Note 7. Borrowings

In accordance with the 1940 Act, with certain limitations, the Company is allowed to borrow amounts such that its asset coverage, as defined in the 1940 Act, is at least 150% after such borrowing.

Description of the Company's Credit Facilities

SPV I Facility

On December 21, 2021, SPV I, the Company’s wholly-owned subsidiary, entered into a senior secured revolving credit facility with Deutsche Bank AG, New York Branch (“DB”), which was subsequently amended on November 21, 2022 and December 16, 2022 (the “SPV I Facility”). DB serves as facility agent, U.S. Bank National Association, serves as collateral agent and collateral custodian and the Company serves as servicer under the SPV I Facility.

As of the amendment on November 21, 2022 advances under the SPV I Facility bear interest at a per annum rate equal to the three-month SOFR in effect, plus the applicable margin of 2.41% per annum, inclusive of a credit spread adjustment (“CSA”) of 0.26%, with a SOFR floor of 0.25%. SPV I pays a commitment fee of 0.25% per annum (or 0.50% per annum if borrowings are less than 75% of the commitment amount) on the average daily unused amount of the financing commitments until the third anniversary of the SPV I Facility. Additionally, SPV I pays DB an administrative agent fee of 0.25% of the total commitment amount for serving as facility agent.

Prior to the amendment on November 21, 2022, Advances under the SPV I Facility bore interest at a per annum rate equal to the three-month LIBOR in effect, plus the applicable margin of 2.15% per annum with a LIBOR floor of 0.25%. The commitment fee and the administrative agent fee were unchanged.

In connection with the amendment on December 16, 2022, the maximum commitment amount of the SPV I Facility increased from $400 million to $485 million. Subsequently, in connection with the amendment on April 8, 2024, the maximum commitment amount of the SPV I facility increased from $485 million to $550 million. Additionally, the period during which SPV I may make borrowings under the SPV I Facility was extended from December 31, 2024 to April 8, 2027, and the scheduled maturity date was extended from December 21, 2026 to April 8, 2029. Proceeds from borrowings under the SPV I Facility are used to fund portfolio investments by SPV I.

In connection with the October 30, 2025 amendment, advances under the SPV I facility bear interest at a per annum rate equal to the SOFR in effect, plus the applicable margin of 1.75% per annum. The period during which SPV I may make borrowings under the SPV I Facility was extended from April 8, 2027, to October 30, 2028. In addition, the scheduled maturity date of the SPV I Facility was extended from April 8, 2029, to October 30, 2030.

As of both December 31, 2025 and December 31, 2024, respectively, the Company was in compliance with all covenants associated with the SPV I Facility.

SPV II Facility

On August 15, 2023, SPV II, entered into a Loan and Security Agreement (together with the exhibits and schedules thereto, and as amended from time to time, the “Loan and Security Agreement”) with Citizens Bank, N.A. as lender and administrative agent, the Company as collateral manager, the other lenders party thereto, U.S. Bank Trust Company, National Association as collateral agent, and U.S. Bank National Association as account bank and collateral custodian (the “SPV II Facility”).

Advances under the SPV II Facility bore interest at a per annum rate equal to SOFR in effect, plus an applicable margin of 2.75% per annum with a SOFR floor of 0.00%. SPV II pays a commitment fee of 0.25% per annum (or 0.50% per annum if borrowings are less than 75% of the commitment amount) on the average daily unused amount of the financing commitments until the third anniversary of the SPV II Facility.

In connection with the September 8, 2023 amendment, the maximum commitment amount of the SPV II Facility increased from $370 million to $445 million. Subsequently, in connection with the March 21, 2024, April 18, 2024, and November 26, 2025 amendments, the maximum commitment amount of the SPV II Facility increased from $445 million, to $495 million, $595 million, and $795 million, respectively. Proceeds from borrowings under the SPV II Facility may be used to fund portfolio investments by SPV II. Prior to the September 18, 2025 amendment, the period during which SPV II could make borrowings under the SPV II Facility was scheduled to expire on August 15, 2026, and the SPV II Facility was scheduled to mature on August 15, 2028.

In connection with the September 18, 2025 amendment, Advances under the SPV II facility bear interest at a per annum rate equal to the SOFR in effect, plus the applicable margin of 1.95% per annum. The period during which SPV II may make borrowings under the SPV II Facility was extended from August 15, 2026, to September 18, 2028. In addition, the scheduled maturity date of the SPV II Facility was extended from August 15, 2028, to September 18, 2030.

As of both December 31, 2025 and December 31, 2024, respectively, the Company was in compliance with all covenants associated with the SPV II Facility.

Subscription Facility

On December 21, 2021, the Company entered into a senior secured revolving credit facility with Bank of America, N.A. (“BAML”) (as amended from time to time, the “Subscription Facility”). BAML serves as administrative agent and lender under the Subscription Facility.

The Subscription Facility provided for secured borrowings of up to $200 million. The maximum principal amount was subject to availability under the Subscription Facility, which was based on certain of the Company’s unfunded investor equity capital commitments, and restrictions imposed on borrowings under the 1940 Act. The Subscription Facility provided for the issuance of letters of credit on behalf of the Company in an aggregate face amount not to exceed $40 million. Proceeds from the borrowings under the Subscription Facility were used for general corporate purposes of the Company and its subsidiaries in the ordinary course of business. The Subscription Facility’s maturity date was extended from December 21, 2023 to December 18, 2024 in connection with the December 21, 2023 amendment.

As of the amendment on December 21, 2023 advances under the Subscription Facility bore interest at a per annum rate equal to the one-month SOFR in effect, plus the applicable margin of 2.50% per annum. The Company paid a commitment fee of 0.35% per annum on the average daily unused amount of the financing commitments.

Prior to the amendment on December 31, 2023, advances under the Subscription Facility bore interest at a per annum rate equal to the daily Bloomberg Short-Term Bank Yield Index (“BSBY”) rate in effect, plus the applicable margin of 2.00% per annum. The Company paid a commitment fee of 0.25% per annum on the average daily unused amount of the financing commitments.

The Subscription Facility was terminated effective December 18, 2024.

Repurchase Obligations

In order to finance certain investment transactions, the Company may, from time to time, enter into repurchase agreements with Macquarie Bank Limited (“Macquarie”), whereby the Company sells to Macquarie an investment that it holds and concurrently enters into an agreement to repurchase the same investment at an agreed-upon price at a future date, not to exceed 90-days from the date it was sold (the “Macquarie Transaction”).

In accordance with ASC Topic 860, Transfers and Servicing, these Macquarie Transactions meet the criteria for secured borrowings. Accordingly, the investment financed by the Macquarie Transaction remains on the Company’s Statements of Assets and Liabilities as an asset, and the Company records a liability to reflect its repurchase obligation to Macquarie (the “Repurchase Obligation”). The Repurchase Obligation is secured by the respective investment that is the subject of the repurchase agreement.

As of December 31, 2025, the Company had no outstanding Repurchase Obligations.

As of December 31, 2024, the Company had outstanding Repurchase Obligations of $52.0 million associated with repurchase agreements that were entered into on November 25. Such Repurchase Obligations are collateralized by a portion of the Company’s term loan holdings in Parfums Holdings Co. Interest under these Repurchase Obligations is calculated at the inception of each repurchase agreement, as the 3 month SOFR rate in effect, plus the applicable margin of 3.50%. As of December 31, 2024, the remaining contractual maturity of the sole repurchase agreement was 54 days.

2023 Debt Securitization

On November 15, 2023 (the “Closing Date”), the Company completed an approximate $600 million term debt securitization (the “2023 Debt Securitization”). Term debt securitization is also known as a collateralized loan obligation and is a form of secured financing incurred by the Company.

The notes offered in the 2023 Debt Securitization (the “Notes”) were issued by MSD BDC CLO I, LLC (the “Issuer”), a wholly-owned, consolidated subsidiary of the Company pursuant to an Indenture, dated the Closing Date, between the Issuer and U.S. Bank Trust Company, National Association, as trustee (the “Indenture”). The 2023 Notes consist of $336 million of Class A Notes, which bear interest at a rate per annum equal to SOFR in effect, plus an applicable margin of 2.70%; $54 million of Class B Notes, which bear interest at SOFR plus an applicable margin of 3.65%; $36 million of Class C Notes, which bear interest at SOFR plus an applicable margin of 4.00%; and approximately $163.6 million of Preferred Shares, which do not bear interest. The Company directly retained all of the Class C Notes and all of the Preferred Shares of the 2023 Debt Securitization at par in exchange for the Company’s sale and contribution to the Issuer of the initial closing date portfolio. Both the Class C Notes and Preferred Shares are eliminated in consolidation.

The Notes are backed by a diversified portfolio of senior secured and second lien loans (the “Collateral Obligations”). The initial portfolio will consist of Collateral Obligations acquired by the Issuer on the Closing Date from the Company pursuant to a Master Transfer Agreement, dated as of the Closing Date, among the Company, as seller, and the Issuer, as purchaser (the "Master Transfer Agreement"). Certain of the Collateral Obligations transferred to the Issuer pursuant to the Master Transfer Agreement were acquired by the Company from SPV I pursuant to the Master Participation Agreement, dated as of the Closing Date, among the Company, as purchaser and the SPV I Facility, as seller. The Notes mature on October 15, 2035.

The Notes are the secured obligation of the Issuer. The Notes have not been, and will not be, registered under the 1933 Act, or any state “blue sky” laws and may not be offered or sold in the United States absent registration with the SEC or applicable exemption from registration.