SIGNIFICANT ACCOUNTING POLICIES |
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Sep. 30, 2026 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Accounting Policies [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| SIGNIFICANT ACCOUNTING POLICIES | SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared on the accrual basis of accounting in conformity with U.S. generally accepted accounting principles (“GAAP”), and include the accounts of the Fund and its consolidated subsidiaries. The Fund is an investment company following accounting and reporting guidance in Accounting Standards Codification (“ASC”) 946, Financial Services—Investment Companies. The unaudited consolidated financial statements reflect all adjustments and reclassifications that, in the opinion of management, are necessary for the fair presentation of the results of operations and financial condition as of and for the periods presented. Basis of Consolidation The Fund will generally not consolidate its investment in a company other than a substantially wholly-owned or wholly-owned investment company subsidiary or a controlled operating company whose business consists of providing services to the Fund. Accordingly, the Fund consolidates the results of its subsidiaries that meet this criteria. All intercompany balances and transactions have been eliminated in consolidation. Cash, Cash Equivalents and Restricted Cash Cash and cash equivalents include funds from time to time deposited with financial institutions, short-term, liquid investments in money market funds and/or Treasury Bills with maturity dates of 90 days or less. Cash and cash equivalents are carried at cost, which approximates fair value. The following table provides a reconciliation of cash and cash equivalents reported within the statement of assets and liabilities:
Restricted cash primarily relates to cash held as a requirement for the Denali Credit Agreement and Tango Credit Agreement (see “Note 5. Debt” to the unaudited consolidated financial statements for more information). The Fund deposits its cash and cash equivalents with financial institutions and, at times, cash held in depository or money market funds may exceed the Federal Deposit Insurance Corporation insured limit. The following table provides a reconciliation of cash and cash equivalents and restricted cash reported within the statement of assets and liabilities that sum to the total of the same such amounts shown in the statement of cash flows:
Offering Expenses Offering costs include costs associated with the Private Offering. Offering costs may be reimbursed by the Adviser, subject to potential repayment. For continuous offerings, offering costs are then amortized over the twelve months following the expense being incurred on a straight-line basis. Refer to “Note 3. Agreements and Organizational Documents” and “Note 7. Commitments and Contingencies” to the unaudited consolidated financial statements for more information. Investments Investment transactions are recorded on the trade date. Realized gains or losses are measured by the difference between the net proceeds from the repayment or sale and the amortized cost basis of the investment using the specific identification method without regard to unrealized gains or losses previously recognized. Unrealized gains or losses primarily reflect the change in investment values, including the reversal of previously recorded unrealized gains or losses when gains or losses are realized. Pursuant to Rule 2a-5 under the 1940 Act, the Board designated the Adviser as the Fund’s valuation designee (the “Valuation Designee”) to perform fair value determinations for investments held by the Fund without readily available market quotations, subject to the oversight of the Board. All investments are recorded at fair value. Investments for which market quotations are readily available are typically valued at such market quotations. In order to validate market quotations, the Valuation Designee looks at a number of factors to determine if the quotations are representative of fair value, including the source and nature of the quotations. Debt and equity securities that are not publicly traded or whose market prices are not readily available are valued at fair value as determined in good faith by the Valuation Designee, subject to the oversight of the Board, based on, among other things, the input of the Fund’s independent third-party valuation providers (“IVPs”) that have been engaged to support the valuation of such portfolio investments. However, the Valuation Designee may use these independent valuation firms to review the value of the Fund’s investments more frequently, including in connection with the occurrence of significant events or changes in value affecting a particular investment. Investments in the Fund’s portfolio that do not have readily available market quotations (i.e., substantially all of the Fund’s investments) are valued at fair value as determined in good faith by our Valuation Designee, as described herein. As part of the valuation process for investments that do not have readily available market prices, the Valuation Designee may take into account the following types of factors, if relevant, in determining the fair value of the Fund’s investments: the enterprise value of a portfolio company (the entire value of the portfolio company to a market participant, including the sum of the values of debt and equity securities used to capitalize the enterprise at a point in time), the nature and realizable value of any collateral, the portfolio company’s ability to make payments and its earnings and discounted cash flow, the markets in which the portfolio company does business, a comparison of the portfolio company’s securities to any similar publicly traded securities, changes in the interest rate environment and the credit markets, which may affect the price at which similar investments would trade in their principal markets and other relevant factors. When an external event such as a purchase transaction, public offering or subsequent sale occurs, the Valuation Designee considers the pricing indicated by the external event to corroborate its valuation. Due to the inherent uncertainty of determining the fair value of investments that do not have readily available market quotations, the fair value of the Fund’s investments may fluctuate from period to period. Additionally, the fair value of the Fund’s 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 the Fund may ultimately realize. Further, such investments are generally subject to legal and other restrictions on resale or otherwise are less liquid than publicly traded securities. If the Fund was required to liquidate a portfolio investment in a forced or liquidation sale, the Fund could realize significantly less than the value at which the Fund has recorded it. 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. The Valuation Designee, subject to the oversight of the Board, undertakes a multi-step valuation process each quarter, as described below: •The Fund’s quarterly valuation process begins with a preliminary valuation being prepared by the investment professionals responsible for the portfolio investment in conjunction with the Fund’s portfolio management team and valuation team. •Preliminary valuations are reviewed and discussed by the valuation committee of the Valuation Designee. •The Valuation Designee will provide all relevant information related to the portfolio investments for the IVP to independently provide positive assurance on the valuation approach and inputs (monthly), provide positive assurance on the valuation of all positions (quarterly), and estimate a range of fair values (at least semiannually) for each investment: ◦Monthly, the IVP reviews and analyzes the data provided by the Valuation Designee, including the reasonableness of the valuation approach, as well as the mathematical accuracy and the appropriateness and supportability of inputs and assumptions, and provides positive assurance on the valuation approach and inputs; ◦Quarterly, the IVP reviews and analyzes the information provided by the Valuation Designee, along with relevant market and economic data, and provides positive assurance on the valuation of all positions; ◦At least semiannually, the IVP independently determines a range of fair values for each of the portfolio investments; and ◦the IVP provides a report for all investments reviewed to the Valuation Designee containing the IVP’s conclusions from the positive assurance procedures or the independent range of value analysis, whichever is applicable for the period. •The valuation committee of the Valuation Designee determines the fair value of each investment in the Fund’s portfolio without a readily available market quotation in good faith based on, among other things, the input of the IVPs, where applicable. When the Valuation Designee determines the fair value of each investment as of the last day of a month that is not also the last day of a calendar quarter, the Valuation Designee intends to update the value of securities with reliable market quotations to the most recent market quotation. For securities without reliable market quotations, the Valuation Designee will generally update the value of such assets using the same set of information that was used in performing the most recent quarterly valuation. Should the Valuation Designee determine that a significant observable change has occurred since the most recent quarter end with respect to the investment (which determination may be as a result of a material event at a portfolio company, material change in public equity valuations, secondary market transaction in the securities of an investment, comparable transactions, or otherwise), the Valuation Designee will determine whether to determine the fair value for each relevant investment using data that has been updated for the impact of the significant observable change. See “Note 8. Fair Value of Financial Instruments” to the unaudited consolidated financial statements for more information on the Fund’s valuation process. Interest Income Recognition Interest income is recorded on an accrual basis and includes the accretion of discounts, amortization of premiums and payment-in-kind (“PIK”) interest on loans. Discounts from and premiums to par value on loans purchased are accreted/amortized into interest income over the life of the respective security using the effective yield method. To the extent loans contain PIK provisions, PIK interest, computed at the contractual rate specified in each applicable agreement, is accrued and recorded as interest income and added to the principal balance of the loan. PIK interest income added to the principal balance is generally collected upon repayment of the outstanding principal. The amortized cost of investments represents the original cost adjusted for any accretion of discounts, amortization of premiums and PIK interest. Loans are generally placed on non-accrual status when principal or interest payments are past due 30 days or more or when there is reasonable doubt that principal or interest will be collected in full. Accrued and unpaid interest is generally reversed when a loan is placed on non-accrual status. Interest payments received on non-accrual loans may be recognized as income or applied to principal depending upon the Fund’s judgment regarding collectability. Non-accrual loans are restored to accrual status when past due principal and interest are paid or there is no longer any reasonable doubt that such principal or interest will be collected in full and, in the Fund’s judgment, are likely to remain current. The Fund may make exceptions to this policy if the loan has sufficient collateral value (i.e., typically measured as enterprise value of the portfolio company) or is in the process of collection. Interest income from funds deposited with financial institutions is recorded as income when received. Distribution Income Recognition Distribution income on common and other equity is recorded on the date it is declared by private portfolio companies or on the ex-dividend date for publicly traded portfolio companies. Because the Fund holds mostly private portfolio companies, distributions on investments are typically declared and paid to the Fund in the quarter subsequent to when the associated income is generated by the respective portfolio company. Distributions of return of capital by portfolio investments are recorded as a reduction in the cost of the portfolio investment. For the three and nine months ended September 30, 2026, the Fund received $179.8 million and $309.7 million, respectively, of distributions from common and other equity investments, of which $91.8 million and $132.1 million, respectively, were classified as a return of capital. For the three and nine months ended September 30, 2025, the Fund received $19.1 million and $36.4 million, respectively, of distributions from common and other equity investments, of which $3.0 million and $9.5 million, respectively, were classified as a return of capital. Distribution income on preferred equity is recorded on an accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected. To the extent a preferred equity investment contains PIK provisions, PIK dividends, computed at the contractual rate specified in each applicable agreement, are accrued and recorded as distribution income and added to the principal balance of the preferred equity. PIK distributions added to the principal balance are generally collected upon redemption of the equity. For the three and nine months ended September 30, 2026, the Fund accrued $33.0 million and $47.6 million, respectively, of PIK distributions. For the three and nine months ended September 30, 2025, the Fund accrued no PIK distributions. Other Income Other income is recorded on an accrual basis to the extent that such amounts are earned and are expected to be collected. Other income relates to a variety of ancillary fees associated with investment transactions including commitment, termination, structuring and other miscellaneous fees. Derivative Instruments The Fund follows the guidance in ASC Topic 815—Derivatives and Hedging (“ASC 815”), when accounting for derivative instruments. The Fund values its derivatives at fair value with the unrealized gains or losses recorded in “derivatives” under the “net realized and unrealized gains on investments and derivatives” section in the Fund’s consolidated statements of operations. The Fund does not utilize hedge accounting under ASC 815 for any of its derivatives. Deferred Financing Costs Deferred financing costs are amortized over the life of the related loan using the effective interest method. Income Taxes The Fund has elected to be treated as an association taxable as a corporation for U.S. federal, state and local income tax purposes. Accordingly, the Fund will be subject to U.S. federal income tax on its net income at the rates applicable to corporations without deduction for any distributions to the investors. Distributions The Fund intends to make monthly distributions to its shareholders. Distributions to shareholders are recorded on the record date. All distributions will be paid at the sole discretion of the Board and will depend on the Fund’s earnings, financial condition, tax considerations, compliance with applicable BDC regulations and such other factors as the Board may deem relevant from time to time. Concentration Risk The Fund invests a high percentage of its assets in specific sectors of the market in order to achieve a potentially greater investment return. As a result, the Fund’s investments may be more susceptible to economic, political, and regulatory developments in a particular sector of the market, positive or negative, and which may result in increased volatility of the Fund’s investment balances as a result. As of September 30, 2026 and December 31, 2025, the majority of the Fund’s portfolio was concentrated in six and four investments, respectively. Segment Reporting In accordance with ASC Topic 280—Segment Reporting (“ASC 280”), the Fund has determined that it has a single operating and reporting segment. As a result, the Fund’s segment accounting policies are the same as described herein and the Fund does not have any intra-segment sales and transfers of assets. Use of Estimates in the Preparation of the Financial Statements The preparation of the financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of actual and contingent assets and liabilities at the date of the financial statements and the reported amounts of income or loss and expenses during the reporting period. Changes in the economic environment, financial markets and any other parameters used in determining such estimates could cause actual results to differ. Reclassification of Prior Periods Certain prior period amounts have been reclassified to conform to the current period presentation. These reclassifications had no impact on previously reported net investment income, net assets, or changes in net assets. Reclassifications were made within the presentation of expenses to separately disclose legal expenses. Related Party Transactions As of September 30, 2026 and December 31, 2025, the Fund had received aggregate capital contributions totaling approximately $52.6 million and $47.3 million, respectively, from affiliates of the Adviser. Recent Accounting Pronouncements The Fund considers the applicability and impact of all accounting standard updates (“ASUs”) issued by the Financial Accounting Standards Board (“FASB”). Recently issued ASUs not listed were assessed by the Fund and either determined to be not applicable or expected to have minimal impact on its unaudited consolidated financial statements. In November 2024, the FASB issued ASU No. 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 Fund is currently assessing the impact of this guidance. In September 2026, the FASB issued ASU 2026-03, Fair Value Measurement (Topic 820): Investment Companies with Equity Securities Subject to Contractual Sale Restrictions (“ASU 2026-03”), which requires investment companies to consider the effect of contractual sale restrictions when measuring the fair value of equity securities subject to such restrictions. ASU 2026-03 is effective for fiscal years beginning after December 15, 2027, including interim periods within those fiscal years, with early adoption permitted. The Fund is currently assessing the impact of this guidance.
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