%, 1.000% Floor(5) (8)
 1/15/2021 9,778,689
 9,778,689
 9,778,689
 1.3%
        9,778,689
 9,778,689
 9,778,689
  
Engineered Machinery Holdings, Inc. Capital Equipment 
Senior Secured Second Lien Term Loans LIBOR + 6.250%, 1.000% Floor(3) (4)
 7/18/2025 2,010,638
 1,990,853
 1,990,532
 0.3%
    
Senior Secured Second Lien Term Loans LIBOR + 7.250%, 1.000% Floor(3) (4) (5)
 7/18/2025 28,724
 28,724
 26,330
 0.0%
        2,039,362
 2,019,577
 2,016,862
  
First Boston Construction Holdings, LLC Banking, Finance, Insurance & Real Estate 
Senior Secured First Lien Note 12.000%(4)
 12/31/2020 6,585,000
 6,585,000
 6,631,095
 0.9%
    
Preferred Equity (4) (6) (7)
   
 1,646,250
 1,646,250
 0.2%
        6,585,000
 8,231,250
 8,277,345
  
FKI Security Group, LLC Capital Equipment 
Senior Secured First Lien Term Loan LIBOR + 8.500%, 1.000% Floor(4) (8)
 3/30/2020 11,656,250
 11,656,250
 11,656,250
 1.5%
        11,656,250
 11,656,250
 11,656,250
  
Friedrich Holdings, Inc. Construction & Building 
Senior Secured First Lien Term Loan LIBOR + 7.000%, 1.000% Floor(4) (8)
 2/7/2023 13,806,751
 13,806,751
 13,936,534
 1.8%
        13,806,751
 13,806,751
 13,936,534
  
Frontier Communications Corp. Telecommunications 
Senior Secured First Lien Note 10.500%(6) (9)
 9/15/2022 2,000,000
 2,000,000
 1,745,000
 0.2%
        2,000,000
 2,000,000
 1,745,000
  
Genex Holdings, Inc. Banking, Finance, Insurance & Real Estate 
Senior Secured First Lien Term Loan LIBOR + 4.250%, 1.000% Floor(3)
 5/28/2021 4,152,657
 4,102,377
 4,124,419
 0.5%
    
Senior Secured Second Lien Term Loan LIBOR + 7.750%, 1.000% Floor(8)
 5/30/2022 9,500,000
 9,522,302
 9,387,900
 1.2%
        13,652,657
 13,624,679
 13,512,319
  
GK Holdings, Inc. Services: Business 
Senior Secured Second Lien Term Loan LIBOR + 10.250%, 1.000% Floor(3)
 1/20/2022 10,000,000
 10,000,000
 9,913,000
 1.3%
        10,000,000
 10,000,000
 9,913,000
  


Company(1)
 Industry 
Type of Investment(18)
 Maturity Par
Amount
 Cost Fair Value 
% of Net Assets(2)
Green Field Energy Services, Inc. Energy: Oil & Gas 
Senior Secured First Lien Note 13.000%(4)(6) (9) (12)
 11/15/2016 766,616
 754,616
 122,658
 0.0%
    
Warrants (4) (6) (7)
   
 29,000
 
 0.0%
        766,616
 783,616
 122,658
  
Harbortouch Payments, LLC Banking, Finance, Insurance & Real Estate 
Senior Secured First Lien Term Loan LIBOR + 4.750%, 1.000% Floor(3) (4)
 10/13/2023 4,962,500
 4,974,499
 4,962,500
 0.7%
        4,962,500
 4,974,499
 4,962,500
  
HBC Holdings LLC Wholesale 
Senior Secured First Lien Term Loan LIBOR + 6.500%, 1.000% Floor(3) (4)
 3/30/2020 12,487,500
 12,487,500
 12,422,565
 1.6%
        12,487,500
 12,487,500
 12,422,565
  
Heligear Acquisition Co. Aerospace & Defense 
Senior Secured First Lien Note 10.250%(4) (9)
 10/15/2019 15,000,000
 15,000,000
 15,358,500
 2.0%
        15,000,000
 15,000,000
 15,358,500
  
High Ridge Brands Co. Consumer Goods: Non-Durable 
Senior Secured First Lien Note 8.875%(4) (9)
 3/15/2025 2,000,000
 2,000,000
 1,916,200
 0.3%
        2,000,000
 2,000,000
 1,916,200
  
Holland Acquisition Corp. Energy: Oil & Gas 
Senior Secured First Lien Term Loan LIBOR + 9.000%, 1.000% Floor(3)
 5/29/2018 4,515,605
 4,498,197
 3,216,465
 0.4%
        4,515,605
 4,498,197
 3,216,465
  
Hylan Datacom & Electrical LLC Construction & Building 
Senior Secured First Lien Term Loan LIBOR + 7.500%, 1.000% Floor(4) (8)
 7/25/2021 15,258,137
 15,258,137
 15,410,718
 2.0%
        15,258,137
 15,258,137
 15,410,718
  
Ignite Restaurant Group, Inc. Hotel, Gaming & Leisure 
Senior Secured First Lien Term Loan LIBOR + 7.000%, 1.000% Floor(3)(6) (12)
 2/13/2019 8,385,496
 8,342,264
 2,516,487
 0.3%
        8,385,496
 8,342,264
 2,516,487
  
IHS Intermediate, Inc. Services: Business 
Senior Secured Second Lien Term Loan LIBOR + 8.250%, 1.000% Floor(3)
 7/20/2022 25,000,000
 25,000,000
 25,000,000
 3.3%
        25,000,000
 25,000,000
 25,000,000
  
Imagine! Print Solutions, LLC Media: Advertising, Printing & Publishing 
Senior Secured Second Lien Term Loan LIBOR + 8.750%, 1.000% Floor(3) (4) (13)
 6/21/2023 8,950,000
 8,821,302
 8,815,750
 1.2%
        8,950,000
 8,821,302
 8,815,750
  
Impact Sales, LLC Services: Business 
Senior Secured First Lien Term Loan LIBOR + 7.000%, 1.000% Floor(3) (4) (5)
 12/30/2021 4,866,114
 4,866,114
 4,905,882
 0.6%
        4,866,114
 4,866,114
 4,905,882
  
Interflex Acquisition Company, LLC Containers, Packaging & Glass 
Senior Secured First Lien Term Loans LIBOR + 8.000%, 1.000% Floor(4) (8) 
 08/18/2022 14,318,750
 14,318,750
 14,318,750
 1.9%
        14,318,750
 14,318,750
 14,318,750
  
Invision Diversified, LLC Services: Business 
Senior Secured First Lien Term Loan LIBOR + 8.500%, 1.000% Floor(4) (8) (11)
 6/30/2020 24,022,685
 24,022,685
 24,262,912
 3.2%
        24,022,685
 24,022,685
 24,262,912
  
IOP Monroe Acquisition, Inc. Capital Equipment 
Senior Secured First Lien Term Loan LIBOR + 5.500%, 1.000% Floor(4) (5) (8)
 4/1/2022 987,500
 987,500
 987,500
 0.1%
        987,500
 987,500
 987,500
  
Isola USA Corp. High Tech Industries 
Senior Secured First Lien Term Loan LIBOR + 8.250%, 1.000% Floor(3) (12) (13) 
 11/29/2018 5,453,747
 5,490,447
 4,742,033
 0.6%
        5,453,747
 5,490,447
 4,742,033
  
Keystone Acquisition Corp. Healthcare & Pharmaceuticals 
Senior Secured Second Lien Term Loan LIBOR + 9.250%, 1.000% Floor(3) (4) (13)
 5/1/2025 7,000,000
 6,866,063
 6,860,000
 0.9%
        7,000,000
 6,866,063
 6,860,000
  
L&S Plumbing Partnership, Ltd. Construction & Building 
Senior Secured First Lien Term Loan LIBOR + 8.500%, 1.000% Floor(3) (4)
 2/15/2022 11,796,875
 11,796,875
 11,895,969
 1.6%
        11,796,875
 11,796,875
 11,895,969
  

Company(1)(2)

 

Industry

 

Type of Investment

 

Maturity

 

Par Amount

  

Cost

  

Fair Value

  

% of Net Assets(3)

 

Glass Mountain Pipeline Holdings, LLC

 

Energy: Oil & Gas

 

Senior Secured First Lien Term Loan LIBOR + 4.500%, 1.000% Floor (5) (6) (7)

 

12/23/2024

  48,375   24,273   13,787   %
         48,375   24,273   13,787     

Golden West Packaging Group LLC

 

Forest Products & Paper

 

Senior Secured First Lien Term Loan LIBOR + 5.250%, 1.000% Floor (5) (7)

 

6/20/2023

  1,323,073   1,323,073   1,302,698   0.2%
         1,323,073   1,323,073   1,302,698     

Holland Acquisition Corp.

 

Energy: Oil & Gas

 

Senior Secured First Lien Term Loan LIBOR + 9.000%, 1.000% Floor (4) (6) (12)

 

5/29/2020

  3,754,497   3,634,434      %
         3,754,497   3,634,434        

Hylan Datacom & Electrical LLC

 

Construction & Building

 

Senior Secured First Lien Term Loan LIBOR + 10.000%, 1.000% Floor (4) (5)

 

7/25/2022

  15,545,534   15,545,534   12,436,427   2.2%
         15,545,534   15,545,534   12,436,427     

Impact Group, LLC

 

Services: Business

 

Senior Secured First Lien Term Loan LIBOR + 7.370%, 1.000% Floor (4) (5)

 

6/27/2023

  5,641,623   5,641,623   5,641,623   1.0%
         5,641,623   5,641,623   5,641,623     

Innovative XCessories & Services, LLC

 

Automotive

 

Senior Secured First Lien Term Loan LIBOR + 5.200%, 1.000% Floor (5) (14)

 

3/5/2027

  2,961,554   2,937,375   2,967,181   0.5%
         2,961,554   2,937,375   2,967,181     

Interflex Acquisition Company, LLC

 

Containers, Packaging & Glass

 

Senior Secured First Lien Term Loan LIBOR + 8.000%, 1.000% Floor (5) (7)

 

8/18/2022

  11,189,828   11,182,573   11,189,828   2.0%
         11,189,828   11,182,573   11,189,828     

Iqor US Inc.

 

Services: Business

 

Senior Secured First Lien Term Loan LIBOR + 7.500%, 1.000% Floor (5) (7)

 

11/19/2024

  2,723,720   2,676,988   2,785,003   0.5%
    

Senior Secured First Lien Term Loan LIBOR + 7.500%, 1.000% Floor (7)

 

11/19/2025

  7,373,495   7,373,495   7,267,316   1.3%
    

Equity - 158,959 Shares (13)

     1,907,509   2,130,051   0.4%
         10,097,215   11,957,992   12,182,370     

Isagenix International, LLC

 

Wholesale

 

Senior Secured First Lien Term Loan LIBOR + 5.750%, 1.000% Floor (4) (5)

 

6/16/2025

  1,710,840   1,682,536   1,389,202   0.3%
         1,710,840   1,682,536   1,389,202     

Isola USA Corp.

 

High Tech Industries

 

Senior Secured Second Lien Term Loan LIBOR + 9.500%, 1.000% Floor, PIK (4) (6) (11)

 

1/2/2023

  11,882,396   6,958,657   8,911,797   1.6%
    

Common Units - 10,283,782 units (13)

           %
         11,882,396   6,958,657   8,911,797     

Ivanti Software, Inc.

 

High Tech Industries

 

Senior Secured Second Lien Term Loan LIBOR + 8.500%, 1.000% Floor (5) (7)

 

12/1/2028

  6,000,000   6,000,000   5,970,000   1.1%
         6,000,000   6,000,000   5,970,000     

JFL-WCS Partners, LLC

 

Environmental Industries

 

Common Units - 70,412 units (5) (13)

     88,159   5,069,664   0.9%
            88,159   5,069,664     

JFL-NGS Partners, LLC

 

Environmental Industries

 

Preferred units - 6,375,000 units 12.500%

     6,556,485   9,243,750   1.7%
    

Common Units - 3,252.95 units (13)

     1,125,000   2,992,714   0.5%
            7,681,485   12,236,464     

F-7
Company(1)
 Industry 
Type of Investment(18)
 Maturity Par
Amount
 Cost Fair Value 
% of Net Assets(2)
Livingston International Inc. Transportation: Cargo 
Senior Secured Second Lien Term Loan LIBOR + 8.250%, 1.250% Floor(1) (3) (6) (13)
 4/17/2020 2,658,504
 2,656,071
 2,605,068
 0.3%
        2,658,504
 2,656,071
 2,605,068
  
Loar Group Inc. Aerospace & Defense 
Senior Secured Second Lien Term Loan LIBOR + 9.250%, 1.000% Floor(8)
 7/12/2022 15,000,000
 15,000,000
 15,300,000
 2.0%
        15,000,000
 15,000,000
 15,300,000
  
LSF9 Atlantis Holdings, LLC Retail 
Senior Secured First Lien Term Loan LIBOR + 6.000%, 1.000% Floor(4) (8)
 5/1/2023 11,378,438
 11,285,388
 11,402,334
 1.5%
        11,378,438
 11,285,388
 11,402,334
  
LTCG Holdings Corp. Banking, Finance, Insurance & Real Estate 
Senior Secured First Lien Term Loan LIBOR + 5.000%, 1.000% Floor(3)
 6/6/2020 2,838,571
 2,831,497
 2,716,513
 0.4%
        2,838,571
 2,831,497
 2,716,513
  
Magnetite XIX, Limited Multi-Sector Holdings 
Subordinated Note LIBOR + 7.610%(1) (3) (6) (9) (10)
 7/17/2030 2,000,000
 1,875,000
 1,875,000
 0.2%
    
Subordinated Note effective yield 14.525%(1) (4) (6) (9) (10)
 7/17/2030 13,730,209
 12,256,271
 12,255,585
 1.6%
        15,730,209
 14,131,271
 14,130,585
  
Nathan's Famous Inc. Beverage & Food 
Senior Secured First Lien Note 10.000% (6)
 3/15/2020 7,000,000
 7,000,000
 7,333,900
 1.0%
        7,000,000
 7,000,000
 7,333,900
  
Nation Safe Drivers Holdings, Inc. Banking, Finance, Insurance & Real Estate 
Senior Secured Second Lien Term Loan LIBOR + 8.000%, 2.000% Floor(3) (4)
 9/29/2020 20,676,479
 20,676,479
 20,676,479
 2.7%
        20,676,479
 20,676,479
 20,676,479
  
New Media Holdings II, LLC Media: Advertising, Printing & Publishing 
Senior Secured First Lien Term Loan LIBOR + 6.250%, 1.000% Floor(3) (4) (13)
 6/4/2020 15,917,083
 15,906,377
 15,917,083
 2.1%
        15,917,083
 15,906,377
 15,917,083
  
Novetta Solutions, LLC High Tech Industries 
Senior Secured Second Lien Term Loan LIBOR + 8.500%, 1.000% Floor(3)
 10/16/2023 11,000,000
 10,912,965
 10,688,700
 1.4%
        11,000,000
 10,912,965
 10,688,700
  
Nuspire, LLC High Tech Industries 
Senior Secured First Lien Term Loan LIBOR + 6.500%, 1.000% Floor(3) (4) (5)
 11/8/2022 6,310,000
 6,310,000
 6,310,000
 0.8%
        6,310,000
 6,310,000
 6,310,000
  
Omnitracs, Inc. Telecommunications 
Senior Secured Second Lien Term Loan LIBOR + 7.750%, 1.000% Floor(3)
 5/25/2021 7,000,000
 7,009,593
 7,000,000
 0.9%
        7,000,000
 7,009,593
 7,000,000
  
Oxford Mining Company, LLC Metals & Mining 
Senior Secured First Lien Term Loan LIBOR + 8.500%, 0.750% Floor, 3.000% PIK(3) (4)
 12/31/2018 12,441,670
 12,441,670
 12,441,670
 1.6%
    
Senior Secured First Lien Term Loan LIBOR + 8.500%, 0.750% Floor, 3.000% PIK(3) (4)
 12/31/2018 8,685,661
 8,685,661
 8,685,661
 1.1%
        21,127,331
 21,127,331
 21,127,331
  
Path Medical, LLC Healthcare & Pharmaceuticals 
Senior Secured First Lien Term Loan LIBOR + 9.500%, 1.000% Floor(3) (4)
 10/11/2021 15,020,737
 14,512,340
 15,100,346
 2.0%
    
Warrants (4) (7)
   
 669,709
 111,251
 0.0%
        15,020,737
 15,182,049
 15,211,597
  
Payless Holdings LLC Retail 
Equity/Warrants(6) (7)
   
 543,120
 543,152
 0.1%
        
 543,120
 543,152
  
Petco Animal Supplies, Inc. Retail 
Senior Secured First Lien Term Loan LIBOR + 3.000%, 1.000% Floor(3) (13)
 1/26/2023 1,989,899
 1,842,819
 1,637,488
 0.2%
        1,989,899
 1,842,819
 1,637,488
  
PetroChoice Holdings, Inc. Chemicals, Plastics & Rubber 
Senior Secured Second Lien Term Loan LIBOR + 8.750%, 1.000% Floor(3) (4) (11)
 9/3/2023 9,000,000
 9,000,000
 9,000,000
 1.2%


Company(1)
 Industry 
Type of Investment(18)
 Maturity Par
Amount
 Cost Fair Value 
% of Net Assets(2)
        9,000,000
 9,000,000
 9,000,000
  
Preferred Proppants, LLC Energy: Oil & Gas 
Senior Secured First Lien Term Loan LIBOR + 5.750%, 1.000% Floor(3)
 7/27/2020 6,797,322
 5,522,444
 6,248,098
 0.8%
        6,797,322
 5,522,444
 6,248,098
  
Press Ganey Holdings, Inc Healthcare & Pharmaceuticals 
Senior Secured Second Lien Term Loan LIBOR + 7.250%, 1.000% Floor(8)
 10/21/2024 13,000,000
 13,088,767
 13,044,200
 1.7%
        13,000,000
 13,088,767
 13,044,200
  
PT Network, LLC Healthcare & Pharmaceuticals 
Senior Secured First Lien Term Loan LIBOR + 6.500%, 1.000% Floor(3) (4) (5)
 11/30/2021 5,781,667
 5,781,667
 5,843,517
 0.8%
        5,781,667
 5,781,667
 5,843,517
  
Reddy Ice Corporation Beverage & Food 
Senior Secured Second Lien Term Loan LIBOR + 9.500%, 1.250% Floor(3) (4)
 10/1/2019 2,000,000
 2,000,000
 1,896,200
 0.2%
        2,000,000
 2,000,000
 1,896,200
  
Research Now Group, Inc. Services: Business 
Senior Secured Second Lien Term Loan LIBOR + 8.750%, 1.000% Floor(3)
 3/18/2022 15,000,000
 15,000,000
 15,000,000
 2.0%
        15,000,000
 15,000,000
 15,000,000
  
Resolute Investment Managers, Inc. Banking, Finance, Insurance & Real Estate 
Senior Secured Second Lien Term Loan LIBOR + 8.750%, 1.000% Floor(3) (13)
 4/30/2023 6,000,000
 5,913,767
 6,000,000
 0.8%
        6,000,000
 5,913,767
 6,000,000
  
Rhombus Cinema Holdings, LP Media: Diversified & Production 
Preferred Equity 10.000% PIK(4) (6)
   
 4,584,207
 5,530,911
 0.7%
    
Equity (4) (6) (7)
   
 3,162,793
 2,917,139
 0.4%
        
 7,747,000
 8,448,050
  
SavATree, LLC Environmental Industries 
Senior Secured First Lien Term Loan LIBOR + 5.250%, 1.000% Floor(4) (5) (8)
 6/2/2022 2,881,667
 2,881,667
 2,881,667
 0.4%
        2,881,667
 2,881,667
 2,881,667
  
SFP Holding, Inc. Construction & Building 
Senior Secured First Lien Term Loans LIBOR + 6.250%, 1.000% Floor(3) (4) (5)
 9/1/2022 4,277,778
 4,277,778
 4,277,778
 0.6%
    
Equity(4) (6) (7)
   
 400,000
 400,000
 0.1%
        4,277,778
 4,677,778
 4,677,778
  
Ship Supply Acquisition Corporation Services: Business 
Senior Secured First Lien Term Loan LIBOR + 8.000%, 1.000% Floor(3) (4)
 7/31/2020 22,500,000
 22,500,000
 21,584,250
 2.8%
        22,500,000
 22,500,000
 21,584,250
  
Simplified Logistics, LLC Services: Business 
Senior Secured First Lien Term Loan LIBOR + 6.500%, 1.000% Floor(3) (4)
 2/28/2022 7,462,500
 7,462,500
 7,534,886
 1.0%
        7,462,500
 7,462,500
 7,534,886
  
Sizzling Platter, LLC Hotel, Gaming & Leisure 
Senior Secured First Lien Term Loan LIBOR + 7.500%, 1.000% Floor(8)
 4/28/2020 15,000,000
 15,000,000
 15,000,000
 2.0%
        15,000,000
 15,000,000
 15,000,000
  
SMART Financial Operations, LLC Retail 
Senior Secured First Lien Term Loan LIBOR + 10.000%, 1.000% Floor(3) (4) (5)
 11/22/2021 3,700,000
 3,700,000
 3,798,000
 0.5%
    
Equity (4) (6) (7)
   
 1,000,000
 1,050,000
 0.1%
        3,700,000
 4,700,000
 4,848,000
  
Southwest Dealer Services, Inc. Automotive 
Senior Secured First Lien Term Loan LIBOR + 6.000%, 1.000% Floor(3) (4)
 6/2/2022 4,869,375
 4,869,375
 4,869,375
 0.6%
        4,869,375
 4,869,375
 4,869,375
  
SRS Software, LLC High Tech Industries 
Senior Secured First Lien Term Loan LIBOR + 7.000%, 1.000% Floor(3) (4) (5)
 2/17/2022 19,402,500
 19,402,500
 19,571,302
 2.6%
        19,402,500
 19,402,500
 19,571,302
  
Starfish Holdco LLC High Tech Industries 
Senior Secured Second Lien Term Loans LIBOR + 9.000%, 1.000% Floor(3) (4)
 8/18/2025 4,000,000
 3,940,462
 3,940,000
 0.5%

Company(1)(2)

 

Industry

 

Type of Investment

 

Maturity

 

Par Amount

  

Cost

  

Fair Value

  

% of Net Assets(3)

 

K&N Parent, Inc.

 

Automotive

 

Senior Secured First Lien Term Loan LIBOR + 4.750%, 1.000% Floor (7)

 

10/20/2023

  7,985,597   7,666,174   7,682,145   1.4%
    

Senior Secured Second Lien Term Loan LIBOR + 8.750%, 1.000% Floor (7)

 

10/21/2024

  2,000,000   1,733,573   1,678,800   0.3%
         9,985,597   9,399,747   9,360,945     

Keystone Acquisition Corp.

 

Healthcare & Pharmaceuticals

 

Senior Secured First Lien Term Loan LIBOR + 5.250%, 1.000% Floor (4) (5)

 

5/1/2024

  1,774,910   1,734,493   1,743,849   0.3%
    

Senior Secured Second Lien Term Loan LIBOR + 9.250%, 1.000% Floor (4) (5)

 

5/1/2025

  7,000,000   6,930,548   6,865,600   1.2%
         8,774,910   8,665,041   8,609,449     

KNB Holdings Corporation

 

Consumer Goods: Durable

 

Senior Secured First Lien Term Loan LIBOR + 5.500%, 1.000% Floor (7)

 

4/26/2024

  1,959,459   1,475,893   1,763,514   0.3%
         1,959,459   1,475,893   1,763,514     

Lifestyle Intermediate II, LLC

 

Consumer Goods: Durable

 

Senior Secured First Lien Term Loan LIBOR + 7.000%, 1.000% Floor (5) (11)

 

1/26/2026

  3,901,177   3,901,177   3,901,177   0.7%
         3,901,177   3,901,177   3,901,177     

LogMeIn, Inc.

 

High Tech Industries

 

Senior Secured First Lien Term Loan LIBOR + 4.750%, 1.000% Floor (5) (7)

 

8/31/2027

  1,990,000   1,965,323   1,986,816   0.4%
         1,990,000   1,965,323   1,986,816     

Magnetite XIX, Limited

 

Multi-Sector Holdings

 

Subordinated Notes LIBOR + 8.770% (4) (8) (9) (10)

 

4/17/2034

  5,250,000   5,092,500   5,250,000   0.9%
    

Subordinated Notes 10.563% effective yield (5) (8) (9) (10)

 

7/17/2030

  13,730,209   8,691,428   8,702,206   1.6%
         18,980,209   13,783,928   13,952,206     

Novetta Solutions, LLC

 

High Tech Industries

 

Senior Secured First Lien Term Loan LIBOR + 5.000%, 1.000% Floor (4) (5)

 

10/17/2022

  1,552,564   1,523,928   1,546,819   0.3%
    

Senior Secured Second Lien Term Loan LIBOR + 8.500%, 1.000% Floor (4) (5)

 

10/16/2023

  9,058,824   9,024,952   8,912,071   1.6%
         10,611,388   10,548,880   10,458,890     

Offen Inc.

 

Transportation: Cargo

 

Senior Secured First Lien Term Loan LIBOR + 5.000% (5) (7)

 

6/21/2026

  3,936,353   3,908,162   3,911,948   0.7%
         3,936,353   3,908,162   3,911,948     

Path Medical, LLC

 

Healthcare & Pharmaceuticals

 

Senior Secured First Lien Term Loan LIBOR + 13.000%, 1.000% Floor, PIK (4) (5) (6) (7)

 

10/11/2021

  11,531,613   8,860,931      %
    

Senior Secured First Lien Term Loan LIBOR + 9.500%, 1.000% Floor, PIK (4) (5) (6) (7)

 

10/11/2021

  8,371,833   8,153,509   7,116,058   1.3%
    

Warrants - 36,716 warrants (5) (13)

 

1/9/2027

     669,709      %
         19,903,446   17,684,149   7,116,058     

PetroChoice Holdings, Inc.

 

Chemicals, Plastics & Rubber

 

Senior Secured Second Lien Term Loan LIBOR + 8.750%, 1.000% Floor (4) (5)

 

8/21/2023

  9,000,000   9,000,000   8,241,300   1.5%
         9,000,000   9,000,000   8,241,300     

Polymer Solutions Group Holdings, LLC

 

Chemicals, Plastics & Rubber

 

Senior Secured First Lien Term Loan LIBOR + 7.000%, 1.000% Floor (5) (7)

 

1/1/2023

  1,047,621   1,047,621   1,034,002   0.2%
         1,047,621   1,047,621   1,034,002     

Proppants Holdings, LLC

 

Energy: Oil & Gas

 

Common Units - 1,506,254 units (13)

     890,481   18,828     
    

Common Units - 161,852 units (13)

     8,832      %
            899,313   18,828     

PT Network, LLC

 

Healthcare & Pharmaceuticals

 

Senior Secured First Lien Term Loan LIBOR + 5.500%, 1.000% Floor, 2.00% PIK (5) (14)

 

11/30/2023

  8,115,129   7,829,553   8,028,297   1.4%
    

Membership Units - 1.441 units (5) (13)

           %
         8,115,129   7,829,553   8,028,297     

RA Outdoors, LLC

 

High Tech Industries

 

Senior Secured First Lien Term Loan LIBOR + 6.750%, 1.000% Floor (5) (7) (11)

 

4/8/2026

  18,765,432   18,765,432   18,577,778   3.4%
         18,765,432   18,765,432   18,577,778     

F-8
Company(1)
 Industry 
Type of Investment(18)
 Maturity Par
Amount
 Cost Fair Value 
% of Net Assets(2)
        4,000,000

3,940,462
 3,940,000
  
Survey Sampling International, LLC Services: Business 
Senior Secured Second Lien Term Loan LIBOR + 9.000%, 1.000% Floor(3) (4)
 12/16/2021 24,000,000
 24,000,000
 24,000,000
 3.2%
        24,000,000
 24,000,000
 24,000,000
  
TCH-2 Holdings, LLC Hotel, Gaming & Leisure 
Senior Secured Second Lien Term Loan LIBOR + 7.750%, 1.000% Floor(8) (13)
 11/6/2021 3,636,364
 3,601,422
 3,672,727
 0.5%
        3,636,364
 3,601,422
 3,672,727
  
Techniplas, LLC Automotive 
Senior Secured First Lien Note 10.000%(9) (14)
 5/1/2020 6,000,000
 6,000,000
 4,189,800
 0.6%
        6,000,000
 6,000,000
 4,189,800
  
The Garretson Resolution Group, Inc. Services: Business 
Senior Secured First Lien Term Loan LIBOR + 6.500%, 1.000% Floor(3) (4)
 5/24/2021 9,437,500
 9,406,086
 9,496,956
 1.2%
        9,437,500
 9,406,086
 9,496,956
  
Touchtunes Interactive Networks, Inc. Media: Diversified & Production 
Senior Secured Second Lien Term Loan LIBOR + 8.250%, 1.000% Floor(3) (4) (13)
 5/27/2022 7,500,000
 7,500,000
 7,462,500
 1.0%
        7,500,000
 7,500,000
 7,462,500
  
Transocean Phoenix 2 Ltd. Energy: Oil & Gas 
Senior Secured First Lien Note 7.750%(4) (9) (14)
 10/15/2024 7,125,000
 7,018,130
 7,664,363
 1.0%
        7,125,000
 7,018,130
 7,664,363
  
Truco Enterprises, LP Beverage & Food 
Senior Secured First Lien Term Loan LIBOR + 7.220%, 1.000% Floor(4) (8)
 4/26/2021 9,776,362
 9,776,362
 9,776,362
 1.3%
        9,776,362
 9,776,362
 9,776,362
  
True Religion Apparel, Inc. Retail 
Senior Secured Second Lien Term Loan LIBOR + 10.000%, 1.000% Floor(3) (12)
 1/30/2020 4,000,000
 3,918,977
 
 0.0%
        4,000,000
 3,918,977
 
  
U.S. Auto Sales Inc. Banking, Finance, Insurance & Real Estate 
Senior Secured Second Lien Term Loan LIBOR + 11.750%, 1.000% Floor(4) (8) (11) 
 6/8/2020 5,500,000
 5,500,000
 5,544,550
 0.7%
        5,500,000
 5,500,000
 5,544,550
  
U.S. Well Services, LLC Energy: Oil & Gas 
Warrants (6) (7)
 2/21/2019 
 173
 
 0.0%
        
 173
 
  
Valence Surface Technologies, Inc. Aerospace & Defense 
Senior Secured First Lien Term Loan LIBOR + 5.500%, 1.000% Floor(3) (4)
 6/13/2019 4,135,134
 4,125,602
 4,083,031
 0.5%
        4,135,134
 4,125,602
 4,083,031
  
Velocity Pooling Vehicle, LLC Automotive 
Senior Secured First Lien Term Loans LIBOR + 4.000%, 1.000% Floor(4) (15)
 5/14/2021 1,683,230
 958,901
 938,401
 0.1%
    
Senior Secured Second Lien Term Loan LIBOR + 7.250%, 1.000% Floor(4) (15)
 5/13/2022 20,625,000
 18,636,527
 3,506,250
 0.5%
        22,308,230
 19,595,428
 4,444,651
  
Verso Corporation Media: Advertising, Printing & Publishing 
Common Stock (7) (16)
   
 2,238,108
 949,331
 0.1%
        
 2,238,108
 949,331
  
VOYA CLO 2016-2, LTD. Multi-Sector Holdings 
Subordinated Note 11.488% effective yield(1) (4) (6) (9) (10) 
 7/19/2028 22,842,661
 19,065,140
 16,417,021
 2.2%
        22,842,661
 19,065,140
 16,417,021
  
Watermill-QMC Holdings, Corp. Automotive 
Partnership Interest (4) (6) (7)
   
 902,277
 1,170,254
 0.2%
        
 902,277
 1,170,254
  
YRC Worldwide Inc. Transportation: Cargo 
Senior Secured First Lien Term Loans LIBOR + 7.500%, 1.000% Floor(3)
 7/26/2022 10,620,778
 10,374,269
 10,370,127
 1.4%
        10,620,778
 10,374,269
 10,370,127
  


Company(1)
 Industry 
Type of Investment(18)
 Maturity Par
Amount
 Cost Fair Value 
% of Net Assets(2)
Z Gallerie, LLC Retail 
Senior Secured First Lien Term Loan LIBOR + 6.500%, 1.000% Floor(4) (8)
 10/8/2020 4,646,901
 4,618,125
 4,646,901
 0.6%
        4,646,901
 4,618,125
 4,646,901
  
                
Total non-controlled/non-affiliated investments   

$969,097,460  $926,968,867 121.9%
        
 

   
Controlled/affiliated investments – 18.4%(17)
       
 
  
AAR Intermediate Holdings, LLC Energy: Oil & Gas 
Senior Secured First Lien Term Loans LIBOR + 5.000%, 1.000% Floor(3) (4) (5)
 9/30/2021 3,144,481
 3,144,481
 3,144,481
 0.4%
    
Senior Secured First Lien Term Loans LIBOR + 8.000%, 1.000% Floor, PIK (3) (4) 
 9/30/2021 6,911,202
 5,848,310
 6,911,202
 0.9%
    
 Membership Units (4) (6) (7)
   
 
 
 0.0%
        10,055,683
 8,992,791
 10,055,683
  
Access Media Holdings, LLC Media: Broadcasting & Subscription 
Senior Secured First Lien Term Loan 5.000%, 5.000% PIK(4)
 7/22/2020 7,297,959
 7,297,959
 7,297,959
 1.0%
    
Common Stock (4) (6) (7)
   
 
 
 0.0%
    
Preferred Equity Series A (4) (6) (7) 
   
 1,400,000
 
 0.0%
    
Preferred Equity Series AA (4) (6) (7) 
   
 700,000
 
 0.0%
    
Preferred Equity Series AAA (4) (6) (7) 
   
 317,800
 158,900
 0.0%
        7,297,959
 9,715,759
 7,456,859
  
Capstone Nutrition, Inc. Healthcare & Pharmaceuticals 
Senior Secured First Lien Term Loan LIBOR + 12.500%, 1.000% Floor, PIK(3) (4) (12) 
 9/25/2020 28,071,914
 22,489,086
 19,344,356
 2.5%
    
Common Stock (4) (6) (7)
   
 9
 
 0.0%
    
Common Stock, Class B (4) (6)(7)
   
 
 
 0.0%
    
Common Stock, Class C (4) (6)(7)
   
 300,002
 
 0.0%
        28,071,914
 22,789,097
 19,344,356
  
MCM Capital Office Park Holdings LLC Banking, Finance, Insurance & Real Estate 
Equity (6) (7)
   
 7,032,468
 7,032,468
 0.9%
        
 7,032,468
 7,032,468
  
Nomida, LLC Construction & Building 
Senior Secured First Lien Term Loan 10.000%(6)
 12/1/2020 3,700,000
 3,700,000
 3,700,000
 0.5%
    
Equity (6) (7)
   
 5,400,000
 5,400,000
 0.7%
        3,700,000
 9,100,000
 9,100,000
  
Sierra Senior Loan Strategy JV I LLC Multi-Sector Holdings 
Equity (5)(6)
   72,991,250
 72,991,250
 72,086,943
 9.5%
        72,991,250
 72,991,250
 72,086,943
  
TwentyEighty, Inc. Services: Business 
Senior Secured First Lien Term Loan 1.000%, 7.000% PIK(3)
 3/31/2020 6,579,632
 6,579,632
 6,579,632
 0.9%
    
Senior Secured First Lien Term Loan 0.250%, 8.750% PIK(3)
 3/31/2020 5,990,198
 5,442,414
 5,363,024
 0.7%
    
Senior Secured First Lien Term Loan LIBOR + 3.500%, 1.000% Floor, 4.500% PIK(3) (5) 
 3/31/2020 3,074,260
 3,059,174
 3,074,260
 0.4%
    
Equity/Warrants (6) (7)
   
 
 
 0.0%
        15,644,090
 15,081,220
 15,016,916
  
                
Total controlled/affiliated investments    $145,702,585 $140,093,225  18.4%
               

Company(1)(2)

 

Industry

 

Type of Investment

 

Maturity

 

Par Amount

  

Cost

  

Fair Value

  

% of Net Assets(3)

 

RateGain Technologies, Inc.

 

Hotel, Gaming & Leisure

 

Subordinated Notes (5) (13) (12)

 

7/31/2020

  386,854   363,936      %
    

Subordinated Notes (5) (13)

 

7/31/2021

  476,190   476,191      %
         863,044   840,127        

Redwood Services Group, LLC

 

Services: Business

 

Senior Secured First Lien Term Loan LIBOR + 8.500%, 1.000% Floor (4) (5)

 

6/6/2023

  3,980,000   3,980,000   3,980,000   0.7%
    

Senior Secured First Lien Term Loan LIBOR + 6.000%, 1.000% Floor (5) (7)

 

6/6/2023

  22,493,469   22,493,469   22,077,340   4.0%
    

Senior Secured First Lien Term Loan LIBOR + 8.500%, 1.000% Floor (5) (7)

 

6/6/2023

  730,356   716,443   730,356   0.1%
         27,203,825   27,189,912   26,787,696     

Resolute Investment Managers, Inc.

 

Banking, Finance, Insurance & Real Estate

 

Senior Secured Second Lien Term Loan LIBOR + 8.000%, 1.000% Floor (4) (5)

 

4/30/2025

  6,000,000   5,974,106   6,060,000   1.1%
         6,000,000   5,974,106   6,060,000     

Rhombus Cinema Holdings, LP

 

Media: Diversified & Production

 

Preferred Equity - 7,449 shares 10.000% PIK (5) (6) (13)

     4,584,207      %
    

Common Units - 3,163 units (5) (13)

     2,864,831      %
    

Common Units - 3,163 units (5) (13)

     297,962      %
            7,747,000        

RTIC Subsidiary Holdings, LLC

 

Consumer Goods: Durable

 

Senior Secured First Lien Term Loan LIBOR + 7.750%, 1.250% Floor (4) (5)

 

9/1/2025

  9,875,000   9,875,000   9,950,050   1.8%
    

Revolving Credit Facility LIBOR + 7.750%, 1.250% Floor (4) (5) (7) (11)

 

9/1/2025

  793,651   793,651   785,714   0.1%
    

Preferred Class A units - 145.347 units (13)

     145,347   145,347   %
    

Preferred Class B units - 145.347 units (13)

     145,347   145,347   %
    

Common units - 153 units (13)

     15,300   28,610   %
         10,668,651   10,974,645   11,055,068     

SavATree, LLC

 

Environmental Industries

 

Senior Secured First Lien Term Loan LIBOR + 5.000%, 1.000% Floor (4) (5)

 

6/2/2022

  4,261,924   4,261,924   4,261,924   0.8%
         4,261,924   4,261,924   4,261,924     

SFP Holding, Inc.

 

Construction & Building

 

Senior Secured First Lien Term Loan LIBOR + 6.250%, 1.000% Floor (4) (5) (11)

 

9/1/2022

  23,540,101   23,523,664   23,540,101   4.3%
    

Equity - 0.94% of outstanding equity (5) (13)

     788,116   866,928   0.2%
         23,540,101   24,311,780   24,407,029     

Simplified Logistics, LLC

 

Services: Business

 

Senior Secured First Lien Term Loan LIBOR + 6.500%, 1.000% Floor (4) (5) (11)

 

2/28/2022

  18,202,104   18,202,104   18,076,510   3.3%
         18,202,104   18,202,104   18,076,510     

SMART Financial Operations, LLC

 

Retail

 

Preferred Equity - 1,000,000 units (5) (13)

     1,000,000   490,000   0.1%
            1,000,000   490,000     

F-9
Company(1)
 Industry 
Type of Investment(18)
 Maturity Par
Amount
 Cost Fair Value 
% of Net Assets(2)
Money market fund – 2.5%
         1,114,800,045
 1,067,062,092
  
Federated Institutional Prime Obligations Fund(16)
   Money Market 1.190%   18,674,728
 18,674,728
 18,674,728
 2.5%
Total money market fund       

 $18,674,728 $18,674,728 2.5%
                
Derivative Instrument - Long Exposure    Initial Notional Cost Unrealized Appreciation/(Depreciation) 
Total return swap with Citibank, N.A. (Note 5)   Total Return Swap    218,959,901  (5,483,594)-0.7%
Total derivative instrument - long exposure      218,959,901  (5,483,594)-0.7%


Company(1)(2)

 

Industry

 

Type of Investment

 

Maturity

 

Par Amount

  

Cost

  

Fair Value

  

% of Net Assets(3)

 

Smile Doctors, LLC

 

Healthcare & Pharmaceuticals

 

Senior Secured First Lien Term Loan LIBOR + 6.000%, 1.000% Floor (4) (5)

 

10/6/2022

  13,735,950   13,721,574   13,554,635   2.4%
         13,735,950   13,721,574   13,554,635     

Software Luxembourg Intermediate S.À R.L.

 

Services: Business

 

Senior Secured First Lien Term Loan LIBOR + 7.500%, 1.000% Floor (4) (5)

 

4/27/2025

  4,000,000   4,010,539   4,000,000   0.7%
         4,000,000   4,010,539   4,000,000     

Sound Point CLO XX, Ltd.

 

Multi-Sector Holdings

 

Subordinated Notes 9.080% effective yield (5) (8) (9) (10)

 

7/26/2031

  4,489,000   3,279,007   2,627,412   0.5%
         4,489,000   3,279,007   2,627,412     

Team Car Care, LLC

 

Automotive

 

Senior Secured First Lien Term Loan LIBOR + 8.000%, 1.000% Floor (4) (5)

 

2/23/2023

  13,211,493   13,211,493   13,173,179   2.4%
         13,211,493   13,211,493   13,173,179     

Team Services Group

 

Services: Consumer

 

Senior Secured First Lien Term Loan LIBOR + 5.000%, 1.000% Floor (5) (7)

 

12/20/2027

  4,987,500   4,846,593   4,962,562   0.9%
    

Senior Secured Second Lien Term Loan LIBOR + 9.000%, 1.000% Floor (5) (7)

 

12/18/2028

  5,000,000   4,857,634   4,975,000   0.9%
         9,987,500   9,704,227   9,937,562     

The Octave Music Group, Inc.

 

Media: Diversified & Production

 

Senior Secured First Lien Term Loan LIBOR + 5.250%, 1.000% Floor, 0.75% PIK (5) (7)

 

5/29/2025

  7,724,138   7,665,995   7,531,034   1.4%
         7,724,138   7,665,995   7,531,034     

Thermacell Repellents, Inc.

 

Consumer Goods: Durable

 

Revolving Credit Facility LIBOR + 6.250%, 1.000% Floor (5) (11)

 

12/4/2026

  1,045,000   1,024,522   1,023,000   0.2%
    

Senior Secured First Lien Term Loan LIBOR + 6.250%, 1.000% Floor (5) (7)

 

12/4/2026

  2,787,150   2,761,207   2,759,279   0.5%
         3,832,150   3,785,729   3,782,279     

Time Manufacturing Acquisition, LLC

 

Capital Equipment

 

Senior Secured First Lien Term Loan LIBOR + 5.000%, 1.000% Floor (5)

 

2/3/2023

  2,459,435   2,459,249   2,454,024   0.4%
         2,459,435   2,459,249   2,454,024     

True Religion Apparel, Inc.

 

Retail

 

Common units - 2.713 units (13)

             %
    

Preferred Equity - 2.818 units (13)

     12,094      %
            12,094        

Velocity Pooling Vehicle, LLC

 

Automotive

 

Senior Secured First Lien Term Loan LIBOR + 11.000%, 1.000% Floor (4) (5)

 

4/28/2023

  871,784   844,936   871,784   0.2%
    

Common Units - 4,676 units (5) (13)

     259,938   23,380   %
    

Warrants - 5,591 warrants (5) (13)

 

3/30/2028

     310,802   27,955   %
         871,784   1,415,676   923,119     

Vision Solutions, Inc.

 

High Tech Industries

 

Senior Secured Second Lien Term Loan LIBOR + 7.250%, 1.000% Floor, 0.75%

 

4/23/2029

  5,000,000   4,950,000   4,962,500   0.9%
         5,000,000   4,950,000   4,962,500     

VOYA CLO 2015-2, LTD.

 

Multi-Sector Holdings

 

Subordinated Notes 2.759% effective yield (5) (8) (9) (10)

 

7/19/2028

  10,735,659   5,091,271   3,785,393   0.7%
         10,735,659   5,091,271   3,785,393     

VOYA CLO 2016-2, LTD.

 

Multi-Sector Holdings

 

Subordinated Notes 4.334% effective yield (5) (8) (9) (10)

 

7/19/2028

  11,088,290   6,653,707   5,007,472   0.9%
         11,088,290   6,653,707   5,007,472     

Walker Edison Furniture Company LLC

 

Consumer Goods: Durable

 

Common Units - 2,000 units (5) (13)

        12,197,487   2.2%
               12,197,487     

Watermill-QMC Midco, Inc.

 

Automotive

 

Equity - 1.62% partnership interest (5) (13)

     902,277      %
            902,277        

Wawona Delaware Holdings, LLC

 

Beverage & Food

 

Senior Secured First Lien Term Loan LIBOR + 4.750% (4) (5)

 

9/11/2026

  45,050   42,957   42,122   %
         45,050   42,957   42,122     

West Dermatology, LLC

 

Healthcare & Pharmaceuticals

 

Senior Secured First Lien Term Loan LIBOR + 7.500%, 1.000% Floor (4) (5) (11)

 

2/11/2025

  723,038   731,502   743,290   0.1%
    

Revolving Credit Facility LIBOR + 6.000%, 1.000% Floor, 0.75% PIK (4) (5)

 

2/11/2025

  1,662,538   1,662,538   1,619,478   0.3%
    

Senior Secured First Lien Term Loan LIBOR + 6.000%, 1.000% Floor, 0.750% PIK (4) (5) (11)

 

2/11/2025

  4,730,249   4,727,780   4,609,628   0.8%
         7,115,825   7,121,820   6,972,396     

Wok Holdings Inc.

 

Retail

 

Senior Secured First Lien Term Loan LIBOR + 6.250% (5) (7)

 

3/1/2026

  48,875   34,174   48,171   %
         48,875   34,174   48,171     
                       

Total non-controlled/non-affiliated investments

     $512,940,700  $497,021,783   89.7%

Company(1)(2)

 

Industry

 

Type of Investment

 

Maturity

 

Par Amount

  

Cost

  

Fair Value

  

% of Net Assets(3)

 

Controlled/affiliated investments –

 

24.3%

                  

1888 Industrial Services, LLC

 

Energy: Oil & Gas

 

Revolving Credit Facility LIBOR + 5.000%, 1.000% Floor (4) (5) (11)

 

9/30/2021

  1,243,924   1,243,924   1,243,924   0.2%
    

Senior Secured First Lien Term Loan LIBOR + 5.000%, 1.000% Floor (5) (6) (7)

 

9/30/2021

  431,176   431,176   431,176   0.1%
    

Senior Secured First Lien Term Loan LIBOR + 5.000%, 1.000% Floor, PIK (4) (5) (6)

 

9/30/2021

  3,642,176   3,315,574      %
    

Senior Secured First Lien Term Loan LIBOR + 8.000%, 1.000% Floor, PIK (4) (5) (6)

 

9/30/2021

  9,711,916   6,816,029      %
    

Units - 6,122.765 units (5) (9) (13)

           %
         15,029,192   11,806,703   1,675,100     

Black Angus Steakhouses, LLC

 

Hotel, Gaming & Leisure

 

Senior Secured First Lien Term Loan LIBOR + 9.000%, 1.000% Floor, PIK (4) (5) (6)

 

6/30/2022

  22,681,178   20,457,589   9,072,471   1.6%
    

Senior Secured First Lien Term Loan LIBOR + 9.000%, 1.000% Floor (4) (5)

 

6/30/2022

  1,897,321   1,897,321   1,897,321   0.3%
    

Senior Secured First Lien Term Loan LIBOR + 9.000%, 1.000% Floor (5) (7) (11)

 

6/30/2022

  3,750,000   3,750,000   3,750,000   0.7%
    

Equity - 44.60% of outstanding equity (5) (9) (13)

           %
         28,328,499   26,104,910   14,719,792     

Caddo Investors Holdings 1 LLC

 

Forest Products & Paper

 

Equity - 12.250% LLC Interest (5) (16)

     5,072,149   6,797,899   1.2%
            5,072,149   6,797,899     

Charming Charlie LLC

 

Retail

 

Senior Secured First Lien Delayed Draw Term Loan 20.000% (6) (12)

 

5/28/2022

  769,967   769,968   396,225   0.1%
    

Senior Secured First Lien Term Loan LIBOR + 10.000%, 1.000% Floor (4) (6)

 

4/24/2023

  7,590,773   5,859,128      %
    

Senior Secured First Lien Term Loan 20.000% (6) (12)

 

5/15/2022

  138,517   138,517   71,281   %
    

Common Stock - 34,923,249 shares (9) (13)

           %
         8,499,257   6,767,613   467,506     

Dynamic Energy Services International LLC

 

Energy: Oil & Gas

 

Senior Secured First Lien Term Loan 13.500% PIK (4) (5) (6)

 

12/31/2021

  7,546,368   4,449,025      %
    

Common Units - 6,500,000 shares (5) (13)

           %
         7,546,368   4,449,025        

Kemmerer Operations, LLC

 

Metals & Mining

 

Senior Secured First Lien Term Loan 15.000% PIK (5)

 

6/21/2023

  2,294,047   2,294,047   2,294,047   0.4%
    

Senior Secured First Lien Delayed Draw Term Loan 15.000% PIK (5) (11)

 

6/21/2023

  288,614   288,614   288,614   0.1%
    

Common Units - 6.7797 units (5) (13)

     962,718   962,760   0.2%
         2,582,661   3,545,379   3,545,421     

MCM 500 East Pratt Holdings, LLC

 

Banking, Finance, Insurance & Real Estate

 

Equity - 5,000,000 units (9) (13)

     5,000,000   6,425,000   1.2%
            5,000,000   6,425,000     

MCM Capital Office Park Holdings LLC

 

Banking, Finance, Insurance & Real Estate

 

Equity - 7,500,000 units (9) (13)

     7,500,000   14,918,505   2.7%
            7,500,000   14,918,505     

Sierra Senior Loan Strategy JV I LLC

 

Multi-Sector Holdings

 

Equity - 89.01% ownership of SIC Senior Loan Strategy JV I LLC (5) (9) (16)

     110,050,000   85,775,721   15.5%
            110,050,000   85,775,721     
                       
                       

Total controlled/affiliated investments(15)

     $180,295,779  $134,324,944   24.3%
                       

Total investments

     $693,236,479  $631,346,727   114.0%
                       

Money Market Fund - 32.5%

                      

Federated Institutional Prime Obligations Fund

   

Money Market 0.010% (17)

 $6,419,651  $6,419,651  $6,419,651   1.2%

State Street Institutional Liquid Reserves Fund

   

Money Market 0.050% (17)

  14,095,548   14,099,419   14,096,958   2.5%

Total money market fund

 $20,515,199  $20,519,070  $20,516,609   3.7%

F-11

(1)

All of the Company's investments are domiciled in the United States except for Livingston International Inc., which is domiciled in Canada and AMMC CLO 17,22, Limited Series 2015-17A,2018-22A, AMMC CLO 23, Ltd. Series 2020-23A, Apidos CLO XXIV, Series 2016-24A, Dryden 38 Senior Loan Fund, Series 2015-38A, Dryden 43 Senior Loan Fund, Series 2016-43A, Dryden 49 Senior Loan Fund, 2017-49A, Magnetite XIX, Limited, Sound Point CLO XX, Ltd., VOYA CLO 2016-2, LTD., and VOYA CLO 2016-2,2015-2, LTD., which are all domiciled in the Cayman Islands. All foreign investments arewere denominated in US Dollars.

(2)

Percentage is based on net assets of $760,249,071 as of September 30, 2017.
(3)The interest rate on these loans is subject to a base rate plus 3 Month "3M" LIBOR, which at September 30, 2017 was 1.33%. As the interest rate is subject to a minimum LIBOR floor, the prevailing rate in effect at September 30, 2017 was the base rate plus the greater of the minimum LIBOR floor or 3M LIBOR.
(4)An affiliated fund that is managed by an affiliate of SIC Advisors LLC also holds an investment in this security.
(5)The investment has an unfunded commitment as of September 30, 2017. For further details, see Note 11. Fair value includes an analysis of the unfunded commitment.
(6)The investment is not a qualifying asset under Section 55 of the Investment Company Act of 1940 (the 1940 Act"). Non-qualifying assets represent 25.3% of the Company's portfolio at fair value.
(7)Security is non-income producing.
(8)The interest rate on these loans is subject to a base rate plus 1 Month "1M" LIBOR.
(9)Securities are exempt from registration under Rule 144A of the Securities Act of 1933. These securities represent a fair value of $99,914,056 or 13.1% of net assets as of September 30, 2017 and are considered restricted.
(10)This investment is in the equity class of a collateralized loan obligation (CLO"). The CLO equity investments are entitled to recurring distributions which are generally equal to the excess cash flow generated from the underlying investments after payment of the contractual payments to debt holders and fund expenses. The current estimated yield is based on the current projections of this excess cash flow taking into account assumptions that have been made regarding expected prepayments
(11)A portion of this investment was sold via a participation agreement. The listed amount is the portion retained by Sierra Income Corporation.
(12)The investment was on non-accrual status as of September 30, 2017.
(13)
Security is also held in the underlying portfolio of the total return swap with Citibank, N.A. (see Note 5). The Company's total exposure to Imagine! Print Solutions, Inc., Isola USA Corp., Keystone Acquisition Corp., Livingston International, Inc., New Media Holdings II, LLC, Petco Animal Supplies, Inc., PetroChoice Holdings, LLC, Resolute Investment Managers, Inc., TCH-2 Holdings, LLC, and Touchtunes Interactive Networks, Inc. is $14,740,900 or 1.9%, $8,238,783 or 1.1%, $9,206,000 or 1.2%, $4,574,511 or 0.6%, $16,867,022 or 2.2%, $10,377,191 or 1.4%, $13,974,684 or 1.8%, $7,918,793 or 1.0%, $6,834,490 or 0.9%, and $8,416,005 or 1.1%, respectively, of Net Assets as of September 30, 2017.

(14)Represents securities in Level 2 in the ASC 820 table (see Note 4).
(15)The interest rate on these loans is subject to a base rate plus 6 month "6M" LIBOR.
(16)Represents securities in Level 1 in the ASC 820 table (see Note 4).
(17)Control Investments are defined by the 1940 Act as investments in companies in which the Company owns more than 25% of the voting securities or maintains greater than 50% of the board representation.
(18)

Unless otherwise indicated, all securities are valued using significant unobservable inputs, which are categorized as Level 3 assets under the definition of ASC 820 fair value hierarchy.


See accompanying notes to consolidated financial statements.

Sierra Income Corporation
Consolidated Schedule of Investments
As of December 31, 2016

Company(1)
 Industry Type of Investment Maturity Par
Amount
 Cost Fair Value 
% of
Net Assets
(2)
Non-controlled/non-affiliated investments – 114.5%
          
AAAHI Acquisition Corporation Transportation: Consumer 
Senior Secured First Lien Term Loan LIBOR + 7.000%, 1.000% Floor(3)(4)(5) 
 12/15/2021 $7,280,374
 $7,280,374
 $7,280,374
 0.9%
        7,280,374
 7,280,374
 7,280,374
  
AAR Intermediate Holdings, LLC Energy: Oil & Gas 
Senior Secured First Lien Term Loan LIBOR + 5.000%, 1.000% Floor(3) (4) (5)  
 9/30/2021 150,935
 150,935
 150,935
 0.0%
    
Senior Secured First Lien Term Loan LIBOR + 5.000%, 1.000% Floor(3) (4)
 9/30/2021 3,144,481
 3,144,481
 3,144,481
 0.4%
    
Senior Secured First Lien Term Loan LIBOR + 8.000%, 1.000% Floor, PIK(3) (4)  
 9/30/2021 6,457,851
 5,254,799
 5,211,292
 0.7%
    
Membership Units (4) (6) (7)
   
 
 
 0.0%
        9,753,267
 8,550,215
 8,506,708
  
Access Media Holdings, LLC Media: Broadcasting & Subscription 
Senior Secured First Lien Term Loan 5.000%, 5.000% PIK(4)
 7/22/2020 7,026,014
 7,026,014
 6,868,420
 0.9%
    
Common Stock (4) (6) (7)
   
 
 
 0.0%
    
Preferred Equity Series A (4) (6) (7)  
   
 1,400,000
 
 0.0%
    
Preferred Equity Series AA (4) (6) (7)  
   
 647,500
 
 0.0%
        7,026,014
 9,073,514
 6,868,420
  
Advanced Diagnostic Holdings, LLC Healthcare & Pharmaceuticals 
Senior Secured First Lien Term Loan LIBOR + 8.750%, 0.875% Floor(3) (4)
 12/11/2020 15,262,608
 15,262,608
 15,567,860
 2.0%
        15,262,608
 15,262,608
 15,567,860
  
Alpha Media LLC Media: Broadcasting & Subscription 
Senior Secured First Lien Term Loan LIBOR 5 6.000%, 1.000% Floor(5)(8)
 2/25/2022 9,384,375
 9,012,061
 8,962,078
 1.2%
        9,384,375
 9,012,061
 8,962,078
  
Amerijet Holdings Inc. Transportation: Cargo 
Senior Secured First Lien Term Loan LIBOR + 8.000%, 1.000% Floor(3) (4)
 7/15/2021 16,087,500
 16,087,500
 16,087,500
 2.1%
        16,087,500
 16,087,500
 16,087,500
  
AMMC CLO 17, Limited Series 2015-17A Multi-Sector Holdings 
Subordinated Note 21.670% effective yield(6) (9) (10)  
 11/15/2027 5,000,000
 3,553,568
 4,181,250
 0.5%
        5,000,000
 3,553,568
 4,181,250
  
Anaren, Inc. Aerospace & Defense 
Senior Secured Second Lien Term Loan LIBOR + 8.250%, 1.000% Floor(3)
 8/18/2021 10,000,000
 9,929,667
 10,002,500
 1.3%
        10,000,000
 9,929,667
 10,002,500
  
APCO Holdings, Inc. Automotive 
Senior Secured First Lien Term Loan LIBOR + 6.000%, 1.000% Floor(4) (11)
 1/31/2022 4,351,318
 4,236,463
 4,369,201
 0.6%
        4,351,318
 4,236,463
 4,369,201
  
Apidos CLO XXIV, Series 2016-24A Multi-Sector Holdings 
Subordinated Note 16.535% effective yield(4) (6) (9) (10)  
 1/20/2023 25,471,800
 21,625,558
 21,977,069
 2.8%
        25,471,800
 21,625,558
 21,977,069
  
Associated Asphalt Partners, LLC Chemicals, Plastics & Rubber 
Senior Secured First Lien Note 8.500%(9)
 2/15/2018 1,778,000
 1,782,303
 1,795,780
 0.2%
        1,778,000
 1,782,303
 1,795,780
  
Astro AB Borrower, Inc. Banking, Finance, Insurance & Real Estate 
Senior Secured Second Lien Term Loan LIBOR + 8.750%, 1.000% Floor(3)(11)
 4/30/2023 6,000,000
 5,898,052
 6,060,000
 0.8%
        6,000,000
 5,898,052
 6,060,000
  

Company(1)
 Industry Type of Investment Maturity Par
Amount
 Cost Fair Value 
% of
Net Assets
(2)
Asurion, LLC Banking, Finance, Insurance & Real Estate 
Senior Secured Second Lien Term Loan LIBOR + 7.500%, 1.000% Floor(3)(11)
 3/3/2021 7,000,000
 6,952,364
 7,087,500
 0.9%
        7,000,000
 6,952,364
 7,087,500
  
Atrium Innovations, Inc. Healthcare & Pharmaceuticals 
Senior Secured Second Lien Term Loan LIBOR + 6.750%, 1.000% Floor (1)(3)(6) 
 8/13/2021 5,000,000
 4,982,828
 5,000,000
 0.6%
        5,000,000
 4,982,828
 5,000,000
  
Aviation Technical Services, Inc. Aerospace & Defense 
Senior Secured Second Lien Term Loan LIBOR + 8.500%, 1.000% Floor(3)(4)(17)  
 3/31/2022 25,000,000
 25,000,000
 25,500,000
 3.3%
        25,000,000
 25,000,000
 25,500,000
  
Backcountry.com, LLC Retail 
Senior Secured First Lien Term Loan LIBOR + 7.250%, 1.000% Floor(3) (4) (17)  
 6/30/2020 34,589,843
 34,589,843
 34,935,742
 4.5%
        34,589,843
 34,589,843
 34,935,742
  
Birch Communications, Inc. Telecommunications 
Senior Secured First Lien Term Loan LIBOR + 7.250%, 1.000% Floor(4) (8)
 7/17/2020 13,816,112
 13,647,092
 13,633,601
 1.8%
        13,816,112
 13,647,092
 13,633,601
  
Black Angus Steakhouses LLC Hotel, Gaming & Leisure 
Revolving Credit Facility LIBOR + 9.000%, 1.000% Floor(3) (4) (5) (17)
 4/24/2020 669,643
 669,643
 613,326
 0.1%
    
Senior Secured First Lien Term Loan LIBOR + 9.000%, 1.000% Floor(3) (4) (17)  
 4/24/2020 19,637,277
 19,637,277
 19,141,828
 2.5%
        20,306,920
 20,306,920
 19,755,154
  
Brundage-Bone Concrete Pumping, Inc. Construction & Building 
Senior Secured First Lien Note 10.375%(9)
 9/1/2021 7,500,000
 7,607,418
 8,025,000
 1.0%
        7,500,000
 7,607,418
 8,025,000
  
Charming Charlie LLC Retail 
Senior Secured First Lien Term Loan LIBOR + 8.000%, 1.000% Floor(3)
 12/24/2019 7,908,765
 7,920,847
 6,334,209
 0.8%
        7,908,765
 7,920,847
 6,334,209
  
ConvergeOne Holdings Corp. Telecommunications 
Senior Secured Second Lien Term Loan LIBOR + 9.000%, 1.000% Floor(3) (4) (11) 
 6/17/2021 12,500,000
 12,410,777
 12,500,000
 1.6%
        12,500,000
 12,410,777
 12,500,000
  
Cornerstone Chemical Company Chemicals, Plastics & Rubber 
Senior Secured First Lien Note 9.375%(9)
 3/15/2018 4,970,000
 4,874,178
 4,963,788
 0.6%
        4,970,000
 4,874,178
 4,963,788
  
CP Opco, LLC Services: Consumer 
Revolver LIBOR + 4.500%, 1.000% Floor(3) (4) (5)
 3/31/2019 128,039
 128,039
 128,039
 0.0%
    
Revolver ABR + 3.500%, 3.750% Floor(3) (4) (5)
 3/31/2019 210,935
 210,935
 210,935
 0.0%
    
Senior Secured First Lien Term Loan LIBOR + 6.500%, 1.000% Floor, PIK(3) (4)  
 3/31/2019 504,597
 504,597
 504,597
 0.1%
    
Senior Secured First Lien Term Loan LIBOR + 6.500%, 1.000% Floor, PIK(3) (4) 
 3/31/2019 210,249
 210,249
 210,249
 0.0%
    
Senior Secured First Lien Term Loan LIBOR + 9.500%, 1.000% Floor, PIK(3) (4) (12) 
 3/31/2019 1,487,033
 717,016
 743,516
 0.1%
    
Preferred Units LIBOR + 9.500%, 1.000% Floor, PIK(4) (12) 
 3/31/2019 205
 
 
 0.0%
    
Common Units (4) (7)
   
 
 
 0.0%
        2,541,058
 1,770,836
 1,797,336
  
CRGT Inc. High Tech Industries 
Senior Secured First Lien Term Loan LIBOR + 6.500%, 1.000% Floor(4) (8)
 12/19/2020 3,966,456
 3,966,456
 3,966,456
 0.5%

Company(1)
 Industry Type of Investment Maturity Par
Amount
 Cost Fair Value 
% of
Net Assets
(2)
        3,966,456
 3,966,456
 3,966,456
  
DHISCO Electronic Distribution, Inc. Hotel, Gaming & Leisure 
Senior Secured First Lien Term Loan LIBOR + 6.500%, 1.500% Floor(3) (4)
 11/10/2019 2,380,952
 2,380,952
 2,380,952
 0.3%
    
Senior Secured First Lien Term Loan LIBOR + 11.250% PIK, 1.500% Floor(3) (4) (12)
 11/10/2019 6,680,333
 2,940,892
 2,956,515
 0.4%
    
Senior Secured First Lien Term Loan LIBOR + 9.000% PIK, 1.500% Floor(3) (4) 
 11/10/2019 8,369,792
 8,369,792
 8,369,792
 1.1%
    
Senior Secured First Lien Term Loan LIBOR + 10.250%, PIK 1.500% Floor(3) (4)
 11/10/2019 7,177,827
 7,177,827
 7,177,827
 0.9%
    
Common Units, Class A (4) (7) 
   
 769,231
 
 0.0%
        24,608,904
 21,638,694
 20,885,086
  
Drew Marine Partners, LP Transportation: Cargo 
Senior Secured Second Lien Term Loan LIBOR + 7.000%, 1.000% Floor(3)
 5/19/2021 10,000,000
 10,054,556
 9,872,800
 1.3%
        10,000,000
 10,054,556
 9,872,800
  
Dryden 38 Senior Loan Fund - Series 2015-38A Multi-Sector Holdings 
Subordinated Note 17.689% effective yield(6) (9) (10) 
 7/15/2027 7,000,000
 5,011,083
 5,225,150
 0.7%
        7,000,000
 5,011,083
 5,225,150
  
Dryden 43 Senior Loan Fund - Series 2016-43A Multi-Sector Holdings 
Subordinated Note 18.086% effective yield(4) (6) (9) (10) 
 7/20/2029 3,620,000
 2,932,200
 3,250,579
 0.4%
        3,620,000
 2,932,200
 3,250,579
  
Dryden 49 Senior Loan Fund Multi-Sector Holdings 
Preferred Shares(4) (6)
   
 14,500,000
 14,500,000
 1.9%
        
 14,500,000
 14,500,000
  
Dynamic Energy Services International LLC Energy: Oil & Gas 
Senior Secured First Lien Term Loan 13.500% PIK + LIBOR(4) (8)
 3/6/2018 8,662,161
 8,662,161
 7,373,318
 1.0%
        8,662,161
 8,662,161
 7,373,318
  
EarthLink, Inc. Telecommunications 
Senior Secured First Lien Note 7.375%(6) (9) (13)
 6/1/2020 2,450,000
 2,442,601
 2,575,563
 0.3%
        2,450,000
 2,442,601
 2,575,563
  
Elite Comfort Solutions LLC Chemicals, Plastics & Rubber 
Senior Secured First Lien Term Loan LIBOR + 6.500%, 1.000% Floor(3) (5)
 1/15/2021 8,858,643
 8,858,643
 8,966,622
 1.2%
        8,858,643
 8,858,643
 8,966,622
  
First Boston Construction Holdings, LLC Banking, Finance, Insurance & Real Estate 
Senior Secured First Lien Note 12.000%(4) (5)
 12/31/2020 6,105,000
 6,105,000
 6,105,000
 0.8%
    
Preferred Equity (4) (7)
   
 1,526,250
 1,526,250
 0.2%
        6,105,000
 7,631,250
 7,631,250
  
FKI Security Group, LLC Capital Equipment 
Senior Secured First Lien Term Loan LIBOR + 8.500%, 1.000% Floor(3) (4)
 3/30/2020 11,937,500
 11,937,500
 12,088,629
 1.6%
        11,937,500
 11,937,500
 12,088,629
  
Frontier Communications Corp. Telecommunications 
Senior Secured First Lien Note 10.500%(6) (9) (13)
 9/15/2022 2,000,000
 2,000,000
 2,107,500
 0.3%
        2,000,000
 2,000,000
 2,107,500
  
Gastar Exploration Inc. Energy: Oil & Gas 
Senior Secured First Lien Note 8.625%(9) (13)
 5/15/2018 5,400,000
 5,405,735
 5,325,750
 0.7%
        5,400,000
 5,405,735
 5,325,750
  
Genex Holdings, Inc. Banking, Finance, Insurance & Real Estate 
Senior Secured Second Lien Term Loan LIBOR + 7.750%, 1.000% Floor(3)(11)
 5/30/2022 9,500,000
 9,525,097
 9,500,000
 1.2%
        9,500,000
 9,525,097
 9,500,000
  
GK Holdings, Inc. Services: Business 
Senior Secured Second Lien Term Loan LIBOR + 9.500%, 1.000% Floor(3)
 1/30/2022 10,000,000
 10,000,000
 10,200,000
 1.3%
        10,000,000
 10,000,000
 10,200,000
  

Company(1)
 Industry Type of Investment Maturity Par
Amount
 Cost Fair Value 
% of
Net Assets
(2)
Green Field Energy Services, Inc. Energy: Oil & Gas 
Senior Secured First Lien Note 13.000%(4) (9) (12)
 11/15/2016 766,615
 754,615
 157,156
 0.0%
    
Warrants (4) (7)
   
 29,000
 
 0.0%
        766,615
 783,615
 157,156
  
HBC Holdings LLC Wholesale 
Senior Secured First Lien Term Loan LIBOR + 5.750%, 1.000% Floor(3) (4)
 3/30/2020 13,162,500
 13,162,500
 12,461,860
 1.6%
        13,162,500
 13,162,500
 12,461,860
  
Heligear Acquisition Co. Aerospace & Defense 
Senior Secured First Lien Note 10.250%(4) (9)
 10/15/2019 15,000,000
 15,000,000
 15,785,550
 2.0%
        15,000,000
 15,000,000
 15,785,550
  
Hill International, Inc. Construction & Building 
Senior Secured First Lien Term Loan LIBOR + 6.750%, 1.000% Floor(3) (4) (17) 
 9/28/2020 16,617,500
 16,617,500
 16,617,500
 2.2%
        16,617,500
 16,617,500
 16,617,500
  
Holland Acquisition Corp. Energy: Oil & Gas 
Senior Secured First Lien Term Loan LIBOR + 9.000%, 1.000% Floor(3)
 5/29/2018 4,515,605
 4,482,170
 2,791,682
 0.4%
        4,515,605
 4,482,170
 2,791,682
  
Hylan Datacom & Electrical LLC Construction & Building 
Senior Secured First Lien Term Loan LIBOR + 7.500%, 1.000% Floor(3) (4)
 7/25/2021 15,799,862
 15,799,862
 15,799,862
 2.0%
        15,799,862
 15,799,862
 15,799,862
  
Ignite Restaurant Group, Inc. Hotel, Gaming & Leisure 
Senior Secured First Lien Term Loan LIBOR + 7.000%, 1.000% Floor(3)
 2/13/2019 8,385,496
 8,316,629
 8,009,658
 1.0%
        8,385,496
 8,316,629
 8,009,658
  
IHS Intermediate, Inc. Services: Business 
Senior Secured Second Lien Term Loan LIBOR + 8.250%, 1.000% Floor(3)
 7/20/2022 25,000,000
 25,000,000
 25,163,250
 3.3%
        25,000,000
 25,000,000
 25,163,250
  
Impact Sales, LLC Services: Business 
Senior Secured First Lien Term Loan LIBOR + 7.000%, 1.000% Floor(3) (4) (5) 
 12/30/2021 4,687,500
 4,687,500
 4,687,500
 0.6%
        4,687,500
 4,687,500
 4,687,500
  
Interface Security Systems Holdings, Inc. Services: Consumer 
Senior Secured First Lien Note 9.250%(9)
 1/15/2018 3,417,000
 3,434,380
 3,404,186
 0.4%
        3,417,000
 3,434,380
 3,404,186
  
Invision Diversified, LLC Services: Business 
Senior Secured First Lien Term Loan LIBOR + 9.000%, 1.000% Floor(3) (4) (17) 
 6/30/2020 24,491,435
 24,491,435
 24,807,130
 3.2%
        24,491,435
 24,491,435
 24,807,130
  
IronGate Energy Services, LLC Energy: Oil & Gas 
Senior Secured First Lien Note 11.000%(9) (12)
 7/1/2018 3,000,000
 2,973,811
 975,000
 0.1%
        3,000,000
 2,973,811
 975,000
  
Isola USA Corp. High Tech Industries 
Senior Secured First Lien Term Loan LIBOR + 8.250%, 1.000% Floor(3)(11)
 11/29/2018 5,493,504
 5,551,082
 5,113,299
 0.7%
        5,493,504
 5,551,082
 5,113,299
  
Jordan Reses Supply Company, LLC Healthcare & Pharmaceuticals 
Senior Secured Second Lien Term Loan LIBOR + 11.000%, 1.000% Floor(3) (4)
 4/24/2020 5,000,000
 5,000,000
 5,050,000
 0.7%
        5,000,000
 5,000,000
 5,050,000
  
Liquidnet Holdings, Inc. Banking, Finance, Insurance & Real Estate 
Senior Secured First Lien Term Loan LIBOR + 6.750%, 1.000% Floor(3)
 5/22/2019 6,125,000
 6,075,286
 6,160,586
 0.8%
        6,125,000
 6,075,286
 6,160,586
  
Livingston International Inc. Transportation: Cargo 
Senior Secured Second Lien Term Loan LIBOR + 8.250%, 1.250% Floor(3) (6) (11) 
 4/17/2020 2,658,504
 2,655,528
 2,532,757
 0.3%
        2,658,504
 2,655,528
 2,532,757
  
Loar Group Inc. Aerospace & Defense 
Senior Secured Second Lien Term Loan LIBOR + 9.250%, 1.000% Floor(8)
 7/12/2022 15,000,000
 15,000,000
 15,450,000
 2.0%

Company(1)
 Industry Type of Investment Maturity Par
Amount
 Cost Fair Value 
% of
Net Assets
(2)
        15,000,000
 15,000,000
 15,450,000
  
LSF9 Atlantis Holdings, LLC Retail 
Senior Secured First Lien Term Loan LIBOR + 9.000%, 1.000% Floor(3) (4)
 1/15/2021 9,625,000
 9,546,319
 9,739,634
 1.3%
        9,625,000
 9,546,319
 9,739,634
  
LTCG Holdings Corp. Banking, Finance, Insurance & Real Estate 
Senior Secured First Lien Term Loan LIBOR + 5.000%, 1.000% Floor(3)
 6/6/2020 2,838,571
 2,829,766
 2,664,170
 0.3%
        2,838,571
 2,829,766
 2,664,170
  
Miller Heiman, Inc. Services: Business 
Senior Secured First Lien Term Loan LIBOR + 6.000%, 1.000% Floor(3) (12)
 9/30/2019 23,593,750
 23,593,750
 12,976,563
 1.7%
        23,593,750
 23,593,750
 12,976,563
  
Nathan's Famous, Inc. Beverage & Food 
Senior Secured First Lien Note 10.000%(13)
 3/15/2020 7,000,000
 7,000,000
 7,612,500
 1.0%
        7,000,000
 7,000,000
 7,612,500
  
Nation Safe Drivers Holdings, Inc. Banking, Finance, Insurance & Real Estate 
Senior Secured Second Lien Term Loan LIBOR + 8.000%, 2.000% Floor(3) (4)
 9/29/2020 20,676,479
 20,676,479
 20,883,243
 2.7%
        20,676,479
 20,676,479
 20,883,243
  
New Media Holdings II LLC Media: Advertising, Printing & Publishing 
Senior Secured First Lien Term Loan LIBOR + 6.250%, 1.000% Floor(3)
 6/4/2020 18,043,921
 18,029,645
 18,043,921
 2.3%
        18,043,921
 18,029,645
 18,043,921
  
Novetta Solutions, LLC High Tech Industries 
Senior Secured Second Lien Term Loan LIBOR + 8.500%, 1.000% Floor(3)
 10/16/2023 11,000,000
 10,905,938
 10,499,170
 1.4%
        11,000,000
 10,905,938
 10,499,170
  
Nuspire, LLC High Tech Industries 
Senior Secured First Lien Term Loan LIBOR + 6.500%, 1.000% Floor(3) (4) (5)
 11/8/2021 
 
 
 0.0%
    
Senior Secured First Lien Term Loan LIBOR + 6.500%, 1.000% Floor(3) (4)
 11/8/2022 6,310,000
 6,310,000
 6,310,000
 0.8%
        6,310,000
 6,310,000
 6,310,000
  
Omnitracs, Inc. Telecommunications 
Senior Secured Second Lien Term Loan LIBOR + 7.750%, 1.000% Floor(3)
 5/25/2021 7,000,000
 7,010,819
 6,763,750
 0.9%
        7,000,000
 7,010,819
 6,763,750
  
Oxford Mining Company, LLC Metals & Mining 
Senior Secured First Lien Term Loan LIBOR + 8.500%, 0.750% Floor, 3.000% PIK(3) (4)
 12/31/2018 20,756,843
 20,756,842
 20,518,139
 2.7%
        20,756,843
 20,756,842
 20,518,139
  
Path Medical, LLC Healthcare & Pharmaceuticals 
Senior Secured First Lien Term Loan LIBOR + 9.500%, 1.000% Floor(4) (8)
 10/11/2021 16,195,000
 15,560,824
 15,542,666
 2.0%
    
Warrants (4) (7)
   
 669,709
 669,709
 0.1%
        16,195,000
 16,230,533
 16,212,375
  
Payless Inc. Retail 
Senior Secured Second Lien Term Loan LIBOR + 7.500%, 1.000% Floor(3)
 3/11/2022 6,000,000
 6,014,579
 900,000
 0.1%
        6,000,000
 6,014,579
 900,000
  
Preferred Proppants, LLC Construction & Building 
Senior Secured First Lien Term Loan LIBOR + 5.750%, 1.000% Floor(3)(11)
 7/27/2020 3,979,645
 2,738,781
 3,357,825
 0.4%
        3,979,645
 2,738,781
 3,357,825
  
Press Ganey Holding, Inc. Healthcare & Pharmaceuticals 
Senior Secured Second Lien Term Loan LIBOR + 7.250%, 1.000% Floor(3)(11)
 10/21/2024 6,500,000
 6,473,059
 6,472,505
 0.8%
        6,500,000
 6,473,059
 6,472,505
  
PT Network, LLC Healthcare & Pharmaceuticals 
Senior Secured First Lien Term Loan LIBOR + 6.500%, 1.000% Floor(3) (4) (5) 
 11/30/2021 4,833,334
 4,833,334
 4,833,334
 0.6%
        4,833,334
 4,833,334
 4,833,334
  

Company(1)
 Industry Type of Investment Maturity Par
Amount
 Cost Fair Value 
% of
Net Assets
(2)
Reddy Ice Corporation Beverage & Food 
Senior Secured Second Lien Term Loan LIBOR + 9.500%, 1.250% Floor(4) (8)
 11/1/2019 2,000,000
 2,000,000
 1,720,000
 0.2%
        2,000,000
 2,000,000
 1,720,000
  
Research Now Group, Inc. Services: Business 
Senior Secured Second Lien Term Loan LIBOR + 8.750%, 1.000% Floor(3)
 3/18/2022 15,000,000
 15,000,000
 14,983,200
 1.9%
        15,000,000
 15,000,000
 14,983,200
  
Response Team Holdings, LLC Construction & Building 
Preferred Equity 12% PIK(4) (6) (12)  
   
 3,384,734
 967,238
 0.1%
    
Warrants (4) (6) (7)
   
 257,407
 
 0.0%
        
 3,642,141
 967,238
  
Rhombus Cinema Holdings, LP Media: Diversified & Production 
Preferred Equity 10.000% PIK(4) (6)
   
 4,584,207
 5,051,193
 0.7%
    
Equity (4) (6) (7)
   
 3,162,793
 3,162,793
 0.4%
        
 7,747,000
 8,213,986
  
School Specialty, Inc. Wholesale 
Senior Secured First Lien Term Loan LIBOR + 8.500%, 1.000% Floor(3)
 6/11/2019 9,198,434
 9,169,670
 9,198,434
 1.2%
        9,198,434
 9,169,670
 9,198,434
  
Ship Supply Acquisition Corporation Services: Business 
Senior Secured First Lien Term Loan LIBOR + 8.000%, 1.000% Floor(3) (4)
 7/31/2020 23,437,500
 23,437,500
 22,970,391
 3.0%
        23,437,500
 23,437,500
 22,970,391
  
Sizzling Platter, LLC Hotel, Gaming & Leisure 
Senior Secured First Lien Term Loan LIBOR + 7.500%, 1.000% Floor(3)
 4/28/2020 15,000,000
 15,000,000
 15,091,200
 2.0%
        15,000,000
 15,000,000
 15,091,200
  
SMART Financial Operations, LLC Retail 
Senior Secured First Lien Term Loan LIBOR + 10.000%, 1.000% Floor(3) (4) (5) 
 11/22/2021 3,700,000
 3,700,000
 3,700,000
 0.5%
    
Equity (4) (7)
   
 1,000,000
 1,000,000
 0.1%
        3,700,000
 4,700,000
 4,700,000
  
Southwest Dealer Services, Inc. Automotive 
Senior Secured First Lien Term Loan LIBOR + 6.000%, 1.000% Floor(3) (4) (17) 
 3/16/2020 2,538,823
 2,538,823
 2,535,878
 0.3%
        2,538,823
 2,538,823
 2,535,878
  
Survey Sampling International, LLC Services: Business 
Senior Secured Second Lien Term Loan LIBOR + 9.000%, 1.000% Floor(3)
 12/16/2021 24,000,000
 24,000,000
 24,000,000
 3.1%
        24,000,000
 24,000,000
 24,000,000
  
Techniplas, LLC Automotive 
Senior Secured First Lien Note 10.000%(9)
 5/1/2020 6,000,000
 6,000,000
 5,218,500
 0.7%
        6,000,000
 6,000,000
 5,218,500
  
The Garretson Resolution Group, Inc. Services: Business 
Senior Secured First Lien Term Loan LIBOR + 6.500%, 1.000% Floor(3)
 5/22/2021 9,625,000
 9,587,577
 9,663,115
 1.2%
        9,625,000
 9,587,577
 9,663,115
  
Touchtunes Interactive Networks, Inc. Media: Diversified & Production 
Senior Secured Second Lien Term Loan LIBOR + 8.250%, 1.000% Floor(3)
 5/27/2022 7,500,000
 7,500,000
 7,519,800
 1.0%
        7,500,000
 7,500,000
 7,519,800
  
Transocean Phoenix 2 Ltd. Energy: Oil & Gas 
Senior Secured First Lien Note 7.750%(4) (9) (13)
 10/15/2024 7,500,000
 7,387,506
 7,919,325
 1.0%
        7,500,000
 7,387,506
 7,919,325
  
TravelCLICK, Inc. Hotel, Gaming & Leisure 
Senior Secured Second Lien Term Loan LIBOR + 7.750%, 1.000% Floor(3)(11)
 11/6/2021 6,000,000
 5,935,400
 5,899,740
 0.8%
        6,000,000
 5,935,400
 5,899,740
  
Truco Enterprises, LP Beverage & Food 
Senior Secured First Lien Term Loan 8.240% Fixed(4) (8)
 4/26/2021 9,949,580
 9,949,580
 9,949,580
 1.3%
        9,949,580
 9,949,580
 9,949,580
  

Company(1)
 Industry Type of Investment Maturity Par
Amount
 Cost Fair Value 
% of
Net Assets
(2)
True Religion Apparel, Inc. Retail 
Senior Secured Second Lien Term Loan LIBOR + 10.000%, 1.000% Floor(14)
 1/30/2020 4,000,000
 3,899,083
 
 0.0%
        4,000,000
 3,899,083
 
  
U.S. Auto Sales, Inc. Banking, Finance, Insurance & Real Estate 
Senior Secured Second Lien Term Loan LIBOR + 11.750%, 1.000% Floor(4) (8) (17) 
 6/5/2020 5,500,000
 5,500,000
 5,452,095
 0.7%
        5,500,000
 5,500,000
 5,452,095
  
U.S. Well Services, LLC Energy: Oil & Gas 
Warrants (7)
   
 173
 
 0.0%
        
 173
 
  
Valence Surface Technologies, Inc. Aerospace & Defense 
Senior Secured First Lien Term Loan LIBOR + 5.500%, 1.000% Floor(4) (8)
 6/13/2019 3,499,128
 3,486,054
 3,388,590
 0.4%
        3,499,128
 3,486,054
 3,388,590
  
Velocity Pooling Vehicle, LLC Automotive 
Senior Secured Second Lien Term Loan LIBOR + 7.250%, 1.000% Floor(3) (4)
 5/13/2022 20,625,000
 18,591,706
 10,996,425
 1.4%
        20,625,000
 18,591,706
 10,996,425
  
Verso Corporation Media: Advertising, Printing & Publishing 
Common Stock (7) (15)
   
 2,238,108
 1,262,666
 0.2%
        
 2,238,108
 1,262,666
  
VOYA CLO 2016-2, LTD. Multi-Sector Holdings 
Subordinated Note 16.185% effective yield(6) (9) (10) 
 7/19/2028 22,842,661
 19,918,800
 20,551,542
 2.7%
        22,842,661
 19,918,800
 20,551,542
  
Watermill-QMC Midco, Inc. Automotive 
Partnership Interest (4) (6) (7)
   
 850,136
 1,102,626
 0.1%
        
 850,136
 1,102,626
  
Z Gallerie, LLC Retail 
Senior Secured First Lien Term Loan LIBOR + 6.500%, 1.000% Floor(4) (8)
 10/8/2020 4,682,646
 4,645,211
 4,682,647
 0.6%
        4,682,646
 4,645,211
 4,682,647
  
                 
Total non-controlled/non-affiliated investments     $921,626,572
 $885,400,856
 114.5%
Controlled/affiliated investments – 9.5%(16)
          
Capstone Nutrition Healthcare & Pharmaceuticals 
Senior Secured First Lien Term Loan LIBOR + 12.500%, 1.000% Floor, PIK(4) (8) (12)
 4/28/2019 25,327,876
 22,770,855
 16,246,819
 2.1%
    
Common Stock (4) (7)
   
 300,002
 
 0.0%
    
Common Stock, Class B (4) (7) 
   
 9
 
 0.0%
    
Common Stock, Class C (4) (7) 
   
 
 
 0.0%
        25,327,876
 23,070,866
 16,246,819
  
MCM Capital Office Park Holdings LLC Banking, Finance, Insurance & Real Estate 
Equity (6) (7)
   
 7,500,000
 7,500,000
 1.0%
        
 7,500,000
 7,500,000
  
Nomida LLC Construction & Building 
Equity (6) (7)
   
 5,400,000
 5,400,000
 0.7%
    
Senior Secured First Lien Term Loan 10.000%(6)
 12/1/2020 8,100,000
 8,100,000
 8,100,000
 1.0%
        8,100,000
 13,500,000
 13,500,000
  
Sierra Senior Loan Strategy JV I LLC Multi-Sector Holdings 
Equity(5)(6)
   60,785,000
 60,785,000
 60,496,647
 7.8%
        60,785,000
 60,785,000
 60,496,647
  
Total controlled/affiliated investments     $104,855,866
 $97,743,466
 12.6%
Money market fund – 3.0%
          
Federated Institutional Prime Obligations Fund   
Money Market 0.49%(15)
   22,966,981
 22,966,981
 22,966,981
 3.0%
Total money market fund     $22,966,981
 $22,966,981
 3.0%
           

Company(1)
 Industry Type of Investment Maturity Par
Amount
 Cost Fair Value 
% of
Net Assets
(2)
Derivative Instrument - Long Exposure     Notional
Amount
 Unrealized
Appreciation (Depreciation)
  
Total return swap with Citibank, N.A. (Note 5)   Total Return Swap     227,513,679
 (13,647,330) 1.8%
Total derivative instrument - long exposure     $227,513,679
 $(13,647,330) 1.8%
___________________________________ 

(3)

(1)All of the Company's investments are domiciled in the United States except for Livingston International Inc. and Atrium Innovations, Inc., which are domiciled in Canada, and AMMC CLO 17, Limited Series 2015-17A, Apidos CLO XXIV, Series 2016-24A, Dryden 38 Senior Loan Fund, Series 2015-38A, Dryden 43 Senior Loan Fund, Series 2016-43A, Dryden 49 Senior Loan Fund and VOYA CLO 2016-2, LTD. each of which are domiciled in the Cayman Islands. All foreign investments are denominated in US Dollars.
(2)

Percentage is based on net assets of $773,113,087$553,830,487 as of December 31, 2016.June 30, 2021.

(3)

(4)

The interest rate on these loans is subject to a base rate plus 3 Month “3M”"3M" LIBOR, which at December 31, 2016June 30, 2021 was 1.00%0.15%. As theThe interest rate is subject to a minimum LIBOR floor which was greater than the 3M LIBOR rate at December 31, 2016, the prevailing rate in effect at December 31, 2016 was the base rate plus the LIBOR floor.

(4)

(5)

An affiliated Companyfund that is managed by an affiliate of SIC Advisors LLC also holds an investment in this security.

(5)

(6)

The investment has an unfunded commitmentwas on non-accrual status as of December 31, 2016. For further details (see Note 11)June 30, 2021Fair value includes an analysis of the unfunded commitment.

(6)The investment is not a qualifying asset under Section 55 of the Investment Company Act of 1940, as amended, (the "1940 Act"). Non-qualifying assets represent 22.4% of the Company's portfolio at fair value.

(7)

Security is non-income producing.
(8)

The interest rate on these loans is subject to a base rate plus 1 Month "1M" LIBOR, which at December 31, 2016June 30, 2021 was 0.77%0.10%. As theThe interest rate is subject to a minimum LIBOR floor, which was greater than the 1M LIBOR rate at December 31, 2016, the prevailing rate in effect at December 31, 2016 was the base rate plus the LIBOR floor.
(9)

(8)

Securities are exempt from registration under Rule 144A of the Securities Act of 1933. These securities represent a fair value of $113,438,688$54,568,511 or 14.7%9.9% of net assets as of December 31, 2016June 30, 2021 and are considered restricted.restricted securities.

(10)

(9)

The investment is not a qualifying asset under Section 55 of the Investment Company Act of 1940 (the "1940 Act"). Non-qualifying assets represent 25.6% of the Company's portfolio at fair value.

(10)

This investment is in the equity class of a collateralized loan obligation ("CLO") security.. The CLO equity investments are entitled to recurring distributions which are generally equal to the excess cash flow generated from the underlying investments after payment of the contractual payments to debt holders and fund expenses. The current estimated yield is based on the current projections of this excess cash flow taking into account assumptions that have been made regarding expected prepayments, losses and future reinvestment rates. These assumptions are periodically reviewed and adjusted. Ultimately, the actual yield may be higher or lower than the estimated yield if actual results differ from those used for the assumptions.

(11)

Security is also held in the underlying portfolio

The investment has an unfunded commitment as of June 30, 2021. For further details see Note 10. Fair value includes an analysis of the total return swap with Citibank, N.A. (see Note 5) or the Sierra Senior Loan Strategy JV I LLC portfolio (see Note 3). The Company's total exposure to APCO Holdings, Inc., Astro AB Borrower, Inc., Asurion LLC, ConvergeOne Holdings Corp., Genex Holdings, Inc., Isola USA Corp., Livingston International, Inc., Preferred Proppants LLC, LLC, Press Ganey Holdings Inc., and TravelCLICK, Inc. is $7,020,932 or 0.9%, 9,123,869 or 1.2%, $8,082,500 or 1.0%, $14,962,500 or 1.9%, $12,427,662 or 1.6%, $8,708,549 or 1.1%, $4,502,200 or 0.6%, $6,199,301 or 0.8%, $15,930,005 or 2.1%, and $10,585,217 or 1.4%, respectively, of net assets as of December 31, 2016.unfunded commitment.

(12)The investment was on non-accrual statusis past due as of December 31, 2016.June 30, 2021

(13)

Represents securities in Level 2 in the ASC 820 table (see Note 4).

Security is non-income producing. 

(14)The interest rate on these loans is subject to a base rate plus 6 month "6M" LIBOR, which at December 31, 2016June 30, 2021, 2021 was 1.32%0.16%. As theThe interest rate is subject to a minimum LIBOR floor,floor.

(15)

Affiliate Investments are defined by the 1940 Act as investments in companies in which wasthe Company owns at least 5% but no more than 25% of the voting securities or we are under common control with such portfolio company. Control Investments are defined by the 1940 Act as investments in companies in which the Company owns more than 25% of the voting securities or maintains greater than 50% of the 6Mboard representation.

(16)

As a practical expedient, the Company uses NAV to determine the fair value of this investment.

(17)Represents securities in Level 1 of the valuation hierarchical levels. Money Market investments are deemed to be cash equivalents and are not included in the ASC 820 table (see Note 4).

See accompanying notes to consolidated financial statements.

Sierra Income Corporation

Consolidated Schedule of Investments

As of December 31, 2020

Company(1)(2)

 

Industry

 

Type of Investment

 

Maturity

 

Par Amount

  

Cost

  

Fair Value

  

% of Net Assets(3)

 

Non-controlled/non-affiliated investments –

 

89.9%

                    
                       

AAAHI Acquisition Corporation

 

Transportation: Consumer

 

Senior Secured First Lien Term Loan LIBOR + 8.250%, 1.000% Floor (4) (5) (13)

 

12/10/2023

 $7,110,546  $6,975,416  $4,977,382   0.9%
         7,110,546   6,975,416   4,977,382     

Alpine SG, LLC

 

High Tech Industries

 

Senior Secured First Lien Term Loan LIBOR + 8.500%, 1.000% Floor (5) (6)

 

11/16/2022

  1,262,051   1,230,864   1,298,524   0.2%
    

Senior Secured First Lien Delayed Draw Term Loan LIBOR + 5.750%, 1.000% Floor (5) (6)

 

11/16/2022

  6,165,725   6,165,633   6,102,218   1.2%
    

Senior Secured First Lien Term Loan LIBOR + 5.750%, 1.000% Floor (5) (6)

 

11/16/2022

  12,529,258   12,517,772   12,400,207   2.4%
    

Senior Secured First Lien Revolving Credit Facility LIBOR + 5.750%, 1.000% Floor (5) (6)

 

11/16/2022

  1,000,000   1,000,000   989,700   0.2%
         20,957,034   20,914,269   20,790,649     

American Dental Partners, Inc.

 

Healthcare & Pharmaceuticals

 

Senior Secured Second Lien Term Loan LIBOR + 8.500%, 1.000% Floor (4) (5)

 

9/25/2023

  4,893,750   4,893,750   4,704,362   0.9%
         4,893,750   4,893,750   4,704,362     

Amerijet Holdings, Inc.

 

Transportation: Cargo

 

Senior Secured First Lien Term Loan LIBOR + 8.000%, 1.000% Floor (5) (6)

 

7/15/2021

  2,952,518   2,952,518   2,952,518   0.6%
         2,952,518   2,952,518   2,952,518     

AMMC CLO 22, Limited Series 2018-22A

 

Multi-Sector Holdings

 

Subordinated Notes 13.429% effective yield (7) (8) (9)

 

4/25/2031

  7,222,000   5,402,828   4,786,019   0.9%
         7,222,000   5,402,828   4,786,019     

AMMC CLO 23, Ltd. Series 2020-23A

 

Multi-Sector Holdings

 

Subordinated Notes 19.100% effective yield (7) (8) (9)

 

10/17/2031

  2,000,000   1,688,071   1,688,000   0.3%
         2,000,000   1,688,071   1,688,000     

Answers Finance, LLC

 

High Tech Industries

 

Common Stock - 388,533 shares (10)

     5,076,376   493,437   0.1%
            5,076,376   493,437     

Apidos CLO XXIV, Series 2016-24A

 

Multi-Sector Holdings

 

Subordinated Notes 8.894% effective yield (5) (7) (8) (9)

 

7/20/2027

  18,357,647   10,342,024   8,402,295   1.6%
         18,357,647   10,342,024   8,402,295     

Arrow International Inc.

 

Hotel, Gaming & Leisure

 

Senior Secured First Lien Term Loan LIBOR + 7.250%, 1.250% Floor (6)

 

12/21/2025

  10,000,000   10,000,000   10,000,000   1.9%
         10,000,000   10,000,000   10,000,000     

Avantor, Inc.

 

Wholesale

 

Common Stock - 27,252 shares (5) (8) (10) (11)

     467,171   767,144   0.1%
            467,171   767,144     

Aviation Technical Services, Inc.

 

Aerospace & Defense

 

Senior Secured Second Lien Term Loan LIBOR + 8.500%, 1.000% Floor (4) (5)

 

3/31/2022

  25,000,000   25,000,000   21,795,000   4.1%
         25,000,000   25,000,000   21,795,000     

Company(1)(2)

 

Industry

 

Type of Investment

 

Maturity

 

Par Amount

  

Cost

  

Fair Value

  

% of Net Assets(3)

 

BRG Sports, Inc.

 

Consumer Goods: Durable

 

Senior Secured First Lien Term Loan LIBOR + 6.250%, 1.000% Floor (5) (6)

 

6/15/2023

  3,480,384   3,474,606   3,445,232   0.7%
         3,480,384   3,474,606   3,445,232     

Brook & Whittle Holding Corp.

 

Containers, Packaging & Glass

 

Senior Secured First Lien Delayed Draw Term Loan LIBOR + 5.250%, 1.000% Floor (4) (5)

 

10/17/2024

  699,967   697,464   682,888   0.1%
    

Senior Secured First Lien Term Loan LIBOR + 5.250%, 1.000% Floor (4) (5)

 

10/17/2024

  2,976,219   2,965,575   2,903,599   0.6%
         3,676,186   3,663,039   3,586,487     

Callaway Golf Co.

 

Consumer Goods: Durable

 

Senior Secured First Lien Term Loan LIBOR + 4.500%, 1.000% Floor (5) (6)

 

1/4/2026

  46,000   45,422   46,060   %
         46,000   45,422   46,060     

CM Finance SPV LLC

 

Banking, Finance, Insurance & Real Estate

 

Subordinated Notes 3.000% (5)

 

6/24/2021

  35,600   35,600   35,600   %
         35,600   35,600   35,600     

CPI International, Inc.

 

Aerospace & Defense

 

Senior Secured Second Lien Term Loan LIBOR + 7.250%, 1.000% Floor (5) (6)

 

7/28/2025

  8,575,302   8,558,896   7,928,725   1.5%
         8,575,302   8,558,896   7,928,725     

CT Technologies Intermediate Holdings, Inc.

 

Healthcare & Pharmaceuticals

 

Senior Secured First Lien Term Loan LIBOR + 5.000%, 1.000% Floor (5) (6)

 

12/16/2025

  7,000,000   6,965,245   6,965,000   1.3%
         7,000,000   6,965,245   6,965,000     

DataOnline Corp.

 

High Tech Industries

 

Revolving Credit Facility LIBOR + 6.250%, 1.000% Floor (4) (5) (12)

 

11/13/2025

  1,821,429   1,821,429   1,765,929   0.3%
    

Senior Secured First Lien Term Loan LIBOR + 6.250%, 1.000% Floor (4) (5)

 

11/13/2025

  14,850,000   14,850,000   14,465,385   2.8%
         16,671,429   16,671,429   16,231,314     

Delta Air Lines, Inc.

 

Transportation: Consumer

 

Senior Secured First Lien Notes 4.750% (5) (7) (8)

 

10/20/2028

  1,000,000   1,000,000   1,090,700   0.2%
         1,000,000   1,000,000   1,090,700     

Dryden 38 Senior Loan Fund, Series 2015-38A

 

Multi-Sector Holdings

 

Subordinated Notes 11.373% effective yield (7) (8) (9)

 

7/15/2027

  7,000,000   4,308,139   3,598,000   0.7%
         7,000,000   4,308,139   3,598,000     

Dryden 43 Senior Loan Fund, Series 2016-43A

 

Multi-Sector Holdings

 

Subordinated Notes 8.262% effective yield (5) (7) (8) (9)

 

7/20/2029

  3,620,000   2,513,635   1,901,586   0.4%
         3,620,000   2,513,635   1,901,586     

Dryden 49 Senior Loan Fund, Series 2017-49A

 

Multi-Sector Holdings

 

Subordinated Notes 9.989% effective yield (5) (7) (8) (9)

 

7/18/2030

  17,233,288   12,375,842   9,498,988   1.8%
         17,233,288   12,375,842   9,498,988     

Envision Healthcare Corporation

 

Healthcare & Pharmaceuticals

 

Senior Secured First Lien Term Loan LIBOR + 3.750% (5) (6)

 

10/10/2025

  49,000   33,226   40,734   %
         49,000   33,226   40,734     

First Boston Construction Holdings, LLC

 

Banking, Finance, Insurance & Real Estate

 

Senior Secured First Lien Notes 12.000% (5)

 

2/23/2023

  7,473,750   7,473,750   7,458,055   1.4%
    

Preferred Equity - 2,304,406 units (5) (10)

     1,868,437   1,307,906   0.2%
         7,473,750   9,342,187   8,765,961     

Friedrich Holdings, Inc.

 

Construction & Building

 

Senior Secured First Lien Term Loan LIBOR + 6.000%, 1.000% Floor (5) (6)

 

2/7/2023

  10,421,300   10,421,300   10,263,938   2.0%
         10,421,300   10,421,300   10,263,938     

GK Holdings, Inc.

 

Services: Business

 

Senior Secured Second Lien Term Loan LIBOR + 10.250%, 1.000% Floor (4) (13)

 

1/20/2022

  10,000,000   10,000,000   5,500,000   1.0%
         10,000,000   10,000,000   5,500,000     

Company(1)(2)

 

Industry

 

Type of Investment

 

Maturity

 

Par Amount

  

Cost

  

Fair Value

  

% of Net Assets(3)

 

Glass Mountain Pipeline Holdings, LLC

 

Energy: Oil & Gas

 

Senior Secured First Lien Term Loan LIBOR + 4.500%, 1.000% Floor (5) (6) (13)

 

12/23/2024

  48,625   23,389   24,434   %
         48,625   23,389   24,434     

Golden West Packaging Group LLC

 

Forest Products & Paper

 

Senior Secured First Lien Term Loan LIBOR + 5.250%, 1.000% Floor (5) (6)

 

6/20/2023

  1,405,738   1,405,738   1,404,332   0.3%
         1,405,738   1,405,738   1,404,332     

Holland Acquisition Corp.

 

Energy: Oil & Gas

 

Senior Secured First Lien Term Loan LIBOR + 9.000%, 1.000% Floor (4) (13) (14)

 

5/29/2020

  3,857,305   3,733,979   108,310   %
         3,857,305   3,733,979   108,310     

Hylan Datacom & Electrical LLC

 

Construction & Building

 

Senior Secured First Lien Term Loan LIBOR + 10.000%, 1.000% Floor (4) (5)

 

7/25/2022

  15,255,390   15,255,390   10,983,881   2.1%
         15,255,390   15,255,390   10,983,881     

Impact Group, LLC

 

Services: Business

 

Senior Secured First Lien Term Loan LIBOR + 7.370%, 1.000% Floor (4) (5)

 

6/27/2023

  5,734,462   5,734,462   5,548,092   1.1%
         5,734,462   5,734,462   5,548,092     

Innovative XCessories & Services, LLC

 

Automotive

 

Senior Secured First Lien Term Loan LIBOR + 5.200%, 1.000% Floor (4) (5)

 

3/5/2027

  2,976,933   2,950,524   2,979,016   0.6%
         2,976,933   2,950,524   2,979,016     

Interflex Acquisition Company, LLC

 

Containers, Packaging & Glass

 

Senior Secured First Lien Term Loan LIBOR + 8.000%, 1.000% Floor (5) (6)

 

8/18/2022

  11,553,578   11,543,801   11,533,937   2.2%
         11,553,578   11,543,801   11,533,937     

Iqor US Inc.

 

Services: Business

 

Senior Secured First Lien Term Loan LIBOR + 7.500%, 1.000% Floor (5) (6)

 

11/19/2024

  3,471,136   3,388,625   3,401,713   0.6%
    

Senior Secured First Lien Term Loan LIBOR + 7.500%, 1.000% Floor (5) (6)

 

11/19/2025

  7,734,435   7,734,435   7,734,435   1.5%
    

Equity - 246,857 Shares

     2,962,285   3,085,713   0.6%
         11,205,571   14,085,345   14,221,861     

Isagenix International, LLC

 

Wholesale

 

Senior Secured First Lien Term Loan LIBOR + 5.750%, 1.000% Floor (4) (5)

 

6/16/2025

  1,776,911   1,745,748   978,900   0.2%
         1,776,911   1,745,748   978,900     

Isola USA Corp.

 

High Tech Industries

 

Senior Secured Second Lien Term Loan LIBOR + 9.500%, 1.000% Floor, PIK (4) (12) (13)

 

1/2/2023

  11,331,641   7,016,631   8,498,730   1.6%
    

Common Units - 10,283,782 units (10)

           %
         11,331,641   7,016,631   8,498,730     

Ivanti Software, Inc.

 

High Tech Industries

 

Senior Secured Second Lien Term Loan LIBOR + 8.500%, 1.000% Floor (5) (6)

 

12/1/2028

  6,000,000   6,000,000   5,947,800   1.1%
         6,000,000   6,000,000   5,947,800     

JFL-WCS Partners, LLC

 

Environmental Industries

 

Preferred units - 618,876 6.000%, PIK (5)

     659,447   709,806   0.1%
    

Common Units - 70,412 units (5) (10)

     98,052   5,069,664   1.0%
            757,499   5,779,470     
                       

Company(1)(2)

 

Industry

 

Type of Investment

 

Maturity

 

Par Amount

  

Cost

  

Fair Value

  

% of Net Assets(3)

 

Keystone Acquisition Corp.

 

Healthcare & Pharmaceuticals

 

Senior Secured First Lien Term Loan LIBOR + 5.250%, 1.000% Floor (4) (5)

 

5/1/2024

  1,784,130   1,736,823   1,614,638   0.3%
    

Senior Secured Second Lien Term Loan LIBOR + 9.250%, 1.000% Floor (4) (5)

 

5/1/2025

  7,000,000   6,921,915   6,127,800   1.2%
         8,784,130   8,658,738   7,742,438     

LogMeIn, Inc.

 

High Tech Industries

 

Senior Secured First Lien Term Loan LIBOR + 7.750%, 1.000% Floor (5) (6) (8)

 

8/31/2027

  1,000,000   980,865   995,300   0.2%
         1,000,000   980,865   995,300     

Magnetite XIX, Limited

 

Multi-Sector Holdings

 

Subordinated Notes LIBOR + 7.610% (4) (7) (8) (9)

 

7/17/2030

  2,000,000   1,893,387   1,745,800   0.3%
    

Subordinated Notes 9.779% effective yield (5) (7) (8) (9)

 

7/17/2030

  13,730,209   9,451,985   7,493,948   1.4%
         15,730,209   11,345,372   9,239,748     

Midwest Physician Administrative Services, LLC

 

Healthcare & Pharmaceuticals

 

Senior Secured Second Lien Term Loan LIBOR + 7.000%, 0.750% Floor (6)

 

8/15/2025

  2,000,000   1,935,192   1,945,000   0.4%
         2,000,000   1,935,192   1,945,000     

Novetta Solutions, LLC

 

High Tech Industries

 

Senior Secured First Lien Term Loan LIBOR + 5.000%, 1.000% Floor (5) (6)

 

10/17/2022

  1,560,779   1,522,514   1,521,291   0.3%
    

Senior Secured Second Lien Term Loan LIBOR + 8.500%, 1.000% Floor (5) (6)

 

10/16/2023

  11,000,000   10,951,758   10,574,300   2.0%
         12,560,779   12,474,272   12,095,591     

Offen Inc.

 

Transportation: Cargo

 

Senior Secured First Lien Term Loan LIBOR + 5.000% (5) (6)

 

6/21/2026

  2,893,982   2,871,192   2,793,272   0.5%
    

Senior Secured First Lien Term Loan LIBOR + 5.000% (5) (6)

 

6/21/2026

  1,061,947   1,053,584   1,024,991   0.2%
         3,955,929   3,924,776   3,818,263     

Path Medical, LLC

 

Healthcare & Pharmaceuticals

 

Senior Secured First Lien Term Loan LIBOR + 13.000%, 1.000% Floor, PIK (4) (5) (6) (13)

 

10/11/2021

  10,752,249   8,860,931   1,075,225   0.2%
    

Senior Secured First Lien Term Loan LIBOR + 9.500%, 1.000% Floor, PIK (4) (5) (6)

 

10/11/2021

  7,943,176   7,943,176   7,943,176   1.5%
    

Warrants - 36,716 warrants (5) (10)

 

1/9/2027

     669,709      %
         18,695,425   17,473,816   9,018,401     

PetroChoice Holdings, Inc.

 

Chemicals, Plastics & Rubber

 

Senior Secured Second Lien Term Loan LIBOR + 8.750%, 1.000% Floor (4) (5)

 

8/21/2023

  9,000,000   9,000,000   8,010,000   1.5%
         9,000,000   9,000,000   8,010,000     

Polymer Solutions Group Holdings, LLC

 

Chemicals, Plastics & Rubber

 

Senior Secured First Lien Term Loan LIBOR + 7.000%, 1.000% Floor (5) (6)

 

6/30/2021

  1,064,355   1,060,861   1,053,498   0.2%
         1,064,355   1,060,861   1,053,498     

Project Silverback Holdings Corp.

 

High Tech Industries

 

Senior Secured First Lien Term Loan LIBOR + 3.500%, 1.000% Floor (4)

 

8/21/2024

  4,837,500   4,403,234   4,819,601   0.9%
         4,837,500   4,403,234   4,819,601     

Proppants Holdings, LLC

 

Energy: Oil & Gas

 

Common Units - 161,852 units (10)

     874,363   323,704   0.1%
    

Common Units - 161,852 units (10)

     8,832      %
            883,195   323,704     

PT Network, LLC

 

Healthcare & Pharmaceuticals

 

Senior Secured First Lien Term Loan LIBOR + 5.500%, 1.000% Floor, 2.00% PIK (5) (17)

 

11/30/2023

  8,072,834   7,729,742   7,427,007   1.4%
    

Membership Units - 1.441 units (5) (10)

           %
         8,072,834   7,729,742   7,427,007     

Company(1)(2)

 

Industry

 

Type of Investment

 

Maturity

 

Par Amount

  

Cost

  

Fair Value

  

% of Net Assets(3)

 

RateGain Technologies, Inc.

 

Hotel, Gaming & Leisure

 

Subordinated Notes (5) (10) (14)

 

7/31/2020

  440,050   440,049      %
    

Subordinated Notes (5) (10)

 

7/31/2021

  476,190   476,190      %
         916,240   916,239        

Redwood Services Group, LLC

 

Services: Business

 

Senior Secured First Lien Term Loan LIBOR + 8.500%, 1.000% Floor (5) (6)

 

6/6/2023

  4,000,000   4,000,000   4,000,000   0.8%
    

Senior Secured First Lien Term Loan LIBOR + 6.000%, 1.000% Floor (5) (6)

 

6/6/2023

  12,611,712   12,611,712   12,267,412   2.3%
    

Senior Secured First Lien Term Loan LIBOR + 8.500%, 1.000% Floor (5) (6)

 

6/6/2023

  10,730,528   10,713,091   10,472,305   2.0%
    

Revolving Credit Facility LIBOR + 6.000%, 1.000% Floor (5) (6) (12)

 

6/6/2023

  287,500   287,500   208,725   %
         27,629,740   27,612,303   26,948,442     

Resolute Investment Managers, Inc.

 

Banking, Finance, Insurance & Real Estate

 

Senior Secured Second Lien Term Loan LIBOR + 8.000%, 1.000% Floor (5) (6)

 

4/30/2025

  6,000,000   5,970,877   5,943,600   1.1%
         6,000,000   5,970,877   5,943,600     

Rhombus Cinema Holdings, LP

 

Media: Diversified & Production

 

Preferred Equity - 7,449 shares 10.000% PIK (5) (10) (13)

     4,584,207      %
    

Common Units - 3,163 units (5) (7) (10)

     2,864,831      %
    

Common Units - 3,163 units (5) (7) (10)

     297,962      %
            7,747,000        

RTIC Subsidiary Holdings, LLC

 

Consumer Goods: Durable

 

Senior Secured First Lien Term Loan LIBOR + 7.750%, 1.250% Floor (4) (5) (12)

 

9/1/2025

  10,000,000   10,000,000   10,000,000   1.9%
    

Preferred Class A units - 142.50 units (10)

     142,500   142,500   %
    

Preferred Class B units - 142.50 units (10)

     142,500   142,500   %
    

Common units - 150 units (10)

     15,000   15,000   %
         10,000,000   10,300,000   10,300,000     

SavATree, LLC

 

Environmental Industries

 

Senior Secured First Lien Term Loan LIBOR + 5.000%, 1.000% Floor (4) (5)

 

6/2/2022

  4,283,931   4,283,931   4,273,221   0.8%
         4,283,931   4,283,931   4,273,221     

SFP Holding, Inc.

 

Construction & Building

 

Senior Secured First Lien Term Loan LIBOR + 6.250%, 1.000% Floor (4) (5) (12)

 

9/1/2022

  16,560,532   16,540,362   16,560,532   3.1%
    

Equity - 0.803% of outstanding equity (5) (10)

     711,698   548,007   0.1%
         16,560,532   17,252,060   17,108,539     

Simplified Logistics, LLC

 

Services: Business

 

Senior Secured First Lien Term Loan LIBOR + 6.500%, 1.000% Floor (4) (5)

 

2/28/2022

  17,323,831   17,323,831   17,058,776   3.2%
    

Senior Secured First Lien Term Loan LIBOR + 6.500%, 1.000% Floor (4) (5)

 

2/28/2022

  971,277   971,277   956,417   0.2%
    

Revolving Credit Facility LIBOR + 6.500%, 1.000% Floor (4) (5)

 

2/28/2022

  3,533,333   3,533,333   3,482,807   0.7%
         21,828,441   21,828,441   21,498,000     

SMART Financial Operations, LLC

 

Retail

 

Preferred Equity - 1,000,000 units (5) (10)

     1,000,000   490,000   0.1%
            1,000,000   490,000     

Company(1)(2)

 

Industry

 

Type of Investment

 

Maturity

 

Par Amount

  

Cost

  

Fair Value

  

% of Net Assets(3)

 

Smile Doctors, LLC

 

Healthcare & Pharmaceuticals

 

Senior Secured First Lien Term Loan LIBOR + 6.000%, 1.000% Floor (4) (5)

 

10/6/2022

  13,805,148   13,786,625   13,587,027   2.6%
         13,805,148   13,786,625   13,587,027     

Sound Point CLO XX, Ltd.

 

Multi-Sector Holdings

 

Subordinated Notes 8.553% effective yield (5) (7) (8) (9)

 

7/26/2031

  4,489,000   3,508,513   2,824,030   0.5%
         4,489,000   3,508,513   2,824,030     

Starfish Holdco, LLC

 

High Tech Industries

 

Senior Secured Second Lien Term Loan LIBOR + 9.000%, 1.000% Floor (4) (5)

 

8/18/2025

  2,000,000   1,982,268   1,919,600   0.4%
         2,000,000   1,982,268   1,919,600     

Team Car Care, LLC

 

Automotive

 

Senior Secured First Lien Term Loan LIBOR + 8.000%, 1.000% Floor (4) (5)

 

2/23/2023

  13,624,819   13,624,819   13,529,446   2.6%
         13,624,819   13,624,819   13,529,446     

Team Services Group

 

Services: Consumer

 

Senior Secured First Lien Term Loan LIBOR + 5.000%, 1.000% Floor (5) (6)

 

12/20/2027

  5,000,000   4,850,000   4,825,000   0.9%
    

Senior Secured Second Lien Term Loan LIBOR + 9.000%, 1.000% Floor (5) (6)

 

12/18/2028

  5,000,000   4,850,000   4,900,000   0.9%
         10,000,000   9,700,000   9,725,000     

The Octave Music Group, Inc.

 

Media: Diversified & Production

 

Senior Secured First Lien Term Loan LIBOR + 5.250%, 1.000% Floor, 0.75% PIK (5) (6)

 

5/29/2025

  7,793,103   7,727,145   6,780,000   1.3%
         7,793,103   7,727,145   6,780,000     

True Religion Apparel, Inc.

 

Retail

 

Senior Secured First Lien Term Loan 10.000% (13)

 

10/27/2022

  179,437   133,654   12,094   %
    

Common Stock - 2,448 shares (10)

           %
    

Warrants - 1,122 warrants (10)

           %
         179,437   133,654   12,094     

Velocity Pooling Vehicle, LLC

 

Automotive

 

Senior Secured First Lien Term Loan LIBOR + 11.000%, 1.000% Floor (4) (5)

 

4/28/2023

  871,784   838,397   871,784   0.2%
    

Common Units - 4,676 units (5) (10)

     259,937   11,035   %
    

Warrants - 5,591 warrants (5) (10)

 

3/30/2028

     310,802   13,195   %
         871,784   1,409,136   896,014     

VOYA CLO 2015-2, LTD.

 

Multi-Sector Holdings

 

Subordinated Notes 0.516% effective yield (5) (7) (8) (9)

 

7/19/2028

  10,735,659   5,792,260   3,657,639   0.7%
         10,735,659   5,792,260   3,657,639     

VOYA CLO 2016-2, LTD.

 

Multi-Sector Holdings

 

Subordinated Notes 2.808% effective yield (5) (7) (8) (9)

 

7/19/2028

  11,088,290   7,333,317   4,407,595   0.8%
         11,088,290   7,333,317   4,407,595     

Walker Edison Furniture Company LLC

 

Consumer Goods: Durable

 

Senior Secured First Lien Term Loan LIBOR + 8.750%, 1.000% Floor (4) (5)

 

9/26/2024

  1,975,000   1,975,000   1,975,000   0.4%
    

Senior Secured First Lien Term Loan LIBOR + 6.250%, 1.000% Floor (4) (5)

 

9/26/2024

  14,250,000   14,250,000   14,250,000   2.7%
    

Common Units - 2,000 units (5) (10)

     2,000,000   11,000,000   2.1%
         16,225,000   18,225,000   27,225,000     

Watermill-QMC Midco, Inc.

 

Automotive

 

Equity - 1.62% partnership interest (5) (10)

     902,277      %
            902,277        

Wawona Delaware Holdings, LLC

 

Beverage & Food

 

Senior Secured First Lien Term Loan LIBOR + 4.750% (4) (5)

 

9/11/2026

  49,375   46,869   48,141   %
         49,375   46,869   48,141     

West Dermatology, LLC

 

Healthcare & Pharmaceuticals

 

Senior Secured First Lien Term Loan LIBOR + 7.500%, 1.000% Floor (5) (6) (12)

 

2/11/2025

  726,672   726,672   613,498   0.1%
    

Revolving Credit Facility LIBOR + 6.000%, 1.000% Floor, 0.75% PIK (5) (6)

 

2/11/2025

  1,657,459   1,657,459   1,614,033   0.3%
    

Senior Secured First Lien Term Loan LIBOR + 6.000%, 1.000% Floor, 0.750% PIK (5) (6)

 

2/11/2025

  4,739,503   4,739,503   4,617,698   0.9%
         7,123,634   7,123,634   6,845,229     

Wok Holdings Inc.

 

Retail

 

Senior Secured First Lien Term Loan LIBOR + 6.250%, (5) (6)

 

3/1/2026

  49,125   33,080   42,758   %
         49,125   33,080   42,758     
                       

Total non-controlled/non-affiliated investments

     $521,483,006  $472,813,820   89.9%

Company(1)(2)

 

Industry

 

Type of Investment

 

Maturity

 

Par Amount

  

Cost

  

Fair Value

  

% of Net Assets(3)

 

1888 Industrial Services, LLC

 

Energy: Oil & Gas

 

Revolving Credit Facility LIBOR + 5.000%, 1.000% Floor (4) (5) (12)

 

9/30/2021

  1,243,924   1,243,924   1,243,924   0.2%
    

Senior Secured First Lien Term Loan LIBOR + 5.000%, 1.000% Floor (4) (5) (13)

 

9/30/2021

  431,176   403,717   431,176   0.1%
    

Senior Secured First Lien Term Loan LIBOR + 5.000%, 1.000% Floor, PIK (4) (5) (13)

 

9/30/2021

  3,534,740   3,315,574      %
    

Senior Secured First Lien Term Loan LIBOR + 8.000%, 1.000% Floor, PIK (4) (5) (13)

 

9/30/2021

  9,286,929   6,816,029      %
    

Units - 6,122.765 units (5) (10)

           %
         14,496,769   11,779,244   1,675,100     

Black Angus Steakhouses, LLC

 

Hotel, Gaming & Leisure

 

Senior Secured First Lien Term Loan LIBOR + 9.000%, 1.000% Floor, PIK (5) (6) (13)

 

6/30/2022

  21,573,552   20,457,589   9,060,892   1.7%
    

Senior Secured First Lien Term Loan LIBOR + 9.000%, 1.000% Floor (5) (6)

 

6/30/2022

  1,897,321   1,897,321   1,897,321   0.4%
    

Senior Secured First Lien Term Loan LIBOR + 9.000%, 1.000% Floor (6) (12)

 

6/30/2022

  3,055,556   3,055,556   3,055,556   0.6%
    

Equity - 44.60% of outstanding equity (5) (10)

           %
         26,526,429   25,410,466   14,013,769     

Caddo Investors Holdings 1 LLC

 

Forest Products & Paper

 

Equity - 12.250% LLC Interest (5) (16)

     5,072,149   6,366,372   1.2%
            5,072,149   6,366,372     

Charming Charlie LLC

 

Retail

 

Senior Secured First Lien Delayed Draw Term Loan 20.000% (13) (14)

 

5/15/2020

  769,967   769,968   396,225   0.1%
    

Senior Secured First Lien Term Loan LIBOR + 10.000%, 1.000% Floor (4) (13)

 

4/24/2023

  7,590,773   5,859,128      %
    

Senior Secured First Lien Term Loan 20.000% (13) (14)

 

5/15/2020

  138,517   138,517   71,281   %
    

Common Stock - 34,923,249 shares (10)

           %
         8,499,257   6,767,613   467,506     

Dynamic Energy Services International LLC

 

Energy: Oil & Gas

 

Senior Secured First Lien Term Loan 13.500% PIK (4) (5) (13)

 

12/31/2021

  7,049,577   4,449,025   493,470   0.1%
    

Common Units - 6,500,000 shares (5) (10)

           %
         7,049,577   4,449,025   493,470     

Kemmerer Operations, LLC

 

Metals & Mining

 

Senior Secured First Lien Term Loan 15.000% PIK (5)

 

6/21/2023

  2,130,353   2,130,353   2,130,353   0.4%
    

Senior Secured First Lien Delayed Draw Term Loan 15.000% PIK (5) (12)

 

6/21/2023

  399,366   399,366   399,366   0.1%
    

Common Units - 6.7797 units (5) (10)

     962,717   962,760   0.2%
         2,529,719   3,492,436   3,492,479     

MCM 500 East Pratt Holdings, LLC

 

Banking, Finance, Insurance & Real Estate

 

Equity - 5,000,000 units (8) (10)

     5,000,000   7,350,000   1.4%
            5,000,000   7,350,000     

MCM Capital Office Park Holdings LLC

 

Banking, Finance, Insurance & Real Estate

 

Equity - 7,500,000 units (8) (10)

     7,500,000   15,525,000   3.0%
            7,500,000   15,525,000     

Sierra Senior Loan Strategy JV I LLC

 

Multi-Sector Holdings

 

Equity - 89.01% ownership of SIC Senior Loan Strategy JV I LLC (8) (16)

     110,050,000   81,788,964   15.6%
            110,050,000   81,788,964     
                       
                       

Total controlled/affiliated investments(15)

     $179,520,933  $131,172,660   25.0%
                       

Total investments

     $701,003,939  $603,986,480   114.9%
                       

Money Market Fund - 32.5%

                      

Federated Institutional Prime Obligations Fund

   

Money Market 0.150% (11)

  25,401,625   25,401,625   25,401,625   4.8%

State Street Institutional Liquid Reserves Fund

   

Money Market 0.010% (11)

  12,683,935   12,686,471   12,685,203   2.4%

Total money market fund

 $38,085,560  $38,088,096  $38,086,828   7.2%

(1)

All of the Company's investments are domiciled in the United States except for AMMC CLO 22, Limited Series 2018-22A, AMMC CLO 23, Limited Series 2020-23A, Apidos CLO XXIV, Series 2016-24A, Dryden 38 Senior Loan Fund, Series 2015-38A, Dryden 43 Senior Loan Fund, Series 2016-43A, Dryden 49 Senior Loan Fund, 2017-49A, Magnetite XIX, Limited, Sound Point CLO XX, Ltd., VOYA CLO 2016-2, LTD., and VOYA CLO 2015-2, LTD., which are all domiciled in the Cayman Islands. All foreign investments were denominated in US Dollars.

(2)

Unless otherwise indicated, all securities are valued using significant unobservable inputs, which are categorized as Level 3 assets under the definition of ASC 820 fair value hierarchy.

(3)

Percentage is based on net assets of $525,740,939 as of December 31, 2020.

(4)

The interest rate on these loans is subject to a base rate plus 3 Month "3M" LIBOR, which at December 31, 2020 was 0.24%. The interest rate is subject to a minimum LIBOR floor.

(5)

An affiliated fund that is managed by an affiliate of SIC Advisors LLC also holds an investment in this security.

(6)

The interest rate on these loans is subject to a base rate plus 1 Month "1M" LIBOR, which at December 31, 2016,2020 was 0.14%. The interest rate is subject to a minimum LIBOR floor.

(7)

Securities are exempt from registration under Rule 144A of the prevailing rate in effect atSecurities Act of 1933, as amended (the "Securities Act"). These securities represent a fair value of $51,094,601 or 9.7% of net assets as of December 31, 2016 was2020 and are considered restricted securities.

(8)

The investment is not a qualifying asset under Section 55 of the base rate plusInvestment Company Act of 1940, as amended (the "1940 Act"). Non-qualifying assets represent 30.0% of the LIBOR floor.Company's portfolio at fair value.

(15)

(9)

This investment is in the equity class of a collateralized loan obligation ("CLO"). The CLO equity investments are entitled to recurring distributions which are generally equal to the excess cash flow generated from the underlying investments after payment of the contractual payments to debt holders and fund expenses. The current estimated yield is based on the current projections of this excess cash flow taking into account assumptions that have been made regarding expected prepayments, losses and future reinvestment rates. These assumptions are periodically reviewed and adjusted. Ultimately, the actual yield may be higher or lower than the estimated yield if actual results differ from those used for the assumptions.

(10)

Security is non-income producing.

(11)

Represents securities in Level 1 in the ASC 820 table (see Note 4).
(16)

(12)

The investment has an unfunded commitment as of December 31, 2020. For further details see Note 10. Fair value includes an analysis of the unfunded commitment.

(13)

The investment was on non-accrual status as of December 31, 2020.

(14)

The investment is past due as of December 31, 2020.

(15)

Affiliate Investments are defined by the 1940 Act as investments in companies in which the Company owns at least 5% but no more than 25% of the voting securities or we are under common control with such portfolio company. Control Investments are defined by the 1940 Act as investments in companies in which the Company owns more than 25% of the voting securities or maintains greater than 50% of the board representation.
(17)(16)
A portionAs a practical expedient, the Company uses NAV to determine the fair value of this investmentinvestment.
(17)The interest rate on these loans is subject to a base rate plus 6 Month "6M" LIBOR, which at December 31, 2020 was sold via0.34%. The interest rate is subject toparticipation agreement. The listed amount is the portion retained by Sierra Income Corporation.

minimum LIBOR floor.

See accompanying notes to consolidated financial statements.

F-20




SIERRA INCOME CORPORATION

Notes to Consolidated Financial Statements

June 30, 2021

(unaudited)

September 30, 2017
(unaudited)

Note 1. Organization

Sierra Income Corporation (the “Company”) was incorporated under the general corporation laws of the State of Maryland on June 13, 2011 and formally commenced operations on April 17, 2012. The Company is an externally managed, non-diversified closed-end management investment company that has elected to be treated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the "1940 Act"). The Company is externally managed by SIC Advisors LLC (“SIC Advisors”), aan investment adviser registered investment adviserwith the Securities and Exchange Commission (the “SEC”) under the Investment Advisers Act of 1940, as amended (the “Advisers Act”). SIC Advisors is a majoritywholly owned subsidiary of Medley LLC, which is controlled by Medley Management Inc., a publicly tradedan asset management firm (NYSE: MDLY)("MDLY"), which in turn is controlled by Medley Group LLC, an entity wholly-owned by the senior professionals of Medley LLC. The term “Medley” refers to the collective activities of Medley Capital LLC, Medley LLC, Medley Management Inc.,MDLY, Medley Group LLC, SIC Advisors, associated investment funds and their respective affiliates. The Company has elected, and intends to continue to qualify annually, to be treated for U.S. federal income tax purposes as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Company’s fiscal year-end is December 31st.

31.

On April 17, 2012, the Company successfully reached its minimum escrow requirement and officially commenced operations by issuing 1,108,033 shares of common stock to SIC Advisors for gross proceeds of $10,000,000. TheOn July 2, 2018, the Company’s board of directors determined to terminate the Company’s offering period is currently scheduled to terminate on April 17,effective as of July 31, 2018. Through July 31, 2018, unless further extended. As of September 30, 2017, the Company has sold a total of 96,300,123108,727,717 shares of common stock, which includes shares issued as part of the distribution reinvestment plan (see Note 13), for total proceeds of $1.0 billion, which includes12) and the shares sold to SIC Advisors.Advisors, for total gross proceeds of $1.0 billion. The proceeds from the issuance of common stock are presented in the Company’s consolidated statementsConsolidated Statements of changesChanges in net assetsNet Assets and consolidated statementsConsolidated Statements of cash flowsCash Flows and are presented net of selling commissions and dealer manager fees.

On August 15, 2013, the Company formed Arbor Funding LLC ("Arbor"), a wholly-owned financing subsidiary.

On June 18, 2014, the Company formed Alpine Funding LLC ("Alpine"), a wholly-owned financing subsidiary.

On July 2, 2020, the Company purchased STRF Holdings LLC ("STRF"), a wholly-owned subsidiary.

The Company has formed and expects to continue to form certain taxable subsidiaries (the “Taxable Subsidiaries”), which are taxed as corporations for U.S. federal income tax purposes. Taxable Subsidiaries allow the Company to hold equity securities of portfolio companies organized as pass-through entities while continuing to satisfy the requirements ofapplicable to a RIC under the Code.

The Company’s investment objective is to generate current income, and to a lesser extent, long-term capital appreciation. The Company intends to meet its investment objective by investing primarily in the debt of privately owned U.S. companies with a focus on senior secured debt, second lien debt and, to a lesser extent, subordinated debt. The Company will originate transactions sourced through SIC Advisors’ direct origination network, and also expects to acquire debt securities through the secondary market. The Company may make equity investments in companies that it believes will generate appropriate risk adjusted returns, although it does not expect such investments to be a substantial portion of the portfolio.


Note 2. Significant Accounting Policies


Basis of Presentation

The Company follows the accounting and reporting guidance in the Financial Accounting Standards Board Accounting Standards Codification ("ASC") Topic 946 - Financial Services, Investment Companies ("ASC 946"). The accompanying consolidated financial statements have been prepared on the accrual basis of accounting in conformity with U.S. generally accepted accounting principles ("GAAP") and includeincludes the accounts of the Company and its wholly-owned subsidiaries, Alpine Arbor, and the Taxable Subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. All references made to the "Company," "we," and "us" herein include Sierra Income Corporation and its consolidated subsidiaries, except as stated otherwise. Additionally, the accompanying consolidated financial statements of the Company and related financial information have been prepared pursuant to the requirements for reporting on Form 10-Q and Article 10 of Regulation S-X. Accordingly, certain disclosures accompanying annual financial statements prepared in accordance with GAAP are omitted. InS-X of the opinionSecurities Act of management, the unaudited interim financial results contain all adjustments1933. All intercompany balances and reclassifications, which are of a normal recurring nature, that are necessary for the fair presentation of financial statements for the periods presented.transactions have been eliminated. Therefore, this Form 10-Q should be read in conjunction with the Company’s annual report on Form 10-K for the year ended December 31, 2016,2020, which was filed with the U.S. Securities and Exchange Commission ("SEC")SEC on March 7, 2017.19, 2021. 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, 2017.


2021.

Cash and Cash Equivalents

The Company considers cash equivalents to be highly liquid investments or investments with original maturities of three months or less. Cash and cash equivalents include deposits in money market mutual funds. The Company deposits its cash in major United StatesU.S. financial institutions which, at times, may be in excess of the Federal Deposit Insurance Corporation insurance limits.


Offering Costs
Offering costs incurred directly by the Company are expensed in the period incurred.

Use of Estimates in the Preparation of Financial Statements

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


Deferred Financing Costs

Financing costs, incurred in connection with the Company’s credit facilities (see Note 6)5), are deferred and amortized over the life of each corresponding facility.


Indemnification

In the normal course of business, the Company enters into contractual agreements that provide general indemnifications against losses, costs, claims and liabilities arising from the performance of individual obligations under such agreements. The Company has had no claims or payments pursuant to such agreements. The Company’s individual maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Company that have not yet occurred. However, based on management’s experience, the Company expects the risk of loss to be remote.

F-21

Revenue Recognition

Interest income, adjusted for amortization of premiums and accretion of discounts, is recorded on an accrual basis. The Company records amortized or accreted discounts or premiums as interest income using the effective interest method. Dividend income, which represents dividends from equity investments and distributions from subsidiaries, if any, is recognized on an accrual basis to the extent that the Company expects to collect such amount.


Fee income associated with investments in portfolio companies is recognized as income in the period that the Company becomes entitled to such fees. Other fees related to loan administration requirements are capitalized as deferred revenue and recorded into income over the respective period.


Prepayment penalties received by the Company for debt instruments paid back to the Company prior to the maturity date are recorded as income upon receipt.


The Company holds debt investments that contain a payment-in-kind (PIK)("PIK") interest provision. PIK interest, which represents contractually deferred interest added to the investment balance that is generally due at maturity, is recorded on an accrual basis to the extent such amounts are expected to be collected. PIK interest is not accrued if the Company does not expect the issuer to be able to pay all principal and interest when due. For the three and ninesix months ended SeptemberJune 30, 2017,2021, the Company earned $1,574,504PIK interest of $640,280 and $4,432,952 in PIK interest,$1,170,910, respectively. For the three and ninesix months ended SeptemberJune 30, 2016,2020, the Company earned $236,353 and $3,722,884 in PIK interest of $588,472 and $1,240,280, respectively.


Investment transactions are accounted for on a trade-date basis. Realized gains or losses on investments are measured by the difference between the net proceeds from the disposition and the amortized cost basis of investment, without regard to unrealized gains or losses previously recognized. DuringFor the three and ninesix months ended SeptemberJune 30, 2017,2021, the Company recognized $5,469,025 and $16,230,521 indid not recognize any realized gains or losses respectively, related to certain non-cash restructuring transactions, which is recorded ontransactions. For the consolidated statements of operations as a component of net realized gain/(loss) from non-controlled/non-affiliated investments. During the three and ninesix months ended SeptemberJune 30, 2016,2020, the Company recognized $11,844,083 indid not recognize any realized gains or losses respectively, related to certain non-cash restructuring transactions, which is recorded on the consolidated statements of operations as a component of net realized gain/(loss) from non-controlled/non-affiliated investments..transactions. The Company reports changes in fair value of investments that are measured at fair value as a component of the net change in unrealized appreciation/(depreciation) on investments in the consolidated statementsConsolidated Statements of operations. For total return swap transactions (see Note 5), periodic payments are received or made at the


end of each settlement period, but prior to settlement are recorded as realized gains or losses on total return swap in the consolidated statements of operations.

Operations.

Management reviews all loans that become 90 days or more past due on principal and interest or when there is reasonable doubt that principal or interest will be collected for possible placement on management's designation of non-accrual status. Accrued interest is generally reserved 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 management’s judgment regarding collectability. Non-accrual loansLoans on non-accrual status are restored to accrual status when past due principal and interest is paid and, in management’s judgment, are likely to remain current, although the Company may make exceptions to this general rule if the loan has sufficient collateral value and is in the process of collection. As of SeptemberJune 30, 2017, seven2021, certain investments in eleven portfolio companies were on non-accrual status with a combined cost of $52,120,295$81,560,703, or 11.8% of the cost of the Company's portfolio, and a combined fair value of $30,770,262,$31,438,283, or 2.88%5.0% of the fair value of the Company's portfolio. As of December 31, 2016, seven2020, certain investments in twelve portfolio companies were on non-accrual status with a combined cost of $57,135,673$83,537,754, or 11.9% of the cost of the Company's portfolio, and a combined fair value of $35,022,807,$30,649,219, or 3.56%5.1% of the fair value of the Company's portfolio.


Interest income from investments in the “equity” class of a collateralized loan obligation ("CLO") security (typically subordinated notes) is recorded based upon an estimation of an effective yield to expected maturity utilizing assumed cash flows in accordance with ASC 325-40, Beneficial Interests in Securitized Financial Assets. The Company monitors the expected cash flows from these investments, including the expected residual payments, and the effective yield is determined and updated periodically. Any difference between the cash distribution received and the amount calculated pursuant to the effective interest method is recorded as an adjustment to the cost basis of such investments.


Investment Classification

The Company classifies its investments in accordance with the requirements of the 1940 Act. Under the 1940 Act, the Company would be deemed to “control” a portfolio company if it owns more than 25% of its outstanding voting securities and/or had the power to exercise control over the management or policies of such portfolio company. The Company refers to such investments in portfolio companies that it “controls” as “Controlled Investments.” Under the 1940 Act, the Company would be deemed to be an “Affiliated Person” of a portfolio company if it owns at least 5%, but no more than 25%, of the portfolio company’s outstanding voting securities or if it is under common control with such portfolio company. The Company refers to such investments in Affiliated Persons as “Affiliated Investments.”


Valuation of Investments

The Company applies fair value accounting to all of its financial instruments in accordance with the 1940 Act and ASC Topic 820 - Fair Value Measurements and Disclosures (“ASC 820”). ASC 820 defines fair value, establishes a framework used to measure fair value and requires disclosures for fair value measurements. In accordance with ASC 820, the Company has categorized its financial instruments carried at fair value, based on the priority of the valuation technique, into a three-level fair value hierarchy as discussed in Note 4. Fair value is a market-based measure considered from the perspective of the market participant who holds the financial instrument rather than an entity specific measure. Therefore, when market assumptions are not readily available, the Company’s own assumptions are set to reflect those that management believes market participants would use in pricing the financial instrument at the measurement date.

Investments for which market quotations are readily available are valued at such market quotations, which are generally obtained from an independent pricing service or multiple broker-dealers or market makers. The Company weighs the use of third-party broker quotations, if any, in determining fair value based on management's understanding of the level of actual transactions used by the broker to develop the quote and whether the quote was an indicative price or binding offer. However, debt investments with remaining maturities within 60 days that are not credit impaired are valued at cost plus accreted discount, or minus amortized premium, which approximates fair value. Investments for which market quotations are not readily available are valued at fair value as determined by the Company’s board of directors based upon input from management and third party valuation firms. Because these investments are illiquid and because there may not be any directly comparable companies whose financial instruments have observable market values, these loans are valued using a fundamental valuation methodology, consistent with traditional asset pricing standards, that is objective and consistently applied across all loans and through time.

Investments in investment companies are valued at fair value. Fair values are generally determined utilizing the net asset value ("NAV") supplied by, or on behalf of, management of each investment company, which is net of management and incentive fees or allocations charged by the investment company and is in accordance with the "practical expedient", as defined by ASC 820. NAVs received by, or on behalf of, management of each investment company are based on the fair value of the investment company's underlying investments in accordance with policies established by management of each investment company, as described in each of their financial statements and offering memorandum.


The methodologies utilized by the Company in estimating the fair value of its investments categorized as Level 3 generally fall into the following two categories:

The “Market Approach” uses prices and other relevant information generated by market transactions involving identical or comparable assets, liabilities, or a group of assets and liabilities, such as a business.
The “Income Approach” converts future amounts (for example, cash flows or income and expenses) to a single current (that is, discounted) amount. When the Income Approach is used, the fair value measurement reflects current market expectations about those future amounts.

The “Market Approach” uses prices and other relevant information generated by market transactions involving identical or comparable assets, liabilities, or a group of assets and liabilities, such as a business.
The “Income Approach” converts future amounts (for example, cash flows or income and expenses) to a single current (that is, discounted) amount. When the Income Approach is used, the fair value measurement reflects current market expectations about those future amounts.

The Company uses third-party valuation firms to assist the board of directors in the valuation of its portfolio investments. The valuation reports generated by the third-party valuation firms consider the evaluation of financing and sale transactions with third parties, expected cash flows and market based information, including comparable transactions, performance multiples, and movement in yields of debt instruments, among other factors. Based on market data obtained from the third-party valuation firms, the Company uses a combined market yield analysis and an enterprise model of valuation. In applying the market yield analysis, the value of the Company’s loans is determined based upon inputs such as the coupon rate, current market yield, interest rate spreads of similar securities, the stated value of the loan, and the length to maturity. In applying the enterprise model, the Company uses a waterfall analysis which takes into account the specific capital structure of the borrower and the related seniority of the instruments within the borrower’s capital structure into consideration. To estimate the enterprise value of the portfolio company, the Company weighs some or all of the traditional market valuation methods and factors based on the individual circumstances of the portfolio company in order to estimate the enterprise value.

The methodologies and information that the Company utilizes when applying the Market Approach for performing investments may be based on,includes, among other things:

valuations of comparable public companies (“Guideline Comparable Approach”);
recent sales of private and public comparable companies (“Guideline Comparable Approach”);
recent acquisition prices of the company, debt securities or equity securities (“Recent Arms-length Transaction”);
external valuations of the portfolio company, offers from third parties to buy the company (“Estimated Sales Proceeds Approach”);
subsequent sales made by the company of its investments (“Expected Sales Proceeds Approach”); and
estimating the value to potential buyers.

The methodologies and public comparable companies, discountinginformation that the forecasted cash flows ofCompany utilizes when applying the portfolio company, third party valuations of the portfolio company, considering offers from third parties to buy the company, estimating the value to potential strategic buyers and considering the value of recentIncome Approach for performing investments in the equity securities of the portfolio company. includes:

discounting the forecasted cash flows of the portfolio company or securities (“Discounted Cash Flow” or “DCF” Approach); and
Black-Scholes model or simulation models or a combination thereof (Income Approach – Option Model) with respect to the valuation of warrants.

For non-performing investments, the Company may estimate the liquidation or collateral value of the portfolio company’s assets and liabilities using an expected recovery model. The Company may estimate the fair value of warrants based on a model such as the Black-Scholes model or simulation models or a combination thereof.


The methodologies and information that the Company utilizes when applying the Market Approach for performing investments includes, among other things:

valuations of comparable public companies (“Guideline Comparable Approach”);
recent sales of private and public comparable companies (“Guideline Comparable Approach”);
recent acquisition prices of the company, debt securities or equity securities (“Acquisition Price Approach”);
external valuations of the portfolio company, offers from third parties to buy the company (“Estimated Sales Proceeds Approach”);
subsequent sales made by the company of its investments (“Expected Sales Proceeds Approach”); and
estimating the value to potential buyers.

The methodologies and information that the Company utilizes when applying the Income Approach for performing investments includes:

discounting the forecasted cash flows of the portfolio company or securities (“Discounted Cash Flow” or “DCF” Approach); and
Black-Scholes model or simulation models or a combination thereof (Income Approach – Option Model) with respect to the valuation of warrants.

Over-the-counter derivative contracts, such as total return swaps (see Note 5) are fair valued using models that measure the change in fair value of reference assets underlying the swaps offset against any fees payable to the swap counterparty. The fair values of the reference assets underlying the swaps are determined using similar methods as described above for debt and equity investments where the Company also invests directly in such assets.

The Company undertakes a multi-step valuation process each quarter when valuing investments for which market quotations are not readily available, as described below:


the quarterly valuation process begins with each portfolio investment being initially valued by the Company's valuation professionals;
preliminary valuation conclusions are then documented and discussed with senior management; and
an independent valuation firm engaged by the Company’s board of directors prepares an independent valuation report for approximately one-third of the portfolio investments each quarter on a rotating quarterly basis on non-

fiscal year-end quarters, such that each of these investments will be valued by an independent valuation firm at least twice per annum when combined with the fiscal year-end review of all the investments by independent valuation firms.

the quarterly valuation process begins with each portfolio investment being initially valued by the Company's valuation professionals;
preliminary valuation conclusions are then documented and discussed with senior management; and
an independent valuation firm engaged by the Company’s board of directors prepares an independent valuation report for approximately one-third of the portfolio investments each quarter on a rotating quarterly basis on non-fiscal year-end quarters, such that each of these investments will be valued by an independent valuation firm at least twice per annum when combined with the fiscal year-end review of all the investments by independent valuation firms.

In addition, all of the Company’s investments are subject to the following valuation process:

management reviews preliminary valuations and its own independent assessment;
the independent audit committee of the Company’s board of directors reviews the preliminary valuations of senior management and independent valuation firms; and
the Company’s board of directors discusses valuations and determines the fair value of each investment in the Company’s portfolio in good faith based on the input of SIC Advisors, the respective independent valuation firms and the audit committee.

management reviews preliminary valuations and its own independent assessment;
the independent audit committee of the Company’s board of directors reviews the preliminary valuations of senior management and independent valuation firms; and
the Company’s board of directors discusses valuations and determines the fair value of each investment in the Company’s portfolio in good faith based on the input of SIC Advisors, the respective independent valuation firms and the audit committee.

The Company’s investments in subordinated notes are carried at fair value, which is based on a discounted cash flow model. The discounted cash flow model models both the underlying collateral (assets) and the liabilities of the CLO capital structure. The discounted cash flow model uses a set of assumptions including projected default rates, recovery rates, reinvestment rates and prepayment rates in order to arrive at estimated cash flows of the assets. The discounted cash flow model distributes the asset cash flows to the liability structure based on the payment priorities and discounts them back using appropriate market discount rates based on discount rates for comparable CLOs. The assumptions are based on available market data as well as management estimates. Additional data is used to validate the results from the discounted cash flow method, such as analysis of relevant data observed in the CLO market, review of quotes, where available, recent acquisitions and observable transactions in the subordinated notes, among other factors.

Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the Company’s investments may differ significantly from the values that would have been used had a readily available market value existed for such investments, and the differences could be material.


Fair Value of Financial Instruments

The carrying amounts of certain of the Company’s financial instruments, including cash and accounts payable and accrued expenses, approximate fair value due to their short-term nature. The carrying amounts and fair values of the Company’s long-term obligations are discussed in Note 4.


5.

U.S. Federal Income Taxes

The Company has elected, and intends to qualify annually, to be treated as a RIC under Subchapter M of the Code and operate in a manner so as to continue to qualify for the tax treatment applicable to RICs.Code. In order to continue to qualify as a RIC, among other things, the Company is required to meet certain source of income and asset diversification requirements and timely distribute to its stockholders at least 90% of the sum of its investment company taxable income ("ICTI") including PIK, as defined by the Code, and net tax-exempt interest income (which is the excess of the Company’s gross tax-exempt interest income over certain disallowed deductions) for each taxable year in order to be eligible for tax treatment under Subchapter M of the Code. Depending on the level of ICTI earned in a tax year, the Company may choose to carry forward ICTI in excess of current year dividend distributions into the next tax year. Any such carryover ICTI must be distributed before the end of that next tax year through a dividend declared prior to filing the final tax return related to the year which generated such ICTI.

The Company will be subject to a nondeductible U.S. federal excise tax of 4% on undistributed income if it does not distribute at least 98% of its ordinary income in any calendar year and 98.2% of its capital gain net income for each one-year period ending on October 31 of such calendar year. To the extent the Company determines that its estimated current year annual taxable income will be in excess of estimated current year dividend distributions for U.S. federal excise tax purposes, the Company accrues U.S. federal excise tax, if any, on estimated excess taxable income as taxable income is earned.

For the year ended December 31, 2020, the Company distributed at least 98% of its ordinary income and 98.2% of its capital gains, and as such, there was no excise tax accrual or expense recorded.

The Taxable Subsidiaries accrue income taxes payable based on the applicable corporate rates on the unrealized gains generated by the investments held by the Taxable Subsidiaries. As of SeptemberJune 30, 20172021 and December 31, 2016,2020, the Company recorded a deferred tax liability of $429,991$4,214,716 and $244,622,$2,390,596, respectively, on the consolidated statementsConsolidated Statements of assetsAssets and liabilities.Liabilities. The change in deferred tax liabilities is included as a component of net realized and unrealized gain/(loss) on investments on the consolidated statementsConsolidated Statements of operations.

Operations.

ICTI generally differs from net investment income for financial reporting purposes due to temporary and permanent differences in the recognition of income and expenses. The Company may be required to recognize ICTI in certain circumstances in which it does not receive cash. For example, if the Company holds debt obligations that are treated under applicable tax rules as having original issue discount ("OID"), the Company must include in ICTI each year a portion of the original issue discountOID that accrues over the life of the obligation, regardless of whether cash representing such income is received by the Company in the same taxable year. The Company may also have to include in ICTI other amounts that it has not yet received in cash, such as PIK interest income and interest


income from investments that have been classified as non-accrual for financial reporting purposes. Interest income on non-accrual investments is not recognized for financial reporting purposes, but generally is recognized in ICTI.income. Because any original issue discountOID or other amounts accrued will be included in the Company’s ICTI for the year of accrual, the Company may be required to make a distribution to its stockholders in order to satisfy the minimum distribution requirements, even though the Company will not have received and may not ever receive any corresponding cash amount. ICTI also excludes net unrealized appreciation or depreciation, as investment gains or losses are not included in taxable income until they are realized.

Although the Company files federal and state tax returns, the Company's major tax jurisdiction is the United States federal jurisdiction. The Company’s federal and state tax returns for the prior three fiscal years remain open, subject to examination by the Internal Revenue Service.


The Company accounts for income taxes in conformity with ASC Topic 740 - Income Taxes (“ASC 740”). ASC 740 provides guidelines for how uncertain tax positions should be recognized, measured, presented and disclosed in financial statements. ASC 740 requires the evaluation of tax positions taken or expected to be taken in the course of preparing the Company’s tax returns to determine whether the tax positions are “more-likely-than-not” to be sustained by the applicable tax authority. Tax positions deemed to meet the “more-likely-than-not” threshold would be recorded as a tax benefit or expense in the current period. The Company recognizes interest and penalties, if any, related to unrecognized tax benefits as income tax expense in the consolidated statementsConsolidated Statements of operations.Operations. There were no interest or penalties due to material uncertain income tax positions at SeptemberJune 30, 20172021 and 2016.December 31, 2020.

F-24

The following table reflects,

As of June 30, 2021, for U.S. federal income tax purposes, the sources ofaggregate gross unrealized appreciation and the cash distributions that the Company has paid on its common stock for the nine months ended September 30, 2017aggregate gross unrealized depreciation are $36,055,498 and 2016 :

  Nine Months Ended September 30, 2017 Nine Months Ended September 30, 2016
Source of Distribution 
Distribution
Amount
 Percentage 
Distribution
Amount(1)
 Percentage
Ordinary income $46,082,836
 100.0% $53,464,883
 100.0%
Net realized gain 
 
 
 
Return of capital 
 
 
 
Distributions on a tax basis $46,082,836
 100.0% $53,464,883
 100.0%

(1) For the nine months ended September 30, 2016, if expense support payments of $16,093,129 were not made by SIC Advisors, 30% of the distributions would have been a return of capital for GAAP purposes.

$85,276,644, respectively. As of SeptemberJune 30, 2017,2021, net unrealized depreciation is $49,221,146 based on a tax basis cost of $680,567,873.

As of December 31, 2020, for federal income tax purposes, the aggregate gross unrealized appreciation and the aggregate gross unrealized depreciation is $8,341,062are $28,388,444 and $56,079,015,$119,104,895, respectively. As of September 30, 2017,December 31, 2020, net unrealized depreciation is $45,794,014$90,716,451 based on a tax basis cost of $1,112,856,106.

$694,702,931.

Segments

The Company invests in various industries. The Company separately evaluates the performance of each of its investment relationships. However, because each of these investment relationships has similar business and economic characteristics, they have been aggregated into a single investment segment. All applicable segment disclosures are included in or can be derived from the Company’s consolidated financial statements (See Note 3).


Company Investment Risk, Concentration of Credit Risk, and Liquidity Risk

SIC Advisors has broad discretion in making investments for the Company. Investments generally consist of debt instruments that may be affected by business, financial market or legal uncertainties. Prices of investments may be volatile, and a variety of factors that are inherently difficult to predict, such as domestic or international economic and political developments, may significantly affect the results of the Company’s activities and the value of its investments. In addition, the value of the Company’s portfolio may fluctuate as the general level of interest rates fluctuates.

The value of the Company’s investments in loans and bonds may be detrimentally affected to the extent, among other things, that a borrower defaults on its obligations, there is insufficient collateral and/or there are extensive legal and other costs incurred in collecting on a defaulted loan, observable secondary or primary market yields for similar instruments issued by comparable companies increase materially or risk premiums required in the market between smaller companies, such as the Company’s borrowers, and those for which market yields are observable, increase materially.

The Company’s assets may, at any time, include securities and other financial instruments or obligations that are illiquid or thinly traded, making purchase or sale of such securities and financial instruments at desired prices or in desired quantities difficult.


Furthermore, the sale of any such investments may be possible only at substantial discounts, and it may be extremely difficult to value any such investments accurately.

Recent Accounting Pronouncements


In March 2016,2020, the FASB issued ASU 2016-08, Revenue from Contracts2020-04, "Reference rate reform (Topic 848)—Facilitation of the effects of reference rate reform on financial reporting." The amendments in this update provide optional expedients and exceptions for applying U.S. GAAP to certain contracts and hedging relationships that reference LIBOR or another reference rate expected to be discontinued due to reference rate reform and became effective upon issuance for all entities. The Company has agreements that have LIBOR as a reference rate with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net), which clarifiedcertain portfolio companies and also with our lender, including financial instruments that mature before and after the implementation guidance on principal versus agent considerations. In April 2016,end of 2021, when certain LIBOR reference rates will be discontinued. Many of these agreements, including the FASB issued ASU 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing, which clarifiedcredit agreement relating to the implementation guidance regarding performance obligations and licensing arrangements. The new standard will become effectiveAlpine Credit Facility, include language for choosing an alternative successor rate if LIBOR reference is no longer considered to be appropriate. With respect to other agreements, the Company on January 1, 2018,intends to work with early application permittedits portfolio companies and lenders to modify agreements to choose an alternative successor rate. Contract modifications are required to be evaluated in determining whether the modifications result in the establishment of new contracts or the continuation of existing contracts. The standard is effective dateas of January 1, 2017.March 12, 2020 through December 31, 2022 and the Company plans to apply the amendments in this update to account for contract modifications due to changes in reference rates. The Company is evaluating the effectdoes not believe that the above referenced guidanceit will have a material impact on its consolidated financial statements and related disclosures. The Company has not yet selected a transition method nor has it determined the effect of the standard on its ongoing financial reporting. The guidance does not apply to revenue associated with financial instruments, including loans and notes that are accounted for under other U.S. GAAP. As a result, the Company does not expect the new revenue recognition guidance to have a material impact on the elements of its consolidated statements of operations, most closely associated with financial instruments, including realized gains, fees, interest and dividend income. The Company plans to adopt the revenue recognition guidance in the first quarter of 2018. The Company’s implementation efforts include the identification of revenue within the scope of the guidance, as well as the evaluation of revenue contracts and related accounting policies. While the Company has not yet identified any material changes in the timing of revenue recognition, the Company's review is ongoing, and it continues to evaluate the presentation of certain contract costs.


Note 3. Investments

The following table summarizesshows the amortized cost and the fair value of the Company’s portfolio investments as of SeptemberJune 30, 2017:2021:

  

Amortized Cost

  

Percentage

  

Fair Value

  

Percentage

 

Senior secured first lien term loans

 $391,803,346   56.5% $340,020,040   53.9%

Senior secured second lien term loans

  89,818,435   13.0   88,498,230   14.0 

Subordinated notes

  60,457,435   8.7   54,568,511   8.6 

Sierra Senior Loan Strategy JV I LLC

  110,050,000   15.9   85,775,721   13.6 

Equity/warrants

  41,107,263   5.9   62,484,225   9.9 

Total

 $693,236,479   100.0% $631,346,727   100.0%
 Amortized Cost Percentage Fair Value Percentage
Senior secured first lien term loans$572,860,454
 51.4% $553,428,971
 51.9%
Senior secured second lien term loans304,081,717
 27.3
 285,048,102
 26.7
Senior secured first lien notes53,951,323
 4.8
 52,850,766
 5.0
Subordinated notes74,393,199
 6.7
 71,311,459
 6.7
Sierra Senior Loan Strategy JV I LLC72,991,250
 6.5
 72,086,943
 6.8
Warrants/Equity36,522,102
 3.3
 32,335,851
 3.0
Total$1,114,800,045
 100.0% $1,067,062,092
 100.0%

The following table summarizesshows the amortized cost and the fair value of the Company’s portfolio investments as of December 31, 2016:2020

  

Amortized Cost

  

Percentage

  

Fair Value

  

Percentage

 

Senior secured first lien term loans

 $369,385,810   52.7% $315,490,601   52.3%

Senior secured first lien notes

  8,473,750   1.2   8,548,755   1.4 

Senior secured second lien term loans

  103,081,287   14.7   93,794,917   15.5 

Subordinated notes

  65,561,840   9.4   50,039,500   8.3 

Sierra Senior Loan Strategy JV I LLC

  110,050,000   15.7   81,788,964   13.5 

Equity/warrants

  44,451,252   6.3   54,323,743   9.0 

Total

 $701,003,939   100.0% $603,986,480   100.0%

F-25

 Amortized Cost Percentage Fair Value Percentage
Senior secured first lien term loans$515,753,491
 50.2% $493,340,277
 50.2%
Senior secured second lien term loans275,915,932
 26.9
 260,008,735
 26.4
Senior secured first lien notes72,767,547
 7.1
 71,970,598
 7.3
Subordinated notes53,041,209
 5.2
 55,185,590
 5.6
Sierra Senior Loan Strategy JV I LLC60,785,000
 5.9
 60,496,647
 6.2
Warrants/Equity48,219,259
 4.7
 42,142,475
 4.3
Total$1,026,482,438
 100.0% $983,144,322
 100.0%


The following table shows the compositionamortized cost and fair value of the Company’s portfolio investments by industry classification atas of June 30, 2021:

Industry Classification

 

Amortized Cost

  

Percentage

  

Fair Value

  

Percentage

 

Multi-Sector Holdings

 $169,631,708   24.5% $140,344,232   22.2%

High Tech Industries

  88,071,141   12.7   88,996,742   14.1 

Services: Business

  67,002,170   9.7   66,688,199   10.6 

Healthcare & Pharmaceuticals

  59,028,667   8.5   48,320,180   7.6 

Construction & Building

  49,492,098   7.1   46,427,176   7.3 

Consumer Goods: Durable

  20,137,444   2.9   32,699,525   5.2 

Aerospace & Defense

  34,388,965   5.0   31,921,162   5.0 

Banking, Finance, Insurance & Real Estate

  18,509,706   2.7   27,403,505   4.3 

Automotive

  27,866,568   4.0   26,424,424   4.2 

Hotel, Gaming & Leisure

  36,945,037   5.3   24,765,792   3.9 

Environmental Industries

  12,031,568   1.7   21,568,052   3.4 

Containers, Packaging & Glass

  16,931,649   2.4   16,950,627   2.7 

Services: Consumer

  9,704,227   1.4   9,937,562   1.6 

Chemicals, Plastics & Rubber

  10,047,621   1.5   9,275,302   1.5 

Forest Products & Paper

  6,395,222   0.9   8,100,597   1.3 

Media: Diversified & Production

  15,412,995   2.2   7,531,034   1.2 

Transportation: Cargo

  6,448,180   0.9   6,451,966   1.0 

Transportation: Consumer

  6,853,763   1.0   5,425,489   0.9 

Metals & Mining

  3,545,379   0.5   3,545,421   0.6 

Retail

  9,793,881   1.4   2,976,677   0.5 

Capital Equipment

  2,459,249   0.4   2,454,024   0.4 

Energy: Oil & Gas

  20,813,748   3.0   1,707,715   0.3 

Wholesale

  1,682,536   0.3   1,389,202   0.2 

Beverage & Food

  42,957   0.0   42,122   0.0 

Total

 $693,236,479   100.0% $631,346,727   100.0%

The following table shows the amortized cost and fair value as of September 30, 2017:

Industry Classification Amortized Cost Percentage Fair Value Percentage
Services: Business $160,312,891
 14.4% $159,677,377
 15.0%
Multi-Sector Holdings 147,384,449
 13.2% 143,398,402
 13.4%
Healthcare & Pharmaceuticals 88,593,491
 7.9% 85,276,518
 8.0%
Aerospace & Defense 81,363,312
 7.3% 82,024,806
 7.7%
Banking, Finance, Insurance & Real Estate 74,734,639
 6.7% 74,791,174
 7.0%
Construction & Building 68,262,278
 6.1% 68,939,049
 6.5%
Hotel, Gaming & Leisure 76,768,495
 6.9% 63,094,334
 5.9%
High Tech Industries 54,783,730
 4.9% 53,978,631
 5.1%
Transportation: Cargo 38,550,182
 3.5% 38,717,742
 3.6%
Energy: Oil & Gas 36,394,905
 3.3% 35,461,384
 3.3%
Retail 34,826,591
 3.1% 29,526,830
 2.8%
Chemicals, Plastics & Rubber 28,716,215
 2.6% 28,718,889
 2.7%
Media: Advertising, Printing & Publishing 26,965,787
 2.4% 25,682,164
 2.4%
Telecommunications 22,130,786
 2.0% 21,722,937
 2.0%
Metals & Mining 21,127,331
 1.9% 21,127,331
 2.0%
Containers, Packaging & Glass 19,280,312
 1.7% 19,277,831
 1.8%
Beverage & Food 18,776,362
 1.7% 19,006,462
 1.8%
Automotive 35,479,192
 3.2% 18,884,012
 1.8%
Media: Diversified & Production 15,247,000
 1.4% 15,910,550
 1.5%
Capital Equipment 14,663,327
 1.3% 14,660,612
 1.4%
Media: Broadcasting & Subscription 16,127,683
 1.4% 13,889,508
 1.3%
Wholesale 12,487,500
 1.1% 12,422,565
 1.2%
Services: Consumer 9,497,960
 0.9% 8,631,157
 0.8%
Transportation: Consumer 7,443,960
 0.7% 7,443,960
 0.7%
Environmental Industries 2,881,667
 0.3% 2,881,667
 0.3%
Consumer Goods: Non-Durable 2,000,000
 0.2% 1,916,200
 0.2%
Total $1,114,800,045
 100.0% $1,067,062,092
 100.0%


The following table shows the composition of the Company’s portfolio investments by industry classification at amortized cost and fair value as of December 31, 2016:2020:

Industry Classification

 

Amortized Cost

  

Percentage

  

Fair Value

  

Percentage

 

Multi-Sector Holdings

 $174,660,001   24.9% $131,792,864   21.8%

Services: Business

  79,260,551   11.3   73,716,395   12.2 

High Tech Industries

  75,519,344   10.8   71,792,022   11.9 

Healthcare & Pharmaceuticals

  68,599,968   9.8   58,275,198   9.6 

Consumer Goods: Durable

  32,045,028   4.6   41,016,292   6.8 

Construction & Building

  42,928,750   6.1   38,356,358   6.4 

Banking, Finance, Insurance & Real Estate

  27,848,664   4.0   37,620,161   6.2 

Aerospace & Defense

  33,558,896   4.8   29,723,725   4.9 

Hotel, Gaming & Leisure

  36,326,705��  5.2   24,013,769   4.0 

Automotive

  18,886,756   2.7   17,404,476   2.9 

Containers, Packaging & Glass

  15,206,840   2.2   15,120,424   2.5 

Environmental Industries

  5,041,430   0.7   10,052,691   1.7 

Services: Consumer

  9,700,000   1.4   9,725,000   1.6 

Chemicals, Plastics & Rubber

  10,060,861   1.4   9,063,498   1.5 

Forest Products & Paper

  6,477,887   0.9   7,770,704   1.3 

Media: Diversified & Production

  15,474,145   2.2   6,780,000   1.1 

Transportation: Cargo

  6,877,294   1.0   6,770,781   1.1 

Transportation: Consumer

  7,975,416   1.1   6,068,082   1.0 

Metals & Mining

  3,492,436   0.5   3,492,479   0.6 

Energy: Oil & Gas

  20,868,832   3.0   2,625,018   0.4 

Wholesale

  2,212,919   0.3   1,746,044   0.3 

Retail

  7,934,347   1.1   1,012,358   0.2 

Beverage & Food

  46,869   0.0   48,141   0.0 

Total

 $701,003,939   100.0% $603,986,480   100.0%
Industry Classification Amortized Cost Percentage Fair Value Percentage
Services: Business $159,797,762
 15.6% $149,451,149
 15.2%
Multi-Sector Holdings 128,326,209
 12.5
 130,182,237
 13.3
Banking, Finance, Insurance & Real Estate 72,588,294
 7.1
 72,938,844
 7.4
Aerospace & Defense 68,415,721
 6.7
 70,126,640
 7.1
Hotel, Gaming & Leisure 71,197,643
 6.9
 69,640,838
 7.1
Healthcare & Pharmaceuticals 75,853,228
 7.4
 69,382,894
 7.1
Retail 71,315,882
 6.9
 61,292,231
 6.2
Construction & Building 59,905,702
 5.8
 58,267,425
 5.9
Telecommunications 37,511,289
 3.7
 37,580,414
 3.8
Energy: Oil & Gas 38,245,386
 3.7
 33,048,939
 3.4
Transportation: Cargo 28,797,584
 2.8
 28,493,057
 2.9
High Tech Industries 26,733,476
 2.6
 25,888,925
 2.6
Automotive 32,217,128
 3.1
 24,222,630
 2.5
Wholesale 22,332,170
 2.2
 21,660,294
 2.2
Metals & Mining 20,756,842
 2.0
 20,518,139
 2.1
Media: Advertising, Printing & Publishing 20,267,753
 2.0
 19,306,587
 2.0
Beverage & Food 18,949,580
 1.8
 19,282,080
 2.0
Media: Broadcasting & Subscription 18,085,575
 1.8
 15,830,498
 1.6
Media: Diversified & Production 15,247,000
 1.5
 15,733,786
 1.6
Chemicals, Plastics & Rubber 15,515,124
 1.5
 15,726,190
 1.6
Capital Equipment 11,937,500
 1.2
 12,088,629
 1.2
Transportation: Consumer 7,280,374
 0.7
 7,280,374
 0.7
Services: Consumer 5,205,216
 0.5
 5,201,522
 0.5
Total $1,026,482,438
 100.0% $983,144,322
 100.0%
See Note 5 for industry classifications of the underlying total return swap ("TRS") reference assets as of September 30, 2017 and December 31, 2016.

The following table shows the composition of the Company’s portfolio investments by geography classification at fair value as of SeptemberJune 30, 20172021 and December 31, 2016:2020

  

June 30, 2021

  

December 31, 2020

 

Geography

 

Fair Value

  

Percentage

  

Fair Value

  

Percentage

 

United States

 $576,778,216   91.4% $553,982,580   91.7%

Cayman Islands

  54,568,511   8.6   50,003,900   8.3 

Total

 $631,346,727   100.0% $603,986,480   100.0%

F-26

 September 30, 2017 December 31, 2016
GeographyFair Value Percentage Fair Value Percentage
United States$993,145,565
 93.1% $905,925,975
 92.1%
Canada2,605,068
 0.2
 7,532,757
 0.8
Cayman Islands71,311,459
 6.7
 69,685,590
 7.1
Total$1,067,062,092
 100.0% $983,144,322
 100.0%


Transactions Withwith Controlled/Affiliated Companies


During the ninesix months ended SeptemberJune 30, 20172021 and 2016,2020, the Company had investments in portfolio companies designated as controlled/affiliated investments under the 1940 Act. Transactions with controlled/affiliated investments were as follows:

        

Purchases/

  

Transfers

  

Net change in

             
    

Fair Value at

  

(Sales)

  

In/(Out)

  

unrealized

             
    

December 31,

  

of

  

of

  

appreciation/

  

Realized

  

Fair Value at

  

Income

 

Name of Investment(2)

 

Type of Investment

 

2020

  

Investments

  

Investments

  

(depreciation)

  

Gain/(Loss)

  

June 30, 2021

  

Earned

 

1888 Industrial Services, LLC

 

Revolving Credit Facility

 $1,243,924  $  $  $  $  $1,243,924  $38,474 
  

Senior Secured First Lien Term Loan

  431,176   (6,467)     -27,460   33,927   431,176    
  

Senior Secured First Lien Term Loan

                     
  

Senior Secured First Lien Term Loan

                     
  

Membership Units

                     

Access Media Holdings, LLC

 

Senior Secured First Lien Term Loan

     (127,680)        127,680       

Black Angus Steakhouses, LLC

 

Senior Secured First Lien Term Loan

  1,897,321               1,897,321   130,393 
  

Senior Secured First Lien Term Loan

  9,060,892         11,579      9,072,471    
  

Senior Secured First Lien Term Loan

  3,055,556   694,444            3,750,000   181,775 
  

Equity

                     

Caddo Investors Holdings 1 LLC

 

Equity

  6,366,372         431,527      6,797,899    

Charming Charlie LLC

 

Senior Secured First Lien Term Loan

                     
  

Senior Secured First Lien Term Loan

                     
  

Senior Secured First Lien Term Loan

  71,281               71,281    
  

Senior Secured First Lien Term Loan

  396,225               396,225    
  

Common Stock

                     

Dynamic Energy Services International LLC

 

Revolving Credit Facility

                     
  

Senior Secured First Lien Term Loan

  493,470         (493,470)         
  

Equity

                     

Kemmerer Operations, LLC

 

Senior Secured First Lien Term Loan

  2,130,353   163,694            2,294,047   163,761 
  

Senior Secured First Lien Delayed Draw Term Loan

  399,366   (110,752)           288,614   24,796 
  

Equity

  962,760               962,760    

MCM 500 East Pratt Holdings, LLC

 

Equity

  7,350,000         (925,000)     6,425,000   382,197 

MCM Capital Office Park Holdings LLC

 

Equity

  15,525,000         (606,495)     14,918,505   437,698 

Sierra Senior Loan Strategy JV I LLC(1)

 

Equity

  81,788,964         3,986,757      85,775,721   2,522,112 

TwentyEighty, Inc.

 

Common Units

     (37,764)        37,764       

Total

 $131,172,660  $575,475  $  $2,377,438  $199,371  $134,324,944  $3,881,206 

F-27
Name of Investment (3)
 Type of Investment Fair Value at December 31, 2016 
Purchases/
(Sales)
of Investments
 
Transfers
In/(Out)
of Investments
 
Net change in
unrealized
appreciation/
(depreciation)
 Realized Gain/(Loss) Fair Value at September 30, 2017 Income
Earned
AAR Intermediate Holdings, LLC Senior Secured First Lien Term Loans $
 $(150,935) $150,935
 $
 $
 $
 $9,015
  Senior Secured First Lien Term Loans 
 
 3,144,481
 
 
 3,144,481
 146,648
  Senior Secured First Lien Term Loans 
 593,511
 5,254,799
 1,062,892
 
 6,911,202
 469,183
   Membership Units 
 
 
 
 
 
 
Access Media Holdings, LLC Senior Secured First Lien Term Loan 
 271,946
 7,026,014
 
 
 7,297,960
 541,307
  Common Stock 
 
 
 
 
 
 
  Preferred Equity Series A 
 
 1,400,000
 (1,400,000) 
 
 
  Preferred Equity Series AA 
 52,500
 647,500
 (700,000) 
 
 
  Preferred Equity Series AAA 
 317,800
   (158,900) 
 158,900
 
Capstone Nutrition Senior Secured First Lien Term Loans 16,246,819
 (281,769) 
 3,379,306
 
 19,344,356
 
  Common Stock 
 
 
 
 
 
 
  Common Stock, Class B 
 
 
 
 
 
 
  Common Stock, Class C 
 
 
 
 
 
 
MCM Capital Office Park Holdings LLC Equity 7,500,000
 (467,532) 
 
 
 7,032,468
 
Nomida LLC(1)
 Senior Secured First Lien Term Loan 8,100,000
 (4,400,000) 
 
 
 3,700,000
 611,806
  Equity 5,400,000
 
 
 
 
 5,400,000
 
Sierra Senior Loan Strategy JV I LLC(2)
 Equity 60,496,647
 12,206,250
 
 (615,954) 
 72,086,943
 5,512,500
TwentyEighty, Inc. Senior Secured First Lien Term Loan 
 5,442,414
 
 (79,390) 
 5,363,024
 350,142
  Senior Secured First Lien Term Loan 
 6,579,632
 
 
 
 6,579,632
 344,482
  Senior Secured First Lien Term Loan 
 3,059,173
 
 15,086
 
 3,074,259
 183,364
  Senior Secured First Lien Term Loan 
 
 
 
 
 
 8,571
  Equity 
 
 
 
 
 
 
                 
Total   $97,743,466
 $23,222,990
 $17,623,729
 $1,503,040
 $
 $140,093,225
 $8,177,018

Name of Investment Type of Investment Fair Value at December 31, 2015 
Purchases/
(Sales)
of Investments
 
Transfers
In/(Out)
of Investments
 
Net change in
unrealized
appreciation/
(depreciation)
 Realized Gain/(Loss) Fair Value at September 30, 2016 Income
Earned
Nomida LLC(1)
 Senior Secured First Lien Term Loan $8,100,042
 $
 $
 $14,700
 $
 $8,114,742
 $616,500
  Equity 5,400,000
 
 
 
 
 5,400,000
 
Sierra Senior Loan Strategy JV I LLC(2)
 Equity 34,362,191
 19,950,000
 
 (1,739,556) 
 52,572,635
 3,570,000
Total   $47,862,233
 $19,950,000
 $
 $(1,724,856) $
 $66,087,377
 $4,186,500

    

Fair Value

  

Purchases/

  

Transfers

  

Net change in

             
    

at

  

(Sales)

  

In/(Out)

  

unrealized

      

Fair Value

     
    

December 31,

  

of

  

of

  

appreciation/

  

Realized

  

at

  

Income

 

Name of Investment(2)

 

Type of Investment

 

2019

  

Investments

  

Investments

  

(depreciation)

  

Gain/(Loss)

  

June 30, 2020

  

Earned

 

1888 Industrial Services, LLC

 

Revolving Credit Facility

 $1,183,094  $41,570  $  $  $  $1,224,664  $41,341 
  

Senior Secured First Lien Term Loan

  3,315,574         (3,315,574)         
  

Senior Secured First Lien Term Loan

  2,113,617         (2,113,617)         
  

Senior Secured First Lien Term Loan

  416,940         (8,573)     408,367    
  

Senior Secured First Lien Term Loan

  79,986   2,731            82,717   2,731 
  

Senior Secured First Lien Term Loan

  288,300   9,844            298,144   9,892 
  

Membership Units

                     

Access Media Holdings, LLC

 

Senior Secured First Lien Term Loan

  2,251,418         (830,428)     1,420,990    
  

Common Stock

                     
  

Preferred Equity

                     
  

Preferred Equity

                     
  

Preferred Equity

  (88,200)              (88,200)   

Caddo Investors Holdings 1 LLC

 

Equity

  5,765,253   4,882      284,165      6,054,300    

Charming Charlie LLC

 

Senior Secured First Lien Term Loan

                     
  

Senior Secured First Lien Term Loan

                     
  

Senior Secured First Lien Term Loan

  112,981   (12,125)     (29,575)     71,281   6,437 
  

Senior Secured First Lien Term Loan

  628,025   (67,400)     (164,400)     396,225   35,782 
  

Common Stock

                     

Dynamic Energy Services International LLC

 

Revolving Credit Facility

                       
  

Senior Secured First Lien Term Loan

  692,431         (232,479)     459,952    
  

Equity

                     

Kemmerer Operations, LLC

 

Senior Secured First Lien Term Loan

  461,035   35,625            496,660   35,640 
  

Senior Secured First Lien Delayed Draw Term Loan

  1,834,227   141,733            1,975,960   141,792 
  

Equity

  962,760               962,760    

MCM 500 East Pratt Holdings, LLC

 

Equity

  7,350,000               7,350,000   94,677 

MCM Capital Office Park Holdings LLC

 

Equity

  11,775,000         2,850,000      14,625,000   279,480 

Sierra Senior Loan Strategy JV I LLC(1)

 

Equity

  68,434,389   13,625,000      (18,252,508)     63,806,881   1,400,000 

TwentyEighty, Inc.

 

Equity

  644,597   (232,392)     (255,341)  232,392   389,256    

Total

   $108,221,427  $13,549,468  $  $(22,068,330) $232,392  $99,934,957  $2,047,772 

(1)

(1)Nomida, LLC ("Nomida") is a non-public real estate investment formed by the Company to purchase and develop a residential property. The Company is the sole equity shareholder of Nomida and has provided 100% of the debt financing to the entity. The Company is Nomida’s sole member responsible for Nomida’s daily operations. In addition, the Chief Financial Officer and Secretary of the Company also serves as President of Nomida. The assets of Nomida are comprised of a residential development property in the city of Chicago, IL and the proceeds of the loan from the Company; the liabilities of Nomida consist of the loan payable to the Company.
(2)

The Company and Great American Life Insurance Company ("GALIC") are the members of Sierra Senior Loan Strategy JV I LLC ("Sierra JV"), a joint venture formed as a Delaware limited liability company that is not consolidated by either member for financial reporting purposes. The members of Sierra JV make capital contributions as investments by Sierra JV are completed, and all portfolio and other material decisions regarding Sierra JV must be submitted to Sierra JV’s board of managers, which is comprised of an equal number of members appointed by each of the Company and GALIC. Approval of Sierra JV’s board of managers requires the unanimous approval of a quorum of the board of managers, with a quorum consisting of equal representation of members appointed by each of the Company and GALIC. Because management of Sierra JV is shared equally between the Company and GALIC, the Company does not have operational control over the Sierra JV for purposes of the 1940 Act or otherwise.

(2)

(3)

The par amount and additional detail are shown in the consolidated schedule of investments.investments

Purchases/(sales) of investments in controlled/affiliatesaffiliated investments are included in the purchases and sales presented on the consolidated statementsConsolidated Statements of cash flowsCash Flows for the ninesix months ended SeptemberJune 30, 20172021 and 2016.2020. Transfers in/(out) of controlled/affiliated represents the fair value for the month an investment became or was removed as a controlled/affiliates investment. Income received from controlled/affiliated investments is included in total investment income on the consolidated statementsConsolidated Statements of operationsOperations for the six months ended June 30, 2021 and 2020.

In connection with certain of the Company’s investments, the Company receives warrants that are obtained for the objective of increasing the total investment returns and are not held for hedging purposes. As of June 30, 2021 and December 31, 2020, the total fair value of warrants were $27,955 and $13,195, respectively, and were included in investments at fair value on the Consolidated Statements of Assets and Liabilities. Total realized and change in unrealized gains (losses) related to warrants for the three and ninesix months ended SeptemberJune 30, 20172021 were $5,591 and 2016.


$14,760. Total realized and change in unrealized gains (losses) related to warrants for the three and six months ended June 30, 2020 were $0 and $(21,469). The Company receives warrants in connection with individual investments and are not subject to master netting arrangements.

As of June 30, 2021, the Company held loans it has made directly to 68 investee companies with aggregate principal amounts of $575.7 million. As of December 31, 2020, the Company held loans it has made directly to 67 investee companies with aggregate principal amounts of $541.1 million. During the three and six months ended June 30, 2021, the Company made 10 loans to investee companies with aggregate principal amounts of $43.3 million. During the three and six months ended June 30, 2020, the Company made 19 and 31 loans to investee companies with aggregate principal amounts of $33.2 million and $68.3 million, respectively.

In addition to the loans that the Company has provided, the Company has unfunded commitments to provide additional financings through undrawn term loans or revolving lines of credit. The details of such arrangements are disclosed in Note 10.

Sierra Senior Loan Strategy JV I LLC

On March 27, 2015, the Company and GALIC entered into a limited liability company operating agreement to co-manage Sierra JV. All portfolio and other material decisions regarding Sierra JV must be submitted to Sierra JV's board of managers, which is comprised of four members, two of whom are selected by the Company and the other two are selected by GALIC. The Company has concluded that it does not operationally control Sierra JV. As the Company does not operationally control Sierra JV, it does not consolidate the operations of Sierra JV within the consolidated financial statements. As a practical expedient, the Company uses NAV to determine the fair value of its investment in Sierra JV; therefore, this investment has been presented as a reconciling item within the fair value hierarchy (see Note 4).


As of SeptemberJune 30, 20172021 and December 31, 2016,2020, Sierra JV had total capital commitments of $100$124.6 million, with the Company providing $87.5$110.1 million and GALIC providing $12.5$14.5 million. $83.4 millionAs of June 30, 2021 and $69.5December 31, 2020, approximately $124.5 million was funded as of September 30, 2017 and December 31, 2016, relating to these commitments of which $72.9$110.1 million and $60.8 million werewas from the Company, respectively.Company. The Company does not have the right to withdraw any of their respective capital commitment, unless in connection with a transfer of its membership interests. The Company may transfer full membership interests as long as it is approved by all members and transferred in a transaction exempt from the registration requirements of the Securities Act of 1933, as amended, or applicable state securities laws.


On August 4, 2015,

Sierra JV entered into a senior secured revolving credit facility the ("JVSenior Secured Revolving Credit Facility Agreement, as amended (the "JV Facility") led by Credit Suisse, AG ("CS") with commitments of $100 million subject to certain leverage and borrowing base restrictions. On December 29, 2015, the JV Facility was amended and the total commitments were increased to $135 million. On March 30, 2017, the Company amended the JV Facility previously administered by CS and facilitated the assignment of all rights and obligations of CS under the JV Facility to Deutsche Bank, AG, New York Branch ("DB") and increased the total loan commitments to $240 million. .

On May 26, 2017 commitments toMarch 29, 2019, the JV facility were increasedFacility reinvestment period was extended from $240 millionMarch 30, 2019 to $250 million. TheJune 28, 2019.

On June 28, 2019, the JV Facility bearsreinvestment period was further extended from June 28, 2019 to October 28, 2019.

On October 28, 2019, the JV Facility reinvestment period was further extended from October 28, 2019 to March 31, 2020 and the interest at arate was modified from bearing an interest rate of LIBOR (with no minimum) plusa 0.00% floor) + 2.50% per annum to LIBOR (with a 0.00% floor) + 2.75% per annum.

On March 31, 2020, the total commitment under the JV Facility was reduced to $240.0 million from $250.0 million and the reinvestment period was extended from March 31, 2020 to April 30, 2020.

On April 30, 2020, the total commitment under the JV Facility was reduced to $200.0 million from $240.0 million, the reinvestment period was extended from April 30, 2020 to July 31, 2020, the maturity date was extended to July 31, 2023 and the interest rate was modified from bearing an interest rate of LIBOR (with a 0.00% floor) + 2.75% per annum to LIBOR (with a 0.50% floor) + 3.15% per annum.

On July 29, 2020, the total commitment under the JV Facility was reduced to $175.0 million from $200.0 million, the reinvestment period was extended from July 31, 2020 to April 30, 2021 and the maturity date was extended to April 30, 2024. Additionally, the interest rate was modified from bearing an interest rate of LIBOR (with a 0.50% floor) + 3.15% per annum to LIBOR (with a 0.50% floor) + 3.25% per annum.

The JV Facility ended its reinvestment period ends on March 30, 2019April 18, 2021 and has entered its amortization period. The first scheduled amortization payment occurs on April 18, 2022 with subsequent payments required every six months until the statedfinal amortization payment that is set to occur at maturity dateon April 18, 2024.

The JV Facility is March 30, 2022.secured substantially by all of Sierra JV's assets, subject to certain exclusions set forth in the JV Facility. As of SeptemberJune 30, 20172021 and December 31, 2016,2020, there were $159.9 millionwas $112.2 and $123.9$124.7 million outstanding under the JV Facility, respectively.


The following table shows a summary of Sierra JV's portfolio as of SeptemberJune 30, 20172021 and December 31, 2016:2020:

  

June 30, 2021

  

December 31, 2020

 
  

(unaudited)

     

Senior secured loans(1)

 $204,261,125  $210,175,007 

Weighted average current interest rate on senior secured loans(2)

  5.95%  6.05%

Number of borrowers in the Sierra JV

  51   52 

Investments at fair value

 $195,243,830  $196,605,878 

Largest loan to a single borrower(1)

 $10,480,144  $10,595,716 

Total of five largest loans to borrowers(1)

 $35,749,272  $38,163,663 
 September 30, 2017 December 31, 2016
Senior secured loans(1)
$234,429,783
 $187,314,127
Weighted average current interest rate on senior secured loans(2)
6.74% 6.73%
Number of borrowers in the Sierra JV49
 40
Investments at fair value$229,247,389
 $183,657,487
Largest loan to a single borrower(1)
$11,346,929
 $10,000,000
Total of five largest loans to borrowers(1)
$46,991,289
 $39,387,481
_____________________________

(1)

(1)

At par value.

(2)

(2)

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

The following is a listinglist of the individual investments in Sierra JV's portfolio as of SeptemberJune 30, 2017:2021 (unaudited):

Company

 

Industry

 

Type of Investment

 

Maturity

 

Par Amount

  

Cost

  

Fair Value(1)

 

4Over International, LLC

 

Media: Advertising, Printing & Publishing

 

Senior Secured First Lien Term Loan (LIBOR + 6.00%, 1.00% LIBOR Floor) (2)

 

6/7/2022

 $10,480,144  $10,480,144  $9,969,761 

ADB Acquisition, LLC

 

Services: Business

 

Senior Secured First Lien Term Loan (LIBOR + 6.25%) (4)

 

12/18/2025

  2,968,750   2,902,410   2,925,406 

Brook & Whittle Holding Corp.

 

Containers, Packaging and Glass

 

Senior Secured First Lien Term Loan (LIBOR + 7.00%, 1.00% LIBOR Floor) (4)

 

10/17/2024

  4,975,000   4,975,000   4,975,000 

Callaway Golf Company

 

Consumer Goods: Durable

 

Senior Secured First Lien Term Loan (LIBOR + 4.35%) (2)

 

1/2/2026

  1,498,158   1,479,704   1,506,099 

Cambrex Corporation

 

Services: Business

 

Senior Secured First Lien Term Loan (LIBOR + 5.00%, 1.00% LIBOR Floor) (2)

 

12/4/2026

  3,980,000   3,961,955   3,986,368 

Cardenas Markets LLC

 

Retail

 

Senior Secured First Lien Term Loan (LIBOR + 5.75%, 1.00% LIBOR Floor) (2)

 

11/29/2023

  6,000,000   5,940,577   5,913,000 

CHA Consulting, Inc.

 

Construction & Building

 

Senior Secured First Lien Term Loan (LIBOR + 4.50%, 1.00% LIBOR Floor) (4)

 

4/10/2025

  1,330,106   1,326,541   1,313,613 

CHA Consulting, Inc.

 

Construction & Building

 

Senior Secured First Lien Term Loan (LIBOR + 4.50%, 1.00% LIBOR Floor) (4)

 

4/10/2025

  588,000   588,000   580,709 

Covenant Surgical Partners, Inc.

 

Healthcare & Pharmaceuticals

 

Senior Secured First Lien Term Loan (LIBOR + 4.00%) (2)(6)

 

7/1/2026

  5,913,154   5,877,974   5,832,143 

CT Technologies Intermediate Holdings, Inc.

 

Healthcare & Pharmaceuticals

 

Senior Secured First Lien Term Loan (LIBOR + 5.00%, 1.00% LIBOR Floor) (2)

 

12/16/2025

  4,987,500   4,976,425   4,996,976 

Envision Healthcare Corporation

 

Healthcare & Pharmaceuticals

 

Senior Secured First Lien Term Loan (LIBOR + 3.75%) (2)

 

10/10/2025

  1,930,563   1,889,983   1,653,913 

GC EOS Buyer, Inc.

 

Automotive

 

Senior Secured First Lien Term Loan (LIBOR + 4.50%, 1.00% LIBOR Floor) (3)

 

8/1/2025

  3,384,188   3,352,800   3,357,115 

Glass Mountain Pipeline Holdings, LLC

 

Energy: Oil & Gas

 

Senior Secured First Lien Term Loan (LIBOR + 4.50%, 1.00% LIBOR Floor) (5)(8)

 

12/23/2024

  4,813,313   4,736,990   1,371,794 

Golden West Packaging Group LLC

 

Forest Products & Paper

 

Senior Secured First Lien Term Loan (LIBOR + 5.75%, 1.00% LIBOR Floor) (2)

 

6/20/2023

  3,819,896   3,819,896   3,761,070 

High Ridge Brands Co.

 

Consumer Goods: Non-Durable

 

Senior Secured First Lien Term Loan (9.25% Base Rate) (8)

 

6/30/2022

  2,266,515   1,896,732   367,669 

Infogroup, Inc.

 

Services: Business

 

Senior Secured First Lien Term Loan (LIBOR + 5.00%, 1.00% LIBOR Floor) (4)

 

4/3/2023

  4,787,500   4,773,362   4,512,219 

Intermediate LLC

 

High Tech Industries

 

Senior Secured First Lien Term Loan (LIBOR + 4.00%, 1.00% LIBOR Floor) (4)

 

7/1/2026

  2,701,875   2,689,434   2,650,810 

Isagenix International, LLC

 

Wholesale

 

Senior Secured First Lien Term Loan (LIBOR + 5.75%, 1.00% LIBOR Floor) (4)

 

6/16/2025

  2,482,804   2,474,846   2,016,037 

Ivanti Software, Inc.

 

High Tech Industries

 

Senior Secured First Lien Term Loan (LIBOR + 4.75%, 1.00% LIBOR Floor) (4)

 

12/1/2027

  4,987,500   4,918,702   4,975,530 

F-30
Company Industry Type of Investment Maturity Par Amount Cost 
Fair Value(1)
4 Over International, LLC Media: Advertising, Printing & Publishing 
Senior Secured First Lien Term loans(2) LIBOR + 6.000%, 1.000% Floor
 6/7/2022 $11,346,928
 $11,346,928
 $11,346,928
AccentCare, Inc. Healthcare & Pharmaceuticals 
Senior Secured First Lien Term loans(3) LIBOR + 5.750%, 1.000% Floor
 10/1/2021 6,727,866
 6,688,579
 6,694,228
Acrisure, LLC Banking, Finance, Insurance & Real Estate 
Senior Secured First Lien Term loans(3) LIBOR + 5.000%, 1.000% Floor
 11/22/2023 497,500
 496,327
 502,475
Amplify Snack Brands, Inc. Beverage & Food 
Senior Secured First Lien Term loans(2) LIBOR + 5.500%, 1.000% Floor
 9/4/2023 2,717,369
 2,694,347
 2,672,533
APCO Holdings, Inc. Automotive 
Senior Secured First Lien Term loans(2) LIBOR + 6.000%, 1.000% Floor
 1/31/2022 4,677,702
 4,576,111
 4,677,704
API Technologies Corp. Aerospace & Defense 
Senior Secured First Lien Term loans(3) LIBOR + 6.500%, 1.000% Floor
 4/22/2022 5,902,500
 5,812,255
 5,902,500
Associated Asphalt Partners, LLC Construction & Building 
Senior Secured First Lien Term loans(2) LIBOR + 5.250%, 1.000% Floor
 4/5/2024 997,500
 992,848
 992,513
Avantor Performance Materials Holdings, LLC Chemicals, Plastics & Rubber 
Senior Secured First Lien Term loans(2) LIBOR + 4.000%, 1.000% Floor
 3/11/2024 2,985,000
 2,978,115
 2,985,000
Blount International, Inc. Capital Equipment 
Senior Secured First Lien Term Loans(2) LIBOR + 5.000%, 1.000% Floor
 4/12/2023 1,980,000
 1,948,912
 1,980,000
Canyon Valor Companies, Inc. Media: Diversified & Production 
Senior Secured First Lien Term Loans(2) LIBOR + 4.250%, 1.000% Floor
 6/16/2023 2,475,000
 2,468,952
 2,499,750
Cardenas Markets LLC Retail 
Senior Secured First Lien Term loans(3) LIBOR + 5.750%, 1.000% Floor
 11/29/2023 6,451,250
 6,394,436
 6,440,928
CD&R TZ Purchaser, Inc. Services: Consumer 
Senior Secured First Lien Term loans(3) LIBOR + 6.000%, 1.000% Floor
 7/21/2023 6,435,000
 6,354,404
 6,418,913
CP Opco, LLC Services: Consumer 
Senior Secured First Lien Term loans(3)(5) LIBOR + 4.500%, 1.000% Floor
 4/1/2019 365,980
 355,848
 99,546
CP Opco, LLC Services: Consumer 
Senior Secured First Lien Term loans(3)(5) LIBOR + 6.000%, 1.000% Floor
 4/1/2019 2,673,135
 1,195,026
 
CP Opco, LLC Services: Consumer 
Senior Secured First Lien Term loans(2)(5) LIBOR + 8.000%, 1.000% Floor
 4/1/2019 1,558,081
 
 
CP Opco, LLC Services: Consumer Common Stock 
 
 
 
CP Opco, LLC Services: Consumer 
Senior Secured First Lien Term loans(2)(5) LIBOR + 9.500%, 1.000% Floor, PIK
 4/1/2019 
 
 
CSP Technologies North America, LLC Containers, Packaging & Glass 
Senior Secured First Lien Term loans(3) LIBOR + 5.250%, 1.000% Floor
 1/31/2022 4,719,321
 4,719,321
 4,719,321
CT Technologies Intermediate Holdings, Inc. Healthcare & Pharmaceuticals 
Senior Secured First Lien Term loans(2) LIBOR + 4.250%, 1.000% Floor
 12/1/2021 5,218,206
 5,058,140
 5,218,206
Elite Comfort Solutions LLC Chemicals, Plastics & Rubber 
Senior Secured First Lien Term Loans(3) LIBOR + 6.500%, 1.000% Floor
 1/15/2021 9,684,360
 9,684,360
 9,684,360
EVO Payments International, LLC Banking, Finance, Insurance & Real Estate 
Senior Secured First Lien Term loans(2) LIBOR + 5.000%, 1.000% Floor
 12/22/2023 3,482,500
 3,451,297
 3,517,325
Explorer Holdings, Inc. Healthcare & Pharmaceuticals 
Senior Secured First Lien Term loans(3) LIBOR + 5.000%, 1.000% Floor
 5/2/2023 407,932
 404,671
 409,482
GK Holdings, Inc. Services: Business 
Senior Secured First Lien Term Loans(3) LIBOR + 6.000%, 1.000% Floor
 1/20/2021 3,998,461
 3,982,582
 3,916,493


Company Industry Type of Investment Maturity Par Amount Cost 
Fair Value(1)
Global Eagle Entertainment, Inc. Telecommunications 
Senior Secured First Lien Term loans(4) LIBOR + 7.000%, 1.000% Floor
 1/6/2023 4,147,500
 4,079,691
 4,116,394
Golden West Packaging Group LLC Forrest Products & Paper 
Senior Secured First Lien Term Loans(2) LIBOR + 5.250%, 1.000% Floor
 6/20/2023 6,708,187
 6,708,187
 6,708,187
Harbortouch Payments, LLC Banking, Finance, Insurance & Real Estate 
Senior Secured First Lien Term Loans(2) LIBOR + 4.750%, 1.000% Floor
 10/13/2023 2,977,500
 2,952,750
 2,977,500
High Ridge Brands Co. Consumer Goods: Non-Durable 
Senior Secured First Lien Term loans(3) LIBOR + 5.000%, 1.000% Floor
 6/30/2022 3,085,937
 3,047,844
 2,956,637
Highline Aftermarket Acquisitions, LLC Automotive 
Senior Secured First Lien Term loans(3) LIBOR + 4.250%, 1.000% Floor
 3/18/2024 3,110,895
 3,096,668
 3,110,895
Imagine! Print Solutions, LLC Media: Advertising, Printing & Publishing 
Senior Secured First Lien Term loans(3) LIBOR + 4.750%, 1.000% Floor
 6/21/2022 7,960,000
 7,884,361
 7,880,400
InfoGroup, Inc Services: Business 
Senior Secured First Lien Term loans(3) LIBOR + 5.000%, 1.000% Floor
 4/3/2023 4,975,000
 4,928,990
 4,925,250
Keystone Acquisition Corp. Healthcare & Pharmaceuticals 
Senior Secured First Lien Term loans(3) LIBOR + 5.250%, 1.000% Floor
 5/1/2024 8,000,000
 7,857,693
 8,000,000
KNB Holdings Corporation Consumer Goods: Durable 
Senior Secured First Lien Term loans(3) LIBOR + 5.500%, 1.000% Floor
 4/26/2024 6,500,000
 6,377,785
 6,516,250
LifeMiles, Ltd. Services: Consumer 
Senior Secured First Lien Term loans(3) LIBOR + 5.500%, 1.000% Floor
 8/18/2022 5,000,000
 4,950,691
 4,950,000
MB Aerospace ACP Holdings II Corp. Aerospace and Defense 
Senior Secured First Lien Term loans(2) LIBOR + 5.500%, 1.000% Floor
 12/15/2022 6,879,963
 6,828,081
 6,879,962
MHVC Acquisition Corp. Aerospace and Defense 
Senior Secured First Lien Term loans(2) LIBOR + 5.250%, 1.000% Floor
 4/29/2024 4,987,500
 4,963,982
 4,962,563
New Media Holdings II LLC Media: Advertising, Printing & Publishing 
Senior Secured First Lien Term loans(2) LIBOR + 6.250%, 1.000% Floor
 7/14/2022 5,864,702
 5,848,389
 5,864,702
PetroChoice Holdings, Inc. Chemicals, Plastics & Rubber 
Senior Secured First Lien Term loans(2) LIBOR + 5.000%, 1.000% Floor
 8/22/2022 4,962,025
 4,962,025
 4,962,025
Pomeroy Group LLC Services: Business Senior Secured First Lien Term loans(4) LIBOR + 6.000%, 1.000% Floor 11/30/2021 5,131,440
 5,011,161
 5,101,677
PT Network, LLC Healthcare & Pharmaceuticals 
Senior Secured First Lien Term loans(3) LIBOR + 6.500%, 1.000% Floor
 11/30/2021 2,977,500
 2,977,500
 2,998,045
Quorum Health Corporation Healthcare & Pharmaceuticals 
Senior Secured First Lien Term Loans(2) LIBOR + 6.750%, 1.000% Floor
 4/29/2022 2,117,046
 2,084,573
 2,144,145
Rough Country, LLC Automotive 
Senior Secured First Lien Term loans(2) LIBOR + 4.500%, 1.000% Floor
 5/25/2023 4,987,500
 4,940,019
 4,937,625
Salient CRGT Inc. High Tech Industries 
Senior Secured First Lien Term loans(2) LIBOR + 5.750%, 1.000% Floor
 2/28/2022 4,913,690
 4,826,214
 4,893,053
SCS Holdings I Inc. Wholesale 
Senior Secured First Lien Term Loans(2) LIBOR + 4.250%, 1.000% Floor
 10/31/2022 3,694,139
 3,640,153
 3,731,081
Starfish Holdco LLC High Tech Industries 
Senior Secured First Lien Term loans(3) LIBOR + 5.000%, 1.000% Floor
 8/18/2025 5,000,000
 4,950,345
 4,950,000
Sundial Group Holdings LLC Consumer Goods: Non-Durable 
Senior Secured First Lien Term loans(2) LIBOR + 4.750%, 1.000% Floor
 8/15/2024 10,000,000
 9,853,369
 9,850,000
Survey Sampling International, LLC Services: Business 
Senior Secured First Lien Term loans(3) LIBOR + 5.000%, 1.000% Floor
 12/16/2020 2,954,530
 2,934,263
 2,954,530

Company

 

Industry

 

Type of Investment

 

Maturity

 

Par Amount

  

Cost

  

Fair Value(2)

 

IXS Holdings, Inc.

 

Automotive

 

Senior Secured First Lien Term Loan (LIBOR + 5.00%, 0.75% LIBOR Floor) (4)

 

3/5/2027

  2,961,554   2,937,458   2,967,181 

Keystone Acquisition Corp.

 

Healthcare & Pharmaceuticals

 

Senior Secured First Lien Term Loan (LIBOR + 5.25%, 1.00% LIBOR Floor) (4)

 

5/1/2024

  6,052,651   6,006,271   5,946,730 

KNB Holdings Corporation

 

Consumer Goods: Durable

 

Senior Secured First Lien Term Loan (LIBOR + 5.50%, 1.00% LIBOR Floor) (4)

 

4/26/2024

  4,647,025   4,609,477   4,182,322 

Liaison Acquisition, LLC

 

High Tech Industries

 

Senior Secured First Lien Term Loan (LIBOR + 4.25%, 1.00% LIBOR Floor) (4)

 

12/20/2026

  4,412,825   4,402,392   4,412,825 

LifeMiles Ltd.

 

Services: Consumer

 

Senior Secured First Lien Term Loan (LIBOR + 5.50%, 1.00% LIBOR Floor) (2)

 

8/18/2022

  3,776,128   3,771,452   3,731,947 

Logmein, Inc.

 

Services: Business

 

Senior Secured First Lien Term Loan (LIBOR + 3.75%, 1.00% LIBOR Floor) (2)

 

5/4/2026

  2,992,500   2,936,736   2,987,712 

Mileage Plus Holdings, LLC

 

Transportation: Consumer

 

Senior Secured First Lien Term Loan (LIBOR + 5.25%, 1.00% LIBOR Floor) (2)

 

6/21/2027

  5,098,181   5,093,886   5,301,089 

NGS US Finco, LLC

 

Capital Equipment

 

Senior Secured First Lien Term Loan (LIBOR + 4.25%, 1.00% LIBOR Floor) (2)

 

10/1/2025

  2,920,723   2,912,707   2,850,918 

NGS US Finco, LLC

 

Capital Equipment

 

Senior Secured First Lien Term Loan (LIBOR + 5.25%, 1.00% LIBOR Floor) (2)

 

10/1/2025

  2,487,500   2,443,132   2,465,113 

Northern Star Industries, Inc.

 

Capital Equipment

 

Senior Secured First Lien Term Loan (LIBOR + 4.75%, 1.00% LIBOR Floor) (5)

 

3/28/2025

  4,111,875   4,100,828   4,053,486 

NorthStar Group Services, Inc.

 

Environmental Industries

 

Senior Secured First Lien Term Loan (LIBOR + 5.50%, 1.00% LIBOR Floor) (4)

 

11/12/2026

  4,937,500   4,870,164   4,980,950 

Offen, Inc.

 

Transportation: Cargo

 

Senior Secured First Lien Term Loan (LIBOR + 5.00%, 1.00% LIBOR Floor) (4)

 

6/22/2026

  4,920,442   4,894,810   4,889,935 

Patriot Rail Company LLC

 

Transportation: Cargo

 

Senior Secured First Lien Term Loan (LIBOR + 5.25%, 1.00% LIBOR Floor) (4)

 

10/19/2026

  1,728,125   1,701,902   1,736,766 

PetroChoice Holdings, Inc.

 

Chemicals, Plastics and Rubber

 

Senior Secured First Lien Term Loan (LIBOR + 5.00%, 1.00% LIBOR Floor) (2)

 

8/19/2022

  6,716,101   6,705,709   6,409,847 

Plaskolite PPC Intermediate II LLC

 

Chemicals, Plastics and Rubber

 

Senior Secured First Lien Term Loan (LIBOR + 4.25%, 1.00% LIBOR Floor) (4)

 

12/15/2025

  3,168,933   3,132,749   3,180,341 

Port Townsend Holdings Company, Inc.

 

Forest Products & Paper

 

Senior Secured First Lien Term Loan (LIBOR + 4.75%, 1.00% LIBOR Floor) (2)(6)

 

4/3/2024

  3,302,122   3,288,523   2,977,523 

PT Network, LLC

 

Healthcare & Pharmaceuticals

 

Senior Secured First Lien Term Loan (LIBOR + 5.50%, 1.00% LIBOR Floor, 2.00% PIK) (5)(9)

 

11/30/2023

  4,520,632   4,378,888   4,472,261 

PT Network, LLC

 

Healthcare & Pharmaceuticals

 

Class C Common Stock (7)

  1       

PVHC Holding Corp

 

Containers, Packaging and Glass

 

Senior Secured First Lien Term Loan (LIBOR + 4.75%, 1.00% LIBOR Floor) (4)

 

8/2/2024

  1,937,485   1,932,431   1,875,873 

Quartz Holding Company

 

High Tech Industries

 

Senior Secured First Lien Term Loan (LIBOR + 4.00%, 1.00% LIBOR Floor) (2)

 

4/2/2026

  944,244   942,954   938,767 

RB Media, Inc.

 

Media: Diversified & Production

 

Senior Secured First Lien Term Loan (LIBOR + 4.25%, 1.00% LIBOR Floor) (2)

 

8/29/2025

  5,632,559   5,601,188   5,632,559 

Resolute Investment Managers, Inc.

 

Banking, Finance, Insurance & Real Estate

 

Senior Secured First Lien Term Loan (LIBOR + 8.00%, 1.00% LIBOR Floor) (4)

 

4/30/2025

  2,000,000   1,991,416   2,020,000 

F-31

Company Industry Type of Investment Maturity Par Amount Cost 
Fair Value(1)
The Garretson Resolution Group, Inc. Services: Business 
Senior Secured First Lien Term loans(2) LIBOR + 6.500%, 1.000% Floor
 5/24/2021 4,718,750
 4,718,750
 4,748,478
TouchTunes Interactive Networks, Inc. Media: Diversified & Production 
Senior Secured First Lien Term loans(2) LIBOR + 4.750%, 1.000% Floor
 5/28/2021 4,974,554
 4,974,554
 5,005,894
TrialCard Incorporated Services: Consumer 
Senior Secured First Lien Term loans(2) LIBOR + 5.000%, 1.000% Floor
 10/26/2021 6,600,149
 6,546,431
 6,600,149
Valence Surface Technologies, Inc. Aerospace and Defense 
Senior Secured First Lien Term loans(3) LIBOR + 5.500%, 1.000% Floor
 6/13/2019 4,359,300
 4,343,457
 4,304,373
VCVH Holding Corp. Healthcare & Pharmaceuticals 
Senior Secured First Lien Term Loan(3) LIBOR + 5.000%, 1.000% Floor
 6/1/2023 5,925,000
 5,876,195
 5,916,705
VIP Cinema Holdings, Inc. Consumer Goods: Durable 
Senior Secured First Lien Term loans(3) LIBOR + 6.000%, 1.000% Floor
 3/1/2023 728,165
 724,860
 735,446
Z Gallerie, LLC Retail 
Senior Secured First Lien Term loans(2) LIBOR + 6.500%, 1.000% Floor
 10/8/2020 4,887,218
 4,887,220
 4,887,218
Total       $234,429,783
 $229,379,660
 $229,247,389

___________________________ 

Company

 

Industry

 

Type of Investment

 

Maturity

 

Par Amount

  

Cost

  

Fair Value(2)

 

Salient CRGT Inc.

 

High Tech Industries

 

Senior Secured First Lien Term Loan (LIBOR + 6.50%, 1.00% LIBOR Floor) (2)

 

2/28/2022

  4,096,726   4,085,732   4,055,759 

Sierra Enterprises, LLC

 

Beverage & Food

 

Senior Secured First Lien Term Loan (LIBOR + 4.00%, 1.00% LIBOR Floor) (2)

 

11/11/2024

  3,849,366   3,843,407   3,801,249 

Simplified Logistics, LLC

 

Services: Business

 

Senior Secured First Lien Term Loan (LIBOR + 6.50%, 1.00% LIBOR Floor) (4)

 

2/27/2022

  3,430,000   3,379,732   3,406,333 

Skillsoft Corporation

 

Services: Business

 

Senior Secured First Lien Term Loan (LIBOR + 6.50%, 1.00% LIBOR Floor) (4)

 

12/27/2024

  1,050,246   1,050,246   1,050,246 

Syniverse Holdings, Inc.

 

High Tech Industries

 

Senior Secured First Lien Term Loan (LIBOR + 5.00%, 1.00% LIBOR Floor) (2)

 

3/9/2023

  2,890,354   2,880,528   2,860,872 

TEAM Services Group

 

Services: Consumer

 

Senior Secured First Lien Term Loan (LIBOR + 5.00%, 1.00% LIBOR Floor) (5)

 

12/20/2027

  4,987,500   4,849,060   4,962,563 

The Octave Music Group, Inc.

 

Media: Diversified & Production

 

Senior Secured First Lien Term Loan (LIBOR + 5.25%, 1.00% LIBOR Floor, 0.75% PIK) (4)(9)

 

5/29/2025

  5,793,103   5,749,807   5,648,276 

Thermacell Repellents

 

Consumer Goods: Durable

 

Senior Secured First Lien Term Loan (LIBOR + 5.00%, 1.00% LIBOR Floor) (3)

 

12/4/2026

  4,988,525   4,942,148   4,938,640 

Veregy Consolidated

 

Environmental Industries

 

Senior Secured First Lien Term Loan (LIBOR + 6.00%, 1.00% LIBOR Floor) (4)

 

11/3/2027

  3,980,000   3,871,557   3,984,378 

Vision Solutions, Inc.

 

High Tech Industries

 

Senior Secured First Lien Term Loan (LIBOR + 4.25%, 0.75% LIBOR Floor) (2)

 

4/24/2028

  5,750,000   5,721,816   5,722,975 

Wawona Delaware Holdings, LLC

 

Beverage & Food

 

Senior Secured First Lien Term Loan (LIBOR + 4.75%) (4)

 

9/11/2026

  860,362   853,952   804,438 

Wok Holdings Inc.

 

Hotels, Gaming & Leisure

 

Senior Secured First Lien Term Loan (LIBOR + 6.25%) (2)

 

3/1/2026

  6,500,375   6,463,826   6,406,770 

Wrench Group LLC

 

Services: Consumer

 

Senior Secured First Lien Term Loan (LIBOR + 4.00%, 1.00% LIBOR Floor) (4)

 

4/30/2026

  2,920,495   2,901,290   2,921,956 

Total

 $204,261,125  $202,309,650  $195,243,830 
(1)Represents the fair value in accordance with ASC 820 as determined by the board of managers of Sierra JV. The approval of the fair value of the portfolio investments held by Sierra JV is not included in the valuation process of the Company's board of directors described elsewhere herein.
(2)The interest rate on these loans is subject to a base rate plus 1 Month (“1M”) LIBOR, which at September 30, 2017 was 1.23%. As the interest rate is subject to a minimum LIBOR floor, which was greater than the 1M LIBOR rate at September 30, 2017, the prevailing rate in effect at September 30, 2017 was the base rate plus the LIBOR floor.
(3)The interest rate on these loans is subject to a base rate plus 3 Month (“3M”) LIBOR, which at September 30, 2017 was 1.33%. As the interest rate is subject to a minimum LIBOR floor, which was greater than the 3M LIBOR rate at September 30, 2017, the prevailing rate in effect at September 30, 2017 was the base rate plus the LIBOR floor.
(4)The interest rate on these loans is subject to a base rate plus 6 Month (“6M”) LIBOR, which at September 30, 2017 was 1.51%. As the interest rate is subject to a minimum LIBOR floor, which was greater than the 6M LIBOR rate at September 30, 2017, the prevailing rate in effect at September 30, 2017 was the base rate plus the LIBOR floor.
(5)The investment was on non-accrual status as of September 30, 2017.

(1) All securities are valued using significant unobservable inputs, which are categorized as Level 3 assets under the definition of ASC 820 fair value hierarchy.

(2) The interest rate on these loans is subject to a base rate plus 1 Month ("1M") LIBOR, which at June 30, 2021 was 0.10%. As the interest rate is subject to a minimum LIBOR floor, the prevailing rate in effect at June 30, 2021 was the Base rate plus the LIBOR floor or 1M LIBOR.

(3) The interest rate on these loans is subject to a base rate plus 2 Month ("2M") LIBOR, which at June 30, 2021 was 0.13%. As the interest rate is subject to a minimum LIBOR floor, the prevailing rate in effect at June 30, 2021 was the Base rate plus the LIBOR floor or 2M LIBOR.

(4) The interest rate on these loans is subject to a base rate plus 1 Month ("3M") LIBOR, which at June 30, 2021 was 0.15%. As the interest rate is subject to a minimum LIBOR floor, the prevailing rate in effect at June 30, 2021 was the Base rate plus the LIBOR floor or 3M LIBOR.

(5) The interest rate on these loans is subject to a base rate plus 6 Month ("6M") LIBOR, which at June 30, 2021 was 0.16%. As the interest rate is subject to a minimum LIBOR floor, the prevailing rate in effect at June 30, 2021 was the Base rate plus the LIBOR floor or 6M LIBOR.

(6) Includes an analysis of the value of any unfunded loan commitments.

(7) Security is non-income producing.

(8) The investment was on non-accrual status as of June 30, 2021.

(9) Par amount includes accumulated paid-in-kind ("PIK") interest and is net of repayments.

The following is a listinglist of the individual investments in Sierra JV's portfolio as of December 31, 2016:2020:

Company

 

Industry

 

Type of Investment

 

Maturity

 

Par Amount

  

Cost

  

Fair Value(1)

 

4Over International, LLC

 

Media: Advertising, Printing & Publishing

 

Senior Secured First Lien Term Loan (LIBOR + 6.00%)(2)

 

6/7/2022

 $10,595,716  $10,595,716  $10,595,716 

ADB Companies

 

Services: Business

 

Senior Secured First Lien Term Loan (LIBOR + 6.25%, 1.00% LIBOR Floor)(4)(6)

 

12/18/2025

  2,500,000   2,425,370   2,425,000 

Brook & Whittle Holding

 

Containers, Packaging & Glass

 

Senior Secured First Lien Term Loan (LIBOR + 7.00%, 1.00% LIBOR Floor)(4)

 

10/17/2024

  5,000,000   5,000,000   5,000,000 

Callaway Golf Company

 

Consumer Goods: Durable

 

Senior Secured First Lien Term Loan (LIBOR + 4.35%)(2)

 

1/2/2026

  1,506,345   1,485,640   1,508,303 

Cambrex Corporation

 

Healthcare & Pharmaceuticals

 

Senior Secured First Lien Term Loan (LIBOR + 5.00%, 1.00% LIBOR Floor)(2)

 

12/4/2026

  4,000,000   3,980,210   3,980,000 

Cardenas Markets LLC

 

Retail

 

Senior Secured First Lien Term Loan (LIBOR + 5.75%, 1.00% LIBOR Floor)(2)

 

11/29/2023

  7,847,596   7,723,410   7,847,596 

CHA Consulting, Inc.

 

Construction & Building

 

Senior Secured First Lien Term Loan (LIBOR + 4.50%, 1.00% LIBOR Floor)(4)

 

4/10/2025

  1,336,961   1,332,898   1,297,788 

CHA Consulting, Inc.

 

Construction & Building

 

Senior Secured First Lien Term Loan (LIBOR + 4.50%, 1.00% LIBOR Floor)(4)

 

4/10/2025

  591,000   591,000   573,684 

Covenant Surgical Partners, Inc.

 

Healthcare & Pharmaceuticals

 

Senior Secured First Lien Term Loan (LIBOR + 4.00%)(2)(6)

 

7/1/2026

  4,937,812   4,898,946   4,741,270 

CT Technologies Intermediate Holdings, Inc.

 

Healthcare & Pharmaceuticals

 

Senior Secured First Lien Term Loan (LIBOR + 5.00%, 1.00% LIBOR Floor)(2)

 

12/16/2025

  5,000,000   4,975,931   4,975,000 

Envision Healthcare Corporation

 

Healthcare & Pharmaceuticals

 

Senior Secured First Lien Term Loan (LIBOR + 3.75%)(2)

 

10/10/2025

  1,935,500   1,889,054   1,608,981 

GC EOS Buyer, Inc.

 

Automotive

 

Senior Secured First Lien Term Loan (LIBOR + 4.50%, 1.00% LIBOR Floor)(3)

 

8/1/2025

  3,401,588   3,366,203   3,282,532 

GK Holdings, Inc.

 

Services: Business

 

Senior Secured First Lien Term Loan (LIBOR + 6.00%, 1.00% LIBOR Floor)(4)(8)

 

1/20/2021

  3,864,837   3,864,580   3,401,056 

F-33
Company Industry Type of Investment Maturity Par Amount Cost 
Fair Value(1)
4 Over International, LLC Media: Advertising, Printing & Publishing 
Senior Secured First Lien Term loans(4) LIBOR + 6.000%, 1.000% Floor
 6/7/2022
 $2,475,000
 $2,475,000
 $2,475,000
AccentCare, Inc. Healthcare & Pharmaceuticals 
Senior Secured First Lien Term loans(4) LIBOR + 5.750%, 1.000% Floor
 9/3/2021
 4,582,500
 4,546,589
 4,582,500
Amplify Snack Brands, Inc. Beverage & Food 
Senior Secured First Lien Term loans(4) LIBOR + 5.500%, 1.000% Floor
 9/2/2023
 5,985,000
 5,927,893
 5,810,418
APCO Holdings, Inc. Automotive 
Senior Secured First Lien Term loans(4) LIBOR + 6.000%, 1.000% Floor
 1/31/2022
 4,834,797
 4,711,696
 4,854,668
API Technologies Corp. Aerospace & Defense 
Senior Secured First Lien Term loans(2)(4) LIBOR + 6.500%, 1.000% Floor
 4/22/2022
 5,970,000
 5,863,757
 5,915,434
Blount International, Inc. Capital Equipment 
Senior Secured First Lien Term loans(4) LIBOR + 6.250%, 1.000% Floor
 4/12/2023
 1,995,000
 1,959,438
 1,981,634
Cardenas Markets LLC Retail 
Senior Secured First Lien Term loans(4) LIBOR + 5.750%, 1.000% Floor
 11/29/2023
 6,500,000
 6,435,814
 6,435,000
CD&R TZ Purchaser, Inc. Services: Consumer 
Senior Secured First Lien Term loans(4) LIBOR + 6.000%, 1.000% Floor
 7/21/2023
 6,483,750
 6,392,086
 6,289,238
CP OpCo, LLC Services: Consumer 
Senior Secured First Lien Term loans(3)(4) LIBOR + 4.500%, 1.000% Floor
 3/31/2019
 564,956
 564,956
 564,956
CP OpCo, LLC Services: Consumer 
Senior Secured First Lien Term loans(4) LIBOR + 4.500%, 1.000% Floor
 3/31/2019
 840,996
 840,996
 840,996


Company Industry Type of Investment Maturity Par Amount Cost 
Fair Value(1)
CP OpCo, LLC Services: Consumer 
Senior Secured First Lien Term loans(4)(5) LIBOR + 4.500%, 1.000% Floor
 3/31/2019
 350,415
 350,415
 350,415
CP OpCo, LLC Services: Consumer 
Senior Secured First Lien Term loans(4)(5) LIBOR + 6.000%, 1.000% Floor
 3/31/2019
 2,478,388
 1,195,026
 1,239,194
CP OpCo, LLC Services: Consumer 
Senior Secured First Lien Term loans(4)(5) LIBOR + 6.000%, 1.000% Floor
 3/31/2019
 1,558,081
 
 
CP OpCo, LLC Services: Consumer Common Units 
 
 
 
CRGT Inc. High Tech Industries 
Senior Secured First Lien Term loans(4) LIBOR + 6.500%, 1.000% Floor
 12/19/2020
 4,068,160
 4,060,486
 4,068,160
Elite Comfort Solutions LLC Chemicals, Plastics & Rubber 
Senior Secured First Lien Term loans(4) LIBOR + 6.500%, 1.000% Floor
 1/15/2021
 10,000,000
 10,000,000
 10,100,000
Explorer Holdings, Inc. Healthcare & Pharmaceuticals 
Senior Secured First Lien Term loans(4) LIBOR + 5.000%, 1.000% Floor
 5/2/2023
 1,243,750
 1,232,468
 1,252,208
GK Holdings, Inc. Services: Business 
Senior Secured First Lien Term loan(4) LIBOR + 5.500%, 1.000% Floor
 1/20/2021
 4,029,298
 4,009,681
 4,109,884
GTCR Valor Companies, Inc. Media: Diversified & Production 
Senior Secured First Lien Term loans(4) LIBOR + 6.000%, 1.000% Floor
 6/16/2023
 8,955,000
 8,621,284
 8,843,063
Harbortouch Payments, LLC Banking, Finance, Insurance & Real Estate 
Senior Secured First Lien Term loans(4) LIBOR + 4.750%, 1.000% Floor
 10/31/2023
 3,000,000
 2,971,068
 2,970,000
High Ridge Brands Co. Consumer Goods: Non-Durable 
Senior Secured First Lien Term loans(4) LIBOR + 5.250%, 1.000% Floor
 6/30/2022
 3,109,375
 3,064,948
 3,062,734
HNC Holdings, Inc. Construction & Building 
Senior Secured First Lien Term loans(4) LIBOR + 4.500%, 1.000% Floor
 10/5/2023
 165,000
 164,199
 166,650
Imagine! Print Solutions, LLC Media: Advertising, Printing & Publishing 
Senior Secured First Lien Term loans(4) LIBOR + 6.000%, 1.000% Floor
 3/30/2022
 5,961,841
 5,913,053
 6,021,459
Keurig Green Mountain, Inc. Beverage & Food 
Senior Secured First Lien Term loans(4) LIBOR + 5.500%, 1.000% Floor
 3/3/2023
 3,100,783
 3,063,634
 3,100,783
Keystone Peer Review Organization Holdings, Inc. Healthcare & Pharmaceuticals 
Senior Secured First Lien Term loans(4) ABR + 4.00%, 3.75% ABR Floor
 12/28/2022
 6,000,000
 6,000,000
 5,940,000
Kraton Polymers LLC Chemicals, Plastics & Rubber 
Senior Secured First Lien Term loans(4) LIBOR + 5.000%, 1.000% Floor
 1/6/2022
 5,000,000
 4,828,278
 5,050,000
MB Aerospace ACP Holdings II Corp. Aerospace and Defense 
Senior Secured First Lien Term loans(4) LIBOR + 5.500%, 1.000% Floor
 12/15/2022
 6,932,481
 6,872,697
 6,932,481
MWI Holdings, Inc. Capital Equipment 
Senior Secured First Lien Term loans(4) LIBOR + 5.500%, 1.000% Floor
 6/29/2020
 3,980,000
 3,944,879
 3,970,050
New Media Holdings II LLC Media: Advertising, Printing & Publishing 
Senior Secured First Lien Term loans(4) LIBOR + 6.250%, 1.000% Floor
 6/4/2020
 5,909,552
 5,888,526
 5,909,552
O2 Partners, LLC Consumer Goods: Non-Durable 
Senior Secured First Lien Term loans(4) LIBOR + 5.000%, 1.000% Floor
 10/7/2022
 6,483,750
 6,421,171
 6,418,913
Pomeroy Group LLC Services: Business 
Senior Secured First Lien Term loans(4) LIBOR + 6.000%, 1.000% Floor
 11/30/2021
 5,170,611
 5,027,692
 5,015,493
PT Network, LLC Healthcare & Pharmaceuticals 
Senior Secured First Lien Term loans(4) LIBOR + 6.500%, 1.000% Floor
 11/30/2021
 3,000,000
 3,000,000
 3,000,000
Quorum Health Corporation Healthcare & Pharmaceuticals 
Senior Secured First Lien Term loans(4) LIBOR + 5.750%, 1.000% Floor
 4/29/2022
 4,440,779
 4,361,538
 4,340,862
SCS Holdings I Inc. Wholesale 
Senior Secured First Lien Term loans(4) LIBOR + 4.250%, 1.000% Floor
 10/30/2022
 3,933,849
 3,867,902
 3,924,014
        

Par

         

Company

 

Industry

 

Type of Investment

 

Maturity

 

Amount

  

Cost

  

Fair Value(1)

 

Glass Mountain Pipeline Holdings, LLC

 

Energy: Oil & Gas

 

Senior Secured First Lien Term Loan (LIBOR + 4.50%, 1.00% LIBOR Floor)(5)(8)

 

12/23/2024

  4,838,188   4,827,833   2,431,189 

Golden West Packaging Group LLC

 

Forest Products & Paper

 

Senior Secured First Lien Term Loan (LIBOR + 5.25%, 1.00% LIBOR Floor)(2)

 

6/20/2023

  4,058,560   4,058,560   4,054,502 

High Ridge Brands Co.

 

Consumer Goods: Non-Durable

 

Senior Secured First Lien Term Loan (9.25% Base Rate)(8)

 

6/30/2022

  2,266,515   1,893,812   367,669 

Infogroup, Inc.

 

Services: Business

 

Senior Secured First Lien Term Loan (LIBOR + 5.00%, 1.00% LIBOR Floor)(4)

 

4/3/2023

  4,812,500   4,794,282   4,484,769 

Intermediate LLC

 

High Tech Industries

 

Senior Secured First Lien Term Loan (LIBOR + 3.75%)(4)

 

7/1/2026

  2,715,625   2,701,881   2,557,304 

Isagenix International, LLC

 

Wholesale

 

Senior Secured First Lien Term Loan (LIBOR + 5.75%, 1.00% LIBOR Floor)(4)

 

6/16/2025

  2,578,687   2,569,382   1,420,599 

Ivanti Software, Inc.

 

High Tech Industries

 

Senior Secured First Lien Term Loan (LIBOR + 4.75%, 1.00% LIBOR Floor)(4)

 

12/1/2027

  5,000,000   4,925,706   4,982,500 

IXS Holdings, Inc.

 

Automotive

 

Senior Secured First Lien Term Loan (LIBOR + 5.00%, 1.00% LIBOR Floor)(4)

 

3/5/2027

  2,976,933   2,950,597   2,979,016 

Keystone Acquisition Corp.

 

Healthcare & Pharmaceuticals

 

Senior Secured First Lien Term Loan (LIBOR + 5.25%, 1.00% LIBOR Floor)(4)

 

5/1/2024

  6,084,094   6,029,328   5,506,105 

KNB Holdings Corporation

 

Consumer Goods: Durable

 

Senior Secured First Lien Term Loan (LIBOR + 5.50%, 1.00% LIBOR Floor)(4)

 

4/26/2024

  4,711,121   4,666,373   3,574,799 

Liasion Acquisition, LLC

 

High Tech Industries

 

Senior Secured First Lien Term Loan (LIBOR + 4.25%, 1.00% LIBOR Floor)(4)

 

12/20/2026

  6,435,000   6,421,268   6,435,000 

LifeMiles Ltd.

 

Services: Consumer

 

Senior Secured First Lien Term Loan (LIBOR + 5.50%, 1.00% LIBOR Floor)(2)

 

8/18/2022

  4,078,218   4,070,961   3,843,721 

Logmein

 

High Tech Industries

 

Senior Secured First Lien Term Loan (LIBOR + 3.75%)(2)

 

5/4/2026

  3,000,000   2,941,452   2,985,900 

Mileage Plus

 

Transportation: Consumer

 

Senior Secured First Lien Term Loan (LIBOR + 5.25%, 1.00% LIBOR Floor)(2)

 

6/21/2027

  5,098,181   5,093,806   5,307,207 

NGS US Finco, LLC

 

Capital Equipment

 

Senior Secured First Lien Term Loan (LIBOR + 4.25%, 1.00% LIBOR Floor)(2)

 

10/1/2025

  2,935,723   2,926,468   2,847,651 

NGS US Finco, LLC

 

Capital Equipment

 

Senior Secured First Lien Term Loan (LIBOR + 5.25%, 1.00% LIBOR Floor)(2)

 

10/1/2025

  2,500,000   2,451,295   2,450,000 

Northern Star Industries, Inc.

 

Capital Equipment

 

Senior Secured First Lien Term Loan (LIBOR + 4.75%, 1.00% LIBOR Floor)(5)

 

3/28/2025

  4,133,125   4,120,550   3,797,102 

NorthStar Group Services, Inc.

 

Environmental Industries

 

Senior Secured First Lien Term Loan (LIBOR + 5.50%, 1.00% LIBOR Floor)(4)

 

11/12/2026

  5,000,000   4,925,521   4,925,500 

Nuvei Technologies Corp.

 

Banking, Finance, Insurance & Real Estate

 

Senior Secured First Lien Term Loan (LIBOR + 4.00%, 0.75% LIBOR Floor)(2)

 

9/29/2025

  3,000,000   3,000,000   3,003,900 

Offen, Inc.

 

Transportation: Cargo

 

Senior Secured First Lien Term Loan (LIBOR + 5.00%, 1.00% LIBOR Floor)(4)

 

6/22/2026

  4,944,911   4,916,534   4,772,829 

Patriot Rail Company LLC

 

Transportation: Cargo

 

Senior Secured First Lien Term Loan (LIBOR + 5.25%)(4)

 

10/19/2026

  1,736,875   1,708,056   1,739,133 

Peraton Corp.

 

Aerospace and Defense

 

Senior Secured First Lien Term Loan (LIBOR + 5.25%, 1.00% LIBOR Floor)(2)

 

4/29/2024

  3,362,879   3,354,861   3,358,843 

PetroChoice Holdings, Inc.

 

Chemicals, Plastics and Rubber

 

Senior Secured First Lien Term Loan (LIBOR + 5.00%, 1.00% LIBOR Floor)(2)

 

8/19/2022

  6,751,727   6,739,538   6,426,969 

F-34

Company Industry Type of Investment Maturity Par Amount Cost 
Fair Value(1)
Southwest Dealer Services, Inc. Automotive 
Senior Secured First Lien Term loans(4) LIBOR + 6.000%, 1.000% Floor
 3/16/2020
 4,620,675
 4,620,675
 4,615,315
Sundial Group Holdings LLC Consumer Goods: Non-Durable 
Senior Secured First Lien Term loans(4) LIBOR + 6.250%, 1.000% Floor
 10/19/2021
 5,775,000
 5,682,389
 5,775,000
Survey Sampling International, LLC Services: Business 
Senior Secured First Lien Term loans(4) LIBOR + 6.000%, 1.000% Floor
 12/16/2020
 2,977,265
 2,952,089
 2,996,349
TaxAct, Inc. Banking, Finance, Insurance & Real Estate 
Senior Secured First Lien Term loans(4) LIBOR + 6.000%, 1.000% Floor
 1/3/2023
 3,009,259
 2,938,091
 3,009,259
The Garretson Resolution Group, Inc. Services: Business 
Senior Secured First Lien Term loans(4) LIBOR + 6.500%, 1.000% Floor
 5/22/2021
 4,843,750
 4,843,750
 4,862,931
TrialCard Incorporated Services: Consumer 
Senior Secured First Lien Term loans(4) LIBOR + 5.250%, 1.000% Floor
 10/26/2021
 7,000,000
 6,932,567
 7,000,000
Valence Surface Technologies, Inc. Aerospace and Defense 
Senior Secured First Lien Term loans(4) LIBOR + 5.500%, 1.000% Floor
 6/13/2019
 3,688,249
 3,664,493
 3,571,737
VCVH Holding Corp. Healthcare & Pharmaceuticals 
Senior Secured First Lien Term loans(4) LIBOR + 5.000%, 1.000% Floor
 6/1/2023
 5,970,000
 5,914,339
 5,910,300
Victory Capital Operating, LLC Banking, Finance, Insurance & Real Estate 
Senior Secured First Lien Term loans(4) LIBOR + 7.500%, 1.000% Floor
 10/29/2021
 1,621,005
 1,598,430
 1,637,215
Western Digital Corporation High Tech Industries 
Senior Secured First Lien Term loans(4) LIBOR + 3.750%, 0.750% Floor
 4/29/2023
 3,781,000
 3,707,843
 3,818,810
Z Gallerie, LLC Retail 
Senior Secured First Lien Term loans(4) LIBOR + 6.500%, 1.000% Floor
 10/8/2020
 4,924,812
 4,924,812
 4,924,812
Total       $187,314,127
 $182,356,648
 $183,657,487

___________________________ 
        

Par

         

Company

 

Industry

 

Type of Investment

 

Maturity

 

Amount

  

Cost

  

Fair Value(1)

 

Plaskolite PPC Intermediate II LLC

 

Chemicals, Plastics and Rubber

 

Senior Secured First Lien Term Loan (LIBOR + 4.25%, 1.00% LIBOR Floor)(4)

 

12/15/2025

  3,185,000   3,143,257   3,171,305 

Port Townsend Holdings Company, Inc.

 

Forest Products & Paper

 

Senior Secured First Lien Term Loan (LIBOR + 4.75%, 1.00% LIBOR Floor)(2)(6)

 

4/3/2024

  2,937,918   2,921,835   2,630,140 

PT Network, LLC

 

Healthcare & Pharmaceuticals

 

Senior Secured First Lien Term Loan (LIBOR + 5.50%, 1.00% LIBOR Floor, 2.00% PIK)(5)(9)

 

11/30/2023

  4,497,071   4,322,519   4,137,305 

PT Network, LLC

 

Healthcare & Pharmaceuticals

 

Class C Common Stock(7)

  1   -   - 

PVHC Holding Corp

 

Containers, Packaging and Glass

 

Senior Secured First Lien Term Loan (LIBOR + 4.75%, 1.00% LIBOR Floor)(4)

 

8/2/2024

  1,947,447   1,941,553   1,858,254 

Quartz Holding Company

 

High Tech Industries

 

Senior Secured First Lien Term Loan (LIBOR + 4.00%)(2)

 

4/2/2026

  949,061   948,258   926,569 

RB Media, Inc.

 

Media: Diversified & Production

 

Senior Secured First Lien Term Loan (LIBOR + 4.25%, 1.00% LIBOR Floor)(2)

 

45898

  5,632,559   5,597,474   5,592,568 

Resolute

 

Banking, Finance, Insurance & Real Estate

 

Senior Secured First Lien Term Loan (LIBOR + 8.00%, 1.00% LIBOR Floor)(4)

 

4/30/2025

  2,000,000   1,990,307   1,981,200 

Salient CRGT Inc.

 

High Tech Industries

 

Senior Secured First Lien Term Loan (LIBOR + 6.50%, 1.00% LIBOR Floor)(2)

 

2/28/2022

  4,159,226   4,139,751   3,987,866 

Sierra Enterprises, LLC

 

Beverage & Food

 

Senior Secured First Lien Term Loan (LIBOR + 4.00%, 1.00% LIBOR Floor)(2)

 

11/11/2024

  3,869,259   3,862,349   3,637,104 

Simplified Logistics, LLC

 

Services: Business

 

Senior Secured First Lien Term Loan (LIBOR + 6.50%, 1.00% LIBOR Floor)(4)

 

2/27/2022

  3,438,750   3,381,255   3,386,137 

Syniverse Holdings, Inc.

 

High Tech Industries

 

Senior Secured First Lien Term Loan (LIBOR + 5.00%, 1.00% LIBOR Floor)(2)

 

3/9/2023

  2,897,803   2,885,063   2,621,933 

TEAM Services

 

Services: Consumer

 

Senior Secured First Lien Term Loan (LIBOR + 5.00%, 1.00% LIBOR Floor)(5)

 

12/20/2027

  5,000,000   4,850,587   4,825,000 

The Octave Music Group, Inc.

 

Media: Diversified & Production

 

Senior Secured First Lien Term Loan (LIBOR + 5.25%, 1.00% LIBOR Floor, 0.75% PIK)(4)(9)

 

5/29/2025

  5,844,828   5,795,611   5,085,000 

Veregy

 

Transportation: Cargo

 

Senior Secured First Lien Term Loan (LIBOR + 6.00%, 1.00% LIBOR Floor)(4)

 

11/3/2027

  4,000,000   3,882,494   3,952,400 

Vero Parent, Inc.

 

High Tech Industries

 

Senior Secured First Lien Term Loan (LIBOR + 4.50%, 1.00% LIBOR Floor)(2)

 

8/16/2024

  3,866,037   3,848,371   3,850,960 

Wawona Delaware Holdings, LLC

 

Beverage & Food

 

Senior Secured First Lien Term Loan (LIBOR + 4.75%)(4)

 

9/11/2026

  942,963   935,269   919,389 

Wok Holdings Inc.

 

Retail

 

Senior Secured First Lien Term Loan (LIBOR + 6.25%)(2)

 

3/1/2026

  6,533,625   6,492,517   5,686,867 

Wrench Group LLC

 

Services: Consumer

 

Senior Secured First Lien Term Loan (LIBOR + 4.00%, 1.00% LIBOR Floor)(4)

 

4/30/2026

  2,937,242   2,915,853   2,866,748 

Total

       $210,175,007  $208,071,345  $196,605,878 
                   
(1)Represents the fair value in accordance with ASC 820 as determined by the board of managers of Sierra JV. The approval of the fair value of the portfolio investments held by Sierra JV is not included in the valuation process of the Board of Directors of the Company described elsewhere herein.
(2)The interest rate on these loans is subject to a base rate plus 1 Month (“1M”) LIBOR, which at December 31, 2016 was 0.77%. As the interest rate is subject to a minimum LIBOR floor, which was greater than the 1M LIBOR rate at December 31, 2016, the prevailing rate in effect at December 31, 2016 was the base rate plus the LIBOR floor.
(3)The interest rate on a portion of these loans is subject to a base rate plus Alternate Base Rate ("ABR"). As the interest rate is subject to a minimum ABR Floor which was greater than the ABR rate at December 31, 2016, the prevailing rate in effect at December 31, 2016 was the base rate plus the ABR Floor.
(4)The interest rate on these loans is subject to a base rate plus 3 Month (“3M”) LIBOR, which at December 31, 2016 was 1.00%. As the interest rate is subject to a minimum LIBOR floor, which was greater than the 3M LIBOR rate at December 31, 2016, the prevailing rate in effect at December 31, 2016 was the base rate plus the LIBOR floor.
(5)The investment was on non-accrual status as of December 31, 2016.

(1) All securities are valued using significant unobservable inputs, which are categorized as Level 3 assets under the definition of ASC 820 fair value hierarchy.

(2) The interest rate on these loans is subject to a base rate plus 1 Month ("1M") LIBOR, which at December 31, 2020 was 0.14%. As the interest rate is subject to a minimum LIBOR floor, the prevailing rate in effect at December 31, 2020 was the Base rate plus the LIBOR floor or 1M LIBOR.

(3) The interest rate on these loans is subject to a base rate plus 2 Month ("2M") LIBOR, which at December 31, 2020 was 0.19%. As the interest rate is subject to a minimum LIBOR floor, the prevailing rate in effect at December 31, 2020 was the Base rate plus the LIBOR floor or 2M LIBOR.

(4) The interest rate on these loans is subject to a base rate plus 1 Month ("3M") LIBOR, which at December 31, 2020 was 0.24%. As the interest rate is subject to a minimum LIBOR floor, the prevailing rate in effect at December 31, 2020 was the Base rate plus the LIBOR floor or 3M LIBOR.

(5) The interest rate on these loans is subject to a base rate plus 6 Month ("6M") LIBOR, which at December 31, 2020 was 0.34%. As the interest rate is subject to a minimum LIBOR floor, the prevailing rate in effect at December 31, 2020 was the Base rate plus the LIBOR floor or 6M LIBOR.

(6) Includes an analysis of the value of any unfunded loan commitments.

(7) Security is non-income producing.

(8) The investment was on non-accrual status as of December 31, 2020.

(9) Par amount includes accumulated paid-in-kind ("PIK") interest and is net of repayments.

Below is certain summarized financial information for the Sierra JV as of SeptemberJune 30, 20172021 and December 31, 20162020 and for the three and ninesix months ended SeptemberJune 30, 20172021 and 2016.2020.

  

June 30, 2021

  

December 31, 2020

 
  

(unaudited)

     

Selected Consolidated Statement of Assets and Liabilities Information:

        

Investments in loans at fair value (cost: of $202,309,650 and $208,071,345, respectively)

 $195,243,830  $196,605,878 

Cash and cash equivalents

  10,982,299   17,130,001 

Other assets

  893,786   1,173,707 

Total assets

 $207,119,915  $214,909,586 
         

Senior credit facility payable (net of deferred financing costs of $2,132,491 and $2,639,540, respectively)

  110,020,329   122,063,405 

Other liabilities

  326,466   526,233 

Interest payable

  390,621   432,351 

Total liabilities

  110,737,416   123,021,989 

Members’ capital

  96,382,499   91,887,597 

Total liabilities and members' capital

 $207,119,915  $214,909,586 

  

Three Months Ended June 30,

  

Six Months Ended June 30,

 
  

2021

  

2020

  

2021

  

2020

 
  

(unaudited)

  

(unaudited)

  

(unaudited)

  

(unaudited)

 

Selected Consolidated Statement of Operations Information:

                

Total investment income

 $3,205,125  $3,681,476  $6,651,007  $8,134,188 

Total expenses

  (1,810,084)  (2,547,948)  (3,812,394)  (5,558,944)

Net change in unrealized appreciation/(depreciation) of investments

  602,303   15,919,611   4,399,648   (12,297,864)

Net realized gain/(loss) on investments

  60,606   (10,758,378)  90,163   (10,750,864)

Net income/(loss)

 $2,057,950  $6,294,761  $7,328,424  $(20,473,484)

In accordance with Rules 3-09 and 4-08(g) of Regulation S-X, the Company must determine if any of its portfolio companies is considered a “significant subsidiary.” Pursuant to the definition of “significant subsidiary” applicable to investment companies set forth in Rule 1-02(w) of Regulation S-X, a portfolio company will meet the definition of “significant subsidiary” if either the investment test or the income test is triggered. Rule 3-09 of Regulation S-X requires the Company to include separate audited financial statements of any unconsolidated majority-owned subsidiary (portfolio company in which the Company owns greater than 50% of the unconsolidated subsidiary) in the Company's annual report on Form 10-K if one of the following conditions are met: (i) if the portfolio investment’s fair value exceeds 20% of the Company’s total investments fair value (the investment test); or (ii) either (A) if the income from the portfolio investment exceeds 80% of the Company’s absolute value of the change in net assets from operations of the Company and its subsidiaries (the income test) or (B) if the income from the portfolio investment exceeds 20% of the Company’s absolute value of the change in net assets from operations of the Company and its subsidiaries and have a fair value exceeding 5% of the Company’s total investment fair value (the alternate income test). If the Company has an unconsolidated majority-owned subsidiary and does not satisfy any Rule 3-09 significant subsidiary conditions during a quarter end, the Company must include summarized income statement within the notes to the quarterly financial statements. 

Rule 4-08(g) of Regulation S-X requires the Company to include summarized financial statements of any unconsolidated controlled subsidiary (portfolio company in which the Company owns greater than 25% of the voting securities of the unconsolidated subsidiary or otherwise controls the subsidiary) in the Company's annual report on Form 10-K if one of the following conditions are met: (i) if the portfolio investment’s fair value exceeds 10% of the Company’s total investments fair value (the investment test); or (ii) either (A) if the income from the portfolio investment exceeds 80% of the Company’s absolute value of the change in net assets from operations of the Company and its subsidiaries (the income test) or (B) if the income from the portfolio investment income exceeds 10% of the Company’s absolute value of the change in net assets from operations of the Company and its subsidiaries and have a fair value exceeding 5% of the Company’s total investment fair value (the alternate income test).

F-36

 September 30, 2017 December 31, 2016
Selected Consolidated Statement of Assets and Liabilities Information:   
Investments in loans at fair value (cost: $229,379,660 and $182,356,648, respectively)$229,247,389
 $183,657,487
Cash and cash equivalents11,226,260
 8,222,344
Other assets794,688
 700,901
Total assets$241,268,337
 $192,580,732
    
Senior credit facility payable (net of deferred financing costs of $2,186,875 and $1,286,453, respectively)157,763,125
 122,624,547
Other liabilities565,367
 442,541
Interest payable456,105
 369,942
Total liabilities$158,784,597
 $123,437,030
Members’ capital82,483,740
 69,143,702
Total liabilities and members' capital$241,268,337
 $192,580,732

After performing the investment and income analysis for the six months ended June 30, 2021, excluding Sierra JV, the Company determined that no portfolio company would be deemed to be a significant subsidiary pursuant to Rules 3-09 and 4-08(g) of Regulation S-X.

 
 Three Months Ended September 30, Nine Months Ended September 30,
 2017 2016 2017 2016
Selected Consolidated Statement of Operations Information:       
Total investment income$4,257,065
 $2,770,260
 $11,616,536
 $6,993,705
Total expenses(2,149,027) (1,390,816) (5,601,906) (3,479,173)
Net change in unrealized appreciation/(depreciation) of investments(29,971) 938,125
 (1,332,377) 938,362
Net realized gain/(loss) of investments516,140
 (2,498,871) 1,108,517
 (2,406,857)
Net income/(loss)$2,594,207
 $(181,302) $5,790,770
 $2,046,037

Note 4. Fair Value Measurements

The Company follows ASC 820 for measuring the fair value of portfolio investments. Fair value is the price that would be received in the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Where available, fair value is based on observable market prices or parameters, or derived from such prices or parameters. Where observable prices or inputs are not available, valuation models are applied. These valuation models involve some level of management estimation and judgment, the degree of which is dependent on the price transparency for the instruments or market and the instruments’ complexity. The Company’s fair value analysis includes an analysis of the value of any unfunded loan commitments. Financial investments recorded at fair value in the consolidated financial statements are categorized for disclosure purposes based upon the level of judgment associated with the inputs used to measure their value. The valuation hierarchical levels are based upon the transparency of the inputs to the valuation of the investment as of the measurement date. The three levels are defined as follows. Investments which are valued using NAV as a practical expedient are excluded from this hierarchy:

Level 1 — Valuations based on quoted prices in active markets for identical assets or liabilities at the measurement date.
Level 2 — Valuations based on inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable at the measurement date. This category includes quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in non-active markets including actionable bids from third parties for privately held assets or liabilities, and observable inputs other than quoted prices such as yield curves and forward currency rates that are entered directly into valuation models to determine the value of derivatives or other assets or liabilities.
Level 3 — Valuations based on inputs that are unobservable and where there is little, if any, market activity at the measurement date. The inputs for the determination of fair value may require significant management judgment or estimation and is based upon management’s assessment of the assumptions that market participants would use in pricing the assets or liabilities. These investments include debt and equity investments in private companies or assets valued using the Market or Income Approach and may involve pricing models whose inputs require significant judgment or estimation because of the absence of any meaningful current market data for identical or similar investments. The inputs in these valuations may include, but are not limited to, capitalization and discount rates, beta and Earnings Before Interest, Taxes, Depreciation and Amortization ("EBITDA") multiples. The information may also include pricing information or broker quotes which include a disclaimer that the broker would not be held to such a price in an actual transaction. The non-binding nature of consensus pricing and/or quotes accompanied by disclaimer would result in classification as Level 3 information, assuming no additional corroborating evidence.

Level 1 — Valuations based on quoted prices in active markets for identical assets or liabilities at the measurement date.
Level 2 — Valuations based on inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable at the measurement date. This category includes quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in non-active markets including actionable bids from third parties for privately held assets or liabilities, and observable inputs other than quoted prices such as yield curves and forward currency rates that are entered directly into valuation models to determine the value of derivatives or other assets or liabilities.
Level 3 — Valuations based on inputs that are unobservable and where there is little, if any, market activity at the measurement date. The inputs for the determination of fair value may require significant management judgment or estimation and is based upon management’s assessment of the assumptions that market participants would use in pricing the assets or liabilities. These investments include debt and equity investments in private companies or assets valued using the Market or Income Approach and may involve pricing models whose inputs require significant judgment or estimation because of the absence of any meaningful current market data for identical or similar investments. The inputs in these valuations may include, but are not limited to, capitalization and discount rates, beta and Earnings Before Interest, Taxes, Depreciation and Amortization ("EBITDA") multiples. The information may also include pricing information or broker quotes which include a disclaimer that the broker would not be held to such a price in an actual transaction. The non-binding nature of consensus pricing and/or quotes accompanied by disclaimer would result in classification as Level 3 information, assuming no additional corroborating evidence.

In addition to using the above inputs in investment valuations, the Company employs the valuation policy approved by the board of directors that is consistent with ASC 820 (see Note 2). Consistent with the Company’s valuation policy, the Company evaluates the source of inputs, including any markets in which the Company’s investments are trading, in determining fair value.

The following table presents the fair value measurements of the Company’s total investments, by major class according to the fair value hierarchy, as of SeptemberJune 30, 2017:2021:

Type of Investment

 

Level 1

  

Level 2

  

Level 3

  

Total

 

Asset

                

Senior secured first lien term loans

 $  $  $340,020,040  $340,020,040 

Senior secured second lien term loans

        88,498,230   88,498,230 

Subordinated notes

        54,568,511   54,568,511 

Equity/warrants

        55,686,326   55,686,326 

Total

 $  $  $538,773,107   538,773,107 

Investments measured at net asset value(1)

              92,573,620 

Total Investments, at fair value

             $631,346,727 

Type of Investment (1)
 Level 1 Level 2 Level 3 Total
Asset        
Senior secured first lien term loans $
 $4,930,200
 $548,498,771
 $553,428,971
Senior secured first lien notes 
 11,854,163
 40,996,603
 52,850,766
Senior secured second lien term loans 
 
 285,048,102
 285,048,102
Subordinated notes 
 
 71,311,459
 71,311,459
Warrants/equity 949,331
 
 31,386,520
 32,335,851
Money market fund 18,674,728
 
 
 18,674,728
Total $19,624,059
 $16,784,363
 $977,241,455
 $1,013,649,877
Sierra Senior Loan Strategy JV I LLC       $72,086,943
Total Investments, at fair value       $1,085,736,820
 ________________________________

(1)

(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 amount presented in the Consolidated Statements of Assets and Liabilities.

the table are intended to permit reconciliation of the fair value hierarchy to the amount presented in the Consolidated Statements of Assets and Liabilities.

Derivative Instrument-Long Exposure Level 1 Level 2 Level 3 Total
Liability        
Total return swap with Citibank, N.A. $
 $
 $5,483,594
 $5,483,594

The following table presents the fair value measurements of the Company’s total investments, by major class according to the fair value hierarchy, as of December 31, 2016:2020

Type of Investment

 

Level 1

  

Level 2

  

Level 3

  

Total

 

Asset

                

Senior secured first lien term loans

 $  $  $315,490,601  $315,490,601 

Senior secured first lien notes

        8,548,755   8,548,755 

Senior secured second lien term loans

        93,794,917   93,794,917 

Subordinated notes

        50,039,500   50,039,500 

Equity/warrants

  767,144      47,190,227   47,957,371 

Total

 $767,144  $  $515,064,000   515,831,144 

Investments measured at net asset value(1)

              88,155,336 

Total Investments, at fair value

             $603,986,480 
Type of Investment(1)
 Level 1 Level 2 Level 3 Total
Asset        
Senior secured first lien term loans $
 $
 $493,340,277
 $493,340,277
Senior secured first lien notes 
 25,540,638
 46,429,960
 71,970,598
Senior secured second lien term loans 
 
 260,008,735
 260,008,735
Subordinated notes 
 
 55,185,590
 55,185,590
Warrants/equity 1,262,666
 
 40,879,809
 42,142,475
Money market fund 22,966,981
 
 
 22,966,981
Total $24,229,647
 $25,540,638
 $895,844,371
 $945,614,656
Sierra Senior Loan Strategy JV I LLC       $60,496,647
Total Investments, at fair value       $1,006,111,303
 ________________________________

(1)

(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 amount presented in the Consolidated Statements of Assets and Liabilities.

the table are intended to permit reconciliation
F-37


Derivative Instrument-Long Exposure Level 1 Level 2 Level 3 Total
Liability        
Total return swap with Citibank, N.A. $
 $
 $13,647,330
 $13,647,330

The following table provides a reconciliation of the beginning and ending balances for total investments that use Level 3 inputs for the ninesix months ended SeptemberJune 30, 2017:2021

  

Senior

  

Senior

  

Senior

             
  

Secured

  

Secured

  

Secured

             
  

First Lien

  

First Lien

  

Second Lien

             
  

Term Loans

  

Notes

  

Term Loans

  

Subordinated Notes

  

Equity/Warrants

  

Total

 

Balance, December 31, 2020

 $315,490,601  $8,548,755  $93,794,917  $50,039,500  $47,190,227  $515,064,000 

Purchases

  61,326,896      7,723,713   5,092,500   7,824,964   81,968,073 

Sales

  (40,361,837)  (8,561,250)  (17,880,327)  (9,690,424)  (5,595,739)  (82,089,577)

Transfers in

                  

Transfers out

                  

Amortization of discount/(premium)

  240,969      50,173         291,142 

Paid-in-kind interest income

  850,523      320,387         1,170,910 

Net realized gains/(losses)

  346,434   87,500   (3,476,799)  (506,482)  (5,118,140)  (8,667,487)

Net change in unrealized appreciation/(depreciation)

  2,126,454   (75,005)  7,966,166   9,633,417   11,385,014   31,036,046 

Balance, June 30, 2021

 $340,020,040  $  $88,498,230  $54,568,511  $55,686,326  $538,773,107 

Change in net unrealized appreciation/ (depreciation) in investments held as of June 30, 2021

 $1,957,700  $  $3,155,108  $8,739,862  $6,335,852  $20,188,522 
 
Senior
Secured
First Lien
Term Loans
 
Senior
Secured
First Lien
Notes
 
Senior
Secured
Second Lien
Term Loans
 Subordinated Notes 
Warrants/
Equity
 
Total
Return
Swap
 Total
Balance, December 31, 2016$493,340,277
 $46,429,960
 $260,008,735
 $55,185,590
 $40,879,809
 $(13,647,330) $882,197,041
Purchases166,644,769
 2,480,000
 63,746,687
 29,344,643
 1,433,172
 
 263,649,271
Sales(108,227,784) (7,860,699) (30,398,116) (7,885,523) (9,488,187) 
 (163,860,309)
Transfers in
 9,720,000
 
 
 
 
 9,720,000
Transfers out
 (8,622,686) 
 
 
 
 (8,622,686)
Amortization of discount/(premium)703,060
 67,631
 119,917
 
 
 
 890,608
Paid-in-kind interest income4,432,952
 
 
 
 
 
 4,432,952
Net realized gains/(losses)(11,396,034) (1,851,063) (5,302,703) (107,130) (3,642,142) 
 (22,299,072)
Net change in unrealized appreciation/(depreciation)3,001,531
 633,460
 (3,126,418) (5,226,121) 2,203,868
 8,163,736
 5,650,056
Balance, September 30, 2017$548,498,771
 $40,996,603
 $285,048,102
 $71,311,459
 $31,386,520
 $(5,483,594) $971,757,861
Change in net unrealized appreciation/(depreciation) in investments held as of September 30, 2017(1)  
$(4,196,861) $(1,262,262) $(7,763,514) $(5,127,949) $(471,036) $8,163,736
 $(10,657,886)
 __________________________
(1) Amount is included in the related amount on investments and derivative instruments in the condensed consolidated statements of operations.

Transfers between levels of the fair value hierarchy are reported at the beginning of the reporting period in which they occur. During the ninesix months ended SeptemberJune 30, 2017,2021, the Company recorded $8,622,686 inno transfers from Level 3 to Level 2 and $9,720,000no transfers from Level 2 to Level 3. The Company recorded no other transfers between levels.

The following table provides a reconciliation of the beginning and ending balances for total investments that use Level 3 inputs for the six months ended June 30, 2020:

  

Senior

  

Senior

  

Senior

             
  

Secured

  

Secured

  

Secured

             
  

First Lien

  

First Lien

  

Second Lien

             
  

Term Loans

  

Notes

  

Term Loans

  

Subordinated Notes

  

Equity/Warrants

  

Total

 

Balance, December 31, 2019

 $328,816,197  $14,354,825  $122,817,885  $63,021,420  $38,521,450  $567,531,777 

Purchases

  40,242,750      2,509,139      110,283   42,862,172 

Sales

  (22,536,083)  (2,115,625)  (20,137,262)  (2,948,249)  (601,371)  (48,338,590)

Transfers in

                  

Transfers out

                  

Amortization of discount/(premium)

  578,476      (410,364)        168,112 

Paid-in-kind interest income

  1,221,714            18,566   1,240,280 

Net realized gains/(losses)

  (1,588,561)  (5,130,000)  (488,073)     (822,525)  (8,029,159)

Net change in unrealized appreciation/(depreciation)

  (34,598,594)  545,514   (13,724,221)  (17,756,640)  (3,044,076)  (68,578,017)

Balance, June 30, 2020

 $312,135,899  $7,654,714  $90,567,104  $42,316,531  $34,182,327  $486,856,575 

Change in net unrealized appreciation/(depreciation) in investments held as of June 30, 2020

 $(35,900,472) $(317,286) $(16,809,037) $(17,756,640) $(3,055,047) $(73,838,482)

Transfers between levels of the fair value hierarchy are reported at the beginning of the reporting period in which they occur. During the six months ended June 30, 2020, the Company recorded no transfers from Level 3 to Level 2 and no transfers from Level 2 to Level 3 due to availability of market data and observable valuation inputs to support the valuation. The Company recorded no other transfers between levels.

F-38


The following table provides a reconciliation
 
Senior
Secured
First Lien
Term Loans
 
Senior
Secured
First Lien
Notes
 
Senior
Secured
Second Lien
Term Loans
 Subordinated Notes 
Warrants/
Equity
 
Total
Return
Swap
 Total
Balance, December 31, 2015$514,638,092
 $47,477,500
 $278,645,464
 $
 $13,243,836
 $(27,365,819) $826,639,073
Purchases93,833,456
 2,109,376
 23,788,748
 63,389,058
 9,149,285
 
 192,269,923
Sales(128,395,615) (557,303) (45,408,193) (3,731,087) 
 
 (178,092,198)
Transfers in
 1,786,890
 
 
 
 
 1,786,890
Transfers out
 (14,773,468) 
 
 
 
 (14,773,468)
Amortization of discount/(premium)268,365
 3,897
 347,733
 
 
 
 619,995
Paid-in-kind interest income3,461,879
 
 82,123
 
 178,882
 
 3,722,884
Net realized gains/(losses)(10,981,656) 30,303
 222,827
 435,388
 (790,778) 
 (11,083,916)
Net change in unrealized appreciation/(depreciation)1,947,197
 (156,484) 2,303,176
 1,059,397
 (3,827,464) 9,188,445
 10,514,267
Balance, September 30, 2016$474,771,718
 $35,920,711
 $259,981,878
 $61,152,756
 $17,953,761
 $(18,177,374) $831,603,450
Change in net unrealized appreciation/(depreciation) in investments held as of September 30, 2016(1)
$(7,859,130) $(148,478) $54,279
 $1,059,397
 $(4,618,243) $9,188,445
 $(2,323,730)
 _____________________
(1)Amount is included in the related amount on investments and derivative instruments in the condensed consolidated statements of operations.

Transfers between levels of the fair value hierarchy are reported at the beginning of the reporting period in which they occur. During the nine months ended September 30, 2016, the Company recorded $14,773,468 in transfers from Level 3 to Level 2 and

$1,786,890 in transfers from Level 2 to Level 3 due to availability of market data and observable valuation inputs to support the valuation. The Company recorded no other transfers between levels.

The following table presents the quantitative information about Level 3 fair value measurements of the Company’s total investments, as of SeptemberJune 30, 2017:2021:

Type of Investment

 

Fair Value

 

Valuation techniques

Unobservable input(1)

 

Range (weighted average)

Senior Secured First Lien Term Loans

 $257,370,718 

Income Approach (DCF)

Market Yield

 5.36% - 50.94% (7.84%)

Senior Secured First Lien Term Loans

 50,936,438 

Market Approach (Guideline Comparable)/ Enterprise Value Analysis

EBITDA Multiple

 0.80x - 7.50x (5.20x)
     

Expected Proceeds

 $86.30 $115.00 ($100.65)
     

Revenue Multiple

 6.00x - 7.00x (6.50x)

Senior Secured First Lien Term Loans

 31,712,884 

Recent Arms-Length Transaction

Recent Arms-Length Transaction

 N/A

Senior Secured Second Lien Term Loans

 79,586,433 

Income Approach (DCF)

Market Yield

 8.68% - 14.33% (10.83%)
     

Discount Rate

 21.50% - 21.50% (21.50%)

Senior Secured Second Lien Term Loans

 8,911,797 

Market Approach (Guideline Comparable)

EBITDA Multiple

 6.50x - 7.50x (7.00x)

Subordinated Notes

  

Market Approach (Guideline Comparable)

EBITDA Multiple

 4.50x - 5.50x (5.00x)

Subordinated Notes

 54,568,511 

Income Approach (DCF)

Discount Rate

 7.58% - 19.00% (15.64%)
     

Projected Default rates

 2.00% - 2.00% (2.00%)
     

Recovery Rates

 60.00% - 65.00% (62.50%)
     

Reinvestment Rates

 99.50% - 99.50% (99.50%)
     

Prepayment Rates

 20.00% - 20.00% (20.00%)

Subordinated Notes

  

Recent Arms-Length Transaction

Recent Arms-Length Transaction

 N/A

Equity

 18,828 

Recent Arms-Length Transaction

Recent Arms-Length Transaction

 N/A

Equity

 55,667,498 

Market Approach (Guideline Comparable)/Income Approach (DCF)/ Enterprise Value Analysis

EBITDA Multiple

 2.00x - 11.50x (9.84x)
     

Capitalization Rate

 6.75% - 9.00% (8.20%)
     

Revenue Multiple

 0.50x - 1.00x (0.83x)
     

Enterprise Value

 $1,200.00 - $1,300.00 ($1,250.00)
     

Discount Rate

 19.00% - 21.00% (20.00%)

Total

 $538,773,107     

Type of Investment Fair Value Valuation techniques 
Unobservable input(1)
 Range (weighted average)
Senior Secured First Lien Term Loan $427,209,139
 Income Approach (DCF) Market yield 6.00% - 22.21% (9.62%)
Senior Secured First Lien Term Loan 2,576,215
 Enterprise Value Analysis Expected Proceeds $0.0M - $2.5M ($2.4M)
Senior Secured First Lien Term Loan 74,754,872
 Market Approach (Guideline Comparable)/Market Approach (Comparable Transactions)/Income Approach (DCF) Revenue Multiple, EBITDA Multiple, Discount Rate 0.60x - 3.00x (1.46x) / 4.50x-8.00x (6.92x) / 15.00% - 18.50% (17.08%)
Senior Secured First Lien Term Loan 43,958,545
 Recent Arms-length transaction Recent Arms-length transaction N/A
Senior Secured First Lien Note 40,873,945
 Income Approach (DCF) Market Yield 7.83% - 13.83% (9.36%)
Senior Secured First Lien Note 122,658
 Enterprise Valuation Analysis Expected Proceeds $0.1M - $0.1M ($0.1M)
Senior Secured Second Lien Term Loan 245,617,325
 Income Approach (DCF) Market yield 7.71% - 13.82% (9.68%)
Senior Secured Second Lien Term Loan 35,924,527
 Recent Arms-length transaction Recent Arms-length transaction N/A
Senior Secured Second Lien Term Loan 3,506,250
 Market Approach (Guideline Comparable)/Income Approach (DCF) Revenue Multiple, EBITDA Multiple, Discount Rate 0.40x-0.55x(0.55x) / 3.50x-9.13x(9.13x) / 18.00%-18.00% (18.00%)
Equity/Warrants 
 Enterprise Valuation Analysis Expected Proceeds $0.0M - $0.0M ($0.0M)
Preferred Equity 5,530,911
 Income Approach (DCF) Market Yield 16.63%-16.63% (16.63%)
Equity/Warrants 12,453,793
 Market Approach (Guideline Comparable)/Market Approach (Comparable Transactions)/Income Approach (DCF) Revenue Multiple, EBITDA Multiple, Discount Rate, Book Value Multiple, Average List Price 0.98x-3.00x (1.35x) / 5.00x-13.00x (8.02x) / 15.00% - 23.00% (13.65%) / 1.25x - 1.25x (1.25x) / $1.0M - $1.0M ($1.0M)
Equity/Warrants 13,401,816
 Recent Arms-length transaction Recent Arms-length transaction N/A
Subordinated Notes 41,967,500
 Income Approach (DCF) Discount Rate 13.00% - 14.00% (13.28%)
Subordinated Notes 29,343,959
 Recent Arms-length transaction Recent Arms-length transaction N/A
Total $977,241,455
      
Total Return Swap (5,483,594) Income Approach (DCF) Market yield 5.16% - 47.94% (7.99%)
Total $971,757,861
      
 _________________________________

(1)

(1)

Represents the method used when the Company has determined that market participants would use such inputs when measuring the fair value of these investments.

The following table presents the quantitative information about Level 3 fair value measurements of the Company’s total investments, as of December 31, 2016:2020:

Type of Investment

 

Fair Value

 

Valuation techniques

 

Unobservable input(1)

 

Range (weighted average)

 

Senior Secured First Lien Term Loans

 $209,276,266 

Income Approach (DCF)

 

Market Yield

 

4.61% - 26.41% (7.93%)

 

Senior Secured First Lien Term Loans

  84,351,515 

Market Approach (Guideline Comparable)/Income Approach (DCF)/ Enterprise Value Analysis

 

EBITDA Multiple

Expected Proceeds

Revenue Multiple

Discount Rate

 

2.00x - 9.50x (6.21x)

$48.00 - $115.00 ($69.29)

0.80x - 1.00x (0.90x)

16.9% - 18.9% (17.9%)

 

Senior Secured First Lien Term Loans

  21,862,820 

Recent Arms-Length Transaction

 

Recent Arms-Length Transaction

 N/A 

Senior Secured First Lien Notes

  8,548,755 

Income Approach (DCF)

 

Market Yield

 

3.42% - 11.86% (10.78%)

 

Senior Secured Second Lien Term Loans

  74,896,187 

Income Approach (DCF)

 

Market Yield

 

7.53% - 21.50% (13.85%)

 
Senior Secured Second Lien Term Loans  13,998,730 Market Approach (Guideline Comparable) 

EBITDA Multiple

Expected Proceeds

 

6.50x - 7.50x (7.00x)

$209.70 - $233.00 ($221.35)

 

Senior Secured Second Lien Term Loans

  4,900,000 

Recent Arms-Length Transaction

 

Recent Arms-Length Transaction

 

N/A

 

Subordinated Notes

  48,315,900 

Income Approach (DCF)

 

Discount Rate

Projected Default rates

Recovery Rates

Reinvestment Rates

Prepayment Rates

 

11.02% - 21.00% (18.72%)

2.00% - 2.00% (2.00%)

65.00% - 65.00% (65.00%)

98.00% - 98.00% (98.00%)

20.00% - 25.00% (22.50%)

 

Subordinated Notes

  1,723,600 

Recent Arms-Length Transaction

 

Recent Arms-Length Transaction

 

N/A

 

Equity

  38,001,340 

Market Approach (Guideline Comparable)/Income Approach (DCF)/Enterprise Value Analysis

 

Book Value Multiple

EBITDA Multiple

Capitalization Rate

Revenue Multiple

Expected Proceeds

 

0.75x - 1.00x (0.88x)

2.00x - 9.50 (8.39x)

7.50x - 9.30x (8.54%)

0.50x - 1.00x (0.83x)

$0.10 - $66.20 ($2.60)

 

Equity

  9,188,887 

Recent Arms-Length Transaction

 

Recent Arms-Length Transaction

 

N/A

 

Total

 $515,064,000       
Type of Investment Fair Value Valuation techniques 
Unobservable input(1)
 Range (weighted average)
Senior Secured First Lien Term Loan $339,728,530
 Income Approach (DCF) Market yield 7.44% - 18.50% (9.65%)
Senior Secured First Lien Term Loan 7,373,318
 Market Approach (Guideline Comparable) 2016 and NTM Revenue Multiple 0.50x - 0.75x (0.63x)/0.50x - 0.75x (0.63x)
Senior Secured First Lien Term Loan 6,868,420
 Market Approach (Guideline Comparable) Revenue Generating Units  $393.75 - $525.00 ($459.38)
Senior Secured First Lien Term Loan 23,280,607
 Market Approach (Guideline Comparable)/Income Approach (DCF) NTM Revenue Multiple, NTM EBITDA Multiple Discount Rate 0.40x - 1.25x (1.09x) / 5.00x - 7.00x (6.57x) / 17.50% - 20.00% (18.93%)
Senior Secured First Lien Term Loan 20,885,087
 Market Approach (Guideline Comparable) NTM Revenue Multiple, Discount Rate 2.75x-3.25x (3.00x) /14.00%-16.00% (15.00%)
Senior Secured First Lien Term Loan 16,246,819
 Market Approach (Guideline Comparable)/Income Approach (DCF) Run-Rate Revenue Multiple, Run-Rate EBITDA Multiple, Discount Rate 0.50x - 1.00x (0.75x)/5.50x - 6.50x (6.00x)/18.50% - 21.50% (20.00%)
Senior Secured First Lien Term Loan 2,791,682
 Market Approach (Guideline Comparable) NTM Revenue Multiple, NTM EBITDA Multiple 0.5x - 1.00x (0.75x) /4.00x-5.00x (4.50x)

Type of Investment Fair Value Valuation techniques 
Unobservable input(1)
 Range (weighted average)
Senior Secured First Lien Term Loan 84,190,814
 Recent Arms-length transaction Recent Arms-length transaction N/A
Senior Secured First Lien Notes 32,142,804
 Income Approach (DCF) Market yield 7.57% - 115.94% (12.85%)
Senior Secured First Lien Notes 6,105,000
 Recent Arms-length transaction Recent Arms-length transaction N/A
Senior Secured First Lien Notes 157,156
  Enterprise Valuation Analysis Estimated Liquidation Proceeds $45.9M - $73.2M ($59.7M)
Senior Secured Second Lien Term Loan 242,539,805
 Income Approach (DCF) Market yield 8.29% - 10.05% (73.13%)
Senior Secured Second Lien Term Loan 6,472,505
 Recent Arms-length transaction Recent Arms-length transaction N/A
Senior Secured Second Lien Term Loan 
 Market Approach (Guideline Comparable) LTM Revenue Multiple, LTM EBITDA Multiple 0.5 - 1.0x (0.75x) / 6.0x - 7.0x (6.5x)
Senior Secured Second Lien Term Loan 10,996,425
 Market Approach (Guideline Comparable)/Income Approach (DCF) LTM Revenue Multiple, NTM Revenue Multiple, LTM EBITDA Multiple, NTM EBITDA Multiple, Discount Rate 0.40x-0.60x(0.50x) /0.40x-0.60x(0.50x) / 8.25x-9.25x (8.75x)/ 7.50x-8.50x (8.00x)/17.50%-21.50% (19.50%)
Equity/Warrants 
 Enterprise Valuation Analysis Estimated Liquidation Proceeds $45.9M - $73.2M ($59.7M)
Equity/Warrants 967,238
 Market Approach (Guideline Comparable)/Income Approach (DCF) LTM EBITDA, Run-Rate Multiple, Discount rate 7.00x - 8.00x (7.50x)/7.00x - 8.00x (7.50x) / 16.00%-18.00% (17.00%)
Equity/Warrants 5,051,193
 Income Approach (DCF) Market Yield 17.45%-17.45% (17.45%)
Equity/Warrants 
 Market Approach (Guideline Comparable)/Income Approach (DCF) NTM Revenue Multiple, NTM EBITDA Multiple, Discount Rate 0.40x - 1.00x (0.90x)/5.00x - 7.00x (6.65x)/17.50% - 18.00% (17.59%)
Equity/Warrants 
 Market Approach (Guideline Comparable)/Income Approach (DCF) Run-Rate Revenue Multiple, Run-Rate EBITDA Multiple, Discount Rate 0.50x - 1.00x (0.75x)/5.50x - 6.50x (6.00x)/18.50% - 21.50% (20.00%)
Equity/Warrants 
 Market Approach (Guideline Comparable) Revenue Generating Units $393.75 - $525.00 ($459.38)
Equity/Warrants 
 Market Approach (Guideline Comparable) NTM Revenue Multiple, Discount Rate 2.75x-3.25x (3.00x) /14.00%-16.00% (15.00%)
Equity/Warrants 
 Market Approach (Guideline Comparable) LTM EBITDA Multiple 12.5x - 13.5x (0.0x)
Equity/Warrants 4,265,419
 Market Approach (Guideline Comparable) / Precedent Transaction LTM and NTM EBITDA Multiple 4.50x-8.00x (7.10x) /4.50x-7.50x (6.72x)
Equity/Warrants 16,095,959
 Recent Arms-length transaction Recent Arms-length transaction N/A
Subordinated Notes 55,185,590
 Income Approach (DCF) Discount Rate 11.50% - 15.00% (13.21%)
Subordinated Notes 14,500,000
 Recent Arms-length transaction Recent Arms-length transaction N/A
Total $895,844,371
      
Total Return Swap (13,647,330) Income Approach (DCF) Market yield 4.43% - 73.13% (9.56%)
Total $882,197,041
      
 ________________________________

(1)

(1)

Represents the method used when the Company has determined that market participants would use such inputs when measuring the fair value of these investments.

The significant unobservable inputs used in the fair value measurement of the Company’s debt and derivative investments are market yields. Increases in market yields would result in lower fair value measurements.

The significant unobservable inputs used in the fair value measurement of the Company’s warrants/equityequity/warrants investments are comparable company multiples of revenue or EBITDA for the latest twelve months (“LTM”), next twelve months (“NTM”) or a reasonable period a market participant would consider. Increases in revenue or EBITDA multiples in isolation would result in higher fair value measurement.


Note 5. Total Return Swap

On August 27, 2013, the Company, through its wholly-owned financing subsidiary, Arbor, entered into a TRS with Citibank, N.A. (“Citibank”) that is indexed to a basket of loans.

The TRS with Citibank enables Arbor to obtain the economic benefit of the loans underlying the TRS, despite the fact that such loans will not be directly held or otherwise owned by Arbor, in return for an interest-type payment to Citibank.
SIC Advisors acts as the investment manager of Arbor and has discretion over the composition of the basket of loans underlying the TRS. The terms of the TRS are governed by an ISDA 2002 Master Agreement, the Schedule thereto and Credit Support Annex to such Schedule, and the Confirmation exchanged thereunder, between Arbor and Citibank, which collectively establish the TRS, and are collectively referred to herein as the “TRS Agreement”. On March 21, 2014, Arbor amended and restated its Confirmation Letter Agreement (the “Amended Confirmation Agreement”) with Citibank. The Amended Confirmation Agreement increased the maximum market value (determined at the time each such loan becomes subject to the TRS) of the portfolio of loans that Arbor may select from $100 million to $200 million, and increased the interest rate payable to Citibank from LIBOR plus 1.30% per annum to LIBOR plus 1.35% per annum. On July 23, 2014, Arbor entered into the Second Amended and Restated Confirmation Letter Agreement with CitiBank to increase the maximum market value (determined at the time each such loan becomes subject to the TRS) of the portfolio of loans that Arbor may select from $200 million to $350 million. On June 8, 2015, Arbor entered into the Third Amended and Restated Confirmation Letter Agreement with CitiBank to decrease the maximum market value (determined at the time each such loan becomes subject to the TRS) of the portfolio of loans that Arbor may select from $350 million to $300 million. On March 21, 2016, Arbor entered into the Fourth Amended and Restated Confirmation Letter Agreement (the “Fourth Amended Confirmation Agreement”) with Citibank to extended the term of the TRS from March 21, 2016 through March 21, 2019 and increased the interest rate payable to Citi from LIBOR plus 1.35% per annum to LIBOR plus 1.65% per annum. On September 29, 2017, Arbor entered into the Fifth Amended and Restated Confirmation Letter Agreement (the “Fifth Amended Confirmation Agreement”) with Citibank to reduce the maximum portfolio notional (determined at the time each such loan becomes subject to the TRS) from $300,000,000 to $180,000,000, through incremental reductions of $60,000,000 on October 3, 2017 and $20,000,000 on each of November 3, 2017, December 3, 2017 and January 3, 2018. The Fifth Amended Confirmation Agreement also decreased the interest rate payable to Citibank from LIBOR plus 1.65% per annum to LIBOR plus 1.60% per annum. 
Pursuant to the terms of the TRS Agreement, as amended and subject to conditions customary for transactions of this nature, Arbor may select a portfolio of loans with a maximum market value (determined at the time each such loan becomes subject to the TRS) of $300 million, subject to the reduction provided for in the Fifth Amended Confirmation Agreement, which is also referred to as the maximum notional amount of the TRS. Arbor receives from Citibank a periodic payment on set dates that is based upon any coupons, both earned and accrued, generated by the loans underlying the TRS, subject to limitations described in the TRS Agreement as well as any fees associated with the loans included in the portfolio. Arbor pays to Citibank interest at a rate equal to one-month LIBOR plus 1.60% per annum. In addition, upon the termination or repayment of any loan subject to the TRS, Arbor either receives from Citibank the appreciation in the value of such loan, or pays to Citibank any depreciation in the value of such loan.
Citibank may terminate the TRS on or after the second anniversary of the effectiveness of the TRS. SIC Advisors may terminate the TRS on behalf of Arbor at any time upon providing 10 days prior notice to Citibank.
Arbor is required to pay a minimum usage fee in connection with the TRS of 1.60% on the amount equal to 85% of the average daily unused portion of the maximum amount permitted under the TRS. Such minimum usage fee will not apply during the first 365 days and last 60 days of the term of the TRS. Arbor will also pay Citibank customary fees in connection with the establishment and maintenance of the TRS. During the three and nine months ended September 30, 2017, Arbor paid $12,823 and $67,961 in minimum usage fees, respectively. During the three and nine months ended September 30, 2016, Arbor paid $193,194 and $534,170, respectively, in minimum usage fees.
Arbor is required to initially cash collateralize a specified percentage of each loan (generally 20% to 30% of the market value of such loan) included under the TRS in accordance with margin requirements described in the TRS Agreement. As of September 30, 2017 and December 31, 2016, Arbor has posted $68,000,000 and $79,620,942, respectively, in collateral to Citibank in relation to the TRS which is recorded on the consolidated statements of assets and liabilities as cash collateral on total return swap. Arbor may be required to post additional collateral from time to time as a result of a decline in the mark-to-market value of the portfolio of loans subject to the TRS. The obligations of Arbor under the TRS Agreement are non-recourse to the Company and the Company’s exposure under the TRS Agreement is limited to the value of the Company’s investment in Arbor, which generally equals the value of cash collateral provided by Arbor under the TRS Agreement.
In connection with the TRS, Arbor has made customary representations and warranties and is required to comply with various covenants, reporting requirements and other customary requirements for similar transactions. In addition to customary events of default and termination events included in the form ISDA 2002 Master Agreement, the TRS Agreement contains the following termination events: (a) a failure to satisfy the portfolio criteria for at least 30 days; (b) a failure to post initial cash collateral or additional collateral as required by the TRS Agreement; (c) a default by Arbor or the Company with respect to indebtedness in an amount equal to or greater than the lesser of $10,000,000 and 2% of the Company’s NAV at such time; (d) a merger of Arbor or the Company meeting certain criteria; (e) the Company or Arbor amending their respective constituent documents to alter their investment strategy in a manner that has or could reasonably be expected to have a material adverse effect; and (f) SIC Advisors ceasing to be

the investment manager of Arbor or to have authority to enter into transactions under the TRS Agreement on behalf of Arbor, and not being replaced by an entity reasonably acceptable to Citibank. As of September 30, 2017 and December 31, 2016, the Company did not have any derivatives with contingent features in net liability positions; therefore, if a trigger event had occurred, no amount would have been required to be posted by the Company.
The Company’s maximum credit risk exposure as of September 30, 2017 and December 31, 2016 is $69,003,667 and $80,910,105, respectively, which is recorded on the consolidated statements of assets and liabilities as cash collateral on total return swap and receivable due on total return swap.
The Company’s receivable from Citibank represents realized amounts from payments on underlying loans in the TRS portfolio that as of September 30, 2017 and December 31, 2016 was $1,003,667 and $1,289,163, respectively, which is recorded on the consolidated statements of assets and liabilities as receivable due on total return swap. The Company does not offset collateral posted in relation to the TRS with any unrealized appreciation or depreciation outstanding in the consolidated statements of assets and liabilities as of September 30, 2017 or December 31, 2016.
Transactions in TRS contracts during the three and nine months ended September 30, 2017 and 2016 were as follows:
  Three Months Ended
September 30,
 Nine Months Ended
September 30,
  2017 2016 2017 2016
Interest income and settlement from TRS portfolio $2,348,862
 $(1,463,792) $6,746,607
 $(1,821,535)
Traded gains/(loss) on TRS loan sales 785,847
 2,224,803
 (8,482,509) 6,667,185
Net realized gains/(loss) on TRS portfolio $3,134,709
 $761,011
 $(1,735,902) $4,845,650
         
Net change in unrealized appreciation/(depreciation) on TRS portfolio $(2,032,534) $5,159,214
 $8,163,736
 $9,188,445
The Company held one derivative position as of September 30, 2017 and December 31, 2016 subject to a Master Agreement (“MA”). The following table represents the Company’s gross and net amounts after offset under the MA, of the derivative assets and liabilities presented by derivative type net of the related collateral pledged by the Company as of September 30, 2017 and December 31, 2016:
 
Gross
Derivative  Assets/
(Liabilities)
Subject to MA
 
Derivative Amount
Available for
Offset
 
Net Amount Presented
in the Consolidated
Statements of Assets
and Liabilities
 
Cash Collateral (received)/pledged (1)
 
Net Amount of
Derivative
Assets/(Liabilities)
September 30, 2017         
Total Return Swap(1) 
$(5,483,594) $
 $(5,483,594) $5,483,594
 $
December 31, 2016         
Total Return Swap(1) 
$(13,647,330) $
 $(13,647,330) $13,647,330
 $
 ______________________________
(1)As of September 30, 2017 and December 31, 2016, $68,000,000 and $79,620,942, respectively, of cash was posted for initial margin requirements for the TRS as reported on the consolidated statements of assets and liabilities as cash collateral on total return swap.
The following table shows the volume of the Company’s derivative transactions for the three and nine months ended September 30, 2017 and 2016.
 Three Months Ended
September 30,
 Nine Months Ended
September 30,
 2017 2016 2017 2016
Average notional par amount of contracts$246,554,568
 $208,253,776
 $248,738,019
 $210,765,232
The following is a summary of the TRS reference assets as of September 30, 2017:
Company(1)
 Industry Type of Investment Maturity Par Amount 
Initial Notional
Cost(2)
 Fair Value Unrealized Appreciation/ (Depreciation)
Acrisure, LLC Banking, Finance, Insurance & Real Estate 
Senior Secured First Lien Term Loans(5)   LIBOR + 5.000%, 1.000% Floor
 11/22/2023 $2,493,750
 $2,468,813
 $2,518,688
 $49,875
AMF Bowling Worldwide, Inc. Hotel, Gaming & Leisure 
Senior Secured First Lien Term Loans(7)   LIBOR + 4.250%, 1.000% Floor
 6/29/2024 4,950,000
 4,925,250
 4,900,500
 (24,750)

Company(1)
 Industry Type of Investment Maturity Par Amount 
Initial Notional
Cost(2)
 Fair Value Unrealized Appreciation/ (Depreciation)
Amplify Snack Brands, Inc. Beverage & Food 
Senior Secured First Lien Term Loans(4)  LIBOR + 5.500%, 1.000% Floor
 9/4/2023 1,362,115
 1,348,494
 1,339,640
 (8,854)
AmWINS Group, Inc. Banking, Finance, Insurance & Real Estate 
Senior Secured Second Lien Term Loans(4)   LIBOR + 6.750%, 1.000% Floor
 1/25/2025 4,000,000
 3,970,000
 4,077,600
 107,600
Anaren, Inc. Aerospace & Defense 
Senior Secured First Lien Term Loans(6)   LIBOR + 4.500%, 1.000% Floor
 2/18/2021 4,643,220
 4,596,788
 4,666,436
 69,648
AP Gaming I, LLC Hotel, Gaming & Leisure 
Senior Secured First Lien Term Loans(4)   LIBOR + 5.500%, 1.000% Floor
 2/15/2024 4,000,000
 3,990,000
 4,065,000
 75,000
Atrium Innovations, Inc. Healthcare & Pharmaceuticals 
Senior Secured First Lien Term Loans(3)(6)   LIBOR + 3.500%, 1.000% Floor
 2/15/2021 4,974,546
 4,968,328
 4,999,419
 31,091
Blucora, Inc. Banking, Finance, Insurance & Real Estate 
Senior Secured First Lien Term Loans(3)(6)   LIBOR + 3.750%, 1.000% Floor
 5/22/2024 2,333,333
 2,321,667
 2,350,833
 29,167
BCPE Eagle Buyer LLC Healthcare & Pharmaceuticals 
Senior Secured First Lien Term Loans(4)   LIBOR + 4.250%, 1.000% Floor
 3/16/2024 4,987,500
 4,937,625
 4,950,094
 12,469
Comfort Holding, LLC Consumer Goods:  Durable 
Senior Secured First Lien Term Loans(4)   LIBOR + 4.750%, 1.000% Floor
 2/5/2024 6,982,500
 6,912,675
 6,240,609
 (672,066)
Comfort Holding, LLC Consumer Goods:  Durable 
Senior Secured Second Lien Term Loans(5)   LIBOR + 10.000%, 1.000% Floor
 2/3/2025 1,500,000
 1,440,000
 1,275,300
 (164,700)
CPI Holdco, LLC Capital Equipment 
Senior Secured First Lien Term Loans(6)   LIBOR + 4.000%, 1.000% Floor
 3/21/2024 5,975,000
 5,945,125
 6,019,813
 74,688
CPI Holdings, Inc. High Tech Industries 
Senior Secured First Lien Term Loans(4)   LIBOR + 3.500%, 1.000% Floor
 7/26/2024 9,000,000
 9,000,000
 8,994,420
 (5,580)
CT Technologies Intermediate Holdings, Inc. Healthcare & Pharmaceuticals 
Senior Secured First Lien Term Loans(4)   LIBOR + 4.250%, 1.000% Floor
 12/1/2021 997,455
 977,506
 997,455
 19,949
DiversiTech Holdings, Inc. Wholesale 
Senior Secured First Lien Term Loans(6)   LIBOR + 3.500%, 1.000% Floor
 6/3/2024 2,000,000
 1,995,000
 2,004,160
 9,160
Encompass Digital Media, Inc Media:  Broadcasting & Subscription 
Senior Secured First Lien Term Loans(6)   LIBOR + 4.500%, 1.000% Floor
 6/6/2021 4,850,000
 4,825,750
 4,595,375
 (230,375)
EVO Payments International, LLC Banking, Finance, Insurance & Real Estate 
Senior Secured First Lien Term Loans(4)   LIBOR + 5.000%, 1.000% Floor
 12/22/2023 2,985,000
 2,955,150
 3,014,850
 59,700
Explorer Holdings, Inc. Healthcare & Pharmaceuticals 
Senior Secured First Lien Term Loans(6)   LIBOR + 3.750%, 1.000% Floor
 5/2/2023 1,817,019
 1,812,476
 1,823,923
 11,447
Fieldwood Energy LLC Energy:  Oil & Gas 
Senior Secured First Lien Term Loans(6)   LIBOR + 7.000%, 1.000% Floor
 8/31/2020 1,222,222
 1,100,000
 1,069,444
 (30,556)
Fieldwood Energy LLC Energy:  Oil & Gas 
Senior Secured First Lien Term Loans(6)   LIBOR + 7.125%, 1.250% Floor
 9/30/2020 1,650,000
 1,641,125
 1,130,250
 (510,875)
Fieldwood Energy LLC Energy:  Oil & Gas 
Senior Secured Second Lien Term Loans(6)   LIBOR + 7.125%, 1.250% Floor
 9/30/2020 2,596,305
 2,676,375
 1,022,944
 (1,653,431)
Freedom Mortgage Corporation Banking, Finance, Insurance & Real Estate 
Senior Secured First Lien Term Loans(8)   LIBOR + 5.500%, 1.000% Floor
 2/17/2022 450,000
 450,000
 450,000
 
Global Eagle Entertainment Inc. Telecommunications 
Senior Secured First Lien Term Loans(3)(8)   LIBOR + 7.000%, 1.000% Floor
 1/6/2023 4,173,750
 4,096,238
 4,142,447
 46,209
Imagine! Print Solutions, LLC Media: Advertising, Printing & Publishing 
Senior Secured First Lien Term Loans(6)   LIBOR + 4.750%, 1.000% Floor
 6/21/2022 5,985,000
 5,925,150
 5,925,150
 
Iqor US Inc. Services:  Business 
Senior Secured First Lien Term Loans(6)   LIBOR + 5.000%, 1.000% Floor
 4/1/2021 4,533,016
 4,442,356
 4,483,153
 40,797
Isola USA Corp. High Tech Industries 
Senior Secured First Lien Term Loans(6)   LIBOR + 8.250%, 1.000% Floor
 11/29/2018 3,620,650
 3,496,750
 3,148,155
 (348,595)

Company(1)
 Industry Type of Investment Maturity Par Amount 
Initial Notional
Cost(2)
 Fair Value Unrealized Appreciation/ (Depreciation)
Keystone Acquisition Corp. Healthcare & Pharmaceuticals 
Senior Secured First Lien Term Loans(6)   LIBOR + 5.250%, 1.000% Floor
 5/1/2024 2,346,000
 2,346,000
 2,346,000
 
KNB Holdings Corporation Consumer Goods:  Durable 
Senior Secured First Lien Term Loans(8)   LIBOR + 5.500%, 1.000% Floor
 4/26/2024 2,950,000
 2,912,375
 2,957,375
 45,000
Kronos Incorporated Services:  Business 
Senior Secured First Lien Term Loans(3)(6)   LIBOR + 3.500%, 1.000% Floor
 11/1/2023 2,985,019
 2,970,094
 3,000,750
 30,656
Kronos Incorporated Services:  Business 
Senior Secured Second Lien Term Loans(3)(6)   LIBOR + 8.250%, 1.000% Floor
 11/1/2024 2,000,000
 1,980,000
 2,061,780
 81,780
LifeMiles Ltd. Services:  Consumer 
Senior Secured First Lien Term Loans(6)   LIBOR + 5.500%, 1.000% Floor
 8/18/2022 4,950,000
 4,900,500
 4,900,500
 
Lightstone HoldCo LLC Utilities:  Electric 
Senior Secured First Lien Term Loans(4)   LIBOR + 4.500%, 1.000% Floor
 1/30/2024 2,965,000
 2,905,700
 2,950,175
 44,475
Liquidnet Holdings, Inc. Banking, Finance, Insurance & Real Estate 
Senior Secured First Lien Term Loans(4)   LIBOR + 4.250%, 1.000% Floor
 7/11/2024 3,000,000
 2,970,000
 3,007,500
 37,500
Livingston International, Inc. Transportation:  Cargo 
Senior Secured Second Lien Term Loans(1)(6)   LIBOR + 8.250%, 1.250% Floor
 4/17/2020 1,954,783
 1,969,443
 1,915,491
 (53,952)
Midwest Physician Administrative Services, LLC Healthcare & Pharmaceuticals 
Senior Secured Second Lien Term Loans(6)   LIBOR + 7.000%, 1.000% Floor
 8/15/2025 3,950,000
 3,910,500
 3,910,500
 
Melissa & Doug, LLC Consumer Goods:  Durable 
Senior Secured First Lien Term Loans(6)   LIBOR + 4.500%, 1.000% Floor
 6/19/2024 1,500,000
 1,492,500
 1,516,875
 24,375
MH SUB I, LLC Services:  Consumer 
Senior Secured Second Lien Term Loans(6)   LIBOR + 7.500%, 1.000% Floor
 9/15/2025 1,950,000
 1,930,500
 1,932,119
 1,619
MH SUB I, LLC Services:  Consumer 
Senior Secured First Lien Term Loans(6)   LIBOR + 3.750%, 1.000% Floor
 9/13/2024 6,600,000
 6,567,000
 6,555,978
 (11,022)
MPH Acquisition Holdings LLC Healthcare & Pharmaceuticals 
Senior Secured First Lien Term Loans(6)   LIBOR + 3.000%, 1.000% Floor
 6/7/2023 4,721,347
 4,707,708
 4,755,293
 47,585
MWI Holdings, Inc. Capital Equipment 
Senior Secured First Lien Term Loans(6)   LIBOR + 5.500%, 1.000% Floor
 6/29/2020 3,960,000
 3,920,400
 3,960,000
 39,600
Neustar, Inc. High Tech Industries 
Senior Secured First Lien Term Loans(3)(6)   LIBOR + 3.750%, 1.000% Floor
 3/1/2024 2,000,000
 1,990,000
 2,014,160
 24,160
Neustar, Inc. High Tech Industries 
Senior Secured Second Lien Term Loans(3)(6)   LIBOR + 8.000%, 1.000% Floor
 3/1/2025 1,000,000
 985,000
 1,010,000
 25,000
New Media Holdings II LLC Media: Advertising, Printing & Publishing 
Senior Secured First Lien Term Loans(4)   LIBOR + 6.250%, 1.000% Floor
 6/4/2020 947,570
 949,939
 947,570
 (2,369)
Nine West Holdings, Inc. Consumer Goods:  Non-durable 
Senior Secured First Lien Term Loans(6)   LIBOR + 3.750%, 1.000% Floor
 10/8/2019 5,758,716
 5,744,319
 4,843,080
 (901,239)
Petco Animal Supplies, Inc. Retail 
Senior Secured First Lien Term Loans(6)   LIBOR + 3.000%, 1.000% Floor
 1/26/2023 8,877,505
 8,739,703
 7,305,477
 (1,434,226)
PetroChoice Holdings, Inc. Chemicals, Plastics & Rubber 
Senior Secured First Lien Term Loans(5)   LIBOR + 4.500%, 1.000% Floor
 8/22/2022 4,974,684
 4,974,684
 4,974,684
 
Resolute Investment Managers, Inc. Banking, Finance, Insurance & Real Estate 
Senior Secured First Lien Term Loans(6)   LIBOR + 4.250%, 1.000% Floor
 4/30/2022 1,924,735
 1,918,793
 1,943,983
 25,190
Rough Country, LLC Automotive 
Senior Secured First Lien Term Loans(4)   LIBOR + 4.500%, 1.000% Floor
 5/25/2023 2,950,000
 2,920,500
 2,920,500
 
SCS Holdings I Inc. Wholesale 
Senior Secured First Lien Term Loans(4)   LIBOR + 4.250%, 1.000% Floor
 10/31/2022 1,405,036
 1,401,524
 1,419,087
 17,563
SESAC Holdco II LLC Media:  Broadcasting & Subscription 
Senior Secured Second Lien Term Loans(4)   LIBOR + 7.250%, 1.000% Floor
 2/24/2025 2,000,000
 1,980,000
 1,985,000
 5,000

Company(1)
 Industry Type of Investment Maturity Par Amount 
Initial Notional
Cost(2)
 Fair Value Unrealized Appreciation/ (Depreciation)
Silversea Cruise Finance Ltd. Hotel, Gaming & Leisure Senior Secured First Lien Notes 7.250% 2/1/2025 1,000,000
 1,000,000
 1,071,250
 71,250
Sparta Systems, Inc. High Tech Industries 
Senior Secured First Lien Term Loans(6)   LIBOR + 4.000%, 1.000% Floor
 8/21/2024 5,000,000
 4,987,500
 5,006,250
 18,750
Sundial Group Holdings LLC Services:  Consumer 
Senior Secured First Lien Term Loans(4)   LIBOR + 4.750%, 1.000% Floor
 8/15/2024 5,000,000
 4,925,000
 4,925,000
 
Sungard Availability Services Capital Inc. Services:  Business 
Senior Secured First Lien Term Loans(4)   LIBOR + 7.000%, 1.000% Floor
 9/29/2021 7,989,438
 7,956,046
 7,430,177
 (525,869)
Tensar Corporation Capital Equipment 
Senior Secured First Lien Term Loans(6)   LIBOR + 4.750%, 1.000% Floor
 7/9/2021 11,114,962
 11,003,812
 10,309,127
 (694,685)
TouchTunes Interactive Networks, Inc. Media: Diversified & Production 
Senior Secured First Lien Term Loans(6)   LIBOR + 4.750%, 1.000% Floor
 5/28/2021 947,583
 953,505
 953,552
 47
TCH-2 Holdings, LLC Hotel, Gaming & Leisure 
Senior Secured First Lien Term Loans(4)   LIBOR + 4.000%, 1.250% Floor
 5/6/2021 3,193,700
 3,161,763
 3,205,677
 43,913
Traverse Midstream Partners LLC Energy:  Oil & Gas 
Senior Secured First Lien Term Loans(6)   LIBOR + 4.000%, 1.000% Floor
 9/27/2024 1,950,000
 1,940,250
 1,969,500
 29,250
tronc, Inc. Media: Advertising, Printing & Publishing 
Senior Secured First Lien Term Loans(3)(4)   LIBOR + 4.750%, 1.000% Floor
 8/4/2021 6,708,333
 6,641,250
 6,750,260
 109,010
UFC Holdings, LLC Hotel, Gaming & Leisure 
Senior Secured Second Lien Term Loans(4)   LIBOR + 7.500%, 1.000% Floor
 8/18/2024 500,000
 495,000
 507,000
 12,000
US Shipping Partners LP Transportation:  Cargo 
Senior Secured First Lien Term Loans(4)   LIBOR + 4.250%, 1.000% Floor
 6/26/2021 1,688,831
 1,676,165
 1,427,062
 (249,103)
VCVH Holding Corp. Healthcare & Pharmaceuticals 
Senior Secured First Lien Term Loans(6)   LIBOR + 5.000%, 1.000% Floor
 6/1/2023 990,000
 980,100
 988,614
 8,514
Veresen Midstream Limited Partnership Energy:  Oil & Gas 
Senior Secured First Lien Term Loans(3)(4)   LIBOR + 3.500%, 1.000% Floor
 3/31/2022 2,969,620
 2,933,688
 2,991,892
 58,205
Total   220,805,243
 218,959,901
 212,874,898
 (6,085,003)
Total accrued interest income, net of expenses         601,409
Total unrealized depreciation on total return swap         $(5,483,594)
 _____________________________
(1)All investments are domiciled in the United States except for Livingston International, Inc., which is domiciled in Canada. All foreign investments are denominated in US Dollars.
(2)Represents the initial amount of par of an investment in which the TRS is referenced.
(3)The investment is not a qualifying asset under the 1940 Act.
(4)The interest rate on these loans is subject to a base rate plus 1 Month (“1M”) LIBOR, which at September 30, 2017 was 1.23%. As the interest rate is subject to a minimum LIBOR floor which was greater than the 1M LIBOR rate at September 30, 2017, the prevailing rate in effect at September 30, 2017 was the base rate plus the LIBOR floor.
(5)The interest rate on these loans is subject to a base rate plus 2 Month (“2M”) LIBOR, which at September 30, 2017 was 1.27%. As the interest rate is subject to a minimum LIBOR floor which was greater than the 2M LIBOR rate at September 30, 2017, the prevailing rate in effect at September 30, 2017 was the base rate plus the LIBOR floor.
(6)The interest rate on these loans is subject to a base rate plus 3 Month (“3M”) LIBOR, which at September 30, 2017 was 1.33%. As the interest rate is subject to a minimum LIBOR floor which was greater than the 3M LIBOR rate at September 30, 2017, the prevailing rate in effect at September 30, 2017 was the base rate plus the LIBOR floor.

The following is a summary of the TRS reference assets as of December 31, 2016:
Company(1)
 Industry Type of Investment Maturity Par Amount 
Initial Notional
Cost
(2)
 Fair Value Unrealized Appreciation/(Depreciation)
Acrisure, LLC Banking, Finance, Insurance & Real Estate 
Senior Secured First Lien Term Loans(7) LIBOR + 4.750%, 1.000% Floor
 11/22/2023 $2,500,000
 $2,475,000
 $2,527,350
 $52,350
Albertson's LLC Retail 
Senior Secured First Lien Term Loans(3)(5) LIBOR + 3.000%, 0.750% Floor
 8/25/2021 2,000,000
 2,000,000
 2,022,080
 22,080
AMC Entertainment Holdings, Inc. Hotel, Gaming & Leisure 
Senior Secured First Lien Term Loans(5) LIBOR + 2.750%, 0.750% Floor
 12/15/2023 2,000,000
 1,995,000
 2,018,500
 23,500
AMF Bowling Centers, Inc Services:  Consumer 
Senior Secured First Lien Term Loans(7) LIBOR + 5.000%, 1.000% Floor
 9/19/2023 6,842,500
 6,739,863
 6,821,151
 81,288
Amplify Snack Brands, Inc. Beverage & Food 
Senior Secured First Lien Term Loans(7) LIBOR + 5.500%, 1.000% Floor
 9/2/2023 3,000,000
 2,970,000
 2,912,490
 (57,510)
Answsers Corporation High Tech Industries 
Senior Secured First Lien Term Loans(5) LIBOR + 5.250%, 1.000% Floor
 10/1/2021 14,775,000
 14,257,875
 7,313,625
 (6,944,250)
ANVC Merger Corp. Aerospace & Defense 
Senior Secured First Lien Term Loans(7) LIBOR + 4.500%, 1.000% Floor
 2/18/2021 4,691,841
 4,644,923
 4,656,653
 11,730
AP Gaming I, LLC Hotel, Gaming & Leisure 
Senior Secured First Lien Term Loans(7) LIBOR + 8.250%, 1.000% Floor
 12/21/2020 10,645,102
 10,476,828
 10,574,099
 97,271
Astro AB Borrower, Inc. Banking, Finance, Insurance & Real Estate 
Senior Secured First Lien Term Loans(7) LIBOR + 4.500%, 1.000% Floor
 4/30/2022 965,761
 960,932
 974,211
 13,279
Asurion, LLC Banking, Finance, Insurance & Real Estate 
Senior Secured First Lien Term Loans(5) LIBOR + 3.750%, 1.000% Floor
 11/3/2023 1,000,000
 995,000
 1,013,750
 18,750
Atkore International, Inc Wholesale 
Senior Secured First Lien Term Loans(3)(7) LIBOR + 3.000%, 1.000% Floor
 12/22/2023 3,000,000
 2,992,500
 3,022,500
 30,000
ConvergeOne Holdings Corp. Telecommunications 
Senior Secured First Lien Term Loans(7) LIBOR + 5.375%, 1.000% Floor
 6/17/2020 2,500,000
 2,462,500
 2,487,500
 25,000
CSP Technologies North America, LLC Containers, Packaging & Glass 
Senior Secured First Lien Term Loans(7) LIBOR + 6.000%, 1.000% Floor
 1/29/2022 9,780,882
 9,585,265
 9,634,169
 48,904
Encompass Digital Media, Inc Media:  Broadcasting & Subscription 
Senior Secured First Lien Term Loans(7) LIBOR + 4.500%, 1.000% Floor
 6/6/2021 4,887,500
 4,863,063
 4,618,688
 (244,375)
EVO Payments International, LLC Banking, Finance, Insurance & Real Estate 
Senior Secured First Lien Term Loans(3) LIBOR + 5.000%, 1.000% Floor
 12/22/2023 3,000,000
 2,970,000
 2,970,000
 
Fieldwood Energy LLC Energy:  Oil & Gas 
Senior Secured First Lien Term Loans(7) LIBOR + 7.000%, 1.000% Floor
 8/31/2020 1,222,222
 1,100,000
 1,155,000
 55,000
Fieldwood Energy LLC Energy:  Oil & Gas 
Senior Secured First Lien Term Loans(7) LIBOR + 7.125%, 1.250% Floor
 9/30/2020 1,650,000
 1,641,125
 1,431,375
 (209,750)
Fieldwood Energy LLC Energy:  Oil & Gas 
Senior Secured Second Lien Term Loans(7) LIBOR + 7.125%, 1.250% Floor
 9/30/2020 2,596,305
 2,676,375
 1,817,414
 (858,961)
First Data Corporation Banking, Finance, Insurance & Real Estate 
Senior Secured First Lien Term Loans(5) LIBOR + 3.000%, 0.000% Floor
 7/8/2022 1,000,000
 1,000,000
 1,010,210
 10,210
Flex Acquisition Company, Inc. Containers, Packaging & Glass 
Senior Secured First Lien Term Loans(3)(7) LIBOR + 3.250%, 1.000% Floor
 12/29/2023 1,000,000
 995,000
 1,008,330
 13,330
Four Seasons Holdings Inc. Hotel, Gaming & Leisure 
Senior Secured First Lien Term Loans(7) LIBOR + 3.000%, 0.750% Floor
 11/30/2023 1,000,000
 995,000
 1,011,250
 16,250
Genex Services, Inc. Banking, Finance, Insurance & Real Estate 
Senior Secured First Lien Term Loans(5) LIBOR + 4.250%, 1.000% Floor
 5/28/2021 2,942,374
 2,927,662
 2,920,306
 (7,356)
GTCR Valor Companies, Inc. Media:  Diversified & Production 
Senior Secured First Lien Term Loans(7) LIBOR + 6.000%, 1.000% Floor
 6/16/2023 4,987,500
 4,788,000
 4,925,156
 137,156
Harbortouch Payments, LLC Banking, Finance, Insurance & Real Estate 
Senior Secured First Lien Term Loans(7) LIBOR + 4.750%, 1.000% Floor
 10/13/2023 5,000,000
 4,950,000
 4,950,000
 

Company(1)
 Industry Type of Investment Maturity Par Amount 
Initial Notional
Cost
(2)
 Fair Value Unrealized Appreciation/(Depreciation)
HNC Holdings, Inc. Construction & Building 
Senior Secured First Lien Term Loans(7) LIBOR + 4.500%, 1.000% Floor
 10/5/2023 572,000
 569,140
 577,720
 8,580
Hudson Products Holdings Inc Capital Equipment 
Senior Secured First Lien Term Loans(7) LIBOR + 4.000%, 1.000% Floor
 3/15/2019 1,862,892
 1,853,578
 1,632,360
 (221,218)
Imagine! Print Solutions, LLC Media: Advertising, Printing & Publishing 
Senior Secured First Lien Term Loans(7) LIBOR + 6.000%, 1.000% Floor
 3/30/2022 4,977,182
 4,916,266
 5,026,954
 110,688
Iqor US Inc. Services:  Business 
Senior Secured First Lien Term Loans(7) LIBOR + 5.000%, 1.000% Floor
 4/1/2021 7,591,111
 7,439,289
 7,230,533
 (208,756)
Isola USA Corp. High Tech Industries 
Senior Secured First Lien Term Loans(7) LIBOR + 8.250%, 1.000% Floor
 11/29/2018 3,697,045
 3,595,250
 3,441,172
 (154,078)
J.D. Power and Associates Services:  Consumer 
Senior Secured First Lien Term Loans(7) LIBOR + 4.250%, 1.000% Floor
 9/7/2023 2,000,000
 1,990,000
 2,017,500
 27,500
Kronos Incorporated Services:  Business 
Senior Secured First Lien Term Loans(7) LIBOR + 4.000%, 1.000% Floor
 11/1/2023 3,000,000
 2,985,000
 3,035,160
 50,160
Kronos Incorporated Services:  Business 
Senior Secured Second Lien Term Loans(7) LIBOR + 8.250%, 1.000% Floor
 11/1/2024 2,000,000
 1,980,000
 2,058,760
 78,760
Lightstone HoldCo LLC Utilities:  Electric 
Senior Secured First Lien Term Loans(3) LIBOR + 5.500%, 1.000% Floor
 1/30/2024 2,739,130
 2,684,348
 2,769,946
 85,598
Lightstone HoldCo LLC Utilities:  Electric 
Senior Secured First Lien Term Loans(3) LIBOR + 5.500%, 1.000% Floor
 1/30/2024 260,870
 255,652
 263,804
 8,152
Livingston International, Inc. Transportation:  Cargo 
Senior Secured Second Lien Term Loans(4)(7) LIBOR + 8.250%, 1.250% Floor
 4/17/2020 1,954,783
 1,969,443
 1,862,321
 (107,122)
MPH Acquisition Holdings LLC Healthcare & Pharmaceuticals 
Senior Secured First Lien Term Loans(7) LIBOR + 4.000%, 1.000% Floor
 6/7/2023 2,870,317
 2,855,965
 2,917,993
 62,028
MWI Holdings, Inc. Capital Equipment 
Senior Secured First Lien Term Loans(7) LIBOR + 5.500%, 1.000% Floor
 6/29/2020 3,990,000
 3,950,100
 3,980,025
 29,925
Nine West Holdings, Inc. Consumer goods:  Non-durable 
Senior Secured First Lien Term Loans(7) LIBOR + 3.750%, 1.000% Floor
 10/8/2019 5,865,000
 5,850,338
 3,606,975
 (2,243,363)
O2 Partners, LLC Consumer goods:  Non-durable 
Senior Secured First Lien Term Loans(6) LIBOR + 5.000%, 1.000% Floor
 10/7/2022 1,500,000
 1,485,000
 1,485,000
 
Payless Inc. Retail 
Senior Secured First Lien Term Loans(7) LIBOR + 4.000%, 1.000% Floor
 3/11/2021 5,850,000
 5,828,063
 3,017,606
 (2,810,457)
Petco Animal Supplies, Inc. Retail 
Senior Secured First Lien Term Loans(7) LIBOR + 4.000%, 1.000% Floor
 1/26/2023 5,940,050
 5,821,249
 5,965,533
 144,284
Polycom, Inc. Wholesale 
Senior Secured First Lien Term Loans(7) LIBOR + 6.500%, 1.000% Floor
 9/27/2023 1,946,667
 1,868,800
 1,953,967
 85,167
Preferred Proppants, LLC Construction & Building 
Senior Secured First Lien Term Loans(7) LIBOR + 5.750%, 1.000% Floor
 7/27/2020 2,870,178
 2,841,476
 2,421,713
 (419,763)
Press Ganey Holdings, Inc. Healthcare & Pharmaceuticals 
Senior Secured First Lien Term Loans(5) LIBOR + 3.250%, 1.000% Floor
 10/23/2023 3,000,000
 2,985,000
 3,015,000
 30,000
Press Ganey Holdings, Inc. Healthcare & Pharmaceuticals 
Senior Secured Second Lien Term Loans(5) LIBOR + 7.250%, 1.000% Floor
 10/21/2024 6,500,000
 6,472,500
 6,472,505
 5
Rackspace Hosting, Inc. Services:  Business 
Senior Secured First Lien Term Loans(3) LIBOR + 3.500%, 1.000% Floor
 11/3/2023 1,000,000
 1,000,000
 1,000,000
 
Rackspace Hosting, Inc. Services:  Business 
Senior Secured First Lien Term Loans(7) LIBOR + 4.000%, 1.000% Floor
 11/3/2023 2,500,000
 2,487,500
 2,530,200
 42,700
SCS Holdings I Inc. High Tech Industries 
Senior Secured First Lien Term Loans(5) LIBOR + 4.250%, 1.000% Floor
 10/30/2022 1,500,000
 1,496,250
 1,496,250
 

Company(1)
 Industry Type of Investment Maturity Par Amount 
Initial Notional
Cost
(2)
 Fair Value Unrealized Appreciation/(Depreciation)
Sungard Availability Services Capital Inc. Services:  Business 
Senior Secured First Lien Term Loans(5) LIBOR + 5.000%, 1.000% Floor
 4/1/2019 7,989,438
 7,956,046
 7,716,439
 (239,607)
TaxACT Inc. Banking, Finance, Insurance & Real Estate 
Senior Secured First Lien Term Loans(5) LIBOR + 6.000%, 1.000% Floor
 1/3/2023 2,705,882
 2,634,706
 2,705,882
 71,176
Tensar Corporation Capital Equipment 
Senior Secured First Lien Term Loans(7) LIBOR + 4.750%, 1.000% Floor
 7/9/2021 11,574,536
 11,458,791
 10,417,083
 (1,041,708)
TravelCLICK, Inc Hotel, Gaming & Leisure 
Senior Secured First Lien Term Loans(5) LIBOR + 4.500%, 1.250% Floor
 5/6/2021 4,732,805
 4,685,477
 4,738,721
 53,244
tronc, Inc. Media: Advertising, Printing & Publishing 
Senior Secured First Lien Term Loans(4)(5) LIBOR + 4.750%, 1.000% Floor
 8/4/2021 7,000,000
 6,930,000
 6,973,750
 43,750
UFC Holdings, LLC Hotel, Gaming & Leisure 
Senior Secured First Lien Term Loans(7) LIBOR + 4.000%, 1.000% Floor
 8/18/2023 1,000,000
 995,000
 1,012,000
 17,000
UFC Holdings, LLC Hotel, Gaming & Leisure 
Senior Secured Second Lien Term Loans(7) LIBOR + 7.500%, 1.000% Floor
 8/18/2024 500,000
 495,000
 513,125
 18,125
US Shipping Partners LP Transportation:  Cargo 
Senior Secured First Lien Term Loans(5) LIBOR + 4.250%, 1.000% Floor
 6/26/2021 1,856,284
 1,842,362
 1,786,673
 (55,689)
VCVH Holding Corp. Healthcare & Pharmaceuticals 
Senior Secured First Lien Term Loans(7) LIBOR + 5.000%, 1.000% Floor
 6/1/2023 997,500
 987,525
 987,525
 
Veresen Midstream Limited Partnership Energy:  Oil & Gas 
Senior Secured First Lien Term Loans(7) LIBOR + 4.250%, 1.000% Floor
 3/31/2022 2,992,405
 2,956,197
 3,009,851
 53,654
Victory Capital Operating, LLC Banking, Finance, Insurance & Real Estate 
Senior Secured First Lien Term Loans(7) LIBOR + 7.500%, 1.000% Floor
 10/29/2021 1,625,357
 1,600,977
 1,641,611
 40,634
Vistra Operations Company LLC Energy:  Electricity 
Senior Secured First Lien Term Loans(7) LIBOR + 4.000%, 1.000% Floor
 8/4/2023 3,257,143
 3,224,571
 3,294,307
 69,736
Vistra Operations Company LLC Energy:  Electricity 
Senior Secured First Lien Term Loans(7) LIBOR + 4.000%, 1.000% Floor
 8/4/2023 742,857
 735,429
 751,334
 15,905
Vistra Operations Company LLC Energy:  Electricity 
Senior Secured First Lien Term Loans(3)(5) LIBOR + 3.250%, 0.750% Floor
 12/14/2023 1,500,000
 1,496,250
 1,518,750
 22,500
Western Digital Corporation High Tech Industries 
Senior Secured First Lien Term Loans(5) LIBOR + 3.750%, 0.750% Floor
 4/29/2023 3,192,000
 3,148,110
 3,223,920
 75,810
YRC Worldwide Inc. Transportation:  Cargo 
Senior Secured First Lien Term loans(4)(7) LIBOR + 7.000%, 1.000% Floor
 2/13/2019 9,737,187
 9,725,122
 9,627,643
 (97,479)
Total   $230,377,606
 $227,513,681
 $213,493,418
 $(14,020,263)
Total accrued interest income, net of expenses         372,933
Total unrealized depreciation on total return swap         $(13,647,330)
 _____________________________
(1)All investments are domiciled in the United States except for Livingston International, Inc., which is domiciled in Canada. All foreign investments are denominated in US Dollars.
(2)Represents the initial amount of par of an investment in which the TRS is referenced.
(3)The referenced asset or portion thereof is unsettled as of December 31, 2016.
(4)The investment is not a qualifying asset under the 1940 Act.
(5)The interest rate on these loans is subject to a base rate plus 1 Month (“1M”) LIBOR, which at December 31, 2016 was 0.77%. As the interest rate is subject to a minimum LIBOR floor, which was greater than the 1M LIBOR rate at December 31, 2016, the prevailing rate in effect at December 31, 2016 was the base rate plus the LIBOR floor.
(6)The interest rate on these loans is subject to a base rate plus 2 Month (“2M”) LIBOR, which at December 31, 2016 was 0.82%. As the interest rate is subject to a minimum LIBOR floor, which was greater than the 2M LIBOR rate at December 31, 2016, the prevailing rate in effect at December 31, 2016 was the base rate plus the LIBOR floor.
(7)The interest rate on these loans is subject to a base rate plus 3 Month (“3M”) LIBOR, which at December 31, 2016 was 1.00%. As the interest rate is subject to a minimum LIBOR floor, which was greater than the 3M LIBOR rate at December 31, 2016, the prevailing rate in effect at December 31, 2016 was the base rate plus the LIBOR floor.


Note 6. Borrowings

The following table shows the Company's outstanding debt as of SeptemberJune 30, 20172021 and December 31, 2016:2020:

  

June 30, 2021

  

December 31, 2020

 
  

Total

  

Balance

  

Unused

  

Total

  

Balance

  

Unused

 
  

Commitment

  

Outstanding

  

Commitment

  

Commitment

  

Outstanding

  

Commitment

 

Alpine Credit Facility

  124,200,000   124,200,000      180,000,000   145,000,000   35,000,000 

Total before deferred financing costs

  124,200,000   124,200,000      180,000,000   145,000,000   35,000,000 

Unamortized deferred financing costs

              (659,266)   

Total borrowings outstanding, net of deferred financing costs

 $124,200,000  $124,200,000  $  $180,000,000  $144,340,734  $35,000,000 
 September 30, 2017 December 31, 2016
 
Total
Commitment
 
Balance
Outstanding 
 
Unused
Commitment 
 
Total
Commitment
 
Balance
Outstanding
 
Unused
Commitment
ING Credit Facility$220,000,000
 $180,000,000
 $40,000,000
 $175,000,000
 $150,000,000
 $25,000,000
Alpine Credit Facility300,000,000
 240,000,000
 60,000,000
 300,000,000
 240,000,000
 60,000,000
Total before deferred financing costs520,000,000
 420,000,000
 100,000,000
 475,000,000
 390,000,000
 85,000,000
Unamortized deferred financing costs
 (5,747,434) 
 
 (4,340,533) 
Total borrowings outstanding, net$520,000,000
 $414,252,566
 $100,000,000
 $475,000,000
 $385,659,467
 $85,000,000

As a BDC, the Company is onlygenerally allowed to employ leverage to the extent that its asset coverage, as defined in the 1940 Act, equals at least 200% (or 150% if certain requirements under the 1940 Act are met) after giving effect to such leverage. The amount of leverage that the Company employs at any time depends on its assessment of the market and other factors at the time of any proposed borrowing.

The fair value of the Company’s debt obligation is determined in accordance with ASC 820, which defines fair value in terms of the price that would be paid to transfer a liability in an orderly transaction between market participants at the measurement date under current market conditions. The fair value of the Company’s margin borrowings are estimated based upon market interest rates for its own borrowings or entities with similar credit risk, adjusted for nonperformance risk, if any. The Company’s debt obligation is recorded at its carrying value, which approximates fair value.


ING Credit Facility

On August 12, 2016, the Company amended its existing senior secured syndicated revolving credit facility (the “ING Credit Facility”) as amended from time to time as described below) pursuant to a Senior Secured Revolving Credit Agreement (the “Revolving Credit Agreement”) as amended from time to time as described below) with certain lenders party thereto from time to time and ING Capital LLC, as administrative agent. The ING Credit Facility matures on August 12, 2020 and iswas secured by substantially all of the Company’s assets, subject to certain exclusions as further set forth in an Amended and Restated Guarantee, Pledge and Security Agreement (the “Security Agreement”) entered into in connection with the Revolving Credit Agreement, among the Company, the subsidiary guarantors party thereto, ING Capital LLC, as Administrative Agent, each Financial Agent and Designated Indebtedness Holder party thereto and ING Capital LLC, as Collateral Agent. The ING Credit Facility also includesincluded usual and customary representations, covenants and events of default for senior secured revolving credit facilities of this nature.

On February 13, 2015, commitmentsMay 15, 2020, the Company entered into Amendment No. 4 to the ING credit facility were expandedRevolving Credit Agreement to among other things, (i) shorten the maturity date from $150,000,000March 31, 2021 to $170,000.000. On August 12, 2016, commitments toSeptember 30, 2020, (ii) accelerate the ING credit facility were expanded from $170,000,000 to $175,000,000. On April 20, 2017, commitments toamortization of the INGRevolving Credit Facility were expanded from $175,000,000 to $220,000,000.

The ING Credit Facility allowsAgreement, and (iii) provide for the prepayment of the outstanding loans under the Revolving Credit Agreement in an aggregate principal amount of not less than $20 million. On July 22, 2020, the Company at its option, to borrow money at a rate of either (i) an alternate base rate plus 1.50% per annum or (ii) LIBOR plus 2.50% per annum. The interest rate margins are subject to certain step-downs upon the satisfaction of certain conditions described inpaid all remaining outstanding obligations under the Revolving Credit Agreement. The alternate base rate will beOn July 31, 2020 (the “Termination Date”), the greatest of (i)Company terminated the U.S. Prime Rate set forth incommitments on the Wall Street Journal, (ii) the federal funds effective rate plus 1/2 of 1%, and (iii) three month LIBOR plus 1.00%. As of September 30, 2017 and December 31, 2016, the commitment under the ING Credit Facility was $220,000,000 and $175,000,000, respectively, and the ING Credit Facility includes an accordion feature that allows for potential future expansion of the ING Credit Facility up to a total of $500,000,000. Availability of loans under the ING Credit Facility is linked to the valuation of the collateral pursuant to a borrowing base mechanism.
Agreement. 

The Company iswas also required to pay a commitment fee to the lenders based on the daily unused portion of the aggregate commitments under the ING Credit Facility. The commitment fee iswas (i) 1.50% if the used portion of the aggregate commitments is less than or equal to 40%, (ii) 0.75% if the used portion of the aggregate commitments is greater than 40% and less than or equal to 65% or (iii) 0.50% if the used portion of the aggregate commitments is greater than 65%. The ING Credit Facility providesprovided that the Company may use the proceeds of the facilityING Credit Facility for general corporate purposes, including making investments in accordance with the Company’s investment objective and strategy.

Borrowings under the Revolving Credit Agreement arewere subject to, among other things, a minimum borrowing base. Substantially all of the Company’s assets arewere pledged as collateral under the Revolving Credit Agreement. The ING Credit Facility requiresrequired the Company to, among other things (i) make representations and warranties regarding the collateral as well the Company’s business and operations, (ii) agree to certain indemnification obligations, and (iii) agree to comply with various affirmative and negative covenants. The documents for the Revolving Credit Agreement also includeincluded default provisions, such as the failure to make timely payments under the Revolving Credit Agreement, the occurrence of a change in control, and the failure by the Company to materially perform under the operative agreements governing the Revolving Credit Agreement, which, if not complied with, could acceleratehave accelerated repayment under the Revolving Credit Agreement, thereby materially and adversely affecting the Company’s liquidity, financial condition and results of operations.


In connection with the security interest established under the Security Agreement, the Company, ING Capital LLC, in its capacity as collateral agent, and State Street Bank and Trust Company, in its capacity as the Company’s custodian, entered into a control agreement dated as of December 4, 2013, in order to, among other things, perfect the security interest granted pursuant to the Security Agreement in, and provide for control over, the related collateral.

As of September 30, 2017 and December 31, 2016, the carrying amounta result of the Company’s borrowings under the ING Credit Facility approximated their fair value. The fair valuetermination of the Company’s debt obligation is determined in accordance with ASC 820, which defines fair value in termsRevolving Credit Agreement, the Security Agreement was terminated effective as of the price that would be paid to transfer a liability in an orderly transaction between market participants at the measurement date under current market conditions. The fair valueTermination Date.

F-41

The following table shows additional information about the interest and financing costs related to the ING Credit Facility for the three and ninesix months ended SeptemberJune 30, 20172021 and 2016:2020:

  

For the Three Months Ended

  

For the Six Months Ended

 
  

June 30, (unaudited)

  

June 30, (unaudited)

 
  

2021

  

2020

  

2021

  

2020

 

Interest expense related to the ING Credit Facility

 $  $532,770  $  $1,711,249 

Financing expenses related to the ING Credit Facility

     850,374      1,093,766 

Total interest and financing expenses related to the ING Credit Facility

 $  $1,383,144  $  $2,805,015 

Weighted average outstanding debt balance of the ING Credit Facility

 $  $57,883,812  $  $72,825,883 

Weighted average interest rate of the ING Credit Facility (annualized)

  N/A   3.7%  0.0%  4.6%
 For the Three Months Ended
September 30,
 For the Nine Months Ended
September 30,
 2017 2016 2017 2016
Interest expense related to the ING Credit Facility$1,621,142
 $1,061,353
 $4,086,172
 $3,111,502
Financing expenses related to the ING Credit Facility234,636
 190,439
 664,086
 526,813
Total Interest and financing expenses related to the ING Credit Facility$1,855,778
 $1,251,792
 $4,750,258
 $3,638,315
        
Weighted average outstanding debt balance of the ING Credit Facility$153,260,870
 $120,163,043
 $137,527,473
 $113,576,642
Weighted average interest rate of the ING Credit Facility4.1% 3.3% 3.9% 3.4%

Alpine Credit Facility

On September 29, 2017, the Company’s wholly-owned, special purpose financing subsidiary, Alpine, amended it'sits existing revolving credit facility (the “Alpine Credit Facility”) pursuant to an Amended and Restated Loan Agreement (the “Amendment”“Loan Agreement”) with JPMorgan Chase Bank, National Association (“JPMorgan”), as administrative agent and lender, the Financing Providers from time to time party thereto, SIC Advisors, as the portfolio manager, and the Collateral Administrator, Collateral Agent and Securities Intermediary party thereto (the “Loan Agreement”).thereto. The Loan Agreement was amended to, among other things, (i) extend the reinvestment period until December 29, 2020, (ii) extend the scheduled termination date until March 29, 2022, (iii) decrease the applicable margin for advances to 2.85% per annum and (iv) increase the compliance condition for net advances to 55% of net asset value. Alpine’s obligations to JPMorgan under the Alpine Credit Facility are secured by a first priority security interest in substantially alla significant portion of the assets of Alpine, including its portfolio of loans. The obligations of Alpine under the Alpine Credit Facility are non-recourse to the Company.

On November 18, 2020, Alpine entered into Amendment No.1 to the Loan Agreement to, among other things, (i) extend the reinvestment period from December 29, 2020 to May 18, 2021, (ii) increase the applicable margin for advances from 2.85% to 3.10% per annum, (iii) reduce the amount of maximum borrowings in an aggregate principal amount from $300,000,000 to $180,000,000 on a committed basis, (iv) require the Company to maintain a minimum a cash balance of $20,000,000 in Alpine, and (v) decrease the compliance condition for net advances from 55% to 52.5% of net asset value. The maturity date under the Loan Agreement did not change and therefore any amounts borrowed, as well as all accrued and unpaid interest thereunder, will be due and payable on March 29, 2022. In connection with the Amendment, the Company repaid $35,000,000 of the outstanding balance under the Loan Agreement on November 18, 2020, reducing the outstanding balance from $180,000,000 to $145,000,000. The Alpine Credit Facility providesended its reinvestment period on May 18, 2021 and has entered its amortization period. As of June 30, 2021 and December 31, 2020, Alpine’s borrowings under the Alpine Credit Facility totaled $124,200,000 and $145,000,000, respectively, and were recorded as part of revolving credit facilities payable on our Consolidated Statements of Assets and Liabilities.

The Alpine Credit Facility provided for borrowings in an aggregate principal amount up to $300,000,000$180,000,000 on a committed basis. Borrowings outstanding under the Alpine Credit Facility are subject to compliance with a NAV coverage ratio with respect to the current value of Alpine’s portfolio and various eligibilityportfolio criteria must be satisfied with respect to the initial acquisition of each loan in Alpine’s portfolio. Any amounts borrowed under the Alpine Credit Facility will mature, and all accrued and unpaid interest thereunder will be due and payable, on March 29, 2022.

satisfied.

Pricing under the Alpine Credit Facility for each one month calculation period is based on LIBOR for an interest period of one month, plus a spread of 2.85%3.10% per annum. If LIBOR is unavailable, pricing will be determined at the prime rate offered by JPMorgan or the federal funds effective rate, plus a spread of 2.85%3.10% per annum. Interest is payable monthly in arrears. Alpine is also required to pay a commitment fee of 1.00% on the average daily unused amount of the financing commitments to the extent that $300,000,000 has not been borrowed.

Borrowings of Alpine are considered borrowings of the Company for purposes of complying with the asset coverage requirements under the 1940 Act, applicable to BDCs.

Pursuant to a Sale and Contribution Agreement entered into between the Company and Alpine (the “Sale Agreement”) in connection with the Alpine Credit Facility, the Company may sell loans or contribute cash or loans to Alpine from time to time and will retain a residual interest in any assets contributed through its ownership of Alpine or will receive fair market value for any assets sold to Alpine. In certain circumstances the Company may be required to repurchase certain loans sold to Alpine. In addition to the acquisition of loans pursuant to the Sale Agreement, Alpine may purchase additional assets from various sources. Alpine has appointed


SIC Advisors to manage its portfolio of assets pursuant to the terms of a Portfolio Management Agreement between SIC Advisors and Alpine.

As of SeptemberJune 30, 20172021 and December 31, 2016,2020, the carrying amount of the Company’s borrowings under the Alpine Credit Facility approximated the fair value of the Company’s debt obligation. The fair value of the Company’s debt obligation is determined in accordance with ASC 820, which defines fair value in terms of the price that would be paid to transfer a liability in an orderly transaction between market participants at the measurement date under current market conditions. The fair value of the Company’s borrowings under the Alpine Credit Facility is estimated based upon market interest rates of the Company’s borrowings or entities with similar credit risk, adjusted for nonperformance risk, if any. As of SeptemberJune 30, 20172021 and December 31, 2016,2020, certain unobservable inputs used to value the Alpine Credit Facility would be deemed to be Level 3, as defined in Note 4.

As of September 30, 2017 and December 31, 2016, $3,256,004 and $1,593,767, respectively,2020, the financing costs of financing costs$659,266 related to the Alpine Credit Facility has beenwere capitalized and is being amortized over the respective terms.term. The following table shows additional information about the interest and financing costs related to the Alpine Credit Facility for the three and ninesix months ended SeptemberJune 30, 20172021 and 2016:2020:

  

For the Three Months Ended

  

For the Six Months Ended

 
  

June 30, (unaudited)

  

June 30, (unaudited)

 
  

2021

  

2020

  

2021

  

2020

 

Interest expense related to the Alpine Credit Facility

 $1,168,413  $1,827,672  $2,425,516  $4,451,565 

Financing expenses related to the Alpine Credit Facility

  229,310   244,124   659,266   486,023 

Total Interest and financing expenses related to the Alpine Credit Facility

 $1,397,723  $2,071,796  $3,084,782  $4,937,588 

Weighted average outstanding debt balance of the Alpine Credit Facility

 $138,600,000  $180,000,000  $141,782,320  $194,175,824 

Weighted average interest rate of the Alpine Credit Facility (annualized)

  3.3%  4.0%  3.4%  4.5%

 For the Three Months Ended
September 30,
 For the Nine Months Ended
September 30,
 2017 2016 2017 2016
Interest expense related to the Alpine Credit Facility$2,813,570
 $2,371,728
 $8,091,502
 $6,984,188
Financing expenses related to the Alpine Credit Facility148,933
 146,808
 437,763
 437,234
Total Interest and financing expenses related to the Alpine Credit Facility$2,962,503
 $2,518,536
 $8,529,265
 $7,421,422
        
Weighted average outstanding debt balance of the Alpine Credit Facility$240,000,000
 $240,000,000
 $243,406,593
 $240,000,000
Weighted average interest rate of the Alpine Credit Facility4.6% 3.8% 4.4% 3.8%

Note 7.6. Agreements

Investment Advisory Agreement

On April 5, 2012, the Company entered into an investment advisory agreement (the “Investment Advisory Agreement”) with SIC Advisors to manage the Company’s investment activities. The Investment Advisory Agreement became effective as of April 17, 2012, the date that the Company met its minimum offering requirement. Pursuant to the 1940 Act, the initial term of the Investment Advisory Agreement was for two years from its effective date, with one-year renewals subjectdate. Unless earlier terminated pursuant to approval byits terms, the Investment Advisory Agreement will remain in effect from year-to-year thereafter if approved annually at an in-person meeting of the Company’s board of directors by a majority of whom must be independent directors. On March 1, 2017,the directors who are not "interested persons" (as defined in Section 2(a)(19) of the 1940 Act) of the Company or the Adviser, and either the Company’s board of directors or the holders of a majority of the Company’s outstanding voting securities. Most recently, on April 15, 2021, the Company’s board of directors approved the renewal of the Investment Advisory Agreement for an additional one-year term, at an in-person meeting. which will expire on April 17, 2022. 

Pursuant to the Investment Advisory Agreement, SIC Advisors implements the Company’s business strategy on a day-to-day basis and performs certain services for the Company, subject to oversight by the Company’s board of directors. SIC Advisors is responsible for, among other duties, determining investment criteria, sourcing, analyzing and executing investment transactions, asset sales, financings and performing asset management duties. Under the Investment Advisory Agreement, the Company has agreed to pay SIC Advisors a management fee for investment advisory and management services consisting of a base management fee and an incentive fee.

The base management fee is calculated at an annual rate of 1.75% of the Company’s gross assets payable quarterly in arrears. For purposes of calculating the base management fee, the term “gross assets” includes any assets acquired with the proceeds of leverage. "Gross assets" also includes any cash collateral posted with respect toFor the TRS, adjusted for realized and unrealized appreciation. Thefirst quarter of the Company’s operations, the base management fee was calculated based on the initial value of the Company’s gross assets. Subsequently, the base management fee is calculated based on the gross assets at the end of each completed calendar quarter. Base management fees for any partial quarter are appropriately prorated.pro-rated. For the three and ninesix months ended SeptemberJune 30, 2017,2021, the Company recorded an expense for base management fees of $5,378,233$3,025,363 and $16,036,068,$6,091,760, respectively. For the three and ninesix months ended SeptemberJune 30, 2016,2020, the Company recorded an expense for base management fees of $5,040,490$2,944,745 and $14,790,696,$6,196,196, respectively. As of SeptemberJune 30, 20172021 and December 31, 2016,2020, the Company recorded a base management fee payable of $5,378,233$3,025,363 and $5,138,107,$2,967,857, respectively.

The incentive fee consists of the following two parts:

An incentive fee on net investment income (“Subordinated Incentive Fee on Income”) is calculated and payable quarterly in arrears and is based upon pre-incentive fee net investment income for the immediately preceding quarter. No Subordinated Incentive Fee on Income is payable in any calendar quarter in which pre-incentive fee net investment income does not exceed a quarterly return to stockholders of 1.75% per quarter on the Company’s net assets at the end of the immediately preceding fiscal quarter (the “Preferred Quarterly Return”). All pre-incentive fee net investment income, if any, that exceeds the Preferred Quarterly Return, but is less than or equal to 2.1875% of net assets at the end of the immediately preceding fiscal quarter in any quarter, will be payable to SIC Advisors. The Company refers to this portion of its Subordinated Incentive Fee on Income as the “Catch Up”. It is intended to provide an


incentive fee of 20% on pre-incentive fee net investment income when pre-incentive fee net investment income exceeds 2.1875% of net assets at the end of the immediately preceding quarter in any quarter. For any quarter in which the Company’s pre-incentive fee net investment income exceeds 2.1875% of net assets at the end of the immediately preceding quarter, the Subordinated Incentive Fee on Income shall equal 20% of the amount of pre-incentive fee net investment income, because the Preferred Quarterly Return and Catch Up will have been achieved. There is no incentive fee on net investment income earned on the TRS.

For the three and ninesix months ended SeptemberJune 30, 2017,2021 and 2020 the Company recorded a Subordinated Incentive Fee on Incomeno incentive fees. As of $1,323,999June 30, 2021 and $1,872,805, respectively. For the three and nine months ended September 30, 2016,December 31, 2020, the Company recorded a Subordinated Incentive Fee on Income of $2,372,355 and $7,876,060, respectively. As of September 30, 2017 and December 31, 2016, the Company recordedno incentive fees payable of $1,323,999 and $1,405,419, respectively.

payable.

A capital gains incentive fee will be earned on realized investments and shall be payable in arrears as of the end of each calendar year during which the Investment Advisory Agreement is in effect. If the Investment Advisory Agreement is terminated, the incentive fee will also become payable as of the effective date of such termination. The incentive fee equals 20% of the realized capital gains, less the aggregate amount of any previously paid capital gains incentive fees. The incentive fee on capital gains is equal to realized capital gains on a cumulative basis from inception, computed net of all realized capital losses and unrealized capital depreciation on a cumulative basis.

Under GAAP, the Company calculates capital gains incentive fees as if the Company had realized all assets at their fair values and liabilities at their settlement amounts as of the reporting date. GAAP requires that the capital gains incentive fee accrual assume the cumulative aggregate unrealized capital appreciation is realized, even though such unrealized capital appreciation is not payable under the Investment Advisory Agreement. Accordingly, the Company accrues a provisional capital gains incentive fee taking into account any unrealized gains or losses. There can be no assurance that such unrealized capital appreciation will be realized in the future and that the provisional capital gains incentive fee will become payable.

On April 23, 2021, the Company entered into the Incentive Fee Waiver Agreement with SIC Advisors, pursuant to which SIC Advisors agreed to waive (i) 50% of any incentive fee on income payable to SIC Advisors for any fiscal quarter during the period beginning with the fiscal quarter ending September 30, 2021 and the fiscal quarter ending June 30, 2022, and (ii) 50% of any incentive fee on capital gains payable to SIC Advisors for the fiscal year ending December 31, 2021. For the avoidance of doubt, the Incentive Fee Waiver Agreement does not amend the calculation of the incentive fees as set forth in the Investment Advisory Agreement. Other than the waiver contemplated by the Incentive Fee Waiver Agreement, the terms of the Investment Advisory Agreement will remain in full force and effect. Following (i) the fiscal quarter ending June 30, 2022 with respect to the waiver granted by SIC Advisors on any incentive fee payable on income, and (ii) the fiscal year ending December 31, 2021 with respect to the waiver granted by SIC Advisors on any incentive fee payable on capital gains, unless otherwise extended by the Company and SIC Advisors, the Incentive Fee Waiver Agreement will terminate and the original terms of the Investment Advisory Agreement will be in full force and effect.

For the three and ninesix months ended SeptemberJune 30, 20172021 and 2016,2020, the Company recorded no capital gains incentive fee.fees. As of SeptemberJune 30, 20172021 and December 31, 2016,2020, the Company recorded no capital gains incentive feefees payable.

In the event that other organizational and offering expenses exceed 5.25% of the gross proceeds from the sale of shares of the Company’s common stock pursuant to its public offering or one or more private offerings at the time of the completion of the offering or other organizational and offering expenses, together with selling commissions, dealer manager fees and any discounts paid to members of the Financial Industry Regulatory Authority, exceed 15% of the gross proceeds from the sale of shares of the Company’s common stock pursuant to its public offering or one or more private offerings at the time of the completion of the offering, then SIC Advisors shall be required to pay without reimbursement from the Company, or, if already paid by the Company, reimburse the Company, for amounts exceeding such 5.25% and 15% limit, as appropriate.

Administration Agreement

On April 5, 2012, the Company entered into an administration agreement (the “Administration Agreement”) with Medley Capital LLC, pursuant to which Medley Capital LLC furnishes the Company with administrative services necessary to conduct its day-to-day operations. On February 28, 2013, Medley Capital LLC entered into a Sub-Administration Agreement with State Street Bank Global Fund Accounting and Custody to perform certain financial, accounting, administrative and other services on behalf of the Company. On March 1, 2017, the Company’s board of directors approved the renewal of the Administration Agreement for an additional one-year term at an in-person meeting. Medley Capital LLC is reimbursed for administrative expenses it incurs on the Company’s behalf in performing its obligations. Such costs are reasonably allocated to the Company on the basis of assets, revenues, time records or other reasonable methods. The Company does not reimburse Medley Capital LLC for any services for which it receives a separate fee or for rent, depreciation, utilities, capital equipment or other administrative items allocated to a controlling person of Medley Capital LLC. Pursuant to the 1940 Act, the Administration Agreement remained in effect for an initial period of two years from its effective date. The Administration Agreement became effective on April 17, 2012, the date that we met our minimum offering requirement. Pursuant to its terms, and unless earlier terminated as described below, the Administration Agreement will remain in effect from year-to-year if approved annually by a majority of our directors who are not "interested persons" (as defined in Section 2(a)(19) of the 1940 Act) of the Company or Medley Capital LLC, and either the holders of a majority of our outstanding voting securities or our board of directors. Most recently, on April 15, 2021, the Company’s board of directors approved the renewal of the Administration Agreement for an additional one-year term, which will expire on April 17, 2022. 

On April 23, 2021, the Company entered into the Expense Limitation Agreement with Medley Capital LLC, the Company’s administrator, pursuant to which, Medley Capital LLC agreed that the amount of expenses payable and reimbursable by the Company under the Administration Agreement will be capped at $2.2 million for the fiscal year ending December 31, 2021. For the avoidance of doubt, other than the cap contemplated by the Expense Limitation Agreement, the Expense Limitation Agreement does not amend the allocation of costs and expenses that are payable or reimbursable by the Company under the Administration Agreement. Following the quarter ending December 31, 2021, unless otherwise extended by the Company and Medley Capital LLC, the Expense Limitation Agreement will terminate and the original terms of the Administration Agreement will be in full force and effect.

On February 28, 2013, Medley Capital LLC entered into a Sub-Administration Agreement with State Street Bank Global Fund Accounting and Custody to perform certain financial, accounting, administrative and other services on behalf of the Company. For the three and ninesix months ended SeptemberJune 30, 2017,2021, the Company recorded administrator expenses of $745,817$582,279 and $2,333,968,$1,225,899, respectively. For the three and ninesix months ended SeptemberJune 30, 2016,2020, the Company recorded administrator expenses of $780,166$669,025 and $1,997,067,$1,390,657, respectively. As of SeptemberJune 30, 20172021 and December 31, 2016,2020, the Company had $745,817 and $850,678, respectively, in administrator fees payable.payable of $549,544 and $401,260, respectively.


Expense Support and Reimbursement Agreement
From June 29, 2012 through December 31, 2016, the Company was party to

Note 7. Related Party Transactions

We have entered into an Expense Support and ReimbursementInvestment Advisory Agreement with SIC Advisors (the “Expense Support Agreement”). Duringin which our senior management holds an equity interest and are party to the term of the Expense SupportIncentive Fee Waiver Agreement with SIC Advisors reimbursed the Company for operating expenses in an amount equal to the difference between the Company’s distributions paid to its stockholders in each month, less the sum of the Company’s net investment income, net realized capital gains(as described and dividends paid to the Company from its portfolio companies, not included in net income and net realized capital gains, during such period (“Expense Support Reimbursement”). To the extent that no dividends or other distributions were paid to the Company’s stockholders in any given month, then the Expense Support Reimbursement for such month was equal to such amount necessary in order for available operating funds for the month to equal zero. From April 1, 2016 until the expirationperiods set forth in Note 6). Members of the Expense Support Agreement on December 31, 2016, SIC Advisors made expense support payments on a discretionary basis by making an election on the last dayour senior management also serve as principals of each month to fund an


expense support payment in an amount equal to the difference between the Company’s distributions paid to stockholders during such month less the sum of the Company’s netother investment income, net realized capital gains and dividends paid to the Company from its portfolio companies, not included in net income and net realized capital gains during such period.
The purpose of the Expense Support Agreement was to cover distributions to stockholders so as to ensure that the distributions did not constitute a return of capital for GAAP purposes and to reduce operating expenses until the Company had raised sufficient capital to be able to absorb such expenses. The Expense Support Agreement expired on December 31, 2016.
Pursuant to the Expense Support Agreement, the Company will reimburse SIC Advisors for expense support payments it previously made following any calendar quarter for which the Company received net investment income, net realized capital gains and dividends from its portfolio companies (not included in net income and net realized capital gains) in excess of the distributions paid to the Company’s stockholders during such calendar quarter (the “Excess Operating Funds”). Any such reimbursement will be made within three years of the date that the expense support payment obligation was incurred by SIC Advisors, subject to the conditions described below. The amount of the reimbursement during any calendar quarter will equal the lesser of (i) the Excess Operating Funds received during the quarter and (ii) the aggregate amount of all expense payments made bymanagers affiliated with SIC Advisors that do, and may in the future, manage investment funds, accounts or other investment vehicles with investment objectives similar to ours.

We have entered into an Administration Agreement with Medley Capital LLC, pursuant to which Medley Capital LLC furnishes us with administrative services necessary to conduct our day-to-day operations. Medley Capital LLC is reimbursed for administrative expenses it incurs on our behalf. We do not yet been reimbursed.reimburse Medley Capital LLC for any services for which it receives a separate fee or for rent, depreciation, utilities, capital equipment or other administrative items allocated to a controlling person of Medley Capital LLC. Medley Capital LLC is an affiliate of SIC Advisors. In addition, we entered in the Company will only make reimbursement payments to the extent its current annualized “operating expense ratio”Expense Limitation Agreement with Medley Capital LLC (as described in footnote 1 to the table below) is equal to or less than its operating expense ratioand for the quarter during which the corresponding expense obligation was incurred and to the extent the annualized rateperiod set forth in Note 6).

F-44

Quarter Ended Amount of Expense Payment Obligation Amount Repaid to SIC Advisors 
Operating Expense Ratio(1)
 
Annualized Distribution Rate(2)
 
Eligible to be 
Repaid Through
June 30, 2012 $454,874
 $454,874
 6.13% 8.00% June 30, 2015
September 30, 2012 437,303
 437,303
 4.05% 8.00% September 30, 2015
December 31, 2012 573,733
 573,733
 3.91% 8.00% December 31, 2015
March 31, 2013 685,404
 685,404
 1.71% 8.00% March 31, 2016
June 30, 2013 732,425
 732,425
 1.00% 7.84% June 30, 2016
September 30, 2013(3)
 1,262,848
 1,078,500
 0.83% 7.84% September 30, 2016
December 31, 2013(3)
 1,258,575
 
 0.45% 7.84% December 31, 2016
March 31, 2014(3)
 1,177,686
 135,784
 0.45% 7.80% March 31, 2017
June 30, 2014(3)
 2,143,066
 
 0.38% 7.80% June 30, 2017
September 30, 2014(3)
 1,717,593
 123,025
 0.38% 7.77% September 30, 2017
December 31, 2014 1,585,471
 
 0.47% 8.00% December 31, 2017
March 31, 2015 1,993,518
 
 0.43% 8.00% March 31, 2018
June 30, 2015 2,148,462
 
 0.31% 8.00% June 30, 2018
September 30, 2015 627,752
 
 0.32% 8.25% September 30, 2018
December 31, 2015 3,974,895
 
 0.40% 8.65% December 31, 2018
March 31, 2016 5,204,896
 
 0.37% 8.89% March 31, 2019
June 30, 2016 5,634,390
 
 0.29% 8.89% June 30, 2019
September 30, 2016 5,389,627
 
 0.45% 8.84% September 30, 2019
 _____________________________

(1)“Operating Expense Ratio” is as of the date the expense support payment obligation was incurred by the Company’s Advisor and includes all expenses borne by the Company, except for organizational and offering expenses, base management and incentive fees owed to SIC Advisors, and interest expense, as a percentage of net assets.
(2)“Annualized Distribution Rate” equals the annualized rate of distributions paid to stockholders based on the amount of the regular cash distribution paid immediately prior to the date the expense support payment obligation was incurred by SIC Advisors. “Annualized Distribution Rate” does not include special cash or stock distributions paid to stockholders.
(3)The unreimbursed part of the expense payment obligation has expired as of September 30, 2017.

Note 8. Related Party Transactions
On October 19, 2011, SIC Advisors

We have entered into a subscriptionlicense agreement to purchase 110.80 shares of common stock for cash consideration of $1,000. The consideration represents $9.025 per share.

On March 31, 2012,with SIC Advisors entered into a subscription agreement to purchase 1,108,033.24 shares of common stock for cash consideration of $10,000,000. The purchase was made on April 17, 2012. The consideration represents $9.025 per share.
Due from affiliate relates to amounts due fromunder which SIC Advisors pursuanthas agreed to grant us a non-exclusive, royalty-free license to use the name “Sierra” for specified purposes in our business. Under this license agreement, we will have a right to use the “Sierra” name, subject to certain conditions, for so long as SIC Advisors or one of its affiliates remains our investment adviser. Other than with respect to this limited license, we will have no legal right to the Expense Support Agreement as discussed in Note 7. Due to affiliate relates to reimbursements of expense support reimbursement pursuant to the Investment Advisory Agreement paid to/from SIC Advisors as discussed in Note 7.
An affiliate of the Company’s dealer manager has an ownership interest in SIC Advisors.
“Sierra” name.

Opportunities for co-investments may arise when SIC Advisors or an affiliated adviser becomes aware of investment opportunities that may be appropriate for the Company and other clients or affiliated funds. The Company obtained an exemptive order from the SEC on November 25, 2013 (the “Prior Exemptive Order”). On March 29, 2017, the Company, SIC Advisors and certain other affiliated funds and investment advisers received an exemptive order (the "Exemptive Order") that supersedes the Prior Exemptive Order and allows affiliated registered investment companies to participate in co-investment transactions with us that would otherwise have been prohibited under Section 17(d) and 57(a)(4) and Rule 17d-1. The terms of the Exemptive Order are otherwise substantially similar to the Prior Exemptive Order. Co-investment under the Exemptive Order is subject to certain conditions, including the condition that, in the case of each co-investment transaction, our board of directors determines that it would to be in our best interest to participate in the transaction. However, neither we nor the affiliated funds are obligated to invest or co-invest when investment opportunities are referred to us or them. On May 24,October 4, 2017, the Company, SIC Advisors and certain of our affiliates filedreceived an exemptive application for a co-investment order that would supersedesupersedes the Exemptive Order (the “New“Current Exemptive Order”) and would allow,allows, in addition to the entities already covered by the Exemptive Order, Medley LLC and its subsidiary, Medley Capital LLC, to the extent they hold financial assets in a principal capacity, and any direct or indirect, wholly- or majority-owned subsidiary of Medley LLC that is formed in the future, to participate in co-investment transactions with us that would otherwise be prohibited by either or both of Sections 17(d) and 57(a)(4) of the 1940 Act. There can be no assurance if and when we will receiveCo-investment under the Exemptive Order. The Exemptive Order will remain in effect unless and until the NewCurrent Exemptive Order is granted bysubject to certain conditions therein, including the SEC. The termscondition that, in the case of each co-investment transaction, the New Exemptive Order, if received,board of directors determines that it would be substantially similarin the Company’s best interest to participate in the Exemptive Order.

Please see footnote 4transaction. However, neither we nor the affiliated funds are obligated to invest or co-invest when investment opportunities are referred to us or them. See the footnotes to the consolidated schedule of investments as of  SeptemberJune 30, 20172021 and December 31, 20162020 for disclosures regarding securities also held by affiliated funds.


Note 9.8. Directors Fees

Effective January 1, 2017, each independent director will be compensated as follows: (i) an annual retainer of $85,000; (ii) a fee of $3,000 for each in-person board meeting in which they participate; (iii) a fee of $1,000 for each telephonic board meeting in which they participate; (iv) a fee of $2,500 for each in-person audit committee meeting in which they participate; (v) a fee $1,000 for each telephonic audit committee meeting in which they participate; (vi) a fee of $2,000 for each in-person nominating and corporate governance committee meeting in which they participate; and (vii) a fee of $1,000 for each telephonic nominating and corporate governance committee meeting in which they participate. In addition, each independent director will be reimbursed for reasonable and documented out-of-pocket expenses incurred in connection with attending each board or committee meeting. In addition, the Chair of the audit committee receives an annual retainer of $15,000, while the Chair of any other committee receives an annual retainer of $5,000. The Lead Independent Director receives an annual retainer of $10,000.
Prior to January 1, 2017, each independent director received an annual retainer fee of $50,000, and further received a fee of $4,000 ($2,000 for telephonic attendance) for each regularly scheduled board meeting attended, a fee of $2,000 for each special board meeting and all committee meetings attended, as well as reimbursement of reasonable and documented out-of-pocket expenses incurred in connection with attending each board or committee meeting.

For the three and ninesix months ended SeptemberJune 30, 2017,2021, the Company recorded directors' fees expenses in General and Administrative expenses on the consolidated statementConsolidated Statement of operationsOperations of $89,750$343,326 and $299,750,686,826, respectively. For the three and ninesix months ended SeptemberJune 30, 2016,2020, the Company recorded directors' fees expenses in General and Administrative expenses on the consolidated statementsConsolidated Statement of operationsOperations of $66,500$271,250 and $218,472,539,375, respectively.


Note 10.9. Earnings Per Share

In accordance with the provisions of ASC Topic 260 - Earnings per Share, basic earnings per share is computed by dividing earnings available to common stockholders by the weighted average number of shares outstanding during the period. Other potentially dilutive common shares, and the related impact to earnings, are considered when calculating earnings per share on a diluted basis.

The following table sets forth the computation of the weighted average basic and diluted net increase in net assets per share from operations for the three and ninesix months ended SeptemberJune 30, 20172021 and 2016:2020:

  

For the Three Months Ended

  

For the Six Months Ended

 
  

June 30,

  

June 30,

 
  

2021

  

2020

  

2021

  

2020

 

Net increase/(decrease) in net assets from operations

 $18,412,851  $8,676,902  $37,251,098  $110,564,104 

Weighted average common shares outstanding

  102,380,357   102,856,314   102,575,026   102,785,734 

Weighted average basic and diluted earnings/(loss) per common share

 $0.18  $0.08  $0.36  $(1.08)

 For the Three Months Ended September 30, For the Nine Months Ended September 30,
 2017 2016 2017 2016
Net increase in net assets from operations$3,388,374
 $20,834,572
 $19,984,135
 $51,830,080
Weighted average common shares outstanding96,474,233
 92,516,572
 96,078,793
 89,015,100
Weighted average basic and diluted earnings per common share$0.04
 $0.23
 $0.21
 $0.58

Note 11.10. Commitments

As of SeptemberJune 30, 20172021 and December 31, 2016,2020, the Company had $50,564,113$22,785,759 and $26,944,304,$17,393,369, respectively, of unfunded commitments under loan and financing agreements. These amounts are primarily composed of commitments for senior secured term loans, revolvers, and additional capital contributions for the Sierra JV. The unrealized gain or loss associated with unfunded commitments is recorded in the financial statements and reflected as an adjustment to the valuation of the related security in the Consolidated Schedule of Investments. The par amount of the unfunded commitments are not recognized by the Company until the commitment is funded.

  

As of

 
  

June 30, 2021

  

December 31, 2020

 

1888 Industrial Services, LLC

 $376,856  $376,856 

Alpine SG, LLC

  1,000,000    

Black Angus Steakhouses, LLC

  416,667   1,111,111 

DataOnline Corp.

  321,429   321,429 

Isola USA Corp.

  1,138,277   1,138,277 

Kemmerer Operations LLC

  908,475   908,475 

Lifestyle Intermediate II, LLC

  1,833,333    

RA Outdoors, LLC

  1,234,568    

Redwood Services Group, LLC

     2,587,500 

RTIC Subsidiary Holdings, LLC

  3,174,603   3,174,603 

SFP Holdings, Inc.

  3,000,000   3,081,900 

Simplified Logistics, LLC

  3,533,333    

Thermacell Repellents, Inc.

  1,155,000    

West Dermatology, LLC

  4,693,218   4,693,218 

Total Commitments

 $22,785,759  $17,393,369 

 As of
 September 30, 2017 December 31, 2016
AAAHI Acquisition Corporation$1,917,757
 $2,219,626
AAR Intermediate Holdings, LLC628,896
 477,961
Barrys Bootcamp Holdings, LLC7,028,571
 
Black Angus Steakhouses LLC3,523,387
 3,794,643
Central States Dermatology Services, LLC583,514
 
CP Opco, LLC348,265
 9,291
Elite Comfort Solutions LLC3,238,955
 4,438,616
Engineered Machinery Holdings, Inc.210,638
 
First Boston Construction Holdings, LLC
 600,000
Impact Sales, LLC1,347,656
 1,562,500
IOP Monroe Acquisition, Inc.2,500,000
 
Nuspire, LLC2,500,000
 2,500,000
PT Network, LLC3,182,083
 4,166,667
SavATree, LLC361,111
 
SFP Holdings, Inc.3,722,222
 
Sierra Senior Loan Strategy JV I LLC7,700,000
 875,000
SMART Financial Operations, LLC6,300,000
 6,300,000
SRS Software, LLC5,000,000
 
TwentyEighty, Inc.471,058
 
Total Commitments$50,564,113
 $26,944,304

Note 12.11. Fee Income

Fee income consists of origination fees, amendment fees, prepayment fees, administrative agent fees, transaction break-up fees and other miscellaneous fees. Origination fees, prepayment fees, amendment fees, and other similar fees are non-recurring fee sources. Such fees are received on a transaction by transaction basis and do not constitute a regular stream of income. The following table shows the Company’s fee income for the three and ninesix months ended SeptemberJune 30, 20172021 and 2016:2020:

  

For the Three Months Ended

  

For the Six Months Ended

 
  

June 30,

  

June 30,

 
  

2021

  

2020

  

2021

  

2020

 

Origination fees

 $229,613  $79,957  $425,549  $162,336 

Amendment fees

  175,264   218,588   309,034   235,431 

Administrative agent fees

  4,847   7,213   17,819   22,513 

Other fees

     7,177   14,080   14,353 

Fee income

 $409,724  $312,935  $766,482  $434,633 


 For the Three Months Ended September 30, For the Nine Months Ended September 30,
 2017 2016 2017 2016
Origination fee$754,118
 $787,985
 $2,611,500
 $1,693,342
Prepayment fee50,000
 1,290,750
 489,434
 2,548,396
Amendment fee395,593
 273,566
 849,730
 774,628
Administrative agent fee28,420
 47,721
 100,539
 47,721
Other fees
 64,012
 17,092
 93,700
Fee income$1,228,131
 $2,464,034
 $4,068,295
 $5,157,787

Note 13.12. Distributions and Share Repurchase Program Distributions

Distributions to common stockholders are recorded on the ex-dividend date. The amount to be paid out as a distribution is determined by the Company’s board of directors.

The Company has adopted an “opt in” distribution reinvestment plan (“DRIP”) pursuant to which the Company’s common stockholders may elect to have the full amount of any cash distributions reinvested in additional shares of the Company’s common stock. On June 30, 2017, the Board approved an amendment to the DRIP, pursuant to which the number of newly-issued shares of the Company’s common stock to be issued to a participating stockholder shall be determined by dividing the total dollar amount of the distribution payable to such stockholder by a price equal to 94.5%, rather than 90%, of the Company’s then current offering price. The Company amended the DRIP as a result of the Company’s recently revised fee structure relating to the Company's offering of shares of common stock, which went into effect on June 16, 2017. Under the Company’s newrevised fee structure the upfront selling commission was reduced from 7.00% of gross proceeds to up to 3.00% of gross proceeds and the dealer manager fee was reduced from 2.75% of gross proceeds to up to 2.50% of gross proceeds. As a result, ifIf the Company declares a cash dividend or other distribution, each stockholder that has “opted in” to the Company’s reinvestment planDRIP will have their distributions automatically reinvested in additional shares of the Company’s common stock rather than receiving cash distributions. Stockholders who receive distributions in the form of shares of common stock will be subject to the same federal, state and local tax consequences as if they received cash distributions.

For the ninesix months ended SeptemberJune 30, 2017,2021, the Company distributed a total of $46,082,836,$6,155,065, of which $25,118,175$4,112,488 was in cash and $20,964,661$2,042,577 was in the form of common stock associated with the DRIP. For the ninesix months ended SeptemberJune 30, 2016,2020, the Company distributed a total of $53,464,883,$10,707,406, of which $28,108,664,$6,864,275, was in cash and $25,356,219$3,843,131 was in the form of common stock associated withissued under the DRIP.

The following table reflects the cash distributions per share that the Company has declared or paid to its stockholders for the currentduring 2021 and prior fiscal years.2020. Stockholders of record as of each respective record date were entitled to receive the distribution.

Record Date

 

Payment Date

 

Amount per share

 

January 30, 2020

 

January 31, 2020

 $0.03500 

February 27, 2020

 

February 28, 2020

  0.03500 

March 30, 2020

 

March 31, 2020

  0.03500 

October 29, 2020

 

October 30, 2020

  0.01000 

November 27, 2020

 

November 30, 2020

  0.01000 

December 30, 2020

 

December 31, 2020

  0.01000 

January 28, 2021

 

January 29, 2021

  0.01000 

February 25, 2021

 

February 26, 2021

  0.01000 

March 30, 2021

 

March 31, 2021

  0.01000 

April 29, 2021

 

April 30, 2021

  0.01000 

May 28, 2021

 

May 31, 2021

  0.01000 

June 29, 2021

 

June 30, 2021

  0.01000 
Record Date Payment Date Amount per share
January 15 and 29, 2016 January 29, 2016 $0.03333
February 12 and 29, 2016 February 29, 2016 0.03333
March 15 and 31, 2016 March 31, 2016 0.03333
April 15 and 29, 2016 April 29, 2016 0.03333
May 13 and 31, 2016 May 31, 2016 0.03333
June 15 and 30, 2016 June 30, 2016 0.03333
July 15 and 29, 2016 July 29, 2016 0.03333
August 15 and 31, 2016 August 31, 2016 0.03333
September 15 and 30, 2016 September 30, 2016 0.03333
October 14 and 31, 2016 October 31, 2016 0.02667
November 15 and 30, 2016 November 30, 2016 0.02667
December 15 and 30, 2016 December 31, 2016 0.02667
January 13 and 31, 2017 January 31, 2017 0.02667
February 15 and 28, 2017 February 28, 2017 0.02667
March 15 and 31, 2017 March 31, 2017 0.02667
April 14 and 28, 2017 April 28, 2017 0.02667
May 15 and 31, 2017 May 31, 2017 0.02667
June 15 and 30, 2017 June 30, 2017 0.02667
July 14 and 31, 2017 July 31, 2017 0.02667
August 15 and 31, 2017 August 31, 2017 0.02667
September 15 and 29, 2017 September 29, 2017 0.02667

The Company’s distributions may be funded from offering proceeds or borrowings, which may constitute a return of capital and reduce the amount of capital available to the Company for investment.investment, and historically may have been funded from offering proceeds or borrowings. Any capital returned to stockholders through distributions will be distributed after payment of fees and expenses.

On July 31, 2020, our board of directors temporarily suspended the monthly distributions on the shares of the Company’s common stock. On October 22, 2020, our board of directors determined to reinstate the monthly distributions on the shares of the Company’s common stock. 

During the term of the Expense Support and Reimbursement Agreement with SIC Advisors (which expired on December 31, 2016), SIC Advisors reimbursed the Company for operating expenses in an amount equal to the difference between the Company’s distributions paid to its stockholders in each month, less the sum of the Company’s net investment income, net realized capital gains and dividends paid to the Company from its portfolio companies, not included in net income and net realized capital gains, during such period (“Expense Support Reimbursement”). The Company’s previous distributions to stockholders may have been funded from temporary Expense Support Reimbursements that may behave been subject to repayment to SIC Advisors. The portion of these distributions derived from temporary Expense Support Reimbursements were not based on the Company's investment performance and may not continue in the future. If SIC Advisors had not agreed to make Expense Support Reimbursements, these distributions would have come from paid-in-capital. The repayments of eligible reimbursements owed to SIC Advisors will reduce the future distributions to which stockholders would otherwise be entitled. The Expense Support Agreement expired on December 31, 2016. The Company's contingent obligation to repay eligible reimbursements to SIC Advisors will expireexpired on September 30, 2019. See Note 7 for more information.

The determination of the tax attributes (i.e., paid from ordinary income, paid from net capital gains on the sale of securities, and/or a return of paid-in-capital surplus which is a nontaxable distribution) of distributions is made annually as of the end of the Company’s fiscal year based upon its taxable income earned and distributions paid during the fiscal year.

F-46

Share Repurchase Program

In June 2013, the Company commenced a share repurchase program pursuant to which it intends to conductconducted quarterly share repurchases of up to 2.5% of the weighted average number of outstanding shares of its common stock in the prior four calendar quarters or 10% of the weighted average number of outstanding shares in the prior 12-month period. In connection with the previously proposed mergers of the Company, MDLY, and Medley Capital Corporation, the Company suspended the Share Repurchase Program. The purpose of the share repurchase program iswas to allow stockholders to sell their shares back to the Company at a price equal to the most recently disclosed NAV per share of the Company's common stock immediately prior to the date of repurchase. Shares will bewere purchased from stockholders participating in the program on a pro ratapro-rata basis. Unless the Company's board of directors determinesdetermined otherwise, the number of shares to be repurchased during any calendar year will bewere limited to the proceeds received in association with the sale of shares of common stock under the distribution reinvestment plan.

The following table reflects activity underDRIP.

Notwithstanding the Company’s Share Repurchase Program:

Offer Date Quantity Offered Price per Share Repurchase Date Repurchase Quantity
6/4/2013 16,652
 $9.18
 
 
8/8/2013 32,627
 9.13
 9/27/2013
 3,642
11/7/2013 60,966
 9.14
 12/19/2013
 5,826
3/12/2014 120,816
 9.18
 4/25/2014
 9,835
5/6/2014 199,476
 9.20
 6/13/2014
 17,777
8/5/2014 294,068
 9.25
 9/12/2014
 35,887
11/5/2014 411,894
 9.22
 12/24/2014
 411,894
3/4/2015 535,571
 8.97
 4/24/2015
 68,472
5/6/2015 620,420
 8.98
 6/24/2015
 90,916
8/5/2015 727,654
 8.96
 9/29/2015
 328,353
11/3/2015 853,688
 8.56
 12/23/2015
 285,559
3/2/2016 959,436
 8.16
 4/29/2016
 959,436
5/5/2016 1,005,447
 8.04
 6/30/2016
 855,215
8/4/2016 1,048,412
 8.11
 9/28/2016
 1,048,407
11/25/2016 1,077,370
 8.14
 12/27/2016
 1,077,352
4/4/2017 871,815
 8.17
 5/4/2017
 871,806
5/23/2017 876,277
 8.10
 6/23/2017
 876,254
8/24/2017 870,360
 8.02
 9/25/2017
 870,337
suspension of the share repurchase program our board of directors approved the repurchase of shares of our common stock from our stockholders who have requested repurchases in connection with such stockholder’s death or disability. In the event of the death or disability of a stockholder, the Company will repurchase the shares held by such stockholder at a price equal to the NAV per share of our shares as disclosed in the periodic report the Company files with the SEC immediately following the date of the death or disability of such stockholder. The Company's board of directors has the right to suspend or terminate repurchases due to death or disability to the extent that it determines that it is in the Company's best interest to do so.

In addition, on April 28, 2021, our board of directors authorized a share repurchase program, pursuant to which the Company intends to conduct quarterly share repurchases, beginning in the second quarter of 2021, of the lesser of: (i) the number of shares of common stock, par value $0.0001 per share, that the Company can purchase with the proceeds received under the DRIP from the prior quarter; or (ii) 2.5% of the weighted average number of shares outstanding in the prior four calendar quarters (the “Share Repurchase Program”). Notwithstanding the foregoing, in connection with the first share repurchase offer for the quarter ending June 30, 2021, the Company intends to repurchase the number of shares that the Company can purchase with the proceeds received under the DRIP from the prior two quarters. The purpose of the Share Repurchase Program is to allow stockholders to sell their shares back to the Company at a price equal to the most recently disclosed net asset value per share of the Company’s common stock immediately prior to the date of such share repurchase. Shares will be purchased from stockholders participating in the Share Repurchase Program on a pro rata basis. The Share Repurchase Program may be suspended, extended, modified or discontinued by our board of directors at any time.

During the three and ninesix months ended SeptemberJune 30, 2017,2021, the Company repurchased 64,880962,031 and 100,213964,482 shares respectively,of certain shareholders pursuant to the Share Repurchase Program and due to death or disability, respectively. During the three and six months ended June 30, 2020, the Company repurchased 34,086 and 158,947 shares of certain shareholders due to death. During the three and nine months ended September 30, 2016, the Company repurchased 1,373 and 2,362 shares, respectively, of certain shareholders due to death.death or disability, respectively.


Note 14.13. Financial Highlights

The following is a schedule of financial highlights of the Company for the ninesix months ended SeptemberJune 30, 20172021 and 2016:2020:

  

2021

  

2020

 

Per Share Data:(1)

        

Net asset value at beginning of period

 $5.12  $5.78 

Net investment income/(loss)

  0.08   (0.14)

Net realized gains/(losses) on investments

  (0.04)  (0.08)

Net unrealized appreciation/(depreciation) on investments

  0.32   (0.86)

Net increase/(decrease) in net assets

 $0.36  $(1.08)

Distributions declared from net investment income(2)

  (0.06)  (0.11)

Total distributions to shareholders

 $(0.06) $(0.11)

Net asset value at end of period

 $5.43  $4.60 

Total return based on net asset value(4)(5)

  7.26%  (18.91)%

Portfolio turnover rate(5)

  12.90%  10.61%

Shares outstanding at end of period

  102,080,498   102,833,465 

Net assets at end of period

 $553,830,487  $472,758,920 

Ratio/Supplemental Data (annualized):

        

Ratio of net investment income/(loss) to average net assets

  3.00%  (5.63)%

Ratio of net expenses (including incentive fees) to average net assets

  7.02%  14.86%

Ratio of incentive fees to average net assets (5)

  %  %

Supplemental Data (annualized):

        

Asset coverage ratio per unit(6)

 $5,459  $3,440 

Percentage of non-recurring fee income

  5.61%  3.62%

Ratio of net expenses (excluding incentive fees) to average net assets

  7.02%  14.86%

Ratio of interest and financing related expenses to average net assets (7)

  1.15%  3.13%

Total Debt Outstanding:(8)(9)

        

Revolving Credit Facility

 $124,200,000  $193,813,072 
 2017 2016
Per Share Data:(1)
Net asset value at beginning of period$8.17
 $8.16
Net investment income0.40
 0.52
Net realized gains/(losses) on investments and total return swap(0.24) (0.07)
Net unrealized appreciation/(depreciation) on investments and total return swap0.04
 0.13
Net increase in net assets$0.20
 $0.58
Distributions from return of capital
 
Distributions declared from net investment income(2)
(0.48) (0.60)
Distributions from net realized capital gains
 
Total distributions to shareholders$(0.48) $(0.60)
Issuance of common shares above net asset value(3)

 
Net asset value at end of period$7.89
 $8.14
Total return based on net asset value(4)(5)(6)
2.56% 7.42%
Portfolio turnover rate(6)
24.47% 19.82%
Shares outstanding at end of period96,300,123
 93,716,607
Net assets at end of period$763,961,571
 $763,129,940
Ratio/Supplemental Data (annualized):   
Ratio of net investment income to average net assets(5)
6.90% 9.07%
Ratio of net expenses (including incentive fees) to average net assets(5)
6.71% 4.53%
Ratio of incentive fees to average net assets (6)
0.24% 1.10%
Supplemental Data (annualized):   
Asset coverage ratio per unit(7)
$2,345
 $2,585
Percentage of non-recurring fee income(8)
6.75% 6.98%
Ratio of net expenses (excluding incentive fees) to average net assets6.47% 3.43%
Ratio of interest related expenses to average net assets2.11% 1.88%
 ________________________________

(1)

(1)

The per share data was derived by using the weighted average shares outstanding during the ninesix months ended SeptemberJune 30, 20172021 and 2016,2020, which were 96,078,793102,575,026 and 89,015,100102,785,734 respectively. Table may not foot due to rounding.

(2)

(2)

The per share data for distributions is the actual amount of paid distributions per share during the period.

(3)

(3)

Shares issued under the DRIP (see Note 13) as well as the continuous issuance of common shares12) may cause onan incremental increase/decrease in NAV per share due to the effect of issuing shares at amounts that differ from the prevailing NAV at each issuance.

(4)

(4)

Total annual returns are historical and assume reinvestments of all dividends and distributions at prices obtained under the Company’s DRIP, and no sales charge.

(5)

(5)Total returns, ratios of net investment income and ratios of gross expenses to average net assets for the nine months ended September 30, 2016, prior to the effect of the Expense Support Agreement were as follows: total return 5.14% and ratio of net investment income: 6.15% and ratio of net expenses to average net assets: 7.62%, respectively.

Not annualized.

(6)

(6)Not annualized.
(7)

Asset coverage per unit is the ratio of the carrying value of the Company's total consolidated assets for regulatory purposes, which includes the underlying fair value of net TRS, less all liabilities and indebtedness not represented by senior securities to the aggregate amount of Senior Securities representing indebtedness and the implied leverage on the TRS.indebtedness. Asset coverage per unit is expressed in terms of dollars per $1,000 of indebtedness. As of SeptemberJune 30, 20172021 and 2016,2020, the Company's Asset Coverage Per Unit including unfunded commitments was $2,153$4,613 and $2,528,$3,123, respectively.

(7)

(8)

Represents the impact of non-recurring fees over total investment income.

(8)

Total amount of each class of senior securities outstanding at the end of the period excluding debt issuance costs.

(9)

Average market value per unit is not applicable as these classes of securities are not registered for public trading.

Note 15.14. Subsequent Events

Management has evaluated subsequent events through the date of issuance of the consolidated financial statements included herein. There have been no subsequent events that occurred during such period that would require disclosure in this Form 10-Q or would be required to be recognized in the consolidated financial statements as of and for the ninesix months ended SeptemberJune 30, 2017,2021, except as disclosed below.

On October 4, 2017, the Company, SIC Advisors and certain of our affiliates received an exemptive order that supersedes the Exemptive Order (the “New Exemptive Order”) and allows, in addition to the entities already covered by the Exemptive Order, Medley LLC and its subsidiary, Medley Capital LLC, to the extent they hold financial assets in a principal capacity, and any direct or indirect, wholly- or majority-owned subsidiary of Medley LLC that is formed in the future, to participate in co-investment


transactions with us that would otherwise be prohibited by either or both of Sections 17(d) and 57(a)(4) of the 1940 Act. The terms of the New Exemptive Order are substantially similar to the Exemptive Order.
On October 10, 2017,July 27, 2021, our board of directors declared a series of semi-monthlymonthly distributions for October, NovemberJuly, August and December 2017September 2021 in the amount of $0.02667 per share. These distributions represent an annualized yield of 7.49% based on our then-current offering price of $8.55$0.01 per share. Stockholders of record as of each respective monthly record date will be entitled to receive the distribution. Below are the details for each respective distribution:

Record Date

Payment Date

 

Amount per share

 

July 29, 2021

July 30, 2021

 $0.01 

August 30, 2021

August 31, 2021

  0.01 

September 29, 2021

September 30, 2021

  0.01 
Record Date Payment Date Amount per share
October 13 and 31, 2017 October 31, 2017 $0.02667
November 15 and 30, 2017 November 30, 2017 0.02667
December 15 and 29, 2017 December 29, 2017 0.02667

As previously reported, on March 7, 2021, Medley LLC, the parent of the Company’s investment adviser and administrator, commenced a voluntary case (the “Chapter 11 Case”) under chapter 11 of title 11 of the United States Code in the United States Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”). The Chapter 11 Case is captioned In re Medley LLC, No, 21-10526 (KBO) (Bankr. D. Del. Mar. 7, 2021).

In connection with the Chapter 11 Case, on August 11, 2021 the Company entered into a commitment letter (the “Commitment Letter”) among the Company, Medley LLC, Medley Capital LLC, and SIC Advisors, pursuant to which the Company has agreed to contribute $2.1 million, subject to certain conditions, to an employee compensation and retention plan (the “Compensation Plan”) to be established by Medley Capital LLC.  The Compensation Plan is an element of a Term Sheet dated July 21, 2021 (the “Term Sheet”) filed by Medley LLC with the Bankruptcy Court as Docket No. 276 in the Chapter 11 Case.

Pursuant to the Commitment Letter, the Company’s contribution is to be made in three equal installments of $700,000 in September 2021, December 2021, and January 2022, and the contributions are to be used solely to fund payments to employees of Medley Capital LLC under the Compensation Plan. To the extent any such employee forfeits a compensation payment to which he or she would otherwise be entitled or is obligated to return a payment received, the Company is entitled to recoup the amount in its sole discretion.

The Company’s obligations under the Commitment Letter are subject to review and approval of definitive documents relating to the Compensation Plan, conditionally approved by the Bankruptcy Court for purposes of solicitation of votes, in form and substance consistent with the Compensation Plan included as an exhibit to the Term Sheet. 

The Company issued common sharesmay terminate the Commitment Letter by written notice to Medley LLC, Medley Capital LLC, and received gross proceedsSIC Advisors upon the occurrence of $2.0 million subsequentcertain events, including, but not limited to, Septemberthe entry by the Bankruptcy Court of an order materially inconsistent with the Term Sheet; the failure by the Bankruptcy Court to have entered an appropriate order by November 30, 2017 through November 6, 2017.2021; or the failure by SIC Advisors to comply with any covenant or agreement in the Investment Advisory Agreement dated April 5, 2012 between SIC Advisors and the Company.


Item2.    Management’sManagements Discussion and Analysis of Financial Condition and Results of Operations.

The following discussion and analysis should be read in conjunction with our financial statements and related notes and other financial information appearing elsewhere in this quarterlyannual report on Form 10-Q.

10-K.

Except as otherwise specified, references to “we,” “us,” “our,” or the “Company,” refers to Sierra Income Corporation. “SIC Advisors” or “Adviser” refers to SIC Advisors LLC, our investment adviser. SIC Advisors is a majoritywholly owned subsidiary of Medley LLC, which is controlled by Medley Management Inc., a publicly tradedan asset management firm ("MDLY"), which in turn is controlled by Medley Group LLC, an entity wholly-owned by the senior professionals of Medley LLC. “Medley” refers, collectively, to the activities and operations of Medley Capital LLC, Medley LLC, Medley Management Inc., Medley Group LLC, SIC Advisors, associated investment funds and their respective affiliates.


Some of the statements in this quarterly report on Form 10-Q constitute forward-looking statements, which relate to future events or our performance or financial condition. The forward-looking statements contained in this quarterly report on Form 10-Q involve risks and uncertainties, including, but not limited to, statements as to:


our future operating results;
our business prospects and the prospects of our portfolio companies;
changes in the economy;
risks associated with possible disruptions in our operations or the economy generally;
the effect of investments that we expect to make;
our contractual arrangements and relationships with third parties;
actual and potential conflicts of interest with SIC Advisors and its affiliates;
the dependence of our future success on the general economy and its effect on the industries in which we invest;
the ability of our portfolio companies to achieve their objectives;
the use of borrowed money to finance a portion of our investments;
the adequacy of our financing sources and working capital;
the timing of cash flows, if any, from the operations of our portfolio companies;
the ability of SIC Advisors to locate suitable investments for us and to monitor and administer our investments;
the ability of SIC Advisors and its affiliates to attract and retain highly talented professionals;
our ability to maintain our qualification as a RIC and as a BDC; and
the effect of changes in laws or regulations affecting our operations.

our future operating results;
our business prospects and the prospects of our portfolio companies;
changes in laws and regulations, changes in political, economic or industry conditions, and changes in the interest rate environment or other conditions affecting the financial and capital markets, including with respect to changes resulting from or in response to, or potentially even the absence of changes as a result of, the impact of the COVID-19 pandemic;
risks associated with possible disruptions in our operations or the economy generally including the current economic downturn as a result of the impact of the COVID-19 pandemic;
the risk that, if the current period of capital markets disruption and instability continues for an extended period of time, that our stockholders may not receive distributions, if any, or at historical levels and that a portion of our distribution in the future may be a return of capital;
the effect of investments that we expect to make;
our contractual arrangements and relationships with third parties;
actual and potential conflicts of interest with SIC Advisors and its affiliates;
the dependence of our future success on the general economy and its effect on the industries in which we invest;
the ability of our portfolio companies to achieve their objectives;
the use of borrowed money to finance a portion of our investments;
the adequacy of our financing sources and working capital;
the timing of cash flows, if any, from the operations of our portfolio companies;
the ability of SIC Advisors to locate suitable investments for us and to monitor and administer our investments;
the ability of SIC Advisors and its affiliates to attract and retain highly talented professionals;
our ability to maintain our qualification as a RIC and as a BDC;
the effect of changes in laws or regulations affecting our operations; and
uncertainties associated with the impact from the COVID-19 pandemic, including: its impact on the global and U.S. capital markets, and the global and U.S. economy; the length and full duration of the COVID-19 outbreak in the United States as well as worldwide and the magnitude of the economic impact of that outbreak; the effect of the COVID-19 pandemic on our business prospects and the operational and financial performance of our portfolio companies, including our and their ability to achieve their respective objectives; the effect of the disruptions caused by the COVID-19 pandemic on our ability to continue to effectively manage our business and our use of borrowed money to finance a portion of our investments 

Such forward-looking statements may include statements preceded by, followed by or that otherwise include the words “trend,” “opportunity,” “pipeline,” “believe,” “comfortable,” “expect,” “anticipate,” “current,” “intention,” “estimate,” “position,” “assume,” “potential,” “outlook,” “continue,” “remain,” “maintain,” “sustain,” “seek,” “achieve,” and similar expressions, or future or conditional verbs such as “will,” “would,” “should,” “could,” “may,” or similar expressions. The forward-looking statements contained in this quarterly report involve risks and uncertainties. Our actual results could differ materially from those implied or expressed in the forward-looking statements for any reason, including due to the factors set forth asin “Risk Factors” in this quarterly report on Form 10-Q and in Item 1A “Risk Factors” in Part 1 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2016.

2020.

We have based the forward-looking statements included in this report on information available to us on the date of this report, and we assume no obligation to update any such forward-looking statements. Actual results could differ materially from those anticipated in our forward-looking statements, and future results could differ materially from historical performance. Although we undertake no obligation to revise or update any forward-looking statements, whether as a result of new information, future events or otherwise, you are advised to consult any additional disclosures that we may make directly to you or through reports that we have filed or in the future may file with the SEC, including quarterly reports on Form 10-Q, annual reports on Form 10-K, and current reports on Form 8-K.

Recent COVID-19 Developments

On March 11, 2020, the World Health Organization declared the novel coronavirus (“COVID-19”) as a pandemic, and, on March 13, 2020, the United States declared a national emergency with respect to COVID-19. The outbreak of COVID-19 has severely impacted global economic activity and caused significant volatility and negative pressure in financial markets. The global impact of the COVID-19 outbreak has been rapidly evolving and has led to, and for an unknown period of time will continue to lead to, disruptions in local, regional, national and global markets and economies affected thereby, including the United States. Even after the COVID-19 pandemic subsides, the U.S. economy and most other major global economies may continue to experience a recession, and we anticipate our business and operations could be materially adversely affected by a prolonged recession in the United States and other major markets.

We have been closely monitoring, and will continue to monitor, the COVID-19 pandemic and its impact on all aspects of our business, including how it will impact our portfolio companies, employees, due diligence and underwriting processes, and financial markets. In addition, as a result of the adverse effects of the COVID-19 pandemic and the related disruption and financial distress, certain portfolio companies may seek to modify their loans from us, which could reduce the amount or extend the time for payment of principal, reduce the rate or extend the time of payment of interest, and/or increase the amount of PIK interest we receive with respect to such investment, among other things. The effects of the COVID-19 pandemic have also impeded, and may continue to impede, the ability of certain of our portfolio companies to raise additional capital and/or pursue asset sales or otherwise execute strategic transactions, which could have a material adverse effect on the valuation of our investments in such companies. Portfolio companies operating in certain industries may be more susceptible to these risks than other portfolio companies in other industries in light of the effects of the COVID-19 pandemic. Given the rapid development and fluidity of this situation, we cannot estimate the long-term impact of COVID-19 on our business, future results of operations, financial position or cash flows at this time. Further, the operational and financial performance of the portfolio companies in which we make investments may be significantly impacted by COVID-19, which may in turn impact the valuation of our investments. We believe our portfolio companies have taken, and continue to take, immediate actions to effectively and efficiently respond to the challenges posed by COVID-19 and related orders imposed by state and local governments, including developing liquidity plans supported by internal cash reserves, and shareholder support. The extent to which our operations may be impacted by the COVID-19 pandemic will depend largely on future developments, which are highly uncertain and cannot be accurately predicted, including guidance from U.S. and international authorities, including federal, state and local public health authorities. Furthermore, the impacts of a potential worsening of global economic conditions and the continued disruptions to and volatility in the financial markets remain unknown. COVID-19 presents material uncertainty and risks with respect to the underlying value of the Company’s portfolio companies, the Company’s business, financial condition, results of operations and cash flows, such as the potential negative impact to financing arrangements, increased costs of operations, changes in law and/or regulation, and uncertainty regarding government and regulatory policy.

We have evaluated subsequent events from June 30, 2021 through the filing date of this quarterly report on Form 10-Q. However, as the discussion in this Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations relates to the Company’s financial statements for the quarterly period ended June 30, 2021, the analysis contained herein may not fully account for impacts relating to the COVID-19 pandemic. In that regard, for example, as of June 30, 2021, the Company valued its portfolio investments in conformity with U.S. GAAP based on the facts and circumstances known by the Company at that time, or reasonably expected to be known at that time. Due to the overall volatility that the COVID-19 pandemic has caused during the time that followed our June 30, 2021 valuation, any valuations conducted now or in the future in conformity with U.S. GAAP could result in a lower fair value of our portfolio. The impact to our results going forward will depend to a large extent on future developments and new information that may emerge regarding the duration of COVID-19 and the actions taken by authorities and other entities to contain the coronavirus or treat its impact, all of which are beyond our control. Accordingly, the Company cannot predict the extent to which its financial condition and results of operations will be affected at this time.

Overview

We are an externally managed non-diversified closed-end management investment company that has elected to be treated as a BDC under the 1940 Act. We are externally managed by SIC Advisors, which is aan investment adviser registered investment adviserwith the SEC under the Advisers Act. SIC Advisors is responsible for sourcing potential investments, conducting due diligence on prospective investments, analyzing investment opportunities, structuring investments and monitoring our portfolio on an ongoing basis. In addition, we have qualifiedelected, and intend to continue to qualify annually to be treated, for U.S. federal income tax purposes, as a RIC under Subchapter M of the Code.



Under our Investment Advisory Agreement, we pay SIC Advisors a base management fee as well as an incentive fee based on our investment performance. Also, under the Administration Agreement, we reimburse Medley for the allocable portion of overhead and other expenses incurred by Medley Capital LLC in performing its obligations under the Administration Agreement, including our allocable portion of the costs of compensation and related expenses of our Chief Compliance Officer, Chief Financial Officer and their respective staffs.

We intend to meet our investment objective by primarily lending to, and investing in, the debt of privately owned U.S. middle market companies, which we define as companies with annual revenue between $50 million and $1 billion. We intend to focus primarily on making investments in first lien senior secured debt, second lien secured debt, and to a lesser extent, subordinated debt, of middle market companies in a broad range of industries. We expect that the majority of our debt investments will bear interest at floating interest rates, but our portfolio may also include fixed-rate investments. We will originate transactions sourced through SIC Advisors’ existing network, and, to a lesser extent, expect to acquire debt securities through the secondary market. We may make equity investments in companies that we believe will generate appropriate risk adjusted returns, although we do not expect such investments to be a substantial portion of our portfolio.

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 portfolio companies, the availability of credit to finance transactions, the general economic environment and the competitive environment for the types of investments we make. Based on prevailing market conditions, we anticipate that we will invest the proceeds from each subscription closing generally within 30-90 days. The precise timing of our investment activity will depend on the availability of investment opportunities that are consistent with our investment objectives and strategies.


As a BDC, we are required to comply with certain regulatory requirements. For instance, we generally have to invest at least 70% of our total assets in “qualifying assets,” including securities of private or thinly traded public U.S. companies, cash, cash equivalents, U.S. government securities and high-quality debt investments that mature in one year or less. In addition, we are only allowed to borrow money such that our asset coverage, as defined in the 1940 Act, equals at least 200% (or 150% if certain requirements under the 1940 Act are met) after such borrowing, with certain limited exceptions. To obtain and maintain our RIC status,tax treatment, we must meet specified source-of-income and asset diversification requirements. To be eligible for RIC tax treatment under Subchapter M for U.S. federal income tax purposes, we must distribute at least 90% of our net ordinary income and realized net short-term capital gains in excess of realized net long-term capital losses, if any, for the taxable year.

Revenues

We generate revenue in the form of interest on the debt securities that we hold and distributions and capital gains on other interests that we acquire in our portfolio companies. We expect that the senior debt we invest in will generally have stated terms of three to ten years and that the subordinated debt we invest in will generally have stated terms of five to ten years. Our senior and subordinated debt investments bear interest at a fixed or floating rate. Interest on debt securities is generally payable monthly, quarterly or semiannually. In addition, some of our investments provide for deferred interest payments or PIK interest. The principal amount of the debt securities and any accrued but unpaid interest generally will become due at the maturity date. In addition, we may generate revenue in the form of commitment and other fees in connection with transactions. Original issue discountsOIDs and market discounts or premiums will be capitalized, and we will accrete or amortize such amounts as interest income. We will record prepayment premiums on loans and debt securities as fee income. Dividend income, if any, will be recognized on an accrual basis to the extent that we expect to collect such amounts.

Expenses

Our primary annual operating expenses consist of the payment of advisory fees and the reimbursement of expenses under our Investment Advisory Agreement with SIC Advisors and our Administration Agreement with Medley Capital LLC. We bear other expenses, which include, among other things:


corporate, organizational and offering expenses relating to offerings of our common stock, subject to limitations included in our Investment Advisory Agreement;
the cost of calculating our NAV, including the related fees and cost of any third-party valuation services;
the cost of effecting sales and repurchases of shares of our common stock and other securities;
fees payable to third parties relating to, or associated with, monitoring our financial and legal affairs, making investments, and valuing investments, including fees and expenses associated with performing due diligence reviews of prospective investments;
interest payable on debt, if any, incurred to finance our investments;
transfer agent and custodial fees;

fees and expenses associated with marketing efforts subject to limitations included in the Investment Advisory Agreement;
federal and state registration fees and any stock exchange listing fees;
federal, state and local taxes;
independent directors’ fees and expenses, including travel expenses;
costs of director and stockholder meetings, proxy statements, stockholders’ reports and notices;
costs of fidelity bonds, directors and officers/errors and omissions liability insurance and other types of insurance;
direct costs, including those relating to printing of stockholder reports and advertising or sales materials, mailing, long distance telephone and staff subject to limitations included in the Investment Advisory Agreement;
fees and expenses associated with independent audits and outside legal costs, including compliance with the Sarbanes-Oxley Act of 2002, the 1940 Act and applicable federal and state securities laws;
brokerage commissions for our investments;
all other expenses incurred by us or SIC Advisors in connection with administering our investment portfolio, including expenses incurred by SIC Advisors in performing certain of its obligations under the Investment Advisory Agreement; and
the reimbursement of the compensation of our Chief Financial Officer and Chief Compliance Officer, whose compensation is paid by Medley Capital LLC, to the extent that each such reimbursement amount is annually approved by our independent director committee and subject to the limitations included in our Administration Agreement.

corporate, organizational and offering expenses relating to offerings of our common stock, subject to limitations included in our Investment Advisory Agreement;
the cost of calculating our NAV, including the related fees and cost of any third-party valuation services;
the cost of effecting sales and repurchases of shares of our common stock and other securities;
fees payable to third parties relating to, or associated with, monitoring our financial and legal affairs, making investments, and valuing investments, including fees and expenses associated with performing due diligence reviews of prospective investments;
interest payable on debt, if any, incurred to finance our investments;
transfer agent and custodial fees;
fees and expenses associated with marketing efforts subject to limitations included in the Investment Advisory Agreement;
federal and state registration fees and any stock exchange listing fees;
federal, state and local taxes;
independent directors’ fees and expenses, including travel expenses;
costs of director and stockholder meetings, proxy statements, stockholders’ reports and notices;
costs of fidelity bonds, directors and officers/errors and omissions liability insurance and other types of insurance;
direct costs, including those relating to printing of stockholder reports and advertising or sales materials, mailing, long distance telephone and staff subject to limitations included in the Investment Advisory Agreement;
fees and expenses associated with independent audits and outside legal costs, including compliance with the Sarbanes-Oxley Act of 2002, the 1940 Act and applicable federal and state securities laws;
brokerage commissions for our investments;
all other expenses incurred by us or SIC Advisors in connection with administering our investment portfolio, including expenses incurred by SIC Advisors in performing certain of its obligations under the Investment Advisory Agreement; and
the reimbursement of the compensation of our Chief Financial Officer and Chief Compliance Officer and their respective staffs, whose compensation is paid by Medley Capital LLC, to the extent that each such reimbursement amount is annually approved by our independent director committee and subject to the limitations included in our Administration Agreement.

Administrative Services

We reimburse Medley Capital LLC for the administrative expenses necessary for its performance of services to us. However, such reimbursement is made at an amount equal to the lower of Medley Capital LLC’s actual costs or the amount that we would be required to pay for comparable administrative services in the same geographic location. Also, such costs will be reasonably allocated to us on the basis of assets, revenues, time records or other reasonable methods. We will not reimburse Medley Capital LLC for any services for which it receives a separate fee or for rent, depreciation, utilities, capital equipment or other administrative items allocated to a controlling person of Medley Capital LLC.

On April 23, 2021, the Company entered into the Expense Limitation Agreement with Medley Capital LLC, the Company’s administrator, pursuant to which, Medley Capital LLC agreed that the amount of expenses payable and reimbursable by the Company under the Administration Agreement will be capped at $2.2 million for the fiscal year ending December 31, 2021. For the avoidance of doubt, other than the cap contemplated by the Expense Limitation Agreement, the Expense Limitation Agreement does not amend the allocation of costs and expenses that are payable or reimbursable by the Company under the Administration Agreement. Following the quarter ending December 31, 2021, unless otherwise extended by the Company and Medley Capital LLC, the Expense Limitation Agreement will terminate and the original terms of the Administration Agreement will be in full force and effect.

3

Portfolio and Investment Activity

The following table shows the amortized cost and the fair value of our investment portfolio as of SeptemberJune 30, 2017:

2021:

  

Amortized Cost

  

Percentage

  

Fair Value

  

Percentage

 

Senior secured first lien term loans

 $391,803,346   56.5% $340,020,040   53.9%

Senior secured second lien term loans

  89,818,435   13.0   88,498,230   14.0 

Subordinated notes

  60,457,435   8.7   54,568,511   8.6 

Sierra Senior Loan Strategy JV I LLC

  110,050,000   15.9   85,775,721   13.6 

Equity/warrants

  41,107,263   5.9   62,484,225   9.9 

Total

 $693,236,479   100.0% $631,346,727   100.0%

As of SeptemberJune 30, 2017,2021, our income-bearing investment portfolio, which represented 94.6%86.7% of our total portfolio, had a weighted average yield based upon the cost of our investment portfolio of 9.2%7.8%, and 9.7%2.3% of our income-bearing portfolio bore interest based on fixed rates, while 90.3%97.7% of our income-bearing portfolio bore interest at floating rates, such as LIBOR.

For

As of June 30, 2021, the Company held loans it has made directly to 68 investee companies with aggregate principal amounts of $575.7 million. As of December 31, 2020, the Company held loans it has made directly to 67 investee companies with aggregate principal amounts of $541.1 million. During the three and six months ended SeptemberJune 30, 2017, we invested $48.12021, the Company made 10 and 36 loans to investee companies, respectively, with aggregate principal amounts of $43.3 million and $81.8 million, respectively. During the three and six months ended June 30, 2020, the Company made 19 and 31 loans to investee companies, respectively, with aggregate principal amounts of principal in directly originated transactions across 10 portfolio companies$33.2 million and $68.2$68.3 million, of principal in syndicated transactions across 14 portfolio companies. As of September 30, 2017, the investment portfolio was comprised of $906.3 million of principal in directly originated transactions across 75 portfolio companies and $219.9 million of principal in syndicated transactions across 41 portfolio companies.


respectively.

The following table shows the amortized cost and the fair value of our investment portfolio as of December 31, 2016:

2020:

  

Amortized Cost

  

Percentage

  

Fair Value

  

Percentage

 

Senior secured first lien term loans

 $369,385,810   52.7% $315,490,601   52.3%

Senior secured first lien notes

  8,473,750   1.2   8,548,755   1.4 

Senior secured second lien term loans

  103,081,287   14.7   93,794,917   15.5 

Subordinated notes

  65,561,840   9.4   50,039,500   8.3 

Sierra Senior Loan Strategy JV I LLC

  110,050,000   15.7   81,788,964   13.5 

Equity/warrants

  44,451,252   6.3   54,323,743   9.0 

Total

 $701,003,939   100.0% $603,986,480   100.0%

As of December 31, 2016,2020, our income-bearing investment portfolio, which represented 97.8%87.2% of our total portfolio, had a weighted average yield based upon the cost of our investment portfolio of approximately 9.3%8.0%, and 11.0%3.5% of our income-bearing portfolio bore interest based on fixed rates, while 89.0%96.5% of our income-bearing portfolio bore interest at floating rates, such as LIBOR.

The following table shows weighted average current yield to maturity including the yield of cash collateral on the TRS, based on fair value as of SeptemberJune 30, 20172021 and December 31, 2016:

2020:

  

June 30, 2021

  

December 31, 2020

 
      

Weighted

      

Weighted

 
      

Average

      

Average

 
  

Percentage

  

Current

  

Percentage

  

Current

 
  

of Total

  

Yield for Total

  

of Total

  

Yield for Total

 
  

Investments

  

Investments(1)

  

Investments

  

Investments(1)

 

Senior secured first lien term loans

  53.9%  8.5%  52.7%  9.3%

Senior secured first lien notes

        1.2   11.0%

Senior secured second lien term loans

  14.0   11.1%  14.7   10.9%

Subordinated notes

  8.6   10.2%  9.4   8.8%

Sierra Senior Loan Strategy JV I LLC

  13.6   8.4%  15.7   9.0%

Equity/warrants

  9.9   12.5%  6.3   6.0%

Total

  100.0%  9.1%  100.0%  9.5%

(1)

The weighted average current yield for total investments does not represent the total return to our stockholders.

4

 September 30, 2017 December 31, 2016
 
Percentage
of Total
Investments
 
Weighted
Average
Current
Yield for
Total
Investments
 
Percentage
of Total
Investments
 
Weighted
Average
Current
Yield for
Total
Investments
Senior secured first lien term loans50.0% 9.1% 48.1% 9.5%
Senior secured first lien notes4.8
 10.3
 7.0
 8.8
Senior secured second lien term loans25.7
 10.0
 25.3
 10.7
Subordinated notes6.4
 13.8
 5.4
 17.0
Sierra Senior Loan Strategy JV I LLC6.5
 10.5
 5.9
 10.3
Warrants/Equity6.6
 13.5
 8.3
 12.5
Total100.0% 10.1% 100.0% 10.4%


The following table shows the portfolio composition by industry grouping, including the TRS underlying loans,classification based on fair value as of SeptemberJune 30, 2017:

Industry Classification 
Investments
at Fair
Value(1)
 
Percentage
of Total
Portfolio
(1)
 
Value of
TRS
Underlying
Loans
 Percentage
of TRS
Underlying
Loans
 
Total
Investments
at Fair Value
including the
value of TRS
Underlying
Loans
 Percentage
of Total
Portfolio
Including
the value
of TRS
Underlying
Loans
Services:  Business $159,677,377
 15.0% $16,975,860
 8.0% $176,653,237
 13.8%
Multi-Sector Holdings 143,398,402
 13.4
 
 
 143,398,402
 11.2
Healthcare & Pharmaceuticals 85,276,518
 8.0
 24,771,298
 11.6
 110,047,816
 8.6
Banking, Finance, Insurance & Real Estate 74,791,174
 7.0
 17,363,454
 8.2
 92,154,628
 7.2
Aerospace & Defense 82,024,806
 7.7
 4,666,436
 2.2
 86,691,242
 6.8
Hotel, Gaming & Leisure 63,094,334
 5.9
 13,749,427
 6.5
 76,843,761
 6.0
High Tech Industries 53,978,631
 5.1
 20,172,985
 9.5
 74,151,616
 5.8
Construction & Building 68,939,049
 6.5
 
 
 68,939,049
 5.4
Energy:  Oil & Gas 35,461,384
 3.3
 8,184,031
 3.8
 43,645,415
 3.4
Transportation:  Cargo 38,717,742
 3.6
 3,342,554
 1.6
 42,060,296
 3.3
Media: Advertising, Printing & Publishing 25,682,164
 2.4
 13,622,981
 6.4
 39,305,145
 3.1
Retail 29,526,830
 2.8
 7,305,477
 3.4
 36,832,307
 2.9
Capital Equipment 14,660,612
 1.4
 20,288,939
 9.5
 34,949,551
 2.7
Chemicals, Plastics & Rubber 28,718,889
 2.7
 4,974,684
 2.3
 33,693,573
 2.6
Services:  Consumer 8,631,157
 0.8
 18,313,597
 8.6
 26,944,754
 2.1
Telecommunications 21,722,937
 2.0
 4,142,447
 1.9
 25,865,384
 2.0
Automotive 18,884,012
 1.8
 2,920,500
 1.4
 21,804,512
 1.7
Metals & Mining 21,127,331
 2.0
 
 
 21,127,331
 1.7
Media:  Broadcasting & Subscription 13,889,508
 1.3
 6,580,375
 3.1
 20,469,883
 1.6
Beverage & Food 19,006,462
 1.8
 1,339,640
 0.6
 20,346,102
 1.6
Containers, Packaging & Glass 19,277,831
 1.8
 
 
 19,277,831
 1.5
Media: Diversified & Production 15,910,550
 1.5
 953,552
 0.4
 16,864,102
 1.3
Wholesale 12,422,565
 1.2
 3,423,247
 1.6
 15,845,812
 1.2
Consumer Goods:  Durable 
 
 11,990,159
 5.6
 11,990,159
 0.9
Transportation:  Consumer 7,443,960
 0.7
 
 
 7,443,960
 0.6
Consumer Goods:  Non-durable 1,916,200
 0.2
 4,843,080
 2.3
 6,759,280
 0.5
Utilities:  Electric 
 
 2,950,175
 1.4
 2,950,175
 0.2
Environmental Industries 2,881,667
 0.3
 
 
 2,881,667
 0.2
Total $1,067,062,092
 100.0% $212,874,898
 100.0% $1,279,936,990
 100.0%
(1)Does not include TRS underlying loans

2021:

Industry Classification

 

Amortized Cost

  

Percentage

  

Fair Value

  

Percentage

 

Multi-Sector Holdings

 $169,631,708   24.5% $140,344,232   22.2%

High Tech Industries

  88,071,141   12.7   88,996,742   14.1 

Services: Business

  67,002,170   9.7   66,688,199   10.6 

Healthcare & Pharmaceuticals

  59,028,667   8.5   48,320,180   7.6 

Construction & Building

  49,492,098   7.1   46,427,176   7.3 

Consumer Goods: Durable

  20,137,444   2.9   32,699,525   5.2 

Aerospace & Defense

  34,388,965   5.0   31,921,162   5.0 

Banking, Finance, Insurance & Real Estate

  18,509,706   2.7   27,403,505   4.3 

Automotive

  27,866,568   4.0   26,424,424   4.2 

Hotel, Gaming & Leisure

  36,945,037   5.3   24,765,792   3.9 

Environmental Industries

  12,031,568   1.7   21,568,052   3.4 

Containers, Packaging & Glass

  16,931,649   2.4   16,950,627   2.7 

Services: Consumer

  9,704,227   1.4   9,937,562   1.6 

Chemicals, Plastics & Rubber

  10,047,621   1.5   9,275,302   1.5 

Forest Products & Paper

  6,395,222   0.9   8,100,597   1.3 

Media: Diversified & Production

  15,412,995   2.2   7,531,034   1.2 

Transportation: Cargo

  6,448,180   0.9   6,451,966   1.0 

Transportation: Consumer

  6,853,763   1.0   5,425,489   0.9 

Metals & Mining

  3,545,379   0.5   3,545,421   0.6 

Retail

  9,793,881   1.4   2,976,677   0.5 

Capital Equipment

  2,459,249   0.4   2,454,024   0.4 

Energy: Oil & Gas

  20,813,748   3.0   1,707,715   0.3 

Wholesale

  1,682,536   0.3   1,389,202   0.2 

Beverage & Food

  42,957   0.0   42,122   0.0 

Total

 $693,236,479   100.0% $631,346,727   100.0%

The following table shows the portfolio composition by industry grouping, including the TRS underlying loans,classification based on fair value as of December 31, 2016:

2020:

Industry Classification

 

Amortized Cost

  

Percentage

  

Fair Value

  

Percentage

 

Multi-Sector Holdings

 $174,660,001   24.9% $131,792,864   21.8%

Services: Business

  79,260,551   11.3   73,716,395   12.2 

High Tech Industries

  75,519,344   10.8   71,792,022   11.9 

Healthcare & Pharmaceuticals

  68,599,968   9.8   58,275,198   9.6 

Consumer Goods: Durable

  32,045,028   4.6   41,016,292   6.8 

Construction & Building

  42,928,750   6.1   38,356,358   6.4 

Banking, Finance, Insurance & Real Estate

  27,848,664   4.0   37,620,161   6.2 

Aerospace & Defense

  33,558,896   4.8   29,723,725   4.9 

Hotel, Gaming & Leisure

  36,326,705   5.2   24,013,769   4.0 

Automotive

  18,886,756   2.7   17,404,476   2.9 

Containers, Packaging & Glass

  15,206,840   2.2   15,120,424   2.5 

Environmental Industries

  5,041,430   0.7   10,052,691   1.7 

Services: Consumer

  9,700,000   1.4   9,725,000   1.6 

Chemicals, Plastics & Rubber

  10,060,861   1.4   9,063,498   1.5 

Forest Products & Paper

  6,477,887   0.9   7,770,704   1.3 

Media: Diversified & Production

  15,474,145   2.2   6,780,000   1.1 

Transportation: Cargo

  6,877,294   1.0   6,770,781   1.1 

Transportation: Consumer

  7,975,416   1.1   6,068,082   1.0 

Metals & Mining

  3,492,436   0.5   3,492,479   0.6 

Energy: Oil & Gas

  20,868,832   3.0   2,625,018   0.4 

Wholesale

  2,212,919   0.3   1,746,044   0.3 

Retail

  7,934,347   1.1   1,012,358   0.2 

Beverage & Food

  46,869   0.0   48,141   0.0 

Total

 $701,003,939   100.0% $603,986,480   100.0%

5

Industry Classification 
Investments
at Fair
Value(1)
 
Percentage
of Total
Portfolio
(1)
 
Value of
TRS
Underlying
Loans
 Percentage
of TRS
Underlying
Loans
 
Total
Investments
at Fair Value
including the
value of TRS
Underlying
Loans
 Percentage
of Total
Portfolio
Including
the value
of TRS
Underlying
Loans
Services: Business $149,451,149
 15.2% $23,571,092
 11.0% $173,022,241
 14.5%
Multi-Sector Holdings 130,182,237
 13.3
 
 
 130,182,237
 10.9
Banking, Finance, Insurance & Real Estate 72,938,844
 7.4
 20,713,321.0
 9.7
 93,652,165
 7.8
Hotel, Gaming & Leisure 69,640,838
 7.1
 19,867,696
 9.3
 89,508,534
 7.5
Healthcare & Pharmaceuticals 69,382,894
 7.1
 13,393,023
 6.3
 82,775,917
 6.9
Aerospace & Defense 70,126,640
 7.1
 4,656,652
 2.2
 74,783,292
 6.2
Retail 61,292,231
 6.2
 11,005,219
 5.2
 72,297,450
 6.0
Construction & Building 58,267,425
 5.9
 2,999,433
 1.4
 61,266,858
 5.1
Transportation: Cargo 28,493,057
 2.9
 13,276,638.0
 6.2
 41,769,695
 3.5
High Tech Industries 25,888,925
 2.6
 15,474,967
 7.2
 41,363,892
 3.5
Energy: Oil & Gas 33,048,939
 3.4
 7,413,640
 3.5
 40,462,579
 3.4
Telecommunications 37,580,414
 3.8
 2,487,500.0
 1.2
 40,067,914
 3.3
Media: Advertising, Printing & Publishing 19,306,587
 2.0
 12,000,704.0
 5.6
 31,307,291
 2.6
Capital Equipment 12,088,629
 1.2
 16,029,467
 7.5
 28,118,096
 2.4
Wholesale 21,660,294
 2.2
 4,976,467
 2.3
 26,636,761
 2.2
Automotive 24,222,630
 2.5
 
 
 24,222,630
 2.0
Beverage & Food 19,282,080
 2.0
 2,912,490
 1.4
 22,194,570
 1.9
Media: Diversified & Production 15,733,786
 1.6
 4,925,156.0
 2.3
 20,658,942
 1.7
Metals & Mining 20,518,139
 2.1
 
 
 20,518,139
 1.7
Media: Broadcasting & Subscription 15,830,498
 1.6
 4,618,688
 2.2
 20,449,186
 1.7
Chemicals, Plastics & Rubber 15,726,190
 1.6
 
 
 15,726,190
 1.3
Services: Consumer 5,201,522
 0.5
 8,838,651.0
 4.1
 14,040,173
 1.2
Containers, Packaging & Glass 
 
 10,642,499.0
 5.0
 10,642,499
 0.9
Transportation: Consumer 7,280,374
 0.7
 
 
 7,280,374
 0.6
Energy: Electricity 
 
 5,564,390.0
 2.6
 5,564,390
 0.5
Consumer goods: Non-Durable 
 
 5,091,975.0
 2.4
 5,091,975
 0.4
Utilities: Electric 
 
 3,033,750.0
 1.4
 3,033,750
 0.3
Total $983,144,322
 100.0% $213,493,418
 100.0% $1,196,637,740
 100.0%
_______________________ 
(1)Does not include TRS underlying loans

SIC Advisors regularly assesses the risk profile of our portfolio investments and rates each of them based on the categories set forth below, which we refer to as SIC Advisors’ investment credit rating. Credit RatingsInvestment credit ratings are assigned to each of the investments in our portfolio that are directly held by the Company, but exclude any off-balance sheet interests of the Company, such as the loans underlying the TRS:

Company:

Investment

Credit Rating

Definition

1

Investment
Credit Rating
Definition
1

Investments that are performing above expectations.

  

2

Investments that are performing within expectations, with risks that are neutral or favorable compared to risks at the time of origination or purchase. All new loans are rated ‘2’.

  

3

Investments that are performing below expectations and that require closer monitoring, but where no loss of interest, dividend or principal is expected. Companies rated ‘3’ may be out of compliance with financial covenants, however, loan payments are generally not past due.

  

4

4

Investments that are performing below expectations and for which risk has increased materially since origination or purchase. Some loss of interest or dividend is expected, but no loss of principal. In addition to the borrower being generally out of compliance with debt covenants, loan payments may be past due (but generally not more than 180 days past due).

  

5

Investments that are performing substantially below expectations and whose risks have increased substantially since origination or purchase. Most or all of the debt covenants are out of compliance and payments are substantially delinquent. Some loss of principal is expected.

The following table shows the distribution of our investment portfolio, not including cash and cash equivalents, on the 1 to 5 investment credit rating scale at fair value as of SeptemberJune 30, 20172021 and December 31, 2016:

2020:

   

June 30, 2021

  

December 31, 2020

 

Investment

  

Investments at

      

Investments at

     

Credit Rating

  

Fair Value

  

Percentage

  

Fair Value

  

Percentage

 
1  $73,108,650   11.7% $51,481,987   8.5%
2   409,818,847   64.9   410,310,087   67.9 
3   116,910,784   18.5   110,668,216   18.3 
4   21,884,519   3.5   13,500,546   2.3 
5   9,623,927   1.5   18,025,644   3.0 

Total

  $631,346,727   100.0% $603,986,480   100.0%

The COVID-19 pandemic has impacted our investment ratings as of June 30, 2021, causing downgrades of certain portfolio companies. As the COVID-19 pandemic continues to evolve, we are continuing to maintain close communications with our portfolio companies to proactively assess and manage potential risks across our investment portfolio. We have also increased oversight and analysis of credits in vulnerable industries in an attempt to improve loan performance and reduce credit risk.


Results of Operations

The following table shows operating results for the three and ninesix months ended SeptemberJune 30, 20172021 and 2016:


2020:

  

For the Three Months Ended

  

For the Six Months Ended

 
  

June 30,

  

June 30,

 
  

2021

  

2020

  

2021

  

2020

 

Total investment income

 $14,981,562  $11,699,454  $26,906,217  $22,876,265 

Total expenses

  9,183,784   26,467,117   16,916,669   36,820,128 

Income Tax Expense

  685,309      1,938,320    

Net investment income/(loss)

  5,112,469   (14,767,663)  8,051,228   (13,943,863)

Net realized gain/(loss) from investments

  (4,173,319)  (8,265,767)  (4,102,524)  (8,048,288)

Net change in unrealized appreciation/(depreciation) on investments

  20,105,791   32,004,115   35,126,515   (88,519,105)

Change in provision for deferred taxes on unrealized gain on investments

  (2,632,090)  (293,783)  (1,824,121)  (52,848)

Net increase/(decrease) in net assets resulting from operations

 $18,412,851  $8,676,902  $37,251,098  $(110,564,104)

Investment Income

Total investment income increased $2,492,077,$3,282,108, or 9.9%28.1%, to $27,640,738$14,981,562 for the three months ended SeptemberJune 30, 2017,2021, compared to $25,148,661$11,699,454 for the three months ended SeptemberJune 30, 2016.2020. Total investment income consisted primarily of portfolio interest and dividends, which increased $3,517,090,$3,319,077, or 15.5%29.5%, to $26,362,875$14,561,572 for the three months ended SeptemberJune 30, 2017,2021, compared to $22,658,463$11,242,495 for the three months ended SeptemberJune 30, 2016.2020. This increase was primarily dueattributable to a $114 million, or 11.5%,an increase in our average investment portfolio. Feedividend income decreased $1,235,903, or 50.2%, to $1,228,131 for the three months ended September 30, 2017, compared to $2,464,034 for the three months ended September 30, 2016, primarily due to a decrease in fees associated with loan originations and loan prepayments.

from certain portfolio investments.

Total investment income increased $5,403,339,$4,029,952, or 7.4%17.6%, to $78,575,554$26,906,217 for the ninesix months ended SeptemberJune 30, 2017,2021, compared to $73,172,215$22,876,265 for the ninesix months ended SeptemberJune 30, 2016.2020. Total investment income consisted primarily of portfolio interest and dividends, which increased $6,455,402,$5,057,569, or 9.5%24.0%, to $74,421,996$26,123,802 for the ninesix months ended SeptemberJune 30, 2017,2021, compared to $67,966,594$21,066,233 for the ninesix months ended SeptemberJune 30, 2016.2020. This increase was primarily dueattributable to a $95.3 million, or 9.8%,an increase in our average investmentdividend income from certain portfolio investments.

As of June 30, 2021, certain investments in eleven portfolio companies were on non-accrual status with a combined cost of $81,560,703, or 11.8% of the cost of the Company's portfolio, and a combined fair value of $31,438,283 or 5.0% of the fair value of the Company's portfolio. As of June 30, 2020, certain investments in sixteen portfolio companies were on non-accrual status with a combined cost of $135,486,131, or 17.1% of the cost of the Company's portfolio, and a combined fair value of $32,257,556, or 5.5% of the fair value of the Company's portfolio. As of June 30, 2020, certain investments in one portfolio company were on partial non-accrual status with a cost of $793,067, or 0.1% of the cost of the Company's portfolio, and a fair value of $634,384, or 0.1% of the fair value of the Company's portfolio.

Fee income decreased $1,089,492,increased $96,789, or 21.1%30.9%, to $4,068,295$409,724 for the ninethree months ended SeptemberJune 30, 2017,2021, compared to $5,157,787$312,935 for the ninethree months ended SeptemberJune 30, 2016,2020, primarily due to an increase in fees associated with loan originations and loan prepayments.amendments. Fee income increased $331,849, or 76.4%, to $766,482 for the six months ended June 30, 2021, compared to $434,633 for the six months ended June 30, 2020, primarily due to an increase in fees associated with loan originations and loan amendments.

6

Operating Expenses

The following table shows operating expenses for the three and ninesix months ended SeptemberJune 30, 20172021 and 2016 2020:

 For the Three Months Ended September 30, For the Nine Months Ended September 30,
 2017 2016 2017 2016
Base management fees$5,378,233
 $5,040,490
 $16,036,068
 $14,790,696
Interest expenses4,434,712
 3,433,081
 12,177,674
 10,095,690
Incentive fees1,323,999
 2,372,355
 1,872,805
 7,876,060
General and administrative expenses1,295,253
 1,655,295
 3,783,340
 4,331,001
Administrator expenses745,817
 780,166
 2,333,968
 1,997,067
Offering costs545,959
 703,075
 1,367,343
 2,074,035
Professional fees415,045
 943,864
 1,647,704
 1,809,418
Total expenses14,139,018
 14,928,326
 39,218,902
 42,973,967
Expense support reimbursement
 (5,389,627) 
 (16,093,129)
Total expenses, net of expense support reimbursement$14,139,018
 $9,538,699
 $39,218,902
 $26,880,838

  

For the Three Months Ended

  

For the Six Months Ended

 
  

June 30,

  

June 30,

 
  

2021

  

2020

  

2021

  

2020

 

Base management fees

 $3,025,363  $2,944,745  $6,091,760  $6,196,196 

Interest and financing expenses

  1,397,723   3,454,940   3,084,782   7,742,603 

General and administrative expenses

  2,238,942   8,307,229   3,850,569   10,278,197 

Administrator expenses

  582,279   669,025   1,225,899   1,390,657 

Offering costs

  5,156   1,914   5,156   5,157 

Professional fees

  1,934,321   11,089,264   2,658,503   11,207,318 

Total expenses

 $9,183,784  $26,467,117  $16,916,669  $36,820,128 

Total expenses decreased $789,308,$17,283,333, or 5.3%65.3%, to $14,139,018$9,183,784 for the three months ended SeptemberJune 30, 2017,2021, as compared to $14,928,326$26,467,117 for the three months ended SeptemberJune 30, 2016,2020, primarily due to lower incentive fees.a decrease in interest and financing expenses and a decrease in general and administrative expenses and professional fees related to the one-time expense of deferred transaction costs. Total expenses decreased $3,755,065,$19,903,459, or 8.7%54.1%, to $39,218,902$16,916,669 for the ninesix months ended SeptemberJune 30, 2017,2021, as compared to $42,973,967$36,820,128 for the ninesix months ended SeptemberJune 30, 2016,2020, primarily due to lower incentive fees.

a decrease in interest and financing expenses and a decrease in general and administrative expenses and professional fees related to the one-time expense of deferred transaction costs.

Base management fees increased $337,743,$80,618, or 6.7%2.7%, to $5,378,233$3,025,363 for the three months ended SeptemberJune 30, 2017,2021, as compared to $5,040,490$2,944,745 for the three months ended SeptemberJune 30, 2016,2020, primarily due to an increase in our gross assets of $67 million, or 5.7%.assets. Base management fees increased $1,245,372,decreased $104,436, or 8.4%1.7%, to $16,036,068$6,091,760 for the ninesix months ended SeptemberJune 30, 2017,2021, as compared to $14,790,696$6,196,196 for the ninesix months ended SeptemberJune 30, 2016,2020, primarily due to an increasea decrease in our average gross assets of $78 million,assets. 

Interest and financing expenses decreased $2,057,217, or 6.9%.

Interest expenses increased $1,001,631, or 29.2%59.5%, to $4,434,712$1,397,723 for the three months ended SeptemberJune 30, 2017,2021, as compared to $3,433,081$3,454,940 for the three months ended SeptemberJune 30, 2016,2020, primarily due to an increase in the weighted averagewind-down and termination of the ING Credit Facility (as defined below) from May 2020 through July 2020, as well as the repayment of $55,800,000 of the outstanding debt balance of our credit facilities of $55,219,780,its Alpine Credit Facility. Interest and financing expenses decreased $2,057,217, or a 16.6% increase. Interest expenses increased 2,081,984, or 20.6%59.5%, to $12,177,674$1,397,723 for the ninesix months ended SeptemberJune 30, 2017,2021, as compared to $10,095,690$3,454,940 for the ninesix months ended SeptemberJune 30, 2016,2020, primarily due to an increase in the weighted average interest rate on our credit facilitieswind-down and termination of 0.7%the ING Credit Facility (as defined below) from May 2020 through July 2020, as well as the repayment of $55,800,000 of the outstanding balance of its Alpine Credit Facility.

General and administrative expenses decreased $6,068,287, or 73.0%, to $2,238,942 for the three months ended June 30, 2021, as compared to $8,307,229 for the three months ended June 30, 2020, primarily due to a 21.2% increase.


Expense Support and Reimbursement Agreement
From June 29, 2012 through December 31, 2016, we were partydecrease in expenses related to an Expense Support and Reimbursement Agreement with SIC Advisors (the “Expense Support Agreement”). During the termexpensing of previously deferred transaction costs related to the termination of the Expense Support Agreement, SIC Advisors reimbursed uspreviously contemplated mergers. General and administrative expenses decreased $6,427,628, or 62.5%, to $3,850,569  for operatingthe six months ended June 30, 2021, as compared to $10,278,197 for the six months ended June 30, 2020, primarily due to a decrease in expenses in an amount equalrelated to the difference between our distributions paidexpensing of previously deferred transaction costs related to stockholders in each month, less the sumtermination of our net investment income, net realized capital gains and dividends paidthe previously contemplated mergers.

Professional fees decreased $9,154,943 or 82.6% to us from our portfolio companies, not included in net income and net realized capital gains, during such period (“Expense Support Reimbursement”). To the extent that no dividends or other distributions were paid to our stockholders in any given month, then the Expense Support Reimbursement for such month was equal to such amount necessary in order for available operating funds$1,934,321 for the monththree months ended June 30, 2021, as compared to equal zero. From April 1, 2016 until$11,089,264 for the expirationthree months ended June 30, 2020, primarily due to a decrease in expenses related to the expensing of previously deferred transaction costs related to the termination of the Expense Support Agreement on December 31, 2016, SIC Advisors made expense support payments onpreviously announced merger transaction. Professional fees decreased $8,548,815 or 76.3% to $2,658,503 for the six months ended June 30, 2021, as compared to $11,207,318 for the six months ended June 30, 2020, primarily due to a discretionary basis by making an election on the last day of each month to fund an expense support paymentdecrease in an amount equalexpenses related to the difference between our distributions paidexpensing of previously deferred transaction costs related to stockholders during such month less the sum of our net investment income, net realized capital gains and dividends paid to us from our portfolio companies, not included in net income and net realized capital gains during such period.

The purposetermination of the Expense Support Agreement was to cover distributions to stockholders so as to ensure that the distributions did not constitute a return of capital for GAAP purposes and to reduce operating expenses until we had raised sufficient capital to be able to absorb such expenses. The Expense Support Agreement expired on December 31, 2016.
Pursuant to the Expense Support Agreement, we will reimburse SIC Advisors for expense support payments it previously made following any calendar quarter for which we received net investment income, net realized capital gains and dividends from our portfolio companies (not included in net income and net realized capital gains) in excess of the distributions paid to our stockholders during such calendar quarter (the “Excess Operating Funds”). Any such reimbursement will be made within three years of the date that the expense support payment obligation was incurred by SIC Advisors, subject to the conditions described below. The amount of the reimbursement during any calendar quarter will equal the lesser of (i) the Excess Operating Funds received during the quarter and (ii) the aggregate amount of all expense payments made by SIC Advisors that have not yet been

reimbursed. In addition, we will only make reimbursement payments to the extent our current annualized “operating expense ratio” is equal to or less than our operating expense ratio for the quarter during which the corresponding expense obligation was incurred and to the extent the annualized rate of its regular cash dividends to our stockholders for the month is equal to or greater than the annualized rate of our regular cash distributions to stockholders for the month during which the corresponding expense payment was incurred.
As of September 30, 2017 and December 31, 2016, we recorded $0 and $7,892,273, respectively, in our consolidated statement of assets and liabilities as due from affiliate relating to the Expense Support Agreement.
announced merger transaction.

Net Realized Gains/Losses fromon Investments

We measure realized gains or losses by the difference between the net proceeds from the disposition and the amortized cost basis of an investment, without regard to unrealized gains or losses previously recognized. For the three and ninesix months ended SeptemberJune 30, 2017,2021, we recognized net realized gain/(loss)loss on investments of $(2,140,704)$4,173,319 and $(22,951,047), respectively,$4,102,524 primarily due to certain non-cash restructuring transactions netthe sale of realized gains on the TRS.investments. For the three and ninesix months ended SeptemberJune 30, 2016,2020, we recognized net realized gain/(loss)loss on investments of $(10,469,065)$8,265,767 and $(6,219,699), respectively,$8,048,288 primarily due to certain non-cash restructuring transactions netthe sale of realized gains on the TRS.

investments.

Net Unrealized Appreciation/Depreciation on Investments

Net change in unrealized appreciation/depreciation on investments reflects the net change in the fair value of our total investments including the total return swap and provision for deferred taxes. For the three and ninesix months ended SeptemberJune 30, 2017,2021, we recorded a net change in unrealized appreciation/(depreciation)appreciation, net of $(7,972,642)tax, of $17,473,701 and $3,578,530,$33,302,394 respectively. The unrealized appreciation for the three and six months ended June 30, 2021 resulted from positive market and credit-related adjustments. 

For the three and ninesix months ended SeptemberJune 30, 2016,2020, we recorded a net change in unrealized appreciation/(depreciation)depreciation, net of $15,693,675tax, of $31,710,332 and $11,758,402,$88,571,953 respectively.


The unrealized depreciation was, in part, due to negative credit-related adjustments that caused a reduction in fair value of certain watch-list securities and portfolio investments on non-accrual status. In part, the net change in unrealized depreciation reflected widening credit spreads as market participants expected a higher yield on similar investments given the significant market volatility generated by the COVID-19 pandemic and, to some extent, other factors such as specific industry concerns, uncertainty about the duration of business shutdowns and near-term liquidity needs of certain of our portfolio investments.

Changes in Net Assets from Operations

For the three and ninesix months ended SeptemberJune 30, 2017,2021, we recorded a net increase in net assets resulting from operations of $3,388,374$18,412,851 and $19,984,135,$37,251,098, respectively. Based on 96,474,233102,380,357 and 96,078,793102,575,026 weighted average common shares outstanding for the three and ninesix months ended SeptemberJune 30, 2017, respectively,2021, our per share net increase in net assets resulting from operations was $0.04$0.18 and $0.21,$0.36 respectively.

For the three and ninesix months ended SeptemberJune 30, 2016,2020, we recorded a net increase in net assets resulting from operations of $20,834,572$8,676,902 and $51,830,080, respectively.a net decrease in in net assets resulting from operations of $110,564,104 Based on 92,516,572102,856,314  and 89,015,100102,785,734 weighted average common shares outstanding for the three and ninesix months ended SeptemberJune 30, 2016, respectively,2020, our per share net increase in net assets resulting from operations was $0.23$0.08 and $0.58, respectively.


our per share net decrease in net assets resulting from operations was $1.08.

Financial Condition, Liquidity and Capital Resources

As a BDC, we distribute substantially all of our net income to our stockholders and have an ongoing need to raise additional capital for investment purposes. To fund growth, we have a number of alternatives available to increase capital;capital, including raising equity, increasing debt, and funding from operational cash flow.

Our liquidity and capital resources historically have been generated primarily from the net proceeds of our public offering of common stock, use of our credit facilities and our TRS.facilities. 

As of SeptemberJune 30, 20172021 and December 31, 2016,2020, we had $82,699,636$54.1 million and $99,400,794,$65.3 million, respectively, in cash and cash equivalents. In the future, we may generate cash from future offerings of securities, future borrowings and cash flows from operations, including interest earned from the temporary investment of cash in U.S. government securities and other high-quality debt investments that mature in one year or less. Our primary use of funds is to make investments in our targeted asset classes, cash distributions to our stockholders, and other general corporate purposes.

In order to satisfy the Code requirements applicable to us as a RIC, we intend to distribute to our stockholders substantially all of our taxable income, but we may also elect to periodically spillover certain excess undistributed taxable income from one tax year into the next tax year. In addition, as a BDC, we generally are required to meet a coverage ratio of total assets to total senior securities, which include borrowings and any preferred stock we may issue in the future, of at least 200%. (or 150% if certain requirements under the 1940 Act are met) at the time of the borrowing or issuance of preferred stock. This requirement limits the amount that we may borrow.



The following table shows our net borrowings as of SeptemberJune 30, 20172021 and December 31, 2016:


2020:

  

June 30, 2021

  

December 31, 2020

 
  

Total

  

Balance

  

Unused

  

Total

  

Balance

  

Unused

 
  

Commitment

  

Outstanding

  

Commitment

  

Commitment

  

Outstanding

  

Commitment

 

Alpine Credit Facility

  124,200,000   124,200,000      180,000,000   145,000,000   35,000,000 

Total before deferred financing costs

  124,200,000   124,200,000      180,000,000   145,000,000   35,000,000 

Unamortized deferred financing costs

              (659,266)   

Total borrowings outstanding, net of deferred financing costs

 $124,200,000  $124,200,000  $  $180,000,000  $144,340,734  $35,000,000 

ING Credit Facility

On August 12, 2016, wethe Company amended our INGits existing senior secured syndicated revolving credit facility (the “ING Credit FacilityFacility” as amended from time to time as described below) pursuant to thea Senior Secured Revolving Credit Agreement (the “Revolving Credit Agreement” as amended from time to time as described below) with certain lenders party thereto from time to time and ING Capital LLC, as administrative agent. The ING Credit Facility matures on August 12, 2020 and iswas secured by substantially all of ourthe Company’s assets, subject to certain exclusions as further set forth in thean Amended and Restated Guarantee, Pledge and Security Agreement (the “Security Agreement”) entered into in connection with the Revolving Credit Agreement, among us, the Subsidiary GuarantorsCompany, the subsidiary guarantors party thereto, ING Capital LLC, as Administrative Agent, each Financial Agent and Designated Indebtedness Holder party thereto and ING Capital LLC, as Collateral Agent. The ING Credit Facility also includesincluded usual and customary representations, covenants and events of default for senior secured revolving credit facilities of this nature.

On February 13, 2015, commitmentsMay 15, 2020, the Company entered into Amendment No. 4 to the ING credit facility were expandedRevolving Credit Agreement to among other things, (i) shorten the maturity date from $150 millionMarch 31, 2021 to $170September 30, 2020, (ii) accelerate the amortization of the Revolving Credit Agreement, and (iii) provide for the prepayment of the outstanding loans under the Revolving Credit Agreement in an aggregate principal amount of not less than $20 million. On August 12, 2016, commitments toJuly 22, 2020, the ING credit facility were expanded from $170 million to $175 million. On April 20, 2017, commitments to the ING Credit Facility were expanded from $175 million to $220 million.

The ING Credit Facility allows for us, at our option, to borrow money at a rate of either (i) an alternate base rate plus 1.50% per annum or (ii) LIBOR plus 2.50% per annum. The interest rate margins are subject to certain step-downs upon the satisfaction of certain conditions described inCompany paid all remaining outstanding obligations under the Revolving Credit Agreement. On July 31, 2020 (the “Termination Date”), the Company terminated the commitments on the Credit Agreement. 

The alternate base rate will be the greatest of (i) the U.S. Prime Rate set forth in the Wall Street Journal, (ii) the federal funds effective rate plus 1/2 of 1%, and (iii) three month LIBOR plus 1%. As of September 30, 2017 and December 31, 2016, the commitment under the ING Credit FacilityCompany was $220 million and $175 million, respectively, and the ING Credit Facility includes an accordion feature that allows for potential future expansion of the ING Credit Facility up to a total of $500 million. Availability of loans under the ING Credit Facility is linked to the valuation of the collateral pursuant to a borrowing base mechanism.


We are also required to pay a commitment fee to the lenders based on the daily unused portion of the aggregate commitments under the ING Credit Facility. The commitment fee iswas (i) 1.50% if the used portion of the aggregate commitments is less than or equal to 40%, (ii) 0.75% if the used portion of the aggregate commitments is greater than 40% and less than or equal to 65% or (iii) 0.50% if the used portion of the aggregate commitments is greater than 65%. The ING Credit Facility providesprovided that wethe Company may use the proceeds of the facilityING Credit Facility for general corporate purposes, including making investments in accordance with ourthe Company’s investment objective and strategy. As of September 30, 2017, our borrowings

Borrowings under the Revolving Credit Agreement were subject to, among other things, a minimum borrowing base. Substantially all of the Company’s assets were pledged as collateral under the Revolving Credit Agreement. The ING Credit Facility totaled $180,000,000required the Company to, among other things (i) make representations and were recordedwarranties regarding the collateral as partwell the Company’s business and operations, (ii) agree to certain indemnification obligations, and (iii) agree to comply with various affirmative and negative covenants. The documents for the Revolving Credit Agreement also included default provisions, such as the failure to make timely payments under the Revolving Credit Agreement, the occurrence of revolving credit facility payable on our consolidated statementsa change in control, and the failure by the Company to materially perform under the operative agreements governing the Revolving Credit Agreement, which, if not complied with, could have accelerated repayment under the Revolving Credit Agreement, thereby materially and adversely affecting the Company’s liquidity, financial condition and results of assetsoperations.

In connection with the security interest established under the Security Agreement, the Company, ING Capital LLC, in its capacity as collateral agent, and liabilities.

State Street Bank and Trust Company, in its capacity as the Company’s custodian, entered into a control agreement dated as of December 4, 2013, in order to, among other things, perfect the security interest granted pursuant to the Security Agreement in, and provide for control over, the related collateral. As a result of the termination of the Revolving Credit Agreement, the Security Agreement was terminated effective as of the Termination Date.

Alpine Credit Facility

On September 29, 2017, the Company’s wholly-owned, special purpose financing subsidiary, Alpine, amended it'sits existing revolving credit facility (the “Alpine Credit Facility”) pursuant to an Amended and Restated Loan Agreement (the “Amendment”“Loan Agreement”) with JPMorgan Chase Bank, National Association (“JPMorgan”), as administrative agent and lender, the Financing Providers from time to time party thereto, SIC Advisors, as the portfolio manager, and the Collateral Administrator, Collateral Agent and Securities Intermediary party thereto (the “Loan Agreement”).thereto. The Loan Agreement was amended to, among other things, (i) extend the reinvestment period until December 29, 2020, (ii) extend the scheduled termination date until March 29, 2022, (iii) decrease the applicable margin for advances to 2.85% per annum and (iv) increase the compliance condition for net advances to 55% of net asset value. Alpine’s obligations to JPMorgan under the Alpine Credit Facility are secured by a first priority security interest in substantially alla significant portion of the assets of Alpine, including its portfolio of loans. The obligations of Alpine under the Alpine Credit Facility are non-recourse to the Company.


On November 18, 2020, Alpine entered into Amendment No.1 to the Loan Agreement to, among other things, (i) extend the reinvestment period from December 29, 2020 to May 18, 2021, (ii) increase the applicable margin for advances from 2.85% to 3.10% per annum, (iii) reduce the amount of maximum borrowings in an aggregate principal amount from $300,000,000 to $180,000,000 on a committed basis, (iv) require the Company to maintain a minimum a cash balance of $20,000,000 in Alpine, and (v) decrease the compliance condition for net advances from 55% to 52.5% of net asset value. The maturity date under the Loan Agreement did not change and therefore any amounts borrowed, as well as all accrued and unpaid interest thereunder, will be due and payable on March 29, 2022. In connection with the Amendment, the Company repaid $35,000,000 of the outstanding balance under the Loan Agreement on November 18, 2020, reducing the outstanding balance from $180,000,000 to $145,000,000. The Alpine Credit Facility ended its reinvestment period on May 18, 2021 and has entered its amortization period. As of June 30, 2021 and December 31, 2020, Alpine’s borrowings under the Alpine Credit Facility totaled $124,200,000 and $145,000,000, respectively, and were recorded as part of revolving credit facilities payable on our Consolidated Statements of Assets and Liabilities.


The Alpine Credit Facility provided for borrowings in an aggregate principal amount up to $180,000,000 on a committed basis. Borrowings outstanding under the Alpine Credit Facility are subject to compliance with a NAV coverage ratio with respect to the current value of Alpine’s portfolio and various eligibilityportfolio criteria must be satisfied with respect to the initial acquisition of each loan in Alpine’s portfolio. Any amounts borrowedsatisfied. 

Pricing under the Alpine Credit Facility will mature, and all accrued and unpaidfor each one month calculation period is based on LIBOR for an interest thereunderperiod of one month, plus a spread of 3.10% per annum. If LIBOR is unavailable, pricing will be duedetermined at the prime rate offered by JPMorgan or the federal funds effective rate, plus a spread of 3.10% per annum. Interest is payable monthly in arrears. Borrowings of Alpine are considered borrowings of the Company for purposes of complying with the asset coverage requirements under the 1940 Act, applicable to BDCs.


Pursuant to a Sale and payable, on March 29, 2022. Contribution Agreement entered into between the Company and Alpine (the “Sale Agreement”) in connection with the Alpine Credit Facility, the Company may sell loans or contribute cash or loans to Alpine from time to time and will retain a residual interest in any assets contributed through its ownership of Alpine or will receive fair market value for any assets sold to Alpine. In certain circumstances the Company may be required to repurchase certain loans sold to Alpine. In addition to the acquisition of loans pursuant to the Sale Agreement, Alpine may purchase additional assets from various sources. Alpine has appointed SIC Advisors to manage its portfolio of assets pursuant to the terms of a Portfolio Management Agreement between SIC Advisors and Alpine.


As of SeptemberJune 30, 2017, Alpine’s2021 the carrying amount of the Company’s borrowings under the Alpine Credit Facility totaled $240,000,000approximated the fair value of the Company’s debt obligation. The fair value of the Company’s debt obligation is determined in accordance with ASC 820, which defines fair value in terms of the price that would be paid to transfer a liability in an orderly transaction between market participants at the measurement date under current market conditions. The fair value of the Company’s borrowings under the Alpine Credit Facility is estimated based upon market interest rates of the Company’s borrowings or entities with similar credit risk, adjusted for nonperformance risk, if any. As of June 30, 2021 and were recorded2020, the Alpine Credit Facility would be deemed to be Level 3, as part of revolving credit facility payable on our consolidated statements of assets and liabilities.




defined in Note 4.

Contractual Obligations

The following table shows our payment obligations for repayment of debt, which total our contractual obligations at SeptemberJune 30, 2017:

2021:

  

Payment Due By Period

 
      

Less than

          

More than

 
  

Total

  

1 Year

  

1 - 3 Years

  

3 - 5 Years

  

5 Years

 

Alpine Credit Facility

 $124,200,000  $124,200,000  $  $  $ 

Total Contractual Obligations

 $124,200,000  $124,200,000  $  $  $ 

We have entered into certain contracts under which we have material future commitments. On April 5, 2012, we entered into the Investment Advisory Agreement with SIC Advisors in accordance with the 1940 Act. The Investment Advisory Agreement became effective as of April 17, 2012, the date that we met the minimum offering requirement. Pursuant to the 1940 Act, the initial term of the Investment Advisory Agreement was for two years from its effective date, with one-year renewals subject to approval by our board of directors, a majority of whom must be independent directors. On March 1, 2017,Most recently, on April 15, 2021, the board of directors approved the renewal of the Investment Advisory Agreement for an additional one-year term, at an in-person meeting.which will expire on April 17, 2022. SIC Advisors serves as our investment adviser in accordance with the terms of the Investment Advisory Agreement. Payments under our Investment Advisory Agreement in each reporting period consist of (i) a management fee equal to a percentage of the value of our gross assets and (ii) an incentive fee based on our performance.

On April 5, 2012, we entered into the Administration Agreement with Medley Capital LLC with an initial term of two years, pursuant to which Medley Capital LLC furnishes us with administrative services necessary to conduct our day-to-day operations. On March 1, 2017,The Administration Agreement became effective as of April 17, 2012, the date that we met the minimum offering requirement. Pursuant to its terms, and unless earlier terminated as described below, the Administration Agreement will remain in effect from year-to-year if approved annually by a majority of our directors who are not “interested persons” (as defined in Section 2(a)(19) of the 1940 Act) of the Company or Medley Capital LLC, and either the holders of a majority of our outstanding voting securities or our board of directors. Most recently, on April 15, 2021, the board of directors approved the renewal of the Administration Agreement for an additional one-year term, at an in-person meeting.which will expire on April 17, 2022. Medley Capital LLC is reimbursed for administrative expenses it incurs on our behalf in performing its obligations. Such costs are reasonably allocated to us on the basis of assets, revenues, time records or other reasonable methods. We do not reimburse Medley Capital LLC for any services for which it receives a separate fee or for rent, depreciation, utilities, capital equipment or other administrative items allocated to a controlling person of Medley Capital LLC.

If any of our contractual obligations discussed above are terminated, our costs may increase under any new agreements that we enter into as replacements. We would also likely incur expenses in locating alternative parties to provide the services we expect to receive under the investment advisory agreement and administration agreement. Any new investment advisory agreement would also be subject to approval by our stockholders.


Off-Balance Sheet Arrangements

On August 27, 2013, Arbor, a wholly-owned financing subsidiary of the Company, entered into a TRS with Citibank.
On September 29, 2017, Arbor entered into the Fifth Amended Confirmation Letter Agreement with Citibank. The Fifth Amended Confirmation Agreement reduces the maximum portfolio notional (determined at the time each such loan becomes subject to the TRS) from $300,000,000 to $180,000,000, through incremental reductions of $60,000,000 on October 3, 2017 and $20,000,000 on each of November 3, 2017, December 3, 2017 and January 3, 2018. The Fifth Amended Confirmation Agreement also decreases the interest rate payable to Citibank from LIBOR plus 1.65% per annum to LIBOR plus 1.60% per annum. Other than the foregoing, the Fifth Amended Confirmation Agreement did not change any of the other material terms of the TRS.
The TRS with Citibank enables Arbor to obtain the economic benefit of the loans underlying the TRS, despite the fact that such loans will not be directly held or otherwise owned by Arbor, in return for an interest-type payment to Citibank. Accordingly, the TRS is analogous to Arbor utilizing leverage to acquire loans and incurring an interest expense to a lender.
SIC Advisors acts as the investment manager of Arbor and has discretion over the composition of the basket of loans underlying the TRS. The terms of the TRS are governed by an ISDA 2002 Master Agreement, the Schedule thereto and Credit Support Annex to such Schedule, and the Confirmation exchanged thereunder, between Arbor and Citibank, which collectively establish the TRS, and are collectively referred to herein as the “TRS Agreement”.
Transactions in TRS contracts during the three months ended September 30, 2017 were $3.1 million in realized gains and $2.0 million in unrealized depreciation, which are recorded on the consolidated statements of operations.
Transactions in TRS contracts during the three months ended September 30, 2016 were $0.8 million in realized gains and $5.2 million in unrealized appreciation, which are recorded on the consolidated statements of operations.

Our derivative asset from Citibank, net of amounts available for offset under a master netting agreement as of September 30, 2017, was $1.0 million, which is recorded on the consolidated statements of assets and liabilities as a receivable due on total return swap.
The following table shows the volume of the Company’s derivative transactions for the three and nine months ended September 30, 2017 and 2016:
 
Three Months Ended
September 30,
 
Nine Months Ended
September 30,
 2017 2016 2017 2016
Average notional par amount of contracts$246,554,568
 $208,253,776
 $248,738,019
 $210,765,232

On March 27, 2015, the Company and GALIC entered into a limited liability company operating agreement to co-manage Sierra JV. All portfolio and other material decisions regarding Sierra JV must be submitted to Sierra JV's board of managers, which is comprised of four members, two of whom are selected by the Company and the other two are selected by GALIC. The Company and GALIC have committed to provide $100 million of equity tohas concluded that it does not operationally control Sierra JV. As the Company does not operationally control Sierra JV, it does not consolidate the operations of Sierra JV within the consolidated financial statements. As a practical expedient, the Company uses NAV to determine the fair value of its investment in Sierra JV; therefore, this investment has been presented as a reconciling item within the fair value hierarchy (see Note 4).

As of June 30, 2021 and December 31, 2020, Sierra JV had total capital commitments of $124.6 million, with the Company providing $87.5$110.1 million and GALIC providing $12.5$14.5 million. Sierra JV commenced operations on July 15, 2015. On August 4, 2015, As of June 30, 2021 and December 31, 2020, approximately $124.5 million was funded relating to these commitments of which $110.1 million was from the Company. The Company does not have the right to withdraw any of their respective capital commitment, unless in connection with a transfer of its membership interests. The Company may transfer full membership interests as long as it is approved by all members and transferred in a transaction exempt from the registration requirements of the Securities Act or applicable state securities laws.

Sierra JV entered into a Senior Secured Revolving Credit Facility Agreement, as amended (the "JV Facility") with Deutsche Bank, AG, New York Branch ("DB").

On March 29, 2019, the JV Facility led by Credit Suisse, AG with initial commitmentsreinvestment period was extended from March 30, 2019 to June 28, 2019.

On June 28, 2019, the JV Facility reinvestment period was further extended from June 28, 2019 to October 28, 2019.

On October 28, 2019, the JV Facility reinvestment period was further extended from October 28, 2019 to March 31, 2020 and the interest rate was modified from bearing an interest rate of $100 million. LIBOR (with a 0.00% floor) + 2.50% per annum to LIBOR (with a 0.00% floor) + 2.75% per annum.

On December 29, 2015,March 31, 2020, the total commitment under the JV Facility was amendedreduced to $240.0 million from $250.0 million and the commitment increased to $135 million. Onreinvestment period was extended from March 31, 2017, Credit Suisse, AG assigned its2020 to April 30, 2020.

On April 30, 2020, the total commitment in the JV Facility to Deutsche Bank AG andunder the JV Facility was amendedreduced to increase commitments$200.0 million from $240.0 million, the reinvestment period was extended from April 30, 2020 to $240 millionJuly 31, 2020 and extend the maturity date was extended to March 30, 2022. July 31, 2023.

On May 26, 2017, commitments toJuly 29, 2020, the total commitment under the JV facility were increasedFacility was reduced to $175.0 million from $240$200.0 million, the reinvestment period was extended from July 31, 2020 to $250 million.April 30, 2021 and the maturity date was extended to April 30, 2024. Additionally, the interest rate was modified from bearing an interest rate of LIBOR (with a 0.00% floor) + 2.75% per annum to LIBOR (with a 0.50% floor) + 3.25% per annum.

The JV Facility ended its reinvestment period on April 18, 2021 and has entered its amortization period. The first scheduled amortization payment occurs on April 18, 2022 with subsequent payments required every six months until the final amortization payment that is set to occur at maturity on April 18, 2024.

The JV Facility is secured substantially by all of Sierra JV's assets, subject to certain exclusions set forth in the JV Facility. As of SeptemberJune 30, 2017,2021 and December 31, 2020, there was $159.9$124.7 million outstanding under the JV Facility and the Sierra JV had total assets at fair value of $241.3 million. As of September 30, 2017, Sierra JV’s portfolio was comprised of 100.0% of senior secured first lien term loans to 49 different portfolio companies with one portfolio company on non-accrual status.

We haveFacility.

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


Distributions

We have elected, and intend to continue to qualify annually, to be treated for U.S. federal income tax purposes, as a RIC under Subchapter M of the Code. To obtain and maintain RIC tax treatment, we must, among others things, distribute at least 90% of our net ordinary income and net short-term capital gains in excess of net long-term capital losses, if any, to our stockholders. In order to avoid certain U.S. federal excise taxes imposed on RICs, we must distribute during each calendar year an amount at least equal to the sum of: (i) 98% of our ordinary income for the calendar year, (ii) 98.2% of our capital gains in excess of capital losses for the one-year period generally ending on October 31 of the calendar year (unless an election is made by us to use our taxable year) and (iii) any ordinary income and net capital gains for preceding years that were not distributed during such years and on which we paid no U.S. federal income tax.

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

We currently intend 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, we may decide in the future to retain such capital gains for investment and elect to treat such gains as deemed distributions to you. If this happens, you will be treated for U.S. federal income tax purposes as if you had received an actual distribution of the capital gains that we retain and reinvested the net after tax proceeds in us. In this situation, you would be eligible to claim a tax credit (or, in certain circumstances, a tax refund) equal to your allocable share of the tax we paid on the capital gains deemed distributed to you. We can offer no assurance that we will continue to achieve results that will permit the payment of any cash distributions and, if we issue senior securities, we may be prohibited from making distributions if doing so causes us to fail to maintain the asset coverage ratios stipulated by the 1940 Act or if distributions are limited by the terms of any of our borrowings.

Subject

On July 31, 2020, our board of directors temporarily suspended the monthly distributions on the shares of the Company’s common stock. On October 22, 2020, our board of directors determined to reinstate the monthly distributions on the shares of the Company’s common stock. Any distributions to our stockholders paid by the Company is subject to our board of directors’ discretion and applicable legal restrictions we expect to authorize and pay monthly distributions to our stockholders. Any distributions to our stockholders will be declared out of assets legally available for distribution. We expect to continue making monthly distributions unlesstake into account our results of operations, our general financial condition, general economic conditions, or other factors prohibit us from doing so.declaring a distribution. Any distributions to our stockholders will be declared out of assets legally available for distribution. From time to time, but not less than quarterly, we will review our accounts to determine whether distributions to our stockholders are appropriate. We have not established limits on the amount of funds we may use from available sources to make distributions. From the commencement of our offering through September 30, 2016, a portion of our distributions were comprised in part of expense support payments made by SIC Advisors that may bewere subject


to repayment by us within three years of the date of such support payment. The purpose of this arrangement was to cover distributions to stockholders so as to ensure that the distributions did not constitute a return of capital for GAAP purposes. In the future, we may have distributions which could be characterized as a return of capital. Such distributions are not based on our investment performance and can only be sustained if we achieve positive investment performance in future periods and/or SIC Advisors elects to make expense support payments under an expense support agreement. Any future reimbursements to SIC Advisors will reduce the net investment income that may otherwise be available for distribution to stockholders. There can be no assurance that we will achieve the performance necessary to sustain our distributions or that we will be able to pay distributions at all. SIC Advisors has no obligation to enter into a renewed expense support agreement. For the three and nine months ended September 30, 2016, if net expense support payments of $5,389,627 and $16,093,129 were not made by SIC Advisors, 30% and 30% of the distributions would have been a return of capital for GAAP purposes, respectively.

Our distributions may exceed our earnings, which we refer to as a return of capital, especially during the period before we have invested substantially all of the proceeds of our offering.capital. As a result, a portion of the distributions we make may represent a return of capital. Our use of the term “return of capital” merely means distributions in excess of our earnings and as such may constitute a return on your individual investments and does not mean a return on capital. Therefore stockholders are advised that they should be aware of the differences with our use of the term “return of capital” and “return on capital.”

The following table reflects the cash distributions per share that we havethe Company has declared or paid to ourits stockholders for the currentduring 2021 and prior fiscal years.2020. Stockholders of record as of each respective record date were entitled to receive the distribution.

Record Date Payment Date Amount per share
January 15 and 29, 2016 January 29, 2016 $0.03333
February 12 and 29, 2016 February 29, 2016 0.03333
March 15 and 31, 2016 March 31, 2016 0.03333
April 15 and 29, 2016 April 29, 2016 0.03333
May 13 and 31, 2016 May 31, 2016 0.03333
June 15 and 30, 2016 June 30, 2016 0.03333
July 15 and 29, 2016 July 29, 2016 0.03333
August 15 and 31, 2016 August 31, 2016 0.03333
September 15 and 30, 2016 September 30, 2016 0.03333
October 14 and 31, 2016 October 31, 2016 0.02667
November 15 and 30, 2016 November 30, 2016 0.02667
December 15 and 31, 2016 December 31, 2016 0.02667
January 13 and 31, 2017 January 31, 2017 0.02667
February 15 and 28, 2017 February 28, 2017 0.02667
March 15 and 31, 2017 March 31, 2017 0.02667
April 14 and 28, 2017 April 28, 2017 0.02667
May 15 and 31, 2017 May 31, 2017 0.02667
June 15 and 30, 2017 June 30, 2017 0.02667
July 14 and 31, 2017 July 31, 2017 0.02667
August 15 and 31, 2017 August 31, 2017 0.02667
September 15 and 29, 2017 September 29, 2017 0.02667

Record Date

 

Payment Date

 

Amount per share

 

January 30, 2020

 

January 31, 2020

 $0.03500 

February 27, 2020

 

February 28, 2020

  0.03500 

March 30, 2020

 

March 31, 2020

  0.03500 

October 29, 2020

 

October 30, 2020

  0.01000 

November 27, 2020

 

November 30, 2020

  0.01000 

December 30, 2020

 

December 31, 2020

  0.01000 

January 28, 2021

 

January 29, 2021

  0.01000 

February 25, 2021

 

February 26, 2021

  0.01000 

March 30, 2021

 

March 31, 2021

  0.01000 

April 29, 2021

 

April 30, 2021

  0.01000 

May 28, 2021

 

May 31, 2021

  0.01000 

June 29, 2021

 

June 30, 2021

  0.01000 

We have adopted an “opt in” distribution reinvestment planDRIP pursuant to which common stockholders may elect to have the full amount of any cash distributions reinvested in additional shares of our common stock. As a result, if we declare a cash distribution, stockholders that have “opted in” to our distribution reinvestment planDRIP will have their distribution automatically reinvested in additional shares of our common stock rather than receiving cash dividends. Stockholders who receive distributions in the form of shares of common stock will be subject to the same federal, state and local tax consequences as if they received cash distributions.


Each year a statement on Internal Revenue Service Form 1099-DIV (or such successor form) identifying the source of the distribution (i.e., paid from ordinary income, paid from net capital gain on the sale of securities, or a return of capital) will be mailed to our stockholders. The tax basis of shares must be reduced by the amount of any return of capital distributions, which will result in an increase in the amount of any taxable gain (or a reduction in any deductible loss) on the sale of shares.


Related Party Transactions

On October 19, 2011, SIC Advisors entered into a subscription agreement to purchase 110.80 shares of common stock for cash consideration of $1,000. The consideration represents $9.025 per share.
On April 17, 2012, SIC Advisors purchased 1,108,033.24 shares of our common stock for aggregate gross proceeds of $10,000,000. The consideration represents $9.025 per share.

We have entered into an Investment Advisory Agreement with SIC Advisors in which our senior management holds an equity interest and wereare party to the Expense SupportIncentive Fee Waiver Agreement through December 31, 2016. with SIC Advisors (as described and for periods set forth in "Management Fee").

Members of our senior management also serve as principals of other investment managers affiliated with SIC Advisors that do, and may in the future, manage investment funds, accounts or other investment vehicles with investment objectives similar to ours.

We have entered into an Administration Agreement with Medley Capital LLC, pursuant to which Medley Capital LLC furnishes us with administrative services necessary to conduct our day-to-day operations. Medley Capital LLC is reimbursed for administrative expenses it incurs on our behalf. We do not reimburse Medley Capital LLC for any services for which it receives a separate fee or for rent, depreciation, utilities, capital equipment or other administrative items allocated to a controlling person of Medley Capital LLC. Medley Capital LLC is an affiliate of SIC Advisors.

We have entered into a dealer manager agreement with SC Distributors, LLC who receives a dealer manager fee of up to 2.50% of gross proceeds raised in the offering. An affiliated entity of SC Distributors, LLC owns an equity interest in SIC Advisors, which provides the right to receive a fixed percentage of the management fees received by SIC Advisors.
On March 20, 2017, the Company, SIC Advisors LLC, and SC Distributors, LLC agreed to remove any dealer manager fee payable to SC Distributors, LLC by investors with respect to shares of common stock sold to investors under a placement agreement through a registered investment advisor. In connection with any such sales, SIC Advisors LLC has agreed to pay SC Distributors LLC a platform placement fee in an amount equal to 1.50% of the gross offering proceeds from such sales.

On June 15, 2017, the Company, SIC Advisors and SC Distributors LLC entered into the First Amendment to the Second Amended and Restated Dealer Manager Agreement (the “First Amendment”). The terms of the First Amendment became effective with respect to subscriptions of Class A shares submitted beginning on June 16, 2017. Pursuant to the First Amendment, the upfront selling commission was reduced from 7.00% of gross proceeds to up to 3.00% of gross proceeds and the dealer manager fee was reduced from 2.75% of gross proceeds to up to 2.50% of gross proceeds. Further, in connection with the sale of Class A shares by participating broker-dealers, SC Distributors LLC will reallow and pay participating broker-dealers up to: (a) 3.00% of the gross proceeds from their allocated sales of Class A shares; and (b) 2.50% of the gross proceeds for dealer manager fees of Class A shares. In addition, SIC Advisors will pay the SC Distributors LLC, without reimbursement from the Company, an ongoing distribution and stockholder servicing fee that accrues daily in an amount equal to 1/365th of up to 1.0% of the net asset value per Class A share as of the end of each quarterly period following the date of purchase on a continuous basis from year to year for certain services.

We have entered into a license agreement with SIC Advisors under which SIC Advisors has agreed to grant us a non-exclusive, royalty-free license to use the name “Sierra” for specified purposes in our business. Under thisthe license agreement, we will have a right to use the “Sierra” name, subject to certain conditions, for so long as SIC Advisors or one of its affiliates remains our investment adviser. Other than with respect to this limited license, we will have no legal right to the “Sierra” name.


 In addition, we entered into the Expense Limitation Agreement with Medley Capital LLC (as described and for the period set forth in "Administrative Services").

Management Fee

We pay SIC Advisors a fee for its services under the Investment Advisory Agreement. The fee consists of two components: a base management fee and an incentive fee.

The base management fee is calculated at an annual rate of 1.75% of our gross assets and is payable quarterly in arrears. The incentive fee consists of:

An incentive fee on net investment income (“subordinated incentive fee on income”) is calculated and payable quarterly in arrears and is based upon pre-incentive fee net investment income for the immediately preceding quarter. No subordinated incentive fee on income is payable in any calendar quarter in which pre-incentive fee net investment income does not exceed a quarterly return to stockholders of 1.75% per quarter on our net assets at the end of the immediately preceding fiscal quarter, or the preferred quarterly return. All pre-incentive fee net investment income, if any, that exceeds the preferred quarterly return, but is less than or equal to 2.1875% of net assets at the end of the immediately preceding fiscal quarter in any quarter, will be payable to SIC Advisors. We refer to this portion of our subordinated incentive fee on income as the catch up. It is intended to provide an incentive fee of 20% on pre-incentive fee net investment income when pre-incentive fee net investment income exceeds 2.1875% of net assets at the end of the immediately preceding quarter in any quarter. For any quarter in which our pre-incentive fee net investment income exceeds 2.1875% of net assets at the end of the immediately preceding quarter, the subordinated incentive fee on income shall equal 20% of the amount of pre-incentive fee net investment income, because the preferred return and catch up will have been achieved.
A capital gains incentive fee will be earned on realized investments and shall be payable in arrears as of the end of each calendar year during which the Investment Advisory Agreement is in effect. If the Investment Advisory Agreement is terminated, the fee will become payable as of the effective date of such termination. The capital gains incentive fee is based on our realized capital gains on a cumulative basis from inception, computed net of all realized capital losses and unrealized capital depreciation on a cumulative basis, which we refer to as “net realized capital gains.” The capital gains incentive fee equals 20% of net realized capital gains, less the aggregate amount of any previously paid capital gains incentive fee.

On April 23, 2021, the Company entered into the Incentive Fee Waiver Agreement with SIC Advisors, pursuant to which SIC Advisors agreed to waive (i) 50% of any incentive fee on income is payable in any calendar quarter in which pre-incentive fee net investment income does not exceed a quarterly return to stockholders of 1.75% per quarter on our net assets at the end of the immediately preceding fiscal quarter, or the preferred quarterly return. All pre-incentive fee net investment income, if any, that exceeds the quarterly preferred return, but is less than or equal to 2.1875% of net assets at the end of the immediately preceding fiscal quarter in any quarter, will be payable to SIC Advisors. We refer to this portionAdvisors for any fiscal quarter during the period beginning with the fiscal quarter ending September 30, 2021 and the fiscal quarter ending June 30, 2022, and (ii) 50% of our subordinatedany incentive fee on income ascapital gains payable to SIC Advisors for the catch up. It is intended to provide an


incentive feefiscal year ending December 31, 2021. For the avoidance of 20% on pre-incentive fee net investment income when pre-incentive fee net investment income exceeds 2.1875% of net assets atdoubt, the endIncentive Fee Waiver Agreement does not amend the calculation of the immediately preceding quarterincentive fees as set forth in any quarter. For any quarter in which our pre-incentive fee net investment income exceeds 2.1875%the Investment Advisory Agreement. Other than the waiver contemplated by the Incentive Fee Waiver Agreement, the terms of net assets at the end of the immediately preceding quarter, the subordinated incentive fee on income shall equal 20% of the amount of pre-incentive fee net investment income, because the preferred return and catch up will have been achieved.
A capital gains incentive fee will be earned on realized investments and shall be payable in arrears as of the end of each calendar year during which the Investment Advisory Agreement iswill remain in full force and effect. IfFollowing (i) the fiscal quarter ending June 30, 2022 with respect to the waiver granted by SIC Advisors on any incentive fee payable on income, and (ii) the fiscal year ending December 31, 2021 with respect to the waiver granted by SIC Advisors on any incentive fee payable on capital gains, unless otherwise extended by the Company and SIC Advisors, the Incentive Fee Waiver Agreement will terminate and the original terms of the Investment Advisory Agreement is terminated, the fee will become payable as of the effective date of such termination. The capital gains incentive fee is based on our realized capital gains on a cumulative basis from inception, computed net of all realized capital lossesbe in full force and unrealized capital depreciation on a cumulative basis, which we refer to as “net realized capital gains.” The capital gains incentive fee equals 20% of net realized capital gains, less the aggregate amount of any previously paid capital gains incentive fee.
effect.

Under the terms of the Investment Advisory Agreement, SIC Advisors bears all organizationorganizational and offering expenses on our behalf. Since June 2, 2014, the date that we raised $300 million in gross proceeds in connection with the sale of shares of our common stock, SIC Advisors haswas no longer been obligated to bear, pay or otherwise be responsible for any ongoing organizationorganizational and offering expenses on our behalf, and we have beenwere responsible for paying or otherwise incurring all such organizationorganizational and offering expenses. Pursuant to the terms of the Investment Advisory Agreement, we havehad agreed to reimburse SIC Advisors for any such organizational and offering expenses incurred by SIC Advisors not to exceed 1.25% of the gross subscriptions raised by us over the course of the offering period, which was initially scheduled to terminate two years from the initial offering date, unless extended. Most recently, at a meeting held on March 1, 2017, ourOn July 2, 2018, the Company’s board of directors approved another extensiondetermined to terminate the Company’s offering effective as of our offeringJuly 31, 2018.

Pursuant to the Investment Advisory Agreement, SIC Advisors implements the Company’s business strategy on a day-to-day basis and performs certain services for an additional year, which will extend the offering through April 17, 2018, unless further extended. NotwithstandingCompany, subject to oversight by the foregoing, inCompany’s board of directors. SIC Advisors is responsible for, among other duties, determining investment criteria, sourcing, analyzing and executing investment transactions, asset sales, financings and performing asset management duties. Under the event that organizationalInvestment Advisory Agreement, the Company has agreed to pay SIC Advisors a management fee for investment advisory and offering expenses, together with sales commissions, the dealer managermanagement services consisting of a base management fee and any discounts paid to members of the Financial Industry Regulatory Authority, exceed 15% of the gross proceeds from the sale of shares of our common stock pursuant to our registration statement or otherwise at the time of the completion of our offering, then SIC Advisors shall be required to pay or, if already paid by us, reimburse us for amounts exceeding such 15% limit.


an incentive fee.

Critical Accounting Policies

This discussion of our expected operating plans is based upon our expected consolidated financial statements, which will be prepared in accordance with U.S. generally accepted accounting principles generally accepted in the United States, or GAAP.("GAAP"). The preparation of these consolidated financial statements will require our management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses. Changes in the economic environment, financial markets and any other parameters used in determining such estimates could cause actual results to differ. In addition to the discussion below, we will describe our critical accounting policies in the notes to our future consolidated financial statements.


Valuation of Investments

We apply fair value accounting to all of its financial instruments in accordance with the 1940 Act and ASC Topic 820 — Fair Value Measurements and Disclosures (“ASC 820”). ASC 820 defines fair value, establishes a framework used to measure fair value and requires disclosures for fair value measurements. In accordance with ASC 820, we have categorized its financial instruments carried at fair value, based on the priority of the valuation technique, into a three-level fair value hierarchy as identified below and discussed in Note 4.

Level 1 — Quoted prices are available in active markets for identical investments as of the reporting date. Publicly listed equities and publicly listed derivatives will be included in Level 1. In addition, securities sold, but not yet purchased and call options will be included in Level 1. We will not adjust the quoted price for these investments, even in situations where we hold a large position and a sale could reasonably affect the quoted price.
Level 2 — Pricing inputs are other than quoted prices in active markets, which are either directly or indirectly observable as of the reporting date, and fair value is determined through the use of models or other valuation methodologies. In certain cases, debt and equity securities are valued on the basis of prices from an orderly transaction between market participants provided by reputable dealers or pricing services. In determining the value of a particular investment, pricing services may use certain information with respect to transactions in such investments, quotations from dealers, pricing matrices, market transactions in comparable investments, and various relationships between investments. Investments which are generally expected to be included in this category include corporate bonds and loans, convertible debt indexed to publicly listed securities, and certain over-the-counter derivatives.

Level 3 — Pricing inputs are unobservable for the investment and include situations where there is little, if any, market activity for the investment. The inputs into the determination of fair value require significant judgment or estimation. Investments that are expected to be included in this category are our private portfolio companies.

Level 1 — Quoted prices are available in active markets for identical investments as of the reporting date. Publicly listed equities and publicly listed derivatives will be included in Level 1. In addition, securities sold, but not yet purchased and call options will be included in Level 1. We will not adjust the quoted price for these investments, even in situations where we hold a large position and a sale could reasonably affect the quoted price.
Level 2 — Pricing inputs are other than quoted prices in active markets, which are either directly or indirectly observable as of the reporting date, and fair value is determined through the use of models or other valuation methodologies. In certain cases, debt and equity securities are valued on the basis of prices from an orderly transaction between market participants provided by reputable dealers or pricing services. In determining the value of a particular investment, pricing services may use certain information with respect to transactions in such investments, quotations from dealers, pricing matrices, market transactions in comparable investments, and various relationships between investments. Investments which are generally expected to be included in this category include corporate bonds and loans, convertible debt indexed to publicly listed securities, and certain over-the-counter derivatives.
Level 3 — Pricing inputs are unobservable for the investment and include situations where there is little, if any, market activity for the investment. The inputs into the determination of fair value require significant judgment or estimation. Investments that are expected to be included in this category are our private portfolio companies.

Fair value is a market-based measure considered from the perspective of the market participant who holds the financial instrument rather than an entity specific measure. Therefore, when market assumptions are not readily available, our own assumptions are set to reflect those that management believes market participants would use in pricing the financial instrument at the measurement date.

Investments for which market quotations are readily available are valued at such market quotations, which are generally obtained from an independent pricing service or multiple broker-dealers or market makers. We weight the use of third-party broker quotes, if any, in determining fair value based on our understanding of the level of actual transactions used by the broker to develop the quote and whether the quote was an indicative price or binding offer. However, debt investments with remaining maturities within 60 days that are not credit impaired are valued at cost plus accreted discount, or minus amortized premium, which approximates fair value. Investments for which market quotations are not readily available are valued at fair value as determined by our board of directors based upon input from management and third party valuation firms. Because these investments are illiquid and because there may not be any directly comparable companies whose financial instruments have observable market values, these loans are valued using a fundamental valuation methodology, consistent with traditional asset pricing standards, that is objective and consistently applied across all loans and through time.

We use third-party valuation firms to assist the board of directors in the valuation of its portfolio investments. The valuation reports generated by the third-party valuation firms consider the evaluation of financing and sale transactions with third parties, expected cash flows and market based information, including comparable transactions, performance multiples, and movement in yields of debt instruments, among other factors. Based on market data obtained from the third-party valuation firms, we use a combined market yield analysis and an enterprise model of valuation. In applying the market yield analysis, the value of our loans are determined based upon inputs such as the coupon rate, current market yield, interest rate spreads of similar securities, the stated value of the loan, and the length to maturity. In applying the enterprise model, we use a waterfall analysis which takes into account the specific capital structure of the borrower and the related seniority of the instruments within the borrower’s capital structure into consideration. To estimate the enterprise value of the portfolio company, we weigh some or all of the traditional market valuation methods and factors based on the individual circumstances of the portfolio company in order to estimate the enterprise value. The methodologies for performing investments may be based on, among other things: valuations of comparable public companies, recent sales of private and public comparable companies, discounting the forecasted cash flows of the portfolio company, third party valuations of the portfolio company, considering offers from third parties to buy the company, estimating the value to potential strategic buyers and considering the value of recent investments in the equity securities of the portfolio company. For non-performing investments, we may estimate the liquidation or collateral value of the portfolio company’s assets and liabilities using an expected recovery model. We may estimate the fair value of warrants based on a model such as the Black-Scholes model or simulation models or a combination thereof.

We undertake a multi-step valuation process each quarter when valuing investments for which market quotations are not readily available, as described below:


our quarterly valuation process begins with each portfolio investment being initially valued by the valuation professionals;
conclusions are then documented and discussed with senior management; and
an independent valuation firm engaged by our board of directors prepares an independent valuation report for approximately one third of the portfolio investments each quarter on a rotating quarterly basis on non fiscal year-end quarters, such that each of these investments will be valued by an independent valuation firm at least twice per annum when combined with the fiscal year-end review of all the investments by independent valuation firms, exclusive of the TRS underlying portfolio.

our quarterly valuation process begins with each portfolio investment being initially valued by the valuation professionals;
conclusions are then documented and discussed with senior management; and
an independent valuation firm engaged by our board of directors prepares an independent valuation report for approximately one third of the portfolio investments each quarter on a rotating quarterly basis on non fiscal year-end quarters, such that each of these investments will be valued by an independent valuation firm at least twice per annum when combined with the fiscal year-end review of all the investments by independent valuation firms.

In addition, all of our investments are subject to the following valuation process:


management reviews preliminary valuations and their own independent assessment;
the audit committee of our board of directors reviews the preliminary valuations of senior management and independent valuation firms; and
our board of directors discusses valuations and determines the fair value of each investment in our portfolio in good faith based on the input of SIC Advisors, the respective independent valuation firms and the audit committee.


management reviews preliminary valuations and their own independent assessment;
the audit committee of our board of directors reviews the preliminary valuations of senior management and independent valuation firms; and
our board of directors discusses valuations and determines the fair value of each investment in our portfolio in good faith based on the input of SIC Advisors, the respective independent valuation firms and the audit committee.

Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of our investments may differ significantly from the values that would have been used had a readily available market value existed for such investments, and the differences could be material.

The valuation procedures described are generally applied to In addition, changes in the loans underlyingmarket environment (including the TRS, except that such assets are not reviewed by independent third party valuation firms. We will valueimpact of COVID-19 on the TRS in accordance withfinancial market), portfolio company performance, and other events may occur over the TRS Agreement. Pursuant to the TRS Agreement, the valuelives of the TRS willinvestments that may cause the gains or losses ultimately realized on these investments to be based onmaterially different than the increase or decrease in the value of the assets underlying the TRS, together with accrued interest income, interest expense and certain other expenses incurred under the TRS. The assets underlying the TRS will be valued by Citibank. Citibank will base its valuation on the indicative bid prices provided by an independent third-party pricing service. Bid prices reflect the highest price that market participants may be willing to pay. These valuations are sent to us for review and testing. Our board of directors will review and approve the value of the TRS, as well as the value of the assets underlying the TRS, on a quarterly basis as part of their quarterly determination of NAV. To the extent our board of directors has any questions or concerns regarding the valuation of the assets underlying the TRS, such valuation will be discussed or challenged pursuant to the terms of the TRS. For additional disclosures on the TRS, see “Off-Balance Sheet Arrangements.”
currently assigned.

Our investments in subordinated notes are carried at fair value, which is based on a discounted cash flow model. The discounted cash flow model models both the underlying collateral (“assets”) and the liabilities of the CLO capital structure. The discounted cash flow model uses a set of assumptions including projected default rates, recovery rates, reinvestment rates and prepayment rates in order to arrive at estimated cash flows of the assets. The discounted cash flow model distributes the asset cash flows to the liability structure based on the payment priorities and discounts them back using appropriate market discount rates based on discount rates for comparable CLOs. The assumptions are based on available market data as well as management estimates. Additional data is used to validate the results from the discounted cash flow method, such as analysis of relevant data observed in the CLO market, review of quotes, where available, recent acquisitions and observable transactions in the subordinated notes, among other factors.

13

Revenue Recognition

We record interest income on an accrual basis to the extent that we expect to collect such amounts. For loans and debt securities with contractual PIK interest, which represents contractual interest accrued and added to the principal balance, we generally will not accrue PIK interest for accounting purposes if the portfolio company valuation indicates that such PIK interest is not collectible. We do not accrue as a receivable interest on loans and debt securities or accounting purposes if we have reason to doubt our ability to collect such interest. Original issue discounts, market discounts, or premiums are accreted or amortized using the effective interest method as interest income. We record prepayment premiums on loans and debt securities as fee income. Dividend income, if any, is recognized on an accrual basis to the extent that we expect to collect such amount.


Net Realized Gains or Losses and Net Change in Unrealized Appreciation or Depreciation

We measure net realized gains or losses by the difference between the net proceeds from the repayment or sale and the amortized cost basis of the investment, without regard to unrealized appreciation or depreciation previously recognized. Net change in unrealized appreciation or depreciation reflects the change in portfolio investment values during the reporting period, including any reversal of previously recorded unrealized appreciation or depreciation, when gains or losses are realized.


Payment-in-Kind Interest

We have investments in our portfolio that contain a PIK interest provision. Any PIK interest is added to the principal balance of such investments and is recorded as income, if the portfolio company valuation indicates that such PIK interest is collectible. In order to maintain our status as a RIC tax treatment, substantially all of this income must be paid out to stockholders in the form of dividends, even if we have not collected any cash.


Organization and Offering Expenses
We have been responsible for all ongoing organization and offering expenses since June 2, 2014.

U.S. Federal Income Taxes

We have elected, and intend to qualify annually, to be treated for U.S. federal income tax purposes and intend to qualify annually thereafter, as a RIC under Subchapter M of the Code. As a RIC, we generally will not have to pay corporate-level U.S. federal income taxes on any ordinary income or capital gains that we distribute to our stockholders from our tax earnings and profits. To obtain and maintain our RIC tax treatment, we must, among other things, meet specified source-of-income and asset diversification requirements and distribute annually at least 90% of our ordinary income and realized net short-term capital gains in excess of realized net long-term capital losses, if any.



Recent Developments

On October 4, 2017, the Company, SIC Advisors and certain of our affiliates received an exemptive order that supersedes the Exemptive Order (the “New Exemptive Order”) and allows, in addition to the entities already covered by the Exemptive Order, Medley LLC and its subsidiary, Medley Capital LLC, to the extent they hold financial assets in a principal capacity, and any direct or indirect, wholly- or majority-owned subsidiary of Medley LLC that is formed in the future, to participate in co-investment transactions with us that would otherwise be prohibited by either or both of Sections 17(d) and 57(a)(4) of the 1940 Act. The terms of the New Exemptive Order are substantially similar to the Exemptive Order.

On October 10, 2017,July 27, 2021, our board of directors declared a series of semi-monthlymonthly distributions for October, NovemberJuly, August and December 2017September 2021 in the amount of $0.02667$0.01 per share. Stockholders of record as of each respective monthly record date will be entitled to receive the distribution. Below are the details for each respective distribution:

Record Date

Payment Date

 

Amount per share

 

July 29, 2021

July 30, 2021

 $0.01 

August 30, 2021

August 31, 2021

  0.01 

September 29, 2021

September 30, 2021

  0.01 

As previously reported, on March 7, 2021, Medley LLC, the parent of the Company’s investment adviser and administrator, commenced a voluntary case (the “Chapter 11 Case”) under chapter 11 of title 11 of the United States Code in the United States Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”). The Chapter 11 Case is captioned In re Medley LLC, No, 21-10526 (KBO) (Bankr. D. Del. Mar. 7, 2021).

In connection with the Chapter 11 Case, on August 11, 2021 the Company entered into a commitment letter (the “Commitment Letter”) among the Company, Medley LLC, Medley Capital LLC, and SIC Advisors, pursuant to which the Company has agreed to contribute $2.1 million, subject to certain conditions, to an employee compensation and retention plan (the “Compensation Plan”) to be established by Medley Capital LLC.  The Compensation Plan is an element of a Term Sheet dated July 21, 2021 (the “Term Sheet”) filed by Medley LLC with the Bankruptcy Court as Docket No. 276 in the Chapter 11 Case.

Pursuant to the Commitment Letter, the Company’s contribution is to be made in three equal installments of $700,000 in September 2021, December 2021, and January 2022, and the contributions are to be used solely to fund payments to employees of Medley Capital LLC under the Compensation Plan. To the extent any such employee forfeits a compensation payment to which he or she would otherwise be entitled or is obligated to return a payment received, the Company is entitled to recoup the amount in its sole discretion.

The Company’s obligations under the Commitment Letter are subject to review and approval of definitive documents relating to the Compensation Plan, conditionally approved by the Bankruptcy Court for purposes of solicitation of votes, in form and substance consistent with the Compensation Plan included as an exhibit to the Term Sheet. 

The Company may terminate the Commitment Letter by written notice to Medley LLC, Medley Capital LLC, and SIC Advisors upon the occurrence of certain events, including, but not limited to, the entry by the Bankruptcy Court of an order materially inconsistent with the Term Sheet; the failure by the Bankruptcy Court to have entered an appropriate order by November 30, 2021; or the failure by SIC Advisors to comply with any covenant or agreement in the Investment Advisory Agreement dated April 5, 2012 between SIC Advisors and the Company.

14

Record Date Payment Date Amount per share
July 14 and 31, 2017 October 31, 2017 $0.02667
August 15 and 31, 2017 November 30, 2017 0.02667
September 15 and 30, 2017 December 29, 2017 0.02667


Item3. Quantitative and Qualitative Disclosures About Market Risk

We are subject to financial market risks, including changes in interest rates. The continued uncertainty with respect to the economic effects of the COVID-19 pandemic has introduced significant volatility in the financial markets, and the effects of this volatility could materially impact our market risks, including those listed below. For additional information concerning the potential impact of the COVID-19 pandemic on our business and our operating results, see Item 1A “Risk Factors -- We are subject to financial market risks, including changes in interest rates. See “Risk Factors - Risks Relating to Debt Financing - We are currently operating in a period of capital markets disruptions and economic uncertainty. Such market conditions may materially and adversely affect debt and equity capital markets, which may have a negative impact on our business, financial condition and operations.” in Part 1 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2020.

As of SeptemberJune 30, 2017, 90.3%202197.7% of our portfolio investments (based on fair value) paid floating interest rates, 9.7%while 2.3% paid fixed interest rates 5.1%and 13.3% were non-income producing equity or other investments and the remaining 94.9%while 86.7% were income producing equityinvestments. In connection with the COVID-19 pandemic, the U.S. Federal Reserve and other central banks have reduced certain interest rates and LIBOR has decreased. A prolonged reduction in interest rates will reduce our gross investment income and could result in a decrease in our net investment income if such decreases in LIBOR are not offset by a corresponding increase in the spread over LIBOR that we earn on any portfolio investments, a decrease in our operating expenses, including with respect to our income incentive fee, or other investments. Aa decrease in the interest rate of our floating interest rate liabilities tied to LIBOR. In contrast, a rise in the general level of interest rates can be expected to lead to higher interest rates applicable to any variable rate investments we hold and to declines in the value of any fixed rate investments we hold. In addition, a rise in interest rates may increase the likelihood that a portfolio company defaults on a loan. However, many of our variable rate investments provide for an interest rate floor, which may prevent our interest income from increasing until benchmark interest rates increase beyond a threshold amount. To the extent that a substantial portion of our investments may be in variable rate investments, an increase in interest rates beyond this threshold would make it easier for us to meet or exceed the hurdle rate applicable to the subordinated incentive fee on income under the Investment Advisory Agreement we have entered into with SIC Advisors, and may result in a substantial increase in our net investment income and to the amount of incentive fees payable to SIC Advisors with respect to our increased pre-incentive fee net investment income.

Under the terms of the TRS between Arbor and Citibank, Arbor will pay fees to Citibank at a floating rate based on LIBOR in exchange for the right to receive the economic benefit of a portfolio of assets having a maximum notional amount of $300 million.

Our interest expense will also be affected by changes in the published LIBOR rate in connection with the Alpine Credit Facility. See "Risks Relating to Debt Financing - Changes relating to the LIBOR calculation process may adversely affect the value of our credit facilities.portfolio of LIBOR-indexed, floating-rate debt securities” in "Item 1 A. Risk Factors" of our annual report on Form 10-K for the fiscal year ended December 31, 2020. We expect any future credit facilities, total return swap agreements or other financing arrangements that we or any of our subsidiaries may enter into will also be based on a floating interest rate. As a result, we are subject to risks relating to changes in market interest rates. In periods of rising interest rates, when we or our subsidiaries have debt outstanding or financing arrangements in effect, our cost of funds would increase, which could reduce our net investment income, especially to the extent we hold fixed rate investments.

In addition, any investments we make that are denominated in a foreign currency will be subject to risks associated with changes in currency exchange rates. These risks include the possibility of significant fluctuations in the foreign currency markets, the imposition or modification of foreign exchange controls and potential illiquidity in the secondary market. These risks will vary depending upon the currency or currencies involved.

Based on our Consolidated Statement of Assets and Liabilities as of SeptemberJune 30, 2017,2021, the following table shows the approximate annual impact on the change in net interest income of hypothetical base rate changes in interest rates, assuming no changes in our investment portfolio and capital structure:

  Change in
Basis point increase 
Interest Income (1)
 Interest Expense Net Interest Income
100 $11,055,230
 $4,200,000
 $6,855,230
200 19,715,474
 8,400,000
 11,315,474
300 28,375,718
 12,600,000
 15,775,718
400 37,035,962
 16,800,000
 20,235,962
500 45,696,206
 21,000,000
 24,696,206

(1) Assumes no defaults or prepayments by portfolio companies over the next twelve months.

  

Change in

 
  

Interest

  

Interest

  

Net Interest

 

Basis point increase/(decrease)

 

Income (1)

  

Expense

  

Income

 

300

 $14,241,953  $3,726,000  $10,515,953 

200

  5,532,710   2,484,000   3,048,710 

100

  785,392   1,242,000   (456,608)

(100)

     (138,023)  138,023 

(200)

     (138,023)  138,023 

(300)

     (138,023)  138,023 

(1)

Assumes no defaults or prepayments by portfolio companies over the next twelve months.

We expect that our long-term investments will be financed primarily with equity and debt. If deemed prudent, we may use interest rate risk management techniques in an effort to minimize our exposure to interest rate fluctuations. These techniques may include various interest rate hedging activities to the extent permitted by the 1940 Act. Adverse developments resulting from changes in interest rates or hedging transactions could have a material adverse effect on our business, financial condition and results of operations. During the three months ended SeptemberJune 30, 2017,2021, we did not engage in interest rate hedging activities.

In addition, we may have risk regarding portfolio valuation. See “Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations-Critical Accounting Policies-Valuation of Investments” and “Item 1A. Risk Factors.”


Item4.Controls and Procedures


Evaluation of Disclosure Controls and Procedures

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


Changes in Internal Control Over Financial Reporting

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

PART II. Other Information

Item1. Legal Proceedings
There

From time to time, we are no material pendinginvolved in various legal proceedings, lawsuits and claims incidental to which we or anythe conduct of our subsidiariesbusiness. Our businesses are aalso subject to extensive regulation, which may result in regulatory proceedings against us. We are not currently party or of whichto any of our property or any of our subsidiaries' property is the subject.material legal proceedings.


Item1A. Risk Factors

In addition to other information set forth in this report, you should carefully consider the “Risk Factors” discussed in our annual report on Form 10-K for the fiscal year ended December 31, 2016,2020, filed with the SEC on March 7, 2017,19, 2021, which could materially affect our business, financial condition and/or operating results. ThereOther than the items disclosed below, there have been no material changes during the ninesix months ended SeptemberJune 30, 20172021 to the risk factors discussed in “Item 1A. Risk Factors” of our annual report on Form 10-K. Additional risks or uncertainties not currently known to us or that we currently deem to be immaterial also may materially affect our business, financial

condition and/or operating results.

You will have limited opportunities to sell your shares and, to the extent you are able to sell your shares under our share repurchase program beginning in the second quarter of 2021, you may not be able to recover the amount of your investment in our shares.

Our share repurchase program includes numerous restrictions that limit your ability to sell your shares. At the discretion of our board of directors, we may also use cash on hand, cash available from borrowings and cash from the sale of our investments as of the end of the applicable quarter to repurchase shares. We limit repurchases in each quarter to the lesser of (i) the number of shares of common stock that the Company can purchase with the proceeds received under the Company’s distribution reinvestment plan from the prior quarter (the prior two quarters in the case of the first share repurchase offer for the quarter ending June 30, 2021); or (ii) 2.5% of the weighted average number of shares of our common stock outstanding in the prior four calendar quarters. To the extent that the number of shares put to us for repurchase exceeds the number of shares that we are able to purchase, we will repurchase shares on a pro rata basis, not on a first-come, first-served basis. Further, we will have no obligation to repurchase shares if the repurchase would violate the restrictions on distributions under federal law or Maryland law, which prohibits distributions that would cause a corporation to fail to meet statutory tests of solvency. These limits may prevent us from accommodating all repurchase requests made in any year. In addition, our board of directors may suspend, modify or discontinue the share repurchase program at any time. We will notify you of such developments: (i) in our periodic or current reports or (ii) by means of a separate mailing to you. Further, the share repurchase program may have many limitations and should not be relied upon as a method to sell shares promptly and at a desired price.

The timing of our repurchase offers pursuant to our share repurchase program may be at a time that is disadvantageous to our stockholders.

When we begin making quarterly repurchase offers pursuant to the share repurchase program, beginning in the second quarter of 2021, we may offer to repurchase shares at a price that is lower than the price that investors paid for shares in our offering. As a result, to the extent investors paid an offering price that includes the related sales load and to the extent investors have the ability to sell their shares pursuant to our share repurchase program, then the price at which an investor may sell shares, which will be at a price equal to our most recently disclosed net asset value per share immediately prior to the date of repurchase, may be lower than what an investor paid in connection with the purchase of shares in our offering.

We cannot predict how new tax legislation will affect us, our investments, or our shareholders, and any such legislation could adversely affect our business. 

Legislative or other actions relating to taxes could have a negative effect on us. The rules dealing with U.S. federal income taxation are constantly under review by persons involved in the legislative process and by the Internal Revenue Service and the U.S. Treasury Department. The Biden Administration has proposed significant changes to the existing U.S. tax rules, and there are a number of proposals in Congress that would similarly modify the existing U.S. tax rules. The likelihood of any such legislation being enacted is uncertain, but new legislation and any U.S. Treasury regulations, administrative interpretations or court decisions interpreting such legislation could significantly and negatively affect our ability to qualify for tax treatment as a RIC or the U.S. federal income tax consequences to us and our investors of such qualification, or could have other adverse consequences. Investors are urged to consult with their tax advisor regarding tax legislative, regulatory, or administrative developments and proposals and their potential effect on an investment in our common stock.

 

Item2. Unregistered Sales of Equity Securities and Use of Proceeds.

Proceeds

In June 2013, we commenced a share repurchase program pursuant to which it intends to conductwe conducted quarterly share repurchases, of up to 2.5% of the weighted average number of outstanding shares in any 3-month period or 10% of the weighted average number of outstanding shares in any 12-month period. The purpose of the share repurchase program iswas to allow stockholders to sell their shares back to us at a price equal to the most recently disclosed NAV per share of our common stock immediately prior to the date of repurchase. Shares will bewere purchased from stockholders participating in the program on a pro rata basis. Unless our board of directors determinesdetermined otherwise, the number of shares to be repurchased during any calendar year will bewere limited to the proceeds received in association with the sale of shares of common stock under the distribution reinvestment plan. See Note 13

Notwithstanding the suspension of the share repurchase program, our board of directors approved the repurchase of shares of our common stock from our stockholders who have requested repurchases in connection with such stockholder’s death or disability. 

In addition, on April 28, 2021, our board of directors authorized a share repurchase program, pursuant to which the Company intends to conduct quarterly share repurchases, beginning in the second quarter of 2021, of the lesser of: (i) the number of shares of common stock, par value $0.0001 per share, that the Company can purchase with the proceeds received under the DRIP from the prior quarter; or (ii) 2.5% of the weighted average number of shares of common stock outstanding in the prior four calendar quarters (the “Share Repurchase Program”). Notwithstanding the foregoing, in connection with the first share repurchase offer for the quarter ending June 30, 2021, the Company intends to repurchase the number of Shares that the Company can purchase with the proceeds received under the DRIP from the prior two quarters. The purpose of the Share Repurchase Program is to allow stockholders to sell their shares of common stock back to the Company at a price equal to the most recently disclosed net asset value per share of the Company’s common stock immediately prior to the date of such share repurchase. Shares will be purchased from stockholders participating in the Share Repurchase Program on a pro rata basis. The Share Repurchase Program may be suspended, extended, modified or discontinued by our consolidated financial statements for more information.

board of directors at any time.

During the three and six months ended June 30, 2021, the Company repurchased 962,031 and 964,482 of shares of certain shareholders pursuant to the Share Repurchase Program and due to death or disability, respectively. The following table provides information concerning our repurchases of shares of our common stock from our stockholders who have requested repurchases in connection with such stockholder’s death or disability during the three and six months ended SeptemberJune 30, 2017 pursuant to our share repurchase program:2021:

          

Total Number of Shares

  

Maximum Number of

 
          

Purchased as Part of

  

Shares that May Yet be

 
  

Total Number of

  

Average Price Per

  

Publicly Announced

  

Purchased Under the

 

Period

 

Shares Purchased

  

Share Paid

  

Plans or Programs

  

Plans or Programs

 

January 1, 2021 - January 31, 2021

  2,451  $4.91       

April 1, 2021 - April 30, 2021

  384,363   5.12       

June 1, 2021 - June 30, 2021

  577,668   5.28       

Total

  964,482  $5.22       

Period 
Total Number
of Shares Purchased
 Average Price per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Maximum Number (or Approximate Dollar Value) of Shares that May Yet Be Purchased Under the Plans or Programs
July 1, 2017 through September 30, 2017 871,710 $8.02 870,337 
(1)

(1) A description of the maximum number of shares that may be purchased under our share repurchase program is included in the narrative preceding this table.


Item3. Defaults Upon Senior Securities.

Securities

None.


Item4. Mine Safety Disclosures.
Disclosures

Not Applicable.


Item5. Other Information

As previously reported, on March 7, 2021, Medley LLC, the parent of the Company’s investment adviser and administrator, commenced a voluntary case (the “Chapter 11 Case”) under chapter 11 of title 11 of the United States Code in the United States Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”). The Chapter 11 Case is captioned In re Medley LLC, No, 21-10526 (KBO) (Bankr. D. Del. Mar. 7, 2021).

In connection with the Chapter 11 Case, on August 11, 2021 the Company entered into a commitment letter (the “Commitment Letter”) among the Company, Medley LLC, Medley Capital LLC, and SIC Advisors, pursuant to which the Company has agreed to contribute $2.1 million, subject to certain conditions, to an employee compensation and retention plan (the “Compensation Plan”) to be established by Medley Capital LLC.  The Compensation Plan is an element of a Term Sheet dated July 21, 2021 (the “Term Sheet”) filed by Medley LLC with the Bankruptcy Court as Docket No. 276 in the Chapter 11 Case.

Pursuant to the Commitment Letter, the Company’s contribution is to be made in three equal installments of $700,000 in September 2021, December 2021, and January 2022, and the contributions are to be used solely to fund payments to employees of Medley Capital LLC under the Compensation Plan. To the extent any such employee forfeits a compensation payment to which he or she would otherwise be entitled or is obligated to return a payment received, the Company is entitled to recoup the amount in its sole discretion.

The Company’s obligations under the Commitment Letter are subject to review and approval of definitive documents relating to the Compensation Plan, conditionally approved by the Bankruptcy Court for purposes of solicitation of votes, in form and substance consistent with the Compensation Plan included as an exhibit to the Term Sheet. 

The Company may terminate the Commitment Letter by written notice to Medley LLC, Medley Capital LLC, and SIC Advisors upon the occurrence of certain events, including, but not limited to, the entry by the Bankruptcy Court of an order materially inconsistent with the Term Sheet; the failure by the Bankruptcy Court to have entered an appropriate order by November 30, 2021; or the failure by SIC Advisors to comply with any covenant or agreement in the Investment Advisory Agreement dated April 5, 2012 between SIC Advisors and the Company.

None.


Item6. Exhibits.

EXHIBIT INDEX
Exhibits

3.1

NumberDescription
3.1

3.2

3.3

3.4

3.5

3.6

10.1

10.2

10.2

Investment Advisory Agreement

10.3

10.4

10.5
10.6
10.7

10.8

10.5

10.9

10.6

Expense Limitation Agreement, dated April 23, 2021, by and between Sierra Income Corporation and Medley Capital LLC

10.7

10.10

10.8

10.11
10.12
10.13

10.14

10.9

10.15
10.16
10.17
10.18

10.19

10.20

10.10

10.21

10.11

10.22

10.12

10.23

10.13

11.1

31.1

31.1

31.2

32.1

99.1
Commitment Letter, dated August 11, 2021, among Sierra Income Corporation, Medley LLC, Medley Capital LLC and SIC Advisors LLC*

* Filed herewith.

17

____________________________
*Filed herewith.





SIGNATURES

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

Dated: August 13, 2021

Dated: November 6, 2017

Sierra Income Corporation

   
 

By

/s/ Seth TaubeDean Crowe

  
Seth Taube

Dean Crowe
Chief Executive Officer


(Principal Executive Officer)

   
 

By

/s/ Christopher M. MathieuRichard T. Allorto, Jr.

  Christopher M. Mathieu

Richard T. Allorto, Jr.
Chief Financial Officer
(Principal Accounting and Financial Officer)




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