v3.26.1
Investments
6 Months Ended
Jun. 30, 2026
INVESTMENTS [Abstract]  
Investments

NOTE 3 — INVESTMENTS

The Company’s investments in portfolio companies are primarily in the form of debt investments, but may include equity warrants received in connection with debt investments, equity investments and derivative investments.

In the tables presented below for the Company’s debt investments, the amortized cost represents the original cost adjusted for any accretion of discounts, amortization of premiums and PIK interest or dividends.

The following tables summarize the composition of the Company’s portfolio investments by investment type as of June 30, 2026 and December 31, 2025.

 

 

 

As of June 30, 2026

 

Investment Type

 

Principal
Balance

 

 

Percentage
at Principal
Balance

 

 

Amortized
Cost

 

 

Percentage at
Amortized
Cost

 

 

Fair
Value

 

 

Percentage
at Fair
Value

 

First Lien Senior Secured Loans

 

$

305,686,111

 

 

 

90.4

%

 

$

301,111,960

 

 

 

89.4

%

 

$

299,326,128

 

 

 

89.5

%

Senior Secured Notes

 

 

31,009,496

 

 

 

9.2

%

 

 

30,873,754

 

 

 

9.2

%

 

 

30,904,496

 

 

 

9.2

%

Warrants

 

 

-

 

 

 

0.0

%

 

 

2,916,757

 

 

 

0.9

%

 

 

2,745,000

 

 

 

0.8

%

Second Lien Senior Secured Loans

 

 

1,344,919

 

 

 

0.4

%

 

 

1,344,918

 

 

 

0.4

%

 

 

1,358,368

 

 

 

0.4

%

Preferred Stock

 

 

-

 

 

 

0.0

%

 

 

500,000

 

 

 

0.1

%

 

 

500,000

 

 

 

0.1

%

Total

 

$

338,040,526

 

 

 

100.0

%

 

$

336,747,389

 

 

 

100.0

%

 

$

334,833,992

 

 

 

100.0

%

 

 

 

As of December 31, 2025

 

Investment Type

 

Principal
Balance

 

 

Percentage
at Principal
Balance

 

 

Amortized
Cost

 

 

Percentage
at Amortized
Cost

 

 

Fair
Value

 

 

Percentage at
Fair Value

 

First Lien Senior Secured Loans

 

$

295,145,971

 

 

 

88.3

%

 

$

291,918,975

 

 

 

87.9

%

 

$

292,719,497

 

 

 

87.8

%

Senior Secured Notes

 

 

37,642,786

 

 

 

11.3

%

 

 

37,030,961

 

 

 

11.1

%

 

 

37,473,499

 

 

 

11.2

%

Second Lien Senior Secured Loans

 

 

1,425,799

 

 

 

0.4

%

 

 

1,425,798

 

 

 

0.4

%

 

 

1,447,186

 

 

 

0.4

%

Warrants

 

 

-

 

 

 

0.0

%

 

 

1,333,436

 

 

 

0.4

%

 

 

1,171,605

 

 

 

0.4

%

Preferred Stock

 

 

-

 

 

 

0.0

%

 

 

500,000

 

 

 

0.2

%

 

 

500,000

 

 

 

0.2

%

Total

 

$

334,214,556

 

 

 

100.0

%

 

$

332,209,170

 

 

 

100.0

%

 

$

333,311,787

 

 

 

100.0

%

 

The following tables summarize the composition of the Company’s debt portfolio based on rate characteristics as of June 30, 2026 and December 31, 2025.

 

 

 

As of June 30, 2026

Rate Type

 

Principal
Balance

 

 

Amortized
Cost

 

 

Fair
Value

 

 

Time to
Maturity

Fixed-rate debt

 

$

64,136,566

 

 

$

63,349,309

 

 

$

63,774,697

 

 

2.3 years

Floating-rate debt (SOFR)

 

 

133,820,943

 

 

 

131,094,921

 

 

 

130,364,147

 

 

2.7 years

Floating-rate debt (PRIME)

 

 

140,083,017

 

 

 

138,886,402

 

 

 

137,450,148

 

 

2.3 years

Total Debt Instruments

 

$

338,040,526

 

 

$

333,330,632

 

 

$

331,588,992

 

 

2.4 years

 

 

 

As of December 31, 2025

Rate Type

 

Principal
Balance

 

 

Amortized
Cost

 

 

Fair
Value

 

 

Time to
Maturity

Fixed-rate debt

 

$

94,255,821

 

 

$

92,862,392

 

 

$

93,187,170

 

 

2.7 years

Floating-rate debt (SOFR)

 

 

57,002,436

 

 

 

56,470,076

 

 

 

56,660,443

 

 

2.5 years

Floating-rate debt (PRIME)

 

 

182,956,299

 

 

 

181,043,266

 

 

 

181,792,569

 

 

2.0 years

Total Debt Instruments

 

$

334,214,556

 

 

$

330,375,734

 

 

$

331,640,182

 

 

2.3 years

 

The Company’s portfolio investments are primarily in companies conducting business in or supporting the cannabis industry. The Company uses the North American Industry Classification System ("NAICS") for classifying the industry groupings of its portfolio companies, excluding any portfolio company operating in the cannabis industry. The following tables summarize the composition of the Company’s portfolio investments by industry as of June 30, 2026 and December 31, 2025.

 

 

 

As of June 30, 2026

 

Industry

 

Amortized
Cost

 

 

Percentage at
Amortized
Cost

 

 

Fair
Value

 

 

Percentage at
Fair Value

 

Cannabis

 

$

248,423,841

 

 

 

73.8

%

 

$

246,461,746

 

 

 

73.6

%

Finance and Insurance

 

 

27,485,554

 

 

 

8.2

%

 

 

27,509,496

 

 

 

8.2

%

Information

 

 

15,202,728

 

 

 

4.5

%

 

 

15,215,348

 

 

 

4.5

%

Manufacturing

 

 

14,777,170

 

 

 

4.4

%

 

 

14,694,123

 

 

 

4.4

%

Public Administration

 

 

11,118,144

 

 

 

3.3

%

 

 

11,193,188

 

 

 

3.3

%

Retail Trade

 

 

8,940,645

 

 

 

2.6

%

 

 

8,793,122

 

 

 

2.6

%

Educational Services

 

 

5,006,092

 

 

 

1.5

%

 

 

4,912,000

 

 

 

1.5

%

Real Estate and Rental and Leasing

 

 

2,918,213

 

 

 

0.9

%

 

 

3,179,967

 

 

 

1.0

%

Administrative and Support and Waste Management and Remediation Services

 

 

2,875,002

 

 

 

0.8

%

 

 

2,875,002

 

 

 

0.9

%

Total

 

$

336,747,389

 

 

 

100.0

%

 

$

334,833,992

 

 

 

100.0

%

 

 

 

As of December 31, 2025

 

Industry

 

Amortized
Cost

 

 

Percentage at
Amortized
Cost

 

 

Fair
Value

 

 

Percentage at
Fair Value

 

Cannabis

 

$

248,441,479

 

 

 

74.8

%

 

$

249,130,462

 

 

 

74.7

%

Finance and Insurance

 

 

25,609,187

 

 

 

7.7

%

 

 

25,660,999

 

 

 

7.7

%

Information

 

 

19,595,501

 

 

 

5.9

%

 

 

20,011,566

 

 

 

6.0

%

Public Administration

 

 

11,407,386

 

 

 

3.4

%

 

 

11,504,108

 

 

 

3.5

%

Retail Trade

 

 

8,896,598

 

 

 

2.7

%

 

 

8,914,151

 

 

 

2.7

%

Manufacturing

 

 

7,441,941

 

 

 

2.2

%

 

 

7,441,941

 

 

 

2.2

%

Educational Services

 

 

5,001,681

 

 

 

1.5

%

 

 

5,001,681

 

 

 

1.5

%

Administrative and Support and Waste Management and Remediation Services

 

 

3,000,000

 

 

 

0.9

%

 

 

3,000,000

 

 

 

0.9

%

Real Estate and Rental and Leasing

 

 

2,815,397

 

 

 

0.9

%

 

 

2,646,879

 

 

 

0.8

%

Total

 

$

332,209,170

 

 

 

100.0

%

 

$

333,311,787

 

 

 

100.0

%

 

The geographic composition is determined by the location of the principal place of business of each portfolio company. Geographic regions are defined as: West, for the states of WA, OR, ID, MT, WY, CO, AK, HI, UT, NV and CA; Midwest, for the states of ND, SD, NE, KS, MO, IA, MN, WI, MI, IL, IN and OH; Northeast, for the states of PA, NJ, NY, CT, RI, MA, VT, NH and ME; Southeast, for the states of AR, LA, MS, TN, KY, AL, FL, GA, SC, NC, VA, DE, WV and MD; and Southwest, for the states of AZ, NM, TX and OK.

The following tables summarize the composition of the Company’s portfolio investments by geographic region as of June 30, 2026 and December 31, 2025.

 

 

 

As of June 30, 2026

 

Geographic Region

 

Amortized
Cost

 

 

Percentage at
Amortized
Cost

 

 

Fair
Value

 

 

Percentage at
Fair Value

 

United States:

 

 

 

 

 

 

 

 

 

 

 

 

Midwest

 

$

138,864,624

 

 

 

41.2

%

 

$

138,379,323

 

 

 

41.3

%

West

 

 

78,716,696

 

 

 

23.4

%

 

 

77,687,008

 

 

 

23.2

%

Northeast

 

 

42,631,772

 

 

 

12.7

%

 

 

42,116,754

 

 

 

12.6

%

Southeast

 

 

28,419,631

 

 

 

8.4

%

 

 

29,033,529

 

 

 

8.7

%

Southwest

 

 

26,990,594

 

 

 

8.0

%

 

 

26,912,000

 

 

 

8.0

%

International:

 

 

 

 

 

 

 

 

 

 

 

 

Canada

 

 

21,124,072

 

 

 

6.3

%

 

 

20,705,378

 

 

 

6.2

%

Total

 

$

336,747,389

 

 

 

100.0

%

 

$

334,833,992

 

 

 

100.0

%

 

 

 

 

As of December 31, 2025

 

Geographic Region

 

Amortized
Cost

 

 

Percentage at
Amortized Cost

 

 

Fair
Value

 

 

Percentage at
Fair Value

 

United States:

 

 

 

 

 

 

 

 

 

 

 

 

Midwest

 

$

138,071,134

 

 

 

41.6

%

 

$

138,912,130

 

 

 

41.7

%

Northeast

 

 

66,803,146

 

 

 

20.1

%

 

 

67,247,357

 

 

 

20.2

%

West

 

 

65,511,094

 

 

 

19.7

%

 

 

65,410,158

 

 

 

19.6

%

Southeast

 

 

28,827,032

 

 

 

8.7

%

 

 

28,750,558

 

 

 

8.6

%

Southwest

 

 

26,982,778

 

 

 

8.1

%

 

 

27,001,681

 

 

 

8.1

%

International:

 

 

 

 

 

 

 

 

 

 

 

 

Canada

 

 

6,013,986

 

 

 

1.8

%

 

 

5,989,903

 

 

 

1.8

%

Total

 

$

332,209,170

 

 

 

100.0

%

 

$

333,311,787

 

 

 

100.0

%

 

Certain Risk Factors

In the ordinary course of business, the Company manages a variety of risks including market risk, concentration risk, credit risk, liquidity risk, interest rate risk, prepayment risk, risks associated with financial, economic and other global market developments and disruptions, including those arising from war, terrorism, market manipulation, government interventions, government defaults and shutdowns, political changes or diplomatic developments, public health emergencies (such as the spread of infectious diseases, pandemics and epidemics) and natural/environmental disasters, which can all negatively impact the securities markets generally. These events can also impair the technology and other operational systems upon which the Company’s service providers rely and could otherwise disrupt the Company’s service providers’ ability to fulfill their obligations to the Company. The Company identifies, measures and monitors risk through various control mechanisms, including trading limits and diversifying exposures and activities across a variety of instruments, markets and counterparties.

Market risk is the risk of potential adverse changes to the value of financial instruments because of changes in market conditions, including as a result of changes in the credit quality of a particular issuer, credit spreads, interest rates, and other movements and volatility in security prices or commodities. In particular, the Company may invest in issuers that are experiencing or have experienced financial or business difficulties (including difficulties resulting from the initiation or prospect of significant litigation or bankruptcy proceedings), which involves significant risks. The Company manages its exposure to market risk through the use of risk management strategies and various analytical monitoring techniques.

Concentration risk includes the risk that the Company’s focus on investments in cannabis companies may subject the Company to greater price volatility and risk of loss as a result of adverse economic, business or other developments affecting cannabis companies than funds investing in a broader range of industries or sectors. At times, the performance of investments in cannabis companies will lag the performance of other industries or sectors or the broader market as a whole. Investing in portfolio companies involved in the cannabis industry subjects us to the following risks:

The cannabis industry is extremely speculative and raises a host of legality issues, making it subject to inherent risk;
The manufacture, distribution, sale, or possession of cannabis that is not in compliance with the U.S. Controlled Substances Act is illegal under U.S. federal law. Strict enforcement of U.S. federal laws regarding cannabis would likely result in our portfolio companies’ inability to execute a business plan in the cannabis industry, and could result in the loss of all or part of any of our loans;
The current Presidential Administration’s or specifically the U.S. Department of Justice’s change in policies or enforcement with respect to U.S. federal cannabis laws could negatively impact our portfolio companies’ ability to pursue their prospective business operations and/or generate revenues;
U.S. federal courts may refuse to recognize the enforceability of contracts pertaining to any business operations that are deemed illegal under U.S. federal law, including cannabis companies operating legally under state law;
Consumer complaints and negative publicity regarding cannabis-related products and services could lead to political pressure on states to implement new laws and regulations that are adverse to the cannabis industry, to not modify existing, restrictive laws and regulations, or to reverse current favorable laws and regulations relating to cannabis;
Assets collateralizing loans to cannabis businesses may be forfeited to the U.S. federal government in connection with government enforcement actions under U.S. federal law;
U.S. Food and Drug Administration regulation of cannabis and the possible registration of facilities where cannabis is grown could negatively affect the cannabis industry, which could directly affect our financial condition and the financial condition of our portfolio companies;
Due to our proposed strategy of investing in portfolio companies engaged in the regulated cannabis industry, our portfolio companies may have a difficult time obtaining the various insurance policies that are needed to operate such businesses, which may expose us and our portfolio companies to additional risks and financial liabilities;
The cannabis industry may face significant opposition from other industries that perceive cannabis products and services as competitive with their own, including but not limited to the pharmaceutical industry, adult beverage industry and tobacco industry, all of which have powerful lobbying and financial resources;
Many national and regional banks have been resistant to doing business with cannabis companies because of the uncertainties presented by federal law and, as a result, we or our portfolio companies may have difficulty borrowing from or otherwise accessing the service of banks, which may inhibit our ability to open bank accounts or otherwise utilize traditional banking services;
Due to our proposed strategy of investing in portfolio companies engaged in the regulated cannabis industry, we or our portfolio companies may have a difficult time obtaining financing in connection with our investment strategy; and
Laws and regulations affecting the regulated cannabis industry are varied, broad in scope and subject to evolving interpretations, and may restrict the use of the properties our portfolio companies acquire or require certain additional regulatory approvals, which could materially adversely affect our investments in such portfolio companies.

Federal Action on Medical Cannabis Rescheduling

On April 23, 2026, the U.S. Department of Justice (“DOJ”), acting through the Drug Enforcement Administration (“DEA”), issued an order to reclassify certain cannabis products under the CSA from Schedule I to Schedule III. The order applies to (i) cannabis-derived products approved by the U.S. Food and Drug Administration and (ii) cannabis produced and distributed in compliance with state-licensed medical cannabis programs, subject to applicable federal enforcement parameters. The order does not extend to cannabis produced or distributed outside such frameworks, including products intended for adult-use markets, which remain classified as Schedule I controlled substances under current federal law.

The April 2026 order represents a significant shift in federal policy and is expected to be followed by additional administrative proceedings. The DEA commenced additional hearings in June 2026 to consider related regulatory considerations for adult-use cannabis, and further rulemaking, interpretive guidance, or enforcement policy statements may be issued thereafter. Closing briefs and
in-person hearings, if any, are expected to occur in August 2026. As a result, the scope, implementation, and practical effects of the
rescheduling action remain subject to ongoing administrative review and uncertainty.

The rescheduling of qualifying medical cannabis activities may affect the financial and operating profile of the borrowers within our portfolio. In particular, to the extent such activities are no longer subject to the limitations of Section 280E of the Code, affected operators may experience improved after-tax cash flows and liquidity. However, many of our borrowers operate integrated businesses that include both medical and adult-use cannabis activities, and it is unclear how the rescheduling will be applied in practice to such operations. Accordingly, any potential benefit from changes to Section 280E may be partial, delayed, or subject to further regulatory clarification.

In addition, the differentiated federal treatment of medical and adult-use cannabis may introduce operational and compliance complexities for our borrowers. These may include the need to segment operations, maintain separate reporting and controls, and adapt to evolving federal and state regulatory expectations. The extent to which federal agencies will enforce distinctions between qualifying medical cannabis activities and non-qualifying activities remains uncertain and may vary over time.

The April 2026 action may also influence the availability of capital to the cannabis industry. To the extent rescheduling reduces perceived regulatory risk for certain market participants, it may facilitate increased participation by financial institutions and other capital providers, particularly with respect to operators focused on medical cannabis. Increased competition could result in compression of lending spreads, changes in transaction structures, and reduced origination opportunities for our platform. At the same time, continued federal prohibition of adult-use cannabis may limit the extent of such effects across the broader industry.

As of the date of this Quarterly Report, no final regulatory framework has been established with respect to cannabis rescheduling beyond the April 2026 order, and no formal action has been taken to reclassify or de-schedule adult-use cannabis. While federal authorities have

initiated additional administrative proceedings, including the June 2026 DEA hearing, the outcome, timing, and scope of any further actions remain uncertain.

Concentration and Other Credit Risk

As of June 30, 2026 and December 31, 2025, we had three portfolio companies that represented 35.1% and 31.8%, respectively, of the fair values of our portfolio. As of June 30, 2026 and December 31, 2025, our largest portfolio company represented 19.2% and 15.7%, respectively, of the total fair values of our investments in portfolio companies.

Any of the foregoing could have an adverse impact on our and our portfolio companies’ businesses, financial condition and results of operations.

Credit risk is the risk that a decline in the credit quality of an investment could cause the Company to lose money. The Company could lose money if the issuer or guarantor of a portfolio security fails to make timely payment or otherwise honor its obligations. Fixed income securities rated below investment grade (high-yield bonds) involve greater risks of default or downgrade and are generally more volatile than investment grade securities. Below investment grade securities involve greater risk of price declines than investment grade securities due to actual or perceived changes in an issuer’s creditworthiness. In addition, issuers of below investment grade securities may be more susceptible than other issuers to economic downturns. Such securities are subject to the risk that the issuer may not be able to pay interest or dividends and ultimately to repay principal upon maturity. Discontinuation of these payments could substantially adversely affect the market value of the security.

The Company’s investments may, at any time, include securities and other financial instruments or obligations that are illiquid or thinly traded, making purchase or sale of such securities and financial instruments at desired prices or in desired quantities difficult. Furthermore, the sale of any such investments may be possible only at substantial discounts, and it may be extremely difficult to value any such investments accurately.

Interest rate risk refers to the change in earnings that may result from changes in the level of interest rates. To the extent that the Company borrows money to make investments, including under its credit facility, net investment income (loss) will be affected by the difference between the rate at which the Company borrows funds and the rate at which the Company invests these funds. In periods of rising interest rates, the Company’s cost of borrowing funds would increase, which may reduce net investment income (loss). As a result, there can be no assurance that a significant change in market interest rates will not have a material adverse effect on net investment income (loss).

Prepayment risk is the risk that a loan in the Company’s portfolio will prepay due to the existence of favorable financing market conditions that allow the portfolio company the ability to replace existing financing with less expensive capital. As market conditions change, prepayment may be possible for each portfolio company. In some cases, the prepayment of a loan may reduce the Company’s achievable yield if the capital returned cannot be invested in transactions with equal or greater expected yields, which could have a material adverse effect on our business, financial condition and results of operations.