MFIC 10-Q Quarterly Report Sept. 30, 2024

MIDCAP FINANCIAL INVESTMENT CORP

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10-Q

Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2024

¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number: 814-00646

MIDCAP FINANCIAL INVESTMENT CORPORATION

(Exact name of Registrant as specified in its charter)


Maryland	52-2439556
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
9 West 57 th Street New York , New York	10019
(Address of principal executive offices)	(Zip Code)

( 212 ) 515-3450

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

     
        Title of each class
       
        Trading symbol(s)
       
        Name of each exchange on which registered

     
          Common Stock, $0.001 par value
         
          8.00% Notes due 2028
         
          MFIC
         
          MFICL
         
          NASDAQ Global Select Market
         
          NASDAQ Global Select Market

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 x No ¨

Indicate by check mark whether the Registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted 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 and post such files). Yes x No ¨

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a 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.


Large accelerated filer	x	Accelerated filer	¨	Non-accelerated filer	¨	Smaller reporting company	¨	Emerging growth company	¨

(Do not check if a smaller reporting company)

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. Yes ¨ No ¨

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No x

The number of shares of the registrant’s common stock, $0.001 par value per share, outstanding as of November 6, 2024 was 93,780,278 .

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

Table of Contents


		Page
	PART I. FINANCIAL INFORMATION

Item 1.	Consolidated Financial Statements	1

	Consolidated Statements of Assets and Liabilities September 30, 2024 and December 31, 2023	1

	Consolidated Statements of Operations Three and nine months ended September 30, 2024 and September 30, 2023	2

	Consolidated Statements of Changes in Net Assets Three and nine months ended September 30, 2024 and September 30, 2023	3

	Consolidated Statements of Cash Flows Nine months ended September 30, 2024 and September 30, 2023	4

	Consolidated Schedule of Investments September 30, 2024	5

	Consolidated Schedule of Investments December 31, 2023	50

	Notes to Consolidated Financial Statements	79

	Report of Independent Registered Public Accounting Firm	113

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	114

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	130

Item 4.	Controls and Procedures	132

	PART II. OTHER INFORMATION

Item 1.	Legal Proceedings	133

Item 1A.	Risk Factors	133

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	133

Item 3.	Defaults Upon Senior Securities	136

Item 4.	Mine Safety Disclosures	136

Item 5.	Other Information	136

Item 6.	Exhibits	137

	Signatures	138

Table of Contents

PART I. FINANCIAL INFORMATION

In this report, the terms the “Company,” “MFIC,” “we,” “us,” and “our” refer to MidCap Financial Investment Corporation unless the context specifically states otherwise.

Item 1. Consolidated Financial Statements

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED STATEMENTS OF ASSETS AND LIABILITIES

(In thousands, except share and per share data)


	September 30, 2024			December 31, 2023
	(Unaudited)
Assets
Investments at fair value:
Non-controlled/non-affiliated investments (cost — $ 2,709,673 and $ 2,012,273 , respectively)	$	2,623,053		$	1,936,327
Non-controlled/affiliated investments (cost — $ 146,690 and $ 130,648 , respectively)		85,581			77,528
Controlled investments (cost — $ 372,217 and $ 395,221 , respectively)		318,460			320,344
Cash and cash equivalents		84,480			93,575
Foreign currencies (cost — $ 356 and $ 28,563 , respectively)		326			28,553
Receivable for investments sold		54,721			2,796
Interest receivable		26,773			21,441
Dividends receivable		459			1,327
Deferred financing costs		16,080			19,435
Prepaid expenses and other assets		6,099			5
Total Assets	$	3,216,032		$	2,501,331

Liabilities
Debt	$	1,772,834		$	1,462,267
Payable for investments purchased		795			—
Management fees payable		4,428			4,397
Performance-based incentive fees payable		4,601			6,332
Interest payable		8,593			14,494
Accrued administrative services expense		1,854			1,657
Other liabilities and accrued expenses		6,704			6,874
Total Liabilities	$	1,799,809		$	1,496,021
Commitments and contingencies (Note 8)
Net Assets	$	1,416,223		$	1,005,310

Net Assets
Common stock, $ 0.001 par value ( 130,000,000 shares authorized; 93,780,278 and 65,253,275 shares issued and outstanding, respectively)	$	94		$	65
Capital in excess of par value		2,543,830			2,103,718
Accumulated under-distributed (over-distributed) earnings		( 1,127,701	)		( 1,098,473	)
Net Assets	$	1,416,223		$	1,005,310

Net Asset Value Per Share	$	15.10		$	15.41

See notes to the consolidated financial statements.

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MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
(In thousands, except per share data)


	Three Months Ended September 30,								Nine Months Ended September 30,
	2024				2023				2024			2023
Investment Income
Non-controlled/non-affiliated investments:
Interest income (excluding Payment-in-kind (“PIK”) interest income)	$		72,640		$		61,939		$	192,782		$	183,718
Dividend income			447				104			500			242
PIK interest income			2,938				447			7,371			1,115
Other income			992				275			3,593			3,243
Non-controlled/affiliated investments:
Interest income (excluding PIK interest income)			697				284			2,098			843
Dividend income			241				636			476			704
PIK interest income			36				32			105			92
Other income			—				—			—			—
Controlled investments:
Interest income (excluding PIK interest income)			4,097				4,458			12,649			13,494
Dividend income			—				—			—			—
PIK interest income			—				—			—			869
Other income			50				—			50			250
Total Investment Income	$		82,138		$		68,175		$	219,624		$	204,570
Expenses
Management fees	$		4,428		$		4,374		$	13,203		$	12,972
Performance-based incentive fees			4,601				5,917			16,212			18,233
Interest and other debt expenses			31,854				26,275			85,024			77,043
Administrative services expense			1,036				1,621			3,084			4,469
Other general and administrative expenses			2,246				2,494			6,478			6,986
Total expenses			44,165				40,681			124,001			119,703
Management and performance-based incentive fees waived		—				—				—			—
Performance-based incentive fee offset			—				—			—			( 274	)
Expense reimbursements			( 162	)			( 403	)		( 597	)		( 1,089	)
Net Expenses	$		44,003		$		40,278		$	123,404		$	118,340
Net Investment Income	$		38,135		$		27,897		$	96,220		$	86,230
Net Realized and Change in Unrealized Gains (Losses)
Net realized gains (losses):
Non-controlled/non-affiliated investments	$		527		$		( 212	)	$	( 6,914	)	$	( 1,250	)
Non-controlled/affiliated investments			—				—			—			—
Controlled investments			—				—			( 15,700	)		—
Foreign currency transactions			( 40	)			12			( 624	)		50
Net realized gains (losses)			487				( 200	)		( 23,238	)		( 1,200	)
Net change in unrealized gains (losses):
Non-controlled/non-affiliated investments			( 11,083	)			( 3,484	)		( 10,646	)		( 2,104	)
Non-controlled/affiliated investments			( 2,956	)			1,169			( 7,989	)		1,447
Controlled investments			3,566				2,330			21,121			1,536
Foreign currency translations			( 1,433	)			2,251			( 707	)		( 409	)
Net change in unrealized gains (losses)			( 11,906	)			2,266			1,779			470
Net Realized and Change in Unrealized Gains (Losses)	$		( 11,419	)	$		2,066		$	( 21,459	)	$	( 730	)
Net Increase (Decrease) in Net Assets Resulting from Operations	$		26,716		$		29,963		$	74,761		$	85,500
Earnings (Loss) Per Share — Basic	$		0.31		$		0.46			1.03			1.31

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED STATEMENTS OF CHANGES IN NET ASSETS (Unaudited)

(In thousands, except share data)


	Three Months Ended September 30,						Nine Months Ended September 30,
	2024			2023			2024			2023
Operations
Net investment income	$	38,135		$	27,897		$	96,220		$	86,230
Net realized gains (losses)		487			( 200	)		( 23,238	)		( 1,200	)
Net change in unrealized gains (losses)		( 11,906	)		2,266			1,779			470
Net Increase (Decrease) in Net Assets Resulting from Operations	$	26,716		$	29,963		$	74,761		$	85,500

Distributions to Stockholders
Distribution of net investment income	$	( 54,392	)	$	( 24,795	)	$	( 103,988	)	$	( 74,464	)
Net Decrease in Net Assets Resulting from Distributions to Stockholders	$	( 54,392	)	$	( 24,795	)	$	( 103,988	)	$	( 74,464	)

Capital Share Transactions
Net proceeds from the issuance of common stock (1)	$	440,140		$	—		$	440,140		$	—
Repurchase of common stock	$	—		$	—		$	—		$	( 2,297	)
Net Increase (Decrease) in Net Assets Resulting from Capital Share Transactions	$	440,140		$	—		$	440,140		$	( 2,297	)

Net Assets
Net increase (decrease) in net assets during the period	$	412,464		$	5,168		$	410,913		$	8,739
Net assets at beginning of period		1,003,759			991,677			1,005,310			988,106
Net Assets at End of Period	$	1,416,223		$	996,845		$	1,416,223		$	996,845

Capital Share Activity
Shares issued during the period		28,527,003			—			28,527,003			—
Shares repurchased during the period		—			—			—			( 198,084	)
Shares issued and outstanding at beginning of period		65,253,275			65,253,275			65,253,275			65,451,359
Shares Issued and Outstanding at End of Period		93,780,278			65,253,275			93,780,278			65,253,275

(1) Refer to Note 10 for more information related to the Company's acquisitions of AFT and AIF.

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

(In thousands)


	Nine Months Ended September 30,
	2024			2023
Operating Activities
Net increase (decrease) in net assets resulting from operations	$	74,761		$	85,500
Net realized (gains) losses		23,238			1,200
Net change in unrealized (gains) losses		( 1,779	)		( 470	)
Net amortization of premiums and accretion of discounts on investments		( 6,126	)		( 6,161	)
Accretion of discount on notes		1,339			453
Amortization of deferred financing costs		3,905			3,919
Increase in gains/(losses) from foreign currency transactions		( 624	)		49
PIK interest and dividends capitalized		( 9,108	)		( 2,057	)
Purchases of investments		( 714,495	)		( 283,002	)
Proceeds from sales and repayments of investments		561,462			322,699
Cash acquired in AFT and AIF Mergers		9,931			—
Changes in operating assets and liabilities:
Decrease (increase) in interest receivable		( 5,331	)		( 3,237	)
Decrease (increase) in dividends receivable		868			3,508
Decrease (increase) in prepaid expenses and other assets		10,004			1,627
Increase (decrease) in management and performance-based incentive fees payable		( 1,700	)		1,231
Increase (decrease) in interest payable		( 5,901	)		( 8,675	)
Increase (decrease) in accrued administrative services expense		197			1,853
Increase (decrease) in other liabilities and accrued expenses		( 4,946	)		( 479	)
Net Cash Used in/Provided by Operating Activities	$	( 64,305	)	$	117,958
Financing Activities
Issuances of debt	$	365,617		$	142,194
Payments of debt		( 234,371	)		( 192,244	)
Financing costs paid and deferred		( 255	)		( 10,867	)
Repurchase of common stock		—			( 2,297	)
Distributions paid		( 103,988	)		( 98,681	)
Net Cash Used in/Provided by Financing Activities	$	27,003		$	( 161,895	)

Cash, Cash Equivalents and Foreign Currencies
Net increase (decrease) in cash, cash equivalents and foreign currencies during the period	$	( 37,302	)	$	( 43,937	)
Effect of foreign exchange rate changes on cash and cash equivalents		( 20	)		( 4	)
Cash, cash equivalents and foreign currencies at beginning of period		122,128			87,091
Cash, Cash Equivalents and Foreign Currencies at the End of Period	$	84,806		$	43,150

Supplemental Disclosure of Cash Flow Information
Cash interest paid	$	85,736		$	81,244

Supplemental Disclosure of Non-Cash Activity
PIK income	$	7,476		$	2,076
Purchases of investments (1)		595,887			—
Debt assumed (1)		( 177,000	)		—
Issuance of common stock (1)		440,140			—

(1) Refer to Note 10 for more information related to the Company's acquisitions of AFT and AIF.

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate (38)	Maturity Date	Par/Shares (12)			Cost (39)			Fair Value (1)(40)
Advertising, Printing & Publishing
Accelerate360
Accelerate360 Holdings, LLC	First Lien Secured Debt - Term Loan	SOFR+ 600 , 1.00 % Floor	02/11/27	$		3,475	$	3,475		$	3,457		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 600 , 1.00 % Floor	02/11/27			1,382		1,382			1,374		(9)(21)(23)(31)
								4,857			4,831
Acosta
Acosta Holdings Corp.	Preferred Equity - Preferred Equity	N/A	N/A		9,522 Shares			473			491		(13)(24)
	Common Equity - Common Stock	N/A	N/A		6,266 Shares			77			80		(13)(24)
								550			571
FingerPaint Marketing
KL Charlie Acquisition Company	First Lien Secured Debt - Term Loan	SOFR+ 635 , 1.00 % Floor	12/30/26			17,999		17,843			17,729		(9)(30)
	First Lien Secured Debt - Term Loan	SOFR+ 685 , 1.00 % Floor	12/30/26			233		230			231		(9)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 635 , 1.00 % Floor	12/30/26			5,102		5,061			5,025		(9)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 685 , 1.00 % Floor	12/30/26			311		307			308		(9)(30)
	First Lien Secured Debt - Revolver	SOFR+ 675 , 1.00 % Floor	12/30/26			—		( 20	)		( 29	)	(8)(9)(21)(23)
KL Charlie Co-Invest, L.P.	Common Equity - Common Stock	N/A	N/A		218,978 Shares			220			307		(9)(13)
								23,641			23,571
Hero Digital
HRO (Hero Digital) Holdings, LLC	First Lien Secured Debt - Term Loan	SOFR+ 610 , 1.00 % Floor	11/18/28			19,036		18,803			18,042		(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 610 Cash plus 1.00 % PIK, 1.00 % Floor	11/18/28			1,939		1,900			1,540		(9)(21)(23)(31)
	First Lien Secured Debt - Revolver	SOFR+ 610 , 1.00 % Floor	11/18/26			2,519		2,495			2,384		(9)(20)(21)(23) (31)
HRO Holdings I LP	Common Equity - Common Stock	N/A	N/A		213 Shares			213			130		(9)(13)
								23,411			22,096
Houghton Mifflin
Houghton Mifflin Harcourt Company	First Lien Secured Debt - Term Loan	SOFR+ 525 , 0.50 % Floor	04/09/29			7,804		7,422			7,611		(10)(30)
		Total Advertising, Printing & Publishing					$	59,881		$	58,680
Automotive
Clarience Technologies
Truck-Lite Co., LLC	First Lien Secured Debt - Term Loan	SOFR+ 575 , 0.75 % Floor	02/13/31	$		2,454	$	2,417		$	2,416		(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 575 , 0.75 % Floor	02/13/31			—		( 4	)		( 4	)	(8)(9)(21)(23)
	First Lien Secured Debt - Revolver	SOFR+ 575 , 0.75 % Floor	02/13/30			3		( 1	)		( 1	)	(8)(9)(20)(21) (23)(31)
								2,412			2,411

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate (38)	Maturity Date	Par/Shares (12)			Cost (39)			Fair Value (1)(40)
Club Car Wash
Club Car Wash Operating, LLC	First Lien Secured Debt - Term Loan	SOFR+ 565 , 1.00 % Floor	06/16/27			12,463		12,352			12,343		(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 565 , 1.00 % Floor	06/16/27			14,322		14,136			14,184		(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 600 , 1.00 % Floor	06/16/27			1,750		1,656			1,654		(9)(21)(23)(31)
	First Lien Secured Debt - Revolver	SOFR+ 615 , 1.00 % Floor	06/16/27			—		( 16	)		( 16	)	(8)(9)(21)(23)
								28,128			28,165
Crash Champions
Champions Financing Inc	First Lien Secured Debt - Term Loan	SOFR+ 475 , 0.00 % Floor	02/23/29			4,489		4,483			4,334		(10)(31)
K&N Parent, Inc.
K&N Holdco, LLC	Common Equity - Common Stock	N/A	N/A		125,967 Shares			23,718			252		(13)
Truck-Lite Co., LLC
TL Lighting Holdings, LLC	Common Equity - Equity	N/A	N/A		350 Shares			350			828		(9)(13)
Ultra Clean Newco
Ultra Clean Holdco LLC	First Lien Secured Debt - Term Loan	SOFR+ 500 , 1.00 % Floor	06/28/30			2,494		2,452			2,450		(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 500 , 1.00 % Floor	07/01/30			2,214		2,102			2,117		(9)(21)(23)(31)
	First Lien Secured Debt - Revolver	SOFR+ 500 , 1.00 % Floor	07/01/30			—		( 24	)		( 25	)	(8)(9)(21)(23)
								4,530			4,542
		Total Automotive					$	63,621		$	40,532
Aviation and Consumer Transport
GAT-Airline Ground Support Inc
GAT-Airline Ground Support Inc	First Lien Secured Debt - Term Loan	SOFR+ 550 , 1.00 % Floor	05/09/29	$		15,200	$	14,984		$	15,048		(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 550 , 1.00 % Floor	05/09/29			635		615			611		(9)(21)(23)(31)
	First Lien Secured Debt - Revolver	SOFR+ 550 , 1.00 % Floor	05/09/29			—		( 33	)		( 24	)	(8)(9)(21)(23)
								15,566			15,635
Merx Aviation Finance, LLC
Merx Aviation Finance, LLC (5)	First Lien Secured Debt - Revolver	10.00 %	10/31/25			59,575		59,575			59,575		(20)(23)
	Common Equity - Membership Interests	N/A	N/A			—		146,500			123,273		(24)
								206,075			182,848
Primeflight
PrimeFlight Acquisition, LLC	First Lien Secured Debt - Term Loan	SOFR+ 550 , 1.00 % Floor	05/01/29			10,384		10,157			10,306		(9)(31)(32)
	First Lien Secured Debt - Term Loan	SOFR+ 525 , 1.00 % Floor	05/01/29			3,259		3,212			3,210		(9)(31)
								13,369			13,516
		Total Aviation and Consumer Transport					$	235,010		$	211,999

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate (38)	Maturity Date	Par/Shares (12)			Cost (39)			Fair Value (1)(40)
Beverage, Food & Tobacco
Berner Foods
Berner Food & Beverage, LLC	First Lien Secured Debt - Term Loan	SOFR+ 565 , 1.00 % Floor	07/30/27	$		30,185	$	29,818		$	29,581		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 565 , 1.00 % Floor	07/30/26			2,126		2,101			2,076		(9)(21)(23)(30) (31)
								31,919			31,657
Bolthouse Farms
Wm. Bolthouse Farms, Inc.	Common Equity - Equity Interests	N/A	N/A		1,086,122 Shares			1,147			1,423		(13)
Hive
FCP-Hive Holdings, LLC	Preferred Equity - Preferred Equity	N/A	N/A		589 Shares			448			261		(9)(13)
	Common Equity - Common Stock	N/A	N/A		589 Shares			3			—		(9)(13)
Hive Intermediate, LLC	First Lien Secured Debt - Term Loan	SOFR+ 610 , 1.00 % Floor	09/22/27			14,126		13,977			13,914		(9)(30)
	First Lien Secured Debt - Revolver	SOFR+ 610 , 1.00 % Floor	09/22/27			843		820			809		(9)(21)(23)(30)
								15,248			14,984
Nutpods
Green Grass Foods, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 625 , 1.00 % Floor	12/26/29			3,722		3,654			3,713		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 650 , 1.00 % Floor	12/26/29					( 22	)		( 3	)	(8)(9)(21)(23)
Nutpods Holdings, Inc.	Common Equity - Common Stock	N/A	N/A		125 Shares			125			149		(9)(13)(24)
								3,757			3,859
Orgain, Inc.
Butterfly Fighter Co-Invest, L.P.	Common Equity - Membership Interests	N/A	N/A		490,000 Shares			90			1,945		(13)
Patriot Pickle
Patriot Foods Buyer, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 600 , 1.00 % Floor	12/24/29			248		243			246		(9)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 600 , 1.00 % Floor	12/22/29			—		( 4	)		( 5	)	(8)(9)(21)(23)
	First Lien Secured Debt - Revolver	SOFR+ 600 , 1.00 % Floor	12/22/29			—		( 4	)		( 2	)	(8)(9)(21)(23)
								235			239
Rise Baking
Ultimate Baked Goods Midco LLC	First Lien Secured Debt - Term Loan	SOFR+ 635 , 1.00 % Floor	08/13/27			28,016		27,694			28,016		(9)(31)
	First Lien Secured Debt - Term Loan	SOFR+ 560 , 1.00 % Floor	08/13/27			8,816		8,776			8,653		(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 560 , 1.00 % Floor	08/13/27			5,619		5,561			5,515		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 635 , 1.00 % Floor	08/13/27			1,222		1,182			1,221		(9)(20)(21)(23) (31)
								43,213			43,405
Tasty Chick'n
Tasty Chick'n LLC	First Lien Secured Debt - Term Loan	SOFR+ 600 , 1.00 % Floor	05/16/29			11,797		11,629			11,679		(9)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 600 , 1.00 % Floor	05/16/29			549		540			488		(9)(23)(30)
	First Lien Secured Debt - Revolver	SOFR+ 600 , 1.00 % Floor	05/16/29			—		( 28	)		( 20	)	(8)(9)(23)
								12,141			12,147

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate (38)	Maturity Date	Par/Shares (12)			Cost (39)		Fair Value (1)(40)
Turkey Hill
IC Holdings LLC	Common Equity - Series A Units	N/A	N/A		169 Shares			169		—	(9)(13)
THLP CO. LLC	First Lien Secured Debt - Term Loan	SOFR+ 600 Cash plus 2.00 % PIK, 1.00 % Floor	05/31/25			26,186		26,112		25,925	(9)(31)
	First Lien Secured Debt - Term Loan	SOFR+ 600 Cash plus 6.00 % PIK, 1.00 % Floor	05/31/25			1,436		1,431		1,436	(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 600 Cash plus 2.00 % PIK, 1.00 % Floor	05/31/25			1,921		1,912		1,876	(9)(20)(21)(23) (31)
								29,624		29,237
		Total Beverage, Food & Tobacco					$	137,374	$	138,896
Business Services
Accelerate Learning
Eagle Purchaser, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 675 , 1.00 % Floor	03/22/30	$		3,370	$	3,287	$	3,353	(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 675 , 1.00 % Floor	03/22/30			470		455		465	(9)(21)(23)(31)
	First Lien Secured Debt - Revolver	SOFR+ 675 , 1.00 % Floor	03/22/29			658		642		648	(9)(23)(31)
								4,384		4,466
Advantage Sales
Advantage Sales & Marketing Inc. (ASM)	First Lien Secured Debt - Term Loan	SOFR+ 425 , 0.75 % Floor	10/28/27			1,769		1,719		1,722	(10)(17)(31)
AlpineX
Alpinex Opco, LLC	First Lien Secured Debt - Term Loan	SOFR+ 652 , 1.00 % Floor	12/27/27			11,617		11,470		11,617	(9)(31)
	First Lien Secured Debt - Term Loan	SOFR+ 626 , 1.00 % Floor	12/27/27			5,109		5,013		5,057	(9)(31)
	First Lien Secured Debt - Term Loan	SOFR+ 627 , 1.00 % Floor	12/27/27			627		613		616	(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 601 , 1.00 % Floor	12/27/27			4,386		4,331		4,386	(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 652 , 1.00 % Floor	12/27/27			827		811		827	(9)(21)(23)(31)
	First Lien Secured Debt - Revolver	SOFR+ 626 , 1.00 % Floor	12/27/27			276		268		276	(9)(21)(23)(31)
								22,506		22,779
Ambrosia Buyer Corp.
Ambrosia Buyer Corp.	Common Equity - Common Stock	N/A	N/A		152,029 Shares			11,961		—	(13)(24)
	Unsecured Debt - Term Loan	11 % PIK	12/15/31			353		2,672		106	(14)(31)
	Warrants - Warrants	N/A	N/A		58,773 Shares			576		—
								15,209		106
AML Rightsource
Gabriel Partners, LLC	First Lien Secured Debt - Term Loan	SOFR+ 640 , 1.00 % Floor	09/21/26			29,217		28,985		28,779	(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 640 , 1.00 % Floor	09/21/26			1,273		1,262		1,254	(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 640 , 1.00 % Floor	09/21/26			665		659		655	(9)(23)(31)
								30,906		30,688

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate (38)	Maturity Date	Par/Shares (12)			Cost (39)			Fair Value (1)(40)
Avenu
ACP Avenu Buyer, LLC	First Lien Secured Debt - Term Loan	SOFR+ 525 , 1.00 % Floor	10/02/29			1,241		1,211			1,222		(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 525 , 1.00 % Floor	10/02/29			2,246		2,160			2,163		(9)(21)(23)(30) (31)
	First Lien Secured Debt - Revolver	SOFR+ 525 , 1.00 % Floor	10/02/29			167		150			156		(9)(21)(23)(30) (31)
								3,521			3,541
BDO USA
BDO USA, P.A.	First Lien Secured Debt - Term Loan	SOFR+ 500 , 2.00 % Floor	08/31/28			11,880		11,880			11,880		(9)(30)
Best Trash
Bingo Group Buyer, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 500 , 1.00 % Floor	07/10/31			7,027		6,941			6,939		(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 500 , 1.00 % Floor	07/10/31			—		( 13	)		( 13	)	(8)(9)(21)(23)
	First Lien Secured Debt - Revolver	SOFR+ 500 , 1.00 % Floor	07/10/31			25		15			15		(9)(21)(23)(31)
								6,943			6,941
Carestream Health
Carestream Health Holdings, Inc.	Common Equity - Common Stock	N/A	N/A		173,887 Shares			1,426			1,490		(13)(17)(24)
Carestream Health, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 750 , 1.00 % Floor	09/30/27			168		151			154		(10)(17)(30)
								1,577			1,644
Continuum
Continuum Global Solutions, LLC	Preferred Equity - Preferred Equity	N/A	N/A		775 Shares			78			78		(9)(13)
Core Roofing
CRS Holdings, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 500 , 1.00 % Floor	06/06/30			1,957		1,919			1,922		(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 525 , 1.00 % Floor	06/06/30			—		( 68	)		( 123	)	(8)(9)(21)(23)
	First Lien Secured Debt - Revolver	SOFR+ 525 , 1.00 % Floor	06/06/30			—		( 18	)		( 17	)	(8)(9)(20)(21) (23)
								1,833			1,782
CoreTrust
Coretrust Purchasing Group LLC (HPG Enterprises LLC)	First Lien Secured Debt - Term Loan	SOFR+ 525 , 0.75 % Floor	10/01/29			5,386		5,334			5,333		(9)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 525 , 0.75 % Floor	10/01/29			—		( 11	)		( 12	)	(8)(9)(21)(23)
	First Lien Secured Debt - Revolver	SOFR+ 525 , 0.75 % Floor	10/01/29			—		( 7	)		( 7	)	(8)(9)(21)(23)
								5,316			5,314
Distinct
Distinct Holdings Inc	First Lien Secured Debt - Term Loan	SOFR+ 575 , 1.00 % Floor	07/18/29			13,242		13,018			13,010		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 575 , 1.00 % Floor	07/18/29			—		( 30	)		( 31	)	(8)(9)(21)(23)
								12,988			12,979
Escalent
M&M OPCO, LLC	First Lien Secured Debt - Term Loan	SOFR+ 810 , 1.00 % Floor	04/07/29			9,381		9,152			9,381		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 810 , 1.00 % Floor	04/07/29			—		( 11	)		—		(9)(21)(23)
								9,141			9,381

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate (38)	Maturity Date	Par/Shares (12)			Cost (39)			Fair Value (1)(40)
G&A
G&A Partners Holding Company II, LLC	First Lien Secured Debt - Term Loan	SOFR+ 550 , 0.75 % Floor	03/01/31			3,231		3,171			3,175		(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 550 , 0.75 % Floor	03/01/31			575		513			463		(9)(21)(23)(31)
	First Lien Secured Debt - Revolver	SOFR+ 550 , 0.75 % Floor	03/01/30			—		( 6	)		( 6	)	(8)(9)(21)(23)
								3,678			3,632
GardaWorld
Garda World Security Corporation	First Lien Secured Debt - Term Loan	SOFR+ 350 , 0.00 % Floor	02/01/29			8,206		8,248			8,216		(10)(17)(30)
Go1
Apiom, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 745 , 2.00 % Floor	05/02/28			2,500		2,484			2,500		(9)(17)(30)
HMA
Health Management Associates Superholdings, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 635 , 1.00 % Floor	03/30/29			3,897		3,806			3,838		(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 635 , 1.00 % Floor	03/30/29			350		334			339		(9)(21)(23)(30) (31)
	First Lien Secured Debt - Revolver	SOFR+ 635 , 1.00 % Floor	03/30/29			43		36			38		(9)(20)(21)(23) (28)
								4,176			4,215
Ingenovis Health
Ingenovis Health, Inc. (CCRR Parent Inc)	First Lien Secured Debt - Term Loan	SOFR+ 425 , 0.75 % Floor	03/06/28			2,888		2,599			2,426		(10)(30)
	First Lien Secured Debt - Term Loan	SOFR+ 425 , 0.50 % Floor	03/06/28			983		884			820		(10)(30)
								3,483			3,246
IRP
Precision Refrigeration & Air Conditioning LLC	First Lien Secured Debt - Term Loan	SOFR+ 690 , 1.00 % Floor	03/08/28			10,979		10,816			10,705		(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 690 , 1.00 % Floor	03/08/28			4,963		4,888			4,838		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 690 , 1.00 % Floor	03/08/28			1,477		1,456			1,435		(9)(21)(23)(31)
SMC IR Holdings, LLC	Common Equity - Common Stock	N/A	N/A		148 Shares			170			283		(9)
								17,330			17,261
Jacent
Jacent Strategic Merchandising	First Lien Secured Debt - Term Loan	SOFR+ 585 Cash plus 0.75 % PIK, 1.00 % Floor	10/23/25			22,207		22,191			21,916		(9)(30)
	First Lien Secured Debt - Revolver	SOFR+ 660 , 1.00 % Floor	10/23/25			1,564		1,558			1,525		(9)(21)(23)(30)
	Common Equity - Common Stock	N/A	N/A		5,000 Shares			500			83		(9)(13)
JSM Equity Investors, L.P.	Preferred Equity - Class P Partnership Units	N/A	N/A		11 Shares			11			1		(9)(13)
								24,260			23,525
Jones & Frank
JF Acquisition, LLC	First Lien Secured Debt - Term Loan	SOFR+ 560 , 1.00 % Floor	07/31/26			7,751		7,721			7,707		(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 560 , 1.00 % Floor	07/31/26			5,114		5,093			5,085		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 560 , 1.00 % Floor	07/31/26			879		871			870		(9)(23)(31)
								13,685			13,662

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate (38)	Maturity Date	Par/Shares (12)			Cost (39)			Fair Value (1)(40)
Kroll
Deerfield Dakota Holding, LLC	First Lien Secured Debt - Term Loan	SOFR+ 375 , 1.00 % Floor	04/09/27			6,158		6,169			6,041		(10)(30)
Naviga
Colonnade Parent Inc (fka Naviga Inc.)	First Lien Secured Debt - Term Loan	7.10 %	04/27/24			11,200		11,175			8,735		(9)(14)(18)
	First Lien Secured Debt - Delayed Draw	7.10 %	04/27/24			1,926		1,911			1,503		(9)(14)(18)
	First Lien Secured Debt - Revolver	7.10 %	04/27/24			500		500			390		(9)(14)(18)(23)
								13,586			10,628
PSE
Graffiti Buyer, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 560 , 1.00 % Floor	08/10/27			10,886		10,749			10,778		(9)(30)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 560 , 1.00 % Floor	08/10/27			3,673		3,625			3,599		(9)(21)(23)(30) (31)
	First Lien Secured Debt - Revolver	SOFR+ 460 , 1.00 % Floor	08/10/27			653		640			640		(9)(21)(23)(31)
Graffiti Parent, LP	Common Equity - Common Stock	N/A	N/A		2,439 Shares			244			367		(9)(13)
								15,258			15,384
PSI Services, LLC
Lifelong Learner Holdings, LLC	First Lien Secured Debt - Term Loan	SOFR+ 690 , 1.00 % Floor	10/20/25			4,365		4,312			4,365		(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 690 , 1.00 % Floor	10/20/25			929		914			930		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 690 , 1.00 % Floor	10/20/25			448		446			448		(9)(21)(23)(31)
								5,672			5,743
SafetyCo
HEF Safety Ultimate Holdings, LLC	First Lien Secured Debt - Term Loan	SOFR+ 575 , 1.00 % Floor	11/19/29			7,444		7,277			7,326		(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 575 , 1.00 % Floor	11/19/29			—		( 58	)		( 95	)	(8)(9)(21)(23)
	First Lien Secured Debt - Revolver	SOFR+ 575 , 1.00 % Floor	11/17/29			400		368			376		(9)(21)(23)(31)
								7,587			7,607
SEER
GS SEER Group Borrower LLC	First Lien Secured Debt - Term Loan	SOFR+ 675 , 1.00 % Floor	04/29/30			3,216		3,133			3,168		(9)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 675 , 1.00 % Floor	04/29/30			596		562			575		(9)(21)(23)(31)
	First Lien Secured Debt - Revolver	SOFR+ 675 , 1.00 % Floor	04/30/29			—		( 8	)		( 6	)	(8)(9)(21)(23)
GS SEER Group Holdings, LLC	Common Equity - Common Stock	N/A	N/A		42 Shares			42			43		(9)(13)
								3,729			3,780
Smith System
Smith Topco, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 550 , 1.00 % Floor	11/06/29			8,806		8,631			8,806		(9)(32)
	First Lien Secured Debt - Revolver	SOFR+ 600 , 1.00 % Floor	11/06/29			—		( 22	)		—		(9)(21)(23)
								8,609			8,806
Solera
Polaris Newco, LLC	First Lien Secured Debt - Term Loan	SOFR+ 400 , 0.50 % Floor	06/02/28			6,734		6,751			6,630		(10)(31)
Solera, LLC	Second Lien Secured Debt - Term Loan	SOFR+ 900 , 1.00 % Floor	06/04/29			5,686		5,634			5,598		(10)(31)
								12,385			12,228

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate (38)	Maturity Date	Par/Shares (12)			Cost (39)			Fair Value (1)(40)
Trench Plate
Trench Plate Rental Co.	First Lien Secured Debt - Term Loan	SOFR+ 560 , 1.00 % Floor	12/03/26			17,773		17,609			17,462		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 560 , 1.00 % Floor	12/03/26			1,500		1,486			1,468		(9)(20)(21)(23) (31)(32)
Trench Safety Solutions Holdings, LLC	Common Equity - Common Stock	N/A	N/A		331 Shares			50			31		(9)(13)
								19,145			18,961
US Legal Support
US Legal Support Investment Holdings, LLC	Common Equity - Series A-1 Units	N/A	N/A		631,972 Shares			632			897		(9)(13)
USLS Acquisition, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 590 , 1.00 % Floor	06/01/26			18,944		18,871			18,858		(9)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 590 , 1.00 % Floor	06/01/26			4,439		4,421			4,419		(9)(30)
	First Lien Secured Debt - Revolver	SOFR+ 490 , 1.00 % Floor	12/01/27			1,447		1,438			1,440		(9)(20)(21)(23) (28)(30)
								25,362			25,614
Vixxo
Vixxo Corporation	First Lien Secured Debt - Term Loan	SOFR+ 500 , 1.00 % Floor	08/01/30			3,750		3,695			3,694		(9)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 500 , 1.00 % Floor	08/01/30			—		( 9	)		( 9	)	(8)(9)(21)(23)
								3,686			3,685
Wilson Language Training
Owl Acquisition, LLC	First Lien Secured Debt - Term Loan	SOFR+ 535 , 1.00 % Floor	02/04/28			9,635		9,507			9,538		(9)(30)
Owl Parent Holdings, LLC	Common Equity - Common Stock	N/A	N/A		100 Shares			100			133		(9)(13)
								9,607			9,671
		Total Business Services					$	336,140		$	317,706
Chemicals, Plastics & Rubber
AOC
LSF11 A5 HoldCo LLC	First Lien Secured Debt - Term Loan	SOFR+ 350 , 0.50 % Floor	10/15/28	$		6,307	$	6,323		$	6,303		(10)(30)
Aspen Aerogels, Inc.
Aspen Aerogels, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 450 , 4.50 % Floor	08/19/29			24,900		24,411			24,402		(9)(30)
	First Lien Secured Debt - Revolver	SOFR+ 460 , 2.50 % Floor	08/19/29			43		43			43		(9)(21)(23)(30)
								24,454			24,445
Carbonfree Chemicals SPE I LLC (f/k/a Maxus Capital Carbon SPE I LLC)
Carbonfree Chemicals Holdings LLC (4)	Common Equity - Common Equity / Interest	N/A	N/A		1,246 Shares			56,505			19,011		(13)(16)(24)
FC2 LLC (4)	Common Equity - Common Stock	N/A	N/A		5 Shares			—			—		(13)(24)
	Secured Debt - Promissory Note	6.50 %	10/14/27			12,500		12,500			12,456
								69,005			31,467
Heubach
Heubach Holdings USA LLC	First Lien Secured Debt - Term Loan	10.00 %	04/30/24			1,631		383			383		(14)(17)(18)
SK Neptune Husky Group Sarl (Luxembourg Investment Company 428 S.a r.l.)	First Lien Secured Debt - Term Loan	7.00 %	01/03/29			9,438		—			—		(14)(17)
								383			383

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate (38)	Maturity Date	Par/Shares (12)			Cost (39)			Fair Value (1)(40)
W.R. Grace
W.R. Grace Holdings LLC	First Lien Secured Debt - Corporate Bond	4.88 %	06/15/27			2,000		1,938			1,968		(10)
		Total Chemicals, Plastics & Rubber					$	102,103		$	64,566
Construction & Building
Allstar Holdings
Athlete Buyer, LLC	First Lien Secured Debt - Term Loan	SOFR+ 660 , 1.00 % Floor	04/26/29	$		1,932	$	1,893		$	1,922		(9)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 660 , 1.00 % Floor	04/26/29			23,741		23,208			23,622		(9)(21)(23)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 575 , 1.00 % Floor	04/26/29			—		( 2	)		—		(9)(21)(23)
	First Lien Secured Debt - Revolver	SOFR+ 660 , 1.00 % Floor	04/26/29			652		639			649		(9)(23)(30)
								25,738			26,193
American Restoration
American Restoration Holdings, LLC	First Lien Secured Debt - Term Loan	SOFR+ 510 , 1.00 % Floor	07/24/30			3,479		3,411			3,410		(9)(31)
	First Lien Secured Debt - Term Loan	SOFR+ 500 , 1.00 % Floor	07/24/30			3,000		2,941			2,940		(9)
	First Lien Secured Debt - Delayed Draw	SOFR+ 510 , 1.00 % Floor	07/24/30			1,276		1,246			1,239		(9)(21)(23)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 500 , 1.00 % Floor	07/24/30					( 47	)		( 49	)	(8)(9)(21)(23)
	First Lien Secured Debt - Revolver	SOFR+ 510 , 1.00 % Floor	07/24/30			389		354			353		(9)(21)(23)(31)
								7,905			7,893
Englert
Gutter Holdings, LP	Common Equity - Common Stock	N/A	N/A		500 Shares			451			10		(9)(13)
Pave America
Pave America Interco, LLC (f/k/a Pavement Partners Interco, LLC)	First Lien Secured Debt - Term Loan	SOFR+ 690 , 1.00 % Floor	02/07/28			14,346		13,993			13,915		(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 690 , 1.00 % Floor	02/07/28			1,427		1,396			1,384		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 690 , 1.00 % Floor	02/07/28			1,621		1,567			1,561		(9)(21)(23)(31)
								16,956			16,860
Pavement Preservation
Pavement Preservation Acquisition, LLC	First Lien Secured Debt - Term Loan	SOFR+ 525 , 1.00 % Floor	08/09/30			6,552		6,423			6,421		(9)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 525 , 1.00 % Floor	08/09/30			—		( 21	)		( 22	)	(8)(9)(21)(23)
	First Lien Secured Debt - Revolver	SOFR+ 525 , 1.00 % Floor	08/09/30			—		( 25	)		( 26	)	(8)(9)(21)(23)
								6,377			6,373
RF Fager
R.F. Fager Company, LLC	First Lien Secured Debt - Term Loan	SOFR+ 525 , 1.00 % Floor	03/04/30			933		913			916		(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 525 , 1.00 % Floor	03/04/30			—		( 18	)		( 32	)	(8)(9)(21)(23)
	First Lien Secured Debt - Revolver	SOFR+ 525 , 1.00 % Floor	03/04/30			23		18			19		(9)(21)(23)(31)
								913			903
		Total Construction & Building					$	58,340		$	58,232

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate (38)	Maturity Date	Par/Shares (12)			Cost (39)			Fair Value (1)(40)
Consumer Goods - Durable
Club Champion
Club Champion LLC	First Lien Secured Debt - Term Loan	SOFR+ 500 , 0.75 % Floor	06/14/29	$		8,172	$	8,055		$	8,050		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 500 , 0.75 % Floor	06/14/29			422		396			395		(9)(21)(23)(31)
								8,451			8,445
Elida Beauty
PHOENIX YW BUYER, INC.	First Lien Secured Debt - Term Loan	SOFR+ 500 , 1.00 % Floor	05/31/30			8,841		8,650			8,643		(9)(30)
	First Lien Secured Debt - Revolver	SOFR+ 500 , 1.00 % Floor	05/31/30			—		( 24	)		( 26	)	(8)(9)(21)(23)
								8,626			8,617
KLO Holdings, LLC
1244311 B.C. Ltd. (4)	First Lien Secured Debt - Term Loan	SOFR+ 500 , 1.00 % Floor	09/30/25			2,577		2,577			2,574		(17)(30)
	First Lien Secured Debt - Term Loan	SOFR+ 500 PIK, 1.00 % Floor	09/30/25			1,350		1,350			1,348		(17)(30)
	Common Equity - Common Stock	N/A	N/A		1,000,032 Shares			1,000			222		(13)(17)(24)(26)
								4,927			4,144
NSi Industries
Wildcat BuyerCo, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 575 , 1.00 % Floor	02/26/27			17,168		16,962			16,991		(30)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 575 , 1.00 % Floor	02/26/27			7,574		7,341			7,474		(21)(23)(30)
	First Lien Secured Debt - Revolver	SOFR+ 575 , 1.00 % Floor	02/26/27			—		( 6	)		( 7	)	(8)(20)(21)(23)
Wildcat Parent LP	Common Equity - Common Stock	N/A	N/A		1,070 Shares			107			290
								24,404			24,748
Polywood
Poly-Wood, LLC	First Lien Secured Debt - Term Loan	SOFR+ 550 , 1.00 % Floor	03/20/30			2,171		2,123			2,149		(9)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 575 , 1.00 % Floor	03/20/30			—		( 14	)		( 4	)	(8)(9)(21)(23)
	First Lien Secured Debt - Revolver	SOFR+ 575 , 1.00 % Floor	03/20/30			—		( 9	)		( 4	)	(8)(9)(21)(23)
								2,100			2,141
Sorenson Holdings, LLC
Sorenson Holdings, LLC	First Lien Secured Debt - Term Loan	8 % PIK	04/01/30			247		197			202
	First Lien Secured Debt - Term Loan	10 % PIK	04/01/30			60		54			55
	Common Equity - Membership Interests	N/A	N/A		279 Shares			108			120		(24)
								359			377
		Total Consumer Goods – Durable					$	48,867		$	48,472
Consumer Goods - Non-durable
3D Protein
Protein For Pets Opco, LLC	First Lien Secured Debt - Term Loan	SOFR+ 525 , 1.00 % Floor	09/20/30	$		8,582	$	8,426		$	8,454		(9)(30)
	First Lien Secured Debt - Revolver	SOFR+ 525 , 1.00 % Floor	09/20/30			—		( 16	)		( 13	)	(8)(9)(21)(23)
								8,410			8,441

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate (38)	Maturity Date	Par/Shares (12)			Cost (39)			Fair Value (1)(40)
Dan Dee
Project Comfort Buyer, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 710 , 1.00 % Floor	02/01/26			18,613		18,560			18,429		(9)(30)
	First Lien Secured Debt - Revolver	SOFR+ 710 , 1.00 % Floor	02/01/26			—		( 3	)		( 16	)	(8)(9)(21)(23)
	Preferred Equity - Preferred Equity	N/A	N/A		491,405 Shares			492			236		(9)(13)
								19,049			18,649
Iconix Brand Group
IBG Borrower LLC	First Lien Secured Debt - Term Loan	SOFR+ 600 , 1.00 % Floor	08/22/29			5,992		5,934			5,932		(9)(30)(31)
KDC
KDC/ONE Development Corporation, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 450 , 0.00 % Floor	08/15/28			5,641		5,671			5,653		(10)(30)
LashCo
Lash OpCo, LLC	First Lien Secured Debt - Term Loan	SOFR+ 275 Cash plus 5.10 % PIK, 1.00 % Floor	03/18/26			42,113		41,797			41,434		(9)(32)
	First Lien Secured Debt - Delayed Draw	SOFR+ 275 Cash plus 5.10 % PIK, 1.00 % Floor	03/18/26			2,273		2,262			2,236		(9)(32)
	First Lien Secured Debt - Revolver	SOFR+ 275 Cash plus 5.10 % PIK, 1.00 % Floor	09/18/25			1,652		1,636			1,623		(9)(23)(32)
								45,695			45,293
Paladone
Paladone Group Bidco Limited	First Lien Secured Debt - Term Loan	SOFR+ 560 , 1.00 % Floor	11/12/27			5,952		5,877			5,922		(9)(17)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 560 , 1.00 % Floor	11/12/27			932		926			928		(9)(17)(31)
	First Lien Secured Debt - Revolver	SOFR+ 560 , 1.00 % Floor	11/12/27			1,036		1,021			1,029		(9)(17)(21)(23) (28)(31)
	First Lien Secured Debt - Revolver	SON+ 585 , 1.00 % Floor	11/12/27	£		—		( 5	)		( 2	)	(8)(9)(17)(21) (23)
Paladone Group Holdings Limited	Common Equity - Common Stock	N/A	N/A		94,151 Shares			94			133		(9)(13)(17)
								7,913			8,010
RoC Skincare
RoC Holdco LLC	First Lien Secured Debt - Term Loan	SOFR+ 600 , 1.00 % Floor	02/21/31			12,741		12,505			12,518		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 600 , 1.00 % Floor	02/21/30			—		( 40	)		( 38	)	(8)(9)(21)(23)
								12,465			12,480
Sequential Brands Group, Inc.
Gainline Galaxy Holdings LLC	Common Equity - Common Stock	N/A	N/A		10,854 Shares			2,041			47		(13)(16)(17)
Galaxy Universal LLC	First Lien Secured Debt - Term Loan	SOFR+ 575 , 1.00 % Floor	11/12/26			1,241		1,228			1,233		(17)(31)
Swisstech IP CO, LLC	First Lien Secured Debt - Term Loan	6.00 % PIK	11/29/24			198		160			197		(17)
								3,429			1,477
Suave
Silk Holdings I Corp.	Common Equity - Common Stock	N/A	N/A		100 Shares			100			261		(9)(13)
Silk Holdings III Corp.	First Lien Secured Debt - Term Loan	SOFR+ 550 , 1.00 % Floor	05/01/29			29,726		29,093			29,429		(9)(31)
								29,193			29,690

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate (38)	Maturity Date	Par/Shares (12)			Cost (39)			Fair Value (1)(40)
Tailored Brands
The Men's Wearhouse, LLC	First Lien Secured Debt - Term Loan	SOFR+ 650 , 0.00 % Floor	02/26/29			1,706		1,703			1,702		(10)(31)
Village Pet Care
Village Pet Care, LLC	First Lien Secured Debt - Term Loan	SOFR+ 650 , 1.00 % Floor	09/22/29			1,500		1,474			1,485		(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 650 , 1.00 % Floor	09/22/29			750		706			700		(9)(21)(23)(31)
	First Lien Secured Debt - Revolver	P+ 550	09/22/29			540		523			530		(9)(21)(23)(28)
								2,703			2,715
		Total Consumer Goods – Non-durable					$	142,165		$	140,042
Consumer Services
Activ
Activ Software Holdings, LLC	First Lien Secured Debt - Term Loan	SOFR+ 625 , 1.00 % Floor	05/04/27	$		31,774		31,331			31,542		(9)(32)
	First Lien Secured Debt - Delayed Draw	SOFR+ 625 , 1.00 % Floor	05/04/27			99		98			98		(9)(32)
	First Lien Secured Debt - Revolver	SOFR+ 650 , 1.00 % Floor	05/04/27			—		( 21	)		( 18	)	(8)(9)(21)(23)
								31,408			31,622
Atlas Technical Consultants
GI Apple Midco LLC	First Lien Secured Debt - Term Loan	SOFR+ 675 , 1.00 % Floor	04/19/30			7,575		7,481			7,575		(9)(30)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 675 , 1.00 % Floor	04/19/30			87		66			87		(9)(21)(23)(30)
	First Lien Secured Debt - Revolver	SOFR+ 675 , 1.00 % Floor	04/19/29			198		185			198		(9)(20)(21)(23) (30)
								7,732			7,860
Bird
Bird Scooter Acquisition Corp. (4)	Common Equity - Common Stock	N/A	N/A		4,656,670 Shares			366			373		(9)(13)(24)
Blue Jay Transit Inc. (4)	First Lien Secured Debt - Term Loan	SOFR+ 300 , 1.00 % Floor	03/22/28			20,940		20,644			20,940		(9)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 300 , 1.00 % Floor	03/22/28			—		—			—		(9)(23)
								21,010			21,313
Clarus Commerce
Marlin DTC-LS Midco 2, LLC	First Lien Secured Debt - Term Loan	SOFR+ 660 , 1.00 % Floor	07/01/25			21,244		21,156			21,244		(31)
	First Lien Secured Debt - Revolver	SOFR+ 660 , 1.00 % Floor	07/01/25			—		—			—		(21)(23)
								21,156			21,244
Excelligence
Excelligence Learning Corporation	First Lien Secured Debt - Term Loan	SOFR+ 575 , 1.00 % Floor	01/18/30			15,457		15,151			15,302		(9)(16)(31)
	First Lien Secured Debt - Revolver	SOFR+ 575 , 1.00 % Floor	01/18/30			—		( 48	)		( 25	)	(8)(9)(16)(20)(21) (23)
								15,103			15,277
Go Car Wash
Go Car Wash Management Corp.	First Lien Secured Debt - Term Loan	SOFR+ 635 , 1.00 % Floor	12/31/26			1,604		1,593			1,575		(9)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 635 , 1.00 % Floor	12/31/26			9,342		9,258			9,171		(9)(30)
	First Lien Secured Debt - Revolver	SOFR+ 635 , 1.00 % Floor	12/31/26			—		( 1	)		( 8	)	(8)(9)(21)(23)
								10,850			10,738

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate (38)	Maturity Date	Par/Shares (12)		Cost (39)			Fair Value (1)(40)
Lending Point
LendingPoint 2018-1 Funding Trust	First Lien Secured Debt - Term Loan	SOFR+ 100 Cash plus 4.00 % PIK, 1.00 % Floor	12/31/27		35,933		35,542			35,933		(9)(31)
LendingPoint LLC	First Lien Secured Debt - Term Loan	0.00 %	12/30/26		1,675		1,675			1,675		(9)(13)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 300 , 1.00 % Floor	12/31/27		—		—			—		(9)(23)
	First Lien Secured Debt - Delayed Draw	SOFR+ 500 , 1.00 % Floor	12/31/27		—		—			—		(9)(21)(23)
	First Lien Secured Debt - Revolver	SOFR+ 300 , 1.00 % Floor	12/31/27		12,469		12,352			12,469		(9)(21)(23)(31)
							49,569			50,077
Regis
Regis Corporation	First Lien Secured Debt - Term Loan	SOFR+ 526 , 2.50 % Floor	06/24/29		5,804		5,693			5,688		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 526 , 2.50 % Floor	06/24/29		721		642			638		(9)(20)(21)(23) (31)
							6,335			6,326
Renovo
HomeRenew Buyer, Inc.	First Lien Secured Debt - Term Loan	8.65 %	11/23/27		8,766		8,177			6,749		(9)(14)(30)
	First Lien Secured Debt - Term Loan	SOFR+ 900 , 2.50 % Floor	11/23/27		854		838			837		(9)(30)
	First Lien Secured Debt - Delayed Draw	8.65 %	11/23/27		7,729		7,198			5,952		(9)(14)(30)
	First Lien Secured Debt - Revolver	8.65 %	11/23/27		2,065		1,975			1,590		(9)(14)(23)(30) (31)
							18,188			15,128
SEV
SEV Intermediate Holdco, LLC	First Lien Secured Debt - Term Loan	SOFR+ 525 , 0.75 % Floor	06/21/30		8,312		8,167			8,167		(9)(16)(31)
	First Lien Secured Debt - Revolver	SOFR+ 525 , 0.75 % Floor	06/21/30		500		471			471		(9)(16)(21)(23)(31)
							8,638			8,638
The Club Company
Eldrickco Limited	First Lien Secured Debt - Term Loan	SON+ 603 , 0.50 % Floor	11/26/25	£	9,057		11,683			11,750		(9)(17)(29)
	First Lien Secured Debt - Delayed Draw	SON+ 603 , 0.50 % Floor	11/26/25	£	5,747		7,196			7,455		(9)(17)(29)
	First Lien Secured Debt - Delayed Draw	SON+ 550 , 0.50 % Floor	11/26/26	£	—		( 179	)		( 201	)	(8)(9)(17)(21) (23)
	First Lien Secured Debt - Revolver	SON+ 603 , 0.50 % Floor	11/26/25	£	356		416			461		(9)(17)(23)(29)
	First Lien Secured Debt - Revolver	SON+ 603 , 0.50 % Floor	05/26/25	£	—		( 1	)		( 14	)	(8)(9)(17)(21) (23)
							19,115			19,451
The Weather Company
Zephyr Buyer, L.P.	First Lien Secured Debt - Term Loan	SOFR+ 675 , 1.00 % Floor	01/31/30		30,893		30,190			30,275		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 675 , 1.00 % Floor	01/31/30		—		( 88	)		( 79	)	(8)(9)(21)(23)
							30,102			30,196

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate (38)	Maturity Date	Par/Shares (12)			Cost (39)			Fair Value (1)(40)
US Auto
Auto Pool 2023 Trust (Del. Stat. Trust) (4)	Structured Products and Other - Membership Interests	N/A	02/28/29		N/A			24,495			18,867		(9)(25)
Walters Wedding Estates
WH BorrowerCo, LLC	First Lien Secured Debt - Term Loan	SOFR+ 500 , 1.00 % Floor	08/01/30			14,348		14,137			14,133		(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 500 , 1.00 % Floor	08/01/30			—		( 119	)		( 122	)	(8)(9)(21)(23)
	First Lien Secured Debt - Revolver	SOFR+ 500 , 1.00 % Floor	08/01/30			483		447			446		(9)(21)(23)(31)
								14,465			14,457
		Total Consumer Services					$	278,166		$	271,194
Containers, Packaging & Glass
ANCHOR GLASS CONTAINER
Anchor Glass Container Corporation	First Lien Secured Debt - Term Loan	5.00 %	12/07/25	$		11,431	$	8,980		$	8,326		(10)(14)
Truvant
NPPI Buyer, LLC	First Lien Secured Debt - Term Loan	SOFR+ 500 , 1.00 % Floor	08/20/29			22,105		21,779			21,774		(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 525 , 1.00 % Floor	08/20/29			—		( 35	)		( 36	)	(8)(9)(21)(23)
	First Lien Secured Debt - Revolver	SOFR+ 525 , 1.00 % Floor	08/20/29			—		( 46	)		( 47	)	(8)(9)(21)(23)
								21,698			21,691
		Total Containers, Packaging & Glass					$	30,678		$	30,017
Diversified Investment Vehicles, Banking, Finance, Real Estate
Asurion
Asurion, LLC (fka Asurion Corporation)	First Lien Secured Debt - Term Loan	SOFR+ 325 , 0.00 % Floor	07/31/27	$		990	$	982		$	978		(10)(30)
	Second Lien Secured Debt - Term Loan	SOFR+ 525 , 0.00 % Floor	01/20/29			6,752		6,264			6,265		(10)(30)
								7,246			7,243
Basswood Park CLO Ltd
Basswood Park CLO Ltd 2021-1	Structured Products and Other - Membership Interests	N/A	04/20/34		N/A			2,011			2,003		(10)(17)(31)
Celink
Compu-Link Corporation (dba Celink)	First Lien Secured Debt - Term Loan	SOFR+ 610 , 1.00 % Floor	11/30/28			8,076		7,935			8,011		(9)(30)
	First Lien Secured Debt - Revolver	SOFR+ 610 , 1.00 % Floor	11/30/28			—		( 7	)		( 23	)	(8)(9)(21)(23)
Peer Advisors, LLC	First Lien Secured Debt - Term Loan	SOFR+ 610 , 1.00 % Floor	11/30/28			4,347		4,340			4,312		(9)(30)
								12,268			12,300
Churchill Middle Market CLO Lt
Churchill Middle Market CLO Ltd 2021-1	Structured Products and Other - Membership Interests	N/A	10/24/33		N/A			4,000			4,002		(10)(17)(31)
Definiti LLC
Greylock Holdings LLC	Common Equity - Common Stock	N/A	N/A		100,000 Shares			100			68		(9)(13)
RHI Acquisition LLC	First Lien Secured Debt - Term Loan	SOFR+ 575 , 1.00 % Floor	03/16/29			6,000		5,853			5,880		(9)(32)
	First Lien Secured Debt - Delayed Draw	SOFR+ 575 , 1.00 % Floor	03/16/29			1,306		1,260			1,243		(9)(21)(23)(32)
	First Lien Secured Debt - Revolver	SOFR+ 575 , 1.00 % Floor	03/16/29			—		( 15	)		( 13	)	(8)(9)(21)(23)
								7,198			7,178

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate (38)	Maturity Date	Par/Shares (12)			Cost (39)			Fair Value (1)(40)
Fortress Credit BSL Limited
Fortress Credit BSL Limited 2021-3	Structured Products and Other - Membership Interests	N/A	07/20/34		N/A			3,000			2,961		(10)(17)(31)
Fortress Credit Opportunities
Fortress Credit Opportunities XI CLO Ltd	Structured Products and Other - Membership Interests	N/A	04/15/31		N/A			4,019			4,018		(10)(17)(31)
Generator Buyer, Inc.
Generator Buyer, Inc.	First Lien Secured Debt - Term Loan	CORRA+ 525 , 0.75 % Floor	07/22/30	C$		12,250		8,752			8,899		(9)(17)(33)
	First Lien Secured Debt - Delayed Draw	CORRA+ 525 , 0.75 % Floor	07/22/30	C$		417		285			285		(9)(17)(21)(33) (37)
	First Lien Secured Debt - Revolver	CORRA+ 525 , 0.75 % Floor	07/22/30	C$		—		( 21	)		( 23	)	(8)(9)(17)(21) (23)
								9,016			9,161
Golden Bear
Golden Bear 2016-R, LLC (4)	Structured Products and Other - Membership Interests	N/A	09/20/42		N/A			15,451			9,663		(3)(17)
Golub Capital Partners CLO, LT
Golub Capital Partners CLO, LTD 2021-55	Structured Products and Other - Membership Interests	N/A	07/20/34		N/A			2,016			2,009		(10)(17)(31)
Howden Group
Hyperion Refinance Sarl	First Lien Secured Debt - Term Loan	SOFR+ 350 , 0.50 % Floor	02/15/31			6,460		6,496			6,472		(10)(17)(30)
Insight XI Aggregator, L.P.
Insight XI Aggregator, L.P.	First Lien Secured Debt - Term Loan	SOFR+ 325 , 0.00 % Floor	08/28/25			3,041		3,041			3,041		(9)(17)(30)
KCF Puerto Rico, LLC
KCF Puerto Rico, LLC	Secured Debt - Promissory Note	0.00 %	06/28/28			1,697		653			628		(13)(17)
KKR Financial CLO Ltd
KKR Financial CLO Ltd 17	Structured Products and Other - Membership Interests	N/A	04/15/34		N/A			2,750			2,734		(10)(17)(31)
Nexity
Evoriel	First Lien Secured Debt - Term Loan	EURIBOR+ 525 , 0.00 % Floor	04/02/31	€		2,283		2,437			2,511		(9)(17)(35)
	First Lien Secured Debt - Delayed Draw	EURIBOR+ 525 , 0.00 % Floor	04/02/31	€		391		401			420		(9)(17)(21)(23) (34)(35)
								2,838			2,931
Purchasing Power, LLC
Purchasing Power Funding I, LLC	First Lien Secured Debt - Revolver	SOFR+ 710 , 0.00 % Floor	02/24/25			2,521		2,521			2,521		(9)(21)(23)(30)
Redfin
Redfin Corporation	First Lien Secured Debt - Term Loan	SOFR+ 575 , 1.50 % Floor	10/20/28			3,465		3,390			3,387		(9)(17)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 575 , 1.50 % Floor	10/20/28			3,483		3,407			3,404		(9)(17)(31)
								6,797			6,791
Spectrum Automotive
Shelby 2021 Holdings Corp.	First Lien Secured Debt - Term Loan	SOFR+ 525 , 0.75 % Floor	06/29/28			14,080		13,999			14,010		(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 525 , 0.75 % Floor	06/29/28			—		( 56	)		( 20	)	(8)(9)(21)(23)
	First Lien Secured Debt - Revolver	SOFR+ 575 , 0.75 % Floor	06/29/27			—		( 3	)		( 2	)	(8)(9)(21)(23)
								13,940			13,988

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate (38)	Maturity Date	Par/Shares (12)			Cost (39)			Fair Value (1)(40)
Stretto
Stretto, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 600 , 1.00 % Floor	10/13/28			11,610		11,554			11,552	(9)(30)
VikingCloud
Bullcave Limited	First Lien Secured Debt - Term Loan	SOFR+ 500 , 0.75 % Floor	08/06/30			29,474		29,037			29,032	(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 500 , 0.75 % Floor	08/06/30			1,105		1,024			1,022	(9)(21)(23)(31)
								30,064			30,054
Total Diversified Investment Vehicles, Banking, Finance, Real Estate							$	146,876		$	141,250
Energy - Electricity
Renew Financial LLC (f/k/a Renewable Funding, LLC)
AIC SPV Holdings II, LLC	Preferred Equity - Preferred Stock	N/A	N/A		142 Shares		$	534		$	241	(15)(17)
Renew Financial LLC (f/k/a Renewable Funding, LLC)	Common Equity - Common Stock	N/A	N/A		1,368,286 Shares			16,813			68	(13)(17)
Renew JV LLC	Common Equity - Membership Interests	N/A	N/A		271,778 Shares			272			405	(13)(17)
								17,619			714
Solarplicity Group Limited (f/k/a AMP Solar UK)
Solarplicity UK Holdings Limited	First Lien Secured Debt - Term Loan	4.00 %	03/08/23	£		5,562		7,231			2,125	(11)(14)(17)
	Preferred Equity - Preferred Stock	N/A	N/A		4,286 Shares			5,623			—	(2)(13)(17)
	Common Equity - Ordinary Shares	N/A	N/A		2,825 Shares			4			—	(2)(13)(17)
								12,858			2,125
		Total Energy – Electricity					$	30,477		$	2,839
Energy - Oil & Gas
Pelican
Pelican Energy, LLC (4)	Common Equity - Membership Interests	N/A	N/A		1,444 Shares		$	11,802		$	127	(13)(16)(17)(24)
Sheridan I
RDV Resources, Inc.	Common Equity - Common Stock	N/A	N/A		35,995 Shares			24			24	(14)(24)
Spotted Hawk
SHD Oil & Gas, LLC (5)	Common Equity - Series C Units	N/A	N/A		50,952,525 Shares			43,454			245	(13)(16)(24)
	Common Equity - Series A Units	N/A	N/A		7,600,000 Shares			1,411			—	(13)(16)(24)
								44,865			245
		Total Energy – Oil & Gas					$	56,691		$	396
Environmental Industries
Heritage Environmental Services
Heritage Environmental Services, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 525 , 0.75 % Floor	01/31/31	$		1,754	$	1,750		$	1,767	(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 550 , 4.50 % Floor	01/31/30			—		( 1	)		—	(9)(20)(21)(23)
								1,749			1,767

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate (38)	Maturity Date	Par/Shares (12)			Cost (39)			Fair Value (1)(40)
Liberty Tire Recycling
LTR Intermediate Holdings, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 450 , 1.00 % Floor	05/05/28			3,740		3,669			3,635		(10)(30)
		Total Environmental Industries					$	5,418		$	5,402
Healthcare & Pharmaceuticals
Akoya
Akoya Biosciences, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 691 , 2.50 % Floor	11/01/27	$		13,125	$	13,139		$	13,027		(9)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 691 , 2.50 % Floor	11/01/27			9,375		9,357			9,306		(9)(30)
								22,496			22,333
Alcami
Alcami Corporation	First Lien Secured Debt - Term Loan	SOFR+ 710 , 1.00 % Floor	12/21/28			8,075		7,864			7,914		(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 710 , 1.00 % Floor	12/21/28			594		579			582		(9)(30)
	First Lien Secured Debt - Revolver	SOFR+ 710 , 1.00 % Floor	12/21/28			—		( 27	)		( 22	)	(8)(9)(21)(23)
								8,416			8,474
Alcresta Therapeutics Inc.
Alcresta Holdings, LP	Preferred Equity - Preferred Equity	N/A	N/A		116 Shares			116			122		(9)(24)
	Common Equity - Common Stock	N/A	N/A		1,176 Shares			1			2		(9)(13)(24)
Alcresta Therapeutics Inc.	First Lien Secured Debt - Term Loan	SOFR+ 575 , 1.00 % Floor	03/12/30			2,341		2,298			2,300		(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 575 , 1.00 % Floor	03/31/30			—		( 129	)		( 124	)	(8)(9)(21)(23)
	First Lien Secured Debt - Revolver	SOFR+ 575 , 1.00 % Floor	03/31/29			—		( 8	)		( 8	)	(8)(9)(21)(23)
								2,278			2,292
All Star
All Star Recruiting Locums, LLC	First Lien Secured Debt - Term Loan	SOFR+ 550 , 1.00 % Floor	05/01/30			6,939		6,806			6,904		(9)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 550 , 1.00 % Floor	05/01/30			—		( 16	)		( 9	)	(8)(9)(21)(23)
	First Lien Secured Debt - Revolver	SOFR+ 550 , 1.00 % Floor	05/01/30			—		( 24	)		( 7	)	(8)(9)(21)(23)
								6,766			6,888
Allied Benefit Systems
Allied Benefit Systems Intermediate LLC	First Lien Secured Debt - Term Loan	SOFR+ 525 , 0.75 % Floor	10/31/30			5,888		5,888			5,888		(9)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 525 , 0.75 % Floor	10/31/30			1,080		1,072			1,080		(9)(30)
								6,960			6,968
August Bio
August Bioservices, LLC	First Lien Secured Debt - Term Loan	SOFR+ 595 , 2.00 % Floor	06/01/29			12,000		11,942			11,850		(9)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 595 , 2.00 % Floor	06/01/29			—		( 14	)		( 37	)	(8)(9)(23)
	First Lien Secured Debt - Revolver	SOFR+ 400 , 2.00 % Floor	06/01/29			—		( 2	)		( 7	)	(8)(9)(21)(23)
								11,926			11,806

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate (38)	Maturity Date	Par/Shares (12)			Cost (39)			Fair Value (1)(40)
Azurity Pharmaceuticals
Azurity Pharmaceuticals, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 662 , 0.75 % Floor	09/20/27			5,782		5,734			5,724		(10)(30)
Bausch Health
Bausch Health Companies Inc. (f/k/a Valeant Pharmaceuticals International, Inc.)	First Lien Secured Debt - Term Loan	SOFR+ 525 , 0.50 % Floor	02/01/27			8,368		7,804			8,051		(10)(17)(30)
	First Lien Secured Debt - Corporate Bond	5.50 %	11/01/25			1,250		1,190			1,225		(10)(17)
								8,994			9,276
Carbon6
Carbon6 Technologies, Inc.	Preferred Equity - Preferred Equity	N/A	N/A		280,899 Shares			250			250		(9)(13)
Cato Research
LS Clinical Services Holdings, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 751 , 1.00 % Floor	12/16/27			14,463		14,281			13,886		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 751 , 1.00 % Floor	06/16/27			1,576		1,551			1,507		(9)(21)(23)(30) (31)
								15,832			15,393
Celerion
Celerion Buyer, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 550 , 0.75 % Floor	11/05/29			7,940		7,756			7,940		(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 550 , 0.75 % Floor	11/05/29			—		( 28	)		—		(9)(21)(23)
	First Lien Secured Debt - Revolver	SOFR+ 550 , 0.75 % Floor	11/03/28			—		( 13	)		—		(9)(21)(23)
								7,715			7,940
Cerus
Cerus Corporation	First Lien Secured Debt - Term Loan	SOFR+ 660 , 1.80 % Floor	03/01/28			12,000		11,976			12,000		(9)(17)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 660 , 1.80 % Floor	03/01/28			4,500		4,491			4,500		(9)(17)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 660 , 1.00 % Floor	03/01/28			3,000		2,979			3,000		(9)(17)(23)(30)
	First Lien Secured Debt - Revolver	SOFR+ 385 , 1.00 % Floor	03/01/28			704		703			704		(9)(17)(21)(23) (30)
								20,149			20,204
CNSI
Acentra Holdings, LLC (fka CNSI Holdings, LLC)	First Lien Secured Debt - Term Loan	SOFR+ 550 , 0.50 % Floor	12/17/29			17,685		17,193			17,508		(9)(31)
	First Lien Secured Debt - Term Loan	SOFR+ 575 , 0.50 % Floor	12/17/28			3,970		3,920			3,950		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 550 , 0.50 % Floor	12/17/29			133		80			113		(9)(21)(23)(31)
								21,193			21,571
Compass Health
Roscoe Medical, Inc	First Lien Secured Debt - Term Loan	SOFR+ 636 , 1.00 % Floor	03/31/25			7,410		7,246			7,337		(9)(30)
	First Lien Secured Debt - Revolver	SOFR+ 636 , 1.00 % Floor	03/31/25			—		( 19	)		( 8	)	(8)(9)(21)(23)
								7,227			7,329

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate (38)	Maturity Date	Par/Shares (12)			Cost (39)			Fair Value (1)(40)
EmpiRx
EmpiRx Health LLC	First Lien Secured Debt - Term Loan	SOFR+ 510 , 1.00 % Floor	08/05/27			8,841		8,735			8,841		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 510 , 1.00 % Floor	08/05/27			—		( 9	)		—		(9)(20)(21)(23)
								8,726			8,841
Eversana
LSCS Holdings, Inc. (dba Eversana)	First Lien Secured Debt - Term Loan	SOFR+ 450 , 0.50 % Floor	12/16/28			2,981		2,952			2,979		(10)(30)
ExactCare
ExactCare Parent, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 550 , 1.00 % Floor	11/05/29			17,943		17,496			17,853		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 650 , 1.00 % Floor	11/05/29			—		( 46	)		( 10	)	(8)(9)(21)(23)
								17,450			17,843
Gainwell
Gainwell Acquisition Corp. (Milano Acquisition Corp)	First Lien Secured Debt - Term Loan	SOFR+ 400 , 0.75 % Floor	10/01/27			16,822		15,846			16,054		(10)(30)
Gateway Services
Gateway US Holdings, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 565 , 0.75 % Floor	09/22/26			10,225		10,187			10,225		(9)(30)
	First Lien Secured Debt - Term Loan	SOFR+ 550 , 0.75 % Floor	09/22/26			2,349		2,339			2,349		(9)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 565 , 0.75 % Floor	09/22/26			533		531			533		(9)(30)
	First Lien Secured Debt - Revolver	SOFR+ 665 , 0.75 % Floor	09/22/26			—		( 1	)		—		(9)(21)(23)
								13,056			13,107
Health & Safety Institute
HSI Halo Holdings, LLC	Common Equity - Common Stock	N/A	N/A		104 Shares			16			21		(9)(13)
HSI HALO Acquisition, Inc.	Common Equity - Common Stock	N/A	N/A		500 Shares			31			2,026		(9)(13)
								47			2,047
Inovalon
Inovalon Holdings, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 625 , 0.75 % Floor	11/24/28			6,656		6,544			6,273		(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 350 , 0.75 % Floor	11/24/28			508		503			482		(30)
	Second Lien Secured Debt - Term Loan	SOFR+ 1050 , 0.00 % Floor	11/25/33			147		140			131		(31)
								7,187			6,886
KureSmart
Clearway Corporation (f/k/a NP/Clearway Holdings, Inc.)	Common Equity - Common Stock	N/A	N/A		133 Shares			133			286		(9)(13)
Kure Pain Holdings, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 610 , 1.00 % Floor	08/27/25			21,103		21,047			21,094		(9)(30)
	First Lien Secured Debt - Revolver	SOFR+ 610 , 1.00 % Floor	08/27/24			—		( 5	)		—		(9)(18)(21)(23)
								21,175			21,380

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate (38)	Maturity Date	Par/Shares (12)			Cost (39)			Fair Value (1)(40)
Legacy.com
Lotus Topco Inc.	First Lien Secured Debt - Term Loan	SOFR+ 475 , 1.00 % Floor	06/07/30			2,934		2,892			2,890		(9)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 475 , 1.00 % Floor	06/07/30			—		( 10	)		( 22	)	(8)(9)(21)(23)
	First Lien Secured Debt - Revolver	SOFR+ 475 , 1.00 % Floor	06/07/30			—		( 8	)		( 9	)	(8)(9)(21)(23)
								2,874			2,859
LOIRE FINCO LUXEMBOURG
Loire Finco Luxembourg S.a r.l.	First Lien Secured Debt - Term Loan	SOFR+ 375 , 0.75 % Floor	04/21/27			1,931		1,924			1,921		(10)(17)(30)
LucidHealth
Premier Imaging, LLC	First Lien Secured Debt - Term Loan	SOFR+ 626 Cash plus 2.00 % PIK, 1.00 % Floor	01/02/25			6,528		6,945			5,762		(9)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 626 Cash plus 2.00 % PIK, 1.00 % Floor	01/02/25			1,888		1,818			1,681		(9)(30)
								8,763			7,443
Mannkind Corporation
Mannkind Corporation	Common Equity - Common Stock	N/A	N/A		334,226 Shares			76			2,102		(9)(10)(13)(17)
Maxor National Pharmacy Services, LLC
Maxor National Pharmacy Services, LLC	First Lien Secured Debt - Term Loan	SOFR+ 685 , 1.00 % Floor	03/01/29			13,219		12,900			13,087		(9)(30)
	First Lien Secured Debt - Revolver	SOFR+ 700 , 1.00 % Floor	03/01/29			—		( 34	)		( 15	)	(8)(9)(21)(23)
Maxor Topco, L.P.	Preferred Equity - Preferred Equity	N/A	N/A		50,000 Shares			50			72		(9)(13)
								12,916			13,144
Medical Guardian
Medical Guardian, LLC	First Lien Secured Debt - Term Loan	SOFR+ 585 , 1.00 % Floor	04/26/28			31,142		30,910			30,908		(9)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 585 , 1.00 % Floor	04/26/28			4,750		4,699			4,714		(9)(30)
	First Lien Secured Debt - Revolver	SOFR+ 635 , 1.00 % Floor	04/26/28			—		( 26	)		( 29	)	(8)(9)(21)(23)
								35,583			35,593
Midwest Vision
Midwest Vision Partners Management, LLC	First Lien Secured Debt - Term Loan	SOFR+ 450 Cash plus 2.00 % PIK, 1.00 % Floor	01/12/27			20,510		20,258			20,254		(9)(31)
	First Lien Secured Debt - Term Loan	SOFR+ 650 , 1.00 % Floor	01/12/27			1,127		1,113			882		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 650 , 1.00 % Floor	01/12/27			612		606			592		(9)(23)(31)
								21,977			21,728
Omega Healthcare
OMH-Healthedge Holdings, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 600 , 1.00 % Floor	10/08/29			9,875		9,827			9,826		(9)(30)
	First Lien Secured Debt - Revolver	SOFR+ 600 , 1.00 % Floor	10/08/29			—		( 5	)		( 5	)	(8)(9)(21)(23)
								9,822			9,821

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate (38)	Maturity Date	Par/Shares (12)			Cost (39)			Fair Value (1)(40)
Ora LLC
Orion Buyer, LLC	First Lien Secured Debt - Term Loan	SOFR+ 500 , 1.00 % Floor	07/18/30			6,919		6,784			6,780		(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 500 , 1.00 % Floor	07/18/30			—		( 16	)		( 17	)	(8)(9)(21)(23)
	First Lien Secured Debt - Revolver	SOFR+ 500 , 1.00 % Floor	07/18/30			—		( 27	)		( 28	)	(8)(9)(21)(23)
TVG Orion Blocker, Inc.	Common Equity - Common Stock	N/A	N/A		2 Shares			110			110		(9)(13)(24)
	Unsecured Debt - Promissory Note	11.34 %	07/11/30			21		21			21		(9)
								6,872			6,866
Partner Therapeutics, Inc
Partner Therapeutics, Inc	Preferred Equity - Preferred Equity	N/A	N/A		55,556 Shares			333			333		(9)(13)
	Warrants - Warrants	N/A	N/A		73,333 Shares			389			134		(9)(13)
								722			467
PHS
PHS Buyer, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 860 Cash plus 1.50 % PIK, 1.00 % Floor	01/31/27			24,909		24,701			21,172		(9)(32)
	First Lien Secured Debt - Revolver	SOFR+ 150 PIK, 1.00 % Floor	01/31/27			1,392		1,365			1,092		(9)(21)(23)(32)
								26,066			22,264
Rarebreed
Rarebreed Veterinary Partners, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 525 , 1.00 % Floor	04/18/30			4,248		4,168			4,163		(9)(30)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 525 , 1.00 % Floor	04/18/30			5,734		5,557			5,365		(9)(21)(23)(30)
	First Lien Secured Debt - Revolver	SOFR+ 525 , 1.00 % Floor	04/18/30			—		( 18	)		( 19	)	(8)(9)(21)(23)
								9,707			9,509
RHA Health Services
Pace Health Companies, LLC	First Lien Secured Debt - Term Loan	SOFR+ 565 , 1.00 % Floor	08/02/25			1,393		1,382			1,380		(9)(31)
	First Lien Secured Debt - Term Loan	SOFR+ 540 , 1.00 % Floor	08/02/25			465		464			460		(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 540 , 1.00 % Floor	08/02/25			3,239		3,224			3,201		(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 565 , 1.00 % Floor	08/02/25			196		188			186		(9)(21)(23)(31)
	First Lien Secured Debt - Revolver	SOFR+ 640 , 1.00 % Floor	08/02/25			—		( 18	)		( 6	)	(8)(9)(20)(21) (23)
								5,240			5,221
Rigel Pharmaceuticals
Rigel Pharmaceuticals, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 661 , 1.50 % Floor	09/01/27			3,000		3,020			3,000		(9)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 661 , 1.50 % Floor	09/01/27			15,000		14,979			15,000		(9)(30)
								17,999			18,000

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate (38)	Maturity Date	Par/Shares (12)		Cost (39)			Fair Value (1)(40)
Sterling Pharma
Saffron Bidco Ltd	First Lien Secured Debt - Term Loan	SOFR+ 575 , 0.75 % Floor	09/11/31		13,467		13,209			13,209		(9)(17)(32)
	First Lien Secured Debt - Delayed Draw	SON+ 575 , 0.75 % Floor	09/11/31	£	—		( 82	)		( 82	)	(8)(9)(17)(21) (23)
							13,127			13,127
Team Select
TS Investors, LLC	First Lien Secured Debt - Term Loan	SOFR+ 560 , 1.00 % Floor	05/04/29		7,056		6,930			6,950		(9)(30)(31)
	First Lien Secured Debt - Term Loan	SOFR+ 650 , 1.00 % Floor	05/04/29		2,494		2,458			2,456		(9)
	First Lien Secured Debt - Delayed Draw	SOFR+ 560 , 1.00 % Floor	05/04/29		110		104			105		(9)(21)(23)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 550 , 1.00 % Floor	11/04/25		—		( 15	)		( 35	)	(8)(9)(21)(23)
	First Lien Secured Debt - Revolver	SOFR+ 560 , 1.00 % Floor	05/04/29		—		( 5	)		( 3	)	(8)(9)(21)(23)
							9,472			9,473
TELA Bio, Inc.
TELA Bio, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 635 , 1.00 % Floor	05/01/27		13,333		13,293			13,333		(9)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 635 , 1.00 % Floor	05/01/27		—		( 1	)		—		(9)(23)
							13,292			13,333
TersSera
TerSera Therapeutics LLC	First Lien Secured Debt - Term Loan	SOFR+ 575 , 1.00 % Floor	04/04/29		16,793		16,397			16,793		(9)(28)(30)
	First Lien Secured Debt - Revolver	SOFR+ 675 , 1.00 % Floor	04/04/29		—		( 26	)		—		(9)(21)(23)
							16,371			16,793
Treace
Treace Medical Concepts, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 610 , 1.00 % Floor	04/01/27		14,583		14,539			14,583		(9)(17)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 610 , 1.00 % Floor	04/01/27		—		( 3	)		—		(9)(17)(23)
	First Lien Secured Debt - Revolver	SOFR+ 410 , 1.00 % Floor	04/01/27		400		392			400		(9)(17)(21)(23) (27)(30)
							14,928			14,983
Trillium
AHP Timberwolf Bidco Corp.	First Lien Secured Debt - Term Loan	SOFR+ 525 , 1.00 % Floor	08/06/31		8,125		7,965			7,963		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 525 , 1.00 % Floor	08/06/31		250		213			213		(9)(21)(23)(31)
							8,178			8,176
Unchained Labs
Unchained Labs, LLC	First Lien Secured Debt - Term Loan	SOFR+ 555 , 1.00 % Floor	08/09/27		1,873		1,853			1,859		(9)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 555 , 1.00 % Floor	08/09/27		2,217		2,205			2,201		(9)(30)
	First Lien Secured Debt - Revolver	SOFR+ 555 , 1.00 % Floor	08/09/27		—		( 7	)		( 5	)	(8)(9)(21)(23)
							4,051			4,055

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate (38)	Maturity Date	Par/Shares (12)			Cost (39)			Fair Value (1)(40)
US Fertility
US Fertility Enterprises, LLC	First Lien Secured Debt - Term Loan	SOFR+ 600 , 1.00 % Floor	12/21/27			3,297		3,253			3,247		(9)(31)
	First Lien Secured Debt - Term Loan	SOFR+ 670 , 1.00 % Floor	12/21/27			2,469		2,421			2,450		(9)(31)
	First Lien Secured Debt - Term Loan	SOFR+ 650 , 1.00 % Floor	12/21/27			466		462			463		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 668 , 1.00 % Floor	12/21/27			33		33			33		(9)(21)(23)(31)
								6,169			6,193
WellDyneRx, LLC
WelldyneRX, LLC	First Lien Secured Debt - Term Loan	SOFR+ 685 , 0.75 % Floor	03/09/27			17,625		17,412			17,140		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 685 , 0.75 % Floor	03/09/26			513		498			470		(9)(21)(23)(30)
								17,910			17,610
		Total Healthcare & Pharmaceuticals					$	496,414		$	496,266
High Tech Industries
Acronis AG
ACRONIS AG	First Lien Secured Debt - Term Loan	SOFR+ 595 Cash plus 1.00 % PIK, 1.00 % Floor	04/01/27	$		27,145	$	27,016		$	27,145		(9)(17)(30)
AGDATA
AGDATA Midco, LLC	First Lien Secured Debt - Term Loan	SOFR+ 475 , 0.75 % Floor	07/01/30			2,659		2,621			2,619		(9)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 475 , 0.75 % Floor	07/01/30			—		( 13	)		( 14	)	(8)(9)(21)(23)
	First Lien Secured Debt - Revolver	SOFR+ 475 , 0.75 % Floor	07/01/30			—		( 7	)		( 8	)	(8)(9)(21)(23)
								2,601			2,597
Align
RMCF V CIV L, L.P.	Common Equity - Common Stock	N/A	N/A		241 Shares			500			500		(13)(24)
American Megatrends
AMI US Holdings Inc.	First Lien Secured Debt - Term Loan	SOFR+ 535 , 1.00 % Floor	10/01/26			19,532		19,436			19,532		(9)(30)
	First Lien Secured Debt - Revolver	SOFR+ 535 , 0.00 % Floor	10/01/26			—		( 13	)		—		(9)(21)(23)
								19,423			19,532
Anaplan
Anaplan, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 525, 0.75 % Floor	06/21/29			11,301		11,301			11,301		(9)(30)
	First Lien Secured Debt - Revolver	SOFR+ 575 , 0.75 % Floor	06/21/28			—		—			—		(9)(21)(23)
								11,301			11,301
Avalara
Avalara, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 625 , 0.75 % Floor	10/19/28			9,091		9,157			9,091		(30)
	First Lien Secured Debt - Revolver	SOFR+ 625 , 0.75 % Floor	10/19/28			—		—			—		(21)(23)
								9,157			9,091

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate (38)	Maturity Date	Par/Shares (12)			Cost (39)			Fair Value (1)(40)
BarTender
Sigma Buyer LLC	First Lien Secured Debt - Term Loan	SOFR+ 550 , 0.75 % Floor	01/04/28			13,618		13,356			13,346		(9)(32)
	First Lien Secured Debt - Delayed Draw	SOFR+ 550 , 0.75 % Floor	01/04/28			—		( 74	)		( 145	)	(8)(9)(21)(23)
	First Lien Secured Debt - Revolver	SOFR+ 550 , 0.75 % Floor	01/04/28			300		270			270		(9)(21)(23)(32)
								13,552			13,471
Beeline
IQN Holding Corp.	First Lien Secured Debt - Term Loan	SOFR+ 525 , 0.75 % Floor	05/02/29			4,018		4,018			4,018		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 525 , 0.75 % Floor	05/02/28			75		75			75		(9)(21)(23)(31)
								4,093			4,093
Biamp
Biamp	First Lien Secured Debt - Term Loan	SOFR+ 500 , 1.00 % Floor	04/30/30			876		859			853		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 500 , 1.00 % Floor	04/30/30			—		( 2	)		( 3	)	(8)(9)(21)(23)
								857			850
BusPatrol
BusPatrol Holdco	First Lien Secured Debt - Term Loan	SOFR+ 600 , 1.00 % Floor	08/02/29			8,333		8,251			8,249		(9)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 600 , 1.00 % Floor	08/02/29			—		( 32	)		( 33	)	(8)(9)(23)
	First Lien Secured Debt - Revolver	SOFR+ 400 , 1.00 % Floor	08/02/29			300		285			285		(9)(21)(23)(30)
								8,504			8,501
Calero Holdings, Inc.
Telesoft Holdings, LLC	First Lien Secured Debt - Term Loan	SOFR+ 585 , 1.00 % Floor	12/16/26			21,705		21,579			21,533		(30)
	First Lien Secured Debt - Revolver	SOFR+ 585 , 1.00 % Floor	12/16/26			530		518			512		(21)(23)(30)
								22,097			22,045
ChyronHego Corporation
ChyronHego Corporation (5)	Preferred Equity - Preferred Equity	N/A	N/A		7,800 Shares			6,000			19,861		(13)(24)
ChyronHego US Holding Corporation (5)	First Lien Secured Debt - Term Loan	SOFR+ 350 , 1.75 % Floor	06/30/26			106,406		106,196			106,406		(31)
	First Lien Secured Debt - Revolver	SOFR+ 600 , 1.75 % Floor	06/30/26			9,100		9,081			9,100		(21)(23)(31)
								121,277			135,367
Dairy.com
Momentx Corporation	First Lien Secured Debt - Term Loan	SOFR+ 585 , 1.00 % Floor	06/24/27			14,930		14,781			14,801		(9)(31)
	First Lien Secured Debt - Term Loan	SOFR+ 635 , 1.00 % Floor	06/24/27			1,346		1,327			1,346		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 585 , 1.00 % Floor	06/24/27			1,257		1,244			1,246		(9)(23)(31)
								17,352			17,393

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate (38)	Maturity Date	Par/Shares (12)			Cost (39)			Fair Value (1)(40)
DigiCert
Dcert Buyer, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 400 , 0.00 % Floor	10/16/26			8,614		8,239			8,380		(10)(30)
	Second Lien Secured Debt - Term Loan	SOFR+ 700 , 0.00 % Floor	02/19/29			7,860		7,022			6,827		(10)(30)
								15,261			15,207
Digital.ai
Digital.ai Software Holdings, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 600 , 1.00 % Floor	08/10/28			22,991		22,626			22,591		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 675 , 1.00 % Floor	08/10/28			—		( 38	)		( 42	)	(8)(9)(21)(23)
								22,588			22,549
ELECTRONICS FOR IMAGING
Electronics for Imaging, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 500 , 0.00 % Floor	07/23/26			6,442		5,517			5,700		(10)(30)
G2CI
Evergreen IX Borrower 2023, LLC	First Lien Secured Debt - Term Loan	SOFR+ 475 , 0.75 % Floor	09/30/30			7,151		7,151			7,079		(9)(30)
	First Lien Secured Debt - Revolver	SOFR+ 475 , 0.75 % Floor	10/01/29			—		—			( 8	)	(8)(9)(21)(23)
								7,151			7,071
GoHealth
Norvax, LLC	First Lien Secured Debt - Revolver	SOFR+ 660 , 1.00 % Floor	06/30/25			719		714			719		(9)(21)(23)(30)
GrayMatter Systems
Genius Bidco LLC	First Lien Secured Debt - Term Loan	SOFR+ 525 , 1.00 % Floor	05/01/30			1,337		1,311			1,317		(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 525 , 1.00 % Floor	05/01/30			—		( 46	)		( 75	)	(8)(9)(21)(23)
	First Lien Secured Debt - Revolver	SOFR+ 525 , 1.00 % Floor	05/01/30			—		( 22	)		( 17	)	(8)(9)(20)(21) (23)
	Common Equity - Common Stock	N/A	N/A		773 Shares			77			73		(9)(13)(24)
								1,320			1,298
Gtreasury
G Treasury SS LLC	First Lien Secured Debt - Term Loan	SOFR+ 550 , 1.00 % Floor	06/29/29			250		246			248		(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 550 , 1.00 % Floor	06/29/29			591		575			585		(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 525 , 1.00 % Floor	12/31/25			—		( 25	)		( 14	)	(8)(9)(21)(23)
	First Lien Secured Debt - Revolver	SOFR+ 550 , 1.00 % Floor	06/29/29			—		( 4	)		( 2	)	(8)(9)(21)(23)
								792			817
International Cruise & Excursion Gallery, Inc.
International Cruise & Excursion Gallery, Inc.	First Lien Secured Debt - Term Loan	5.35 %	06/06/25			14,063		13,995			8,425		(14)(30)

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate (38)	Maturity Date	Par/Shares (12)			Cost (39)			Fair Value (1)(40)
Litify
Litify Holdings Inc.	Common Equity - Common Stock	N/A	N/A		217,892 Shares			107			379		(9)(13)(24)
Litify LLC	First Lien Secured Debt - Term Loan	SOFR+ 660 , 1.00 % Floor	02/02/29			29,167		28,462			28,510		(9)(30)
	First Lien Secured Debt - Revolver	SOFR+ 735 , 1.00 % Floor	02/02/29			—		( 18	)		( 19	)	(8)(9)(21)(23)
								28,551			28,870
Lookout
Lookout, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 625 , 3.00 % Floor	06/01/29			5,000		4,976			4,975		(9)(16)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 625 , 3.00 % Floor	06/01/29			—		( 23	)		( 25	)	(8)(9)(16)(23)
								4,953			4,950
Modern Campus
Destiny Solutions U.S., Inc.	First Lien Secured Debt - Term Loan	SOFR+ 560 , 1.00 % Floor	06/08/26			13,133		13,011			13,033		(19)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 560 , 1.00 % Floor	06/08/26			12,056		11,926			11,966		(19)(30)
RMCF IV CIV XXXV, L.P.	Common Equity - Common Stock	N/A	N/A		482 Shares			998			2,089		(13)
								25,935			27,088
MYCOM
Magnate Holding Corp.	First Lien Secured Debt - Term Loan	SOFR+ 615 , 0.50 % Floor	12/16/24			18,748		18,754			18,697		(9)(17)(31)
New Era Technology, Inc.
New Era Technology, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 640 , 1.00 % Floor	10/31/26			13,809		13,710			13,567		(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 640 , 1.00 % Floor	10/31/26			17,857		17,690			17,545		(9)(30)(31)
	First Lien Secured Debt - Revolver	SOFR+ 640 , 1.00 % Floor	10/30/26			1,385		1,372			1,355		(9)(21)(23)(31)
								32,772			32,467
New Relic
Crewline Buyer, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 675 , 1.00 % Floor	11/08/30			3,623		3,623			3,623		(9)(30)
	First Lien Secured Debt - Revolver	SOFR+ 675 , 1.00 % Floor	11/08/30			—		—			—		(9)(21)(23)
								3,623			3,623
Omada
Omada Health, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 710 , 2.50 % Floor	06/01/28			1,450		1,438			1,450		(9)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 710 , 2.50 % Floor	06/01/28			—		( 11	)		—		(9)(23)
	First Lien Secured Debt - Revolver	SOFR+ 410 , 2.50 % Floor	06/01/28			5		4			5		(9)(21)(23)(30)
								1,431			1,455
Pro Vigil
Pro-Vigil Holding Company, LLC	First Lien Secured Debt - Term Loan	SOFR+ 860 , 1.00 % Floor	01/11/26			7,720		7,649			7,581		(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 860 , 1.00 % Floor	01/11/26			18,839		18,603			18,441		(9)(21)(23)(30) (31)
								26,252			26,022

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate (38)	Maturity Date	Par/Shares (12)		Cost (39)			Fair Value (1)(40)
Riverbed Technology, Inc.
Riverbed Technology, Inc.	First Lien Secured Debt - Revolver	6.00 %	04/03/28		—		( 5	)		( 6	)	(8)(14)(21)(23)
Schlesinger Group
Schlesinger Global, LLC	First Lien Secured Debt - Term Loan	SOFR+ 275 Cash plus 5.60 % PIK, 1.00 % Floor	07/12/25		10,728		10,732			10,691		(9)(30)
	First Lien Secured Debt - Term Loan	SOFR+- 285 Cash plus 5.60 % PIK, 1.00 % Floor	07/12/25		991		988			988		(9)(30)
							11,720			11,679
Simeio
Simeio Group Holdings, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 310 Cash plus 4.00 % PIK, 1.00 % Floor	02/02/26		8,128		8,100			7,945		(9)(30)
	First Lien Secured Debt - Revolver	SOFR+ 310 Cash plus 4.00 % PIK, 1.00 % Floor	02/02/26		882		879			862		(9)(23)(30)
							8,979			8,807
Texada
Texada Software LLC	First Lien Secured Debt - Term Loan	SOFR+ 550 , 1.00 % Floor	04/30/30		6,923		6,790			6,785		(9)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 550 , 1.00 % Floor	04/30/30		—		( 19	)		( 41	)	(8)(9)(21)(23)
	First Lien Secured Debt - Revolver	SOFR+ 550 , 1.00 % Floor	04/30/30		—		( 19	)		( 21	)	(8)(9)(21)(23)
							6,752			6,723
Uplight
Uplight, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 610 , 4.00 % Floor	06/01/29		10,000		9,904			9,900		(9)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 600 , 4.00 % Floor	06/01/29		—		—			( 100	)	(8)(9)(23)
	First Lien Secured Debt - Revolver	SOFR+ 360 , 4.00 % Floor	06/01/29		—		—			( 10	)	(8)(9)(21)(23)
							9,904			9,790
Wolfspeed
Wolfspeed, Inc.	First Lien Secured Debt - Corporate Bond	9.88 %	06/23/30		11,000		10,707			10,691		(9)(17)
Zendesk
Zendesk, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 500 , 0.75 % Floor	11/22/28		7,568		7,568			7,549		(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 500 , 0.75 % Floor	11/22/28		—		—			( 5	)	(8)(9)(21)(23)
	First Lien Secured Debt - Revolver	SOFR+ 500 , 0.75 % Floor	11/22/28		—		—			( 2	)	(8)(9)(20)(21) (23)
							7,568			7,542
Zinnia
Zinnia Corporate Holdings, LLC	First Lien Secured Debt - Term Loan	SOFR+ 800 , 2.00 % Floor	09/23/29		17,647		17,295			17,294		(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 800 , 2.00 % Floor	09/23/29		—		( 24	)		( 47	)	(8)(9)(23)
							17,271			17,247
		Total High Tech Industries				$	540,235		$	549,317
Hotel, Gaming, Leisure, Restaurants
Cave
Cave Enterprises Operations, LLC	First Lien Secured Debt - Term Loan	SOFR+ 660 , 1.50 % Floor	08/09/28	$	8,573	$	8,440		$	8,573		(9)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 660 , 1.50 % Floor	08/09/28		—		( 1	)		—		(9)(23)
							8,439			8,573

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate (38)	Maturity Date	Par/Shares (12)		Cost (39)			Fair Value (1)(40)
CircusTrix
CircusTrix Holdings LLC	First Lien Secured Debt - Term Loan	SOFR+ 650 , 1.00 % Floor	07/18/28		990		970			990		(9)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 650 , 1.00 % Floor	07/18/28		2,394		2,342			2,394		(9)(21)(23)(30)
	First Lien Secured Debt - Revolver	SOFR+ 650 , 1.00 % Floor	07/18/28		400		381			400		(9)(21)(23)(30)
							3,693			3,784
Guernsey
Guernsey Holdings SDI LA LLC	First Lien Secured Debt - Term Loan	6.95 %	11/18/26		1,724		1,716			1,647		(9)
	First Lien Secured Debt - Delayed Draw	SOFR+ 595 , 1.00 % Floor	11/18/26		—		( 1	)		—		(9)(23)
							1,715			1,647
Munson
Munson Buffalo Restaurant Group LLC	First Lien Secured Debt - Term Loan	SOFR+ 625 , 1.00 % Floor	05/31/29		3,512		3,462			3,477		(9)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 625 , 1.00 % Floor	05/31/29		5,094		5,022			5,029		(9)(21)(23)(30)
							8,484			8,506
PARS Group LLC
PARS Group LLC	First Lien Secured Debt - Term Loan	SOFR+ 685 , 1.50 % Floor	04/03/28		8,912		8,817			8,801		(9)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 685 , 1.50 % Floor	04/03/28		—		—			( 12	)	(8)(9)(23)
							8,817			8,789
Peloton
Peloton Interactive, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 600 , 0.00 % Floor	05/30/29		1,496		1,498			1,505		(10)(17)(30)
Taco Cabana
YTC Enterprises, LLC	First Lien Secured Debt - Term Loan	SOFR+ 636 , 1.00 % Floor	08/16/26		9,088		9,037			8,860		(9)(30)
		Total Hotel, Gaming, Leisure, Restaurants				$	41,683		$	41,664
Insurance
High Street Insurance
High Street Buyer, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 540 , 0.75 % Floor	04/14/28	$	10,126	$	10,009		$	10,075		(9)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 540 , 0.75 % Floor	04/14/28		19,229		19,026			19,133		(9)(30)
	First Lien Secured Debt - Revolver	SOFR+ 590 , 0.75 % Floor	04/16/27		—		( 19	)		( 11	)	(8)(9)(21)(23)
							29,016			29,197
PGM Holdings Corporation
Turbo Buyer, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 625 , 1.00 % Floor	12/02/25		16,725		16,610			16,391		(9)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 625 , 1.00 % Floor	12/02/25		2,015		1,999			1,975		(9)(30)
	First Lien Secured Debt - Revolver	SOFR+ 625 , 1.00 % Floor	12/02/25		462		457			443		(9)(21)(23)(30) (31)
							19,066			18,809
		Total Insurance				$	48,082		$	48,006

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate (38)	Maturity Date	Par/Shares (12)			Cost (39)			Fair Value (1)(40)
Manufacturing, Capital Equipment
AVAD, LLC
Surf Opco, LLC	First Lien Secured Debt - Term Loan	SOFR+ 411 , 1.00 % Floor	09/10/26	$		9,633	$	14,921		$	9,633		(9)(16)(30)
	First Lien Secured Debt - Revolver	SOFR+ 411 , 1.00 % Floor	03/17/26			14,917		14,874			14,917		(9)(16)(20)(21) (23)(30)
	First Lien Secured Debt - Revolver	SOFR+ 400 , 1.00 % Floor	09/10/26			—		—			—		(9)(21)(23)
	Preferred Equity - Class P-1 Preferred	N/A	N/A		13,195 Shares			1,714			3,485		(9)(13)(16)
	Common Equity - Class A-1 Common	N/A	N/A		3,333 Shares			—			150		(9)(13)(16)
								31,509			28,185
Carlisle Fluid Technologies
LSF12 Donnelly Bidco, LLC	First Lien Secured Debt - Term Loan	SOFR+ 650 , 1.00 % Floor	10/02/29			14,850		14,523			14,586		(9)(30)
Circor
Cube Industrials Buyer, Inc./Cube A&D Buyer Inc.	First Lien Secured Debt - Term Loan	SOFR+ 600 , 1.00 % Floor	10/18/30			5,282		5,269			5,334		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 600 , 1.00 % Floor	10/18/29			—		( 12	)		—		(9)(20)(21)(23)
								5,257			5,334
International Wire Group
IW Buyer LLC	First Lien Secured Debt - Term Loan	SOFR+ 510 , 1.00 % Floor	06/28/29			2,793		2,738			2,766		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 510 , 1.00 % Floor	06/28/29			—		( 9	)		( 4	)	(8)(9)(20)(21) (23)
								2,729			2,762
JPW
JPW Industries Holding Corporation	First Lien Secured Debt - Term Loan	SOFR+ 588 , 2.00 % Floor	11/22/28			2,469		2,469			2,456		(9)(31)
Kauffman
Kauffman Holdco, LLC	Common Equity - Common Stock	N/A	N/A		250,000 Shares			250			53		(9)(13)
Kauffman Intermediate, LLC	First Lien Secured Debt - Term Loan	SOFR+ 550 PIK plus 1.00 % Cash, 1.00 % Floor	05/08/25			16,353		16,301			15,435		(9)(31)(32)
	First Lien Secured Debt - Revolver	SOFR+ 550 PIK plus 1.00 % Cash, 1.00 % Floor	05/08/25			1,235		1,246			1,165		(9)(21)(23)(31) (32)
								17,797			16,653
MedPlast Holdings Inc.
Viant Medical Holdings, Inc. (fka MedPlast Holdings, Inc.)	Second Lien Secured Debt - Term Loan	SOFR+ 786 , 0.00 % Floor	07/02/26			8,000		7,985			8,000		(10)(30)
US MetalCo Holdings
US MetalCo Holdings LLC	First Lien Secured Debt - Term Loan	SOFR+ 550 , 1.00 % Floor	10/31/29			13,645		13,372			13,372		(9)(16)(31)
	First Lien Secured Debt - Revolver	SOFR+ 550 , 1.00 % Floor	10/31/29			—		( 26	)		( 26	)	(8)(9)(16)(21)(23)
								13,346			13,346
		Total Manufacturing, Capital Equipment					$	95,615		$	91,322

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate (38)	Maturity Date	Par/Shares (12)			Cost (39)			Fair Value (1)(40)
Media - Diversified & Production
DHX
WildBrain Ltd.	First Lien Secured Debt - Term Loan	SOFR+ 600 , 0.50 % Floor	07/23/29	$		13,520	$	13,258		$	13,250		(9)(17)(31)
	First Lien Secured Debt - Revolver	SOFR+ 600 , 0.50 % Floor	07/23/29			759		731			730		(9)(17)(21)(23) (30)(31)
		Total Media – Diversified & Production					$	13,989		$	13,980
Retail
EG Group
EG Global Finance PLC	First Lien Secured Debt - Corporate Bond	SOFR+ 750 , 0.50 % Floor	11/30/28	$		6,267	$	6,445		$	6,455		(17)(31)
IPS
SI Holdings, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 585 , 1.00 % Floor	12/31/27			30,548		30,451			30,353		(9)(31)
	First Lien Secured Debt - Term Loan	SOFR+ 600 , 1.00 % Floor	12/31/27			2,083		2,063			2,070		(9)(30)
	First Lien Secured Debt - Term Loan	SOFR+ 610 , 1.00 % Floor	12/31/27			2,083		2,063			2,070		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 600 , 1.00 % Floor	12/31/27			—		( 8	)		( 7	)	(8)(9)(21)(23)
	First Lien Secured Debt - Revolver	SOFR+ 610 , 1.00 % Floor	12/31/27			—		—			( 27	)	(8)(9)(21)(23)
								34,569			34,459
PetSmart
PetSmart LLC	First Lien Secured Debt - Term Loan	SOFR+ 375 , 0.75 % Floor	02/11/28			8,984		8,957			8,920		(10)(30)

PetSmart Inc / PetSmart Finance Corp	Unsecured Debt - Corporate Bond	7.75 %	02/15/29			2,000		1,956			1,976		(10)
		Total Retail					$	51,927		$	51,810
Telecommunications
Cablevision Systems
CSC Holdings, LLC	First Lien Secured Debt - Term Loan	SOFR+ 450 , 0.00 % Floor	01/18/28	$		986	$	955		$	960		(10)(17)(30)
	First Lien Secured Debt - Revolver	SOFR+ 225 , 0.00 % Floor	07/13/27			—		( 16	)		( 10	)	(8)(10)(17)(23)
	Unsecured Debt - Corporate Bond	4.13 %	12/01/30			2,000		1,390			1,457		(10)(17)
								2,329			2,407
CommScope
Commscope, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 325 , 0.00 % Floor	04/06/26			7,046		6,537			6,811		(10)(17)(30)
Global Eagle
Anuvu Corp. (fka GEE Acquisition Holdings Corp.)	Common Equity - Common Stock	N/A	N/A		211,026 Shares			—			—		(13)
Anuvu Holdings 2 LLC (fka GEE Holdings 2 LLC)	First Lien Secured Debt - Term Loan	4.00 %	09/27/27			4,899		4,211			4,213		(14)
	First Lien Secured Debt - Term Loan	8.25 %	03/23/26			4,616		2,221			1,812		(14)
								6,432			6,025

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate (38)	Maturity Date	Par/Shares (12)		Cost (39)			Fair Value (1)(40)
MCA
Mobile Communications America, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 525 , 1.00 % Floor	10/16/29		2,481		2,426			2,475		(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 525 , 1.00 % Floor	10/16/29		1,159		1,072			1,138		(9)(21)(23)(31)
	First Lien Secured Debt - Revolver	SOFR+ 525 , 1.00 % Floor	10/16/29		—		( 29	)		( 3	)	(8)(9)(21)(23)
							3,469			3,610
Mitel Networks
MLN US Holdco LLC	First Lien Secured Debt - Term Loan	6.44 %	10/18/27		1,021		931			813		(14)(17)(31)
	Second Lien Secured Debt - Term Loan	6.70 %	10/18/27		6,092		3,111			2,574		(14)(17)
							4,042			3,387
Securus Technologies Holdings, Inc.
Securus Technologies Holdings, Inc.	Second Lien Secured Debt - Term Loan	SOFR+ 126 Cash plus 8.05 % PIK, 1.00 % Floor	11/01/25		7,724		7,703			5,561		(30)
US TELEPACIFIC CORP
U.S. TelePacific Corp.	Third Lien Secured Debt - Term Loan	0.00 %	05/02/27		638		—			—		(14)
		Total Telecommunications				$	30,512		$	27,801
Transportation - Cargo, Distribution
Beacon Mobility
Beacon Mobility Corp.	First Lien Secured Debt - Term Loan	SOFR+ 635 , 1.00 % Floor	12/31/25	$	12,804	$	12,772		$	12,702		(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 635 , 1.00 % Floor	12/31/25		23,908		23,900			23,716		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 535 , 1.00 % Floor	12/31/25		2,731		2,706			2,699		(9)(20)(21)(23) (31)
	First Lien Secured Debt - Revolver	4.10 %	05/22/25		—		—			—		(9)(22)(23)
							39,378			39,117
Boasso
Channelside AcquisitionCo, Inc. (fka Gruden Acquisition, Inc.)	First Lien Secured Debt - Term Loan	SOFR+ 475 , 0.75 % Floor	06/30/28		3,551		3,543			3,542		(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 475 , 0.75 % Floor	06/30/28		—		—			—		(9)(21)(23)
	First Lien Secured Debt - Revolver	SOFR+ 475 , 0.75 % Floor	07/01/26		89		88			88		(9)(20)(21)(23) (32)
							3,631			3,630
Camin Cargo
Camin Cargo Control Holdings, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 600 , 1.00 % Floor	12/07/29		993		972			976		(9)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 600 , 1.00 % Floor	12/07/29		—		( 27	)		( 50	)	(8)(9)(21)(23)
	First Lien Secured Debt - Revolver	SOFR+ 600 , 1.00 % Floor	12/07/29		500		480			483		(9)(21)(23)(28) (30)(31)
							1,425			1,409
Heniff and Superior
Heniff Holdco, LLC	First Lien Secured Debt - Term Loan	SOFR+ 585 , 1.00 % Floor	12/03/26		29,210		28,995			29,137		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 585 , 1.00 % Floor	12/03/24		2,780		2,777			2,780		(9)(21)(23)(30)
							31,772			31,917

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate (38)	Maturity Date	Par/Shares (12)			Cost (39)			Fair Value (1)(40)
IronClad
Ironhorse Purchaser, LLC	First Lien Secured Debt - Term Loan	SOFR+ 525 , 1.00 % Floor	09/30/27			3,044		2,995			2,984		(9)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 650 , 1.00 % Floor	09/30/27			—		( 23	)		( 29	)	(8)(9)(21)(23)
	First Lien Secured Debt - Revolver	SOFR+ 525 , 1.00 % Floor	09/30/27			193		185			184		(9)(20)(21)(23) (30)
								3,157			3,139
Meritus Gas Partners
MGP Holdings III Corp.	First Lien Secured Debt - Term Loan	SOFR+ 525 , 1.00 % Floor	03/01/30			7,866		7,720			7,748		(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 525 , 1.00 % Floor	03/01/30			966		945			946		(9)(21)(23)(31)
	First Lien Secured Debt - Revolver	SOFR+ 525 , 1.00 % Floor	03/01/30			—		( 14	)		( 12	)	(8)(9)(21)(23)
								8,651			8,682
		Total Transportation – Cargo, Distribution					$	88,014		$	87,894
Utilities - Electric
Congruex
Congruex Group LLC	First Lien Secured Debt - Term Loan	SOFR+ 590 , 0.75 % Floor	05/03/29	$		14,662	$	14,416		$	13,636		(9)(31)
		Total Utilities – Electric					$	14,416		$	13,636
Wholesale
Banner Solutions
Banner Buyer, LLC	First Lien Secured Debt - Term Loan	SOFR+ 590 Cash plus 0.50 % PIK, 1.00 % Floor	10/31/25	$		11,984	$	11,941		$	11,832		(9)(31)
	First Lien Secured Debt - Term Loan	SOFR+ 625 , 1.00 % Floor	10/31/25			—		—			—		(9)(30)
	First Lien Secured Debt - Delayed Draw	SOFR+ 590 , 1.00 % Floor	10/31/25			2,925		2,911			2,888		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 590 Cash plus 0.50 % PIK, 0.00 % Floor	10/31/25			387		379			363		(9)(21)(23)(31)
Banner Parent Holdings, Inc.	Common Equity - Common Stock	N/A	N/A		6,125 Shares			613			319		(9)(13)
								15,844			15,402
ORS Nasco
WC ORS Buyer, Inc.	First Lien Secured Debt - Term Loan	SOFR+ 500 , 0.75 % Floor	08/07/31			25,345		24,970			24,965		(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 500 , 0.75 % Floor	08/07/31			—		( 35	)		( 36	)	(8)(9)(21)(23)
	First Lien Secured Debt - Revolver	SOFR+ 500 , 0.75 % Floor	08/07/31			676		605			603		(9)(21)(23)(28) (31)
WC ORS Holdings, L.P.	Common Equity - Common Stock	N/A	N/A		100,000 Shares			100			100		(9)(13)(24)
								25,640			25,632

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate (38)	Maturity Date	Par/Shares (12)			Cost (39)		Fair Value (1)(40)
Thomas Scientific
BSP-TS, LP	Preferred Equity - Preferred Equity	N/A	N/A		17 Shares			17		19	(9)(13)(24)
	Common Equity - Common Stock	N/A	N/A		185 Shares			185		100	(9)(13)
Thomas Scientific, LLC	First Lien Secured Debt - Term Loan	SOFR+ 640 , 1.00 % Floor	12/14/27			25,933		25,608		25,477	(9)(31)
	First Lien Secured Debt - Delayed Draw	SOFR+ 640 , 1.00 % Floor	12/14/27			5,081		5,019		4,992	(9)(31)
	First Lien Secured Debt - Revolver	P+ 525	12/14/27			2,222		2,190		2,169	(9)(20)(21)(23) (28)(31)
								33,019		32,757
US LBM
LBM Acquisition, LLC	First Lien Secured Debt - Term Loan	SOFR+ 375 , 0.75 % Floor	12/17/27			1,391		1,383		1,384	(10)(30)
		Total Wholesale					$	75,886	$	75,175
Total Investments before Cash Equivalents							$	3,228,580	$	3,027,094
J.P. Morgan U.S. Government Money Market Fund		N/A	N/A			145	$	145	$	145	(37)
Goldman Sachs Financial Square Government Fund		N/A	N/A			1,418	$	1,418	$	1,418	(37)
Total Investments after Cash Equivalents							$	3,230,143	$	3,028,657	(6)(7)

(1)

Fair value is determined in good faith subject to the oversight of the Board of Directors of the Company (See Note 2 to the consolidated financial statements).

(2)

Preferred and ordinary shares in Solarplicity UK Holdings Limited are GBP denominated equity investments.

(3)

Denotes investments in which the Company owns greater than 25 % of the equity, where the governing documents of each entity preclude the Company from exercising a controlling influence over the management or policies of such entity. The Company does not have the right to elect or appoint more than 25 % of the directors or another party has the right to elect or appoint more directors than the Company and has the right to appoint certain members of senior management. Therefore, the Company has determined that these entities are not controlled affiliates. As of September 30, 2024 , we had a 100 % equity ownership interest in Golden Bear 2016-R, LLC, a collateralized loan obligation.

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)

(4)

Denotes investments in which we are an “Affiliated Person,” as defined in the Investment Company Act of 1940, as amended (the "1940 Act"), due to holding the power to vote or owning 5 % or more of the outstanding voting securities of the investment but not controlling the company. Fair value as of December 31, 2023 and September 30, 2024 along with transactions during the nine months ended September 30, 2024 in these affiliated investments are as follows:


Name of Issuer	Fair Value at December 31, 2023			Gross Additions ●			Gross Reductions ■				Net Change in Unrealized Gains (Losses)				Fair Value at September 30, 2024			Net Realized Gains (Losses)			Interest/ Dividend/ Other Income
1244311 B.C. Ltd., Common Stock	$	1,087	$		—	$		—		$		( 865	)	$		222	$		—	$		—
1244311 B.C. Ltd., Term Loan		3,740			102			( 23	)			103				3,922			—			278
Auto Pool 2023 Trust (Del. Stat. Trust)		30,621			2,533			( 5,904	)			( 8,383	)			18,867			—			—
Blue Jay Transit Inc., Term Loan		—			22,145			( 1,500	)			295				20,940			—			1,311
Bird Scooter Acquisition Corp.		—			366			—				7				373			—			4
Carbonfree Chemicals Holdings LLC, Common Stock		18,727			—			—				284				19,011			—			—
FC2 LLC, Term Loan		12,501			—			—				( 45	)			12,456			—			610
FC2 LLC, Common Stock		—			—			—				—				—			—			—
Golden Bear 2016-R, LLC, Membership Interests		10,712			—			( 1,677	)			628				9,663			—			476
Pelican Energy, LLC, Common Stock		140			—			—				( 13	)			127			—			—
	$	77,528	$		25,146	$		( 9,104	)	$		( 7,989	)	$		85,581	$		—	$		2,679

•

Gross additions includes increases in the basis of investments resulting from new portfolio investments, payment-in-kind interest or dividends, the accretion of discounts, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company into this category from a different category.

▪

Gross reductions include decreases in the basis of investments resulting from principal collections related to investment repayments or sales, the amortization of premiums, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company out of this category into a different category.

(5)

Denotes investments in which we are deemed to exercise a controlling influence over the management or policies of a company, as defined in the 1940 Act, due to beneficially owning, either directly or through one or more controlled companies, more than 25 % of the outstanding voting securities of the investment. Fair value as of December 31, 2023 and September 30, 2024 along with transactions during the nine months ended September 30, 2024 in these controlled investments are as follows:


Name of Issuer	Fair Value at December 31, 2023			Gross Additions ●			Gross Reductions ■				Net Change in Unrealized Gains (Losses)				Fair Value at September 30, 2024			Net Realized Gains (Losses)				Interest/ Dividend/ Other Income
Majority Owned Company
ChyronHego Corporation, Preferred Equity	$	20,628	$		—	$		—		$		( 767	)	$		19,861	$		—		$		—
ChyronHego US Holding Corporation, Term Loan		106,906			—			( 494	)			( 6	)			106,406			—				7,192
ChyronHego US Holding Corporation, Revolver		1,300			7,780			—				20				9,100			—				385
Merx Aviation Finance, LLC, Letter of Credit		—			—			—				—				—			—				—
Merx Aviation Finance, LLC, Membership Interests		117,043			—			—				6,230				123,273			—				—
Merx Aviation Finance, LLC, Revolver		74,076			—			( 14,500	)			( 1	)			59,575			—				5,122
MSEA Tankers LLC, Class A Units		45			—			( 91	)			15,746				—			( 15,700	)			—
Controlled Company
SHD Oil & Gas, LLC, Series C Units		346			—			—				( 101	)			245			—				—
SHD Oil & Gas, LLC, Series A Units		—			—			—				—				—			—				—
	$	320,344	$		7,780	$		( 15,085	)	$		21,121		$		318,460	$		( 15,700	)	$		12,699

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)

•

▪

As of September 30, 2024 , the Company had a 87 %, 100 % and 38 % equity ownership interest in ChyronHego Corporation; Merx Aviation Finance, LLC; and SHD Oil & Gas, LLC ( f/k/a Spotted Hawk Development LLC), respectively.

(6)

Aggregate gross unrealized gain and loss for federal income tax purposes is $ 43,731 and $ 307,291 , respectively. Net unrealized loss is $ 263,560 based on a tax cost of $ 3,290,654 .

(7)

Substantially all securities are pledged as collateral to the Company's credit facilities (see Note 6 to the consolidated financial statements). For investments that 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. As such, these securities are not available as collateral to our general creditors.

(8)

The negative fair value is the result of the commitment being valued below par.

(9)

These are co-investments made with the Company’s affiliates in accordance with the terms of the exemptive order the Company received from the Securities and Exchange Commission (the “SEC”) permitting us to do so. (See Note 3 to the consolidated financial statements for discussion of the exemptive order from the SEC.)

(10)

Other than the investments noted by this footnote, the fair value of the Company’s investments is determined using unobservable inputs that are significant to the overall fair value measurement. See Note 2 to the consolidated financial statements for more information regarding ASC 820, Fair Value Measurements (“ASC 820”).

(11)

The investment have a maturity date prior to the end of the current period. Additional proceeds are expected from Solarplicity Group after the resolution of bankruptcy proceedings, or other corporate actions, at each respective issuer.

(12)

Par amount is denominated in USD unless otherwise noted, British Pound (“£”). Par amount represents funded commitments. See Note 23 in the Consolidated Schedule of Investments and Note 8 to the consolidated financial statements for further information on undrawn revolving and delayed draw loan commitments, including commitments to issue letters of credit through a financial intermediary on behalf of certain portfolio companies.

(13)

Non-income producing security.

(14)

Non-accrual status (See Note 2 to the consolidated financial statements).

(15)

The underlying investments of AIC SPV Holdings II, LLC is a securitization in which the Company owns preferred shares representing 14.25 % economic interest.

(16)

AIC Spotted Hawk Holdings, LLC, AIC SHD Holdings, LLC, AIC Pelican Holdings, LLC, AIC SB Holdings LLC and AP Surf Investments, LLC, MFIC Ostrich SPV LLC, MFIC Omada SPV LLC, MFIC Amplify SPV LLC, and MFIC Transformer SPV LLC are wholly-owned special purpose vehicles which only hold investments of the underlying portfolio companies and have no other significant assets or liabilities. AIC Spotted Hawk Holdings, LLC holds equity and debt investments in SHD Oil & Gas, LLC. AIC SHD Holdings LLC holds equity investments in SHD Oil & Gas, LLC. and equity investments in both Carbonfree Chemicals Holdings, LLC and Carbonfree Chemicals SA, LLC. AIC Pelican Holdings, LLC holds an equity investment in Pelican Energy, LLC. AP Surf Investments, LLC holds equity investments in Surf Opco, LLC. AIC SB Holdings LLC holds equity investments in Gainline Galaxy Holdings LLC. MFIC Ostrich SPV LLC holds investments in Excelligence Learning Corporation. MFIC Omada SPV LLC holds investments in Lookout, Inc. MFIC Amplify SPV LLC holds investments in US MetalCo Holdings LLC. MFIC Transformer SPV LLC holds investments in SEV Intermediate Holdco, LLC.

(17)

Investments that the Company has determined are not “qualifying assets” under Section 55(a) of the 1940 Act. Under the 1940 Act, we may not acquire any non-qualifying asset unless, at the time such acquisition is made, qualifying assets represent at least 70 % of our total assets. The status of these assets under the 1940 Act is subject to change. The Company monitors the status of these assets on an ongoing basis. As of September 30, 2024 , non-qualifying assets represented approximately 8.3 % of the total assets of the Company.

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)

(18)

The maturity date for these investments are expected to be extended past September 30, 2024 . The final terms of the extension are still under negotiation between the Company and the respective portfolio company.

(19)

In addition to the interest earned based on the stated rate of this loan, the Company may be entitled to receive additional interest as a result of its arrangement with other lenders in a syndication.

(20)

As of September 30, 2024 , there were letters of credit issued and outstanding through the Company under this first lien senior secured revolving loan.

(21)

The undrawn portion of these committed revolvers and delayed draw term loans includes a commitment and unused fee rate.

(22)

A letter of credit associated with this investment has been issued through the Company’s Senior Secured Facility. In the event of draw of funds the related funding would be pro-rated for all existing lenders in the investment.

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)

(23)

As of September 30, 2024, the Company had the following commitments to fund various revolving and delayed draw senior secured and subordinated loans, including commitments to issue letters of credit through a financial intermediary on behalf of certain portfolio companies. Such commitments are subject to the satisfaction of certain conditions set forth in the documents governing these loans and letters of credit and there can be no assurance that such conditions will be satisfied. See Note 8 to the consolidated financial statements for further information on revolving and delayed draw loan commitments, including commitments to issue letters of credit, related to certain portfolio companies.


Name of Issuer	Total Commitment			Drawn Commitment			Letters of Credit **			Undrawn Commitment
ACP Avenu Buyer, LLC	$	3,999	$		167	$		—	$		3,832
AGDATA Midco, LLC		2,334			—			—			2,334
AHP Timberwolf Bidco Corp.		1,875			250			—			1,625
AMI US Holdings Inc.		2,907			—			—			2,907
Accelerate360 Holdings, LLC		1,527			1,382			—			145
Acentra Holdings, LLC (fka CNSI Holdings, LLC)		2,000			133			—			1,867
Activ Software Holdings, LLC		2,407			—			—			2,407
Alcami Corporation		1,096			—			—			1,096
Alcresta Therapeutics Inc.		7,529			—			—			7,529
All Star Recruiting Locums, LLC		3,043			—			—			3,043
Alpinex Opco, LLC		1,489			1,102			—			387
American Restoration Holdings, LLC		7,244			389			—			6,855
Anaplan, Inc.		699			—			—			699
Aspen Aerogels, Inc.		100			43			—			57
Athlete Buyer, LLC		1,129			652			—			477
August Bioservices, LLC		3,500			—			—			3,500
Avalara, Inc.		909			—			—			909
Banner Buyer, LLC		1,935			387			—			1,548
Beacon Mobility Corp.		59,145			2,731			10,230			46,184
Berner Food & Beverage, LLC		2,881			2,126			—			755
Biamp		120			—			—			120
Bingo Group Buyer, Inc.		2,973			25			—			2,948
Blue Jay Transit Inc.		667			—			—			667
Bullcave Limited		5,526			1,105			—			4,421
BusPatrol Holdco		4,833			300			—			4,533
CRS Holdings, Inc.		8,000			—			125			7,875
CSC Holdings, LLC		100			—			—			100
Camin Cargo Control Holdings, Inc.		4,000			500			—			3,500
Cave Enterprises Operations, LLC		1,333			—			—			1,333
Celerion Buyer, Inc.		1,918			—			—			1,918
Cerus Corporation		5,000			704			—			4,296
Channelside AcquisitionCo, Inc. (fka Gruden Acquisition, Inc.)		396			89			73			234
ChyronHego US Holding Corporation		10,000			9,100			—			900
CircusTrix Holdings LLC		1,600			400			—			1,200
Club Car Wash Operating, LLC		9,875			—			—			9,875
Club Champion LLC		1,808			422			—			1,386
Colonnade Parent Inc (fka Naviga Inc.)		500			500			—			—
Compu-Link Corporation (dba Celink)		2,883			—			—			2,883
Coretrust Purchasing Group LLC (HPG Enterprises LLC)		1,805			—			—			1,805
Crewline Buyer, Inc.		377			—			—			377
Cube Industrials Buyer, Inc./Cube A&D Buyer Inc.		828			—			219			609
Digital.ai Software Holdings, Inc.		2,419			—			—			2,419
Distinct Holdings Inc		1,758			—			—			1,758
Eagle Purchaser, Inc.		1,105			658			—			447
Eldrickco Limited*		7,624			475			—			7,149
EmpiRx Health LLC		909			—			227			682
Evergreen IX Borrower 2023, LLC		795			—			—			795
Evoriel*		872			—			—			872
ExactCare Parent, Inc.		1,967			—			—			1,967
Excelligence Learning Corporation		2,466			—			201			2,265
G Treasury SS LLC		1,659			—			—			1,659
G&A Partners Holding Company II, LLC		6,184			—			—			6,184

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)


Name of Issuer	Total Commitment		Drawn Commitment		Letters of Credit **		Undrawn Commitment
GAT-Airline Ground Support Inc		4,127		—		—		4,127
GI Apple Midco LLC		1,262		198		4		1,060
GS SEER Group Borrower LLC		1,142		—		—		1,142
Gabriel Partners, LLC		665		665		—		—
Gateway US Holdings, Inc.		416		—		—		416
Generator Buyer, Inc.*		3,574		—		—		3,574
Genius Bidco LLC		6,160		—		77		6,083
Go Car Wash Management Corp.		417		—		—		417
Graffiti Buyer, Inc.		4,973		653		—		4,320
Green Grass Foods, Inc.		1,250		—		—		1,250
Guernsey Holdings SDI LA LLC		1,167		—		—		1,167
HEF Safety Ultimate Holdings, LLC		7,500		400		—		7,100
HRO (Hero Digital) Holdings, LLC		8,266		2,519		31		5,716
Health Management Associates Superholdings, Inc.		640		43		5		592
Heniff Holdco, LLC		3,925		2,780		—		1,145
Heritage Environmental Services, Inc.		242		—		4		238
High Street Buyer, Inc.		2,203		—		—		2,203
Hive Intermediate, LLC		2,325		843		—		1,482
HomeRenew Buyer, Inc.		2,065		2,065		—		—
IQN Holding Corp.		321		75		—		246
IW Buyer LLC		393		—		9		384
Ironhorse Purchaser, LLC		1,932		193		13		1,726
JF Acquisition, LLC		1,569		879		—		690
Jacent Strategic Merchandising		3,500		1,564		—		1,936
KL Charlie Acquisition Company		1,962		—		—		1,962
Kauffman Intermediate, LLC		1,243		1,235		—		8
Kure Pain Holdings, Inc.		2,654		—		—		2,654
LS Clinical Services Holdings, Inc.		1,875		1,576		—		299
Lash OpCo, LLC		1,652		1,652		—		—
LendingPoint LLC		23,417		12,469		—		10,948
Lifelong Learner Holdings, LLC		597		448		—		149
Litify LLC		833		—		—		833
Lookout, Inc.		5,000		—		—		5,000
Lotus Topco Inc.		2,059		—		—		2,059
M&M OPCO, LLC		476		—		—		476
MGP Holdings III Corp.		1,126		—		—		1,126
Marlin DTC-LS Midco 2, LLC		685		—		—		685
Maxor National Pharmacy Services, LLC		1,530		—		—		1,530
Medical Guardian, LLC		3,810		—		—		3,810
Merx Aviation Finance, LLC		65,752		59,575		6,177		—
Midwest Vision Partners Management, LLC		612		612		—		—
Mobile Communications America, Inc.		8,838		—		—		8,838
Momentx Corporation		1,257		1,257		—		—
Munson Buffalo Restaurant Group LLC		1,375		—		—		1,375
NPPI Buyer, LLC		7,895		—		—		7,895
New Era Technology, Inc.		1,731		1,385		—		346
Norvax, LLC		1,591		719		—		872
OMH-Healthedge Holdings, Inc.		1,075		—		—		1,075
Omada Health, Inc.		1,550		5		—		1,545
Orion Buyer, LLC		3,081		—		—		3,081
PARS Group LLC		952		—		—		952
PHOENIX YW BUYER, INC.		1,136		—		—		1,136
PHS Buyer, Inc.		2,000		1,392		—		608
Pace Health Companies, LLC		1,400		—		118		1,282
Paladone Group Bidco Limited		1,413		1,036		—		377

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)


Name of Issuer	Total Commitment			Drawn Commitment			Letters of Credit **			Undrawn Commitment
Paladone Group Bidco Limited*		472			—			—			472
Patriot Foods Buyer, Inc.		750			—			—			750
Pave America Interco, LLC (f/k/a Pavement Partners Interco, LLC)		1,995			1,621			—			374
Pavement Preservation Acquisition, LLC		3,448			—			—			3,448
Poly-Wood, LLC		818			—			—			818
Precision Refrigeration & Air Conditioning LLC		1,705			1,477			—			228
Pro-Vigil Holding Company, LLC		3,248			—			—			3,248
Project Comfort Buyer, Inc.		1,731			—			—			1,731
Protein For Pets Opco, LLC		896			—			—			896
Purchasing Power Funding I, LLC		9,112			2,521			—			6,591
R.F. Fager Company, LLC		2,062			23			—			2,039
RHI Acquisition LLC		2,495			—			—			2,495
Rarebreed Veterinary Partners, Inc.		13,669			—			—			13,669
Regis Corporation		4,167			721			625			2,821
Riverbed Technology, Inc.		160			—			—			160
RoC Holdco LLC		2,195			—			—			2,195
Roscoe Medical, Inc		819			—			—			819
SEV Intermediate Holdco, LLC		1,667			500			—			1,167
SI Holdings, Inc.		4,246			—			—			4,246
Saffron Bidco Ltd*		8,226			—			—			8,226
Shelby 2021 Holdings Corp.		4,346			—			—			4,346
Sigma Buyer LLC		8,773			300			—			8,473
Simeio Group Holdings, Inc.		882			882			—			—
Smith Topco, Inc.		1,128			—			—			1,128
Surf Opco, LLC		23,333			14,917			667			7,749
TELA Bio, Inc.		3,333			—			—			3,333
THLP CO. LLC		4,494			1,921			215			2,358
TS Investors, LLC		2,796			—			—			2,796
Tasty Chick'n LLC		7,614			—			—			7,614
Telesoft Holdings, LLC		2,272			530			—			1,742
TerSera Therapeutics LLC		1,395			—			—			1,395
Texada Software LLC		3,077			—			—			3,077
Thomas Scientific, LLC		2,962			2,222			296			444
Treace Medical Concepts, Inc.		17,583			400			—			17,183
Trench Plate Rental Co.		1,819			1,500			125			194
Truck-Lite Co., LLC		534			3			6			525
Turbo Buyer, Inc.		924			462			—			462
US Fertility Enterprises, LLC		62			33			—			29
US MetalCo Holdings LLC		1,320			—			—			1,320
USLS Acquisition, Inc.		1,607			1,447			62			98
Ultimate Baked Goods Midco LLC		3,492			1,222			1,367			903
Ultra Clean Holdco LLC		10,286			—			—			10,286
Unchained Labs, LLC		726			—			—			726
Uplight, Inc.		11,000			—			—			11,000
Village Pet Care, LLC		5,250			540			—			4,710
Vixxo Corporation		1,250			—			—			1,250
WC ORS Buyer, Inc.		9,655			676			—			8,979
WH BorrowerCo, LLC		10,651			483			—			10,168
WelldyneRX, LLC		1,923			513			—			1,410
WildBrain Ltd.		1,446			759			—			687
Wildcat BuyerCo, Inc.		2,851			—			30			2,821
Zendesk, Inc.		2,604			—			5			2,599
Zephyr Buyer, L.P.		3,952			—			—			3,952
Zinnia Corporate Holdings, LLC		2,353			—			—			2,353
Total Commitments	$	632,233	$		155,551	$		20,911	$		455,771

* These investments are in a foreign currency and the total commitment has been converted to USD using the September 30, 2024 exchange rate.

** For all letters of credit issued and outstanding on September 30, 2024 , $ 9,851 will expire in 2024 , $ 10,869 will expire in 2025 and $ 191 will expire in 2027 .

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)

(24)

Securities that are exempt from registration under the Securities Act of 1933 (the “Securities Act”), and may be deemed to be “restricted securities” under the Securities Act. As of September 30, 2024, the aggregate fair value of these securities is $ 166,771 or 12 % of the Company's net assets. The acquisition dates of the restricted securities are as follows:


Issuer	Investment Type	Acquisition Date
1244311 B.C. Ltd.	Common Equity - Common Stock	9/30/2020
Acosta Holdings Corp.*	Preferred Equity - Preferred Equity	7/22/2024
Acosta Holdings Corp.*	Preferred Equity - Preferred Equity	7/22/2024
Alcresta Holdings, LP	Preferred Equity - Preferred Equity	3/12/2024
Alcresta Holdings, LP	Preferred Equity - Preferred Equity	3/12/2024
Ambrosia Buyer Corp.	Common Equity - Common Stock	2/1/2024
Anuvu Corp. (fka GEE Acquisition Holdings Corp.)*	Common Equity - Common Stock	7/22/2024
Bird Scooter Acquisition Corp.	Common Equity - Common Stock	3/22/2024
BSP-TS, LP	Preferred Equity - Preferred Equity	10/23/2023
Carbonfree Chemicals Holdings LLC	Common Equity - Common Equity / Interest	11/1/2019
Carestream Health Holdings, Inc.*	Common Equity - Common Stock	7/22/2024
ChyronHego Corporation	Preferred Equity - Preferred Equity	12/29/2020
FC2 LLC	Common Equity - Common Stock	10/14/2022
Genius Bidco LLC	Common Equity - Common Stock	5/1/2024
Litify Holdings Inc.	Common Equity - Common Stock	12/6/2023
Merx Aviation Finance, LLC	Common Equity - Membership Interests	9/1/2022
Nutpods Holdings, Inc.	Common Equity - Common Stock	12/26/2023
Pelican Energy, LLC	Common Equity - Membership Interests	3/28/2012
RDV Resources, Inc.*	Common Equity - Common Stock	7/22/2024
RMCF V CIV L, L.P.	Common Equity - Common Stock	9/5/2024
SHD Oil & Gas, LLC	Common Equity - Series A Units	11/18/2016
SHD Oil & Gas, LLC	Common Equity - Series C Units	12/27/2012
Sorenson Holdings, LLC	Common Equity - Membership Interests	1/25/2024
TVG Orion Blocker, Inc.	Common Equity - Common Stock	7/18/2024
WC ORS Holdings, L.P.	Common Equity - Common Stock	8/7/2024

*Securities acquired as part of the AFT and AIF mergers on July 22, 2024.

(25)

The Company has approximately 22.5 % ownership interest in the Auto Pool 2023. Auto Pool 2023 Trust holds underlying assets that consist of a pool of retail auto loans and residual interests in auto loan trusts. The Company also continues to have an interest in any residual assets from the bankruptcy proceedings related to U.S. Auto Finance.

(26)

Common shares in 1244311 B.C. Ltd. are CAD denominated equity investments.

(27)

Treace Medical Concepts, Inc. is subject to an interest rate cap. The investment is capped at the lesser of stated interest rate and 3.00 % plus the applicable margin.

(28)

The interest rate on these loans is subject to Prime, which as of September 30, 2024 was 8.00 %.

(29)

The interest rate on these loans is subject to SONIA, which as of September 30, 2024 was 4.95 %.

(30)

The interest rate on these loans is subject to 1 month SOFR, which as of September 30, 2024 was 4.85 %.

(31)

The interest rate on these loans is subject to 3 months SOFR, which as of September 30, 2024 was 4.59 %.

(32)

The interest rate on these loans is subject to 6 months SOFR, which as of September 30, 2024 was 4.25 %.

(33)

The interest rate on these loans is subject to 1 month CORRA, which as of September 30, 2024 was 4.30 %.

(34)

The interest rate on these loans is subject to 1 month EURIBOR, which as of September 30, 2024 was 3.35 %.

(35)

The interest rate on these loans is subject to 3 months EURIBOR, which as of September 30, 2024 was 3.28 %.

(36)

The interest rate on these loans is subject to 6 months EURIBOR, which as of September 30, 2024 was 3.11 %.

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)

(37)

This security is included in the Cash and Cash Equivalents on the Consolidated Statements of Assets and Liabilities.

(38)

Unless otherwise indicated, loan contains a variable rate structure, and t he terms in the Consolidated Schedule of Investments disclose the actual interest rate in effect as of the reporting period which may be subject to interest floors. Variable rate loans bear interest at a rate that may be determined by reference to the Secured Overnight Financing Rate (“ SOFR ” or “ S ”) or an alternate base rate (which can include but is not limited to LIBOR, the Federal Funds Effective Rate or the Prime Rate), at the borrower’s option, and which reset periodically based on the terms of the loan agreement. Certain borrowers may elect to borrow Prime rate on select contracts and switch to an alternative base rate contract in the future.

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)

(39)

The following shows the composition of the Company’s portfolio at cost by control designation, investment type and industry as of September 30, 2024:


Industry	First Lien - Secured Debt		Second Lien - Secured Debt		Unsecured Debt		Structured Products and Other		Preferred Equity		Common Equity/Interests		Warrants		Total
Non-Controlled / Non-Affiliated Investments
Advertising, Printing & Publishing	$	58,898	$	—	$	—	$	—	$	473	$	510	$	—	$	59,881
Automotive		39,553		—		—		—		—		24,068		—		63,621
Aviation and Consumer Transport		28,935		—		—		—		—		—		—		28,935
Beverage, Food & Tobacco		135,392		—		—		—		448		1,534		—		137,374
Business Services		312,044		5,634		2,672		—		89		15,125		576		336,140
Chemicals, Plastics & Rubber		33,098		—		—		—		—		—		—		33,098
Construction & Building		57,889		—		—		—		—		451		—		58,340
Consumer Goods – Durable		43,725		—		—		—		—		215		—		43,940
Consumer Goods – Non-durable		139,438		—		—		—		492		2,235		—		142,165
Consumer Services		232,661		—		—		—		—		—		—		232,661
Containers, Packaging & Glass		30,678		—		—		—		—		—		—		30,678
Diversified Investment Vehicles, Banking, Finance, Real Estate		107,265		6,264		—		17,796		—		100		—		131,425
Energy – Electricity		7,231		—		—		—		6,157		17,089		—		30,477
Energy – Oil & Gas		—		—		—		—		—		24		—		24
Environmental Industries		5,418		—		—		—		—		—		—		5,418
Healthcare & Pharmaceuticals		494,748		140		21		—		749		367		389		496,414
High Tech Industries		410,254		7,022		—		—		—		1,682		—		418,958
Hotel, Gaming, Leisure, Restaurants		41,683		—		—		—		—		—		—		41,683
Insurance		48,082		—		—		—		—		—		—		48,082
Manufacturing, Capital Equipment		85,666		7,985		—		—		1,714		250		—		95,615
Media – Diversified & Production		13,989		—		—		—		—		—		—		13,989
Retail		49,971		—		1,956		—		—		—		—		51,927
Telecommunications		18,308		10,814		1,390		—		—		—		—		30,512
Transportation – Cargo, Distribution		88,014		—		—		—		—		—		—		88,014
Utilities – Electric		14,416		—		—		—		—		—		—		14,416
Wholesale		74,971		—		—		—		17		898		—		75,886
Total Non-Controlled / Non-Affiliated Investments	$	2,572,327	$	37,859	$	6,039	$	17,796	$	10,139	$	64,548	$	965	$	2,709,673
Non-Controlled / Affiliated Investments
Chemicals, Plastics & Rubber	$	12,500	$	—	$	—	$	—	$	—	$	56,505	$	—	$	69,005
Consumer Goods – Durable		3,927		—		—		—		—		1,000		—		4,927
Consumer Services		20,644		—		—		24,495		—		366		—		45,505
Diversified Investment Vehicles, Banking, Finance, Real Estate		—		—		—		15,451		—		—		—		15,451
Energy – Oil & Gas		—		—		—		—		—		11,802		—		11,802
Total Non-Controlled / Affiliated Investments	$	37,071	$	—	$	—	$	39,946	$	—	$	69,673	$	—	$	146,690
Controlled Investments
Aviation and Consumer Transport	$	59,575	$	—	$	—	$	—	$	—	$	146,500	$	—	$	206,075
Energy – Oil & Gas		—		—		—		—		—		44,865		—		44,865
High Tech Industries		115,277		—		—		—		6,000		—		—		121,277
Total Controlled Investments	$	174,852	$	—	$	—	$	—	$	6,000	$	191,365	$	—	$	372,217
Total	$	2,784,250	$	37,859	$	6,039	$	57,742	$	16,139	$	325,586	$	965	$	3,228,580

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)

(40)

The following shows the composition of the Company’s portfolio at fair value by control designation, investment type and industry as of September 30, 2024:


Industry	First Lien - Secured Debt			Second Lien - Secured Debt			Unsecured Debt			Structured Products and Other			Preferred Equity			Common Equity/Interests			Warrants			Total			% of Net Assets
Non-Controlled / Non-Affiliated Investments
Advertising, Printing & Publishing	$	57,672		$	—		$	—		$	—		$	491		$	517		$	—		$	58,680			4.14	%
Automotive		39,452			—			—			—			—			1,080			—			40,532			2.86	%
Aviation and Consumer Transport		29,151			—			—			—			—			—			—			29,151			2.06	%
Beverage, Food & Tobacco		135,118			—			—			—			261			3,517			—			138,896			9.81	%
Business Services		308,596			5,598			106			—			79			3,327			—			317,706			22.43	%
Chemicals, Plastics & Rubber		33,099			—			—			—			—			—			—			33,099			2.34	%
Construction & Building		58,222			—			—			—			—			10			—			58,232			4.11	%
Consumer Goods – Durable		43,918			—			—			—			—			410			—			44,328			3.13	%
Consumer Goods – Non-durable		139,365			—			—			—			236			441			—			140,042			9.89	%
Consumer Services		231,014			—			—			—			—			—			—			231,014			16.31	%
Containers, Packaging & Glass		30,017			—			—			—			—			—			—			30,017			2.12	%
Diversified Investment Vehicles, Banking, Finance, Real Estate		107,527			6,265			—			17,727			—			68			—			131,587			9.29	%
Energy – Electricity		2,125			—			—			—			241			473			—			2,839			0.20	%
Energy – Oil & Gas		—			—			—			—			—			24			—			24			0.00	%
Environmental Industries		5,402			—			—			—			—			—			—			5,402			0.38	%
Healthcare & Pharmaceuticals		490,656			131			21			—			777			4,547			134			496,266			35.04	%
High Tech Industries		404,082			6,827			—			—			—			3,041			—			413,950			29.23	%
Hotel, Gaming, Leisure, Restaurants		41,664			—			—			—			—			—			—			41,664			2.94	%
Insurance		48,006			—			—			—			—			—			—			48,006			3.39	%
Manufacturing, Capital Equipment		79,634			8,000			—			—			3,485			203			—			91,322			6.45	%
Media – Diversified & Production		13,980			—			—			—			—			—			—			13,980			0.99	%
Retail		49,834			—			1,976			—			—			—			—			51,810			3.66	%
Telecommunications		18,209			8,135			1,457			—			—			—			—			27,801			1.96	%
Transportation – Cargo, Distribution		87,894			—			—			—			—			—			—			87,894			6.21	%
Utilities – Electric		13,636			—			—			—			—			—			—			13,636			0.96	%
Wholesale		74,637			—			—			—			19			519			—			75,175			5.31	%
Total Non-Controlled / Non-Affiliated Investments	$	2,542,910		$	34,956		$	3,560		$	17,727		$	5,589		$	18,177		$	134		$	2,623,053			185.21	%
% of Net Assets		179.56	%		2.47	%		0.25	%		1.25	%		0.39	%		1.28	%		0.01	%		185.21	%

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)


Industry	First Lien - Secured Debt			Second Lien - Secured Debt			Unsecured Debt			Structured Products and Other			Preferred Equity			Common Equity/Interests			Warrants			Total			% of Net Assets
Non-Controlled / Affiliated Investments
Chemicals, Plastics & Rubber	$	12,456		$	—		$	—		$	—		$	—		$	19,011		$	—		$	31,467			2.22	%
Consumer Goods – Durable		3,922			—			—			—			—			222			—			4,144			0.29	%
Consumer Services		20,940			—			—			18,867			—			373			—			40,180			2.84	%
Diversified Investment Vehicles, Banking, Finance, Real Estate		—			—			—			9,663			—			—			—			9,663			0.68	%
Energy – Oil & Gas		—			—			—			—			—			127			—			127			0.01	%
Total Non-Controlled / Affiliated Investments	$	37,318		$	—		$	—		$	28,530		$	—		$	19,733		$	—		$	85,581			6.04	%
% of Net Assets		2.64	%		0.00	%		0.00	%		2.01	%		0.00	%		1.39	%		0.00	%		6.04	%
Controlled Investments
Aviation and Consumer Transport	$	59,575		$	—		$	—		$	—		$	—		$	123,273		$	—		$	182,848			12.91	%
Energy – Oil & Gas		—			—			—			—			—			245			—			245			0.02	%
High Tech Industries		115,506			—			—			—			19,861			—			—			135,367			9.56	%
Total Controlled Investments	$	175,081		$	—		$	—		$	—		$	19,861		$	123,518		$	—		$	318,460			22.49	%
% of Net Assets		12.37	%		0.00	%		0.00	%		0.00	%		1.40	%		8.72	%		0.00	%		22.49	%
Total	$	2,755,309		$	34,956		$	3,560		$	46,257		$	25,450		$	161,428		$	134		$	3,027,094			213.74	%
% of Net Assets		194.57	%		2.47	%		0.25	%		3.26	%		1.79	%		11.39	%		0.01	%		213.74	%

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS (Unaudited)

September 30, 2024

(In thousands, except share data)


Industry Classification		Percentage of Total Investments (at Fair Value) as of September 30, 2024
High Tech Industries		18.1 %
Healthcare & Pharmaceuticals		16.4 %
Business Services		10.5 %
Consumer Services		9.0 %
Aviation and Consumer Transport		7.0 %
Diversified Investment Vehicles, Banking, Finance, Real Estate		4.7 %
Consumer Goods – Non-durable		4.6 %
Beverage, Food & Tobacco		4.6 %
Manufacturing, Capital Equipment		3.0 %
Transportation – Cargo, Distribution		2.9 %
Wholesale		2.5 %
Chemicals, Plastics & Rubber		2.1 %
Advertising, Printing & Publishing		1.9 %
Construction & Building		1.9 %
Retail		1.7 %
Consumer Goods – Durable		1.6 %
Insurance		1.6 %
Hotel, Gaming, Leisure, Restaurants		1.4 %
Automotive		1.3 %
Containers, Packaging & Glass		1.0 %
Telecommunications		0.9 %
Media – Diversified & Production		0.5 %
Utilities – Electric		0.5 %
Environmental Industries		0.2 %
Energy – Electricity		0.1 %
Energy – Oil & Gas		0.0 %
Total Investments		100.0 %

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2023

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate	Maturity Date	Par/Shares (12)			Cost (34)		Fair Value (1)(35)
Advertising, Printing & Publishing
FingerPaint Marketing
KL Charlie Acquisition Company	First Lien Secured Debt	SOFR+ 635 , 1.00 % Floor	12/30/26	$		23,280	$	23,020	$	22,699		(9)(31)
	First Lien Secured Debt	SOFR+ 685 , 1.00 % Floor	12/30/26			715		703		701		(9)(31)
	First Lien Secured Debt - Revolver	P+ 525	12/30/26			1,962		1,409		1,390		(9)(21)(23)(28)
KL Charlie Co-Invest, L.P.	Common Equity - Common Stock	N/A	N/A		218,978 Shares			220		357		(9)(13)
								25,352		25,147
Hero Digital
HRO (Hero Digital) Holdings, LLC	First Lien Secured Debt	SOFR+ 610 , 1.00 % Floor	11/18/28			26,842		19,463		18,608		(9)(21)(23)(31)
	First Lien Secured Debt - Revolver	SOFR+ 610 , 1.00 % Floor	11/18/26			2,553		2,487		2,407		(9)(20)(21)(23)(31)
HRO Holdings I LP	Common Equity - Common Stock	N/A	N/A		213 Shares			213		167		(9)(13)
								22,163		21,182
		Total Advertising, Printing & Publishing					$	47,515	$	46,329
Automotive
Club Car Wash
Club Car Wash Operating, LLC	First Lien Secured Debt	SOFR+ 665 , 1.00 % Floor	06/16/27	$		27,847	$	26,226	$	26,134		(9)(21)(23)(31)
	First Lien Secured Debt - Revolver	SOFR+ 665 , 1.00 % Floor	06/16/27			1,625		1,607		1,600		(9)(23)(31)
								27,833		27,734
Crowne Automotive
Vari-Form Group, LLC	First Lien Secured Debt	11.00 % ( 7.00 % Cash plus 4.00 % PIK)	02/02/23			5,860		893		293		(9)(11)(14)
Vari-Form Inc.	First Lien Secured Debt	11.00 % ( 7.00 % Cash plus 4.00 % PIK)	02/02/23			2,110		391		105		(9)(11)(14)
								1,284		398
K&N Parent, Inc.
K&N Holdco, LLC	Common Equity - Common Stock	N/A	N/A		77,622 Shares			23,621		1,515		(13)
Truck-Lite Co., LLC
TL Lighting Holdings, LLC	Common Equity - Equity	N/A	N/A		350 Shares			350		464		(9)(13)
Truck-Lite Co., LLC	First Lien Secured Debt	SOFR+ 635 , 1.00 % Floor	12/14/26			31,409		31,035		30,979		(9)(30)
	First Lien Secured Debt - Revolver	SOFR+ 635 , 1.00 % Floor	12/13/24			3,052		—		( 14	)	(8)(9)(20)(21)(23)
								31,385		31,429
		Total Automotive					$	84,123	$	61,076
Aviation and Consumer Transport
Merx Aviation Finance, LLC
Merx Aviation Finance, LLC (5)	First Lien Secured Debt - Revolver	10.00 %	10/31/25	$		106,177	$	74,075	$	74,076		(20)(23)
	Common Equity - Membership Interests	N/A	N/A					146,500		117,043		(24)
								220,575		191,119
Primeflight
PrimeFlight Acquisition, LLC	First Lien Secured Debt	SOFR+ 685 , 1.00 % Floor	05/01/29			5,450		5,300		5,286		(9)(31)(32)
		Total Aviation and Consumer Transport					$	225,875	$	196,405

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2023

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate	Maturity Date	Par/Shares (12)			Cost (34)			Fair Value (1)(35)
Beverage, Food & Tobacco
Berner Foods
Berner Food & Beverage, LLC	First Lien Secured Debt	SOFR+ 565 , 1.00 % Floor	07/30/27	$		30,418	$	29,960		$	29,202		(9)(31)
	First Lien Secured Debt - Revolver	P+ 450	07/30/26			801		791			769		(9)(28)
	First Lien Secured Debt - Revolver	SOFR+ 565 , 1.00 % Floor	07/30/26			2,080		550			493		(9)(21)(23)(31)
								31,301			30,464
Bolthouse Farms
Wm. Bolthouse Farms, Inc.	Common Equity - Equity Interests	N/A	N/A		1,086,122 Shares			1,147			1,043		(13)
Hive
FCP-Hive Holdings, LLC	Preferred Equity - Preferred Equity	N/A	N/A		589 Shares			448			148		(9)(13)
	Common Equity - Common Stock	N/A	N/A		589 Shares			3			—		(9)(13)
Hive Intermediate, LLC	First Lien Secured Debt	SOFR+ 610 Cash plus 2.00 % PIK, 1.00 % Floor	09/22/27			13,925		13,745			13,368		(9)(30)
	First Lien Secured Debt - Revolver	SOFR+ 610 Cash plus 2.00 % PIK, 1.00 % Floor	09/22/27			2,326		603			539		(9)(21)(23)(30)
								14,799			14,055
Nutpods
Green Grass Foods, Inc.	First Lien Secured Debt	SOFR+ 625 , 1.00 % Floor	12/26/29			3,750		3,675			3,675		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 625 , 1.00 % Floor	12/26/29			1,250		( 25	)		( 25	)	(8)(9)(21)(23)
Nutpods Holdings, Inc.	Common Equity - Common Stock	N/A	N/A		125 Shares			125			125		(9)(13)(24)
								3,775			3,775
Orgain, Inc.
Butterfly Fighter Co-Invest, L.P.	Common Equity - Membership Interests	N/A	N/A		490,000 Shares			90			1,142
Patriot Pickle
Patriot Foods Buyer, Inc.	First Lien Secured Debt	SOFR+ 600 , 1.00 % Floor	12/22/29			750		240			235		(9)(21)(23)(31)
	First Lien Secured Debt - Revolver	SOFR+ 600 , 1.00 % Floor	12/22/29			250		( 5	)		( 5	)	(8)(9)(21)(23)
								235			230
Rise Baking
Ultimate Baked Goods Midco LLC	First Lien Secured Debt	SOFR+ 635 , 1.00 % Floor	08/13/27			26,222		25,787			26,193		(9)(30)
	First Lien Secured Debt	SOFR+ 560 , 1.00 % Floor	08/13/27			5,661		5,584			5,550		(9)(30)
	First Lien Secured Debt - Revolver	SOFR+ 635 , 1.00 % Floor	08/13/27			3,243		( 50	)		( 5	)	(8)(9)(20)(21)(23)
								31,321			31,738

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2023

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate	Maturity Date	Par/Shares (12)			Cost (34)			Fair Value (1)(35)
Turkey Hill
IC Holdings LLC	Common Equity - Series A Units	N/A	N/A		169 Shares			169			—		(9)(13)
THLP CO. LLC	First Lien Secured Debt	SOFR+ 600 Cash plus 2.00 % PIK, 1.00 % Floor	05/31/25			25,921		25,778			25,791		(9)(32)
	First Lien Secured Debt	SOFR+ 600 Cash plus 6.00 % PIK, 1.00 % Floor	05/31/24			1,383		1,379			1,383		(9)(32)
	First Lien Secured Debt - Revolver	SOFR+ 600 Cash plus 2.00 % PIK, 1.00 % Floor	05/31/24			4,494		2,101			2,107		(9)(20)(21)(23)(31)(32)
								29,427			29,281
		Total Beverage, Food & Tobacco					$	112,095		$	111,728
Business Services
Accelerate Learning
Eagle Purchaser, Inc.	First Lien Secured Debt	SOFR+ 675 , 1.00 % Floor	03/22/30	$		4,316	$	3,372		$	3,442		(9)(21)(23)(31)
	First Lien Secured Debt - Revolver	SOFR+ 675 , 1.00 % Floor	03/22/29			658		246			252		(9)(21)(23)(31)
								3,618			3,694
Access Information
Access CIG, LLC	Second Lien Secured Debt	SOFR+ 775 , 0.00 % Floor	02/27/26			15,900		15,859			15,701		(31)
AlpineX
Alpinex Opco, LLC	First Lien Secured Debt	SOFR+ 626 , 1.00 % Floor	12/27/27			21,273		20,922			20,889		(9)(31)
	First Lien Secured Debt	SOFR+ 752 , 1.00 % Floor	12/27/27			630		614			614		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 626 , 1.00 % Floor	12/27/27			1,489		568			584		(9)(21)(23)(31)
								22,104			22,087
Ambrosia Buyer Corp.
Ambrosia Buyer Corp.	Second Lien Secured Debt	8.00 %	08/28/25			21,429		15,201			2,207		(14)
AML Rightsource
Gabriel Partners, LLC	First Lien Secured Debt	SOFR+ 615 , 1.00 % Floor	09/21/26			30,729		30,388			30,495		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 615 , 1.00 % Floor	09/21/26			665		258			259		(9)(21)(23)(30) (31)
								30,646			30,754
Avenu
ACP Avenu Buyer, LLC	First Lien Secured Debt	SOFR+ 625 , 1.00 % Floor	10/02/29			6,750		1,146			1,140		(9)(21)(23)(31)
	First Lien Secured Debt - Revolver	SOFR+ 625 , 1.00 % Floor	10/02/29			750		( 20	)		( 21	)	(8)(9)(21)(23)
								1,126			1,119
Continuum
Continuum Global Solutions, LLC	Preferred Equity - Preferred Equity	N/A	N/A		775 Shares			78			78		(9)(13)
Escalent
M&M OPCO, LLC	First Lien Secured Debt	SOFR+ 810 , 1.00 % Floor	04/07/29			9,452		9,195			9,240		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 810 , 1.00 % Floor	04/07/29			476		( 13	)		( 11	)	(8)(9)(21)(23)
								9,182			9,229

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2023

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate	Maturity Date	Par/Shares (12)			Cost (34)			Fair Value (1)(35)
Go1
Apiom, Inc.	First Lien Secured Debt	SOFR+ 745 , 2.00 % Floor	05/02/28			2,500		2,482			2,481		(9)(17)(30)
HMA
Health Management Associates Superholdings, Inc.	First Lien Secured Debt	SOFR+ 635 , 1.00 % Floor	03/30/29			4,624		4,016			4,025		(9)(21)(23)(31)
	First Lien Secured Debt - Revolver	SOFR+ 635 , 1.00 % Floor	03/30/29			284		( 8	)		( 7	)	(8)(9)(20)(21)(23)
								4,008			4,018
IRP
Precision Refrigeration & Air Conditioning LLC	First Lien Secured Debt	SOFR+ 690 , 1.00 % Floor	03/08/28			21,048		15,679			15,417		(9)(21)(23)(31)
	First Lien Secured Debt - Revolver	SOFR+ 690 , 1.00 % Floor	03/08/28			1,705		828			801		(9)(21)(23)(31)
SMC IR Holdings, LLC	Common Equity - Common Stock	N/A	N/A		148 Shares			170			263		(9)
								16,677			16,481
Jacent
Jacent Strategic Merchandising	First Lien Secured Debt	SOFR+ 585 Cash plus 0.75 % PIK, 1.00 % Floor	04/23/24			22,263		22,231			21,807		(9)(30)(31)
	First Lien Secured Debt - Revolver	SOFR+ 660 , 1.00 % Floor	04/23/24			3,500		1,560			1,502		(9)(21)(23)(30)
	Common Equity - Common Stock	N/A	N/A		5,000 Shares			500			4		(9)(13)
JSM Equity Investors, L.P.	Preferred Equity - Class P Partnership Units	N/A	N/A		114 Shares			11			11		(9)(13)
								24,302			23,324
Jones & Frank
JF Acquisition, LLC	First Lien Secured Debt	SOFR+ 560 , 1.00 % Floor	07/31/26			12,964		12,887			12,823		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 560 , 1.00 % Floor	07/31/26			1,569		( 11	)		( 17	)	(8)(9)(21)(23)
								12,876			12,806
Naviga
Naviga Inc. (fka Newscycle Solutions, Inc.)	First Lien Secured Debt	SOFR+ 710 , 1.00 % Floor	02/27/24			13,160		13,144			13,292		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 710 , 1.00 % Floor	02/27/24			500		450			450		(9)(23)(31)
								13,594			13,742
PSE
Graffiti Buyer, Inc.	First Lien Secured Debt	SOFR+ 560 , 1.00 % Floor	08/10/27			8,305		8,203			8,222		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 560 , 1.00 % Floor	08/10/27			1,307		434			437		(9)(21)(23)(31)
Graffiti Parent, LP	Common Equity - Common Stock	N/A	N/A		2,439 Shares			244			398		(9)(13)
								8,881			9,057
PSI Services, LLC
Lifelong Learner Holdings, LLC	First Lien Secured Debt	SOFR+ 590 , 1.00 % Floor	10/19/26			33,367		33,063			32,786		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 590 , 1.00 % Floor	10/20/25			2,985		2,962			2,945		(9)(21)(23)(31)
								36,025			35,731

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2023

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate	Maturity Date	Par/Shares (12)			Cost (34)			Fair Value (1)(35)
SafetyCo
HEF Safety Ultimate Holdings, LLC	First Lien Secured Debt	SOFR+ 575 , 1.00 % Floor	11/17/29			13,500		7,243			7,238		(9)(21)(23)(31)
	First Lien Secured Debt - Revolver	SOFR+ 575 , 1.00 % Floor	11/17/29			1,500		363			363		(9)(21)(23)(31)
								7,606			7,601
SEER
GS SEER Group Borrower LLC	First Lien Secured Debt	SOFR+ 675 , 1.00 % Floor	04/29/30			4,616		3,331			3,333		(9)(21)(23)(31)
	First Lien Secured Debt - Revolver	SOFR+ 675 , 1.00 % Floor	04/30/29			367		( 10	)		( 10	)	(8)(9)(21)(23)
GS SEER Group Holdings, LLC	Common Equity - Common Stock	N/A	N/A		42 Shares			42			39		(9)(13)(24)
								3,363			3,362
Smith System
Smith Topco, Inc.	First Lien Secured Debt	SOFR+ 600 , 1.00 % Floor	11/06/29			8,872		8,675			8,673		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 600 , 1.00 % Floor	11/06/29			1,128		( 25	)		( 25	)	(8)(9)(21)(23)
								8,650			8,648
Soliant
Soliant Health, Inc.	Common Equity - Membership Interests	N/A	N/A		300 Shares			300			1,428		(9)
Trench Plate
Trench Plate Rental Co.	First Lien Secured Debt	SOFR+ 560 , 1.00 % Floor	12/03/26			17,909		17,709			17,640		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 560 , 1.00 % Floor	12/03/26			1,818		573			564		(9)(20)(21)(23)(31)
Trench Safety Solutions Holdings, LLC	Common Equity - Common Stock	N/A	N/A		331 Shares			50			50		(9)(13)
								18,332			18,254
US Legal Support
US Legal Support Investment Holdings, LLC	Common Equity - Series A-1 Units	N/A	N/A		631,972 Shares			632			935		(9)(13)
USLS Acquisition, Inc.	First Lien Secured Debt	SOFR+ 590 , 1.00 % Floor	12/02/24			23,569		23,428			23,407		(9)(30)
	First Lien Secured Debt - Revolver	SOFR+ 590 , 1.00 % Floor	12/02/24			1,608		952			954		(9)(20)(21)(23) (30)(31)
								25,012			25,296
Wilson Language Training
Owl Acquisition, LLC	First Lien Secured Debt	SOFR+ 540 , 1.00 % Floor	02/04/28			9,635		9,486			9,562		(9)(31)
Owl Parent Holdings, LLC	Common Equity - Common Stock	N/A	N/A		100 Shares			100			195		(9)(13)
								9,586			9,757
		Total Business Services					$	289,508		$	276,855

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2023

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate	Maturity Date	Par/Shares (12)			Cost (34)			Fair Value (1)(35)
Chemicals, Plastics & Rubber
Carbonfree Chemicals SPE I LLC (f/k/a Maxus Capital Carbon SPE I
Carbonfree Chemicals Holdings LLC (4)	Common Equity - Common Equity / Interest	N/A	N/A		1,246 Shares		$	56,505		$	18,727		(13)(16)(24)
FC2 LLC (4)	Common Equity - Common Stock	N/A	N/A		5 Shares			—			—		(13)(24)
	Secured Debt - Promissory Note	6.50 %	10/14/27			12,500		12,500			12,501
								69,005			31,228
Westfall Technik, Inc.
Westfall Technik, Inc.	First Lien Secured Debt	SOFR+ 760 Cash plus 0.75 % PIK, 1.00 % Floor	09/13/24			21,459		21,381			20,850		(9)(30)
	First Lien Secured Debt - Revolver	SOFR+ 760 Cash plus 0.75 % PIK, 1.00 % Floor	09/13/24			2,042		2,037			1,984		(9)(23)(30)
								23,418			22,834
		Total Chemicals, Plastics & Rubber					$	92,423		$	54,062
Construction & Building
Allstar Holdings
Athlete Buyer, LLC	First Lien Secured Debt	SOFR+ 610 , 1.00 % Floor	04/26/29	$		5,323	$	5,189		$	5,190		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 610 , 1.00 % Floor	04/26/29			652		( 14	)		( 16	)	(8)(9)(21)(23)
								5,175			5,174
Englert
Gutter Buyer, Inc.	First Lien Secured Debt	SOFR+ 635 , 1.00 % Floor	03/06/25			28,669		28,525			28,125		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 635 , 1.00 % Floor	03/06/24			2,727		2,622			2,615		(9)(20)(21)(23)(31)
Gutter Holdings, LP	Common Equity - Common Stock	N/A	N/A		500 Shares			500			137		(9)(13)
								31,647			30,877
Pave America
Pave America Interco, LLC (f/k/a Pavement Partners Interco, LLC)	First Lien Secured Debt	SOFR+ 690 , 1.00 % Floor	02/07/28			11,035		10,744			10,704		(9)(31)
	First Lien Secured Debt	SOFR+ 700 , 1.00 % Floor	02/07/28			1,438		1,402			1,394		(9)(32)
	First Lien Secured Debt - Revolver	SOFR+ 690 , 1.00 % Floor	02/07/28			942		( 24	)		( 28	)	(8)(9)(21)(23)
								12,122			12,070
Yak Access
Yak Access LLC	First Lien Secured Debt - Revolver	SOFR+ 486 , 1.00 % Floor	09/10/27			5,000		1,187			1,225		(9)(21)(23)(30)
		Total Construction & Building					$	50,131		$	49,346

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2023

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate	Maturity Date	Par/Shares (12)			Cost (34)			Fair Value (1)(35)
Consumer Goods - Durable
A&V
A&V Holdings Midco, LLC	First Lien Secured Debt - Revolver	SOFR+ 461 , 1.00 % Floor	03/10/25	$		1,505	$	327		$	337		(21)(23)(30)
KLO Holdings, LLC
1244311 B.C. Ltd. (4)	First Lien Secured Debt	SOFR+ 500 , 1.00 % Floor	09/30/25			2,600		2,600			2,529		(17)(30)
	First Lien Secured Debt	SOFR+ 500 PIK, 1.00 % Floor	09/30/25			1,248		1,248			1,211		(17)(30)
	Common Equity - Common Stock	N/A	N/A		1,000,032 Shares			1,000			1,087		(2)(13)(17)(24)
								4,848			4,827
NSi Industries
Wildcat BuyerCo, Inc.	First Lien Secured Debt	SOFR+ 575 , 1.00 % Floor	02/26/27			27,059		24,387			24,405		(21)(23)(31)
	First Lien Secured Debt - Revolver	SOFR+ 575 , 1.00 % Floor	02/26/27			725		( 7	)		( 14	)	(8)(20)(21)(23)
Wildcat Parent LP	Common Equity - Common Stock	N/A	N/A		1,070 Shares			107			231
								24,487			24,622
Sorenson Holdings, LLC
Sorenson Holdings, LLC	Common Equity - Membership Interests	N/A	N/A		587 Shares			—			595
		Total Consumer Goods – Durable					$	29,662		$	30,381
Consumer Goods - Non-durable
3D Protein
Protein For Pets Opco, LLC	First Lien Secured Debt - Revolver	SOFR+ 450 , 1.00 % Floor	05/31/24	$		2,219	$	( 5	)	$	—		(9)(21)(23)
Dan Dee
Project Comfort Buyer, Inc.	First Lien Secured Debt	SOFR+ 725 , 1.00 % Floor	02/01/25			18,172		18,041			17,888		(9)(32)
	First Lien Secured Debt	SOFR+ 710 , 1.00 % Floor	02/01/25			3,116		3,100			3,068		(9)(30)
	First Lien Secured Debt - Revolver	SOFR+ 710 , 1.00 % Floor	02/01/25			1,731		( 8	)		( 27	)	(8)(9)(21)(23)
	Preferred Equity - Preferred Equity	N/A	N/A		491,405 Shares			492			73		(9)(13)
								21,625			21,002
LashCo
Lash OpCo, LLC	First Lien Secured Debt	SOFR+ 710 , 1.00 % Floor	03/18/26			42,702		42,213			42,189		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 710 , 1.00 % Floor	09/18/25			1,612		1,192			1,199		(9)(21)(23)(31) (32)
								43,405			43,388
Paladone
Paladone Group Bidco Limited	First Lien Secured Debt	SOFR+ 585 , 1.00 % Floor	11/12/27			6,937		6,843			6,853		(9)(17)(31)
	First Lien Secured Debt - Revolver	SON+ 585 , 1.00 % Floor	11/12/27	£		353		( 6	)		( 5	)	(8)(9)(17)(21) (23)
	First Lien Secured Debt - Revolver	SOFR+ 585 , 1.00 % Floor	11/12/27			1,412		( 18	)		( 17	)	(8)(9)(17)(21) (23)
Paladone Group Holdings Limited	Common Equity - Common Stock	N/A	N/A		94,151 Shares			94			58		(9)(13)(17)
								6,913			6,889

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2023

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate	Maturity Date	Par/Shares (12)			Cost (34)			Fair Value (1)(35)
Sequential Brands Group, Inc.
Gainline Galaxy Holdings LLC	Common Equity - Common Stock	N/A	N/A		10,854 Shares			2,041			72		(13)(16)(17)
Galaxy Universal LLC	First Lien Secured Debt	SOFR+ 500 , 1.00 % Floor	11/12/26			1,241		1,224			1,235		(17)(31)
Sequential Brands Group, Inc.	Second Lien Secured Debt	8.75 %	02/07/24			1,293		—			238		(14)(17)
Swisstech IP CO, LLC	First Lien Secured Debt	6.00 % PIK	11/29/24			189		55			186		(17)
								3,320			1,731
Suave
Silk Holdings I Corp.	Common Equity - Common Stock	N/A	N/A		100 Shares			100			172		(9)(13)(24)
Silk Holdings III Corp.	First Lien Secured Debt	SOFR+ 775 , 1.00 % Floor	05/01/29			9,851		9,570			9,703		(9)(13)
	First Lien Secured Debt	SOFR+ 650 , 1.00 % Floor	05/01/29			20,125		—			—		(9)(23)
								9,670			9,875
Village Pet Care
Village Pet Care, LLC	First Lien Secured Debt	SOFR+ 650 , 1.00 % Floor	09/22/29			6,500		2,168			2,088		(9)(21)(23)(31)
	First Lien Secured Debt - Revolver	SOFR+ 650 , 1.00 % Floor	09/22/29			1,000		( 19	)		( 25	)	(8)(9)(21)(23)
								2,149			2,063
		Total Consumer Goods – Non-durable					$	87,077		$	84,948
Consumer Services
Activ
Activ Software Holdings, LLC	First Lien Secured Debt	SOFR+ 650 , 1.00 % Floor	05/04/27	$		32,119	$	31,633		$	31,812		(9)(32)
	First Lien Secured Debt - Revolver	SOFR+ 650 , 1.00 % Floor	05/04/27			2,407		( 27	)		( 24	)	(8)(9)(21)(23)
								31,606			31,788
Atlas Technical Consultants
GI Apple Midco LLC	First Lien Secured Debt	SOFR+ 675 , 1.00 % Floor	04/19/30			4,426		3,593			3,642		(9)(21)(23)(30)
	First Lien Secured Debt - Revolver	SOFR+ 675 , 1.00 % Floor	04/19/29			556		295			300		(9)(20)(21)(23)(30)
								3,888			3,942
Bird
Bird Rides, Inc.	First Lien Secured Debt	SOFR+ 760 , 1.00 % Floor	07/12/25			13,118		13,032			12,725		(9)(30)
	First Lien Secured Debt	15.00 % ( 6.00 % Cash plus 9.00 % PIK)	03/18/24			6,540		1,333			1,177		(9)(23)
	First Lien Secured Debt	15.00 %	09/12/25			667		667			647		(9)

								15,032			14,549

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2023

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate	Maturity Date	Par/Shares (12)			Cost (34)			Fair Value (1)(35)
Clarus Commerce
Marlin DTC-LS Midco 2, LLC	First Lien Secured Debt	SOFR+ 660 , 1.00 % Floor	07/01/25			21,410		21,250			21,232		(31)
	First Lien Secured Debt - Revolver	SOFR+ 660 , 1.00 % Floor	07/01/25			685		—			( 6	)	(8)(21)(23)
								21,250			21,226
Go Car Wash
Go Car Wash Management Corp.	First Lien Secured Debt	SOFR+ 635 , 1.00 % Floor	12/31/26			23,756		10,724			10,622		(9)(21)(23)(30)
	First Lien Secured Debt - Revolver	SOFR+ 635 , 1.00 % Floor	12/31/26			417		( 1	)		( 7	)	(8)(9)(21)(23)
								10,723			10,615
Lending Point
LendingPoint LLC	First Lien Secured Debt	SOFR+ 1065 , 1.00 % Floor	12/30/26			32,229		31,908			31,946		(9)(31)
	First Lien Secured Debt	SOFR+ 590 , 1.00 % Floor	12/30/26			4,167		4,140			4,131		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 590 , 1.00 % Floor	12/30/26			8,333		8,285			8,263		(9)(23)(31)
								44,333			44,340
Renovo
HomeRenew Buyer, Inc.	First Lien Secured Debt	SOFR+ 665 , 1.00 % Floor	11/23/27			15,323		15,116			14,863		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 665 , 1.00 % Floor	11/23/27			1,958		1,929			1,899		(9)(23)(31)
								17,045			16,762
The Club Company
Eldrickco Limited	First Lien Secured Debt	SON+ 603 , 0.50 % Floor	11/26/25	£		14,858		15,695			15,566		(9)(17)(21)(23) (29)
	First Lien Secured Debt - Revolver	SON+ 603 , 0.50 % Floor	11/26/25	£		356		415			447		(9)(17)(23)(29)
	First Lien Secured Debt - Revolver	SON+ 603 , 0.50 % Floor	05/26/25	£		345		—			( 5	)	(8)(9)(17)(21) (23)
								16,110			16,008
US Auto
Auto Pool 2023 Trust (Del. Stat. Trust) (4)	Structured Products and Other - Membership Interests	N/A	02/28/29		N/A			27,865			30,621		(9)(25)
		Total Consumer Services					$	187,852		$	189,851
Diversified Investment Vehicles, Banking, Finance, Real Estate
Celink
Compu-Link Corporation	First Lien Secured Debt - Revolver	SOFR+ 610 , 1.00 % Floor	06/11/24	$		2,273	$	( 5	)	$	( 43	)	(8)(9)(21)(23)
Compu-Link Corporation (dba Celink)	First Lien Secured Debt	SOFR+ 610 , 1.00 % Floor	11/30/28			9,501		9,311			9,320		(9)(30)
	First Lien Secured Debt - Revolver	SOFR+ 610 , 1.00 % Floor	11/30/28			610		( 12	)		( 12	)	(8)(9)(21)(23)
Peer Advisors, LLC	First Lien Secured Debt	SOFR+ 610 , 1.00 % Floor	06/11/24			5,114		5,101			5,016		(9)(30)
								14,395			14,281

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2023

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate	Maturity Date	Par/Shares (12)			Cost (34)			Fair Value (1)(35)
Definiti LLC
Greylock Holdings LLC	Common Equity - Common Stock	N/A	N/A		100,000 Shares			100			86		(9)(13)(24)
RHI Acquisition LLC	First Lien Secured Debt	SOFR+ 660 , 1.00 % Floor	03/16/29			9,192		6,343			6,230		(9)(21)(23)(32)
	First Lien Secured Debt - Revolver	SOFR+ 660 , 1.00 % Floor	03/16/29			660		( 17	)		( 23	)	(8)(9)(21)(23)
								6,426			6,293
Golden Bear
Golden Bear 2016-R, LLC (4)	Structured Products and Other - Membership Interests	N/A	09/20/42		N/A			17,128			10,712		(3)(17)
Purchasing Power, LLC
Purchasing Power Funding I, LLC	First Lien Secured Debt - Revolver	SOFR+ 710 , 0.00 % Floor	02/24/25			9,113		9,112			9,113		(9)(23)(30)
Spectrum Automotive
Shelby 2021 Holdings Corp.	First Lien Secured Debt	SOFR+ 586 , 0.75 % Floor	06/29/28			14,252		13,546			13,490		(9)(21)(23)(30)
	First Lien Secured Debt - Revolver	SOFR+ 586 , 0.75 % Floor	06/29/27			420		( 4	)		( 6	)	(8)(9)(21)(23)
								13,542			13,484
	Total Diversified Investment Vehicles, Banking, Finance, Real Estate						$	60,603		$	53,883
Energy - Electricity
Renew Financial LLC (f/k/a Renewable Funding, LLC)
AIC SPV Holdings II, LLC	Preferred Equity - Preferred Stock	N/A	N/A		142 Shares		$	534		$	109		(15)(17)
Renew Financial LLC (f/k/a Renewable Funding, LLC)	Common Equity - Common Stock	N/A	N/A		1,368,286 Shares			16,813			96		(13)(17)
Renew JV LLC	Common Equity - Membership Interests	N/A	N/A		305,832 Shares			306			412		(13)(17)
								17,653			617
Solarplicity Group Limited (f/k/a AMP Solar UK)
Solarplicity UK Holdings Limited	First Lien Secured Debt	4.00 %	03/08/23	£		5,562		7,231			2,146		(11)(14)(17)
	Preferred Equity - Preferred Stock	N/A	N/A		4,286 Shares			5,623			—		(2)(13)(17)
	Common Equity - Ordinary Shares	N/A	N/A		2,825 Shares			4			—		(2)(13)(17)
								12,858			2,146
		Total Energy – Electricity					$	30,511		$	2,763
Energy - Oil & Gas
Pelican
Pelican Energy, LLC (4)	Common Equity - Membership Interests	N/A	N/A		1,444 Shares			11,802			140		(13)(16)(17)(24)

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2023

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate	Maturity Date	Par/Shares (12)			Cost (34)			Fair Value (1)(35)
Spotted Hawk
SHD Oil & Gas, LLC (5)	Common Equity - Series C Units	N/A	N/A		50,952,525 Shares			43,454			346		(13)(16)(24)
	Common Equity - Series A Units	N/A	N/A		7,600,000 Shares			1,411			—		(13)(16)(24)
								44,865			346
		Total Energy – Oil & Gas					$	56,667		$	486
Healthcare & Pharmaceuticals
83bar
83Bar, Inc.	First Lien Secured Debt	SOFR+ 586 , 1.50 % Floor	07/02/26	$		3,108	$	3,101		$	3,054		(9)(30)
Akoya
Akoya Biosciences, Inc.	First Lien Secured Debt	SOFR+ 691 , 2.50 % Floor	11/01/27			22,500		22,493			22,498		(9)(30)
Alcami
Alcami Corporation	First Lien Secured Debt	SOFR+ 710 , 1.00 % Floor	12/21/28			8,822		7,872			7,960		(9)(21)(23)(30)
	First Lien Secured Debt - Revolver	SOFR+ 710 , 1.00 % Floor	12/21/28			1,096		( 32	)		( 22	)	(8)(9)(21)(23)
								7,840			7,938
Carbon6
Carbon6 Technologies, Inc.	Preferred Equity - Preferred Equity	N/A	N/A		280,899 Shares			250			250		(9)(13)
Cato Research
LS Clinical Services Holdings, Inc.	First Lien Secured Debt	SOFR+ 651 Cash plus 1.00 % PIK, 1.00 % Floor	12/16/27			13,285		13,074			12,696		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 651 Cash plus 1.00 % PIK, 1.00 % Floor	06/16/27			1,875		719			672		(9)(21)(23)(31)
								13,793			13,368
Celerion
Celerion Buyer, Inc.	First Lien Secured Debt	SOFR+ 650 , 0.75 % Floor	11/05/29			9,280		7,763			7,908		(9)(21)(23)(31)
	First Lien Secured Debt - Revolver	SOFR+ 650 , 0.75 % Floor	11/03/28			639		( 16	)		( 6	)	(8)(9)(21)(23)
								7,747			7,902
Cerus
Cerus Corporation	First Lien Secured Debt	SOFR+ 660 , 1.80 % Floor	03/01/28			16,500		16,464			16,500		(9)(17)(30)
	First Lien Secured Debt	SOFR+ 660 , 1.00 % Floor	03/01/28			6,000		1,474			1,500		(9)(17)(23)(30)
	First Lien Secured Debt - Revolver	SOFR+ 385 , 1.00 % Floor	03/01/28			2,000		1,761			1,763		(9)(17)(21)(23) (30)
								19,699			19,763
CNSI
Acentra Holdings, LLC (fka CNSI Holdings, LLC)	First Lien Secured Debt	SOFR+ 650 , 0.50 % Floor	12/15/28			17,820		17,287			17,462		(9)(31)
	First Lien Secured Debt	SOFR+ 650 , 0.50 % Floor	12/17/28			4,000		3,920			3,920		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 650 , 0.50 % Floor	12/17/27			2,000		677			693		(9)(21)(23)(30)
								21,884			22,075

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2023

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate	Maturity Date	Par/Shares (12)			Cost (34)			Fair Value (1)(35)
Compass Health
Roscoe Medical, Inc	First Lien Secured Debt	SOFR+ 636 , 1.00 % Floor	09/30/24			7,468		7,199			7,281		(9)(30)
	First Lien Secured Debt - Revolver	SOFR+ 636 , 1.00 % Floor	09/30/24			1,393		480			498		(9)(23)(30)
								7,679			7,779
EmpiRx
EmpiRx Health LLC	First Lien Secured Debt	SOFR+ 510 , 1.00 % Floor	08/05/27			8,909		8,784			8,865		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 510 , 1.00 % Floor	08/05/27			909		( 11	)		( 5	)	(8)(9)(20)(21)(23)
								8,773			8,860
ExactCare
ExactCare Parent, Inc.	First Lien Secured Debt	SOFR+ 650 , 1.00 % Floor	11/03/29			18,033		17,543			17,537		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 650 , 1.00 % Floor	11/03/29			1,967		( 53	)		( 54	)	(8)(9)(21)(23)
								17,490			17,483
Gateway Services
Gateway US Holdings, Inc.	First Lien Secured Debt	SOFR+ 665 , 0.75 % Floor	09/22/26			9,632		9,565			9,585		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 665 , 0.75 % Floor	09/22/26			304		( 2	)		( 2	)	(8)(9)(21)(23)
								9,563			9,583
Gossamer
GB001, Inc.	First Lien Secured Debt	SOFR+ 711 , 2.00 % Floor	01/01/25			26,516		2,477			2,516		(9)(17)(23)(30)
Health & Safety Institute
HSI HALO Acquisition, Inc.	First Lien Secured Debt	SOFR+ 585 , 1.00 % Floor	08/31/26			16,101		15,950			15,862		(9)(31)
	First Lien Secured Debt	SOFR+ 635 , 1.00 % Floor	08/31/26			2,441		2,400			2,429		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 585 , 1.00 % Floor	09/02/25			677		675			674		(9)(23)(32)
	First Lien Secured Debt - Revolver	P+ 475	09/02/25			135		135			135		(9)(23)(28)
	Common Equity - Common Stock	N/A	N/A		500 Shares			31			1,356		(9)(13)
HSI Halo Holdings, LLC	Common Equity - Common Stock	N/A	N/A		104 Shares			16			14		(9)(13)
								19,207			20,470
KureSmart
Clearway Corporation (f/k/a NP/Clearway Holdings, Inc.)	Common Equity - Common Stock	N/A	N/A		133 Shares			133			242		(9)(13)
Kure Pain Holdings, Inc.	First Lien Secured Debt	SOFR+ 610 , 1.00 % Floor	08/27/25			21,269		21,171			21,264		(9)(30)
	First Lien Secured Debt - Revolver	SOFR+ 610 , 1.00 % Floor	08/27/24			2,654		( 10	)		—		(9)(21)(23)
								21,294			21,506
LucidHealth
Premier Imaging, LLC	First Lien Secured Debt	SOFR+ 611 , 1.00 % Floor	01/02/25			8,032		7,972			7,932		(9)(31)

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2023

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate	Maturity Date	Par/Shares (12)			Cost (34)			Fair Value (1)(35)
Mannkind Corporation
Mannkind Corporation	First Lien Secured Debt	SOFR+ 635 , 1.00 % Floor	08/01/25			11,556		11,523			11,555		(9)(26)(30)
	Common Equity - Common Stock	N/A	N/A		334,226 Shares			76			1,217		(9)(10)(13)(17)
								11,599			12,772
Maxor National Pharmacy Services, LLC
Maxor National Pharmacy Services, LLC	First Lien Secured Debt	SOFR+ 700 , 1.00 % Floor	03/01/29			13,319		12,956			12,986		(9)(32)
	First Lien Secured Debt - Revolver	SOFR+ 700 , 1.00 % Floor	03/01/29			1,530		( 40	)		( 38	)	(8)(9)(21)(23)
Maxor Topco, L.P.	Preferred Equity - Preferred Equity	N/A	N/A		50,000 Shares			50			60		(9)(13)(24)
								12,966			13,008
Medical Guardian
Medical Guardian, LLC	First Lien Secured Debt	SOFR+ 635 , 1.00 % Floor	10/26/26			35,562		30,499			30,444		(9)(21)(23)(30)
	First Lien Secured Debt - Revolver	SOFR+ 635 , 1.00 % Floor	10/26/26			3,810		519			514		(9)(21)(23)(30)
								31,018			30,958
Midwest Vision
Midwest Vision Partners Management, LLC	First Lien Secured Debt	SOFR+ 665 , 1.00 % Floor	01/12/27			21,624		21,358			21,083		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 665 , 1.00 % Floor	01/12/27			612		605			595		(9)(23)(31)
								21,963			21,678
Orchard
Orchard Therapeutics PLC	First Lien Secured Debt	SOFR+ 605 , 1.00 % Floor	05/28/26			7,595		7,580			8,006		(9)(17)(30)
Partner Therapeutics, Inc
Partner Therapeutics, Inc	Preferred Equity - Preferred Equity	N/A	N/A		55,556 Shares			333			399		(9)(13)
	Warrants - Warrants				73,333 Shares			389			199		(9)(13)
								722			598
PHS
PHS Buyer, Inc.	First Lien Secured Debt	SOFR+ 610 Cash plus 1.50 % PIK, 1.00 % Floor	01/31/27			23,908		23,643			23,848		(9)(30)
	First Lien Secured Debt - Revolver	SOFR+ 610 Cash plus 1.50 % PIK, 1.00 % Floor	01/31/27			2,000		1,301			1,330		(9)(21)(23)(30)
								24,944			25,178
RHA Health Services
Pace Health Companies, LLC	First Lien Secured Debt	SOFR+ 640 , 1.00 % Floor	08/02/25			3,731		3,707			3,667		(9)(31)
	First Lien Secured Debt	SOFR+ 665 , 1.00 % Floor	08/02/25			2,500		1,567			1,563		(9)(21)(23)(31)
	First Lien Secured Debt - Revolver	SOFR+ 640 , 1.00 % Floor	08/02/25			500		( 5	)		( 9	)	(8)(9)(20)(21)(23)
								5,269			5,221
Rigel Pharmaceuticals
Rigel Pharmaceuticals, Inc.	First Lien Secured Debt	SOFR+ 576 , 1.50 % Floor	09/01/26			18,000		17,998			18,000		(9)(30)

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2023

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate	Maturity Date	Par/Shares (12)		Cost (34)			Fair Value (1)(35)
Team Select
TS Investors, LLC	First Lien Secured Debt	SOFR+ 660 , 1.00 % Floor	05/04/29		2,306		1,872			1,913		(9)(21)(23)(30)
	First Lien Secured Debt - Revolver	SOFR+ 660 , 1.00 % Floor	05/04/29		185		( 5	)		( 2	)	(8)(9)(21)(23)
							1,867			1,911
TELA Bio, Inc.
TELA Bio, Inc.	First Lien Secured Debt	SOFR+ 635 , 1.00 % Floor	05/01/27		16,667		13,283			13,333		(9)(23)(30)
TersSera
TerSera Therapeutics LLC	First Lien Secured Debt	SOFR+ 675 , 1.00 % Floor	04/04/29		13,860		13,478			13,756		(9)(30)
	First Lien Secured Debt - Revolver	SOFR+ 675 , 1.00 % Floor	04/04/29		1,140		( 30	)		( 9	)	(8)(9)(21)(23)
							13,448			13,747
TissueTech
TissueTech, Inc.	First Lien Secured Debt	SOFR+ 586 , 1.00 % Floor	04/01/27		17,500		12,205			12,250		(9)(23)(30)
	First Lien Secured Debt - Revolver	SOFR+ 411 , 1.00 % Floor	04/01/27		1,000		497			500		(9)(21)(23)(30)
							12,702			12,750
Treace
Treace Medical Concepts, Inc.	First Lien Secured Debt	SOFR+ 610 , 1.00 % Floor	04/01/27		35,000		14,528			14,146		(9)(17)(23)(27) (30)
	First Lien Secured Debt - Revolver	SOFR+ 410 , 1.00 % Floor	04/01/27		3,000		390			355		(9)(17)(21)(23) (27)(30)
							14,918			14,501
Unchained Labs
Unchained Labs, LLC	First Lien Secured Debt	SOFR+ 555 , 1.00 % Floor	08/09/27		4,121		4,079			4,080		(9)(30)
	First Lien Secured Debt - Revolver	SOFR+ 555 , 1.00 % Floor	08/09/27		726		( 9	)		( 7	)	(8)(9)(21)(23)
							4,070			4,073
US Fertility
US Fertility Enterprises, LLC	First Lien Secured Debt	SOFR+ 660 , 1.00 % Floor	12/21/27		2,958		2,896			2,913		(9)(30)(31)
	First Lien Secured Debt - Revolver	SOFR+ 651 , 1.00 % Floor	12/21/27		63		28			28		(9)(21)(23)(31)
							2,924			2,941
ViewRay
ViewRay Inc.	First Lien Secured Debt	3.50 %	11/01/27		9,583		7,852			717		(9)(14)(17)
WellDyneRx, LLC
WelldyneRX, LLC	First Lien Secured Debt	SOFR+ 685 , 0.75 % Floor	03/09/27		17,761		17,499			17,272		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 685 , 0.75 % Floor	03/09/26		1,923		( 21	)		( 53	)	(8)(9)(21)(23)
							17,478			17,219
		Total Healthcare & Pharmaceuticals				$	413,863		$	409,588

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2023

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate	Maturity Date	Par/Shares (12)			Cost (34)			Fair Value (1)(35)
High Tech Industries
Acronis AG
ACRONIS AG	First Lien Secured Debt	SOFR+ 595 , 1.00 % Floor	04/01/27	$		21,000	$	20,945		$	21,000	(9)(17)(30)
American Megatrends
AMI US Holdings Inc.	First Lien Secured Debt	SOFR+ 535 , 1.00 % Floor	04/01/25			21,044		20,925			21,044	(9)(30)
	First Lien Secured Debt - Revolver	SOFR+ 535 , 0.00 % Floor	04/01/24			2,907		( 3	)		—	(9)(21)(23)
								20,922			21,044
BarTender
Sigma Buyer LLC	First Lien Secured Debt	SOFR+ 675 , 0.75 % Floor	01/04/28			5,955		5,804			5,940	(9)(32)
	First Lien Secured Debt - Revolver	SOFR+ 675 , 0.75 % Floor	01/04/28			1,500		64			96	(9)(21)(23)(32)
								5,868			6,036
Calero Holdings, Inc.
Telesoft Holdings, LLC	First Lien Secured Debt	SOFR+ 585 , 1.00 % Floor	12/16/25			21,875		21,696			21,548	(30)
	First Lien Secured Debt - Revolver	SOFR+ 585 , 1.00 % Floor	12/16/25			2,273		308			291	(21)(23)(30)
								22,004			21,839
ChyronHego Corporation
ChyronHego Corporation (5)	Preferred Equity - Preferred Equity	N/A	N/A		7,800 Shares			6,000			20,628	(13)(24)
ChyronHego US Holding Corporation (5)	First Lien Secured Debt	SOFR+ 350 , 1.75 % Floor	06/30/26			106,906		106,690			106,906	(31)
	First Lien Secured Debt - Revolver	P+ 600	06/30/26			5,000		1,300			1,300	(21)(23)(28)
								113,990			128,834
Dairy.com
Momentx Corporation	First Lien Secured Debt	SOFR+ 585 , 1.00 % Floor	06/24/27			15,046		14,859			14,886	(9)(31)
	First Lien Secured Debt	SOFR+ 635 , 1.00 % Floor	06/24/27			1,357		1,333			1,357	(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 585 , 1.00 % Floor	06/24/27			1,257		1,242			1,243	(9)(23)(31)
								17,434			17,486
Digital.ai
Digital.ai Software Holdings, Inc.	First Lien Secured Debt	SOFR+ 710 , 1.00 % Floor	02/10/27			21,960		21,589			21,356	(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 710 , 1.00 % Floor	02/10/27			2,419		990			950	(9)(21)(23)(31)
								22,579			22,306
GoHealth
Norvax, LLC	First Lien Secured Debt - Revolver	SOFR+ 660 , 1.00 % Floor	09/13/24			3,182		( 11	)		—	(9)(21)(23)

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2023

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate	Maturity Date	Par/Shares (12)			Cost (34)			Fair Value (1)(35)
Gtreasury
G Treasury SS LLC	First Lien Secured Debt	SOFR+ 600 , 1.00 % Floor	06/29/29			2,250		208			205		(9)(21)(23)(31)
	First Lien Secured Debt - Revolver	SOFR+ 600 , 1.00 % Floor	06/29/29			250		( 5	)		( 5	)	(8)(9)(21)(23)
								203			200
International Cruise & Excursion Gallery, Inc.
International Cruise & Excursion Gallery, Inc.	First Lien Secured Debt	SOFR+ 535 , 1.00 % Floor	06/06/25			14,175		14,105			13,935		(31)
Litify
Litify Holdings Inc.	Common Equity - Common Stock	N/A	N/A		217,892 Shares			107			255		(9)(13)(24)
Litify LLC	First Lien Secured Debt	SOFR+ 710 , 1.00 % Floor	02/02/29			11,667		11,354			11,346		(9)(31)
	First Lien Secured Debt	SOFR+ 760 , 1.00 % Floor	02/02/29			7,500		7,278			7,313		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 710 , 1.00 % Floor	02/02/29			833		( 21	)		( 23	)	(8)(9)(21)(23)
								18,718			18,891
Modern Campus
Destiny Solutions U.S., Inc.	First Lien Secured Debt	SOFR+ 585 , 1.00 % Floor	06/08/26			25,382		25,031			24,935		(19)(30)
RMCF IV CIV XXXV, L.P.	Common Equity - Common Stock	N/A	N/A		482 Shares			1,000			1,745		(13)
								26,031			26,680
MYCOM
Magnate Holding Corp.	First Lien Secured Debt	SOFR+ 615 , 0.50 % Floor	12/16/24			18,873		18,858			18,790		(9)(17)(31)
	First Lien Secured Debt - Revolver	SOFR+ 615 , 0.50 % Floor	02/14/24			3,150		3,146			3,145		(9)(17)(23)(31)
								22,004			21,935
New Era Technology, Inc.
New Era Technology, Inc.	First Lien Secured Debt	SOFR+ 640 , 1.00 % Floor	10/31/26			31,911		31,550			31,111		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 640 , 1.00 % Floor	10/30/26			1,732		( 19	)		( 43	)	(8)(9)(21)(23)
								31,531			31,068
Omada
Omada Health, Inc.	First Lien Secured Debt	SOFR+ 710 , 2.50 % Floor	06/01/28			2,900		1,423			1,422		(9)(23)(30)
	First Lien Secured Debt - Revolver	SOFR+ 410 , 2.50 % Floor	06/01/28			100		4			4		(9)(21)(23)(30)
								1,427			1,426
Pro Vigil
Pro-Vigil Holding Company, LLC	First Lien Secured Debt	SOFR+ 860 , 1.00 % Floor	01/11/25			22,939		22,699			22,744		(9)(31)
Schlesinger Group
Schlesinger Global, LLC	First Lien Secured Debt	SOFR+ 615 Cash plus 1.00 % PIK, 1.00 % Floor	07/12/25			10,260		10,175			10,200		(9)(31)
	First Lien Secured Debt	SOFR+ 790 , 1.00 % Floor	07/12/25			944		937			944		(9)(31)
								11,112			11,144

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2023

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate	Maturity Date	Par/Shares (12)		Cost (34)			Fair Value (1)(35)
Simeio
Simeio Group Holdings, Inc.	First Lien Secured Debt	SOFR+ 585 , 1.00 % Floor	02/02/26		8,116		8,069			8,015		(9)(30)
	First Lien Secured Debt - Revolver	SOFR+ 585 , 1.00 % Floor	02/02/26		1,731		1,146			1,125		(9)(21)(23)(30)
							9,215			9,140
Sirsi Corporation
Sirsi Corporation	First Lien Secured Debt	SOFR+ 635 , 1.00 % Floor	03/15/25		4,658		4,655			4,611		(9)(30)
	First Lien Secured Debt - Revolver	SOFR+ 635 , 1.00 % Floor	03/15/25		429		( 1	)		( 4	)	(8)(9)(21)(23)
							4,654			4,607
Springbrook
Springbrook Holding Company, LLC	First Lien Secured Debt	SOFR+ 561 , 1.00 % Floor	12/23/26		15,647		15,494			15,406		(31)
	First Lien Secured Debt	SOFR+ 661 , 1.00 % Floor	12/23/26		2,331		2,306			2,341		(30)
	First Lien Secured Debt - Revolver	SOFR+ 561 , 1.00 % Floor	12/23/26		1,463		( 11	)		( 23	)	(8)(21)(23)
							17,789			17,724
UpStack
Upstack Holdco Inc.	First Lien Secured Debt	SOFR+ 635 , 1.00 % Floor	08/20/27		31,390		30,819			31,076		(9)(32)
	First Lien Secured Debt - Revolver	SOFR+ 635 , 1.00 % Floor	08/20/27		3,000		849			870		(9)(20)(21)(23)
							31,668			31,946
		Total High Tech Industries				$	434,887		$	449,985
Hotel, Gaming, Leisure, Restaurants
Cave
Cave Enterprises Operations, LLC	First Lien Secured Debt	SOFR+ 660 , 1.50 % Floor	08/09/28	$	9,971	$	8,484		$	8,635		(9)(23)(30)
CircusTrix
CircusTrix Holdings LLC	First Lien Secured Debt	SOFR+ 675 , 1.00 % Floor	07/18/28		3,998		943			938		(9)(21)(23)(30)
	First Lien Secured Debt - Revolver	SOFR+ 675 , 1.00 % Floor	07/18/28		1,000		( 23	)		( 15	)	(8)(9)(21)(23)
							920			923
Guernsey
Guernsey Holdings SDI LA LLC	First Lien Secured Debt	6.95 %	11/18/26		1,821		1,810			1,716		(9)
	First Lien Secured Debt	SOFR+ 595 , 1.00 % Floor	11/18/26		1,167		—			—		(9)(23)
							1,810			1,716
PARS Group LLC
PARS Group LLC	First Lien Secured Debt	SOFR+ 685 , 1.50 % Floor	04/03/28		9,932		8,869			8,831		(9)(23)(30)
Taco Cabana
YTC Enterprises, LLC	First Lien Secured Debt	SOFR+ 636 , 1.00 % Floor	08/16/26		9,483		9,412			9,294		(9)(30)
		Total Hotel, Gaming, Leisure, Restaurants				$	29,495		$	29,399

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2023

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate		Maturity Date	Par/Shares (12)			Cost (34)			Fair Value (1)(35)
Insurance
High Street Insurance
High Street Buyer, Inc.	First Lien Secured Debt	SOFR+ 590 , 0.75 % Floor		04/14/28	$		29,582	$	29,207		$	29,138		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 590 , 0.75 % Floor		04/16/27			2,203		( 24	)		( 33	)	(8)(9)(21)(23)
									29,183			29,105
PGM Holdings Corporation
Turbo Buyer, Inc.	First Lien Secured Debt	SOFR+ 625 , 1.00 % Floor		12/02/25			18,887		18,703			18,462		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 625 , 1.00 % Floor		12/02/25			923		( 7	)		( 21	)	(8)(9)(21)(23)
									18,696			18,441
			Total Insurance					$	47,879		$	47,546
Manufacturing, Capital Equipment
AVAD, LLC
Surf Opco, LLC	First Lien Secured Debt - Revolver	SOFR+ 411 , 1.00 % Floor		03/17/26	$		20,000	$	15,820		$	15,786		(9)(16)(20)(21)(23) (30)
	Preferred Equity - Class P-1 Preferred	N/A		N/A		33,333 Shares			3,333			6,667		(9)(13)(16)
	Preferred Equity - Class P-2 Preferred	N/A		N/A		85,164 Shares			8,516			3,964		(9)(13)(16)
	Common Equity - Class A-1 Common	N/A		N/A		3,333 Shares			—			185		(9)(13)(16)
									27,669			26,602
Carlisle Fluid Technologies
LSF12 Donnelly Bidco, LLC	First Lien Secured Debt	SOFR+ 650 , 1.00 % Floor		10/02/29			14,963		14,601			14,588		(9)(30)
International Wire Group
IW Buyer LLC	First Lien Secured Debt	SOFR+ 685 , 1.00 % Floor		06/28/29			2,096		2,037			2,054		(9)(30)
	First Lien Secured Debt - Revolver	SOFR+ 685 , 1.00 % Floor		06/28/29			393		( 11	)		( 8	)	(8)(9)(20)(21)(23)
									2,026			2,046
Kauffman
Kauffman Holdco, LLC	Common Equity - Common Stock	N/A		N/A		250,000 Shares			250			248		(9)
Kauffman Intermediate, LLC	First Lien Secured Debt	SOFR+ 585 , 1.00 % Floor		05/08/25			15,976		15,894			15,779		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 585 , 1.00 % Floor		05/08/25			1,243		311			295		(9)(21)(20)(23)(30)
									16,455			16,322
MedPlast Holdings Inc.
Viant Medical Holdings, Inc. (fka MedPlast Holdings, Inc.)	Second Lien Secured Debt	SOFR+ 786 , 0.00 % Floor		07/02/26			8,000		7,976			7,710		(30)
		Total Manufacturing, Capital Equipment						$	68,727		$	67,268
Retail
IPS
SI Holdings, Inc.	First Lien Secured Debt	SOFR+ 610 , 1.00 % Floor		12/30/27	$		30,789	$	30,311		$	30,460		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 610 , 1.00 % Floor		12/30/27			3,413		503			469		(9)(21)(23)(30)
				Total Retail				$	30,814		$	30,929

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2023

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate	Maturity Date	Par/Shares (12)		Cost (34)			Fair Value (1)(35)
Telecommunications
MCA
Mobile Communications America, Inc.	First Lien Secured Debt	SOFR+ 600 , 1.00 % Floor	10/16/29	$	11,141	$	2,338		$	2,330		(9)(21)(23)(31)
	First Lien Secured Debt - Revolver	SOFR+ 600 , 1.00 % Floor	10/16/29		1,359		( 33	)		( 34	)	(8)(9)(21)(23)
							2,305			2,296
Securus Technologies Holdings, Inc.
Securus Technologies Holdings, Inc.	Second Lien Secured Debt	SOFR+ 865 , 1.00 % Floor	11/01/25		7,266		7,238			6,031		(31)
		Total Telecommunications				$	9,543		$	8,327
Transportation - Cargo, Distribution
Beacon Mobility
Beacon Mobility Corp.	First Lien Secured Debt	SOFR+ 635 , 1.00 % Floor	12/31/25	$	37,049	$	36,895		$	36,940		(9)(31)
	First Lien Secured Debt - Revolver	4.10 %	05/22/24		55,000		—			—		(9)(22)(23)
	First Lien Secured Debt - Revolver	SOFR+ 635 , 1.00 % Floor	12/31/25		4,145		( 42	)		( 15	)	(8)(9)(20)(21)(23)
							36,853			36,925
Camin Cargo
Camin Cargo Control Holdings, Inc.	First Lien Secured Debt	SOFR+ 600 , 1.00 % Floor	12/06/29	$	4,000	$	945		$	911		(9)(21)(23)(30)
	First Lien Secured Debt - Revolver	SOFR+ 600 , 1.00 % Floor	12/06/29		1,000		( 22	)		( 22	)	(8)(9)(21)(23)
							923			889
Heniff and Superior
Heniff Holdco, LLC	First Lien Secured Debt	SOFR+ 585 , 1.00 % Floor	12/03/26		29,443		29,153			29,296		(9)(31)
	First Lien Secured Debt - Revolver	SOFR+ 585 , 1.00 % Floor	12/03/24		3,925		1,488			1,495		(9)(20)(21)(23) (30)
							30,641			30,791
IronClad
Ironhorse Purchaser, LLC	First Lien Secured Debt	SOFR+ 650 , 1.00 % Floor	09/30/27		4,517		2,978			2,977		(9)(21)(23)(31)
	First Lien Secured Debt - Revolver	SOFR+ 650 , 1.00 % Floor	09/30/27		483		268			268		(9)(20)(21)(23)(31)
							3,246			3,245
MSEA Tankers LLC
MSEA Tankers LLC (5)	Common Equity - Class A Units	N/A	N/A				15,791			45		(13)(17)(18)(24)
		Total Transportation – Cargo, Distribution				$	87,454		$	71,895
Utilities - Electric
Congruex
Congruex Group LLC	First Lien Secured Debt	SOFR+ 590 , 0.75 % Floor	05/03/29	$	14,775	$	14,489		$	14,369		(9)(31)
		Total Utilities – Electric				$	14,489		$	14,369

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2023

(In thousands, except share data)


Industry/Company	Investment Type	Interest Rate	Maturity Date	Par/Shares (12)			Cost (34)			Fair Value (1)(35)
Wholesale
Banner Solutions
Banner Buyer, LLC	First Lien Secured Debt	SOFR+ 585 , 1.00 % Floor	10/31/25	$		15,025	$	14,933		$	14,934		(9)(30)
	First Lien Secured Debt - Revolver	SOFR+ 585 , 0.00 % Floor	10/31/25			1,935		( 13	)		( 12	)	(8)(9)(21)(23)
Banner Parent Holdings, Inc.	Common Equity - Common Stock	N/A	N/A		6,125 Shares			613			549		(9)(13)
								15,533			15,471
Thomas Scientific
BSP-TS, LP	Preferred Equity - Preferred Equity	N/A	N/A		17 Shares			17			18		(9)(13)(24)
	Common Equity - Common Stock	N/A	N/A		185 Shares			185			161		(9)(13)
Thomas Scientific, LLC	First Lien Secured Debt	SOFR+ 640 , 1.00 % Floor	12/14/27			31,254		30,809			30,735		(9)(31)
	First Lien Secured Debt - Revolver	P+ 525	12/14/27			2,963		405			395		(9)(21)(23)(28)
								31,416			31,309
		Total Wholesale					$	46,949		$	46,780
Total Investments before Cash Equivalents							$	2,538,142		$	2,334,199
J.P. Morgan U.S. Government Money Market Fund		N/A	N/A			140	$	140		$	140		(34)
Goldman Sachs Financial Square Government Fund		N/A	N/A			112	$	112		$	112		(34)
Total Investments after Cash Equivalents							$	2,538,394		$	2,334,451		(6)(7)

(1)

Fair value is determined in good faith by or under the direction of the Board of Directors of the Company (See Note 2 to the consolidated financial statements).

(2)

Preferred and ordinary shares in Solarplicity UK Holdings Limited are GBP denominated equity investments. Common shares in 1244311 B.C. Ltd. are CAD denominated equity investments.

(3)

Denotes investments in which the Company owns greater than 25 % of the equity, where the governing documents of each entity preclude the Company from exercising a controlling influence over the management or policies of such entity. The Company does not have the right to elect or appoint more than 25 % of the directors or another party has the right to elect or appoint more directors than the Company and has the right to appoint certain members of senior management. Therefore, the Company has determined that these entities are not controlled affiliates. As of December 31, 2023, we had a 100 % equity ownership interest in Golden Bear 2016-R, LLC, a collateralized loan obligation.

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2023

(In thousands, except share data)

(4)

Denotes investments in which we are an “Affiliated Person,” as defined in the 1940 Act, due to holding the power to vote or owning 5 % or more of the outstanding voting securities of the investment but not controlling the company. Fair value as of December 31, 2022 and December 31, 2023 along with transactions during the twelve months ended December 31, 2023 in these affiliated investments are as follows:


Name of Issuer	Fair Value at December 31, 2022			Gross Additions ●			Gross Reductions ■				Net Change in Unrealized Gains (Losses)				Fair Value at December 31, 2023			Net Realized Gains (Losses)			Interest/ Dividend/ Other Income
1244311 B.C. Ltd., Common Stock	$	339	$		—	$		—		$		748		$		1,087	$		—	$		—
1244311 B.C. Ltd., Term Loan		3,830			115			( 378	)			173				3,740			—			421
AIC SPV Holdings II, LLC, Preferred Equity*		74			—			( 74	)			—				—			—			—
Carbonfree Chemicals Holdings LLC, Common Stock		20,202			—			—				( 1,475	)			18,727			—			—
FC2 LLC, Term Loan		12,500			—			—				1				12,501			—			817
FC2 LLC, Common Stock		—			—			—				—				—			—			—
Golden Bear 2016-R, LLC, Membership Interests		9,413			131			—				1,168				10,712			—			—
GSC Technologies Inc., Term Loan		177			7			( 198	)			14				—			—			13
Pelican Energy, LLC, Common Stock		195			—			( 469	)			414				140			—			—
Renew Financial LLC (f/k/a Renewable Funding, LLC), Series B Preferred Stock*		—			—			—				—				—			—			—
Renew Financial LLC (f/k/a Renewable Funding, LLC), Series D Preferred Stock*		—			—			—				—				—			—			—
Renew Financial LLC (f/k/a Renewable Funding, LLC), Series E Preferred Stock		—			—			—				—				—			—			—
Renew Financial LLC (f/k/a Renewable Funding, LLC), Preferred Equity*		1,961			—			( 1,961	)			—				—			—			—
Renew Financial LLC (f/k/a Renewable Funding, LLC), Common Stock*		—			—			—				—				—			—			—
Renew JV LLC, Membership Interests*		449			—			( 449	)			—				—			—			—
Auto Pool 2023 Trust (Del. Stat. Trust)		—			29,946			( 2,082	)			2,757				30,621			—			1,010
	$	49,141	$		30,199	$		( 5,611	)	$		3,799		$		77,528	$		—	$		2,261

* As of December 31, 2023 this investment was not considered to be an “Affiliated Person” to the Company. The Company’s ownership of, or power to vote, the outstanding voting securities of the investment was reduced below 5 % during the current period.

● Gross additions include increases in the basis of investments resulting from new portfolio investments, payment-in-kind interest or dividends, the accretion of discounts, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company into this category from a different category.

■ Gross reductions include decreases in the basis of investments resulting from principal collections related to investment repayments or sales, the amortization of premiums, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company out of this category into a different category.

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2023

(In thousands, except share data)

(5)

Denotes investments in which we are deemed to exercise a controlling influence over the management or policies of a company, as defined in the 1940 Act, due to beneficially owning, either directly or through one or more controlled companies, more than 25 % of the outstanding voting securities of the investment. Fair value as of December 31, 2022 and December 31, 2023 along with transactions during the twelve months ended December 31, 2023 in these controlled investments are as follows:


Name of Issuer	Fair Value at December 31, 2022			Gross Additions ●			Gross Reductions ■				Net Change in Unrealized Gains (Losses)				Fair Value at December 31, 2023			Net Realized Gains (Losses)			Interest/ Dividend/ Other Income
Majority Owned Company
ChyronHego Corporation, Preferred Equity	$	22,500	$		—	$		—		$		( 1,872	)	$		20,628	$		—	$		—
ChyronHego Corporation, Revolver		8,956			1,044			( 9,989	)			( 11	)			—			—			440
ChyronHego Corporation, Term Loan		91,042			1,246			( 91,833	)			( 455	)			—			—			4,823
ChyronHego US Holding Corporation, Term Loan		—			106,691			—				215				106,906			—			5,379
ChyronHego US Holding Corporation, Revolver		—			1,300			—				—				1,300			—			18
Merx Aviation Finance, LLC, Letter of Credit		—			—			—				—				—			—			30
Merx Aviation Finance, LLC, Membership Interests		111,446			—			—				5,597				117,043			—			—
Merx Aviation Finance, LLC, Revolver		150,000			—			( 75,926	)			2				74,076			—			8,321
MSEA Tankers LLC, Class A Units		4,256			—			( 3,605	)			( 606	)			45			—			—
Controlled Company
SHD Oil & Gas, LLC, Series C Units		580			—			—				( 234	)			346			—			—
SHD Oil & Gas, LLC, Series A Units		—			—			—				—				—			—			—
	$	388,780	$		110,281	$		( 181,353	)	$		2,636		$		320,344	$		—	$		19,011

As of December 31, 2023, the Company had an 87 %, 100 %, 100 % and 38 % equity ownership interest in ChyronHego Corporation; Merx Aviation Finance, LLC; MSEA Tankers, LLC; and SHD Oil & Gas, LLC (f/k/a Spotted Hawk Development LLC), respectively.

(6)

Aggregate gross unrealized gain and loss for federal income tax purposes is $ 60,869 and $ 271,663 , respectively. Net unrealized loss is $ 210,794 based on a tax cost of $ 2,545,245 .

(7)

(8)

The negative fair value is the result of the commitment being valued below par.

(9)

These are co-investments made with the Company’s affiliates in accordance with the terms of the exemptive order the Company received from the Securities and Exchange Commission (the “SEC”) permitting us to do so. (See Note 4 to the consolidated financial statements for discussion of the exemptive order from the SEC.)

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2023

(In thousands, except share data)

(10)

(11)

These investments have a maturity date prior to the end of the current period. Sonar Entertainment is expected to be paid down in a series of payments subsequent to the stated maturity date. Additional proceeds are expected from Crowne Automotive and Solarplicity Group after the resolution of bankruptcy proceedings, or other corporate actions, at each respective issuer.

(12)

Par amount is denominated in USD unless otherwise noted, Euro (“€”), British Pound (“£”), Canadian Dollar (“C$”), and Australian Dollar (“A$”) .

(13)

Non-income producing security.

(14)

Non-accrual status (See Note 2 to the consolidated financial statements).

(15)

The underlying investments of AIC SPV Holdings II, LLC is a securitization in which the Company owns preferred shares representing 14.25 % economic interest.

(16)

AIC Spotted Hawk Holdings, LLC, AIC SHD Holdings, LLC, AIC Pelican Holdings, LLC, AP Surf Investments, LLC and AIC SB Holdings LLC are wholly-owned special purpose vehicles which only hold investments of the underlying portfolio companies and have no other significant assets or liabilities. AIC Spotted Hawk Holdings, LLC holds equity and debt investments in SHD Oil & Gas, LLC. AIC SHD Holdings LLC holds equity investments in SHD Oil & Gas, LLC. and equity investments in both Carbonfree Chemicals Holdings, LLC and Carbonfree Chemicals SA, LLC. AIC Pelican Holdings, LLC holds an equity investment in Pelican Energy, LLC. AP Surf Investments, LLC holds equity investments in Surf Opco, LLC. AIC SB Holdings LLC holds equity investments in Gainline Galaxy Holdings LLC.

(17)

Investments that the Company has determined are not “qualifying assets” under Section 55(a) of the 1940 Act. Under the 1940 Act, we may not acquire any non-qualifying asset unless, at the time such acquisition is made, qualifying assets represent at least 70 % of our total assets. The status of these assets under the 1940 Act is subject to change. The Company monitors the status of these assets on an ongoing basis. As of December 31, 2023, non-qualifying assets represented approximately 5.5 % of the total assets of the Company.

(18)

As of December 31, 2023 , MSEA Tankers, LLC had various classes of limited liability interests outstanding of which the Company holds Class A-1 and Class A-2 units which are identical except that Class A-1 unit is voting and Class A-2 unit is non-voting. The units entitle the Company to appoint two out of three managers to the board of managers.

(19)

(20)

As of December 31, 2023 , there were letters of credit issued and outstanding through the Company under this first lien senior secured revolving loan.

(21)

The undrawn portion of these committed revolvers and delayed draw term loans includes a commitment and unused fee rate.

(22)

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2023

(In thousands, except share data)

(23)

As of December 31, 2023, the Company had the following commitments to fund various revolving and delayed draw senior secured and subordinated loans, including commitments to issue letters of credit through a financial intermediary on behalf of certain portfolio companies. Such commitments are subject to the satisfaction of certain conditions set forth in the documents governing these loans and letters of credit and there can be no assurance that such conditions will be satisfied. See Note 8 to the consolidated financial statements for further information on revolving and delayed draw loan commitments, including commitments to issue letters of credit, related to certain portfolio companies.


Name of Issuer	Total Commitment			Drawn Commitment			Letters of Credit **			Undrawn Commitment
A&V Holdings Midco, LLC	$	1,505	$		361	$		—	$		1,144
ACP Avenu Buyer, LLC		6,250			—			—			6,250
AMI US Holdings Inc.		2,907			—			—			2,907
Acentra Holdings, LLC (fka CNSI Holdings, LLC)		2,000			733			—			1,267
Activ Software Holdings, LLC		2,407			—			—			2,407
Alcami Corporation		1,781			—			—			1,781
Alpinex Opco, LLC		1,489			596			—			893
Athlete Buyer, LLC		652			—			—			652
Banner Buyer, LLC		1,935			—			—			1,935
Beacon Mobility Corp.		59,145			—			34,336			24,809
Berner Food & Beverage, LLC		2,881			1,377			—			1,504
Bird Rides, Inc.		5,167			—			—			5,167
Camin Cargo Control Holdings, Inc.		4,000			—			—			4,000
Cave Enterprises Operations, LLC		1,333			—			—			1,333
Celerion Buyer, Inc.		1,918			—			—			1,918
Cerus Corporation		6,500			1,763			—			4,737
ChyronHego US Holding Corporation		5,000			1,300			—			3,700
CircusTrix Holdings LLC		4,000			—			—			4,000
Club Car Wash Operating, LLC		2,900			1,625			—			1,275
Compu-Link Corporation		2,273			—			—			2,273
Compu-Link Corporation (dba Celink)		610			—			—			610
Digital.ai Software Holdings, Inc.		2,419			1,028			—			1,391
Eagle Purchaser, Inc.		1,500			263			—			1,237
Eldrickco Limited*		4,051			452			—			3,599
EmpiRx Health LLC		909			—			227			682
ExactCare Parent, Inc.		1,967			—			—			1,967
G Treasury SS LLC		2,250			—			—			2,250
GB001, Inc.		24,000			—			—			24,000
GI Apple Midco LLC		1,262			310			39			913
GS SEER Group Borrower LLC		1,523			—			—			1,523
Gabriel Partners, LLC		665			266			—			399
Gateway US Holdings, Inc.		304			—			—			304
Go Car Wash Management Corp.		13,142			—			—			13,142
Graffiti Buyer, Inc.		1,307			451			—			856
Green Grass Foods, Inc.		1,250			—			—			1,250
Guernsey Holdings SDI LA LLC		1,167			—			—			1,167
Gutter Buyer, Inc.		2,727			2,625			102			—
HEF Safety Ultimate Holdings, LLC		7,500			400			—			7,100
HRO (Hero Digital) Holdings, LLC		9,617			2,520			31			7,066
HSI HALO Acquisition, Inc.		813			813			—			—
Health Management Associates Superholdings, Inc.		768			—			5			763
Heniff Holdco, LLC		3,925			1,504			164			2,257
High Street Buyer, Inc.		2,203			—			—			2,203
Hive Intermediate, LLC		2,326			633			—			1,693
HomeRenew Buyer, Inc.		1,958			1,958			—			—
IW Buyer LLC		393			—			9			384
Ironhorse Purchaser, LLC		1,932			277			13			1,642
JF Acquisition, LLC		1,569			—			—			1,569
Jacent Strategic Merchandising		3,500			1,564			—			1,936
KL Charlie Acquisition Company		1,962			1,439			—			523
Kauffman Intermediate, LLC		1,243			311			155			777
Kure Pain Holdings, Inc.		2,654			—			—			2,654

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2023

(In thousands, except share data)


Name of Issuer	Total Commitment		Drawn Commitment		Letters of Credit **		Undrawn Commitment
LS Clinical Services Holdings, Inc.		1,875		750		—		1,125
Lash OpCo, LLC		1,612		1,216		—		396
LendingPoint LLC		8,333		8,333		—		—
Lifelong Learner Holdings, LLC		2,985		2,982		—		3
Litify LLC		833		—		—		833
M&M OPCO, LLC		476		—		—		476
Magnate Holding Corp.		3,150		3,150		—		—
Marlin DTC-LS Midco 2, LLC		685		—		—		685
Maxor National Pharmacy Services, LLC		1,530		—		—		1,530
Medical Guardian, LLC		8,571		552		—		8,019
Merx Aviation Finance, LLC		80,252		74,075		6,177		—
Midwest Vision Partners Management, LLC		612		612		—		—
Mobile Communications America, Inc.		10,000		—		—		10,000
Momentx Corporation		1,257		1,257		—		—
Naviga Inc. (fka Newscycle Solutions, Inc.)		500		450		—		50
New Era Technology, Inc.		1,732		—		—		1,732
Norvax, LLC		3,182		—		—		3,182
Omada Health, Inc.		1,550		5		—		1,545
PARS Group LLC		952		—		—		952
PHS Buyer, Inc.		2,000		1,335		—		665
Pace Health Companies, LLC		1,400		—		118		1,282
Paladone Group Bidco Limited		1,412		—		—		1,412
Paladone Group Bidco Limited*		449		—		—		449
Patriot Foods Buyer, Inc.		750		—		—		750
Pave America Interco, LLC (f/k/a Pavement Partners Interco, LLC)		942		—		—		942
Precision Refrigeration & Air Conditioning LLC		6,705		853		—		5,852
Project Comfort Buyer, Inc.		1,731		—		—		1,731
Protein For Pets Opco, LLC		2,219		—		—		2,219
Purchasing Power Funding I, LLC		9,112		9,112		—		—
RHI Acquisition LLC		3,300		—		—		3,300
Roscoe Medical, Inc		1,393		533		—		860
SI Holdings, Inc.		3,413		512		—		2,901
Shelby 2021 Holdings Corp.		969		—		—		969
Sigma Buyer LLC		1,500		100		—		1,400
Silk Holdings III Corp.		20,125		—		—		20,125
Simeio Group Holdings, Inc.		1,731		1,156		—		575
Sirsi Corporation		429		—		—		429
Smith Topco, Inc.		1,128		—		—		1,128
Springbrook Holding Company, LLC		1,463		—		—		1,463
Surf Opco, LLC		20,000		15,882		333		3,785
TELA Bio, Inc.		3,333		—		—		3,333
THLP CO. LLC		4,494		2,106		180		2,208
TS Investors, LLC		554		—		—		554
Telesoft Holdings, LLC		2,273		326		—		1,947
TerSera Therapeutics LLC		1,140		—		—		1,140
Thomas Scientific, LLC		2,963		444		—		2,519
TissueTech, Inc.		6,250		500		—		5,750
Treace Medical Concepts, Inc.		23,417		400		—		23,017
Trench Plate Rental Co.		1,818		590		125		1,103
Truck-Lite Co., LLC		3,052		—		95		2,957
Turbo Buyer, Inc.		923		—		—		923
US Fertility Enterprises, LLC		62		28		—		34
USLS Acquisition, Inc.		1,608		965		27		616
Ultimate Baked Goods Midco LLC		3,244		—		645		2,599
Unchained Labs, LLC		726		—		—		726

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2023

(In thousands, except share data)


Name of Issuer	Total Commitment			Drawn Commitment			Letters of Credit **			Undrawn Commitment
Upstack Holdco Inc.		3,000			900			110			1,990
Village Pet Care, LLC		5,250			—			—			5,250
WelldyneRX, LLC		1,923			—			—			1,923
Westfall Technik, Inc.		2,042			2,042			—			—
Wildcat BuyerCo, Inc.		2,851			—			30			2,821
Yak Access LLC		5,000			1,250			—			3,750
Total Commitments	$	507,640	$		156,985	$		42,921	$		307,734

* These investments are in a foreign currency and the total commitment has been converted to USD using the December 31, 2023 exchange rate.

** For all letters of credit issued and outstanding on December 31, 2023 , $ 42,921 will expire in 2024 .

(24)

Securities that are exempt from registration under the Securities Act of 1933 (the “Securities Act”), and may be deemed to be “restricted securities” under the Securities Act. As of December 31, 2023, the aggregate fair value of these securities is $ 158,771 or 16 % of the Company's net assets. The acquisition dates of the restricted securities are as follows:


Issuer	Investment Type	Acquisition Date
1244311 B.C. Ltd.	Common Equity - Common Stock	9/30/2020
BSP-TS, LP	Preferred Equity - Preferred Equity	10/23/2023
Carbonfree Chemicals Holdings LLC	Common Equity - Common Equity / Interest	11/1/2019
ChyronHego Corporation	Preferred Equity - Preferred Equity	12/29/2020
FC2 LLC	Common Equity - Common Stock	10/14/2022
Greylock Holdings LLC	Common Equity - Common Stock	3/16/2023
GS SEER Group Holdings, LLC	Common Equity - Common Stock	4/28/2023
Litify Holdings Inc.	Common Equity - Common Stock	2/3/2023
Maxor Topco, L.P.	Preferred Equity - Preferred Equity	3/1/2023
Merx Aviation Finance, LLC	Common Equity - Membership Interests	9/1/2022
MSEA Tankers LLC	Common Equity - Class A Units	12/12/2014
Nutpods Holdings, Inc.	Common Equity - Common Stock	12/26/2023
Pelican Energy, LLC	Common Equity - Membership Interests	3/28/2012
SHD Oil & Gas, LLC	Common Equity - Series A Units	11/18/2016
SHD Oil & Gas, LLC	Common Equity - Series C Units	12/27/2012
Silk Holdings I Corp.	Common Equity - Common Stock	5/1/2023

(25)

The Company has approximately 22.5 % ownership interest in the Auto Pool 2023 Trust (Del. Stat. Trust). Auto Pool 2023 Trust holds underlying assets that consist of a pool of retail auto loans and residual interests in auto loan trusts. The Company also continues to have an interest in any residual assets from the bankruptcy proceedings related to U.S. Auto Finance.

(26)

Mannkind Corporation is subject to an interest rate cap. The investment is capped at the lesser of 8.25 % and the stated interest rate.

(27)

Treace Medical Concepts, Inc. is subject to an interest rate cap. The investment is capped at the lesser of stated interest rate and 3.00 % plus the applicable margin.

(28)

The interest rate on these loans is subject to Prime, which as of December 31, 2023 was 8.50 %.

(29)

The interest rate on these loans is subject to SONIA, which as of December 31, 2023 was 5.19 %.

(30)

The interest rate on these loans is subject to 1 month SOFR, which as of December 31, 2023 was 5.35 %.

(31)

The interest rate on these loans is subject to 3 months SOFR, which as of December 31, 2023 was 5.33 %.

(32)

The interest rate on these loans is subject to 6 months SOFR, which as of December 31, 2023 was 5.16 %.

(33)

The interest rate on these loans is subject to 12 months SOFR, which as of December 31, 2023 was 4.77 %.

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2023

(In thousands, except share data)

(34)

The following shows the composition of the Company’s portfolio at cost by control designation, investment type and industry as of December 31, 2023:


Industry	First Lien - Secured Debt		Second Lien - Secured Debt		Unsecured Debt		Structured Products and Other		Preferred Equity		Common Equity/Interests		Warrants		Total
Non-Controlled / Non-Affiliated Investments
Advertising, Printing & Publishing	$	47,082	$	—	$	—	$	—	$	—	$	433	$	—	$	47,515
Automotive		60,152		—		—		—		—		23,971		—		84,123
Aviation and Consumer Transport		5,300		—		—		—		—		—		—		5,300
Beverage, Food & Tobacco		110,113		—		—		—		448		1,534		—		112,095
Business Services		256,321		31,060		—		—		89		2,038		—		289,508
Chemicals, Plastics & Rubber		23,418		—		—		—		—		—		—		23,418
Construction & Building		49,631		—		—		—		—		500		—		50,131
Consumer Goods – Durable		24,707		—		—		—		—		107		—		24,814
Consumer Goods – Non-durable		84,351		—		—		—		492		2,234		—		87,077
Consumer Services		159,987		—		—		—		—		—		—		159,987
Diversified Investment Vehicles, Banking, Finance, Real Estate		43,375		—		—		—		—		100		—		43,475
Energy – Electricity		7,231		—		—		—		6,157		17,123		—		30,511
Healthcare & Pharmaceuticals		412,585		—		—		—		633		256		389		413,863
High Tech Industries		319,790		—		—		—		—		1,107		—		320,897
Hotel, Gaming, Leisure, Restaurants		29,495		—		—		—		—		—		—		29,495
Insurance		47,879		—		—		—		—		—		—		47,879
Manufacturing, Capital Equipment		48,652		7,976		—		—		11,849		250		—		68,727
Retail		30,814		—		—		—		—		—		—		30,814
Telecommunications		2,305		7,238		—		—		—		—		—		9,543
Transportation – Cargo, Distribution		71,663		—		—		—		—		—		—		71,663
Utilities – Electric		14,489		—		—		—		—		—		—		14,489
Wholesale		46,134		—		—		—		17		798		—		46,949
Total Non-Controlled / Non-Affiliated Investments	$	1,895,474	$	46,274	$	—	$	—	$	19,685	$	50,451	$	389	$	2,012,273
Non-Controlled / Affiliated Investments
Chemicals, Plastics & Rubber	$	12,500	$	—	$	—	$	—	$	—	$	56,505	$	—	$	69,005
Consumer Goods – Durable		3,848		—		—		—		—		1,000		—		4,848
Consumer Services		—		—		—		27,865		—		—		—		27,865
Diversified Investment Vehicles, Banking, Finance, Real Estate		—		—		—		17,128		—		—		—		17,128
Energy – Oil & Gas		—		—		—		—		—		11,802		—		11,802
Total Non-Controlled / Affiliated Investments	$	16,348	$	—	$	—	$	44,993	$	—	$	69,307	$	—	$	130,648
Controlled Investments
Aviation and Consumer Transport	$	74,075	$	—	$	—	$	—	$	—	$	146,500	$	—	$	220,575
Energy – Oil & Gas		—		—		—		—		—		44,865		—		44,865
High Tech Industries		107,990		—		—		—		6,000		—		—		113,990
Transportation – Cargo, Distribution		—		—		—		—		—		15,791		—		15,791
Total Controlled Investments	$	182,065	$	—	$	—	$	—	$	6,000	$	207,156	$	—	$	395,221
Total	$	2,093,887	$	46,274	$	—	$	44,993	$	25,685	$	326,914	$	389	$	2,538,142

(35)

The following shows the composition of the Company’s portfolio at fair value by control designation, investment type and industry as of December 31, 2023:

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2023

(In thousands, except share data)


Industry	First Lien - Secured Debt			Second Lien - Secured Debt			Unsecured Debt			Structured Products and Other			Preferred Equity			Common Equity/Interests			Warrants			Total			% of Net Assets
Non-Controlled / Non-Affiliated Investments
Advertising, Printing & Publishing	$	45,805		$	—		$	—		$	—		$	—		$	524		$	—		$	46,329			4.61	%
Automotive		59,097			—			—			—			—			1,979			—			61,076			6.08	%
Aviation and Consumer Transport		5,286			—			—			—			—			—			—			5,286			0.53	%
Beverage, Food & Tobacco		109,270			—			—			—			148			2,310			—			111,728			11.11	%
Business Services		255,546			17,908			—			—			89			3,312			—			276,855			27.54	%
Chemicals, Plastics & Rubber		22,834			—			—			—			—			—			—			22,834			2.27	%
Construction & Building		49,209			—			—			—			—			137			—			49,346			4.91	%
Consumer Goods – Durable		24,728			—			—			—			—			826			—			25,554			2.54	%
Consumer Goods – Non-durable		84,335			238			—			—			73			302			—			84,948			8.45	%
Consumer Services		159,230			—			—			—			—			—			—			159,230			15.84	%
Diversified Investment Vehicles, Banking, Finance, Real Estate		43,085			—			—			—			—			86			—			43,171			4.29	%
Energy – Electricity		2,146			—			—			—			109			508			—			2,763			0.27	%
Healthcare & Pharmaceuticals		405,851			—			—			—			709			2,829			199			409,588			40.74	%
High Tech Industries		319,151			—			—			—			—			2,000			—			321,151			31.95	%
Hotel, Gaming, Leisure, Restaurants		29,399			—			—			—			—			—			—			29,399			2.92	%
Insurance		47,546			—			—			—			—			—			—			47,546			4.73	%
Manufacturing, Capital Equipment		48,494			7,710			—			—			10,631			433			—			67,268			6.69	%
Retail		30,929			—			—			—			—			—			—			30,929			3.08	%
Telecommunications		2,296			6,031			—			—			—			—			—			8,327			0.83	%
Transportation – Cargo, Distribution		71,850			—			—			—			—			—			—			71,850			7.15	%
Utilities – Electric		14,369			—			—			—			—			—			—			14,369			1.43	%
Wholesale		46,052			—			—			—			18			710			—			46,780			4.65	%
Total Non-Controlled / Non-Affiliated Investments	$	1,876,508		$	31,887		$	—		$	—		$	11,777		$	15,956		$	199		$	1,936,327			192.61	%
% of Net Assets		186.66	%		3.17	%		0.00	%		0.00	%		1.17	%		1.59	%		0.02	%		192.61	%


Non-Controlled / Affiliated Investments
Chemicals, Plastics & Rubber	$	12,501		$	—		$	—		$	—		$	—		$	18,727		$	—		$	31,228		3.11	%
Consumer Goods – Durable		3,740			—			—			—			—			1,087			—			4,827		0.48	%
Consumer Services		—			—			—			30,621			—			—			—			30,621		3.05	%
Diversified Investment Vehicles, Banking, Finance, Real Estate		—			—			—			10,712			—			—			—			10,712		1.07	%
Energy – Oil & Gas		—			—			—			—			—			140			—			140		0.01	%
Total Non-Controlled / Affiliated Investments	$	16,241		$	—		$	—		$	41,333		$	—		$	19,954		$	—		$	77,528		7.72	%
% of Net Assets		1.62	%		0.00	%		0.00	%		4.11	%		0.00	%		1.99	%		0.00	%		7.72	%
Controlled Investments
Aviation and Consumer Transport	$	74,076		$	—		$	—		$	—		$	—		$	117,043		$	—		$	191,119		19.01	%
Energy – Oil & Gas		—			—			—			—			—			346			—			346		0.03	%
High Tech Industries		108,206			—			—			—			20,628			—			—			128,834		12.82	%
Transportation – Cargo, Distribution		—			—			—			—			—			45			—			45		0.00	%
Total Controlled Investments	$	182,282		$	—		$	—		$	—		$	20,628		$	117,434		$	—		$	320,344		31.86	%
% of Net Assets		18.13	%		0.00	%		0.00	%		0.00	%		2.05	%		11.68	%		0.00	%		31.86	%
Total	$	2,075,031		$	31,887		$	—		$	41,333		$	32,405		$	153,344		$	199		$	2,334,199		232.19	%
% of Net Assets		206.41	%		3.17	%		0.00	%		4.11	%		3.22	%		15.26	%		0.02	%		232.19	%

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2023

(In thousands, except share data)


Industry Classification		Percentage of Total Investments (at Fair Value) as of December 31, 2023
High Tech Industries		19.3 %
Healthcare & Pharmaceuticals		17.6 %
Business Services		11.9 %
Aviation and Consumer Transport		8.4 %
Consumer Services		8.1 %
Beverage, Food & Tobacco		4.8 %
Consumer Goods – Non-durable		3.6 %
Transportation – Cargo, Distribution		3.1 %
Manufacturing, Capital Equipment		2.9 %
Automotive		2.6 %
Chemicals, Plastics & Rubber		2.3 %
Diversified Investment Vehicles, Banking, Finance, Real Estate		2.3 %
Construction & Building		2.1 %
Insurance		2.0 %
Wholesale		2.0 %
Advertising, Printing & Publishing		2.0 %
Retail		1.3 %
Consumer Goods – Durable		1.3 %
Hotel, Gaming, Leisure, Restaurants		1.3 %
Utilities – Electric		0.6 %
Telecommunications		0.4 %
Energy – Electricity		0.1 %
Energy – Oil & Gas		0.0 %
Total Investments		100.0 %

See notes to the consolidated financial statements.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

Note 1. Organization

MidCap Financial Investment Corporation (the “Company,” “MFIC,” “we,” “us,” or “our”), a Maryland corporation incorporated on February 2, 2004, is a closed-end, externally managed, diversified management investment company that has elected to be treated as a business development company (“BDC”) under the Investment Company Act of 1940 (the “1940 Act”). In addition, for tax purposes we have elected to be treated as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). We commenced operations on April 8, 2004 receiving net proceeds of $ 870,000 from our initial public offering by selling 62 million shares of common stock at a price of $ 15.00 per share ( 20.7 million shares at a price of $ 45.00 per share adjusted for the one-for-three reverse stock split). Since then, and through September 30, 2024, we have raised approximately $ 2,680,207 in net proceeds from additional offerings of common stock, including the Mergers with AFT and AIF (see Note 10 “Mergers with AFT and AIF” for additional information), and repurchased common stock for $ 248,107 .

On August 1, 2022, the Company changed its name from “Apollo Investment Corporation” to “MidCap Financial Investment Corporation”. Our common stock began to trade under the ticker “MFIC” on the NASDAQ Global Stock Market on August 12, 2022.

On November 3, 2022, the Company's Board of Directors (the “Board”) changed the Company’s fiscal year end from March 31 to December 31, effective December 31, 2022.

On November 7, 2023, the Company entered into (i) an Agreement and Plan of Merger (the “AFT Merger Agreement”) with Apollo Senior Floating Rate Fund Inc., a Maryland corporation (“AFT”), AFT Merger Sub, Inc., a Maryland corporation and a direct wholly-owned subsidiary of the Company (“AFT Merger Sub”), and, solely for the limited purposes set forth therein, Apollo Investment Management, L.P. (the “Investment Adviser" or "AIM”), and (ii) an Agreement and Plan of Merger (the “AIF Merger Agreement” and, together with the AFT Merger Agreement, the “Merger Agreements”) with Apollo Tactical Income Fund Inc., a Maryland corporation (“AIF”), AIF Merger Sub, Inc., a Maryland corporation and a direct wholly-owned subsidiary of the Company (“AIF Merger Sub”), and, solely for the limited purposes set forth therein, the Investment Adviser. The Merger Agreements provide that, subject to the terms and conditions set forth in the applicable Merger Agreement, at the effective time of such merger, AFT and AIF will, through a two-step merger process, merge with and into the Company, with the Company continuing as the surviving company. Each of the Company’s Board, and AFT’s and AIF’s Board of Directors, including all of the respective independent directors, in each case, on the recommendation of special committees comprised solely of certain independent directors of the Company or AFT and AIF, as applicable, approved the applicable Merger Agreement and the transactions contemplated thereby. The Company's stockholders approved the necessary proposal related to the mergers of AFT and AIF with and into the Company at a special meeting of stockholders held on May 28, 2024. AFT and AIF received stockholder approval of the necessary proposals related to their previously announced mergers with and into the Company at the AFT and AIF special meetings of stockholders reconvened on June 21, 2024. On July 22, 2024, the Company completed its acquisition of AFT and AIF. For more information on the Mergers, please see Note 10 “Mergers with AFT and AIF” to our consolidated financial statements included in this report.

Apollo Investment Management, L.P. is our investment adviser and an affiliate of Apollo Global Management, Inc. and its consolidated subsidiaries (“AGM”). The Investment Adviser, subject to the overall supervision of our Board of Directors, manages the day-to-day operations of and provides investment advisory services to the Company.

Apollo Investment Administration, LLC (the “Administrator” or “AIA”), an affiliate of AGM, provides, among other things, administrative services and facilities for the Company. Furthermore, AIA provides on our behalf managerial assistance to those portfolio companies to which we are required to provide such assistance.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

Our investment objective is to generate current income and, to a lesser extent, long-term capital appreciation. We primarily invest in directly originated and privately negotiated first lien senior secured loans to privately held U.S. middle-market companies, which the Company generally defines as companies with less than $ 75 million in EBITDA, as may be adjusted for market disruptions, mergers and acquisitions-related charges and synergies, and other items. To a lesser extent, we may invest in other types of securities including first lien unitranche, second lien senior secured, unsecured, subordinated, and mezzanine loans, and equities in both private and public middle market companies.

Note 2. Significant Accounting Policies

The following is a summary of the significant accounting and reporting policies used in preparing the consolidated financial statements.

Basis of Presentation

The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) pursuant to the requirements on Form 10-Q, ASC 946, Financial Services — Investment Companies (“ASC 946”), and Articles 6, 10 and 12 of Regulation S-X. In the opinion of management, all adjustments, which are of a normal recurring nature, considered necessary for the fair presentation of the consolidated financial statements for the periods presented, have been included.

Under the 1940 Act, ASC 946, and the regulations pursuant to Article 6 of Regulation S-X, we are precluded from consolidating any entity other than another investment company or an operating company which provides substantially all of its services to benefit us.

These consolidated financial statements should be read in conjunction with the audited consolidated financial statements and accompanying notes included in our Annual Report on Form 10-K for the twelve months ended December 31, 2023 .

Use of Estimates

The preparation of consolidated financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities at the date of the consolidated financial statements and the reported amounts of income, expenses, gains and losses during the reported periods. Changes in the economic environment, financial markets, credit worthiness of our portfolio companies, and any other parameters used in determining these estimates could cause actual results to differ materially.

Consolidation

As provided under Regulation S-X and ASC 946, the Company will not consolidate its investment in a company other than an investment company subsidiary or a controlled operating company whose business consists of providing services to the Company. Accordingly, the Company consolidated the results of the Company’s wholly-owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation.

As of September 30, 2024 the Company's consolidated subsidiaries were MFIC Bethesda CLO 1 LLC, Bethesda CLO 1 Depositor LLC, MFIC Amplify SPV LLC, MFIC Lender LLC, MFIC Omada SPV LLC, MFIC Ostrich SPV LLC and MFIC Transformer SPV LLC.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

Cash and Cash Equivalents

The Company defines cash equivalents as securities that are readily convertible into known amounts of cash and near maturity that they present insignificant risk of changes in value because of changes in interest rates. Generally, only securities with a maturity of three months or less from the date of purchase would qualify, with limited exceptions. The Company deems that certain money market funds, U.S. Treasury bills, repurchase agreements, and other high-quality, short-term debt securities would qualify as cash equivalents.

Cash and cash equivalents are carried at cost which approximates fair value. Cash and cash equivalents held as of September 30, 2024 was $ 84,480 . Cash and cash equivalents held as of December 31, 2023 was $ 93,575 .

Collateral on Option Contracts

Collateral on option contracts represents restricted cash held by our counterparty as collateral against our derivative instruments until such contracts mature or are settled upon per agreement of buyer and seller of the contract. In accordance with ASC 230, Statement of Cash Flows , the Statements of Cash Flows outline the changes in cash, including both restricted and unrestricted cash, cash equivalents and foreign currencies. As of and for the periods ended September 30, 2024 and December 31, 2023, the Company did no t hol d any derivative contracts.

Investment Transactions

Investments are recognized when we assume an obligation to acquire a financial instrument and assume the risks for gains and losses related to that instrument. Investments are derecognized when we assume an obligation to sell a financial instrument and forego the risks for gains or losses related to that instrument. Specifically, we record all security transactions on a trade date basis. Amounts for investments recognized or derecognized but not yet settled are reported as a receivable for investments sold and a payable for investments purchased, respectively, in the Consolidated Statements of Assets and Liabilities.

Fair Value Measurements

The Company follows guidance in ASC 820, Fair Value Measurement (“ASC 820”), where fair value is defined as the 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. Fair value measurements are determined within a framework that establishes a three-tier hierarchy which maximizes the use of observable market data and minimizes the use of unobservable inputs to establish a classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk, such as the risk inherent in a particular valuation technique used to measure fair value using a pricing model and/or the risk inherent in the inputs for the valuation technique. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Company. Unobservable inputs reflect the Company’s own assumptions about the assumptions market participants would use in pricing the asset or liability based on the information available. The inputs or methodology used for valuing assets or liabilities may not be an indication of the risks associated with investing in those assets or liabilities.

Table of Contents

MIDCAP FINANCIAL INVESTMENT CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

ASC 820 classifies the inputs used to measure these fair values into the following hierarchy:

Level 1: Quoted prices in active markets for identical assets or liabilities, accessible by us at the measurement date.

Level 2: Quoted prices for similar assets or liabilities in active markets, or quoted prices for identical or similar assets or liabilities in markets that are not active, or other observable inputs other than quoted prices.

Level 3: Unobservable inputs for the asset or liability.

In all cases, the level in the fair value hierarchy within which the fair value measurement in its entirety falls has been determined based on the lowest level of input that is significant to the fair value measurement. Our assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to each investment. The level assigned to the investment valuations may not be indicative of the risk or liquidity associated with investing in such investments. Because of the inherent uncertainties of valuation, the values reflected in the C onsolidated financial statements may differ materially from the values that would be received upon an actual disposition of such investments.

Investment Valuation Process

The Board has designated the Investment Adviser as its “valuation designee” pursuant to Rule 2a-5 under the 1940 Act, and in that role the Investment Adviser is responsible for performing fair value determinations relating to all of the Company's investments, including periodically assessing and managing any material valuation risks and establishing and applying fair value methodologies, in accordance with valuation policies and procedures that have been approved by the Board. Even though the Board designated the Company's Investment Adviser as “valuation designee,” the Board continues to be responsible for overseeing the processes for determining fair valuation.

Under the Company's valuation policies and procedures, the Investment Adviser values investments, including certain secured debt, unsecured debt and other debt securities with maturities greater than 60 days, for which market quotations are readily available, at such market quotations (unless they are deemed not to represent fair value). We attempt to obtain market quotations from at least two brokers or dealers (if available, otherwise from a principal market maker, primary market dealer or other independent pricing service). We utilize mid-market pricing as a practical expedient for fair value unless a different point within the range is more representative. If and when market quotations are unavailable or are deemed not to represent fair value, we typically utilize independent third party valuation firms to assist us in determining fair value. Accordingly, such investments go through our multi-step valuation process as described below. In each case, our independent third party valuation firms consider observable market inputs together with significant unobservable inputs in arriving at their valuation recommendations for such investments. Investments purchased within the quarter before the valuation date and debt investments with remaining maturities of 60 days or less may each be valued at cost with interest accrued or discount accreted/premium amortized to the date of maturity (although they are typically valued at available market quotations), unless such valuation, in the judgment of our Investment Adviser, does not represent fair value. In this case such investments shall be valued at fair value as determined in good faith by or under the direction of the Investment Adviser including using market quotations where available. Investments that are not publicly traded or whose market quotations are not readily available are valued at fair value as determined in good faith by or under the direction of the Investment Adviser. Such determination of fair values may involve subjective judgments and estimates.

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MIDCAP FINANCIAL INVESTMENT CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

With respect to investments for which market quotations are not readily available or when such market quotations are deemed not to represent fair value, our Investment Adviser undertakes a multi-step valuation process each quarter, as described below:

Our quarterly valuation process begins with independent valuation firms conducting independent appraisals and assessments for all the investments they have been engaged to review. If an independent valuation firm is not engaged
during a particular quarter, the valuation may be conducted by the Investment Adviser;

Preliminary valuation conclusions are then documented and discussed with senior management of our Investment Adviser.

The Investment Adviser discusses valuations and determines in good faith the fair value of each investment in our portfolio based on the input of the applicable independent valuation firm.

For Level 3 investments entered into within the current quarter, the cost (purchase price adjusted for accreted original issue discount/amortized premium) or any recent comparable trade activity on the security investment shall be considered to reasonably approximate the fair value of the investment, provided that no material change has since occurred in the issuer’s business, significant inputs or the relevant environment.

Investments determined by these valuation procedures which have a fair value of less than $ 1 million during the prior fiscal quarter may be valued based on inputs identified by the Investment Adviser without the necessity of obtaining valuation from an independent valuation firm, if once annually an independent valuation firm using the procedures described herein provides an independent assessment of value. Investments in all asset classes are valued utilizing a market approach, an income approach, or both approaches, as appropriate. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities (including a business). The income approach uses valuation techniques to convert future amounts (for example, cash flows or earnings) to a single present amount (discounted). The measurement is based on the value indicated by current market expectations about those future amounts. In following these approaches, the types of factors that we may take into account in fair value pricing our investments include, as relevant: available current market data, including relevant and applicable market trading and transaction comparables, applicable market yields and multiples, security covenants, seniority of investment in the investee company’s capital structure, call protection provisions, information rights, the nature and realizable value of any collateral, the portfolio company’s ability to make payments, its earnings and discounted cash flows, the markets in which the portfolio company does business, comparisons of financial ratios of peer companies that are public, M&A comparables, our principal market (as the reporting entity) and enterprise values, among other factors. When readily available, broker quotations and/or quotations provided by pricing services are considered as an input in the valuation process. During the three months ended September 30, 2024 , there were no significant changes to the Company’s valuation techniques and related inputs considered in the valuation process.

Derivative Instruments

The Company recognizes all derivative instruments as assets or liabilities at fair value in its consolidated financial statements. Derivative contracts entered into by the Company are not designated as hedging instruments, and as a result the Company presents changes in fair value and realized gains or losses through current period earnings.

Derivative instruments are measured in terms of the notional contract amount and derive their value based upon one or more underlying instruments. Derivative instruments are subject to various risks similar to non-derivative instruments including market, credit, liquidity, and operational risks. The Company manages these risks on an aggregate basis as part of its risk management process. The derivatives may require the Company to pay or receive an upfront fee or premium. These upfront fees or premiums are carried forward as cost or proceeds to the derivatives.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

Exchange-traded derivatives which include put and call options are valued based on the last reported sales price on the date of valuation. Over-the-counter (“OTC”) derivatives, including credit default swaps, are valued by the Investment Adviser using quotations from counterparties. In instances where models are used, the value of the OTC derivative is derived from the contractual terms of, and specific risks inherent in, the instrument as well as the availability and reliability of observable inputs, such as credit spreads.

As of and for the periods ended September 30, 2024 and December 31, 2023 , the Company did no t hold any derivative contracts.

Offsetting Assets and Liabilities

The Company has elected not to offset cash collateral against the fair value of derivative contracts. The fair values of these derivatives are presented on a gross basis, even when derivatives are subject to master netting agreements.

As of and for the periods ended September 30, 2024 and December 31, 2023 , the Company did no t hold any derivative contracts.

Valuation of Other Financial Assets and Financial Liabilities

ASC 825, Financial Instruments , permits an entity to choose, at specified election dates, to measure certain assets and liabilities at fair value (the “Fair Value Option”). We have not elected the Fair Value Option to report selected financial assets and financial liabilities. Debt issued by the Company is reported at amortized cost (see Note 6 to the consolidated financial statements). The carrying value of all other financial assets and liabilities approximates fair value due to their short maturities or their close proximity of the originations to the measurement date.

Realized Gains or Losses

Security transactions are accounted for on a trade date basis. Realized gains or losses on investments are calculated by using the specific identification method. Securities that have been called by the issuer are recorded at the call price on the call effective date.

Investment Income Recognition

The Company records interest and dividend income, adjusted for amortization of premium and accretion of discount, on an accrual basis. Some of our loans and other investments, including certain preferred equity investments, may have contractual payment-in-kind (“PIK”) interest or dividends. PIK income computed at the contractual rate is accrued into income and reflected as receivable up to the capitalization date. PIK investments offer issuers the option at each payment date of making payments in cash or in additional securities. When additional securities are received, they typically have the same terms, including maturity dates and interest rates as the original securities issued. On these payment dates, the Company capitalizes the accrued interest or dividends receivable (reflecting such amounts as the basis in the additional securities received). PIK generally becomes due at maturity of the investment or upon the investment being called by the issuer. At the point the Company believes PIK is not fully expected to be realized, the PIK investment will be placed on non-accrual status. When a PIK investment is placed on non-accrual status, the accrued, uncapitalized interest or dividends are reversed from the related receivable through interest or dividend income, respectively. The Company does not reverse previously capitalized PIK interest or dividends. Upon capitalization, PIK is subject to the fair value estimates associated with their related investments. PIK investments on non-accrual status are restored to accrual status if the Company believes that PIK is expected to be realized.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

Investments that are expected to pay regularly scheduled interest and/or dividends in cash are generally placed on non-accrual status when principal or interest/dividend cash payments are past due 30 days or more and/or when it is no longer probable that principal or interest/dividend cash payments will be collected. Such non-accrual investments are restored to accrual status if past due principal and interest or dividends are paid in cash, and in management’s judgment, are likely to continue timely payment of their remaining interest or dividend obligations. Interest or dividend cash payments received on non-accrual designated investments may be recognized as income or applied to principal depending upon management’s judgment.

Loan origination fees, original issue discount (“OID”), and market discounts are capitalized and accreted into interest income over the respective terms of the applicable loans using the effective interest method or straight-line, as applicable. Upon the prepayment of a loan, prepayment premiums, any unamortized loan origination fees, OID, or market discounts are recorded as interest income. Other income generally includes amendment fees, bridge fees, and structuring fees which are recorded when earned.

The Company records as dividend income the accretable yield from its beneficial interests in structured products such as CLOs based upon a number of cash flow assumptions that are subject to uncertainties and contingencies. Such assumptions include the rate and timing of principal and interest receipts (which may be subject to prepayments and defaults) of the underlying pool of assets. These assumptions are updated on at least a quarterly basis to reflect changes related to a particular security, actual historical data, and market changes. A structured product investment typically has an underlying pool of assets. Payments on structured product investments are and will be payable solely from the cash flows from such assets. As such, any unforeseen event in these underlying pools of assets might impact the expected recovery of principal and future accrual of income.

Expenses

Expenses include management fees, performance-based incentive fees, interest expense, insurance expenses, administrative service fees, legal fees, directors’ fees, audit and tax service expenses, third-party valuation fees and other general and administrative expenses. Expenses are recognized on an accrual basis.

Financing Costs

The Company records expenses related to shelf filings and applicable offering costs as deferred financing costs in the Consolidated Statements of Assets and Liabilities. To the extent such expenses relate to equity offerings, these expenses are charged as a reduction of capital upon utilization, in accordance with ASC 946-20-25, or charged to expense if no offering is completed.

The Company records origination and other expenses related to its debt obligations as deferred financing costs. The deferred financing cost for all outstanding debt is presented as a direct deduction from the carrying amount of the related debt liability, except that incurred under the Senior Secured Facility (as defined in Note 6 to the consolidated financial statements), which the Company presents as an asset on the Consolidated Statements of Assets and Liabilities. These expenses are deferred and amortized as part of interest expense using the straight-line method over the stated life of the obligation which approximates the effective yield method. In the event that we modify or extinguish our debt before maturity, the Company follows the guidance in ASC 470-50, Modification and Extinguishments (“ASC 470-50”). For modifications to or exchanges of our Senior Secured Facility (as defined in Note 6 to the consolidated financial statements), any unamortized deferred financing costs relating to lenders who are not part of the new lending group are expensed. For extinguishments of our senior secured notes and senior unsecured notes, any unamortized deferred financing costs are deducted from the carrying amount of the debt in determining the gain or loss from the extinguishment.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

Foreign Currency Translations

The accounting records of the Company are maintained in U.S. dollars. All assets and liabilities denominated in foreign currencies are translated into U.S. dollars based on the foreign exchange rate on the date of valuation. The Company does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. The Company’s investments in foreign securities may involve certain risks, including without limitation: foreign exchange restrictions, expropriation, taxation or other political, social or economic risks, all of which could affect the market and/or credit risk of the investment. In addition, changes in the relationship of foreign currencies to the U.S. dollar can significantly affect the value of these investments and therefore the earnings of the Company.

Dividends and Distributions

Dividends and distributions to common stockholders are recorded as of the ex-dividend date. The amount to be paid out as a distribution is determined by the Board each quarter. Net realized capital gains, if any, are generally distributed or deemed distributed at least annually. Dividend income on common equity securities is recorded on the record date for private portfolio companies or on the ex-dividend date for publicly traded portfolio companies.

Share Repurchases

In connection with the Company’s share repurchase program, the cost of shares repurchased is charged to net assets on the trade date.

Federal and State Income Taxes

We have elected to be treated as a RIC under the Code and operate in a manner so as to qualify for the tax treatment applicable to RICs. To qualify as a RIC, the Company must (among other requirements) meet certain source-of-income and asset diversification requirements and timely distribute to its stockholders at least 90 % of its investment company taxable income as defined by the Code, for each year. The Company (among other requirements) has made and intends to continue to make the requisite distributions to its stockholders, which will generally relieve the Company from corporate-level income taxes. For income tax purposes, distributions made to stockholders are reported as ordinary income, capital gains, non-taxable return of capital, or a combination thereof. The tax character of distributions paid to stockholders through September 30, 2024 may include return of capital, however, the exact amount cannot be determined at this point. The final determination of the tax character of distributions will not be made until we file our tax return for the tax year ending December 31, 2024. The character of income and gains that we will distribute is determined in accordance with income tax regulations that may differ from GAAP. Book and tax basis differences relating to stockholder dividend and distributions and other permanent book and tax difference are reclassified to paid-in capital.

If we do not distribute (or are not deemed to have distributed) at least 98 % of our annual ordinary income and 98.2 % of our capital gains in the calendar year earned, we will generally be required to pay excise tax equal to 4 % of the amount by which 98 % of our annual ordinary income and 98.2 % of our capital gains exceed the distributions from such taxable income for the year. To the extent that we determine that our estimated current year annual taxable income will be in excess of estimated current year dividend distributions from such taxable income, we accrue excise taxes, if any, on estimated undistributed taxable income.

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MIDCAP FINANCIAL INVESTMENT CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

If we fail to satisfy the annual distribution requirement or otherwise fail to qualify as a RIC in any taxable year, we would be subject to tax on all of our taxable income at regular corporate rates. Distribution would generally be taxable to our individual and other non-corporate taxable stockholders as ordinary dividend income eligible for the reduced maximum rate applicable to qualified dividend income to the extent of our current and accumulated earnings and profits provided certain holding period and other requirements are met. Subject to certain limitation under the Code, corporate distributions would be eligible for the dividend-received deduction. To qualify again to be taxed as a RIC in a subsequent year, we would be required to distribute to our stockholders our accumulated earnings and profits attributable to non RIC years. In addition, if we failed to qualify as a RIC for a period greater than two taxable years, then, in order to qualify as a RIC in a subsequent year, we would be required to elect to recognize and pay tax on any net built-in gain (the excess of aggregate gain, including items of income, over aggregate loss that would have been realized if we had been liquidated) or, alternatively, be subject to taxation on such built-in gain recognized for a period of five years.

We follow ASC 740, Income Taxes (“ASC 740”). ASC 740 provides guidance for how uncertain tax positions should be recognized, measured, presented, and disclosed in the consolidated financial statements. ASC 740 requires the evaluation of tax positions taken or expected to be taken in the course of preparing our tax returns to determine whether the tax positions are “more-likely-than-not” of being sustained by the applicable tax authority. Tax positions not deemed to meet the more-likely-than-not threshold are recorded as a tax expense in the current year. Penalties or interest, if applicable, that may be assessed relating to income taxes would be classified as other operating expenses in the consolidated financial statements. As of September 30, 2024 , there were no uncertain tax positions and no amounts accrued for interest or penalties. Management’s determinations regarding ASC 740 may be subject to review and adjustment at a later date based upon factors including, but not limited to, an on-going analysis of tax laws, regulations and interpretations thereof. Although we file both federal and state income tax returns, our major tax jurisdiction is federal.

Retroactive Adjustments for Common Stock Reverse Split

The Company’s Board approved a one-for-three reverse stock split of the Company’s common stock on October 30, 2018, which was effective as of close of business as of November 30, 2018 (the “Reverse Stock Split”). All common share and common per share amounts in the consolidated financial statements and notes thereto have been retroactively adjusted for all periods presented to give effect to this reverse stock split as disclosed in Note 7 .

Purchase Accounting

Pursuant to the AFT Merger Agreement, AFT Merger Sub was first merged with and into AFT, with AFT continuing as the surviving company (the “AFT First Merger”), and, following the effectiveness of the AFT First Merger, AFT was then merged with and into the Company, with the Company continuing as the surviving company (together with the AFT First Merger, the “AFT Mergers”). Pursuant to the AIF Merger Agreement, AIF Merger Sub was first merged with and into AIF, with AIF continuing as the surviving company (the “AIF First Merger”), and, following the effectiveness of the AIF First Merger, AIF was then merged with and into the Company, with the Company continuing as the surviving company (together with the AIF First Merger, the “AIF Mergers” and, together with the AFT Mergers, the “Mergers”).

The Mergers were accounted for under the asset acquisition method of accounting in accordance with ASC 805-50 — Business Combinations — Related Issues (“ASC Topic 805”), also referred to as “purchase accounting.” Under the asset acquisition method of accounting, acquiring assets in groups not only requires ascertaining the cost of the asset (or net assets), but also allocating that cost to the individual assets (or individual assets and liabilities) that make up the group. Per ASC Topic 805, assets are recognized based on their cost to the acquiring entity, which generally includes transaction costs of the asset acquisition, and no gain or loss is recognized unless the fair value of non-cash assets given as consideration differs from the assets carrying amounts on the acquiring entity’s books.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

Immediately following the acquisitions of AFT and AIF, the Company recorded its assets at their respective fair values. Since the fair value of the net assets acquired exceeded the merger consideration paid by the Company, the Company recognized a deemed contribution from Investment Adviser. See Note 10 for additional information regarding the Mergers.

Recent Accounting Pronouncements

In November 2023, the FASB issued ASU 2023-07 “ Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures ” (“ ASU 2023-07 ”). ASU 2023-07 enhances the disclosures required for reportable segments on an annual and interim basis. ASU 2023-07 is effective on a retrospective basis for annual periods beginning after December 15, 2023, for interim periods within fiscal years beginning after December 15, 2024, and early adoption is permitted. The Company is currently assessing the impact of this guidance.

Note 3. Related Party Agreements and Transactions

Investment Advisory Agreement with AIM

The Company has an investment advisory management agreement with the Investment Adviser (the “Investment Advisory Agreement”) under which AIM receives a fee from the Company, consisting of two components — a base management fee and a performance-based incentive fee.

Base Management Fee

The base management fee is calculated at an annual rate of 1.75 % ( 0.4375 % per quarter) of the Company's net asset value as of the final business day of the prior calendar quarter; provided, however, that the base management fee shall not be greater than 1.50 % ( 0.375 % per quarter) of the lesser of (i) the average of the value of the Company's gross assets (excluding cash or cash equivalents but including other assets purchased with borrowed amounts) at the end of each of the two most recently completed calendar quarters and (ii) the average monthly value (measured as of the last day of each month) of the Company's gross assets (excluding cash or cash equivalents but including other assets purchased with borrowed amounts) during the most recently completed calendar quarter. The base management fee is payable quarterly in arrears. The value of the Company's gross assets is calculated in accordance with the Company's valuation procedures.

For the period from April 1, 2018 to December 31, 2022, the base management fee was calculated initially at an annual rate of 1.50 % ( 0.375 % per quarter) of the lesser of (i) the average of the value of the Company’s gross assets (excluding cash or cash equivalents but including other assets purchased with borrowed amounts) at the end of each of the two most recently completed calendar quarters and (ii) the average monthly value (measured as of the last day of each month) of the Company’s gross assets (excluding cash or cash equivalents but including other assets purchased with borrowed amounts) during the most recently completed calendar quarter; provided, however, in each case, the base management fee was calculated at an annual rate of 1.00 % ( 0.250 % per quarter) of the average of the value of the Company’s gross assets (excluding cash or cash equivalents but including other assets purchased with borrowed amounts) that exceeds the product of (A) 200 % and (B) the value of the Company’s net asset value at the end of the prior calendar quarter. The base management fee was payable quarterly in arrears. The value of the Company’s gross assets was calculated in accordance with the Company's valuation procedures.

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MIDCAP FINANCIAL INVESTMENT CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

Performance-based Incentive Fee

The incentive fee (the “Incentive Fee”) consists of two components that are determined independent of each other, with the result that one component may be payable even if the other is not. A portion of the Incentive Fee is based on income and a portion is based on capital gains, each as described below:

(i) Incentive Fee on Pre-Incentive Fee Net Income - effective January 1, 2023

The Incentive Fee on pre-incentive fee net investment income is determined and paid quarterly in arrears by calculating the amount by which (x) the aggregate amount of the pre-incentive fee net investment income with respect of the current calendar quarter and each of the eleven preceding calendar quarters (in either case, the “Trailing Twelve Quarters”) exceeds (y) the preferred return amount in respect of the Trailing Twelve Quarters; provided, however, that the pre-incentive fee net investment income in respect of the current calendar quarter exceeds the multiple of (A) 1.75 % and (B) the Company's net asset value at the beginning of such calendar quarter. For the purposes of the Incentive Fee calculations, each calendar quarter comprising the relevant Trailing Twelve Quarters that commenced prior to January 1, 2023 shall be known as a “Legacy Fee Quarter” while a calendar quarter that commenced on or after January 1, 2023 shall be known as a “Current Fee Quarter.”

The preferred return amount is determined on a quarterly basis, and is calculated by summing the amounts obtained by multiplying 1.75 % by the Company’s net asset value at the beginning of each applicable calendar quarter comprising the relevant Trailing Twelve Quarters. The preferred return amount is calculated after making appropriate adjustments to the Company’s net asset value at the beginning of each applicable calendar quarter for Company capital issuances and distributions during the applicable calendar quarter.

The amount of the Incentive Fee on Income that is paid to the Investment Adviser for a particular quarter equals the excess of the incentive fee on pre-incentive fee net investment income, so calculated less the aggregate incentive fee on pre-incentive fee net investment income that were paid to the Investment Adviser (excluding waivers, if any) in the preceding eleven calendar quarters comprising the relevant Trailing Twelve Quarters.

The Company will pay the Investment Adviser an incentive fee with respect to our pre-incentive fee net investment income in each calendar quarter as follows:

(1) no incentive fee in any calendar quarter in which our pre-incentive fee net investment income for the Trailing Twelve Quarters does not exceed the preferred return amount.

(2) 100 % of our pre-incentive fee net investment income for the Trailing Twelve Quarters, if any, that exceeds the preferred return amount but is less than or equal to the catch-up amount, which shall be the sum of (i) the product of 2.1875 % multiplied by the Company's net asset value at the beginning of each applicable Legacy Fee Quarter included in the relevant Trailing Twelve Quarters and (ii) the product of 2.1212 % multiplied by the Company's net asset value at the beginning of each applicable Current Fee Quarter included in the relevant Trailing Twelve Quarters.

(3) for any quarter in which the Company’s pre-incentive fee net investment income for the Trailing Twelve Quarters exceeds the catch-up amount, the incentive fee shall equal 20.00 % for each Legacy Fee Quarter and 17.50 % otherwise of the amount of the Company’s pre-incentive fee net investment income for such Trailing Twelve Quarters, provided, however, that the incentive fee on income for any quarter shall not be greater than 20.00 % or 17.50 %, as applicable, of the amount of the Company's current quarter’s pre-incentive fee net investment income.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

The Incentive Fee on Income as calculated is subject to the Incentive Fee Cap. The Incentive Fee Cap in any quarter is an amount equal to (a) 20.00 % of the Cumulative Pre-Incentive Fee Net Return (as defined below) during the relevant Legacy Fee Quarters included in the relevant Trailing Twelve Quarters and 17.50 % of the Cumulative Pre-Incentive Fee Net Return during the relevant Current Fee Quarters included in the relevant Trailing Twelve Quarters less (b) the aggregate Incentive Fees on Income that were paid to the Investment Adviser (excluding waivers, if any) in the preceding eleven calendar quarters (or portion thereof) comprising the relevant Trailing Twelve Quarters.

(ii) Incentive Fee on Pre-Incentive Fee Net Income - (January 1, 2019 - December 31, 2022)

For the period from January 1, 2019 to December 31, 2022, the incentive fee on pre-incentive fee net investment income was determined and paid quarterly in arrears by calculating the amount by which (x) the aggregate amount of the pre-incentive fee net investment income with respect of the applicable calendar quarter and each of the eleven preceding calendar quarters beginning with the calendar quarter that commences on or after April 1, 2018 (the “trailing twelve quarters”) exceeds (y) the preferred return amount in respect of the trailing twelve quarters.

The preferred return amount was determined on a quarterly basis, and was calculated by summing the amounts obtained by multiplying 1.75 % by the Company’s net asset value at the beginning of each applicable calendar quarter comprising the relevant trailing twelve quarters. The preferred return amount was calculated after making appropriate adjustments to the Company’s net asset value at the beginning of each applicable calendar quarter for Company capital issuances and distributions during the applicable calendar quarter.

The amount of the Incentive Fee on Income that was paid to the Investment Adviser for a particular quarter equaled the excess of the incentive fee on pre-incentive fee net investment income, so calculated less the aggregate incentive fee on pre-incentive fee net investment income that were paid to the Investment Adviser (excluding waivers, if any) in the preceding eleven calendar quarters comprising the relevant trailing twelve quarters.

The Company paid the Investment Adviser an incentive fee with respect to our pre-incentive fee net investment income in each calendar quarter as follows:

(1) no incentive fee in any calendar quarter in which our pre-incentive fee net investment income for the trailing twelve quarters did not exceed the preferred return amount.

(2) 100 % of our pre-incentive fee net investment income for the trailing twelve quarters, if any, that exceeded the preferred return amount but is less than or equal to an amount (the “catch-up amount”) determined by multiplying 2.1875 % by the Company’s net asset value at the beginning of each applicable calendar quarter comprising the relevant trailing twelve quarters.

(3) for any quarter in which the Company’s pre-incentive fee net investment income for the trailing twelve quarters exceeded the catch-up amount, the incentive fee should equal 20 % of the amount of the Company’s pre-incentive fee net investment income for such trailing twelve quarters.

The Incentive Fee on Income as calculated was subject to a cap (the “Incentive Fee Cap”). The Incentive Fee Cap in any quarter was an amount equal to (a) 20 % of the Cumulative Pre-Incentive Fee Net Return (as defined below) during the relevant trailing twelve quarters less (b) the aggregate Incentive Fees on Income that were paid to the Investment Adviser (excluding waivers, if any) in the preceding eleven calendar quarters (or portion thereof) comprising the relevant trailing twelve quarters.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

For this purpose, “Cumulative Pre-Incentive Fee Net Return” during the relevant trailing twelve quarters means (x) Pre-Incentive Fee Net Investment Income in respect of the trailing twelve quarters less (y) any Net Capital Loss, since April 1, 2018, in respect of the trailing twelve quarters. If, in any quarter, the Incentive Fee Cap was zero or a negative value, the Company shall pay no Incentive Fee on Income to the Investment Adviser in that quarter. If, in any quarter, the Incentive Fee Cap is a positive value but is less than the Incentive Fee on Income calculated in accordance with the calculation described above, the Company shall pay the Investment Adviser the Incentive Fee Cap for such quarter. If, in any quarter, the Incentive Fee Cap was equal to or greater than the Incentive Fee on Income calculated in accordance with the calculation described above, the Company shall pay the Investment Adviser the Incentive Fee on Income for such quarter.

“Net Capital Loss” in respect of a particular period means the difference, if positive, between (i) aggregate capital losses, whether realized or unrealized, in such period and (ii) aggregate capital gains, whether realized or unrealized, in such period.

B. Incentive Fee Based on Cumulative Net Realized Gains

The Incentive Fee on Capital Gains is determined and payable in arrears as of the end of each calendar year (or upon termination of the investment advisory management agreement). This fee shall equal 17.50 % of the sum of the Company’s realized capital gains on a cumulative basis, calculated as of the end of each calendar year (or upon termination of investment advisory management agreement), computed net of all realized capital losses and unrealized capital depreciation on a cumulative basis, less the aggregate amount of any Incentive Fees on Capital Gains previously paid to the Investment Adviser. The aggregate unrealized capital depreciation of the Company shall be calculated as the sum of the differences, if negative, between (a) the valuation of each investment in the Company’s portfolio as of the applicable calculation date and (b) the accreted or amortized cost basis of such investment.

Prior to January 1, 2023, the Incentive Fee on Capital Gains was determined and paid in arrears as of the end of each calendar year (or upon termination of the investment advisory management agreement). This fee equaled 20.0 % of the sum of the Company’s realized capital gains on a cumulative basis, calculated as of the end of each calendar year (or upon termination of investment advisory management agreement), computed net of all realized capital losses and unrealized capital depreciation on a cumulative basis, less the aggregate amount of any Incentive Fees on Capital Gains previously paid to the Investment Adviser. The aggregate unrealized capital depreciation of the Company was calculated as the sum of the differences, if negative, between (a) the valuation of each investment in the Company’s portfolio as of the applicable calculation date and (b) the accreted or amortized cost basis of such investment.

For accounting purposes only, we are required under GAAP to accrue a theoretical capital gains incentive fee based upon net realized capital gains and unrealized capital gain and loss on investments held at the end of each period. The accrual of this theoretical capital gains incentive fee assumes all unrealized capital gain and loss is realized in order to reflect a theoretical capital gains incentive fee that would be payable to the Investment Adviser at each measurement date. There was no accrual for theoretical capital gains incentive fee for the three and nine months ended September 30, 2024 and 2023. It should be noted that a fee so calculated and accrued would not be payable under the Investment Advisers Act of 1940 (the “Advisers Act”) or the investment advisory management agreement, and would not be paid based upon such computation of capital gains incentive fees in subsequent periods. Amounts actually paid to the Investment Adviser will be consistent with the Advisers Act and formula reflected in the investment advisory management agreement which specifically excludes consideration of unrealized capital gain.

For the three and nine months ended September 30, 2024 , the Company recognized $ 4,428 and $ 13,203 , respectively, of management fees, and $ 4,601 and $ 16,212 , respectively, of incentive fees before impact of waived fees. For the three and nine months ended September 30, 2023, the Company recognized $ 4,374 and $ 12,972 , respectively, of management fees, and $ 5,917 and $ 18,233 , respectively, of incentive fees before impact of waived fees. For the three and nine months ended September 30, 2024 and 2023 , no management fees and no incentive fees were waived.

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MIDCAP FINANCIAL INVESTMENT CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

As of September 30, 2024 management and performance-based incentive fees p ayable were $ 4,428 and $ 4,601 , respectively. As of December 31, 2023, management and performance-based incentive fees p ayable were $ 4,397 and $ 6,332 , respectively.

In connection with the Mergers, the Company and the Investment Adviser agreed that, for purposes of incentive fee calculations under the Investment Advisory Agreement, any amortization or accretion of any purchase premium or purchase discount to interest income or any gains or losses resulting solely from accounting adjustments to the cost basis of the assets beneficially owned by AFT and AIF assets acquired in the Mergers as required under applicable accounting guidance under ASC 805 will be excluded.

Fee Offset

On January 16, 2019, the Company and AIM entered into a fee offset agreement in connection with revenue realized by AIM and its affiliates for the management of certain aircraft assets. the Company received an offsetting credit against total incentive fees otherwise due to AIM under the investment advisory management agreement. The amount offset was initially 20 % of the management fee revenue earned and incentive fee revenue realized by AIM and its affiliates in connection with managing aircraft assets on related insurance balance sheets (“New Balance Sheet Investments”), new aircraft managed account capital (“New Managed Accounts”) and new dedicated aircraft funds (“New Aircraft Funds”). Once the aggregate capital raised by the New Aircraft Funds or New Managed Accounts and capital invested by the New Balance Sheet Investments exceeded $ 3 billion cumulatively, the fee offset would step down to 10 % of the amount of incremental management fee revenue earned and incentive fee revenue realized by AIM and its affiliates. The fee offset was supposed to be in place for seven years, however the incentive fees realized by AIM and its affiliates after this seven-year period from applicable investments that were raised or made within the seven-year period would also be used to offset incentive fees payable to AIM by the Company. The offset would be limited to the amount of incentive fee payable by the Company to AIM and any unapplied fee offset which exceeds the incentive fees payable in a given quarter will carry forward to be credited against the incentive fees payable by the Company in subsequent quarters.

Effective February 21, 2023, as a result of the planned reduction and the pending departure of certain Merx personnel, Merx and Apollo agreed to terminate the fee offset agreement in exchange for a termination fee of $ 7.5 million.

There was no management fee and performance based fee offset for the three and nine months ended September 30, 2024, respectively. For the three and nine months ended September 30, 2023, management fee and performance based fee offset was $ 0 and $ 274 , respectively.

Administration Agreement with AIA

The Company has also entered into an administration agreement with the Administrator (the “Administration Agreement”) under which AIA provides administrative services for the Company. For providing these services, facilities and personnel, the Company reimburses the Administrator for the allocable portion of overhead and other expenses incurred by the Administrator and requested to be reimbursed by the Administrator in performing its obligations under the Administration Agreement. The expenses include rent and the Company’s allocable portion of compensation and other related expenses for its Chief Financial Officer, Chief Legal Officer and Chief Compliance Officer and their respective staffs. For the three and nine months ended September 30, 2024, the Company recognized administrative services expense under the Administration Agreement of $ 1,036 and $ 3,084 , respectively. For the three and nine months ended September 30, 2023 , the Company recognized administrative services expense under the Administration Agreement of $ 1,621 and $ 4,469 , respectively. There was no amount payable to AIA and its affiliates for expenses paid on our behalf as of September 30, 2024 and December 31, 2023.

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MIDCAP FINANCIAL INVESTMENT CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

Administrative Service Expense Reimbursement

Merx Aviation Finance, LLC (“Merx”), a wholly-owned portfolio company of the Company, has entered into an administration agreement with the Administrator (the “Merx Administration Agreement”) under which AIA provides administrative services to Merx and several Merx managed entities. For the three and nine months ended September 30, 2024, the Company recognized administrative service expense reimbursements of $ 75 and $ 225 , respectively, under the Merx Administration Agreement. For the three and nine months ended September 30, 2023, the Company recognized administrative service expense reimbursements of $ 76 and $ 224 , respectively.

Debt Expense Reimbursements

The Company has also entered into debt expense reimbursement agreements with Merx and several other portfolio companies, which will reimburse the Company for reasonable out-of-pocket expenses incurred, including any interest, fees or other amounts incurred by the Company in connection with letters of credit issued on their behalf. For the three and nine months ended September 30, 2024, the Company recognized debt expense reimbursements of $ 87 and $ 372 , respectively, under the debt expense reimbursement agreements. For the three and nine months ended September 30, 2023 , the Company recognized debt expense reimbursements of $ 327 and $ 865 , respectively, under the debt expense reimbursement agreements.

Co-Investment Activity

We may co-invest on a concurrent basis with affiliates of ours, subject to compliance with applicable regulations and our allocation procedures. Certain types of negotiated co-investments may be made only in accordance with the terms of the exemptive order we received from the SEC permitting us to do so. On December 29, 2021, we received an exemptive order from the SEC, which was amended on January 10, 2023 (the “Order”) permitting us greater flexibility to negotiate the terms of co-investment transactions with certain of our affiliates, including investment funds managed by AIM or its affiliates and Apollo proprietary accounts, subject to the conditions included therein. Under the terms of the Order, a “required majority” (as defined in Section 57(o) of the 1940 Act) of our independent directors must be able to reach certain conclusions in connection with a co-investment transaction, including that (1) the terms of the proposed transaction are reasonable and fair to us and our stockholders and do not involve overreaching of us or our stockholders on the part of any person concerned, and (2) the transaction is consistent with the interests of our stockholders and is consistent with our Board’s approved criteria. In certain situations where co-investment with one or more funds managed by AIM or its affiliates is not covered by the Order, the personnel of AIM or its affiliates will need to decide which fund will proceed with the investment. Such personnel will make these determinations based on allocation policies and procedures, which are designed to reasonably ensure that investment opportunities are allocated fairly and equitably among affiliated funds over time and in a manner that is consistent with applicable laws, rules and regulations. The Order is subject to certain terms and conditions so there can be no assurance that we will be permitted to co-invest with certain of our affiliates other than in the circumstances currently permitted by regulatory guidance and the Order.

As of September 30, 2024, the Company’s co-investment holdings were 77 % of the portfolio or $ 2,319,815 , measured at fair value. On a cost basis, 72 % of the portfolio or $ 2,337,905 were co-investments. As of December 31, 2023 , the Company’s co-investment holdings were 77 % of the portfolio or $ 1,808,017 , measured at fair value. On a cost basis, 72 % of the portfolio or $ 1,817,084 were co-investments.

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MIDCAP FINANCIAL INVESTMENT CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

Merx Aviation

Effective January 16, 2019, Merx entered into a series of service arrangements with affiliates of AGM. Under a servicing agreement with ACM (the “Servicing Agreement”), Merx serves as technical servicer to aircraft clients of ACM and its affiliates. Under a research support agreement with ACM (the “Research Support Agreement”), Merx employees assist ACM with technical due-diligence and underwriting of new aircraft-related investment opportunities. In addition, on the same date the Company and AIM entered into a fee offset agreement in connection with revenue realized by AIM and its affiliates for the management of certain aircraft assets (the “Fee Offset Agreement”) under which the Company receives an offsetting credit against fees otherwise due to AIM under the Investment Advisory Agreement.

In 2022, we announced our plans to reduce our aviation leasing platform that is operating through Merx. Effective February 21, 2023, as a result of the planned reduction and the pending departure of certain Merx personnel, Merx and Apollo agreed to an Amended Servicing Agreement and to terminate the Research Support Agreement, the Technical Support Agreement and the Fee Offset Agreement in exchange for a termination fee of $ 7.5 million. Under the Amended Servicing Agreement and the subservicing agreement with an affiliate, as part of the February 21, 2023 termination payment, Merx will continue to service certain legacy Apollo aircraft investments during its reduction.

On September 1, 2022, $ 110,700 of the Merx first lien secured revolver held by the Company was converted into common equity. On September 30, 2023, Merx amended its credit agreement and the commitment of the Merx first lien secured revolver decreased to $ 100,000 . The balance of the Merx revolver as of September 30, 2024 was $ 59,575 and as of December 31, 2023 was $ 74,075 .

Sub-Servicing Agreement

On November 2, 2023, MFIC Bethesda CLO 1 LLC entered into a sub-servicing agreement with MidCap Financial Services, LLC (the “Sub-Servicing Agreement”), under which MidCap Financial Services, LLC provides management services to Bethesda CLO 1 Issuer in connection with the issuance of the Bethesda CLO 1 Notes. Under the Sub-Servicing Agreement, MFIC Bethesda CLO 1 LLC will pay MidCap Financial Services, LLC a fee in the amount of $ 100 on an annual basis. The Company paid $- and $ 41 to Midcap Financial Services, LLC during the three and nine months ended September 30, 2024 , respectively.

Note 4. Earnings Per Share

The following table sets forth the computation of earnings (loss) per share (“EPS”), pursuant to ASC 260-10, for the three and nine months ended September 30, 2024 and 2023:


	Three Months Ended September 30,						Nine Months Ended September 30,
		2024			2023			2024			2023
Basic Earnings Per Share
Net increase (decrease) in net assets resulting from operations	$		26,716	$		29,963	$		74,761	$		85,500
Weighted average shares outstanding			87,268,679			65,253,275			72,645,309			65,356,324
Basic earnings (loss) per share	$		0.31	$		0.46	$		1.03	$		1.31

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MIDCAP FINANCIAL INVESTMENT CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

Note 5. Investments

Fair Value Measurement and Disclosures

The following table shows the composition of our investment portfolio as of September 30, 2024, with the fair value disaggregated into the three levels of the fair value hierarchy in accordance with ASC 820:


					Fair Value Hierarchy
	Cost		Fair Value		Level 1		Level 2		Level 3
First Lien Secured Debt	$	2,784,250	$	2,755,309	$	—	$	142,597	$	2,612,712
Second Lien Secured Debt		37,859		34,956		—		26,690		8,266
Unsecured Debt		6,039		3,560		—		3,434		126
Structured Products and Other		57,742		46,257		—		17,726		28,531
Preferred Equity		16,139		25,450		—		—		25,450
Common Equity/Interests		325,586		161,428		2,102		—		159,326
Warrants		965		134		—		—		134
Total Investments	$	3,228,580	$	3,027,094	$	2,102	$	190,447	$	2,834,545
Money Market Fund	$	1,563	$	1,563	$	1,563	$	—	$	—
Total Cash Equivalents	$	1,563	$	1,563	$	1,563	$	—	$	—
Total Investments after Cash Equivalents	$	3,230,143	$	3,028,657	$	3,665	$	190,447	$	2,834,545

The following table shows the composition of our investment portfolio as of December 31, 2023, with the fair value disaggregated into the three levels of the fair value hierarchy in accordance with ASC 820:


					Fair Value Hierarchy
	Cost		Fair Value		Level 1		Level 2		Level 3
First Lien Secured Debt	$	2,093,887	$	2,075,031	$	—	$	—	$	2,075,031
Second Lien Secured Debt		46,274		31,887		—		—		31,887
Unsecured Debt		—		—		—		—		—
Structured Products and Other		44,993		41,333		—		—		41,333
Preferred Equity		25,685		32,405		—		—		32,405
Common Equity/Interests		326,914		153,344		1,217		—		152,127
Warrants		389		199		—		—		199
Total Investments	$	2,538,142	$	2,334,199	$	1,217	$	—	$	2,332,982
Money Market Fund	$	252	$	252	$	252	$	—	$	—
Total Cash Equivalents	$	252	$	252	$	252	$	—	$	—
Total Investments after Cash Equivalents	$	2,538,394	$	2,334,451	$	1,469	$	—	$	2,332,982

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MIDCAP FINANCIAL INVESTMENT CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

The following table shows changes in the fair value of our Level 3 investments during the three months ended September 30, 2024:


	First Lien Secured Debt (2)			Second Lien Secured Debt (2)			Unsecured Debt			Structured Products and Other			Preferred Equity			Common Equity/Interests			Warrants			Total
Fair value as of June 30, 2024	$	2,202,813		$	5,446		$	325		$	34,705		$	32,610		$	158,583		$	170		$	2,434,652
Net realized gains (losses)		472			( 9	)		—			—			—			1,267			—			1,730
Net change in unrealized gains (losses)		( 9,268	)		( 596	)		( 219	)		( 1,682	)		2,503			( 1,285	)		( 36	)		( 10,583	)
Net amortization on investments		2,078			7			—			—			—			—			—			2,085
Purchases, including capitalized PIK (3)		540,814			3,619			20			—			473			2,334			—			547,260
Sales (3)		( 124,197	)		( 201	)		—			( 4,492	)		( 10,136	)		( 1,573	)		—			( 140,599	)
Transfers out of Level 3 (1)		—			—			—			—			—			—			—			—
Transfers into Level 3 (1)		—			—			—			—			—			—			—			—
Fair value as of September 30, 2024	$	2,612,712		$	8,266		$	126		$	28,531		$	25,450		$	159,326		$	134		$	2,834,545

Net change in unrealized gains (losses) on Level 3 investments still held as of September 30, 2024	$	( 8,387	)	$	( 553	)	$	( 154	)	$	( 1,682	)	$	( 1,227	)	$	95		$	( 36	)	$	( 11,944	)

The following table shows changes in the fair value of our Level 3 investments during the nine months ended September 30, 2024:


	First Lien Secured Debt (2)			Second Lien Secured Debt (2)			Unsecured Debt			Structured Products and Other			Preferred Equity			Common Equity/Interests			Warrants			Total
Fair value as of December 31, 2023	$	2,075,031		$	31,887		$	—		$	41,333		$	32,405		$	152,127		$	199		$	2,332,982
Net realized gains (losses)		( 2,318	)		264			—			—			—			( 14,074	)		—			( 16,128	)
Net change in unrealized gains (losses)		( 9,974	)		11,434			( 2,566	)		( 7,754	)		2,592			8,526			( 641	)		1,617
Net amortization on investments		5,655			13			—			—			—			—			—			5,668
Purchases, including capitalized PIK (3)		1,115,734			3,918			2,692			2,533			590			14,739			576			1,140,782
Sales (3)		( 571,416	)		( 31,540	)		—			( 7,581	)		( 10,137	)		( 1,992	)		—			( 622,666	)
Transfers out of Level 3 (1)		—			( 7,710	)		—			—			—			—			—			( 7,710	)
Transfers into Level 3 (1)		—			—			—			—			—			—			—			—
Fair value as of September 30, 2024	$	2,612,712		$	8,266		$	126		$	28,531		$	25,450		$	159,326		$	134		$	2,834,545

Net change in unrealized gains (losses) on Level 3 investments still held as of September 30, 2024	$	( 18,701	)	$	( 1,454	)	$	( 2,566	)	$	( 7,754	)	$	( 1,961	)	$	6,902		$	( 641	)	$	( 26,175	)

(1)

Transfers out (if any) of Level 3 are due to an increase in the quantity and reliability of broker quotes obtained and transfers into (if any) Level 3 are due to a decrease in the quantity and reliability of broker quotes obtained as assessed by the Investment Adviser. Transfers are assumed to have occurred at the end of the period. There were no transfers between Level 1 and Level 2 fair value measurements during the period shown.

(2)

Includes unfunded commitments measured at fair value of $( 4,777 ) .

(3)

Includes reorganizations and restructuring of investments. Includes all activities from the Mergers.

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MIDCAP FINANCIAL INVESTMENT CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

The following table shows changes in the fair value of our Level 3 investments during the three months ended September 30, 2023:


	First Lien Secured Debt (2)			Second Lien Secured Debt (2)			Unsecured Debt			Structured Products and Other			Preferred Equity			Common Equity/Interests			Warrants		Total
Fair value as of June 30, 2023	$	2,116,366		$	68,439		$	26		$	40,437		$	36,385		$	145,937		$	337	$	2,407,927
Net realized gains (losses)		390			( 45	)		—			—			—			14			—		359
Net change in unrealized gains (losses)		( 2,467	)		209			2			936			( 1,883	)		3,163			34		( 6	)
Net amortization on investments		1,517			59			—			—			—			—			—		1,576
Purchases, including capitalized PIK (3)		30,799			—			—			—			( 159	)		158			—		30,798
Sales (3)		( 69,695	)		( 2,104	)		( 28	)		( 612	)		—			( 487	)		—		( 72,926	)
Transfers out of Level 3 (1)		—			—			—			—			—			—			—		—
Transfers into Level 3 (1)		—			—			—			—			—			—			—		—
Fair value as of September 30, 2023	$	2,076,910		$	66,558		$	—		$	40,761		$	34,343		$	148,785		$	371	$	2,367,728

Net change in unrealized gains (losses) on Level 3 investments still held as of September 30, 2023	$	( 2,929	)	$	209		$	—		$	936		$	( 138	)	$	( 13,492	)	$	34	$	( 15,380	)

The following table shows changes in the fair value of our Level 3 investments during the nine months ended September 30, 2023:


	First Lien Secured Debt (2)			Second Lien Secured Debt (2)			Unsecured Debt			Structured Products and Other			Preferred Equity			Common Equity/Interests			Warrants			Total
Fair value as of December 31, 2022	$	2,130,309		$	70,919		$	50		$	9,413		$	35,557		$	149,314		$	474		$	2,396,036
Net realized gains (losses)		3,369			( 1,174	)		—			—			—			381			—			2,576
Net change in unrealized gains (losses)		186			21,228			—			1,907			( 1,105	)		( 21,125	)		( 103	)		988
Net amortization on investments		5,979			219			—			—			—			( 36	)		—			6,162
Purchases, including capitalized PIK (3)		387,107			—			2			30,052			( 109	)		23,783			—			440,835
Sales (3)		( 450,040	)		( 24,634	)		( 52	)		( 611	)		—			( 4,124	)		—			( 479,461	)
Transfers out of Level 3 (1)		—			—			—			—			—			—			—			—
Transfers into Level 3 (1)		—			—			—			—			—			592			—			592
Fair value as of September 30, 2023	$	2,076,910		$	66,558		$	—		$	40,761		$	34,343		$	148,785		$	371		$	2,367,728

Net change in unrealized gains (losses) on Level 3 investments still held as of September 30, 2023	$	( 1,257	)	$	( 991	)	$	—		$	2,961		$	697		$	( 15,291	)	$	( 103	)	$	( 13,984	)

(1)

(2)

Includes unfunded commitments measured at fair value o f ( 3,497 ) .

(3)

Includes reorganizations and restructuring of investments.

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MIDCAP FINANCIAL INVESTMENT CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

The following tables summarize the significant unobservable inputs the Company used to value its investments categorized within Level 3 as of September 30, 2024 and December 31, 2023. In addition to the techniques and inputs noted in the tables below, according to our valuation policy we may also use other valuation techniques and methodologies when determining our fair value measurements. The below tables are not intended to be all-inclusive, but rather provide information on the significant unobservable inputs as they relate to the Company’s determination of fair values.

The unobservable inputs used in the fair value measurement of our Level 3 investments as of September 30, 2024 were as follows:


				Quantitative Information about Level 3 Fair Value Measurements
Asset Category		Fair Value		Valuation Techniques/Methodologies	Unobservable Input	Range		Weighted Average (1)
First Lien Secured Debt	$		2,226,962	Yield Analysis	Discount Rate	4.1 %	24.2 %	11.0 %
			225,136	Recent Transaction	Recent Transaction	N/A	N/A	N/A
			128,252	Recovery Analysis	Recoverable Amount	N/A	N/A	N/A
			32,362	Market Comparable Technique	Comparable Multiple	0.4 x	8.25 x	3.09 x
Second Lien Secured Debt			5,561	Market Comparable Technique	Comparable Multiple	5.9 x	5.9 x	5.9 x
			2,705	Yield Analysis	Discount Rate	16.5 %	32.8 %	32.0 %
Unsecured Debt			105	Market Comparable Technique	Comparable Multiple	3.9 x	3.9 x	3.9 x
			21	Recent Transaction	Recent Transaction	N/A	N/A	N/A
Structured Products and Other			28,531	Yield Analysis	Discount Rate	11.3 %	12.4 %	11.6 %
Preferred Equity			24,698	Market Comparable Technique	Comparable Multiple	0.5 x	17.3 x	9.2 x
			511	Recent Transaction	Recent Transaction	N/A	N/A	N/A
			241	Yield Analysis	Discount Rate	13.3 %	13.3 %	13.3 %
			—	Recovery Analysis	Recoverable Amount	N/A	N/A	N/A
Common Equity/Interests			123,678	Yield Analysis	Discount Rate	10.0 %	13.3 %	10.0 %
			19,393	Estimated Proceeds	Estimated Proceeds	N/A	N/A	N/A
			15,223	Market Comparable Technique	Comparable Multiple	0.8 x	21.5 x	11.7 x
			814	Recent Transaction	Recent Transaction	N/A	N/A	N/A
			218	Option Pricing Model	Expected Volatility	30.0 %	95.0 %	50.4 %
			—	Recovery Analysis	Recoverable Amount	N/A	N/A	N/A
Warrants			134	Option Pricing Model	Expected Volatility	50.0 %	50.0 %	50.0 %
			—	Market Comparable Technique	Comparable Multiple	3.9 x	3.9 x	3.9 x
Total Level 3 Investments	$		2,834,545

_________________

(1)

The weighted average information is generally derived by assigning each disclosed unobservable input a proportionate weight based on the fair value of the related investment. For the commodity price unobservable input, the weighted average price is an undiscounted price based upon the estimated production level from the underlying reserves.

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MIDCAP FINANCIAL INVESTMENT CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

The unobservable inputs used in the fair value measurement of our Level 3 investments as of December 31, 2023 were as follows:


				Quantitative Information about Level 3 Fair Value Measurements
Asset Category		Fair Value		Valuation Techniques/Methodologies	Unobservable Input	Range		Weighted Average (1)
First Lien Secured Debt	$		59,746	Recent Transaction	Recent Transaction	N/A	N/A	N/A
			111,468	Recovery Analysis	Recoverable Amount	N/A	N/A	N/A
			1,903,817	Yield Analysis	Discount Rate	6.6 %	25.1 %	12.2 %
Second Lien Secured Debt			2,207	Market Comparable Technique	Comparable Multiple	8.5 x	8.5 x	8.5 x
			238	Recovery Analysis	Recoverable Amount	N/A	N/A	N/A
			29,442	Yield Analysis	Discount Rate	13.7 %	25.8 %	17.3 %
Structured Products and Other			41,333	Yield Analysis	Discount Rate	13.0 %	15.6 %	14.9 %
Preferred Equity			31,950	Market Comparable Technique	Comparable Multiple	2.8 x	12.5 x	11.1 x
			268	Recent Transaction	Recent Transaction	N/A	N/A	N/A
			—	Recovery Analysis	Recoverable Amount	N/A	N/A	N/A
			78	Residual Value	Residual Value	N/A	N/A	N/A
			109	Yield Analysis	Discount Rate	13.5 %	13.5 %	13.5 %
Common Equity/Interests			12,898	Market Comparable Technique	Comparable Multiple	3.6 x	26.0 x	11.8 x
			281	Option Pricing Model	Expected Volatility	30.0 %	115.0 %	59.1 %
			125	Recent Transaction	Recent Transaction	N/A	N/A	N/A
			—	Recovery Analysis	Recoverable Amount	N/A	N/A	N/A
			117,454	Yield Analysis	Discount Rate	13.5 %	14.3 %	14.3 %
			21,369	Estimated Proceeds	Estimated Proceeds	N/A	N/A	N/A
Warrants			199	Option Pricing Model	Expected Volatility	50.0 %	50.0 %	50.0 %
Total Level 3 Investments	$		2,332,982

____________________

(1)

The significant unobservable inputs used in the fair value measurement of the Company’s debt and equity securities are primarily earnings before interest, taxes, depreciation and amortization (“EBITDA”) comparable multiples and market discount rates. The Company typically uses EBITDA comparable multiples on its equity securities to determine the fair value of investments. The Company uses market discount rates for debt securities to determine if the effective yield on a debt security is commensurate with the market yields for that type of debt security. If a debt security’s effective yield is significantly less than the market yield for a similar debt security with a similar credit profile, the resulting fair value of the debt security may be lower. For certain investments where fair value is derived based on a recovery analysis, the Company uses underlying commodity prices from third party market pricing services to determine the fair value and/or recoverable amount, which represents the proceeds expected to be collected through asset sales or liquidation. Further, for certain investments, the Company also considered the probability of future events which are not in management’s control. Significant increases or decreases in any of these inputs in isolation would result in a significantly lower or higher fair value measurement. The significant unobservable inputs used in the fair value measurement of the structured products include the discount rate applied in the valuation models in addition to default and recovery rates applied to projected cash flows in the valuation models. Specifically, when a discounted cash flow model is used to determine fair value, the significant input used in the valuation model is the discount rate applied to present value the projected cash flows. Increases in the discount rate can significantly lower the fair value of an investment; conversely decreases in the discount rate can significantly increase the fair value of an investment. The discount rate is determined based on the market rates an investor would expect for a similar investment with similar risks. For certain investments such as warrants, the Company may use an option pricing technique, of which the applicable method is the Black-Scholes Option Pricing Method (“BSM”), to perform valuations. The BSM is a model of price variation over time of financial instruments, such as equity, that is used to determine the price of call or put options. Various inputs are required but the primary unobservable input into the BSM model is the underlying asset volatility.

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MIDCAP FINANCIAL INVESTMENT CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

Investment Transactions

For the three and nine months ended September 30, 2024, purchases of investments on a trade date basis including all activities from the Mergers were $ 911,941 and $ 1,310,094 , respectively. For the three and nine months ended September 30, 2023 , purchases of investments on a trade date basis were $ 30,345 and $ 283,004 , respectively.

For the three and nine months ended September 30, 2024 , sales and repayments (including prepayments and unamortized fees) of investments on a trade date basis were $ 327,347 and $ 619,093 , respectively. For the three and nine months ended September 30, 2023, sales and repayments (including prepayments and unamortized fees) of investments on a trade date basis were $ 72,925 and $ 323,689 , respectively.

PIK Income

The Company holds loans and other investments, including certain preferred equity investments, that have contractual PIK income. PIK income computed at the contractual rate is accrued into income and reflected as receivable up to the capitalization date. During the three and nine months ended September 30, 2024, PIK income earned was $ 2,974 and $ 7,476 , respectively. During the three and nine months ended September 30, 2023 , PIK income earned was $ 479 and $ 2,076 , respectively.

The following table shows the change in capitalized PIK balance for the three and nine months ended September 30, 2024 and 2023:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023			2024			2023
PIK balance at beginning of period	$	28,909	$	23,117	$		24,485	$		21,534
PIK income capitalized		4,302		455			8,726			2,057
Adjustments due to investments exited or written off		—		—			—			( 19	)
PIK income received in cash		—		—			—			—
PIK balance at end of period	$	33,211	$	23,572	$		33,211	$		23,572

Dividend Income on CLOs and Structured Finance Products

The Company holds structured finance products and other investments. The CLO equity investments and structured finance products are entitled to recurring distributions which are generally equal to the excess cash flow generated from the underlying investments after payment of the contractual payments to debt holders and fund expenses. The Company records as dividend income the accretable yield from its beneficial interests in structured products such as CLOs based upon a number of cash flow assumptions that are subject to uncertainties and contingencies. During the three and nine months ended September 30, 2024 , dividend income from structured products was $ 241 and $ 476 , respectively. During the three and nine months ended September 30, 2023, dividend income from structured products was $ 636 and $ 704 , respectively.

Investments on Non-Accrual Status

As of September 30, 2024, 2.3 % of total investments at amortized cost, or 1.8 % of total investments at fair value, were on non-accrual status. As of December 31, 2023, 1.2 % of total investments at amortized cost, or 0.2 % of total investments at fair value, were on non-accrual status.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

Note 6. Debt and Foreign Currency Transactions and Translations

On April 4, 2018, the Company’s Board, including a “required majority” (as defined in Section 57(o) of the 1940 Act, approved the application of the modified asset coverage requirements set forth in Section 61(a)(2) of the 1940 Act. As a result, effective on April 4, 2019, our asset coverage requirement applicable to senior securities was reduced from 200 % to 150 % (i.e., the revised regulatory leverage limitation permits BDCs to double the amount of borrowings, such that we would be able to borrow up to two dollars for every dollar we have in assets less all liabilities and indebtedness not represented by senior securities issued by us).

The Company’s outstanding debt obligations as of September 30, 2024 were as follows:


	Date Issued/ Amended	Total Aggregate Principal Amount Committed			Principal Amount Outstanding				Fair Value				Final Maturity Date
Senior Secured Facility	4/19/2023	$	1,705,000	**	$	991,909		*	$	991,909	(1	)	4/19/2028
MFIC Bethesda CLO I LLC Class A-1 Notes	11/2/2023		232,000			232,000				232,909	(2	)	10/23/2035
2025 Notes	3/3/2015		350,000			350,000				346,555	(2	)	3/3/2025
2026 Notes	7/16/2021		125,000			125,000				117,907	(2	)	7/16/2026
2028 Notes	12/13/2023		80,000			80,000				80,512	(3	)	12/15/2028
Total Debt Obligations		$	2,492,000		$	1,778,909			$	1,769,792
Deferred Financing Costs and Debt Discount						( 6,075	)
Total Debt Obligations, net of Deferred Financing Cost and Debt Discount					$	1,772,834

* Includes foreign currency debt obligations as outlined in Foreign Currency Transactions and Translations within this note to the consolidated financial statements.

** Prior to November 19, 2022, total lender commitments were $ 1,810,000 . As of September 30, 2024, total lender commitments were $ 1,705,000 . The total lender commitments will remain $ 1,705,000 until December 22, 2024 and will decrease to $ 1,550,000 thereafter.

(1)

The fair value of these debt obligations would be categorized as Level 3 under ASC 820 as of September 30, 2024 . The valuation is based on a yield analysis and discount rate commensurate with the market yields for similar types of debt.

(2)

The fair value of these debt obligations would be categorized as Level 2 under ASC 820 as of September 30, 2024 . The valuation is based on broker quoted prices.

(3)

The fair value of these debt obligations would be categorized as Level 1 under ASC 820 as of September 30, 2024 . The valuation is arrived using the closing price on exchange as on the relevant date.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

The Company’s outstanding debt obligations as of December 31, 2023 were as follows:


	Date Issued/ Amended	Total Aggregate Principal Amount Committed			Principal Amount Outstanding				Fair Value				Final Maturity Date
Senior Secured Facility	4/19/2023	$	1,705,000	**	$	682,977		*	$	682,977	(1	)	4/19/2028
Bethesda CLO 1 Class A-1	11/2/2023		232,000			232,000				232,000	(2	)	10/23/2035
2025 Notes	3/3/2015		350,000			350,000				336,013	(2	)	3/3/2025
2026 Notes	7/16/2021		125,000			125,000				114,291	(2	)	7/16/2026
2028 Notes	12/13/2023		80,000			80,000				81,600	(3	)	12/15/2028
Total Debt Obligations		$	2,492,000		$	1,469,977			$	1,446,881
Deferred Financing Costs and Debt Discount					$	( 7,710	)
Total Debt Obligations, net of Deferred Financing Cost and Debt Discount					$	1,462,267

* Includes foreign currency debt obligations as outlined in Foreign Currency Transactions and Translations within this note to the consolidated financial statements.

** Prior to November 19, 2022, total lender commitments were $ 1,810,000 . As of December 31, 2023 , total lender commitments were $ 1,705,000 .

(1)

The fair value of these debt obligations would be categorized as Level 3 under ASC 820 as of December 31, 2023 . The valuation is based on a yield analysis and discount rate commensurate with the market yields for similar types of debt.

(2)

The fair value of these debt obligations would be categorized as Level 2 under ASC 820 as of December 31, 2023 . The valuation is based on broker quoted prices.

(3)

The fair value of these debt obligations would be categorized as Level 1 under ASC 820 as of December 31, 2023 . The valuation is arrived using the closing price on exchange as on the relevant date.

Senior Secured Facility

On April 19, 2023, the Company amended and restated its senior secured, multi-currency, revolving credit facility (the “Senior Secured Facility”), previously amended and restated as of December 22, 2020 and November 19, 2018. The amended and restated agreement extended the final maturity date through April 19, 2028 . Lender commitments under the Senior Secured Facility were $ 1,810,000 prior to November 19, 2022 and decreased to $ 1,705,000 as non-extending commitments were paid down. The total lender commitments will remain $ 1,705,000 until December 22, 2024 and will decrease to $ 1,550,000 thereafter. The Senior Secured Facility includes an “accordion” feature that allows the Company to increase the size of the Facility to $ 2,325,000 . The Senior Secured Facility is secured by substantially all of the assets in the Company’s portfolio, including cash and cash equivalents.

Commencing April 19, 2027 , the Company is required to repay, in twelve consecutive monthly installments of equal size, the outstanding amount under the Senior Secured Facility as of April 19, 2027. The stated interest rates on outstanding borrowings under the Senior Secured Facility depend on the type of borrowing and the “gross borrowing base” at the time. USD borrowings accrue at (a) either Term SOFR plus 1.85 % per annum or Term SOFR plus 1.975 % per annum, or (b) either Alternate Base Rate plus 0.75 % per annum or Alternate Base Rate plus 0.875 % per annum. The Company is required to pay a commitment fee of 0.375 % per annum on any unused portion of the Senior Secured Facility and fronting fees of up to 2.25 % per annum on the letters of credit issued.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

The Senior Secured Facility contains affirmative and restrictive covenants, events of default and other customary provisions for similar debt facilities, including: (a) periodic financial reporting requirements, (b) maintaining minimum stockholders’ equity of the greater of (i) 30 % of the total assets of the Company and its consolidated subsidiaries as of the last day of any fiscal quarter and (ii) the sum of (A) $ 705,000 plus (B) 25 % of the net proceeds from the sale of equity interests in the Company after the closing date of the Senior Secured Facility, (c) maintaining a ratio of total assets, less total liabilities (other than indebtedness) to total indebtedness, in each case of the Company and its consolidated subsidiaries, of not less than 1.5 :1.0, (d) limitations on the incurrence of additional indebtedness, including a requirement to meet a certain minimum liquidity threshold before the Company can incur such additional debt, (e) limitations on liens, (f) limitations on investments (other than in the ordinary course of the Company’s business), (g) limitations on mergers and disposition of assets (other than in the normal course of the Company’s business activities), (h) limitations on the creation or existence of agreements that permit liens on properties of the Company’s consolidated subsidiaries and (i) limitations on the repurchase or redemption of certain unsecured debt and debt securities. In addition to the asset coverage ratio described in clause (c) of the preceding sentence, borrowings under the Senior Secured Facility (and the incurrence of certain other permitted debt) are subject to compliance with a borrowing base that applies different advance rates to different types of assets in the Company’s portfolio. The advance rate applicable to any specific type of asset in the Company’s portfolio will also depend on the relevant asset coverage ratio as of the date of determination. Borrowings under the Senior Secured Facility will also continue to be subject to the leverage restrictions contained in the 1940 Act.

The Senior Secured Facility also provides for the issuance of letters of credit up to an aggregate amount of $ 150,000 . As of September 30, 2024 and December 31, 2023, the Company had $ 15,782 and $ 17,291 , respectively, in standby letters of credit issued through the Senior Secured Facility. The amount available for borrowing under the Senior Secured Facility is reduced by any standby letters of credit issued through the Senior Secured Facility. Under GAAP, these letters of credit are considered commitments because no funding has been made and as such are not considered a liability. These letters of credit are not senior securities because they are not in the form of a typical financial guarantee and the portfolio companies are obligated to refund any drawn amounts. The available remaining capacity under the Senior Secured Facility was $ 697,309 and $ 1,004,732 as of September 30, 2024 and December 31, 2023, respectively. Terms used in this disclosure have the meanings set forth in the Senior Secured Facility agreement.

Senior Unsecured Notes

2025 Notes

On March 3, 2015, the Company issued $ 350,000 aggregate principal amount of senior unsecured notes for net proceeds of $ 343,650 (the “2025 Notes”). The 2025 Notes will mature on March 3, 2025 . Interest on the 2025 Notes is due semi-annually on March 3 and September 3, at an annual rate of 5.25 %, commencing on September 3, 2015 . The 2025 Notes are general, unsecured obligations and rank equal in right of payment with all of our existing and future senior unsecured indebtedness.

As of September 30, 2024, the $ 350,000 aggregate principal amount of the 2025 Notes was considered Covered Debt, as defined in the amended and restated agreement, which may restrict the Company’s ability to borrow the maximum amount available under the Senior Security Facility.

2026 Notes

On July 16, 2021, the Company issued $ 125,000 aggregate principal amount of general unsecured notes for net proceeds of $ 122,965 (the “2026 Notes”). The 2026 Notes will mature on July 16, 2026 . Interest on the 2026 Notes is due semi-annually on January 16 and July 16, at an annual rate of 4.50 %, commencing on January 16, 2022 . The 2026 Notes are general, unsecured obligations and rank equal in right of payment with all of our existing and future senior unsecured indebtedness.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

2028 Notes

On December 13, 2023, the Company issued $ 80,000 aggregate principal amount of 8.00 % Notes due 2028 (inclusive of $ 5,000 aggregate principal amount pursuant to the underwriters’ overallotment option to purchase additional Notes) (the “2028 Notes”). As of December 31, 2023, the principal amount outstanding was $ 80,000 . The 2028 Notes will mature on December 15, 2028 . The 2028 Notes bear interest at a rate of 8.00 % per year, commencing December 13, 2023. The Company will pay interest on the 2028 Notes on March 15, June 15, September 15 and December 15 of each year, beginning on March 15, 2024. The 2028 Notes may be redeemed in whole or in part at any time or from time to time at our option on or after December 15, 2025 , at a redemption price of $ 25 per Note plus accrued and unpaid interest payments otherwise payable for the then-current quarterly interest period accrued to, but excluding, the date fixed for redemption.

MFIC Bethesda CLO 1 LLC Debt Securitization

On November 2, 2023, the Company completed a $ 402,360 term debt securitization (the “Bethesda CLO 1”). Term debt securitizations are also known as collateralized loan obligations and are a form of secured financing incurred by the Company, which is consolidated by the Company for financial reporting purposes and subject to its overall asset coverage requirement. The notes offered in the Bethesda CLO 1 (collectively, the “Bethesda CLO 1 Notes”) were issued by MFIC Bethesda CLO 1 LLC (the “Bethesda CLO 1 Issuer”), an indirectly wholly-owned and consolidated (for tax and accounting purposes) subsidiary of the Company, and are primarily secured by a diversified portfolio of middle market loans and participation interests therein. The following table presents information on the secured and unsecured notes issued in the Bethesda CLO 1:


			September 30, 2024
Description	Type	Principal Outstanding			Interest Rate	Credit Rating
Class A-1 Notes	Senior Secured Floating Rate			232,000	SOFR + 2.40 %	AAA(sf)/ AAAsf
Class A-2 Notes (1)	Senior Secured Floating Rate			16,000	SOFR + 2.90 %	AAA(sf)
Total Secured Notes				248,000
Subordinated Notes (1)				154,360	None	NR
Total Bethesda CLO 1 Notes		$		402,360

(1) The Company retained (in the Bethesda CLO 1 Depositor) all of the Class A-2 Notes and the Subordinated Notes issued in the Bethesda CLO 1 Debt Securitization which are eliminated in consolidation.

The Company retained (in a newly formed wholly owned subsidiary of the Company (the “Bethesda CLO 1 Depositor”)) all of the Class A-2 Notes and the Subordinated Notes issued in the Bethesda CLO 1 in part in exchange for the Company’s sale and contribution to the Bethesda CLO 1 Issuer of the initial closing date portfolio. The Class A-1 Notes and the Class A-2 Notes are scheduled to mature in October 2035 and the Subordinated Notes are scheduled to mature in October 2123; however the Bethesda CLO 1 Notes may be redeemed by the Issuer, at the direction of the Bethesda CLO 1 Depositor (at the direction of the Company) as holder of the Subordinated Notes, on any business day after October 23, 2025. In connection with the sale and contribution, the Company has made customary representations, warranties and covenants to the Issuer. The Class A-1 Notes and Class A-2 Notes are secured obligations of the Bethesda CLO 1 Issuer, the Subordinated Notes are the unsecured obligations of the Bethesda CLO 1 Issuer, and the indenture governing the Bethesda CLO 1 Notes includes customary covenants and events of default.

The Bethesda CLO 1 Notes is not registered under the Securities Act, or any state securities or “blue sky” laws and may not be offered or sold in the United States absent registration with the SEC or an applicable exemption from registration.

The Company serves as collateral manager to the Bethesda CLO 1 Issuer under a collateral management agreement and has agreed to irrevocably waive all collateral management fees payable pursuant to the collateral management agreement.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

The following table summarizes the average and maximum debt outstanding, and the interest and debt issuance cost for the three and nine months ended September 30, 2024 and 2023:


	Three Months Ended September 30,								Nine Months Ended September 30,
		2024				2023				2024				2023
Average debt outstanding	$		1,715,216		$		1,437,218		$		1,509,102		$		1,451,728
Maximum amount of debt outstanding			1,791,303				1,483,105				1,791,303				1,484,362

Weighted average annualized interest cost (1)			6.94	%			6.76	%			7.01	%			6.61	%
Annualized amortized debt issuance cost			0.41	%			0.40	%			0.46	%			0.40	%
Total annualized interest cost			7.35	%			7.16	%			7.47	%			7.02	%

________________

(1)

Includes the stated interest expense and commit ment fees on the unused portion of the Senior Secured Facility. Commitment fees for the three and nine months ended September 30, 2024 wer e $ 724 and $ 2,720 , respectively. Commitment fees for the three and nine months ended September 30, 2023 were $ 650 and $ 1,945 , respectively.

Foreign Currency Transactions and Translations

The Company had the following foreign-denominated debt outstanding on the Senior Secured Facility as of September 30, 2024:


	Original Principal Amount (Local)		Original Principal Amount (USD)		Principal Amount Outstanding		Unrealized Gain/(Loss)			Reset Date
British Pound	£	17,300	$	21,560	$	23,139	$	( 1,579	)		10/31/2024
European Euro	€	2,700		2,991		3,006		( 15	)		10/31/2024
Canadian Dollar	C$	12,800		9,304		9,464		( 160	)		10/31/2024
Total			$	33,855	$	35,609	$	( 1,754	)

The Company had the following foreign-denominated debt outstanding on the Senior Secured Facility as of December 31, 2023:


	Original Principal Amount (Local)		Original Principal Amount (USD)		Principal Amount Outstanding		Unrealized Gain/(Loss)			Reset Date
British Pound	£	36,900	$	45,909	$	46,977	$	( 1,068	)		1/31/2024
Total			$	45,909	$	46,977	$	( 1,068	)

As of September 30, 2024 and December 31, 2023 , the Company was in compliance with all debt covenants for all outstanding debt obligations.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

Note 7. Stockholders’ Equity

The Company adopted the following plans, approved by the Board, for the purpose of repurchasing its common stock in accordance with applicable rules specified in the Securities Exchange Act of 1934 (the “1934 Act”) (the “Repurchase Plans”):


Date of Agreement/Amendment	Maximum Cost of Shares That May Be Repurchased		Cost of Shares Repurchased		Remaining Cost of Shares That May Be Repurchased
August 5, 2015	$	50,000	$	50,000	$	—
December 14, 2015		50,000		50,000		—
September 14, 2016		50,000		50,000		—
October 30, 2018		50,000		50,000		—
February 6, 2019		50,000		48,107		1,893
February 3, 2022		25,000		—		25,000
Total as of September 30, 2024	$	275,000	$	248,107	$	26,893

The Repurchase Plans were designed to allow the Company to repurchase its shares both during its open window periods and at times when it otherwise might be prevented from doing so under applicable insider trading laws or because of self-imposed trading blackout periods. A broker selected by the Company will have the authority under the terms and limitations specified in an agreement with the Company to repurchase shares on the Company’s behalf in accordance with the terms of the Repurchase Plans. Repurchases are subject to SEC regulations as well as certain price, market volume and timing constraints specified in the Repurchase Plans. Pursuant to the Repurchase Plans, the Company may from time to time repurchase a portion of its shares of common stock and the Company is hereby notifying stockholders of its intention as required by applicable securities laws.

Under the Repurchase Plans described above, the Company allocated the following amounts to be repurchased in accordance with SEC Rule 10b5-1 (the “10b5-1 Repurchase Plans”):


Effective Date	Termination Date	Amount Allocated to 10b5-1 Repurchase Plans
September 15, 2015	November 5, 2015	$	5,000
January 1, 2016	February 5, 2016		10,000
April 1, 2016	May 19, 2016		5,000
July 1, 2016	August 5, 2016		15,000
September 30, 2016	November 8, 2016		20,000
January 4, 2017	February 6, 2017		10,000
March 31, 2017	May 19, 2017		10,000
June 30, 2017	August 7, 2017		10,000
October 2, 2017	November 6, 2017		10,000
January 3, 2018	February 8, 2018		10,000
June 18, 2018	August 9, 2018		10,000
September 17, 2018	October 31, 2018		10,000
December 12, 2018	February 7, 2019		10,000
February 25, 2019	May 17, 2019		25,000
March 18, 2019	May 17, 2019		10,000
June 4, 2019	August 7, 2019		25,000
June 17, 2019	August 7, 2019		20,000
September 16, 2019	November 6, 2019		20,000
December 6, 2019	February 5, 2020		25,000
December 16, 2019	February 5, 2020		15,000
March 12, 2020	March 19, 2020		20,000
March 30, 2021	May 21, 2021		10,000
June 16, 2021	November 5, 2021		10,000
December 16, 2021	August 3, 2022		5,000
December 27, 2022	February 22, 2023		10,000

During the three and nine months ended September 30, 2024, the Company did no t repurchase any shares.

During the three months ended September 30, 2023, the Company did no t repurchase any shares.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

During the nine months ended September 30, 2023, the Company repurchased 198,084 shares at a weighted average price per share of $ 11.60 , inclusive of commissions, for a total cost of $ 2,297 . This represents a discount of approximately 23.63 % of the average net asset value per share for the nine months ended September 30, 2023.

Since the inception of the Repurchase Plans through September 30, 2024, the Company repurchased 15,593,120 shares at a weighted average price per share of $ 15.91 , inclusive of commissions, for a total cost of $ 248,107 . Including fractional shares, the Company has repurchased 15,593,150 shares at a weighted average price per share of $ 15.91 , inclusive of commissions for a total cost of $ 248,107 .

On October 30, 2018, the Company’s Board approved a one-for-three reverse stock split of the Company’s common stock which was effective as of the close of business on November 30, 2018. The Company's common stock began trading on a split-adjusted basis on December 3, 2018. The fractional shares that resulted from the Reverse Stock Split were approximately 29 shares and they were canceled by paying cash in lieu of the fair value.

On August 2, 2022, the Company entered into a share subscription agreement (“Purchase Agreement”) with MFIC Holdings, LP, a subsidiary of MidCap FinCo Designated Activity Company (together with its subsidiaries, “MidCap Financial”), a middle-market specialty finance firm discretionarily managed by an affiliate of the Company's investment adviser, in connection with the issuance and sale of the Company's common stock, par value $ 0.001 per share (the “Offering”). Pursuant to the Purchase Agreement, the Company issued 1,932,641 shares of its common stock at a purchase price of $ 15.52 per share, the net asset value per share of the Company's common stock as of June 30, 2022. The total proceeds of the offering excluding expenses was approximately $ 30,000 . The shares are subject to a two-year lock-up period. MidCap Financial agreed to bear any expenses that the Company incurred in connection with the Offering greater than $ 300 .

On July 22, 2024, the Company completed the Mergers with AFT and AIF. In connection with the Mergers, the Company issued an aggregate of 28,527,003 shares of the Company's common stock valued at approximately $ 440,140 . For more information, please see Note 10 “Mergers with AFT and AIF” to our consolidated financial statements included in this report.

On August 13, 2024, the Company entered into (i) an equity distribution agreement by and among the Company, the Investment Adviser, the Administrator and Truist Securities, Inc. (“Truist”) and (ii) an equity distribution agreement by and among the Company, the Investment Adviser, the Administrator and Jefferies LLC (“Jefferies,” and together with Truist, the “Sales Agents”). The equity distribution agreements with the Sales Agents described in the preceding sentence are collectively referred to herein as the “Equity Distribution Agreements.” The Equity Distribution Agreements provided that the Company may from time to time issue and sell shares of its common stock, par value $ 0.001 per share (“Shares”), having an aggregate offering price of up to $ 200,000 , through the Sales Agents, or to them as principal for their own respective accounts. Sales of the shares, if any, may be made in transactions that are deemed to be an “at the market” (“ATM”) offering as defined in Rule 415(a)(4) under the Securities Act of 1933, as amended, including without limitation sales made directly on or through the NASDAQ Global Select Market, sales made to or through market makers and sales made through any other existing trading market or electronic communications network, and by any other method permitted by law, including but not limited to privately negotiated transactions, which may include block trades, as the Company and the Sales Agents may agree. The Sales Agents will receive a commission from the Company up to 1.5 % of the gross sales price of any Shares sold through the Sales Agents under the Equity Distribution Agreements. The Company may from time to time issue and sell shares of its common stock through public or ATM offerings. For the three months ended September 30, 2024, there were no shares issued through ATM offerings.

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MIDCAP FINANCIAL INVESTMENT CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

Note 8. Commitments and Contingencies

The Company has various commitments to fund various revolving and delayed draw senior secured and subordinated loans, including commitments to issue letters of credit through a financial intermediary on behalf of certain portfolio companies. As of September 30, 2024, and December 31, 2023, the Company had the following unfunded commitments to its portfolio companies:


	September 30, 2024		December 31, 2023
Unfunded revolver obligations and bridge loan commitments (1)	$	212,758	$	139,979
Standby letters of credit issued and outstanding (2)		20,911		42,921
Unfunded delayed draw loan commitments (including commitments with performance thresholds not met) (3)		243,013		167,756
Total Unfunded Commitments (4)	$	476,682	$	350,656

(1)

The unfunded revolver obligations may or may not be funded to the borrowing party in the future. The amounts relate to loans with various maturity dates, but the entire amount was eligible for funding to the borrowers as of September 30, 2024 and December 31, 2023, subject to the terms of each loan’s respective credit agreements which includes borrowing covenants that need to be met prior to funding. As of September 30, 2024 and December 31, 2023, the bridge loan commitments included in the balances were $ 0 and $ 0 , respectively.

(2)

For all these letters of credit issued and outstanding, the Company would be required to make payments to third parties if the portfolio companies were to default on their related payment obligations. None of the letters of credit issued and outstanding are recorded as a liability on the Company’s Consolidated Statements of Assets and Liabilities as such letters of credit are considered in the valuation of the investments in the portfolio company.

(3)

The Company’s commitment to fund delayed draw loans is triggered upon the satisfaction of certain pre-negotiated terms and conditions which can include covenants to maintain specified leverage levels and other related borrowing base covenants. For commitments to fund delayed draw loans with performance thresholds, borrowers are required to meet certain performance requirements before the Company is obligated to fulfill these commitments.

(4)

The Company also had an unfunded revolver commitment to its fully controlled affiliate Merx Aviation Finance, LLC of $ 40,425 and $ 25,925 as of September 30, 2024 and December 31, 2023 , respectively. Given the Company’s controlling interest, the timing and the amount of the funding has not been determined.

Other Commitments and Contingencies

From time to time, the Company may become a party to certain legal proceedings incidental to the normal course of its business.

On March 14, 2023, certain First Lien and Second Lien holders of debt issued by Mitel filed a complaint in New York State Court captioned Ocean Trails CLO VII et al v. MLN TopCo Ltd., et al, Index No. 651327/2023, against certain other First Lien and Second Lien debt holders, including AFT and AIF, alleging, among other things, that the defendant lenders breached the terms of their lending agreements and the New York Uniform Voidable Transfer Act in connection with certain amendments to the relevant documents governing the debt. Plaintiffs seek to have the amendments in question declared void. On December 5, 2023, the trial court granted defendants’ motions to dismiss in part and denied them in part. The trial matter is currently in discovery. The plaintiffs and defendants have also taken interlocutory appeals of the courts’ motion to dismiss ruling to the intermediate New York State appellate court, which are pending. No reasonable estimate of possible loss, if any, can be made at this time.

Management is not aware of any pending or threatened material litigation as of September 30, 2024 other than the matter disclosed above.

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MIDCAP FINANCIAL INVESTMENT CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

Note 9. Financial Highlights

The following is a schedule of financial highlights for the nine months ended September 30, 2024 and 2023 .


		Nine Months Ended September 30, 2024				Nine Months Ended September 30, 2023
		(Unaudited)				(Unaudited)
Per Share Data*
Net asset value at beginning of period	$		15.41		$		15.10
Net investment income (1)			1.31				1.32
Net realized and change in unrealized gains (losses) (1)			( 0.28	)			( 0.01	)
Net increase in net assets resulting from operations			1.03				1.31
Distribution of net investment income (2)			( 1.34	)			( 1.14	)
Distribution of return of capital (2)			—				0.00
Accretion due to share repurchases			—				0.01
Net asset value at end of period	$		15.10		$		15.28

Per share market value at end of period	$		13.39		$		13.75
Total return (3)			7.29	%			31.95	%
Shares outstanding at end of period			93,780,278				65,253,275
Weighted average shares outstanding			72,645,309				65,356,324

Ratio/Supplemental Data
Net assets at end of period (in millions)	$		1,416.2		$		996.8
Annualized ratio of operating expenses to average net assets (4)(5)			4.67	%			5.68	%
Annualized ratio of interest and other debt expenses to average net assets (5)			10.21	%			10.26	%
Annualized ratio of total expenses to average net assets (4)(5)			14.88	%			15.94	%
Annualized ratio of net investment income to average net assets (5)			11.60	%			11.62	%
Average debt outstanding (in millions)	$		1,509.1		$		1,451.7
Average debt per share	$		20.77		$		22.21
Annualized portfolio turnover rate (5)(7)			32.49	%			15.83	%
Asset coverage per unit (6)	$		1,796		$		1,693

* Totals may not foot due to rounding.

(1)

Financial highlights are based on the weighted average number of shares outstanding for the period presented.

(2)

The tax character of distributions is determined based on taxable income calculated in accordance with income tax regulations which may differ from amounts determined under GAAP. Although the tax character of distributions paid to stockholders through September 30, 2024 may include return of capital, the exact amount cannot be determined at this point. Per share amounts are based on actual rate per share.

(3)

Total return is based on the change in market price per share during the respective periods. Total return also takes into account distributions, if any, reinvested in accordance with the Company’s dividend reinvestment plan. Total return does not reflect sales load.

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MIDCAP FINANCIAL INVESTMENT CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

(4)

The ratio of operating expenses to average net assets and the ratio of total expenses to average net assets are shown inclusive of all voluntary management and incentive fee waivers (See Note 3 to the consolidated financial statements). For the nine months ended September 30, 2024, the annualized ratio of operating expenses to average net assets and the annualized ratio of total expenses to average net assets would be 4.70 % and 14.95 % , respectively, without the voluntary fee waivers. For the nine months ended September 30, 2023, the annualized ratio of operating expenses to average net assets and the annualized ratio of total expenses to average net assets would be 5.75 % and 16.13 % , respectively, without the voluntary fee waivers.

(5)

Annualized for the nine months ended September 30, 2024 and 2023 .

(6)

The asset coverage ratio for a class of senior securities representing indebtedness is calculated as our total assets, less all liabilities and indebtedness not represented by senior securities, divided by senior securities representing indebtedness. This asset coverage ratio is multiplied by one thousand to determine the asset coverage per unit. As of September 30, 2024, the Company's asset coverage wa s 180 %.

(7)

Includes investments acquired from the Mergers.

Note 10. Mergers with AFT and AIF

On July 22, 2024, the Company completed its mergers with AFT and AIF. Pursuant to the AFT Merger Agreement, AFT Merger Sub was first merged with and into AFT, with AFT continuing as the surviving company, and, following the effectiveness of the AFT First Merger, AFT was then merged with and into the Company, with the Company continuing as the surviving company. In accordance with the terms of the AFT Merger Agreement, at the effective time of the AFT First Merger, each outstanding share of common stock, par value $ 0.001 per share, of AFT was converted into the right to receive 0.9547 shares of common stock, par value $ 0.001 per share, of the Company (with AFT stockholders receiving cash in lieu of fractional shares of the Company). Pursuant to the AIF Merger Agreement, AIF Merger Sub was first merged with and into AIF, with AIF continuing as the surviving company, and, following the effectiveness of the AIF First Merger, AIF was then merged with and into the Company, with the Company continuing as the surviving company. In accordance with the terms of the AIF Merger Agreement, at the effective time of the AIF First Merger, each outstanding share of common stock, par value $ 0.001 per share, of AIF was converted into the right to receive 0.9441 shares of common stock, par value $ 0.001 per share, of the Company (with AIF stockholders receiving cash in lieu of fractional shares of the Company). As a result of the Mergers, the Company issued an aggregate of 28,527,003 shares of its common stock to former AFT and AIF stockholders.

The Mergers were considered asset acquisitions under generally accepted accounting principles with the Company being the accounting survivor. The Mergers were accounted for under the asset acquisition method of accounting by the Company in accordance with ASC 805. Under asset acquisition accounting, acquiring assets in groups not only requires ascertaining the cost of the asset (or net assets), but also allocating that cost to the individual assets (or individual assets and liabilities) that make up the group. Per ASC 805-50-30-1, assets are recognized based on their cost to the acquiring entity, which generally includes transaction costs of the asset acquisition, and no gain or loss is recognized unless the fair value of noncash assets given as consideration differs from the assets’ carrying amounts on the acquiring entity’s records. ASC 805-50-30-2 provides that asset acquisitions in which the consideration given is cash are measured by the amount of cash paid. However, if the consideration given is not in the form of cash (that is, in the form of noncash assets, liabilities incurred, or equity interests issued), measurement is based on the cost to the acquiring entity or the fair value of the assets (or net assets) acquired, whichever is more clearly evident and, thus, more reliably measured.

The Company determined the fair value of the shares of the Company's common stock that were issued to former AFT and AIF stockholders pursuant to the AFT Merger Agreement and AIF Merger Agreement plus transaction costs to be the consideration paid in connection with the Mergers under ASC 805. The consideration paid to AFT and AIF stockholders was less than the aggregate fair values of the AFT and AIF assets acquired and liabilities assumed, which resulted in a purchase discount (the “purchase discount”). Since the fair value of the net assets acquired exceeded the merger consideration paid by the Company, the Company recognized a deemed contribution from Investment Adviser.

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MIDCAP FINANCIAL INVESTMENT CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

The Mergers were considered a tax-free reorganization and the Company has carried forward the historical adjusted tax cost of AFT and AIF investments for tax purposes. The following table summarizes the allocation of the purchase price to the assets acquired and liabilities assumed as a result of the Mergers:


		AFT				AIF				AFT / AIF
Common stock issued by the Company 1	$		228,076		$		209,529		$		437,605
Deemed contribution from the Investment Advisor			1,313				1,222				2,535
Total Purchase Consideration	$		229,389		$		210,751		$		440,140

Assets Acquired:
Investments, at fair value	$		310,795		$		285,092		$		595,887
Cash & Cash Equivalent 2			2,699				7,232				9,931
Other Assets			7,592				8,506				16,098
Total Assets Acquired	$		321,086		$		300,830		$		621,916
Liabilities Assumed 3,4			( 91,697	)			( 90,079	)			( 181,776	)
Net Assets Acquired	$		229,389		$		210,751		$		440,140

(1)

Based on the Company's closing market price on July 19, 2024 of $ 15.34 and 28,527,003 shares of common stock issued by the Company in conjunction with the Mergers. The Company paid $ 1 to stockholders in cash in lieu of fractional shares resulting from the Mergers.

(2)

Includes $ 2 and $ 2 foreign cash and cash equivalents for AFT and AIF, respectively.

(3)

Includes $ 207 and $ 191 management fee accrued through the closing date of the Mergers pursuant to an investment advisory agreement between AFT and AIF and an affiliate of the Investment Adviser respectively, which was terminated upon the closing of the Mergers. The payable for these fees was assumed by the Company and paid by the Company to the affiliate of the Investment Adviser in August 2024.

(4)

On July 22, 2024, the Company paid down outstanding debt obligations of AFT and AIF totaling $ 177 million.

Note 11. Subsequent Events

Management has evaluated subsequent events through the date of issuance of these financial statements and has determined that there are no subsequent events outside the ordinary scope of business that require adjustment to, or disclosure in, the consolidated financial statements other than those disclosed below.

Distribution Declarations

On November 6, 2024 , the Company’s Board declared a base distribution of $ 0.38 per share, payable on December 26, 2024 to stockholders of record as of December 10, 2024 . There can be no assurances that the Board will continue to declare a base distribution of $ 0.38 per share.

Amended Senior Secured Facility

On October 17, 2024, the Company amended and extended the Senior Secured Facility (the "Amended Senior Secured Facility"). Lender commitments under the Amended Senior Secured Facility will increase from $ 1.705 billion to $ 1.815 billion until December 22, 2024 and will decrease to $ 1.660 billion thereafter. The Amended Senior Secured Facility includes an “accordion” feature that allows the Company to increase the size of the Facility to $ 2.723 billion.

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MIDCAP FINANCIAL INVESTMENT CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(In thousands, except share and per share data)

The final maturity date under the Amended Senior Secured Facility for extending lenders was extended by over a year from April 19, 2028 to October 17, 2029 . The covenants and representations and warranties the Company is required to comply with were also modified (including, among other things, that the minimum stockholders’ equity test was reset), but the remaining material business terms and conditions of the Amended Senior Secured Facility remain substantially the same. The Amended Senior Secured Facility continues to include usual and customary events of default for senior secured revolving credit facilities of this type.

Borrowings under the Amended Senior Secured Facility (and the incurrence of certain other permitted debt) continue to be subject to compliance with a Borrowing Base that applies different advance rates to different types of assets in the Company’s portfolio. The advance rate applicable to any specific type of asset in the Company’s portfolio depends on the relevant asset coverage ratio as of the date of determination. Borrowings under the Amended Senior Secured Facility continue to be subject to the leverage restrictions contained in the 1940 Act. Terms used in this disclosure have the meanings set forth in the Amended Senior Secured Facility.

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Report of Independent Registered Public Accounting Firm

To the stockholders and Board of Directors of MidCap Financial Investment Corporation

Results of Review of Interim Financial Information

We have reviewed the accompanying consolidated statement of assets and liabilities, including the consolidated schedule of investments, of MidCap Financial Investment Corporation (the “Company”) as of September 30, 2024, the related consolidated statements of operations and changes in net assets for the three-month and nine-month periods ended September 30, 2024 and 2023, the consolidated statements of cash flows and the financial highlights for the nine-month periods ended September 30, 2024 and 2023, and the related notes (collectively referred to as the "interim financial information"). Based on our reviews, we are not aware of any material modifications that should be made to the accompanying interim financial information for it to be in conformity with accounting principles generally accepted in the United States of America.

We have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated statement of assets and liabilities, including the consolidated schedule of investments, of the Company as of December 31, 2023, and the related consolidated statements of operations, changes in net assets, and cash flows for the year then ended (not presented herein), and the financial highlights for the year then ended (not presented herein); and in our report dated February 26, 2024, we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying consolidated statement of assets and liabilities, including the consolidated schedule of investments, as of December 31, 2023, is fairly stated, in all material respects, in relation to the consolidated statement of assets and liabilities, including the consolidated schedule of investments, from which it has been derived.

Basis for Review Results

This interim financial information is the responsibility of the Company's management. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our reviews in accordance with standards of the PCAOB. A review of interim financial information consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the PCAOB, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.

/s/ Deloitte & Touche LLP

New York, New York

November 7, 2024

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following analysis of our financial condition and results of operations should be read in conjunction with our financial statements and the notes thereto contained elsewhere in this report. Some of the statements in this report constitute forward-looking statements, which relate to future events or our future performance or financial condition. The forward-looking statements contained herein involve risks and uncertainties, including statements as to:

•

our future operating results;

•

our business prospects and the prospects of our portfolio companies;

•

the impact of investments that we expect to make;

•

our contractual arrangements and relationships with third parties;

•

the dependence of our future success on the general economy and its impact on the industries in which we invest;

•

the ability of our portfolio companies to achieve their objectives;

•

our expected financings and investments;

•

the adequacy of our cash resources and working capital;

•

the timing of cash flows, if any, from the operations of our portfolio companies;

•

the ability to realize the anticipated benefits of the Mergers (as defined below);

•

the effects of disruption on our business from the Mergers; and

•

the combined company’s plans, expectations, objectives and intentions as a result of the Mergers.

We generally use words such as “anticipates,” “believes,” “expects,” “intends” and similar expressions to identify forward-looking statements. Our actual results could differ materially from those projected in the forward-looking statements for any reason, including any factors set forth in “Risk Factors” and elsewhere in this report.

We have based the forward-looking statements included in this report on information available to us on the date of this report, and we assume no obligation to update any such forward-looking statements. Although we undertake no obligation to revise or update any forward-looking statements, whether as a result of new information, future events or otherwise, you are advised to consult any additional disclosures that we may make directly to you or through reports that we in the future may file with the Securities and Exchange Commission (“SEC”), including any annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K.

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Overview

MidCap Financial Investment Corporation (the “Company,” “MFIC,” “we,” “us,” or “our”) was incorporated under the Maryland General Corporation Law in February 2004. We have elected to be treated as a business development company (“BDC”) under the Investment Company Act of 1940 (the “1940 Act”). As such, we are required to comply with certain regulatory requirements. For instance, we generally have to invest at least 70% of our total assets in “qualifying assets,” including securities of private or thinly traded public U.S. companies, cash equivalents, U.S. government securities and high-quality debt investments that mature in one year or less. In addition, for federal income tax purposes we have elected to be treated as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). Pursuant to this election and assuming we qualify as a RIC, we generally do not have to pay corporate-level federal income taxes on any income we distribute to our stockholders. We commenced operations on April 8, 2004 upon completion of our initial public offering that raised $870 million in net proceeds from selling 62 million shares of common stock at a price of $15.00 per share (20.7 million shares at a price of $45.00 per share adjusted for the one-for-three reverse stock split). Since then, and through September 30, 2024, we have raised approximately $2.68 billion in net proceeds from additional offerings of common stock and we have repurchased common stock for $248.1 million.

On August 1, 2022, the Company changed its name from “Apollo Investment Corporation” to “MidCap Financial Investment Corporation.” Our common stock began to trade under the ticker “MFIC” on the NASDAQ Global Stock Market on August 12, 2022.

Apollo Investment Management, L.P. (the “Investment Adviser” or “AIM”) is our investment adviser and an affiliate of Apollo Global Management, Inc. and its consolidated subsidiaries (“AGM”). The Investment Adviser, subject to the overall supervision of our Board of Directors (the “Board”) , manages the day-to-day operations of, and provides investment advisory services to the Company. AGM and other affiliates manage other funds that may have investment mandates that are similar, in whole or in part, with ours. AIM and its affiliates may determine that an investment is appropriate both for us and for one or more of those other funds. In such event, depending on the availability of such investment and other appropriate factors, AIM may determine that we should invest on a side-by-side basis with one or more other funds. We make all such investments subject to compliance with applicable regulations and interpretations, and our allocation procedures. Certain types of negotiated co-investments may be made only in accordance with the terms of the exemptive order (the “Order”) we received from the SEC permitting us to do so. Under the terms of the Order, a “required majority” (as defined in Section 57(o) of the 1940 Act) of our independent directors must be able to reach certain conclusions in connection with a co-investment transaction, including that (1) the terms of the proposed transaction are reasonable and fair to us and our stockholders and do not involve overreaching of us or our stockholders on the part of any person concerned, and (2) the transaction is consistent with the interests of our stockholders and is consistent with our Board’s approved criteria. In certain situations where co-investment with one or more funds managed by AIM or its affiliates is not covered by the Order, the personnel of AIM or its affiliates will need to decide which fund will proceed with the investment. Such personnel will make these determinations based on allocation policies and procedures, which are designed to reasonably ensure that investment opportunities are allocated fairly and equitably among affiliated funds over time and in a manner that is consistent with applicable laws, rules and regulations. The Order is subject to certain terms and conditions so there can be no assurance that we will be permitted to co-invest with certain of our affiliates other than in the circumstances currently permitted by regulatory guidance and the Order.

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Apollo Investment Administration, LLC (the “Administrator” or “AIA”), an affiliate of AGM, provides, among other things, administrative services and facilities for the Company. In addition to furnishing us with office facilities, equipment, and clerical, bookkeeping and recordkeeping services, AIA also oversees our financial records as well as prepares our reports to stockholders and reports filed with the SEC. AIA also performs the calculation and publication of our net asset value, the payment of our expenses and oversees the performance of various third-party service providers and the preparation and filing of our tax returns. Furthermore, AIA provides on our behalf managerial assistance to those portfolio companies to which we are required to provide such assistance.

On July 22, 2024, the Company consummated the transactions contemplated by the (i) an Agreement and Plan of Merger (the “AFT Merger Agreement”) with Apollo Senior Floating Rate Fund Inc., a Maryland corporation (“AFT”), AFT Merger Sub, Inc., a Maryland corporation and a direct wholly-owned subsidiary of the Company (“AFT Merger Sub”), and, solely for the limited purposes set forth therein, the Investment Adviser, and (ii) an Agreement and Plan of Merger (the “AIF Merger Agreement” and, together with the AFT Merger Agreement, the “Merger Agreements”) with Apollo Tactical Income Fund Inc., a Maryland corporation (“AIF”), AIF Merger Sub, Inc., a Maryland corporation and a direct wholly-owned subsidiary of the Company (“AIF Merger Sub”), and, solely for the limited purposes set forth therein, the Investment Adviser. In connection therewith, AFT and AIF merged with an into the Company, with the Company continuing as the surviving company. For more information on the Mergers, please see Note 10 "Mergers with AFT and AIF" to our consolidated financial statements included in this report.

Investments

Our investment objective is to generate current income and, to a lesser extent, long-term capital appreciation. We primarily invest in directly originated and privately negotiated first lien senior secured loans to privately held U.S. middle-market companies, which the Company generally defines as companies with less than $75 million in EBITDA, as may be adjusted for market disruptions, mergers and acquisitions-related charges and synergies, and other items. To a lesser extent, we may invest in other types of securities including, first lien unitranche, second lien senior secured, unsecured, subordinated, and mezzanine loans, and equities in both private and public middle market companies.

Our level of investment activity can and does vary substantially from period to period depending on many factors, including the amount of debt and equity capital available to middle-market companies, the level of merger and acquisition activity for such companies, the general economic environment, the competitive environment for the types of investments we make. As a BDC, we must not acquire any assets other than “qualifying assets” specified in the 1940 Act unless, at the time the acquisition is made, at least 70% of our total assets are qualifying assets (with certain limited exceptions). As of September 30, 2024, non-qualifying assets represented approximately 8.3% of the total assets of the Company.

Revenue

We generate revenue primarily in the form of interest and dividend income from the securities we hold and capital gains, if any, on investment securities that we may acquire in portfolio companies. Our debt investments, whether in the form of mezzanine or senior secured loans, generally have a stated term of five to ten years and bear interest at a fixed rate or a floating rate usually determined on the basis of a benchmark, such as SOFR, the federal funds rate, or the prime rate. Interest on debt securities is generally payable quarterly or semiannually and while U.S. subordinated debt and corporate notes typically accrue interest at fixed rates, some of our investments may include zero coupon and/or step-up bonds that accrue income on a constant yield to call or maturity basis. In addition, some of our investments provide for payment-in-kind (“PIK”) interest or dividends. Such amounts of accrued PIK interest or dividends are added to the cost of the investment on the respective capitalization dates and generally become due at maturity of the investment or upon the investment being called by the issuer. We may also generate revenue in the form of commitment, origination, structuring fees, fees for providing managerial assistance and, if applicable, consulting fees, etc.

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Expenses

For all investment professionals of AIM and their staff, when and to the extent engaged in providing investment advisory and management services to us, the compensation and routine overhead expenses of that personnel which is allocable to those services are provided and paid for by AIM. We bear all other costs and expenses of our operations and transactions, including those relating to:

•

investment advisory and management fees;

•

expenses incurred by AIM payable to third parties, including agents, consultants or other advisors, in monitoring our financial and legal affairs and in monitoring our investments and performing due diligence on our prospective portfolio companies;

•

calculation of our net asset value (including the cost and expenses of any independent valuation firm);

•

direct costs and expenses of administration, including independent registered public accounting and legal costs;

•

costs of preparing and filing reports or other documents with the SEC;

•

interest payable on debt, if any, incurred to finance our investments;

•

offerings of our common stock and other securities;

•

registration and listing fees;

•

fees payable to third parties, including agents, consultants or other advisors, relating to, or associated with, evaluating and making investments;

•

transfer agent and custodial fees;

•

taxes;

•

independent directors’ fees and expenses;

•

marketing and distribution-related expenses;

•

the costs of any reports, proxy statements or other notices to stockholders, including printing and postage costs;

•

our allocable portion of the fidelity bond, directors and officers/errors and omissions liability insurance, and any other insurance premiums;

•

organizational costs; and

•

all other expenses incurred by us or the Administrator in connection with administering our business, such as our allocable portion of overhead under the administration agreement, including rent and our allocable portion of the cost of our Chief Financial Officer, Chief Legal Officer and Chief Compliance Officer and their respective staffs.

We expect our general and administrative operating expenses related to our ongoing operations to increase moderately in dollar terms. During periods of asset growth, we generally expect our general and administrative operating expenses to decline as a percentage of our total assets and increase during periods of asset declines. Incentive fees, interest expense and costs relating to future offerings of securities, among others, may also increase or reduce overall operating expenses based on portfolio performance, interest rate benchmarks, and offerings of our securities relative to comparative periods, among other factors.

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Portfolio and Investment Activity

Our portfolio and investment activity during the three and nine months ended September 30, 2024 and 2023, was as follows:


	Three Months Ended September 30,						Nine Months Ended September 30,
(in millions)*	2024			2023			2024			2023
Investments made in portfolio companies (1)	$	911.9		$	30.3		$	1,310.1		$	283.0
Investments sold (1)		(188.5	)		—			(188.5	)		—
Net activity before repaid investments (1)		723.4			30.3			1,121.6			283.0
Investments repaid (1)		(138.8	)		(72.9	)		(430.6	)		(323.7	)
Net investment activity (1)	$	584.6		$	(42.6	)	$	691.0		$	(40.7	)

Portfolio companies, at beginning of period		165			150			152			135
Number of investments in new portfolio companies (1)		131			2			156			22
Number of exited companies (1)		(46	)		(3	)		(58	)		(8	)
Portfolio companies at end of period (1)		250			149			250			149

Number of investments in existing portfolio companies		60			32			97			68

* Totals may not foot due to rounding.

(1)

Includes investments acquired from the Mergers.

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Our portfolio composition and weighted average yields as of September 30, 2024 and December 31, 2023 were as follows:


	September 30, 2024				December 31, 2023
Portfolio composition, at fair value:
First lien secured debt			91	%			89	%
Second lien secured debt			1	%			1	%
Total secured debt			92	%			90	%
Unsecured debt			0	%			—	%
Structured products and other			2	%			2	%
Preferred equity			1	%			1	%
Common equity/interests and warrants			5	%			7	%
Weighted average yields, at amortized cost (1):
First lien secured debt (2)			11.1	%			12.1	%
Second lien secured debt (2)			14.0	%			13.7	%
Secured debt portfolio (2)			11.1	%			12.1	%
Unsecured debt portfolio (2)			9.5	%			—	%
Total debt portfolio (2)			11.1	%			12.1	%
Total portfolio (3)			9.6	%			10.1	%
Interest rate type, at fair value (4):
Fixed rate amount	$	0.0 billion			$	0.0 billion
Floating rate amount	$	2.7 billion			$	2.0 billion
Fixed rate, as percentage of total			1	%			0	%
Floating rate, as percentage of total			99	%			100	%
Interest rate type, at amortized cost (4):
Fixed rate amount	$	0.0 billion			$	0.0 billion
Floating rate amount	$	2.7 billion			$	2.0 billion
Fixed rate, as percentage of total			1	%			0	%
Floating rate, as percentage of total			99	%			100	%

(1)

An investor’s yield may be lower than the portfolio yield due to sales loads and other expenses.

(2)

Exclusive of investments on non-accrual status.

(3)

Inclusive of all income generating investments, non-income generating investments and investments on non-accrual status.

(4)

The interest rate type information is calculated using the Company's corporate debt portfolio and excludes aviation and investments on non-accrual status.

Since the initial public offering of the Company in April 2004 and through September 30, 2024, invested capital totaled $25.2 billion in 783 portfolio companies. Over the same period, the Company completed transactions with more than 100 different financial sponsors.

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Recent Developments

On October 17, 2024, the Company amended and extended its senior secured, multi-currency, revolving credit facility (the "Amended Senior Secured Facility"). Lender commitments under the Amended Senior Secured Facility will increase from $1.705 billion to $1.815 billion until December 22, 2024 and will decrease to $1.660 billion thereafter. The Amended Senior Secured Facility includes an “accordion” feature that allows the Company to increase the size of the Facility to $2.723 billion.

The final maturity date under the Amended Senior Secured Facility for extending lenders was extended by over a year from April 19, 2028 to October 17, 2029. The covenants and representations and warranties the Company is required to comply with were also modified (including, among other things, that the minimum stockholders’ equity test was reset), but the remaining material business terms and conditions of the Amended Senior Secured Facility remain substantially the same. The Amended Senior Secured Facility continues to include usual and customary events of default for senior secured revolving credit facilities of this type.

Critical Accounting Estimates

Our discussion and analysis of our financial condition and results of operations are based upon our financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of these financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, expenses, gains and losses. Changes in the economic environment, financial markets, credit worthiness of portfolio companies and any other parameters used in determining such estimates could cause actual results to differ materially. In addition to the discussion below, our significant accounting policies are further described in the notes to the consolidated financial statements.

Fair Value Measurements

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ASC 820 classifies the inputs used to measure these fair values into the following hierarchy:

Level 1: Quoted prices in active markets for identical assets or liabilities, accessible by us at the measurement date.

Level 3: Unobservable inputs for the asset or liability.

In all cases, the level in the fair value hierarchy within which the fair value measurement in its entirety falls has been determined based on the lowest level of input that is significant to the fair value measurement. Our assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to each investment. The level assigned to the investment valuations may not be indicative of the risk or liquidity associated with investing in such investments. Because of the inherent uncertainties of valuation, the values reflected in the consolidated financial statements may differ materially from the values that would be received upon an actual disposition of such investments.

As of September 30, 2024, $2.83 billion or 93.6% of the Company’s investments were classified as Level 3. The high proportion of Level 3 investments relative to our total investments is directly related to our investment philosophy and target portfolio, which consists primarily of long-term secured debt, as well as unsecured and mezzanine positions of private middle-market companies. A fundamental difference exists between our investments and those of comparable publicly traded fixed income investments, namely high-yield bonds, and this difference affects the valuation of our private investments relative to comparable publicly traded instruments.

Senior secured loans, or senior loans, are higher in the capital structure than high-yield bonds, and are typically secured by assets of the borrowing company. This improves their recovery prospects in the event of default and affords senior loans a structural advantage over high-yield bonds. Many of the Company’s investments are also privately negotiated and contain covenant protections that limit the issuer to take actions that could harm us as a creditor. High-yield bonds typically do not contain such covenants.

Given the structural advantages of capital seniority and covenant protection, the valuation of our private debt portfolio is driven more by investment specific credit factors than movements in the broader debt capital markets. Each security is evaluated individually and as indicated below, we value our private investments based upon a multi-step valuation process, including valuation recommendations from independent valuation firms.

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Investment Valuation Process

Pursuant to Rule 2a-5 under the 1940 Act, the Company’s Board has designated the Investment Adviser as its “valuation designee” to perform the fair value determinations for all investments held by the Company. The Company's Board continues to be responsible for overseeing the processes for determining fair valuation.

Under the Company's valuation policies and procedures, the Investment Adviser values investments, including certain secured debt, unsecured debt, and other debt securities with maturities greater than 60 days, for which market quotations are readily available, at such market quotations (unless they are deemed not to represent fair value). We attempt to obtain market quotations from at least two brokers or dealers (if available, otherwise from a principal market maker, primary market dealer or other independent pricing service). We utilize mid-market pricing as a practical expedient for fair value unless a different point within the range is more representative. If and when market quotations are unavailable or are deemed not to represent fair value, we typically utilize independent third party valuation firms to assist us in determining fair value. Accordingly, such investments go through our multi-step valuation process as described below. In each case, our independent third party valuation firms consider observable market inputs together with significant unobservable inputs in arriving at their valuation recommendations for such investments. Investments purchased within the quarter before the valuation date and debt investments with remaining maturities of 60 days or less may each be valued at cost with interest accrued or discount accreted/premium amortized to the date of maturity (although they are typically valued at available market quotations), unless such valuation, in the judgment of our Investment Adviser, does not represent fair value. In this case, such investments shall be valued at fair value as determined in good faith by or under the direction of the Investment Adviser, including using market quotations where available. Investments that are not publicly traded or whose market quotations are not readily available are valued at fair value as determined in good faith by or under the direction of the Investment Adviser. Such determination of fair values may involve subjective judgments and estimates.

Our quarterly valuation process begins with each portfolio company or investment being initially valued by using certain inputs provided, among others, by the investment professionals of our Investment Adviser who are responsible for the portfolio investment.

Preliminary valuation conclusions are then documented and discussed with senior management of our Investment Adviser.

The Investment Adviser discusses valuations and determines in good faith the fair value of each investment in our portfolio based on the input of the applicable independent valuation firm.

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Investments in all asset classes are valued utilizing a market approach, an income approach, or both approaches, as appropriate. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities (including a business). The income approach uses valuation techniques to convert future amounts (for example, cash flows or earnings) to a single present amount (discounted). The measurement is based on the value indicated by current market expectations about those future amounts. In following these approaches, the types of factors that we may take into account in fair value pricing our investments include, as relevant: available current market data, including relevant and applicable market trading and transaction comparables, applicable market yields and multiples, security covenants, seniority of investment in the investee company’s capital structure, call protection provisions, information rights, the nature and realizable value of any collateral, the portfolio company’s ability to make payments, its earnings and discounted cash flows, the markets in which the portfolio company does business, comparisons of financial ratios of peer companies that are public, M&A comparables, our principal market (as the reporting entity) and enterprise values, among other factors. When readily available, broker quotations and/or quotations provided by pricing services are considered as an input in the valuation process. During the nine months ended September 30, 2024, there were no significant changes to the Company’s valuation techniques and related inputs considered in the valuation process.

Because there is not a readily available market value for most of the investments in our portfolio, substantially all of our portfolio investments are valued at fair value as determined in good faith by our investment adviser, as the valuation designee, as described herein. 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 our investments may differ significantly from the values that would have been used had an active market existed for such investments and may differ materially from the values that we may ultimately realize.

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.

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Results of Operations

Operating results for the three and nine months ended September 30, 2024 and 2023 were as follows:


	Three Months Ended September 30,						Nine Months Ended September 30,
(in millions)*	2024			2023				2024			2023
Investment Income
Interest income	$	77.4		$	66.7		$		207.5		$	198.1
Dividend income		0.7			0.7				1.0			0.9
PIK interest income		3.0			0.5				7.5			2.1
Other income		1.0			0.3				3.6			3.5
Total investment income	$	82.1		$	68.2		$		219.6		$	204.6
Expenses
Management and performance-based incentive fees, net of amounts waived	$	9.0		$	10.3		$		29.4		$	30.9
Interest and other debt expenses, net of reimbursements		31.8			25.9				84.7			76.2
Administrative services expense, net of reimbursements		1.0			1.5				2.9			4.2
Other general and administrative expenses		2.2			2.5				6.5			7.0
Net Expenses	$	44.0		$	40.3		$		123.4		$	118.3
Net Investment Income	$	38.1		$	27.9		$		96.2		$	86.2
Net Realized and Change in Unrealized Gains (Losses)
Net realized gains (losses)	$	0.5		$	(0.2	)	$		(23.2	)	$	(1.2	)
Net change in unrealized gains (losses)		(11.9	)		2.3				1.8			0.5
Net Realized and Change in Unrealized Gains (Losses)	$	(11.4	)	$	2.1		$		(21.5	)	$	(0.7	)
Net Increase in Net Assets Resulting from Operations	$	26.7		$	30.0		$		74.8		$	85.5

Net Investment Income on Per Average Share Basis (1)	$	0.44		$	0.43		$		1.32		$	1.32
Earnings per share — basic (1)	$	0.31		$	0.46		$		1.03		$	1.31

* Totals may not foot due to rounding.

(1) Based on the weighted average number of shares outstanding for the period presented.

Total Investment Income

For the three months ended September 30, 2024 as compared to the three months ended September 30, 2023

The increase in total investment income for the three months ended September 30, 2024 compared to the three months ended September 30, 2023 was primarily driven by increase in interest income (including PIK) of $13.2 million. The increase in total interest income was due to a higher income-bearing investment portfolio, primarily related to the assets acquired in the mergers with AFT and AIF. This was partially offset by a decrease in the average yield for the total debt portfolio, from 12.0% for the three months ended September 30, 2023 to 11.5% for the three months ended September 30, 2024. Further, there was also an increase in other income of $0.7 million due to higher amendment fees.

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For the nine months ended September 30, 2024 as compared to the nine months ended September 30, 2023

The increase in total investment income for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023 was primarily driven by increase in interest income (including PIK) of $14.8 million. The increase in total interest income was due to a higher income-bearing investment portfolio, partially related to the assets acquired in the mergers with AFT and AIF. Additionally, prepayment fees and income recognized from the acceleration of discount, premium, or deferred fees on repaid investments increased from $3.8 million for the nine months ended September 30, 2023 to $6.2 million for the nine months ended September 30, 2024.

Net Expenses

For the three months ended September 30, 2024 as compared to the three months ended September 30, 2023

Net expenses increased by $3.7 million for the three months ended September 30, 2024 compared to the three months ended September 30, 2023, primarily driven by the increase in interest and other debt expenses of $5.9 million. The increase in interest and other debt expenses was attributed to an increase in average debt outstanding, from $1.44 billion for the three months ended September 30, 2023 to $1.72 billion for the three months ended September 30, 2024. Further, there was an increase in the total annualized cost of debt, from 7.16% for the three months ended September 30, 2023 to 7.35% for the three months ended September 30, 2024. This was partially offset by the decrease of $1.3 million in performance-based incentive fees.

For the nine months ended September 30, 2024 as compared to the nine months ended September 30, 2023

Net expenses increased by $5.0 million for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023, primarily driven by the increase in interest and other debt expenses of $8.5 million. The increase in interest and other debt expenses was attributed to an increase in average debt outstanding, from $1.45 billion for the nine months ended September 30, 2023 to $1.51 billion for the nine months ended September 30, 2024. Further, there was an increase in the total annualized cost of debt, from 7.02% for the nine months ended September 30, 2023 to 7.47% for the nine months ended September 30, 2024. This was partially offset by the decrease of $1.6 million in management and performance-based incentive fees (net of amounts waived) due to a decrease in performance based incentive fees.

Net Realized Gains (Losses)

For the three months ended September 30, 2024 as compared to the three months ended September 30, 2023

During the three months ended September 30, 2024, we recognized gross realized gains of $1.3 million and gross realized losses of $0.8 million, resulting in net realized gains of $0.5 million. Net realized losses for the three months ended September 30, 2024 were due to a collection of minor individual losses from several portfolio companies and offset by realized gain from sale of Soliant. Significant realized gains (losses) for the three months ended September 30, 2024 are summarized below:


(in millions)	Net Realized Gain (Loss)
Soliant*	$	1.3

*Soliant was sold during the quarter and the realized gain was previously recorded as an unrealized gain.

During the three months ended September 30, 2023, we recognized gross realized gains of $0.1 million and gross realized losses of $0.3 million, resulting in net realized losses of $0.2 million. There were no significant realized gains (losses) for the three months ended September 30, 2023.

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For the nine months ended September 30, 2024 as compared to the nine months ended September 30, 2023

During the nine months ended September 30, 2024, we recognized gross realized gains of $2.0 million and gross realized losses of $25.2 million, resulting in net realized losses of $23.2 million. Net realized losses for the nine months ended September 30, 2024 was primarily driven by the write off of the Company's investment in MSEA Tankers LLC and ViewRay and partially offset by the realized gain resulted from the sale of Soliant. Significant realized gains (losses) for the nine months ended September 30, 2024 are summarized below:


(in millions)	Net Realized Gain (Loss)
Soliant*	$	1.3
MSEA Tankers LLC*		(15.7	)
ViewRay*		(7.1	)

*Soliant was sold during the quarter and the realized gain was previously recorded as an unrealized gain. MSEA Tankers LLC and ViewRay were written off during the period as no proceeds were expected to be realized. The realized gain(losses) on these investments were previously recorded as unrealized gain(losses).

During the nine months ended September 30, 2023, we recognized gross realized gains of $0.2 million and gross realized losses of $1.4 million, resulting in net realized losses of $1.2 million. There were no significant realized gains (losses) for the nine months ended September 30, 2023.

Net Change in Unrealized Gains (Losses)

For the three months ended September 30, 2024 as compared to the three months ended September 30, 2023

During the three months ended September 30, 2024, we recognized gross unrealized gains of $11.6 million and gross unrealized losses of $23.5 million, including the impact of transferring unrealized to realized gains (losses), resulting in net change in unrealized losses of $11.9 million. Net change in unrealized gains (losses) for the three months ended September 30, 2024 was primarily driven by the conversion of the equity position to debt during the amendment for AVAD, LLC, underperformance of International Cruise & Excursion Gallery, Inc., and US Auto, and the sale of Soliant. The change in unrealized losses were partially offset by an increase in Merx equity. Significant changes in unrealized gains (losses) for the three months ended September 30, 2024 are summarized below:


(in millions)	Net Change in Unrealized Gain (Loss)
Merx Aviation Finance, LLC	$	3.4
AVAD, LLC		(3.1	)
International Cruise & Excursion Gallery, Inc.		(2.3	)
US Auto		(1.7	)
Soliant*		(1.4	)
K&N Parent, Inc.		(1.4	)
KLO Holdings, LLC		(1.2	)
Ambrosia Buyer Corp.		(1.2	)
PHS		(1.2	)

*Soliant was sold during the quarter and the realized gain was previously recorded as an unrealized gain.

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During the three months ended September 30, 2023, we recognized gross unrealized gains of $13.1 million and gross unrealized losses of $10.8 million, including the impact of transferring unrealized to realized gains (losses), resulting in net change in unrealized gains of $2.3 million. Net change in unrealized gains (losses) for the three months ended September 30, 2023 primarily driven by the increase in cashflows from Merx Aviation Finance, LLC, the financial under-performance of ViewRay and widening credit spreads. Significant changes in unrealized gains (losses) for the three months ended September 30, 2023 are summarized below:


(in millions)	Net Change in Unrealized Gain (Loss)
Merx Aviation Finance, LLC	$	2.5
ViewRay		(2.4	)
Renew Financial LLC (f/k/a Renewable Funding, LLC)		(1.8	)
NFA Group		(1.6	)
Westfall Technik, Inc.		(1.0	)

For the nine months ended September 30, 2024 as compared to the nine months ended September 30, 2023

During the nine months ended September 30, 2024, we recognized gross unrealized gains of $48.6 million and gross unrealized losses of $46.8 million, including the impact of transferring unrealized to realized gains (losses), resulting in net change in unrealized gains of $1.8 million. Net change in unrealized gains for the nine months ended September 30, 2024 was primarily driven by write off of MSEA Tankers LLC and ViewRay, an increase in Merx equity, partially offset by the underperformance of US Auto and International Cruise & Excursion Gallery. Significant changes in unrealized gains (losses) for the nine months ended September 30, 2024 are summarized below:


(in millions)	Net Change in Unrealized Gain (Loss)
MSEA Tankers LLC*	$	15.7
ViewRay*		7.1
Merx Aviation Finance, LLC		6.2
US Auto		(8.4	)
International Cruise & Excursion Gallery, Inc.		(5.4	)
PHS		(4.0	)
Naviga		(3.1	)
Renovo		(2.8	)
AVAD, LLC		(2.3	)
Ambrosia Buyer Corp.		(2.1	)
K&N Parent, Inc.		(1.4	)
LucidHealth		(1.3	)
Soliant*		(1.1	)

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During the nine months ended September 30, 2023, we recognized gross unrealized gains of $19.7 million and gross unrealized losses of $19.2 million, including the impact of transferring unrealized to realized gains (losses), resulting in net change in unrealized losses of $0.5 million. Net change in unrealized gains (losses) for the nine months ended September 30, 2023 was primarily driven by the increase in cashflows from Merx Aviation Finance, LLC, the financial under-performance of ViewRay and widening credit spreads. Significant changes in unrealized gains (losses) for the nine months ended September 30, 2023 are summarized below:


(in millions)	Net Change in Unrealized Gain (Loss)
Merx Aviation Finance, LLC	$	2.9
Golden Bear		2.5
AVAD, LLC		1.1
ViewRay		(3.3	)
Renew Financial LLC (f/k/a Renewable Funding, LLC)		(1.8	)
Berner Foods		(1.5	)
Carbonfree Chemicals SPE I LLC (f/k/a Maxus Capital Carbon SPE I LLC)		(1.5	)
Ambrosia Buyer Corp.		(1.2	)
Sequential Brands Group, Inc.		(1.2	)

Liquidity and Capital Resources

The Company’s liquidity and capital resources are generated and generally available through periodic follow-on equity and debt offerings, our Senior Secured Facility (as defined in Note 6 to the consolidated financial statements), our senior secured notes, our senior unsecured notes, investments in special purpose entities in which we hold and finance particular investments on a non-recourse basis, as well as from cash flows from operations, investment sales of liquid assets and repayments of senior and subordinated loans and income earned from investments.

We believe that our current cash and cash equivalents on hand, our short-term investments, proceeds from the sale of our 2025 Notes, 2026 Notes, 2028 Notes and Bethesda CLO 1, our available borrowing capacity under our Senior Secured Facility and our anticipated cash flows from operations will be adequate to meet our cash needs for our daily operations for at least the next twelve months.

Cash Equivalents

The Company defines cash equivalents as securities that are readily convertible into known amounts of cash and near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Generally, only securities with a maturity of three months or less from the date of purchase would qualify, with limited exceptions. The Company deems that certain money market funds, U.S. Treasury bills, repurchase agreements and other high-quality, short-term debt securities would qualify as cash equivalents (See Note 2 to the consolidated financial statements) At the end of each fiscal quarter, we consider taking proactive steps utilizing cash equivalents with the objective of enhancing our investment flexibility during the following quarter, pursuant to Section 55 of the 1940 Act. More specifically, we may purchase U.S. Treasury bills from time-to-time on the last business day of the quarter and typically close out that position on the following business day, settling the sale transaction on a net cash basis with the purchase, subsequent to quarter end. The Company may also utilize repurchase agreements or other balance sheet transactions, including drawing down on our Senior Secured Facility, as we deem appropriate.

Debt

See Note 6 to the consolidated financial statements for information on the Company’s debt.

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The following table shows the contractual maturities of our debt obligations as of September 30, 2024:


		Payments Due by Period
(in millions)	Total			Less than 1 Year		1 to 3 Years		3 to 5 Years		More than 5 Years
Senior Secured Facility (1)	$		991.9	$	—	$	—	$	991.9	$	—
2025 Notes			350.0		350.0		—		—		—
2026 Notes			125.0		—		125.0		—		—
2028 Notes			80.0		—		—		80.0		—
Bethesda CLO 1 Class A-1			232.0		—		—		—		232.0
Total Debt Obligations	$		1,778.9	$	350.0	$	125.0	$	1,071.9	$	232.0

____________________

(1)

As of September 30, 2024, aggregate lender commitments under the Senior Secured Facility totaled $1.71 billion and $697.3 million of unused capacity. As of September 30, 2024, there were $16.0 million of letters of credit issued under the Senior Secured Facility as shown as part of total commitments in Note 8 to the consolidated financial statements.

Stockholders’ Equity

See Note 7 to the consolidated financial statements for information on the Company’s public offerings and share repurchase plans.

Equity Issuances

We may from time to time issue and sell shares of our common stock through public or at-the-market ("ATM”) offerings. On August 13, 2024, we entered into (i) an equity distribution agreement by and among us, the Investment Adviser, the Administrator and Truist Securities, Inc. (“Truist”) and (ii) an equity distribution agreement by and among us, the Investment Adviser, the Administrator and Jefferies LLC (“Jefferies,” and together with Truist, the “Sales Agents”). The equity distribution agreements with Sales Agents described in the preceding sentence are collectively referred to herein as the “Equity Distribution Agreements.” For further details regarding the Equity Distribution Agreements, see Note 7 "Stockholders’ Equity—Equity Issuances — At-the-market (“ATM”) Offering” to our consolidated financial statements included in this report.

Distributions

Distributions paid to stockholders during the three and nine months ended September 30, 2024 totaled $54.4 million ($0.58 per share) and $104.0 million ($1.34 per share) which includes $18.8 million special distribution ($0.20 per share), respectively. Distributions paid to stockholders during the three and nine months ended September 30, 2023 totaled $24.8 million ($0.38 per share) and $74.5 million ($1.14 per share), respectively. For income tax purposes, distributions made to stockholders are reported as ordinary income, capital gains, non-taxable return of capital, or a combination thereof. Although the tax character of distributions paid to stockholders through September 30, 2024 may include return of capital, the exact amount cannot be determined at this point. The final determination of the tax character of distributions will not be made until we file our tax return for the tax year ended December 31, 2024. Tax characteristics of all distributions will be reported to stockholders on Form 1099 after the end of the calendar year. Our quarterly distributions, if any, will be determined by our Board.

To maintain our RIC status, we must distribute at least 90% of our ordinary income and realized net short-term capital gains in excess of realized net long-term capital losses, if any, out of the assets legally available for distribution. Although we currently intend to distribute realized net capital gains (i.e., net long-term capital gains in excess of short-term capital losses), if any, at least annually, out of the assets legally available for such distributions, we may in the future decide to retain such capital gains

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for investment. Currently, we have substantial net capital loss carryforwards and consequently do not expect to generate cumulative net capital gains in the foreseeable future.

We maintain an “opt out” dividend reinvestment plan for our common stockholders. As a result, if we declare a dividend, then stockholders’ cash dividends will be automatically reinvested in additional shares of our common stock, unless they specifically “opt out” of the dividend reinvestment plan so as to receive cash dividends.

We may not be able to achieve operating results that will allow us to make distributions at a specific level or to increase the amount of these distributions from time to time. In addition, due to the asset coverage test applicable to us as a BDC, we may in the future be limited in our ability to make distributions. Also, our revolving credit facility may limit our ability to declare dividends if we default under certain provisions or fail to satisfy certain other conditions. If we do not distribute a certain percentage of our income annually, we may suffer adverse tax consequences, including possible loss of the tax benefits available to us as a RIC. In addition, in accordance with GAAP and tax regulations, we include in income certain amounts that we have not yet received in cash, such as contractual PIK, which represents contractual interest added to the loan balance that becomes due at the end of the loan term, or the accrual of original issue or market discount. Since we may recognize income before or without receiving cash representing such income, we may not be able to meet the requirement to distribute at least 90% of our investment company taxable income to obtain tax benefits as a RIC.

With respect to the distributions to stockholders, income from origination, structuring, closing, commitment and other upfront fees associated with investments in portfolio companies is treated as taxable income and accordingly, distributed to stockholders.

PIK Income

For the three and nine months ended September 30, 2024, PIK income totaled $3.0 million and $7.5 million on total investment income of $82.1 million and $219.6 million, respectively. For the three and nine months ended September 30, 2023, PIK income totaled $0.5 million and $2.1 million on total investment income of $68.2 million and $204.6 million, respectively. In order to maintain the Company’s status as a RIC, this non-cash source of income must be paid out to stockholders annually in the form of distributions, even though the Company has not yet collected the cash. See Note 5 to the consolidated financial statements for more information on the Company’s PIK income.

Related Party Transactions

See Note 3 to the consolidated financial statements for information on the Company’s related party transactions.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

We are subject to financial market risks, including changes in interest rates and the valuations of our investment portfolio.

Investment valuation risk

Because there is not a readily available market value for most of the investments in our portfolio, we value all of our portfolio investments at fair value as determined in good faith by our Board based on, among other things, the input of our management and audit committee and independent valuation firms that have been engaged at the direction of our Board to assist in the valuation of each portfolio investment without a readily available market quotation (with certain de minimis exceptions). 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 our 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 we 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 we were required to liquidate a portfolio investment in a forced or liquidation sale, we could realize significantly less than the value at which we have 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

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these investments to be different than the unrealized gains or losses reflected in the valuations currently assigned. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Critical Accounting Policies” and “—Fair Value Measurements” as well as Notes 2 and 5 to our financial statements for the three and nine months ended September 30, 2024 for more information relating to our investment valuation .

Interest Rate Risk

Interest rate sensitivity refers to the change in our earnings that may result from changes in the level of interest rates. Because we fund a portion 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. As a result, there can be no assurance that a significant change in market interest rates will not have a material adverse effect on our net investment income.

As of September 30, 2024, the majority of our debt portfolio investments bore interest at variable rates, which generally are SOFR-based (or based on an equivalent applicable currency rate) and typically have durations of one to six months after which they reset to current market interest rates, and many of which are subject to certain floors. Further, our Senior Secured Facility and Class A-1 Notes under the CLO bears interest at SOFR rates with no interest rate floors, while our 2025 Notes, 2026 Notes and 2028 Notes bears interest at a fixed rate.

We regularly measure our exposure to interest rate risk. We 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 determine whether or not any hedging transactions are necessary to mitigate exposure to changes in interest rates.

The following table shows the estimated annual impact on net investment income of base rate changes in interest rates (considering interest rate flows for variable rate instruments) to our loan portfolio and outstanding debt as of September 30, 2024, assuming no changes in our investment and borrowing structure:


Basis Point Change	Net Investment Income		Net Investment Income Per Share
Up 150 basis points	$	18.4 million	$	0.196
Up 100 basis points		12.3 million		0.131
Up 50 basis points		6.1 million		0.065
Down 50 basis points		(6.1) million		(0.065	)
Down 100 basis points		(12.1) million		(0.129	)
Down 150 basis points		(18.1) million		(0.193	)

We may hedge against interest rate fluctuations from time-to-time by using standard hedging instruments such as futures, options and forward contracts subject to the requirements of the 1940 Act and applicable commodities laws. While hedging activities may insulate us against adverse changes in interest rates, they may also limit our ability to participate in the benefits of lower interest rates with respect to our portfolio of investments.

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Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

As of September 30, 2024 (the end of the period covered by this report), we, including our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) of the 1934 Act). Based on that evaluation, our management, including the Chief Executive Officer and Chief Financial Officer, concluded that our disclosure controls and procedures were effective and provided reasonable assurance that information required to be disclosed in our periodic SEC filings is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. However, in evaluating the disclosure controls and procedures, management recognized that any controls and procedures, no matter how well designed and operated can provide only reasonable assurance of achieving the desired control objectives, and management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of such possible controls and procedures.

Changes in Internal Control Over Financial Reporting

Management has not identified any change in the Company’s internal control over financial reporting that occurred during the three months ended September 30, 2024 that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

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PART II. OTHER INFORMATION

Item 1. Legal Proceedings

From time to time, we may become involved in various investigations, claims and legal proceedings that arise in the ordinary course of our business. Furthermore, third parties may try to seek to impose liability on us in connection with the activities of our portfolio companies. While we do not expect that the resolution of these matters if they arise would materially affect our business, financial condition or results of operations, resolution will be subject to various uncertainties and could result in the expenditure of significant financial and managerial resources.

Other than the matter disclosed above, we are not currently subject to any material legal proceedings, nor, to our knowledge are any material legal proceedings threatened against us.

Item 1A. Risk Factors

In addition to the risk factor below and other information set forth in this report, you should carefully consider the factors discussed in Part I, “Item 1A. Risk Factors” in our Report on Form 10-K for the twelve months ended December 31, 2023 , which could materially affect our business, financial condition and/or operating results. These risks are not the only risks facing our Company. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially and adversely affect our business, financial condition and/or operating results.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Unregistered Sales of Equity Securities

None.

Issuer Purchases of Equity Securities

The Company adopted the following plans, approved by the Board, for the purpose of repurchasing its common stock in accordance with applicable rules specified in the 1934 Act (the “Repurchase Plans”):


Date of Agreement/Amendment	Maximum Cost of Shares That May Be Repurchased		Cost of Shares Repurchased		Remaining Cost of Shares That May Be Repurchased
August 5, 2015	$	50.0 million	$	50.0 million	$	— million
December 14, 2015		50.0 million		50.0 million		— million
September 14, 2016		50.0 million		50.0 million		— million
October 30, 2018		50.0 million		50.0 million		— million
February 6, 2019		50.0 million		48.1 million		1.9 million
February 3, 2022		25.0 million		— million		25.0 million
Total as of September 30, 2024	$	275.0 million	$	248.1 million	$	26.9 million

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Under the Repurchase Plans described above, the Company allocated the following amounts to be repurchased in accordance with SEC Rule 10b5-1 (the “10b5-1 Repurchase Plans”):


Effective Date	Termination Date	Amount Allocated to 10b5-1 Repurchase Plans
September 15, 2015	November 5, 2015	$	5.0 million
January 1, 2016	February 5, 2016		10.0 million
April 1, 2016	May 19, 2016		5.0 million
July 1, 2016	August 5, 2016		15.0 million
September 30, 2016	November 8, 2016		20.0 million
January 4, 2017	February 6, 2017		10.0 million
March 31, 2017	May 19, 2017		10.0 million
June 30, 2017	August 7, 2017		10.0 million
October 2, 2017	November 6, 2017		10.0 million
January 3, 2018	February 8, 2018		10.0 million
June 18, 2018	August 9, 2018		10.0 million
September 17, 2018	October 31, 2018		10.0 million
December 12, 2018	February 7, 2019		10.0 million
February 25, 2019	May 17, 2019		25.0 million
March 18, 2019	May 17, 2019		10.0 million
June 4, 2019	August 7, 2019		25.0 million
June 17, 2019	August 7, 2019		20.0 million
September 16, 2019	November 6, 2019		20.0 million
December 6, 2019	February 5, 2020		25.0 million
December 16, 2019	February 5, 2020		15.0 million
March 12, 2020	March 19, 2020		20.0 million
March 30, 2021	May 21, 2021		10.0 million
June 16, 2021	November 5, 2021		10.0 million
December 16, 2021	August 3, 2022		5.0 million
December 27, 2022	February 22, 2023		10.0 million

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The following table presents information with respect to the Company’s purchases of its common stock since adoption of the Repurchase Plans through September 30, 2024:


Month	Total Number of Shares Purchased		Average Price Paid Per Share*			Total Number of Shares Purchased as Part of Publicly Announced Plans		Maximum Dollar Value of Shares That May Yet Be Purchased Under Publicly Announced Plans
August 2015		510,000	$	19.71			510,000	$	$ 40.0 million
September 2015		603,466		18.46			603,466		28.8 million
November 2015		1,116,666			18.10		1,116,666		8.6 million
December 2015		627,443		17.58			627,443		47.6 million
January 2016		670,708		14.91			670,708		37.6 million
June 2016		362,933		16.73			362,933		31.5 million
July 2016		16,491		16.53			16,491		31.2 million
August 2016		596,294		17.67			596,294		20.7 million
September 2016		411,523		18.13			411,523		63.2 million
October 2016		527,417		17.82			527,417		53.8 million
November 2016		239,289		17.45			239,289		49.6 million
August 2017		33,333		17.96			33,333		49.0 million
September 2017		186,767		17.98			186,767		45.7 million
October 2017		144,867		17.96			144,867		43.1 million
November 2017		64,500		17.79			64,500		41.9 million
December 2017		50,100		17.89			50,100		41.0 million
January 2018		577,386		17.32			577,386		31.0 million
February 2018		70,567		16.23			70,567		29.9 million
May 2018		263,667		17.12			263,667		25.4 million
June 2018		198,601		16.94			198,601		22.0 million
July 2018		8,867		16.75			8,867		21.9 million
August 2018		502,767		17.11			502,767		13.3 million
September 2018		444,467		16.54			444,467		5.9 million
October 2018		160,800		16.46			160,800		53.3 million
November 2018		595,672		15.81			595,672		43.9 million
December 2018		741,389		13.49			741,359		33.9 million
February 2019		19,392		15.16			19,392		83.6 million
March 2019		291,426			15.40		291,426		79.1 million
April 2019		44,534		15.23			44,534		78.4 million
May 2019		298,026		15.93			298,026		73.6 million
June 2019		607,073		15.97			607,073		63.9 million
July 2019		89,610			16.10		89,610		62.5 million
August 2019		758,020		16.15			758,020		50.3 million
September 2019		32,371		16.26			32,371		49.7 million
October 2019		495,464		15.65			495,464		42.0 million
November 2019		6,147		15.91			6,147		41.9 million
March 2020		1,286,565		11.62			1,286,565		26.9 million
May 2021		145,572		13.92			145,572		24.9 million
July 2021		44,418		13.46			44,418		24.3 million
August 2021		45,675		13.32			45,675		23.7 million
September 2021		360,860		13.02			360,860		19.0 million
October 2021		308,005			13.30		308,005		14.9 million
November 2021		419,372		13.05			419,372		9.4 million
December 2021		227,429		12.44			227,429		6.6 million
January 2022		60,605			12.70		60,605		30.8 million
April 2022		88,478		12.82			88,478		29.7 million
May 2022		40,044		12.57			40,044		29.2 million
May 2023		171,061		11.56			171,061		27.2 million
June 2023		27,023		11.84			27,023		26.9 million
Total		15,593,150	$		15.91		15,593,120

* The average price per share is inclusive of commissions.

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Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

During the fiscal quarter ended September 30, 2024 , none of our directors or executive officers adopted or terminated any contract, instruction or written plan for the purchase or sale of our securities to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement.”

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Item 6. Exhibits

(a)

Exhibits


3.1(a)	Articles of Amendment and Restatement (1)
3.2	Sixth Amended and Restated Bylaws (2)
10.1	Form of Equity Distribution Agreement, dated as of August 13, 2024, by and among MidCap Financial Investment Corporation, Apollo Investment Management, L.P., Apollo Investment Administration, LLC and the Sales Agent party thereto (3)
10.2	Amended and Restated Senior Secured Revolving Credit Agreement, dated as of October 17, 2024, by and among MidCap Financial Investment Corporation, as borrower, JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto (4)
31.1	Certification of Chief Executive Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934*
31.2	Certification of Chief Financial Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934*
32.1	Certification of Chief Executive Officer and Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350)*
101.INS	Inline XBRL Instance Document*
101.SHC	Inline XBRL Taxonomy Extension Schema Document*
101.CAL	Inline XBRL Taxonomy Extension Calculation Linkbase Document*
101.DEF	Inline XBRL Taxonomy Extension Definition Linkbase Document*
101.LAB	Inline XBRL Taxonomy Extension Label Linkbase Document*
101.PRE	Inline XBRL Taxonomy Extension Presentation Linkbase Document*
104	Cover Page Interactive Data File (Formatted as Inline XBRL and contained in Exhibit 101)*

_________________________

* Filed herewith.

(1)

Incorporated by reference to Exhibit 3.2 to the Registrant’s Current Report on Form 8-K, filed on August 12, 2022.

(2)

Incorporated by reference to Exhibit 3.3 to the Registrant’s Current Report on Form 8-K, filed on August 12, 2022.

(3)

Incorporated by reference to Exhibit 10.1 to the Registrant's Current Report on Form 8-K, filed on August 13, 2024.

(4)

Incorporated by reference to Exhibit 10.1 to the Registrant's Current Report on Form 8-K, filed on October 21, 2024.

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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 on November 7, 2024.


	MIDCAP FINANCIAL INVESTMENT CORPORATION

	By:	/s/ TANNER POWELL
	Tanner Powell
	Chief Executive Officer

	By:	/s/ GREGORY W. HUNT
	Gregory W. Hunt
	Chief Financial Officer and Treasurer

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Part I. Financial Information Item 1. Consolidated Financial Statements Note 1. Organization Note 2. Significant Accounting Policies Note 3. Related Party Agreements and Transactions Note 4. Earnings Per Share Note 5. Investments Note 6. Debt and Foreign Currency Transactions and Translations Note 7. Stockholders Equity Note 8. Commitments and Contingencies Note 9. Financial Highlights Note 10. Mergers with Aft and Aif Note 11. Subsequent Events Item 2. Management S Discussion and Analysis Of Financial Condition and Results Of Operations Item 3. Quantitative and Qualitative Disclosures About Market Risk Item 4. Controls and Procedures Part II. Other Information Item 1. Legal Proceedings Item 1A. Risk Factors Item 2. Unregistered Sales Of Equity Securities and Use Of Proceeds Item 3. Defaults Upon Senior Securities Item 4. Mine Safety Disclosures Item 5. Other Information Item 6. Exhibits

Exhibits

3.1(a) Articles of Amendment and Restatement (1) 3.2 Sixth Amended and Restated Bylaws (2) 10.1 Form of Equity Distribution Agreement, dated as of August 13, 2024, by and among MidCap Financial Investment Corporation, Apollo Investment Management, L.P., Apollo Investment Administration, LLC and the Sales Agent party thereto (3) 10.2 Amended and Restated Senior Secured Revolving Credit Agreement, dated as of October 17, 2024, by and among MidCap Financial Investment Corporation, as borrower, JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto (4) 31.1 Certification of Chief Executive Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934* 31.2 Certification of Chief Financial Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934* 32.1 Certification of Chief Executive Officer and Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350)*

MFIC 10-Q Quarter ended Sept. 30, 2024

Exhibits