v3.26.1
FAIR VALUE MEASUREMENTS
6 Months Ended
Jun. 30, 2026
Fair Value Disclosures [Abstract]  
FAIR VALUE MEASUREMENTS FAIR VALUE MEASUREMENTS

The Company applies ASC Topic 820, Fair Value Measurements (“ASC 820”), as amended, which establishes a framework for measuring fair value in accordance with U.S. GAAP and required disclosures of fair value measurements. ASC 820 determines fair value to be the price that would be received for an investment in a current sale, which assumes an orderly transaction between market participants on the measurement date. Market participants are defined as buyers and sellers in the principal or most advantageous market (which may be a hypothetical market) that are independent, knowledgeable, and willing and able to transact. In accordance with ASC 820, the Company considers its principal market to be the market that has the greatest volume and level of activity. ASC 820 specifies a fair value hierarchy that prioritizes and ranks the level of observability of inputs used in determination of fair value. In accordance with ASC 820, these levels are summarized below:

Level 1—Valuations based on quoted prices in active markets for identical assets or liabilities that the Company has the ability to access.
Level 2—Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly.
Level 3—Valuations based on inputs that are unobservable and significant to the overall fair value measurement.

In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment’s level within the fair value hierarchy is based on the lowest level of observable input that is significant to the fair value measurement. The assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the investment. For certain investments structured as interests in limited partnerships, the Company applies the practical expedient, or net asset value method, to determine the fair value of such investments.

The Adviser, as the valuation designee pursuant to Rule 2a-5 under the 1940 Act, determines in good faith the fair value of the Company’s investment portfolio for which market quotations are not readily available. In addition to using the above inputs in investment valuations, the Adviser will apply a valuation policy approved by the Board that is consistent with ASC 820. Consistent with the valuation policy, the Company evaluates the source of the inputs, including any markets in which the Company’s investments are trading (or any markets in which securities with similar attributes are trading), in determining fair value. When an investment is valued based on prices provided by reputable dealers or pricing services (that is, broker quotes), the Company subjects those prices to various criteria in making the determination as to whether a particular investment would qualify for treatment as a Level 2 or Level 3 investment. For example, the Company, or the independent valuation firm(s), reviews pricing support provided by dealers or pricing services in order to determine if observable market information is being used, versus unobservable inputs.

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 the Company’s investments may fluctuate from period to period. Additionally, the fair value of such investments may differ significantly from the values that would have been used had a ready market existed for such investments and may differ materially from the values that may ultimately be realized. Further, such investments are generally less liquid than publicly traded securities and may be subject to contractual and other restrictions on resale. If the Company were required to liquidate a portfolio investment in a forced or liquidation sale, it could realize amounts that are different from the amounts presented and such differences could be material.

In addition, changes in the market environment and other events that may occur over the life of the investments may cause the gains or losses ultimately realized on these investments to be different than the unrealized gains or losses reflected herein.

Transfers between levels, if any, are recognized at the beginning of the quarter in which the transfers occur. For the three and six months ended June 30, 2026, there were three and four transfers, respectively, from Level 2 to Level 3 and zero and one transfer, respectively, from Level 3 to Level 2 that was a result of changes in the observability of significant inputs for these portfolio companies. For the three and six months ended June 30, 2025, there were no transfers from Level 2 and Level 3 resulting from changes in the observability of significant inputs for these portfolio companies.

 

The following tables summarize the Company’s investments and certain liabilities measured at fair value on a recurring basis by the above fair value hierarchy levels as of June 30, 2026 and December 31, 2025.

 

 

As of June 30, 2026

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Assets

 

 

 

 

 

 

 

 

 

 

 

 

First-lien debt

 

$

-

 

 

$

303,582

 

 

$

1,468,058

 

 

$

1,771,640

 

Preferred equity

 

 

-

 

 

 

-

 

 

 

35,298

 

 

 

35,298

 

Other equity

 

 

-

 

 

 

-

 

 

 

15,501

 

 

 

15,501

 

Total

 

$

-

 

 

$

303,582

 

 

$

1,518,857

 

 

 

1,822,439

 

Investments measured at net asset value(1)

 

 

 

 

 

 

 

 

 

 

 

41,205

 

Total Investments

 

 

 

 

 

 

 

 

 

 

$

1,863,644

 

Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

Interest Rate Swaps

 

$

-

 

 

$

6,257

 

 

$

-

 

 

$

6,257

 

Total

 

 

 

 

 

 

 

 

 

 

$

6,257

 

 

(1)
Amounts represent the Company’s investments in HPC GPFS Arsenal Co-Invest (Cayman) LP, HPC Preferred Opportunities, L.P. and Tactical Equipment III, L.P. The Company, as a practical expedient, estimates the fair value of these investments using the net asset value of the Company’s interests in HPC GPFS Arsenal Co-Invest (Cayman) LP, HPC Preferred Opportunities, L.P. and Tactical Equipment III, L.P. As such, the fair value of the Company’s investments in HPC GPFS Arsenal Co-Invest (Cayman) LP, HPC Preferred Opportunities, L.P. and Tactical Equipment III, L.P. have not been categorized within the fair value hierarchy.

 

 

As of December 31, 2025

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Assets

 

 

 

 

 

 

 

 

 

 

 

 

First-lien debt

 

$

-

 

 

$

496,692

 

 

$

931,151

 

 

$

1,427,843

 

Other equity

 

 

-

 

 

 

-

 

 

 

8,487

 

 

 

8,487

 

Preferred equity

 

 

-

 

 

 

-

 

 

 

842

 

 

 

842

 

Total

 

$

-

 

 

$

496,692

 

 

$

940,480

 

 

 

1,437,172

 

Investments measured at net asset value(1)

 

 

 

 

 

 

 

 

 

 

 

31,056

 

Total Investments

 

 

 

 

 

 

 

 

 

 

$

1,468,228

 

Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

Interest Rate Swaps

 

$

-

 

 

$

480

 

 

$

-

 

 

$

480

 

Total

 

 

 

 

 

 

 

 

 

 

$

480

 

 

(1)
Amounts represent the Company’s investments in HPC GPFS Arsenal Co-Invest (Cayman) LP and Tactical Equipment III, L.P. The Company, as a practical expedient, estimates the fair value of these investments using the net asset value of the Company’s interests in HPC GPFS Arsenal Co-Invest (Cayman) LP and Tactical Equipment III, L.P. As such, the fair value of the Company’s investments in HPC GPFS Arsenal Co-Invest (Cayman) LP and Tactical Equipment III, L.P. have not been categorized within the fair value hierarchy.

 

The changes in the Company’s investments at fair value for which the Company has used Level 3 inputs to determine fair value and net change in unrealized appreciation (depreciation) included in earnings for Level 3 investments that continue to be held are as follows:

 

 

Financial Assets
For the Three Months Ended
June 30, 2026

 

 

Financial Assets
For the Six Months Ended
June 30, 2026

 

 

First-Lien
Debt

 

 

Preferred Equity and Other Equity

 

 

Total

 

 

First-Lien
Debt

 

 

Preferred Equity and Other Equity

 

 

Total

 

Balance, beginning of period

 

$

1,130,368

 

 

$

11,990

 

 

$

1,142,358

 

 

$

931,151

 

 

$

9,329

 

 

$

940,480

 

Purchases

 

 

259,374

 

 

 

37,886

 

 

 

297,260

 

 

 

501,320

 

 

 

40,742

 

 

 

542,062

 

Paydowns

 

 

(28,121

)

 

 

-

 

 

 

(28,121

)

 

 

(107,146

)

 

 

-

 

 

 

(107,146

)

Accretion of discount

 

 

1,053

 

 

-

 

 

 

1,053

 

 

 

1,571

 

 

-

 

 

 

1,571

 

PIK interest

 

 

-

 

 

-

 

 

 

-

 

 

 

2,777

 

 

-

 

 

 

2,777

 

Net change in unrealized appreciation (depreciation)

 

 

1,365

 

 

 

923

 

 

 

2,288

 

 

 

(982

)

 

 

728

 

 

 

(254

)

Transfers into Level 3

 

 

104,019

 

 

 

-

 

 

 

104,019

 

 

 

194,515

 

 

 

-

 

 

 

194,515

 

Transfers out of Level 3

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(55,148

)

 

 

-

 

 

 

(55,148

)

Balance, end of period

 

$

1,468,058

 

 

$

50,799

 

 

$

1,518,857

 

 

$

1,468,058

 

 

$

50,799

 

 

$

1,518,857

 

Net change in unrealized appreciation (depreciation) included in earnings related to investments that continue to be held at the reporting date included in net change in unrealized appreciation on investments on the Consolidated Statements of Operations

 

$

1,154

 

 

$

923

 

 

$

2,077

 

 

$

(782

)

 

$

728

 

 

$

(54

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial Assets
For the Three Months Ended
June 30, 2025

 

 

Financial Assets
For the Six Months Ended
June 30, 2025

 

 

First-Lien
Debt

 

 

Preferred Equity and Other Equity

 

 

Total

 

 

First-Lien
Debt

 

 

Preferred Equity and Other Equity

 

 

Total

 

Balance, beginning of period

 

$

324,866

 

 

$

9,367

 

 

$

334,233

 

 

$

265,090

 

 

$

5,987

 

 

$

271,077

 

Purchases

 

 

120,101

 

 

-

 

 

 

120,101

 

 

 

178,555

 

 

 

2,938

 

 

 

181,493

 

Paydowns

 

 

(223

)

 

 

-

 

 

 

(223

)

 

 

(430

)

 

 

-

 

 

 

(430

)

Accretion of discount

 

 

359

 

 

-

 

 

 

359

 

 

 

619

 

 

-

 

 

 

619

 

PIK interest

 

 

241

 

 

-

 

 

 

241

 

 

 

292

 

 

-

 

 

 

292

 

Net change in unrealized appreciation

 

 

1,825

 

 

 

331

 

 

 

2,156

 

 

 

3,043

 

 

 

773

 

 

 

3,816

 

Balance, end of period

 

$

447,169

 

 

$

9,698

 

 

$

456,867

 

 

$

447,169

 

 

$

9,698

 

 

$

456,867

 

Net change in unrealized appreciation included in earnings related to investments that continue to be held at the reporting date included in net change in unrealized appreciation on investments on the Consolidated Statements of Operations

 

$

1,825

 

 

$

331

 

 

$

2,156

 

 

$

3,043

 

 

$

773

 

 

$

3,816

 

 

The Company generally uses the following framework when determining the fair value of investments that are categorized as Level 3:

The Board has appointed the Adviser as its valuation designee, in accordance with Rule 2a-5 under the 1940 Act. The fair value is determined by the Adviser’s valuation committee, subject to oversight by the Board, consistent with a documented valuation policy and consistently applied valuation process. In connection with that determination, investment valuations will be prepared using ranges of valuations obtained from independent valuation firms, and/or proprietary models depending on the materiality of the investments, the availability of information on the Company’s investments and the type of investment being valued, all in accordance with the Company’s valuation policy.

 

Determination of fair value of Level 3 debt and equity investments involves subjective judgments and estimates. As part of the valuation process, the factors that may be taken into account in determining the fair value of the Company’s investments, include, as relevant: the estimated enterprise value of a portfolio company (i.e., the total fair value of the portfolio company’s debt and equity), the nature and realizable value of any collateral, the portfolio company’s ability to make payments based on its earnings and cash flow, the markets in which the portfolio company does business, a comparison of the portfolio company’s securities to any similar publicly traded securities, and overall changes in the interest rate environment and the credit markets that may affect the price at which similar investments may be made in the future. When an external event such as a purchase transaction, public offering or subsequent equity sale occurs, the Adviser’s valuation committee will consider whether the pricing indicated by the external event corroborates its valuation.

 

The primary method for determining enterprise value uses a multiple analysis whereby appropriate multiples are applied to the portfolio company’s net income before net interest expense, income tax expense, depreciation and amortization (“EBITDA”). A portfolio company’s EBITDA can include pro forma adjustments for items such as acquisitions, divestitures, or expense reductions. The Adviser may also employ other valuation multiples to determine enterprise value, such as revenues. The Adviser carefully considers numerous factors when selecting the appropriate companies whose multiples are used to value the Company’s portfolio companies. These factors include, but are not limited to, the type of organization, similarity to the business being valued, relevant risk factors, as well as size, profitability and growth expectations. The enterprise value analysis is performed to determine the value of equity investments and to determine if debt investments are credit impaired.

 

If debt investments are credit impaired, the Adviser will use the enterprise value analysis or a liquidation basis analysis to determine fair value. For debt investments that are not determined to be credit impaired, the Adviser uses a market interest rate yield analysis to determine fair value. In addition, for certain debt investments, the Adviser bases 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 could be willing to pay. Ask prices represent the lowest price that the Company and others could be willing to accept. The Adviser generally uses the midpoint of the bid/ask range as its best estimate of fair value of such investment.

 

 

 

 

 

 

 

 

 

The following table summarizes the quantitative information related to the significant unobservable inputs for Level 3 instruments which are carried at fair value as of June 30, 2026:

 

 

 

 

 

 

 

 

 

Range

 

 

 

 

 

Fair Value as of
June 30, 2026

 

 

Valuation
Techniques

 

Significant
Unobservable
Inputs

 

Low

 

 

High

 

 

Weighted
Average

 

First-lien debt

 

$

1,295,527

 

 

Yield Analysis

 

Discount Rate

 

 

8.13

%

 

 

13.51

%

 

 

9.74

%

 

 

172,531

 

 

Recent Transactions

 

Transaction Price

 

 

98.00

 

 

 

99.25

 

 

 

98.23

 

Preferred equity

 

 

480

 

 

Yield Analysis

 

Discount Rate

 

 

19.10

%

 

 

19.10

%

 

 

19.10

%

 

 

 

34,818

 

 

Market Approach

 

EBITDA Multiple

 

11.55x

 

 

30.25x

 

 

 

11.74

x

Other equity

 

 

1,941

 

 

Market Approach

 

EBITDA Multiple

 

 

8.50

x

 

30.25x

 

 

 

12.73

x

 

 

13,560

 

 

Market Approach

 

Revenue Multiple

 

 

4.00

x

 

 

22.25

x

 

 

7.63

x

Total Level 3 investments

 

$

1,518,857

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The following table summarizes the quantitative information related to the significant unobservable inputs for Level 3 instruments which are carried at fair value as of December 31, 2025:

 

 

 

 

 

 

 

 

 

Range

 

 

 

 

 

Fair Value as of
December 31,
2025

 

 

Valuation
Techniques

 

Significant
Unobservable
Inputs

 

Low

 

 

High

 

 

Weighted
Average

 

First-lien debt

 

$

778,997

 

 

Yield Analysis

 

Discount Rate

 

 

8.50

%

 

 

15.34

%

 

 

10.25

%

 

 

152,154

 

 

Recent Transactions

 

Transaction Price

 

 

99.50

 

 

 

100.00

 

 

 

99.63

 

Preferred equity

 

 

480

 

 

Yield Analysis

 

Discount Rate

 

 

19.00

%

 

 

19.00

%

 

 

19.00

%

 

 

 

362

 

 

Market Approach

 

EBITDA Multiple

 

30.50x

 

 

30.50x

 

 

30.50x

 

Other equity

 

 

307

 

 

Market Approach

 

EBITDA Multiple

 

30.50x

 

 

30.50x

 

 

30.50x

 

 

 

8,180

 

 

Market Approach

 

Revenue Multiple

 

6.00x

 

 

12.00x

 

 

7.76x

 

Total Level 3 investments

 

$

940,480

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The significant unobservable inputs used in the fair value measurement of the Company’s investments in first-lien debt securities and preferred equity investments are discount rates and transaction prices. Significant increases in discount rates in isolation would result in a significantly lower fair value measurement. Significant decreases in transactions prices in isolation would result in a significantly lower fair value measurement.

 

The significant unobservable input used in the market approach for equity securities is the performance multiple, which may include a revenue multiple, EBITDA multiple, or forward-looking metrics. The multiple is used to estimate the enterprise value of the underlying investment. An increase or decrease in the multiple would result in an increase or decrease, respectively, in the fair value.

Other Financial Assets and Liabilities

ASC 820 requires disclosure of the fair value of financial instruments for which it is practical to estimate such value. As a result, with the exception of the line item titled “debt” which is reported at cost or the carrying value (as defined in the table below), all assets and liabilities approximate fair value on the Consolidated Statements of Assets and Liabilities. The fair value of the Company’s revolving credit facilities approximates their carrying value due to their interest rates based on selected short-term rates. The fair value of the 2025 Notes and Securitization Debt (each as defined in Note 6. Borrowings) is estimated using a discounted cash flow methodology, whereby the instrument’s contractual principal and interest payments are discounted at a market interest available to the Company for debt with similar terms, maturities and credit risk, which are considered Level 2 observable inputs. The carrying value of the 2025 Notes and Securitization Debt includes a fair value hedge basis adjustment associated with designated interest rate swaps.

The following table presents the carrying value and fair value of the Company’s debt as of June 30, 2026 and December 31, 2025:

 

 

As of June 30, 2026

 

 

As of December 31, 2025

 

 

Carrying
Value

 

 

Fair
Value

 

 

Carrying
Value

 

 

Fair
Value

 

Debt

 

$

959,410

 

 

$

959,410

 

 

$

544,819

 

 

$

544,819