v3.25.2
SECURED BORROWINGS
6 Months Ended
Jun. 30, 2025
Debt Disclosure [Abstract]  
SECURED BORROWINGS SECURED BORROWINGS
The Fund and its wholly owned subsidiaries are parties to credit facilities or debt obligations, including term debt securitizations, as described below. The term debt securitization is also known as a collateralized loan obligation and is a form of secured financing incurred by the Fund. In accordance with the 1940 Act, the Fund is only permitted to borrow amounts such that its asset coverage, as defined in the 1940 Act, is maintained at a level of at least 150% after such borrowing. As of June 30, 2025 and December 31, 2024, the Fund’s asset coverage was 221.45% and 190.83%, respectively. The Fund and its wholly owned subsidiaries were in compliance with all covenants and other requirements of their respective agreements.
Bank of America Credit Facility
On April 19, 2022, a wholly owned subsidiary of the Fund entered into a credit agreement with the lenders from time to time parties thereto, Bank of America, N.A., as administrative agent, the Fund, as servicer, U.S. Bank Trust Company, National Association, as collateral administrator, and U.S. Bank National Association, as collateral custodian (as amended from time to time, the “Bank of America Credit Facility Agreement” and the revolving credit facility thereunder, the “Bank of America Credit Facility”). On July 16, 2024, SPV II entered into the borrower joinder agreement to become party to the Bank of America Credit Facility Agreement and pledged all of its assets to the collateral agent to secure its obligations under the Bank of America Credit Facility.

The most recent amendment on February 6, 2025, among other things: (i) reduced the portion of the applicable rate calculation attributable to qualifying syndicated loans from 1.75% to 1.60%; and (ii) extended the period in which a fee is payable by the Fund in the event that the commitments under the Bank of America Credit Agreement are terminated in whole or in part (such fee, the “Make-Whole Fee”) such that the rate upon which the Make-Whole Fee is calculated will equal (a) 2.00% prior to December 19, 2025, (b) 0.50% during the period beginning on December 19, 2025 through but excluding December 19, 2026 and (c) 0.0% thereafter. The maximum amount available under the Bank of America Credit Facility is $350,000, effective December 9, 2024. The availability period and the maturity date of the Bank of America Credit Facility is September 19, 2027 and September 19, 2029, respectively.

Borrowings under the Bank of America Credit Facility bear interest based on either (x) an annual rate equal to SOFR determined for any day (“Daily SOFR”) for the relevant interest period, plus an applicable spread, or (y) the highest of (i) the Federal Funds Rate plus an applicable spread, (ii) the Prime Rate in effect for any day and (iii) Daily SOFR plus an applicable spread. Interest is payable monthly in arrears. Advances under the Bank of America Credit Facility are secured by a pool of broadly-syndicated and
middle-market loans subject to eligibility criteria and advance rates specified in the Bank of America Credit Facility Agreement. Advances under the Bank of America Credit Facility may be prepaid and reborrowed at any time during the Availability Period (as defined therein), but any termination or reduction of the facility amount is subject to certain conditions. The Fund and SPV II have made customary representations and warranties and are required to comply with various financial covenants related to liquidity and other maintenance covenants, reporting requirements and other customary requirements for similar facilities.

As of June 30, 2025, the Bank of America Credit Facility bore interest at a rate of Daily SOFR plus 1.89% per annum. As of June 30, 2024, the Bank of America Credit Facility bore interest at a rate of Daily SOFR plus 2.40% per annum. Interest is payable monthly in arrears.

For the three months ended June 30, 2025 and 2024, the components of interest expense related to the Bank of America Credit Facility were as follows:
Three Months Ended June 30,
20252024
Borrowing interest expense$3,424 $1,029 
Unused fees134 200 
Amortization of deferred financing costs 189 42 
Total interest and debt financing expenses$3,747 $1,271 

For the six months ended June 30, 2025 and 2024, the components of interest expense related to the Bank of America Credit Facility were as follows:
Six Months Ended June 30,
20252024
Borrowing interest expense$7,835 $3,909 
Unused fees201 303 
Amortization of deferred financing costs
318 85 
Total interest and debt financing expenses$8,354 $4,297 

Scotiabank Credit Facility
On July 19, 2024, SPV IV entered into a credit agreement (as amended from time to time, the “Scotiabank Credit Facility Agreement” and the credit facility thereunder, the “Scotiabank Credit Facility”) with the lenders from time to time parties thereto, NCPCF, as servicer, the Bank of Nova Scotia, as administrative agent, U.S. Bank Trust Company, National Association, as collateral agent and collateral administrator, and U.S. Bank National Association, as custodian. Effective December 11, 2024, as a result of the NCPCF Acquisition, the Fund became a party to the Scotiabank Credit Facility Agreement as successor in interest to NCPCF and assumed the Scotiabank Credit Facility. In connection with the most recent amendment on May 22, 2025, SPV IV ceased to be a party to the Scotiabank Credit Facility, and SPV III and BSL SPV I were added as new borrowers (collectively, the “New Borrowers”). In addition, the amendment, among other things: (i) adjusted the total revolving commitment available to $150,000 (subject to increases up to $450,000), subject to availability governed by an collateralization test; (ii) amended the applicable margin for the interest rate payable by each New Borrower, and (iii) extended the final maturity date from July 19, 2033 to May 22, 2034.
Borrowings under the Scotiabank Credit Facility are secured by all of the assets held by the New Borrowers and bear interest based on an annual rate equal to SOFR determined for any day (“Daily Simple SOFR”) for the relevant interest period, plus the applicable margin. As of June 30, 2025, the Scotiabank Credit Facility bore interest at a rate of SOFR, reset daily, plus 2.10% per annum. Interest is payable quarterly. The Fund and the New Borrowers, as applicable, have made customary representations and warranties and are required to comply with customary covenants and other requirements for similar facilities. The Scotiabank Credit Facility Agreement includes usual and customary events of default for facilities of this nature. Borrowings under the Scotiabank Credit Facility will be used to acquire collateral loans during the reinvestment period, fund revolving collateral loans and/or delayed funding loans, pay certain fees and expenses and make permitted distributions.
For the three months ended June 30, 2025 and 2024, the components of interest expense related to the Scotiabank Credit Facility were as follows:
Three Months Ended June 30,
20252024
Borrowing interest expense$3,147 $— 
Unused fees161 — 
Amortization of deferred financing costs
1,083 — 
Total interest and debt financing expenses$4,391 $— 

For the six months ended June 30, 2025 and 2024, the components of interest expense related to the Scotiabank Credit Facility were as follows:
Six Months Ended June 30,
20252024
Borrowing interest expense$7,589 $— 
Unused fees386 — 
Amortization of deferred financing costs
1,121 — 
Total interest and debt financing expenses$9,096 $— 
SMBC Revolving Credit Facility
On April 8, 2025, the Fund entered into a Senior Secured Revolving Credit and Term Loan Agreement (the “SMBC Revolving Credit Facility Agreement” and the revolving credit facility thereunder, the “SMBC Revolving Credit Facility”) by and among the Fund, as borrower, the lenders from time to time parties thereto, Sumitomo Mitsui Banking Corporation, as administrative agent, collateral agent, issuing bank, swingline lender, a lender and as lead arranger and sole bookrunner. The SMBC Revolving Credit Facility is guaranteed by certain subsidiaries of the Fund that may be formed or acquired by the Fund in the future (collectively, the “Guarantors”).
The initial maximum principal amount available under the SMBC Revolving Credit Facility was $50,000, subject to availability under the borrowing base, which is based on the Fund’s portfolio investments and other outstanding indebtedness. Maximum capacity under the Revolving Credit Facility may be increased to $300,000 through the exercise by the Fund of an uncommitted accordion feature, through which existing and new lenders may, at their option, agree to provide additional financing. Effective May 22, 2025, in connection with the closing of the 2025 Securitization (discussed further below), the maximum principal amount increased to $100,000. The SMBC Revolving Credit Facility is secured by a perfected first-priority interest in substantially all of the portfolio investments held by the Fund and each Guarantor, subject to certain exceptions, and includes a $25,000 limit for swingline loans.

The availability period under the SMBC Revolving Credit Facility will terminate on April 8, 2029 (the “Commitment Termination Date”) and the SMBC Revolving Credit Facility will mature on April 8, 2030 (the “Final Maturity Date”). During the period from the Commitment Termination Date to the Final Maturity Date, the Fund will be obligated to make mandatory prepayments under the SMBC Revolving Credit Facility out of the proceeds of certain asset sales and other recovery events and equity and debt issuances.

The Fund may borrow amounts in U.S. dollars or certain other permitted currencies. Amounts drawn under the SMBC Revolving Credit Facility in U.S. dollars will bear interest at either Term SOFR plus a margin, or the Alternate Base Rate (which is the greater of (x) zero and (y) the highest of (a) the Prime Rate, (b) the sum of (i) the weighted average of the rates on overnight federal funds transactions, as published by the Federal Reserve Bank of New York plus (ii) 0.50%, or (c) Term SOFR plus 1.00% per annum) plus a margin. The Fund may elect either the Term SOFR or Alternate Base Rate at the time of drawdown, and loans denominated in U.S. dollars may be converted from one rate to another at any time at the Fund’s option, subject to certain conditions. Amounts drawn under the SMBC Revolving Credit Facility in other permitted currencies will bear interest at the relevant rate specified therein plus an applicable margin. The Fund also will pay a fee of 0.375% per annum on the daily undrawn amounts under the SMBC Revolving Credit Facility. As of June 30, 2025, the SMBC Revolving Credit Facility bore interest at SOFR plus 2.125% per annum.

The SMBC Revolving Credit Facility includes customary covenants, including certain limitations on the incurrence by the Fund of additional indebtedness and on the Fund’s ability to make distributions to its shareholders, or to redeem, repurchase or retire
common shares of beneficial interest upon the occurrence of certain events and certain financial covenants related to asset coverage and minimum shareholders’ equity, as well as customary events of default.

For the three months ended June 30, 2025 and 2024, the components of interest expense related to the SMBC Revolving Credit Facility were as follows:
Three Months Ended June 30,
20252024
Borrowing interest expense$127 $— 
Unused fees60 — 
Amortization of deferred financing costs
35 — 
Total interest and debt financing expenses$222 $— 

For the six months ended June 30, 2025 and 2024, the components of interest expense related to the SMBC Revolving Credit Facility were as follows:
Six Months Ended June 30,
20252024
Borrowing interest expense$127 $— 
Unused fees60 — 
Amortization of deferred financing costs
35 — 
Total interest and debt financing expenses$222 $— 

CLO-I
On July 16, 2024, the Fund completed a $398,700 term debt securitization (the “2024 Debt Securitization”).
The notes offered in the 2024 Debt Securitization (the “2024 Notes”) were issued by CLO-I (formerly known as SPV I) (the “2024 Issuer”), a direct, wholly owned, consolidated subsidiary of the Fund, pursuant to an indenture and security agreement, dated as of July 16, 2024 (the “2024 Indenture”). The 2024 Notes consist of $197,000 of AAA-rated Class A 2024 Notes, which bear interest at the three-month Term SOFR plus 1.70%; $48,000 of AA-rated Class B 2024 Notes, which bear interest at the three-month Term SOFR plus 1.95%; $26,000 of A-rated Class C 2024 Notes, which bear interest at the three-month Term SOFR plus 2.55%; and $92,700 of Subordinated 2024 Notes, which do not bear interest. The Fund directly owns all of the Subordinated 2024 Notes and, as such, these notes are eliminated in consolidation.
As part of the 2024 Debt Securitization, CLO-I also entered into a loan agreement, dated July 16, 2024 (the “CLO-I Loan Agreement”), pursuant to which various financial institutions and other persons which are, or may become, parties to the CLO-I Loan Agreement as lenders committed to make $35,000 of AAA Class A-L 2024 Loans to CLO-I (the “2024 Loans” and, together with the 2024 Notes, the “2024 Debt”). The 2024 Loans bear interest at the three-month Term SOFR plus 1.70% (the “2024 Class A-L Loans”) and were fully drawn upon the closing of the transaction. Any lender may elect to convert all of the Class A-L 2024 Loans held by such lenders into Class A 2024 Notes upon written notice to CLO-I in accordance with the CLO-I Loan Agreement.
The 2024 Debt is backed by a diversified portfolio of senior secured and second lien loans. Each of the 2024 Indenture and the CLO-I Loan Agreement contain certain conditions pursuant to which loans can be acquired by the 2024 Issuer, in accordance with rating agency criteria or as otherwise agreed with certain institutional investors who purchased the 2024 Debt. Through July 20, 2028, all principal collections received on the underlying collateral may be used by the 2024 Issuer to purchase new collateral under the direction of the Fund, in its capacity as collateral manager of the 2024 Issuer and in accordance with the Fund’s investment strategy, allowing the Fund to maintain the initial leverage in the 2024 Debt Securitization. The 2024 Notes are due on July 20, 2036 and the 2024 Loans mature on July 20, 2036.
The Fund serves as collateral manager to the 2024 Issuer under a collateral management agreement and waives any management fee due to it in consideration for providing these services.
For the three months ended June 30, 2025 and 2024, the components of interest expense related to CLO-I were as follows:
Three Months Ended June 30,
20252024
Borrowing interest expense$4,709 $— 
Amortization of deferred financing costs
113 — 
Total interest and debt financing expenses$4,822 $— 
For the six months ended June 30, 2025 and 2024, the components of interest expense related to CLO-I were as follows:
Six Months Ended June 30,
20252024
Borrowing interest expense$9,525 $— 
Amortization of deferred financing costs
225 — 
Total interest and debt financing expenses$9,750 $— 

CLO-II
On May 22, 2025, the Fund completed a $499,700 term debt securitization (the “2025 Debt Securitization”).
The debt offered in the 2025 Debt Securitization (the “2025 Debt”) was issued by CLO-II (formerly known as SPV IV) (the “2025 Issuer”), a direct, wholly owned, consolidated subsidiary of the Fund, pursuant to an indenture and security agreement (the “2025 Indenture”) and Class A-2L and Class B-L loan agreements (collectively, the “CLO-II Loan Agreements”), each dated as of May 22, 2025. The 2025 Debt consists of (i) $290,000 of AAA-rated Class A-1 Notes, which bear interest at the three-month Term SOFR plus 1.665%; $35,000 of AA-rated Class B Notes, which bear interest at the three-month Term SOFR plus 2.100%; and $144,700 of Subordinated Notes, which do not bear interest (collectively, the “2025 Notes”), and (ii) $20,000 of AAA Class A-2L Loans, which bear interest at the three-month Term SOFR plus 1.850% and $10,000 of AA Class B-L Loans, which bear interest at the three-month Term SOFR plus 2.100% (collectively, the “2025 Loans”). The 2025 Debt also consists of AAA-rated Class A-2 Notes, which were issued with a $0 principal balance. The Fund directly owns all of the Subordinated Notes and, as such, these notes are eliminated in consolidation.
The 2025 Debt is backed by a diversified portfolio of senior secured and second lien loans. The 2025 Indenture contains certain conditions pursuant to which loans can be acquired by the 2025 Issuer, in accordance with rating agency criteria and as otherwise agreed with certain institutional investors who purchased the 2025 Debt. Through May 15, 2029, all principal collections received on the underlying collateral may be used by the 2025 Issuer to purchase new collateral under the direction of the Fund, in its capacity as collateral manager of the 2025 Issuer and in accordance with the Fund’s investment strategy, allowing the Fund to maintain the initial leverage in the 2025 Debt Securitization. The 2025 Notes are due on May 15, 2037 and the 2025 Loans mature on May 15, 2037.
The Fund serves as collateral manager to the 2025 Issuer under a collateral management agreement and waives any management fee due to it in consideration for providing these services.
For the three months ended June 30, 2025 and 2024, the components of interest expense related to CLO-II were as follows:
Three Months Ended June 30,
20252024
Borrowing interest expense$2,391 $— 
Amortization of deferred financing costs
60 — 
Total interest and debt financing expenses$2,451 $— 
For the six months ended June 30, 2025 and 2024, the components of interest expense related to CLO-II were as follows:
Six Months Ended June 30,
20252024
Borrowing interest expense$2,391 $— 
Amortization of deferred financing costs
60 — 
Total interest and debt financing expenses$2,451 $— 

Summary of Secured Borrowings
The Fund’s debt obligations consisted of the following as of June 30, 2025 and December 31, 2024:
June 30, 2025
Bank of America Credit FacilityScotiabank Credit FacilitySMBC Revolving Credit Facility
CLO-I
CLO-IITotal
Total Commitment$350,000 $150,000 $100,000 $306,000 $355,000 $1,261,000 
Borrowings Outstanding (1)
176,500 36,139 21,000 306,000 355,000 894,639 
Unused Portion (2)
173,500 113,861 79,000 — — 366,361 
Amount Available (3)
164,811 97,905 79,000 — — 341,716 
_______________
(1)Borrowings outstanding on the consolidated statements of assets and liabilities are net of deferred financing costs.
(2)The unused portion is the amount upon which commitment fees are based.
(3)Available for borrowing based on the computation of collateral to support the borrowings and subject to compliance with applicable covenants and financial ratios.
December 31, 2024
Bank of America Credit FacilityScotiabank Credit Facility
CLO-I
Total
Total Commitment$350,000 $450,000 $306,000 $1,106,000 
Borrowings Outstanding (1)
325,000 278,500 306,000 909,500 
Unused Portion (2)
25,000 171,500 — 196,500 
Amount Available (3)
12,003 145,347 — 157,350 
_______________
(1)Borrowings outstanding on the consolidated statements of assets and liabilities are net of deferred financing costs.
(2)The unused portion is the amount upon which commitment fees are based.
(3)Available for borrowing based on the computation of collateral to support the borrowings and subject to compliance with applicable covenants and financial ratios.
For the three and six months ended June 30, 2025 and 2024, the components of interest expense and debt financing expenses were as follows:
Three Months Ended June 30,
20252024
Borrowing interest expense$13,798 $1,029 
Unused fees355 200 
Amortization of deferred financing costs
1,480 42 
Total interest and debt financing expenses$15,633 $1,271 
Average interest rate (1)
6.47 %9.36 %
Average daily borrowings$877,676 $52,925 
______________
(1)Average interest rate includes borrowing interest expense and unused fees.
Six Months Ended June 30,
20252024
Borrowing interest expense$27,467 $3,909 
Unused fees647 303 
Amortization of deferred financing costs
1,759 85 
Total interest and debt financing expenses$29,873 $4,297 
Average interest rate (1)
6.53 %8.45 %
Average daily borrowings$868,056 $100,214 
______________
(1)Average interest rate includes borrowing interest expense and unused fees.
Contractual Obligations
The following tables show the contractual maturities of the Fund’s debt obligations as of June 30, 2025 and December 31, 2024:
Payments Due by Period
As of June 30, 2025
TotalLess than 1 Year1 to 3 years3 to 5 yearsMore than 5 Years
Bank of America Credit Facility$176,500 $— $— $176,500 $— 
Scotiabank Credit Facility36,139 — — — 36,139 
SMBC Revolving Credit Facility21,000 — — 21,000 — 
CLO-I306,000 — — — 306,000 
CLO-II355,000 — — — 355,000 
Total debt obligations$894,639 $— $— $197,500 $697,139 
Payments Due by Period
As of December 31, 2024
TotalLess than 1 Year1 to 3 years3 to 5 yearsMore than 5 Years
Bank of America Credit Facility$325,000 $— $— $325,000 $— 
Scotiabank Credit Facility278,500 — — — 278,500 
CLO-I306,000 — — — 306,000 
Total debt obligations$909,500 $— $— $325,000 $584,500