mcip-20240331

Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)


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

For the quarterly period ended March 31, 2024


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

Commission file number: 814-01301

MONROE CAPITAL INCOME PLUS CORPORATION

(Exact Name of Registrant as Specified in its Charter)


Maryland						83-0711022
(State or Other Jurisdiction of Incorporation or Organization)						(I.R.S. Employer Identification No.)

311 South Wacker Drive, Suite 6400 Chicago, Illinois						60606
(Address of Principal Executive Office)						(Zip Code)

(312) 258-8300

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

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

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class

Trading Symbol(s)

Name of Each Exchange on Which Registered

None

N/A

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 o

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

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


Large accelerated filer	o	Accelerated filer	o

Non-accelerated filer	x	Smaller reporting company	o

		Emerging growth company	x

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

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

As of May 9, 2024, the registrant had 152,507,156 shares of common stock, $0.001 par value, outstanding.

Table of Contents

TABLE OF CONTENTS


		Page
PART I. FINANCIAL INFORMATION

Item 1.	Consolidated Financial Statements	3

	Consolidated Statements of Assets and Liabilities as of March 31, 2024 (unaudited) and December 31, 2023	3

	Consolidated Statements of Operations for the three months ended March 31, 2024 and 2023 (unaudited)	4

	Consolidated Statements of Changes in Net Assets for the three months ended March 31, 2024 and 2023 (unaudited)	5

	Consolidated Statements of Cash Flows for the three months ended March 31, 2024 and 2023 (unaudited)	6

	Consolidated Schedules of Investments as of March 31, 2024 (unaudited) and December 31, 2023	8

	Notes to Consolidated Financial Statements (unaudited)	53

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	87

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	110

Item 4.	Controls and Procedures	111

PART II. OTHER INFORMATION		112

Item 1.	Legal Proceedings	112

Item 1A.	Risk Factors	112

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	112

Item 3.	Defaults Upon Senior Securities	112

Item 4.	Mine Safety Disclosures	112

Item 5.	Other Information	112

Item 6.	Exhibits	113

Signatures		114

Table of Contents

Part I. Financial Information

Item 1. Consolidated Financial Statements

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED STATEMENTS OF ASSETS AND LIABILITIES

(in thousands, except per share data)


	March 31, 2024		December 31, 2023
	(unaudited)
ASSETS
Investments, at fair value:
Non-controlled/non-affiliate company investments	$	2,735,015	$	2,452,853
Non-controlled affiliate company investments	79,202		75,314
Total investments, at fair value (amortized cost of: $2,801,497 and $2,523,064, respectively)	2,814,217		2,528,167
Cash and cash equivalents	13,197		17,586
Restricted cash and cash equivalents	47,813		60,169

Interest and dividend receivable	34,241		28,914

Other assets	1,109		1,405
Total assets	2,910,577		2,636,241

LIABILITIES
Debt	1,248,270		1,247,946
Less: Unamortized deferred financing costs	(12,916)		(14,612)
Debt, less unamortized deferred financing costs	1,235,354		1,233,334
Interest payable	18,825		14,415
Unrealized loss on foreign currency forward contracts	734		3,087
Payable for unsettled trades	50,140		57,455
Management fees payable	8,620		7,440
Incentive fees payable	7,292		5,320
Accounts payable and accrued expenses	13,144		12,523
Directors' fees payable	38		—
Total liabilities	1,334,147		1,333,574
Net assets	$	1,576,430	$	1,302,667

Commitments and contingencies (See Note 11)

ANALYSIS OF NET ASSETS
Common stock, $0.001 par value, 300,000 authorized, 152,507 and 127,233 shares issued and outstanding, respectively	$	153	$	127
Capital in excess of par value	1,541,161		1,282,378
Accumulated undistributed (overdistributed) earnings	35,116		20,162
Total net assets	$	1,576,430	$	1,302,667

Net asset value per share	$	10.34	$	10.24

See Notes to Consolidated Financial Statements.

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited)

(in thousands, except per share data)


	Three months ended March 31,
	2024		2023
Investment income:
Non-controlled/non-affiliate company investments:
Interest, fee and dividend income	$	79,961	$	43,157
Payment-in-kind interest income	2,925		2,112
Total investment income from non-controlled/non-affiliate company investments	82,886		45,269
Non-controlled affiliate company investments:
Interest income	1,029		583
Payment in-kind interest income	69		—
Total investment income from non-controlled affiliate company investments	1,098		583
Total investment income	83,984		45,852

Operating expenses:
Interest and other debt financing expenses	27,220		12,089
Base management fees	8,620		4,847
Incentive fees	7,044		4,151
Professional fees	503		310
Administrative service fees	645		370
General and administrative expenses	1,079		505
Directors’ fees	38		23



Total operating expenses	45,149		22,295
Net investment income before income taxes	38,835		23,557
Income taxes, including excise taxes	125		195
Net investment income	38,710		23,362

Net gain (loss):
Net realized gain (loss):
Non-controlled/non-affiliate company investments	4		944
Foreign currency forward contracts	2		33
Foreign currency and other transactions	(18)		(4)
Net realized gain (loss)	(12)		973

Net change in unrealized gain (loss):
Non-controlled/non-affiliate company investments	8,260		4,004
Non-controlled/affiliate company investments	(643)		602
Foreign currency forward contracts	2,353		113
Foreign currency and other transactions	639		(1)
Net change in unrealized gain (loss)	10,609		4,718

Net gain (loss)	10,597		5,691

Net increase (decrease) in net assets resulting from operations	$	49,307	$	29,053

Per common share data:
Net investment income per share - basic and diluted	$	0.29	$	0.31
Net increase (decrease) in net assets resulting from operations per share - basic and diluted	$	0.37	$	0.38
Weighted average common shares outstanding - basic and diluted	131,745		76,102

See Notes to Consolidated Financial Statements.

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED STATEMENTS OF CHANGES IN NET ASSETS

(unaudited)

(in thousands)


	Common Stock			Capital in excess of par value		Accumulated undistributed (overdistributed) earnings		Total net assets
	Number of shares	Par value
Balances at December 31, 2022	74,533	$	75	$	744,404	$	10,437	$	754,916
Net investment income	—	—		—		23,362		23,362
Net realized gain (loss)	—	—		—		973		973
Net change in unrealized gain (loss)	—	—		—		4,718		4,718
Issuances of common stock	9,475	9		95,968		—		95,977
Repurchases of common stock	(907)	(1)		(9,184)		—		(9,185)
Distributions declared to stockholders	—	—		—		(18,633)		(18,633)
Stock issued in connection with dividend reinvestment plan	664	1		6,730		—		6,731
Balances at March 31, 2023	83,765	$	84	$	837,918	$	20,857	$	858,859

Balances at December 31, 2023	127,233	$	127	$	1,282,378	$	20,162	$	1,302,667
Net investment income	—	—		—		38,710		38,710
Net realized gain (loss)	—	—		—		(12)		(12)
Net change in unrealized gain (loss)	—	—		—		10,609		10,609
Issuances of common stock	25,864	26		264,821		—		264,847
Repurchases of common stock	(1,996)	(2)		(20,440)		—		(20,442)
Distributions declared to stockholders	—	—		—		(34,353)		(34,353)
Stock issued in connection with dividend reinvestment plan	1,406	2		14,402		—		14,404
Balances at March 31, 2024	152,507	$	153	$	1,541,161	$	35,116	$	1,576,430

See Notes to Consolidated Financial Statements.

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)

(in thousands)


	Three months ended March 31,
	2024		2023
Cash flows from operating activities:
Net increase (decrease) in net assets resulting from operations	$	49,307	$	29,053
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:
Net realized (gain) loss on investments	(4)		(944)
Net realized (gain) loss on foreign currency forward contracts	(2)		(33)
Net realized (gain) loss on foreign currency and other transactions	18		4
Net change in unrealized (gain) loss on investments	(7,617)		(4,606)
Net change in unrealized (gain) loss on foreign currency forward contracts	(2,353)		(113)
Net change in unrealized (gain) loss on foreign currency and other transactions	(639)		1
Payment-in-kind interest income	(2,994)		(2,112)
Net accretion of discounts and amortization of premiums	(2,602)		(1,612)
Purchases of investments	(363,194)		(100,417)
Proceeds from principal payments and sale of investments and settlement of forward contracts	90,345		34,810
Amortization of deferred financing costs	1,999		730
Changes in operating assets and liabilities:
Interest and dividend receivable	(5,327)		(5,815)
Other assets	296		9,241
Interest payable	4,410		1,883
Payable for unsettled trades	(7,315)		(134)
Management fees payable	1,180		595
Incentive fees payable	1,972		1,464
Accounts payable and accrued expenses	621		(12)
Directors’ fees payable	38		23
Net cash provided by (used in) operating activities	(241,861)		(37,994)

Cash flows from financing activities:
Borrowings on Term Loan	—		55,000
Repayments of Term Loan	(800)		(3,114)
Borrowings on SPV Credit Facility	166,900		126,600
Repayments of SPV Credit Facility	(140,300)		(230,500)
Borrowings on Revolving Credit Facility	218,700		—
Repayments of Revolving Credit Facility	(243,535)		—
Payments of deferred financing costs	(303)		(519)
Proceeds from issuance of common stock	264,847		95,977
Repurchases of common stock	(20,442)		(9,185)
Stockholder distributions paid, net of stock issued under the dividend reinvestment plan of $14,404 and $6,731, respectively	(19,949)		(11,902)
Net cash provided by (used in) financing activities	225,118		22,357

Net increase (decrease) in Cash and Restricted cash and cash equivalents	(16,743)		(15,637)
Effect of foreign currency exchange rates	(2)		(5)
Cash and Restricted cash and cash equivalents, beginning of period	77,755		52,204
Cash and Restricted cash and cash equivalents, end of period	$	61,010	$	36,562

Supplemental disclosure of cash flow information:
Cash interest paid during the period	$	20,811	$	9,476
Cash paid for income taxes, including excise taxes, during the period	$	450	$	170

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED STATEMENTS OF CASH FLOWS - (continued)

(unaudited)

(in thousands)

The following tables provide a reconciliation of cash and restricted cash and cash equivalents reported on the Consolidated Statements of Assets and Liabilities that sum to the total of the same such amounts on the Consolidated Statements of Cash Flows:


	March 31, 2024		December 31, 2023
Cash and cash equivalents	$	13,197	$	17,586
Restricted cash and cash equivalents	47,813		60,169
Total cash and restricted cash and cash equivalents shown on the Consolidated Statements of Cash Flows	$	61,010	$	77,755

	March 31, 2023		December 31, 2022
Cash and cash equivalents	$	4,319	$	5,716
Restricted cash and cash equivalents	32,243		46,488
Total cash and restricted cash and cash equivalents shown on the Consolidated Statements of Cash Flows	$	36,562	$	52,204

See Notes to Consolidated Financial Statements.

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS

(unaudited)

March 31, 2024

(in thousands, except for shares and units)


Portfolio Company (^)	Index (^^)	Spread (^^)		Interest Rate		Acquisition Date (^^^)	Maturity	Principal	Amortized Cost		Fair Value (^^^^)		% of Net Assets (^^^^^)
Non-Controlled/Non-Affiliate Company Investments
Senior Secured Loans
Aerospace & Defense
API Holdings III Corp. (~)	SF	7.00	%	6.31% Cash/ 6.00% PIK		11/3/2023	3/25/2027	150	$	147	$	148	0.0	%
Keel Platform, LLC (Delayed Draw) () (*)	SF	5.25	%	10.55	%	1/24/2024	1/19/2031	2,165	—		—		0.0	%
Keel Platform, LLC (~)	SF	5.25	%	10.55	%	1/24/2024	1/19/2031	7,435	7,325		7,323		0.5	%
SI Holdings, Inc. (Integrated Polymer Solutions) (~~) (~~~~)	SF	6.10	%	11.40	%	7/25/2019	7/25/2025	1,910	1,899		1,910		0.1	%
SI Holdings, Inc. (Integrated Polymer Solutions) (~~) (~~~~)	SF	6.10	%	11.40	%	12/24/2019	7/25/2025	997	991		997		0.1	%
SI Holdings, Inc. (Integrated Polymer Solutions) (~~) (~~~~)	SF	6.10	%	11.40	%	2/17/2021	7/25/2025	1,724	1,724		1,724		0.1	%
SI Holdings, Inc. (Integrated Polymer Solutions) (~~) (~~~~)	SF	6.10	%	11.40	%	6/15/2021	7/25/2025	1,011	999		1,011		0.1	%
SI Holdings, Inc. (Integrated Polymer Solutions) (~~) (~~~~)	SF	6.10	%	11.40	%	8/10/2021	7/25/2025	987	980		987		0.1	%
SI Holdings, Inc. (Integrated Polymer Solutions) (~) (~~) (~~~~)	SF	6.10	%	11.40	%	12/8/2023	12/31/2027	2,197	2,197		2,197		0.1	%
SI Holdings, Inc. (Integrated Polymer Solutions) (Revolver) (*)	SF	6.10	%	11.43	%	7/25/2019	7/25/2025	316	63		63		0.0	%
								18,892	16,325		16,360		1.1	%
Automotive
Born To Run, LLC	SF	6.26	%	11.57% (***)		4/1/2021	4/1/2027	8,820	8,710		4,505		0.3	%
Born To Run, LLC	SF	6.26	%	11.57% (***)		4/1/2021	4/1/2027	1,201	1,201		614		0.0	%
Burgess Point Purchaser Corporation (~)	SF	5.35	%	10.68	%	6/30/2022	7/25/2029	4,938	4,528		4,733		0.3	%
Lifted Trucks Holdings, LLC (~~) (~~~)	SF	5.85	%	11.18	%	8/2/2021	8/2/2027	9,775	9,656		9,575		0.6	%
Lifted Trucks Holdings, LLC (Revolver) (*)	SF	5.90	%	11.25	%	8/2/2021	8/2/2027	2,381	1,270		1,244		0.1	%
Panda Acquisition, LLC (~)	SF	6.35	%	11.66	%	12/20/2022	10/18/2028	9,688	8,198		8,259		0.5	%
Power Stop, LLC (a)	SF	4.75	%	10.09	%	3/26/2024	1/26/2027	5,000	4,575		4,579		0.3	%
Tenneco Inc. (~)	SF	5.10	%	10.40	%	11/3/2023	11/17/2028	9,997	8,861		9,432		0.6	%
Truck-Lite Co., LLC	SF	5.75	%	11.06	%	2/22/2024	2/13/2031	9,867	9,772		9,768		0.6	%
Truck-Lite Co., LLC (Delayed Draw) () (*)	SF	5.75	%	11.06	%	2/22/2024	2/13/2031	1,067	—		—		0.0	%
Truck-Lite Co., LLC (Revolver) (*)	SF	5.75	%	11.06	%	2/22/2024	2/13/2031	1,067	36		35		0.0	%
								63,801	56,807		52,744		3.3	%
Banking
MV Receivables II, LLC (<)	SF	9.75	%	15.08	%	7/29/2021	7/29/2026	10,125	9,672		9,346		0.6	%
StarCompliance MidCo, LLC (~~~~)	SF	6.35	%	11.65	%	5/31/2023	1/12/2027	385	377		384		0.0	%
StarCompliance MidCo, LLC (~~)	SF	6.35	%	11.65	%	1/12/2021	1/12/2027	3,000	2,968		2,996		0.2	%
StarCompliance MidCo, LLC (~~)	SF	6.35	%	11.65	%	10/12/2021	1/12/2027	503	497		503		0.0	%
StarCompliance MidCo, LLC (Revolver) (*)	SF	6.35	%	11.65	%	1/12/2021	1/12/2027	484	334		333		0.0	%
								14,497	13,848		13,562		0.8	%

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

March 31, 2024

(in thousands, except for shares and units)


Portfolio Company (^)	Index (^^)	Spread (^^)		Interest Rate		Acquisition Date (^^^)	Maturity	Principal	Amortized Cost		Fair Value (^^^^)		% of Net Assets (^^^^^)
Beverage, Food & Tobacco
Aspire Bakeries Holdings LLC	SF	4.25	%	9.58	%	12/15/2023	12/23/2030	13,500	$	13,371	$	13,562	0.9	%
Demakes Borrower, LLC	SF	6.25	%	11.57	%	12/15/2023	12/12/2029	4,866	4,750		4,856		0.3	%
Demakes Borrower, LLC (Delayed Draw) () (*)	SF	6.25	%	11.57	%	12/15/2023	12/12/2029	1,372	—		—		0.0	%
LVF Holdings, Inc. (~)	SF	5.90	%	11.21	%	6/10/2021	6/10/2027	3,413	3,371		3,413		0.2	%
LVF Holdings, Inc. (~)	SF	5.90	%	11.21	%	6/10/2021	6/10/2027	3,266	3,266		3,266		0.2	%
LVF Holdings, Inc. (Revolver) (*)	SF	5.90	%	11.21	%	6/10/2021	6/10/2027	554	—		—		0.0	%
Sabrosura Foods, LLC et al (~) (~~)	SF	5.60	%	10.93	%	10/18/2019	10/18/2024	4,587	4,575		4,543		0.3	%
Sabrosura Foods, LLC et al (~)	SF	5.65	%	10.96	%	10/18/2019	10/18/2024	259	259		257		0.0	%
Sabrosura Foods, LLC et al (Revolver)	SF	5.60	%	10.93	%	10/18/2019	10/18/2024	1,286	1,286		1,273		0.1	%
								33,103	30,878		31,170		2.0	%
Capital Equipment
Adept AG Holdings, LLC (~~~)	SF	7.15	%	10.95% Cash/ 1.50% PIK		8/11/2022	8/11/2027	6,445	6,351		6,009		0.4	%
Adept AG Holdings, LLC (~) (<) (b)	SF	7.40	%	11.20% Cash/ 1.50% PIK		8/11/2022	8/11/2027	10,736	10,623		10,083		0.6	%
Adept AG Holdings, LLC (~~~)	SF	7.15	%	10.95% Cash/ 1.50% PIK		8/11/2022	8/11/2027	1,615	1,615		1,506		0.1	%
Adept AG Holdings, LLC (Revolver) (<) (*) (b)	SF	7.35	%	11.18% Cash/ 1.50% PIK		8/11/2022	8/11/2027	1,087	1,062		999		0.1	%
Adept AG Holdings, LLC (Revolver)	SF	7.10	%	10.93% Cash/ 1.50% PIK		8/11/2022	8/11/2027	1,309	1,309		1,220		0.1	%
BLP Buyer, Inc. (~) (~~~~)	SF	5.75	%	11.08	%	12/22/2023	12/21/2029	50,000	49,047		50,150		3.2	%
BLP Buyer, Inc. (Delayed Draw) () (*)	SF	5.75	%	11.08	%	12/21/2023	12/21/2029	6,000	1,200		1,204		0.1	%
BLP Buyer, Inc. (Revolver) (*)	SF	5.75	%	11.08	%	12/22/2023	12/21/2029	6,849	514		514		0.0	%
CGI Automated Manufacturing, LLC (~)	SF	7.26	%	12.56	%	9/9/2022	12/17/2026	8,663	8,483		8,608		0.5	%
CGI Automated Manufacturing, LLC (~)	SF	7.26	%	12.56	%	9/30/2022	12/17/2026	5,512	5,415		5,478		0.3	%
CGI Automated Manufacturing, LLC (~)	SF	7.26	%	12.56	%	9/9/2022	12/17/2026	10,547	10,328		10,482		0.7	%
DS Parent, Inc.	SF	5.50	%	10.81	%	12/15/2023	1/31/2031	20,000	19,002		19,831		1.3	%
Incompass, LLC (~) (~~~~)	SF	7.75	%	13.13	%	11/27/2023	11/27/2028	23,940	23,375		24,048		1.5	%
PrecisionX Group, LLC (fka Specialty Manufacturing Buyer, LLC) (~~~)	SF	6.51	%	11.84	%	6/30/2023	6/30/2028	15,920	15,567		16,059		1.0	%
PrecisionX Group, LLC (fka Specialty Manufacturing Buyer, LLC) (Delayed Draw) () (*)	SF	6.51	%	11.84	%	6/30/2023	6/30/2028	6,004	—		—		0.0	%
PrecisionX Group, LLC (fka Specialty Manufacturing Buyer, LLC) (Revolver) (*)	SF	6.51	%	11.84	%	6/30/2023	6/30/2028	3,002	—		—		0.0	%
								177,629	153,891		156,191		9.9	%
Chemicals, Plastics & Rubber
Loparex Midco B.V. (fka PHM Netherlands Midco B.V.) (<) (c)	SF	6.00	%	11.34	%	4/4/2023	2/1/2027	325	324		323		0.0	%
								325	324		323		0.0	%

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

March 31, 2024

(in thousands, except for shares and units)


Portfolio Company (^)	Index (^^)	Spread (^^)		Interest Rate		Acquisition Date (^^^)	Maturity	Principal	Amortized Cost		Fair Value (^^^^)		% of Net Assets (^^^^^)
Construction & Building
MEI Buyer LLC (~~~)	SF	6.50	%	11.83	%	6/30/2023	6/29/2029	25,480	$	24,785	$	25,735	1.6	%
MEI Buyer LLC	SF	5.25	%	10.58	%	1/9/2024	6/30/2029	14,269	14,136		14,268		0.9	%
MEI Buyer LLC (Delayed Draw) () (*)	SF	6.50	%	11.83	%	6/30/2023	6/29/2029	4,054	—		—		0.0	%
MEI Buyer LLC (Revolver) (*)	SF	6.50	%	11.83	%	6/30/2023	6/29/2029	5,253	—		—		0.0	%
Premier Roofing L.L.C. (~)	SF	6.15	%	11.49	%	8/31/2020	8/29/2025	3,062	3,043		3,059		0.2	%
Premier Roofing L.L.C. (Revolver) (*)	SF	6.15	%	11.49	%	8/31/2020	8/29/2025	1,213	398		398		0.0	%
TCFIII Owl Buyer LLC (~~) (~~~)	SF	5.61	%	10.94	%	4/19/2021	4/17/2026	4,376	4,341		4,376		0.3	%
TCFIII Owl Buyer LLC (~~~)	SF	5.61	%	10.94	%	4/19/2021	4/17/2026	5,344	5,344		5,344		0.3	%
TCFIII Owl Buyer LLC (~~) (~~~)	SF	5.61	%	10.94	%	12/17/2021	4/17/2026	4,796	4,752		4,796		0.3	%
								67,847	56,799		57,976		3.6	%
Consumer Goods: Durable
Independence Buyer, Inc. (~~) (~~~)	SF	5.90	%	11.21	%	8/3/2021	8/3/2026	11,135	11,021		10,940		0.7	%
Independence Buyer, Inc. (Revolver) (*)	SF	5.90	%	11.21	%	8/3/2021	8/3/2026	2,964	—		—		0.0	%
Recycled Plastics Industries, LLC (~~) (~~~)	SF	7.60	%	12.18% Cash/ 0.75% PIK		8/4/2021	8/4/2026	4,412	4,365		4,379		0.3	%
Recycled Plastics Industries, LLC (Revolver) (*)	SF	7.60	%	12.18% Cash/ 0.75% PIK		8/4/2021	8/4/2026	446	—		—		0.0	%
Snap One Holdings Corp. (~) (<)	SF	4.65	%	9.95	%	4/3/2023	12/8/2028	6,013	5,687		6,017		0.4	%
								24,970	21,073		21,336		1.4	%
Consumer Goods: Non-Durable
Arizona Natural Resources, LLC (~) (~~~) (~~~~)	SF	6.36	%	11.69	%	5/18/2021	5/18/2026	13,650	13,515		13,602		0.9	%
Arizona Natural Resources, LLC (~~~~)	SF	6.36	%	11.69	%	12/15/2021	5/18/2026	2,506	2,478		2,497		0.2	%
Arizona Natural Resources, LLC (~)	SF	6.36	%	11.69	%	8/12/2022	5/18/2026	6,798	6,713		6,774		0.4	%
Arizona Natural Resources, LLC (~~)	SF	6.36	%	11.69	%	8/12/2022	5/18/2026	2,936	2,936		2,925		0.2	%
Arizona Natural Resources, LLC (Revolver) (*)	SF	6.36	%	11.69	%	5/18/2021	5/18/2026	2,222	1,778		1,772		0.1	%
Excelligence Learning Corporation (~)	SF	5.75	%	11.05	%	3/15/2024	1/18/2030	12,200	11,958		11,956		0.8	%
Excelligence Learning Corporation (Revolver) (*)	P	4.75	%	13.25	%	3/15/2024	1/18/2030	3,425	1,039		1,018		0.1	%
Hanesbrands Inc. (<)	SF	3.75	%	9.08	%	12/19/2023	3/8/2030	4,975	4,971		4,980		0.3	%
PetIQ, LLC (~) (<)	SF	4.25	%	10.17	%	5/10/2023	4/13/2028	9,457	9,073		9,410		0.6	%
The Kyjen Company, LLC (~) (~~)	SF	7.75	%	12.06% Cash/ 1.00% PIK		5/14/2021	4/3/2026	2,963	2,947		2,946		0.2	%
The Kyjen Company, LLC	SF	7.50	%	12.96% PIK		9/13/2022	4/3/2026	3	3		3		0.0	%
The Kyjen Company, LLC (Revolver) (*)	SF	7.75	%	12.06% Cash/ 1.00% PIK		5/14/2021	4/3/2026	315	—		—		0.0	%
Thrasio, LLC	SF	8.11	%	13.44% (***)		3/5/2024	7/1/2024	270	265		270		0.0	%
								61,720	57,676		58,153		3.8	%
Containers, Packaging & Glass
B2B Industrial Products LLC (~) (~~~)	SF	6.90	%	12.24	%	12/6/2022	10/7/2026	9,875	9,702		9,722		0.6	%
B2B Industrial Products LLC (~)	SF	6.90	%	12.24	%	4/4/2023	10/7/2026	2,285	2,241		2,250		0.2	%
Polychem Acquisition, LLC (~)	SF	5.11	%	10.44	%	4/8/2019	3/17/2025	1,900	1,899		1,891		0.1	%
								14,060	13,842		13,863		0.9	%

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MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

March 31, 2024

(in thousands, except for shares and units)


Portfolio Company (^)	Index (^^)	Spread (^^)		Interest Rate		Acquisition Date (^^^)	Maturity	Principal	Amortized Cost		Fair Value (^^^^)		% of Net Assets (^^^^^)
Energy: Oil & Gas
Liquid Tech Solutions Holdings, LLC (~)	SF	4.86	%	10.19	%	3/18/2021	3/17/2028	2,220	$	2,213	$	2,192	0.1	%
Long Ridge Energy & Power LLC	SF	10.60	%	15.93	%	11/17/2023	11/17/2026	17,500	17,193		17,588		1.1	%
								19,720	19,406		19,780		1.2	%
Environmental Industries
PNE Interco LLC (~) (~~)	SF	5.75	%	11.05	%	2/12/2024	2/12/2030	14,000	13,729		13,720		0.9	%
PNE Interco LLC (Delayed Draw) () (*)	SF	5.75	%	11.05	%	2/12/2024	2/12/2030	5,303	—		—		0.0	%
PNE Interco LLC (Revolver) (*)	SF	5.75	%	11.05	%	2/12/2024	2/12/2030	5,899	787		787		0.0	%
Quest Resource Management Group, LLC (~~) (~~~)	SF	7.11	%	12.44	%	10/19/2020	10/19/2026	849	808		854		0.1	%
Quest Resource Management Group, LLC (~~~)	SF	7.11	%	12.44	%	10/19/2020	10/19/2026	933	933		938		0.1	%
Quest Resource Management Group, LLC (~~) (~~~)	SF	7.11	%	12.44	%	12/7/2021	10/19/2026	3,316	3,285		3,316		0.2	%
Quest Resource Management Group, LLC (~~)	SF	7.11	%	12.44	%	12/7/2021	10/19/2026	334	334		334		0.0	%
Trilon Group, LLC (~~~)	SF	6.40	%	11.71	%	10/28/2022	5/25/2029	5,445	5,319		5,426		0.3	%
Trilon Group, LLC (~~) (~~~~)	SF	6.40	%	11.71	%	10/28/2022	5/25/2029	4,356	4,356		4,341		0.3	%
Trilon Group, LLC	SF	6.40	%	11.73	%	9/12/2023	5/25/2029	1,085	1,055		1,081		0.1	%
Trilon Group, LLC (Delayed Draw) () (*)	SF	6.40	%	11.71	%	9/12/2023	5/25/2029	1,253	885		881		0.1	%
Trilon Group, LLC (Revolver) (*)	SF	6.40	%	11.71	%	9/12/2023	5/25/2029	413	31		31		0.0	%
Volt Bidco, Inc. (~~)	SF	6.50	%	11.81	%	8/11/2021	8/11/2027	9,136	9,017		9,136		0.6	%
Volt Bidco, Inc.	SF	6.50	%	11.81	%	8/11/2021	8/11/2027	1,717	1,717		1,717		0.1	%
Volt Bidco, Inc. (Delayed Draw) () (*)	SF	6.50	%	11.81	%	12/28/2023	8/11/2027	1,086	640		640		0.0	%
Volt Bidco, Inc. (Revolver) (*)	SF	6.50	%	11.81	%	8/11/2021	8/11/2027	956	—		—		0.0	%
								56,081	42,896		43,202		2.8	%

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

March 31, 2024

(in thousands, except for shares and units)


Portfolio Company (^)	Index (^^)	Spread (^^)		Interest Rate		Acquisition Date (^^^)	Maturity	Principal	Amortized Cost		Fair Value (^^^^)		% of Net Assets (^^^^^)
FIRE: Finance
Avalara, Inc. (~~)	SF	7.25	%	12.56	%	10/19/2022	10/19/2028	10,000	$	9,795	$	10,094	0.6	%
Avalara, Inc. (Revolver) (*)	SF	7.25	%	12.56	%	10/19/2022	10/19/2028	1,000	—		—		0.0	%
Bench Walk Lead, LLC (<)	SF	9.50	%	14.80	%	6/9/2023	6/14/2027	29,600	29,407		29,600		1.9	%
Bench Walk Lead, LLC (Delayed Draw) (<) () (*)	SF	9.50	%	14.80	%	6/9/2023	6/14/2027	1,954	974		974		0.1	%
BW 51f, L.P. (<)	SF	8.00	%	13.35	%	12/27/2023	12/31/2029	9,000	9,000		9,000		0.6	%
Cpex Purchaser, LLC (fka Exiger LLC) (~~)	SF	6.00	%	11.33	%	8/26/2022	2/28/2030	36,000	35,287		35,280		2.2	%
Cpex Purchaser, LLC (fka Exiger LLC) (Delayed Draw) () (*)	SF	6.00	%	11.33	%	9/30/2021	2/28/2030	4,061	—		—		0.0	%
Cpex Purchaser, LLC (fka Exiger LLC) (Revolver) (*)	SF	6.00	%	11.33	%	9/30/2021	2/28/2030	10,452	—		—		0.0	%
GC Champion Acquisition LLC (~~)	SF	6.25	%	11.71	%	8/19/2022	8/18/2028	12,935	12,730		13,048		0.8	%
GC Champion Acquisition LLC (~)	SF	6.25	%	11.71	%	8/19/2022	8/18/2028	3,593	3,593		3,625		0.2	%
GC Champion Acquisition LLC (~)	SF	6.50	%	11.96	%	8/1/2023	8/18/2028	10,779	10,483		10,954		0.7	%
J2 BWA Funding III, LLC (Delayed Draw) (<) () (*)	n/a	n/a		10.00	%	4/29/2022	4/28/2028	7,463	1,437		1,437		0.1	%
J2 BWA Funding LLC (Revolver) (<) (*)	n/a	n/a		10.00	%	12/14/2020	12/24/2026	2,850	1,682		1,682		0.1	%
Oceana Australian Fixed Income Trust (~) (<) (c) (d)	SF	8.25	%	13.58	%	6/8/2023	4/1/2026	30,847	31,770		31,001		2.0	%
Oceana Australian Fixed Income Trust (<) (c) (d)	SF	8.25	%	13.58	%	12/27/2023	4/1/2026	14,332	15,048		14,404		0.9	%
SCP Intermediate Holdings, LLC (~) (<)	SF	5.85	%	11.18	%	12/28/2022	12/28/2028	2,963	2,901		2,992		0.2	%
Slater Slater Schulman LLP (Delayed Draw) () (*)	SF	7.50	%	12.82	%	12/6/2023	12/4/2026	22,000	18,857		18,857		1.2	%
TEAM Public Choices, LLC (~)	SF	5.00	%	10.49	%	8/23/2022	12/17/2027	4,503	4,332		4,509		0.3	%
TEAM Public Choices, LLC	SF	5.00	%	10.58	%	1/25/2024	12/17/2027	1,496	1,489		1,498		0.1	%
Transnetwork LLC	SF	5.50	%	10.81	%	11/20/2023	12/29/2030	11,970	11,750		12,045		0.8	%
W3 Monroe RE Debt LLC (<)	n/a	n/a		10.00% PIK		2/5/2021	2/4/2028	2,199	2,199		2,248		0.1	%
W3 Monroe RE Debt LLC (Delayed Draw) (<) () (*)	n/a	n/a		10.00% PIK		3/31/2023	2/4/2028	166	137		140		0.0	%
								230,163	202,871		203,388		12.9	%

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

March 31, 2024

(in thousands, except for shares and units)


Portfolio Company (^)	Index (^^)	Spread (^^)		Interest Rate		Acquisition Date (^^^)	Maturity	Principal	Amortized Cost		Fair Value (^^^^)		% of Net Assets (^^^^^)
FIRE: Insurance
Epic Garage Partners, LLC (~~) (~~~~)	SF	6.11	%	11.44	%	2/2/2024	2/2/2029	7,500	$	7,320	$	7,313	0.5	%
Epic Garage Partners, LLC (Delayed Draw) () (*)	SF	6.11	%	11.44	%	2/2/2024	2/2/2029	4,327	—		—		0.0	%
Epic Garage Partners, LLC (Revolver) (*)	SF	6.11	%	11.44	%	2/2/2024	2/2/2029	1,442	—		—		0.0	%
Simplicity Financial Marketing Group Holdings Inc. (~) (~~~)	SF	6.15	%	11.45	%	9/23/2022	12/2/2026	9,866	9,663		9,733		0.6	%
Simplicity Financial Marketing Group Holdings Inc.	SF	6.15	%	11.45	%	9/23/2022	12/2/2026	14,082	14,082		13,892		0.9	%
Simplicity Financial Marketing Group Holdings Inc. (Delayed Draw) () (*)	SF	6.00	%	11.30	%	2/9/2024	12/2/2026	9,053	903		891		0.1	%
Simplicity Financial Marketing Group Holdings Inc. (Revolver) (*)	SF	6.10	%	11.40	%	2/9/2024	12/2/2026	439	—		—		0.0	%
Simplicity Financial Marketing Group Holdings Inc. (Revolver) (*)	SF	6.15	%	11.45	%	9/23/2022	12/2/2026	761	—		—		0.0	%
								47,470	31,968		31,829		2.1	%
FIRE: Real Estate
300 N. Michigan Mezz, LLC (~) (<)	SF	14.32	%	19.64% PIK		7/15/2020	7/15/2024	1,000	1,000		1,000		0.1	%
Avison Young (USA) Inc. (<) (a) (c)	SF	6.50	%	11.84% (***)		3/14/2024	3/12/2028	768	745		760		0.0	%
Centaur (Palm Beach) Owner LLC and Panther National Golf Club LLC (<)	SF	8.25	%	13.57	%	5/3/2022	4/30/2025	13,500	13,386		13,601		0.9	%
Centaur (Palm Beach) Owner LLC and Panther National Golf Club LLC (<)	SF	8.25	%	13.57	%	5/3/2022	4/30/2025	1,380	1,380		1,390		0.1	%
Centaur (Palm Beach) Owner LLC and Panther National Golf Club LLC (Delayed Draw) (<) () (*)	SF	8.25	%	13.57	%	10/6/2023	4/30/2027	4,058	2,300		2,320		0.1	%
Centaur (Palm Beach) Owner LLC and Panther National Golf Club LLC (Revolver) (<) (*)	SF	8.25	%	13.58	%	5/3/2022	4/30/2025	6,763	3,181		3,181		0.2	%
InsideRE, LLC (~~) (~~~)	SF	5.65	%	10.95	%	12/22/2021	12/22/2027	7,334	7,234		7,334		0.5	%
InsideRE, LLC (~~~~)	SF	5.65	%	10.95	%	12/22/2021	12/22/2027	2,850	2,850		2,850		0.2	%
InsideRE, LLC (Revolver) (*)	SF	5.65	%	10.95	%	12/22/2021	12/22/2027	965	—		—		0.0	%
Lessen LLC	SF	8.50	%	5.75% Cash/ 8.05% PIK		1/5/2023	1/5/2028	8,371	8,094		8,182		0.5	%
								46,989	40,170		40,618		2.6	%

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

March 31, 2024

(in thousands, except for shares and units)


Portfolio Company (^)	Index (^^)	Spread (^^)		Interest Rate		Acquisition Date (^^^)	Maturity	Principal	Amortized Cost		Fair Value (^^^^)		% of Net Assets (^^^^^)
Healthcare & Pharmaceuticals
Animal Dermatology Group, Inc. (~) (~~~~)	SF	6.25	%	11.55	%	6/7/2023	6/7/2029	9,925	$	9,701	$	9,985	0.6	%
Animal Dermatology Group, Inc. (Delayed Draw) () (*)	SF	6.25	%	11.55	%	6/7/2023	6/7/2029	3,746	2,908		2,925		0.2	%
Animal Dermatology Group, Inc. (Delayed Draw) () (*)	SF	6.25	%	11.55	%	1/11/2024	12/27/2025	8,737	—		—		0.0	%
Animal Dermatology Group, Inc. (Revolver) (*)	SF	6.25	%	11.55	%	6/7/2023	6/7/2029	2,500	—		—		0.0	%
Appriss Health, LLC (~~)	SF	7.10	%	12.43	%	5/6/2021	5/6/2027	6,419	6,341		6,419		0.4	%
Appriss Health, LLC (Revolver) (*)	P	6.00	%	14.50	%	5/6/2021	5/6/2027	433	43		43		0.0	%
Bluesight, Inc. (~~) (~~~) (~~~~)	SF	7.25	%	12.55	%	7/17/2023	7/17/2029	30,000	29,173		29,970		1.9	%
Bluesight, Inc. (Revolver) (*)	SF	7.25	%	12.55	%	7/17/2023	7/17/2029	2,609	—		—		0.0	%
Brickell Bay Acquisition Corp. (~~) (~~~)	SF	6.65	%	11.98	%	2/12/2021	2/12/2026	2,784	2,749		2,784		0.2	%
Caravel Autism Health, LLC (~)	SF	5.76	%	11.09	%	6/30/2021	6/30/2027	7,999	7,901		7,999		0.5	%
Caravel Autism Health, LLC (~)	SF	5.76	%	11.09	%	6/30/2021	6/30/2027	2,222	2,222		2,222		0.2	%
Caravel Autism Health, LLC (Revolver) (*)	SF	5.76	%	11.09	%	6/30/2021	6/30/2027	2,030	390		390		0.0	%
Dorado Acquisition, Inc. (~) (~~) (~~~~)	SF	6.85	%	12.18	%	6/30/2021	6/30/2026	13,650	13,506		13,316		0.9	%
Dorado Acquisition, Inc. (~) (~~~)	SF	6.90	%	12.23	%	11/27/2022	6/30/2026	11,314	11,121		11,037		0.7	%
Dorado Acquisition, Inc. (Revolver) (*)	SF	6.85	%	12.18	%	6/30/2021	6/30/2026	1,670	—		—		0.0	%
Forest Buyer, LLC (~) (~~)	SF	5.75	%	11.07	%	3/15/2024	3/15/2030	14,500	14,139		14,138		0.9	%
Forest Buyer, LLC (Delayed Draw) () (*)	SF	5.75	%	11.07	%	3/15/2024	3/15/2030	4,531	—		—		0.0	%
Forest Buyer, LLC (Revolver) (*)	SF	5.75	%	11.07	%	3/15/2024	3/15/2030	2,719	—		—		0.0	%
Golden State Buyer, Inc. (~) (~~~)	SF	4.85	%	10.18	%	8/25/2022	6/19/2026	9,842	9,591		9,743		0.6	%
HAH Group Holding Company LLC (~)	SF	5.00	%	10.44	%	5/19/2023	10/29/2027	5,096	5,023		5,083		0.3	%
HAH Group Holding Company LLC (~)	SF	5.00	%	10.44	%	5/19/2023	10/29/2027	3,927	3,893		3,917		0.2	%
HAH Group Holding Company LLC (~)	SF	5.00	%	10.44	%	5/19/2023	10/29/2027	645	643		643		0.0	%
INH Buyer, Inc. (~)	SF	7.00	%	8.91% Cash/ 3.50% PIK		6/30/2021	6/28/2028	5,042	5,011		3,848		0.2	%
KL Moon Acquisition, LLC (~)	SF	7.00	%	12.29	%	2/6/2024	2/1/2029	4,255	4,132		4,255		0.3	%
KL Moon Acquisition, LLC (~)	SF	7.00	%	12.31	%	2/1/2023	2/1/2029	9,925	9,675		9,925		0.6	%
KL Moon Acquisition, LLC (Delayed Draw) () (*)	SF	7.00	%	12.31	%	2/1/2023	2/1/2029	3,404	1,979		1,979		0.1	%
KL Moon Acquisition, LLC (Revolver) (*)	SF	7.00	%	12.33	%	2/1/2023	2/1/2029	1,626	921		921		0.1	%
LSCS Holdings, Inc. (~)	SF	4.61	%	9.94	%	5/24/2023	12/15/2028	2,970	2,891		2,932		0.2	%
NationsBenefits, LLC (~)	SF	7.10	%	12.43	%	8/20/2021	8/26/2027	11,974	11,844		12,094		0.8	%
NationsBenefits, LLC (~)	SF	7.10	%	12.43	%	8/26/2022	8/26/2027	14,271	14,271		14,414		0.9	%
NationsBenefits, LLC	SF	7.10	%	12.43	%	8/26/2022	8/26/2027	15,472	15,472		15,627		1.0	%
NationsBenefits, LLC (Revolver) (*)	SF	7.10	%	12.43	%	8/20/2021	8/26/2027	6,805	4,764		4,764		0.3	%
NQ PE Project Colosseum Midco Inc. (~) (~~~) (~~~~)	SF	5.65	%	10.95	%	10/4/2022	10/4/2028	14,418	14,185		14,562		0.9	%

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

March 31, 2024

(in thousands, except for shares and units)


Portfolio Company (^)	Index (^^)	Spread (^^)		Interest Rate		Acquisition Date (^^^)	Maturity	Principal	Amortized Cost		Fair Value (^^^^)		% of Net Assets (^^^^^)
NQ PE Project Colosseum Midco Inc. (Delayed Draw) () (*)	SF	5.65	%	10.95	%	10/4/2022	10/4/2028	3,244	$	—	$	—	0.0	%
NQ PE Project Colosseum Midco Inc. (Revolver) (*)	SF	5.65	%	10.95	%	10/4/2022	10/4/2028	1,825	—		—		0.0	%
OIS Management Services, LLC (~) (~~~~)	SF	5.85	%	11.16	%	12/14/2022	11/16/2028	9,900	9,696		9,999		0.6	%
OIS Management Services, LLC	SF	5.85	%	11.16	%	12/14/2022	11/16/2028	3,820	3,820		3,858		0.2	%
OIS Management Services, LLC (Revolver) (*)	SF	5.85	%	11.16	%	12/14/2022	11/16/2028	1,154	—		—		0.0	%
QF Holdings, Inc.	SF	5.85	%	11.19	%	12/15/2023	12/15/2027	910	897		910		0.1	%
QF Holdings, Inc. (~~)	SF	5.85	%	11.16	%	9/19/2019	12/15/2027	4,550	4,541		4,550		0.3	%
QF Holdings, Inc. (~~)	SF	5.85	%	11.16	%	12/15/2021	12/15/2027	4,368	4,323		4,368		0.3	%
QF Holdings, Inc. (~~)	SF	5.85	%	11.16	%	9/19/2019	12/15/2027	910	910		910		0.1	%
QF Holdings, Inc. (~~)	SF	5.85	%	11.16	%	8/21/2020	12/15/2027	910	910		910		0.1	%
QF Holdings, Inc. (Revolver) (*)	SF	5.85	%	11.16	%	9/19/2019	12/15/2027	1,092	546		546		0.0	%
SCP Eye Care Holdco, LLC (~) (~~~~)	SF	5.85	%	11.18	%	10/7/2022	10/5/2029	9,139	8,907		8,774		0.6	%
SCP Eye Care Holdco, LLC (Delayed Draw) () (*)	SF	5.85	%	11.18	%	10/7/2022	10/5/2029	8,014	5,106		4,901		0.3	%
SCP Eye Care Holdco, LLC (Revolver) (*)	SF	5.85	%	11.18	%	10/7/2022	10/5/2029	1,442	986		915		0.1	%
SDG Mgmt Company, LLC (~)	SF	6.10	%	11.41	%	12/29/2023	6/30/2028	21,396	20,992		21,450		1.4	%
SDG Mgmt Company, LLC (Delayed Draw) () (*)	SF	6.10	%	11.41	%	12/29/2023	6/30/2028	8,569	—		—		0.0	%
Seran BioScience, LLC (~~) (~~~)	SF	6.25	%	11.58	%	12/31/2020	7/8/2027	1,940	1,925		1,940		0.1	%
Seran BioScience, LLC	SF	6.25	%	11.49	%	8/21/2023	7/8/2027	1,156	1,156		1,156		0.1	%
Seran BioScience, LLC	SF	6.25	%	11.54	%	7/8/2022	7/8/2027	2,201	2,201		2,201		0.1	%
Seran BioScience, LLC (Revolver) (*)	SF	6.25	%	11.58	%	12/31/2020	7/8/2027	356	—		—		0.0	%
SIP Care Services, LLC (~)	SF	5.85	%	11.18	%	7/21/2023	12/30/2026	151	151		142		0.0	%
SIP Care Services, LLC (~) (~~)	SF	5.85	%	11.18	%	12/30/2021	12/30/2026	3,724	3,679		3,487		0.2	%
SIP Care Services, LLC (Delayed Draw) () (*)	SF	5.85	%	11.17	%	12/30/2021	12/30/2026	3,040	—		—		0.0	%
SIP Care Services, LLC (Revolver)	SF	5.85	%	11.17	%	12/30/2021	12/30/2026	760	760		712		0.0	%
Sound Inpatient Physicians, Inc. (~)	SF	3.26	%	8.59% (***)		10/12/2022	6/27/2025	2,777	2,259		1,576		0.1	%
TigerConnect, Inc. (~~)	SF	6.90	%	12.21	%	2/16/2022	2/16/2028	10,000	9,858		9,838		0.6	%
TigerConnect, Inc. (Delayed Draw) () (*)	SF	6.90	%	12.21	%	2/16/2022	2/16/2028	750	544		535		0.0	%
TigerConnect, Inc. (Revolver) (*)	SF	6.90	%	12.21	%	2/16/2022	2/16/2028	1,429	—		—		0.0	%
Vero Biotech Inc.	P	3.75	%	12.25	%	12/29/2023	1/2/2029	30,000	29,717		30,000		1.9	%
WebPT, Inc. (~~)	SF	6.85	%	12.19	%	8/28/2019	1/18/2028	5,000	4,989		5,000		0.3	%
WebPT, Inc. (Revolver) (*)	SF	6.85	%	12.17	%	8/28/2019	1/18/2028	521	273		273		0.0	%
Whistler Parent Holdings III, Inc.	SF	8.90	%	9.46% Cash/ 4.75% PIK		6/3/2022	6/2/2028	21,510	21,178		20,596		1.3	%
Whistler Parent Holdings III, Inc.	SF	8.90	%	9.46% Cash/ 4.75% PIK		6/3/2022	6/2/2028	269	269		257		0.0	%
Whistler Parent Holdings III, Inc. (Revolver)	SF	8.90	%	9.46% Cash/ 4.75% PIK		6/3/2022	6/2/2028	2,689	2,689		2,574		0.2	%
								406,976	347,771		348,313		22.0	%

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

March 31, 2024

(in thousands, except for shares and units)


Portfolio Company (^)	Index (^^)	Spread (^^)		Interest Rate		Acquisition Date (^^^)	Maturity	Principal	Amortized Cost		Fair Value (^^^^)		% of Net Assets (^^^^^)
High Tech Industries
Acquia Inc. (~~)	SF	7.25	%	12.74	%	11/1/2019	10/31/2025	15,429	$	15,309	$	15,429	1.0	%
Acquia Inc.	SF	7.15	%	12.48	%	11/11/2023	10/31/2025	3,092	3,092		3,092		0.2	%
Acquia Inc. (Revolver) (*)	SF	7.25	%	12.48	%	11/1/2019	10/31/2025	588	195		195		0.0	%
Amelia Holding II, LLC (~~~~)	SF	10.26	%	14.56% Cash/ 1.00% PIK		12/21/2022	12/21/2027	10,130	9,888		10,180		0.6	%
Amelia Holding II, LLC	SF	10.26	%	14.56% Cash/ 1.00% PIK		12/21/2022	12/21/2027	3,345	3,345		3,362		0.2	%
Amelia Holding II, LLC (Revolver) (*)	SF	10.26	%	14.56% Cash/ 1.00% PIK		12/21/2022	12/21/2027	667	—		—		0.0	%
Aptean, Inc.	SF	5.25	%	10.57	%	1/30/2024	1/30/2031	7,853	7,778		7,774		0.5	%
Aptean, Inc. (Delayed Draw) () (*)	SF	5.40	%	10.72	%	1/30/2024	1/30/2031	1,419	69		69		0.0	%
Aptean, Inc. (Revolver) (*)	SF	5.40	%	10.72	%	1/30/2024	1/30/2031	728	—		—		0.0	%
Arcserve Cayman Opco LP (fka Arcstor Midco, LLC) (Delayed Draw) () (*)	SF	8.11	%	13.44% PIK (***)		1/2/2024	1/2/2027	1,471	396		882		0.1	%
BTRS Holdings Inc. (~~~~)	SF	8.00	%	13.33	%	12/16/2022	12/15/2028	10,000	9,747		10,000		0.6	%
BTRS Holdings Inc. (Delayed Draw) () (*)	SF	8.00	%	13.33	%	12/16/2022	12/15/2028	845	519		519		0.0	%
BTRS Holdings Inc. (Revolver) (*)	SF	7.25	%	12.58	%	12/16/2022	12/15/2028	1,067	533		533		0.0	%
Drawbridge Partners, LLC (~~)	SF	6.75	%	12.05	%	9/1/2022	9/1/2028	15,000	14,763		15,147		1.0	%
Drawbridge Partners, LLC (Delayed Draw) () (*)	SF	6.75	%	12.05	%	9/1/2022	9/1/2028	4,370	2,480		2,504		0.2	%
Drawbridge Partners, LLC (Revolver) (*)	SF	6.75	%	12.05	%	9/1/2022	9/1/2028	2,609	—		—		0.0	%
Fortra, LLC (a)	SF	4.10	%	9.43	%	12/11/2023	11/30/2026	14,964	14,410		14,513		0.9	%
Fueled Digital Media, LLC (~~~)	SF	6.11	%	11.44	%	11/1/2022	11/1/2027	5,695	5,586		5,653		0.4	%
Fueled Digital Media, LLC (~)	SF	6.11	%	11.44	%	11/1/2022	11/1/2027	502	502		498		0.0	%
Fueled Digital Media, LLC (Revolver) (*)	SF	6.11	%	11.44	%	11/1/2022	11/1/2027	807	625		620		0.0	%
Idera, Inc.	SF	3.90	%	9.21	%	12/12/2023	3/2/2028	4,102	4,092		4,093		0.3	%
Matrix Parent, Inc. (~) (~~~)	SF	5.00	%	10.30	%	11/2/2022	3/1/2029	2,512	2,326		1,714		0.1	%
Medallia, Inc. (~~)	SF	6.60	%	7.91% Cash/ 4.00% PIK		8/15/2022	10/27/2028	11,887	11,717		11,905		0.8	%
Mindbody, Inc. (~~)	SF	7.15	%	12.46	%	2/15/2019	9/30/2025	1,867	1,861		1,867		0.1	%
Mindbody, Inc. (~~)	SF	7.15	%	12.46	%	9/22/2021	9/30/2025	2,270	2,270		2,270		0.1	%
Mindbody, Inc. (Revolver) (*)	SF	7.15	%	12.46	%	2/15/2019	9/30/2025	190	—		—		0.0	%
Oranje Holdco, Inc. (~) (~~~~)	SF	7.50	%	12.81	%	2/1/2023	2/1/2029	14,000	13,703		14,193		0.9	%
Oranje Holdco, Inc. (Revolver) (*)	SF	7.50	%	12.81	%	2/1/2023	2/1/2029	1,750	—		—		0.0	%
Optomi, LLC (~) (~~~~)	SF	8.40	%	13.73	%	12/13/2022	12/16/2027	5,584	5,454		5,584		0.4	%
Optomi, LLC (~~) (~~~~)	SF	5.65	%	10.98	%	12/16/2021	12/16/2027	13,166	12,990		13,083		0.8	%
Optomi, LLC (Revolver) (*)	SF	5.65	%	10.98	%	12/16/2021	12/16/2027	3,189	—		—		0.0	%
Securly, Inc. (~~)	SF	7.10	%	12.41	%	4/20/2022	4/22/2027	3,702	3,651		3,693		0.2	%
Securly, Inc. (~~)	SF	7.10	%	12.40	%	4/22/2021	4/22/2027	8,400	8,300		8,379		0.5	%
Securly, Inc. (~~)	SF	7.10	%	12.44	%	4/22/2021	4/22/2027	1,938	1,938		1,934		0.1	%
Securly, Inc. (Delayed Draw) () (*)	SF	7.10	%	12.44	%	4/20/2022	4/22/2027	2,585	2,488		2,481		0.2	%
Securly, Inc. (Revolver) (*)	SF	7.10	%	12.44	%	4/22/2021	4/22/2027	1,615	969		967		0.1	%
Sparq Holdings, Inc. (~~)	SF	6.25	%	11.43	%	6/16/2023	6/15/2029	1,985	1,931		2,005		0.1	%

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

March 31, 2024

(in thousands, except for shares and units)


Portfolio Company (^)	Index (^^)	Spread (^^)		Interest Rate		Acquisition Date (^^^)	Maturity	Principal	Amortized Cost		Fair Value (^^^^)		% of Net Assets (^^^^^)
Sparq Holdings, Inc. (Delayed Draw) () (*)	SF	6.25	%	11.56	%	6/16/2023	6/15/2029	444	$	111	$	112	0.0	%
Sparq Holdings, Inc. (Revolver) (*)	SF	6.25	%	11.56	%	6/16/2023	6/15/2029	409	—		—		0.0	%
Transact Holdings Inc. (~)	SF	4.25	%	9.58	%	4/18/2019	4/30/2026	708	704		713		0.1	%
Unanet, Inc. (~~) (~~~~)	SF	6.00	%	11.16	%	12/9/2022	12/8/2028	22,000	21,634		22,193		1.4	%
Unanet, Inc. (Delayed Draw) () (*)	SF	6.00	%	11.45	%	12/9/2022	12/8/2028	6,947	2,837		2,862		0.2	%
Unanet, Inc. (Revolver) (*)	SF	6.00	%	11.16	%	12/9/2022	12/8/2028	2,316	—		—		0.0	%
Watchguard Technologies, Inc. (~)	SF	5.25	%	10.58	%	8/17/2022	6/29/2029	20,837	19,693		20,550		1.3	%
								234,984	207,906		211,568		13.4	%
Media: Advertising, Printing & Publishing
95 Percent Buyer, LLC (~~) (~~~) (~~~~)	SF	5.60	%	10.93	%	11/24/2021	11/24/2026	16,067	15,880		16,067		1.0	%
95 Percent Buyer, LLC (Revolver) (*)	SF	5.60	%	10.92	%	11/24/2021	11/24/2026	808	323		323		0.0	%
Calienger Holdings, L.L.C. (~~~)	SF	5.85	%	11.18	%	10/21/2022	10/20/2028	4,950	4,849		4,993		0.3	%
Calienger Holdings, L.L.C. (Delayed Draw) () (*)	SF	5.85	%	11.18	%	10/21/2022	10/20/2028	667	—		—		0.0	%
Calienger Holdings, L.L.C. (Revolver) (*)	SF	5.85	%	11.18	%	10/21/2022	10/20/2028	909	—		—		0.0	%
CE Intermediate, LLC (~) (~~) (~~~~)	SF	5.60	%	10.90	%	10/11/2022	7/1/2027	38,747	38,210		38,989		2.5	%
Destination Media, Inc. (~~~)	SF	7.25	%	12.43	%	6/21/2023	6/21/2028	6,451	6,248		6,580		0.4	%
Destination Media, Inc. (Delayed Draw) () (*)	SF	7.15	%	12.45	%	6/21/2023	6/21/2028	3,250	395		403		0.0	%
Destination Media, Inc. (Revolver) (*)	SF	7.15	%	12.45	%	6/21/2023	6/21/2028	670	134		134		0.0	%
Madison Logic Holdings, Inc. (~)	SF	7.00	%	12.30	%	12/30/2022	12/29/2028	13,860	13,510		13,686		0.9	%
Madison Logic Holdings, Inc. (Revolver) (*)	SF	7.00	%	12.30	%	12/30/2022	12/30/2027	1,207	—		—		0.0	%
North Haven USHC Acquisition, Inc. (~~) (~~~~)	SF	6.60	%	11.91	%	10/30/2020	10/30/2025	2,419	2,401		2,419		0.2	%
North Haven USHC Acquisition, Inc. (~~) (~~~~)	SF	6.60	%	11.91	%	3/12/2021	10/30/2025	701	701		701		0.0	%
North Haven USHC Acquisition, Inc. (~~~~)	SF	6.60	%	11.91	%	9/3/2021	10/30/2025	1,416	1,416		1,416		0.1	%
North Haven USHC Acquisition, Inc. (~~~~)	SF	6.35	%	11.67	%	7/29/2022	10/30/2025	2,559	2,539		2,559		0.2	%
North Haven USHC Acquisition, Inc. (Delayed Draw) () (*)	SF	6.35	%	11.68	%	7/29/2022	10/30/2025	1,055	357		357		0.0	%
North Haven USHC Acquisition, Inc. (Revolver) (*)	SF	6.60	%	11.92	%	10/30/2020	10/30/2025	416	187		187		0.0	%
Really Great Reading Company, Inc. (~) (~~~~)	SF	5.85	%	11.18	%	12/9/2022	12/9/2028	11,880	11,631		11,999		0.8	%
Really Great Reading Company, Inc. (Delayed Draw) () (*)	SF	5.85	%	11.18	%	12/9/2022	12/8/2028	2,526	—		—		0.0	%
Really Great Reading Company, Inc. (Revolver) (*)	SF	5.85	%	11.18	%	12/9/2022	12/8/2028	3,200	—		—		0.0	%
Relevate Health Group, LLC (~~) (~~~~)	SF	6.35	%	11.68	%	11/20/2020	11/20/2025	1,940	1,926		1,921		0.1	%

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

March 31, 2024

(in thousands, except for shares and units)


Portfolio Company (^)	Index (^^)	Spread (^^)		Interest Rate		Acquisition Date (^^^)	Maturity	Principal	Amortized Cost		Fair Value (^^^^)		% of Net Assets (^^^^^)
Relevate Health Group, LLC (~~~) (~~~~)	SF	6.35	%	11.68	%	3/28/2022	11/20/2025	5,171	$	5,120	$	5,119	0.3	%
Relevate Health Group, LLC (~~~)	SF	6.35	%	11.68	%	11/20/2020	11/20/2025	868	868		859		0.1	%
Relevate Health Group, LLC (Revolver) (*)	SF	6.35	%	11.68	%	11/20/2020	11/20/2025	789	211		211		0.0	%
Spherix Global Inc. (~) (~~)	SF	6.36	%	11.69	%	12/22/2021	12/22/2026	3,869	3,829		3,748		0.2	%
Spherix Global Inc. (Revolver) (*)	SF	6.36	%	11.69	%	12/22/2021	12/22/2026	500	—		—		0.0	%
Touchmath Acquisition LLC	SF	5.75	%	11.08	%	2/28/2024	2/28/2030	10,000	9,804		9,800		0.6	%
Touchmath Acquisition LLC (Revolver) (*)	SF	5.75	%	11.08	%	2/28/2024	2/28/2030	1,429	—		—		0.0	%
XanEdu Publishing, Inc. (~~) (~~~)	SF	6.61	%	11.94	%	1/28/2020	1/28/2025	5,844	5,816		5,844		0.4	%
XanEdu Publishing, Inc. (~~~)	SF	6.61	%	11.94	%	8/31/2022	1/28/2025	2,322	2,301		2,328		0.2	%
XanEdu Publishing, Inc. (Revolver) (*)	SF	6.61	%	11.94	%	1/28/2020	1/28/2025	977	—		—		0.0	%
								147,467	128,656		130,643		8.3	%
Media: Broadcasting & Subscription
Vice Acquisition Holdco, LLC	SF	8.00	%	13.57% PIK (***)		2/15/2024	1/31/2028	162	162		317		0.0	%
								162	162		317		0.0	%
Media: Diversified & Production
Bonterra LLC (~~) (~~~~)	SF	7.25	%	12.55	%	9/8/2021	9/8/2027	19,042	18,870		18,780		1.2	%
Bonterra LLC	SF	8.00	%	13.35% PIK		9/28/2023	9/8/2027	2,783	2,748		2,807		0.2	%
Bonterra LLC (Revolver) (*)	SF	7.25	%	12.58	%	9/8/2021	9/8/2027	1,814	943		930		0.1	%
Chess.com, LLC (~~) (~~~)	SF	6.60	%	11.90	%	12/31/2021	12/31/2027	12,740	12,565		12,708		0.8	%
Chess.com, LLC (Revolver) (*)	SF	6.60	%	11.90	%	12/31/2021	12/31/2027	1,413	—		—		0.0	%
Crownpeak Technology, Inc. (~~)	SF	6.75	%	12.06	%	2/28/2019	2/28/2025	1,000	1,000		1,000		0.1	%
Crownpeak Technology, Inc. (~~)	SF	6.75	%	12.06	%	2/28/2019	2/28/2025	15	15		15		0.0	%
Crownpeak Technology, Inc. (~~)	SF	6.75	%	12.22	%	9/27/2022	2/28/2025	318	316		319		0.0	%
Crownpeak Technology, Inc. (~~~~)	SF	6.75	%	11.90	%	9/27/2022	2/28/2025	833	833		835		0.1	%
Crownpeak Technology, Inc. (Revolver) (*)	SF	6.75	%	12.07	%	2/28/2019	2/28/2025	125	83		83		0.0	%
Research Now Group, Inc. and Survey Sampling International, LLC (~)	SF	5.76	%	11.07	%	11/28/2022	12/20/2024	5,345	4,707		3,225		0.2	%
Sports Operating Holdings II, LLC (~)	SF	5.85	%	11.18	%	11/3/2022	11/3/2027	4,925	4,831		4,962		0.3	%
Sports Operating Holdings II, LLC (Delayed Draw) () (*)	SF	5.85	%	11.18	%	11/3/2022	11/3/2027	3,996	401		404		0.0	%
Sports Operating Holdings II, LLC (Revolver) (*)	SF	5.85	%	11.18	%	11/3/2022	11/3/2027	865	—		—		0.0	%
STATS Intermediate Holdings, LLC (a)	SF	5.51	%	10.83	%	3/26/2024	7/10/2026	8,376	8,298		8,303		0.5	%
Streamland Media MidCo LLC (~) (~~)	SF	7.51	%	12.32% Cash/ 0.50% PIK		8/26/2019	12/31/2024	1,954	1,951		1,888		0.1	%
Streamland Media MidCo LLC (~)	SF	7.51	%	12.32% Cash/ 0.50% PIK		3/7/2022	12/31/2024	529	523		511		0.0	%
								66,073	58,084		56,770		3.6	%

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

March 31, 2024

(in thousands, except for shares and units)


Portfolio Company (^)	Index (^^)	Spread (^^)		Interest Rate		Acquisition Date (^^^)	Maturity	Principal	Amortized Cost		Fair Value (^^^^)		% of Net Assets (^^^^^)
Services: Business
Aduro Advisors, LLC (~) (~~~~)	SF	6.25	%	11.58	%	5/26/2023	5/26/2028	8,436	$	8,252	$	8,605	0.5	%
Aduro Advisors, LLC (Revolver)	SF	6.25	%	11.58	%	5/26/2023	5/26/2028	944	944		944		0.1	%
Aperture Companies, LLC (~~) (~~~)	SF	6.35	%	11.68	%	12/31/2021	12/31/2026	14,700	14,521		14,529		0.9	%
Aperture Companies, LLC (~~)	SF	6.35	%	11.68	%	12/31/2021	12/31/2026	4,272	4,272		4,222		0.3	%
Aperture Companies, LLC (Revolver) (*)	SF	6.35	%	11.68	%	12/31/2021	12/31/2026	1,347	—		—		0.0	%
Aras Corporation (~) (~~~~)	SF	6.90	%	8.98% Cash/ 3.25% PIK		4/13/2021	4/13/2027	4,877	4,831		4,877		0.3	%
Aras Corporation (Revolver)	SF	6.65	%	11.98	%	4/13/2021	4/13/2027	325	325		325		0.0	%
Argano, LLC (~)	SF	6.60	%	11.93	%	4/18/2023	4/14/2025	1,197	1,183		1,203		0.1	%
Argano, LLC (~~) (~~~)	SF	6.35	%	11.68	%	6/10/2021	6/10/2026	8,872	8,784		8,872		0.6	%
Argano, LLC (~) (~~~)	SF	6.35	%	11.68	%	6/10/2021	6/10/2026	3,929	3,929		3,929		0.2	%
Argano, LLC (~) (~~~~)	SF	6.35	%	11.68	%	10/7/2022	6/10/2026	683	669		683		0.0	%
Argano, LLC (~~~~)	SF	6.35	%	11.68	%	3/16/2022	6/10/2026	4,697	4,697		4,697		0.3	%
Argano, LLC (Delayed Draw) () (*)	SF	6.35	%	11.68	%	12/6/2023	6/10/2026	1,924	481		481		0.0	%
Argano, LLC (Revolver)	SF	6.35	%	11.68	%	6/10/2021	6/10/2026	965	965		965		0.1	%
ASG III, LLC (~)	SF	6.50	%	11.81	%	10/31/2023	10/31/2029	20,000	19,525		20,000		1.3	%
ASG III, LLC (Delayed Draw) () (*)	SF	6.50	%	11.83	%	10/31/2023	10/31/2029	8,421	5,684		5,684		0.4	%
ASG III, LLC (Revolver) (*)	SF	6.50	%	11.83	%	10/31/2023	10/31/2029	3,158	—		—		0.0	%
Bloomerang, LLC (~)	SF	6.00	%	11.30	%	12/27/2023	12/27/2029	16,000	15,692		16,011		1.0	%
Bloomerang, LLC (Delayed Draw) () (*)	SF	6.00	%	11.30	%	12/27/2023	12/27/2029	4,800	—		—		0.0	%
Bloomerang, LLC (Revolver) (*)	SF	6.00	%	11.30	%	12/27/2023	12/27/2029	3,200	—		—		0.0	%
Cosmos Bidco, Inc. (~~) (~~~~)	SF	6.75	%	11.93	%	9/15/2023	9/14/2029	36,000	35,164		36,270		2.3	%
Cosmos Bidco, Inc. (Delayed Draw) () (*)	SF	6.75	%	11.93	%	9/15/2023	9/14/2029	6,750	—		—		0.0	%
Cosmos Bidco, Inc. (Revolver) (*)	SF	6.75	%	11.93	%	9/15/2023	9/14/2029	5,625	—		—		0.0	%
E-Discovery Acquireco, LLC (~) (~~~~)	SF	6.50	%	11.84	%	8/29/2023	8/29/2029	20,000	19,530		20,100		1.3	%
E-Discovery Acquireco, LLC (Revolver) (*)	SF	6.50	%	11.84	%	8/29/2023	8/29/2029	1,818	—		—		0.0	%
ecMarket Inc. and Conexiom US Inc. (~~) (<) (c)	SF	6.85	%	12.15	%	9/21/2021	9/21/2027	16,535	16,336		16,535		1.0	%
ecMarket Inc. and Conexiom US Inc. (~~) (<) (c)	SF	6.85	%	12.15	%	9/21/2021	9/21/2027	1,291	1,291		1,291		0.1	%
ecMarket Inc. and Conexiom US Inc. (Delayed Draw) (<) () (*) (c)	SF	6.85	%	12.15	%	3/28/2024	9/21/2027	2,718	—		—		0.0	%
ecMarket Inc. and Conexiom US Inc. (Delayed Draw) (<) () (*) (c)	SF	6.85	%	12.15	%	5/4/2023	9/21/2027	2,063	1,677		1,677		0.1	%
ecMarket Inc. and Conexiom US Inc. (Revolver) (<) (*) (c)	SF	6.85	%	12.15	%	9/21/2021	9/21/2027	2,067	—		—		0.0	%
Edustaff, LLC (~) (~~~~)	SF	6.10	%	11.43	%	12/8/2022	12/8/2027	12,838	12,562		12,966		0.8	%
Edustaff, LLC (Revolver) (*)	SF	6.10	%	11.43	%	12/8/2022	12/8/2027	2,364	—		—		0.0	%
Huckabee Acquisition, LLC (~)	SF	5.75	%	11.06	%	1/16/2024	1/16/2030	30,000	29,408		29,400		1.9	%
Huckabee Acquisition, LLC (Delayed Draw) () (*)	SF	5.75	%	11.06	%	1/16/2024	1/16/2030	6,522	—		—		0.0	%

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

March 31, 2024

(in thousands, except for shares and units)


Portfolio Company (^)	Index (^^)	Spread (^^)		Interest Rate		Acquisition Date (^^^)	Maturity	Principal	Amortized Cost		Fair Value (^^^^)		% of Net Assets (^^^^^)
Huckabee Acquisition, LLC (Revolver) (*)	SF	5.75	%	11.06	%	1/16/2024	1/16/2030	3,913	$	—	$	—	0.0	%
HS4 Acquisitionco, Inc. (~~)	SF	5.85	%	11.18	%	7/9/2019	7/9/2025	3,890	3,869		3,890		0.2	%
HS4 Acquisitionco, Inc. (~~)	SF	5.85	%	11.18	%	10/6/2021	7/9/2025	4,226	4,226		4,226		0.3	%
HS4 Acquisitionco, Inc. (Revolver) (*)	SF	5.85	%	11.18	%	7/9/2019	7/9/2025	325	219		219		0.0	%
iCIMS, Inc. (~~)	SF	7.25	%	12.58	%	10/24/2022	8/18/2028	8,000	7,885		8,070		0.5	%
Interstate BidCo, LLC (~)	SF	6.00	%	11.30	%	12/27/2023	12/27/2029	14,963	14,673		14,925		0.9	%
Interstate BidCo, LLC (Delayed Draw) () (*)	SF	6.00	%	11.34	%	12/27/2023	12/27/2029	8,321	4,884		4,871		0.3	%
Interstate BidCo, LLC (Revolver) (*)	SF	6.00	%	11.30	%	12/27/2023	12/27/2029	3,125	—		—		0.0	%
Kingsley Gate Partners, LLC (~)	SF	6.65	%	11.98	%	12/9/2022	12/11/2028	2,970	2,921		2,943		0.2	%
Kingsley Gate Partners, LLC	SF	6.65	%	11.98	%	12/9/2022	12/11/2028	953	953		944		0.1	%
Kingsley Gate Partners, LLC (Delayed Draw) () (*)	SF	6.65	%	11.98	%	12/9/2022	12/11/2028	2,997	657		651		0.0	%
Kingsley Gate Partners, LLC (Revolver) (*)	SF	6.65	%	11.98	%	12/9/2022	12/11/2028	1,200	—		—		0.0	%
Milrose Consultants, LLC (~) (~~~)	SF	7.15	%	12.49	%	8/31/2023	8/31/2028	44,775	43,657		45,066		2.9	%
Milrose Consultants, LLC (Delayed Draw) () (*)	SF	7.15	%	12.49	%	8/31/2023	8/31/2028	2,009	—		—		0.0	%
Milrose Consultants, LLC (Revolver) (*)	SF	7.15	%	12.49	%	8/31/2023	8/31/2028	2,308	—		—		0.0	%
Moonraker Acquisitionco LLC (~)	SF	6.00	%	11.32	%	9/30/2022	8/4/2028	6,913	6,804		6,913		0.4	%
Moonraker Acquisitionco LLC (Revolver) (*)	SF	6.00	%	11.32	%	9/30/2022	8/4/2028	933	93		93		0.0	%
NFM & J, L.P. (~) (~~) (~~~~)	SF	5.85	%	11.15	%	11/15/2023	11/30/2027	13,311	13,067		13,338		0.8	%
NFM & J, L.P. (Delayed Draw) () (*)	SF	5.75	%	11.08	%	11/15/2023	11/30/2027	7,415	247		247		0.0	%
NFM & J, L.P. (Revolver) (*)	P	4.75	%	13.25	%	11/15/2023	11/30/2027	5,273	220		220		0.0	%
Onix Networking Corp. (~)	SF	5.50	%	10.80	%	10/2/2023	10/2/2029	14,963	14,676		15,112		1.0	%
Onix Networking Corp. (Revolver) (*)	SF	5.50	%	10.80	%	10/2/2023	10/2/2029	5,000	—		—		0.0	%
Project Accelerate Parent, LLC	SF	5.25	%	10.58	%	2/22/2024	2/22/2031	11,875	11,759		11,875		0.8	%
Project Accelerate Parent, LLC (Revolver) (*)	SF	5.25	%	10.58	%	2/22/2024	2/22/2031	3,125	—		—		0.0	%
Prototek LLC	SF	7.85	%	12.43% Cash/ 0.75% PIK		12/8/2022	12/8/2027	7,938	7,749		7,172		0.5	%
Prototek LLC (Revolver) (*)	SF	7.85	%	12.43% Cash/ 0.75% PIK		12/8/2022	12/8/2027	921	—		—		0.0	%
Relativity ODA LLC (~) (~~~~)	SF	6.60	%	11.93	%	5/12/2021	5/12/2027	5,267	5,191		5,267		0.3	%
Relativity ODA LLC (Revolver) (*)	SF	6.60	%	11.93	%	5/12/2021	5/12/2027	450	—		—		0.0	%
Sundance Group Holdings, Inc. (~~)	SF	6.25	%	11.67	%	7/2/2021	7/2/2027	4,148	4,096		4,148		0.3	%
Sundance Group Holdings, Inc. (~~~~)	SF	6.25	%	11.69	%	11/30/2022	7/2/2027	166	162		166		0.0	%
Sundance Group Holdings, Inc. (~~~~)	SF	6.25	%	11.67	%	7/2/2021	7/2/2027	1,244	1,244		1,244		0.1	%
Sundance Group Holdings, Inc. (Revolver) (*)	SF	6.35	%	11.66	%	7/2/2021	7/2/2027	498	249		249		0.0	%
Teneo Holdings LLC (a)	SF	4.75	%	10.09	%	3/8/2024	3/13/2031	7,000	6,930		7,031		0.5	%
The GEO Group, Inc. (~) (<)	SF	6.88	%	12.21	%	4/5/2023	3/23/2027	9,807	9,948		10,101		0.6	%
Thryv, Inc. (~) (<)	SF	8.61	%	13.94	%	9/7/2022	2/27/2026	6,393	6,354		6,415		0.4	%

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

March 31, 2024

(in thousands, except for shares and units)


Portfolio Company (^)	Index (^^)	Spread (^^)		Interest Rate		Acquisition Date (^^^)	Maturity	Principal	Amortized Cost		Fair Value (^^^^)		% of Net Assets (^^^^^)
Verdantas LLC (~)	SF	7.10	%	12.43	%	1/3/2024	7/1/2026	1,849	$	1,824	$	1,844	0.1	%
Verdantas LLC (~)	SF	7.60	%	12.92	%	2/28/2023	7/1/2026	3,960	3,890		3,988		0.3	%
Verdantas LLC	SF	7.60	%	12.93	%	2/28/2023	7/1/2026	1,995	1,995		2,009		0.1	%
Verdantas LLC (Delayed Draw) () (*)	SF	7.10	%	12.43	%	1/3/2024	7/1/2026	4,888	—		—		0.0	%
Vhagar Purchaser, LLC (~~~~)	SF	6.75	%	12.08	%	6/9/2023	6/11/2029	10,000	9,733		10,000		0.6	%
Vhagar Purchaser, LLC (Delayed Draw) () (*)	SF	6.75	%	12.08	%	6/9/2023	6/11/2029	2,222	500		500		0.0	%
Vhagar Purchaser, LLC (Revolver) (*)	SF	6.75	%	12.08	%	6/9/2023	6/11/2029	1,111	—		—		0.0	%
WPEngine, Inc. (~~) (~~~~)	SF	6.50	%	11.81	%	8/14/2023	8/14/2029	16,500	16,038		16,607		1.1	%
WPEngine, Inc. (Revolver) (*)	SF	6.50	%	11.81	%	8/14/2023	8/14/2029	1,650	—		—		0.0	%
								520,128	417,435		424,610		26.9	%
Services: Consumer
The Black Tux, LLC (~~~~)	SF	6.50	%	11.83	%	12/27/2023	12/27/2028	10,474	10,403		10,505		0.7	%
The Black Tux, LLC (Delayed Draw) () (*)	SF	6.50	%	11.83	%	12/27/2023	12/27/2028	1,944	—		—		0.0	%
The Black Tux, LLC (Revolver) (*)	SF	6.50	%	11.83	%	12/27/2023	12/27/2028	1,944	583		583		0.0	%
Clydesdale Holdings, LLC (~)	SF	6.40	%	11.70	%	12/28/2023	6/23/2028	4,988	4,869		5,010		0.3	%
Clydesdale Holdings, LLC (~) (~~)	SF	6.40	%	11.70	%	7/19/2023	6/23/2028	4,975	4,864		4,997		0.3	%
Clydesdale Holdings, LLC (~)	SF	5.65	%	10.95	%	6/24/2022	6/23/2028	14,775	14,551		14,627		0.9	%
Clydesdale Holdings, LLC (Delayed Draw) () (*)	SF	5.65	%	10.95	%	6/24/2022	6/23/2028	21,010	18,885		18,696		1.2	%
Clydesdale Holdings, LLC (Revolver) (*)	SF	5.65	%	10.95	%	6/24/2022	6/23/2028	4,523	—		—		0.0	%
Denali Midco 2, LLC	SF	6.60	%	11.93	%	9/13/2022	12/22/2027	12,313	12,030		12,374		0.8	%
Denali Midco 2, LLC	SF	6.60	%	11.93	%	9/13/2022	12/22/2027	12,424	12,424		12,486		0.8	%
Expedited Travel, LLC (~) (~~) (~~~~)	SF	6.61	%	11.94	%	11/8/2023	11/8/2028	15,784	15,414		15,784		1.0	%
Expedited Travel, LLC (Revolver) (*)	SF	6.61	%	11.94	%	11/8/2023	11/8/2028	1,500	—		—		0.0	%
Express Wash Acquisition Company, LLC (~)	SF	6.76	%	12.09	%	7/14/2022	7/14/2028	9,985	9,940		9,985		0.6	%
Express Wash Acquisition Company, LLC	SF	6.76	%	12.09	%	7/14/2022	7/14/2028	2,133	2,133		2,133		0.1	%
Express Wash Acquisition Company, LLC (Revolver) (*)	SF	6.76	%	12.09	%	7/14/2022	7/14/2028	536	295		295		0.0	%
The Hertz Corporation (<) (a)	SF	3.87	%	9.21	%	12/12/2023	6/30/2028	10,000	9,788		9,699		0.6	%
Light Wave Dental Management, LLC (~~~) (~~~~)	SF	7.00	%	12.30	%	6/30/2023	6/30/2029	27,294	26,537		27,226		1.7	%
Light Wave Dental Management, LLC (Revolver)	SF	7.00	%	12.30	%	6/30/2023	6/30/2029	3,802	3,802		3,793		0.3	%
Mammoth Holdings, LLC	SF	5.75	%	11.05	%	11/15/2023	11/15/2030	21,764	21,347		21,840		1.4	%
Mammoth Holdings, LLC (Delayed Draw) () (*)	SF	5.75	%	11.05	%	11/15/2023	11/15/2030	5,455	—		—		0.0	%
Mammoth Holdings, LLC (Revolver) (*)	SF	5.75	%	11.06	%	11/15/2023	11/15/2029	2,727	1,364		1,364		0.1	%
Pacific Bells, LLC (~~~)	SF	4.50	%	10.06	%	11/2/2022	11/10/2028	2,901	2,749		2,888		0.2	%
Viad Corp (~) (<)	SF	5.11	%	10.44	%	9/12/2022	7/28/2028	4,030	3,958		4,047		0.3	%
								197,281	175,936		178,332		11.3	%

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

March 31, 2024

(in thousands, except for shares and units)


Portfolio Company (^)	Index (^^)	Spread (^^)		Interest Rate		Acquisition Date (^^^)	Maturity	Principal	Amortized Cost		Fair Value (^^^^)		% of Net Assets (^^^^^)
Telecommunications
American Broadband and Telecommunications Company LLC (Delayed Draw) (~) () (*)	P	12.00	%	18.50% Cash/ 2.00% PIK		6/10/2022	6/10/2025	2,754	$	2,555	$	2,845	0.2	%
American Broadband and Telecommunications Company LLC (Revolver) (*)	P	12.00	%	18.50% Cash/ 2.00% PIK		6/10/2022	6/10/2025	1,000	249		249		0.0	%
Calabrio, Inc. (~~)	SF	7.13	%	12.45	%	12/19/2023	4/16/2027	1,173	1,173		1,184		0.1	%
Calabrio, Inc. (~~)	SF	7.13	%	12.45	%	4/16/2021	4/16/2027	8,000	7,883		8,000		0.5	%
Calabrio, Inc. (Revolver) (*)	SF	7.13	%	12.45	%	4/16/2021	4/16/2027	963	—		—		0.0	%
DataOnline Corp. (~~) (~~~~)	SF	5.65	%	10.99	%	11/13/2019	11/13/2025	34,949	34,849		34,949		2.2	%
DataOnline Corp. (Revolver)	SF	5.65	%	10.95	%	11/13/2019	11/13/2025	3,701	3,701		3,701		0.2	%
EOS Finco S.A.R.L. (~) (~~~) (<) (c)	SF	6.00	%	11.31	%	8/3/2022	8/20/2027	7,218	7,122		5,987		0.4	%
MB Purchaser, LLC (~)	SF	4.75	%	10.08	%	1/3/2024	1/3/2030	15,000	14,711		15,000		1.0	%
MB Purchaser, LLC (Delayed Draw) () (*)	SF	4.75	%	10.08	%	1/3/2024	1/3/2030	12,500	—		—		0.0	%
MB Purchaser, LLC (Revolver) (*)	SF	4.75	%	10.08	%	1/3/2024	1/3/2030	2,500	—		—		0.0	%
Patagonia Holdco LLC (~) (<) (c)	SF	5.75	%	11.06	%	8/5/2022	8/1/2029	14,775	12,529		13,704		0.9	%
Sandvine Corporation (~)	SF	4.93	%	10.15	%	3/8/2021	10/31/2025	1,143	1,143		854		0.1	%
								105,676	85,915		86,473		5.6	%
Transportation: Cargo
AIT Worldwide Logistics Holdings, Inc. (~)	SF	4.85	%	10.17	%	5/26/2023	4/26/2028	6,268	6,037		6,287		0.4	%
Complete Innovations Inc. (~) (<) (b) (c)	C	6.00	%	11.31	%	12/16/2020	12/16/2025	8,084	8,516		8,084		0.5	%
Complete Innovations Inc. (~) (<) (b) (c)	C	6.00	%	11.31	%	12/16/2020	12/16/2025	1,025	1,096		1,025		0.1	%
Epika Fleet Services, Inc. (~)	SF	5.75	%	11.08	%	3/18/2024	3/18/2029	17,000	16,661		16,660		1.1	%
Epika Fleet Services, Inc.	SF	5.75	%	11.08	%	3/18/2024	3/18/2029	9,808	9,710		9,710		0.6	%
Epika Fleet Services, Inc. (Delayed Draw) () (*)	SF	5.75	%	11.08	%	3/18/2024	3/18/2029	4,904	—		—		0.0	%
Epika Fleet Services, Inc. (Revolver) (*)	SF	5.75	%	11.08	%	3/18/2024	3/18/2029	3,696	369		362		0.0	%
Fiasco Enterprises, LLC (~~~)	SF	6.61	%	11.94	%	5/6/2022	5/6/2027	6,895	6,811		6,757		0.4	%
Fiasco Enterprises, LLC (~)	SF	6.61	%	11.94	%	12/15/2022	5/6/2027	8,316	8,126		8,150		0.5	%
Fiasco Enterprises, LLC (Revolver) (*)	SF	6.61	%	11.94	%	5/6/2022	5/6/2027	1,750	—		—		0.0	%
Kenco PPC Buyer LLC (~) (~~~) (~~~~)	SF	5.00	%	10.29	%	11/17/2022	11/15/2029	21,667	21,209		21,667		1.4	%
Kenco PPC Buyer LLC (Delayed Draw) () (*)	SF	5.00	%	10.32	%	11/17/2022	11/15/2029	3,870	—		—		0.0	%
Kenco PPC Buyer LLC (Revolver) (*)	SF	5.00	%	10.32	%	11/17/2022	11/15/2029	8,138	1,436		1,439		0.1	%
Randys Holdings, Inc. (~) (~~) (~~~~)	SF	6.25	%	11.56	%	11/1/2022	11/1/2028	16,832	16,414		16,841		1.1	%
Randys Holdings, Inc. (Delayed Draw) () (*)	SF	6.25	%	11.59	%	11/1/2022	11/1/2028	5,682	682		682		0.0	%
Randys Holdings, Inc. (Revolver) (*)	SF	6.25	%	11.56	%	11/1/2022	11/1/2028	2,273	599		600		0.0	%
RS Acquisition, LLC (~~) (~~~)	SF	6.10	%	11.43	%	12/13/2021	12/14/2026	10,780	10,651		10,124		0.6	%
RS Acquisition, LLC (~) (~~~~)	SF	6.10	%	11.43	%	12/13/2021	12/14/2026	9,960	9,960		9,354		0.6	%
RS Acquisition, LLC (Revolver) (*)	SF	6.10	%	11.43	%	12/13/2021	12/14/2026	1,264	885		831		0.1	%
								148,212	119,162		118,573		7.5	%

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

March 31, 2024

(in thousands, except for shares and units)


Portfolio Company (^)	Index (^^)	Spread (^^)		Interest Rate		Acquisition Date (^^^)	Maturity	Principal	Amortized Cost		Fair Value (^^^^)		% of Net Assets (^^^^^)
Utilities: Electric
Central Moloney, LLC	SF	6.75	%	12.05	%	2/9/2024	10/20/2028	18,250	$	17,803	$	18,278	1.2	%
Central Moloney, LLC (~) (~~~)	SF	6.75	%	12.05	%	12/19/2023	10/20/2028	36,272	35,522		36,328		2.3	%
								54,522	53,325		54,606		3.5	%
Wholesale
IF & P Holdings Company, LLC (~) (~~~)	SF	5.63	%	10.88	%	10/6/2022	10/3/2028	23,568	23,095		23,504		1.5	%
IF & P Holdings Company, LLC (~)	SF	6.00	%	11.26	%	5/25/2023	10/3/2028	6,617	6,436		6,617		0.4	%
IF & P Holdings Company, LLC (Revolver) (*)	SF	5.63	%	10.95	%	10/6/2022	10/3/2028	2,800	2,338		2,338		0.1	%
S&S Holdings LLC (~)	SF	5.10	%	10.42	%	3/10/2021	3/10/2028	2,910	2,854		2,905		0.2	%
								35,895	34,723		35,364		2.2	%
Total Non-Controlled/Non-Affiliate Senior Secured Loans								2,794,643	2,387,849		2,406,065		152.7	%

Unitranche Secured Loans (<<)
Beverage, Food & Tobacco
Gargoyle Enterprises, Inc. (Revolver) (*) (e)	SF	12.00	%	17.32	%	11/3/2023	11/3/2026	1,000	400		400		0.0	%
Off Hours Spirits, Inc. / Hour Barrel, LLC (Revolver) (*) (f)	SF	10.00	%	13.33% Cash/ 2.00% PIK		12/8/2023	12/8/2026	334	200		200		0.0	%
								1,334	600		600		0.0	%
Construction & Building
Inversiones DP6 (BVI) Numero Dos, Ltd. (<) (c)	n/a	n/a		9.00% Cash/ 4.75% PIK		10/14/2022	10/14/2026	26,259	26,259		26,381		1.7	%
								26,259	26,259		26,381		1.7	%
Consumer Goods: Durable
Jumpstart Holdco, Inc. (~)	SF	5.65	%	10.96	%	4/19/2022	4/19/2028	23,148	22,811		21,790		1.4	%
								23,148	22,811		21,790		1.4	%
Environmental Industries
StormTrap, LLC (~~~)	SF	5.25	%	10.72	%	3/25/2022	3/24/2028	6,437	6,353		6,437		0.4	%
								6,437	6,353		6,437		0.4	%
Healthcare & Pharmaceuticals
Evolve Biologics Inc. (~) (<)	SF	16.00	%	10.66% Cash/ 10.66% PIK		12/20/2022	12/18/2026	20,107	19,812		20,006		1.3	%
								20,107	19,812		20,006		1.3	%
Media: Advertising, Printing & Publishing
New Engen, Inc. (~~) (~~~)	SF	5.11	%	10.44	%	12/3/2021	12/3/2026	9,358	9,261		9,358		0.6	%
New Engen, Inc. (~~) (~~~)	SF	5.11	%	10.44	%	12/27/2021	12/3/2026	7,902	7,902		7,902		0.5	%
								17,260	17,163		17,260		1.1	%
Media: Diversified & Production
Park County Holdings, LLC	SF	6.75	%	12.08	%	11/29/2023	11/29/2029	45,000	44,374		45,000		2.9	%
								45,000	44,374		45,000		2.9	%
Services: Business
ASG II, LLC (~)	SF	6.40	%	11.71	%	5/25/2022	5/25/2028	15,000	14,769		14,962		0.9	%
ASG II, LLC (Delayed Draw) () (*)	SF	6.40	%	11.71	%	5/25/2022	5/25/2028	2,250	2,106		2,101		0.1	%
Onit, Inc. (~)	SF	7.50	%	12.73	%	12/20/2021	5/2/2025	16,800	16,686		16,800		1.1	%
								34,050	33,561		33,863		2.1	%

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

March 31, 2024

(in thousands, except for shares and units)


Portfolio Company (^)	Index (^^)	Spread (^^)		Interest Rate		Acquisition Date (^^^)	Maturity	Principal	Amortized Cost		Fair Value (^^^^)		% of Net Assets (^^^^^)
Telecommunications
VB E1, LLC (~)	SF	7.75	%	13.05	%	11/18/2020	11/18/2026	3,000	$	3,000	$	3,000	0.2	%
								3,000	3,000		3,000		0.2	%
Total Non-Controlled/Non-Affiliate Unitranche Secured Loans								176,595	173,933		174,337		11.1	%

Junior Secured Loans
Aerospace & Defense
API Holdings III Corp. (~)	SF	7.00	%	6.31% Cash/ 6.00% PIK		11/3/2023	5/9/2027	1,712	1,709		1,061		0.1	%
								1,712	1,709		1,061		0.1	%
Automotive
First Brands Group, LLC (a)	SF	8.76	%	14.07	%	12/11/2023	12/29/2028	14,436	13,930		14,328		0.9	%
								14,436	13,930		14,328		0.9	%
Banking
MoneyLion, Inc. (~) (<)	SF	9.51	%	14.82	%	3/25/2022	3/24/2026	17,411	17,294		17,411		1.1	%
								17,411	17,294		17,411		1.1	%
Chemicals, Plastics & Rubber
Loparex Midco B.V. (fka PHM Netherlands Midco B.V.) (<) (c)	SF	4.50	%	9.84	%	4/4/2023	2/1/2027	516	507		451		0.0	%
Loparex Midco B.V. (fka PHM Netherlands Midco B.V.) (<) (c)	SF	4.50	%	9.84	%	4/4/2023	2/1/2027	221	216		130		0.0	%
								737	723		581		0.0	%
Construction & Building
Sundy Village West Mezz Borrower, LLC (Delayed Draw) (<) () (*)	SF	6.25	%	11.57	%	12/21/2023	1/15/2027	37,349	24,110		24,304		1.5	%
Sundy Village West Mezz Borrower, LLC (Delayed Draw) (<) () (*)	SF	11.25	%	16.57% PIK		12/21/2023	1/15/2027	12,772	3,134		3,130		0.2	%
								50,121	27,244		27,434		1.7	%
Consumer Goods: Non-Durable
Thrasio, LLC	P	8.00	%	16.50% (***)		12/18/2020	12/18/2026	4,595	4,552		1,890		0.1	%
Thrasio, LLC	SF	10.11	%	15.44% PIK (***)		3/1/2024	7/1/2024	270	270		270		0.0	%
								4,865	4,822		2,160		0.1	%
FIRE: Real Estate
Avison Young (USA) Inc. (<) (c)	SF	8.26	%	13.58% (***)		4/26/2019	3/12/2029	1,892	1,892		1,514		0.1	%
Avison Young (USA) Inc. (<) (c)	SF	8.26	%	13.58% (***)		4/26/2019	3/12/2029	647	647		386		0.0	%
Florida East Coast Industries, LLC (<)	n/a	n/a		16.00% PIK		8/9/2021	6/28/2024	1,728	1,725		1,728		0.1	%
Witkoff/Monroe 700 JV LLC (<)	n/a	n/a		8.00% Cash/ 4.00% PIK		7/2/2021	7/2/2026	9,741	9,741		9,602		0.6	%
Witkoff/Monroe 700 JV LLC (<)	n/a	n/a		8.00% Cash/ 4.00% PIK		5/16/2023	7/2/2026	1,685	1,685		1,661		0.1	%
Witkoff/Monroe 700 JV LLC (Delayed Draw) (<) () (*)	n/a	n/a		8.00% Cash/ 4.00% PIK		9/25/2023	7/22/2026	3,023	3,012		2,969		0.2	%
								18,716	18,702		17,860		1.1	%
Healthcare & Pharmaceuticals
Radiology Partners, Inc. (a)	SF	5.26	%	9.09% Cash/ 1.50% PIK		1/29/2024	7/9/2025	4,800	4,296		4,648		0.3	%
Radiology Partners, Inc. (a)	SF	5.26	%	9.09% Cash/ 1.50% PIK		2/22/2024	1/31/2029	5,000	4,850		4,842		0.3	%
								9,800	9,146		9,490		0.6	%

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

March 31, 2024

(in thousands, except for shares and units)


Portfolio Company (^)	Index (^^)	Spread (^^)		Interest Rate		Acquisition Date (^^^)	Maturity	Principal	Amortized Cost		Fair Value (^^^^)		% of Net Assets (^^^^^)
High Tech Industries
Arcserve Cayman Opco LP (fka Arcstor Midco, LLC)	n/a	n/a		n/a (***)		3/16/2021	3/16/2027	988	$	968	$	—	0.0	%
Arcserve Cayman Opco LP (fka Arcstor Midco, LLC)	n/a	n/a		9.00% PIK (***)		8/29/2023	7/2/2029	430	401		437		0.0	%
Arcserve Cayman Opco LP (fka Arcstor Midco, LLC) (~)	n/a	n/a		9.00% PIK (***)		7/14/2023	7/2/2029	440	401		446		0.0	%
								1,858	1,770		883		0.0	%
Media: Broadcasting & Subscription
Vice Acquisition Holdco, LLC	n/a	n/a		n/a (***)		5/2/2019	n/a (g)	477	477		—		0.0	%
Vice Acquisition Holdco, LLC	n/a	n/a		n/a (***)		5/2/2019	n/a (g)	150	150		—		0.0	%
Vice Acquisition Holdco, LLC	n/a	n/a		n/a (***)		5/2/2019	n/a (g)	57	57		—		0.0	%
Vice Acquisition Holdco, LLC	n/a	n/a		n/a (***)		11/4/2019	n/a (g)	92	92		—		0.0	%
Vice Acquisition Holdco, LLC	SF	8.26	%	13.57% PIK (***)		7/31/2023	1/31/2028	503	503		471		0.0	%
Vice Acquisition Holdco, LLC	SF	8.26	%	13.57% PIK (***)		7/31/2023	1/31/2028	152	152		143		0.0	%
Vice Acquisition Holdco, LLC	SF	8.26	%	13.57% PIK (***)		9/8/2023	1/31/2028	265	265		248		0.0	%
Vice Acquisition Holdco, LLC	SF	8.26	%	13.57% PIK (***)		7/31/2023	1/31/2028	396	396		301		0.0	%
								2,092	2,092		1,163		0.0	%
Services: Business
Argano, LLC (####)	P	(1.00)	%	7.50	%	11/7/2023	6/29/2024	28	28		27		0.0	%
								28	28		27		0.0	%
Total Non-Controlled/Non-Affiliate Junior Secured Loans								121,776	97,460		92,398		5.6	%

Equity Securities (#) (##)
Automotive
Born To Run, LLC (692,841 Class A units)	—	—		— (###)		4/1/2021	—	—	693		—		0.0	%
Lifted Trucks Holdings, LLC (158,730 Class A shares) (####)	—	—		— (###)		8/2/2021	—	—	159		91		0.0	%
									852		91		0.0	%
Banking
MV Receivables II, LLC (1,822 shares of common stock) (<) (####)	—	—		— (###)		7/29/2021	—	—	750		—		0.0	%
MV Receivables II, LLC (warrant to purchase up to 1.0% of the equity) (<) (####)	—	—		— (###)		7/28/2021	7/28/2031	—	453		—		0.0	%
									1,203		—		0.0	%
Beverage, Food & Tobacco
Sabrosura Foods, LLC et al (171,429 Class A interests)	—	—		— (###)		10/18/2019	—	—	171		—		0.0	%
Sabrosura Foods, LLC et al (7,022 Class AA units)	—	—		— (###)		11/22/2022	—	—	10		—		0.0	%
Sabrosura Foods, LLC et al (8,322 Class AAA units)	—	—		— (###)		3/17/2023	—	—	8		—		0.0	%
									189		—		0.0	%
Capital Equipment
Adept AG Holdings, LLC (314,584 Class A preferred units) (####)	—	—		— (###)		8/11/2022	—	—	650		173		0.0	%
Adept AG Holdings, LLC (45,874 Series B units) (####)	—	—		— (###)		8/1/2023	—	—	46		48		0.0	%
Adept AG Holdings, LLC (42,816 Series C preferred units) (####)	—	—		— (###)		12/20/2023	—	—	43		44		0.0	%
									739		265		0.0	%

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

March 31, 2024

(in thousands, except for shares and units)


Portfolio Company (^)	Index (^^)	Spread (^^)	Interest Rate	Acquisition Date (^^^)	Maturity	Principal	Amortized Cost		Fair Value (^^^^)		% of Net Assets (^^^^^)
Construction & Building
MEI Buyer LLC (2,275 units)	—	—	— (###)	6/29/2023	—	—	$	2,275	$	2,560	0.2	%
							2,275		2,560		0.2	%
Consumer Goods: Durable
Independence Buyer, Inc. (169 Class A units)	—	—	— (###)	8/3/2021	—	—	169		102		0.0	%
Jumpstart Holdco, Inc. (1,566,667 Class A units)	—	—	— (###)	4/19/2022	—	—	1,566		1,068		0.1	%
							1,735		1,170		0.1	%
Energy: Oil & Gas
Talos Energy Inc. (12,138 shares of common stock) (~) (<) (h)	—	—	— (###)	3/4/2024	—	—	133		169		0.0	%
							133		169		0.0	%
Environmental Industries
Quest Resource Management Group, LLC (warrant to purchase up to 0.2% of the equity)	—	—	— (###)	10/19/2020	3/17/2028	—	67		252		0.0	%
Quest Resource Management Group, LLC (warrant to purchase up to 0.2% of the equity)	—	—	— (###)	10/19/2021	3/17/2028	—	—		177		0.0	%
StormTrap, LLC (640,000 Class A preferred units) (####)	n/a	n/a	8.00% PIK	3/25/2022	—	—	640		640		0.0	%
StormTrap, LLC (640,000 Class A common units) (####)	—	—	— (###)	3/25/2022	—	—	—		171		0.0	%
Volt Bidco, Inc. (878 shares of common stock)	—	—	— (###)	8/11/2021	—	—	891		1,157		0.1	%
							1,598		2,397		0.1	%
FIRE: Finance
Bench Walk Lead, LLC (commitment to purchase up to 3.2% of the equity) (<) (####)	—	—	— (###)	6/12/2023	—	—	1,600		1,659		0.1	%
J2 BWA Funding LLC (0.3% profit sharing) (<) (####)	—	—	— (###)	12/24/2020	—	—	—		40		0.0	%
J2 BWA Funding III, LLC (commitment to purchase up to 3.8% of the equity) (<) (####) (i)	—	—	— (###)	4/29/2022	—	—	443		443		0.0	%
							2,043		2,142		0.1	%
FIRE: Insurance
Epic Garage Partners, LLC (43,269 shares of common stock) (####)	—	—	— (###)	2/2/2024	—	—	433		433		0.0	%
							433		433		0.0	%

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

March 31, 2024

(in thousands, except for shares and units)


Portfolio Company (^)	Index (^^)	Spread (^^)	Interest Rate	Acquisition Date (^^^)	Maturity	Principal	Amortized Cost		Fair Value (^^^^)		% of Net Assets (^^^^^)
FIRE: Real Estate
Avison Young (USA) Inc. (2,036,442 Class A preferred shares) (<) (c)	n/a	n/a	12.50% PIK (***)	9/1/2022	—	—	$	2,036	$	916	0.1	%
Avison Young (USA) Inc. (1,521 Class F common shares) (<) (c)	—	—	— (###)	9/1/2022	—	—	1,234		—		0.0	%
InsideRE, LLC (284,853 Class A common units) (####)	—	—	— (###)	9/9/2019	—	—	420		659		0.1	%
Lessen LLC (128,737 preferred units)	—	—	— (###)	1/5/2023	—	—	1,667		1,667		0.1	%
Residential Homes for Rent LLC (446,794 Series A preferred units) (<) (####)	—	—	— (###)	3/5/2024	—	—	1,950		1,950		0.1	%
Residential Homes for Rent LLC (warrant to purchase up to 1.2% of the equity) (<) (####)	—	—	— (###)	3/5/2024	3/5/2034	—	—		—		0.0	%
Witkoff/Monroe 700 JV LLC (2,992 preferred units) (<) (####)	—	—	— (###)	7/2/2021	—	—	5		3,571		0.2	%
							7,312		8,763		0.6	%
Healthcare & Pharmaceuticals
Ascent Midco, LLC (725,806 Class A units) (####)	n/a	n/a	8.00% PIK	2/5/2020	—	—	726		590		0.0	%
Bluesight, Inc. (311 Class A preferred units)	n/a	n/a	9.00% PIK	7/17/2023	—	—	311		282		0.0	%
Bluesight, Inc. (166,310 Class B common units)	—	—	— (###)	7/17/2023	—	—	—		—		0.0	%
Dorado Acquisition, Inc. (531,783 Class A-1 units)	—	—	— (###)	6/30/2021	—	—	578		584		0.0	%
Dorado Acquisition, Inc. (531,783 Class A-2 units)	—	—	— (###)	6/30/2021	—	—	—		274		0.0	%
Evolve Biologics Inc. (0.1% of equity commitments) (<)	—	—	— (###)	12/20/2022	—	—	—		—		0.0	%
Evolve Biologics Inc. (warrant to purchase up to 1.5% of the equity) (<)	—	—	— (###)	12/20/2022	12/20/2032	—	—		—		0.0	%
Evolve Biologics Inc. (warrant to purchase up to 1.2% of the equity) (~) (<)	—	—	— (###)	1/18/2024	1/18/2034	—	—		262		0.0	%
Forest Buyer, LLC (1,088 Class A units) (####)	n/a	n/a	8.00% PIK	3/15/2024	—	—	1,088		1,088		0.1	%
Forest Buyer, LLC (1,088 Class B units) (####)	n/a	n/a	8.00% PIK	3/15/2024	—	—	—		—		0.0	%
KL Moon Acquisition, LLC (0.3% of the equity)	—	—	— (###)	1/31/2023	—	—	981		657		0.1	%
NationsBenefits, LLC (369,827 Series B units) (####)	n/a	n/a	5.00% PIK	8/20/2021	—	—	2,498		4,676		0.3	%
NationsBenefits, LLC (326,667 common units) (####)	—	—	— (###)	8/20/2021	—	—	468		1,518		0.1	%
NQ PE Project Colosseum Midco Inc. (1,364,614 common units)	—	—	— (###)	10/4/2022	—	—	1,365		1,084		0.1	%
Seran BioScience, LLC (26,666 common units) (####)	—	—	— (###)	12/31/2020	—	—	267		665		0.1	%
Vero Biotech Inc. (warrant to purchase up to 2.3% of the equity)	—	—	— (###)	12/29/2023	12/29/2033	—	—		340		0.0	%
							8,282		12,020		0.8	%
High Tech Industries
Amelia Holding II, LLC (warrant to purchase up to 0.1% of the equity)	—	—	— (###)	12/21/2022	12/21/2032	—	—		138		0.0	%
Arcserve Cayman Opco LP (fka Arcstor Midco, LLC) (157,895 Class A common units)	—	—	— (###)	3/16/2021	—	—	10,982		1,319		0.1	%
Arcserve Cayman Opco LP (fka Arcstor Midco, LLC) (294,118 Class B common units)	—	—	— (###)	1/2/2024	—	—	—		2,457		0.2	%
Drawbridge Partners, LLC (652,174 Class A-1 units)	—	—	— (###)	9/1/2022	—	—	652		768		0.1	%
Optomi, LLC (278 Class A units) (####)	—	—	— (###)	12/16/2021	—	—	278		454		0.0	%
Recorded Future, Inc. (40,243 Class A units) (j)	—	—	— (###)	7/3/2019	—	—	40		134		0.0	%
Sparq Holdings, Inc. (600,000 common units)	—	—	— (###)	6/15/2023	—	—	600		635		0.0	%
Unanet, Inc. (1,621,053 shares of common stock)	—	—	— (###)	12/5/2022	—	—	1,622		2,448		0.2	%
							14,174		8,353		0.6	%
Hotels, Gaming & Leisure
Equine Network, LLC (92 Class A units) (####)	—	—	— (###)	12/31/2020	—	—	95		120		0.0	%
							95		120		0.0	%

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

March 31, 2024

(in thousands, except for shares and units)


Portfolio Company (^)	Index (^^)	Spread (^^)	Interest Rate	Acquisition Date (^^^)	Maturity	Principal	Amortized Cost		Fair Value (^^^^)		% of Net Assets (^^^^^)
Media: Advertising, Printing & Publishing
95 Percent Buyer, LLC (385,027 Class A units) (####)	n/a	n/a	8.00% PIK	11/24/2021	—	—	$	385	$	964	0.1	%
Calienger Holdings, L.L.C. (568,181 Class A units) (####)	—	—	— (###)	10/21/2022	—	—	568		568		0.0	%
New Engen, Inc. (417 preferred units)	n/a	n/a	8.00% PIK	12/27/2021	—	—	417		397		0.0	%
New Engen, Inc. (5,067 Class B common units)	—	—	— (###)	12/27/2021	—	—	5		—		0.0	%
Really Great Reading Company, Inc. (369 Series A units)	—	—	— (###)	12/9/2022	—	—	369		463		0.0	%
Relevate Health Group, LLC (96 preferred units)	n/a	n/a	12.00% PIK	11/20/2020	—	—	96		42		0.0	%
Relevate Health Group, LLC (96 Class B common units)	—	—	— (###)	11/20/2020	—	—	—		—		0.0	%
Spherix Global Inc. (333 Class A units)	—	—	— (###)	12/22/2021	—	—	333		111		0.0	%
XanEdu Publishing, Inc. (65,104 Class A units)	n/a	n/a	8.00% PIK	1/28/2020	—	—	65		350		0.0	%
							2,238		2,895		0.1	%
Media: Broadcasting & Subscription
Vice Acquisition Holdco, LLC (1,110,000 Class A units)	—	—	— (###)	7/31/2023	—	—	1,110		—		0.0	%
							1,110		—		0.0	%
Media: Diversified & Production
Chess.com, LLC (5 Class A units) (####)	—	—	— (###)	12/31/2021	—	—	189		162		0.0	%
							189		162		0.0	%
Services: Business
Argano, LLC (62,574 common units) (####)	—	—	— (###)	6/10/2021	—	—	317		500		0.0	%
Cosmos Bidco, Inc. (2,250,000 Class A Membership Interest)	—	—	— (###)	9/15/2023	—	—	2,250		2,443		0.2	%
ecMarket Inc. and Conexiom US Inc. (96,603 preferred shares) (<) (c)	—	—	— (###)	9/21/2021	—	—	724		733		0.0	%
Edustaff, LLC (591 shares of common stock) (####)	—	—	— (###)	12/8/2022	—	—	591		930		0.1	%
Onix Networking Corp. (2,000,000 shares of common stock)	—	—	— (###)	10/2/2023	—	—	2,000		2,009		0.1	%
Skillsoft Corp. (1,308 Class A shares) (~) (<) (h)	—	—	— (###)	6/11/2021	—	—	508		12		0.0	%
							6,390		6,627		0.4	%
Services: Consumer
Express Wash Acquisition Company, LLC (34,944 Class A common units) (####)	—	—	— (###)	11/15/2023	—	—	—		—		0.0	%
Express Wash Acquisition Company, LLC (35 Class A preferred units) (####)	n/a	n/a	8.00% PIK	11/15/2023	—	—	35		31		0.0	%
Express Wash Acquisition Company, LLC (164,381 Class B common units) (####)	—	—	— (###)	11/15/2023	—	—	—		—		0.0	%
Express Wash Acquisition Company, LLC (164 Class B preferred units) (####)	—	—	— (###)	11/15/2023	—	—	169		—		0.0	%
IDIG Parent, LLC (192,908 shares of common stock) (####) (l)	—	—	— (###)	1/4/2021	—	—	196		240		0.0	%
Light Wave Dental Management, LLC (306,152 Class A units) (####)	—	—	— (###)	6/30/2023	—	—	3,062		2,850		0.2	%
							3,462		3,121		0.2	%
Telecommunications
American Broadband and Telecommunications Company LLC (warrant to purchase up to 0.4% of the equity)	—	—	— (###)	6/10/2022	6/10/2032	—	84		94		0.0	%
							84		94		0.0	%
Transportation: Cargo
Epika Fleet Services, Inc. (44,348 preferred units)	—	—	— (###)	3/18/2024	—	—	1,109		1,109		0.1	%
RS Acquisition, LLC (838,077 common units) (####)	—	—	— (###)	1/12/2022	—	—	1,439		824		0.1	%
							2,548		1,933		0.2	%

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

March 31, 2024

(in thousands, except for shares and units)


Portfolio Company (^)	Index (^^)	Spread (^^)		Interest Rate		Acquisition Date (^^^)	Maturity	Principal	Amortized Cost		Fair Value (^^^^)		% of Net Assets (^^^^^)
Utilities: Electric
Central Moloney, LLC (5,887 Class A preferred units)	n/a	n/a		10.00% PIK		10/20/2023	—	—	$	5,887	$	5,887	0.4	%
Central Moloney, LLC (5,887 Class B common units)	—	—		— (###)		10/20/2023	—	—	907		1,537		0.1	%
									6,794		7,424		0.5	%
Wholesale
IF & P Holdings Company, LLC (1,531 Class A preferred units)	—	—		— (###)		10/3/2022	—	—	1,531		1,476		0.1	%
IF & P Holdings Company, LLC (1,531 Class B common units)	—	—		— (###)		10/3/2022	—	—	6		—		0.0	%
									1,537		1,476		0.1	%
Total Non-Controlled/Non-Affiliate Equity Securities									65,415		62,215		4.0	%
Total Non-Controlled/Non-Affiliate Company Investments									$	2,724,657	$	2,735,015	173.4	%

Non-Controlled Affiliate Company Investments (#####)
Senior Secured Loans
FIRE: Real Estate
Second Avenue SFR Holdings II LLC (Revolver) (<) (*)	SF	7.00	%	12.33	%	8/11/2021	8/9/2024	4,875	$	3,323	$	3,323	0.2	%
								4,875	3,323		3,323		0.2	%
Services: Business
Nastel Technologies, LLC (~~)	SF	6.61	%	11.94	%	9/21/2022	9/21/2027	3,500	3,444		3,487		0.2	%
Nastel Technologies, LLC (Revolver) (*)	SF	6.61	%	11.94	%	9/21/2022	9/21/2027	368	—		—		0.0	%
Zodega Landscaping, LLC (~)	SF	7.86	%	13.19	%	10/6/2023	10/6/2028	12,469	11,974		12,506		0.8	%
Zodega Landscaping, LLC (Revolver) (*)	SF	7.86	%	13.19	%	10/6/2023	10/6/2028	1,984	—		—		0.0	%
								18,321	15,418		15,993		1.0	%
Transportation: Cargo
SheerTrans Solutions, LLC (~)	SF	8.11	%	9.44% Cash/ 4.00% PIK		7/29/2022	7/29/2027	5,140	5,065		5,140		0.3	%
SheerTrans Solutions, LLC (~)	SF	8.11	%	9.44% Cash/ 4.00% PIK		2/15/2024	7/29/2027	1,468	1,441		1,468		0.1	%
SheerTrans Solutions, LLC (Revolver) (*)	SF	8.11	%	9.44% Cash/ 4.00% PIK		7/29/2022	7/29/2027	1,477	968		968		0.1	%
								8,085	7,474		7,576		0.5	%
Total Non-Controlled/Affiliate Senior Secured Loans								31,281	26,215		26,892		1.7	%


Junior Secured Loans
FIRE: Real Estate
SFR Holdco, LLC (<)	n/a	n/a		8.00	%	8/6/2021	7/28/2028	5,850	5,850		5,533		0.4	%
SFR Holdco, LLC (<)	n/a	n/a		8.00	%	3/1/2022	7/28/2028	4,388	4,387		4,512		0.3	%
								10,238	10,237		10,045		0.7	%
Total Non-Controlled/Affiliate Junior Secured Loans								10,238	10,237		10,045		0.7	%

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

March 31, 2024

(in thousands, except for shares and units)


Portfolio Company (^)	Index (^^)	Spread (^^)	Interest Rate	Acquisition Date (^^^)	Maturity	Principal	Amortized Cost		Fair Value (^^^^)		% of Net Assets (^^^^^)
Equity Securities (##) (#####)
FIRE: Real Estate
SFR Holdco, LLC (13.9% of equity commitments) (<)	—	—	— (###)	8/6/2021	—	—	$	3,900	$	4,446	0.3	%
SFR Holdco, LLC (10.5% of equity commitments) (<)	—	—	— (###)	3/1/2022	—	—	2,925		3,334		0.2	%
							6,825		7,780		0.5	%
High Tech Industries
ClearlyRated Capital, LLC (5,500,000 Class A units) (####)	—	—	— (###)	6/1/2023	—	—	5,500		5,500		0.3	%
							5,500		5,500		0.3	%
Services: Business
Nastel Technologies, LLC (3,408 Class A units) (####)	—	—	— (###)	9/21/2022	—	—	3,408		4,396		0.3	%
Zodega Landscaping, LLC (124,206 preferred interests) (k)	—	—	— (###)	10/6/2023	—	—	12,421		12,477		0.8	%
							15,829		16,873		1.1	%
Transportation: Cargo
SheerTrans Solutions, LLC (12,233,889 preferred interests) (####)	—	—	— (###)	7/29/2022	—	—	12,234		12,112		0.8	%
							12,234		12,112		0.8	%
Total Non-Controlled/Affiliate Equity Securities							40,388		42,265		2.7	%
Total Non-Controlled/Affiliate Company Investments							$	76,840	$	79,202	5.1	%

TOTAL INVESTMENTS							$	2,801,497	$	2,814,217	178.5	%

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

March 31, 2024

(in thousands, except for shares and units)

Derivative Instruments

Foreign currency forward contracts


Description	Notional Amount to be Purchased		Notional Amount to be Sold		Counterparty	Settlement Date	Unrealized Gain (Loss)
Foreign currency forward contract	$	313	CAD	424	Bannockburn Global Forex, LLC	4/3/2024	$	—
Foreign currency forward contract	$	103	CAD	143	Bannockburn Global Forex, LLC	4/17/2024	(2)
Foreign currency forward contract	$	78	CAD	108	Bannockburn Global Forex, LLC	5/17/2024	(1)
Foreign currency forward contract	$	86	CAD	118	Bannockburn Global Forex, LLC	6/19/2024	(2)
Foreign currency forward contract	$	308	CAD	417	Bannockburn Global Forex, LLC	7/3/2024	—
Foreign currency forward contract	$	95	CAD	131	Bannockburn Global Forex, LLC	7/17/2024	(2)
Foreign currency forward contract	$	80	CAD	111	Bannockburn Global Forex, LLC	8/19/2024	(2)
Foreign currency forward contract	$	83	CAD	114	Bannockburn Global Forex, LLC	9/18/2024	(2)
Foreign currency forward contract	$	312	CAD	423	Bannockburn Global Forex, LLC	10/2/2024	—
Foreign currency forward contract	$	97	CAD	134	Bannockburn Global Forex, LLC	10/17/2024	(2)
Foreign currency forward contract	$	80	CAD	110	Bannockburn Global Forex, LLC	11/19/2024	(2)
Foreign currency forward contract	$	80	CAD	110	Bannockburn Global Forex, LLC	12/18/2024	(1)
Foreign currency forward contract	$	302	CAD	409	Bannockburn Global Forex, LLC	1/2/2025	—
Foreign currency forward contract	$	96	CAD	133	Bannockburn Global Forex, LLC	1/17/2025	(2)
Foreign currency forward contract	$	83	CAD	115	Bannockburn Global Forex, LLC	2/20/2025	(2)
Foreign currency forward contract	$	66	CAD	91	Bannockburn Global Forex, LLC	3/19/2025	(1)
Foreign currency forward contract	$	10,811	CAD	14,653	Bannockburn Global Forex, LLC	4/2/2025	(11)
Foreign currency forward contract	$	93	CAD	128	Bannockburn Global Forex, LLC	4/17/2025	(2)
Foreign currency forward contract	$	73	CAD	101	Bannockburn Global Forex, LLC	5/19/2025	(1)
Foreign currency forward contract	$	78	CAD	107	Bannockburn Global Forex, LLC	6/18/2025	(1)
Foreign currency forward contract	$	93	CAD	128	Bannockburn Global Forex, LLC	7/17/2025	(2)
Foreign currency forward contract	$	75	CAD	103	Bannockburn Global Forex, LLC	8/19/2025	(1)
Foreign currency forward contract	$	75	CAD	103	Bannockburn Global Forex, LLC	9/17/2025	(1)
Foreign currency forward contract	$	94	CAD	130	Bannockburn Global Forex, LLC	10/17/2025	(2)
Foreign currency forward contract	$	79	CAD	109	Bannockburn Global Forex, LLC	11/19/2025	(1)
Foreign currency forward contract	$	8,874	CAD	12,243	Bannockburn Global Forex, LLC	12/18/2025	(168)
Foreign currency forward contract	$	420	AUD	635	Bannockburn Global Forex, LLC	4/17/2024	6
Foreign currency forward contract	$	402	AUD	609	Bannockburn Global Forex, LLC	5/16/2024	5
Foreign currency forward contract	$	332	AUD	506	Bannockburn Global Forex, LLC	6/19/2024	2
Foreign currency forward contract	$	75	AUD	111	Bannockburn Global Forex, LLC	6/20/2024	3
Foreign currency forward contract	$	381	AUD	579	Bannockburn Global Forex, LLC	7/16/2024	4
Foreign currency forward contract	$	391	AUD	594	Bannockburn Global Forex, LLC	8/16/2024	4
Foreign currency forward contract	$	389	AUD	592	Bannockburn Global Forex, LLC	9/17/2024	3
Foreign currency forward contract	$	376	AUD	572	Bannockburn Global Forex, LLC	10/17/2024	3
Foreign currency forward contract	$	387	AUD	590	Bannockburn Global Forex, LLC	11/18/2024	2
Foreign currency forward contract	$	374	AUD	570	Bannockburn Global Forex, LLC	12/17/2024	2
Foreign currency forward contract	$	372	AUD	568	Bannockburn Global Forex, LLC	1/17/2025	1
Foreign currency forward contract	$	367	AUD	560	Bannockburn Global Forex, LLC	2/18/2025	1
Foreign currency forward contract	$	331	AUD	506	Bannockburn Global Forex, LLC	3/18/2025	—
Foreign currency forward contract	$	365	AUD	560	Bannockburn Global Forex, LLC	4/16/2025	—
Foreign currency forward contract	$	353	AUD	542	Bannockburn Global Forex, LLC	5/16/2025	(1)
Foreign currency forward contract	$	364	AUD	560	Bannockburn Global Forex, LLC	6/18/2025	(1)
Foreign currency forward contract	$	372	AUD	557	Bannockburn Global Forex, LLC	7/16/2025	9
Foreign currency forward contract	$	373	AUD	559	Bannockburn Global Forex, LLC	8/18/2025	9
Foreign currency forward contract	$	372	AUD	557	Bannockburn Global Forex, LLC	9/16/2025	8

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

March 31, 2024

(in thousands, except for shares and units)


Description	Notional Amount to be Purchased		Notional Amount to be Sold		Counterparty	Settlement Date	Unrealized Gain (Loss)
Foreign currency forward contract	$	359	AUD	539	Bannockburn Global Forex, LLC	10/17/2025	8
Foreign currency forward contract	$	371	AUD	557	Bannockburn Global Forex, LLC	11/18/2025	8
Foreign currency forward contract	$	358	AUD	539	Bannockburn Global Forex, LLC	12/16/2025	7
Foreign currency forward contract	$	370	AUD	556	Bannockburn Global Forex, LLC	1/20/2026	7
Foreign currency forward contract	$	367	AUD	554	Bannockburn Global Forex, LLC	2/17/2026	6
Foreign currency forward contract	$	331	AUD	500	Bannockburn Global Forex, LLC	3/17/2026	5
Foreign currency forward contract	$	30,584	AUD	47,858	Bannockburn Global Forex, LLC	4/20/2026	(624)
							$	(734)

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

March 31, 2024

(in thousands, except for shares and units)

____________________________________________________

(˄) All of the Company’s investments are issued by eligible portfolio companies, as defined in the Investment Company Act of 1940, as amended, (the “1940 Act”), unless otherwise noted. All of the Company’s investments are issued by U.S. portfolio companies unless otherwise noted.

(˄˄) The majority of the investments bear interest at a rate that may be determined by reference to the Secured Overnight Financing Rate (“SOFR” or “SF”), Canadian Dollar Offered Rate (“CDOR” or “C”) or Prime Rate (“Prime” or “P”) which reset daily, monthly, quarterly, or semiannually. For each such investment, the Company has provided the spread over SOFR, CDOR, or Prime, as applicable, and the current contractual interest rate in effect at March 31, 2024. Certain investments may be subject to an interest rate floor or rate cap. Certain investments contain a payment-in-kind (“PIK”) provision.

(˄˄˄) Except as otherwise noted, all of the Company’s portfolio company investments, which as of March 31, 2024 represented 178.5% of the Company’s net assets or 96.7% of the Company’s total assets, are subject to legal restrictions on sales.

(˄˄˄˄) Except as otherwise noted, because there is no readily available market value for these investments, the fair value of each of these investments is determined in good faith using significant unobservable inputs by the Valuation Designee. (See Note 4 in the accompanying notes to the consolidated financial statements).

(˄˄˄˄˄) Percentages are based on net assets of $1,576,430 as of March 31, 2024.

(~) All or a portion of this security was held in MC Income Plus Financing SPV LLC (the “SPV”) as collateral for the Company’s secured revolving credit facility (the “SPV Credit Facility”) with KeyBank National Association. (See Note 7 in the accompanying notes to the consolidated financial statements).

(~~) All or a portion of this security was held in Monroe Capital Income Plus ABS Funding, LLC (the “2022 Issuer”) as collateral for the Company’s $425,000 asset-backed securitization (the “2022 ABS”). (See Note 7 in the accompanying notes to the consolidated financial statements).

(~~~) All or a portion of this security was held in MC Income Plus Financing SPV II LLC (the “SPV II”) as collateral for the Company’s secured term loan credit facility (the “Term Loan”) with KeyBank National Association. (See Note 7 in the accompanying notes to the consolidated financial statements).

(~~~~) All or a portion of this security was held in Monroe Capital Income Plus ABS Funding II, LLC (the “2023 Issuer”) as collateral for the Company’s $251,169 asset-backed securitization (the “2023 ABS”). (See Note 7 in the accompanying notes to the consolidated financial statements).

(<) This investment is treated as a non-qualifying investment under Section 55(a) of the 1940 Act. Under the 1940 Act, the Company may not acquire any non-qualifying asset unless, at the time the acquisition is made, qualifying assets represent at least 70% of the Company’s total assets. As of March 31, 2024, non-qualifying assets totaled 12.9% of the Company’s total assets.

(<<) The Company structures its unitranche secured loans as senior secured loans. The Company obtains security interests in the assets of these portfolio companies that serve as collateral in support of the repayment of these loans. This collateral may take the form of first-priority liens on the assets of a portfolio company. Generally, the Company syndicates a “first out” portion of the loan to an investor and retains a “last out” portion of the loan, in which case the “first out” portion of the loan will generally receive priority with respect to payments of principal, interest and any other amounts due thereunder. Unitranche structures combine characteristics of traditional first lien senior secured as well as second lien and subordinated loans and the Company’s unitranche secured loans will expose the Company to the risks associated with second lien and subordinated loans and may limit the Company’s recourse or ability to recover collateral upon a portfolio company’s bankruptcy. Unitranche secured loans typically provide for moderate loan amortization in the initial years of the facility, with the majority of the amortization deferred until loan maturity. Unitranche secured loans generally allow the borrower to make a large lump sum payment of principal at the end of the loan term, and there is a risk of loss if the borrower is unable to pay the lump sum or refinance the amount owed at maturity. In many cases the Company, together with its affiliates, is the sole or majority lender of these unitranche secured loans, which can afford the Company additional influence with a borrower in terms of monitoring and, if necessary, remediation in the event of underperformance.

(#) Represents less than 5% ownership of the portfolio company’s voting securities.

(##) Ownership of certain equity investments may occur through a holding company or partnership.

(###) Represents a non-income producing security.

(####) Investment is held by a taxable subsidiary of the Company. See Note 2 in the accompanying notes to the consolidated financial statements for additional information on the Company’s wholly-owned taxable subsidiaries.

(#####) As defined in the 1940 Act, the Company is deemed to be an “Affiliated Person” of the portfolio company as it owns 5% or more of the portfolio company’s voting securities. See Note 5 in the accompanying notes to the consolidated financial statements for additional information on transactions in which the issuer was an Affiliated Person (but not a portfolio company that the Company is deemed to control).

(*) All or a portion of this commitment was unfunded at March 31, 2024. As such, interest is earned only on the funded portion of this commitment.

(**) This delayed draw loan requires that certain financial covenants be met by the portfolio company prior to any fundings by the Company.

(***) This position was on non-accrual status as of March 31, 2024, meaning that the Company has ceased accruing interest income on the position. See Note 2 in the accompanying notes to the consolidated financial statements for additional information on the Company’s accounting policies.

(a) Investment position or portion thereof unsettled as of March 31, 2024.

(b) This loan is denominated in Canadian dollars and is translated into U.S. dollars as of the valuation date.

(d) This loan is denominated in Australian dollars and is translated into U.S. dollars as of the valuation date.

(e) This investment is subject to a servicing agreement whereby the Company earns an effective yield of 21.1% net of servicing fees.

(f) This investment is subject to a servicing agreement whereby the Company earns an effective yield of 16.8% net of servicing fees.

(g) This is a demand note with no stated maturity.

(h) The fair value of this investment was valued using Level 1 inputs. See Note 4 in the accompanying notes to the consolidated financial statements.

(i) As of March 31, 2024, the Company was party to a subscription agreement with a commitment to fund an additional equity investment of $697.

(j) As of March 31, 2024, the Company was party to a subscription agreement with a commitment to fund an additional equity investment of $8.

(k) As of March 31, 2024, the Company was party to a subscription agreement with a commitment to fund an additional equity investment of $1,468.

(l) As of March 31, 2024, the Company was party to a subscription agreement with a commitment to fund an additional equity investment of $34.

n/a - not applicable

See Notes to Consolidated Financial Statements.

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2023

(in thousands, except for shares and units)


Portfolio Company (^)	Index (^^)	Spread (^^)		Interest Rate		Acquisition Date (^^^)	Maturity	Principal	Amortized Cost		Fair Value (^^^^)		% of Net Assets (^^^^^)
Non-Controlled/Non-Affiliate Company Investments
Senior Secured Loans
Aerospace & Defense
API Holdings III Corp. (~)	SF	7.00	%	6.18% Cash/ 6.17% PIK		11/3/2023	3/25/2027	147	$	145	$	143	0.0	%
SI Holdings, Inc. (Integrated Polymer Solutions) (~~) (~~~~)	SF	6.10	%	11.45	%	7/25/2019	7/25/2025	1,915	1,902		1,915		0.1	%
SI Holdings, Inc. (Integrated Polymer Solutions) (~~) (~~~~)	SF	6.10	%	11.45	%	12/24/2019	7/25/2025	1,000	993		1,000		0.1	%
SI Holdings, Inc. (Integrated Polymer Solutions) (~~) (~~~~)	SF	6.10	%	11.45	%	2/17/2021	7/25/2025	1,729	1,728		1,729		0.1	%
SI Holdings, Inc. (Integrated Polymer Solutions) (~~) (~~~~)	SF	6.10	%	11.45	%	6/15/2021	7/25/2025	1,014	1,000		1,014		0.1	%
SI Holdings, Inc. (Integrated Polymer Solutions) (~~) (~~~~)	SF	6.10	%	11.45	%	8/10/2021	7/25/2025	990	981		990		0.1	%
SI Holdings, Inc. (Integrated Polymer Solutions) (~) (~~) (~~~~)	SF	6.10	%	11.45	%	12/8/2023	12/31/2027	2,203	2,203		2,203		0.2	%
SI Holdings, Inc. (Integrated Polymer Solutions) (Revolver) (*)	SF	6.10	%	11.46	%	7/25/2019	7/25/2025	316	47		47		0.0	%
								9,314	8,999		9,041		0.7	%
Automotive
Born To Run, LLC	SF	6.26	%	11.64	%	4/1/2021	4/1/2027	8,820	8,710		6,596		0.5	%
Born To Run, LLC	SF	6.26	%	11.64	%	4/1/2021	4/1/2027	1,201	1,201		898		0.1	%
Burgess Point Purchaser Corporation (~)	SF	5.35	%	10.71	%	6/30/2022	7/25/2029	4,950	4,524		4,705		0.4	%
Lifted Trucks Holdings, LLC (~~) (~~~)	SF	5.85	%	11.16	%	8/2/2021	8/2/2027	9,800	9,671		9,545		0.7	%
Lifted Trucks Holdings, LLC (Revolver) (*)	SF	5.90	%	11.29	%	8/2/2021	8/2/2027	2,381	794		773		0.1	%
Panda Acquisition, LLC (~)	SF	6.35	%	11.70	%	12/20/2022	10/18/2028	9,750	8,196		8,239		0.6	%
Tenneco Inc. (~) (a)	SF	5.10	%	10.45	%	11/3/2023	11/17/2028	7,107	6,088		6,290		0.5	%
Truck-Lite Co., LLC (~)	SF	6.35	%	11.71	%	7/8/2022	12/14/2026	126	124		126		0.0	%
Truck-Lite Co., LLC (~)	SF	6.35	%	11.71	%	3/11/2020	12/14/2026	3,348	3,331		3,339		0.3	%
Truck-Lite Co., LLC (~)	SF	6.35	%	11.71	%	11/23/2021	12/14/2026	622	622		620		0.0	%
Truck-Lite Co., LLC (~)	SF	6.35	%	11.71	%	3/11/2020	12/14/2026	496	496		495		0.0	%
Truck-Lite Co., LLC (~)	SF	6.35	%	11.71	%	11/23/2021	12/14/2026	551	551		550		0.0	%
Truck-Lite Co., LLC (~)	SF	6.35	%	11.71	%	11/23/2021	12/14/2026	707	707		705		0.1	%
								49,859	45,015		42,881		3.3	%
Banking
MV Receivables II, LLC (<)	SF	9.75	%	15.09	%	7/29/2021	7/29/2026	10,125	9,672		9,618		0.8	%
StarCompliance MidCo, LLC (~~~~)	SF	6.85	%	12.20	%	5/31/2023	1/12/2027	385	376		383		0.0	%
StarCompliance MidCo, LLC (~~)	SF	6.85	%	12.20	%	1/12/2021	1/12/2027	3,000	2,966		2,989		0.2	%
StarCompliance MidCo, LLC (~~)	SF	6.85	%	12.20	%	10/12/2021	1/12/2027	503	497		501		0.1	%
StarCompliance MidCo, LLC (Revolver) (*)	SF	6.85	%	12.20	%	1/12/2021	1/12/2027	484	285		284		0.0	%
								14,497	13,796		13,775		1.1	%
Beverage, Food & Tobacco
Aspire Bakeries Holdings LLC	SF	4.25	%	9.61	%	12/15/2023	12/23/2030	13,500	13,365		13,568		1.0	%
Demakes Borrower, LLC	SF	6.25	%	11.61	%	12/15/2023	12/12/2029	4,878	4,757		4,756		0.4	%
Demakes Borrower, LLC (Delayed Draw) () (*)	SF	6.25	%	11.61	%	12/15/2023	12/12/2029	1,372	—		—		0.0	%
LVF Holdings, Inc. (~)	SF	5.90	%	11.25	%	6/10/2021	6/10/2027	3,421	3,377		3,421		0.3	%
LVF Holdings, Inc. (~)	SF	5.90	%	11.25	%	6/10/2021	6/10/2027	3,274	3,274		3,274		0.3	%
LVF Holdings, Inc. (Revolver) (*)	SF	5.90	%	11.25	%	6/10/2021	6/10/2027	554	—		—		0.0	%
Project Cloud Holdings, LLC (~)	SF	6.60	%	11.96	%	6/14/2023	3/29/2029	12,000	12,000		12,000		0.9	%
Sabrosura Foods, LLC et al (~) (~~)	SF	5.60	%	10.96	%	10/18/2019	10/18/2024	4,587	4,569		4,518		0.3	%
Sabrosura Foods, LLC et al (~)	SF	5.65	%	11.03	%	10/18/2019	10/18/2024	259	259		255		0.0	%
Sabrosura Foods, LLC et al (Revolver)	SF	5.60	%	10.96	%	10/18/2019	10/18/2024	1,286	1,286		1,266		0.1	%
								45,131	42,887		43,058		3.3	%

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS – (continued)

December 31, 2023

(in thousands, except for shares and units)


Portfolio Company (^)	Index (^^)	Spread (^^)		Interest Rate		Acquisition Date (^^^)	Maturity	Principal	Amortized Cost		Fair Value (^^^^)		% of Net Assets (^^^^^)
Capital Equipment
Adept AG Holdings, LLC (~~~)	SF	7.15	%	11.00% Cash/ 1.50% PIK		8/11/2022	8/11/2027	6,437	$	6,337	$	5,950	0.5	%
Adept AG Holdings, LLC (~) (<) (b)	SF	7.40	%	11.25% Cash/ 1.50% PIK		8/11/2022	8/11/2027	10,961	10,609		10,212		0.8	%
Adept AG Holdings, LLC (~~~)	SF	7.15	%	11.00% Cash/ 1.50% PIK		8/11/2022	8/11/2027	1,613	1,613		1,491		0.1	%
Adept AG Holdings, LLC (Revolver) (<) (*) (b)	SF	7.35	%	11.21% Cash/ 1.50% PIK		8/11/2022	8/11/2027	1,107	1,058		1,009		0.1	%
Adept AG Holdings, LLC (Revolver)	SF	7.10	%	10.96% Cash/ 1.50% PIK		8/11/2022	8/11/2027	1,304	1,304		1,205		0.1	%
BLP Buyer, Inc. (~) (~~~~)	SF	5.75	%	11.11	%	12/22/2023	12/21/2029	50,000	49,000		49,000		3.8	%
BLP Buyer, Inc. (Delayed Draw) () (*)	SF	5.75	%	11.11	%	12/21/2023	12/21/2029	6,000	—		—		0.0	%
BLP Buyer, Inc. (Revolver) (*)	SF	5.75	%	11.11	%	12/22/2023	12/21/2029	6,849	514		503		0.0	%
CGI Automated Manufacturing, LLC (~)	SF	7.26	%	12.61	%	9/9/2022	12/17/2026	8,719	8,524		8,555		0.7	%
CGI Automated Manufacturing, LLC (~)	SF	7.26	%	12.61	%	9/30/2022	12/17/2026	5,548	5,443		5,444		0.4	%
CGI Automated Manufacturing, LLC (~)	SF	7.26	%	12.61	%	9/9/2022	12/17/2026	10,616	10,378		10,417		0.8	%
DS Parent, Inc. (a)	SF	5.75	%	11.21	%	12/15/2023	12/8/2028	20,000	19,000		20,040		1.5	%
Incompass, LLC (~) (~~~~)	SF	7.75	%	13.13	%	11/27/2023	11/27/2028	24,000	23,409		23,400		1.8	%
Specialty Manufacturing Buyer, LLC (~~~)	SF	6.51	%	11.91	%	6/30/2023	6/30/2028	15,960	15,588		15,960		1.2	%
Specialty Manufacturing Buyer, LLC (Delayed Draw) () (*)	SF	6.51	%	11.91	%	6/30/2023	6/30/2028	6,004	—		—		0.0	%
Specialty Manufacturing Buyer, LLC (Revolver) (*)	SF	6.51	%	11.91	%	6/30/2023	6/30/2028	3,002	—		—		0.0	%
								178,120	152,777		153,186		11.8	%
Chemicals, Plastics & Rubber
PHM Netherlands Midco B.V. (~) (<) (c)	SF	4.76	%	10.14	%	4/4/2023	7/31/2026	754	738		555		0.0	%
								754	738		555		0.0	%
Construction & Building
MEI Buyer LLC (~~~)	SF	6.50	%	11.86	%	6/30/2023	6/29/2029	25,544	24,815		26,054		2.0	%
MEI Buyer LLC (Delayed Draw) () (*)	SF	6.50	%	11.86	%	6/30/2023	6/29/2029	4,054	—		—		0.0	%
MEI Buyer LLC (Revolver) (*)	SF	6.50	%	11.84	%	6/30/2023	6/29/2029	5,253	96		96		0.0	%
Premier Roofing L.L.C. (~)	SF	7.65	%	12.04% Cash/ 1.00% PIK		8/31/2020	8/29/2025	3,071	3,048		3,058		0.2	%
Premier Roofing L.L.C. (Revolver) (*)	SF	7.65	%	12.04% Cash/ 1.00% PIK		8/31/2020	8/29/2025	1,207	398		397		0.0	%
TCFIII Owl Buyer LLC (~~) (~~~)	SF	5.61	%	10.97	%	4/19/2021	4/17/2026	4,388	4,347		4,377		0.4	%
TCFIII Owl Buyer LLC (~~~)	SF	5.61	%	10.97	%	4/19/2021	4/17/2026	5,357	5,357		5,344		0.4	%
TCFIII Owl Buyer LLC (~~) (~~~)	SF	5.61	%	10.97	%	12/17/2021	4/17/2026	4,808	4,758		4,796		0.4	%
								53,682	42,819		44,122		3.4	%
Consumer Goods: Durable
Independence Buyer, Inc. (~~) (~~~)	SF	5.90	%	11.28	%	8/3/2021	8/3/2026	11,456	11,325		11,270		0.9	%
Independence Buyer, Inc. (Revolver) (*)	SF	5.90	%	11.28	%	8/3/2021	8/3/2026	2,964	—		—		0.0	%
Recycled Plastics Industries, LLC (~~) (~~~)	SF	7.60	%	12.19% Cash/ 0.75% PIK		8/4/2021	8/4/2026	4,418	4,365		4,363		0.3	%
Recycled Plastics Industries, LLC (Revolver) (*)	SF	7.60	%	12.19% Cash/ 0.75% PIK		8/4/2021	8/4/2026	446	—		—		0.0	%
Snap One Holdings Corp. (~) (<)	SF	4.65	%	10.00	%	4/3/2023	12/8/2028	6,029	5,688		5,883		0.5	%
								25,313	21,378		21,516		1.7	%

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS – (continued)

December 31, 2023

(in thousands, except for shares and units)


Portfolio Company (^)	Index (^^)	Spread (^^)		Interest Rate		Acquisition Date (^^^)	Maturity	Principal	Amortized Cost		Fair Value (^^^^)		% of Net Assets (^^^^^)
Consumer Goods: Non-Durable
Arizona Natural Resources, LLC (~) (~~~) (~~~~)	SF	5.61	%	10.96	%	5/18/2021	5/18/2026	13,685	$	13,534	$	13,610	1.1	%
Arizona Natural Resources, LLC (~~~~)	SF	5.61	%	10.96	%	12/15/2021	5/18/2026	2,512	2,482		2,498		0.2	%
Arizona Natural Resources, LLC (~)	SF	5.61	%	10.96	%	8/12/2022	5/18/2026	6,815	6,720		6,777		0.5	%
Arizona Natural Resources, LLC (~~)	SF	5.61	%	10.96	%	8/12/2022	5/18/2026	2,943	2,943		2,927		0.2	%
Arizona Natural Resources, LLC (Revolver) (*)	SF	5.61	%	10.96	%	5/18/2021	5/18/2026	2,222	1,778		1,768		0.1	%
Hanesbrands Inc. (<) (a)	SF	3.75	%	9.11	%	12/19/2023	3/8/2030	5,000	4,994		5,000		0.4	%
PetIQ, LLC (~) (<)	SF	4.25	%	10.17	%	5/10/2023	4/13/2028	9,482	9,080		9,434		0.7	%
The Kyjen Company, LLC (~) (~~)	SF	7.75	%	12.13% Cash/ 1.00% PIK		5/14/2021	4/3/2026	2,963	2,946		2,934		0.2	%
The Kyjen Company, LLC	SF	7.50	%	12.96% PIK		9/13/2022	4/3/2026	3	3		3		0.0	%
The Kyjen Company, LLC (Revolver) (*)	SF	7.75	%	12.13% Cash/ 1.00% PIK		5/14/2021	4/3/2026	315	—		—		0.0	%
Thrasio, LLC (~~) (~~~~) (***)	SF	7.26	%	12.61	%	12/18/2020	12/18/2026	4,865	4,823		2,816		0.2	%
								50,805	49,303		47,767		3.6	%
Containers, Packaging & Glass
B2B Industrial Products LLC (~) (~~~)	SF	6.90	%	12.29	%	12/6/2022	10/7/2026	9,900	9,711		9,806		0.8	%
B2B Industrial Products LLC (~)	SF	6.90	%	12.29	%	4/4/2023	10/7/2026	2,291	2,243		2,269		0.2	%
Polychem Acquisition, LLC (~)	SF	5.11	%	10.47	%	4/8/2019	3/17/2025	1,905	1,903		1,903		0.1	%
								14,096	13,857		13,978		1.1	%
Energy: Oil & Gas
Liquid Tech Solutions Holdings, LLC (~)	SF	5.01	%	10.36	%	3/18/2021	3/17/2028	2,226	2,218		2,196		0.2	%
Long Ridge Energy & Power LLC	SF	10.60	%	15.96	%	11/17/2023	11/17/2026	17,500	17,162		17,150		1.3	%
								19,726	19,380		19,346		1.5	%
Environmental Industries
Quest Resource Management Group, LLC (~~) (~~~)	SF	6.61	%	11.96	%	10/19/2020	10/20/2025	852	808		857		0.1	%
Quest Resource Management Group, LLC (~~~)	SF	6.61	%	11.96	%	10/19/2020	10/20/2025	935	935		941		0.1	%
Quest Resource Management Group, LLC (~~) (~~~)	SF	6.61	%	11.96	%	12/7/2021	10/20/2025	3,326	3,289		3,326		0.3	%
Quest Resource Management Group, LLC (~~)	SF	6.61	%	11.96	%	12/7/2021	10/20/2025	335	335		335		0.0	%
Trilon Group, LLC (~~~)	SF	6.40	%	11.78	%	10/28/2022	5/25/2029	5,459	5,327		5,418		0.4	%
Trilon Group, LLC (~~) (~~~~)	SF	6.40	%	11.78	%	10/28/2022	5/25/2029	4,367	4,367		4,334		0.3	%
Trilon Group, LLC	SF	6.40	%	11.78	%	9/12/2023	5/25/2029	1,088	1,056		1,080		0.1	%
Trilon Group, LLC (Delayed Draw) () (*)	SF	6.40	%	11.75	%	9/12/2023	5/25/2029	1,253	387		384		0.0	%
Trilon Group, LLC (Revolver) (*)	SF	6.40	%	11.75	%	9/12/2023	5/25/2029	413	57		56		0.0	%
Volt Bidco, Inc. (~~)	SF	6.50	%	11.85	%	8/11/2021	8/11/2027	9,136	9,009		9,136		0.7	%
Volt Bidco, Inc.	SF	6.50	%	11.85	%	8/11/2021	8/11/2027	1,717	1,717		1,717		0.1	%
Volt Bidco, Inc. (Delayed Draw) () (*)	SF	6.50	%	11.85	%	12/28/2023	8/11/2027	1,086	304		304		0.0	%
Volt Bidco, Inc. (Revolver) (*)	SF	6.50	%	11.85	%	8/11/2021	8/11/2027	956	268		268		0.0	%
								30,923	27,859		28,156		2.1	%

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS – (continued)

December 31, 2023

(in thousands, except for shares and units)


Portfolio Company (^)	Index (^^)	Spread (^^)		Interest Rate		Acquisition Date (^^^)	Maturity	Principal	Amortized Cost		Fair Value (^^^^)		% of Net Assets (^^^^^)
FIRE: Finance
Avalara, Inc. (~~)	SF	7.25	%	12.60	%	10/19/2022	10/19/2028	10,000	$	9,787	$	10,100	0.8	%
Avalara, Inc. (Revolver) (*)	SF	7.25	%	12.60	%	10/19/2022	10/19/2028	1,000	—		—		0.0	%
Bench Walk Lead, LLC (<)	SF	9.50	%	14.83	%	6/9/2023	6/14/2027	29,600	29,370		29,600		2.3	%
Bench Walk Lead, LLC (Delayed Draw) (<) () (*)	SF	9.50	%	14.83	%	6/9/2023	6/14/2027	2,400	1,420		1,420		0.1	%
BW 51f, L.P. (<)	SF	8.00	%	13.35	%	12/27/2023	12/31/2029	9,000	9,000		9,000		0.7	%
Exiger LLC (~~)	SF	6.60	%	11.94	%	9/30/2021	9/30/2027	14,360	14,163		14,360		1.1	%
Exiger LLC (~~)	SF	6.60	%	11.94	%	8/26/2022	9/30/2027	2,004	1,965		2,004		0.2	%
Exiger LLC (~~)	SF	6.60	%	11.94	%	9/30/2021	9/30/2027	4,295	4,295		4,295		0.3	%
Exiger LLC (Delayed Draw) () (*)	SF	6.60	%	11.94	%	8/26/2022	9/30/2027	7,016	2,088		2,088		0.2	%
Exiger LLC (Revolver) (*)	SF	6.60	%	11.94	%	9/30/2021	9/30/2027	1,400	—		—		0.0	%
GC Champion Acquisition LLC (~~)	SF	6.25	%	11.71	%	8/19/2022	8/18/2028	12,968	12,750		12,968		1.0	%
GC Champion Acquisition LLC (~)	SF	6.25	%	11.71	%	8/19/2022	8/18/2028	3,602	3,602		3,602		0.3	%
GC Champion Acquisition LLC (~)	SF	6.50	%	11.96	%	8/1/2023	8/18/2028	10,806	10,495		10,901		0.8	%
J2 BWA Funding III, LLC (Delayed Draw) (<) () (*)	n/a	n/a		10.00	%	4/29/2022	4/28/2028	7,600	912		910		0.1	%
J2 BWA Funding LLC (Revolver) (<) (*)	n/a	n/a		10.00	%	12/14/2020	12/24/2026	2,850	1,636		1,636		0.1	%
Oceana Australian Fixed Income Trust (~) (<) (c) (d)	SF	8.25	%	13.59	%	6/8/2023	4/1/2026	32,224	31,770		32,224		2.5	%
Oceana Australian Fixed Income Trust (<) (c) (d)	SF	8.25	%	13.61	%	12/27/2023	4/1/2026	14,971	15,048		14,971		1.1	%
SCP Intermediate Holdings, LLC (~) (<)	SF	5.85	%	11.21	%	12/28/2022	12/28/2028	2,970	2,905		3,000		0.2	%
Slater Slater Schulman LLP (Delayed Draw) () (*)	SF	7.50	%	12.86	%	12/6/2023	12/4/2026	22,000	14,143		14,001		1.1	%
TEAM Public Choices, LLC (~)	SF	5.25	%	10.75	%	8/23/2022	12/17/2027	4,515	4,334		4,488		0.3	%
Transnetwork LLC (a)	SF	3.75	%	9.11	%	11/20/2023	12/29/2028	12,000	11,770		11,970		0.9	%
W3 Monroe RE Debt LLC (<)	n/a	n/a		10.00% PIK		2/5/2021	2/4/2028	2,145	2,145		2,199		0.2	%
W3 Monroe RE Debt LLC (Delayed Draw) (<) () (*)	n/a	n/a		10.00% PIK		3/31/2023	2/4/2028	164	104		107		0.0	%
								209,890	183,702		185,844		14.3	%
FIRE: Insurance
Simplicity Financial Marketing Group Holdings Inc. (~) (~~~)	SF	6.15	%	11.50	%	9/23/2022	12/2/2026	9,916	9,695		9,733		0.7	%
Simplicity Financial Marketing Group Holdings Inc.	SF	6.15	%	11.50	%	9/23/2022	12/2/2026	14,153	14,153		13,891		1.1	%
Simplicity Financial Marketing Group Holdings Inc. (Revolver) (*)	SF	6.15	%	11.50	%	9/23/2022	12/2/2026	761	—		—		0.0	%
								24,830	23,848		23,624		1.8	%
FIRE: Real Estate
300 N. Michigan Mezz, LLC (Delayed Draw) (~) (<) () (*)	SF	14.32	%	19.93% PIK		7/15/2020	7/15/2024	1,000	997		997		0.1	%
Avison Young (USA) Inc. (<) (***) (c)	SF	6.50	%	11.97	%	4/26/2019	1/30/2026	1,915	1,907		627		0.0	%
Avison Young (USA) Inc. (<) (***) (c)	SF	7.00	%	12.47	%	9/1/2022	1/30/2026	4,143	3,902		1,357		0.1	%
Centaur (Palm Beach) Owner LLC and Panther National Golf Club LLC (<)	SF	8.25	%	13.60	%	5/3/2022	4/30/2025	13,500	13,360		13,635		1.1	%
Centaur (Palm Beach) Owner LLC and Panther National Golf Club LLC (<)	SF	8.25	%	13.60	%	5/3/2022	4/30/2025	1,380	1,380		1,394		0.1	%
Centaur (Palm Beach) Owner LLC and Panther National Golf Club LLC (Delayed Draw) (<) () (*)	SF	8.25	%	13.61	%	10/6/2023	4/30/2027	4,058	1,536		1,561		0.1	%
Centaur (Palm Beach) Owner LLC and Panther National Golf Club LLC (Revolver) (<) (*)	SF	8.25	%	13.60	%	5/3/2022	4/30/2025	6,763	2,647		2,647		0.2	%
InsideRE, LLC (~~) (~~~)	SF	5.65	%	11.00	%	12/22/2021	12/22/2027	7,353	7,247		7,353		0.6	%
InsideRE, LLC (~~~~)	SF	5.65	%	11.00	%	12/22/2021	12/22/2027	2,857	2,857		2,857		0.2	%
InsideRE, LLC (Revolver) (*)	SF	5.65	%	11.00	%	12/22/2021	12/22/2027	965	—		—		0.0	%
Lessen Inc.	SF	8.50	%	13.85	%	1/5/2023	1/5/2028	8,000	7,715		7,810		0.6	%
								51,934	43,548		40,238		3.1	%

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS – (continued)

December 31, 2023

(in thousands, except for shares and units)


Portfolio Company (^)	Index (^^)	Spread (^^)		Interest Rate		Acquisition Date (^^^)	Maturity	Principal	Amortized Cost		Fair Value (^^^^)		% of Net Assets (^^^^^)
Healthcare & Pharmaceuticals
Animal Dermatology Group, Inc. (~) (~~~~)	SF	6.25	%	11.60	%	6/7/2023	6/7/2029	9,950	$	9,717	$	9,980	0.8	%
Animal Dermatology Group, Inc. (Delayed Draw) () (*)	SF	6.25	%	11.60	%	6/7/2023	6/7/2029	3,748	2,910		2,919		0.2	%
Animal Dermatology Group, Inc. (Revolver) (*)	SF	6.25	%	11.60	%	6/7/2023	6/7/2029	2,500	—		—		0.0	%
Appriss Health, LLC (~~)	SF	6.90	%	12.32	%	5/6/2021	5/6/2027	6,435	6,351		6,422		0.5	%
Appriss Health, LLC (Revolver) (*)	SF	6.90	%	12.32	%	5/6/2021	5/6/2027	433	—		—		0.0	%
Avalign Technologies, Inc. (~)	SF	4.60	%	9.98	%	7/10/2023	12/22/2025	9,804	9,422		9,158		0.7	%
Bluesight, Inc. (~~~) (~~~~)	SF	7.25	%	12.61	%	7/17/2023	7/17/2029	30,000	29,135		29,946		2.3	%
Bluesight, Inc. (Revolver) (*)	SF	7.25	%	12.61	%	7/17/2023	7/17/2029	2,609	—		—		0.0	%
Brickell Bay Acquisition Corp. (~~) (~~~)	SF	6.65	%	12.04	%	2/12/2021	2/12/2026	2,791	2,754		2,791		0.2	%
Caravel Autism Health, LLC (~)	SF	5.76	%	11.16	%	6/30/2021	6/30/2027	8,019	7,914		7,950		0.6	%
Caravel Autism Health, LLC (~)	SF	5.76	%	11.16	%	6/30/2021	6/30/2027	2,227	2,227		2,208		0.2	%
Caravel Autism Health, LLC (Revolver) (*)	SF	5.76	%	11.16	%	6/30/2021	6/30/2027	2,030	390		390		0.0	%
Dorado Acquisition, Inc. (~) (~~) (~~~~)	SF	6.85	%	12.19	%	6/30/2021	6/30/2026	13,685	13,526		13,281		1.0	%
Dorado Acquisition, Inc. (~) (~~~)	SF	6.90	%	12.29	%	11/27/2022	6/30/2026	11,343	11,130		11,008		0.8	%
Dorado Acquisition, Inc. (Revolver) (*)	SF	6.85	%	12.19	%	6/30/2021	6/30/2026	1,670	—		—		0.0	%
Golden State Buyer, Inc. (~) (~~~)	SF	4.85	%	10.19	%	8/25/2022	6/19/2026	9,868	9,590		9,504		0.7	%
HAH Group Holding Company LLC (~)	SF	5.00	%	10.46	%	5/19/2023	10/29/2027	2,876	2,809		2,859		0.2	%
HAH Group Holding Company LLC (~)	SF	5.00	%	10.46	%	5/19/2023	10/29/2027	759	739		757		0.1	%
HAH Group Holding Company LLC (~)	SF	5.00	%	10.46	%	5/19/2023	10/29/2027	364	364		362		0.0	%
INH Buyer, Inc. (~)	SF	7.00	%	8.95% Cash/ 3.50% PIK		6/30/2021	6/28/2028	5,042	5,009		4,893		0.4	%
KL Moon Acquisition, LLC (fka Spectrum Science Communications, LLC) (~)	SF	6.75	%	12.13	%	2/1/2023	2/1/2029	9,950	9,687		9,950		0.8	%
KL Moon Acquisition, LLC (fka Spectrum Science Communications, LLC) (Delayed Draw) () (*)	SF	6.75	%	12.14	%	2/1/2023	2/1/2029	3,404	1,979		1,979		0.2	%
KL Moon Acquisition, LLC (fka Spectrum Science Communications, LLC) (Revolver) (*)	SF	6.75	%	12.13	%	2/1/2023	2/1/2029	1,626	705		705		0.1	%
LSCS Holdings, Inc. (~)	SF	4.61	%	9.97	%	5/24/2023	12/15/2028	2,977	2,894		2,939		0.2	%
NationsBenefits, LLC (~)	SF	7.10	%	12.44	%	8/20/2021	8/26/2027	12,005	11,861		12,099		0.9	%
NationsBenefits, LLC (~)	SF	7.10	%	12.44	%	8/26/2022	8/26/2027	14,307	14,307		14,419		1.1	%
NationsBenefits, LLC	SF	7.10	%	12.44	%	8/26/2022	8/26/2027	15,511	15,511		15,632		1.2	%
NationsBenefits, LLC (Revolver) (*)	SF	7.10	%	12.44	%	8/20/2021	8/26/2027	6,805	2,722		2,722		0.2	%
NQ PE Project Colosseum Midco Inc. (~) (~~~) (~~~~)	SF	5.65	%	11.00	%	10/4/2022	10/4/2028	14,454	14,210		14,599		1.1	%
NQ PE Project Colosseum Midco Inc. (Delayed Draw) () (*)	SF	5.65	%	11.00	%	10/4/2022	10/4/2028	3,244	—		—		0.0	%
NQ PE Project Colosseum Midco Inc. (Revolver) (*)	SF	5.65	%	11.00	%	10/4/2022	10/4/2028	1,825	—		—		0.0	%
OIS Management Services, LLC (~) (~~~~)	SF	5.85	%	11.20	%	12/14/2022	11/16/2028	9,925	9,712		10,024		0.8	%
OIS Management Services, LLC	SF	5.85	%	11.20	%	12/14/2022	11/16/2028	3,830	3,830		3,868		0.3	%
OIS Management Services, LLC (Revolver) (*)	SF	5.85	%	11.20	%	12/14/2022	11/16/2028	1,154	—		—		0.0	%
QF Holdings, Inc.	SF	6.35	%	11.73	%	12/15/2023	12/15/2027	910	896		910		0.1	%
QF Holdings, Inc. (~~)	SF	6.35	%	11.73	%	9/19/2019	12/15/2027	4,550	4,536		4,550		0.3	%
QF Holdings, Inc. (~~)	SF	6.35	%	11.73	%	12/15/2021	12/15/2027	4,368	4,321		4,368		0.3	%
QF Holdings, Inc. (~~)	SF	6.35	%	11.73	%	9/19/2019	12/15/2027	910	910		910		0.1	%
QF Holdings, Inc. (~~)	SF	6.35	%	11.73	%	8/21/2020	12/15/2027	910	910		910		0.1	%
QF Holdings, Inc. (Revolver) (*)	SF	6.35	%	11.73	%	9/19/2019	12/15/2027	1,092	—		—		0.0	%
SCP Eye Care Holdco, LLC (~) (~~~~)	SF	5.85	%	11.21	%	10/7/2022	10/5/2029	9,162	8,920		8,796		0.7	%
SCP Eye Care Holdco, LLC (Delayed Draw) () (*)	SF	5.85	%	11.21	%	10/7/2022	10/5/2029	8,027	5,118		4,914		0.4	%
SCP Eye Care Holdco, LLC (Revolver) (*)	SF	5.85	%	11.21	%	10/7/2022	10/5/2029	1,442	986		915		0.1	%
SDG Mgmt Company, LLC (~)	SF	6.10	%	11.45	%	12/29/2023	6/30/2028	21,450	21,022		21,021		1.6	%
SDG Mgmt Company, LLC (Delayed Draw) () (*)	SF	6.10	%	11.45	%	12/29/2023	6/30/2028	8,569	—		—		0.0	%
Seran BioScience, LLC (~~) (~~~)	SF	6.25	%	11.64	%	12/31/2020	7/8/2027	1,945	1,927		1,945		0.1	%
Seran BioScience, LLC (Delayed Draw) () (*)	SF	6.25	%	11.66	%	8/21/2023	7/8/2027	1,156	267		267		0.0	%
Seran BioScience, LLC	SF	6.25	%	11.66	%	7/8/2022	7/8/2027	2,206	2,206		2,206		0.2	%

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS – (continued)

December 31, 2023

(in thousands, except for shares and units)


Portfolio Company (^)	Index (^^)	Spread (^^)		Interest Rate		Acquisition Date (^^^)	Maturity	Principal	Amortized Cost		Fair Value (^^^^)		% of Net Assets (^^^^^)
Seran BioScience, LLC (Revolver) (*)	SF	6.25	%	11.64	%	12/31/2020	7/8/2027	356	$	—	$	—	0.0	%
SIP Care Services, LLC (~)	SF	5.85	%	11.19	%	7/21/2023	12/30/2026	152	152		136		0.0	%
SIP Care Services, LLC (~) (~~)	SF	5.85	%	11.19	%	12/30/2021	12/30/2026	3,734	3,684		3,355		0.3	%
SIP Care Services, LLC (Delayed Draw) () (*)	SF	5.85	%	11.19	%	12/30/2021	12/30/2026	3,040	—		—		0.0	%
SIP Care Services, LLC (Revolver) (*)	SF	5.85	%	11.19	%	12/30/2021	12/30/2026	760	228		205		0.0	%
Sound Inpatient Physicians, Inc. (~) (***)	SF	3.26	%	8.64	%	10/12/2022	6/27/2025	2,785	2,326		935		0.1	%
TigerConnect, Inc. (~~)	SF	6.90	%	12.28	%	2/16/2022	2/16/2028	10,000	9,850		9,800		0.8	%
TigerConnect, Inc. (Delayed Draw) () (*)	SF	6.90	%	12.28	%	2/16/2022	2/16/2028	750	453		444		0.0	%
TigerConnect, Inc. (Revolver) (*)	SF	6.90	%	12.28	%	2/16/2022	2/16/2028	1,429	—		—		0.0	%
Vero Biotech Inc.	P	3.75	%	12.25	%	12/29/2023	12/28/2029	30,000	29,700		29,700		2.3	%
WebPT, Inc. (~~)	SF	6.85	%	12.24	%	8/28/2019	1/18/2028	5,000	4,983		5,000		0.4	%
WebPT, Inc. (Revolver) (*)	SF	6.85	%	12.22	%	8/28/2019	1/18/2028	521	124		124		0.0	%
Whistler Parent Holdings III, Inc. (~~)	SF	8.90	%	9.53% Cash/ 4.75% PIK		6/3/2022	6/2/2028	21,252	20,906		21,040		1.6	%
Whistler Parent Holdings III, Inc.	SF	8.90	%	9.53% Cash/ PIK 4.75%		6/3/2022	6/2/2028	266	266		263		0.0	%
Whistler Parent Holdings III, Inc. (Revolver)	SF	8.90	%	9.53% Cash/ 4.75% PIK		6/3/2022	6/2/2028	2,657	2,657		2,630		0.2	%
								376,569	328,753		328,708		25.3	%
High Tech Industries
Acquia Inc. (~~)	SF	7.25	%	12.74	%	11/1/2019	10/31/2025	15,429	15,288		15,429		1.2	%
Acquia Inc. (Delayed Draw) () (*)	SF	7.50	%	12.99	%	11/11/2023	10/31/2025	3,092	—		—		0.0	%
Acquia Inc. (Revolver) (*)	SF	7.25	%	12.43	%	11/1/2019	10/31/2025	588	289		289		0.0	%
Amelia Holding II, LLC (~~~~)	SF	10.26	%	14.61% Cash/ 1.00% PIK		12/21/2022	12/21/2027	10,104	9,850		10,142		0.8	%
Amelia Holding II, LLC (Delayed Draw) () (*)	SF	10.26	%	14.61% Cash/ 1.00% PIK		12/21/2022	12/21/2027	3,339	2,539		2,548		0.2	%
Amelia Holding II, LLC (Revolver) (*)	SF	10.00	%	14.36% Cash/ 1.00% PIK		12/21/2022	12/21/2027	667	133		133		0.0	%
Arcstor Midco, LLC (***)	SF	8.10	%	13.46% PIK		8/29/2023	3/16/2027	413	401		413		0.0	%
BTRS Holdings Inc. (~~~~)	SF	8.00	%	13.38	%	12/16/2022	12/15/2028	10,000	9,737		10,000		0.8	%
BTRS Holdings Inc. (Delayed Draw) () (*)	SF	8.00	%	13.38	%	12/16/2022	12/15/2028	845	414		414		0.0	%
BTRS Holdings Inc. (Revolver) (*)	SF	7.25	%	12.63	%	12/16/2022	12/15/2028	1,067	267		267		0.0	%
Drawbridge Partners, LLC (~~)	SF	6.75	%	12.10	%	9/1/2022	9/1/2028	15,000	14,753		15,003		1.2	%
Drawbridge Partners, LLC (Delayed Draw) () (*)	SF	6.75	%	12.10	%	9/1/2022	9/1/2028	4,370	2,480		2,480		0.2	%
Drawbridge Partners, LLC (Revolver) (*)	SF	6.75	%	12.10	%	9/1/2022	9/1/2028	2,609	—		—		0.0	%
Fortra, LLC	SF	4.10	%	9.48	%	12/11/2023	11/30/2026	6,982	6,618		6,635		0.5	%
Fueled Digital Media, LLC (~~~)	SF	6.11	%	11.46	%	11/1/2022	11/1/2027	5,710	5,593		5,752		0.4	%
Fueled Digital Media, LLC (~)	SF	6.11	%	11.46	%	11/1/2022	11/1/2027	503	503		507		0.0	%
Fueled Digital Media, LLC (Revolver) (*)	SF	6.11	%	11.47	%	11/1/2022	11/1/2027	807	726		726		0.1	%
Idera, Inc. (a)	SF	3.90	%	9.28	%	12/12/2023	3/2/2028	4,123	4,112		4,112		0.3	%
Matrix Parent, Inc. (~) (~~~)	SF	5.00	%	10.33	%	11/2/2022	3/1/2029	2,493	2,300		1,704		0.1	%
Medallia, Inc. (~~)	SF	6.60	%	7.95% Cash/ 4.00% PIK		8/15/2022	10/27/2028	11,770	11,590		11,776		0.9	%
Mindbody, Inc. (~~)	SF	7.15	%	12.53	%	2/15/2019	2/14/2025	1,867	1,859		1,867		0.1	%
Mindbody, Inc. (~~)	SF	7.15	%	12.53	%	9/22/2021	2/14/2025	5,194	5,194		5,194		0.4	%
Mindbody, Inc. (Revolver) (*)	SF	7.15	%	12.53	%	2/15/2019	2/14/2025	190	—		—		0.0	%
Oranje Holdco, Inc. (~) (~~~~)	SF	7.50	%	12.88	%	2/1/2023	2/1/2029	14,000	13,688		14,105		1.1	%
Oranje Holdco, Inc. (Revolver) (*)	SF	7.50	%	12.88	%	2/1/2023	2/1/2029	1,750	—		—		0.0	%
Optomi, LLC (~) (~~~~)	SF	8.40	%	13.79	%	12/13/2022	12/16/2027	5,626	5,487		5,626		0.4	%
Optomi, LLC (~~) (~~~~)	SF	5.65	%	11.04	%	12/16/2021	12/16/2027	13,264	13,075		13,114		1.0	%
Optomi, LLC (Revolver) (*)	SF	5.65	%	11.04	%	12/16/2021	12/16/2027	3,189	—		—		0.0	%
Securly, Inc. (~~)	SF	7.10	%	12.48	%	4/20/2022	4/22/2027	3,702	3,648		3,693		0.3	%
Securly, Inc. (~~)	SF	7.10	%	12.45	%	4/22/2021	4/22/2027	8,400	8,294		8,379		0.6	%
Securly, Inc. (~~)	SF	7.10	%	12.49	%	4/22/2021	4/22/2027	1,938	1,938		1,934		0.2	%

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS – (continued)

December 31, 2023

(in thousands, except for shares and units)


Portfolio Company (^)	Index (^^)	Spread (^^)		Interest Rate		Acquisition Date (^^^)	Maturity	Principal	Amortized Cost		Fair Value (^^^^)		% of Net Assets (^^^^^)
Securly, Inc. (Delayed Draw) () (*)	SF	7.10	%	12.49	%	4/20/2022	4/22/2027	2,585	$	1,984	$	1,979	0.2	%
Securly, Inc. (Revolver)	SF	7.10	%	12.49	%	4/22/2021	4/22/2027	969	969		967		0.1	%
Sparq Holdings, Inc. (~~)	SF	6.25	%	11.43	%	6/16/2023	6/15/2029	1,990	1,934		2,023		0.2	%
Sparq Holdings, Inc. (Delayed Draw) () (*)	SF	6.25	%	11.43	%	6/16/2023	6/15/2029	444	—		—		0.0	%
Sparq Holdings, Inc. (Revolver) (*)	SF	6.25	%	11.43	%	6/16/2023	6/15/2029	409	—		—		0.0	%
Transact Holdings Inc. (~)	SF	4.36	%	9.83	%	4/18/2019	4/30/2026	710	705		712		0.1	%
Unanet, Inc. (~~) (~~~~)	SF	6.00	%	11.35	%	12/9/2022	12/8/2028	22,000	21,617		22,000		1.7	%
Unanet, Inc. (Delayed Draw) () (*)	SF	6.00	%	11.45	%	12/9/2022	12/8/2028	6,947	2,837		2,837		0.2	%
Unanet, Inc. (Revolver) (*)	SF	6.00	%	11.45	%	12/9/2022	12/8/2028	2,316	—		—		0.0	%
Watchguard Technologies, Inc. (~)	SF	5.25	%	10.61	%	8/17/2022	6/29/2029	20,889	19,698		20,113		1.5	%
								218,290	190,520		192,873		14.8	%
Media: Advertising, Printing & Publishing
95 Percent Buyer, LLC (~~) (~~~) (~~~~)	SF	5.60	%	10.94	%	11/24/2021	11/24/2026	16,067	15,863		16,067		1.2	%
95 Percent Buyer, LLC (Revolver) (*)	SF	5.60	%	10.94	%	11/24/2021	11/24/2026	808	—		—		0.0	%
Calienger Holdings, L.L.C. (~~~)	SF	5.85	%	11.19	%	10/21/2022	10/20/2028	4,962	4,857		4,956		0.4	%
Calienger Holdings, L.L.C. (Delayed Draw) () (*)	SF	5.85	%	11.19	%	10/21/2022	10/20/2028	667	—		—		0.0	%
Calienger Holdings, L.L.C. (Revolver) (*)	SF	5.85	%	11.19	%	10/21/2022	10/20/2028	909	—		—		0.0	%
CE Intermediate, LLC (~) (~~) (~~~~)	SF	5.60	%	10.95	%	10/11/2022	7/1/2027	38,998	38,423		38,998		3.0	%
Destination Media, Inc. (~~~)	SF	7.25	%	12.43	%	6/21/2023	6/21/2028	6,467	6,258		6,564		0.5	%
Destination Media, Inc. (Delayed Draw) () (*)	SF	7.00	%	12.35	%	6/21/2023	6/21/2028	3,250	395		400		0.0	%
Destination Media, Inc. (Revolver) (*)	SF	7.00	%	12.35	%	6/21/2023	6/21/2028	670	134		134		0.0	%
Madison Logic Holdings, Inc. (~)	SF	7.00	%	12.35	%	12/30/2022	12/29/2028	13,895	13,530		13,774		1.1	%
Madison Logic Holdings, Inc. (Revolver) (*)	SF	7.00	%	12.35	%	12/30/2022	12/30/2027	1,207	—		—		0.0	%
North Haven USHC Acquisition, Inc. (~~) (~~~~)	SF	6.60	%	11.95	%	10/30/2020	10/30/2025	2,425	2,404		2,399		0.2	%
North Haven USHC Acquisition, Inc. (~~) (~~~~)	SF	6.60	%	11.95	%	3/12/2021	10/30/2025	703	703		695		0.1	%
North Haven USHC Acquisition, Inc. (~~~~)	SF	6.60	%	11.95	%	9/3/2021	10/30/2025	1,419	1,419		1,404		0.1	%
North Haven USHC Acquisition, Inc. (~~~~)	SF	6.35	%	11.73	%	7/29/2022	10/30/2025	2,566	2,542		2,528		0.2	%
North Haven USHC Acquisition, Inc. (Delayed Draw) () (*)	SF	6.35	%	11.76	%	7/29/2022	10/30/2025	1,056	358		353		0.0	%
North Haven USHC Acquisition, Inc. (Revolver) (*)	SF	6.60	%	12.00	%	10/30/2020	10/30/2025	416	104		103		0.0	%
Really Great Reading Company, Inc. (~) (~~~~)	SF	5.85	%	11.20	%	12/9/2022	12/9/2028	11,910	11,649		12,029		0.9	%
Really Great Reading Company, Inc. (Delayed Draw) () (*)	SF	5.85	%	11.20	%	12/9/2022	12/8/2028	2,526	—		—		0.0	%
Really Great Reading Company, Inc. (Revolver) (*)	SF	5.85	%	11.20	%	12/9/2022	12/8/2028	3,200	—		—		0.0	%
Relevate Health Group, LLC (~~) (~~~~)	SF	6.10	%	11.44	%	11/20/2020	11/20/2025	1,945	1,928		1,927		0.2	%
Relevate Health Group, LLC (~~~) (~~~~)	SF	6.10	%	11.44	%	3/28/2022	11/20/2025	5,184	5,125		5,136		0.4	%
Relevate Health Group, LLC (~~~)	SF	6.10	%	11.44	%	11/20/2020	11/20/2025	870	870		862		0.1	%
Relevate Health Group, LLC (Revolver) (*)	SF	6.10	%	11.43	%	11/20/2020	11/20/2025	789	211		211		0.0	%
Renaissance Holding Corp. (~)	SF	4.75	%	10.11	%	3/16/2023	4/5/2030	7,481	7,272		7,518		0.6	%
Spherix Global Inc. (~) (~~)	SF	6.36	%	11.71	%	12/22/2021	12/22/2026	4,421	4,371		4,289		0.3	%
Spherix Global Inc. (Revolver) (*)	SF	6.36	%	11.71	%	12/22/2021	12/22/2026	500	—		—		0.0	%
XanEdu Publishing, Inc. (~~) (~~~)	SF	6.50	%	11.97	%	1/28/2020	1/28/2025	5,844	5,807		5,844		0.4	%
XanEdu Publishing, Inc. (~~~)	SF	6.50	%	11.97	%	8/31/2022	1/28/2025	2,322	2,295		2,326		0.2	%
XanEdu Publishing, Inc. (Revolver) (*)	SF	6.50	%	11.97	%	1/28/2020	1/28/2025	977	—		—		0.0	%
								144,454	126,518		128,517		9.9	%
Media: Broadcasting & Subscription
Vice Acquisition Holdco, LLC (fka Vice Group Holding Inc.)	SF	8.26	%	13.64% PIK		7/31/2023	1/31/2028	503	503		494		0.1	%
Vice Acquisition Holdco, LLC (fka Vice Group Holding Inc.)	SF	8.26	%	13.64% PIK		7/31/2023	1/31/2028	152	152		149		0.0	%
Vice Acquisition Holdco, LLC (fka Vice Group Holding Inc.) (Delayed Draw) () (*)	SF	8.26	%	13.65% PIK		9/8/2023	1/31/2028	265	223		219		0.0	%
								920	878		862		0.1	%

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS – (continued)

December 31, 2023

(in thousands, except for shares and units)


Portfolio Company (^)	Index (^^)	Spread (^^)		Interest Rate		Acquisition Date (^^^)	Maturity	Principal	Amortized Cost		Fair Value (^^^^)		% of Net Assets (^^^^^)
Media: Diversified & Production
Bonterra LLC (~~) (~~~~)	SF	7.25	%	12.60	%	9/8/2021	9/8/2027	19,042	$	18,859	$	18,685	1.4	%
Bonterra LLC	SF	8.00	%	13.35% PIK		9/28/2023	9/8/2027	2,692	2,656		2,702		0.2	%
Bonterra LLC (Revolver) (*)	SF	7.25	%	12.60	%	9/8/2021	9/8/2027	1,814	544		534		0.0	%
Chess.com, LLC (~~) (~~~)	SF	6.60	%	11.95	%	12/31/2021	12/31/2027	12,772	12,587		12,725		1.0	%
Chess.com, LLC (Revolver) (*)	SF	6.60	%	11.95	%	12/31/2021	12/31/2027	1,413	—		—		0.0	%
Crownpeak Technology, Inc. (~~)	SF	7.35	%	12.69	%	2/28/2019	2/28/2025	1,000	1,000		1,000		0.1	%
Crownpeak Technology, Inc. (~~)	SF	7.35	%	12.69	%	2/28/2019	2/28/2025	15	15		15		0.0	%
Crownpeak Technology, Inc. (~~)	SF	7.50	%	12.97	%	9/27/2022	2/28/2025	318	315		318		0.0	%
Crownpeak Technology, Inc. (~~~~)	SF	7.35	%	12.69	%	9/27/2022	2/28/2025	833	833		834		0.1	%
Crownpeak Technology, Inc. (Revolver) (*)	SF	7.35	%	12.69	%	2/28/2019	2/28/2025	125	17		17		0.0	%
Research Now Group, Inc. and Survey Sampling International, LLC (~)	SF	5.76	%	11.14	%	11/28/2022	12/20/2024	5,345	4,516		3,992		0.3	%
Sports Operating Holdings II, LLC (~)	SF	5.85	%	11.21	%	11/3/2022	11/3/2027	4,938	4,837		4,938		0.4	%
Sports Operating Holdings II, LLC (Delayed Draw) () (*)	SF	5.85	%	11.21	%	11/3/2022	11/3/2027	3,997	402		402		0.0	%
Sports Operating Holdings II, LLC (Revolver) (*)	SF	5.85	%	11.21	%	11/3/2022	11/3/2027	865	—		—		0.0	%
Streamland Media MidCo LLC (~) (~~)	SF	7.25	%	12.39% Cash/ 0.50% PIK		8/26/2019	12/31/2024	1,957	1,951		1,941		0.1	%
Streamland Media MidCo LLC (~)	SF	7.25	%	12.39% Cash/ 0.50% PIK		3/7/2022	12/31/2024	530	523		526		0.0	%
								57,656	49,055		48,629		3.6	%
Services: Business
Aduro Advisors, LLC (~) (~~~~)	SF	6.25	%	11.61	%	5/26/2023	5/26/2028	8,458	8,262		8,507		0.7	%
Aduro Advisors, LLC (Revolver)	SF	6.25	%	11.61	%	5/26/2023	5/26/2028	944	944		944		0.1	%
Aperture Companies, LLC (~~) (~~~)	SF	6.35	%	11.69	%	12/31/2021	12/31/2026	14,737	14,542		14,417		1.1	%
Aperture Companies, LLC (~~)	SF	6.35	%	11.69	%	12/31/2021	12/31/2026	4,283	4,283		4,190		0.3	%
Aperture Companies, LLC (Revolver) (*)	SF	6.35	%	11.69	%	12/31/2021	12/31/2026	1,347	—		—		0.0	%
Aras Corporation (~) (~~~~)	SF	6.90	%	9.04% Cash/ 3.25% PIK		4/13/2021	4/13/2027	4,837	4,787		4,875		0.4	%
Aras Corporation (Revolver) (*)	P	5.50	%	14.00	%	4/13/2021	4/13/2027	325	282		282		0.0	%
Argano, LLC (~)	SF	6.60	%	11.94	%	4/18/2023	4/14/2025	1,200	1,185		1,206		0.1	%
Argano, LLC (~~) (~~~)	SF	6.35	%	11.69	%	6/10/2021	6/10/2026	8,895	8,797		8,895		0.7	%
Argano, LLC (~) (~~~)	SF	6.35	%	11.69	%	6/10/2021	6/10/2026	3,939	3,939		3,939		0.3	%
Argano, LLC (~) (~~~~)	SF	6.35	%	11.69	%	10/7/2022	6/10/2026	684	670		684		0.1	%
Argano, LLC (~~~~)	SF	6.35	%	11.69	%	3/16/2022	6/10/2026	4,709	4,709		4,709		0.4	%
Argano, LLC (Delayed Draw) () (*)	SF	6.35	%	11.70	%	12/6/2023	6/10/2026	1,924	481		481		0.0	%
Argano, LLC (Revolver)	SF	6.35	%	11.69	%	6/10/2021	6/10/2026	965	965		965		0.1	%
ASG III, LLC (~)	SF	6.50	%	11.88	%	10/31/2023	10/31/2029	20,000	19,506		19,500		1.5	%
ASG III, LLC (Delayed Draw) () (*)	SF	6.50	%	11.88	%	10/31/2023	10/31/2029	8,421	—		—		0.0	%
ASG III, LLC (Revolver) (*)	SF	6.50	%	11.88	%	10/31/2023	10/31/2029	3,158	—		—		0.0	%
Bloomerang, LLC (~)	SF	6.00	%	11.19	%	12/27/2023	12/27/2029	16,000	15,681		15,680		1.2	%
Bloomerang, LLC (Delayed Draw) () (*)	SF	6.00	%	11.19	%	12/27/2023	12/27/2029	4,800	—		—		0.0	%
Bloomerang, LLC (Revolver) (*)	SF	6.00	%	11.19	%	12/27/2023	12/27/2029	3,200	—		—		0.0	%
Cosmos Bidco, Inc. (~~) (~~~~)	SF	6.75	%	11.93	%	9/15/2023	9/14/2029	36,000	35,136		36,126		2.8	%
Cosmos Bidco, Inc. (Delayed Draw) () (*)	SF	6.75	%	11.93	%	9/15/2023	9/14/2029	6,750	—		—		0.0	%
Cosmos Bidco, Inc. (Revolver) (*)	SF	6.75	%	11.93	%	9/15/2023	9/14/2029	5,625	—		—		0.0	%
E-Discovery Acquireco, LLC (~) (~~~~)	SF	6.50	%	11.89	%	8/29/2023	8/29/2029	20,000	19,514		20,000		1.5	%
E-Discovery Acquireco, LLC (Revolver) (*)	SF	6.50	%	11.89	%	8/29/2023	8/29/2029	1,818	—		—		0.0	%
ecMarket Inc. and Conexiom US Inc. (~~) (<) (c)	SF	6.85	%	12.20	%	9/21/2021	9/21/2027	16,535	16,323		16,535		1.3	%
ecMarket Inc. and Conexiom US Inc. (~~) (<) (c)	SF	6.85	%	12.20	%	9/21/2021	9/21/2027	1,291	1,291		1,291		0.1	%
ecMarket Inc. and Conexiom US Inc. (Delayed Draw) (<) () (*) (c)	SF	6.85	%	12.20	%	5/4/2023	9/21/2027	2,063	1,677		1,677		0.1	%
ecMarket Inc. and Conexiom US Inc. (Revolver) (<) (*) (c)	SF	6.85	%	12.20	%	9/21/2021	9/21/2027	2,067	—		—		0.0	%
Edustaff, LLC (~) (~~~~)	SF	6.10	%	11.46	%	12/8/2022	12/8/2027	12,870	12,576		12,999		1.0	%

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS – (continued)

December 31, 2023

(in thousands, except for shares and units)


Portfolio Company (^)	Index (^^)	Spread (^^)		Interest Rate		Acquisition Date (^^^)	Maturity	Principal	Amortized Cost		Fair Value (^^^^)		% of Net Assets (^^^^^)
Edustaff, LLC (Revolver) (*)	SF	6.10	%	11.46	%	12/8/2022	12/8/2027	2,364	$	—	$	—	0.0	%
HS4 Acquisitionco, Inc. (~~)	SF	6.85	%	12.21	%	7/9/2019	7/9/2025	3,900	3,874		3,888		0.3	%
HS4 Acquisitionco, Inc. (~~)	SF	6.85	%	12.21	%	10/6/2021	7/9/2025	4,237	4,237		4,224		0.3	%
HS4 Acquisitionco, Inc. (Revolver) (*)	SF	6.85	%	12.21	%	7/9/2019	7/9/2025	325	219		218		0.0	%
iCIMS, Inc. (~~)	SF	7.25	%	12.62	%	10/24/2022	8/18/2028	8,000	7,879		8,030		0.6	%
Interstate BidCo, LLC (~)	SF	6.00	%	11.35	%	12/27/2023	12/27/2029	15,000	14,701		14,700		1.1	%
Interstate BidCo, LLC (Delayed Draw) () (*)	SF	6.00	%	11.35	%	12/27/2023	12/27/2029	8,333	—		—		0.0	%
Interstate BidCo, LLC (Revolver) (*)	SF	6.00	%	11.35	%	12/27/2023	12/27/2029	3,125	—		—		0.0	%
Kingsley Gate Partners, LLC (~)	SF	6.65	%	12.04	%	12/9/2022	12/11/2028	2,978	2,926		2,940		0.2	%
Kingsley Gate Partners, LLC	SF	6.65	%	12.04	%	12/9/2022	12/11/2028	955	955		943		0.1	%
Kingsley Gate Partners, LLC (Delayed Draw) () (*)	SF	6.65	%	12.04	%	12/9/2022	12/11/2028	2,998	658		650		0.0	%
Kingsley Gate Partners, LLC (Revolver) (*)	SF	6.65	%	12.04	%	12/9/2022	12/11/2028	1,200	—		—		0.0	%
Milrose Consultants, LLC (~) (~~~)	SF	7.15	%	12.54	%	8/31/2023	8/31/2028	44,888	43,715		45,044		3.5	%
Milrose Consultants, LLC (Delayed Draw) () (*)	SF	7.15	%	12.54	%	8/31/2023	8/31/2028	2,009	—		—		0.0	%
Milrose Consultants, LLC (Revolver) (*)	SF	7.15	%	12.54	%	8/31/2023	8/31/2028	2,308	—		—		0.0	%
Moonraker Acquisitionco LLC (~)	SF	6.00	%	11.36	%	9/30/2022	8/4/2028	6,930	6,814		6,930		0.5	%
Moonraker Acquisitionco LLC (Delayed Draw) () (*)	SF	6.00	%	11.36	%	9/30/2022	8/4/2028	2,333	—		—		0.0	%
Moonraker Acquisitionco LLC (Revolver) (*)	SF	6.00	%	11.35	%	9/30/2022	8/4/2028	933	93		93		0.0	%
NFM & J, L.P. (~) (~~) (~~~~)	SF	5.85	%	11.22	%	11/15/2023	11/30/2027	13,348	13,088		13,081		1.0	%
NFM & J, L.P. (Delayed Draw) () (*)	SF	5.85	%	11.22	%	11/15/2023	11/30/2027	7,416	—		—		0.0	%
NFM & J, L.P. (Revolver) (*)	SF	5.85	%	11.22	%	11/15/2023	11/30/2027	5,273	—		—		0.0	%
Onix Networking Corp. (~)	SF	5.75	%	11.10	%	10/2/2023	10/2/2029	15,000	14,702		14,700		1.1	%
Onix Networking Corp. (Revolver) (*)	SF	5.75	%	11.10	%	10/2/2023	10/2/2029	5,000	—		—		0.0	%
Prototek LLC	SF	7.85	%	12.44% Cash/ 0.75% PIK		12/8/2022	12/8/2027	7,943	7,742		7,617		0.6	%
Prototek LLC (Revolver) (*)	SF	7.85	%	12.44% Cash/ 0.75% PIK		12/8/2022	12/8/2027	921	—		—		0.0	%
Relativity ODA LLC (~) (~~~~)	SF	6.60	%	11.96% PIK		5/12/2021	5/12/2027	5,267	5,186		5,262		0.4	%
Relativity ODA LLC (Revolver) (*)	SF	6.60	%	11.96% PIK		5/12/2021	5/12/2027	450	—		—		0.0	%
Sundance Group Holdings, Inc. (~~)	SF	6.25	%	11.73	%	7/2/2021	7/2/2027	4,148	4,092		4,142		0.3	%
Sundance Group Holdings, Inc. (~~~~)	SF	6.25	%	11.74	%	11/30/2022	7/2/2027	166	162		166		0.0	%
Sundance Group Holdings, Inc. (~~~~)	SF	6.25	%	11.72	%	7/2/2021	7/2/2027	1,244	1,244		1,242		0.1	%
Sundance Group Holdings, Inc. (Revolver) (*)	SF	6.35	%	11.72	%	7/2/2021	7/2/2027	498	249		248		0.0	%
Teneo Holdings LLC (~)	SF	5.35	%	10.71	%	5/25/2023	7/11/2025	2,977	2,977		2,979		0.2	%
The GEO Group, Inc. (~) (<)	SF	7.13	%	12.48	%	4/5/2023	3/23/2027	9,807	9,956		10,052		0.8	%
Thryv, Inc. (~) (<)	SF	8.61	%	13.97	%	9/7/2022	2/27/2026	6,592	6,545		6,600		0.5	%
Verdantas LLC (~)	SF	7.60	%	12.96	%	2/28/2023	7/1/2026	3,970	3,887		3,966		0.3	%
Verdantas LLC (Delayed Draw) () (*)	SF	7.60	%	12.96	%	2/28/2023	7/1/2026	2,000	—		—		0.0	%
Vhagar Purchaser, LLC (~~~~)	SF	7.00	%	12.39	%	6/9/2023	6/8/2029	10,000	9,723		10,000		0.8	%
Vhagar Purchaser, LLC (Delayed Draw) () (*)	SF	7.00	%	12.39	%	6/9/2023	6/8/2029	2,222	500		500		0.0	%
Vhagar Purchaser, LLC (Revolver) (*)	SF	7.00	%	12.39	%	6/9/2023	6/8/2029	1,111	—		—		0.0	%
WPEngine, Inc. (~~) (~~~~)	SF	6.50	%	11.92	%	8/14/2023	8/14/2029	16,500	16,021		16,550		1.3	%
WPEngine, Inc. (Revolver) (*)	SF	6.50	%	11.92	%	8/14/2023	8/14/2029	1,650	—		—		0.0	%
								454,164	357,695		362,667		27.8	%
Services: Consumer
The Black Tux, LLC (~~~~)	SF	6.50	%	11.86	%	12/27/2023	12/27/2028	10,500	10,421		10,421		0.8	%
The Black Tux, LLC (Delayed Draw) () (*)	SF	6.50	%	11.86	%	12/27/2023	12/27/2028	1,944	—		—		0.0	%
The Black Tux, LLC (Revolver) (*)	SF	6.50	%	11.86	%	12/27/2023	12/27/2028	1,944	—		—		0.0	%
Clydesdale Holdings, LLC (~)	SF	6.25	%	11.60	%	12/28/2023	6/23/2028	5,000	4,875		5,040		0.4	%
Clydesdale Holdings, LLC (~) (~~)	SF	6.40	%	11.75	%	7/19/2023	6/23/2028	4,988	4,871		5,027		0.4	%
Clydesdale Holdings, LLC (~)	SF	5.65	%	11.00	%	6/24/2022	6/23/2028	14,813	14,577		14,598		1.1	%
Clydesdale Holdings, LLC (Delayed Draw) () (*)	SF	5.65	%	11.00	%	6/24/2022	6/23/2028	21,057	17,232		16,982		1.3	%
Clydesdale Holdings, LLC (Revolver) (*)	SF	5.65	%	11.00	%	6/24/2022	6/23/2028	4,523	—		—		0.0	%

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS – (continued)

December 31, 2023

(in thousands, except for shares and units)


Portfolio Company (^)	Index (^^)	Spread (^^)		Interest Rate		Acquisition Date (^^^)	Maturity	Principal	Amortized Cost		Fair Value (^^^^)		% of Net Assets (^^^^^)
Denali Midco 2, LLC	SF	6.60	%	11.96	%	9/13/2022	12/22/2027	12,344	$	12,042	$	12,381	1.0	%
Denali Midco 2, LLC (Delayed Draw) () (*)	SF	6.60	%	11.96	%	9/13/2022	12/22/2027	12,445	8,612		8,638		0.7	%
Expedited Travel, LLC (~) (~~) (~~~~)	SF	6.61	%	11.96	%	11/8/2023	11/8/2028	16,000	15,608		15,600		1.2	%
Expedited Travel, LLC (Revolver) (*)	SF	6.61	%	11.96	%	11/8/2023	11/8/2028	1,500	—		—		0.0	%
Express Wash Acquisition Company, LLC (~)	SF	6.76	%	12.16	%	7/14/2022	7/14/2028	9,985	9,937		9,985		0.8	%
Express Wash Acquisition Company, LLC	SF	6.76	%	12.16	%	7/14/2022	7/14/2028	2,138	2,138		2,138		0.2	%
Express Wash Acquisition Company, LLC (Revolver) (*)	SF	6.76	%	12.16	%	7/14/2022	7/14/2028	536	295		295		0.0	%
The Hertz Corporation (<) (a)	SF	3.75	%	9.11	%	12/12/2023	6/30/2028	5,000	4,975		4,975		0.4	%
Light Wave Dental Management, LLC (~~~) (~~~~)	SF	7.00	%	12.35	%	6/30/2023	6/30/2029	27,363	26,576		27,390		2.1	%
Light Wave Dental Management, LLC (Revolver) (*)	SF	7.00	%	12.35	%	6/30/2023	6/30/2029	3,802	2,757		2,757		0.2	%
Mammoth Holdings, LLC	SF	5.75	%	11.10	%	11/15/2023	11/15/2030	21,818	21,389		21,382		1.6	%
Mammoth Holdings, LLC (Delayed Draw) () (*)	SF	5.75	%	11.10	%	11/15/2023	11/15/2030	5,455	—		—		0.0	%
Mammoth Holdings, LLC (Revolver) (*)	SF	5.75	%	11.10	%	11/15/2023	11/15/2029	2,727	—		—		0.0	%
Pacific Bells, LLC (~~~)	SF	4.50	%	10.11	%	11/2/2022	11/10/2028	2,909	2,750		2,902		0.2	%
Viad Corp (~) (<)	SF	5.11	%	10.47	%	9/12/2022	7/28/2028	4,043	3,966		4,038		0.3	%
								192,834	163,021		164,549		12.7	%
Telecommunications
American Broadband and Telecommunications Company LLC (Delayed Draw) (~) () (*)	P	12.00	%	18.50% Cash/ 2.00% PIK		6/10/2022	6/10/2025	2,754	2,532		2,861		0.2	%
American Broadband and Telecommunications Company LLC (Revolver) (*)	P	12.00	%	18.50% Cash/ 2.00% PIK		6/10/2022	6/10/2025	1,000	247		247		0.0	%
Calabrio, Inc. (Delayed Draw) (~~) () (*)	SF	7.13	%	12.48	%	12/19/2023	4/16/2027	1,173	—		—		0.0	%
Calabrio, Inc. (~~)	SF	7.13	%	12.48	%	4/16/2021	4/16/2027	8,000	7,873		8,050		0.6	%
Calabrio, Inc. (Revolver) (*)	SF	7.13	%	12.48	%	4/16/2021	4/16/2027	963	551		551		0.0	%
DataOnline Corp. (~~) (~~~~)	SF	5.65	%	11.04	%	11/13/2019	11/13/2025	35,040	34,921		35,022		2.7	%
DataOnline Corp. (Revolver)	SF	5.65	%	11.00	%	11/13/2019	11/13/2025	3,701	3,701		3,701		0.3	%
EOS Finco S.A.R.L. (~) (~~~) (<) (c)	SF	5.75	%	11.10	%	8/3/2022	8/20/2027	7,265	7,164		6,702		0.5	%
Patagonia Holdco LLC (~) (<) (c)	SF	5.75	%	11.12	%	8/5/2022	8/1/2029	14,813	12,489		13,520		1.0	%
Sandvine Corporation (~)	SF	4.50	%	9.97	%	3/8/2021	10/31/2025	1,143	1,143		926		0.1	%
								75,852	70,621		71,580		5.4	%
Transportation: Cargo
AIT Worldwide Logistics Holdings, Inc. (~)	SF	4.85	%	10.21	%	5/26/2023	4/26/2028	6,284	6,040		6,248		0.5	%
Complete Innovations Inc. (~) (<) (b) (c)	C	6.00	%	11.40	%	12/16/2020	12/16/2025	8,285	8,530		8,285		0.6	%
Complete Innovations Inc. (~) (<) (b) (c)	C	6.00	%	11.40	%	12/16/2020	12/16/2025	1,051	1,098		1,051		0.1	%
Fiasco Enterprises, LLC (~~~)	SF	6.36	%	11.71	%	5/6/2022	5/6/2027	6,913	6,822		6,774		0.5	%
Fiasco Enterprises, LLC (~)	SF	6.61	%	11.96	%	12/15/2022	5/6/2027	8,337	8,133		8,179		0.6	%
Fiasco Enterprises, LLC (Revolver) (*)	SF	6.61	%	11.96	%	5/6/2022	5/6/2027	1,750	—		—		0.0	%
Kenco PPC Buyer LLC (~) (~~~) (~~~~)	SF	5.00	%	10.39	%	11/17/2022	11/15/2029	21,722	21,246		21,678		1.7	%
Kenco PPC Buyer LLC (Delayed Draw) () (*)	SF	5.00	%	10.39	%	11/17/2022	11/15/2029	3,870	—		—		0.0	%
Kenco PPC Buyer LLC (Revolver) (*)	SF	5.00	%	10.39	%	11/17/2022	11/15/2029	4,787	—		—		0.0	%
Randys Holdings, Inc. (~) (~~) (~~~~)	SF	6.50	%	11.68	%	11/1/2022	11/1/2028	16,875	16,434		16,824		1.3	%
Randys Holdings, Inc. (Delayed Draw) () (*)	SF	6.50	%	11.68	%	11/1/2022	11/1/2028	5,682	—		—		0.0	%
Randys Holdings, Inc. (Revolver) (*)	SF	6.50	%	11.68	%	11/1/2022	11/1/2028	2,273	656		654		0.1	%
RS Acquisition, LLC (~~) (~~~)	SF	6.10	%	11.44	%	12/13/2021	12/14/2026	10,808	10,667		10,620		0.8	%
RS Acquisition, LLC (~) (~~~~)	SF	6.10	%	11.44	%	12/13/2021	12/14/2026	9,986	9,986		9,812		0.8	%
RS Acquisition, LLC (Revolver) (*)	SF	6.10	%	11.44	%	12/13/2021	12/14/2026	1,264	885		885		0.1	%
								109,887	90,497		91,010		7.1	%
Utilities: Electric
Central Moloney, LLC (~) (~~~)	SF	6.75	%	12.10	%	12/19/2023	10/20/2028	36,500	35,594		35,588		2.7	%
								36,500	35,594		35,588		2.7	%

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS – (continued)

December 31, 2023

(in thousands, except for shares and units)


Portfolio Company (^)	Index (^^)	Spread (^^)		Interest Rate		Acquisition Date (^^^)	Maturity	Principal	Amortized Cost		Fair Value (^^^^)		% of Net Assets (^^^^^)
Wholesale
IF & P Holdings Company, LLC (~) (~~~)	SF	5.63	%	11.07	%	10/6/2022	10/3/2028	23,628	$	23,130	$	23,385	1.8	%
IF & P Holdings Company, LLC (~)	SF	6.00	%	11.45	%	5/25/2023	10/3/2028	6,633	6,445		6,633		0.5	%
IF & P Holdings Company, LLC (Revolver) (*)	SF	5.63	%	10.91	%	10/6/2022	10/3/2028	2,800	1,442		1,442		0.1	%
S&S Holdings LLC (~)	SF	5.10	%	10.50	%	3/10/2021	3/10/2028	2,918	2,858		2,861		0.2	%
								35,979	33,875		34,321		2.6	%
Total Non-Controlled/Non-Affiliate Senior Secured Loans								2,481,979	2,136,933		2,146,391		164.8	%

Unitranche Secured Loans (<<)
Aerospace & Defense
Cassavant Holdings, LLC (~) (~~)	SF	7.61	%	12.96	%	9/8/2021	9/8/2026	13,784	13,623		13,784		1.1	%
								13,784	13,623		13,784		1.1	%
Beverage, Food & Tobacco
Gargoyle Enterprises, Inc. (Revolver) (*) (e)	SF	12.00	%	17.34	%	11/3/2023	11/3/2026	1,000	167		165		0.0	%
Off Hours Spirits, Inc. / Hour Barrel, LLC (Revolver) (*) (f)	SF	10.00	%	13.36% Cash/ 2.00% PIK		12/8/2023	12/8/2026	333	200		197		0.0	%
								1,333	367		362		0.0	%
Construction & Building
Inversiones DP6 (BVI) Numero Dos, Ltd. (<) (c)	n/a	n/a		9.00% Cash/ 4.75% PIK		10/14/2022	10/14/2026	25,946	25,946		26,041		2.0	%
								25,946	25,946		26,041		2.0	%
Consumer Goods: Durable
Jumpstart Holdco, Inc. (~)	SF	5.60	%	10.96	%	4/19/2022	4/19/2028	23,206	22,848		21,497		1.7	%
								23,206	22,848		21,497		1.7	%
Environmental Industries
StormTrap, LLC (~~~)	SF	5.25	%	10.72	%	3/25/2022	3/24/2028	6,437	6,348		6,437		0.5	%
StormTrap, LLC (Delayed Draw) () (*)	SF	5.25	%	10.72	%	3/25/2022	3/24/2028	2,222	—		—		0.0	%
								8,659	6,348		6,437		0.5	%
Healthcare & Pharmaceuticals
Evolve Biologics Inc. (~) (<)	SF	16.00	%	10.67% Cash/ 10.67% PIK		12/20/2022	12/18/2026	19,093	18,785		18,997		1.5	%
Evolve Biologics Inc. (Delayed Draw) (<) () (*)	SF	16.00	%	10.67% Cash/ 10.67% PIK		12/20/2022	12/18/2026	19,410	—		—		0.0	%
								38,503	18,785		18,997		1.5	%
Media: Advertising, Printing & Publishing
New Engen, Inc. (~~) (~~~)	SF	5.11	%	10.46	%	12/3/2021	12/3/2026	9,358	9,252		9,358		0.7	%
New Engen, Inc. (~~) (~~~)	SF	5.11	%	10.46	%	12/27/2021	12/3/2026	7,902	7,902		7,902		0.6	%
								17,260	17,154		17,260		1.3	%
Media: Diversified & Production
Park County Holdings, LLC	SF	6.75	%	12.11	%	11/29/2023	11/29/2029	45,000	44,337		44,325		3.4	%
								45,000	44,337		44,325		3.4	%
Services: Business
ASG II, LLC (~)	SF	6.40	%	11.78	%	5/25/2022	5/25/2028	15,000	14,756		15,000		1.1	%
ASG II, LLC (Delayed Draw) () (*)	SF	6.40	%	11.78	%	5/25/2022	5/25/2028	2,250	1,350		1,350		0.1	%
Onit, Inc. (~)	SF	7.50	%	12.97	%	12/20/2021	5/2/2025	16,800	16,663		16,800		1.3	%
								34,050	32,769		33,150		2.5	%
Telecommunications
VB E1, LLC (~)	SF	7.75	%	13.10	%	11/18/2020	11/18/2026	3,000	3,000		3,000		0.2	%
								3,000	3,000		3,000		0.2	%
Total Non-Controlled/Non-Affiliate Unitranche Secured Loans								210,741	185,177		184,853		14.2	%

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS – (continued)

December 31, 2023

(in thousands, except for shares and units)


Portfolio Company (^)	Index (^^)	Spread (^^)		Interest Rate		Acquisition Date (^^^)	Maturity	Principal	Amortized Cost		Fair Value (^^^^)		% of Net Assets (^^^^^)

Junior Secured Loans
Aerospace & Defense
API Holdings III Corp. (~)	SF	7.00	%	6.18% Cash/ 6.17% PIK		11/3/2023	5/7/2027	1,687	$	1,684	$	1,046	0.1	%
								1,687	1,684		1,046		0.1	%
Automotive
First Brands Group, LLC (fka Trico Group, LLC) (a)	SF	8.50	%	14.38	%	12/11/2023	12/29/2028	9,936	9,507		9,470		0.7	%
								9,936	9,507		9,470		0.7	%
Banking
MoneyLion, Inc. (~) (<)	SF	9.51	%	14.86	%	3/25/2022	3/24/2026	17,411	17,290		17,563		1.4	%
								17,411	17,290		17,563		1.4	%
Construction & Building
Sundy Village West Mezz Borrower, LLC (Delayed Draw) (<) () (*)	SF	6.25	%	11.61	%	12/21/2023	12/21/2026	37,349	24,110		23,870		1.9	%
Sundy Village West Mezz Borrower, LLC (Delayed Draw) (<) () (*)	SF	11.25	%	16.61% PIK		12/21/2023	12/21/2026	12,651	3,012		2,982		0.2	%
								50,000	27,122		26,852		2.1	%
FIRE: Real Estate
Florida East Coast Industries, LLC (<)	n/a	n/a		16.00% PIK		8/9/2021	6/28/2024	1,933	1,923		1,934		0.2	%
Witkoff/Monroe 700 JV LLC (<)	n/a	n/a		8.00% Cash/ 4.00% PIK		7/2/2021	7/2/2026	9,643	9,643		9,493		0.7	%
Witkoff/Monroe 700 JV LLC (<)	n/a	n/a		8.00% Cash/ 4.00% PIK		5/16/2023	7/2/2026	1,668	1,668		1,642		0.1	%
Witkoff/Monroe 700 JV LLC (Delayed Draw) (<) () (*)	n/a	n/a		8.00% Cash/ 4.00% PIK		9/25/2023	7/22/2026	3,001	1,925		1,895		0.1	%
								16,245	15,159		14,964		1.1	%
High Tech Industries
Arcstor Midco, LLC (~) (***)	SF	7.85	%	13.21% PIK		3/16/2021	3/16/2027	12,192	11,950		5,828		0.5	%
Arcstor Midco, LLC (~) (***)	SF	8.10	%	13.46% PIK		7/14/2023	3/16/2027	413	401		413		0.0	%
								12,605	12,351		6,241		0.5	%
Media: Broadcasting & Subscription
Vice Acquisition Holdco, LLC (fka Vice Group Holding Inc.)	n/a	n/a		n/a (###)		5/2/2019	n/a (g)	477	477		—		0.0	%
Vice Acquisition Holdco, LLC (fka Vice Group Holding Inc.)	n/a	n/a		n/a (###)		5/2/2019	n/a (g)	150	150		—		0.0	%
Vice Acquisition Holdco, LLC (fka Vice Group Holding Inc.)	n/a	n/a		n/a (###)		5/2/2019	n/a (g)	57	57		—		0.0	%
Vice Acquisition Holdco, LLC (fka Vice Group Holding Inc.)	n/a	n/a		n/a (###)		11/4/2019	n/a (g)	92	92		—		0.0	%
Vice Acquisition Holdco, LLC (fka Vice Group Holding Inc.)	SF	8.26	%	13.64% PIK		7/31/2023	1/31/2028	396	396		348		0.0	%
								1,172	1,172		348		0.0	%
Services: Business
Argano, LLC (####)	P	(1.00)	%	7.50	%	11/7/2023	6/29/2024	28	28		28		0.0	%
								28	28		28		0.0	%
Total Non-Controlled/Non-Affiliate Junior Secured Loans								109,084	84,313		76,512		5.9	%

Equity Securities (#) (##)
Automotive
Born To Run, LLC (692,841 Class A units)	—	—		— (###)		4/1/2021	—	—	693		—		0.0	%
Lifted Trucks Holdings, LLC (158,730 Class A shares) (####)	—	—		— (###)		8/2/2021	—	—	159		82		0.0	%
									852		82		0.0	%

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS – (continued)

December 31, 2023

(in thousands, except for shares and units)


Portfolio Company (^)	Index (^^)	Spread (^^)	Interest Rate	Acquisition Date (^^^)	Maturity	Principal	Amortized Cost		Fair Value (^^^^)		% of Net Assets (^^^^^)
Banking
MV Receivables II, LLC (1,822 shares of common stock) (<) (####)	—	—	— (###)	7/29/2021	—	—	$	750	$	—	0.0	%
MV Receivables II, LLC (warrant to purchase up to 1.0% of the equity) (<) (####)	—	—	— (###)	7/28/2021	7/28/2031	—	453		—		0.0	%
							1,203		—		0.0	%
Beverage, Food & Tobacco
Sabrosura Foods, LLC et al (171,429 Class A interests)	—	—	— (###)	10/18/2019	—	—	171		—		0.0	%
Sabrosura Foods, LLC et al (7,022 Class AA units)	—	—	— (###)	11/22/2022	—	—	10		—		0.0	%
Sabrosura Foods, LLC et al (8,322 Class AAA units)	—	—	— (###)	3/17/2023	—	—	8		—		0.0	%
							189		—		0.0	%
Capital Equipment
Adept AG Holdings, LLC (314,584 Class A preferred units) (####)	—	—	— (###)	8/11/2022	—	—	650		172		0.0	%
Adept AG Holdings, LLC (45,874 Series B units) (####)	—	—	— (###)	8/1/2023	—	—	46		47		0.0	%
Adept AG Holdings, LLC (42,816 Series C preferred units) (####)	—	—	— (###)	12/20/2023	—	—	43		43		0.0	%
							739		262		0.0	%
Construction & Building
MEI Buyer LLC (1,982 units)	—	—	— (###)	6/29/2023	—	—	1,982		2,017		0.2	%
							1,982		2,017		0.2	%
Consumer Goods: Durable
Independence Buyer, Inc. (169 Class A units)	—	—	— (###)	8/3/2021	—	—	169		117		0.0	%
Jumpstart Holdco, Inc. (1,566,667 Class A units)	—	—	— (###)	4/19/2022	—	—	1,566		749		0.1	%
							1,735		866		0.1	%
Energy: Oil & Gas
QuarterNorth Energy Inc. (4,376 shares of common stock) (~)	—	—	— (###)	1/11/2020	—	—	748		593		0.0	%
							748		593		0.0	%
Environmental Industries
Quest Resource Management Group, LLC (warrant to purchase up to 0.2% of the equity)	—	—	— (###)	10/19/2020	3/17/2028	—	67		256		0.0	%
Quest Resource Management Group, LLC (warrant to purchase up to 0.2% of the equity)	—	—	— (###)	10/19/2021	3/17/2028	—	—		180		0.0	%
StormTrap, LLC (640,000 Class A preferred units) (####)	n/a	n/a	8.00% PIK	3/25/2022	—	—	640		640		0.1	%
StormTrap, LLC (640,000 Class A common units) (####)	—	—	— (###)	3/25/2022	—	—	—		151		0.0	%
Volt Bidco, Inc. (878 shares of common stock)	—	—	— (###)	8/11/2021	—	—	891		1,144		0.1	%
							1,598		2,371		0.2	%
FIRE: Finance
Bench Walk Lead, LLC (commitment to purchase up to 3.2% of the equity) (<) (####)	—	—	— (###)	6/12/2023	—	—	1,600		1,765		0.2	%
J2 BWA Funding LLC (0.3% profit sharing) (<) (####)	—	—	— (###)	12/24/2020	—	—	—		42		0.0	%
J2 BWA Funding III, LLC (commitment to purchase up to 3.8% of the equity) (<) (####) (h)	—	—	— (###)	4/29/2022	—	—	443		443		0.0	%
							2,043		2,250		0.2	%
FIRE: Real Estate
InsideRE, LLC (284,853 Class A common units) (####)	—	—	— (###)	9/9/2019	—	—	420		659		0.1	%
Lessen Inc. (128,737 preferred units)	—	—	— (###)	1/5/2023	—	—	1,667		1,667		0.1	%
Witkoff/Monroe 700 JV LLC (2,992 preferred units) (<) (####)	n/a	n/a	8.00% Cash/ 4.00% PIK	7/2/2021	—	—	5		3,007		0.2	%
							2,092		5,333		0.4	%

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS – (continued)

December 31, 2023

(in thousands, except for shares and units)


Portfolio Company (^)	Index (^^)	Spread (^^)	Interest Rate	Acquisition Date (^^^)	Maturity	Principal	Amortized Cost		Fair Value (^^^^)		% of Net Assets (^^^^^)
Healthcare & Pharmaceuticals
Ascent Midco, LLC (725,806 Class A units) (####)	n/a	n/a	8.00% PIK	2/5/2020	—	—	$	726	$	690	0.1	%
Bluesight, Inc. (311 Class A preferred units)	n/a	n/a	9.00% PIK	7/17/2023	—	—	311		286		0.0	%
Bluesight, Inc. (166,310 Class B common units)	—	—	— (###)	7/17/2023	—	—	—		—		0.0	%
Dorado Acquisition, Inc. (531,783 Class A-1 units)	—	—	— (###)	6/30/2021	—	—	578		584		0.0	%
Dorado Acquisition, Inc. (531,783 Class A-2 units)	—	—	— (###)	6/30/2021	—	—	—		88		0.0	%
Evolve Biologics Inc. (0.1% of equity commitments) (<)	—	—	— (###)	12/20/2022	—	—	—		—		0.0	%
Evolve Biologics Inc. (warrant to purchase up to 1.5% of the equity) (<)	—	—	— (###)	12/20/2022	12/20/2032	—	—		146		0.0	%
KL Moon Acquisition, LLC (fka Spectrum Science Communications, LLC) (0.3% of the equity)	—	—	— (###)	1/31/2023	—	—	981		844		0.1	%
NationsBenefits, LLC (356,658 Series B units) (####)	n/a	n/a	5.00% PIK	8/20/2021	—	—	2,393		2,162		0.2	%
NationsBenefits, LLC (326,667 common units) (####)	—	—	— (###)	8/20/2021	—	—	468		—		0.0	%
NQ PE Project Colosseum Midco Inc. (1,364,614 common units)	—	—	— (###)	10/4/2022	—	—	1,365		1,361		0.1	%
Seran BioScience, LLC (26,666 common units) (####)	—	—	— (###)	12/31/2020	—	—	267		604		0.0	%
Vero Biotech Inc. (warrant to purchase up to 2.3% of the equity)	—	—	— (###)	12/29/2023	12/29/2033	—	—		—		0.0	%
							7,089		6,765		0.5	%
High Tech Industries
Amelia Holding II, LLC (warrant to purchase up to 0.1% of the equity)	—	—	— (###)	12/21/2022	12/21/2032	—	—		144		0.0	%
Drawbridge Partners, LLC (652,174 Class A-1 units)	—	—	— (###)	9/1/2022	—	—	652		735		0.1	%
Optomi, LLC (278 Class A units) (####)	—	—	— (###)	12/16/2021	—	—	278		447		0.0	%
Recorded Future, Inc. (40,243 Class A units) (i)	—	—	— (###)	7/3/2019	—	—	40		130		0.0	%
Sparq Holdings, Inc. (600,000 common units)	—	—	— (###)	6/15/2023	—	—	600		624		0.1	%
Unanet, Inc. (1,621,053 shares of common stock)	—	—	— (###)	12/5/2022	—	—	1,622		2,237		0.2	%
							3,192		4,317		0.4	%
Hotels, Gaming & Leisure
Equine Network, LLC (92 Class A units) (####)	—	—	— (###)	12/31/2020	—	—	95		95		0.0	%
							95		95		0.0	%
Media: Advertising, Printing & Publishing
95 Percent Buyer, LLC (385,027 Class A units) (####)	n/a	n/a	8.00% PIK	11/24/2021	—	—	385		922		0.1	%
Calienger Holdings, L.L.C. (568,181 Class A units) (####)	—	—	— (###)	10/21/2022	—	—	568		568		0.0	%
New Engen, Inc. (417 preferred units)	n/a	n/a	8.00% PIK	12/27/2021	—	—	417		353		0.0	%
New Engen, Inc. (5,067 Class B common units)	—	—	— (###)	12/27/2021	—	—	5		—		0.0	%
Really Great Reading Company, Inc. (369 Series A units)	—	—	— (###)	12/9/2022	—	—	369		466		0.0	%
Relevate Health Group, LLC (96 preferred units)	n/a	n/a	12.00% PIK	11/20/2020	—	—	96		46		0.0	%
Relevate Health Group, LLC (96 Class B common units)	—	—	— (###)	11/20/2020	—	—	—		—		0.0	%
Spherix Global Inc. (333 Class A units)	—	—	— (###)	12/22/2021	—	—	333		143		0.0	%
XanEdu Publishing, Inc. (65,104 Class A units)	n/a	n/a	8.00% PIK	1/28/2020	—	—	65		296		0.0	%
							2,238		2,794		0.1	%
Media: Broadcasting & Subscription
Vice Acquisition Holdco, LLC (fka Vice Group Holding Inc.) (1,110,000 Class A units)	—	—	— (###)	7/31/2023	—	—	1,110		453		0.0	%
							1,110		453		0.0	%
Media: Diversified & Production
Chess.com, LLC (5 Class A units) (####)	—	—	— (###)	12/31/2021	—	—	189		162		0.0	%
							189		162		0.0	%

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS – (continued)

December 31, 2023

(in thousands, except for shares and units)


Portfolio Company (^)	Index (^^)	Spread (^^)		Interest Rate		Acquisition Date (^^^)	Maturity	Principal	Amortized Cost		Fair Value (^^^^)		% of Net Assets (^^^^^)
Services: Business
Argano, LLC (62,574 common units) (####)	—	—		— (###)		6/10/2021	—	—	$	317	$	552	0.0	%
Cosmos Bidco, Inc. (2,250,000 Class A Membership Interest)	—	—		— (###)		9/15/2023	—	—	2,250		2,188		0.2	%
ecMarket Inc. and Conexiom US Inc. (96,603 preferred shares) (<) (c)	—	—		— (###)		9/21/2021	—	—	723		761		0.1	%
Edustaff, LLC (591 shares of common stock) (####)	—	—		— (###)		12/8/2022	—	—	591		795		0.1	%
Onix Networking Corp. (2,000,000 shares of common stock)	—	—		— (###)		10/2/2023	—	—	2,000		2,000		0.2	%
Skillsoft Corp. (1,308 Class A shares) (~) (<) (j)	—	—		— (###)		6/11/2021	—	—	508		23		0.0	%
									6,389		6,319		0.6	%
Services: Consumer
Express Wash Acquisition Company, LLC (34,944 Class A common units) (####)	—	—		— (###)		11/15/2023	—	—	—		—		0.0	%
Express Wash Acquisition Company, LLC (35 Class A preferred units) (####)	n/a	n/a		8.00% PIK		11/15/2023	—	—	35		36		0.0	%
Express Wash Acquisition Company, LLC (164,381 Class B common units) (####)	—	—		— (###)		11/15/2023	—	—	—		—		0.0	%
Express Wash Acquisition Company, LLC (164 Class B preferred units) (####)	—	—		— (###)		11/15/2023	—	—	142		29		0.0	%
IDIG Parent, LLC (192,908 shares of common stock) (####) (k)	—	—		— (###)		1/4/2021	—	—	196		240		0.0	%
Light Wave Dental Management, LLC (300,218 Class A units) (####)	—	—		— (###)		6/30/2023	—	—	3,002		2,880		0.2	%
									3,375		3,185		0.2	%
Telecommunications
American Broadband and Telecommunications Company LLC (warrant to purchase up to 0.4% of the equity)	—	—		— (###)		6/10/2022	6/10/2032	—	84		99		0.0	%
									84		99		0.0	%
Transportation: Cargo
RS Acquisition, LLC (838,077 common units) (####)	—	—		— (###)		1/12/2022	—	—	1,439		1,162		0.1	%
									1,439		1,162		0.1	%
Utilities: Electric
Central Moloney, LLC (4,451 Class A preferred units)	n/a	n/a		10.00% PIK		10/20/2023	—	—	4,451		4,451		0.3	%
Central Moloney, LLC (4,451 Class B common units)	—	—		— (###)		10/20/2023	—	—	—		—		0.0	%
									4,451		4,451		0.3	%
Wholesale
IF & P Holdings Company, LLC (1,500 Class A preferred units)	—	—		— (###)		10/3/2022	—	—	1,500		1,521		0.1	%
IF & P Holdings Company, LLC (1,500 Class B common units)	—	—		— (###)		10/3/2022	—	—	—		—		0.0	%
									1,500		1,521		0.1	%
Total Non-Controlled/Non-Affiliate Equity Securities									44,332		45,097		3.4	%
Total Non-Controlled/Non-Affiliate Company Investments									$	2,450,755	$	2,452,853	188.3	%

Non-Controlled Affiliate Company Investments (#####)
Senior Secured Loans
FIRE: Real Estate
Second Avenue SFR Holdings II LLC (Revolver) (<) (*)	SF	7.00	%	12.34	%	8/11/2021	8/9/2024	4,875	$	3,323	$	3,323	0.3	%
								4,875	3,323		3,323		0.3	%

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS – (continued)

December 31, 2023

(in thousands, except for shares and units)


Portfolio Company (^)	Index (^^)	Spread (^^)		Interest Rate		Acquisition Date (^^^)	Maturity	Principal	Amortized Cost		Fair Value (^^^^)		% of Net Assets (^^^^^)
Services: Business
Nastel Technologies, LLC (~~)	SF	6.61	%	11.96	%	9/21/2022	9/21/2027	3,500	$	3,441	$	3,500	0.3	%
Nastel Technologies, LLC (Revolver) (*)	SF	6.61	%	11.96	%	9/21/2022	9/21/2027	368	—		—		0.0	%
Zodega Landscaping, LLC (~)	SF	7.86	%	13.21	%	10/6/2023	10/6/2028	12,500	11,983		11,969		0.9	%
Zodega Landscaping, LLC (Revolver) (*)	SF	7.86	%	13.21	%	10/6/2023	10/6/2028	1,984	—		—		0.0	%
								18,352	15,424		15,469		1.2	%
Transportation: Cargo
SheerTrans Solutions, LLC (~)	SF	8.11	%	9.47% Cash/ 4.00% PIK		7/29/2022	7/29/2027	5,101	5,020		5,101		0.3	%
SheerTrans Solutions, LLC (Revolver) (*)	SF	8.11	%	9.47% Cash/ 4.00% PIK		7/29/2022	7/29/2027	1,466	959		959		0.1	%
								6,567	5,979		6,060		0.4	%
Total Non-Controlled/Affiliate Senior Secured Loans								29,794	24,726		24,852		1.9	%

Junior Secured Loans
FIRE: Real Estate
SFR Holdco, LLC (<)	n/a	n/a		8.00	%	8/6/2021	7/28/2028	5,850	5,850		6,557		0.5	%
SFR Holdco, LLC (<)	n/a	n/a		8.00	%	3/1/2022	7/28/2028	4,388	4,387		4,917		0.4	%
								10,238	10,237		11,474		0.9	%
Total Non-Controlled/Affiliate Junior Secured Loans								10,238	10,237		11,474		0.9	%

Equity Securities (##) (#####)
FIRE: Real Estate
SFR Holdco, LLC (13.9% of equity commitments) (<)	—	—		— (###)		8/6/2021	—	—	3,900		4,371		0.3	%
SFR Holdco, LLC (10.5% of equity commitments) (<)	—	—		— (###)		3/1/2022	—	—	2,925		3,278		0.3	%
									6,825		7,649		0.6	%
High Tech Industries
ClearlyRated Capital, LLC (5,500,000 Class A units)	—	—		— (###)		6/1/2023	—	—	5,500		5,500		0.4	%
									5,500		5,500		0.4	%
Services: Business
Nastel Technologies, LLC (3,408 Class A units) (####)	—	—		— (###)		9/21/2022	—	—	3,408		4,226		0.3	%
Zodega Landscaping, LLC (124,206 preferred interests) (l)	—	—		— (###)		10/6/2023	—	—	12,421		12,421		1.0	%
									15,829		16,647		1.3	%
Transportation: Cargo
SheerTrans Solutions, LLC (9,191,624 preferred interests) (####)	—	—		— (###)		7/29/2022	—	—	9,192		9,192		0.7	%
									9,192		9,192		0.7	%
Total Non-Controlled/Affiliate Equity Securities									37,346		38,988		3.0	%
Total Non-Controlled/Affiliate Company Investments									$	72,309	$	75,314	5.8	%

TOTAL INVESTMENTS									$	2,523,064	$	2,528,167	194.1	%

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS – (continued)

December 31, 2023

(in thousands, except for shares and units)

Derivative Instruments

Foreign currency forward contracts


Description	Notional Amount to be Purchased		Notional Amount to be Sold		Counterparty	Settlement Date	Unrealized Gain (Loss)
Foreign currency forward contract	$	316	CAD	429	Bannockburn Global Forex, LLC	1/4/2024	$	(7)
Foreign currency forward contract	$	104	CAD	143	Bannockburn Global Forex, LLC	1/17/2024	(4)
Foreign currency forward contract	$	81	CAD	112	Bannockburn Global Forex, LLC	2/19/2024	(3)
Foreign currency forward contract	$	76	CAD	105	Bannockburn Global Forex, LLC	3/19/2024	(3)
Foreign currency forward contract	$	313	CAD	424	Bannockburn Global Forex, LLC	4/3/2024	(7)
Foreign currency forward contract	$	103	CAD	143	Bannockburn Global Forex, LLC	4/17/2024	(4)
Foreign currency forward contract	$	78	CAD	108	Bannockburn Global Forex, LLC	5/17/2024	(3)
Foreign currency forward contract	$	86	CAD	118	Bannockburn Global Forex, LLC	6/19/2024	(4)
Foreign currency forward contract	$	308	CAD	417	Bannockburn Global Forex, LLC	7/3/2024	(7)
Foreign currency forward contract	$	95	CAD	131	Bannockburn Global Forex, LLC	7/17/2024	(4)
Foreign currency forward contract	$	80	CAD	111	Bannockburn Global Forex, LLC	8/19/2024	(3)
Foreign currency forward contract	$	83	CAD	114	Bannockburn Global Forex, LLC	9/18/2024	(3)
Foreign currency forward contract	$	312	CAD	423	Bannockburn Global Forex, LLC	10/2/2024	(7)
Foreign currency forward contract	$	97	CAD	134	Bannockburn Global Forex, LLC	10/17/2024	(4)
Foreign currency forward contract	$	80	CAD	110	Bannockburn Global Forex, LLC	11/19/2024	(3)
Foreign currency forward contract	$	80	CAD	110	Bannockburn Global Forex, LLC	12/18/2024	(3)
Foreign currency forward contract	$	302	CAD	409	Bannockburn Global Forex, LLC	1/2/2025	(7)
Foreign currency forward contract	$	96	CAD	133	Bannockburn Global Forex, LLC	1/17/2025	(4)
Foreign currency forward contract	$	83	CAD	115	Bannockburn Global Forex, LLC	2/20/2025	(3)
Foreign currency forward contract	$	66	CAD	91	Bannockburn Global Forex, LLC	3/19/2025	(3)
Foreign currency forward contract	$	10,811	CAD	14,653	Bannockburn Global Forex, LLC	4/2/2025	(254)
Foreign currency forward contract	$	93	CAD	128	Bannockburn Global Forex, LLC	4/17/2025	(4)
Foreign currency forward contract	$	73	CAD	101	Bannockburn Global Forex, LLC	5/19/2025	(3)
Foreign currency forward contract	$	78	CAD	107	Bannockburn Global Forex, LLC	6/18/2025	(3)
Foreign currency forward contract	$	93	CAD	128	Bannockburn Global Forex, LLC	7/17/2025	(4)
Foreign currency forward contract	$	75	CAD	103	Bannockburn Global Forex, LLC	8/19/2025	(3)
Foreign currency forward contract	$	75	CAD	103	Bannockburn Global Forex, LLC	9/17/2025	(3)
Foreign currency forward contract	$	94	CAD	130	Bannockburn Global Forex, LLC	10/17/2025	(4)
Foreign currency forward contract	$	79	CAD	109	Bannockburn Global Forex, LLC	11/19/2025	(3)
Foreign currency forward contract	$	8,874	CAD	12,243	Bannockburn Global Forex, LLC	12/18/2025	(371)
Foreign currency forward contract	$	366	AUD	555	Bannockburn Global Forex, LLC	1/17/2024	(12)
Foreign currency forward contract	$	429	AUD	648	Bannockburn Global Forex, LLC	2/16/2024	(12)
Foreign currency forward contract	$	397	AUD	599	Bannockburn Global Forex, LLC	3/18/2024	(12)
Foreign currency forward contract	$	420	AUD	635	Bannockburn Global Forex, LLC	4/17/2024	(13)
Foreign currency forward contract	$	402	AUD	609	Bannockburn Global Forex, LLC	5/16/2024	(13)
Foreign currency forward contract	$	332	AUD	506	Bannockburn Global Forex, LLC	6/19/2024	(12)
Foreign currency forward contract	$	75	AUD	111	Bannockburn Global Forex, LLC	6/20/2024	(1)
Foreign currency forward contract	$	381	AUD	579	Bannockburn Global Forex, LLC	7/16/2024	(13)
Foreign currency forward contract	$	391	AUD	594	Bannockburn Global Forex, LLC	8/16/2024	(14)
Foreign currency forward contract	$	389	AUD	592	Bannockburn Global Forex, LLC	9/17/2024	(14)
Foreign currency forward contract	$	376	AUD	572	Bannockburn Global Forex, LLC	10/17/2024	(14)
Foreign currency forward contract	$	387	AUD	590	Bannockburn Global Forex, LLC	11/18/2024	(15)
Foreign currency forward contract	$	374	AUD	570	Bannockburn Global Forex, LLC	12/17/2024	(15)
Foreign currency forward contract	$	372	AUD	568	Bannockburn Global Forex, LLC	1/17/2025	(16)
Foreign currency forward contract	$	367	AUD	560	Bannockburn Global Forex, LLC	2/18/2025	(16)
Foreign currency forward contract	$	331	AUD	506	Bannockburn Global Forex, LLC	3/18/2025	(15)

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS – (continued)

December 31, 2023

(in thousands, except for shares and units)


Description	Notional Amount to be Purchased		Notional Amount to be Sold		Counterparty	Settlement Date	Unrealized Gain (Loss)
Foreign currency forward contract	$	365	AUD	560	Bannockburn Global Forex, LLC	4/16/2025	(16)
Foreign currency forward contract	$	353	AUD	542	Bannockburn Global Forex, LLC	5/16/2025	(16)
Foreign currency forward contract	$	364	AUD	560	Bannockburn Global Forex, LLC	6/18/2025	(17)
Foreign currency forward contract	$	372	AUD	557	Bannockburn Global Forex, LLC	7/16/2025	(7)
Foreign currency forward contract	$	373	AUD	559	Bannockburn Global Forex, LLC	8/18/2025	(7)
Foreign currency forward contract	$	372	AUD	557	Bannockburn Global Forex, LLC	9/16/2025	(8)
Foreign currency forward contract	$	359	AUD	539	Bannockburn Global Forex, LLC	10/17/2025	(8)
Foreign currency forward contract	$	371	AUD	557	Bannockburn Global Forex, LLC	11/18/2025	(9)
Foreign currency forward contract	$	358	AUD	539	Bannockburn Global Forex, LLC	12/16/2025	(9)
Foreign currency forward contract	$	306	AUD	460	Bannockburn Global Forex, LLC	1/19/2026	(8)
Foreign currency forward contract	$	64	AUD	96	Bannockburn Global Forex, LLC	1/20/2026	(2)
Foreign currency forward contract	$	367	AUD	554	Bannockburn Global Forex, LLC	2/17/2026	(10)
Foreign currency forward contract	$	331	AUD	500	Bannockburn Global Forex, LLC	3/17/2026	(9)
Foreign currency forward contract	$	30,584	AUD	47,858	Bannockburn Global Forex, LLC	4/16/2026	(2,016)
							$	(3,087)

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS – (continued)

December 31, 2023

(in thousands, except for shares and units)

______________________________________

(^) All of the Company's investments are issued by eligible portfolio companies, as defined in the Investment Company Act of 1940, as amended, (the “1940 Act”), unless otherwise noted. All of the Company's investments are issued by U.S. portfolio companies unless otherwise noted.

(^^) The majority of the investments bear interest at a rate that may be determined by reference to the Secured Overnight Financing Rate ("SOFR" or "SF"), Canadian dollar Offered rate (“CDOR” or “C”) or Prime Rate (“Prime” or “P”) which reset daily, monthly, quarterly, or semiannually. For each such investment, the Company has provided the spread over SOFR, CDOR, or Prime, as applicable, and the current contractual interest rate in effect at December 31, 2023. Certain investments may be subject to an interest rate floor, or rate cap. Certain investments contain a payment-in-kind (“PIK”) provision.

(^^^) Except as otherwise noted, all of the Company’s portfolio company investments, which as of December 31, 2023 represented 194.1% of the Company’s net assets or 95.9% of the Company’s total assets, are subject to legal restrictions on sales.

(^^^^) Except as otherwise noted, because there is no readily available market value for these investments, the fair value of each of these investments is determined in good faith using significant unobservable inputs by the Valuation Designee. (See Note 4 in the accompanying notes to the consolidated financial statements.)

(^^^^^) Percentages are based on net assets of $1,302,667 as of December 31, 2023.

(~) All or a portion of this security was held in MC Income Plus Financing SPV LLC (the “SPV”) as collateral for the Company's secured revolving credit facility (the “SPV Credit Facility”) with KeyBank National Association. (See Note 7 in the accompanying notes to the consolidated financial statements).

(~~) All or a portion of this security was held in Monroe Capital Income Plus ABS Funding, LLC (the “2022 Issuer”) as collateral for the Company's $425,000 asset-backed securitization (the “2022 ABS”). (See Note 7 in the accompanying notes to the consolidated financial statements).

(~~~) All or a portion of this security was held in MC Income Plus Financing SPV II LLC (the “SPV II”) as collateral for the Company's secured term loan credit facility (the “Term Loan”) with KeyBank National Association. (See Note 7 in the accompanying notes to the consolidated financial statements).

(~~~~) All or a portion of this security was held in Monroe Capital Income Plus ABS Funding II, LLC (the “2023 Issuer”) as collateral for the Company's $251,169 asset-backed securitization (the “2023 ABS”). (See Note 7 in the accompanying notes to the consolidated financial statements).

(<) This investment is treated as a non-qualifying investment under Section 55(a) of the 1940 Act. Under the 1940 Act, the Company may not acquire any non-qualifying asset unless, at the time the acquisition is made, qualifying assets represent at least 70% of the Company’s total assets. As of December 31, 2023, non-qualifying assets totaled 13.9% of the Company’s total assets.

(#) Represents less than 5% ownership of the portfolio company's voting securities.

(##) Ownership of certain equity investments may occur through a holding company or partnership.

(###) Represents a non-income producing security.

(*) All or a portion of this commitment was unfunded at December 31, 2023. As such, interest is earned only on the funded portion of this commitment.

(**) This delayed draw loan requires that certain financial covenants be met by the portfolio company prior to any fundings by the Company.

(***) This position was on non-accrual status as of December 31, 2023, meaning that the Company has ceased accruing interest income on the position. See Note 2 in the accompanying notes to the consolidated financial statements for additional information on the Company’s accounting policies.

(a) Investment position or portion thereof unsettled as of December 31, 2023.

(b) This loan is denominated in Canadian dollars and is translated into U.S. dollars as of the valuation date.

(d) This loan is denominated in Australian dollars and is translated into U.S. dollars as of the valuation date.

(e) This investment is subject to a servicing agreement whereby the Company earns an effective yield of 18.05% net of servicing fees.

(f) This investment is subject to a servicing agreement whereby the Company earns an effective yield of 15.71% net of servicing fees.

(g) This is a demand note with no stated maturity.

(h) As of December 31, 2023, the Company was party to a subscription agreement with a commitment to fund an additional equity investment of $697.

(i) As of December 31, 2023, the Company was party to a subscription agreement with a commitment to fund an additional equity investment of $8.

(j) The fair value of this investment was valued using Level 1 inputs. See Note 4 in the accompanying notes to the consolidated financial statements.

(k) As of December 31, 2023, the Company was party to a subscription agreement with a commitment to fund an additional equity investment of $34.

(l) As of December 31, 2023, the Company was party to a subscription agreement with a commitment to fund an additional equity investment of $1,468.

n/a - not applicable

See Notes to Consolidated Financial Statements.

Table of Contents

MONROE CAPITAL INCOME PLUS CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

(in thousands, except share and per share data)

Note 1. Organization and Principal Business

Monroe Capital Income Plus Corporation (together with its subsidiaries, the “Company”) is a Maryland corporation that was formed as an externally managed, closed-end, non-diversified investment company. The Company is a specialty finance company organized to maximize the total return to the Company’s stockholders in the form of current income and capital appreciation through a variety of investments. The Company is managed by Monroe Capital BDC Advisors, LLC (“MC Advisors”). The Company has elected to be regulated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”). In addition, for U.S. federal income tax purposes, the Company elected to be treated as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). The Company currently qualifies and intends to qualify annually to be treated as a RIC for U.S. federal income tax purposes.

The Company may conduct private offerings, subject to approval by the Company’s Board of Directors (the “Board”). The Company is conducting its second best efforts, continuous private offering of its common stock to “accredited investors” in reliance on an exemption from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”). At each closing, an investor purchases shares of the Company’s common stock pursuant to a subscription agreement entered into with the Company. See Note 10 for additional information on the Company’s share activity.

On March 12, 2019, the Company created a wholly-owned subsidiary, MC Income Plus Financing SPV LLC (the “SPV”), for purposes of entering into a senior secured revolving credit facility (the “SPV Credit Facility”) with KeyBank National Association. See Note 7 for additional information on the SPV Credit Facility.

On April 7, 2022, the Company created a wholly-owned subsidiary, Monroe Capital Income Plus ABS Funding, LLC (the “2022 Issuer”), for purposes of completing an asset-backed securitization (the “2022 ABS”) and issuing secured notes through a private placement. See Note 7 for additional information on the 2022 ABS.

On December 20, 2022, the Company created a wholly-owned subsidiary, MC Income Plus Financing SPV II LLC (the “SPV II”), for purposes of entering into a senior secured term credit facility (the “Term Loan”) with KeyBank National Association. See Note 7 for additional information on the Term Loan.

On September 15, 2023, the Company created a wholly-owned subsidiary, Monroe Capital Income Plus ABS Funding II, LLC (the “2023 Issuer”), for purposes of completing an asset-backed securitization (the “2023 ABS”) and issuing secured notes through a private placement. See Note 7 for additional information on the 2023 ABS.

On January 24, 2024, the Company created a wholly-owned subsidiary, MC Income Plus Financing SPV III LLC (the “SPV III”), for purposes of entering into a senior secured term credit facility (the “SPV III Credit Facility”) with Goldman Sachs Bank USA. See Note 7 for additional information on the SPV III Credit Facility.

Note 2. Summary of Significant Accounting Policies

Basis of Presentation

The accompanying consolidated financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”). The accompanying consolidated financial statements of the Company and related financial information have been prepared pursuant to the requirements for reporting on Form 10-Q and Articles 6 and 10 of Regulation S-X. The Company has determined it meets the definition of an investment company and follows the accounting and reporting guidance in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946 – Financial Services – Investment Companies (“ASC Topic 946”). Certain prior period amounts have been reclassified to conform to current period presentation.

As an emerging growth company, the Company intends to take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards.

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Use of Estimates

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

Consolidation

As permitted under ASC Topic 946, the Company will generally not consolidate its investment in a portfolio company other than an investment company subsidiary or a controlled operating company whose business consists of providing services to the Company. Accordingly, the Company consolidated the results of its wholly-owned subsidiaries, including the SPV, SPV II, SPV III, the 2022 Issuer, the 2023 Issuer and the Company’s wholly-owned taxable subsidiaries (the “Taxable Subsidiaries”) in its consolidated financial statements. The purpose of the Taxable Subsidiaries is to permit the Company to hold equity investments in portfolio companies that are taxed as partnerships for U.S. federal income tax purposes while complying with the “source of income” requirements contained in the RIC tax provisions of the Code. The Taxable Subsidiaries are not consolidated with the Company for U.S. federal corporate income tax purposes, and each Taxable Subsidiary is subject to U.S. federal corporate income tax on its taxable income. All intercompany balances and transactions have been eliminated.

Fair Value of Financial Instruments

The Company applies fair value to substantially all of its financial instruments in accordance with ASC Topic 820 – Fair Value Measurements and Disclosures (“ASC Topic 820”). ASC Topic 820 defines fair value, establishes a framework used to measure fair value, and requires disclosures for fair value measurements, including the categorization of financial instruments into a three-level hierarchy based on the transparency of valuation inputs. See Note 4 for further discussion regarding the fair value measurements and hierarchy.

Revenue Recognition

The Company’s revenue recognition policies are as follows:

Investments and related investment income: Interest and dividend income is recorded on the accrual basis to the extent that the Company expects to collect such amounts. Interest income is accrued based upon the outstanding principal amount and contractual terms of debt and preferred equity investments. Interest is accrued on a daily basis. The Company records fees on loans based on the determination of whether the fee is considered a yield enhancement or payment for a service. If the fee is considered a yield enhancement associated with a funding of cash on a loan, the fee is generally deferred and recognized into interest income using the effective interest method if captured in the cost basis or using the straight-line method if the loan is unfunded and therefore there is no cost basis. If the fee is not considered a yield enhancement because a service was provided, and the fee is payment for that service, the fee is deemed earned and recognized as fee income in the period the service is completed.

Dividend income on preferred equity securities is recorded as dividend income on an accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected. Dividend income on common equity securities is recorded on the record date for private portfolio companies. Each distribution received from limited liability company (“LLC”) and limited partnership (“LP”) investments is evaluated to determine if the distribution should be recorded as dividend income or a return of capital. Generally, the Company will not record distributions from equity investments in LLCs and LPs as dividend income unless there are sufficient accumulated tax-basis earnings and profits in the LLC or LP prior to the applicable distribution. Distributions that are classified as a return of capital are recorded as a reduction in the cost basis of the investment. For the three months ended March 31, 2024 and 2023, the Company received return of capital distributions from its equity investments of zero and $14, respectively.

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The Company has certain investments in its portfolio that contain a payment-in-kind (“PIK”) provision, which represents contractual interest or dividends that are added to the principal balance and recorded as income. The Company stops accruing PIK interest or PIK dividends when it is determined that PIK interest or PIK dividends are no longer collectible. To maintain RIC tax treatment, and to avoid incurring corporate U.S. federal income tax, substantially all income accrued from PIK provisions must be paid out to stockholders in the form of distributions, even though the Company has not yet collected the cash.

Loan origination fees, original issue discount and market discount or premiums are capitalized, and the Company then amortizes such amounts using the effective interest method as interest income over the life of the investment. Unamortized discounts and loan origination fees totaled $48,012 and $45,234 as of March 31, 2024 and December 31, 2023, respectively. Upfront loan origination and closing fees received for the three months ended March 31, 2024 and 2023 totaled $8,894 and $1,873, respectively. Upon the prepayment of a loan or debt security, any unamortized premium or discount or loan origination fees are recorded as interest income.

The components of the Company’s investment income were as follows:


	Three months ended March 31,
	2024		2023
Interest income	$	77,074	$	41,457
PIK interest income	2,994		2,112
Dividend income (1)	152		105
Fee income	101		238
Prepayment gain (loss)	1,061		328
Accretion of discounts and amortization of premiums	2,602		1,612
Total investment income	$	83,984	$	45,852

_________________________________________

(1)During the three months ended March 31, 2024 and 2023, dividend income includes PIK dividends of $152 and $93, respectively.

Investment transactions are recorded on a trade-date basis. Realized gains or losses on portfolio investments are calculated based upon the difference between the net proceeds from the disposition and the amortized cost basis of the investment, without regard to unrealized gains or losses previously recognized. Realized gains and losses are recorded within net realized gain (loss) on investments on the consolidated statements of operations. Changes in the fair value of investments from the prior period, as determined through the application of the Company’s valuation policy, are included within net change in unrealized gain (loss) on investments on the consolidated statements of operations.

Non-accrual: Loans or preferred equity securities are placed on non-accrual status when principal, interest or dividend payments become materially past due, or when there is reasonable doubt that principal, interest or dividends will be collected. Additionally, any original issue discount and market discount are no longer accreted to interest income as of the date the loan is placed on non-accrual status. Interest payments received on non-accrual loans may be recognized as income or applied to principal depending upon management’s judgment. Non-accrual loans are restored to accrual status when past due principal, interest, or dividends are paid, or are expected to be paid, and, in management’s judgment are likely to remain current. As of March 31, 2024 and December 31, 2023, there were six and four borrowers, respectively, with a loan or preferred equity securities on non-accrual status. The fair value of the Company’s investments on non-accrual status totaled $15,946 and $12,389 at March 31, 2024 and December 31, 2023, respectively.

Distributions

Distributions to common stockholders are recorded on the applicable record date. The amount, if any, to be distributed to common stockholders is determined by the Board at least quarterly and is generally based upon the Company’s earnings as estimated by management. Net realized capital gains, if any, are generally distributed at least annually.

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The determination of the tax attributes for the Company’s distributions is made annually, based upon its taxable income for the full year and distributions paid for the full year. Ordinary dividend distributions from a RIC do not qualify for the preferential tax rate on qualified dividend income from domestic corporations and qualified foreign corporations, except to the extent that the RIC received the income in the form of qualifying dividends from domestic corporations and qualified foreign corporations. The tax attributes for distributions will generally include both ordinary income and capital gains, but may also include qualified dividends or return of capital.

The Company has adopted a dividend reinvestment plan (“DRIP”) that provides for the reinvestment of dividends and other distributions on behalf of its stockholders that elect to participate in such plan. When the Company declares a dividend or distribution, the Company’s stockholders’ cash distributions will only be reinvested in additional shares of the Company’s common stock if a stockholder specifically “opts in” to the DRIP at least ten (10) days prior to the record date fixed by the Board. Shares issued under the DRIP will be issued at a price per share equal to the net asset value (“NAV”) per share as of the last day of the Company’s fiscal quarter immediately preceding the date that the distribution was declared. See Note 9 for additional information on the Company’s distributions.

Segments

In accordance with ASC Topic 280 – Segment Reporting, the Company has determined that it has a single reporting segment and operating unit structure.

Cash and Cash Equivalents

Cash, including cash denominated in foreign currencies, primarily consists of cash, money market funds and short-term, highly liquid investments with original maturities of three months or less. The Company deposits its cash and cash equivalents in a financial institution and, at times, such balances may be in excess of the Federal Deposit Insurance Corporation (“FDIC”) insurance limit. The Company’s deposits are held in high-quality financial institutions.

Restricted Cash and Cash Equivalents

Restricted cash and cash equivalents includes amounts held within the SPV, SPV II, 2022 Issuer and 2023 Issuer. Cash and cash equivalents held within the SPV, SPV II, 2022 Issuer and 2023 Issuer is generally restricted to use for the originations of new investments, the repayment of outstanding debt and the related payment of interest expense and the quarterly release of earnings to the Company. Restricted cash and cash equivalents consists of cash, money market funds and short-term, highly liquid investments with original maturities of three months or less, and are subject to credit risk to the extent those balances exceed FDIC limitations. As of March 31, 2024 and December 31, 2023, restricted cash and cash equivalents included $26,602 and $38,388, respectively, held within the SPV, $3,897 and $3,057, respectively, held within the SPV II, $9,707 and $10,996, respectively, held within the 2022 Issuer and $7,607 and $7,728, respectively, held within the 2023 Issuer.

Unamortized Deferred Financing Costs

Deferred financing costs represent fees and other direct incremental costs incurred in connection with the Company’s borrowings. As of March 31, 2024 and December 31, 2023, the Company had unamortized deferred financing costs of $12,916 and $14,612, respectively, presented as a direct reduction of the carrying amount of debt on the consolidated statements of assets and liabilities. These amounts are amortized and included in interest and other debt financing expenses on the consolidated statements of operations over the estimated average life of the borrowings. Amortization of deferred financing costs for the three months ended March 31, 2024 and 2023 was $1,999 and $730, respectively.

Investments Denominated in Foreign Currency

At each balance sheet date, portfolio company investments denominated in foreign currencies are translated into U.S. dollars using the spot exchange rate on the last business day of the period. Purchases and sales of foreign portfolio company investments, and any income from such investments, are translated into U.S. dollars using the rates of exchange prevailing on the respective dates of such transactions.

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Although the fair values of foreign portfolio company investments and the fluctuation in such fair values are translated into U.S. dollars using the applicable foreign exchange rates described above, the Company does not isolate the portion of the change in fair value resulting from foreign currency exchange rates fluctuations from the change in fair value of the underlying investment. All fluctuations in fair value are included in net change in unrealized gain (loss) on investments on the Company’s consolidated statements of operations.

Investments denominated in foreign currencies and foreign currency transactions may involve certain consideration and risks not typically associated with those of domestic origin, including unanticipated movements in the value of the foreign currency relative to the U.S. dollar.

Derivative Instruments

The Company has entered and may continue to enter into foreign currency forward contracts to reduce the Company’s exposure to foreign currency exchange rate fluctuations. In a foreign currency forward contract, the Company agrees to receive or deliver a fixed quantity of one currency for another, at a pre-determined price at a future date. Foreign currency forward contracts are marked-to-market based on the difference between the forward rate and the exchange rate at the current period end. Unrealized gain (loss) on foreign currency forward contracts is recorded on the Company’s consolidated statements of assets and liabilities by counterparty on a net basis.

The Company does not utilize hedge accounting and as such values its foreign currency forward contracts at fair value with the change in unrealized gain or loss recorded in net change in unrealized gain (loss) on foreign currency forward contracts and the realized gain or loss recorded in net realized gain (loss) on foreign currency forward contracts on the Company’s consolidated statements of operations.

Income Taxes

The Company has elected to be treated as a RIC under Subchapter M of the Code and operates in a manner as to qualify for the tax treatment available to RICs. As long as the Company maintains its status as a RIC, it generally will not be subject to U.S. federal income taxes on any ordinary income or capital gains that it distributes at least annually to its stockholders. Rather, any tax liability related to income earned by the Company represents an obligation of the Company’s stockholders and will not be reflected in the consolidated financial statements of the Company.

To qualify as a RIC under Subchapter M of the Code, the Company must, among other things, meet certain source-of-income and asset diversification requirements. In addition, to qualify for RIC tax treatment, the Company must distribute to its stockholders, for each taxable year, at least 90% of its “investment company taxable income” for that year, which is generally its ordinary income plus the excess of its realized net short-term capital gains over its realized net long-term capital losses. In order for the Company not to be subject to U.S. federal excise taxes, it must distribute annually an amount at least equal to the sum of (i) 98% of its net ordinary income (taking into account certain deferrals and elections) for the calendar year, (ii) 98.2% of its capital gains in excess of capital losses for the calendar year and (iii) any net ordinary income and capital gains in excess of capital losses for the preceding years that were not distributed during such years. The Company, at its discretion, may carry forward taxable income in excess of calendar year dividends and pay U.S. federal income tax and a 4% nondeductible U.S. federal excise tax on this income. For the three months ended March 31, 2024 and 2023 the Company recorded a net expense (benefit) on the consolidated statements of operations of $125 and $195 for U.S. federal excise tax, respectively. As of March 31, 2024 and December 31, 2023, the Company recorded an accrual for U.S. federal excise taxes of $125 and $450, respectively, which were included in accounts payable and accrued expenses on the consolidated statements of assets and liabilities.

The Company’s consolidated Taxable Subsidiaries may be subject to U.S. federal and state corporate-level income taxes. For both the three months ended March 31, 2024 and 2023, the Company recorded a net tax expense of zero on the consolidated statements of operations for these subsidiaries. As of both March 31, 2024 and December 31, 2023, there were no payables for corporate-level income taxes.

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The Company accounts for income taxes in conformity with ASC Topic 740 – Income Taxes (“ASC Topic 740”). ASC Topic 740 provides guidelines for how uncertain tax positions should be recognized, measured, presented and disclosed in the consolidated financial statements. ASC Topic 740 requires the evaluation of tax positions taken in the course of preparing the Company’s tax returns to determine whether the tax positions are “more-likely-than-not” to be sustained by the applicable tax authority. Tax benefits of positions not deemed to meet the more-likely-than-not threshold would be recorded as a tax expense in the current year. It is the Company’s policy to recognize accrued interest and penalties related to uncertain tax benefits in income tax expense. The Company did not take any material uncertain income tax positions through March 31, 2024. The 2020 through 2023 tax years remain subject to examination by U.S. federal and state tax authorities.

Subsequent Events

The Company has evaluated the need for disclosures and/or adjustments resulting from subsequent events through the date the consolidated financial statements were issued. There have been no subsequent events that occurred during such period that would require disclosure in this Form 10-Q or would be required to be recognized in the consolidated financial statements as of and for the three months ended March 31, 2024, except as disclosed in Note 13.

Recent Accounting Pronouncements

In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (“ASU 2020-04”). The amendments in ASU 2020-04 provide optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The standard is effective as of March 12, 2020 through December 31, 2024. The Company did not utilize the optional expedients and exceptions provided by ASU 2020-04 for both the three months ended March 31, 2024 and 2023.

Note 3. Investments

The following tables show the composition of the Company’s investment portfolio, at amortized cost and fair value (with corresponding percentage of total portfolio investments):


	March 31, 2024				December 31, 2023
Amortized Cost:
Senior secured loans	$	2,414,064	86.2	%	$	2,161,659	85.7	%
Unitranche secured loans	173,933		6.2		185,177		7.3
Junior secured loans	107,697		3.8		94,550		3.8
Equity securities	105,803		3.8		81,678		3.2
Total	$	2,801,497	100.0	%	$	2,523,064	100.0	%


	March 31, 2024				December 31, 2023
Fair Value:
Senior secured loans	$	2,432,957	86.5	%	$	2,171,243	85.9	%
Unitranche secured loans	174,337		6.2		184,853		7.3
Junior secured loans	102,443		3.6		87,986		3.5
Equity securities	104,480		3.7		84,085		3.3
Total	$	2,814,217	100.0	%	$	2,528,167	100.0	%

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The following tables show the composition of the Company’s investment portfolio by geographic region, at amortized cost and fair value (with corresponding percentage of total portfolio investments). The geographic composition is determined by the location of the corporate headquarters of the portfolio company, which may not be indicative of the primary source of the portfolio company’s business:


	March 31, 2024				December 31, 2023
Amortized Cost:
International	$	117,440	4.2	%	$	116,117	4.6	%
Midwest	513,063		18.3		464,411		18.4
Northeast	622,158		22.2		602,303		23.9
Northwest	73,017		2.6		72,401		2.9
Southeast	705,541		25.2		609,720		24.2
Southwest	325,150		11.6		303,643		12.0
West	445,128		15.9		354,469		14.0
Total	$	2,801,497	100.0	%	$	2,523,064	100.0	%


	March 31, 2024				December 31, 2023
Fair Value:
International	$	111,598	4.0	%	$	112,077	4.4	%
Midwest	510,999		18.2		462,371		18.3
Northeast	624,654		22.2		605,226		23.9
Northwest	74,812		2.6		73,706		2.9
Southeast	720,579		25.6		616,182		24.4
Southwest	327,924		11.6		303,605		12.0
West	443,651		15.8		355,000		14.1
Total	$	2,814,217	100.0	%	$	2,528,167	100.0	%

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The following tables show the composition of the Company’s investment portfolio by industry, at amortized cost and fair value (with corresponding percentage of total portfolio investments):


	March 31, 2024				December 31, 2023
Amortized Cost:
Aerospace & Defense	$	18,034	0.6	%	$	24,306	1.0	%
Automotive	71,589		2.6		55,374		2.2
Banking	32,345		1.2		32,289		1.3
Beverage, Food & Tobacco	31,667		1.1		43,443		1.7
Capital Equipment	154,630		5.5		153,516		6.1
Chemicals, Plastics & Rubber	1,047		—		738		—
Construction & Building	112,577		4.0		97,869		3.9
Consumer Goods: Durable	45,619		1.6		45,961		1.8
Consumer Goods: Non-Durable	62,498		2.2		49,303		2.0
Containers, Packaging & Glass	13,842		0.5		13,857		0.5
Energy: Oil & Gas	19,539		0.7		20,128		0.8
Environmental Industries	50,847		1.8		35,805		1.4
FIRE: Finance	204,914		7.3		185,745		7.4
FIRE: Insurance	32,401		1.2		23,848		0.9
FIRE: Real Estate	86,569		3.1		81,184		3.2
Healthcare & Pharmaceuticals	385,011		13.7		354,627		14.1
High Tech Industries	229,350		8.2		211,563		8.4
Hotels, Gaming & Leisure	95		—		95		—
Media: Advertising, Printing & Publishing	148,057		5.3		145,910		5.8
Media: Broadcasting & Subscription	3,364		0.1		3,160		0.1
Media: Diversified & Production	102,647		3.7		93,581		3.7
Services: Business	488,661		17.4		428,134		17.0
Services: Consumer	179,398		6.4		166,396		6.6
Telecommunications	88,999		3.2		73,705		2.9
Transportation: Cargo	141,418		5.1		107,107		4.2
Utilities: Electric	60,119		2.2		40,045		1.6
Wholesale	36,260		1.3		35,375		1.4
Total	$	2,801,497	100.0	%	$	2,523,064	100.0	%

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	March 31, 2024				December 31, 2023
Fair Value:
Aerospace & Defense	$	17,421	0.6	%	$	23,871	0.9	%
Automotive	67,163		2.4		52,433		2.1
Banking	30,973		1.1		31,338		1.2
Beverage, Food & Tobacco	31,770		1.1		43,420		1.7
Capital Equipment	156,456		5.6		153,448		6.1
Chemicals, Plastics & Rubber	904		—		555		—
Construction & Building	114,351		4.1		99,032		3.9
Consumer Goods: Durable	44,297		1.6		43,879		1.7
Consumer Goods: Non-Durable	60,313		2.1		47,767		1.9
Containers, Packaging & Glass	13,863		0.5		13,978		0.6
Energy: Oil & Gas	19,949		0.7		19,939		0.8
Environmental Industries	52,036		1.8		36,964		1.5
FIRE: Finance	205,530		7.3		188,094		7.4
FIRE: Insurance	32,262		1.1		23,624		0.9
FIRE: Real Estate	88,389		3.1		82,981		3.3
Healthcare & Pharmaceuticals	389,829		13.9		354,470		14.0
High Tech Industries	226,304		8.0		208,931		8.3
Hotels, Gaming & Leisure	120		—		95		—
Media: Advertising, Printing & Publishing	150,798		5.4		148,571		5.9
Media: Broadcasting & Subscription	1,480		0.1		1,663		0.1
Media: Diversified & Production	101,932		3.6		93,116		3.7
Services: Business	497,993		17.7		434,280		17.2
Services: Consumer	181,453		6.5		167,734		6.6
Telecommunications	89,567		3.2		74,679		3.0
Transportation: Cargo	140,194		5.0		107,424		4.2
Utilities: Electric	62,030		2.2		40,039		1.6
Wholesale	36,840		1.3		35,842		1.4
Total	$	2,814,217	100.0	%	$	2,528,167	100.0	%

Note 4. Fair Value Measurements

Investments

The Company values all investments in accordance with ASC Topic 820. ASC Topic 820 requires enhanced disclosures about assets and liabilities that are measured and reported at fair value. As defined in ASC Topic 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. Where available, fair value is based on observable market prices or parameters, or derived from such prices or parameters. Where observable prices or inputs are not available, valuation models are applied. These valuation models involve some level of management estimation and judgment, the degree of which is dependent on the price transparency for the assets or liabilities or market and the assets’ or liabilities’ complexity.

ASC Topic 820 establishes a hierarchical 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.

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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 1 – Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities at the measurement date.

•Level 2 – Valuations based on inputs other than quoted prices in active markets, including quoted prices for similar assets or liabilities, which are either directly or indirectly observable.

•Level 3 – Valuations based on inputs that are unobservable and significant to the overall fair value measurement. This includes situations where there is little, if any, market activity for the assets or liabilities. The inputs into the determination of fair value are based upon the best information available and may require significant management judgment or estimation.

In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an asset’s or liability’s categorization within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the asset or liability.

For periods prior to September 30, 2022, the Board determined the fair value of the Company’s investments. On September 30, 2022, pursuant to SEC Rule 2a-5 of the 1940 Act, the Board designated MC Advisors as the Company’s valuation designee (the “Valuation Designee”). The Board is responsible for oversight of the Valuation Designee. The Valuation Designee has established a valuation committee to determine in good faith the fair value of the Company’s investments, based on input of the Valuation Designee’s management and personnel and independent valuation firms which are engaged at the direction of the valuation committee to assist in the valuation of certain portfolio investments lacking a readily available market quotation. The valuation committee determines fair values pursuant to a valuation policy approved by the Board and pursuant to a consistently applied valuation process.

With respect to investments for which market quotations are not readily available, the Valuation Designee undertakes a multi-step valuation process each quarter, as described below:

•the quarterly valuation process begins with each portfolio company or investment being initially evaluated and rated by the investment professionals of the Valuation Designee responsible for the credit monitoring of the portfolio investment;

•the Valuation Designee engages an independent valuation firm to conduct independent appraisals of a selection of investments for which market quotations are not readily available. The Valuation Designee will consult with an independent valuation firm relative to each portfolio company at least once in every calendar year, but the independent appraisals are generally received quarterly for each investment;

•to the extent an independent valuation firm is not engaged to conduct an investment appraisal on an investment for which market quotations are not readily available, the investment will be valued by the Valuation Designee;

•preliminary valuation conclusions are then documented and discussed with the valuation committee of the Valuation Designee;

•the valuation conclusions are approved by the valuation committee of the Valuation Designee; and

•a report prepared by the Valuation Designee is presented to the Board quarterly to allow the Board to perform its oversight duties of the valuation process and the Valuation Designee.

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The accompanying consolidated schedules of investments held by the Company consist primarily of private debt instruments (“Level 3 debt”). The Valuation Designee generally uses the income approach to determine fair value for Level 3 debt where market quotations are not readily available, as long as it is appropriate. If there is deterioration in credit quality or a debt investment is in workout status, the Valuation Designee may consider other factors in determining the fair value, including the value attributable to the debt investment from the enterprise value of the portfolio company or the proceeds that would be received in a liquidation analysis. This liquidation analysis may include probability weighting of alternative outcomes. The Valuation Designee generally considers the Company’s Level 3 debt to be performing if the borrower is not in default, the borrower is remitting payments in a timely manner; the loan is in covenant compliance or is otherwise not deemed to be impaired. In determining the fair value of the performing Level 3 debt, the Valuation Designee considers fluctuations in current interest rates, the trends in yields of debt instruments with similar credit ratings, financial condition of the borrower, economic conditions and other relevant factors, both qualitative and quantitative. In the event that a Level 3 debt instrument is not performing, as defined above, the Valuation Designee will evaluate the value of the collateral utilizing the same framework described above for a performing loan to determine the value of the Level 3 debt instrument.

Under the income approach, discounted cash flow models are utilized to determine the present value of the future cash flow streams of its debt investments, based on future interest and principal payments as set forth in the associated loan agreements. In determining fair value under the income approach, the Valuation Designee also considers the following factors: applicable market yields and leverage levels, recent transactions, credit quality, prepayment penalties, the nature and realizable value of any collateral, the portfolio company’s ability to make payments, and changes in the interest rate environment and the credit markets that generally may affect the price at which similar investments may be made.

Under the market approach, the enterprise value methodology is typically utilized to determine the fair value of an investment. There is no one methodology to estimate enterprise value and, in fact, for any one portfolio company, enterprise value is generally best expressed as a range of values, from which the Valuation Designee derives a single estimate of enterprise value. In estimating the enterprise value of a portfolio company, the Valuation Designee analyzes various factors consistent with industry practice, including but not limited to original transaction multiples, the portfolio company’s historical and projected financial results, applicable market trading and transaction comparables, applicable market yields and leverage levels, the nature and realizable value of any collateral, the markets in which the portfolio company does business, and comparisons of financial ratios of peer companies that are public. Typically, the enterprise values of private companies are based on multiples of earnings before interest, income taxes, depreciation and amortization (“EBITDA”), cash flows, net income, revenues, or in limited cases, book value.

In addition, for certain debt investments, the Valuation Designee may base its valuation on indicative bid and ask prices provided by an independent third-party pricing service. Bid prices reflect the highest price that the Company and others may be willing to pay. Ask prices represent the lowest price that the Company and others may be willing to accept. The Valuation Designee generally uses the midpoint of the bid/ask range as its best estimate of fair value of such investment.

As of March 31, 2024, the Valuation Designee determined, in good faith, the fair value of the Company’s portfolio investments in accordance with GAAP and the Company’s valuation procedures based on the facts and circumstances known by the Company at that time, or reasonably expected to be known at that time.

Foreign Currency Forward Contracts

The valuation for the Company’s foreign currency forward contracts is based on the difference between the exchange rate associated with the forward contract and the exchange rate at the current period end. Foreign currency forward contracts are categorized as Level 2 in the fair value hierarchy.

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Fair Value Disclosures

The following tables present fair value measurements of investments and foreign currency forward contracts, by major class according to the fair value hierarchy:


	Fair Value Measurements
March 31, 2024	Level 1		Level 2		Level 3		Total
Senior secured loans	$	—	$	—	$	2,432,957	$	2,432,957
Unitranche secured loans	—		—		174,337		174,337
Junior secured loans	—		—		102,443		102,443
Equity securities	181		—		104,299		104,480
Total investments	$	181	$	—	$	2,814,036	$	2,814,217
Foreign currency forward contracts asset (liability)	$	—	$	(734)	$	—	$	(734)


	Fair Value Measurements
December 31, 2023	Level 1		Level 2		Level 3		Total
Senior secured loans	$	—	$	—	$	2,171,243	$	2,171,243
Unitranche secured loans	—		—		184,853		184,853
Junior secured loans	—		—		87,986		87,986
Equity securities	23		—		84,062		84,085
Total investments	$	23	$	—	$	2,528,144	$	2,528,167
Foreign currency forward contracts asset (liability)	$	—	$	(3,087)	$	—	$	(3,087)

Senior secured loans, unitranche secured loans and junior secured loans are collateralized by tangible and intangible assets of the borrowers. These investments include loans to entities that have some level of challenge in obtaining financing from other, more conventional institutions, such as a bank. Interest rates on these loans are either fixed or floating and are based on current market conditions and credit ratings of the borrower. Excluding loans on non-accrual, the contractual interest rates on the loans ranged from 7.50% to 21.32% at March 31, 2024 and 7.50% to 21.34% at December 31, 2023. The maturity dates on the loans outstanding at March 31, 2024 range between June 2024 and March 2031.

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The following tables provide a reconciliation of the beginning and ending balances for investments at fair value that use Level 3 inputs for the three months ended March 31, 2024 and 2023:


	Investments
	Senior secured loans		Unitranche secured loans		Junior secured loans		Equity securities		Total investments
Balance as of December 31, 2023	$	2,171,243	$	184,853	$	87,986	$	84,062	$	2,528,144
Net realized gain (loss) on investments	—		—		—		4		4
Net change in unrealized gain (loss) on investments	7,285		727		3,334		(3,754)		7,592
Purchases of investments and other adjustments to cost (1)	340,806		2,438		15,059		10,487		368,790
Proceeds from principal payments and sales of investments (2)	(75,787)		(13,681)		(274)		(619)		(90,361)
Reclassifications (3)	(10,590)		—		(3,662)		14,252		—
Transfers in (out) of Level 3 (4)	—		—		—		(133)		(133)
Balance as of March 31, 2024	$	2,432,957	$	174,337	$	102,443	$	104,299	$	2,814,036


	Investments
	Senior secured loans		Unitranche secured loans		Junior secured loans		Equity securities		Total investments
Balance as of December 31, 2022	$	1,250,788	$	127,378	$	44,469	$	46,327	$	1,468,962
Net realized gain (loss) on investments	(5)		—		—		949		944
Net change in unrealized gain (loss) on investments	3,738		265		84		501		4,588
Purchases of investments and other adjustments to cost (1)	97,250		890		2,119		3,882		104,141
Proceeds from principal payments and sales of investments (2)	(31,623)		(153)		(2,039)		(962)		(34,777)
Reclassifications (3)	—		—		—		—		—
Transfers in (out) of Level 3 (4)	—		—		—		—		—
Balance as of March 31, 2023	$	1,320,148	$	128,380	$	44,633	$	50,697	$	1,543,858

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(1)Includes purchases of new investments, effects of refinancing and restructurings, premium and discount accretion and amortization and PIK interest.

(2)Represents net proceeds from investments sold and principal paydowns received.

(3)Represents non-cash reclassification of investment type due to a restructuring.

(4)Represents non-cash transfers between fair value categories.

The total net change in unrealized gain (loss) on investments included on the consolidated statements of operations for the three months ended March 31, 2024 and 2023, attributable to Level 3 investments still held at March 31, 2024 and 2023, was $3,698 and $5,633, respectively. Reclassifications impacting Level 3 of the fair value hierarchy are reported as transfers in or out of Level 3 as of the beginning of the period in which the reclassifications occur. During the three months ended March 31, 2024, one investment transferred from Level 3 to Level 1 as a result of a restructuring. There were no transfers among Levels 1, 2 and 3 during the three months ended March 31, 2023.

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Significant Unobservable Inputs

ASC Topic 820 requires disclosure of quantitative information about the significant unobservable inputs used in the valuation of assets and liabilities classified as Level 3 within the fair value hierarchy. Disclosure of this information is not required in circumstances where a valuation (unadjusted) is obtained from a third-party pricing service and the information regarding the unobservable inputs is not reasonably available to the Company and as such, the disclosures provided below exclude those investments valued in that manner. The tables below are not intended to be all-inclusive, but rather to provide information on significant unobservable inputs and valuation techniques used by the Valuation Designee.

The valuation techniques and significant unobservable inputs used in recurring Level 3 fair value measurements of assets as of March 31, 2024 were as follows:


	Fair Value			Valuation Technique	Unobservable Input	Weighted Average Mean		Range
								Minimum		Maximum
Assets:
Senior secured loans	$	1,553,692		Discounted cash flow	EBITDA multiples	10.9x		3.8x		22.4x
					Market yields	11.3	%	8.9	%	21.0	%
Senior secured loans	585,084			Discounted cash flow	Revenue multiples	7.5x		0.8x		19.0x
					Market yields	11.5	%	9.2	%	21.0	%
Senior secured loans	12,307			Enterprise value	Revenue multiples	0.5x		0.4x		1.7x
Senior secured loans	9,346			Liquidation	Probability weighting of alternative outcomes	92.3	%	92.3	%	92.3	%
Senior secured loans	5,119			Enterprise value	EBITDA multiples	9.5x		9.5x		9.5x
Unitranche secured loans	140,474			Discounted cash flow	EBITDA multiples	10.4x		7.5x		14.8x
					Market yields	13.1	%	6.1	%	23.1	%
Unitranche secured loans	33,863			Discounted cash flow	Revenue multiples	9.3x		6.0x		12.8x
					Market yields	13.0	%	12.1	%	13.8	%
Junior secured loans	71,147			Discounted cash flow	EBITDA multiples	13.5x		13.5x		13.5x
					Market yields	13.8	%	12.7	%	18.6	%
Junior secured loans	1,163			Discounted cash flow	Revenue multiples	1.0x		1.0x		1.0x
					Market yields	17.7	%	16.0	%	22.5	%
Junior secured loans	883			Enterprise value	Revenue multiples	1.7x		1.7x		1.7x
Equity securities	60,605			Enterprise value	EBITDA multiples	9.9x		3.8x		20.0x
Equity securities	40,877			Enterprise value	Revenue multiples	3.3x		0.4x		12.0x
Equity securities	1,901			Option pricing model	Volatility	51.2	%	25.0	%	73.0	%
Total Level 3 Assets	$	2,516,461	(1)

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(1)Excludes investments of $297,575 at fair value where valuation (unadjusted) is obtained from a third-party pricing service or broker quote for which such disclosure is not required.

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The valuation techniques and significant unobservable inputs used in recurring Level 3 fair value measurements of assets as of December 31, 2023 were as follows:


	Fair Value			Valuation Technique	Unobservable Input	Weighted Average Mean		Range
								Minimum		Maximum
Assets:
Senior secured loans	$	1,351,324		Discounted cash flow	EBITDA multiples	11.1x		5.0x		22.2x
					Market yields	11.4	%	8.7	%	24.0	%
Senior secured loans	559,534			Discounted cash flow	Revenue multiples	7.2x		0.7x		19.5x
					Market yields	11.6	%	9.0	%	16.6	%
Senior secured loans	10,310			Enterprise value	EBITDA multiples	7.4x		5.3x		8.3x
Senior secured loans	9,618			Liquidation	Probability weighting of alternative outcomes	95.0	%	95.0	%	95.0	%
Senior secured loans	6,473			Enterprise value	Revenue multiples	0.6x		0.5x		1.6x
Unitranche secured loans	151,703			Discounted cash flow	EBITDA multiples	10.5x		7.3x		14.8x
					Market yields	15.0	%	8.6	%	24.6	%
Unitranche secured loans	33,150			Discounted cash flow	Revenue multiples	9.4x		6.0x		12.8x
					Market yields	12.3	%	11.9	%	12.7	%
Junior secured loans	70,881			Discounted cash flow	EBITDA multiples	13.5x		13.5x		13.5x
					Market yields	12.6	%	11.6	%	18.4	%
Junior secured loans	6,241			Enterprise value	Revenue multiples	1.6x		1.6x		1.6x
Junior secured loans	348			Discounted cash flow	Revenue multiples	0.9x		0.9x		0.9x
					Market yields	16.2	%	16.2	%	16.2	%
Equity securities	52,062			Enterprise value	EBITDA multiples	10.7x		6.3x		20.5x
Equity securities	29,920			Enterprise value	Revenue multiples	3.6x		0.5x		11.8x
Equity securities	1,487			Option pricing model	Volatility	59.6	%	35.0	%	74.0	%
Total Level 3 Assets	$	2,283,051	(1)

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(1)Excludes investments of $245,093 at fair value where valuation (unadjusted) is obtained from a third-party pricing service or broker quote for which such disclosure is not required.

The significant unobservable input used in the income approach of fair value measurement of the Company’s investments is the discount rate used to discount the estimated future cash flows expected to be received from the underlying investment, which include both future principal and interest payments. Increases (decreases) in the discount rate would result in a decrease (increase) in the fair value estimate of the investment. Included in the consideration and selection of discount rates are the following factors: risk of default, rating of the investment and comparable investments, and call provisions.

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The significant unobservable inputs used in the market approach of fair value measurement of the Company’s investments are the market multiples of EBITDA or revenue of the comparable guideline public companies. The Valuation Designee selects a population of public companies for each investment with similar operations and attributes of the portfolio company. Using these guideline public companies’ data, a range of multiples of enterprise value to EBITDA or revenue is calculated. The Valuation Designee selects percentages from the range of multiples for purposes of determining the portfolio company’s estimated enterprise value based on said multiple and generally the latest twelve months EBITDA or revenue of the portfolio company (or other meaningful measure). Increases (decreases) in the multiple will result in an increase (decrease) in enterprise value, resulting in an increase (decrease) in the fair value estimate of the investment.

Other Financial Assets and Liabilities

ASC Topic 820 requires disclosure of the fair value of financial instruments for which it is practical to estimate such value. The Company believes that the carrying amounts of its other financial instruments such as cash and restricted cash and cash equivalents, receivables and payables approximate the fair value of such items due to the short maturity of such instruments. Fair value of the Company’s SPV Credit Facility, Term Loan, 2022 ABS, 2023 ABS, 2028 Notes and Revolving Credit Facility is estimated by discounting remaining payments using applicable market rates or market quotes for similar instruments at the measurement date, if applicable. As of both March 31, 2024 and December 31, 2023, the Company believes that the carrying value of its SPV Credit Facility, Term Loan and Revolving Credit Facility approximates fair value. As of March 31, 2024 and December 31, 2023, the estimated fair value of the Company’s 2028 Notes was $207,257 and $197,767, respectively. As of March 31, 2024 and December 31, 2023, the estimated fair value of the Company’s 2022 ABS Class A and Class B notes was $294,707 and $299,866, respectively. As of March 31, 2024 and December 31, 2023, the estimated fair value of its 2023 ABS Class A and Class B notes was $189,417 and $187,345, respectively.

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Note 5. Transactions with Affiliated Companies

An affiliated company is a company in which the Company has an ownership interest of 5% or more of its voting securities. A controlled affiliate company is a company in which the Company has an ownership interest of more than 25% of its voting securities. Please see the Company’s consolidated schedule of investments for the type of investment, principal amount, interest rate including the spread, and the maturity date. Transactions related to the Company’s investments with affiliates for the three months ended March 31, 2024 and 2023 were as follows:


Portfolio Company	Fair value at December 31, 2023		Transfers in (out)		Purchases (cost)		Sales and paydowns (cost)		PIK interest (cost)		Discount accretion		Net realized gain (loss)		Net unrealized gain (loss)		Fair value at March 31, 2024
Non-controlled affiliate company investment:
ClearlyRated Capital, LLC (5,500,000 Class A units)	$	5,500	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	5,500
	5,500		—		—		—		—		—		—		—		5,500

Nastel Technologies, LLC	3,500		—		—		—		—		3		—		(16)		3,487
Nastel Technologies, LLC (Revolver)	—		—		—		—		—		—		—		—		—
Nastel Technologies, LLC (3,408 Class A units)	4,226		—		—		—		—		—		—		170		4,396
	7,726		—		—		—		—		3		—		154		7,883

Second Avenue SFR Holdings II LLC (Revolver) (1)	3,323		—		—		—		—		—		—		—		3,323
	3,323		—		—		—		—		—		—		—		3,323

SFR Holdco, LLC (Junior secured loan)	6,557		—		—		—		—		—		—		(1,024)		5,533
SFR Holdco, LLC (Delayed draw junior secured loan)	4,917		—		—		—		—		—		—		(405)		4,512
SFR Holdco, LLC (13.9% of equity commitments)	4,371		—		—		—		—		—		—		75		4,446
SFR Holdco, LLC (10.5% of equity commitments)	3,278		—		—		—		—		—		—		56		3,334
	19,123		—		—		—		—		—		—		(1,298)		17,825

SheerTrans Solutions, LLC	5,101		—		—		(13)		53		5		—		(6)		5,140
SheerTrans Solutions, LLC	—		—		1,436		(3)		7		1		—		27		1,468
SheerTrans Solutions, LLC (Revolver)	959		—		—		—		9		—		—		—		968
SheerTrans Solutions, LLC (9,191,624 preferred interests)	9,192		—		3,042		—		—		—		—		(122)		12,112
	15,252		—		4,478		(16)		69		6		—		(101)		19,688

Zodega Landscaping, LLC	11,969		—		—		(30)		—		21		—		546		12,506
Zodega Landscaping, LLC (Revolver)	—		—		—		—		—		—		—		—		—
Zodega Landscaping, LLC (124,206 preferred interests)	12,421		—		—		—		—		—		—		56		12,477
	24,390		—		—		(30)		—		21		—		602		24,983
Total non-controlled affiliate company investments	$	75,314	$	—	$	4,478	$	(46)	$	69	$	30	$	—	$	(643)	$	79,202

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Portfolio Company	Fair value at December 31, 2022		Transfers in (out)		Purchases (cost)		Sales and paydowns (cost)		PIK interest (cost)		Discount accretion		Net realized gain (loss)		Net unrealized gain (loss)		Fair value at March 31, 2023
Non-controlled affiliate company investment:




Nastel Technologies, LLC	$	3,500	$	—	$	—	$	—	$	—	$	4	$	—	$	(4)	$	3,500
Nastel Technologies, LLC (Revolver)	—		—		—		—		—		—		—		—		—
Nastel Technologies, LLC (3,408 Class A units)	3,578		—		—		—		—		—		—		537		4,115
	7,078		—		—		—		—		4		—		533		7,615

Second Avenue SFR Holdings II LLC (Revolver) (1)	4,755		—		—		—		—		—		—		(12)		4,743
	4,755		—		—		—		—		—		—		(12)		4,743

SFR Holdco, LLC (Junior secured loan)	5,850		—		—		—		—		—		—		—		5,850
SFR Holdco, LLC (Delayed draw junior secured loan)	2,316		—		1,261		—		—		—		—		—		3,577
SFR Holdco, LLC (13.9% of equity commitments)	3,900		—		—		—		—		—		—		—		3,900
SFR Holdco, LLC (10.5% of equity commitments)	1,545		—		841		—		—		—		—		—		2,386
	13,611		—		2,102		—		—		—		—		—		15,713

SheerTrans Solutions, LLC	5,101		—		—		(13)		—		6		—		(5)		5,089
SheerTrans Solutions, LLC (Revolver)	—		—		—		—		—		—		—		—		—
SheerTrans Solutions, LLC (8,642,579 preferred interests)	8,643		—		—		—		—		—		—		86		8,729
	13,744		—		—		(13)		—		6		—		81		13,818
Total non-controlled affiliate company investments	$	39,188	$	—	$	2,102	$	(13)	$	—	$	10	$	—	$	602	$	41,889

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(1)Second Avenue SFR Holdings II LLC is a related entity to SFR Holdco, LLC and is being presented as a non-controlled affiliate for that reason.

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	For the three months ended March 31,
	2024						2023
Portfolio Company	Interest Income		Dividend Income		Fee Income		Interest Income		Dividend Income		Fee Income
Non-controlled affiliate company investments:
ClearlyRated Capital (Class A units)	$	—	$	—	$	—	n/a		n/a		n/a
	—		—		—		n/a		n/a		n/a

Nastel Technologies, LLC	109		—		—		$	101	$	—	$	—
Nastel Technologies, LLC (Revolver)	—		—		—		—		—		—
Nastel Technologies, LLC (Class A units)	—		—		—		—		—		—
	109		—		—		101		—		—

Second Avenue SFR Holdings II LLC (Revolver) (1)	104		—		—		138		—		—
	104		—		—		138		—		—

SFR Holdco, LLC (Junior secured loan)	117		—		—		117		—		—
SFR Holdco, LLC (Delayed draw junior secured loan)	88		—		—		64		—		—
SFR Holdco, LLC (LLC interest)	—		—		—		—		—		—
SFR Holdco, LLC (LLC interest)	—		—		—		—		—		—
	205		—		—		181		—		—

SheerTrans Solutions, LLC	179		—		—		161		—		—
SheerTrans Solutions, LLC	26		—		—		n/a		n/a		n/a
SheerTrans Solutions, LLC (Revolver)	33		—		—		2		—		—
SheerTrans Solutions, LLC (Preferred interests)	—		—		—		—		—		—
	238		—		—		163		—		—

Zodega Landscaping, LLC	439		—		—		n/a		n/a		n/a
Zodega Landscaping, LLC (Revolver)	3		—		—		n/a		n/a		n/a
Zodega Landscaping, LLC (Preferred interests)	—		—		—		n/a		n/a		n/a
	442		—		—		—		—		—
Total non-controlled affiliate company investments	$	1,098	$	—	$	—	$	583	$	—	$	—

_________________________________________

(1)Second Avenue SFR Holdings II LLC is a related entity to SFR Holdco, LLC and is being presented as a non-controlled affiliate for that reason.

Note 6. Transactions with Related Parties

The Company has entered into an investment advisory agreement with MC Advisors (the “Investment Advisory Agreement”), under which MC Advisors, subject to the overall supervision of the Board, provides investment advisory services to the Company. The Company pays MC Advisors a fee for its services under the Investment Advisory Agreement consisting of two components – a base management fee and an incentive fee. The cost of both the base management fee and the incentive fee are borne by the Company’s stockholders, unless such fees are waived by MC Advisors.

On April 18, 2022, MC Advisors agreed to permanently waive a portion of the base management fees and incentive fees payable by the Company to MC Advisors under the Investment Advisory Agreement pursuant to a fee waiver letter. The base management fee waiver took effect beginning April 1, 2022 (the “Effective Date”) and the incentive fee waivers took effect beginning January 1, 2022.

Beginning with the Effective Date, the base management fee is calculated at an annual rate of 1.25% of average total assets (reduced from 1.50%), which includes assets financed using leverage. Following any future quotation or listing of the Company’s securities on a national securities exchange (an “Exchange Listing”) or any future quotation or listing of its securities on any other public trading market, the base management fee will be calculated at an annual rate of 1.75% of average invested assets (calculated as total assets excluding cash). The base management fee is payable in arrears.

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Base management fees for the three months ended March 31, 2024 and 2023 were $8,620 and $4,847, respectively.

The incentive fee consists of two parts. The first part is calculated and payable quarterly in arrears based on the Company’s pre-incentive fee net investment income for the preceding quarter. Pre-incentive fee net investment income means interest income, dividend income and any other income (including any other fees such as commitment, origination, structuring, diligence and consulting fees or other fees that the Company receives from portfolio companies but excluding fees for providing managerial assistance) accrued during the calendar quarter, minus operating expenses for the quarter (including the base management fee), any expenses payable under the administration agreement (the “Administration Agreement”) between the Company and Monroe Capital Management Advisors, LLC (“MC Management”) and any interest expense and dividends paid on any outstanding preferred stock, but excluding the incentive fee. Pre-incentive fee net investment income will include, in the case of investments with a deferred interest feature such as market discount, debt instruments with PIK interest, preferred stock with PIK dividends and zero-coupon securities, accrued income that the Company has not yet received in cash. MC Advisors is not under any obligation to reimburse the Company for any part of the incentive fee it receives that was based on accrued interest that the Company never actually receives.

Pre-incentive fee net investment income does not include any realized capital gains or losses or unrealized capital gains or losses. If any distributions from portfolio companies are characterized as a return of capital, such returns of capital would affect the capital gains incentive fee to the extent a gain or loss is realized. Because of the structure of the incentive fee, it is possible that the Company may pay an incentive fee in a quarter where it incurs a loss. For example, if the Company receives pre-incentive fee net investment income in excess of the hurdle rate (as defined below) for a quarter, the Company will pay the applicable incentive fee even if it has incurred a loss in that quarter due to realized and unrealized capital losses.

Pre-incentive fee net investment income, expressed as a rate of return on the value of the Company’s net assets (defined as total assets less indebtedness and before taking into account any incentive fees payable during the period) at the end of the immediately preceding calendar quarter, is compared to a fixed “hurdle rate” of 1.50% per quarter (6% annually).

As of and beginning with the Effective Date, prior to an Exchange Listing, the Company shall pay MC Advisors an incentive fee with respect to its pre-incentive fee net investment income in each calendar quarter as follows:

•no incentive fee in any calendar quarter in which the pre-incentive fee net investment income does not exceed the hurdle rate of 1.50% (6% annually);

•100% of the Company’s pre-incentive fee net investment income with respect to that portion of such pre-incentive fee net investment income, if any, that exceeds the hurdle rate but is less than 1.7143% (reduced from 1.76% pursuant to the fee waiver letter effective April 1, 2022) in any calendar quarter prior to an Exchange Listing or 1.88% in any calendar quarter following an Exchange Listing. This portion of the Company’s pre-incentive fee net investment income is referred to as the “catch-up” provision; and

•prior to an Exchange Listing, 12.5% of the amount of the Company’s pre-incentive fee net investment income (a reduction from 15.0% of the amount of the Company’s pre-incentive fee net income), if any, that exceeds 1.7143% (reduced from 1.76% pursuant to the fee waiver letter effective April 1, 2022) in any calendar quarter, and following an Exchange Listing, 20% of the amount of the Company’s pre-incentive fee net investment income, if any, that exceeds 1.88% in any calendar quarter.

These calculations are appropriately prorated for any period of less than three months and adjusted for any share issuances or repurchases during the current quarter.

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The second part of the incentive fee is a capital gains incentive fee that is determined and payable in arrears as of the end of each fiscal year (or upon termination of the Investment Advisory Agreement, as of the termination date), and equals 12.5% (reduced from 15.0% effective January 1, 2022 pursuant to the fee waiver letter) of the Company’s realized capital gains as of the end of the fiscal year. In determining the capital gains incentive fee payable to MC Advisors, the Company calculates the cumulative aggregate realized capital gains and cumulative aggregate realized capital losses since the Company’s inception, and the aggregate unrealized capital depreciation as of the date of the calculation, as applicable, with respect to each of the investments in the Company’s portfolio. For this purpose, cumulative aggregate realized capital gains, if any, equals the sum of the differences between the net sales price of each investment, when sold, and the amortized cost of such investment. Cumulative aggregate realized capital losses equals the sum of the amounts by which the net sales price of each investment, when sold, is less than the amortized cost of such investment since the Company’s inception. Aggregate unrealized capital depreciation equals the sum of the difference, if negative, between the valuation of each investment as of the applicable calculation date and the amortized cost of such investment. At the end of the applicable year, the amount of capital gains that will serve as the basis for the calculation of the capital gains incentive fee equals the cumulative aggregate realized capital gains less cumulative aggregate realized capital losses, less aggregate unrealized capital depreciation, with respect to the Company’s portfolio of investments. If this number is positive at the end of such year, then the capital gains incentive fee for such year equals 12.5% of such amount, less the aggregate amount of any capital gains incentive fees paid in respect of the Company’s portfolio in all prior years.

While the Investment Advisory Agreement with MC Advisors neither includes nor contemplates the inclusion of unrealized gains in the calculation of the capital gains incentive fee, pursuant to an interpretation of an American Institute for Certified Public Accountants Technical Practice Aid for investment companies, the Company includes unrealized gains in the calculation of the capital gains incentive fee expense and related accrued capital gains incentive fee. This accrual reflects the incentive fees that would be payable to MC Advisors if the Company’s entire portfolio was liquidated at its fair value as of the balance sheet date even though MC Advisors is not entitled to an incentive fee with respect to unrealized gains unless and until such gains are actually realized.

The composition of the Company’s incentive fees was as follows:


	Three months ended March 31,
	2024		2023
Part one incentive fees (1)	$	5,719	$	3,439
Part two incentive fees (2)	1,325		712
Total incentive fees	$	7,044	$	4,151

_________________________________________

(1)Based on pre-incentive fee net investment income.

(2)Based upon net realized and unrealized gains and losses, or capital gains and losses. The Company accrues, but does not pay, a capital gains incentive fee in connection with any unrealized capital appreciation, as appropriate. If, on a cumulative basis, the sum of net realized gain (loss) plus net unrealized gain (loss) decreases during a period, the Company will reverse any excess capital gains incentive fee previously accrued such that the amount of capital gains incentive fee accrued is no more than 12.5% of the sum of net realized gain (loss) plus net unrealized gain (loss).

The Company has entered into an administration agreement with MC Management (the "Administration Agreement"), under which the Company reimburses MC Management, subject to the review and approval of the Board, for its allocable portion of overhead and other expenses, including the costs of furnishing the Company with office facilities and equipment and providing clerical, bookkeeping, record-keeping and other administrative services at such facilities, and the Company’s allocable portion of the cost of the chief financial officer and chief compliance officer and their respective staffs. To the extent that MC Management outsources any of its functions, the Company will pay the fees associated with such functions on a direct basis, without incremental profit, to MC Management. For the three months ended March 31, 2024 and 2023, the Company incurred $2,227 and $1,185, respectively, in administrative expenses (included within professional fees, administrative service fees and general and administrative expenses on the consolidated statements of operations) under the Administration Agreement, of which $645 and $370, respectively, was related to MC Management overhead and salary allocation and paid directly to MC Management. As of March 31, 2024 and December 31, 2023, $635 and $530, respectively, of expenses were due to MC Management under this agreement and are included in accounts payable and accrued expenses on the consolidated statements of assets and liabilities.

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The Company has entered into a license agreement with Monroe Capital LLC under which Monroe Capital LLC has agreed to grant the Company a non-exclusive, royalty-free license to use the name “Monroe Capital” for specified purposes in its business. Under this agreement, the Company has the right to use the “Monroe Capital” name at no cost, subject to certain conditions, for so long as MC Advisors or one of its affiliates remains its investment adviser. Other than with respect to this limited license, the Company has no legal right to the “Monroe Capital” name or logo.

As of March 31, 2024 and December 31, 2023, the Company had accounts payable to members of the Board of $38 and zero, respectively, representing accrued and unpaid fees for their services.

Note 7. Borrowings

In accordance with the 1940 Act, the Company is permitted to borrow amounts such that its asset coverage ratio, as defined in the 1940 Act, is at least 150% after such borrowing. As of March 31, 2024 and December 31, 2023, the Company’s asset coverage ratio based on aggregate borrowings outstanding was 226% and 204%, respectively.

The Company’s outstanding debt as of March 31, 2024 and December 31, 2023 was as follows:


	As of March 31, 2024									As of December 31, 2023
	Total Aggregate Principal Amount Committed/ Outstanding (1)			Principal Amount Outstanding		Carrying Value (2)		Unamortized Debt Issuance Costs		Total Aggregate Principal Amount Committed/ Outstanding (1)			Principal Amount Outstanding		Carrying Value (2)		Unamortized Debt Issuance Costs
SPV Credit Facility	$	450,000		$	205,600	$	205,112	$	488	$	450,000		$	179,000	$	178,098	$	902
Term Loan	119,489			119,489		118,570		919		120,288			120,288		119,240		1,048
2022 ABS	306,000		(3)	306,000		301,798		4,202		306,000		(3)	306,000		300,810		5,190
2023 ABS	185,850		(4)	185,850		184,019		1,831		185,850		(4)	185,850		183,840		2,010
Revolving Credit Facility	350,000			231,331		227,974		3,357		325,000			256,808		253,579		3,229
2028 Notes	200,000			200,000		197,881		2,119		200,000			200,000		197,767		2,233
Total	$	1,611,339		$	1,248,270	$	1,235,354	$	12,916	$	1,587,138		$	1,247,946	$	1,233,334	$	14,612

_________________________________________

(1)Represents the total aggregate amount committed or outstanding, as applicable, under such instrument.

(2)Represents the principal amount outstanding, less unamortized debt issuance costs.

(3)As of March 31, 2024 and December 31, 2023, the 2022 Class C Notes and 2022 Subordinated Notes (as defined below) totaling $36,125 and $82,875, respectively, are excluded from the total aggregate principal amount committed/outstanding amount as these notes are eliminated in consolidation.

(4)As of both March 31, 2024 and December 31, 2023, the 2023 Subordinated Notes (as defined below) totaling $65,319 are excluded from the total aggregate principal amount committed/outstanding amount as these notes are eliminated in consolidation.

SPV Credit Facility: The Company has a $450,000 SPV Credit Facility with KeyBank National Association through the Company’s wholly-owned subsidiary, the SPV. The Company’s ability to borrow under the SPV Credit Facility is subject to certain financial and restrictive covenants as well as availability under the borrowing base, which permits the Company to borrow up to 72% of the principal balance of its portfolio company investments depending on the type of investment, subject to a maximum advance rate on the portfolio of 67%. Under the terms of the SPV Credit Facility, the SPV is permitted to reinvest available cash and make new borrowings under the SPV Credit Facility through July 16, 2024. The maturity date of the SPV Credit Facility is July 16, 2026. Distributions from the SPV to the Company are limited by the terms of the SPV Credit Facility, which generally allows for the distribution of net interest income pursuant to a waterfall quarterly during the reinvestment period. As of March 31, 2024 and December 31, 2023, the fair value of investments of the Company that were held in the SPV as collateral for the SPV Credit Facility was $798,896 and $759,141, respectively, and these investments are identified on the accompanying consolidated schedules of investments.

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During the reinvestment period, borrowings under the SPV Credit Facility bear interest at an annual rate of SOFR (one or three month, at the SPV’s option and subject to a SOFR minimum of 0.50%) plus a margin ranging from 2.75% to a maximum of 3.00%, depending on the level of utilization of the facility and the number of obligors of eligible loans pledged as collateral in the SPV. After the reinvestment period, borrowings under the SPV Credit Facility bear interest at an annual rate of SOFR plus 3.25%. In addition to the stated interest rate on borrowings, the SPV is required to pay an unused commitment fee of (i) 0.50% per annum on any unused portion of the SPV Credit Facility when the outstanding borrowings are less than or equal to 60% of the facility amount and (ii) 0.35% per annum on any unused portion of the SPV Credit Facility when the outstanding borrowings are greater than 60% of the facility. As of both March 31, 2024 and December 31, 2023, the outstanding borrowings were accruing at a weighted average interest rate of 8.2%.

Term Loan: On December 20, 2022, the Company entered into the Term Loan with KeyBank National Association, as lead arranger and administrative agent, through a special purpose wholly-owned subsidiary, SPV II. The Term Loan initially allowed SPV II to borrow an aggregate principal amount of $100,000, and included an accordion feature which allows the Company, under certain circumstances, to increase the total size of the facility upon request to the administrative agent and with consent of one or more increasing or additional lenders. On February 3, 2023, the Company increased the facility amount pursuant to the accordion feature of the Term Loan from $100,000 of aggregate commitments to $155,000 of aggregate commitments and the Company borrowed up to the new aggregate commitments under the Term Loan. As of March 31, 2024 and December 31, 2023 the fair value of the Company’s investments held in SPV II as collateral for the Term Loan was $215,773 and $216,104, respectively, and these investments are identified on the accompanying consolidated schedules of investments.

Borrowings under the Term Loan bear interest at Adjusted Term SOFR (subject to a SOFR minimum of 0.50%) plus an applicable margin rate of 2.40% per annum during the initial period, December 20, 2022 through December 20, 2025, and 3.40% per annum during the amortization period, December 21, 2025 through December 20, 2026. The Term Loan matures on December 20, 2026, unless sooner terminated in accordance with its terms. As of both March 31, 2024 and December 31, 2023, the outstanding borrowings were accruing at a weighted average interest rate of 7.7%.

Under the terms of the Term Loan, pursuant to a monthly waterfall and subject to the satisfaction of certain coverage tests and portfolio quality tests, SPV II is permitted to reinvest 25% of principal proceeds during the initial period, with the remaining 75% applied to prepay the Term Loan. During the amortization period, pursuant to a monthly waterfall, 100% of principal proceeds must be applied to prepay the Term Loan. The Term Loan contains representations and warranties and affirmative and negative covenants customary for secured financings of this type. The Term Loan also contains customary events of default (subject to certain grace periods, as applicable), including but not limited to the nonpayment of principal, interest or fees, breach of covenants, voluntary or involuntary bankruptcy proceedings and change of control of the borrower.

2022 Asset-Backed Securitization: On April 7, 2022, the Company completed a $425,000 asset-backed securitization (the “2022 ABS”). The notes offered in the 2022 ABS were issued by the 2022 Issuer, a wholly-owned subsidiary of the Company, and are secured by a diversified portfolio of senior secured loans. The transaction was executed through a private placement of $261,375 of Class A Senior Secured Notes, which bear interest at 4.05% (the “2022 Class A Notes”), $44,625 of Class B Senior Secured Notes, which bear interest at 5.15% (the “2022 Class B Notes”) and $36,125 of Class C Senior Secured Notes, which bear interest at 7.75% (the “2022 Class C Notes” and collectively with the 2022 Class A Notes and the 2022 Class B Notes, the “2022 Secured Notes”), and $82,875 of Subordinated Notes, which do not bear interest (the “2022 Subordinated Notes” and, together with the 2022 Secured Notes, the “2022 Notes”). The Company retained all of the 2022 Class C Notes and the 2022 Subordinated Notes. The 2022 Class A Notes and the 2022 Class B Notes are included as debt on the Company’s consolidated statements of assets and liabilities. As of both March 31, 2024 and December 31, 2023, the 2022 Class C and 2022 Subordinated Notes were eliminated in consolidation.

Through April 22, 2024, the 2022 Issuer is permitted to use all principal collections received on the underlying collateral to purchase new collateral under the direction of MC Advisors, in its capacity as collateral manager of the 2022 Issuer, in accordance with the Company’s investment strategy and subject to customary conditions set forth in the documents governing the 2022 ABS, allowing the Company to maintain the initial leverage in the 2022 ABS. The 2022 Notes are due on April 30, 2032.

As of March 31, 2024 and December 31, 2023, the fair value of investments of the Company that were held in the 2022 Issuer as collateral was $429,830 and $425,146, respectively, and these investments are identified on the consolidated schedule of investments.

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Distributions from the 2022 Issuer to the Company are limited by the terms of the indenture governing the 2022 ABS, which generally allows for the payment of interest on the 2022 Secured Notes and the distribution of remaining net interest income to the holders of the 2022 Subordinated Notes pursuant to a waterfall quarterly during the reinvestment period.

2023 Asset-Backed Securitization: On September 15, 2023, the Company completed a $251,169 asset-backed securitization (the “2023 ABS”). The notes offered in the 2023 ABS were issued by the 2023 Issuer, a wholly-owned subsidiary of the Company, and are secured by a diversified portfolio of middle market loans and recurring revenue loans. The transaction was executed through a private placement of $160,750 of Class A Senior Secured Notes, which bear interest at Term SOFR plus 3.50% (the “2023 Class A Notes”), $25,100 of Class B Senior Secured Notes, which bear interest at 11.16% (the “2023 Class B Notes” and collectively with the 2023 Class A Notes, the “2023 Secured Notes”), and $65,319 of Subordinated Notes, which do not bear interest (the “2023 Subordinated Notes” and, together with the 2023 Secured Notes, the “2023 Notes”). The Company retained all of the 2023 Subordinated Notes. The 2023 Class A Notes and the 2023 Class B Notes are included as debt on the consolidated statements of assets and liabilities. As of both March 31, 2024 and December 31, 2023, the 2023 Subordinated Notes were eliminated in consolidation. As of March 31, 2024 and December 31, 2023, the 2023 Class A Notes were accruing an interest rate of 8.8% and 8.9%, respectively.

Through October 22, 2025, the 2023 Issuer is permitted to use all principal collections received on the underlying collateral to purchase new collateral under the direction of MC Advisors, in its capacity as collateral manager of the 2023 Issuer, in accordance with the Company’s investment strategy and subject to customary conditions set forth in the documents governing the 2023 ABS, allowing the Company to maintain the initial leverage in the 2023 ABS. The 2023 Notes are due on September 22, 2033.

As of March 31, 2024 and December 31, 2023, the fair value of investments of the Company that were held in the 2023 Issuer as collateral was $251,394 and $248,175, respectively, and these investments are identified on the consolidated schedule of investments.

Distributions from the 2023 Issuer to the Company are limited by the terms of the indenture governing the 2023 ABS, which generally allows for the payment of interest on the 2023 Secured Notes and the distribution of remaining net interest income to the holders of the 2023 Subordinated Notes pursuant to a waterfall quarterly during the reinvestment period.

Revolving Credit Facility: On October 20, 2023, the Company entered into a senior secured revolving credit facility (the “Revolving Credit Facility”) pursuant to a Senior Secured Revolving Credit Agreement (the “Revolving Credit Agreement”), with ING Capital, LLC, as Administrative Agent and Joint Lead Arranger.

The initial principal amount of the Revolving Credit Facility was $295,000, subject to availability under the borrowing base, which is based on the Company’s portfolio investments and other outstanding indebtedness, with an accordion provision to permit increases to the total facility amount up to $450,000, subject to the satisfaction of certain conditions. On December 22, 2023 and March 18, 2024, the Company increased the facility amount pursuant to the accordion feature of the Revolving Credit Facility from $295,000 of aggregate commitments to $325,000 and $350,000, respectively, of aggregate commitments. As of March 31, 2024 and December 31, 2023, the Company had outstanding U.S. dollar borrowings under the Revolving Credit Facility of $217,000 and $240,800, respectively, and non-U.S. dollar borrowings denominated in Australian dollars of AUD 21,978 ($14,331 in U.S. dollars) and AUD 23,500 ($16,008 in U.S. dollars), respectively. The borrowings denominated in Australian dollars may be positively or negatively affected by movements in the rate of exchange between the U.S. dollar and Australian dollars. These movements are beyond the control of the Company and cannot be predicted. The borrowings denominated in Australian dollars are translated into U.S. dollars based on the spot rate at each balance sheet date. The impact resulting from changes in foreign currency borrowings is included in net change in unrealized gain (loss) on foreign currency and other transactions on the Company’s consolidated statements of operations and totaled $641 and zero for the three months ended March 31, 2024 and 2023, respectively.

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Advances under the Revolving Credit Facility initially bear interest at a per annum rate equal to, (a) in the case of any U.S. dollar advances, (i) 1.50% per annum (or, at any time the Rating Condition is satisfied, 1.35% per annum) plus an “alternate base rate” (as described in the Revolving Credit Agreement) or (ii) 2.50% per annum (or, at any time the Rating Condition is satisfied, 2.35% per annum) plus Term SOFR, (b) in the case of any foreign currency advances (other than Pounds Sterling), 2.50% per annum (or, at any time the Rating Condition is satisfied, 2.35% per annum) plus the applicable benchmark rate and (c) in the case of any Pounds Sterling advances, 2.50% per annum (or, at any time the Rating Condition is satisfied, 2.35% per annum) plus the Daily Simple Risk Free Rate, in each case, depending on the nature of the advances being requested under the Revolving Credit Facility. The “Rating Condition” shall be satisfied at any time the Company maintains a public credit rating of at least BBB- from S&P Global Ratings (or equivalent rating from Moody’s Investors Service, Inc. or Fitch, Inc.). As of both March 31, 2024 and December 31, 2023, the outstanding borrowings were accruing at a weighted average interest rate of 7.9%.

Advances under the Revolving Credit Facility are subject to compliance with borrowing base requirements, pursuant to which the amount of funds advanced varies depending upon the types of assets in the Company’s portfolio. Assets must meet certain criteria in order to be included in the borrowing base, and the borrowing base is subject to certain portfolio restrictions including investment size, sector concentrations and investment type.

The Company’s ability to borrow under the Revolving Credit Facility is subject to availability under the borrowing base, which permits the Company to borrow up to 72.5% of the fair market value of its portfolio company investments depending on the type of investment the Company holds and whether the investment is quoted. The Company’s ability to borrow is also subject to certain concentration limits, and continued compliance with the representations, warranties and covenants given by the Company under the Revolving Credit Facility. The Revolving Credit Facility contains certain financial covenants, including, but not limited to, the Company’s maintenance of: (1) minimum consolidated total net assets of the greater of (a) $500,000 and (b) an amount equal to the sum of (i) $660,865 plus (ii) an amount equal to 65% of the difference of (x) the net proceeds to the Company from sales of its equity securities during each quarter following October 20, 2023 and (y) the amount paid or distributed to purchase or redeem its common stock in connection with a tender offer during such quarter; (2) a ratio of total assets (less total liabilities other than indebtedness) to total indebtedness of not less than 1.5 to 1; (3) a senior debt coverage ratio of at least 2 to 1; and (4) minimum net worth equal to or greater than $215,000. The Revolving Credit Facility also requires the Company to undertake customary indemnification obligations with respect to ING Capital LLC and other members of the lending group and to reimburse the lenders for expenses associated with entering into the Revolving Credit Facility. The Revolving Credit Facility also has customary provisions regarding events of default, including events of default for nonpayment, change in control transactions at both the Company and MC Advisors, failure to comply with financial and negative covenants, and failure to maintain the Company’s relationship with MC Advisors. If the Company incurs an event of default under the Revolving Credit Facility and fails to remedy such default under any applicable grace period, if any, then the entire Revolving Credit Facility could become immediately due and payable, which would materially and adversely affect the Company’s liquidity, financial condition, results of operations and cash flows.

The Revolving Credit Facility also imposes certain conditions that may limit the amount of the Company’s distributions to stockholders. Distributions payable in the Company’s common stock under the DRIP are not limited by the Revolving Credit Facility. Distributions in cash or property other than common stock are generally limited to 115% of the amount of distributions required to maintain the Company’s status as a RIC.

The Revolving Credit Facility is guaranteed by certain subsidiary guarantors (primarily the Taxable Subsidiaries). Proceeds of the Revolving Credit Facility may be used for general corporate purposes, including, without limitation, making distributions, contributions and investments and such other uses as permitted under the Revolving Credit Agreement.

The period during which the Company may borrow under the Revolving Credit Facility expires on October 20, 2027, and the Revolving Credit Facility will mature and all amounts outstanding thereunder must be repaid by October 20, 2028. The Revolving Credit Facility is secured by a perfected first-priority interest in substantially all of the portfolio investments held by the Company and the subsidiary guarantors, subject to certain exceptions.

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2028 Notes: On November 15, 2023, the Company entered into a Note Purchase Agreement (the “Note Purchase Agreement”) governing the issuance of $100,000 in aggregate principal amount of series A unsecured notes (the “Series A Notes”), due November 15, 2028, with a fixed interest rate of 9.42% per year and $100,000 in aggregate principal amount of series B unsecured notes (the “Series B Notes”), due December 13, 2028, with a fixed interest rate of 9.42% per year (collectively, the “2028 Notes”), to institutional accredited investors (as defined in Regulation D under the Securities Act of 1933, as amended (the “Securities Act”) in a private placement. The 2028 Notes are guaranteed by various subsidiaries of the Company.

Interest on the 2028 Notes is due semiannually on May 15 and November 15 each year, beginning on May 15, 2024. The 2028 Notes may be redeemed in whole or in part at any time or from time to time at the Company’s option at par plus accrued interest to the prepayment date and, if applicable, a make-whole premium. In addition, the Company is obligated to offer to prepay the 2028 Notes at par plus accrued and unpaid interest up to, but excluding, the date of prepayment, if certain change in control events occur. The 2028 Notes are general unsecured obligations of the Company that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by the Company. As of both March 31, 2024 and December 31, 2023, the Company had $100,000 in aggregate principal amount of Series A Notes outstanding and $100,000 in aggregate principal amount of Series B Notes outstanding.

The Note Purchase Agreement contains customary terms and conditions for senior unsecured notes issued in a private placement, including, without limitation, affirmative and negative covenants such as information reporting, maintenance of the Company’s regulation as a business development company within the meaning of the Investment Company Act of 1940, as amended, and as a regulated investment company under the Code, a minimum net worth of $660,865 and a minimum asset coverage ratio of 1.50 to 1.00.

In addition, in the event that a Below Investment Grade Event (as defined in the Note Purchase Agreement) occurs, the 2028 Notes will bear interest at a fixed rate per annum which is 1.00% above the stated rate of the 2028 Notes from the date of the occurrence of the Below Investment Grade Event to and until the date on which the Below Investment Grade Event is no longer continuing. In the event that a Secured Debt Ratio Event (as defined in the Note Purchase Agreement) occurs, the 2028 Notes will bear interest at a fixed rate per annum which is 1.50% above the stated rate of the 2028 Notes from the date of the occurrence of the Secured Debt Ratio Event to and until the date on which the Below Investment Grade Event is no longer continuing. In the event that both a Below Investment Grade Event and a Secured Debt Ratio Event have occurred and are continuing, the 2028 Notes will bear interest at a fixed rate per annum which is 2.00% above the stated rate of the 2028 Notes from the date of the occurrence of the later to occur of the Below Investment Grade Event and the Secured Debt Ratio Event to and until the date on which one of such events is no longer continuing.

The Note Purchase Agreement also contains customary events of default with customary cure and notice periods, including, without limitation, nonpayment, incorrect representation in any material respect, breach of covenant, certain cross-defaults or cross-acceleration under other indebtedness of the Company, certain judgments and orders and certain events of bankruptcy.

The 2028 Notes were offered in reliance on Section 4(a)(2) of the Securities Act. The 2028 Notes have not and will not be registered under the Securities Act or any state securities laws and, unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act, as applicable.

SPV III Credit Facility: On March 28, 2024, the Company entered into a senior secured revolving credit facility (the "SPV III Credit Facility") with Goldman Sachs Bank USA, as administrative agent, through a special purpose wholly-owned subsidiary, SPV III. The SPV III Credit Facility will allow SPV III to borrow an aggregate principal amount of $100,000, and includes an accordion feature which allows the Company, under certain circumstances, to increase the total size of the facility to $250,000 upon request to the administrative agent and with consent of the lenders. As of March 31, 2024, the Company had not yet borrowed under the SPV III Credit Facility and did not hold investments within SPV III.

Borrowings under the SPV III Credit Facility bear interest at Adjusted Term SOFR (subject to a SOFR minimum of 1.00%) plus an applicable margin rate of 2.95% per annum. The SPV III Credit Facility matures on April 5, 2029, unless sooner terminated in accordance with its terms.

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Components of Interest Expense: The components of the Company’s interest and other debt financing expenses and average debt outstanding and average stated interest rate (i.e., the rate in effect plus spread) were as follows:


	Three months ended March 31,
	2024			2023
Interest expense - SPV Credit Facility	$	5,073		$	5,798
Interest expense - Term Loan	2,342			2,340
Interest expense - 2022 ABS	3,221			3,221
Interest expense - 2023 ABS	4,293			—
Interest expense - 2028 Notes	4,710			—
Interest expense - Revolving Credit Facility	5,582			—
Amortization of deferred financing costs	1,999			730
Total interest and other debt financing expenses	$	27,220		$	12,089
Average debt outstanding	$	1,313,104		$	750,495
Average stated interest rate	7.7		%	6.1		%

Note 8. Derivative Instruments

The Company enters into foreign currency forward contracts from time to time to help mitigate the impact that an adverse change in foreign exchange rates would have on future principal and interest cash flows from the Company’s investments denominated in foreign currencies. As of March 31, 2024 and December 31, 2023, the counterparty to these foreign currency forward contracts was Bannockburn Global Forex, LLC. Net unrealized gain or loss on foreign currency forward contracts are included in net change in unrealized gain (loss) on foreign currency forward contracts and net realized gain or loss on forward currency forward contracts are included in net realized gain (loss) on foreign currency forward contracts on the accompanying consolidated statements of operations.

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Certain information related to the Company’s foreign currency forward contracts is presented below as of March 31, 2024 and December 31, 2023.


	As of March 31, 2024
Description	Notional Amount to be Sold		Settlement Date	Gross Amount of Unrealized Gain		Gross Amount of Unrealized Loss		Balance Sheet location of Net Amounts
Foreign currency forward contract	CAD	424	4/3/2024	$	—	$	—	Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	143	4/17/2024	—		(2)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	108	5/17/2024	—		(1)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	118	6/19/2024	—		(2)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	417	7/3/2024	—		—		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	131	7/17/2024	—		(2)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	111	8/19/2024	—		(2)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	114	9/18/2024	—		(2)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	423	10/2/2024	—		—		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	134	10/17/2024	—		(2)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	110	11/19/2024	—		(2)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	110	12/18/2024	—		(1)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	409	1/2/2025	—		—		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	133	1/17/2025	—		(2)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	115	2/20/2025	—		(2)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	91	3/19/2025	—		(1)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	14,653	4/2/2025	—		(11)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	128	4/17/2025	—		(2)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	101	5/19/2025	—		(1)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	107	6/18/2025	—		(1)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	128	7/17/2025	—		(2)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	103	8/19/2025	—		(1)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	103	9/17/2025	—		(1)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	130	10/17/2025	—		(2)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	109	11/19/2025	—		(1)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	12,243	12/18/2025	—		(168)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	635	4/17/2024	6		—		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	609	5/16/2024	5		—		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	506	6/19/2024	2		—		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	111	6/20/2024	3		—		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	579	7/16/2024	4		—		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	594	8/16/2024	4		—		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	592	9/17/2024	3		—		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	572	10/17/2024	3		—		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	590	11/18/2024	2		—		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	570	12/17/2024	2		—		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	568	1/17/2025	1		—		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	560	2/18/2025	1		—		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	506	3/18/2025	—		—		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	560	4/16/2025	—		—		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	542	5/16/2025	—		(1)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	560	6/18/2025	—		(1)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	557	7/16/2025	9		—		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	559	8/18/2025	9		—		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	557	9/16/2025	8		—		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	539	10/17/2025	8		—		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	557	11/18/2025	8		—		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	539	12/16/2025	7		—		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	556	1/20/2026	7		—		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	554	2/17/2026	6		—		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	500	3/17/2026	5		—		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	47,858	4/20/2026	—		(624)		Unrealized loss on foreign currency forward contracts
				$	103	$	(837)

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	As of December 31, 2023
Description	Notional Amount to be Sold		Settlement Date	Gross Amount of Unrealized Gain		Gross Amount of Unrealized Loss		Balance Sheet location of Net Amounts
Foreign currency forward contract	CAD	429	1/4/2024	$	—	$	(7)	Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	143	1/17/2024	—		(4)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	112	2/19/2024	—		(3)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	105	3/19/2024	—		(3)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	424	4/3/2024	—		(7)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	143	4/17/2024	—		(4)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	108	5/17/2024	—		(3)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	118	6/19/2024	—		(4)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	417	7/3/2024	—		(7)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	131	7/17/2024	—		(4)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	111	8/19/2024	—		(3)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	114	9/18/2024	—		(3)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	423	10/2/2024	—		(7)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	134	10/17/2024	—		(4)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	110	11/19/2024	—		(3)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	110	12/18/2024	—		(3)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	409	1/2/2025	—		(7)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	133	1/17/2025	—		(4)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	115	2/20/2025	—		(3)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	91	3/19/2025	—		(3)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	14,653	4/2/2025	—		(254)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	128	4/17/2025	—		(4)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	101	5/19/2025	—		(3)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	107	6/18/2025	—		(3)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	128	7/17/2025	—		(4)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	103	8/19/2025	—		(3)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	103	9/17/2025	—		(3)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	130	10/17/2025	—		(4)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	109	11/19/2025	—		(3)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	CAD	12,243	12/18/2025	—		(371)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	555	1/17/2024	—		(12)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	648	2/16/2024	—		(12)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	599	3/18/2024	—		(12)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	635	4/17/2024	—		(13)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	609	5/16/2024	—		(13)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	506	6/19/2024	—		(12)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	111	6/20/2024	—		(1)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	579	7/16/2024	—		(13)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	594	8/16/2024	—		(14)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	592	9/17/2024	—		(14)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	572	10/17/2024	—		(14)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	590	11/18/2024	—		(15)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	570	12/17/2024	—		(15)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	568	1/17/2025	—		(16)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	560	2/18/2025	—		(16)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	506	3/18/2025	—		(15)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	560	4/16/2025	—		(16)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	542	5/16/2025	—		(16)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	560	6/18/2025	—		(17)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	557	7/16/2025	—		(7)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	559	8/18/2025	—		(7)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	557	9/16/2025	—		(8)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	539	10/17/2025	—		(8)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	557	11/18/2025	—		(9)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	539	12/16/2025	—		(9)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	460	1/19/2026	—		(8)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	96	1/20/2026	—		(2)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	554	2/17/2026	—		(10)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	500	3/17/2026	—		(9)		Unrealized loss on foreign currency forward contracts
Foreign currency forward contract	AUD	47,858	4/16/2026	—		(2,016)		Unrealized loss on foreign currency forward contracts
				$	—	$	(3,087)

For the three months ended March 31, 2024 and 2023, the Company recognized net change in unrealized gain (loss) on foreign currency forward contracts of $2,353 and $113, respectively. For the three months ended March 31, 2024 and 2023, the Company recognized net realized gain (loss) on foreign currency forward contracts of $2 and $33, respectively.

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Note 9. Distributions

The Company’s distributions to common stockholders are recorded on the applicable record date. The following table summarizes the distributions declared during the three months ended March 31, 2024 and 2023:


Date Declared	Record Date	Payment Date (1)	Dividend Type	Amount Per Share		Distribution Declared
Three months ended March 31, 2024:
January 4, 2024	January 16, 2024	March 29, 2024	Regular	$	0.09	$	11,451
January 4, 2024	February 15, 2024	March 29, 2024	Regular	0.09		11,451
January 4, 2024	March 14, 2024	March 29, 2024	Regular	0.09		11,451








Total distributions declared				$	0.27	$	34,353

Three months ended March 31, 2023:
January 13, 2023	January 17, 2023	March 31, 2023	Regular	$	0.09	$	6,217
January 13, 2023	February 15, 2023	March 31, 2023	Regular	0.08		6,208
January 13, 2023	March 15, 2023	March 31, 2023	Regular	0.08		6,208






Total distributions declared				$	0.25	$	18,633

_________________________________________

(1)The portion of the Company’s distribution that is to be reinvested pursuant to the DRIP is issued to the Company’s stockholders on the payment date.

The following tables summarize the Company’s distributions reinvested during the three months ended March 31, 2024 and 2023, respectively:


Payment Date	NAV Per Share		DRIP Shares Issued	DRIP Shares Value
Three months ended March 31, 2024:
March 29, 2024	$	10.24	1,406,628	$	14,404


Total proceeds			1,406,628	$	14,404


Payment Date	NAV Per Share		DRIP Shares Issued	DRIP Shares Value
Three months ended March 31, 2023:
March 31, 2023	$	10.13	664,510	$	6,731


Total proceeds			664,510	$	6,731

Note 10. Stock Issuances and Share Repurchase Program

Stock Issuances

As of March 31, 2024, the total number of shares of all classes of capital stock that the Company has the authority to issue was 300,000,000 shares of common stock, par value $0.001 per share.

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The following tables summarize the issuance of shares during the three months ended March 31, 2024 and 2023:


Date	Price Per Share		Shares Issued	Proceeds
Three months ended March 31, 2024:
March 15, 2024	$	10.24	25,864,010	$	264,847


Total			25,864,010	$	264,847


Date	Price Per Share		Shares Issued	Proceeds
Three months ended March 31, 2023:
March 16, 2023	$	10.13	9,474,500	$	95,977


Total			9,474,500	$	95,977

During the three months ended March 31, 2024 and 2023, the Company also issued 1,406,628 and 664,510 shares, with an aggregate value of $14,404 and $6,731, respectively, under the DRIP as disclosed in Note 9.

Share Repurchase Program

During 2022, the Company commenced a quarterly share repurchase program in which the Company intends to repurchase, in each quarter, up to 5% of the shares of common stock outstanding as of the close of the previous calendar quarter (the “Share Repurchase Program”), subject to the discretion of the Board. Any such repurchases are subject to approval by the Board, in its discretion, and the availability of cash to fund such repurchases. The Board may amend, suspend or terminate the share repurchase program if it deems such action to be in the Company’s best interest and the best interest of the Company’s stockholders. As a result, share repurchases may not be available each quarter. The Company intends to conduct such repurchase offers in accordance with the requirements of Rule 13e-4 under the Securities Exchange Act of 1934 and the 1940 Act and subject to compliance with applicable covenants and restrictions under the Company’s financing arrangements. All shares repurchased by the Company pursuant to the terms of each tender offer will be redeemed and thereafter will be authorized and unissued shares.

The following tables summarize the total shares repurchased that were validly tendered under the Share Repurchase Program and not withdrawn during the three months ended March 31, 2024 and 2023:


Date	Price Per Share		Shares Repurchased	Total Cost
Three months ended March 31, 2024:
March 28, 2024	$	10.24	1,996,254	$	20,442


Total			1,996,254	$	20,442


Date	Price Per Share		Shares Repurchased	Total Cost
Three months ended March 31, 2023:
March 30, 2023	$	10.13	906,750	$	9,185


Total			906,750	$	9,185

Note 11. Commitments and Contingencies

Commitments: As of March 31, 2024 and December 31, 2023, the Company had $397,186 and $358,797, respectively, in outstanding commitments to fund investments under undrawn revolvers, delayed draw commitments and subscription agreements. Management believes that the Company’s available cash balances and/or ability to draw on existing credit facilities or raise additional leverage facilities provide sufficient funds to cover its unfunded commitments as of March 31, 2024.

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Indemnification: In the normal course of business, the Company enters into contracts and agreements that contain a variety of representations and warranties that provide general indemnification. The Company’s maximum exposure under these agreements is unknown, as these involve future claims that may be made against the Company but that have not occurred. The Company expects the risk of any future obligations under these indemnification provisions to be remote.

Concentration of credit and counterparty risk: Credit risk arises primarily from the potential inability of counterparties to perform in accordance with the terms of the contract. In the event that the counterparties do not fulfill their obligations, the Company may be exposed to risk. The risk of default depends on the creditworthiness of the counterparties or issuers of the instruments. It is the Company’s policy to review, as necessary, the credit standing of each counterparty.

Market risk: The Company’s investments and borrowings are subject to market risk. Market risk is the potential for changes in the value due to market changes. Market risk is directly impacted by the volatility and liquidity in the markets in which the investments and borrowings are traded.

Legal proceedings: In the normal course of business, the Company may be subject to legal and regulatory proceedings that are generally incidental to its ongoing operations. While there can be no assurance of the ultimate disposition of any such proceedings, the Company is not currently aware of any such proceedings or disposition that would have a material adverse effect on the Company’s consolidated financial statements.

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Note 12. Financial Highlights

The following is a schedule of financial highlights for the three months ended March 31, 2024 and 2023:


	March 31, 2024			March 31, 2023
Per share data:
Net asset value at beginning of period	$	10.24		$	10.13
Net investment income (1)	0.29			0.31
Net gain (loss) (1)	0.08			0.07
Net increase (decrease) in net assets resulting from operations (1)	0.37			0.38
Stockholder distributions declared (2)	(0.27)			(0.25)
Other (3)	—			(0.01)
Net asset value at end of period	$	10.34		$	10.25
Total return based on average net asset value (4)	3.43		%	3.60		%
Ratio/Supplemental data:
Net assets at end of period	$	1,576,430		$	858,859
Shares outstanding at end of period	152,507,156			83,765,462
Portfolio turnover (5)	3.38		%	2.31		%
Ratio of total investment income to average net assets (6)	23.46		%	23.05		%
Ratio of expenses to average net assets (6) (7)	11.17		%	9.73		%
Ratio of net investment income (loss) to average net assets (6)	12.29		%	13.31		%

_________________________________________

(1)The per share data was derived by using the weighted average shares outstanding during the periods presented.

(2)The per share data for distributions reflects the actual amount of distributions declared during the period. Management monitors available taxable earnings, including net investment income and realized capital gains, to determine if a tax return of capital may occur for the year. To the extent the Company’s taxable earnings fall below the total amount of the Company’s distributions for that fiscal year, a portion of those distributions may be deemed a tax return of capital to the Company’s stockholders. The tax character of distributions will be determined at the end of the fiscal year. However, if the character of such distributions were determined as of March 31, 2024 and 2023, none of the distributions would have been characterized as a tax return of capital to the Company’s stockholders; this tax return of capital may differ from the return of capital calculated with reference to net investment income for financial reporting purposes.

(3)Includes the impact of different share amounts used in calculating per share data as a result of calculating certain per share data based on weighted average shares outstanding during the period and certain per share data based on shares outstanding as of a period end or transaction date.

(4)Total return based on average net asset value is calculated by dividing the net increase (decrease) in net assets resulting from operations by the average net asset value. Return calculations are not annualized.

(5)Ratio is not annualized.

(6)Ratios are annualized. To the extent incentive fees are included within the ratio, they are not annualized.

(7)The following is a supplemental ratio for the three months ended March 31, 2024 and 2023.

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Note 13. Subsequent Events

The Company has evaluated subsequent events through May 10, 2024, the date on which the consolidated financial statements were issued.

Distributions: On April 5, 2024, the Board declared the following regular distributions:

Record Date

Payment Date

Amount Per Share

April 15, 2024

June 28, 2024

0.09

May 15, 2024

June 28, 2024

0.09

June 17, 2024

June 28, 2024

0.09

Total regular dividends declared

0.27

Additionally, on April 5, 2024, the Board also declared a supplemental dividend of $0.02 per share, to stockholders of record as of the close of business on April 15, 2024, payable on June 28, 2024.

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Except as otherwise specified, references to “we,” “us” and “our” refer to Monroe Capital Income Plus Corporation and its consolidated subsidiaries; MC Advisors refers to Monroe Capital BDC Advisors, LLC, our investment adviser and a Delaware limited liability company; MC Management refers to Monroe Capital Management Advisors, LLC, our administrator and a Delaware limited liability company; and Monroe Capital refers to Monroe Capital LLC, a Delaware limited liability company, and its subsidiaries and affiliates. The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our consolidated financial statements and related notes appearing in our annual report on Form 10-K (the “Annual Report”) for the year ended December 31, 2023, filed with the U.S. Securities and Exchange Commission (“SEC”) on March 12, 2024. The information contained in this section should also be read in conjunction with our unaudited consolidated financial statements and related notes and other financial information appearing elsewhere in this quarterly report on Form 10-Q (the “Quarterly Report”).

FORWARD-LOOKING STATEMENTS

This Quarterly Report, including Management’s Discussion and Analysis of Financial Condition and Results of Operations, contains statements that constitute forward-looking statements, which relate to future events or our future performance or future financial condition. These forward-looking statements are not historical facts, but rather are based on current expectations, estimates and projections about our company, our industry, our beliefs and our assumptions. The forward-looking statements contained in this Quarterly Report involve risks and uncertainties, including statements as to:

•our future operating results;

•our business prospects and the prospects of our portfolio companies;

•the dependence of our future success on the general economy and its impact on the industries in which we invest;

•the impact of the ongoing military conflict in the Middle East and Europe and general uncertainty surrounding the financial and political stability of the United States, the United Kingdom, the European Union and China;

•the impact of a protracted decline in the liquidity of credit markets on our business;

•the impact of increased competition;

•the impact of higher interest rates and inflation rates and the risk of recession on our business prospects and the prospects of our portfolio companies;

•our contractual arrangements and relationships with third parties;

•the valuation of our investments in portfolio companies, particularly those having no liquid trading market;

•actual and potential conflicts of interest with MC Advisors, MC Management and other affiliates of Monroe Capital;

•the ability of our portfolio companies to achieve their objectives;

•the use of borrowed money to finance a portion of our investments;

•the adequacy of our financing sources and working capital;

•the timing of cash flows, if any, from the operations of our portfolio companies;

•the ability of MC Advisors to locate suitable investments for us and to monitor and administer our investments;

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•the ability of MC Advisors or its affiliates to attract and retain highly talented professionals;

•our ability to qualify and maintain our qualification as a regulated investment company and as a business development company; and

•the impact of future legislation and regulation on our business and our portfolio companies.

We use words such as “anticipates,” “believes,” “expects,” “intends,” “seeks,” “plans,” “estimates,” “targets” and similar expressions to identify forward-looking statements. The forward-looking statements contained in this Quarterly Report involve risks and uncertainties. Our actual results could differ materially from those implied or expressed in the forward-looking statements for any reason, including the factors set forth in “Part I-Item 1A. Risk Factors” in our Annual Report and “Part II-Item 1A. Risk Factors” in this Quarterly Report.

Although we believe that the assumptions on which these forward-looking statements are based are reasonable, any of those assumptions could prove to be inaccurate, and as a result, the forward-looking statements based on those assumptions also could be inaccurate. Important assumptions include our ability to originate new loans and investments, certain margins and levels of profitability and the availability of additional capital. In light of these and other uncertainties, the inclusion of a projection or forward-looking statements in this Quarterly Report should not be regarded as a representation by us that our plans and objectives will be achieved.

We have based the forward-looking statements included in this Quarterly Report on information available to us on the date of this Quarterly Report, and we assume no obligation to update any such forward-looking statements. Although we undertake no obligation to revise or update any forward-looking statements in this Quarterly Report, whether as a result of new information, future events or otherwise, you are advised to consult any additional disclosures that we may make directly to you or through reports that we may file in the future with the Securities and Exchange Commission (the "SEC"), including Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.

Overview

Monroe Capital Income Plus Corporation is an externally managed, closed-end, non-diversified management investment company that has elected to be regulated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”). In addition, for U.S. federal income tax purposes we have elected to be treated as a regulated investment company (“RIC”) under subchapter M of the U.S. Internal Revenue Code of 1986, as amended (the “Code”). We currently qualify and intend to continue to qualify annually to be treated as a RIC for U.S. federal income tax purposes.

As an emerging growth company, we intend to take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act of 1933, as amended (the “Securities Act”) for complying with new or revised accounting standards.

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We are a specialty finance company that is focused on providing financing solutions primarily to lower middle-market companies in the United States and Canada. We seek to provide investors with attractive risk-adjusted returns and downside protection associated with investing in asset based and secured corporate private credit opportunities in a manner that is decoupled from public markets’ volatility. We seek to provide attractive risk-adjusted returns and downside protection by investing primarily in secured private credit transactions and assets, targeting investments that have significant downside protection through a focus on asset coverage. We expect to invest primarily in: (i) senior secured and junior secured and unsecured loans, notes, bonds, preferred equity (including preferred partnership equity), convertible debt and other securities; (ii) unitranche secured loans (a combination of senior secured and junior secured debt in the same facility in which we syndicate a “first out” portion of the loan to an investor and retain a “last out” portion of the loan) and securities; (iii) asset-based loans and securities; (iv) small business loans and leases; (v) structured debt and structured equity; (vi) syndicated loans; (vii) securitized debt and subordinated notes of collateralized loan obligations facilities, asset-backed securities and other securitized products and warehouse loan facilities; (viii) opportunities to acquire illiquid investments from other third-party funds as a result of liquidity constraints resulting from investor redemptions and market dislocations; and (ix) capital investments in the secondary markets. As of March 31, 2024, our portfolio included approximately 86.5% senior secured loans, 6.2% unitranche secured loans, 3.6% junior secured loans and 3.7% equity securities, compared to December 31, 2023, when our portfolio included approximately 85.9% senior secured loans, 7.3% unitranche secured loans, 3.5% junior secured loans and 3.3% equity securities. We expect that the companies in which we invest may be leveraged, often as a result of leveraged buyouts or other recapitalization transactions, and, in certain cases, will not be rated by national ratings agencies. If such companies were rated, we believe that they would typically receive a rating below investment grade (between BB and CCC under the Standard & Poor’s system) from the national rating agencies.

We use Monroe Capital’s extensive leveraged finance origination infrastructure and broad expertise in sourcing loans to invest in senior secured, unitranche secured and junior secured debt of middle-market companies. Our investment size will vary proportionately with the size of our capital base. We believe that our focus on lending to lower middle-market companies offers several advantages as compared to lending to larger companies, including more attractive economics, lower leverage, more comprehensive and restrictive covenants, more expansive events of default, relatively small debt facilities that provide us with enhanced influence over our borrowers, direct access to borrower management and improved information flow.

Stock Issuances and Share Repurchase Program

Stock Issuances: We are conducting our second best efforts, continuous private offering of our common stock to “accredited investors” in reliance on an exemption from the registration requirements of the Securities Act (the “Second Private Offering”). At each closing an investor purchases shares of our common stock pursuant to a subscription agreement entered into with us. At each closing, investors are required to fund their full subscription to purchase shares of our common stock.

The following table summarizes the issuance of shares of our common stock pursuant to the Second Private Offering during the three months ended March 31, 2024 and 2023 (in thousands except shares and per share data):


Date	Price Per Share		Shares Issued	Proceeds
Three months ended March 31, 2024:
March 15, 2024	$	10.24	25,864,010	$	264,847


Total			25,864,010	$	264,847


Date	Price Per Share		Shares Issued	Proceeds
Three months ended March 31, 2023:
March 16, 2023	$	10.13	9,474,500	$	95,977


Total			9,474,500	$	95,977

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Share Repurchase Program: During 2022, we commenced a quarterly share repurchase program in which we intend to repurchase, in each quarter, up to 5% of the shares of common stock outstanding as of the close of the previous calendar quarter (the “Share Repurchase Program”), subject to the discretion of our Board and the availability of cash to fund such repurchases. Our Board may amend, suspend or terminate the share repurchase program if it deems such action to be in our best interest and the best interest of our stockholders.

The following tables summarize the total shares repurchased that were validly tendered under the Share Repurchase Program and not withdrawn during the three months ended March 31, 2024 and 2023 (in thousands except shares and per share data):


Date	Price Per Share		Shares Repurchased	Total Cost
Three months ended March 31, 2024:
March 28, 2024	$	10.24	1,996,254	$	20,442


Total			1,996,254	$	20,442


Date	Price Per Share		Shares Repurchased	Total Cost
Three months ended March 31, 2023:
March 30, 2023	$	10.13	906,750	$	9,185


Total			906,750	$	9,185

Investment income

We generate interest income on the debt investments in portfolio company investments that we originate or acquire. Our debt investments, whether in the form of senior secured, unitranche secured or junior secured debt, typically have an initial term of three to seven years and bear interest at a fixed or floating rate. In some instances, we receive payments on our debt investments based on scheduled amortization of the outstanding balances. In addition, we receive repayments of some of our debt investments prior to their scheduled maturity date. In some cases, our investments provide for deferred interest of payment-in-kind (“PIK”) interest. In addition, we may generate revenue in the form of commitment, origination, amendment, structuring or due diligence fees, fees for providing managerial assistance and consulting fees. Loan origination fees, original issue discount and market discount or premium are capitalized, and we accrete or amortize such amounts as interest income. We record prepayment premiums and prepayment gains (losses) on loans as interest income. As the frequency or volume of the repayments that trigger these prepayment premiums and prepayment gains (losses) may fluctuate significantly from period to period, the associated interest income recorded may also fluctuate significantly from period to period. Interest and fee income is recorded on the accrual basis to the extent we expect to collect such amounts. Interest income is accrued based upon the outstanding principal amount and contractual terms of debt and preferred equity investments. Interest is accrued on a daily basis. We record fees on loans based on the determination of whether the fee is considered a yield enhancement or payment for a service. If the fee is considered a yield enhancement associated with a funding of cash on a loan, the fee is generally deferred and recognized into interest income using the effective interest method if captured in the cost basis or using the straight-line method if the loan is unfunded and therefore there is no cost basis. If the fee is not considered a yield enhancement because a service was provided, and the fee is payment for that service, the fee is deemed earned and recognized as fee income in the period the service is completed.

Dividend income on preferred equity securities is recorded as dividend income on an accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected. Dividend income on common equity securities is recorded on the record date for private portfolio companies. Each distribution received from limited liability company (“LLC”) and limited partnership (“LP”) investments is evaluated to determine if the distribution should be recorded as dividend income or a return of capital. Generally, we will not record distributions from equity investments in LLCs and LPs as dividend income unless there are sufficient accumulated tax-basis earnings and profits in the LLC or LP prior to the distribution. Distributions that are classified as a return of capital are recorded as a reduction in the cost basis of the investment. The frequency and volume of the distributions on common equity securities and LLC and LP investments may fluctuate significantly from period to period.

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Expenses

Our primary operating expenses include the payment of base management and incentive fees to MC Advisors under the investment advisory agreement entered into on December 5, 2018 (the “Investment Advisory Agreement”), the payment of fees to MC Management for our allocable portion of overhead and other expenses under the administration agreement entered into on December 5, 2018 (the “Administration Agreement”), and other operating costs. See Note 6 to our consolidated financial statements and “Related Party Transactions” below for additional information on our Investment Advisory Agreement and Administration Agreement. Our expenses also include interest expense on indebtedness. We bear all other out-of-pocket costs and expenses of our operations and transactions.

Net gain (loss)

We recognize realized gains or losses on investments, foreign currency forward contracts and foreign currency and other transactions based on the difference between the net proceeds from the disposition and the cost basis without regard to unrealized gains or losses previously recognized within net realized gain (loss) on the consolidated statements of operations. We record current period changes in fair value of investments, foreign currency forward contracts, foreign currency and other transactions within net change in unrealized gain (loss) on the consolidated statements of operations.

Portfolio and Investment Activity

During the three months ended March 31, 2024, we invested $183.1 million in 15 new portfolio companies, $180.1 million in 68 existing portfolio companies and had $90.4 million in aggregate amount of sales and principal repayments, resulting in net investments of $272.8 million for the period.

During the three months ended March 31, 2023, we invested $49.1 million in seven new portfolio companies, and $51.3 million in 48 existing portfolio companies, and had $34.8 million in aggregate amount of sales and principal repayments, resulting in net investments of $65.6 million for the period.

The following table shows portfolio yield by security type:


	March 31, 2024				December 31, 2023
	Weighted Average Annualized Contractual Coupon Yield (1)		Weighted Average Annualized Effective Yield (2)		Weighted Average Annualized Contractual Coupon Yield (1)		Weighted Average Annualized Effective Yield (2)
Senior secured loans	11.7	%	11.7	%	11.8	%	11.8	%
Unitranche secured loans	13.1		13.4		13.1		13.5
Junior secured loans	11.1		11.1		10.8		10.8
Equity securities	8.4		8.4		8.3		8.3
Total	11.7	%	11.7	%	11.8	%	11.9	%

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(1)The weighted average annualized contractual coupon yield at period end is computed by dividing (a) the interest income on our debt investments and preferred equity investments (with a stated coupon rate) at the period end contractual coupon rate for each investment by (b) the par value of our debt investments and the cost basis of our preferred equity investments.

(2)The weighted average annualized effective yield on portfolio investments at period end is computed by dividing (a) interest income on our debt investments and preferred equity investments (with a stated coupon rate) at the period end effective rate for each investment by (b) the par value of our debt investments and the cost basis of our preferred equity investments. The weighted average annualized effective yield on portfolio investments is a metric on the investment portfolio alone and does not represent a return to stockholders. This metric is not inclusive of our fees and expenses, the impact of leverage on the investment portfolio or sales load that may be paid by stockholders.

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The following table shows the composition of our investment portfolio at fair value and as percentage of our total investments at fair value (in thousands):


	March 31, 2024				December 31, 2023
Fair Value:
Senior secured loans	$	2,432,957	86.5	%	$	2,171,243	85.9	%
Unitranche secured loans	174,337		6.2		184,853		7.3
Junior secured loans	102,443		3.6		87,986		3.5
Equity securities	104,480		3.7		84,085		3.3
Total	$	2,814,217	100.0	%	$	2,528,167	100.0	%

Our portfolio composition at March 31, 2024 remained relatively consistent with our portfolio at December 31, 2023. Our effective yields at March 31, 2024 decreased slightly from December 31, 2023, primarily due to recent market spread compression as new portfolio investments during the three months ended March 31, 2024 were at a slightly lower average spread than the average spread in the existing portfolio.

The following table shows our portfolio composition by industry at fair value and as percentage of our total investments at fair value (in thousands):


	March 31, 2024				December 31, 2023
Fair Value:
Aerospace & Defense	$	17,421	0.6	%	$	23,871	0.9	%
Automotive	67,163		2.4		52,433		2.1
Banking	30,973		1.1		31,338		1.2
Beverage, Food & Tobacco	31,770		1.1		43,420		1.7
Capital Equipment	156,456		5.6		153,448		6.1
Chemicals, Plastics & Rubber	904		—		555		—
Construction & Building	114,351		4.1		99,032		3.9
Consumer Goods: Durable	44,297		1.6		43,879		1.7
Consumer Goods: Non-Durable	60,313		2.1		47,767		1.9
Containers, Packaging & Glass	13,863		0.5		13,978		0.6
Energy: Oil & Gas	19,949		0.7		19,939		0.8
Environmental Industries	52,036		1.8		36,964		1.5
FIRE: Finance	205,530		7.3		188,094		7.4
FIRE: Insurance	32,262		1.1		23,624		0.9
FIRE: Real Estate	88,389		3.1		82,981		3.3
Healthcare & Pharmaceuticals	389,829		13.9		354,470		14.0
High Tech Industries	226,304		8.0		208,931		8.3
Hotels, Gaming & Leisure	120		—		95		—
Media: Advertising, Printing & Publishing	150,798		5.4		148,571		5.9
Media: Broadcasting & Subscription	1,480		0.1		1,663		0.1
Media: Diversified & Production	101,932		3.6		93,116		3.7
Services: Business	497,993		17.7		434,280		17.2
Services: Consumer	181,453		6.5		167,734		6.6
Telecommunications	89,567		3.2		74,679		3.0
Transportation: Cargo	140,194		5.0		107,424		4.2
Utilities: Electric	62,030		2.2		40,039		1.6
Wholesale	36,840		1.3		35,842		1.4
Total	$	2,814,217	100.0	%	$	2,528,167	100.0	%

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Portfolio Asset Quality

MC Advisors’ portfolio management staff closely monitors all credits, with senior portfolio managers covering agented and more complex investments. MC Advisors segregates our capital markets investments by industry. The MC Advisors’ monitoring process and projections developed by Monroe Capital both have daily, weekly, monthly and quarterly components and related reports, each to evaluate performance against historical, budget and underwriting expectations. MC Advisors’ analysts will monitor performance using standard industry software tools to provide consistent disclosure of performance. When necessary, MC Advisors will update our internal risk ratings, borrowing base criteria and covenant compliance reports.

As part of the monitoring process, MC Advisors regularly assesses the risk profile of each of our investments and rates each of them based on an internal proprietary system that uses the categories listed below, which we refer to as MC Advisors’ investment performance risk rating. For any investment rated in Grades 3, 4 or 5, MC Advisors, through its internal Portfolio Management Group (“PMG”), will increase its monitoring intensity and prepare regular updates for the investment committee, summarizing current operating results and material impending events and suggesting recommended actions. The PMG is responsible for oversight and management of any investments rated in Grades 3, 4, or 5. MC Advisors monitors and, when appropriate, changes the investment ratings assigned to each investment in our portfolio. In connection with our valuation process, MC Advisors reviews these investment performance risk ratings on a quarterly basis. The investment performance risk rating system is described as follows:


Investment Performance Risk Rating						Summary Description
Grade 1						Includes investments exhibiting the least amount of risk in our portfolio. The issuer is performing above expectations or the issuer’s operating trends and risk factors are generally positive.

Grade 2						Includes investments exhibiting an acceptable level of risk that is similar to the risk at the time of origination. The issuer is generally performing as expected or the risk factors are neutral to positive.

Grade 3						Includes investments performing below expectations and indicates that the investment’s risk has increased somewhat since origination. The issuer may be out of compliance with debt covenants; however, scheduled loan payments are generally not past due.

Grade 4						Includes an issuer performing materially below expectations and indicates that the issuer’s risk has increased materially since origination. In addition to the issuer being generally out of compliance with debt covenants, scheduled loan payments may be past due (but generally not more than six months past due).

Grade 5						Indicates that the issuer is performing substantially below expectations and the investment risk has substantially increased since origination. Most or all of the debt covenants are out of compliance or payments are substantially delinquent. Investments graded 5 are not anticipated to be repaid in full.

Our investment performance risk ratings do not constitute any rating of investments by a nationally recognized statistical rating organization or reflect or represent any third-party assessment of any of our investments.

In the event of a delinquency or a decision to rate an investment Grade 4 or Grade 5, the PMG, in consultation with the investment committee, will develop an action plan. Such a plan may require a meeting with the borrower’s management or the lender group to discuss reasons for the default and the steps management is undertaking to address the under-performance, as well as amendments and waivers that may be required. In the event of a dramatic deterioration of a credit, MC Advisors and the PMG will form a team or engage outside advisors to analyze, evaluate and take further steps to preserve our value in the credit. In this regard, we would expect to explore all options, including in a private equity sponsored investment, assuming certain responsibilities for the private equity sponsor or a formal sale of the business with oversight of the sale process by us. The PMG and the investment committee have extensive experience in running debt work-out transactions and bankruptcies.

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The following table shows the distribution of our investments on the 1 to 5 investment performance risk rating scale as of March 31, 2024 (in thousands):


Investment Performance Risk Rating	Investments at Fair Value		Percentage of Total Investments
1	$	—	—	%
2	2,629,960		93.4
3	165,942		5.9
4	16,835		0.6
5	1,480		0.1
Total	$	2,814,217	100.0	%

The following table shows the distribution of our investments on the 1 to 5 investment performance risk rating scale as of December 31, 2023 (in thousands):


Investment Performance Risk Rating	Investments at Fair Value		Percentage of Total Investments
1	$	—	—	%
2	2,360,087		93.3
3	158,849		6.3
4	9,231		0.4
5	—		—
Total	$	2,528,167	100.0	%

As of March 31, 2024, there were six borrowers with loans or preferred equity securities on non-accrual status (Arcserve Cayman Opco LP (fka Arcstor Midco, LLC) (“Arcserve”), Avison Young (USA) Inc. (“Avison Young”), Born To Run, LLC, Sound Inpatient Physicians, Inc. (“SIP”), Thrasio, LLC (“Thrasio”), and Vice Acquisition Holdco, LLC), and these investments totaled $15.9 million at fair value, or 0.6% of our total investments at fair value at March 31, 2024. As of December 31, 2023, there were four borrowers with loans or preferred equity securities on non-accrual status (Arcserve, Avison Young, SIP and Thrasio) and these investments totaled $12.4 million at fair value, or 0.5% of our total investments at fair value at December 31, 2023.

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Results of Operations

Operating results were as follows (in thousands):


	Three months ended March 31,
	2024		2023
Total investment income	$	83,984	$	45,852
Total operating expenses	45,149		22,295
Net investment income before income taxes	38,835		23,557
Income taxes, including excise taxes	125		195
Net investment income	38,710		23,362
Net realized gain (loss) on investments	4		944
Net realized gain (loss) on foreign currency forward contracts	2		33
Net realized gain (loss) on foreign currency and other transactions	(18)		(4)
Net realized gain (loss)	(12)		973
Net change in unrealized gain (loss) on investments	7,617		4,606
Net change in unrealized gain (loss) on foreign currency forward contracts	2,353		113
Net unrealized gain (loss) on foreign currency and other transactions	639		(1)
Net change in unrealized gain (loss)	10,609		4,718
Net increase (decrease) in net assets resulting from operations	$	49,307	$	29,053

Investment Income

The composition of our investment income was as follows (in thousands):


	Three months ended March 31,
	2024		2023
Interest income	$	77,074	$	41,457
PIK interest income	2,994		2,112
Dividend income (1)	152		105
Fee income	101		238
Prepayment gain (loss)	1,061		328
Accretion of discounts and amortization of premiums	2,602		1,612
Total investment income	$	83,984	$	45,852

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(1)During the three months ended March 31, 2024 and 2023, dividend income includes PIK dividends of $152 and $93, respectively.

The increase in investment income of $38.1 million during the three months ended March 31, 2024, as compared to the three months ended March 31, 2023, was primarily the result of an increase in interest income due to the growth of our investment portfolio and increases in effective interest rates on the portfolio as a result of higher base interest rates during the current year period.

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Operating Expenses

The composition of our operating expenses was as follows (in thousands):


	Three months ended March 31,
	2024		2023
Interest and other debt financing expenses	$	27,220	$	12,089
Base management fees (1)	8,620		4,847
Incentive fees (2)	7,044		4,151
Professional fees	503		310
Administrative service fees	645		370
General and administrative expenses	1,079		505
Directors’ fees	38		23
Total operating expenses	$	45,149	$	22,295

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(1)Base management fees for the three months ended March 31, 2024 and 2023 were $8,620 and $4,847, respectively.

(2)Incentive fees for the three months ended March 31, 2024 were $7,044, comprised of part one incentive fees of $5,719 and part two capital gains incentive fees of $1,325. Incentive fees for the three months ended March 31, 2023 were $4,151, comprised of part one incentive fees of $3,439 and part two capital gains incentive fees of $712. See Note 6 to our consolidated financial statements and “Capital Gains Incentive Fee” for additional information.

The composition of our interest and other debt financing expenses, average debt outstanding and average stated interest rates (i.e., the rate in effect plus spread) were as follows (in thousands):


	Three months ended March 31,
	2024		2023
Interest expense - SPV Credit Facility	$	5,073	$	5,798
Interest expense - Term Loan	2,342		2,340
Interest expense - 2022 ABS	3,221		3,221
Interest expense - 2023 ABS	4,293		—
Interest expense - 2028 Notes	4,710		—
Interest expense - Revolving Credit Facility	5,582		—
Amortization of deferred financing costs	1,999		730
Total interest and other debt financing expenses	$	27,220	$	12,089
Average debt outstanding	$	1,313,104	$	750,495
Average stated interest rate	7.7%		6.1%

The increase in total operating expenses of $22.9 million during the three months ended March 31, 2024, as compared to the three months ended March 31, 2023, is primarily due to an increase in interest expense, driven by higher average borrowings to support the growth of the portfolio and increases in effective interest rates on debt as a result of the higher base interest rates during the current year period. Additionally, increases in base management, fees driven by higher average invested assets, and incentive fees, resulting from higher net investment income contributed to the increase in operating expenses.

Income Taxes, Including Excise Taxes

We have elected to be treated, currently qualify and intend to continue to qualify annually as a RIC under Subchapter M of the Code and operate in a manner so as to qualify for the U.S. federal income tax treatment available to RICs. To maintain qualification as a RIC, we must, among other things, meet certain source-of-income and asset diversification requirements and distribute to stockholders, for each taxable year, at least 90% of our “investment company taxable income,” which is generally our net ordinary income plus the excess, if any, of realized net short-term capital gains over realized net long-term capital losses.

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Depending on the level of taxable income earned in a tax year, we may choose to carry forward such taxable income in excess of current year dividend distributions from such current year taxable income into the next year and pay U.S. federal income tax at corporate rates and a 4% excise tax on such income, as required. To the extent that we determine that our estimated current year annual taxable income may exceed estimated current year dividend distributions, we accrue excise tax, if any, on estimated excess taxable income as such taxable income is earned. For the three months ended March 31, 2024 and 2023, we recorded a net expense (benefit) on the consolidated statements of operations of $0.1 million and $0.2 million, for U.S. federal excise tax, respectively.

Certain of our consolidated subsidiaries are subject to U.S. federal and state corporate-level income taxes. For both the three months ended March 31, 2024 and 2023, we recorded a net tax expense of zero, on the consolidated statements of operations for these subsidiaries.

Net Realized Gain (Loss)

During the three months ended March 31, 2024 and 2023, we had sales of investments of $3 thousand and $4.5 million, respectively, resulting in $4 thousand and $0.9 million of net realized gain (loss) on investments, respectively.

We have entered and may continue to enter into foreign currency forward contracts to reduce our exposure to foreign currency exchange rate fluctuations. During the three months ended March 31, 2024 and 2023, we had $2 thousand and $33 thousand net realized gain (loss) on foreign currency forward contracts, respectively. During the three months ended March 31, 2024 and 2023, we had ($18) thousand and ($4) thousand of net realized gain (loss) on foreign currency and other transactions, respectively.

Net Change in Unrealized Gain (Loss)

For the three months ended March 31, 2024 and 2023, our investments had $7.6 million and $4.6 million of net change in unrealized gain (loss), respectively. The net change in unrealized gain (loss) includes both unrealized gain on investments in our portfolio with mark-to-market gains during the periods and unrealized loss on investments in our portfolio with mark-to-market losses during the periods.

During the three months ended March 31, 2024, the net change in unrealized gain on investments was primarily attributable to broad market movements and improvements in fundamental performance at our portfolio companies. These increases were partially offset by net unrealized losses attributable to portfolio companies that have underlying credit performance concerns resulting in a risk rating of Grades 3, 4 or 5 on our investment performance risk rating scale that were still held as of March 31, 2024.

We estimate that approximately $7.9 million of the net unrealized gain on investments during the three months ended March 31, 2023 was attributable to broad market movements and improvements in fundamental performance at our portfolio companies. These increases were offset by $3.3 million in net unrealized losses attributable to certain underlying portfolio companies that have underlying credit or fundamental performance concerns resulting in a risk rating of Grade 3, 4 or 5 on our investment performance risk rating scale that were still held as of March 31, 2023.

For the three months ended March 31, 2024 and 2023, our foreign currency forward contracts had $2.4 million and $0.1 million of net change in unrealized gain (loss), respectively. For the three months ended March 31, 2024 and 2023, our foreign currency borrowings had $0.6 million and zero of net change in unrealized gain (loss), respectively.

Net Increase (Decrease) in Net Assets Resulting from Operations

For the three months ended March 31, 2024 and 2023, the net increase (decrease) in net assets resulting from operations was $49.3 million and $29.1 million, respectively. Based on the weighted average shares of common stock outstanding for the three months ended March 31, 2024 and 2023, our per share net increase (decrease) in net assets resulting from operations was $0.37 and $0.38, respectively.

The $20.2 million increase during the three months ended March 31, 2024, is primarily the result of increased net investment income due to the significant portfolio growth and increases in effective interest rates on the portfolio as a result of higher base interest rates during the current year period.

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Liquidity and Capital Resources

We generate cash primarily from (i) the net proceeds of private offerings, (ii) cash flows from our operations, and (iii) borrowings under our existing leverage facilities and any financing arrangements we may enter into in the future. These financings may come in the form of borrowings from banks and issuances of senior securities. Our primary uses of cash are for (i) investments in portfolio companies and other investments to comply with certain portfolio diversification requirements, (ii) the cost of operations (including paying MC Advisors and reimbursements to MC Management), (iii) debt service of any borrowings, (iv) share repurchases under our share repurchase program and (v) cash distributions to our stockholders.

As of March 31, 2024, we had $13.2 million in cash and cash equivalents, $26.6 million in restricted cash and cash equivalents at MC Income Plus Financing SPV LLC (the “SPV”), $3.9 million in restricted cash and cash equivalents at MC Income Plus Financing SPV II LLC (the “SPV II”), $9.7 million in restricted cash and cash equivalents at Monroe Capital Income Plus ABS Funding, LLC (the “2022 Issuer”) and $7.6 million in restricted cash and cash equivalents at Monroe Capital Income Plus ABS Funding II, LLC (the “2023 Issuer”). Additionally, we had $205.6 million debt outstanding on our SPV Credit Facility, $119.5 million on our Term Loan, $306.0 million debt outstanding on our 2022 ABS, $185.9 million debt outstanding on our 2023 ABS, $231.3 million debt outstanding on our Revolving Credit Facility and $200.0 million of our 2028 Notes. We had $244.4 million and $118.7 million available for additional borrowings on our SPV Credit Facility and Revolving Credit Facility, respectively, subject to borrowing base availability, and $100.0 million in availability on our SPV III Credit Facility (as defined below). See “Borrowings” below for additional information.

In accordance with the 1940 Act, we are permitted to borrow amounts such that our asset coverage ratio, as defined in the 1940 Act, is at least 150% after such borrowing. As of March 31, 2024 and December 31, 2023, our asset coverage ratio based on aggregate borrowings outstanding was 226% and 204%, respectively.

Cash Flows

For the three months ended March 31, 2024 and 2023, we experienced a net increase (decrease) in cash and restricted cash and cash equivalents of ($16.7) million and ($15.6) million, respectively. For the three months ended March 31, 2024 and 2023, operating activities used $241.8 million and $38.0 million of cash, respectively, primarily as a result of purchases of portfolio investments, partially offset by principal repayments on and sales of portfolio investments and net investment income. During the three months ended March 31, 2024 and 2023, we generated $225.1 million and $22.4 million, respectively, from financing activities, primarily as a result of net borrowings on our debt facilities and the proceeds from issuances of common stock, partially offset by distributions to stockholders and repurchases of common stock.

Capital Resources

As a BDC, we distribute substantially all of our net income to our stockholders and have an ongoing need to raise additional capital for investment purposes. We intend to generate additional cash primarily from future offerings of securities, including our current Second Private Offering and any subsequent offerings, future borrowings and cash flows from operations, including income earned from investments in our portfolio companies. On both a short-term and long-term basis, our primary use of funds will be to invest in portfolio companies, fund share repurchases under our share repurchase program and make cash distributions to our stockholders. We may also use available funds to repay outstanding borrowings.

As a BDC, we are generally not permitted to issue and sell our common stock at a price below net asset value (“NAV”) per share. We may, however, sell our common stock, or warrants, options or rights to acquire our common stock, at a price below the then-current NAV per share of our common stock if our board of directors (the “Board”), including our independent directors, determines that such sale is in the best interests of us and our stockholders, and if our stockholders have approved such sales. As of March 31, 2024 and December 31, 2023, we had 152,507,156 and 127,232,772 shares outstanding, respectively.

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Distributions

Distributions to common stockholders are recorded on the applicable record date. The amount, if any, to be distributed to common stockholders is determined by our Board at least quarterly and is generally based upon our earnings estimated by management. Net realized capital gains, if any, are generally distributed at least annually.

The determination of the tax attributes for our distributions is made annually, based upon our taxable income for the full year and distributions paid for the full year. Ordinary dividend distributions from a RIC do not qualify for the preferential tax rate on qualified dividend income from domestic corporations and qualified foreign corporations, except to the extent that the RIC received the income in the form of qualifying dividends from domestic corporations and qualified foreign corporations. The tax attributes for distributions will generally include both ordinary income and capital gains, but may also include qualified dividends or return of capital. Distributions to stockholders for the three months ended March 31, 2024 and 2023, totaled $34.4 million ($0.27 per share) and $18.6 million ($0.25 per share), respectively. The tax character of such distributions is determined at the end of the fiscal year. However, if the character of such distributions were determined as of March 31, 2024 and 2023, no portion of these distributions would have been characterized as a return of capital to stockholders.

We have adopted a Dividend Reinvestment Plan (the "DRIP") that provides for the reinvestment of dividends and other distributions on behalf of its stockholders that elect to participate in such plan. As a result, if we declare a dividend or distribution, our stockholders’ cash distributions will only be reinvested in additional shares of our common stock if a stockholder specifically “opts in” to the DRIP at least ten (10) days prior to the record date fixed by our Board. Shares issued under the DRIP will be issued at a price per share equal to the NAV per share as of the last day of our fiscal quarter immediately preceding the date that the distribution was declared. See Note 9 to our consolidated financial statements for additional information on our distributions.

Borrowings

Our outstanding debt as of March 31, 2024 and December 31, 2023 was as follows (in thousands):


	As of March 31, 2024									As of December 31, 2023
	Total Aggregate Principal Amount Committed/ Outstanding (1)			Principal Amount Outstanding		Carrying Value (2)		Unamortized Debt Issuance Costs		Total Aggregate Principal Amount Committed/ Outstanding (1)			Principal Amount Outstanding		Carrying Value (2)		Unamortized Debt Issuance Costs
SPV Credit Facility	$	450,000		$	205,600	$	205,112	$	488	$	450,000		$	179,000	$	178,098	$	902
Term Loan	119,489			119,489		118,570		919		120,288			120,288		119,240		1,048
2022 ABS	306,000		(3)	306,000		301,798		4,202		306,000		(3)	306,000		300,810		5,190
2023 ABS	185,850		(4)	185,850		184,019		1,831		185,850		(4)	185,850		183,840		2,010
Revolving Credit Facility	350,000			231,331		227,974		3,357		325,000			256,808		253,579		3,229
2028 Notes	200,000			200,000		197,881		2,119		200,000			200,000		197,767		2,233
Total	$	1,611,339		$	1,248,270	$	1,235,354	$	12,916	$	1,587,138		$	1,247,946	$	1,233,334	$	14,612

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(1)Represents the total aggregate amount committed or outstanding, as applicable, under such instrument.

(2)Represents the principal amount outstanding, less unamortized debt issuance costs.

(3)As of both March 31, 2024 and December 31, 2023, the 2022 Class C Notes and 2022 Subordinated Notes (as defined below) totaling $36.1 million and $82.9 million, respectively, are excluded from the total aggregate principal amount committed/outstanding amount as these notes are eliminated in consolidation.

(4)As of both March 31, 2024 and December 31, 2023, the 2023 Subordinated Notes (as defined below) totaling $65.3 million are excluded from the total aggregate principal amount committed/outstanding amount as these notes are eliminated in consolidation.

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SPV Credit Facility: We have a $450.0 million senior secured revolving credit facility (the “SPV Credit Facility”) with KeyBank National Association, as agent, through our wholly-owned subsidiary, the SPV. Our ability to borrow under the SPV Credit Facility is subject to certain financial and restrictive covenants as well as availability under the borrowing base, which permits us to borrow up to 72% of the principal balance of our portfolio company investments depending on the type of investment, subject to a maximum advance rate on the portfolio of 67%. Under the terms of the SPV Credit Facility, the SPV is permitted to reinvest available cash and make new borrowings under the SPV Credit Facility through July 16, 2024. The maturity date of the SPV Credit Facility is July 16, 2026. Distributions from the SPV to us are limited by the terms of the SPV Credit Facility, which generally allows for the distribution of net interest income pursuant to a waterfall quarterly during the reinvestment period. As of March 31, 2024 and December 31, 2023, the fair value of our investments that were held in the SPV as collateral for the SPV Credit Facility was $798.9 million and $759.1 million, respectively, and these investments are identified on the accompanying consolidated schedules of investments.

On May 26, 2023, the SPV Credit Facility was amended to, among other things, replace LIBOR with SOFR as the base rate. During the reinvestment period, borrowings under the SPV Credit Facility bear interest at an annual rate of SOFR (one or three month, at the SPV’s option and subject to a SOFR minimum of 0.50%) plus a margin ranging from 2.75% to a maximum of 3.00%, depending on the level of utilization of the facility and the number of obligors of eligible loans pledged as collateral in the SPV. After the reinvestment period, borrowings under the SPV Credit Facility bear interest at an annual rate of SOFR plus 3.25%. In addition to the stated interest rate on borrowings, the SPV is required to pay an unused commitment fee of (i) 0.50% per annum on any unused portion of the SPV Credit Facility when the outstanding borrowings are less than or equal to 60% of the facility amount and (ii) 0.35% per annum on any unused portion of the SPV Credit Facility when the outstanding borrowings are greater than 60% of the facility amount. As of both March 31, 2024 and December 31, 2023, the outstanding borrowings were accruing at a weighted average interest rate of 8.2%.

Term Loan: On December 20, 2022, we entered into a senior term credit facility (the “Term Loan”) with KeyBank National Association, as lead arranger and administrative agent, through a special purpose wholly-owned subsidiary, SPV II as borrower. The Term Loan initially allowed SPV II to borrow an aggregate principal amount of $100.0 million, and includes an accordion feature which allows us, under certain circumstances, to increase the total size of the facility upon request to the administrative agent and with the consent of one or more additional lenders. On February 3, 2023, we increased the facility amount pursuant to the accordion feature of the Term Loan from $100.0 million of aggregate commitments to $155.0 million of aggregate commitments and we borrowed up to the new aggregate commitments under the Term Loan. As of March 31, 2024 and December 31, 2023, the fair value of our investments held in SPV II as collateral for the Term Loan was $215.8 million and $216.1 million , respectively, and these investments are identified on the accompanying consolidated schedules of investments.

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2022 Asset-Backed Securitization: On April 7, 2022, we completed a $425.0 million asset-backed securitization (the “2022 ABS”). The notes offered in the 2022 ABS were issued by the 2022 Issuer, a wholly-owned subsidiary, and are secured by a diversified portfolio of senior secured loans. The transaction was executed through a private placement of $261.4 million of Class A Senior Secured Notes, which bear interest at 4.05% (the “2022 Class A Notes”), $44.6 million of Class B Senior Secured Notes, which bear interest at 5.15% (the “2022 Class B Notes”) and $36.1 million of Class C Senior Secured Notes, which bear interest at 7.75% (the “2022 Class C Notes” and collectively with the 2022 Class A Notes and the 2022 Class B Notes, the “2022 Secured Notes”), and $82.9 million of Subordinated Notes, which do not bear interest (the “2022 Subordinated Notes” and, together with the 2022 Secured Notes, the “2022 Notes”). We retained all of the 2022 Class C Notes and the 2022 Subordinated Notes. The 2022 Class A Notes and the 2022 Class B Notes are included as debt on the accompanying consolidated statements of assets and liabilities. As of both March 31, 2024 and December 31, 2023, the 2022 Class C Notes and the 2022 Subordinated Notes were eliminated in consolidation.

Through April 22, 2024, the 2022 Issuer is permitted to use all principal collections received on the underlying collateral to purchase new collateral under the direction of MC Advisors, in its capacity as collateral manager of the 2022 Issuer, in accordance with our investment strategy and subject to customary conditions set forth in the documents governing the 2022 ABS, allowing us to maintain the initial leverage in the 2022 ABS. The 2022 Notes are due on April 30, 2032.

As of March 31, 2024 and December 31, 2023, the fair value of our investments held in the 2022 Issuer as collateral was $429.8 million and $425.1 million, respectively, and these investments are identified on the accompanying consolidated schedule of investments.

Distributions from the 2022 Issuer to us are limited by the terms of the indenture governing the 2022 ABS, which generally allows for the payment of interest on the 2022 Secured Notes and the distribution of remaining net interest income to the holders of the 2022 Subordinated Notes pursuant to a waterfall quarterly during the reinvestment period.

2023 Asset-Backed Securitization: On September 15, 2023, we completed a $251.2 million asset-backed securitization (the “2023 ABS”). The notes offered in the 2023 ABS were issued by the 2023 Issuer, a wholly-owned subsidiary, and are secured by a diversified portfolio of middle market loans and recurring revenue loans. The transaction was executed through a private placement of $160.8 million of Class A Senior Secured Notes, which bear interest at Term SOFR plus 3.50% (the “2023 Class A Notes”), $25.1 million of Class B Senior Secured Notes, which bear interest at 11.16% (the “2023 Class B Notes” and collectively with the 2023 Class A Notes, the “2023 Secured Notes”), and $65.3 million of Subordinated Notes, which do not bear interest (the “2023 Subordinated Notes” and, together with the 2023 Secured Notes, the “2023 Notes”). We retained all of the 2023 Subordinated Notes. The 2023 Class A Notes and the 2023 Class B Notes are included as debt on the consolidated statements of assets and liabilities. As of both March 31, 2024 and December 31, 2023, the 2023 Subordinated Notes were eliminated in consolidation. As of March 31, 2024 and December 31, 2023, the 2023 Class A Notes were accruing at an interest rate of 8.8% and 8.9%, respectively.

As of March 31, 2024 and December 31, 2023, the fair value of investments of the Company that were held in the 2023 Issuer as collateral was $251.4 million and $248.2 million, respectively, and these investments are identified on the consolidated schedule of investments.

Revolving Credit Facility: On October 20, 2023, we entered into a senior secured revolving credit facility (the “Revolving Credit Facility”) pursuant to a Senior Secured Revolving Credit Agreement (the “Revolving Credit Agreement”), with ING Capital, LLC, as Administrative Agent and Joint Lead Arranger.

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The initial principal amount of the Revolving Credit Facility was $295.0 million, subject to availability under the borrowing base, which was based on our portfolio investments and other outstanding indebtedness, with an accordion provision to permit increases to the total facility amount up to $450.0 million, subject to the satisfaction of certain conditions. On December 22, 2023 and March 18, 2024, we increased the facility amount pursuant to the accordion feature of the Revolving Credit Facility from $295.0 million of aggregate commitments to $325.0 million and $350.0 million, respectively, of aggregate commitments. As of March 31, 2024, we had outstanding U.S. dollar borrowings under the Revolving Credit Facility of $217.0 million and non-U.S. dollar borrowings denominated in Australian dollars of AUD 22.0 million ($14.3 million in U.S. dollars). The borrowings denominated in Australian dollars may be positively or negatively affected by movements in the rate of exchange between the U.S. dollar and Australian dollars. These movements are beyond our control and cannot be predicted. The borrowings denominated in Australian dollars are translated into U.S. dollars based on the spot rate at each balance sheet date. The impact resulting from changes in foreign currency borrowings is included in net change in unrealized gain (loss) on foreign currency and other transactions on our consolidated statements of operations and totaled $0.6 million and zero for the three months ended March 31, 2024 and 2023, respectively.

Advances under the Revolving Credit Facility initially bear interest at a per annum rate equal to, (a) in the case of any U.S. dollar advances, (i) 1.50% per annum (or, at any time the Rating Condition is satisfied, 1.35% per annum) plus an “alternate base rate” (as described in the Revolving Credit Agreement) or (ii) 2.50% per annum (or, at any time the Rating Condition is satisfied, 2.35% per annum) plus Term SOFR, (b) in the case of any foreign currency advances (other than Pounds Sterling), 2.50% per annum (or, at any time the Rating Condition is satisfied, 2.35% per annum) plus the applicable benchmark rate and (c) in the case of any Pounds Sterling advances, 2.50% per annum (or, at any time the Rating Condition is satisfied, 2.35% per annum) plus the Daily Simple Risk Free Rate, in each case, depending on the nature of the advances being requested under the Revolving Credit Facility. The “Rating Condition” shall be satisfied at any time we maintain a public credit rating of at least BBB- from S&P Global Ratings (or equivalent rating from Moody’s Investors Service, Inc. or Fitch, Inc.). As of both March 31, 2024 and December 31, 2023, the outstanding borrowings were accruing at a weighted average interest rate of 7.9%.

Advances under the Revolving Credit Facility are subject to compliance with borrowing base requirements, pursuant to which the amount of funds advanced varies depending upon the types of assets in our portfolio. Assets must meet certain criteria in order to be included in the borrowing base, and the borrowing base is subject to certain portfolio restrictions including investment size, sector concentrations and investment type.

Our ability to borrow under the Revolving Credit Facility is subject to availability under the borrowing base, which permits us to borrow up to 72.5% of the fair market value of its portfolio company investments depending on the type of investment we hold and whether the investment is quoted. Our ability to borrow is also subject to certain concentration limits, and continued compliance with the representations, warranties and covenants given by us under the Revolving Credit Facility. The Revolving Credit Facility contains certain financial covenants, including, but not limited to, our maintenance of: (1) minimum consolidated total net assets of the greater of (a) $500.0 million and (b) an amount equal to the sum of (i) $660.9 million plus (ii) an amount equal to 65% of the difference of (x) the net proceeds to us from sales of our equity securities during each quarter following October 20, 2023 and (y) the amount paid or distributed to purchase or redeem our common stock in connection with a tender offer during such quarter; (2) a ratio of total assets (less total liabilities other than indebtedness) to total indebtedness of not less than 1.5 to 1; (3) a senior debt coverage ratio of at least 2 to 1; and (4) minimum net worth equal to or greater than $215.0 million. The Revolving Credit Facility also requires us to undertake customary indemnification obligations with respect to ING Capital LLC and other members of the lending group and to reimburse the lenders for expenses associated with entering into the Revolving Credit Facility. The Revolving Credit Facility also has customary provisions regarding events of default, including events of default for nonpayment, change in both our and MC Advisors' control transactions, failure to comply with financial and negative covenants, and failure to maintain our relationship with MC Advisors. If we incur an event of default under the Revolving Credit Facility and fail to remedy such default under any applicable grace period, if any, then the entire Revolving Credit Facility could become immediately due and payable, which would materially and adversely affect our liquidity, financial condition, results of operations and cash flows.

The Revolving Credit Facility also imposes certain conditions that may limit the amount of our distributions to stockholders. Distributions payable in our common stock under the DRIP are not limited by the Revolving Credit Facility. Distributions in cash or property other than common stock are generally limited to 115% of the amount of distributions required to maintain our status as a RIC.

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The period during which we may borrow under the Revolving Credit Facility expires on October 20, 2027, and the Revolving Credit Facility will mature and all amounts outstanding thereunder must be repaid by October 20, 2028. The Revolving Credit Facility is secured by a perfected first-priority interest in substantially all of the portfolio investments held by us and the subsidiary guarantors, subject to certain exceptions.

2028 Notes: On November 15, 2023, we entered into a Note Purchase Agreement (the “Note Purchase Agreement”) governing the issuance of $100.0 million in aggregate principal amount of series A unsecured notes (the “Series A Notes”), due November 15, 2028, with a fixed interest rate of 9.42% per year and $100.0 million in aggregate principal amount of series B unsecured notes (the “Series B Notes”), due December 13, 2028, with a fixed interest rate of 9.42% per year (collectively, the “2028 Notes”), to institutional accredited investors (as defined in Regulation D under the Securities Act of 1933, as amended (the “Securities Act”) in a private placement. The 2028 Notes are guaranteed by our subsidiaries.

Interest on the 2028 Notes is due semiannually on May 15 and November 15 each year, beginning on May 15, 2024. The 2028 Notes may be redeemed in whole or in part at any time or from time to time at our option at par plus accrued interest to the prepayment date and, if applicable, a make-whole premium. In addition, we are obligated to offer to prepay the 2028 Notes at par plus accrued and unpaid interest up to, but excluding, the date of prepayment, if certain change in control events occur. The 2028 Notes are our general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by us. As of both March 31, 2024 and December 31, 2023, we had $100.0 million in aggregate principal amount of Series A Notes outstanding and $100.0 million in aggregate principal amount of Series B Notes outstanding.

The Note Purchase Agreement contains customary terms and conditions for senior unsecured notes issued in a private placement, including, without limitation, affirmative and negative covenants such as information reporting, maintenance of our regulation as a business development company within the meaning of the 1940 Act and as a regulated investment company under the Code, as amended, a minimum net worth of $660.9 million and a minimum asset coverage ratio of 1.50 to 1.00.

The Note Purchase Agreement also contains customary events of default with customary cure and notice periods, including, without limitation, nonpayment, incorrect representation in any material respect, breach of covenant, certain cross-defaults or cross-acceleration under our other indebtedness, certain judgments and orders and certain events of bankruptcy.

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SPV III Credit Facility: On March 28, 2024, we entered into a senior secured revolving credit facility (the "SPV III Credit Facility") with Goldman Sachs Bank USA, as administrative agent, through a special purpose wholly-owned subsidiary, SPV III. The SPV III Credit Facility will allow SPV III to borrow an aggregate principal amount of $100.0 million, and includes an accordion feature which allows us, under certain circumstances, to increase the total size of the facility to $250.0 million upon request to the administrative agent and with consent of the lenders. As of March 31, 2024, we had not yet borrowed under the SPV III Credit Facility and did not hold investments within SPV III.

Related Party Transactions

We have a number of business relationships with affiliated or related parties, including the following:

•We have an Investment Advisory Agreement with MC Advisors, an investment advisor registered with the SEC, to manage our investing activities. We pay MC Advisors a fee for its services under the Investment Advisory Agreement consisting of two components — a base management fee and an incentive fee. See Note 6 to our consolidated financial statements and “Significant Accounting Estimates and Critical Accounting Policies – Capital Gains Incentive Fee” for additional information.

•We have an Administration Agreement with MC Management to provide us with the office facilities and administrative services necessary to conduct our day-to-day operations. See Note 6 to our consolidated financial statements for additional information.

•Theodore L. Koenig, our Chief Executive Officer and Chairman of our Board is also a manager of MC Advisors and the Chairman and Chief Executive Officer of MC Management. Lewis W. Solimene, Jr., our Chief Financial Officer and Chief Investment Officer and is also a managing director of MC Management.

•We have a license agreement with Monroe Capital LLC, under which Monroe Capital LLC has agreed to grant us a non-exclusive, royalty-free license to use the name “Monroe Capital” for specified purposes in our business.

In addition, we have adopted a formal code of ethics that governs the conduct of MC Advisors’ officers, directors and employees. Our officers and directors also remain subject to the duties imposed by both the 1940 Act and the Maryland General Corporation Law.

Commitments and Contingencies and Off-Balance Sheet Arrangements

As of March 31, 2024 and December 31, 2023, we had outstanding commitments to fund investments under undrawn revolvers, delayed draw commitments and subscription agreements totaling $397.2 million and $358.8 million, respectively. We believe that our available cash balances and/or ability to draw on existing credit facilities or raise additional leverage facilities provide sufficient funds to cover our unfunded commitments as of March 31, 2024. Additionally, we have entered into certain contracts with other parties that contain a variety of indemnification provisions. Our maximum exposure under these arrangements is unknown. However, as of March 31, 2024, we have not experienced claims or losses pursuant to these contracts and believe the risk of loss related to such indemnification provisions to be remote.

Off-Balance Sheet Arrangements

Other than contractual commitments and other legal contingencies incurred in the normal course of our business, we do not have any off-balance sheet financings or liabilities.

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Market Trends

We have identified the following general trends that may affect our business:

Target Market: We believe that small and middle-market companies in the United States with annual revenues between $10.0 million and $2.5 billion represent a significant growth segment of the U.S. economy and often require substantial capital investments to grow. Middle-market companies have generated a significant number of investment opportunities for investment funds managed or advised by Monroe Capital, and we believe that this market segment will continue to produce significant investment opportunities for us.

Specialized Lending Requirements: We believe that several factors render many U.S. financial institutions ill-suited to lend to U.S. middle-market companies. For example, based on the experience of our management team, lending to U.S. middle-market companies (1) is generally more labor intensive than lending to larger companies due to the smaller size of each investment and the fragmented nature of information for such companies, (2) requires due diligence and underwriting practices consistent with the demands and economic limitations of the middle-market and (3) may also require more extensive ongoing monitoring by the lender.

Demand for Debt Capital: We believe there is a large pool of uninvested private equity capital for middle-market companies. We expect private equity firms will seek to leverage their investments by combining equity capital with senior secured loans and mezzanine debt from other sources, such as us.

Competition from Other Lenders: We believe that many traditional bank lenders, in recent years, de-emphasized their service and product offerings to middle-market businesses in favor of lending to large corporate clients and managing capital market transactions. In addition, many commercial banks face significant balance sheet constraints as they seek to build capital and meet future regulatory capital requirements. These factors may result in opportunities for alternative funding sources to middle-market companies and therefore drive increased new investment opportunities for us. Conversely, there has been a significant amount of capital raised over the past several years dedicated to middle market lending which has increased competitive pressure in the BDC and investment company marketplace for senior and subordinated debt which in turn could result in lower yields and weaker financial covenants for new assets.

Pricing and Deal Structures: We believe that the volatility in global markets over the last several years and current macroeconomic issues including changes in bank regulations for middle-market banks has reduced access to, and availability of, debt capital to middle-market companies, causing a reduction in competition and generally more favorable capital structures and deal terms. Sizable recent capital raises in the private debt marketplace have created significantly increased competition over the last few years, reducing available pricing and creating less favorable capital structures; however, we believe that current market conditions for our target market may continue to create favorable opportunities to invest at attractive risk-adjusted returns.

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Market Environment: We believe middle market investments are attractive in the uncertain market environments such as the current market environment where inflationary pressure and interest rates remain elevated. Directly originated middle market loans have demonstrated the ability to outperform competing markets through varying economic cycles including downturns and prior periods of monetary policy tightening. Through the global financial crisis, the higher interest rate environment in 2005-2006, market bottom in 2008 and the subsequent recovery period, as well as throughout the COVID-19 pandemic, these investments have historically generated considerable yield premium with more favorable capital structures for lenders, resulting in higher returns when compared to the market for U.S. high yield bonds and U.S. traded loans. (1) Middle market direct lending also offers a natural hedge to higher interest rates with floating rate structures that benefit from higher interest rates, while providing broad diversification in an environment where there is a risk of increased default rate activity. We believe that direct lending volumes will continue outpacing syndicated loan transaction volumes due to capital requirements and liquidity constraints faced by banks. Since the fourth quarter of 2022, the middle market saw a consistent trend toward lower leverage and loan-to-value structures coupled with increased spreads. However, as M&A activity began to increase as the year progressed, spreads began to stabilize in certain pockets of the market. (2) That said, we note that a softening macroeconomic environment and elevated interest rates could result in increased default rates. If default rates become more prevalent, we would expect to experience decreased net interest income, lower yields and increased risk of credit loss. However, we believe that Monroe Capital’s scale, product suite, diversification, and strong historical recovery rate track record will continue to allow us to find attractive investment opportunities and navigate this uncertain market environment while generating attractive risk-adjusted returns.

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(1)As of September 30, 2023. Credit Suisse for US Traded Loans represented by the Credit Suisse Leveraged Loan Index. Bloomberg Indices for US Credit. Cliffwater for Direct Lending by the Cliffwater Direct Lending Index (CDLI). ICE, Bank of America for US High Yield represented by the ICE BofA High Yield Index.

(2)Refinitiv LPC’s 4Q23 Sponsored Middle Market Private Deals Analysis – January 2024.

Recent Developments

Distributions: On April 5, 2024, the Board declared the following regular distributions:

Record Date

Payment Date

Amount Per Share

April 15, 2024

June 28, 2024

0.09

May 15, 2024

June 28, 2024

0.09

June 17, 2024

June 28, 2024

0.09

Total regular dividends declared

0.27

Additionally, on April 5, 2024, the Board also declared a supplemental dividend of $0.02 per share, to stockholders of record as of the close of business on April 15, 2024, payable on June 28, 2024.

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Significant Accounting Estimates and Critical Accounting Policies

Revenue Recognition

We record interest and fee income on an accrual basis to the extent that we expect to collect such amounts. For loans and debt securities with contractual PIK interest, we do not accrue PIK interest if the portfolio company valuation indicates that such PIK interest is not collectible. We do not accrue as a receivable interest on loans and debt securities if we have reason to doubt our ability to collect such interest. Loan origination fees, original issue discount and market discount or premium are capitalized, and then we amortize such amounts using the effective interest method as interest income over the life of the investment. Upon the prepayment of a loan or debt security, any unamortized premium or discount or loan origination fees are recorded as interest income. We record prepayment premiums on loans and debt securities as interest income when we receive such amounts. Interest income is accrued based upon the outstanding principal amount and contractual terms of debt and preferred equity investments. Interest is accrued on a daily basis. We record fees on loans based on the determination of whether the fee is considered a yield enhancement or payment for a service. If the fee is considered a yield enhancement associated with a funding of cash on a loan, the fee is generally deferred and recognized into interest income using the effective interest method if captured in the cost basis or using the straight-line method if the loan is unfunded and therefore there is no cost basis. If the fee is not considered a yield enhancement because a service was provided, and the fee is payment for that service, the fee is deemed earned and recognized as fee income in the period the service is completed.

Dividend income on preferred equity securities is recorded as dividend income on an accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected. Dividend income on common equity securities is recorded on the record date for private portfolio companies. Each distribution received from LLC and LP investments is evaluated to determine if the distribution should be recorded as dividend income or a return of capital. Generally, we will not record distributions from equity investments in LLCs and LPs as dividend income unless there are sufficient accumulated tax-basis earnings and profits in the LLC or LP prior to the distribution. Distributions that are classified as a return of capital are recorded as a reduction in the cost basis of the investment.

Valuation of Portfolio Investments

For periods prior to September 30, 2022, the Board determined the fair value of our investments in good faith on a quarterly basis. On September 30, 2022, pursuant to SEC Rule 2a-5 under the 1940 Act, the Board designated MC Advisors as our valuation designee (the “Valuation Designee”). The Board is responsible for oversight of the Valuation Designee. The Valuation Designee has established a valuation committee to determine in good faith the fair value of our investments, based on input of the Valuation Designee’s management and personnel and independent valuation firms which are engaged at the direction of the valuation committee to assist in the valuation of certain portfolio investments lacking a readily available market quotation. The valuation committee determines fair values pursuant to a valuation policy approved by the Board and pursuant to a consistently applied valuation process.

Under the valuation policy, the Valuation Designee values investments for which market quotations are readily available and within a recent date at such market quotations. When doing so, the Valuation Designee determines whether the quote obtained is sufficient in accordance with generally accepted accounting principles in the United States of America (“GAAP”) to determine the fair value of the security. Debt and equity securities that are not publicly traded or whose market prices are not readily available or whose market prices are not regularly updated are valued at fair value as determined in good faith by the Valuation Designee. Because we expect that there will not be a readily available market for many of the investments in our portfolio, we expect to value many of our portfolio investments at fair value as determined in good faith by our Valuation Designee using a documented valuation policy and a consistently applied valuation process. Such determination of fair values may involve subjective judgments and estimates. Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of our investments may differ significantly from the values that would have been used had a readily available market value existed for such investments, and the differences could be material. If we were required to liquidate a portfolio investment in a forced or liquidation sale, we could realize amounts that are different from the amounts presented and such differences could be material.

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With respect to investments for which market quotations are not readily available, the Valuation Designee undertakes a multi-step valuation process each quarter, as described below:

•our Valuation Designee engages an independent valuation firm to conduct independent appraisals of a selection of investments for which market quotations are not readily available. We will consult with an independent valuation firm relative to each portfolio company at least once in every calendar year, but the independent appraisals are generally received quarterly for each investment;

•preliminary valuation conclusions are then documented and discussed with the valuation committee of the Valuation Designee;

•the valuation conclusions are approved by the valuation committee of the Valuation Designee; and

•a report prepared by the Valuation Designee is presented to the Board quarterly to allow the Board to perform its oversight duties of the valuation process and the Valuation Designee.

The Valuation Designee generally uses the income approach to determine fair value for loans where market quotations are not readily available, as long as it is appropriate. If there is deterioration in credit quality or a debt investment is in workout status, the Valuation Designee may consider other factors in determining the fair value, including the value attributable to the debt investment from the enterprise value of the portfolio company or the proceeds that would be received in a liquidation analysis. This liquidation analysis may also include probability weighting of alternative outcomes. The Valuation Designee generally considers our debt to be performing if the borrower is not in default, the borrower is remitting payments in a timely manner, the loan is in covenant compliance and the loan is otherwise not deemed to be impaired. In determining the fair value of the performing debt, the Valuation Designee considers fluctuations in current interest rates, the trends in yields of debt instruments with similar credit ratings, financial condition of the borrower, economic conditions and other relevant factors, both qualitative and quantitative. In the event that a debt instrument is not performing, as defined above, the Valuation Designee will evaluate the value of the collateral utilizing the same framework described above for a performing loan to determine the value of the debt instrument.

Under the income approach, discounted cash flow models are utilized to determine the present value of the future cash flow streams of our debt investments, based on future interest and principal payments as set forth in the associated loan agreements. In determining fair value under the income approach, the Valuation Designee also considers the following factors: applicable market yields and leverage levels, recent transactions, credit quality, prepayment penalties, the nature and realizable value of any collateral, the portfolio company’s ability to make payments, and changes in the interest rate environment and the credit markets that generally may affect the price at which similar investments may be made.

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In addition, for certain debt investments, the Valuation Designee may base its valuation on indicative bid and ask prices provided by an independent third-party pricing service. Bid prices reflect the highest price that we and others may be willing to pay. Ask prices represent the lowest price that we and others may be willing to accept. The Valuation Designee generally use the midpoint of the bid/ask range as our best estimate of fair value of such investment.

As of March 31, 2024, our Valuation Designee determined, in good faith, the fair value of our investment portfolio in accordance with GAAP and our valuation procedures based on the facts and circumstances known by us at that time, or reasonably expected to be known at that time.

Net Realized Gain or Loss and Net Change in Unrealized Gain or Loss

We measure realized gain or loss by the difference between the net proceeds from the sale and the amortized cost basis of the investment, without regard to unrealized gain or loss previously recognized. Net change in unrealized gain or loss reflects the change in portfolio investment values during the reporting period, including any reversal of previously recorded unrealized gain or loss, when gain or loss is realized. Additionally, we do not isolate the change in fair value resulting from foreign currency exchange rate fluctuations from the changes in the fair values of the underlying investment. All fluctuations in fair value are included in net change in unrealized gain (loss) on investments on our consolidated statements of operations. The impact resulting from changes in foreign exchange rates on the Revolving Credit Facility borrowings is included in net change in unrealized gain (loss) on foreign currency and other transactions.

Capital Gains Incentive Fee

Pursuant to the terms of the Investment Advisory Agreement with MC Advisors, the incentive fee on capital gains earned on liquidated investments of our portfolio is determined and payable in arrears as of the end of each calendar year (or upon termination of the Investment Advisory Agreement). This fee equals 12.5% (reduced from 15.0% as a result of MC Advisors April 18, 2022 agreement to permanently waive a portion of the incentive fees starting on January 1, 2022) of our incentive fee capital gains (i.e., our realized capital gains on a cumulative basis from inception, calculated as of the end of the applicable period, net of all realized capital losses and unrealized capital depreciation on a cumulative basis), less the aggregate amount of any previously paid capital gains incentive fees. On a quarterly basis, we accrue for the capital gains incentive fee by calculating such fee as if it were due and payable as of the end of such period.

While the Investment Advisory Agreement with MC Advisors neither includes nor contemplates the inclusion of unrealized gains in the calculation of the capital gains incentive fee, pursuant to an interpretation of an American Institute for Certified Public Accountants Technical Practice Aid for investment companies, we include unrealized gains in the calculation of the capital gains incentive fee expense and related accrued capital gains incentive fee. This accrual reflects the incentive fees that would be payable to MC Advisors if our entire portfolio was liquidated at its fair value as of the balance sheet date even though MC Advisors is not entitled to an incentive fee with respect to unrealized gains unless and until such gains are actually realized.

During the three months ended March 31, 2024, we accrued capital gains incentive fees of $1.3 million based on the performance of our portfolio, $10 thousand of which was payable to MC Advisors as a result of realized gains. The remainder was based on unrealized appreciation, none of which was payable to MC Advisors under the Investment Advisory Agreement. During the three months ended March 31, 2023, we accrued capital gains incentive fees of $0.7 million based on the performance of our portfolio, $0.1 million of which was payable to MC Advisors as a result of realized gains. The remaining $0.6 million was based on unrealized appreciation, none of which was payable to MC Advisors under the Investment Advisory Agreement.

New Accounting Pronouncements

In March 2020, the Financial Accounting Standards Board ("FASB") issued ASU 2020-04, Reference Rate Reform (“ASU 2020-04”). The amendments in ASU 2020-04 provide optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The standard is effective as of March 12, 2020 through December 31, 2024. We did not utilize the optional expedients and exceptions provided by ASU 2020-04 for both the three months ended March 31, 2024 and 2023.

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ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are subject to financial market risks, including valuation risk, interest rate risk, currency risk and inflation and supply chain risk. The prices of securities held by us may decline in response to certain events, including those directly involving the companies we invest in; conditions affecting the general economy; overall market changes; legislative reform; local, regional, national or global political, social or economic instability, including related to the elevated inflation; and interest rate fluctuations.

Valuation Risk

Our investments may not have readily available market quotations (as such term is defined in Rule 2a-5 under the 1940 Act), and those investments which do not have readily available market quotations are valued at fair value as determined in good faith by our Valuation Designee in accordance with our valuation policy. There is no single standard for determining fair value in good faith. As a result, determining fair value requires that judgment be applied to the specific facts and circumstances of each portfolio investment while employing a consistently applied valuation process for the types of investments we make. Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of our investments may fluctuate from period to period. Because of the inherent uncertainty of valuation, these estimated values may differ significantly from the values that would have been used had a ready market for the investments existed, and it is possible that the difference could be material.

In accordance with Rule 2a-5 under the 1940 Act, our Board periodically assesses and manages material risks associated with the determination of the fair value of our investments.

Interest Rate Risk

The majority of the loans in our portfolio have floating interest rates and we expect that our loans in the future may also have floating interest rates. These loans are usually based on a floating SOFR and typically have interest rate re-set provisions that adjust applicable interest rates under such loans to current market rates on a monthly or quarterly basis. The majority of the loans in our current portfolio have interest rate floors that will effectively convert the loans to fixed rate loans in the event interest rates decrease. In addition, our SPV Credit Facility, Term Loan, 2023 Class A Notes, Revolving Credit Facility and SPV III Credit Facility have a floating interest rate provision, whereas our 2022 Secured Notes, 2023 Class B Notes, and 2028 Notes have fixed interest rates until maturity. We expect that other credit facilities into which we may enter in the future may also have floating interest rate provisions.

Assuming that the consolidated statement of assets and liabilities as of March 31, 2024 was to remain constant and that we took no actions to alter our existing interest rate sensitivity, the following table shows the annualized impact of hypothetical base rate changes in interest rates (in thousands):


Change in Interest Rates	Increase (decrease) in interest income		Increase (decrease) in interest expense		Net increase (decrease) in net investment income
Down 25 basis points	$	(6,645)	$	(578)	$	(6,067)
Up 100 basis points	26,801		2,458		24,343
Up 200 basis points	53,380		4,772		48,608
Up 300 basis points	79,960		7,085		72,875

Although we believe that this analysis is indicative of our existing sensitivity to interest rate changes, it does not adjust for changes in the credit market, credit quality, the size and composition of the assets in our portfolio and other business developments, including borrowing under the SPV Credit Facility, Term Loan, 2023 Class A Notes, Revolving Credit Facility or other borrowings that could affect net increase in net assets resulting from operations, or net income. Accordingly, we can offer no assurances that actual results would not differ materially from the analysis above.

We may in the future hedge against interest rate fluctuations by using standard hedging instruments such as futures, options and forward contracts to the extent permitted under the 1940 Act and applicable commodities laws. While hedging activities may insulate us against adverse changes in interest rates, they may also limit our ability to participate in the benefits of lower interest rates with respect to the investments in our portfolio with fixed interest rates or interest rate floors.

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Currency Risk

We may also have exposure to foreign currencies (currently Canadian dollars and Australian dollars) related to certain investments and Australian dollar borrowings through the Revolving Credit Facility. Such investments are translated into U.S. dollars based on the spot rate at each balance sheet date, exposing us to movements in the exchange rate. In order to reduce our exposure to fluctuations in exchange rates, we may borrow in foreign currency under our Revolving Credit Facility to finance such investments or we may enter into foreign currency forward contracts. As of March 31, 2024, we had foreign currency forward contracts in place for CAD 30.9 million and AUD 61.4 million associated with future principal and interest payments on certain investments.

Inflation and Supply Chain Risk

Economic activity has continued to accelerate across sectors and regions. Nevertheless, due to global supply chain issues, geopolitical events, a rise in energy prices and strong consumer demand as economies continue to reopen, inflation is showing signs of acceleration in the U.S. and globally. Inflation is likely to continue in the near to medium-term, particularly in the U.S., with the possibility that monetary policy may tighten in response. Persistent inflationary pressures could affect our portfolio companies’ profit margins.

ITEM 4. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

In accordance with Rules 13a-15(b) and 15d-15(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), we, under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, carried out an evaluation of the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) and Rule 15d-15(e) of the Exchange Act). Based on that evaluation, our management, including the Chief Executive Officer and Chief Financial Officer, concluded that, at the end of the period covered by our Quarterly Report on Form 10-Q, our disclosure controls and procedures were effective and provided reasonable assurance that information required to be disclosed in our periodic SEC filings is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. Notwithstanding the foregoing, a control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that it will detect or uncover failures within the Company to disclose material information otherwise required to be set forth in the Company’s periodic reports.

Changes in Internal Control Over Financial Reporting

No change occurred in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) during the three months ended March 31, 2024 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

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PART II

OTHER INFORMATION

Item 1. Legal Proceedings

We are subject to certain legal proceedings, from time to time, in the ordinary course of business. From time to time, we, our executive officers, directors and our investment adviser may, in the ordinary course of business, be named as defendants in litigation arising from our investments in our portfolio companies and may, as a result, incur significant costs and expenses in connection with such litigation. We and our investment adviser are also subject to extensive regulation, which may result in regulatory proceedings or investigations against us or our investment adviser, respectively. While the outcome of any such future legal or regulatory proceedings cannot be predicted with certainty, neither us nor our investment adviser expect that any such future proceedings will have a material effect upon our financial condition or results of operations.

Item 1A. Risk Factors

You should carefully consider information contained in this quarterly report on Form 10-Q, including our interim consolidated financial statements and the related notes thereto, before making a decision to purchase our securities. There have been no material changes known to us during the quarter ended March 31, 2024 to the risk factors discussed in “Risk Factors” in Part I, Item 1A of our annual report on Form 10-K for the year ended December 31, 2023, filed with the SEC on March 12, 2024. The risks and uncertainties described in our annual report on Form 10-K are not the only ones we may face. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition and/or operating results. If any of the risks listed in our annual report on Form 10-K actually occur, our business, financial condition or results of operations could be materially adversely affected. If that happens, you may lose all or part of your investment.

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

On March 15, 2024, we issued 25,864,010 shares of our common stock, par value $0.01 per share, at a price of $10.24 per share for proceeds of $264.8 million.

The sale of shares of our common stock was made pursuant to subscription agreements entered into by us, on the one hand, and each of our investors, on the other hand. The issuance and sale of the shares of our common stock are exempt from the registration requirements of the Securities Act, pursuant to Section 4(a)(2) thereof and Regulation D or Regulation S thereunder, as applicable.

Except as previously reported by us in this Item 2 or on our current reports on Form 8-K, we did not sell any securities during the period covered by this Form 10-Q that were not registered under the Securities Act.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

Rule 10b5-1 Trading Plans

During the quarter ended March 31, 2024, no director or officer of the Company has entered into any (i) contract, instruction or written plan for the purchase or sale of securities of the registrant intended to satisfy the alternative defense conditions of Rule 10b5-1(c) under the Exchange Act or (ii) any non-Rule 10b5-1 trading arrangement. The Company has adopted insider trading policies and procedures governing the purchase, sale, and disposition of the Company’s securities by officers and directors of the Company that are reasonably designed to promote compliance with insider trading laws, rules and regulations.

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Item 6. Exhibits


Exhibit Number						Description of Document
3.1						Articles of Incorporation (1)

3.2						Articles of Amendment and Restatement (2)

3.3						Articles of Amendment (3)

3.4						Amended and Restated Bylaws (4)

10.1						Credit Agreement, dated as of March 28, 2024, by and among the Company, as collateral manager, MC Income Plus Financing SPV III LLC, as borrower, Goldman Sachs Bank USA, as syndication agent, administrative agent and calculation agent, U.S. Bank Trust Company, National Association, as collateral agent and collateral administrator, and U.S. Bank National Association, as collateral custodian. (5 )

10.2						Purchase and Contribution Agreement, dated as of March 28, 2024, by and among the Company, as seller, and MC Income Plus Financing SPV III LLC, as buyer. (5 )

10.3						Securities Account Control Agreement, dated as of March 28, 2024, by and among MC Income Plus Financing SPV III, LLC, as pledger, U.S. Bank Trust Company, National Association, in its capacity as collateral agent, and U.S. Bank National Association, as securities intermediary. (5 )

31.1						Certification of Chief Executive Officer pursuant to Rule 13a-14 of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith)

31.2						Certification of Chief Financial Officer pursuant to Rule 13a-14 of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith)

32.1						Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (filed herewith)

101.INS						Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
101.SCH						Inline XBRL Taxonomy Extension Schema Document
101.CAL						Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF						Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB						Inline XBRL Taxonomy Extension Labels Linkbase Document
101.PRE						Inline XBRL Taxonomy Extension Presentation Linkbase Document
104						Cover Page Interactive Data File (Embedded within the Inline XBRL document and included in Exhibit)

_________________________________________

(1)Previously filed as an exhibit to amendment no. 1 to the registration Statement on Form 10 (File No. 000-55941) filed with the SEC on July 30, 2018.

(2)Previously filed as an exhibit to the current report on Form 8-K filed with the SEC on December 7, 2018.

(3)Previously filed as an exhibit to the current report on Form 8-K filed with the SEC on June 21, 2023.

(4)Previously filed as an exhibit to the current report on Form 8-K filed with the SEC on April 29, 2022.

(5)Previously filed as an exhibit to the current report on Form 8-K filed with the SEC on March 29, 2024.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


Date: May 10, 2024	By	/s/ Theodore L. Koenig
		Theodore L. Koenig Chairman, Chief Executive Officer and Director (Principal Executive Officer) Monroe Capital Income Plus Corporation

Date: May 10, 2024	By	/s/ Lewis W. Solimene, Jr.
		Lewis W. Solimene, Jr. Chief Financial Officer and Chief Investment Officer (Principal Financial and Accounting Officer) Monroe Capital Income Plus Corporation