v3.25.2
Fair Value Measurements
6 Months Ended
Jun. 30, 2025
Fair Value Disclosures [Abstract]  
Fair Value Measurements

Note 5. Fair Value Measurements

Investments

The Company values all investments in accordance with ASC Topic 820, which 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. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).

The guidance establishes three levels of the fair value hierarchy as follows:

Level 1 - Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;

Level 2 - Quoted prices in markets that are not considered to be active or financial instruments for which significant inputs are observable, either directly or indirectly; and

Level 3 - Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable.

The level of an asset or liability within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. However, the determination of what constitutes observable” requires significant judgment by management.

Pursuant to Rule 2a-5 under the 1940 Act (Rule 2a-5”), the Board has designated FEIM as the Company’s valuation designee, as the term is defined in Rule 2a-5 (the Valuation Designee”). FEIM, as the Valuation Designee, performs fair value determinations of the Company’s assets by implementing valuation policies and procedures approved by the Board, subject to the oversight of the Board and the Board’s Audit Committee, and in compliance with the requirements of Rule 2a-5. In calculating the value of the Company’s total assets, investments for which market quotations are readily available are valued using market quotations, which are generally obtained from an independent pricing service or one or more broker-dealers or market makers. Debt and equity securities for which market quotations are not readily available or are determined to be unreliable are valued at fair value as determined in good faith by the Valuation Designee.

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

1.
the Company’s valuation process begins with each portfolio company or investment being initially valued by the investment professionals responsible for managing portfolio investments; concurrently therewith, on at least an annual basis, independent valuation firms are used to conduct independent appraisals of all investments for which market
quotations are either not readily available or are determined to be unreliable unless the amount of an investment is immaterial;
2.
the preliminary valuation recommendation of the investment professionals and the applicable input of the independent valuation firms (the Preliminary Valuation Data”) are then documented and reviewed with FEAC’s pricing professionals;
3.
the Preliminary Valuation Data are then discussed with, and approved by, the pricing committee of FEAC;
4.
FEIM’s valuation committee independently discusses the Preliminary Valuation Data and determines the fair value of each investment in good faith based on the Preliminary Valuation Data; and
5.
on a quarterly basis, a designee of FEIM’s valuation committee discusses the fair value determinations of each investment with the Audit Committee.

When we determine our NAV as of the last day of a month that is not also the last day of a calendar quarter, we intend to update the value of securities with reliable market quotations to the most recent market quotation. For securities without reliable market quotations, FEIM’s valuation team will generally value such assets at the most recent quarterly valuation unless FEAC determines that a significant observable change has occurred since the most recent quarter end with respect to the investment (which determination may be as a result of a material event at a portfolio company, material change in market spreads, secondary market transaction in the securities of an investment or otherwise). If FEAC determines such a change has occurred with respect to one or more investments, the relevant portfolio management team shall determine whether to recommend a change to the FEIM valuation committee and whether the applicable pricing professional will determine whether to engage an independent valuation firm for assistance. FEIM will then discuss and determine the fair value of such investment(s) in the Company’s portfolio in good faith based on the input of any applicable respective independent valuation firms.

The types of factors that the Valuation Designee may take into account in fair value pricing the Company’s investments include, as relevant, the nature and realizable value of any collateral, the portfolio company’s ability to make payments and its earnings and discounted cash flows, the markets in which the portfolio company does business, comparison to publicly traded securities and other relevant factors.

For cash flow debt investments, the Valuation Designee generally determines the fair value primarily using an income, or yield, approach that analyzes the discounted cash flows of interest and principal for the debt security, as set forth in the associated loan agreements, as well as the financial position and credit risk of each portfolio investment. The Valuation Designee’s estimate of the expected repayment date is generally the legal maturity date of the instrument. The yield analysis considers changes in leverage levels, credit quality, portfolio company performance and other factors. The enterprise value, a market approach, is used to determine the value of debt investments that are credit impaired, close to maturity or where the Company also holds a controlling equity interest. The method for determining enterprise value uses a multiple analysis, whereby appropriate multiples are applied to the portfolio company’s revenues or net income before net interest expense, income tax expense, depreciation and amortization, or EBITDA.

For asset-based loans, the Valuation Designee generally determines the fair value using the liquidation approach that analyzes the underlying collateral of the loan, as set forth in the associated loan agreements and the borrowing base certificates. Liquidation valuations may be determined using a net orderly liquidation value, a forced liquidation value, or other methodology. Such liquidation values may be further reduced by certain reserves that may reduce the value of the collateral available to support the outstanding debt in a wind down scenario (the net realized value of the collateral).

For equity investments, an income and/or market approach is generally used to value equity investments for which there is no established public or private market. The market approach values an investment by examining observable market values for similar investments. The resulting valuation, although stated as a precise number, is necessarily within a range of values that vary depending upon the significance attributed to the various factors being considered. Some of these factors may include current market trading and/or transaction multiples, the portfolio company’s relative financial performance relative to public and private peer companies and leverage levels.

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.

The Company has adopted the authoritative guidance under GAAP for estimating the fair value of investments in investment companies that have calculated NAV per share in accordance with the specialized accounting guidance for investment companies. Accordingly, in circumstances in which NAV per share of an investment is determinative of fair value, the Company estimates the fair value of an investment in an investment company using the NAV per share of the investment (or its equivalent) without further

adjustment if the NAV per share of the investment is determined in accordance with the specialized accounting guidance for investment companies as of the reporting entity’s measurement date.

As of June 30, 2025, the Valuation Designee determined, in good faith, the fair value of the Company’s portfolio investments in accordance with GAAP and the Company’s valuations procedures based on the facts and circumstances known by the Company at that time, or reasonably expected to be known at that time.

Fair Value Disclosures

The following is a summary of the composition of the Company’s investment portfolio at cost and fair value as of June 30, 2025 and December 31, 2024:

 

 

June 30, 2025

 

 

 

 

Level 1

 

 

 

Level 2

 

 

 

Level 3

 

 

 

Total

 

 

First Lien Debt

 

$

 

 

 

$

232,738

 

 

 

$

425,101

 

 

 

$

657,839

 

 

Second Lien Debt

 

 

 

 

 

 

 

 

 

 

291

 

 

 

 

291

 

 

Warrant

 

 

 

 

 

 

 

 

 

 

5

 

 

 

 

5

 

 

Total Investments

 

$

 

 

 

$

232,738

 

 

 

$

425,397

 

 

 

$

658,135

 

 

Percentage of Total

 

 

0.00

 

%

 

 

35.36

 

%

 

 

64.64

 

%

 

 

100.00

 

%

 

 

 

December 31, 2024

 

 

 

 

Level 1

 

 

 

Level 2

 

 

 

Level 3

 

 

 

Total

 

 

First Lien Debt

 

$

 

 

 

$

321,304

 

 

 

$

332,589

 

 

 

$

653,893

 

 

Warrant

 

 

 

 

 

 

 

 

 

 

32

 

 

 

 

32

 

 

Total Investments

 

$

 

 

 

$

321,304

 

 

 

$

332,621

 

 

 

$

653,925

 

 

Percentage of Total

 

 

0.00

 

%

 

 

49.13

 

%

 

 

50.87

 

%

 

 

100.00

 

%

The following table provides a reconciliation of the beginning and ending balances for investments at fair value that use Level 3 inputs for the three and six months ended June 30, 2025:

 

Three Months Ended June 30, 2025

 

 

First Lien Loan

 

 

Second Lien Loan

 

 

Warrant

 

 

Total Investments

 

Fair value, beginning of period

$

364,707

 

 

$

456

 

 

$

 

 

$

365,163

 

Purchase of investments (including PIK)

 

69,426

 

 

 

17

 

 

 

 

 

 

69,443

 

Proceeds from principal repayments and sales of investments

 

(5,674

)

 

 

(8

)

 

 

 

 

 

(5,682

)

Amortization of premium/accretion of discount, net

 

319

 

 

 

20

 

 

 

 

 

 

339

 

Net realized gain (loss) on investments

 

58

 

 

 

 

 

 

 

 

 

58

 

Net change in unrealized appreciation (depreciation) on investments

 

(713

)

 

 

(194

)

 

 

5

 

 

 

(902

)

Restructures

 

 

 

 

 

 

 

 

 

 

 

Transfers out of Level 3

 

(9,298

)

 

 

 

 

 

 

 

 

(9,298

)

Transfers into Level 3

 

6,276

 

 

 

 

 

 

 

 

 

6,276

 

Fair value, end of period

$

425,101

 

 

$

291

 

 

$

5

 

 

$

425,397

 

Net change in unrealized appreciation (depreciation) on non-controlled/non-affiliated company investments still held at June 30, 2025

$

(715

)

 

$

(194

)

 

$

5

 

 

$

(904

)

 

 

 

Six Months Ended June 30, 2025

 

 

First Lien Loan

 

 

Second Lien Loan

 

 

Warrant

 

 

Total Investments

 

Fair value, beginning of period

$

332,589

 

 

$

 

 

$

32

 

 

$

332,621

 

Purchase of investments (including PIK)

 

137,931

 

 

 

34

 

 

 

 

 

 

137,965

 

Proceeds from principal repayments and sales of investments

 

(35,310

)

 

 

(8

)

 

 

 

 

 

(35,318

)

Amortization of premium/accretion of discount, net

 

886

 

 

 

25

 

 

 

 

 

 

911

 

Net realized gain (loss) on investments

 

(883

)

 

 

 

 

 

 

 

 

(883

)

Net change in unrealized appreciation (depreciation) on investments

 

624

 

 

 

(288

)

 

 

(27

)

 

 

309

 

Restructures

 

(528

)

 

 

528

 

 

 

 

 

 

 

Transfers out of Level 3

 

(23,452

)

 

 

 

 

 

 

 

 

(23,452

)

Transfers into Level 3

 

13,244

 

 

 

 

 

 

 

 

 

13,244

 

Fair value, end of period

$

425,101

 

 

$

291

 

 

$

5

 

 

$

425,397

 

Net change in unrealized appreciation (depreciation) on non-controlled/non-affiliated company investments still held at June 30, 2025

$

(1,350

)

 

$

(288

)

 

$

(26

)

 

$

(1,664

)

The following table provides a reconciliation of the beginning and ending balances for investments at fair value that use Level 3 inputs for the three and six months ended June 30, 2024:

 

Three Months Ended June 30, 2024

 

 

First Lien Loan

 

 

Warrant

 

 

Total Investments

 

Fair value, beginning of period

$

124,071

 

 

$

2

 

 

$

124,073

 

Purchase of investments (including PIK)

 

85,010

 

 

 

 

 

 

85,010

 

Proceeds from principal repayments and sales of investments

 

(1,165

)

 

 

 

 

 

(1,165

)

Amortization of premium/accretion of discount, net

 

173

 

 

 

 

 

 

173

 

Net realized gain (loss) on investments

 

(2

)

 

 

 

 

 

(2

)

Net change in unrealized appreciation (depreciation) on investments

 

11

 

 

 

2

 

 

 

13

 

Transfers out of Level 3

 

(2,258

)

 

 

 

 

 

(2,258

)

Transfers to Level 3

 

7,913

 

 

 

 

 

 

7,913

 

Fair value, end of period

$

213,753

 

 

$

4

 

 

$

213,757

 

Net change in unrealized appreciation (depreciation) on non-controlled/non-affiliated company investments still held at June 30, 2024

$

37

 

 

$

2

 

 

$

39

 

 

 

Six Months Ended June 30, 2024

 

 

First Lien Loan

 

 

Warrant

 

 

Total Investments

 

Fair value, beginning of period

$

65,862

 

 

$

2

 

 

$

65,864

 

Purchase of investments (including PIK)

 

153,767

 

 

 

 

 

 

153,767

 

Proceeds from principal repayments and sales of investments

 

(1,254

)

 

 

 

 

 

(1,254

)

Amortization of premium/accretion of discount, net

 

278

 

 

 

 

 

 

278

 

Net realized gain (loss) on investments

 

(2

)

 

 

 

 

 

(2

)

Net change in unrealized appreciation (depreciation) on investments

 

40

 

 

 

2

 

 

 

42

 

Transfers out of Level 3

 

(4,938

)

 

 

 

 

 

(4,938

)

Fair value, end of period

$

213,753

 

 

$

4

 

 

$

213,757

 

Net change in unrealized appreciation (depreciation) on non-controlled/non-affiliated company investments still held at June 30, 2024

$

39

 

 

$

2

 

 

$

41

 

Investments were transferred out of Level 3 during the three and six months ended June 30, 2025 and 2024 due to improvements in the quantity and quality of information, specifically the number of vendor quotes available to support the valuation of each investment, as assessed by the Valuation Designee. Investments were transferred into Level 3 during the three and six months ended June 30, 2025 and 2024 due to a decrease in the quantity and quality of information, specifically the number of vendor quotes available to support the valuation of each investment, as assessed by the Valuation Designee.

Significant Unobservable Inputs

The following tables present quantitative information about the significant unobservable inputs of the Company’s Level 3 financial instruments as of June 30, 2025 and December 31, 2024. These tables are not intended to be all-inclusive but instead capture the significant unobservable inputs relevant to the Company’s determination of fair value.

 

June 30, 2025

 

 

 

 

 

 

 

 

 

Range

 

 

 

 

 

Fair Value

 

 

Valuation Technique

 

Unobservable Input

 

Low

 

 

High

 

 

Weighted Average (1)

 

First lien debt (2)

 

$

351,162

 

 

Discounted cash flows (income approach)

 

Comparative Yield

 

 

8.45

%

 

 

18.54

%

 

 

10.28

%

 

 

 

31,153

 

 

Recoverability

 

Collateral Value

 

$22.4mm

 

 

$425.6mm

 

 

$188.0mm

 

 

 

 

382,315

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Warrant

 

 

5

 

 

Option pricing model

 

Volatility

 

 

50.00

%

 

 

80.00

%

 

 

65.00

%

 

 

 

 

 

 

 

Time Horizon (years)

 

1.0 yrs

 

 

5.0 yrs

 

 

3.0 yrs

 

Total

 

$

382,320

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1)
Weighted averages are calculated based on fair value of investments.
(2)
Excluded from the presentation is $42,786 in first lien senior secured debt and $291 in second lien senior secured debt for which the Valuation Designee did not develop the unobservable inputs for the determination of fair value (examples include insufficient liquidity and single source quotation).

 

 

 

December 31, 2024

 

 

 

 

 

 

 

 

 

 

Range

 

 

 

 

 

Fair Value

 

 

Valuation Technique

 

Unobservable Input

 

Low

 

 

High

 

 

Weighted Average (1)

 

First lien debt (2)

 

$

247,699

 

 

Discounted cash flows (income approach)

 

Comparative Yield

 

 

8.56

%

 

 

14.23

%

 

 

10.40

%

 

 

 

22,492

 

 

Recoverability

 

Collateral Value

 

$19.6mm

 

 

$367.9mm

 

 

$132.3mm

 

 

 

 

270,191

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Warrant

 

 

32

 

 

Option pricing model

 

Volatility

 

 

78.00

%

 

 

88.00

%

 

 

83.00

%

 

 

 

 

 

 

 

Time Horizon (years)

 

5.0 yrs

 

 

10.0 yrs

 

 

7.5 yrs

 

Total

 

$

270,223

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1)
Weighted averages are calculated based on fair value of investments.
(2)
Excluded from the presentation is $62,398 in first lien senior secured debt for which the Valuation Designee did not develop the unobservable inputs for the determination of fair value (examples include insufficient liquidity and single source quotation).

The significant unobservable input used in the fair value measurement of the Company’s debt securities, excluding investments in asset-backed loans, is the comparative yield which is used to discount the estimated future cash flows expected to be received from the underlying investment, which include both future principal and interest payments. In determining the comparative yield for the income approach, the Company considers current market yields and multiples, weighted average cost of capital, portfolio company performance, leverage levels, credit quality, among other factors, including U.S. federal tax rates, in its analysis. Significant increases (decreases) in the comparative yield in isolation would result in a significantly lower (higher) fair value measurement.

The primary significant unobservable input used in the fair value measurement of the Company’s investment in asset-backed loans is the net realizable value of the underlying collateral of the loan. The Company considers information provided by the borrower in its compliance certificates and information from third party appraisals, among other factors, in its analysis. Significant increases (decreases) in the net realizable value of the underlying collateral would result in a significantly higher (lower) fair value measurement.

Other Financial Assets and Liabilities

As of June 30, 2025, the carrying amounts of the Company’s other financial instruments, such as cash and cash equivalents, receivables and payables, approximate the fair value of such items due to the short maturity of such instruments and would be categorized as Level 1 within the fair value hierarchy. As of June 30, 2025, the carrying amounts of the Company’s outstanding Credit Facilities

approximate fair value and would be categorized as Level 3 within the fair value hierarchy. The fair values of the Credit Facilities are estimated based upon market interest rates and entities with similar credit risk.