0001544206us-gaap:EquitySecuritiesMember2022-12-310001544206csl:DebtSecuritiesSecondLienMembersrt:MinimumMemberus-gaap:IncomeApproachValuationTechniqueMemberus-gaap:MeasurementInputDiscountRateMemberus-gaap:FairValueInputsLevel3Member2023-06-30

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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 March 31,June 30, 2023
OR
oTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period                     to                     
Commission File No. 814-00995
Carlyle Secured Lending, Inc.
(Exact name of Registrant as specified in its charter)
Maryland 80-0789789
(State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification Number)
One Vanderbilt Avenue, Suite 3400, New York, NY 10017(212) 813-4900
(Address of principal executive office) (Zip Code)(Registrant’s telephone number, including area code)
N/A
(Former name, former address and former fiscal year, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
Title of Each ClassTrading Symbol(s)Name of Each Exchange on Which Registered
Common stock, $0.01 par valueCGBDThe Nasdaq Global Select Market
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  ☒    No  ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    Yes  ☒    No  ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer ☒  Accelerated filer o
Non-accelerated filer 
o
  Smaller reporting company o
Emerging growth company 
o
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ☐    No  ☒
The number of shares of the registrant’s common stock, $0.01 par value per share, outstanding at May 8,August 7, 2023 was 50,794,941.


Carlyle Secured Lending, Inc.
INDEX
 
Part I.Financial Information
Item 1.Financial Statements
3
4
6
7
8
3837
Item 2.
7879
Item 3.
9798
Item 4.
9899
Part II.Other Information
Item 1.
99100
Item 1A.
99100
Item 2.
99100
Item 3.
99100
Item 4.
100101
Item 5.
100101
Item 6.
100101
101102
2



CARLYLE SECURED LENDING, INC.
CONSOLIDATED STATEMENTS OF ASSETS AND LIABILITIES
(dollar amounts in thousands, except per share data)
March 31, 2023December 31, 2022June 30, 2023December 31, 2022
ASSETSASSETS(unaudited) ASSETS(unaudited) 
Investments, at fair valueInvestments, at fair valueInvestments, at fair value
Investments—non-controlled/non-affiliated, at fair value (amortized cost of $1,711,272 and $1,734,252, respectively)$1,661,414 $1,671,488 
Investments—non-controlled/affiliated, at fair value (amortized cost of $45,279 and $44,626, respectively)50,996 45,367 
Investments—non-controlled/non-affiliated, at fair value (amortized cost of $1,646,416 and $1,734,252, respectively)Investments—non-controlled/non-affiliated, at fair value (amortized cost of $1,646,416 and $1,734,252, respectively)$1,588,732 $1,671,488 
Investments—non-controlled/affiliated, at fair value (amortized cost of $45,631 and $44,626, respectively)Investments—non-controlled/affiliated, at fair value (amortized cost of $45,631 and $44,626, respectively)51,668 45,367 
Investments—controlled/affiliated, at fair value (amortized cost of $271,097 and $271,097, respectively)Investments—controlled/affiliated, at fair value (amortized cost of $271,097 and $271,097, respectively)261,155 263,022 Investments—controlled/affiliated, at fair value (amortized cost of $271,097 and $271,097, respectively)256,020 263,022 
Total investments, at fair value (amortized cost of $2,027,648 and $2,049,975, respectively)1,973,565 1,979,877 
Total investments, at fair value (amortized cost of $1,963,144 and $2,049,975, respectively)Total investments, at fair value (amortized cost of $1,963,144 and $2,049,975, respectively)1,896,420 1,979,877 
Cash, cash equivalents and restricted cashCash, cash equivalents and restricted cash42,873 30,506 Cash, cash equivalents and restricted cash54,150 30,506 
Receivable for investments soldReceivable for investments sold6,908 1,528 Receivable for investments sold1,396 1,528 
Interest and dividend receivableInterest and dividend receivable26,174 24,023 Interest and dividend receivable24,703 24,023 
Prepaid expenses and other assetsPrepaid expenses and other assets5,887 5,763 Prepaid expenses and other assets5,928 5,763 
Total assetsTotal assets$2,055,407 $2,041,697 Total assets$1,982,597 $2,041,697 
LIABILITIESLIABILITIESLIABILITIES
Debt and Secured Borrowings, net of unamortized debt issuance costs of $2,352 and $2,449, respectively (Note 7)$1,092,707 $1,077,192 
Debt and Secured Borrowings, net of unamortized debt issuance costs of $2,256 and $2,449, respectively (Note 7)Debt and Secured Borrowings, net of unamortized debt issuance costs of $2,256 and $2,449, respectively (Note 7)$1,037,185 $1,077,192 
Payable for investments purchasedPayable for investments purchased— 287 Payable for investments purchased— 287 
Interest and credit facility fees payable (Note 7)Interest and credit facility fees payable (Note 7)6,782 6,749 Interest and credit facility fees payable (Note 7)7,097 6,749 
Dividend payable (Note 9)Dividend payable (Note 9)22,321 22,446 Dividend payable (Note 9)22,320 22,446 
Base management and incentive fees payable (Note 4)Base management and incentive fees payable (Note 4)12,729 12,681 Base management and incentive fees payable (Note 4)12,804 12,681 
Administrative service fees payable (Note 4)Administrative service fees payable (Note 4)1,221 1,711 Administrative service fees payable (Note 4)1,439 1,711 
Other accrued expenses and liabilitiesOther accrued expenses and liabilities1,454 3,208 Other accrued expenses and liabilities2,071 3,208 
Total liabilitiesTotal liabilities1,137,214 1,124,274 Total liabilities1,082,916 1,124,274 
Commitments and contingencies (Notes 8 and 11)Commitments and contingencies (Notes 8 and 11)Commitments and contingencies (Notes 8 and 11)
EQUITYEQUITYEQUITY
NET ASSETSNET ASSETSNET ASSETS
Cumulative convertible preferred stock, $0.01 par value; 2,000,000 shares issued and outstanding as of March 31, 2023 and December 31, 202250,000 50,000 
Common stock, $0.01 par value; 198,000,000 shares authorized; 50,794,941 and 51,060,136 shares issued and outstanding at March 31, 2023 and December 31, 2022, respectively508 511 
Cumulative convertible preferred stock, $0.01 par value; 2,000,000 shares issued and outstanding as of June 30, 2023 and December 31, 2022Cumulative convertible preferred stock, $0.01 par value; 2,000,000 shares issued and outstanding as of June 30, 2023 and December 31, 202250,000 50,000 
Common stock, $0.01 par value; 198,000,000 shares authorized; 50,794,941 and 51,060,136 shares issued and outstanding at June 30, 2023 and December 31, 2022, respectivelyCommon stock, $0.01 par value; 198,000,000 shares authorized; 50,794,941 and 51,060,136 shares issued and outstanding at June 30, 2023 and December 31, 2022, respectively508 511 
Paid-in capital in excess of par valuePaid-in capital in excess of par value1,018,234 1,022,224 Paid-in capital in excess of par value1,018,234 1,022,224 
Offering costsOffering costs(1,633)(1,633)Offering costs(1,633)(1,633)
Total distributable earnings (loss)Total distributable earnings (loss)(148,916)(153,679)Total distributable earnings (loss)(167,428)(153,679)
Total net assetsTotal net assets$918,193 $917,423 Total net assets$899,681 $917,423 
NET ASSETS PER COMMON SHARENET ASSETS PER COMMON SHARE$17.09 $16.99 NET ASSETS PER COMMON SHARE$16.73 $16.99 
The accompanying notes are an integral part of these consolidated financial statements.
3

CARLYLE SECURED LENDING, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(dollar amounts in thousands, except per share data) (unaudited)
For the three month periods ended Three months ended June 30,Six months ended June 30,
March 31, 2023March 31, 2022 2023202220232022
Investment income:Investment income:Investment income:
From non-controlled/non-affiliated investments:From non-controlled/non-affiliated investments:From non-controlled/non-affiliated investments:
Interest incomeInterest income$43,254 $30,107 Interest income$44,660 $31,634 $87,914 $61,741 
PIK incomePIK income4,188 3,721 PIK income4,495 3,728 8,683 7,449 
Other incomeOther income961 1,962 Other income917 1,632 1,878 3,594 
Total investment income from non-controlled/non-affiliated investmentsTotal investment income from non-controlled/non-affiliated investments48,403 35,790 Total investment income from non-controlled/non-affiliated investments50,072 36,994 98,475 72,784 
From non-controlled/affiliated investments:From non-controlled/affiliated investments:From non-controlled/affiliated investments:
Interest incomeInterest income1,694 48 Interest income1,494 48 3,188 96 
PIK incomePIK income221 — 221 — 
Other incomeOther income2 2 Other income2 2 4 4 
Total investment income from non-controlled/affiliated investmentsTotal investment income from non-controlled/affiliated investments1,696 50 Total investment income from non-controlled/affiliated investments1,717 50 3,413 100 
From controlled/affiliated investments:From controlled/affiliated investments:From controlled/affiliated investments:
Interest incomeInterest income— 3,873 Interest income— — — 3,873 
Dividend incomeDividend income8,276 7,524 Dividend income8,276 7,524 16,552 15,048 
Other incomeOther income— 272 Other income— — — 272 
Total investment income from controlled/affiliated investmentsTotal investment income from controlled/affiliated investments8,276 11,669 Total investment income from controlled/affiliated investments8,276 7,524 16,552 19,193 
Total investment incomeTotal investment income58,375 47,509 Total investment income60,065 44,568 118,440 92,077 
Expenses:Expenses:Expenses:
Base management fees (Note 4)Base management fees (Note 4)7,236 7,050 Base management fees (Note 4)7,185 7,113 14,421 14,163 
Incentive fees (Note 4)Incentive fees (Note 4)5,472 5,228 Incentive fees (Note 4)5,593 4,458 11,065 9,686 
Professional feesProfessional fees689 783 Professional fees523 752 1,212 1,535 
Administrative service fees (Note 4)Administrative service fees (Note 4)28 406 Administrative service fees (Note 4)469 461 497 867 
Interest expense and credit facility fees (Note 7)Interest expense and credit facility fees (Note 7)17,281 7,616 Interest expense and credit facility fees (Note 7)17,873 9,170 35,154 16,786 
Directors’ fees and expensesDirectors’ fees and expenses123 160 Directors’ fees and expenses107 186 230 346 
Other general and administrativeOther general and administrative453 394 Other general and administrative490 382 943 776 
Total expensesTotal expenses31,282 21,637 Total expenses32,240 22,522 63,522 44,159 
Net investment income (loss) before taxesNet investment income (loss) before taxes27,093 25,872 Net investment income (loss) before taxes27,825 22,046 54,918 47,918 
Excise tax expenseExcise tax expense523 353 Excise tax expense650 176 1,173 529 
Net investment income (loss)Net investment income (loss)26,570 25,519 Net investment income (loss)27,175 21,870 53,745 47,389 
Net realized gain (loss) and net change in unrealized appreciation (depreciation):Net realized gain (loss) and net change in unrealized appreciation (depreciation):Net realized gain (loss) and net change in unrealized appreciation (depreciation):
Net realized gain (loss) on investments:Net realized gain (loss) on investments:Net realized gain (loss) on investments:
Non-controlled/non-affiliated investmentsNon-controlled/non-affiliated investments(13,503)4,575 Non-controlled/non-affiliated investments(7,991)(653)(21,494)3,922 
Controlled/affiliated investmentsControlled/affiliated investments188 1,264 Controlled/affiliated investments— 707 188 1,971 
Net realized currency gain (loss) on non-investment assets and liabilitiesNet realized currency gain (loss) on non-investment assets and liabilities(53)(368)Net realized currency gain (loss) on non-investment assets and liabilities45 (39)(8)(407)
Net change in unrealized appreciation (depreciation) on investments:Net change in unrealized appreciation (depreciation) on investments:Net change in unrealized appreciation (depreciation) on investments:
Non-controlled/non-affiliated investmentsNon-controlled/non-affiliated investments12,906 (11,243)Non-controlled/non-affiliated investments(7,826)(21,439)5,080 (32,682)
Non-controlled/affiliated investmentsNon-controlled/affiliated investments4,976 614 Non-controlled/affiliated investments320 2,974 5,296 3,588 
Controlled/affiliated investmentsControlled/affiliated investments(1,867)8,057 Controlled/affiliated investments(5,135)(3,487)(7,002)4,570 
Net change in unrealized currency gains (losses) on non-investment assets and liabilitiesNet change in unrealized currency gains (losses) on non-investment assets and liabilities(1,230)2,265 Net change in unrealized currency gains (losses) on non-investment assets and liabilities(1,875)4,732 (3,105)6,997 
Net realized gain (loss) and net change in unrealized appreciation (depreciation) on investments and non-investment assets and liabilitiesNet realized gain (loss) and net change in unrealized appreciation (depreciation) on investments and non-investment assets and liabilities1,417 5,164 Net realized gain (loss) and net change in unrealized appreciation (depreciation) on investments and non-investment assets and liabilities(22,462)(17,205)(21,045)(12,041)
Net increase (decrease) in net assets resulting from operationsNet increase (decrease) in net assets resulting from operations27,987 30,683 Net increase (decrease) in net assets resulting from operations4,713 4,665 32,700 35,348 
Preferred stock dividendPreferred stock dividend875 875 Preferred stock dividend875 875 1,750 1,750 
Net increase (decrease) in net assets resulting from operations attributable to Common StockholdersNet increase (decrease) in net assets resulting from operations attributable to Common Stockholders$27,112 $29,808 Net increase (decrease) in net assets resulting from operations attributable to Common Stockholders$3,838 $3,790 $30,950 $33,598 
Basic and diluted earnings per common share (Note 9)Basic and diluted earnings per common share (Note 9)
4
CARLYLE SECURED LENDING, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS (continued)
(dollar amounts in thousands, except per share data) (unaudited)
Basic and diluted earnings per common share (Note 9)
BasicBasic$0.53 $0.56 Basic$0.08 $0.07 $0.61 $0.64 
DilutedDiluted$0.50 $0.53 Diluted$0.08 $0.07 $0.58 $0.61 
Weighted-average shares of common stock outstanding (Note 9)Weighted-average shares of common stock outstanding (Note 9)Weighted-average shares of common stock outstanding (Note 9)
BasicBasic50,887,075 52,892,054 Basic50,794,941 52,421,296 50,840,753 52,655,375 
DilutedDiluted56,289,347 58,194,422 Diluted50,794,941 52,421,296 56,273,633 57,974,987 

The accompanying notes are an integral part of these consolidated financial statements.
5

CARLYLE SECURED LENDING, INC.
CONSOLIDATED STATEMENTS OF CHANGES IN NET ASSETS
(dollar amounts in thousands) (unaudited)
For the three month periods endedSix months ended June 30,
March 31, 2023March 31, 202220232022
Net increase (decrease) in net assets resulting from operations:Net increase (decrease) in net assets resulting from operations:Net increase (decrease) in net assets resulting from operations:
Net investment income (loss)Net investment income (loss)$26,570 $25,519 Net investment income (loss)$53,745 $47,389 
Net realized gain (loss) on investments and non-investment assets and liabilitiesNet realized gain (loss) on investments and non-investment assets and liabilities(13,368)5,471 Net realized gain (loss) on investments and non-investment assets and liabilities(21,314)5,486 
Net change in unrealized appreciation (depreciation) on investments and non-investment assets and liabilitiesNet change in unrealized appreciation (depreciation) on investments and non-investment assets and liabilities14,785 (307)Net change in unrealized appreciation (depreciation) on investments and non-investment assets and liabilities269 (17,527)
Net increase (decrease) in net assets resulting from operationsNet increase (decrease) in net assets resulting from operations27,987 30,683 Net increase (decrease) in net assets resulting from operations32,700 35,348 
Capital transactions:Capital transactions:Capital transactions:
Repurchase of common stockRepurchase of common stock(3,993)(7,008)Repurchase of common stock(3,993)(13,976)
Dividends declared on preferred and common stock (Note 9)Dividends declared on preferred and common stock (Note 9)(23,224)(21,939)Dividends declared on preferred and common stock (Note 9)(46,449)(43,683)
Net increase (decrease) in net assets resulting from capital transactionsNet increase (decrease) in net assets resulting from capital transactions(27,217)(28,947)Net increase (decrease) in net assets resulting from capital transactions(50,442)(57,659)
Net increase (decrease) in net assetsNet increase (decrease) in net assets770 1,736 Net increase (decrease) in net assets(17,742)(22,311)
Net assets at beginning of periodNet assets at beginning of period917,423 948,804 Net assets at beginning of period917,423 948,804 
Net assets at end of periodNet assets at end of period$918,193 $950,540 Net assets at end of period$899,681 $926,493 

The accompanying notes are an integral part of these consolidated financial statements.
6

CARLYLE SECURED LENDING, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(dollar amounts in thousands) (unaudited)
For the three month periods ended Six months ended June 30,
March 31, 2023March 31, 2022 20232022
Cash flows from operating activities:Cash flows from operating activities:Cash flows from operating activities:
Net increase (decrease) in net assets resulting from operationsNet increase (decrease) in net assets resulting from operations$27,987 $30,683 Net increase (decrease) in net assets resulting from operations$32,700 $35,348 
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:
Amortization of deferred financing costsAmortization of deferred financing costs291 279 Amortization of deferred financing costs588 504 
Net accretion of discount on investmentsNet accretion of discount on investments(1,855)(2,338)Net accretion of discount on investments(3,784)(5,099)
Paid-in-kind interestPaid-in-kind interest(5,227)(4,217)Paid-in-kind interest(9,584)(8,836)
Net realized (gain) loss on investmentsNet realized (gain) loss on investments13,315 (5,839)Net realized (gain) loss on investments21,306 (5,893)
Net realized currency (gain) loss on non-investment assets and liabilitiesNet realized currency (gain) loss on non-investment assets and liabilities53 368 Net realized currency (gain) loss on non-investment assets and liabilities8 407 
Net change in unrealized (appreciation) depreciation on investmentsNet change in unrealized (appreciation) depreciation on investments(16,015)2,572 Net change in unrealized (appreciation) depreciation on investments(3,374)24,524 
Net change in unrealized currency (gain) loss on non-investment assets and liabilitiesNet change in unrealized currency (gain) loss on non-investment assets and liabilities1,230 (2,265)Net change in unrealized currency (gain) loss on non-investment assets and liabilities3,105 (6,997)
Cost of investments purchased and change in payable for investments purchasedCost of investments purchased and change in payable for investments purchased(52,585)(110,079)Cost of investments purchased and change in payable for investments purchased(92,471)(301,586)
Proceeds from sales and repayments of investments and change in receivable for investments soldProceeds from sales and repayments of investments and change in receivable for investments sold62,997 146,912 Proceeds from sales and repayments of investments and change in receivable for investments sold171,245 231,326 
Changes in operating assets:Changes in operating assets:Changes in operating assets:
Interest and dividend receivableInterest and dividend receivable(2,151)(4,963)Interest and dividend receivable(680)(1,911)
Prepaid expenses and other assetsPrepaid expenses and other assets(319)(730)Prepaid expenses and other assets(560)(358)
Changes in operating liabilities:Changes in operating liabilities:Changes in operating liabilities:
Interest and credit facility fees payableInterest and credit facility fees payable33 260 Interest and credit facility fees payable348 731 
Base management and incentive fees payableBase management and incentive fees payable48 485 Base management and incentive fees payable123 (238)
Administrative service fees payableAdministrative service fees payable(490)343 Administrative service fees payable(272)456 
Other accrued expenses and liabilitiesOther accrued expenses and liabilities(1,754)(670)Other accrued expenses and liabilities(1,137)(101)
Net cash provided by (used in) operating activitiesNet cash provided by (used in) operating activities25,558 50,801 Net cash provided by (used in) operating activities117,561 (37,723)
Cash flows from financing activities:Cash flows from financing activities:Cash flows from financing activities:
Repurchase of common stockRepurchase of common stock(3,993)(7,008)Repurchase of common stock(3,993)(13,976)
Borrowings on Credit FacilityBorrowings on Credit Facility44,792 58,500 Borrowings on Credit Facility74,792 202,500 
Repayments of Credit FacilityRepayments of Credit Facility(30,641)(104,246)Repayments of Credit Facility(118,141)(159,746)
Debt issuance costs paidDebt issuance costs paid— (1,290)
Dividends paid in cashDividends paid in cash(23,349)(21,609)Dividends paid in cash(46,575)(43,548)
Net cash provided by (used in) financing activitiesNet cash provided by (used in) financing activities(13,191)(74,363)Net cash provided by (used in) financing activities(93,917)(16,060)
Net increase (decrease) in cash, cash equivalents and restricted cashNet increase (decrease) in cash, cash equivalents and restricted cash12,367 (23,562)Net increase (decrease) in cash, cash equivalents and restricted cash23,644 (53,783)
Cash, cash equivalents, and restricted cash, beginning of periodCash, cash equivalents, and restricted cash, beginning of period30,506 93,074 Cash, cash equivalents, and restricted cash, beginning of period30,506 93,074 
Cash, cash equivalents, and restricted cash, end of periodCash, cash equivalents, and restricted cash, end of period$42,873 $69,512 Cash, cash equivalents, and restricted cash, end of period$54,150 $39,291 
Supplemental disclosures:Supplemental disclosures:Supplemental disclosures:
Interest and credit facility fees paid during the periodInterest and credit facility fees paid during the period$16,712 $7,106 Interest and credit facility fees paid during the period$33,954 $15,442 
Taxes, including excise tax, paid during the periodTaxes, including excise tax, paid during the period$1,843 $794 Taxes, including excise tax, paid during the period$1,839 $774 
Dividends declared on preferred stock and common stock during the periodDividends declared on preferred stock and common stock during the period$23,224 $21,939 Dividends declared on preferred stock and common stock during the period$46,449 $43,683 
The accompanying notes are an integral part of these consolidated financial statements.
7
CARLYLE SECURED LENDING, INC.
CONSOLIDATED SCHEDULE OF INVESTMENTS
As of March 31,June 30, 2023
(dollar amounts in thousands) (unaudited)
Investments—non-controlled/non-affiliated (1)
Investments—non-controlled/non-affiliated (1)
FootnotesIndustry
Reference Rate (2)
Spread (2)
Interest Rate (2)
Acquisition DateMaturity DatePar/ Principal Amount **
Amortized Cost (4)
Fair Value (5)
% of Net Assets
Investments—non-controlled/non-affiliated (1)
FootnotesIndustry
Reference Rate (2)
Spread (2)
Interest Rate (2)
Acquisition DateMaturity DatePar/ Principal Amount **
Amortized Cost (4)
Fair Value (5)
% of Net Assets
First Lien Debt (66.1% of fair value)
First Lien Debt (64.7% of fair value)First Lien Debt (64.7% of fair value)
ADPD Holdings, LLCADPD Holdings, LLC^*(2)(3)(13)(15)Consumer ServicesSOFR6.00%11.24%8/16/20228/15/2028$10,013 $9,763 $9,769 1.06 %ADPD Holdings, LLC^*(2)(3)(13)(15)Consumer ServicesSOFR6.00%11.24%8/16/20228/15/2028$10,144 $9,904 $9,832 1.09 %
Advanced Web Technologies Holding CompanyAdvanced Web Technologies Holding Company^*(2)(3)(15)Containers, Packaging & GlassLIBOR6.25%11.31%12/17/202012/17/20269,137 9,008 9,110 1.01 
Advanced Web Technologies Holding CompanyAdvanced Web Technologies Holding Company^(2)(3)Containers, Packaging & GlassLIBOR6.50%11.80%12/16/202112/17/20261,601 1,578 1,607 0.18 
Advanced Web Technologies Holding CompanyAdvanced Web Technologies Holding Company^*(2)(3)(15)Containers, Packaging & GlassLIBOR6.00%11.00%12/17/202012/17/20269,740 9,579 9,607 1.05 Advanced Web Technologies Holding Company^(2)(3)(13)Containers, Packaging & GlassSOFR6.75%12.19%6/2/202312/17/2026645 626 652 0.07 
Alpine Acquisition Corp IIAlpine Acquisition Corp II^*(2)(3)(13)(15)Transportation: CargoSOFR5.50%10.27%4/19/202211/30/20267,923 7,743 7,514 0.82 Alpine Acquisition Corp II^*(2)(3)(13)(15)Transportation: CargoSOFR5.75%11.01%4/19/202211/30/20261,532 1,467 1,417 0.16 
American Physician Partners, LLCAmerican Physician Partners, LLC^*(2)(3)(8)(13)(14)Healthcare & PharmaceuticalsSOFR10.25% (100% PIK)11.25%1/7/20198/5/202231,265 30,137 16,866 1.84 American Physician Partners, LLC^(2)(3)(8)(13)Healthcare & PharmaceuticalsSOFR10.25% (100% PIK)15.52%12/16/20226/30/20233,209 3,083 — 0.00 
American Physician Partners, LLCAmerican Physician Partners, LLC^(2)(3)(13)(14)Healthcare & PharmaceuticalsSOFR10.25% (100% PIK)15.06%12/16/20222/15/20232,468 2,461 2,468 0.27 American Physician Partners, LLC^*(2)(3)(8)(13)(14)Healthcare & PharmaceuticalsSOFR10.25% (100% PIK)15.52%1/7/20198/5/202232,493 30,136 — 0.00 
Analogic CorporationAnalogic Corporation^*(2)(3)(13)(15)Capital EquipmentSOFR5.25%10.08%6/22/20186/22/20242,428 2,417 2,381 0.26 Analogic Corporation^*(2)(3)(13)(15)Capital EquipmentSOFR5.25%10.45%6/22/20186/22/20242,426 2,417 2,408 0.27 
Apex Companies Holdings, LLCApex Companies Holdings, LLC^*(2)(3)(15)Environmental IndustriesSOFR6.25%10.94%1/31/20231/31/202810,014 9,685 9,657 1.05 Apex Companies Holdings, LLC^*(2)(3)(15)Environmental IndustriesSOFR6.25%11.30%1/31/20231/31/202810,014 9,698 9,714 1.08 
Applied Technical Services, LLCApplied Technical Services, LLC^(2)(3)(15)Business ServicesLIBOR5.75%10.94%12/29/202012/29/2026554 546 551 0.06 Applied Technical Services, LLC^(2)(3)(13)(15)Business ServicesSOFR5.75%11.14%12/29/202012/29/2026560 552 557 0.06 
Appriss Health, LLCAppriss Health, LLC^(2)(3)(15)Healthcare & PharmaceuticalsLIBOR7.25%11.96%5/6/20215/6/202738,266 37,681 37,075 4.04 Appriss Health, LLC^(2)(3)(15)Healthcare & PharmaceuticalsLIBOR6.75%11.90%5/6/20215/6/202736,739 36,184 35,875 3.99 
Apptio, Inc.Apptio, Inc.^(2)(3)(15)SoftwareLIBOR5.00%9.81%1/10/20191/10/20257,314 7,261 7,314 0.80 Apptio, Inc.^*(2)(3)(15)SoftwareLIBOR5.00%10.20%1/10/20191/10/20255,894 5,847 5,894 0.66 
Ascend Buyer, LLCAscend Buyer, LLC^*(2)(3)(13)(15)Containers, Packaging & GlassSOFR6.40%11.45%9/30/20219/30/20283,412 3,336 3,286 0.36 Ascend Buyer, LLC^*(2)(3)(13)(15)Containers, Packaging & GlassSOFR6.40%11.79%9/30/20219/30/20283,403 3,330 3,278 0.36 
Associations, Inc.Associations, Inc.^(2)(3)(15)Construction & BuildingSOFR4.00%, 2.50% PIK10.54%7/2/20217/2/202712,936 12,840 12,657 1.38 Associations, Inc.^(2)(3)(13)(15)Construction & BuildingSOFR4.00%, 2.50% PIK11.76%7/2/20217/2/202713,017 12,926 12,764 1.42 
Atlas AU Bidco Pty Ltd (Australia)Atlas AU Bidco Pty Ltd (Australia)^(2)(3)(7)(15)High Tech IndustriesSOFR7.25%11.98%12/15/202212/12/20292,890 2,798 2,836 0.31 Atlas AU Bidco Pty Ltd (Australia)^(2)(3)(7)(15)High Tech IndustriesSOFR7.25%12.40%12/15/202212/12/20292,890 2,801 2,856 0.32 
Aurora Lux FinCo S.Á.R.L. (Luxembourg)Aurora Lux FinCo S.Á.R.L. (Luxembourg)^*(2)(3)(7)SoftwareLIBOR6.00%10.82%12/24/201912/24/202632,075 31,594 30,340 3.30 Aurora Lux FinCo S.Á.R.L. (Luxembourg)^*(2)(3)(7)SoftwareLIBOR6.00%11.27%12/24/201912/24/202631,992 31,539 30,249 3.36 
Avalara, Inc.Avalara, Inc.^(2)(3)(15)Diversified Financial ServicesSOFR7.25%12.15%10/19/202210/19/202822,500 21,917 22,144 2.41 Avalara, Inc.^(2)(3)(15)Diversified Financial ServicesSOFR7.25%12.49%10/19/202210/19/202822,500 21,936 22,612 2.51 
Barnes & Noble, Inc.Barnes & Noble, Inc.^(2)(3)(11)(13)RetailSOFR8.31%13.17%8/7/201912/20/202627,487 26,760 26,889 2.93 Barnes & Noble, Inc.^(2)(3)(11)(13)RetailSOFR8.31%13.50%8/7/201912/20/202627,125 26,432 26,677 2.97 
Bayside OPCP, LLCBayside OPCP, LLC^(2)(3)(13)(15)Healthcare & PharmaceuticalsSOFR1.00%, 6.00% PIK12.17%5/31/20235/31/2026790 790 790 0.09 
Bayside OPCP, LLCBayside OPCP, LLC^(2)(3)(13)Healthcare & PharmaceuticalsSOFR1.00%, 6.25% PIK12.42%5/31/20235/31/202612,567 12,567 12,567 1.40 
Bayside OPCP, LLCBayside OPCP, LLC^(2)(3)(13)Healthcare & PharmaceuticalsSOFR1.00%, 6.25% PIK12.42%5/31/20235/31/20264,445 4,445 4,445 0.49 
BlueCat Networks, Inc. (Canada)BlueCat Networks, Inc. (Canada)^(2)(3)(7)(15)High Tech IndustriesSOFR4.00%, 2.00% PIK10.94%8/8/20228/8/20283,206 3,137 3,129 0.34 BlueCat Networks, Inc. (Canada)^(2)(3)(7)(15)High Tech IndustriesSOFR4.00%, 2.00% PIK11.23%8/8/20228/8/20283,450 3,383 3,399 0.38 
BMS Holdings III Corp.BMS Holdings III Corp.^(2)(3)(15)Construction & BuildingLIBOR5.50%10.66%9/30/20199/30/20264,820 4,685 4,503 0.49 BMS Holdings III Corp.^(2)(3)Construction & BuildingSOFR5.50%10.89%9/30/20199/30/20264,808 4,745 4,693 0.52 
Bradyifs Holdings, LLCBradyifs Holdings, LLC^*(2)(3)(13)(15)WholesaleSOFR6.25%11.23%2/21/202011/22/202513,425 13,210 13,001 1.42 Bradyifs Holdings, LLC^*(2)(3)(13)(15)WholesaleSOFR6.25%11.56%2/21/202011/22/20259,539 9,425 9,386 1.04 
Bubbles Bidco S.P.A. (Italy)^(2)(7)(15)Consumer Goods: Non-DurableEURIBOR9.25% (100% PIK)12.29%10/20/202110/20/2028€5,189 5,835 5,591 0.61 
Bubbles Bidco S.P.A. (Italy)^(2)(7)(15)Consumer Goods: Non-DurableEURIBOR6.25%9.29%10/20/202110/20/2028€— (9)2 0.00 
CD&R Madison Parent Ltd (United Kingdom)^(2)(7)Business ServicesEURIBOR8.00%10.70%2/27/20232/27/2030600 616 631 0.07 
CD&R Madison Parent Ltd (United Kingdom)^(2)(7)(15)Business ServicesSONIA8.50%12.43%2/27/20232/27/20301,217 1,411 1,450 0.16 
Celerion Buyer, Inc.^*(2)(3)(15)Healthcare & PharmaceuticalsSOFR6.50%11.18%11/3/202211/3/20293,144 3,051 3,066 0.33 
Chartis Holding, LLC^*(2)(3)(13)(15)Business ServicesSOFR5.00%9.65%5/1/20195/1/2025744 737 738 0.08 
8
CARLYLE SECURED LENDING, INC.
CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)
As of March 31,June 30, 2023
(dollar amounts in thousands) (unaudited)
Investments—non-controlled/non-affiliated (1)
Investments—non-controlled/non-affiliated (1)
FootnotesIndustry
Reference Rate (2)
Spread (2)
Interest Rate (2)
Acquisition DateMaturity DatePar/ Principal Amount **
Amortized Cost (4)
Fair Value (5)
% of Net Assets
Investments—non-controlled/non-affiliated (1)
FootnotesIndustry
Reference Rate (2)
Spread (2)
Interest Rate (2)
Acquisition DateMaturity DatePar/ Principal Amount **
Amortized Cost (4)
Fair Value (5)
% of Net Assets
Bubbles Bidco S.P.A. (Italy)Bubbles Bidco S.P.A. (Italy)^(2)(7)(15)Consumer Goods: Non-DurableEURIBOR9.00% (100% PIK)12.58%10/20/202110/20/2028€5,189 $5,830 $5,680 0.63 %
Bubbles Bidco S.P.A. (Italy)Bubbles Bidco S.P.A. (Italy)^(2)(7)(15)Consumer Goods: Non-DurableEURIBOR6.25%9.83%10/20/202110/20/2028€— — (24)0.00 
CD&R Madison Parent Ltd (United Kingdom)CD&R Madison Parent Ltd (United Kingdom)^(2)(7)Business ServicesEURIBOR8.00%11.46%2/27/20232/27/2030€603 619 638 0.07 
CD&R Madison Parent Ltd (United Kingdom)CD&R Madison Parent Ltd (United Kingdom)^(2)(7)(15)Business ServicesSONIA8.50%12.93%2/27/20232/27/2030£1,223 1,418 1,513 0.17 
Celerion Buyer, Inc.Celerion Buyer, Inc.^*(2)(3)(15)Healthcare & PharmaceuticalsSOFR6.50%11.59%11/3/202211/3/20293,136 3,046 3,093 0.34 
Chartis Holding, LLCChartis Holding, LLC^*(2)(3)(13)(15)Business ServicesSOFR5.00%10.22%5/1/20195/1/2025771 765 766 0.09 
Chemical Computing Group ULC (Canada)Chemical Computing Group ULC (Canada)^*(2)(3)(7)(13)(15)SoftwareSOFR4.50%9.31%8/30/20188/30/2024$460 $460 $455 0.05 %Chemical Computing Group ULC (Canada)^*(2)(3)(7)(13)(15)SoftwareSOFR4.50%9.70%8/30/20188/30/2024387 387 384 0.04 
CircusTrix Holdings, LLCCircusTrix Holdings, LLC^*(2)(3)(13)Leisure Products & ServicesSOFR5.50%10.35%2/2/20181/16/202410,531 10,521 10,475 1.14 CircusTrix Holdings, LLC^*(2)(3)(13)Leisure Products & ServicesSOFR5.50%10.70%2/2/20181/16/202410,507 10,500 10,507 1.17 
CircusTrix Holdings, LLCCircusTrix Holdings, LLC^(2)(3)(13)Leisure Products & ServicesSOFR5.50%10.41%1/8/20217/16/2023270 213 270 0.03 CircusTrix Holdings, LLC^(2)(3)(13)Leisure Products & ServicesSOFR5.50%10.70%1/8/20217/16/2023269 212 269 0.03 
Comar Holding Company, LLCComar Holding Company, LLC^*(2)(3)Containers, Packaging & GlassSOFR5.75%10.70%6/18/20186/18/202429,037 28,889 27,341 2.98 Comar Holding Company, LLC^*(2)(3)(13)Containers, Packaging & GlassSOFR5.75%10.70%6/18/20186/18/202428,969 28,850 26,848 2.98 
Cority Software Inc. (Canada)Cority Software Inc. (Canada)^*(2)(3)(7)(15)SoftwareSOFR5.50%10.09%7/2/20197/2/202610,382 10,250 10,259 1.12 Cority Software Inc. (Canada)^*(2)(3)(7)(15)SoftwareSOFR5.00%9.89%7/2/20197/2/202610,355 10,233 10,267 1.14 
Cority Software Inc. (Canada)Cority Software Inc. (Canada)^(2)(3)(7)SoftwareSOFR7.50%12.09%9/3/20207/2/20261,855 1,820 1,844 0.20 Cority Software Inc. (Canada)^(2)(3)(7)SoftwareSOFR7.50%11.89%9/3/20207/2/2026550 540 549 0.06 
Coupa Holdings, LLCCoupa Holdings, LLC^(2)(3)(15)SoftwareSOFR7.50%12.29%2/27/20232/27/20308,638 8,390 8,388 0.91 Coupa Holdings, LLC^(2)(3)(15)SoftwareSOFR7.50%12.60%2/27/20232/27/20308,638 8,397 8,549 0.95 
CPI Intermediate Holdings, Inc.CPI Intermediate Holdings, Inc.^*(2)(3)(15)TelecommunicationsSOFR5.50%10.19%10/6/202210/6/20293,872 3,793 3,763 0.41 CPI Intermediate Holdings, Inc.^*(2)(3)(15)TelecommunicationsSOFR5.50%10.57%10/6/202210/6/20293,863 3,786 3,670 0.41 
CST Holding CompanyCST Holding Company^*(2)(3)(13)(15)Consumer Goods: Non-DurableSOFR6.75%11.66%11/1/202211/1/20285,019 4,864 4,885 0.53 CST Holding Company^*(2)(3)(13)(15)Consumer Goods: Non-DurableSOFR6.75%11.95%11/1/202211/1/20284,959 4,810 4,862 0.54 
DCA Investment Holding LLCDCA Investment Holding LLC^*(2)(3)Healthcare & PharmaceuticalsSOFR6.41%11.39%3/11/20214/3/202814,418 14,275 14,041 1.53 DCA Investment Holding LLC^*(2)(3)Healthcare & PharmaceuticalsSOFR6.41%11.64%3/11/20214/3/202814,380 14,243 13,935 1.55 
Denali Midco 2, LLCDenali Midco 2, LLC^(2)(3)(13)(15)Consumer ServicesSOFR6.50%11.41%9/15/202212/22/20278,325 8,051 7,948 0.87 Denali Midco 2, LLC^*(2)(3)(13)(15)Consumer ServicesSOFR6.50%11.70%9/15/202212/22/20278,304 8,042 7,907 0.88 
Dermatology AssociatesDermatology Associates^(2)(3)(13)Healthcare & PharmaceuticalsSOFR6.25% (100% PIK)11.27%5/31/20166/30/202328,312 28,312 28,288 3.08 Dermatology Associates^(2)(3)(13)Healthcare & PharmaceuticalsSOFR6.25% (100% PIK)11.64%5/31/20169/29/202329,121 29,121 29,091 3.23 
Dermatology AssociatesDermatology Associates^(2)(3)(8)(11)Healthcare & PharmaceuticalsSOFR11.40% (100% PIK)16.13%5/31/20166/30/202343,311 24,963 31,490 3.43 Dermatology Associates^(2)(3)(8)(11)Healthcare & PharmaceuticalsSOFR11.36% (100% PIK)16.65%5/31/20169/29/202345,110 24,963 32,789 3.64 
Diligent CorporationDiligent Corporation^(2)(3)(15)TelecommunicationsLIBOR6.25%11.09%8/4/20208/4/2025657 646 629 0.07 Diligent Corporation^(2)(3)(13)(15)TelecommunicationsSOFR6.25%11.45%8/4/20208/4/2025664 654 642 0.07 
Dwyer Instruments, Inc.Dwyer Instruments, Inc.^*(2)(3)(15)Capital EquipmentLIBOR6.00%11.16%7/21/20217/21/20273,919 3,849 3,872 0.42 Dwyer Instruments, Inc.^*(2)(3)(13)(15)Capital EquipmentSOFR5.75%11.09%7/21/20217/21/20273,954 3,887 3,902 0.43 
Eliassen Group, LLCEliassen Group, LLC^*(2)(3)(15)Business ServicesSOFR5.50%10.41%4/14/20224/14/20281,576 1,514 1,538 0.17 Eliassen Group, LLC^*(2)(3)(15)Business ServicesSOFR5.50%10.83%4/14/20224/14/20281,572 1,513 1,514 0.17 
Ellkay, LLCEllkay, LLC^*(2)(3)(15)Healthcare & PharmaceuticalsLIBOR6.25%11.39%9/14/20219/14/202714,071 13,825 13,489 1.47 Ellkay, LLC^*(2)(3)(15)Healthcare & PharmaceuticalsLIBOR6.25%11.47%9/14/20219/14/202714,035 13,800 12,696 1.41 
Emergency Communications Network, LLCEmergency Communications Network, LLC^*(2)(3)TelecommunicationsSOFR2.50%, 5.25% PIK12.43%6/1/20176/1/202426,916 26,883 23,050 2.51 Emergency Communications Network, LLC^*(2)(3)TelecommunicationsSOFR2.50%, 5.25% PIK12.80%6/1/20176/1/202427,257 27,237 23,187 2.58 
EPS Nass Parent, Inc.EPS Nass Parent, Inc.^(2)(3)(15)Utilities: ElectricLIBOR5.75%10.91%4/19/20214/19/2028928 913 888 0.10 EPS Nass Parent, Inc.^(2)(3)(13)(15)Utilities: ElectricSOFR5.75%11.14%4/19/20214/19/2028938 924 904 0.10 
EvolveIP, LLCEvolveIP, LLC^*(2)(3)(13)(15)TelecommunicationsSOFR5.50%10.53%11/26/20196/7/20255,562 5,561 5,466 0.59 EvolveIP, LLC^*(2)(3)(13)(15)TelecommunicationsSOFR5.50%10.70%11/26/20196/7/20256,036 6,035 5,953 0.66 
Excel Fitness Holdings, Inc.Excel Fitness Holdings, Inc.^*(2)(3)(13)(15)Leisure Products & ServicesSOFR5.25%10.27%4/29/20224/29/20296,727 6,600 6,446 0.70 Excel Fitness Holdings, Inc.^*(2)(3)(13)(15)Leisure Products & ServicesSOFR5.25%10.63%4/29/20224/29/20296,782 6,660 6,438 0.72 
Excelitas Technologies Corp.Excelitas Technologies Corp.^(2)(3)(13)(15)Capital EquipmentSOFR5.75%10.63%8/12/20228/12/20293,163 3,098 3,061 0.33 Excelitas Technologies Corp.^(2)(3)(13)(15)Capital EquipmentSOFR5.75%10.94%8/12/20228/12/20293,197 3,134 3,133 0.35 
Excelitas Technologies Corp.^(2)Capital EquipmentEURIBOR5.75%8.36%8/12/20228/12/2029€1,275 1,284 1,342 0.14 
FPG Intermediate Holdco, LLC^(2)(3)(13)(15)Consumer ServicesSOFR6.50%11.41%8/5/20223/5/2027426 350 248 0.03 
Greenhouse Software, Inc.^(2)(3)(15)SoftwareSOFR7.00%11.90%3/1/20219/1/202833,413 32,706 32,462 3.53 
Guidehouse LLP^(2)(3)Sovereign & Public FinanceLIBOR6.25%11.16%9/30/202210/16/202879 78 78 0.01 
Hadrian Acquisition Limited (United Kingdom)^(2)(3)(7)Diversified Financial ServicesSONIA5.26%, 3.47% PIK12.91%2/28/20222/28/2029£14,802 19,270 17,895 1.95 
Hadrian Acquisition Limited (United Kingdom)^(2)(3)(7)(15)Diversified Financial ServicesSONIA5.00%, 2.75% PIK11.93%2/28/20222/28/2029£3,758 4,317 4,512 0.49 
9
CARLYLE SECURED LENDING, INC.
CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)
As of March 31,June 30, 2023
(dollar amounts in thousands) (unaudited)
Investments—non-controlled/non-affiliated (1)
Investments—non-controlled/non-affiliated (1)
FootnotesIndustry
Reference Rate (2)
Spread (2)
Interest Rate (2)
Acquisition DateMaturity DatePar/ Principal Amount **
Amortized Cost (4)
Fair Value (5)
% of Net Assets
Investments—non-controlled/non-affiliated (1)
FootnotesIndustry
Reference Rate (2)
Spread (2)
Interest Rate (2)
Acquisition DateMaturity DatePar/ Principal Amount **
Amortized Cost (4)
Fair Value (5)
% of Net Assets
Excelitas Technologies Corp.Excelitas Technologies Corp.^(2)Capital EquipmentEURIBOR5.75%9.05%8/12/20228/12/2029€1,269 $1,279 $1,362 0.15 
FPG Intermediate Holdco, LLCFPG Intermediate Holdco, LLC^(2)(3)(13)(15)Consumer ServicesSOFR6.50%11.91%8/5/20223/5/2027363 293 240 0.03 
Greenhouse Software, Inc.Greenhouse Software, Inc.^(2)(3)(15)SoftwareSOFR7.00%12.24%3/1/20219/1/202832,796 32,113 32,020 3.56 
Guidehouse LLPGuidehouse LLP^(2)(3)(13)Sovereign & Public FinanceSOFR6.25%11.45%9/30/202210/16/202879 78 78 0.01 
Hadrian Acquisition Limited (United Kingdom)Hadrian Acquisition Limited (United Kingdom)^(2)(3)(7)(11)Diversified Financial ServicesSONIA5.26%, 3.47% PIK13.66%2/28/20222/28/2029£14,930 19,447 18,676 2.08 
Hadrian Acquisition Limited (United Kingdom)Hadrian Acquisition Limited (United Kingdom)^(2)(3)(7)(15)Diversified Financial ServicesSONIA5.00%, 2.75% PIK12.68%2/28/20222/28/2029£3,784 4,356 4,736 0.53 
Harbour Benefit Holdings, Inc.Harbour Benefit Holdings, Inc.^*(2)(3)(15)Business ServicesLIBOR5.00%10.13%12/13/201712/13/2024$2,987 $2,968 $2,952 0.32 %Harbour Benefit Holdings, Inc.^*(2)(3)(15)Business ServicesLIBOR5.00%10.39%12/13/201712/13/20242,975 2,958 2,938 0.33 
Heartland Home Services, Inc.Heartland Home Services, Inc.^*(2)(3)(15)Consumer ServicesLIBOR5.75%10.59%2/10/202212/15/202610,301 10,184 10,005 1.09 Heartland Home Services, Inc.^*(2)(3)(13)(15)Consumer ServicesSOFR5.75%10.96%2/10/202212/15/202610,275 10,165 10,108 1.12 
Heartland Home Services, Inc.Heartland Home Services, Inc.^*(2)(3)(15)Consumer ServicesLIBOR6.00%10.83%12/15/202012/15/20267,171 7,111 7,076 0.77 Heartland Home Services, Inc.^*(2)(3)(13)(15)Consumer ServicesSOFR6.00%11.16%12/15/202012/15/20267,152 7,096 7,121 0.79 
Hercules Borrower LLCHercules Borrower LLC^*(2)(3)(15)Environmental IndustriesLIBOR6.50%11.34%12/14/202012/14/202618,451 18,072 18,172 1.98 Hercules Borrower LLC^*(2)(3)(13)(15)Environmental IndustriesSOFR6.25%11.59%12/14/202012/14/202618,404 18,048 18,211 2.02 
Higginbotham Insurance Agency, Inc.Higginbotham Insurance Agency, Inc.^(2)(3)Diversified Financial ServicesLIBOR5.25%10.09%11/25/202011/25/2026450 446 440 0.05 Higginbotham Insurance Agency, Inc.^(2)(3)(13)Diversified Financial ServicesSOFR5.25%10.45%11/25/202011/25/2026449 445 443 0.05 
Hoosier Intermediate, LLCHoosier Intermediate, LLC^*(2)(3)(15)Healthcare & PharmaceuticalsLIBOR5.50%10.36%11/15/202111/15/202810,924 10,720 9,871 1.08 Hoosier Intermediate, LLC^*(2)(3)(15)Healthcare & PharmaceuticalsLIBOR5.50%10.82%11/15/202111/15/20289,939 9,742 9,042 1.01 
HS Spa Holdings Inc.HS Spa Holdings Inc.^(2)(3)(15)Consumer ServicesSOFR5.75%10.45%6/2/20226/2/20298,583 8,406 8,386 0.91 HS Spa Holdings Inc.^(2)(3)(15)Consumer ServicesSOFR5.75%11.06%6/2/20226/2/20298,747 8,575 8,558 0.95 
iCIMS, Inc.iCIMS, Inc.^(2)(3)(15)SoftwareSOFR7.25%12.05%8/18/20228/18/202825,801 25,359 24,939 2.72 iCIMS, Inc.^(2)(3)(15)SoftwareSOFR7.25%12.38%8/18/20228/18/202826,457 26,036 26,166 2.91 
Infront Luxembourg Finance S.À R.L. (Luxembourg)Infront Luxembourg Finance S.À R.L. (Luxembourg)^(2)(7)Leisure Products & ServicesEURIBOR9.00%11.70%5/28/20215/28/2027€8,250 9,814 8,835 0.96 Infront Luxembourg Finance S.À R.L. (Luxembourg)^(2)(7)Leisure Products & ServicesEURIBOR9.00%12.48%5/28/20215/28/2027€8,250 9,824 8,935 0.99 
Integrity Marketing Acquisition, LLCIntegrity Marketing Acquisition, LLC^(2)(3)Diversified Financial ServicesLIBOR6.02%10.97%12/3/20218/27/2025428 424 418 0.05 Integrity Marketing Acquisition, LLC^(2)(3)(13)Diversified Financial ServicesSOFR6.02%11.38%12/3/20218/27/2025427 423 418 0.05 
IQN Holding Corp.IQN Holding Corp.^(2)(3)(15)Business ServicesSOFR5.25%10.14%5/2/20225/2/20296,806 6,735 6,753 0.73 IQN Holding Corp.^(2)(3)(15)Business ServicesSOFR5.25%10.38%5/2/20225/2/20296,871 6,803 6,800 0.76 
Jeg's Automotive, LLCJeg's Automotive, LLC^*(2)(3)(15)AutomotiveLIBOR6.00%10.95%12/22/202112/22/202720,578 20,173 17,555 1.91 Jeg's Automotive, LLC^*(2)(3)(13)(15)AutomotiveSOFR6.00%11.37%12/22/202112/22/202720,533 20,145 16,763 1.86 
K2 Insurance Services, LLC^*(2)(3)(15)Diversified Financial ServicesLIBOR5.00%10.16%7/3/20197/1/20263,322 3,277 3,322 0.36 
Kaseya, Inc.Kaseya, Inc.^(2)(3)(15)High Tech IndustriesSOFR5.75%10.65%6/23/20226/23/202935,453 34,746 34,465 3.75 Kaseya, Inc.^(2)(3)(15)High Tech IndustriesSOFR3.75%, 2.50% PIK11.35%6/23/20226/23/202936,036 35,350 35,374 3.93 
Lifelong Learner Holdings, LLCLifelong Learner Holdings, LLC^*(2)(3)(15)Business ServicesLIBOR5.75%10.58%10/18/201910/18/202625,903 25,614 24,546 2.67 Lifelong Learner Holdings, LLC^*(2)(3)(15)Business ServicesLIBOR5.75%11.02%10/18/201910/18/202625,842 25,571 23,573 2.62 
LinQuest CorporationLinQuest Corporation*(2)(3)Aerospace & DefenseLIBOR5.75%10.70%7/28/20217/28/20289,850 9,691 9,021 0.98 LinQuest Corporation*(2)(3)(13)Aerospace & DefenseSOFR5.75%10.95%7/28/20217/28/20289,825 9,672 9,026 1.00 
LVF Holdings, Inc.LVF Holdings, Inc.^*(2)(3)(13)(15)Beverage & FoodSOFR6.25%11.30%6/10/20216/10/202740,962 40,266 38,586 4.20 LVF Holdings, Inc.^*(2)(3)(13)(15)Beverage & FoodSOFR6.25%11.64%6/10/20216/10/202740,863 40,264 39,022 4.34 
Material Holdings, LLCMaterial Holdings, LLC^*(2)(3)(15)Business ServicesSOFR5.75%10.75%8/19/20218/19/20278,446 8,314 8,092 0.88 Material Holdings, LLC^*(2)(3)(13)(15)Business ServicesSOFR6.00%11.34%8/19/20218/19/20277,679 7,554 7,164 0.80 
Maverick Acquisition, Inc.Maverick Acquisition, Inc.^*(2)(3)Aerospace & DefenseLIBOR6.25%11.09%6/1/20216/1/202735,532 35,005 28,685 3.12 Maverick Acquisition, Inc.^*(2)(3)Aerospace & DefenseLIBOR6.25%11.44%6/1/20216/1/202735,442 34,942 28,781 3.20 
Medical Manufacturing Technologies, LLCMedical Manufacturing Technologies, LLC^*(2)(3)(13)(15)Healthcare & PharmaceuticalsSOFR5.50%10.42%12/23/202112/23/202728,995 28,485 28,374 3.09 Medical Manufacturing Technologies, LLC^*(2)(3)(13)(15)Healthcare & PharmaceuticalsSOFR5.50%10.44%12/23/202112/23/202729,749 29,262 29,188 3.24 
NEFCO Holding Company LLCNEFCO Holding Company LLC^*(2)(3)(13)(15)Construction & BuildingSOFR6.50%11.28%8/5/20228/5/20286,354 6,223 6,154 0.67 NEFCO Holding Company LLC^*(2)(3)(13)(15)Construction & BuildingSOFR6.50%11.80%8/5/20228/5/20286,453 6,327 6,378 0.71 
NMI AcquisitionCo, Inc.NMI AcquisitionCo, Inc.^*(2)(3)(15)High Tech IndustriesLIBOR5.75%10.59%9/6/20179/6/202539,808 39,763 38,740 4.22 NMI AcquisitionCo, Inc.^*(2)(3)(13)(15)High Tech IndustriesSOFR5.75%10.95%9/6/20179/6/202538,324 38,279 37,690 4.19 
North Haven Fairway Buyer, LLCNorth Haven Fairway Buyer, LLC^*(2)(3)(15)Consumer ServicesSOFR6.50%11.37%5/17/20225/17/202822,913 22,490 22,211 2.42 North Haven Fairway Buyer, LLC^*(2)(3)(15)Consumer ServicesSOFR6.50%11.73%5/17/20225/17/202816,107 15,814 15,657 1.74 
North Haven Stallone Buyer, LLCNorth Haven Stallone Buyer, LLC^(2)(3)(15)Consumer ServicesSOFR5.75%11.57%10/11/20225/24/202720 16 17 0.00 North Haven Stallone Buyer, LLC^(2)(3)(15)Consumer ServicesSOFR5.75%11.28%10/11/20225/24/202749 46 46 0.01 
Oak Purchaser, Inc.Oak Purchaser, Inc.^(2)(3)(15)Business ServicesSOFR5.50%10.36%4/28/20224/28/20285,944 5,875 5,752 0.63 Oak Purchaser, Inc.^(2)(3)(15)Business ServicesSOFR5.50%10.37%4/28/20224/28/20286,013 5,946 5,777 0.64 
Oranje Holdco, Inc.^(2)(3)(15)Business ServicesSOFR7.75%12.43%2/1/20232/1/20298,052 7,830 7,860 0.86 
Performance Health Holdings, Inc.*(2)(3)(13)Healthcare & PharmaceuticalsSOFR6.00%11.16%7/12/20217/12/20276,444 6,346 6,312 0.69 
Pestco Intermediate, LLC^(2)(3)(13)(15)Environmental IndustriesSOFR6.75%11.86%2/6/20232/17/20283,707 3,549 3,547 0.39 
PF Atlantic Holdco 2, LLC^(2)(3)(13)(15)Leisure Products & ServicesSOFR5.50%10.74%11/12/202111/12/20274,366 4,140 4,148 0.45 
PF Growth Partners, LLC*(2)(3)Leisure Products & ServicesLIBOR5.00%9.81%7/1/20197/11/20257,936 7,885 7,883 0.86 
PPT Management Holdings, LLC^(2)(3)(8)Healthcare & PharmaceuticalsLIBOR6.00%, 2.50% PIK9.50%12/15/20165/1/202331,371 29,446 20,534 2.24 
10
CARLYLE SECURED LENDING, INC.
CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)
As of March 31,June 30, 2023
(dollar amounts in thousands) (unaudited)
Investments—non-controlled/non-affiliated (1)
Investments—non-controlled/non-affiliated (1)
FootnotesIndustry
Reference Rate (2)
Spread (2)
Interest Rate (2)
Acquisition DateMaturity DatePar/ Principal Amount **
Amortized Cost (4)
Fair Value (5)
% of Net Assets
Investments—non-controlled/non-affiliated (1)
FootnotesIndustry
Reference Rate (2)
Spread (2)
Interest Rate (2)
Acquisition DateMaturity DatePar/ Principal Amount **
Amortized Cost (4)
Fair Value (5)
% of Net Assets
PPT Management Holdings, LLC^(2)(3)(8)(15)Healthcare & PharmaceuticalsLIBOR6.00%, 4.50% PIK15.34%12/15/20165/1/2023$128 $128 $128 0.01 %
Oranje Holdco, Inc.Oranje Holdco, Inc.^(2)(3)(15)Business ServicesSOFR7.75%12.79%2/1/20232/1/2029$8,052 $7,837 $7,927 0.88 
Performance Health Holdings, Inc.Performance Health Holdings, Inc.*(2)(3)(13)Healthcare & PharmaceuticalsSOFR6.00%10.96%7/12/20217/12/20276,444 6,351 6,192 0.69 
Pestco Intermediate, LLCPestco Intermediate, LLC^(2)(3)(13)(15)Environmental IndustriesSOFR6.75%12.14%2/6/20232/17/20283,697 3,547 3,526 0.39 
PF Atlantic Holdco 2, LLCPF Atlantic Holdco 2, LLC^(2)(3)(13)(15)Leisure Products & ServicesSOFR5.50%10.89%11/12/202111/12/20274,769 4,554 4,551 0.51 
PF Growth Partners, LLCPF Growth Partners, LLC*(2)(3)(13)Leisure Products & ServicesSOFR5.00%10.21%7/1/20197/11/20257,916 7,870 7,864 0.87 
Project Castle, Inc.Project Castle, Inc.*(2)(3)Capital EquipmentSOFR5.50%10.40%6/24/20226/1/20297,463 6,744 6,324 0.69 Project Castle, Inc.*(2)(3)Capital EquipmentSOFR5.50%10.41%6/24/20226/1/20297,444 6,747 6,253 0.70 
Prophix Software Inc. (Canada)Prophix Software Inc. (Canada)^(2)(3)(7)(15)SoftwareLIBOR6.50%11.20%2/1/20212/1/202610,963 10,785 10,963 1.19 Prophix Software Inc. (Canada)^(2)(3)(7)(15)SoftwareLIBOR6.50%11.66%2/1/20212/1/202610,963 10,799 10,963 1.22 
Pushpay USA Inc.Pushpay USA Inc.^*(2)(3)(13)(15)Diversified Financial ServicesSOFR6.75%11.97%5/10/20235/10/203016,049 15,538 15,531 1.73 
PXO Holdings I Corp.PXO Holdings I Corp.^*(2)(3)(13)(15)Chemicals, Plastics & RubberSOFR5.50%10.44%3/8/20223/8/20287,050 6,894 6,917 0.75 PXO Holdings I Corp.^*(2)(3)(13)(15)Chemicals, Plastics & RubberSOFR5.50%10.85%3/8/20223/8/20287,032 6,883 6,802 0.76 
QNNECT, LLCQNNECT, LLC^*(2)(3)(15)Aerospace & DefenseSOFR7.00%11.69%11/2/202211/2/20295,342 5,151 5,224 0.57 QNNECT, LLC^*(2)(3)(15)Aerospace & DefenseSOFR7.00%12.08%11/2/202211/2/20295,329 5,143 5,279 0.59 
Quantic Electronics, LLCQuantic Electronics, LLC^*(2)(3)(13)(15)Aerospace & DefenseSOFR6.25%11.21%11/19/202011/19/202615,545 15,320 14,884 1.62 Quantic Electronics, LLC^*(2)(3)(13)Aerospace & DefenseSOFR6.25%11.47%11/19/202011/19/202615,785 15,573 15,222 1.69 
Quantic Electronics, LLCQuantic Electronics, LLC^*(2)(3)(13)(15)Aerospace & DefenseSOFR6.25%11.23%3/1/20213/1/20279,800 9,629 9,301 1.01 Quantic Electronics, LLC^*(2)(3)(13)(15)Aerospace & DefenseSOFR6.25%11.62%3/1/20213/1/20279,775 9,614 9,351 1.04 
QW Holding Corporation^*(2)(3)Environmental IndustriesLIBOR5.50%10.35%8/31/20168/31/202632,190 32,150 32,190 3.51 
Radwell Parent, LLCRadwell Parent, LLC^*(2)(3)(13)(15)WholesaleSOFR6.75%11.66%12/1/20224/1/202918,744 18,169 18,322 2.00 Radwell Parent, LLC^*(2)(3)(15)WholesaleSOFR6.75%11.99%12/1/20224/1/202918,791 18,234 18,454 2.05 
Regency Entertainment, Inc.^(2)(3)(13)Media: Diversified & ProductionSOFR6.75%11.44%5/22/202010/22/202520,000 19,782 19,780 2.15 
Riveron Acquisition Holdings, Inc.Riveron Acquisition Holdings, Inc.*(2)(3)Diversified Financial ServicesLIBOR5.75%10.91%5/22/20195/22/20251,672 1,647 1,672 0.18 Riveron Acquisition Holdings, Inc.*(2)(3)Diversified Financial ServicesLIBOR5.75%10.83%5/22/20195/22/20251,668 1,645 1,668 0.19 
RSC Acquisition, Inc.RSC Acquisition, Inc.^(2)(3)(13)(15)Diversified Financial ServicesSOFR5.50%10.38%11/1/201911/1/202611,582 11,464 11,162 1.22 RSC Acquisition, Inc.^(2)(3)(13)(15)Diversified Financial ServicesSOFR5.50%10.76%11/1/201911/1/202610,090 9,997 9,864 1.10 
Sapphire Convention, Inc.Sapphire Convention, Inc.^(2)(3)(15)TelecommunicationsLIBOR5.25%10.17%11/20/201811/20/202527,978 27,726 27,262 2.97 Sapphire Convention, Inc.^(2)(3)(15)TelecommunicationsLIBOR5.25%10.72%11/20/201811/20/202527,906 27,679 27,709 3.08 
SCP Eye Care HoldCo, LLCSCP Eye Care HoldCo, LLC^(2)(3)(13)(15)Healthcare & PharmaceuticalsSOFR5.75%10.48%10/7/202210/7/2029128 123 123 0.01 SCP Eye Care HoldCo, LLC^(2)(3)(13)(15)Healthcare & PharmaceuticalsSOFR5.75%10.99%10/7/202210/7/2029136 131 132 0.01 
Smarsh Inc.Smarsh Inc.^(2)(3)(15)SoftwareSOFR6.50%11.29%2/18/20222/18/20297,428 7,278 7,222 0.79 Smarsh Inc.^(2)(3)(15)SoftwareSOFR6.50%11.84%2/18/20222/18/20297,347 7,201 7,218 0.80 
SPay, Inc.SPay, Inc.^*(2)(3)(13)Leisure Products & ServicesSOFR5.75%, 3.50% PIK14.38%6/15/20183/15/202524,932 24,830 21,831 2.38 SPay, Inc.^*(2)(3)(13)Leisure Products & ServicesSOFR2.88%, 6.38% PIK14.46%6/15/20183/15/202525,463 25,373 22,013 2.44 
Speedstar Holding, LLCSpeedstar Holding, LLC^*(2)(3)(13)AutomotiveSOFR7.25%12.28%1/22/20211/22/202726,625 26,256 26,559 2.89 Speedstar Holding, LLC^*(2)(3)(13)AutomotiveSOFR7.25%12.65%1/22/20211/22/202726,557 26,208 26,546 2.94 
Spotless Brands, LLCSpotless Brands, LLC^*(2)(3)(13)(15)Consumer ServicesSOFR6.50%11.32%6/21/20227/25/202818,927 18,571 18,381 2.00 Spotless Brands, LLC^*(2)(3)(13)(15)Consumer ServicesSOFR6.50%11.71%6/21/20227/25/202818,661 18,318 18,236 2.03 
Spotless Brands, LLCSpotless Brands, LLC^(2)(3)(13)(15)Consumer ServicesSOFR6.75%11.61%6/21/20227/25/2028— (440)(267)(0.03)Spotless Brands, LLC^(2)(3)(13)(15)Consumer ServicesSOFR6.75%11.97%6/21/20227/25/2028— (420)(182)(0.02)
Summit Acquisition, Inc.Summit Acquisition, Inc.^(2)(3)(15)Diversified Financial ServicesSOFR6.75%11.99%5/4/20235/1/2030— (60)(62)(0.01)
Tank Holding Corp.Tank Holding Corp.^*(2)(3)(13)(15)Capital EquipmentSOFR5.75%10.66%3/31/20223/31/202818,216 17,880 17,827 1.94 Tank Holding Corp.^*(2)(3)(13)(15)Capital EquipmentSOFR5.75%10.95%3/31/20223/31/202818,750 18,429 18,245 2.03 
TCFI Aevex LLCTCFI Aevex LLC^*(2)(3)Aerospace & DefenseLIBOR6.00%10.84%3/18/20203/18/202611,019 10,907 10,441 1.14 TCFI Aevex LLC^*(2)(3)(13)Aerospace & DefenseSOFR6.00%11.20%3/18/20203/18/202610,990 10,887 10,578 1.18 
The Carlstar Group LLCThe Carlstar Group LLC^*(2)(3)(13)(15)AutomotiveSOFR6.50%11.34%7/8/20227/8/202714,263 13,924 14,105 1.54 The Carlstar Group LLC^*(2)(3)(13)(15)AutomotiveSOFR6.50%11.69%7/8/20227/8/202714,080 13,761 13,985 1.55 
TIBCO Software Inc.TIBCO Software Inc.*(2)(3)High Tech IndustriesSOFR4.50%9.50%9/30/20223/31/202915,000 13,718 13,600 1.48 TIBCO Software Inc.*(2)(3)High Tech IndustriesSOFR4.50%9.84%9/30/20223/31/202914,963 13,722 13,971 1.55 
Trader Corporation (Canada)Trader Corporation (Canada)^(2)(3)(7)(15)AutomotiveCDOR6.75%11.68%12/22/202212/22/202912,081 8,649 8,708 0.95 Trader Corporation (Canada)^(2)(3)(7)(15)AutomotiveCDOR6.75%11.96%12/22/202212/22/2029C$12,051 8,634 8,989 1.00 
Tufin Software North America, Inc.Tufin Software North America, Inc.^(2)(3)(13)(15)SoftwareSOFR7.69%12.44%8/17/20228/17/202827,226 26,705 26,539 2.89 Tufin Software North America, Inc.^(2)(3)(13)(15)SoftwareSOFR7.69%13.07%8/17/20228/17/202827,417 26,914 26,773 2.97 
Turbo Buyer, Inc.Turbo Buyer, Inc.^(2)(3)(15)AutomotiveLIBOR6.00%11.19%12/2/201912/2/20251,710 1,631 1,614 0.18 Turbo Buyer, Inc.^(2)(3)(15)AutomotiveLIBOR6.00%11.59%12/2/201912/2/20251,706 1,634 1,621 0.18 
U.S. Legal Support, Inc.U.S. Legal Support, Inc.^*(2)(3)(13)(15)Business ServicesSOFR5.75%10.66%11/30/201811/30/202415,969 15,835 15,668 1.71 U.S. Legal Support, Inc.^*(2)(3)(13)(15)Business ServicesSOFR5.75%11.14%11/30/201811/30/202415,680 15,566 15,374 1.71 
US INFRA SVCS Buyer, LLC^(2)(3)Environmental IndustriesLIBOR6.50%, 0.25% PIK11.68%4/13/20204/13/20269,089 8,990 8,777 0.96 
USALCO, LLC*(2)(3)Chemicals, Plastics & RubberLIBOR6.00%11.16%10/19/202110/19/2027988 972 967 0.10 
USR Parent Inc.^(2)(3)RetailSOFR7.60%12.27%4/22/20224/25/20274,111 4,076 3,978 0.43 
11
CARLYLE SECURED LENDING, INC.
CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)
As of March 31,June 30, 2023
(dollar amounts in thousands) (unaudited)
Investments—non-controlled/non-affiliated (1)
Investments—non-controlled/non-affiliated (1)
FootnotesIndustry
Reference Rate (2)
Spread (2)
Interest Rate (2)
Acquisition DateMaturity DatePar/ Principal Amount **
Amortized Cost (4)
Fair Value (5)
% of Net Assets
Investments—non-controlled/non-affiliated (1)
FootnotesIndustry
Reference Rate (2)
Spread (2)
Interest Rate (2)
Acquisition DateMaturity DatePar/ Principal Amount **
Amortized Cost (4)
Fair Value (5)
% of Net Assets
US INFRA SVCS Buyer, LLCUS INFRA SVCS Buyer, LLC^(2)(3)Environmental IndustriesLIBOR6.50%, 0.25% PIK12.13%4/13/20204/13/2026$8,908 $8,818 $8,271 0.92 %
USALCO, LLCUSALCO, LLC*(2)(3)(13)Chemicals, Plastics & RubberSOFR6.00%11.22%10/19/202110/19/2027985 970 966 0.11 
USR Parent Inc.USR Parent Inc.^(2)(3)(11)RetailSOFR7.60%12.76%4/22/20224/25/20274,000 3,968 3,897 0.43 
Westfall Technik, Inc.Westfall Technik, Inc.^*(2)(3)Chemicals, Plastics & RubberSOFR6.25%11.25%9/13/20189/13/2024$26,400 $26,243 $25,753 2.80 %Westfall Technik, Inc.^*(2)(3)Chemicals, Plastics & RubberSOFR6.75%12.14%9/13/20189/13/202426,340 26,209 24,781 2.74 
Wineshipping.com LLCWineshipping.com LLC^*(2)(3)(13)(15)Beverage & FoodSOFR5.75%10.77%10/29/202110/29/20275,134 5,011 4,841 0.53 Wineshipping.com LLC^*(2)(3)(13)(15)Beverage & FoodSOFR5.75%11.15%10/29/202110/29/20275,044 4,927 4,656 0.52 
Yellowstone Buyer Acquisition, LLCYellowstone Buyer Acquisition, LLC^(2)(3)Consumer Goods: DurableLIBOR5.75%10.57%9/13/20219/13/2027443 436 426 0.05 Yellowstone Buyer Acquisition, LLC^(2)(3)Consumer Goods: DurableLIBOR5.75%11.02%9/13/20219/13/2027442 435 420 0.05 
YLG Holdings, Inc.YLG Holdings, Inc.^(2)(3)(13)Consumer ServicesSOFR5.00%9.80%9/30/202011/1/20251,955 1,916 1,952 0.21 YLG Holdings, Inc.^(2)(3)(13)Consumer ServicesSOFR5.00%10.16%9/30/202011/1/20251,950 1,915 1,946 0.22 
First Lien Debt TotalFirst Lien Debt Total$1,353,359 $1,304,713 142.10 %First Lien Debt Total$1,282,829 $1,226,265 136.30 %
Second Lien Debt (13.1% of fair value)
Second Lien Debt (14.0% of fair value)Second Lien Debt (14.0% of fair value)
11852604 Canada Inc. (Canada)11852604 Canada Inc. (Canada)^(2)(3)(7)Healthcare & PharmaceuticalsLIBOR9.50% (100% PIK)13.17%9/30/20219/30/2028$7,840 $7,709 $7,663 0.83 %11852604 Canada Inc. (Canada)^(2)(3)(7)(13)Healthcare & PharmaceuticalsSOFR9.50% (100% PIK)14.89%9/30/20219/30/2028$8,151 $8,026 $7,988 0.89 %
AI Convoy S.A.R.L (United Kingdom)AI Convoy S.A.R.L (United Kingdom)^(2)(3)(7)Aerospace & DefenseLIBOR8.25%12.92%1/17/20201/17/202824,814 24,430 25,310 2.76 AI Convoy S.A.R.L (United Kingdom)^(2)(3)(7)Aerospace & DefenseLIBOR8.25%13.64%1/17/20201/17/202824,814 24,445 25,186 2.80 
Aimbridge Acquisition Co., Inc.Aimbridge Acquisition Co., Inc.^(2)Leisure Products & ServicesLIBOR7.50%12.16%2/1/20192/1/20279,241 9,147 8,632 0.94 Aimbridge Acquisition Co., Inc.^(2)Leisure Products & ServicesLIBOR7.50%12.67%2/1/20192/1/20279,241 9,152 8,787 0.98 
AP Plastics Acquisition Holdings, LLCAP Plastics Acquisition Holdings, LLC^(2)(3)Chemicals, Plastics & RubberLIBOR7.50%12.28%8/10/20218/10/202933,680 32,892 33,077 3.60 AP Plastics Acquisition Holdings, LLC^(2)(3)(13)Chemicals, Plastics & RubberSOFR7.50%12.69%8/10/20218/10/202933,680 32,913 32,720 3.64 
AQA Acquisition Holdings, Inc.AQA Acquisition Holdings, Inc.^*(2)(3)High Tech IndustriesLIBOR7.50%12.45%3/3/20213/3/202935,000 34,294 33,687 3.67 AQA Acquisition Holdings, Inc.^*(2)(3)(13)High Tech IndustriesSOFR7.50%12.70%3/3/20213/3/202935,000 34,315 34,811 3.87 
Bayside Parent, LLCBayside Parent, LLC^(2)(3)(8)(9)(13)Healthcare & PharmaceuticalsSOFR10.00% (100% PIK)15.17%5/31/20235/31/20264,445 3,669 1,872 0.21 
Blackbird Purchaser, Inc.Blackbird Purchaser, Inc.^(2)(3)(13)(15)Capital EquipmentSOFR7.50%12.41%12/14/20214/8/202713,791 13,501 13,432 1.46 Blackbird Purchaser, Inc.^(2)(3)(13)Capital EquipmentSOFR7.50%12.70%12/14/20214/8/202713,791 13,582 13,729 1.53 
Brave Parent Holdings, Inc.Brave Parent Holdings, Inc.^*(2)SoftwareLIBOR7.50%12.34%10/3/20184/19/202618,197 17,987 17,637 1.92 Brave Parent Holdings, Inc.^*(2)SoftwareSOFR7.50%12.95%10/3/20184/19/202618,197 18,001 18,060 2.01 
Drilling Info Holdings, Inc.Drilling Info Holdings, Inc.^(2)Energy: Oil & GasLIBOR8.25%13.09%2/11/20207/30/202618,600 18,301 18,600 2.03 Drilling Info Holdings, Inc.^(2)(13)Energy: Oil & GasSOFR8.25%13.45%2/11/20207/30/202618,600 18,320 18,600 2.07 
Jazz Acquisition, Inc.Jazz Acquisition, Inc.^(2)Aerospace & DefenseLIBOR8.00%12.84%6/13/20196/18/202723,450 23,236 22,017 2.40 Jazz Acquisition, Inc.^(2)Aerospace & DefenseLIBOR8.00%13.20%6/13/20196/18/202723,450 23,246 23,376 2.59 
Outcomes Group Holdings, Inc.Outcomes Group Holdings, Inc.^*(2)Business ServicesLIBOR7.50%12.34%10/23/201810/26/20261,731 1,728 1,686 0.18 Outcomes Group Holdings, Inc.^*(2)Business ServicesLIBOR7.50%12.69%10/23/201810/26/20261,731 1,729 1,700 0.19 
PAI Holdco, Inc.PAI Holdco, Inc.^(2)(3)AutomotiveLIBOR5.50%, 2.00% PIK12.33%10/28/202010/28/202814,161 13,853 13,630 1.48 PAI Holdco, Inc.^(2)(3)AutomotiveLIBOR5.50%, 2.00% PIK12.77%10/28/202010/28/202814,230 13,932 13,351 1.48 
Peraton Corp.Peraton Corp.^*(2)(3)Aerospace & DefenseLIBOR7.75%12.65%2/24/20212/1/20295,441 5,373 5,300 0.58 Peraton Corp.^*(2)(3)(13)Aerospace & DefenseSOFR7.75%12.98%2/24/20212/1/20295,441 5,376 5,335 0.59 
Quartz Holding CompanyQuartz Holding Company^*(2)SoftwareLIBOR8.00%12.84%4/2/20194/2/20277,048 6,967 7,029 0.77 Quartz Holding Company^*(2)(13)SoftwareSOFR8.00%13.20%4/2/20194/2/20277,048 6,971 7,016 0.78 
Stonegate Pub Company Bidco Limited (United Kingdom)Stonegate Pub Company Bidco Limited (United Kingdom)^(2)(7)Beverage & FoodSONIA8.50%11.43%3/12/20203/12/2028£20,000 24,843 23,041 2.51 Stonegate Pub Company Bidco Limited (United Kingdom)^(2)(7)Beverage & FoodSONIA8.50%12.93%3/12/20203/12/2028£20,000 24,856 23,947 2.65 
TruGreen Limited PartnershipTruGreen Limited Partnership^(2)(3)Consumer ServicesLIBOR8.50%13.33%11/16/202011/2/202813,000 12,797 11,498 1.25 TruGreen Limited Partnership^(2)(3)Consumer ServicesLIBOR8.50%13.77%11/16/202011/2/202813,000 12,804 11,664 1.30 
World 50, Inc.World 50, Inc.^(9)Business ServicesFIXED11.50%11.50%1/10/20201/9/202718,098 17,834 17,190 1.87 World 50, Inc.^(9)Business ServicesFIXED11.50%11.50%1/10/20201/9/202718,098 17,848 17,394 1.93 
Second Lien Debt TotalSecond Lien Debt Total$264,892 $259,429 28.25 %Second Lien Debt Total$269,185 $265,536 29.51 %

12
CARLYLE SECURED LENDING, INC.
CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)
As of March 31,June 30, 2023
(dollar amounts in thousands) (unaudited)
Investments—non-controlled/non-affiliated (1)
Investments—non-controlled/non-affiliated (1)
FootnotesIndustryAcquisition DateShares/ UnitsCost
Fair
Value (5)
% of Net Assets
Investments—non-controlled/non-affiliated (1)
FootnotesIndustryAcquisition DateShares/ UnitsCost
Fair
Value (5)
% of Net Assets
Equity Investments (5.0% of fair value)
Equity Investments (5.1% of fair value)Equity Investments (5.1% of fair value)
ANLG Holdings, LLCANLG Holdings, LLC^(6)Capital Equipment6/22/2018592$592 $751 0.08 %ANLG Holdings, LLC^(6)Capital Equipment6/22/2018592$592 $746 0.08 %
Appriss Health, LLCAppriss Health, LLC^(6)Healthcare & Pharmaceuticals5/6/202155,1434,9740.54 Appriss Health, LLC^(6)Healthcare & Pharmaceuticals5/6/202155,2905,1250.57 
Atlas Ontario LP (Canada)Atlas Ontario LP (Canada)^(6)(7)Business Services4/7/20215,1145,1145,1140.56 Atlas Ontario LP (Canada)^(6)(7)Business Services4/7/20215,1145,1145,1140.57 
Avenu Holdings, LLCAvenu Holdings, LLC^(6)Sovereign & Public Finance9/28/20181721045410.06 Avenu Holdings, LLC^(6)Sovereign & Public Finance9/28/20181721045360.06 
Blackbird Holdco, Inc.Blackbird Holdco, Inc.^(6)Capital Equipment12/14/20211111,153 10,785 1.18 Blackbird Holdco, Inc.^(6)Capital Equipment12/14/20211211,552 11,293 1.26 
Buckeye Parent, LLCBuckeye Parent, LLC^(6)Automotive12/22/20218858852800.03 Buckeye Parent, LLC^(6)Automotive12/22/2021885885640.01 
Chartis Holding, LLCChartis Holding, LLC^(6)Business Services5/1/20194334276680.07 Chartis Holding, LLC^(6)Business Services5/1/20194334275860.07 
CIP Revolution Holdings, LLCCIP Revolution Holdings, LLC^(6)Media: Advertising, Printing & Publishing8/19/20163183182560.03 CIP Revolution Holdings, LLC^(6)Media: Advertising, Printing & Publishing8/19/20163183182500.03 
Cority Software Inc. (Canada)Cority Software Inc. (Canada)^(6)(7)Software7/2/20192502506520.07 Cority Software Inc. (Canada)^(6)(7)Software7/2/20192502506600.07 
Derm Growth Partners III, LLCDerm Growth Partners III, LLC^(6)Healthcare & Pharmaceuticals5/31/20161,0001,000 — — Derm Growth Partners III, LLC^(6)Healthcare & Pharmaceuticals5/31/20161,0001,000 — — 
Diligent CorporationDiligent Corporation^(6)Telecommunications4/5/20211212,15811,6341.27 Diligent Corporation^(6)Telecommunications4/5/20211212,17311,7161.30 
ECP Parent, LLCECP Parent, LLC^(6)Healthcare & Pharmaceuticals3/29/2018268— 290 0.03 ECP Parent, LLC^(6)Healthcare & Pharmaceuticals3/29/2018268— 290 0.03 
GB Vino Parent, L.P.GB Vino Parent, L.P.^(6)Beverage & Food10/29/202143513810.04 GB Vino Parent, L.P.^(6)Beverage & Food10/29/202143513870.04 
Integrity Marketing Group, LLCIntegrity Marketing Group, LLC^(6)Diversified Financial Services12/21/202117,14416,92817,0931.86 Integrity Marketing Group, LLC^(6)Diversified Financial Services12/21/202117,59417,39617,6011.96 
K2 Insurance Services, LLC^(6)Diversified Financial Services7/3/2019433 306 1,450 0.16 
Legacy.com, Inc.Legacy.com, Inc.^(6)High Tech Industries3/20/20171,5001,500 1,075 0.12 Legacy.com, Inc.^(6)High Tech Industries3/20/20171,5001,500 1,065 0.12 
NearU Holdings LLCNearU Holdings LLC^(6)Consumer Services8/16/2022252,4702,4700.27 NearU Holdings LLC^(6)Consumer Services8/16/2022252,4702,4940.28 
NEFCO Holding Company LLCNEFCO Holding Company LLC^(6)Construction & Building8/5/20221608 608 0.07 NEFCO Holding Company LLC^(6)Construction & Building8/5/20221608 608 0.07 
North Haven Goldfinch Topco, LLCNorth Haven Goldfinch Topco, LLC^(6)Containers, Packaging & Glass6/18/20182,3152,3159380.10 North Haven Goldfinch Topco, LLC^(6)Containers, Packaging & Glass6/18/20182,3152,3153360.04 
Pascal Ultimate Holdings, L.PPascal Ultimate Holdings, L.P^(6)Capital Equipment7/21/202136364 850 0.09 Pascal Ultimate Holdings, L.P^(6)Capital Equipment7/21/202136364 943 0.10 
Picard Parent, Inc.Picard Parent, Inc.^(6)High Tech Industries9/30/202298,871 8,920 0.97 Picard Parent, Inc.^(6)High Tech Industries9/30/202298,890 9,016 1.00 
Profile Holdings I, LPProfile Holdings I, LP^(6)Chemicals, Plastics & Rubber3/8/20225523 673 0.07 Profile Holdings I, LP^(6)Chemicals, Plastics & Rubber3/8/20225523 515 0.06 
Sinch AB (Sweden)Sinch AB (Sweden)^(6)(7)High Tech Industries3/26/20191061,168 285 0.03 Sinch AB (Sweden)^(6)(7)High Tech Industries3/26/2019106 1,168 240 0.03 
Summit K2 Midco, Inc.Summit K2 Midco, Inc.^(6)Diversified Financial Services4/27/2023121121 121 0.01 
Tailwind HMT Holdings Corp.Tailwind HMT Holdings Corp.^(6)Energy: Oil & Gas11/17/2017221,558 1,686 0.18 Tailwind HMT Holdings Corp.^(6)Energy: Oil & Gas11/17/2017221,558 1,683 0.19 
Talon MidCo 1 LimitedTalon MidCo 1 Limited^(6)Software8/17/2022145,6311,456 1,725 0.19 Talon MidCo 1 Limited^(6)Software8/17/2022145,6311,456 1,717 0.19 
Tank Holding Corp.Tank Holding Corp.^(6)Capital Equipment3/26/2019850— 2,920 0.32 Tank Holding Corp.^(6)Capital Equipment3/26/2019850— 3,206 0.36 
Titan DI Preferred Holdings, Inc.Titan DI Preferred Holdings, Inc.^(6)Energy: Oil & Gas2/11/202015,15414,935 14,8131.61 Titan DI Preferred Holdings, Inc.^(6)Energy: Oil & Gas2/11/202015,66415,453 15,3511.71 
Turbo Buyer, Inc.Turbo Buyer, Inc.^(6)Automotive12/2/20191,9259332,5540.28 Turbo Buyer, Inc.^(6)Automotive12/2/20191,9259332,4360.27 
U.S. Legal Support Investment Holdings, LLCU.S. Legal Support Investment Holdings, LLC^(6)Business Services11/30/20186416415890.07 U.S. Legal Support Investment Holdings, LLC^(6)Business Services11/30/20186416415780.05 
W50 Parent LLCW50 Parent LLC^(6)Business Services1/10/20205001907080.08 W50 Parent LLC^(6)Business Services1/10/20205001906570.07 
Zenith American Holding, Inc.Zenith American Holding, Inc.^(6)Business Services12/13/20171,5657601,5890.17 Zenith American Holding, Inc.^(6)Business Services12/13/20171,5657601,5970.18 
Equity Investments TotalEquity Investments Total$93,021 $97,272 10.60 %Equity Investments Total$94,402 $96,931 10.78 %
Total investments—non-controlled/non-affiliatedTotal investments—non-controlled/non-affiliated$1,711,272 $1,661,414 180.95 %Total investments—non-controlled/non-affiliated$1,646,416 $1,588,732 176.60 %
13
CARLYLE SECURED LENDING, INC.
CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)
As of March 31,June 30, 2023
(dollar amounts in thousands) (unaudited)
Investments—non-controlled/affiliatedInvestments—non-controlled/affiliatedFootnotesIndustry
Reference Rate (2)
Spread (2)
Interest Rate (2)
Acquisition DateMaturity DatePar/ Principal Amount **
Amortized Cost (4)
Fair
Value (5)
% of Net 
Assets
Investments—non-controlled/affiliatedFootnotesIndustry
Reference Rate (2)
Spread (2)
Interest Rate (2)
Acquisition DateMaturity DatePar/ Principal Amount **
Amortized Cost (4)
Fair
Value (5)
% of Net 
Assets
First Lien Debt (2.3% of fair value)
First Lien Debt (2.4% of fair value)First Lien Debt (2.4% of fair value)
Direct Travel, Inc.Direct Travel, Inc.^*(2)(3)(12)(13)Leisure Products & ServicesSOFR8.50%13.41%10/14/201610/1/2025$43,740 $42,370 $43,012 4.68 %Direct Travel, Inc.^*(2)(3)(12)(13)Leisure Products & ServicesSOFR6.50%, 2.00% PIK13.89%10/14/201610/1/2025$43,961 $42,713 $43,370 4.82 %
Direct Travel, Inc.Direct Travel, Inc.^(2)(3)(12)(13)(15)Leisure Products & ServicesSOFR6.00%10.78%10/1/202010/1/20253,0152,9093,0150.33 Direct Travel, Inc.^(2)(3)(12)(13)(15)Leisure Products & ServicesSOFR6.00%11.09%10/1/202010/1/20253,0152,9183,0150.34 
First Lien Debt TotalFirst Lien Debt Total$45,279 $46,027 5.01 %First Lien Debt Total$45,631 $46,385 5.16 %
Investments—non-controlled/affiliatedInvestments—non-controlled/affiliatedFootnotesIndustryAcquisition DateShares/ UnitsCost
Fair
Value (5)
% of Net 
Assets		Investments—non-controlled/affiliatedFootnotesIndustryAcquisition DateShares/ UnitsCost
Fair
Value (5)
% of Net 
Assets
Equity Investments (0.3% of fair value)Equity Investments (0.3% of fair value)Equity Investments (0.3% of fair value)
Direct Travel, Inc.Direct Travel, Inc.^(6)(12)Leisure Products & Services10/1/202043 $— $4,969 0.54 %Direct Travel, Inc.^(6)(12)Leisure Products & Services10/1/202043 $— $5,283 0.59 %
Equity Investments TotalEquity Investments Total$— $4,969 0.54 %Equity Investments Total$— $5,283 0.59 %
Total investments—non-controlled/affiliatedTotal investments—non-controlled/affiliated$45,279 $50,996 5.55 %Total investments—non-controlled/affiliated$45,631 $51,668 5.74 %

Investments—controlled/affiliatedInvestments—controlled/affiliatedFootnotesIndustry
Reference Rate (2)
Spread (2)
Interest Rate (2)
Acquisition DateMaturity DatePar Amount/ LLC Interest **Cost
Fair
Value (5)
% of Net AssetsInvestments—controlled/affiliatedFootnotesIndustry
Reference Rate (2)
Spread (2)
Interest Rate (2)
Acquisition DateMaturity DatePar Amount/ LLC Interest **Cost
Fair
Value (5)
% of Net Assets
Investment Funds (13.2% of fair value)
Investment Funds (13.5% of fair value)Investment Funds (13.5% of fair value)
Middle Market Credit Fund II, LLC, Member's InterestMiddle Market Credit Fund II, LLC, Member's Interest^(7)(10)Investment FundsN/A14.22%11/3/202012/31/2030$78,122 $78,096 $71,185 7.75 %Middle Market Credit Fund II, LLC, Member's Interest^(7)(10)Investment FundsN/A14.22%11/3/202012/31/2030$78,122 $78,096 $66,919 7.44 %
Middle Market Credit Fund, LLC, Subordinated Loan and Member's InterestMiddle Market Credit Fund, LLC, Subordinated Loan and Member's Interest^(7)(10)Investment FundsN/A11.40%2/29/201612/31/2024193,000 193,001 189,970 20.70 Middle Market Credit Fund, LLC, Subordinated Loan and Member's Interest^(7)(10)Investment FundsN/A11.40%2/29/201612/31/2024193,000 193,001 189,101 21.03 
Middle Market Credit Fund, Mezzanine LoanMiddle Market Credit Fund, Mezzanine Loan(2)(7)(9)(10)Investment FundsLIBOR9.00%14.19%6/30/20165/21/2023—— — — Middle Market Credit Fund, Mezzanine Loan(2)(7)(9)(10)Investment FundsSOFR9.00%14.27%6/30/20165/21/2025— — — — 
Investment Funds TotalInvestment Funds Total$271,097 $261,155 28.45 %Investment Funds Total$271,097 $256,020 28.47 %
Total investments—controlled/affiliatedTotal investments—controlled/affiliated$271,097 $261,155 28.45 %Total investments—controlled/affiliated$271,097 $256,020 28.47 %
Total InvestmentsTotal Investments$2,027,648 $1,973,565 214.94 %Total Investments$1,963,144 $1,896,420 210.79 %

^ Denotes that all or a portion of the assets are owned by Carlyle Secured Lending, Inc. (together with its consolidated subsidiaries, “we,” “us,” “our,” “CSL” or the “Company”). The Company has entered into a senior secured revolving credit facility (as amended, the “Credit Facility”). The lenders of the Credit Facility have a first lien security interest in substantially all of the portfolio investments held by the Company (see Note 7, Borrowings, to these consolidated financial statements). Accordingly, such assets are not available to creditors of Carlyle Direct Lending CLO 2015-1R LLC (the “2015-1 Issuer”).
* Denotes that all or a portion of the assets are owned by the Company's wholly owned subsidiary, the 2015-1 Issuer, and secure the notes issued in connection with a term debt securitization completed by the Company on June 26, 2015 (see Note 7, Borrowings, to these unaudited consolidated financial statements). Accordingly, such assets are not available to the creditors of the Company.
** Par amount is denominated in USD (“$”) unless otherwise noted, as denominated in Euro (“€”), Canadian Dollar (“C$”) or British Pound (“£”).
(1)Unless otherwise indicated, issuers of debt and equity investments held by the Company are domiciled in the United States. Under the Investment Company Act of 1940, as amended (together with the rules and regulations promulgated thereunder, the “Investment Company Act”), the Company would be deemed to “control” a portfolio company if the Company owned more than 25% of its outstanding voting securities and/or
14
CARLYLE SECURED LENDING, INC.
CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)
As of March 31,June 30, 2023
(dollar amounts in thousands) (unaudited)
held the power to exercise control over the management or policies of the portfolio company. As of March 31,June 30, 2023, the Company does not “control” any of these portfolio companies. Under the Investment Company Act, the Company would be deemed an “affiliated person” of a portfolio company if the Company owns 5% or more of the portfolio company’s outstanding voting securities. As of March 31,June 30, 2023, the Company is not an “affiliated person” of any of these portfolio companies. Certain portfolio company investments are subject to contractual restrictions on sales.
(2)Variable rate loans to the portfolio companies bear interest at a rate that is determined by reference to either LIBOR (“L”), the Secured Overnight Financing Rate (“SOFR”) or an alternate base rate (commonly based on the Federal Funds Rate or the U.S. Prime Rate), which generally resets quarterly. For each such loan, the Company has indicated the reference rate used and provided the spread and the interest rate in effect as of March 31,June 30, 2023. As of March 31,June 30, 2023, the reference rates for our variable rate loans were the 30-day LIBOR at 4.86%5.22%, the 90-day LIBOR at 5.19%5.55%, the 180-day LIBOR at 5.31%5.76%, the 30-day SOFR at 4.80%5.14%, the 90-day SOFR at 4.91%5.27%, the 180-day SOFR at 4.90%5.39%, the daily SONIA at 4.18%4.93%, the 90-day EURIBOR at 3.04%3.58% and the 30-day CDOR at 5.03%5.40%.
(3)Loan includes interest rate floor feature, which is generally ranges from 0.50% to 1.00%.
(4)Amortized cost represents original cost, including origination fees and upfront fees received that are deemed to be an adjustment to yield, adjusted for the accretion/amortization of discounts/premiums, as applicable, on debt investments using the effective interest method.
(5)Fair value is determined in good faith by the Investment Adviser, as the valuation designee pursuant to Rule 2a-5 under the Investment Company Act (see Note 2, Significant Accounting Policies, and Note 3, Fair Value Measurements, to these unaudited consolidated financial statements), pursuant to the Company’s valuation policy. The fair value of all first lien and second lien debt investments, equity investments and the investment funds was determined using significant unobservable inputs.
(6)Security acquired in transaction exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”), and may be deemed to be “restricted securities” under the Securities Act. As of March 31,June 30, 2023, the aggregate fair value of these securities is $102,241,$102,214, or 11.14%11.36% of the Company’s net assets.
(7)The Company has determined the indicated investments are non-qualifying assets under Section 55(a) of the Investment Company Act. Under the Investment Company Act, the Company may not acquire any non-qualifying assets unless, at the time such acquisition is made, qualifying assets represent at least 70% of the Company’s total assets.
(8)Loan was on non-accrual status as of March 31,June 30, 2023.
(9)Represents a corporate mezzanine loan, which is subordinated to senior secured term loans of the portfolio company/investment fund.
(10)Under the Investment Company Act, the Company is deemed to be an “affiliated person” of and “control” this investment fund because the Company owns more than 25% of the investment fund’s outstanding voting securities and/or has the power to exercise control over management or policies of such investment fund. See Note 5, Middle Market Credit Fund, LLC, and Note 6, Middle Market Credit Fund II, LLC, to these unaudited consolidated financial statements for more details. Transactions related to investments in controlled affiliates for the three month periodsix months ended March 31,June 30, 2023, were as follows:
Investments—controlled/affiliatedInvestments—controlled/affiliatedFair Value as of December 31, 2022Additions/PurchasesReductions/Sales/ PaydownsNet Realized Gain (Loss)Net Change in Unrealized Appreciation (Depreciation)Fair Value as of March 31, 2023Dividend IncomeInvestments—controlled/affiliatedFair Value as of December 31, 2022Additions/PurchasesReductions/Sales/ PaydownsNet Realized Gain (Loss)Net Change in Unrealized Appreciation (Depreciation)Fair Value as of June 30, 2023Dividend Income
Middle Market Credit Fund II LLC, Member's InterestMiddle Market Credit Fund II LLC, Member's Interest$72,957 $— $— $— $(1,772)$71,185 $2,776 Middle Market Credit Fund II LLC, Member's Interest$72,957 $— $— $— $(6,038)$66,919 $5,552 
Middle Market Credit Fund, LLC, Subordinated Loan and Member’s Interest
Middle Market Credit Fund, LLC, Subordinated Loan and Member’s Interest
190,065 — — — (95)189,970 5,500 
Middle Market Credit Fund, LLC, Subordinated Loan and Member’s Interest
190,065 — — — (964)189,101 11,000 
Middle Market Credit Fund, Mezzanine LoanMiddle Market Credit Fund, Mezzanine Loan— — — — — — — Middle Market Credit Fund, Mezzanine Loan— — — — — — — 
Total investments—controlled/affiliatedTotal investments—controlled/affiliated$263,022 $— $— $— $(1,867)$261,155 $8,276 Total investments—controlled/affiliated$263,022 $— $— $— $(7,002)$256,020 $16,552 


(11)     In addition to the interest earned based on the stated interest rate of this loan, which is the amount reflected in this schedule, the Company is entitled to receive additional interest as a result of an agreement among lenders, which has been included in the spread of each applicable investment. Pursuant to the agreement among lenders in respect of this loan, this investment represents a first lien/last out loan, which has a secondary priority behind the first lien/first out loan with respect to principal, interest and other payments.
(12)    Under the Investment Company Act, the Company is deemed an “affiliated person” of this portfolio company because the Company owns 5% or more of the portfolio company's outstanding voting securities. Transactions related to the portfolio company during the three month periodsix months ended March 31,June 30, 2023 were as follows:
15
CARLYLE SECURED LENDING, INC.
CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)
As of March 31,June 30, 2023
(dollar amounts in thousands) (unaudited)
Investments—non-controlled/affiliatedInvestments—non-controlled/affiliatedFair Value as of December 31, 2022Additions/PurchasesReductions/Sales/ PaydownsNet Realized Gain (Loss)Net Change in Unrealized Appreciation (Depreciation)Fair Value as of March 31, 2023Interest and Other IncomeInvestments—non-controlled/affiliatedFair Value as of December 31, 2022Additions/PurchasesReductions/Sales/ PaydownsNet Realized Gain (Loss)Net Change in Unrealized Appreciation (Depreciation)Fair Value as of June 30, 2023Interest and Other Income
Direct Travel, Inc.Direct Travel, Inc.$42,636 $358 $— $— $18 $43,012 $1,610 Direct Travel, Inc.$42,636 $700 $— $— $34 $43,370 $3,231 
Direct Travel, Inc.Direct Travel, Inc.2,731 295 — — (11)3,015 86 Direct Travel, Inc.2,731 305 — — (21)3,015 182 
Direct Travel, Inc. (Equity)Direct Travel, Inc. (Equity)— — — — 4,969 4,969 — Direct Travel, Inc. (Equity)— — — — 5,283 5,283 — 
Total investments—non-controlled/affiliatedTotal investments—non-controlled/affiliated$45,367 $653 $— $— $4,976 $50,996 $1,696 Total investments—non-controlled/affiliated$45,367 $1,005 $— $— $5,296 $51,668 $3,413 



16
CARLYLE SECURED LENDING, INC.
CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)
As of March 31, 2023
(dollar amounts in thousands) (unaudited)
(13)Loans include a credit spread adjustment that ranges from 0.10% to 0.25%0.43%.
(14)Loan is in forbearance as of March 31,June 30, 2023.
(15)As of March 31,June 30, 2023, the Company had the following unfunded commitments to fund delayed draw and revolving senior secured loans:
Investments—non-controlled/non-affiliatedInvestments—non-controlled/non-affiliatedTypeUnused FeePar/ Principal AmountFair ValueInvestments—non-controlled/non-affiliatedTypeUnused FeePar/ Principal AmountFair Value
First and Second Lien Debt—unfunded delayed draw and revolving term loans commitmentsFirst and Second Lien Debt—unfunded delayed draw and revolving term loans commitmentsFirst and Second Lien Debt—unfunded delayed draw and revolving term loans commitments
ADPD Holdings, LLCADPD Holdings, LLCDelayed Draw0.50%$1,951 $(35)ADPD Holdings, LLCDelayed Draw1.00%$1,795 $(41)
ADPD Holdings, LLCADPD Holdings, LLCDelayed Draw0.501,083 (19)ADPD Holdings, LLCDelayed Draw1.001,083 (25)
ADPD Holdings, LLCADPD Holdings, LLCRevolver0.50621 (11)ADPD Holdings, LLCRevolver0.50621 (14)
Advanced Web Technologies Holding CompanyDelayed Draw1.001,153 (13)
Advanced Web Technologies Holding CompanyAdvanced Web Technologies Holding CompanyRevolver0.50854 (10)Advanced Web Technologies Holding CompanyRevolver0.50985 (3)
Alpine Acquisition Corp IIAlpine Acquisition Corp IIRevolver0.503,102 (115)Alpine Acquisition Corp IIRevolver0.502,758 (74)
Analogic CorporationAnalogic CorporationRevolver0.5048 (1)Analogic CorporationRevolver0.5044 — 
Apex Companies Holdings, LLCApex Companies Holdings, LLCDelayed Draw1.002,305 (67)Apex Companies Holdings, LLCDelayed Draw1.002,305 (56)
Applied Technical Services, LLCApplied Technical Services, LLCRevolver0.5014 — Applied Technical Services, LLCRevolver0.508 — 
Appriss Health, LLCAppriss Health, LLCRevolver0.501,481 (44)Appriss Health, LLCRevolver0.502,963 (64)
Apptio, Inc.Apptio, Inc.Revolver0.50237 — Apptio, Inc.Revolver0.501,657 — 
Ascend Buyer, LLCAscend Buyer, LLCRevolver0.501,284 (34)Ascend Buyer, LLCRevolver0.501,284 (34)
Associations, Inc.Associations, Inc.Revolver0.50723 (15)Associations, Inc.Revolver0.50723 (13)
Atlas AU Bidco Pty Ltd (Australia)Atlas AU Bidco Pty Ltd (Australia)Revolver0.50268 (5)Atlas AU Bidco Pty Ltd (Australia)Revolver0.50268 (3)
Avalara, Inc.Avalara, Inc.Revolver0.502,250 (32)Avalara, Inc.Revolver0.502,250 10 
Blackbird Purchaser, Inc.Delayed Draw1.004,597 (90)
Bayside OPCP, LLCBayside OPCP, LLCRevolver0.501,185 — 
BlueCat Networks, Inc. (Canada)BlueCat Networks, Inc. (Canada)Delayed Draw0.50405 (8)BlueCat Networks, Inc. (Canada)Delayed Draw0.50170 (2)
BlueCat Networks, Inc. (Canada)BlueCat Networks, Inc. (Canada)Delayed Draw0.50240 (5)BlueCat Networks, Inc. (Canada)Delayed Draw0.50240 (3)
BMS Holdings III Corp.Delayed Draw2.654,844 (159)
Bradyifs Holdings, LLCDelayed Draw1.002,059 (54)
Bradyifs Holdings, LLCBradyifs Holdings, LLCRevolver0.50739 (19)Bradyifs Holdings, LLCRevolver0.50661 (10)
Bubbles Bidco S.P.A. (Italy)Bubbles Bidco S.P.A. (Italy)Delayed Draw2.80€873 4 Bubbles Bidco S.P.A. (Italy)Revolver—€537 4 
Bubbles Bidco S.P.A. (Italy)Bubbles Bidco S.P.A. (Italy)Revolver—€537 2 Bubbles Bidco S.P.A. (Italy)Delayed Draw2.80€873 6 
CD&R Madison Parent Ltd (United Kingdom)CD&R Madison Parent Ltd (United Kingdom)Delayed Draw1.50£271 (7)CD&R Madison Parent Ltd (United Kingdom)Delayed Draw1.50£271 (6)
Celerion Buyer, Inc.Celerion Buyer, Inc.Delayed Draw1.00499 (10)Celerion Buyer, Inc.Delayed Draw1.00499 (6)
Celerion Buyer, Inc.Celerion Buyer, Inc.Revolver0.50249 (5)Celerion Buyer, Inc.Revolver0.50249 (3)
Chartis Holding, LLCChartis Holding, LLCRevolver0.50159 (1)Chartis Holding, LLCRevolver0.50129 (1)
Chemical Computing Group ULC (Canada)Revolver0.5029 — 
Cority Software Inc. (Canada)Revolver0.503,000 (28)
Coupa Holdings, LLCDelayed Draw1.00771 (19)
Coupa Holdings, LLCRevolver0.50591 (15)
CPI Intermediate Holdings, Inc.Delayed Draw1.00927 (21)
16
CARLYLE SECURED LENDING, INC.
CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)
As of June 30, 2023
(dollar amounts in thousands) (unaudited)
Investments—non-controlled/non-affiliatedTypeUnused FeePar/ Principal AmountFair Value
Chemical Computing Group ULC (Canada)Revolver0.50%$29 $— 
Cority Software Inc. (Canada)Revolver0.503,000 (20)
Coupa Holdings, LLCDelayed Draw1.00771 (7)
Coupa Holdings, LLCRevolver0.50591 (5)
CPI Intermediate Holdings, Inc.Delayed Draw1.00927 (37)
CST Holding CompanyRevolver0.50470 (8)
Denali Midco 2, LLCDelayed Draw1.001,638 (65)
Diligent CorporationRevolver0.5024 (1)
Direct Travel, Inc.Delayed Draw0.501,373 — 
Dwyer Instruments, Inc.Delayed Draw1.00161 (2)
Dwyer Instruments, Inc.Revolver0.50872 (9)
Eliassen Group, LLCDelayed Draw1.003,310 (39)
Ellkay, LLCRevolver0.501,786 (151)
EPS Nass Parent, Inc.Revolver0.5010 — 
EvolveIP, LLCRevolver0.50148 (2)
Excel Fitness Holdings, Inc.Revolver0.50296 (14)
Excelitas Technologies Corp.Delayed Draw0.5099 (2)
Excelitas Technologies Corp.Revolver0.50175 (3)
FPG Intermediate Holdco, LLCDelayed Draw1.003,973 (113)
Greenhouse Software, Inc.Revolver0.50733 (16)
Greenhouse Software, Inc.Revolver0.501,471 (33)
Hadrian Acquisition Limited (United Kingdom)Delayed Draw2.33£1,933 (23)
Harbour Benefit Holdings, Inc.Revolver0.503,180 (19)
Heartland Home Services, Inc.Delayed Draw0.754,680 (52)
Heartland Home Services, Inc.Revolver0.50619 (2)
Hercules Borrower LLCRevolver0.501,929 (18)
Hoosier Intermediate, LLCRevolver0.502,320 (171)
HS Spa Holdings Inc.Revolver0.501,050 (20)
iCIMS, Inc.Delayed Draw—6,273 (52)
iCIMS, Inc.Revolver0.502,026 (17)
IQN Holding Corp.Delayed Draw1.00545 (5)
IQN Holding Corp.Revolver0.50407 (4)
Jeg's Automotive, LLCDelayed Draw1.004,167 (637)
Kaseya, Inc.Delayed Draw1.001,076 (18)
Kaseya, Inc.Revolver0.501,541 (26)
Lifelong Learner Holdings, LLCRevolver0.502 — 
17
CARLYLE SECURED LENDING, INC.
CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)
As of March 31,June 30, 2023
(dollar amounts in thousands) (unaudited)
Investments—non-controlled/non-affiliatedTypeUnused FeePar/ Principal AmountFair Value
CST Holding CompanyRevolver0.50%$423 $(10)
Denali Midco 2, LLCDelayed Draw1.001,638 (62)
Diligent CorporationRevolver0.5033 (1)
Direct Travel, Inc.Delayed Draw0.501,373 — 
Dwyer Instruments, Inc.Delayed Draw1.00161 (2)
Dwyer Instruments, Inc.Revolver0.50916 (9)
Eliassen Group, LLCDelayed Draw1.003,310 (26)
Ellkay, LLCRevolver0.501,786 (66)
EPS Nass Parent, Inc.Delayed Draw1.0037 (2)
EPS Nass Parent, Inc.Revolver0.5022 (1)
EvolveIP, LLCRevolver0.50636 (10)
Excel Fitness Holdings, Inc.Revolver0.50367 (15)
Excelitas Technologies Corp.Delayed Draw0.5099 (3)
Excelitas Technologies Corp.Revolver0.50224 (7)
FPG Intermediate Holdco, LLCDelayed Draw1.003,973 (160)
Greenhouse Software, Inc.Revolver0.501,059 (29)
Greenhouse Software, Inc.Revolver0.50528 (14)
Hadrian Acquisition Limited (United Kingdom)Delayed Draw2.33£1,933 (31)
Harbour Benefit Holdings, Inc.Revolver0.503,180 (18)
Heartland Home Services, Inc.Delayed Draw0.754,680 (93)
Heartland Home Services, Inc.Revolver0.50619 (8)
Hercules Borrower LLCRevolver0.501,929 (26)
Hoosier Intermediate, LLCRevolver0.501,360 (117)
HS Spa Holdings Inc.Revolver0.501,235 (25)
iCIMS, Inc.Delayed Draw—6,523 (162)
iCIMS, Inc.Revolver0.502,432 (60)
IQN Holding Corp.Delayed Draw1.00696 (5)
IQN Holding Corp.Revolver0.50489 (3)
Jeg's Automotive, LLCDelayed Draw1.004,167 (509)
K2 Insurance Services, LLCRevolver0.501,120 — 
Kaseya, Inc.Delayed Draw0.501,146 (29)
Kaseya, Inc.Revolver0.502,054 (53)
Lifelong Learner Holdings, LLCRevolver0.502 — 
LVF Holdings, Inc.Delayed Draw1.004,670 (237)
LVF Holdings, Inc.Revolver0.501,226 (62)
Material Holdings, LLCDelayed Draw—977 (36)
Investments—non-controlled/non-affiliatedTypeUnused FeePar/ Principal AmountFair Value
LVF Holdings, Inc.Revolver0.50%$1,226 $(54)
Material Holdings, LLCDelayed Draw—881 (48)
Material Holdings, LLCRevolver1.00959 (52)
Medical Manufacturing Technologies, LLCRevolver0.501,281 (23)
NEFCO Holding Company LLCDelayed Draw1.00369 (4)
NEFCO Holding Company LLCRevolver0.50356 (4)
NMI AcquisitionCo, Inc.Revolver0.501,280 (20)
North Haven Fairway Buyer, LLCRevolver0.501,154 (30)
North Haven Stallone Buyer, LLCDelayed Draw1.00151 (3)
Oak Purchaser, Inc.Delayed Draw0.501,462 (43)
Oak Purchaser, Inc.Revolver0.50584 (17)
Oranje Holdco, Inc.Revolver0.501,006 (14)
Pestco Intermediate, LLCDelayed Draw2.001,387 (45)
Pestco Intermediate, LLCRevolver0.50238 (8)
PF Atlantic Holdco 2, LLCDelayed Draw1.007,448 (113)
PF Atlantic Holdco 2, LLCRevolver0.502,138 (32)
Prophix Software Inc. (Canada)Delayed Draw—379 — 
Prophix Software Inc. (Canada)Revolver0.501,993 — 
Pushpay USA Inc.Revolver0.501,235 (37)
PXO Holdings I Corp.Delayed Draw1.00885 (22)
PXO Holdings I Corp.Revolver0.501,315 (33)
QNNECT, LLCDelayed Draw1.001,325 (10)
Quantic Electronics, LLCDelayed Draw1.002,126 (76)
Radwell Parent, LLCRevolver0.381,116 (19)
RSC Acquisition, Inc.Revolver0.50462 (10)
RSC Acquisition, Inc.Delayed Draw1.00130 (3)
Sapphire Convention, Inc.Revolver0.504,188 (26)
SCP Eye Care HoldCo, LLCDelayed Draw1.0033 (1)
SCP Eye Care HoldCo, LLCRevolver0.509 — 
Smarsh Inc.Delayed Draw1.00816 (12)
Smarsh Inc.Revolver0.50408 (6)
Spotless Brands, LLCDelayed Draw1.0015,000 (183)
Spotless Brands, LLCRevolver0.501,096 (24)
Summit Acquisition, Inc.Delayed Draw1.001,374 (41)
Summit Acquisition, Inc.Revolver0.50687 (21)
Tank Holding Corp.Revolver0.38607 (16)
18
CARLYLE SECURED LENDING, INC.
CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)
As of March 31,June 30, 2023
(dollar amounts in thousands) (unaudited)
Investments—non-controlled/non-affiliatedTypeUnused FeePar/ Principal AmountFair Value
Material Holdings, LLCRevolver1.00%$115 $(4)
Medical Manufacturing Technologies, LLCDelayed Draw1.00826 (16)
Medical Manufacturing Technologies, LLCRevolver0.501,281 (26)
NEFCO Holding Company LLCDelayed Draw1.00369 (10)
NEFCO Holding Company LLCRevolver0.50471 (13)
NMI AcquisitionCo, Inc.Revolver0.501,280 (33)
North Haven Fairway Buyer, LLCRevolver0.501,154 (34)
North Haven Stallone Buyer, LLCDelayed Draw1.00180 (3)
Oak Purchaser, Inc.Delayed Draw0.501,530 (36)
Oak Purchaser, Inc.Revolver0.50584 (14)
Oranje Holdco, Inc.Revolver0.501,006 (21)
Pestco, LLCDelayed Draw2.001,387 (42)
Pestco, LLCRevolver0.50238 (7)
PF Atlantic Holdco 2, LLCDelayed Draw1.007,448 (113)
PF Atlantic Holdco 2, LLCRevolver0.502,552 (39)
PPT Management Holdings, LLCRevolver0.50461 — 
Prophix Software Inc. (Canada)Revolver0.501,993 — 
PXO Holdings I Corp.Delayed Draw1.00885 (13)
PXO Holdings I Corp.Revolver0.501,315 (19)
QNNECT, LLCDelayed Draw1.001,325 (23)
Quantic Electronics, LLCDelayed Draw1.002,126 (89)
Quantic Electronics, LLCRevolver0.50276 (12)
Radwell Parent, LLCRevolver0.381,209 (26)
RSC Acquisition, Inc.Delayed Draw1.00634 (21)
RSC Acquisition, Inc.Revolver0.50177 (6)
Sapphire Convention, Inc.Revolver0.504,188 (93)
SCP Eye Care HoldCo, LLCDelayed Draw1.0039 (1)
SCP Eye Care HoldCo, LLCRevolver0.5012 — 
Smarsh Inc.Delayed Draw1.00816 (20)
Smarsh Inc.Revolver0.50327 (8)
Spotless Brands, LLCDelayed Draw1.0015,000 (267)
Spotless Brands, LLCRevolver0.50877 (24)
Tank Holding Corp.Revolver0.381,186 (24)
The Carlstar Group LLCRevolver0.503,657 (32)
Trader Corporation (Canada)Revolver0.50C$906 (28)
Tufin Software North America, Inc.Delayed Draw—191 (5)
Investments—non-controlled/non-affiliatedTypeUnused FeePar/ Principal AmountFair Value
The Carlstar Group LLCRevolver0.50%$3,657 $(20)
Trader Corporation (Canada)Revolver0.50C$906 (15)
Tufin Software North America, Inc.Revolver0.501,339 (30)
Turbo Buyer, Inc.Delayed Draw1.002,967 (42)
Turbo Buyer, Inc.Revolver0.501,217 (17)
U.S. Legal Support, Inc.Delayed Draw0.502,032 (34)
U.S. Legal Support, Inc.Revolver0.50816 (13)
Wineshipping.com LLCDelayed Draw1.001,609 (80)
Wineshipping.com LLCRevolver0.501,112 (56)
Total unfunded commitments$150,424 $(3,286)


19
CARLYLE SECURED LENDING, INC.
CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)
As of March 31,June 30, 2023
(dollar amounts in thousands) (unaudited)
Investments—non-controlled/non-affiliatedTypeUnused FeePar/ Principal AmountFair Value
Tufin Software North America, Inc.Revolver0.501,339 (32)
Turbo Buyer, Inc.Delayed Draw1.002,967 (48)
Turbo Buyer, Inc.Revolver0.501,217 (20)
U.S. Legal Support, Inc.Delayed Draw0.502,032 (33)
U.S. Legal Support, Inc.Revolver0.50571 (9)
Wineshipping.com LLCDelayed Draw1.001,609 (61)
Wineshipping.com LLCRevolver0.501,033 (39)
Total unfunded commitments$164,374 $(4,091)
As of June 30, 2023, investments at fair value consisted of the following:
TypeAmortized CostFair Value% of Fair Value
First Lien Debt$1,328,460 $1,272,650 67.1 %
Second Lien Debt269,185 265,536 14.0 
Equity Investments94,402 102,214 5.4 
Investment Funds271,097 256,020 13.5 
Total$1,963,144 $1,896,420 100.0 %
The rate type of debt investments at fair value as of June 30, 2023 was as follows:
Rate TypeAmortized CostFair Value% of Fair Value of First and Second Lien Debt
Floating Rate$1,579,797 $1,520,792 98.9 %
Fixed Rate17,848 17,394 1.1 
Total$1,597,645 $1,538,186 100.0 %


The industry composition of investments at fair value as of June 30, 2023 was as follows:
IndustryAmortized CostFair Value% of Fair Value
Aerospace & Defense$138,898 $132,134 7.0 %
Automotive86,132 83,755 4.4 
Beverage & Food70,398 68,012 3.6 
Business Services103,811 102,167 5.5 
Capital Equipment61,983 65,220 3.4 
Chemicals, Plastics & Rubber67,498 65,784 3.5 
Construction & Building24,606 24,443 1.3 
Consumer Goods: Durable435 420 0.0 
Consumer Goods: Non-Durable10,640 10,518 0.6 
Consumer Services95,022 93,627 4.9 
Containers, Packaging & Glass45,707 41,831 2.2 
Diversified Financial Services91,244 91,608 4.8 
Energy: Oil & Gas35,331 35,634 1.9 
Environmental Industries40,111 39,722 2.1 
Healthcare & Pharmaceuticals235,849 205,110 10.8 
High Tech Industries139,408 138,422 7.3 
Investment Funds271,097 256,020 13.5 
Leisure Products & Services119,776 121,032 6.4 
Media: Advertising, Printing & Publishing318 250 0.0 
Retail30,400 30,574 1.6 
Software186,684 186,485 9.8 
20
CARLYLE SECURED LENDING, INC.
CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)
As of March 31,June 30, 2023
(dollar amounts in thousands) (unaudited)
As of March 31, 2023, investments at fair value consisted of the following:
TypeAmortized CostFair Value% of Fair Value
First Lien Debt$1,398,638 $1,350,740 68.5 %
Second Lien Debt264,892 259,429 13.1 
Equity Investments93,021 102,241 5.2 
Investment Funds271,097 261,155 13.2 
Total$2,027,648 $1,973,565 100.0 %
The rate type of debt investments at fair value as of March 31, 2023 was as follows:
Rate TypeAmortized CostFair Value% of Fair Value of First and Second Lien Debt
Floating Rate$1,645,696 $1,592,979 98.9 %
Fixed Rate17,834 17,190 1.1 
Total$1,663,530 $1,610,169 100.0 %

The industry composition of investments at fair value as of March 31, 2023 was as follows:
IndustryAmortized CostFair Value% of Fair Value
Aerospace & Defense$138,742 $130,183 6.6 %
Automotive86,304 85,005 4.3 
Beverage & Food70,471 66,849 3.4 
Business Services104,689 104,075 5.3 
Capital Equipment60,882 63,545 3.2 
Chemicals, Plastics & Rubber67,524 67,387 3.4 
Construction & Building24,356 23,922 1.2 
Consumer Goods: Durable436 426 0.0 
Consumer Goods: Non-Durable10,690 10,478 0.5 
Consumer Services101,685 99,694 5.1 
Containers, Packaging & Glass44,119 41,172 2.1 
Diversified Financial Services79,996 80,108 4.1 
Energy: Oil & Gas34,794 35,099 1.8 
Environmental Industries72,446 72,343 3.7 
Healthcare & Pharmaceuticals243,805 225,052 11.4 
High Tech Industries139,995 136,737 6.9 
Investment Funds271,097 261,155 13.2 
Leisure Products & Services118,429 119,516 6.1 
Media: Advertising, Printing & Publishing318 256 0.0 
Media: Diversified & Production19,782 19,780 1.0 
Retail30,836 30,867 1.6 
21
CARLYLE SECURED LENDING, INC.
CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)
As of March 31, 2023
(dollar amounts in thousands) (unaudited)
IndustryIndustryAmortized CostFair Value% of Fair ValueIndustryAmortized CostFair Value% of Fair Value
Software$189,268 $187,768 9.5 %
Sovereign & Public FinanceSovereign & Public Finance182 619 0.0 Sovereign & Public Finance$182 $614 0.0 %
TelecommunicationsTelecommunications76,767 71,804 3.6 Telecommunications77,564 72,877 3.8 
Transportation: CargoTransportation: Cargo7,743 7,514 0.4 Transportation: Cargo1,467 1,417 0.1 
Utilities: ElectricUtilities: Electric913 888 0.0 Utilities: Electric924 904 0.0 
WholesaleWholesale31,379 31,323 1.6 Wholesale27,659 27,840 1.5 
$2,027,648 $1,973,565 100.0 %$1,963,144 $1,896,420 100.0 %
The geographical composition of investments at fair value as of March 31,June 30, 2023 was as follows:
GeographyGeographyAmortized CostFair Value% of Fair ValueGeographyAmortized CostFair Value% of Fair Value
AustraliaAustralia$2,798 $2,836 0.1 %Australia$2,801 $2,856 0.2 %
CanadaCanada48,174 48,787 2.5 Canada47,366 48,313 2.5 
ItalyItaly5,826 5,593 0.3 Italy5,830 5,656 0.3 
LuxembourgLuxembourg41,408 39,175 2.0 Luxembourg41,363 39,184 2.1 
SwedenSweden1,168 285 0.0 Sweden1,168 240 0.0 
United KingdomUnited Kingdom74,887 72,839 3.7 United Kingdom75,141 74,696 3.9 
United StatesUnited States1,853,387 1,804,050 91.4 United States1,789,475 1,725,475 91.0 
TotalTotal$2,027,648 $1,973,565 100.0 %Total$1,963,144 $1,896,420 100.0 %


The accompanying notes are an integral part of these consolidated financial statements.
2221
CARLYLE SECURED LENDING, INC.
CONSOLIDATED SCHEDULE OF INVESTMENTS
As of December 31, 2022
(dollar amounts in thousands)
`
Investments—non-controlled/non-affiliated (1)
Investments—non-controlled/non-affiliated (1)
FootnotesIndustry
Reference Rate (2)
Spread (2)
Interest Rate (2)
Acquisition DateMaturity DatePar/ Principal Amount **
Amortized Cost (4)
Fair Value(5)
% of Net
 Assets
Investments—non-controlled/non-affiliated (1)
FootnotesIndustry
Reference Rate (2)
Spread (2)
Interest Rate (2)
Acquisition DateMaturity DatePar/ Principal Amount **
Amortized Cost (4)
Fair Value(5)
% of Net
 Assets
First Lien Debt (66.3% of fair value)First Lien Debt (66.3% of fair value)First Lien Debt (66.3% of fair value)
ADPD Holdings, LLCADPD Holdings, LLC^*(2)(3)(14)(15)Consumer ServicesSOFR6.00%10.37%8/16/20228/15/2028$9,913 $9,651 $9,571 1.04 %ADPD Holdings, LLC^*(2)(3)(14)(15)Consumer ServicesSOFR6.00%10.37%8/16/20228/15/2028$9,913 $9,651 $9,571 1.04 %
Advanced Web Technologies Holding CompanyAdvanced Web Technologies Holding Company^*(2)(3)(14)Containers, Packaging & GlassLIBOR6.25%10.67%12/17/202012/17/20269,315 9,144 9,196 1.00 Advanced Web Technologies Holding Company^*(2)(3)(14)Containers, Packaging & GlassLIBOR6.25%10.67%12/17/202012/17/20269,315 9,144 9,196 1.00 
Airnov, Inc.Airnov, Inc.^*(2)(3)(14)Containers, Packaging & GlassLIBOR5.00%9.75%12/20/201912/19/20252,035 2,013 2,019 0.22 Airnov, Inc.^*(2)(3)(14)Containers, Packaging & GlassLIBOR5.00%9.75%12/20/201912/19/20252,035 2,013 2,019 0.22 
Allied Universal Holdco LLCAllied Universal Holdco LLC^(2)(3)(15)Business ServicesLIBOR3.75%8.17%2/17/20215/14/2028493 494 467 0.05 Allied Universal Holdco LLC^(2)(3)(15)Business ServicesLIBOR3.75%8.17%2/17/20215/14/2028493 494 467 0.05 
Alpine Acquisition Corp IIAlpine Acquisition Corp II^*(2)(3)(14)(15)Transportation: CargoSOFR5.50%9.76%4/19/202211/30/20267,597 7,406 7,188 0.78 Alpine Acquisition Corp II^*(2)(3)(14)(15)Transportation: CargoSOFR5.50%9.76%4/19/202211/30/20267,597 7,406 7,188 0.78 
American Physician Partners, LLCAmerican Physician Partners, LLC^*(2)(3)(15)Healthcare & PharmaceuticalsSOFR6.75%, 3.50% PIK14.67%1/7/20198/5/202230,121 30,125 26,002 2.83 American Physician Partners, LLC^*(2)(3)(15)Healthcare & PharmaceuticalsSOFR6.75%, 3.50% PIK14.67%1/7/20198/5/202230,121 30,125 26,002 2.83 
American Physician Partners, LLCAmerican Physician Partners, LLC^(2)(3)(14)(15)Healthcare & PharmaceuticalsSOFR6.75%, 3.50% PIK14.67%12/16/20222/15/2023799 764 751 0.08 American Physician Partners, LLC^(2)(3)(14)(15)Healthcare & PharmaceuticalsSOFR6.75%, 3.50% PIK14.67%12/16/20222/15/2023799 764 751 0.08 
Analogic CorporationAnalogic Corporation^*(2)(3)(14)Capital EquipmentLIBOR5.25%9.67%6/22/20186/22/20242,462 2,449 2,402 0.26 Analogic Corporation^*(2)(3)(14)Capital EquipmentLIBOR5.25%9.67%6/22/20186/22/20242,462 2,449 2,402 0.26 
Applied Technical Services, LLCApplied Technical Services, LLC^(2)(3)(14)Business ServicesLIBOR5.75%10.52%12/29/202012/29/2026533 524 531 0.06 Applied Technical Services, LLC^(2)(3)(14)Business ServicesLIBOR5.75%10.52%12/29/202012/29/2026533 524 531 0.06 
Appriss Health, LLCAppriss Health, LLC^(2)(3)(14)Healthcare & PharmaceuticalsLIBOR7.25%11.54%5/6/20215/6/202736,831 36,218 35,303 3.85 Appriss Health, LLC^(2)(3)(14)Healthcare & PharmaceuticalsLIBOR7.25%11.54%5/6/20215/6/202736,831 36,218 35,303 3.85 
Apptio, Inc.Apptio, Inc.^(2)(3)(14)SoftwareLIBOR6.00%9.94%1/10/20191/10/20256,604 6,544 6,604 0.72 Apptio, Inc.^(2)(3)(14)SoftwareLIBOR6.00%9.94%1/10/20191/10/20256,604 6,544 6,604 0.72 
Ascend Buyer, LLCAscend Buyer, LLC^*(2)(3)(14)(15)Containers, Packaging & GlassSOFR6.25%10.67%9/30/20219/30/20283,420 3,342 3,338 0.36 Ascend Buyer, LLC^*(2)(3)(14)(15)Containers, Packaging & GlassSOFR6.25%10.67%9/30/20219/30/20283,420 3,342 3,338 0.36 
Associations, Inc.Associations, Inc.^(2)(3)(14)Construction & BuildingSOFR4.00%, 2.50% PIK11.04%7/2/20217/2/202712,854 12,754 12,451 1.36 Associations, Inc.^(2)(3)(14)Construction & BuildingSOFR4.00%, 2.50% PIK11.04%7/2/20217/2/202712,854 12,754 12,451 1.36 
Atlas AU Bidco Pty Ltd (Australia)Atlas AU Bidco Pty Ltd (Australia)^(2)(3)(7)(14)High Tech IndustriesSOFR7.25%11.48%12/15/202212/12/20292,890 2,796 2,796 0.31 Atlas AU Bidco Pty Ltd (Australia)^(2)(3)(7)(14)High Tech IndustriesSOFR7.25%11.48%12/15/202212/12/20292,890 2,796 2,796 0.31 
Aurora Lux FinCo S.Á.R.L. (Luxembourg)Aurora Lux FinCo S.Á.R.L. (Luxembourg)^*(2)(3)(7)SoftwareLIBOR6.00%10.32%12/24/201912/24/202632,158 31,649 30,389 3.31 Aurora Lux FinCo S.Á.R.L. (Luxembourg)^*(2)(3)(7)SoftwareLIBOR6.00%10.32%12/24/201912/24/202632,158 31,649 30,389 3.31 
Avalara, Inc.Avalara, Inc.^(2)(3)(14)Diversified Financial ServicesSOFR7.25%11.83%10/19/202210/19/202822,500 21,898 21,752 2.37 Avalara, Inc.^(2)(3)(14)Diversified Financial ServicesSOFR7.25%11.83%10/19/202210/19/202822,500 21,898 21,752 2.37 
Barnes & Noble, Inc.Barnes & Noble, Inc.^(2)(3)(11)(15)RetailSOFR8.31%12.73%8/7/201912/20/202627,848 27,073 26,771 2.92 Barnes & Noble, Inc.^(2)(3)(11)(15)RetailSOFR8.31%12.73%8/7/201912/20/202627,848 27,073 26,771 2.92 
BlueCat Networks, Inc. (Canada)BlueCat Networks, Inc. (Canada)^(2)(3)(7)(14)High Tech IndustriesSOFR4.00% ,2.00% PIK10.46%8/8/20228/8/20283,198 3,126 3,092 0.34 BlueCat Networks, Inc. (Canada)^(2)(3)(7)(14)High Tech IndustriesSOFR4.00%, 2.00% PIK10.46%8/8/20228/8/20283,198 3,126 3,092 0.34 
BMS Holdings III Corp.BMS Holdings III Corp.^(2)(3)(14)Construction & BuildingLIBOR5.50%10.23%9/30/20199/30/20264,832 4,688 4,658 0.51 BMS Holdings III Corp.^(2)(3)(14)Construction & BuildingLIBOR5.50%10.23%9/30/20199/30/20264,832 4,688 4,658 0.51 
Bradyifs Holdings, LLCBradyifs Holdings, LLC^*(2)(3)(14)(15)WholesaleSOFR6.25%10.83%2/21/202011/22/202512,884 12,650 12,720 1.39 Bradyifs Holdings, LLC^*(2)(3)(14)(15)WholesaleSOFR6.25%10.83%2/21/202011/22/202512,884 12,650 12,720 1.39 
Bubbles Bidco S.P.A. (Italy)Bubbles Bidco S.P.A. (Italy)^(2)(7)(14)Consumer Goods: Non-DurableLIBOR9.25% (100% PIK)11.38%10/20/202110/20/2028€5,189 5,815 5,505 0.60 Bubbles Bidco S.P.A. (Italy)^(2)(7)(14)Consumer Goods: Non-DurableLIBOR9.25% (100% PIK)11.38%10/20/202110/20/2028€5,189 5,815 5,505 0.60 
Bubbles Bidco S.P.A. (Italy)Bubbles Bidco S.P.A. (Italy)^(2)(7)(14)Consumer Goods: Non-DurableLIBOR6.25%8.38%10/20/202110/20/2028€— — (40)0.00 Bubbles Bidco S.P.A. (Italy)^(2)(7)(14)Consumer Goods: Non-DurableLIBOR6.25%8.38%10/20/202110/20/2028€— — (40)0.00 
Celerion Buyer, Inc.Celerion Buyer, Inc.^*(2)(3)(14)Healthcare & PharmaceuticalsSOFR6.50%10.64%11/3/202211/3/20293,152 3,056 3,054 0.33 Celerion Buyer, Inc.^*(2)(3)(14)Healthcare & PharmaceuticalsSOFR6.50%10.64%11/3/202211/3/20293,152 3,056 3,054 0.33 
Chartis Holding, LLCChartis Holding, LLC^*(2)(3)(14)Business ServicesLIBOR5.00%9.77%5/1/20195/1/2025687 679 680 0.07 Chartis Holding, LLC^*(2)(3)(14)Business ServicesLIBOR5.00%9.77%5/1/20195/1/2025687 679 680 0.07 
Chemical Computing Group ULC (Canada)^*(2)(3)(7)(14)
(15)		SoftwareSOFR4.50%8.57%8/30/20188/30/2024462 461 455 0.05 
22
CARLYLE SECURED LENDING, INC.
CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)
As of December 31, 2022
(dollar amounts in thousands)
Investments—non-controlled/non-affiliated (1)
FootnotesIndustry
Reference Rate (2)
Spread (2)
Interest Rate (2)
Acquisition DateMaturity DatePar/ Principal Amount **
Amortized Cost (4)
Fair Value(5)
% of Net
 Assets
Chemical Computing Group ULC (Canada)^*(2)(3)(7)(14)
(15)		SoftwareSOFR4.50%8.57%8/30/20188/30/2024$462 $461 $455 0.05 %
CircusTrix Holdings, LLC^*(2)(3)Leisure Products & ServicesLIBOR5.50%9.88%2/2/20181/16/202410,555 10,542 10,476 1.14 
CircusTrix Holdings, LLC^(2)(3)Leisure Products & ServicesLIBOR5.50%9.88%1/8/20217/16/2023557 500 557 0.06 
Comar Holding Company, LLC^*(2)(3)(14)Containers, Packaging & GlassLIBOR5.75%10.47%6/18/20186/18/202427,638 27,461 26,671 2.91 
Cority Software Inc. (Canada)^*(2)(3)(7)(14)SoftwareSOFR5.50%9.17%7/2/20197/2/202610,409 10,266 10,277 1.12 
Cority Software Inc. (Canada)^(2)(3)(7)SoftwareSOFR7.50%11.06%9/3/20207/2/20261,860 1,823 1,848 0.20 
CPI Intermediate Holdings, Inc.^*(2)(3)(14)TelecommunicationsSOFR5.50%9.68%10/6/202210/6/20293,872 3,790 3,776 0.41 
CST Holding Company^*(2)(3)(14)(15)Consumer Goods: Non-DurableSOFR6.75%10.97%11/1/202211/1/20285,031 4,871 4,868 0.53 
DCA Investment Holding LLC^*(2)(3)(14)Healthcare & PharmaceuticalsSOFR6.41%10.46%3/11/20214/3/202814,288 14,137 13,523 1.47 
Denali Midco 2, LLC^(2)(3)(14)(15)Consumer ServicesSOFR6.50%10.92%9/15/202212/22/20277,696 7,411 7,317 0.80 
DermaRite Industries, LLC^*(2)(3)(8)Healthcare & PharmaceuticalsLIBOR7.00%8.00%3/3/20176/30/202320,767 20,202 9,261 1.01 
Dermatology Associates^(2)(3)(15)Healthcare & PharmaceuticalsSOFR6.25% (100% PIK)10.80%5/31/20163/31/202327,548 27,548 27,523 3.00 
Dermatology Associates^(2)(3)(8)(11)Healthcare & PharmaceuticalsSOFR11.40% (100% PIK)12.77%5/31/20163/31/202338,724 24,963 27,526 3.00 
Diligent Corporation^(2)(3)(14)TelecommunicationsLIBOR6.25%10.63%8/4/20208/4/2025659 647 630 0.07 
Dwyer Instruments, Inc.^*(2)(3)(14)Capital EquipmentLIBOR6.00%10.74%7/21/20217/21/20273,851 3,777 3,774 0.41 
Eliassen Group, LLC^*(2)(3)(14)Business ServicesSOFR5.50%10.07%4/14/20224/14/20281,580 1,515 1,523 0.17 
Ellkay, LLC^*(2)(3)(14)Healthcare & PharmaceuticalsLIBOR6.25%11.00%9/14/20219/14/202714,107 13,849 13,540 1.48 
Emergency Communications Network, LLC^*(2)(3)TelecommunicationsSOFR2.50%, 5.25% PIK11.84%6/1/20176/1/202426,559 26,522 22,753 2.48 
EPS Nass Parent, Inc.^(2)(3)(14)Utilities: ElectricLIBOR5.75%10.48%4/19/20214/19/2028922 906 877 0.10 
EvolveIP, LLC^*(2)(3)(14)(15)TelecommunicationsSOFR5.50%10.09%11/26/20196/7/20255,556 5,554 5,447 0.59 
Excel Fitness Holdings, Inc.^*(2)(3)(14)(15)Leisure Products & ServicesSOFR5.25%10.25%4/29/20224/29/20296,671 6,541 6,344 0.69 
Excelitas Technologies Corp.^(2)(3)(14)(15)Capital EquipmentSOFR5.75%10.12%8/12/20228/12/20293,174 3,107 3,046 0.33 
Excelitas Technologies Corp.^(2)Capital EquipmentEURIBOR5.75%7.55%8/12/20228/12/2029€1,275 1,284 1,317 0.14 
FPG Intermediate Holdco, LLC^(2)(3)(14)(15)Consumer ServicesSOFR6.50%10.92%8/5/20223/5/2027427 347 235 0.03 
23
CARLYLE SECURED LENDING, INC.
CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)
As of December 31, 2022
(dollar amounts in thousands)
Investments—non-controlled/non-affiliated (1)
FootnotesIndustry
Reference Rate (2)
Spread (2)
Interest Rate (2)
Acquisition DateMaturity DatePar/ Principal Amount **
Amortized Cost (4)
Fair Value(5)
% of Net
 Assets
CircusTrix Holdings, LLC^*(2)(3)Leisure Products & ServicesLIBOR5.50%9.88%2/2/20181/16/2024$10,555 $10,542 $10,476 1.14 %
CircusTrix Holdings, LLC^(2)(3)Leisure Products & ServicesLIBOR5.50%9.88%1/8/20217/16/2023557 500 557 0.06 
Comar Holding Company, LLC^*(2)(3)(14)Containers, Packaging & GlassLIBOR5.75%10.47%6/18/20186/18/202427,638 27,461 26,671 2.91 
Cority Software Inc. (Canada)^*(2)(3)(7)(14)SoftwareSOFR5.50%9.17%7/2/20197/2/202610,409 10,266 10,277 1.12 
Cority Software Inc. (Canada)^(2)(3)(7)SoftwareSOFR7.50%11.06%9/3/20207/2/20261,860 1,823 1,848 0.20 
CPI Intermediate Holdings, Inc.^*(2)(3)(14)TelecommunicationsSOFR5.50%9.68%10/6/202210/6/20293,872 3,790 3,776 0.41 
CST Holding Company^*(2)(3)(14)(15)Consumer Goods: Non-DurableSOFR6.75%10.97%11/1/202211/1/20285,031 4,871 4,868 0.53 
DCA Investment Holding LLC^*(2)(3)(14)Healthcare & PharmaceuticalsSOFR6.41%10.46%3/11/20214/3/202814,288 14,137 13,523 1.47 
Denali Midco 2, LLC^(2)(3)(14)(15)Consumer ServicesSOFR6.50%10.92%9/15/202212/22/20277,696 7,411 7,317 0.80 
DermaRite Industries, LLC^*(2)(3)(8)Healthcare & PharmaceuticalsLIBOR7.00%8.00%3/3/20176/30/202320,767 20,202 9,261 1.01 
Dermatology Associates^(2)(3)(15)Healthcare & PharmaceuticalsSOFR6.25% (100% PIK)10.80%5/31/20163/31/202327,548 27,548 27,523 3.00 
Dermatology Associates^(2)(3)(8)(11)Healthcare & PharmaceuticalsSOFR11.40% (100% PIK)12.77%5/31/20163/31/202338,724 24,963 27,526 3.00 
Diligent Corporation^(2)(3)(14)TelecommunicationsLIBOR6.25%10.63%8/4/20208/4/2025659 647 630 0.07 
Dwyer Instruments, Inc.^*(2)(3)(14)Capital EquipmentLIBOR6.00%10.74%7/21/20217/21/20273,851 3,777 3,774 0.41 
Eliassen Group, LLC^*(2)(3)(14)Business ServicesSOFR5.50%10.07%4/14/20224/14/20281,580 1,515 1,523 0.17 
Ellkay, LLC^*(2)(3)(14)Healthcare & PharmaceuticalsLIBOR6.25%11.00%9/14/20219/14/202714,107 13,849 13,540 1.48 
Emergency Communications Network, LLC^*(2)(3)TelecommunicationsSOFR2.50%, 5.25% PIK11.84%6/1/20176/1/202426,559 26,522 22,753 2.48 
EPS Nass Parent, Inc.^(2)(3)(14)Utilities: ElectricLIBOR5.75%10.48%4/19/20214/19/2028922 906 877 0.10 
EvolveIP, LLC^*(2)(3)(14)(15)TelecommunicationsSOFR5.50%10.09%11/26/20196/7/20255,556 5,554 5,447 0.59 
Excel Fitness Holdings, Inc.^*(2)(3)(14)(15)Leisure Products & ServicesSOFR5.25%10.25%4/29/20224/29/20296,671 6,541 6,344 0.69 
Excelitas Technologies Corp.^(2)(3)(14)(15)Capital EquipmentSOFR5.75%10.12%8/12/20228/12/20293,174 3,107 3,046 0.33 
Excelitas Technologies Corp.^(2)Capital EquipmentEURIBOR5.75%7.55%8/12/20228/12/2029€1,275 1,284 1,317 0.14 
FPG Intermediate Holdco, LLC^(2)(3)(14)(15)Consumer ServicesSOFR6.50%10.92%8/5/20223/5/2027427 347 235 0.03 
Greenhouse Software, Inc.^(2)(3)(14)SoftwareSOFR7.00%11.58%3/1/20219/1/202832,796 32,066 31,504 3.43 
Investments—non-controlled/non-affiliated (1)
FootnotesIndustry
Reference Rate (2)
Spread (2)
Interest Rate (2)
Acquisition DateMaturity DatePar/ Principal Amount **
Amortized Cost (4)
Fair Value(5)
% of Net
 Assets
Greenhouse Software, Inc.^(2)(3)(14)SoftwareSOFR7.00%11.58%3/1/20219/1/2028$32,796 $32,066 $31,504 3.43 %
Guidehouse LLP^(2)(3)Sovereign & Public FinanceLIBOR6.25%10.63%9/30/202210/16/202880 78 78 0.01 
Hadrian Acquisition Limited (United Kingdom)^(2)(3)(7)Diversified Financial ServicesSONIA5.26%, 3.47% PIK12.16%2/28/20222/28/2029£14,676 19,100 17,343 1.89 
Hadrian Acquisition Limited (United Kingdom)^(2)(3)(7)(14)Diversified Financial ServicesSONIA5.00%, 2.75% PIK11.18%2/28/20222/28/2029£3,580 4,094 4,171 0.45 
Harbour Benefit Holdings, Inc.^*(2)(3)(14)Business ServicesLIBOR5.25%9.95%12/13/201712/13/20243,000 2,977 2,963 0.32 
Heartland Home Services, Inc.^*(2)(3)(14)Consumer ServicesLIBOR5.75%10.10%2/10/202212/15/20269,538 9,414 9,275 1.01 
Heartland Home Services, Inc.^*(2)(3)(14)Consumer ServicesLIBOR6.00%10.38%12/15/202012/15/20267,189 7,125 7,114 0.78 
Hercules Borrower LLC^*(2)(3)(14)Environmental IndustriesLIBOR6.50%10.67%12/14/202012/14/202618,497 18,097 17,818 1.94 
Higginbotham Insurance Agency, Inc.^(2)(3)Diversified Financial ServicesLIBOR5.25%9.63%11/25/202011/25/2026451 446 441 0.05 
Hoosier Intermediate, LLC^*(2)(3)(14)Healthcare & PharmaceuticalsLIBOR5.50%10.11%11/15/202111/15/202810,709 10,497 10,037 1.09 
HS Spa Holdings Inc.^(2)(3)(14)Consumer ServicesSOFR5.75%10.45%6/2/20226/2/20298,605 8,422 8,336 0.91 
iCIMS, Inc.^(2)(3)(14)SoftwareSOFR7.25%11.52%8/18/20228/18/202825,540 25,075 24,272 2.65 
Infront Luxembourg Finance S.À R.L. (Luxembourg)^(2)(7)Leisure Products & ServicesLIBOR9.00%10.95%5/28/20215/28/2027€8,250 9,804 8,677 0.95 
Integrity Marketing Acquisition, LLC^(2)(3)Diversified Financial ServicesLIBOR6.02%10.57%12/3/20218/27/2025429 425 414 0.05 
IQN Holding Corp.^(2)(3)(14)Business ServicesSOFR5.25%9.64%5/2/20225/2/20296,823 6,749 6,699 0.73 
Jeg's Automotive, LLC^*(2)(3)(14)AutomotiveLIBOR6.00%10.75%12/22/202112/22/202720,624 20,200 19,131 2.09 
K2 Insurance Services, LLC^*(2)(3)(14)Diversified Financial ServicesLIBOR5.00%9.73%7/3/20197/1/20263,330 3,283 3,288 0.36 
Kaseya, Inc.^(2)(3)(14)High Tech IndustriesSOFR5.75%10.33%6/23/20226/23/202935,453 34,726 34,323 3.74 
Lifelong Learner Holdings, LLC^*(2)(3)(14)Business ServicesLIBOR5.75%10.16%10/18/201910/18/202625,965 25,657 24,347 2.65 
LinQuest Corporation*(2)(3)Aerospace & DefenseLIBOR5.75%9.10%7/28/20217/28/20289,875 9,710 8,927 0.97 
Liqui-Box Holdings, Inc.^(2)(3)(14)Containers, Packaging & GlassLIBOR4.50%8.35%6/3/20196/3/20242,034 2,025 2,034 0.22 
LVF Holdings, Inc.^*(2)(3)(14)Beverage & FoodLIBOR6.25%10.98%6/10/20216/10/202741,295 40,564 38,735 4.22 
Material Holdings, LLC^*(2)(3)(14)Business ServicesSOFR6.00%10.67%8/19/20218/19/20278,082 7,944 7,655 0.83 
Maverick Acquisition, Inc.^*(2)(3)Aerospace & DefenseLIBOR6.25%10.98%6/1/20216/1/202735,622 35,069 29,595 3.24 
Medical Manufacturing Technologies, LLC^*(2)(3)(14)(15)Healthcare & PharmaceuticalsSOFR5.50%10.18%12/23/202112/23/202728,900 28,368 28,308 3.09 
NEFCO Holding Company LLC^*(2)(3)(14)(15)Construction & BuildingSOFR6.50%10.95%8/5/20228/5/20285,525 5,389 5,385 0.59 
NMI AcquisitionCo, Inc.^*(2)(3)(14)High Tech IndustriesLIBOR5.75%10.13%9/6/20179/6/202539,913 39,860 38,845 4.23 
24
CARLYLE SECURED LENDING, INC.
CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)
As of December 31, 2022
(dollar amounts in thousands)
Investments—non-controlled/non-affiliated (1)
FootnotesIndustry
Reference Rate (2)
Spread (2)
Interest Rate (2)
Acquisition DateMaturity DatePar/ Principal Amount **
Amortized Cost (4)
Fair Value(5)
% of Net
 Assets
Guidehouse LLP^(2)(3)Sovereign & Public FinanceLIBOR6.25%10.63%9/30/202210/16/2028$80 $78 $78 0.01 %
Hadrian Acquisition Limited (United Kingdom)^(2)(3)(7)Diversified Financial ServicesSONIA5.26%, 3.47% PIK12.16%2/28/20222/28/2029£14,676 19,100 17,343 1.89 
Hadrian Acquisition Limited (United Kingdom)^(2)(3)(7)(14)Diversified Financial ServicesSONIA5.00%, 2.75% PIK11.18%2/28/20222/28/2029£3,580 4,094 4,171 0.45 
Harbour Benefit Holdings, Inc.^*(2)(3)(14)Business ServicesLIBOR5.25%9.95%12/13/201712/13/20243,000 2,977 2,963 0.32 
Heartland Home Services, Inc.^*(2)(3)(14)Consumer ServicesLIBOR5.75%10.10%2/10/202212/15/20269,538 9,414 9,275 1.01 
Heartland Home Services, Inc.^*(2)(3)(14)Consumer ServicesLIBOR6.00%10.38%12/15/202012/15/20267,189 7,125 7,114 0.78 
Hercules Borrower LLC^*(2)(3)(14)Environmental IndustriesLIBOR6.50%10.67%12/14/202012/14/202618,497 18,097 17,818 1.94 
Higginbotham Insurance Agency, Inc.^(2)(3)Diversified Financial ServicesLIBOR5.25%9.63%11/25/202011/25/2026451 446 441 0.05 
Hoosier Intermediate, LLC^*(2)(3)(14)Healthcare & PharmaceuticalsLIBOR5.50%10.11%11/15/202111/15/202810,709 10,497 10,037 1.09 
HS Spa Holdings Inc.^(2)(3)(14)Consumer ServicesSOFR5.75%10.45%6/2/20226/2/20298,605 8,422 8,336 0.91 
iCIMS, Inc.^(2)(3)(14)SoftwareSOFR7.25%11.52%8/18/20228/18/202825,540 25,075 24,272 2.65 
Infront Luxembourg Finance S.À R.L. (Luxembourg)^(2)(7)Leisure Products & ServicesLIBOR9.00%10.95%5/28/20215/28/2027€8,250 9,804 8,677 0.95 
Integrity Marketing Acquisition, LLC^(2)(3)Diversified Financial ServicesLIBOR6.02%10.57%12/3/20218/27/2025429 425 414 0.05 
IQN Holding Corp.^(2)(3)(14)Business ServicesSOFR5.25%9.64%5/2/20225/2/20296,823 6,749 6,699 0.73 
Jeg's Automotive, LLC^*(2)(3)(14)AutomotiveLIBOR6.00%10.75%12/22/202112/22/202720,624 20,200 19,131 2.09 
K2 Insurance Services, LLC^*(2)(3)(14)Diversified Financial ServicesLIBOR5.00%9.73%7/3/20197/1/20263,330 3,283 3,288 0.36 
Kaseya, Inc.^(2)(3)(14)High Tech IndustriesSOFR5.75%10.33%6/23/20226/23/202935,453 34,726 34,323 3.74 
Lifelong Learner Holdings, LLC^*(2)(3)(14)Business ServicesLIBOR5.75%10.16%10/18/201910/18/202625,965 25,657 24,347 2.65 
LinQuest Corporation*(2)(3)Aerospace & DefenseLIBOR5.75%9.10%7/28/20217/28/20289,875 9,710 8,927 0.97 
Liqui-Box Holdings, Inc.^(2)(3)(14)Containers, Packaging & GlassLIBOR4.50%8.35%6/3/20196/3/20242,034 2,025 2,034 0.22 
LVF Holdings, Inc.^*(2)(3)(14)Beverage & FoodLIBOR6.25%10.98%6/10/20216/10/202741,295 40,564 38,735 4.22 
Material Holdings, LLC^*(2)(3)(14)Business ServicesSOFR6.00%10.67%8/19/20218/19/20278,082 7,944 7,655 0.83 
Maverick Acquisition, Inc.^*(2)(3)Aerospace & DefenseLIBOR6.25%10.98%6/1/20216/1/202735,622 35,069 29,595 3.24 
Medical Manufacturing Technologies, LLC^*(2)(3)(14)(15)Healthcare & PharmaceuticalsSOFR5.50%10.18%12/23/202112/23/202728,900 28,368 28,308 3.09 
NEFCO Holding Company LLC^*(2)(3)(14)(15)Construction & BuildingSOFR6.50%10.95%8/5/20228/5/20285,525 5,389 5,385 0.59 
NMI AcquisitionCo, Inc.^*(2)(3)(14)High Tech IndustriesLIBOR5.75%10.13%9/6/20179/6/202539,913 39,860 38,845 4.23 
Investments—non-controlled/non-affiliated (1)
FootnotesIndustry
Reference Rate (2)
Spread (2)
Interest Rate (2)
Acquisition DateMaturity DatePar/ Principal Amount **
Amortized Cost (4)
Fair Value(5)
% of Net
 Assets
North Haven Fairway Buyer, LLC^*(2)(3)(14)Consumer ServicesSOFR6.50%11.08%5/17/20225/17/2028$22,970 $22,530 $22,535 2.46 %
North Haven Stallone Buyer, LLC^(2)(3)(14)Consumer ServicesSOFR5.75%10.34%10/11/20225/24/2027— (4)(4)0.00 
Oak Purchaser, Inc.^(2)(3)(14)Business ServicesSOFR5.50%9.48%4/28/20224/28/20285,851 5,779 5,663 0.62 
Performance Health Holdings, Inc.*(2)(3)Healthcare & PharmaceuticalsLIBOR6.00%10.73%7/12/20217/12/20276,444 6,342 6,276 0.68 
PF Atlantic Holdco 2, LLC^(2)(3)(14)Leisure Products & ServicesLIBOR5.50%10.25%11/12/202111/12/20274,170 3,932 3,918 0.43 
PF Growth Partners, LLC*(2)(3)Leisure Products & ServicesLIBOR5.00%9.48%7/1/20197/11/20257,957 7,901 7,902 0.86 
PPT Management Holdings, LLC^(2)(3)(8)(14)Healthcare & PharmaceuticalsLIBOR8.50% (100% PIK)9.50%12/15/20161/31/202329,446 29,437 21,145 2.30 
Project Castle, Inc.*(2)(3)Capital EquipmentSOFR5.50%10.08%6/24/20226/1/20297,481 6,742 6,013 0.67 
Prophix Software Inc. (Canada)^(2)(3)(7)(14)SoftwareLIBOR6.50%10.67%2/1/20212/1/202610,963 10,771 10,963 1.19 
PXO Holdings I Corp.^*(2)(3)(14)(15)Chemicals, Plastics & RubberSOFR5.50%9.05%3/8/20223/8/202817,068 16,728 16,715 1.82 
QNNECT, LLC^*(2)(3)(14)Aerospace & DefenseSOFR7.00%11.11%11/2/202211/2/20295,281 5,085 5,081 0.55 
Quantic Electronics, LLC^*(2)(3)(14)Aerospace & DefenseLIBOR6.25%10.97%11/19/202011/19/202615,582 15,344 14,768 1.61 
Quantic Electronics, LLC^*(2)(3)(14)Aerospace & DefenseLIBOR6.25%10.95%3/1/20213/1/20279,832 9,652 9,218 1.00 
QW Holding Corporation^*(2)(3)Environmental IndustriesLIBOR5.50%9.64%8/31/20168/31/202632,276 32,232 31,718 3.46 
Radwell Parent, LLC^(2)(3)(14)(15)WholesaleSOFR6.75%11.33%12/1/20224/1/202918,605 18,011 18,005 1.96 
Regency Entertainment, Inc.^(2)(3)Media: Diversified & ProductionLIBOR6.75%11.13%5/22/202010/22/202520,000 19,765 19,760 2.15 
Riveron Acquisition Holdings, Inc.*(2)(3)Diversified Financial ServicesLIBOR5.75%10.48%5/22/20195/22/20251,676 1,648 1,676 0.18 
RSC Acquisition, Inc.^(2)(3)(14)(15)Diversified Financial ServicesSOFR5.50%9.83%11/1/201911/1/202611,010 10,886 10,447 1.14 
Sapphire Convention, Inc.^(2)(3)(14)TelecommunicationsLIBOR5.25%9.80%11/20/201811/20/202528,051 27,773 27,341 2.98 
SCP Eye Care HoldCo, LLC^(2)(3)(14)(15)Healthcare & PharmaceuticalsSOFR5.75%9.47%10/7/202210/7/2029122 117 118 0.01 
Smarsh Inc.^(2)(3)(14)SoftwareSOFR6.50%11.29%2/18/20222/18/20297,347 7,192 6,987 0.76 
SPay, Inc.^*(2)(3)Leisure Products & ServicesLIBOR5.75%, 3.50% PIK13.73%6/15/20186/17/202424,292 24,176 21,332 2.33 
Speedstar Holding, LLC^*(2)(3)AutomotiveLIBOR7.00%11.73%1/22/20211/22/202726,694 26,305 26,510 2.89 
Spotless Brands, LLC^*(2)(3)(14)(15)Consumer ServicesSOFR6.50%10.80%6/21/20227/25/202833,832 33,179 32,779 3.57 
Tank Holding Corp.^*(2)(3)(14)(15)Capital EquipmentSOFR5.75%10.16%3/31/20223/31/202818,067 17,718 17,552 1.91 
25
CARLYLE SECURED LENDING, INC.
CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)
As of December 31, 2022
(dollar amounts in thousands)
Investments—non-controlled/non-affiliated (1)
FootnotesIndustry
Reference Rate (2)
Spread (2)
Interest Rate (2)
Acquisition DateMaturity DatePar/ Principal Amount **
Amortized Cost (4)
Fair Value(5)
% of Net
 Assets
North Haven Fairway Buyer, LLC^*(2)(3)(14)Consumer ServicesSOFR6.50%11.08%5/17/20225/17/2028$22,970 $22,530 $22,535 2.46 %
North Haven Stallone Buyer, LLC^(2)(3)(14)Consumer ServicesSOFR5.75%10.34%10/11/20225/24/2027— (4)(4)0.00 
Oak Purchaser, Inc.^(2)(3)(14)Business ServicesSOFR5.50%9.48%4/28/20224/28/20285,851 5,779 5,663 0.62 
Performance Health Holdings, Inc.*(2)(3)Healthcare & PharmaceuticalsLIBOR6.00%10.73%7/12/20217/12/20276,444 6,342 6,276 0.68 
PF Atlantic Holdco 2, LLC^(2)(3)(14)Leisure Products & ServicesLIBOR5.50%10.25%11/12/202111/12/20274,170 3,932 3,918 0.43 
PF Growth Partners, LLC*(2)(3)Leisure Products & ServicesLIBOR5.00%9.48%7/1/20197/11/20257,957 7,901 7,902 0.86 
PPT Management Holdings, LLC^(2)(3)(8)(14)Healthcare & PharmaceuticalsLIBOR8.50% (100% PIK)9.50%12/15/20161/31/202329,446 29,437 21,145 2.30 
Project Castle, Inc.*(2)(3)Capital EquipmentSOFR5.50%10.08%6/24/20226/1/20297,481 6,742 6,013 0.67 
Prophix Software Inc. (Canada)^(2)(3)(7)(14)SoftwareLIBOR6.50%10.67%2/1/20212/1/202610,963 10,771 10,963 1.19 
PXO Holdings I Corp.^*(2)(3)(14)(15)Chemicals, Plastics & RubberSOFR5.50%9.05%3/8/20223/8/202817,068 16,728 16,715 1.82 
QNNECT, LLC^*(2)(3)(14)Aerospace & DefenseSOFR7.00%11.11%11/2/202211/2/20295,281 5,085 5,081 0.55 
Quantic Electronics, LLC^*(2)(3)(14)Aerospace & DefenseLIBOR6.25%10.97%11/19/202011/19/202615,582 15,344 14,768 1.61 
Quantic Electronics, LLC^*(2)(3)(14)Aerospace & DefenseLIBOR6.25%10.95%3/1/20213/1/20279,832 9,652 9,218 1.00 
QW Holding Corporation^*(2)(3)Environmental IndustriesLIBOR5.50%9.64%8/31/20168/31/202632,276 32,232 31,718 3.46 
Radwell Parent, LLC^(2)(3)(14)(15)WholesaleSOFR6.75%11.33%12/1/20224/1/202918,605 18,011 18,005 1.96 
Regency Entertainment, Inc.^(2)(3)Media: Diversified & ProductionLIBOR6.75%11.13%5/22/202010/22/202520,000 19,765 19,760 2.15 
Riveron Acquisition Holdings, Inc.*(2)(3)Diversified Financial ServicesLIBOR5.75%10.48%5/22/20195/22/20251,676 1,648 1,676 0.18 
RSC Acquisition, Inc.^(2)(3)(14)(15)Diversified Financial ServicesSOFR5.50%9.83%11/1/201911/1/202611,010 10,886 10,447 1.14 
Sapphire Convention, Inc.^(2)(3)(14)TelecommunicationsLIBOR5.25%9.80%11/20/201811/20/202528,051 27,773 27,341 2.98 
SCP Eye Care HoldCo, LLC^(2)(3)(14)(15)Healthcare & PharmaceuticalsSOFR5.75%9.47%10/7/202210/7/2029122 117 118 0.01 
Smarsh Inc.^(2)(3)(14)SoftwareSOFR6.50%11.29%2/18/20222/18/20297,347 7,192 6,987 0.76 
SPay, Inc.^*(2)(3)Leisure Products & ServicesLIBOR5.75%, 3.50% PIK13.73%6/15/20186/17/202424,292 24,176 21,332 2.33 
Speedstar Holding, LLC^*(2)(3)AutomotiveLIBOR7.00%11.73%1/22/20211/22/202726,694 26,305 26,510 2.89 
Spotless Brands, LLC^*(2)(3)(14)(15)Consumer ServicesSOFR6.50%10.80%6/21/20227/25/202833,832 33,179 32,779 3.57 
Tank Holding Corp.^*(2)(3)(14)(15)Capital EquipmentSOFR5.75%10.16%3/31/20223/31/202818,067 17,718 17,552 1.91 
TCFI Aevex LLC^*(2)(3)Aerospace & DefenseLIBOR6.00%10.38%3/18/20203/18/202611,047 10,927 10,096 1.10 
Investments—non-controlled/non-affiliated (1)
FootnotesIndustry
Reference Rate (2)
Spread (2)
Interest Rate (2)
Acquisition DateMaturity DatePar/ Principal Amount **
Amortized Cost (4)
Fair Value(5)
% of Net
 Assets
TCFI Aevex LLC^*(2)(3)Aerospace & DefenseLIBOR6.00%10.38%3/18/20203/18/2026$11,047 $10,927 $10,096 1.10 %
The Carlstar Group LLC^*(2)(3)(14)(15)AutomotiveSOFR6.50%10.92%7/8/20227/8/202714,446 14,087 14,210 1.55 
TIBCO Software Inc.*(2)(3)High Tech IndustriesSOFR4.50%9.18%9/30/20223/31/202915,000 13,681 13,369 1.46 
Trader Corporation (Canada)^(2)(3)(7)(14)AutomotiveCDOR6.75%11.61%12/22/202212/22/2029C$12,081 8,643 8,686 0.95 
Trafigura Trading LLC^(2)(3)(13)(14)(15)Metals & MiningSOFR8.35%12.89%7/26/20211/13/20238,250 8,076 8,185 0.89 
Tufin Software North America, Inc.^(2)(3)(14)(15)SoftwareSOFR7.69%12.01%8/17/20228/17/202827,040 26,502 26,162 2.85 
Turbo Buyer, Inc.^(2)(3)(14)AutomotiveLIBOR6.00%11.15%12/2/201912/2/20251,714 1,628 1,609 0.18 
U.S. Legal Support, Inc.^*(2)(3)(14)(15)Business ServicesSOFR5.75%10.33%11/30/201811/30/202415,844 15,692 15,504 1.69 
Unifrutti Financing PLC (Cyprus)^(7)Beverage & FoodFIXED7.50%, 1.00% PIK8.50%9/15/20199/15/2026€4,611 4,935 4,998 0.55 
Unifrutti Financing PLC (Cyprus)^(7)Beverage & FoodFIXED11.00% (100% PIK)11.00%10/22/20209/15/2026€843 953 961 0.10 
US INFRA SVCS Buyer, LLC^(2)(3)Environmental IndustriesLIBOR6.50%, 0.25% PIK11.47%4/13/20204/13/20269,083 8,977 8,619 0.94 
USALCO, LLC*(2)(3)Chemicals, Plastics & RubberLIBOR6.00%10.73%10/19/202110/19/2027990 973 941 0.10 
USR Parent Inc.^(2)(3)RetailSOFR7.60%11.72%4/22/20224/25/20274,222 4,185 4,025 0.44 
Westfall Technik, Inc.^*(2)(3)Chemicals, Plastics & RubberSOFR6.25%10.83%9/13/20189/13/202421,502 21,396 21,046 2.29 
Westfall Technik, Inc.^(2)(3)Chemicals, Plastics & RubberSOFR6.25%10.79%7/1/20219/13/20244,957 4,881 4,852 0.53 
Wineshipping.com LLC^*(2)(3)(14)Beverage & FoodLIBOR5.75%10.15%10/29/202110/29/20274,668 4,539 4,051 0.44 
Yellowstone Buyer Acquisition, LLC^(2)(3)Consumer Goods: DurableLIBOR5.75%10.07%9/13/20219/13/2027444 437 427 0.05 
YLG Holdings, Inc.^(2)(3)Consumer ServicesLIBOR5.00%9.53%9/30/202011/1/20251,960 1,918 1,957 0.21 
First Lien Debt Total$1,371,717 $1,314,595 143.29 
Second Lien Debt (13.3% of fair value)
11852604 Canada Inc. (Canada)^(2)(3)(7)Healthcare & PharmaceuticalsLIBOR9.50% (100% PIK)13.70%9/30/20219/30/2028$7,587 $7,452 $7,398 0.81 %
AI Convoy S.A.R.L (United Kingdom)^(2)(3)(7)Aerospace & DefenseLIBOR8.25%12.92%1/17/20201/17/202824,814 24,416 25,558 2.80 
Aimbridge Acquisition Co., Inc.^(2)Leisure Products & ServicesLIBOR7.50%11.62%2/1/20192/1/20279,241 9,142 8,353 0.91 
AP Plastics Acquisition Holdings, LLC^(2)(3)Chemicals, Plastics & RubberLIBOR7.50%11.85%8/10/20218/10/202933,680 32,871 32,320 3.52 
AQA Acquisition Holdings, Inc.^*(2)(3)High Tech IndustriesLIBOR7.50%12.23%3/3/20213/3/202935,000 34,275 33,312 3.63 
26
CARLYLE SECURED LENDING, INC.
CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)
As of December 31, 2022
(dollar amounts in thousands)
Investments—non-controlled/non-affiliated (1)
FootnotesIndustry
Reference Rate (2)
Spread (2)
Interest Rate (2)
Acquisition DateMaturity DatePar/ Principal Amount **
Amortized Cost (4)
Fair Value(5)
% of Net
 Assets
The Carlstar Group LLC^*(2)(3)(14)(15)AutomotiveSOFR6.50%10.92%7/8/20227/8/2027$14,446 $14,087 $14,210 1.55 %
TIBCO Software Inc.*(2)(3)High Tech IndustriesSOFR4.50%9.18%9/30/20223/31/202915,000 13,681 13,369 1.46 
Trader Corporation (Canada)^(2)(3)(7)(14)AutomotiveCDOR6.75%11.61%12/22/202212/22/2029C$12,081 8,643 8,686 0.95 
Trafigura Trading LLC^(2)(3)(13)(14)(15)Metals & MiningSOFR8.35%12.89%7/26/20211/13/20238,250 8,076 8,185 0.89 
Tufin Software North America, Inc.^(2)(3)(14)(15)SoftwareSOFR7.69%12.01%8/17/20228/17/202827,040 26,502 26,162 2.85 
Turbo Buyer, Inc.^(2)(3)(14)AutomotiveLIBOR6.00%11.15%12/2/201912/2/20251,714 1,628 1,609 0.18 
U.S. Legal Support, Inc.^*(2)(3)(14)(15)Business ServicesSOFR5.75%10.33%11/30/201811/30/202415,844 15,692 15,504 1.69 
Unifrutti Financing PLC (Cyprus)^(7)Beverage & FoodFIXED7.50%, 1.00% PIK8.50%9/15/20199/15/2026€4,611 4,935 4,998 0.55 
Unifrutti Financing PLC (Cyprus)^(7)Beverage & FoodFIXED11.00% (100% PIK)11.00%10/22/20209/15/2026€843 953 961 0.10 
US INFRA SVCS Buyer, LLC^(2)(3)Environmental IndustriesLIBOR6.50%, 0.25% PIK11.47%4/13/20204/13/20269,083 8,977 8,619 0.94 
USALCO, LLC*(2)(3)Chemicals, Plastics & RubberLIBOR6.00%10.73%10/19/202110/19/2027990 973 941 0.10 
USR Parent Inc.^(2)(3)RetailSOFR7.60%11.72%4/22/20224/25/20274,222 4,185 4,025 0.44 
Westfall Technik, Inc.^*(2)(3)Chemicals, Plastics & RubberSOFR6.25%10.83%9/13/20189/13/202421,502 21,396 21,046 2.29 
Westfall Technik, Inc.^(2)(3)Chemicals, Plastics & RubberSOFR6.25%10.79%7/1/20219/13/20244,957 4,881 4,852 0.53 
Wineshipping.com LLC^*(2)(3)(14)Beverage & FoodLIBOR5.75%10.15%10/29/202110/29/20274,668 4,539 4,051 0.44 
Yellowstone Buyer Acquisition, LLC^(2)(3)Consumer Goods: DurableLIBOR5.75%10.07%9/13/20219/13/2027444 437 427 0.05 
YLG Holdings, Inc.^(2)(3)Consumer ServicesLIBOR5.00%9.53%9/30/202011/1/20251,960 1,918 1,957 0.21 
First Lien Debt Total$1,371,717 $1,314,595 143.29 
Second Lien Debt (13.3% of fair value)
11852604 Canada Inc. (Canada)^(2)(3)(7)Healthcare & PharmaceuticalsLIBOR9.50% (100% PIK)13.70%9/30/20219/30/2028$7,587 $7,452 $7,398 0.81 %
AI Convoy S.A.R.L (United Kingdom)^(2)(3)(7)Aerospace & DefenseLIBOR8.25%12.92%1/17/20201/17/202824,814 24,416 25,558 2.80 
Aimbridge Acquisition Co., Inc.^(2)Leisure Products & ServicesLIBOR7.50%11.62%2/1/20192/1/20279,241 9,142 8,353 0.91 
AP Plastics Acquisition Holdings, LLC^(2)(3)Chemicals, Plastics & RubberLIBOR7.50%11.85%8/10/20218/10/202933,680 32,871 32,320 3.52 
AQA Acquisition Holdings, Inc.^*(2)(3)High Tech IndustriesLIBOR7.50%12.23%3/3/20213/3/202935,000 34,275 33,312 3.63 
Blackbird Purchaser, Inc.^(2)(3)(14)Capital EquipmentLIBOR7.50%11.88%12/14/20214/8/202713,791 13,486 12,736 1.39 
Investments—non-controlled/non-affiliated (1)
FootnotesIndustry
Reference Rate (2)
Spread (2)
Interest Rate (2)
Acquisition DateMaturity DatePar/ Principal Amount **
Amortized Cost (4)
Fair Value(5)
% of Net
 Assets
Blackbird Purchaser, Inc.^(2)(3)(14)Capital EquipmentLIBOR7.50%11.88%12/14/20214/8/2027$13,791 $13,486 $12,736 1.39 %
Brave Parent Holdings, Inc.^*(2)SoftwareLIBOR7.50%11.88%10/3/20184/19/202618,197 17,973 17,504 1.91 
Drilling Info Holdings, Inc.^(2)Energy: Oil & GasLIBOR8.25%12.64%2/11/20207/30/202618,600 18,283 18,740 2.04 
Jazz Acquisition, Inc.^(2)Aerospace & DefenseLIBOR8.00%12.38%6/13/20196/18/202723,450 23,227 21,875 2.38 
Outcomes Group Holdings, Inc.^*(2)Business ServicesLIBOR7.50%12.23%10/23/201810/26/20261,731 1,728 1,690 0.18 
PAI Holdco, Inc.^(2)(3)AutomotiveLIBOR5.50%, 2.00% PIK11.91%10/28/202010/28/202814,089 13,771 13,874 1.51 
Peraton Corp.^*(2)(3)Aerospace & DefenseLIBOR7.75%12.09%2/24/20212/1/202911,941 11,790 11,550 1.26 
Quartz Holding Company^*(2)SoftwareLIBOR8.00%12.38%4/2/20194/2/20277,048 6,963 6,764 0.74 
Stonegate Pub Company Bidco Limited (United Kingdom)^(2)(7)Beverage & FoodSONIA8.50%11.74%3/12/20203/12/2028£20,000 24,831 22,281 2.43 
TruGreen Limited Partnership^(2)(3)Consumer ServicesLIBOR8.50%13.43%11/16/202011/2/202813,000 12,791 11,120 1.21 
World 50, Inc.^(9)Business ServicesFIXED11.50%11.50%1/10/20201/9/202718,552 18,267 17,628 1.92 
Second Lien Debt Total$271,266 $262,703 28.63 
Investments—non-controlled/non-affiliated (1)
FootnotesIndustryAcquisition DateShares/ UnitsCost
Fair
Value (5)
% 
of Net Assets
Equity Investments (4.8% of fair value)
ANLG Holdings, LLC^(6)Capital Equipment6/22/2018592 $592 $675 0.07 %
Appriss Health, LLC^(6)Healthcare & Pharmaceuticals5/6/20215 5,002 4,821 0.53 
Atlas Ontario LP (Canada)^(6)(7)Business Services4/7/20215,114 5,114 5,114 0.56 
Avenu Holdings, LLC^(6)Sovereign & Public Finance9/28/2018172 104 545 0.06 
Blackbird Holdco, Inc.^(6)Capital Equipment12/14/202111 10,809 10,210 1.11 
Buckeye Parent, LLC^(6)Automotive12/22/2021885 885 576 0.06 
Chartis Holding, LLC^(6)Business Services5/1/2019433 428 595 0.07 
CIP Revolution Holdings, LLC^(6)Media: Advertising, Printing & Publishing8/19/2016318 318 257 0.03 
Cority Software Inc. (Canada)^(6)(7)Software7/2/2019250 250 641 0.07 
Derm Growth Partners III, LLC^(6)Healthcare & Pharmaceuticals5/31/20161,000 1,000 — 0.00 
Diligent Corporation^(6)Telecommunications4/5/202112 11,509 10,960 1.19 
ECP Parent, LLC^(6)Healthcare & Pharmaceuticals3/29/2018268 — 290 0.03 
GB Vino Parent, L.P.^(6)Beverage & Food10/29/20214 351 249 0.03 
Integrity Marketing Group, LLC^(6)Diversified Financial Services12/21/202116,705 16,472 16,597 1.81 
K2 Insurance Services, LLC^(6)Diversified Financial Services7/3/2019433 306 867 0.09 
Legacy.com, Inc.^(6)High Tech Industries3/20/20171,500 1,500 1,079 0.12 
NearU Holdings LLC^(6)Consumer Services8/16/202225 2,470 2,470 0.27 
NEFCO Holding Company LLC^(6)Construction & Building8/5/20221 628 628 0.07 
27
CARLYLE SECURED LENDING, INC.
CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)
As of December 31, 2022
(dollar amounts in thousands)
Investments—non-controlled/non-affiliated (1)
FootnotesIndustry
Reference Rate (2)
Spread (2)
Interest Rate (2)
Acquisition DateMaturity DatePar/ Principal Amount **
Amortized Cost (4)
Fair Value(5)
% of Net
 Assets
Brave Parent Holdings, Inc.^*(2)SoftwareLIBOR7.50%11.88%10/3/20184/19/2026$18,197 $17,973 $17,504 1.91 %
Drilling Info Holdings, Inc.^(2)Energy: Oil & GasLIBOR8.25%12.64%2/11/20207/30/202618,600 18,283 18,740 2.04 
Jazz Acquisition, Inc.^(2)Aerospace & DefenseLIBOR8.00%12.38%6/13/20196/18/202723,450 23,227 21,875 2.38 
Outcomes Group Holdings, Inc.^*(2)Business ServicesLIBOR7.50%12.23%10/23/201810/26/20261,731 1,728 1,690 0.18 
PAI Holdco, Inc.^(2)(3)AutomotiveLIBOR5.50%, 2.00% PIK11.91%10/28/202010/28/202814,089 13,771 13,874 1.51 
Peraton Corp.^*(2)(3)Aerospace & DefenseLIBOR7.75%12.09%2/24/20212/1/202911,941 11,790 11,550 1.26 
Quartz Holding Company^*(2)SoftwareLIBOR8.00%12.38%4/2/20194/2/20277,048 6,963 6,764 0.74 
Stonegate Pub Company Bidco Limited (United Kingdom)^(2)(7)Beverage & FoodSONIA8.50%11.74%3/12/20203/12/2028£20,000 24,831 22,281 2.43 
TruGreen Limited Partnership^(2)(3)Consumer ServicesLIBOR8.50%13.43%11/16/202011/2/202813,000 12,791 11,120 1.21 
World 50, Inc.^(9)Business ServicesFIXED11.50%11.50%1/10/20201/9/202718,552 18,267 17,628 1.92 
Second Lien Debt Total$271,266 $262,703 28.63 
Investments—non-controlled/non-affiliated (1)
FootnotesIndustryAcquisition DateShares/ UnitsCost
Fair
Value (5)
% 
of Net Assets
Equity Investments (4.8% of fair value)
ANLG Holdings, LLC^(6)Capital Equipment6/22/2018592 $592 $675 0.07 %
Appriss Health, LLC^(6)Healthcare & Pharmaceuticals5/6/20215 5,002 4,821 0.53 
Atlas Ontario LP (Canada)^(6)(7)Business Services4/7/20215,114 5,114 5,114 0.56 
Avenu Holdings, LLC^(6)Sovereign & Public Finance9/28/2018172 104 545 0.06 
Blackbird Holdco, Inc.^(6)Capital Equipment12/14/202111 10,809 10,210 1.11 
Buckeye Parent, LLC^(6)Automotive12/22/2021885 885 576 0.06 
Chartis Holding, LLC^(6)Business Services5/1/2019433 428 595 0.07 
CIP Revolution Holdings, LLC^(6)Media: Advertising, Printing & Publishing8/19/2016318 318 257 0.03 
Cority Software Inc. (Canada)^(6)(7)Software7/2/2019250 250 641 0.07 
Derm Growth Partners III, LLC^(6)Healthcare & Pharmaceuticals5/31/20161,000 1,000 — 0.00 
Diligent Corporation^(6)Telecommunications4/5/202112 11,509 10,960 1.19 
ECP Parent, LLC^(6)Healthcare & Pharmaceuticals3/29/2018268 — 290 0.03 
GB Vino Parent, L.P.^(6)Beverage & Food10/29/20214 351 249 0.03 
Integrity Marketing Group, LLC^(6)Diversified Financial Services12/21/202116,705 16,472 16,597 1.81 
K2 Insurance Services, LLC^(6)Diversified Financial Services7/3/2019433 306 867 0.09 
Legacy.com, Inc.^(6)High Tech Industries3/20/20171,500 1,500 1,079 0.12 
NearU Holdings LLC^(6)Consumer Services8/16/202225 2,470 2,470 0.27 
NEFCO Holding Company LLC^(6)Construction & Building8/5/20221 628 628 0.07 
North Haven Goldfinch Topco, LLC^(6)Containers, Packaging & Glass6/18/20182,315 2,315 1,300 0.14 
28
CARLYLE SECURED LENDING, INC.
CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)
As of December 31, 2022
(dollar amounts in thousands)
Investments—non-controlled/non-affiliated (1)
Investments—non-controlled/non-affiliated (1)
FootnotesIndustryAcquisition DateShares/ UnitsCost
Fair
Value (5)
% 
of Net Assets
Investments—non-controlled/non-affiliated (1)
FootnotesIndustryAcquisition DateShares/ UnitsCost
Fair
Value (5)
% 
of Net Assets
North Haven Goldfinch Topco, LLCNorth Haven Goldfinch Topco, LLC^(6)Containers, Packaging & Glass6/18/20182,315 $2,315 $1,300 0.14 %
Pascal Ultimate Holdings, L.PPascal Ultimate Holdings, L.P^(6)Capital Equipment7/21/202136 $364 $850 0.09 Pascal Ultimate Holdings, L.P^(6)Capital Equipment7/21/202136 364 850 0.09 
Picard Parent, Inc.Picard Parent, Inc.^(6)High Tech Industries9/30/20229 8,520 8,520 0.93 Picard Parent, Inc.^(6)High Tech Industries9/30/20229 8,520 8,520 0.93 
Profile Holdings I, LPProfile Holdings I, LP^(6)Chemicals, Plastics & Rubber3/8/20225 523 673 0.07 Profile Holdings I, LP^(6)Chemicals, Plastics & Rubber3/8/20225 523 673 0.07 
Sinch AB (Sweden)Sinch AB (Sweden)^(6)(7)High Tech Industries3/26/2019104 kr1,168 382 0.04 Sinch AB (Sweden)^(6)(7)High Tech Industries3/26/2019104 1,168 382 0.04 
Tailwind HMT Holdings Corp.Tailwind HMT Holdings Corp.^(6)Energy: Oil & Gas11/17/201722 1,558 1,454 0.16 Tailwind HMT Holdings Corp.^(6)Energy: Oil & Gas11/17/201722 1,558 1,454 0.16 
Talon MidCo 1 LimitedTalon MidCo 1 Limited^(6)Software8/17/2022145,631 1,456 1,611 0.18 Talon MidCo 1 Limited^(6)Software8/17/2022145,631 1,456 1,611 0.18 
Tank Holding Corp.Tank Holding Corp.^(6)Capital Equipment3/26/2019850 — 2,687 0.29 Tank Holding Corp.^(6)Capital Equipment3/26/2019850 — 2,687 0.29 
Titan DI Preferred Holdings, Inc.Titan DI Preferred Holdings, Inc.^(6)Energy: Oil & Gas2/11/202014,666 14,439 14,263 1.55 Titan DI Preferred Holdings, Inc.^(6)Energy: Oil & Gas2/11/202014,666 14,439 14,263 1.55 
Turbo Buyer, Inc.Turbo Buyer, Inc.^(6)Automotive12/2/20191,925 933 2,307 0.25 Turbo Buyer, Inc.^(6)Automotive12/2/20191,925 933 2,307 0.25 
U.S. Legal Support Investment Holdings, LLCU.S. Legal Support Investment Holdings, LLC^(6)Business Services11/30/2018641 641 551 0.06 U.S. Legal Support Investment Holdings, LLC^(6)Business Services11/30/2018641 641 551 0.06 
Unifrutti Financing PLC (Cyprus)Unifrutti Financing PLC (Cyprus)^(6)(7)Beverage & Food10/22/20201 €531 702 0.08 Unifrutti Financing PLC (Cyprus)^(6)(7)Beverage & Food10/22/20201 531 702 0.08 
Unifrutti Financing PLC (Cyprus)Unifrutti Financing PLC (Cyprus)^(6)(7)Beverage & Food10/22/2020— €133 306 0.03 Unifrutti Financing PLC (Cyprus)^(6)(7)Beverage & Food10/22/2020— 133 306 0.03 
W50 Parent LLCW50 Parent LLC^(6)Business Services1/10/2020500 190 698 0.08 W50 Parent LLC^(6)Business Services1/10/2020500 190 698 0.08 
Zenith American Holding, Inc.Zenith American Holding, Inc.^(6)Business Services12/13/20171,565 760 1,312 0.14 Zenith American Holding, Inc.^(6)Business Services12/13/20171,565 760 1,312 0.14 
Equity Investments TotalEquity Investments Total$91,269 $94,190 10.27 %Equity Investments Total$91,269 $94,190 10.27 %
Total investments—non-controlled/non-affiliatedTotal investments—non-controlled/non-affiliated$1,734,252 $1,671,488 182.19 %Total investments—non-controlled/non-affiliated$1,734,252 $1,671,488 182.19 %
Investments—non-controlled/affiliatedFootnotesIndustry
Reference Rate (2)
Spread (2)
Interest Rate (2)
Acquisition DateMaturity DatePar/ Principal Amount **
Amortized Cost (4)
Fair
Value (5)
% of Net 
Assets
First Lien Debt (2.3% of fair value)
Direct Travel, Inc.^*(2)(3)(12)(15)Leisure Products & ServicesSOFR8.50%13.23%10/14/201610/1/2025$43,520 $42,012 $42,636 4.65 %
Direct Travel, Inc.^(2)(3)(12)(14)(15)Leisure Products & ServicesSOFR6.00%9.79%10/1/202010/1/20252,731 2,614 2,731 0.30 
First Lien Debt Total$44,626 $45,367 4.95 %
Investments—non-controlled/affiliatedFootnotesIndustryAcquisition DateShares/ UnitsCost
Fair
Value (5)
% of Net 
Assets
Equity Investments (0.0% of fair value)
Direct Travel, Inc.^(6)(12)Leisure Products & Services10/1/202043 $— $— — %
Equity Investments Total43$— $— — %
Total investments—non-controlled/affiliated$44,626 $45,367 4.95 %
2928
CARLYLE SECURED LENDING, INC.
CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)
As of December 31, 2022
(dollar amounts in thousands)
Investments—controlled/affiliatedFootnotesIndustry
Reference Rate (2)
Spread (2)
Interest Rate (2)
Acquisition DateMaturity DatePar Amount/ LLC InterestCost
Fair Value(7)
% of Net 
Assets
Investment Funds (13.3% of fair value)
Middle Market Credit Fund II, LLC, Member's Interest^(7)(10)Investment Funds13.00%11/3/202012/31/2030$78,122 $78,096 $72,957 7.96 %
Middle Market Credit Fund, LLC, Subordinated Loan and Member's Interest^(7)(10)Investment Funds10.40%2/29/201612/31/2024193,000 193,001 190,065 20.72 
Middle Market Credit Fund, Mezzanine Loan(2)(7)(9)(10)Investment FundsLIBOR9.00%13.77%6/30/20165/21/2023— — — — 
Investment Funds Total$271,097 $263,022 28.67 %
Total investments—controlled/affiliated$271,097 $263,022 28.67 %
Total investments$2,049,975 $1,979,877 215.81 %

^ Denotes that all or a portion of the assets are owned by Carlyle Secured Lending, Inc. (together with its consolidated subsidiaries, “we,” “us,” “our,” “CSL” or the “Company”). The Company has entered into a senior secured revolving credit facility (as amended, the “Credit Facility”). The lenders of the Credit Facility have a first lien security interest in substantially all of the portfolio investments held by the Company (see Note 7, Borrowings, to these unaudited consolidated financial statements). Accordingly, such assets are not available to creditors of Carlyle Direct Lending CLO 2015-1R LLC (formerly known as Carlyle GMS Finance MM CLO 2015-1 LLC) (the “2015-1 Issuer”).
* Denotes that all or a portion of the assets are owned by the Company's wholly owned subsidiary, the 2015-1 Issuer, and secure the notes issued in connection with a term debt securitization completed by the Company on June 26, 2015 (see Note 7, Borrowings, to these unaudited consolidated financial statements). Accordingly, such assets are not available to the creditors of the Company.
** Par amount is denominated in USD (“$”) unless otherwise noted, as denominated in Euro (“€”), Canadian dollar (“C$”) or British Pound (“£”)
(1)Unless otherwise indicated, issuers of debt and equity investments held by the Company are domiciled in the United States. Under the Investment Company Act of 1940, as amended (together with the rules and regulations promulgated thereunder, the “Investment Company Act”), the Company would be deemed to “control” a portfolio company if the Company owned more than 25% of its outstanding voting securities and/or held the power to exercise control over the management or policies of the portfolio company. As of December 31, 2022, the Company does not “control” any of these portfolio companies. Under the Investment Company Act, the Company would be deemed an “affiliated person” of a portfolio company if the Company owns 5% or more of the portfolio company’s outstanding voting securities. As of December 31, 2022, the Company is not an “affiliated person” of any of these portfolio companies. Certain portfolio company investments are subject to contractual restrictions on sales.
(2)Variable rate loans to the portfolio companies bear interest at a rate that is determined by reference to either LIBOR (“L”), the Secured Overnight Financing Rate (“SOFR”), or an alternate base rate (commonly based on the Federal Funds Rate or the U.S. Prime Rate), which generally resets quarterly. For each such loan, the Company has indicated the reference rate used and provided the spread and the interest rate in effect as of December 31, 2022. As of December 31, 2022, the reference rates for our variable rate loans were the 30-day LIBOR at 4.39%, the 90-day LIBOR at 4.77% and the 180-day LIBOR at 5.14%, the 30-day SOFR at 4.36%, and the 90-day SOFR at 4.59%.
(3)Loan includes interest rate floor feature, which is generally 1.00%.
(4)Amortized cost represents original cost, including origination fees and upfront fees received that are deemed to be an adjustment to yield, adjusted for the accretion/amortization of discounts/premiums, as applicable, on debt investments using the effective interest method.
(5)Fair value is determined in good faith by the Investment Adviser, as the valuation designee pursuant to Rule 2a-5 under the Investment Company Act (see Note 2, Significant Accounting Policies, and Note 3, Fair Value Measurements, to these unaudited consolidated financial statements), pursuant to the Company’s valuation policy. The fair value of all first lien and second lien debt investments, equity investments and the investment fund was determined using significant unobservable inputs.
(6)Security acquired in transaction exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”), and may be deemed to be “restricted securities” under the Securities Act, unless otherwise noted. As of December 31, 2022, the aggregate fair value of these securities is $94,190, or 10.27% of the Company’s net assets.
(7)The Company has determined the indicated investments are non-qualifying assets under Section 55(a) of the Investment Company Act. Under the Investment Company Act, the Company may not acquire any non-qualifying assets unless, at the time such acquisition is made, qualifying assets represent at least 70% of the Company’s total assets.
(8)Loan was on non-accrual status as of December 31, 2022.
(9)Represents a corporate mezzanine loan, which is subordinated to senior secured term loans of the portfolio company/investment fund.
3029
CARLYLE SECURED LENDING, INC.
CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)
As of December 31, 2022
(dollar amounts in thousands)
(10)Under the Investment Company Act, the Company is deemed to be an “affiliated person” of and “control” this investment fund because the Company owns more than 25% of the investment fund’s outstanding voting securities and/or has the power to exercise control over management or policies of such investment fund. See Notes 5, Middle Market Credit Fund, LLC and 6, Middle Market Credit Fund II, LLC, to these unaudited consolidated financial statements for more details. Transactions related to investments in controlled affiliates for the year ended December 31, 2022, were as follows:
Investments—controlled/affiliatedFair Value as of December 31, 2021Additions/PurchasesReductions/Sales/ PaydownsNet Realized Gain (Loss)Net Change in Unrealized Appreciation (Depreciation)Fair Value as of December 31, 2022Dividend Income
Middle Market Credit Fund II, LLC, Member’s Interest$77,958 $— $— $— $(5,001)$72,957 $10,348 
Middle Market Credit Fund, LLC, Subordinated Loan and Member’s Interest
184,141 — — — 5,924 190,065 20,500 
Middle Market Credit Fund, Mezzanine Loan— — — — — — — 
Total investments—controlled/affiliated$262,099 $— $— $— $923 $263,022 $30,848 
Investments—controlled/affiliatedFair Value as of December 31, 2021Additions/PurchasesReductions/Sales/ PaydownsNet Realized Gain (Loss)Net Change in Unrealized Appreciation (Depreciation)Fair Value as of December 31, 2022Interest and Other Income
SolAero Technologies Corp. (Priority Term Loan)$2,251 $— $(2,240)$— $(11)$— $8 
SolAero Technologies Corp. (A1 Term Loan)2,850 — (3,166)— 316 — 1,031 
SolAero Technologies Corp. (A2 Term Loan)7,835 — (8,707)— 872 — 2,834 
Solaero Technology Corp. (Equity)— — (4,830)2,015 2,815 — — 
Total investments—controlled/affiliated$12,936 $— $(18,943)$2,015 $3,992 $— $3,873 

(11)In addition to the interest earned based on the stated interest rate of this loan, which is the amount reflected in this schedule, the Company is entitled to receive additional interest as a result of an agreement among lenders, which has been included in the spread of each applicable investment. Pursuant to the agreement among lenders in respect of this loan, this investment represents a first lien/last out loan, which has a secondary priority behind the first lien/first out loan with respect to principal, interest and other payments.
(12)Under the Investment Company Act, the Company is deemed an “affiliated person” of this portfolio company because the Company owns 5% or more of the portfolio company’s outstanding voting securities. Transactions related to the portfolio company during the year ended December 31, 2022 were as follows:
Investments—non-controlled/affiliatedFair Value as of December 31, 2021Additions/PurchasesReductions/Sales/ PaydownsNet Realized Gain (Loss)Net Change in Unrealized Appreciation (Depreciation)Fair Value as of December 31, 2022Interest and Other Income
Direct Travel, Inc.$27,555 $7,330 $(1,177)$— $8,928 $42,636 $9,864 
Direct Travel, Inc.2,731 11 — — (11)2,731 232 
Direct Travel, Inc. (Equity)— — — — — — — 
Total investments—non-controlled/affiliated$30,286 $7,341 $(1,177)$— $8,917 $45,367 $10,096 
3130
CARLYLE SECURED LENDING, INC.
CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)
As of December 31, 2022
(dollar amounts in thousands)

(13)The investment is secured by receivables purchased from the portfolio company, with an implied discount of 12.10%. The investment was made via a tranched participation arrangement between the purchaser of such receivables and the Company. The investment has a secondary priority behind the rights of such purchaser.
(14)As of December 31, 2022, the Company had the following unfunded commitments to fund delayed draw and revolving senior secured loans:
Investments—non-controlled/non-affiliatedTypeUnused FeePar/ Principal AmountFair Value
First and Second Lien Debt—unfunded delayed draw and revolving term loans commitments
ADPD Holdings, LLCDelayed Draw0.50%$1,083 $(27)
ADPD Holdings, LLCRevolver0.50621 (15)
ADPD Holdings, LLCDelayed Draw0.50299 (7)
ADPD Holdings, LLCDelayed Draw0.501,951 (48)
Advanced Web Technologies Holding CompanyRevolver0.50854 (9)
Advanced Web Technologies Holding CompanyDelayed Draw1.001,602 (16)
Airnov, Inc.Revolver0.50688 (4)
Alpine Acquisition Corp IIRevolver0.503,447 (128)
American Physician Partners, LLCDelayed Draw1.001,596 (32)
Analogic CorporationRevolver0.5019 — 
Applied Technical Services, LLCRevolver0.5037 — 
Appriss Health, LLCRevolver0.502,963 (114)
Apptio, Inc.Revolver0.50947 — 
Ascend Buyer, LLCRevolver0.501,284 (23)
Associations, Inc.Revolver0.50723 (21)
Atlas AU Bidco Pty Ltd (Australia)Revolver0.50268 (8)
Avalara, Inc.Revolver0.502,250 (68)
Blackbird Purchaser, Inc.Delayed Draw1.004,597 (264)
BlueCat Networks, Inc. (Canada)Delayed Draw0.50240 (7)
BlueCat Networks, Inc. (Canada)Delayed Draw0.50405 (11)
BMS Holdings III Corp.Delayed Draw2.654,844 (87)
Bradyifs Holdings, LLCRevolver0.50739 (7)
Bradyifs Holdings, LLCDelayed Draw1.002,634 (27)
Bubbles Bidco S.P.A. (Italy)Delayed Draw2.80€873 — 
Bubbles Bidco S.P.A. (Italy)Revolver—€537 — 
Celerion Buyer, Inc.Revolver0.50249 (6)
Celerion Buyer, Inc.Delayed Draw1.00499 (12)
Chartis Holding, LLCRevolver0.50217 (1)
Chemical Computing Group ULC (Canada)Revolver0.5029 — 
Comar Holding Company, LLCRevolver0.501,467 (49)
Cority Software Inc. (Canada)Revolver0.503,000 (29)
CPI Intermediate Holdings, Inc.Delayed Draw—927 (19)
3231
CARLYLE SECURED LENDING, INC.
CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)
As of December 31, 2022
(dollar amounts in thousands)
Investments—non-controlled/non-affiliatedTypeUnused FeePar/ Principal AmountFair Value
CST Holding CompanyRevolver0.50%$423 $(13)
DCA Investment Holding LLCDelayed Draw1.00169 (9)
Denali Midco 2, LLCDelayed Draw1.002,286 (87)
Diligent CorporationRevolver0.5033 (1)
Direct Travel, Inc.Delayed Draw0.501,657 — 
Dwyer Instruments, Inc.Revolver0.50994 (15)
Dwyer Instruments, Inc.Delayed Draw1.00161 (2)
Eliassen Group, LLCDelayed Draw1.003,310 (38)
Ellkay, LLCRevolver0.501,786 (64)
EPS Nass Parent, Inc.Revolver0.5030 (1)
EPS Nass Parent, Inc.Delayed Draw1.0037 (2)
EvolveIP, LLCRevolver0.50655 (12)
Excel Fitness Holdings, Inc.Revolver0.50438 (20)
Excelitas Technologies Corp.Revolver0.50160 (6)
Excelitas Technologies Corp.Delayed Draw0.50152 (6)
FPG Intermediate Holdco, LLCDelayed Draw1.003,973 (174)
Greenhouse Software, Inc.Revolver0.501,471 (54)
Greenhouse Software, Inc.Revolver0.50733 (27)
Hadrian Acquisition Limited (United Kingdom)Delayed Draw2.33£2,086 (39)
Harbour Benefit Holdings, Inc.Revolver0.503,180 (19)
Heartland Home Services, Inc.Delayed Draw0.755,469 (96)
Heartland Home Services, Inc.Revolver0.50619 (6)
Hercules Borrower LLCRevolver0.501,929 (64)
Hoosier Intermediate, LLCRevolver0.501,600 (87)
HS Spa Holdings Inc.Revolver0.501,235 (34)
iCIMS, Inc.Revolver0.502,432 (89)
iCIMS, Inc.Delayed Draw—6,784 (247)
IQN Holding Corp.Delayed Draw1.00696 (11)
IQN Holding Corp.Revolver0.50489 (8)
Jeg's Automotive, LLCDelayed Draw1.004,167 (251)
K2 Insurance Services, LLCRevolver0.501,120 (11)
Kaseya, Inc.Revolver0.502,054 (60)
Kaseya, Inc.Delayed Draw0.501,146 (33)
Lifelong Learner Holdings, LLCRevolver0.502 — 
Liqui-Box Holdings, Inc.Revolver0.50596 — 
LVF Holdings, Inc.Revolver0.50992 (54)
LVF Holdings, Inc.Delayed Draw1.004,670 (254)
3332
CARLYLE SECURED LENDING, INC.
CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)
As of December 31, 2022
(dollar amounts in thousands)
Investments—non-controlled/non-affiliatedTypeUnused FeePar/ Principal AmountFair Value
Material Holdings, LLCDelayed Draw—%$977 $(44)
Material Holdings, LLCRevolver1.00499 (22)
Medical Manufacturing Technologies, LLCRevolver0.501,446 (27)
Medical Manufacturing Technologies, LLCDelayed Draw1.00826 (16)
NEFCO Holding Company LLCDelayed Draw1.00380 (7)
NEFCO Holding Company LLCDelayed Draw1.00553 (11)
NEFCO Holding Company LLCRevolver0.50763 (15)
NMI AcquisitionCo, Inc.Revolver0.501,280 (33)
North Haven Fairway Buyer, LLCRevolver0.501,154 (21)
North Haven Stallone Buyer, LLCDelayed Draw1.00200 (4)
Oak Purchaser, Inc.Delayed Draw0.501,623 (38)
Oak Purchaser, Inc.Revolver0.50584 (14)
PF Atlantic Holdco 2, LLCDelayed Draw1.007,448 (130)
PF Atlantic Holdco 2, LLCRevolver0.502,759 (48)
PPT Management Holdings, LLCRevolver0.50587 (162)
Prophix Software Inc. (Canada)Revolver0.501,993 — 
PXO Holdings I Corp.Delayed Draw1.00885 (16)
PXO Holdings I Corp.Revolver0.501,315 (24)
QNNECT, LLCDelayed Draw1.001,386 (42)
Quantic Electronics, LLCRevolver0.50276 (14)
Quantic Electronics, LLCDelayed Draw1.002,126 (109)
Radwell Parent, LLCRevolver0.381,395 (42)
RSC Acquisition, Inc.Revolver0.50462 (21)
RSC Acquisition, Inc.Delayed Draw1.00950 (43)
Sapphire Convention, Inc.Revolver0.504,188 (92)
SCP Eye Care HoldCo, LLCRevolver0.5017 — 
SCP Eye Care HoldCo, LLCDelayed Draw1.0039 (1)
Smarsh Inc.Revolver0.50408 (17)
Smarsh Inc.Delayed Draw1.00816 (34)
Spotless Brands, LLCRevolver0.501,096 (33)
Tank Holding Corp.Revolver0.381,379 (37)
The Carlstar Group LLCRevolver0.503,657 (48)
Trader Corporation (Canada)Revolver0.50C$906 (31)
Trafigura Trading LLCRevolver0.50388 (3)
Tufin Software North America, Inc.Revolver0.501,339 (41)
Tufin Software North America, Inc.Delayed Draw—115 (4)
Turbo Buyer, Inc.Delayed Draw1.002,967 (53)
3433
CARLYLE SECURED LENDING, INC.
CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)
As of December 31, 2022
(dollar amounts in thousands)
Investments—non-controlled/non-affiliatedTypeUnused FeePar/ Principal AmountFair Value
Turbo Buyer, Inc.Revolver0.50%$1,217 $(22)
U.S. Legal Support, Inc.Delayed Draw0.502,032 (37)
U.S. Legal Support, Inc.Revolver0.50735 (13)
Wineshipping.com LLCDelayed Draw1.001,609 (127)
Wineshipping.com LLCRevolver0.501,509 (120)
Total unfunded commitments$158,206 $(4,549)


(15) Loans include a credit spread adjustment that ranges from 0.10% to 0.25%0.26%.
As of December 31, 2022, investments at fair value consisted of the following:
TypeAmortized CostFair Value% of Fair Value
First Lien Debt$1,416,343 $1,359,962 68.6 %
Second Lien Debt271,266 262,703 13.3 
Equity Investments91,269 94,190 4.8 
Investment Funds271,097 263,022 13.3 
Total$2,049,975 $1,979,877 100.0 %
The rate type of debt investments at fair value as of December 31, 2022 was as follows:
Rate TypeAmortized CostFair Value% of Fair Value of First and Second Lien Debt
Floating Rate$1,663,454 $1,599,078 98.5 %
Fixed Rate24,155 23,587 1.5 
Total$1,687,609 $1,622,665 100.0 %

3534
CARLYLE SECURED LENDING, INC.
CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)
As of December 31, 2022
(dollar amounts in thousands)
The industry composition of investments at fair value as of December 31, 2022 was as follows:
IndustryAmortized CostFair Value% of Fair Value
Aerospace & Defense$145,220 $136,668 6.9 %
Automotive86,452 86,903 4.4 
Beverage & Food76,837 72,283 3.6 
Business Services95,138 93,620 4.7 
Capital Equipment60,328 61,262 3.1 
Chemicals, Plastics & Rubber77,372 76,547 3.9 
Construction & Building23,459 23,122 1.2 
Consumer Goods: Durable437 427 0.0 
Consumer Goods: Non-Durable10,686 10,333 0.5 
Consumer Services115,254 112,705 5.7 
Containers, Packaging & Glass46,300 44,558 2.2 
Diversified Financial Services78,558 76,996 3.9 
Energy: Oil & Gas34,280 34,457 1.7 
Environmental Industries59,306 58,155 2.9 
Healthcare & Pharmaceuticals259,077 234,876 11.9 
High Tech Industries139,652 135,718 6.9 
Investment Funds271,097 263,022 13.3 
Leisure Products & Services117,164 112,926 5.7 
Media: Advertising, Printing & Publishing318 257 0.0 
Media: Diversified & Production19,765 19,760 1.0 
Metals & Mining8,076 8,185 0.4 
Retail31,258 30,796 1.6 
Software178,991 175,981 8.9 
Sovereign & Public Finance182 623 0.0 
Telecommunications75,795 70,907 3.6 
Transportation: Cargo7,406 7,188 0.4 
Utilities: Electric906 877 0.0 
Wholesale30,661 30,725 1.6 
Total$2,049,975 $1,979,877 100.0 %

3635
CARLYLE SECURED LENDING, INC.
CONSOLIDATED SCHEDULE OF INVESTMENTS (Continued)
As of December 31, 2022
(dollar amounts in thousands)
The geographical composition of investments at fair value as of December 31, 2022 was as follows:
GeographyAmortized CostFair Value% of Fair Value
Australia$2,796 $2,796 0.1 %
Canada47,906 48,474 2.4 
Cyprus6,552 6,967 0.4 
Italy5,815 5,465 0.3 
Luxembourg41,453 39,066 2.0 
Sweden1,168 382 0.0 
United Kingdom72,441 69,353 3.5 
United States1,871,844 1,807,374 91.3 
Total$2,049,975 $1,979,877 100.0 %


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

3736


CARLYLE SECURED LENDING, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
As of March 31,June 30, 2023
(dollar amounts in thousands, except per share data)
1. ORGANIZATION
Carlyle Secured Lending, Inc. (together with its consolidated subsidiaries, “CSL” or the “Company”) is a Maryland corporation formed on February 8, 2012, and structured as an externally managed, non-diversified closed-end investment company. The Company is managed by its investment adviser, Carlyle Global Credit Investment Management L.L.C. (“CGCIM” or “Investment Adviser”), a wholly owned subsidiary of The Carlyle Group Inc. The Company has elected to be regulated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (together with the rules and regulations promulgated thereunder, the “Investment Company Act”). In addition, the Company has elected to be treated, and intends to continue to comply with the requirements to qualify annually, as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (together with the rules and regulations promulgated thereunder, the “Code”).
The Company’s investment objective is to generate current income and, to a lesser extent, capital appreciation primarily through assembling a portfolio of secured debt investments in U.S. middle market companies. The Company's core investment strategy focuses on lending to U.S. middle market companies, which the Company defines as companies with approximately $25 million to $100 million of earnings before interest, taxes, depreciation and amortization (“EBITDA”), supported by financial sponsors. This core strategy is opportunistically supplemented with differentiated and complementary lending and investing strategies, which take advantage of the broad capabilities of Carlyle's Global Credit platform while offering risk-diversifying portfolio benefits. The Company seeks to achieve its objective primarily through direct origination of secured debt instruments, including first lien senior secured loans (which may include stand-alone first lien loans, first lien/last out loans and “unitranche” loans) and second lien senior secured loans (collectively, “Middle Market Senior Loans”), with a minority of its assets invested in higher yielding investments (which may include unsecured debt, subordinated debt and investments in equities). The Middle Market Senior Loans are generally made to private U.S. middle market companies that are, in many cases, controlled by private equity firms.
The Company invests primarily in loans to middle market companies whose debt has been rated below investment grade, or would likely be rated below investment grade if it was rated. These securities, which are often referred to as “junk” have predominately speculative characteristics with respect to the issuer’s capacity to pay interest and repay principal.
On May 2, 2013, the Company completed its initial closing of capital commitments (the “Initial Closing”) and subsequently commenced substantial investment operations. Effective March 15, 2017, the Company changed its name from “Carlyle GMS Finance, Inc.” to “TCG BDC, Inc.” On June 19, 2017, the Company closed its initial public offering, issuing 9,454,200 shares of its common stock (including shares issued pursuant to the exercise of the underwriters’ over-allotment option on July 5, 2017) at a public offering price of $18.50 per share. Net of underwriting costs, the Company received cash proceeds of $169,488 Shares of common stock of the Company began trading on the Nasdaq Global Select Market under the symbol “CGBD” on June 14, 2017. Effective April 12, 2022, the Company changed its name from “TCG BDC, Inc.” to “Carlyle Secured Lending, Inc.”
The Company is externally managed by theits investment adviser, Carlyle Global Credit Investment Adviser,Management L.L.C. (“CGCIM or “Investment Adviser”), a wholly-owned subsidiary of The Carlyle Group Inc. and an investment adviser registered under the Investment Advisers Act of 1940, as amended. Carlyle Global Credit Administration L.L.C. (the “Administrator”) provides the administrative services necessary for the Company to operate. Both the Investment Adviser and the Administrator are wholly owned subsidiaries of Carlyle Investment Management L.L.C. (“CIM”), a wholly owned subsidiary of The Carlyle Group Inc. “Carlyle” refers to The Carlyle Group Inc. and its affiliates and its consolidated subsidiaries (other than portfolio companies of its affiliated funds), a global investment firm publicly traded on the Nasdaq Global Select Market under the symbol “CG”. Refer to the sec.gov website for further information on Carlyle.
TCG BDC SPV LLC (the “SPV”) is a Delaware limited liability company that was formed on January 3, 2013. Prior to the termination of its senior secured credit facility on December 11, 2020, the SPV invested in first and second lien senior secured loans. The SPV is a wholly owned subsidiary of the Company and is consolidated in these consolidated financial statements commencing from the date of its formation, January 3, 2013. Effective March 15, 2017, the SPV changed its name from “Carlyle GMS Finance SPV LLC” to “TCG BDC SPV LLC”.
On June 26, 2015, the Company completed a $400,000 term debt securitization (the “2015-1 Debt Securitization”). The notes offered in the 2015-1 Debt Securitization (the “2015-1 Notes”) were issued by Carlyle Direct Lending CLO 2015-1R
38

LLC (formerly known as Carlyle GMS Finance MM CLO 2015-1 LLC) (the “2015-1 Issuer”), a wholly owned and
37

consolidated subsidiary of the Company. On August 30, 2018, the 2015-1 Issuer refinanced the 2015-1 Debt Securitization (the “2015-1 Debt Securitization Refinancing”) by redeeming in full the 2015-1 Notes and issuing new notes (the “2015-1R Notes”). The 2015-1R Notes are secured by a diversified portfolio of the 2015-1 Issuer consisting primarily of first and second lien senior secured loans. Refer to Note 7, Borrowings, for details. The 2015-1 Issuer is consolidated in these consolidated financial statements commencing from the date of its formation, May 8, 2015.
On February 29, 2016, the Company and Credit Partners USA LLC (“Credit Partners”) entered into an amended and restated limited liability company agreement, which was subsequently amended on June 24, 2016, February 22, 2021, May 16, 2022 and April 20, 2023 (as amended, the “Limited Liability Company Agreement”) to co-manage Middle Market Credit Fund, LLC (“Credit Fund”). Credit Fund primarily invests in first lien loans of middle market companies. Credit Fund is managed by a six-member board of managers, on which the Company and Credit Partners each have equal representation. The Company and Credit Partners each have 50% economic ownership of Credit Fund and have commitments to fund, from time to time, capital of up to $250,000 each. Refer to Note 5, Middle Market Credit Fund, LLC, for details.
On May 5, 2020, the Company issued and sold 2,000,000 shares of cumulative convertible preferred stock, par value $0.01 per share (the “Preferred Stock”), to an affiliate of Carlyle in a private placement at a price of $25 per share. See Note 9, Net Assets, to these unaudited consolidated financial statements for further information about the Preferred Stock.
On November 3, 2020, the Company and Cliffwater Corporate Lending Fund (“CCLF”), an investment vehicle managed by Cliffwater LLC, entered into a limited liability company agreement to co-manage Middle Market Credit Fund II, LLC (“Credit Fund II”). Credit Fund II invests in senior secured loans of middle market companies. Credit Fund II is managed by a four-member board of managers, on which the Company and CCLF each have equal representation. The Company and CCLF have approximately 84.13% and 15.87% economic ownership of Credit Fund II, respectively. The Company contributed certain senior secured debt investments with an aggregate principal balance of approximately $250 million to Credit Fund II in exchange for its 84.13% economic interest and gross cash proceeds of approximately $170 million. See Note 6, Middle Market Credit Fund II, LLC, to these unaudited consolidated financial statements for details.
As a BDC, the Company is required to comply with certain regulatory requirements. As part of these requirements, the Company must not acquire any assets other than “qualifying assets” specified in the Investment Company Act unless, at the time the acquisition is made, at least 70% of its total assets are qualifying assets (with certain limited exceptions).
To qualify as a RIC, the Company must, among other things, meet certain source-of-income and asset diversification requirements and timely distribute to its stockholders generally at least 90% of its investment company taxable income, as defined by the Code, for each year. Pursuant to this election, the Company generally does not have to pay corporate level taxes on any income that it distributes to stockholders, provided that the Company satisfies those requirements.
2. SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation
The consolidated financial statements have been prepared on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). The Company is an investment company for the purposes of accounting and financial reporting in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946, Financial Services—Investment Companies (“ASC 946”). The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries, the SPV and the 2015-1 Issuer. All significant intercompany balances and transactions have been eliminated. U.S. GAAP for an investment company requires investments to be recorded at fair value. The carrying value for all other assets and liabilities approximates their fair value.
The interim consolidated financial statements have been prepared in accordance with U.S. GAAP for interim financial information and pursuant to the requirements for reporting on Form 10-Q and Articles 6 and 10 of Regulation S-X. Accordingly, certain disclosures accompanying the annual consolidated financial statements prepared in accordance with U.S. GAAP are omitted. In the opinion of management, all adjustments considered necessary for the fair presentation of consolidated financial statements for the interim periods presented have been included. These adjustments are of a normal, recurring nature. 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, 2022. The results of operations for the three month periodand six months ended March 31,June 30, 2023 are not necessarily indicative of the operating results to be expected for the full year.
Use of Estimates
39
38

Use of Estimates
The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make assumptions and estimates 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. Management’s estimates are based on historical experiences and other factors, including expectations of future events that management believes to be reasonable under the circumstances. It also requires management to exercise judgment in the process of applying the Company’s accounting policies. Assumptions and estimates regarding the valuation of investments and their resulting impact on base management and incentive fees involve a higher degree of judgment and complexity and these assumptions and estimates may be significant to the consolidated financial statements. Actual results could differ from these estimates and such differences could be material.
Investments
Investment transactions are recorded on the trade date. Realized gains or losses are measured by the difference between the net proceeds from the repayment or sale and the amortized cost basis of the investment at the time of exit using the specific identification method without regard to unrealized appreciation or depreciation previously recognized, and includes investments charged off during the period, net of recoveries. Net change in unrealized appreciation or depreciation on investments as presented in the accompanying Consolidated Statements of Operations reflects the net change in the fair value of investments, including the reversal of previously recorded unrealized appreciation or depreciation when gains or losses are realized. See Note 3, Fair Value Measurements, to these unaudited consolidated financial statements, for further information about fair value measurements.
Cash, Cash Equivalents and Restricted Cash
Cash, cash equivalents and restricted cash consist of demand deposits and highly liquid investments (e.g., money market funds, U.S. treasury notes) with original maturities of three months or less. Cash equivalents are carried at amortized cost, which approximates fair value. The Company’s cash, cash equivalents and restricted cash are held with one large financial institution and cash held in such financial institution may, at times, exceed the Federal Deposit Insurance Corporation insured limit. As of March 31,June 30, 2023 and December 31, 2022, the Company had restricted cash balances of $19,400$16,382 and $14,412, respectively, which represent amounts that are collected and held by trustees appointed by the Company for payment of interest expense and principal on the outstanding borrowings, or reinvestment into new assets, and as custodians of the assets securing certain of the Company's financing transactions.
Revenue Recognition
Interest from Investments
Interest income is recorded on an accrual basis and includes the accretion of discounts and amortization of premiums. Discounts from and premiums to par value on debt investments purchased are accreted/amortized into interest income over the life of the respective security using the effective interest method. The amortized cost of debt investments represents the original cost, including origination fees and upfront fees received that are deemed to be an adjustment to yield, adjusted for the accretion of discounts and amortization of premiums, if any.
The Company may have loans in its portfolio that contain payment-in-kind (“PIK”) provisions. PIK income represents interest that is accrued and recorded as interest income at the contractual rates, increases the loan principal on the respective capitalization dates, and is generally due at maturity. As of March 31,June 30, 2023 and December 31, 2022, the fair value of the loans in the portfolio with PIK provisions was $149,619$245,702 and $176,773, respectively, which represents approximately 7.6%13.0% and 8.9% of total investments at fair value, respectively. For the three month periodsand six months ended March 31,June 30, 2023, the Company earned $4,716 and $8,904 in PIK income, respectively. For the three and six months ended June 30, 2022, the Company earned $4,188$3,728 and $3,721$7,449 in PIK income, respectively. In 2022, the Company began presenting PIK income as a separate financial statement line item in the accompanying Consolidated Statements of Operations, which had previously been included in interest income. Prior periods have been conformed to the current presentation.
In 2022, the Company separately presented interest receivable and dividend receivable on the accompanying Consolidated Statements of Cash Flows. In 2023, the amounts are presented collectively on the Consolidated Statements of Cash Flows. Prior periods have been conformed to the current presentation.
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Dividend Income
Dividend income from the investment funds, Credit Fund and Credit Fund II, and other investments funds, if any, is recorded on the record date for the investment fund to the extent that such amounts are payable by the investment funds and are expected to be collected.
Other Income
Other income may include income such as consent, waiver, amendment, unused, underwriting, arranger and prepayment fees associated with the Company’s investment activities as well as any fees for managerial assistance services rendered by the Company to the portfolio companies. Such fees are recognized as income when earned or the services are rendered. The Company may receive fees for guaranteeing the outstanding debt of a portfolio company. Such fees are amortized into other income over the life of the guarantee. The unamortized amount, if any, is included in prepaid expenses and other assets in the accompanying Consolidated Statements of Assets and Liabilities. For the three month periodsand six months ended March 31,June 30, 2023, the Company earned $919 and $1,882, respectively, in other income, primarily from prepayment fees and commitment fees. For the three and six months ended June 30, 2022, the Company earned $963$1,634 and $2,236,$3,870, respectively, in other income, primarily from prepayment fees and amendment fees.
Non-Accrual Income
Loans are generally placed on non-accrual status when principal or interest payments are past due or when there is reasonable doubt that principal or interest will be collected in full. Accrued and unpaid interest is generally reversed when a loan is placed on non-accrual status. Interest payments received on non-accrual loans may be recognized as income or applied to principal depending upon management’s judgment regarding collectability. Non-accrual loans are restored to accrual status when past due principal and interest are current or there is no longer any reasonable doubt that such principal or interest will be collected in full and, in management’s judgment, are likely to remain current. Management may determine not to place a loan on non-accrual status if the loan has sufficient collateral value and is in the process of collection. As of March 31,June 30, 2023 and December 31, 2022, the fair value of the loans in the portfolio on non-accrual status was $68,890$34,661 and $57,932, respectively. The remaining first and second lien debt investments were performing and current on their interest payments as of March 31,June 30, 2023 and December 31, 2022 and for the periods then ended.
Credit Facility, Senior Notes, and 2015-1R Notes – Related Costs, Expenses and Deferred Financing Costs
The Company entered into a senior secured revolving credit facility (as amended, the “Credit Facility”). Interest expense and unused commitment fees on the Credit Facility are recorded on an accrual basis. Unused commitment fees are included in interest expense and credit facility fees in the accompanying Consolidated Statements of Operations.
On December 30, 2019, the Company closed a private offering of $115.0 million in aggregate principal amount of 4.750%4.75% Senior Unsecured Notes due December 31, 2024 (the “2019 Notes”). On December 11, 2020, the Company issued $75.0 million in aggregate principal amount of 4.500%4.50% Senior Unsecured Notes due December 31, 2024 (the “2020 Notes”, and together with the 2019 Notes, the “Senior Notes”). The Credit Facility, the 2015-1R Notes and the Senior Notes are recorded at carrying value, which approximates fair value.
Deferred financing costs include capitalized expenses related to the closing or amendments of the Credit Facility. Amortization of deferred financing costs for the Credit Facility is computed on the straight-line basis over its term. The unamortized balance of such costs is included in prepaid expenses and other assets in the accompanying Consolidated Statements of Assets and Liabilities. The amortization of such costs is included in interest expense and credit facility fees in the accompanying Consolidated Statements of Operations.
Debt issuance costs include capitalized expenses including structuring and arrangement fees related to the offering of the 2015-1R Notes and Senior Notes. Amortization of debt issuance costs for the notes is computed on the effective yield method over the term of the notes. The unamortized balance of such costs is presented as a direct deduction to the carrying amount of the notes in the accompanying Consolidated Statements of Assets and Liabilities. The amortization of such costs is included in interest expense and credit facility fees in the accompanying Consolidated Statements of Operations.
In 2022, the Company began presenting interest expense and credit facility fees together in the accompanying Consolidated Statements of Operations, which had previously been presented as separate financial statement line items. Prior periods have been conformed to the current presentation.
4140

Income Taxes
For federal income tax purposes, the Company has elected to be treated as a RIC under the Code, and intends to make the required distributions to its stockholders as specified therein. In order to qualify as a RIC, the Company must meet certain minimum distribution, source-of-income and asset diversification requirements. If such requirements are met, then the Company is generally required to pay income taxes only on the portion of its taxable income and gains it does not distribute.
The minimum distribution requirements applicable to RICs require the Company to distribute to its stockholders at least 90% of its investment company taxable income (“ICTI”), as defined by the Code, each year. Depending on the level of ICTI earned in a tax year, the Company may choose to carry forward ICTI in excess of current year 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. For the three month periodsand six months ended March 31,June 30, 2023, the Company incurred $650 and $1,173 in excise tax expense, respectively. For the three and six months ended June 30, 2022, the Company incurred $523$176 and $353$529 in excise tax expense, respectively.
In addition, based on the excise distribution requirements, the Company is subject to a 4% nondeductible federal excise tax on undistributed income unless the Company distributes in a timely manner an amount at least equal to the sum of (1) 98% of its ordinary income for each calendar year, (2) 98.2% of capital gain net income (both long-term and short-term) for the one-year period ending October 31 in that calendar year and (3) any income realized, but not distributed, in the preceding year. For this purpose, however, any ordinary income or capital gain net income retained by the Company that is subject to corporate income tax is considered to have been distributed. The Company intends to make sufficient distributions each taxable year to satisfy the excise distribution requirements as reasonable.
The Company evaluates tax positions taken or expected to be taken in the course of preparing its consolidated financial statements to determine whether the tax positions are “more likely than not” to be sustained by the applicable tax authority. The SPV and the 2015-1 Issuer are disregarded entities for tax purposes and are consolidated with the tax return of the Company. All penalties and interest associated with income taxes, if any, are included in income tax expense.
Dividends and Distributions to Common Stockholders
To the extent that the Company has taxable income available, the Company intends to make quarterly distributions to its common stockholders. Dividends and distributions to common stockholders are recorded on the record date. The amount to be distributed is determined by the Board of Directors each quarter and is generally based upon the taxable earnings estimated by management and available cash. Net realized capital gains, if any, are generally distributed at least annually, although the Company may decide to retain such capital gains for investment.

Prior to July 5, 2017, the Company had an “opt in” dividend reinvestment plan. Effective on July 5, 2017, the Company converted the “opt in” dividend reinvestment plan to an “opt out” dividend reinvestment plan that provides for reinvestment of dividends and other distributions on behalf of the common stockholders, other than those common stockholders who have “opted out” of the plan. As a result of adopting the plan, if the Board of Directors authorizes, and the Company declares, a cash dividend or distribution, the common stockholders who have not elected to “opt out” of the dividend reinvestment plan will have their cash dividends or distributions automatically reinvested in additional shares of the Company’s common stock, rather than receiving cash. Each registered stockholder may elect to have such stockholder’s dividends and distributions distributed in cash rather than participate in the plan. For any registered stockholder that does not so elect, distributions on such stockholder’s shares will be reinvested by State Street Bank and Trust Company, the Company’s plan administrator, in additional shares. The number of shares to be issued to the stockholder will be determined based on the total dollar amount of the cash distribution payable, net of applicable withholding taxes. The Company intends to use primarily newly issued shares to implement the plan so long as the market value per share is equal to or greater than the net asset value per share on the relevant valuation date. If the market value per share is less than the net asset value per share on the relevant valuation date, the plan administrator would implement the plan through the purchase of common stock on behalf of participants in the open market, unless the Company instructs the plan administrator otherwise.

Functional Currency

The functional currency of the Company is the U.S. Dollar. Investments are generally made in the local currency of the country in which the investments are domiciled and are translated into U.S. Dollars with foreign currency translation gains or losses recorded within net change in unrealized appreciation (depreciation) on investments in the accompanying Consolidated Statements of Operations. Foreign currency translation gains and losses on non-investment assets and liabilities are separately reflected in the accompanying Consolidated Statements of Operations.

4241


Earnings Per Common Share
The Company computes earnings per common share in accordance with ASC 260, Earnings Per Share (“ASC 260”). Basic earnings per common share is calculated by dividing the net increase (decrease) in net assets resulting from operations attributable to common stock by the weighted average number of shares of common stock outstanding. Diluted earnings per common share reflects the assumed conversion of all dilutive securities.
Recent Accounting Standards Updates
In March 2020, the FASB issued ASU No. 2020-04, “Reference Rate Reform (Topic 848),” which provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The amendments apply only to contracts, hedging relationships, and other transactions that reference London Interbank Offered Rate (“LIBOR”) or another reference rate expected to be discontinued because of reference rate reform. In January 2021, the FASB issued ASU No. 2021-01, Reference Rate Reform (Topic 848), which expanded the scope of Topic 848 to include derivative instruments impacted by discounting transition. In December 2022, the FASB issued ASU No. 2022-06, Reference Rate Reform (Topic 848), which defers the sunset date of Topic 848 from December 31, 2022 to December 31, 2024. The expedients and exceptions provided by the amendments do not apply to contract modifications and hedging relationships entered into or evaluated after December 31, 2022, except for hedging transactions as of December 31, 2022, that an entity has elected certain optional expedients for and that are retained through the end of the hedging relationship. The Company is currently evaluating the impact of the adoption of ASU 2020-04, 2021-01 and 2022-06 on its consolidated financial statements. The Company does not expect this guidance to impact its consolidated financial statements.
3. FAIR VALUE MEASUREMENTS

The Company applies fair value accounting in accordance with the terms of FASB ASC Topic 820, Fair Value Measurement (“ASC 820”). ASC 820 defines fair value as the amount that would be exchanged to sell an asset or transfer a liability in an orderly transfer between market participants at the measurement date. Effective September 8, 2022, the Investment Adviser, as the valuation designee pursuant to Rule 2a-5 under the Investment Company Act, determines in good faith the fair value of the Company’s investment portfolio for which market quotations are not readily available. The Investment Adviser values securities/instruments traded in active markets on the measurement date by multiplying the closing price of such traded securities/instruments by the quantity of shares or amount of the instrument held. The Investment Adviser may also obtain quotes with respect to certain of its investments, such as its securities/instruments traded in active markets and its liquid securities/instruments that are not traded in active markets, from pricing services, brokers, or counterparties (i.e., “consensus pricing”). When doing so, the Investment Adviser determines whether the quote obtained is sufficient according to U.S. GAAP to determine the fair value of the security. The Investment Adviser may use the quote obtained or alternative pricing sources may be utilized including valuation techniques typically utilized for illiquid securities/instruments.

Securities/instruments that are illiquid or for which the pricing source does not provide a valuation or methodology or provides a valuation or methodology that, in the judgment of the Investment Adviser, does not represent fair value shall each be valued as of the measurement date using all techniques appropriate under the circumstances and for which sufficient data is available. These valuation techniques may vary by investment and include comparable public market valuations, comparable precedent transaction valuations and/or discounted cash flow analyses. The process generally used to determine the applicable value is as follows: (i) the value of each portfolio company or investment is initially reviewed by the investment professionals responsible for such portfolio company or investment and, for non-traded investments, a standardized template designed to approximate fair market value based on observable market inputs, updated credit statistics and unobservable inputs is used to determine a preliminary value, which is also reviewed alongside consensus pricing, where available; (ii) preliminary valuation conclusions are documented and reviewed by a valuation committee comprised of personnel of the Investment Adviser; (iii) the Board of Directors engages a third-party valuation firm to provide positive assurance on portions of the Middle Market Senior Loans and equity investments portfolio each quarter (such that each non-traded investment other than Credit Fund is reviewed by a third-party valuation firm at least once on a rolling twelve month basis) including a review of management’s preliminary valuation and conclusion on fair value; (iv) if applicable, prior to September 8, 2022, the Audit Committee of the Board of Directors (the “Audit Committee”) reviewed the assessments of the Investment Adviser and the third-party valuation firm; and (v) if applicable, prior to September 8, 2022, the Board of Directors discussed the valuation recommendations of the Audit Committee and determined the fair value of each investment in the portfolio in good faith based on the input of the Investment Adviser and, where applicable, the third-party valuation firm.
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All factors that might materially impact the value of an investment are considered, including, but not limited to the assessment of the following factors, as relevant:
 
•the nature and realizable value of any collateral;
•call features, put features and other relevant terms of debt;
•the portfolio company’s leverage and ability to make payments;
42

•the portfolio company’s public or private credit rating;
•the portfolio company’s actual and expected earnings and discounted cash flow;
•prevailing interest rates and spreads for similar securities and expected volatility in future interest rates;
•the markets in which the portfolio company does business and recent economic and/or market events; and
•comparisons to comparable transactions and publicly traded securities.
Investment performance data utilized are the most recently available financial statements and compliance certificates received from the portfolio companies as of the measurement date which in many cases may reflect a lag in information.
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 fluctuate from period to period. Because of the inherent uncertainty of valuation, these estimated values may differ significantly from the values that would have been reported had a ready market for the investments existed, and it is reasonably possible that the difference could be material.
In addition, changes in the market environment and other events that may occur over the life of the investments may cause the realized gains or losses on investments to be different from the net change in unrealized appreciation or depreciation currently reflected in the consolidated financial statements as of March 31,June 30, 2023 and December 31, 2022.
U.S. GAAP establishes a hierarchical disclosure framework which ranks the level of observability of market price inputs used in measuring investments at fair value. The observability of inputs is impacted by a number of factors, including the type of investment and the characteristics specific to the investment and state of the marketplace, including the existence and transparency of transactions between market participants. Investments with readily available quoted prices or for which fair value can be measured from quoted prices in active markets generally have a higher degree of market price observability and a lesser degree of judgment applied in determining fair value.
Investments measured and reported at fair value are classified and disclosed based on the observability of inputs used in determination of fair values, as follows:
 
•Level 1—inputs to the valuation methodology are quoted prices available in active markets for identical investments as of the reporting date. Financial instruments in this category generally include unrestricted securities, including equities and derivatives, listed in active markets. The Investment Adviser does not adjust the quoted price for these investments, even in situations where the Company holds a large position and a sale could reasonably impact the quoted price.
•Level 2—inputs to the valuation methodology are either directly or indirectly observable as of the reporting date and are those other than quoted prices in active markets. Financial instruments in this category generally include less liquid and restricted securities listed in active markets, securities traded in other than active markets, government and agency securities, and certain over-the-counter derivatives where the fair value is based on observable inputs.
•Level 3—inputs to the valuation methodology are unobservable and significant to overall fair value measurement. The inputs into the determination of fair value require significant management judgment or estimation. Financial instruments in this category generally include investments in privately-held entities, collateralized loan obligations, and certain over-the-counter derivatives where the fair value is based on unobservable inputs.
In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment’s level within the fair value hierarchy is based on the lowest level of input that is significant to the overall fair value measurement. The Investment Adviser’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the investment. Investments in Credit Fund and Credit Fund II are valued based on the legal form of investment. For those structured through LLC membership interests, the practical expedient, or net asset value method, is used. For those structured through subordinated notes, a discounted cash flow method is used.
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Transfers between levels, if any, are recognized at the beginning of the quarter in which the transfers occur. For the three month periodsand six months ended March 31,June 30, 2023 and 2022, there were no transfers between levels.
43

The following tables summarize the Company’s investments measured at fair value on a recurring basis by the above fair value hierarchy levels as of March 31,June 30, 2023 and December 31, 2022:
March 31, 2023 June 30, 2023
Level 1Level 2Level 3Total Level 1Level 2Level 3Total
AssetsAssetsAssets
First Lien DebtFirst Lien Debt$— $— $1,350,740 $1,350,740 First Lien Debt$— $— $1,272,650 $1,272,650 
Second Lien DebtSecond Lien Debt— — 259,429 259,429 Second Lien Debt— — 265,536 265,536 
Equity InvestmentsEquity Investments— — 102,241 102,241 Equity Investments— — 102,214 102,214 
Investment FundsInvestment FundsInvestment Funds
Mezzanine LoanMezzanine Loan— — — — Mezzanine Loan— — — — 
Subordinated Loan and Member's InterestSubordinated Loan and Member's Interest— — 189,970 189,970 Subordinated Loan and Member's Interest— — 189,101 189,101 
TotalTotal$— $— $1,902,380 $1,902,380 Total$— $— $1,829,501 $1,829,501 
Investments measured at net asset value (1)
Investments measured at net asset value (1)
71,185 
Investments measured at net asset value(1)
66,919 
TotalTotal$1,973,565 Total$1,896,420 
December 31, 2022 December 31, 2022
Level 1Level 2Level 3Total Level 1Level 2Level 3Total
AssetsAssetsAssets
First Lien DebtFirst Lien Debt$— $— $1,359,962 $1,359,962 First Lien Debt$— $— $1,359,962 $1,359,962 
Second Lien DebtSecond Lien Debt— — 262,703 262,703 Second Lien Debt— — 262,703 262,703 
Equity InvestmentsEquity Investments— — 94,190 94,190 Equity Investments— — 94,190 94,190 
Investment FundsInvestment FundsInvestment Funds
Mezzanine LoanMezzanine Loan— — — — Mezzanine Loan— — — — 
Subordinated Loan and Member's InterestSubordinated Loan and Member's Interest— — 190,065 190,065 Subordinated Loan and Member's Interest— — 190,065 190,065 
TotalTotal$— $— $1,906,920 $1,906,920 Total$— $— $1,906,920 $1,906,920 
Investments measured at net asset value (1)
Investments measured at net asset value (1)
72,957 
Investments measured at net asset value(1)
72,957 
TotalTotal$1,979,877 Total$1,979,877 
(1) Amount represents the Company's investment in Credit Fund II. The Company, as a practical expedient, estimates the fair value of this investment using the net asset value of the Company's member's interest in Credit Fund II. As such, the fair value of the Company's investment in Credit Fund II has not been categorized within the fair value hierarchy.
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The changes in the Company’s investments at fair value for which the Company has used Level 3 inputs to determine fair value and net change in unrealized appreciation (depreciation) included in earnings for Level 3 investments still held are as follows:
Financial AssetsFinancial Assets
For the three month period ended March 31, 2023 For the three months ended June 30, 2023
First Lien DebtSecond Lien DebtEquity InvestmentsInvestment Fund - Subordinated Loan and Member's InterestTotal First Lien DebtSecond Lien DebtEquity InvestmentsInvestment Fund - Subordinated Loan and Member's InterestTotal
Balance, beginning of periodBalance, beginning of period$1,359,962 $262,703 $94,190 $190,065 $1,906,920 Balance, beginning of period$1,350,740 $259,429 $102,241 $189,970 $1,902,380 
PurchasesPurchases54,825 323 2,362 — 57,510 Purchases42,282 4,051 1,630 — 47,963 
SalesSales(32,001)(6,372)(222)— (38,595)Sales(32,655)— (1,495)— (34,150)
PaydownsPaydowns(28,721)(454)(607)— (29,782)Paydowns(72,255)— — — (72,255)
Accretion of discountAccretion of discount1,621 178 56 — 1,855 Accretion of discount1,630 241 58 — 1,929 
Net realized gains (losses)Net realized gains (losses)(13,429)(49)163 — (13,315)Net realized gains (losses)(9,180)1 1,188 — (7,991)
Net change in unrealized appreciation (depreciation)Net change in unrealized appreciation (depreciation)8,483 3,100 6,299 (95)17,787 Net change in unrealized appreciation (depreciation)(7,912)1,814 (1,408)(869)(8,375)
Balance, end of periodBalance, end of period$1,350,740 $259,429 $102,241 $189,970 $1,902,380 Balance, end of period$1,272,650 $265,536 $102,214 $189,101 $1,829,501 
Net change in unrealized appreciation (depreciation) included in earnings related to investments still held at the reporting date included in net change in unrealized appreciation (depreciation) on investments on the Consolidated Statements of OperationsNet change in unrealized appreciation (depreciation) included in earnings related to investments still held at the reporting date included in net change in unrealized appreciation (depreciation) on investments on the Consolidated Statements of Operations$(2,321)$3,100 $6,643 $(95)$7,327 Net change in unrealized appreciation (depreciation) included in earnings related to investments still held at the reporting date included in net change in unrealized appreciation (depreciation) on investments on the Consolidated Statements of Operations$(7,830)$1,814 $(263)$(869)$(7,148)
Financial Assets
 For the six months ended June 30, 2023
 First Lien DebtSecond Lien DebtEquity InvestmentsInvestment Fund - Subordinated Loan and Member's InterestTotal
Balance, beginning of period$1,359,962 $262,703 $94,190 $190,065 $1,906,920 
Purchases97,107 4,374 3,992 — 105,473 
Sales(64,656)(6,372)(1,717)— (72,745)
Paydowns(100,976)(454)(607)— (102,037)
Accretion of discount3,251 419 114 — 3,784 
Net realized gains (losses)(22,609)(48)1,351 — (21,306)
Net change in unrealized appreciation (depreciation)571 4,914 4,891 (964)9,412 
Balance, end of period$1,272,650 $265,536 $102,214 $189,101 $1,829,501 
Net change in unrealized appreciation (depreciation) included in earnings related to investments still held at the reporting date included in net change in unrealized appreciation (depreciation) on investments on the Consolidated Statements of Operations$(10,746)$1,814 $5,797 $(964)$(4,099)
Financial Assets
 For the three month period ended March 31, 2022
 First Lien DebtSecond Lien DebtEquity InvestmentsInvestment Fund - Subordinated Loan and Member's InterestTotal
Balance, beginning of period$1,232,084 $341,776 $77,093 $184,141 $1,835,094 
Purchases111,329 250 2,387 — 113,966 
Sales(12,059)— (4,003)— (16,062)
Paydowns(105,973)(36,325)(1,083)— (143,381)
Accretion of discount1,772 559 7 — 2,338 
Net realized gains (losses)3,455 — 2,384 — 5,839 
Net change in unrealized appreciation (depreciation)(6,491)(2,058)1,914 5,144 (1,491)
Balance, end of period$1,224,117 $304,202 $78,699 $189,285 $1,796,303 
Net change in unrealized appreciation (depreciation) included in earnings related to investments still held at the reporting date included in net change in unrealized appreciation (depreciation) on investments on the Consolidated Statements of Operations$(2,944)$(1,333)$(901)$5,144 $(34)
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Financial Assets
 For the three months ended June 30, 2022
 First Lien DebtSecond Lien DebtEquity InvestmentsInvestment Fund - Subordinated Loan and Member's InterestTotal
Balance, beginning of period$1,224,117 $304,202 $78,699 $189,285 $1,796,303 
Purchases194,313 431 1,287 — 196,031 
Sales(86,311)(4,013)(1,031)— (91,355)
Paydowns(69,443)— — — (69,443)
Accretion of discount2,446 182 133 — 2,761 
Net realized gains (losses)(504)(956)1,514 — 54 
Net change in unrealized appreciation (depreciation)(7,336)(9,163)(1,969)(2,518)(20,986)
Balance, end of period$1,257,282 $290,683 $78,633 $186,767 $1,813,365 
Net change in unrealized appreciation (depreciation) included in earnings related to investments still held at the reporting date included in net change in unrealized appreciation (depreciation) on investments on the Consolidated Statements of Operations$(8,529)$(9,163)$(1,970)$(2,519)$(22,181)
Financial Assets
 For the six months ended June 30, 2022
 First Lien DebtSecond Lien DebtEquity InvestmentsInvestment Fund - Subordinated Loan and Member's InterestTotal
Balance, beginning of period$1,232,084 $341,776 $77,093 $184,141 $1,835,094 
Purchases305,642 681 3,674 — 309,997 
Sales(98,370)(4,013)(5,034)— (107,417)
Paydowns(175,416)(36,325)(1,083)— (212,824)
Accretion of discount4,218 741 140 — 5,099 
Net realized gains (losses)2,951 (956)3,898 — 5,893 
Net change in unrealized appreciation (depreciation)(13,827)(11,221)(55)2,626 (22,477)
Balance, end of period$1,257,282 $290,683 $78,633 $186,767 $1,813,365 
Net change in unrealized appreciation (depreciation) included in earnings related to investments still held as of the reporting date included in net change in unrealized appreciation (depreciation) on investments on the Consolidated Statements of Operations$(11,587)$(10,496)$(2,871)$2,625 $(22,329)
The Company generally uses the following framework when determining the fair value of investments that are categorized as Level 3:
Investments in debt securities are initially evaluated to determine whether the enterprise value of the portfolio company is greater than the applicable debt. The enterprise value of the portfolio company is estimated using a market approach and an income approach. The market approach utilizes market value (EBITDA) multiples of publicly traded comparable companies and available precedent sales transactions of comparable companies. The Investment Adviser carefully considers
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numerous factors when selecting the appropriate companies whose multiples are used to value the Company’s portfolio companies. These factors include, but are not limited to, the type of organization, similarity to the business being valued, relevant risk factors, as well as size, profitability and growth expectations. The income approach typically uses a discounted cash flow analysis of the portfolio company.
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Investments in debt securities that do not have sufficient coverage through the enterprise value analysis are valued based on an expected probability of default and discount recovery analysis.
Investments in debt securities with sufficient coverage through the enterprise value analysis are generally valued using a discounted cash flow analysis of the underlying security. Projected cash flows in the discounted cash flow typically represent the relevant security’s contractual interest, fees and principal payments plus the assumption of full principal recovery at the security’s expected maturity date. The discount rate to be used is determined using an average of two market-based methodologies. Investments in debt securities may also be valued using consensus pricing.
Investments in equities are generally valued using a market approach and/or an income approach. The market approach utilizes market value (EBITDA) multiples of publicly traded comparable companies and available precedent sales transactions of comparable companies. The income approach typically uses a discounted cash flow analysis of the portfolio company.
Investments in Credit Fund’s mezzanine loan are valued using collateral analysis with the expected recovery rate of principal and interest. Investments in Credit Fund’s subordinated loan and member’s interest are valued using discounted cash flow analysis with the expected discount rate, default rate and recovery rate of principal and interest.
The following tables summarize the quantitative information related to the significant unobservable inputs for Level 3 instruments which are carried at fair value as of March 31,June 30, 2023 and December 31, 2022:
Fair Value as of March 31, 2023Valuation TechniquesSignificant Unobservable InputsRange  Fair Value as of June 30, 2023Valuation TechniquesSignificant Unobservable InputsRange 
LowHighWeighted Average LowHighWeighted Average
Investments in First Lien DebtInvestments in First Lien Debt$1,173,468 Discounted Cash FlowDiscount Rate5.53 %27.81 %8.95 %Investments in First Lien Debt$1,130,845 Discounted Cash FlowDiscount Rate5.03 %18.65 %8.92 %
37,081 Consensus PricingIndicative Quotes97.00 %100.00 %98.39 %18,753 Consensus PricingIndicative Quotes97.00 %100.00 %97.53 %
140,191 Income ApproachDiscount Rate9.08 %10.69 %9.93 %123,052 Income ApproachDiscount Rate9.24 %10.80 %9.99 %
Market ApproachComparable Multiple8.50x10.86x9.81xMarket ApproachComparable Multiple8.77x11.04x9.96x
Total First Lien DebtTotal First Lien Debt1,350,740 Total First Lien Debt1,272,650 
Investments in Second Lien DebtInvestments in Second Lien Debt259,429 Discounted Cash FlowDiscount Rate8.73 %13.12 %9.83 %Investments in Second Lien Debt263,664 Discounted Cash FlowDiscount Rate8.25 %13.51 %9.86 %
1,872 Income ApproachDiscount Rate13.53 %13.53 %13.53 %
Total Second Lien DebtTotal Second Lien Debt259,429 Total Second Lien Debt265,536 
Investments in EquityInvestments in Equity102,241 Income ApproachDiscount Rate7.22 %12.76 %9.41 %Investments in Equity102,214 Income ApproachDiscount Rate7.22 %12.90 %9.32 %
Market ApproachComparable Multiple8.34x19.00x12.91xMarket ApproachComparable Multiple7.72x16.50x10.21x
Total Equity InvestmentsTotal Equity Investments102,241 Total Equity Investments102,214 
Investments in Credit FundInvestments in Credit FundInvestments in Credit Fund
Subordinated Loan and
Member's Interest		Subordinated Loan and
Member's Interest		189,970 Discounted Cash FlowDiscount Rate9.50 %9.50 %9.50 %Subordinated Loan and
Member's Interest		189,101 Discounted Cash FlowDiscount Rate9.50 %9.50 %9.50 %
Discounted Cash FlowDefault Rate3.00 %3.00 %3.00 %Discounted Cash FlowDefault Rate3.00 %3.00 %3.00 %
Discounted Cash FlowRecovery Rate65.00 %65.00 %65.00 %Discounted Cash FlowRecovery Rate65.00 %65.00 %65.00 %
Total Investments in Credit FundTotal Investments in Credit Fund189,970 Total Investments in Credit Fund189,101 
Total Level 3 InvestmentsTotal Level 3 Investments$1,902,380 Total Level 3 Investments$1,829,501 
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Fair Value as of December 31, 2022Valuation TechniquesSignificant Unobservable InputsRange  Fair Value as of December 31, 2022Valuation TechniquesSignificant Unobservable InputsRange 
LowHighWeighted Average LowHighWeighted Average
Investments in First Lien DebtInvestments in First Lien Debt$1,157,414 Discounted Cash FlowDiscount Rate4.84 %17.96 %9.09 %Investments in First Lien Debt$1,157,414 Discounted Cash FlowDiscount Rate4.84 %17.96 %9.09 %
74,457 Consensus PricingIndicative Quotes97.00 100.00 97.95 74,457 Consensus PricingIndicative Quotes97.00 %100.00 %97.95 %
128,091 Income ApproachDiscount Rate9.03 %19.31 %13.34 %128,091 Income ApproachDiscount Rate9.03 %19.31 %13.34 %
Market ApproachComparable Multiple5.21x10.51x9.81xMarket ApproachComparable Multiple5.21x10.51x9.81x
Total First Lien DebtTotal First Lien Debt1,359,962 Total First Lien Debt1,359,962 
Investments in Second Lien DebtInvestments in Second Lien Debt262,703 Discounted Cash FlowDiscount Rate8.96 %13.33 %10.12 %Investments in Second Lien Debt262,703 Discounted Cash FlowDiscount Rate8.96 %13.33 %10.12 %
Total Second Lien DebtTotal Second Lien Debt262,703 Total Second Lien Debt262,703 
Investments in EquityInvestments in Equity94,190 Income ApproachDiscount Rate7.22 %12.69 %9.89 %Investments in Equity94,190 Income ApproachDiscount Rate7.22 %12.69 %9.89 %
Market ApproachComparable Multiple8.40x17.24x10.41xMarket ApproachComparable Multiple8.40x17.24x10.41x
Total Equity InvestmentsTotal Equity Investments94,190 Total Equity Investments94,190 
Investment in Credit FundInvestment in Credit FundInvestment in Credit Fund
Subordinated Loan and Member's InterestSubordinated Loan and Member's Interest190,065 Discounted Cash FlowDiscount Rate10.25 %10.25 %10.25 %Subordinated Loan and Member's Interest190,065 Discounted Cash FlowDiscount Rate10.25 %10.25 %10.25 %
Discounted Cash FlowDefault Rate3.00 %3.00 %3.00 %Discounted Cash FlowDefault Rate3.00 %3.00 %3.00 %
Discounted Cash FlowRecovery Rate65.00 %65.00 %65.00 %Discounted Cash FlowRecovery Rate65.00 %65.00 %65.00 %
Total Investments in Credit FundTotal Investments in Credit Fund190,065 Total Investments in Credit Fund190,065 
Total Level 3 InvestmentsTotal Level 3 Investments$1,906,920 Total Level 3 Investments$1,906,920 
The significant unobservable inputs used in the fair value measurement of the Company’s investments in first and second lien debt securities are discount rates, indicative quotes and comparable EBITDA multiples. Significant increases in discount rates in isolation would result in a significantly lower fair value measurement. Significant decreases in indicative quotes or comparable EBITDA multiples in isolation would result in a significantly lower fair value measurement.
The significant unobservable inputs used in the fair value measurement of the Company’s investments in equities are discount rates and comparable EBITDA multiples. Significant increases in discount rates in isolation would result in a significantly lower fair value measurement. Significant decreases in comparable EBITDA multiples in isolation would result in a significantly lower fair value measurement.
The significant unobservable input used in the fair value measurement of the Company’s investment in the mezzanine loan of Credit Fund is the recovery rate of principal and interest. A significant decrease in the recovery rate would result in a significantly lower fair value measurement.
The significant unobservable inputs used in the fair value measurement of the Company’s investments in the subordinated loan and member’s interest of Credit Fund are the discount rate, default rate and recovery rate. Significant increases in the discount rate or default rate in isolation would result in a significantly lower fair value measurement. A significant decrease in the recovery rate in isolation would result in a significantly lower fair value measurement.
Financial instruments disclosed but not carried at fair value
The following table presents the carrying value (before debt issuance costs) and fair value of the Credit Facility, Senior Notes, and 2015-1R Notes disclosed but not carried at fair value as of March 31,June 30, 2023 and December 31, 2022:
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March 31, 2023December 31, 2022 June 30, 2023December 31, 2022
Carrying ValueFair ValueCarrying ValueFair Value Carrying ValueFair ValueCarrying ValueFair Value
Secured borrowingsSecured borrowings$455,859 $455,859 $440,441 $440,441 Secured borrowings$400,241 $400,241 $440,441 $440,441 
2019 Notes2019 Notes115,000 107,218 115,000 105,496 2019 Notes115,000 104,864 115,000 105,496 
2020 Notes2020 Notes75,000 70,121 75,000 69,180 2020 Notes75,000 68,837 75,000 69,180 
Aaa/AAA Class A-1-1-R NotesAaa/AAA Class A-1-1-R Notes234,800 231,630 234,800 232,170 Aaa/AAA Class A-1-1-R Notes234,800 231,865 234,800 232,170 
Aaa/AAA Class A-1-2-R NotesAaa/AAA Class A-1-2-R Notes50,000 49,515 50,000 49,655 Aaa/AAA Class A-1-2-R Notes50,000 49,645 50,000 49,655 
Aaa/AAA Class A-1-3-R NotesAaa/AAA Class A-1-3-R Notes25,000 24,413 25,000 24,013 Aaa/AAA Class A-1-3-R Notes25,000 24,270 25,000 24,013 
AA Class A-2-R NotesAA Class A-2-R Notes66,000 64,700 66,000 63,802 AA Class A-2-R Notes66,000 64,376 66,000 63,802 
A Class B NotesA Class B Notes46,400 44,303 46,400 44,465 A Class B Notes46,400 44,813 46,400 44,465 
BBB- Class C NotesBBB- Class C Notes27,000 25,380 27,000 25,920 BBB- Class C Notes27,000 25,583 27,000 25,920 
TotalTotal$1,095,059 $1,073,139 $1,079,641 $1,055,142 Total$1,039,441 $1,014,494 $1,079,641 $1,055,142 
The carrying values of the secured borrowings generally approximate their respective fair values due to their variable interest rates. Secured borrowings are categorized as Level 3 within the hierarchy.
The carrying values of the Senior Notes approximate their respective fair values. The Senior Notes are categorized as Level 3 within the hierarchy and are valued generally using discounted cash flow analysis. The significant unobservable inputs used in the fair value measurement of the Company’s Senior Notes are discount rates. Significant increases in discount rates in isolation would result in a significantly lower fair value measurement.
The faircarrying value determination of the Company’s 2015-1R Notes was based onapproximate their respective fair values. The 2015-1R Notes are categorized as Level 3 within the hierarchy and are valued generally using market quotation(s) received from broker/dealer(s). These fair value measurements were based on, which are significant unobservable inputs and thus represent Level 3 measurements as defined in the accounting guidance for fair value measurement.inputs.
The carrying value of other financial assets and liabilities approximates their fair value based on the short term nature of these items.
4. RELATED PARTY TRANSACTIONS
Investment Advisory Agreement
On April 3, 2013, the Company’s Board of Directors, including a majority of the directors who are not “interested persons” as defined in Section 2(a)(19) of the Investment Company Act (the “Independent Directors”), approved an investment advisory agreement (the “Original Investment Advisory Agreement”) between the Company and the Investment Adviser in accordance with, and on the basis of an evaluation satisfactory to such directors as required by, Section 15(c) of the Investment Company Act. The Original Investment Advisory Agreement was amended on September 15, 2017 and August 6, 2018 after receipt of requisite Board and stockholders' approvals, as applicable (as amended, the “Investment Advisory Agreement”). Unless terminated earlier, the Investment Advisory Agreement renews automatically for successive annual periods, provided that such continuance is specifically approved at least annually by the vote of the Board of Directors and by the vote of a majority of the Independent Directors. On May 4, 2023, the Company’s Board of Directors, including a majority of the Independent Directors, approved at an in-person meeting the continuance of the Company’s Investment Advisory Agreement with the Adviser for an additional one year term. The Investment Advisory Agreement will automatically terminate in the event of an assignment and may be terminated by either party without penalty upon at least 60 days’ written notice to the other party. Subject to the overall supervision of the Board of Directors, the Adviser provides investment advisory services to the Company. For providing these services, the Adviser receives fees from the Company consisting of two components—a base management fee and an incentive fee.
The Base Management fee is calculated at an annual rate of 1.50% of the average value of the Company’s gross assets at the end of the two most recently completed fiscal quarters; provided, however, the Base Management fee is calculated at an annual rate of 1.00% of the Company’s gross assets as of the end of the two most recently completed calendar quarters that exceeds the product of (A) 200% and (B) the average value of the Company’s net asset value at the end of the two most recently completed calendar quarters. “Gross assets” is determined on a consolidated basis in accordance with generally accepted accounting principles in the United States,U.S. GAAP, include assets acquired through the incurrence of debt (see Note 7, Borrowings, to these unaudited consolidated financial statements), and excludes cash and any temporary investments in cash-equivalents. For purposes of this calculation, cash and cash equivalents includes U.S. government securities and other high quality investment grade debt investments that mature in 12 months or less from the date of investment. The Base Management Fee is payable quarterly in arrears, will be appropriately
49

Fee is payable quarterly in arrears, will be appropriately adjusted for any share issuances or repurchases during such the applicable fiscal quarters, and will be appropriately pro-rated for any partial month or quarter.
The incentive fee has two parts. The first part is calculated and payable quarterly in arrears based on the pre-incentive fee net investment income for the immediately preceding calendar quarter. The second part is determined and payable in arrears based on capital gains as of the end of each calendar year.
Pre-incentive fee net investment income means interest income, dividend income and any other income (including any other fees (other than fees for providing managerial assistance), such as commitment, origination, structuring, diligence and consulting fees or other fees that the Company receives from portfolio companies) accrued during the calendar quarter, minus the operating expenses accrued for the quarter (including the base management fee, expenses payable under the administration agreement, and any interest expense or fees on any credit facilities or outstanding debt and dividends paid on any issued and outstanding preferred stock, but excluding the incentive fee). Pre-incentive fee net investment income includes, in the case of investments with a deferred interest feature, accrued income that the Company has not yet received in cash. Pre-incentive fee net investment income does not include any realized capital gains, realized capital losses or unrealized capital appreciation or depreciation.
Pre-incentive fee net investment income, expressed as a rate of return on the value of the Company’s net assets at the end of the immediately preceding calendar quarter, has been compared to a “hurdle rate” of 1.50% per quarter (6% annualized) or a “catch-up rate” of 1.82% per quarter (7.28% annualized), as applicable.
Pursuant to the Investment Advisory Agreement, the Company pays its Investment Adviser an incentive fee with respect to its pre-incentive fee net investment income in each calendar quarter as follows:
 
•no incentive fee based on pre-incentive fee net investment income in any calendar quarter in which its pre-incentive fee net investment income does not exceed the hurdle rate of 1.50%;
•100% of pre-incentive fee net investment income with respect to that portion of such pre-incentive fee net investment income, if any, that exceeds the hurdle rate but is less than 1.82% in any calendar quarter (7.28% annualized). The Company refers to this portion of the pre-incentive fee net investment income (which exceeds the hurdle rate but is less than 1.82%) as the “catch-up.” The “catch-up” is meant to provide the Investment Adviser with approximately 17.5% of the Company’s pre-incentive fee net investment income as if a hurdle rate did not apply if this net investment income exceeds 1.82% in any calendar quarter; and
•17.5% of the amount of pre-incentive fee net investment income, if any, that exceeds 1.82% in any calendar quarter (7.28% annualized) will be payable to the Investment Adviser. This reflects that once the hurdle rate is reached and the catch-up is achieved, 17.5% of all pre-incentive fee net investment income thereafter is allocated to the Investment Adviser.
The second part of the incentive fee is determined and payable in arrears as of the end of each calendar year (or upon termination of the Investment Advisory Agreement, as of the termination date), and equals 17.5% of realized capital gains, if any, on a cumulative basis from inception through the date of determination, computed net of all realized capital losses on a cumulative basis and unrealized capital depreciation, less the aggregate amount of any previously paid capital gain incentive fees, provided that, the incentive fee determined at the end of the first calendar year of operations may be calculated for a period of shorter than twelve calendar months to take into account any realized capital gains computed net of all realized capital losses on a cumulative basis and unrealized capital depreciation.
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Below is a summary of the base management fees and incentive fees incurred during the three month periodsand six months ended March 31,June 30, 2023 and 2022.
For the three month periods ended
March 31, 2023March 31, 2022
Base management fees$7,236 $7,050 
Incentive fees on pre-incentive fee net investment income5,472 5,228 
Realized capital gains incentive fees— — 
Accrued capital gains incentive fees— — 
Total capital gains incentive fees— — 
Total incentive fees5,472 5,228 
Total base management fees and incentive fees$12,708 $12,278 
Three months ended June 30,Six months ended June 30,
2023202220232022
Base management fees$7,185 $7,113 $14,421 $14,163 
Incentive fees on pre-incentive fee net investment income5,593 4,458 11,065 9,686 
Total base management fees and incentive fees$12,778 $11,571 $25,486 $23,849 
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Accrued capital gains incentive fees are based upon the cumulative net realized and unrealized appreciation (depreciation) from inception. Accordingly, the accrual for any capital gains incentive fee under U.S. GAAP in a given period may result in an additional expense if such cumulative amount is greater than in the prior period or a reduction of previously recorded expense if such cumulative amount is less than in the prior period. If such cumulative amount is negative, then there is no accrual. During the three and six months ended June 30, 2023 and 2022, there were no accrued or realized capital gains incentive fees.
As of March 31,June 30, 2023 and December 31, 2022, $12,729$12,804 and $12,681, respectively, was included in base management and incentive fees payable in the accompanying Consolidated Statements of Assets and Liabilities.
On April 3, 2013, the Investment Adviser entered into a personnel agreement with The Carlyle Group Employee Co., L.L.C. (“Carlyle Employee Co.”), an affiliate of the Investment Adviser, pursuant to which Carlyle Employee Co. provides the Investment Adviser with access to investment professionals.
Administration Agreement
On April 3, 2013, the Company's Board of Directors approved the Administration Agreement (the “Administration Agreement”) between the Company and the Administrator. Pursuant to the Administration Agreement, the Administrator provides services and receives reimbursements equal to an amount that reimburses the Administrator for its costs and expenses and the Company’s allocable portion of overhead incurred by the Administrator in performing its obligations under the Administration Agreement, including the Company’s allocable portion of the compensation paid to or compensatory distributions received by the Company’s officers (including the Chief Financial Officer and Chief Compliance Officer, and Treasurer)Officer) and respective staff who provide services to the Company, operations staff who provide services to the Company, and any internal audit staff, to the extent internal audit performs a role in the Company’s Sarbanes-Oxley Act of 2002, as amended (the “Sarbanes-Oxley Act”), internal control assessment. Reimbursement under the Administration Agreement occurs quarterly in arrears.
Unless terminated earlier, the Administration Agreement will renew automatically for successive annual periods, provided that such continuance is specifically approved at least annually by (i) the vote of the Board of Directors or by a majority vote of the outstanding voting securities of the Company and (ii) the vote of a majority of the Company’s Independent Directors. On May 4, 2023, the Company's Board of Directors, including a majority of the Independent Directors, approved the continuance of the Administration Agreement for a one year period. The Administration Agreement may not be assigned by a party without the consent of the other party and may be terminated by either party without penalty upon at least 60 days’ written notice to the other party.
For the three month periodsmonths ended March 31,June 30, 2023 and 2022, the Company incurred $28$469 and $406,$461, respectively, in fees under the Administration Agreement, whichAgreement. For the six months ended June 30, 2023 and 2022, the Company incurred $497 and $867, respectively, in fees under the Administration Agreement. These fees are included in administrative service fees in the accompanying Consolidated Statements of Operations. As of March 31,June 30, 2023 and December 31, 2022, $1,221$1,439 and $1,711, respectively, was unpaid and included in administrative service fees payable in the accompanying Consolidated Statements of Assets and Liabilities.
51

Sub-Administration Agreements
On April 3, 2013, the Administrator entered into a sub-administration agreement with Carlyle Employee Co. (the “Carlyle Sub-Administration Agreement”). Pursuant to the Carlyle Sub-Administration Agreement, Carlyle Employee Co. provides the Administrator with access to personnel.
On April 3, 2013, the Administrator entered into a sub-administration agreement with State Street Bank and Trust Company (“State Street” and, such agreement, the “State Street Sub-Administration Agreement” and, together with the Carlyle Sub-Administration Agreement, the “Sub-Administration Agreements”). Unless terminated earlier, the State Street Sub-Administration Agreement renew automatically for successive annual periods, provided that such continuance is specifically approved at least annually by (i) the vote of the Board of Directors or by the vote of a majority of the outstanding voting securities of the Company and (ii) the vote of a majority of the Company’s Independent Directors. On May 4, 2023, the Company's Board of Directors, including a majority of the Independent Directors, approved the continuance of the State Street Sub-Administration Agreement for a one year period. The State Street Sub-Administration Agreement may be terminated upon at least 60 days’ written notice and without penalty by the vote of a majority of the outstanding securities of the Company, or by the vote of the Board of Directors or by either party to the State Street Sub-Administration Agreement.
51

For the three month periodsmonths ended March 31,June 30, 2023 and 2022, the Company incurred $157$171 and $175,$174, respectively, in fees under the State Street Sub-Administration Agreement. For the six months ended June 30, 2023 and 2022, the Company incurred $329 and $349, respectively, in fees under the State Street Sub-Administration Agreement. These fees are included in other general and administrative expenses in the accompanying Consolidated Statements of Operations. As of March 31,June 30, 2023 and December 31, 2022, $167$338 and $298, respectively, was unpaid and included in other accrued expenses and liabilities in the accompanying Consolidated Statements of Assets and Liabilities.
License Agreement
The Company has entered into a royalty free license agreement with CIM, which wholly owns the Investment Adviser and is a wholly owned subsidiary of Carlyle, pursuant to which CIM has granted the Company a non-exclusive, revocable and non-transferable license to use the name and mark “Carlyle.”
Board of Directors
The Company’s Board of Directors currently consists of seven members, four of whom are Independent Directors. The Board of Directors has established an Audit Committee, a Pricing Committee, a Nominating and Governance Committee and a Compensation Committee, the members of each of which consist of the Company’s Independent Directors. The Board of Directors may establish additional committees in the future. For the three month periodsmonths ended March 31,June 30, 2023 and 2022, the Company incurred $123$107 and $160,$186, respectively, in fees and expenses associated with its Independent Directors' services on the Company's Board of Directors and its committees. For the six months ended June 30, 2023 and 2022, the Company incurred $230 and $346, respectively, in fees and expenses associated with its Independent Directors' services on the Company's Board of Directors and its committees. As of March 31,June 30, 2023 and December 31, 2022, no fees or expenses associated with its Independent Directors were payable.
Transactions with Investment Funds
For both the three month periodand six months ended March 31,June 30, 2023, the Company sold 3 investments to Credit Fund for proceeds of $18,237 and a realized loss of $94. For both the three and six months ended June 30, 2022, the Company did not sell anysold three investments to Credit Fund.Fund for proceeds of $53,520 and a realized loss of $73. See Note 5, Middle Market Credit Fund, LLC, to these unaudited consolidated financial statements for further information about Credit Fund.
For the three month periodand six months ended March 31,June 30, 2023, the Company sold 1 investment4 and 5 investments, respectively, to Credit Fund II for proceeds of $9,840$10,749 and $20,589, respectively, and realized gainlosses of $10.$183 and $173, respectively. For both the three month periodand six months ended March 31,June 30, 2022, the Company did not sell anysold four investments to Credit Fund II.II for proceeds of $31,793 and a realized loss of $421. See Note 6, Middle Market Credit Fund II, LLC, to these unaudited consolidated financial statements for further information about Credit Fund II.
Cumulative Convertible Preferred Stock
On May 5, 2020, the Company issued and sold 2,000,000 shares of the cumulative convertible preferred stock, par value $0.01 per share, to an affiliate of Carlyle in a private placement at a price of $25 per share. For the three month periodand six months ended March 31,June 30, 2023, the Company declared and paid dividends on the Preferred Stock of $875 and $1,750, respectively. For the three and six months ended June 30, 2022, the Company declared and paid dividends on the Preferred Stock of $875 and $875,$1,750, respectively. See Note 9, Net Assets, to these unaudited consolidated financial statements for further information about the Preferred Stock.
52

5. MIDDLE MARKET CREDIT FUND, LLC
Overview
On February 29, 2016, the Company and Credit Partners entered into an amended and restated limited liability company agreement, which was subsequently amended and restated on June 24, 2016, February 22, 2021, May 16, 2022 and April 20, 2023 (as amended, the “Limited Liability Company Agreement”) to co-manage Credit Fund, a Delaware limited liability company that is not consolidated in the Company’s consolidated financial statements. Credit Fund primarily invests in first lien loans of middle market companies. Credit Fund is managed by a six-member board of managers, on which the Company and Credit Partners each have equal representation. Establishing a quorum for Credit Fund’s board of managers requires at least four members to be present at a meeting, including at least two of the Company’s representatives and two of Credit Partners’ representatives. The Company and Credit Partners each have 50% economic ownership of Credit Fund and have commitments to fund, from time to time, capital of up to $250,000 each. Funding of such commitments generally requires
52

the approval of the board of Credit Fund, including the board members appointed by the Company. By virtue of its membership interest, the Company and Credit Partners each indirectly bear an allocable share of all expenses and other obligations of Credit Fund.
Together with Credit Partners, the Company co-invests through Credit Fund. Investment opportunities for Credit Fund are sourced primarily by the Company and its affiliates. Portfolio and investment decisions with respect to Credit Fund must be unanimously approved by a quorum of Credit Fund’s investment committee consisting of an equal number of representatives of the Company and Credit Partners. Therefore, although the Company owns more than 25% of the voting securities of Credit Fund, the Company does not believe that it has control over Credit Fund (other than for purposes of the Investment Company Act). Middle Market Credit Fund SPV, LLC (the “Credit Fund Sub”) and MMCF Warehouse II, LLC (the “Credit Fund Warehouse II”), each a Delaware limited liability company, were formed on April 5, 2016 November 26, 2018 and August 16, 2019, respectively. Credit Fund Sub and Credit Fund Warehouse II are wholly owned subsidiaries of Credit Fund and are consolidated in Credit Fund’s consolidated financial statements commencing from the date of their respective formations. Credit Fund Sub primarily invests in first lien loans of middle market companies. Credit Fund and its wholly owned subsidiaries follow the same Internal Risk Rating System as the Company. Refer to “Debt” below in this Note 5 for discussions regarding the credit facility entered into and the notes issued by such wholly-owned subsidiaries.
Credit Fund, the Company and Credit Partners entered into an administration agreement with Carlyle Global Credit Administration L.L.C., the administrative agent of Credit Fund (in such capacity, the “Credit Fund Administrative Agent”), pursuant to which the Credit Fund Administrative Agent is delegated certain administrative and non-discretionary functions, is authorized to enter into sub-administration agreements at the expense of Credit Fund with the approval of the board of managers of Credit Fund, and is reimbursed by Credit Fund for its costs and expenses and Credit Fund’s allocable portion of overhead incurred by the Credit Fund Administrative Agent in performing its obligations thereunder.
53

Selected Financial Data
Since inception of Credit Fund and through March 31,June 30, 2023 and December 31, 2022, the Company and Credit Partners each made capital contributions of $1 and $1 in members’ equity, respectively, and $216,000 and $216,000 in subordinated loans, respectively, to Credit Fund. On May 25, 2021, the Company and Credit Partners received an aggregate return of capital on the subordinated loans of $46,000, of which the Company received $23,000. Below is certain summarized consolidated financial information for Credit Fund as of March 31,June 30, 2023 and December 31, 2022.
As ofAs of
March 31, 2023December 31, 2022June 30, 2023December 31, 2022
(unaudited)  (unaudited) 
Selected Consolidated Balance Sheet Information:Selected Consolidated Balance Sheet Information:Selected Consolidated Balance Sheet Information:
ASSETSASSETSASSETS
Investments, at fair value (amortized cost of $879,162 and $953,467, respectively)$825,539 $902,720 
Investments, at fair value (amortized cost of $853,096 and $953,467, respectively)Investments, at fair value (amortized cost of $853,096 and $953,467, respectively)$797,867 $902,720 
Cash, cash equivalents and restricted cash(1)
Cash, cash equivalents and restricted cash(1)
30,245 28,030 
Cash, cash equivalents and restricted cash(1)
31,504 28,030 
Other assetsOther assets9,812 9,681 Other assets9,723 9,681 
Total assetsTotal assets$865,596 $940,431 Total assets$839,094 $940,431 
LIABILITIES AND MEMBERS’ EQUITYLIABILITIES AND MEMBERS’ EQUITYLIABILITIES AND MEMBERS’ EQUITY
Secured borrowingsSecured borrowings$517,221 $588,621 Secured borrowings$499,221 $588,621 
Other liabilitiesOther liabilities20,384 19,940 Other liabilities20,462 19,940 
Subordinated loans and members’ equity(2)
Subordinated loans and members’ equity(2)
327,991 331,870 
Subordinated loans and members’ equity(2)
319,411 331,870 
Total liabilities and members’ equityTotal liabilities and members’ equity$865,596 $940,431 Total liabilities and members’ equity$839,094 $940,431 
(1)As of March 31,June 30, 2023 and December 31, 2022, $14,719$14,694 and $14,393, respectively, of Credit Fund's cash and cash equivalents was restricted.
(2)As of March 31,June 30, 2023 and December 31, 2022, the fair value of Company's ownership interest in the subordinated loans and members’ equity was $189,970$189,101 and $190,065, respectively.

For the three month periods ended
 March 31, 2023March 31, 2022
 (unaudited)
Selected Consolidated Statement of Operations Information:
Total investment income$22,954 $14,679 
Expenses
Interest and credit facility expenses10,272 4,046 
Other expenses453 497 
Total expenses10,725 4,543 
Net investment income (loss)12,229 10,136 
Net realized gain (loss) on investments(2,232)— 
Net change in unrealized appreciation (depreciation) on investments(2,876)(9,869)
Net increase (decrease) resulting from operations$7,121 $267 
5453

Three months ended June 30,Six months ended June 30,
 2023202220232022
 (unaudited)(unaudited)
Selected Consolidated Statement of Operations Information:
Total investment income$22,491 $14,807 $45,445 $29,486 
Expenses
Interest and credit facility expenses10,440 5,079 20,712 9,125 
Other expenses548 600 1,001 1,097 
Total expenses10,988 5,679 21,713 10,222 
Net investment income (loss)11,503 9,128 23,732 19,264 
Net realized gain (loss) on investments(7,477)— (9,709)— 
Net change in unrealized appreciation (depreciation) on investments(1,606)(17,169)(4,482)(27,038)
Net increase (decrease) resulting from operations$2,420 $(8,041)$9,541 $(7,774)
Below is a summary of Credit Fund’s portfolio, followed by a listing of the loans in Credit Fund’s portfolio as of March 31,June 30, 2023 and December 31, 2022:
As ofAs of
March 31, 2023December 31, 2022June 30, 2023December 31, 2022
Senior secured loans (1)
Senior secured loans (1)
$880,770 $955,605 
Senior secured loans(1)
$860,168 $955,605 
Number of portfolio companies in Credit FundNumber of portfolio companies in Credit Fund41 45 Number of portfolio companies in Credit Fund41 45 
Average amount per portfolio company (1)
Average amount per portfolio company (1)
$21,482 $21,236 
Average amount per portfolio company(1)
$20,980 $21,236 
Number of loans on non-accrual statusNumber of loans on non-accrual status1 — Number of loans on non-accrual status2 — 
Fair value of loans on non-accrual statusFair value of loans on non-accrual status$1,714 $— Fair value of loans on non-accrual status$5,566 $— 
Percentage of portfolio at floating interest rates (2)(3)
Percentage of portfolio at floating interest rates (2)(3)
100.0 %100.0 %
Percentage of portfolio at floating interest rates(2)(3)
100.0 %100.0 %
Fair value of loans with PIK provisionsFair value of loans with PIK provisions$43,984 $49,950 Fair value of loans with PIK provisions$34,774 $49,950 
Percentage of portfolio with PIK provisions (3)
Percentage of portfolio with PIK provisions (3)
5.3 %5.5 %
Percentage of portfolio with PIK provisions(3)
4.4 %5.5 %

(1)At par/principal amount.
(2)Floating rate debt investments are generally subject to interest rate floors.
(3)Percentages based on fair value.
54

Consolidated Schedule of Investments as of June 30, 2023
Investments (1)
FootnotesIndustry
Reference Rate (2)
Spread (2)
Interest Rate (2)
Maturity Date Par/ Principal Amount
Amortized Cost (4)
Fair Value (5)
First Lien Debt (100.0% of fair value)
ACR Group Borrower, LLC^+(2)(3)(8)Aerospace & DefenseSOFR4.50%9.87%3/31/2028$39,417 $38,979 $38,807 
Alpine Acquisition Corp II+(2)(3)(6)(2)(3)(6)Transportation: CargoSOFR5.75%11.01%11/30/20269,950 9,528 9,683 
Analogic Corporation+(2)(3)(6)(8)Capital EquipmentSOFR5.25%10.45%6/22/202419,844 19,838 19,698 
API Technologies Corp.+(2)Aerospace & DefenseLIBOR4.25%9.75%5/9/202614,400 14,366 9,864 
Avalign Technologies, Inc.+(2)(6)Healthcare & PharmaceuticalsSOFR4.50%9.86%12/22/202514,220 14,163 13,011 
BMS Holdings III Corp.+(2)(3)Construction & BuildingSOFR5.50%10.89%9/30/202611,075 11,002 10,811 
Bradyifs Holdings, LLC+(2)(3)(6)WholesaleSOFR6.25%11.56%11/22/20255,984 5,858 5,894 
Chartis Holding, LLC^+(2)(3)(6)(8)Business ServicesSOFR5.00%10.22%5/1/20257,742 7,742 7,693 
Chemical Computing Group ULC (Canada)^+(2)(3)(6)(8)SoftwareSOFR4.50%9.70%8/30/202411,559 11,432 11,466 
Diligent Corporation^+(2)(3)(6)(8)TelecommunicationsSOFR6.25%11.45%8/4/20259,957 9,814 9,637 
Divisions Holding Corporation+(2)(3)Business ServicesLIBOR4.75%9.85%5/27/202814,116 14,010 13,780 
DTI Holdco, Inc.+(2)(3)High Tech IndustriesSOFR4.75%9.80%4/26/202929,775 29,258 27,588 
Eliassen Group, LLC+(2)(3)Business ServicesSOFR5.50%10.83%4/14/202819,278 19,068 19,049 
EPS Nass Parent, Inc.^+(2)(3)(6)(8)Utilities: ElectricSOFR5.75%11.14%4/19/202834,691 34,176 33,442 
EvolveIP, LLC^+(2)(3)(6)(8)TelecommunicationsSOFR5.50%10.70%6/7/202542,323 42,299 41,749 
Exactech, Inc.+(2)(3)(6)Healthcare & PharmaceuticalsSOFR3.75%8.95%2/14/202520,969 20,922 10,414 
GSM Acquisition Corp.+(2)(3)(6)Leisure Products & ServicesSOFR5.00%10.50%11/16/202630,808 30,588 29,902 
Heartland Home Services, Inc.+(2)(3)(6)Consumer ServicesSOFR5.75%10.96%12/15/20267,205 7,131 7,125 
Heartland Home Services, Inc.+(2)(3)(6)(8)Consumer ServicesSOFR6.00%11.16%12/15/202624,132 24,061 24,032 
Higginbotham Insurance Agency, Inc.+(2)(3)(6)Diversified Financial ServicesSOFR5.25%10.45%11/25/20264,455 4,402 4,392 
HMT Holding Inc.^+(2)(3)(6)(8)Energy: Oil & GasSOFR6.00%11.41%11/17/202534,802 34,689 33,894 
Integrity Marketing Acquisition, LLC+(2)(3)(6)Diversified Financial ServicesSOFR6.05%11.41%8/27/202536,756 36,490 35,951 
Integrity Marketing Acquisition, LLC^+(2)(3)(6)Diversified Financial ServicesSOFR6.02%11.38%8/27/20256,914 6,851 6,762 
Jensen Hughes, Inc.^+(2)(3)(8)Utilities: ElectricLIBOR4.50%9.77%3/22/202435,180 35,165 34,527 
KAMC Holdings, Inc.+(2)(6)Energy: ElectricitySOFR4.00%9.73%8/14/202613,475 13,442 11,454 
KBP Investments, LLC+(2)(3)(8)Beverage & FoodSOFR5.50%, 1.50% PIK12.42%5/25/202737,336 37,168 34,774 
North Haven Fairway Buyer, LLC+(2)(3)Consumer ServicesSOFR6.50%11.73%5/17/20286,734 6,572 6,558 
Output Services Group+(2)(3)(7)Media: Advertising, Printing & PublishingSOFR5.25%, 1.50% PIK7.75%6/27/202619,286 19,219 4,339 
PF Atlantic Holdco 2, LLC+(2)(3)(6)Leisure Products & ServicesSOFR5.50%10.89%11/12/202715,318 15,109 15,085 
Premise Health Holding Corp.+(2)(6)Healthcare & PharmaceuticalsSOFR3.75%9.34%7/10/202513,237 13,215 12,641 
Radiology Partners, Inc.+(2)(6)Healthcare & PharmaceuticalsSOFR4.25%9.47%7/9/202527,686 27,636 20,756 
RevSpring Inc.+(2)(6)Media: Advertising, Printing & PublishingSOFR4.00%9.50%10/11/202528,698 28,605 27,514 
55

Consolidated Schedule of Investments as of March 31, 2023
Investments (1)
FootnotesIndustry
Reference Rate (2)
Spread (2)
Interest Rate (2)
Maturity Date Par/ Principal Amount
Amortized Cost (4)
Fair Value (5)
First Lien Debt (100.0% of fair value)
ACR Group Borrower, LLC^+(2)(3)(8)Aerospace & DefenseLIBOR4.50%9.64%3/31/2028$38,454 $37,996 $37,609 
Alpine Acquisition Corp II+(2)(3)(6)(2)(3)(6)Transportation: CargoSOFR5.50%10.27%11/30/20269,975 9,527 9,605 
Analogic Corporation+(2)(3)(6)(8)Capital EquipmentSOFR5.25%10.08%6/22/202419,840 19,832 19,452 
API Technologies Corp.+(2)(3)Aerospace & DefenseLIBOR4.25%9.41%5/9/202614,437 14,401 10,614 
Avalign Technologies, Inc.+(2)(3)(6)Healthcare & PharmaceuticalsSOFR4.50%9.49%12/22/202514,257 14,195 12,903 
BMS Holdings III Corp.+(2)(3)Construction & BuildingLIBOR5.50%10.66%9/30/202611,103 11,025 10,739 
Chartis Holding, LLC^+(2)(3)(6)(8)Business ServicesSOFR5.00%9.65%5/1/20257,465 7,465 7,408 
Chemical Computing Group ULC (Canada)^+(2)(3)(6)(8)SoftwareSOFR4.50%9.31%8/30/202413,733 13,553 13,589 
Diligent Corporation^+(2)(3)(8)TelecommunicationsLIBOR6.25%11.09%8/4/20259,855 9,697 9,434 
Divisions Holding Corporation+(2)(3)Business ServicesLIBOR4.75%9.59%5/27/202814,152 14,042 13,568 
DTI Holdco, Inc.+(2)(3)High Tech IndustriesSOFR4.75%9.43%4/26/202929,850 29,315 27,611 
Eliassen Group, LLC+(2)(3)Business ServicesSOFR5.50%10.41%4/14/202819,327 19,108 19,174 
EPS Nass Parent, Inc.^+(2)(3)(8)Utilities: ElectricLIBOR5.75%10.91%4/19/202834,335 33,777 32,840 
EvolveIP, LLC^+(2)(3)(6)(8)TelecommunicationsSOFR5.50%10.53%6/7/202540,371 40,343 39,708 
Exactech, Inc.+(2)(3)(6)Healthcare & PharmaceuticalsSOFR3.75%8.66%2/14/202521,025 20,972 15,243 
GSM Acquisition Corp.+(2)(3)(6)Leisure Products & ServicesSOFR5.00%10.16%11/16/202630,883 30,648 29,441 
Heartland Home Services, Inc.+(2)(3)Consumer ServicesLIBOR5.75%10.59%12/15/20267,223 7,144 7,080 
Heartland Home Services, Inc.+(2)(3)(8)Consumer ServicesLIBOR6.00%10.83%12/15/202624,193 24,118 23,889 
Higginbotham Insurance Agency, Inc.+(2)(3)Diversified Financial ServicesLIBOR5.25%10.09%11/25/20264,466 4,410 4,370 
HMT Holding Inc.^+(2)(3)(6)(8)Energy: Oil & GasSOFR6.00%11.04%11/17/202534,886 34,762 33,773 
Integrity Marketing Acquisition, LLC+(2)(3)Diversified Financial ServicesLIBOR6.05%11.01%8/27/202536,850 36,555 35,927 
Integrity Marketing Acquisition, LLC^+(2)(3)Diversified Financial ServicesLIBOR6.02%10.97%8/27/20256,932 6,862 6,758 
Jensen Hughes, Inc.^+(2)(3)(8)Utilities: ElectricLIBOR4.50%9.43%3/22/202434,859 34,839 33,856 
K2 Insurance Services, LLC^+(2)(3)(8)Diversified Financial ServicesLIBOR5.00%10.16%7/1/202612,767 12,767 12,767 
KAMC Holdings, Inc.+(2)(3)Energy: ElectricityLIBOR4.00%8.95%8/14/202613,510 13,475 11,484 
KBP Investments, LLC+(2)(3)(8)Beverage & FoodSOFR5.50%, 1.00% PIK12.00%5/25/202737,265 37,088 34,186 
Output Services Group+(2)(3)Media: Advertising, Printing & PublishingSOFR5.25%, 1.50% PIK11.79%6/27/202619,213 19,192 9,798 
PF Atlantic Holdco 2, LLC+(2)(3)(6)Leisure Products & ServicesSOFR5.50%10.74%11/12/202715,357 15,138 15,124 
Premise Health Holding Corp.+(2)(3)Healthcare & PharmaceuticalsLIBOR3.75%8.91%7/10/202513,272 13,248 13,170 
QW Holding Corporation^+(2)(3)(8)Environmental IndustriesLIBOR5.50%10.35%8/31/202623,374 23,245 23,374 
Radiology Partners, Inc.+(2)(3)Healthcare & PharmaceuticalsLIBOR4.25%9.09%7/9/202527,686 27,630 22,276 
56

Consolidated Schedule of Investments as of March 31, 2023
Consolidated Schedule of Investments as of June 30, 2023Consolidated Schedule of Investments as of June 30, 2023
Investments (1)
Investments (1)
FootnotesIndustry
Reference Rate (2)
Spread (2)
Interest Rate (2)
Maturity Date Par/ Principal Amount
Amortized Cost (4)
Fair Value (5)
Investments (1)
FootnotesIndustry
Reference Rate (2)
Spread (2)
Interest Rate (2)
Maturity Date Par/ Principal Amount
Amortized Cost (4)
Fair Value (5)
RevSpring Inc.+(2)(3)(6)Media: Advertising, Printing & PublishingSOFR4.00%9.16%10/11/2025$28,773 $28,671 $27,682 
Riveron Acquisition Holdings, Inc.Riveron Acquisition Holdings, Inc.+(2)(3)Diversified Financial ServicesLIBOR5.75%10.91%5/22/202511,255 11,255 11,255 Riveron Acquisition Holdings, Inc.+(2)(3)Diversified Financial ServicesLIBOR5.75%10.83%5/22/2025$11,226 $11,226 $11,226 
Striper Buyer, LLCStriper Buyer, LLC+(2)(3)Containers, Packaging & GlassLIBOR5.50%10.34%12/30/202614,663 14,562 14,579 Striper Buyer, LLC+(2)(3)Containers, Packaging & GlassLIBOR5.50%10.70%12/30/202614,625 14,530 14,543 
Summit Acquisition, Inc.Summit Acquisition, Inc.+(2)(3)Diversified Financial ServicesSOFR6.75%11.99%5/1/20305,955 5,778 5,776 
Tank Holding Corp.Tank Holding Corp.+(2)(3)(6)Capital EquipmentSOFR5.75%10.66%3/31/202819,900 19,381 19,501 Tank Holding Corp.+(2)(3)(6)Capital EquipmentSOFR5.75%10.95%3/31/202819,850 19,352 19,332 
Turbo Buyer, Inc.Turbo Buyer, Inc.+(2)(3)(8)AutomotiveLIBOR6.00%11.19%12/2/202534,163 33,971 33,595 Turbo Buyer, Inc.+(2)(3)(8)AutomotiveLIBOR6.00%11.59%12/2/202534,075 33,899 33,575 
U.S. TelePacific Holdings Corp.U.S. TelePacific Holdings Corp.+(2)(3)(6)(7)TelecommunicationsSOFR1.00%, 7.25% PIK9.25%5/2/20267,217 7,100 1,714 U.S. TelePacific Holdings Corp.+(2)(3)(6)(7)TelecommunicationsSOFR1.00%, 6.00% PIK12.57%5/2/20263,686 3,394 1,227 
USALCO, LLCUSALCO, LLC+(2)(3)Chemicals, Plastics & RubberLIBOR6.00%11.16%10/19/202714,808 14,571 14,504 USALCO, LLC+(2)(3)(6)Chemicals, Plastics & RubberSOFR6.00%11.22%10/19/202714,770 14,544 14,481 
VRC Companies, LLCVRC Companies, LLC^+(2)(3)(8)Business ServicesLIBOR5.50%10.65%6/29/202728,694 28,361 28,083 VRC Companies, LLC^+(2)(3)(8)Business ServicesSOFR5.50%10.72%6/29/202728,621 28,305 28,214 
Welocalize, Inc.Welocalize, Inc.^+(2)(3)(6)(8)Business ServicesSOFR4.75%9.59%12/23/202432,736 32,533 31,790 Welocalize, Inc.^+(2)(3)(6)(8)Business ServicesSOFR4.75%10.09%12/23/202432,649 32,473 31,833 
WRE Holding Corp.WRE Holding Corp.^+(2)(3)(6)(8)Environmental IndustriesSOFR5.00%9.60%1/3/20258,246 8,243 8,189 WRE Holding Corp.^+(2)(3)(6)(8)Environmental IndustriesSOFR5.00%10.19%1/3/20258,089 8,086 8,031 
Yellowstone Buyer Acquisition, LLCYellowstone Buyer Acquisition, LLC+(2)(3)Consumer Goods: DurableLIBOR5.75%10.57%9/13/202739,400 38,781 37,877 Yellowstone Buyer Acquisition, LLC+(2)(3)Consumer Goods: DurableLIBOR5.75%11.02%9/13/202739,300 38,711 37,337 
First Lien Debt TotalFirst Lien Debt Total$873,798 $825,539 First Lien Debt Total$853,096 $797,867 
Equity Investments (0.0% of fair value)
DBI Holding, LLC^Transportation: Cargo2,961 $— $— 
DBI Holding, LLC^Transportation: Cargo13,996 5,364 — 
Equity Investments Total$5,364 $— 
Total InvestmentsTotal Investments$879,162 $825,539 Total Investments$853,096 $797,867 

^ Denotes that all or a portion of the assets are owned by Credit Fund. Credit Fund has entered into a revolving credit facility with the Company (the “Credit Fund Facility”). Accordingly, such assets are not available to creditors of Credit Fund Sub.
+ Denotes that all or a portion of the assets are owned by Credit Fund Sub. Credit Fund Sub has entered into a revolving credit facility (the “Credit Fund Sub Facility”). The lenders of the Credit Fund Sub Facility have a first lien security interest in substantially all of the assets of Credit Fund Sub. Accordingly, such assets are not available to creditors of Credit Fund.

(1)Unless otherwise indicated, issuers of investments held by Credit Fund are domiciled in the United States. As of March 31,June 30, 2023, the geographical composition of investments as a percentage of fair value was 1.7%1.4% in Canada and 98.3%98.6% in the United States. Certain portfolio company investments are subject to contractual restrictions on sales.
(2)Variable rate loans to the portfolio companies bear interest at a rate that is determined by reference to either LIBOR, the Secured Overnight Financing Rate (“SOFR”) or an alternate base rate (commonly based on the Federal Funds Rate or the U.S. Prime Rate), which generally resets quarterly. For each such loan, Credit Fund has indicated the reference rate used and provided the spread and the interest rate in effect as of March 31,June 30, 2023. As of March 31,June 30, 2023, the reference rates for Credit Fund’s variable rate loans were the 30-day LIBOR at 4.86%5.22%, the 90-day LIBOR at 5.19%5.55%, the 180-day LIBOR at 5.31%5.76%, the 30-day SOFR at 4.80%5.14%, the 90-day SOFR at 4.91%5.27%, and the 180-day SOFR at 4.90%5.39%.
(3)Loan includes interest rate floor feature, which is generally ranges from 0.75% to 1.00%.
(4)Amortized cost represents original cost, including origination fees and upfront fees received that are deemed to be an adjustment to yield, adjusted for the accretion/amortization of discounts/premiums, as applicable, on debt investments using the effective interest method.
(5)Fair value is determined in good faith by or under the direction of the board of managers of Credit Fund, pursuant to Credit Fund’s valuation policy, with the fair value of all investments determined using significant unobservable inputs, which is substantially similar to the valuation policy of the Company provided in Note 3, Fair Value Measurements, to these consolidated financial statements.
5756

(6)Loans include a credit spread adjustment that ranges from 0.10%0.05% to 0.25%0.43%.
(7)Loan was on non-accrual status as of March 31,June 30, 2023.
(8)As of March 31,June 30, 2023, Credit Fund had the following unfunded commitments to fund delayed draw and revolving senior secured loans:
First Lien Debt – unfunded delayed draw and revolving term loans commitmentsFirst Lien Debt – unfunded delayed draw and revolving term loans commitmentsTypeUnused FeePar/ Principal AmountFair ValueFirst Lien Debt – unfunded delayed draw and revolving term loans commitmentsTypeUnused FeePar/ Principal AmountFair Value
ACR Group Borrower, LLCACR Group Borrower, LLCRevolver0.38%$2,940 $(60)ACR Group Borrower, LLCRevolver0.38%$1,890 $(28)
Analogic CorporationAnalogic CorporationRevolver0.50564 (11)Analogic CorporationRevolver0.50512 (4)
Chartis Holding, LLCChartis Holding, LLCRevolver0.501,593 (10)Chartis Holding, LLCRevolver0.501,298 (7)
Chemical Computing Group ULC (Canada)Chemical Computing Group ULC (Canada)Revolver0.50873 (9)Chemical Computing Group ULC (Canada)Revolver0.50873 (7)
Diligent CorporationDiligent CorporationRevolver0.50492 (20)Diligent CorporationRevolver0.50366 (11)
EPS Nass Parent, Inc.EPS Nass Parent, Inc.Delayed Draw0.501,380 (56)EPS Nass Parent, Inc.Revolver0.50359 (13)
EPS Nass Parent, Inc.Revolver1.00798 (33)
EvolveIP, LLCEvolveIP, LLCRevolver0.502,676 (41)EvolveIP, LLCRevolver0.50622 (8)
Heartland Home Services, IncRevolver0.50771 (9)
Heartland Home Services, Inc.Heartland Home Services, Inc.Revolver0.50772 (3)
HMT Holding Inc.HMT Holding Inc.Revolver0.503,351 (98)HMT Holding Inc.Revolver0.503,351 (80)
Jensen Hughes, Inc.Jensen Hughes, Inc.Revolver0.501,091 (30)Jensen Hughes, Inc.Revolver0.50682 (12)
K2 Insurance Services, LLCRevolver0.501,170 — 
KBP Investments, LLCKBP Investments, LLCDelayed Draw1.00565 (46)KBP Investments, LLCDelayed Draw1.00565 (38)
QW Holding CorporationRevolver0.503,643 — 
Turbo Buyer, Inc.Turbo Buyer, Inc.Revolver0.50933 (15)Turbo Buyer, Inc.Revolver0.50933 (13)
VRC Companies, LLCVRC Companies, LLCRevolver0.50833 (17)VRC Companies, LLCRevolver0.50833 (11)
Welocalize, Inc.Welocalize, Inc.Revolver0.503,375 (83)Welocalize, Inc.Revolver0.505,625 (120)
Welocalize, Inc.Revolver0.502,250 (55)
WRE Holding Corp.WRE Holding Corp.Revolver0.501,010 (6)WRE Holding Corp.Revolver0.501,123 (7)
Total unfunded commitmentsTotal unfunded commitments$30,308 $(599)Total unfunded commitments$19,804 $(362)




5857



Consolidated Schedule of Investments as of December 31, 2022
Investments (1)
Investments (1)
FootnotesIndustry
Reference Rate (2)
Spread (2)
Interest Rate (2)
Maturity DatePar/ Principal Amount
Amortized Cost (4)
Fair Value (5)
Investments (1)
FootnotesIndustry
Reference Rate (2)
Spread (2)
Interest Rate (2)
Maturity DatePar/ Principal Amount
Amortized Cost (4)
Fair Value (5)
First Lien Debt (100.0% of fair value)First Lien Debt (100.0% of fair value)First Lien Debt (100.0% of fair value)
ACR Group Borrower, LLCACR Group Borrower, LLC^+(2)(3)(7)Aerospace & DefenseLIBOR4.50%9.22%3/31/2028$36,965 $36,488 $36,015 ACR Group Borrower, LLC^+(2)(3)(7)Aerospace & DefenseLIBOR4.50%9.22%3/31/2028$36,965 $36,488 $36,015 
Acrisure, LLCAcrisure, LLC+#(2)Diversified Financial ServicesLIBOR3.50%7.88%2/13/202725,118 25,099 23,485 Acrisure, LLC+#(2)Diversified Financial ServicesLIBOR3.50%7.88%2/13/202725,118 25,099 23,485 
Alpine Acquisition Corp IIAlpine Acquisition Corp II+(2)(3)(6)Transportation: CargoSOFR5.50%9.76%11/30/202610,000 9,527 9,630 Alpine Acquisition Corp II+(2)(3)(6)Transportation: CargoSOFR5.50%9.76%11/30/202610,000 9,527 9,630 
Analogic CorporationAnalogic Corporation^+(2)(3)(7)Capital EquipmentLIBOR5.25%9.67%6/22/202420,226 20,217 19,725 Analogic Corporation^+(2)(3)(7)Capital EquipmentLIBOR5.25%9.67%6/22/202420,226 20,217 19,725 
Anchor Packaging, Inc.Anchor Packaging, Inc.+#(2)Containers, Packaging & GlassLIBOR4.00%8.38%7/18/202622,221 22,157 21,360 Anchor Packaging, Inc.+#(2)Containers, Packaging & GlassLIBOR4.00%8.38%7/18/202622,221 22,157 21,360 
API Technologies Corp.API Technologies Corp.+#(2)Aerospace & DefenseLIBOR4.25%8.98%5/9/202614,475 14,436 13,127 API Technologies Corp.+#(2)Aerospace & DefenseLIBOR4.25%8.98%5/9/202614,475 14,436 13,127 
Aptean, Inc.Aptean, Inc.+#(2)(6)SoftwareSOFR4.25%8.98%4/23/202612,031 11,997 11,475 Aptean, Inc.+#(2)(6)SoftwareSOFR4.25%8.98%4/23/202612,031 11,997 11,475 
Avalign Technologies, Inc.Avalign Technologies, Inc.+#(2)(6)Healthcare & PharmaceuticalsSOFR4.50%9.03%12/22/202514,294 14,227 13,382 Avalign Technologies, Inc.+#(2)(6)Healthcare & PharmaceuticalsSOFR4.50%9.03%12/22/202514,294 14,227 13,382 
BMS Holdings III Corp.BMS Holdings III Corp.+(2)(3)Construction & BuildingLIBOR5.50%10.23%9/30/202611,131 11,049 10,931 BMS Holdings III Corp.+(2)(3)Construction & BuildingLIBOR5.50%10.23%9/30/202611,131 11,049 10,931 
Chartis Holding, LLCChartis Holding, LLC+(2)(3)(7)Business ServicesLIBOR5.00%9.77%5/1/20256,893 6,893 6,832 Chartis Holding, LLC+(2)(3)(7)Business ServicesLIBOR5.00%9.77%5/1/20256,893 6,893 6,832 
Chemical Computing Group ULC (Canada)Chemical Computing Group ULC (Canada)^+(2)(3)(6)
(7)		SoftwareSOFR4.50%8.57%8/30/202413,769 13,559 13,564 Chemical Computing Group ULC (Canada)^+(2)(3)(6)
(7)		SoftwareSOFR4.50%8.57%8/30/202413,769 13,559 13,564 
Diligent CorporationDiligent Corporation^+(2)(3)(7)TelecommunicationsLIBOR6.25%10.63%8/4/20259,880 9,706 9,449 Diligent Corporation^+(2)(3)(7)TelecommunicationsLIBOR6.25%10.63%8/4/20259,880 9,706 9,449 
Divisions Holding CorporationDivisions Holding Corporation+#(2)(3)Business ServicesLIBOR4.75%9.13%5/27/202824,688 24,488 24,009 Divisions Holding Corporation+#(2)(3)Business ServicesLIBOR4.75%9.13%5/27/202824,688 24,488 24,009 
DTI Holdco, Inc.DTI Holdco, Inc.+(2)(3)High Tech IndustriesSOFR4.75%8.84%4/26/202929,925 29,373 27,363 DTI Holdco, Inc.+(2)(3)High Tech IndustriesSOFR4.75%8.84%4/26/202929,925 29,373 27,363 
Eliassen Group, LLCEliassen Group, LLC+(2)(3)Business ServicesSOFR5.50%10.07%4/14/202819,375 19,148 19,150 Eliassen Group, LLC+(2)(3)Business ServicesSOFR5.50%10.07%4/14/202819,375 19,148 19,150 
EPS Nass Parent, Inc.EPS Nass Parent, Inc.^+(2)(3)(7)Utilities: ElectricLIBOR5.75%10.48%4/19/202834,104 33,524 32,432 EPS Nass Parent, Inc.^+(2)(3)(7)Utilities: ElectricLIBOR5.75%10.48%4/19/202834,104 33,524 32,432 
EvolveIP, LLCEvolveIP, LLC^+(2)(3)(6)
(7)		TelecommunicationsSOFR5.50%10.09%6/7/202540,392 40,361 39,633 EvolveIP, LLC^+(2)(3)(6)
(7)		TelecommunicationsSOFR5.50%10.09%6/7/202540,392 40,361 39,633 
Exactech, Inc.Exactech, Inc.+#(2)(3)Healthcare & PharmaceuticalsLIBOR3.75%8.13%2/14/202521,081 21,022 17,002 Exactech, Inc.+#(2)(3)Healthcare & PharmaceuticalsLIBOR3.75%8.13%2/14/202521,081 21,022 17,002 
GSM Acquisition Corp.GSM Acquisition Corp.^+(2)(3)(6)Leisure Products & ServicesSOFR5.00%9.83%11/16/202630,958 30,709 29,636 GSM Acquisition Corp.^+(2)(3)(6)Leisure Products & ServicesSOFR5.00%9.83%11/16/202630,958 30,709 29,636 
Heartland Home Services, Inc.Heartland Home Services, Inc.+(2)(3)Consumer ServicesLIBOR5.75%10.10%12/15/20267,242 7,158 7,114 Heartland Home Services, Inc.+(2)(3)Consumer ServicesLIBOR5.75%10.10%12/15/20267,242 7,158 7,114 
Heartland Home Services, Inc.Heartland Home Services, Inc.+(2)(3)(7)Consumer ServicesLIBOR6.00%10.38%12/15/202624,255 24,176 24,014 Heartland Home Services, Inc.+(2)(3)(7)Consumer ServicesLIBOR6.00%10.38%12/15/202624,255 24,176 24,014 
Higginbotham Insurance Agency, Inc.Higginbotham Insurance Agency, Inc.+(2)(3)Diversified Financial ServicesLIBOR5.25%9.63%11/25/20264,477 4,418 4,377 Higginbotham Insurance Agency, Inc.+(2)(3)Diversified Financial ServicesLIBOR5.25%9.63%11/25/20264,477 4,418 4,377 
HMT Holding Inc.HMT Holding Inc.^+(2)(3)(6)
(7)		Energy: Oil & GasSOFR5.75%10.15%11/17/202532,148 32,013 30,654 HMT Holding Inc.^+(2)(3)(6)
(7)		Energy: Oil & GasSOFR5.75%10.15%11/17/202532,148 32,013 30,654 
Integrity Marketing Acquisition, LLCIntegrity Marketing Acquisition, LLC^+(2)(3)Diversified Financial ServicesLIBOR6.05%10.57%8/27/202536,943 36,622 35,614 Integrity Marketing Acquisition, LLC^+(2)(3)Diversified Financial ServicesLIBOR6.05%10.57%8/27/202536,943 36,622 35,614 
Integrity Marketing Acquisition, LLCIntegrity Marketing Acquisition, LLC^+(2)(3)Diversified Financial ServicesLIBOR6.02%10.57%8/27/20256,949 6,873 6,699 Integrity Marketing Acquisition, LLC^+(2)(3)Diversified Financial ServicesLIBOR6.02%10.57%8/27/20256,949 6,873 6,699 
Jensen Hughes, Inc.Jensen Hughes, Inc.+(2)(3)(7)Utilities: ElectricLIBOR4.50%9.43%3/22/202434,584 34,559 33,323 Jensen Hughes, Inc.+(2)(3)(7)Utilities: ElectricLIBOR4.50%9.43%3/22/202434,584 34,559 33,323 
K2 Insurance Services, LLCK2 Insurance Services, LLC+(2)(3)(7)Diversified Financial ServicesLIBOR5.00%9.73%7/1/202612,799 12,799 12,665 K2 Insurance Services, LLC+(2)(3)(7)Diversified Financial ServicesLIBOR5.00%9.73%7/1/202612,799 12,799 12,665 
KAMC Holdings, Inc.KAMC Holdings, Inc.+#(2)Energy: ElectricityLIBOR4.00%8.73%8/14/202613,545 13,507 10,881 KAMC Holdings, Inc.+#(2)Energy: ElectricityLIBOR4.00%8.73%8/14/202613,545 13,507 10,881 
KBP Investments, LLCKBP Investments, LLC+(2)(3)(7)Beverage & FoodSOFR5.50% ,0.50% PIK10.53%5/25/202737,241 37,055 34,326 KBP Investments, LLC+(2)(3)(7)Beverage & FoodSOFR5.50%, 0.50% PIK10.53%5/25/202737,241 37,055 34,326 
Odyssey Logistics & Technology Corp.Odyssey Logistics & Technology Corp.+#(2)(3)Transportation: CargoLIBOR4.00%8.38%10/12/20249,505 9,489 9,277 Odyssey Logistics & Technology Corp.+#(2)(3)Transportation: CargoLIBOR4.00%8.38%10/12/20249,505 9,489 9,277 
Output Services GroupOutput Services Group^+(2)(3)Media: Advertising, Printing & PublishingSOFR5.25%, 1.50% PIK11.30%6/27/202619,190 19,169 13,097 
PF Atlantic Holdco 2, LLCPF Atlantic Holdco 2, LLC+(2)(3)Leisure Products & ServicesLIBOR5.50%10.25%11/12/202715,396 15,168 15,126 
Premise Health Holding Corp.Premise Health Holding Corp.+#(2)Healthcare & PharmaceuticalsLIBOR3.75%7.92%7/10/202513,306 13,280 13,199 
5958

Consolidated Schedule of Investments as of December 31, 2022
Investments (1)
Investments (1)
FootnotesIndustry
Reference Rate (2)
Spread (2)
Interest Rate (2)
Maturity DatePar/ Principal Amount
Amortized Cost (4)
Fair Value (5)
Investments (1)
FootnotesIndustry
Reference Rate (2)
Spread (2)
Interest Rate (2)
Maturity DatePar/ Principal Amount
Amortized Cost (4)
Fair Value (5)
Output Services Group^+(2)(3)Media: Advertising, Printing & PublishingSOFR5.25% ,1.50% PIK11.30%6/27/2026$19,190 $19,169 $13,097 
PF Atlantic Holdco 2, LLC+(2)(3)Leisure Products & ServicesLIBOR5.50%10.25%11/12/202715,396 15,168 15,126 
Premise Health Holding Corp.+#(2)Healthcare & PharmaceuticalsLIBOR3.75%7.92%7/10/202513,306 13,280 13,199 
QW Holding CorporationQW Holding Corporation^+(2)(3)(7)Environmental IndustriesLIBOR5.50%9.64%8/31/202621,574 21,437 21,105 QW Holding Corporation^+(2)(3)(7)Environmental IndustriesLIBOR5.50%9.64%8/31/2026$21,574 $21,437 $21,105 
Radiology Partners, Inc.Radiology Partners, Inc.+#(2)Healthcare & PharmaceuticalsLIBOR4.25%8.64%7/9/202527,686 27,625 23,201 Radiology Partners, Inc.+#(2)Healthcare & PharmaceuticalsLIBOR4.25%8.64%7/9/202527,686 27,625 23,201 
RevSpring Inc.RevSpring Inc.+#(2)Media: Advertising, Printing & PublishingLIBOR4.00%8.73%10/11/202528,848 28,737 27,719 RevSpring Inc.+#(2)Media: Advertising, Printing & PublishingLIBOR4.00%8.73%10/11/202528,848 28,737 27,719 
Riveron Acquisition Holdings, Inc.Riveron Acquisition Holdings, Inc.+(2)(3)Diversified Financial ServicesLIBOR5.75%10.48%5/22/202511,284 11,284 11,284 Riveron Acquisition Holdings, Inc.+(2)(3)Diversified Financial ServicesLIBOR5.75%10.48%5/22/202511,284 11,284 11,284 
Striper Buyer, LLCStriper Buyer, LLC+(2)(3)Containers, Packaging & GlassLIBOR5.50%9.88%12/30/202614,700 14,593 14,604 Striper Buyer, LLC+(2)(3)Containers, Packaging & GlassLIBOR5.50%9.88%12/30/202614,700 14,593 14,604 
Tank Holding Corp.Tank Holding Corp.+(2)(3)(6)Capital EquipmentSOFR5.75%10.16%3/31/202819,950 19,410 19,421 Tank Holding Corp.+(2)(3)(6)Capital EquipmentSOFR5.75%10.16%3/31/202819,950 19,410 19,421 
Turbo Buyer, Inc.Turbo Buyer, Inc.+(2)(3)(7)AutomotiveLIBOR6.00%11.13%12/2/202534,251 34,044 33,625 Turbo Buyer, Inc.+(2)(3)(7)AutomotiveLIBOR6.00%11.13%12/2/202534,251 34,044 33,625 
U.S. TelePacific Holdings Corp.U.S. TelePacific Holdings Corp.+(2)(3)(6)TelecommunicationsSOFR1.00% ,7.25% PIK11.57%5/2/20267,086 7,073 2,527 U.S. TelePacific Holdings Corp.+(2)(3)(6)TelecommunicationsSOFR1.00%, 7.25% PIK11.57%5/2/20267,086 7,073 2,527 
USALCO, LLCUSALCO, LLC+(2)(3)Chemicals, Plastics & RubberLIBOR6.00%10.73%10/19/202714,845 14,598 14,118 USALCO, LLC+(2)(3)Chemicals, Plastics & RubberLIBOR6.00%10.73%10/19/202714,845 14,598 14,118 
VRC Companies, LLCVRC Companies, LLC^+(2)(3)(7)Business ServicesLIBOR5.50%10.59%6/29/202728,767 28,418 28,059 VRC Companies, LLC^+(2)(3)(7)Business ServicesLIBOR5.50%10.59%6/29/202728,767 28,418 28,059 
Welocalize, Inc.Welocalize, Inc.+(2)(3)(7)Business ServicesLIBOR4.75%9.13%12/23/202433,853 33,615 32,677 Welocalize, Inc.+(2)(3)(7)Business ServicesLIBOR4.75%9.13%12/23/202433,853 33,615 32,677 
WRE Holding Corp.WRE Holding Corp.^+(2)(3)(6)
(7)		Environmental IndustriesSOFR5.00%9.84%1/3/20258,155 8,152 7,892 WRE Holding Corp.^+(2)(3)(6)
(7)		Environmental IndustriesSOFR5.00%9.84%1/3/20258,155 8,152 7,892 
Yellowstone Buyer Acquisition, LLCYellowstone Buyer Acquisition, LLC+(2)(3)Consumer Goods: DurableLIBOR5.75%10.07%9/13/202739,500 38,851 37,922 Yellowstone Buyer Acquisition, LLC+(2)(3)Consumer Goods: DurableLIBOR5.75%10.07%9/13/202739,500 38,851 37,922 
First Lien Debt TotalFirst Lien Debt Total$948,103 $902,720 First Lien Debt Total$948,103 $902,720 
Equity Investments (0.0% of fair value)Equity Investments (0.0% of fair value)Equity Investments (0.0% of fair value)
DBI Holding, LLCDBI Holding, LLC^Transportation: Cargo2,961 $— $— DBI Holding, LLC^Transportation: Cargo2,961 $— $— 
DBI Holding, LLCDBI Holding, LLC^Transportation: Cargo13,996 5,364 — DBI Holding, LLC^Transportation: Cargo13,996 5,364 — 
Equity Investments TotalEquity Investments Total$5,364 $— Equity Investments Total$5,364 $— 
Total InvestmentsTotal Investments$953,467 $902,720 Total Investments$953,467 $902,720 
^ Denotes that all or a portion of the assets are owned by Credit Fund. Credit Fund has entered into a revolving credit facility (the “Credit Fund Facility”). Accordingly, such assets are not available to creditors of Credit Fund Sub.
+ Denotes that all or a portion of the assets are owned by Credit Fund Sub. Credit Fund Sub has entered into a revolving credit facility (the “Credit Fund Sub Facility”). The lenders of the Credit Fund Sub Facility have a first lien security interest in substantially all of the assets of Credit Fund Sub. Accordingly, such assets are not available to creditors of Credit Fund.

(1)Unless otherwise indicated, issuers of investments held by Credit Fund are domiciled in the United States. As of December 31, 2022, the geographical composition of investments as a percentage of fair value was 1.5% in Canada and 98.5% in the United States. Certain portfolio company investments are subject to contractual restrictions on sales.
(2)Variable rate loans to the portfolio companies bear interest at a rate that is determined by reference to either LIBOR or an alternate base rate (commonly based on the Federal Funds Rate or the U.S. Prime Rate), which generally resets quarterly. For each such loan, Credit Fund has indicated the reference rate used and provided the spread and the interest rate in effect as of December 31, 2022. As of December 31, 2022, the reference rates for Credit Fund's variable rate loans were the 30-day LIBOR at 4.39%, the 90-day LIBOR at 4.77%, the 180-day LIBOR at 5.14%, the 30-day SOFR at 4.36%, and the 90-day SOFR at 4.59%.
(3)Loan includes interest rate floor feature, which is generally 1.00%.
(4)Amortized cost represents original cost, including origination fees and upfront fees received that are deemed to be an adjustment to yield, adjusted for the accretion/amortization of discounts/premiums, as applicable, on debt investments using the effective interest method.
(5)Fair value is determined in good faith by or under the direction of the board of managers of Credit Fund, pursuant to Credit Fund’s valuation policy, with the fair value of all investments determined using significant unobservable inputs, which is substantially similar to the valuation policy of the Company provided in Note 3, Fair Value Measurements, to these consolidated financial statements.
(6)Loans include a credit spread adjustment that ranges from 0.10% to 0.26%.
60

(7)As of December 31, 2022, Credit Fund had the following unfunded commitments to fund delayed draw and revolving senior secured loans:
59

First Lien Debt—unfunded delayed draw and revolving term loans commitmentsTypeUnused FeePar/ Principal AmountFair Value
ACR Group Borrower, LLCRevolver0.38 %$4,515 $(103)
Analogic CorporationRevolver0.50 226 (6)
Chartis Holding, LLCRevolver0.50 2,183 (15)
Chemical Computing Group ULC (Canada)Revolver0.50 873 (12)
Diligent CorporationRevolver0.50 492 (20)
EPS Nass Parent, Inc.Delayed Draw1.00 1,380 (63)
EPS Nass Parent, Inc.Revolver0.50 1,111 (51)
EvolveIP, LLCRevolver0.50 2,757 (49)
Heartland Home Services, Inc.Revolver0.50 771 (7)
HMT Holding Inc.Revolver0.50 6,173 (241)
Jensen Hughes, Inc.Revolver0.50 1,455 (51)
K2 Insurance Services, LLCRevolver0.50 1,170 (11)
KBP Investments, LLCDelayed Draw1.00 565 (44)
QW Holding CorporationRevolver0.50 5,498 (95)
Turbo Buyer, Inc.Revolver0.50 933 (17)
VRC Companies, LLCRevolver0.50 833 (20)
Welocalize, Inc.Revolver0.50 3,375 (101)
Welocalize, Inc.Revolver0.50 2,250 (67)
WRE Holding Corp.Revolver0.50 1,123 (32)
Total unfunded commitments$37,683 $(1,005)
Debt
The Credit Fund and Credit Fund Sub are party to separate credit facilities as described below. Until its termination on June 28, 2022, Credit Fund Warehouse II was party to the Credit Fund Warehouse II Facility, as described below. As of March 31,June 30, 2023 and December 31, 2022, Credit Fund and Credit Fund Sub were in compliance with all covenants and other requirements of their respective credit facility agreements. Below is a summary of the borrowings and repayments under the credit facilities for the three month periodsand six months ended March 31,June 30, 2023 and 2022, and the outstanding balances under the credit facilities for the respective periods.
Credit Fund
Facility		Credit Fund Sub
Facility		Credit Fund Warehouse II FacilityCredit Fund
Facility		Credit Fund Sub
Facility		Credit Fund Warehouse II Facility
202320222023202220232022202320222023202220232022
Three Month Periods Ended March 31,
Three Months Ended June 30,Three Months Ended June 30,
Outstanding Borrowing, beginning of periodOutstanding Borrowing, beginning of period$— $— $588,621 $514,621 $— $86,030 Outstanding Borrowing, beginning of period$— $— $517,221 $477,621 $— $76,708 
BorrowingsBorrowings— — 9,000 — — — Borrowings— — 5,000 87,000 — — 
RepaymentsRepayments— — (80,400)(37,000)— (9,322)Repayments— — (23,000)(32,000)— (76,708)
Outstanding Borrowing, end of periodOutstanding Borrowing, end of period$— $— $517,221 $477,621 $— $76,708 Outstanding Borrowing, end of period$— $— $499,221 $532,621 $— $— 
Six Months Ended June 30,Six Months Ended June 30,
Outstanding Borrowing, beginning of periodOutstanding Borrowing, beginning of period$— $— $588,621 $514,621 $— $86,030 
BorrowingsBorrowings— — 14,000 87,000 — — 
RepaymentsRepayments— — (103,400)(69,000)— (86,030)
Outstanding Borrowing, end of periodOutstanding Borrowing, end of period$— $— $499,221 $532,621 $— $— 
Credit Fund Facility. On June 24, 2016, Credit Fund closed on the Credit Fund Facility, which was subsequently amended on June 5, 2017, October 2, 2017, November 3, 2017, June 22, 2018, June 29, 2018, February 21, 2019, March 20, 2020, February 22, 2021, and May 19, 2022, and May 21, 2023 pursuant to which Credit Fund may from time to time request mezzanine loans from the Company. The maximum principal amount of the Credit Fund Facility is $175,000,$100,000 ($175,000 prior to the May 21, 2023 amendment), subject to availability under the Credit Fund Facility, which is based on certain advance rates multiplied by the value of Credit Fund’s portfolio investments net of certain other indebtedness that Credit Fund may incur in accordance with the terms of the Credit Fund Facility. Proceeds of the Credit Fund Facility may be used for general corporate purposes, including the funding of portfolio investments. Amounts drawn under the Credit Fund Facility bear interest at the greater of zero and LIBOR plus an applicable spread of 9.00% and such interest payments are made quarterly. The availability period under the Credit Fund Facility will terminate on May 21, 2025, (May 21, 2023 prior to the May 21, 2023 amendment), which is also its maturity date upon which Credit Fund is obligated to repay any outstanding borrowings.
60

Credit Fund Sub Facility. On June 24, 2016, Credit Fund Sub closed on the Credit Fund Sub Facility with lenders, which was subsequently amended on May 31, 2017, October 27, 2017, August 24, 2018, December 12, 2019, March 11, 2020, May 3, 2021, May 3, 2022 and April 20, 2023. The Credit Fund Sub Facility provides for secured borrowings during the
61

applicable revolving period up to an amount equal to $640,000 (the borrowing base as calculated pursuant to the terms of the Credit Fund Sub Facility). The aggregate maximum credit commitment can be increased up to an amount not to exceed $1,400,000, subject to certain restrictions and conditions set forth in the Credit Fund Sub Facility, including adequate collateral to support such borrowings. The Credit Fund Sub Facility has a revolving period through May 23, 2025, (May 23, 2023 prior to the April 20, 2023 amendment) and a maturity date of May 23, 2026, (May 23, 2025 prior to the April 20, 2023 amendment), which may be extended by mutual agreement of the parties to the Credit Fund Sub Facility. Borrowings under the Credit Fund Sub Facility bear interest initially at the applicable commercial paper rate (if the lender is a conduit lender) or SOFR plus 2.70% (2.35% prior to the April 20, 2023 amendment). The Credit Fund Sub is also required to pay an undrawn commitment fee of between 0.50% and 0.75% per year depending on the usage of the Credit Fund Sub Facility. Payments under the Credit Fund Sub Facility are made quarterly. Subject to certain exceptions, the Facility is secured by a first lien security interest in substantially all of the portfolio investments held by the Credit Fund Sub.
Credit Fund Warehouse II Facility. On August 16, 2019, Credit Fund Warehouse II closed on a revolving credit facility (the “Credit Fund Warehouse II Facility”) with lenders. The Credit Fund Warehouse II Facility provided for secured borrowings during the applicable revolving period up to an amount equal to $150,000. The Credit Fund Warehouse II Facility was secured by a first lien security interest in substantially all of the portfolio investments held by the Credit Fund Warehouse II Facility. The maturity date of the Credit Fund Warehouse II Facility was August 16, 2022 and Credit Fund Warehouse II repaid all outstanding amounts on June 28, 2022. Amounts borrowed under the Credit Fund Warehouse II Facility during the first 12 months bore interest at a rate of LIBOR plus 1.05%, and amounts borrowed in the second 12 months bore interest at LIBOR plus 1.15%. Other amounts borrowed under the Credit Fund Warehouse II Facility bore interest at a rate of LIBOR plus 1.50%.
6. MIDDLE MARKET CREDIT FUND II, LLC
Overview
On November 3, 2020, the Company and CCLF entered into a limited liability company agreement to co-manage Credit Fund II, a Delaware limited liability company that is not consolidated in the Company's consolidated financial statements. Credit Fund II primarily invests in senior secured loans of middle market companies. Credit Fund II is managed by a four-member board, on which the Company and CCLF have equal representation. Establishing a quorum for Credit Fund II's board requires at least one of the Company's representatives and one of CCLF's representatives. The Company and CCLF have 84.13% and 15.87% economic ownership of Credit Fund II, respectively. By virtue of its membership interest, each of the Company and CCLF indirectly bears an allocable share of all expenses and other obligations of Credit Fund II.
Credit Fund II's initial portfolio consisted of 45 senior secured loans of middle market companies with an aggregate principal balance of approximately $250 million. Credit Fund II's initial portfolio was funded on November 3, 2020 with existing senior secured debt investments contributed by the Company and as part of the transaction, the Company determined that the contribution met the requirements under ASC 860, Transfers and Servicing.
Credit Fund II is expected to make only limited new investments in senior secured loans of middle market companies. Portfolio and investment decisions with respect to Credit Fund II must be unanimously approved by a quorum of Credit Fund II’s board members consisting of at least one of the Company's representatives and one of CCLF's representatives. Therefore, although the Company owns more than 25% of the voting securities of Credit Fund II, the Company does not believe that it has control over Credit Fund II (other than for purposes of the Investment Company Act).
Middle Market Credit Fund II SPV, LLC (“Credit Fund II Sub”), a Delaware limited liability company, was formed on September 4, 2020. Credit Fund II Sub is a wholly owned subsidiary of Credit Fund II and is consolidated in Credit Fund II’s consolidated financial statements commencing from the date of its formation. Credit Fund II Sub primarily holds investments in first lien loans of middle market companies, which are pledged as security for the Credit Fund II Senior Notes. Refer to “Credit Fund II Senior Notes” in this Note 6 for discussions regarding the notes issued by Credit Fund II Sub.
Credit Fund II, the Company and CCLF entered into an administration agreement with Carlyle Global Credit Administration L.L.C., the administrative agent of Credit Fund II (in such capacity, the “Credit Fund II Administrative Agent”), pursuant to which the Credit Fund II Administrative Agent is delegated certain administrative and non-discretionary functions, is authorized to enter into sub-administration agreements at the expense of Credit Fund II with the approval of the board of
61

managers of Credit Fund II, and is reimbursed by Credit Fund II for its costs and expenses and Credit Fund II’s allocable portion of overhead incurred by the Credit Fund II Administrative Agent in performing its obligations thereunder.
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Credit Fund II Senior Notes
On November 3, 2020 and as amended on December 29, 2021, and June 30, 2022 and August 4, 2023, Credit Fund II Sub closed on the Credit Fund II Senior Notes (the “Credit Fund II Senior Notes”) with lenders. The Credit Fund II Senior Notes provides for secured borrowings totaling $157,500 with two tranches, A-1 and A-2 outstanding. The facility is secured by a first lien security interest in substantially all of the portfolio investments held by Credit Fund II Sub. The maturity date of the Credit Fund II Senior Notes Sub Facility is November 3, 2030. Amounts issued for the Class A-1 notes totaled $147,500 and bear interest at a rate of Term SOFR plus 2.85% (LIBOR plus 2.70% prior to the June 30, 2022 amendment), and amounts issued for the Class A-2 notes totaled $10,000 and bear interest at Term SOFR plus 3.35% (LIBOR plus 3.20% prior to the June 30, 2022 amendment). The A-1 Notes were rated AAA, and the A-2 Notes were rated AA by DBRS Morningstar. The terms of the Credit Fund II Senior Notes provide that as loans pay down, up to $100,000 is available from principal proceeds for reinvestment, ($50,000 prior to the June 30, 2022 amendment), and then the investment principal proceeds are used to directly pay down the principal balance on the Credit Fund II Senior Notes. As of March 31,June 30, 2023 and December 31, 2022, Credit Fund II Sub was in compliance with all covenants and other requirements of its respective credit agreements.
Selected Financial Data
Since inception of Credit Fund II and through March 31,June 30, 2023, the Company and CCLF made capital contributions of $78,096 and $12,709 in members’ equity, respectively, to Credit Fund II. Below is certain summarized consolidated information for Credit Fund II as of March 31,June 30, 2023 and December 31, 2022.
As ofAs of
March 31, 2023December 31, 2022June 30, 2023December 31, 2022
Selected Consolidated Balance Sheet Information:Selected Consolidated Balance Sheet Information:Selected Consolidated Balance Sheet Information:
ASSETSASSETSASSETS
Investments, at fair value (amortized cost of $249,244 and $250,134, respectively)$241,769 $244,739 
Investments, at fair value (amortized cost of $240,991 and $250,134, respectively)Investments, at fair value (amortized cost of $240,991 and $250,134, respectively)$227,985 $244,739 
Cash and cash equivalents(1)
Cash and cash equivalents(1)
6,584 2,078 
Cash and cash equivalents(1)
17,287 2,078 
Other assetsOther assets2,934 5,825 Other assets2,538 5,825 
Total assetsTotal assets$251,287 $252,642 Total assets$247,810 $252,642 
LIABILITIES AND MEMBERS’ EQUITYLIABILITIES AND MEMBERS’ EQUITYLIABILITIES AND MEMBERS’ EQUITY
Notes payable, net of unamortized debt issuance costs of $759 and $783, respectively$156,741 $156,717 
Notes payable, net of unamortized debt issuance costs of $733 and $783, respectivelyNotes payable, net of unamortized debt issuance costs of $733 and $783, respectively$156,765 $156,717 
Other liabilitiesOther liabilities9,824 9,212 Other liabilities11,552 9,212 
Total members' equity (2)
Total members' equity (2)
84,722 86,713 
Total members' equity(2)
79,493 86,713 
Total liabilities and members’ equityTotal liabilities and members’ equity$251,287 $252,642 Total liabilities and members’ equity$247,810 $252,642 
(1) As of March 31,June 30, 2023 and December 31, 2022, all of Credit Fund II's cash and cash equivalents was restricted.
(2) As of March 31,June 30, 2023 and December 31, 2022, the fair value of Company's ownership interest in the members' equity was $71,185$66,919 and $72,957, respectively.
For the three month period ended
 March 31, 2023March 31, 2022
 (unaudited)
Selected Consolidated Statement of Operations Information:
Total investment income$6,607 $4,486 
Expenses
Interest and credit facility expenses2,944 1,219 
Other expenses275 186 
Total expenses3,219 1,405 
Net investment income (loss)3,388 3,081 
Net change in unrealized appreciation (depreciation) on investments(2,080)(1,429)
Net increase (decrease) resulting from operations$1,308 $1,652 

Three months ended June 30,Six months ended June 30,
 2023202220232022
 (unaudited)(unaudited)
Selected Consolidated Statement of Operations Information:
Total investment income$6,933 $4,594 $13,540 $9,080 
Expenses
Interest and credit facility expenses3,139 1,461 6,083 2,680 
Other expenses192 160 467 346 
Total expenses3,331 1,621 6,550 3,026 
Net investment income (loss)3,602 2,973 6,990 6,054 
Net change in unrealized appreciation (depreciation) on investments(5,531)(1,171)(7,611)(2,600)
Net increase (decrease) resulting from operations$(1,929)$1,802 $(621)$3,454 
6362


Below is a summary of Credit Fund II’s portfolio, followed by a listing of the loans in Credit Fund II’s portfolio as of March 31,June 30, 2023 and December 31, 2022:
As of
 March 31, 2023December 31, 2022
Senior secured loans (1)
$252,738 $253,310 
Number of portfolio companies in Credit Fund II35 35 
Average amount per portfolio company (1)
$7,221 $7,237 
Number of loans on non-accrual status1 — 
Fair value of loans on non-accrual status$5,081 $— 
Percentage of portfolio at floating interest rates (2) (3)
98.1 %97.9 %
Percentage of portfolio at fixed interest rates (3)
1.9 %2.1 %
Fair value of loans with PIK provisions$3,008 $10,787 
Percentage of portfolio with PIK provisions (3)
1.2 %4.4 %
As of
 June 30, 2023December 31, 2022
Senior secured loans(1)
$244,773 $253,310 
Number of portfolio companies in Credit Fund II33 35 
Average amount per portfolio company(1)
$7,417 $7,237 
Number of loans on non-accrual status1 — 
Fair value of loans on non-accrual status$— $— 
Percentage of portfolio at floating interest rates(2)(3)
97.9 %97.9 %
Percentage of portfolio at fixed interest rates(3)
2.1 %2.1 %
Fair value of loans with PIK provisions$2,811 $10,787 
Percentage of portfolio with PIK provisions(3)
1.2 %4.4 %
(1)At par/principal amount.
(2)Floating rate debt investments are generally subject to interest rate floors.
(3)Percentages based on fair value.
6463



Consolidated Schedule of Investments as of March 31, 2023
Consolidated Schedule of Investments as of June 30, 2023Consolidated Schedule of Investments as of June 30, 2023
Investments (1)
Investments (1)
FootnotesIndustry
Reference Rate (2)
Spread (2)
Interest Rate (2)
Maturity DatePar/ Principal Amount
Amortized Cost (4)
Fair Value (5)
Investments (1)
FootnotesIndustry
Reference Rate (2)
Spread (2)
Interest Rate (2)
Maturity DatePar/ Principal Amount
Amortized Cost (4)
Fair Value (5)
First Lien Debt (89.9% of fair value)
First Lien Debt (89.3% of fair value)First Lien Debt (89.3% of fair value)
Alpine Acquisition Corp IIAlpine Acquisition Corp II^(2)(3)(7)Transportation: CargoSOFR5.50%10.27%11/30/2026$3,283 $3,185 $3,162 Alpine Acquisition Corp II^(2)(3)(7)Transportation: CargoSOFR5.75%11.01%11/30/2026$9,992 $9,657 $9,723 
American Physician Partners, LLCAmerican Physician Partners, LLC^(2)(3)(7)(8)(9)Healthcare & PharmaceuticalsSOFR10.25% (100% PIK)11.25%8/5/20229,419 9,078 5,081 American Physician Partners, LLC^(2)(3)(7)(8)(9)Healthcare & PharmaceuticalsSOFR10.25% (100% PIK)15.52%8/5/20229,789 9,078 — 
Appriss Health, LLCAppriss Health, LLC^(2)(3)Healthcare & PharmaceuticalsLIBOR7.25%11.96%5/6/20277,493 7,372 7,268 Appriss Health, LLC^(2)(3)Healthcare & PharmaceuticalsLIBOR6.75%11.90%5/6/20277,483 7,368 7,321 
Apptio, Inc.Apptio, Inc.^(2)(3)SoftwareLIBOR5.00%9.81%1/10/20255,357 5,319 5,357 Apptio, Inc.^(2)(3)SoftwareLIBOR5.00%10.20%1/10/20255,357 5,324 5,357 
Ascend Buyer, LLCAscend Buyer, LLC^(2)(3)(7)Containers, Packaging & GlassSOFR6.40%11.45%9/30/20289,054 8,907 8,812 Ascend Buyer, LLC^(2)(3)(7)Containers, Packaging & GlassSOFR6.40%11.79%9/30/20289,031 8,889 8,791 
Aurora Lux FinCo S.Á.R.L. (Luxembourg)Aurora Lux FinCo S.Á.R.L. (Luxembourg)^(2)(3)SoftwareLIBOR6.00%10.82%12/24/20264,300 4,236 4,067 Aurora Lux FinCo S.Á.R.L. (Luxembourg)^(2)(3)SoftwareLIBOR6.00%11.27%12/24/20264,289 4,228 4,055 
BMS Holdings III Corp.BMS Holdings III Corp.^(2)(3)Construction & BuildingLIBOR5.50%10.66%9/30/20263,233 3,188 3,127 BMS Holdings III Corp.^(2)(3)Construction & BuildingSOFR5.50%10.89%9/30/20263,224 3,183 3,148 
Chartis Holding, LLCChartis Holding, LLC^(2)(3)(7)Business ServicesSOFR5.00%9.65%5/1/20259,797 9,786 9,735 Chartis Holding, LLC^(2)(3)(7)Business ServicesSOFR5.00%10.22%5/1/20259,772 9,762 9,719 
Comar Holding Company, LLCComar Holding Company, LLC^(2)(3)Containers, Packaging & GlassLIBOR5.75%10.70%6/18/20248,598 8,558 8,096 Comar Holding Company, LLC^(2)(3)(7)Containers, Packaging & GlassSOFR5.75%10.70%6/18/20248,576 8,544 7,948 
Cority Software Inc. (Canada)Cority Software Inc. (Canada)^(2)(3)SoftwareSOFR5.50%10.09%7/2/20268,601 8,511 8,522 Cority Software Inc. (Canada)^(2)(3)SoftwareSOFR5.00%9.89%7/2/20268,579 8,495 8,522 
Cority Software Inc. (Canada)Cority Software Inc. (Canada)^(2)(3)SoftwareSOFR7.50%11.89%7/2/20261,300 1,297 1,297 
Dwyer Instruments, Inc.Dwyer Instruments, Inc.^(2)(3)Capital EquipmentLIBOR6.00%11.16%7/21/20279,889 9,840 9,796 Dwyer Instruments, Inc.^(2)(3)(7)Capital EquipmentSOFR5.75%11.09%7/21/20279,864 9,818 9,760 
EvolveIP, LLCEvolveIP, LLC^(2)(3)(7)TelecommunicationsSOFR5.50%10.53%6/7/20258,599 8,595 8,467 EvolveIP, LLC^(2)(3)(7)TelecommunicationsSOFR5.50%10.70%6/7/20258,577 8,573 8,462 
Harbour Benefit Holdings, Inc.Harbour Benefit Holdings, Inc.^(2)(3)Business ServicesLIBOR5.00%10.13%12/13/20249,812 9,794 9,756 Harbour Benefit Holdings, Inc.^(2)(3)Business ServicesLIBOR5.00%10.39%12/13/20249,776 9,760 9,716 
Hoosier Intermediate, LLCHoosier Intermediate, LLC^(2)(3)Healthcare & PharmaceuticalsLIBOR5.50%10.36%11/15/20286,430 6,251 5,879 Hoosier Intermediate, LLC^(2)(3)Healthcare & PharmaceuticalsLIBOR5.50%10.82%11/15/20286,414 6,241 5,945 
Integrity Marketing Acquisition, LLCIntegrity Marketing Acquisition, LLC^(2)(3)Diversified Financial ServicesLIBOR6.05%11.01%8/27/20254,858 4,716 4,736 Integrity Marketing Acquisition, LLC^(2)(3)(7)Diversified Financial ServicesSOFR6.05%11.41%8/27/20254,845 4,717 4,739 
Integrity Marketing Acquisition, LLCIntegrity Marketing Acquisition, LLC^(2)(3)Diversified Financial ServicesLIBOR6.02%10.97%8/27/20254,534 4,371 4,410 Integrity Marketing Acquisition, LLC^(2)(3)(7)Diversified Financial ServicesSOFR6.02%11.38%8/27/20254,511 4,374 4,412 
K2 Insurance Services, LLC^(2)(3)Diversified Financial ServicesLIBOR5.00%10.16%7/1/20268,899 8,817 8,899 
Material Holdings, LLCMaterial Holdings, LLC^(2)(3)Business ServicesSOFR5.75%10.75%8/19/20277,880 7,812 7,587 Material Holdings, LLC^(2)(3)(7)Business ServicesSOFR6.00%11.34%8/19/20277,860 7,795 7,435 
Maverick Acquisition, Inc.Maverick Acquisition, Inc.^(2)(3)Aerospace & DefenseLIBOR6.25%11.09%6/1/20277,880 7,747 6,362 Maverick Acquisition, Inc.^(2)(3)Aerospace & DefenseLIBOR6.25%11.44%6/1/20277,860 7,734 6,383 
NMI AcquisitionCo, Inc.NMI AcquisitionCo, Inc.^(2)(3)High Tech IndustriesLIBOR5.75%10.59%9/6/20258,594 8,594 8,371 NMI AcquisitionCo, Inc.^(2)(3)(7)High Tech IndustriesSOFR5.75%10.95%9/6/20259,951 9,921 9,792 
PF Atlantic Holdco 2, LLCPF Atlantic Holdco 2, LLC^(2)(3)(7)Leisure Products & ServicesSOFR5.50%10.74%11/12/20279,925 9,644 9,774 PF Atlantic Holdco 2, LLC^(2)(3)(7)Leisure Products & ServicesSOFR5.50%10.89%11/12/20279,899 9,632 9,749 
PXO Holdings I Corp.PXO Holdings I Corp.^(2)(3)Chemicals, Plastics & RubberSOFR5.50%10.44%3/8/20289,975 9,814 9,831 PXO Holdings I Corp.^(2)(3)(7)Chemicals, Plastics & RubberSOFR5.50%10.85%3/8/20289,950 9,795 9,701 
QW Holding Corporation^(2)(3)Environmental IndustriesLIBOR5.50%10.35%8/31/20269,921 9,790 9,921 
Riveron Acquisition Holdings, Inc.Riveron Acquisition Holdings, Inc.^(2)(3)Diversified Financial ServicesLIBOR5.75%10.91%5/22/20258,069 8,004 8,069 Riveron Acquisition Holdings, Inc.^(2)(3)Diversified Financial ServicesLIBOR5.75%10.83%5/22/20258,048 7,990 8,048 
RSC Acquisition, Inc.RSC Acquisition, Inc.^(2)(3)(7)Diversified Financial ServicesSOFR5.50%10.38%11/1/20268,294 8,199 8,013 RSC Acquisition, Inc.^(2)(3)(7)Diversified Financial ServicesSOFR5.50%10.76%11/1/20269,953 9,819 9,742 
TCFI Aevex LLCTCFI Aevex LLC^(2)(3)Aerospace & DefenseLIBOR6.00%10.84%3/18/20261,679 1,661 1,591 TCFI Aevex LLC^(2)(3)(7)Aerospace & DefenseSOFR6.00%11.20%3/18/20261,675 1,658 1,612 
Turbo Buyer, Inc.Turbo Buyer, Inc.^(2)(3)AutomotiveLIBOR6.00%11.19%12/2/20257,988 7,888 7,859 Turbo Buyer, Inc.^(2)(3)AutomotiveLIBOR6.00%11.59%12/2/20257,967 7,876 7,853 
U.S. Legal Support, Inc.U.S. Legal Support, Inc.^(2)(3)(7)Business ServicesSOFR5.75%10.66%11/30/20246,154 6,147 6,054 U.S. Legal Support, Inc.^(2)(3)(7)Business ServicesSOFR5.75%11.14%11/30/20246,138 6,132 6,036 
US INFRA SVCS Buyer, LLCUS INFRA SVCS Buyer, LLC^(2)(3)Environmental IndustriesLIBOR6.50%, 0.25% PIK11.68%4/13/20263,115 3,080 3,008 US INFRA SVCS Buyer, LLC^(2)(3)Environmental IndustriesLIBOR6.50%, 0.25% PIK12.13%4/13/20263,027 2,996 2,811 
Westfall Technik, Inc.Westfall Technik, Inc.^(2)(3)Chemicals, Plastics & RubberSOFR6.75%12.14%9/13/20246,383 6,345 6,005 
Wineshipping.com LLCWineshipping.com LLC^(2)(3)(7)Beverage & FoodSOFR5.75%11.15%10/29/20279,899 9,587 9,405 
First Lien Debt TotalFirst Lien Debt Total$216,588 $203,487 
6564

Consolidated Schedule of Investments as of March 31, 2023
Consolidated Schedule of Investments as of June 30, 2023Consolidated Schedule of Investments as of June 30, 2023
Investments (1)
Investments (1)
FootnotesIndustry
Reference Rate (2)
Spread (2)
Interest Rate (2)
Maturity DatePar/ Principal Amount
Amortized Cost (4)
Fair Value (5)
Investments (1)
FootnotesIndustry
Reference Rate (2)
Spread (2)
Interest Rate (2)
Maturity DatePar/ Principal Amount
Amortized Cost (4)
Fair Value (5)
Westfall Technik, Inc.^(2)(3)Chemicals, Plastics & RubberSOFR6.25%11.25%9/13/2024$6,399 $6,354 $6,243 
Wineshipping.com LLC^(2)(3)(7)Beverage & FoodSOFR5.75%10.77%10/29/20279,925 9,597 9,551 
First Lien Debt Total$224,855 $217,404 
Second Lien Debt (10.1% of fair value)
Second Lien Debt (10.7% of fair value)Second Lien Debt (10.7% of fair value)
AI Convoy S.A.R.L (United Kingdom)AI Convoy S.A.R.L (United Kingdom)^(2)(3)Aerospace & DefenseLIBOR8.25%12.92%1/17/2028$5,514 $5,429 $5,624 AI Convoy S.A.R.L (United Kingdom)^(2)(3)Aerospace & DefenseLIBOR8.25%13.64%1/17/2028$5,514 $5,432 $5,596 
AP Plastics Acquisition Holdings, LLCAP Plastics Acquisition Holdings, LLC^(2)(3)Chemicals, Plastics & RubberLIBOR7.50%12.28%8/10/20294,500 4,421 4,419 AP Plastics Acquisition Holdings, LLC^(2)(3)(7)Chemicals, Plastics & RubberSOFR7.50%12.69%8/10/20294,500 4,423 4,372 
AQA Acquisition Holdings, Inc.AQA Acquisition Holdings, Inc.^(2)(3)High Tech IndustriesLIBOR7.50%12.45%3/3/20295,000 4,896 4,812 AQA Acquisition Holdings, Inc.^(2)(3)(7)High Tech IndustriesSOFR7.50%12.70%3/3/20295,000 4,899 4,973 
Quartz Holding CompanyQuartz Holding Company^(2)SoftwareLIBOR8.00%12.84%4/2/20274,852 4,795 4,839 Quartz Holding Company^(2)(7)SoftwareSOFR8.00%13.20%4/2/20274,852 4,798 4,830 
World 50, Inc.World 50, Inc.^(6)Business ServicesFIXED11.50%11.50%1/9/20274,918 4,848 4,671 World 50, Inc.^(6)Business ServicesFIXED11.50%11.50%1/9/20274,918 4,851 4,727 
Second Lien Debt TotalSecond Lien Debt Total$24,389 $24,365 Second Lien Debt Total$24,403 $24,498 
Total InvestmentsTotal Investments$249,244 $241,769 Total Investments$240,991 $227,985 
^ Denotes that all or a portion of the assets are owned by Credit Fund II Sub. Credit Fund II Sub has entered into the Credit Fund II Sub Notes. The lenders of the Credit Fund II Sub Notes have a first lien security interest in substantially all of the assets of Credit Fund II Sub. Accordingly, such assets are not available to creditors of Credit Fund II.
(1)    Unless otherwise indicated, issuers of investments held by Credit Fund II are domiciled in the United States. As of March 31,June 30, 2023, the geographical composition of investments as a percentage of fair value was 3.5%4.3% in Canada, 1.7%1.8% in Luxembourg, 2.3%2.4% in the United Kingdom and 92.5%91.5% in the United States. Certain portfolio company investments are subject to contractual restrictions on sales.
(2)Variable rate loans to the portfolio companies bear interest at a rate that is determined by reference to either LIBOR, the Secured Overnight Financing Rate (“SOFR”) or an alternate base rate (commonly based on the Federal Funds Rate or the U.S. Prime Rate), which generally resets quarterly. For each such loan, Credit Fund II has indicated the reference rate used and provided the spread and the interest rate in effect as of March 31,June 30, 2023. As of March 31,June 30, 2023, the reference rates for Credit Fund II's variable rate loans were the 30-day LIBOR at 4.86%5.22%, the 90-day LIBOR at 5.19%5.55%, the 180-day LIBOR at 5.31%5.76%, the 30-day SOFR at 4.80%5.14%, the 90-day SOFR at 4.91%5.27%, and the 180-day SOFR at 4.90%5.39%.
(3)Loan includes interest rate floor feature, which is generally ranges from 0.50% to 1.00%.
(4)Amortized cost represents original cost, including origination fees and upfront fees received that are deemed to be an adjustment to yield, adjusted for the accretion/amortization of discounts/premiums, as applicable, on debt investments using the effective interest method.
(5)Fair value is determined in good faith by or under the direction of the board of managers of Credit Fund II, pursuant to Credit Fund II’s valuation policy, with the fair value of all investments determined using significant unobservable inputs, which is substantially similar to the valuation policy of the Company provided in Note 3, Fair Value Measurements, to these consolidated financial statements.
(6)Represents a corporate mezzanine loan, which is subordinated to senior secured term loans of the portfolio company.
(7)Loans include a credit spread adjustment that ranges from 0.10% to 0.25%.
(8)Loan is in forbearance as of March 31,June 30, 2023.
(9)Loan was on non-accrual status as of March 31,June 30, 2023.
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Consolidated Schedule of Investments as of December 31, 2022
Investments (1)
FootnotesIndustry
Reference Rate (2)
Spread (2)
Interest Rate (2)
Maturity DatePar/ Principal Amount
Amortized Cost (4)
Fair Value (5)
First Lien Debt (90.0% of fair value)
Airnov, Inc.^(2)(3)Containers, Packaging & GlassLIBOR5.00%9.75%12/19/2025$9,844 $9,833 $9,787 
Alpine Acquisition Corp II^(2)(3)(7)Transportation: CargoSOFR5.50%9.76%11/30/20263,292 3,188 3,170 
American Physician Partners, LLC^(2)(3)Healthcare & PharmaceuticalsSOFR6.75%, 3.50% PIK14.67%2/15/20239,074 9,074 7,833 
Appriss Health, LLC^(2)(3)Healthcare & PharmaceuticalsLIBOR7.25%11.54%5/6/20277,502 7,375 7,214 
Apptio, Inc.^(2)(3)SoftwareLIBOR6.00%9.94%1/10/20255,357 5,314 5,357 
Ascend Buyer, LLC^(2)(3)(7)Containers, Packaging & GlassSOFR6.25%10.67%9/30/20289,077 8,924 8,917 
Aurora Lux FinCo S.Á.R.L. (Luxembourg)^(2)(3)SoftwareLIBOR6.00%10.32%12/24/20264,311 4,243 4,074 
BMS Holdings III Corp.^(2)(3)Construction & BuildingLIBOR5.50%10.23%9/30/20263,241 3,194 3,183 
Chartis Holding, LLC^(2)(3)Business ServicesLIBOR5.00%9.77%5/1/20259,822 9,810 9,757 
Comar Holding Company, LLC^(2)(3)Containers, Packaging & GlassLIBOR5.75%10.47%6/18/20248,621 8,573 8,334 
Cority Software Inc. (Canada)^(2)(3)SoftwareSOFR5.50%9.17%7/2/20268,623 8,527 8,539 
Dwyer Instruments, Inc.^(2)(3)Capital EquipmentLIBOR6.00%10.74%7/21/20279,914 9,863 9,761 
EvolveIP, LLC^(2)(3)(7)TelecommunicationsSOFR5.50%10.09%6/7/20258,621 8,617 8,469 
Harbour Benefit Holdings, Inc.^(2)(3)Business ServicesLIBOR5.25%9.95%12/13/20249,848 9,828 9,789 
Hoosier Intermediate, LLC^(2)(3)Healthcare & PharmaceuticalsLIBOR5.50%10.11%11/15/20286,447 6,261 6,094 
Integrity Marketing Acquisition, LLC^(2)(3)Diversified Financial ServicesLIBOR6.05%9.95%8/27/20254,870 4,717 4,708 
Integrity Marketing Acquisition, LLC^(2)(3)Diversified Financial ServicesLIBOR6.02%10.57%8/27/20254,534 4,369 4,371 
K2 Insurance Services, LLC^(2)(3)Diversified Financial ServicesLIBOR5.00%9.73%7/1/20268,922 8,833 8,836 
Material Holdings, LLC^(2)(3)Business ServicesSOFR6.00%10.67%8/19/20277,900 7,829 7,547 
Maverick Acquisition, Inc.^(2)(3)Aerospace & DefenseLIBOR6.25%10.98%6/1/20277,900 7,760 6,563 
NMI AcquisitionCo, Inc.^(2)(3)High Tech IndustriesLIBOR5.75%10.13%9/6/20258,617 8,617 8,394 
PF Atlantic Holdco 2, LLC^(2)(3)Leisure Products & ServicesLIBOR5.50%10.25%11/12/20279,950 9,657 9,776 
QW Holding Corporation^(2)(3)Environmental IndustriesLIBOR5.50%9.64%8/31/20269,947 9,808 9,775 
Riveron Acquisition Holdings, Inc.^(2)(3)Diversified Financial ServicesLIBOR5.75%10.48%5/22/20258,090 8,018 8,090 
RSC Acquisition, Inc.^(2)(3)(7)Diversified Financial ServicesSOFR5.50%9.83%11/1/20268,315 8,215 7,938 
TCFI Aevex LLC^(2)(3)Aerospace & DefenseLIBOR6.00%10.38%3/18/20261,684 1,664 1,539 
Turbo Buyer, Inc.^(2)(3)AutomotiveLIBOR6.00%11.15%12/2/20258,009 7,901 7,866 
U.S. Legal Support, Inc.^(2)(3)(7)Business ServicesSOFR5.75%10.33%11/30/20246,170 6,163 6,057 
US INFRA SVCS Buyer, LLC^(2)(3)Environmental IndustriesLIBOR6.50%, 0.25% PIK11.47%4/13/20263,113 3,075 2,954 
Westfall Technik, Inc.^(2)(3)Chemicals, Plastics & RubberSOFR6.25%10.83%9/13/20246,416 6,364 6,280 
6766

Consolidated Schedule of Investments as of December 31, 2022
Investments (1)
FootnotesIndustry
Reference Rate (2)
Spread (2)
Interest Rate (2)
Maturity DatePar/ Principal Amount
Amortized Cost (4)
Fair Value (5)
Wineshipping.com LLC^(2)(3)Beverage & FoodLIBOR5.75%10.15%10/29/2027$9,950 $9,608 $9,161 
First Lien Debt Total$225,222 $220,133 
Second Lien Debt (10.0%) of fair value)
AI Convoy S.A.R.L (United Kingdom)^(2)(3)Aerospace & DefenseLIBOR8.25%12.92%1/17/2028$5,514 $5,425 $5,679 
AP Plastics Acquisition Holdings, LLC^(2)(3)Chemicals, Plastics & RubberLIBOR7.50%11.85%8/10/20294,500 4,419 4,318 
AQA Acquisition Holdings, Inc.^(2)(3)High Tech IndustriesLIBOR7.50%12.23%3/3/20295,000 4,893 4,760 
Quartz Holding Company^(2)SoftwareLIBOR8.00%12.38%4/2/20274,850 4,792 4,656 
World 50, Inc.^(6)Business ServicesFIXED11.50%11.50%1/9/20275,465 5,383 5,193 
Second Lien Debt Total$24,912 $24,606 
Total Investments$250,134 $244,739 
^ Denotes that all or a portion of the assets are owned by Credit Fund II Sub. Credit Fund II Sub has entered into the Credit Fund II Sub Notes. The lenders of the Credit Fund II Sub Notes have a first lien security interest in substantially all of the assets of Credit Fund II Sub. Accordingly, such assets are not available to creditors of Credit Fund II.
(1)    Unless otherwise indicated, issuers of investments held by Credit Fund are domiciled in the United States. As of December 31, 2022, the geographical composition of investments as a percentage of fair value was 3.5% in Canada, 1.7% in Luxembourg, 2.3% in the United Kingdom and 92.5% in the United States. Certain portfolio company investments are subject to contractual restrictions on sales.
(2)Variable rate loans to the portfolio companies bear interest at a rate that is determined by reference to either LIBOR or an alternate base rate (commonly based on the Federal Funds Rate or the U.S. Prime Rate), which generally resets quarterly. For each such loan, Credit Fund II has indicated the reference rate used and provided the spread and the interest rate in effect as of December 31, 2022. As of December 31, 2022, the reference rates for Credit Fund II's variable rate loans were the 30-day LIBOR at 4.39%, the 90-day LIBOR at 4.77%, the 180-day LIBOR at 5.14%, the 30-day SOFR at 4.36%, and the 90-day SOFR at 4.59%.
(3)Loan includes interest rate floor feature, which is generally 1.00%.
(4)Amortized cost represents original cost, including origination fees and upfront fees received that are deemed to be an adjustment to yield, adjusted for the accretion/amortization of discounts/premiums, as applicable, on debt investments using the effective interest method.
(5)Fair value is determined in good faith by or under the direction of the board of managers of Credit Fund II, pursuant to Credit Fund II’s valuation policy, with the fair value of all investments determined using significant unobservable inputs, which is substantially similar to the valuation policy of the Company provided in Note 3, Fair Value Measurements, to these consolidated financial statements.
(6)Represents a corporate mezzanine loan, which is subordinated to senior secured term loans of the portfolio company.
(7)Loans include a credit spread adjustment that ranges from 0.10% to 0.26%.
7. BORROWINGS
The Company is party to the Credit Facility, as described below. In accordance with the Investment Company Act, the Company is currently only allowed to borrow amounts such that its asset coverage, as defined in the Investment Company Act, is at least 150% after such borrowing. For the purposes of the asset coverage ratio under the Investment Company Act, the Preferred Stock, as defined in Note 1, is considered a senior security and is included in the denominator of the calculation. As of March 31,June 30, 2023 and December 31, 2022, asset coverage was 175.82%177.99% and 176.79%, respectively, and the Company is in compliance with all covenants and other requirements of the credit facility agreement.
Credit Facility
The Company closed on the Credit Facility on March 21, 2014, which was subsequently amended on January 8, 2015, May 25, 2016, March 22, 2017, September 25, 2018, June 14, 2019, November 8, 2019, October 28, 2020, October 11, 2021 and May 25, 2022. The maximum principal amount of the Credit Facility is $745,000, which was increased from $688,000 on April 21, 2023 pursuant to the terms of the agreement, subject to availability under the Credit Facility, which is based on certain advance rates multiplied by the value of the Company’s portfolio investments (subject to certain concentration limitations) net of certain other indebtedness that the Company may incur in accordance with the terms of the Credit Facility. Proceeds of the Credit Facility may be used for general corporate purposes, including the funding of portfolio investments. Maximum capacity under the Credit Facility may be increased to $900,000 through the exercise by the Company of an uncommitted accordion feature through which existing and new lenders may, at their option, agree to provide additional financing. The Credit Facility includes a $50,000 limit for swingline loans and a $20,000 limit for letters of credit. The Company may borrow amounts in U.S. dollars or certain other permitted currencies. Amounts drawn under the Credit Facility, including amounts drawn in respect of letters of credit, bear interest at either (i) a term benchmark rate of the Adjusted Term SOFR Rate, the Adjusted Euribor Rate, or
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the applicable Local Rate, as the case may be, or (ii) an Alternate Base Rate (which is the highest of (a) the Prime Rate, (b) the NYFRB Rate plus 0.50%, or (c) the Adjusted Term SOFR Rate for one month plus 1.00%) plus an applicable margin, each capitalized term as defined in the Credit Facility. The applicable margin for a term benchmark rate loan will be up to 1.875% and for an Alternate Base Rate loan will be up to 0.875%, in each case depending on the level of the Gross Borrowing Base compared to the Combined Debt Amount. Prior to the May 25, 2022 amendment, amounts drawn under the Credit Facility bore interest at either LIBOR plus an applicable spread of 2.25%, or an alternative base rate (which was the highest of a prime rate, the federal funds effective rate plus 0.50%, or one month LIBOR plus 1.00%) plus an applicable spread of 1.25%. The Company may elect either the term benchmark rate or the Alternative Base Rate at the time of drawdown, and loans may be converted from one rate to another at any time, subject to certain conditions. The Company also pays a fee of 0.375% on undrawn amounts under the Credit Facility and, in respect of each undrawn letter of credit, a fee and interest rate equal to the then-applicable margin under the Credit Facility while the letter of credit is outstanding. The availability period under the Credit Facility will terminate on May 25, 2026 and the Credit Facility will mature on May 25, 2027. During the period from May 25, 2026 to May 25, 2027, the Company will be obligated to make mandatory prepayments under the Credit Facility out of the proceeds of certain asset sales, other recovery events and equity and debt issuances.
Subject to certain exceptions, the Credit Facility is secured by a first lien security interest in substantially all of the portfolio investments held by the Company. The Credit Facility includes customary covenants, including certain financial covenants related to asset coverage, shareholders’ equity and liquidity, certain limitations on the incurrence of additional indebtedness and liens, and other maintenance covenants, as well as usual and customary events of default for senior secured revolving credit facilities of this nature. As of March 31,June 30, 2023 and December 31, 2022, the Company was in compliance with all covenants and other requirements of the Credit Facility.
Below is a summary of the borrowings and repayments under the Credit Facility for the three month periodsand six months ended March 31,June 30, 2023 and 2022, and the outstanding balances under the Credit Facility for the respective periods.
For the three month periods endedThree months ended June 30,Six months ended June 30,
March 31, 2023March 31, 20222023202220232022
Outstanding Borrowing, beginning of periodOutstanding Borrowing, beginning of period$440,441 $407,655 Outstanding Borrowing, beginning of period$455,859 $359,679 $440,441 $407,655 
BorrowingsBorrowings44,792 58,500 Borrowings30,000 144,000 74,792 202,500 
RepaymentsRepayments(30,641)(104,246)Repayments(87,500)(55,500)(118,141)(159,746)
Foreign currency translationForeign currency translation1,267 (2,230)Foreign currency translation1,882 (4,784)3,149 (7,014)
Outstanding Borrowing, end of periodOutstanding Borrowing, end of period$455,859 $359,679 Outstanding Borrowing, end of period$400,241 $443,395 $400,241 $443,395 

The Credit Facility consisted of the following as of March 31,June 30, 2023 and December 31, 2022:
Total Facility(1)
Borrowings Outstanding
Unused 
Portion (1)(2)
Amount Available (3)
 Total FacilityBorrowings Outstanding
Unused 
Portion(1)
Amount Available(2)
March 31, 2023$688,000 $455,859 $232,141 $235,615 
June 30, 2023June 30, 2023$745,000 $400,241 $344,759 $342,783 
December 31, 2022December 31, 2022$688,000 $440,441 $247,559 $247,902 December 31, 2022$688,000 $440,441 $247,559 $247,559 
(1)Amounts represent balances prior to the April 21, 2023 commitment increase.
(2)The unused portion is the amount upon which commitment fees are based.
(3)(2)Available for borrowing based on the computation of collateral to support the borrowings and subject to compliance with applicable covenants and financial ratios.


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For the three month periodsand six months ended March 31,June 30, 2023 and 2022, the components of interest expense and credit facility fees were as follows:
For the three month periods ended Three months ended June 30,Six months ended June 30,
March 31, 2023March 31, 2022 2023202220232022
Interest expenseInterest expense$7,216 $2,209 Interest expense$7,143 $2,894 $14,359 $5,103 
Facility unused commitment feeFacility unused commitment fee230 333 Facility unused commitment fee258 297 488 630 
Amortization of deferred financing costs175 184 
Amortization of deferred financing costs and debt issuance costsAmortization of deferred financing costs and debt issuance costs180 291 355 475 
Total interest expense and credit facility feesTotal interest expense and credit facility fees$7,621 $2,726 Total interest expense and credit facility fees$7,581 $3,482 $15,202 $6,208 
Cash paid for interest expenseCash paid for interest expense$7,617 $2,224 Cash paid for interest expense$7,535 $3,251 $15,152 $5,475 
Average principal debt outstanding$453,741 $348,452 
Weighted average principal debt outstandingWeighted average principal debt outstanding$411,932 $383,763 $432,053 $366,205 
Weighted average interest rate(1)Weighted average interest rate(1)6.36 %2.54 %Weighted average interest rate(1)6.86 %2.98 %6.60 %2.77 %
(1)Excludes facility unused commitment fee and amortization of deferred financing costs and debt issuance costs.

As of March 31,June 30, 2023 and December 31, 2022, the components of interest and credit facilities payable were as follows:
As ofAs of
March 31, 2023December 31, 2022June 30, 2023December 31, 2022
Interest expense payableInterest expense payable$639 $1,131 Interest expense payable$207 $1,131 
Unused commitment fees payableUnused commitment fees payable55 — Unused commitment fees payable313 — 
Interest and credit facilities payableInterest and credit facilities payable$694 $1,131 Interest and credit facilities payable$520 $1,131 
Weighted average interest rate (based on floating benchmark rates)Weighted average interest rate (based on floating benchmark rates)6.61 %6.04 %Weighted average interest rate (based on floating benchmark rates)6.97 %6.04 %
Senior Notes
On December 30, 2019, the Company closed a private offering of $115.0 million in aggregate principal amount of 4.75% Senior Unsecured Notes due December 31, 2024. Interest is payable quarterly, beginning March 31, 2020. On December 11, 2020, the Company issued an additional $75.0 million aggregate principal amount of senior unsecured notes due December 31, 2024. The 2020 Notes bear interest at an interest rate of 4.50% and the interest is payable quarterly, beginning December 31, 2020.
The interest rate on the Senior Notes is subject to increase (up to an additional 1.00% over the stated rate of such notes) in the event that, subject to certain exceptions, the Senior Notes cease to have an investment grade rating. The Company is obligated to offer to repay the notes at par if certain change in control events occur. The Senior Notes are general unsecured obligations of the Company that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by the Company. Interest expense on the Senior Notes for the three month periodsand six months ended March 31,June 30, 2023 and 2022 was $2,209 and $2,209,$4,418, respectively.
The note purchase agreement, as supplemented by the first supplement, for the Senior Notes contains customary terms and conditions for senior unsecured notes issued in a private placement, including, without limitation, affirmative and negative covenants such as information reporting, maintenance of the Company’s status as a business development company within the meaning of the Investment Company Act and a regulated investment company under the Code, minimum asset coverage ratio and interest coverage ratio, and prohibitions on certain fundamental changes at the Company or any subsidiary guarantor, as well as customary events of default with customary cure and notice, including, without limitation, nonpayment, breach of covenant, material breach of representation or warranty under the note purchase agreement, cross-acceleration under other indebtedness of the Company or certain significant subsidiaries, certain judgments and orders, and certain events of bankruptcy. As of March 31,June 30, 2023 and December 31, 2022, the Company was in compliance with these terms and conditions.
2015-1R Notes
On June 26, 2015, the Company completed the 2015-1 Debt Securitization. The 2015-1 Notes were issued by the 2015-1 Issuer, a wholly-owned and consolidated subsidiary of the Company. The 2015-1 Debt Securitization was executed through a private placement of the 2015-1 Notes, consisting of $273,000 in notes that were issued at par and were scheduled to
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mature on July 15, 2027. The Company received 100% of the $125,900 in nominal value of the non-interest bearing preferred interests issued by the 2015-1 Issuer (the “2015-1 Issuer Preferred Interests”) on the closing date of the 2015-1 Debt Securitization in exchange for the Company’s contribution to the 2015-1 Issuer of the initial closing date loan portfolio. In connection with the contribution, the Company made customary representations, warranties and covenants to the 2015-1 Issuer in the purchase agreement.
On August 30, 2018, the Company and the 2015-1 Issuer closed the 2015-1 Debt Securitization Refinancing. On the closing date of the 2015-1 Debt Securitization Refinancing, the 2015-1 Issuer, refinanced the 2015-1 Notes to the 2015-1R Notes, reduced the 2015-1 Issuer Preferred Interests by approximately $21,375 to approximately $104,525 and extended the reinvestment period end date and maturity date applicable to the 2015-1 Issuer to October 15, 2023 and October 15, 2031, respectively. The 2015-1R Notes consist of:
(a) $234,800 AAA Class A-1-1-R Notes, which bear interest at the three-month LIBOR plus 1.55%;
(b) $50,000 AAA Class A-1-2-R Notes, which bear interest at the three-month LIBOR plus 1.48% for the first 24 months and the three-month LIBOR plus 1.78% thereafter;
(c) $25,000 AAA Class A-1-3-R Notes, which bear interest at 4.56%;
(d) $66,000 Class A-2-R Notes, which bear interest at the three-month LIBOR plus 2.20%;
(e) $46,400 single-A Class B Notes which bear interest at the three-month LIBOR plus 3.15%; and
(f) $27,000 BBB- Class C Notes, which bear interest at the three-month LIBOR plus 4.00%.
Following the 2015-1 Debt Securitization Refinancing, the Company retained the 2015-1 Issuer Preferred Interests. The 2015-1R Notes in the 2015-1 Debt Securitization Refinancing were issued by the 2015-1 Issuer and are secured by a diversified portfolio of the 2015-1 Issuer consisting primarily of first and second lien senior secured loans.
Effective June 30, 2023, the 2015-1R Notes were amended to transition the benchmark rate to the Term SOFR Rate plus a Term SOFR adjustment. The amendment is effective at the commencement of the next succeeding interest accrual period following the date of the amendment.
The Company contributed the loans that comprised the initial closing date loan portfolio (including the loans distributed to the Company from the SPV) to the 2015-1 Issuer pursuant to a contribution agreement. Future loan transfers from the Company to the 2015-1 Issuer will be made pursuant to a sale agreement and are subject to the approval of the Company’s Board of Directors. Assets of the 2015-1 Issuer are not available to the creditors of the SPV or the Company. In connection with the issuance and sale of the 2015-1R Notes, the Company made customary representations, warranties and covenants in the purchase agreement.
During the reinvestment period, pursuant to the indenture governing the 2015-1R Notes, all principal collections received on the underlying collateral may be used by the 2015-1 Issuer to purchase new collateral under the direction of Investment Adviser in its capacity as collateral manager under a collateral management agreement (“the Collateral Management Agreement”) of the 2015-1 Issuer and in accordance with the Company’s investment strategy.
Pursuant to the Collateral Management Agreement, the 2015-1 Issuer pays management fees (comprised of base management fees, subordinated management fees and incentive management fees) to the Investment Adviser for rendering collateral management services. As per the Collateral Management Agreement, for the period the Company retains all of the 2015-1 Issuer Preferred Interests, the Investment Adviser does not earn management fees for providing such collateral management services. The Company currently retains all of the 2015-1 Issuer Preferred Interests, thus the Investment Adviser did not earn any management fees from the 2015-1 Issuer for the three month periodsand six months ended March 31,June 30, 2023 and 2022. Any such waived fees may not be recaptured by the Investment Adviser.
Pursuant to an undertaking by the Company in connection with the 2015-1 Debt Securitization Refinancing, the Company has agreed to hold on an ongoing basis the 2015-1 Issuer Preferred Interests with an aggregate dollar purchase price at least equal to 5% of the aggregate outstanding amount of all collateral obligations by the 2015-1 Issuer for so long as any securities of the 2015-1 Issuer remain outstanding. As of March 31,June 30, 2023, the Company was in compliance with its undertaking.
As of March 31,June 30, 2023, the 2015-1R Notes were secured by 7879 first lien and second lien senior secured loans with a total fair value of approximately $544,044$548,838 and cash of $19,400.$16,382. The pool of loans in the securitization must meet certain requirements, including asset mix and concentration, term, agency rating, collateral coverage, minimum coupon, minimum spread and sector diversity requirements in the indenture governing the 2015-1R Notes.
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The carrying value of the 2015-1R Notes as of March 31,June 30, 2023 and December 31, 2022 is $447,091$447,152 and $447,029, respectively. The carrying value is presented net of unamortized debt issuance costs of $2,109$2,048 and $2,171 as of March 31,June 30, 2023 and December 31, 2022, respectively.
For the three month periodssix months ended March 31,June 30, 2023 and 2022, the effective annualized weighted average interest rates, which include amortization of debt issuance costs on the 2015-1R Notes, were 6.60%6.85% and 2.39%2.73%, respectively, based on floating LIBOR rates. As of March 31,June 30, 2023 and December 31, 2022 the weighted average interest rates were 6.68%7.12% and 6.00% respectively, based on floating LIBOR rates.
For the for the three month periodsand six months ended March 31,June 30, 2023 and 2022, the components of interest expense on the 2015-1R Notes were as follows:
For the three month periods ended Three months ended June 30,Six months ended June 30,
March 31, 2023March 31, 2022 2023202220232022
Interest expenseInterest expense$7,355 $2,619 Interest expense$7,986 $3,418 $15,341 $6,037 
Amortization of deferred financing costs62 62 
Amortization of deferred financing costs and debt issuance costsAmortization of deferred financing costs and debt issuance costs62 61 124 123 
Total interest expense and credit facility feesTotal interest expense and credit facility fees$7,417 $2,681 Total interest expense and credit facility fees$8,048 $3,479 $15,465 $6,160 
Cash paid for interest expenseCash paid for interest expense$6,886 $2,673 Cash paid for interest expense$7,498 $2,592 $14,384 $5,265 

As of March 31,June 30, 2023 and December 31, 2022, $6,088$6,577 and $5,618, respectively, of interest expense was included in interest and credit facility fees payable.

8. COMMITMENTS AND CONTINGENCIES
A summary of significant contractual payment obligations was as follows as of March 31,June 30, 2023 and December 31, 2022:
Payment Due by PeriodPayment Due by PeriodMarch 31, 2023December 31, 2022Payment Due by PeriodJune 30, 2023December 31, 2022
Less than one yearLess than one year$— $— Less than one year$— $— 
1-3 years1-3 years190,000 190,000 1-3 years190,000 190,000 
3-5 years3-5 years455,859 440,441 3-5 years400,241 440,441 
More than 5 yearsMore than 5 years449,200 449,200 More than 5 years449,200 449,200 
TotalTotal$1,095,059 $1,079,641 Total$1,039,441 $1,079,641 
In the ordinary course of its business, the Company enters into contracts or agreements that contain indemnification or warranties. Future events could occur that lead to the execution of these provisions against the Company. The Company believes that the likelihood of such an event is remote; however, the maximum potential exposure is unknown. No accrual has been made in the consolidated financial statements as of March 31,June 30, 2023 and December 31, 2022 for any such exposure.
The Company has in the past, currently is and may in the future become obligated to fund commitments such as revolving credit facilities, bridge financing commitments, or delayed draw commitments. The Company had the following unfunded commitments to fund delayed draw and revolving senior secured loans as of the indicated dates:
Par / Principal Amount as of Par / Principal Amount as of
March 31, 2023December 31, 2022 June 30, 2023December 31, 2022
Unfunded delayed draw commitmentsUnfunded delayed draw commitments$97,314 $83,743 Unfunded delayed draw commitments$79,211 $83,743 
Unfunded revolving loan commitmentsUnfunded revolving loan commitments67,060 74,463 Unfunded revolving loan commitments71,213 74,463 
Total unfunded commitmentsTotal unfunded commitments$164,374 $158,206 Total unfunded commitments$150,424 $158,206 

9. NET ASSETS
The Company has the authority to issue 198,000,000 shares of common stock, par value $0.01 per share, and 2,000,000 shares of preferred stock, par value $0.01 per share.
7271

Cumulative Convertible Preferred Stock
On May 5, 2020, the Company issued and sold 2,000,000 shares of Preferred Stock to an affiliate of Carlyle in a private placement at a price of $25 per share. The Preferred Stock has a liquidation preference equal to $25 per share (the “Liquidation Preference”) plus any accumulated but unpaid dividends up to but excluding the date of distribution. Dividends are payable on a quarterly basis in an initial amount equal to 7.00% per annum of the Liquidation Preference per share, payable in cash, or at the Company’s option, 9.00% per annum of the Liquidation Preference payable in additional shares of Preferred Stock. After May 5, 2027, the dividend rate will increase annually, in each case by 1.00% per annum.
The Preferred Stock is convertible, in whole or in part, at the option of the holder of the Preferred Stock into the number of shares of common stock equal to the Liquidation Preference plus any accumulated but unpaid dividends, divided by an initial conversion price of $9.50, subject to certain adjustments to prevent dilution as set forth in the Company's articles supplementary (the “Articles Supplementary”) that establishes the terms of the Preferred Stock. The conversion price as of March 31,June 30, 2023 was $9.26.$9.20. Effective as of May 5, 2023, the Company, with the approval of the Board of Directors, including a majority of the Independent Directors, has the option to redeem all of the Preferred Stock for cash consideration equal to the Liquidation Preference plus any accumulated but unpaid dividends. The holders of the Preferred Stock have the right to convert all or a portion of their shares of Preferred Stock prior to the date fixed for such redemption. Effective as of May 5, 2027, the holders of the Preferred Stock have the option to require the Company to redeem any or all of the then-outstanding Preferred Stock upon 90 days’ notice. The form of consideration used in any such redemption is at the option of the Board of Directors, including a majority of the Independent Directors, and may be cash consideration equal to the Liquidation Preference plus any accumulated but unpaid dividends, or shares of common stock. Holders also have the right to redeem the Preferred Stock upon a Change in Control (as defined in the Articles Supplementary).
The following table summarizes the Company’s dividends declared on the Preferred Stock during the two most recent fiscal years and the current fiscal year to-date. Unless otherwise noted, dividends were declared and paid, or are payable, in cash.
Date DeclaredRecord DatePayment DatePer Share Amount
2021
March 31, 2021March 31, 2021March 31, 2021$0.438 
June 30, 2021June 30, 2021June 30, 2021$0.438 
September 30, 2021September 30, 2021September 30, 2021$0.438 
December 29, 2021December 31, 2021December 31, 2021$0.438 
Total$1.752 
2022
March 25, 2022March 31, 2022March 31, 2022$0.438 
June 27, 2022June 30, 2022June 30, 2022$0.438 
September 22, 2022September 30, 2022September 30, 2022$0.438 
December 16, 2022December 30, 2022December 30, 2022$0.438 
Total$1.752 
2023
March 23, 2023March 31, 2023March 31, 2023$0.438 
June 27, 2023June 30, 2023June 30, 2023$0.438 
Total$0.876 
Company Stock Repurchase Program
On August 1, 2022, the Company's Board of Directors approved the continuation of the Company's stock repurchase program (the “Company Stock Repurchase Program”) until November 5, 2023, or until the approved dollar amount has been used to repurchase shares of common stock, and increased the size of the Company Stock Repurchase Program by $50 million to an aggregate amount of $200 million. This program may be suspended, extended, modified or discontinued by the Company at any time, subject to applicable law. The Company's Stock Repurchase Program was originally approved by the Company's Board of Directors on November 5, 2018 and announced on November 6, 2018. Since the inception of the Company Stock Repurchase Program through March 31,June 30, 2023, the Company has repurchased 11,773,718 shares of the Company's common stock at an average cost of $13.40 per share, or $157,737 in the aggregate, resulting in accretion to net assets per share of $0.65.
7372

Changes in Net Assets
For the three month periodmonths ended March 31,June 30, 2023, the Company did not repurchase and extinguish shares. For the six months ended June 30, 2023, the Company repurchased and extinguished 265,195 shares for $3,993. The following table summarizestables summarize capital activity for the three month periodand six months ended March 31,June 30, 2023:
Preferred Stock
 
Common Stock
Capital in Excess of Par ValueOffering
Costs		Accumulated Net Investment Income (Loss)Accumulated Net Realized Gain (Loss)Accumulated Net Unrealized Appreciation (Depreciation)Total Net Assets Preferred Stock
 
Common Stock
Capital in Excess of Par ValueOffering
Costs		Accumulated Net Investment Income (Loss)Accumulated Net Realized Gain (Loss)Accumulated Net Unrealized Appreciation (Depreciation)Total Net Assets
SharesAmountSharesAmount SharesAmountSharesAmount
Balance, January 1, 20232,000,000 $50,000 51,060,136 $511 $1,022,224 $(1,633)$43,097 $(129,061)$(67,715)$917,423 
Balance, April 1, 2023Balance, April 1, 20232,000,000 $50,000 50,794,941 $508 $1,018,234 $(1,633)$46,443 $(142,429)$(52,930)$918,193 
Repurchase of common stockRepurchase of common stock— — (265,195)(3)(3,990)— — — — (3,993)Repurchase of common stock— — — — — — — — — — 
Net investment income (loss)Net investment income (loss)— — — — — — 26,570 — — 26,570 Net investment income (loss)— — — — — — 27,175 — — 27,175 
Net realized gain (loss)Net realized gain (loss)— — — — — — — (13,368)— (13,368)Net realized gain (loss)— — — — — — — (7,946)— (7,946)
Net change in unrealized appreciation (depreciation)Net change in unrealized appreciation (depreciation)— — — — — — — — 14,785 14,785 Net change in unrealized appreciation (depreciation)— — — — — — — — (14,516)(14,516)
Dividends declared on common stock and preferred stockDividends declared on common stock and preferred stock— — — — — — (23,224)— — (23,224)Dividends declared on common stock and preferred stock— — — — — — (23,225)— — (23,225)
Balance, March 31, 20232,000,000 $50,000 50,794,941 $508 $1,018,234 $(1,633)$46,443 $(142,429)$(52,930)$918,193 
Balance, June 30, 2023Balance, June 30, 20232,000,000 $50,000 50,794,941 $508 $1,018,234 $(1,633)$50,393 $(150,375)$(67,446)$899,681 
 Preferred Stock
 
Common Stock
Capital in Excess of Par ValueOffering CostsAccumulated Net Investment Income (Loss)Accumulated Net Realized Gain (Loss)Accumulated Net Unrealized Appreciation (Depreciation)Total Net Assets
 SharesAmountSharesAmount
Balance, January 1, 20232,000,000 $50,000 51,060,136 $511 $1,022,224 $(1,633)$43,097 $(129,061)$(67,715)$917,423 
Repurchase of common stock— — (265,195)(3)(3,990)— — — — (3,993)
Net investment income (loss)— — — — — — 53,745 — — 53,745 
Net realized gain (loss)— — — — — — — (21,314)— (21,314)
Net change in unrealized appreciation (depreciation)— — — — — — — — 269 269 
Dividends declared on common stock and preferred stock— — — — — — (46,449)— — (46,449)
Balance, June 30, 20232,000,000 $50,000 50,794,941 $508 $1,018,234 $(1,633)$50,393 $(150,375)$(67,446)$899,681 
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For the three month periodand six months ended March 31,June 30, 2022, the Company repurchased and extinguished 495,296498,947 and 994,243 shares, respectively, for $7,008.$6,968 and $13,976, respectively. The following table summarizestables summarize capital activity for the three month periodand six months ended March 31,June 30, 2022:
Preferred Stock 
Common Stock		Capital in Excess of Par ValueOffering CostsAccumulated Net Investment Income (Loss)Accumulated Net Realized Gain (Loss)Accumulated Net Unrealized Appreciation (Depreciation)Total Net Assets Preferred Stock 
Common Stock		Capital in Excess of Par ValueOffering CostsAccumulated Net Investment Income (Loss)Accumulated Net Realized Gain (Loss)Accumulated Net Unrealized Appreciation (Depreciation)Total Net Assets
SharesAmountSharesAmount SharesAmountSharesAmount
Balance, January 1, 20222,000,000 $50,000 53,142,454 $532 $1,052,427 $(1,633)$19,562 $(123,297)$(48,787)$948,804 
Balance, April 1, 2022Balance, April 1, 20222,000,000 $50,000 52,647,158 $527 $1,045,424 $(1,633)$23,142 $(117,826)$(49,094)$950,540 
Repurchase of common stockRepurchase of common stock— — (495,296)(5)(7,003)— — — — (7,008)Repurchase of common stock— — (498,947)(6)(6,962)— — — — (6,968)
Net investment income (loss)Net investment income (loss)— — — — — — 25,519 — — 25,519 Net investment income (loss)— — — — — — 21,870 — — 21,870 
Net realized gain (loss)Net realized gain (loss)— — — — — — — 5,471 — 5,471 Net realized gain (loss)— — — — — — — 15 — 15 
Net change in unrealized appreciation (depreciation)Net change in unrealized appreciation (depreciation)— — — — — — — — (307)(307)Net change in unrealized appreciation (depreciation)— — — — — — — — (17,220)(17,220)
Dividends declared on common stock and preferred stockDividends declared on common stock and preferred stock— — — — — — (21,939)— — (21,939)Dividends declared on common stock and preferred stock— — — — — — (21,744)— — (21,744)
Balance, March 31, 20222,000,000 $50,000 52,647,158 $527 $1,045,424 $(1,633)$23,142 $(117,826)$(49,094)$950,540 
Balance, June 30, 2022Balance, June 30, 20222,000,000 $50,000 52,148,211 $521 $1,038,462 $(1,633)$23,268 $(117,811)$(66,314)$926,493 
 Preferred Stock 
Common Stock		Capital in Excess of Par ValueOffering CostsAccumulated Net Investment Income (Loss)Accumulated Net Realized Gain (Loss)Accumulated Net Unrealized Appreciation (Depreciation)Total Net Assets
 SharesAmountSharesAmount
Balance, January 1, 20222,000,000 $50,000 53,142,454 $532 $1,052,427 $(1,633)$19,562 $(123,297)$(48,787)$948,804 
Repurchase of common stock— — (994,243)(11)(13,965)— — — — (13,976)
Net investment income (loss)— — — — — — 47,389 — — 47,389 
Net realized gain (loss)— — — — — — — 5,486 — 5,486 
Net change in unrealized appreciation (depreciation)— — — — — — — — (17,527)(17,527)
Dividends declared— — — — — — (43,683)— — (43,683)
Balance, June 30, 20222,000,000 $50,000 52,148,211 $521 $1,038,462 $(1,633)$23,268 $(117,811)$(66,314)$926,493 
Earnings Per Share
The Company calculates earnings per share in accordance with ASC 260. Basic earnings per share is calculated by dividing the net increase (decrease) in net assets resulting from operations, less preferred dividends, by the weighted average number of common shares outstanding. Diluted earnings per share gives effect to all dilutive potential common shares
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outstanding using the if-converted method for the convertible Preferred Stock. Diluted earnings per share excludes all dilutive potential common shares if their effect is anti-dilutive. Basic and diluted earnings per common share were as follows:
For the three month periods ended
 March 31, 2023March 31, 2022
 BasicDilutedBasicDiluted
Net increase (decrease) in net assets resulting from operations attributable to Common Stockholders$27,112 $27,987 $29,808 $30,683 
Weighted-average common shares outstanding50,887,075 56,289,347 52,892,054 58,194,422 
Basic and diluted earnings per share$0.53 $0.50 $0.56 $0.53 
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Effective with the third quarter 2020 dividend, the Company updated its dividend policy such that the base dividend was $0.32
Three months ended June 30,
 20232022
 Basic
Diluted(1)
Basic
Diluted(1)
Net increase (decrease) in net assets resulting from operations attributable to Common Stockholders$3,838 $3,838 $3,790 $3,790 
Weighted-average common shares outstanding50,794,941 50,794,941 52,421,296 52,421,296 
Basic and diluted earnings per share$0.08 $0.08 $0.07 $0.07 
(1)Diluted earnings per share of common stock. Effective withwere anti-dilutive for the third quarter 2022period presented.
Six months ended June 30,
20232022
BasicDilutedBasicDiluted
Net increase (decrease) in net assets resulting from operations attributable to Common Stockholders$30,950 $32,700 $33,598 $35,348 
Weighted-average common shares outstanding50,840,753 56,273,633 52,655,375 57,974,987 
Basic and diluted earnings per share$0.61 $0.58 $0.64 $0.61 
The following table summarizes our updates to our dividend the Company updated its dividend policy such that the base dividend was $0.34 per share of common stock. Effective with the fourth quarter 2022 dividend, the Company updated its dividend policy such that the base dividend is $0.36 per share of common stock. Effective with the first quarter 2023 dividend, the Company updated its dividend policy such that the base dividend is $0.37 per share of common stock. The Company'spolicy. Our dividend policy is subject to change by the Board of Directors in its sole discretion at any time.
Record DateBase Dividend Per Share
September 30, 2020$0.32 
September 30, 2022$0.34 
December 30, 2022$0.36 
March 31, 2023$0.37 
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The following table summarizes the Company’s dividends declared on its common stock during the two most recent fiscal years and the current fiscal year to-date:
Date DeclaredDate DeclaredRecord DatePayment DatePer Common Share AmountDate DeclaredRecord DatePayment DatePer Common Share Amount
February 22, 2021February 22, 2021March 31, 2021April 16, 2021$0.32 February 22, 2021March 31, 2021April 16, 2021$0.32 
February 22, 2021February 22, 2021March 31, 2021April 16, 2021$0.05 (1)February 22, 2021March 31, 2021April 16, 2021$0.05 (1)
May 3, 2021May 3, 2021June 30, 2021July 15, 2021$0.32 May 3, 2021June 30, 2021July 15, 2021$0.32 
May 3, 2021May 3, 2021June 30, 2021July 15, 2021$0.04 (1)May 3, 2021June 30, 2021July 15, 2021$0.04 (1)
August 2, 2021August 2, 2021September 30, 2021October 15, 2021$0.32 August 2, 2021September 30, 2021October 15, 2021$0.32 
August 2, 2021August 2, 2021September 30, 2021October 15, 2021$0.06 (1)August 2, 2021September 30, 2021October 15, 2021$0.06 (1)
November 1, 2021November 1, 2021December 31, 2021January 14, 2022$0.32 November 1, 2021December 31, 2021January 14, 2022$0.32 
November 1, 2021November 1, 2021December 31, 2021January 14, 2022$0.07 (1)November 1, 2021December 31, 2021January 14, 2022$0.07 (1)
February 18, 2022February 18, 2022March 31, 2022April 15, 2022$0.32 February 18, 2022March 31, 2022April 15, 2022$0.32 
February 18, 2022February 18, 2022March 31, 2022April 15, 2022$0.08 (1)February 18, 2022March 31, 2022April 15, 2022$0.08 (1)
May 2, 2022May 2, 2022June 30, 2022July 15, 2022$0.32 May 2, 2022June 30, 2022July 15, 2022$0.32 
May 2, 2022May 2, 2022June 30, 2022July 15, 2022$0.08 (1)May 2, 2022June 30, 2022July 15, 2022$0.08 (1)
August 8, 2022August 8, 2022September 30, 2022October 14, 2022$0.34 August 8, 2022September 30, 2022October 14, 2022$0.34 
August 8, 2022August 8, 2022September 30, 2022October 14, 2022$0.06 (1)August 8, 2022September 30, 2022October 14, 2022$0.06 (1)
October 31, 2022October 31, 2022December 30, 2022January 16, 2023$0.36 October 31, 2022December 30, 2022January 16, 2023$0.36 
October 31, 2022October 31, 2022December 30, 2022January 16, 2023$0.08 (1)October 31, 2022December 30, 2022January 16, 2023$0.08 (1)
February 21, 2023February 21, 2023March 31, 2023April 14, 2023$0.37 February 21, 2023March 31, 2023April 14, 2023$0.37 
February 21, 2023February 21, 2023March 31, 2023April 14, 2023$0.07 (1)February 21, 2023March 31, 2023April 14, 2023$0.07 (1)
May 4, 2023May 4, 2023June 30, 2023July 18, 2023$0.37 
May 4, 2023May 4, 2023June 30, 2023July 18, 2023$0.07 (1)
(1)Represents a special/supplemental dividend.

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10. CONSOLIDATED FINANCIAL HIGHLIGHTS
The following is a schedule of consolidated financial highlights for the three month periodssix months ended March 31,June 30, 2023 and 2022: 
For the three month periods ended Six months ended June 30,
March 31, 2023March 31, 2022 20232022
Per Common Share Data:Per Common Share Data:Per Common Share Data:
Net asset value per common share, beginning of periodNet asset value per common share, beginning of period$16.99 $16.91 Net asset value per common share, beginning of period$16.99 $16.91 
Net investment income (loss) (1)
Net investment income (loss) (1)
0.50 0.47 
Net investment income (loss)(1)
1.02 0.87 
Net realized gain (loss) and net change in unrealized appreciation (depreciation) on investments and non-investment assets and liabilitiesNet realized gain (loss) and net change in unrealized appreciation (depreciation) on investments and non-investment assets and liabilities0.03 0.09 Net realized gain (loss) and net change in unrealized appreciation (depreciation) on investments and non-investment assets and liabilities(0.41)(0.23)
Net increase (decrease) in net assets resulting from operationsNet increase (decrease) in net assets resulting from operations0.53 0.56 Net increase (decrease) in net assets resulting from operations0.61 0.64 
Dividends declared (2)
Dividends declared (2)
(0.44)(0.40)
Dividends declared(2)
(0.88)(0.80)
Other(3)
— 0.01 
Accretion due to share repurchasesAccretion due to share repurchases0.01 0.03 Accretion due to share repurchases0.01 0.06 
Net asset value per common share, end of periodNet asset value per common share, end of period$17.09 $17.11 Net asset value per common share, end of period$16.73 $16.81 
Market price per common share, end of periodMarket price per common share, end of period$13.62 $14.39 Market price per common share, end of period$14.56 $12.70 
Number of common shares outstanding, end of periodNumber of common shares outstanding, end of period50,794,941 52,647,158 Number of common shares outstanding, end of period50,794,941 52,148,211 
Total return based on net asset value (4)(3)
Total return based on net asset value (4)(3)
3.54 %3.55 %
Total return based on net asset value (4)(3)
4.60 %4.14 %
Total return based on market price (5)(4)
Total return based on market price (5)(4)
(2.03)%7.72 %
Total return based on market price (5)(4)
8.08 %(1.68)%
Net assets attributable to Common Stockholders, end of periodNet assets attributable to Common Stockholders, end of period$868,193 $900,540 Net assets attributable to Common Stockholders, end of period$849,681 $876,493 
Ratio to average net assets attributable to Common Stockholders(6):
Ratio to average net assets attributable to Common Stockholders(5):
Ratio to average net assets attributable to Common Stockholders(5):
Expenses before incentive feesExpenses before incentive fees3.03 %1.86 %Expenses before incentive fees6.22 %3.92 %
Expenses after incentive feesExpenses after incentive fees3.66 %2.44 %Expenses after incentive fees7.51 %5.01 %
Net investment income (loss)Net investment income (loss)3.06 %2.84 %Net investment income (loss)6.24 %5.31 %
Interest expense and credit facility feesInterest expense and credit facility fees1.99 %0.85 %Interest expense and credit facility fees4.08 %1.88 %
Ratios/Supplemental Data:Ratios/Supplemental Data:Ratios/Supplemental Data:
Asset coverage, end of periodAsset coverage, end of period175.82 %185.86 %Asset coverage, end of period177.99 %177.39 %
Portfolio turnoverPortfolio turnover2.90 %6.00 %Portfolio turnover5.38 %16.20 %
Weighted-average shares outstandingWeighted-average shares outstanding50,887,075 52,892,054 Weighted-average shares outstanding50,840,753 52,655,375 
    
(1)Net investment income (loss) per common share was calculated as net investment income (loss) less the preferred dividend for the period divided by the weighted average number of common shares outstanding for the period.
(2)Dividends declared per common share was calculated as the sum of dividends on common stock declared during the period divided by the number of common shares outstanding at each respective quarter-end date (refer to Note 9, Net Assets).
(3)Includes the impact of different share amounts as a result of calculating certain per share data based on the weighted-average basic shares outstanding and certain per share data based on the shares outstanding as of a period end or transaction date.
(4)Total return based on net asset value (not annualized) is based on the change in net asset value per common share during the period plus the declared dividends on common stock, assuming reinvestment of dividends in accordance with the dividend reinvestment plan, divided by the beginning net asset value for the period.
(5)(4)Total return based on market value (not annualized) is calculated as the change in market value per common share during the period plus the declared dividends on common stock, assuming reinvestment of dividends in accordance with the dividend reinvestment plan, divided by the beginning market price for the period.
(6)(5)These ratios to average net assets attributable to Common Stockholders have not been annualized.

11. LITIGATION
The Company may become party to certain lawsuits in the ordinary course of business. The Company does not believe that the outcome of current matters, if any, will materially impact the Company or its consolidated financial statements. As of March 31,June 30, 2023 and December 31, 2022, the Company was not subject to any material legal proceedings, nor, to the Company’s knowledge, is any material legal proceeding threatened against the Company.
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In addition, portfolio investments of the Company could be the subject of litigation or regulatory investigations in the ordinary course of business. The Company does not believe that the outcome of any current contingent liabilities of its portfolio investments, if any, will materially affect the Company or these consolidated financial statements.

12. TAX
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The Company has not recorded a liability for any uncertain tax positions pursuant to the provisions of ASC 740, Income Taxes, as of March 31,June 30, 2023 and December 31, 2022.
In the normal course of business, the Company is subject to examination by federal and certain state, local and foreign tax regulators. As of March 31,June 30, 2023 and December 31, 2022, the Company had filed tax returns and therefore is subject to examination.
The Company’s taxable income for each period is an estimate and will not be finally determined until the Company files its tax return for each year. Therefore, the final taxable income, and the taxable income earned in each period and carried forward for distribution in the following period, may be different than this estimate. The estimated tax character of dividends declared on preferred stock and common stock for three month periodssix months ended March 31,June 30, 2023 and 2022 was as follows:
For the three month periods ended Six months ended June 30,
March 31, 2023March 31, 2022 20232022
Ordinary incomeOrdinary income$23,224 $21,939 Ordinary income$46,449 $43,683 
Tax return of capitalTax return of capital$— $— Tax return of capital$— $— 
13. SUBSEQUENT EVENTS
Subsequent events have been evaluated through the date the consolidated financial statements were issued. There have been no subsequent events that require recognition or disclosure through the date the consolidated financial statements were issued, except as disclosed below and elsewhere in the consolidated financial statements.
On May 4,August 3, 2023, the Board of Directors declared a base quarterly common dividend of $0.37 per share plus a supplemental common dividend of $0.07 per share, which are payable on July 18,October 17, 2023 to common stockholders of record on June 30,September 29, 2023.
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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
(dollar amounts in thousands, except per share data, unless otherwise indicated)
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
We have included or incorporated by reference in this Form 10-Q, and from time to time our management may make, “forward-looking statements”. These forward-looking statements are not historical facts, but instead relate to future events or the future performance or financial condition of Carlyle Secured Lending, Inc. (together with its consolidated subsidiaries, “we,” “us,” “our,” “CSL” or the “Company”). These statements are based on current expectations, estimates and projections about us, our current or prospective portfolio investments, our industry, our beliefs, and our assumptions. The forward-looking statements contained in this Form 10-Q involve a number of risks and uncertainties, including statements concerning:
 
•our, or our portfolio companies’, future business, operations, operating results or prospects, including our and their ability to achieve our respective objectives, including as a result of large scale global events such as the COVID-19 pandemic;
•the return or impact of current and future investments;
•the general economy and its impact on the industries in which we invest;
•the impact of any protracted decline in the liquidity of credit markets on our business;
•the impact of fluctuations in interest rates on our business, including from the discontinuation of LIBOR and the implementation of alternatives to LIBOR;
•the valuation of our investments in portfolio companies, particularly those having no liquid trading market;
•the impact of supply chain constraints on our portfolio companies and the global economy;
•the current inflationary environment, and its impact on our portfolio companies and on the industries in which we invest;
•the impact on our business of changes in laws, policies or regulations (including the interpretation thereof) affecting our operations or the operations of our portfolio companies;
•our ability to recover unrealized losses;
•market conditions and our ability to access alternative debt markets and additional debt and equity capital
•our contractual arrangements and relationships with third parties;
•uncertainty surrounding the financial stability of the United States, Europe and China;
•uncertainty surrounding Russia’s military invasion of Ukraine and the impact of geopolitical tensions, such as between China and the United States;
•competition with other entities and our affiliates for investment opportunities;
•the speculative and illiquid nature of our investments;
•the use of borrowed money to finance a portion of our investments;
•our expected financings and investments;
•the adequacy of our cash resources and working capital;
•the timing, form and amount of any dividend distributions;
•the timing of cash flows, if any, from the operations of our portfolio companies;
•the ability to consummate acquisitions;
•the ability of Carlyle Global Credit Investment Management L.L.C., our investment adviser (the “Investment Adviser”), to locate suitable investments for us and to monitor and administer our investments;
•currency fluctuations and the adverse effect such fluctuations could have on the results of our investments in foreign companies, particularly to the extent that we receive payments denominated in foreign currency rather than U.S. dollars;
•the impact of information technology system failures, data security breaches, data privacy compliance, network disruptions, and cybersecurity attacks;
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•the ability of The Carlyle Group Employee Co., L.L.C. to attract and retain highly talented professionals that can provide services to our Investment Adviser and Carlyle Global Credit Administration L.L.C. (the “Administrator”);
•our ability to maintain our status as a business development company (“BDC”); and
•our intent to satisfy the requirements of a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (together with the rules and regulations promulgated thereunder, the “Code”).
We use words such as “anticipates,” “believes,” “expects,” “intends,” “will,” “should,” “may,” “plans,” “continue,” “believes,” “seeks,” “estimates,” “would,” “could,” “targets,” “projects,” “outlook,” “potential,” “predicts” and variations of these words and similar expressions to identify forward-looking statements, although not all forward-looking statements include these words. Our actual results and condition could differ materially from those implied or expressed in the forward-looking statements for any reason, including the factors set forth in “Risk Factors” in Part II, Item 1A of our annual report on Form 10-K for the year ended December 31, 2022 (our “2022 Form 10-K”).
We have based the forward-looking statements included in this Form 10-Q on information available to us on the date of this Form 10-Q, and we assume no obligation to update any such forward-looking statements. Although we undertake no obligation to revise or update any forward-looking statements, 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 Securities and Exchange Commission (the “SEC”), including our annual reports on Form 10-K, registration statements on Form N-2, quarterly reports on Form 10-Q and current reports on Form 8-K.

OVERVIEW
The following discussion and analysis of our financial condition and results of operations should be read in conjunction with Part I, Item 1 of this Form 10-Q “Financial Statements.” This discussion contains forward-looking statements and involves numerous risks and uncertainties, including, but not limited to those described in “Risk Factors” in Part I, Item 1A of our 2022 Form 10-K. Our actual results could differ materially from those anticipated by such forward-looking statements due to factors discussed under “Risk Factors” in our 2022 Form 10-K and “Cautionary Statement Regarding Forward-Looking Statements” appearing elsewhere in this Form 10-Q.
Carlyle Secured Lending, Inc., a Maryland corporation, is a specialty finance company that is a closed-end, externally managed, non-diversified management investment company. We have elected to be regulated as a BDC under the Investment Company Act and have operated our business as a BDC since we began our investment activities. For U.S. federal income tax purposes, we have elected to be treated as a RIC under Subchapter M of the Code. We were formed in February 2012, commenced investment operations in May 2013 and began trading on the Nasdaq Global Select Market, under the symbol “CGBD,” upon completion of our initial public offering in June 2017. Our principal executive offices are located at One Vanderbilt Avenue, Suite 3400, New York, New York 10017.
Our investment objective is to generate current income and, to a lesser extent, capital appreciation primarily through assembling a portfolio of secured debt investments in U.S. middle market companies. Our core investment strategy focuses on lending to U.S. middle market companies, which we define as companies with approximately $25 million to $100 million of earnings before interest, taxes, depreciation and amortization (“EBITDA”), supported by financial sponsors. This core strategy is opportunistically supplemented with differentiated and complementary lending and investing strategies, which take advantage of the broad capabilities of Carlyle's Global Credit platform while offering risk-diversifying portfolio benefits. We seek to achieve our investment objective primarily through direct origination of secured debt instruments, including first lien senior secured loans (which may include stand-alone first lien loans, first lien/last out loans and “unitranche” loans) and second lien senior secured loans (collectively, “Middle Market Senior Loans”), with a minority of our assets invested in higher yielding investments (which may include unsecured debt, subordinated debt and investments in equities). The Middle Market Senior Loans are generally made to private U.S. middle market companies that are, in many cases, controlled by private equity firms.
We are externally managed by our Investment Adviser, an investment adviser registered under the Investment Advisers Act of 1940, as amended. Our Administrator provides the administrative services necessary for us to operate. Both our Investment Adviser and our Administrator are wholly owned subsidiaries of Carlyle Investment Management L.L.C., a subsidiary of Carlyle. The Investment Committee is responsible for reviewing and approving our investment opportunities. The members of the Investment Committee include several of the most senior credit professionals within the Global Credit segment, with backgrounds and expertise across multiple asset classes with significant industry experience and tenure. As of March 31,June 30, 2023, our Investment Adviser’s investment team included a team of 210211 investment professionals across the Carlyle Global Credit segment. The Investment Committee has delegated approval of certain amendments, follow-on investments with existing borrowers, investments below certain size thresholds (existing or new platforms), and other matters as determined by the
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Investment Committee to the Screening Committee. In addition, our Investment Adviser and its investment team are supported by a team of finance, operations and administrative professionals currently employed by Carlyle Employee Co., a wholly owned subsidiary of Carlyle. In conducting our investment activities, we believe that we benefit from the significant scale, relationships and resources of Carlyle, including our Investment Adviser and its affiliates.
KEY COMPONENTS OF OUR RESULTS OF OPERATIONS
Investments
Our level of investment activity can and does vary substantially from period to period depending on many factors, including the amount of debt available to middle market companies, the general economic environment and the competitive environment for the type of investments we make.
Revenue
We generate revenue primarily in the form of interest income on debt investments we hold. In addition, we generate income from dividends on direct equity investments, capital gains on the sales of loans and debt and equity securities and various loan origination and other fees. Our debt investments generally have a stated term of five to eight years and generally bear interest at a floating rate usually determined on the basis of a benchmark such as LIBOR or SOFR. Interest on these debt investments is generally paid quarterly. In some instances, we receive payments on our debt investments based on scheduled amortization of the outstanding balances. In addition, we receive repayments of some of our debt investments prior to their scheduled maturity date. The frequency or volume of these repayments fluctuates significantly from period to period. Our portfolio activity also reflects the proceeds of sales of securities. We may also generate revenue in the form of commitment, origination, amendment, structuring or due diligence fees, fees for providing managerial assistance and consulting fees.
Expenses
Our primary operating expenses include the payment of: (i) investment advisory fees, including base management fees and incentive fees, to our Investment Adviser pursuant to the investment advisory agreement between us and our Investment Adviser (as amended, the “Investment Advisory Agreement”); (ii) debt service and other costs of borrowings or other financing arrangements; (iii) costs and other expenses and our allocable portion of overhead incurred by our Administrator in performing its administrative obligations under the Administration Agreement between us and our Administrator; and (iii)(iv) other operating expenses as detailedsummarized below:
 
•administration fees payable under our Administration Agreement and Sub-Administration Agreements, including related expenses;
•the costs of any offerings of our common stock and other securities, if any;
•calculating individual asset values and our net asset value (including the cost and expenses of any independent valuation firms);
•expenses, including travel expenses, incurred by our Investment Adviser, or members of our Investment Adviser team managing our investments, or payable to third parties, performing due diligence on prospective portfolio companies and, if necessary, expenses of enforcing our rights;
•certain costs and expenses relating to distributions paid on our shares;
•debt service and other costs of borrowings or other financing arrangements;companies;
•the allocated costs incurred by our Investment Adviser in providing managerial assistance to those portfolio companies that request it;
•amounts payable to third parties relating to, or associated with, making or holding investments;
•the costs associated with subscriptions to data service, research-related subscriptions and expenses and quotation equipment and services used in making or holding investments;
•transfer agent and custodial fees;
•costs of hedging;
•commissions and other compensation payable to brokers or dealers;
•federal and state registration fees;
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•any U.S. federal, state and local taxes, including any excise taxes;
•independent director fees and expenses;
•costs of preparing financial statements and maintaining books and records, costs of preparing tax returns, costs of Sarbanes-Oxley Act compliance and attestation and costs of filing reports or other documents with the SEC (or other
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regulatory bodies), and other reporting and compliance costs, including federal and state registration and any applicable listing fees, and the compensation of professionals responsible for the preparation or review of the foregoing;fees;
•the costs of any reports, proxy statements or other notices to our stockholders (including printing and mailing costs), the costs of any stockholders’ meetings and the compensation of investor relations personnel responsible for the preparation of the foregoing and related matters;meetings;
•the costs of specialty and custom software for monitoring risk, compliance and overall portfolio, including any development costs incurred prior to the filing of our election to be regulated as a BDC;portfolio;
•our fidelity bond;
•directors and officers/errors and omissionsbond, liability insurance, and any other insurance premiums;
•indemnification payments;
•direct fees and expenses associated with independent audits, agency, consulting and legal costs; and
•all other expenses incurred by us or our Administrator in connection with administering our business, including our allocable share of certain officers and their staff compensation.
We expect our general and administrative expenses to be relatively stable or to decline as a percentage of total assets during periods of asset growth and to increase during periods of asset decline.
PORTFOLIO AND INVESTMENT ACTIVITY
Below is a summary of certain characteristics of our investment portfolio as of March 31,June 30, 2023 and December 31, 2022.
As ofAs of
March 31, 2023December 31, 2022June 30, 2023December 31, 2022
Number of investmentsNumber of investments171 173 Number of investments174 173 
Number of portfolio companies / investment fundsNumber of portfolio companies / investment funds133 134 Number of portfolio companies / investment funds130 134 
Number of industriesNumber of industries27 28 Number of industries26 28 
Percentage of total investment fair value:Percentage of total investment fair value:Percentage of total investment fair value:
First lien debtFirst lien debt68.5 %68.6 %First lien debt67.1 %68.6 %
Second lien debtSecond lien debt13.1 %13.3 %Second lien debt14.0 %13.3 %
Total secured debtTotal secured debt81.6 %81.9 %Total secured debt81.1 %81.9 %
Investment FundsInvestment Funds13.2 %13.3 %Investment Funds13.5 %13.3 %
Equity investmentsEquity investments5.2 %4.8 %Equity investments5.4 %4.8 %
Percentage of debt investment fair value:Percentage of debt investment fair value:Percentage of debt investment fair value:
Floating rate (1)
Floating rate (1)
98.9 %98.5 %
Floating rate(1)
98.9 %98.5 %
Fixed interest rateFixed interest rate1.1 %1.5 %Fixed interest rate1.1 %1.5 %
(1)Primarily subject to interest rate floors.
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Our investment activity for the three month periodsmonths ended March 31,June 30, 2023 and 2022 is presented below (information presented herein is at amortized cost unless otherwise indicated):
For the three month periods ended Three months ended June 30,
March 31, 2023March 31, 2022 20232022
Investments:Investments:Investments:
Total investments, beginning of periodTotal investments, beginning of period$2,049,975 $1,957,553 Total investments, beginning of period$2,027,648 $1,920,253 
New investments purchasedNew investments purchased57,510 113,966 New investments purchased47,963 196,031 
Net accretion of discount on investmentsNet accretion of discount on investments1,855 2,338 Net accretion of discount on investments1,929 2,761 
Net realized gain (loss) on investmentsNet realized gain (loss) on investments(13,315)5,839 Net realized gain (loss) on investments(7,991)54 
Investments sold or repaidInvestments sold or repaid(68,377)(159,443)Investments sold or repaid(106,405)(160,798)
Total Investments, end of periodTotal Investments, end of period$2,027,648 $1,920,253 Total Investments, end of period$1,963,144 $1,958,301 
Principal amount of investments funded:Principal amount of investments funded:Principal amount of investments funded:
First Lien DebtFirst Lien Debt$53,164 $110,594 First Lien Debt$44,511 $198,625 
Second Lien DebtSecond Lien Debt325 249 Second Lien Debt4,825 430 
Equity Investments(1)
Equity Investments(1)
2,361 820 
Equity Investments(1)
1,630 51 
TotalTotal$55,850 $111,663 Total$50,966 $199,106 
Principal amount of investments sold or repaid:Principal amount of investments sold or repaid:Principal amount of investments sold or repaid:
First Lien DebtFirst Lien Debt$(68,505)$(108,253)First Lien Debt$(106,038)$(156,301)
Second Lien DebtSecond Lien Debt(6,954)(36,325)Second Lien Debt— (5,000)
Equity Investments(1)
Equity Investments(1)
(829)(3)
Equity Investments(1)
(1,495)(51)
TotalTotal$(76,288)$(144,581)Total$(107,533)$(161,352)
Number of new funded investments9 8 
Average amount of new funded investments$3,643 $10,771 
Percentage of new funded debt investments at floating interest rates100 %100 %
Percentage of new funded debt investments at fixed interest rates— %— %
Number of new funded debt investments(2)
Number of new funded debt investments(2)
2 11 
Average amount of new funded debt investmentsAverage amount of new funded debt investments$11,002 $11,497 
(1)Based on cost/proceeds of equity activity. The prior period has been conformed to the current presentation.
(2)For the three months ended June 30, 2023 and 2022, 100% of new funded debt investments were at floating interest rates.
As of March 31,June 30, 2023 and December 31, 2022, investments consisted of the following:
March 31, 2023December 31, 2022 June 30, 2023December 31, 2022
Amortized
Cost		Fair ValueAmortized
Cost		Fair Value Amortized
Cost		Fair ValueAmortized
Cost		Fair Value
First Lien DebtFirst Lien Debt$1,398,638 $1,350,740 $1,416,343 $1,359,962 First Lien Debt$1,328,460 $1,272,650 $1,416,343 $1,359,962 
Second Lien DebtSecond Lien Debt264,892 259,429 271,266 262,703 Second Lien Debt269,185 265,536 271,266 262,703 
Equity InvestmentsEquity Investments93,021 102,241 91,269 94,190 Equity Investments94,402 102,214 91,269 94,190 
Investment FundsInvestment Funds271,097 261,155 271,097 263,022 Investment Funds271,097 256,020 271,097 263,022 
TotalTotal$2,027,648 $1,973,565 $2,049,975 $1,979,877 Total$1,963,144 $1,896,420 $2,049,975 $1,979,877 

The weighted average yields(1) for our first lien debt, second lien debt and income producing investments, based on the amortized cost and fair value as of March 31,June 30, 2023 and December 31, 2022, were as follows:
March 31, 2023December 31, 2022 June 30, 2023December 31, 2022
Amortized
Cost		Fair ValueAmortized
Cost		Fair Value Amortized
Cost		Fair ValueAmortized
Cost		Fair Value
First Lien DebtFirst Lien Debt11.9 %12.2 %11.5 %11.9 %First Lien Debt12.4 %12.8 %11.5 %11.9 %
Second Lien DebtSecond Lien Debt13.0 %13.2 %12.8 13.2 Second Lien Debt13.5 %13.6 %12.8 13.2 
First and Second Lien Debt TotalFirst and Second Lien Debt Total12.0 %12.3 %11.7 %12.1 %First and Second Lien Debt Total12.6 %12.9 %11.7 %12.1 %
Total Debt and Income Producing Investments(2)
Total Debt and Income Producing Investments(2)
12.1 %12.4 %11.8 %12.2 %
Total Debt and Income Producing Investments(2)
12.6 %12.9 %11.8 %12.2 %
(1)Weighted average yields include the effect of accretion of discounts and amortization of premiums and are based on interest rates as of March 31,June 30, 2023 and December 31, 2022. Weighted average yield on debt and income producing investments at fair value is computed as (a) the annual stated interest rate or yield earned plus the net annual amortization of original issue discount (“OID”) and market discount earned, divided by (b) total fair value included in such securities. Weighted average yield on debt and income producing
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investments at amortized cost is computed as (a) the annual stated interest rate or yield earned plus the net annual amortization of OID
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and market discount earned, divided by (b) total amortized cost included in such securities. Actual yields earned over the life of each investment could differ materially from the yields presented above. Effective March 31, 2023, weighted average yields exclude investments placed on non-accrual status. Prior periods were conformed to the current presentation. Inclusive of all debt and income producing investments and investments on non-accrual status, the weighted average yield on amortized cost was 11.6%12.2% and 11.4% as of March 31,June 30, 2023 and December 31, 2022, respectively.
(2)Income Producing Investments include Credit Fund and Credit Fund II, as well as income producing equity investments.
Total weighted average yields (which includes the effect of accretion of discount and amortization of premiums) of our first lien debt, second lien debt and income producing investments as measured on an amortized cost basis increased from 11.8% to 12.1%12.6% from December 31, 2022 to March 31,June 30, 2023. The increase in weighted average yields was primarily due to the impact of rising benchmark interest rates.
As of March 31,June 30, 2023 and December 31, 2022, threefour and three of our debt investments, respectively, were on non-accrual status, respectively.status. The remaining first and second lien debt investments were performing and current on their interest payments as of March 31,June 30, 2023 and December 31, 2022. The following table summarizes the fair value of our performing and non-accrual/non-performing investments as of March 31,June 30, 2023 and December 31, 2022:
March 31, 2023December 31, 2022 June 30, 2023December 31, 2022
Fair ValuePercentageFair ValuePercentage Fair ValuePercentageFair ValuePercentage
PerformingPerforming$1,904,675 96.5 %$1,921,945 97.1 %Performing$1,861,759 98.2 %$1,921,945 97.1 %
Non-accrual (1)
Non-accrual (1)
68,890 3.5 57,932 2.9 
Non-accrual(1)
34,661 1.8 57,932 2.9 
TotalTotal$1,973,565 100.0 %$1,979,877 100.0 %Total$1,896,420 100.0 %$1,979,877 100.0 %
 
(1)For information regarding our non-accrual policy, see Note 2, Significant Accounting Policies, to the unaudited consolidated financial statements included in this Quarterly Report on Form 10-Q.
See the Consolidated Schedules of Investments as of March 31,June 30, 2023 and December 31, 2022 in our unaudited consolidated financial statements included in this Quarterly Report on Form 10-Q for more information on these investments, including a list of companies and type and amount of investments.
As part of the monitoring process, our Investment Adviser has developed risk assessment policies pursuant to which it regularly assesses the risk profile of each of our debt investments and rates each of them based on the following categories, which we refer to as “Internal Risk Ratings”. Pursuant to these risk policies, an Internal Risk Rating of 1 – 5, which are defined below, is assigned to each debt investment in our portfolio. Key drivers of internal risk ratings include financial metrics, financial covenants, liquidity and enterprise value coverage.
Internal Risk Ratings Definitions
Rating  Definition
1  Borrower is operating above expectations, and the trends and risk factors are generally favorable.
2  Borrower is operating generally as expected or at an acceptable level of performance. The level of risk to our initial cost basis is similar to the risk to our initial cost basis at the time of origination. This is the initial risk rating assigned to all new borrowers.
3  Borrower is operating below expectations and level of risk to our cost basis has increased since the time of origination. The borrower may be out of compliance with debt covenants. Payments are generally current although there may be higher risk of payment default.
4  Borrower is operating materially below expectations and the loan’s risk has increased materially since origination. In addition to the borrower being generally out of compliance with debt covenants, loan payments may be past due, but generally not by more than 120 days. It is anticipated that we may not recoup our initial cost basis and may realize a loss of our initial cost basis upon exit.
5  Borrower is operating substantially below expectations and the loan’s risk has increased substantially since origination. Most or all of the debt covenants are out of compliance and payments are substantially delinquent. It is anticipated that we will not recoup our initial cost basis and may realize a substantial loss of our initial cost basis upon exit.
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Our Investment Adviser monitors and, when appropriate, changes the risk ratings assigned to each debt investment in our portfolio. Our Investment Adviser reviews our investment ratings in connection with our quarterly valuation process. The below table summarizes the Internal Risk Ratings as of March 31,June 30, 2023 and December 31, 2022.
March 31, 2023December 31, 2022 June 30, 2023December 31, 2022
Fair Value% of Fair ValueFair Value% of Fair Value Fair Value% of Fair ValueFair Value% of Fair Value
(dollar amounts in millions)(dollar amounts in millions)    (dollar amounts in millions)    
Internal Risk Rating 1Internal Risk Rating 1$28.7 1.8 %$30.7 1.9 %Internal Risk Rating 1$28.6 1.9 %$30.7 1.9 %
Internal Risk Rating 2Internal Risk Rating 21,305.2 81.0 1,280.1 78.8 Internal Risk Rating 21,248.0 81.1 1,280.1 78.8 
Internal Risk Rating 3Internal Risk Rating 3207.4 12.9 254.0 15.7 Internal Risk Rating 3226.9 14.7 254.0 15.7 
Internal Risk Rating 4Internal Risk Rating 468.9 4.3 48.6 3.0 Internal Risk Rating 434.7 2.3 48.6 3.0 
Internal Risk Rating 5Internal Risk Rating 5— — 9.3 0.6 Internal Risk Rating 5— — 9.3 0.6 
TotalTotal$1,610.2 100.0 %$1,622.7 100.0 %Total$1,538.2 100.0 %$1,622.7 100.0 %
As of March 31,both June 30, 2023 and December 31, 2022, the weighted average Internal Risk Rating of our debt investment portfolio was 2.2, and 2.2, respectively. As of March 31,June 30, 2023, threefour of our debt investments, with an aggregate fair value of $68.9$34.7 million were assigned an Internal Risk Rating of 4.4-5.  As of December 31, 2022, three of our debt investments, with an aggregate fair value of $57.9 million were assigned an Internal Risk Rating of 4-5.
CONSOLIDATED RESULTS OF OPERATIONS
For the three month periods ended March 31, 2023 and 2022
The net increase or decrease in net assets from operations may vary substantially from period to period as a result of various factors, including the recognition of realized gains and losses and net change in unrealized appreciation and depreciation. As a result, quarterly comparisons may not be meaningful.
Net Investment Income
Net investment income (loss) for the three month periodsand six months ended March 31,June 30, 2023 and 2022 was as follows:

For the three month periods endedThree months ended June 30,Six months ended June 30,
March 31, 2023March 31, 20222023202220232022
Total investment incomeTotal investment income$58,375 $47,509 Total investment income$60,065 $44,568 $118,440 $92,077 
Net expenses (including Excise tax expense)(31,805)(21,990)
Total expenses (including Excise tax expense)Total expenses (including Excise tax expense)(32,890)(22,698)(64,695)(44,688)
Net investment income (loss)Net investment income (loss)$26,570 $25,519 Net investment income (loss)$27,175 $21,870 $53,745 $47,389 

The increase in net investment income for the three and six months ended June 30, 2023 from the comparable periods in 2022 was primarily driven by the changes discussed below.
Investment Income
Investment income for the three month periodsand six months ended March 31,June 30, 2023 and 2022 was as follows: 
For the three month periods ended Three months ended June 30,Six months ended June 30,
March 31, 2023March 31, 2022 2023202220232022
Investment incomeInvestment incomeInvestment income
Interest incomeInterest income$44,948 $34,028 Interest income$46,154 $31,682 $91,102 $65,710 
PIK incomePIK income4,188 3,721 PIK income4,716 3,728 8,904 7,449 
Dividend IncomeDividend Income8,276 7,524 Dividend Income8,276 7,524 16,552 15,048 
Other incomeOther income963 2,236 Other income919 1,634 1,882 3,870 
Total investment incomeTotal investment income$58,375 $47,509 Total investment income$60,065 $44,568 $118,440 $92,077 
The increase in investment income for the three month periodand six months ended March 31,June 30, 2023 from the comparable periodperiods in 2022 was primarily driven by an increase in interest income from higher weighted average interest rates, partially offset by a decrease in other income. As of March 31,June 30, 2023, the size of our portfolio increased to $2,027,648$1,963,144 from $1,920,253$1,958,301 as of March 31, 2022,June 30,
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2022, at amortized cost. As of March 31,June 30, 2023, the weighted average yield of our first and second lien debt investments increased to 12.0%12.6% from 8.2%8.8% as of March 31, 2022 on amortized cost. As of March 31, 2023 total weighted average yields on debt and income producing investments increased to 12.1% from 8.7% as of March 31,June 30, 2022 on amortized cost.
Interest and PIK income on our first and second lien debt investments is dependent on the composition and credit quality of the portfolio. Generally, we expect the portfolio to generate predictable quarterly interest income based on the terms stated in each loan’s credit agreement. As of March 31,June 30, 2023 and 2022, threefour and three first lienof our debt investments, respectively, were on non-accrual status. Non-accrual investments had a fair value of $68,890$34,661 and $69,957$75,819, respectively, which represented approximately 3.5%1.8% and 3.7%4.0% of total investments at fair value, respectively, as of March 31,June 30, 2023 and 2022. The remaining first and second lien debt investments were performing and current on their interest payments as of March 31,June 30, 2023 and 2022.
For the three month periods ended March 31, 2023 and 2022, the Company earned $963 and $2,236, respectively, in other income. The decrease in other income for the three month periodand six months ended March 31,June 30, 2023 from the comparable periodperiods in 2022 was primarily driven by lower amendment and prepayment fees.
For the three month periods ended March 31, 2023 and 2022, the Company earned $8,276 and $7,524, respectively, in dividend income from the investment funds. The increase in dividend income for the three month periodand six months ended March 31,June 30, 2023 from the comparable periodperiods in 2022 was primarily driven by an increase in dividends declared by the investment funds as a result of higher net investment income each investment fund earned.
Expenses
 For the three month periods ended
 March 31, 2023March 31, 2022
Base management fees$7,236 $7,050 
Incentive fees5,472 5,228 
Professional fees689 783 
Administrative service fees28 406 
Interest expense and credit facility fees17,281 7,616 
Directors’ fees and expenses123 160 
Other general and administrative453 394 
Excise tax expense523 353 
Total Expenses$31,805 $21,990 

Interest expense and credit facility feesExpenses for the three month periodsand six months ended March 31,June 30, 2023 and 2022 comprised the following:
 For the three month periods ended
 March 31, 2023March 31, 2022
Interest expense$16,780 $7,099 
Facility unused commitment fee230 333 
Amortization of deferred financing costs271 184 
Total interest expense and credit facility fees$17,281 $7,616 
Cash paid for interest expense16,712 7,106 
Average principal debt outstanding$1,092,941 $987,652 
Weighted average interest rate6.14 %2.88 %
The increase in interest expense and credit facility fees for the three month periods ended March 31, 2023 compared to the comparable period in 2022 was primarily driven by higher weighted average interest rates due to higher benchmark rates.
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 Three months ended June 30,Six months ended June 30,
 2023202220232022
Base management fees$7,185 $7,113 $14,421 $14,163 
Incentive fees5,593 4,458 11,065 9,686 
Professional fees523 752 1,212 1,535 
Administrative service fees469 461 497 867 
Interest expense and credit facility fees17,873 9,170 35,154 16,786 
Directors’ fees and expenses107 186 230 346 
Other general and administrative490 382 943 776 
Excise tax expense650 176 1,173 529 
Total expenses (including Excise tax expense)$32,890 $22,698 $64,695 $44,688 
Below is a summary of the base management fees and incentive fees incurred during the three month periodsand six months ended March 31,June 30, 2023 and 2022.
For the three month periods endedThree months ended June 30,Six months ended June 30,
March 31, 2023March 31, 20222023202220232022
Base management feesBase management fees$7,236 $7,050 Base management fees$7,185 $7,113 $14,421 $14,163 
Incentive fees on pre-incentive fee net investment incomeIncentive fees on pre-incentive fee net investment income5,472 5,228 Incentive fees on pre-incentive fee net investment income5,593 4,458 11,065 9,686 
Total base management fees and incentive feesTotal base management fees and incentive fees$12,708 $12,278 Total base management fees and incentive fees$12,778 $11,571 $25,486 $23,849 
The increase in base management fees and incentive fees related to pre-incentive fee net investment income for the three month periodand six months ended March 31,June 30, 2023 from the comparable periodperiods in 2022 was driven by higher gross assets and higher pre-incentive fee net investment income, respectively.income. Base management fees for the three and six months ended June 30, 2023 remained consistent with the comparable periods in 2022.
For the three month periodsand six months ended March 31,June 30, 2023 and 2022, there were no accrued capital gains incentive fees based upon the cumulative net realized and unrealized appreciation (depreciation) as of March 31,June 30, 2023 and 2022. The accrual for any capital gains incentive fee under accounting principles generally accepted in the United States (“U.S. GAAP”) in a given period may result in an additional expense if such cumulative amount is greater than in the prior period or a reduction of previously recorded expense if such cumulative amount is less than in the prior period. If such cumulative amount is negative, then there is no accrual. See Note 4, Related Party Transactions, to the unaudited consolidated financial statements included in this Quarterly Report on Form 10-Q for more information on the incentive and base management fees.
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Interest expense and credit facility fees for the three and six months ended June 30, 2023 and 2022 comprised the following:
 Three months ended June 30,Six months ended June 30,
 2023202220232022
Interest expense$17,339 $8,582 $34,119 $15,681 
Facility unused commitment fee257 297 487 630 
Amortization of deferred financing costs and debt issuance costs277 291 548 475 
Total interest expense and credit facility fees$17,873 $9,170 $35,154 $16,786 
Cash paid for interest expense and credit facility fees17,242 8,052 $33,954 $15,442 
Average principal debt outstanding$1,051,132 $1,022,963 $1,071,253 $1,005,405 
Weighted average interest rate6.53 %3.32 %6.34 %3.08 %
The increase in interest expense and credit facility fees for the three and six months ended June 30, 2023 compared to the comparable periods in 2022 was primarily driven by higher weighted average interest rates due to higher benchmark rates.
Professional fees include legal, rating agencies, audit, tax, valuation, technology and other professional fees incurred related to the management of the Company. Administrative service fees represent fees paid to the Administrator for our allocable portion of overhead and other expenses incurred by the Administrator in performing its obligations under the Administration Agreement, including our allocable portion of the cost of certain of our executive officers and their respective staff. Other general and administrative expenses include insurance, filing, research, subscriptions and other costs.
Net Realized Gain (Loss) and Net Change in Unrealized Appreciation (Depreciation) on Investments
During the three month periodsmonths ended March 31,June 30, 2023, we had realized gains on 5 investments, totaling approximately $1,209, which was offset by realized losses on 7 investments, totaling approximately $9,200. During the three months ended June 30, 2022, we had realized gains on 4 investments, totaling approximately $238,$1,515, partially offset by realized losses on 7 investments totaling $1,461. During the six months ended June 30, 2023, we had realized gains on 9 investments, totaling approximately $1,447, which was offset by realized losses on 512 investments, totaling approximately $13,553.$22,753. During the three month periodssix months ended March 31,June 30, 2022, we had realized gains on 11 investments, totaling approximately $7,354 and realized losses on 7 investments, totaling approximately $5,839 and no realized losses on investments.$1,461.
During the three month periodsmonths ended March 31,June 30, 2023, we had a change in unrealized appreciation on 10797 investments, totaling approximately $34,772,$23,819, which was offset by a change in unrealized depreciation on 6169 investments, totaling approximately $18,757.$36,460. During the three month periodsmonths ended March 31,June 30, 2022, we had a change in unrealized appreciation on 4528 investments, totaling approximately $19,498,$13,158, which was offset by a change in unrealized depreciation on 102124 investments, totaling approximately $22,070.$35,110. During the six months ended June 30, 2023, we had unrealized appreciation on 110 investments, totaling approximately $54,686, which was offset by a change in unrealized depreciation on 66 investments, totaling approximately $51,312. During the six months ended June 30, 2022, we had unrealized appreciation on 37 investments, totaling approximately $25,628, which was offset by a change in unrealized depreciation on 135 investments, totaling approximately $50,152.
Net realized gain (loss) and net change in unrealized appreciation (depreciation) for the three and six months ended June 30, 2023 and 2022 were as follows:
 Three months ended June 30,Six months ended June 30,
 2023202220232022
Net realized gain (loss) on investments$(7,991)$54 $(21,306)$5,893 
Net change in unrealized appreciation (depreciation) on investments(1)
(12,641)(21,952)3,374 (24,524)
Net realized gain (loss) and net change in unrealized appreciation (depreciation) on investments$(20,632)$(21,898)$(17,932)$(18,631)
Net realized currency gain (loss) on non-investment assets and liabilities45 (39)(8)(407)
Net change in unrealized currency gains (losses) on non-investment assets and liabilities(1,875)4,732 (3,105)6,997 
Net realized and unrealized gains (losses)$(22,462)$(17,205)$(21,045)$(12,041)
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(1)For the three and six months ended June 30, 2023, net change in unrealized appreciation (depreciation) on investments included $1,839 and $3,142 related to currency gains (losses), respectively. For the three and six months ended June 30, 2022, net change in unrealized appreciation (depreciation) on investments included $(5,370) and $(7,169) related to currency gains (losses), respectively
Net realized gain (loss) and net change in unrealized appreciation (depreciation) by the type of investments for the three month periodsand six months ended March 31,June 30, 2023 and 2022 were as follows:
 For the three month periods ended
 March 31, 2023March 31, 2022
Net realized gain (loss) on investments$(13,315)$5,839 
Net change in unrealized appreciation (depreciation) on investments16,015 (2,572)
Net realized gain (loss) and net change in unrealized appreciation (depreciation) on investments$2,700 $3,267 
Net realized gain (loss) and net change in unrealized appreciation (depreciation) by the type of investments for the three month periods ended March 31, 2023 and 2022 were as follows:
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For the three month periods ended Three months ended June 30,Six months ended June 30,
March 31, 2023March 31, 2022 2023202220232022
TypeTypeNet realized gain (loss)Net change in unrealized appreciation (depreciation)Net realized gain (loss)Net change in unrealized appreciation (depreciation)TypeNet realized gain (loss)Net change in unrealized appreciation (depreciation)Net realized gain (loss)Net change in unrealized appreciation (depreciation)Net realized gain (loss)Net change in unrealized appreciation (depreciation)Net realized gain (loss)Net change in unrealized appreciation (depreciation)
First Lien DebtFirst Lien Debt$(13,429)$8,483 $3,455 $(6,491)First Lien Debt$(9,180)$(7,912)$(504)$(7,336)$(22,609)$571 $2,951 $(13,827)
Second Lien DebtSecond Lien Debt(49)3,100 — (2,058)Second Lien Debt1 1,814 (956)(9,163)(48)4,914 (956)(11,221)
Equity InvestmentsEquity Investments163 6,299 2,384 1,914 Equity Investments1,188 (1,408)1,514 (1,969)1,351 4,891 3,898 (55)
Investment FundsInvestment Funds— (1,867)— 4,063 Investment Funds— (5,135)— (3,487)— (7,002)— 579 
TotalTotal$(13,315)$16,015 $5,839 $(2,572)Total$(7,991)$(12,641)$54 $(21,955)$(21,306)$3,374 $5,893 $(24,524)

The net realized loss in our investments for the three month periodand six months ended March 31,June 30, 2023 was primarily driven by the exit of our investment in DermaRite.DermaRite and the restructuring of PPT Management Holdings. Net change in unrealized appreciation (depreciation) in our investments for the three month periodand six months ended March 31,June 30, 2023 improved compared towas primarily driven by the comparable periodperformance of our investment in 2022 primarily due to tighter market spreads andAmerican Physician Partners offset by the reversal of prior period unrealized losses on our investment in DermaRite.DermaRite and Bayside OPCP (formerly PPT Management). Net change in unrealized appreciation (depreciation) is also driven by changes in other inputs utilized under our valuation methodology, including, but not limited to, enterprise value multiples, borrower leverage multiples and borrower ratings, and the impact of exits.
Middle Market Credit Fund, LLC (“Credit Fund”)
On February 29, 2016, we and Credit Partners entered into an amended and restated limited liability company agreement, which was subsequently amended and restated on June 24, 2016 and February 22, 2021, May 16, 2022 and April 20, 2023 (as amended, the “Limited Liability Company Agreement”) to co-manage Credit Fund, a Delaware limited liability company that is not consolidated in our consolidated financial statements. Credit Fund is managed by a six-member board of managers, on which we and Credit Partners each have equal representation. We and Credit Partners each have 50% economic ownership of Credit Fund and have commitments to fund, from time to time, capital of up to $250,000 each. Funding of such commitments generally requires the approval of the board of Credit Fund, including the board members appointed by us. By virtue of our respective membership interests, we and Credit Partners each indirectly bear an allocable share of all expenses and other obligations of Credit Fund.
Credit Fund primarily invests in first lien loans of middle market companies sourced primarily by us and our affiliates. Portfolio and investment decisions with respect to Credit Fund must be unanimously approved by a quorum of Credit Fund’s investment committee consisting of an equal number of representatives of us and Credit Partners. Therefore, although we own more than 25% of the voting securities of Credit Fund, we do not believe that we have control over Credit Fund (other than for purposes of the Investment Company Act). Middle Market Credit Fund SPV, LLC (“Credit Fund Sub”), MMCF CLO 2017-1 LLC (the “2017-1 Issuer") and MMCF Warehouse II, LLC (“Credit Fund Warehouse II”), each a Delaware limited liability company are wholly owned subsidiaries of Credit Fund and are consolidated in Credit Fund’s consolidated financial statements.
Since inception of Credit Fund and through March 31,June 30, 2023 and December 31, 2022, we and Credit Partners each made capital contributions of $1 and $1 in members’ equity, respectively, and $216,000 and $216,000 in subordinated loans, respectively, to Credit Fund. On May 25, 2021, the Company and Credit Partners received an aggregate return of capital on the subordinated loans of $46,000, of which the Company received $23,000. The cost and fair value of our investment in Credit Fund was $193,001 and $189,970,$189,101, respectively, as of March 31,June 30, 2023 and $193,001 and $190,065, respectively, as of December 31, 2022.
Our portion of the dividend declared by Credit Fund was $5,500 and $5,000 for the three month periodsmonths ended March 31,June 30, 2023 and 2022, respectively. Our portion of the dividend declared by Credit Fund was 11,000 and $10,000 for the six months ended June 30, 2023 and 2022, respectively. As of March 31,both June 30, 2023 and December 31, 2022, our annualized dividend yield from Credit Fund was 11.4% and 11.4%, respectively..
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Below is a summary of Credit Fund’s portfolio as of March 31,June 30, 2023 and December 31, 2022:
As of
March 31, 2023December 31, 2022
Senior secured loans (1)
$880,770 $955,605 
Weighted average yields of senior secured loans based on amortized cost (2)
10.6 %10.0 %
Weighted average yields of senior secured loans based on fair value (2)
11.1 %10.5 %
Number of portfolio companies in Credit Fund41 45 
Average amount per portfolio company (1)
$21,482 $21,236 
Number of loans on non-accrual status1 — 
Fair value of loans on non-accrual status$1,714 $— 
Percentage of portfolio at floating interest rates (3)(4)
100.0 %100.0 %
Fair value of loans with PIK provisions$43,984 $49,950 
Percentage of portfolio with PIK provisions (4)
5.3 %5.5 %
As of
June 30, 2023December 31, 2022
Senior secured loans(1)
$860,168 $955,605 
Weighted average yields of senior secured loans based on amortized cost(2)
10.9 %10.0 %
Weighted average yields of senior secured loans based on fair value(2)
11.5 %10.5 %
Number of portfolio companies in Credit Fund41 45 
Average amount per portfolio company(1)
$20,980 $21,236 
Number of loans on non-accrual status2 — 
Fair value of loans on non-accrual status$5,566 $— 
Percentage of portfolio at floating interest rates(3)(4)
100.0 %100.0 %
Fair value of loans with PIK provisions$34,774 $49,950 
Percentage of portfolio with PIK provisions(4)
4.4 %5.5 %
(1)At par/principal amount.
(2)Weighted average yields include the effect of accretion of discounts and amortization of premiums and are based on interest rates as of March 31,June 30, 2023 and December 31, 2022. Weighted average yield on debt at fair value is computed as (a) the annual stated interest rate or yield earned plus the net annual amortization of original issue discount (“OID”) and market discount earned, divided by (b) total fair value included in such securities. Weighted average yield on debt at amortized cost is computed as (a) the annual stated interest rate or yield earned plus the net annual amortization of OID and market discount earned, divided by (b) total amortized cost included in such securities. Actual yields earned over the life of each investment could differ materially from the yields presented above. Effective March 31, 2023, weighted average yields exclude investments placed on non-accrual status. Prior periods were conformed to the current presentation.
(3)Floating rate debt investments are generally subject to interest rate floors.
(4)Percentages based on fair value.
DuringFor both the three month periodsand six months ended March 31,June 30, 2023, the Company sold 3 investments to Credit Fund for proceeds of $18,237 and realized a loss of $94. For both the three and six months ended June 30, 2022, the Company sold nothree investments to Credit Fund.Fund for proceeds of $53,520 and realized a loss of $73. See Note 5, Middle Market Credit Fund, LLC, to the unaudited consolidated financial statements included in this Quarterly Report on Form 10-Q.
Middle Market Credit Fund II, LLC (“Credit Fund II”)
On November 3, 2020, we and Cliffwater Corporate Lending Fund (“CCLF”) entered into a limited liability company agreement to co-manage Credit Fund II, a Delaware limited liability company that is not consolidated in our consolidated financial statements. Credit Fund II is managed by a four-member board, on which we and CCLF have equal representation. We and CCLF have 84.13% and 15.87% economic ownership of Credit Fund II, respectively. By virtue of our respective membership interests, we and CCLF each indirectly bear an allocable share of all expenses and other obligations of Credit Fund II.
Credit Fund II primarily invests in senior secured loans of middle market companies. Credit Fund II's initial portfolio was funded in November 2020 with existing senior secured debt investments contributed by us and as part of the transaction, we determined that the contribution met the requirements under ASC 860, Transfers and Servicing. Credit Fund II is expected to make only limited new investments in senior secured loans of middle market companies. Portfolio and investment decisions with respect to Credit Fund II must be unanimously approved by a quorum of Credit Fund II’s board members consisting of at least one of our representatives and one of CCLF's representatives. Therefore, although we own more than 25% of the voting securities of Credit Fund II, we do not believe that we have control over Credit Fund (other than for purposes of the Investment Company Act). Middle Market Credit Fund II SPV, LLC (“Credit Fund II Sub”), a Delaware limited liability company, is a wholly owned subsidiary of Credit Fund II and is consolidated in Credit Fund II’s consolidated financial statements.
Since inception of Credit Fund II and through March 31,June 30, 2023, we and CCLF made capital contributions of $78,096 and $12,709 in members’ equity, respectively, to Credit Fund II. The cost and fair value of our investment in Credit Fund II was $78,096 and $71,185,$66,919, respectively, as of March 31,June 30, 2023 and $78,096 and $72,957, respectively, as of December 31, 2022.
Our portion of the dividend declared by Credit Fund II was $2,7762,776 and $2,5242,524 for the three month periodsmonths ended March 31,June 30, 2023 and 2022, respectively. Our portion of the dividend declared by Credit Fund II was 5,552 and 5,048 for the six months ended June 30, 2023 and 2022, respectively. As of March 31,both June 30, 2023 and December 31, 2022, our annualized dividend yield from Credit Fund II was 14.2% and 14.2%, respectively..
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Below is a summary of Credit Fund II’s portfolio as of March 31,June 30, 2023 and December 31, 2022:
As of
 March 31, 2023December 31, 2022
Senior secured loans (1)
$252,738 $253,310 
Weighted average yields of senior secured loans based on amortized cost (2)
11.4 %11.1 %
Weighted average yields of senior secured loans based on fair value (2)
11.5 %11.3 %
Number of portfolio companies in Credit Fund II35 35 
Average amount per portfolio company (1)
$7,221 $7,237 
Number of loans on non-accrual status1 — 
Fair value of loans on non-accrual status$5,081 $— 
Percentage of portfolio at floating interest rates (3) (4)
98.1 %97.9 %
Percentage of portfolio at fixed interest rates (4)
1.9 %2.1 %
Fair value of loans with PIK provisions$3,008 $10,787 
Percentage of portfolio with PIK provisions (4)
1.2 %4.4 %
As of
 June 30, 2023December 31, 2022
Senior secured loans(1)
$244,773 $253,310 
Weighted average yields of senior secured loans based on amortized cost(2)
11.8 %11.1 %
Weighted average yields of senior secured loans based on fair value(2)
12.0 %11.3 %
Number of portfolio companies in Credit Fund II33 35 
Average amount per portfolio company(1)
$7,417 $7,237 
Number of loans on non-accrual status1 — 
Fair value of loans on non-accrual status$— $— 
Percentage of portfolio at floating interest rates(3)(4)
97.9 %97.9 %
Percentage of portfolio at fixed interest rates(4)
2.1 %2.1 %
Fair value of loans with PIK provisions$2,811 $10,787 
Percentage of portfolio with PIK provisions(4)
1.2 %4.4 %
(1)At par/principal amount.
(2)Weighted average yields include the effect of accretion of discounts and amortization of premiums and are based on interest rates as of March 31,June 30, 2023 and December 31, 2022. Weighted average yield on debt at fair value is computed as (a) the annual stated interest rate or yield earned plus the net annual amortization of original issue discount (“OID”) and market discount earned, divided by (b) total fair value included in such securities. Weighted average yield on debt at amortized cost is computed as (a) the annual stated interest rate or yield earned plus the net annual amortization of OID and market discount earned, divided by (b) total amortized cost included in such securities. Actual yields earned over the life of each investment could differ materially from the yields presented above. Effective March 31, 2023, weighted average yields exclude investments placed on non-accrual status. Prior periods were conformed to the current presentation.
(3)Floating rate debt investments are generally subject to interest rate floors.
(4)Percentages based on fair value.

For the three month periodand six months ended March 31,June 30, 2023, the Company sold 1 investment4 and 5 investments, respectively, to Credit Fund II for proceeds of $9,840$10,749 and $20,589, respectively, and realized gainlosses of $10.$183 and $173, respectively. For both the three month periodand six months ended March 31,June 30, 2022, the Company sold nofour investments to Credit Fund II.II for proceeds of $31,793 and a realized loss of $421. See Note 6, Middle Market Credit Fund II, LLC, to the unaudited consolidated financial statements included in this Quarterly Report on Form 10-Q.
FINANCIAL CONDITION, LIQUIDITY AND CAPITAL RESOURCES
We generate cash from the net proceeds of offerings of our common stock and through cash flows from operations, including investment sales and repayments as well as income earned on investments and cash equivalents. We may also fund a portion of our investments through borrowings under the Credit Facility, as defined below, the issuance of debt, and through securitization of a portion of our existing investments. The primary use of existing funds and any funds raised in the future is expected to be for investments in portfolio companies, repayment of indebtedness, cash distributions to our stockholders and for other general corporate purposes. We believe our current cash position, available capacity on our revolving credit facilities – which is well in excess of our unfunded commitments – and net cash provided by operating activities will provide us with sufficient resources to meet our obligations and continue to support our investment objectives, including reserving for the capital needs which may arise at our portfolio companies.
Credit Facility, Senior Notes, and 2015-1R Notes
On March 21, 2014, we closed on a senior secured revolving credit facility (the “Credit Facility”), as amended from time to time. The maximum principal amount of the Credit Facility is $745,000, which was increased from $688,000 on April 21, 2023 pursuant to the terms of the agreement, subject to availability under the Credit Facility, which is based on certain advance rates multiplied by the value of the Company’s portfolio investments (subject to certain concentration limitations) net of certain other indebtedness that the Company may incur in accordance with the terms of the Credit Facility. Proceeds of the Credit Facility may be used for general corporate purposes, including the funding of portfolio investments. Maximum capacity under the Credit Facility may be increased, subject to certain conditions, to $900,000 through the exercise by the Company of an uncommitted accordion feature through which existing and new lenders may, at their option, agree to provide additional financing. The Credit Facility includes a $50,000 limit for swingline loans and a $20,000 limit for letters of credit. Subject to certain exceptions, the Credit Facility is secured by a first lien security interest in substantially all of the portfolio investments
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held by the Company. The Credit Facility includes customary covenants, including certain financial covenants related to asset
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coverage, shareholders’ equity and liquidity, certain limitations on the incurrence of additional indebtedness and liens, and other maintenance covenants, as well as usual and customary events of default for senior secured revolving credit facilities of this nature.
Although we believe that we will remain in compliance, there are no assurances that we will continue to comply with the covenants in the Credit Facility. Failure to comply with these covenants could result in a default under the Credit Facility that, if we were unable to obtain a waiver from the applicable lenders, could result in the immediate acceleration of the amounts due under the Credit Facility, and thereby have a material adverse impact on our business, financial condition and results of operations. For more information on the Credit Facility, see Note 7, Borrowings, to the unaudited consolidated financial statements included in this Quarterly Report on Form 10-Q.
On December 30, 2019, we closed a private offering of $115.0 million in aggregate principal amount of 4.750%4.75% Senior Unsecured Notes due December 31, 2024 (the “2019 Notes”). On December 11, 2020, we issued an additional $75.0 million aggregate principal amount of senior unsecured notes due December 31, 2024 (the “2020 Notes”, together with the 2019 Notes, the “Senior Notes”). The 2020 Notes bear interest at an interest rate of 4.500%4.50%. We paid an affiliate of Carlyle a fee of $562 for underwriting services rendered in connection with the issuance of the 2020 Notes in the amount of 0.75% of the aggregate principal amount of the 2020 Notes. The interest rates of the Senior Notes are subject to increase (up to an additional 1.00% over the stated rate of such notes) in the event, subject to certain exceptions, the Senior Notes cease to have an investment grade rating. The Senior Notes are general unsecured obligations of the Company that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by the Company. For more information on the Senior Notes, see Note 7, Borrowings, to the unaudited consolidated financial statements included in this Quarterly Report on Form 10-Q.
On June 26, 2015, we completed the 2015-1 Debt Securitization, which was refinanced on August 30, 2018 (the “2015-1 Debt Securitization Refinancing”) by redeeming in full the 2015-1 Notes and issuing new notes (the “2015-1R Notes”). The 2015-1R Notes were issued by Carlyle Direct Lending CLO 2015-1R LLC (the “2015-1 Issuer”), a wholly owned and consolidated subsidiary of us. The 2015-1R Notes are secured by a diversified portfolio of the 2015-1 Issuer consisting primarily of first and second lien senior secured loans. The 2015-1R Notes consist of:
(a) $234,800 AAA Class A-1-1-R Notes, which bear interest at the three-month LIBOR plus 1.55%;
(b) $50,000 AAA Class A-1-2-R Notes, which bear interest at the three-month LIBOR plus 1.48% for the first 24 months and the three-month LIBOR plus 1.78% thereafter;
(c) $25,000 AAA Class A-1-3-R Notes, which bear interest at 4.56%;
(d) $66,000 Class A-2A-2-R Notes, which bear interest at the three-month LIBOR plus 2.20%;
(e) $46,400 single-A Class B Notes, which bear interest at the three-month LIBOR plus 3.15%;
(f) $27,000 BBB- Class C Notes, which bear interest at the three-month LIBOR plus 4.00%; and
(g)The Company received 100% of the $125,900 in nominal value of the non-interest bearing preferred interests issued by the 2015-1 Issuer (the “2015-1 Issuer Preferred Interests”) on the closing date of the 2015-1 Debt Securitization in exchange for the Company’s contribution to the 2015-1 Issuer of the initial closing date loan portfolio. Following the 2015-1 Debt Securitization Refinancing, the 2015-1 Issuer Preferred Interests withwere reduced by approximately $21,375 to approximately $104,525.
Effective June 30, 2023, the 2015-1R Notes were amended to transition the benchmark rate to the Term SOFR Rate plus a nominal value of $104,525Term SOFR adjustment. The amendment is effective at closethe commencement of the refinancing.next succeeding interest accrual period following the date of the amendment.
The 2015-1R Notes have a reinvestment period end date and maturity date of October 15, 2023 and October 15, 2031, respectively. In connection with the initial financing, we have made customary representations, warranties and covenants to the 2015-1 Issuer. The Class A-1-1-R, Class A-1-2-R, Class A-1-3-R, Class A-2-R, Class B and Class C Notes are included in the consolidated financial statements included in Part I, Item 1 of this Form 10-Q. The 2015-1 Issuer Preferred Interests were eliminated in consolidation. For more information on the 2015-1R Notes, see Note 7, Borrowing, to the unaudited consolidated financial statements included in this Quarterly Report on Form 10-Q.
As of March 31,June 30, 2023 and December 31, 2022, we had $42,873$54,150 and $30,506, respectively, in cash, cash equivalents and restricted cash. The Credit Facility consisted of the following as of March 31,June 30, 2023 and December 31, 2022:
 March 31, 2023
 
Total Facility(1)
Borrowings Outstanding
Unused 
Portion (1)(2)
Amount Available (3)
Credit Facility$688,000 $455,859 $232,141 $235,615 
Total$688,000 $455,859 $232,141 $235,615 
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 December 31, 2022
 Total FacilityBorrowings Outstanding
Unused 
Portion (1)
Amount Available (2)
Credit Facility688,000 440,441 247,559 247,902 
Total$688,000 $440,441 $247,559 $247,902 
 Total FacilityBorrowings Outstanding
Unused 
Portion(1)
Amount Available(2)
June 30, 2023$745,000 $400,241 $344,759 $342,783 
December 31, 2022$688,000 $440,441 $247,559 $247,559 
(1)Amounts represent balances prior to the April 21, 2023 commitment increase.
(2)The unused portion is the amount upon which commitment fees are based.
(3)(2)Available for borrowing based on the computation of collateral to support the borrowings and subject to compliance with applicable covenants and financial ratios.
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The following were the carrying values (before debt issuance costs) and fair values of the Company’s 2015-1R Notes and Senior Notes as of March 31,June 30, 2023 and December 31, 2022:
 March 31, 2023December 31, 2022
Carrying ValueFair ValueCarrying ValueFair Value
Aaa/AAA Class A-1-1-R Notes$234,800 $231,630 $234,800 $232,170 
Aaa/AAA Class A-1-2-R Notes50,000 49,515 50,000 49,655 
Aaa/AAA Class A-1-3-R Notes25,000 24,413 25,000 24,013 
AA Class A-2-R Notes66,000 64,700 66,000 63,802 
A Class B Notes46,400 44,303 46,400 44,465 
BBB- Class C Notes27,000 25,380 27,000 25,920 
2019 Notes115,000 107,218 115,000 105,496 
2020 Notes75,000 70,121 75,000 69,180 
Total$639,200 $617,280 $639,200 $614,701 

 June 30, 2023December 31, 2022
Carrying ValueFair ValueCarrying ValueFair Value
Aaa/AAA Class A-1-1-R Notes$234,800 $231,865 $234,800 $232,170 
Aaa/AAA Class A-1-2-R Notes50,000 49,645 50,000 49,655 
Aaa/AAA Class A-1-3-R Notes25,000 24,270 25,000 24,013 
AA Class A-2-R Notes66,000 64,376 66,000 63,802 
A Class B Notes46,400 44,813 46,400 44,465 
BBB- Class C Notes27,000 25,583 27,000 25,920 
2019 Notes115,000 104,864 115,000 105,496 
2020 Notes75,000 68,837 75,000 69,180 
Total$639,200 $614,253 $639,200 $614,701 
As of March 31,June 30, 2023 and December 31, 2022, we had $1,095,059$1,039,441 and $1,079,641, respectively, of outstanding consolidated indebtedness under the Credit Facility, the 2015-1R Notes and the Senior Notes. Our annualized interest cost as of March 31,June 30, 2023 and December 31, 2022, was 6.14%6.50% and 5.78%, excluding fees (such as fees on undrawn amounts and amortization of upfront fees). For the three months ended March 31,June 30, 2023 and 2022, we incurred $17,281$17,873 and $7,616,$9,170, respectively, of interest expense and credit facility fees. For the six months ended June 30, 2023 and 2022, we incurred $35,154 and $16,786, respectively, of interest expense and credit facility fees.
Our Credit Facility, the Senior Notes and the 2015-1R Notes impose financial and operating covenants that restrict our business activities, and provide for remedies on default and similar matters. As of June 30, 2023, we were in material compliance with the operating and financial covenants of our Credit Facility, the Senior Notes and the 2015-1R Notes. Although we believe we will continue to be in material compliance, we cannot assure you that we will continue to comply with the covenants in our Credit Facility, the Senior Notes and the 2015-1R Notes. Failure to comply with these covenants could result in a default. If we were unable to obtain a waiver of a default from the lenders or holders of that indebtedness, as applicable, those lenders or holders could accelerate repayment under that indebtedness, which may result in cross-acceleration of other indebtedness, and thereby have a material adverse effect on our business, financial condition and results of operations. Moreover, to the extent that we cannot meet our financing obligations, we risk the loss of some or all of our assets to liquidation or sale to satisfy the obligations. In such an event, we may be forced to sell assets at significantly depressed prices due to market conditions or otherwise, which may result in losses.
Equity Activity
Common shares issued and outstanding as of March 31,June 30, 2023 and December 31, 2022 were 50,794,941 and 51,060,136, respectively.
The following table summarizes activity in the number of shares of our common stock outstanding during the three month periodssix months ended March 31,June 30, 2023 and 2022:
For the three month periods ended Six months ended June 30,
March 31, 2023March 31, 2022 20232022
Common shares outstanding, beginning of periodCommon shares outstanding, beginning of period51,060,136 53,142,454 Common shares outstanding, beginning of period51,060,136 53,142,454 
Repurchase of common stock (1)
Repurchase of common stock (1)
(265,195)(495,296)
Repurchase of common stock(1)
(265,195)(994,243)
Common shares outstanding, end of periodCommon shares outstanding, end of period50,794,941 52,647,158 Common shares outstanding, end of period50,794,941 52,148,211 
(1) See Note 9, Net Assets, to the unaudited consolidated financial statements included in this Quarterly Report on Form 10-Q for additional information regarding the Company Stock Repurchase Program.

On May 5, 2020, we issued and sold 2,000,000 shares of Preferred Stock, par value $0.01, to an affiliate of Carlyle in a private placement at a price of $25 per share. Shares of Preferred Stock issued and outstanding were 2,000,000 as of both March 31,June 30, 2023 and December 31, 2022.
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Dividends and Distributions
Effective with the third quarter 2020 dividend, we updatedThe following table summarizes our updates to our dividend policy such that the base dividend was $0.32 per share of common stock. Effective with the third quarter 2022 dividend, we updated our dividend policy such that the base dividend was $0.34 per share of common stock. Effective with the fourth quarter 2022 dividend, we updated our dividend policy such that the base dividend is $0.36 per share of common stock. Effective with the first quarter 2023 dividend, the Company updated its dividend policy such that the base dividend is $0.37 per share of common stock.policy. Our dividend policy is subject to change by the Board of Directors in its sole discretion at any time.
Record DateBase Dividend Per Share
September 30, 2020$0.32 
September 30, 2022$0.34 
December 30, 2022$0.36 
March 31, 2023$0.37 
The following table summarizes our dividends declared per share of common stock during the two most recent fiscal years and the current fiscal year to-date:
Date DeclaredDate DeclaredRecord DatePayment DatePer Share AmountDate DeclaredRecord DatePayment DatePer Share Amount
202120212021
February 22, 2021February 22, 2021March 31, 2021April 16, 2021$0.37 (1)February 22, 2021March 31, 2021April 16, 2021$0.37 (1)
May 3, 2021May 3, 2021June 30, 2021July 15, 2021$0.36 (1)May 3, 2021June 30, 2021July 15, 2021$0.36 (1)
August 2, 2021August 2, 2021September 30, 2021October 15, 2021$0.38 (1)August 2, 2021September 30, 2021October 15, 2021$0.38 (1)
November 1, 2021November 1, 2021December 31, 2021January 14, 2022$0.39 (1)November 1, 2021December 31, 2021January 14, 2022$0.39 (1)
TotalTotal$1.50 Total$1.50 
202220222022
February 18, 2022February 18, 2022March 31, 2022April 15, 2022$0.40 (1)February 18, 2022March 31, 2022April 15, 2022$0.40 (1)
May 2, 2022May 2, 2022June 30, 2022July 15, 2022$0.40 (1)May 2, 2022June 30, 2022July 15, 2022$0.40 (1)
August 8, 2022August 8, 2022September 30, 2022October 14, 2022$0.40 (1)August 8, 2022September 30, 2022October 14, 2022$0.40 (1)
October 31, 2022October 31, 2022December 30, 2022January 16, 2023$0.44 (1)October 31, 2022December 30, 2022January 16, 2023$0.44 (1)
TotalTotal$1.64 Total$1.64 
202320232023
February 21, 2023February 21, 2023March 31, 2023April 14, 2023$0.44 (1)February 21, 2023March 31, 2023April 14, 2023$0.44 (1)
May 4, 2023May 4, 2023June 30, 2023July 18, 2023$0.44 (1)
TotalTotal$0.44 Total$0.88 
(1) Per Share Amount includes the base dividend and a special/supplemental dividend. For more information on the base dividend and special/supplemental dividend, see Note 9, Net Assets, to the unaudited consolidated financial statements included in this Quarterly Report on Form 10-Q.

Our Preferred Stock has a liquidation preference equal to $25 per share (the “Liquidation Preference) plus any accumulated but unpaid dividends up to but excluding the date of distribution. Dividends on our Preferred Stock are payable on a quarterly basis in an initial amount equal to 7.00% per annum of the Liquidation Preference per share, payable in cash, or at our option, 9.00% per annum of the Liquidation Preference payable in additional shares of Preferred Stock.
The Preferred Stock is convertible, in whole or in part, at the option of the holder of the Preferred Stock into the number of shares of common stock equal to the Liquidation Preference plus any accumulated but unpaid dividends, divided by an initial conversion price of $9.50, subject to certain adjustments to prevent dilution as set forth in the Company's articles supplementary (the “Articles Supplementary”). The conversion price as of March 31,June 30, 2023 was $9.26.$9.20. Effective as of May 5, 2023, the Company, with the approval of the Board of Directors, including a majority of the Independent Directors, has the option to redeem all of the Preferred Stock for cash consideration equal to the Liquidation Preference plus any accumulated but unpaid dividends. The holders of the Preferred Stock have the right to convert all or a portion of their shares of Preferred Stock prior to the date fixed for such redemption. Effective as of May 5, 2027, the holders of the Preferred Stock have the option to require the Company to redeem any or all of the then-outstanding Preferred Stock upon 90 days’ notice. The form of consideration used in any such redemption is at the option of the Board of Directors, including a majority of the Independent Directors, and may be cash consideration equal to the Liquidation Preference plus any accumulated but unpaid dividends, or
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shares of common stock. Holders also have the right to redeem the Preferred Stock upon a Change in Control (as defined in the Articles Supplementary).
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The following table summarizes the Company’s dividends declared on the Preferred Stock during the two most recent fiscal years and the current fiscal year to-date. Unless otherwise noted, dividends were declared and paid, or are payable, in cash.
Date DeclaredRecord DatePayment DatePer Share Amount
2021
March 31, 2021March 31, 2021March 31, 2021$0.438 
June 30, 2021June 30, 2021June 30, 2021$0.438 
September 30, 2021September 30, 2021September 30, 2021$0.438 
December 29, 2021December 31, 2021December 31, 2021$0.438 
Total$1.752 
2022
March 25, 2022March 31, 2022March 31, 2022$0.438 
June 27, 2022June 30, 2022June 30, 2022$0.438 
September 22, 2022September 30, 2022September 30, 2022$0.438 
December 16, 2022December 30, 2022December 30, 2022$0.438 
Total$1.752 
2023
March 23, 2023March 31, 2023March 31, 2023$0.438 
June 27, 2023June 30, 2023June 30, 2023$0.438 
Total$0.876 
OFF BALANCE SHEET ARRANGEMENTS
In the ordinary course of our business, we enter into contracts or agreements that contain indemnifications or warranties. Future events could occur which may give rise to liabilities arising from these provisions against us. We believe that the likelihood of such an event is remote; however, the maximum potential exposure is unknown. No accrual has been made in these consolidated financial statements as of March 31,June 30, 2023 and December 31, 2022 in Part I, Item 1 of this Form 10-Q for any such exposure.
We have in the past, currently are and may in the future become obligated to fund commitments such as revolving credit facilities, bridge financing commitments, or delayed draw commitments.
We had the following unfunded commitments to fund delayed draw and revolving senior secured loans as of the indicated dates:
Par / Principal Amount as of Par / Principal Amount as of
March 31, 2023December 31, 2022 June 30, 2023December 31, 2022
Unfunded delayed draw commitmentsUnfunded delayed draw commitments$97,314 $83,743 Unfunded delayed draw commitments$79,211 $83,743 
Unfunded revolving commitmentsUnfunded revolving commitments67,060 74,463 Unfunded revolving commitments71,213 74,463 
Total unfunded commitmentsTotal unfunded commitments$164,374 $158,206 Total unfunded commitments$150,424 $158,206 
Pursuant to an undertaking by us in connection with the 2015-1 Debt Securitization, we agreed to hold on an ongoing basis the 2015-1 Issuer Preferred Interests with an aggregate dollar purchase price at least equal to 5% of the aggregate outstanding amount of all collateral obligations by the 2015-1 Issuer for so long as any securities of the 2015-1 Issuer remains outstanding. As of March 31,June 30, 2023 and December 31, 2022, we were in compliance with this undertaking.
ASSET COVERAGE
In accordance with the Investment Company Act, a BDC is only allowed to borrow amounts such that its “asset coverage,” as defined in the Investment Company Act, satisfies the minimum asset coverage ratio specified in the Investment
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Company Act after such borrowing. “Asset coverage” generally refers to a company’s total assets, less all liabilities and indebtedness not represented by “senior securities,” as defined in the Investment Company Act, divided by total senior securities representing indebtedness and, if applicable, preferred stock. “Senior securities” for this purpose includes borrowings from banks or other lenders, debt securities and preferred stock.
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Prior to March 23, 2018, BDCs were required to maintain a minimum asset coverage ratio of 200%. On March 23, 2018, an amendment to Section 61(a) of the Investment Company Act was signed into law to permit BDCs to reduce the minimum asset coverage ratio from 200% to 150%, so long as certain approval and disclosure requirements are satisfied. Under the 200% minimum asset coverage ratio, BDCs are permitted to borrow up to one dollar for investment purposes for every one dollar of investor equity, and under the 150% minimum asset coverage ratio, BDCs are permitted to borrow up to two dollars for investment purposes for every one dollar of investor equity. In other words, Section 61(a) of the Investment Company Act, as amended, permits BDCs to potentially increase their debt-to-equity ratio from a maximum of 1 to 1 to a maximum of 2 to 1.
On April 9, 2018 and June 6, 2018, the Board of Directors, including a “required majority” (as such term is defined in Section 57(o) of the Investment Company Act), and the stockholders of the Company, respectively, approved the application to the Company of the 150% minimum asset coverage ratio set forth in Section 61(a)(2) of the Investment Company Act. As a result, the minimum asset coverage ratio applicable to the Company was reduced from 200% to 150%, effective as of June 7, 2018.
As of March 31,June 30, 2023 and December 31, 2022, the Company had total senior securities of $1,145,059$1,089,441 and $1,129,641, respectively, consisting of secured borrowings under the Credit Facility, the Senior Notes, the 2015-1R Notes, and the Preferred Stock, and had asset coverage ratios of 175.82%177.99% and 176.79%, respectively.
CRITICAL ACCOUNTING POLICIES AND ESTIMATES
The preparation of our consolidated financial statements in conformity with U.S. GAAP requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, and expenses. These estimates and judgments are based on historical information, information currently available to us and on various other assumptions management believes to be reasonable under the circumstances. Actual results could vary from those estimates and we may change our estimates and assumptions in future evaluations. Changes in these estimates and assumptions may have a material effect on our results of operations and financial condition. We believe the critical accounting policies discussed below affect our more significant judgments and estimates used in the preparation of our consolidated financial statements and should be read in conjunction with our consolidated financial statements and related notes in Part II, Item 8, as well as with our “Risk Factors” in Part I, Item 1A of the Company's annual report on Form 10-K for the year ended December 31, 2022.
Fair Value Measurements
The Company applies fair value accounting in accordance with the terms of Financial Accounting Standards Board ASC Topic 820, Fair Value Measurement (“ASC 820”). ASC 820 defines fair value as the amount that would be exchanged to sell an asset or transfer a liability in an orderly transfer between market participants at the measurement date. Effective September 8, 2022, the Investment Adviser, as the valuation designee pursuant to Rule 2a-5 under the Investment Company Act, determines in good faith the fair value of the Company’s investment portfolio for which market quotations are not readily available. The Investment Adviser values securities/instruments traded in active markets on the measurement date by multiplying the closing price of such traded securities/instruments by the quantity of shares or amount of the instrument held. The Investment Adviser may also obtain quotes with respect to certain of its investments, such as its securities/instruments traded in active markets and its liquid securities/instruments that are not traded in active markets, from pricing services, brokers, or counterparties (i.e., “consensus pricing”). When doing so, the Investment Adviser determines whether the quote obtained is sufficient according to U.S. GAAP to determine the fair value of the security. The Investment Adviser may use the quote obtained or alternative pricing sources may be utilized including valuation techniques typically utilized for illiquid securities/instruments.
Securities/instruments that are illiquid or for which the pricing source does not provide a valuation or methodology or provides a valuation or methodology that, in the judgment of the Investment Adviser, does not represent fair value shall each be valued as of the measurement date using all techniques appropriate under the circumstances and for which sufficient data is available. These valuation techniques may vary by investment and include comparable public market valuations, comparable precedent transaction valuations and/or discounted cash flow analyses. The process generally used to determine the applicable value is as follows: (i) the value of each portfolio company or investment is initially reviewed by the investment professionals responsible for such portfolio company or investment and, for non-traded investments, a standardized template designed to approximate fair market value based on observable market inputs, updated credit statistics and unobservable inputs is used to
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determine a preliminary value, which is also reviewed alongside consensus pricing, where available; (ii) preliminary valuation conclusions are documented and reviewed by a valuation committee comprised of personnel of the Investment Adviser; (iii) the Board of Directors engages a third-party valuation firm to provide positive assurance on portions of the Middle Market Senior Loans and equity investments portfolio each quarter (such that each non-traded investment other than Credit Fund is reviewed by a third-party valuation firm at least once on a rolling twelve month basis) including a review of management’s preliminary
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valuation and conclusion on fair value; (iv) if applicable, prior to September 8, 2022, the Audit Committee of the Board of Directors (the “Audit Committee”) reviewed the assessments of the Investment Adviser and the third-party valuation firm; and (v) if applicable, prior to September 8, 2022, the Board of Directors discussed the valuation recommendations of the Audit Committee and determined the fair value of each investment in the portfolio in good faith based on the input of the Investment Adviser and, where applicable, the third-party valuation firm.
All factors that might materially impact the value of an investment are considered, including, but not limited to the assessment of the following factors, as relevant:
 
•the nature and realizable value of any collateral;
•call features, put features and other relevant terms of debt;
•the portfolio company’s leverage and ability to make payments;
•the portfolio company’s public or private credit rating;
•the portfolio company’s actual and expected earnings and discounted cash flow;
•prevailing interest rates and spreads for similar securities and expected volatility in future interest rates;
•the markets in which the portfolio company does business and recent economic and/or market events; and
•comparisons to comparable transactions and publicly traded securities.
Investment performance data utilized are the most recently available financial statements and compliance certificates received from the portfolio companies as of the measurement date which in many cases may reflect a lag in information.
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 fluctuate from period to period. Because of the inherent uncertainty of valuation, these estimated values may differ significantly from the values that would have been reported had a ready market for the investments existed, and it is reasonably possible that the difference could be material.
In addition, changes in the market environment and other events that may occur over the life of the investments may cause the realized gains or losses on investments to be different from the net change in unrealized appreciation or depreciation currently reflected in the consolidated financial statements as of March 31,June 30, 2023 and December 31, 2022.
U.S. GAAP establishes a hierarchical disclosure framework which ranks the level of observability of market price inputs used in measuring investments at fair value. The observability of inputs is impacted by a number of factors, including the type of investment and the characteristics specific to the investment and state of the marketplace, including the existence and transparency of transactions between market participants. Investments with readily available quoted prices or for which fair value can be measured from quoted prices in active markets generally have a higher degree of market price observability and a lesser degree of judgment applied in determining fair value.
For further information on the fair value hierarchies, our framework for determining fair value and the composition of our portfolio, see Note 3, Fair Value Measurements, to the unaudited consolidated financial statements included in this Quarterly Report on Form 10-Q.
Investments
Investment transactions are recorded on the trade date. Realized gains or losses are measured by the difference between the net proceeds from the repayment or sale and the amortized cost basis of the investment using the specific identification method without regard to unrealized appreciation or depreciation previously recognized, and includes investments charged off during the period, net of recoveries. Net change in unrealized appreciation or depreciation on investments as presented in the Consolidated Statements of Operations in Part I, Item 1 of this Form 10-Q reflects the net change in the fair value of investments, including the reversal of previously recorded unrealized appreciation or depreciation when gains or losses are realized.
Revenue Recognition
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Revenue Recognition
Non-Accrual Income
Loans are generally placed on non-accrual status when principal or interest payments are past due or when there is reasonable doubt that principal or interest will be collected in full. Accrued and unpaid interest is generally reversed when a loan is placed on non-accrual status. Interest payments received on non-accrual loans may be recognized as income or applied to principal depending upon management’s judgment regarding collectability. Non-accrual loans are restored to accrual status when past due principal and interest are current or there is no longer any reasonable doubt that such principal or interest will be collected in full and, in management’s judgment, are likely to remain current. Management may determine not to place a loan on non-accrual status if the loan has sufficient collateral value and is in the process of collection.
Income Taxes
For federal income tax purposes, the Company has elected to be treated as a RIC under the Code, and intends to make the required distributions to its stockholders as specified therein. In order to qualify as a RIC, the Company must meet certain minimum distribution, source-of-income and asset diversification requirements. If such requirements are met, then the Company is generally required to pay income taxes only on the portion of its taxable income and gains it does not distribute.
The minimum distribution requirements applicable to RICs require the Company to distribute to its stockholders at least 90% of its investment company taxable income (“ICTI”), as defined by the Code, each year. Depending on the level of ICTI earned in a tax year, the Company may choose to carry forward ICTI in excess of current year 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.
In addition, based on the excise distribution requirements, the Company is subject to a 4% nondeductible federal excise tax on undistributed income unless the Company distributes in a timely manner an amount at least equal to the sum of (1) 98% of its ordinary income for each calendar year, (2) 98.2% of capital gain net income (both long-term and short-term) for the one-year period ending October 31 in that calendar year and (3) any income realized, but not distributed, in the preceding year. For this purpose, however, any ordinary income or capital gain net income retained by the Company that is subject to corporate income tax is considered to have been distributed.
The Company evaluates tax positions taken or expected to be taken in the course of preparing its consolidated financial statements to determine whether the tax positions are “more-likely than not” to be sustained by the applicable tax authority. All penalties and interest associated with income taxes, if any, are included in income tax expense.
The SPV and the 2015-1 Issuer are disregarded entities for tax purposes and are consolidated with the tax return of the Company.
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Item 3. Quantitative and Qualitative Disclosures About Market Risk.
We are subject to financial market risks, including changes in the valuations of our investment portfolio and interest rates.
Valuation Risk
Our investments may not have a readily available market price, Our Investment Adviser, as the valuation designee pursuant to Rule 2a-5 under the Investment Company Act, values our investments for which market quotations are not readily available in good faith at fair value in accordance with our valuation policy. There is no single standard for determining fair value in good faith. As a result, determining fair value requires that judgment be applied to the specific facts and circumstances of each portfolio investment while employing a consistently applied valuation process for the types of investments we make. Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of our investments may fluctuate from period to period. In addition, because of the inherent uncertainty of valuation, these estimated values may differ significantly from the values that would have been used had a ready market for the investments existed, and it is possible that the difference could be material.
Interest Rate Risk
As of March 31,June 30, 2023, on a fair value basis, approximately 1.1% of our debt investments bear interest at a fixed rate and approximately 98.9% of our debt investments bear interest at a floating rate, which primarily are subject to interest rate floors. Interest rates on the investments held within our portfolio of investments are typically based on floating LIBOR or SOFR, with many of these investments also having a reference rate floor. Additionally, our Credit Facility is also subject to floating interest rates and is currently paid based on floating SOFR rates.
Interest rate sensitivity refers to the change in earnings that may result from changes in the level of interest rates. There can be no assurance that a significant change in market interest rates will not have a material adverse effect on our income in the future.
The following table estimates the potential changes in net cash flow generated from interest income, should interest rates increase or decrease by 100, 200 or 300 basis points. Interest income is calculated as revenue from interest generated from our settled portfolio of debt investments held as of March 31,June 30, 2023. These hypothetical interest income calculations are based on a model of the settled debt investments in our portfolio, excluding structured finance obligations and our investments in Credit Fund and Credit Fund II, held as of March 31,June 30, 2023, and are only adjusted for assumed changes in the underlying base interest rates and the impact of that change on interest income. Interest expense is calculated based on outstanding secured borrowings and notes payable as of March 31,June 30, 2023 and based on the terms of our Credit Facility and notes payable. Interest expense on our Credit Facility and notes payable is calculated using the stated interest rate as of March 31,June 30, 2023, adjusted for the hypothetical changes in rates, as shown below. We intend to continue to finance a portion of our investments with borrowings and the interest rates paid on our borrowings may impact significantly our net interest income.
We regularly measure exposure to interest rate risk. We assess interest rate risk and manage interest rate exposure on an ongoing basis by comparing our interest rate sensitive assets to our interest rate sensitive liabilities. Based on that review, we determine whether or not any hedging transactions are necessary to mitigate exposure to changes in interest rates.
Based on our Consolidated Statements of Assets and Liabilities as of March 31,June 30, 2023, the following table shows the annual impact on net investment income of base rate changes in interest rates for our settled debt investments (considering interest rate floors for variable rate instruments), excluding our investments in Credit Fund and Credit Fund II, and outstanding secured borrowings and notes payable assuming no changes in our investment and borrowing structure:
March 31, 2023 June 30, 2023
Basis Point ChangeBasis Point ChangeInterest IncomeInterest ExpenseNet Investment IncomeBasis Point ChangeInterest IncomeInterest ExpenseNet Investment Income
Up 300 basis pointsUp 300 basis points$47,679 $(26,402)$21,277 Up 300 basis points$46,341 $(24,733)$21,608 
Up 200 basis pointsUp 200 basis points$31,786 $(17,601)$14,185 Up 200 basis points$30,894 $(16,489)$14,405 
Up 100 basis pointsUp 100 basis points$15,893 $(8,801)$7,092 Up 100 basis points$15,447 $(8,244)$7,203 
Down 100 basis pointsDown 100 basis points$(15,893)$8,801 $(7,092)Down 100 basis points$(15,447)$8,244 $(7,203)
Down 200 basis pointsDown 200 basis points$(31,458)$17,601 $(13,857)Down 200 basis points$(30,894)$16,489 $(14,405)
Down 300 basis pointsDown 300 basis points$(46,861)$26,385 $(20,476)Down 300 basis points$(46,341)$24,733 $(21,608)
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Item 4. Controls and Procedures.
Evaluation of Disclosure Controls and Procedures
As of the end of the period covered by this report, we carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer (Principal Executive Officer) and our Chief Financial Officer (Principal Financial Officer), of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15 of the Exchange Act). Based on that evaluation, our Chief Executive Officer and our Chief Financial Officer have concluded that our current disclosure controls and procedures are effective in timely alerting them of material information relating to the Company that is required to be disclosed by us in the reports we file or submit under the Exchange Act.
Changes in Internal Controls over Financial Reporting
There have been no changes in our internal control over financial reporting during the three month periodmonths ended March 31,June 30, 2023 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
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PART II—OTHER INFORMATION
Item 1. Legal Proceedings.
The Company may become party to certain lawsuits in the ordinary course of business. The Company is not currently subject to any material legal proceedings, nor, to our knowledge, is any material legal proceeding threatened against the Company. See also Note 11 to the consolidated financial statements in Part I, Item 1 of this Form 10-Q.
Item 1A. Risk Factors.
In addition to the other information set forth within this Form 10-Q, consideration should be given to the information disclosed in “Risk Factors” in Part I, Item 1A of our annual report on Form 10-K for the year ended December 31, 2022.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
We did not sell any equity securities during the period covered in this report that were not registered under the Securities Act of 1933, as amended.
Purchases of Equity Securities by the Issuer and Affiliated Purchasers
The following table provides information regarding purchases of our common stock made by or on behalf of the Company or any “affiliated purchaser” (as defined in Rule 10b-18(a)(3) under the Exchange Act) during the three months ended March 31,June 30, 2023 for the periods indicated.
Period
Total Number of Shares Purchased (1)
Average Price Paid Per Share
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs(1)(2)
Maximum (or Approximate Dollar Value) of Shares that May Yet Be Purchased Under the Plans or Programs
January 1, 2023 through January 31, 2023134,622 $14.84 134,622 $44,258 
February 1, 2023 through February 28, 2023111,321 15.25 111,321 42,561 
March 1, 2023 through March 31, 202319,252 15.48 19,252 42,263 
Total265,195 265,195 
Period
Total Number of Shares Purchased(1)
Average Price Paid Per Share
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs(1)(2)
Maximum (or Approximate Dollar Value) of Shares that May Yet Be Purchased Under the Plans or Programs
April 1, 2023 through April 30, 2023— $— — $42,263 
May 1, 2023 through May 31, 2023— — — 42,263 
June 1, 2023 through June 30, 2023— — — 42,263 
Total— — 
(1)On trade date basis.
(2)On August 1, 2022, the Company's Board of Directors approved the continuation of the Company's Stock Repurchase Program until November 5, 2023, or until the date the approved dollar amount has been used to repurchase shares, and increased the size of the Company’s Stock Repurchase Program by $50 million. Pursuant to the program, the Company is authorized to repurchase up to $200 million in the aggregate of the Company's outstanding stock in the open market and/or through privately negotiated transactions at prices not to exceed the Company’s net asset value per share as reported in its most recent financial statements, in accordance with the guidelines specified in Rule 10b-18 of the Exchange Act. The timing, manner, price and amount of any repurchases will be determined by the Company, in its discretion, based upon the evaluation of economic and market conditions, stock price, available cash, applicable legal and regulatory requirements and other factors, and may include purchases pursuant to Rule 10b5-1 of the Exchange Act. The program does not require the Company to repurchase any specific number of shares and there can be no assurance as to the amount of shares repurchased under the program. The program may be suspended, extended, modified or discontinued by the Company at any time, subject to applicable law. Pursuant to the authorization described above, the Company adopted a 10b5-1 plan (the “Company 10b5-1 Plan”). The Company 10b5-1 Plan provides that purchases will be conducted on the open market in accordance with Rules 10b5-1 and 10b-18 under the Exchange Act and will otherwise be subject to applicable law, which may prohibit purchases under certain circumstances. The amount of purchases made under the Company 10b5-1 Plan or otherwise and how much will be purchased at any time is uncertain, dependent on prevailing market prices and trading volumes, all of which we cannot predict. The Company's Stock Repurchase Program was originally approved by the Company's Board of Directors on November 5, 2018 and announced on November 6, 2018.
Item 3. Defaults Upon Senior Securities.
Not applicable.
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Item 4. Mine Safety Disclosures.
Not applicable.
Item 5. Other Information.
None.During the three months ended June 30, 2023, no director or Section 16 officer of the Company adopted or terminated any Rule 10b5-1 trading arrangements or non-Rule 10b5-1 trading arrangements (in each case, as defined in Item 408(a) of Regulation S-K).
Item 6. Exhibits.
10.1
10.2
31.1  
31.2  
32.1  
32.2  
101.INSInline XBRL Instance Document - the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document*
101.SCHInline XBRL Taxonomy Extension Schema Document*
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document*
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document*
101.LABInline XBRL Taxonomy Extension Label Linkbase Document*
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document*
104Cover Page Interactive Data File (embedded within the Inline XBRL document)*
* Filed herewith

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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 
CARLYLE SECURED LENDING, INC.
Dated: May 9,August 8, 2023By  /s/ Thomas M. Hennigan
  Thomas M. Hennigan
Chief Financial Officer
(principal financial officer)
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