UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
x | Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
For the Quarterly Period Ended August 31, 2016
¨ | Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
Commission File Number: 001-33376
SARATOGA INVESTMENT CORP.
(Exact name of registrant as specified in its charter)
Maryland | 20-8700615 | |
(State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) |
535 Madison Avenue New York, New York |
10022 | |
(Address of principal executive office) | (Zip Code) |
(212) 906-7800
(Registrants telephone number, including area code)
Not applicable
(Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ¨ No ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of large accelerated filer, accelerated filer and smaller reporting company in Rule 12b-2 of the Exchange Act. (check one):
Large Accelerated Filer | ¨ | Accelerated Filer | ¨ | |||
Non-Accelerated Filer | x | Smaller Reporting Company | ¨ |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No x
The number of shares of the registrants common stock, $0.001 par value, outstanding as of October 11, 2016 was 5,716,776.
2
Item 1. Consolidated Financial Statements
Consolidated Statements of Assets and Liabilities
As of | ||||||||
August 31, 2016 | February 29, 2016 | |||||||
(unaudited) | ||||||||
ASSETS |
||||||||
Investments at fair value |
||||||||
Non-control/Non-affiliate investments (amortized cost of $267,658,535 and $268,145,090, respectively) |
$ | 260,887,373 | $ | 271,168,186 | ||||
Control investments (cost of $10,948,369 and $13,030,751, respectively) |
11,917,076 | 12,827,980 | ||||||
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Total investments at fair value (amortized cost of $278,606,904 and $281,175,841, respectively) |
272,804,449 | 283,996,166 | ||||||
Cash and cash equivalents |
12,707,273 | 2,440,277 | ||||||
Cash and cash equivalents, reserve accounts |
10,173,549 | 4,594,506 | ||||||
Interest receivable (net of reserve of $0 and $728,519, respectively) |
3,393,927 | 3,195,919 | ||||||
Management fee receivable |
170,897 | 170,016 | ||||||
Other assets |
312,184 | 350,368 | ||||||
Receivable from unsettled trades |
284,903 | 300,000 | ||||||
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Total assets |
$ | 299,847,182 | $ | 295,047,252 | ||||
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LIABILITIES |
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Revolving credit facility |
$ | | $ | | ||||
Deferred debt financing costs, revolving credit facility |
(476,221 | ) | (515,906 | ) | ||||
SBA debentures payable |
103,660,000 | 103,660,000 | ||||||
Deferred debt financing costs, SBA debentures payable |
(2,527,859 | ) | (2,493,303 | ) | ||||
Notes payable |
61,793,125 | 61,793,125 | ||||||
Deferred debt financing costs, notes payable |
(1,484,265 | ) | (1,694,586 | ) | ||||
Dividend payable |
1,151,061 | 875,599 | ||||||
Base management and incentive fees payable |
6,283,519 | 5,593,956 | ||||||
Accounts payable and accrued expenses |
631,840 | 855,873 | ||||||
Interest and debt fees payable |
1,873,508 | 1,552,069 | ||||||
Payable for repurchases of common stock |
| 20,957 | ||||||
Directors fees payable |
45,000 | 31,500 | ||||||
Due to manager |
333,852 | 218,093 | ||||||
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Total liabilities |
$ | 171,283,560 | $ | 169,897,377 | ||||
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Commitments and contingencies (See Note 7) |
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NET ASSETS |
||||||||
Common stock, par value $.001, 100,000,000 common shares authorized, 5,740,810 and 5,672,227 common shares issued and outstanding, respectively |
$ | 5,741 | $ | 5,672 | ||||
Capital in excess of par value |
189,532,044 | 188,714,329 | ||||||
Distribution in excess of net investment income |
(27,038,814 | ) | (26,217,902 | ) | ||||
Accumulated net realized loss from investments and derivatives |
(28,132,894 | ) | (40,172,549 | ) | ||||
Accumulated net unrealized appreciation (depreciation) on investments and derivatives |
(5,802,455 | ) | 2,820,325 | |||||
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Total net assets |
128,563,622 | 125,149,875 | ||||||
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Total liabilities and net assets |
$ | 299,847,182 | $ | 295,047,252 | ||||
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NET ASSET VALUE PER SHARE |
$ | 22.39 | $ | 22.06 | ||||
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See accompanying notes to consolidated financial statements.
3
Consolidated Statements of Operations
(unaudited)
For the three months ended August 31 |
For the six months ended August 31 |
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2016 | 2015 | 2016 | 2015 | |||||||||||||
INVESTMENT INCOME |
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Interest from investments |
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Non-control/Non-affiliate investments |
$ | 6,561,838 | $ | 5,877,682 | $ | 13,181,951 | $ | 11,526,661 | ||||||||
Payment-in-kind interest income from Non-control/Non-affiliate investments |
184,265 | 262,991 | 313,355 | 954,143 | ||||||||||||
Control investments |
557,200 | 678,706 | 1,089,326 | 1,269,696 | ||||||||||||
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Total interest income |
7,303,303 | 6,819,379 | 14,584,632 | 13,750,500 | ||||||||||||
Interest from cash and cash equivalents |
6,401 | 731 | 10,187 | 1,467 | ||||||||||||
Management fee income |
374,657 | 373,152 | 748,341 | 751,898 | ||||||||||||
Other income |
763,633 | 565,055 | 1,013,229 | 815,619 | ||||||||||||
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Total investment income |
8,447,994 | 7,758,317 | 16,356,389 | 15,319,484 | ||||||||||||
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EXPENSES |
||||||||||||||||
Interest and debt financing expenses |
2,369,705 | 2,147,976 | 4,737,761 | 4,111,841 | ||||||||||||
Base management fees |
1,202,794 | 1,151,236 | 2,429,951 | 2,275,334 | ||||||||||||
Professional fees |
302,227 | 349,533 | 661,526 | 682,977 | ||||||||||||
Administrator expenses |
325,000 | 275,000 | 650,000 | 525,000 | ||||||||||||
Incentive management fees |
1,208,452 | (41,279 | ) | 1,936,732 | 1,756,554 | |||||||||||
Insurance |
70,658 | 87,316 | 141,316 | 174,633 | ||||||||||||
Directors fees and expenses |
60,422 | 51,000 | 126,422 | 102,000 | ||||||||||||
General & administrative |
304,955 | 203,449 | 517,164 | 386,369 | ||||||||||||
Excise tax expense (credit) |
| (123,338 | ) | | (123,338 | ) | ||||||||||
Other expense |
| | 13,187 | | ||||||||||||
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Total expenses |
5,844,213 | 4,100,893 | 11,214,059 | 9,891,370 | ||||||||||||
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NET INVESTMENT INCOME |
2,603,781 | 3,657,424 | 5,142,330 | 5,428,114 | ||||||||||||
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REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS: |
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Net realized gain from investments |
5,936,750 | 3,709,947 | 12,039,655 | 3,783,193 | ||||||||||||
Net unrealized depreciation on investments |
(3,268,913 | ) | (6,124,708 | ) | (8,622,780 | ) | (583,739 | ) | ||||||||
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Net gain (loss) on investments |
2,667,837 | (2,414,761 | ) | 3,416,875 | 3,199,454 | |||||||||||
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NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS |
$ | 5,271,618 | $ | 1,242,663 | $ | 8,559,205 | $ | 8,627,568 | ||||||||
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WEIGHTED AVERAGE - BASIC AND DILUTED EARNINGS PER COMMON SHARE |
$ | 0.92 | $ | 0.22 | $ | 1.49 | $ | 1.57 | ||||||||
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING - BASIC AND DILUTED |
5,740,816 | 5,583,795 | 5,739,157 | 5,492,491 |
See accompanying notes to consolidated financial statements.
4
Consolidated Schedule of Investments
August 31, 2016
(unaudited)
Company |
Industry |
Investment Interest Rate / Maturity |
Principal / Number of Shares |
Cost | Fair Value (c) | % of Net Assets |
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Non-control/Non-affiliated investments - 202.9% (b) |
||||||||||||||||||||
CAMP International Systems (d) |
Aerospace and Defense | Second Lien Term Loan 8.25% Cash, 8/18/2024 | $ | 1,000,000 | 995,002 | 997,500 | 0.8 | % | ||||||||||||
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Total Aerospace and Defense | 995,002 | 997,500 | 0.8 | % | ||||||||||||||||
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Polar Holding Company, Ltd. (a), (d), (i) |
Building Products | First Lien Term Loan 10.00% Cash, 9/30/2016 | $ | 2,000,000 | 2,000,000 | 2,000,000 | 1.6 | % | ||||||||||||
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Total Building Products | 2,000,000 | 2,000,000 | 1.6 | % | ||||||||||||||||
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Avionte Holdings, LLC (g) |
Business Services | Common Stock | 100,000 | 100,000 | 247,782 | 0.2 | % | |||||||||||||
Avionte Holdings, LLC |
Business Services | First Lien Term Loan 9.75% Cash, 1/8/2019 | $ | 2,279,278 | 2,255,168 | 2,287,483 | 1.8 | % | ||||||||||||
Avionte Holdings, LLC (j), (k) |
Business Services | Delayed Draw Term Loan A 9.75% Cash, 1/8/2019 | $ | | | | 0.0 | % | ||||||||||||
BoardEffect, Inc. |
Business Services | First Lien Term Loan 10.00% Cash, 6/17/2021 | $ | 12,000,000 | 11,883,243 | 11,880,000 | 9.2 | % | ||||||||||||
BoardEffect, Inc. (j), (k) |
Business Services | Delayed Draw Term Loan B 10.00% Cash, 6/17/2021 | $ | | | | 0.0 | % | ||||||||||||
BMC Software, Inc. (d) |
Business Services | First Lien Term Loan 5.00% Cash, 9/10/2020 | $ | 5,641,667 | 5,607,859 | 5,379,329 | 4.2 | % | ||||||||||||
Courion Corporation |
Business Services | Second Lien Term Loan 11.00% Cash, 6/1/2021 | $ | 15,000,000 | 14,866,381 | 14,529,000 | 11.3 | % | ||||||||||||
Dispensing Dynamics International (d) |
Business Services | Senior Secured Note 12.50% Cash, 1/1/2018 | $ | 12,000,000 | 12,018,538 | 11,530,800 | 9.0 | % | ||||||||||||
Easy Ice, LLC (d) |
Business Services | First Lien Term Loan 9.50% Cash, 1/15/2020 | $ | 16,000,000 | 15,868,493 | 16,057,493 | 12.5 | % | ||||||||||||
Emily Street Enterprises, L.L.C. |
Business Services | Senior Secured Note 10.00% Cash, 1/23/2020 | $ | 3,300,000 | 3,272,264 | 3,355,372 | 2.6 | % | ||||||||||||
Emily Street Enterprises, L.L.C. (g) |
Business Services | Warrant Membership Interests | 49,318 | 400,000 | 459,791 | 0.3 | % | |||||||||||||
Help/Systems Holdings, Inc. (Help/Systems, LLC) |
Business Services | First Lien Term Loan 6.25% Cash, 10/8/2021 | $ | 4,975,000 | 4,887,402 | 4,919,031 | 3.8 | % | ||||||||||||
Help/Systems Holdings, Inc. (Help/Systems, LLC) |
Business Services | Second Lien Term Loan 10.50% Cash, 10/8/2022 | $ | 3,000,000 | 2,917,626 | 2,850,000 | 2.2 | % | ||||||||||||
Identity Automation Systems |
Business Services | Convertible Promissory Note 13.50% (6.75% Cash/6.75% PIK), 8/18/2018 | 611,517 | 611,517 | 611,517 | 0.5 | % | |||||||||||||
Identity Automation Systems (g) |
Business Services | Common Stock Class A Units | 232,616 | 232,616 | 495,686 | 0.4 | % | |||||||||||||
Identity Automation Systems |
Business Services | First Lien Term Loan 12.00% (10.25% Cash/1.75% PIK) 12/18/2020 | $ | 10,203,683 | 10,121,194 | 10,171,110 | 7.9 | % | ||||||||||||
Knowland Technology Holdings, L.L.C. |
Business Services | First Lien Term Loan 9.75% Cash, 11/29/2017 | $ | 17,777,730 | 17,637,107 | 17,652,317 | 13.7 | % | ||||||||||||
Microsystems Company |
Business Services | Second Lien Term Loan 11.00% Cash, 7/1/2022 | $ | 8,000,000 | 7,922,051 | 7,920,000 | 6.2 | % | ||||||||||||
PCF Number 4, Inc. |
Business Services | Second Lien Term Loan 13.50% (12.50% Cash/1.00% PIK), 8/28/2021 | $ | 13,044,083 | 12,918,979 | 13,044,083 | 10.1 | % | ||||||||||||
Vector Controls Holding Co., LLC (d) |
Business Services | First Lien Term Loan, 14.00% (12.00% Cash/2.00% PIK), 3/6/2018 | $ | 8,967,996 | 8,905,587 | 8,967,996 | 7.0 | % | ||||||||||||
Vector Controls Holding Co., LLC (d), (g) |
Business Services | Warrants to Purchase Limited Liability Company Interests | 343 | | 350,212 | 0.3 | % | |||||||||||||
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Total Business Services | 132,426,025 | 132,709,002 | 103.2 | % | ||||||||||||||||
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Targus Holdings, Inc. (d), (g) |
Consumer Products | Common Stock | 210,456 | 1,791,242 | 1,847 | 0.0 | % | |||||||||||||
Targus Holdings, Inc. (d) |
Consumer Products | Second Lien Term Loan A-2 15.00% PIK, 12/31/2019 | $ | 220,644 | 220,644 | 220,644 | 0.2 | % | ||||||||||||
Targus Holdings, Inc. (d) |
Consumer Products | Second Lien Term Loan B 15.00% PIK, 12/31/2019 | $ | 661,932 | 661,932 | 661,932 | 0.5 | % | ||||||||||||
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Total Consumer Products | 2,673,818 | 884,423 | 0.7 | % | ||||||||||||||||
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My Alarm Center, LLC |
Consumer Services | Second Lien Term Loan 12.00% Cash, 7/9/2019 | $ | 9,375,000 | 9,356,295 | 9,299,063 | 7.2 | % | ||||||||||||
PrePaid Legal Services, Inc. (d) |
Consumer Services | First Lien Term Loan 6.50% Cash, 7/1/2019 | $ | 1,489,199 | 1,481,070 | 1,482,051 | 1.1 | % | ||||||||||||
PrePaid Legal Services, Inc. (d) |
Consumer Services | Second Lien Term Loan 10.25% Cash, 7/1/2020 | $ | 10,000,000 | 9,966,163 | 9,846,000 | 7.7 | % | ||||||||||||
Prime Security Services, LLC |
Consumer Services | Second Lien Term Loan 9.75% Cash, 7/1/2022 | $ | 6,230,769 | 6,138,694 | 6,268,416 | 4.9 | % | ||||||||||||
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Total Consumer Services | 26,942,222 | 26,895,530 | 20.9 | % | ||||||||||||||||
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M/C Acquisition Corp., L.L.C. (d), (g) |
Education | Class A Common Stock | 544,761 | 30,241 | | 0.0 | % | |||||||||||||
M/C Acquisition Corp., L.L.C. (d) |
Education | First Lien Term Loan 1.00% Cash, 3/31/2016 | $ | 2,321,073 | 1,193,791 | 8,087 | 0.0 | % | ||||||||||||
Texas Teachers of Tomorrow, LLC (g), (h) |
Education | Common Stock | 750,000 | 750,000 | 933,960 | 0.7 | % | |||||||||||||
Texas Teachers of Tomorrow, LLC |
Education | Second Lien Term Loan 10.75% Cash, 6/2/2021 | $ | 10,000,000 | 9,910,300 | 10,000,000 | 7.8 | % | ||||||||||||
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Total Education | 11,884,332 | 10,942,047 | 8.5 | % | ||||||||||||||||
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TM Restaurant Group L.L.C. |
Food and Beverage | First Lien Term Loan 9.75% Cash, 7/16/2017 | $ | 9,490,507 | 9,428,277 | 9,276,541 | 7.2 | % | ||||||||||||
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Total Food and Beverage | 9,428,277 | 9,276,541 | 7.2 | % | ||||||||||||||||
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Censis Technologies, Inc. |
Healthcare Services | First Lien Term Loan B 11.00% Cash, 7/24/2019 | $ | 11,400,000 | 11,251,423 | 10,962,652 | 8.5 | % | ||||||||||||
Censis Technologies, Inc. (g), (h) |
Healthcare Services | Limited Partner Interests | 999 | 999,000 | 704,187 | 0.5 | % | |||||||||||||
Roscoe Medical, Inc. (d), (g) |
Healthcare Services | Common Stock | 5,081 | 508,077 | 598,710 | 0.5 | % | |||||||||||||
Roscoe Medical, Inc. |
Healthcare Services | Second Lien Term Loan 11.25% Cash, 9/26/2019 | $ | 4,200,000 | 4,148,231 | 4,113,761 | 3.2 | % | ||||||||||||
Ohio Medical, LLC (g) |
Healthcare Services | Common Stock | 5,000 | 500,000 | 459,409 | 0.4 | % | |||||||||||||
Ohio Medical, LLC |
Healthcare Services | Senior Subordinated Note 12.00%, 7/15/2021 | $ | 7,300,000 | 7,233,876 | 7,273,756 | 5.7 | % | ||||||||||||
Zest Holdings, LLC (d) |
Healthcare Services | First Lien Term Loan 5.25% Cash, 8/16/2020 | $ | 4,136,911 | 4,078,941 | 4,136,911 | 3.2 | % | ||||||||||||
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Total Healthcare Services | 28,719,548 | 28,249,386 | 22.0 | % | ||||||||||||||||
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HMN Holdco, LLC |
Media | First Lien Term Loan 10.00% Cash, 5/16/2019 | $ | 8,700,232 | 8,594,607 | 8,700,232 | 6.8 | % | ||||||||||||
HMN Holdco, LLC |
Media | Delayed Draw First Lien Term Loan 10.00% Cash, 5/16/2019 | $ | 4,800,000 | 4,744,654 | 4,800,000 | 3.7 | % | ||||||||||||
HMN Holdco, LLC |
Media | Class A Series | 4,264 | 61,647 | 283,044 | 0.2 | % | |||||||||||||
HMN Holdco, LLC |
Media | Class A Warrant | 30,320 | 438,353 | 1,623,030 | 1.3 | % | |||||||||||||
HMN Holdco, LLC (g) |
Media | Warrants to Purchase Limited Liability Company Interests (Common) | 57,872 | | 2,802,162 | 2.2 | % | |||||||||||||
HMN Holdco, LLC (g) |
Media | Warrants to Purchase Limited Liability Company Interests (Preferred) | 8,139 | | 451,308 | 0.3 | % | |||||||||||||
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Total Media | 13,839,261 | 18,659,776 | 14.5 | % | ||||||||||||||||
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Elyria Foundry Company, L.L.C. (d) |
Metals | Common Stock | 35,000 | 9,217,564 | 314,300 | 0.2 | % | |||||||||||||
Elyria Foundry Company, L.L.C. (d) |
Metals | Revolver 10.00% Cash, 3/31/2017 | $ | 8,500,000 | 8,500,000 | 8,500,000 | 6.6 | % | ||||||||||||
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Total Metals | 17,717,564 | 8,814,300 | 6.8 | % | ||||||||||||||||
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Mercury Network, LLC |
Real Estate | First Lien Term Loan 10.50% Cash, 8/24/2021 | $ | 20,808,696 | 20,619,443 | 20,724,932 | 16.1 | % | ||||||||||||
Mercury Network, LLC (g) |
Real Estate | Common Stock | 413,043 | 413,043 | 733,936 | 0.6 | % | |||||||||||||
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Total Real Estate | 21,032,486 | 21,458,868 | 16.7 | % | ||||||||||||||||
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Sub Total Non-control/Non-affiliated investments |
267,658,535 | 260,887,373 | 202.9 | % | ||||||||||||||||
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Control investments - 9.3% (b) |
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Saratoga Investment Corp. CLO 2013-1, Ltd. (a), (d), (e), (f) |
Structured Finance Securities | Other/Structured Finance Securities 21.13%, 10/17/2023 | $ | 30,000,000 | 10,948,369 | 11,917,076 | 9.3 | % | ||||||||||||
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Sub Total Control investments |
10,948,369 | 11,917,076 | 9.3 | % | ||||||||||||||||
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TOTAL INVESTMENTS - 212.2% (b) |
$ | 278,606,904 | $ | 272,804,449 | 212.2 | % | ||||||||||||||
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Principal | Cost | Fair Value | % of Net Assets |
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Cash and cash equivalents and cash and cash equivalents, reserve accounts - 17.8% |
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U.S. Bank Money Market (l) |
$ | 22,880,822 | $ | 22,880,822 | $ | 22,880,822 | 17.8 | % | ||||||||||||
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Total cash and cash equivalents and cash and cash equivalents, reserve accounts |
$ | 22,880,822 | $ | 22,880,822 | $ | 22,880,822 | 17.8 | % | ||||||||||||
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(a) | Represents a non-qualifying investment as defined under Section 55 (a) of the Investment Company Act of 1940, as amended. Non-qualifying assets represent 5.1% of the Companys portfolio at fair value. As a BDC, the Company can only invest 30% of its portfolio in non-qualifying assets. |
(b) | Percentages are based on net assets of $128,563,622 as of August 31, 2016. |
(c) | Because there is no readily available market value for these investments, the fair value of these investments is approved in good faith by our board of directors (see Note 3 to the consolidated financial statements). |
(d) | These securities are pledged as collateral under a senior secured revolving credit facility (see Note 6 to the consolidated financial statements). |
(e) | This investment does not have a stated interest rate that is payable thereon. As a result, the 21.13% interest rate in the table above represents the effective interest rate currently earned on the investment cost and is based on the current cash interest and other income generated by the investment. |
(f) | As defined in the Investment Company Act, we Control this portfolio company because we own more than 25% of the portfolio companys outstanding voting securities. Transactions during the period in which the issuer was both an Affiliate and a portfolio company that we Control are as follows: |
Sales | Interest | Management | Net Realized | Net Unrealized | ||||||||||||||||||||||||
Company |
Purchases | Redemptions | (Cost) | Income | Fee Income | Gains (Losses) | Appreciation | |||||||||||||||||||||
Saratoga Investment Corp. CLO 2013-1, Ltd. |
$ | | $ | | $ | | $ | 1,089,326 | $ | 748,341 | $ | | $ | 1,171,478 | ||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(g) | Non-income producing at August 31, 2016. |
(h) | Includes securities issued by an affiliate of the company. |
(i) | Non-U.S. company. The principal place of business for Polar Holding Company, Ltd. is Canada. |
(j) | The investment has an unfunded commitment as of August 31, 2016 (see Note 7 to the consolidated financial statements). |
(k) | The entire commitment was unfunded at August 31, 2016. As such, no interest is being earned on this investment. |
(l) | Included within cash and cash equivalents and cash and cash equivalents, reserve accounts in the Companys Consolidated Statements of Assets and Liabilities as of August 31, 2016. |
5
Consolidated Schedule of Investments
February 29, 2016
Company |
Industry |
Investment Interest Rate / Maturity |
Principal / Number of Shares |
Cost | Fair Value (c) | % of Net Assets |
||||||||||||||
Non-control/Non-affiliated investments - 216.6% (b) |
|
|||||||||||||||||||
National Truck Protection Co., Inc. (d), (g) |
Automotive Aftermarket | Common Stock | 1,116 | $ | 1,000,000 | $ | 1,695,303 | 1.4 | % | |||||||||||
National Truck Protection Co., Inc. (d) |
Automotive Aftermarket | First Lien Term Loan 15.50% Cash, 9/13/2018 | $ | 6,776,770 | 6,776,770 | 6,776,770 | 5.4 | % | ||||||||||||
Take 5 Oil Change, L.L.C. (d), (g) |
Automotive Aftermarket | Common Stock | 7,128 | 480,535 | 6,235,209 | 5.0 | % | |||||||||||||
|
|
|
|
|
|
|||||||||||||||
Total Automotive Aftermarket | 8,257,305 | 14,707,282 | 11.8 | % | ||||||||||||||||
|
|
|
|
|
|
|||||||||||||||
Legacy Cabinets Holdings (d), (g) |
Building Products | Common Stock Voting A-1 | 2,535 | 220,900 | 2,676,909 | 2.1 | % | |||||||||||||
Legacy Cabinets Holdings (d), (g) |
Building Products | Common Stock Voting B-1 | 1,600 | 139,424 | 1,689,568 | 1.3 | % | |||||||||||||
Polar Holding Company, Ltd. (a), (d), (i) |
Building Products | First Lien Term Loan 10.00% Cash, 9/30/2016 | $ | 2,000,000 | 2,000,000 | 2,000,000 | 1.6 | % | ||||||||||||
|
|
|
|
|
|
|||||||||||||||
Total Building Products | 2,360,324 | 6,366,477 | 5.0 | % | ||||||||||||||||
|
|
|
|
|
|
|||||||||||||||
Avionte Holdings, LLC (g) |
Business Services | Common Stock | 100,000 | 100,000 | 169,850 | 0.1 | % | |||||||||||||
Avionte Holdings, LLC |
Business Services | First Lien Term Loan 9.75% Cash, 1/8/2019 | $ | 2,406,342 | 2,376,045 | 2,382,844 | 1.9 | % | ||||||||||||
Avionte Holdings, LLC (j), (k) |
Business Services | Delayed Draw Term Loan A 9.75% Cash, 1/8/2019 | $ | | | | 0.0 | % | ||||||||||||
BMC Software, Inc. (d) |
Business Services | Syndicated Loan 5.00% Cash, 9/10/2020 | $ | 5,671,667 | 5,633,920 | 4,520,318 | 3.6 | % | ||||||||||||
Courion Corporation |
Business Services | Second Lien Term Loan 11.00% Cash, 6/1/2021 | $ | 15,000,000 | 14,856,720 | 14,850,000 | 11.9 | % | ||||||||||||
Dispensing Dynamics International (d) |
Business Services | Senior Secured Note 12.50% Cash, 1/1/2018 | $ | 12,000,000 | 12,025,101 | 10,950,000 | 8.8 | % | ||||||||||||
Easy Ice, LLC (d) |
Business Services | First Lien Term Loan 9.50% Cash, 1/15/2020 | $ | 14,000,000 | 13,873,485 | 13,806,098 | 11.0 | % | ||||||||||||
Emily Street Enterprises, L.L.C. |
Business Services | Senior Secured Note 10.00% Cash, 1/23/2020 | $ | 8,400,000 | 8,305,033 | 8,568,000 | 6.8 | % | ||||||||||||
Emily Street Enterprises, L.L.C. (g) |
Business Services | Warrant Membership Interests | 49,318 | 400,000 | 577,020 | 0.5 | % | |||||||||||||
Finalsite Holdings, Inc. |
Business Services | Second Lien Term Loan 10.25% Cash, 5/21/2020 | $ | 7,500,000 | 7,440,729 | 7,500,000 | 6.0 | % | ||||||||||||
Help/Systems Holdings, Inc. (Help/Systems, LLC) |
Business Services | First Lien Term Loan 6.25% Cash, 10/8/2021 | $ | 5,000,000 | 4,904,573 | 4,895,000 | 3.9 | % | ||||||||||||
Help/Systems Holdings, Inc. (Help/Systems, LLC) |
Business Services | Second Lien Term Loan 10.50% Cash, 10/8/2022 | $ | 3,000,000 | 2,912,784 | 2,910,000 | 2.3 | % | ||||||||||||
Identity Automation Systems (g) |
Business Services | Common Stock Class A Units | 232,616 | 232,616 | 427,409 | 0.3 | % | |||||||||||||
Identity Automation Systems |
Business Services | First Lien Term Loan 10.25% Cash, 12/18/2020 | $ | 6,900,000 | 6,842,573 | 6,900,000 | 5.5 | % | ||||||||||||
Identity Automation Systems (j), (k) |
Business Services | Delayed Draw Term Loan 10.25% Cash, 12/18/2020 | $ | | | | 0.0 | % | ||||||||||||
Knowland Technology Holdings, L.L.C. |
Business Services | First Lien Term Loan 8.00% Cash, 11/29/2017 | $ | 5,259,171 | 5,224,422 | 5,259,171 | 4.2 | % | ||||||||||||
PCF Number 4, Inc. |
Business Services | Second Lien Term Loan 13.50% (12.50% Cash/1.00% PIK), 8/28/2021 | $ | 13,000,000 | 12,870,023 | 12,870,000 | 10.3 | % | ||||||||||||
Vector Controls Holding Co., LLC (d) |
Business Services | First Lien Term Loan, 14.00% (12.00% Cash/2.00% PIK), 3/6/2018 | $ | 9,035,515 | 8,952,442 | 9,035,515 | 7.2 | % | ||||||||||||
Vector Controls Holding Co., LLC (d), (g) |
Business Services | Warrants to Purchase Limited Liability Company Interests | 343 | | 354,819 | 0.3 | % | |||||||||||||
|
|
|
|
|
|
|||||||||||||||
Total Business Services | 106,950,466 | 105,976,044 | 84.6 | % | ||||||||||||||||
|
|
|
|
|
|
|||||||||||||||
Advanced Air & Heat of Florida, LLC |
Consumer Products | First Lien Term Loan 9.50% Cash, 7/17/2020 | $ | 6,800,000 | 6,733,661 | 6,800,000 | 5.4 | % | ||||||||||||
Targus Holdings, Inc. (d), (g) |
Consumer Products | Common Stock | 210,456 | 1,791,242 | | 0.0 | % | |||||||||||||
Targus Holdings, Inc. (d) |
Consumer Products | Second Lien Term Loan A-2 15.00% PIK, 12/31/2019 | $ | 210,456 | 210,456 | 210,456 | 0.2 | % | ||||||||||||
Targus Holdings, Inc. (d) |
Consumer Products | Second Lien Term Loan B 15.00% PIK, 12/31/2019 | $ | 631,369 | 631,369 | 631,369 | 0.5 | % | ||||||||||||
|
|
|
|
|
|
|||||||||||||||
Total Consumer Products | 9,366,728 | 7,641,825 | 6.1 | % | ||||||||||||||||
|
|
|
|
|
|
|||||||||||||||
Expedited Travel L.L.C. (g) |
Consumer Services | Common Stock | 1,000,000 | 1,000,000 | 1,647,767 | 1.3 | % | |||||||||||||
Expedited Travel L.L.C. |
Consumer Services | First Lien Term Loan 10.00% Cash, 10/10/2019 | $ | 11,475,490 | 11,401,380 | 11,647,623 | 9.3 | % | ||||||||||||
My Alarm Center, LLC |
Consumer Services | Second Lien Term Loan 12.00% Cash, 7/9/2019 | $ | 7,500,000 | 7,500,000 | 7,450,500 | 6.0 | % | ||||||||||||
PrePaid Legal Services, Inc. (d) |
Consumer Services | First Lien Term Loan 6.50% Cash, 7/1/2019 | $ | 1,572,921 | 1,562,787 | 1,556,248 | 1.2 | % | ||||||||||||
PrePaid Legal Services, Inc. (d) |
Consumer Services | Second Lien Term Loan 10.25% Cash, 7/1/2020 | $ | 10,000,000 | 9,962,104 | 9,827,000 | 7.9 | % | ||||||||||||
Prime Security Services, LLC |
Consumer Services | Second Lien Term Loan 9.75% Cash, 7/1/2022 | $ | 12,000,000 | 11,829,030 | 10,980,000 | 8.8 | % | ||||||||||||
|
|
|
|
|
|
|||||||||||||||
Total Consumer Services | 43,255,301 | 43,109,138 | 34.5 | % | ||||||||||||||||
|
|
|
|
|
|
|||||||||||||||
M/C Acquisition Corp., L.L.C. (d), (g) |
Education | Class A Common Stock | 544,761 | 30,241 | | 0.0 | % | |||||||||||||
M/C Acquisition Corp., L.L.C. (d) |
Education | First Lien Term Loan 1.00% Cash, 3/31/2016 | $ | 2,321,073 | 1,193,790 | 8,087 | 0.0 | % | ||||||||||||
Texas Teachers of Tomorrow, LLC (g), (h) |
Education | Common Stock | 750 | 750,000 | 785,475 | 0.6 | % | |||||||||||||
Texas Teachers of Tomorrow, LLC |
Education | Second Lien Term Loan 10.75% Cash, 6/2/2021 | $ | 10,000,000 | 9,902,816 | 9,900,000 | 7.9 | % | ||||||||||||
|
|
|
|
|
|
|||||||||||||||
Total Education | 11,876,847 | 10,693,562 | 8.5 | % | ||||||||||||||||
|
|
|
|
|
|
|||||||||||||||
TM Restaurant Group L.L.C. |
Food and Beverage | First Lien Term Loan 9.75% Cash, 7/16/2017 | $ | 9,622,319 | 9,527,041 | 9,131,048 | 7.3 | % | ||||||||||||
|
|
|
|
|
|
|||||||||||||||
Total Food and Beverage | 9,527,041 | 9,131,048 | 7.3 | % | ||||||||||||||||
|
|
|
|
|
|
|||||||||||||||
Bristol Hospice, LLC |
Healthcare Services | Senior Secured Note 11.00% (10.00% Cash/1.00% PIK), 11/29/2018 | $ | 5,404,747 | 5,339,820 | 5,404,747 | 4.3 | % | ||||||||||||
Censis Technologies, Inc. |
Healthcare Services | First Lien Term Loan B 11.00% Cash, 7/24/2019 | $ | 11,550,000 | 11,377,810 | 11,459,418 | 9.2 | % | ||||||||||||
Censis Technologies, Inc. (g), (h) |
Healthcare Services | Limited Partner Interests | 999 | 999,000 | 810,642 | 0.7 | % | |||||||||||||
Roscoe Medical, Inc. (d), (g) |
Healthcare Services | Common Stock | 5,000 | 500,000 | 334,000 | 0.3 | % | |||||||||||||
Roscoe Medical, Inc. |
Healthcare Services | Second Lien Term Loan 11.25% Cash, 9/26/2019 | $ | 4,200,000 | 4,141,519 | 3,822,000 | 3.0 | % | ||||||||||||
Ohio Medical, LLC (g) |
Healthcare Services | Common Stock | 5,000 | 500,000 | 500,000 | 0.4 | % | |||||||||||||
Ohio Medical, LLC |
Healthcare Services | Senior Subordinated Note 12.00%, 7/15/2021 | $ | 7,300,000 | 7,228,452 | 7,227,000 | 5.8 | % | ||||||||||||
Smile Brands Group Inc. (d) |
Healthcare Services | Syndicated Loan 10.50% (9.00% Cash/1.50% PIK), 8/16/2019 | $ | 4,420,900 | 4,362,266 | 3,216,647 | 2.6 | % | ||||||||||||
Zest Holdings, LLC (d) |
Healthcare Services | Syndicated Loan 5.25% Cash, 8/16/2020 | $ | 4,207,821 | 4,142,093 | 4,130,692 | 3.3 | % | ||||||||||||
|
|
|
|
|
|
|||||||||||||||
Total Healthcare Services | 38,590,960 | 36,905,146 | 29.6 | % | ||||||||||||||||
|
|
|
|
|
|
|||||||||||||||
HMN Holdco, LLC |
Media | First Lien Term Loan 10.00% Cash, 5/16/2019 | $ | 8,937,982 | 8,812,479 | 8,937,983 | 7.1 | % | ||||||||||||
HMN Holdco, LLC |
Media | First Lien Term Loan 10.00% Cash, 5/16/2019 | $ | 1,600,000 | 1,572,821 | 1,600,000 | 1.3 | % | ||||||||||||
HMN Holdco, LLC |
Media | Class A Series | 4,264 | 61,647 | 314,683 | 0.3 | % | |||||||||||||
HMN Holdco, LLC |
Media | Class A Warrant | 30,320 | 438,353 | 1,889,542 | 1.5 | % | |||||||||||||
HMN Holdco, LLC (g) |
Media | Warrants to Purchase Limited Liability Company Interests (Common) | 57,872 | | 3,309,121 | 2.6 | % | |||||||||||||
HMN Holdco, LLC (g) |
Media | Warrants to Purchase Limited Liability Company Interests | 8,139 | | 523,012 | 0.4 | % | |||||||||||||
|
|
|
|
|
|
|||||||||||||||
Total Media | 10,885,300 | 16,574,341 | 13.2 | % | ||||||||||||||||
|
|
|
|
|
|
|||||||||||||||
Elyria Foundry Company, L.L.C. (d) |
Metals | Common Stock | 35,000 | 9,217,564 | 2,026,150 | 1.6 | % | |||||||||||||
Elyria Foundry Company, L.L.C. (d) |
Metals | Revolver 10.00% Cash, 3/31/2017 | $ | 8,500,000 | 8,500,000 | 8,500,000 | 6.8 | % | ||||||||||||
|
|
|
|
|
|
|||||||||||||||
Total Metals | 17,717,564 | 10,526,150 | 8.4 | % | ||||||||||||||||
|
|
|
|
|
|
|||||||||||||||
Mercury Network, LLC |
Real Estate | First Lien Term Loan 9.75% Cash, 4/24/2020 | $ | 9,025,000 | 8,944,211 | 9,025,000 | 7.2 | % | ||||||||||||
Mercury Network, LLC (g) |
Real Estate | Common Stock | 413,043 | 413,043 | 512,173 | 0.4 | % | |||||||||||||
|
|
|
|
|
|
|||||||||||||||
Total Real Estate | 9,357,254 | 9,537,173 | 7.6 | % | ||||||||||||||||
|
|
|
|
|
|
|||||||||||||||
Sub Total Non-control/Non-affiliated investments |
|
268,145,090 | 271,168,186 | 216.6 | % | |||||||||||||||
|
|
|
|
|
|
|||||||||||||||
Control investments - 10.3% (b) |
||||||||||||||||||||
Saratoga Investment Corp. CLO 2013-1, Ltd. (a), (d), (e), (f) |
Structured Finance Securities | Other/Structured Finance Securities 16.14%, 10/17/2023 | $ | 30,000,000 | 13,030,751 | 12,827,980 | 10.3 | % | ||||||||||||
|
|
|
|
|
|
|||||||||||||||
Sub Total Control investments |
13,030,751 | 12,827,980 | 10.3 | % | ||||||||||||||||
|
|
|
|
|
|
|||||||||||||||
TOTAL INVESTMENTS - 226.9% (b) |
$ | 281,175,841 | $ | 283,996,166 | 226.9 | % | ||||||||||||||
|
|
|
|
|
|
Principal | Cost | Fair Value | % of Net Assets |
|||||||||||||
Cash and cash equivalents and cash and cash equivalents, reserve accounts - 5.6% |
||||||||||||||||
U.S. Bank Money Market (l) |
$ | 7,034,783 | $ | 7,034,783 | $ | 7,034,783 | 5.6 | % | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Total cash and cash equivalents and cash and cash equivalents, reserve accounts |
$ | 7,034,783 | $ | 7,034,783 | $ | 7,034,783 | 5.6 | % | ||||||||
|
|
|
|
|
|
|
|
(a) | Represents a non-qualifying investment as defined under Section 55 (a) of the Investment Company Act of 1940, as amended. Non-qualifying assets represent 5.2% of the Companys portfolio at fair value. As a BDC, the Company can only invest 30% of its portfolio in non-qualifying assets. |
(b) | Percentages are based on net assets of $125,149,875 as of February 29, 2016. |
(c) | Because there is no readily available market value for these investments, the fair value of these investments is approved in good faith by our board of directors (see Note 3 to the consolidated financial statements). |
(d) | These securities are pledged as collateral under a senior secured revolving credit facility (see Note 6 to the consolidated financial statements). |
(e) | This investment does not have a stated interest rate that is payable thereon. As a result, the 16.14% interest rate in the table above represents the effective interest rate currently earned on the investment cost and is based on the current cash interest and other income generated by the investment. |
(f) | As defined in the Investment Company Act, we Control this portfolio company because we own more than 25% of the portfolio companys outstanding voting securities. Transactions during the period in which the issuer was both an Affiliate and a portfolio company that we Control are as follows: |
Company |
Purchases | Redemptions | Sales (Cost) |
Interest Income |
Management Fee Income |
Net Realized Gains(Losses) |
Net Unrealized Depreciation |
|||||||||||||||||||||
Saratoga Investment Corp. CLO 2013-1, Ltd. |
$ | | $ | | $ | | $ | 2,665,648 | $ | 1,494,779 | $ | | $ | (1,280,916 | ) | |||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(g) | Non-income producing at February 29, 2016. |
(h) | Includes securities issued by an affiliate of the company. |
(i) | Non-U.S. company. The principal place of business for Polar Holding Company, Ltd. is Canada. |
(j) | The investment has an unfunded commitment as of February 29, 2016 (see Note 7 to the consolidated financial statements). |
(k) | The entire commitment was unfunded at February 29, 2016. As such, no interest is being earned on this investment. |
(l) | Included within cash and cash equivalents and cash and cash equivalents, reserve accounts in the Companys Consolidated Statements of Assets and Liabilities as of February 29, 2016. |
6
Consolidated Statements of Changes in Net Assets
(unaudited)
For the six months ended August 31, 2016 |
For the six months ended August 31, 2015 |
|||||||
INCREASE FROM OPERATIONS: |
||||||||
Net investment income |
$ | 5,142,330 | $ | 5,428,114 | ||||
Net realized gain from investments |
12,039,655 | 3,783,193 | ||||||
Net unrealized depreciation on investments |
(8,622,780 | ) | (583,739 | ) | ||||
|
|
|
|
|||||
Net increase in net assets from operations |
8,559,205 | 8,627,568 | ||||||
|
|
|
|
|||||
DECREASE FROM SHAREHOLDER DISTRIBUTIONS: |
||||||||
Distributions declared |
(5,963,242 | ) | (8,738,812 | ) | ||||
|
|
|
|
|||||
Net decrease in net assets from shareholder distributions |
(5,963,242 | ) | (8,738,812 | ) | ||||
|
|
|
|
|||||
CAPITAL SHARE TRANSACTIONS: |
||||||||
Stock dividend distribution |
2,700,351 | 3,047,190 | ||||||
Repurchases of common stock |
(1,882,567 | ) | (38,981 | ) | ||||
Offering costs |
| (237,287 | ) | |||||
|
|
|
|
|||||
Net increase in net assets from capital share transactions |
817,784 | 2,770,922 | ||||||
|
|
|
|
|||||
Total increase in net assets |
3,413,747 | 2,659,678 | ||||||
Net assets at beginning of period |
125,149,875 | 122,598,742 | ||||||
|
|
|
|
|||||
Net assets at end of period |
$ | 128,563,622 | $ | 125,258,420 | ||||
|
|
|
|
|||||
Net asset value per common share |
$ | 22.39 | $ | 22.42 | ||||
Common shares outstanding at end of period |
5,740,810 | 5,586,254 | ||||||
Distribution in excess of net investment income |
$ | (27,038,814 | ) | $ | (27,216,301 | ) |
See accompanying notes to consolidated financial statements.
7
Consolidated Statements of Cash Flows
(unaudited)
For the six months ended August 31, 2016 |
For the six months ended August 31, 2015 |
|||||||
Operating activities |
||||||||
NET INCREASE IN NET ASSETS FROM OPERATIONS |
$ | 8,559,205 | $ | 8,627,568 | ||||
ADJUSTMENTS TO RECONCILE NET INCREASE IN NET ASSETS FROM OPERATIONS TO NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES: |
||||||||
Payment-in-kind interest income |
(276,597 | ) | (828,420 | ) | ||||
Net accretion of discount on investments |
(254,323 | ) | (273,250 | ) | ||||
Amortization of deferred debt financing costs |
528,850 | 442,921 | ||||||
Amortization of premium on notes |
| (1,040 | ) | |||||
Net realized gain from investments |
(12,039,655 | ) | (3,783,193 | ) | ||||
Net unrealized depreciation on investments |
8,622,780 | 583,739 | ||||||
Proceeds from sales and redemptions of investments |
70,867,907 | 34,772,774 | ||||||
Purchase of investments |
(55,728,395 | ) | (42,118,806 | ) | ||||
(Increase) decrease in operating assets: |
||||||||
Cash and cash equivalents, reserve accounts |
(5,579,043 | ) | 6,086,197 | |||||
Interest receivable |
(198,008 | ) | (220,056 | ) | ||||
Management fee receivable |
(881 | ) | (2,519 | ) | ||||
Other assets |
38,184 | (228,717 | ) | |||||
Receivable from unsettled trades |
15,097 | (100,000 | ) | |||||
Increase (decrease) in operating liabilities: |
||||||||
Base management and incentive fees payable |
689,563 | 201,285 | ||||||
Accounts payable and accrued expenses |
(224,033 | ) | (260,729 | ) | ||||
Interest and debt fees payable |
321,439 | 139,806 | ||||||
Payable for repurchases of common stock |
(20,957 | ) | | |||||
Directors fees payable |
13,500 | (1,500 | ) | |||||
Due to manager |
115,759 | (13,141 | ) | |||||
|
|
|
|
|||||
NET CASH PROVIDED BY OPERATING ACTIVITIES |
15,450,392 | 3,022,919 | ||||||
|
|
|
|
|||||
Financing activities |
||||||||
Borrowings on debt |
| 10,600,000 | ||||||
Paydowns on debt |
| (18,200,000 | ) | |||||
Issuance of notes |
| 8,945,175 | ||||||
Payments of deferred debt financing costs |
(313,400 | ) | (350,607 | ) | ||||
Repurchases of common stock |
(1,882,567 | ) | (38,981 | ) | ||||
Payments of cash dividends |
(2,987,429 | ) | (5,362,381 | ) | ||||
|
|
|
|
|||||
NET CASH USED IN FINANCING ACTIVITIES |
(5,183,396 | ) | (4,406,794 | ) | ||||
|
|
|
|
|||||
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS |
10,266,996 | (1,383,875 | ) | |||||
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD |
2,440,277 | 1,888,158 | ||||||
|
|
|
|
|||||
CASH AND CASH EQUIVALENTS, END OF PERIOD |
$ | 12,707,273 | $ | 504,283 | ||||
|
|
|
|
|||||
Supplemental information: |
||||||||
Interest paid during the period |
$ | 3,887,472 | $ | 3,529,114 | ||||
Supplemental non-cash information: |
||||||||
Payment-in-kind interest income |
$ | 276,597 | $ | 828,420 | ||||
Net accretion of discount on investments |
$ | 254,323 | $ | 273,250 | ||||
Amortization of deferred debt financing costs |
$ | 528,850 | $ | 442,921 | ||||
Stock dividend distribution |
$ | 2,700,351 | $ | 3,047,190 |
See accompanying notes to consolidated financial statements.
8
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
August 31, 2016
(unaudited)
Note 1. Organization
Saratoga Investment Corp. (the Company, we, our and us) is a non-diversified closed-end management investment company incorporated in Maryland that has elected to be treated and is regulated as a business development company (BDC) under the Investment Company Act of 1940 (the 1940 Act). The Company commenced operations on March 23, 2007 as GSC Investment Corp. and completed the initial public offering (IPO) on March 28, 2007. The Company has elected to be treated as a regulated investment company (RIC) under subchapter M of the Internal Revenue Code (the Code). The Company expects to continue to qualify and to elect to be treated, for tax purposes, as a RIC. The Companys investment objective is to generate current income and, to a lesser extent, capital appreciation from its investments.
GSC Investment, LLC (the LLC) was organized in May 2006 as a Maryland limited liability company. As of February 28, 2007, the LLC had not yet commenced its operations and investment activities.
On March 21, 2007, the Company was incorporated and concurrently therewith the LLC was merged with and into the Company, with the Company as the surviving entity, in accordance with the procedure for such merger in the LLCs limited liability company agreement and Maryland law. In connection with such merger, each outstanding limited liability company interest of the LLC was converted into a share of common stock of the Company.
On July 30, 2010, the Company changed its name from GSC Investment Corp. to Saratoga Investment Corp. in connection with the consummation of a recapitalization transaction.
The Company is externally managed and advised by the investment adviser, Saratoga Investment Advisors, LLC (the Manager), pursuant to a management agreement (the Management Agreement). Prior to July 30, 2010, the Company was managed and advised by GSCP (NJ), L.P.
The Company has established wholly-owned subsidiaries, SIA Avionte, Inc., SIA Mercury, Inc., SIA TT, Inc., and SIA Vector, Inc., which are structured as Delaware entities, or tax blockers, to hold equity or equity-like investments in portfolio companies organized as limited liability companies, or LLCs (or other forms of pass through entities). Tax blockers are consolidated for accounting purposes, but are not consolidated for income tax purposes and may incur income tax expense as a result of their ownership of portfolio companies.
On March 28, 2012, our wholly-owned subsidiary, Saratoga Investment Corp. SBIC, LP (SBIC LP), received a Small Business Investment Company (SBIC) license from the Small Business Administration (SBA).
On April 2, 2015, the SBA issued a green light letter inviting the Company to continue the application process to obtain a license to form and operate its second SBIC subsidiary. On September 27, 2016, the SBA informed us that as part of their continued review of our application for a second license, and in order to ensure that they were reviewing the most current information available, we would need to update all previously submitted materials and invited us to reapply. As a result of this request, with which we are in the process of complying, the existing green light letter that the SBA issued to us will expire. If approved in the future, a second SBIC license would provide us an incremental source of long-term capital by permitting us to issue up to $150.0 million of additional SBA-guaranteed debentures in addition to the $150.0 million already approved under the first license.
Note 2. Summary of Significant Accounting Policies
Basis of Presentation
The accompanying consolidated financial statements have been prepared on the accrual basis of accounting in conformity with U.S. generally accepted accounting principles (U.S. GAAP), are stated in U.S. Dollars and include the accounts of the Company and its special purpose financing subsidiary, Saratoga Investment Funding, LLC (previously known as GSC Investment Funding LLC). All intercompany accounts and transactions have been eliminated in consolidation. All references made to the Company, we, and us herein include Saratoga Investment Corp. and its consolidated subsidiaries, except as stated otherwise.
9
The Company and SBIC LP are both considered to be investment companies for financial reporting purposes and have applied the guidance in the Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) Topic 946, Financial Services Investment Companies (ASC Topic 946). There have been no changes to the Company or SBIC LPs status as investment companies during the six months ended August 31, 2016.
Use of Estimates in the Preparation of Financial Statements
The preparation of the accompanying consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements, and income, gains (losses) and expenses during the period reported. Actual results could differ materially from those estimates.
Cash and Cash Equivalents
Cash and cash equivalents include short-term, liquid investments in a money market fund. Cash and cash equivalents are carried at cost which approximates fair value. Per section 12(d)(1)(A) of the 1940 Act, the Company may not invest in another registered investment company such as a money market fund if such investment would cause the Company to exceed any of the following limitations:
| we were to own more than 3.0% of the total outstanding voting stock of the money market fund; |
| we were to hold securities in the money market fund having an aggregate value in excess of 5.0% of the value of our total assets; or |
| we were to hold securities in money market funds and other registered investment companies and BDCs having an aggregate value in excess of 10.0% of the value of our total assets. |
As of August 31, 2016, the Company did not exceed any of these limitations.
Cash and Cash Equivalents, Reserve Accounts
Cash and cash equivalents, reserve accounts include amounts held in designated bank accounts, in the form of cash and short-term liquid investments in money market funds, representing payments received on secured investments or other reserved amounts associated with our $45.0 million senior secured revolving credit facility with Madison Capital Funding LLC. The Company is required to use these amounts to pay interest expense, reduce borrowings, or pay other amounts in accordance with the terms of the senior secured revolving credit facility.
In addition, cash and cash equivalents, reserve accounts also include amounts held in designated bank accounts, in the form of cash and short-term liquid investments in money market funds, within our wholly-owned subsidiary, SBIC LP.
Investment Classification
The Company classifies its investments in accordance with the requirements of the 1940 Act. Under the 1940 Act, Control Investments are defined as investments in companies in which we own more than 25.0% of the voting securities or maintain greater than 50.0% of the board representation. Under the 1940 Act, Affiliated Investments are defined as those non-control investments in companies in which we own between 5.0% and 25.0% of the voting securities. Under the 1940 Act, Non-affiliated Investments are defined as investments that are neither Control Investments nor Affiliated Investments.
Investment Valuation
The Company accounts for its investments at fair value in accordance with the FASB ASC Topic 820, Fair Value Measurements and Disclosures (ASC 820). ASC 820 defines fair value, establishes a framework for measuring fair value, establishes a fair value hierarchy based on the quality of inputs used to measure fair value and enhances disclosure requirements for fair value measurements. ASC 820 requires the Company to assume that its investments are to be sold at the balance sheet date in the principal market to independent market participants, or in the absence of a principal market, in the most advantageous market, which may be a hypothetical market. Market participants are defined as buyers and sellers in the principal or most advantageous market that are independent, knowledgeable, and willing and able to transact.
10
Investments for which market quotations are readily available are fair valued at such market quotations obtained from independent third party pricing services and market makers subject to any decision by our board of directors to approve a fair value determination to reflect significant events affecting the value of these investments. We value investments for which market quotations are not readily available at fair value as approved, in good faith, by our board of directors based on input from our Manager, the audit committee of our board of directors and a third party independent valuation firm. Determinations of fair value may involve subjective judgments and estimates. The types of factors that may be considered in determining the fair value of our investments include the nature and realizable value of any collateral, the portfolio companys ability to make payments, market yield trend analysis, the markets in which the portfolio company does business, comparison to publicly traded companies, discounted cash flow and other relevant factors.
We undertake a multi-step valuation process each quarter when valuing investments for which market quotations are not readily available, as described below:
| Each investment is initially valued by the responsible investment professionals of our Manager and preliminary valuation conclusions are documented and discussed with the senior management of our Manager; and |
| An independent valuation firm, engaged by our board of directors, reviews a selection of these preliminary valuations each quarter so that the valuation of each investment for which market quotes are not readily available is reviewed by the independent valuation firm at least once each fiscal year. |
In addition, all our investments are subject to the following valuation process:
| The audit committee of our board of directors reviews and approves each preliminary valuation and our Manager and independent valuation firm (if applicable) will supplement the preliminary valuation to reflect any comments provided by the audit committee; and |
| Our board of directors discusses the valuations and approves the fair value of each investment, in good faith, based on the input of our Manager, independent valuation firm (to the extent applicable) and the audit committee of our board of directors. |
Our investment in Saratoga Investment Corp. CLO 2013-1, Ltd. (Saratoga CLO) is carried at fair value, which is based on a discounted cash flow model that utilizes prepayment, re-investment and loss assumptions based on historical experience and projected performance, economic factors, the characteristics of the underlying cash flow, and comparable yields for equity interests in collateralized loan obligation funds similar to Saratoga CLO, when available, as determined by our Manager and recommended to our board of directors. Specifically, we use Intex cash flow models, or an appropriate substitute, to form the basis for the valuation of our investment in Saratoga CLO. The models use a set of assumptions including projected default rates, recovery rates, reinvestment rates and prepayment rates in order to arrive at estimated valuations. The assumptions are based on available market data and projections provided by third parties as well as management estimates. We use the output from the Intex models (i.e., the estimated cash flows) to perform a discounted cash flow analysis on expected future cash flows to determine a valuation for our investment in Saratoga CLO.
Because such valuations, and particularly valuations of private investments and private companies, are inherently uncertain, they may fluctuate over short periods of time and may be based on estimates. The determination of fair value may differ materially from the values that would have been used if a ready market for these investments existed. Our net asset value could be materially affected if the determinations regarding the fair value of our investments were materially higher or lower than the values that we ultimately realize upon the disposal of such investments.
Derivative Financial Instruments
We account for derivative financial instruments in accordance with ASC Topic 815, Derivatives and Hedging (ASC 815). ASC 815 requires recognizing all derivative instruments as either assets or liabilities on the consolidated statements of assets and liabilities at fair value. The Company values derivative contracts at the closing fair value provided by the counterparty. Changes in the values of derivative contracts are included in the consolidated statements of operations.
Investment Transactions and Income Recognition
Purchases and sales of investments and the related realized gains or losses are recorded on a trade-date basis. Interest income, adjusted for amortization of premium and accretion of discount, is recorded on an accrual basis to the extent that such amounts are expected to be collected. The Company stops accruing interest on its investments when it is determined that interest is no longer collectible. Discounts and premiums on investments purchased are accreted/amortized over the life of the respective investment using the effective yield method. The amortized cost of investments represents the original cost adjusted for the accretion of discounts and amortization of premiums on investments.
11
Loans are generally placed on non-accrual status when there is reasonable doubt that principal or interest will be collected. Accrued interest is generally reserved when a loan is placed on non-accrual status. Interest payments received on non-accrual loans may be recognized as a reduction in principal depending upon managements judgment regarding collectability. Non-accrual loans are restored to accrual status when past due principal and interest is paid and, in managements judgment, are likely to remain current, although we may make exceptions to this general rule if the loan has sufficient collateral value and is in the process of collection.
Interest income on our investment in Saratoga CLO is recorded using the effective interest method in accordance with the provisions of ASC Topic 325-40, Investments-Other, Beneficial Interests in Securitized Financial Assets, (ASC 325-40), based on the anticipated yield and the estimated cash flows over the projected life of the investment. Yields are revised when there are changes in actual or estimated cash flows due to changes in prepayments and/or re-investments, credit losses or asset pricing. Changes in estimated yield are recognized as an adjustment to the estimated yield over the remaining life of the investment from the date the estimated yield was changed.
Other Income
Other income includes dividends received, origination fees, structuring fees and advisory fees, and is recorded in the consolidated statements of operations when earned.
Payment-in-Kind Interest
The Company holds debt investments in its portfolio that contain a payment-in-kind (PIK) interest provision. The PIK interest, which represents contractually deferred interest added to the investment balance that is generally due at maturity, is generally recorded on the accrual basis to the extent such amounts are expected to be collected. We stop accruing PIK interest if we do not expect the issuer to be able to pay all principal and interest when due.
Deferred Debt Financing Costs
Financing costs incurred in connection with our credit facility and notes are deferred and amortized using the straight line method over the life of the respective facility and debt securities. Financing costs incurred in connection with our SBA debentures are deferred and amortized using the effective yield method over the life of the debentures.
Accounting Standards Update (ASU) 2015-03, InterestImputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs (ASU 2015-03) requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The Company has adopted the provisions of ASU 2015-03 as of February 28, 2015, by reclassifying deferred debt financing costs from within total assets to within total liabilities as a contra-liability. Prior period amounts were reclassified to conform to the current period presentation.
Contingencies
In the ordinary course of business, the Company may enter into contracts or agreements that contain indemnifications or warranties. Future events could occur that lead to the execution of these provisions against the Company. Based on its history and experience, management feels that the likelihood of such an event is remote. Therefore, the Company has not accrued any liabilities in connection with such indemnifications.
In the ordinary course of business, the Company may directly or indirectly be a defendant or plaintiff in legal actions with respect to bankruptcy, insolvency or other types of proceedings. Such lawsuits may involve claims that could adversely affect the value of certain financial instruments owned by the Company.
Income Taxes
The Company has filed an election to be treated, for tax purposes, as a RIC under Subchapter M of the Code and, among other things, intends to make the requisite distributions to its stockholders which will relieve the Company from federal income taxes. Therefore, no provision has been recorded for federal income taxes.
In order to qualify as a RIC, among other requirements, the Company is required to timely distribute to its stockholders at least 90.0% of its investment company taxable income, as defined by the Code, for each fiscal tax year. The Company will be subject to a nondeductible U.S. federal excise tax of 4.0% on undistributed income if it does not distribute at least 98.0% of its ordinary income in any calendar year and 98.2% of its capital gain net income for each one-year period ending on October 31.
12
Depending on the level of taxable income earned in a tax year, the Company may choose to carry forward taxable income in excess of current year dividend distributions into the next tax year and pay a 4.0% excise tax on such income, as required. To the extent that the Company determines that its estimated current year annual taxable income will be in excess of estimated current year dividend distributions for excise tax purposes, the Company accrues excise tax, if any, on estimated excess taxable income as taxable income is earned.
In accordance with certain applicable U.S. Treasury regulations and private letter rulings issued by the Internal Revenue Service (IRS), a RIC may treat a distribution of its own stock as fulfilling its RIC distribution requirements if each stockholder may elect to receive his or her entire distribution in either cash or stock of the RIC subject to a limitation on the aggregate amount of cash to be distributed to all stockholders, which limitation must be at least 20.0% of the aggregate declared distribution. If too many stockholders elect to receive cash, each stockholder electing to receive cash will receive a pro rata amount of cash (with the balance of the distribution paid in stock). In no event will any stockholder, electing to receive cash, receive less than 20.0% of his or her entire distribution in cash. If these and certain other requirements are met, for U.S federal income tax purposes, the amount of the dividend paid in stock will be equal to the amount of cash that could have been received instead of stock.
ASC 740, Income Taxes, (ASC 740), provides guidance for how uncertain tax positions should be recognized, measured, presented and disclosed in the financial statements. ASC 740 requires the evaluation of tax positions taken or expected to be taken in the course of preparing the Companys tax returns to determine whether the tax positions are more-likely-than-not of being sustained by the applicable tax authority. Tax positions deemed to meet a more-likely-than-not threshold would be recorded as a tax benefit or expense in the current period. The Company recognizes interest and penalties, if any, related to unrecognized tax benefits as income tax expense on the consolidated statements of operations. During the fiscal year ended February 29, 2016, the Company did not incur any interest or penalties. Although we file federal and state tax returns, our major tax jurisdiction is federal. The 2013, 2014 and 2015 federal tax years for the Company remain subject to examination by the IRS. As of August 31, 2016 and February 29, 2016, there were no uncertain tax positions. The Company is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change significantly in the next 12 months.
Dividends
Dividends to common stockholders are recorded on the ex-dividend date. The amount to be paid out as a dividend is determined by the board of directors. Net realized capital gains, if any, are generally distributed at least annually, although we may decide to retain such capital gains for reinvestment.
We have adopted a dividend reinvestment plan (DRIP) that provides for reinvestment of our dividend distributions on behalf of our stockholders unless a stockholder elects to receive cash. As a result, if our board of directors authorizes, and we declare a cash dividend, then our stockholders who have not opted out of the DRIP by the dividend record date will have their cash dividends automatically reinvested into additional shares of our common stock, rather than receiving the cash dividends. We have the option to satisfy the share requirements of the DRIP through the issuance of new shares of common stock or through open market purchases of common stock by the DRIP plan administrator.
Capital Gains Incentive Fee
The Company records an expense accrual on the consolidated statements of operations, relating to the capital gains incentive fee payable on the consolidated statements of assets and liabilities, by the Company to its investment adviser when the net realized and unrealized gain on its investments exceed all net realized and unrealized capital losses on its investments given the fact that a capital gains incentive fee would be owed to the investment adviser if the Company were to liquidate its investment portfolio at such time. The actual incentive fee payable to the Companys investment adviser related to capital gains will be determined and payable in arrears at the end of each fiscal year and will include only realized capital gains, net of realized and unrealized losses for the period.
New Accounting Pronouncements
In February 2016, the FASB issued ASU 2016-02, Amendments to the Leases (ASC Topic 842), which will require for all operating leases the recognition of a right-of-use asset and a lease liability, in the statement of financial position. The lease cost will be allocated over the lease term on a straight-line basis. This guidance is effective for annual and interim periods beginning after December 15, 2018. Management is currently evaluating the impact these changes will have on the Companys consolidated financial statements and disclosures.
In January 2016, the FASB issued ASU 2016-01, Financial Instruments Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities (ASU 2016-01). ASU 2016-01 retains many current requirements for the classification and measurement of financial instruments; however, it significantly revises an entitys accounting related to (1) the
13
classification and measurement of investments in equity securities and (2) the presentation of certain fair value changes for financial liabilities measured at fair value. ASU 2016-01 also amends certain disclosure requirements associated with the fair value of financial instruments. This guidance is effective for annual and interim periods beginning after December 15, 2017, and early adoption is not permitted for public business entities. Management is currently evaluating the impact the adoption of this standard has on the Companys consolidated financial statements and disclosures.
In August 2014, the FASB issued new accounting guidance that requires management to assess an entitys ability to continue as a going concern by incorporating and expanding upon certain principles that are currently in U.S. auditing standards. The amendments provide a definition of the term substantial doubt and include principles for considering the mitigating effect of managements plans. The amendments also require an evaluation every reporting period, including interim periods for a period of one year after the date that the financial statements are issued (or available to be issued), and certain disclosures when substantial doubt is alleviated or not alleviated. The amendments in this update are effective for reporting periods ending after December 15, 2016. Management does not believe these changes will have a material impact on the Companys consolidated financial statements and disclosures.
In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606), which supersedes the revenue recognition requirements in Revenue Recognition (Topic 605). Under the new guidance, an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In May 2016, ASU 2016-12 amended ASU 2014-09 and deferred the effective period to December 15, 2017. Management is currently evaluating the impact these changes will have on the Companys consolidated financial statements and disclosures.
Risk Management
In the ordinary course of its business, the Company manages a variety of risks, including market risk and credit risk. Market risk is the risk of potential adverse changes to the value of investments because of changes in market conditions such as interest rate movements and volatility in investment prices.
Credit risk is the risk of default or non-performance by portfolio companies, equivalent to the investments carrying amount.
The Company is also exposed to credit risk related to maintaining all of its cash and cash equivalents, including those in reserve accounts, at a major financial institution and credit risk related to any of its derivative counterparties.
The Company has investments in lower rated and comparable quality unrated high yield bonds and bank loans. Investments in high yield investments are accompanied by a greater degree of credit risk. The risk of loss due to default by the issuer is significantly greater for holders of high yield securities, because such investments are generally unsecured and are often subordinated to other creditors of the issuer.
Note 3. Investments
As noted above, the Company values all investments in accordance with ASC 820. ASC 820 requires enhanced disclosures about assets and liabilities that are measured and reported at fair value. As defined in ASC 820, fair value is 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.
ASC 820 establishes a hierarchal disclosure framework which prioritizes and ranks the level of market price observability of inputs used in measuring investments at fair value. Market price observability is affected by a number of factors, including the type of investment and the characteristics specific to the investment. Investments with readily available active quoted prices or for which fair value can be measured from actively quoted prices generally will have a higher degree of market price observability and a lesser degree of judgment used in measuring fair value.
Based on the observability of the inputs used in the valuation techniques, the Company is required to provide disclosures on fair value measurements according to the fair value hierarchy. The fair value hierarchy ranks the observability of the inputs used to determine fair values. Investments carried at fair value are classified and disclosed in one of the following three categories:
| Level 1Valuations based on quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. |
| Level 2Valuations based on inputs other than quoted prices in active markets, which are either directly or indirectly observable. |
| Level 3Valuations based on inputs that are unobservable and significant to the overall fair value measurement. The inputs used in the determination of fair value may require significant management judgment or estimation. Such |
14
information may be the result of consensus pricing information or broker quotes which include a disclaimer that the broker would not be held to such a price in an actual transaction. The non-binding nature of consensus pricing and/or quotes accompanied by a disclaimer would result in classification as a Level 3 asset, assuming no additional corroborating evidence. |
In addition to using the above inputs in investment valuations, the Company continues to employ the valuation policy approved by the board of directors that is consistent with ASC 820 and the 1940 Act (see Note 2). Consistent with our valuation policy, we evaluate the source of inputs, including any markets in which our investments are trading, in determining fair value.
The following table presents fair value measurements of investments, by major class, as of August 31, 2016 (dollars in thousands), according to the fair value hierarchy:
Fair Value Measurements | ||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||||
Syndicated loans |
$ | | $ | | $ | 9,516 | $ | 9,516 | ||||||||
First lien term loans |
| | 153,276 | 153,276 | ||||||||||||
Second lien term loans |
| | 87,024 | 87,024 | ||||||||||||
Structured finance securities |
| | 11,917 | 11,917 | ||||||||||||
Equity interests |
| | 11,071 | 11,071 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total |
$ | | $ | | $ | 272,804 | $ | 272,804 | ||||||||
|
|
|
|
|
|
|
|
The following table presents fair value measurements of investments, by major class, as of February 29, 2016 (dollars in thousands), according to the fair value hierarchy:
Fair Value Measurements | ||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||||
Syndicated loans |
$ | | $ | | $ | 11,868 | $ | 11,868 | ||||||||
First lien term loans |
| | 144,643 | 144,643 | ||||||||||||
Second lien term loans |
| | 88,178 | 88,178 | ||||||||||||
Structured finance securities |
| | 12,828 | 12,828 | ||||||||||||
Equity interests |
| | 26,479 | 26,479 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total |
$ | | $ | | $ | 283,996 | $ | 283,996 | ||||||||
|
|
|
|
|
|
|
|
The following table provides a reconciliation of the beginning and ending balances for investments that use Level 3 inputs for the six months ended August 31, 2016 (dollars in thousands):
Syndicated loans |
First lien term loans |
Second lien term loans |
Structured finance securities |
Equity interests |
Total | |||||||||||||||||||
Balance as of February 29, 2016 |
$ | 11,868 | $ | 144,643 | $ | 88,178 | $ | 12,828 | $ | 26,479 | $ | 283,996 | ||||||||||||
Net unrealized appreciation (depreciation) on investments |
2,100 | 217 | 1,076 | 1,171 | (13,187 | ) | (8,623 | ) | ||||||||||||||||
Purchases and other adjustments to cost |
51 | 44,689 | 10,899 | | 620 | 56,259 | ||||||||||||||||||
Sales and redemptions |
(4,556 | ) | (36,518 | ) | (13,269 | ) | (2,082 | ) | (14,443 | ) | (70,868 | ) | ||||||||||||
Net realized gain from investments |
53 | 245 | 140 | | 11,602 | 12,040 | ||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Balance as of August 31, 2016 |
$ | 9,516 | $ | 153,276 | $ | 87,024 | $ | 11,917 | $ | 11,071 | $ | 272,804 | ||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
Purchases and other adjustments to cost include purchases of new investments at cost, effects of refinancing/restructuring, accretion/amortization of income from discount/premium on debt securities, and PIK.
Sales and redemptions represent net proceeds received from investments sold, and principal paydowns received, during the period.
Transfers and restructurings, if any, are recognized at the beginning of the period in which they occur.
15
The net change in unrealized appreciation (depreciation) for the six months ended August 31, 2016 on investments still held as of August 31, 2016 was $1,772,281 and is included in net unrealized depreciation on investments in the consolidated statements of operations.
The following table provides a reconciliation of the beginning and ending balances for investments that use Level 3 inputs for the six months ended August 31, 2015 (dollars in thousands):
Syndicated loans |
First lien term loans |
Second lien term loans |
Unsecured notes |
Structured finance securities |
Equity interests |
Total | ||||||||||||||||||||||
Balance as of February 28, 2015 |
$ | 18,302 | $ | 145,207 | $ | 35,603 | $ | 4,230 | $ | 17,031 | $ | 20,165 | $ | 240,538 | ||||||||||||||
Net unrealized appreciation (depreciation) on investments |
(1,400 | ) | (726 | ) | 76 | 656 | 1,372 | (562 | ) | (584 | ) | |||||||||||||||||
Purchases and other adjustments to cost |
20 | 25,217 | 16,901 | 668 | | 413 | 43,219 | |||||||||||||||||||||
Sales and redemptions |
(356 | ) | (13,050 | ) | (10,673 | ) | (5,784 | ) | (1,649 | ) | (3,260 | ) | (34,772 | ) | ||||||||||||||
Net realized gain from investments |
5 | 94 | 164 | 261 | | 3,260 | 3,784 | |||||||||||||||||||||
Restructures in |
| | | 101 | | | 101 | |||||||||||||||||||||
Restructures out |
| | | | | (101 | ) | (101 | ) | |||||||||||||||||||
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|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Balance as of August 31, 2015 |
$ | 16,571 | $ | 156,742 | $ | 42,071 | $ | 132 | $ | 16,754 | $ | 19,915 | $ | 252,185 | ||||||||||||||
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|
Purchases and other adjustments to cost include purchases of new investments at cost, effects of refinancing/restructuring, accretion/amortization of income from discount/premium on debt securities, and PIK.
Sales and redemptions represent net proceeds received from investments sold, and principal paydowns received, during the period.
Transfers and restructurings, if any, are recognized at the beginning of the period in which they occur.
The net change in unrealized appreciation (depreciation) for the six months ended August 31, 2015 on investments still held as of August 31, 2015 was $(955,584) and was included in net unrealized depreciation on investments in the consolidated statements of operations.
The valuation techniques and significant unobservable inputs used in recurring Level 3 fair value measurements of assets as of August 31, 2016 were as follows (dollars in thousands):
Fair Value | Valuation Technique | Unobservable Input | Range | |||||||
Syndicated loans |
9,516 | Market Comparables | Third-Party Bid (%) | 0.0% - 100.0% | ||||||
First lien term loans |
153,276 | Market Comparables | Market Yield (%) | 6.3% - 15.8% | ||||||
EBITDA Multiples (x) | 1.0x - 9.8x | |||||||||
Third-Party Bid (%) | 95.0% - 99.9% | |||||||||
Second lien term loans |
87,024 | Market Comparables | Market Yield (%) | 8.3% - 15.0% | ||||||
Third-Party Bid (%) | 95.0% - 101.4% | |||||||||
Structured finance securities |
11,917 | Discounted Cash Flow | Discount Rate (%) | 18.0% | ||||||
Equity interests |
11,071 | Market Comparables | EBITDA Multiples (x) Revenue Multiples (x) |
2.5x - 11.4x 0.2x - 3.4x |
The valuation techniques and significant unobservable inputs used in recurring Level 3 fair value measurements of assets as of February 29, 2016 were as follows (dollars in thousands):
Fair Value | Valuation Technique | Unobservable Input | Range | |||||||
Syndicated loans |
11,868 | Market Comparables | Third-Party Bid (%) | 72.5% - 98.2% | ||||||
First lien term loans |
144,643 | Market Comparables | Market Yield (%) | 6.8% - 15.5% | ||||||
EBITDA Multiples (x) | 1.0x | |||||||||
Revenue Multiples Third-Party Bid (%) |
91.3% - 98.9% | |||||||||
Second lien term loans |
88,178 | Market Comparables | Market Yield (%) | 0.0% - 15.0% | ||||||
Third-Party Bid (%) | 91.5% - 98.6% | |||||||||
Structured finance securities |
12,828 | Discounted Cash Flow | Discount Rate (%) | 20.0% | ||||||
Equity interests |
26,479 | Market Comparables | EBITDA Multiples (x) Revenue Multiples |
6.8x - 16.4x |
16
For investments utilizing a market comparables valuation technique, a significant increase (decrease) in the market yield, in isolation, would result in a significantly lower (higher) fair value measurement, and a significant increase (decrease) in any of the EBITDA or revenue valuation multiples, in isolation, would result in a significantly higher (lower) fair value measurement. For investments utilizing a discounted cash flow valuation technique, a significant increase (decrease) in the discount rate, in isolation, would result in a significantly lower (higher) fair value measurement. For investments utilizing a market quote in deriving a value, a significant increase (decrease) in the market quote, in isolation, would result in a significantly higher (lower) fair value measurement.
The composition of our investments as of August 31, 2016, at amortized cost and fair value were as follows (dollars in thousands):
Investments at Amortized Cost |
Amortized Cost Percentage of Total Portfolio |
Investments at Fair Value |
Fair Value Percentage of Total Portfolio |
|||||||||||||
Syndicated loans |
$ | 9,687 | 3.5 | % | $ | 9,516 | 3.5 | % | ||||||||
First lien term loans |
154,662 | 55.5 | 153,276 | 56.2 | ||||||||||||
Second lien term loans |
87,256 | 31.3 | 87,024 | 31.9 | ||||||||||||
Structured finance securities |
10,948 | 3.9 | 11,917 | 4.4 | ||||||||||||
Equity interests |
16,054 | 5.8 | 11,071 | 4.0 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total |
$ | 278,607 | 100.0 | % | $ | 272,804 | 100.0 | % | ||||||||
|
|
|
|
|
|
|
|
The composition of our investments as of February 29, 2016, at amortized cost and fair value were as follows (dollars in thousands):
Investments at Amortized Cost |
Amortized Cost Percentage of Total Portfolio |
Investments at Fair Value |
Fair Value Percentage of Total Portfolio |
|||||||||||||
Syndicated loans |
$ | 14,138 | 5.0 | % | $ | 11,868 | 4.2 | % | ||||||||
First lien term loans |
146,246 | 52.0 | 144,643 | 50.9 | ||||||||||||
Second lien term loans |
89,486 | 31.9 | 88,178 | 31.1 | ||||||||||||
Structured finance securities |
13,031 | 4.6 | 12,828 | 4.5 | ||||||||||||
Equity interests |
18,275 | 6.5 | 26,479 | 9.3 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total |
$ | 281,176 | 100.0 | % | $ | 283,996 | 100.0 | % | ||||||||
|
|
|
|
|
|
|
|
For loans and debt securities for which market quotations are not available, we determine their fair value based on third party indicative broker quotes, where available, or the assumptions that a hypothetical market participant would use to value the security in a current hypothetical sale using a market yield valuation methodology. In applying the market yield valuation methodology, we determine the fair value based on such factors as market participant assumptions including synthetic credit ratings, estimated remaining life, current market yield and interest rate spreads of similar securities as of the measurement date. If, in our judgment, the market yield methodology is not sufficient or appropriate, we may use additional methodologies such as an asset liquidation or expected recovery model.
For equity securities of portfolio companies and partnership interests, we determine the fair value based on the market approach with value then attributed to equity or equity like securities using the enterprise value waterfall valuation methodology. Under the enterprise value waterfall valuation methodology, we determine the enterprise fair value of the portfolio company and then waterfall the enterprise value over the portfolio companys securities in order of their preference relative to one another. To estimate the enterprise value of the portfolio company, we weigh some or all of the traditional market valuation methods and factors based on the individual circumstances of the portfolio company in order to estimate the enterprise value. The methodologies for performing investments may be based on, among other things: valuations of comparable public companies, recent sales of private and public comparable companies, discounting the forecasted cash flows of the portfolio company, third party valuations of the portfolio
17
company, considering offers from third parties to buy the company, estimating the value to potential strategic buyers and considering the value of recent investments in the equity securities of the portfolio company. For non-performing investments, we may estimate the liquidation or collateral value of the portfolio companys assets and liabilities. We also take into account historical and anticipated financial results.
Our investment in Saratoga CLO is carried at fair value, which is based on a discounted cash flow model that utilizes prepayment, re-investment and loss assumptions based on historical experience and projected performance, economic factors, the characteristics of the underlying cash flow, and comparable yields for equity interests in collateralized loan obligation funds similar to Saratoga CLO, when available, as determined by our Manager and recommended to our board of directors. Specifically, we use Intex cash flow models, or an appropriate substitute, to form the basis for the valuation of our investment in Saratoga CLO. The models use a set of assumptions including projected default rates, recovery rates, reinvestment rate and prepayment rates in order to arrive at estimated valuations. The assumptions are based on available market data and projections provided by third parties as well as management estimates. For the quarter ended November 30, 2013, in connection with the refinancing of the Saratoga CLO liabilities, we ran Intex models based on assumptions about the refinanced Saratoga CLOs structure, including capital structure, cost of liabilities and reinvestment period. We use the output from the Intex models (i.e., the estimated cash flows) to perform a discounted cash flow analysis on expected future cash flows to determine a valuation for our investment in Saratoga CLO at August 31, 2016. The significant inputs for the valuation model include:
| Default rates: 2.0% |
| Recovery rates: 35-70% |
| Prepayment rate: 20.0% |
| Reinvestment rate / price: L+375bps / $99.50 |
Note 4. Investment in Saratoga Investment Corp. CLO 2013-1, Ltd. (Saratoga CLO)
On January 22, 2008, we invested $30.0 million in all of the outstanding subordinated notes of GSC Investment Corp. CLO 2007, Ltd., a collateralized loan obligation fund managed by us that invests primarily in senior secured loans. Additionally, we entered into a collateral management agreement with GSC Investment Corp. CLO 2007, Ltd. pursuant to which we act as collateral manager to it. The Saratoga CLO was refinanced in October 2013 and its reinvestment period ends in October 2016. The Saratoga CLO remains 100% owned and managed by Saratoga Investment Corp. We receive a base management fee of 0.25% and a subordinated management fee of 0.25% of the fee basis amount at the beginning of the collection period, paid quarterly to the extent of available proceeds. We are also entitled to an incentive management fee equal to 20.0% of the remaining interest proceeds and principal proceeds, if any, after the subordinated notes have realized the incentive management fee target return of 12.0%, in accordance with the priority of payments after making the prior distributions on the relevant payment date. For the three months ended August 31, 2016 and August 31, 2015, we accrued $0.4 million and $0.4 million in management fee income, respectively, and $0.6 million and $0.7 million in interest income, respectively, from Saratoga CLO. For the six months ended August 31, 2016 and August 31, 2015, we accrued $0.7 million and $0.8 million in management fee income, respectively, and $1.1 million and $1.3 million in interest income, respectively, from Saratoga CLO. We did not accrue any amounts related to the incentive management fee from Saratoga CLO as the 12.0% hurdle rate has not yet been achieved.
At August 31, 2016, the Company determined that the fair value of its investment in the subordinated notes of Saratoga CLO was $11.9 million. The Company determines the fair value of its investment in the subordinated notes of Saratoga CLO based on the present value of the projected future cash flows of the subordinated notes over the life of Saratoga CLO. At August 31, 2016, Saratoga CLO had investments with a principal balance of $299.5 million and a weighted average spread over LIBOR of 4.41%, and had debt with a principal balance of $282.4 million with a weighted average spread over LIBOR of 1.84%. As a result, Saratoga CLO earns a spread between the interest income it receives on its investments and the interest expense it pays on its debt and other operating expenses, which is distributed quarterly to the Company as the holder of its subordinated notes. At August 31, 2016, the present value of the projected future cash flows of the subordinated notes was approximately $11.9 million, using an 18.0% discount rate. Saratoga Investment Corp. invested $32.8 million into the CLO since January 2008, and to date has since received distributions of $47.9 million and management fees of $15.7 million.
18
Below is certain financial information from the separate financial statements of Saratoga CLO as of August 31, 2016 (unaudited) and February 29, 2016 and for the three and six months ended August 31, 2016 and August 31, 2015 (unaudited).
Saratoga Investment Corp. CLO 2013-1, Ltd.
Statements of Assets and Liabilities
As of | ||||||||
August 31, 2016 | February 29, 2016 | |||||||
(unaudited) | ||||||||
ASSETS |
||||||||
Investments |
||||||||
Fair Value Loans (amortized cost of $296,436,508 and $300,112,538, respectively) |
$ | 290,944,255 | $ | 284,652,926 | ||||
Fair Value Other/Structured finance securities (amortized cost of $3,531,218 and $3,531,218, respectively) |
12,901 | 191,863 | ||||||
|
|
|
|
|||||
Total investments at fair value (amortized cost of $299,967,726 and $303,643,756, respectively) |
290,957,156 | 284,844,789 | ||||||
Cash and cash equivalents |
5,172,517 | 2,349,633 | ||||||
Receivable from open trades |
2,242,500 | 2,691,831 | ||||||
Interest receivable |
1,782,055 | 1,698,562 | ||||||
|
|
|
|
|||||
Total assets |
$ | 300,154,228 | $ | 291,584,815 | ||||
|
|
|
|
|||||
LIABILITIES |
||||||||
Interest payable |
$ | 836,806 | $ | 626,040 | ||||
Payable from open trades |
4,983,454 | 7,123,854 | ||||||
Accrued base management fee |
85,448 | 85,008 | ||||||
Accrued subordinated management fee |
85,448 | 85,008 | ||||||
Class A-1 Notes - SIC CLO 2013-1, Ltd. |
170,000,000 | 170,000,000 | ||||||
Discount on Class A-1 Notes - SIC CLO 2013-1, Ltd. |
(1,230,503 | ) | (1,319,258 | ) | ||||
Class A-2 Notes - SIC CLO 2013-1, Ltd. |
20,000,000 | 20,000,000 | ||||||
Discount on Class A-2 Notes - SIC CLO 2013-1, Ltd. |
(127,550 | ) | (136,750 | ) | ||||
Class B Notes - SIC CLO 2013-1, Ltd. |
44,800,000 | 44,800,000 | ||||||
Discount on Class B Notes - SIC CLO 2013-1, Ltd. |
(828,565 | ) | (888,328 | ) | ||||
Class C Notes - SIC CLO 2013-1, Ltd. |
16,000,000 | 16,000,000 | ||||||
Discount on Class C Notes - SIC CLO 2013-1, Ltd. |
(515,869 | ) | (553,078 | ) | ||||
Class D Notes - SIC CLO 2013-1, Ltd. |
14,000,000 | 14,000,000 | ||||||
Discount on Class D Notes - SIC CLO 2013-1, Ltd. |
(669,638 | ) | (717,938 | ) | ||||
Class E Notes - SIC CLO 2013-1, Ltd. |
13,100,000 | 13,100,000 | ||||||
Discount on Class E Notes - SIC CLO 2013-1, Ltd. |
(1,262,461 | ) | (1,353,521 | ) | ||||
Class F Notes - SIC CLO 2013-1, Ltd. |
4,500,000 | 4,500,000 | ||||||
Discount on Class F Notes - SIC CLO 2013-1, Ltd. |
(459,180 | ) | (492,300 | ) | ||||
Deferred debt financing costs, SIC CLO 2013-1, Ltd. Notes |
(1,604,034 | ) | (1,716,554 | ) | ||||
Subordinated Notes |
30,000,000 | 30,000,000 | ||||||
|
|
|
|
|||||
Total liabilities |
$ | 311,693,356 | $ | 313,142,183 | ||||
|
|
|
|
|||||
Commitments and contingencies |
||||||||
NET ASSETS |
||||||||
Ordinary equity, par value $1.00, 250 ordinary shares authorized, 250 and 250 issued and outstanding, respectively |
$ | 250 | $ | 250 | ||||
Accumulated loss |
(21,557,623 | ) | (5,803,406 | ) | ||||
Net gain (loss) |
10,018,245 | (15,754,212 | ) | |||||
|
|
|
|
|||||
Total net assets |
(11,539,128 | ) | (21,557,368 | ) | ||||
|
|
|
|
|||||
Total liabilities and net assets |
$ | 300,154,228 | $ | 291,584,815 | ||||
|
|
|
|
19
Saratoga Investment Corp. CLO 2013-1, Ltd.
Statements of Operations
(unaudited)
For the three months ended August 31 |
For the six months ended August 31 |
|||||||||||||||
2016 | 2015 | 2016 | 2015 | |||||||||||||
INVESTMENT INCOME |
||||||||||||||||
Interest from investments |
$ | 4,028,665 | $ | 3,638,587 | $ | 7,817,001 | $ | 7,151,174 | ||||||||
Interest from cash and cash equivalents |
1,938 | 215 | 2,709 | 505 | ||||||||||||
Other income |
189,836 | 69,878 | 433,137 | 233,993 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total investment income |
4,220,439 | 3,708,680 | 8,252,847 | 7,385,672 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
EXPENSES |
||||||||||||||||
Interest expense |
3,608,788 | 3,013,007 | 6,889,803 | 5,859,643 | ||||||||||||
Professional fees |
20,944 | 53,177 | 39,426 | 112,399 | ||||||||||||
Miscellaneous fee expense |
14,147 | 5,763 | 22,391 | 10,688 | ||||||||||||
Base management fee |
187,329 | 186,576 | 374,171 | 375,949 | ||||||||||||
Subordinated management fee |
187,329 | 186,576 | 374,171 | 375,949 | ||||||||||||
Trustee expenses |
37,839 | 36,737 | 64,527 | 68,021 | ||||||||||||
Amortization expense |
239,963 | 239,963 | 479,926 | 479,926 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total expenses |
4,296,339 | 3,721,799 | 8,244,415 | 7,282,575 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
NET INVESTMENT INCOME (LOSS) |
(75,900 | ) | (13,119 | ) | 8,432 | 103,097 | ||||||||||
|
|
|
|
|
|
|
|
|||||||||
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS: |
||||||||||||||||
Net realized gain on investments |
165,854 | 89,084 | 221,416 | 131,645 | ||||||||||||
Net unrealized appreciation (depreciation) on investments |
467,724 | (3,624,214 | ) | 9,788,397 | (3,710,046 | ) | ||||||||||
|
|
|
|
|
|
|
|
|||||||||
Net gain (loss) on investments |
633,578 | (3,535,130 | ) | 10,009,813 | (3,578,401 | ) | ||||||||||
|
|
|
|
|
|
|
|
|||||||||
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS |
$ | 557,678 | $ | (3,548,249 | ) | $ | 10,018,245 | $ | (3,475,304 | ) | ||||||
|
|
|
|
|
|
|
|
20
Saratoga Investment Corp. CLO 2013-1 Ltd.
Schedule of Investments
August 31, 2016
(unaudited)
Issuer Name |
Industry |
Asset Name |
Asset Type |
Current Rate |
Maturity Date |
Principal/ Number of Shares |
Cost | Fair Value | ||||||||||||||||||
Education Management II, LLC |
Leisure Goods/Activities/Movies | A-1 Preferred Shares | Equity | 0.00 | % | 6,692 | $ | 669,214 | $ | 1,673 | ||||||||||||||||
Education Management II, LLC |
Leisure Goods/Activities/Movies | A-2 Preferred Shares | Equity | 0.00 | % | 18,975 | 1,897,538 | | ||||||||||||||||||
New Millennium Holdco, Inc. |
Healthcare & Pharmaceuticals | Common Stock | Equity | 0.00 | % | 14,813 | 964,466 | 11,228 | ||||||||||||||||||
24 Hour Holdings III, LLC |
Leisure Goods/Activities/Movies | Term Loan | Loan | 4.75 | % | 5/28/2021 | $ | 490,000 | 486,449 | 475,912 | ||||||||||||||||
ABB Con-Cise Optical Group, LLC |
Healthcare & Pharmaceuticals | Term Loan B | Loan | 6.00 | % | 5/28/2021 | $ | 2,000,000 | 1,987,793 | 2,006,260 | ||||||||||||||||
Acosta Holdco, Inc. |
Media | Term Loan B1 | Loan | 4.25 | % | 9/26/2021 | $ | 1,965,125 | 1,953,132 | 1,910,259 | ||||||||||||||||
Aspen Dental Management, Inc. |
Healthcare & Pharmaceuticals | Term Loan Initial | Loan | 5.50 | % | 4/29/2022 | $ | 1,492,481 | 1,488,165 | 1,502,749 | ||||||||||||||||
Advantage Sales & Marketing, Inc. |
Services: Business | Delayed Draw Term Loan | Loan | 4.25 | % | 7/25/2021 | $ | 2,458,719 | 2,455,834 | 2,438,434 | ||||||||||||||||
Aegis Toxicology Science Corporation |
Healthcare & Pharmaceuticals | Term B Loan | Loan | 5.50 | % | 2/24/2021 | $ | 2,476,183 | 2,336,688 | 2,228,565 | ||||||||||||||||
Agrofresh, Inc. |
Food Services | Term Loan | Loan | 5.75 | % | 7/30/2021 | $ | 1,980,000 | 1,971,495 | 1,950,300 | ||||||||||||||||
Akorn, Inc. |
Healthcare & Pharmaceuticals | Term Loan B | Loan | 5.25 | % | 4/16/2021 | $ | 398,056 | 396,816 | 401,539 | ||||||||||||||||
Albertsons LLC |
Retailers (Except Food and Drugs) | Term Loan B-4 | Loan | 4.50 | % | 8/25/2021 | $ | 2,903,452 | 2,893,319 | 2,915,327 | ||||||||||||||||
Alere Inc. (fka IM US Holdings, LLC) |
Healthcare & Pharmaceuticals | Term Loan B | Loan | 4.25 | % | 6/20/2022 | $ | 922,606 | 920,608 | 911,073 | ||||||||||||||||
Alion Science and Technology Corporation |
High Tech Industries | Term Loan B (First Lien) | Loan | 5.50 | % | 8/19/2021 | $ | 2,970,000 | 2,957,287 | 2,821,500 | ||||||||||||||||
Alliance Healthcare Services, Inc. |
Healthcare & Pharmaceuticals | Term Loan B | Loan | 4.25 | % | 6/3/2019 | $ | 989,713 | 985,285 | 942,701 | ||||||||||||||||
APCO Holdings, Inc. |
Automotive | Term Loan | Loan | 7.00 | % | 1/31/2022 | $ | 1,987,500 | 1,934,566 | 1,937,813 | ||||||||||||||||
American Beacon Advisors, Inc. |
Financial Intermediaries | Term Loan (First Lien) | Loan | 5.50 | % | 4/30/2022 | $ | 242,065 | 241,040 | 239,192 | ||||||||||||||||
Aramark Corporation |
Food Products | U.S. Term F Loan | Loan | 3.25 | % | 2/24/2021 | $ | 3,134,390 | 3,134,390 | 3,143,198 | ||||||||||||||||
Asurion, LLC (fka Asurion Corporation) |
Insurance | Incremental Tranche B-1 Term Loan | Loan | 5.00 | % | 5/24/2019 | $ | 2,583,471 | 2,563,499 | 2,585,487 | ||||||||||||||||
Asurion, LLC (fka Asurion Corporation) |
Insurance | Term Loan B4 (First Lien) | Loan | 5.00 | % | 8/4/2022 | $ | 2,446,875 | 2,436,006 | 2,445,994 | ||||||||||||||||
Auction.com, LLC |
Banking, Finance, Insurance & Real Estate | Term Loan | Loan | 6.00 | % | 5/13/2019 | $ | 2,732,469 | 2,732,115 | 2,725,638 | ||||||||||||||||
Avantor Performance Materials Holdings, Inc. |
Chemicals/Plastics | Term Loan | Loan | 6.00 | % | 6/21/2022 | $ | 2,000,000 | 1,993,354 | 1,996,260 | ||||||||||||||||
Bass Pro Group, LLC |
Retailers (Except Food and Drugs) | Term Loan | Loan | 4.00 | % | 6/5/2020 | $ | 1,481,250 | 1,478,758 | 1,473,222 | ||||||||||||||||
Belmond Interfin Ltd. |
Lodging & Casinos | Term Loan | Loan | 4.00 | % | 3/19/2021 | $ | 488,750 | 487,005 | 484,781 | ||||||||||||||||
BJs Wholesale Club, Inc. |
Food/Drug Retailers | New 2013 (November) Replacement Loan (First Lien) | Loan | 4.50 | % | 9/26/2019 | $ | 1,435,957 | 1,435,270 | 1,434,564 | ||||||||||||||||
BMC Software |
Technology | Term Loan | Loan | 5.00 | % | 9/10/2020 | $ | 1,969,697 | 1,921,390 | 1,874,501 | ||||||||||||||||
Brickman Group Holdings, Inc. |
Brokers/Dealers/Investment Houses | Initial Term Loan (First Lien) | Loan | 4.00 | % | 12/18/2020 | $ | 1,468,699 | 1,457,999 | 1,459,667 | ||||||||||||||||
Brock Holdings III, Inc. |
Industrial Equipment | Term Loan (First Lien) | Loan | 6.00 | % | 3/16/2017 | $ | 1,896,531 | 1,899,778 | 1,844,376 | ||||||||||||||||
BWAY Holding Company |
Leisure Goods/Activities/Movies | Term Loan B | Loan | 5.50 | % | 8/14/2020 | $ | 953,811 | 946,297 | 956,797 | ||||||||||||||||
Camp International Holding Company |
Aerospace and Defense | 2013 Replacement Term Loan (First Lien) | Loan | 4.75 | % | 5/31/2019 | $ | 1,930,151 | 1,930,675 | 1,915,675 | ||||||||||||||||
Candy Intermediate Holdings, Inc. |
Beverage, Food & Tobacco | Term Loan | Loan | 5.50 | % | 6/15/2023 | $ | 500,000 | 497,577 | 499,065 | ||||||||||||||||
Capital Automotive L.P. |
Conglomerate | Tranche B-1 Term Loan Facility | Loan | 4.00 | % | 4/10/2019 | $ | 1,495,079 | 1,497,110 | 1,498,503 | ||||||||||||||||
Catalent Pharma Solutions, Inc |
Drugs | Initial Term B Loan | Loan | 4.25 | % | 5/20/2021 | $ | 490,001 | 488,239 | 492,540 | ||||||||||||||||
Cengage Learning Acquisitions, Inc. |
Publishing | Term Loan | Loan | 5.25 | % | 6/7/2023 | $ | 1,500,000 | 1,485,661 | 1,497,195 | ||||||||||||||||
Charter Communications Operating, LLC |
Cable and Satellite Television | Term F Loan | Loan | 3.00 | % | 12/31/2020 | $ | 1,617,873 | 1,613,777 | 1,618,989 | ||||||||||||||||
CHS/Community Health Systems, Inc. |
Healthcare & Pharmaceuticals | Term G Loan | Loan | 3.75 | % | 12/31/2019 | $ | 1,017,431 | 993,225 | 976,520 | ||||||||||||||||
CHS/Community Health Systems, Inc. |
Healthcare & Pharmaceuticals | Term H Loan | Loan | 4.00 | % | 1/27/2021 | $ | 1,872,045 | 1,824,244 | 1,793,813 | ||||||||||||||||
Cinedigm Digital Funding I, LLC |
Services: Business | Term Loan | Loan | 3.75 | % | 2/28/2018 | $ | 160,337 | 159,733 | 159,536 | ||||||||||||||||
CITGO Petroleum Corporation |
Oil & Gas | Term Loan B | Loan | 4.50 | % | 7/29/2021 | $ | 1,974,924 | 1,954,351 | 1,939,869 | ||||||||||||||||
Communications Sales & Leasing, Inc. |
Telecommunications | Term Loan B (First Lien) | Loan | 5.00 | % | 10/24/2022 | $ | 1,980,000 | 1,969,384 | 1,980,000 | ||||||||||||||||
Consolidated Aerospace Manufacturing, LLC |
Aerospace and Defense | Term Loan (First Lien) | Loan | 4.75 | % | 8/11/2022 | $ | 1,437,500 | 1,430,957 | 1,336,875 | ||||||||||||||||
Concordia Healthcare Corporation |
Healthcare & Pharmaceuticals | Term Loan B | Loan | 5.25 | % | 10/21/2021 | $ | 1,990,000 | 1,892,925 | 1,881,485 | ||||||||||||||||
CPI Acquisition Inc. |
Technology | Term Loan B (First Lien) | Loan | 5.50 | % | 8/17/2022 | $ | 1,436,782 | 1,417,341 | 1,396,667 | ||||||||||||||||
CPI International Acquisition, Inc. (f/k/a Catalyst Holdings, Inc.) |
Electronics/Electric | Term B Loan | Loan | 4.25 | % | 11/17/2017 | $ | 1,556,222 | 1,556,222 | 1,536,769 | ||||||||||||||||
Crosby US Acquisition Corporation |
Industrial Equipment | Initial Term Loan (First Lien) | Loan | 4.00 | % | 11/23/2020 | $ | 731,250 | 730,594 | 597,343 | ||||||||||||||||
CT Technologies Intermediate Hldgs, Inc |
Healthcare & Pharmaceuticals | Term Loan | Loan | 5.25 | % | 12/1/2021 | $ | 1,477,575 | 1,465,276 | 1,448,024 | ||||||||||||||||
Culligan International Company |
Conglomerate | Dollar Loan (First Lien) | Loan | 6.25 | % | 12/19/2017 | $ | 3,767,616 | 3,716,501 | 3,692,264 | ||||||||||||||||
Culligan International Company |
Conglomerate | Dollar Loan (Second Lien) | Loan | 9.50 | % | 6/19/2018 | $ | 783,162 | 759,653 | 752,814 | ||||||||||||||||
Cumulus Media Holdings Inc. |
Broadcast Radio and Television | Term Loan | Loan | 4.25 | % | 12/23/2020 | $ | 470,093 | 467,008 | 326,324 | ||||||||||||||||
DAE Aviation (StandardAero) |
Aerospace and Defense | Term Loan | Loan | 5.25 | % | 7/7/2022 | $ | 1,985,000 | 1,976,439 | 1,990,459 | ||||||||||||||||
DCS Business Services, Inc. |
Financial Intermediaries | Term B Loan | Loan | 8.75 | % | 3/19/2018 | $ | 2,393,304 | 2,383,863 | 2,393,304 | ||||||||||||||||
Dell International, LLC |
Technology | Term Loan B2 | Loan | 4.00 | % | 4/29/2020 | $ | 2,880,793 | 2,869,784 | 2,889,435 | ||||||||||||||||
Delta 2 (Lux) S.a.r.l. |
Lodging & Casinos | Term Loan B-3 | Loan | 4.75 | % | 7/30/2021 | $ | 1,000,000 | 996,178 | 994,250 | ||||||||||||||||
Deluxe Entertainment Service Group, Inc. |
Leisure Goods/Activities/Movies | Term Loan (First Lien) | Loan | 6.50 | % | 2/28/2020 | $ | 1,882,982 | 1,884,133 | 1,835,908 | ||||||||||||||||
Diamond Resorts International |
Lodging & Casinos | Term Loan | Loan | 5.50 | % | 5/7/2021 | $ | 926,971 | 923,536 | 925,210 | ||||||||||||||||
Diamond Resorts International |
Lodging & Casinos | Term Loan (Add-On) | Loan | 5.50 | % | 5/7/2021 | $ | 1,000,000 | 982,323 | 996,250 | ||||||||||||||||
Diebold, Inc. |
High Tech Industries | Term Loan B | Loan | 5.25 | % | 11/6/2023 | $ | 500,000 | 495,193 | 501,875 | ||||||||||||||||
DJO Finance, LLC |
Healthcare & Pharmaceuticals | Term Loan | Loan | 4.25 | % | 6/8/2020 | $ | 495,000 | 493,182 | 477,056 | ||||||||||||||||
DPX Holdings B.V. |
Healthcare & Pharmaceuticals | Term Loan 2015 Incr Dollar | Loan | 4.25 | % | 3/11/2021 | $ | 2,940,000 | 2,934,157 | 2,927,152 | ||||||||||||||||
Drew Marine Group, Inc. |
Chemicals/Plastics | Term Loan (First Lien) | Loan | 4.25 | % | 11/19/2020 | $ | 2,456,135 | 2,432,203 | 2,400,872 | ||||||||||||||||
DTZ U.S. Borrower, LLC |
Construction & Building | Term Loan B Add-on | Loan | 4.25 | % | 11/4/2021 | $ | 1,972,519 | 1,963,587 | 1,962,045 | ||||||||||||||||
Edelman Financial Group, Inc. |
Banking, Finance, Insurance & Real Estate | Term Loan | Loan | 6.50 | % | 12/19/2022 | $ | 1,492,500 | 1,464,947 | 1,495,306 | ||||||||||||||||
Education Management II, LLC |
Leisure Goods/Activities/Movies | Term Loan A | Loan | 5.50 | % | 7/2/2020 | $ | 501,970 | 487,043 | 126,331 | ||||||||||||||||
Education Management II, LLC |
Leisure Goods/Activities/Movies | Term Loan B (2.00% Cash/6.50% PIK) | Loan | 8.50 | % | 7/2/2020 | $ | 923,048 | 900,098 | 38,463 | ||||||||||||||||
Emerald Performance Materials, LLC |
Chemicals/Plastics | Term Loan (First Lien) | Loan | 4.50 | % | 8/1/2021 | $ | 482,159 | 480,366 | 482,964 | ||||||||||||||||
Emerald Performance Materials, LLC |
Chemicals/Plastics | Term Loan (Second Lien) | Loan | 7.75 | % | 8/1/2022 | $ | 500,000 | 497,983 | 489,165 | ||||||||||||||||
Emerald 2 Limited |
Chemicals/Plastics | Term Loan B1A | Loan | 5.00 | % | 5/14/2021 | $ | 1,000,000 | 992,962 | 906,670 | ||||||||||||||||
Endo International plc |
Healthcare & Pharmaceuticals | Term Loan B | Loan | 3.75 | % | 9/26/2022 | $ | 995,000 | 992,780 | 989,090 | ||||||||||||||||
EnergySolutions, LLC |
Environmental Industries | Term Loan B | Loan | 6.75 | % | 5/29/2020 | $ | 795,000 | 784,320 | 787,050 | ||||||||||||||||
Engility Corporation |
Aerospace and Defense | Term Loan B-1 | Loan | 4.88 | % | 8/12/2020 | $ | 250,000 | 248,757 | 251,408 | ||||||||||||||||
Evergreen Acqco 1 LP |
Retailers (Except Food and Drugs) | New Term Loan | Loan | 5.00 | % | 7/9/2019 | $ | 960,094 | 958,777 | 834,321 | ||||||||||||||||
EWT Holdings III Corp. (fka WTG Holdings III Corp.) |
Industrial Equipment | Term Loan (First Lien) | Loan | 4.75 | % | 1/15/2021 | $ | 1,957,368 | 1,953,440 | 1,962,261 | ||||||||||||||||
EWT Holdings III Corp. |
Capital Equipment | Term Loan | Loan | 5.50 | % | 1/15/2021 | $ | 997,500 | 988,228 | 1,002,488 | ||||||||||||||||
Extreme Reach, Inc. |
Media | Term Loan B | Loan | 7.25 | % | 2/7/2020 | $ | 3,000,000 | 2,986,651 | 3,018,750 | ||||||||||||||||
Federal-Mogul Corporation |
Automotive | Tranche C Term Loan | Loan | 4.75 | % | 4/15/2021 | $ | 2,940,000 | 2,929,732 | 2,799,527 | ||||||||||||||||
First Data Corporation |
Financial Intermediaries | First Data T/L Ext (2021) | Loan | 4.52 | % | 3/24/2021 | $ | 2,021,537 | 1,954,630 | 2,030,149 | ||||||||||||||||
First Eagle Investment Management |
Banking, Finance, Insurance & Real Estate | Term Loan | Loan | 4.75 | % | 12/1/2022 | $ | 1,492,500 | 1,465,494 | 1,481,306 | ||||||||||||||||
Fitness International, LLC |
Leisure Goods/Activities/Movies | Term Loan B | Loan | 5.50 | % | 7/1/2020 | $ | 1,934,146 | 1,907,268 | 1,927,376 | ||||||||||||||||
FMG Resources (August 2006) Pty LTD (FMG America Finance, Inc.) |
Nonferrous Metals/Minerals | Loan | Loan | 3.75 | % | 6/28/2019 | $ | 1,490,966 | 1,491,981 | 1,482,109 | ||||||||||||||||
Garda World Security Corporation |
Services: Business | Term B Delayed Draw Loan | Loan | 4.00 | % | 11/6/2020 | $ | 198,102 | 197,448 | 194,883 | ||||||||||||||||
Garda World Security Corporation |
Services: Business | Term B Loan | Loan | 4.00 | % | 11/6/2020 | $ | 774,398 | 771,902 | 761,814 | ||||||||||||||||
Gardner Denver, Inc. |
High Tech Industries | Initial Dollar Term Loan | Loan | 4.25 | % | 7/30/2020 | $ | 2,438,599 | 2,433,122 | 2,312,475 | ||||||||||||||||
Gates Global LLC |
Leisure Goods/Activities/Movies | Term Loan (First Lien) | Loan | 4.25 | % | 7/5/2021 | $ | 484,156 | 479,314 | 476,288 | ||||||||||||||||
General Nutrition Centers, Inc. |
Retailers (Except Food and Drugs) | Amended Tranche B Term Loan | Loan | 3.25 | % | 3/4/2019 | $ | 2,125,219 | 2,120,837 | 2,100,417 | ||||||||||||||||
Global Tel*Link Corporation |
Services: Business | Term Loan (First Lien) | Loan | 5.00 | % | 5/26/2020 | $ | 2,682,732 | 2,675,684 | 2,557,529 | ||||||||||||||||
Goodyear Tire & Rubber Company, The |
Chemicals/Plastics | Loan (Second Lien) | Loan | 3.75 | % | 4/30/2019 | $ | 2,000,000 | 1,976,471 | 2,001,500 | ||||||||||||||||
Grosvenor Capital Management Holdings, LP |
Brokers/Dealers/Investment Houses | Initial Term Loan | Loan | 3.75 | % | 1/4/2021 | $ | 1,014,560 | 1,011,209 | 1,003,572 | ||||||||||||||||
GTCR Valor Companies, Inc. |
Services: Business | Term Loan B | Loan | 7.00 | % | 5/17/2023 | $ | 1,500,000 | 1,440,274 | 1,423,125 | ||||||||||||||||
Harland Clarke Holdings Corp. (fka Clarke American Corp.) |
Publishing | Tranche B-4 Term Loan | Loan | 6.99 | % | 8/2/2019 | $ | 2,468,750 | 2,378,555 | 2,414,758 | ||||||||||||||||
Headwaters Incorporated |
Building & Development | Term Loan | Loan | 4.50 | % | 3/24/2022 | $ | 247,500 | 246,448 | 247,500 | ||||||||||||||||
Help/Systems Holdings, Inc. |
High Tech Industries | Term Loan | Loan | 6.25 | % | 10/8/2021 | $ | 1,492,500 | 1,436,471 | 1,475,709 | ||||||||||||||||
Hemisphere Media Holdings, LLC |
Media | Term Loan B | Loan | 5.00 | % | 7/30/2020 | $ | 2,500,000 | 2,506,310 | 2,493,750 | ||||||||||||||||
Hercules Achievement Holdings, Inc. |
Retailers (Except Food and Drugs) | Term Loan B | Loan | 5.00 | % | 12/10/2021 | $ | 248,111 | 245,876 | 248,731 | ||||||||||||||||
Hoffmaster Group, Inc. |
Containers/Glass Products | Term Loan | Loan | 5.25 | % | 5/8/2020 | $ | 1,960,000 | 1,947,036 | 1,953,885 | ||||||||||||||||
Hostess Brand, LLC |
Beverage, Food & Tobacco | Term Loan B (First Lien) | Loan | 4.50 | % | 8/3/2022 | $ | 992,500 | 990,343 | 997,214 | ||||||||||||||||
Huntsman International LLC |
Chemicals/Plastics | Term Loan B (First Lien) | Loan | 3.52 | % | 4/19/2019 | $ | 3,305,591 | 3,286,001 | 3,308,334 | ||||||||||||||||
Husky Injection Molding Systems Ltd. |
Services: Business | Term Loan B | Loan | 4.25 | % | 6/30/2021 | $ | 488,709 | 486,969 | 486,646 | ||||||||||||||||
Imagine! Print Solutions, Inc. |
Media | Term Loan B | Loan | 7.00 | % | 3/30/2022 | $ | 498,750 | 491,671 | 500,620 | ||||||||||||||||
Infor (US), Inc. (fka Lawson Software Inc.) |
Services: Business | Tranche B-5 Term Loan | Loan | 3.75 | % | 6/3/2020 | $ | 2,139,810 | 2,127,549 | 2,114,667 | ||||||||||||||||
Insight Global |
Services: Business | Term Loan | Loan | 6.00 | % | 10/29/2021 | $ | 2,468,096 | 2,456,476 | 2,471,798 | ||||||||||||||||
Informatica Corporation |
High Tech Industries | Term Loan B | Loan | 4.50 | % | 8/5/2022 | $ | 496,250 | 495,133 | 478,881 | ||||||||||||||||
J. Crew Group, Inc. |
Retailers (Except Food and Drugs) | Term B-1 Loan Retired 03/05/2014 | Loan | 4.00 | % | 3/5/2021 | $ | 950,619 | 950,619 | 749,563 | ||||||||||||||||
Jazz Acquisition, Inc |
Aerospace and Defense | First Lien 6/14 | Loan | 4.50 | % | 6/19/2021 | $ | 490,303 | 489,370 | 442,253 | ||||||||||||||||
J.Jill Group, Inc. |
Retailers (Except Food and Drugs) | Term Loan (First Lien) | Loan | 6.00 | % | 5/9/2022 | $ | 990,003 | 985,698 | 970,203 | ||||||||||||||||
Kinetic Concepts, Inc. |
Healthcare & Pharmaceuticals | Term Loan F-1 | Loan | 5.00 | % | 11/4/2020 | $ | 2,440,214 | 2,432,629 | 2,449,365 | ||||||||||||||||
Koosharem, LLC |
Services: Business | Term Loan | Loan | 7.50 | % | 5/15/2020 | $ | 2,950,075 | 2,930,014 | 2,522,314 | ||||||||||||||||
Kraton Polymers, LLC |
Chemicals/Plastics | Term Loan (Initial) | Loan | 6.00 | % | 1/6/2022 | $ | 2,500,000 | 2,268,983 | 2,501,575 | ||||||||||||||||
Lannett Company, Inc. |
Healthcare & Pharmaceuticals | Term Loan B | Loan | 6.38 | % | 11/25/2022 | $ | 1,950,000 | 1,887,295 | 1,908,563 | ||||||||||||||||
LPL Holdings |
Banking, Finance, Insurance & Real Estate | Term Loan B (2022) | Loan | 4.75 | % | 11/21/2022 | $ | 1,990,000 | 1,971,963 | 2,001,204 | ||||||||||||||||
McGraw-Hill Global Education Holdings, LLC |
Publishing | Term Loan | Loan | 5.00 | % | 5/4/2022 | $ | 1,000,000 | 995,280 | 1,004,380 | ||||||||||||||||
Mauser Holdings, Inc. |
Containers/Glass Products | Term Loan | Loan | 4.50 | % | 7/31/2021 | $ | 491,250 | 489,428 | 489,201 | ||||||||||||||||
Michaels Stores, Inc. |
Retailers (Except Food and Drugs) | Term B Loan | Loan | 3.75 | % | 1/28/2020 | $ | 483,750 | 483,750 | 485,496 | ||||||||||||||||
Michaels Stores, Inc. |
Retailers (Except Food and Drugs) | Term Loan B-2 | Loan | 4.00 | % | 1/28/2020 | $ | 1,205,294 | 1,201,088 | 1,212,610 | ||||||||||||||||
Micro Holding Corporation |
High Tech Industries | Term Loan | Loan | 4.75 | % | 7/8/2021 | $ | 987,411 | 983,240 | 983,708 | ||||||||||||||||
Microsemi Corporation |
Electronics/Electric | Term Loan B | Loan | 3.75 | % | 1/17/2023 | $ | 979,015 | 951,794 | 985,026 | ||||||||||||||||
Midas Intermediate Holdco II, LLC |
Automotive | Term Loan (Initial) | Loan | 4.50 | % | 8/18/2021 | $ | 245,625 | 244,644 | 246,239 | ||||||||||||||||
Milk Specialties Company |
Beverage, Food & Tobacco | Term Loan | Loan | 6.00 | % | 8/16/2023 | $ | 1,000,000 | 990,047 | 1,001,250 | ||||||||||||||||
MSC Software Corporation |
Services: Business | Term Loan | Loan | 5.00 | % | 5/29/2020 | $ | 1,980,000 | 1,937,888 | 1,960,200 | ||||||||||||||||
MWI Holdings, Inc. |
Capital Equipment | Term Loan (First Lien) | Loan | 6.50 | % | 6/29/2020 | $ | 3,000,000 | 2,976,771 | 2,992,500 | ||||||||||||||||
National Veterinary Associates, Inc |
Healthcare & Pharmaceuticals | Term Loan B | Loan | 4.75 | % | 8/14/2021 | $ | 982,534 | 979,601 | 980,893 | ||||||||||||||||
National Vision, Inc. |
Retailers (Except Food and Drugs) | Term Loan (Second Lien) | Loan | 6.75 | % | 3/11/2022 | $ | 250,000 | 249,761 | 232,033 | ||||||||||||||||
Neptune Finco (CSC Holdings) |
Cable and Satellite Television | Term Loan | Loan | 5.00 | % | 10/7/2022 | $ | 997,500 | 984,211 | 1,005,191 | ||||||||||||||||
New Millennium Holdco, Inc. |
Healthcare & Pharmaceuticals | Term Loan | Loan | 7.50 | % | 12/21/2020 | $ | 1,997,007 | 1,822,451 | 948,578 | ||||||||||||||||
NorthStar Asset Management Group, Inc. |
Banking, Finance, Insurance & Real Estate | Term Loan B | Loan | 4.63 | % | 1/30/2023 | $ | 1,995,000 | 1,929,403 | 1,986,681 | ||||||||||||||||
Novelis, Inc. |
Conglomerate | Term Loan B | Loan | 4.00 | % | 6/2/2022 | $ | 4,747,083 | 4,726,799 | 4,755,248 | ||||||||||||||||
Novetta Solutions |
Aerospace and Defense | Term Loan (200MM) | Loan | 6.00 | % | 10/16/2022 | $ | 1,990,000 | 1,971,971 | 1,885,525 | ||||||||||||||||
Novetta Solutions |
Aerospace and Defense | Term Loan (2nd Lien) | Loan | 9.50 | % | 9/29/2023 | $ | 1,000,000 | 990,712 | 920,000 | ||||||||||||||||
NPC International, Inc. |
Food Services | Term Loan (2013) | Loan | 4.75 | % | 12/28/2018 | $ | 477,298 | 477,298 | 477,097 | ||||||||||||||||
Numericable U.S., LLC |
Broadcast Radio and Television | Term Loan B-5 | Loan | 4.56 | % | 7/31/2022 | $ | 992,500 | 990,344 | 992,679 | ||||||||||||||||
NuSil Technology, LLC |
Chemicals/Plastics | Term Loan | Loan | 6.00 | % | 4/5/2019 | $ | 2,782,343 | 2,767,725 | 2,776,556 | ||||||||||||||||
NVA Holdings, Inc. |
Services: Consumer | Term Loan B1 | Loan | 4.75 | % | 8/14/2021 | $ | 249,375 | 248,759 | 249,375 | ||||||||||||||||
Om Group |
Banking, Finance, Insurance & Real Estate | Term Loan | Loan | 7.00 | % | 10/28/2021 | $ | 997,494 | 901,636 | 980,038 | ||||||||||||||||
ON Semiconductor Corporation |
High Tech Industries | Term Loan B | Loan | 5.25 | % | 3/31/2023 | $ | 500,000 | 492,859 | 506,160 | ||||||||||||||||
Onex Carestream Finance LP |
Healthcare & Pharmaceuticals | Term Loan (First Lien 2013) | Loan | 5.00 | % | 6/7/2019 | $ | 3,723,057 | 3,713,318 | 3,534,596 | ||||||||||||||||
OnexYork Acquisition Co |
Healthcare & Pharmaceuticals | Term Loan B | Loan | 4.75 | % | 10/1/2021 | $ | 491,250 | 488,417 | 435,984 | ||||||||||||||||
OpenLink International, LLC |
Services: Business | Term B Loan | Loan | 7.75 | % | 7/29/2019 | $ | 2,929,160 | 2,928,277 | 2,912,083 | ||||||||||||||||
P.F. Changs China Bistro, Inc. (Wok Acquisition Corp.) |
Food/Drug Retailers | Term Borrowing | Loan | 4.25 | % | 6/24/2019 | $ | 1,425,174 | 1,420,371 | 1,389,545 | ||||||||||||||||
P2 Upstream Acquisition Co. (P2 Upstream Canada BC ULC) |
Services: Business | Term Loan (First Lien) | Loan | 5.00 | % | 10/30/2020 | $ | 975,000 | 971,514 | 909,188 | ||||||||||||||||
Petsmart, Inc. (Argos Merger Sub, Inc.) |
Retailers (Except Food and Drugs) | Term Loan B1 | Loan | 4.25 | % | 3/11/2022 | $ | 987,500 | 983,257 | 988,734 | ||||||||||||||||
PGX Holdings, Inc. |
Financial Intermediaries | Term Loan | Loan | 5.75 | % | 9/29/2020 | $ | 949,643 | 942,884 | 946,481 | ||||||||||||||||
Phillips-Medisize Corporation |
Healthcare & Pharmaceuticals | Term Loan | Loan | 4.75 | % | 6/16/2021 | $ | 490,000 | 488,213 | 489,182 | ||||||||||||||||
Planet Fitness Holdings LLC |
Leisure Goods/Activities/Movies | Term Loan | Loan | 4.50 | % | 3/31/2021 | $ | 2,404,597 | 2,396,951 | 2,419,626 | ||||||||||||||||
PrePaid Legal Services, Inc. |
Services: Business | Term Loan B | Loan | 6.50 | % | 7/1/2019 | $ | 3,393,480 | 3,397,685 | 3,389,239 | ||||||||||||||||
Presidio, Inc. |
Services: Business | Term Loan | Loan | 5.25 | % | 2/2/2022 | $ | 2,391,444 | 2,335,704 | 2,384,605 | ||||||||||||||||
Prime Security Services (Protection One) |
Services: Business | Term Loan | Loan | 4.75 | % | 7/1/2021 | $ | 1,990,000 | 1,981,620 | 2,006,915 | ||||||||||||||||
Ranpak Holdings, Inc. |
Services: Business | Term Loan | Loan | 4.25 | % | 10/1/2021 | $ | 933,627 | 931,293 | 920,398 | ||||||||||||||||
Ranpak Holdings, Inc. |
Services: Business | Term Loan (Second Lien) | Loan | 8.25 | % | 10/3/2022 | $ | 500,000 | 497,992 | 460,000 | ||||||||||||||||
Redtop Acquisitions Limited |
Electronics/Electric | Initial Dollar Term Loan (First Lien) | Loan | 4.50 | % | 12/3/2020 | $ | 487,500 | 485,218 | 486,891 | ||||||||||||||||
Regal Cinemas Corporation |
Services: Consumer | Term Loan | Loan | 3.50 | % | 4/1/2022 | $ | 496,250 | 495,132 | 497,987 | ||||||||||||||||
Research Now Group, Inc |
Media | Term Loan B | Loan | 5.50 | % | 3/18/2021 | $ | 2,048,075 | 2,039,131 | 1,986,633 | ||||||||||||||||
Rexnord LLC/RBS Global, Inc. |
Industrial Equipment | Term B Loan | Loan | 4.00 | % | 8/21/2020 | $ | 1,540,540 | 1,541,679 | 1,539,970 | ||||||||||||||||
Reynolds Group Holdings Inc. |
Industrial Equipment | Incremental U.S. Term Loan | Loan | 4.25 | % | 2/6/2023 | $ | 1,765,548 | 1,765,548 | 1,767,208 | ||||||||||||||||
Rocket Software, Inc. |
Services: Business | Term Loan (First Lien) | Loan | 5.75 | % | 2/8/2018 | $ | 1,891,942 | 1,883,013 | 1,894,307 | ||||||||||||||||
Rovi Solutions Corporation / Rovi Guides, Inc. |
Electronics/Electric | Tranche B-3 Term Loan | Loan | 3.75 | % | 7/2/2021 | $ | 1,470,000 | 1,464,686 | 1,460,195 | ||||||||||||||||
Royal Adhesives and Sealants |
Chemicals/Plastics | Term Loan (First Lien) | Loan | 4.50 | % | 6/20/2022 | $ | 495,000 | 492,827 | 496,084 | ||||||||||||||||
Royal Adhesives and Sealants |
Chemicals/Plastics | Term Loan (Second Lien) | Loan | 8.50 | % | 6/19/2023 | $ | 500,000 | 496,533 | 492,500 | ||||||||||||||||
RPI Finance Trust |
Financial Intermediaries | Term B-4 Term Loan | Loan | 3.50 | % | 11/9/2020 | $ | 3,134,220 | 3,134,220 | 3,151,207 | ||||||||||||||||
Russell Investment Management T/L B |
Banking, Finance, Insurance & Real Estate | Term Loan B | Loan | 6.75 | % | 6/1/2023 | $ | 2,000,000 | 1,880,801 | 1,883,340 | ||||||||||||||||
Sable International Finance Ltd |
Telecommunications | Term Loan B1 | Loan | 5.50 | % | 12/2/2022 | $ | 825,000 | 809,076 | 829,472 | ||||||||||||||||
Sable International Finance Ltd |
Telecommunications | Term Loan B2 | Loan | 5.50 | % | 12/2/2022 | $ | 675,000 | 661,971 | 678,659 | ||||||||||||||||
SBP Holdings LP |
Industrial Equipment | Term Loan (First Lien) | Loan | 5.00 | % | 3/27/2021 | $ | 977,500 | 974,042 | 762,450 | ||||||||||||||||
Scientific Games International, Inc. |
Electronics/Electric | Term Loan B2 | Loan | 6.00 | % | 10/1/2021 | $ | 985,000 | 975,913 | 984,320 | ||||||||||||||||
SCS Holdings (Sirius Computer) |
High Tech Industries | Term Loan (First Lien) | Loan | 6.00 | % | 10/30/2022 | $ | 1,977,528 | 1,941,664 | 1,988,246 | ||||||||||||||||
Seadrill Operating LP |
Oil & Gas | Term Loan B | Loan | 4.00 | % | 2/21/2021 | $ | 982,368 | 921,146 | 470,721 | ||||||||||||||||
Sensus USA Inc. |
Utilities | Term Loan | Loan | 6.50 | % | 4/5/2023 | $ | 1,900,135 | 1,894,785 | 1,904,885 | ||||||||||||||||
ServiceMaster Company, The |
Conglomerate | Tranche B Term Loan | Loan | 4.25 | % | 7/1/2021 | $ | 1,965,000 | 1,950,684 | 1,976,790 | ||||||||||||||||
Shearers Foods LLC |
Food Services | Term Loan (First Lien) | Loan | 4.94 | % | 6/30/2021 | $ | 982,500 | 980,621 | 976,359 | ||||||||||||||||
Sitel Worldwide |
Telecommunications | Term Loan | Loan | 6.50 | % | 9/18/2021 | $ | 1,985,000 | 1,967,812 | 1,971,760 | ||||||||||||||||
Sonneborn, LLC |
Chemicals/Plastics | Term Loan (First Lien) | Loan | 4.75 | % | 12/10/2020 | $ | 209,075 | 208,675 | 209,075 | ||||||||||||||||
Sonneborn, LLC |
Chemicals/Plastics | Initial US Term Loan | Loan | 4.75 | % | 12/10/2020 | $ | 1,184,756 | 1,182,493 | 1,184,757 | ||||||||||||||||
Sophia, L.P. |
Electronics/Electric | Term Loan (Closing Date) | Loan | 4.75 | % | 9/30/2022 | $ | 1,985,000 | 1,976,164 | 1,984,166 | ||||||||||||||||
SourceHOV LLC |
Services: Business | Term Loan B (First Lien) | Loan | 7.75 | % | 10/31/2019 | $ | 1,887,500 | 1,848,187 | 1,506,848 | ||||||||||||||||
SRAM, LLC |
Industrial Equipment | Term Loan (First Lien) | Loan | 4.00 | % | 4/10/2020 | $ | 2,833,435 | 2,826,700 | 2,713,014 | ||||||||||||||||
Steak n Shake Operations, Inc. |
Food Services | Term Loan | Loan | 4.75 | % | 3/19/2021 | $ | 928,173 | 921,737 | 914,250 | ||||||||||||||||
SuperMedia Inc. (fka Idearc Inc.) |
Publishing | Loan | Loan | 11.60 | % | 12/30/2016 | $ | 200,478 | 200,451 | 77,812 | ||||||||||||||||
Survey Sampling International |
Services: Business | Term Loan B | Loan | 6.00 | % | 12/16/2020 | $ | 2,735,604 | 2,719,614 | 2,715,087 | ||||||||||||||||
Sybil Finance BV |
High Tech Industries | Term Loan B | Loan | 5.00 | % | 8/3/2022 | $ | 1,000,000 | 995,000 | 1,000,940 | ||||||||||||||||
Sybil Finance BV |
High Tech Industries | Term Loan | Loan | 4.25 | % | 3/20/2020 | $ | 1,239,524 | 1,238,443 | 1,241,073 | ||||||||||||||||
Syniverse Holdings, Inc. |
Telecommunications | Initial Term Loan | Loan | 4.00 | % | 4/23/2019 | $ | 468,977 | 466,513 | 415,927 | ||||||||||||||||
TaxACT, Inc. |
Services: Business | Term Loan B | Loan | 7.00 | % | 1/3/2023 | $ | 1,475,000 | 1,433,967 | 1,482,375 | ||||||||||||||||
Tectum Holdings, Inc. |
Transportation | Delayed Draw Term Loan (Initial) | Loan | 5.75 | % | 8/24/2023 | $ | 780,952 | 770,952 | 779,702 | ||||||||||||||||
Texas Competitive Electric Holdings Company, LLC |
Utilities | Term Loan B | Loan | 5.00 | % | 10/31/2017 | $ | 814,286 | 806,539 | 817,543 | ||||||||||||||||
Texas Competitive Electric Holdings Company, LLC |
Utilities | Term Loan C | Loan | 5.00 | % | 10/31/2017 | $ | 185,714 | 183,948 | 186,528 | ||||||||||||||||
TGI Fridays, Inc. |
Food Services | Term Loan B | Loan | 5.25 | % | 7/15/2020 | $ | 1,651,816 | 1,648,391 | 1,643,557 | ||||||||||||||||
Townsquare Media, Inc. |
Media | Term Loan B | Loan | 4.25 | % | 4/1/2022 | $ | 932,522 | 928,672 | 932,522 | ||||||||||||||||
TPF II Power LLC and TPF II Covert Midco LLC |
Utilities | Term Loan B | Loan | 5.00 | % | 10/2/2021 | $ | 1,423,645 | 1,369,789 | 1,429,581 | ||||||||||||||||
TransDigm, Inc. |
Aerospace and Defense | Tranche C Term Loan | Loan | 3.75 | % | 2/28/2020 | $ | 4,255,246 | 4,265,475 | 4,245,076 | ||||||||||||||||
Travel Leaders Group, LLC |
Hotel, Gaming and Leisure | Term Loan B | Loan | 7.00 | % | 12/7/2020 | $ | 2,667,187 | 2,652,367 | 2,647,183 | ||||||||||||||||
Tricorbraun, Inc. (fka Kranson Industries, Inc.) |
Containers/Glass Products | Term Loan | Loan | 4.00 | % | 5/3/2018 | $ | 2,831,864 | 2,830,158 | 2,826,569 | ||||||||||||||||
Trugreen Limited Partnership |
Services: Business | Term Loan B | Loan | 6.50 | % | 4/13/2023 | $ | 500,000 | 492,927 | 503,125 | ||||||||||||||||
Twin River Management Group, Inc. |
Lodging & Casinos | Term Loan B | Loan | 5.25 | % | 7/10/2020 | $ | 866,521 | 867,991 | 869,233 | ||||||||||||||||
Univar Inc. |
Chemicals/Plastics | Term B Loan | Loan | 4.25 | % | 7/1/2022 | $ | 2,977,500 | 2,964,666 | 2,972,170 | ||||||||||||||||
Univision Communications Inc. |
Telecommunications | Replacement First-Lien Term Loan | Loan | 4.00 | % | 3/1/2020 | $ | 2,901,111 | 2,890,101 | 2,899,806 | ||||||||||||||||
Valeant Pharmaceuticals International, Inc. |
Drugs | Series D2 Term Loan B | Loan | 5.00 | % | 2/13/2019 | $ | 2,468,720 | 2,459,768 | 2,464,598 | ||||||||||||||||
Verint Systems Inc. |
Services: Business | Term Loan | Loan | 3.50 | % | 9/6/2019 | $ | 1,011,464 | 1,009,003 | 1,011,717 | ||||||||||||||||
Vizient Inc. |
Healthcare & Pharmaceuticals | Term Loan | Loan | 6.25 | % | 2/13/2023 | $ | 997,500 | 969,696 | 1,008,103 | ||||||||||||||||
Vouvray US Finance |
Industrial Equipment | Term Loan | Loan | 4.75 | % | 6/27/2021 | $ | 490,000 | 488,186 | 488,368 | ||||||||||||||||
Washington Inventory Service |
Services: Business | U.S. Term Loan (First Lien) | Loan | 5.75 | % | 12/20/2018 | $ | 1,736,393 | 1,747,098 | 1,085,246 | ||||||||||||||||
Western Digital Corporation |
High Tech Industries | Term Loan B (USD) | Loan | 4.50 | % | 5/1/2023 | $ | 1,600,000 | 1,568,172 | 1,608,288 | ||||||||||||||||
Windstream Services, LLC |
Telecommunications | Term Loan B6 | Loan | 5.75 | % | 3/29/2021 | $ | 249,375 | 243,569 | 250,856 | ||||||||||||||||
ZEP, Inc. |
Chemicals/Plastics | Term Loan B | Loan | 5.50 | % | 6/27/2022 | $ | 2,970,000 | 2,957,142 | 2,971,871 | ||||||||||||||||
|
|
|
|
|||||||||||||||||||||||
$ | 299,967,726 | $ | 290,957,156 | |||||||||||||||||||||||
|
|
|
|
|||||||||||||||||||||||
Principal | Cost | Fair Value | ||||||||||||||||||||||||
Cash and cash equivalents |
||||||||||||||||||||||||||
U.S. Bank Money Market (a) |
$ | 5,172,517 | $ | 5,172,517 | $ | 5,172,517 | ||||||||||||||||||||
|
|
|
|
|
|
|||||||||||||||||||||
Total cash and cash equivalents |
$ | 5,172,517 | $ | 5,172,517 | $ | 5,172,517 | ||||||||||||||||||||
|
|
|
|
|
|
(a) | Included within cash and cash equivalents in Saratoga CLOs Statements of Assets and Liabilities as of August 31, 2016. |
21
Saratoga Investment Corp. CLO 2013-1 Ltd.
Schedule of Investments
February 29, 2016
Issuer Name |
Industry |
Asset Name |
Asset Type |
Current Rate |
Maturity Date |
Principal / Number of Shares |
Cost | Fair Value | ||||||||||||||||||
Education Management II, LLC |
Leisure Goods/Activities/Movies | A-1 Preferred Shares | Equity | 0.00 | % | 6,692 | $ | 669,214 | $ | 1,673 | ||||||||||||||||
Education Management II, LLC |
Leisure Goods/Activities/Movies | A-2 Preferred Shares | Equity | 0.00 | % | 18,975 | 1,897,538 | 95 | ||||||||||||||||||
New Millennium Holdco, Inc. |
Healthcare & Pharmaceuticals | Common Stock | Equity | 0.00 | % | 14,813 | 964,466 | 190,095 | ||||||||||||||||||
24 Hour Holdings III, LLC |
Leisure Goods/Activities/Movies | Term Loan | Loan | 4.75 | % | 5/28/2021 | $ | 492,500 | 488,586 | 455,154 | ||||||||||||||||
Acosta Holdco, Inc. |
Media | Term Loan B1 | Loan | 4.25 | % | 9/26/2021 | $ | 1,972,936 | 1,959,834 | 1,855,389 | ||||||||||||||||
Aspen Dental Management, Inc. |
Healthcare & Pharmaceuticals | Term Loan Initial | Loan | 5.50 | % | 4/29/2022 | $ | 497,500 | 495,228 | 495,221 | ||||||||||||||||
Advantage Sales & Marketing, Inc. |
Services: Business | Delayed Draw Term Loan | Loan | 4.25 | % | 7/25/2021 | $ | 2,471,231 | 2,468,039 | 2,342,826 | ||||||||||||||||
Agrofresh, Inc. |
Food Services | Term Loan | Loan | 5.75 | % | 7/30/2021 | $ | 1,990,000 | 1,980,704 | 1,935,275 | ||||||||||||||||
Aegis Toxicology Science Corporation |
Healthcare & Pharmaceuticals | Term B Loan | Loan | 5.50 | % | 2/24/2021 | $ | 985,000 | 985,000 | 797,850 | ||||||||||||||||
Akorn, Inc. |
Healthcare & Pharmaceuticals | Term Loan B | Loan | 6.00 | % | 4/16/2021 | $ | 398,056 | 396,681 | 396,066 | ||||||||||||||||
Albertsons LLC |
Retailers (Except Food and Drugs) | Term Loan B-4 | Loan | 5.50 | % | 8/25/2021 | $ | 3,384,425 | 3,367,410 | 3,302,623 | ||||||||||||||||
Alere Inc. (fka IM US Holdings, LLC) |
Healthcare & Pharmaceuticals | Term Loan B | Loan | 4.25 | % | 6/20/2022 | $ | 927,265 | 925,091 | 925,365 | ||||||||||||||||
Alion Science and Technology Corporation |
High Tech Industries | Term Loan B (First Lien) | Loan | 5.50 | % | 8/19/2021 | $ | 2,985,000 | 2,971,074 | 2,824,555 | ||||||||||||||||
Alliance Healthcare Services, Inc. |
Healthcare & Pharmaceuticals | Term Loan B | Loan | 4.25 | % | 6/3/2019 | $ | 994,856 | 990,161 | 906,981 | ||||||||||||||||
Alliant Holdings I, LLC |
Banking, Finance, Insurance & Real Estate | Term Loan B (First Lien) | Loan | 4.50 | % | 8/12/2022 | $ | 995,000 | 992,679 | 960,921 | ||||||||||||||||
Alvogen Pharma US, Inc |
Healthcare & Pharmaceuticals | Term Loan | Loan | 6.00 | % | 4/4/2022 | $ | 480,447 | 478,240 | 456,425 | ||||||||||||||||
American Beacon Advisors, Inc. |
Financial Intermediaries | Term Loan (First Lien) | Loan | 5.50 | % | 4/30/2022 | $ | 248,749 | 247,612 | 244,190 | ||||||||||||||||
Aramark Corporation |
Food Products | LC-2 Facility | Loan | 0.29 | % | 7/26/2016 | $ | 9,447 | 9,445 | 9,305 | ||||||||||||||||
Aramark Corporation |
Food Products | LC-3 Facility | Loan | 0.29 | % | 7/26/2016 | $ | 5,244 | 5,244 | 5,166 | ||||||||||||||||
Aramark Corporation |
Food Products | U.S. Term F Loan | Loan | 3.25 | % | 2/24/2021 | $ | 3,150,423 | 3,150,423 | 3,126,133 | ||||||||||||||||
Asurion, LLC (fka Asurion Corporation) |
Insurance | Incremental Tranche B-1 Term Loan | Loan | 5.00 | % | 5/24/2019 | $ | 2,596,480 | 2,573,245 | 2,441,237 | ||||||||||||||||
Asurion, LLC (fka Asurion Corporation) |
Insurance | Term Loan B4 (First Lien) | Loan | 5.00 | % | 8/4/2022 | $ | 2,478,125 | 2,466,303 | 2,270,582 | ||||||||||||||||
Auction.com, LLC |
Banking, Finance, Insurance & Real Estate | Term Loan | Loan | 6.00 | % | 5/13/2019 | $ | 2,522,992 | 2,522,722 | 2,491,455 | ||||||||||||||||
Avantor Performance Materials Holdings, Inc. |
Chemicals/Plastics | Term Loan | Loan | 5.25 | % | 6/24/2017 | $ | 2,156,953 | 2,153,896 | 2,135,384 | ||||||||||||||||
Bass Pro Group, LLC |
Retailers (Except Food and Drugs) | Term Loan | Loan | 4.00 | % | 6/5/2020 | $ | 1,488,750 | 1,485,895 | 1,397,564 | ||||||||||||||||
Belmond Interfin Ltd. |
Lodging & Casinos | Term Loan | Loan | 4.00 | % | 3/19/2021 | $ | 491,249 | 489,361 | 477,127 | ||||||||||||||||
Berry Plastics Corporation |
Chemicals/Plastics | Term E Loan | Loan | 3.75 | % | 1/6/2021 | $ | 1,314,499 | 1,305,069 | 1,291,903 | ||||||||||||||||
BJs Wholesale Club, Inc. |
Food/Drug Retailers | New 2013 (November) Replacement Loan (First Lien) | Loan | 4.50 | % | 9/26/2019 | $ | 1,476,196 | 1,475,409 | 1,401,161 | ||||||||||||||||
Blue Coat Systems |
Technology | Term Loan B | Loan | 4.50 | % | 5/20/2022 | $ | 997,500 | 995,159 | 945,131 | ||||||||||||||||
BMC Software |
Technology | Term Loan | Loan | 5.00 | % | 9/10/2020 | $ | 1,979,798 | 1,926,080 | 1,571,821 | ||||||||||||||||
Brickman Group Holdings, Inc. |
Brokers/Dealers/Investment Houses | Initial Term Loan (First Lien) | Loan | 4.00 | % | 12/18/2020 | $ | 1,476,212 | 1,464,327 | 1,426,390 | ||||||||||||||||
Brock Holdings III, Inc. |
Industrial Equipment | Term Loan (First Lien) | Loan | 6.00 | % | 3/16/2017 | $ | 1,917,168 | 1,924,101 | 1,802,138 | ||||||||||||||||
Burlington Coat Factory Warehouse Corporation |
Retailers (Except Food and Drugs) | Term B-2 Loan | Loan | 4.25 | % | 8/13/2021 | $ | 1,861,667 | 1,853,426 | 1,845,843 | ||||||||||||||||
BWAY Holding Company |
Leisure Goods/Activities/Movies | Term Loan B | Loan | 5.50 | % | 8/14/2020 | $ | 985,000 | 976,335 | 930,826 | ||||||||||||||||
Caesars Entertainment Corp. |
Lodging & Casinos | Term B-7 Loan | Loan | 13.25 | % | 3/1/2017 | $ | 995,000 | 991,037 | 814,656 | ||||||||||||||||
Camp International Holding Company |
Aerospace and Defense | 2013 Replacement Term Loan (First Lien) | Loan | 4.75 | % | 5/31/2019 | $ | 1,940,113 | 1,940,984 | 1,806,730 | ||||||||||||||||
Capital Automotive L.P. |
Conglomerate | Tranche B-1 Term Loan Facility | Loan | 4.00 | % | 4/10/2019 | $ | 2,051,828 | 2,055,060 | 2,044,564 | ||||||||||||||||
Catalent Pharma Solutions, Inc |
Drugs | Initial Term B Loan | Loan | 4.25 | % | 5/20/2021 | $ | 492,501 | 490,549 | 487,271 | ||||||||||||||||
Cengage Learning Acquisitions, Inc. |
Publishing | Term Loan | Loan | 7.00 | % | 3/31/2020 | $ | 2,647,871 | 2,670,807 | 2,539,758 | ||||||||||||||||
Charter Communications Operating, LLC |
Cable and Satellite Television | Term F Loan | Loan | 3.00 | % | 12/31/2020 | $ | 2,628,783 | 2,621,343 | 2,566,823 | ||||||||||||||||
CHS/Community Health Systems, Inc. |
Healthcare & Pharmaceuticals | Term G Loan | Loan | 3.75 | % | 12/31/2019 | $ | 1,022,569 | 994,876 | 974,212 | ||||||||||||||||
CHS/Community Health Systems, Inc. |
Healthcare & Pharmaceuticals | Term H Loan | Loan | 4.00 | % | 1/27/2021 | $ | 1,881,500 | 1,828,566 | 1,785,920 | ||||||||||||||||
Cinedigm Digital Funding I, LLC |
Services: Business | Term Loan | Loan | 3.75 | % | 2/28/2018 | $ | 298,828 | 297,362 | 295,840 | ||||||||||||||||
CITGO Petroleum Corporation |
Oil & Gas | Term Loan B | Loan | 4.50 | % | 7/29/2021 | $ | 1,984,975 | 1,962,423 | 1,865,876 | ||||||||||||||||
Communications Sales & Leasing, Inc. |
Telecommunications | Term Loan B (First Lien) | Loan | 5.00 | % | 10/24/2022 | $ | 1,990,000 | 1,978,594 | 1,847,596 | ||||||||||||||||
CommScope, Inc. |
Telecommunications | Term Loan B | Loan | 3.75 | % | 12/29/2022 | $ | 498,750 | 497,568 | 494,176 | ||||||||||||||||
Consolidated Aerospace Manufacturing, LLC |
Aerospace and Defense | Term Loan (First Lien) | Loan | 4.75 | % | 8/11/2022 | $ | 1,437,500 | 1,430,556 | 1,329,688 | ||||||||||||||||
Concordia Healthcare Corp |
Healthcare & Pharmaceuticals | Term Loan B | Loan | 5.25 | % | 10/21/2021 | $ | 2,000,000 | 1,894,483 | 1,920,000 | ||||||||||||||||
CPI Acquisition Inc. |
Technology | Term Loan B (First Lien) | Loan | 5.50 | % | 8/17/2022 | $ | 1,436,782 | 1,415,977 | 1,396,667 | ||||||||||||||||
CPI International Acquisition, Inc. (f/k/a Catalyst Holdings, Inc.) |
Electronics/Electric | Term B Loan | Loan | 4.25 | % | 11/17/2017 | $ | 1,564,182 | 1,564,182 | 1,501,615 | ||||||||||||||||
Crosby US Acquisition Corp. |
Industrial Equipment | Initial Term Loan (First Lien) | Loan | 4.00 | % | 11/23/2020 | $ | 735,000 | 734,245 | 536,550 | ||||||||||||||||
CT Technologies Intermediate Hldgs, Inc |
Healthcare & Pharmaceuticals | Term Loan | Loan | 5.25 | % | 12/1/2021 | $ | 1,485,038 | 1,471,665 | 1,433,061 | ||||||||||||||||
Culligan International Company |
Conglomerate | Dollar Loan (First Lien) | Loan | 6.25 | % | 12/19/2017 | $ | 771,625 | 742,910 | 721,469 | ||||||||||||||||
Culligan International Company |
Conglomerate | Dollar Loan (Second Lien) | Loan | 9.50 | % | 6/19/2018 | $ | 783,162 | 754,065 | 734,214 | ||||||||||||||||
Cumulus Media Holdings Inc. |
Broadcast Radio and Television | Term Loan | Loan | 4.25 | % | 12/23/2020 | $ | 470,093 | 466,690 | 304,973 | ||||||||||||||||
DAE Aviation (StandardAero) |
Aerospace and Defense | Term Loan | Loan | 5.25 | % | 7/7/2022 | $ | 1,995,000 | 1,985,759 | 1,970,063 | ||||||||||||||||
DCS Business Services, Inc. |
Financial Intermediaries | Term B Loan | Loan | 8.75 | % | 3/19/2018 | $ | 2,409,739 | 2,397,948 | 2,409,739 | ||||||||||||||||
Dell International LLC |
Technology | Term Loan B2 | Loan | 4.00 | % | 4/29/2020 | $ | 2,904,989 | 2,892,348 | 2,889,854 | ||||||||||||||||
Delta 2 (Lux) S.a.r.l. |
Lodging & Casinos | Term Loan B-3 | Loan | 4.75 | % | 7/30/2021 | $ | 1,000,000 | 995,870 | 925,000 | ||||||||||||||||
Deluxe Entertainment Service Group, Inc. |
Leisure Goods/Activities/Movies | Term Loan (First Lien) | Loan | 6.50 | % | 2/28/2020 | $ | 1,882,983 | 1,884,279 | 1,751,174 | ||||||||||||||||
Diamond Resorts International |
Lodging & Casinos | Term Loan | Loan | 5.50 | % | 5/7/2021 | $ | 926,971 | 923,222 | 897,614 | ||||||||||||||||
Diamond Resorts International |
Lodging & Casinos | Term Loan (Add-On) | Loan | 5.50 | % | 5/7/2021 | $ | 1,000,000 | 980,687 | 968,330 | ||||||||||||||||
DJO Finance, LLC |
Healthcare & Pharmaceuticals | Term Loan | Loan | 4.25 | % | 6/8/2020 | $ | 497,500 | 495,435 | 478,222 | ||||||||||||||||
DPX Holdings B.V. |
Healthcare & Pharmaceuticals | Term Loan 2015 Incr Dollar | Loan | 4.25 | % | 3/11/2021 | $ | 2,955,000 | 2,948,456 | 2,799,863 | ||||||||||||||||
Drew Marine Group, Inc. |
Chemicals/Plastics | Term Loan (First Lien) | Loan | 4.25 | % | 11/19/2020 | $ | 2,472,161 | 2,445,601 | 2,299,110 | ||||||||||||||||
DTZ U.S. Borrower, LLC |
Construction & Building | Term Loan B Add-on | Loan | 4.25 | % | 11/4/2021 | $ | 2,985,000 | 2,970,317 | 2,869,331 | ||||||||||||||||
Edelman Financial Group, Inc. |
Banking, Finance, Insurance & Real Estate | Term Loan | Loan | 6.50 | % | 12/19/2022 | $ | 1,500,000 | 1,470,617 | 1,459,695 | ||||||||||||||||
Education Management II, LLC |
Leisure Goods/Activities/Movies | Term Loan A | Loan | 5.50 | % | 7/2/2020 | $ | 501,970 | 485,313 | 160,630 | ||||||||||||||||
Education Management II, LLC |
Leisure Goods/Activities/Movies | Term Loan B (2.00% Cash/6.50% PIK) | Loan | 8.50 | % | 7/2/2020 | $ | 893,447 | 867,647 | 56,582 | ||||||||||||||||
Emerald Performance Materials, LLC |
Chemicals/Plastics | Term Loan (First Lien) | Loan | 4.50 | % | 8/1/2021 | $ | 484,659 | 482,690 | 473,148 | ||||||||||||||||
Emerald Performance Materials, LLC |
Chemicals/Plastics | Term Loan (Second Lien) | Loan | 7.75 | % | 8/1/2022 | $ | 500,000 | 497,844 | 468,750 | ||||||||||||||||
Emerald 2 Limited |
Chemicals/Plastics | Term Loan B1A | Loan | 5.00 | % | 5/14/2021 | $ | 1,000,000 | 991,762 | 866,670 | ||||||||||||||||
Endo International plc |
Healthcare & Pharmaceuticals | Term Loan B | Loan | 3.75 | % | 9/26/2022 | $ | 1,000,000 | 997,602 | 987,780 | ||||||||||||||||
EnergySolutions, LLC |
Environmental Industries | Term Loan B | Loan | 6.75 | % | 5/29/2020 | $ | 937,857 | 923,660 | 731,528 | ||||||||||||||||
Evergreen Acqco 1 LP |
Retailers (Except Food and Drugs) | New Term Loan | Loan | 5.00 | % | 7/9/2019 | $ | 965,081 | 963,406 | 719,951 | ||||||||||||||||
EWT Holdings III Corp. (fka WTG Holdings III Corp.) |
Industrial Equipment | Term Loan (First Lien) | Loan | 4.75 | % | 1/15/2021 | $ | 1,967,406 | 1,962,950 | 1,908,383 | ||||||||||||||||
Federal-Mogul Corporation |
Automotive | Tranche C Term Loan | Loan | 4.75 | % | 4/15/2021 | $ | 2,955,000 | 2,943,580 | 2,345,530 | ||||||||||||||||
First Data Corporation |
Financial Intermediaries | First Data Corp T/L (2018 New Dollar) | Loan | 3.93 | % | 3/23/2018 | $ | 2,790,451 | 2,748,229 | 2,752,780 | ||||||||||||||||
First Data Corporation |
Financial Intermediaries | First Data T/L Ext (2021) | Loan | 4.43 | % | 3/24/2021 | $ | 2,111,028 | 2,034,284 | 2,077,779 | ||||||||||||||||
First Eagle Investment Management |
Banking, Finance, Insurance & Real Estate | Term Loan | Loan | 4.75 | % | 12/1/2022 | $ | 1,500,000 | 1,470,946 | 1,412,504 | ||||||||||||||||
Fitness International, LLC |
Leisure Goods/Activities/Movies | Term Loan B | Loan | 5.50 | % | 7/1/2020 | $ | 1,976,234 | 1,945,935 | 1,850,249 | ||||||||||||||||
FMG Resources (August 2006) Pty LTD (FMG America Finance, Inc.) |
Nonferrous Metals/Minerals | Loan | Loan | 4.25 | % | 6/28/2019 | $ | 1,962,387 | 1,962,515 | 1,504,738 | ||||||||||||||||
Garda World Security Corporation |
Services: Business | Term B Delayed Draw Loan | Loan | 4.00 | % | 11/6/2020 | $ | 199,120 | 198,391 | 187,344 | ||||||||||||||||
Garda World Security Corporation |
Services: Business | Term B Loan | Loan | 4.00 | % | 11/6/2020 | $ | 778,380 | 775,586 | 732,346 | ||||||||||||||||
Gardner Denver, Inc. |
High Tech Industries | Initial Dollar Term Loan | Loan | 4.25 | % | 7/30/2020 | $ | 2,451,137 | 2,445,005 | 2,016,452 | ||||||||||||||||
Gates Global LLC |
Leisure Goods/Activities/Movies | Term Loan (First Lien) | Loan | 4.25 | % | 7/5/2021 | $ | 493,750 | 488,813 | 433,883 | ||||||||||||||||
Generac Power Systems, Inc. |
Industrial Equipment | Term Loan B | Loan | 3.50 | % | 5/31/2020 | $ | 693,858 | 684,537 | 676,511 | ||||||||||||||||
General Nutrition Centers, Inc. |
Retailers (Except Food and Drugs) | Amended Tranche B Term Loan | Loan | 3.25 | % | 3/4/2019 | $ | 4,131,271 | 4,121,165 | 4,012,497 | ||||||||||||||||
Global Tel*Link Corporation |
Services: Business | Term Loan (First Lien) | Loan | 5.00 | % | 5/26/2020 | $ | 2,725,318 | 2,717,647 | 2,237,023 | ||||||||||||||||
Goodyear Tire & Rubber Company, The |
Chemicals/Plastics | Loan (Second Lien) | Loan | 3.75 | % | 4/30/2019 | $ | 2,000,000 | 1,974,077 | 2,005,000 | ||||||||||||||||
Grosvenor Capital Management Holdings, LP |
Brokers/Dealers/Investment Houses | Initial Term Loan | Loan | 3.75 | % | 1/4/2021 | $ | 1,264,036 | 1,259,418 | 1,191,354 | ||||||||||||||||
GTCR Valor Companies, Inc. |
Services: Business | Term Loan (First Lien) | Loan | 6.00 | % | 6/1/2021 | $ | 1,974,982 | 1,941,456 | 1,959,340 | ||||||||||||||||
Harland Clarke Holdings Corp. (fka Clarke American Corp.) |
Publishing | Tranche B-4 Term Loan | Loan | 6.00 | % | 8/2/2019 | $ | 475,000 | 473,378 | 421,561 | ||||||||||||||||
HCA Inc. |
Healthcare & Pharmaceuticals | Tranche B-4 Term Loan | Loan | 3.36 | % | 5/1/2018 | $ | 2,119,664 | 2,053,127 | 2,116,294 | ||||||||||||||||
Headwaters Incorporated |
Building & Development | Term Loan | Loan | 4.50 | % | 3/24/2022 | $ | 248,750 | 247,628 | 248,285 | ||||||||||||||||
Hercules Achievement Holdings, Inc. |
Retailers (Except Food and Drugs) | Term Loan B | Loan | 5.00 | % | 12/10/2021 | $ | 249,370 | 246,940 | 244,929 | ||||||||||||||||
Hertz Corporation, The |
Automotive | Tranche B-1 Term Loan | Loan | 3.75 | % | 3/12/2018 | $ | 2,910,000 | 2,933,230 | 2,879,998 | ||||||||||||||||
Hoffmaster Group, Inc. |
Containers/Glass Products | Term Loan | Loan | 5.25 | % | 5/8/2020 | $ | 1,970,000 | 1,955,325 | 1,915,825 | ||||||||||||||||
Hostess Brand, LLC |
Beverage, Food & Tobacco | Term Loan B (First Lien) | Loan | 4.50 | % | 8/3/2022 | $ | 997,500 | 995,241 | 983,784 | ||||||||||||||||
Huntsman International LLC |
Chemicals/Plastics | Term Loan B (First Lien) | Loan | 3.52 | % | 4/19/2019 | $ | 3,840,541 | 3,814,577 | 3,727,245 | ||||||||||||||||
Husky Injection Molding Systems Ltd. |
Services: Business | Term Loan B | Loan | 4.25 | % | 6/30/2021 | $ | 491,196 | 489,277 | 465,757 | ||||||||||||||||
Infor (US), Inc. (fka Lawson Software Inc.) |
Services: Business | Tranche B-5 Term Loan | Loan | 3.75 | % | 6/3/2020 | $ | 2,188,296 | 2,174,333 | 2,015,049 | ||||||||||||||||
Insight Global |
Services: Business | Term Loan | Loan | 6.00 | % | 10/29/2021 | $ | 1,979,592 | 1,971,967 | 1,961,439 | ||||||||||||||||
Informatica Corporation |
High Tech Industries | Term Loan B | Loan | 4.50 | % | 8/5/2022 | $ | 498,750 | 497,554 | 468,411 | ||||||||||||||||
J. Crew Group, Inc. |
Retailers (Except Food and Drugs) | Term B-1 Loan Retired 03/05/2014 | Loan | 4.00 | % | 3/5/2021 | $ | 955,481 | 955,481 | 639,379 | ||||||||||||||||
Jazz Acquisition, Inc |
Aerospace and Defense | First Lien 6/14 | Loan | 4.50 | % | 6/19/2021 | $ | 492,727 | 491,745 | 434,832 | ||||||||||||||||
J.Jill Group, Inc. |
Retailers (Except Food and Drugs) | Term Loan (First Lien) | Loan | 6.00 | % | 5/9/2022 | $ | 995,000 | 990,362 | 925,350 | ||||||||||||||||
Kinetic Concepts, Inc. |
Healthcare & Pharmaceuticals | Dollar Term D-1 Loan | Loan | 4.50 | % | 5/4/2018 | $ | 2,452,586 | 2,436,004 | 2,392,645 | ||||||||||||||||
Koosharem, LLC |
Services: Business | Term Loan | Loan | 7.50 | % | 5/15/2020 | $ | 2,965,050 | 2,942,458 | 2,683,370 | ||||||||||||||||
Kraton Polymers, LLC |
Chemicals/Plastics | Term Loan (Initial) | Loan | 6.00 | % | 1/6/2022 | $ | 2,500,000 | 2,252,500 | 2,250,000 | ||||||||||||||||
LPL Holdings |
Banking, Finance, Insurance & Real Estate | Term Loan B (2022) | Loan | 4.75 | % | 11/21/2022 | $ | 2,000,000 | 1,980,543 | 1,900,000 | ||||||||||||||||
Mauser Holdings, Inc. |
Containers/Glass Products | Term Loan | Loan | 4.50 | % | 7/31/2021 | $ | 493,750 | 491,750 | 475,234 | ||||||||||||||||
Michaels Stores, Inc. |
Retailers (Except Food and Drugs) | Term B Loan | Loan | 3.75 | % | 1/28/2020 | $ | 486,250 | 486,250 | 479,792 | ||||||||||||||||
Michaels Stores, Inc. |
Retailers (Except Food and Drugs) | Term Loan B-2 | Loan | 4.00 | % | 1/28/2020 | $ | 1,212,794 | 1,208,220 | 1,201,042 | ||||||||||||||||
Micro Holding Corp. |
High Tech Industries | Term Loan | Loan | 4.75 | % | 7/8/2021 | $ | 992,447 | 987,851 | 950,268 | ||||||||||||||||
Microsemi Corporation |
Electronics/Electric | Term Loan B | Loan | 5.25 | % | 1/15/2023 | $ | 2,183,824 | 2,119,162 | 2,180,177 | ||||||||||||||||
Midas Intermediate Holdco II, LLC |
Automotive | Term Loan (Initial) | Loan | 4.50 | % | 8/18/2021 | $ | 246,875 | 245,802 | 244,098 | ||||||||||||||||
MPH Acquisition Holdings, LLC |
Healthcare & Pharmaceuticals | Term Loan | Loan | 3.75 | % | 3/31/2021 | $ | 376,136 | 375,400 | 366,500 | ||||||||||||||||
MSC Software Corporation |
Services: Business | Term Loan | Loan | 5.00 | % | 5/29/2020 | $ | 985,000 | 977,601 | 886,500 | ||||||||||||||||
National Veterinary Associates, Inc |
Healthcare & Pharmaceuticals | Term Loan B | Loan | 4.75 | % | 8/14/2021 | $ | 987,526 | 984,296 | 959,549 | ||||||||||||||||
National Vision, Inc. |
Retailers (Except Food and Drugs) | Term Loan (Second Lien) | Loan | 6.75 | % | 3/11/2022 | $ | 250,000 | 249,729 | 218,750 | ||||||||||||||||
Neptune Finco (CSC Holdings) |
Cable and Satellite Television | Term Loan | Loan | 5.00 | % | 10/7/2022 | $ | 1,000,000 | 985,784 | 989,750 | ||||||||||||||||
New Millennium Holdco |
Healthcare & Pharmaceuticals | Term Loan | Loan | 7.50 | % | 12/21/2020 | $ | 2,007,042 | 1,811,375 | 1,822,655 | ||||||||||||||||
Nortek, Inc. |
Electronics/Electric | Term Loan B | Loan | 3.50 | % | 10/30/2020 | $ | 985,022 | 974,747 | 939,464 | ||||||||||||||||
NorthStar Asset Management Group Inc. |
Banking, Finance, Insurance & Real Estate | Term Loan B | Loan | 4.63 | % | 1/30/2023 | $ | 2,000,000 | 1,930,000 | 1,950,000 | ||||||||||||||||
Novelis, Inc. |
Conglomerate | Term Loan B | Loan | 4.00 | % | 6/2/2022 | $ | 4,771,058 | 4,749,389 | 4,440,090 | ||||||||||||||||
Novetta Solutions |
Aerospace and Defense | Term Loan (200MM) | Loan | 6.00 | % | 10/16/2022 | $ | 2,000,000 | 1,980,636 | 1,940,000 | ||||||||||||||||
Novetta Solutions |
Aerospace and Defense | Term Loan (2nd Lien) | Loan | 9.50 | % | 9/29/2023 | $ | 1,000,000 | 990,269 | 950,000 | ||||||||||||||||
NPC International, Inc. |
Food Services | Term Loan (2013) | Loan | 4.75 | % | 12/28/2018 | $ | 481,250 | 481,250 | 472,829 | ||||||||||||||||
NRG Energy, Inc. |
Utilities | Term Loan (2013) | Loan | 2.75 | % | 7/2/2018 | $ | 3,821,925 | 3,808,282 | 3,751,449 | ||||||||||||||||
Numericable |
Broadcast Radio and Television | Term Loan B-5 | Loan | 4.56 | % | 7/31/2022 | $ | 997,500 | 995,164 | 953,171 | ||||||||||||||||
NuSil Technology LLC. |
Chemicals/Plastics | Term Loan | Loan | 5.25 | % | 4/7/2017 | $ | 789,045 | 789,045 | 774,645 | ||||||||||||||||
Onex Carestream Finance LP |
Healthcare & Pharmaceuticals | Term Loan (First Lien 2013) | Loan | 5.00 | % | 6/7/2019 | $ | 3,832,558 | 3,821,232 | 3,244,912 | ||||||||||||||||
OnexYork Acquisition Co |
Healthcare & Pharmaceuticals | Term Loan B | Loan | 4.75 | % | 10/1/2021 | $ | 493,749 | 490,644 | 459,435 | ||||||||||||||||
OpenLink International, LLC |
Services: Business | Term B Loan | Loan | 6.25 | % | 10/30/2017 | $ | 2,944,496 | 2,943,282 | 2,811,994 | ||||||||||||||||
P.F. Changs China Bistro, Inc. (Wok Acquisition Corp.) |
Food/Drug Retailers | Term Borrowing | Loan | 4.25 | % | 6/24/2019 | $ | 1,432,750 | 1,427,110 | 1,336,039 | ||||||||||||||||
P2 Upstream Acquisition Co. (P2 Upstream Canada BC ULC) |
Services: Business | Term Loan (First Lien) | Loan | 5.00 | % | 10/30/2020 | $ | 980,000 | 976,133 | 774,200 | ||||||||||||||||
Penn Products Terminal, LLC |
Chemicals/Plastics | Term Loan B | Loan | 4.75 | % | 4/13/2022 | $ | 248,125 | 246,994 | 218,350 | ||||||||||||||||
PetCo Animal Supplies Stores, Inc. |
Retailers (Except Food and Drugs) | Term Loan B-1 | Loan | 5.75 | % | 1/15/2023 | $ | 1,000,000 | 980,217 | 978,590 | ||||||||||||||||
PetCo Animal Supplies Stores, Inc. |
Retailers (Except Food and Drugs) | Term Loan B-2 | Loan | 5.62 | % | 1/15/2023 | $ | 1,000,000 | 980,216 | 978,960 | ||||||||||||||||
Petsmart, Inc. (Argos Merger Sub, Inc.) |
Retailers (Except Food and Drugs) | Term Loan B1 | Loan | 4.25 | % | 3/11/2022 | $ | 992,500 | 987,862 | 961,176 | ||||||||||||||||
PGX Holdings, Inc. |
Financial Intermediaries | Term Loan | Loan | 5.75 | % | 9/29/2020 | $ | 954,643 | 947,123 | 941,917 | ||||||||||||||||
Pharmaceutical Product Development, Inc. (Jaguar Holdings, LLC) |
Conglomerate | Term Loan | Loan | 4.25 | % | 8/18/2022 | $ | 1,920,848 | 1,911,850 | 1,872,346 | ||||||||||||||||
Phillips-Medisize Corporation |
Healthcare & Pharmaceuticals | Term Loan | Loan | 4.75 | % | 6/16/2021 | $ | 492,500 | 490,535 | 458,025 | ||||||||||||||||
Physio-Control International, Inc. |
Healthcare & Pharmaceuticals | Term Loan B | Loan | 5.50 | % | 6/6/2022 | $ | 498,750 | 496,371 | 498,127 | ||||||||||||||||
Pinnacle Foods Finance LLC |
Food Products | New Term Loan G | Loan | 3.00 | % | 4/29/2020 | $ | 2,581,332 | 2,577,286 | 2,553,737 | ||||||||||||||||
Planet Fitness Holdings LLC |
Leisure Goods/Activities/Movies | Term Loan | Loan | 4.75 | % | 3/31/2021 | $ | 2,417,118 | 2,410,079 | 2,368,776 | ||||||||||||||||
PrePaid Legal Services, Inc. |
Services: Business | Term Loan B | Loan | 6.50 | % | 7/1/2019 | $ | 724,167 | 721,080 | 716,020 | ||||||||||||||||
Presidio, Inc. |
Services: Business | Term Loan | Loan | 5.25 | % | 2/2/2022 | $ | 1,902,292 | 1,846,615 | 1,816,688 | ||||||||||||||||
Prime Security Services (Protection One) |
Services: Business | Term Loan | Loan | 5.00 | % | 7/1/2021 | $ | 1,995,000 | 1,985,640 | 1,924,178 | ||||||||||||||||
Ranpak Holdings, Inc. |
Services: Business | Term Loan | Loan | 4.25 | % | 10/1/2021 | $ | 938,354 | 936,008 | 886,745 | ||||||||||||||||
Ranpak Holdings, Inc. |
Services: Business | Term Loan (Second Lien) | Loan | 8.25 | % | 10/3/2022 | $ | 500,000 | 497,866 | 400,000 | ||||||||||||||||
Redtop Acquisitions Limited |
Electronics/Electric | Initial Dollar Term Loan (First Lien) |