v3.26.1
Debt
6 Months Ended
Jun. 30, 2026
Debt Disclosure [Abstract]  
Debt Debt
In accordance with the 1940 Act, the Company can borrow amounts such that its asset coverage, as defined in the 1940 Act, is at least 150% after such borrowings, subject to certain limitations.
The carrying values of borrowings outstanding under the debt facilities approximate fair value. As of June 30, 2026 and December 31, 2025, the asset coverage ratio was 217.7% and 217.8%, respectively.
For the three and six months ended June 30, 2026 and 2025 the components of interest expense were as follows:

(Amounts in thousands)Three Months Ended
June 30, 2026
Three Months Ended
June 30, 2025
Six Months
Ended
June 30,
2026
Six Months
Ended
June 30,
2025
Interest expense$34,021 $31,333 $65,332 $61,960 
Amortization of deferred financing costs1,836 1,787 3,635 3,570 
Interest rate swaps5,846 (5,084)10,232 (13,695)
Hedged items(6,270)4,569 (11,275)12,723 
Total interest expense$35,433 $32,605 $67,924 $64,558 
Average interest rate6.21 %6.73 %6.22 %6.77 %
Average daily borrowings$2,078,510 $1,705,966 $2,014,318 $1,707,548 
Credit Facilities

On June 17, 2022, Twin Brook Capital Funding XXXIII MSPV, LLC, as borrower (the “MSPV Borrower”), an indirect, wholly-owned subsidiary of the Company, entered into a new loan and servicing agreement (as amended, supplemented or otherwise modified from time to time, the “MSPV Credit Facility”). The MSPV Credit Facility is secured by the MSPV Borrower’s investments. The obligation of the lenders to make revolving commitments under the MSPV Credit Facility will terminate on June 17, 2027 (the “Reinvestment Period”) with a scheduled final maturity date of May 28, 2029. The revolving loans are subject to an interest rate, during the Reinvestment Period, of Term SOFR plus 2.20% per annum and thereafter, Term SOFR plus 2.70% per annum.

On December 13, 2022, Twin Brook Capital Funding XXXIII ASPV, LLC, as borrower (the “ASPV Borrower”), an indirect, wholly-owned subsidiary of the Company, entered into a new Loan, Security and Collateral Management Agreement (as amended, supplemented or otherwise modified from time to time, the “ASPV Credit Facility”). The ASPV Credit Facility is secured by the ASPV Borrower’s investments. The obligation of the lenders to make revolving commitments under the ASPV Credit Facility will terminate on October 2, 2028 (the “Reinvestment Period”) with a scheduled final maturity date of October 2, 2030. The revolving loans are subject to an interest rate of daily simple SOFR plus 1.90% per annum.
On November 17, 2023, the Company, as borrower, entered into a new Senior Secured Revolving Credit Agreement (as amended, supplemented or otherwise modified from time to time, the “SMBC Truist Credit Facility”), with the lenders and issuing banks party thereto and Truist Bank, as administrative agent. On February 19, 2026, the Company entered into an Agency Transfer Agreement with Truist Bank and Sumitomo Mitsui Banking Corporation (“SMBC”), where SMBC replaced Truist as Administrative Agent and Collateral Agent. The SMBC Truist Credit Facility is guaranteed by Twin Brook Capital Funding XXXIII, LLC (the “Guarantor”), a direct and wholly owned subsidiary of the Company, and will be guaranteed by certain domestic subsidiaries of the Company that are formed or acquired by the Company in the future. The termination date of the lenders’ obligation to make loans under the SMBC Truist Credit Facility is October 1, 2029 and the final scheduled maturity date is October 1, 2030. The revolving loans will be subject to an interest rate of, at the Company’s option, adjusted term SOFR plus 1.875% or the alternate base rate plus 0.875%. The SMBC Truist Credit Facility is secured by all assets of the Company and the Guarantor. The Company is subject to meet financial covenants under the SMBC Truist Credit Facility agreement and is in compliance with such covenants as of June 30, 2026.

Private Placement Notes - Series A

On March 19, 2024, the Company entered into a Note Purchase Agreement, governing the issuance of $90 million aggregate principal amount of 7.69% Series A Senior Notes, Tranche A, due March 19, 2027 (the “Tranche A Notes”) and $150 million aggregate principal amount of 7.78% Series A Senior Notes, Tranche B, due March 19, 2029 (the “Tranche B Notes”), to qualified institutional investors in a private placement. The Tranche A Notes and the Tranche B Notes bear interest at a rate equal to 7.69% per annum and 7.78% per annum, respectively. The Tranche A Notes and the Tranche B Notes are guaranteed by Twin Brook Capital Funding XXXIII, LLC, a subsidiary of the Company.

In connection with the Tranche A Notes and the Tranche B Notes, the Company entered into interest rate swaps to more closely align the interest rates of the Company’s liabilities with the investment portfolio, which consists of predominately floating rate loans. The Company designated this interest rate swap and the Tranche A Notes and the Tranche B Notes in a qualifying hedge accounting relationship.

Private Placement Notes - Series B

On October 15, 2024, the Company, entered into a First Supplement to the Master Note Purchase Agreement dated as of March 19, 2024 , governing the issuance of $400 million aggregate principal amount of Series B Notes consisting of (i) $85 million aggregate principal amount of 6.42% Series B Senior Notes, Tranche A, due October 15, 2028 (the “Series B Tranche A Notes”), (ii) $25 million aggregate principal amount of Series B Senior Notes, Tranche B, due October 15, 2029 to be issued at a floating rate (the “Series B Tranche B Notes”), and (iii) $290 million aggregate principal amount of 6.52% Series B Senior Notes, Tranche C, due October 15, 2029 (the “Series B Tranche C Notes,” collectively with the Series B Tranche A Notes and Series B Tranche B Notes, the “Series B Notes”), to qualified institutional investors in a private placement. The Series B Tranche B Notes bear interest at a floating interest rate equal to three-month SOFR plus 3.24% per annum. The Series B Notes are guaranteed by Twin Brook Capital Funding XXXIII, LLC, a subsidiary of the Company.

Private Placement Notes - Series C

On June 30, 2025, the Company entered into a Second Supplement to the Master Note Purchase Agreement dated as of March 19, 2024, governing the issuance of $100 million aggregate principal amount of Series C Notes consisting of (i) $25 million aggregate principal amount of 6.05% Series C Senior Notes, Tranche A, due June 30, 2028 (the “Series C Tranche A Notes”), and (ii) $75 million aggregate principal amount of 6.40% Series C Senior Notes, Tranche B, due June 30, 2030 (the “Series C Tranche B Notes,” together with the Tranche A Notes, the “Series C Notes”), to qualified institutional investors in a private placement. The Series C Tranche A Notes and the Series C Tranche B Notes bear interest at a rate equal to 6.05% per annum and 6.40% per annum, respectively. The Series C Notes are guaranteed by Twin Brook Capital Funding XXXIII, LLC, a subsidiary of the Company.

Private Placement Notes - Series D

On June 4, 2026, the Company entered into a Third Supplement to the Master Note Purchase Agreement dated as of March 19, 2024, governing the issuance of $225 million aggregate principal amount of Series D Notes consisting of (i) $50 million aggregate principal amount of 6.67% Series D Senior Notes, Tranche A, due June 4, 2029 (the “Series D Tranche
A Notes”), and (ii) $175 million aggregate principal amount of 7.03% Series D Senior Notes, Tranche B, due June 4, 2031 (the “Series D Tranche B Notes,” together with the Series D Tranche A Notes, the “Series D Notes”), to qualified institutional investors in a private placement. The Series D Tranche A Notes and the Series D Tranche B Notes bear interest at a rate equal to 6.67% per annum and 7.03% per annum, respectively. The Series D Notes are guaranteed by Twin Brook Capital Funding XXXIII, LLC, a subsidiary of the Company.

Debt Securitizations

On May 30, 2024, the Company completed an approximately $445.0 million term debt securitization (the “CLO Transaction”). Term debt securitizations are also known as collateralized loan obligations and are a form of secured financing incurred by a subsidiary of the Company, which is consolidated by the Company and subject to the Company’s overall asset coverage requirements. The secured notes issued in the CLO Transaction and the secured loan borrowed in the CLO Transaction were issued and incurred, as applicable, by Twin Brook CLO 2024-1 LLC (the “Issuer”), an indirect, wholly-owned, consolidated subsidiary of the Company, and are backed by a portfolio of collateral obligations consisting of middle market loans and participation interests in middle market loans as well as by other assets of the Issuer.

The following table presents information on the secured notes and equity interests in the CLO Transaction:

As of June 30, 2026
(Amounts in thousands)Principal OutstandingInterest RateCredit Rating
Class A Senior Secured Floating Rate Notes$161,000
SOFR + 1.90%
AAA(sf)
Class A-L Senior Secured Floating Rate Loans$100,000
SOFR + 1.90%
AAA(sf)
Class B Senior Secured Floating Rate Notes$45,000
SOFR + 2.30%
AA(sf)
Class C Senior Secured Floating Rate Notes$36,000
SOFR + 2.95%
A(sf)
Class D Senior Secured Floating Rate Notes$27,000
SOFR + 4.95%
BBB(sf)
Equity Interests1
$76,000NoneNot Rated
Total CLO Transaction$445,000
(1) Equity Interests were retained by the Company as of June 30, 2026.

The secured notes are scheduled to mature on July 20, 2036, unless redeemed by the Issuer, at the direction of the Adviser, serving as collateral manager, on any business day after July 20, 2026.

The Class A Notes, Class A-L Loans, Class B Notes, Class C Notes and Class D Notes (collectively, the “Secured Debt”) are the secured obligations of the Issuer and the Equity Interests are the unsecured obligations of Issuer. The Class A-L Loans may be exchanged by the lenders for Class A Notes at any time, subject to certain conditions under the indenture and related agreements. The indenture governing the CLO Transaction includes customary covenants and events of default.

As part of the CLO Transaction, a wholly owned subsidiary of the Company (the “Retention Holder”) sold and transferred certain middle market loans to the Issuer for the purchase price and other consideration set forth in a loan sale agreement and for future sales from the Retention Holder to the Issuer on an ongoing basis. Such loans constituted the initial portfolio of assets securing the Secured Debt. In connection with such sale and transfer, the Retention Holder made customary representations, warranties and covenants to the Issuer.

The Notes have not been, and will not be, registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities or “blue sky” laws and may not be offered or sold in the United States absent registration with the SEC or an applicable exemption from registration.

The Adviser serves as collateral manager to Issuer under a collateral management agreement and is entitled to receive fees for providing the services; however, the Adviser has waived its right to receive such fees but may rescind such waiver at any time.
Short-Term Debt

In order to finance certain investment transactions, the Company may, from time to time, enter into financing agreements, whereby the Company transfers to a third party an investment that it holds in exchange for cash for a period of time, generally not to exceed 180-days from the date it was transferred (each a “Short Term Financing Transaction”). At the expiration of the agreement, the Company returns the cash and interest to the third party and receives the original investment transferred.

As of June 30, 2026 and December 31, 2025, the Company did not have borrowings under Short-Term Financing Transactions.

Total debt consisted of the following as of June 30, 2026:
As of June 30, 2026
(Amounts in thousands)Maximum Principal Amount
Committed
Principal Amount Outstanding
Principal Amount Available(1)
Carrying Value(2)
Assets Pledged as Collateral(3)
Fair ValueFair Value Hierarchy
ASPV Credit Facility$500,000 $254,000 $229,348 $254,000 $731,610 $254,000 Level 3
MSPV Credit Facility500,000 390,000 110,000 390,000 881,286 390,000 Level 3
SMBC Truist Credit Facility975,000 306,000 631,023 306,000 2,625,399 306,000 Level 3
Series A Tranche A Notes90,000 90,000 — 90,000 — 90,266 Level 3
Series A Tranche B Notes150,000 150,000 — 149,411 — 150,590 Level 3
Series B Tranche A Notes85,000 85,000 — 84,661 — 83,824 Level 3
Series B Tranche B Notes25,000 25,000 — 25,000 — 24,999 Level 3
Series B Tranche C Notes290,000 290,000 — 288,496 — 284,354 Level 3
Series C Tranche A Notes25,000 25,000 — 23,834 — 24,854 Level 3
Series C Tranche B Notes75,000 75,000 — 74,757 — 74,402 Level 3
Series D Tranche A Notes50,000 50,000 — 49,944 — 50,000 Level 3
Series D Tranche B Notes175,000 175,000 — 175,109 — 175,000 Level 3
CLO Transaction369,000 369,000 — 369,000 447,354 369,000 Level 3
Total$3,309,000 $2,284,000 $970,371 $2,280,212 $4,685,649 $2,277,289 
(1)The amount available reflects any limitations related to the facilities borrowing bases.
(2)Carrying value is inclusive of adjustments for the change in fair value of the effective hedge relationship, if applicable.
(3)Fair market value of the assets held as collateral in the respective credit facility.

Total debt consisted of the following as of December 31, 2025:
As of December 31, 2025
(Amounts in thousands)Maximum Principal Amount
Committed
Principal Amount Outstanding
Principal Amount Available(1)
Carrying Value
Assets Pledged as Collateral(2)
Fair ValueFair Value Hierarchy
ASPV Credit Facility$500,000 $272,600 $59,321 $272,600 $494,373 $272,600 Level 3
MSPV Credit Facility500,000 386,400 57,296 386,400 684,938 386,400 Level 3
Truist Credit Facility975,000 256,500 661,179 256,500 2,550,658 256,500 Level 3
Series A Tranche A Notes90,000 90,000 — 90,406 — 90,965 Level 3
Series A Tranche B Notes150,000 150,000 — 151,856 — 153,212 Level 3
Series B Tranche A Notes85,000 85,000 — 86,045 — 84,981 Level 3
Series B Tranche B Notes25,000 25,000 — 25,000 — 24,999 Level 3
Series B Tranche C Notes290,000 290,000 — 293,911 — 289,100 Level 3
Series C Tranche A Notes25,000 25,000 — 25,178 — 25,190 Level 3
Series C Tranche B Notes75,000 75,000 — 75,092 — 75,786 Level 3
CLO Transaction369,000 369,000 — 369,000 444,085 369,000 Level 3
Total$3,084,000 $2,024,500 $777,796 $2,031,988 $4,174,054 $2,028,733 
(1)The amount available reflects any limitations related to the facilities borrowing bases.
(2)Fair market value of the assets held as collateral in the respective credit facility.

Average debt outstanding and weighted average interest rates of outstanding debt for the three and six months ended June 30, 2026 and 2025 were as follows:
Three Months Ended June 30, 2026Three Months Ended June 30, 2025
Weighted Average Interest RateAverage Debt Outstanding (in thousands)Weighted Average Interest RateAverage Debt Outstanding (in thousands)
ASPV Credit Facility5.53%$254,000 6.72%$295,252 
MSPV Credit Facility5.85%$402,204 6.41%$361,976 
SMBC Truist Credit Facility5.52%$246,548 7.09%$38,640 
Series A Tranche A Notes(1)
7.69%$90,000 7.69%$90,000 
Series A Tranche B Notes(1)
7.78%$150,000 7.78%$150,000 
Series B Tranche A Notes(1)
6.42%$85,000 6.42%$85,000 
Series B Tranche B Notes6.95%$25,000 7.59%$25,000 
Series B Tranche C Notes(1)
6.52%$290,000 6.52%$290,000 
 Series C Tranche A Notes(1)
6.05%$25,000 6.05%$275 
 Series C Tranche B Notes(1)
6.40%$75,000 6.40%$824 
 Series D Tranche A Notes(1)
6.67%$14,835 —%$— 
Series D Tranche B Notes(1)
7.03%$51,923 —%$— 
CLO Transaction5.95%$369,000 6.55%$369,000 
 Total Weighted Average 6.21%$2,078,510 6.73%$1,705,967 
(1) The Company has entered into fixed to floating interest rate swaps to more closely align the interest rates of such fixed rate notes with the Company’s investment portfolio, which consists primarily of floating rate loans. See “Note 7. Derivatives” for additional information.

Six Months Ended June 30, 2026Six Months Ended June 30, 2025
Weighted Average Interest RateAverage Debt Outstanding (in thousands)Weighted Average Interest RateAverage Debt Outstanding (in thousands)
ASPV Credit Facility5.55%$258,419 6.73%$296,762 
MSPV Credit Facility5.86%$400,510 6.45%$336,326 
SMBC Truist Credit Facility5.56%$212,825 6.76%$64,907 
Series A Tranche A Notes7.69%$90,000 7.69%$90,000 
Series A Tranche B Notes7.78%$150,000 7.78%$150,000 
Series B Tranche A Notes6.42%$85,000 6.42%$85,000 
Series B Tranche B Notes6.95%$25,000 7.59%$25,000 
Series B Tranche C Notes6.52%$290,000 6.52%$290,000 
Series C Tranche A Notes6.05%$25,000 6.05%$138 
Series C Tranche B Notes6.40%$75,000 6.40%$414 
Series D Tranche A Notes6.67%$7,459 —%$— 
Series D Tranche B Notes7.03%$26,105 —%$— 
CLO Transaction5.97%$369,000 6.67%$369,000 
Total Weighted Average6.22%$2,014,318 6.77%$1,707,547