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Investment First Lien - Term Loan Reference Rate and Spread SOFR+350 Interest Rate 7.2% Maturity Date 1/30/20312025-12-310002012139us-gaap:FairValueInputsLevel3Memberck0002012139:DebtSecuritiesFirstLienMemberus-gaap:MeasurementInputDiscountRateMemberck0002012139:ValuationTechniqueBlackDermanToyMember2026-06-300002012139Investments Non-controlled, Non-affiliated Investments Debt Investments Capital Goods Steele Solutions, Inc. Investment First Lien - Revolving Credit Facility Reference Rate and Spread SOFR+575 Interest Rate 9.4% Maturity Date 3/18/20302025-12-310002012139ck0002012139:FoodBeverageAndTobaccoMember2025-12-310002012139Foreign currency forward contract, Settlement Date 10/27/2026 Three2026-01-012026-06-300002012139Investments Non-controlled, Non-affiliated Investments Debt Investments Osaic Holdings, Inc. 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Investment First Lien - Revolving Credit Facility Reference Rate and Spread SOFR+625 Interest Rate 9.9% Maturity Date 3/18/20302026-06-300002012139Investments Non-controlled, Non-affiliated Investments Debt Investments Software & Services MRI Software LLC Investment First Lien - Revolving Credit Facility Reference Rate and Spread SOFR+475 Interest Rate 8.4% Maturity Date 2/10/20282026-06-300002012139Investments Non-controlled, Non-affiliated Investments Debt Investments Health Care Equipment & Services MJH HEALTHCARE HOLDINGS, LLC Investment First Lien - Term Loan Reference Rate and Spread SOFR+275 Interest Rate 6.4% Maturity Date 1/29/20292026-06-300002012139us-gaap:InvestmentUnaffiliatedIssuerMemberck0002012139:CapitalGoodsMemberus-gaap:DebtSecuritiesMember2026-06-300002012139Investments Non-controlled, non-affiliated investments Debt investments Insurance Alera Group, Inc. Investment First Lien - Term Loan Reference Rate and Spread SOFR+325 Interest Rate 6.9% Maturity Date 5/30/20322025-12-310002012139Investments Non-controlled, non-affiliated investments Equity investments Financial Services DigitalBridge Group, Inc. Investment Series I Preferred Shares2026-06-300002012139Foreign currency forward contract, Settlement Date 10/27/2026 Two2026-01-012026-06-300002012139ck0002012139:ScotiabankAmendmentMemberck0002012139:ABLCreditFacilityMembersrt:MaximumMember2026-05-130002012139ck0002012139:SixMonthSecuredOvernightFinancingRateSofrMember2025-12-310002012139MRI Software LLC2025-12-310002012139us-gaap:InvestmentUnaffiliatedIssuerMember2025-01-012025-06-300002012139ck0002012139:ABLCreditFacilityMemberck0002012139:BAMLCreditAgreementMember2025-09-292025-09-290002012139Investments Non-controlled, Non-affiliated Investments Debt Investments Software & Services Kaseya Inc. Investment First Lien - Term Loan Reference Rate and Spread SOFR+300 Interest Rate 6.7% Maturity Date 3/20/20322025-12-310002012139us-gaap:InvestmentAffiliatedIssuerNoncontrolledMember2026-04-012026-06-300002012139ck0002012139:ScotiabankCreditAgreementMemberus-gaap:RevolvingCreditFacilityMember2025-12-310002012139Ripple Labs Inc.2025-01-012025-12-310002012139Investments Non-controlled, Non-affiliated Investments Debt Investments Software & Services MRI Software LLC Investment First Lien - Revolving Credit Facility Reference Rate and Spread SOFR+475 Interest Rate 8.4% Maturity Date 2/10/20282025-12-310002012139us-gaap:FairValueInputsLevel1Memberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:EquitySecuritiesMember2025-12-310002012139us-gaap:RevolvingCreditFacilityMember2025-12-310002012139ck0002012139:MezzanineDebtInvestmentsMember2026-06-300002012139ck0002012139:ScotiabankCreditAgreementMemberus-gaap:RevolvingCreditFacilityMemberck0002012139:RFRLoanMember2025-08-052025-08-050002012139Investments Non-controlled, Non-affiliated Investments Debt Investments Commercial & Professional Services Vomela Purchaser LLC and Vomela Canada Inc. Investment First Lien – Term Loan Reference Rate and Spread SOFR+550 Interest Rate 9.2% M2026-06-300002012139Investments Non-controlled, Non-affiliated Investments Debt Investments Materials Cadence Intermediate II LLC and POC Holdco, LLC Investment First Lien - Delayed Draw Term Loan Reference Rate and Spread SOFR+715 Interest Rate 10.9% Maturity Date 10/1/20282026-06-300002012139Investments Non-controlled, Non-affiliated Investments Debt Investments Telecommunication Services Intermedia Holdings, Inc. Investment First Lien - Term Loan Reference Rate and Spread SOFR+525 Interest Rate 8.94% Maturity Date 4/4/20292025-12-310002012139ck0002012139:HouseholdAndPersonalProductsMember2025-12-310002012139Investments Non-controlled, Non-affiliated Investments Debt Investments Consumer Discretionary Distribution & Retail EG Group Limited Investment First Lien - Term Loan Reference Rate and Spread SOFR+325 Interest Rate 7.0% Maturity Date 2/10/20312026-06-300002012139Investments Non-controlled, Non-affiliated Investments Debt Investments Health Care Equipment & Services CD&R Reign Topco, Inc. Investment First Lien - Delayed Draw Term Loan Reference Rate and Spread SOFR+525 Interest Rate 9.0 Maturity Date 11/1/20302026-06-300002012139ck0002012139:BankOfNovaScotiaFiveMember2025-12-310002012139Investments Non-controlled, Non-affiliated Investments Debt Investments Energy Roxo Energy Partners IV, LLC Investment First Lien - Term Loan Reference Rate and Spread SOFR+815 Interest Rate 11.8% Maturity Date 10/29/20272025-12-310002012139Investments NCNA Inv. Debt Inv. Consumer Services Grand Circle Corporation, Grand Circle LLC and The Grand Circle River Cruise Lines LLC. Investment First Lien - Term Loan Reference Rate and Spread SOFR+536 Interest Rate 9.0% Maturity Date 9/19/20302026-06-300002012139EXEMPLIS LLC2025-12-310002012139Investments Non-controlled, Non-affiliated Investments Debt Investments Consumer Services Solidcore Topco, LLC Investment First Lien - Revolving Credit Facility Reference Rate and Spread SOFR+575 Interest Rate 9.5% Maturity Date 11/4/20302026-06-300002012139Investments Non-controlled, Non-affiliated Investments Debt Investments Consumer Services Solidcore Topco, LLC Investment First Lien - Delayed Draw Term Loan Reference Rate and Spread SOFR+575 Interest Rate 9.5% Maturity Date 11/4/2030 12026-06-300002012139FR Refuel, LLC2026-06-300002012139Investments Non-controlled, Non-affiliated Investments Debt Investments Consumer Services CV Borrower, LLC Investment First Lien - Term Loan Reference Rate and Spread SOFR+550 Interest Rate 9.2% Maturity Date 8/30/20302026-06-300002012139Investments Non-controlled, Non-affiliated Investments Debt Investments Software & Services MRI Software LLC Investment First Lien - Term Loan Reference Rate and Spread SOFR+475 Interest Rate 8.5% Maturity Date 2/10/20282026-06-300002012139Investments Non-controlled, Non-affiliated Investments Debt Investments Financial Services Daintree Bidco Pty Limited Investment First Lien - Term Loan Reference Rate and Spread SOFR+450 Interest Rate 8.2% Maturity Date 11/04/20332026-06-3000020121392026-05-310002012139ck0002012139:O2026M5DividendsMember2026-05-212026-05-210002012139Investments Non-controlled, Non-affiliated Investments Debt Investments Capital Goods Merlin Buyer Inc. Investment First Lien - Term Loan Reference Rate and Spread SOFR+400 Interest Rate 7.7% Maturity Date 12/14/20282025-12-310002012139GT Independence Buyer, Inc.2026-06-300002012139country:AU2025-12-310002012139Urban Gym Group B.V. Investment Type First Lien - Delayed Draw Term Loan2025-12-310002012139ck0002012139:HealthCareEquipmentAndServicesMemberus-gaap:InvestmentUnaffiliatedIssuerMemberus-gaap:EquitySecuritiesMember2026-06-300002012139Jupiter Refuel Canada Buyer, Inc. Investment Type First Lien - Term Loan2025-12-310002012139Investments Non-controlled, non-affiliated investments Equity investments Consumer Services Riser Fitness, LLC Investment Warrants2026-06-300002012139Investments Non-controlled, Non-affiliated Investments Debt Investments Materials Clydesdale Acquisition Holdings, Inc. Investment First Lien - Term Loan Reference Rate and Spread SOFR+318 Interest Rate 6.9% Maturity Date 4/13/20292025-12-310002012139us-gaap:CashEquivalentsMemberus-gaap:FairValueInputsLevel1Memberus-gaap:FairValueMeasurementsRecurringMember2025-12-310002012139Investments Non-controlled, Non-affiliated Investments Debt Investments Software & Services GS AcquisitionCo, Inc. Investment First Lien - Revolving Credit Facility Reference Rate and Spread SOFR+525 Interest Rate 8.9% Maturity Date 5/25/20282025-12-310002012139Investments Non-controlled, non-affiliated investments Debt investments Household & Personal Products Arkas Bidco Limited Investment First Lien - Term Loan Reference Rate and Spread SOFR+600 Interest Rate 9.7% Maturity Date 11/18/20322025-12-310002012139us-gaap:InvestmentUnaffiliatedIssuerMemberck0002012139:PharmaceuticalsBiotechnologyAndLifeSciencesMemberus-gaap:DebtSecuritiesMember2026-06-300002012139PMI (US) Bidco, Inc.2026-06-300002012139Cadence Intermediate II LLC and POC Holdco, LLC2026-06-300002012139Investments Non-controlled, Non-affiliated Investments Debt Investments Financial Services Osaic Holdings, Inc. Investment First Lien - Term Loan Reference Rate and Spread SOFR+300 Interest Rate 6.6% Maturity Date 7/30/20322025-12-310002012139ck0002012139:BankOfNovaScotiaSevenMember2025-12-310002012139Investments Non-controlled, Non-affiliated Investments Debt Investments Health Care Equipment & Services OMERS Relief Acquisition, LLC Investment First Lien - Term Loan Reference Rate and Spread SOFR+461 Interest Rate 8.3% Maturity Date 7/3/20282026-06-300002012139Investments Non-controlled, Non-affiliated Investments Debt Investments Software & Services Olo Parent, Inc. Investment First Lien - Term Loan Reference Rate and Spread SOFR+450 Interest Rate 8.2% Maturity Date 9/13/20322026-06-300002012139Investments Non-controlled, non-affiliated investments Debt investments Household & Personal Products Arkas Bidco Limited Investment First Lien - Term Loan Reference Rate and Spread SOFR+600 Interest Rate 9.7% Maturity Date 11/18/20322026-06-300002012139ck0002012139:ForeignCurrenciesMember2026-06-300002012139Foreign currency forward contract, Settlement Date 3/11/20262025-01-012025-12-310002012139Xponential Fitness LLC2025-12-310002012139ck0002012139:SixMonthSecuredOvernightFinancingRateSofrMember2026-06-3000020121392026-03-310002012139ck0002012139:O2026M3DividendsMember2026-03-270002012139ck0002012139:ConsumerDurablesAndApparelMember2026-06-300002012139Foreign currency forward contract, Settlement Date 8/3/20262026-01-012026-06-300002012139Investments Non-controlled, Non-affiliated Investments Debt Investments Capital Goods Superior Intermediate LLC Investment First Lien - Delayed Draw Term Loan Reference Rate and Spread SOFR+550 Interest Rate 9.2% Maturity Date 12/18/2030 One2026-06-300002012139Investments Non-controlled, Non-affiliated Investments Debt Investments Financial Services GC Ferry Acquisition I Inc Investment First Lien - Term Loan Reference Rate and Spread SOFR+350 Interest Rate 7.2% Maturity Date 8/16/20322025-12-310002012139ck0002012139:MezzanineDebtInvestmentsMember2026-01-012026-06-300002012139Investments Non-controlled, Non-affiliated Investments Debt Investments Software & Services Olo Parent, Inc. Investment SOFR+500 Reference Rate and Spread SOFR+500 Interest Rate 8.7% Maturity Date 9/13/20322026-06-300002012139Investments Non-controlled, Non-affiliated Investments Debt Investments Consumer Services Urban Gym Group B.V. Investment First Lien - Delayed Draw Term Loan Reference Rate and Spread EURIBOR+675 Interest Rate 8.8% Maturity Date 10/28/20312025-12-310002012139ck0002012139:AutomobilesAndComponentsMember2026-06-3000020121392025-04-012025-06-300002012139us-gaap:ValuationTechniqueDiscountedCashFlowMemberck0002012139:DebtSecuritiesFirstLienMemberus-gaap:FairValueInputsLevel3Membersrt:WeightedAverageMemberus-gaap:MeasurementInputDiscountRateMember2026-06-300002012139Investments Non-controlled, Non-affiliated Investments Debt Investments Materials Cadence Intermediate II LLC and POC Holdco, LLC Investment First Lien - Revolving Credit Facility Reference Rate and Spread SOFR+715 Interest Rate 10.9% Maturity Date 10/1/22026-06-300002012139us-gaap:FairValueInputsLevel3Memberck0002012139:ValuationTechniqueMonte-CarloSimulationMemberck0002012139:MeasurementInputDriftMemberus-gaap:EquitySecuritiesMember2026-06-300002012139Investments Non-controlled, Non-affiliated Investments Debt Investments Transportation Jupiter Refuel US Buyer, Inc. Investment First Lien - Delayed Draw Term Loan Reference Rate and Spread SOFR+525 Interest Rate 9.0% Maturity Date 6/30/20312026-06-300002012139Investments Non-controlled, Non-affiliated Investments Debt Investments Capital Goods Superior Intermediate LLC Investment First Lien - Delayed Draw Term Loan Reference Rate and Spread SOFR+550 Interest Rate 9.2% Maturity Date 12/18/20292025-12-3100020121392026-03-010002012139Investments Non-controlled, Non-affiliated Investments Debt Investments Software & Services SonicWall US Holdings Inc. Investment First Lien - Term Loan Reference Rate and Spread SOFR+550 Interest Rate 9.2% Maturity Date 5/18/20282025-12-310002012139Investments Non-controlled, Non-affiliated Investments Debt Investments Software & Services Olo Parent, Inc. Investment First Lien - Revolving Credit Facility Reference Rate and Spread SOFR+450 Interest Rate 8.2% Maturity Date 9/13/20322025-12-310002012139ck0002012139:ScotiabankCreditAgreementMemberck0002012139:ABLCreditFacilityMember2026-01-012026-06-300002012139ck0002012139:RealEstateManagementAndDevelopmentMember2025-12-310002012139Riser Fitness, LLC2026-01-012026-06-300002012139Foreign currency forward contract, Settlement Date 9/11/20262026-01-012026-06-300002012139ck0002012139:BankOfNovaScotiaThreeMember2026-06-300002012139Investments Non-controlled, non-affiliated investments Debt investments Household & Personal Products INW Manufacturing, LLC Investment First Lien - Term Loan Reference Rate and Spread SOFR+575 Interest Rate 9.5% Maturity Date 1/23/20312026-06-300002012139Investments Non-controlled, Non-affiliated Investments Debt Investments Financial Services Apex Group Treasury LLC Investment First Lien - Term Loan Reference Rate and Spread SOFR+350 Interest Rate 7.2% Maturity Date 2/27/20322026-06-300002012139Jupiter Refuel Canada Buyer, Inc. Investment Type First Lien - Revolving Credit Facility2026-06-300002012139ck0002012139:EquityRealEstateInvestmentTrustsMemberus-gaap:InvestmentUnaffiliatedIssuerMemberus-gaap:DebtSecuritiesMember2026-06-300002012139Shrieve Chemical Company, LLC2026-06-300002012139ck0002012139:ScotiabankAmendmentMemberck0002012139:ABLCreditFacilityMember2026-06-172026-06-170002012139Foreign currency forward contract, Settlement Date 4/27/20262025-01-012025-12-310002012139Amy's Kitchen, LLC2026-01-012026-06-300002012139Investments Non-controlled, Non-affiliated Investments Debt Investments Consumer Services Xponential Fitness LLC Investment First Lien - Term Loan Reference Rate and Spread SOFR+675 Interest Rate 10.5% Maturity Date 12/9/20302026-06-300002012139Foreign currency forward contract, Settlement Date 11/16/2026 Two2026-06-300002012139Investments Non-controlled, Non-affiliated Investments Debt Investments Energy Phoenix Operating, LLC Investment First Lien - Delayed Draw Term Loan Reference Rate and Spread SOFR+710 Interest Rate 10.8% Maturity Date 10/27/20282026-06-300002012139Investments Non-controlled, Non-affiliated Investments Debt Investments Software & Services Olo Parent, Inc. Investment First Lien - Term Loan Reference Rate and Spread SOFR+450 Interest Rate 8.2% Maturity Date 9/13/20322025-12-310002012139us-gaap:FairValueInputsLevel3Memberck0002012139:MeasurementInputCallOptionTermMemberck0002012139:ValuationTechniqueMonte-CarloSimulationMemberus-gaap:EquitySecuritiesMember2026-01-012026-06-300002012139Investments Non-controlled, Non-affiliated Investments Debt Investments Energy MidCon Development Finance, LLC. Investment First Lien - Delayed Draw Term Loan Reference Rate and Spread SOFR+600 Interest Rate 9.7% Maturity Date 9/28/20292026-06-300002012139Xponential Fitness LLC2026-06-300002012139Foreign currency forward contract, Settlement Date 12/29/20262026-01-012026-06-300002012139Investments Non-controlled, Affiliated investments Debt investments Consumer Discretionary Distribution & Retail FR Refuel, LLC Investment First Lien - Term Loan Reference Rate and Spread SOFR+486 Interest Rate 8.55% Maturity Date 11/8/20282025-12-310002012139ck0002012139:RealEstateManagementAndDevelopmentMember2026-06-300002012139us-gaap:FinancialServicesSectorMemberus-gaap:InvestmentUnaffiliatedIssuerMemberus-gaap:DebtSecuritiesMember2026-06-300002012139Investments Non-controlled, Non-affiliated Investments Debt Investments Energy Phoenix Operating, LLC Investment First Lien - Term Loan Reference Rate and Spread SOFR+710 Interest Rate 10.8% Maturity Date 10/27/20282026-06-300002012139Superior Intermediate LLC2025-12-310002012139Investments Non-controlled, Non-affiliated Investments Debt Investments Food, Beverage & Tobacco Amy's Kitchen, LLC Investment First Lien - Delayed Draw Term Loan Reference Rate and Spread SOFR+685 Interest Rate 10.5% Maturity Date 1/31/20302026-06-300002012139us-gaap:FairValueInputsLevel3Memberck0002012139:MeasurementInputVolatilityMemberck0002012139:ValuationTechniqueMonte-CarloSimulationMemberus-gaap:EquitySecuritiesMember2026-06-300002012139us-gaap:FairValueInputsLevel3Memberck0002012139:MeasurementInputIlliquidityDiscountMembersrt:WeightedAverageMemberck0002012139:ValuationTechniqueValuationMultipleMemberus-gaap:EquitySecuritiesMember2025-12-310002012139ck0002012139:ScotiabankCreditAgreementMemberus-gaap:RevolvingCreditFacilityMember2025-08-052025-08-050002012139HHM Holdco, LLC2026-01-012026-06-300002012139Foreign currency forward contract, Settlement Date 10/27/2026 Two2026-06-300002012139us-gaap:FairValueInputsLevel1Memberus-gaap:FairValueMeasurementsRecurringMember2025-12-310002012139us-gaap:FairValueInputsLevel3Memberck0002012139:DebtSecuritiesFirstLienMembersrt:WeightedAverageMemberus-gaap:MeasurementInputDiscountRateMemberck0002012139:ValuationTechniqueBlackDermanToyMember2026-06-300002012139ck0002012139:ScotiabankCreditAgreementMemberus-gaap:RevolvingCreditFacilityMemberck0002012139:ABRLoanMember2025-08-052025-08-050002012139us-gaap:FairValueInputsLevel3Memberck0002012139:MezzanineDebtInvestmentsMemberus-gaap:FairValueMeasurementsRecurringMember2026-06-300002012139ck0002012139:BankOfNovaScotiaOneMember2026-06-30iso4217:EURxbrli:purexbrli:sharesiso4217:CADiso4217:GBPiso4217:USD
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended June 30, 2026
OR
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO |
Commission File Number 814-01880
Fortress Private Lending Fund
(Exact name of Registrant as specified in its Charter)
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Delaware |
33-6515727 |
(State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) |
1345 Avenue of the Americas New York, New York |
10105 |
(Address of principal executive offices) |
(Zip Code) |
Registrant’s telephone number, including area code: (212) 497-2976
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class |
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Name of each exchange on which registered |
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Indicate by check mark whether the Registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ NO ☐
Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit such files). Yes ☒ NO ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
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Large accelerated filer |
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Accelerated filer |
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Non-accelerated filer |
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Smaller reporting company |
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Emerging growth company |
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). YES ☐ NO ☒
As of June 30, 2026, there was no established public market for the Registrant's common shares. As of August 11, 2026, the Registrant had 45,373,201 Class I shares outstanding, 0 Class D shares outstanding and 0 Class S shares outstanding. Class I shares outstanding exclude shares issuable in connection with August 2026 subscriptions, which are not yet finalized.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
This quarterly report on Form 10-Q (this "Form 10-Q") contains forward-looking statements, which relate to future events or the future performance or financial condition of Fortress Private Lending Fund (the "Company," "we," "us," or "our"). Forward-looking statements can be identified by the use of forward-looking terminology such as "may," "will," "should," "expect," "anticipate," "target," "project," "estimate," "intend," "continue" or "believe" or the negatives thereof or other variations thereon or comparable terminology, although not all forward-looking statements include these words. Some of the statements in this Form 10-Q constitute forward-looking statements because they relate to future events or our future performance or financial condition. The forward-looking statements contained in this Form 10-Q may include statements as to:
•the Company’s future operating results and distributions;
•the Company’s business prospects and the prospects of its investments, including the dependence of the Company’s future success on general economic and political trends and other external factors;
•the ability of FPLF Management LLC, a Delaware limited liability company (the "Adviser" or "Administrator", as applicable) and an indirect subsidiary of Fortress Investment Group LLC ("Fortress") to identify suitable investments for the Company and to monitor and administer the Company’s investments;
•the effect of investments that the Company expects to make and the competition for those investments;
•the ability of the Company’s investments to achieve their expected performance;
•the availability of debt and equity capital and the Company’s use of borrowed money to finance a portion of its investments;
•the adequacy of the Company’s financing sources and working capital;
•the Company’s ability to anticipate and identify evolving market expectations with respect to environmental, social and governance matters, including the environmental impacts of our portfolio companies’ supply chain and operations;
•the timing of cash flows, if any, from the Company’s investments;
•the timing, form and amount of any distributions;
•the Company’s contractual arrangements and relationships with third parties;
•the outcome and impact of any litigation or regulatory proceeding;
•the impact of information technology system failures, data security breaches, data privacy compliance, network disruptions, and cybersecurity attacks;
•actual and potential conflicts of interest with the Adviser and its affiliates;
•the ability of the Adviser or its affiliates to attract and retain highly talented professionals;
•the Company’s ability to qualify and maintain its qualification as a regulated investment company under the Internal Revenue Code of 1986, as amended (the "Code"), and as a business development company ("BDC");
•the Company’s ability to recover unrealized losses;
•the Company’s ability to deploy any capital raised in its continuous private offering of securities (the "Offering");
•uncertainty surrounding global financial stability;
•general fluctuations in the values of financial assets; and
•the impact of changes in laws and regulations.
The forward-looking statements contained in this Form 10-Q involve risks and uncertainties. Our actual results could differ materially from those implied or expressed in the forward-looking statements for any reason, including the factors set forth in "Item 1A. Risk Factors" in our Annual Report on Form 10-K filed with the Securities and Exchange Commission (the "SEC") on March 27, 2026 (the "2025 Annual Report") and the following factors:
•the ability to source high-quality investment opportunities to deploy capital;
•risks associated with possible disruption in our operations or the economy generally due to terrorism, natural disasters, epidemics or other events having a broad impact on the economy;
•periods of disruption and instability in the capital markets, including as a result of United States trade policy developments, tariffs and other trade restrictions;
•fluctuations in interest rates and credit spreads could reduce our ability to generate income on our loans and other investments, which could lead to a significant decrease in our results of operations, cash flows and the market value of our investments and may limit our ability to pay dividends to holders of our Class I common shares of beneficial interest, par value $0.01 per share (the "Shares" and holder of such Shares, "Shareholder");
•certain economic events may cause our Shareholders to request that we repurchase their Shares, and if we decide to satisfy any or all of such requests, our cash flow and our results of operations and financial condition could be materially adversely affected. Further, our Board of Trustees (the "Board") may make exceptions to modify or suspend our share repurchase plan (including to make exceptions to the repurchase limitations or purchase fewer Shares than such repurchase limitations) if it deems such action to be in our best interest;
•distributions are not guaranteed and may be funded from sources other than cash flow from operations, including, without limitation, borrowings, offering proceeds (including from sales of our Shares to Fortress affiliates), proceeds from repayments of our debt investments, sales of our liquid investments and, if necessary, sales of our investments and/or assets, and we have no limits on the amounts we may fund from such sources;
•the valuation of our investments may not be certain or transparent as a result of the highly volatile environments we operate in;
•the purchase prices for our Shares are generally based on our prior month’s net asset value ("NAV") and are not based on any public trading market;
•future changes in laws or regulations and conditions in our operating areas;
•our ability to raise additional funds to enable us to make additional investments and diversify the risk profile of our portfolio;
•our ability to capitalize on potential investment opportunities on attractive terms;
•our ability to accurately identify or adequately evaluate potential risks in volatile investing environments with limited market liquidity or price transparency;
•the incurrence of contingent liabilities as a result of our investments, including our assumption of default risk or other third-party risks;
•our ability to forecast correlations between the value of our portfolio and the direction of exchange rates, interest rates and the price of securities in order to effectively or appropriately mitigate risks associated with our investments;
•defaults by borrowers in paying debt service on outstanding indebtedness;
•certain risks associated with limitations on our remedies under bankruptcy laws;
•system failures and cybersecurity breaches;
•substantial compliance costs that may be required to meet the constantly evolving legal and regulatory landscape for data protection and privacy;
•potential misconduct and unauthorized conduct from third-party providers;
•compliance with state and local laws, statutes, regulations and ordinances relating to pollution, the protection of the environment and human health and safety;
•risks associated with joint ventures;
•risks associated with our relationship with Fortress and the Adviser;
•changes to United States federal income tax laws; and
•political and regulatory conditions that contribute to uncertainty and market volatility including the impact of a prolonged U.S. government shutdown as well as the legislative, regulatory, trade, immigration and other policies associated with the current U.S. presidential administration.
Although we believe that the assumptions on which these forward-looking statements are based are reasonable, any of those assumptions could prove to be inaccurate, and as a result, the forward-looking statements based on those assumptions could also be inaccurate. In light of these and other uncertainties, the inclusion of a forward-looking statement in this Form 10-Q should not be regarded as a representation by us that our plans and objectives will be achieved.
You should read this Form 10-Q and the documents that we reference herein and have filed as exhibits hereto with the understanding that our actual future results, levels of activity, performance and achievements may be materially different from what we expect. We qualify all of our forward-looking statements by these cautionary statements. These forward-looking statements speak only as of the date of this Form 10-Q. Except as required by applicable law, we do not plan to publicly update or revise any forward-looking statements contained in this Form 10-Q, whether as a result of any new information, future events or otherwise.
For more information regarding these and other risks and uncertainties that we face, see the section entitled "Item 1A. Risk Factors" in our 2025 Annual Report and any such updated factors included in our periodic filings with the SEC, which are accessible on the SEC’s website at www.sec.gov. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in this document. Because the Company is an investment company, the forward-looking statements contained in this Form 10-Q are excluded from the safe harbor protection provided by Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act").
Fortress Private Lending Fund
Table of Contents
Part I. Financial Information
Item 1. Financial Statements.
Fortress Private Lending Fund
Consolidated Statements of Financial Condition
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($ in thousands, except per share data) |
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As of June 30, |
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As of December 31, |
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Assets |
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2026 (unaudited) |
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2025 |
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Investments, at fair value |
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|
Non-controlled, non-affiliated investments (amortized cost of $1,907,824 and $1,494,668, respectively) |
|
$ |
1,899,656 |
|
|
$ |
1,480,750 |
|
Non-controlled, affiliated investments (amortized cost of $8,607 and $8,146, respectively) |
|
|
8,543 |
|
|
|
8,106 |
|
Controlled, affiliated investments (amortized cost of $10,090 and $0, respectively) |
|
|
10,875 |
|
|
|
— |
|
Total investments, at fair value |
|
|
1,919,074 |
|
|
|
1,488,856 |
|
Cash |
|
|
6,615 |
|
|
|
4,247 |
|
Foreign currencies |
|
|
31 |
|
|
|
502 |
|
Cash equivalents |
|
|
3,887 |
|
|
|
26,937 |
|
Restricted cash |
|
|
3,875 |
|
|
|
2,364 |
|
Restricted foreign currencies |
|
|
894 |
|
|
|
1,100 |
|
Restricted cash equivalents |
|
|
11,689 |
|
|
|
60,063 |
|
Deferred offering costs |
|
|
272 |
|
|
|
700 |
|
Interest receivable |
|
|
27,005 |
|
|
|
11,503 |
|
Receivable for investments sold |
|
|
4,881 |
|
|
|
13,960 |
|
Unrealized gain on forward foreign currency contracts |
|
|
713 |
|
|
|
167 |
|
Other assets |
|
|
37 |
|
|
|
698 |
|
Total assets |
|
$ |
1,978,973 |
|
|
$ |
1,611,097 |
|
|
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
Debt (net of unamortized debt issuance costs of $12,515 and $9,889, respectively) |
|
$ |
875,977 |
|
|
$ |
647,597 |
|
Distribution payable |
|
|
8,024 |
|
|
|
5,958 |
|
Incentive fee payable |
|
|
3,545 |
|
|
|
2,530 |
|
Interest payable |
|
|
7,093 |
|
|
|
2,823 |
|
Payable for investments purchased |
|
|
11,293 |
|
|
|
89,767 |
|
Accrued expenses and other liabilities |
|
|
2,174 |
|
|
|
2,567 |
|
Total liabilities |
|
$ |
908,106 |
|
|
$ |
751,242 |
|
|
|
|
|
|
|
|
Commitments and Contingencies (Note 11) |
|
|
|
|
|
|
Net Assets |
|
|
|
|
|
|
Common shares, $0.01 par value, unlimited authorized, 44,282,216 and 34,892,021 shares issued and outstanding, respectively |
|
|
443 |
|
|
|
349 |
|
Paid in capital in excess of par value |
|
|
1,100,397 |
|
|
|
871,542 |
|
Distributable earnings (accumulated loss) |
|
|
(29,973 |
) |
|
|
(12,036 |
) |
|
|
|
|
|
|
|
Total Net Assets |
|
|
1,070,867 |
|
|
|
859,855 |
|
Total Liabilities and Net Assets |
|
$ |
1,978,973 |
|
|
$ |
1,611,097 |
|
Net asset value per share |
|
$ |
24.18 |
|
|
$ |
24.64 |
|
[See accompanying notes to the consolidated financial statements.]
Fortress Private Lending Fund
Consolidated Statements of Operations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the three months ended June 30, |
|
|
|
For the six months ended June 30, |
|
($ in thousands, except per share data) |
|
|
2026 (unaudited) |
|
|
|
2025 (unaudited) |
|
|
|
2026 (unaudited) |
|
|
|
2025 (unaudited) |
|
Investment income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
From non-controlled, non-affiliated investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest income |
|
$ |
|
45,461 |
|
|
$ |
|
2,522 |
|
|
$ |
|
82,995 |
|
|
$ |
|
2,531 |
|
Payment-in-kind interest income |
|
|
|
123 |
|
|
|
|
25 |
|
|
|
|
244 |
|
|
|
|
25 |
|
Other income |
|
|
|
187 |
|
|
|
|
537 |
|
|
|
|
676 |
|
|
|
|
550 |
|
Dividend Income |
|
|
|
214 |
|
|
|
|
— |
|
|
|
|
214 |
|
|
|
|
— |
|
Total investment income from non-controlled, non-affiliated investments |
|
$ |
|
45,985 |
|
|
$ |
|
3,084 |
|
|
$ |
|
84,129 |
|
|
$ |
|
3,106 |
|
From non-controlled, affiliated investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest income |
|
|
|
125 |
|
|
|
|
— |
|
|
|
|
312 |
|
|
|
|
— |
|
Other income |
|
|
|
— |
|
|
|
|
— |
|
|
|
|
2 |
|
|
|
|
— |
|
Total investment income from non-controlled, affiliated investments |
|
$ |
|
125 |
|
|
$ |
|
— |
|
|
$ |
|
314 |
|
|
$ |
|
— |
|
From controlled, affiliated investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest income |
|
|
|
94 |
|
|
|
|
— |
|
|
|
|
179 |
|
|
|
|
— |
|
Total investment income from controlled, affiliated investments |
|
$ |
|
94 |
|
|
$ |
|
— |
|
|
$ |
|
179 |
|
|
$ |
|
— |
|
Total investment income |
|
$ |
|
46,204 |
|
|
$ |
|
3,084 |
|
|
$ |
|
84,622 |
|
|
$ |
|
3,106 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Expenses |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense |
|
|
|
12,340 |
|
|
|
|
2,266 |
|
|
|
|
21,800 |
|
|
|
|
2,440 |
|
Organization costs |
|
|
|
— |
|
|
|
|
247 |
|
|
|
|
— |
|
|
|
|
2,638 |
|
Management fees |
|
|
|
3,265 |
|
|
|
|
— |
|
|
|
|
6,360 |
|
|
|
|
— |
|
Investment income incentive fee |
|
|
|
3,545 |
|
|
|
|
86 |
|
|
|
|
6,635 |
|
|
|
|
86 |
|
Capital gains incentive fee |
|
|
|
— |
|
|
|
|
74 |
|
|
|
|
— |
|
|
|
|
88 |
|
Administration fees |
|
|
|
779 |
|
|
|
|
109 |
|
|
|
|
1,587 |
|
|
|
|
137 |
|
Professional fees |
|
|
|
351 |
|
|
|
|
68 |
|
|
|
|
687 |
|
|
|
|
71 |
|
Offering costs |
|
|
|
335 |
|
|
|
|
— |
|
|
|
|
625 |
|
|
|
|
— |
|
Other expenses |
|
|
|
708 |
|
|
|
|
1 |
|
|
|
|
1,296 |
|
|
|
|
2 |
|
Total operating expenses before expense support and waivers |
|
$ |
|
21,323 |
|
|
$ |
|
2,851 |
|
|
$ |
|
38,990 |
|
|
$ |
|
5,462 |
|
Expense support (Note 3) |
|
|
|
— |
|
|
|
|
(247 |
) |
|
|
|
— |
|
|
|
|
(2,638 |
) |
Management fees waiver |
|
|
|
— |
|
|
|
|
— |
|
|
|
|
(1,043 |
) |
|
|
|
— |
|
Investment income incentive fee waiver |
|
|
|
— |
|
|
|
|
(86 |
) |
|
|
|
— |
|
|
|
|
(86 |
) |
Net Operating Expenses |
|
$ |
|
21,323 |
|
|
$ |
|
2,518 |
|
|
$ |
|
37,947 |
|
|
$ |
|
2,738 |
|
Net investment income (loss) before taxes |
|
$ |
|
24,881 |
|
|
$ |
|
566 |
|
|
$ |
|
46,675 |
|
|
$ |
|
368 |
|
Income taxes, including unincorporated business tax expense |
|
|
|
67 |
|
|
|
|
68 |
|
|
|
|
232 |
|
|
|
|
68 |
|
Net investment income (loss) |
|
$ |
|
24,814 |
|
|
$ |
|
498 |
|
|
$ |
|
46,443 |
|
|
$ |
|
300 |
|
Net realized gain (loss) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net realized gain (loss) from: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-controlled, non-affiliated investments |
|
|
|
(28,019 |
) |
|
|
|
14 |
|
|
|
|
(28,605 |
) |
|
|
|
14 |
|
Foreign currency transactions |
|
|
|
354 |
|
|
|
|
30 |
|
|
|
|
548 |
|
|
|
|
30 |
|
Forward currency contracts |
|
|
|
859 |
|
|
|
|
— |
|
|
|
|
334 |
|
|
|
|
— |
|
Total net realized gain (loss) |
|
$ |
|
(26,806 |
) |
|
$ |
|
44 |
|
|
$ |
|
(27,723 |
) |
|
$ |
|
44 |
|
Net change in unrealized gain (loss) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net change in unrealized gain (loss) from: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-controlled, non-affiliated investments |
|
|
|
33,343 |
|
|
|
|
589 |
|
|
|
|
5,749 |
|
|
|
|
704 |
|
Non-controlled, affiliated investments |
|
|
|
94 |
|
|
|
|
— |
|
|
|
|
(24 |
) |
|
|
|
— |
|
Controlled, affiliated investments |
|
|
|
66 |
|
|
|
|
— |
|
|
|
|
786 |
|
|
|
|
— |
|
Foreign currency translation on loans payable |
|
|
|
331 |
|
|
|
|
— |
|
|
|
|
905 |
|
|
|
|
— |
|
Foreign currency transactions |
|
|
|
(77 |
) |
|
|
|
— |
|
|
|
|
(121 |
) |
|
|
|
— |
|
Forward foreign currency contracts |
|
|
|
(629 |
) |
|
|
|
(44 |
) |
|
|
|
546 |
|
|
|
|
(44 |
) |
Total net change in unrealized gain (loss) |
|
$ |
|
33,128 |
|
|
$ |
|
545 |
|
|
$ |
|
7,841 |
|
|
$ |
|
660 |
|
Total net realized and change in unrealized gain (loss) |
|
$ |
|
6,322 |
|
|
$ |
|
589 |
|
|
$ |
|
(19,882 |
) |
|
$ |
|
704 |
|
Total Net Increase (Decrease) in Net Assets Resulting from Operations |
|
$ |
|
31,136 |
|
|
$ |
|
1,087 |
|
|
$ |
|
26,561 |
|
|
$ |
|
1,004 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income per share (basic and diluted): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income per share (basic and diluted) |
|
|
|
0.56 |
|
|
|
N/A |
|
|
|
|
1.09 |
|
|
|
N/A |
|
Earnings (loss) per share (basic and diluted) |
|
|
|
0.71 |
|
|
|
N/A |
|
|
|
|
0.62 |
|
|
|
N/A |
|
Weighted average shares outstanding |
|
|
|
43,957,411 |
|
|
|
N/A |
|
|
|
|
42,498,795 |
|
|
|
N/A |
|
[See accompanying notes to the consolidated financial statements.]
Fortress Private Lending Fund
Consolidated Statements of Changes in Net Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the three months ended June 30, |
|
|
|
For the six months ended June 30, |
|
($ in thousands) |
|
|
2026 (unaudited) |
|
|
|
2025 (unaudited) |
|
|
|
2026 (unaudited) |
|
|
|
2025 (unaudited) |
|
Operations |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income (loss) |
|
$ |
|
24,814 |
|
|
$ |
|
498 |
|
|
$ |
|
46,443 |
|
|
$ |
|
300 |
|
Total net realized gain (loss) |
|
|
|
(26,806 |
) |
|
|
|
44 |
|
|
|
|
(27,723 |
) |
|
|
|
44 |
|
Total net change in unrealized gain (loss) |
|
|
|
33,128 |
|
|
|
|
545 |
|
|
|
|
7,841 |
|
|
|
|
660 |
|
Net increase (decrease) in net assets resulting from operations |
|
$ |
|
31,136 |
|
|
$ |
|
1,087 |
|
|
$ |
|
26,561 |
|
|
$ |
|
1,004 |
|
Capital Share Transactions (Class I) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Distributions |
|
|
|
(23,473 |
) |
|
|
|
— |
|
|
|
|
(44,498 |
) |
|
|
|
— |
|
Net increase (decrease) in net assets resulting from distributions |
|
$ |
|
(23,473 |
) |
|
$ |
|
— |
|
|
$ |
|
(44,498 |
) |
|
$ |
|
— |
|
Issuance of Shares |
|
|
|
38,931 |
|
|
|
|
— |
|
|
|
|
221,313 |
|
|
|
|
— |
|
Reinvestment of Shareholders' distributions |
|
|
|
4,143 |
|
|
|
|
— |
|
|
|
|
7,636 |
|
|
|
|
— |
|
Net increase (decrease) in net assets resulting from capital share transactions |
|
$ |
|
43,074 |
|
|
$ |
|
— |
|
|
$ |
|
228,949 |
|
|
$ |
|
— |
|
Total increase (decrease) in net assets |
|
|
|
50,737 |
|
|
|
|
1,087 |
|
|
|
|
211,012 |
|
|
|
|
1,004 |
|
Net assets at the beginning of the period |
|
|
|
1,020,130 |
|
|
|
|
(83 |
) |
|
|
|
859,855 |
|
|
|
|
— |
|
Net assets at end of the period |
|
$ |
|
1,070,867 |
|
|
$ |
|
1,004 |
|
|
$ |
|
1,070,867 |
|
|
$ |
|
1,004 |
|
[See accompanying notes to the consolidated financial statements.]
Fortress Private Lending Fund
Consolidated Statements of Cash Flows
|
|
|
|
|
|
|
|
|
|
|
For the six months ended June 30, |
|
($ in thousands) |
|
2026 (unaudited) |
|
|
2025 (unaudited) |
|
Cash flows from operating activities |
|
|
|
|
|
|
Net increase/(decrease) in Net Assets resulting from operations |
|
$ |
26,561 |
|
|
$ |
1,004 |
|
Adjustments to reconcile net increase/(decrease) in Net Assets resulting from operations to net cash, cash equivalents provided by/(used in) operating activities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortization of debt issuance and financing costs |
|
|
994 |
|
|
|
513 |
|
Accretion/amortization of original issue discount/premium on investments |
|
|
(2,445 |
) |
|
|
(86 |
) |
Paid-in-kind interest on investments |
|
|
(244 |
) |
|
|
(25 |
) |
Net realized gain/(loss) on investments |
|
|
28,605 |
|
|
|
(14 |
) |
Net change in unrealized gain/(loss) on investments |
|
|
(6,511 |
) |
|
|
(704 |
) |
Net change in unrealized gain/(loss) on forward foreign currency contracts |
|
|
(546 |
) |
|
|
44 |
|
Net change in unrealized gain/(loss) on foreign currency translation on loans payable |
|
|
(905 |
) |
|
|
— |
|
Purchases of investments and derivatives |
|
|
(720,909 |
) |
|
|
(348,380 |
) |
Proceeds from sales and paydowns of investments |
|
|
271,286 |
|
|
|
13,822 |
|
Changes in operating assets and liabilities: |
|
|
|
|
|
|
(Increase)/decrease in interest receivable |
|
|
(15,502 |
) |
|
|
(1,719 |
) |
(Increase)/decrease in receivable for investments sold |
|
|
9,079 |
|
|
|
— |
|
(Increase)/decrease in deferred offering costs |
|
|
428 |
|
|
|
(997 |
) |
(Increase)/decrease in other assets |
|
|
661 |
|
|
|
(141 |
) |
Increase/(decrease) in interest payable |
|
|
4,270 |
|
|
|
984 |
|
Increase/(decrease) in due to affiliates |
|
|
— |
|
|
|
30,365 |
|
Increase/(decrease) in payable for investments purchased |
|
|
(78,474 |
) |
|
|
3,358 |
|
Increase/(decrease) in subscription received in advance |
|
|
— |
|
|
|
50 |
|
Increase/(decrease) in incentive fee payable |
|
|
1,015 |
|
|
|
88 |
|
Increase/(decrease) in accrued expenses and other liabilities |
|
|
(393 |
) |
|
|
1,505 |
|
Net cash provided by/(used in) operating activities |
|
$ |
(483,030 |
) |
|
$ |
(300,333 |
) |
|
|
|
|
|
|
|
Cash flows from financing activities |
|
|
|
|
|
|
Proceeds from issuance of common shares |
|
$ |
221,313 |
|
|
$ |
— |
|
Distribution paid to Shareholders, net of distribution payable |
|
|
(34,796 |
) |
|
|
— |
|
Payment for debt issuance and financing costs |
|
|
(3,620 |
) |
|
|
(1,940 |
) |
Drawdown on loans |
|
|
592,011 |
|
|
|
311,000 |
|
Repayment of loans |
|
|
(360,100 |
) |
|
|
— |
|
Net cash provided by/(used in) financing activities |
|
$ |
414,808 |
|
|
$ |
309,060 |
|
|
|
|
|
|
|
|
Net increase/(decrease) in cash, foreign currencies, cash equivalents and restricted cash, restricted foreign currencies, restricted cash equivalents |
|
|
(68,222 |
) |
|
|
8,727 |
|
Cash, foreign currencies, cash equivalents and restricted cash, restricted foreign currencies, restricted cash equivalents at beginning of the period |
|
|
95,213 |
|
|
|
— |
|
Cash, foreign currencies, cash equivalents and restricted cash, restricted foreign currencies, restricted cash equivalents at end of the period |
|
$ |
26,991 |
|
|
$ |
8,727 |
|
|
|
|
|
|
|
|
Supplemental disclosure of cash flow information: |
|
|
|
|
|
|
Cash paid during the period for interest |
|
$ |
16,536 |
|
|
$ |
943 |
|
Cash paid during the period for taxes |
|
|
95 |
|
|
N/A |
|
Distributions declared for the period |
|
|
44,498 |
|
|
N/A |
|
Supplemental disclosure of non-cash financing activities: |
|
|
|
|
|
|
Shares issued in connection with the reinvestment plan |
|
$ |
7,636 |
|
|
N/A |
|
Change in distribution payable |
|
|
2,066 |
|
|
N/A |
|
[See accompanying notes to the consolidated financial statements.]
Fortress Private Lending Fund
Consolidated Schedule of Investments
As of June 30, 2026
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Company |
|
Notes |
|
Investment |
|
Reference Rate and Spread (1) |
|
Interest Rate (%) |
|
|
Maturity Date |
|
Par/Shares (2) |
|
Amortized Cost (3,5) |
|
|
Fair Value (4,5) |
|
% of Net Assets |
|
Investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-controlled, non-affiliated investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Debt investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Automobiles & Components |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Champions Holdco, Inc. |
|
(7) |
(10) |
|
|
|
First Lien - Term Loan |
|
SOFR+475 |
|
|
8.5 |
|
|
2/23/2029 |
|
$ |
|
11,384 |
|
$ |
|
10,945 |
|
$ |
|
10,599 |
|
|
1.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10,945 |
|
|
|
10,599 |
|
|
1.0 |
|
Capital Goods |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
A-AG US GSI Bidco, Inc. |
|
(9) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+450 |
|
|
8.2 |
|
|
10/31/2031 |
|
$ |
|
2,688 |
|
$ |
|
2,681 |
|
$ |
|
2,681 |
|
|
0.3 |
|
Albion Fortress Intermediate Holdings LLC |
|
(6) |
(14) |
(17) |
|
|
First Lien - Term Loan |
|
EURIBOR+550 |
|
|
7.8 |
|
|
7/31/2031 |
|
€ |
|
23,416 |
|
|
|
26,126 |
|
|
|
26,355 |
|
|
2.5 |
|
Blue Raven Solutions, LLC, Triman Industries, Inc. and Crestwood Technology Group, LLC |
|
(9) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+600 |
|
|
9.7 |
|
|
1/16/2032 |
|
$ |
|
70,521 |
|
|
|
69,319 |
|
|
|
69,360 |
|
|
6.5 |
|
Crown Subsea Communications Holding, Inc. |
|
(7) |
(9) |
|
|
|
First Lien - Term Loan |
|
SOFR+300 |
|
|
6.7 |
|
|
1/30/2031 |
|
|
|
5,000 |
|
|
|
5,039 |
|
|
|
5,013 |
|
|
0.5 |
|
Everflow Supplies LLC (f/k/a Echo Transaction Company, LLC) |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+550 |
|
|
9.2 |
|
|
5/30/2031 |
|
|
|
12,728 |
|
|
|
12,516 |
|
|
|
12,510 |
|
|
1.2 |
|
Everflow Supplies LLC (f/k/a Echo Transaction Company, LLC) |
|
(9) |
|
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+550 |
|
|
9.2 |
|
|
5/30/2031 |
|
|
|
4,443 |
|
|
|
4,355 |
|
|
|
4,367 |
|
|
0.4 |
|
LSF12 PHOENIX HOLDCO LLC |
|
(7) |
(9) |
|
|
|
First Lien - Term Loan |
|
SOFR+450 |
|
|
8.2 |
|
|
3/25/2033 |
|
|
|
5,000 |
|
|
|
4,902 |
|
|
|
4,956 |
|
|
0.5 |
|
Merlin Buyer Inc. |
|
(7) |
(10) |
|
|
|
First Lien - Term Loan |
|
SOFR+400 |
|
|
7.7 |
|
|
4/15/2033 |
|
|
|
9,000 |
|
|
|
8,958 |
|
|
|
9,011 |
|
|
0.8 |
|
Paint Intermediate III, LLC |
|
(7) |
(10) |
|
|
|
First Lien - Term Loan |
|
SOFR+300 |
|
|
6.7 |
|
|
10/9/2031 |
|
|
|
7,737 |
|
|
|
7,718 |
|
|
|
7,752 |
|
|
0.7 |
|
PJ Eagle Group Buyer, L.P. (IAC) |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+525 |
|
|
9.0 |
|
|
5/14/2032 |
|
|
|
62,725 |
|
|
|
61,738 |
|
|
|
61,968 |
|
|
5.8 |
|
PJ Eagle Group Buyer, L.P. (IAC) |
|
(10) |
|
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+525 |
|
|
9.0 |
|
|
5/14/2032 |
|
|
|
2,794 |
|
|
|
2,699 |
|
|
|
2,678 |
|
|
0.3 |
|
PMI (US) Bidco, Inc. |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+325 |
|
|
7.0 |
|
|
3/16/2033 |
|
|
|
4,310 |
|
|
|
4,290 |
|
|
|
4,324 |
|
|
0.4 |
|
PMI (US) Bidco, Inc. |
|
(10) |
(19) |
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+325 |
|
|
7.0 |
|
|
3/16/2033 |
|
|
|
— |
|
|
|
— |
|
|
|
2 |
|
|
— |
|
Steele Solutions, Inc. |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+625 |
|
|
10.0 |
|
|
3/18/2030 |
|
|
|
48,490 |
|
|
|
47,840 |
|
|
|
47,564 |
|
|
4.4 |
|
Steele Solutions, Inc. |
|
(9) |
|
|
|
|
First Lien - Revolving Credit Facility |
|
SOFR+625 |
|
|
9.9 |
|
|
3/18/2030 |
|
|
|
1,144 |
|
|
|
1,087 |
|
|
|
1,046 |
|
|
0.1 |
|
Superior Intermediate LLC |
|
(9) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+550 |
|
|
9.2 |
|
|
12/18/2030 |
|
|
|
9,357 |
|
|
|
9,207 |
|
|
|
9,183 |
|
|
0.9 |
|
Superior Intermediate LLC |
|
(9) |
|
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+550 |
|
|
9.2 |
|
|
12/18/2030 |
|
|
|
3,620 |
|
|
|
3,563 |
|
|
|
3,553 |
|
|
0.3 |
|
Superior Intermediate LLC |
|
(9) |
(19) |
|
|
|
First Lien - Revolving Credit Facility |
|
SOFR+550 |
|
|
9.2 |
|
|
12/18/2030 |
|
|
|
— |
|
|
|
(23 |
) |
|
|
(27 |
) |
|
— |
|
Superior Intermediate LLC |
|
(9) |
(19) |
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+550 |
|
|
9.2 |
|
|
12/18/2030 |
|
|
|
— |
|
|
|
(151 |
) |
|
|
(297 |
) |
|
(0.0 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
271,864 |
|
|
|
271,999 |
|
|
25.4 |
|
Commercial & Professional Services |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Access CIG, LLC |
|
(7) |
(9) |
|
|
|
First Lien - Term Loan |
|
SOFR+400 |
|
|
7.7 |
|
|
8/19/2030 |
|
$ |
|
2,558 |
|
$ |
|
2,574 |
|
$ |
|
2,257 |
|
|
0.2 |
|
AMCP Clean Acquisition Company, LLC |
|
(10) |
|
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+425 |
|
|
8.0 |
|
|
6/15/2030 |
|
|
|
8,955 |
|
|
|
8,955 |
|
|
|
9,089 |
|
|
0.9 |
|
EagleView Technology Corporation |
|
(7) |
(8) |
(10) |
|
|
First Lien - Term Loan |
|
SOFR+650 |
|
|
10.2 |
|
|
8/14/2028 |
|
|
|
48,637 |
|
|
|
47,846 |
|
|
|
46,216 |
|
|
4.3 |
|
EXEMPLIS LLC |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+525 |
|
|
9.0 |
|
|
12/22/2032 |
|
|
|
57,049 |
|
|
|
56,260 |
|
|
|
56,413 |
|
|
5.3 |
|
EXEMPLIS LLC |
|
(10) |
(19) |
|
|
|
First Lien - Revolving Credit Facility |
|
SOFR+525 |
|
|
9.0 |
|
|
12/23/2030 |
|
|
|
— |
|
|
|
(184 |
) |
|
|
(134 |
) |
|
(0.0 |
) |
Vomela Purchaser LLC and Vomela Canada Inc. |
|
(9) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+550 |
|
|
9.2 |
|
|
12/31/2029 |
|
|
|
55,193 |
|
|
|
54,325 |
|
|
|
54,497 |
|
|
5.1 |
|
Vomela Purchaser LLC and Vomela Canada Inc. |
|
(9) |
|
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+550 |
|
|
9.2 |
|
|
12/31/2029 |
|
|
|
2,993 |
|
|
|
2,962 |
|
|
|
2,955 |
|
|
0.3 |
|
Vomela Purchaser LLC and Vomela Canada Inc. |
|
(9) |
|
|
|
|
First Lien - Revolving Credit Facility |
|
SOFR+550 |
|
|
9.2 |
|
|
12/31/2029 |
|
|
|
1,429 |
|
|
|
1,402 |
|
|
|
1,400 |
|
|
0.1 |
|
Vomela Purchaser LLC and Vomela Canada Inc. |
|
(9) |
(19) |
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+550 |
|
|
9.2 |
|
|
12/31/2029 |
|
|
|
— |
|
|
|
(49 |
) |
|
|
(71 |
) |
|
(0.0 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
174,091 |
|
|
|
172,622 |
|
|
16.1 |
|
Consumer Discretionary Distribution & Retail |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EG Group Limited |
|
(6) |
(7) |
(10) |
|
|
First Lien - Term Loan |
|
SOFR+325 |
|
|
7.0 |
|
|
2/10/2031 |
|
$ |
|
5,000 |
|
$ |
|
4,988 |
|
$ |
|
5,013 |
|
|
0.5 |
|
Hollywood Feed, LLC |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+550 |
|
|
9.2 |
|
|
2/10/2032 |
|
|
|
29,779 |
|
|
|
29,282 |
|
|
|
29,309 |
|
|
2.7 |
|
Hollywood Feed, LLC |
|
(10) |
(19) |
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+550 |
|
|
9.2 |
|
|
2/10/2032 |
|
|
|
— |
|
|
|
(90 |
) |
|
|
(173 |
) |
|
(0.0 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
34,180 |
|
|
|
34,149 |
|
|
3.2 |
|
Consumer Durables & Apparel |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Comoto Holdings, Inc. |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+625 |
|
|
10.0 |
|
|
6/2/2031 |
|
$ |
|
45,560 |
|
$ |
|
44,770 |
|
$ |
|
44,725 |
|
|
4.2 |
|
Fabletics, Inc. |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+750 |
|
|
11.2 |
|
|
10/31/2030 |
|
|
|
51,052 |
|
|
|
50,521 |
|
|
|
50,205 |
|
|
4.7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Company |
|
Notes |
|
Investment |
|
Reference Rate and Spread (1) |
|
Interest Rate (%) |
|
|
Maturity Date |
|
Par/Shares (2) |
|
Amortized Cost (3,5) |
|
|
Fair Value (4,5) |
|
% of Net Assets |
|
Fabletics, Inc. |
|
(10) |
|
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+750 |
|
|
11.2 |
|
|
10/31/2030 |
|
|
|
642 |
|
|
|
642 |
|
|
|
608 |
|
|
0.1 |
|
Olibre Borrower LLC |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+575 |
|
|
9.5 |
|
|
1/3/2030 |
|
|
|
14,775 |
|
|
|
14,491 |
|
|
|
14,558 |
|
|
1.4 |
|
Step2 Discovery, LLC (Backyard Leisure Intermediate Parent, LLC) |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+600 |
|
|
9.7 |
|
|
12/23/2030 |
|
|
|
54,186 |
|
|
|
53,291 |
|
|
|
54,108 |
|
|
5.1 |
|
Varsity Brands Inc |
|
(7) |
(10) |
|
|
|
First Lien - Term Loan |
|
SOFR+275 |
|
|
6.5 |
|
|
8/26/2031 |
|
|
|
4,980 |
|
|
|
4,980 |
|
|
|
4,984 |
|
|
0.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
168,695 |
|
|
|
169,188 |
|
|
15.8 |
|
Consumer Services |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
BB PEP Bidco, LLC |
|
(11) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+675 |
|
|
10.6 |
|
|
1/13/2030 |
|
$ |
|
11,638 |
|
$ |
|
11,415 |
|
$ |
|
11,294 |
|
|
1.1 |
|
BB PEP Bidco, LLC |
|
(10) |
|
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+675 |
|
|
10.5 |
|
|
1/13/2030 |
|
|
|
2,127 |
|
|
|
2,087 |
|
|
|
2,064 |
|
|
0.2 |
|
BB PEP Bidco, LLC |
|
(10) |
|
|
|
|
First Lien - Revolving Credit Facility |
|
SOFR+675 |
|
|
10.5 |
|
|
1/13/2030 |
|
|
|
1,071 |
|
|
|
1,051 |
|
|
|
1,040 |
|
|
0.1 |
|
CV Borrower, LLC |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+550 |
|
|
9.2 |
|
|
8/30/2030 |
|
|
|
6,004 |
|
|
|
5,943 |
|
|
|
5,944 |
|
|
0.6 |
|
Grand Circle Corporation, Grand Circle LLC and The Grand Circle River Cruise Lines LLC |
|
(9) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+536 |
|
|
9.0 |
|
|
9/19/2030 |
|
|
|
63,017 |
|
|
|
62,617 |
|
|
|
61,950 |
|
|
5.8 |
|
Riser Fitness, LLC |
|
(9) |
|
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+685 |
|
|
10.5 |
|
|
3/14/2030 |
|
|
|
6,735 |
|
|
|
6,387 |
|
|
|
6,378 |
|
|
0.6 |
|
Riser Fitness, LLC |
|
(9) |
(19) |
|
|
|
First Lien - Revolving Credit Facility |
|
SOFR+685 |
|
|
10.5 |
|
|
3/14/2030 |
|
|
|
— |
|
|
|
(11 |
) |
|
|
(8 |
) |
|
— |
|
Riser Fitness, LLC |
|
(9) |
(19) |
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+685 |
|
|
10.5 |
|
|
3/14/2030 |
|
|
|
— |
|
|
|
(110 |
) |
|
|
(133 |
) |
|
(0.0 |
) |
Ruby Bidco Holdings Limited |
|
(6) |
(15) |
(17) |
|
|
First Lien - Term Loan |
|
SONIA+500 |
|
|
8.8 |
|
|
9/15/2032 |
|
£ |
|
16,204 |
|
|
|
21,603 |
|
|
|
21,196 |
|
|
2.0 |
|
Ruby Bidco Holdings Limited |
|
(6) |
(15) |
(17) |
|
|
First Lien - Delayed Draw Term Loan |
|
SONIA+500 |
|
|
8.8 |
|
|
9/15/2032 |
|
|
|
1,728 |
|
|
|
2,246 |
|
|
|
2,154 |
|
|
0.2 |
|
Solidcore Topco, LLC |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+575 |
|
|
9.5 |
|
|
11/4/2030 |
|
$ |
|
26,045 |
|
|
|
25,637 |
|
|
|
25,594 |
|
|
2.4 |
|
Solidcore Topco, LLC |
|
(10) |
|
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+575 |
|
|
9.5 |
|
|
11/4/2030 |
|
|
|
3,328 |
|
|
|
3,300 |
|
|
|
3,270 |
|
|
0.3 |
|
Solidcore Topco, LLC |
|
(10) |
|
|
|
|
First Lien - Revolving Credit Facility |
|
SOFR+575 |
|
|
9.5 |
|
|
11/4/2030 |
|
|
|
231 |
|
|
|
220 |
|
|
|
214 |
|
|
0.0 |
|
Solidcore Topco, LLC |
|
(10) |
(19) |
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+575 |
|
|
9.5 |
|
|
11/4/2030 |
|
|
|
— |
|
|
|
(21 |
) |
|
|
(33 |
) |
|
— |
|
Urban Gym Group B.V. |
|
(6) |
(14) |
(17) |
|
|
First Lien - Term Loan |
|
EURIBOR+675 |
|
|
9.1 |
|
|
10/28/2031 |
|
€ |
|
6,410 |
|
|
|
7,337 |
|
|
|
7,193 |
|
|
0.7 |
|
Urban Gym Group B.V. |
|
(6) |
(14) |
(17) |
|
|
First Lien - Delayed Draw Term Loan |
|
EURIBOR+675 |
|
|
9.1 |
|
|
10/28/2031 |
|
|
|
1,709 |
|
|
|
1,887 |
|
|
|
1,763 |
|
|
0.2 |
|
Xponential Fitness LLC |
|
(6) |
(10) |
|
|
|
First Lien - Term Loan |
|
SOFR+675 |
|
|
10.5 |
|
|
12/9/2030 |
|
$ |
|
43,212 |
|
|
|
42,631 |
|
|
|
42,214 |
|
|
3.9 |
|
Xponential Fitness LLC |
|
(6) |
(10) |
|
|
|
First Lien - Revolving Credit Facility |
|
SOFR+675 |
|
|
10.5 |
|
|
12/9/2030 |
|
|
|
827 |
|
|
|
799 |
|
|
|
779 |
|
|
0.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
195,018 |
|
|
|
192,873 |
|
|
18.0 |
|
Energy |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Eagle Ford Development Finance, LLC |
|
(10) |
|
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+600 |
|
|
9.7 |
|
|
12/19/2029 |
|
$ |
|
19,330 |
|
$ |
|
19,116 |
|
$ |
|
19,611 |
|
|
1.8 |
|
Halcon Holdings, LLC |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+665 |
|
|
10.4 |
|
|
12/31/2029 |
|
|
|
10,833 |
|
|
|
10,598 |
|
|
|
10,727 |
|
|
1.0 |
|
HighPeak Energy, Inc. |
|
(6) |
(10) |
|
|
|
First Lien - Term Loan |
|
SOFR+765 |
|
|
11.4 |
|
|
9/29/2028 |
|
|
|
47,928 |
|
|
|
47,831 |
|
|
|
47,928 |
|
|
4.5 |
|
JONAH ENERGY SOUTH TEXAS MERGECO LLC |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+600 |
|
|
9.7 |
|
|
3/29/2030 |
|
|
|
50,000 |
|
|
|
49,519 |
|
|
|
49,713 |
|
|
4.6 |
|
MidCon Development Finance, LLC |
|
(10) |
|
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+600 |
|
|
9.7 |
|
|
9/28/2029 |
|
|
|
31,110 |
|
|
|
30,744 |
|
|
|
30,898 |
|
|
2.9 |
|
Phoenix Operating, LLC |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+710 |
|
|
10.8 |
|
|
10/27/2028 |
|
|
|
33,048 |
|
|
|
32,542 |
|
|
|
33,048 |
|
|
3.1 |
|
Phoenix Operating, LLC |
|
(10) |
|
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+710 |
|
|
10.8 |
|
|
10/27/2028 |
|
|
|
19,507 |
|
|
|
19,475 |
|
|
|
19,507 |
|
|
1.8 |
|
Roxo Energy Partners IV, LLC |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+815 |
|
|
11.9 |
|
|
10/29/2027 |
|
|
|
12,625 |
|
|
|
12,480 |
|
|
|
12,492 |
|
|
1.2 |
|
VRS Buyer, Inc. |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+350 |
|
|
7.2 |
|
|
10/12/2032 |
|
|
|
8,377 |
|
|
|
8,396 |
|
|
|
8,299 |
|
|
0.8 |
|
VRS Buyer, Inc. |
|
(10) |
(19) |
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+350 |
|
|
7.2 |
|
|
10/12/2032 |
|
|
|
— |
|
|
|
1 |
|
|
|
(6 |
) |
|
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
230,702 |
|
|
|
232,217 |
|
|
21.7 |
|
Equity Real Estate Investment Trusts (REITs) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
North America Data Center Acquisition LLC |
|
(12) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+500 |
|
|
8.7 |
|
|
5/8/2030 |
|
$ |
|
12,681 |
|
$ |
|
12,605 |
|
$ |
|
12,618 |
|
|
1.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12,605 |
|
|
|
12,618 |
|
|
1.2 |
|
Financial Services |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Apex Group Treasury LLC |
|
(7) |
(10) |
|
|
|
First Lien - Term Loan |
|
SOFR+350 |
|
|
7.2 |
|
|
2/27/2032 |
|
$ |
|
24,749 |
|
$ |
|
24,680 |
|
$ |
|
23,373 |
|
|
2.2 |
|
Aretec Group, Inc. (fka RCS Capital Corporation) |
|
(7) |
(9) |
|
|
|
First Lien - Term Loan |
|
SOFR+300 |
|
|
6.7 |
|
|
8/9/2030 |
|
|
|
4,963 |
|
|
|
4,971 |
|
|
|
4,950 |
|
|
0.5 |
|
Daintree Bidco Pty Ltd |
|
(6) |
(7) |
(10) |
|
|
First Lien - Term Loan |
|
SOFR+450 |
|
|
8.2 |
|
|
4/11/2033 |
|
|
|
9,000 |
|
|
|
8,867 |
|
|
|
8,955 |
|
|
0.8 |
|
DS Admiral Bidco, LLC |
|
(7) |
(10) |
(19) |
|
|
First Lien - Term Loan |
|
SOFR+425 |
|
|
8.0 |
|
|
6/26/2031 |
|
|
|
— |
|
|
|
1 |
|
|
|
— |
|
|
— |
|
Edelman Financial Engines Center, LLC, The |
|
(7) |
(9) |
|
|
|
First Lien - Term Loan |
|
SOFR+400 |
|
|
7.7 |
|
|
12/1/2031 |
|
|
|
9,000 |
|
|
|
8,987 |
|
|
|
9,020 |
|
|
0.8 |
|
GC FERRY ACQUISITION I INC |
|
(7) |
(10) |
|
|
|
First Lien - Term Loan |
|
SOFR+350 |
|
|
7.2 |
|
|
8/16/2032 |
|
|
|
10,199 |
|
|
|
10,063 |
|
|
|
10,182 |
|
|
1.0 |
|
GC FERRY ACQUISITION I INC |
|
(7) |
(10) |
(19) |
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+350 |
|
|
7.2 |
|
|
8/16/2032 |
|
|
|
— |
|
|
|
— |
|
|
|
(3 |
) |
|
— |
|
Global Holdings Interco Parent LLC |
|
(9) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+560 |
|
|
9.3 |
|
|
9/16/2027 |
|
|
|
1,590 |
|
|
|
1,590 |
|
|
|
1,590 |
|
|
0.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Company |
|
Notes |
|
Investment |
|
Reference Rate and Spread (1) |
|
Interest Rate (%) |
|
|
Maturity Date |
|
Par/Shares (2) |
|
Amortized Cost (3,5) |
|
|
Fair Value (4,5) |
|
% of Net Assets |
|
OneDigital Borrower LLC |
|
(7) |
(9) |
|
|
|
First Lien - Term Loan |
|
SOFR+300 |
|
|
6.7 |
|
|
7/2/2031 |
|
|
|
4,633 |
|
|
|
4,633 |
|
|
|
4,481 |
|
|
0.4 |
|
Osaic Holdings, Inc. |
|
(7) |
(10) |
|
|
|
First Lien - Term Loan |
|
SOFR+250 |
|
|
6.2 |
|
|
7/30/2032 |
|
|
|
8,978 |
|
|
|
8,959 |
|
|
|
8,852 |
|
|
0.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
72,751 |
|
|
|
71,400 |
|
|
6.7 |
|
Food, Beverage & Tobacco |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amy's Kitchen, LLC |
|
(9) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+685 |
|
|
10.5 |
|
|
1/31/2030 |
|
$ |
|
5,073 |
|
$ |
|
4,904 |
|
$ |
|
4,919 |
|
|
0.5 |
|
Amy's Kitchen, LLC |
|
(9) |
(19) |
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+685 |
|
|
10.5 |
|
|
1/31/2030 |
|
|
|
— |
|
|
|
(42 |
) |
|
|
(39 |
) |
|
— |
|
Badger Finance, LLC |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+650 |
|
|
10.2 |
|
|
11/29/2029 |
|
|
|
14,438 |
|
|
|
13,909 |
|
|
|
14,251 |
|
|
1.3 |
|
Sweet Oak Parent LLC |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+575 |
|
|
9.5 |
|
|
8/5/2030 |
|
|
|
15,492 |
|
|
|
15,344 |
|
|
|
15,338 |
|
|
1.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
34,115 |
|
|
|
34,469 |
|
|
3.2 |
|
Health Care Equipment & Services |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CD&R Reign Topco, Inc. |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+525 |
|
|
9.0 |
|
|
11/1/2030 |
|
$ |
|
68,635 |
|
$ |
|
67,307 |
|
$ |
|
67,557 |
|
|
6.3 |
|
CD&R Reign Topco, Inc. |
|
(10) |
|
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+525 |
|
|
9.0 |
|
|
11/1/2030 |
|
|
|
9,745 |
|
|
|
9,565 |
|
|
|
9,592 |
|
|
0.9 |
|
Golden State Buyer, Inc. |
|
(9) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+525 |
|
|
8.9 |
|
|
4/2/2031 |
|
|
|
65,596 |
|
|
|
64,182 |
|
|
|
64,050 |
|
|
6.0 |
|
Golden State Buyer, Inc. |
|
(9) |
|
|
|
|
First Lien - Revolving Credit Facility |
|
SOFR+525 |
|
|
8.9 |
|
|
4/2/2031 |
|
|
|
430 |
|
|
|
320 |
|
|
|
309 |
|
|
0.0 |
|
GT Independence Buyer, Inc. |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+500 |
|
|
8.7 |
|
|
11/18/2031 |
|
|
|
61,916 |
|
|
|
61,371 |
|
|
|
61,428 |
|
|
5.7 |
|
GT Independence Buyer, Inc. |
|
(10) |
(19) |
|
|
|
First Lien - Revolving Credit Facility |
|
SOFR+500 |
|
|
8.7 |
|
|
11/18/2031 |
|
|
|
— |
|
|
|
(67 |
) |
|
|
(58 |
) |
|
(0.0 |
) |
GT Independence Buyer, Inc. |
|
(10) |
(19) |
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+500 |
|
|
8.7 |
|
|
11/18/2031 |
|
|
|
— |
|
|
|
(37 |
) |
|
|
(64 |
) |
|
(0.0 |
) |
Haven Health Acquisition, LLC |
|
(9) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+675 |
|
|
10.4 |
|
|
3/31/2031 |
|
|
|
49,568 |
|
|
|
48,620 |
|
|
|
48,552 |
|
|
4.5 |
|
Haven Health Acquisition, LLC |
|
(10) |
|
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+675 |
|
|
10.5 |
|
|
3/31/2031 |
|
|
|
3,541 |
|
|
|
3,337 |
|
|
|
3,395 |
|
|
0.3 |
|
Haven Health Acquisition, LLC |
|
|
|
|
|
|
Mezzanine - Term Loan |
|
17.00% |
|
|
17.0 |
|
|
4/1/2032 |
|
|
|
1,416 |
|
|
|
1,416 |
|
|
|
1,416 |
|
|
0.1 |
|
Haven Health Acquisition, LLC |
|
(10) |
(19) |
|
|
|
First Lien - Revolving Credit Facility |
|
SOFR+675 |
|
|
10.5 |
|
|
3/31/2031 |
|
|
|
— |
|
|
|
(101 |
) |
|
|
(109 |
) |
|
(0.0 |
) |
Meridian Executive Group, LLC |
|
(9) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+550 |
|
|
9.2 |
|
|
6/5/2031 |
|
|
|
19,697 |
|
|
|
19,332 |
|
|
|
19,305 |
|
|
1.8 |
|
Meridian Executive Group, LLC |
|
(9) |
(19) |
|
|
|
First Lien - Revolving Credit Facility |
|
SOFR+550 |
|
|
9.2 |
|
|
6/5/2031 |
|
|
|
— |
|
|
|
(22 |
) |
|
|
(45 |
) |
|
— |
|
Meridian Executive Group, LLC |
|
(9) |
(19) |
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+550 |
|
|
9.2 |
|
|
6/5/2031 |
|
|
|
— |
|
|
|
(30 |
) |
|
|
(60 |
) |
|
(0.0 |
) |
MJH HEALTHCARE HOLDINGS, LLC |
|
(7) |
(9) |
|
|
|
First Lien - Term Loan |
|
SOFR+275 |
|
|
6.4 |
|
|
1/29/2029 |
|
|
|
4,950 |
|
|
|
4,959 |
|
|
|
4,686 |
|
|
0.4 |
|
OMERS Relief Acquisition, LLC |
|
(7) |
(9) |
|
|
|
First Lien - Term Loan |
|
SOFR+461 |
|
|
8.3 |
|
|
7/3/2028 |
|
|
|
4,974 |
|
|
|
4,964 |
|
|
|
4,924 |
|
|
0.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
285,116 |
|
|
|
284,878 |
|
|
26.6 |
|
Household & Personal Products |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Arkas Bidco Limited |
|
(6) |
(10) |
|
|
|
First Lien - Term Loan |
|
SOFR+600 |
|
|
9.7 |
|
|
11/18/2032 |
|
$ |
|
24,875 |
|
$ |
|
24,416 |
|
$ |
|
24,772 |
|
|
2.3 |
|
INW Manufacturing, LLC |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+575 |
|
|
9.5 |
|
|
1/23/2031 |
|
|
|
27,076 |
|
|
|
26,642 |
|
|
|
26,811 |
|
|
2.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
51,058 |
|
|
|
51,583 |
|
|
4.8 |
|
Insurance |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Acrisure, LLC |
|
(7) |
(9) |
|
|
|
First Lien - Term Loan |
|
SOFR+325 |
|
|
6.9 |
|
|
6/21/2032 |
|
$ |
|
4,950 |
|
$ |
|
4,971 |
|
$ |
|
4,467 |
|
|
0.4 |
|
Acrisure, LLC |
|
(7) |
(9) |
|
|
|
First Lien - Term Loan |
|
SOFR+300 |
|
|
6.7 |
|
|
11/6/2030 |
|
|
|
3,895 |
|
|
|
3,906 |
|
|
|
3,516 |
|
|
0.3 |
|
Alera Group, Inc. |
|
(7) |
(9) |
|
|
|
First Lien - Term Loan |
|
SOFR+275 |
|
|
6.4 |
|
|
5/30/2032 |
|
|
|
8,910 |
|
|
|
8,970 |
|
|
|
8,453 |
|
|
0.8 |
|
Trucordia Insurance Holdings, LLC |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+325 |
|
|
7.0 |
|
|
6/17/2032 |
|
|
|
5,639 |
|
|
|
5,680 |
|
|
|
5,019 |
|
|
0.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
23,527 |
|
|
|
21,455 |
|
|
2.0 |
|
Materials |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Alltech, Inc. |
|
(7) |
(9) |
|
|
|
First Lien - Term Loan |
|
SOFR+436 |
|
|
8.0 |
|
|
8/13/2030 |
|
$ |
|
8,977 |
|
$ |
|
8,961 |
|
$ |
|
8,972 |
|
|
0.8 |
|
Cadence Intermediate II LLC and POC Holdco, LLC |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+715 |
|
|
10.9 |
|
|
10/1/2028 |
|
|
|
12,423 |
|
|
|
12,304 |
|
|
|
12,326 |
|
|
1.2 |
|
Cadence Intermediate II LLC and POC Holdco, LLC |
|
(10) |
(19) |
|
|
|
First Lien - Revolving Credit Facility |
|
SOFR+715 |
|
|
10.9 |
|
|
10/1/2028 |
|
|
|
— |
|
|
|
(12 |
) |
|
|
(10 |
) |
|
— |
|
Cadence Intermediate II LLC and POC Holdco, LLC |
|
(10) |
(19) |
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+715 |
|
|
10.9 |
|
|
10/1/2028 |
|
|
|
— |
|
|
|
(55 |
) |
|
|
(94 |
) |
|
(0.0 |
) |
Clydesdale Acquisition Holdings, Inc. |
|
(7) |
(9) |
|
|
|
First Lien - Term Loan |
|
SOFR+318 |
|
|
6.8 |
|
|
4/13/2029 |
|
|
|
9,000 |
|
|
|
8,998 |
|
|
|
8,830 |
|
|
0.8 |
|
G-3 Chickadee Purchaser, LLC |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+575 |
|
|
9.5 |
|
|
10/31/2031 |
|
|
|
49,375 |
|
|
|
48,273 |
|
|
|
48,264 |
|
|
4.5 |
|
Shrieve Chemical Company, LLC |
|
(9) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+600 |
|
|
9.7 |
|
|
10/30/2030 |
|
|
|
12,929 |
|
|
|
12,839 |
|
|
|
12,727 |
|
|
1.2 |
|
Shrieve Chemical Company, LLC |
|
(9) |
|
|
|
|
First Lien - Revolving Credit Facility |
|
SOFR+600 |
|
|
9.7 |
|
|
10/30/2030 |
|
|
|
246 |
|
|
|
239 |
|
|
|
238 |
|
|
0.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
91,547 |
|
|
|
91,253 |
|
|
8.5 |
|
Media & Entertainment |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Discovery Global Holdings, Inc. |
|
(6) |
(7) |
(9) |
|
|
First Lien - Term Loan |
|
SOFR+250 |
|
|
6.2 |
|
|
6/3/2033 |
|
$ |
|
8,827 |
|
$ |
|
8,805 |
|
$ |
|
8,826 |
|
|
0.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8,805 |
|
|
|
8,826 |
|
|
0.8 |
|
Pharmaceuticals, Biotechnology & Life Sciences |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CB Biotechnology, LLC |
|
(9) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+635 |
|
|
10.0 |
|
|
3/21/2030 |
|
$ |
|
43,621 |
|
$ |
|
43,260 |
|
$ |
|
43,831 |
|
|
4.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
43,260 |
|
|
|
43,831 |
|
|
4.1 |
|
Real Estate Management & Development |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CoreLogic, Inc. (fka First American Corporation, The) |
|
(7) |
(9) |
|
|
|
First Lien - Term Loan |
|
SOFR+361 |
|
|
7.3 |
|
|
6/2/2028 |
|
$ |
|
5,611 |
|
$ |
|
5,610 |
|
$ |
|
5,541 |
|
|
0.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5,610 |
|
|
|
5,541 |
|
|
0.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Company |
|
Notes |
|
Investment |
|
Reference Rate and Spread (1) |
|
Interest Rate (%) |
|
|
Maturity Date |
|
Par/Shares (2) |
|
Amortized Cost (3,5) |
|
|
Fair Value (4,5) |
|
% of Net Assets |
|
Software & Services |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Asurion, LLC |
|
(7) |
(10) |
|
|
|
First Lien - Term Loan |
|
SOFR+410 |
|
|
7.8 |
|
|
8/19/2028 |
|
$ |
|
11,789 |
|
$ |
|
11,804 |
|
$ |
|
11,767 |
|
|
1.1 |
|
Cendyn Group, LLC |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+550 |
|
|
9.2 |
|
|
6/23/2031 |
|
|
|
15,449 |
|
|
|
15,176 |
|
|
|
15,037 |
|
|
1.4 |
|
Cendyn Group, LLC |
|
(10) |
|
|
|
|
First Lien - Revolving Credit Facility |
|
SOFR+550 |
|
|
9.2 |
|
|
6/23/2031 |
|
|
|
1,903 |
|
|
|
1,871 |
|
|
|
1,852 |
|
|
0.2 |
|
GS AcquisitionCo, Inc. |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+525 |
|
|
9.0 |
|
|
5/25/2028 |
|
|
|
8,175 |
|
|
|
8,175 |
|
|
|
7,439 |
|
|
0.7 |
|
GS AcquisitionCo, Inc. |
|
(10) |
|
|
|
|
First Lien - Revolving Credit Facility |
|
SOFR+525 |
|
|
9.0 |
|
|
5/25/2028 |
|
|
|
61 |
|
|
|
61 |
|
|
|
55 |
|
|
0.0 |
|
GS AcquisitionCo, Inc. |
|
(10) |
(19) |
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+525 |
|
|
9.0 |
|
|
5/25/2028 |
|
|
|
— |
|
|
|
(11 |
) |
|
|
(653 |
) |
|
(0.1 |
) |
Kaseya Inc. |
|
(7) |
(10) |
|
|
|
First Lien - Term Loan |
|
SOFR+325 |
|
|
7.0 |
|
|
3/22/2032 |
|
|
|
5,400 |
|
|
|
5,435 |
|
|
|
4,158 |
|
|
0.4 |
|
KnowBe4 Inc. |
|
(7) |
(10) |
|
|
|
First Lien - Term Loan |
|
SOFR+375 |
|
|
7.5 |
|
|
7/23/2032 |
|
|
|
5,963 |
|
|
|
5,952 |
|
|
|
4,621 |
|
|
0.4 |
|
LeadVenture Inc. |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+500 |
|
|
8.7 |
|
|
6/23/2032 |
|
|
|
10,672 |
|
|
|
10,527 |
|
|
|
10,489 |
|
|
1.0 |
|
LeadVenture Inc. |
|
(10) |
|
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+500 |
|
|
8.7 |
|
|
6/23/2032 |
|
|
|
990 |
|
|
|
977 |
|
|
|
955 |
|
|
0.1 |
|
LeadVenture Inc. |
|
(10) |
|
|
|
|
First Lien - Revolving Credit Facility |
|
SOFR+500 |
|
|
8.7 |
|
|
6/23/2032 |
|
|
|
54 |
|
|
|
41 |
|
|
|
36 |
|
|
— |
|
MRI Software LLC |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+475 |
|
|
8.5 |
|
|
2/10/2028 |
|
|
|
6,876 |
|
|
|
6,891 |
|
|
|
6,636 |
|
|
0.6 |
|
MRI Software LLC |
|
(10) |
|
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+475 |
|
|
8.5 |
|
|
2/10/2028 |
|
|
|
183 |
|
|
|
183 |
|
|
|
172 |
|
|
0.0 |
|
MRI Software LLC |
|
(10) |
|
|
|
|
First Lien - Revolving Credit Facility |
|
SOFR+475 |
|
|
8.5 |
|
|
2/10/2028 |
|
|
|
11 |
|
|
|
11 |
|
|
|
8 |
|
|
— |
|
Olo Parent, Inc. |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+450 |
|
|
8.2 |
|
|
9/13/2032 |
|
|
|
29,522 |
|
|
|
29,400 |
|
|
|
28,796 |
|
|
2.7 |
|
Olo Parent, Inc. |
|
(10) |
(19) |
|
|
|
First Lien - Revolving Credit Facility |
|
SOFR+450 |
|
|
8.2 |
|
|
9/13/2032 |
|
|
|
— |
|
|
|
(12 |
) |
|
|
(67 |
) |
|
(0.0 |
) |
SonicWall US Holdings Inc. |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+500 |
|
|
8.7 |
|
|
4/26/2030 |
|
|
|
23,887 |
|
|
|
9,316 |
|
|
|
9,316 |
|
|
0.9 |
|
SonicWall US Holdings Inc. |
|
(10) |
(19) |
|
|
|
First Lien - Term Loan |
|
SOFR+750 |
|
|
11.2 |
|
|
4/26/2030 |
|
|
|
7,970 |
|
|
|
6,359 |
|
|
|
7,891 |
|
|
0.7 |
|
SonicWall US Holdings Inc. |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+550 |
|
|
9.2 |
|
|
4/26/2030 |
|
|
|
13,992 |
|
|
|
5,457 |
|
|
|
5,457 |
|
|
0.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
117,613 |
|
|
|
113,965 |
|
|
10.6 |
|
Telecommunication Services |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GTT Communications, Inc. |
|
(9) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+600 |
|
|
9.7 |
|
|
4/15/2031 |
|
$ |
|
7,361 |
|
$ |
|
7,237 |
|
$ |
|
7,238 |
|
|
0.7 |
|
Zacapa S.a r.l. |
|
(6) |
(7) |
(10) |
|
|
First Lien - Term Loan |
|
SOFR+375 |
|
|
7.5 |
|
|
3/22/2029 |
|
|
|
8,187 |
|
|
|
8,155 |
|
|
|
8,164 |
|
|
0.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
15,392 |
|
|
|
15,402 |
|
|
1.4 |
|
Transportation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Jupiter Refuel Canada Buyer, Inc. |
|
(6) |
(13) |
(17) |
|
|
First Lien - Term Loan |
|
CORRA+525 |
|
|
7.5 |
|
|
6/30/2031 |
|
C$ |
|
31,551 |
|
$ |
|
22,868 |
|
$ |
|
22,152 |
|
|
2.1 |
|
Jupiter Refuel Canada Buyer, Inc. |
|
(6) |
(13) |
(17) |
|
|
First Lien - Revolving Credit Facility |
|
CORRA+525 |
|
|
7.5 |
|
|
6/30/2031 |
|
|
|
768 |
|
|
|
525 |
|
|
|
529 |
|
|
0.1 |
|
Jupiter Refuel Canada Buyer, Inc. |
|
(6) |
(13) |
(17) |
(19) |
|
First Lien - Delayed Draw Term Loan |
|
CORRA+525 |
|
|
7.5 |
|
|
6/30/2031 |
|
|
|
— |
|
|
|
(32 |
) |
|
|
(21 |
) |
|
— |
|
Jupiter Refuel US Buyer, Inc. |
|
(6) |
(10) |
|
|
|
First Lien - Term Loan |
|
SOFR+525 |
|
|
9.0 |
|
|
6/30/2031 |
|
$ |
|
2,571 |
|
|
|
2,538 |
|
|
|
2,560 |
|
|
0.2 |
|
Jupiter Refuel US Buyer, Inc. |
|
(6) |
(10) |
|
|
|
First Lien - Revolving Credit Facility |
|
SOFR+525 |
|
|
9.0 |
|
|
6/30/2031 |
|
|
|
307 |
|
|
|
307 |
|
|
|
306 |
|
|
0.0 |
|
Jupiter Refuel US Buyer, Inc. |
|
(6) |
(10) |
(19) |
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+525 |
|
|
9.0 |
|
|
6/30/2031 |
|
|
|
— |
|
|
|
(4 |
) |
|
|
(2 |
) |
|
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
26,202 |
|
|
|
25,524 |
|
|
2.4 |
|
Utilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Lackawanna Energy Center LLC |
|
(7) |
(9) |
|
|
|
First Lien - Term Loan |
|
SOFR+275 |
|
|
6.4 |
|
|
8/5/2032 |
|
$ |
|
8,604 |
|
$ |
|
8,589 |
|
$ |
|
8,609 |
|
|
0.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8,589 |
|
|
|
8,609 |
|
|
0.8 |
|
Total non-controlled, non-affiliated debt investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,881,685 |
|
|
|
1,873,001 |
|
|
174.9 |
|
Equity investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consumer Services |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Riser Fitness, LLC |
|
(18) |
(19) |
|
|
|
Warrants |
|
N/A |
|
N/A |
|
|
N/A |
|
|
|
285,592 |
|
$ |
|
286 |
|
$ |
|
721 |
|
|
0.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
286 |
|
|
|
721 |
|
|
0.1 |
|
Financial Services |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
DigitalBridge Group, Inc. |
|
(6) |
(20) |
|
|
|
Series J Preferred Shares |
|
N/A |
|
N/A |
|
|
N/A |
|
|
|
162,065 |
|
$ |
|
4,204 |
|
$ |
|
2,980 |
|
|
0.3 |
|
DigitalBridge Group, Inc. |
|
(6) |
(20) |
|
|
|
Series I Preferred Shares |
|
N/A |
|
N/A |
|
|
N/A |
|
|
|
199,597 |
|
|
|
3,402 |
|
|
|
2,457 |
|
|
0.2 |
|
DigitalBridge Group, Inc. |
|
(6) |
(20) |
|
|
|
Series H Preferred Shares |
|
N/A |
|
N/A |
|
|
N/A |
|
|
|
117,820 |
|
|
|
2,445 |
|
|
|
1,757 |
|
|
0.2 |
|
Ripple Labs Inc. |
|
(18) |
|
|
|
|
Class A Common Units |
|
N/A |
|
N/A |
|
|
N/A |
|
|
|
58,734 |
|
|
|
14,684 |
|
|
|
17,555 |
|
|
1.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
24,735 |
|
|
|
24,749 |
|
|
2.3 |
|
Food, Beverage & Tobacco |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amy's Kitchen, LLC |
|
(18) |
(19) |
|
|
|
Warrants |
|
N/A |
|
N/A |
|
|
N/A |
|
|
|
2,296 |
|
$ |
|
264 |
|
$ |
|
297 |
|
|
0.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
264 |
|
|
|
297 |
|
|
0.0 |
|
Health Care Equipment & Services |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
HHM Holdco, LLC |
|
(18) |
(19) |
|
|
|
Common Units |
|
N/A |
|
N/A |
|
|
N/A |
|
|
|
354,060 |
|
$ |
|
354 |
|
$ |
|
353 |
|
|
0.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
354 |
|
|
|
353 |
|
|
0.0 |
|
Household & Personal Products |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Arkas Topco Limited |
|
(6) |
(18) |
|
|
|
Preferred Shares |
|
N/A |
|
N/A |
|
|
N/A |
|
|
|
498,852 |
|
$ |
|
499 |
|
$ |
|
493 |
|
|
0.1 |
|
Arkas Topco Limited |
|
(6) |
(18) |
|
|
|
Ordinary Shares |
|
N/A |
|
N/A |
|
|
N/A |
|
|
|
1,148 |
|
|
|
1 |
|
|
|
42 |
|
|
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
500 |
|
|
|
535 |
|
|
0.1 |
|
Total non-controlled, non-affiliated equity investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
26,139 |
|
|
|
26,655 |
|
|
2.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Company |
|
Notes |
|
Investment |
|
Reference Rate and Spread (1) |
|
Interest Rate (%) |
|
|
Maturity Date |
|
Par/Shares (2) |
|
Amortized Cost (3,5) |
|
|
Fair Value (4,5) |
|
% of Net Assets |
|
Total non-controlled, non-affiliated investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
1,907,824 |
|
$ |
|
1,899,656 |
|
|
177.4 |
|
Non-controlled, affiliated investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Debt investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consumer Discretionary Distribution & Retail |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FR Refuel, LLC |
|
(9) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+486 |
|
|
8.5 |
|
|
11/8/2028 |
|
$ |
|
8,628 |
|
$ |
|
8,607 |
|
$ |
|
8,547 |
|
|
0.8 |
|
FR Refuel, LLC |
|
(9) |
(19) |
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+486 |
|
|
8.5 |
|
|
11/8/2028 |
|
|
|
— |
|
|
|
— |
|
|
|
(4 |
) |
|
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8,607 |
|
|
|
8,543 |
|
|
0.8 |
|
Total non-controlled, affiliated debt investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8,607 |
|
|
|
8,543 |
|
|
0.8 |
|
Total non-controlled, affiliated investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
8,607 |
|
$ |
|
8,543 |
|
|
0.8 |
|
Controlled, affiliated investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Debt investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consumer Services |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ducky's Opco, LLC |
|
(10) |
(19) |
|
|
|
First Lien - Term Loan |
|
SOFR+500 |
|
|
8.7 |
|
|
1/9/2031 |
|
$ |
|
4,196 |
|
$ |
|
4,158 |
|
$ |
|
4,124 |
|
|
0.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4,158 |
|
|
|
4,124 |
|
|
0.4 |
|
Total controlled, affiliated debt investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4,158 |
|
|
|
4,124 |
|
|
0.4 |
|
Equity investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consumer Services |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ducky's Holdco, LLC |
|
(18) |
(19) |
|
|
|
Class A Units |
|
N/A |
|
N/A |
|
|
N/A |
|
|
|
5,857 |
|
$ |
|
5,932 |
|
$ |
|
6,751 |
|
|
0.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5,932 |
|
|
|
6,751 |
|
|
0.6 |
|
Total controlled, affiliated equity investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5,932 |
|
|
|
6,751 |
|
|
0.6 |
|
Total controlled, affiliated investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
10,090 |
|
$ |
|
10,875 |
|
|
1.0 |
|
Total investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
1,926,521 |
|
$ |
|
1,919,074 |
|
|
179.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash Equivalents |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
BlackRock Liquidity Funds Treasury Trust |
|
(16) |
(20) |
|
|
|
|
|
N/A |
|
|
3.6 |
|
|
N/A |
|
|
|
15,023 |
|
$ |
|
15,024 |
|
$ |
|
15,024 |
|
|
1.4 |
|
Goldman Sachs USD Treasury Liquid Reserves Fund |
|
(16) |
(20) |
|
|
|
|
|
N/A |
|
|
3.5 |
|
|
N/A |
|
|
|
552 |
|
|
|
552 |
|
|
|
552 |
|
|
0.1 |
|
Total cash equivalents |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
15,576 |
|
$ |
|
15,576 |
|
|
1.5 |
|
Total investments and cash equivalents |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
1,942,097 |
|
$ |
|
1,934,650 |
|
|
180.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Derivative Instrument |
|
|
|
|
|
|
|
|
|
|
|
|
|
Settlement Date |
|
Notional amount to be purchased |
|
Notional amount to be sold |
|
Fair Value |
|
% of Net Assets |
|
Foreign currency forward contract |
|
(6) |
|
|
|
|
|
|
|
|
|
|
|
8/3/2026 |
|
$ |
|
28,750 |
|
€ |
|
23,868 |
|
$ |
|
1,442 |
|
|
0.1 |
|
Foreign currency forward contract |
|
(6) |
|
|
|
|
|
|
|
|
|
|
|
10/27/2026 |
|
$ |
|
8,445 |
|
€ |
|
7,134 |
|
|
|
253 |
|
|
0.0 |
|
Foreign currency forward contract |
|
(6) |
|
|
|
|
|
|
|
|
|
|
|
9/11/2026 |
|
$ |
|
24,595 |
|
£ |
|
18,423 |
|
|
|
157 |
|
|
0.0 |
|
Foreign currency forward contract |
|
(6) |
|
|
|
|
|
|
|
|
|
|
|
10/27/2026 |
|
$ |
|
524 |
|
€ |
|
443 |
|
|
|
16 |
|
|
— |
|
Foreign currency forward contract |
|
(6) |
|
|
|
|
|
|
|
|
|
|
|
10/27/2026 |
|
$ |
|
522 |
|
€ |
|
447 |
|
|
|
8 |
|
|
— |
|
Foreign currency forward contract |
|
(6) |
|
|
|
|
|
|
|
|
|
|
|
12/29/2026 |
|
$ |
|
23,626 |
|
C$ |
|
33,226 |
|
|
|
4 |
|
|
— |
|
Foreign currency forward contract |
|
(6) |
|
|
|
|
|
|
|
|
|
|
|
10/27/2026 |
|
$ |
|
6 |
|
€ |
|
5 |
|
|
|
— |
|
|
— |
|
Foreign currency forward contract |
|
(6) |
|
|
|
|
|
|
|
|
|
|
|
11/16/2026 |
|
£ |
|
7,912 |
|
$ |
|
10,759 |
|
|
|
(263 |
) |
|
(0.0 |
) |
Foreign currency forward contract |
|
(6) |
|
|
|
|
|
|
|
|
|
|
|
11/16/2026 |
|
C$ |
|
11,426 |
|
$ |
|
8,456 |
|
|
|
(350 |
) |
|
(0.0 |
) |
Foreign currency forward contract |
|
(6) |
|
|
|
|
|
|
|
|
|
|
|
11/16/2026 |
|
€ |
|
14,779 |
|
$ |
|
17,539 |
|
|
|
(554 |
) |
|
(0.1 |
) |
Total foreign currency forward contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
713 |
|
|
0.1 |
|
(1)For each loan, the Company has indicated the reference rate used and provided the spread in effect as of June 30, 2026.
(2)The total par amount is presented in thousands for debt investments and the number of shares or units owned is presented for equity investments.
(3)$ in thousands. All debt investments are shown at amortized cost.
(4)$ in thousands. Unless otherwise indicated, these investments were valued using unobservable inputs and are considered Level 3 investments. Refer to Note 5 Fair Value Measurements.
(5)Negative fair market values indicate investment had an unfunded loan commitment, and no interest is being earned on the unfunded portion, although the investment may earn unused commitment fees. Unamortized fees are classified as unearned income which reduces cost basis, which may result in a negative cost basis. A negative fair value may result from the unfunded commitment being valued below par.
(6)Considered non-qualifying asset under Section 55(a) of the 1940 Act. As of June 30, 2026, non-qualifying assets totaled 12.3% of the Company's total assets.
(7)Investment is valued using observable inputs and considered a Level 2 investment.
(8)Investment earned part of investment income as paid-in-kind interest income. Interest rate includes 1.00% of PIK.
(9)The interest rate on these loans is subject to 1 month SOFR, which as of June 30, 2026 was 3.65%.
(10)The interest rate on these loans is subject to 3 month SOFR, which as of June 30, 2026 was 3.73%.
(11)The interest rate on these loans is subject to 6 month SOFR, which as of June 30, 2026 was 3.85%.
(12)The interest rate on these loans is subject to daily SOFR, which as of June 30, 2026 was 3.68%.
(13)The interest rate on these loans is subject to 3 month CORRA, which as of June 30, 2026 was 2.29%.
(14)The interest rate on these loans is subject to 3 month EURIBOR, which as of June 30, 2026 was 2.32%.
(15)The interest rate on these loans is subject to 3 month SONIA, which as of June 30, 2026 was 3.75%.
(16)The rate shown is the seven-day yield as of June 30, 2026.
(17)Please see below table detailing fair market value and amortized cost for non-USD denominated investments in local currencies.
|
|
|
|
|
|
|
|
|
|
|
|
|
Issuer |
|
Investment Type |
|
Currency |
|
Cost |
|
|
FMV |
|
Albion Fortress Intermediate Holdings LLC |
|
First Lien - Term Loan |
|
EUR |
|
|
22,893 |
|
|
|
23,066 |
|
Jupiter Refuel Canada Buyer, Inc. |
|
First Lien - Term Loan |
|
CAD |
|
|
31,142 |
|
|
|
31,416 |
|
Jupiter Refuel Canada Buyer, Inc. |
|
First Lien - Revolving Credit Facility |
|
CAD |
|
|
715 |
|
|
|
750 |
|
Jupiter Refuel Canada Buyer, Inc. |
|
First Lien - Delayed Draw Term Loan |
|
CAD |
|
|
(43 |
) |
|
|
(30 |
) |
Ruby Bidco Holdings Limited |
|
First Lien - Term Loan |
|
GBP |
|
|
16,000 |
|
|
|
15,980 |
|
Ruby Bidco Holdings Limited |
|
First Lien - Delayed Draw Term Loan |
|
GBP |
|
|
1,678 |
|
|
|
1,624 |
|
Urban Gym Group B.V. |
|
First Lien - Term Loan |
|
EUR |
|
|
6,297 |
|
|
|
6,295 |
|
Urban Gym Group B.V. |
|
First Lien - Delayed Draw Term Loan |
|
EUR |
|
|
1,621 |
|
|
|
1,543 |
|
(18)These investments qualify as restricted investments under Reg S-X 210.12-12 due to contractual limitations on trading and transfers. See additional information regarding these securities below:
|
|
|
Issuer |
|
Acquisition Date |
Ripple Labs Inc. |
|
11/6/2025 |
Ducky's Holdco, LLC |
|
1/9/2026 |
Arkas Topco Limited |
|
11/19/2025 |
HHM Holdco, LLC |
|
3/31/2026 |
Riser Fitness, LLC |
|
3/14/2025 |
Amy's Kitchen, LLC |
|
6/30/2025 |
(19)All of these debt investments are not pledged as collateral under any of the Company's credit facilities (see Note 6. Debt). For all other debt investments, which are pledged to the Company's credit facilities, a single investment may be divided into parts that are individually pledged as collateral to separate credit facilities.
(20)Investment is valued using observable inputs and is considered a Level 1 investment. Refer to Note 5 Fair Value Measurements.
[See accompanying notes to the consolidated financial statements.]
Fortress Private Lending Fund
Consolidated Schedule of Investments
As of December 31, 2025
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Company |
|
Note |
|
Investment |
|
Reference Rate and Spread (1) |
|
Interest Rate (%) |
|
|
Maturity Date |
|
Par/Shares (2) |
|
|
Amortized Cost (3,5) |
|
|
Fair Value (4,5) |
|
% of Net Assets |
|
Investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-controlled, non-affiliated investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Debt investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Automobiles & Components |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Champions Holdco, Inc. |
|
(7) |
(10) |
|
|
|
First Lien - Term Loan |
|
SOFR+475 |
|
|
8.4 |
|
|
2/23/2029 |
|
$ |
|
11,442 |
|
|
$ |
|
10,927 |
|
$ |
|
10,825 |
|
|
|
1.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10,927 |
|
|
|
10,825 |
|
|
|
1.3 |
|
Capital Goods |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
A-AG US GSI Bidco, Inc. |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+500 |
|
|
8.7 |
|
|
10/31/2031 |
|
$ |
|
2,695 |
|
|
$ |
|
2,647 |
|
$ |
|
2,697 |
|
|
|
0.3 |
|
Albion Fortress Intermediate Holdings LLC |
|
(6) |
(14) |
(18) |
|
|
First Lien - Term Loan |
|
EURIBOR+575 |
|
|
7.8 |
|
|
7/31/2031 |
|
€ |
|
23,534 |
|
|
$ |
|
26,209 |
|
$ |
|
27,173 |
|
|
|
3.2 |
|
Blue Raven Solutions, LLC |
|
(9) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+826 |
|
|
12.0 |
|
|
12/21/2026 |
|
$ |
|
17,398 |
|
|
|
|
17,548 |
|
|
|
17,398 |
|
|
|
2.0 |
|
Crown Subsea Communications Holding, Inc. |
|
(7) |
(9) |
|
|
|
First Lien - Term Loan |
|
SOFR+350 |
|
|
7.2 |
|
|
1/30/2031 |
|
|
|
5,000 |
|
|
|
|
5,041 |
|
|
|
5,033 |
|
|
|
0.6 |
|
Echo Transaction Company, LLC |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+550 |
|
|
9.2 |
|
|
5/30/2031 |
|
|
|
12,792 |
|
|
|
|
12,559 |
|
|
|
12,553 |
|
|
|
1.5 |
|
Merlin Buyer Inc. |
|
(7) |
(10) |
|
|
|
First Lien - Term Loan |
|
SOFR+400 |
|
|
7.7 |
|
|
12/14/2028 |
|
|
|
24,935 |
|
|
|
|
24,892 |
|
|
|
25,146 |
|
|
|
2.9 |
|
Steele Solutions, Inc. |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+575 |
|
|
9.4 |
|
|
3/18/2030 |
|
|
|
24,552 |
|
|
|
|
24,338 |
|
|
|
24,333 |
|
|
|
2.8 |
|
Steele Solutions, Inc. |
|
(10) |
(20) |
|
|
|
First Lien - Revolving Credit Facility |
|
SOFR+575 |
|
|
9.4 |
|
|
3/18/2030 |
|
|
|
— |
|
|
|
|
(30 |
) |
|
|
(31 |
) |
|
|
— |
|
Superior Intermediate LLC |
|
(9) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+550 |
|
|
9.2 |
|
|
12/18/2029 |
|
|
|
9,357 |
|
|
|
|
9,194 |
|
|
|
9,197 |
|
|
|
1.1 |
|
Superior Intermediate LLC |
|
(9) |
(20) |
|
|
|
First Lien - Revolving Credit Facility |
|
SOFR+550 |
|
|
9.2 |
|
|
12/18/2029 |
|
|
|
— |
|
|
|
|
(24 |
) |
|
|
(25 |
) |
|
|
— |
|
Superior Intermediate LLC |
|
(9) |
(20) |
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+550 |
|
|
9.2 |
|
|
12/18/2029 |
|
|
|
— |
|
|
|
|
(61 |
) |
|
|
(62 |
) |
|
|
(0.0 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
122,313 |
|
|
|
123,412 |
|
|
|
14.4 |
|
Commercial & Professional Services |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Access CIG, LLC |
|
(7) |
(9) |
|
|
|
First Lien - Term Loan |
|
SOFR+400 |
|
|
7.7 |
|
|
8/19/2030 |
|
$ |
|
2,571 |
|
|
$ |
|
2,589 |
|
$ |
|
2,474 |
|
|
|
0.3 |
|
AMCP Clean Acquisition Company, LLC |
|
(10) |
|
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+425 |
|
|
7.9 |
|
|
6/15/2030 |
|
|
|
9,000 |
|
|
|
|
9,000 |
|
|
|
8,865 |
|
|
|
1.0 |
|
EagleView Technology Corporation |
|
(7) |
(8) |
(10) |
|
|
First Lien - Term Loan |
|
SOFR+650 |
|
|
10.2 |
|
|
8/14/2028 |
|
|
|
48,394 |
|
|
|
|
47,422 |
|
|
|
46,488 |
|
|
|
5.4 |
|
EXEMPLIS LLC |
|
(9) |
(20) |
|
|
|
First Lien - Term Loan |
|
SOFR+525 |
|
|
8.9 |
|
|
12/22/2032 |
|
|
|
57,918 |
|
|
|
|
57,049 |
|
|
|
57,049 |
|
|
|
6.6 |
|
EXEMPLIS LLC |
|
(9) |
(20) |
|
|
|
First Lien - Revolving Credit Facility |
|
SOFR+525 |
|
|
8.9 |
|
|
12/23/2030 |
|
|
|
— |
|
|
|
|
(204 |
) |
|
|
(204 |
) |
|
|
(0.0 |
) |
Vomela Purchaser LLC and Vomela Canada Inc. |
|
(9) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+525 |
|
|
8.9 |
|
|
12/31/2029 |
|
|
|
60,662 |
|
|
|
|
59,565 |
|
|
|
59,903 |
|
|
|
7.0 |
|
Vomela Purchaser LLC and Vomela Canada Inc. |
|
(9) |
|
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+525 |
|
|
8.9 |
|
|
12/31/2029 |
|
|
|
3,200 |
|
|
|
|
3,161 |
|
|
|
3,160 |
|
|
|
0.4 |
|
Vomela Purchaser LLC and Vomela Canada Inc. |
|
(9) |
|
|
|
|
First Lien - Revolving Credit Facility |
|
SOFR+525 |
|
|
8.9 |
|
|
12/31/2029 |
|
|
|
1,360 |
|
|
|
|
1,328 |
|
|
|
1,327 |
|
|
|
0.2 |
|
Vomela Purchaser LLC and Vomela Canada Inc. |
|
(9) |
(20) |
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+525 |
|
|
8.9 |
|
|
12/31/2029 |
|
|
|
— |
|
|
|
|
(61 |
) |
|
|
(78 |
) |
|
|
(0.0 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
179,849 |
|
|
|
178,984 |
|
|
|
20.8 |
|
Consumer Durables & Apparel |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fabletics, Inc. |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+750 |
|
|
11.2 |
|
|
10/31/2030 |
|
$ |
|
50,672 |
|
|
$ |
|
50,059 |
|
$ |
|
49,684 |
|
|
|
5.8 |
|
Fabletics, Inc. |
|
(10) |
(20) |
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+750 |
|
|
11.2 |
|
|
10/30/2030 |
|
|
|
— |
|
|
|
|
- |
|
|
|
(40 |
) |
|
|
— |
|
Olibre Borrower LLC |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+575 |
|
|
9.4 |
|
|
1/3/2030 |
|
|
|
14,850 |
|
|
|
|
14,525 |
|
|
|
14,516 |
|
|
|
1.7 |
|
Step2 Discovery, LLC (Backyard Leisure Intermediate Parent, LLC) |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+600 |
|
|
9.7 |
|
|
12/23/2030 |
|
|
|
54,186 |
|
|
|
|
53,242 |
|
|
|
53,238 |
|
|
|
6.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
117,826 |
|
|
|
117,398 |
|
|
|
13.7 |
|
Consumer Services |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
BB PEP Bidco, LLC |
|
(11) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+675 |
|
|
10.3 |
|
|
1/13/2030 |
|
$ |
|
11,697 |
|
|
$ |
|
11,451 |
|
$ |
|
11,495 |
|
|
|
1.3 |
|
BB PEP Bidco, LLC |
|
(10) |
|
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+675 |
|
|
10.4 |
|
|
1/13/2030 |
|
|
|
2,138 |
|
|
|
|
2,093 |
|
|
|
2,101 |
|
|
|
0.2 |
|
BB PEP Bidco, LLC |
|
(10) |
(20) |
|
|
|
First Lien - Revolving Credit Facility |
|
SOFR+675 |
|
|
10.4 |
|
|
1/13/2030 |
|
|
|
— |
|
|
|
|
(23 |
) |
|
|
(19 |
) |
|
|
— |
|
CV Borrower, LLC |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+550 |
|
|
9.2 |
|
|
8/30/2030 |
|
|
|
6,034 |
|
|
|
|
5,966 |
|
|
|
5,968 |
|
|
|
0.7 |
|
Grand Circle Corporation, Grand Circle LLC and The Grand Circle River Cruise Lines LLC |
|
(9) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+536 |
|
|
9.1 |
|
|
9/19/2030 |
|
|
|
63,820 |
|
|
|
|
63,351 |
|
|
|
63,447 |
|
|
|
7.4 |
|
Riser Fitness, LLC |
|
(9) |
|
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+685 |
|
|
10.5 |
|
|
3/14/2030 |
|
|
|
4,710 |
|
|
|
|
4,440 |
|
|
|
4,475 |
|
|
|
0.5 |
|
Riser Fitness, LLC |
|
(9) |
(20) |
|
|
|
First Lien - Revolving Credit Facility |
|
SOFR+685 |
|
|
10.5 |
|
|
3/14/2030 |
|
|
|
— |
|
|
|
|
(12 |
) |
|
|
(9 |
) |
|
|
— |
|
Ruby Bidco Holdings Limited |
|
(6) |
(15) |
(18) |
|
|
First Lien - Term Loan |
|
SONIA+500 |
|
|
9.0 |
|
|
9/15/2032 |
|
£ |
|
16,204 |
|
|
$ |
|
21,561 |
|
$ |
|
21,487 |
|
|
|
2.5 |
|
Ruby Bidco Holdings Limited |
|
(6) |
(15) |
(18) |
(20) |
|
First Lien - Delayed Draw Term Loan |
|
SONIA+500 |
|
|
9.0 |
|
|
9/15/2032 |
|
|
|
— |
|
|
|
|
(73 |
) |
|
|
(166 |
) |
|
|
(0.0 |
) |
Solidcore Topco, LLC |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+575 |
|
|
9.4 |
|
|
11/4/2030 |
|
$ |
|
21,482 |
|
|
|
|
21,134 |
|
|
|
21,072 |
|
|
|
2.5 |
|
Solidcore Topco, LLC |
|
(10) |
|
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+575 |
|
|
9.4 |
|
|
11/4/2030 |
|
|
|
3,345 |
|
|
|
|
3,313 |
|
|
|
3,281 |
|
|
|
0.4 |
|
Solidcore Topco, LLC |
|
(10) |
(20) |
|
|
|
First Lien - Revolving Credit Facility |
|
SOFR+575 |
|
|
9.4 |
|
|
11/4/2030 |
|
|
|
— |
|
|
|
|
(12 |
) |
|
|
(18 |
) |
|
|
— |
|
Solidcore Topco, LLC |
|
(10) |
(20) |
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+575 |
|
|
9.4 |
|
|
11/4/2030 |
|
|
|
— |
|
|
|
|
(24 |
) |
|
|
(37 |
) |
|
|
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Company |
|
Note |
|
Investment |
|
Reference Rate and Spread (1) |
|
Interest Rate (%) |
|
|
Maturity Date |
|
Par/Shares (2) |
|
|
Amortized Cost (3,5) |
|
|
Fair Value (4,5) |
|
% of Net Assets |
|
Urban Gym Group B.V. |
|
(6) |
(14) |
(18) |
|
|
First Lien - Term Loan |
|
EURIBOR+675 |
|
|
8.8 |
|
|
10/28/2031 |
|
€ |
|
6,410 |
|
|
$ |
|
7,325 |
|
$ |
|
7,387 |
|
|
|
0.9 |
|
Urban Gym Group B.V. |
|
(6) |
(14) |
(18) |
|
|
First Lien - Delayed Draw Term Loan |
|
EURIBOR+675 |
|
|
8.8 |
|
|
10/28/2031 |
|
|
|
427 |
|
|
|
|
474 |
|
|
|
454 |
|
|
|
0.1 |
|
Xponential Fitness LLC |
|
(6) |
(10) |
|
|
|
First Lien - Term Loan |
|
SOFR+675 |
|
|
10.4 |
|
|
12/9/2030 |
|
$ |
|
43,429 |
|
|
|
|
42,789 |
|
|
|
42,832 |
|
|
|
5.0 |
|
Xponential Fitness LLC |
|
(6) |
(10) |
(20) |
|
|
First Lien - Revolving Credit Facility |
|
SOFR+675 |
|
|
10.4 |
|
|
12/9/2030 |
|
|
|
— |
|
|
|
|
(31 |
) |
|
|
(28 |
) |
|
|
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
183,722 |
|
|
|
183,722 |
|
|
|
21.4 |
|
Energy |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Halcon Holdings, LLC |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+790 |
|
|
11.6 |
|
|
12/26/2028 |
|
$ |
|
13,875 |
|
|
$ |
|
13,549 |
|
$ |
|
13,460 |
|
|
|
1.6 |
|
HighPeak Energy, Inc. |
|
(6) |
(10) |
|
|
|
First Lien - Term Loan |
|
SOFR+765 |
|
|
11.3 |
|
|
9/29/2028 |
|
|
|
47,928 |
|
|
|
|
47,838 |
|
|
|
47,452 |
|
|
|
5.5 |
|
MidCon Development Finance, LLC |
|
(10) |
|
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+600 |
|
|
9.7 |
|
|
9/28/2029 |
|
|
|
11,661 |
|
|
|
|
11,430 |
|
|
|
11,384 |
|
|
|
1.3 |
|
Phoenix Operating, LLC |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+710 |
|
|
10.8 |
|
|
10/27/2028 |
|
|
|
33,048 |
|
|
|
|
32,491 |
|
|
|
33,014 |
|
|
|
3.8 |
|
Phoenix Operating, LLC |
|
(10) |
|
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+710 |
|
|
10.8 |
|
|
10/27/2028 |
|
|
|
19,507 |
|
|
|
|
19,471 |
|
|
|
19,487 |
|
|
|
2.3 |
|
Roxo Energy Partners IV, LLC |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+815 |
|
|
11.8 |
|
|
10/29/2027 |
|
|
|
12,957 |
|
|
|
|
12,752 |
|
|
|
12,695 |
|
|
|
1.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
137,531 |
|
|
|
137,492 |
|
|
|
16.0 |
|
Equity Real Estate Investment Trusts (REITs) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
North America Data Center Acquisition LLC |
|
(12) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+500 |
|
|
8.9 |
|
|
5/8/2030 |
|
$ |
|
12,681 |
|
|
$ |
|
12,596 |
|
$ |
|
12,632 |
|
|
|
1.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12,596 |
|
|
|
12,632 |
|
|
|
1.5 |
|
Financial Services |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Osaic Holdings, Inc. |
|
(7) |
(11) |
|
|
|
First Lien - Term Loan |
|
SOFR+300 |
|
|
6.6 |
|
|
7/30/2032 |
|
$ |
|
9,000 |
|
|
$ |
|
8,979 |
|
$ |
|
9,032 |
|
|
|
1.1 |
|
Apex Group Treasury LLC |
|
(7) |
(10) |
|
|
|
First Lien - Term Loan |
|
SOFR+350 |
|
|
7.2 |
|
|
2/27/2032 |
|
|
|
24,875 |
|
|
|
|
24,804 |
|
|
|
23,343 |
|
|
|
2.7 |
|
Aretec Group, Inc. (fka RCS Capital Corporation) |
|
(7) |
(9) |
|
|
|
First Lien - Term Loan |
|
SOFR+300 |
|
|
6.7 |
|
|
8/9/2030 |
|
|
|
4,987 |
|
|
|
|
4,998 |
|
|
|
5,003 |
|
|
|
0.6 |
|
Daintree Bidco Pty Ltd |
|
(6) |
(16) |
(20) |
|
|
First Lien - Term Loan |
|
|
|
|
|
|
11/25/2032 |
|
|
|
9,000 |
|
|
|
|
8,865 |
|
|
|
8,933 |
|
|
|
1.0 |
|
DS Admiral Bidco, LLC |
|
(10) |
(20) |
|
|
|
First Lien - Term Loan |
|
SOFR+425 |
|
|
7.9 |
|
|
6/26/2031 |
|
|
|
7,979 |
|
|
|
|
7,919 |
|
|
|
7,819 |
|
|
|
0.9 |
|
Edelman Financial Engines Center, LLC, The |
|
(7) |
(9) |
|
|
|
First Lien - Term Loan |
|
SOFR+300 |
|
|
6.7 |
|
|
4/7/2028 |
|
|
|
5,970 |
|
|
|
|
5,989 |
|
|
|
5,995 |
|
|
|
0.7 |
|
GC FERRY ACQUISITION I INC |
|
(7) |
(10) |
|
|
|
First Lien - Term Loan |
|
SOFR+350 |
|
|
7.2 |
|
|
8/16/2032 |
|
|
|
10,250 |
|
|
|
|
10,102 |
|
|
|
10,228 |
|
|
|
1.2 |
|
GC FERRY ACQUISITION I INC |
|
(7) |
(10) |
(20) |
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+350 |
|
|
7.2 |
|
|
8/16/2032 |
|
|
|
— |
|
|
|
|
- |
|
|
|
(4 |
) |
|
|
— |
|
Global Holdings Interco Parent LLC |
|
(9) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+560 |
|
|
9.3 |
|
|
9/16/2027 |
|
|
|
1,590 |
|
|
|
|
1,590 |
|
|
|
1,589 |
|
|
|
0.2 |
|
OneDigital Borrower LLC |
|
(7) |
(9) |
|
|
|
First Lien - Term Loan |
|
SOFR+300 |
|
|
6.7 |
|
|
7/2/2031 |
|
|
|
4,656 |
|
|
|
|
4,656 |
|
|
|
4,662 |
|
|
|
0.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
77,902 |
|
|
|
76,600 |
|
|
|
8.9 |
|
Food, Beverage & Tobacco |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amy's Kitchen, LLC |
|
(9) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+685 |
|
|
10.5 |
|
|
1/31/2030 |
|
$ |
|
5,099 |
|
|
$ |
|
4,906 |
|
$ |
|
4,889 |
|
|
|
0.6 |
|
Amy's Kitchen, LLC |
|
(9) |
(20) |
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+685 |
|
|
10.5 |
|
|
1/31/2030 |
|
|
|
— |
|
|
|
|
(48 |
) |
|
|
(53 |
) |
|
|
(0.0 |
) |
Badger Finance, LLC |
|
(9) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+650 |
|
|
10.2 |
|
|
11/29/2029 |
|
|
|
14,625 |
|
|
|
|
14,016 |
|
|
|
14,543 |
|
|
|
1.7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
18,874 |
|
|
|
19,379 |
|
|
|
2.3 |
|
Health Care Equipment & Services |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CD&R Reign Topco, Inc. |
|
(9) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+525 |
|
|
8.9 |
|
|
11/1/2030 |
|
$ |
|
68,980 |
|
|
$ |
|
67,495 |
|
$ |
|
67,774 |
|
|
|
7.9 |
|
CD&R Reign Topco, Inc. |
|
(9) |
(20) |
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+525 |
|
|
8.9 |
|
|
11/1/2030 |
|
|
|
— |
|
|
|
|
(199 |
) |
|
|
(171 |
) |
|
|
(0.0 |
) |
GT Independence Buyer, Inc. |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+500 |
|
|
8.7 |
|
|
11/18/2031 |
|
|
|
62,071 |
|
|
|
|
61,455 |
|
|
|
61,606 |
|
|
|
7.2 |
|
GT Independence Buyer, Inc. |
|
(10) |
|
|
|
|
First Lien - Revolving Credit Facility |
|
SOFR+500 |
|
|
8.7 |
|
|
11/18/2031 |
|
|
|
5,717 |
|
|
|
|
5,644 |
|
|
|
5,662 |
|
|
|
0.7 |
|
GT Independence Buyer, Inc. |
|
(10) |
(20) |
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+500 |
|
|
8.7 |
|
|
11/18/2031 |
|
|
|
— |
|
|
|
|
(40 |
) |
|
|
(61 |
) |
|
|
(0.0 |
) |
MJH HEALTHCARE HOLDINGS, LLC |
|
(7) |
(9) |
|
|
|
First Lien - Term Loan |
|
SOFR+275 |
|
|
6.4 |
|
|
1/29/2029 |
|
|
|
4,975 |
|
|
|
|
4,985 |
|
|
|
4,448 |
|
|
|
0.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
139,340 |
|
|
|
139,258 |
|
|
|
16.2 |
|
Household & Personal Products |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Arkas Bidco Limited |
|
(6) |
(10) |
|
|
|
First Lien - Term Loan |
|
SOFR+600 |
|
|
9.7 |
|
|
11/18/2032 |
|
$ |
|
25,000 |
|
|
$ |
|
24,504 |
|
$ |
|
24,500 |
|
|
|
2.9 |
|
Sweet Oak Parent LLC |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+575 |
|
|
9.4 |
|
|
8/5/2030 |
|
|
|
18,354 |
|
|
|
|
18,148 |
|
|
|
18,152 |
|
|
|
2.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
42,652 |
|
|
|
42,652 |
|
|
|
5.0 |
|
Insurance |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Acrisure, LLC |
|
(7) |
(9) |
|
|
|
First Lien - Term Loan |
|
SOFR+300 |
|
|
6.7 |
|
|
11/6/2030 |
|
$ |
|
16,915 |
|
|
$ |
|
16,951 |
|
$ |
|
16,883 |
|
|
|
2.0 |
|
Acrisure, LLC |
|
(7) |
(9) |
|
|
|
First Lien - Term Loan |
|
SOFR+325 |
|
|
6.9 |
|
|
6/20/2032 |
|
|
|
4,975 |
|
|
|
|
4,998 |
|
|
|
4,973 |
|
|
|
0.6 |
|
Alera Group, Inc. |
|
(7) |
(9) |
|
|
|
First Lien - Term Loan |
|
SOFR+325 |
|
|
6.9 |
|
|
5/30/2032 |
|
|
|
17,955 |
|
|
|
|
18,081 |
|
|
|
18,031 |
|
|
|
2.1 |
|
Trucordia Insurance Holdings, LLC |
|
(9) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+325 |
|
|
6.9 |
|
|
6/17/2032 |
|
|
|
12,968 |
|
|
|
|
13,071 |
|
|
|
12,870 |
|
|
|
1.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
53,101 |
|
|
|
52,757 |
|
|
|
6.1 |
|
Materials |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Alltech, Inc. |
|
(7) |
(9) |
|
|
|
First Lien - Term Loan |
|
SOFR+436 |
|
|
8.1 |
|
|
8/13/2030 |
|
$ |
|
2,985 |
|
|
$ |
|
3,000 |
|
$ |
|
3,001 |
|
|
|
0.4 |
|
Closure Systems International Group Inc. |
|
(7) |
(9) |
(20) |
|
|
First Lien - Term Loan |
|
SOFR+300 |
|
|
6.7 |
|
|
3/22/2029 |
|
|
|
8,977 |
|
|
|
|
8,955 |
|
|
|
8,991 |
|
|
|
1.1 |
|
Clydesdale Acquisition Holdings, Inc. |
|
(7) |
(9) |
|
|
|
First Lien - Term Loan |
|
SOFR+318 |
|
|
6.9 |
|
|
4/13/2029 |
|
|
|
20,000 |
|
|
|
|
20,020 |
|
|
|
20,003 |
|
|
|
2.3 |
|
G-3 Chickadee Purchaser, LLC |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+575 |
|
|
9.4 |
|
|
10/31/2031 |
|
|
|
50,000 |
|
|
|
|
48,779 |
|
|
|
48,781 |
|
|
|
5.7 |
|
Iris Holding, Inc. |
|
(7) |
(10) |
|
|
|
First Lien - Term Loan |
|
SOFR+485 |
|
|
8.5 |
|
|
6/28/2028 |
|
|
|
7,690 |
|
|
|
|
7,574 |
|
|
|
7,445 |
|
|
|
0.9 |
|
Shrieve Chemical Company, LLC |
|
(9) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+600 |
|
|
9.7 |
|
|
10/30/2030 |
|
|
|
7,250 |
|
|
|
|
7,149 |
|
|
|
7,105 |
|
|
|
0.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Company |
|
Note |
|
Investment |
|
Reference Rate and Spread (1) |
|
Interest Rate (%) |
|
|
Maturity Date |
|
Par/Shares (2) |
|
|
Amortized Cost (3,5) |
|
|
Fair Value (4,5) |
|
% of Net Assets |
|
Shrieve Chemical Company, LLC |
|
(9) |
|
|
|
|
First Lien - Revolving Credit Facility |
|
SOFR+600 |
|
|
9.7 |
|
|
10/30/2030 |
|
|
|
168 |
|
|
|
|
161 |
|
|
|
158 |
|
|
|
0.0 |
|
Trident TPI Holdings, Inc. |
|
(7) |
(10) |
|
|
|
First Lien - Term Loan |
|
SOFR+375 |
|
|
7.4 |
|
|
9/15/2028 |
|
|
|
9,950 |
|
|
|
|
9,854 |
|
|
|
9,539 |
|
|
|
1.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
105,492 |
|
|
|
105,023 |
|
|
|
12.2 |
|
Pharmaceuticals, Biotechnology & Life Sciences |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CB Biotechnology, LLC |
|
(9) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+660 |
|
|
10.3 |
|
|
3/21/2030 |
|
$ |
|
44,992 |
|
|
$ |
|
44,556 |
|
$ |
|
44,473 |
|
|
|
5.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
44,556 |
|
|
|
44,473 |
|
|
|
5.2 |
|
Real Estate Management & Development |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CoreLogic, Inc. (fka First American Corporation, The) |
|
(7) |
(9) |
|
|
|
First Lien - Term Loan |
|
SOFR+361 |
|
|
7.3 |
|
|
6/2/2028 |
|
$ |
|
8,977 |
|
|
$ |
|
8,968 |
|
$ |
|
8,973 |
|
|
|
1.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8,968 |
|
|
|
8,973 |
|
|
|
1.0 |
|
Software & Services |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Asurion, LLC |
|
(7) |
(9) |
|
|
|
First Lien - Term Loan |
|
SOFR+410 |
|
|
7.8 |
|
|
8/19/2028 |
|
$ |
|
11,969 |
|
|
$ |
|
11,993 |
|
$ |
|
11,977 |
|
|
|
1.4 |
|
Cendyn Group, LLC |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+550 |
|
|
9.2 |
|
|
6/23/2031 |
|
|
|
15,527 |
|
|
|
|
15,236 |
|
|
|
15,236 |
|
|
|
1.8 |
|
Cendyn Group, LLC |
|
(10) |
|
|
|
|
First Lien - Revolving Credit Facility |
|
SOFR+550 |
|
|
9.2 |
|
|
6/23/2031 |
|
|
|
1,522 |
|
|
|
|
1,488 |
|
|
|
1,487 |
|
|
|
0.2 |
|
GS AcquisitionCo, Inc. |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+525 |
|
|
8.9 |
|
|
5/25/2028 |
|
|
|
8,218 |
|
|
|
|
8,218 |
|
|
|
7,972 |
|
|
|
0.9 |
|
GS AcquisitionCo, Inc. |
|
(10) |
|
|
|
|
First Lien - Revolving Credit Facility |
|
SOFR+525 |
|
|
8.9 |
|
|
5/25/2028 |
|
|
|
22 |
|
|
|
|
22 |
|
|
|
21 |
|
|
|
— |
|
GS AcquisitionCo, Inc. |
|
(10) |
(20) |
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+525 |
|
|
8.9 |
|
|
5/25/2028 |
|
|
|
— |
|
|
|
|
(14 |
) |
|
|
(218 |
) |
|
|
(0.0 |
) |
Kaseya Inc. |
|
(7) |
(9) |
|
|
|
First Lien - Term Loan |
|
SOFR+300 |
|
|
6.7 |
|
|
3/20/2032 |
|
|
|
22,470 |
|
|
|
|
22,617 |
|
|
|
22,473 |
|
|
|
2.6 |
|
KnowBe4 Inc. |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+375 |
|
|
7.4 |
|
|
7/23/2032 |
|
|
|
9,000 |
|
|
|
|
8,981 |
|
|
|
8,994 |
|
|
|
1.1 |
|
LeadVenture Inc. |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+525 |
|
|
8.9 |
|
|
6/23/2032 |
|
|
|
10,726 |
|
|
|
|
10,572 |
|
|
|
10,605 |
|
|
|
1.2 |
|
LeadVenture Inc. |
|
(10) |
|
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+525 |
|
|
8.9 |
|
|
6/23/2032 |
|
|
|
674 |
|
|
|
|
660 |
|
|
|
651 |
|
|
|
0.1 |
|
LeadVenture Inc. |
|
(10) |
|
|
|
|
First Lien - Revolving Credit Facility |
|
SOFR+525 |
|
|
8.9 |
|
|
6/23/2032 |
|
|
|
205 |
|
|
|
|
191 |
|
|
|
193 |
|
|
|
0.0 |
|
MRI Software LLC |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+475 |
|
|
8.4 |
|
|
2/10/2028 |
|
|
|
6,913 |
|
|
|
|
6,933 |
|
|
|
6,878 |
|
|
|
0.8 |
|
MRI Software LLC |
|
(10) |
|
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+475 |
|
|
8.4 |
|
|
2/10/2028 |
|
|
|
40 |
|
|
|
|
39 |
|
|
|
38 |
|
|
|
— |
|
MRI Software LLC |
|
(10) |
|
|
|
|
First Lien - Revolving Credit Facility |
|
SOFR+475 |
|
|
8.4 |
|
|
2/10/2028 |
|
|
|
9 |
|
|
|
|
9 |
|
|
|
7 |
|
|
|
— |
|
Olo Parent, Inc. |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+450 |
|
|
8.2 |
|
|
9/13/2032 |
|
|
|
29,522 |
|
|
|
|
29,390 |
|
|
|
29,522 |
|
|
|
3.4 |
|
Olo Parent, Inc. |
|
(10) |
(20) |
|
|
|
First Lien - Revolving Credit Facility |
|
SOFR+450 |
|
|
8.2 |
|
|
9/13/2032 |
|
|
|
— |
|
|
|
|
(13 |
) |
|
|
— |
|
|
|
— |
|
SonicWall US Holdings Inc. |
|
(7) |
(10) |
|
|
|
First Lien - Term Loan |
|
SOFR+500 |
|
|
8.7 |
|
|
5/18/2028 |
|
|
|
24,010 |
|
|
|
|
23,838 |
|
|
|
15,336 |
|
|
|
1.8 |
|
SonicWall US Holdings Inc. |
|
(10) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+550 |
|
|
9.2 |
|
|
5/18/2028 |
|
|
|
14,063 |
|
|
|
|
13,823 |
|
|
|
10,547 |
|
|
|
1.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
153,983 |
|
|
|
141,719 |
|
|
|
16.5 |
|
Technology Hardware & Equipment |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Watchguard Technologies, Inc. |
|
(7) |
(9) |
|
|
|
First Lien - Term Loan |
|
SOFR+525 |
|
|
8.9 |
|
|
7/2/2029 |
|
$ |
|
6,716 |
|
|
$ |
|
6,721 |
|
$ |
|
6,695 |
|
|
|
0.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6,721 |
|
|
|
6,695 |
|
|
|
0.8 |
|
Telecommunication Services |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GTT Communications, Inc. |
|
(9) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+600 |
|
|
9.7 |
|
|
4/15/2031 |
|
$ |
|
7,398 |
|
|
$ |
|
7,261 |
|
$ |
|
7,262 |
|
|
|
0.8 |
|
Intermedia Holdings, Inc. |
|
(9) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+525 |
|
|
8.9 |
|
|
4/4/2029 |
|
|
|
10,509 |
|
|
|
|
10,345 |
|
|
|
10,430 |
|
|
|
1.2 |
|
Zacapa S.a r.l. |
|
(6) |
(7) |
(10) |
(20) |
|
First Lien - Term Loan |
|
SOFR+375 |
|
|
7.4 |
|
|
3/22/2029 |
|
|
|
9,974 |
|
|
|
|
9,949 |
|
|
|
9,975 |
|
|
|
1.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
27,555 |
|
|
|
27,667 |
|
|
|
3.2 |
|
Transportation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Jupiter Refuel Canada Buyer, Inc. |
|
(6) |
(13) |
(18) |
|
|
First Lien - Term Loan |
|
CORRA+525 |
|
|
7.5 |
|
|
6/30/2031 |
|
C$ |
|
31,710 |
|
|
$ |
|
22,958 |
|
$ |
|
22,981 |
|
|
|
2.7 |
|
Jupiter Refuel Canada Buyer, Inc. |
|
(6) |
(13) |
(18) |
|
|
First Lien - Revolving Credit Facility |
|
CORRA+525 |
|
|
7.5 |
|
|
6/30/2031 |
|
|
|
768 |
|
|
|
|
517 |
|
|
|
542 |
|
|
|
0.1 |
|
Jupiter Refuel Canada Buyer, Inc. |
|
(6) |
(13) |
(18) |
(20) |
|
First Lien - Delayed Draw Term Loan |
|
CORRA+525 |
|
|
7.5 |
|
|
6/30/2031 |
|
|
|
— |
|
|
|
|
(35 |
) |
|
|
(27 |
) |
|
|
— |
|
Jupiter Refuel US Buyer, Inc. |
|
(6) |
(10) |
|
|
|
First Lien - Term Loan |
|
SOFR+525 |
|
|
8.9 |
|
|
6/30/2031 |
|
$ |
|
2,584 |
|
|
|
|
2,547 |
|
|
|
2,571 |
|
|
|
0.3 |
|
Jupiter Refuel US Buyer, Inc. |
|
(6) |
(10) |
(20) |
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+525 |
|
|
8.9 |
|
|
6/30/2031 |
|
|
|
— |
|
|
|
|
(4 |
) |
|
|
(3 |
) |
|
|
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
25,983 |
|
|
|
26,064 |
|
|
|
3.0 |
|
Utilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Lackawanna Energy Center LLC |
|
(7) |
(10) |
|
|
|
First Lien - Term Loan |
|
SOFR+300 |
|
|
6.7 |
|
|
8/5/2032 |
|
$ |
|
8,838 |
|
|
$ |
|
8,818 |
|
$ |
|
8,885 |
|
|
|
1.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8,818 |
|
|
|
8,885 |
|
|
|
1.0 |
|
Total non-controlled, non-affiliated debt investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
1,478,709 |
|
|
|
1,464,610 |
|
|
|
170.3 |
|
Equity investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consumer Services |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Riser Fitness, LLC |
|
(19) |
(20) |
|
|
|
Warrants |
|
N/A |
|
N/A |
|
|
N/A |
|
|
|
194,344 |
|
|
$ |
|
194 |
|
$ |
|
441 |
|
|
|
0.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
194 |
|
|
|
441 |
|
|
|
0.1 |
|
Financial Services |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ripple Labs Inc. |
|
(19) |
|
|
|
|
Class A Common Units |
|
N/A |
|
N/A |
|
|
N/A |
|
|
|
60,000 |
|
|
$ |
|
15,001 |
|
$ |
|
14,925 |
|
|
|
1.7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
15,001 |
|
|
|
14,925 |
|
|
|
1.7 |
|
Food, Beverage & Tobacco |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amy's Kitchen, LLC |
|
(19) |
(20) |
|
|
|
Warrants |
|
N/A |
|
N/A |
|
|
N/A |
|
|
|
2,296 |
|
|
$ |
|
264 |
|
$ |
|
258 |
|
|
|
0.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
264 |
|
|
|
258 |
|
|
|
0.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Company |
|
Note |
|
Investment |
|
Reference Rate and Spread (1) |
|
Interest Rate (%) |
|
|
Maturity Date |
|
Par/Shares (2) |
|
|
Amortized Cost (3,5) |
|
|
Fair Value (4,5) |
|
% of Net Assets |
|
Household & Personal Products |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Arkas Topco Limited |
|
(6) |
(19) |
|
|
|
Preferred Shares |
|
N/A |
|
N/A |
|
|
N/A |
|
|
|
498,852 |
|
|
$ |
|
499 |
|
$ |
|
498 |
|
|
|
0.1 |
|
Arkas Topco Limited |
|
(6) |
(19) |
|
|
|
Ordinary Shares |
|
N/A |
|
N/A |
|
|
N/A |
|
|
|
1,148 |
|
|
|
|
1 |
|
|
|
18 |
|
|
|
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
500 |
|
|
|
516 |
|
|
|
0.1 |
|
Total non-controlled, non-affiliated equity investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
15,959 |
|
|
|
16,140 |
|
|
|
1.9 |
|
Total non-controlled, non-affiliated investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
1,494,668 |
|
|
|
1,480,750 |
|
|
|
172.2 |
|
Non-controlled, affiliated investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Debt investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consumer Discretionary Distribution & Retail |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FR Refuel, LLC |
|
(9) |
|
|
|
|
First Lien - Term Loan |
|
SOFR+486 |
|
|
8.6 |
|
|
11/8/2028 |
|
$ |
|
7,552 |
|
|
$ |
|
7,524 |
|
$ |
|
7,496 |
|
|
|
0.9 |
|
FR Refuel, LLC |
|
(9) |
|
|
|
|
First Lien - Delayed Draw Term Loan |
|
SOFR+475 |
|
|
8.4 |
|
|
11/8/2028 |
|
|
|
622 |
|
|
|
|
622 |
|
|
|
610 |
|
|
|
0.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
8,146 |
|
|
|
8,106 |
|
|
|
0.9 |
|
Total non-controlled, affiliated debt investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
8,146 |
|
|
|
8,106 |
|
|
|
0.9 |
|
Total non-controlled, affiliated investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
8,146 |
|
|
|
8,106 |
|
|
|
0.9 |
|
Total investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
1,502,814 |
|
|
|
1,488,856 |
|
|
|
173.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash Equivalents |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
BlackRock Liquidity Funds Treasury Trust |
|
(17) |
|
|
|
|
|
|
N/A |
|
|
3.6 |
|
|
N/A |
|
$ |
|
86,795 |
|
|
$ |
|
86,795 |
|
|
|
86,795 |
|
|
|
10.1 |
|
Goldman Sachs USD Treasury Liquid Reserves Fund |
|
(17) |
|
|
|
|
|
|
N/A |
|
|
3.6 |
|
|
N/A |
|
$ |
|
205 |
|
|
|
|
205 |
|
|
|
205 |
|
|
|
0.0 |
|
Total cash equivalents |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
87,000 |
|
|
|
87,000 |
|
|
|
10.1 |
|
Total investments and cash equivalents |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
1,589,814 |
|
|
|
1,575,856 |
|
|
|
183.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Derivative Instrument |
|
|
|
|
|
|
|
|
|
|
|
|
|
Settlement Date |
|
Notional amount to be purchased |
|
|
Notional amount to be sold |
|
Fair Value |
|
% of Net Assets |
|
Foreign currency forward contract |
|
(6) |
|
|
|
|
|
|
|
|
|
|
|
5/14/2026 |
|
£ |
|
5,844 |
|
|
$ |
|
7,729 |
|
$ |
|
147 |
|
|
|
0.0 |
|
Foreign currency forward contract |
|
(6) |
|
|
|
|
|
|
|
|
|
|
|
5/14/2026 |
|
C$ |
|
11,426 |
|
|
$ |
|
8,234 |
|
|
|
136 |
|
|
|
0.0 |
|
Foreign currency forward contract |
|
(6) |
|
|
|
|
|
|
|
|
|
|
|
5/14/2026 |
|
€ |
|
14,779 |
|
|
$ |
|
17,410 |
|
|
|
61 |
|
|
|
0.0 |
|
Foreign currency forward contract |
|
(6) |
|
|
|
|
|
|
|
|
|
|
|
3/11/2026 |
|
$ |
|
22,441 |
|
|
£ |
|
16,620 |
|
|
|
41 |
|
|
|
— |
|
Foreign currency forward contract |
|
(6) |
|
|
|
|
|
|
|
|
|
|
|
2/2/2026 |
|
$ |
|
28,050 |
|
|
€ |
|
23,868 |
|
|
|
(37 |
) |
|
|
— |
|
Foreign currency forward contract |
|
(6) |
|
|
|
|
|
|
|
|
|
|
|
4/27/2026 |
|
$ |
|
8,172 |
|
|
€ |
|
6,972 |
|
|
|
(64 |
) |
|
|
(0.0 |
) |
Foreign currency forward contract |
|
(6) |
|
|
|
|
|
|
|
|
|
|
|
6/29/2026 |
|
$ |
|
24,298 |
|
|
C$ |
|
33,275 |
|
|
|
(117 |
) |
|
|
(0.0 |
) |
Total foreign currency forward contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
167 |
|
|
|
0.0 |
|
(1)For each loan, the Company has indicated the reference rate used and provided the spread in effect as of December 31, 2025.
(2)The total par amount is presented in thousands for debt investments and the number of shares or units owned is presented for equity investments.
(3)$ in thousands. All debt investments are shown at amortized cost.
(4)$ in thousands. Unless otherwise indicated, these investments were valued using unobservable inputs and are considered Level 3 investments. Refer to Note 5 Fair Value Measurements.
(5)Negative fair values indicate investment had an unfunded loan commitment, and no interest is being earned on the unfunded portion, although the investment may earn unused commitment fees. Unamortized fees are classified as unearned income which reduces cost basis, which may result in a negative cost basis. A negative fair value may result from the unfunded commitment being valued below par.
(6)Considered non-qualifying asset under Section 55(a) of the 1940 Act. As of December 31, 2025, total non-qualifying assets, including respective interest receivable, totaled 14.4% of the Company's total assets.
(7)Investment is valued using observable inputs and considered a Level 2 investment.
(8)Investment earned part of investment income as paid-in-kind interest income. Interest rate includes 1.00% of PIK.
(9)The interest rate on these loans is subject to 1 month SOFR, which as of December 31, 2025 was 3.69%.
(10)The interest rate on these loans is subject to 3 month SOFR, which as of December 31, 2025 was 3.65%.
(11)The interest rate on these loans is subject to 6 month SOFR, which as of December 31, 2025 was 3.57%.
(12)The interest rate on these loans is subject to daily SOFR, which as of December 31, 2025 was 3.87%.
(13)The interest rate on these loans is subject to 3 month CORRA, which as of December 31, 2025 was 2.26%.
(14)The interest rate on these loans is subject to 3 month EURIBOR, which as of December 31, 2025 was 2.03%.
(15)The interest rate on these loans is subject to 3 month SONIA, which as of December 31, 2025 was 3.98%.
(16)As of December 31, 2025, the deal was unsettled globally and as such no contract information was available.
(17)The rate shown is the seven-day yield as of December 31, 2025.
(18)Please see below table detailing fair value and amortized cost for non-USD denominated investments in local currencies.
|
|
|
|
|
|
|
|
|
|
|
|
|
Issuer |
|
Investment Type |
|
Currency |
|
Cost |
|
|
FMV |
|
Albion Fortress Intermediate Holdings LLC |
|
First Lien - Term Loan |
|
EUR |
|
|
22,966 |
|
|
|
23,122 |
|
Jupiter Refuel Canada Buyer, Inc. |
|
First Lien - Term Loan |
|
CAD |
|
|
31,263 |
|
|
|
31,543 |
|
Jupiter Refuel Canada Buyer, Inc. |
|
First Lien - Revolving Credit Facility |
|
CAD |
|
|
704 |
|
|
|
743 |
|
Jupiter Refuel Canada Buyer, Inc. |
|
First Lien - Delayed Draw Term Loan |
|
CAD |
|
|
(48 |
) |
|
|
(37 |
) |
Ruby Bidco Holdings Limited |
|
First Lien - Term Loan |
|
GBP |
|
|
15,968 |
|
|
|
15,940 |
|
Ruby Bidco Holdings Limited |
|
First Lien - Delayed Draw Term Loan |
|
GBP |
|
|
(54 |
) |
|
|
(123 |
) |
Urban Gym Group B.V. |
|
First Lien - Term Loan |
|
EUR |
|
|
6,286 |
|
|
|
6,286 |
|
Urban Gym Group B.V. |
|
First Lien - Delayed Draw Term Loan |
|
EUR |
|
|
407 |
|
|
|
386 |
|
(19)These investments qualify as restricted investments under Reg S-X 210.12-12 due to contractual limitations on trading and transfers. See additional information regarding these securities below:
|
|
|
Issuer |
|
Acquisition Date |
Ripple Labs Inc. |
|
11/6/2025 |
Amy's Kitchen, LLC |
|
6/30/2025 |
Riser Fitness, LLC |
|
3/14/2025 |
Arkas Topco Limited |
|
11/19/2025 |
(20)All of these debt investments are not pledged as collateral under any of the Company's credit facilities see Note 6. Debt. For all other debt investments, which are pledged to the Company's credit facilities, a single investment may be divided into parts that are individually pledged as collateral to separate credit facilities.
[See accompanying notes to the consolidated financial statements.]
Fortress Private Lending Fund
Notes to Consolidated Financial Statements
1. Organization and Business Purpose
Fortress Private Lending Fund (the "Company") is a Delaware statutory trust formed on January 25, 2024. The Company is a "perpetual-life", externally managed, non-diversified, closed-end management investment company that elected to be regulated as a business development company ("BDC") under the Investment Company Act of 1940, as amended (the "1940 Act"), on August 1, 2025 (the "BDC Election"). Prior to the BDC Election, the Company conducted its investment activities and operations in reliance on an exemption from the definition of "investment company" under Section 3(c)(7) of the 1940 Act.
For U.S. federal income tax purposes, beginning with the tax year ending December 31, 2025, the Company expects to elect to be treated, and the Company intends to qualify annually thereafter, as a regulated investment company ("RIC") under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"), effective August 1, 2025. As a BDC and a RIC, the Company will be required to comply with certain regulatory requirements.
The Company is managed by FPLF Management LLC (in its capacity as investment adviser, the "Adviser"), an indirect subsidiary of Fortress Investment Group LLC ("Fortress"), which provides management services to the Company pursuant to an amended and restated investment advisory agreement, dated February 10, 2025, between the Adviser and the Company (the "Investment Advisory Agreement"). See further discussion in Note 3 – "Related Party Transactions and Agreements" to our consolidated financial statements. Subject to the overall supervision of the Board of Trustees (the "Board"), the Adviser is responsible for managing our business and activities, including sourcing investment opportunities, conducting research, performing diligence on potential investments, structuring the Company’s investments and monitoring its portfolio on an ongoing basis through a team of investment professionals. The Adviser is registered as an investment adviser with the SEC.
FPLF Management LLC (in its capacity as administrator, the "Administrator"), may delegate any of its obligations under the amended and restated administration agreement, dated February 10, 2025, between the Administrator and the Company (the "Administration Agreement") to an affiliate or to a third-party to assist in the provision of administrative services (a "Sub-Administrator"). The Sub-Administrator will receive compensation for its services under a sub-administrative agreement. The Sub-Administrator receives fees, plus out-of-pocket expenses, based on the nature and extent of services provided. The Administrator has retained SEI Global Services, Inc. as the Sub-Administrator to provide administrative and accounting services.
The Company’s investment objectives and strategies are to generate current income and, to a lesser extent, capital appreciation, primarily by investing in U.S. middle-market companies through the direct origination or acquisition of first lien senior secured loans (including "unitranche" loans, which are loans that combine both senior and subordinated debt, generally in a first lien position) and, to a lesser extent, second lien senior secured loans. The investment portfolio may also include other interests such as corporate bonds, common stock, preferred stock, warrants or options, which generally would be obtained as part of providing a broader financing solution. While most of the Company’s investments will be in private U.S. companies (subject to compliance with BDC regulatory requirements to invest at least 70% of the Company’s assets in "qualifying assets", as defined in Section 55(a) of the 1940 Act), the Company may invest up to 30% of its portfolio in non-qualifying assets, including companies located outside of the U.S., entities that are operating pursuant to certain exceptions under the 1940 Act, as applicable, and publicly traded entities whose public equity market capitalization exceeds the levels provided for under the 1940 Act, as applicable. As of June 30, 2026, non-qualifying assets totaled 12.3% of the Company's total assets. The Company relies on exemptive relief granted by the SEC to the Company, the Adviser and certain affiliates to co-invest with other funds, accounts and clients managed by the Adviser or its affiliates in a manner consistent with our investment objectives. The Company generally considers middle-market companies to consist of companies with $25 million to $250 million of earnings before interest, taxes, depreciation, and amortization, although the Company may from time to time invest in smaller companies and other instruments if the Adviser believes that the opportunity presents attractive investment characteristics and risk-adjusted returns.
2. Summary of Significant Accounting Policies
The Company believes the following significant accounting policies, among others, affect its more significant estimates and assumptions used in the preparation of the financial statements.
Basis of Presentation
The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP").
The Company is an investment company for U.S. GAAP purposes and follows accounting and reporting guidance in accordance with the Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") Topic 946 – Financial Services- Investment Companies. The Adviser has evaluated this guidance and determined that the Company meets the criteria to be classified as an investment company. The Company’s fiscal year ends on December 31.
Use of Estimates
The preparation of the financial statements in conformity with U.S. GAAP requires the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the period. Actual results may ultimately differ materially from those estimates.
Consolidation
The Company generally consolidates its investments in investment companies (which included affiliated investment companies while operating as a private lending fund), which are wholly owned and controlled by the Company. If the underlying company is an operating company, consolidation is generally not appropriate. The consolidated financial statements include the accounts of the Company and its wholly owned and controlled subsidiaries after elimination of intercompany balances and transactions. The Company may utilize the subsidiaries to facilitate the investment activities or structures within the overall investment objective. The accounts of the subsidiaries are prepared for the same reporting period end as the Company using consistent accounting policies.
Segment Reporting
In accordance with ASC Topic 280 - Segment Reporting ("ASC 280"), the Company has determined that it has a single operating and reporting segment. As a result, the Company’s segment accounting policies are the same as described herein and the Company does not have any intra-segment sales and transfers of assets. The Company has an investment objective to generate both current income, and to a lesser extent, capital appreciation through debt and equity investments. The chief operating decision maker ("CODM") is comprised of the Company’s co-chief executive officers and assesses the performance and makes operating decisions of the Company on a consolidated basis primarily based on the Company’s net increase in net assets resulting from operations ("net income"). In addition to numerous other factors and metrics, the CODM utilizes net investment income as a key metric in determining the amount of distributions to the Company’s Shareholders. As the Company’s operations comprise of a single reporting segment, the segment assets are reflected on the Consolidated Statement of Financial Condition as "Total Net Assets" and the significant segment expenses are listed on the Consolidated Statement of Operations as "Operating Expenses."
Restricted Cash, Restricted Foreign Currencies and Restricted Cash Equivalents
Restricted cash, restricted foreign currencies and restricted cash equivalents include amounts that are collected and are held by trustees who have been appointed as custodians of the assets securing certain of the Company’s financing transactions. Restricted cash and restricted cash equivalents are held by the trustees for payment of interest expense and principal on the outstanding borrowings or reinvestment into new assets. See reconciliation under "Cash, Foreign Currencies and Cash Equivalents" for totals as of June 30, 2026.
Cash, Foreign Currencies and Cash Equivalents
Cash and cash equivalents represent cash on hand, cash held in banks and liquid investments with original maturities of three months or less and money market funds that are not held for investment purposes. A portion of the Company’s cash may be swept into an overnight sweep account of the financial institution where the Company’s cash is held. Cash equivalents, other than money market funds, are carried at cost plus accrued interest, which approximates fair value. Money market funds are carried at net asset value, which approximates fair value. The Company is subject to credit risk should a financial institution be unable to fulfill its obligations. The Company may have bank balances in excess of federally insured amounts; however, the Company deposits its cash and cash equivalents with high credit-quality institutions to minimize credit risk.
The table below details cash, foreign currencies, cash equivalents and restricted cash, restricted foreign currencies and restricted cash equivalents as of June 30, 2026.
|
|
|
|
|
|
|
|
|
|
|
|
|
($ in thousands) |
|
Restricted cash, foreign currencies and cash equivalents |
|
|
Cash, foreign currencies and cash equivalents |
|
|
Total2 |
|
Cash |
|
$ |
3,875 |
|
|
$ |
6,615 |
|
|
$ |
10,490 |
|
Foreign currencies |
|
|
894 |
|
|
|
31 |
|
|
|
925 |
|
Cash equivalents1 |
|
|
11,689 |
|
|
|
3,887 |
|
|
|
15,576 |
|
Total |
|
$ |
16,458 |
|
|
$ |
10,533 |
|
|
$ |
26,991 |
|
1Total cash equivalents agrees to amounts disclosed in the Consolidated Schedule of Investments. |
|
2Total cash, foreign currencies, cash equivalents and restricted cash, restricted currencies, restricted cash equivalents agrees to amounts disclosed in the Consolidated Statement of Cash Flows. |
|
The table below details cash, foreign currencies, cash equivalents and restricted cash, restricted foreign currencies and restricted cash equivalents as of December 31, 2025.
|
|
|
|
|
|
|
|
|
|
|
|
|
($ in thousands) |
|
Restricted cash, foreign currencies and cash equivalents |
|
|
Cash, foreign currencies and cash equivalents |
|
|
Total2 |
|
Cash |
|
$ |
2,364 |
|
|
$ |
4,247 |
|
|
$ |
6,611 |
|
Foreign currencies |
|
|
1,100 |
|
|
|
502 |
|
|
|
1,602 |
|
Cash equivalents1 |
|
|
60,063 |
|
|
|
26,937 |
|
|
|
87,000 |
|
Total |
|
$ |
63,527 |
|
|
$ |
31,686 |
|
|
$ |
95,213 |
|
1Total cash equivalents agrees to amounts disclosed in the Consolidated Schedule of Investments. |
|
2Total cash, foreign currencies, cash equivalents and restricted cash, restricted currencies, restricted cash equivalents agrees to amounts disclosed in the Consolidated Statement of Cash Flows. |
|
Investments at Fair Value
The Company records investment transactions on a trade date basis. Investments are recorded at fair value on the Consolidated Statement of Financial Condition and changes in the fair value of investments are reflected on the Consolidated Statement of Operations as net change in unrealized gain/(loss) on investments. Realized gain/(loss) on investments are recorded on the specific identification method. Realized gains are recognized to the extent sales proceeds exceed the cost basis. Realized losses are recognized when the cost basis exceeds sales proceeds.
The Company records its investments at fair value, in accordance with U.S. GAAP. Fair value is defined under U.S. GAAP as the expected 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. See further discussion in Note 5 - "Fair Value Measurements."
The value of any investment or other asset held by the Company as of any date will be determined by the Adviser in good faith and in accordance with the principles set forth below and the Adviser will determine, in its discretion, the appropriate hedge positions intended for such investment. Investment transactions will be recorded on the trade date. Realized gains or losses will be measured by the difference between the net proceeds received (excluding prepayment fees, if any) and the amortized cost basis of the investment using the specific identification method without regard to net change in unrealized gains or losses previously recognized, and include investments charged off during the period, net of recoveries. The net change in unrealized gains or losses will primarily reflect the change in investment values, including the reversal of previously recorded unrealized gains or losses with respect to investments realized during the period.
Investments that are listed on a national securities exchange (including such investments when traded in the after hours market) will be valued at their last sales price on the date of determination on the largest securities exchange (by trading volume in such investment) on which such investments will have traded on such date. If no such sales of such investments occurred on the date of determination, such investments will be valued at the midpoint between the "bid" and the "asked" price for long positions and at the "asked" price for short positions on the largest securities exchange (by trading volume in such investment) on which such investments are traded, on the date of determination. Investments that are not listed on an exchange but are traded over-the-counter will be valued at the representative "bid" quotations if held long and at representative "asked" quotations if held short, unless included in the NASDAQ National Market System, in which case they will be valued based upon their last sales prices (if such prices are available).
Investments that are not listed on an exchange and are not traded over-the-counter but for which external pricing or valuation sources are available will be valued in accordance with such external pricing or valuation sources; provided, however, that such valuations may be adjusted by the Adviser to account for recent trading activity or other information that may not have been reflected in pricing obtained from external sources. Privately negotiated derivative investments, such as interest rate swaps, credit default swaps and various basket indices typically shall be valued at the midpoint between the "bid" and "asked" prices by third party pricing services and/or trading counterparties, or based on proprietary pricing models used by the Adviser or independent service providers.
The value of investments that are not listed on an exchange, are not traded over-the-counter and for which no third party pricing sources are available (which may include trade claims, mortgage loans, corporate loans, consumer loans, leases, property, private securities and other receivables and assets), as is expected to be the case for substantially all of our investments, will be valued at fair value as determined in good faith by our Adviser, who, following the BDC Election, was appointed as the Board’s Valuation Designee (as defined in Rule 2a-5 under the 1940 Act), no less frequently than monthly. The determination of fair market value may be aided by one or more independent valuation agents selected by the Adviser no less frequently than quarterly (with certain de minimis exceptions), and such valuations shall reflect any credit risk associated with such investments where deemed appropriate. When the Adviser deems it necessary or advisable, investments may be valued based on proprietary pricing models developed by the Adviser or independent valuation agents. All assets and liabilities initially will be valued in the applicable local currency and then translated into U.S. dollars using the applicable exchange rate on the date of determination.
If the Adviser determines that the value of any investments as determined pursuant to this section does not accurately reflect the fair value of such investments, the Adviser shall value such investments as it reasonably determines. If the Adviser determines that any investment is so thinly traded that the Company would be unable to dispose of the Company’s position in such investment within a reasonable time frame at the market price, then the Company may apply a discount to the value of such investment in an amount that it, in its discretion, deems appropriate. The Adviser’s valuation committee approves final investment valuations.
Forward Foreign Currency Contracts and Other Derivative Instruments
The Company uses forward foreign currency contracts in order to manage its foreign exchange risk. Forward foreign currency contracts represent future commitments to purchase or sell currencies at a specified time. These contracts are recorded at fair value utilizing an industry standard pricing model, see further discussion below.
Net realized and net change in unrealized gain/(loss) on forward foreign currency contracts are reflected in the Consolidated Statement of Operations. The below table details the Company's reconciliation of gross to net balances expressed in thousands as of June 30, 2026:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Counterparty |
|
Gross Amounts of Recognized Assets/(Liabilities) |
|
|
Gross Amounts offset in the Consolidated Statement of Financial Condition |
|
|
Net Amount of Asset/(Liabilities) Presented on the Consolidated Statement of Financial Condition |
|
|
Cash Collateral (Received) /Pledged |
|
|
Net Amount |
|
Bank of Nova Scotia |
|
$ |
1,880 |
|
|
$ |
(1,167 |
) |
|
$ |
713 |
|
|
$ |
— |
|
|
$ |
713 |
|
Bank of Nova Scotia |
|
|
(1,167 |
) |
|
|
1,167 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
Total |
|
$ |
713 |
|
|
$ |
— |
|
|
$ |
713 |
|
|
$ |
— |
|
|
$ |
713 |
|
Net realized and net change in unrealized gain/(loss) on forward foreign currency contracts are reflected in the Consolidated Statement of Operations. The below table details the Company's reconciliation of gross to net balances expressed in thousands as of December 31, 2025:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Counterparty |
|
Gross Amounts of Recognized Assets/(Liabilities) |
|
|
Gross Amounts offset in the Consolidated Statement of Financial Condition |
|
|
Net Amount of Asset/(Liabilities) Presented on the Consolidated Statement of Financial Condition |
|
|
Cash Collateral (Received) /Pledged |
|
|
Net Amount |
|
Bank of Nova Scotia |
|
$ |
385 |
|
|
$ |
(218 |
) |
|
$ |
167 |
|
|
$ |
— |
|
|
$ |
167 |
|
Bank of Nova Scotia |
|
|
(218 |
) |
|
|
218 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
Total |
|
$ |
167 |
|
|
$ |
— |
|
|
$ |
167 |
|
|
$ |
— |
|
|
$ |
167 |
|
Investments in forward foreign currency contracts subject the Company to off-balance sheet market risk, where future changes in foreign currency rates may cause the fair value to differ from the amount recognized in the Consolidated Statement of Financial Condition. The below table details the Company's current positions expressed in thousands as of June 30, 2026:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Counterparty |
|
|
Notional amount to be purchased |
|
|
|
Notional amount to be sold |
|
|
Settlement Date |
|
Fair Value ($ in thousands) |
|
|
Balance Sheet Location of Net Amounts |
Bank of Nova Scotia |
|
$ |
|
28,750 |
|
|
€ |
|
23,868 |
|
|
8/3/2026 |
|
$ |
1,442 |
|
|
Unrealized gain on forward foreign currency contracts |
Bank of Nova Scotia |
|
$ |
|
8,445 |
|
|
€ |
|
7,134 |
|
|
10/27/2026 |
|
|
253 |
|
|
Unrealized gain on forward foreign currency contracts |
Bank of Nova Scotia |
|
$ |
|
24,595 |
|
|
£ |
|
18,423 |
|
|
9/11/2026 |
|
|
157 |
|
|
Unrealized gain on forward foreign currency contracts |
Bank of Nova Scotia |
|
$ |
|
524 |
|
|
€ |
|
443 |
|
|
10/27/2026 |
|
|
16 |
|
|
Unrealized gain on forward foreign currency contracts |
Bank of Nova Scotia |
|
$ |
|
522 |
|
|
€ |
|
447 |
|
|
10/27/2026 |
|
|
8 |
|
|
Unrealized gain on forward foreign currency contracts |
Bank of Nova Scotia |
|
$ |
|
23,626 |
|
|
C$ |
|
33,226 |
|
|
12/29/2026 |
|
|
4 |
|
|
Unrealized gain on forward foreign currency contracts |
Bank of Nova Scotia |
|
$ |
|
6 |
|
|
€ |
|
5 |
|
|
10/27/2026 |
|
|
— |
|
|
Unrealized gain on forward foreign currency contracts |
Bank of Nova Scotia |
|
£ |
|
7,912 |
|
|
$ |
|
10,759 |
|
|
11/16/2026 |
|
|
(263 |
) |
|
Unrealized gain on forward foreign currency contracts |
Bank of Nova Scotia |
|
C$ |
|
11,426 |
|
|
$ |
|
8,456 |
|
|
11/16/2026 |
|
|
(350 |
) |
|
Unrealized gain on forward foreign currency contracts |
Bank of Nova Scotia |
|
€ |
|
14,779 |
|
|
$ |
|
17,539 |
|
|
11/16/2026 |
|
|
(554 |
) |
|
Unrealized gain on forward foreign currency contracts |
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
713 |
|
|
|
Investments in forward foreign currency contracts subject the Company to off-balance sheet market risk, where future changes in foreign currency rates may cause the fair value to differ from the amount recognized in the Consolidated Statement of Financial Condition. The below table details the Company's current positions expressed in thousands as of December 31, 2025:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Counterparty |
|
|
Notional amount to be purchased |
|
|
|
Notional amount to be sold |
|
|
Settlement Date |
|
Fair Value ($ in thousands) |
|
|
Balance Sheet Location of Net Amounts |
Bank of Nova Scotia |
|
£ |
|
5,844 |
|
|
$ |
|
7,729 |
|
|
5/14/2026 |
|
$ |
147 |
|
|
Unrealized gain on forward foreign currency contracts |
Bank of Nova Scotia |
|
C$ |
|
11,426 |
|
|
$ |
|
8,234 |
|
|
5/14/2026 |
|
|
136 |
|
|
Unrealized gain on forward foreign currency contracts |
Bank of Nova Scotia |
|
€ |
|
14,779 |
|
|
$ |
|
17,410 |
|
|
5/14/2026 |
|
|
61 |
|
|
Unrealized gain on forward foreign currency contracts |
Bank of Nova Scotia |
|
$ |
|
22,441 |
|
|
£ |
|
16,620 |
|
|
3/11/2026 |
|
|
41 |
|
|
Unrealized gain on forward foreign currency contracts |
Bank of Nova Scotia |
|
$ |
|
28,050 |
|
|
€ |
|
23,868 |
|
|
2/2/2026 |
|
|
(37 |
) |
|
Unrealized gain on forward foreign currency contracts |
Bank of Nova Scotia |
|
$ |
|
8,172 |
|
|
€ |
|
6,972 |
|
|
4/27/2026 |
|
|
(64 |
) |
|
Unrealized gain on forward foreign currency contracts |
Bank of Nova Scotia |
|
$ |
|
24,298 |
|
|
C$ |
|
33,275 |
|
|
6/29/2026 |
|
|
(117 |
) |
|
Unrealized gain on forward foreign currency contracts |
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
167 |
|
|
|
An unrealized gain/(loss) on derivative instruments is generally recorded based upon market changes in the underlying asset, calculated by reference to changes in specified prices or rates for a specified amount of an underlying asset or otherwise determined notional amount, adjusted for other factors such as liquidity and counterparty credit risk. A realized gain/(loss) is recognized at the reset date, if any, or at the termination of the agreement. Net realized and net change in unrealized gain/(loss) is presented on the Consolidated Statement of Operations.
Following its BDC Election, the Company complies with Rule 18f-4 under the 1940 Act, which requires BDCs that use derivatives to, among other things, comply with a value-at-risk leverage limit, adopt a derivatives risk management program, and implement certain testing and board reporting procedures. Rule 18f-4 exempts BDCs that qualify as "limited derivatives users" from the aforementioned requirements, provided that these BDCs adopt written policies and procedures that are reasonably designed to manage the BDC’s derivatives risks and comply with certain recordkeeping requirements. The Company qualifies and intends to continue to qualify as a "limited derivatives user." The Company has adopted a derivatives policy and complies with the recordkeeping requirements of Rule 18f-4.
The private warrants held by the Company and included in the Consolidated Schedule of Investments are classified as equity investments not as a derivative instrument. See further discussion in Note 2 - "Summary of Significant Accounting Policies" under the "Investments" section.
Interest Income
Interest income (including paid-in-kind interest) and interest expense is recognized as earned on an accrual basis and is earned or incurred from fixed income securities, certain financing arrangements and broker balances, and includes accretion of discounts and amortization of premiums calculated using the effective yield method, where applicable. Generally, investments are placed on non-accrual status when a borrower has missed multiple payments and the Company believes future payments are doubtful. Expenses are recognized as incurred on an accrual basis.
The Company will reduce current interest income by charging off any interest receivable (or cost basis of investments in the case of paid-in-kind interest) when the collection of all or a portion of such interest becomes doubtful or where credit quality restricts the ability to reasonably estimate cash flows. Other factors such as purchase price, fair value and current market conditions are also considered when determining non-accrual status for investments. The Company does not accrete discounts or amortize premiums or recognize paid-in-kind interest on investments that are placed on non-accrual status.
As of June 30, 2026 and December 31, 2025, the Company had no non-accrual debt investments.
Other Income
When the Company purchases an investment, it may receive fees during the life of the investment such as commitment fees, letter of credit fees and amendment fees. The upfront fees received in connection with investments that are deemed to be an adjustment to yield are capitalized and amortized over the term of the investment. Other fees that are received, but not deemed to be an adjustment to yield may be recognized as earned and are included in other income on the Consolidated Statement of Operations. Upon prepayment of a loan or debt security, any prepayment premiums, unamortized upfront loan origination fees and unamortized discounts are recorded as interest income in the current period.
Organization and Offering Costs
Organization costs include the cost of regulatory compliance, formation, including legal fees related to the creation and organization of the Company and its organizational documents, as well as its election to be regulated as a BDC. For the avoidance of doubt, organization costs shall not include sales loads, commissions or placement agent fees. Organization costs are expensed as incurred on the Consolidated Statement of Operations.
Since inception, the Adviser has elected to pay certain organization costs under the Amended and Restated Expense Support and Conditional Reimbursement Agreement ("Expense Support Agreement"). Expense support amounts fronted by the Adviser will be subject to recoupment under the terms of the Expense Support Agreement. See discussion in Note 3 - "Related Party Transactions and Agreements" for additional disclosure.
For the three and six months ended June 30, 2026, the Company did not record any organization costs in the Consolidated Statement of Operations.
For the three and six months ended June 30, 2025, the Company recorded $0.2 million and $2.6 million, respectively, of organization costs in the Consolidated Statement of Operations.
Offering costs include legal, accounting, third party transfer agent, printing and other expenses associated with the preparation of a registration statement in connection with the Initial Share Offering and any subsequent offering of Shares. Offering costs are capitalized as deferred offering costs on the Consolidated Statement of Financial Condition and amortized to expense over a twelve-month period.
As of June 30, 2026 and December 31, 2025, the Company had capitalized $0.3 million and $0.7 million, respectively, of deferred offering costs within the Consolidated Statement of Financial Condition.
For the three and six months ended June 30, 2026, the Company amortized $0.3 million and $0.6 million, respectively, of offering costs in the Consolidated Statement of Operations. For the three and six months ended June 30, 2025, offering costs were not yet being amortized.
Debt Issuance and Financing Costs
Debt issuance and financing costs generally relate to lender fees and legal fees associated with the establishment of the financing vehicles consolidated by the Company. Debt issuance and financing costs also include extension fees and upfront fees on loans or revolving credit facilities held by the Company. These costs are capitalized and are amortized over the term of the financing arrangements, revolving credit and loan facilities, as applicable. The deferred debt issuance and financing costs are netted with their respective liabilities on the Consolidated Statement of Financial Condition.
Foreign Currency Translation
Assets and liabilities that are denominated in foreign currencies were translated into U.S. dollars at the closing rates of exchange on June 30, 2026. Transactions during the period are translated at the rate of exchange prevailing on the date of the transaction. The Company includes that portion of the results of operations resulting from changes in foreign exchange rates on investments in net realized and unrealized gain/(loss) on investments in the Consolidated Statement of Operations. All other foreign currency translation gain/(loss) is included in the net realized and net change in unrealized foreign currency translation gain/(loss) on the Consolidated Statement of Operations.
Income Taxes
For tax periods prior to the effective date of the Company's election to be treated as a RIC under Subchapter M of the Code (such election, the "RIC Election"), the Company expects to be classified as a partnership for U.S. federal income tax purposes. As a partnership, the Company generally will not pay U.S. federal income taxes, but each of the Company’s investors will generally be required to file U.S. income tax returns and pay income taxes on the income and gains allocated to it in respect of its interest in the Company (whether or not distributed).
The Company expects to make a RIC Election when it files its U.S. federal income tax return for the taxable year that began August 1, 2025 and ended December 31, 2025. As of the BDC Election, it is expected the Company will be treated as a RIC for U.S. federal income tax purposes. So long as the Company maintains its status as a RIC, it generally will not pay corporate-level U.S. federal income taxes on any ordinary income or capital gains that it distributes (at least annually) to its Shareholders as distributions. Rather, any U.S. federal income tax liability related to amounts distributed by the Company represents obligations of the Company’s Shareholders.
If the Company fails to distribute in a timely manner an amount at least equal to the sum of (i) 98% of the Company’s ordinary income for the calendar year, (ii) 98.2% of the amount by which the Company’s capital gains exceed its capital losses (adjusted for certain ordinary losses) for the one-year period ending October 31 in that calendar year and (iii) certain undistributed amounts from previous years on which the Company paid no U.S. federal income tax (collectively, the "Excise Tax Distribution Requirements"), the Company will be subject to a 4% nondeductible U.S. federal excise tax on the amount by which it does not meet the Excise Tax Distribution Requirements. For this purpose, however, any ordinary income or capital gain net income retained by the Company that is subject to corporate income tax for the tax year ending in that calendar year will be considered to have been distributed by year-end (or earlier if estimated taxes are paid).
On December 14, 2023, the FASB issued Accounting Standards update ("ASU"), ASU 2023-09 - Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which aimed to improve transparency of tax information for investors and enhance income tax disclosures. The update requires the Company to provide a breakdown of total income tax paid, net of refunds, by jurisdiction if the amount exceeds materiality. The amendments under this ASU were effective for fiscal year ends beginning after December 31, 2024 and hence the Company adopted this ASU for the year ending December 31, 2025. Total income taxes paid during the period were all related to U.S. federal tax liability requirements, and no jurisdictional breakdown was required.
As of June 30, 2026 and December 31, 2025, the tax cost and estimated gross unrealized appreciation (depreciation) from investments for federal income tax purposes are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
As of June 30, |
|
|
As of December 31, |
|
($ in thousands) |
|
2026 |
|
|
2025 |
|
Tax cost |
|
$ |
|
1,927,277 |
|
|
$ |
|
1,503,544 |
|
Gross unrealized appreciation |
|
|
|
10,751 |
|
|
|
|
3,751 |
|
Gross unrealized depreciation |
|
|
|
(19,215 |
) |
|
|
|
(18,489 |
) |
Net unrealized investment appreciation / (depreciation) on investments |
|
$ |
|
(8,464 |
) |
|
$ |
|
(14,738 |
) |
New Accounting Pronouncements
In November 2024, the FASB issued ASU 2024-03, Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures ("ASU 2024-03"), which requires disaggregated disclosure of certain costs and expenses, including purchases of inventory, employee compensation, depreciation, amortization and depletion, within relevant income statement captions. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and interim periods beginning with the first quarter ended March 31, 2028. Early adoption and retrospective application is permitted. The Company is currently assessing the impact of this guidance, however, the Company does not expect a material impact on its consolidated financial statements.
The Company’s management does not believe that any recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the accompanying consolidated financial statements.
3. Related Party Transactions and Agreements
The Adviser
The Company is managed by the Adviser which provides management services to the Company pursuant to the Investment Advisory Agreement. Subject to the overall supervision of the Board, the Adviser is responsible for managing the Company’s business and activities, including sourcing investment opportunities, conducting research, performing diligence on potential investments, structuring the Company’s investments and monitoring the Company’s portfolio on an ongoing basis through a team of investment professionals.
Management Fee
The Company pays to the Adviser a management fee (the "Management Fee") at an annual rate of 1.25% of the Company’s net assets, payable quarterly in arrears, calculated as of the end of the most recently completed calendar quarter and adjusted for any Share issuances, repurchases, dividends or distributions during the relevant calendar quarter. For purposes of determining the Management Fee, the Company’s net assets means its total assets less liabilities determined on a consolidated basis in accordance with U.S. GAAP. The Adviser agreed to waive the Management Fee for (i) the period prior to the BDC Election, and (ii) the 6-month period following the date of the first closing following the BDC Election (the "Initial Fee Waiver"). The Initial Fee Waiver is not subject to recoupment by the Adviser. The Management Fee for any partial quarter will be appropriately prorated based on the actual number of days elapsed relative to the total number of days in such calendar quarter.
During the three and six months ended June 30, 2026, the Company recorded a management fee of $3.3 million and $6.4 million, respectively. During the six months ended June 30, 2026, the Company recorded a management fee waiver of $1.0 million (representative of January 2026 activity, waived, pursuant to the Initial Fee Waiver) within the Consolidated Statement of Operations.
As of June 30, 2026, the Company had no outstanding management fee payable.
During the three and six months ended June 30, 2025, the Company recorded no management fees as the Company's most recently completed calendar quarters net assets were negative and zero, respectively and the Company did not record any equity.
Incentive Fee
The Company pays to the Adviser an incentive fee that consists of two parts. In any given quarter, one part of the incentive fee may be payable while the other is not. The first part of the incentive fee (the "Investment Income Incentive Fee") is calculated and payable on a quarterly basis, in arrears, and equals 12.5% of Pre-Incentive Fee Net Investment Income (as defined below) for the immediately preceding calendar quarter, subject to a quarterly preferred return of 1.5% (i.e., 6.0% annualized), or "Hurdle Rate," measured on a quarterly basis and a "catch-up" feature.
To determine whether Pre-Incentive Fee Net Investment Income exceeds the Hurdle Rate, Pre-Incentive Fee Net Investment Income is expressed as a rate on the average daily hurdle calculation value. The average daily hurdle calculation value, on any given day, equals:
•the Company’s net assets as of the end of the calendar quarter immediately preceding the applicable day; plus
•the aggregate amount of capital invested (including reinvested) from investors from the beginning of the current quarter to the applicable day; minus
•the aggregate amount of distributions (including Share repurchases) made by the Company from the beginning of the current quarter to the applicable day (but only to the extent distributions were not declared and accounted for on the Company’s books and records in a previous calendar quarter).
The Company will pay the Adviser an Investment Income Incentive Fee in each calendar quarter as follows:
•No Investment Income Incentive Fee will be payable to the Adviser in any calendar quarter in which Pre-Incentive Fee Net Investment Income does not exceed the Hurdle Rate for such calendar quarter;
•100% of Pre-Incentive Fee Net Investment Income with respect to that portion of such Pre-Incentive Fee Net Investment Income, if any, that exceeds the Hurdle Rate but is less than 1.715% for that calendar quarter will be payable to the Adviser. The Company refers to this portion of the Pre-Incentive Fee Net Investment Income as the "catch-up"; and
•12.5% of the Company’s Pre-Incentive Fee Net Investment Income, if any, that exceeds 1.715% in any calendar quarter is payable to the Adviser.
"Pre-Incentive Fee Net Investment Income" means interest income, dividend income and any other income (including any accrued income that the Company has not yet received in cash and any other fees such as commitment, origination, structuring, diligence, consulting or other fees that the Company receives from portfolio companies) accrued during the calendar quarter minus the Company’s operating expenses accrued during the calendar quarter (including the Management Fee, administrative expenses and any interest expense and dividends paid on issued and outstanding preferred shares, but excluding the incentive fee). In addition, Pre-Incentive Fee Net Investment Income may be computed and paid on income that may include interest that has been accrued but not yet received, or interest in the form of securities received rather than cash, including original issuance discount ("OID"), payment-in-kind and zero coupon investments.
For the three and six months ended June 30, 2026, the Company recorded Investment Income Incentive Fees of $3.5 million and $6.6 million, respectively, within the Consolidated Statement of Operations.
During the three and six months ended June 30, 2025, the Company recorded Investment Income Incentive Fees of $86 thousand and a corresponding investment income incentive fee waiver of $86 thousand, respectively.
As of June 30, 2026 and December 31, 2025, the Company had $3.5 million and $2.5 million, respectively of Investment Income Incentive Payable recorded in the Consolidated Statement of Financial Condition.
The second part of the incentive fee (the "Capital Gains Incentive Fee") is an annual fee that is determined and payable, in arrears, as of the end of each calendar year (or upon termination of the Investment Advisory Agreement) in an amount equal to 12.5% of cumulative realized capital gains, if any, determined on a cumulative basis from the commencement of the Company’s investment operations (based on the fair value of each investment as of such date) through the end of such calendar year (or upon termination of the Investment Advisory Agreement), computed net of all realized capital losses and unrealized capital depreciation on a cumulative basis from the commencement of the Company’s investment operations (based on the fair value of each investment as of such date) through the end of such calendar year (or upon termination of the Investment Advisory Agreement), less the aggregate amount of any previously paid Capital Gains Incentive Fees.
The Company will accrue, but will not pay, a Capital Gains Incentive Fee with respect to unrealized appreciation because a Capital Gains Incentive Fee would be owed to the Adviser if the Company were to sell the relevant investment and realize a capital gain.
For the three and six months ended June 30, 2026, there were no Capital Gains Incentive Fee accrued.
For the three and six months ended June 30, 2025, there was a $74 thousand and $88 thousand Capital Gains Incentive Fee accrued, respectively.
The payable fees under the Investment Advisory Agreement are appropriately adjusted for any Share issuances or repurchases during the calendar quarter (based on the actual number of days elapsed relative to the total number of days in such calendar quarter) and except as described above, exclude capital gains, realized loss and unrealized capital appreciation or depreciation.
Amended and Restated Expense Support and Conditional Reimbursement Agreement
The Company entered into an amended and restated expense support and conditional reimbursement agreement (the "Expense Support Agreement") with the Adviser as of June 3, 2025, pursuant to which the Adviser may elect to pay certain of the Company’s expenses (including organization and offering costs, excluding interest expense and distribution fees) on the Company’s behalf (each, an "Expense Payment"). If the Adviser elects to pay certain of the Company’s expenses, the Adviser may be entitled to reimbursement of such expenses from the Company, subject to the terms of the Expense Support Agreement, summarized below. Following any calendar quarter in which Available Operating Funds (as defined below) exceed the cumulative distributions accrued to the Company's Shareholders based on distributions declared with respect to record dates occurring in such calendar quarter (as further defined below under "Excess Operating Funds"), then the Company will be required to make a payment to the Adviser (each a "Reimbursement Payment"). Reimbursement Payments to the Adviser will be accrued as they become probable or estimable or as certain conditions in the Expense Support Agreement are triggered.
Expense Payments are recorded in the Company’s Consolidated Statement of Operations, classified under the appropriate operating expense caption offset by the total amount of Expense Payments made by the Adviser captioned as "Expense Support". The Company's obligation to make a Reimbursement Payment will be recorded as a payable on the last business day of the applicable calendar quarter, and will be paid as promptly as possible following such applicable calendar quarter and in no event later than forty-five days after the end of such applicable quarter, except to the extent the Adviser has waived its right to receive such payment for the applicable quarter.
"Available Operating Funds" are defined as the sum of (i) the Company’s net investment company taxable income (including net short-term capital gains reduced by net long-term capital losses), (ii) the Company’s net capital gains (including the excess of net long-term capital gains over net short-term capital losses) and (iii) dividends and other distributions paid to the Company on account of investments in portfolio companies (to the extent such amounts listed in clause (iii) are not included under clauses (i) and (ii) above).
"Excess Operating Funds" are defined as the calendar quarter when Available Operating Funds exceed the cumulative distributions accrued to the Company’s Shareholders based on distributions declared with respect to record dates occurring in such calendar quarter.
The Company will utilize such Excess Operating Funds, or a portion thereof, to make a Reimbursement Payment to the Adviser until such time as all Expense Payments made by the Adviser to or on behalf of the Company within three years prior to the last business day of the applicable quarter have been reimbursed. The Reimbursement Payment for any calendar quarter will equal the lesser of (i) the Excess Operating Funds in such quarter and (ii) the aggregate amount of all Expense Payments that have not been reimbursed within three years prior to the last business day of such calendar quarter. The Adviser may waive its right to receive all or a portion of any Reimbursement Payment in any calendar quarter, in which case such waived amount will remain unreimbursed Expense Payments reimbursable in future quarters pursuant to the terms of the Expense Support Agreement. Reimbursement Payments are recorded in the Company’s Consolidated Statement of Operations as Expense Reimbursement. In a calendar quarter with Excess Operating Funds, a payable is recorded in the Consolidated Statement of Financial Condition for the amount of the Reimbursement Payment due to the Adviser.
For the three and six months ended June 30, 2026, the Company did not record any Expense Support. For the three and six months ended June 30, 2025, the Company recorded $0.2 million and $2.6 million, respectively, of Expense Support related to organization costs. See further discussion in Note 2 - Summary of Significant Accounting Policies under the "Organization and Offering Costs" section.
Excess Operating Funds have been generated; however, the Adviser elected to waive its right to receive any Reimbursement Payment and as such, no corresponding payable was recorded in the Statement of Financial Condition as of June 30, 2026. The Expense Payments remain eligible for Reimbursement Payment in the future in accordance with the recoupment period defined in the Expense Support Agreement.
The Administrator
The Administrator provides, or oversees the performance of, certain administrative and compliance services pursuant to the "Administration Agreement." The Company will reimburse the Administrator for its costs, expenses and the Company’s allocable portion of compensation of the Administrator’s personnel and overhead (including rent, office equipment and utilities) and other expenses incurred by the Administrator in performing its administrative obligations pursuant to the Administration Agreement. The Administrator is an affiliate of Fortress and may provide (including through its affiliates) similar services to other existing or future investment funds or accounts managed by Fortress or any of its affiliates (the "Fortress Managed Accounts"), provided that, except where otherwise specifically stated in the Company's registration statement on Form 10, Fortress Managed Accounts shall not include investment funds and accounts managed by (i) the indirect owner(s) of Fortress or (ii) any person controlling, controlled by or under common control with such indirect owner(s) that is not also controlled by Fortress). To the extent that the Administrator provides administrative services to other Fortress Managed Accounts, any of the costs and expenses associated with the Administrator’s personnel overhead (including rent, office equipment and utilities) or incurred by the Administrator in performing its administrative obligations, will be borne by the Company based on its allocable share of the costs, on an estimated basis. Notwithstanding the foregoing, in circumstances where the Administrator reasonably believes that an allocation of such expenses or the amount allocated to the Company and/or other Fortress Managed Accounts would produce an inequitable result to the Company and/or other Fortress Managed Accounts, the Administrator may allocate such expenses in a fair and equitable manner. Such allocations will be subject to review and approval by the Board on a periodic basis.
4. Investments
Investment Type
The table below presents the Company's investments at amortized cost and fair value as of June 30, 2026, expressed in thousands:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investment Type |
|
Fair Value |
|
|
% Fair Value |
|
|
Amortized Cost |
|
|
% Amortized Cost |
|
First lien debt investments |
|
$ |
1,884,252 |
|
|
|
98.2 |
% |
|
$ |
1,893,034 |
|
|
|
98.2 |
% |
Mezzanine debt investments |
|
|
1,416 |
|
|
|
0.1 |
% |
|
|
1,416 |
|
|
|
0.1 |
% |
Equity investments |
|
|
33,406 |
|
|
|
1.7 |
% |
|
|
32,071 |
|
|
|
1.7 |
% |
Total as of June 30, 2026 |
|
$ |
1,919,074 |
|
|
|
100.0 |
% |
|
$ |
1,926,521 |
|
|
|
100.0 |
% |
The table below presents the Company's investments at amortized cost and fair value as of December 31, 2025, expressed in thousands:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investment Type |
|
Fair Value |
|
|
% Fair Value |
|
|
Amortized Cost |
|
|
% Amortized Cost |
|
First lien debt investments |
|
$ |
1,472,716 |
|
|
|
98.9 |
% |
|
$ |
1,486,855 |
|
|
|
98.9 |
% |
Equity investments |
|
|
16,140 |
|
|
|
1.1 |
% |
|
|
15,959 |
|
|
|
1.1 |
% |
Total as of December 31, 2025 |
|
$ |
1,488,856 |
|
|
|
100.0 |
% |
|
$ |
1,502,814 |
|
|
|
100.0 |
% |
Industry Classification
The Company uses Global Industry Classification Standards for classifying the industry groupings of its portfolio companies. The tables below present investments by industry composition based on fair value as of June 30, 2026 and December 31, 2025 expressed in thousands:
|
|
|
|
|
|
|
|
|
|
Industry |
|
Fair Value |
|
|
% Fair Value |
|
|
Health Care Equipment & Services |
|
$ |
285,231 |
|
|
|
14.9 |
|
% |
Capital Goods |
|
|
271,999 |
|
|
|
14.2 |
|
|
Energy |
|
|
232,217 |
|
|
|
12.1 |
|
|
Consumer Services |
|
|
204,469 |
|
|
|
10.7 |
|
|
Commercial & Professional Services |
|
|
172,622 |
|
|
|
9.0 |
|
|
Consumer Durables & Apparel |
|
|
169,188 |
|
|
|
8.8 |
|
|
Software & Services |
|
|
113,965 |
|
|
|
5.9 |
|
|
Financial Services |
|
|
96,149 |
|
|
|
5.0 |
|
|
Materials |
|
|
91,253 |
|
|
|
4.8 |
|
|
Household & Personal Products |
|
|
52,118 |
|
|
|
2.7 |
|
|
Pharmaceuticals, Biotechnology & Life Sciences |
|
|
43,831 |
|
|
|
2.2 |
|
|
Consumer Discretionary Distribution & Retail |
|
|
42,692 |
|
|
|
2.2 |
|
|
Food, Beverage & Tobacco |
|
|
34,766 |
|
|
|
1.8 |
|
|
Transportation |
|
|
25,524 |
|
|
|
1.3 |
|
|
Insurance |
|
|
21,455 |
|
|
|
1.1 |
|
|
Telecommunication Services |
|
|
15,402 |
|
|
|
0.8 |
|
|
Equity Real Estate Investment Trusts (REITs) |
|
|
12,618 |
|
|
|
0.7 |
|
|
Automobiles & Components |
|
|
10,599 |
|
|
|
0.6 |
|
|
Media & Entertainment |
|
|
8,826 |
|
|
|
0.5 |
|
|
Utilities |
|
|
8,609 |
|
|
|
0.4 |
|
|
Real Estate Management & Development |
|
|
5,541 |
|
|
|
0.3 |
|
|
Total as of June 30, 2026 |
|
$ |
1,919,074 |
|
|
|
100.0 |
|
% |
|
|
|
|
|
|
|
|
|
|
Industry |
|
Fair Value |
|
|
% Fair Value |
|
|
Consumer Services |
|
$ |
184,163 |
|
|
|
12.4 |
|
% |
Commercial & Professional Services |
|
|
178,984 |
|
|
|
12.0 |
|
|
Software & Services |
|
|
141,719 |
|
|
|
9.5 |
|
|
Health Care Equipment & Services |
|
|
139,258 |
|
|
|
9.4 |
|
|
Energy |
|
|
137,492 |
|
|
|
9.2 |
|
|
Capital Goods |
|
|
123,412 |
|
|
|
8.3 |
|
|
Consumer Durables & Apparel |
|
|
117,398 |
|
|
|
7.9 |
|
|
Materials |
|
|
105,023 |
|
|
|
7.1 |
|
|
Financial Services |
|
|
91,525 |
|
|
|
6.0 |
|
|
Insurance |
|
|
52,757 |
|
|
|
3.5 |
|
|
Pharmaceuticals, Biotechnology & Life Sciences |
|
|
44,473 |
|
|
|
3.0 |
|
|
Household & Personal Products |
|
|
43,168 |
|
|
|
2.9 |
|
|
Telecommunication Services |
|
|
27,667 |
|
|
|
1.9 |
|
|
Transportation |
|
|
26,064 |
|
|
|
1.8 |
|
|
Food, Beverage & Tobacco |
|
|
19,637 |
|
|
|
1.3 |
|
|
Equity Real Estate Investment Trusts (REITs) |
|
|
12,632 |
|
|
|
0.9 |
|
|
Automobiles & Components |
|
|
10,825 |
|
|
|
0.7 |
|
|
Real Estate Management & Development |
|
|
8,973 |
|
|
|
0.6 |
|
|
Utilities |
|
|
8,885 |
|
|
|
0.6 |
|
|
Consumer Discretionary Distribution & Retail |
|
|
8,106 |
|
|
|
0.5 |
|
|
Technology Hardware & Equipment |
|
|
6,695 |
|
|
|
0.5 |
|
|
Total as of December 31, 2025 |
|
$ |
1,488,856 |
|
|
|
100.0 |
|
% |
Geographic Composition
The table below presents investments by geographic composition based on fair value as of June 30, 2026 expressed in thousands:
|
|
|
|
|
|
|
|
|
|
Geographic Risk |
|
Fair Value |
|
|
% Fair Value |
|
|
United States |
|
$ |
1,787,450 |
|
|
|
93.1 |
|
% |
United Kingdom |
|
|
80,025 |
|
|
|
4.2 |
|
|
Canada |
|
|
25,524 |
|
|
|
1.3 |
|
|
Netherlands |
|
|
8,956 |
|
|
|
0.5 |
|
|
Australia |
|
|
8,955 |
|
|
|
0.5 |
|
|
Panama |
|
|
8,164 |
|
|
|
0.4 |
|
|
Total as of June 30, 2026 |
|
$ |
1,919,074 |
|
|
|
100.0 |
|
% |
The table below presents investments by geographic composition based on fair value as of December 31, 2025 expressed in thousands:
|
|
|
|
|
|
|
|
|
|
Geographic Risk |
|
Fair Value |
|
|
% Fair Value |
|
|
United States |
|
$ |
1,362,534 |
|
|
|
91.5 |
|
% |
United Kingdom |
|
|
73,509 |
|
|
|
4.9 |
|
|
Canada |
|
|
26,064 |
|
|
|
1.8 |
|
|
Panama |
|
|
9,975 |
|
|
|
0.7 |
|
|
Australia |
|
|
8,933 |
|
|
|
0.6 |
|
|
Netherlands |
|
|
7,841 |
|
|
|
0.5 |
|
|
Total as of December 31, 2025 |
|
$ |
1,488,856 |
|
|
|
100.0 |
|
% |
5. Fair Value Measurements
Assets and liabilities recorded at fair value are classified and disclosed based upon a fair value hierarchy as described below. The fair value hierarchy prioritizes and ranks the levels of observability of inputs used in measuring investments at fair value. The observability of inputs is impacted by multiple factors, including the type of investment and the characteristics specific to the investment. Investments with readily available quoted prices or for which fair value can be measured from quoted prices in active markets will generally have a higher degree of market price observability and a lesser degree of judgment applied in determining fair value. Levels are based on the lowest level of significant input to valuation. See further disclosure related to valuation in Note 2- Summary of Significant Accounting Policies.
The three-level hierarchy for fair value measurement is defined as follows:
Level 1 – price quotes (unadjusted) for identical assets or liabilities that are available in active markets to which the Company has access to at the measurement date. The Company classifies unrestricted securities listed in active markets as Level 1. The Company does not adjust the quoted price for these assets or liabilities, even in situations where the Company holds a large position and the sale of such position would likely deviate from the quoted price.
Level 2 – pricing inputs, other than quoted prices included within Level 1, which are directly or indirectly observable at the measurement date. This category includes quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in non-active markets (including actionable bids from third parties for privately held assets or liabilities), and observable inputs other than quoted prices such as yield curves and forward currency rates that are entered directly into valuation models to determine the value of derivative contracts or other assets or liabilities. The Company classifies swaps and forward foreign currency contracts with observable inputs as Level 2.
Level 3 – unobservable inputs for the asset or liability are used where there is little, if any, market activity for the asset or liability at the measurement date and is based upon the Adviser or third-party’s assessment of the assumptions that market participants would use in pricing the assets or liabilities. These investments include debt and equity investments in private or real estate companies or assets valued using the market and/or income approach and may involve pricing models whose inputs require significant judgment or estimation because of the absence of any meaningful current market data for identical or similar investments. The inputs in these valuations may include, but are not limited to, discount rates, interest rate volatility, recovery rates, multiple on invested capital ("MOIC") and market multiples, such as TEV/EBITDA multiples. Valuations based upon information from third parties, such as broker quotes and third-party valuation services, in consultation with management, which are based significantly on unobservable inputs or are otherwise not supportable as Level 2 inputs are classified as Level 3. Level 3 investments also include certain investments in affiliates whereby the underlying investments within the affiliated entities can be classified under Level 1, 2 or 3.
The following table presents the valuation of the Company’s investment portfolio at fair value by level within the fair value hierarchy as of June 30, 2026:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
($ in thousands) |
|
Level 1 |
|
|
Level 2 |
|
|
Level 3 |
|
|
Total |
|
First lien debt investments |
|
$ |
— |
|
|
$ |
261,145 |
|
|
$ |
1,623,107 |
|
|
$ |
1,884,252 |
|
Mezzanine debt investments |
|
|
— |
|
|
|
— |
|
|
|
1,416 |
|
|
|
1,416 |
|
Equity investments |
|
|
7,194 |
|
|
|
— |
|
|
|
26,212 |
|
|
|
33,406 |
|
Foreign currency forward transactions |
|
|
— |
|
|
|
713 |
|
|
|
— |
|
|
|
713 |
|
Cash equivalents |
|
|
15,576 |
|
|
|
— |
|
|
|
— |
|
|
|
15,576 |
|
Total Assets and Liabilities at Fair Value |
|
$ |
22,770 |
|
|
$ |
261,858 |
|
|
$ |
1,650,735 |
|
|
$ |
1,935,363 |
|
The following table presents the valuation of the Company’s investment portfolio at fair value by level within the fair value hierarchy as of December 31, 2025:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
($ in thousands) |
|
Level 1 |
|
|
Level 2 |
|
|
Level 3 |
|
|
Total |
|
First lien debt investments |
|
$ |
— |
|
|
$ |
325,853 |
|
|
$ |
1,146,863 |
|
|
$ |
1,472,716 |
|
Equity investments |
|
|
— |
|
|
|
— |
|
|
|
16,140 |
|
|
|
16,140 |
|
Foreign currency forward transactions |
|
|
— |
|
|
|
167 |
|
|
|
— |
|
|
|
167 |
|
Cash equivalents |
|
|
87,000 |
|
|
|
— |
|
|
|
— |
|
|
|
87,000 |
|
Total Assets and Liabilities at Fair Value |
|
$ |
87,000 |
|
|
$ |
326,020 |
|
|
$ |
1,163,003 |
|
|
$ |
1,576,023 |
|
The following tables present a roll forward of the amounts in the Consolidated Statement of Financial Condition of the Company’s investment portfolio for the periods presented, classified by the Company within Level 3 of the fair value hierarchy. When a determination is made to classify an investment within Level 3 of the fair value hierarchy, the determination is based upon the significance of the unobservable inputs to the overall fair value measurement.
The Level 3 gain/(loss) in the following tables is included as a component of net realized and unrealized gain/(loss) on investments in the Consolidated Statement of Operations for the three months ended June 30, 2026.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the three months ended |
|
|
|
June 30, 2026 |
|
($ in thousands) |
|
First lien debt investments |
|
|
Mezzanine debt investments |
|
|
Equity investments |
|
|
Total |
|
Fair value, March 31, 2026 |
|
$ |
1,389,756 |
|
|
$ |
1,416 |
|
|
$ |
25,784 |
|
|
$ |
1,416,956 |
|
Transfer out of Level 3 |
|
|
(9,918 |
) |
|
|
— |
|
|
|
— |
|
|
|
(9,918 |
) |
Purchases/Borrowings |
|
|
310,120 |
|
|
|
— |
|
|
|
11,954 |
|
|
|
322,074 |
|
Sales and Settlements/Paydowns |
|
|
(72,194 |
) |
|
|
— |
|
|
|
(12,243 |
) |
|
|
(84,437 |
) |
Accretion of discount/amortization of premium and paid-in-kind interest |
|
|
1,086 |
|
|
|
— |
|
|
|
— |
|
|
|
1,086 |
|
Total net realized and net change in unrealized gain/(loss) on investments |
|
|
4,257 |
|
|
|
— |
|
|
|
717 |
|
|
|
4,974 |
|
Fair value, June 30, 2026 |
|
$ |
1,623,107 |
|
|
$ |
1,416 |
|
|
$ |
26,212 |
|
|
$ |
1,650,735 |
|
The Level 3 gain/(loss) in the following tables is included as a component of net realized and unrealized gain/(loss) on investments in the Consolidated Statement of Operations for the six months ended June 30, 2026.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the six months ended |
|
|
|
June 30, 2026 |
|
($ in thousands) |
|
First lien debt investments |
|
|
Mezzanine debt investments |
|
|
Equity investments |
|
|
Total |
|
Fair value, December 31, 2025 |
|
$ |
1,146,863 |
|
|
$ |
— |
|
|
$ |
16,140 |
|
|
$ |
1,163,003 |
|
Transfer in to Level 3 |
|
|
15,686 |
|
|
|
— |
|
|
|
— |
|
|
|
15,686 |
|
Transfer out of Level 3 |
|
|
(25,746 |
) |
|
|
— |
|
|
|
— |
|
|
|
(25,746 |
) |
Purchases/Borrowings |
|
|
626,907 |
|
|
|
1,416 |
|
|
|
18,240 |
|
|
|
646,563 |
|
Sales and Settlements/Paydowns |
|
|
(135,750 |
) |
|
|
— |
|
|
|
(12,243 |
) |
|
|
(147,993 |
) |
Accretion of discount/amortization of premium and paid-in-kind interest |
|
|
2,141 |
|
|
|
— |
|
|
|
— |
|
|
|
2,141 |
|
Total net realized and unrealized gain/(loss) on investments |
|
|
(6,994 |
) |
|
|
— |
|
|
|
4,075 |
|
|
|
(2,919 |
) |
Fair value, June 30, 2026 |
|
$ |
1,623,107 |
|
|
$ |
1,416 |
|
|
$ |
26,212 |
|
|
$ |
1,650,735 |
|
The Level 3 gain/(loss) in the following tables is included as a component of net realized and unrealized gain/(loss) on investments in the Consolidated Statement of Operations for the three months ended June 30, 2025.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the three months ended |
|
|
|
June 30, 2025 |
|
($ in thousands) |
|
First lien debt investments |
|
|
Equity investments |
|
|
Total |
|
Fair value, March 31, 2025 |
|
$ |
893 |
|
|
$ |
198 |
|
|
$ |
1,091 |
|
Purchases/Borrowings |
|
|
337,627 |
|
|
|
264 |
|
|
|
337,891 |
|
Sales and Settlements/Paydowns |
|
|
(13,820 |
) |
|
|
— |
|
|
|
(13,820 |
) |
Accretion of discount/amortization of premium and paid-in-kind interest |
|
|
72 |
|
|
|
— |
|
|
|
72 |
|
Total net realized and unrealized gain/(loss) on investments |
|
|
419 |
|
|
|
45 |
|
|
|
464 |
|
Fair value, June 30, 2025 |
|
$ |
325,191 |
|
|
$ |
507 |
|
|
$ |
325,698 |
|
The Level 3 gain/(loss) in the following tables is included as a component of net realized and unrealized gain/(loss) on investments in the Consolidated Statement of Operations for the six months ended June 30, 2025.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the six months ended |
|
|
|
June 30, 2025 |
|
($ in thousands) |
|
First lien debt investments |
|
|
Equity investments |
|
|
Total |
|
Fair value, December 31, 2024 |
|
$ |
— |
|
|
$ |
— |
|
|
$ |
— |
|
Purchases/Borrowings |
|
|
338,514 |
|
|
|
355 |
|
|
|
338,869 |
|
Sales and Settlements/Paydowns |
|
|
(13,823 |
) |
|
|
— |
|
|
|
(13,823 |
) |
Accretion of discount/amortization of premium and paid-in-kind interest |
|
|
73 |
|
|
|
— |
|
|
|
73 |
|
Total net realized and unrealized gain/(loss) on investments |
|
|
427 |
|
|
|
152 |
|
|
|
579 |
|
Fair value, June 30, 2025 |
|
$ |
325,191 |
|
|
$ |
507 |
|
|
$ |
325,698 |
|
The following tables present quantitative and qualitative information about the significant unobservable inputs used in determining the fair value of the Company’s Level 3 investments. The tables display the range of significant unobservable inputs used by valuation techniques for each Level 3 asset category. Certain inputs may not be significant inputs used in the valuation of all investments within the Level 3 asset category. Additionally, the range of such inputs presented in the tables may not be applicable to the valuation of each individual asset within a category. The categorization of assets in the below tables is determined by each individual asset’s valuation characteristics.
As of June 30, 2026 and December 31, 2025, all Level 3 investments, earlier displayed in the fair value measurement table, were included in the following tables.
Certain asset categories, fair value amounts, valuation techniques and significant unobservable inputs are disclosed in the table and represent investments held directly by the Company, it is not intended to be all inclusive. The asset categories presented within the table may be more disaggregated than the categories presented within the Consolidated Schedule of Investments in order to further describe the valuation characteristics and align with the fair value methods described herein.
As of June 30, 2026
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Level 3 Asset Category |
|
Fair Value2 |
|
|
Valuation Technique |
|
Significant Unobservable Inputs |
|
Range of Inputs |
|
|
Weighted Average1 |
|
First lien debt investments |
|
$ |
1,404,783 |
|
|
Discounted Cash Flow |
|
Discount Rate |
|
8.5%-12.7% |
|
|
10.6% |
|
|
|
|
144,053 |
|
|
Black Derman Toy |
|
Discount Rate |
|
8.0%-10.1% |
|
|
8.9% |
|
|
|
|
|
|
|
|
Interest Rate Volatility |
|
30.0% |
|
|
30.0% |
|
|
|
|
74,271 |
|
|
Broker Quotes |
|
Broker Quotes |
|
N/A |
|
|
N/A |
|
Mezzanine debt investment |
|
$ |
1,416 |
|
|
Discounted Cash Flow |
|
Discount Rate |
|
18.4% |
|
|
18.4% |
|
Equity investments |
|
$ |
17,555 |
|
|
Monte-Carlo Simulation |
|
Comparable Company Quotes |
|
$ |
108.43 |
|
|
$ |
108.43 |
|
|
|
|
|
|
|
|
Call Option Term |
|
4 years |
|
|
4 years |
|
|
|
|
|
|
|
|
Drift |
|
14.8% |
|
|
14.8% |
|
|
|
|
|
|
|
|
Volatility |
|
65.1% |
|
|
65.1% |
|
|
|
|
8,164 |
|
|
Valuation Multiple |
|
LTM EBITDA |
|
5.3x-12.3x |
|
|
7.3x |
|
|
|
|
|
|
|
|
NCY EBITDA |
|
9.8x |
|
|
9.8x |
|
|
|
|
|
|
|
|
Illiquidity Discount |
|
10.0% |
|
|
10.0% |
|
|
|
|
493 |
|
|
Discounted Cash Flow |
|
Discount Rate |
|
10.3% |
|
|
10.3% |
|
Total Level 3 Assets and Liabilities |
|
$ |
1,650,735 |
|
|
|
|
|
|
|
|
|
|
|
1Unobservable inputs were weighted by the relative fair value of these investments
2$ expressed in thousands
As of December 31, 2025
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Level 3 Asset Category |
|
Fair Value2 |
|
|
Valuation Technique |
|
Significant Unobservable Inputs |
|
Range of Inputs |
|
|
Weighted Average1 |
|
First lien debt investments |
|
$ |
963,798 |
|
|
Discounted Cash Flow |
|
Discount Rate |
|
8.3%-25.4% |
|
|
10.2% |
|
|
|
|
|
|
|
|
Interest Rate Volatility |
|
30.0% |
|
|
30.0% |
|
|
|
|
129,827 |
|
|
Broker Quotes |
|
Broker Quotes |
|
N/A |
|
|
N/A |
|
|
|
|
53,238 |
|
|
Transactional Value |
|
Transaction Price |
|
N/A |
|
|
N/A |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity investments |
|
$ |
14,925 |
|
|
Monte-Carlo Simulation |
|
Comparable Company Quotes |
|
$ |
137.15 |
|
|
$ |
137.15 |
|
|
|
|
|
|
|
|
Call Option Term |
|
4 years |
|
|
4 years |
|
|
|
|
|
|
|
|
Drift |
|
0.145 |
|
|
0.145 |
|
|
|
|
|
|
|
|
Volatility |
|
82.5% |
|
|
82.5% |
|
|
|
|
717 |
|
|
Valuation Multiple |
|
LTM EBITDA |
|
7.3x-12.3x |
|
|
8.3x |
|
|
|
|
|
|
|
|
Illiquidity Discount |
|
10.0% |
|
|
10.0% |
|
|
|
|
498 |
|
|
Discounted Cash Flow |
|
Discount Rate |
|
10.1% |
|
|
10.1% |
|
Total Level 3 Assets and Liabilities |
|
$ |
1,163,003 |
|
|
|
|
|
|
|
|
|
|
|
1Unobservable inputs were weighted by the relative fair value of these investments
2$ expressed in thousands
As of June 30, 2026 and December 31, 2025, the majority of the investments purchased by the Company were purchased alongside other funds, accounts and clients managed by the Adviser or its affiliates pursuant to the conditions of the Co-Investment Exemptive Order, as applicable.
6. Debt
In accordance with the 1940 Act, with certain limitations, the Company is allowed to borrow amounts such that its asset coverage, as defined in the 1940 Act, is at least 150% after such borrowing. As of June 30, 2026, the Company’s asset coverage ratio was 221%.
The table below presents outstanding debt obligations as of June 30, 2026:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
($ in thousands) |
|
Aggregate Principal Committed |
|
|
Outstanding Principal |
|
|
Amount Available1 |
|
|
Unamortized Debt Issuance Costs |
|
|
Net Carrying Value |
|
Scotiabank Revolving Credit Facility |
|
$ |
400,000 |
|
|
$ |
260,730 |
|
|
$ |
139,270 |
|
|
$ |
(4,414 |
) |
|
$ |
256,316 |
|
BAML ABL Credit Facility |
|
|
300,000 |
|
|
|
184,100 |
|
|
|
115,900 |
|
|
|
(1,240 |
) |
|
|
182,860 |
|
Scotiabank ABL Facility |
|
|
950,000 |
|
|
|
443,662 |
|
|
|
506,338 |
|
|
|
(6,861 |
) |
|
|
436,801 |
|
Total Debt |
|
$ |
1,650,000 |
|
|
$ |
888,492 |
|
|
$ |
761,508 |
|
|
$ |
(12,515 |
) |
|
$ |
875,977 |
|
1The amount available may be subject to limitations related to each credit facility's borrowing base.
The table below presents outstanding debt obligations as of December 31, 2025:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
($ in thousands) |
|
Aggregate Principal Committed |
|
|
Outstanding Principal |
|
|
Amount Available1 |
|
|
Unamortized Debt Issuance Costs |
|
|
Net Carrying Value |
|
Scotiabank Revolving Credit Facility |
|
$ |
400,000 |
|
|
$ |
211,500 |
|
|
$ |
188,500 |
|
|
$ |
(4,399 |
) |
|
$ |
207,101 |
|
BAML ABL Credit Facility |
|
|
150,000 |
|
|
|
146,700 |
|
|
|
3,300 |
|
|
|
(738 |
) |
|
|
145,962 |
|
Scotiabank ABL Facility |
|
|
600,000 |
|
|
|
299,286 |
|
|
|
300,714 |
|
|
|
(4,752 |
) |
|
|
294,534 |
|
Total Debt |
|
$ |
1,150,000 |
|
|
$ |
657,486 |
|
|
$ |
492,514 |
|
|
$ |
(9,889 |
) |
|
$ |
647,597 |
|
1The amount available may be subject to limitations related to each credit facility's borrowing base.
As of June 30, 2026 and December 31, 2025, the Company’s debt obligations are carried at cost which approximates fair value. Fair value of the Company’s indebtedness is estimated by modeling the cash flows required by the Company’s debt agreements and discounting them back to the present value using an estimated market yield. The inputs used in determining the fair value of the Company’s indebtedness are considered Level 3. The table below presents the components of interest expense for all debt obligations for the period presented:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the three months ended |
|
|
For the six months ended |
|
|
($ in thousands) |
|
June 30, 2026 |
|
|
June 30, 2025 |
|
|
June 30, 2026 |
|
|
June 30, 2025 |
|
|
Interest expense |
|
$ |
11,786 |
|
|
$ |
1,835 |
|
|
$ |
20,806 |
|
|
$ |
1,927 |
|
|
Amortization of debt issuance costs |
|
|
554 |
|
|
|
431 |
|
|
|
994 |
|
|
|
513 |
|
|
Total Interest Expense |
|
$ |
12,340 |
|
|
$ |
2,266 |
|
|
$ |
21,800 |
|
|
$ |
2,440 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average interest rate1 |
|
|
5.7 |
% |
|
|
6.6 |
% |
|
|
5.7 |
% |
|
|
6.7 |
% |
|
Weighted average daily outstanding borrowings |
|
$ |
780,266 |
|
|
$ |
92,854 |
|
|
$ |
685,501 |
|
|
$ |
73,254 |
|
|
1Averages are calculated based on annualized amounts. |
|
|
|
|
|
|
|
|
|
|
|
|
|
Scotiabank Revolving Credit Facility
On August 5, 2025, the Company, as borrower, entered into a Senior Secured Revolving Credit Agreement (the "Scotiabank Revolving Credit Agreement"), by and among the Company, the lenders and issuing banks party thereto from time to time and Scotiabank, as administrative agent, which provides for a senior secured revolving credit facility (the "Scotiabank Revolving Credit Facility") with a total commitment of $400 million, which includes a $50 million sublimit for swingline loans and a $30 million sublimit for the issuance of letters of credit. The Company may request an increase to the commitment up to $800 million to the extent the lenders (existing and new lenders) agree to provide the additional commitment. The scheduled maturity date of the Scotiabank Revolving Credit Facility is August 5, 2030 (the availability period under the Scotiabank Revolving Credit Facility will terminate on August 3, 2029). The Scotiabank Revolving Credit Facility can be drawn upon, at the discretion of the Company, for general corporate purposes, including the funding of portfolio investments. The Company may borrow amounts in U.S. dollars or certain other permitted currencies.
The interest rate under the Scotiabank Revolving Credit Facility is either Daily Simple RFR, Term SOFR (or other term benchmark rate) or Alternate Base Rate (defined as the greater of (a) zero and (b) the highest of (i) the prime rate as last quoted by The Wall Street Journal, (ii) the federal funds effective rate for such day plus 0.5% and (iii) the rate per annum equal to Term SOFR plus 1.00%) plus an applicable margin equal to (I) (a) if the gross borrowing base (as of the most recently delivered borrowing base certificate delivered under the Scotiabank Revolving Credit Agreement) is less than 1.60 times the Combined Debt Amount, (i) with respect to any ABR Loan, 1.100% per annum and (ii) with respect to any Term SOFR, other term benchmark or Daily Simple RFR Loan, 2.100% per annum; or (b) if the gross borrowing base (as of the most recently delivered borrowing base certificate delivered under the Scotiabank Revolving Credit Agreement) is greater than or equal to 1.60 times the Combined Debt Amount, (i) with respect to any ABR Loan, 0.975% per annum and (ii) with respect to any Term SOFR, other term benchmark or Daily Simple RFR Loan, 1.975% per annum. The Company will also pay a fee of 0.325% on average daily undrawn amounts under the Scotiabank Revolving Credit Facility.
The Scotiabank Credit Agreement includes financial and other affirmative and negative covenants, events of default and remedies typical for this type of credit facility, including certain limitations on the incurrence of additional indebtedness, ability to make Restricted Payments (as defined in the Scotiabank Credit Agreement), transactions with Affiliates (as defined in the Scotiabank Credit Agreement) and certain financial covenants related to the Company’s asset coverage ratio and minimum Shareholders’ equity and other maintenance covenants.
The obligations of the Company pursuant to the Scotiabank Revolving Credit Agreement are secured by a first-priority security interest in substantially all of the assets of the Company (not pledged to other facilities).
BAML ABL Credit Facility
On September 29, 2025, the Company, (through wholly owned subsidiaries FPLF BA Holdings Finance LLC, as borrower and FPLF BA Holdings Finance CM LLC, as servicer) entered into a Credit Agreement (the "BAML ABL Credit Agreement") with Bank of America, N.A., as administrative agent and each of the lenders from time to time party thereto, which provides for a revolving credit facility (the "BAML ABL Credit Facility") with a total commitment of $150 million. On March 29, 2026, the total commitment increased to $300 million. The scheduled maturity date of the BAML ABL Credit Facility is September 29, 2028. Borrowings under the BAML ABL Credit Agreement may take the form of base rate loans, SOFR loans, alternative currency daily rate loans, alternative currency term rate loans or Canadian prime rate loans.
Base rate loans will bear interest at a rate per annum equal to (A) the Base Rate plus (B) 1.40% per annum. SOFR loans will bear interest at a rate per annum equal to (A) Daily SOFR plus (B) 1.40% per annum. Alternative currency daily rate loans will bear interest at a rate per annum equal to (A) the Alternative Currency Daily Rate plus (B) 1.40% per annum. Alternative currency term rate loans will bear interest at a rate per annum equal to (A) the Alternative Currency Term Rate plus (B) 1.40% per annum. Canadian prime rate loans will bear interest at a rate per annum equal to (A) the Canadian Prime Rate plus (B) 1.40% per annum.
The BAML ABL Credit Agreement includes financial and other affirmative and negative covenants, events of default and remedies typical for this type of credit facility, including certain limitations on the incurrence of additional indebtedness, ability to make Restricted Payments, transactions with Affiliates and certain financial covenants related to the Company’s borrowing base and interest coverage ratio.
The obligations of the Company pursuant to the BAML ABL Credit Agreement are secured by a first-priority security interest in certain assets of the Company (not pledged to other facilities).
Scotiabank ABL Credit Facility
On November 7, 2025, the Company and its direct or indirect wholly owned subsidiaries, FPLF NS Holdings Finance LLC (the "NS Borrower") and FPLF NS Holdings Finance DAC (the "Subsidiary Guarantor" and together with the NS Borrower, each a "Loan Party" and collectively, the "Loan Parties"), entered into a Credit Agreement (the "Scotiabank ABL Credit Agreement") with Scotiabank, as initial lender and administrative agent (in its capacity as administrative agent, the "Administrative Agent"), U.S. Bank Trust Company, National Association, as collateral agent (the "Collateral Agent"), U.S. Bank National Association, as custodian (the "Custodian"), FPLF NS Holdings Finance CM LLC, as servicer (the "Servicer"), and each of the lenders party thereto (the "Lenders"), which provides for a revolving and term loan credit facility (the "Scotiabank ABL Facility") with a total commitment of $600 million. The scheduled maturity date of the Scotiabank ABL Credit Facility is November 7, 2034 (the reinvestment period ends May 7, 2028). The Scotiabank ABL Facility will be used to finance the acquisition of certain loans, participation interests and other assets, expected to predominately consist of U.S. middle market commercial loans.
Borrowings under the Scotiabank ABL Credit Agreement will bear interest at a rate per annum equal to the Applicable Rate based upon the Alternate Base Rate defined in said agreement. Generally, the Applicable Rate is calculated to include an applicable margin above the applicable Benchmark, which applicable margin equals (x) prior to and including the last day of the Reinvestment Period, 1.85% per annum and (y) on any day after the end of the last day of the Reinvestment Period, 2.35% per annum.
On May 13, 2026, the Company and the Loan Parties entered into Amendment No. 2 to Credit Agreement (“Amendment No. 2”) to the Scotiabank ABL Credit Agreement and Scotiabank ABL Facility, by and among Scotiabank, as initial lender and Administrative Agent, the Collateral Agent, the Custodian, the Servicer, and the Lenders.
Pursuant to Amendment No. 2, among other things, AXA IM Private Financing II Designated Activity Company (“AXA”) was joined as an additional Lender under the Scotiabank ABL Credit Agreement. In connection with Amendment No. 2, Scotiabank assigned 25% of its revolving commitment and outstanding revolving loans under the Scotiabank ABL Facility to AXA such that, as of the date of Amendment No. 2, the Lenders under the Scotiabank ABL Credit Agreement are Scotiabank and AXA.
In connection with AXA's joinder under the Scotiabank ABL Credit Agreement, Amendment No. 2 provides for an Event of Default triggered upon a performance default or breach by the Company, as Retention Provider under the EU/UK Retention Letter in any material respect for purposes of European risk retention compliance by AXA (or certain of its affiliates that may become Lenders) (a “Retention Letter Default”), subject to a cure period. If not cured, the Retention Letter Default permits or requires certain reductions of commitments and prepayments by the NS Borrower with respect to AXA, subject to the terms and conditions of the Scotiabank ABL Credit Agreement. Amendment No. 2 also provided for certain amendments required by S&P in connection with obtaining a rating from S&P of the loan tranches under the Scotiabank ABL Facility.
In addition, Amendment No. 2 (i) amended the terms and conditions for funding Future Funding Reserve Accounts (as defined in the Scotiabank ABL Credit Agreement), (ii) increased the aggregate principal of Swingline Loans from $25 million to $75 million and increases the number of Swingline Loans in any month, (iii) added a Portfolio Advance Rate Test requirement to the payment of Permitted RIC Distributions, (iv) removed certain Concentration Limitation requirements, (v) removed certain conditions on Eligible Investments, (vi) changed the Originator Requirement, (vii) amended the Reinvestment Period to require that any extension is subject to the satisfaction of the Rating Condition and consent of all the Lenders (rather than only Majority Lenders), in addition to consent of the Administrative Agent and (viii) modified certain other definitions, including S&P Rating.
On June 17, 2026, the Company and the Loan Parties entered into Amendment No. 3 to Credit Agreement (“Amendment No. 3”) to the Scotiabank ABL Credit Agreement and Scotiabank ABL Facility, by and among Scotiabank, as initial lender and administrative agent,
U.S. Bank Trust Company, National Association, as collateral agent, U.S. Bank National Association, as custodian, FPLF NS Holdings Finance CM LLC, as servicer, and each of the lenders party thereto.
Pursuant to Amendment No. 3, among other things, the maximum aggregate commitments of the Scotiabank ABL Facility was increased from $600,000,000 to $950,000,000 and the definition of applicable margin was adjusted as described above.
The obligations of the Company pursuant to the Scotiabank ABL Credit Agreement are secured by a first-priority perfected lien on, and security interest in, certain assets of the Company (not pledged to other facilities).
7. Net Assets
Subscriptions
The Company holds monthly closings in connection with the Offering, in which the Company will issue Shares to investors for immediate cash investment. Each of the Company’s closings in connection with the Offering will be conducted in reliance on exemptions from the registration requirements of the Securities Act of 1933, as amended ("1933 Act"), including the exemption provided by Section 4(a)(2) of the 1933 Act and Regulation D promulgated thereunder, and other exemptions from the registration requirements of the 1933 Act. The Company reserves the right to conduct additional offerings of securities in the future in addition to the Offering. Moreover, although the Company intends to issue Shares on a monthly basis, the Company retains the right, if determined by it in its sole discretion, to accept subscriptions and issue Shares, in amounts to be determined by the Company, more or less frequently to one or more investors for regulatory, tax or other reasons.
The Shares are not subject to upfront selling commissions or annual ongoing shareholder servicing fees.
We may continue to allow certain investors to fund their investment in the Company over time through drawdowns of their capital commitments in lieu of fully funding their investment on the date their subscription agreement is accepted by the Company. With respect to unfunded capital commitments, we will draw down on such commitments over time, on an as-needed basis by delivering a drawdown notice to each investor. All purchases of Shares pursuant to the capital commitments will generally be made pro rata in accordance with remaining capital commitments of all investors at a per Share price equal to NAV per Share as of the previous month close.
Multiple Class Plan
On May 11, 2026, the Company adopted a multiple class plan (the “Multiple Class Plan”) pursuant to Rule 18f-3 under the 1940 Act. Pursuant to the Multiple Class Plan, the Company is authorized to issue three classes of its Shares: Class S shares (the "Class S Shares"), Class D shares (the "Class D Shares") and Class I shares (the "Class I Shares"). As of June 30, 2026, the Company has not issued any Class S Shares or Class D Shares.
Capital Activity
The table below summarizes the Class I Shares issued and net proceeds for the following periods ended June 30, 2026:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
($ in thousands) |
|
Subscriptions Effective: |
|
Shares Issued |
|
|
Net Proceeds |
|
January 1, 2026 |
|
|
4,928,630 |
|
|
$ |
121,458 |
|
February 1, 2026 |
|
|
855,330 |
|
|
|
20,866 |
|
March 1, 2026 |
|
|
1,672,638 |
|
|
|
40,058 |
|
For the three months ended March 31, 2026 |
|
|
7,456,598 |
|
|
$ |
182,382 |
|
|
|
|
|
|
|
|
April 1, 2026 |
|
|
1,004,122 |
|
|
|
24,106 |
|
May 1, 2026 |
|
|
431,701 |
|
|
|
10,430 |
|
June 1, 2026 |
|
|
182,155 |
|
|
|
4,395 |
|
For the six months ended June 30, 2026 |
|
|
9,074,576 |
|
|
$ |
221,313 |
|
As of June 30, 2026, the Company had $29.6 million of unfunded capital commitments.
Net Asset Value
Pursuant to Rule 2a-5 under the 1940 Act, the Board designated the Adviser as its "valuation designee", which includes calculating the Company's NAV per Share.
The Company issues Shares at the NAV per Share, determined monthly by dividing the value of total assets minus liabilities by the total number of Shares outstanding at the respective month end. The Company will determine NAV for our Shares as of the last day of each calendar month. Shares issuances related to monthly subscriptions are effective the first calendar day of each month. The below table details the NAV per Share for the period ending June 30, 2026:
|
|
|
|
|
|
|
Subscriptions Effective: |
|
|
|
NAV Per Share |
|
January 1, 2026 |
|
|
|
$ |
24.64 |
|
February 1, 2026 |
|
|
|
|
24.40 |
|
March 1, 2026 |
|
|
|
|
23.95 |
|
April 1, 2026 |
|
|
|
|
24.01 |
|
May 1, 2026 |
|
|
|
|
24.16 |
|
June 1, 2026 |
|
|
|
|
24.13 |
|
Distributions
The Company intends to declare monthly distribution amounts per Share, payable monthly in arrears. To the extent the Company's taxable earnings fall below the total amount of its distributions for any given fiscal year, a portion of those distributions may be deemed to be a return of capital to Shareholders for U.S. federal income tax purposes.
The following tables summarize the Company’s distributions with a record date during the following periods:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Declaration Date |
|
Record Date |
|
Payment Date |
|
Shares Outstanding |
|
|
Distribution Per Share |
|
|
Total Distributions Declared ($ in thousands) |
|
January 25, 2026 |
|
January 31, 2026 |
|
February 26, 2026 |
|
|
39,861,822 |
|
|
$ |
0.1708 |
|
|
$ |
6,807 |
|
February 20, 2026 |
|
February 28, 2026 |
|
March 31, 2026 |
|
|
40,766,377 |
|
|
|
0.1708 |
|
|
|
6,962 |
|
March 27, 2026 |
|
March 31, 2026 |
|
April 29, 2026 |
|
|
42,492,341 |
|
|
|
0.1708 |
|
|
|
7,256 |
|
April 24, 2026 |
|
April 30, 2026 |
|
May 26, 2026 |
|
|
43,551,078 |
|
|
|
0.1715 |
|
|
|
7,469 |
|
May 21, 2026 |
|
May 31, 2026 |
|
June 24, 2026 |
|
|
44,038,937 |
|
|
|
0.1812 |
|
|
|
7,980 |
|
June 22, 2026 |
|
June 30, 2026 |
|
July 22, 2026 |
|
|
44,282,216 |
|
|
|
0.1812 |
|
|
|
8,024 |
|
Total distributions declared for the six months ended June 30, 2026 |
|
|
$ |
44,498 |
|
The Company funds its cash distributions to Shareholders from any source of funds available to it, including but not limited to offering proceeds, net investment income from operations, capital gains proceeds from the sale of assets, dividends or other distributions paid to it on account of preferred and common equity investments in portfolio companies and Expense Support from the Adviser, which is subject to recoupment.
Distribution Reinvestment Plan
The Board approved the distribution reinvestment plan ("DRIP") on July 14, 2025. The DRIP provides for reinvestment of any cash distributions on behalf of Shareholders who have enrolled in the DRIP. Shareholders who have enrolled in the DRIP will have their cash distribution automatically reinvested in additional Shares, rather than receiving the cash distribution.
The following table summarizes the Company's DRIP distributions recorded during the six months ended June 30, 2026:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Record Date |
|
Reinvest Date |
|
DRIP Shares Issued |
|
|
Amount ($) per share |
|
|
DRIP Shares Value ($ in thousands) |
|
December 31, 2025 |
|
January 1, 2026 |
|
|
41,171 |
|
|
$ |
24.64 |
|
|
$ |
1,015 |
|
January 31, 2026 |
|
February 1, 2026 |
|
|
49,224 |
|
|
|
24.40 |
|
|
|
1,201 |
|
February 28, 2026 |
|
March 1, 2026 |
|
|
53,327 |
|
|
|
23.95 |
|
|
|
1,278 |
|
March 31, 2026 |
|
April 1, 2026 |
|
|
54,616 |
|
|
|
24.01 |
|
|
|
1,310 |
|
April 30, 2026 |
|
May 1, 2026 |
|
|
56,157 |
|
|
|
24.16 |
|
|
|
1,357 |
|
May 31, 2026 |
|
June 1, 2026 |
|
|
61,124 |
|
|
|
24.13 |
|
|
|
1,475 |
|
|
|
Total DRIP Shares Issued |
|
|
315,619 |
|
|
Total DRIP Shares Value |
|
|
$ |
7,636 |
|
Share Repurchase Program
At the discretion of the Board, the Company has commenced a share repurchase program in which the Company intends to offer to repurchase up to 5% of its Shares outstanding (either by number of Shares or aggregate net asset value) in each quarter. The Board may amend, suspend or terminate the share repurchase program if it deems such action to be in the Company's best interest and the best interest of the Shareholders. As a result, share repurchases may not be available each quarter. The Company intends to conduct such repurchase offers in accordance with the requirements of Rule 13e-4 promulgated under the Securities Exchange Act of 1934, as amended, and the 1940 Act. All shares purchased pursuant to the terms of each tender offer will be retired and thereafter will be authorized and unissued shares.
The Company will conduct any such repurchase offers in accordance with the requirements of Rule 13e-4 promulgated under the Securities Exchange Act of 1934, as amended, and the 1940 Act, with the terms of such tender offer published in a tender offer statement to be sent to all Shareholders and filed with the SEC on Schedule TO.
Under the share repurchase program, to the extent the Company offers to repurchase Shares in any particular quarter, the Company expects to repurchase Shares pursuant to tender offers using a purchase price equal to the net asset value per share as of the last calendar day of the applicable month designated by the Board, less 2.0% from such net asset value for Shares that have not been outstanding for at least one year (the "Early Repurchase Deduction"). The one-year holding period is measured as of the subscription closing date immediately following the repurchase date. Shares tendered for repurchase will be treated as having been repurchased on a "first in-first out" basis. The Early Repurchase Deduction will not apply to Shares acquired through the Fund's dividend reinvestment plan. The Early Repurchase Deduction will apply uniformly to all Shares regardless of class. The Early Repurchase Deduction may be waived in the case of repurchase requests: (i) arising from the death or qualified disability of a Shareholder; (ii) submitted by discretionary model portfolio management programs (and similar arrangements); (iii) from feeder funds (or similar vehicles) primarily created to hold our Shares, which are offered to non-U.S. persons, where such funds seek to avoid imposing such a deduction because of administrative or systems limitations; and (iv) in the event that a Shareholder's Shares are repurchased because the Shareholder has failed to maintain the minimum account balance, if any. The Early Repurchase Deduction may also be waived when required by law, regulation, or similar requirement and in other circumstances where the Board determines that doing so is in the best interests of the Company. The Early Repurchase Deduction will be retained by the Company for the benefit of remaining Shareholders. In the event the amount of Shares tendered exceeds the repurchase offer amount, Shares will be repurchased on a pro rata basis.
Distribution and Shareholder Servicing Plan
On May 11, 2026, the Company adopted a Distribution and Shareholder Servicing Plan (the “Distribution and Shareholder Servicing Plan”) pursuant to Rule 12b-1 under the 1940 Act with respect to the Class S Shares and Class D Shares. Pursuant to the Distribution and Shareholder Servicing Plan, Fortress Wealth Solutions LLC is entitled to receive shareholder servicing and/or distribution fees monthly in arrears at an annual rate of 0.25% and 0.85% of the value of the Company's aggregate NAV attributable to Class D Shares and Class S Shares, respectively, as of the beginning of the first calendar day of each applicable month. The Distribution and Shareholder Servicing Plan provides that no such fees shall be paid with respect to Class I Shares.
8. Earnings per Share
The following information sets forth the computation of the net increase in net assets per share resulting from operations:
|
|
|
|
|
|
|
|
|
|
|
|
|
($ in thousands, except per share data) |
|
For the three months ended June 30, |
|
For the six months ended June 30, |
Per share data: |
|
2026 |
|
|
2025 |
|
2026 |
|
|
2025 |
Net investment income per share (basic and diluted) |
|
$ |
0.56 |
|
|
N/A |
|
$ |
1.09 |
|
|
N/A |
Earnings per share (basic and diluted) |
|
|
0.71 |
|
|
N/A |
|
|
0.62 |
|
|
N/A |
Weighted average shares outstanding |
|
|
43,957,411 |
|
|
N/A |
|
|
42,498,795 |
|
|
N/A |
9. Financial Highlights
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended June 30, |
|
|
Six months ended June 30, |
|
|
Per Share Data1 |
|
2026 |
|
|
20252 |
|
|
2026 |
|
|
20252 |
|
|
Net asset value at beginning of period |
|
$ |
24.01 |
|
|
$ |
— |
|
|
$ |
24.64 |
|
|
$ |
— |
|
|
Net investment income (loss) |
|
|
0.56 |
|
|
|
— |
|
|
|
1.09 |
|
|
|
— |
|
|
Net change in unrealized gains (loss) and net realized gains (losses)3 |
|
|
0.14 |
|
|
|
— |
|
|
|
(0.50 |
) |
|
|
— |
|
|
Distributions |
|
|
(0.53 |
) |
|
|
— |
|
|
|
(1.05 |
) |
|
|
— |
|
|
Net asset value at end of period |
|
$ |
24.18 |
|
|
$ |
— |
|
|
$ |
24.18 |
|
|
$ |
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total return |
|
|
2.9 |
|
% |
|
1,405.7 |
|
% |
|
2.4 |
|
% |
|
4,051.4 |
|
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ratios4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Ratio of expenses before expense support and fee waivers to average net assets |
|
|
2.0 |
|
% |
|
3,684.2 |
|
% |
|
3.9 |
|
% |
|
22,034.8 |
|
% |
Expense support and fee waivers to average net assets5 |
|
|
— |
|
|
|
(429.9 |
) |
|
|
(0.1 |
) |
|
|
(10,989.8 |
) |
|
Ratio of expenses after expense support and fee waivers to average net assets |
|
|
2.0 |
|
% |
|
3,254.3 |
|
% |
|
3.8 |
|
% |
|
11,045.0 |
|
% |
Ratios of net investment income (loss) to average net assets |
|
|
2.3 |
|
|
|
643.6 |
|
|
|
4.6 |
|
|
|
1,208.9 |
|
|
Portfolio turnover rate |
|
|
7.6 |
|
% |
|
8.2 |
|
% |
|
16.0 |
|
% |
|
16.3 |
|
% |
1 As of June 30, 2026, the per share data was derived by using the weighted average shares outstanding.
2As of June 30, 2025, the Company had not yet issued Shares or recorded equity, therefore the per share data is not applicable. Additionally, the total returns and ratios are significantly larger than they would have been had the Company recorded equity.
3Includes the impact of differing total shares as a result of calculating certain per share data based on weighted average shares outstanding during the period rather than share amount outstanding when issued.
4 For three and six months ended June 30, 2026 and 2025, the ratios to average net assets were calculated using the average net assets.
5Represents expenses the Adviser has elected to pay (in accordance with the Expense Support Agreement) and fees elected to waive on behalf of the Company.
Income and expenses have not been annualized in calculating these ratios.
10. Risks and Uncertainties
In the ordinary course of business, the Company may encounter significant credit, market and liquidity risks. Credit risk is the risk of default of investments including loans, securities or derivatives, as applicable, which result from a borrower’s or counterparty’s inability or unwillingness to make required or expected payments.
Market risk reflects adverse changes in the value of investments, loans, securities or derivatives, as applicable, due to changes in interest rates, prevailing credit spreads, foreign currency exchange rates, general economic conditions, financial market conditions, domestic or international economic or political events (including wars, terrorist acts or security operations), developments or trends in any particular industry, natural disasters, pandemics or health crises and the financial condition of the obligors on the Company’s assets.
The Company’s borrowing capacity is subject to the ability of the financial institutions in the banking syndicate to fulfill their respective obligations under the revolving credit facilities.
Liquidity risk is the risk that the Company may not be able to sell assets when it desires to do so or to realize what it estimates to be their fair value in the event of a sale. Due to the nature of the Company’s strategy, the Company’s portfolio includes relatively illiquid investments having a greater amount of both market and credit risk than other investments. These investments trade in a limited market, may not be able to be immediately liquidated and can be involved in litigation or have regulatory restrictions. The value assigned to these investments may differ from the values that would have been used had a broader market for such investments existed or had such legal and regulatory circumstances not existed. The sale of illiquid assets and restricted securities often requires more time and results in higher brokerage charges or dealer discounts and other selling expenses than does the sale of securities eligible for trading on national securities exchanges or on the over-the-counter markets. Restricted securities may sell at a price lower than similar securities that are not subject to restriction on resale.
The Company invests in fixed income financial instruments. Until such investments are sold or matured, the Company is exposed to credit risk relating to whether the issuer will meet its obligation when it becomes due.
The Company may also invest in securities of companies and assets located outside of the United States (considered non-qualifying investments under Section 55(a) of the 1940 Act). The Company’s international investments are subject to the same risks associated with its United States investments as well as additional risks, such as fluctuations in foreign currency exchange rates, potentially adverse tax consequences and the burden of complying with foreign laws. The Company is subject to the risk of restrictions imposed by foreign governments on the repatriation of cash and to political or economic uncertainties as a result of investing in financial instruments issued in foreign countries. As a BDC, to remain in compliance with BDC regulatory requirements the Company will invest no more than 30% of the portfolio in non-qualifying assets.
There is no clearing house for bank loans and other interests, nor is there a depository for custody of any such interests. The processes by which these interests are cleared, settled and held in custody are individually negotiated between the parties to the transaction. This subjects the Company to operational risk to the extent that there are delays and failure in these processes. The Company invests in loans, including loans issued by or related to companies that are experiencing various forms of financial, operational, legal, and/or other distress or impairment. The Company’s investments may be noninterest bearing, unsecured, and/or subordinated to other claimants. Until the investments are sold or mature, the Company is exposed to credit risk relating to whether the obligor will meet its obligation when it comes due. The terms of the bank loans may require the Company to extend to a borrower additional credit, or provide funding for any undrawn amount of such bank loans at the request of the borrower. This exposes the Company to potential liabilities that are not reflected in the Consolidated Statement of Changes in Net Assets. Refer to Note 11 - "Commitments and Contingencies" for additional disclosure.
11. Commitments and Contingencies
As an inherent part of its investment objective, the Company may enter into agreements which contemplate the need for additional financial support, whether contractual or at the discretion of the Adviser, to carry out approved business plans or operating budgets with respect to certain investments. While the Company generally has discretion with respect to such additional financial support, if any, the timing and amount of additional financial support cannot be predicted with any certainty.
In the normal course of business, the Company may enter into contracts that provide a variety of general indemnifications. Any exposure to the Company under these arrangements could involve future claims that may be made against the Company. Currently, no such claims exist, and accordingly, the Company has not accrued any liability in connection with such indemnifications.
In the ordinary course of business, the Company may provide, or agree to provide either directly or indirectly certain financial guarantees or indemnities including without limitation non-recourse or limited basis guarantees (collectively the "Guaranty Obligations"). Common carve-outs include the borrower’s fraud, misrepresentation, bankruptcy, misapplication of insurance proceeds, waste, failure to maintain separateness covenants, environmental/hazardous substance contamination and intentional destruction of property (each a "Bad Act"). The Guaranty Obligations would generally be enforceable upon the occurrence of a Bad Act and could result in (i) the loan becoming fully recourse to the guarantor(s) and/or (ii) guarantor liability for losses incurred by the lender. Generally, the Company’s maximum exposure under such guarantees or indemnities is not stated and is unknown as this would involve future claims that may be made against the Company that have not yet occurred. Additionally, certain indemnities may survive the term of the related debt financing. Although the maximum exposure under such Guaranty Obligations could be significant to the Company, based on its history, the Company expects the likelihood of such Guaranty Obligations being enforced against the Company and the risk of material loss to be remote.
As of June 30, 2026, the Company had unfunded commitments to investments of approximately $182.8 million, of which, $135.5 million related to term loans and delayed draw term loans and $47.3 million related to revolving credit facilities. Not all unfunded commitments stated are eligible to be drawn due to limitations under the respective borrower credit agreements.
|
|
|
|
|
|
|
Unfunded Commitment ($ in thousands) |
|
Superior Intermediate LLC |
|
|
|
|
GT Independence Buyer, Inc. |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cadence Intermediate II LLC and POC Holdco, LLC |
|
|
|
|
MidCon Development Finance, LLC |
|
|
|
|
|
|
|
|
|
Haven Health Acquisition, LLC |
|
|
|
|
|
|
|
|
|
Ruby Bidco Holdings Limited |
|
|
|
|
Jupiter Refuel Canada Buyer, Inc. |
|
|
|
|
|
|
|
|
|
PJ Eagle Group Buyer, L.P. (IAC) |
|
|
|
|
Vomela Purchaser LLC and Vibrant Canada Acquisitionco Inc. |
|
|
|
|
Eagle Ford Development Finance, LLC |
|
|
|
|
Meridian Executive Group, LLC |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GC FERRY ACQUISITION I INC |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Jupiter Refuel US Buyer, Inc. |
|
|
|
|
|
|
|
|
|
Shrieve Chemical Company, LLC |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of December 31, 2025, the Company had unfunded commitments to investments of approximately $113.3 million, of which, $82.9 million related to term loans and delayed draw term loans and $30.4 million related to revolving credit facilities. Not all unfunded commitments stated are eligible to be drawn due to limitations under the respective borrower credit agreements. All dollars represented in thousands:
|
|
|
|
|
Company |
|
Unfunded Commitment |
|
MidCon Development Finance, LLC |
|
$ |
13,994 |
|
EXEMPLIS LLC |
|
|
13,628 |
|
Ruby Bidco Holdings Limited |
|
|
10,193 |
|
GT Independence Buyer, Inc. |
|
|
9,801 |
|
CD&R Reign Topco, Inc. |
|
|
9,770 |
|
Jupiter Refuel Canada Buyer, Inc. |
|
|
7,832 |
|
GS AcquisitionCo, Inc. |
|
|
7,295 |
|
Vomela Purchaser LLC and Vibrant Canada Acquisitionco Inc. |
|
|
7,248 |
|
Superior Intermediate LLC |
|
|
5,081 |
|
Riser Fitness, LLC |
|
|
4,378 |
|
Steele Solutions, Inc. |
|
|
3,512 |
|
Solidcore Topco, LLC |
|
|
2,887 |
|
Olo Parent, Inc. |
|
|
2,734 |
|
LeadVenture Inc. |
|
|
2,191 |
|
Xponential Fitness LLC |
|
|
2,068 |
|
Fabletics, Inc. |
|
|
2,027 |
|
Urban Gym Group B.V. |
|
|
2,009 |
|
GC FERRY ACQUISITION I INC |
|
|
1,750 |
|
Amy's Kitchen, LLC |
|
|
1,284 |
|
BB PEP Bidco, LLC |
|
|
1,071 |
|
FR Refuel, LLC |
|
|
933 |
|
Jupiter Refuel US Buyer, Inc. |
|
|
563 |
|
Cendyn Group, LLC |
|
|
381 |
|
Shrieve Chemical Company, LLC |
|
|
347 |
|
MRI Software LLC |
|
|
328 |
|
Total |
|
$ |
113,305 |
|
From time to time, the Company may become a party to certain legal proceedings during the normal course of business. As of June 30, 2026, the Company is not aware of any pending or threatened litigation.
12. Subsequent Events
Subscriptions
The Company received proceeds from the issuance of Shares in the amounts set forth in the table below:
|
|
|
|
|
|
|
|
|
Date of Unregistered Sale |
|
Amount of Shares |
|
|
Total Consideration ($ in thousands) |
|
As of July 1, 2026 (number of Class I common shares finalized on July 20, 2026) |
|
|
1,029,197 |
|
|
$ |
24,889 |
|
As of August 11, 2026, the Company had 45,373,201 Class I Shares issued and outstanding and has not issued Class S or Class D shares.
Distributions
The Company declared distributions on Class I Shares set forth in the table below:
|
|
|
|
|
|
|
|
|
Declaration Date |
|
Record Date |
|
Payment Date |
|
Distribution Per Share |
|
July 20, 2026 |
|
July 31, 2026 |
|
August 21, 2026 |
|
$ |
0.1834 |
|
Investor Commitments
As of August 11, 2026, the Company had $29.6 million of unfunded capital commitments.
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
The following discussion should be read in conjunction with the consolidated financial statements and notes thereto appearing elsewhere in this Form 10-Q. In addition to historical data, this discussion contains forward-looking statements about our business, operations and financial performance based on current expectations that involve risks, uncertainties and assumptions. Our actual results may differ materially from those in this discussion as a result of various factors, including but not limited to those discussed in the section entitled "Item 1A. Risk Factors." of our Annual Report on Form 10-K filed with the U.S. Securities and Exchange Commission ("SEC") on March 27, 2026 (the "2025 Annual Report").
Overview
Fortress Private Lending Fund (the "Company") is a Delaware statutory trust formed on January 25, 2024. The Company is a "perpetual-life", externally managed, non-diversified, closed-end management investment company that elected to be regulated as a business development company ("BDC") under the Investment Company Act of 1940, as amended (the "1940 Act"), on August 1, 2025 (the "BDC Election"). Prior to the BDC Election, the Company conducted its investment activities and operations in reliance on an exemption from the definition of "investment company" under Section 3(c)(7) of the 1940 Act.
For U.S. federal income tax purposes, beginning with the tax year ending December 31, 2025, the Company expects to elect to be treated, and the Company intends to qualify annually thereafter, as a regulated investment company ("RIC") under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"), effective August 1, 2025. As a BDC and a RIC, the Company will be required to comply with certain regulatory requirements.
The Company is managed by FPLF Management LLC (in its capacity as investment adviser, the "Adviser"), an indirect subsidiary of Fortress Investment Group LLC ("Fortress"), which provides management services to the Company pursuant to an amended and restated investment advisory agreement, dated February 10, 2025, between the Adviser and the Company (the "Investment Advisory Agreement"). See further discussion in Note 3 – "Related Party Transactions and Agreements" to our consolidated financial statements. Subject to the overall supervision of the Board of Trustees (the "Board"), the Adviser is responsible for managing our business and activities, including sourcing investment opportunities, conducting research, performing diligence on potential investments, structuring the Company’s investments and monitoring its portfolio on an ongoing basis through a team of investment professionals. The Adviser is registered as an investment adviser with the SEC.
FPLF Management LLC (in its capacity as administrator, the "Administrator"), may delegate any of its obligations under the amended and restated administration agreement, dated February 10, 2025, between the Administrator and the Company (the "Administration Agreement") to an affiliate or to a third-party to assist in the provision of administrative services (a "Sub-Administrator"). The Sub-Administrator will receive compensation for its services under a sub-administrative agreement. The Sub-Administrator receives fees, plus out-of-pocket expenses, based on the nature and extent of services provided. The Administrator has retained SEI Global Services, Inc. as the Sub-Administrator to provide administrative and accounting services.
The Company’s investment objectives and strategies are to generate current income and, to a lesser extent, capital appreciation, primarily by investing in U.S. middle-market companies through the direct origination or acquisition of first lien senior secured loans (including "unitranche" loans, which are loans that combine both senior and subordinated debt, generally in a first lien position) and, to a lesser extent, second lien senior secured loans. The investment portfolio may also include other interests such as corporate bonds, common stock, preferred stock, warrants or options, which generally would be obtained as part of providing a broader financing solution. While most of the Company’s investments will be in private U.S. companies (subject to compliance with BDC regulatory requirements to invest at least 70% of the Company’s assets in "qualifying assets", as defined in Section 55(a) of the 1940 Act), the Company may invest up to 30% of its portfolio in non-qualifying assets, including companies located outside of the U.S., entities that are operating pursuant to certain exceptions under the 1940 Act, as applicable, and publicly traded entities whose public equity market capitalization exceeds the levels provided for under the 1940 Act, as applicable. As of June 30, 2026, non-qualifying assets totaled 12.3% of the Company's total assets. The Company relies on exemptive relief granted by the SEC to the Company, the Adviser and certain affiliates to co-invest with other funds, accounts and clients managed by the Adviser or its affiliates in a manner consistent with our investment objectives. The Company generally considers middle-market companies to consist of companies with $25 million to $250 million of earnings before interest, taxes, depreciation, and amortization, although the Company may from time to time invest in smaller companies and other instruments if the Adviser believes that the opportunity presents attractive investment characteristics and risk-adjusted returns.
The Company’s investments will consist primarily of first lien debt and may be accompanied by junior debt and/or equity or equity-related investments, including common stock, preferred stock, securities convertible into common stock and/or warrants. The Company’s investments are expected to have the potential to achieve significant investment income and, to a lesser extent, capital appreciation. These investments will generally have maturities of three to eight years; however, there is no limit on the maturity or duration of any security the Company may hold in its portfolio. Loans and securities purchased in the secondary market will generally have shorter remaining terms to maturity than directly originated investments.
The Company expects that most of its debt investments will be unrated. When rated by a nationally recognized statistical ratings organization, the Company expects that its debt investments will generally carry a rating below investment grade (rated lower than "Baa3" by Moody’s Investor Service, Inc. or lower than "BBB-" by Standard & Poor’s Rating Services), which is often referred to as "junk" or "high yield." These "junk" or "high yield" securities have predominantly speculative characteristics with respect to the issuer’s capacity to pay interest and repay principal. They may also be difficult to value and are illiquid.
The Company’s investment strategy, has and is expected to continue to, benefit from Fortress’s reputation and ability to transact in scale with speed and certainty and its long-standing and extensive relationships with private equity firms as well as direct borrowers that require attractive financing for their transactions.
In addition, the Company may, in the sole discretion of the Adviser, pursue investments outside of the categories described above to take advantage of prevailing market conditions.
Market Conditions and Trends
The persistence of elevated inflation and uncertainty surrounding interest rates, in conjunction with geopolitical instability (including the conflict between Russia and Ukraine and the conflict in the Middle East, including between the U.S. and Iran and other developing conflicts), and limited visibility into future capital availability continued to weigh on industry deal activity and market valuations.
We are continuing to closely monitor developments related to the macroeconomic factors that have contributed to market volatility, and to assess the impact of these factors on financial markets and on our business. Our future results may be adversely affected by slowdowns in fundraising activity and the pace of capital deployment. It remains difficult to predict the ultimate effects of these events on the financial markets, overall economy, and our financial statements. See "Item 1A. Risk Factors—Risks Related to Our Business and Structure."
Recent Developments
Subscriptions
The Company received proceeds from the issuance of Shares in the amounts set forth in the table below:
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Date of Unregistered Sale |
|
Amount of Shares |
|
|
Total Consideration ($ in thousands) |
|
As of July 1, 2026 (number of Class I common shares finalized on July 20, 2026) |
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|
1,029,197 |
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|
$ |
24,889 |
|
Distributions
The Company declared distributions on Class I shares set forth in the table below:
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Declaration Date |
|
Record Date |
|
Payment Date |
|
Distribution Per Share |
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July 20, 2026 |
|
July 31, 2026 |
|
August 21, 2026 |
|
$ |
0.1834 |
|
Investor Commitments
As of August 11, 2026, the Company had $29.6 million of unfunded capital commitments.
Except as previously reported by the Company on its current reports on Form 8-K, the Company did not sell any securities during the period covered by this Form 10-Q that were not registered under the Securities Act.
Portfolio and Investment Activity
Our investment activity for the three months ended June 30, 2026 is presented below.
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|
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|
($ in thousands) |
|
June 30, 2026 |
|
New investment commitments:1 |
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|
|
Total new investment commitments2 |
|
$ |
336,807 |
|
Less: investment commitments exited3 |
|
|
(83,575 |
) |
Net change in investment commitments |
|
$ |
253,232 |
|
Principal amount of investments funded: |
|
|
|
First lien loans |
|
$ |
303,232 |
|
Mezzanine debt |
|
|
— |
|
Equity |
|
|
91 |
|
Total |
|
$ |
303,323 |
|
Principal amount of investments sold or repaid:3 |
|
|
|
First lien loans |
|
$ |
(84,770 |
) |
Mezzanine debt |
|
|
— |
|
Equity |
|
|
(380 |
) |
Total |
|
$ |
(85,150 |
) |
Weighted average remaining term for investment commitments (in months) |
|
|
53 |
|
Percentage of new investment commitments at floating rates |
|
|
99.9 |
% |
Weighted average yield:4 |
|
|
|
Funded during the period at amortized cost |
|
|
9.7 |
% |
Funded during the period at fair value |
|
|
9.7 |
% |
Exited or repaid during the period at amortized cost |
|
|
8.2 |
% |
Exited or repaid during the period at fair value |
|
|
9.3 |
% |
1Includes both funded and unfunded commitments.
2Of these new investments, we funded approximately $292 million for the three months ended June 30, 2026.
3Includes scheduled paydowns
4 "Weighted average yield" is computed as (a) the annual stated interest rate or yield earned plus the net annual amortization of original issue discount or premium earned on the relevant accruing investments, divided by (b) the total accruing investments at amortized cost or fair value, as applicable.
The table below presents the Company's investments at amortized cost and fair value as of June 30, 2026 expressed in thousands:
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|
Investment Type |
|
Fair Value |
|
|
% Fair Value |
|
|
Amortized Cost |
|
|
% Amortized Cost |
|
First lien debt investments |
|
$ |
1,884,252 |
|
|
|
98.2 |
% |
|
$ |
1,893,034 |
|
|
|
98.2 |
% |
Mezzanine debt investments |
|
|
1,416 |
|
|
|
0.1 |
% |
|
|
1,416 |
|
|
|
0.1 |
% |
Equity investments |
|
|
33,406 |
|
|
|
1.7 |
% |
|
|
32,071 |
|
|
|
1.7 |
% |
Total as of June 30, 2026 |
|
$ |
1,919,074 |
|
|
|
100.0 |
% |
|
$ |
1,926,521 |
|
|
|
100.0 |
% |
As of June 30, 2026, the Company's portfolio was approximately $1.9 billion based on fair market value across 91 portfolio companies and 21 industries. Based on fair value, the Company's portfolio consisted of approximately 98.2% first lien, 99.9% floating rate debt investments. The Company's portfolio’s directly originated debt investments had a median EBITDA of $82.3 million, a weighted average net loan-to-value of 46.8% and interest coverage of 2.9x. The weighted average yield at fair market value of directly originated debt investments was 10.1% and the weighted average yield at fair market value of the overall portfolio was 9.8%.
As of June 30, 2026, all of our debt investments were current on their interest payments and no debt investments were set to non-accrual.
The Adviser has a highly coordinated and robust asset management and portfolio monitoring process, which involves frequent contact with borrowers, loan agents and other counterparties in order to ascertain a fundamental understanding of collateral value, cash flows and related risks. The Adviser’s portfolio management process entails frequent bottom-up analysis focused on understanding collateral value, cash flows and related risks. This assessment, as well as valuation generally, incorporates both internal and external reviews by independent consultants, bankers and/or advisors. The Adviser will routinely conduct dialogue with borrowers, management teams and industry experts in order to obtain not only an accurate depiction of the borrower’s current financial condition but also the health and continuity of its day-to-day operations. This subsequently entails monthly and quarterly compliance tests of financial covenants and collateral performance at the investment level, in addition to a comparison to budgeted assumptions. This, along with other counterparty datapoints, allows Fortress to proactively identify issues and concerns and formulate action plans to mitigate risk if necessary. In the event a problem arises, these monitoring efforts serve as a catalyst to mitigate risks, manage desired outcomes and enhance economics. The Adviser believes that Fortress has differentiated in-house workout and restructuring capabilities and looks to actively participate in restructuring processes in order to maximize recoveries.
As part of the monitoring process, our Adviser has developed risk assessment policies pursuant to which it regularly assesses the risk profile of each of our investments and rates each of them based on the following categories, which we refer to as "Internal Risk Ratings." Pursuant to these risk policies, an Internal Risk Rating of 1 to 4, which ratings are defined below, is assigned to each investment in our portfolio. Key drivers of internal risk ratings include financial metrics, financial covenants, liquidity and enterprise value coverage.
Internal Risk Ratings Definitions
Our Adviser monitors and, when appropriate, changes the risk ratings assigned to each investment in our portfolio. Our Adviser reviews our investment ratings in connection with our quarterly valuation process. Our internal risk ratings are defined as follows:
1) The borrower is performing above the underwritten range of expectations, and the trends and risk factors of a particular investment since origination / acquisition, are generally favorable.
2) The borrower is generally performing within the expected range of likely outcomes underwritten prior to origination / acquisition of the investment, and the risk factors impacting our ability to recoup the cost basis of our investment are neutral. All new investments are initially assessed a rating of 2.
3) The borrower is performing below our range of expectations. The risk we do not recoup the cost basis of our investment has increased materially since origination / acquisition. The borrower may be or is increasingly likely to be out of compliance with debt covenants; however, debt service payments are generally not more than 120 days past due.
4) It is unlikely that we will fully recoup our cost basis, and in some cases, we may realize a substantial loss of principal upon exit. The borrower is likely out of compliance with one or more debt covenants. Debt service payments are likely to be substantially delinquent (more than 120 days past due).
Our Adviser grades the investments in our portfolio at least each quarter and it is possible that the grade of a portfolio investment may be reduced or increased over time. For investments with a grade of 3 or 4, the Adviser enhances its level of scrutiny over the monitoring of such portfolio company.
The table below presents the composition of our portfolio on the 1 to 4 rating scale as of June 30, 2026:
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|
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|
($ in thousands) |
|
|
Investment Rating |
|
Fair Value |
|
|
Percentage |
1 |
|
$ |
— |
|
|
|
— |
|
% |
2 |
|
|
1,889,570 |
|
|
|
98.5 |
|
|
3 |
|
|
29,504 |
|
|
|
1.5 |
|
|
4 |
|
|
— |
|
|
|
— |
|
|
Total |
|
$ |
1,919,074 |
|
|
|
100.0 |
|
% |
Non-Accrual Assets
Generally, when interest and/or principal payments on a loan become past due, or if we otherwise do not expect the borrower to be able to service its debt and other obligations, we will place the loan on non-accrual status and will generally cease recognizing interest income on that loan for financial reporting purposes until all principal and interest have been brought current through payment or due to a restructuring such that the interest income is deemed to be collectible. As of June 30, 2026, we had no non-accrual debt investments.
Emerging Growth Company Status
We are and will remain an "emerging growth company" as defined in the Jumpstart Our Business Startups Act of 2012 (the "JOBS Act") until the earlier of (a) the last day of the fiscal year (i) following the fifth anniversary of the date of an initial public offering pursuant to an effective registration statement under the Securities Act, (ii) in which we have total annual gross revenue of at least $1.235 billion, or (iii) in which we are deemed to be a large accelerated filer, which means the market value of our Shares that is held by non-affiliates exceeds $700 million as of the date of our most recently completed second fiscal quarter, and (b) the date on which we have issued more than $1.0 billion in non-convertible debt during the prior three-year period. For so long as we remain an "emerging growth company" we are eligible to take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not "emerging growth companies" including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002, as amended (the "Sarbanes-Oxley Act"). We cannot predict if investors will find our Shares less attractive because we may rely on some or all of these exemptions. Also, because we are not a large accelerated filer or an accelerated filer under Section 12b-2 of the Exchange Act, and will not be for so long as our Shares are not traded on a securities exchange, we will not be subject to auditor attestation requirements of Section 404(b) of the Sarbanes-Oxley Act even once we are no longer an emerging growth company.
In addition, Section 107 of the JOBS Act also provides that an "emerging growth company" can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards. In other words, an "emerging growth company" can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. We will take advantage of the extended transition period for complying with new or revised accounting standards, which may make it more difficult for investors and securities analysts to evaluate us since our financial statements may not be comparable to companies that comply with public company effective dates.
Basis of Presentation
Our financial statements are prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP"), which requires the use of estimates, assumptions and the exercise of subjective judgment as to future uncertainties. Actual results may ultimately differ materially from those estimates.
Income
We generate current income and, to a lesser extent, capital appreciation, primarily by investing in U.S. middle-market companies through the direct origination or acquisition of first lien senior secured loans (including "unitranche" loans, which are loans that combine both senior and subordinated debt, generally in a first lien position) and, to a lesser extent, second lien senior secured loans.
Expenses
The services of all investment professionals of our Adviser and its staff, when and to the extent engaged in providing investment advisory services to us and the compensation and routine overhead expenses of such personnel allocable to such services, are provided and paid for by our Adviser. Under the Investment Advisory Agreement, we bear all other costs and expenses of our operations and transactions.
From time to time, our Adviser, our Administrator or their affiliates may pay third-party providers of goods or services. We will reimburse our Adviser, our Administrator or such affiliates thereof for any such amounts paid on our behalf. From time to time, our Adviser or our Administrator may defer or waive fees and/or rights to be reimbursed for expenses.
Results of Operations
The following table sets forth the results of our operations for the three and six months ended June 30, 2026 and 2025.
Income
Interest income (including payment-in-kind interest income) is derived from our investment portfolio and also includes other fees such as prepayment fees and accelerated amortization of upfront fees from unscheduled paydowns.
Other income consists of fees received during the life of the investment such as commitment fees, letter of credit fees and amendment fees. The upfront fees received in connection with investments that are deemed to be an adjustment to yield are capitalized and amortized over the term of the investment.
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|
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|
|
|
For the three months ended |
|
|
For the six months ended |
|
($ in thousands) |
|
June 30, 2026 |
|
|
June 30, 2025 |
|
|
June 30, 2026 |
|
|
June 30, 2025 |
|
Interest income |
|
$ |
45,680 |
|
|
$ |
2,522 |
|
|
$ |
83,486 |
|
|
$ |
2,531 |
|
Payment-in-kind interest income |
|
|
123 |
|
|
|
25 |
|
|
|
244 |
|
|
|
25 |
|
Other income |
|
|
187 |
|
|
|
537 |
|
|
|
678 |
|
|
|
550 |
|
Dividend income |
|
|
214 |
|
|
|
— |
|
|
|
214 |
|
|
|
— |
|
Total investment income |
|
$ |
46,204 |
|
|
$ |
3,084 |
|
|
$ |
84,622 |
|
|
$ |
3,106 |
|
For the three and six months ended June 30, 2026 and 2025, total investment income increased $43.1 million and $81.5 million, respectively. Our investment portfolio increased as a result of continued execution of the Adviser's investment strategy.
Expenses
We will reimburse the Adviser for its costs, expenses and our allocable portion of compensation of the Administrator’s personnel and overhead pursuant to the Administration Agreement. Interest expense relates to cost of borrowing on our debt facilities. In addition, management and incentive fees due to the Adviser per the Investment Advisory Agreement are accrued monthly and paid quarterly. We will bear expenses relating to the organization of the Company which include the cost of regulatory compliance, formation, including legal fees related to the creation and organization of the Company and its organizational documents, as well as its BDC Election.
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|
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|
|
|
|
|
|
|
|
For the three months ended |
|
|
For the six months ended |
|
($ in thousands) |
|
June 30, 2026 |
|
|
June 30, 2025 |
|
|
June 30, 2026 |
|
|
June 30, 2025 |
|
Interest expense |
|
$ |
12,340 |
|
|
$ |
2,266 |
|
|
$ |
21,800 |
|
|
$ |
2,440 |
|
Organization costs |
|
|
— |
|
|
|
247 |
|
|
|
— |
|
|
|
2,638 |
|
Management fees |
|
|
3,265 |
|
|
|
— |
|
|
|
6,360 |
|
|
|
— |
|
Investment income incentive fee |
|
|
3,545 |
|
|
|
86 |
|
|
|
6,635 |
|
|
|
86 |
|
Capital gains incentive fee |
|
|
— |
|
|
|
74 |
|
|
|
— |
|
|
|
88 |
|
Administration fees |
|
|
779 |
|
|
|
109 |
|
|
|
1,587 |
|
|
|
137 |
|
Professional fees |
|
|
351 |
|
|
|
68 |
|
|
|
687 |
|
|
|
71 |
|
Offering costs |
|
|
335 |
|
|
|
— |
|
|
|
625 |
|
|
|
— |
|
Other expenses |
|
|
708 |
|
|
|
1 |
|
|
|
1,296 |
|
|
|
2 |
|
Total Operating Expenses |
|
$ |
21,323 |
|
|
$ |
2,851 |
|
|
$ |
38,990 |
|
|
$ |
5,462 |
|
For the three and six months ended June 30, 2026 and 2025, total operating expenses increased $18.5 million and $33.5 million, respectively, primarily attributable to an increase in interest expense associated with borrowings under our outstanding credit facilities and as the Company continued to grow in its first year of investment operations, an increase in associated fees due to the Adviser, given the larger fee base as compared period over period, offset by the decrease in organization costs period over period.
Management fees and investment income incentive fees increased when compared against prior periods as the Company had only just commenced investment operations in Q1 2025.
Expense Support/ Reimbursement and Fee Waivers
Per the Expense Support Agreement, the Adviser may elect to pay certain of our expenses (including organization costs) on the Company’s behalf. Additionally, the Adviser can elect to waive management and incentive fees. Furthermore, the Adviser has agreed to waive the management fee for (i) the period prior to the BDC Election, and (ii) the 6-month period following the date of the first closing following the BDC Election.
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|
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|
|
|
|
|
|
|
|
For the three months ended |
|
|
For the six months ended |
|
($ in thousands) |
|
June 30, 2026 |
|
|
June 30, 2025 |
|
|
June 30, 2026 |
|
|
June 30, 2025 |
|
Expense support (Note 3) |
|
$ |
— |
|
|
$ |
(247 |
) |
|
$ |
— |
|
|
$ |
(2,638 |
) |
Management fees waiver |
|
|
— |
|
|
|
— |
|
|
|
(1,043 |
) |
|
|
— |
|
Investment income incentive fee waiver |
|
|
— |
|
|
|
(86 |
) |
|
|
— |
|
|
|
(86 |
) |
Net Operating Expenses |
|
$ |
21,323 |
|
|
$ |
2,518 |
|
|
$ |
37,947 |
|
|
$ |
2,738 |
|
For the three and six months ended June 30, 2026, net operating expenses increased $18.8 million and $35.2 million, respectively. Since inception, the Adviser has elected to pay certain organization costs under the Expense Support Agreement. As the Company approaches the anniversary of its launch, organization costs and related expense support has tapered when comparing period over period. As noted above, the management fee waiver for the current six month period is representative of fees related to January 2026, which was subject to the Initial Fee Waiver.
Net Realized and Unrealized Gain (Loss) on Investments
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the three months ended |
|
|
For the six months ended |
|
($ in thousands) |
|
June 30, 2026 |
|
|
June 30, 2025 |
|
|
June 30, 2026 |
|
|
June 30, 2025 |
|
Total net realized gain (loss) |
|
$ |
(26,806 |
) |
|
$ |
44 |
|
|
$ |
(27,723 |
) |
|
$ |
44 |
|
Total net change in unrealized gain (loss) |
|
|
33,128 |
|
|
|
545 |
|
|
|
7,841 |
|
|
|
660 |
|
Total Net Realized and net change in Unrealized Gain (Loss) |
|
$ |
6,322 |
|
|
$ |
589 |
|
|
$ |
(19,882 |
) |
|
$ |
704 |
|
For the three and six months ended June 30, 2026, total net realized gain (loss) included a realized loss of approximately $22.7 million and offsetting reversal of unrealized losses, resulting in unrealized gains, due to a taxable debt restructuring.
Financial Condition, Liquidity and Capital Resources
We generate cash primarily from (i) the net proceeds received from the Offering, (ii) cash flows from our operations and (iii) proceeds from our debt facilities. To the extent we determine that additional capital would allow us to take advantage of additional investment opportunities, if the market for debt financing presents attractively priced debt financing opportunities, or if our Board otherwise determines that leveraging our portfolio would be in our best interest and the best interests of our Shareholders, we may from time to time enter into one or more additional credit facilities including revolving credit facilities, increase the size of an existing credit facility or issue additional senior securities. In accordance with the 1940 Act, with certain limited exceptions, as a BDC, we are only allowed to incur borrowings, issue debt securities or issue preferred stock, if immediately after the borrowing or issuance, our asset coverage ratio is at least 150%. Any such credit facilities may be secured by certain of our assets and may contain advance rates based upon pledged collateral. The pricing and other terms of any such facilities would depend upon market conditions when we enter into any such facilities as well as the performance of our business, among other factors. As of June 30, 2026, the Company’s asset coverage ratio was 221%.
In addition, we may raise capital from future offerings of our debt or equity securities, and any financing arrangements we may enter into in the future, including by securitizing certain of our investments, including through the formation of one or more collateralized loan obligations or warehouse facilities, while retaining all or most of the exposure to the performance of these investments. This would involve contributing a pool of assets to a special purpose entity, and selling debt interests in such entity to purchasers on a non-recourse or limited basis.
Our primary uses of cash are for (i) investments in portfolio companies and other investments, (ii) the cost of operations (including paying our Adviser and Administrator, as applicable), (iii) the cost of any borrowings or other financing arrangements and (iv) cash distributions to the holders of our Shares. We believe that our current cash and cash equivalents on hand and our anticipated cash flows from operations will be adequate to meet the needs of our operations for at least the next twelve months.
|
|
|
|
|
|
|
|
|
|
|
|
For the six months ended |
|
($ in thousands) |
|
|
June 30, 2026 |
|
June 30, 2025 |
|
Net cash provided by/(used in) operating activities |
|
|
$ |
(483,030 |
) |
$ |
(300,333 |
) |
Net cash provided by/(used in) financing activities |
|
|
|
414,808 |
|
|
309,060 |
|
Net increase/(decrease) in cash, foreign currencies, cash equivalents and restricted cash, restricted foreign currencies, restricted cash equivalents |
|
|
|
(68,222 |
) |
|
8,727 |
|
Cash, foreign currencies, cash equivalents and restricted cash, restricted foreign currencies, restricted cash equivalents at beginning of the period |
|
|
|
95,213 |
|
|
— |
|
Cash, foreign currencies, cash equivalents and restricted cash, restricted foreign currencies, restricted cash equivalents at end of the period |
|
|
$ |
26,991 |
|
$ |
8,727 |
|
The table below presents outstanding debt obligations as of June 30, 2026:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
($ in thousands) |
|
Aggregate Principal Committed |
|
|
Outstanding Principal |
|
|
Amount Available1 |
|
|
Unamortized Debt Issuance Costs |
|
|
Net Carrying Value |
|
Scotiabank Revolving Credit Facility |
|
$ |
400,000 |
|
|
$ |
260,730 |
|
|
$ |
139,270 |
|
|
$ |
(4,414 |
) |
|
$ |
256,316 |
|
BAML ABL Credit Facility |
|
|
300,000 |
|
|
|
184,100 |
|
|
|
115,900 |
|
|
|
(1,240 |
) |
|
|
182,860 |
|
Scotiabank ABL Facility |
|
|
950,000 |
|
|
|
443,662 |
|
|
|
506,338 |
|
|
|
(6,861 |
) |
|
|
436,801 |
|
Total Debt |
|
$ |
1,650,000 |
|
|
$ |
888,492 |
|
|
$ |
761,508 |
|
|
$ |
(12,515 |
) |
|
$ |
875,977 |
|
1The amount available may be subject to limitations related to each credit facility's borrowing base.
Scotiabank Revolving Credit Facility
On August 5, 2025, the Company, as borrower, entered into a Senior Secured Revolving Credit Agreement (the "Scotiabank Revolving Credit Agreement"), by and among the Company, the lenders and issuing banks party thereto from time to time and Scotiabank, as administrative agent, which provides for a senior secured revolving credit facility (the "Scotiabank Revolving Credit Facility") with a total commitment of $400 million, which includes a $50 million sublimit for swingline loans and a $30 million sublimit for the issuance of letters of credit. The Company may request an increase to the commitment up to $800 million to the extent the lenders (existing and new lenders) agree to provide the additional commitment. The scheduled maturity date of the Scotiabank Revolving Credit Facility is August 5, 2030 (the availability period under the Scotiabank Revolving Credit Facility will terminate on August 3, 2029). The Scotiabank Revolving Credit Facility can be drawn upon, at the discretion of the Company, for general corporate purposes, including the funding of portfolio investments. The Company may borrow amounts in U.S. dollars or certain other permitted currencies.
The interest rate under the Scotiabank Revolving Credit Facility is either Daily Simple RFR, Term SOFR (or other term benchmark rate) or Alternate Base Rate (defined as the greater of (a) zero and (b) the highest of (i) the prime rate as last quoted by The Wall Street Journal, (ii) the federal funds effective rate for such day plus 0.5% and (iii) the rate per annum equal to Term SOFR plus 1.00%) plus an applicable margin equal to (I) (a) if the gross borrowing base (as of the most recently delivered borrowing base certificate delivered under the Scotiabank Revolving Credit Agreement) is less than 1.60 times the Combined Debt Amount, (i) with respect to any ABR Loan, 1.100% per annum and (ii) with respect to any Term SOFR, other term benchmark or Daily Simple RFR Loan, 2.100% per annum; or (b) if the gross borrowing base (as of the most recently delivered borrowing base certificate delivered under the Scotiabank Revolving Credit Agreement) is greater than or equal to 1.60 times the Combined Debt Amount, (i) with respect to any ABR Loan, 0.975% per annum and (ii) with respect to any Term SOFR, other term benchmark or Daily Simple RFR Loan, 1.975% per annum. The Company will also pay a fee of 0.325% on average daily undrawn amounts under the Scotiabank Revolving Credit Facility.
The Scotiabank Credit Agreement includes financial and other affirmative and negative covenants, events of default and remedies typical for this type of credit facility, including certain limitations on the incurrence of additional indebtedness, ability to make Restricted Payments (as defined in the Scotiabank Credit Agreement), transactions with Affiliates (as defined in the Scotiabank Credit Agreement) and certain financial covenants related to the Company’s asset coverage ratio and minimum Shareholders’ equity and other maintenance covenants.
The obligations of the Company pursuant to the Scotiabank Revolving Credit Agreement are secured by a first-priority security interest
in substantially all of the assets of the Company (not pledged to other facilities).
BAML ABL Credit Facility
On September 29, 2025, the Company, (through wholly owned subsidiaries FPLF BA Holdings Finance LLC, as borrower and FPLF BA Holdings Finance CM LLC, as servicer) entered into a Credit Agreement (the "BAML ABL Credit Agreement") with Bank of America, N.A., as administrative agent and each of the lenders from time to time party thereto, which provides for a revolving credit facility (the "BAML ABL Credit Facility") with a total commitment of $150 million. On March 29, 2026, the total commitment increased to $300 million. The scheduled maturity date of the BAML ABL Credit Facility is September 29, 2028. Borrowings under the BAML ABL Credit Agreement may take the form of base rate loans, SOFR loans, alternative currency daily rate loans, alternative currency term rate loans or Canadian prime rate loans.
Base rate loans will bear interest at a rate per annum equal to (A) the Base Rate plus (B) 1.40% per annum. SOFR loans will bear interest at a rate per annum equal to (A) Daily SOFR plus (B) 1.40% per annum. Alternative currency daily rate loans will bear interest at a rate per annum equal to (A) the Alternative Currency Daily Rate plus (B) 1.40% per annum. Alternative currency term rate loans will bear interest at a rate per annum equal to (A) the Alternative Currency Term Rate plus (B) 1.40% per annum. Canadian prime rate loans will bear interest at a rate per annum equal to (A) the Canadian Prime Rate plus (B) 1.40% per annum.
The BAML ABL Credit Agreement includes financial and other affirmative and negative covenants, events of default and remedies typical for this type of credit facility, including certain limitations on the incurrence of additional indebtedness, ability to make Restricted Payments, transactions with Affiliates and certain financial covenants related to the Company’s borrowing base and interest coverage ratio.
The obligations of the Company pursuant to the BAML ABL Credit Agreement are secured by a first-priority security interest in certain assets of the Company (not pledged to other facilities).
Scotiabank ABL Credit Facility
On November 7, 2025, the Company and its direct or indirect wholly owned subsidiaries, FPLF NS Holdings Finance LLC (the "NS Borrower") and FPLF NS Holdings Finance DAC (the "Subsidiary Guarantor" and together with the NS Borrower, each a "Loan Party" and collectively, the "Loan Parties"), entered into a Credit Agreement (the "Scotiabank ABL Credit Agreement") with Scotiabank, as initial lender and administrative agent (in its capacity as administrative agent, the "Administrative Agent"), U.S. Bank Trust Company, National Association, as collateral agent (the "Collateral Agent"), U.S. Bank National Association, as custodian (the "Custodian"), FPLF NS Holdings Finance CM LLC, as servicer (the "Servicer"), and each of the lenders party thereto (the "Lenders"), which provides for a revolving and term loan credit facility (the "Scotiabank ABL Facility") with a total commitment of $600 million. The scheduled maturity date of the Scotiabank ABL Credit Facility is November 7, 2034 (the reinvestment period ends May 7, 2028). The Scotiabank ABL Facility will be used to finance the acquisition of certain loans, participation interests and other assets, expected to predominately consist of U.S. middle market commercial loans.
Borrowings under the Scotiabank ABL Credit Agreement will bear interest at a rate per annum equal to the Applicable Rate based upon the Alternate Base Rate defined in said agreement. Generally, the Applicable Rate is calculated to include an applicable margin above the applicable Benchmark, which applicable margin equals (x) prior to and including the last day of the Reinvestment Period, 1.85% per annum and (y) on any day after the end of the last day of the Reinvestment Period, 2.35% per annum.
On May 13, 2026, the Company and the Loan Parties entered into Amendment No. 2 to Credit Agreement (“Amendment No. 2”) to the Scotiabank ABL Credit Agreement and Scotiabank ABL Facility, by and among Scotiabank, as initial lender and Administrative Agent, the Collateral Agent, the Custodian, the Servicer, and the Lenders.
Pursuant to Amendment No. 2, among other things, AXA IM Private Financing II Designated Activity Company (“AXA”) was joined as an additional Lender under the Scotiabank ABL Credit Agreement. In connection with Amendment No. 2, Scotiabank assigned 25% of its revolving commitment and outstanding revolving loans under the Scotiabank ABL Facility to AXA such that, as of the date of Amendment No. 2, the Lenders under the Scotiabank ABL Credit Agreement are Scotiabank and AXA.
In connection with AXA's joinder under the Scotiabank ABL Credit Agreement, Amendment No. 2 provides for an Event of Default triggered upon a performance default or breach by the Company, as Retention Provider under the EU/UK Retention Letter in any material respect for purposes of European risk retention compliance by AXA (or certain of its affiliates that may become Lenders) (a “Retention Letter Default”), subject to a cure period. If not cured, the Retention Letter Default permits or requires certain reductions of commitments and prepayments by the NS Borrower with respect to AXA, subject to the terms and conditions of the Scotiabank ABL Credit Agreement. Amendment No. 2 also provided for certain amendments required by S&P in connection with obtaining a rating from S&P of the loan tranches under the Scotiabank ABL Facility.
In addition, Amendment No. 2 (i) amended the terms and conditions for funding Future Funding Reserve Accounts (as defined in the Scotiabank ABL Credit Agreement), (ii) increased the aggregate principal of Swingline Loans from $25 million to $75 million and increases the number of Swingline Loans in any month, (iii) added a Portfolio Advance Rate Test requirement to the payment of Permitted RIC Distributions, (iv) removed certain Concentration Limitation requirements, (v) removed certain conditions on Eligible Investments, (vi) changed the Originator Requirement, (vii) amended the Reinvestment Period to require that any extension is subject to the satisfaction of the Rating Condition and consent of all the Lenders (rather than only Majority Lenders), in addition to consent of the Administrative Agent and (viii) modified certain other definitions, including S&P Rating.
On June 17, 2026, the Company and the Loan Parties entered into Amendment No. 3 to Credit Agreement (“Amendment No. 3”) to the Scotiabank ABL Credit Agreement and Scotiabank ABL Facility, by and among Scotiabank, as initial lender and administrative agent, U.S. Bank Trust Company, National Association, as collateral agent, U.S. Bank National Association, as custodian, FPLF NS Holdings Finance CM LLC, as servicer, and each of the lenders party thereto.
Pursuant to Amendment No. 3, among other things, the maximum aggregate commitments of the Scotiabank ABL Facility was increased from $600,000,000 to $950,000,000 and the definition of applicable margin was adjusted as described above.
The obligations of the Company pursuant to the Scotiabank ABL Credit Agreement are secured by a first-priority perfected lien on, and security interest in, certain assets of the Company (not pledged to other facilities).
Equity Capital Activities
The Company intends to continue holding monthly closings in connection with the Offering, in which the Company will issue Shares to investors for immediate cash investment. In addition, we may continue to allow certain investors to fund their investment in the Company over time through drawdowns of their capital commitments in lieu of fully funding their investment on the date their subscription agreement is accepted by the Company. Each of the Company’s closings in connection with the Offering will be conducted in reliance on exemptions from the registration requirements of the Securities Act, including the exemption provided by Section 4(a)(2) of the Securities Act and Regulation D promulgated thereunder, and other exemptions from the registration requirements of the Securities Act. The Company reserves the right to conduct additional offerings of securities in the future in addition to the Offering. Moreover, although the Company intends to issue Shares on a monthly basis, the Company retains the right, if determined by it in its sole discretion, to accept subscriptions and issue Shares, in amounts to be determined by the Company, more or less frequently to one or more investors for regulatory, tax or other reasons.
Class I shares are not subject to upfront selling commissions or annual ongoing shareholder servicing fees. However, if investors buy Class S or Class D shares through certain participating broker-dealers, such participating broker-dealers may directly charge such investors transaction or other fees, including upfront placement fees or commissions, in such amounts as they may determine, provided that such participating broker-dealers limit such charges to a 3.5% cap on the net asset value for Class S shares and up to a 2.0% cap on the net asset value for Class D shares. In addition, pursuant to the Distribution and Shareholder Servicing Plan, Class S and Class D shares pay a shareholder servicing and/or distribution fee at an annual rate of 0.85% and 0.25%, respectively, based on the aggregate net assets of the Company attributable to that class.
We may continue to allow certain investors to fund their investment in the Company over time through drawdowns of their capital commitments in lieu of fully funding their investment on the date their subscription agreement is accepted by the Company. With respect to unfunded capital commitments, we will draw down on such commitments over time, on an as-needed basis by delivering a drawdown notice to each investor. All purchases of Shares pursuant to the capital commitments will generally be made pro rata in accordance with remaining capital commitments of all investors at a per Share price equal to NAV per Share as of the previous month close.
Capital Activity
The table below summarizes the Shares issued and net proceeds during the following periods:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
($ in thousands) |
|
Subscriptions Effective: |
|
Shares Issued |
|
|
Net Proceeds |
|
January 1, 2026 |
|
|
4,928,630 |
|
|
$ |
121,458 |
|
February 1, 2026 |
|
|
855,330 |
|
|
|
20,866 |
|
March 1, 2026 |
|
|
1,672,638 |
|
|
|
40,058 |
|
For the three months ended March 31, 2026 |
|
|
7,456,598 |
|
|
$ |
182,382 |
|
|
|
|
|
|
|
|
April 1, 2026 |
|
|
1,004,122 |
|
|
|
24,106 |
|
May 1, 2026 |
|
|
431,701 |
|
|
|
10,430 |
|
June 1, 2026 |
|
|
182,155 |
|
|
|
4,395 |
|
For the six months ended June 30, 2026 |
|
|
9,074,576 |
|
|
$ |
221,313 |
|
|
|
|
|
|
|
|
|
|
Date of Unregistered Sale |
|
Amount of Shares |
|
|
Total Consideration ($ in thousands) |
|
As of July 1, 2026 (number of Class I common shares finalized on July 20, 2026) |
|
|
1,029,197 |
|
|
$ |
24,889 |
|
As of June 30, 2026 and August 11, 2026, the Company had $29.6 million and $29.6 million of unfunded capital commitments, respectively.
Net Asset Value
Pursuant to Rule 2a-5 under the 1940 Act, the Board designated the Adviser as its "valuation designee", which includes calculating the net asset value per share.
The Company issues Shares at the net asset value per share, determined monthly by dividing the value of total assets minus liabilities by the total number of Shares outstanding at the respective month end. The Company will determine NAV for our Shares as of the last day of each calendar month. Shares issuances related to monthly subscriptions are effective the first calendar day of each month. The below table details net asset value per Share for the period ending June 30, 2026:
|
|
|
|
|
|
|
Subscriptions Effective: |
|
|
|
NAV Per Share |
|
January 1, 2026 |
|
|
|
$ |
24.64 |
|
February 1, 2026 |
|
|
|
|
24.40 |
|
March 1, 2026 |
|
|
|
|
23.95 |
|
April 1, 2026 |
|
|
|
|
24.01 |
|
May 1, 2026 |
|
|
|
|
24.16 |
|
June 1, 2026 |
|
|
|
|
24.13 |
|
As of July 1, 2026 the Company's NAV per Share was $24.18.
Distributions
The Company intends to declare monthly distribution amounts per share of beneficial interest, payable monthly in arrears. To the extent the Company's taxable earnings fall below the total amount of its distributions for any given fiscal year, a portion of those distributions may be deemed to be a return of capital to Shareholders for U.S. federal income tax purposes.
The following tables summarize the Company’s Class I distributions with a record date during the following periods:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Declaration Date |
|
Record Date |
|
Payment Date |
|
Shares Outstanding |
|
|
Distribution Per Share |
|
|
Total Distributions Declared ($ in thousands) |
|
January 25, 2026 |
|
January 31, 2026 |
|
February 26, 2026 |
|
|
39,861,822 |
|
|
$ |
0.1708 |
|
|
$ |
6,807 |
|
February 20, 2026 |
|
February 28, 2026 |
|
March 31, 2026 |
|
|
40,766,377 |
|
|
|
0.1708 |
|
|
|
6,962 |
|
March 27, 2026 |
|
March 31, 2026 |
|
April 29, 2026 |
|
|
42,492,341 |
|
|
|
0.1708 |
|
|
|
7,256 |
|
April 24, 2026 |
|
April 30, 2026 |
|
May 26, 2026 |
|
|
43,551,078 |
|
|
|
0.1715 |
|
|
|
7,469 |
|
May 21, 2026 |
|
May 31, 2026 |
|
June 24, 2026 |
|
|
44,038,937 |
|
|
|
0.1812 |
|
|
|
7,980 |
|
June 22, 2026 |
|
June 30, 2026 |
|
July 22, 2026 |
|
|
44,282,216 |
|
|
|
0.1812 |
|
|
|
8,024 |
|
Total distributions declared for the six months ended June 30, 2026 |
|
|
$ |
44,498 |
|
|
|
|
|
|
|
|
|
|
Declaration Date |
|
Record Date |
|
Payment Date |
|
Distribution Per Share |
|
July 20, 2026 |
|
July 31, 2026 |
|
August 21, 2026 |
|
$ |
0.1834 |
|
The Company funds its cash distributions to Shareholders from any source of funds available to it, including but not limited to offering proceeds, net investment income from operations, capital gains proceeds from the sale of assets, dividends or other distributions paid to it on account of preferred and common equity investments in portfolio companies and expense support from the Adviser, which is subject to recoupment.
Distribution Reinvestment Plan
The Board approved the distribution reinvestment plan ("DRIP") on July 14, 2025. The DRIP provides for reinvestment of any cash distributions on behalf of Shareholders who have enrolled in the DRIP. Shareholders who have enrolled in the DRIP will have their cash distribution automatically reinvested in additional Shares, rather than receiving the cash distribution.
The following table summarizes the Company's distributions reinvested for the period ended June 30, 2026:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Record Date |
|
Reinvest Date |
|
DRIP Shares Issued |
|
|
Amount ($) per share |
|
|
DRIP Shares Value ($ in thousands) |
|
December 31, 2025 |
|
January 1, 2026 |
|
|
41,171 |
|
|
$ |
24.64 |
|
|
$ |
1,015 |
|
January 31, 2026 |
|
February 1, 2026 |
|
|
49,224 |
|
|
|
24.40 |
|
|
|
1,201 |
|
February 28, 2026 |
|
March 1, 2026 |
|
|
53,327 |
|
|
|
23.95 |
|
|
|
1,278 |
|
March 31, 2026 |
|
April 1, 2026 |
|
|
54,616 |
|
|
|
24.01 |
|
|
|
1,310 |
|
April 30, 2026 |
|
May 1, 2026 |
|
|
56,157 |
|
|
|
24.16 |
|
|
|
1,357 |
|
May 31, 2026 |
|
June 1, 2026 |
|
|
61,124 |
|
|
|
24.13 |
|
|
|
1,475 |
|
|
|
Total DRIP Shares Issued |
|
|
315,619 |
|
|
Total DRIP Shares Value |
|
|
$ |
7,636 |
|
Share Repurchase Program
At the discretion of the Board, the Company has commenced a share repurchase program in which the Company intends to offer to repurchase up to 5% of its Shares outstanding (either by number of Shares or aggregate net asset value) in each quarter. The Board may amend, suspend or terminate the share repurchase program if it deems such action to be in the Company's best interest and the best interest of the Shareholders. The Company will conduct any such repurchase offers in accordance with the requirements of Rule 13e-4 promulgated under the Securities Exchange Act of 1934, as amended, and the 1940 Act, with the terms of such tender offer published in a tender offer statement to be sent to all Shareholders and filed with the SEC on Schedule TO. All shares purchased pursuant to the terms of each tender offer will be retired and thereafter will be authorized and unissued shares.
Under the share repurchase program, to the extent the Company offers to repurchase Shares in any particular quarter, the Company expects to repurchase Shares pursuant to tender offers using a purchase price equal to the net asset value per share as of the last calendar day of the applicable month designated by the Board, less 2.0% from such net asset value for Shares that have not been outstanding for at least one year (the "Early Repurchase Deduction"). The one-year holding period is measured as of the subscription closing date immediately following the repurchase date. Shares tendered for repurchase will be treated as having been repurchased on a "first in-first out" basis. The Early Repurchase Deduction will not apply to Shares acquired through the Fund's dividend reinvestment plan. The Early Repurchase Deduction will apply uniformly to all Shares regardless of class. The Early Repurchase Deduction may be waived in the case of repurchase requests: (i) arising from the death or qualified disability of a Shareholder; (ii) submitted by discretionary model portfolio management programs (and similar arrangements); (iii) from feeder funds (or similar vehicles) primarily created to hold our Shares, which are offered to non-U.S. persons, where such funds seek to avoid imposing such a deduction because of administrative or systems limitations; and (iv) in the event that a Shareholder's Shares are repurchased because the Shareholder has failed to maintain the
minimum account balance, if any. The Early Repurchase Deduction may also be waived when required by law, regulation, or similar requirement and in other circumstances where the Board determines that doing so is in the best interests of the Company. The Early Repurchase Deduction will be retained by the Company for the benefit of remaining Shareholders. In the event the amount of Shares tendered exceeds the repurchase offer amount, Shares will be repurchased on a pro rata basis.
Amended and Restated Dealer Manager Agreement and Form of Participating Broker-Dealer Agreement
On May 11, 2026, the Company and Fortress Wealth Solutions LLC, as dealer manager for the Shares ("FWS"), entered into the Amended and Restated Dealer Manager Agreement (the "A&R Dealer Manager Agreement"). The A&R Dealer Manager Agreement amends and restates in its entirety the existing Dealer Manager Agreement, by and between the Company and FWS, to reflect the ability of the Company to sell multiple classes of its Shares.
On May 11, 2026, the Board approved an updated form of Participating Broker-Dealer Agreement, to be entered into by and between FWS and any participating broker-dealers party thereto, pursuant to which such participating broker-dealers are permitted to sell various classes of the Company's Shares.
Multiple Class Plan
On May 11, 2026, the Company adopted a multiple class plan (the “Multiple Class Plan”) pursuant to Rule 18f-3 under the 1940 Act. Pursuant to the Multiple Class Plan, the Company is authorized to issue three classes of its Shares: Class S shares (the "Class S Shares"), Class D shares (the "Class D Shares") and Class I shares (the "Class I Shares"). As of August 11, 2026, the Company has not issued any Class S Shares or Class D Shares.
Distribution and Shareholder Servicing Plan
On May 11, 2026, the Company adopted a Distribution and Shareholder Servicing Plan (the “Distribution and Shareholder Servicing Plan”) pursuant to Rule 12b-1 under the 1940 Act with respect to the Class S Shares and Class D Shares. Pursuant to the Distribution and Shareholder Servicing Plan, Class S and Class D shares pay a shareholder servicing and/or distribution fee at an annual rate of 0.85% and 0.25%, respectively, based on the aggregate net assets of the Company attributable to that class. The Distribution and Shareholder Servicing Plan provides that no such fees shall be paid with respect to Class I Shares.
Off-Balance Sheet Arrangement
In the ordinary course of our business, we enter into contracts or agreements that contain indemnification or warranties. Future events could occur that lead to the execution of these provisions against us. We believe that the likelihood of such an event is remote; however, the maximum potential exposure is unknown. As of June 30, 2026, no accrual had been made in the consolidated financial statements for any such exposure.
We currently are and may in the future become obligated to fund commitments such as revolving credit facilities, bridge financing commitments, or delayed draw commitments.
As of June 30, 2026, the Company had unfunded commitments to investments of approximately $182.8 million, of which, $135.5 million related to term loans and delayed draw term loans and $47.3 million related to revolving credit facilities. Not all unfunded commitments stated are eligible to be drawn due to limitations under the respective borrower credit agreements.
|
|
|
|
|
Company |
|
Unfunded Commitment ($ in thousands) |
|
Superior Intermediate LLC |
|
$ |
17,408 |
|
GT Independence Buyer, Inc. |
|
|
15,518 |
|
EXEMPLIS LLC |
|
|
13,628 |
|
Riser Fitness, LLC |
|
|
12,692 |
|
Cadence Intermediate II LLC and POC Holdco, LLC |
|
|
12,564 |
|
MidCon Development Finance, LLC |
|
|
11,666 |
|
Hollywood Feed, LLC |
|
|
10,949 |
|
Haven Health Acquisition, LLC |
|
|
8,852 |
|
Urban Gym Group B.V. |
|
|
8,623 |
|
Ruby Bidco Holdings Limited |
|
|
7,738 |
|
Jupiter Refuel Canada Buyer, Inc. |
|
|
7,284 |
|
GS AcquisitionCo, Inc. |
|
|
7,257 |
|
PJ Eagle Group Buyer, L.P. (IAC) |
|
|
6,831 |
|
Vomela Purchaser LLC and Vibrant Canada Acquisitionco Inc. |
|
|
6,455 |
|
|
|
|
|
|
Eagle Ford Development Finance, LLC |
|
|
5,523 |
|
Meridian Executive Group, LLC |
|
|
5,303 |
|
Golden State Buyer, Inc. |
|
|
4,731 |
|
Steele Solutions, Inc. |
|
|
4,004 |
|
Olo Parent, Inc. |
|
|
2,734 |
|
Solidcore Topco, LLC |
|
|
2,656 |
|
LeadVenture Inc. |
|
|
2,023 |
|
GC FERRY ACQUISITION I INC |
|
|
1,750 |
|
Fabletics, Inc. |
|
|
1,390 |
|
Amy's Kitchen, LLC |
|
|
1,284 |
|
Xponential Fitness LLC |
|
|
1,241 |
|
PMI (US) Bidco, Inc. |
|
|
690 |
|
VRS Buyer, Inc. |
|
|
602 |
|
Jupiter Refuel US Buyer, Inc. |
|
|
563 |
|
FR Refuel, LLC |
|
|
435 |
|
Shrieve Chemical Company, LLC |
|
|
270 |
|
MRI Software LLC |
|
|
181 |
|
Total |
|
$ |
182,845 |
|
Investments in forward foreign currency contracts subject the Company to off-balance sheet market risk, where future changes in foreign currency rates may cause the fair value to differ from the amount recognized in the Consolidated Statement of Financial Condition. The below table details the Company's current positions expressed in thousands as of June 30, 2026:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Counterparty |
|
|
Notional amount to be purchased |
|
|
|
Notional amount to be sold |
|
|
Settlement Date |
|
Fair Value ($ in thousands) |
|
|
Balance Sheet Location of Net Amounts |
Bank of Nova Scotia |
|
$ |
|
28,750 |
|
|
€ |
|
23,868 |
|
|
8/3/2026 |
|
$ |
1,442 |
|
|
Unrealized gain on forward foreign currency contracts |
Bank of Nova Scotia |
|
$ |
|
8,445 |
|
|
€ |
|
7,134 |
|
|
10/27/2026 |
|
|
253 |
|
|
Unrealized gain on forward foreign currency contracts |
Bank of Nova Scotia |
|
$ |
|
24,595 |
|
|
£ |
|
18,423 |
|
|
9/11/2026 |
|
|
157 |
|
|
Unrealized gain on forward foreign currency contracts |
Bank of Nova Scotia |
|
$ |
|
524 |
|
|
€ |
|
443 |
|
|
10/27/2026 |
|
|
16 |
|
|
Unrealized gain on forward foreign currency contracts |
Bank of Nova Scotia |
|
$ |
|
522 |
|
|
€ |
|
447 |
|
|
10/27/2026 |
|
|
8 |
|
|
Unrealized gain on forward foreign currency contracts |
Bank of Nova Scotia |
|
$ |
|
23,626 |
|
|
C$ |
|
33,226 |
|
|
12/29/2026 |
|
|
4 |
|
|
Unrealized gain on forward foreign currency contracts |
Bank of Nova Scotia |
|
$ |
|
6 |
|
|
€ |
|
5 |
|
|
10/27/2026 |
|
|
— |
|
|
Unrealized gain on forward foreign currency contracts |
Bank of Nova Scotia |
|
£ |
|
7,912 |
|
|
$ |
|
10,759 |
|
|
11/16/2026 |
|
|
(263 |
) |
|
Unrealized gain on forward foreign currency contracts |
Bank of Nova Scotia |
|
C$ |
|
11,426 |
|
|
$ |
|
8,456 |
|
|
11/16/2026 |
|
|
(350 |
) |
|
Unrealized gain on forward foreign currency contracts |
Bank of Nova Scotia |
|
€ |
|
14,779 |
|
|
$ |
|
17,539 |
|
|
11/16/2026 |
|
|
(554 |
) |
|
Unrealized gain on forward foreign currency contracts |
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
713 |
|
|
|
Related Party Transactions
We have entered into a number of business relationships with affiliated or related parties, including the following:
•the Investment Advisory Agreement;
•the Administration Agreement;
•the Expense Support Agreement; and
•the license agreement by and between the Company and Fortress, dated as of July 14, 2025.
The Company, the Adviser and certain of their affiliates received an exemptive order from the SEC that permits the Company, among other things, to co-invest with certain other persons, including certain affiliates of the Adviser and certain funds managed and controlled by the Adviser and its affiliates, subject to certain terms and conditions (the "Co-Investment Exemptive Order"). Co-investments made under the Co-Investment Exemptive Order will be subject to compliance with certain conditions and other requirements, which could limit our ability to participate in a co-investment transaction.
Critical Accounting Estimates
The preparation of our financial statements requires our management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses. Changes in the economic environment, financial markets and any other parameters used in determining such estimates could cause actual results to differ. The critical accounting estimates should be read in conjunction with "Item 1A. Risk Factors." See our consolidated financial statements that are included elsewhere in this Form 10-Q for more information on critical accounting policies.
Fair Value Measurements
Investments held by the Company are valued in accordance with the provisions of ASC 820-10, Fair Value Measurements and Disclosures ("ASC 820-10"). ASC 820-10 defines fair value, establishes a framework for measuring fair value in accordance with U.S. GAAP and expands disclosure of fair value measurements. Assets and liabilities recorded at fair value are classified and disclosed based upon a fair value hierarchy as described below. The fair value hierarchy prioritizes and ranks the levels of observability of inputs used in measuring investments at fair value. The observability of inputs is impacted by multiple factors, including the type of investment and the characteristics specific to the investment. Investments with readily available quoted prices or for which fair value can be measured from quoted prices in active markets will generally have a higher degree of market price observability and a lesser degree of judgment applied in determining fair value. Levels are based on the lowest level of significant input to valuation.
The three-level hierarchy for fair value measurement is defined as follows:
Level 1 – price quotes (unadjusted) for identical assets or liabilities that are available in active markets to which the Company has access to at the measurement date. The Company classifies unrestricted securities listed in active markets as Level 1. The Company does not adjust the quoted price for these assets or liabilities, even in situations where the Company holds a large position and the sale of such position would likely deviate from the quoted price.
Level 2 – pricing inputs, other than quoted prices included within Level 1, which are directly or indirectly observable at the measurement date. This category includes quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in non-active markets (including actionable bids from third parties for privately held assets or liabilities), and observable inputs other than quoted prices such as yield curves and forward currency rates that are entered directly into valuation models to determine the value of derivative contracts or other assets or liabilities. The Company classifies swaps and forward foreign currency contracts with observable inputs as Level 2.
Level 3 – unobservable inputs for the asset or liability are used where there is little, if any, market activity for the asset or liability at the measurement date and is based upon the Adviser or third-party’s assessment of the assumptions that market participants would use in pricing the assets or liabilities. These investments include debt and equity investments in private or real estate companies or assets valued using the market and/or income approach and may involve pricing models whose inputs require significant judgment or estimation because of the absence of any meaningful current market data for identical or similar investments. The inputs in these valuations may include, but are not limited to, discount rates, interest rate volatility, recovery rates, multiple on invested capital ("MOIC") and market multiples, such as TEV/EBITDA multiples. Valuations based upon information from third parties, such as broker quotes and third-party valuation services, in consultation with management, which are based significantly on unobservable inputs or are
otherwise not supportable as Level 2 inputs are classified as Level 3. Level 3 investments also include certain investments in affiliates whereby the underlying investments within the affiliated entities can be classified under Level 1, 2 or 3.
The Company follows ASC 825-10, Recognition and Measurement of Financial Assets and Financial Liabilities ("ASC 825-10"), which provides companies the option to report selected financial assets and liabilities at fair value. ASC 825-10 also establishes presentation and disclosure requirements designed to facilitate comparisons between companies that choose different measurement attributes for similar types of assets and liabilities and to more easily understand the effect of our choice to use fair value on its earnings. ASC 825-10 also requires entities to display the fair value of the selected assets and liabilities on the face of the balance sheet. We have not elected the ASC 825-10 option to report selected financial assets and liabilities at fair value.
Recent Accounting Pronouncements
See "Notes to Consolidated Financial Statements—2. Summary of Significant Accounting Policies" for a discussion concerning recent accounting pronouncements.
Item 3. Quantitative and Qualitative Disclosures about Market Risk
In the ordinary course of business, the Company may encounter significant credit, market and liquidity risks. Credit risk is the risk of default of investments including loans, securities or derivatives, as applicable, which result from a borrower’s or counterparty’s inability or unwillingness to make required or expected payments.
Market risk reflects adverse changes in the value of investments, loans, securities or derivatives, as applicable, due to changes in interest rates, prevailing credit spreads, foreign currency exchange rates, general economic conditions, financial market conditions, domestic or international economic or political events (including wars, terrorist acts or security operations), developments or trends in any particular industry, natural disasters, pandemics or health crises and the financial condition of the obligors on the Company’s assets.
The Company’s borrowing capacity is subject to the ability of the financial institutions in the banking syndicate to fulfill their respective obligations under the revolving credit facilities.
Investment Valuation Risk
There is not a public market or active secondary market for many of the types of investments in privately held companies that we intend to hold and make. As a result, we will value these investments monthly at fair value as determined in good faith in accordance with valuation policy and procedures approved by our Board. In accordance with Rule 2a-5 under the 1940 Act, our Board has designated the Adviser to serve as the Valuation Designee as defined in Rule 2a-5 under the 1940 Act. Subject to the oversight of our Board, the Adviser will value our investments, no less frequently than monthly, including with the assistance of one or more independent valuation firms. 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 our 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 we 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 in the valuations currently assigned.
Liquidity Risk
Liquidity risk is the risk that the Company may not be able to sell assets when it desires to do so or to realize what it estimates to be their fair value in the event of a sale. Due to the nature of the Company’s strategy, the Company’s portfolio includes relatively illiquid investments having a greater amount of both market and credit risk than other investments. These investments trade in a limited market, may not be able to be immediately liquidated and can be involved in litigation or have regulatory restrictions. The value assigned to these investments may differ from the values that would have been used had a broader market for such investments existed or had such legal and regulatory circumstances not existed. The sale of illiquid assets and restricted securities often requires more time and results in higher brokerage charges or dealer discounts and other selling expenses than does the sale of securities eligible for trading on national securities exchanges or on the over-the-counter markets. Restricted securities may sell at a price lower than similar securities that are not subject to restriction on resale.
Credit Risk
The Company invests in fixed income financial instruments. Until such investments are sold or matured, the Company is exposed to credit risk relating to whether the issuer will meet its obligation when it becomes due.
Interest Rate Risk
Interest rate sensitivity refers to the change in earnings that may result from changes in the level of interest rates. We also fund portions of our investments with borrowings. Our net investment income is affected by the difference between the rate at which we invest and the rate at which we borrow. Accordingly, we cannot assure you that a significant change in market interest rates will not have a material adverse effect on our net investment income.
We will regularly measure our exposure to interest rate risk. We will assess interest rate risk and manage our interest rate exposure on an ongoing basis by comparing our interest rate-sensitive assets to our interest rate-sensitive liabilities. Based on that review, we will determine whether or not any hedging transactions are necessary to mitigate exposure to changes in interest rates.
We may in the future hedge against interest rate fluctuations by using hedging instruments such as additional interest rate swaps, futures, options and forward contracts. While hedging activities may mitigate our exposure to adverse fluctuations in interest rates, certain hedging transactions that we may enter into in the future, such as interest rate swap agreements, may also limit our ability to participate in the benefits of changes in interest rates with respect to our portfolio investments.
Based on our Consolidated Statement of Financial Condition as of June 30, 2026, the following table shows the annualized impact on net interest income of hypothetical base rate changes in interest rates on our debt investments (considering interest rate floors for floating rate instruments) assuming each floating rate investment is subject to 3-month reference rate election and there are no changes in our investment and borrowing structure:
|
|
|
|
|
|
|
|
|
|
|
|
|
($ in thousands) |
|
Interest Income |
|
|
Interest Expense |
|
|
Net Interest1 |
|
Up 300 basis points |
|
$ |
58,144 |
|
|
$ |
(26,627 |
) |
|
$ |
31,517 |
|
Up 200 basis points |
|
|
38,762 |
|
|
|
(17,752 |
) |
|
|
21,010 |
|
Up 100 basis points |
|
|
19,381 |
|
|
|
(8,876 |
) |
|
|
10,505 |
|
Down 100 basis points |
|
|
(18,819 |
) |
|
|
8,876 |
|
|
|
(9,943 |
) |
Down 200 basis points |
|
|
(35,637 |
) |
|
|
17,752 |
|
|
|
(17,885 |
) |
Down 300 basis points |
|
|
(47,546 |
) |
|
|
26,627 |
|
|
|
(20,919 |
) |
1Excludes the impact of income based fees.
Regulatory Risk
The Company may also invest in securities of companies and assets located outside of the United States (considered non-qualifying investments under Section 55(a) of the 1940 Act). The Company’s international investments are subject to the same risks associated with its United States investments as well as additional risks, such as fluctuations in foreign currency exchange rates, potentially adverse tax consequences and the burden of complying with foreign laws. The Company is subject to the risk of restrictions imposed by foreign governments on the repatriation of cash and to political or economic uncertainties as a result of investing in financial instruments issued in foreign countries. To remain in compliance with BDC regulatory requirements the Company will invest no more than 30% of the portfolio in non-qualifying assets.
Operational Risk
There is no clearing house for bank loans and other interests, nor is there a depository for custody of any such interests. The processes by which these interests are cleared, settled and held in custody are individually negotiated between the parties to the transaction. This subjects the Company to operational risk to the extent that there are delays and failure in these processes. The Company invests in loans, including loans issued by or related to companies that are experiencing various forms of financial, operational, legal, and/or other distress or impairment. The Company’s investments may be noninterest bearing, unsecured, and/or subordinated to other claimants. Until the investments are sold or mature, the Company is exposed to credit risk relating to whether the obligor will meet its obligation when it comes due. The terms of the bank loans may require the Company to extend to a borrower additional credit, or provide funding for any undrawn amount of such bank loans at the request of the borrower.
Foreign Currency Risk
From time to time, we may make investments that are denominated in a foreign currency. These investments are translated into U.S. dollars at the balance sheet date, exposing us to movements in foreign exchange rates. We may employ hedging techniques to minimize these risks, but we cannot assure you that such strategies will be effective or without risk to us. We may seek to utilize instruments such as, but not limited to, forward contracts to seek to hedge against fluctuations in the relative values of our portfolio positions from changes in currency exchange rates.
Item 4. Controls and Procedures.
Disclosure Controls and Procedures
An evaluation of the effectiveness of the design and operation of our "disclosure controls and procedures" (as defined in Rule 13a-15(e) under the Exchange Act), as of the end of the period covered by this quarterly report on Form 10-Q was made under the supervision and with the participation of our management, including our Co-Chief Executive Officers ("Co-CEOs"), who are our principal executive officers, and our Chief Financial Officer ("CFO"), who is our principal financial officer. Based upon this evaluation, our Co-CEOs and CFO have concluded that our disclosure controls and procedures (a) are effective to ensure that information required to be disclosed by us in reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods
specified by SEC rules and forms and (b) include, without limitation, controls and procedures designed to ensure that information required to be disclosed by us in reports filed or submitted under the Exchange Act is accumulated and communicated to our management, including our Co-CEOs and CFO, as appropriate to allow timely decisions regarding required disclosure.
Changes in Internal Control over Financial Reporting
During the period covered by this report, there have been no changes in our internal control over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
We are not currently subject to any material legal proceedings, nor, to our knowledge, are any material legal proceedings threatened against us. From time to time, we may be a party to certain legal proceedings in the ordinary course of business, including proceedings relating to the enforcement of our rights under contracts with our portfolio companies. We may also be subject to regulatory proceedings. While the outcome of these legal or regulatory proceedings cannot be predicted with certainty, we do not expect that these proceedings will have a material effect upon our financial condition or results of operations.
Item 1A. Risk Factors
For information regarding factors that could affect our results of operations, financial condition and liquidity, see the risk factors discussed in "Item 1A. Risk Factors" in our 2025 Annual Report.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
Market Information
We have issued one class of our Shares, designated as Class I shares. The Company’s Shareholders are entitled to one vote for each Share held on all matters submitted to a vote of Shareholders, and to receive distributions declared by the Board. The rights of Shareholders are subject to the Declaration of Trust and the Bylaws.
Our Shares will be offered and sold (i) in the United States under the exemption from registration under the Securities Act provided by Section 4(a)(2) of the Securities Act and Rule 506 of Regulation D promulgated thereunder and other exemptions of similar import in the laws of the states and jurisdictions where the offering will be made, and (ii) outside of the United States in accordance with Regulation S or Regulation D of the Securities Act. See "Item 10. Recent Sales of Unregistered Securities" in our 2025 Annual Report for more information. Our Shares are not listed for trading on a stock exchange or other securities market and there is no established public trading market for our Shares currently, and we do not currently expect that one will develop.
Because our Shares are being acquired by investors in one or more transactions "not involving a public offering," they are "restricted securities" and may be required to be held indefinitely. Our Shares may not be sold, transferred, assigned, pledged or otherwise disposed of unless (i) the Adviser gives consent, or the transfer is permitted under the Subscription Agreement, including transfers to the Company in connection with the Company’s planned Share Repurchase Program, and (ii) the transfer is made in accordance with the transfer restrictions contained in the Subscription Agreement and the Shares are registered under applicable securities laws or specifically exempted from registration (in which case the Shareholder may, at our option, be required to provide us with a legal opinion, in form and substance satisfactory to us, that registration is not required). Accordingly, an investor must be willing to bear the economic risk of investment in the Shares until we accept their repurchase or transfer or we are liquidated. No sale, transfer, assignment, pledge or other disposition, whether voluntary or involuntary, of Shares may be made except by registration of the transfer on our books. Each transferee will be required to execute an instrument agreeing to be bound by these restrictions and the other restrictions imposed on Shares and to execute such other instruments or certifications as are reasonably required by us.
Holders
As of August 11, 2026, there were 1,140 holders of record of our Class I Shares. Holders of record exclude any new holders who purchased Shares in the August 2026 subscription.
The purchase price per Share is equal to the then-current transaction price, which will generally be our prior month’s NAV per Share as of the last calendar day of such month. Our NAV is determined by dividing the value of total assets of the attributable class minus liabilities of the attributable class by the total number of Shares of the attributable class outstanding at the date as of which the determination is made. See "—Determination of NAV" for more information about the calculation of NAV.
The following table presents our monthly NAV per Share for each class of our common shares for the following period:
|
|
|
|
|
|
|
Subscriptions Effective: |
|
|
|
NAV Per Share |
|
January 1, 2026 |
|
|
|
$ |
24.64 |
|
February 1, 2026 |
|
|
|
|
24.40 |
|
March 1, 2026 |
|
|
|
|
23.95 |
|
April 1, 2026 |
|
|
|
|
24.01 |
|
May 1, 2026 |
|
|
|
|
24.16 |
|
June 1, 2026 |
|
|
|
|
24.13 |
|
Unregistered Sales of Equity Securities
Except as previously reported by the Company on its current reports on Form 8-K, the Company did not sell any securities during the period covered by this Form 10-Q that were not registered under the Securities Act.
Determination of NAV
The NAV per Share of our outstanding Shares is determined monthly by dividing the value of total assets of the attributable class minus liabilities of the attributable class by the total number of Shares of the attributable class outstanding at the date as of which the determination is made. Pursuant to Rule 2a-5 under the 1940 Act, our Board has designated the Adviser as its Valuation Designee, subject to the oversight of the Board.
The Company records its investments and derivatives at fair value, in accordance with GAAP. Fair value is defined under GAAP as the expected 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.
The value of any investment or other asset held by the Company as of any date is determined by the Adviser in good faith and in accordance with the principles set forth below and shall include the marked-to-market value of any hedges effected in connection with such investment, and the Adviser will determine, in its discretion, the appropriate hedge positions intended for such investment. Investment transactions will be recorded on the trade date. Realized gains or losses will be measured by the difference between the net proceeds received (excluding prepayment fees, if any) and the amortized cost basis of the investment using the specific identification method without regard to unrealized gains or losses previously recognized, and include investments charged off during the period, net of recoveries. The net change in unrealized gains or losses will primarily reflect the change in investment values, including the reversal of previously recorded unrealized gains or losses with respect to investments realized during the period.
Investments that are listed on a national securities exchange (including such investments when traded in the after-hours market) are valued at their last sales price on the date of determination on the largest securities exchange (by trading volume in such investment) on which such investments will have traded on such date. If no such sales of such investments occurred on the date of determination, such investments will be valued at the midpoint between the "bid" and the "asked" price for long positions and at the "asked" price for short positions on the largest securities exchange (by trading volume in such investment) on which such investments are traded, on the date of determination. Investments that are not listed on an exchange but are traded over-the-counter will be valued at the representative "bid" quotations if held long and at representative "asked" quotations if held short, unless included in the NASDAQ National Market System, in which case they will be valued based upon their last sales prices (if such prices are available).
Investments that are not listed on an exchange and are not traded over-the-counter but for which external pricing or valuation sources are available will be valued in accordance with such external pricing or valuation sources; provided, however, that such valuations may be adjusted by the Adviser to account for recent trading activity or other information that may not have been reflected in pricing obtained from external sources. Privately negotiated derivative investments, such as interest rate swaps, credit default swaps and various basket indices typically shall be valued at the midpoint between the "bid" and "asked" prices by third party pricing services and/or trading counterparties, or based on proprietary pricing models used by the Adviser or independent service providers.
The value of investments that are not listed on an exchange, are not traded over-the-counter and for which no third party pricing sources are available (which may include trade claims, mortgage loans, corporate loans, consumer loans, leases, property, private securities and other receivables and assets), as is expected to be the case for substantially all of our investments, are valued at fair value as determined in good faith by (A) the Adviser, who has been appointed as the Board’s Valuation Designee (as defined in Rule 2a-5 under the 1940 Act), no less frequently than monthly and (B) by one or more independent valuation agents selected by the Adviser no less frequently than quarterly (with certain de minimis exceptions), and such valuations shall reflect any credit risk associated with such investments where deemed appropriate. When the Adviser deems it necessary or advisable, investments may be valued based on proprietary pricing models developed by the Adviser or independent valuation agents. All assets and liabilities initially are valued in the applicable local currency and then translated into U.S. dollars using the applicable exchange rate on the date of determination.
The value of any cash on hand or on deposit, bills, demand notes, overnight financing transactions, receivables and payables will be deemed to be the full amount thereof; provided, however, that if such cash, bills, demand notes, overnight financing transactions, receivables and payables are unlikely, in the opinion of the Adviser, to be paid or received in full, then the value will be equal to the full amount thereof adjusted as is considered appropriate to reflect the true value thereof.
Notwithstanding anything herein to the contrary, with respect to any distribution by the Company of investments which are "marketable securities" (investments that can easily be bought, sold or traded on public exchanges) that are traded on a national securities exchange or over-the-counter, such marketable securities will be valued based on the average of the closing prices for such securities during the ten-trading-day period ending on the date of distribution.
If the Adviser determines that the value of any investments as determined pursuant to this section does not accurately reflect the fair value of such investments, the Adviser shall value such investments as it reasonably determines. If the Adviser determines that any investment is so thinly traded that the Company would be unable to dispose of the Company’s position in such investment within a reasonable time frame at the market price, then the Company may apply a discount to the value of such investment in an amount that it, in its discretion, deems appropriate. The Adviser's valuation committee approves final investment valuations.
The Adviser may determine in its discretion whether any assets of the Company should be the subject of a write-down, write-off or write-up in connection with any distribution pursuant to and upon the occurrence of any event contemplated, and, notwithstanding anything to the contrary in this Form 10-Q, any such assets that have been written off or written down to a de minimis amount will not be required to be valued by an independent valuation firm.
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 our 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 we 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.
Distributions
We intend to make distributions to our Shareholders on a monthly basis out of assets legally available for distribution. Any distributions we make will be at the sole discretion of our Board, who will consider factors such as our earnings, our financial condition, maintenance of our RIC status, compliance with applicable BDC regulations, Delaware law and such other factors as our Board may deem relevant from time to time. As a result, our distribution rates and payment frequency may vary from time to time.
The following tables summarize the Company’s Class I distributions with a record date during the following period:
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Declaration Date |
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Record Date |
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Payment Date |
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Shares Outstanding |
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Distribution Per Share |
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Total Distributions Declared ($ in thousands) |
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January 25, 2026 |
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January 31, 2026 |
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February 26, 2026 |
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39,861,822 |
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$ |
0.1708 |
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$ |
6,807 |
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February 20, 2026 |
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February 28, 2026 |
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March 31, 2026 |
|
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40,766,377 |
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|
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0.1708 |
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|
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6,962 |
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March 27, 2026 |
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March 31, 2026 |
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April 29, 2026 |
|
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42,492,341 |
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|
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0.1708 |
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|
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7,256 |
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April 24, 2026 |
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April 30, 2026 |
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May 26, 2026 |
|
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43,551,078 |
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|
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0.1715 |
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|
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7,469 |
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May 21, 2026 |
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May 31, 2026 |
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June 24, 2026 |
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44,038,937 |
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0.1812 |
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|
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7,980 |
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June 22, 2026 |
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June 30, 2026 |
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July 22, 2026 |
|
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44,282,216 |
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0.1812 |
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8,024 |
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Total distributions declared for the six months ended June 30, 2026 |
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$ |
44,498 |
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Declaration Date |
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Record Date |
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Payment Date |
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Distribution Per Share |
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July 20, 2026 |
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July 31, 2026 |
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August 21, 2026 |
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$ |
0.1834 |
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The Company funds its cash distributions to Shareholders from any source of funds available to it, including but not limited to offering proceeds, net investment income from operations, capital gains proceeds from the sale of assets, dividends or other distributions paid to it on account of preferred and common equity investments in portfolio companies and expense support from the Adviser, which is subject to recoupment.
Distribution Reinvestment Plan
The Company has adopted a distribution reinvestment plan that will provide for reinvestment of distributions on behalf of Shareholders, unless a Shareholder elects to receive cash distributions. As a result, if the officers of the Company authorize, and the Company declares, a cash distribution, then the Shareholders who have not "opted out" of the distribution reinvestment plan will have their cash distribution automatically reinvested in additional Shares of the applicable class, rather than receiving the cash distribution.
No action will be required on the part of registered Shareholders to have their distribution reinvested in our Shares. A registered Shareholder may elect to receive an entire distribution in cash by notifying the Company or SS&C GIDS, Inc., the plan administrator, who acts as the Company’s transfer agent, in writing so that such notice is received by the plan administrator no later than the record date for distributions to Shareholders. Those Shareholders whose Shares are held by a broker or other financial intermediary may receive distributions in cash by notifying their broker or other financial intermediary of their election.
The Company will use newly-issued Shares of the attributable class to implement the distribution reinvestment plan, with such Shares to be issued at the applicable NAV. The number of Shares to be issued to a Shareholder will be determined by dividing the total dollar amount of the distribution payable to such Shareholder by the then-current NAV per Share of the attributable class (subject to adjustment to the extent required by Section 23 of the 1940 Act). The number of Shares to be outstanding after giving effect to payment of a distribution cannot be established until the value per share at which additional Shares will be issued has been determined and the elections of Shareholders have been tabulated. There will be no brokerage or other charges to Shareholders who participate in the plan. The distribution reinvestment plan administrator’s fees under the plan will be paid by the Company.
Participants may terminate their accounts under the plan by notifying the Company or the plan administrator at SS&C GIDS, Inc. The plan may be terminated by the Company upon notice in writing mailed to each participant at least 30 days prior to any record date for the payment of any distribution by the Company. All correspondence concerning the plan should be directed to the plan administrator at SS&C GIDS, Inc.
Share Repurchase Program
We do not intend to list our Shares on a securities exchange and we do not expect there to be a public market for our Shares. As a result, if you purchase our Shares, your ability to sell your Shares will be limited.
At the discretion of the Board, we have commenced a share repurchase program in which we intend to offer to repurchase up to 5% of our Shares outstanding (either by number of Shares or aggregate NAV) in each quarter. Our Board, including a majority of the Independent Trustees, may amend, suspend or terminate the share repurchase program if it deems such action to be in our best interest and the best interest of our Shareholders. As a result, Share repurchases may not be available each quarter, or at all. We will conduct any such repurchase offers in accordance with the requirements of Rule 13e-4 promulgated under the Exchange Act and the 1940 Act, with the terms of such tender offer published in a tender offer statement to be sent to all Shareholders and filed with the SEC on Schedule TO. All shares purchased pursuant to the terms of each tender offer will be retired and thereafter will be authorized and unissued shares.
Under our share repurchase program, to the extent we offer to repurchase Shares in any particular quarter, we expect to repurchase Shares pursuant to tender offers using a purchase price equal to the NAV per Share as of the last calendar day of the applicable month designated by our Board, except that the Company deducts 2.0% from such NAV for Shares that have not been outstanding for at least one year (the "Early Repurchase Deduction"). The one-year holding period is measured as of the subscription closing date immediately following the prospective repurchase date. Shares tendered for repurchase will be treated as having been repurchased on a "first in-first out" basis. The Early Repurchase Deduction will not apply to Shares acquired through the Fund's dividend reinvestment plan. The Early Repurchase Deduction will apply uniformly to all Shares regardless of class. The Early Repurchase Deduction may be waived in the case of repurchase requests: (i) arising from the death or qualified disability of a Shareholder; (ii) submitted by discretionary model portfolio management programs (and similar arrangements); (iii) from feeder funds (or similar vehicles) primarily created to hold our Shares, which are offered to non-U.S. persons, where such funds seek to avoid imposing such a deduction because of administrative or systems limitations; and (iv) in the event that a Shareholder's Shares are repurchased because the Shareholder has failed to maintain the minimum account balance, if any. The Early Repurchase Deduction may also be waived when required by law, regulation, or similar requirement and in other circumstances where the Board determines that doing so is in the best interests of the Company. The Early Repurchase Deduction will be retained by the Company for the benefit of remaining Shareholders.
We will have no obligation to repurchase Shares, including if the repurchase would violate the restrictions on distributions under federal law or Delaware law. The limitations and restrictions described above may prevent us from accommodating all repurchase requests made in any quarter. Our share repurchase program has many limitations, including the limitations described above, and should not in any way be viewed as the equivalent of a secondary market.
There is no assurance that the Board will exercise its discretion to offer to repurchase Shares or that there will be sufficient funds available to accommodate all of our Shareholders’ requests for repurchase. As a result, we may repurchase less than the full amount of Shares that you request to have repurchased. If we do not repurchase the full amount of your Shares that you have requested to be repurchased, or we determine not to make repurchases of our Shares, you will likely not be able to dispose of your Shares, even if we under-perform. Any periodic repurchase offers will be subject in part to our available cash and compliance with the RIC qualification and diversification rules and the 1940 Act.
We may fund repurchase requests from sources other than cash flow from operations, including, without limitation, the sale of assets, borrowings, return of capital or offering proceeds, and we have no limits on the amounts we may pay from such sources. Should making repurchase offers, in our good faith judgment, place an undue burden on our liquidity, adversely affect our operations or risk having an adverse impact on the Company as a whole, or should we otherwise determine that investing our liquid assets in self-originated loans or other illiquid investments rather than repurchasing our Shares is in the best interests of the Company and its Shareholders as a whole, then we may choose to offer to repurchase fewer shares than described above, or none at all.
Payment for repurchased Shares may require us to liquidate portfolio holdings earlier than the Adviser would otherwise have caused these holdings to be liquidated, potentially resulting in losses, and may increase our investment-related expenses as a result of higher portfolio turnover rates.
For the three and six months ended June 30, 2026, no repurchase of our Shares was made by or on behalf of the Company.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Mine Safety Disclosures
Not applicable.
Item 5. Other Information.
For the three and six months ended June 30, 2026, no trustee or officer adopted or terminated a "Rule 10b5-1 trading arrangement" or "non-Rule 10b5-1 trading arrangement," as each term is defined in Item 408 of Regulation S-K.
Item 6. Exhibits
Exhibit Index
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Exhibit No. |
Description |
3.1 |
Restated Certificate of Trust, as filed with the Secretary of State of the State of Delaware on June 4, 2025 (incorporated by reference to Exhibit 3.1 to the Company’s Registration Statement on Form 10 (File No. 000-56756) filed with the SEC on June 6, 2025) |
3.2 |
Amended and Restated Declaration of Trust (incorporated by reference to Exhibit 3.2 to the Company’s Registration Statement on Form 10/A (File No. 000-56756) filed with the SEC on July 23, 2025) |
3.3 |
Amended and Restated Bylaws (incorporated by reference to Exhibit 3.3 to the Company’s Registration Statement on Form 10/A (File No. 000-56756) filed with the SEC on July 23, 2025) |
10.1 |
Amended and Restated Dealer Manager Agreement (incorporated by reference to Exhibit 10.1 of the Company's Quarterly Report on Form 10-Q filed with the SEC on May 14, 2026) |
10.2 |
Multiple Class Plan, dated as of May 11, 2026.(incorporated by reference to Exhibit 10.2 of the Company's Quarterly Report on Form 10-Q filed with the SEC on May 14, 2026) |
10.3 |
Distribution and Shareholder Servicing Plan, dated as of May 11, 2026. (incorporated by reference to Exhibit 10.3 of the Company's Quarterly Report on Form 10-Q filed with the SEC on May 14, 2026) |
10.4+ |
Amendment No. 2 to Credit Agreement, dated as of May 13, 2026, by and among FPLF NS Holdings Finance LLC, as borrower, FPLF NS Holdings Finance DAC, as subsidiary guarantor, FPLF NS Holdings Finance CM LLC, as servicer, the lenders from time to time party thereto, The Bank of Nova Scotia, as administrative agent, U.S. Bank Trust Company, National Association, as collateral agent, and U.S. Bank National Association, as custodian (incorporated by reference to Exhibit 10.5 of the Company's Quarterly Report on Form 10-Q filed with the SEC on May 14, 2026) |
10.5+ |
Amendment No. 3 to Credit Agreement, dated as of June 17, 2026, by and among FPLF NS Holdings Finance LLC, as borrower, FPLF NS Holdings Finance DAC, as subsidiary guarantor, FPLF NS Holdings Finance CM LLC, as servicer, the lenders from time to time party thereto, The Bank of Nova Scotia, as administrative agent, U.S. Bank Trust Company, National Association, as collateral agent, and U.S. Bank National Association, as custodian (incorporated by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K filed with the SEC on June 23, 2026) |
31.1* |
Certification of the Co-Chief Executive Officer pursuant to Exchange Act Rules Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, filed herewith* |
31.2* |
Certification of the Co-Chief Executive Officer pursuant to Exchange Act Rules Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, filed herewith* |
31.3* |
Certification of the Chief Financial Officer pursuant to Exchange Act Rules Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, filed herewith* |
32.1** |
Certification of the Co-Chief Executive Officer pursuant to 18 U.S.C. Section 1350, filed herewith** |
32.2** |
Certification of the Co-Chief Executive Officer pursuant to 18 U.S.C. Section 1350, filed herewith** |
32.3** |
Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, filed herewith** |
101.INS* |
Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File as its XBRL tags are embedded within the inline XBRL document* |
101.SCH* |
Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents* |
104* |
Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)* |
* Filed herewith.
** The certifications furnished in Exhibits 32.1, 32.2 and 32.3 hereto are deemed to accompany this Quarterly Report on Form 10-Q and will not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, except to the extent that the registrant specifically incorporates it by reference.
+ The schedules, appendices and/or exhibits to this agreement have been omitted pursuant to Item 601(a) (5) of Regulation S-K. A copy of any omitted schedule, appendix and/or exhibit will be furnished to the SEC upon request.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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FORTRESS PRIVATE LENDING FUND |
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Dated: August 11, 2026 |
By: |
/s/ Avraham Dreyfuss |
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Name: |
Avraham Dreyfuss |
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Title: |
Chief Financial Officer |