v3.26.1
Share Transactions
 3 Months Ended
Mar. 31, 2026
Stockholders' Equity Note [Abstract]  
Share Transactions

Note 6. Share Transactions

The Company is authorized to issue an unlimited number of common shares at $0.001 par value per share.

There were no shares issued and proceeds received during the three months ended March 31, 2026:

The following table summarizes the total shares issued and proceeds received during the three months ended March 31, 2025:

 

Period Ended

 

Shares Issued

 

 

Proceeds Received

 

March 31, 2025

 

 

151,338

 

 

$

3,539,803

 

 

 

 

151,338

 

 

$

3,539,803

 

Distributions

The Company may fund its cash distributions to shareholders from any sources of funds available to it, including offering proceeds, borrowings, net investment income from operations, capital gains proceeds from the sale of assets, non-capital gains proceeds from the sale of assets, dividends or other distributions paid to the Company on account of preferred and common equity investments in portfolio companies and fee and expense reimbursement waivers from the Adviser or the Administrator, if any. The

Company has not established limits on the amount of funds it may use from available sources to make distributions. During certain periods, the Company’s distributions may exceed its taxable earnings. As a result, it is possible that a portion of the distributions the Company makes may represent a return of capital. A return of capital generally is a return of a shareholder’s investment rather than a return of earnings or gains derived from the Company’s investment activities.

With respect to distributions, the Company has adopted an “opt out” distribution reinvestment plan (“DRP”) for common shareholders. As a result, in the event of a declared distribution, each shareholder that has not “opted out” of the DRP will have their distributions automatically reinvested in additional common shares rather than receiving cash distributions. Shareholders who receive distributions in the form of common shares will be subject to the same U.S. federal, state and local tax consequences as if they received cash distributions.

The following table summarizes the distribution declarations and common shares issued pursuant to the DRP for the three months ended March 31, 2026:

 

Date Declared

 

Record Date

 

Payment Date

 

Amount Per Share

 

 

Distribution Declared

 

 

DRP Shares Issued

 

March 4, 2026

 

March 5, 2026

 

March 19, 2026

 

$

0.54

 

 

$

4,784,311

 

 

 

10,517

 

 

 

 

 

 

 

$

0.54

 

 

$

4,784,311

 

 

 

10,517

 

The following table summarizes the distribution declarations and common shares issued pursuant to the DRP for the three months ended March 31, 2025:

 

Date Declared

 

Record Date

 

Payment Date

 

Amount Per Share

 

 

Distribution Declared

 

 

DRP Shares Issued

 

March 5, 2025

 

March 5, 2025

 

March 20, 2025

 

$

0.55

 

 

$

5,938,647

 

 

 

21,994

 

 

 

 

 

 

 

$

0.55

 

 

$

5,938,647

 

 

 

21,994

 

Share Repurchase Program

In the first quarter of 2023, the Company began offering, and on a quarterly basis, intends to continue offering, to repurchase up to 5% of the Company’s outstanding shares as of the close of the previous calendar quarter. Although the Company intends to offer to repurchase up to 5% of its common shares outstanding in each quarter, the Board has in the past, and may in the future, increase the size of the tender offer, if the Board determines such an increase to be in the best interest of the Company and its shareholders. In the event the amount of common shares tendered exceeds the repurchase offer amount, shares will be repurchased on a pro rata basis. All unsatisfied repurchase requests must be resubmitted in the next quarterly tender offer, or upon the recommencement of the share repurchase plan, as applicable. The Board has complete discretion to determine whether the Company will offer to repurchase any of its common shares, and if so, the terms of such repurchase. At the discretion of the Board, the Company may use cash on hand, cash available from borrowings, and cash from the sale of investments as of the end of the applicable period to repurchase shares.

All shares purchased by the Company pursuant to the terms of each offer to repurchase will be retired and thereafter will be authorized and unissued shares.

Any periodic repurchase offers are subject in part to the Company’s available cash and compliance with the BDC and RIC qualification and diversification rules promulgated under the 1940 Act and the Code, respectively. While the Company intends to continue to conduct quarterly tender offers as described above, the Company is not required to do so and may suspend or terminate the share repurchase program at any time.

The following table presents the share repurchases completed during the three months ended March 31, 2026:

 

Tender Offer
Date

 

Tender Offer Expiration Date

 

Total Number of Shares the Company Offered to Repurchase

 

 

Price Paid per Share

 

 

Total Number of Shares Repurchased

 

 

Maximum Number of Shares that may yet be purchased under the repurchase plan

January 9, 2026

 

February 6, 2026

 

 

466,307

 

 

$

20.81

 

 

 

466,307

 

 

— (1)

 

 

 

 

 

 

 

 

 

 

 

466,307

 

 

 
(1)
In accordance with the terms of the tender offer, the Company accepted for purchase on a pro rata basis approximately 25.66% of the number of shares of the Company that were validly tendered and not withdrawn prior to the expiration of the tender offer, as permitted by Rule 13e-4 of the Exchange Act.

The following table presents the share repurchases completed during the three months ended March 31, 2025:

 

Tender Offer
Date

 

Tender Offer Expiration Date

 

Total Number of Shares the Company Offered to Repurchase

 

 

Price Paid per Share

 

 

Total Number of Shares Repurchased

 

 

Maximum Number of Shares that may yet be purchased under the repurchase plan (1)

January 10, 2025

 

February 7, 2025

 

 

561,088

 

 

$

23.39

 

 

 

575,562

 

 

— (1)

 

 

 

 

 

 

 

 

 

 

 

575,562

 

 

 

 

(1)
All repurchase requests were satisfied in full.