v3.26.1
Fair Value of Financial Instruments
6 Months Ended
Jun. 30, 2026
Fair Value Disclosures [Abstract]  
Fair Value of Financial Instruments

Note 5. Fair Value of Financial Instruments

The Company’s investments are carried at fair value and determined in accordance with ASC 820 and a documented valuation policy that is applied in a consistent manner. Pursuant to Rule 2a-5 of the 1940 Act (“Rule 2a-5”), the Board designated OFS Advisor as the valuation designee to perform fair value determinations relating to the Company’s investments, and the Board maintains oversight of OFS Advisor in its capacity as valuation designee, as prescribed in Rule 2a-5. The Company engages third-party valuation firms to provide assistance to OFS Advisor in determining the fair value for a majority of its investments.

Fair value is defined as 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. Fair values are determined with models or other valuation techniques, valuation inputs, and assumptions that market participants would use in pricing an asset or liability. Valuation inputs are organized in a hierarchy that gives the highest priority to prices for identical assets or liabilities quoted in active markets (Level 1) and the lowest priority to fair values based on unobservable inputs (Level 3). The three levels of inputs in the fair value hierarchy are described below:

Level 1: Unadjusted quoted prices in active markets for identical assets or liabilities that the reporting entity can access at the measurement date.

Level 2: Inputs other than quoted prices within Level 1 that are observable for the asset or liability, either directly or indirectly.

Level 3: Unobservable inputs for the asset or liability, and situations where there is little, if any, market activity for the asset or liability at the measurement date.

The inputs into the determination of fair value are based upon the best information under the circumstances and may require management to exercise significant judgment or estimation. 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 input that is significant to the fair value measurement. The Company’s 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. The Company generally categorizes its investment portfolio into Level 3 of the hierarchy, with certain investments falling into Level 2.

The Company assesses the levels of the investments at each measurement date, and transfers between levels are recognized on the measurement date. The following table presents the Company’s transfers of Level 2 and Level 3 debt investments for the three and six months ended June 30, 2026 and 2025:

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

2026

 

 

2025

 

 

2026

 

 

2025

 

Transfers from Level 2 to Level 3

 

$

 

 

$

 

 

$

1,272,109

 

 

$

 

Transfers from Level 3 to Level 2

 

 

 

 

 

1,802,781

 

 

 

 

 

 

1,802,781

 

 

Transfers between levels occur when the availability of reliable Indicative Prices changes during the period. The Company classifies loan investments as Level 2 when sufficient Indicative Prices are available, and the depth of the market is sufficient, in management's judgment, to transact at those prices in amounts approximating the Company’s investment position at the measurement date.

Due to the inherent uncertainty of determining the fair value of Level 3 investments, including the use of significant unobservable inputs, the fair value of the investments may differ significantly from the values that would have been used had a ready market or observable inputs existed for such investments and may differ materially from the values that may ultimately be received or settled.

Further, such investments are generally subject to legal and other restrictions, or otherwise are less liquid than publicly traded instruments. If the Company were required to liquidate a portfolio investment in a forced or liquidation sale, the Company may realize significantly less than the value at which such investment had previously been recorded and incur a realized capital loss. The Company’s investments are subject to market risk as a result of economic and political developments, including impacts from interest rate and inflation rate changes, the ongoing war between Russia and Ukraine, the escalated armed conflict and heightened regional tensions in the Middle East, activity in South America, instability in the U.S. and international banking systems, the agenda of the U.S. presidential administration, including the impact of tariff enactment and tax reductions, trade disputes with other countries, the risk of recession or the impact of the prolonged shutdown of U.S. government services, and related market volatility. Market risk is directly impacted by the volatility and liquidity in the markets in which certain investments are traded and can affect the fair value of the

Company’s investments. The Company’s investments are also subject to interest rate risk. Changes in interest rates enacted by the U.S. Federal Reserve may impact the Company’s investment income, cost of funding and the valuation of its investment portfolio.

The following tables present the Company’s investment portfolio measured at fair value on a recurring basis as of June 30, 2026 and December 31, 2025, respectively:

 

Security

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Fair Value as of June 30, 2026

 

Debt investments

 

$

 

 

$

1,129,866

 

 

$

14,636,991

 

 

$

15,766,857

 

Equity investments

 

 

 

 

 

 

 

 

834,467

 

 

 

834,467

 

Structured Finance Securities

 

 

 

 

 

 

 

 

3,257,083

 

 

 

3,257,083

 

 

$

 

 

$

1,129,866

 

 

$

18,728,541

 

 

$

19,858,407

 

 

Security

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Fair Value as of December 31, 2025

 

Debt investments

 

$

 

 

$

4,769,131

 

 

$

19,111,327

 

 

$

23,880,458

 

Equity investments

 

 

 

 

 

 

 

 

660,996

 

 

 

660,996

 

Structured Finance Securities

 

 

 

 

 

 

 

 

5,227,081

 

 

 

5,227,081

 

 

$

 

 

$

4,769,131

 

 

$

24,999,404

 

 

$

29,768,535

 

 

The following tables provide the primary quantitative information about valuation techniques and the Company’s unobservable inputs to its Level 3 fair value measurements as of June 30, 2026 and December 31, 2025. The Company may make changes to the valuation techniques, among techniques otherwise commonly utilized in accordance with its valuation policies, and/or the weighting of techniques used for particular investments based on changes in facts-and-circumstances and depending on the availability of, or changes in, information in order to produce the best estimate of fair value as of the measurement date. In addition to the techniques and unobservable inputs noted in the tables below and in accordance with OFS Advisor’s valuation policy, OFS Advisor, as valuation designee, may also use other valuation techniques and methodologies when determining the fair value measurements of the Company’s investment assets. The tables are not intended to be all-inclusive and only present the most significant unobservable input(s) relevant to the valuation designee’s determination of fair value.

 

 

Fair Value as of June 30, 2026

 

 

Valuation techniques

 

Unobservable input

 

Range
(Weighted average)
(1)

Debt investments:

 

 

 

 

 

 

 

 

 

First Lien

 

$

6,815,737

 

 

Discounted cash flow

 

Discount rates

 

9.45% - 42.50% (16.19%)

 

 

2,765,191

 

 

Market approach

 

EBITDA multiples

 

7.00x - 9.23x (7.77x)

 

 

1,390,154

 

 

Market approach

 

Transaction Price

 

 

Second Lien

 

 

3,189,670

 

 

Discounted cash flow

 

Discount rates

 

11.72% - 28.97% (16.26%)

 

 

9,587

 

 

Market approach

 

EBITDA multiples

 

6.25x - 6.25x (6.25x)

 

 

466,652

 

 

Market approach

 

Revenue multiples

 

0.93x - 0.93x (0.93x)

 

 

 

 

 

 

 

 

 

Structured Finance Securities(2):

 

 

 

 

 

 

 

 

 

Subordinated notes and other CLO
   equity related investments

 

 

3,257,083

 

 

Discounted cash flow

 

Discount rates

 

9.94% - 65.00% (42.67%)

 

 

 

 

 

 

Constant default rate

 

2.00% - 2.00% (2.00%)

 

 

 

 

 

 

Recovery rate

 

65.00% - 65.00% (65.00%)

 

 

 

 

 

 

 

 

 

Equity investments:

 

 

 

 

 

 

 

 

 

Preferred equity

 

 

36,830

 

 

Market approach

 

EBITDA multiples

 

7.25x - 7.25x (7.25x)

Common equity and warrants

 

 

797,637

 

 

Market approach

 

EBITDA multiples

 

6.00x - 13.75x (9.47x)

 

$

18,728,541

 

 

 

 

 

 

 

 

(1)
Weighted average is calculated based on the fair value of investments.
(2)
The cash flows utilized in the discounted cash flow calculations assume: (i) liquidation of (a) certain distressed investments and (b) all investments currently in default held by the issuing CLO at their current market prices; and (ii) redeployment of proceeds at the issuing CLO’s assumed reinvestment rate.

 

 

Fair Value as of December 31, 2025

 

 

Valuation techniques

 

Unobservable inputs

 

Range
(Weighted average)
(1)

Debt investments:

 

 

 

 

 

 

 

 

 

First lien

 

$

11,840,807

 

 

Discounted cash flow

 

Discount rates

 

8.61% - 37.50% (13.90%)

 

 

912,400

 

 

Market approach

 

EBITDA multiples

 

7.50x - 7.50x (7.50x)

 

 

3,316,557

 

 

Market approach

 

Transaction Price

 

 

Second lien

 

 

625,122

 

 

Discounted cash flow

 

Discount rates

 

13.70% - 13.70% (13.70%)

 

 

84,171

 

 

Market approach

 

EBITDA multiples

 

9.00x - 9.00x (9.00x)

 

 

959,770

 

 

Market approach

 

Revenue multiples

 

0.90x - 0.90x (0.90x)

 

 

1,372,500

 

 

Market approach

 

Transaction Price

 

 

 

 

 

 

 

 

 

 

 

Structured Finance Securities(2):

 

 

 

 

 

 

 

 

 

Subordinated notes and other CLO
   equity related investments

 

 

5,227,081

 

 

Discounted cash flow

 

Discount rates

 

9.94% - 32.50% (19.45%)

 

 

 

 

 

 

Constant default rate

 

2.00% - 2.00% (2.00%)

 

 

 

 

 

 

Recovery rate

 

65.00% - 65.00% (65.00%)

 

 

 

 

 

 

 

 

 

Equity investments:

 

 

 

 

 

 

 

 

 

Preferred equity

 

 

36,265

 

 

Market approach

 

EBITDA multiples

 

7.25x - 7.25x (7.25x)

Common equity and warrants

 

 

624,731

 

 

Market approach

 

EBITDA multiples

 

6.25x - 14.75x (9.97x)

 

$

24,999,404

 

 

 

 

 

 

 

 

(1)
Weighted average is calculated based on the fair value of investments.
(2)
The cash flows utilized in the discounted cash flow calculations assume: (i) liquidation of (a) certain distressed investments and (b) all investments currently in default held by the issuing CLO at their current market prices; and (ii) redeployment of proceeds at the issuing CLO’s assumed reinvestment rate.

Changes in market credit spreads or events impacting the credit quality of the underlying portfolio company (both of which could impact the discount rate), as well as changes in enterprise value and/or EBITDA multiples, among other things, could have a significant impact on fair values, with the fair value of a particular debt investment susceptible to change in inverse relation to the changes in the discount rate. Changes in enterprise value and/or EBITDA multiples, as well as changes in the discount rate, could have a significant impact on fair values, with the fair value of an equity investment susceptible to change in tandem with the changes in enterprise value and/or EBITDA multiples, and in inverse relation to changes in the discount rate. Due to the wide range of approaches in developing input assumptions to these valuation techniques and the degree of subjectivity used in making the estimates, comparisons between the Company’s disclosures and those of other companies may not be meaningful.

The following tables present changes in the investments measured at fair value using Level 3 inputs for the six months ended June 30, 2026 and 2025, respectively:

 

 

First Lien Debt Investments

 

 

Second Lien Debt Investments

 

 

Preferred Equity

 

 

Common Equity and Warrants

 

 

Structured Finance Securities

 

 

Total

 

Level 3 assets, December 31, 2025

 

$

16,069,764

 

 

$

3,041,563

 

 

$

36,265

 

 

$

624,731

 

 

$

5,227,081

 

 

$

24,999,404

 

Net realized gain on investments

 

 

13,802

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

13,802

 

Net unrealized appreciation (depreciation)
on investments

 

 

(382,384

)

 

 

(644,632

)

 

 

565

 

 

 

172,906

 

 

 

(1,849,700

)

 

 

(2,703,245

)

Amortization of Net Loan Fees

 

 

46,214

 

 

 

(3,131

)

 

 

 

 

 

 

 

 

 

 

 

43,083

 

Capitalized PIK interest

 

 

13,487

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

13,487

 

Accretion of interest income on Structured
Finance Securities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

329,530

 

 

 

329,530

 

Purchase of portfolio investments

 

 

163,640

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

163,640

 

Proceeds from principal payments on
   portfolio investments

 

 

(110,618

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(110,618

)

Sale or redemption of portfolio
   investments

 

 

(4,839,460

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(4,839,460

)

Proceeds from distributions received from
   portfolio investments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(449,828

)

 

 

(449,828

)

Amendment fees received

 

 

(3,363

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(3,363

)

Transfers from Level 2 to Level 3

 

 

 

 

 

1,272,109

 

 

 

 

 

 

 

 

 

 

 

 

1,272,109

 

Level 3 assets, June 30, 2026

 

$

10,971,082

 

 

$

3,665,909

 

 

$

36,830

 

 

$

797,637

 

 

$

3,257,083

 

 

$

18,728,541

 

 

 

First Lien Debt Investments

 

 

Second Lien Debt Investments

 

 

Preferred Equity

 

 

Common Equity and Warrants

 

 

Structured Finance Securities

 

 

Total

 

Level 3 assets, December 31, 2024

 

$

14,629,341

 

 

$

9,250,862

 

 

$

35,763

 

 

$

532,683

 

 

$

6,714,898

 

 

$

31,163,547

 

Net realized loss on investments

 

 

(3,817

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(3,817

)

Net unrealized appreciation (depreciation)
on investments

 

 

(219,443

)

 

 

(411,619

)

 

 

317

 

 

 

(78,090

)

 

 

(70,761

)

 

 

(779,596

)

Amortization of Net Loan Fees

 

 

47,085

 

 

 

27,355

 

 

 

 

 

 

 

 

 

22,423

 

 

 

96,863

 

Capitalized PIK interest

 

 

18,288

 

 

 

129,680

 

 

 

 

 

 

 

 

 

 

 

 

147,968

 

Accretion of interest income on Structured
Finance Securities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

465,548

 

 

 

465,548

 

Purchase of portfolio investments

 

 

1,286,400

 

 

 

 

 

 

 

 

 

 

 

 

377,737

 

 

 

1,664,137

 

Proceeds from principal payments on
   portfolio investments

 

 

(446,604

)

 

 

 

 

 

 

 

 

 

 

 

(1,000,000

)

 

 

(1,446,604

)

Sale or redemption of portfolio
   investments

 

 

(402,784

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(402,784

)

Proceeds from distributions received from
   portfolio investments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(714,819

)

 

 

(714,819

)

Amendment fees received

 

 

(5,993

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(5,993

)

Transfers from Level 3 to Level 2

 

 

 

 

 

(1,802,781

)

 

 

 

 

 

 

 

 

 

 

 

(1,802,781

)

Level 3 assets, June 30, 2025

 

$

14,902,473

 

 

$

7,193,497

 

 

$

36,080

 

 

$

454,593

 

 

$

5,795,026

 

 

$

28,381,669

 

 

The net unrealized depreciation reported in the Company’s consolidated statements of operations for the six months ended June 30, 2026 and 2025, attributable to the Company’s Level 3 assets still held at those respective period ends, was as follows:

 

 

Six Months Ended June 30,

 

 

2026

 

 

2025

 

Debt investments

 

$

(992,212

)

 

$

(646,472

)

Equity investments

 

 

173,471

 

 

 

(77,773

)

Structured Finance Securities

 

 

(1,849,700

)

 

 

(48,371

)

Net unrealized depreciation on investments held

 

$

(2,668,441

)

 

$

(772,616

)

Other Financial Assets and Liabilities

GAAP requires disclosure of the fair value of financial instruments for which it is practical to estimate such values. The Company believes that the carrying amounts of its other financial instruments, such as cash, cash equivalents, receivables and payables, approximate the fair value of such items due to the short maturity of such financial instruments. The Banc of California Credit

Facility, which was terminated on June 29, 2026, was a variable rate instrument and fair value approximated book value as of December 31, 2025.

The following tables present the fair value measurements of the Company’s debt and the level within the fair value hierarchy of the significant unobservable inputs used to determine such fair values as of June 30, 2026 and December 31, 2025:

 

 

June 30, 2026

 

Description

 

Level 1

 

 

Level 2

 

 

Level 3(1)

 

 

Total

 

Unsecured Note

 

$

 

 

$

 

 

$

14,869,178

 

 

$

14,869,178

 

Total debt, at fair value

 

$

 

 

$

 

 

$

14,869,178

 

 

$

14,869,178

 

 

 

December 31, 2025

 

Description

 

Level 1

 

 

Level 2

 

 

Level 3(1)

 

 

Total

 

Banc of California Credit Facility

 

$

 

 

$

 

 

$

2,650,000

 

 

$

2,650,000

 

Unsecured Note

 

 

 

 

 

 

 

 

14,811,558

 

 

 

14,811,558

 

Total debt, at fair value

 

$

 

 

$

 

 

$

17,461,558

 

 

$

17,461,558

 

 

(1)
For Level 3 measurements, fair value is estimated by discounting remaining payments using current market rates for similar instruments at the measurement date and considering such factors as the legal maturity date.

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

 

 

June 30, 2026

 

 

December 31, 2025

 

Description

 

Carrying Value(1)

 

 

Fair Value

 

 

Carrying Value(1)

 

 

Fair Value

 

Banc of California Credit Facility(2)

 

$

 

 

$

 

 

$

2,650,000

 

 

$

2,650,000

 

Unsecured Note

 

 

14,969,714

 

 

 

14,869,178

 

 

 

14,933,370

 

 

 

14,811,558

 

Total debt

 

$

14,969,714

 

 

$

14,869,178

 

 

$

17,583,370

 

 

$

17,461,558

 

 

(1)
Carrying value of the Unsecured Note is calculated as the outstanding principal amount less unamortized deferred debt issuance costs.
(2)
On June 29, 2026, the Company terminated the Banc of California Credit Facility.

The information presented should not be interpreted as an estimate of the fair value of the entire Company since fair value measurements are only required for a portion of the Company’s assets and liabilities. Due to the wide range of valuation techniques and the degree of subjectivity used in making the estimates, comparisons between the Company’s disclosures and those of other companies may not be meaningful.