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Venture Lending & Leasing IX

Filed: 13 Nov 20, 11:35am

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

[X]QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2020

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

For the transition period from ___________ to ______________

Commission file number 814-01253

Venture Lending & Leasing IX, Inc.
(Exact Name of Registrant as specified in its charter)
Maryland82-2040715
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)
104 La Mesa Drive, Suite 102, Portola Valley, CA94028
(Address of principal executive offices)(Zip Code)

(650) 234-4300
(Registrant’s telephone number, including area code)

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

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

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes [ ]   No [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company.  See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer [ ]Accelerated filer [ ]Non-accelerated filer [x]Smaller reporting company [ ]
Emerging growth company [ ]
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]



Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes [ ] No [x]
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date:
ClassOutstanding as of November 13, 2020
Common Stock, $0.001 par value100,000




VENTURE LENDING & LEASING IX, INC.
INDEX
PART I — FINANCIAL INFORMATION
Item 1.Financial Statements
Condensed Statements of Assets and Liabilities (Unaudited)
As of September 30, 2020 and December 31, 2019
Condensed Statements of Operations (Unaudited)
For the three and nine months ended September 30, 2020 and 2019
Condensed Statements of Changes in Net Assets (Unaudited)
For the three and nine months ended September 30, 2020 and 2019
Condensed Statements of Cash Flows (Unaudited)
For the nine months ended September 30, 2020 and 2019
Condensed Schedules of Investments (Unaudited)
As of September 30, 2020 and December 31, 2019
Condensed Schedules of Derivative Instruments (Unaudited)
As of September 30, 2020 and December 31, 2019
Notes to Condensed Financial Statements (Unaudited)
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations
Item 3.Quantitative and Qualitative Disclosures About Market Risk
Item 4.Controls and Procedures
PART II — OTHER INFORMATION
Item 1.Legal Proceedings
Item 1A.Risk Factors
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds
Item 3.Defaults Upon Senior Securities
Item 4.Mine Safety Disclosures
Item 5.Other Information
Item 6.Exhibits
SIGNATURES




PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

VENTURE LENDING & LEASING IX, INC.

CONDENSED STATEMENTS OF ASSETS AND LIABILITIES (UNAUDITED)
AS OF SEPTEMBER 30, 2020 AND DECEMBER 31, 2019

 September 30, 2020December 31, 2019
ASSETS
Loans, at estimated fair value
   (cost of $273,693,938 and $204,215,179)$263,616,341 $203,311,245 
Cash and cash equivalents20,830,771 10,754,759 
Dividend and interest receivables3,291,569 2,701,713 
Other assets955,461 939,716 
Total assets288,694,142 217,707,433 
  
LIABILITIES
Borrowings under debt facility78,000,000 100,000,000 
Accrued management fees1,811,250 1,840,000 
Derivative liability1,618,313 825,574 
Accounts payable and other accrued liabilities1,268,288 1,209,486 
Total liabilities82,697,851 103,875,060 
  
NET ASSETS$205,996,291 $113,832,373 
  
Analysis of Net Assets: 
  
Capital paid in on shares of capital stock$243,125,000 $148,125,000 
Total distributable losses(37,128,709)(34,292,627)
Net assets (equivalent to $2,059.96 and $1,138.32 per share based on 100,000 shares of capital stock outstanding - See Note 5 and Note 11)$205,996,291 $113,832,373 
Commitments & Contingent Liabilities:
Unexpired unfunded commitments (See Note 10)$61,375,000 $77,950,000 










See notes to condensed financial statements (unaudited).
3


VENTURE LENDING & LEASING IX, INC.

CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED)
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2020 AND 2019

 For the Three Months Ended September 30, 2020For the Three Months Ended September 30, 2019For the Nine Months Ended September 30, 2020For the Nine Months Ended September 30, 2019
 
INVESTMENT INCOME:
Interest on loans$13,742,951 $6,089,248 $33,398,668 $15,459,659 
       Other interest and other income1,599 32,770 513,603 177,136 
Total investment income13,744,550 6,122,018 33,912,271 15,636,795 
 
EXPENSES:
Management fees1,811,250 1,840,000 5,491,250 5,462,500 
Interest expense1,122,167 1,156,808 3,273,638 2,768,712 
Banking and professional fees156,344 26,855 413,281 319,058 
Other operating expenses55,873 59,975 114,459 124,149 
Total expenses3,145,634 3,083,638 9,292,628 8,674,419 
Net investment income10,598,916 3,038,380 24,619,643 6,962,376 
 
Net realized loss from derivative instruments(308,540)(4,681)(648,828)(9,595)
Net change in unrealized loss from loans(2,988,820)(1,362,469)(9,173,663)(1,362,469)
Net change in unrealized gain (loss) from derivative instruments354,578 (113,664)(792,740)(1,014,599)
Net realized and change in unrealized loss from loans and derivative instruments(2,942,782)(1,480,814)(10,615,231)(2,386,663)
 
Net increase in net assets resulting from operations$7,656,134 $1,557,566 $14,004,412 $4,575,713 
Amounts per common share:
Net increase in net assets resulting from operations per share$76.56 $15.58 $140.04 $45.76 
Weighted average shares outstanding100,000 100,000 100,000 100,000 












See notes to condensed financial statements (unaudited).
4


VENTURE LENDING & LEASING IX, INC.

CONDENSED STATEMENTS OF CHANGES IN NET ASSETS (UNAUDITED)
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2020 AND 2019
Common Stock
 SharesPar ValueAdditional Paid-in CapitalTotal Distributable Earnings (Loss)Net Assets
Balance at June 30, 2019100,000 $100 $102,524,900 $(26,631,252)$75,893,748 
Net increase in net assets resulting from operations— — — 1,557,566 1,557,566 
Distributions to shareholder— — — (5,630,604)(5,630,604)
Contributions from shareholder— — 14,500,000 — 14,500,000 
Balance at September 30, 2019100,000 $100 $117,024,900 $(30,704,290)$86,320,710 
Balance at June 30, 2020100,000 $100 $181,124,900 $(34,403,306)$146,721,694 
Net increase in net assets resulting from operations— — — 7,656,134 7,656,134 
Distributions to shareholder— — — (10,381,537)(10,381,537)
Contributions from shareholder— — 62,000,000 — 62,000,000 
Balance at September 30, 2020100,000 $100 $243,124,900 $(37,128,709)$205,996,291 
Balance at December 31, 2018100,000 $100 $82,524,900 $(8,436,273)$74,088,727 
Net increase in net assets resulting from operations— — — 4,575,713 4,575,713 
Distributions to shareholder— — — (26,843,730)(26,843,730)
Contributions from shareholder— — 34,500,000 — 34,500,000 
Balance at September 30, 2019100,000 $100 $117,024,900 $(30,704,290)$86,320,710 
Balance at December 31, 2019100,000 $100 $148,124,900 $(34,292,627)$113,832,373 
Net increase in net assets resulting from operations— — — 14,004,412 14,004,412 
Distributions to shareholder— — — (16,840,494)(16,840,494)
Contributions from shareholder— — 95,000,000 — 95,000,000 
Balance at September 30, 2020100,000 $100 $243,124,900 $(37,128,709)$205,996,291 














See notes to condensed financial statements (unaudited).
5


VENTURE LENDING & LEASING IX INC.

CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED)
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2020 AND 2019

 For the Nine Months Ended September 30, 2020For the Nine Months Ended September 30, 2019
CASH FLOWS FROM OPERATING ACTIVITIES: 
Net increase in net assets resulting from operations$14,004,412 $4,575,713 
Adjustments to reconcile net increase in net assets resulting from operations to net cash used in operating activities: 
Net realized loss from derivative instruments648,828 9,595 
Net change in unrealized loss from loans9,173,663 1,362,469 
Net change in unrealized loss from derivative instruments792,740 1,014,599 
Amortization of deferred costs related to borrowing facility321,478 317,415 
Net increase in dividend and interest receivables(589,854)(1,249,032)
Net increase in other assets(337,226)(147,347)
Net decrease in accounts payable, other accrued liabilities and accrued management fees30,052 1,562,184 
Origination of loans(145,825,000)(109,925,000)
Principal payments on loans75,662,168 18,357,701 
Acquisition of equity securities(9,156,421)(6,653,637)
Net cash used in operating activities(55,275,160)(90,775,340)
CASH FLOWS FROM FINANCING ACTIVITIES: 
Cash distributions to shareholder(7,000,000)(18,700,000)
Contributions from shareholder95,000,000 34,500,000 
Borrowings under debt facility70,500,000 98,700,000 
Repayments of borrowings under debt facility(92,500,000)(19,700,000)
Payments made for derivative instruments(648,828)(29,315)
Interest received from derivative instruments— 19,720 
Net cash provided by financing activities65,351,172 94,790,405 
Net increase in cash and cash equivalents10,076,012 4,015,065 
CASH AND CASH EQUIVALENTS: 
Beginning of period10,754,759 832,815 
End of period$20,830,771 $4,847,880 
SUPPLEMENTAL DISCLOSURES: 
CASH PAID DURING THE PERIOD:   
Interest - Debt facility$2,885,266 $2,250,865 
NON-CASH OPERATING AND FINANCING ACTIVITIES:   
Distributions of equity securities and convertible note to shareholder$9,840,494 $8,143,730 
Receipt of equity securities and convertible note as repayment of loans$684,073 $1,490,093 

See notes to condensed financial statements (unaudited).
6


VENTURE LENDING & LEASING IX, INC.

CONDENSED SCHEDULE OF INVESTMENTS (UNAUDITED)
AS OF SEPTEMBER 30, 2020

IndustryBorrowerPercent of Net Assets (a)CollateralInterest Rate (b)End of Term Payment (c)PrincipalCostFair ValueMaturity Date
Biotechnology
Antheia, Inc.Senior Secured11.5%$1,352,763 $1,305,796 $1,305,796 12/1/2022
Antheia, Inc.Senior Secured11.5%1,354,111 1,336,880 1,336,880 12/1/2022
Antheia, Inc. Subtotal2,706,874 2,642,6762,642,676 
Driver Bioengineering, Inc.Senior Secured11.0%866,828 846,564 846,564 6/1/2023
Driver Bioengineering, Inc.Senior Secured11.0%371,418 326,125 326,125 4/1/2023
Driver Bioengineering, Inc. Subtotal1,238,246 1,172,6891,172,689 
Quartzy, Inc.Senior Secured12.0%741,785 655,981 655,981 8/1/2023
Quartzy, Inc.Senior Secured12.0%1,113,558 1,083,045 1,083,045 5/1/2024
Quartzy, Inc. Subtotal1,855,343 1,739,026 1,739,026 
Biotechnology Total2.7%$5,800,463 $5,554,391 $5,554,391 
Enterprise Networking
Diamanti, Inc.Senior Secured12.3%$5,443,220 $4,749,719 $4,749,719 5/1/2024
Enterprise Networking Total2.3%$5,443,220 $4,749,719 $4,749,719 
Computers & Storage
Canary Connect, Inc.Senior Secured12.8%$2,470,087 $2,401,138 $2,401,138 3/1/2023
Fetch Robotics, Inc.Senior Secured12.0%7,421,316 7,078,812 7,078,812 6/1/2024
Computers & Storage Total4.6%$9,891,403 $9,479,950 $9,479,950 
Internet
Ainsly, Inc. ** ^Senior Secured12.5%$247,309 $214,562 $214,562 9/1/2023
Ainsly, Inc. ** ^Senior Secured12.5%196,229 196,229 196,229 8/1/2022
Ainsly, Inc. ** ^Senior Secured12.5%588,648 551,894 551,894 8/1/2022
Ainsly, Inc. Subtotal ** ^1,032,186 962,685 962,685 
Amino Payments, Inc.Senior Secured10.8%471,215 451,775451,775 3/1/2022
Cesium, Inc.Senior Secured10.3%116,550 114,750114,750 1/1/2023
Cesium, Inc.Senior Secured10.3%233,020 220,606 220,606 1/1/2023
Cesium, Inc. Subtotal349,570 335,356 335,356 
iZENEtech, Inc. ** ^Senior Secured12.3%5,000,000 4,652,932 4,652,932 9/1/2024
Lukla, Inc.Senior Secured12.5%451,616 398,278 398,278 12/1/2022
Lukla, Inc.Senior Secured12.5%247,294 235,866 235,866 6/1/2023
Lukla, Inc. Subtotal698,910 634,144 634,144 
Marley Spoon, Inc. ** ^Senior Secured12.0%2.5%3,708,827 2,896,918 2,896,918 5/1/2023
Masse, Inc.Senior Secured18.0%304,001 144,0086,243 *
Merchbar, Inc.Senior Secured11.8%494,495 470,074470,074 3/1/2023
MyPizza Technologies, Inc.Senior Secured11.5%4,944,642 4,766,6194,766,619 12/1/2023
MyPizza Technologies, Inc.Senior Secured11.5%2,472,634 2,433,355 2,433,355 2/1/2024
MyPizza Technologies, Inc. Subtotal7,417,276 7,199,974 7,199,974 
Nimble Rx, Inc.Senior Secured12.0%1,200,669 1,088,5331,088,533 2/1/2023
Nimble Rx, Inc.Senior Secured12.0%1,237,332 1,182,7061,182,706 11/1/2023
Nimble Rx, Inc. Subtotal2,438,001 2,271,2392,271,239 
OneLocal, Inc. ** ^Senior Secured12.3%329,715 305,865305,865 3/1/2023
OneLocal, Inc. ** ^Senior Secured12.3%329,794 324,137324,137 3/1/2023
7


IndustryBorrowerPercent of Net Assets (a)CollateralInterest Rate (b)End of Term Payment (c)PrincipalCostFair ValueMaturity Date
OneLocal, Inc. ** ^Senior Secured12.3%317,225 310,259 310,259 3/1/2023
OneLocal, Inc. Subtotal ** ^976,734 940,261 940,261 
Osix CorporationSenior Secured12.3%53,220 48,94648,946 12/1/2021
RenoFi, Inc.Senior Secured12.0%247,372 229,272 229,272 6/1/2023
RenoFi, Inc.Senior Secured12.0%246,083 240,243240,243 6/1/2023
RenoFi, Inc. Subtotal493,455 469,515469,515 
Residently USA, LLC ** ^Senior Secured12.0%960,946 858,678858,678 2/1/2023
Serface Care, Inc.Senior Secured12.3%448,031 429,924108,853 2/1/2022
Serface Care, Inc.Senior Secured12.3%149,380 147,06437,235 2/1/2022
Serface Care, Inc. Subtotal597,411 576,988146,088 
Shadow, PBCSenior Secured11.5%508,638 472,847 472,847 10/1/2022
Starface World, Inc.Senior Secured12.0%989,889 917,800 917,800 11/1/2023
Stay Alfred, Inc.Senior Secured18.0%6,061,856 4,546,662253,809 *
Verishop, Inc.Senior Secured12.0%2,471,969 2,353,3822,353,382 12/1/2023
Verishop, Inc.Senior Secured12.0%2,472,876 2,433,5362,433,536 12/1/2023
Verishop, Inc. Subtotal4,944,845 4,786,918 4,786,918 
Internet Total14%$37,501,475 $33,637,720 $28,776,202 
Medical Devices
Ablacon, Inc.Senior Secured11.0%$2,474,645 $2,368,867 $2,368,867 3/1/2023
Ablacon, Inc.Senior Secured11.0%2,475,557 2,435,889 2,435,889 3/1/2023
Ablacon, Inc. Subtotal4,950,202 4,804,7564,804,756 
Anutra Medical, Inc.Senior Secured12.0%211,096 203,170 203,170 10/1/2022
CytoVale, Inc.Senior Secured12.0%416,554 411,789 411,789 6/1/2022
CytoVale, Inc.Senior Secured12.0%362,207 348,323348,323 3/1/2022
CytoVale, Inc.Senior Secured12.0%494,637 466,806466,806 10/1/2023
CytoVale, Inc.Senior Secured12.0%494,843 484,405484,405 11/1/2023
CytoVale, Inc.Senior Secured12.0%347,441 343,273343,273 7/1/2022
CytoVale, Inc. Subtotal2,115,682 2,054,5962,054,596 
eXo Imaging, Inc.Senior Secured11.8%1,979,428 1,818,614 1,818,614 9/1/2023
Medrobotics Corporation, Inc.Senior Secured18.0%10,000,000 8,793,564 4,928,599 *
Siren Care, Inc.Senior Secured12.5%989,470 966,818966,818 10/1/2023
Siren Care, Inc.Senior Secured12.5%1,978,481 1,872,2181,872,218 10/1/2023
Siren Care, Inc. Subtotal2,967,951 2,839,0362,839,036 
SVN Med, LLCSenior Secured15.0%981,250 731,250731,250 12/1/2023
SVN Med, LLCSenior Secured15.0%1,974,626 1,481,232 1,481,232 12/1/2023
SVN Med, LLC Subtotal2,955,876 2,212,482 2,212,482 
Medical Devices Total9.2%$25,180,235 $22,726,218 $18,861,253 
Other Healthcare
Artisan Development Labs, Inc.Senior Secured12.3%$494,664 $425,808 $425,808 4/1/2023
Caredox, Inc.Senior Secured11.8%785,090 769,032 769,032 7/1/2022
Discover Echo, Inc.Senior Secured11.0%83,793 82,880 82,880 12/1/2020
GoForward, Inc.Senior Secured11.5%6,183,171 5,676,123 5,676,123 9/1/2023
Grin, Inc.Senior Secured12.0%494,898 483,847 483,847 1/1/2024
Grin, Inc.Senior Secured12.0%989,460 938,081 938,081 10/1/2023
Grin, Inc. Subtotal1,484,358 1,421,9281,421,928 
Hello Heart Inc.Senior Secured11.0%1,237,425 1,178,7711,178,771 4/1/2023
Hello Heart Inc.Senior Secured11.0%990,216 975,038975,038 4/1/2023
Hello Heart Inc.Senior Secured11.0%743,011 728,721728,721 11/1/2023
Hello Heart Inc. Subtotal2,970,652 2,882,5302,882,530 
HumanAPI, Inc.Senior Secured11.8%1,265,881 1,211,1971,211,197 10/1/2022
8


IndustryBorrowerPercent of Net Assets (a)CollateralInterest Rate (b)End of Term Payment (c)PrincipalCostFair ValueMaturity Date
HumanAPI, Inc.Senior Secured11.8%466,031 459,694459,694 1/1/2023
HumanAPI, Inc. Subtotal1,731,912 1,670,8911,670,891 
PeerWell, Inc.Senior Secured12.0%985,000 902,623902,623 3/1/2024
Sparta Software CorporationSenior Secured11.5%2.2%351,477 342,179342,179 5/1/2022
Therapydia, Inc.Senior Secured12.0%1.7%106,892 100,397 100,397 3/1/2023
Therapydia, Inc.Senior Secured12.5%1.7%115,684 115,684115,684 6/1/2023
Therapydia, Inc. Subtotal222,576 216,081216,081 
Vessel Health, Inc.Senior Secured12.0%618,729 556,130 556,130 3/1/2024
Vessel Health, Inc.Senior Secured12.0%618,542 618,541618,541 3/1/2024
Vessel Health, Inc. Subtotal1,237,271 1,174,6711,174,671 
Other Healthcare Total7.6%$16,529,964 $15,564,746 $15,564,746 
Other Technology
8E14 NetworksSenior Secured13.0%$296,642 $206,287 $206,287 9/1/2023
Aclima, Inc.Senior Secured11.9%1,393,190 1,262,664 1,262,664 4/1/2022
Antitoxin Technologies Inc. ** ^Senior Secured11.5%407,043 385,536 385,536 9/1/2022
Apollo Flight Research Inc.Senior Secured11.0%360,496 349,443349,443 6/1/2022
Apollo Flight Research Inc.Senior Secured11.0%233,118 229,565229,565 1/1/2023
Apollo Flight Research Inc. Subtotal593,614 579,008579,008 
ATeam Army, Inc.Senior Secured12.0%1,236,722 1,170,8121,170,812 4/1/2023
Beanfields, PBCSenior Secured12.5%864,445 828,314828,314 3/1/2023
Beanfields, PBCSenior Secured12.5%618,140 604,178604,178 3/1/2023
Beanfields, PBC Subtotal1,482,585 1,432,4921,432,492 
Belong Home, Inc.Senior Secured12.0%2,969,386 2,821,8862,821,886 3/1/2024
Benson Hill Bio, Inc.Senior Secured12.5%9,887,360 9,138,2249,138,224 5/1/2024
Brightside Benefit, Inc.Senior Secured12.4%848,183 836,366836,366 3/1/2023
Brightside Benefit, Inc.Senior Secured12.1%523,625 500,418500,418 9/1/2022
Brightside Benefit, Inc. Subtotal1,371,808 1,336,7841,336,784 
BW Industries, Inc.Senior Secured11.8%1,927,106 1,774,5921,774,592 5/1/2023
BW Industries, Inc.Senior Secured11.8%1,977,866 1,941,6111,941,611 6/1/2023
BW Industries, Inc. Subtotal3,904,972 3,716,2033,716,203 
Coterie Applications, Inc.Senior Secured12.5%989,360 861,284861,284 9/1/2023
DOSH Holdings, Inc.Senior Secured—%700,000 514,745514,745 *
Fitplan, Inc. ** ^Senior Secured12.5%1,266,870 1,086,3261,058,116 *
Flo Water, Inc.Senior Secured11.8%1,979,211 1,872,1591,872,159 12/1/2023
Higher Ground Education, Inc.Senior Secured12.5%494,200 485,334485,334 8/1/2023
Higher Ground Education, Inc.Senior Secured12.5%481,506 473,737473,737 5/1/2023
Higher Ground Education, Inc.Senior Secured12.5%1,406,218 1,384,5101,384,510 4/1/2023
Higher Ground Education, Inc.Senior Secured12.5%2,148,315 2,049,2752,049,275 1/1/2023
Higher Ground Education, Inc. Subtotal4,530,239 4,392,8564,392,856 
Hint, Inc.Senior Secured12.0%4,946,599 4,374,5304,374,530 6/1/2023
Hint, Inc.Senior Secured11.0%987,142 948,633948,633 8/1/2021
Hint, Inc. Subtotal5,933,741 5,323,1635,323,163 
Jiko Group, Inc.Senior Secured12.0%3,433,500 3,264,2343,264,234 6/1/2023
Kogniz, Inc.Senior Secured12.8%244,248 221,292221,292 3/1/2022
Lambda School, Inc.Senior Secured11.3%4,949,476 4,664,0324,664,032 7/1/2023
Lambda School, Inc.Senior Secured11.3%2,475,110 2,475,1102,475,110 8/1/2023
9


IndustryBorrowerPercent of Net Assets (a)CollateralInterest Rate (b)End of Term Payment (c)PrincipalCostFair ValueMaturity Date
Lambda School, Inc. Subtotal7,424,586 7,139,1427,139,142 
Make School, Inc.Senior Secured11.3%395,563 387,901387,901 8/1/2021
Nevada Nanotech Systems, Inc.Senior Secured12.0%328,462 318,920318,920 6/1/2021
NewGlobe Schools, Inc. ** ^Senior Secured12.5%4,946,179 4,815,4054,815,405 12/1/2023
NewGlobe Schools, Inc. ** ^Senior Secured12.5%3,137,865 3,041,9803,041,980 8/1/2022
NewGlobe Schools, Inc. ** ^Senior Secured12.5%3,461,036 3,295,5853,295,585 8/1/2023
NewGlobe Schools, Inc. Subtotal ** ^11,545,080 11,152,97011,152,970 
Noteleaf, Inc.Senior Secured12.5%988,793 970,999970,999 9/1/2023
Noteleaf, Inc.Senior Secured12.5%1,405,864 1,353,2741,353,274 4/1/2023
Noteleaf, Inc. Subtotal2,394,657 2,324,2732,324,273 
Opya, Inc.Senior Secured12.0%989,171 953,662953,662 7/1/2023
Ozy Media, Inc.Senior Secured12.8%2,966,737 2,745,5902,745,590 6/1/2023
Ozy Media, Inc.Senior Secured12.8%1,978,499 1,978,4991,978,499 6/1/2023
Ozy Media, Inc.Senior Secured12.8%2,471,430 2,370,156 2,370,156 6/1/2023
Ozy Media, Inc. Subtotal7,416,666 7,094,2457,094,245 
Percepto, Inc.Senior Secured12.2%1,970,182 1,873,8021,873,802 4/1/2023
Pitzi, Ltd. ** ^Senior Secured12.0%494,458 374,182 374,182 11/1/2023
Pitzi, Ltd. ** ^Senior Secured12.0%1,484,205 1,430,8321,430,832 4/1/2024
Pitzi, Ltd. Subtotal ** ^1,978,663 1,805,0141,805,014 
Plant Prefab, Inc.Senior Secured11.0%1,101,043 1,059,623 1,059,623 8/1/2022
Platform Science, Inc.Senior Secured12.0%745,784 714,316714,316 2/1/2022
Platform Science, Inc.Senior Secured11.5%3,936,113 3,712,6083,712,608 10/1/2023
Platform Science, Inc. Subtotal4,681,897 4,426,924 4,426,924 
Plethora, Inc.Senior Secured11.5%1,007,766 946,202 946,202 7/1/2022
Reali Inc.Senior Secured12.5%3,957,442 3,751,9403,751,940 9/1/2023
Romaine Empire, Inc.Senior Secured12.3%5,694,563 5,432,491 5,432,491 7/1/2023
Saltbox, Inc.Senior Secured12.3%459,686 441,690 441,690 6/1/2023
SMS OPCO LLCSenior Secured8.0%37,500 18,750 18,750 *
Strong Arm Technologies, Inc.Senior Secured12.0%330,031 325,208 325,208 5/1/2021
Sustainable Living Partners, LLCSenior Secured12.5%4,828,737 4,270,1354,270,135 8/1/2023
Theatro Labs, Inc.Senior Secured12.0%1,007,719 988,316988,316 8/1/2022
Thras.io, Inc.Senior Secured12.0%45.1%390,966 390,966390,966 6/1/2024
Thras.io, Inc.Senior Secured12.0%45.1%299,105 272,392 272,392 4/1/2024
Thras.io, Inc.Senior Secured12.0%47.3%486,893 486,893486,893 7/1/2024
Thras.io, Inc.Senior Secured12.0%45.1%293,530 293,530293,530 6/1/2024
Thras.io, Inc.Senior Secured12.0%45.1%197,111 197,111197,111 5/1/2024
Thras.io, Inc.Senior Secured12.0%45.1%198,369 198,369198,369 4/1/2024
Thras.io, Inc.Senior Secured12.0%47.3%96,756 96,75696,756 8/1/2024
Thras.io, Inc. Subtotal1,962,730 1,936,0171,936,017 
TIER Mobility GmbH ** ^Senior Secured12.0%8,907,971 8,509,3088,509,308 4/1/2023
TomoCredit, Inc.Senior Secured12.5%593,655 533,148 533,148 9/1/2023
Veev Group, Inc.Senior Secured12.5%532,828 520,351520,351 12/1/2021
Veev Group, Inc.Senior Secured12.5%3,708,357 3,639,7233,639,723 6/1/2023
Veev Group, Inc.Senior Secured12.5%1,235,866 1,104,4191,104,419 6/1/2023
Veev Group, Inc. Subtotal5,477,051 5,264,4935,264,493 
Velo Holdings LimitedSenior Secured12.0%2,471,720 2,326,4502,059,411 *
Virtuix Holdings, Inc.Senior Secured12.3%165,137 162,818123,010 4/1/2022
Welcome Tech, Inc.Senior Secured10.5%578,778 534,613534,613 5/1/2022
Wheels Labs, Inc.Senior Secured12.5%3,529,725 3,446,9343,446,934 8/1/2022
Wine Plum, Inc.Senior Secured12.5%814,908 786,795786,795 9/1/2022
Other Technology Total57%$124,671,580 $117,797,739 $117,462,682 
10


IndustryBorrowerPercent of Net Assets (a)CollateralInterest Rate (b)End of Term Payment (c)PrincipalCostFair ValueMaturity Date
Security
Axonius, Inc.Senior Secured12.0%$215,757 $211,710 $211,710 9/1/2021
Nok Nok Labs, Inc.Senior Secured12.5%620,689 611,667 611,667 6/1/2022
Popily, Inc.Senior Secured12.5%989,470 854,181854,181 12/1/2023
Safetrust Holdings, Inc.Senior Secured12.5%249,930 211,666 211,666 6/1/2021
Security Total0.9%$2,075,846 $1,889,224 $1,889,224 
Semiconductors & Equipment
ETA Compute, Inc.Senior Secured12.0%$747,778 $731,796 $731,796 11/1/2021
Semiconductors & Equipment Total0.4%$747,778 $731,796 $731,796 
Software
Alkanza Inc.Senior Secured$— $— $15,249 *
ArborMetrix, Inc.Senior Secured12.5%1,482,583 1,416,908 1,416,908 9/1/2023
ArborMetrix, Inc.Senior Secured12.5%741,853 719,126719,126 9/1/2023
ArborMetrix, Inc. Subtotal2,224,436 2,136,0342,136,034 
BackboneAI Inc.Senior Secured12.3%493,875 481,483481,483 6/1/2023
BackboneAI Inc.Senior Secured12.3%494,701 426,717426,717 6/1/2023
BackboneAI Inc. Subtotal988,576 908,200908,200 
Blockdaemon, Inc.Senior Secured11.3%98,886 94,64794,647 8/1/2021
Blockdaemon, Inc.Senior Secured11.3%180,410 175,511175,511 6/1/2022
Blockdaemon, Inc. Subtotal279,296 270,158270,158 
Canary Technologies CorporationSenior Secured11.5%247,413 232,567232,567 6/1/2023
Censia Inc.Senior Secured11.0%843,202 806,966806,966 10/1/2022
Cloudleaf, Inc.Senior Secured12.0%1,483,555 1,385,0971,385,097 8/1/2023
Dynamics, Inc.Senior Secured12.5%2,991,033 2,809,5292,809,529 8/1/2021
Eskalera, Inc.Senior Secured10.5%990,289 960,291960,291 3/1/2023
ICX Media, Inc.Senior Secured12.5%346,379 328,734328,734 5/1/2022
ICX Media, Inc.Senior Secured12.5%247,217 242,553242,553 5/1/2023
ICX Media, Inc.Senior Secured12.5%247,258 242,209242,209 7/1/2023
ICX Media, Inc. Subtotal840,854 813,496813,496 
Invoice2Go, Inc.Senior Secured12.0%989,469 786,720 786,720 3/1/2024
Invoice2Go, Inc.Senior Secured12.0%753,301 746,066746,066 7/1/2022
Invoice2Go, Inc.Senior Secured12.0%873,413 863,931863,931 11/1/2022
Invoice2Go, Inc.Senior Secured12.0%628,305 583,491 583,491 3/1/2022
Invoice2Go, Inc.Senior Secured12.0%989,150 952,823952,823 6/1/2023
Invoice2Go, Inc.Senior Secured12.0%989,796 940,373940,373 6/1/2024
Invoice2Go, Inc.Senior Secured12.0%988,839 976,756976,756 3/1/2023
Invoice2Go, Inc. Subtotal6,212,273 5,850,1605,850,160 
Ipolipo, Inc.Senior Secured12.0%2,078,957 1,919,2591,588,013 6/1/2022
Lucideus, Inc.Senior Secured12.0%480,355 449,953449,953 2/1/2023
Medable, Inc.Senior Secured12.0%960,626 946,794946,794 2/1/2023
Medable, Inc.Senior Secured12.0%1,921,006 1,812,6441,812,644 2/1/2023
Medable, Inc. Subtotal2,881,632 2,759,4382,759,438 
Metawave CorporationSenior Secured12.0%694,779 677,779677,779 7/1/2022
Migo Money, Inc. ** ^Senior Secured12.5%314,818 314,818314,818 3/1/2022
Migo Money, Inc. ** ^Senior Secured12.3%399,039 383,485383,485 12/1/2021
Migo Money, Inc. Subtotal ** ^713,857 698,303698,303 
OrderGroove, Inc.Senior Secured12.0%2,296,611 2,215,6562,215,656 6/1/2023
OrderGroove, Inc.Senior Secured12.0%1,149,365 1,132,7751,132,775 6/1/2023
OrderGroove, Inc.Senior Secured12.0%1,149,094 1,133,8361,133,836 6/1/2023
11


IndustryBorrowerPercent of Net Assets (a)CollateralInterest Rate (b)End of Term Payment (c)PrincipalCostFair ValueMaturity Date
OrderGroove, Inc. Subtotal4,595,070 4,482,2674,482,267 
Owl Cameras, Inc.Senior Secured18.0%667,122 372,242256,715 *
Pixlee, Inc.Senior Secured12.3%1,484,683 1,395,1891,395,189 1/1/2024
PlushCare, Inc.Senior Secured11.8%690,950 668,561668,561 5/1/2022
PlushCare, Inc.Senior Secured11.8%518,642 510,963510,963 5/1/2022
PlushCare, Inc. Subtotal1,209,592 1,179,5241,179,524 
Resilio, Inc.Senior Secured12.8%73,795 73,79573,795 5/1/2021
Resilio, Inc.Senior Secured12.8%55,927 52,64052,640 3/1/2021
Resilio, Inc. Subtotal129,722 126,435126,435 
Splitwise, Inc.Senior Secured12.3%451,497 434,538434,538 12/1/2022
Swivel, Inc.Senior Secured12.0%180,727 171,418171,418 8/1/2022
Swivel, Inc.Senior Secured12.0%194,577 194,577194,577 10/1/2022
Swivel, Inc. Subtotal375,304 365,995365,995 
Trendalytics Innovation Labs, Inc.Senior Secured12.8%217,230 201,45274,029 6/1/2022
Truthset, Inc.Senior Secured10.5%371,446 371,446371,446 5/1/2023
Truthset, Inc.Senior Secured10.5%360,507 337,993337,993 2/1/2023
Truthset, Inc. Subtotal731,953 709,439709,439 
Venuetize, LLCSenior Secured12.3%152,354 142,772142,772 4/1/2022
Workspot, Inc.Senior Secured12.0%633,230 620,853620,853 10/1/2022
Workspot, Inc.Senior Secured12.0%588,165 555,576555,576 8/1/2022
Workspot, Inc.Senior Secured12.0%323,614 312,224312,224 9/1/2021
Workspot, Inc. Subtotal1,545,009 1,488,6531,488,653 
Software Total16%$35,510,043 $33,575,736 $33,016,789 
Technology Services
Keyo AI Inc.Senior Secured10.0%$390,674 $379,484 $379,484 8/1/2022
Klar Holdings Limited ** ^Senior Secured12.5%211,176 177,575177,575 10/1/2022
Klar Holdings Limited ** ^Senior Secured14.2%4.0%247,885 232,863232,863 7/1/2023
Klar Holdings Limited Subtotal ** ^459,061 410,438410,438 
Leap Services, Inc.Senior Secured12.0%361,486 349,142349,142 6/1/2022
Lifit, Inc. ** ^Senior Secured12.0%422,052 416,027416,027 10/1/2022
Lifit, Inc. ** ^Senior Secured12.0%391,980 371,046371,046 8/1/2022
Lifit, Inc. Subtotal ** ^814,032 787,073787,073 
Loansnap Holdings Inc. **Senior Secured11.0%2,483,237 2,337,4192,044,946 12/1/2022
Relimetrics, Inc.Senior Secured11.3%210,850 205,190205,190 1/1/2022
Solugen, Inc.Senior Secured11.0%1,165,855 1,145,5051,145,505 1/1/2023
Solugen, Inc.Senior Secured11.0%1,165,284 1,149,4211,149,421 1/1/2023
Solugen, Inc.Senior Secured11.0%2,330,105 2,207,5452,207,545 1/1/2023
Solugen, Inc. Subtotal4,661,244 4,502,4714,502,471 
Thrive Financial, Inc. **Senior Secured9.3%248,027 248,027248,027 11/1/2023
Thrive Financial, Inc. **Senior Secured11.5%843,710 808,301808,301 10/1/2022
Thrive Financial, Inc. Subtotal **1,091,737 1,056,328 1,056,328 
Zanbato, Inc.Senior Secured11.0%3,466,354 3,331,2583,331,258 9/1/2023
Zeel Networks, Inc.Senior Secured11.0%2,049,602 1,990,4811,825,844 3/1/2022
Technology Services Total7.2%$15,988,277 $15,349,284 $14,892,174 
Wireless
AirVine Scientific, Inc.Senior Secured12.0%$101,873 $99,711 $99,711 9/1/2022
AirVine Scientific, Inc.Senior Secured12.0%101,802 96,88596,885 9/1/2022
AirVine Scientific, Inc. Subtotal203,675 196,596 196,596 
12


IndustryBorrowerPercent of Net Assets (a)CollateralInterest Rate (b)End of Term Payment (c)PrincipalCostFair ValueMaturity Date
Parallel Wireless, Inc.Senior Secured11.8%6,430,796 6,126,7486,126,748 6/1/2023
Parallel Wireless, Inc.Senior Secured11.8%3,216,124 3,158,2013,158,201 8/1/2023
Parallel Wireless, Inc.Senior Secured11.8%3,216,570 3,155,870 3,155,870 9/1/2023
Parallel Wireless, Inc. Subtotal12,863,490 12,440,819 12,440,819 
Wireless Total6.1%$13,067,165 $12,637,415 $12,637,415 
Grand Total128%$292,407,449 $273,693,938 $263,616,341 

* As of September 30, 2020, loans with a cost basis of $17.8 million and a fair value of $9.1 million were classified as non-accrual. These loans have been accelerated from their original maturity and are due in their entirety. During the period for which these loans have been on non-accrual status, no income has been recognized.

**Indicates assets that the Fund deems “non-qualifying assets." As of September 30, 2020, 13.4% of the Fund’s total assets represented non-qualifying assets. Under Section 55(a) of the 1940 Act, the Fund is prohibited from acquiring any additional non-qualifying assets unless, at the time of acquisition, certain specified qualifying assets (e.g., securities issued by an "eligible portfolio company," as defined in Section 2(a)(46)) represent at least 70% of its total assets. As part of this calculation, the numerator consists of the value of the Fund's investments in all eligible portfolio companies, and the denominator consists of total assets less those assets described in Section 55(a)(7) of the 1940 Act.

^ Entity is not domiciled in the United States and does not have its principal place of business in the United States.

(a) The percentage of net assets that each industry group represents is shown with the industry totals (the sum of the percentages does not equal 100% because the percentages are based on net assets as opposed to total loans).

(b) The interest rate is the designated annual interest rate exclusive of any original issue discount, fees or end of term payment.

(c) The end of term payments are contractually due on the maturity date and are in addition to the interest rate shown. End of term payments are the percentage of the final payment divided by the original loan amount and are amortized over the full term of the loan.

    As of September 30, 2020, all loans were made to non-affiliates.

























See notes to condensed financial statements (unaudited).
13


VENTURE LENDING & LEASING IX, INC.

CONDENSED SCHEDULE OF INVESTMENTS (UNAUDITED)
AS OF DECEMBER 31, 2019

IndustryBorrower
Percent of Net Assets (a)
CollateralInterest Rate (b)End of Term Payment (c)PrincipalCostFair ValueMaturity Date
Biotechnology
Antheia, Inc.Senior Secured11.5%$1,483,639 $1,408,221 $1,408,221 12/1/2022
Antheia, Inc.Senior Secured11.5%1,485,034 1,457,221 1,457,221 12/1/2022
Antheia, Inc. Subtotal2,968,673 2,865,442 2,865,442 
Quartzy, Inc.Senior Secured12.0%742,489 624,980 624,980 8/1/2023
Biotechnology Total3.1%$3,711,162 $3,490,422 $3,490,422 
Computers & Storage
Canary Connect, Inc.Senior Secured12.8%$2,472,801 $2,370,284 $2,370,284 3/1/2023
Computers & Storage Total2.1%$2,472,801 $2,370,284 $2,370,284 
Enterprise Networking
SnapRoute, Inc.Senior Secured18.0%$2,556,019 $112,500 $112,500 *
Enterprise Networking Total0.1%$2,556,019 $112,500 $112,500 
Internet
Ainsly, Inc.**^Senior Secured12.5%$741,853 $677,056 $677,056 8/1/2022
Ainsly, Inc.**^Senior Secured12.5%247,301 247,301 247,301 8/1/2022
Ainsly, Inc.**^ Subtotal989,154 924,357 924,357 
Amino Payments, Inc.Senior Secured10.8%532,709 499,394 499,394 3/1/2022
Cesium, Inc.Senior Secured10.3%247,773 228,311 228,311 1/1/2023
Cesium, Inc.Senior Secured10.3%123,007 120,175 120,175 1/1/2023
Cesium, Inc. Subtotal370,780 348,486 348,486 
FindShadow, PBCSenior Secured11.5%582,658 552,638 552,638 4/1/2022
Lukla, Inc.Senior Secured12.5%494,770 411,213 411,213 12/1/2022
Marley Spoon, Inc.**^Senior Secured12.0%2.5%3,712,354 2,605,484 2,605,484 5/1/2023
Masse, Inc.Senior Secured11.5%371,266 340,411 340,411 10/1/2022
Masse, Inc.Senior Secured11.5%371,367 362,237 362,237 1/1/2023
Masse, Inc. Subtotal742,633 702,648 702,648 
Merchbar, Inc.Senior Secured11.8%494,959 458,681 458,681 3/1/2023
MyPizza Technologies, Inc.Senior Secured11.5%2,474,878 2,419,067 2,419,067 2/1/2023
MyPizza Technologies, Inc.Senior Secured11.5%4,949,181 4,687,370 4,687,370 12/1/2022
My Pizza Technologies, Inc. Subtotal7,424,059 7,106,437 7,106,437 
Nimble Rx, Inc.Senior Secured12.0%1,237,263 1,068,622 1,068,622 2/1/2023
Osix CorporationSenior Secured12.3%81,469 71,706 71,706 12/1/2021
Protecht, Inc.Senior Secured12.5%814,144 782,670 782,670 12/1/2021
Serface Care, Inc.Senior Secured12.3%655,700 617,093 466,871 2/1/2022
Serface Care, Inc.Senior Secured12.3%218,620 213,641 161,633 2/1/2022
Serface Care, Inc. Subtotal874,320 830,734 628,504 
Stay Alfred, Inc.Senior Secured12.0%4,948,899 4,567,733 4,567,733 7/1/2023
Thrive Market, Inc.Senior Secured12.3%6,444,148 6,285,233 6,285,233 4/1/2022
Verishop, Inc.Senior Secured12.0%2,470,833 2,419,085 2,419,085 12/1/2023
Verishop, Inc.Senior Secured12.0%2,474,370 2,315,633 2,315,633 12/1/2023
Verishop, Inc. Subtotal4,945,203 4,734,718 4,734,718 
Internet Total27.9%$34,689,522 $31,950,754 $31,748,524 
14


IndustryBorrower
Percent of Net Assets (a)
CollateralInterest Rate (b)End of Term Payment (c)PrincipalCostFair ValueMaturity Date
Medical Devices
Ablacon, Inc.Senior Secured11.0%$2,476,651 $2,318,784 $2,318,784 3/1/2023
Anutra Medical, Inc.Senior Secured12.0%247,474 234,112 234,112 10/1/2022
CytoVale, Inc.Senior Secured12.0%570,096 561,077 561,077 6/1/2022
CytoVale, Inc.Senior Secured12.0%520,387 491,789 491,789 3/1/2022
CytoVale, Inc.Senior Secured12.0%469,059 461,375 461,375 7/1/2022
CytoVale, Inc. Subtotal1,559,542 1,514,241 1,514,241 
Medrobotics Corporation, Inc.Senior Secured12.0%9,879,965 8,717,603 8,717,603 6/1/2021
NeuMoDx Molecular, Inc.Senior Secured12.0%3,462,834 3,402,907 3,402,907 4/1/2023
NeuMoDx Molecular, Inc.Senior Secured12.0%3,459,382 3,247,068 3,247,068 4/1/2023
NeuMoDx Molecular, Inc.Senior Secured12.0%2,969,337 2,893,992 2,893,992 4/1/2023
NeuMoDx Molecular, Inc. Subtotal9,891,553 9,543,967 9,543,967 
Medical Devices Total19.6%$24,055,185 $22,328,707 $22,328,707 
Other Healthcare
Caredox, Inc.Senior Secured11.8%$941,631 $909,177 $909,177 10/1/2021
Discover Echo, Inc.Senior Secured11.0%321,838 310,782 310,782 12/1/2020
GoForward, Inc.Senior Secured11.5%6,188,651 5,511,946 5,511,946 9/1/2023
Hello Heart Inc.Senior Secured11.0%1,238,420 1,152,819 1,152,819 4/1/2023
HumanAPI, Inc.Senior Secured11.8%495,054 485,091 485,091 1/1/2023
HumanAPI, Inc.Senior Secured11.8%1,484,721 1,392,560 1,392,560 10/1/2022
HumanAPI, Inc. Subtotal1,979,775 1,877,651 1,877,651 
Sparta Software CorporationSenior Secured11.5%2.2%483,127 465,420 465,420 5/1/2022
Therapydia, Inc.Senior Secured12.5%1.7%123,953 123,953 123,953 6/1/2023
Therapydia, Inc.Senior Secured12.0%1.7%124,078 114,085 114,085 3/1/2023
Therapydia, Inc. Subtotal248,031 238,038 238,038 
Other Healthcare Total9.2%$11,401,473 $10,465,833 $10,465,833 
Other Technology
Aclima, Inc.Senior Secured12.0%$2,487,792 $2,434,107 $2,434,107 *
Antitoxin Technologies Inc.**^Senior Secured11.5%495,197 458,025 458,025 9/1/2022
Apollo Flight Research Inc.Senior Secured11.0%495,063 474,151 474,151 6/1/2022
AvantStay, Inc.Senior Secured11.0%990,006 950,646 950,646 6/1/2022
Beanfields, PBCSenior Secured12.5%865,388 811,782 811,782 3/1/2023
Brightside Benefit, Inc.Senior Secured12.4%989,026 970,529 970,529 3/1/2023
Brightside Benefit, Inc.Senior Secured12.1%689,624 649,139 649,139 9/1/2022
Brightside Benefit, Inc. Subtotal1,678,650 1,619,668 1,619,668 
BW Industries, Inc.Senior Secured11.8%1,979,730 1,927,230 1,927,230 6/1/2023
BW Industries, Inc.Senior Secured11.8%1,979,819 1,757,319 1,757,319 5/1/2023
BW Industries, Inc. Subtotal3,959,549 3,684,549 3,684,549 
DOSH Holdings, Inc.Senior Secured11.0%1,237,779 1,218,953 1,218,953 6/1/2022
DOSH Holdings, Inc.Senior Secured11.0%4,949,699 4,743,974 4,743,974 6/1/2022
DOSH Holdings, Inc. Subtotal6,187,478 5,962,927 5,962,927 
Fitplan, Inc.**^Senior Secured12.5%451,727 437,616 437,616 3/1/2022
Fitplan, Inc.**^Senior Secured12.5%677,222 647,498 647,498 3/1/2022
Fitplan, Inc.**^Senior Secured12.5%225,795 225,795 225,795 3/1/2022
Fitplan, Inc.**^ Subtotal1,354,744 1,310,909 1,310,909 
Higher Ground Education, Inc.Senior Secured12.5%2,471,753 2,313,924 2,313,924 1/1/2023
15


IndustryBorrower
Percent of Net Assets (a)
CollateralInterest Rate (b)End of Term Payment (c)PrincipalCostFair ValueMaturity Date
Higher Ground Education, Inc.Senior Secured12.5%1,483,595 1,450,927 1,450,927 4/1/2023
Higher Ground Education, Inc.Senior Secured12.5%494,598 483,148 483,148 5/1/2023
Higher Ground Education, Inc.Senior Secured12.5%494,718 482,359 482,359 8/1/2023
Higher Ground Education, Inc. Subtotal4,944,664 4,730,358 4,730,358 
Hint, Inc.Senior Secured11.0%1,724,265 1,610,424 1,610,424 8/1/2021
Kobo360, Inc.**^Senior Secured11.3%188,120 188,120 188,120 9/1/2020
Kobo360, Inc.**^Senior Secured11.3%127,168 125,342 125,342 6/1/2020
Kobo360, Inc.**^ Subtotal315,288 313,462 313,462 
Kogniz, Inc.Senior Secured12.8%271,626 225,274 225,274 9/1/2021
Make School, Inc.Senior Secured11.3%690,328 667,484 667,484 8/1/2021
Nevada Nanotech Systems, Inc.Senior Secured12.0%628,788 595,193 595,193 6/1/2021
NewGlobe Schools, Inc.Senior Secured12.5%3,954,583 3,784,146 3,784,146 8/1/2022
Noteleaf, Inc.Senior Secured12.5%1,483,247 1,404,471 1,404,471 4/1/2023
Opya, Inc.Senior Secured12.0%989,594 936,064 936,064 1/1/2023
Percepto, Inc.Senior Secured11.8%1,485,000 1,390,197 1,390,197 11/1/2022
Pitzi, Ltd.**^Senior Secured12.0%494,932 337,890 337,890 11/1/2023
Plant Prefab, Inc.Senior Secured11.0%436,815 429,152 429,152 2/1/2022
Plant Prefab, Inc.Senior Secured11.0%495,230 485,444 485,444 8/1/2022
Plant Prefab, Inc.Senior Secured11.0%436,736 408,403 408,403 2/1/2022
Plant Prefab, Inc. Subtotal1,368,781 1,322,999 1,322,999 
Platform Science, Inc.Senior Secured12.0%1,092,405 1,025,274 1,025,274 2/1/2022
Plethora, Inc.Senior Secured11.5%1,143,203 1,040,015 1,040,015 3/1/2022
Redaptive, Inc.Senior Secured12.0%4,947,392 4,702,878 4,702,878 12/1/2022
Romaine Empire, Inc.Senior Secured11.0%4.1%2,989,549 2,821,203 2,821,203 2/1/2023
Romaine Empire, Inc.Senior Secured12.3%3.6%2,984,037 2,923,783 2,923,783 2/1/2023
Romaine Empire, Inc. Subtotal5,973,586 5,744,986 5,744,986 
Saber es Poder, Inc.Senior Secured10.5%451,402 431,977 431,977 3/1/2022
Saber es Poder, Inc.Senior Secured10.5%240,399 241,229 241,229 5/1/2022
Saber es Poder, Inc. Subtotal691,801 673,206 673,206 
Saltbox, Inc.Senior Secured12.3%494,667 468,114 468,114 6/1/2023
SkyKick, Inc.Senior Secured11.0%4,949,290 4,766,396 4,766,396 6/1/2022
Strong Arm Technologies, Inc.Senior Secured12.0%671,229 652,092 652,092 5/1/2021
Sustainable Living Partners, LLCSenior Secured12.5%4,947,179 4,164,487 4,164,487 8/1/2023
Theatro Labs, Inc.Senior Secured12.0%1,343,387 1,308,538 1,308,538 8/1/2022
Thras.io, Inc.Senior Secured12.0%45.1%185,880 185,880 185,880 5/1/2024
Thras.io, Inc.Senior Secured12.0%45.1%281,514 250,101 250,101 4/1/2024
Thras.io, Inc.Senior Secured12.0%45.1%186,943 186,943 186,943 4/1/2024
Thras.io, Inc.Senior Secured12.0%47.3%91,070 91,070 91,070 8/1/2024
Thras.io, Inc.Senior Secured12.0%45.1%368,336 368,336 368,336 6/1/2024
Thras.io, Inc.Senior Secured12.0%45.1%276,852 276,852 276,852 6/1/2024
Thras.io, Inc.Senior Secured12.0%47.3%457,896 457,896 457,896 7/1/2024
Thras.io, Inc. Subtotal1,848,491 1,817,078 1,817,078 
Veev Group, Inc.Senior Secured12.5%814,961 785,872 785,872 12/1/2021
Velo Holdings LimitedSenior Secured12.0%2,473,358 2,326,791 2,326,791 6/1/2022
Virtuix Holdings, Inc.Senior Secured12.3%232,911 228,261 228,261 4/1/2022
Voodoo Manufacturing, Inc.Senior Secured12.0%338,714 314,676 314,676 3/1/2022
Wheels Labs, Inc.Senior Secured12.5%4,448,446 4,301,016 4,301,016 8/1/2022
Wine Plum, Inc.Senior Secured12.5%989,226 940,635 940,635 9/1/2022
Other Technology Total61.7%$74,265,209 $70,285,041 $70,285,041 
16


IndustryBorrower
Percent of Net Assets (a)
CollateralInterest Rate (b)End of Term Payment (c)PrincipalCostFair ValueMaturity Date
Security
Axonius, Inc.Senior Secured12.0%$361,483 $350,280 $350,280 9/1/2021
Nok Nok Labs, Inc.Senior Secured12.5%848,037 831,014 831,014 6/1/2022
Safetrust Holdings, Inc.Senior Secured12.5%314,927 295,554 295,554 6/1/2021
Security Total1.3%$1,524,447 $1,476,848 $1,476,848 
Semiconductors & Equipment
ETA Compute, Inc.Senior Secured12.0%$1,176,312 $1,137,034 $1,137,034 11/1/2021
Semiconductors & Equipment Total1.0%$1,176,312 $1,137,034 $1,137,034 
Software
Alkanza Inc.Senior Secured18.0%$677,531 $317,479 $160,154 *
ArborMetrix, Inc.Senior Secured12.5%1,484,138 1,392,854 1,392,854 6/1/2023
Blockdaemon, Inc.Senior Secured11.3%247,542 238,275 238,275 6/1/2022
Blockdaemon, Inc.Senior Secured11.3%172,574 160,080 160,080 8/1/2021
Blocdaemon, Inc. Subtotal420,116 398,355 398,355 
Canary Technologies CorporationSenior Secured11.5%247,445 227,240 227,240 6/1/2023
Censia Inc.Senior Secured11.0%990,325 929,044 929,044 10/1/2022
Cloudleaf, Inc.Senior Secured12.0%1,484,964 1,348,759 1,348,759 8/1/2023
Dynamics, Inc.Senior Secured12.5%5,196,946 4,670,012 4,670,012 8/1/2021
Eskalera, Inc.Senior Secured10.5%991,021 946,027 946,027 3/1/2023
ICX Media, Inc.Senior Secured12.5%480,312 446,415 446,415 5/1/2022
Interana, Inc.Senior Secured11.3%1,880,980 1,838,925 1,838,925 6/1/2021
Invoice2Go, Inc.Senior Secured12.0%902,694 811,358 811,358 3/1/2022
Invoice2Go, Inc.Senior Secured12.0%988,950 975,628 975,628 7/1/2022
Invoice2Go, Inc.Senior Secured12.0%989,381 973,707 973,707 11/1/2022
Invoice2Go, Inc.Senior Secured12.0%989,795 971,709 971,709 3/1/2023
Invoice2Go, Inc.Senior Secured12.0%988,333 938,608 938,608 6/1/2023
Invoice2Go, Inc. Subtotal4,859,153 4,671,010 4,671,010 
Ipolipo, Inc.Senior Secured12.0%2,181,071 2,058,285 2,058,285 6/1/2022
Lucideus, Inc.Senior Secured12.0%494,988 448,935 448,935 2/1/2023
Medable, Inc.Senior Secured12.0%989,897 968,703 968,703 2/1/2023
Medable, Inc.Senior Secured12.0%1,979,560 1,815,140 1,815,140 2/1/2023
Medable, Inc. Subtotal2,969,457 2,783,843 2,783,843 
Metawave CorporationSenior Secured12.0%937,979 906,739 906,739 7/1/2022
Migo Money, Inc.**^Senior Secured12.5%451,529 451,529 451,529 3/1/2022
Migo Money, Inc.**^Senior Secured12.3%610,858 574,763 574,763 12/1/2021
Migo Money, Inc.**^ Subtotal1,062,387 1,026,292 1,026,292 
OrderGroove, Inc.Senior Secured12.0%2,472,099 2,352,429 2,352,429 6/1/2023
OrderGroove, Inc.Senior Secured12.0%1,236,848 1,214,197 1,214,197 6/1/2023
OrderGroove, Inc.Senior Secured12.0%1,237,122 1,212,501 1,212,501 6/1/2023
OrderGroove, Inc. Subtotal4,946,069 4,779,127 4,779,127 
Owl Cameras, Inc.Senior Secured18.0%3,461,552 2,866,672 2,322,293 *
PlushCare, Inc.Senior Secured11.8%721,024 706,066 706,066 5/1/2022
PlushCare, Inc.Senior Secured11.8%960,569 917,175 917,175 5/1/2022
PlushCare, Inc. Subtotal1,681,593 1,623,241 1,623,241 
Ready Education Inc.**^Senior Secured11.5%180,541 180,541 180,541 9/1/2021
Ready Education Inc.**^Senior Secured11.5%349,214 349,214 349,214 9/1/2021
Ready Education, Inc.**^ Subtotal529,755 529,755 529,755 
Resilio, Inc.Senior Secured12.8%149,688 149,688 149,688 5/1/2021
Resilio, Inc.Senior Secured12.8%133,441 116,663 116,663 3/1/2021
Resilio, Inc. Subtotal283,129 266,351 266,351 
Splitwise, Inc.Senior Secured12.3%494,768 467,646 467,646 12/1/2022
17


IndustryBorrower
Percent of Net Assets (a)
CollateralInterest Rate (b)End of Term Payment (c)PrincipalCostFair ValueMaturity Date
Stitch Labs, Inc.Senior Secured12.0%1,310,479 1,234,947 1,234,947 2/1/2022
Stitch Labs, Inc.Senior Secured12.3%741,828 728,702 728,702 6/1/2022
Stitch Labs, Inc. Subtotal2,052,307 1,963,649 1,963,649 
Swivel, Inc.Senior Secured12.0%247,319 247,319 247,319 10/1/2022
Swivel, Inc.Senior Secured12.0%240,927 224,342 224,342 8/1/2022
Swivel, Inc. Subtotal488,246 471,661 471,661 
Talla, Inc.Senior Secured12.5%480,218 448,442 448,442 5/1/2022
Trendalytics Innovation Labs, Inc.Senior Secured12.8%296,547 267,283 267,283 6/1/2022
Truthset, Inc.Senior Secured10.5%371,714 371,714 371,714 5/1/2023
Truthset, Inc.Senior Secured10.5%371,630 337,302 337,302 2/1/2023
Truthset, Inc. Subtotal743,344 709,016 709,016 
Venuetize, LLCSenior Secured12.3%214,880 195,955 195,955 4/1/2022
Workspot, Inc.Senior Secured12.0%742,358 721,400 721,400 10/1/2022
Workspot, Inc.Senior Secured12.0%742,204 684,512 684,512 8/1/2022
Workspot, Inc.Senior Secured12.0%542,189 510,896 510,896 9/1/2021
Workspot, Inc. Subtotal2,026,751 1,916,808 1,916,808 
Software Total35.3%$44,057,972 $40,915,820 $40,214,116 
Technology Services
Callisto Media, Inc.Senior Secured10.3%$2,475,086 $2,171,160 $2,171,160 6/1/2023
Keyo AI Inc.Senior Secured10.0%436,352 414,912 414,912 2/1/2022
Klar Holdings Limited**^Senior Secured12.5%247,346 192,549 192,549 10/1/2022
Leap Services, Inc.Senior Secured12.0%494,731 471,508 471,508 6/1/2022
Lifit, Inc.**^Senior Secured12.0%494,641 457,564 457,564 8/1/2022
Lifit, Inc.**^Senior Secured12.0%494,791 484,576 484,576 10/1/2022
Lift, Inc.**^ Subtotal989,432 942,140 942,140 
Loansnap Holdings Inc.**Senior Secured11.0%2,723,258 2,610,640 2,610,640 6/1/2022
Relimetrics, Inc.Senior Secured11.3%316,328 303,649 303,649 1/1/2022
Solugen, Inc.Senior Secured11.0%2,476,420 2,284,875 2,284,875 1/1/2023
Solugen, Inc.Senior Secured11.0%1,238,440 1,213,420 1,213,420 1/1/2023
Solugen, Inc. Subtotal3,714,860 3,498,295 3,498,295 
Thrive Financial, Inc.**Senior Secured11.5%990,014 930,252 930,252 10/1/2022
Zeel Networks, Inc.Senior Secured11.0%2,122,811 2,039,447 2,039,447 3/1/2022
Technology Services Total11.9%$14,510,218 $13,574,552 $13,574,552 
Wireless
AirVine Scientific, Inc.Senior Secured12.0%$123,714 $115,226 $115,226 9/1/2022
Parallel Wireless, Inc.Senior Secured11.8%6,410,893 5,992,158 5,992,158 6/1/2023
Wireless Total5.4%$6,534,607 $6,107,384 $6,107,384 
Grand Total178.6%$220,954,927 $204,215,179 $203,311,245 

* As of December 31, 2019, loans with a cost basis of $5.7 million and a fair value of $5.0 million were classified as non-accrual. These loans have been accelerated from their original maturity and are due in their entirety. During the period for which these loans have been on non-accrual status, no income has been recognized.

**Indicates assets that the Fund deems “non-qualifying assets." As of December 31, 2019, 5.7% of the Fund’s total assets represented non-qualifying assets. Under Section 55(a) of the 1940 Act, the Fund is prohibited from acquiring any additional non-qualifying assets unless, at the time of acquisition, certain specified qualifying assets (e.g., securities issued by an "eligible portfolio company," as defined in Section 2(a)(46)) represent at least 70% of its total assets. As part of this calculation, the numerator consists of the value of the Fund's investments in all eligible portfolio companies, and the denominator consists of total assets less those assets described in Section 55(a)(7) of the 1940 Act.

^ Entity is not domiciled in the United States and does not have its principal place of business in the United States.

(a) The percentage of net assets that each industry group represents is shown with the industry totals (the sum of the percentages does not equal 100% because the percentages are based on net assets as opposed to total loans).

18


(b) The interest rate is the designated annual interest rate exclusive of any original issue discount, fees or end of term payment.

(c) The end of term payments are contractually due on the maturity date and are in addition to the interest rate shown. End of term payments are the percentage of the final payment divided by the original loan amount and are amortized over the full term of the loan.

    As of December 31, 2019, all loans were made to non-affiliates.
































See notes to condensed financial statements (unaudited).
19


VENTURE LENDING & LEASING IX, INC.

CONDENSED SCHEDULES OF DERIVATIVE INSTRUMENTS (UNAUDITED)
AS OF SEPTEMBER 30, 2020 AND DECEMBER 31, 2019


Description and terms of payments to be received from another partyDescription and terms of payments to be paid to another partyCounterpartyMaturity DateAs of September 30, 2020
Notional AmountValueUpfront payments/receiptsUnrealized appreciation/(depreciation)
(a)
Interest Rate Swap and Floor Agreements
Floating interest rate greater of USD-LIBOR-BBA or 0.00%, to be received monthlyFixed interest rate 2.520%, to be paid monthlyMUFG Union Bank, N.A.12/20/2021$35,000,000 $(1,027,316)$— $(1,027,316)
Floating interest rate greater of USD-LIBOR-BBA or 0.00%, to be received monthlyFixed interest rate 1.899%, to be paid monthlyMUFG Union Bank, N.A.12/20/202122,000,000 (476,730)— (476,730)
Interest Rate Collar
Floating interest rate of USD-LIBOR-BBA with a cap rate of 1.15%, to be received monthlyFloating interest rate of USD-LIBOR-BBA with a floor rate of 0.17% to be paid monthlyMUFG Union Bank, N.A.6/30/202520,000,000 (114,267)— (114,267)
Total$77,000,000 $(1,618,313)$— $(1,618,313)

Description and terms of payments to be received from another partyDescription and terms of payments to be paid to another partyCounterpartyMaturity DateAs of December 31, 2019
Notional AmountValueUpfront payments/receiptsUnrealized appreciation/(depreciation)
(a)
Interest Rate Swap and Floor Agreements
Floating interest rate greater of USD-LIBOR-BBA or 0.00%, to be received monthlyFixed interest rate 2.520%, to be paid monthlyMUFG Union Bank, N.A.12/20/2021$35,000,000 $(668,876)$— $(668,876)
Floating interest rate greater of USD-LIBOR-BBA or 0.00%, to be received monthlyFixed interest rate 1.899%, to be paid monthlyMUFG Union Bank, N.A.12/20/202122,000,000 (156,698)— (156,698)
Total$57,000,000 $(825,574)$— $(825,574)

(a) The unrealized appreciation/depreciation were valued using prices or valuation based on observable inputs other than quoted price in active markets for identical assets and liabilities. See “Note 3. Fair Value Disclosures” for more information.




See notes to condensed financial statements (unaudited).
20


VENTURE LENDING & LEASING IX, INC.

NOTES TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED)
1.ORGANIZATION AND OPERATIONS OF THE FUND
    Venture Lending & Leasing IX, Inc. (the “Fund”) was incorporated in Maryland on June 28, 2017 as a non-diversified, closed-end management investment company electing status as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”) and is managed by Westech Investment Advisors, LLC (the “Manager” or “Management”). The Fund will be dissolved on December 31, 2028 unless the Board of Directors (the “Board”) opts to elect early dissolution. One hundred percent of the stock of the Fund is held by Venture Lending & Leasing IX, LLC (the “Company”). Prior to commencing operations on May 2, 2018, the Fund had no operations other than accruing organizational expenses and the sale to the Company of 100,000 shares of common stock, $0.001 par value for $25,000 in June 2017. This issuance of stock was a requirement to apply for a finance lender’s license from the California Commissioner of Corporations, which was obtained on September 22, 2017.

    The Funds investment objective is to achieve superior risk-adjusted investment returns and it seeks to achieve that objective by providing debt financing to portfolio companies, most of which are private. The Fund generally receives warrants to acquire equity securities in connection with its portfolio investments and generally distributes these warrants to its shareholder upon receipt, or soon thereafter. The Fund also has guidelines for the percentages of total assets that are invested in different types of assets.

    The portfolio investments of the Fund primarily consist of debt financing to early and expansion stage venture capital-backed technology companies.

    In the Managers opinion, the accompanying condensed interim financial statements (hereafter referred to as “financial statements”) include all adjustments (consisting only of normal recurring adjustments) necessary for a fair presentation of financial position and results of operations for interim periods. Certain information and note disclosures normally included in audited annual financial statements prepared in accordance with United States Generally Accepted Accounting Principles (“U.S. GAAP”) have been omitted; however, the Fund believes that the disclosures made are adequate to make the information presented not misleading. The interim results for the nine months ended September 30, 2020 are not necessarily indicative of what the results would be for a full year. These financial statements should be read in conjunction with the financial statements and the notes included in the Funds Annual Report on Form 10-K for the year ended December 31, 2019.
2.SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting
    The preparation of financial statements in conformity with U.S. GAAP requires Management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. As an investment company, the Fund follows accounting and reporting guidance as set forth in Topic 946 (“Financial Services - Investment Companies”) of the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification, as amended (“ASC”). Certain prior period information has been reclassified and/or disclosed to conform to current year presentation.
21


Cash and Cash Equivalents
    Cash and cash equivalents consist of cash on hand and money market mutual funds with maturities of 90 days or less. Money market mutual funds held as cash equivalents are valued at their most recently traded net asset value. Within cash and cash equivalents, as of September 30, 2020, the Fund held 20,830,771 units in the Blackrock Treasury Trust Institutional Fund valued at $1 per unit at a yield of 0.04%, which represented 10.1% of the net assets of the Fund. Within cash and cash equivalents, as of December 31, 2019, the Fund held 10,754,759 units in the Blackrock Treasury Trust Institutional Fund valued at $1 per unit at a yield of 1.6%, which represented 9.4% of the net assets of the Fund.
Interest Income
    Interest income on loans is recognized on an accrual basis using the effective interest method including amounts resulting from the amortization of equity securities included as additional compensation as part of the loan agreements. Additionally, fees received as part of the transaction are added to the loan discount and amortized over the life of the loan.

Realized Gains and Losses from Loans

    Realized gains on the sale of loans are computed using the difference between the amortized cost and the sales proceeds. Realized losses on loan write-offs are recognized when management determines a loan is uncollectible.

Investment Valuation

    The Fund accounts for loans at fair value in accordance with the valuation methods below. All valuations are determined under the direction of the Manager, in accordance with the valuation methods.

    As of September 30, 2020 and December 31, 2019, the financial statements included nonmarketable investments of $263.6 million and $203.3 million, respectively, (or 91.3% and 93.4% of total assets, respectively), with the fair values determined by the Manager in the absence of readily determinable market values. Because of the inherent uncertainty of these valuations, estimated fair values of such investments may differ significantly from the values that would have been used had a ready market for the securities existed, and the differences could be material. Below is the information used by the Manager in making these estimates.

Loans

    The Fund defines fair value as the price that would be received to sell an asset or paid to lower a liability in an orderly transaction between market participants at the measurement date. Because there is no readily available market price and no secondary market for substantially all of the debt investments made by the Fund in its borrowing portfolio companies, Management determines fair value based on hypothetical markets, and on several factors related to each borrower, including, but not limited to, the borrowers payment history, available cash and “burn rate,” revenues, net income or loss, the likelihood that the borrower will be able to secure additional financing in the future, and an evaluation of the general interest rate environment. The amount of any valuation adjustment considers the estimated amount and timing of cash payments of principal and interest from the borrower and/or liquidation analysis and is determined based upon a credit analysis of the borrower and an analysis of the expected recovery from the borrower, including consideration of factors such as the nature and quality of the Funds security interests in collateral, the estimated value of the Funds collateral, the size of the loan, and the estimated time that will elapse before the Fund achieves a recovery. Management has evaluated these factors and has concluded that, the effect of deterioration in the quality of the underlying collateral, increase in size of the loan, increase in the estimated time to recovery and increase in the hypothetical market coupon rate would have the effect of lowering the value of the current portfolio of loans.

22


Non-Accrual Loans

    The Funds policy is to classify a loan as non-accrual when the portfolio company is delinquent for three consecutive months on its monthly loan payment, or, in the opinion of Management, either ceases or drastically curtails its operations and Management deems that it is unlikely that the loan will return to performing status. When a loan is placed on non-accrual status, all interest previously accrued but not collected is reversed for the quarter in which the loan was placed on non-accrual status. Any uncollected interest related to quarters prior to when the loan was placed on non-accrual status is added to the principal balance, and the aggregate balance of the principal and interest is evaluated in accordance with the policy for valuation of loans in determining Management’s best estimate of fair value. Interest received by the Fund on non-accrual loans will be recognized as interest income if and when the proceeds exceed the book value of the respective loan.
    If a borrower of a non-accrual loan resumes making regular payments and Management believes that such borrower has regained the ability to service the loan on a sustainable basis, the loan is reclassified back to accrual or performing status. Interest that would have been accrued during the time a loan was classified as non-accrual will be added back to the remaining payment schedule causing a change in the effective interest rate.
    As of September 30, 2020 and December 31, 2019, loans with a cost basis of $17.8 million and $5.7 million and a fair value of $9.1 million and $5.0 million, respectively were classified as non-accrual.

Warrants and Equity Securities

    Warrants and equity securities received in connection with loan transactions are measured at a fair value at the time of acquisition. Warrants are valued based on a modified Black-Scholes option pricing model which considers, among several factors, the underlying stock value, expected term, volatility, and risk-free interest rate. It is anticipated that such securities will be distributed by the Fund to the Company simultaneously with, or shortly following, their acquisition.
    The underlying asset value is estimated based on information available, including information regarding recent rounds of funding of the portfolio company, or the publicly-quoted stock price at the end of the financial reporting period for warrants for comparable publicly-quoted securities.
    Volatility, or the amount of uncertainty or risk about the size of the changes in the warrant price, is based on an index of publicly traded companies grouped by industry and which are similar in nature to the underlying portfolio companies issuing the warrant (“Industry Index”). The volatility assumption for each Industry Index is based on the average volatility for individual public companies within the portfolio company’s industry for a period of time approximating the expected life of the warrants. A hypothetical increase in the volatility of the warrants used in the modified Black-Scholes option pricing model would have the effect of increasing the value of the warrants.
    The remaining expected lives of warrants are based on historical experience of the average life of the warrants, as warrants are often exercised in the event of acquisitions, mergers, or initial public offerings and terminated due to events such as bankruptcies, restructuring activities, or additional financings. These events cause the expected term to be less than the remaining contractual term of the warrants. As of September 30, 2020 and December 31, 2019, the Fund assumed the average duration of a warrant is 4.0 years. The effect of a hypothetical increase in the estimated initial term of the warrants used in the modified Black-Scholes option pricing model would have the effect of increasing the value of the warrants. However, the estimated initial term of the warrant is one factor, of many, used in the valuation of warrants, and by itself does not have a significant impact on the results of operations.
    The risk-free interest rate is derived from the constant maturity tables issued by the U.S. Treasury Department. The effect of a hypothetical increase in the estimated risk-free rate used in the modified Black-Scholes option pricing model would have the effect of increasing the value of the warrants.
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    The Fund engages an independent valuation company to provide valuation assistance with respect to the warrants received as part of loan consideration, including an evaluation of the Fund’s valuation methodology and the reasonableness of the assumptions used from the perspective of a market participant. The independent valuation company also calculates several of the inputs used, such as volatility and risk-free rate.

Other Assets and Liabilities
    Other assets include costs incurred in conjunction with borrowings under the Fund’s debt facility and are stated at initial cost. These costs are amortized over the term of the facility.

    The fair values of other assets and accrued liabilities are estimated at their carrying values because of the short-term nature of these assets and liabilities.

    The carrying value of the borrowings under the debt facility approximates their fair value based on the borrowing rates available to the Fund.
Commitment Fees
    Unearned income and commitment fees on loans are recognized using the effective-interest method over the term of the loan. Commitment fees are carried as liabilities when received for commitments upon which no draws have been made. When the first draw is made, the fee is treated as unearned income and is recognized as described above. If a draw is never made, the forfeited commitment fee less any applicable legal costs becomes recognized as other income after the commitment expires.
Deferred Bank Fees
    The deferred bank fees and costs associated with the debt facility are included in other assets in the Condensed Statements of Assets and Liabilities and are being amortized over the estimated life of the facility, which currently matures on December 20, 2021. The amortization of these costs is recorded as interest expense in the Condensed Statements of Operations.
Derivative Instruments
    The Fund uses derivative instruments to manage its exposure to changes in interest rates on expected borrowings under its debt facility, as the Fund originates fixed rate loans (see Note 8).

    Derivative instruments are primarily valued on the basis of quotes obtained from banks, brokers and dealers and adjusted for counterparty risk and the optionality of the interest rate floor. The valuation of the derivative instruments also considers the future expected interest rates on the notional principal balance remaining which is comparable to what a prospective acquirer would pay on the measurement date. Valuation pricing models consider inputs such as forward rates, anticipated interest rate volatility relating to the reference rate, as well as time value and other factors underlying derivative instruments.

    The Fund is a party to a master netting arrangement with MUFG Union Bank, N.A., however, the Fund has elected not to offset assets and liabilities under these arrangements for financial statement presentation purposes. The contract is recorded at gross fair value in either derivative asset or derivative liability in the Condensed Statements of Assets and Liabilities, depending on whether the value of the contract is in favor of the Fund or the counterparty. The changes in fair value are recorded in net change in unrealized gain (loss) from derivative instruments in the Condensed Statements of Operations and the quarterly interest received or paid on the contract, if any, is recorded in net realized gain (loss) from derivative instruments in the Condensed Statements of Operations.

    The interest rate swap and floor transactions and interest rate collar transaction are contractually scheduled to terminate on December 20, 2021 and June 30, 2025, respectively.
24


3. FAIR VALUE DISCLOSURES
    The Fund provides asset-based financing primarily to start-up and emerging growth venture-backed companies pursuant to commitments whereby the Fund agrees to finance assets and provide working or growth capital up to a specified amount for the term of the commitment, upon the terms and subject to the conditions specified by such commitment. Even though these loans are generally secured by the assets of the borrowers, the Fund in most cases is subject to the credit risk of such companies. As of September 30, 2020, the Funds investments in loans were primarily to companies based within the United States and were diversified among borrowers in the industry segments shown in the Condensed Schedules of Investments. All loans are senior to unsecured creditors and other secured creditors, unless otherwise indicated in the Condensed Schedules of Investments.

    The Fund defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date; that is, an exit price. The exit price assumes the asset or liability was exchanged in an orderly transaction; it was not a forced liquidation or distressed sale. Because there is no readily available market price and no secondary market for substantially all of the debt investments made by the Fund to borrowing portfolio companies, Management determines fair value (or estimated exit value) based on a hypothetical market, and several factors related to each borrower.

    Loan balances in the Condensed Schedules of Investments are listed by borrower. Typically, a borrowers balance will be composed of several loans drawn under a commitment made by the Fund with the interest rate on each loan fixed at the time each loan is funded. Each loan drawn under a commitment has a different maturity date and amount.

    For the three months ended September 30, 2020, the weighted-average interest rate on the performing and all loans were 21.33% and 20.69%, respectively, which was inclusive of both cash and non-cash interest income. The weighted-average rate on both the performing and all loans was 16.35%, which was inclusive of both cash and non-cash interest income, for the three months ended September 30, 2019. For the three months ended September 30, 2020, the weighted-average interest rate on the cash portion of the interest income for the performing and all loans was 17.24% and 16.76%, respectively. The weighted-average interest rate on the cash portion of the interest income on both the performing and all loans for the three months ended September 30, 2019 was 12.65%.

    For the nine months ended September 30, 2020, the weighted-average interest rate on the performing and all loans were 19.15% and 18.59%, respectively, which was inclusive of both cash and non-cash interest income. The weighted-average rate on both the performing and all loans was 17.47%, which was inclusive of both cash and non-cash interest income, for the nine months ended September 30, 2019. For the nine months ended September 30, 2020, the weighted-average interest rate on the cash portion of the interest income for the performing and all loans was 15.42% and 14.98%, respectively. The weighted-average interest rate on the cash portion of the interest income on both the performing and all loans for the nine months ended September 30, 2019 was 12.78%.

    Interest is calculated using the effective interest method, and rates earned by the Fund will fluctuate based on many factors including early payoffs, volatility of values ascribed to warrants and new loans funded during the period.

    The risk profile of a loan changes when events occur that impact the credit analysis of the borrower and loan as discussed in the Fund’s loan accounting policy. Such changes result in the fair value adjustments made to the individual loans, which in accordance with U.S. GAAP, would be based on the price that would be received to sell an asset or paid to settle a liability in an orderly transaction between market participants at the measurement date. Where the risk profile is consistent with the original underwriting, which is primarily the case for this loan portfolio, the cost basis of the loan often approximates fair value.

25


    All loans as of September 30, 2020 and December 31, 2019 were pledged as collateral for the debt facility, and the Fund’s borrowings are generally collateralized by all assets of the Fund. As of September 30, 2020 and December 31, 2019, the Fund had unexpired unfunded commitments to borrowers of $61.4 million and $78.0 million, respectively.

Valuation Hierarchy

    Under the FASB ASC Topic 820 (“Fair Value Measurement”), the Fund categorizes its fair value measurements according to a three-level hierarchy. The hierarchy prioritizes the inputs used by the Funds valuation techniques. A level is assigned to each fair value measurement based on the lowest level input that is significant to the fair value measurement in its entirety.

    The three levels of the fair value hierarchy are defined as follows:
Level 1 Unadjusted quoted prices for identical assets or liabilities in active markets that are accessible at the measurement date.
Level 2 Prices or valuations based on observable inputs other than quoted prices in active markets for identical assets and liabilities.
Level 3 Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable.

    Transfers of investments between levels of the fair value hierarchy are recorded on the actual date of the event or change in circumstances that caused the transfer. There were no transfers in and out of Level 1, 2, or 3 during the nine months ended September 30, 2020 and 2019.

    The Funds cash equivalents were valued at the traded net asset value of the money market fund. As a result, these measurements are classified as Level 1. The Fund’s derivative instruments are based on quotes from the market makers that derive fair values from market data, and therefore, is classified as Level 2. The Fund’s borrowings under the debt facility are also classified as Level 2, because the carrying values of the borrowings are based on rates that are observable at commonly quoted intervals, which are Level 2 inputs, and that approximate fair values. The Fund’s loan transactions are individually negotiated and unique, and because there is little to no market in which these assets trade, the inputs for these assets, which are valued using estimated exit values, are classified as Level 3.  

    The following tables provide quantitative information about the Fund’s Level 3 fair value measurements of the Fund’s investments by industry as of September 30, 2020 and December 31, 2019. In addition to the techniques and inputs noted in the tables below, the Fund may also use other valuation techniques and methodologies when determining its fair value measurements.
Investment Type - Level 3
Debt InvestmentsFair Values at September 30, 2020Valuation Techniques / MethodologiesUnobservable InputsWeighted Averages(a) / Amounts & Ranges
Biotechnology$5,554,391 Hypothetical market analysisHypothetical market coupon rate15% (14% - 16%)
Computers & Storage9,479,950 Hypothetical market analysisHypothetical market coupon rate14% (14% - 15%)
Enterprise Networking4,749,719 Hypothetical market analysisHypothetical market coupon rate19%*
Internet28,776,202 Hypothetical market analysisHypothetical market coupon rate17% (13% - 31%)
26


Investment Type - Level 3
Debt InvestmentsFair Values at September 30, 2020Valuation Techniques / MethodologiesUnobservable InputsWeighted Averages(a) / Amounts & Ranges
Income ApproachExpected amount and timing of cash flow payment

Discount Rate

$402,654 ($12,500 - $653,784)

1%
Medical Devices18,861,253 Hypothetical market analysisHypothetical market coupon rate17% (13% - 32%)
Income ApproachExpected amount and timing of cash flow payment

Discount Rate


$10,329,931*

1%
Other Healthcare15,564,746 Hypothetical market analysisHypothetical market coupon rate16% (13% - 24%)
Other Technology117,462,682 Hypothetical market analysisHypothetical market coupon rate16% (14% - 38%)
Income ApproachExpected amount and timing of cash flow payment

Discount Rate

$3,806,816 ($18,750 - $5,306,124)

1%
Security1,889,224 Hypothetical market analysisHypothetical market coupon rate22% (14% - 51%)
Semiconductors & Equipment731,796 Hypothetical market analysisHypothetical market coupon rate16%*
Software33,016,789 Hypothetical market analysisHypothetical market coupon rate17% (13% - 26%)
Income ApproachExpected amount and timing of cash flow payment

Discount Rate

$2,039,499 ($17,000 - $2,343,019)

1%
Technology Services14,892,174 Hypothetical market analysisHypothetical market coupon rate15% (13% - 23%)
Income ApproachExpected amount and timing of cash flow payment

Discount Rate
$2,388,903 ($430,929 - $2,814,508)

1%
Wireless12,637,415 Hypothetical market analysisHypothetical market coupon rate14% (14% - 16%)
Total debt investments$263,616,341 
(a) The weighted-average hypothetical market coupon rates were calculated using the relative fair value of the loans.
* There is only one loan within the industry.
Investment Type - Level 3
Debt InvestmentsFair Values at December 31, 2019Valuation Techniques / MethodologiesUnobservable Inputs
Weighted Averages(a)/Amount & Ranges
Biotechnology$3,490,422 Hypothetical market analysisHypothetical market coupon rate15% (14% - 21%)
27


Investment Type - Level 3
Debt InvestmentsFair Values at December 31, 2019Valuation Techniques / MethodologiesUnobservable Inputs
Weighted Averages(a)/Amount & Ranges
Computers & Storage2,370,284 Hypothetical market analysisHypothetical market coupon rate15%*
Enterprise Networking112,500 Income Approach
Expected amount and timing of cash flow payment

Discount Rate

$112,500*

0%
Internet31,748,524 Hypothetical market analysisHypothetical market coupon rate17% (14% - 31%)
Income Approach
Expected amount and timing of cash flow payment

Discount Rate

$999,905*

3%
Medical Devices22,328,707 Hypothetical market analysisHypothetical market coupon rate21% (14% - 38%)
Income Approach
Expected amount and timing of cash flow payment

Discount Rate

$10,529,931*

3%
Other Healthcare10,465,833 Hypothetical market analysisHypothetical market coupon rate16% (15% - 18%)
Other Technology70,285,041 Hypothetical market analysisHypothetical market coupon rate16% (13% - 35%)
Income Approach
Expected amount and timing of cash flow payment

Discount Rate

$2,394,959 ($1,561,170 - $2,844,003)

3%
Security1,476,848 Hypothetical market analysisHypothetical market coupon rate16% (14% - 21%)
Semiconductors & Equipment1,137,034 Hypothetical market analysisHypothetical market coupon rate16%*
Software40,214,116 Hypothetical market analysisHypothetical market coupon rate17% (13% - 26%)
Income Approach
Expected amount and timing of cash flow payment

Discount Rate

$2,715,143 ($517,921 - $2,866,672)

2%
Technology Services13,574,552 Hypothetical market analysisHypothetical market coupon rate15% (14% - 30%)
Wireless6,107,384 Hypothetical market analysisHypothetical market coupon rate15% (15% - 17%)
Total Debt Investments$203,311,245 
(a) The weighted-average hypothetical market coupon rates were calculated using the relative fair value of the loans.
* There is only one loan within the industry.

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    The following tables present the balances of assets and liabilities as of September 30, 2020 and December 31, 2019 measured at fair value on a recurring basis:

As of September 30, 2020
ASSETS:Level 1Level 2Level 3Total
Loans
$— $— $263,616,341 $263,616,341 
Cash equivalents20,830,771 — — 20,830,771 
Total assets$20,830,771 $— $263,616,341 $284,447,112 
LIABILITIES:Level 1Level 2Level 3Total
Borrowings under debt facility$— $78,000,000 $— $78,000,000 
Derivative liability— 1,618,313 — 1,618,313 
Total liabilities$— $79,618,313 $— $79,618,313 

As of December 31, 2019
ASSETS:Level 1Level 2Level 3Total
Loans
$— $— $203,311,245 $203,311,245 
Cash equivalents10,754,759 — — 10,754,759 
Total assets$10,754,759 $— $203,311,245 $214,066,004 
LIABILITIES:Level 1Level 2Level 3Total
Borrowings under debt facility$— $100,000,000 $— $100,000,000 
Derivative liability— 825,574 — 825,574 
Total liabilities$— $100,825,574 $— $100,825,574 

† For a detailed listing of borrowers comprising this amount, please refer to the Condensed Schedules of Investments.

    The following tables provide a summary of changes in Level 3 assets measured at fair value on a recurring basis:
For the Three Months Ended
September 30, 2020
For the Nine Months Ended
September 30, 2020
LoansStockWarrantsLoansStockWarrantsConvertible Note
Beginning balance$259,423,657 $— $— $203,311,245 $— $— $— 
Acquisitions and originations48,608,333 750,000 2,631,536 145,825,000 750,000 8,914,947 175,547 
Principal reductions and accretion of discounts(41,426,829)— — (76,346,241)— — — 
Distributions to shareholder— (750,000)(2,631,536)— (750,000)(8,914,947)(175,547)
Net change in unrealized gain (loss) from loans(2,988,820)— — (9,173,663)— — — 
Ending balance$263,616,341 $— $— $263,616,341 $— $— $— 
Net change in unrealized gain (loss) from loans relating to loans still held at period end$(3,071,860)$(9,173,663)

29


For the Three Months Ended September 30, 2019For the Nine Months Ended September 30, 2019
LoansWarrantsLoansWarrants
Beginning balance$130,203,718 $— $79,045,107 $— 
Acquisitions and originations46,025,000 2,930,604 109,925,000 8,143,730 
Principal reductions and accretion of discounts(7,106,405)— (19,847,794)— 
Distributions to shareholder— (2,930,604)— (8,143,730)
Net change in unrealized gain from loans(1,362,469)— (1,362,469)— 
Ending balance$167,759,844 $— $167,759,844 $— 
Net change in unrealized loss from loans relating to loans still held at period end$(1,362,469)$(1,362,469)

4.    EARNINGS PER SHARE
        Basic earnings per share are computed by dividing net increase (decrease) in net assets resulting from operations by the weighted average common shares outstanding. Diluted earnings (loss) per share are computed by dividing net increase (decrease) in net assets resulting from operations by the weighted average common shares outstanding, including the dilutive effects of potential common shares (e.g. stock options). The Fund has no instruments that would be potential common shares; thus, reported basic and diluted earnings (loss) per share were the same.
5.    CAPITAL STOCK
    As of both September 30, 2020 and December 31, 2019, there were 10,000,000 shares of $0.001 par value common stock authorized, and 100,000 shares issued and outstanding. Total committed capital of the Company, as of both September 30, 2020 and December 31, 2019, was $460.0 million. Total contributed capital to the Company as of September 30, 2020 and December 31, 2019 was $264.5 million and $174.8 million, respectively, of which $243.1 million and $148.1 million were contributed to the Fund, respectively.

    The chart below shows the distributions of the Fund for the nine months ended September 30, 2020 and 2019.

 For the Nine Months Ended September 30, 2020For the Nine Months Ended September 30, 2019
Cash distributions$7,000,000 $18,700,000 
Distributions of equity securities and convertible notes9,840,494 8,143,730 
Total distributions to shareholder$16,840,494 $26,843,730 
    
    Final classification of the distributions as either a return of capital or a distribution of income is an annual determination made at the end of each year dependent upon the Fund’s current year and cumulative earnings and profits.
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6. DEBT FACILITY
    The 1940 Act requires a BDC to meet certain levels of asset coverage with respect to its outstanding “senior securities,” which typically consist of outstanding borrowings under credit facilities and other debt instruments. Historically, BDCs have only been allowed to incur indebtedness by issuing senior securities if their asset coverage equals at least 200% after giving effect to such borrowings. The Small Business Credit Availability Act (the “SBCAA”), which was signed into law on March 23, 2018, added a new Section 61(a)(2) to the 1940 Act that permits BDCs like the Fund to increase the amount of indebtedness they may incur by lowering the asset coverage requirement from 200% to 150% if they make certain disclosures and obtain the approval by either (1) a “required majority,” as defined in Section 57(o) of the 1940 Act, of the BDC’s board of directors, including a majority of non-interested directors within the meaning of Section 2(a)(19) of the 1940 Act (‘Independent Directors”), with effectiveness one year after the date of such approval or (2) a majority of votes cast at a special or annual meeting of the BDC’s shareholders at which a quorum is present, which is effective the day after such stockholder approval.
    On December 5, 2018, the required majority of the Fund’s Board, including a majority of its independent directors, unanimously determined it to be in the best interests of the Fund and its sole shareholder, the Company, to provide the Fund with maximum leverage flexibility, and approved the application to the Fund of a minimum asset coverage ratio of 150%, pursuant to Section 61(a)(2) of the 1940 Act, which would double the Fund’s borrowing limits, subject to approval by the Company via the pass-through voting of its members. Thereafter, at a special meeting of shareholders held on April 24, 2019, the Fund’s sole shareholder, the Company, approved the proposal to apply the reduced asset coverage requirement to the Fund. The 150% asset coverage ratio became effective for the Fund on April 25, 2019. As of September 30, 2020 and December 31, 2019, the Fund’s asset coverage for borrowings was 363% and 213%, respectively.
    On December 20, 2018, the Fund entered into a syndicated loan agreement led by MUFG Union Bank, N.A., Wells Fargo Securities, LLC and ING Capital LLC, with participation from Zions Bancorporation, N.A., doing business as California Bank & Trust, Bank Leumi USA, Umpqua Bank, HSBC Bank USA, N.A., and First Bank, that established a secured revolving loan facility in an initial amount of up to $200.0 million with the option to request that borrowing availability be increased up to $400.0 million (the “Loan Agreement”), subject to further negotiation and credit approval. All of the assets of the Fund collateralize borrowings by the Fund. Loans under the facility may be, at the option of the Fund, a Reference Rate Loan, a LIBOR Loan or a LIBOR Market Index Rate Loan. As of September 30, 2020, the Fund’s outstanding borrowings were entirely based on the LIBOR rate. The facility terminates on December 20, 2021, but can be accelerated in the event of default, such as failure by the Fund to make timely interest or principal payments.
    Borrowings under the facility are collateralized by receivables from loans to portfolio companies advanced by the Fund with assignment of such receivables to the financial institution, plus all of the other assets of the Fund. The Fund pays interest on its borrowings and a fee on the unused portion of the facility. Under the Loan Agreement, interest is charged to the Fund based on its borrowings at, pursuant to the election of the Fund, an annual rate equal to either (i) the Reference Rate plus 1.50%, (ii) LIBOR plus 2.50% or (iii) the LIBOR Market Index Rate plus 2.50%. When the Fund is using 50% or more of the maximum amount available under the Loan Agreement, the applicable commitment fee is 0.25% of the unused portion of the loan facility; otherwise, the applicable commitment fee is 0.50% of the unused portion. The Fund pays the unused credit line fee quarterly. As of September 30, 2020 and December 31, 2019, $78.0 million and $100 million, respectively, was outstanding under the facility.
    As of September 30, 2020, the LIBOR rate was as follows:
                
1-Month LIBOR0.1483%
3-Month LIBOR0.2339%
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    Bank fees and other costs of $1.3 million incurred in connection with the acquisition of the facility have been capitalized and are amortized to interest expense on a straight-line basis over the expected life of the facility. As of September 30, 2020 and December 31, 2019, the remaining unamortized fees and costs of $0.5 million and $0.9 million, respectively, are being amortized over the expected life of the facility, which is expected to terminate on December 20, 2021.
    The facility is revolving and as such does not have a specified repayment schedule, although advances are secured by the assets of the Fund and thus repayments will be required as assets decline. The facility contains various covenants including financial covenants related to: (i) minimum debt service coverage ratio, (ii) interest coverage ratio, (iii) unfunded commitment ratio, (iv) maximum quarterly loan loss reserve ratio, (v) maximum annual loan loss reserve ratio and (vi) maximum loan loss test. There are also various restrictive covenants, including limitations on: (i) the incurrence of liens, (ii) consolidations, mergers and asset sales and (iii) capital expenditures. As of September 30, 2020 and December 31, 2019, Management is not aware of instances of non-compliance with financial covenants.
    The following is the summary of the outstanding facility draws as of September 30, 2020:
AmountMaturity Date*
All-In Interest Rate(a)
LIBOR Market Index Rate Loan78,000,000 December 20, 2021Variable based on 1-Month LIBOR rate
Total Outstanding$78,000,000 
(a)Inclusive of 2.50% applicable LIBOR margin plus LIBOR rate.

    The following is the summary of the outstanding facility draws as of December 31, 2019:
AmountMaturity Date*
All-In Interest Rate(a)
LIBOR Loan$31,000,000 January 22, 2020*4.28%
LIBOR Market Index Rate Loan69,000,000 December 20, 2021Variable based on 1-Month LIBOR rate
Total Outstanding$100,000,000 
*Following the maturity date, Management elected to renew the LIBOR Loan with no material changes in loan terms.
(a)Inclusive of 2.50% applicable LIBOR margin plus LIBOR rate.
7.    MANAGEMENT FEE
As compensation for its services to the Fund, from the date of the first capital call, May 1, 2018, to March 31, 2019, the Manager received a management fee (“Management Fee”) computed and paid at the end of the quarter at an annual rate of 1.575% of the Company’s committed equity capital (regardless of when or if the capital was called). The Management Fee percentage is 1.575% as of September 30, 2020, based on the following schedule of annual percentages:
Management Fee
Year 11.575%
Year 21.600%
Year 31.575%
Year 41.500%
Year 51.250%
Year 60.900%
Year 70.600%
Year 80.350%
Year 90.150%
32


Management Fees of $1.8 million and $5.5 million were recognized as expenses for both the three and nine months ended September 30, 2020. Management fees of $1.8 million and $5.5 million were recognized as expenses for the same period in 2019.
8.    DERIVATIVE INSTRUMENTS
    The Fund uses derivative instruments to manage its exposure to interest rates on expected borrowings under its debt facility, as the Fund originates fixed rate loans.

Interest Rate Swap and Floor    

    On February 7, 2019, the Fund entered into an interest rate swap and floor agreement with MUFG Union Bank, N.A. The Fund entered into an interest rate swap agreement to manage the Fund’s exposure to changes in interest rates on its expected borrowings under its debt facility, as the Fund originates fixed rate loans. The floor allows the Fund to match the swap with the terms of the variable rate index of the debt facility. The Fund may enter into additional hedging transactions to remain in compliance with the hedging requirements to the debt facility. As of September 30, 2020, the total notional principal amount was $57.0 million.

    The Fund pays a weighted average rate of 2.28% and receives from the counterparty a floating rate based upon a 1-Month LIBOR rate. Payments are made monthly. The payments and interest rate swap agreement will terminate on December 20, 2021. Payments to or from the counterparty are recorded to net realized gain (loss) from derivative instruments.

Interest Rate Collar Agreement

    On June 29, 2020, the Fund entered into an interest rate collar transaction with MUFG Union Bank, N.A. The aggregate notional principal amount of the interest rate collar is $20.0 million, with a cap of 1.1500% and floor of 0.1700% on floating rate based upon a 1-Month LIBOR rate. The interest rate collar mitigates the Fund's exposure to interest rate fluctuations on variable rate index of the debt facility. The collar establishes a range where the Fund pays the counterparty if the 1-Month LIBOR rate falls below the established floor rate, and the counterparty will pay the Fund if the 1-Month LIBOR rate exceeds the established cap rate. The interest rate collar settles monthly. The interest rate collar transaction is expected to terminate on June 30, 2025.

    The following table shows the Fund's derivative instruments at fair value on the Fund's Condensed Statement of Assets and Liabilities as of September 30, 2020 and December 31, 2019.
Derivative Liability
Derivative InstrumentsSeptember 30, 2020December 31, 2019
Interest rate swap and floor$1,504,046 $825,574 
Interest rate collar$114,267 $— 
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    The following table shows the effect of the Fund's derivative instruments on the Fund's Condensed Statement of Operations:
For the Three Months Ended
September 30,
For the Nine Months Ended
September 30,
Derivative InstrumentsCondensed Statements of Operation Caption2020201920202019
Interest rate swap and floorNet change in unrealized gain (loss) from derivative instruments$292,432 $(113,664)$(678,472)$(1,014,599)
Net realized loss from derivative instruments$(308,139)$(4,681)$(648,427)$(9,595)
Interest rate collarNet change in unrealized gain (loss) from derivative instruments$62,146 $— $(114,268)$— 
Net realized loss from derivative instruments$(401)$— $(401)$— 
9. TAX STATUS
    The Fund has elected to be treated as a regulated investment company ("RIC") under Subchapter M of the Internal Revenue Code (the "Code") and operates in a manner to qualify for the tax treatment applicable to RICs. Failing to maintain at least 70% of total assets in "qualifying assets" will result in the loss of BDC status, resulting in losing its favorable tax treatment as a RIC. As of September 30, 2020, the Fund has met the BDC and RIC requirements.

    In order to qualify for favorable tax treatment as a RIC, the Fund is required to distribute annually to its shareholder at least 90% of its investment company taxable income, as defined by the Code. To avoid federal excise taxes, the Fund must distribute annually at least 98% of its ordinary income and 98.2% of net capital gains from the current year and any undistributed ordinary income and net capital gains from the preceding years. The Fund, at its discretion, may carry forward taxable income in excess of calendar year distributions and pay a 4% excise tax on this income. If the Fund chooses to do so, all other things being equal, this would increase expenses and reduce the amount available to be distributed to its shareholder. The Fund will accrue excise tax on estimated undistributed taxable income as required.

    Below are tables summarizing the cost of investments for federal income tax purposes and the appreciation and depreciation of the investments reported on the Condensed Schedules of Investments and Condensed Statements of Assets and Liabilities as of September 30, 2020 and December 31, 2019:

AssetAs of September 30, 2020
CostUnrealized AppreciationUnrealized DepreciationNet Appreciation (Depreciation)
Loans$273,693,938 $— $(10,077,597)$(10,077,597)
Total$273,693,938 $— $(10,077,597)$(10,077,597)
As of September 30, 2020
LiabilityCostUnrealized AppreciationUnrealized DepreciationNet Appreciation (Depreciation)
Derivative liability$— $— $(1,618,313)$(1,618,313)
Total$— $— $(1,618,313)$(1,618,313)
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AssetAs of December 31, 2019
CostUnrealized AppreciationUnrealized DepreciationNet Appreciation (Depreciation)
Loans$204,215,179 $— $(903,934)$(903,934)
Total$204,215,179 $— $(903,934)$(903,934)
As of December 31, 2019
LiabilityCostUnrealized AppreciationUnrealized DepreciationNet Appreciation (Depreciation)
Derivative liability$— $— $(825,574)$(825,574)
Total$— $— $(825,574)$(825,574)
    Dividends from net investment income and distributions from net realized capital gains are determined in accordance with U.S. federal income tax regulations, which may differ from those amounts determined in accordance with U.S. GAAP.  These book/tax differences are either temporary or permanent in nature.  To the extent these differences are permanent, they are charged or credited to paid-in-capital or accumulated net realized gain (loss), as appropriate, in the period that the differences arise.  Temporary and permanent differences are primarily attributable to differences in the tax treatment of certain loans and the tax characterization of income and non-deductible expenses.  These differences are generally determined in conjunction with the preparation of the Fund’s annual RIC tax return.
    Book and tax basis differences relating to shareholder dividends and distributions and other permanent book and tax differences are reclassified among the Fund’s capital accounts.  In addition, the character of income and gains to be distributed is determined in accordance with income tax regulations that may differ from U.S. GAAP. The determination of the tax attributes of the Fund’s distributions is made annually as of the end of the Fund’s taxable year and is generally based upon its taxable income for the full taxable year and distributions paid for the full taxable year. As a result, a determination made on a quarterly basis may not be representative of the actual tax attributes of the Fund’s distributions for a full taxable year. As of September 30, 2020, the Fund had determined the tax attributes of its distributions taxable year-to-date to be from its current and accumulated earnings and profits.  There is not yet, however, certainty as to what the actual tax attributes of the Fund’s distributions to the shareholders will be by the year-ended December 31, 2020.
    The Fund anticipates distributing all distributable earnings by the end of the year. As of September 30, 2020, the Fund had $7.1 million in undistributed earnings. The Fund may pay distributions in excess of its taxable net investment income.  This excess would be a tax-free return of capital in the period and reduce the shareholder’s tax basis in its shares.
    The Fund’s tax returns remain open for examination by the federal government for a period of three years and California tax authorities for a period of four years from when they are filed.  As of September 30, 2020, the Fund had no uncertain tax positions and no capital loss carryforwards.
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10. UNEXPIRED UNFUNDED COMMITMENTS
    As of September 30, 2020 and December 31, 2019, the Fund’s unexpired unfunded commitments to borrowers totaled $61.4 million and $78.0 million, respectively. Because venture loans are privately negotiated transactions, investments in these assets are relatively illiquid. It is the Manager’s experience that not all unexpired unfunded commitments will be used by the borrowers. Many credit agreements contain provisions which are milestone dependent and not all borrowers will achieve these milestones. Additionally, the Fund’s credit agreements contain provisions that give relief from funding obligations in the event the borrower has a material adverse change to its financial condition. Therefore, the unexpired unfunded commitments do not necessarily reflect future cash requirements or future investments for the Fund.

    The tables below are the Fund’s unexpired unfunded commitments as of September 30, 2020 and December 31, 2019:

BorrowerIndustryUnexpired Unfunded Commitment as of September 30, 2020Expiration Date
8E14 NetworksOther Technology$900,000 07/31/2021
Antitoxin Technologies Inc.Other Technology2,000,000 06/30/2021
BackboneAI Inc.Software1,000,000 04/30/2021
Benson Hill Bio, Inc.Other Technology7,500,000 12/01/2020
Callisto Media, Inc.Technology Services3,250,000 12/31/2020
Cloudleaf, Inc.Software1,500,000 10/15/2020
Coterie Applications, Inc.Other Technology1,500,000 03/31/2021
Diamanti, Inc.Enterprise Networking500,000 10/05/2020
eXo Imaging, Inc.Medical Devices4,000,000 11/30/2020
Fetch Robotics, Inc.Computers & Storage2,500,000 06/30/2021
Invoice2Go, Inc.Software13,000,000 03/31/2021
Lukla, Inc.Internet500,000 01/31/2021
PeerWell, Inc.Other Healthcare500,000 07/30/2021
Pitzi, Ltd.Other Healthcare1,000,000 11/30/2020
Pixlee, Inc.Software2,500,000 06/30/2021
Popily, Inc.Security1,500,000 12/31/2020
Quartzy, Inc.Biotechnology1,125,000 10/15/2020
Reciprocity, Inc.Software1,950,000 01/31/2021
Sonatus, Inc.Software2,000,000 03/31/2021
Starface World, Inc.Internet500,000 01/31/2021
TIER Mobility GmbHOther Technology8,000,000 02/15/2021
TomoCredit, Inc.Other Technology400,000 11/30/2020
Vessel Health, Inc.Other Healthcare3,750,000 03/31/2021
Total$61,375,000 

36


BorrowerIndustryUnexpired Unfunded Commitment as of December 31, 2019Expiration Date
Ablacon, Inc.Medical Devices$2,500,000 01/31/2020
Ainsly, Inc.Internet1,500,000 01/31/2020
Airvine Scientific, Inc.Wireless125,000 03/31/2020
Apollo Flight Research Inc.Other Technology250,000 01/31/2020
ArborMetrix, Inc.Software750,000 04/30/2020
Beanfields, PBCOther Technology625,000 06/30/2020
BW Industries, Inc.Other Technology2,000,000 07/31/2020
Callisto Media, Inc.Technology Services10,000,000 12/31/2020
Canary Technologies Corp.Software250,000 09/30/2020
Cesium, Inc.Internet375,000 03/31/2020
Cloudleaf, Inc.Software1,500,000 10/15/2020
DOSH Holdings, Inc.Other Technology3,750,000 01/15/2020
eXo Imaging, Inc.Medical Devices6,000,000 11/30/2020
GoForward, Inc.Other Healthcare6,250,000 07/01/2020
Hello Heart Inc.Other Healthcare1,750,000 08/31/2020
HumanAPI, Inc.Other Healthcare500,000 01/31/2020
Kids on 45th, Inc.Internet500,000 01/31/2020
Klar Holdings LimitedTechnology Services250,000 03/31/2020
Liftit, Inc.Technology Services500,000 01/30/2020
Lucideus, Inc.Software500,000 07/15/2020
Lukla, Inc.Internet750,000 01/31/2021
Marley Spoon, Inc.Internet3,750,000 07/31/2020
Medable, Inc.Software2,000,000 07/31/2020
Merchbar, Inc.Internet250,000 01/30/2020
Noteleaf, Inc.Other Technology1,000,000 01/31/2020
OneLocal, Inc.Internet1,000,000 07/31/2020
Owl Cameras, Inc.Software3,000,000 01/01/2020
Parallel Wireless, Inc.Wireless6,500,000 03/31/2020
Percepto Inc.Other Technology1,000,000 05/31/2020
Pitzi, Ltd.Other Technology2,500,000 11/30/2020
Quartzy, Inc.Biotechnology2,250,000 10/15/2020
Solugen, Inc.Technology Services1,250,000 01/31/2020
Stay Alfred, Inc.Internet7,500,000 06/30/2020
Stitch Labs, Inc.Software750,000 01/31/2020
The Safe and Fair Food Company LLCOther Technology1,250,000 01/31/2020
Trendalytics Innovation Labs, Inc.Software450,000 01/31/2020
Visual Supply CompanyInternet2,500,000 03/31/2020
Voodoo Manufacturing, Inc.Other Technology375,000 02/28/2020
Total$77,950,000 
11. FINANCIAL HIGHLIGHTS

    U.S. GAAP requires disclosure of financial highlights of the Fund for the three and nine months ended September 30, 2020 and 2019.

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    The total rate of return is defined as the return based on the change in value during the period of a theoretical investment made at the beginning of the period. The total rate of return assumes a constant rate of return for the Fund during the period reported and weights each cash flow by the amount of time held in the Fund. This required methodology differs from an internal rate of return.

    The ratios of expenses and net investment income to average net assets, calculated below, are annualized and are computed based upon the aggregate weighted average net assets of the Fund for the periods presented. Net investment income is inclusive of all investment income, net of expenses and excludes realized or unrealized gains and losses.

    Beginning and ending net asset values per share are based on the beginning and ending number of shares outstanding. Other per share information is calculated based upon the aggregate weighted average net assets of the Fund for the periods presented.

    The following per share data and ratios have been derived from the information provided in the financial statements:

 For the Three Months Ended September 30, 2020For the Three Months Ended September 30, 2019For the Nine Months Ended September 30, 2020For the Nine Months Ended September 30, 2019
  
Total return**5.23 %2.00 %9.92 %6.56 %
  
Per share amounts: 
Net asset value, beginning of period$1,467.22 $758.94 $1,138.32 $740.89 
Net investment income105.99 30.38 246.20 69.62 
Net realized and change in unrealized loss from loans and derivative instruments(29.43)(14.80)(106.16)(23.86)
Net increase in net assets resulting from operations76.56 15.58 140.04 45.76 
Distributions to shareholder(103.82)(56.31)(168.40)(268.44)
Contributions from shareholder620.00 145.00 950.00 345.00 
 
Net asset value, end of period$2,059.96 $863.21 $2,059.96 $863.21 
Net assets, end of period$205,996,291 $86,320,710 $205,996,291 $86,320,710 
  
Ratios to average net assets: 
Expenses*8.38 %15.69 %9.08 %16.08 %
Net investment income*28.23 %15.46 %24.06 %12.91 %
Portfolio turn-over rate— %— %— %0.62 %
         Average debt outstanding$115,500,000 $74,675,000 $106,850,000 $52,070,000 
*Annualized
**Total return amounts presented above are not annualized.
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12.     SUBSEQUENT EVENTS
    The Fund evaluated subsequent events through the date the financial statements were issued and determined that no additional subsequent events had occurred that would require accrual or disclosure in the financial statements.
39


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

    In addition to the historical information contained herein, the information in this Quarterly Report on Form 10-Q contains certain “forward-looking statements” within the meaning of the securities laws. These forward-looking statements reflect the current view of the Fund with respect to future events and financial performance and are subject to several risks and uncertainties, many of which are beyond the Fund’s control. All statements, other than statements of historical facts included in this Quarterly Report, regarding the strategy, future operations, financial position, estimated revenues, projected costs, prospects, plans and objectives of the Fund are forward-looking statements. For example, statements in this Form 10-Q regarding the potential future impact of the COVID-19 pandemic on the Fund’s business and results of operations are forward-looking statements. When used in this report, the words “will,” “believe,” “anticipate,” “intend,” “estimate,” “expect,” “project” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. All forward-looking statements speak only as of the date of this report. The Fund does not undertake any obligation to update or revise publicly any forward-looking statements, whether resulting from new information, future events or otherwise, except as required by law.

    The reader of this Quarterly Report should understand that all such forward-looking statements are subject to various uncertainties and risks that could affect their outcome. The Fund’s actual results could differ materially from those suggested by such forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, variances in the actual versus projected growth in assets, return on assets, loan losses, expenses, rates charged on loans and earned on securities investments, competition and macro-economic changes including inflation, interest rate expectations, among other factors including those set forth in the section of this Quarterly Report titled “Risk Factors” and Item 1A - “Risk Factors” in the Fund’s 2019 Annual Report on Form 10-K. This entire Quarterly Report should be read to put such forward-looking statements in context and to gain a more complete understanding of the uncertainties and risks involved in the Fund’s business.

Overview

    The Fund is 100% owned by the Company. The Fund’s shares of common stock, at $0.001 par value, were sold to its sole shareholder, the Company, under a stock purchase agreement. The Fund has issued 100,000 of the Fund’s 10,000,000 authorized shares. The Company may make additional capital contributions to the Fund.

    The Fund provides financing and advisory services to a variety of carefully selected venture-backed companies that have received equity funding from traditional sources of venture capital equity funding (i.e. a professionally managed venture capital firm), as well as non-traditional sources of venture capital equity funding (e.g. angel investors, strategic investors, family offices, crowdfunding investment platforms, etc.) (collectively, “Venture-Backed Companies”), primarily throughout the United States with a focus on growth-oriented companies. The Fund’s portfolio consists of companies in the communications, information services, media, technology (including software and technology-enabled business services), biotechnology, and medical devices industry sectors, among others. The Fund’s capital is generally used by its portfolio companies to finance acquisitions of fixed assets and working capital. On May 1, 2018, the Company called and received its first capital from investors. On May 2, 2018, the Fund made its first investment and became a non-diversified, closed-end investment company under the 1940 Act. While the Fund intends to operate as a non-diversified investment company within the meaning of Section 5(b)(2) of the 1940 Act, from time to time, the Fund may act as a diversified investment company within the meaning of Section 5(b)(1) of the 1940 Act.

    The Fund elected to be treated as a RIC under the Code for federal income tax purposes. Pursuant to this election, the Fund generally will not have to pay corporate-level taxes on any income distributed to its shareholder as dividends, allowing the Company to substantially reduce or eliminate its corporate-level tax liability.

    The Fund will seek to meet the ongoing requirements, including the diversification requirements, to qualify as a RIC under the Code. If the Fund fails to meet these requirements, it will be taxed as an ordinary corporation on its taxable income for that year (even if that income is distributed to the members of the Company as ordinary
40


income); thus, such income will be subject to a double layer of tax. There is no assurance that the Fund will meet the ongoing requirements to qualify as a RIC for tax purposes.

    The Funds investment objective is to achieve superior risk-adjusted investment returns and it seeks to achieve that objective by providing debt financing to portfolio companies, most of which are private. The Fund generally receives warrants to acquire equity securities in connection with its portfolio investments and generally distributes these warrants to its shareholder upon receipt, or soon thereafter. The Fund also has guidelines for the percentages of total assets that are invested in different types of assets.

    The portfolio investments of the Fund primarily consist of debt financing to Venture-Backed Companies in the technology sector. The borrower’s ability to repay its loans may be adversely impacted by several factors, and as a result, the loan may not be fully repaid. Furthermore, the Fund’s security interest in any collateral over the borrower’s assets may be insufficient to make up any shortfall in payments.

 Transactions with Venture Lending & Leasing VIII, Inc. (“Fund VIII”)  

    The Manager also serves as manager for Fund VIII.  The Fund’s Board of Directors determined that so long as Fund VIII has capital available to invest in loan transactions with final maturities earlier than December 31, 2025 (the date on which Fund VIII will be dissolved), the Fund may invest in each portfolio company in which Fund VIII invests (“Investments”).  Generally, the amount of each Investment will be allocated 50% to the Fund and 50% to Fund VIII, or such other allocations as may be determined by the respective fund boards, so long as the Fund has capital available to invest.  The ability of the Fund to co-invest with Fund VIII, and other clients advised by the Manager, is subject to the conditions (“Conditions”) with which the Funds are currently complying while seeking certain exemptive relief from the Securities and Exchange Commission (“SEC”) from the provisions of Sections 17(d) and 57 of the 1940 Act and Rule 17d-1 thereunder. After June 30, 2022, the Fund will no longer be permitted to enter into new commitments to borrowers; however, the Fund will be permitted to fund existing commitments, in which Fund VIII may also be invested. The Manager has exercised, and Fund VIII's Board of Directors ratified, its discretion to extend Fund VIII’s investment period for two additional quarters after September 30, 2020, thereby allowing Fund VIII to make new commitments through March 31, 2020 and to fund commitments through March 31, 2021, the end of Fund VIII’s investment period. The Manager is permitted to extend the Fund’s investment period by up to two (2) additional calendar quarters in its sole and absolute discretion. To the extent that clients, other than Fund VIII, advised by the Manager (but in which the Manager has no proprietary interest) invest in opportunities available to the Fund, the Manager will allocate such opportunities among the Fund and such other clients in a manner deemed fair and equitable considering all of the circumstances in accordance with the Conditions.

Critical Accounting Policies, Practices and Estimates
Critical Accounting Policies and Practices are those accounting policies and practices that are both the most important to the portrayal of the Fund’s net assets and results of operations and require the most difficult, subjective, or complex judgments, often as a result of the need to make estimates about the effect of matters that are inherently uncertain. Critical accounting estimates are accounting estimates where the nature of the estimates is material due to the levels of subjectivity and judgment necessary to account for highly uncertain matters or the susceptibility of such matters to change and the impact of the estimates on net assets or operating performance is material.
In evaluating the most critical accounting policies and estimates, the Manager has identified the estimation of fair value of the Fund’s loan investments as the most critical of the accounting policies and accounting estimates applied to the Fund’s reporting of net assets or operating performance. In accordance with U.S. GAAP, the Fund defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date; that is, an exit price. The exit price assumes the asset or liability was exchanged in an orderly transaction; it was not a forced liquidation or distressed sale. There is no readily available market price or secondary market for the loans made by the Fund to borrowers, hence the Manager determines fair value based on a hypothetical market and the estimates are subject to high levels of judgment and uncertainty. The Fund’s loan investments are considered Level 3 fair value measurements in the fair
41


value hierarchy due to the lack of observability over many of the important inputs used in determining fair value.
Critical judgments and inputs in determining the fair value of a loan include the estimated timing and amount of future cash flows and probability of future payments, based on the assessment of payment history, available cash and “burn rate,” revenues, net income or loss, operating results, financial strength of borrower, prospects for the borrower’s raising future equity rounds, likelihood of sale or acquisition of the borrower, length of expected holding period of the loan, collateral position, the timing and amount of liquidation of collateral for loans that are experiencing significant credit deterioration and, as a result, collection becomes collateral-dependent, as well as an evaluation of the general interest rate environment. Management has evaluated these factors and has concluded that the effect of a deterioration in the quality of the underlying collateral, increase in the size of the loan, increase in the estimated time to recovery, and increase in the hypothetical market coupon rate would have the effect of decreasing the fair value of loan investments. The risk profile of a loan changes when events occur that impact the credit analysis of the borrower and the loan. Such changes result in the fair value being adjusted from par value of the individual loan. Where the risk profile is consistent with the original underwriting, the par value of the loan often approximates fair value.
The actual value of the loans may differ from Management’s estimates, which would affect net change in net assets resulting from operations as well as assets.

Recent Development

Due to the recent outbreak of the novel strain of coronavirus (COVID-19), the Fund may be directly and indirectly affected by the increased financial market volatility and disruption of the global economy. Among other things, the aforementioned events could impair the ability of borrowers to make scheduled payments, result in loss of revenue, or cause the Fund to incur additional expenses.

While the COVID-19 pandemic did not materially affect the Fund’s business and results of operations through the third fiscal quarter ended September 30, 2020, these are not necessarily indicative of the results to be expected for the full fiscal year. The slowdown of the global and local economies has continued to have an impact on a number of the Fund's borrowers’ businesses and operations, causing an increase in debt investments that are moved from performing to non-performing status. In addition, the continued market volatility factored into the Fund’s loan valuation adjustments for the current period. Valuation of the Fund’s debt investments resulted in unrealized loss from loans in the third fiscal quarter ended September 30, 2020.

Given the uncertainty of the COVID-19 situation, the full extent of the long-term economic impact on the Fund’s business operations, result of operations, and access to liquidity and capital resources is unpredictable at this time and will depend on many factors outside of the Fund’s control, including, without limitations, the timing, extent, trajectory and duration of the pandemic.
The Fund is maintaining close communications with its debt portfolio companies to proactively assess and manage potential risks. Management has increased oversight analysis of credits across the Fund's debt investment portfolio in an attempt to manage the potential credit risk and improve loan performance. As part of its risk management strategy, Management is tracking mitigating factors and their effectiveness in improving credit performance. For example, Management is taking into consideration the borrowers’ participation to the U.S. Small Business Administration (“SBA”) Paycheck Protection Program (“PPP”). PPP was created as a part of the recently enacted Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”), which provides assistance to small businesses to maintain their payroll, hire back employees who may have been laid off, and cover applicable overhead expenses.
Management is also monitoring the Fund's continued access to capital resources through periodic communications with the bank syndicate and the Company’s members. As of September 30, 2020, there are no indications that the bank syndicate will fail to renew the Fund’s debt facility or that any of the Company’s members will be unable to meet their capital obligations to the Company.
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In addition, the Fund is taking proactive steps to ensure and maintain an appropriate liquidity position based on the current circumstances. The Fund believes its existing cash balance and access to capital from its debt facility and the Company’s members will be sufficient to satisfy its working capital needs, debt repayments, and other liquidity requirements associated with its existing operations.

Results of Operations - For the Three and Nine Months Ended September 30, 2020 and 2019
    Total investment income for the three months ended September 30, 2020 and 2019 was $13.7 million and $6.1 million, respectively, which primarily consisted of interest on the venture loans outstanding. The remaining income consisted of interest and dividends on the temporary investment of cash. The average outstanding balance of the performing loans calculated using the month-end balances was $255.8 million and $149.0 million for the three months ended September 30, 2020 and 2019, respectively. The average outstanding balance of all loans calculated using the month-end balances was $265.7 million and $149.0 million for the three months ended September 30, 2020 and 2019. The weighted-average interest rate on the performing loans for the same periods was 21.33% and 16.35%, respectively. The weighted-average interest rate on all loans for the same period was 20.69% and 16.35%, respectively. The increase in the average outstanding balance was the primary reason for the increase in investment income. Interest is calculated using the effective interest method, and rates earned by the Fund will fluctuate based on many factors including early payoffs, volatility of values ascribed to warrants and new loans funded during the year.
    Total investment income for the nine months ended September 30, 2020 and 2019 was $33.9 million and $15.6 million, respectively, which primarily consisted of interest on venture loans outstanding. The remaining income consisted of interest and dividends on the temporary investment of cash. The average outstanding balance of the performing loans calculated using the month-end balances was $231.6 million and $118.0 million for the nine months ended September 30, 2020 and 2019, respectively. The average outstanding balance of all loans calculated using the month-end balances was $239.6 million and $118.0 million for the nine months ended September 30, 2020 and 2019. The weighted-average interest rate on the performing loans for the same periods was 19.15% and 17.47%, respectively. The weighted-average interest rate on all loans for the same period was 18.59% and 17.47%, respectively. The increase in the average outstanding balance was the primary reason for the increase in investment income. Interest is calculated using the effective interest method, and rates earned by the Fund will fluctuate based on many factors including early payoffs, volatility of values ascribed to warrants and new loans funded during the year.

    Management fees for both the three months ended September 30, 2020 and 2019 was $1.8 million. Management fees for both the nine months ended September 30, 2020 and 2019 was $5.5 million. Management fees decreased from 1.600% as of September 30, 2019 to 1.575% of the company's committed equity capital, respectively.

    Interest expense was $1.1 million and $1.2 million for the three months ended September 30, 2020 and 2019, respectively. Interest expense was $3.3 million and $2.8 million for the nine months ended September 30, 2020 and 2019, respectively. Interest expense was comprised of amounts related to interest on debt amounts drawn down, unused credit line fees and amounts amortized from deferred fees incurred in conjunction with the debt facility. The increase in interest expense is primarily due to higher debt outstanding balance, offset by lower interest rates. The average debt outstanding for the three and nine months ended September 30, 2020 was $115.5 million and $106.9 million, respectively. The weighted-average interest rate for the three and nine months ended September 30, 2020 was 3.89% and 4.09%, respectively. The average debt outstanding for the three and nine months ended September 30, 2019 was $74.7 million and $52.1 million, respectively. The weighted-average interest rate for the three and nine months ended September 30, 2019 was 6.20% and 7.09%, respectively.

    Banking and professional fees were $0.2 million and less than $0.1 million for the three months ended September 30, 2020 and 2019, respectively. Banking and professional fees were $0.4 million and $0.3 million for the nine months ended September 30, 2020 and 2019, respectively. Banking and professional fees were primarily comprised of legal fees associated with the documentation of loans and audit fees.
43



    Other operating expenses were both $0.1 million for the three months ended September 30, 2020 and 2019. Other operating expenses was $0.1 million for both the nine months ended September 30, 2020 and 2019. These expenses included director fees, custody fees, tax fees and other expenses related to the operations of the Fund.

    Net investment income for the three months ended September 30, 2020 and 2019 was $10.6 million and $3.0 million, respectively. Net investment income for the nine months ended September 30, 2020 and 2019 was $24.6 million and $7.0 million, respectively.

    Net realized loss from derivative instruments was $0.3 million and $0.6 million for the three and nine months ended September 30, 2020, respectively. Net realized loss from derivative instruments was less than $0.1 million for the three and nine months ended September 30, 2019. The primary reason for the loss was interest paid by the Fund on the interest rate swap and floor agreement when the fixed rate interest of the swap and floor was higher than the floating rate.

    Net change in unrealized loss from loans was $3.0 million and $9.2 million for the three and nine months ended September 30, 2020, respectively. The net change in unrealized loss from loans was $1.4 million for both the three and nine months ended September 30, 2019, respectively. The net change in unrealized gain from loans consisted of fair value adjustments taken against loans resulting from the improvement or deterioration in certain portfolio companies’ performance.

    Net change in unrealized gain (loss) from derivative instruments was $0.4 million and $(0.8) million for the three and nine months ended September 30, 2020, respectively. Net change in unrealized loss from derivative instruments was $0.1 million and $1.0 million for the three and nine months ended September 30, 2019. The net change in unrealized loss from derivative instruments consisted of fair market value adjustments to the derivative instruments and is a reflection of the market’s outlook on the economy and the future of interest rate changes.

    Net increase in net assets resulting from operations for the three months ended September 30, 2020 and 2019 was $7.7 million and $1.6 million, respectively. On a per share basis, the net increase in net assets resulting from operations for the three months ended September 30, 2020 and 2019 was $76.56 and $15.58, respectively.

    Net increase in net assets resulting from operations for the nine months ended September 30, 2020 and 2019 was $14.0 million and $4.6 million, respectively. On a per share basis, the net increase in net assets resulting from operations for the nine months ended September 30, 2020 and 2019 was $140.04 and $45.76, respectively.

Liquidity and Capital Resources – September 30, 2020 and December 31, 2019

    The Fund is owned entirely by the Company. The Company is expected, but not required, to make further contributions to the capital of the Fund to the extent of the Company’s members’ capital commitment to the Company and excess cash balances of the Company. Total capital contributed to the Fund was $243.1 million and $148.1 million as of September 30, 2020 and December 31, 2019, respectively. As of both September 30, 2020 and December 31, 2019, the Company had subscriptions for capital in the amount of $460.0 million, of which $264.5 million and $174.8 million had been called and received, respectively. As of September 30, 2020, $195.5 million of capital remains uncalled and the uncalled capital expires on the Fund’s fifth anniversary of its first investment unless extended. Management is permitted to extend the Fund’s investment period by up to two (2) additional calendar quarters in its sole and absolute discretion. The Company has made $20.9 million in recallable distributions to its investors, as permitted under its operating agreement between the Company’s managing member and members of the Company.

    The change in cash for the nine months ended September 30, 2020 and 2019 was as follows:

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For the Nine Months Ended September 30, 2020For the Nine Months Ended September 30, 2019
Net cash used in operating activities$(55,275,160)$(90,775,340)
Net cash provided by financing activities65,351,172 94,790,405 
Net increase in cash and cash equivalents$10,076,012 $4,015,065 

    As of September 30, 2020 and December 31, 2019, 10.1% and 9.4%, respectively, of the Fund’s net assets consisted of cash and cash equivalents.

    On December 20, 2018, the Fund entered into a syndicated loan agreement led by MUFG Union Bank, N.A., Wells Fargo Securities, LLC and ING Capital LLC, with participation from Zions Bancorporation, N.A., doing business as California Bank & Trust, Bank Leumi USA, Umpqua Bank, HSBC Bank USA, N.A., and First Bank, that established a secured revolving loan facility in an initial amount of up to $200.0 million with the option to request that borrowing availability be increased up to $400.0 million, subject to further negotiation and credit approval. Borrowings by the Fund are collateralized by all the assets of the Fund. Loans under the facility may be, at the option of the Fund, a Reference Rate Loan, a LIBOR Loan or a LIBOR Market Index Rate Loan. The Fund pays interest on its borrowings and also pays a fee on the unused portion of the facility. The facility terminates on December 20, 2021, but can be accelerated in the event of default, such as the failure by the Fund to make timely interest or principal payments. As of September 30, 2020, $78.0 million was outstanding under the facility.

     For the nine months ended September 30, 2020 and since the start of its investment operation in May 2018, the Fund invested its assets in venture loans. Amounts disbursed under the Fund’s loan commitments were $145.8 million for the nine months ended September 30, 2020. Net loan amounts outstanding after amortization and valuation adjustments increased by $60.3 million for the same period. Unexpired unfunded commitments totaled $61.4 million as of September 30, 2020.
As ofCumulative Amount
Disbursed
Principal
Reductions and Fair
Market Adjustments
Balance
Outstanding - Fair
Value
Unexpired
Unfunded
Commitments
September 30, 2020$393.6 million$130.0 million$263.6 million$61.4 million
December 31, 2019$247.8 million$44.5 million$203.3 million$78.0 million

    The following tables show the unexpired unfunded commitments by portfolio company as of September 30, 2020 and December 31, 2019.

BorrowerIndustryUnexpired Unfunded Commitment as of September 30, 2020Expiration Date
8E14 NetworksOther Technology$900,000 07/31/2021
Antitoxin Technologies Inc.Other Technology2,000,000 06/30/2021
BackboneAI Inc.Software1,000,000 04/30/2021
Benson Hill Bio, Inc.Other Technology7,500,000 12/01/2020
Callisto Media, Inc.Technology Services3,250,000 12/31/2020
Cloudleaf, Inc.Software1,500,000 10/15/2020
Coterie Applications, Inc.Other Technology1,500,000 03/31/2021
Diamanti, Inc.Enterprise Networking500,000 10/05/2020
eXo Imaging, Inc.Medical Devices4,000,000 11/30/2020
Fetch Robotics, Inc.Computers & Storage2,500,000 06/30/2021
Invoice2Go, Inc.Software13,000,000 03/31/2021
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BorrowerIndustryUnexpired Unfunded Commitment as of September 30, 2020Expiration Date
Lukla, Inc.Internet500,000 01/31/2021
PeerWell, Inc.Other Healthcare500,000 07/30/2021
Pitzi, Ltd.Other Healthcare1,000,000 11/30/2020
Pixlee, Inc.Software2,500,000 06/30/2021
Popily, Inc.Security1,500,000 12/31/2020
Quartzy, Inc.Biotechnology1,125,000 10/15/2020
Reciprocity, Inc.Software1,950,000 01/31/2021
Sonatus, Inc.Software2,000,000 03/31/2021
Starface World, Inc.Internet500,000 01/31/2021
TIER Mobility GmbHOther Technology8,000,000 02/15/2021
TomoCredit, Inc.Other Technology400,000 11/30/2020
Vessel Health, Inc.Other Healthcare3,750,000 03/31/2021
Total$61,375,000 



BorrowerIndustryUnexpired Unfunded Commitment as of December 31, 2019Expiration Date
Ablacon, Inc.Medical Devices$2,500,000 01/31/2020
Ainsly, Inc.Internet1,500,000 01/31/2020
Airvine Scientific, Inc.Wireless125,000 03/31/2020
Apollo Flight Research Inc.Other Technology250,000 01/31/2020
ArborMetrix, Inc.Software750,000 04/30/2020
Beanfields, PBCOther Technology625,000 06/30/2020
BW Industries, Inc.Other Technology2,000,000 07/31/2020
Callisto Media, Inc.Technology Services10,000,000 12/31/2020
Canary Technologies Corp.Software250,000 09/30/2020
Cesium, Inc.Internet375,000 03/31/2020
Cloudleaf, Inc.Software1,500,000 10/15/2020
DOSH Holdings, Inc.Other Technology3,750,000 01/15/2020
eXo Imaging, Inc.Medical Devices6,000,000 11/30/2020
GoForward, Inc.Other Healthcare6,250,000 07/01/2020
Hello Heart Inc.Other Healthcare1,750,000 08/31/2020
HumanAPI, Inc.Other Healthcare500,000 01/31/2020
Kids on 45th, Inc.Internet500,000 01/31/2020
Klar Holdings LimitedTechnology Services250,000 03/31/2020
Liftit, Inc.Technology Services500,000 01/30/2020
Lucideus, Inc.Software500,000 07/15/2020
Lukla, Inc.Internet750,000 01/31/2021
Marley Spoon, Inc.Internet3,750,000 07/31/2020
Medable, Inc.Software2,000,000 07/31/2020
Merchbar, Inc.Internet250,000 01/30/2020
Noteleaf, Inc.Other Technology1,000,000 01/31/2020
OneLocal, Inc.Internet1,000,000 07/31/2020
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BorrowerIndustryUnexpired Unfunded Commitment as of December 31, 2019Expiration Date
Owl Cameras, Inc.Software3,000,000 01/01/2020
Parallel Wireless, Inc.Wireless6,500,000 03/31/2020
Percepto Inc.Other Technology1,000,000 05/31/2020
Pitzi, Ltd.Other Technology2,500,000 11/30/2020
Quartzy, Inc.Biotechnology2,250,000 10/15/2020
Solugen, Inc.Technology Services1,250,000 01/31/2020
Stay Alfred, Inc.Internet7,500,000 06/30/2020
Stitch Labs, Inc.Software750,000 01/31/2020
The Safe and Fair Food Company LLCOther Technology1,250,000 01/31/2020
Trendalytics Innovation Labs, Inc.Software450,000 01/31/2020
Visual Supply CompanyInternet2,500,000 03/31/2020
Voodoo Manufacturing, Inc.Other Technology375,000 02/28/2020
Total$77,950,000 

    Because venture loans are privately negotiated transactions, investments in these assets are relatively illiquid. It is the Management’s experience that not all unexpired unfunded commitments will be used by borrowers. Many credit agreements contain provisions which are milestone dependent and not all borrowers will achieve these milestones. Additionally, the Fund’s credit agreements contain provisions that give relief from funding obligations in the event the borrower has a materially adverse change in its financial condition. Therefore, the unexpired unfunded commitments do not necessarily reflect future cash requirements or future investments for the Fund.

    The Fund seeks to maintain the requirements to qualify for the special pass-through status available to RICs under the Code, and thus to be relieved of federal income tax on that part of its net investment income and realized capital gains that it distributes to its shareholder. To qualify as a RIC, the Fund must distribute to its shareholder for each taxable year at least 90% of its investment company taxable income (consisting generally of net investment income and net short-term capital gain) (the “Distribution Requirement”). To the extent that the terms of the Fund’s venture loans provide for the receipt by the Fund of additional interest at the end of the loan term or provide for the receipt by the Fund of a purchase price for the asset at the end of the loan term (“residual income”), the Fund would be required to accrue such residual income over the life of the loan, and to include such accrued undistributed income in its gross income for each taxable year even if it receives no portion of such residual income in that year. Thus, in order to meet the Distribution Requirement and avoid payment of income taxes or an excise tax on undistributed income, the Fund may be required in a particular year to distribute as a dividend an amount in excess of the total amount of income it actually receives. Those distributions will be made from the Fund’s cash assets, from amounts received through amortization of loans or from borrowed funds.

    As of September 30, 2020, the Fund had cash reserves of $20.8 million and approximately $103.9 million in scheduled loan receivable payments over the next twelve months. Additionally, the Fund has access to uncalled capital of $195.5 million and recallable capital of $20.9 million as a liquidity source, and a borrowing base that grows as it funds additional commitments. These amounts are sufficient to meet the current commitment backlog and operational expenses of the Fund over the next year. The Fund regularly evaluates potential future liquidity resources and demands before making additional future commitments.

    On April 24, 2019, the Fund’s sole shareholder, the Company, approved a reduced asset coverage ratio of 150% for the Fund as permitted in Section 61(a)(2) of the 1940 Act. Accordingly, the Fund is permitted to borrow in any amount so long as its asset coverage ratio, as defined in the 1940 Act, is at least 150% after giving effect to such borrowings. As of September 30, 2020, the Fund’s asset coverage ratio was 363%.

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Item 3. Quantitative and Qualitative Disclosures About Market Risk

    The Fund’s business activities contain various elements of risk, of which Management considers interest rate and credit risk to be the principal types of risks. Because the Fund considers the management of risk essential to conducting its business and to maintaining profitability, the Fund’s risk management procedures are designed to identify and analyze the Fund’s risks, to set appropriate policies and limits and to continually monitor these risks and limits by means of reliable administrative and information systems and other policies and programs.  

    The Fund manages its market risk by maintaining a portfolio that is diverse by industry, size of investment, stage of development, and borrower. The Fund has limited exposure to public market price fluctuations as the Fund primarily invests in private business enterprises and distributes all equity investments upon receipt to the Company.

    The Fund’s investments are subject to market risk based on several factors, including, but not limited to, the borrower’s credit history, available cash, support of the borrower’s underlying investors, available liquidity, “burn rate,” revenue income, security interest, secondary markets for collateral, the size of the loan, term of the loan and the ability to exit via initial public offering or merger and acquisition.

    The Fund’s exposure to interest rate sensitivity is regularly monitored and analyzed by measuring the characteristics of assets and liabilities. The Fund utilizes various methods to assess interest rate risk in terms of the potential effect on interest income net of interest expense, the value of net assets and the value at risk in an effort to ensure that the Fund is insulated from any significant adverse effects from changes in interest rates. At September 30, 2020, the outstanding debt balance was $78.0 million at a floating interest rate of 0.15%, for which the Fund had derivative instruments in place with a weighted-average fixed interest rate of 2.28% on $57.0 million of the notional principal amount with an interest rate swap and floor, and a ceiling of 1.150% on $20.0 million with an interest rate collar, leaving the Fund with exposure to interest rate changes on the un-hedged portion of the loan.

Because all of the Fund’s loans impose a fixed interest rate upon funding, changes in short-term interest rates will not directly affect interest income associated with the loan portfolio as of September 30, 2020. However, those changes could have the potential to change the Fund’s ability to originate loan commitments, acquire and renew bank facilities, and engage in other investment activities. Further, changes in short-term interest rates could also affect interest rate expense, realized gain from investments and interest on the Fund’s short-term investments.
Based on the Fund’s Condensed Statements of Assets and Liabilities as of September 30, 2020, the following table shows the approximate annualized increase (decrease) in components of net assets resulting from operations of hypothetical base rate changes in interest rates, assuming no changes in investments, borrowings, cash balances and derivative instruments.
 
Effect of Interest Rate Change ByIncrease (Decrease) Other Interest and Other IncomeGain (Loss) from Interest Rate Swap and FloorGain (Loss) from Interest Rate CollarIncrease (Decrease) Interest IncomeIncrease (Decrease) in Total Income
(0.50)%$(104,154)$(285,000)$(100,000)$117,000 $(372,154)
1%$208,308 $570,000 $— $(780,000)$(1,692)
2%$416,615 $1,140,000 $200,000 $(1,560,000)$196,615 
3%$624,923 $1,710,000 $400,000 $(2,340,000)$394,923 
4%$833,231 $2,280,000 $600,000 $(3,120,000)$593,231 
5%$1,041,539 $2,850,000 $800,000 $(3,900,000)$791,539 

    Additionally, a change in the interest rate may affect the value of the derivative instruments and effect net change in unrealized gain (loss) from derivative instruments. The amount of any such effect will be contingent upon market expectations for future interest rate changes. Any increases in expected future rates will increase the value of the derivative instruments while any rate decreases will decrease the value.

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    Although Management believes that the foregoing analysis is indicative of the Fund’s sensitivity to interest rate changes, it does not take into consideration potential changes in the credit market, credit quality, size and composition of the assets in the portfolio. It also does not assume any new fundings to borrowers, repayments from borrowers or defaults on borrowings. Accordingly, no assurances can be given that actual results would not differ materially from the table above.

    Because the Fund currently borrows, its net investment income is highly dependent upon the difference between the rate at which it borrows and the rate at which it invests the amounts borrowed. Accordingly, there can be no assurance that a significant change in market interest rates will not have a material adverse effect on the Fund’s investment activities and net investment income. The Fund’s exposure to movement in short-term interest rates stems from the Fund borrowing at a floating interest rate but then making loans with a fixed rate at the time the loans are extended. The Fund, therefore, attempts to limit its interest rate risk by acquiring derivative instruments to hedge its interest rate exposure.

    The Fund is not sensitive to changes in foreign currency exchange rates, commodity prices and other market rates or prices.

Item 4.  Controls and Procedures

Disclosure Controls and Procedures:

    At the end of the period covered by this report, the Fund carried out an evaluation under the supervision and with the participation of its Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Fund’s disclosure controls and procedures pursuant to Rules 13a-15(b) and 15d-15(b) of the Securities Exchange Act of 1934 (“Exchange Act”). Based upon this evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that the Fund’s disclosure controls and procedures were effective as of the end of the period in ensuring that information required to be disclosed was recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and in providing reasonable assurance that information required to be disclosed by the Fund in such reports is accumulated and communicated to the Fund’s management, including its Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosures.

Changes in Internal Controls:

    There have not been any changes in the Fund’s internal control over financial reporting identified in connection with the evaluation required by Rules 13a-15(d) and 15d-15(d) of the Exchange Act that occurred during the Fund’s fiscal quarter ended September 30, 2020 that has materially affected, or is reasonably likely to materially affect, the Fund’s internal control over financial reporting.

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PART II OTHER INFORMATION

Item 1.  Legal Proceedings

    The Fund may become party to certain lawsuits from time to time in the normal course of business. While the outcome of any legal proceedings cannot now be predicted with certainty, the Fund does not expect any such proceedings will have a material effect upon the Fund’s financial condition or results of operation. Management is not aware of any pending legal proceedings involving the Fund. The Fund is not a party to any material legal proceedings.

Item 1A. Risk Factors

    The following discussion point should be read in conjunction with Item 1A - “Risk Factors” in the Fund’s 2019 Annual Report on Form 10-K for a detailed description of the risks attendant to the Fund and its business. Except as set forth below, there have been no material changes to the risk factors reported in the Fund’s 2019 Annual Report on Form 10-K.

    Public Health Crises and Coronavirus Risk.  Public health crises, such as the recent outbreak of the novel strain of coronavirus (“COVID-19”), may have direct and indirect adverse impact on the Fund’s portfolio companies’ business operations and results of operations.  Several countries and individual U.S. states have reacted to this rapidly evolving COVID-19 outbreak by instituting quarantines, shelter-in-place orders, travel restrictions, bans on public gathering, and closures of a wide range of businesses beginning March 2020. These measures have had an adverse impact on the global economy and contributed to significant volatility in the financial markets. Starting mid-to-late April 2020, many countries and states started to ease restrictions on businesses and social activity. However, spikes in COVID-19 cases in some countries and states may hinder re-opening plans and delay economic recovery locally and globally.

The full extent of the impact of the COVID-19 outbreak on the Fund’s portfolio companies’ business operations and results of operations is unknown at this time and will depend on many factors outside of the Fund’s control, including, without limitations, the timing, extent, trajectory and duration of the pandemic. Management is continuing to work with the Fund’s portfolio companies that may be directly or indirectly affected by the outbreak to evaluate the continued impact on the borrowers’ ability to make timely payments and creditworthiness.

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

None.

Item 3.  Defaults Upon Senior Securities

Not applicable.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5.  Other Information

None.

50


Item 6.  Exhibits

51


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.

VENTURE LENDING & LEASING IX, INC.
(Registrant)

By:/s/ Maurice C. WerdegarBy:/s/ Judy N. Bornstein
Maurice C. WerdegarJudy N. Bornstein
Chief Executive OfficerChief Financial Officer
(Principal Executive Officer)(Principal Financial Officer)
Date:November 13, 2020Date:November 13, 2020


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