Cover
Cover - USD ($) $ in Millions | 11 Months Ended | ||
Dec. 31, 2023 | Mar. 06, 2024 | Jun. 30, 2023 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2023 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 814-01674 | ||
Entity Registrant Name | LGAM Private Credit LLC | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 27-0279273 | ||
Entity Address, Address Line One | 1585 Broadway | ||
Entity Address, City or Town | New York | ||
Entity Address, State or Province | NY | ||
Entity Address, Postal Zip Code | 10036 | ||
City Area Code | 212 | ||
Local Phone Number | 761-4000 | ||
Title of 12(g) Security | Common Units | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | true | ||
Entity Ex Transition Period | true | ||
ICFR Auditor Attestation Flag | false | ||
Document Financial Statement Error Correction [Flag] | false | ||
Entity Shell Company | false | ||
Entity Common Stock, Shares Outstanding | 4,690,499 | ||
Entity Central Index Key | 0001983514 | ||
Amendment Flag | false | ||
No Trading Symbol Flag | true | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2023 | ||
Entity Public Float | $ 0 |
Audit Information
Audit Information | 11 Months Ended |
Dec. 31, 2023 | |
Audit Information [Abstract] | |
Auditor Firm ID | 34 |
Auditor Name | Deloitte & Touche LLP |
Auditor Location | New York, New York |
Consolidated Statements of Fina
Consolidated Statements of Financial Condition $ in Thousands | Dec. 31, 2023 USD ($) $ / shares |
Assets | |
Non-controlled/non-affiliated investments, at fair value (amortized cost of $99,614) | $ 99,746 |
Cash | 24,832 |
Deferred financing costs | 1,240 |
Deferred offering costs | 31 |
Interest and dividend receivable from non-controlled/non-affiliated investments | 350 |
Prepaid expenses and other assets | 773 |
Total assets | 126,972 |
Liabilities | |
Debt | 22,000 |
Payable for investments purchased | 18,503 |
Payable to affiliates (Note 3) | 308 |
Dividends payable | 638 |
Capital gains based incentive fee payable | 17 |
Interest and financing costs payable | 101 |
Accrued expenses and other liabilities | 194 |
Total liabilities | 41,761 |
Commitments and Contingencies (Note 7) | |
Members' Capital | |
Common Units, par value $0.001 per unit (4,251,250 units issued and outstanding) | 4 |
Paid-in capital in excess of par value | 85,015 |
Total distributable earnings (loss) | 192 |
Total members' capital | 85,211 |
Total liabilities and members' capital | $ 126,972 |
Net asset value per unit (in dollars per unit) | $ / shares | $ 20.04 |
Consolidated Statements of Fi_2
Consolidated Statements of Financial Condition (Parenthetical) $ in Thousands | Dec. 31, 2023 USD ($) $ / shares shares | |
Statement of Financial Position [Abstract] | ||
Investments at amortized cost | $ | $ 99,614 | [1] |
Common units, par value (in dollars per unit) | $ / shares | $ 0.001 | |
Common units, units issued (in units) | 4,251,250 | |
Common units, units outstanding (in units) | 4,251,250 | |
[1] The cost represents the original cost adjusted for the amortization of discounts and premiums, as applicable, on debt investments using the effective interest method. |
Consolidated Statements of Oper
Consolidated Statements of Operations $ in Thousands | 11 Months Ended |
Dec. 31, 2023 USD ($) $ / shares shares | |
Investment Income: | |
Interest income | $ 778 |
Payment-in-kind | 20 |
Other income | 35 |
Total investment income | 833 |
Expenses: | |
Interest and other financing expenses | 122 |
Management fees | 72 |
Capital gains incentive fees | 17 |
Professional fees | 55 |
Organization costs | 367 |
Organization costs | 3 |
Directors' fees | 8 |
Administrative service fees | 5 |
General and other expenses | 332 |
Total expenses | 981 |
Expense support (Note 3) | (773) |
Management fees waiver (Note 3) | (72) |
Net expenses | 136 |
Net investment income (loss) before taxes | 697 |
Excise tax expense | 5 |
Net investment income (loss) | 692 |
Net unrealized gain (loss) on investment transactions: | |
Non-controlled/non-affiliated investments | 132 |
Net unrealized gain (loss) | 132 |
Net increase (decrease) in net assets resulting from operations | $ 824 |
Per unit information—basic and diluted | |
Net investment income (loss) per unit - basic an diluted (in dollars per unit) | $ / shares | $ 0.16 |
Earnings (loss) per unit - basic (in dollars per unit) | $ / shares | 0.19 |
Earnings (loss) per unit - diluted (in dollars per unit) | $ / shares | $ 0.19 |
Weighted average units outstanding - basic (in units) | shares | 4,251,250 |
Weighted average units outstanding - diluted (in units) | shares | 4,251,250 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Members' Capital $ in Thousands | 11 Months Ended |
Dec. 31, 2023 USD ($) $ / shares | |
Investment Company, Net Assets [Roll Forward] | |
Members' capital at beginning of period: | $ 0 |
Increase (decrease) in members’ capital resulting from operations: | |
Net investment income (loss) | 692 |
Net change in unrealized appreciation (depreciation) | 132 |
Net increase (decrease) in net assets resulting from operations | 824 |
Distributions to unitholders from: | |
Distributable earnings | (638) |
Total distributions to unitholders | (638) |
Capital transactions: | |
Issuance of common Units | 85,025 |
Net increase in members' capital resulting from capital transactions | 85,025 |
Total increase (decrease) in members' capital | 85,211 |
Members' capital at end of period | $ 85,211 |
Dividends per share (in dollars per unit) | $ / shares | $ 0.15 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows $ in Thousands | 11 Months Ended |
Dec. 31, 2023 USD ($) | |
Cash flows from operating activities: | |
Net increase (decrease) in net assets resulting from operations | $ 824 |
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities: | |
Net unrealized (appreciation) depreciation on investments | (132) |
Net accretion of discount and amortization of premium on investments | (20) |
Amortization of deferred financing costs | 21 |
Amortization of deferred offering costs | 3 |
Purchases of investments and change in payable for investments purchased | (81,262) |
Proceeds from sale of investments and principal repayments and change in receivable for investments sold/repaid | 171 |
Changes in operating assets and liabilities: | |
(Increase) decrease in interest and dividend receivable from non-controlled/non-affiliated investments | (350) |
(Increase) decrease in prepaid expenses and other assets | (773) |
(Decrease) increase in payable to affiliates | 308 |
(Decrease) increase in capital gains incentive fees payable | 17 |
(Decrease) increase in interest payable | 101 |
(Decrease) increase in accrued expenses and other liabilities | 194 |
Net cash provided by (used in) operating activities | (80,898) |
Cash flows from financing activities: | |
Borrowings on debt | 22,000 |
Deferred financing costs paid | (1,261) |
Proceeds from issuance of Common Units | 85,025 |
Offering costs paid | (34) |
Net cash provided by (used in) financing activities | 105,730 |
Net increase (decrease) in cash | 24,832 |
Cash at beginning of period | 0 |
Cash at end of period | 24,832 |
Supplemental information and non-cash activities: | |
Accrued but unpaid dividends | $ 638 |
Consolidated Schedule of Invest
Consolidated Schedule of Investments $ in Thousands | Dec. 31, 2023 USD ($) | |
Cost | $ 99,614 | [1] |
Investment Owned, Fair Value | $ 99,746 | |
Investment Owned, Net Assets, Percentage | 117.06% | |
Euro Interbank Offred Rate (EURIBOR) | 90-day Period | ||
Variable interest rate | 3.91% | |
Secured Overnight Financing Rate (SOFR) | 30-day Period | ||
Variable interest rate | 5.35% | |
Secured Overnight Financing Rate (SOFR) | 90-day Period | ||
Variable interest rate | 5.33% | |
Secured Overnight Financing Rate (SOFR) | 180-day Period | ||
Variable interest rate | 5.16% | |
Prime Rate | ||
Variable interest rate | 8.50% | |
Automobile Components | ||
Cost | $ 4,240 | [1] |
Investment Owned, Fair Value | $ 4,331 | |
Investment Owned, Net Assets, Percentage | 5.08% | |
Automobiles | ||
Cost | $ 108 | [1] |
Investment Owned, Fair Value | $ 97 | |
Investment Owned, Net Assets, Percentage | 0.12% | |
Chemicals | ||
Cost | $ 3,857 | [1] |
Investment Owned, Fair Value | $ 3,878 | |
Investment Owned, Net Assets, Percentage | 4.55% | |
Commercial Services & Supplies | ||
Cost | $ 1,039 | [1] |
Investment Owned, Fair Value | $ 1,035 | |
Investment Owned, Net Assets, Percentage | 1.22% | |
Construction & Engineering | ||
Cost | $ 784 | [1] |
Investment Owned, Fair Value | $ 791 | |
Investment Owned, Net Assets, Percentage | 0.93% | |
Distributors | ||
Cost | $ 9,259 | [1] |
Investment Owned, Fair Value | $ 9,307 | |
Investment Owned, Net Assets, Percentage | 10.92% | |
Health Care Equipment & Supplies | ||
Cost | $ 2,341 | [1] |
Investment Owned, Fair Value | $ 2,342 | |
Investment Owned, Net Assets, Percentage | 2.75% | |
Health Care Providers & Services | ||
Cost | $ 15,703 | [1] |
Investment Owned, Fair Value | $ 15,598 | |
Investment Owned, Net Assets, Percentage | 18.31% | |
Health Care Technology | ||
Cost | $ 2,786 | [1] |
Investment Owned, Fair Value | $ 2,793 | |
Investment Owned, Net Assets, Percentage | 3.28% | |
Insurance Services | ||
Cost | $ 21,225 | [1] |
Investment Owned, Fair Value | $ 21,275 | |
Investment Owned, Net Assets, Percentage | 24.95% | |
Multi-Utilities | ||
Cost | $ 2,682 | [1] |
Investment Owned, Fair Value | $ 2,686 | |
Investment Owned, Net Assets, Percentage | 3.14% | |
Professional Services | ||
Cost | $ 10,683 | [1] |
Investment Owned, Fair Value | $ 10,659 | |
Investment Owned, Net Assets, Percentage | 12.52% | |
Real Estate Management & Development | ||
Cost | $ 9,452 | [1] |
Investment Owned, Fair Value | $ 9,455 | |
Investment Owned, Net Assets, Percentage | 11.10% | |
Software | ||
Cost | $ 9,476 | [1] |
Investment Owned, Fair Value | $ 9,526 | |
Investment Owned, Net Assets, Percentage | 11.18% | |
Investment, Identifier [Axis]: AWP Group Holdings, Inc. 1 | ||
Variable interest rate | 5.50% | [2],[3],[4] |
Interest Rate | 10.95% | [2],[3],[4],[5] |
Par Amount | $ 2,574 | [2],[3],[4] |
Cost | 2,526 | [1],[2],[3],[4] |
Investment Owned, Fair Value | $ 2,535 | [2],[3],[4] |
Investment Owned, Net Assets, Percentage | 2.97% | [2],[3],[4] |
Unfunded Commitment | $ 1,324 | |
Fair Value | $ (20) | |
Investment, Identifier [Axis]: AWP Group Holdings, Inc. 2 | ||
Variable interest rate | 5.50% | [2],[4],[6] |
Interest Rate | 10.95% | [2],[4],[5],[6] |
Par Amount | $ 66 | [2],[4],[6] |
Cost | 52 | [1],[2],[4],[6] |
Investment Owned, Fair Value | $ 45 | [2],[4],[6] |
Investment Owned, Net Assets, Percentage | 0.05% | [2],[4],[6] |
Unfunded Commitment | $ 416 | |
Fair Value | $ (6) | |
Investment, Identifier [Axis]: AWP Group Holdings, Inc. 3 | ||
Variable interest rate | 5.50% | [2],[4],[6] |
Interest Rate | 10.95% | [2],[4],[5],[6] |
Par Amount | $ 114 | [2],[4],[6] |
Cost | 104 | [1],[2],[4],[6] |
Investment Owned, Fair Value | $ 106 | [2],[4],[6] |
Investment Owned, Net Assets, Percentage | 0.12% | [2],[4],[6] |
Investment, Identifier [Axis]: Alliant Holdings Intermediate, LLC | ||
Variable interest rate | 3.50% | [7] |
Interest Rate | 8.86% | [5],[7] |
Par Amount | $ 1,000 | [7] |
Cost | 1,004 | [1],[7] |
Investment Owned, Fair Value | $ 1,003 | [7] |
Investment Owned, Net Assets, Percentage | 1.18% | [7] |
Investment, Identifier [Axis]: Associations, Inc. | ||
Variable interest rate | 6.50% | [2],[3],[4] |
Interest Rate | 12.17% | [2],[3],[4],[5] |
Interest rate, PIK | 2.50% | [2],[3],[4] |
Par Amount | $ 3,000 | [2],[3],[4] |
Cost | 3,000 | [1],[2],[3],[4] |
Investment Owned, Fair Value | $ 3,000 | [2],[3],[4] |
Investment Owned, Net Assets, Percentage | 3.52% | [2],[3],[4] |
Investment, Identifier [Axis]: AssuredPartners, Inc. | ||
Variable interest rate | 3.50% | [7] |
Interest Rate | 8.97% | [5],[7] |
Par Amount | $ 1,000 | [7] |
Cost | 1,004 | [1],[7] |
Investment Owned, Fair Value | $ 1,001 | [7] |
Investment Owned, Net Assets, Percentage | 1.17% | [7] |
Investment, Identifier [Axis]: Asurion, LLC | ||
Variable interest rate | 3.25% | |
Interest Rate | 8.72% | [5] |
Par Amount | $ 1,000 | |
Cost | 988 | [1] |
Investment Owned, Fair Value | $ 997 | |
Investment Owned, Net Assets, Percentage | 1.17% | |
Investment, Identifier [Axis]: Avalara, Inc. | ||
Unfunded Commitment | $ 636 | |
Fair Value | $ 0 | |
Investment, Identifier [Axis]: Avalara, Inc. 1 | ||
Variable interest rate | 7.25% | [3],[4],[8] |
Interest Rate | 12.60% | [3],[4],[5],[8] |
Par Amount | $ 6,364 | [3],[4],[8] |
Cost | 6,320 | [1],[3],[4],[8] |
Investment Owned, Fair Value | $ 6,364 | [3],[4],[8] |
Investment Owned, Net Assets, Percentage | 7.47% | [3],[4],[8] |
Investment, Identifier [Axis]: Avalara, Inc. 2 | ||
Variable interest rate | 7.25% | [4],[6],[8] |
Interest Rate | 12.60% | [4],[5],[6],[8] |
Par Amount | $ 0 | [4],[6],[8] |
Cost | (4) | [1],[4],[6],[8] |
Investment Owned, Fair Value | $ 0 | [4],[6],[8] |
Investment Owned, Net Assets, Percentage | 0% | [4],[6],[8] |
Investment, Identifier [Axis]: Banff Merger Sub, Inc. | ||
Variable interest rate | 4.25% | |
Interest Rate | 9.61% | [5] |
Par Amount | $ 1,000 | |
Cost | 999 | [1] |
Investment Owned, Fair Value | $ 1,006 | |
Investment Owned, Net Assets, Percentage | 1.18% | |
Investment, Identifier [Axis]: Bradyifs Holdings, LLC 1 | ||
Variable interest rate | 6% | [2],[3],[4] |
Interest Rate | 11.38% | [2],[3],[4],[5] |
Par Amount | $ 2,930 | [2],[3],[4] |
Cost | 2,873 | [1],[2],[3],[4] |
Investment Owned, Fair Value | $ 2,873 | [2],[3],[4] |
Investment Owned, Net Assets, Percentage | 3.37% | [2],[3],[4] |
Unfunded Commitment | $ 244 | |
Fair Value | $ (3) | |
Investment, Identifier [Axis]: Bradyifs Holdings, LLC 2 | ||
Variable interest rate | 6% | [2],[4],[6] |
Interest Rate | 11.38% | [2],[4],[5],[6] |
Par Amount | $ 79 | [2],[4],[6] |
Cost | 75 | [1],[2],[4],[6] |
Investment Owned, Fair Value | $ 75 | [2],[4],[6] |
Investment Owned, Net Assets, Percentage | 0.09% | [2],[4],[6] |
Unfunded Commitment | $ 248 | |
Fair Value | $ (5) | |
Investment, Identifier [Axis]: Bradyifs Holdings, LLC 3 | ||
Variable interest rate | 6% | [2],[4],[6] |
Interest Rate | 11.38% | [2],[4],[5],[6] |
Par Amount | $ 0 | [2],[4],[6] |
Cost | (5) | [1],[2],[4],[6] |
Investment Owned, Fair Value | $ (5) | [2],[4],[6] |
Investment Owned, Net Assets, Percentage | (0.01%) | [2],[4],[6] |
Investment, Identifier [Axis]: Bullhorn, Inc. | ||
Unfunded Commitment | $ 320 | |
Fair Value | $ (1) | |
Investment, Identifier [Axis]: Bullhorn, Inc. 1 | ||
Variable interest rate | 5.50% | [2],[3],[4] |
Interest Rate | 10.96% | [2],[3],[4],[5] |
Par Amount | $ 6,204 | [2],[3],[4] |
Cost | 6,165 | [1],[2],[3],[4] |
Investment Owned, Fair Value | $ 6,185 | [2],[3],[4] |
Investment Owned, Net Assets, Percentage | 7.26% | [2],[3],[4] |
Investment, Identifier [Axis]: Bullhorn, Inc. 2 | ||
Variable interest rate | 5.50% | [2],[3],[4] |
Interest Rate | 10.96% | [2],[3],[4],[5] |
Par Amount | $ 519 | [2],[3],[4] |
Cost | 515 | [1],[2],[3],[4] |
Investment Owned, Fair Value | $ 516 | [2],[3],[4] |
Investment Owned, Net Assets, Percentage | 0.61% | [2],[3],[4] |
Investment, Identifier [Axis]: Bullhorn, Inc. 3 | ||
Variable interest rate | 5.50% | [2],[4],[6] |
Interest Rate | 10.96% | [2],[4],[5],[6] |
Par Amount | $ 0 | [2],[4],[6] |
Cost | (2) | [1],[2],[4],[6] |
Investment Owned, Fair Value | $ (1) | [2],[4],[6] |
Investment Owned, Net Assets, Percentage | 0% | [2],[4],[6] |
Investment, Identifier [Axis]: Central Parent, Inc. | ||
Variable interest rate | 4% | [7] |
Interest Rate | 9.35% | [5],[7] |
Par Amount | $ 1,000 | [7] |
Cost | 1,004 | [1],[7] |
Investment Owned, Fair Value | $ 1,005 | [7] |
Investment Owned, Net Assets, Percentage | 1.18% | [7] |
Investment, Identifier [Axis]: Corporation Service Company | ||
Variable interest rate | 3.25% | |
Interest Rate | 8.71% | [5] |
Par Amount | $ 1,000 | |
Cost | 1,005 | [1] |
Investment Owned, Fair Value | $ 1,002 | |
Investment Owned, Net Assets, Percentage | 1.18% | |
Investment, Identifier [Axis]: DCA Investment Holdings, LLC | ||
Variable interest rate | 6.50% | [3],[4],[8] |
Interest Rate | 11.85% | [3],[4],[5],[8] |
Par Amount | $ 7,382 | [3],[4],[8] |
Cost | 7,323 | [1],[3],[4],[8] |
Investment Owned, Fair Value | $ 7,210 | [3],[4],[8] |
Investment Owned, Net Assets, Percentage | 8.46% | [3],[4],[8] |
Investment, Identifier [Axis]: EnergySolutions, LLC | ||
Variable interest rate | 4% | [7] |
Interest Rate | 9.36% | [5],[7] |
Par Amount | $ 998 | [7] |
Cost | 999 | [1],[7] |
Investment Owned, Fair Value | $ 995 | [7] |
Investment Owned, Net Assets, Percentage | 1.17% | [7] |
Investment, Identifier [Axis]: GS AcquisitionCo, Inc. | ||
Unfunded Commitment | $ 437 | |
Fair Value | $ 0 | |
Investment, Identifier [Axis]: GS AcquisitionCo, Inc. 1 | ||
Variable interest rate | 5.50% | [2],[3],[4] |
Interest Rate | 11% | [2],[3],[4],[5] |
Par Amount | $ 6,512 | [2],[3],[4] |
Cost | 6,472 | [1],[2],[3],[4] |
Investment Owned, Fair Value | $ 6,512 | [2],[3],[4] |
Investment Owned, Net Assets, Percentage | 7.64% | [2],[3],[4] |
Investment, Identifier [Axis]: GS AcquisitionCo, Inc. 2 | ||
Variable interest rate | 5.50% | [2],[4],[6] |
Interest Rate | 11% | [2],[4],[5],[6] |
Par Amount | $ 0 | [2],[4],[6] |
Cost | (3) | [1],[2],[4],[6] |
Investment Owned, Fair Value | $ 0 | [2],[4],[6] |
Investment Owned, Net Assets, Percentage | 0% | [2],[4],[6] |
Investment, Identifier [Axis]: Galway Borrower, LLC | ||
Unfunded Commitment | $ 2,496 | |
Fair Value | $ (26) | |
Investment, Identifier [Axis]: Galway Borrower, LLC 1 | ||
Variable interest rate | 5.25% | [3],[4],[8] |
Interest Rate | 11.10% | [3],[4],[5],[8] |
Par Amount | $ 1,656 | [3],[4],[8] |
Cost | 1,627 | [1],[3],[4],[8] |
Investment Owned, Fair Value | $ 1,639 | [3],[4],[8] |
Investment Owned, Net Assets, Percentage | 1.92% | [3],[4],[8] |
Investment, Identifier [Axis]: Galway Borrower, LLC 2 | ||
Variable interest rate | 5.25% | [4],[6],[8] |
Interest Rate | 11.10% | [4],[5],[6],[8] |
Par Amount | $ 0 | [4],[6],[8] |
Cost | (22) | [1],[4],[6],[8] |
Investment Owned, Fair Value | $ (26) | [4],[6],[8] |
Investment Owned, Net Assets, Percentage | (0.03%) | [4],[6],[8] |
Investment, Identifier [Axis]: GraphPad Software, LLC | ||
Variable interest rate | 5.50% | [2],[3],[4] |
Interest Rate | 11.13% | [2],[3],[4],[5] |
Par Amount | $ 3,000 | [2],[3],[4] |
Cost | 3,000 | [1],[2],[3],[4] |
Investment Owned, Fair Value | $ 2,988 | [2],[3],[4] |
Investment Owned, Net Assets, Percentage | 3.51% | [2],[3],[4] |
Investment, Identifier [Axis]: Greeneden U.S. Holdings II, LLC | ||
Variable interest rate | 4% | [7] |
Interest Rate | 9.47% | [5],[7] |
Par Amount | $ 1,000 | [7] |
Cost | 1,004 | [1],[7] |
Investment Owned, Fair Value | $ 1,003 | [7] |
Investment Owned, Net Assets, Percentage | 1.18% | [7] |
Investment, Identifier [Axis]: Higginbotham Insurance Agency, Inc. | ||
Unfunded Commitment | $ 267 | |
Fair Value | $ 0 | |
Investment, Identifier [Axis]: Higginbotham Insurance Agency, Inc. 1 | ||
Variable interest rate | 5.50% | [2],[3],[4] |
Interest Rate | 10.96% | [2],[3],[4],[5] |
Par Amount | $ 1,995 | [2],[3],[4] |
Cost | 1,995 | [1],[2],[3],[4] |
Investment Owned, Fair Value | $ 1,994 | [2],[3],[4] |
Investment Owned, Net Assets, Percentage | 2.34% | [2],[3],[4] |
Investment, Identifier [Axis]: Higginbotham Insurance Agency, Inc. 2 | ||
Variable interest rate | 5.50% | [2],[4],[6] |
Interest Rate | 10.96% | [2],[4],[5],[6] |
Par Amount | $ 531 | [2],[4],[6] |
Cost | 525 | [1],[2],[4],[6] |
Investment Owned, Fair Value | $ 531 | [2],[4],[6] |
Investment Owned, Net Assets, Percentage | 0.62% | [2],[4],[6] |
Investment, Identifier [Axis]: Hyland Software, Inc. | ||
Unfunded Commitment | $ 86 | |
Fair Value | $ (1) | |
Investment, Identifier [Axis]: Hyland Software, Inc. 1 | ||
Variable interest rate | 6% | [3],[4],[8] |
Interest Rate | 11.36% | [3],[4],[5],[8] |
Par Amount | $ 1,819 | [3],[4],[8] |
Cost | 1,792 | [1],[3],[4],[8] |
Investment Owned, Fair Value | $ 1,798 | [3],[4],[8] |
Investment Owned, Net Assets, Percentage | 2.11% | [3],[4],[8] |
Investment, Identifier [Axis]: Hyland Software, Inc. 2 | ||
Variable interest rate | 6% | [4],[6],[8] |
Interest Rate | 11.36% | [4],[5],[6],[8] |
Par Amount | $ 0 | [4],[6],[8] |
Cost | (1) | [1],[4],[6],[8] |
Investment Owned, Fair Value | $ (1) | [4],[6],[8] |
Investment Owned, Net Assets, Percentage | 0% | [4],[6],[8] |
Investment, Identifier [Axis]: Integrity Marketing Acquisition, LLC | ||
Unfunded Commitment | $ 252 | |
Fair Value | $ (5) | |
Investment, Identifier [Axis]: Integrity Marketing Acquisition, LLC 1 | ||
Variable interest rate | 6% | [3],[4],[8] |
Interest Rate | 11.39% | [3],[4],[5],[8] |
Par Amount | $ 1,879 | [3],[4],[8] |
Cost | 1,851 | [1],[3],[4],[8] |
Investment Owned, Fair Value | $ 1,842 | [3],[4],[8] |
Investment Owned, Net Assets, Percentage | 2.16% | [3],[4],[8] |
Investment, Identifier [Axis]: Integrity Marketing Acquisition, LLC 2 | ||
Variable interest rate | 6% | [3],[4],[8] |
Interest Rate | 11.39% | [3],[4],[5],[8] |
Par Amount | $ 1,255 | [3],[4],[8] |
Cost | 1,234 | [1],[3],[4],[8] |
Investment Owned, Fair Value | $ 1,230 | [3],[4],[8] |
Investment Owned, Net Assets, Percentage | 1.44% | [3],[4],[8] |
Investment, Identifier [Axis]: Integrity Marketing Acquisition, LLC 3 | ||
Variable interest rate | 6% | [4],[6],[8] |
Interest Rate | 11.39% | [4],[5],[6],[8] |
Par Amount | $ 0 | [4],[6],[8] |
Cost | (9) | [1],[4],[6],[8] |
Investment Owned, Fair Value | $ (5) | [4],[6],[8] |
Investment Owned, Net Assets, Percentage | (0.01%) | [4],[6],[8] |
Investment, Identifier [Axis]: Investment One | ||
Interest rate floor | 1% | |
Investment, Identifier [Axis]: Investment Three | ||
Interest rate floor | 0.50% | |
Investment, Identifier [Axis]: Investment Two | ||
Interest rate floor | 0.75% | |
Investment, Identifier [Axis]: KWOR Acquisition, Inc. | ||
Variable interest rate | 5.25% | [2],[3],[4] |
Interest Rate | 10.71% | [2],[3],[4],[5] |
Par Amount | $ 3,000 | [2],[3],[4] |
Cost | 3,000 | [1],[2],[3],[4] |
Investment Owned, Fair Value | $ 2,957 | [2],[3],[4] |
Investment Owned, Net Assets, Percentage | 3.47% | [2],[3],[4] |
Investment, Identifier [Axis]: Keystone Agency Investors | ||
Variable interest rate | 5.50% | [2],[3],[4],[6] |
Interest Rate | 11% | [2],[3],[4],[5],[6] |
Par Amount | $ 2,426 | [2],[3],[4],[6] |
Cost | 2,426 | [1],[2],[3],[4],[6] |
Investment Owned, Fair Value | $ 2,426 | [2],[3],[4],[6] |
Investment Owned, Net Assets, Percentage | 2.85% | [2],[3],[4],[6] |
Unfunded Commitment | $ 69 | |
Fair Value | $ 0 | |
Investment, Identifier [Axis]: Les Schwab Tire Centers | ||
Variable interest rate | 3.25% | [8] |
Interest Rate | 8.79% | [5],[8] |
Par Amount | $ 997 | [8] |
Cost | 999 | [1],[8] |
Investment Owned, Fair Value | $ 996 | [8] |
Investment Owned, Net Assets, Percentage | 1.17% | [8] |
Investment, Identifier [Axis]: MRI Software, LLC | ||
Unfunded Commitment | $ 456 | |
Fair Value | $ (3) | |
Investment, Identifier [Axis]: MRI Software, LLC 1 | ||
Variable interest rate | 5.50% | [2],[3],[4] |
Interest Rate | 10.95% | [2],[3],[4],[5] |
Par Amount | $ 6,494 | [2],[3],[4] |
Cost | 6,455 | [1],[2],[3],[4] |
Investment Owned, Fair Value | $ 6,458 | [2],[3],[4] |
Investment Owned, Net Assets, Percentage | 7.58% | [2],[3],[4] |
Investment, Identifier [Axis]: MRI Software, LLC 2 | ||
Variable interest rate | 5.50% | [2],[4],[6] |
Interest Rate | 10.95% | [2],[4],[5],[6] |
Par Amount | $ 0 | [2],[4],[6] |
Cost | (3) | [1],[2],[4],[6] |
Investment Owned, Fair Value | $ (3) | [2],[4],[6] |
Investment Owned, Net Assets, Percentage | 0% | [2],[4],[6] |
Investment, Identifier [Axis]: Medline Borrower, LP | ||
Variable interest rate | 3.25% | [7] |
Interest Rate | 7.09% | [5],[7] |
Par Amount | $ 997 | [7] |
Cost | 1,000 | [1],[7] |
Investment Owned, Fair Value | $ 1,002 | [7] |
Investment Owned, Net Assets, Percentage | 1.18% | [7] |
Investment, Identifier [Axis]: PPV Intermediate Holdings, LLC | ||
Unfunded Commitment | $ 1,265 | |
Fair Value | $ (10) | |
Investment, Identifier [Axis]: PPV Intermediate Holdings, LLC 1 | ||
Variable interest rate | 5.75% | [3],[4],[8] |
Interest Rate | 11.14% | [3],[4],[5],[8] |
Par Amount | $ 2,000 | [3],[4],[8] |
Cost | 2,000 | [1],[3],[4],[8] |
Investment Owned, Fair Value | $ 1,962 | [3],[4],[8] |
Investment Owned, Net Assets, Percentage | 2.30% | [3],[4],[8] |
Investment, Identifier [Axis]: PPV Intermediate Holdings, LLC 2 | ||
Variable interest rate | 5.75% | [4],[6],[8] |
Interest Rate | 11.14% | [4],[5],[6],[8] |
Par Amount | $ 0 | [4],[6],[8] |
Cost | (6) | [1],[4],[6],[8] |
Investment Owned, Fair Value | $ (10) | [4],[6],[8] |
Investment Owned, Net Assets, Percentage | (0.01%) | [4],[6],[8] |
Investment, Identifier [Axis]: Parexel International Corporation | ||
Variable interest rate | 3.25% | [7] |
Interest Rate | 8.72% | [5],[7] |
Par Amount | $ 997 | [7] |
Cost | 1,000 | [1],[7] |
Investment Owned, Fair Value | $ 1,003 | [7] |
Investment Owned, Net Assets, Percentage | 1.18% | [7] |
Investment, Identifier [Axis]: Peter C. Foy & Associates Insurance Services, LLC | ||
Unfunded Commitment | $ 1,500 | |
Fair Value | $ (7) | |
Investment, Identifier [Axis]: Peter C. Foy & Associates Insurance Services, LLC 1 | ||
Variable interest rate | 6% | [3],[4],[8] |
Interest Rate | 11.86% | [3],[4],[5],[8] |
Par Amount | $ 1,496 | [3],[4],[8] |
Cost | 1,469 | [1],[3],[4],[8] |
Investment Owned, Fair Value | $ 1,489 | [3],[4],[8] |
Investment Owned, Net Assets, Percentage | 1.75% | [3],[4],[8] |
Investment, Identifier [Axis]: Peter C. Foy & Associates Insurance Services, LLC 2 | ||
Variable interest rate | 6% | [4],[6],[8] |
Interest Rate | 11.86% | [4],[5],[6],[8] |
Par Amount | $ 0 | [4],[6],[8] |
Cost | (14) | [1],[4],[6],[8] |
Investment Owned, Fair Value | $ (7) | [4],[6],[8] |
Investment Owned, Net Assets, Percentage | (0.01%) | [4],[6],[8] |
Investment, Identifier [Axis]: Project Ruby Ultimate Parent Corp. | ||
Variable interest rate | 3.25% | [8] |
Interest Rate | 8.72% | [5],[8] |
Par Amount | $ 997 | [8] |
Cost | 995 | [1],[8] |
Investment Owned, Fair Value | $ 996 | [8] |
Investment Owned, Net Assets, Percentage | 1.17% | [8] |
Investment, Identifier [Axis]: RSC Acquisition, Inc. | ||
Variable interest rate | 5.50% | [4],[6],[8] |
Interest Rate | 11.39% | [4],[5],[6],[8] |
Par Amount | $ 7 | [4],[6],[8] |
Cost | 6 | [1],[4],[6],[8] |
Investment Owned, Fair Value | $ 7 | [4],[6],[8] |
Investment Owned, Net Assets, Percentage | 0.01% | [4],[6],[8] |
Unfunded Commitment | $ 30 | |
Fair Value | $ 0 | |
Investment, Identifier [Axis]: Sonny's Enterprises, LLC 1 | ||
Variable interest rate | 6.75% | [2],[3],[4] |
Interest Rate | 12.28% | [2],[3],[4],[5] |
Par Amount | $ 3,050 | [2],[3],[4] |
Cost | 2,983 | [1],[2],[3],[4] |
Investment Owned, Fair Value | $ 3,050 | [2],[3],[4] |
Investment Owned, Net Assets, Percentage | 3.58% | [2],[3],[4] |
Unfunded Commitment | $ 383 | |
Fair Value | $ 0 | |
Investment, Identifier [Axis]: Sonny's Enterprises, LLC 2 | ||
Variable interest rate | 6.75% | [2],[4],[6] |
Interest Rate | 12.28% | [2],[4],[5],[6] |
Par Amount | $ 285 | [2],[4],[6] |
Cost | 270 | [1],[2],[4],[6] |
Investment Owned, Fair Value | $ 285 | [2],[4],[6] |
Investment Owned, Net Assets, Percentage | 0.33% | [2],[4],[6] |
Unfunded Commitment | $ 579 | |
Fair Value | $ 0 | |
Investment, Identifier [Axis]: Sonny's Enterprises, LLC 3 | ||
Variable interest rate | 6.75% | [2],[4],[6] |
Interest Rate | 12.28% | [2],[4],[5],[6] |
Par Amount | $ 0 | [2],[4],[6] |
Cost | (12) | [1],[2],[4],[6] |
Investment Owned, Fair Value | $ 0 | [2],[4],[6] |
Investment Owned, Net Assets, Percentage | 0% | [2],[4],[6] |
Investment, Identifier [Axis]: Summit Acquisition, Inc. 1 | ||
Variable interest rate | 6.75% | [3],[4],[8] |
Interest Rate | 12.10% | [3],[4],[5],[8] |
Par Amount | $ 1,866 | [3],[4],[8] |
Cost | 1,866 | [1],[3],[4],[8] |
Investment Owned, Fair Value | $ 1,838 | [3],[4],[8] |
Investment Owned, Net Assets, Percentage | 2.16% | [3],[4],[8] |
Investment, Identifier [Axis]: Summit Acquisition, Inc. 2 | ||
Variable interest rate | 6.75% | [3],[4],[8] |
Interest Rate | 12.10% | [3],[4],[5],[8] |
Par Amount | $ 419 | [3],[4],[8] |
Cost | 419 | [1],[3],[4],[8] |
Investment Owned, Fair Value | $ 413 | [3],[4],[8] |
Investment Owned, Net Assets, Percentage | 0.48% | [3],[4],[8] |
Investment, Identifier [Axis]: Summit Acquisition, Inc. 3 | ||
Variable interest rate | 6.75% | [3],[4],[8] |
Interest Rate | 12.10% | [3],[4],[5],[8] |
Par Amount | $ 210 | [3],[4],[8] |
Cost | 210 | [1],[3],[4],[8] |
Investment Owned, Fair Value | $ 207 | [3],[4],[8] |
Investment Owned, Net Assets, Percentage | 0.24% | [3],[4],[8] |
Investment, Identifier [Axis]: Summit Buyer, LLC 1 | ||
Variable interest rate | 5.75% | [2],[4],[6] |
Interest Rate | 11.26% | [2],[4],[5],[6] |
Par Amount | $ 121 | [2],[4],[6] |
Cost | 110 | [1],[2],[4],[6] |
Investment Owned, Fair Value | $ 99 | [2],[4],[6] |
Investment Owned, Net Assets, Percentage | 0.12% | [2],[4],[6] |
Unfunded Commitment | $ 788 | |
Fair Value | $ (19) | |
Investment, Identifier [Axis]: Summit Buyer, LLC 2 | ||
Variable interest rate | 4.75% | [4],[6] |
Interest Rate | 13.25% | [4],[5],[6] |
Par Amount | $ 0 | [4],[6] |
Cost | (2) | [1],[4],[6] |
Investment Owned, Fair Value | $ (2) | [4],[6] |
Investment Owned, Net Assets, Percentage | 0% | [4],[6] |
Unfunded Commitment | $ 91 | |
Fair Value | (2) | |
Investment, Identifier [Axis]: Superman Holdings, LLC | ||
Unfunded Commitment | 190 | |
Fair Value | $ (2) | |
Investment, Identifier [Axis]: Superman Holdings, LLC 1 | ||
Variable interest rate | 6.13% | [2],[3],[4] |
Interest Rate | 11.47% | [2],[3],[4],[5] |
Par Amount | $ 803 | [2],[3],[4] |
Cost | 786 | [1],[2],[3],[4] |
Investment Owned, Fair Value | $ 793 | [2],[3],[4] |
Investment Owned, Net Assets, Percentage | 0.93% | [2],[3],[4] |
Investment, Identifier [Axis]: Superman Holdings, LLC 2 | ||
Variable interest rate | 6.13% | [2],[4],[6] |
Interest Rate | 11.47% | [2],[4],[5],[6] |
Par Amount | $ 0 | [2],[4],[6] |
Cost | (2) | [1],[2],[4],[6] |
Investment Owned, Fair Value | $ (2) | [2],[4],[6] |
Investment Owned, Net Assets, Percentage | 0% | [2],[4],[6] |
Investment, Identifier [Axis]: Tank Holding Corp. | ||
Unfunded Commitment | $ 995 | |
Fair Value | $ (20) | |
Investment, Identifier [Axis]: Tank Holding Corp. 1 | ||
Variable interest rate | 5.75% | [3],[4],[8] |
Interest Rate | 11.46% | [3],[4],[5],[8] |
Par Amount | $ 3,472 | [3],[4],[8] |
Cost | 3,381 | [1],[3],[4],[8] |
Investment Owned, Fair Value | $ 3,404 | [3],[4],[8] |
Investment Owned, Net Assets, Percentage | 3.99% | [3],[4],[8] |
Investment, Identifier [Axis]: Tank Holding Corp. 2 | ||
Variable interest rate | 5.75% | [4],[6],[8] |
Interest Rate | 11.46% | [4],[5],[6],[8] |
Par Amount | $ 504 | [4],[6],[8] |
Cost | 476 | [1],[4],[6],[8] |
Investment Owned, Fair Value | $ 474 | [4],[6],[8] |
Investment Owned, Net Assets, Percentage | 0.56% | [4],[6],[8] |
Investment, Identifier [Axis]: Tidi Legacy Products, Inc. 1 | ||
Variable interest rate | 5.50% | [2],[3],[4] |
Interest Rate | 10.86% | [2],[3],[4],[5] |
Par Amount | $ 1,377 | [2],[3],[4] |
Cost | 1,350 | [1],[2],[3],[4] |
Investment Owned, Fair Value | $ 1,349 | [2],[3],[4] |
Investment Owned, Net Assets, Percentage | 1.58% | [2],[3],[4] |
Unfunded Commitment | $ 362 | |
Fair Value | $ (4) | |
Investment, Identifier [Axis]: Tidi Legacy Products, Inc. 2 | ||
Variable interest rate | 5.50% | [2],[4],[6] |
Interest Rate | 10.86% | [2],[4],[5],[6] |
Par Amount | $ 0 | [2],[4],[6] |
Cost | (4) | [1],[2],[4],[6] |
Investment Owned, Fair Value | $ (4) | [2],[4],[6] |
Investment Owned, Net Assets, Percentage | 0% | [2],[4],[6] |
Unfunded Commitment | $ 261 | |
Fair Value | $ (5) | |
Investment, Identifier [Axis]: Tidi Legacy Products, Inc. 3 | ||
Variable interest rate | 5.50% | [2],[4],[6] |
Interest Rate | 10.86% | [2],[4],[5],[6] |
Par Amount | $ 0 | [2],[4],[6] |
Cost | (5) | [1],[2],[4],[6] |
Investment Owned, Fair Value | $ (5) | [2],[4],[6] |
Investment Owned, Net Assets, Percentage | (0.01%) | [2],[4],[6] |
Investment, Identifier [Axis]: Total First Lien Debt Unfunded Commitments | ||
Unfunded Commitment | $ 15,504 | |
Fair Value | (142) | |
Investment, Identifier [Axis]: Total Unfunded Commitments | ||
Unfunded Commitment | 15,504 | |
Fair Value | $ (142) | |
Investment, Identifier [Axis]: Triton Water Holdings, Inc. | ||
Variable interest rate | 3.25% | [7] |
Interest Rate | 8.86% | [5],[7] |
Par Amount | $ 997 | [7] |
Cost | 989 | [1],[7] |
Investment Owned, Fair Value | $ 987 | [7] |
Investment Owned, Net Assets, Percentage | 1.16% | [7] |
Investment, Identifier [Axis]: USI, Inc. | ||
Variable interest rate | 3% | |
Interest Rate | 8.33% | [5] |
Par Amount | $ 1,000 | |
Cost | 1,005 | [1] |
Investment Owned, Fair Value | $ 991 | |
Investment Owned, Net Assets, Percentage | 1.16% | |
Investment, Identifier [Axis]: Vensure Employer Services, Inc. | ||
Variable interest rate | 5.25% | [4],[6],[8] |
Interest Rate | 10.63% | [4],[5],[6],[8] |
Par Amount | $ 43 | [4],[6],[8] |
Cost | 40 | [1],[4],[6],[8] |
Investment Owned, Fair Value | $ 40 | [4],[6],[8] |
Investment Owned, Net Assets, Percentage | 0.05% | [4],[6],[8] |
Unfunded Commitment | $ 307 | |
Fair Value | $ (3) | |
Investment, Identifier [Axis]: Vertical US Newco, Inc. | ||
Variable interest rate | 3.50% | [7] |
Interest Rate | 9.38% | [5],[7] |
Par Amount | $ 1,000 | [7] |
Cost | 1,002 | [1],[7] |
Investment Owned, Fair Value | $ 1,001 | [7] |
Investment Owned, Net Assets, Percentage | 1.17% | [7] |
Investment, Identifier [Axis]: World Insurance Associates, LLC | ||
Variable interest rate | 6% | [2],[3],[4] |
Interest Rate | 12.10% | [2],[3],[4],[5] |
Par Amount | $ 4,776 | [2],[3],[4] |
Cost | 4,629 | [1],[2],[3],[4] |
Investment Owned, Fair Value | $ 4,702 | [2],[3],[4] |
Investment Owned, Net Assets, Percentage | 5.52% | [2],[3],[4] |
Investment, Identifier [Axis]: iCIMS, Inc. 1 | ||
Variable interest rate | 7.25% | [3],[4],[8] |
Interest Rate | 12.62% | [3],[4],[5],[8] |
Interest rate, PIK | 3.88% | [3],[4],[8] |
Par Amount | $ 5,351 | [3],[4],[8] |
Cost | 5,315 | [1],[3],[4],[8] |
Investment Owned, Fair Value | $ 5,351 | [3],[4],[8] |
Investment Owned, Net Assets, Percentage | 6.28% | [3],[4],[8] |
Unfunded Commitment | $ 1,094 | |
Fair Value | $ 0 | |
Investment, Identifier [Axis]: iCIMS, Inc. 2 | ||
Variable interest rate | 7.25% | [4],[6],[8] |
Interest Rate | 12.62% | [4],[5],[6],[8] |
Interest rate, PIK | 3.88% | [4],[6],[8] |
Par Amount | $ 0 | [4],[6],[8] |
Cost | (7) | [1],[4],[6],[8] |
Investment Owned, Fair Value | $ 0 | [4],[6],[8] |
Investment Owned, Net Assets, Percentage | 0% | [4],[6],[8] |
Unfunded Commitment | $ 408 | |
Fair Value | $ 0 | |
Investment, Identifier [Axis]: iCIMS, Inc. 3 | ||
Variable interest rate | 7.25% | [4],[6],[8] |
Interest Rate | 12.62% | [4],[5],[6],[8] |
Interest rate, PIK | 3.88% | [4],[6],[8] |
Par Amount | $ 82 | [4],[6],[8] |
Cost | 78 | [1],[4],[6],[8] |
Investment Owned, Fair Value | $ 82 | [4],[6],[8] |
Investment Owned, Net Assets, Percentage | 0.10% | [4],[6],[8] |
[1] The cost represents the original cost adjusted for the amortization of discounts and premiums, as applicable, on debt investments using the effective interest method. Loan includes interest rate floor of 1.00%. Assets or a portion thereof are pledged as collateral for the Citibank Funding Facility (as defined below). See Note 6 “Debt”. These investments were valued using unobservable inputs and are considered Level 3 investments. Fair value was determined in good faith by or under the direction of the Company’s Valuation Designee (the “Valuation Designee”), under the supervision of the Company’s Board of Directors (the “Board of Directors” or “Board”) (see Note 2 and Note 5), pursuant to the Company’s valuation policy. Variable rate loans to the portfolio companies bear interest at a rate that is determined by reference to either EURIBOR ("E"), LIBOR ("L" or “LIBOR”) or SOFR ("S") or an alternate base rate (commonly based on the Federal Funds Rate ("F") or the U.S. Prime Rate ("P")), which generally resets periodically. For each loan, the Company has indicated the reference rate used and provided the spread and the interest rate in effect as of December 31, 2023. For investments with multiple reference rates or alternate base rates, the interest rate shown is the weighted average interest rate in effect at December 31, 2023. As of December 31, 2023, the reference rates for our variable rate loans were the 3-month E at 3.91%, 1-month S at 5.35%, 3-month S at 5.33%, 6-month S at 5.16% and the P at 8.50%. Position or portion thereof is an unfunded loan commitment, and no interest is being earned on the unfunded portion, although the investment may earn unused commitment fees. Negative cost and fair value, if any, results from unamortized fees, which are capitalized to the cost of the investment. The unfunded loan commitment may be subject to a commitment termination date that may expire prior to the maturity date stated. See below for more information on the Company’s unfunded commitments as of December 31, 2023. Investments — non-controlled/non-affiliated Commitment Type Commitment Expiration Date Unfunded Commitment Fair Value First Lien Debt AWP Group Holdings, Inc. Delayed Draw Term Loan 08/01/2025 $ 1,324 $ (20) AWP Group Holdings, Inc. Revolver 12/24/2029 416 (6) Avalara, Inc. Revolver 10/19/2028 636 — Bradyifs Holdings, LLC Delayed Draw Term Loan 10/31/2025 244 (3) Bradyifs Holdings, LLC Revolver 10/31/2029 248 (5) Bullhorn, Inc. Revolver 09/30/2026 320 (1) GS AcquisitionCo, Inc. Revolver 05/22/2026 437 — Galway Borrower, LLC Delayed Draw Term Loan 04/28/2024 2,496 (26) Higginbotham Insurance Agency, Inc. Delayed Draw Term Loan 08/23/2025 267 — Hyland Software, Inc. Revolver 09/19/2029 86 (1) Integrity Marketing Acquisition, LLC Revolver 08/27/2026 252 (5) Keystone Agency Investors Delayed Draw Term Loan 06/03/2024 69 — MRI Software, LLC Revolver 02/10/2027 456 (3) PPV Intermediate Holdings, LLC Delayed Draw Term Loan 08/31/2025 1,265 (10) Peter C. Foy & Associates Insurance Services, LLC Delayed Draw Term Loan 10/19/2024 1,500 (7) RSC Acquisition, Inc. Delayed Draw Term Loan 02/14/2025 30 — Sonny's Enterprises, LLC Delayed Draw Term Loan 11/05/2024 383 — Sonny's Enterprises, LLC Revolver 08/05/2027 579 — Summit Buyer, LLC Delayed Draw Term Loan 08/25/2025 788 (19) Summit Buyer, LLC Revolver 01/14/2026 91 (2) Superman Holdings, LLC Delayed Draw Term Loan 05/01/2025 190 (2) Tank Holding Corp. Delayed Draw Term Loan 05/22/2024 995 (20) Tidi Legacy Products, Inc. Delayed Draw Term Loan 06/19/2025 362 (4) Tidi Legacy Products, Inc. Revolver 12/19/2029 261 (5) Vensure Employer Services, Inc. Delayed Draw Term Loan 06/15/2025 307 (3) iCIMS, Inc. Delayed Draw Term Loan 08/18/2025 1,094 — iCIMS, Inc. Revolver 08/18/2028 408 — Total First Lien Debt Unfunded Commitments $ 15,504 $ (142) Total Unfunded Commitments $ 15,504 $ (142) Loan includes interest rate floor of 0.50%. Loan includes interest rate floor of 0.75%. |
ORGANIZATION
ORGANIZATION | 11 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION | ORGANIZATION LGAM Private Credit LLC (the “Company”) is a non-diversified, externally managed specialty finance company focused on lending to middle market companies. The Company has elected to be regulated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”). In addition, for US federal income tax purposes, the Company intends to elect to be treated, and to comply with the requirements to qualify annually, as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Company is not a subsidiary of or consolidated with Morgan Stanley. The Company was formed as a Delaware limited liability company on February 7, 2023 with the name “LTMS Fund LLC”. The Company changed its name to “LGAM Private Credit LLC” on March 20, 2023. The Company commenced operations on December 1, 2023. The Company has delegated the right to manage the assets of the Company to MS Capital Partners Adviser Inc., as the investment adviser to the Company (the “Adviser” or “Investment Adviser”). The Investment Adviser is an indirect, wholly owned subsidiary of Morgan Stanley. The Company’s investment objective is to achieve attractive risk-adjusted returns via current income and, to a lesser extent, capital appreciation by investing primarily in directly originated senior secured term loans issued by U.S. middle market companies in which private equity sponsors have a controlling equity stake in the portfolio company. The Company intends to conduct a continuous private offering (the “Private Offering”) of its units in reliance on exemptions from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), including the exemption provided by Regulation S under the Securities Act and other exemptions from the registration requirements of the Securities Act. The Company is offering one class of its units (the “Units”) in its continuous private offering. The Company has formed wholly-owned subsidiaries for the purpose of holding certain investments in portfolio companies made by the Company. As of December 31, 2023, the Company’s wholly owned subsidiaries were formed as Delaware limited liability companies and included: LGAM CA SPV LLC (“CA SPV”) and LGAM Financing SPV LLC (“LGAM SPV LLC” and together with CA SPV, the “subsidiaries”).” The Company consolidates its wholly-owned subsidiaries in these consolidated financial statements from the date of the respective subsidiary’s formation. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 11 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”). As an investment company, the Company applies the accounting and reporting guidance in Accounting Standards Codification (“ASC”) Topic 946, Financial Services – Investment Companies (“ASC 946”) issued by the Financial Accounting Standards Board (“FASB”). Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and expenses and disclosure of contingent assets and liabilities at the date of the consolidated financial statements. Such amounts could differ from those estimates and such differences could be material. Management’s estimates are based on historical experiences and other factors, including expectations of future events that management believes to be reasonable under the circumstances. Assumptions and estimates regarding the valuation of investments involve a higher degree of judgment and complexity and these assumptions and estimates may be significant to the consolidated financial statements. Consolidation As provided under ASC 946, the Company will not consolidate its investment in a company other than an investment company subsidiary or a controlled operating company whose business consists of providing services to the Company. Accordingly, the Company consolidated the accounts of the Company’s wholly owned subsidiaries in the consolidated financial statements. All intercompany balances and transactions have been eliminated in consolidation. Cash Cash is carried at cost, which approximates fair value. The Company deposits its cash with multiple financial institutions and, at times, may exceed the Federal Deposit Insurance Corporation insured limit. Investments Investment transactions are recorded on the trade date. Receivables/payables from investments sold/purchased on the Consolidated Statement of Financial Condition consist of amounts receivable to or payable by the Company for transactions that have not settled at the reporting date. Realized gains or losses are measured by the difference between the net proceeds received (excluding prepayment fees, if any) and the amortized cost basis of the investment using the specific identification method without regard to unrealized gains or losses previously recognized, and include investments charged off during the period, net of recoveries. The net change in unrealized gains or losses primarily reflects the change in investment values, including the reversal of previously recorded unrealized gains or losses with respect to investments realized during the period. The Board of Directors, with the assistance of the Company’s audit committee (the “Audit Committee”), determines the fair value of the Company’s investments in accordance with ASC Topic 820, Fair Value Measurement (“ASC 820”) issued by the FASB. The Board of Directors has delegated to the Investment Adviser as the valuation designee (the “Valuation Designee”) the responsibility of determining the fair value of the Company’s investment portfolio, subject to oversight of the Board of Directors, pursuant to Rule 2a-5 under the 1940 Act. As such, the Valuation Designee is charged with determining the fair value of the Company’s investment portfolio, subject to oversight of the Board of Directors. ASC 820 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.” Fair value is a market-based measurement, not an entity-specific measurement. For some investments, observable market transactions or market information might be available. For other investments, observable market transactions and market information might not be available. However, the objective of a fair value measurement in both cases is the same—to estimate the price when an orderly transaction to sell the investment would take place between market participants at the measurement date under current market conditions (that is, an exit price at the measurement date from the perspective of a market participant). Refer to Note 5 for the Company's framework for determining fair value, fair value hierarchies, and the composition of the Company's portfolio. Revenue Recognition Interest Income Interest income is recorded on an accrual basis and includes the accretion of discounts and amortizations of premiums. Discounts from and premiums to par value on debt investments purchased are accreted/amortized into interest income over the life of the respective investment using the effective interest method. The amortized cost of debt investments represents the original cost, including loan origination fees and upfront fees received that are deemed to be an adjustment to yield, adjusted for the accretion of discounts and amortization of premiums, if any. Upon prepayment of a loan or debt investment, any prepayment premiums, unamortized upfront loan origination fees and unamortized discounts are recorded as interest income in the current period. PIK Income The Company has debt investments in its portfolio that contain payment-in-kind (“PIK”) provisions. PIK represents interest that is accrued and recorded as interest income at the contractual rates, increases the loan principal on the respective capitalization dates, and is generally due at maturity. Such income is included in PIK income on the Consolidated Statement of Operations. If at any point the Company believes PIK is not expected to be realized, the investment generating PIK will be placed on non-accrual status. When a PIK investment is placed on non-accrual status, the accrued, uncapitalized interest is generally reversed through PIK income. This non-cash source of income is included when determining what must be paid out to unitholders in the form of distributions in order for the Company to qualify as a RIC, even though the Company has not yet collected cash. Dividend Income Dividend income on preferred equity investments is recorded on an accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected. Dividend income on common equity investments is recorded on the record date for private portfolio companies. Dividend income is presented net of withholding tax, if any. Other Income The Company may receive various fees in the ordinary course of business such as structuring, consent, waiver, amendment and syndication fees as well as fees for managerial assistance rendered by the Company to the portfolio companies. Such fees are recognized in income when earned or when the services are rendered and there is no uncertainty or contingency related to the amount to be received. Non-Accrual Investments Loans are generally placed on non-accrual status when there is reasonable doubt that principal or interest will be collected in full. Accrued interest is generally reversed when a loan is placed on non-accrual status. Additionally, any original issue discount and market discount are no longer accreted to interest income as of the date the loan is placed on non-accrual status. Interest payments received on non-accrual loans may be recognized as income or applied to principal depending upon management’s judgment regarding collectability. Non-accrual loans are restored to accrual status when past due principal and interest are paid current and, in management’s judgment, are likely to remain current. Management may determine to not place a loan on non-accrual status if the loan has sufficient collateral value and is in the process of collection. As of December 31, 2023, the Company had no investments on non-accrual status. Organization and Offering Costs Costs associated with the organization of the Company are expensed as incurred. These costs consist primarily of legal fees and other costs of organizing the Company. Costs associated with the offering of units are capitalized as “deferred offering costs” on the Consolidated Statement of Financial Condition and amortized over a twelve-month period from incurrence of such offering of Units. These costs consist primarily of legal fees and other costs incurred in connection with the Company’s continuous private offerings of its Units. Expenses The Company is responsible for investment expenses, professional fees and other general and administrative expenses related to the Company’s operations. Such fees and expenses, including expenses incurred by the Adviser on behalf of the Company, is reimbursed by the Company. The Company pays the Investment Adviser a base management fee and an incentive fee under the investment advisory agreement between the Company and the Investment Adviser (the “Investment Advisory Agreement”) as described in Note 3 below. The fees are recorded in the Consolidated Statement of Operations. Deferred Financing Costs Deferred financing costs consist of fees and expenses paid in connection with the closing of and amendments to the Company’s borrowings. The aforementioned costs are amortized using the straight-line method over each instrument’s term. Deferred financing costs related to a revolving credit facility is presented separately as an asset on the Company’s Consolidated Statement of Assets and Liabilities. Income Taxes The Company intends to elect to be treated as a RIC under Subchapter M of the Code. So long as the Company maintains its status as a RIC, it generally will not pay corporate U.S. federal income taxes on any ordinary income or capital gains that it distributes at least annually to its unitholders as distributions. In order to qualify as a RIC, the Company must meet certain minimum distribution, source-of-income and asset diversification requirements. If such requirements are met, then the Company is generally required to pay income taxes only on the portion of its taxable income and gains it does not distribute. The minimum distribution requirements applicable to RICs require the Company to distribute to its unitholders at least 90% of its investment company taxable income (the “ICTI”), as defined by the Code, each year. Depending on the level of ICTI earned in a tax year, the Company may choose to carry forward ICTI in excess of current year distributions into the next tax year. Any such carryover ICTI must be distributed before the end of that next tax year through a distribution declared prior to filing the final tax return related to the year which generated such ICTI. In addition, based on the excise distribution requirements, the Company is subject to a 4% nondeductible federal excise tax on undistributed income unless the Company distributes in a timely manner an amount at least equal to the sum of (1) 98% of its ordinary income for each calendar year, (2) 98.2% of capital gain net income (both long-term and short-term) for the one-year period ending October 31 in that calendar year and (3) any income realized, but not distributed, in the preceding year. For this purpose, however, any ordinary income or capital gain net income retained by the Company that is subject to corporate income tax is considered to have been distributed. For the period from February 7, 2023 (inception) through December 31, 2023, the Company accrued $5 of U.S. federal excise tax. The Company evaluates tax positions taken or expected to be taken in the course of preparing its consolidated financial statements to determine whether the tax positions are “more likely than not” to be sustained by the applicable tax authority. All penalties and interest associated with income taxes, if any, are included in income tax expense. New Accounting Pronouncements The Company considers the applicability and impact of all accounting standard updates (“ASU”) issued by the FASB. The Company has assessed currently issued ASUs and has determined that they are not applicable or expected to have minimal impact on its consolidated financial statements. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 11 Months Ended |
Dec. 31, 2023 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS Investment Advisory Agreement On December 1, 2023, the Company entered into the Investment Advisory Agreement. The Investment Advisory Agreement has an initial term of two years and continues thereafter from year to year if approved annually by the Board of Directors or the Company’s unitholders, including, in each case, a majority of the directors who are not “interested persons” as defined in Section 2(a)(19) of the 1940 Act (the “Independent Directors”). The Company pays the Investment Adviser a fee for its services under the Investment Advisory Agreement consisting of two components: a base management fee and an incentive fee. The cost of both the base management fee and the incentive fee are ultimately be borne by the unitholders. Base Management Fee The base management fee is calculated at an annual rate of 1.00% of the Company’s average net asset value at the end of the two most recently completed calendar months. All or part of the base management fee not taken as to any month will be deferred without interest and may be taken in any subsequent month prior to the termination of the Investment Advisory Agreement, and any such recoupment would be subject to any applicable expense waiver. Base management fees for any partial month are prorated based on the number of days in the month. The base management fee is payable quarterly in arrears, any base management fees waived are not subject to recoupment by the Investment Adviser. The Investment Adviser has agreed to irrevocably waive the base management fee through March 31, 2024, and such waiver is not subject to recapture. For the period from February 7, 2023 (inception) through December 31, 2023, base management fees were $72 and the Investment Adviser irrevocably agreed to waive $72. As of December 31, 2023, $0 was payable to the Investment Adviser relating to base management fees. Incentive Fee The incentive fee consists of two components that are determined independently of each other, with the result that one component may be payable even if the other is not. One component is based on income and the other component is based on capital gains. i. Incentive Fees based on Income Pre-incentive fee net investment income is defined as interest income, distribution income and any other income accrued during the calendar quarter, minus operating expenses for the quarter, including the base management fee, expenses payable under the Administration Agreement (as defined below) and any interest expense and distributions paid on any issued and outstanding preferred units, but excluding the incentive fee and any servicing fees and/or distribution fees paid to broker dealers. Pre-incentive fee net investment income does not include any realized capital gains, realized capital losses or unrealized capital appreciation or depreciation. Pre-incentive fee net investment income includes, in the case of investments with a deferred interest feature (such as debt instruments with PIK interest and zero coupon securities), accrued income that the Company has not yet received in cash. The Investment Adviser is not obligated to return any incentive fee it receives on PIK interest that is later determined to be uncollectible in cash. Pursuant to the Investment Advisory Agreement, the Company pays the Investment Adviser an incentive fee with respect to its pre-incentive fee net investment income as follows: • No incentive fee based on pre-incentive fee net investment income in any calendar quarter in which pre-incentive fee net investment income does not exceed a hurdle rate of 1.25% (5% annualized); • 100% of pre-incentive fee net investment income with respect to that portion of such pre-incentive fee net investment income, if any, that exceeds the hurdle rate but is less than 1.4286% in any quarter (5.7143% annualized). The Company refers to this portion of the pre-incentive fee net investment income (which exceeds the hurdle rate but is less than 1.4286%) as the “catch-up.” The “catch-up” is meant to provide the Investment Adviser with approximately 12.5% of pre-incentive fee net investment income as if a hurdle rate did not apply if this net investment income exceeds 1.4286% in any calendar quarter; and • 12.5% of the pre-incentive fee net investment income, if any, that exceeds 1.4286% in any calendar quarter (5.7143% annualized), which reflects that once the hurdle rate is reached and the catch-up is achieved, 12.5% of all pre-incentive fee net investment income is paid to the Investment Adviser. For the period from February 7, 2023 (inception) through December 31, 2023, there were no income based incentive fees accrued. The Investment Adviser has agreed to irrevocably waive its incentive fee based on net investment income through March 31, 2024 and such waiver is not subject to recapture. ii. Incentive Fees based on Capital Gains The second part of the incentive fee is determined on realized capital gains calculated and payable in arrears in cash as of the end of each calendar year or upon the termination of the Investment Advisory Agreement in an amount equal to 12.5% of the realized capital gains, if any, on a cumulative basis from the date of the Company’s election to be regulated as a BDC through the end of a given calendar year or upon the termination of the Investment Advisory Agreement, computed net of all realized capital losses and unrealized capital depreciation on a cumulative basis, less the aggregate amount of any previously paid capital gain incentive fees (the “Cumulative Capital Gains”). Under U.S. GAAP, the Company is required to accrue an incentive fee on capital gains, including unrealized capital appreciation even though such unrealized capital appreciation is not included in calculating the incentive fee payable under the Investment Advisory Agreement. If such amount is positive at the end of a period, then the Company records an incentive fee on capital gain incentive fee equal to 12.5% of such amount, less the aggregate amount of any previously paid capital gain incentive fees. If such amount is negative, no accrual is recorded for such period. For the period from February 7, 2023 (inception) through December 31, 2023, capital gains incentive fees accrued to the Investment Adviser was $17. The Investment Advisory Agreement does not include unrealized capital appreciation for purposes of calculating the amount payable to the Investment Adviser. Amounts due related to unrealized capital appreciation, if any, will not be paid to the Investment Adviser until realized under the terms of the Investment Advisory Agreement and determined based on the calculation. Incentive fees on Cumulative Capital Gains crystallize at calendar year-end. As of December 31, 2023, $17 was payable to the Investment Adviser relating to capital gains incentive fees. Administration Agreement MS Private Credit Administrative Services LLC (the “Administrator”) is the administrator of the Company pursuant to the administration agreement between the Company and the Administrator dated December 1, 2023 (the “Administration Agreement”). The Administrator is an indirect, wholly owned subsidiary of Morgan Stanley. Pursuant to the Administration Agreement, the Administrator provides services and receives reimbursements from the Company for its costs and expenses and the Company’s allocable portion of overhead costs incurred by the Administrator in performing its obligations under the Administration Agreement, including the Company’s allocable portion of the cost of its Chief Financial Officer and Chief Compliance Officer. Reimbursement under the Administration Agreement occurs quarterly in arrears. The Administration Agreement has an initial term of two years and continues thereafter from year to year if approved annually by the Board of Directors. For the period from February 7, 2023 (inception) through December 31, 2023, the Company incurred $5 of expenses under the Administration Agreement, which were recorded in administrative service fees on the Consolidated Statement of Operations. As of December 31, 2023, $5 was payable for administrative service fees. Expense Support and Conditional Reimbursement Agreement On December 1, 2023, the Company entered into an Expense Support and Conditional Reimbursement Agreement with the Investment Adviser (the “Expense Support Agreement”). The Investment Adviser may elect to pay the Company’s expenses on its behalf (each, an “Expense Payment”), provided that no portion of the payment will be used to pay any of the Company’s interest expense. Any Expense Payment that the Adviser has committed to pay must be paid by the Adviser to the Company in any combination of cash or other immediately available funds no later than 45 days after such commitment was made in writing, and/or offset against amounts due from the Company to the Adviser or its affiliates. The Expense Support Agreement may require the Company to repay the Investment Adviser for previously waived reimbursement of expense payments under certain circumstances. The previously waived expenses are potentially subject to repayment by the Company, if at all, within a period not to exceed three years from the date of the relevant waiver; provided, that no reimbursement will be made if the reimbursement payment causes the distribution rate in effect at the time of reimbursement to be lower than the distribution rate at the time the Expense Payment was initially paid by the Adviser on behalf of the Company. Any reimbursement to the Adviser pursuant to the terms of the Expense Support Agreement would be an expense of the Company and would ultimately be borne by its unitholders. For the period from February 7, 2023 (inception) through December 31, 2023, there was $773 Expense Payments under the Expense Support Agreement, which were recorded in expense support on the Consolidated Statement of Operations. Indemnification Agreement We have entered into indemnification agreements with our directors and officers. The indemnification agreements are intended to provide our directors and officers the maximum indemnification permitted under Delaware law and the 1940 Act. Each indemnification agreement provides that we will indemnify the director or officer who is a party to the agreement (an “Indemnitee”), including the advancement of legal expenses, if, by reason of his or her corporate status, the Indemnitee is, or is threatened to be, made a party to or a witness in any threatened, pending, or completed proceeding, to the maximum extent permitted by Delaware law and the 1940 Act. MS Credit Partners Holdings, Inc. Investment MS Credit Partners Holdings, Inc., or MS Credit Partners Holdings, an indirect, wholly owned subsidiary of Morgan Stanley and an affiliate of the Investment Adviser, entered into subscription agreements to purchase Units up to an aggregate amount of $25,000. On December 1, 2023, the Units purchased by MS Credit Partners Holdings were sold and transferred to an unaffiliated investor. As a result, MS Credit Partners Holdings does not own any interests in the Fund as of December 31, 2023. |
INVESTMENTS
INVESTMENTS | 11 Months Ended |
Dec. 31, 2023 | |
Schedule of Investments [Abstract] | |
INVESTMENTS | INVESTMENTS The composition of the Company’s investment portfolio was as follows: December 31, 2023 Cost Fair Value % of Total Investments at Fair Value First Lien Debt $ 99,614 $ 99,746 100.0 % Total $ 99,614 $ 99,746 100.0 % The industry composition of investments at fair value was as follows: December 31, 2023 Automobile Components 4.3 % Automobiles 0.1 Beverages 1.0 Biotechnology 3.0 Chemicals 3.9 Commercial Services & Supplies 1.1 Construction & Engineering 0.8 Distributors 9.3 Diversified Consumer Services 1.0 Health Care Equipment & Supplies 2.3 Health Care Providers & Services 15.6 Health Care Technology 2.8 Insurance Services 21.3 Machinery 1.0 Multi-Utilities 2.7 Professional Services 10.7 Real Estate Management & Development 9.5 Software 9.6 Total 100.0 % The geographic composition of investments at cost and fair value was as follows: December 31, 2023 Cost Fair Value % of Total Investments at Fair Value United States $ 99,614 $ 99,746 100.0 % Total $ 99,614 $ 99,746 100.0 % |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 11 Months Ended |
Dec. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | FAIR VALUE MEASUREMENTS ASC 820 establishes a hierarchical disclosure framework which ranks the observability of inputs used in measuring financial instruments at fair value. The observability of inputs is impacted by a number of factors, including the type of financial instruments and their specific characteristics. Financial instruments with readily available quoted prices, or for which fair value can be measured from quoted prices in active markets, generally will have a higher degree of market price observability and a lesser degree of judgment applied in determining fair value. The three-level hierarchy for fair value measurement is defined as follows: Level 1 —inputs to the valuation methodology are quoted prices available in active markets for identical financial instruments as of the measurement date. The types of financial instruments in this category include unrestricted securities, including equities and derivatives, listed in active markets. The Company will not adjust the quoted price for these instruments, even in situations where the Company holds a large position and a sale could reasonably impact the quoted price. Level 2 —inputs to the valuation methodology are quoted prices in markets that are not active or for which all significant inputs are either directly or indirectly observable as of the measurement date. The types of financial instruments in this category include less liquid and restricted securities listed in active markets, securities traded in markets that are not active, and certain over-the-counter derivatives where the fair value is based on observable inputs. Level 3 —inputs to the valuation methodology are unobservable and significant to the overall fair value measurement, and include situations where there is little, if any, market activity for the investment. The inputs into the determination of fair value require significant management judgment or estimation. The types of financial instruments in this category include investments in privately held entities, non-investment grade residual interests in securitizations and certain over-the-counter derivatives where the fair value is based on unobservable inputs. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the determination of which category within the fair value hierarchy is appropriate for any given financial instrument is based on the lowest level of input that is significant to the fair value measurement. Assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the financial instrument. Pursuant to the framework set forth above, the Company values securities traded in active markets on the measurement date by multiplying the exchange closing price of such traded securities/instruments by the quantity of shares or amount of the instrument held. The Company may also obtain quotes with respect to certain of the investments from pricing services, brokers or dealers' quotes, or counterparty marks in order to value liquid assets that are not traded in active markets. Pricing services aggregate, evaluate and report pricing from a variety of sources including observed trades of identical or similar securities, broker or dealer quotes, model-based valuations and internal fundamental analysis and research. When doing so, the Company determines whether the quote obtained is sufficient according to U.S. GAAP to determine the fair value of the security. If determined adequate, the Company uses the quote obtained. Securities that are illiquid or for which the pricing source does not provide a valuation or methodology or provides a valuation or methodology that, in the judgment of the Valuation Designee or the Board of Directors, does not represent fair value, each is valued as of the measurement date using all techniques appropriate under the circumstances and for which sufficient data is available. These valuation techniques may vary by investment but include comparable public market valuations, comparable precedent transaction valuations and discounted cash flow analyses. Non-controlled debt investments are generally fair valued using discounted cash flow technique. Expected cash flows are projected based on contractual terms and discounted back to the measurement date based on a discount rate. Discount rate is determined based upon an assessment of current and expected yields for similar investments and risk profiles. Non-controlled equity investments are generally fair valued using a market approach and/or an income approach. The market approach typically utilizes market value multiples of comparable publicly traded companies. The income approach typically utilizes a discounted cash flow analysis of the portfolio company. The Valuation Designee, under the supervision of the Board of Directors, undertakes a multi-step valuation process each quarter, as described below: 1) each portfolio company or investment is initially valued by using a standardized template designed to approximate fair market value based on observable market inputs and updated credit statistics and unobservable inputs; 2) preliminary valuation conclusions are documented and reviewed by a valuation committee comprised of members of the Investment Adviser’s senior management; 3) the Board of Directors or Valuation Designee engages independent third-party valuation firms to provide positive assurance on a portion of the Company’s illiquid investments each quarter (such that each illiquid investment is reviewed by an independent valuation firm at least once on a rolling twelve month basis) including review of management’s preliminary valuation and conclusion of fair value; 4) the Audit Committee reviews the assessments of the Valuation Designee and the independent third-party valuation firms and provides the Board of Directors with recommendations with respect to the fair value of each investment in the Company’s portfolio; and 5) the Board of Directors discusses the valuation recommendations of the Audit Committee and determine the fair value of each investment in the Company’s portfolio in good faith based on the input of the Valuation Designee and, where applicable, the third-party valuation firms. The fair value is generally determined based on the assessment of the following factors, as relevant: • the nature and realizable value of any collateral; • call features, put features and other relevant terms of debt; • the portfolio company’s leverage and ability to make payments; • the portfolio company’s public or “private letter” credit ratings; • the portfolio company’s actual and expected earnings and discounted cash flow; • prevailing interest rates for like securities and expected volatility in future interest rates; • the markets in which the issuer does business and recent economic and/or market events; and • comparisons to publicly traded securities. Investment performance data utilized will be the most recently available as of the measurement date which in many cases may reflect up to a one quarter lag in information. The Board of Directors is ultimately responsible for the determination, in good faith, of the fair value of the Company’s portfolio investments. The following tables present the fair value hierarchy of the investments as of: December 31, 2023 Level 1 Level 2 Level 3 Total First Lien Debt $ — $ 14,988 $ 84,758 $ 99,746 Total $ — $ 14,988 $ 84,758 $ 99,746 The following table presents changes in the fair value of the investments for which Level 3 inputs were used to determine the fair value for the period from February 7, 2023 (inception) through December 31, 2023: First Lien Debt Total Investments Fair value, beginning of period $ — $ — Purchases of investments 84,766 84,766 Proceeds from principal repayments and sales of investments (166) (166) Accretion of discount/amortization of premium 20 20 Payment-in-kind — — Net change in unrealized appreciation (depreciation) 138 138 Transfers into/out of Level 3 1 — — Fair value, end of period $ 84,758 $ 84,758 Net change in unrealized appreciation (depreciation) from investments still held as of December 31, 2023 $ 138 $ 138 (1)Transfer of portfolio investments within the three-level hierarchy is recorded during the period of such reclassification occurrence at the fair value as of the beginning of the respective period. Generally, reclassifications are primarily due to increase/decrease of price transparency. The following table presents quantitative information about the significant unobservable inputs of the Company’s Level 3 financial instruments. The table is not intended to be all-inclusive but instead captures the significant unobservable inputs relevant to the Company’s determination of fair value. December 31, 2023 Fair Valuation Technique Unobservable Range Weighted Average (1) Low High First Lien Debt $ 84,758 Yield Analysis Discount Rate 9.72 % 12.01 % 10.83 % Total Investments $ 84,758 (1)Weighted average is calculated by weighting the significant unobservable input by the relative fair value of the investment. The significant unobservable input used in yield analysis is discount rate based on comparable market yields. Significant increases in discount rates in isolation would result in a significantly lower fair value measurement. The carrying amounts of the Company’s assets and liabilities, other than investments at fair value and debt, approximate fair value. These financial instruments are categorized as Level 3 within the hierarchy. Financial instruments disclosed but not carried at fair value The Company’s debt, including its credit facility, is presented at carrying value on the Consolidated Statement of Financial Condition. The fair value of the Company’s credit facility is estimated in accordance with the Company’s valuation policy. The carrying value and fair value of the Company’s debt were as follows: December 31, 2023 Carrying Value Fair Value Citibank Funding Facility $ 22,000 $ 22,000 Total $ 22,000 $ 22,000 |
DEBT
DEBT | 11 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT The Company’s outstanding debt obligations were as follows: December 31, 2023 Aggregate Principal Committed Outstanding Principal Unused Portion Citibank Funding Facility $ 200,000 $ 22,000 $ 178,000 Total $ 200,000 $ 22,000 $ 178,000 The combined weighted average interest rate (excluding unused fees and financing costs) of the aggregate borrowings outstanding for the year ended December 31, 2023 was 8.20% . The combined weighted average debt of the aggregate borrowings outstanding for the year ended December 31, 2023 was $3,929. Citibank Funding Facility On December 4, 2023, LGAM SPV LLC, a wholly owned subsidiary of the Company entered into a Credit and Security Agreement (the “Credit and Security Agreement”) with LGAM SPV LLC, as the borrower, the lenders party thereto (the “Lenders”), Citibank, N.A. (“Citibank”), as the administrative agent for the Lenders, the Company, as the collateral manager and equityholder, U.S. Bank Trust Company, National Association, as collateral administrator and collateral agent, and U.S. Bank National Association, as document custodian, pursuant to which the Lenders have agreed to extend credit to LGAM SPV LLC in an aggregate principal amount up to $200 million at any one time outstanding, with up to an additional $550 million available pursuant to an accordion feature (the “Citibank Funding Facility”). The Citibank Funding Facility is a revolving funding facility with a reinvestment period ending December 4, 2026 and a final maturity date of December 4, 2028. Advances under the Citibank Funding Facility are available in US dollars, British Pounds, Euros or Canadian dollars and such advances bear interest at a rate equal to an applicable margin plus a benchmark rate based on Term SOFR, SONIA, the EURIBOR Rate or Daily Compounded CORRA, as applicable (or, if such rate is not available, a benchmark replacement) (each as defined in the Credit and Security Agreement) or (b) a “base rate” (which is a rate per annum equal to the highest of a prime rate, the federal funds rate plus 0.50%, and the applicable benchmark for a three-month period plus 1.00%). The applicable margin with respect to advances under the Citibank Funding Facility is 2.85% (or 3.35% after the reinvestment period). The obligations of LGAM SPV LLC under the Citibank Funding Facility are secured by all of the assets held by LGAM SPV LLC (the “Collateral”), including certain corporate loans and corporate debt securities that the Company has originated or acquired, or will originate or acquire, from time to time (the “Portfolio Investments”), to be sold, contributed or otherwise transferred by the Company to LGAM SPV LLC pursuant to the terms of the Sale and Contribution Agreement dated as of December 4, 2023 (the “Sale and Contribution Agreement” and, together with the Credit and Security Agreement, the “Agreements”) between the Company and LGAM SPV LLC, entered into in connection with the Citibank Funding Facility. Under the Agreements, the Company and LGAM SPV LLC, as applicable, have made customary representations and warranties regarding the Portfolio Investments, as well as their businesses, and are required to comply with various covenants, servicing procedures, limitations on disposition of Portfolio Investments, reporting requirements and other customary requirements for similar revolving funding facilities. The Credit and Security Agreement includes usual and customary affirmative and negative covenants and events of default for revolving funding facilities of this nature. As of December 31, 2023, the Company was in compliance with all covenants and other requirements of the Citibank Funding Facility. The summary information of the Citibank Funding Facility is as follows: For the period from February 7, 2023 (inception) through December 31, 2023 Borrowing interest expense $ 25 Facility unused commitment fees 76 Amortization of deferred financing costs 21 Total $ 122 Weighted average interest rate 8.20 % Weighted average outstanding balance (1) $ 3,929 (1) Calculated for the period from December 04, 2023 (Citibank Funding Facility closing date) through December 31, 2023. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 11 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES In the normal course of business, the Company may enter into contracts that provide a variety of general indemnifications. Any exposure to the Company under these arrangements could involve future claims that may be made against the Company. Currently, no such claims exist or are expected to arise, and accordingly, the Company has not accrued any liability in connection with such indemnifications. The Company’s investment portfolio contains debt investments which are in the form of lines of credit or delayed draw commitments, which require us to provide funding when requested by portfolio companies in accordance with underlying loan agreements. As of December 31, 2023, the Company had $15,504 of unfunded commitments to fund delayed draw and revolving senior secured loans, respectively. On March 8, 2023 (which was further amended on July 6, 2023 and October 6, 2023), the Company entered into a facility agreement with an unaffiliated third party to acquire its initial portfolio investments by purchasing certain investments owned and held by such third party concurrently with the initial closing of the Private Offering on December 1, 2023. The Company’s obligation to purchase such investments was conditional upon satisfying certain conditions, and the company made customary representations and warranties. On December 1, 2023, the Company satisfied the conditions set forth in the facility agreement and purchased an initial portfolio of $81.03 million of gross commitments that consisted primarily of directly originated senior secured term loans issued by U.S. middle-market companies in which private equity sponsors have a controlling equity stake in the portfolio company. |
MEMBERS' CAPITAL
MEMBERS' CAPITAL | 11 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
MEMBERS' CAPITAL | MEMBERS’ CAPITAL The following table shows the components of total distributable earnings (loss) as shown on the Consolidated Statement of Financial Condition: December 31, 2023 Total distributable earnings (loss), beginning of period $ — Net investment income (loss) 692 Net unrealized appreciation (depreciation) 132 Distributions declared (638) Tax reclassification of unitholders' equity (Note 10) 6 Total distributable earnings (loss), end of period $ 192 The following table summarizes the total Units issued and proceeds received from the closings of the Company’s continuous private offering that occurred for the period from February 7, 2023 (inception) through December 31, 2023: Unit Issuance Date Units Issued Proceeds Received December 01, 2023 4,251,250 $ 85,025 Total 4,251,250 $ 85,025 The following table summarizes the Company’s distributions declared and payable for the period from February 7, 2023 (inception) through December 31, 2023: Date Declared Record Date Payment Date Per Unit Amount Total Amount December 28, 2023 December 28, 2023 January 04, 2024 $ 0.1500 $ 638 Total Distributions $ 0.1500 $ 638 Distribution Reinvestment Plan The Company has adopted an “opt in” distribution reinvestment plan (“DRIP”). As a result, if the Company declares a cash distribution, unitholders that specifically opt in to the DRIP will have their cash distributions automatically reinvested in additional Units. Unitholders who receive distributions in the form of Units will generally be subject to the same U.S. federal, state and local tax consequences as if they received cash distributions; however, those unitholders will not receive cash with which to pay any application taxes. The Company did not issue any units pursuant to the DRIP plan during the period from February 7, 2023 (inception) through December 31, 2023. Unit Repurchase Program At the discretion of the Board of Directors, the Company may repurchase, in each quarter, up to 5% of the outstanding Units (either by number of Units or aggregate net asset value) as of such quarter end pursuant to a quarterly unit repurchase program. Units purchased by the Company pursuant to the terms of each offer to repurchase will be retired and thereafter will be unissued Units. In the event the amount of Units tendered exceeds the repurchase offer amount, Units will be repurchased on a pro rata basis. All unsatisfied repurchase requests must be resubmitted in the next quarterly tender offer, or upon the recommencement of the unit repurchase plan, as applicable. For the period from February 7, 2023 (inception) through December 31, 2023, no units were repurchased. |
EARNINGS (LOSS) PER UNIT
EARNINGS (LOSS) PER UNIT | 11 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
EARNINGS (LOSS) PER UNIT | EARNINGS (LOSS) PER UNIT The following table sets forth the computation of basic and diluted earnings per Unit: For the period from February 7, 2023 (inception) through December 31, 2023 Net increase (decrease) in Members' Capital from operations $ 824 Weighted average Units outstanding 4,251,250 Basic and diluted earnings (loss) per Unit $ 0.19 |
INCOME TAXES
INCOME TAXES | 11 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES For income tax purposes, distributions made to holders of the Company’s unitholders are reported as ordinary income, capital gains, or a combination thereof. The tax character of distributions made for the period from February 7, 2023 (inception) through December 31, 2023, were as follows: For the period from February 7, 2023 (inception) through December 31, 2023 Distributions paid from: Ordinary income (including net short-term capital gains) $ 638 Net long-term capital gains — Total taxable distributions $ 638 Taxable income generally differs from net increase in net assets resulting from operations for financial reporting purposes due to temporary and permanent differences in the recognition of income and expenses, and generally excludes net unrealized gains or losses, as unrealized gains or losses are generally not included in taxable income until they are realized. For the period from February 7, 2023 (inception) through December 31, 2023, the Company estimated U.S. federal taxable income exceeded its distributions made from such taxable income during the year; consequently, the Company has elected to carry forward the excess for distribution to holders of the Company’s Units in 2023. The amount carried forward to 2024 is estimated to be approximately $75, of which $75 is expected to be ordinary income and $0 is expected to be capital gains, although these amounts will not be finalized until the 2023 tax returns are filed in 2024. The Company makes certain adjustments to the classification of net assets as a result of permanent book-to-tax differences, which include differences in the book-to-tax treatment of net operating losses, distribution re-designations and timing of the deductibility of certain business expenses, as applicable. To the extent these differences are permanent, they are charged or credited to additional paid-in capital, undistributed net investment income or undistributed net realized gains on investments, as appropriate. The book-to-tax differences relating to distributions made to the Company’s holders of Units resulted in reclassifications among certain capital accounts as follows: As of December 31, 2023 Paid-in capital in excess of par value $ (6) Net distributable earnings (accumulated losses) $ 6 The cost and unrealized gain (loss) on the Company’s consolidated financial instruments, as calculated on a tax basis, at December 31, 2023 were as follows: As of December 31, 2023 Gross unrealized appreciation $ 450 Gross unrealized depreciation (318) Net unrealized appreciation (depreciation) $ 132 Tax cost of investments at year end $ 99,614 |
CONSOLIDATED FINANCIAL HIGHLIGH
CONSOLIDATED FINANCIAL HIGHLIGHTS | 11 Months Ended |
Dec. 31, 2023 | |
Investment Company [Abstract] | |
CONSOLIDATED FINANCIAL HIGHLIGHTS | CONSOLIDATED FINANCIAL HIGHLIGHTS The following are the financial highlights: For the period from February 7, 2023 (inception) through December 31, 2023 Per Unit Data: (1) Members' capital, beginning of period $ 20.00 Net investment income (loss) 0.16 Net unrealized and realized gain (loss) (2) 0.03 Net increase (decrease) in net assets resulting from operations 0.19 Dividends declared (0.15) Total increase (decrease) in net assets 0.04 Members' capital, end of period $ 20.04 Units outstanding, end of period 4,251,250 Weighted average units outstanding (3) 4,251,250 Total return based on members’ capital (4) 0.95 % Ratio/Supplemental Data: Members' capital, end of period $ 85,211 Ratio of expenses before waivers to average members’ capital (5) 3.72 % Ratio of net expenses to average members’ capital (5) 1.80 % Ratio of net investment income to average members’ capital (5) 9.88 % Asset coverage ratio 487.32 % Portfolio turnover rate 0.17 % (1) The per unit data was derived by using the weighted average units outstanding during the applicable period. (2) The amount shown does not correspond with the aggregate amount for the period as it includes the effect of the timing of capital transactions. (3) Weighted average units outstanding was calculated for the period from December 1, 2023, the date of first external issuance of units, through December 31, 2023. (4) Total return (not annualized) is calculated assuming a purchase of units at the opening of the first day of the period and a sale on the closing of the last business day of the period. Distributions, if any, are assumed for purposes of this calculation, to be reinvested at prices obtained under the Company’s DRIP. (5) Amounts are annualized except for incentive fees, organization and offering costs and other expenses for which expense support was provided. |
WAREHOUSE TRANSACTION
WAREHOUSE TRANSACTION | 11 Months Ended |
Dec. 31, 2023 | |
Loss Contingency [Abstract] | |
WAREHOUSE TRANSACTION | CONSOLIDATED FINANCIAL HIGHLIGHTS The following are the financial highlights: For the period from February 7, 2023 (inception) through December 31, 2023 Per Unit Data: (1) Members' capital, beginning of period $ 20.00 Net investment income (loss) 0.16 Net unrealized and realized gain (loss) (2) 0.03 Net increase (decrease) in net assets resulting from operations 0.19 Dividends declared (0.15) Total increase (decrease) in net assets 0.04 Members' capital, end of period $ 20.04 Units outstanding, end of period 4,251,250 Weighted average units outstanding (3) 4,251,250 Total return based on members’ capital (4) 0.95 % Ratio/Supplemental Data: Members' capital, end of period $ 85,211 Ratio of expenses before waivers to average members’ capital (5) 3.72 % Ratio of net expenses to average members’ capital (5) 1.80 % Ratio of net investment income to average members’ capital (5) 9.88 % Asset coverage ratio 487.32 % Portfolio turnover rate 0.17 % (1) The per unit data was derived by using the weighted average units outstanding during the applicable period. (2) The amount shown does not correspond with the aggregate amount for the period as it includes the effect of the timing of capital transactions. (3) Weighted average units outstanding was calculated for the period from December 1, 2023, the date of first external issuance of units, through December 31, 2023. (4) Total return (not annualized) is calculated assuming a purchase of units at the opening of the first day of the period and a sale on the closing of the last business day of the period. Distributions, if any, are assumed for purposes of this calculation, to be reinvested at prices obtained under the Company’s DRIP. (5) Amounts are annualized except for incentive fees, organization and offering costs and other expenses for which expense support was provided. |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES In the normal course of business, the Company may enter into contracts that provide a variety of general indemnifications. Any exposure to the Company under these arrangements could involve future claims that may be made against the Company. Currently, no such claims exist or are expected to arise, and accordingly, the Company has not accrued any liability in connection with such indemnifications. The Company’s investment portfolio contains debt investments which are in the form of lines of credit or delayed draw commitments, which require us to provide funding when requested by portfolio companies in accordance with underlying loan agreements. As of December 31, 2023, the Company had $15,504 of unfunded commitments to fund delayed draw and revolving senior secured loans, respectively. On March 8, 2023 (which was further amended on July 6, 2023 and October 6, 2023), the Company entered into a facility agreement with an unaffiliated third party to acquire its initial portfolio investments by purchasing certain investments owned and held by such third party concurrently with the initial closing of the Private Offering on December 1, 2023. The Company’s obligation to purchase such investments was conditional upon satisfying certain conditions, and the company made customary representations and warranties. On December 1, 2023, the Company satisfied the conditions set forth in the facility agreement and purchased an initial portfolio of $81.03 million of gross commitments that consisted primarily of directly originated senior secured term loans issued by U.S. middle-market companies in which private equity sponsors have a controlling equity stake in the portfolio company. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 11 Months Ended |
Dec. 31, 2023 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS Subsequent events have been evaluated through the date the consolidated financial statements were issued. There have been no subsequent events that require recognition or disclosure through the date the consolidated financial statements were issued, except as disclosed below. January Issuances and Distribution Declarations Pursuant to the Company’s continuous private offering, the Company issued approximately 166,242 Units for an aggregate offering price of $3,331 effective January 1, 2024. On January 29, 2024, the Board of Directors of the Company declared a distribution to unitholders of record in the amount of $0.1503 per unit and payable on February 5, 2024 as of January 31, 2024. February Issuances and Distribution Declarations Pursuant to the Company’s continuous private offering, the Company issued approximately 273,008 Units for an aggregate offering price of $5,477 effective February 1, 2024. On February 27, 2024, the Board of Directors of the Company declared a distribution to unitholders of record in the amount of $0.1505 per unit and payable on March 5, 2024 as of February 29, 2024. March Issuances Pursuant to the Company’s continuous private offering, the Company held a close relating to the sale of the Company’s Units for an aggregate offering price of $3,660 effective March 1, 2024. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure $ in Thousands | 11 Months Ended |
Dec. 31, 2023 USD ($) | |
Pay vs Performance Disclosure | |
Net increase (decrease) in net assets resulting from operations | $ 824 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Dec. 31, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 11 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”). As an investment company, the Company applies the accounting and reporting guidance in Accounting Standards Codification (“ASC”) Topic 946, Financial Services – Investment Companies (“ASC 946”) issued by the Financial Accounting Standards Board (“FASB”). |
Use of Estimates | Use of Estimates |
Consolidation | Consolidation As provided under ASC 946, the Company will not consolidate its investment in a company other than an investment company subsidiary or a controlled operating company whose business consists of providing services to the Company. Accordingly, the Company consolidated the accounts of the Company’s wholly owned subsidiaries in the consolidated financial statements. All intercompany balances and transactions have been eliminated in consolidation. |
Cash | Cash Cash is carried at cost, which approximates fair value. The Company deposits its cash with multiple financial institutions and, at times, may exceed the Federal Deposit Insurance Corporation insured limit. |
Investments | Investments Investment transactions are recorded on the trade date. Receivables/payables from investments sold/purchased on the Consolidated Statement of Financial Condition consist of amounts receivable to or payable by the Company for transactions that have not settled at the reporting date. Realized gains or losses are measured by the difference between the net proceeds received (excluding prepayment fees, if any) and the amortized cost basis of the investment using the specific identification method without regard to unrealized gains or losses previously recognized, and include investments charged off during the period, net of recoveries. The net change in unrealized gains or losses primarily reflects the change in investment values, including the reversal of previously recorded unrealized gains or losses with respect to investments realized during the period. |
Interest Income and PIK Income | Interest Income Interest income is recorded on an accrual basis and includes the accretion of discounts and amortizations of premiums. Discounts from and premiums to par value on debt investments purchased are accreted/amortized into interest income over the life of the respective investment using the effective interest method. The amortized cost of debt investments represents the original cost, including loan origination fees and upfront fees received that are deemed to be an adjustment to yield, adjusted for the accretion of discounts and amortization of premiums, if any. Upon prepayment of a loan or debt investment, any prepayment premiums, unamortized upfront loan origination fees and unamortized discounts are recorded as interest income in the current period. PIK Income The Company has debt investments in its portfolio that contain payment-in-kind (“PIK”) provisions. PIK represents interest that is accrued and recorded as interest income at the contractual rates, increases the loan principal on the respective capitalization dates, and is generally due at maturity. Such income is included in PIK income on the Consolidated Statement of Operations. If at any point the Company believes PIK is not expected to be realized, the investment generating PIK will be placed on non-accrual status. When a PIK investment is placed on non-accrual status, the accrued, uncapitalized interest is generally reversed through PIK income. This non-cash source of income is included when determining what must be paid out to unitholders in the form of distributions in order for the Company to qualify as a RIC, even though the Company has not yet collected cash. |
Dividend Income | Dividend Income Dividend income on preferred equity investments is recorded on an accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected. Dividend income on common equity investments is recorded on the record date for private portfolio companies. Dividend income is presented net of withholding tax, if any. |
Other Income | Other Income |
Non-Accrual Investments | Non-Accrual Investments Loans are generally placed on non-accrual status when there is reasonable doubt that principal or interest will be collected in full. Accrued interest is generally reversed when a loan is placed on non-accrual status. Additionally, any original issue discount and market discount are no longer accreted to interest income as of the date the loan is placed on non-accrual status. Interest payments received on non-accrual loans may be recognized as income or applied to principal depending upon management’s judgment regarding collectability. Non-accrual loans are restored to accrual status when past due principal and interest are paid current and, in management’s judgment, are likely to remain current. Management may determine to not place a loan on non-accrual status if the loan has sufficient collateral value and is in the process of collection. |
Organization and Offering Costs | Organization and Offering Costs Costs associated with the organization of the Company are expensed as incurred. These costs consist primarily of legal fees and other costs of organizing the Company. Costs associated with the offering of units are capitalized as “deferred offering costs” on the Consolidated Statement of Financial Condition and amortized over a twelve-month period from incurrence of such offering of Units. These costs consist primarily of legal fees and other costs incurred in connection with the Company’s continuous private offerings of its Units. |
Expenses | Expenses The Company is responsible for investment expenses, professional fees and other general and administrative expenses related to the Company’s operations. Such fees and expenses, including expenses incurred by the Adviser on behalf of the Company, is reimbursed by the Company. The Company pays the Investment Adviser a base management fee and an incentive fee under the investment advisory agreement between the Company and the Investment Adviser (the “Investment Advisory Agreement”) as described in Note 3 below. The fees are recorded in the Consolidated Statement of Operations. |
Deferred Financing Costs | Deferred Financing Costs |
Income Taxes | Income Taxes The Company intends to elect to be treated as a RIC under Subchapter M of the Code. So long as the Company maintains its status as a RIC, it generally will not pay corporate U.S. federal income taxes on any ordinary income or capital gains that it distributes at least annually to its unitholders as distributions. In order to qualify as a RIC, the Company must meet certain minimum distribution, source-of-income and asset diversification requirements. If such requirements are met, then the Company is generally required to pay income taxes only on the portion of its taxable income and gains it does not distribute. The minimum distribution requirements applicable to RICs require the Company to distribute to its unitholders at least 90% of its investment company taxable income (the “ICTI”), as defined by the Code, each year. Depending on the level of ICTI earned in a tax year, the Company may choose to carry forward ICTI in excess of current year distributions into the next tax year. Any such carryover ICTI must be distributed before the end of that next tax year through a distribution declared prior to filing the final tax return related to the year which generated such ICTI. In addition, based on the excise distribution requirements, the Company is subject to a 4% nondeductible federal excise tax on undistributed income unless the Company distributes in a timely manner an amount at least equal to the sum of (1) 98% of its ordinary income for each calendar year, (2) 98.2% of capital gain net income (both long-term and short-term) for the one-year period ending October 31 in that calendar year and (3) any income realized, but not distributed, in the preceding year. For this purpose, however, any ordinary income or capital gain net income retained by the Company that is subject to corporate income tax is considered to have been distributed. For the period from February 7, 2023 (inception) through December 31, 2023, the Company accrued $5 of U.S. federal excise tax. |
New Accounting Pronouncements | New Accounting Pronouncements The Company considers the applicability and impact of all accounting standard updates (“ASU”) issued by the FASB. The Company has assessed currently issued ASUs and has determined that they are not applicable or expected to have minimal impact on its consolidated financial statements. |
INVESTMENTS (Tables)
INVESTMENTS (Tables) | 11 Months Ended |
Dec. 31, 2023 | |
Schedule of Investments [Abstract] | |
Schedule of Investments | The composition of the Company’s investment portfolio was as follows: December 31, 2023 Cost Fair Value % of Total Investments at Fair Value First Lien Debt $ 99,614 $ 99,746 100.0 % Total $ 99,614 $ 99,746 100.0 % The industry composition of investments at fair value was as follows: December 31, 2023 Automobile Components 4.3 % Automobiles 0.1 Beverages 1.0 Biotechnology 3.0 Chemicals 3.9 Commercial Services & Supplies 1.1 Construction & Engineering 0.8 Distributors 9.3 Diversified Consumer Services 1.0 Health Care Equipment & Supplies 2.3 Health Care Providers & Services 15.6 Health Care Technology 2.8 Insurance Services 21.3 Machinery 1.0 Multi-Utilities 2.7 Professional Services 10.7 Real Estate Management & Development 9.5 Software 9.6 Total 100.0 % The geographic composition of investments at cost and fair value was as follows: December 31, 2023 Cost Fair Value % of Total Investments at Fair Value United States $ 99,614 $ 99,746 100.0 % Total $ 99,614 $ 99,746 100.0 % |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 11 Months Ended |
Dec. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of Portfolio Investments by Level in the Fair Value Hierarchy | The following tables present the fair value hierarchy of the investments as of: December 31, 2023 Level 1 Level 2 Level 3 Total First Lien Debt $ — $ 14,988 $ 84,758 $ 99,746 Total $ — $ 14,988 $ 84,758 $ 99,746 |
Changes in Level III Portfolio Investments | The following table presents changes in the fair value of the investments for which Level 3 inputs were used to determine the fair value for the period from February 7, 2023 (inception) through December 31, 2023: First Lien Debt Total Investments Fair value, beginning of period $ — $ — Purchases of investments 84,766 84,766 Proceeds from principal repayments and sales of investments (166) (166) Accretion of discount/amortization of premium 20 20 Payment-in-kind — — Net change in unrealized appreciation (depreciation) 138 138 Transfers into/out of Level 3 1 — — Fair value, end of period $ 84,758 $ 84,758 Net change in unrealized appreciation (depreciation) from investments still held as of December 31, 2023 $ 138 $ 138 (1)Transfer of portfolio investments within the three-level hierarchy is recorded during the period of such reclassification occurrence at the fair value as of the beginning of the respective period. Generally, reclassifications are primarily due to increase/decrease of price transparency. |
Schedule of Fair Value Measurement Inputs and Valuation Techniques | The following table presents quantitative information about the significant unobservable inputs of the Company’s Level 3 financial instruments. The table is not intended to be all-inclusive but instead captures the significant unobservable inputs relevant to the Company’s determination of fair value. December 31, 2023 Fair Valuation Technique Unobservable Range Weighted Average (1) Low High First Lien Debt $ 84,758 Yield Analysis Discount Rate 9.72 % 12.01 % 10.83 % Total Investments $ 84,758 |
Schedule of Carrying Values and Fair Values of Debt | The carrying value and fair value of the Company’s debt were as follows: December 31, 2023 Carrying Value Fair Value Citibank Funding Facility $ 22,000 $ 22,000 Total $ 22,000 $ 22,000 |
DEBT (Tables)
DEBT (Tables) | 11 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Long-Term Debt Instruments | The Company’s outstanding debt obligations were as follows: December 31, 2023 Aggregate Principal Committed Outstanding Principal Unused Portion Citibank Funding Facility $ 200,000 $ 22,000 $ 178,000 Total $ 200,000 $ 22,000 $ 178,000 The summary information of the Citibank Funding Facility is as follows: For the period from February 7, 2023 (inception) through December 31, 2023 Borrowing interest expense $ 25 Facility unused commitment fees 76 Amortization of deferred financing costs 21 Total $ 122 Weighted average interest rate 8.20 % Weighted average outstanding balance (1) $ 3,929 (1) Calculated for the period from December 04, 2023 (Citibank Funding Facility closing date) through December 31, 2023. |
MEMBERS' CAPITAL (Tables)
MEMBERS' CAPITAL (Tables) | 11 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
Schedule of Distributable Earnings | The following table shows the components of total distributable earnings (loss) as shown on the Consolidated Statement of Financial Condition: December 31, 2023 Total distributable earnings (loss), beginning of period $ — Net investment income (loss) 692 Net unrealized appreciation (depreciation) 132 Distributions declared (638) Tax reclassification of unitholders' equity (Note 10) 6 Total distributable earnings (loss), end of period $ 192 The book-to-tax differences relating to distributions made to the Company’s holders of Units resulted in reclassifications among certain capital accounts as follows: As of December 31, 2023 Paid-in capital in excess of par value $ (6) Net distributable earnings (accumulated losses) $ 6 |
Schedule of Units Issued | The following table summarizes the total Units issued and proceeds received from the closings of the Company’s continuous private offering that occurred for the period from February 7, 2023 (inception) through December 31, 2023: Unit Issuance Date Units Issued Proceeds Received December 01, 2023 4,251,250 $ 85,025 Total 4,251,250 $ 85,025 |
Schedule of Dividends Declared and Payable | The following table summarizes the Company’s distributions declared and payable for the period from February 7, 2023 (inception) through December 31, 2023: Date Declared Record Date Payment Date Per Unit Amount Total Amount December 28, 2023 December 28, 2023 January 04, 2024 $ 0.1500 $ 638 Total Distributions $ 0.1500 $ 638 |
EARNINGS (LOSS) PER UNIT (Table
EARNINGS (LOSS) PER UNIT (Tables) | 11 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
Basic and Diluted Earnings per Unit | The following table sets forth the computation of basic and diluted earnings per Unit: For the period from February 7, 2023 (inception) through December 31, 2023 Net increase (decrease) in Members' Capital from operations $ 824 Weighted average Units outstanding 4,251,250 Basic and diluted earnings (loss) per Unit $ 0.19 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 11 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Schedule of Tax Character of Distributions | : For the period from February 7, 2023 (inception) through December 31, 2023 Distributions paid from: Ordinary income (including net short-term capital gains) $ 638 Net long-term capital gains — Total taxable distributions $ 638 |
Schedule of Book-to-Tax Distributions | The following table shows the components of total distributable earnings (loss) as shown on the Consolidated Statement of Financial Condition: December 31, 2023 Total distributable earnings (loss), beginning of period $ — Net investment income (loss) 692 Net unrealized appreciation (depreciation) 132 Distributions declared (638) Tax reclassification of unitholders' equity (Note 10) 6 Total distributable earnings (loss), end of period $ 192 The book-to-tax differences relating to distributions made to the Company’s holders of Units resulted in reclassifications among certain capital accounts as follows: As of December 31, 2023 Paid-in capital in excess of par value $ (6) Net distributable earnings (accumulated losses) $ 6 |
Schedule of Cost of Investments | The cost and unrealized gain (loss) on the Company’s consolidated financial instruments, as calculated on a tax basis, at December 31, 2023 were as follows: As of December 31, 2023 Gross unrealized appreciation $ 450 Gross unrealized depreciation (318) Net unrealized appreciation (depreciation) $ 132 Tax cost of investments at year end $ 99,614 |
CONSOLIDATED FINANCIAL HIGHLI_2
CONSOLIDATED FINANCIAL HIGHLIGHTS (Tables) | 11 Months Ended |
Dec. 31, 2023 | |
Investment Company [Abstract] | |
Schedule of Financial Highlights | The following are the financial highlights: For the period from February 7, 2023 (inception) through December 31, 2023 Per Unit Data: (1) Members' capital, beginning of period $ 20.00 Net investment income (loss) 0.16 Net unrealized and realized gain (loss) (2) 0.03 Net increase (decrease) in net assets resulting from operations 0.19 Dividends declared (0.15) Total increase (decrease) in net assets 0.04 Members' capital, end of period $ 20.04 Units outstanding, end of period 4,251,250 Weighted average units outstanding (3) 4,251,250 Total return based on members’ capital (4) 0.95 % Ratio/Supplemental Data: Members' capital, end of period $ 85,211 Ratio of expenses before waivers to average members’ capital (5) 3.72 % Ratio of net expenses to average members’ capital (5) 1.80 % Ratio of net investment income to average members’ capital (5) 9.88 % Asset coverage ratio 487.32 % Portfolio turnover rate 0.17 % (1) The per unit data was derived by using the weighted average units outstanding during the applicable period. (2) The amount shown does not correspond with the aggregate amount for the period as it includes the effect of the timing of capital transactions. (3) Weighted average units outstanding was calculated for the period from December 1, 2023, the date of first external issuance of units, through December 31, 2023. (4) Total return (not annualized) is calculated assuming a purchase of units at the opening of the first day of the period and a sale on the closing of the last business day of the period. Distributions, if any, are assumed for purposes of this calculation, to be reinvested at prices obtained under the Company’s DRIP. (5) Amounts are annualized except for incentive fees, organization and offering costs and other expenses for which expense support was provided. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) $ in Thousands | 11 Months Ended |
Dec. 31, 2023 USD ($) | |
Accounting Policies [Abstract] | |
Excise tax expense | $ 5 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - USD ($) $ in Thousands | 11 Months Ended | |
Dec. 01, 2023 | Dec. 31, 2023 | |
Related Party Transaction [Line Items] | ||
Management fees | $ 72 | |
Management fees waived | 72 | |
Management fees payable | 0 | |
Capital gains incentive fees | 17 | |
Capital gains based incentive fee payable | 17 | |
Administrative service fees | 5 | |
Expense support | 773 | |
MS Credit Partners Holdings | ||
Related Party Transaction [Line Items] | ||
Unfunded commitments | $ 25 | |
Related Party | ||
Related Party Transaction [Line Items] | ||
Base management fee rate | 1% | |
Related Party | Investment Advisory Agreement | ||
Related Party Transaction [Line Items] | ||
Initial term (in years) | 2 years | |
Related Party | Quarterly hurdle rate | ||
Related Party Transaction [Line Items] | ||
Incentive rate | 1.25% | |
Related Party | Annualized hurdle rate | ||
Related Party Transaction [Line Items] | ||
Incentive rate | 5% | |
Related Party | Incentive Fee Rate Pre Incentive Fee Net Investment Income Below Catch Up Threshold | ||
Related Party Transaction [Line Items] | ||
Incentive rate | 100% | |
Related Party | Incentive Fee Rate Quarterly Catch Up Threshold | ||
Related Party Transaction [Line Items] | ||
Incentive rate | 1.4286% | |
Related Party | Incentive Fee Rate Annualized Catch Up Threshold | ||
Related Party Transaction [Line Items] | ||
Incentive rate | 5.7143% | |
Related Party | Incentive Fee Rate Pre Incentive Fee Net Investment Income Exceeds Catch Up Threshold | ||
Related Party Transaction [Line Items] | ||
Incentive rate | 12.50% | |
Related Party | Incentive Fee Rate Realized Capital Gains | ||
Related Party Transaction [Line Items] | ||
Incentive rate | 12.50% | |
Related Party | Administration Agreement | ||
Related Party Transaction [Line Items] | ||
Initial term (in years) | 2 years | |
Related Party | Expense Support Agreement | ||
Related Party Transaction [Line Items] | ||
Initial term (in years) | 3 years | |
Payment period | 45 days |
INVESTMENTS (Details)
INVESTMENTS (Details) $ in Thousands | 11 Months Ended | |
Dec. 31, 2023 USD ($) | ||
Schedule of Investments [Line Items] | ||
Cost | $ 99,614 | [1] |
Fair Value | 99,746 | |
Automobile Components | ||
Schedule of Investments [Line Items] | ||
Cost | 4,240 | [1] |
Fair Value | 4,331 | |
Automobiles | ||
Schedule of Investments [Line Items] | ||
Cost | 108 | [1] |
Fair Value | 97 | |
Chemicals | ||
Schedule of Investments [Line Items] | ||
Cost | 3,857 | [1] |
Fair Value | 3,878 | |
Commercial Services & Supplies | ||
Schedule of Investments [Line Items] | ||
Cost | 1,039 | [1] |
Fair Value | 1,035 | |
Construction & Engineering | ||
Schedule of Investments [Line Items] | ||
Cost | 784 | [1] |
Fair Value | 791 | |
Distributors | ||
Schedule of Investments [Line Items] | ||
Cost | 9,259 | [1] |
Fair Value | 9,307 | |
Health Care Equipment & Supplies | ||
Schedule of Investments [Line Items] | ||
Cost | 2,341 | [1] |
Fair Value | 2,342 | |
Health Care Providers & Services | ||
Schedule of Investments [Line Items] | ||
Cost | 15,703 | [1] |
Fair Value | 15,598 | |
Health Care Technology | ||
Schedule of Investments [Line Items] | ||
Cost | 2,786 | [1] |
Fair Value | 2,793 | |
Insurance Services | ||
Schedule of Investments [Line Items] | ||
Cost | 21,225 | [1] |
Fair Value | 21,275 | |
Multi-Utilities | ||
Schedule of Investments [Line Items] | ||
Cost | 2,682 | [1] |
Fair Value | 2,686 | |
Professional Services | ||
Schedule of Investments [Line Items] | ||
Cost | 10,683 | [1] |
Fair Value | 10,659 | |
Real Estate Management & Development | ||
Schedule of Investments [Line Items] | ||
Cost | 9,452 | [1] |
Fair Value | 9,455 | |
Software | ||
Schedule of Investments [Line Items] | ||
Cost | 9,476 | [1] |
Fair Value | $ 9,526 | |
Investment Owned at Fair Value | Investment Type Concentration Risk | ||
Schedule of Investments [Line Items] | ||
% of Total Investments at Fair Value | 100% | |
Investment Owned at Fair Value | Investment Type Concentration Risk | Automobile Components | ||
Schedule of Investments [Line Items] | ||
% of Total Investments at Fair Value | 4.30% | |
Investment Owned at Fair Value | Investment Type Concentration Risk | Automobiles | ||
Schedule of Investments [Line Items] | ||
% of Total Investments at Fair Value | 0.10% | |
Investment Owned at Fair Value | Investment Type Concentration Risk | Beverages | ||
Schedule of Investments [Line Items] | ||
% of Total Investments at Fair Value | 1% | |
Investment Owned at Fair Value | Investment Type Concentration Risk | Biotechnology | ||
Schedule of Investments [Line Items] | ||
% of Total Investments at Fair Value | 3% | |
Investment Owned at Fair Value | Investment Type Concentration Risk | Chemicals | ||
Schedule of Investments [Line Items] | ||
% of Total Investments at Fair Value | 3.90% | |
Investment Owned at Fair Value | Investment Type Concentration Risk | Commercial Services & Supplies | ||
Schedule of Investments [Line Items] | ||
% of Total Investments at Fair Value | 1.10% | |
Investment Owned at Fair Value | Investment Type Concentration Risk | Construction & Engineering | ||
Schedule of Investments [Line Items] | ||
% of Total Investments at Fair Value | 0.80% | |
Investment Owned at Fair Value | Investment Type Concentration Risk | Distributors | ||
Schedule of Investments [Line Items] | ||
% of Total Investments at Fair Value | 9.30% | |
Investment Owned at Fair Value | Investment Type Concentration Risk | Diversified Consumer Services | ||
Schedule of Investments [Line Items] | ||
% of Total Investments at Fair Value | 1% | |
Investment Owned at Fair Value | Investment Type Concentration Risk | Health Care Equipment & Supplies | ||
Schedule of Investments [Line Items] | ||
% of Total Investments at Fair Value | 2.30% | |
Investment Owned at Fair Value | Investment Type Concentration Risk | Health Care Providers & Services | ||
Schedule of Investments [Line Items] | ||
% of Total Investments at Fair Value | 15.60% | |
Investment Owned at Fair Value | Investment Type Concentration Risk | Health Care Technology | ||
Schedule of Investments [Line Items] | ||
% of Total Investments at Fair Value | 2.80% | |
Investment Owned at Fair Value | Investment Type Concentration Risk | Insurance Services | ||
Schedule of Investments [Line Items] | ||
% of Total Investments at Fair Value | 21.30% | |
Investment Owned at Fair Value | Investment Type Concentration Risk | Machinery | ||
Schedule of Investments [Line Items] | ||
% of Total Investments at Fair Value | 1% | |
Investment Owned at Fair Value | Investment Type Concentration Risk | Multi-Utilities | ||
Schedule of Investments [Line Items] | ||
% of Total Investments at Fair Value | 2.70% | |
Investment Owned at Fair Value | Investment Type Concentration Risk | Professional Services | ||
Schedule of Investments [Line Items] | ||
% of Total Investments at Fair Value | 10.70% | |
Investment Owned at Fair Value | Investment Type Concentration Risk | Real Estate Management & Development | ||
Schedule of Investments [Line Items] | ||
% of Total Investments at Fair Value | 9.50% | |
Investment Owned at Fair Value | Investment Type Concentration Risk | Software | ||
Schedule of Investments [Line Items] | ||
% of Total Investments at Fair Value | 9.60% | |
United States | ||
Schedule of Investments [Line Items] | ||
Cost | $ 99,614 | |
Fair Value | $ 99,746 | |
United States | Investment Owned at Fair Value | Investment Type Concentration Risk | ||
Schedule of Investments [Line Items] | ||
% of Total Investments at Fair Value | 100% | |
First Lien Debt | ||
Schedule of Investments [Line Items] | ||
Cost | $ 99,614 | |
Fair Value | $ 99,746 | |
First Lien Debt | Investment Owned at Fair Value | Investment Type Concentration Risk | ||
Schedule of Investments [Line Items] | ||
% of Total Investments at Fair Value | 100% | |
[1] The cost represents the original cost adjusted for the amortization of discounts and premiums, as applicable, on debt investments using the effective interest method. |
FAIR VALUE MEASUREMENTS - Fair
FAIR VALUE MEASUREMENTS - Fair Value Levels (Details) $ in Thousands | Dec. 31, 2023 USD ($) |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Fair Value | $ 99,746 |
Level 1 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Fair Value | 0 |
Level 2 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Fair Value | 14,988 |
Level 3 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Fair Value | 84,758 |
First Lien Debt | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Fair Value | 99,746 |
First Lien Debt | Level 1 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Fair Value | 0 |
First Lien Debt | Level 2 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Fair Value | 14,988 |
First Lien Debt | Level 3 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Fair Value | $ 84,758 |
FAIR VALUE MEASUREMENTS - Level
FAIR VALUE MEASUREMENTS - Level III Rollforward (Details) $ in Thousands | 11 Months Ended |
Dec. 31, 2023 USD ($) | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Fair value, beginning of period | $ 0 |
Purchases of investments | 84,766 |
Proceeds from principal repayments and sales of investments | (166) |
Accretion of discount/amortization of premium | 20 |
Payment-in-kind | 0 |
Total gains (losses) included in earnings | 138 |
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Transfers, Net | 0 |
Fair value, end of period | 84,758 |
Net change in unrealized appreciation (depreciation) from investments still held | $ 138 |
Fair Value, Asset, Recurring Basis, Unobservable Input Reconciliation, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] | Non-controlled/non-affiliated investments |
Fair Value, Asset, Recurring Basis, Still Held, Unrealized Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] | Non-controlled/non-affiliated investments |
First Lien Debt | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Fair value, beginning of period | $ 0 |
Purchases of investments | 84,766 |
Proceeds from principal repayments and sales of investments | (166) |
Accretion of discount/amortization of premium | 20 |
Payment-in-kind | 0 |
Total gains (losses) included in earnings | 138 |
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Transfers, Net | 0 |
Fair value, end of period | 84,758 |
Net change in unrealized appreciation (depreciation) from investments still held | $ 138 |
FAIR VALUE MEASUREMENTS - Unobs
FAIR VALUE MEASUREMENTS - Unobservable Inputs (Details) $ in Thousands | Dec. 31, 2023 USD ($) |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Fair Value | $ 99,746 |
First Lien Debt | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Fair Value | 99,746 |
Level 3 | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Fair Value | 84,758 |
Level 3 | First Lien Debt | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Fair Value | 84,758 |
Level 3 | First Lien Debt | Discount Rate | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Fair Value | $ 84,758 |
Level 3 | First Lien Debt | Low | Discount Rate | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Measurement input | 0.0972 |
Level 3 | First Lien Debt | High | Discount Rate | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Measurement input | 0.1201 |
Level 3 | First Lien Debt | Weighted Average(1) | Discount Rate | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Measurement input | 0.1083 |
FAIR VALUE MEASUREMENTS - Carry
FAIR VALUE MEASUREMENTS - Carrying Value and Fair Value of Debt (Details) $ in Thousands | Dec. 31, 2023 USD ($) |
Carrying Value | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Long-term debt | $ 22,000 |
Fair Value | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Long-term debt | 22,000 |
Citibank Funding Facility | Line of Credit | Carrying Value | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Long-term debt | 22,000 |
Citibank Funding Facility | Line of Credit | Fair Value | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Long-term debt | $ 22,000 |
DEBT - Schedule of Debt Obligat
DEBT - Schedule of Debt Obligations (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 04, 2023 |
Debt Instrument [Line Items] | ||
Aggregate Principal Committed | $ 200,000 | |
Outstanding Principal | 22,000 | |
Unused Portion | 178,000 | |
Citibank Funding Facility | Line of Credit | ||
Debt Instrument [Line Items] | ||
Aggregate Principal Committed | 200,000 | $ 200,000 |
Outstanding Principal | 22,000 | |
Unused Portion | $ 178,000 |
DEBT - Narrative (Details)
DEBT - Narrative (Details) - USD ($) $ in Thousands | 11 Months Ended | |
Dec. 04, 2023 | Dec. 31, 2023 | |
Debt Instrument [Line Items] | ||
Weighted average debt | $ 3,929 | |
Aggregate principal amount | $ 200,000 | |
Citibank Funding Facility | Base Rate | ||
Debt Instrument [Line Items] | ||
Interest rate | 0.50% | |
Citibank Funding Facility | Base Rate | Variable Rate Component One | ||
Debt Instrument [Line Items] | ||
Interest rate | 1% | |
Citibank Funding Facility | SOFR, SONIA, EURIBOR, Or CDOR | Variable Rate Component One | ||
Debt Instrument [Line Items] | ||
Interest rate | 2.85% | |
Citibank Funding Facility | SOFR, SONIA, EURIBOR, Or CDOR | Variable Rate Component Two | ||
Debt Instrument [Line Items] | ||
Interest rate | 3.35% | |
Citibank Funding Facility | Line of Credit | ||
Debt Instrument [Line Items] | ||
Weighted average interest rate | 8.20% | |
Aggregate principal amount | $ 200,000 | $ 200,000 |
Maximum borrowing capacity | $ 550,000 |
DEBT - Schedule of Long-Term De
DEBT - Schedule of Long-Term Debt (Details) $ in Thousands | 11 Months Ended |
Dec. 31, 2023 USD ($) | |
Debt Instrument [Line Items] | |
Amortization of deferred financing costs | $ 21 |
Total | 122 |
Citibank Funding Facility | Line of Credit | |
Debt Instrument [Line Items] | |
Borrowing interest expense | 25 |
Facility unused commitment fees | 76 |
Amortization of deferred financing costs | 21 |
Total | $ 122 |
Weighted average interest rate | 8.20% |
Weighted average outstanding balance | $ 3,929 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) $ in Thousands | Dec. 31, 2023 USD ($) |
Delayed Draw and Revolving Senior Secured Loans | |
Financial Support for Nonconsolidated Legal Entity [Line Items] | |
Unfunded commitments | $ 15,504 |
MEMBERS' CAPITAL - Schedule of
MEMBERS' CAPITAL - Schedule of Distributable Earnings (Details) $ in Thousands | 11 Months Ended |
Dec. 31, 2023 USD ($) | |
Investment Company, Net Assets [Roll Forward] | |
Net investment income (loss) | $ 692 |
Net unrealized appreciation (depreciation) | 132 |
Distributions declared | (638) |
Total distributable earnings (loss), end of period | 192 |
Net distributable earnings (accumulated losses) | |
Investment Company, Net Assets [Roll Forward] | |
Total distributable earnings (loss), beginning of period | 0 |
Net investment income (loss) | 692 |
Net unrealized appreciation (depreciation) | 132 |
Distributions declared | (638) |
Tax reclassification of unitholders' equity | 6 |
Total distributable earnings (loss), end of period | $ 192 |
MEMBERS' CAPITAL - Units Issued
MEMBERS' CAPITAL - Units Issued (Details) - USD ($) $ in Thousands | 11 Months Ended | |
Dec. 01, 2023 | Dec. 31, 2023 | |
Equity [Abstract] | ||
Class I Units Issued (in units) | 4,251,250 | 4,251,250 |
Proceeds Received | $ 85,025 | $ 85,025 |
MEMBERS' CAPITAL - Distribution
MEMBERS' CAPITAL - Distributions Declared and Payable (Details) - USD ($) $ / shares in Units, $ in Thousands | 11 Months Ended | |
Dec. 28, 2023 | Dec. 31, 2023 | |
Equity [Abstract] | ||
Per Unit Amount (in dollars per unit) | $ 0.1500 | $ 0.1500 |
Total Amount | $ 638 | $ 638 |
MEMBERS' CAPITAL - Narrative (D
MEMBERS' CAPITAL - Narrative (Details) | Dec. 31, 2023 |
Equity [Abstract] | |
Percent of unit authorized to be purchased each quarter | 5% |
EARNINGS (LOSS) PER UNIT (Detai
EARNINGS (LOSS) PER UNIT (Details) $ / shares in Units, $ in Thousands | 11 Months Ended |
Dec. 31, 2023 USD ($) $ / shares shares | |
Earnings Per Share [Abstract] | |
Net increase (decrease) in Members' Capital from operations | $ | $ 824 |
Weighted average Class I Units outstanding - diluted (in units) | shares | 4,251,250 |
Basic earnings (loss) per Class I Unit (in dollars per unit) | $ 0.19 |
Diluted earnings (loss) per Class I Unit (in dollars per unit) | $ 0.19 |
INCOME TAXES - Schedule of Tax
INCOME TAXES - Schedule of Tax Character of Distributions (Details) $ in Thousands | 11 Months Ended |
Dec. 31, 2023 USD ($) | |
Distributions paid from: | |
Ordinary income (including net short-term capital gains) | $ 638 |
Net long-term capital gains | 0 |
Total taxable distributions | $ 638 |
INCOME TAXES - Narrative (Detai
INCOME TAXES - Narrative (Details) $ in Thousands | Dec. 31, 2023 USD ($) |
Investments, Owned, Federal Income Tax Note [Line Items] | |
Gain carried forward | $ 75 |
Ordinary Income | |
Investments, Owned, Federal Income Tax Note [Line Items] | |
Gain carried forward | 75 |
Long-Term Capital Gain Carryforward | |
Investments, Owned, Federal Income Tax Note [Line Items] | |
Gain carried forward | $ 0 |
INCOME TAXES - Schedule of Book
INCOME TAXES - Schedule of Book-to-Tax Distributions (Details) $ in Thousands | 11 Months Ended |
Dec. 31, 2023 USD ($) | |
Paid-in capital in excess of par value | |
Investment Company, Changes in Net Assets [Line Items] | |
Increase (decrease) due to reclassifications | $ (6) |
Net distributable earnings (accumulated losses) | |
Investment Company, Changes in Net Assets [Line Items] | |
Increase (decrease) due to reclassifications | $ 6 |
INCOME TAXES - Schedule of Cost
INCOME TAXES - Schedule of Cost of Investments (Details) $ in Thousands | Dec. 31, 2023 USD ($) | |
Income Tax Disclosure [Abstract] | ||
Gross unrealized appreciation | $ 450 | |
Gross unrealized depreciation | (318) | |
Net unrealized appreciation (depreciation) | 132 | |
Tax cost of investments at year end | $ 99,614 | [1] |
[1] The cost represents the original cost adjusted for the amortization of discounts and premiums, as applicable, on debt investments using the effective interest method. |
CONSOLIDATED FINANCIAL HIGHLI_3
CONSOLIDATED FINANCIAL HIGHLIGHTS (Details) $ / shares in Units, $ in Thousands | 11 Months Ended |
Dec. 31, 2023 USD ($) $ / shares shares | |
Investment Company, Financial Highlights [Roll Forward] | |
Members' capital, beginning of period (in dollars per unit) | $ 20 |
Net income (loss) (in dollars per unit) | 0.16 |
Net unrealized and realized gain (loss) (in dollars per unit) | 0.03 |
Net increase (decrease) in net assets resulting from operations (in dollars per unit) | 0.19 |
Dividends declared (in dollars per unit) | (0.15) |
Total increase (decrease) in net assets (in dollars per unit) | 0.04 |
Members' capital, end of period (in dollars per unit) | $ 20.04 |
Class I Units outstanding, end of period (in units) | shares | 4,251,250 |
Weighted average units outstanding - basic (in units) | shares | 4,251,250 |
Weighted average units outstanding - diluted (in units) | shares | 4,251,250 |
Total return based on net asset value | 0.95% |
Ratio/Supplemental Data: | |
Members' capital, end of period | $ | $ 85,211 |
Ratio of expenses before waivers to average Members' Capital | 3.72% |
Ratio of net expenses to average Members' Capital | 1.80% |
Ratio of net investment income to average Members' Capital | 9.88% |
Asset coverage ratio | 487.32% |
Portfolio turnover rate | 0.17% |
WAREHOUSE TRANSACTION (Details)
WAREHOUSE TRANSACTION (Details) $ in Thousands | Dec. 01, 2023 USD ($) |
Loss Contingency [Abstract] | |
Gross commitments | $ 81,030 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - USD ($) $ / shares in Units, $ in Thousands | 11 Months Ended | ||||||
Mar. 01, 2024 | Feb. 27, 2024 | Feb. 01, 2024 | Jan. 29, 2024 | Jan. 01, 2024 | Dec. 28, 2023 | Dec. 31, 2023 | |
Subsequent Event [Line Items] | |||||||
Per Unit Amount (in dollars per unit) | $ 0.1500 | $ 0.1500 | |||||
Subsequent Event | |||||||
Subsequent Event [Line Items] | |||||||
Per Unit Amount (in dollars per unit) | $ 0.1505 | $ 0.1503 | |||||
Subsequent Event | Private Placement | |||||||
Subsequent Event [Line Items] | |||||||
Number of shares issued (in units) | 273,008 | 166,242 | |||||
Offering price | $ 3,660 | $ 5,477 | $ 3,331 |