v3.26.1
DEBT
6 Months Ended
Jun. 30, 2026
Debt Disclosure [Abstract]  
DEBT

(6) DEBT

The Company’s outstanding debt obligations were as follows:

 

June 30, 2026

 

 

December 31, 2025

 

 

Aggregate
Principal
Committed

 

 

Outstanding
Principal

 

 

Unused
Portion

 

 

Aggregate
Principal
Committed

 

 

Outstanding
Principal

 

 

Unused
Portion

 

ING Facility(1)

$

1,350,000

 

 

$

14,552

 

 

$

1,334,835

 

 

$

1,350,000

 

 

$

254,537

 

 

$

1,094,850

 

Wells Funding Facility

 

900,000

 

 

 

431,250

 

 

 

468,750

 

 

 

900,000

 

 

 

497,250

 

 

 

402,750

 

CBNA Funding Facility

 

375,000

 

 

 

225,000

 

 

 

150,000

 

 

 

375,000

 

 

 

225,000

 

 

 

150,000

 

JPM Funding Facility

 

1,200,000

 

 

 

838,072

 

 

 

361,928

 

 

 

1,200,000

 

 

 

744,073

 

 

 

455,927

 

Series A 2028 Notes(2)

 

146,000

 

 

 

146,000

 

 

 

 

 

 

146,000

 

 

 

146,000

 

 

 

 

Series B 2026 Notes(3)

 

 

 

 

 

 

 

 

 

 

107,000

 

 

 

107,000

 

 

 

 

Series B 2028 Notes(3)

 

128,000

 

 

 

128,000

 

 

 

 

 

 

128,000

 

 

 

128,000

 

 

 

 

Series C 2027 Notes(4)

 

136,500

 

 

 

136,500

 

 

 

 

 

 

136,500

 

 

 

136,500

 

 

 

 

Series C 2029 Notes(4)

 

163,500

 

 

 

163,500

 

 

 

 

 

 

163,500

 

 

 

163,500

 

 

 

 

Series D 2027 Notes(5)

 

100,000

 

 

 

100,000

 

 

 

 

 

 

100,000

 

 

 

100,000

 

 

 

 

Series D 2029 Notes(5)

 

200,000

 

 

 

200,000

 

 

 

 

 

 

200,000

 

 

 

200,000

 

 

 

 

2030 Notes(6)

 

300,000

 

 

 

300,000

 

 

 

 

 

 

300,000

 

 

 

300,000

 

 

 

 

2028 Notes(7)

 

300,000

 

 

 

300,000

 

 

 

 

 

 

300,000

 

 

 

300,000

 

 

 

 

Total

$

5,299,000

 

 

$

2,982,874

 

 

$

2,315,513

 

 

$

5,406,000

 

 

$

3,301,860

 

 

$

2,103,527

 

 

(1)
As of June 30, 2026 and December 31, 2025, letters of credit of $613 and $613, respectively, were outstanding, which reduced the unused availability under the ING Facility by the same amount. Under the ING Facility, the Company may borrow in U.S. dollars or certain other permitted currencies. As of June 30, 2026 and December 31, 2025, the Company had borrowings denominated in Euros (EUR) of 6,598 and 12,216. As of June 30, 2026 and December 31, 2025, the Company had borrowings denominated in Canadian dollars (CAD) of 5,800 and 5,800, respectively. As of June 30, 2026 and December 31, 2025, the Company had borrowings denominated in British Pound (GBP) of 2,200 and 2,200, respectively.
(2)
The carrying value of the Company’s Series A 2028 Notes was presented on the Consolidated Statements of Financial Condition net of unamortized debt issuance costs of $541, as of June 30, 2026 and $849, as of December 31, 2025.
(3)
The carrying value of the Company’s Series B 2026 Notes and Series B 2028 Notes was presented on the Consolidated Statements of Financial Condition net of unamortized debt issuance costs of $0 and $626, respectively, as of June 30, 2026 and $255 and $773, respectively, as of December 31, 2025.
(4)
The carrying value of the Company’s Series C 2027 Notes and Series C 2029 Notes was presented on the Consolidated Statements of Financial Condition net of unamortized debt issuance costs of $307 and $919, respectively, as of June 30, 2026 and $534 and $1,075, respectively, as of December 31, 2025.
(5)
The carrying value of the Company’s Series D 2027 Notes and Series D 2029 Notes was presented on the Consolidated Statements of Financial Condition net of unamortized debt issuance costs of $430 and $1,424, respectively, as of June 30, 2026 and $610 and $1,651, respectively, as of December 31, 2025.
(6)
The carrying value of the Company’s 2030 Notes was presented net of unamortized debt issuance cost of $2,714, as of June 30, 2026, and $3,080 as of December 31, 2025. The carrying value of the Company’s 2030 Notes was presented net of unamortized original issue discount of $1,830, as of June 30, 2026, and $2,083 as of December 31, 2025.
(7)
The carrying value of the Company’s 2028 Notes (as defined below) was presented net of unamortized debt issuance costs and unamortized original issue discount of $2,850, and $1,579, respectively, as of June 30, 2026 and $3,488 and $1,930, respectively, as of December 31, 2025.

 

 

 

For the Three Months Ended

 

 

For the Six Months Ended

 

 

June 30, 2026

 

 

June 30, 2025

 

 

June 30, 2026

 

 

June 30, 2025

 

Combined weighted average interest rate (1)

 

6.33

%

 

 

7.17

%

 

 

6.35

%

 

 

7.21

%

Combined weighted average effective interest rate(2)

 

6.82

%

 

 

7.58

%

 

 

6.83

%

 

 

7.63

%

Combined weighted average debt outstanding

$

3,163,437

 

 

$

3,009,543

 

 

$

3,206,159

 

 

$

2,977,479

 

 

(1)
Excludes unused commitment fees, amortization of financing costs, accretion of original issue discount and net change in unrealized (appreciation) depreciation on effective interest rate swaps and hedged items.
(2)
Excludes unused commitment fees.

As of June 30, 2026 and December 31, 2025, the Company was in compliance with all covenants and other requirements of each of the credit facilities, debt securitizations and each of the respective unsecured notes.

 

ING Facility

On February 1, 2022, the Company initially entered into a senior secured revolving credit agreement (as amended, restated, supplemented or otherwise modified from time to time, the “ING Facility”) with the Company, as borrower, ING Capital LLC (“ING”), as administrative agent, Sumitomo Mitsui Banking Corporation, MUFG Union Bank, N.A., and Truist Securities, Inc. as joint lead arrangers, and the lenders from time to time party thereto. Pursuant to the ING Facility, the lenders have agreed to extend credit to the Company in an aggregate principal amount of up to $1,350,000, subject to availability under a borrowing base, which is based on the Company’s portfolio investments and other outstanding indebtedness. Maximum capacity under the ING Facility may be increased to $2,025,000 through the exercise by the Company of an uncommitted accordion feature through which existing and new lenders may, at their option, agree to provide additional financing. The availability period of the ING Facility will terminate on May 7, 2030 and will mature on May 7, 2031.

The Company may borrow amounts in U.S. dollars or certain other permitted currencies. Borrowings under the ING Facility bear interest at a per annum rate equal to, (x) for loans for which the Company elects the base rate option, the “alternate base rate” (which is the highest of (a) the prime rate as publicly announced by The Wall Street Journal, (b) the sum of (i) the weighted average of the rates on overnight federal funds transactions, as published by the Federal Reserve Bank of New York plus (ii) 0.5%, and (c) one month Secured Overnight Financing Rate (“SOFR”) plus 1% per annum) plus 0.875%, and (y) for loans for which the Company elects the SOFR option, the applicable SOFR rate for the related interest period for such borrowing plus 1.875% per annum. The Company pays an unused fee of 0.375% per annum on the daily unused amount of the revolver commitments.

The summary information of the ING Facility is as follows:

 

 

For the Three Months Ended

 

 

For the Six Months Ended

 

 

June 30, 2026

 

 

June 30, 2025

 

 

June 30, 2026

 

 

June 30, 2025

 

Borrowing interest expense

$

228

 

 

$

3,906

 

 

$

2,012

 

 

$

7,435

 

Facility unused commitment fees

 

1,260

 

 

 

1,046

 

 

 

2,404

 

 

 

2,100

 

Amortization of deferred financing costs

 

568

 

 

 

524

 

 

 

1,093

 

 

 

1,040

 

Total

$

2,056

 

 

$

5,476

 

 

$

5,509

 

 

$

10,575

 

Weighted average interest rate

 

4.71

%

 

 

6.21

%

 

 

5.43

%

 

 

6.23

%

Weighted average effective interest rate

 

16.56

%

 

 

7.05

%

 

 

8.37

%

 

 

7.10

%

Weighted average outstanding balance

$

19,015

 

 

$

248,659

 

 

$

73,759

 

 

$

237,539

 

 

Wells Funding Facility

On June 29, 2022, the Company initially entered into (i) a contribution agreement (the “Wells Contribution Agreement”) with Financing SPV, pursuant to which the Company contributed to Financing SPV certain loans it has originated or acquired, or will originate or acquire (the “Loans”) from time to time, (ii) a loan and servicing agreement (as amended, restated, supplemented or otherwise modified from time to time, the “Loan and Servicing Agreement” and, together with the Wells Contribution Agreement, the “Wells Agreements”) with Financing SPV, as the borrower, Wells Fargo Bank, National Association (“Wells”), as the administrative agent and swingline lender, the Company, as the equityholder and as the servicer, and State Street Bank and Trust Company, as collateral agent and as collateral custodian, pursuant to which Wells has agreed to extend credit to Financing SPV in an aggregate principal amount up to $900,000 at any one time outstanding (the “Wells Funding Facility”) and (iii) various supporting documentation, including an account control agreement.

The obligations of Financing SPV under the Wells Funding Facility are secured by all of the assets held by Financing SPV, including the Loans contributed or transferred by the Company to Financing SPV. The Wells Funding Facility is a revolving funding facility with a reinvestment period ending September 12, 2028 and a final maturity date of September 12, 2030. Subject to certain conditions, the reinvestment period and final maturity are both subject to a one-year extension. Advances under the Wells Funding Facility are available in US dollars, pound sterling, Euros or Canadian dollars, or Australian dollars, and subject to certain exceptions, the interest charged on the Wells Funding Facility is based on Daily Simple SOFR (Dollar), SONIA (GBP), EURIBOR (Euros), CORRA (Canadian dollars), BBSY (Australian dollars) or as applicable (or, if any such reference rate is not available, a benchmark replacement or a “base rate” (which is the greater of a prime rate and the federal funds rate plus 1.50%), as applicable), plus a margin equal to 1.90%. SONIA, EURIBOR, CORRA and BBSY are subject to a floor of zero. Under the Wells Agreements, the Company and Financing SPV, as applicable, have made representations and warranties regarding the Loans, as well as their businesses, and are required to comply with various covenants, servicing procedures, limitations on disposition of Loans, reporting requirements and other customary requirements for similar revolving funding facilities. The Loan and Servicing Agreement includes usual and customary events of default for revolving funding facilities of this nature, including allowing Wells, upon a default, to accelerate and foreclose on the Loans and to pursue the rights under the Loans directly with the obligors thereof.

The summary information of the Wells Funding Facility is as follows:

 

 

For the Three Months Ended

 

 

For the Six Months Ended

 

 

June 30, 2026

 

 

June 30, 2025

 

 

June 30, 2026

 

 

June 30, 2025

 

Borrowing interest expense

$

6,996

 

 

$

6,332

 

 

$

14,532

 

 

$

12,612

 

Facility unused commitment fees

 

828

 

 

 

1,379

 

 

 

1,455

 

 

 

2,743

 

Amortization of deferred financing costs

 

584

 

 

 

534

 

 

 

1,154

 

 

 

1,049

 

Total

$

8,408

 

 

$

8,245

 

 

$

17,141

 

 

$

16,404

 

Weighted average interest rate

 

5.52

%

 

 

6.57

%

 

 

5.54

%

 

 

6.58

%

Weighted average effective interest rate

 

5.98

%

 

 

7.12

%

 

 

5.98

%

 

 

7.13

%

Weighted average outstanding balance

$

501,723

 

 

$

381,250

 

 

$

521,637

 

 

$

381,250

 

 

CBNA Funding Facility

On September 12, 2023, the Company entered into (i) a contribution agreement (the “CBNA Contribution Agreement”) with Financing II SPV, pursuant to which the Company will contribute to Financing II SPV certain loans it has originated or acquired, or will originate or acquire (the “Loans”) from time to time, (ii) a loan and security agreement (the “Loan and Security Agreement” and, together with the CBNA Contribution Agreement, the “CBNA Agreements”) with Financing II SPV, as the borrower, Citizens Bank, N.A. (“CBNA”), as the facility agent, the lenders party thereto (collectively, the “Lenders”), the Company, as the servicer, as the equityholder and as the transferor, and State Street Bank and Trust Company, as collateral agent, as account bank and as collateral custodian, pursuant to which the Lenders have agreed to extend credit to Financing II SPV in an aggregate principal amount of up to $375,000 at any one time outstanding (which aggregate amounts may be increased to a maximum of $750,000, subject to certain conditions set forth in the Loan and Security Agreement) (the “CBNA Funding Facility”) and (iii) various supporting documentation, including an account control agreement.

The obligations of Financing II SPV under the CBNA Funding Facility are secured by all of the assets held by Financing II SPV, including the Loans contributed or transferred by the Company to Financing II SPV. The CBNA Funding Facility is a revolving funding facility with a reinvestment period ending July 10, 2027 and a final maturity date of July 10, 2029. Advances under the CBNA Funding Facility are available in US dollars, and subject to certain exceptions, the interest charged on the CBNA Funding Facility is based on Term SOFR (or, if such reference rate is not available, a benchmark replacement or a “base rate” (which is the greatest of the Daily SOFR Rate, a prime rate, and the federal funds rate plus 0.50%), as applicable), plus a margin equal to (i) 2.25% during the reinvestment period or (ii) 2.90% after the reinvestment period. Term SOFR is subject to a floor of zero. Under the CBNA Agreements, the Company and Financing II SPV, as applicable, have made representations and warranties regarding the Loans, as well as their businesses, and are required to comply with various covenants, servicing procedures, limitations on disposition of Loans, reporting requirements and other customary requirements for similar revolving funding facilities. The Loan and Security Agreement includes usual and customary events of default for revolving funding facilities of this nature, including allowing CBNA, upon a default, to accelerate and foreclose on the Loans and to pursue the rights under the Loans directly with the obligors thereof.

The summary information of the CBNA Funding Facility is as follows:

 

 

For the Three Months Ended

 

 

For the Six Months Ended

 

 

June 30, 2026

 

 

June 30, 2025

 

 

June 30, 2026

 

 

June 30, 2025

 

Borrowing interest expense

$

3,347

 

 

$

2,493

 

 

$

6,682

 

 

$

4,865

 

Facility unused commitment fees

 

190

 

 

 

284

 

 

 

377

 

 

 

572

 

Amortization of deferred financing costs

 

271

 

 

 

276

 

 

 

538

 

 

 

546

 

Total

$

3,808

 

 

$

3,053

 

 

$

7,597

 

 

$

5,983

 

Weighted average interest rate

 

5.90

%

 

 

6.57

%

 

 

5.91

%

 

 

6.57

%

Weighted average effective interest rate

 

6.37

%

 

 

7.30

%

 

 

6.39

%

 

 

7.31

%

Weighted average outstanding balance

$

225,000

 

 

$

150,000

 

 

$

225,000

 

 

$

147,203

 

 

JPM Funding Facility

On July 15, 2024, following the consummation of the SLIC Acquisition, the Company became party to and assumed SLIC’s obligations under the Amended and Restated Loan and Security Agreement, initially dated as of November 24, 2021 (as amended, the “JPM Funding Facility”), among SLIC Financing SPV, the Company, as successor by merger to SLIC, as parent and servicer, U.S. Bank National Association, as collateral agent, collateral administrator and securities intermediary, JP Morgan Chase Bank, N.A., as administrative agent (“JPM”), the lenders party thereto, and the issuing banks party thereto. Pursuant to the JPM Funding Facility, JPM has agreed to extend credit to SLIC Financing SPV in an aggregate principal amount, as of June 30, 2026, of up to $1,200,000 at any one time outstanding.

The JPM Funding Facility is a revolving funding facility with a reinvestment period ending September 15, 2028 (or upon the occurrence of certain events as specified therein) and a final maturity date of September 15, 2030. Advances under the JPM Funding Facility are available in U.S. dollars and other permitted currencies. As of June 30, 2026, the interest charged on the JPM Funding Facility is based on SOFR (or, if SOFR is not available, a benchmark replacement or a “base rate” (which is the greater of a prime rate and the federal funds rate plus 0.50%), as applicable), Daily Simple RFR, EURIBOR, Adjusted Term CORRA, or the AUD Screen Rate, as applicable, plus a margin of 1.90%, as set forth in the JPM Funding Facility.

The summary information of the JPM Funding Facility is as follows:

 

 

For the Three Months Ended

 

 

For the Six Months Ended

 

 

June 30, 2026

 

 

June 30, 2025

 

 

June 30, 2026

 

 

June 30, 2025

 

Borrowing interest expense

$

12,631

 

 

$

12,304

 

 

$

23,377

 

 

$

23,911

 

Facility unused commitment fees

 

585

 

 

 

874

 

 

 

1,387

 

 

 

1,796

 

Amortization of deferred financing costs

 

627

 

 

 

630

 

 

 

1,247

 

 

 

1,253

 

Total

$

13,843

 

 

$

13,808

 

 

$

26,011

 

 

$

26,960

 

Weighted average interest rate

 

5.57

%

 

 

6.54

%

 

 

5.57

%

 

 

6.55

%

Weighted average effective interest rate

 

5.85

%

 

 

6.87

%

 

 

5.87

%

 

 

6.89

%

Weighted average outstanding balance

$

896,666

 

 

$

744,633

 

 

$

834,913

 

 

$

726,487

 

 

 

The Series A 2026 Notes and the Series A 2028 Notes

On March 16, 2023, the Company entered into a Master Note Purchase Agreement (the “March 2023 NPA”) governing the issuance of (i) $204,000 in aggregate principal amount of Series A Senior Notes, Tranche A, due March 16, 2026 (the “Series A 2026 Notes”) and (ii) $146,000 in aggregate principal amount of Series A Senior Notes, Tranche B, due March 16, 2028 (the “Series A 2028 Notes” and, together with the Series A 2026 Notes, the “Series A Notes”) to certain qualified institutional investors in a private placement.

The Series A Notes were delivered and paid for on March 16, 2023, subject to certain customary closing conditions. The Series A 2026 Notes had a fixed interest rate of 8.10% per year. The Series A 2028 Notes have a fixed interest rate of 8.13% per year and will mature on March 16, 2028 unless redeemed, purchased or prepaid prior to such date by the Company in accordance with the terms of the March 2023 NPA. Interest on the Series A Notes is due semiannually in March and September of each year. Subject to the terms of the March 2023 NPA, the Company may redeem the Series A 2028 Notes in whole or in part at any time or from time to time at the Company’s option at par plus accrued interest to the prepayment date and, if redeemed on or before December 16, 2027, a make-whole premium. The Company’s obligations under the March 2023 NPA are general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by the Company.

In connection with the Series A Notes, the Company entered into interest rate swaps to more closely align the interest rates of the Company’s liabilities with the Company’s investment portfolio, which consists of predominately floating rate loans. Under the interest rate swap agreement related to the Series A 2026 Notes, the Company received a fixed interest rate of 8.10% per annum and paid a floating interest rate of SOFR + 6.96% per annum on $204,000 notional amount of the Series A 2026 Notes. Under the interest rate swap agreement related to the Series A 2028 Notes, the Company receives a fixed interest rate of 8.13% per annum and pays a floating interest rate of SOFR + 4.88% per annum on $146,000 notional amount of the Series A 2028 Notes. The interest rate swaps related to the Series A 2026 Notes and Series A 2028 Notes mature on March 16, 2026 and March 16, 2028, respectively. The interest expense related to the Series A Notes is equally offset by the proceeds received from the interest rate swaps. The swap adjusted interest expense is included as a component of interest expense on the Company's Consolidated Statements of Operations. As of June 30, 2026, the interest rate swaps had a fair value of $0 and $(2,098), respectively, related to the Series A 2026 Notes and Series A 2028 Notes. Based on the fair value measurement hierarchy, the swaps are classified as Level 3 investments. Depending on the nature of the balance at period end, the fair value of the interest rate swaps are either included as a component of "accrued expenses and other liabilities" or "prepaid expenses and other assets" on the Company's Consolidated Statements of Financial Condition. The change in fair value of the interest rate swaps is offset by the change in fair value of the Series A 2028 Notes, with the remaining difference included as a component of interest expense on the Consolidated Statements of Operations. The Company designated the interest rate swap on the Series A 2028 Notes as the hedging instrument in a qualifying hedge accounting relationship.

The Series A 2026 Notes were redeemed in full by the Company pursuant to the March 2023 NPA on December 17, 2025. The interest rate swap in relation to the Series A 2026 Notes was terminated in conjunction with the repayment of the Series A 2026 Notes.

 

The summary information of the Series A 2026 Notes is as follows:

 

 

For the Three Months Ended

 

 

For the Six Months Ended

 

 

June 30, 2026

 

 

June 30, 2025

 

 

June 30, 2026

 

 

June 30, 2025

 

Borrowing interest expense

$

 

 

$

4,388

 

 

$

 

 

$

8,856

 

Amortization of debt issuance costs

 

-

 

 

 

184

 

 

 

-

 

 

 

366

 

Net change in unrealized (appreciation) depreciation on effective interest rate swaps and hedged items

 

 

 

 

 

 

 

 

 

 

(30

)

Total

$

 

 

$

4,572

 

 

$

 

 

$

9,192

 

Stated interest rate

 

%

 

 

8.10

%

 

 

%

 

 

8.10

%

Weighted average effective interest rate

 

%

 

 

8.96

%

 

 

%

 

 

9.04

%

 

The summary information of the Series A 2028 Notes is as follows:

 

 

For the Three Months Ended

 

 

For the Six Months Ended

 

 

June 30, 2026

 

 

June 30, 2025

 

 

June 30, 2026

 

 

June 30, 2025

 

Borrowing interest expense

$

3,157

 

 

$

3,141

 

 

$

6,274

 

 

$

6,346

 

Amortization of debt issuance costs

 

79

 

 

 

79

 

 

 

308

 

 

 

157

 

Net change in unrealized (appreciation) depreciation on effective interest rate swaps and hedged items

 

18

 

 

 

15

 

 

 

(43

)

 

 

10

 

Total

$

3,254

 

 

$

3,235

 

 

$

6,539

 

 

$

6,513

 

Stated interest rate

 

8.13

%

 

 

8.13

%

 

 

8.13

%

 

 

8.13

%

Weighted average effective interest rate

 

8.91

%

 

 

8.82

%

 

 

8.96

%

 

 

8.91

%

 

The Series B 2026 Notes and the Series B 2028 Notes

On August 10, 2023, the Company entered into a Master Note Purchase Agreement (the “August 2023 NPA”) governing the issuance of $107,000 in aggregate principal amount of Series B Senior Notes, Tranche A, due August 10, 2026 (the “Series B 2026 Notes”) and the issuance of $128,000 in aggregate principal amount of Series B Senior Notes, Tranche B, due August 10, 2028 (the “Series B 2028 Notes” and, together with the Series B 2026 Notes, collectively, the “Series B Notes”) to certain qualified institutional investors in a private placement. The Series B Notes were delivered and paid for on August 10, 2023, subject to certain customary closing conditions.

The Series B 2026 Notes had a fixed interest rate of 8.84% per year and the Series B 2028 Notes have a fixed interest rate of 8.88% per year, subject to a step up to the extent a Below Investment Grade Event (as defined in the August 2023 NPA) or a Secured Debt Ratio Event (as defined in the August 2023 NPA) occurs. The Series B 2026 Notes would have matured on August 10, 2026 and the Series B 2028 Notes will mature on August 10, 2028, unless redeemed, purchased or prepaid prior to such date by the Company in accordance with the terms of the August 2023 NPA. Interest on the Series B Notes is due semiannually in March and September of each year, beginning in March 2024. In addition, the Company is obligated to offer to repay the Series B Notes at par (plus accrued and unpaid interest to, but not including, the date of prepayment) if certain change in control events occur. Subject to the terms of the August 2023 NPA, the Company may redeem the Series B Notes in whole or in part at any time or from time to time at the Company’s option at par plus accrued interest to the prepayment date and, if the Series B 2026 Notes would have been redeemed on or before May 10, 2026 or the Series B 2028 Notes are redeemed on or before May 10, 2028, a make-whole premium.

In connection with the Series B Notes, the Company entered into interest rate swaps to more closely align the interest rates of the Company’s liabilities with the Company’s investment portfolio, which consists of predominately floating rate loans. Under the interest rate swap agreement related to the Series B 2026 Notes, the Company received a fixed interest rate of 8.84% per annum and paid a floating interest rate of SOFR + 6.12% per annum on $107,000 notional amount of the Series B 2026 Notes. Under the interest rate swap agreement related to the Series B 2028 Notes, the Company receives a fixed interest rate of 8.88% per annum and pays a floating interest rate of SOFR + 5.56% per annum on $128,000 notional amount of the Series B 2028 Notes. The interest rate swaps related to the Series B 2026 Notes and Series B 2028 Notes mature on August 10, 2026 and August 10, 2028, respectively. The interest expense related to the Series B Notes is equally offset by the proceeds received from the interest rate swaps. The swap adjusted interest expense is included as a component of interest expense on the Company's Consolidated Statements of Operations. As of June 30, 2026, the interest rate swaps had a fair value of $(2,073), related to the Series B 2028 Notes. Based on the fair value measurement hierarchy, the swaps are classified as Level 3 investments. Depending on the nature of the balance at period end, the fair value of the interest rate swaps are either included as a component of "accrued expenses and other liabilities" or "prepaid expenses and other assets" on the Company's Consolidated Statements of Financial Condition. The change in fair value of the interest rate swaps is offset by the change in fair value of the Series B 2028 Notes, with the remaining difference included as a component of interest expense on the Consolidated Statements of Operations. The Company designated each interest rate swap as the hedging instrument in a qualifying hedge accounting relationship. The change in fair value of the interest rate swap on the Series B 2026 Notes is included as a component of interest expense and other financing on the Consolidated Statements of Operations. The interest rate swap on the Series B 2026 Notes does not qualify for hedge accounting treatment.

The Series B 2026 Notes were redeemed in full by the Company pursuant to the August 2023 NPA on May 11, 2026 at par plus accrued and unpaid interest to, but not including, the date of prepayment. The interest rate swap in relation to the Series B 2026 Notes was terminated in conjunction with the repayment of the Series B 2026 Notes.

 

 

The summary information of the Series B 2026 Notes is as follows:

 

 

For the Three Months Ended

 

 

For the Six Months Ended

 

 

June 30, 2026

 

 

June 30, 2025

 

 

June 30, 2026

 

 

June 30, 2025

 

Borrowing interest expense

$

1,051

 

 

$

2,491

 

 

$

3,416

 

 

$

5,016

 

Amortization of debt issuance costs

 

152

 

 

 

103

 

 

 

255

 

 

 

203

 

Net change in unrealized (appreciation) depreciation on effective interest rate swaps and hedged items

 

131

 

 

 

1

 

 

 

366

 

 

 

(13

)

Total

$

1,334

 

 

$

2,595

 

 

$

4,037

 

 

$

5,206

 

Stated interest rate

 

8.84

%

 

 

8.84

%

 

 

8.84

%

 

 

8.84

%

Weighted average effective interest rate

 

11.22

%

 

 

9.69

%

 

 

10.45

%

 

 

9.75

%

 

The summary information of the Series B 2028 Notes is as follows:

 

 

For the Three Months Ended

 

 

For the Six Months Ended

 

 

June 30, 2026

 

 

June 30, 2025

 

 

June 30, 2026

 

 

June 30, 2025

 

Borrowing interest expense

$

2,987

 

 

$

2,993

 

 

$

5,938

 

 

$

6,044

 

Amortization of debt issuance costs

 

74

 

 

 

73

 

 

 

147

 

 

 

145

 

Net change in unrealized (appreciation) depreciation on effective interest rate swaps and hedged items

 

8

 

 

 

17

 

 

 

-48

 

 

 

14

 

Total

$

3,069

 

 

$

3,083

 

 

$

6,037

 

 

$

6,203

 

Stated interest rate

 

8.88

%

 

 

8.88

%

 

 

8.88

%

 

 

8.88

%

Weighted average effective interest rate

 

9.59

%

 

 

9.58

%

 

 

9.43

%

 

 

9.67

%

 

The Series C 2027 Notes and the Series C 2029 Notes

On December 1, 2023, the Company entered into the First Supplement, dated as of December 1, 2023 (the “First Supplement”), to the August 2023 NPA (as supplemented by the First Supplement, the “December 2023 NPA”) governing the issuance of $136,500 in aggregate principal amount of Series C Senior Notes, Tranche A, due March 1, 2027 (the “Series C 2027 Notes”) and the issuance of $163,500 in aggregate principal amount of Series C Senior Notes, Tranche B, due March 1, 2029 (the “Series C 2029 Notes” and, together with the Series C 2027 Notes, collectively, the “Series C Notes”) to certain qualified institutional investors in a private placement. The Series C Notes were delivered and paid for on December 1, 2023, subject to certain customary closing conditions.

The Series C 2027 Notes have a fixed interest rate of 8.92% per year and the Series C 2029 Notes have a fixed interest rate of 9.07% per year, subject to a step up to the extent a Below Investment Grade Event (as defined in the December 2023 NPA) or a Secured Debt Ratio Event (as defined in the December 2023 NPA) occurs. The Series C 2027 Notes will mature on March 1, 2027 and the Series C 2029 Notes will mature on March 1, 2029, unless redeemed, purchased or prepaid prior to such date by the Company in accordance with the terms of the December 2023 NPA. Interest on the Series C Notes is due semiannually in March and September of each year, beginning in March 2024. In addition, the Company is obligated to offer to repay the Series C Notes at par (plus accrued and unpaid interest to, but not including, the date of prepayment) if certain change in control events occur. Subject to the terms of the December 2023 NPA, the Company may redeem the Series C Notes in whole or in part at any time or from time to time at the Company’s option at par plus accrued interest to the prepayment date and, if the Series C 2027 Notes are redeemed on or before December 1, 2026 or the Series C 2029 Notes are redeemed on or before December 1, 2028, a make-whole premium.

In connection with the Series C Notes, the Company entered into interest rate swaps to more closely align the interest rates of the Company’s liabilities with the Company’s investment portfolio, which consists of predominately floating rate loans. Under the interest rate swap agreement related to the Series C 2027 Notes, the Company receives a fixed interest rate of 8.92% per annum and pays a floating interest rate of SOFR + 4.49% per annum on $136,500 notional amount of the Series C 2027 Notes. Under the interest rate swap agreement related to the Series C 2029 Notes, the Company receives a fixed interest rate of 9.07% per annum and pays a floating interest rate of SOFR + 4.77% per annum on $163,500 notional amount of the Series C 2029 Notes. The interest rate swaps related to the Series C 2027 Notes and Series C 2029 Notes mature on March 1, 2027 and March 1, 2029, respectively. The interest expense related to the Series C Notes is equally offset by the proceeds received from the interest rate swaps. The swap adjusted interest expense is included as a component of interest expense on the Company's Consolidated Statements of Operations. As of June 30, 2026, the interest rate swaps had a fair value of $353 and $927, respectively, related to the Series C 2027 Notes and Series C 2029 Notes. Based on the fair value measurement hierarchy, the swaps are classified as Level 3 investments. Depending on the nature of the balance at period end, the fair value of the interest rate swaps is either included as a component of “accrued expenses and other liabilities” or “prepaid expenses and other assets” on the Company's Consolidated Statements of Financial Condition. Depending on the nature of the balance at period end, the fair value of the interest rate swaps is either included as a component of accrued expenses and other liabilities or prepaid expenses and other assets on the Company's Consolidated Statements of Financial Condition. The change in fair value of the interest rate swaps are offset by the change in fair value of the Series C Notes, with the remaining difference included as a component of interest expense and other financing on the Consolidated Statements of Operations. The Company designated each interest rate swap as the hedging instrument in a qualifying hedge accounting relationship.

The summary information of the Series C 2027 Notes is as follows:

 

 

For the Three Months Ended

 

 

For the Six Months Ended

 

 

June 30, 2026

 

 

June 30, 2025

 

 

June 30, 2026

 

 

June 30, 2025

 

Borrowing interest expense

$

2,817

 

 

$

3,034

 

 

$

5,612

 

 

$

6,050

 

Amortization of debt issuance costs

 

114

 

 

 

114

 

 

 

228

 

 

 

226

 

Net change in unrealized (appreciation) depreciation on effective interest rate swaps and hedged items

 

78

 

 

 

(15

)

 

 

213

 

 

 

(51

)

Total

$

3,009

 

 

$

3,133

 

 

$

6,053

 

 

$

6,225

 

Stated interest rate

 

8.92

%

 

 

8.92

%

 

 

8.92

%

 

 

8.92

%

Weighted average effective interest rate

 

8.82

%

 

 

9.22

%

 

 

8.87

%

 

 

9.20

%

 

The summary information of the Series C 2029 Notes is as follows:

 

 

For the Three Months Ended

 

 

For the Six Months Ended

 

 

June 30, 2026

 

 

June 30, 2025

 

 

June 30, 2026

 

 

June 30, 2025

 

Borrowing interest expense

$

3,490

 

 

$

3,750

 

 

$

6,952

 

 

$

7,477

 

Amortization of debt issuance costs

 

86

 

 

 

84

 

 

 

170

 

 

 

167

 

Net change in unrealized (appreciation) depreciation on effective interest rate swaps and hedged items

 

164

 

 

 

(106

)

 

 

201

 

 

 

(311

)

Total

$

3,740

 

 

$

3,728

 

 

$

7,323

 

 

$

7,333

 

Stated interest rate

 

9.07

%

 

 

9.07

%

 

 

9.07

%

 

 

9.07

%

Weighted average effective interest rate

 

9.15

%

 

 

9.38

%

 

 

8.96

%

 

 

9.35

%

 

The Series D 2027 Notes and the Series D 2029 Notes

On August 5, 2024, the Company entered into the Second Supplement, dated as of August 5, 2024 (the “Second Supplement”), to the Master Note Purchase Agreement dated as of August 10, 2023 (as supplemented by the First Supplement and the Second Supplement, the “Note Purchase Agreement”) governing the issuance of $100,000 in aggregate principal amount of Series D Senior Notes, Tranche A, due August 5, 2027 (the “Series D 2027 Notes”) and the issuance of $200,000 in aggregate principal amount of Series D Senior Notes, Tranche B, due August 5, 2029 (the “Series D 2029 Notes” and, together with the Series D 2027 Notes, collectively, the “Series D Notes”) to certain qualified institutional investors in a private placement. The Series D Notes were delivered and paid for on August 5, 2024, subject to certain customary closing conditions.

The Series D 2027 Notes have a fixed interest rate of 6.84% per year and the Series D 2029 Notes have a fixed interest rate of 6.91% per year, subject to a step up to the extent a Below Investment Grade Event (as defined in the Note Purchase Agreement) or a Secured Debt Ratio Event (as defined in the Note Purchase Agreement) occurs. The Series D 2027 Notes will mature on August 5, 2027 and the Series D 2029 Notes will mature on August 5, 2029, unless redeemed, purchased or prepaid prior to such date by the Company in accordance with the terms of the Note Purchase Agreement. Interest on the Series D Notes is due semiannually in March and September of each year, beginning in September 2024. In addition, the Company is obligated to offer to repay the Series D Notes at par (plus accrued and unpaid interest to, but not including, the date of prepayment) if certain change in control events occur. Subject to the terms of the Note Purchase Agreement, the Company may redeem the Series D Notes in whole or in part at any time or from time to time at the Company’s option at par plus accrued interest to the prepayment date and, if the Series D 2027 Notes are redeemed on or before May 5, 2027 or the Series D 2029 Notes are redeemed on or before May 5, 2029, a make-whole premium.

In connection with the Series D 2027 Notes and Series D 2029 Notes, the Company entered into interest rate swaps to more closely align the interest rates of the Company’s liabilities with the Company’s investment portfolio, which consists of predominately floating rate loans. Under the interest rate swap agreement related to the Series D 2027 Notes, the Company receives a fixed interest rate of 6.84% per annum and pays a floating interest rate of SOFR + 3.46% per annum on $100,000 of the Series D 2027 Notes. Under the interest rate swap agreement related to the Series D 2029 Notes, the Company receives a fixed interest rate of 6.91% per annum and pays a floating interest rate of SOFR + 3.48% per annum on $200,000 of the Series D 2029 Notes. As of June 30, 2026, the interest rate swaps had a fair value of $(763) and $(3,513), respectively, related to the Series D 2027 Notes and Series D 2029 Notes. Based on the fair value measurement hierarchy, the swaps are classified as Level 3 investments. Depending on the nature of the balance at period end, the fair value of the interest rate swaps is either included as a component of “accrued expenses and other liabilities” or “prepaid expenses and other assets” on the Company's Consolidated Statements of Financial Condition. The change in fair value of the interest rate swaps are offset by the change in fair value of the Series D Notes, with the remaining difference included as a component of interest and other financing expense on the Consolidated Statements of Operations. The Company designated each interest rate swap as the hedging instrument in a qualifying hedge accounting relationship.

The summary information of the Series D 2027 Notes is as follows:

 

 

For the Three Months Ended

 

 

For the Six Months Ended

 

 

June 30, 2026

 

 

June 30, 2025

 

 

June 30, 2026

 

 

June 30, 2025

 

Borrowing interest expense

$

1,803

 

 

$

1,788

 

 

$

3,563

 

 

$

3,543

 

Amortization of debt issuance costs

 

98

 

 

 

95

 

 

 

194

 

 

 

189

 

Net change in unrealized appreciation (depreciation) on effective interest rate swaps and hedged items

 

5

 

 

 

4

 

 

 

8

 

 

 

10

 

Total

$

1,906

 

 

$

1,887

 

 

$

3,765

 

 

$

3,742

 

Stated interest rate

 

6.84

%

 

 

6.84

%

 

 

6.84

%

 

 

6.84

%

Weighted average effective interest rate

 

7.62

%

 

 

7.54

%

 

 

7.53

%

 

 

7.47

%

 

The summary information of the Series D 2029 Notes is as follows:

 

 

For the Three Months Ended

 

 

For the Six Months Ended

 

 

June 30, 2026

 

 

June 30, 2025

 

 

June 30, 2026

 

 

June 30, 2025

 

Borrowing interest expense

$

3,617

 

 

$

3,637

 

 

$

7,150

 

 

$

7,197

 

Amortization of debt issuance costs

 

114

 

 

 

114

 

 

 

228

 

 

 

227

 

Net change in unrealized appreciation (depreciation) on effective interest rate swaps and hedged items

 

(26

)

 

 

36

 

 

 

(89

)

 

 

76

 

Total

$

3,705

 

 

$

3,787

 

 

$

7,289

 

 

$

7,500

 

Stated interest rate

 

6.91

%

 

 

6.91

%

 

 

6.91

%

 

 

6.91

%

Weighted average effective interest rate

 

7.41

%

 

 

7.50

%

 

 

7.29

%

 

 

7.42

%

 

The 2030 Notes

On October 1, 2024, the Company issued $300,000 in aggregate principal amount of 5.750% notes due 2030 (the “2030 Notes”), pursuant to a Base Indenture dated October 1, 2024 (the “Base Indenture”) between the Company and US Bank Trust Company, National Association (the “Trustee”), as supplemented by the First Supplemental Indenture dated October 1, 2024 (the “First Supplemental Indenture” and together with the Base Indenture, the “February 2030 Notes Indenture”). As of June 30, 2026, the Company was in compliance with all covenants and other requirements of the 2030 Notes.

The 2030 Notes will mature on February 1, 2030 and may be redeemed in whole or in part at the Company’s option at any time prior to January 1, 2030 at par value plus a “make-whole” premium calculated in accordance with the terms under “optional redemption” in the February 2030 Notes Indenture and at par value on January 1, 2030 or thereafter. The 2030 Notes bear interest at a rate of 5.75% per year payable semi-annually on February 1 and August 1 of each year, commencing on February 1, 2025. The 2030 Notes are general unsecured obligations of the Company that rank senior in right of payment to all of the Company’s existing and future indebtedness that is expressly subordinated in right of payment to the 2030 Notes, rank pari passu with all existing and future unsecured unsubordinated indebtedness issued by the Company, rank effectively junior to any of the Company’s secured indebtedness (including unsecured indebtedness that the Company later secures) to the extent of the value of the assets securing such indebtedness, and rank structurally junior to all existing and future indebtedness (including trade payables) incurred by the Company’s subsidiaries, financing vehicles or similar facilities.

Pursuant to a Registration Statement on Form N-14 (File No. 333-284526), which went effective on February 28, 2025, the Company closed an exchange offer in which holders of the 2030 Notes that were restricted because they were issued in a private placement were offered the opportunity to exchange such notes for new, registered notes with substantially identical terms. Through this exchange offer, holders representing 100% of the outstanding principal of the then restricted 2030 Notes obtained registered, unrestricted 2030 Notes.

In connection with the 2030 Notes, the Company entered into interest rate swaps to more closely align the interest rates of the Company’s liabilities with the Company’s investment portfolio, which consists of predominately floating rate loans. Under the interest rate swap agreement related to the 2030 Notes, the Company receives a fixed interest rate of 5.95% per annum and pays a floating interest rate of SOFR + 1.96% per annum on $300,000 of the 2030 Notes. As of June 30, 2026, the interest rate swaps had a fair value of $(1), related to the 2030 Notes. Based on the fair value measurement hierarchy, the swaps are classified as Level 3 investments. Depending on the nature of the balance at period end, the fair value of the interest rate swaps is either included as a component of “accrued expenses and other liabilities” or “prepaid expenses and other assets” on the Company's Consolidated Statements of Financial Condition. The change in fair value of the interest rate swaps are offset by the change in fair value of the 2030 Notes, with the remaining difference included as a component of interest expense on the Consolidated Statements of Operations. The Company designated each interest rate swap as the hedging instrument in a qualifying hedge accounting relationship.

The summary information of the 2030 Notes is as follows:

 

 

For the Three Months Ended

 

 

For the Six Months Ended

 

 

June 30, 2026

 

 

June 30, 2025

 

 

June 30, 2026

 

 

June 30, 2025

 

Borrowing interest expense

$

4,264

 

 

$

4,313

 

 

$

8,577

 

 

$

8,626

 

Amortization of debt issuance costs

 

188

 

 

 

186

 

 

 

374

 

 

 

367

 

Accretion of original issuance discount

 

127

 

 

 

127

 

 

 

253

 

 

 

253

 

Net change in unrealized appreciation (depreciation) on effective interest rate swaps and hedged items

 

(65

)

 

 

 

 

 

(65

)

 

 

 

Total

$

4,514

 

 

$

4,626

 

 

$

9,139

 

 

$

9,246

 

Stated interest rate

 

5.75

%

 

 

5.75

%

 

 

5.75

%

 

 

5.75

%

Weighted average effective interest rate

 

6.02

%

 

 

6.17

%

 

 

6.09

%

 

 

6.16

%

 

 

 

The 2028 Notes

On September 25, 2025, the Company issued $300,000 in aggregate principal amount of 5.125% notes due 2028 (the “2028 Notes”), pursuant to a Base Indenture, as supplemented by the Second Supplemental Indenture dated September 25, 2025 (the “Second Supplemental Indenture” and together with the Base Indenture, the “September 2028 Notes Indenture”) between the Company and Trustee. As of June 30, 2026, the Company was in compliance with all covenants and other requirements of the 2028 Notes.

 

The 2028 Notes will mature on September 25, 2028 and may be redeemed in whole or in part at the Company’s option at any time prior to August 25, 2028 at par value plus a “make-whole” premium calculated in accordance with the terms under “optional redemption” in the September 2028 Notes Indenture and at par value on August 25, 2028 or thereafter. The 2028 Notes bear interest at a rate of 5.125% per year payable semi-annually on March 25 and September 25 of each year, commencing on March 25, 2026. The 2028 Notes are general unsecured obligations of the Company that rank senior in right of payment to all of the Company’s existing and future indebtedness that is expressly subordinated in right of payment to the 2028 Notes, rank pari passu with all existing and future unsecured unsubordinated indebtedness issued by the Company, rank effectively junior to any of the Company’s secured indebtedness (including unsecured indebtedness that the Company later secures) to the extent of the value of the assets securing such indebtedness, and rank structurally junior to all existing and future indebtedness (including trade payables) incurred by the Company’s subsidiaries, financing vehicles or similar facilities.

In connection with the 2028 Notes, the Company entered into interest rate swaps to more closely align the interest rates of the Company’s liabilities with the Company’s investment portfolio, which consists of predominately floating rate loans. Under the interest rate swap agreement related to the 2028 Notes, the Company receives a fixed interest rate of 5.13% per annum and pays a floating interest rate of SOFR + 2.06% per annum on $300,000 of the 2028 Notes. As of June 30, 2026, the interest rate swaps had a fair value of $(4,668), related to the 2028 Notes. Based on the fair value measurement hierarchy, the swaps are classified as Level 3 investments. Depending on the nature of the balance at period end, the fair value of the interest rate swaps is either included as a component of “accrued expenses and other liabilities” or “prepaid expenses and other assets” on the Company's Consolidated Statements of Financial Condition. The change in fair value of the interest rate swaps are offset by the change in fair value of the 2028 Notes, with the remaining difference included as a component of interest expense on the Consolidated Statements of Operations. The Company designated each interest rate swap as the hedging instrument in a qualifying hedge accounting relationship.

The summary information of the 2028 Notes is as follows:

 

 

For the Three Months Ended

 

 

For the Six Months Ended

 

 

June 30, 2026

 

 

June 30, 2025

 

 

June 30, 2026

 

 

June 30, 2025

 

Borrowing interest expense

$

4,187

 

 

 

 

 

$

8,305

 

 

 

 

Amortization of debt issuance costs

 

330

 

 

 

 

 

 

655

 

 

 

 

Accretion of original issuance discount

 

176

 

 

 

 

 

 

351

 

 

 

 

Net change in unrealized appreciation (depreciation) on effective interest rate swaps and hedged items

 

33

 

 

 

 

 

 

39

 

 

 

 

Total

$

4,726

 

 

 

 

 

$

9,350

 

 

 

 

Stated interest rate

 

5.13

%

 

 

 

 

 

5.12

%

 

 

 

Weighted average effective interest rate

 

6.30

%

 

 

 

 

 

6.23

%