MRCC 10-Q Quarterly Report June 30, 2021 | Alphaminr

MRCC 10-Q Quarter ended June 30, 2021

MONROE CAPITAL CORP
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10-Q 1 tm2118615d1_10q.htm FORM 10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

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

For the quarterly period ended June 30, 2021

OR

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

Commission file number: 814-00866

MONROE CAPITAL CORPORATION

(Exact Name of Registrant as Specified in its Charter)

Maryland 27-4895840
(State or Other Jurisdiction of
Incorporation or Organization)
(I.R.S. Employer
Identification No.)
311 South Wacker Drive, Suite 6400
Chicago, Illinois
60606
(Address of Principal Executive Office) (Zip Code)

(312) 258-8300

(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, par value $0.001 per share MRCC The 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 every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).  Yes x No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, 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 ¨ Accelerated filer ¨
Non-accelerated filer x Smaller reporting company ¨
Emerging growth 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. ¨

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

As of August 2, 2021, the registrant had 21,543,540 shares of common stock, $0.001 par value, outstanding.

TABLE OF CONTENTS

Page
PART I. FINANCIAL INFORMATION 3
Item 1. Consolidated Financial Statements 3
Consolidated Statements of Assets and Liabilities as of June 30, 2021 (unaudited) and December 31, 2020 3
Consolidated Statements of Operations for the three and six months ended June 30, 2021 and 2020 (unaudited) 4
Consolidated Statements of Changes in Net Assets for the three and six months ended June 30, 2021 and 2020 (unaudited) 5
Consolidated Statements of Cash Flows for the six months ended June 30, 2021 and 2020 (unaudited) 6
Consolidated Schedules of Investments as of June 30, 2021 (unaudited) and December 31, 2020 7
Notes to Consolidated Financial Statements (unaudited) 21
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations 50
Item 3. Quantitative and Qualitative Disclosures About Market Risk 72
Item 4. Controls and Procedures 72
PART II. OTHER INFORMATION 73
Item 1. Legal Proceedings 73
Item 1A. Risk Factors 73
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 75
Item 3. Defaults Upon Senior Securities 75
Item 4. Mine Safety Disclosures 75
Item 5. Other Information 75
Item 6. Exhibits 76
Signatures 77

2

Part I. Financial Information

Item 1. Consolidated Financial Statements

MONROE CAPITAL CORPORATION

CONSOLIDATED STATEMENTS OF ASSETS AND LIABILITIES

(in thousands, except per share data)

June 30, 2021 December 31, 2020
(unaudited)
ASSETS
Investments, at fair value:
Non-controlled/non-affiliate company investments $ 379,045 $ 398,040
Non-controlled affiliate company investments 109,559 109,715
Controlled affiliate company investments 41,385 39,284
Total investments, at fair value (amortized cost of: $569,165 and $596,103, respectively) 529,989 547,039
Cash 21,129 6,769
Restricted cash 29,545 25,657
Unrealized gain on foreign currency forward contracts 333
Interest receivable 6,900 4,606
Other assets 1,655 1,052
Total assets 589,551 585,123
LIABILITIES
Debt:
Revolving credit facility 126,668 126,559
2023 Notes 109,000
2026 Notes 130,000
SBA debentures payable 86,900 115,000
Total debt 343,568 350,559
Less: Unamortized deferred financing costs (7,178 ) (7,052 )
Total debt, less unamortized deferred financing costs 336,390 343,507
Interest payable 3,989 2,764
Unrealized loss on foreign currency forward contracts 113
Management fees payable 2,327 1,978
Accounts payable and accrued expenses 2,048 2,327
Total liabilities 344,754 350,689
Net assets $ 244,797 $ 234,434
Commitments and contingencies (See Note 11)
ANALYSIS OF NET ASSETS
Common stock, $0.001 par value, 100,000 shares authorized, 21,544 and 21,304 shares issued and outstanding, respectively $ 22 $ 21
Capital in excess of par value 297,586 294,897
Accumulated undistributed (overdistributed) earnings (52,811 ) (60,484 )
Total net assets $ 244,797 $ 234,434
Net asset value per share $ 11.36 $ 11.00

See Notes to Consolidated Financial Statements.

3

MONROE CAPITAL CORPORATION

CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited)

(in thousands, except per share data)

Three months ended June 30, Six months ended June 30,
2021 2020 2021 2020
Investment income:
Non-controlled/non-affiliate company investments:
Interest income $ 8,079 $ 14,461 $ 16,312 $ 26,808
Payment-in-kind interest income 227 855 881 926
Dividend income 30 (92 ) 50 (76 )
Fee income 300 2,823 777 3,021
Total investment income from non-controlled/non-affiliate company investments 8,636 18,047 18,020 30,679
Non-controlled affiliate company investments:
Interest income 1,102 45 2,664 235
Payment-in-kind interest income 1,507 1,609 2,532 2,614
Dividend income 44 41 86 66
Total investment income from non-controlled affiliate company investments 2,653 1,695 5,282 2,915
Controlled affiliate company investments:
Dividend income 1,075 900 2,275 2,050
Total investment income from controlled affiliate company investments 1,075 900 2,275 2,050
Total investment income 12,364 20,642 25,577 35,644
Operating expenses:
Interest and other debt financing expenses 3,842 4,555 8,295 9,385
Base management fees 2,327 2,434 4,661 4,985
Incentive fees 420 1,250
Professional fees 240 322 466 537
Administrative service fees 337 314 693 652
General and administrative expenses 269 214 529 445
Directors' fees 39 40 74 75
Expenses before incentive fee waivers 7,474 7,879 15,968 16,079
Incentive fee waiver (420 ) (1,057 )
Total expenses, net of incentive fee waivers 7,054 7,879 14,911 16,079
Net investment income before income taxes 5,310 12,763 10,666 19,565
Income taxes, including excise taxes 153 127 183 147
Net investment income 5,157 12,636 10,483 19,418
Net gain (loss):
Net realized gain (loss):
Non-controlled/non-affiliate company investments 909 2,461 967 2,555
Non-controlled affiliate company investments (250 )
Extinguishment of debt (2,774 )
Foreign currency forward contracts (37 ) 22 (75 ) 18
Foreign currency and other transactions (1 ) (14 ) (16 )
Net realized gain (loss) 872 2,482 (2,146 ) 2,557
Net change in unrealized gain (loss):
Non-controlled/non-affiliate company investments 4,243 (5,220 ) 8,884 (25,575 )
Non-controlled affiliate company investments 705 98 (1,097 ) (13,609 )
Controlled affiliate company investments 318 4,230 2,101 (6,857 )
Foreign currency forward contracts 112 (24 ) 446 74
Foreign currency and other transactions (77 ) 32 (286 ) 1,376
Net change in unrealized gain (loss) 5,301 (884 ) 10,048 (44,591 )
Net gain (loss) 6,173 1,598 7,902 (42,034 )
Net increase (decrease) in net assets resulting from operations $ 11,330 $ 14,234 $ 18,385 $ (22,616 )
Per common share data:
Net investment income per share - basic and diluted $ 0.24 $ 0.61 $ 0.49 $ 0.95
Net increase (decrease) in net assets resulting from operations per share - basic and diluted $ 0.53 $ 0.69 $ 0.86 $ (1.10 )
Weighted average common shares outstanding - basic and diluted 21,361 20,637 21,333 20,541

See Notes to Consolidated Financial Statements.

4

MONROE CAPITAL CORPORATION

CONSOLIDATED STATEMENTS OF CHANGES IN NET ASSETS

(unaudited)

(in thousands)

Common Stock Accumulated
undistributed
Number of
shares
Par
value
Capital in excess
of par value
(overdistributed)
earnings
Total
net assets
Balances at March 31, 2020 20,445 $ 20 $ 288,850 $ (83,518 ) $ 205,352
Net investment income 12,636 12,636
Net realized gain (loss) 2,482 2,482
Net change in unrealized gain (loss) (884 ) (884 )
Issuance of common stock, net of offering and underwriting costs 825 1 6,266 6,267
Distributions to stockholders (5,257 ) (5,257 )
Balances at June 30, 2020 21,270 $ 21 $ 295,116 $ (74,541 ) $ 220,596
Balances at March 31, 2021 21,304 $ 21 $ 294,897 $ (58,755 ) $ 236,163
Net investment income 5,157 5,157
Net realized gain (loss) 872 872
Net change in unrealized gain (loss) 5,301 5,301
Issuance of common stock, net of offering and underwriting costs 240 1 2,689 2,690
Distributions to stockholders (5,386 ) (5,386 )
Balances at June 30, 2021 21,544 $ 22 $ 297,586 $ (52,811 ) $ 244,797

Common Stock Accumulated
undistributed
Number of
shares
Par
value
Capital in excess
of par value
(overdistributed)
earnings
Total
net assets
Balances at December 31, 2019 20,445 $ 20 $ 288,850 $ (39,513 ) $ 249,357
Net investment income 19,418 19,418
Net realized gain (loss) 2,557 2,557
Net change in unrealized gain (loss) (44,591 ) (44,591 )
Issuance of common stock, net of offering and underwriting costs 825 1 6,266 6,267
Distributions to stockholders (12,412 ) (12,412 )
Balances at June 30, 2020 21,270 $ 21 $ 295,116 $ (74,541 ) $ 220,596
Balances at December 31, 2020 21,304 $ 21 $ 294,897 $ (60,484 ) $ 234,434
Net investment income 10,483 10,483
Net realized gain (loss) (2,146 ) (2,146 )
Net change in unrealized gain (loss) 10,048 10,048
Issuance of common stock, net of offering and underwriting costs 240 1 2,689 2,690
Distributions to stockholders (10,712 ) (10,712 )
Balances at June 30, 2021 21,544 $ 22 $ 297,586 $ (52,811 ) $ 244,797

See Notes to Consolidated Financial Statements.

5

MONROE CAPITAL CORPORATION

CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)

(in thousands)

Six months ended June 30,
2021 2020
Cash flows from operating activities:
Net increase (decrease) in net assets resulting from operations $ 18,385 $ (22,616 )
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:
Net realized (gain) loss on investments (717 ) (2,555 )
Net realized (gain) loss on extinguishment of debt 2,774
Net realized (gain) loss on foreign currency forward contracts 75 (18 )
Net realized (gain) loss on foreign currency and other transactions 14 16
Net change in unrealized (gain) loss on investments (9,888 ) 46,041
Net change in unrealized (gain) loss on foreign currency forward contracts (446 ) (74 )
Net change in unrealized (gain) loss on foreign currency and other transactions 286 (1,376 )
Payment-in-kind interest income (3,413 ) (3,540 )
Net accretion of discounts and amortization of premiums (617 ) (680 )
Purchases of investments (99,567 ) (81,410 )
Proceeds from principal payments, sales of investments and settlement of forward contracts 131,177 95,097
Amortization of deferred financing costs 1,138 1,004
Changes in operating assets and liabilities:
Interest receivable (2,294 ) 3,830
Other assets (603 ) (596 )
Interest payable 1,225 (80 )
Management fees payable 349 (317 )
Incentive fees payable (1,374 )
Accounts payable and accrued expenses (279 ) (157 )
Net cash provided by (used in) operating activities 37,599 31,195
Cash flows from financing activities:
Borrowings on revolving credit facility 175,500 55,200
Repayments of revolving credit facility (175,650 ) (88,100 )
Repayment of 2023 Notes (109,000 )
Proceeds from 2026 Notes 130,000
Repayment of SBA debentures (28,100 )
Payments of deferred financing costs (4,038 ) (939 )
Proceeds from shares sold, net of offering and underwriting costs 2,690 6,267
Stockholder distributions paid, net of stock issued under the dividend reinvestment plan of $0 and $0, respectively (10,712 ) (12,412 )
Net cash provided by (used in) financing activities (19,310 ) (39,984 )
Net increase (decrease) in Cash and Restricted cash 18,289 (8,789 )
Effects of foreign currency exchange rates (41 ) (18 )
Cash and Restricted cash, beginning of period 32,426 29,643
Cash and Restricted cash, end of period $ 50,674 $ 20,836
Supplemental disclosure of cash flow information:
Cash interest paid during the period $ 5,874 $ 8,428
Cash paid (refund received) for income taxes, including excise taxes during the period $ 400 $ 85

The following tables provide a reconciliation of cash and restricted cash reported on the Consolidated Statements of Assets and Liabilities that sum to the total of the same such amounts on the Consolidated Statements of Cash Flows:

June 30, 2021 December 31, 2020
Cash $ 21,129 $ 6,769
Restricted cash 29,545 25,657
Total cash and restricted cash shown on the Consolidated Statements of Cash Flows $ 50,674 $ 32,426

June 30, 2020 December 31, 2019
Cash $ 7,443 $ 2,234
Restricted cash 13,393 27,409
Total cash and restricted cash shown on the Consolidated Statements of Cash Flows $ 20,836 $ 29,643

See Notes to Consolidated Financial Statements.

6

MONROE CAPITAL CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS

(unaudited)

June 30, 2021

(in thousands, except for shares and units)

Portfolio Company (a) Spread Above
Index (b)
Interest Rate Acquisition
Date (c)
Maturity Principal Amortized Cost Fair Value (d) % of
Net Assets (e)
Non-Controlled/Non-Affiliate Company Investments
Senior Secured Loans
Automotive
Born To Run, LLC L+6.00% 7.00 % 4/1/2021 4/1/2027 3,500 $ 3,432 $ 3,520 1.4 %
Born To Run, LLC (Delayed Draw) (f) (g) L+6.00% 7.00 % 4/1/2021 4/1/2027 569 0.0 %
Hastings Manufacturing Company L+7.75% 8.75 % 4/24/2018 4/24/2023 2,637 2,614 2,637 1.1 %
Magneto & Diesel Acquisition, Inc. L+6.05% 7.10 % 12/18/2018 12/18/2023 4,875 4,829 4,875 2.0 %
Magneto & Diesel Acquisition, Inc. L+6.05% 7.10 % 7/6/2020 12/18/2023 1,918 1,890 1,956 0.8 %
Magneto & Diesel Acquisition, Inc. (Revolver) (f) L+5.50% 6.55 % 12/18/2018 12/18/2023 500 0.0 %
13,999 12,765 12,988 5.3 %
Banking, Finance, Insurance & Real Estate
J2 BWA Funding, LLC (Delayed Draw) (f) (g) (h) n/a 9.00 % 12/24/2020 12/24/2026 2,750 267 267 0.1 %
Liftforward SPV II, LLC (h) L+10.75% 11.25 % 11/10/2016 12/31/2021 1,189 1,189 1,122 0.5 %
NCBP Property, LLC (h) L+9.50% 10.50 % 12/18/2020 12/16/2022 1,950 1,936 1,946 0.8 %
Oceana Australian Fixed Income Trust (h) (i) (j) n/a 10.75 % 6/29/2021 6/29/2026 3,394 3,400 3,394 1.4 %
Oceana Australian Fixed Income Trust (h) (i) (j) n/a 11.50 % 2/25/2021 2/25/2026 8,057 8,460 8,057 3.3 %
StarCompliance MidCo, LLC L+6.75% 7.75 % 1/12/2021 1/11/2027 2,000 1,963 1,998 0.8 %
StarCompliance MidCo, LLC (Revolver) (f) L+6.75% 7.75 % 1/12/2021 1/11/2027 322 0.0 %
US Claims Litigation Funding, LLC (Revolver) (f) (h) L+8.75% 9.75 % 11/30/2020 11/29/2024 1,500 980 998 0.4 %
W3 Monroe RE Debt LLC (h) n/a 10.00 % 2/5/2021 2/4/2028 2,766 2,766 2,766 1.1 %
23,928 20,961 20,548 8.4 %
Beverage, Food & Tobacco
LVF Holdings, Inc. L+6.25% 7.25 % 6/10/2021 6/10/2027 1,500 1,470 1,470 0.6 %
LVF Holdings, Inc. (Delayed Draw) (f) (g) L+6.25% 7.25 % 6/10/2021 6/10/2027 344 0.0 %
LVF Holdings, Inc. (Delayed Draw) (f) (g) L+6.25% 7.25 % 6/10/2021 6/10/2027 1,436 0.0 %
LVF Holdings, Inc. (Revolver) (f) L+6.25% 7.25 % 6/10/2021 6/10/2027 238 10 9 0.0 %
LX/JT Intermediate Holdings, Inc. (k) L+6.00% 7.50 % 3/11/2020 3/11/2025 9,554 9,407 9,453 3.9 %
LX/JT Intermediate Holdings, Inc. (Revolver) (f) L+6.00% 7.50 % 3/11/2020 3/11/2025 833 0.0 %
Toojay's Management, LLC (l) n/a n/a (m) 10/26/2018 10/26/2022 1,448 1,407 0.0 %
Toojay's Management, LLC (l) n/a n/a (m) 10/26/2018 10/26/2022 199 199 0.0 %
Toojay's Management, LLC (Revolver) (l) n/a n/a (m) 10/26/2018 10/26/2022 66 66 0.0 %
15,618 12,559 10,932 4.5 %
Capital Equipment
MCP Shaw Acquisitionco, LLC (k) L+6.50% 7.50 % 2/28/2020 11/28/2025 9,873 9,720 9,849 4.0 %
MCP Shaw Acquisitionco, LLC (Revolver) (f) L+6.50% 7.50 % 2/28/2020 11/28/2025 1,784 0.0 %
11,657 9,720 9,849 4.0 %
Chemicals, Plastics & Rubber
Valudor Products, LLC L+7.50% 7.00% Cash/
1.50% PIK
6/18/2018 6/19/2023 1,573 1,559 1,775 0.7 %
Valudor Products, LLC (n) L+7.50% 8.50% PIK 6/18/2018 6/19/2023 227 224 39 0.0 %
Valudor Products, LLC (Revolver) (f) L+9.50% 10.50 % 6/18/2018 6/19/2023 818 614 595 0.2 %
2,618 2,397 2,409 0.9 %
Construction & Building
Dude Solutions Holdings, Inc. L+7.50% 8.50 % 6/14/2019 6/13/2025 9,950 9,787 9,935 4.1 %
Dude Solutions Holdings, Inc. (Revolver) (f) L+7.50% 8.50 % 6/14/2019 6/13/2025 1,304 0.0 %
TCFIII OWL Buyer LLC L+6.00% 7.00 % 4/19/2021 4/17/2026 2,050 2,015 2,050 0.8 %
TCFIII OWL Buyer LLC (Delayed Draw) (f) (g) L+6.00% 7.00 % 4/19/2021 4/17/2026 2,500 1,881 1,881 0.8 %
15,804 13,683 13,866 5.7 %
Consumer Goods: Durable
Parterre Flooring & Surface Systems, LLC (k) L+9.00% 10.00 % (m) 8/22/2017 8/22/2022 6,936 5,929 76 0.0 %
6,936 5,929 76 0.0 %
Consumer Goods: Non-Durable
The Kyjen Company, LLC L+6.50% 7.50 % 5/14/2021 4/3/2026 998 988 996 0.4 %
The Kyjen Company, LLC (Revolver) (f) L+6.50% 7.50 % 5/14/2021 4/3/2026 105 43 43 0.0 %
Thrasio, LLC L+7.00% 8.00 % 12/18/2020 12/18/2026 1,492 1,458 1,515 0.6 %
Thrasio, LLC (Delayed Draw) (f) (g) L+7.00% 8.00 % 12/18/2020 12/18/2026 990 300 305 0.1 %
3,585 2,789 2,859 1.1 %
Environmental Industries
Quest Resource Management Group, LLC L+7.50% 8.75 % 10/19/2020 10/20/2025 995 929 1,030 0.4 %
Quest Resource Management Group, LLC (Delayed Draw) (f) (g) L+7.50% 8.75 % 10/19/2020 10/20/2025 1,087 0.0 %
StormTrap, LLC L+5.50% 6.50 % 12/10/2018 12/8/2023 7,170 7,103 7,170 2.9 %
StormTrap, LLC (Revolver) (f) L+5.50% 6.50 % 12/10/2018 12/8/2023 432 0.0 %
Synergy Environmental Corporation (k) L+6.00% 7.00 % 4/29/2016 9/29/2023 2,869 2,860 2,869 1.2 %
Synergy Environmental Corporation (k) L+6.00% 7.00 % 4/29/2016 9/29/2023 480 478 480 0.2 %
Synergy Environmental Corporation L+6.00% 7.00 % 4/29/2016 9/29/2023 816 816 816 0.4 %
Synergy Environmental Corporation (Revolver) (f) L+6.00% 7.00 % 4/29/2016 9/29/2023 671 67 67 0.0 %
14,520 12,253 12,432 5.1 %
Healthcare & Pharmaceuticals
American Optics Holdco, Inc. (h) (j) L+7.00% 8.00 % 9/13/2017 9/13/2022 2,104 2,092 2,104 0.9 %
American Optics Holdco, Inc. (h) (j) L+7.00% 8.00 % 9/13/2017 9/13/2022 1,595 1,585 1,595 0.6 %
American Optics Holdco, Inc. (Revolver) (f) (h) (j) L+7.00% 8.00 % 9/13/2017 9/13/2022 220 0.0 %
American Optics Holdco, Inc. (Revolver) (f) (h) (j) L+7.00% 8.00 % 9/13/2017 9/13/2022 440 0.0 %
Apotheco, LLC L+8.50% 6.50% Cash/
3.00% PIK
4/8/2019 4/8/2024 3,595 3,553 3,350 1.4 %
Apotheco, LLC (Revolver) L+8.50% 6.50% Cash/
3.00% PIK
4/8/2019 4/8/2024 941 941 877 0.4 %
Brickell Bay Acquisition Corp. L+7.00% 8.00 % 2/12/2021 2/12/2026 1,908 1,873 1,916 0.8 %
Brickell Bay Acquisition Corp. (Delayed Draw) (f) (g) L+7.00% 8.00 % 2/12/2021 2/12/2026 382 0.0 %
Caravel Autism Health, LLC L+5.75% 6.75 % 6/30/2021 6/30/2027 5,000 4,900 4,900 2.0 %
Caravel Autism Health, LLC (Delayed Draw) (f) (g) L+5.75% 6.75 % 6/30/2021 6/30/2027 3,750 0.0 %
Caravel Autism Health, LLC (Revolver) (f) L+5.75% 6.75 % 6/30/2021 6/30/2027 1,250 0.0 %
Dorado Acquisition, Inc. L+6.75% 7.75 % 6/30/2021 6/30/2026 5,000 4,900 4,900 2.0 %
Dorado Acquisition, Inc. (Delayed Draw) (f) (g) L+6.75% 7.75 % 6/30/2021 6/30/2026 216 0.0 %
Dorado Acquisition, Inc. (Revolver) (f) L+6.75% 7.75 % 6/30/2021 6/30/2026 596 0.0 %
INH Buyer, Inc. L+6.00% 7.00 % 6/30/2021 6/28/2028 2,946 2,917 2,917 1.2 %
Rockdale Blackhawk, LLC n/a n/a (o) 3/31/2015 n/a (p) 1,592 0.6 %
Seran BioScience, LLC L+6.25% 7.25 % 12/31/2020 12/31/2025 2,494 2,449 2,491 1.0 %
Seran BioScience, LLC (Revolver) (f) L+6.25% 7.25 % 12/31/2020 12/31/2025 444 0.0 %
32,881 25,210 26,642 10.9 %

7

MONROE CAPITAL CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

June 30, 2021

(in thousands, except for shares and units)

Portfolio Company (a) Spread Above
Index (b)
Interest Rate Acquisition
Date (c)
Maturity Principal Amortized Cost Fair Value (d) % of
Net Assets (e)
High Tech Industries
Arcstor Midco, LLC L+7.00% 8.00 % 3/16/2021 3/16/2027 4,489 $ 4,402 $ 4,518 1.8 %
MarkLogic Corporation L+6.00% 7.00 % 10/20/2020 10/20/2025 3,483 3,407 3,552 1.5 %
MarkLogic Corporation (Revolver) (f) L+6.00% 7.00 % 10/20/2020 10/20/2025 269 0.0 %
Mindbody, Inc. L+8.50% 8.00% Cash/
1.50% PIK
2/15/2019 2/14/2025 6,438 6,358 6,328 2.6 %
Mindbody, Inc. (Revolver) (f) L+8.00% 9.00 % 2/15/2019 2/14/2025 667 0.0 %
Newforma, Inc. (k) L+5.00% 6.00 % 6/30/2017 6/30/2022 10,921 10,884 10,921 4.5 %
Newforma, Inc. (Revolver) (f) L+5.00% 6.00 % 6/30/2017 6/30/2022 1,250 0.0 %
Planful, Inc. L+6.50% 7.50 % 12/28/2018 12/30/2024 9,500 9,396 9,462 3.9 %
Planful, Inc. (Delayed Draw) (f) (g) L+6.50% 7.50 % 1/11/2021 12/30/2024 1,325 884 880 0.4 %
Planful, Inc. (Revolver) (f) L+6.50% 7.50 % 12/28/2018 12/30/2024 442 88 88 0.0 %
RPL Bidco Limited (h) (j) (q) L+7.00% 7.50 % 11/9/2017 11/9/2023 14,478 13,776 14,478 5.9 %
RPL Bidco Limited (h) (j) (q) L+7.00% 7.50 % 5/22/2018 11/9/2023 1,798 1,639 1,798 0.7 %
RPL Bidco Limited (h) (j) (q) L+7.00% 7.50 % 3/3/2021 11/9/2023 1,245 1,256 1,245 0.5 %
RPL Bidco Limited (Revolver) (f) (h) (j) (q) L+7.00% 7.50 % 11/9/2017 11/9/2023 553 0.0 %
56,858 52,090 53,270 21.8 %
Hotels, Gaming & Leisure
Equine Network, LLC L+8.00% 9.00 % 12/31/2020 12/31/2025 1,746 1,710 1,757 0.7 %
Equine Network, LLC L+8.00% 9.00 % 1/29/2021 12/31/2025 792 777 796 0.3 %
Equine Network, LLC (Delayed Draw) (f) (g) L+8.00% 9.00 % 12/31/2020 12/31/2025 427 0.0 %
Equine Network, LLC (Revolver) (f) L+8.00% 9.00 % 12/31/2020 12/31/2025 171 0.0 %
3,136 2,487 2,553 1.0 %
Media: Advertising, Printing & Publishing
AdTheorent Holding Company, LLC L+8.50% 9.00 % 12/22/2016 12/22/2021 2,575 2,569 2,575 1.0 %
Destination Media, Inc. (k) L+5.50% 6.50 % 4/7/2017 4/7/2022 4,125 4,113 4,125 1.7 %
Destination Media, Inc. (Revolver) (f) L+5.50% 6.50 % 4/7/2017 4/7/2022 542 0.0 %
North Haven USHC Acquisition, Inc. L+6.00% 7.00 % 10/30/2020 10/30/2025 2,488 2,443 2,512 1.0 %
North Haven USHC Acquisition, Inc. (Delayed Draw) (f) (g) P+5.00% 8.25 % 3/12/2021 10/30/2025 721 206 208 0.1 %
North Haven USHC Acquisition, Inc. (Revolver) (f) L+6.00% 7.00 % 10/30/2020 10/30/2025 240 0.0 %
Relevate Health Group, LLC L+6.25% 7.25 % 11/20/2020 11/20/2025 1,496 1,470 1,526 0.6 %
Relevate Health Group, LLC (Delayed Draw) (f) (g) L+6.25% 7.25 % 11/20/2020 11/20/2025 788 669 683 0.3 %
Relevate Health Group, LLC (Revolver) (f) L+6.25% 7.25 % 11/20/2020 11/20/2025 316 0.0 %
XanEdu Publishing, Inc. L+6.50% 7.50 % 1/28/2020 1/28/2025 1,876 1,848 1,883 0.8 %
XanEdu Publishing, Inc. (Revolver) (f) L+6.50% 7.50 % 1/28/2020 1/28/2025 495 0.0 %
15,662 13,318 13,512 5.5 %
Media: Broadcasting & Subscription
Vice Group Holding, Inc. L+12.00% 5.50% Cash/
8.00% PIK
5/2/2019 11/2/2022 1,466 1,461 1,466 0.6 %
Vice Group Holding, Inc. L+12.00% 5.50% Cash/
8.00% PIK
11/4/2019 11/2/2022 281 279 281 0.1 %
Vice Group Holding, Inc. L+12.00% 5.50% Cash/
8.00% PIK
5/2/2019 11/2/2022 460 460 460 0.2 %
Vice Group Holding, Inc. L+12.00% 5.50% Cash/
8.00% PIK
5/2/2019 11/2/2022 173 173 173 0.1 %
2,380 2,373 2,380 1.0 %
Media: Diversified & Production
Attom Intermediate Holdco, LLC L+5.75% 6.75 % 1/4/2019 1/4/2024 1,950 1,929 1,950 0.8 %
Attom Intermediate Holdco, LLC L+7.50% 8.75 % 6/25/2020 1/4/2024 475 468 475 0.2 %
Attom Intermediate Holdco, LLC (Revolver) (f) L+5.75% 6.75 % 1/4/2019 1/4/2024 320 0.0 %
Crownpeak Technology, Inc. L+6.25% 7.25 % 2/28/2019 2/28/2024 4,000 3,955 4,000 1.6 %
Crownpeak Technology, Inc. L+6.25% 7.25 % 2/28/2019 2/28/2024 60 60 60 0.0 %
Crownpeak Technology, Inc. (Revolver) (f) L+6.25% 7.25 % 2/28/2019 2/28/2024 167 0.0 %
EveryAction Intermediate Holding Corporation L+7.00% 8.00 % 4/30/2021 4/30/2027 11,560 11,340 11,560 4.8 %
EveryAction Intermediate Holding Corporation (Revolver) (f) L+7.00% 8.00 % 4/30/2021 4/30/2027 706 0.0 %
19,238 17,752 18,045 7.4 %
Retail
BLST Operating Company, LLC L+8.50% 1.00% Cash/
9.00% PIK
(m) 8/28/2020 8/28/2025 1,259 1,192 1,253 0.5 %
Forman Mills, Inc. (k) L+9.50% 8.50% Cash/ 2.00% PIK
1/14/2020 12/30/2022 1,336 1,336 1,323 0.5 %
Forman Mills, Inc. (k) L+9.50% 8.50% Cash/
2.00% PIK
10/4/2016 12/30/2022 601 600 595 0.2 %
Forman Mills, Inc. (k) L+9.50% 8.50% Cash/
2.00% PIK
10/4/2016 12/30/2022 7,623 7,614 7,242 3.0 %
LuLu's Fashion Lounge, LLC L+9.50% 8.00% Cash/
2.50% PIK
8/21/2017 8/29/2022 3,987 3,955 3,409 1.4 %
The Worth Collection, Ltd. (k) L+8.50% 9.00 % (m) 9/29/2016 9/29/2021 10,587 10,248 0.0 %
25,393 24,945 13,822 5.6 %
Services: Business
Aras Corporation L+7.00% 8.00 % 4/13/2021 4/13/2027 1,500 1,471 1,518 0.6 %
Aras Corporation (Delayed Draw) (f) (g) L+7.00% 8.00 % 4/13/2021 4/13/2027 200 0.0 %
Aras Corporation (Revolver) (f) L+7.00% 8.00 % 4/13/2021 4/13/2027 150 0.0 %
Atlas Sign Industries of FLA, LLC (k) L+11.50% 11.50% Cash/
1.00% PIK
5/14/2018 5/15/2023 3,581 3,386 3,581 1.5 %
Burroughs, Inc. (k) L+6.50% 7.50 % 12/22/2017 12/22/2022 5,651 5,619 5,651 2.3 %
Burroughs, Inc. (Revolver) (f) L+6.50% 7.50 % 12/22/2017 12/22/2022 1,220 0.0 %
Certify, Inc. L+5.75% 6.75 % 2/28/2019 2/28/2024 9,000 8,922 9,000 3.7 %
Certify, Inc. L+5.75% 6.75 % 2/28/2019 2/28/2024 1,227 1,227 1,227 0.5 %
Certify, Inc. (Revolver) (f) L+5.75% 6.75 % 2/28/2019 2/28/2024 409 102 102 0.0 %
HS4 Acquisitionco, Inc. L+6.75% 7.75 % 7/9/2019 7/9/2025 10,050 9,905 9,950 4.1 %
HS4 Acquisitionco, Inc. (Revolver) (f) L+6.75% 7.75 % 7/9/2019 7/9/2025 817 0.0 %
IT Global Holding, LLC L+9.00% 10.00 % 11/15/2018 11/10/2023 7,559 7,477 7,560 3.1 %
IT Global Holding, LLC L+9.00% 10.00 % 7/19/2019 11/10/2023 2,819 2,780 2,819 1.2 %
IT Global Holding, LLC (Revolver) L+9.00% 10.00 % 11/15/2018 11/10/2023 875 875 875 0.4 %
RedZone Robotics, Inc. L+6.75% 7.75 % 6/1/2018 6/5/2023 217 215 217 0.1 %
RedZone Robotics, Inc. (Revolver) (f) L+6.75% 7.75 % 6/1/2018 6/5/2023 158 0.0 %
Relativity ODA, LLC L+7.50% 8.50% PIK 5/12/2021 5/12/2027 1,814 1,769 1,807 0.7 %
Relativity ODA, LLC (Revolver) (f) L+7.50% 8.50% PIK 5/12/2021 5/12/2027 180 0.0 %
Security Services Acquisition Sub Corp. (k) L+6.00% 7.00 % 2/15/2019 2/15/2024 3,421 3,384 3,421 1.4 %
Security Services Acquisition Sub Corp. (k) L+6.00% 7.00 % 2/15/2019 2/15/2024 2,461 2,461 2,461 1.0 %
Security Services Acquisition Sub Corp. (k) L+6.00% 7.00 % 2/15/2019 2/15/2024 2,162 2,162 2,162 0.9 %
Security Services Acquisition Sub Corp. L+6.00% 7.00 % 2/15/2019 2/15/2024 1,555 1,555 1,555 0.6 %
VPS Holdings, LLC L+7.00% 8.00 % 10/5/2018 10/4/2024 3,538 3,494 3,254 1.3 %
VPS Holdings, LLC L+7.00% 8.00 % 10/5/2018 10/4/2024 2,889 2,889 2,656 1.1 %
VPS Holdings, LLC (Revolver) (f) L+7.00% 8.00 % 10/5/2018 10/4/2024 1,000 100 92 0.0 %
64,453 59,793 59,908 24.5 %

8

MONROE CAPITAL CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

June 30, 2021

(in thousands, except for shares and units)

Portfolio Company (a) Spread Above
Index (b)
Interest Rate Acquisition
Date (c)
Maturity Principal Amortized
Cost
Fair Value (d) % of
Net Assets (e)
Services: Consumer
Express Wash Acquisition Company, LLC L+6.50% 7.50 % 12/28/2020 12/26/2025 3,219 $ 3,167 $ 3,203 1.3 %
Express Wash Acquisition Company, LLC (Revolver) (f) L+6.50% 7.50 % 12/28/2020 12/26/2025 1,000 0.0 %
IDIG Parent, LLC L+6.50% 7.50 % 12/15/2020 12/15/2026 5,544 5,442 5,551 2.3 %
IDIG Parent, LLC (Delayed Draw) (f) (g) L+6.00% 7.00 % 12/15/2020 12/15/2026 918 0.0 %
IDIG Parent, LLC (Revolver) (f) L+6.00% 7.00 % 12/15/2020 12/15/2026 429 0.0 %
Mammoth Holdings, LLC L+6.00% 7.00 % 10/16/2018 10/16/2023 1,950 1,930 1,952 0.8 %
Mammoth Holdings, LLC L+6.00% 7.00 % 10/16/2018 10/16/2023 4,094 4,094 4,098 1.7 %
Mammoth Holdings, LLC (Delayed Draw) (f) (g) L+6.00% 7.00 % 6/15/2021 10/16/2023 1,646 0.0 %
Mammoth Holdings, LLC (Delayed Draw) (f) (g) L+6.00% 7.00 % 3/12/2021 10/16/2023 6,386 6,075 6,081 2.5 %
Mammoth Holdings, LLC (Revolver) (f) L+6.00% 7.00 % 10/16/2018 10/16/2023 657 0.0 %
25,843 20,708 20,885 8.6 %
Telecommunications
Calabrio, Inc. L+7.00% 8.00 % 4/16/2021 4/16/2027 3,400 3,317 3,400 1.4 %
Calabrio, Inc. (Revolver) (f) L+7.00% 8.00 % 4/16/2021 4/16/2027 409 0.0 %
3,809 3,317 3,400 1.4 %
Wholesale
Nearly Natural, Inc. (k) L+7.00% 8.00 % 12/15/2017 12/15/2022 6,510 6,467 6,510 2.7 %
Nearly Natural, Inc. L+7.00% 8.00 % 2/16/2021 12/15/2022 3,056 3,008 3,056 1.3 %
Nearly Natural, Inc. (k) L+7.00% 8.00 % 9/22/2020 12/15/2022 1,682 1,661 1,682 0.7 %
Nearly Natural, Inc. (k) L+7.00% 8.00 % 8/28/2019 12/15/2022 1,834 1,834 1,834 0.7 %
Nearly Natural, Inc. (Revolver) (f) L+7.00% 8.00 % 12/15/2017 12/15/2022 2,397 1,598 1,598 0.6 %
15,479 14,568 14,680 6.0 %
Total Non-Controlled/Non-Affiliate Senior Secured Loans 373,797 329,617 315,056 128.7 %
Unitranche Secured Loans (r)
Chemicals, Plastics & Rubber
MFG Chemical, LLC (k) L+8.00% 9.00 % 6/23/2017 6/23/2022 6,441 6,419 6,438 2.6 %
MFG Chemical, LLC L+8.00% 9.00 % 3/15/2018 6/23/2022 630 630 629 0.3 %
7,071 7,049 7,067 2.9 %
Healthcare & Pharmaceuticals
Priority Ambulance, LLC (s) L+6.50% 7.50 % 7/18/2018 4/12/2022 10,015 10,015 9,990 4.1 %
Priority Ambulance, LLC (t) L+6.50% 7.50 % 4/12/2017 4/12/2022 1,253 1,246 1,250 0.5 %
Priority Ambulance, LLC L+6.50% 7.50 % 12/13/2018 4/12/2022 663 663 662 0.3 %
Priority Ambulance, LLC L+6.50% 7.50 % 10/22/2020 4/12/2022 1,002 1,002 1,000 0.4 %
12,933 12,926 12,902 5.3 %
High Tech Industries
Energy Services Group, LLC L+8.42% 9.42 % 5/4/2017 5/4/2022 3,837 3,826 3,837 1.6 %
Energy Services Group, LLC (h) (q) L+8.42% 9.42 % 5/4/2017 5/4/2022 4,779 4,579 4,779 2.0 %
Energy Services Group, LLC L+8.42% 9.42 % 5/4/2017 5/4/2022 1,092 1,078 1,092 0.4 %
WillowTree, LLC L+5.00% 6.00 % 10/9/2018 10/9/2023 7,740 7,671 7,709 3.1 %
17,448 17,154 17,417 7.1 %
Telecommunications
VB E1, LLC (Delayed Draw) (f) (g) L+8.50% 9.00 % 11/18/2020 11/18/2026 2,250 1,100 1,105 0.4 %
2,250 1,100 1,105 0.4 %
Total Non-Controlled/Non-Affiliate Unitranche Secured Loans 39,702 38,229 38,491 15.7 %
Junior Secured Loans
Beverage, Food & Tobacco
California Pizza Kitchen, Inc. L+13.50% 1.00% Cash/
14.00% PIK
(m) 8/19/2016 5/23/2025 1,264 1,260 1,279 0.5 %
CSM Bakery Solutions, LLC L+7.75% 8.75 % 5/23/2013 2/4/2022 6,116 6,116 6,080 2.5 %
7,380 7,376 7,359 3.0 %
Services: Consumer
Education Corporation of America L+11.00% 5.65% Cash/
5.50% PIK
(m) 9/3/2015 n/a (p) 833 831 766 0.3 %
833 831 766 0.3 %
Total Non-Controlled/Non-Affiliate Junior Secured Loans 8,213 8,207 8,125 3.3 %
Equity Securities (u) (v)
Automotive
Born To Run, LLC (269,438 Class A units) (x) 4/1/2021 269 266 0.1 %
269 266 0.1 %
Banking, Finance, Insurance & Real Estate
J2 BWA Funding, LLC (0.7% profit sharing) (h) (w) (x) 12/24/2020 0.0 %
PKS Holdings, LLC (5,680 preferred units) (h) n/a 12.00% PIK 11/30/2017 58 234 0.1 %
PKS Holdings, LLC (5,714 preferred units) (h) n/a 12.00% PIK 11/30/2017 9 36 0.0 %
PKS Holdings, LLC (132 preferred units) (h) n/a 12.00% PIK 11/30/2017 1 5 0.0 %
PKS Holdings, LLC (916 preferred units) (h) n/a 12.00% PIK 11/30/2017 9 36 0.0 %
77 311 0.1 %
Beverage, Food & Tobacco
California Pizza Kitchen, Inc. (78,699 preferred units) (x) 8/19/2016 5,468 4,466 1.8 %
5,468 4,466 1.8 %
Capital Equipment
MCP Shaw Acquisitionco, LLC (118,906 Class A-2 units) (w) (x) 2/28/2020 119 168 0.1 %
119 168 0.1 %
Chemicals, Plastics & Rubber
Valudor Products, LLC (501,014 Class A-1 units) (w) n/a 10.00% PIK (m) 6/18/2018 501 0.0 %
501 0.0 %
Environmental Industries
Quest Resource Holding Corporation (warrant to purchase up to 0.2% of the equity) (x) 10/19/2020 3/19/2028 67 223 0.1 %
67 223 0.1 %
Healthcare & Pharmaceuticals
Dorado Acquisition, Inc. (178,891 Class A-1 units) (x) 6/30/2021 179 179 0.1 %
Dorado Acquisition, Inc. (178,891 Class A-2 units) (x) 6/30/2021 0.0 %
Seran BioScience, LLC (33,333 common units) (w) (x) 12/31/2020 334 493 0.2 %
513 672 0.3 %
High Tech Industries
Answers Finance, LLC (76,539 shares of common stock) (x) 4/14/2017 2,284 13 0.0 %
MarkLogic Corporation (290,239 Class A units) (x) 10/20/2020 290 454 0.2 %
Planful, Inc. (473,082 Class A units) n/a 8.00% PIK 12/28/2018 473 553 0.2 %
Recorded Future, Inc. (80,486 Class A units) (y) (x) 7/3/2019 81 171 0.1 %
3,128 1,191 0.5 %
Hotels, Gaming & Leisure
Equine Network, LLC (99 Class A units) (w) n/a 10.00% PIK 12/31/2020 99 92 0.0 %
99 92 0.0 %
Media: Advertising, Printing & Publishing
AdTheorent Holding Company, LLC (128,866 Class A voting units) (x) 12/22/2016 129 648 0.3 %
InMobi Pte, Ltd. (warrant to purchase up to 2.8% of the equity) (h) (j) (x) 9/18/2015 9/18/2025 1,818 0.7 %
Relevate Health Group, LLC (40 preferred units) n/a 12.00% PIK 11/20/2020 40 40 0.0 %
Relevate Health Group, LLC (40 Class B common units) (x) 11/20/2020 6 0.0 %
XanEdu Publishing, Inc. (49,479 Class A units) n/a 8.00% PIK 1/28/2020 49 77 0.0 %
218 2,589 1.0 %

9

MONROE CAPITAL CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

June 30, 2021

(in thousands, except for shares and units)

Portfolio Company (a) Spread Above
Index (b)
Interest Rate Acquisition
Date (c)
Maturity Principal Amortized
Cost
Fair Value (d) % of
Net Assets (e)
Media: Diversified & Production
Attom Intermediate Holdco, LLC (297,197 Class A units) (w) (x) 1/4/2019 $ 297 $ 454 0.2 %
297 454 0.2 %
Retail
BLST Operating Company, LLC (139,883 Class A units) (w) (x) 8/28/2020 712 154 0.1 %
Forman Mills, Inc. (warrant to purchase up to 2.6% of the equity) (k) (x) 1/14/2020 1/14/2029 356 0.1 %
712 510 0.2 %
Services: Business
APCO Worldwide, Inc. (100 Class A voting common stock) (x) 11/1/2017 395 433 0.2 %
Atlas Sign Industries of FLA, LLC (warrant to purchase up to 3.0% of the equity) (k) (x) 5/14/2018 5/14/2026 125 239 0.1 %
520 672 0.3 %
Services: Consumer
Education Corporation of America - Series G Preferred Stock (8,333 shares) n/a 12.00% PIK (m) 9/3/2015 7,492 5,117 2.1 %
Express Wash Acquisition Company, LLC (100,000 Class A units) (w) n/a 8.00% PIK 12/28/2020 100 144 0.1 %
IDIG Parent, LLC (245,958 shares of common stock) (w) (z) (x) 1/4/2021 248 318 0.1 %
7,840 5,579 2.3 %
Wholesale
Nearly Natural, Inc. (152,174 Class A units) (x) 12/15/2017 153 180 0.1 %
153 180 0.1 %
Total Non-Controlled/Non-Affiliate Equity Securities 19,981 17,373 7.1 %
Total Non-Controlled/Non-Affiliate Company Investments $ 396,034 $ 379,045 154.8 %
Non-Controlled Affiliate Company Investments (aa)
Senior Secured Loans
Banking, Finance, Insurance & Real Estate
American Community Homes, Inc. L+10.00% 11.50% PIK 7/22/2014 12/31/2021 9,866 $ 9,866 $ 9,866 4.0 %
American Community Homes, Inc. L+14.50% 16.00% PIK 7/22/2014 12/31/2021 4,384 4,384 4,384 1.8 %
American Community Homes, Inc. L+10.00% 11.50% PIK 5/24/2017 12/31/2021 598 598 598 0.3 %
American Community Homes, Inc. L+10.00% 11.50% PIK 8/10/2018 12/31/2021 2,200 2,200 3,225 1.3 %
American Community Homes, Inc. L+10.00% 11.50% PIK 3/29/2019 12/31/2021 4,071 4,071 4,113 1.7 %
American Community Homes, Inc. L+10.00% 11.50% PIK 9/30/2019 12/31/2021 19 19 19 0.0 %
American Community Homes, Inc. L+10.00% 11.50% PIK 12/30/2019 12/31/2021 94 94 94 0.0 %
HFZ Capital Group, LLC (h) (ab) L+12.50% 14.00% PIK 10/20/2017 n/a (p) 13,242 13,242 14,543 5.9 %
HFZ Capital Group, LLC (h) (ab) L+12.50% 14.00% PIK 10/20/2017 n/a (p) 4,758 4,758 5,225 2.1 %
MC Asset Management (Corporate), LLC (h) L+15.00% 16.00% PIK 1/26/2021 1/26/2024 6,606 6,606 6,606 2.7 %
MC Asset Management (Corporate), LLC (Delayed Draw) (f) (g) (h) L+15.00% 16.00% PIK 4/26/2021 1/26/2024 1,586 793 793 0.3 %
MC Asset Management (Industrial), LLC (h) (ab) L+17.00% 18.00% PIK 6/11/2019 10/30/2024 11,320 11,314 12,100 5.0 %
58,744 57,945 61,566 25.1 %
Beverage, Food & Tobacco
TJ Management HoldCo, LLC (Revolver) (f) (l) L+5.50% 6.50 % 9/9/2020 6 /28/2024 477 0.0 %
477 0.0 %
Healthcare & Pharmaceuticals
Ascent Midco, LLC (k) L+5.50% 6.50 % 2/5/2020 2/5/2025 6,427 6,332 6,491 2.7 %
Ascent Midco, LLC (Delayed Draw) (f) (g) (k) L+5.50% 6.50 % 2/5/2020 2/5/2025 2,838 0.0 %
Ascent Midco, LLC (Revolver) (f) L+5.50% 6.50 % 2/5/2020 2/5/2025 1,129 0.0 %
SHI Holdings, Inc. (k) L+10.75% 10.85% PIK (m) 7/10/2014 n/a (p) 2,899 2,897 132 0.0 %
SHI Holdings, Inc. (Revolver) (f) L+10.75% 10.85% PIK (m) 7/10/2014 n/a (p) 4,667 4,585 208 0.1 %
17,960 13,814 6,831 2.8 %
High Tech Industries
Mnine Holdings, Inc. L+8.00% 4.00% Cash/
5.00% PIK
11/2/2018 12/30/2022 12,066 11,982 12,643 5.2 %
12,066 11,982 12,643 5.2 %
Retail
Luxury Optical Holdings Co. L+8.00% 9.00% PIK (m) 9/12/2014 12/15/2021 1,481 1,481 1,481 0.6 %
Luxury Optical Holdings Co. (Delayed Draw) (f) (g) L+11.50% 12.50 % (m) 9/29/2017 12/15/2021 3,565 1,413 1,506 0.7 %
Luxury Optical Holdings Co. (Revolver) L+8.00% 9.00% PIK (m) 9/12/2014 12/15/2021 68 68 68 0.0 %
5,114 2,962 3,055 1.3 %
Services: Business
Curion Holdings, LLC (k) n/a 14.00% PIK (m) 5/2/2017 5/2/2022 4,226 4,189 3,602 1.5 %
Curion Holdings, LLC (Revolver) (f) n/a 14.00% PIK (m) 5/2/2017 5/2/2022 871 836 825 0.3 %
5,097 5,025 4,427 1.8 %
Services: Consumer
NECB Collections, LLC (Revolver) (f) L+11.00% 12.00% PIK (m) 6/25/2019 n/a (p) 1,356 1,312 744 0.3 %
1,356 1,312 744 0.3 %
Total Non-Controlled Affiliate Senior Secured Loans 100,814 93,040 89,266 36.5 %
Unitranche Secured Loans (r)
Consumer Goods: Non-Durable
Incipio, LLC (ac) L+8.50% 9.50% PIK (m) 12/26/2014 8/22/2022 14,701 14,677 0.0 %
Incipio, LLC (ad) L+8.50% 9.50% PIK (m) 3/9/2018 8/22/2022 4,326 4,326 1,562 0.7 %
Incipio, LLC L+8.50% 9.50% PIK (m) 7/6/2018 8/22/2022 1,833 1,833 1,732 0.7 %
Incipio, LLC L+8.50% 9.50% PIK (m) 1/15/2020 8/22/2022 1,543 1,543 1,458 0.6 %
Incipio, LLC L+8.50% 9.50% PIK (m) 4/17/2019 8/22/2022 772 772 730 0.3 %
Incipio, LLC L+8.50% 9.50% PIK (m) 7/8/2020 8/22/2022 1,615 1,615 1,527 0.6 %
24,790 24,766 7,009 2.9 %
Total Non-Controlled Affiliate Unitranche Secured Loans 24,790 24,766 7,009 2.9 %
Junior Secured Loans
Consumer Goods: Non-Durable
Incipio, LLC (ae) n/a 10.70% PIK (m) 6/18/2018 8/22/2022 3,766 0.0 %
Incipio, LLC (af) n/a 10.70% PIK (m) 6/18/2018 8/22/2022 7,194 0.0 %
10,960 0.0 %
Services: Business
Curion Holdings, LLC (k) n/a 15.00% PIK (m) 8/17/2018 1/2/2023 1,720 1 0.0 %
Curion Holdings, LLC (k) n/a 15.00% PIK (m) 8/17/2018 1/2/2023 44 0.0 %
1,764 1 0.0 %
Total Non-Controlled Affiliate Company Junior Secured Loans 12,724 1 0.0 %
Equity Securities (v) (aa)
Banking, Finance, Insurance & Real Estate
American Community Homes, Inc. (warrant to purchase up to 22.3% of the equity) (x) 10/9/2014 12/18/2024 584 0.2 %
MC Asset Management (Corporate), LLC (15.9% of interests) (h) (w) (ab) (x) 6/11/2019 793 886 0.4 %
793 1,470 0.6 %
Beverage, Food & Tobacco
TJ Management HoldCo, LLC (16 shares of common stock) (l) (w) (x) 9/9/2020 1,631 2,821 1.1 %
1,631 2,821 1.1 %

10

MONROE CAPITAL CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

June 30, 2021

(in thousands, except for shares and units)

Portfolio Company (a) Spread Above
Index (b)
Interest Rate Acquisition
Date (c)
Maturity Principal Amortized
Cost
Fair Value (d) % of
Net Assets (e)
Consumer Goods: Non-Durable
Incipio, LLC (1,774 shares of Series C common units) (w) (x) 7/6/2018 $ $ 0.0 %
0.0 %
Healthcare & Pharmaceuticals
Ascent Midco, LLC (2,032,258 Class A units) (w) n/a 8.00% PIK 2/5/2020 2,032 3,430 1.4 %
Familia Dental Group Holdings, LLC (1,052 Class A units) (w) (ag) (x) 4/8/2016 3,602 3,178 1.3 %
SHI Holdings, Inc. (24 shares of common stock) (x) 12/14/2016 27 0.0 %
5,661 6,608 2.7 %
High Tech Industries
Mnine Holdings, Inc. (6,400 Class B units) (x) 6/30/2020 0.0 %
0.0 %
Retail
Luxury Optical Holdings Co. (91 preferred units) n/a 15.00% PIK (m) 9/12/2014 3,631 2,385 1.0 %
Luxury Optical Holdings Co. (86 shares of common stock) (x) 9/29/2017 0.0 %
3,631 2,385 1.0 %
Services: Business
Curion Holdings, LLC (58,779 shares of common stock) (k) (x) 8/17/2018 0.0 %
0.0 %
Services: Consumer
NECB Collections, LLC (20.8% of units) (w) (x) 6/21/2019 1,458 0.0 %
1,458 0.0 %
Total Non-Controlled Affiliate Equity Securities 13,174 13,284 5.4 %
Total Non-Controlled Affiliate Company Investments $ 130,981 $ 109,559 44.8 %
Controlled Affiliate Company Investments (ah)
Equity Securities
Investment Funds & Vehicles
MRCC Senior Loan Fund I, LLC (50.0% of the equity interests) (h) 10/31/2017 $ 42,150 $ 41,385 16.9 %
Total Controlled Affiliate Equity Securities 42,150 41,385 16.9 %
Total Controlled Affiliate Company Investments $ 42,150 $ 41,385 16.9 %
TOTAL INVESTMENTS $ 569,165 $ 529,989 216.5 %

11

MONROE CAPITAL CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

June 30, 2021

(in thousands, except for shares and units)

Derivative Instruments

Foreign currency forward contracts

Description Notional Amount
to be Purchased
Notional Amount
to be Sold
Counterparty Settlement Date Unrealized Gain
(Loss)
Foreign currency forward contract $ 103 £ 84 Bannockburn Global Forex, LLC 7/2/2021 $ (13 )
Foreign currency forward contract $ 1,256 £ 900 Bannockburn Global Forex, LLC 7/2/2021 11
Foreign currency forward contract $ 22 £ 16 Bannockburn Global Forex, LLC 7/6/2021
Foreign currency forward contract $ 102 £ 83 Bannockburn Global Forex, LLC 10/4/2021 (13 )
Foreign currency forward contract $ 101 £ 82 Bannockburn Global Forex, LLC 1/3/2022 (12 )
Foreign currency forward contract $ 97 £ 79 Bannockburn Global Forex, LLC 4/4/2022 (12 )
Foreign currency forward contract $ 36 £ 30 Bannockburn Global Forex, LLC 5/6/2022 (4 )
Foreign currency forward contract $ 77 AUD 98 Bannockburn Global Forex, LLC 7/16/2021 4
Foreign currency forward contract $ 80 AUD 102 Bannockburn Global Forex, LLC 8/17/2021 4
Foreign currency forward contract $ 33 AUD 44 Bannockburn Global Forex, LLC 8/17/2021 (1 )
Foreign currency forward contract $ 85 AUD 109 Bannockburn Global Forex, LLC 9/16/2021 4
Foreign currency forward contract $ 31 AUD 41 Bannockburn Global Forex, LLC 9/16/2021 (1 )
Foreign currency forward contract $ 83 AUD 105 Bannockburn Global Forex, LLC 10/19/2021 4
Foreign currency forward contract $ 30 AUD 40 Bannockburn Global Forex, LLC 10/19/2021 (1 )
Foreign currency forward contract $ 75 AUD 95 Bannockburn Global Forex, LLC 11/16/2021 4
Foreign currency forward contract $ 31 AUD 41 Bannockburn Global Forex, LLC 11/16/2021 (1 )
Foreign currency forward contract $ 85 AUD 109 Bannockburn Global Forex, LLC 12/16/2021 4
Foreign currency forward contract $ 30 AUD 40 Bannockburn Global Forex, LLC 12/16/2021 (1 )
Foreign currency forward contract $ 91 AUD 115 Bannockburn Global Forex, LLC 1/19/2022 4
Foreign currency forward contract $ 31 AUD 41 Bannockburn Global Forex, LLC 1/19/2022 (1 )
Foreign currency forward contract $ 74 AUD 95 Bannockburn Global Forex, LLC 2/16/2022 4
Foreign currency forward contract $ 31 AUD 41 Bannockburn Global Forex, LLC 2/16/2022 (1 )
Foreign currency forward contract $ 75 AUD 95 Bannockburn Global Forex, LLC 3/16/2022 4
Foreign currency forward contract $ 28 AUD 37 Bannockburn Global Forex, LLC 3/16/2022 (1 )
Foreign currency forward contract $ 82 AUD 105 Bannockburn Global Forex, LLC 4/19/2022 4
Foreign currency forward contract $ 30 AUD 41 Bannockburn Global Forex, LLC 4/19/2022 (1 )
Foreign currency forward contract $ 77 AUD 98 Bannockburn Global Forex, LLC 5/17/2022 4
Foreign currency forward contract $ 30 AUD 40 Bannockburn Global Forex, LLC 5/17/2022 (1 )
Foreign currency forward contract $ 88 AUD 112 Bannockburn Global Forex, LLC 6/17/2022 4
Foreign currency forward contract $ 30 AUD 41 Bannockburn Global Forex, LLC 6/17/2022
Foreign currency forward contract $ 77 AUD 98 Bannockburn Global Forex, LLC 7/18/2022 3
Foreign currency forward contract $ 30 AUD 40 Bannockburn Global Forex, LLC 7/18/2022
Foreign currency forward contract $ 77 AUD 98 Bannockburn Global Forex, LLC 8/16/2022 3
Foreign currency forward contract $ 30 AUD 41 Bannockburn Global Forex, LLC 8/16/2022
Foreign currency forward contract $ 88 AUD 112 Bannockburn Global Forex, LLC 9/16/2022 4
Foreign currency forward contract $ 30 AUD 41 Bannockburn Global Forex, LLC 9/16/2022
Foreign currency forward contract $ 88 AUD 112 Bannockburn Global Forex, LLC 10/19/2022 4
Foreign currency forward contract $ 30 AUD 40 Bannockburn Global Forex, LLC 10/19/2022
Foreign currency forward contract $ 74 AUD 95 Bannockburn Global Forex, LLC 11/16/2022 3
Foreign currency forward contract $ 31 AUD 41 Bannockburn Global Forex, LLC 11/16/2022
Foreign currency forward contract $ 79 AUD 102 Bannockburn Global Forex, LLC 12/16/2022 3
Foreign currency forward contract $ 30 AUD 40 Bannockburn Global Forex, LLC 12/16/2022
Foreign currency forward contract $ 87 AUD 112 Bannockburn Global Forex, LLC 1/18/2023 4
Foreign currency forward contract $ 30 AUD 41 Bannockburn Global Forex, LLC 1/18/2023
Foreign currency forward contract $ 77 AUD 98 Bannockburn Global Forex, LLC 2/16/2023 3
Foreign currency forward contract $ 31 AUD 41 Bannockburn Global Forex, LLC 2/16/2023
Foreign currency forward contract $ 74 AUD 95 Bannockburn Global Forex, LLC 3/16/2023 3
Foreign currency forward contract $ 28 AUD 37 Bannockburn Global Forex, LLC 3/16/2023
Foreign currency forward contract $ 93 AUD 119 Bannockburn Global Forex, LLC 4/20/2023 4
Foreign currency forward contract $ 31 AUD 41 Bannockburn Global Forex, LLC 4/20/2023
Foreign currency forward contract $ 63 AUD 81 Bannockburn Global Forex, LLC 5/16/2023 3
Foreign currency forward contract $ 30 AUD 40 Bannockburn Global Forex, LLC 5/16/2023
Foreign currency forward contract $ 90 AUD 115 Bannockburn Global Forex, LLC 6/19/2023 4
Foreign currency forward contract $ 31 AUD 41 Bannockburn Global Forex, LLC 6/19/2023
Foreign currency forward contract $ 77 AUD 98 Bannockburn Global Forex, LLC 7/18/2023 3
Foreign currency forward contract $ 30 AUD 40 Bannockburn Global Forex, LLC 7/18/2023
Foreign currency forward contract $ 82 AUD 105 Bannockburn Global Forex, LLC 8/16/2023 3
Foreign currency forward contract $ 31 AUD 41 Bannockburn Global Forex, LLC 8/16/2023
Foreign currency forward contract $ 82 AUD 105 Bannockburn Global Forex, LLC 9/18/2023 3
Foreign currency forward contract $ 31 AUD 41 Bannockburn Global Forex, LLC 9/18/2023
Foreign currency forward contract $ 84 AUD 109 Bannockburn Global Forex, LLC 10/18/2023 3
Foreign currency forward contract $ 30 AUD 40 Bannockburn Global Forex, LLC 10/18/2023
Foreign currency forward contract $ 76 AUD 98 Bannockburn Global Forex, LLC 11/16/2023 3
Foreign currency forward contract $ 31 AUD 41 Bannockburn Global Forex, LLC 11/16/2023
Foreign currency forward contract $ 79 AUD 102 Bannockburn Global Forex, LLC 12/18/2023 3
Foreign currency forward contract $ 30 AUD 40 Bannockburn Global Forex, LLC 12/18/2023
Foreign currency forward contract $ 84 AUD 109 Bannockburn Global Forex, LLC 1/17/2024 3
Foreign currency forward contract $ 31 AUD 41 Bannockburn Global Forex, LLC 1/17/2024
Foreign currency forward contract $ 79 AUD 102 Bannockburn Global Forex, LLC 2/16/2024 3
Foreign currency forward contract $ 31 AUD 41 Bannockburn Global Forex, LLC 2/16/2024
Foreign currency forward contract $ 76 AUD 98 Bannockburn Global Forex, LLC 3/18/2024 3
Foreign currency forward contract $ 8,365 AUD 10,746 Bannockburn Global Forex, LLC 3/18/2024 307
Foreign currency forward contract $ 29 AUD 39 Bannockburn Global Forex, LLC 3/18/2024
Foreign currency forward contract $ 3,357 AUD 4,527 Bannockburn Global Forex, LLC 3/18/2024 (37 )
$ 333

12

MONROE CAPITAL CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

June 30, 2021

(in thousands, except for shares and units)

(a) All of the Company's investments are issued by eligible portfolio companies, as defined in the Investment Company Act of 1940 (the “1940 Act”), unless otherwise noted. All of the Company's investments are issued by U.S. portfolio companies unless otherwise noted.
(b) The majority of the investments bear interest at a rate that may be determined by reference to the London Interbank Offered Rate (“LIBOR” or “L”) or Prime Rate (“Prime” or “P”) which reset daily, monthly, quarterly, or semiannually. For each such investment, the Company has provided the spread over LIBOR or Prime and the current contractual interest rate in effect at June 30, 2021. Certain investments are subject to a LIBOR or Prime interest rate floor, or rate cap. Certain investments contain a payment-in-kind (“PIK”) provision.
(c) Except as otherwise noted, all of the Company’s portfolio company investments, which as of June 30, 2021 represented 216.5% of the Company’s net assets or 89.9% of the Company’s total assets, are subject to legal restrictions on sales.
(d) Because there is no readily available market value for these investments, the fair value of these investments is determined in good faith using significant unobservable inputs by the Company's board of directors as required by the 1940 Act. (See Note 4 in the accompanying notes to the consolidated financial statements.)
(e) Percentages are based on net assets of $244,797 as of June 30, 2021.
(f) All or a portion of this commitment was unfunded at June 30, 2021. As such, interest is earned only on the funded portion of this commitment.
(g) This delayed draw loan requires that certain financial covenants be met by the portfolio company prior to any fundings.
(h) This investment is treated as a non-qualifying investment under Section 55(a) of the 1940 Act. Under the 1940 Act, the Company may not acquire any non-qualifying asset unless, at the time the acquisition is made, qualifying assets represent at least 70% of the Company’s total assets. As of June 30, 2021, non-qualifying assets totaled 21.8% of the Company’s total assets.
(i) This loan is denominated in Australian dollars and is translated into U.S. dollars as of the valuation date.
(j) This is an international company.
(k) All of this loan is held in the Company’s wholly-owned subsidiary, Monroe Capital Corporation SBIC, LP, and is therefore not collateral to the Company’s revolving credit facility.
(l) During the three months ended September 30, 2020, the senior secured lender group of Toojay’s Management, LLC (“Toojay’s OldCo”) established TJ Management HoldCo, LLC (“Toojay’s NewCo”) in order to acquire certain of the assets of Toojay’s OldCo as part of a bankruptcy restructuring. The Company owns 15.9% of the equity in Toojay’s NewCo. Toojay’s NewCo credit bid a portion of the senior secured debt in Toojay’s OldCo to acquire certain assets of Toojay’s OldCo which constitute the ongoing operations of the portfolio company. The Company’s portion of this credit bid was $2,386, and as such the Company's outstanding senior secured debt investment in Toojay’s OldCo was reduced by the amount of the credit bid and the Company’s cost basis of its new equity investment in Toojay’s NewCo was increased by the amount of the credit bid. While the Company still has loans outstanding at Toojay’s OldCo, the Company has valued these positions at zero as of December 31, 2020.
(m) This position was on non-accrual status as of June 30, 2021, meaning that the Company has ceased accruing interest income on the position. See Note 2 in the accompanying notes to the consolidated financial statements for additional information on the Company’s accounting policies.
(n) This investment represents a note convertible to preferred shares of the borrower.
(o) In May 2020, an arbitrator issued a final award in favor of the estate of Rockdale Blackhawk, LLC (the “Estate”) in the legal proceeding between the Estate and a national insurance carrier. The Company's share of the net proceeds from the award exceeded the contractual obligations due to the Company as a result of the Company’s right to receive excess proceeds pursuant to the terms of a sharing agreement between the lenders and the Estate. As of June 30, 2021, the Company has this remaining investment in Rockdale associated with residual proceeds currently expected from the Estate. This investment is a non-income producing security.
(p) This is a demand note with no stated maturity.
(q) This loan is denominated in Great Britain pounds and is translated into U.S. dollars as of the valuation date.
(r) The Company structures its unitranche secured loans as senior secured loans. The Company obtains security interests in the assets of these portfolio companies that serve as collateral in support of the repayment of these loans. This collateral may take the form of first-priority liens on the assets of a portfolio company. Generally, the Company syndicates a “first out” portion of the loan to an investor and retains a "last out” portion of the loan, in which case the “first out” portion of the loan will generally receive priority with respect to payments of principal, interest and any other amounts due thereunder. Unitranche structures combine characteristics of traditional first lien senior secured as well as second lien and subordinated loans and the Company’s unitranche secured loans will expose the Company to the risks associated with second lien and subordinated loans and may limit the Company’s recourse or ability to recover collateral upon a portfolio company’s bankruptcy. Unitranche secured loans typically provide for moderate loan amortization in the initial years of the facility, with the majority of the amortization deferred until loan maturity. Unitranche secured loans generally allow the borrower to make a large lump sum payment of principal at the end of the loan term, and there is a risk of loss if the borrower is unable to pay the lump sum or refinance the amount owed at maturity. In many cases the Company, together with its affiliates, are the sole or majority lender of these unitranche secured loans, which can afford the Company additional influence with a borrower in terms of monitoring and, if necessary, remediation in the event of underperformance.
(s) A portion of this loan (principal of $9,258) is held in the Company’s wholly-owned subsidiary, Monroe Capital Corporation SBIC, LP, and is therefore not collateral to the Company’s revolving credit facility.
(t) A portion of this loan (principal of $525) is held in the Company’s wholly-owned subsidiary, Monroe Capital Corporation SBIC, LP, and is therefore not collateral to the Company’s revolving credit facility.
(u) Represents less than 5% ownership of the portfolio company’s voting securities.
(v) Ownership of certain equity investments may occur through a holding company or partnership.
(w) Investment is held by a taxable subsidiary of the Company. See Note 2 in the accompanying notes to the consolidated financial statements for additional information on the Company’s wholly-owned taxable subsidiaries.
(x) Represents a non-income producing security.
(y) As of June 30, 2021, the Company was party to a subscription agreement with a commitment to fund an additional equity investment of $16.
(z) As of June 30, 2021, the Company was party to a subscription agreement with a commitment to fund an equity investment of $43.
(aa) As defined in the 1940 Act, the Company is deemed to be an “Affiliated Person” of the portfolio company as it owns 5% or more of the portfolio company’s voting securities. See Note 5 in the accompanying notes to the consolidated financial statements for additional information on transactions in which the issuer was an Affiliated Person (but not a portfolio company that the Company is deemed to control).
(ab) The Company restructured its investments in HFZ Capital Group LLC (“HFZ”) and HFZ Member RB portfolio, LLC (“Member RB”) during the three months ended December 31, 2020. As part of the restructuring of HFZ, the Company obtained a 15.9% equity interest in MC Asset Management (Corporate), LLC (“Corporate”). As part of the Member RB restructuring, the Company exchanged its loan in Member RB for a promissory note in MC Asset Management (Industrial), LLC (“Industrial”). Corporate owns 100% of the equity of Industrial. In conjunction with these restructurings, the Company participated $4,758 of principal of its loan to HFZ as an equity contribution to Industrial. This participation did not qualify for sale accounting under ASC Topic 860–Transfers and Servicing because the sale did not meet the definition of a “participating interest”, as defined in the guidance, in order for sale treatment to be allowed. As a result, the Company continues to reflect its full investment in HFZ but has split the loan into two investments.
(ac) A portion of this loan (principal of $5,390) is held in the Company’s wholly-owned subsidiary, Monroe Capital Corporation SBIC, LP, and is therefore not collateral to the Company’s revolving credit facility.
(ad) A portion of this loan (principal of $55) is held in the Company’s wholly-owned subsidiary, Monroe Capital Corporation SBIC, LP, and is therefore not collateral to the Company’s revolving credit facility.
(ae) A portion of this loan (principal of $1,015) is held in the Company’s wholly-owned subsidiary, Monroe Capital Corporation SBIC, LP, and is therefore not collateral to the Company’s revolving credit facility.
(af) A portion of this loan (principal of $1,938) is held in the Company’s wholly-owned subsidiary, Monroe Capital Corporation SBIC, LP, and is therefore not collateral to the Company’s revolving credit facility.
(ag) As of June 30, 2021, the Company was party to a subscription agreement with a commitment to fund an additional equity investment of $611.
(ah) As defined in the 1940 Act, the Company is deemed to be both an “Affiliated Person” of and to “Control” this portfolio company as it owns more than 25% of the portfolio company’s voting securities. See Note 5 in the accompanying notes to the consolidated financial statements for additional information on transactions in which the issuer was both an Affiliated Person and a portfolio company that the Company is deemed to Control.

n/a - not applicable

13

MONROE CAPITAL CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2020

(in thousands, except for shares and units)

Portfolio Company (a) Spread Above
Index (b)
Interest
Rate
Acquisition
Date (c)
Maturity Principal Amortized Cost Fair Value (d) % of
Net Assets (e)
Non-Controlled/Non-Affiliate Company Investments
Senior Secured Loans
Automotive
Hastings Manufacturing Company L+8.25% 9.25 % 4/24/2018 4/24/2023 2,820 $ 2,790 $ 2,829 1.2 %
Magneto & Diesel Acquisition, Inc. L+6.05% 7.10 % 12/18/2018 12/18/2023 4,876 4,820 4,876 2.1 %
Magneto & Diesel Acquisition, Inc. L+6.05% 7.10 % 7/6/2020 12/18/2023 1,918 1,885 1,932 0.8 %
Magneto & Diesel Acquisition, Inc. (Revolver) (f) L+6.05% 7.10 % 12/18/2018 12/18/2023 500 0.0 %
10,114 9,495 9,637 4.1 %
Banking, Finance, Insurance & Real Estate
777 SPV I, LLC (g) L+8.50% 10.25 % 4/15/2019 4/14/2023 4,665 4,628 4,760 2.0 %
J2 BWA Funding, LLC (Delayed Draw) (f) (g) (h) n/a 10.00 % 12/24/2020 12/24/2026 2,750 0.0 %
Liftforward SPV II, LLC (g) L+10.75% 11.25 % 11/10/2016 6/30/2021 2,057 2,057 1,929 0.8 %
NCBP Property, LLC (g) L+9.50% 10.50 % 12/18/2020 12/16/2022 1,950 1,931 1,931 0.8 %
US Claims Litigation Funding, LLC (Revolver) (f) (g) L+8.75% 9.75 % 11/30/2020 11/29/2024 1,500 850 850 0.4 %
12,922 9,466 9,470 4.0 %
Beverage, Food & Tobacco
LX/JT Intermediate Holdings, Inc. (j) L+6.00% 7.50 % 3/11/2020 3/11/2025 9,732 9,564 9,567 4.1 %
LX/JT Intermediate Holdings, Inc. (Revolver) (f) L+6.00% 7.50 % 3/11/2020 3/11/2025 833 0.0 %
Toojay’s Management, LLC (k) n/a n/a (l) 10/26/2018 10/26/2022 1,448 1,407 0.0 %
Toojay’s Management, LLC (k) n/a n/a (l) 10/26/2018 10/26/2022 199 199 0.0 %
Toojay’s Management, LLC (Revolver) (k) n/a n/a (l) 10/26/2018 10/26/2022 66 66 0.0 %
12,278 11,236 9,567 4.1 %
Capital Equipment
MCP Shaw Acquisitionco, LLC (j) L+6.50% 7.50 % 2/28/2020 11/28/2025 9,924 9,752 9,721 4.2 %
MCP Shaw Acquisitionco, LLC (Revolver) (f) L+6.50% 7.50 % 2/28/2020 11/28/2025 1,784 0.0 %
11,708 9,752 9,721 4.2 %
Chemicals, Plastics & Rubber
Midwest Composite Technologies, LLC (j) L+6.75% 7.75 % 12/2/2019 8/31/2023 14,925 14,701 14,926 6.4 %
Midwest Composite Technologies, LLC L+6.75% 7.75 % 8/31/2018 8/31/2023 887 876 887 0.4 %
Midwest Composite Technologies, LLC (Delayed Draw) (f) (h) L+6.75% 7.75 % 8/31/2018 8/31/2023 509 179 179 0.1 %
Midwest Composite Technologies, LLC (Revolver) (f) L+6.75% 7.75 % 8/31/2018 8/31/2023 90 0.0 %
Valudor Products, LLC L+7.50% 7.00% Cash/
1.50% PIK
6/18/2018 6/19/2023 1,561 1,543 1,702 0.7 %
Valudor Products, LLC (m) L+7.50% 8.50% PIK 6/18/2018 6/19/2023 217 214 0.0 %
Valudor Products, LLC (Revolver) (f) L+9.50% 10.50 % 6/18/2018 6/19/2023 818 549 521 0.2 %
19,007 18,062 18,215 7.8 %
Construction & Building
Cali Bamboo, LLC L+9.50% 8.00% Cash/
2.50% PIK
7/10/2015 3/31/2022 6,859 6,857 6,859 2.9 %
Cali Bamboo, LLC (Revolver) (f) L+9.50% 8.00% Cash/
2.50% PIK
7/10/2015 3/31/2022 2,165 0.0 %
Dude Solutions Holdings, Inc. L+7.50% 8.50 % 6/14/2019 6/13/2025 9,975 9,794 9,950 4.3 %
Dude Solutions Holdings, Inc. (Revolver) (f) L+7.50% 8.50 % 6/14/2019 6/13/2025 1,304 0.0 %
20,303 16,651 16,809 7.2 %
Consumer Goods: Durable
Franchise Group Intermediate Holdco, LLC L+8.00% 9.50 % 2/24/2020 2/14/2025 3,425 3,366 3,382 1.4 %
Nova Wildcat Amerock, LLC L+5.25% 6.25 % 10/12/2018 10/12/2023 9,009 8,897 9,009 3.9 %
Nova Wildcat Amerock, LLC (Revolver) (f) L+5.25% 6.25 % 10/12/2018 10/12/2023 931 0.0 %
Parterre Flooring & Surface Systems, LLC (j) L+9.00% 10.00 % (l) 8/22/2017 8/22/2022 7,613 7,533 2,351 1.0 %
Parterre Flooring & Surface Systems, LLC (Revolver) L+9.00% 10.00 % (l) 8/22/2017 8/22/2022 696 696 215 0.1 %
21,674 20,492 14,957 6.4 %
Consumer Goods: Non-Durable
Thrasio, LLC L+7.00% 8.00 % 12/18/2020 12/18/2026 1,500 1,463 1,463 0.6 %
Thrasio, LLC (Delayed Draw) (f) (h) L+7.00% 8.00 % 12/18/2020 12/18/2026 990 0.0 %
2,490 1,463 1,463 0.6 %
Environmental Industries
Quest Resource Management Group, LLC L+8.50% 9.75 % 10/19/2020 10/20/2025 1,000 933 979 0.4 %
Quest Resource Management Group, LLC (Delayed Draw) (f) (h) L+8.50% 9.75 % 10/19/2020 10/20/2025 1,087 0.0 %
StormTrap, LLC L+5.50% 6.50 % 12/10/2018 12/8/2023 7,840 7,751 7,840 3.4 %
StormTrap, LLC (Revolver) (f) L+5.50% 6.50 % 12/10/2018 12/8/2023 432 0.0 %
Synergy Environmental Corporation (j) L+6.00% 7.00 % 4/29/2016 9/29/2023 2,885 2,874 2,888 1.2 %
Synergy Environmental Corporation (j) L+6.00% 7.00 % 4/29/2016 9/29/2023 482 481 483 0.2 %
Synergy Environmental Corporation L+6.00% 7.00 % 4/29/2016 9/29/2023 823 823 824 0.4 %
Synergy Environmental Corporation (Revolver) (f) L+6.00% 7.00 % 4/29/2016 9/29/2023 671 67 67 0.0 %
15,220 12,929 13,081 5.6 %

14

MONROE CAPITAL CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS – (continued)

December 31, 2020

(in thousands, except for shares and units)

Portfolio Company (a) Spread Above
Index (b)
Interest
Rate
Acquisition
Date (c)
Maturity Principal Amortized
Cost
Fair
Value (d)
% of
Net Assets (e)
Healthcare & Pharmaceuticals
American Optics Holdco, Inc. (g) (n) L+6.50% 7.50 % 9/13/2017 9/13/2022 2,165 $ 2,148 $ 2,165 0.9 %
American Optics Holdco, Inc. (g) (n) L+6.50% 7.50 % 9/13/2017 9/13/2022 1,637 1,622 1,637 0.7 %
American Optics Holdco, Inc. (Revolver) (f) (g) (n) L+6.50% 7.50 % 9/13/2017 9/13/2022 220 0.0 %
American Optics Holdco, Inc. (Revolver) (f) (g) (n) L+6.50% 7.50 % 9/13/2017 9/13/2022 440 0.0 %
Apotheco, LLC L+8.50% 6.50% Cash /
3.00% PIK
4/8/2019 4/8/2024 3,541 3,491 3,315 1.4 %
Apotheco, LLC (Revolver) L+8.50% 6.50% Cash /
3.00% PIK
4/8/2019 4/8/2024 927 927 868 0.4 %
Rockdale Blackhawk, LLC n/a n/a (o) 3/31/2015 n/a (i) 1,592 0.7 %
Seran BioScience, LLC L+7.25% 8.25 % 12/31/2020 12/31/2025 2,500 2,450 2,450 1.0 %
Seran BioScience, LLC (Revolver) (f) L+7.25% 8.25 % 12/31/2020 12/31/2025 444 0.0 %
11,874 10,638 12,027 5.1 %
High Tech Industries
MarkLogic Corporation L+8.00% 9.00 % 10/20/2020 10/20/2025 3,500 3,415 3,544 1.5 %
MarkLogic Corporation (Revolver) (f) L+8.00% 9.00 % 10/20/2020 10/20/2025 269 0.0 %
Mindbody, Inc. L+8.50% 8.00% Cash /
1.50% PIK
2/15/2019 2/14/2025 6,389 6,297 6,143 2.6 %
Mindbody, Inc. (Revolver) (f) L+8.00% 9.00 % 2/15/2019 2/14/2025 667 0.0 %
Newforma, Inc. (j) L+5.00% 6.00 % 6/30/2017 6/30/2022 11,899 11,836 11,899 5.1 %
Newforma, Inc. (Revolver) (f) L+5.00% 6.00 % 6/30/2017 6/30/2022 1,250 0.0 %
Planful, Inc. (fka Host Analytics, Inc.) L+6.00% 7.00 % 12/28/2018 12/28/2023 9,500 9,375 9,443 4.0 %
Planful, Inc. (fka Host Analytics, Inc.) (Revolver) (f) L+6.00% 7.00 % 12/28/2018 12/28/2023 442 88 88 0.0 %
RPL Bidco Limited (g) (n) (p) L+7.50% 8.00 % 11/9/2017 11/9/2023 14,429 13,867 14,429 6.2 %
RPL Bidco Limited (g) (n) (p) L+7.50% 8.00 % 5/22/2018 11/9/2023 1,777 1,639 1,777 0.8 %
RPL Bidco Limited (Revolver) (f) (g) (n) (p) L+7.50% 8.00 % 11/9/2017 11/9/2023 547 0.0 %
50,669 46,517 47,323 20.2 %
Hotels, Gaming & Leisure
Equine Network, LLC L+8.00% 9.00 % 12/31/2020 12/31/2025 1,750 1,711 1,711 0.7 %
Equine Network, LLC (Delayed Draw) (f) (h) L+8.00% 9.00 % 12/31/2020 12/31/2025 427 0.0 %
Equine Network, LLC (Revolver) (f) L+8.00% 9.00 % 12/31/2020 12/31/2025 171 0.0 %
2,348 1,711 1,711 0.7 %
Media: Advertising, Printing & Publishing
AdTheorent Holding Company, LLC L+8.50% 9.00 % 12/22/2016 12/22/2021 2,700 2,687 2,683 1.2 %
Destination Media, Inc. (j) L+5.50% 6.50 % 4/7/2017 4/7/2022 4,324 4,304 4,315 1.8 %
Destination Media, Inc. (Revolver) L+5.50% 6.50 % 4/7/2017 4/7/2022 542 542 542 0.2 %
North Haven USHC Acquisition, Inc. L+6.50% 7.50 % 10/30/2020 10/30/2025 2,500 2,451 2,525 1.1 %
North Haven USHC Acquisition, Inc. (Revolver) (f) L+6.50% 7.50 % 10/30/2020 10/30/2025 240 0.0 %
Relevate Health Group, LLC L+6.25% 7.25 % 11/20/2020 11/20/2025 1,500 1,470 1,506 0.6 %
Relevate Health Group, LLC (Delayed Draw) (f) (h) L+6.25% 7.25 % 11/20/2020 11/20/2025 789 671 674 0.3 %
Relevate Health Group, LLC (Revolver) (f) L+6.25% 7.25 % 11/20/2020 11/20/2025 316 0.0 %
Stratus Unlimited, LLC (fka MC Sign Lessor Corp.) L+7.00% 8.00 % 12/22/2017 8/30/2024 15,563 15,498 15,465 6.6 %
Stratus Unlimited, LLC (fka MC Sign Lessor Corp.) (Revolver) (f) L+7.00% 8.00 % 12/22/2017 8/30/2024 3,490 0.0 %
XanEdu Publishing, Inc. L+6.50% 7.50 % 1/28/2020 1/28/2025 1,886 1,854 1,890 0.8 %
XanEdu Publishing, Inc. (Revolver) (f) L+6.50% 7.50 % 1/28/2020 1/28/2025 495 197 197 0.1 %
34,345 29,674 29,797 12.7 %
Media: Broadcasting & Subscription
Vice Group Holding, Inc. L+12.00% 5.50% Cash/ 8.00% PIK 5/2/2019 11/2/2022 1,355 1,348 1,372 0.6 %
Vice Group Holding, Inc. L+12.00% 5.50% Cash/ 8.00% PIK 11/4/2019 11/2/2022 260 257 263 0.1 %
Vice Group Holding, Inc. L+12.00% 5.50% Cash/ 8.00% PIK 5/2/2019 11/2/2022 425 425 430 0.2 %
Vice Group Holding, Inc. L+12.00% 5.50% Cash/ 8.00% PIK 5/2/2019 11/2/2022 160 160 162 0.1 %
2,200 2,190 2,227 1.0 %
Media: Diversified & Production
Attom Intermediate Holdco, LLC L+5.75% 6.75 % 1/4/2019 1/4/2024 1,960 1,935 1,927 0.8 %
Attom Intermediate Holdco, LLC L+7.50% 8.75 % 6/25/2020 1/4/2024 478 469 492 0.2 %
Attom Intermediate Holdco, LLC (Revolver) (f) L+5.75% 6.75 % 1/4/2019 1/4/2024 320 0.0 %
Crownpeak Technology, Inc. L+6.25% 7.25 % 2/28/2019 2/28/2024 4,000 3,946 3,962 1.7 %
Crownpeak Technology, Inc. L+6.25% 7.25 % 2/28/2019 2/28/2024 60 60 59 0.0 %
Crownpeak Technology, Inc. (Revolver) (f) L+6.25% 7.25 % 2/28/2019 2/28/2024 167 0.0 %
6,985 6,410 6,440 2.7 %
Retail
BLST Operating Company, LLC (fka Bluestem Brands, Inc.) L+8.50% 1.00% Cash/ 9.00% PIK (l) 8/28/2020 8/28/2025 1,259 1,254 1,039 0.4 %
Forman Mills, Inc. (j) L+9.50% 8.50% Cash/ 2.00% PIK 1/14/2020 12/30/2022 1,308 1,308 1,292 0.5 %
Forman Mills, Inc. (j) L+9.50% 8.50% Cash/ 2.00% PIK 10/4/2016 12/30/2022 744 741 735 0.3 %
Forman Mills, Inc. (j) L+9.50% 8.50% Cash/ 2.00% PIK 10/4/2016 12/30/2022 7,459 7,429 6,944 3.0 %
LuLu’s Fashion Lounge, LLC L+9.50% 8.00% Cash/ 2.50% PIK 8/21/2017 8/29/2022 4,123 4,074 3,525 1.5 %
The Worth Collection, Ltd. (j) L+8.50% 9.00 % (l) 9/29/2016 9/29/2021 10,587 10,248 120 0.1 %
25,480 25,054 13,655 5.8 %

15

MONROE CAPITAL CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS – (continued)

December 31, 2020

(in thousands, except for shares and units)

Portfolio Company (a) Spread Above
Index (b)
Interest
Rate
Acquisition
Date (c)
Maturity Principal Amortized
Cost
Fair
Value (d)
% of
Net Assets (e)
Services: Business
Arcserve (USA), LLC L+6.00% 7.00 % 5/1/2019 5/1/2024 4,634 $ 4,567 $ 4,644 2.0 %
Atlas Sign Industries of FLA, LLC (j) L+11.50% 11.50% Cash/
1.00% PIK
5/14/2018 5/15/2023 3,563 3,368 3,324 1.4 %
Burroughs, Inc. (j) L+7.50% 8.50 % 12/22/2017 12/22/2022 5,726 5,681 5,726 2.4 %
Burroughs, Inc. (Revolver) (f) L+7.50% 8.50 % 12/22/2017 12/22/2022 1,220 170 170 0.1 %
Certify, Inc. L+5.75% 6.75 % 2/28/2019 2/28/2024 9,000 8,907 9,000 3.8 %
Certify, Inc. L+5.75% 6.75 % 2/28/2019 2/28/2024 1,227 1,227 1,227 0.5 %
Certify, Inc. (Revolver) (f) L+5.75% 6.75 % 2/28/2019 2/28/2024 409 102 102 0.0 %
HS4 Acquisitionco, Inc. L+6.75% 7.75 % 7/9/2019 7/9/2025 10,050 9,887 9,929 4.2 %
HS4 Acquisitionco, Inc. (Revolver) (f) L+6.75% 7.75 % 7/9/2019 7/9/2025 817 0.0 %
IT Global Holding, LLC L+9.00% 10.00 % 11/15/2018 11/10/2023 9,975 9,845 9,794 4.2 %
IT Global Holding, LLC L+9.00% 10.00 % 7/19/2019 11/10/2023 3,719 3,661 3,651 1.6 %
IT Global Holding, LLC (Revolver) L+9.00% 10.00 % 11/15/2018 11/10/2023 875 875 875 0.4 %
Madison Logic, Inc. (j) L+7.50% 8.00 % 11/30/2016 11/30/2021 9,080 9,037 9,080 3.9 %
Madison Logic, Inc. (Revolver) (f) L+7.50% 8.00 % 11/30/2016 11/30/2021 988 0.0 %
RedZone Robotics, Inc. L+7.25% 7.75% Cash/
0.50% PIK
6/1/2018 6/5/2023 591 585 556 0.2 %
RedZone Robotics, Inc. (Revolver) (f) L+6.75% 7.75 % 6/1/2018 6/5/2023 158 0.0 %
Security Services Acquisition Sub Corp. (j) L+6.00% 7.00 % 2/15/2019 2/15/2024 3,439 3,394 3,442 1.5 %
Security Services Acquisition Sub Corp. (j) L+6.00% 7.00 % 2/15/2019 2/15/2024 2,473 2,473 2,476 1.1 %
Security Services Acquisition Sub Corp. (j) L+6.00% 7.00 % 2/15/2019 2/15/2024 2,180 2,180 2,182 0.9 %
Security Services Acquisition Sub Corp. L+6.00% 7.00 % 2/15/2019 2/15/2024 1,563 1,563 1,564 0.7 %
VPS Holdings, LLC L+7.00% 8.00 % 10/5/2018 10/4/2024 3,663 3,611 3,469 1.5 %
VPS Holdings, LLC L+7.00% 8.00 % 10/5/2018 10/4/2024 2,989 2,989 2,831 1.2 %
VPS Holdings, LLC (Revolver) (f) L+7.00% 8.00 % 10/5/2018 10/4/2024 1,000 100 95 0.0 %
79,339 74,222 74,137 31.6 %
Services: Consumer
Express Wash Acquisition Company, LLC L+6.50% 7.50 % 12/28/2020 12/26/2025 2,500 2,456 2,456 1.0 %
Express Wash Acquisition Company, LLC (Revolver) (f) L+6.50% 7.50 % 12/28/2020 12/26/2025 1,000 0.0 %
IDIG Parent, LLC (q) L+6.50% 7.50 % 12/15/2020 12/15/2026 10,200 9,997 9,996 4.3 %
IDIG Parent, LLC (Delayed Draw) (f) (h) L+6.50% 7.50 % 12/15/2020 12/15/2026 1,684 0.0 %
IDIG Parent, LLC (Revolver) (f) L+6.50% 7.50 % 12/15/2020 12/15/2026 723 0.0 %
Mammoth Holdings, LLC L+6.00% 7.00 % 10/16/2018 10/16/2023 1,960 1,936 1,949 0.8 %
Mammoth Holdings, LLC L+6.00% 7.00 % 10/16/2018 10/16/2023 4,115 4,115 4,092 1.8 %
Mammoth Holdings, LLC (Revolver) (f) L+6.00% 7.00 % 10/16/2018 10/16/2023 500 0.0 %
22,682 18,504 18,493 7.9 %
Wholesale
Nearly Natural, Inc. (j) L+6.75% 7.75 % 12/15/2017 12/15/2022 6,685 6,625 6,650 2.9 %
Nearly Natural, Inc. (j) L+6.75% 7.75 % 9/22/2020 12/15/2022 1,728 1,698 1,719 0.7 %
Nearly Natural, Inc. (j) L+6.75% 7.75 % 8/28/2019 12/15/2022 1,882 1,882 1,872 0.8 %
Nearly Natural, Inc. (Revolver) (f) L+6.75% 7.75 % 12/15/2017 12/15/2022 2,397 959 959 0.4 %
12,692 11,164 11,200 4.8 %
Total Non-Controlled/Non-Affiliate Senior Secured Loans 374,330 335,630 319,930 136.5 %
Unitranche Secured Loans (r)
Banking, Finance, Insurance & Real Estate
Kudu Investment Holdings, LLC (g) L+5.75% 6.75 % 12/23/2019 12/23/2025 7,932 7,849 7,971 3.4 %
Kudu Investment Holdings, LLC (Delayed Draw) (f) (g) (h) L+5.75% 6.75 % 12/23/2019 12/23/2025 2,357 448 451 0.2 %
10,289 8,297 8,422 3.6 %
Chemicals, Plastics & Rubber
MFG Chemical, LLC (j) L+6.00% 6.50 % 6/23/2017 6/23/2022 9,232 9,184 8,627 3.7 %
MFG Chemical, LLC L+6.00% 6.50 % 3/15/2018 6/23/2022 976 976 912 0.4 %
10,208 10,160 9,539 4.1 %
Consumer Goods: Durable
RugsUSA, LLC L+6.00% 7.00 % 5/2/2018 4/28/2023 3,937 3,918 3,936 1.7 %
3,937 3,918 3,936 1.7 %
Healthcare & Pharmaceuticals
Priority Ambulance, LLC (s) L+6.50% 7.50 % 7/18/2018 4/12/2022 10,015 10,015 9,930 4.2 %
Priority Ambulance, LLC (t) L+6.50% 7.50 % 4/12/2017 4/12/2022 1,253 1,242 1,243 0.5 %
Priority Ambulance, LLC L+6.50% 7.50 % 12/13/2018 4/12/2022 672 672 666 0.3 %
Priority Ambulance, LLC (Delayed Draw) (f) (h) L+6.50% 7.50 % 10/22/2020 4/12/2022 1,009 0.0 %
12,949 11,929 11,839 5.0 %
High Tech Industries
Energy Services Group, LLC L+8.42% 9.42 % 5/4/2017 5/4/2022 3,948 3,930 3,948 1.7 %
Energy Services Group, LLC (g) (p) L+8.42% 9.42 % 5/4/2017 5/4/2022 4,861 4,699 4,861 2.0 %
Energy Services Group, LLC L+8.42% 9.42 % 5/4/2017 5/4/2022 1,124 1,110 1,124 0.5 %
WillowTree, LLC L+5.50% 6.50 % 10/9/2018 10/9/2023 7,840 7,755 7,707 3.3 %
17,773 17,494 17,640 7.5 %
Telecommunications
VB E1, LLC (Delayed Draw) (f) (h) L+8.50% 9.00 % 11/18/2020 11/18/2026 2,250 1,100 1,100 0.5 %
2,250 1,100 1,100 0.5 %
Total Non-Controlled/Non-Affiliate Unitranche Secured Loans 57,406 52,898 52,476 22.4 %

16

MONROE CAPITAL CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS – (continued)

December 31, 2020

(in thousands, except for shares and units)

Portfolio Company (a) Spread
Above

Index (b)
Interest
Rate
Acquisition
Date (c)
Maturity Principal Amortized
Cost
Fair
Value (d)
% of
Net Assets (e)
Junior Secured Loans
Beverage, Food & Tobacco
California Pizza Kitchen, Inc. L+12.50% 1.00% Cash/
14.00% PIK
(l) 8/19/2016 5/23/2025 1,264 $ 1,264 $ 1,011 0.4 %
CSM Bakery Solutions, LLC L+7.75% 8.75 % 5/23/2013 2/4/2022 5,954 5,954 5,909 2.5 %
7,218 7,218 6,920 2.9 %
Capital Equipment
ALTA Enterprises, LLC (g) L+8.00% 9.80 % 2/14/2020 8/13/2025 3,850 3,732 3,886 1.7 %
3,850 3,732 3,886 1.7 %
High Tech Industries
Micro Holdings Corp. L+7.50% 7.65 % 8/16/2017 8/18/2025 3,000 2,981 3,024 1.3 %
3,000 2,981 3,024 1.3 %
Services: Consumer
Education Corporation of America L+11.00% 5.75% Cash/
5.50% PIK
(l) 9/3/2015 n/a (i) 833 831 762 0.3 %
833 831 762 0.3 %
Total Non-Controlled/Non-Affiliate Junior Secured Loans 14,901 14,762 14,592 6.2 %
Equity Securities (u) (v)
Banking, Finance, Insurance & Real Estate
J2 BWA Funding, LLC (0.7% profit sharing) (g) (w) 12/24/2020 0.0 %
PKS Holdings, LLC (5,680 preferred units) (g) n/a 5.00% PIK 11/30/2017 58 214 0.1 %
PKS Holdings, LLC (5,714 preferred units) (g) n/a 5.00% PIK 11/30/2017 9 33 0.0 %
PKS Holdings, LLC (132 preferred units) (g) n/a 5.00% PIK 11/30/2017 1 5 0.0 %
PKS Holdings, LLC (916 preferred units) (g) n/a 5.00% PIK 11/30/2017 9 33 0.0 %
77 285 0.1 %
Beverage, Food & Tobacco
California Pizza Kitchen, Inc. (78,699 preferred units) (w) 8/19/2016 5,468 866 0.4 %
5,468 866 0.4 %
Capital Equipment
MCP Shaw Acquisitionco, LLC (118,906 Class A-2 units) (w) 2/28/2020 119 143 0.1 %
119 143 0.1 %
Chemicals, Plastics & Rubber
Valudor Products, LLC (501,014 Class A-1 units) n/a 10.00% PIK (l) 6/18/2018 501 0.0 %
501 0.0 %
Environmental Industries
Quest Resource Holding Corporation (warrant to purchase up to 0.2% of the equity) (w) 10/19/2020 3/19/2028 67 87 0.0 %
67 87 0.0 %
Healthcare & Pharmaceuticals
Seran BioScience, LLC (33,333 common units) (w) 12/31/2020 333 333 0.1 %
333 333 0.1 %
High Tech Industries
Answers Finance, LLC (76,539 shares of common stock) (w) 4/14/2017 2,344 54 0.0 %
MarkLogic Corporation (289,941 Class A units) (w) 10/20/2020 290 286 0.1 %
Planful, Inc. (fka Host Analytics, Inc.) (473,082 Class A units) n/a 8.00% PIK 12/28/2018 473 603 0.3 %
Recorded Future, Inc. (80,486 Class A units) (x) (w) 7/3/2019 81 131 0.1 %
3,188 1,074 0.5 %
Hotels, Gaming & Leisure
Equine Network, LLC (60 Class A units) n/a 10.00% PIK 12/31/2020 60 60 0.0 %
60 60 0.0 %
Media: Advertising, Printing & Publishing
AdTheorent Holding Company, LLC (128,866 Class A voting units) (w) 12/22/2016 129 445 0.2 %
InMobi Pte, Ltd. (warrant to purchase up to 2.8% of the equity) (g) (n) (w) 9/18/2015 9/18/2025 203 0.1 %

Relevate Health Group, LLC (40 preferred units)

n/a 12.00% PIK 11/20/2020 40 40 0.0 %
Relevate Health Group, LLC (40 Class B common units) (w) 11/20/2020 1 0.0 %
Stratus Unlimited, LLC (fka MC Sign Lessor Corp.) (686 shares of common units) (w) 8/30/2019 872 996 0.4 %
XanEdu Publishing, Inc. (49,479 Class A units) n/a 8.00% PIK 1/28/2020 49 71 0.0 %
1,090 1,756 0.7 %
Media: Diversified & Production
Attom Intermediate Holdco, LLC (297,197 Class A units) (w) 1/4/2019 297 371 0.2 %
297 371 0.2 %
Retail
BLST Operating Company, LLC (fka Bluestem Brands, Inc.) (139,883 Class A units) (w) 8/28/2020 1,072 140 0.1 %
Forman Mills, Inc. (warrant to purchase up to 2.6% of the equity) (w) 1/14/2020 1/14/2029 48 0.0 %
The Tie Bar Operating Company, LLC - Class A preferred units (1,275 units) (w) 6/25/2013 87 4 0.0 %
The Tie Bar Operating Company, LLC - Class B preferred units (1,275 units) (w) 6/25/2013 0.0 %
1,159 192 0.1 %
Services: Business
APCO Worldwide, Inc. (100 Class A voting common stock) (w) 11/1/2017 395 433 0.2 %
Atlas Sign Industries of FLA, LLC (warrant to purchase up to 0.8% of the equity) (w) 5/14/2018 5/14/2026 125 35 0.0 %
520 468 0.2 %
Services: Consumer
Education Corporation of America - Series G preferred stock (8,333 shares) n/a 12.00% PIK (l) 9/3/2015 7,492 5,117 2.2 %
Express Wash Acquisition Company, LLC (100,000 Class A units) n/a 8.00% PIK 12/28/2020 100 100 0.0 %
7,592 5,217 2.2 %

17

MONROE CAPITAL CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS – (continued)

December 31, 2020

(in thousands, except for shares and units)

Portfolio Company (a) Spread Above
Index (b)
Interest
Rate
Acquisition
Date (c)
Maturity Principal Amortized Cost Fair Value (d)
% of
Net Assets (e)
Wholesale
Nearly Natural, Inc. (152,174 Class A units) (w) 12/15/2017 $ 152 $ 190 0.1 %
152 190 0.1 %
Total Non-Controlled/Non-Affiliate Equity Securities 20,623 11,042 4.7 %
Total Non-Controlled/Non-Affiliate Company Investments $ 423,913 $ 398,040 169.8 %
Non-Controlled Affiliate Company Investments (y)
Senior Secured Loans
Banking, Finance, Insurance & Real Estate
American Community Homes, Inc. L+10.00% 11.50% PIK 7/22/2014 2/26/2021 9,401 $ 9,401 $ 9,401 4.0 %
American Community Homes, Inc. L+14.50% 16.00% PIK 7/22/2014 2/26/2021 6,239 6,239 6,239 2.7 %
American Community Homes, Inc. L+14.50% 16.00% PIK 3/17/2016 2/26/2021 825 825 825 0.4 %
American Community Homes, Inc. L+10.00% 11.50% PIK 5/24/2017 2/26/2021 570 570 570 0.2 %
American Community Homes, Inc. L+14.50% 16.00% PIK 5/24/2017 2/26/2021 335 335 335 0.2 %
American Community Homes, Inc. L+10.00% 11.50% PIK 8/10/2018 2/26/2021 2,095 2,095 2,915 1.2 %
American Community Homes, Inc. L+10.00% 11.50% PIK 3/29/2019 2/26/2021 3,879 3,879 3,879 1.7 %
American Community Homes, Inc. L+10.00% 11.50% PIK 9/30/2019 2/26/2021 18 18 18 0.0 %
American Community Homes, Inc. L+10.00% 11.50% PIK 12/30/2019 2/26/2021 89 89 89 0.0 %
HFZ Capital Group, LLC (g) (af) L+12.50% 14.00% PIK 10/20/2017 n/a (i) 13,242 13,242 13,106 5.6 %
HFZ Capital Group, LLC (g) (af) L+12.50% 14.00% PIK 10/20/2017 n/a (i) 4,758 4,758 4,709 2.0 %
MC Asset Management (Industrial), LLC (g) (af) L+17.00% 18.00% PIK 6/11/2019 10/30/2024 10,702 10,695 11,579 4.9 %
52,153 52,146 53,665 22.9 %
Beverage, Food & Tobacco
TJ Management HoldCo, LLC (Revolver) (f) (k) L+5.50% 6.50 % 9/9/2020 9/8/2023 795 0.0 %
795 0.0 %
Containers, Packaging & Glass
Summit Container Corporation L+8.00% 9.00 % 12/5/2013 3/31/2021 3,259 3,269 3,204 1.4 %
Summit Container Corporation (Revolver) (f) L+8.00% 9.00 % 6/15/2018 3/31/2021 6,015 1,657 1,654 0.7 %
9,274 4,926 4,858 2.1 %
Healthcare & Pharmaceuticals
Ascent Midco, LLC (j) L+5.50% 6.50 % 2/5/2020 2/5/2025 6,930 6,814 6,997 3.0 %
Ascent Midco, LLC (Delayed Draw) (f) (h) (j) L+5.50% 6.50 % 2/5/2020 2/5/2025 2,838 0.0 %
Ascent Midco, LLC (Revolver) (f) L+5.50% 6.50 % 2/5/2020 2/5/2025 1,129 0.0 %
SHI Holdings, Inc. (j) L+10.75% 10.90% PIK (l) 7/10/2014 n/a (i) 2,899 2,897 188 0.1 %
SHI Holdings, Inc. (Revolver) (f) L+10.75% 10.90% PIK (l) 7/10/2014 n/a (i) 4,667 4,585 297 0.1 %
18,463 14,296 7,482 3.2 %
High Tech Industries
Mnine Holdings, Inc. L+8.00% 4.00% Cash/ 5.00% PIK 11/2/2018 12/30/2022 11,768 11,665 12,356 5.3 %
11,768 11,665 12,356 5.3 %
Retail
Luxury Optical Holdings Co. L+8.00% 9.00% PIK (l) 9/12/2014 12/15/2021 1,481 1,481 1,430 0.6 %
Luxury Optical Holdings Co. (Delayed Draw) (f) (h) L+11.50% 12.50 % (l) 9/29/2017 12/15/2021 3,565 624 624 0.3 %
Luxury Optical Holdings Co. (Revolver) L+8.00% 9.00% PIK (l) 9/12/2014 12/15/2021 68 68 66 0.0 %
5,114 2,173 2,120 0.9 %
Services: Business
Curion Holdings, LLC (j) n/a 14.00% PIK (l) 5/2/2017 5/2/2022 4,226 4,189 3,159 1.4 %
Curion Holdings, LLC (Revolver) (f) n/a 14.00% PIK (l) 5/2/2017 5/2/2022 871 836 820 0.3 %
5,097 5,025 3,979 1.7 %
Services: Consumer
NECB Collections, LLC (Revolver) (f) L+11.00% 12.00% PIK (l) 6/25/2019 6/30/2021 1,356 1,312 834 0.3 %
1,356 1,312 834 0.3 %
Total Non-Controlled Affiliate Senior Secured Loans 104,020 91,543 85,294 36.4 %
Unitranche Secured Loans (r)
Consumer Goods: Non-Durable
Incipio, LLC (z) L+8.50% 9.50% PIK (l) 12/26/2014 8/22/2022 14,701 14,677 1,764 0.8 %
Incipio, LLC (aa) L+8.50% 9.50% PIK 3/9/2018 8/22/2022 4,278 4,278 4,227 1.8 %
Incipio, LLC L+8.50% 9.50% PIK 7/6/2018 8/22/2022 1,818 1,818 1,805 0.8 %
Incipio, LLC L+8.50% 9.50% PIK 1/15/2020 8/22/2022 1,530 1,530 1,519 0.6 %
Incipio, LLC L+8.50% 9.50% PIK 4/17/2019 8/22/2022 766 766 761 0.3 %
Incipio, LLC (Delayed Draw) (f) (h) L+8.50% 9.50% PIK 7/8/2020 8/22/2022 2,525 1,498 1,488 0.6 %
25,618 24,567 11,564 4.9 %
Total Non-Controlled Affiliate Unitranche Secured Loans 25,618 24,567 11,564 4.9 %
Junior Secured Loans
Consumer Goods: Non-Durable
Incipio, LLC (ab) n/a 10.70% PIK (l) 6/18/2018 8/22/2022 3,766 0.0 %
Incipio, LLC (ac) n/a 10.70% PIK (l) 6/18/2018 8/22/2022 7,194 0.0 %
10,960 0.0 %

18

MONROE CAPITAL CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS – (continued)

December 31, 2020

(in thousands, except for shares and units)

Portfolio Company (a) Spread
Above

Index (b)
Interest
Rate
Acquisition
Date (c)
Maturity Principal Amortized
Cost
Fair
Value (d)
% of
Net Assets (e)
Services: Business
Curion Holdings, LLC (j) n/a 15.00% PIK (l) 8/17/2018 1/2/2023 1,720 $ 1 $ 0.0 %
Curion Holdings, LLC (j) n/a 15.00% PIK (l) 8/17/2018 1/2/2023 44 0.0 %
1,764 1 0.0 %
Total Non-Controlled Affiliate Company Junior Secured Loans 12,724 1 0.0 %
Equity Securities (v) (y)
Banking, Finance, Insurance & Real Estate
American Community Homes, Inc. (warrant to purchase up to 22.3% of the equity) (w) 10/9/2014 12/18/2024 0.0 %
MC Asset Management (Corporate), LLC (15.9% of interests) (g) (af) (w) 6/11/2019 793 785 0.3 %
793 785 0.3 %
Beverage, Food & Tobacco
TJ Management HoldCo, LLC (16 shares of common stock) (k) (w) 9/9/2020 2,386 3,323 1.4 %
2,386 3,323 1.4 %
Consumer Goods: Non-Durable
Incipio, LLC (1,774 shares of Series C common units) (w) 7/6/2018 0.0 %
0.0 %
Containers, Packaging & Glass
Summit Container Corporation (warrant to purchase up to 19.5% of the equity) (w) 1/6/2014 1/6/2024 139 0.1 %
139 0.1 %
Healthcare & Pharmaceuticals
Ascent Midco, LLC (2,032,258 Class A units) n/a 8.00% PIK 2/5/2020 2,032 3,016 1.3 %
Familia Dental Group Holdings, LLC (1,052 Class A units) (ad) (w) 4/8/2016 3,602 3,118 1.3 %
SHI Holdings, Inc. (24 shares of common stock) (w) 12/14/2016 27 0.0 %
5,661 6,134 2.6 %
High Tech Industries
Mnine Holdings, Inc. (6,400 Class B units) (w) 6/30/2020 0.0 %
0.0 %
Retail
Luxury Optical Holdings Co. (91 preferred units) n/a 15.00% PIK (l) 9/12/2014 3,631 2,476 1.1 %
Luxury Optical Holdings Co. (86 shares of common stock) (w) 9/29/2017 0.0 %
3,631 2,476 1.1 %
Services: Business
Curion Holdings, LLC (58,779 shares of common stock) (w) 8/17/2018 0.0 %
0.0 %
Services: Consumer
NECB Collections, LLC (20.8% of units) (w) 6/21/2019 1,458 0.0 %
1,458 0.0 %
Total Non-Controlled Affiliate Equity Securities 13,929 12,857 5.5 %
Total Non-Controlled Affiliate Company Investments $ 130,040 $ 109,715 46.8 %
Controlled Affiliate Company Investments (ae)
Equity Securities
Investment Funds & Vehicles
MRCC Senior Loan Fund I, LLC (50.0% of the equity interests) (g) 10/31/2017 $ 42,150 $ 39,284 16.7 %
Total Controlled Affiliate Equity Securities 42,150 39,284 16.7 %
Total Controlled Affiliate Company Investments $ 42,150 $ 39,284 16.7 %
TOTAL INVESTMENTS $ 596,103 $ 547,039 233.3 %

19

MONROE CAPITAL CORPORATION

CONSOLIDATED SCHEDULE OF INVESTMENTS – (continued)

December 31, 2020

(in thousands, except for shares and units)

Derivative Instruments

Foreign currency forward contracts

Notional Amount Notional Amount Unrealized Gain
Description to be Purchased to be Sold Counterparty Settlement Date (Loss)
Foreign currency forward contract $ 107 £ 87 Bannockburn Global Forex, LLC 1/4/2021 $ (12 )
Foreign currency forward contract $ 264 £ 206 Bannockburn Global Forex, LLC 3/3/2021 (18 )
Foreign currency forward contract $ 33 £ 26 Bannockburn Global Forex, LLC 3/3/2021 (2 )
Foreign currency forward contract $ 103 £ 84 Bannockburn Global Forex, LLC 4/2/2021 (12 )
Foreign currency forward contract $ 271 £ 212 Bannockburn Global Forex, LLC 6/1/2021 (19 )
Foreign currency forward contract $ 33 £ 26 Bannockburn Global Forex, LLC 6/1/2021 (2 )
Foreign currency forward contract $ 103 £ 83 Bannockburn Global Forex, LLC 7/2/2021 (11 )
Foreign currency forward contract $ 102 £ 83 Bannockburn Global Forex, LLC 10/4/2021 (11 )
Foreign currency forward contract $ 101 £ 82 Bannockburn Global Forex, LLC 1/3/2022 (11 )
Foreign currency forward contract $ 97 £ 79 Bannockburn Global Forex, LLC 4/4/2022 (11 )
Foreign currency forward contract $ 36 £ 29 Bannockburn Global Forex, LLC 5/6/2022 (4 )
$ (113 )

(a) All of the Company’s investments are issued by eligible portfolio companies, as defined in the Investment Company Act of 1940 (the “1940 Act”), unless otherwise noted. All of the Company’s investments are issued by U.S. portfolio companies unless otherwise noted.
(b) The majority of the investments bear interest at a rate that may be determined by reference to the London Interbank Offered Rate (“LIBOR” or “L”) or Prime Rate (“Prime” or “P”) which reset daily, monthly, quarterly, or semiannually. For each such investment, the Company has provided the spread over LIBOR or Prime and the current contractual interest rate in effect at December 31, 2020. Certain investments are subject to a LIBOR or Prime interest rate floor, or rate cap. Certain investments contain a payment-in-kind (“PIK”) provision.
(c) Except as otherwise noted, all of the Company’s portfolio company investments, which as of December 31, 2020 represented 233.3% of the Company’s net assets or 93.5% of the Company’s total assets, are subject to legal restrictions on sales.
(d) Because there is no readily available market value for these investments, the fair value of these investments is determined in good faith using significant unobservable inputs by the Company’s board of directors as required by the 1940 Act. (See Note 4 in the accompanying notes to the consolidated financial statements.)
(e) Percentages are based on net assets of $234,434 as of December 31, 2020.
(f) All or a portion of this commitment was unfunded at December 31, 2020. As such, interest is earned only on the funded portion of this commitment.
(g) This investment is treated as a non-qualifying investment under Section 55(a) of the 1940 Act. Under the 1940 Act, the Company may not acquire any non-qualifying asset unless, at the time the acquisition is made, qualifying assets represent at least 70% of the Company’s total assets. As of December 31, 2020, non-qualifying assets totaled 19.9% of the Company’s total assets.
(h) This delayed draw loan requires that certain financial covenants be met by the portfolio company prior to any fundings.
(i) This is a demand note with no stated maturity.
(j) All of this loan is held in the Company’s wholly-owned subsidiary, Monroe Capital Corporation SBIC, LP, and is therefore not collateral to the Company’s revolving credit facility.
(k) During the three months ended September 30, 2020, the senior secured lender group of Toojay’s Management, LLC (“Toojay’s OldCo”) established TJ Management HoldCo, LLC (“Toojay’s NewCo”) in order to acquire certain of the assets of Toojay’s OldCo as part of a bankruptcy restructuring. The Company owns 15.9% of the equity in Toojay’s NewCo. Toojay’s NewCo credit bid a portion of the senior secured debt in Toojay’s OldCo to acquire certain assets of Toojay’s OldCo which constitute the ongoing operations of the portfolio company. The Company’s portion of this credit bid was $2,386, and as such the Company’s outstanding senior secured debt investment in Toojay’s OldCo was reduced by the amount of the credit bid and the Company’s cost basis of its new equity investment in Toojay’s NewCo was increased by the amount of the credit bid. While the Company still has loans outstanding at Toojay’s OldCo, the Company has valued these positions at zero as of December 31, 2020.
(l) This position was on non-accrual status as of December 31, 2020, meaning that the Company has ceased accruing interest income on the position. See Note 2 in the accompanying notes to the consolidated financial statements for additional information on the Company’s accounting policies.

(m) This investment represents a note convertible to preferred shares of the borrower.
(n) This is an international company.
(o) In May 2020, an arbitrator issued a final award in favor of the estate of Rockdale Blackhawk, LLC (the “Estate”) in the legal proceeding between the Estate and a national insurance carrier. The Company’s share of the net proceeds from the award exceeded the contractual obligations due to the Company as a result of the Company’s right to receive excess proceeds pursuant to the terms of a sharing agreement between the lenders and the Estate. In June 2020, the Company received $33,135 as an initial payment of proceeds from the legal proceedings from the Estate, of which $19,540 was recorded as a reduction in the cost basis of the Company’s investment in Rockdale, $3,878 was recorded as the collection of previously accrued interest, $7,378 was recorded as investment income for previously unaccrued interest and fees and $2,339 was recorded as realized gains. Additionally, as an offset, the Company recorded net change in unrealized (loss) of ($8,243) primarily as a result of the reversal associated with the collection of proceeds from the Estate. Total net income associated with the Company’s investment in Rockdale was $1,887 during the year ended December 31, 2020. As of December 31, 2020, the Company has this remaining investment in Rockdale associated with residual proceeds currently expected from the Estate. This investment is a non-income producing security.
(p) This loan is denominated in Great Britain pounds and is translated into U.S. dollars as of the valuation date.
(q) As of December 31, 2020, the Company was party to a subscription agreement with a commitment to fund an equity investment of $289.
(r) The Company structures its unitranche secured loans as senior secured loans. The Company obtains security interests in the assets of these portfolio companies that serve as collateral in support of the repayment of these loans. This collateral may take the form of first-priority liens on the assets of a portfolio company. Generally, the Company syndicates a “first out” portion of the loan to an investor and retains a “last out” portion of the loan, in which case the “first out” portion of the loan will generally receive priority with respect to payments of principal, interest and any other amounts due thereunder. Unitranche structures combine characteristics of traditional first lien senior secured as well as second lien and subordinated loans and the Company’s unitranche secured loans will expose the Company to the risks associated with second lien and subordinated loans and may limit the Company’s recourse or ability to recover collateral upon a portfolio company’s bankruptcy. Unitranche secured loans typically provide for moderate loan amortization in the initial years of the facility, with the majority of the amortization deferred until loan maturity. Unitranche secured loans generally allow the borrower to make a large lump sum payment of principal at the end of the loan term, and there is a risk of loss if the borrower is unable to pay the lump sum or refinance the amount owed at maturity. In many cases the Company, together with its affiliates, are the sole or majority lender of these unitranche secured loans, which can afford the Company additional influence with a borrower in terms of monitoring and, if necessary, remediation in the event of underperformance.
(s) A portion of this loan (principal of $9,258) is held in the Company’s wholly-owned subsidiary, Monroe Capital Corporation SBIC, LP, and is therefore not collateral to the Company’s revolving credit facility.
(t) A portion of this loan (principal of $525) is held in the Company’s wholly-owned subsidiary, Monroe Capital Corporation SBIC, LP, and is therefore not collateral to the Company’s revolving credit facility.
(u) Represents less than 5% ownership of the portfolio company’s voting securities.
(v) Ownership of certain equity investments may occur through a holding company or partnership.
(w) Represents a non-income producing security.
(x) As of December 31, 2020, the Company was party to a subscription agreement with a commitment to fund an additional equity investment of $16.
(y) As defined in the 1940 Act, the Company is deemed to be an “Affiliated Person” of the portfolio company as it owns 5% or more of the portfolio company’s voting securities. See Note 5 in the accompanying notes to the consolidated financial statements for additional information on transactions in which the issuer was an Affiliated Person (but not a portfolio company that the Company is deemed to control).
(z) A portion of this loan (principal of $5,390) is held in the Company’s wholly-owned subsidiary, Monroe Capital Corporation SBIC, LP, and is therefore not collateral to the Company’s revolving credit facility.
(aa) A portion of this loan (principal of $54) is held in the Company’s wholly-owned subsidiary, Monroe Capital Corporation SBIC, LP, and is therefore not collateral to the Company’s revolving credit facility.
(ab) A portion of this loan (principal of $1,015) is held in the Company’s wholly-owned subsidiary, Monroe Capital Corporation SBIC, LP, and is therefore not collateral to the Company’s revolving credit facility.
(ac) A portion of this loan (principal of $1,938) is held in the Company’s wholly-owned subsidiary, Monroe Capital Corporation SBIC, LP, and is therefore not collateral to the Company’s revolving credit facility.
(ad) As of December 31, 2020, the Company was party to a subscription agreement with a commitment to fund an additional equity investment of $611.
(ae) As defined in the 1940 Act, the Company is deemed to be both an “Affiliated Person” of and to “Control” this portfolio company as it owns more than 25% of the portfolio company’s voting securities. See Note 5 in the accompanying notes to the consolidated financial statements for additional information on transactions in which the issuer was both an Affiliated Person and a portfolio company that the Company is deemed to control.
(af)

The Company restructured its investments in HFZ Capital Group LLC (“HFZ”) and HFZ Member RB portfolio, LLC (“Member RB”) during the three months ended December 31, 2020. As part of the restructuring of HFZ, the Company obtained a 15.9% equity interest in MC Asset Management (Corporate), LLC (“Corporate”). As part of the Member RB restructuring, the Company exchanged its loan in Member RB for a promissory note in MC Asset Management (Industrial), LLC (“Industrial”). Corporate owns 100% of the equity of Industrial. In conjunction with these restructurings, the Company participated $4,758 of principal of its loan to HFZ as an equity contribution to Industrial. This participation did not qualify for sale accounting under ASC Topic 860 – Transfers and Servicing because the sale did not meet the definition of a “participating interest”, as defined in the guidance, in order for sale treatment to be allowed. As a result, the Company continues to reflect its full investment in HFZ but has split the loan into two investments.

n/a - not applicable

See Notes to Consolidated Financial Statements.

20

MONROE CAPITAL CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

(in thousands, except share and per share data)

Note 1. Organization and Principal Business

Monroe Capital Corporation (together with its subsidiaries, the “Company”) is an externally managed, non-diversified, closed-end management investment company and has elected to be regulated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”). The Company’s investment objective is to maximize the total return to its stockholders in the form of current income and capital appreciation through investment in senior secured, junior secured and unitranche secured (a combination of senior secured and junior secured debt in the same facility in which the Company syndicates a “first out” portion of the loan to an investor and retains a “last out” portion of the loan) debt and, to a lesser extent, unsecured subordinated debt and equity investments. The Company is managed by Monroe Capital BDC Advisors, LLC (“MC Advisors”), a registered investment adviser under the Investment Advisers Act of 1940, as amended. In addition, for U.S. federal income tax purposes, the Company has elected to be treated as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”).

On February 28, 2014, the Company’s wholly-owned subsidiary, Monroe Capital Corporation SBIC, LP (“MRCC SBIC”), a Delaware limited partnership, received a license from the Small Business Administration (“SBA”) to operate as a Small Business Investment Company (“SBIC”) under Section 301(c) of the Small Business Investment Act of 1958, as amended. MRCC SBIC commenced operations on September 16, 2013. See Note 7 for additional information.

Note 2. Summary of Significant Accounting Policies

Basis of Presentation

The accompanying consolidated financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”). The accompanying consolidated financial statements of the Company and related financial information have been prepared pursuant to the requirements for reporting on Form 10-Q and Articles 6 and 10 of Regulation S-X. The Company has determined it meets the definition of an investment company and follows the accounting and reporting guidance in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946 Financial Services – Investment Companies (“ASC Topic 946”).

Use of Estimates

The preparation of the consolidated financial statements in conformity with GAAP requires the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities as of the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

Consolidation

As permitted under ASC Topic 946, the Company will generally not consolidate its investment in a portfolio 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, including MRCC SBIC and its wholly-owned general partner MCC SBIC GP, LLC, and the Company’s wholly-owned taxable subsidiaries (the “Taxable Subsidies”) in its consolidated financial statements. The purpose of the Taxable Subsidiaries is to permit the Company to hold equity investments in portfolio companies that are taxed as partnerships for U.S. federal income tax purposes while complying with the “source of income” requirements contained in the RIC tax provisions. The Taxable Subsidiaries are not consolidated with the Company for U.S. federal corporate income tax purposes, and each Taxable Subsidiary is subject to U.S. federal corporate income tax on its taxable income. All intercompany balances and transactions have been eliminated. The Company does not consolidate its non-controlling interest in MRCC Senior Loan Fund I, LLC (“SLF”). See further description of the Company’s investment in SLF in Note 3.

21

Fair Value of Financial Instruments

The Company applies fair value to substantially all of its financial instruments in accordance with ASC Topic 820 Fair Value Measurements and Disclosures (“ASC Topic 820”). ASC Topic 820 defines fair value, establishes a framework used to measure fair value, and requires disclosures for fair value measurements, including the categorization of financial instruments into a three-level hierarchy based on the transparency of valuation inputs. See Note 4 for further discussion regarding the fair value measurements and hierarchy.

ASC Topic 820 requires disclosure of the fair value of financial instruments for which it is practical to estimate such value. The Company believes that the carrying amounts of its other financial instruments such as cash, receivables and payables approximate the fair value of such items due to the short maturity of such instruments.

Revenue Recognition

The Company’s revenue recognition policies are as follows:

Investments and related investment income: Interest and dividend income is recorded on the accrual basis to the extent that the Company expects to collect such amounts. Interest income is accrued based upon the outstanding principal amount and contractual terms of debt and preferred equity investments. Interest is accrued on a daily basis. The Company records fees on loans based on the determination of whether the fee is considered a yield enhancement or payment for a service. If the fee is considered a yield enhancement associated with a funding of cash on a loan, the fee is generally deferred and recognized into interest income using the effective interest method if captured in the cost basis or using the straight-line method if the loan is unfunded and therefore there is no cost basis. If the fee is not considered a yield enhancement because a service was provided, and the fee is payment for that service, the fee is deemed earned and recognized as fee income in the period the service has been completed.

Dividend income on preferred equity securities is recorded as dividend income on an accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected. Dividend income on common equity securities is recorded on the record date for private portfolio companies. Each distribution received from limited liability company (“LLC”) and limited partnership (“LP”) investments is evaluated to determine if the distribution should be recorded as dividend income or a return of capital. Generally, the Company will not record distributions from equity investments in LLCs and LPs as dividend income unless there are sufficient accumulated tax-basis earnings and profits in the LLC or LP prior to the applicable distribution. Distributions that are classified as a return of capital are recorded as a reduction in the cost basis of the investment. For the three and six months ended June 30, 2021, the Company received return of capital distributions from its equity investments of $1,117 and $1,177, respectively. For the three and six months ended June 30, 2020, the Company did not receive return of capital distributions from its equity investments.

The Company has certain investments in its portfolio that contain a payment-in-kind (“PIK”) provision, which represents contractual interest or dividends that are added to the principal balance and recorded as income. The Company stops accruing PIK interest or PIK dividends when it is determined that PIK interest or PIK dividends are no longer collectible. To maintain RIC tax treatment, and to avoid incurring corporate U.S. federal income tax, substantially all of this income must be paid out to stockholders in the form of distributions, even though the Company has not yet collected the cash.

Loan origination fees, original issue discount and market discount or premiums are capitalized, and the Company then amortizes such amounts using the effective interest method as interest income over the life of the investment. Unamortized discounts and loan origination fees totaled $4,380 and $4,844 as of June 30, 2021 and December 31, 2020, respectively. Upfront loan origination and closing fees received for the three and six months ended June 30, 2021 totaled $1,038 and $1,503, respectively. Upfront loan origination and closing fees received for the three and six months ended June 30, 2020 totaled $11 and $986, respectively. Upon the prepayment of a loan or debt security, any unamortized premium or discount or loan origination fees are recorded as interest income.

22

The components of the Company’s investment income were as follows:

Three months ended June 30,
2021 2020
Interest income $ 8,500 $ 13,531
PIK interest income 1,734 2,464
Dividend income (1) 1,149 849
Fee income 300 2,823
Prepayment gain (loss) 416 639
Accretion of discounts and amortization of premium 265 336
Total investment income $ 12,364 $ 20,642

Six months ended June 30,
2021 2020
Interest income $ 17,461 $ 25,510
PIK interest income 3,413 3,540
Dividend income (2) 2,411 2,040
Fee income 777 3,021
Prepayment gain (loss) 898 853
Accretion of discounts and amortization of premium 617 680
Total investment income $ 25,577 $ 35,644

(1) Includes PIK dividends of $72 and ($51), respectively.
(2) Includes PIK dividends of $134 and ($10), respectively.

Investment transactions are recorded on a trade-date basis. Realized gains or losses on portfolio investments are calculated based upon the difference between the net proceeds from the disposition and the amortized cost basis of the investment, without regard to unrealized gains or losses previously recognized. Realized gains and losses are recorded within net realized gain (loss) on investments on the consolidated statements of operations. Changes in the fair value of investments from the prior period, as determined by the Company’s board of directors (the “Board”) through the application of the Company’s valuation policy, are included within net change in unrealized gain (loss) on investments on the consolidated statements of operations.

Non-accrual: Loans or preferred equity securities are placed on non-accrual status when principal, interest or dividend payments become materially past due, or when there is reasonable doubt that principal, interest or dividends will be collected. Additionally, any original issue discount and market discount are no longer accreted to interest income as of the date the loan is placed on non-accrual status. Interest payments received on non-accrual loans may be recognized as income or applied to principal depending upon management’s judgment. Non-accrual loans are restored to accrual status when past due principal, interest, or dividends are paid, and, in management’s judgment are likely to remain current. The fair value of the Company’s investments on non-accrual status totaled $26,451 and $22,273 at June 30, 2021 and December 31, 2020, respectively.

Distributions

Distributions to common stockholders are recorded on the applicable record date. The amount, if any, to be distributed to common stockholders is determined by the Board each quarter and is generally based upon the Company’s earnings estimated by management. Net realized capital gains, if any, are generally distributed at least annually.

The determination of the tax attributes for the Company’s distributions is made annually, based upon its taxable income for the full year and distributions paid for the full year. Ordinary dividend distributions from a RIC do not qualify for the preferential tax rate on qualified dividend income from domestic corporations and qualified foreign corporations, except to the extent that the RIC received the income in the form of qualifying dividends from domestic corporations and qualified foreign corporations. The tax attributes for distributions will generally include both ordinary income and capital gains, but may also include qualified dividends or return of capital.

In October 2012, the Company adopted a dividend reinvestment plan (“DRIP”) that provides for the reinvestment of dividends on behalf of its stockholders, unless a stockholder has elected to receive dividends in cash. When the Company declares a cash dividend, the Company’s stockholders who have not “opted out” of the DRIP at least three days prior to the dividend payment date will have their cash dividend automatically reinvested into additional shares of the Company’s common stock. The Company has the option to satisfy the share requirements of the DRIP through the issuance of new shares of common stock or through open market purchases of common stock by the DRIP plan administrator. Newly issued shares are valued based upon the final closing price of the Company’s common stock on a date determined by the Board. Shares purchased in the open market to satisfy the DRIP requirements will be valued based upon the average price of the applicable shares purchased by the DRIP plan administrator, before any associated brokerage or other costs. See Note 9 for additional information on the Company’s distributions.

Segments

In accordance with ASC Topic 280 – Segment Reporting , the Company has determined that it has a single reporting segment and operating unit structure.

Cash

The Company deposits its cash in a financial institution and, at times, such balances may be in excess of the Federal Deposit Insurance Corporation insurance limits.

23

Restricted Cash

Restricted cash includes amounts held within MRCC SBIC. Cash held within an SBIC is generally restricted to the originations of new loans from the SBIC and the payment of SBA debentures and related interest expense.

Unamortized Deferred Financing Costs

Deferred financing costs represent fees and other direct incremental costs incurred in connection with the Company’s borrowings. As of June 30, 2021 and December 31, 2020, the Company had unamortized deferred financing costs of $7,178 and $7,052 respectively, presented as a direct reduction of the carrying amount of debt on the consolidated statements of assets and liabilities. These amounts are amortized and included in interest and other debt financing expenses on the consolidated statements of operations over the estimated average life of the borrowings. Amortization of deferred financing costs for the three and six months ended June 30, 2021 was $537 and $1,138, respectively. Amortization of deferred financing costs for the three and six months ended June 30, 2020 was $520 and $1,004, respectively.

Offering Costs

Offering costs include, among other things, fees paid in relation to legal, accounting, regulatory and printing work completed in preparation of debt and equity offerings. Offering costs from equity offerings are charged against the proceeds from the offering within the consolidated statements of changes in net assets. Offering costs from debt offerings are reclassified to unamortized deferred financing costs on the consolidated statements of assets and liabilities as noted above. As of June 30, 2021 and December 31, 2020, other assets on the consolidated statements of assets and liabilities included $131 and $562, respectively, of deferred offering costs which will be charged against the proceeds from future debt or equity offerings when completed.

Investments Denominated in Foreign Currency

As of June 30, 2021, the Company held investments in two portfolio companies that were denominated in Great Britain pounds and one portfolio company that was denominated in Australian dollars. As of December 31, 2020, the Company held investments in two portfolio companies that were denominated in Great Britain pounds.

At each balance sheet date, portfolio company investments denominated in foreign currencies are translated into U.S. dollars using the spot exchange rate on the last business day of the period. Purchases and sales of foreign portfolio company investments, and any income from such investments, are translated into U.S. dollars using the rates of exchange prevailing on the respective dates of such transactions.

Although the fair values of foreign portfolio company investments and the fluctuation in such fair values are translated into U.S. dollars using the applicable foreign exchange rates described above, the Company does not isolate the portion of the change in fair value resulting from foreign currency exchange rates fluctuations from the change in fair value of the underlying investment. All fluctuations in fair value are included in net change in unrealized gain (loss) on investments on the Company’s consolidated statements of operations.

Investments denominated in foreign currencies and foreign currency transactions may involve certain consideration and risks not typically associated with those of domestic origin, including unanticipated movements in the value of the foreign currency relative to the U.S. dollar.

Derivative Instruments

The Company may enter into foreign currency forward contracts to reduce the Company’s exposure to foreign currency exchange rate fluctuations. In a foreign currency forward contract, the Company agrees to receive or deliver a fixed quantity of one currency for another, at a pre-determined price at a future date. Foreign currency forward contracts are marked-to-market based on the difference between the forward rate and the exchange rate at the current period end. Unrealized gain (loss) on foreign currency forward contracts are recorded on the Company’s consolidated statements of assets and liabilities by counterparty on a net basis.

The Company does not utilize hedge accounting and as such values its foreign currency forward contracts at fair value with the change in unrealized gain or loss recorded in net change in unrealized gain (loss) on foreign currency forward contracts and the realized gain or loss recorded in net realized gain (loss) on foreign currency forward contracts on the Company’s consolidated statements of operations.

24

Income Taxes

The Company has elected to be treated as a RIC under Subchapter M of the Code and operates in a manner so as to qualify for the tax treatment available to RICs. To maintain qualification as a RIC, the Company must, among other things, meet certain source-of-income and asset diversification requirements and distribute to stockholders, for each taxable year, at least 90% of the Company’s “investment company taxable income,” which is generally the Company’s net ordinary income plus the excess, if any, of realized net short-term capital gains over realized net long-term capital losses. If the Company qualifies as a RIC and satisfies the annual distribution requirement, the Company will not have to pay corporate-level federal income taxes on any income that the Company distributes to its stockholders. The Company intends to make distributions in an amount sufficient to maintain RIC status each year and to avoid any federal income taxes on income. The Company is also subject to nondeductible federal excise taxes if the Company does not distribute at least 98% of net ordinary income, 98.2% of any capital gain net income, if any, and any recognized and undistributed income from prior years for which it paid no federal income taxes. To the extent that the Company determines that its estimated current year annual taxable income may exceed estimated current year dividend distributions, the Company accrues excise tax, calculated as 4% of the estimated excess taxable income, if any, as taxable income is earned. For the three and six months ended June 30, 2021, the Company recorded a net expense on the consolidated statements of operations of $153 and $183, respectively, for U.S. federal excise tax. For the three and six months ended June 30, 2020, the Company recorded a net expense on the consolidated statements of operations of $125 and $145, respectively, for U.S. federal excise tax. As of June 30, 2021 and December 31, 2020, the Company had payables of $89 and $306 for excise taxes, respectively, which were included in accounts payable and accrued expenses on the Company’s consolidated statements of assets and liabilities.

The Company’s consolidated Taxable Subsidiaries may be subject to U.S. federal and state corporate-level income taxes. For both the three and six months ended June 30, 2021, the Company did not record a net tax expense on the consolidated statements of operations for these Taxable Subsidiaries. For both the three and six months ended June 30, 2020, the Company recorded a net tax expense of $2 on the consolidated statements of operations for these subsidiaries. As of both June 30, 2021 and December 31, 2020, no payables for corporate-level income taxes were accrued.

The Company accounts for income taxes in conformity with ASC Topic 740 — Income Taxes (“ASC Topic 740”). ASC Topic 740 provides guidelines for how uncertain tax positions should be recognized, measured, presented and disclosed in the consolidated financial statements. ASC Topic 740 requires the evaluation of tax positions taken in the course of preparing the Company’s tax returns to determine whether the tax positions are “more-likely-than-not” to be sustained by the applicable tax authority. Tax benefits of positions not deemed to meet the more-likely-than-not threshold would be recorded as a tax expense in the current year. It is the Company’s policy to recognize accrued interest and penalties related to uncertain tax benefits in income tax expense. The Company did not take any material uncertain income tax positions through June 30, 2021. The 2017 through 2020 tax years remain subject to examination by U.S. federal and state tax authorities.

Subsequent Events

The Company has evaluated the need for disclosures and/or adjustments resulting from subsequent events through the date the consolidated financial statements were issued. There have been no subsequent events that occurred during such period that would require disclosure in this Form 10-Q or would be required to be recognized in the consolidated financial statements as of and for the six months ended June 30, 2021.

Recent Accounting Pronouncements

In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (“ASU 2020-04”). The amendments in ASU 2020-04 provide optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The standard is effective as of March 12, 2020 through December 31, 2022. Management is currently evaluating the impact of the optional guidance on the Company’s consolidated financial statements and disclosures. The Company did not utilize the optional expedients and exceptions provided by ASU 2020-04 during the six months ended June 30, 2021.

25

Note 3. Investments

The following tables show the composition of the Company’s investment portfolio, at amortized cost and fair value (with corresponding percentage of total portfolio investments):

June 30, 2021 December 31, 2020

Amortized Cost:

Senior secured loans $ 422,657 74.3 % $ 427,173 71.7 %
Unitranche secured loans 62,995 11.1 77,465 13.0
Junior secured loans 8,208 1.4 14,763 2.4
LLC equity interest in SLF 42,150 7.4 42,150 7.1
Equity securities 33,155 5.8 34,552 5.8
Total $ 569,165 100.0 % $ 596,103 100.0 %

June 30, 2021 December 31, 2020
Fair Value:
Senior secured loans $ 404,322 76.3 % $ 405,224 74.1 %
Unitranche secured loans 45,500 8.6 64,040 11.7
Junior secured loans 8,125 1.5 14,592 2.6
LLC equity interest in SLF 41,385 7.8 39,284 7.2
Equity securities 30,657 5.8 23,899 4.4
Total $ 529,989 100.0 % $ 547,039 100.0 %

The following tables show the composition of the Company’s investment portfolio by geographic region, at amortized cost and fair value (with corresponding percentage of total portfolio investments). The geographic composition is determined by the location of the corporate headquarters of the portfolio company, which may not be indicative of the primary source of the portfolio company’s business:

June 30, 2021 December 31, 2020
Amortized Cost:
International $ 32,208 5.6 % $ 19,276 3.2 %
Midwest 123,868 21.8 149,468 25.1
Northeast 140,082 24.6 139,553 23.4
Southeast 141,595 24.9 142,721 24.0
Southwest 23,306 4.1 23,857 4.0
West 108,106 19.0 121,228 20.3
Total $ 569,165 100.0 % $ 596,103 100.0 %

June 30, 2021 December 31, 2020
Fair Value:
International $ 32,671 6.2 % $ 20,008 3.7 %
Midwest 122,152 23.0 144,261 26.4
Northeast 126,785 23.9 123,349 22.5
Southeast 138,863 26.2 138,406 25.3
Southwest 25,491 4.8 25,557 4.7
West 84,027 15.9 95,458 17.4
Total $ 529,989 100.0 % $ 547,039 100.0 %

The following tables show the composition of the Company’s investment portfolio by industry, at amortized cost and fair value (with corresponding percentage of total portfolio investments):

June 30, 2021 December 31, 2020
Amortized Cost:
Automotive $ 13,034 2.3 % $ 9,495 1.6 %
Banking, Finance, Insurance & Real Estate 79,776 14.0 70,779 11.9
Beverage, Food & Tobacco 27,034 4.7 26,308 4.4
Capital Equipment 9,839 1.7 13,603 2.3
Chemicals, Plastics & Rubber 9,947 1.7 28,723 4.8
Construction & Building 13,683 2.4 16,651 2.8
Consumer Goods: Durable 5,929 1.0 24,410 4.1
Consumer Goods: Non-Durable 27,555 4.8 26,030 4.3
Containers, Packaging & Glass 4,926 0.8
Environmental Industries 12,320 2.2 12,996 2.2
Healthcare & Pharmaceuticals 58,124 10.2 42,857 7.2
High Tech Industries 84,354 14.8 81,845 13.7
Hotels, Gaming & Leisure 2,586 0.5 1,771 0.3
Investment Funds & Vehicles 42,150 7.4 42,150 7.1
Media: Advertising, Printing & Publishing 13,536 2.4 30,764 5.1
Media: Broadcasting & Subscription 2,373 0.4 2,190 0.4
Media: Diversified & Production 18,049 3.2 6,707 1.1
Retail 32,250 5.7 32,017 5.4
Services: Business 65,339 11.5 79,768 13.4
Services: Consumer 32,149 5.7 29,697 5.0
Telecommunications 4,417 0.8 1,100 0.2
Wholesale 14,721 2.6 11,316 1.9
Total $ 569,165 100.0 % $ 596,103 100.0 %

26

June 30, 2021 December 31, 2020
Fair Value:
Automotive $ 13,254 2.5 % $ 9,637 1.8 %
Banking, Finance, Insurance & Real Estate 83,895 15.8 72,627 13.3
Beverage, Food & Tobacco 25,578 4.8 20,676 3.8
Capital Equipment 10,017 1.9 13,750 2.5
Chemicals, Plastics & Rubber 9,476 1.8 27,754 5.1
Construction & Building 13,866 2.6 16,809 3.0
Consumer Goods: Durable 76 18,893 3.4
Consumer Goods: Non-Durable 9,868 1.9 13,027 2.4
Containers, Packaging & Glass 4,997 0.9
Environmental Industries 12,655 2.4 13,168 2.4
Healthcare & Pharmaceuticals 53,655 10.1 37,815 6.9
High Tech Industries 84,521 15.9 81,417 14.9
Hotels, Gaming & Leisure 2,645 0.5 1,771 0.3
Investment Funds & Vehicles 41,385 7.8 39,284 7.2
Media: Advertising, Printing & Publishing 16,101 3.0 31,553 5.8
Media: Broadcasting & Subscription 2,380 0.5 2,227 0.4
Media: Diversified & Production 18,499 3.5 6,811 1.2
Retail 19,772 3.7 18,443 3.4
Services: Business 65,007 12.3 78,584 14.4
Services: Consumer 27,974 5.3 25,306 4.6
Telecommunications 4,505 0.9 1,100 0.2
Wholesale 14,860 2.8 11,390 2.1
Total $ 529,989 100.0 % $ 547,039 100.0 %

MRCC Senior Loan Fund I, LLC

The Company co-invests with Life Insurance Company of the Southwest (“LSW”) in senior secured loans through SLF, an unconsolidated Delaware LLC. SLF is capitalized as underlying investment transactions are completed, taking into account available debt and equity commitments available for funding these investments. All portfolio and investment decisions in respect to SLF must be approved by the SLF investment committee, consisting of one representative from the Company and one representative from LSW. SLF may cease making new investments upon notification of either member but operations will continue until all investments have been sold or paid-off in the normal course of business. Investments held by SLF are measured at fair value using the same valuation methodologies as described in Note 4. The Company’s investment is illiquid in nature as SLF does not allow for withdrawal from the LLC or the sale of a member’s interest unless approved by the board members of SLF. The full withdrawal of a member would result in an orderly wind-down of SLF.

SLF’s profits and losses are allocated to the Company and LSW in accordance with their respective ownership interests. As of both June 30, 2021 and December 31, 2020, the Company and LSW each owned 50.0% of the LLC equity interests of SLF. As of both June 30, 2021 and December 31, 2020, SLF had $100,000 in equity commitments from its members (in the aggregate), of which $84,300 was funded.

As of both June 30, 2021 and December 31, 2020, the Company had committed to fund $50,000 of LLC equity interest subscriptions to SLF. As of both June 30, 2021 and December 31, 2020, $42,150 of the Company’s LLC equity interest subscriptions to SLF had been called and contributed, net of return of capital distributions subject to recall.

For the three and six months ended June 30, 2021, the Company received $1,075 and $2,275 of dividend income from its LLC equity interest in SLF, respectively. For the three and six months ended June 30, 2020, the Company received $900 and $2,050 of dividend income from its LLC equity interest in SLF, respectively.

SLF has a senior secured revolving credit facility (as amended, the “SLF Credit Facility”) with Capital One, N.A., through its wholly-owned subsidiary MRCC Senior Loan Fund I Financing SPV, LLC (“SLF SPV”), which as of June 30, 2021 allowed SLF SPV to borrow up to $170,000 at any one time, subject to leverage and borrowing base restrictions. Borrowings under the SLF Credit Facility bear interest at an annual rate of LIBOR (three-month) plus 2.25%. The maturity date on the SLF Credit Facility is March 22, 2023.

27

SLF does not pay any fees to MC Advisors or its affiliates; however, SLF has entered into an administration agreement with Monroe Capital Management Advisors, LLC (“MC Management”), pursuant to which certain loan servicing and administrative functions are delegated to MC Management. SLF may reimburse MC Management for its allocable share of overhead and other expenses incurred by MC Management. For the three and six months ended June 30, 2021, SLF incurred $50 and $108, respectively, of allocable expenses. For the three and six months ended June 30, 2020, SLF incurred $50 and $106, respectively, of allocable expenses. There are no agreements or understandings by which the Company guarantees any SLF obligations.

As of June 30, 2021 and December 31, 2020, SLF had total assets at fair value of $199,766 and $209,666, respectively. As of June 30, 2021 and December 31, 2020, SLF had one portfolio company investment on non-accrual status with a fair value of $1,050 and $1,031, respectively. The portfolio companies in SLF are in industries and geographies similar to those in which the Company may invest directly. Additionally, as of June 30, 2021 and December 31, 2020, SLF had $563 and $839, respectively, in outstanding commitments to fund investments under undrawn revolvers and delayed draw commitments.

Below is a summary of SLF’s portfolio, followed by a listing of the individual investments in SLF’s portfolio as of June 30, 2021 and December 31, 2020:

As of
June 30, 2021 December 31, 2020
Senior secured loans (1) 200,376 214,389
Weighted average current interest rate on senior secured loans (2) 5.9 % 5.8 %
Number of borrowers in SLF 54 57
Largest portfolio company investment (1) 6,755 6,790
Total of five largest portfolio company investments (1) 26,982 27,064

(1) Represents outstanding principal amount, excluding unfunded commitments.
(2) Computed as the (a) annual stated interest rate on accruing senior secured loans divided by (b) total senior secured loans at outstanding principal amount.

28

MRCC SENIOR LOAN FUND I, LLC

CONSOLIDATED SCHEDULE OF INVESTMENTS

(unaudited)

June 30, 2021

Portfolio Company (a) Spread Above
Index (b)
Interest Rate (b) Maturity Principal Fair Value
Non-Controlled/Non-Affiliate Company Investments
Senior Secured Loans
Aerospace & Defense
Bromford Industries Limited (c) L+5.25% 6.25 % 11/5/2025 2,758 $ 2,701
Bromford Industries Limited (c) L+5.25% 6.25 % 11/5/2025 1,839 1,801
Trident Maritime SH, Inc. L+5.50% 6.50 % 2/26/2027 2,479 2,474
Trident Maritime SH, Inc. (Revolver) (d) L+5.50% 6.50 % 2/26/2027 265 41
7,341 7,017
Automotive
Truck-Lite Co., LLC L+6.25% 7.25 % 12/14/2026 1,717 1,717
Truck-Lite Co., LLC L+6.25% 7.25 % 12/14/2026 254 254
Wheel Pros, Inc. L+4.50% 5.25 % 5/11/2028 1,957 1,957
3,928 3,928
Banking, Finance, Insurance & Real Estate
Avison Young (USA), Inc. (c) L+6.00% 6.15 % 1/30/2026 4,875 4,826
Harbour Benefit Holdings, Inc. L+5.25% 6.25 % 12/13/2024 4,629 4,566
Harbour Benefit Holdings, Inc. L+5.25% 6.25 % 12/13/2024 103 102
Lightbox Intermediate, L.P. L+5.00% 5.15 % 5/11/2026 4,900 4,875
Minotaur Acquisition, Inc. L+4.75% 4.85 % 3/27/2026 2,933 2,936
17,440 17,305
Beverage, Food & Tobacco
CBC Restaurant Corp. (f) n/a 5.00% PIK (e) 12/30/2022 1,116 1,050
SW Ingredients Holdings, LLC L+4.00% 5.00 % 7/3/2025 3,638 3,634
4,754 4,684
Capital Equipment
Analogic Corporation L+5.25% 6.25 % 6/24/2024 4,776 4,667
4,776 4,667
Chemicals, Plastics & Rubber
Polymer Solutions Group L+7.00% 8.00 % 1/1/2023 1,197 1,179
1,197 1,179
Construction & Building
The Cook & Boardman Group, LLC L+5.75% 6.75 % 10/20/2025 2,925 2,859
2,925 2,859
Consumer Goods: Durable
International Textile Group, Inc. L+5.00% 5.26 % 5/1/2024 1,734 1,677
1,734 1,677
Consumer Goods: Non-Durable
PH Beauty Holdings III, Inc. L+5.00% 5.14 % 9/26/2025 2,430 2,330
2,430 2,330
Containers, Packaging & Glass
Liqui-Box Holdings, Inc. L+4.50% 5.50 % 2/26/2027 4,290 4,125
Polychem Acquisition, LLC L+5.00% 5.50 % 3/17/2025 2,933 2,933
Port Townsend Holdings Company, Inc. L+6.75%

5.75% Cash/

2.00% PIK

4/3/2024 4,740 4,313
PVHC Holding Corp. L+4.75% 5.75 % 8/5/2024 3,234 2,943
15,197 14,314
Energy: Oil & Gas
Drilling Info Holdings, Inc. L+4.25% 4.35 % 7/30/2025 4,539 4,483
Offen, Inc. L+5.00% 5.10 % 6/22/2026 2,400 2,400
Offen, Inc. L+5.00% 5.10 % 6/22/2026 881 881
7,820 7,764
Healthcare & Pharmaceuticals
LSCS Holdings, Inc. L+4.25% 4.42 % 3/17/2025 2,287 2,264
LSCS Holdings, Inc. L+4.25% 4.42 % 3/17/2025 590 584
Radiology Partners, Inc. L+4.25% 4.32 % 7/9/2025 4,760 4,764
7,637 7,612

29

MRCC SENIOR LOAN FUND I, LLC

CONSOLIDATED SCHEDULE OF INVESTMENTS – (continued)

(unaudited)

June 30, 2021

Portfolio Company (a) Spread Above
Index (b)
Interest Rate (b) Maturity Principal Fair Value
High Tech Industries
Corel, Inc. (c) L+5.00% 5.14 % 7/2/2026 3,850 $ 3,857
LW Buyer, LLC L+5.00% 5.15 % 12/30/2024 4,900 4,876
TGG TS Acquisition Company L+6.50% 6.60 % 12/12/2025 3,557 3,569
12,307 12,302
Hotels, Gaming & Leisure
Excel Fitness Holdings, Inc. L+5.25% 6.25 % 10/7/2025 4,186 4,083
North Haven Spartan US Holdco, LLC L+5.00% 6.00 % 6/6/2025 2,309 2,041
Tait, LLC L+5.00% 5.20 % 3/28/2025 4,146 3,723
Tait, LLC (Revolver) P+4.00% 7.25 % 3/28/2025 769 723
11,410 10,570
Media: Advertising, Printing & Publishing
Cadent, LLC L+5.25% 6.25 % 9/11/2023 4,728 4,716
Cadent, LLC (Revolver) (d) L+5.25% 6.25 % 9/11/2023 167
Digital Room Holdings, Inc. L+5.00% 5.20 % 5/21/2026 4,340 4,340
Monotype Imaging Holdings, Inc. L+5.50% 6.50 % 10/9/2026 4,844 4,837
14,079 13,893
Media: Diversified & Production
Research Now Group, Inc. and Survey Sampling International, LLC L+5.50% 6.50 % 12/20/2024 6,755 6,693
Stats Intermediate Holding, LLC L+5.25% 5.41 % 7/10/2026 4,925 4,941
The Octave Music Group, Inc. L+6.00%

6.25% Cash/

0.75% PIK

5/29/2025 4,828 4,725
16,508 16,359
Services: Business
AQ Carver Buyer, Inc. L+5.00% 6.00 % 9/23/2025 4,913 4,906
CHA Holdings, Inc. L+4.50% 5.50 % 4/10/2025 1,992 1,892
CHA Holdings, Inc. L+4.50% 5.50 % 4/10/2025 420 399
Eliassen Group, LLC L+4.25% 4.35 % 11/5/2024 3,009 3,000
Engage2Excel, Inc. L+7.25%

7.00% Cash/

1.25% PIK

3/7/2023 4,316 4,348
Engage2Excel, Inc. L+7.25%

7.00% Cash/

1.25% PIK

3/7/2023 779 784
Engage2Excel, Inc. (Revolver) (d) L+7.25%

7.00% Cash/

1.25% PIK

3/7/2023 552 379
Legility, LLC L+6.00% 7.00 % 12/17/2025 4,838 4,753
Orbit Purchaser, LLC L+4.50% 5.50 % 10/21/2024 2,444 2,425
Orbit Purchaser, LLC L+4.50% 5.50 % 10/21/2024 1,887 1,873
Orbit Purchaser, LLC L+4.50% 5.50 % 10/21/2024 552 548
Output Services Group, Inc. L+4.50% 5.50 % 3/27/2024 4,840 4,217
SIRVA Worldwide, Inc. L+5.50% 5.60 % 8/4/2025 1,875 1,771
Teneo Holdings, LLC L+5.25% 6.25 % 7/11/2025 4,913 4,876
The Kleinfelder Group, Inc. L+5.25% 6.25 % 11/29/2024 2,438 2,438
39,768 38,609
Services: Consumer
Cambium Learning Group, Inc. L+4.50% 5.25 % 12/18/2025 4,503 4,534
LegalZoom.com, Inc. L+4.50% 4.60 % 11/21/2024 2,681 2,681
7,184 7,215
Telecommunications
Intermedia Holdings, Inc. L+6.00% 7.00 % 7/21/2025 1,788 1,787
Mavenir Systems, Inc. L+6.00% 7.00 % 5/8/2025 3,880 3,892
5,668 5,679
Transportation: Cargo
GlobalTranz Enterprises, LLC L+5.00% 5.10 % 5/15/2026 3,246 3,232
3,246 3,232
Utilities: Oil & Gas
NGS US Finco, LLC L+4.25% 5.25 % 10/1/2025 1,704 1,653
NGS US Finco, LLC L+5.25% 6.25 % 10/1/2025 249 245
1,953 1,898
Wholesale
BMC Acquisition, Inc. L+5.25% 6.25 % 12/30/2024 4,825 4,823
HALO Buyer, Inc. L+4.50% 5.50 % 6/30/2025 4,849 4,674
PT Intermediate Holdings III, LLC L+5.50% 6.50 % 10/15/2025 1,970 1,953
11,644 11,450
TOTAL INVESTMENTS $ 196,543

(a) All investments are U.S. companies unless otherwise noted.
(b) The majority of investments bear interest at a rate that may be determined by reference to the London Interbank Offered Rate ("LIBOR" or "L") or Prime ("P") which reset daily, monthly, quarterly or semiannually. The Company has provided the spread over LIBOR or Prime and the current contractual rate of interest in effect at June 30, 2021. Certain investment are subject to a LIBOR or Prime interest rate floor.
(c) This is an international company.
(d) All or a portion of this commitment was unfunded as of June 30, 2021. As such, interest is earned only on the funded portion of this commitment. Principal reflects the commitment outstanding.
(e) This position was on non-accrual status as of June 30, 2021, meaning that the Company has ceased accruing interest income on the position.
(f) A portion of this loan (principal of $115) is held at the SLF, not at the SLF SPV, and is therefore not collateral to the SLF Credit Facility.

30

MRCC SENIOR LOAN FUND I, LLC

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2020

Portfolio Company (a) Spread Above
Index (b)
Interest Rate (b) Maturity Principal Fair Value
Non-Controlled/Non-Affiliate Company Investments
Senior Secured Loans
Aerospace & Defense
Bromford Industries Limited (c) L+5.25 % 6.25 % 11/5/2025 2,772 $ 2,685
Bromford Industries Limited (c) L+5.25 % 6.25 % 11/5/2025 1,848 1,790
Trident Maritime SH, Inc. L+4.75 % 5.75 % 6/4/2024 4,401 4,363
Trident Maritime SH, Inc. (Revolver) (d) L+4.75 % 5.75 % 6/4/2024 340
9,361 8,838
Automotive
Truck-Lite Co., LLC L+6.25 % 7.25 % 12/14/2026 1,726 1,716
Truck-Lite Co., LLC L+6.25 % 7.25 % 12/14/2026 256 254
Wheel Pros, Inc. L+5.25 % 6.25 % 11/10/2027 3,000 2,961
4,982 4,931
Banking, Finance, Insurance & Real Estate
Avison Young (USA), Inc. (c) L+5.00 % 5.25 % 1/30/2026 4,900 4,659
Harbour Benefit Holdings, Inc. (fka Zenith Merger Sub, Inc.) L+5.25 % 6.25 % 12/13/2024 4,653 4,585
Harbour Benefit Holdings, Inc. (fka Zenith Merger Sub, Inc.) (Delayed Draw) (d) L+5.25 % 6.25 % 12/13/2024 264 102
Lightbox Intermediate, L.P. L+5.00 % 5.15 % 5/11/2026 4,925 4,777
Minotaur Acquisition, Inc. L+5.00 % 5.15 % 3/27/2026 2,947 2,900
17,689 17,023
Beverage, Food & Tobacco
CBC Restaurant Corp. n/a 5.00% PIK (e) 4/28/2022 1,117 1,031
SW Ingredients Holdings, LLC L+4.00 % 5.00 % 7/3/2025 3,656 3,647
4,773 4,678
Capital Equipment
Analogic Corporation L+5.25 % 6.25 % 6/24/2024 4,800 4,800
4,800 4,800
Chemicals, Plastics & Rubber
Polymer Solutions Group L+7.00 % 8.00 % 6/30/2021 1,216 1,189
1,216 1,189
Construction & Building
ISC Purchaser, LLC L+4.00 % 5.00 % 7/11/2025 4,937 4,896
The Cook & Boardman Group, LLC L+5.75 % 6.75 % 10/20/2025 2,940 2,811
7,877 7,707
Consumer Goods: Durable
International Textile Group, Inc. L+5.00 % 5.37 % 5/1/2024 1,758 1,597
1,758 1,597
Consumer Goods: Non-Durable
PH Beauty Holdings III, Inc. L+5.00 % 5.23 % 9/26/2025 2,442 2,149
2,442 2,149
Containers, Packaging & Glass
Liqui-Box Holdings, Inc. L+4.50 % 5.50 % 2/26/2027 4,312 3,848
Polychem Acquisition, LLC L+5.00 % 5.15 % 3/17/2025 2,948 2,948
Port Townsend Holdings Company, Inc. L+6.75 % 5.75% Cash/
2.00% PIK
4/3/2024 4,683 4,263
PVHC Holding Corp. L+4.75 % 5.75 % 8/5/2024 3,250 2,844
15,193 13,903
Energy: Oil & Gas
Drilling Info Holdings, Inc. L+4.25 % 4.40 % 7/30/2025 4,563 4,429
Offen, Inc. L+5.00 % 5.15 % 6/22/2026 2,412 2,343
Offen, Inc. L+5.00 % 5.15 % 6/22/2026 885 860
7,860 7,632
Healthcare & Pharmaceuticals
LSCS Holdings, Inc. L+4.25 % 4.51 % 3/17/2025 2,299 2,253
LSCS Holdings, Inc. L+4.25 % 4.51 % 3/17/2025 593 582
Radiology Partners, Inc. L+4.25 % 4.40 % 7/9/2025 4,760 4,692
7,652 7,527

31

MRCC SENIOR LOAN FUND I, LLC

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

December 31, 2020

Portfolio Company (a) Spread Above
Index (b)
Interest Rate (b) Maturity Principal Fair Value
High Tech Industries
AQA Acquisition Holding, Inc. L+4.25 % 5.25 % 5/24/2023 3,257 $ 3,257
Corel, Inc. (c) L+5.00 % 5.23 % 7/2/2026 3,900 3,844
LW Buyer, LLC L+5.00 % 5.15 % 12/30/2024 4,925 4,900
TGG TS Acquisition Company L+6.50 % 6.65 % 12/12/2025 3,753 3,720
15,835 15,721
Hotels, Gaming & Leisure
Excel Fitness Holdings, Inc. L+5.25 % 6.25 % 10/7/2025 4,207 3,878
North Haven Spartan US Holdco, LLC L+5.00 % 6.00 % 6/6/2025 2,321 1,979
Tait, LLC L+5.00 % 5.23 % 3/28/2025 4,167 3,669
Tait, LLC (Revolver) P+4.00 % 7.25 % 3/28/2025 769 711
11,464 10,237
Media: Advertising, Printing & Publishing
Cadent, LLC L+5.50 % 6.50 % 9/11/2023 4,728 4,622
Cadent, LLC (Revolver) (d) L+5.50 % 6.50 % 9/11/2023 167
Digital Room Holdings, Inc. L+5.00 % 5.27 % 5/21/2026 4,362 4,133
Monotype Imaging Holdings, Inc. L+5.50 % 6.50 % 10/9/2026 4,906 4,653
14,163 13,408
Media: Diversified & Production
Research Now Group, Inc. and Survey Sampling International, LLC L+5.50 % 6.50 % 12/20/2024 6,790 6,708
Stats Intermediate Holding, LLC L+5.25 % 5.47 % 7/10/2026 4,950 4,909
The Octave Music Group, Inc. L+6.00 % 6.25% Cash/
0.75% PIK
5/29/2025 4,871 4,335
16,611 15,952
Services: Business
AQ Carver Buyer, Inc. L+5.00 % 6.00 % 9/23/2025 4,937 4,888
CHA Holdings, Inc. L+4.50 % 5.50 % 4/10/2025 2,002 1,872
CHA Holdings, Inc. L+4.50 % 5.50 % 4/10/2025 422 395
Eliassen Group, LLC L+4.25 % 4.40 % 11/5/2024 3,017 2,922
Engage2Excel, Inc. L+8.00 % 7.00% Cash/
2.00% PIK
3/7/2023 4,299 4,178
Engage2Excel, Inc. L+8.00 % 7.00% Cash/
2.00% PIK
3/7/2023 776 754
Engage2Excel, Inc. (Revolver) (d) L+8.00 % 7.00% Cash/
2.00% PIK
3/7/2023 548 364
GI Revelation Acquisition, LLC L+5.00 % 5.15 % 4/16/2025 1,365 1,344
Legility, LLC L+6.00 % 7.00 % 12/17/2025 4,906 4,735
Orbit Purchaser, LLC L+4.50 % 5.50 % 10/21/2024 2,456 2,407
Orbit Purchaser, LLC L+4.50 % 5.50 % 10/21/2024 1,897 1,859
Orbit Purchaser, LLC L+4.50 % 5.50 % 10/21/2024 555 544
Output Services Group, Inc. L+4.50 % 5.50 % 3/27/2024 4,865 3,648
SIRVA Worldwide, Inc. L+5.50 % 5.65 % 8/4/2025 1,900 1,741
Teneo Holdings, LLC L+5.25 % 6.25 % 7/11/2025 4,938 4,903
The Kleinfelder Group, Inc. L+5.25 % 6.25 % 11/29/2024 2,450 2,450
41,333 39,004
Services: Consumer
Cambium Learning Group, Inc. L+4.50 % 4.75 % 12/18/2025 4,900 4,883
LegalZoom.com, Inc. L+4.50 % 4.65 % 11/21/2024 2,694 2,706
7,594 7,589
Telecommunications
Intermedia Holdings, Inc. L+6.00 % 7.00 % 7/21/2025 1,797 1,795
Mavenir Systems, Inc. L+6.00 % 7.00 % 5/8/2025 3,900 3,893
5,697 5,688
Transportation: Cargo
GlobalTranz Enterprises, LLC L+5.00 % 5.15 % 5/15/2026 3,262 3,050
3,262 3,050
Utilities: Oil & Gas
NGS US Finco, LLC L+4.25 % 5.25 % 10/1/2025 1,712 1,640
NGS US Finco, LLC L+5.25 % 6.25 % 10/1/2025 250 246
1,962 1,886
Wholesale
BMC Acquisition, Inc. L+5.25 % 6.25 % 12/30/2024 4,850 4,802
HALO Buyer, Inc. L+4.50 % 5.50 % 6/30/2025 4,875 4,533
PT Intermediate Holdings III, LLC L+5.50 % 6.50 % 10/15/2025 1,980 1,851
11,705 11,186
TOTAL INVESTMENTS $ 205,695

(a) All investments are U.S. companies unless otherwise noted.
(b) The majority of the investments bear interest at a rate that may be determined by reference to the London Interbank Offered Rate (“LIBOR” or “L”) or Prime Rate (“Prime” or “P”) which reset daily, monthly, quarterly, or semiannually. For each such investment, the Company has provided the spread over LIBOR or Prime and the current contractual interest rate in effect at December 31, 2020. Certain investments are subject to a LIBOR or Prime interest rate floor, or rate cap.
(c) This is an international company.
(d) All or a portion of this commitment was unfunded as of December 31, 2020. As such, interest is earned only on the funded portion of this commitment. Principal reflects the commitment outstanding.
(e) This position was on non-accrual status as of December 31, 2020, meaning that the Company has ceased accruing interest income on the position.

32

Below is certain summarized financial information for SLF as of June 30, 2021 and December 31, 2020 and for the three and six months ended June 30, 2021 and 2020:

June 30, 2021 December 31, 2020
(unaudited)
Assets
Investments, at fair value $ 196,543 $ 205,695
Cash 39 351
Restricted cash 2,619 2,948
Interest receivable 528 629
Other assets 37 43
Total assets $ 199,766 $ 209,666
Liabilities
Revolving credit facility $ 117,815 $ 131,497
Less: Unamortized deferred financing costs (1,372 ) (969 )
Total debt, less unamortized deferred financing costs 116,443 130,528
Interest payable 262 294
Accounts payable and accrued expenses 292 277
Total liabilities 116,997 131,099
Members’ capital 82,769 78,567
Total liabilities and members’ capital $ 199,766 $ 209,666

Three months ended June 30, Six months ended June 30,
2021 2020 2021 2020
(unaudited) (unaudited)
Investment income:
Interest income $ 3,210 $ 4,011 $ 6,663 $ 8,264
Total investment income 3,210 4,011 6,663 8,264
Expenses:
Interest and other debt financing expenses 1,024 1,488 2,003 3,102
Professional fees 162 164 332 348
Total expenses 1,186 1,652 2,335 3,450
Net investment income (loss) 2,024 2,359 4,328 4,814
Net gain (loss):
Net change in unrealized gain (loss) 761 7,901 4,424 (14,428 )
Net gain (loss) 761 7,901 4,424 (14,428 )
Net increase (decrease) in members’ capital $ 2,785 $ 10,260 $ 8,752 $ (9,614 )

Note 4. Fair Value Measurements

Investments

The Company values all investments in accordance with ASC Topic 820. ASC Topic 820 requires enhanced disclosures about assets and liabilities that are measured and reported at fair value. As defined in ASC Topic 820, fair value is 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. Where available, fair value is based on observable market prices or parameters, or derived from such prices or parameters. Where observable prices or inputs are not available, valuation models are applied. These valuation models involve some level of management estimation and judgment, the degree of which is dependent on the price transparency for the assets or liabilities or market and the assets’ or liabilities’ complexity.

ASC Topic 820 establishes a hierarchal disclosure framework which prioritizes and ranks the level of market price observability of inputs used in measuring investments at fair value. Market price observability is affected by a number of factors, including the type of investment and the characteristics specific to the investment. Investments with readily available active quoted prices or for which fair value can be measured from actively quoted prices generally will have a higher degree of market price observability and a lesser degree of judgment used in measuring fair value.

33

Based on the observability of the inputs used in the valuation techniques, the Company is required to provide disclosures on fair value measurements according to the fair value hierarchy. The fair value hierarchy ranks the observability of the inputs used to determine fair values. Investments carried at fair value are classified and disclosed in one of the following three categories:

· Level 1 Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities at the measurement date.

· Level 2 Valuations based on inputs other than quoted prices in active markets, including quoted prices for similar assets or liabilities, which are either directly or indirectly observable.

· Level 3 Valuations based on inputs that are unobservable and significant to the overall fair value measurement. This includes situations where there is little, if any, market activity for the assets or liabilities. The inputs into the determination of fair value are based upon the best information available and may require significant management judgment or estimation.

In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an asset’s or liability’s categorization within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the asset or liability. As of June 30, 2021 and December 31, 2020, all investments, with the exception of investments measured at fair value using net asset value (“NAV”), were categorized as Level 3 investments.

With respect to investments for which market quotations are not readily available, the Company’s Board undertakes a multi-step valuation process each quarter, as described below:

· the quarterly valuation process begins with each portfolio company or investment being initially evaluated and rated by the investment professionals of MC Advisors responsible for the credit monitoring of the portfolio investment;
· the Board engages one or more independent valuation firm(s) to conduct independent appraisals of a selection of investments for which market quotations are not readily available. The Company will consult with independent valuation firm(s) relative to each portfolio company at least once in every calendar year, but the independent appraisals are generally received quarterly for each investment;

· to the extent an independent valuation firm is not engaged to conduct an investment appraisal on an investment for which market quotations are not readily available, the investment will be valued by the MC Advisors investment professional responsible for the credit monitoring;
· preliminary valuation conclusions are then documented and discussed with the investment committee of MC Advisors;
· the audit committee of the Board reviews the preliminary valuations of MC Advisors and of the independent valuation firm(s) and MC Advisors adjusts or further supplements the valuation recommendations to reflect any comments provided by the audit committee; and
· the Board discusses these valuations and determines the fair value of each investment in the portfolio in good faith, based on the input of MC Advisors, the independent valuation firm(s) and the audit committee.

The accompanying consolidated schedules of investments held by the Company consist primarily of private debt instruments (“Level 3 debt”). The Company generally uses the income approach to determine fair value for Level 3 debt where market quotations are not readily available, as long as it is appropriate. If there is deterioration in credit quality or a debt investment is in workout status, the Company may consider other factors in determining the fair value, including the value attributable to the debt investment from the enterprise value of the portfolio company or the proceeds that would be received in a liquidation analysis. This liquidation analysis may include probability weighting of alternative outcomes. The Company generally considers its Level 3 debt to be performing if the borrower is not in default, the borrower is remitting payments in a timely manner; the loan is in covenant compliance or is otherwise not deemed to be impaired. In determining the fair value of the performing Level 3 debt, the Company considers fluctuations in current interest rates, the trends in yields of debt instruments with similar credit ratings, financial condition of the borrower, economic conditions and other relevant factors, both qualitative and quantitative. In the event that a Level 3 debt instrument is not performing, as defined above, the Company will evaluate the value of the collateral utilizing the same framework described above for a performing loan to determine the value of the Level 3 debt instrument.

Under the income approach, discounted cash flow models are utilized to determine the present value of the future cash flow streams of its debt investments, based on future interest and principal payments as set forth in the associated loan agreements. In determining fair value under the income approach, the Company also considers the following factors: applicable market yields and leverage levels, credit quality, prepayment penalties, the nature and realizable value of any collateral, the portfolio company’s ability to make payments, and changes in the interest rate environment and the credit markets that generally may affect the price at which similar investments may be made.

34

Under the market approach, the enterprise value methodology is typically utilized to determine the fair value of an investment. There is no one methodology to estimate enterprise value and, in fact, for any one portfolio company, enterprise value is generally best expressed as a range of values, from which the Company derives a single estimate of enterprise value. In estimating the enterprise value of a portfolio company, the Company analyzes various factors consistent with industry practice, including but not limited to original transaction multiples, the portfolio company’s historical and projected financial results, applicable market trading and transaction comparables, applicable market yields and leverage levels, the nature and realizable value of any collateral, the markets in which the portfolio company does business, and comparisons of financial ratios of peer companies that are public. Typically, the enterprise values of private companies are based on multiples of earnings before interest, income taxes, depreciation and amortization (“EBITDA”), cash flows, net income, revenues, or in limited cases, book value.

In addition, for certain debt investments, the Company may base its valuation on indicative bid and ask prices provided by an independent third-party pricing service. Bid prices reflect the highest price that the Company and others may be willing to pay. Ask prices represent the lowest price that the Company and others may be willing to accept. The Company generally uses the midpoint of the bid/ask range as its best estimate of fair value of such investment.

As of June 30, 2021, the Board determined, in good faith, the fair value of the Company’s portfolio investments in accordance with GAAP and the Company’s valuation procedures based on the facts and circumstances known by the Company at that time, or reasonably expected to be known at that time. Due to the overall volatility that the COVID-19 pandemic has caused, any valuations conducted in the future in conformity with GAAP could result in a lower fair value of the Company’s portfolio. The potential impact of COVID-19 on the Company’s results going forward will depend to a large extent on future developments or new information that may emerge regarding the full duration and severity of COVID-19, including the actions taken by governments and other entities to contain COVID-19 or treat its impact, all of which are beyond the Company’s control. Accordingly, the Company cannot predict the extent to which its financial condition and results of operations will be affected at this time.

Foreign Currency Forward Contracts

The valuation for the Company’s foreign currency forward contracts is based on the difference between the exchange rate associated with the forward contract and the exchange rate at the current period end. Foreign currency forward contracts are categorized as Level 2 in the fair value hierarchy.

Fair Value Disclosures

The following tables present fair value measurements of investments and foreign currency forward contracts, by major class according to the fair value hierarchy:

Fair Value Measurements
June 30, 2021 Level 1 Level 2 Level 3 Total
Investments:
Senior secured loans $ $ $ 404,322 $ 404,322
Unitranche secured loans 45,500 45,500
Junior secured loans 8,125 8,125
Equity securities 30,657 30,657
Investments measured at NAV (1) (2) 41,385
Total investments $ $ $ 488,604 $ 529,989
Foreign currency forward contracts asset (liability) $ $ 333 $ $ 333

Fair Value Measurements
December 31, 2020 Level 1 Level 2 Level 3 Total
Investments:
Senior secured loans $ $ $ 405,224 $ 405,224
Unitranche secured loans 64,040 64,040
Junior secured loans 14,592 14,592
Equity securities 23,899 23,899
Investments measured at NAV (1) (2) 39,284
Total investments $ $ $ 507,755 $ 547,039
Foreign currency forward contracts asset (liability) $ $ (113 ) $ $ (113 )

(1) Certain investments that are measured at fair value using the NAV have not been categorized in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented on the consolidated statements of assets and liabilities.
(2) Represents the Company’s investment in LLC equity interests in SLF. The fair value of this investment has been determined using the NAV of the Company’s ownership interest in SLF’s members’ capital.

35

Senior secured loans, unitranche secured loans and junior secured loans are collateralized by tangible and intangible assets of the borrowers. These investments include loans to entities that have some level of challenge in obtaining financing from other, more conventional institutions, such as a bank. Interest rates on these loans are either fixed or floating, and are based on current market conditions and credit ratings of the borrower. Excluding loans on non-accrual, the contractual interest rates on the loans ranged from 6.00% to 18.00% at June 30, 2021 and 6.00% to 18.00% at December 31, 2020. The maturity dates on the loans outstanding at June 30, 2021 range between September 2021 and June 2028.

The following tables provide a reconciliation of the beginning and ending balances for investments at fair value that use Level 3 inputs for the three and six months ended June 30, 2021:

Investments
Senior
secured loans
Unitranche
secured loans
Junior
secured loans
Equity
securities
Total
investments
Balance as of March 31, 2021 $ 392,399 $ 48,298 $ 11,999 $ 27,616 $ 480,312
Net realized gain (loss) on investments 19 890 909
Net change in unrealized gain (loss) on investments 986 (508 ) (199 ) 4,669 4,948
Purchases of investments and other adjustments to cost (1) 56,342 1,031 449 57,822
Proceeds from principal payments and sales of investments (2) (45,424 ) (3,321 ) (3,675 ) (2,967 ) (55,387 )
Reclassifications (3)
Balance as of June 30, 2021 $ 404,322 $ 45,500 $ 8,125 $ 30,657 $ 488,604

Investments
Senior
secured loans
Unitranche
secured loans
Junior
secured loans
Equity
securities
Total
investments
Balance as of December 31, 2020 $ 405,224 $ 64,040 $ 14,592 $ 23,899 $ 507,755
Net realized gain (loss) on investments (175 ) 892 717
Net change in unrealized gain (loss) on investments 3,611 (4,071 ) 87 8,160 7,787
Purchases of investments and other adjustments to cost (1) 101,238 1,455 168 736 103,597
Proceeds from principal payments and sales of investments (2) (105,576 ) (15,924 ) (6,722 ) (3,030 ) (131,252 )
Reclassifications (3)
Balance as of June 30, 2021 $ 404,322 $ 45,500 $ 8,125 $ 30,657 $ 488,604

(1) Includes purchases of new investments, effects of refinancing and restructurings, premium and discount accretion and amortization and PIK interest.
(2) Represents net proceeds from investments sold and principal paydowns received.
(3) Represents non-cash reclassification of investment type due to a restructuring.

The following tables provide a reconciliation of the beginning and ending balances for investments at fair value that use Level 3 inputs for the three and six months ended June 30, 2020:

Investments
Senior
secured loans
Unitranche
secured loans
Junior
secured loans
Equity
securities
Total
investments
Balance as of March 31, 2020 $ 481,565 $ 55,826 $ 11,704 $ 10,417 $ 559,512
Net realized gain (loss) on investments 2,340 121 2,461
Net change in unrealized gain (loss) on investments (4,960 ) (1,960 ) 710 1,088 (5,122 )
Purchases of investments and other adjustments to cost (1) 12,729 314 10 69 13,122
Proceeds from principal payments and sales of investments (2) (41,859 ) (165 ) (48 ) (160 ) (42,232 )
Reclassifications (3)
Balance as of June 30, 2020 $ 449,815 $ 54,015 $ 12,376 $ 11,535 $ 527,741

36

Investments
Senior
secured loans
Unitranche
secured loans
Junior
secured loans
Equity
securities
Total
investments
Balance as of December 31, 2019 $ 475,157 $ 76,247 $ 13,676 $ 8,739 $ 573,819
Net realized gain (loss) on investments 2,345 89 121 2,555
Net change in unrealized gain (loss) on investments (28,502 ) (10,447 ) (800 ) 565 (39,184 )
Purchases of investments and other adjustments to cost (1) 77,432 2,053 3,875 2,270 85,630
Proceeds from principal payments and sales of investments (2) (76,620 ) (13,924 ) (4,375 ) (160 ) (95,079 )
Reclassifications (3) 3 (3 )
Balance as of June 30, 2020 $ 449,815 $ 54,015 $ 12,376 $ 11,535 $ 527,741

(1) Includes purchases of new investments, effects of refinancing and restructurings, premium and discount accretion and amortization and PIK interest.
(2) Represents net proceeds from investments sold and principal paydowns received.
(3) Represents non-cash reclassification of investment type due to the restructuring.

The total net change in unrealized gain (loss) on investments included on the consolidated statements of operations for the three and six months ended June 30, 2021, attributable to Level 3 investments still held at June 30, 2021, was $5,602 and $8,339, respectively. The total net change in unrealized gain (loss) on investments included on the consolidated statements of operations for the three and six months ended June 30, 2020, attributable to Level 3 investments still held at June 30, 2020, was $5,353 and ($28,714), respectively. Reclassifications impacting Level 3 of the fair value hierarchy are reported as transfers in or out of Level 3 as of the beginning of the period in which the reclassifications occur. There were no transfers among Levels 1, 2 and 3 during the three and six months ended June 30, 2021 and 2020.

Significant Unobservable Inputs

ASC Topic 820 requires disclosure of quantitative information about the significant unobservable inputs used in the valuation of assets and liabilities classified as Level 3 within the fair value hierarchy. Disclosure of this information is not required in circumstances where a valuation (unadjusted) is obtained from a third-party pricing service and the information regarding the unobservable inputs is not reasonably available to the Company and as such, the disclosures provided below exclude those investments valued in that manner. The tables below are not intended to be all-inclusive, but rather to provide information on significant unobservable inputs and valuation techniques used by the Company.

The valuation techniques and significant unobservable inputs used in recurring Level 3 fair value measurements of assets and liabilities as of June 30, 2021 were as follows:

Weighted
Unobservable Average Range
Fair Value Valuation Technique Input Mean Minimum Maximum
Assets:
Senior secured loans $ 243,378 Discounted cash flow EBITDA multiples 7.0 x 4.5 x 19.6 x
Market yields 10.1 % 5.7 % 20.0 %
Senior secured loans 113,825 Discounted cash flow Revenue multiples 5.3 x 0.5 x 14.5 x
Market yields 8.5 % 6.0 % 17.0 %
Senior secured loans 22,299 Enterprise value Book value multiples 1.5 x 1.5 x 1.5 x
Senior secured loans 16,245 Enterprise value Revenue multiples 2.3 x 0.7 x 2.7 x
Senior secured loans 3,874 Liquidation Probability weighting of alternative outcomes 79.7 % 1.1 % 100.0 %
Senior secured loans 39 Enterprise value EBITDA multiples 11.5 x 11.5 x 11.5 x
Unitranche secured loans 38,491 Discounted cash flow EBITDA multiples 8.8 x 5.8 x 10.5 x
Market yields 8.9 % 7.8 % 12.0 %
Unitranche secured loans 7,009 Enterprise value Revenue multiples 0.6 x 0.6 x 0.6 x
Junior secured loans 766 Liquidation Probability weighting of alternative outcomes 91.9 % 91.9 % 91.9 %
Equity securities 12,114 Enterprise value EBITDA multiples 8.0 x 4.5 x 15.3 x
Equity securities 7,986 Enterprise value Revenue multiples 2.0 x 0.5 x 12.0 x
Equity securities 5,117 Liquidation Probability weighting of alternative outcomes 54.6 % 54.6 % 54.6 %
Equity securities 584 Enterprise value Tangible book value multiples 1.5 x 1.5 x 1.5 x
Equity securities 223 Option pricing model Volatility 65.0 % 65.0 % 65.0 %
Total Level 3 Assets $ 471,950 (1)

(1) Excludes loans of $16,654 at fair value where valuation (unadjusted) is obtained from a third-party pricing service for which such disclosure is not required.

The valuation techniques and significant unobservable inputs used in recurring Level 3 fair value measurements of assets and liabilities as of December 31, 2020 were as follows :

Weighted
Unobservable Average Range
Fair Value Valuation Technique Input Mean Minimum Maximum
Assets:
Senior secured loans $ 271,926 Discounted cash flow EBITDA multiples 7.5 x 2.8 x 16.6 x
Market yields 9.5 % 6.2 % 18.8 %
Senior secured loans 74,479 Discounted cash flow Revenue multiples 4.8 x 0.5 x 10.5 x
Market yields 9.2 % 6.1 % 18.5 %
Senior secured loans 24,271 Enterprise value Book value multiples 2.0 x 2.0 x 2.0 x
Senior secured loans 15,515 Enterprise value Revenue multiples 2.0 x 0.7 x 2.4 x
Senior secured loans 7,525 Liquidation Probability weighting of alternative outcomes 63.2 % 1.1 % 100.0 %
Senior secured loans 6,944 Enterprise value EBITDA multiples 8.0 x 8.0 x 8.0 x
Unitranche secured loans 52,476 Discounted cash flow EBITDA multiples 9.7 x 8.0 x 12.5 x
Market yields 9.3 % 7.5 % 12.8 %
Unitranche secured loans 9,800 Discounted cash flow Revenue multiples 0.7 x 0.7 x 0.7 x
Market yields 10.7 % 10.5 % 11.0 %
Unitranche secured loans 1,764 Enterprise value Revenue multiples 0.7 x 0.7 x 0.7 x
Junior secured loans 3,886 Discounted cash flow Market yields 10.0 % 10.0 % 10.0 %
Junior secured loans 762 Liquidation Probability weighting of alternative outcomes 91.5 % 91.5 % 91.5 %
Equity securities 10,865 Enterprise value EBITDA multiples 7.6 x 2.8 x 15.3 x
Equity securities 6,771 Enterprise value Revenue multiples 1.3 x 0.5 x 11.0 x
Equity securities 5,117 Liquidation Probability weighting of alternative outcomes 54.6 % 54.6 % 54.6 %
Equity securities 87 Option pricing model Volatility 70.0 % 70.0 % 70.0 %
Total Level 3 Assets $ 492,188 (1)

(1) Excludes loans of $15,567 at fair value where valuation (unadjusted) is obtained from a third-party pricing service for which such disclosure is not required.

37

The significant unobservable input used in the income approach of fair value measurement of the Company’s investments is the discount rate used to discount the estimated future cash flows expected to be received from the underlying investment, which include both future principal and interest payments. Increases (decreases) in the discount rate would result in a decrease (increase) in the fair value estimate of the investment. Included in the consideration and selection of discount rates are the following factors: risk of default, rating of the investment and comparable investments, and call provisions.

The significant unobservable inputs used in the market approach of fair value measurement of the Company’s investments are the market multiples of EBITDA or revenue of the comparable guideline public companies. The Company selects a population of public companies for each investment with similar operations and attributes of the portfolio company. Using these guideline public companies’ data, a range of multiples of enterprise value to EBITDA or revenue is calculated. The Company selects percentages from the range of multiples for purposes of determining the portfolio company’s estimated enterprise value based on said multiple and generally the latest twelve months EBITDA or revenue of the portfolio company (or other meaningful measure). Increases (decreases) in the multiple will result in an increase (decrease) in enterprise value, resulting in an increase (decrease) in the fair value estimate of the investment.

Other Financial Assets and Liabilities

ASC Topic 820 requires disclosure of the fair value of financial instruments for which it is practical to estimate such value. The Company believes that the carrying amounts of its other financial instruments such as cash, receivables and payables approximate the fair value of such items due to the short maturity of such instruments. Fair value of the Company’s revolving credit facility is estimated by discounting remaining payments using applicable market rates or market quotes for similar instruments at the measurement date, if applicable. As of both June 30, 2021 and December 31, 2020, the Company believes that the carrying value of its revolving credit facility approximates fair value. The 2026 Notes are carried at cost and with their longer maturity dates, fair value is estimated by discounting remaining payments using current market rates for similar instruments and considering such factors as the legal maturity date and the ability of market participants to prepay the notes. As of June 30, 2021, the Company believes that the carrying value of the 2026 Notes approximates fair value. SBA debentures are carried at cost and with their longer maturity dates, fair value is estimated by discounting remaining payments using current market rates for similar instruments and considering such factors as the legal maturity date and the ability of market participants to prepay the SBA debentures. As of both June 30, 2021 and December 31, 2020, the Company believes that the carrying value of the SBA debentures approximates fair value.

38

Note 5. Transactions with Affiliated Companies

An affiliated company is a company in which the Company has an ownership interest of 5% or more of its voting securities. A controlled affiliate company is a company in which the Company has an ownership interest of more than 25% of its voting securities. Please see the Company’s consolidated schedule of investments for the type of investment, principal amount, interest rate including the spread, and the maturity date. Transactions related to the Company’s investments with affiliates for the six months ended June 30, 2021 and 2020 were as follows:

Portfolio Company Fair value at
December
31, 2020
Transfers
in (out)
Purchases
(cost)
Sales and
paydowns
(cost)
PIK
interest
(cost)
Discount
accretion
Net
realized
gain (loss)
Net
unrealized
gain (loss)
Fair value at
June
30, 2021
Non-controlled affiliate company investment:
American Community Homes, Inc. $ 9,401 $ $ $ (90 ) $ 555 $ $ $ $ 9,866
American Community Homes, Inc. 6,239 (2,229 ) 374 4,384
American Community Homes, Inc. 825 (838 ) 13
American Community Homes, Inc. 570 (5 ) 33 598
American Community Homes, Inc. 335 (341 ) 6
American Community Homes, Inc. 2,915 (20 ) 125 205 3,225
American Community Homes, Inc. 3,879 (37 ) 229 42 4,113
American Community Homes, Inc. 18 1 19
American Community Homes, Inc. 89 (1 ) 6 94
American Community Homes, Inc. (Revolver)
American Community Homes, Inc. (warrant to purchase up to 22.3% of the equity) 584 584
24,271 (3,561 ) 1,342 831 22,883
Ascent Midco, LLC 6,997 (496 ) 14 (24 ) 6,491
Ascent Midco, LLC (Delayed Draw)
Ascent Midco, LLC (Revolver)
Ascent Midco, LLC (2,032,258 Class A units) 3,016 414 3,430
10,013 (496 ) 14 390 9,921
Curion Holdings, LLC 3,159 443 3,602
Curion Holdings, LLC (Revolver) 820 5 825
Curion Holdings, LLC (Junior secured loan)
Curion Holdings, LLC (Junior secured loan)
Curion Holdings, LLC (58,779 shares of common stock)
3,979 448 4,427
Familia Dental Group Holdings, LLC (1,052 Class A units) 3,118 60 3,178
3,118 60 3,178
HFZ Capital Group, LLC 13,106 1,437 14,543
HFZ Capital Group, LLC 4,709 516 5,225
MC Asset Management (Corporate), LLC 6,423 183 6,606
MC Asset Management (Corporate), LLC (Delayed Draw) 793 793
MC Asset Management (Corporate), LLC (15.9% interests) 785 101 886
MC Asset Management (Industrial), LLC 11,579 619 (98 ) 12,100
30,179 7,216 802 1,956 40,153
Incipio, LLC 1,764 (1,764 )
Incipio, LLC 4,227 48 (2,713 ) 1,562
Incipio, LLC 1,805 15 (88 ) 1,732
Incipio, LLC 1,519 13 (74 ) 1,458
Incipio, LLC 761 6 (37 ) 730
Incipio, LLC 1,488 108 9 (78 ) 1,527
Incipio, LLC (Junior secured loan)
Incipio, LLC (Junior secured loan)
Incipio, LLC (1,774 shares of Series C common units)
11,564 108 91 (4,754 ) 7,009
Luxury Optical Holdings Co. 1,430 51 1,481
Luxury Optical Holdings Co. (Delayed Draw) 624 882 (93 ) 93 1,506
Luxury Optical Holdings Co. (Revolver) 66 2 68
Luxury Optical Holdings Co. (91 preferred units) 2,476 (91 ) 2,385
Luxury Optical Holdings Co. (86 shares of common stock)
4,596 882 (93 ) 55 5,440
Mnine Holdings, Inc. 12,356 297 20 (30 ) 12,643
Mnine Holdings, Inc. (6,400 Class B units)
12,356 297 20 (30 ) 12,643
NECB Collections, LLC (Revolver) 834 (90 ) 744
NECB Collections, LLC (20.8% of units)
834 (90 ) 744
SHI Holdings, Inc. 188 (56 ) 132
SHI Holdings, Inc. (Revolver) 297 (89 ) 208
SHI Holdings, Inc. (24 shares of common stock)
485 (145 ) 340
Summit Container Corporation 3,204 (3,019 ) (250 ) 65
Summit Container Corporation (Revolver) 1,654 5,402 (7,059 ) 3
Summit Container Corporation (warrant to purchase up to 19.5% of the equity) 139 (139 )
4,997 5,402 (10,078 ) (250 ) (71 )
TJ Management HoldCo, LLC (Revolver)
TJ Management HoldCo, LLC (16 shares of common stock) 3,323 (755 ) 253 2,821
3,323 (755 ) 253 2,821
Total non-controlled affiliate company investments $ 109,715 $ $ 13,608 $ (14,983 ) $ 2,532 $ 34 $ (250 ) $ (1,097 ) $ 109,559
Controlled affiliate company investments:
MRCC Senior Loan Fund I, LLC $ 39,284 $ $ $ $ $ $ $ 2,101 $ 41,385
39,284 2,101 41,385
Total controlled affiliate company investments $ 39,284 $ $ $ $ $ $ $ 2,101 $ 41,385

39

Portfolio Company Fair value at
December 31, 2019
Transfers
in (out)
Purchases
(cost)
Sales and
paydowns
(cost)
PIK
interest
(cost)
Discount
accretion
Net
realized
gain (loss)
Net
unrealized
gain (loss)
Fair value at
June 30, 2020
Non-controlled affiliate company investment:
American Community Homes, Inc. $ 6,764 $ $ $ $ 534 $ 4 $ $ 199 $ 7,501
American Community Homes, Inc. 4,289 474 2 100 4,865
American Community Homes, Inc. 512 135 (4 ) 643
American Community Homes, Inc. 410 32 1 12 455
American Community Homes, Inc. 230 26 5 261
American Community Homes, Inc. 1,472 173 33 1,678
American Community Homes, Inc. 2,760 276 72 3,108
American Community Homes, Inc. 11 4 15
American Community Homes, Inc. 1,168 (1,111 ) 14 71
American Community Homes, Inc. (Revolver) 2,500 13 (500 ) 2,013
American Community Homes, Inc. (warrant to purchase up to 22.3% of the equity)
17,616 2,500 (1,111 ) 1,681 7 (83 ) 20,610
Ascent Midco, LLC 6,860 (34 ) 11 28 6,865
Ascent Midco, LLC (Delayed Draw)
Ascent Midco, LLC (Revolver) 734 (367 ) (5 ) 362
Ascent Midco, LLC (2,032,258 Class A units) 2,032 705 2,737
9,626 (401 ) 11 728 9,964
Curion Holdings, LLC 3,279 (159 ) 3,120
Curion Holdings, LLC (Revolver) 441 441
Curion Holdings, LLC (Junior secured loan)
Curion Holdings, LLC (Junior secured loan)
Curion Holdings, LLC (58,779 shares of common stock)
3,720 (159 ) 3,561
Incipio, LLC 12,343 128 (8,722 ) 3,749
Incipio, LLC 3,750 263 (32 ) 3,981
Incipio, LLC 1,606 112 (16 ) 1,702
Incipio, LLC 686 38 (7 ) 717
Incipio, LLC 1,404 54 (26 ) 1,432
Incipio, LLC (Junior secured loan)
Incipio, LLC (Junior secured loan)
Incipio, LLC (1,774 shares of Series C common units)
18,385 1,404 595 (8,803 ) 11,581
Luxury Optical Holdings Co. 3,457 (775 ) 2,682
Luxury Optical Holdings Co. 620 (7 ) 613
Luxury Optical Holdings Co. (Revolver) 159 (36 ) 123
Luxury Optical Holdings Co. (86 shares of common stock)
4,236 (818 ) 3,418
Mnine Holdings, Inc. (1) 10,321 964 7 857 12,149
Mnine Holdings, Inc. (6,400 Class B units) (1)
10,321 964 7 857 12,149
NECB Collections, LLC (Revolver) 1,148 112 39 1,299
NECB Collections LLC, LLC (20.8% of units) 318 (281 ) 37
1,466 112 39 (281 ) 1,336
SHI Holdings, Inc. 2,459 (2,089 ) 370
SHI Holdings, Inc. (Revolver) 3,601 345 (3,360 ) 586
SHI Holdings, Inc. (24 shares of common stock)
6,060 345 (5,449 ) 956
Summit Container Corporation 2,971 125 3,096
Summit Container Corporation (Revolver) 5,406 14,732 (17,618 ) 34 2,554
Summit Container Corporation (warrant to purchase up to 19.5% of the equity) 240 240
8,377 14,732 (17,618 ) 399 5,890
Total non-controlled affiliate company investments $ 59,860 $ 10,321 $ 28,719 $ (19,130 ) $ 3,279 $ 25 $ $ (13,609 ) $ 69,465
Controlled affiliate company investments:
MRCC Senior Loan Fund I, LLC $ 42,412 $ $ $ $ $ $ $ (6,857 ) $ 35,555
42,412 (6,857 ) 35,555
Total controlled affiliate company investments $ 42,412 $ $ $ $ $ $ $ (6,857 ) $ 35,555

(1) The Company restructured its investment in Mnine Holdings, Inc. (“Mnine”) during the three months ended June 30, 2020. As a part of the restructuring, the Company also received 5.3% of the equity of Mnine. For the purpose of this schedule, transfers in represents the fair value at March 31, 2020.

40

For the six months ended June 30,
2021 2020
Portfolio Company Interest
Income
Dividend
Income
Fee
Income
Interest
Income
Dividend
Income
Fee
Income
Non-controlled affiliate company investments:
American Community Homes, Inc. $ 553 $ $ $ 535 $ $
American Community Homes, Inc. 371 474
American Community Homes, Inc. 13 135
American Community Homes, Inc. 33 33
American Community Homes, Inc. 5 26
American Community Homes, Inc. 123 173
American Community Homes, Inc. 228 299
American Community Homes, Inc. 23 4
American Community Homes, Inc. 6 13
American Community Homes, Inc. (Revolver) 72
American Community Homes, Inc. (Warrant)
1,355 1,764
Ascent Midco, LLC 247 211
Ascent Midco, LLC (Delayed Draw) 8 6
Ascent Midco, LLC (Revolver) 2 14
Ascent Midco, LLC (Class A units) 86 66
257 86 231 66
Curion Holdings, LLC
Curion Holdings, LLC (Revolver)
Curion Holdings, LLC (Junior secured loan)
Curion Holdings, LLC (Junior secured loan)
Curion Holdings, LLC (Common stock)
Familia Dental Group Holdings, LLC (Class A units) n/a n/a n/a
n/a n/a n/a
HFZ Capital Group, LLC 932 n/a n/a n/a
HFZ Capital Group, LLC 335 n/a n/a n/a
MC Asset Management (Corporate), LLC 450 n/a n/a n/a
MC Asset Management (Corporate), LLC (Delayed Draw) 23 n/a n/a n/a
MC Asset Management (Corporate), LLC (LLC interest) n/a n/a n/a
MC Asset Management (Industrial), LLC 1,073 n/a n/a n/a
2,813 n/a n/a n/a
Incipio, LLC (309 )
Incipio, LLC 197
Incipio, LLC 83
Incipio, LLC 35
Incipio, LLC 65
Incipio, LLC n/a n/a n/a
Incipio, LLC (Junior secured loan)
Incipio, LLC (Junior secured loan)
Incipio, LLC (Common units)
71
Luxury Optical Holdings Co.
Luxury Optical Holdings Co. (Delayed Draw) 41
Luxury Optical Holdings Co. (Revolver)
Luxury Optical Holdings Co. (Preferred units) n/a n/a n/a
Luxury Optical Holdings Co. (Common stock)
41
Mnine Holdings, Inc. 673 299
Mnine Holdings, Inc. (Common units)
673 299
NECB Collections, LLC (Revolver) 77
NECB Collections, LLC (LLC units)
77
SHI Holdings, Inc. (2 )
SHI Holdings, Inc. (Revolver) (3 )
SHI Holdings, Inc. (Common stock)
(5 )
Summit Container Corporation 57 154
Summit Container Corporation (Revolver) 35 217
Summit Container Corporation (Warrant)
92 371
TJ Management HoldCo, LLC (Revolver) 6 n/a n/a n/a
TJ Management HoldCo, LLC (Common stock) n/a n/a n/a
6 n/a n/a n/a
Total non-controlled affiliate company investments $ 5,196 $ 86 $ $ 2,849 $ 66 $
Controlled affiliate company investments:
MRCC Senior Loan Fund I, LLC $ $ 2,275 $ $ $ 2,050 $
2,275 2,050
Total controlled affiliate company investments $ $ 2,275 $ $ $ 2,050 $

41

Note 6. Transactions with Related Parties

The Company has entered into an investment advisory agreement with MC Advisors (the “Investment Advisory Agreement”), under which MC Advisors, subject to the overall supervision of the Board, provides investment advisory services to the Company. The Company pays MC Advisors a fee for its services under the Investment Advisory Agreement consisting of two components - a base management fee and an incentive fee. The cost of both the base management fee and the incentive fee are borne by the Company’s stockholders, unless such fees are waived by MC Advisors.

The base management fee is calculated initially at an annual rate equal to 1.75% of average invested assets (calculated as total assets excluding cash, which includes assets financed using leverage); provided, however, the base management fee is calculated at an annual rate equal to 1.00% of the Company’s average invested assets (calculated as total assets excluding cash, which includes assets financed using leverage) that exceeds the product of (i) 200% and (ii) the Company’s average net assets. For the avoidance of doubt, the 200% is calculated in accordance with the asset coverage limitation as defined in the 1940 Act to give effect to the Company’s exemptive relief with respect to MRCC SBIC’s SBA debentures. This has the effect of reducing the Company’s base management fee rate on assets in excess of regulatory leverage of 1:1 debt to equity to 1.00% per annum. The base management fee is payable quarterly in arrears.

Base management fees for the three and six months ended June 30, 2021 were $2,327 and $4,661, respectively. Base management fees for the three and six months ended June 30, 2020 were $2,434 and $4,985, respectively.

The incentive fee consists of two parts. The first part is calculated and payable quarterly in arrears and equals 20% of “pre-incentive fee net investment income” for the immediately preceding quarter, subject to a 2% (8% annualized) preferred return, or “hurdle,” and a “catch up” feature. The foregoing incentive fee is subject to a total return requirement, which provides that no incentive fee in respect of pre-incentive fee net investment income will be payable except to the extent that 20% of the cumulative net increase in net assets resulting from operations over the then current and 11 preceding calendar quarters exceeds the cumulative incentive fees accrued and/or paid for the 11 preceding calendar quarters (the “Incentive Fee Limitation”). Therefore, any ordinary income incentive fee that is payable in a calendar quarter will be limited to the lesser of (1) 20% of the amount by which pre-incentive fee net investment income for such calendar quarter exceeds the 2% hurdle, subject to the “catch-up” provision, and (2) (x) 20% of the cumulative net increase in net assets resulting from operations for the then current and 11 preceding calendar quarters minus (y) the cumulative incentive fees accrued and/or paid for the 11 preceding calendar quarters. For the foregoing purpose, the “cumulative net increase in net assets resulting from operations” is the sum of pre-incentive fee net investment income, realized gains and losses and unrealized gains and losses for the then current and 11 preceding calendar quarters. The second part of the incentive fee is determined and payable in arrears as of the end of each fiscal year in an amount equal to 20% of realized capital gains, if any, on a cumulative basis from inception through the end of the year, computed net of all realized capital losses on a cumulative basis and unrealized depreciation, less the aggregate amount of any previously paid capital gain incentive fees.

The composition of the Company’s incentive fees was as follows:

Three months ended June 30, Six months ended June 30,
2021 2020 2021 2020
Part one incentive fees (1) $ 420 $ 2,527 $ 1,250 $ 3,883
Part two incentive fees (2)
Incentive Fee Limitation (2,527 ) (3,883 )
Incentive fees, excluding the impact of the incentive fee waiver 420 1,250
Incentive fee waiver (3) (420 ) (1,057 )
Total incentive fees, net of incentive fee waiver $ $ $ 193 $

(1) Based on pre-incentive fee net investment income.
(2) Based upon net realized and unrealized gains and losses, or capital gains. The Company accrues, but does not pay, a capital gains incentive fee in connection with any unrealized capital appreciation, as appropriate. If, on a cumulative basis, the sum of net realized gain (loss) plus net unrealized gain (loss) decreases during a period, the Company will reverse any excess capital gains incentive fee previously accrued such that the amount of capital gains incentive fee accrued is no more than 20% of the sum of net realized gain (loss) plus net unrealized gain (loss).
(3) Represents part one incentive fees waived by MC Advisors.

The Company has entered into an administration agreement with MC Management (the “Administration Agreement”), under which the Company reimburses MC Management, subject to the review and approval of the Board, for its allocable portion of overhead and other expenses, including the costs of furnishing the Company with office facilities and equipment and providing clerical, bookkeeping, record-keeping and other administrative services at such facilities, and the Company’s allocable portion of the cost of the chief financial officer and chief compliance officer and their respective staffs. To the extent that MC Management outsources any of its functions, the Company will pay the fees associated with such functions on a direct basis, without incremental profit to MC Management. For the three and six months ended June 30, 2021, the Company incurred $846 and $1,688, respectively, in administrative expenses (included within Professional fees, Administrative service fees and General and administrative expenses on the consolidated statements of operations) under the Administration Agreement, of which $337 and $693, respectively, was related to MC Management overhead and salary allocation and paid directly to MC Management. For the three and six months ended June 30, 2020, the Company incurred $850 and $1,634, respectively, in administrative expenses (included within Professional fees, Administrative service fees and General and administrative expenses on the consolidated statements of operations) under the Administration Agreement, of which $314 and $652, respectively, was related to MC Management overhead and salary allocation and paid directly to MC Management. As of June 30, 2021 and December 31, 2020, $337 and $327, respectively, of expenses were due to MC Management under this agreement and are included in accounts payable and accrued expenses on the consolidated statements of assets and liabilities.

42

The Company has entered into a license agreement with Monroe Capital LLC under which Monroe Capital LLC has agreed to grant the Company a non-exclusive, royalty-free license to use the name “Monroe Capital” for specified purposes in its business. Under this agreement, the Company has the right to use the “Monroe Capital” name at no cost, subject to certain conditions, for so long as MC Advisors or one of its affiliates remains its investment adviser. Other than with respect to this limited license, the Company has no legal right to the “Monroe Capital” name or logo.

As of both June 30, 2021 and December 31, 2020, the Company had accounts payable to members of the Board of zero, representing accrued and unpaid fees for their services.

Note 7. Borrowings

In accordance with the 1940 Act, the Company is permitted to borrow amounts such that its asset coverage ratio, as defined in the 1940 Act, is at least 150% after such borrowing. As of June 30, 2021 and December 31, 2020, the Company’s asset coverage ratio based on aggregate borrowings outstanding was 195% and 200%, respectively.

Revolving Credit Facility : The Company has a $255,000 revolving credit facility with ING Capital LLC, as agent. The revolving credit facility has an accordion feature which permits the Company, under certain circumstances to increase the size of the facility up to $400,000 (subject to maintaining 150% asset coverage, as defined by the 1940 Act). The revolving credit facility is secured by a lien on all of the Company’s assets, including cash on hand, but excluding the assets of the Company’s wholly-owned subsidiary, MRCC SBIC. The Company may make draws under the revolving credit facility to make or purchase additional investments through March 1, 2023 and for general working capital purposes until March 1, 2024, the maturity date of the revolving credit facility.

The Company’s ability to borrow under the revolving credit facility is subject to availability under the borrowing base, which permits the Company to borrow up to 72.5% of the fair market value of its portfolio company investments depending on the type of investment the Company holds and whether the investment is quoted. The Company’s ability to borrow is also subject to certain concentration limits, and continued compliance with the representations, warranties and covenants given by the Company under the facility. The revolving credit facility contains certain financial and restrictive covenants, including, but not limited to, the Company’s maintenance of: (1) minimum consolidated total net assets at least equal to $150,000 plus 65% of the net proceeds to the Company from sales of its equity securities after March 1, 2019; (2) a ratio of total assets (less total liabilities other than indebtedness) to total indebtedness of not less than 1.5 to 1; and (3) a senior debt coverage ratio of at least 2 to 1. The revolving credit facility also requires the Company to undertake customary indemnification obligations with respect to ING Capital LLC and other members of the lending group and to reimburse the lenders for expenses associated with entering into the credit facility. The revolving credit facility also has customary provisions regarding events of default, including events of default for nonpayment, change in control transactions at both Monroe Capital Corporation and MC Advisors, failure to comply with financial and negative covenants, and failure to maintain the Company’s relationship with MC Advisors. If the Company incurs an event of default under the revolving credit facility and fails to remedy such default under any applicable grace period, if any, then the entire revolving credit facility could become immediately due and payable, which would materially and adversely affect the Company’s liquidity, financial condition, results of operations and cash flows.

The Company’s revolving credit facility also imposes certain conditions that may limit the amount of the Company’s distributions to stockholders. Distributions payable in the Company’s common stock under the DRIP are not limited by the revolving credit facility. Distributions in cash or property other than common stock are generally limited to 115% of the amount of distributions required to maintain the Company’s status as a RIC.

As of June 30, 2021, the Company had U.S. dollar borrowings of $104,400 and non-U.S. dollar borrowings denominated in Great Britain pounds of £16,100 ($22,268 in U.S. dollars) under the revolving credit facility. As of December 31, 2020, the Company had U.S. dollar borrowings of $104,550 and non-U.S. dollar borrowings denominated in Great Britain pounds of £16,100 ($22,009 in U.S. dollars) under the revolving credit facility. The borrowings denominated in Great Britain pounds may be positively or negatively affected by movements in the rate of exchange between the U.S. dollar and the Great Britain pound. These movements are beyond the control of the Company and cannot be predicted. The borrowings denominated in Great Britain pounds are translated into U.S. dollars based on the spot rate at each balance sheet date. The impact resulting from changes in foreign currency borrowings is included in net change in unrealized gain (loss) on foreign currency and other transactions on the Company’s consolidated statements of operations and totaled ($77) and ($259) for the three and six months ended June 30, 2021, and $30 and $1,378 for the three and six months ended June 30, 2020, respectively.

43

Borrowings under the revolving credit facility bear interest, at the Company’s election, at an annual rate of LIBOR (one-month, three-month or six-month at the Company’s discretion based on the term of the borrowing) plus 2.625% or at a daily rate equal to 1.625% per annum plus the greater of the prime interest rate, the federal funds rate plus 0.5% or LIBOR plus 1.0%, with a LIBOR floor of 0.5%. In addition to the stated interest rate on borrowings under the revolving credit facility, the Company is required to pay a commitment fee and certain conditional fees based on usage of the expanded borrowing base and usage of the asset coverage ratio flexibility. A commitment fee of 0.5% per annum on any unused portion of the revolving credit facility if the unused portion of the facility is less than 35% of the then available maximum borrowing or a commitment fee of 1.0% per annum on any unused portion of the revolving credit facility if the unused portion of the facility is greater than or equal to 35% of the then available maximum borrowing. As of June 30, 2021 and December 31, 2020, the outstanding borrowings were accruing at a weighted average interest rate of 3.4% and 3.2%, respectively.

2023 Notes: On February 18, 2021, the Company redeemed $109,000 in aggregate principal amount of the 2023 Notes. The redemption was accounted for as a debt extinguishment in accordance with ASC Subtopic 470-50, Debt – Modifications and Extinguishments (“ASC 470-50”), which resulted in a realized loss of $2,335 (primarily comprised of the unamortized deferred financing costs at the time of the redemption) recorded in net gain (loss) on extinguishment of debt on the Company’s consolidated statements of operations. The 2023 Notes were delisted from the Nasdaq Global Select Market in conjunction with the redemption.

2026 Notes: On January 25, 2021, the Company closed a private offering of $130,000 in aggregate principal amount of senior unsecured notes (the “2026 Notes”). Aggregate underwriting commissions were $3,325 and other issuance costs were $683, resulting in net proceeds of approximately $125,992. The 2026 Notes will mature on February 15, 2026 and may be redeemed in whole or in part at any time or from time to time at the Company’s option at par plus a “make-whole” premium, if applicable. The 2026 Notes will bear interest at an annual rate of 4.75% payable semi-annually on February 15 and August 15 of each year, commencing on August 15, 2021. The 2026 Notes are general, unsecured obligations and rank equal in right of payment with all of the Company’s existing and future unsecured indebtedness.

SBA Debentures: On February 28, 2014, the Company’s wholly-owned subsidiary, MRCC SBIC received a license from the SBA to operate as a SBIC under Section 301(c) of the Small Business Investment Act of 1958, as amended. MRCC SBIC commenced operations on September 16, 2013.

The SBIC license allows MRCC SBIC to obtain leverage by issuing SBA debentures, subject to the issuance of a leverage commitment by the SBA and other customary procedures. SBA debentures are non-recourse, interest only debentures with interest payable semi-annually and have a 10-year maturity. The principal amount of SBA debentures is not required to be paid prior to maturity but may be prepaid at any time without penalty. The interest rate of SBA debentures is fixed on a semi-annual basis (pooling date) at a market-driven spread over U.S. Treasury Notes with 10-year maturities. The SBA, as a creditor, has a superior claim to MRCC SBIC’s assets over the Company’s stockholders in the event the Company liquidates MRCC SBIC, or the SBA exercises its remedies upon an event of default.

On March 1, 2021, the Company repaid $28,100 in aggregate principal amount of the SBA debentures. The repayment was accounted for as a debt extinguishment in accordance with ASC 470-50 which resulted in a realized loss of $439 (primarily comprised of the unamortized deferred financing costs at the time of the repayment) recorded in net gain (loss) on extinguishment of debt on the Company’s consolidated statements of operations. As of June 30, 2021, MRCC SBIC had $29,545 in cash and $101,258 in investments at fair value. As of December 31, 2020, MRCC SBIC had $25,657 in cash and $131,167 in investments at fair value.

As of June 30, 2021 and December 31, 2020, MRCC SBIC had $57,624 in leverageable capital and the following SBA-guaranteed debentures outstanding:

Maturity Date Interest Rate

June 30,

2021

December 31,
2020
September 2024 3.4 % $ 12,920 $ 12,920
March 2025 3.3 % 14,800 14,800
March 2025 2.9 % 7,080 7,080
September 2025 3.6 % 5,200
March 2027 3.5 % 20,000 20,000
September 2027 3.2 % 32,100 32,100
March 2028 3.9 % 18,520
September 2028 4.2 % 4,380
Total $ 86,900 $ 115,000

44

The Company has been granted exemptive relief from the SEC for permission to exclude the debt of MRCC SBIC guaranteed by the SBA from the asset coverage test under the 1940 Act. The receipt of this exemption for this SBA debt increases flexibility under the asset coverage test.

Components of interest expense: The components of the Company’s interest expense and other debt financing expenses, average outstanding balances and average stated interest rates (i.e. the rate in effect plus spread) were as follows:

Three months ended June 30,
2021 2020
Interest expense - revolving credit facility $ 1,051 $ 1,488
Interest expense - 2023 Notes 1,567
Interest expense - 2026 Notes 1,544
Interest expense - SBA debentures 710 980
Amortization of deferred financing costs 537 520
Total interest and other debt financing expenses $ 3,842 $ 4,555
Average debt outstanding $ 320,074 $ 402,279
Average stated interest rate 4.1 % 4.0 %

Six months ended June 30,
2021 2020
Interest expense - revolving credit facility $ 2,056 $ 3,286
Interest expense - 2023 Notes 837 3,134
Interest expense - 2026 Notes 2,676
Interest expense - SBA debentures 1,588 1,961
Amortization of deferred financing costs 1,138 1,004
Total interest and other debt financing expenses $ 8,295 $ 9,385
Average debt outstanding $ 333,291 $ 401,366
Average stated interest rate 4.3 % 4.2 %

Note 8. Derivative Instruments

The Company enters into foreign currency forward contracts from time to time to help mitigate the impact that an adverse change in foreign exchange rates would have on future interest cash flows from the Company’s investments denominated in foreign currencies. As of June 30, 2021 and December 31, 2020, the counterparty to these foreign currency forward contracts was Bannockburn Global Forex, LLC. Net unrealized gain or loss on foreign currency forward contracts are included in net change in unrealized gain (loss) on foreign currency forward contracts and net realized gain or loss on forward currency forward contracts are included in net realized gain (loss) on foreign currency forward contracts on the accompanying consolidated statements of operations.

45

Certain information related to the Company’s foreign currency forward contracts is presented below as of June 30, 2021 and December 31, 2020.

As of June 30, 2021

Notional

Amount to be
Sold

Settlement

Date

Gross
Amount
of

Unrealized
Gain

Gross

Amount
of

Unrealized

Loss

Balance Sheet location of Net Amounts
Foreign currency forward contract £ 83 7/2/2021 $ $ (13 ) Unrealized gain on foreign currency forward contracts
Foreign currency forward contract £ 900 7/2/2021 11 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract £ 16 7/6/2021 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract £ 83 10/4/2021 (13 ) Unrealized gain on foreign currency forward contracts
Foreign currency forward contract £ 82 1/3/2022 (13 ) Unrealized gain on foreign currency forward contracts
Foreign currency forward contract £ 79 4/4/2022 (12 ) Unrealized gain on foreign currency forward contracts
Foreign currency forward contract £ 29 5/6/2022 (4 ) Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 98 7/16/2021 4 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 102 8/17/2021 4 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 44 8/17/2021 (1 ) Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 108 9/16/2021 4 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 42 9/16/2021 (1 ) Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 105 10/19/2021 4 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 40 10/19/2021 (1 ) Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 95 11/16/2021 4 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 42 11/16/2021 (1 ) Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 108 12/16/2021 4 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 40 12/16/2021 (1 ) Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 115 1/19/2022 4 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 42 1/19/2022 (1 ) Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 95 2/16/2022 4 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 42 2/16/2022 (1 ) Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 95 3/16/2022 4 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 37 3/16/2022 (1 ) Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 105 4/19/2022 4 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 42 4/19/2022 (1 ) Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 98 5/17/2022 4 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 40 5/17/2022 (1 ) Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 112 6/17/2022 4 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 42 6/17/2022 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 98 7/18/2022 3 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 40 7/18/2022 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 98 8/16/2022 3 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 41 8/16/2022 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 112 9/16/2022 4 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 41 9/16/2022 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 112 10/19/2022 4 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 40 10/19/2022 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 95 11/16/2022 3 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 41 11/16/2022 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 102 12/16/2022 3 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 40 12/16/2022 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 112 1/18/2023 4 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 41 1/18/2023 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 98 2/16/2023 3 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 41 2/16/2023 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 95 3/16/2023 3 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 37 3/16/2023 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 118 4/20/2023 4 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 41 4/20/2023 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 81 5/16/2023 3 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 40 5/16/2023 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 115 6/19/2023 4 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 41 6/19/2023 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 98 7/18/2023 3 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 40 7/18/2023 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 105 8/16/2023 3 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 41 8/16/2023 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 105 9/18/2023 3 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 41 9/18/2023 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 108 10/18/2023 3 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 40 10/18/2023 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 98 11/16/2023 3 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 41 11/16/2023 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 102 12/18/2023 3 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 40 12/18/2023 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 109 1/17/2024 3 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 41 1/17/2024 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 102 2/16/2024 3 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 41 2/16/2024 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 98 3/18/2024 3 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 10,746 3/18/2024 308 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 39 3/18/2024 Unrealized gain on foreign currency forward contracts
Foreign currency forward contract AUD 4,527 3/18/2024 (37 ) Unrealized gain on foreign currency forward contracts
Total $ 435 $ (102 )

46

As of December 31, 2020
Notional
Amount to be
Sold
Settlement
Date
Gross
Amount
of
Unrealized
Gain
Gross
Amount
of

Unrealized
Loss
Balance Sheet location of Net Amounts
Foreign currency forward contract £ 87 1/4/2021 $ $ (12 ) Unrealized loss on foreign currency forward contracts
Foreign currency forward contract £ 206 3/3/2021 (18 ) Unrealized loss on foreign currency forward contracts
Foreign currency forward contract £ 26 3/3/2021 (2 ) Unrealized loss on foreign currency forward contracts
Foreign currency forward contract £ 84 4/2/2021 (12 ) Unrealized loss on foreign currency forward contracts
Foreign currency forward contract £ 212 6/1/2021 (19 ) Unrealized loss on foreign currency forward contracts
Foreign currency forward contract £ 26 6/1/2021 (2 ) Unrealized loss on foreign currency forward contracts
Foreign currency forward contract £ 83 7/2/2021 (11 ) Unrealized loss on foreign currency forward contracts
Foreign currency forward contract £ 83 10/4/2021 (11 ) Unrealized loss on foreign currency forward contracts
Foreign currency forward contract £ 82 1/3/2022 (11 ) Unrealized loss on foreign currency forward contracts
Foreign currency forward contract £ 79 4/4/2022 (11 ) Unrealized loss on foreign currency forward contracts
Foreign currency forward contract £ 29 5/6/2022 (4 ) Unrealized loss on foreign currency forward contracts
Total $ $ (113 )

For the three and six months ended June 30, 2021, the Company recognized net change in unrealized gain (loss) on foreign currency forward contracts of $112 and $446, respectively. For the three and six months ended June 30, 2021, the Company recognized net realized gain (loss) on foreign currency forward contracts of ($37) and ($75), respectively.

For the three and six months ended June 30, 2020, the Company recognized net change in unrealized gain (loss) on foreign currency forward contracts of ($24) and $74, respectively. For the three and six months ended June 30, 2020, the Company recognized net realized gain (loss) on foreign currency forward contracts of $22 and $18, respectively.

47

Note 9. Distributions

The Company’s distributions are recorded on the record date. The following table summarizes distributions declared during the six months ended June 30, 2021 and 2020:

Date
Declared
Record
Date
Payment
Date
Amount
Per Share
Cash
Distribution
DRIP
Shares
Issued
DRIP
Shares
Value
DRIP Shares
Repurchased
in the Open
Market
Cost of
DRIP Shares
Repurchased
Six months ended June 30, 2021:
March 2, 2021 March 16, 2021 March 31, 2021 $ 0.25 $ 5,326 $ 35,611 $ 364
June 2, 2021 June 16, 2021 June 30, 2021 0.25 5,386 31,277 343
Total distributions declared $ 0.50 $ 10,712 $ 66,888 $ 707
Six months ended June 30, 2020:
March 3, 2020 March 16, 2020 March 31, 2020 $ 0.35 $ 7,155 $ 55,938 $ 374
May 8, 2020 June 15, 2020 June 30, 2020 0.25 5,257 40,612 283
Total distributions declared $ 0.60 $ 12,412 $ 96,550 $ 657

Note 10. Stock Issuances and Repurchases

Stock Issuances: On May 12, 2017, the Company entered into at-the-market (“ATM”) equity distribution agreements with each of JMP Securities LLC (“JMP”) and FBR Capital Markets & Co. (“FBR”) (the “ATM Program”) through which the Company could sell, by means of ATM offerings, from time to time, up to $50,000 of the Company’s common stock. On May 8, 2020, the Company entered into an amendment to the ATM Program to extend its term. All other material terms of the ATM Program remain unchanged. During the six months ended June 30, 2021, the Company sold 240,000 shares at an average price of $11.43 per share for gross proceeds of $2,743 under the ATM program. Aggregate underwriter’s discounts and commissions were $41 and offering costs were $12, resulting in net proceeds of approximately $2,690. During the six months ended June 30, 2020, the Company sold 825,460 shares at an average price of $7.81 per share for gross proceeds of $6,450 under the ATM program. Aggregate underwriter’s discounts and commissions were $97 and offering costs were $86, resulting in net proceeds of approximately $6,267.

Note 11. Commitments and Contingencies

Commitments : As of June 30, 2021 and December 31, 2020, the Company had $48,244 and $52,252, respectively, in outstanding commitments to fund investments under undrawn revolvers, capital expenditure loans, delayed draw commitments and subscription agreements (excluding SLF). As described in Note 3, the Company had unfunded commitments of $7,850 to SLF as of June 30, 2021 and December 31, 2020 that may be contributed primarily for the purpose of funding new investments approved by the SLF investment committee. Drawdowns of the commitments to SLF require authorization from one of the Company’s representatives on SLF’s board of managers. Management believes that the Company’s available cash balances and/or ability to draw on the revolving credit facility provide sufficient funds to cover its unfunded commitments as of June 30, 2021.

Indemnifications: In the normal course of business, the Company enters into contracts and agreements that contain a variety of representations and warranties that provide general indemnifications. The Company’s maximum exposure under these agreements is unknown, as these involve future claims that may be made against the Company but that have not occurred. The Company expects the risk of any future obligations under these indemnifications to be remote.

Concentration of credit and counterparty risk: Credit risk arises primarily from the potential inability of counterparties to perform in accordance with the terms of the contract. In the event that the counterparties do not fulfill their obligations, the Company may be exposed to risk. The risk of default depends on the creditworthiness of the counterparties or issuers of the instruments. It is the Company’s policy to review, as necessary, the credit standing of each counterparty.

Market risk: The Company’s investments and borrowings are subject to market risk. Market risk is the potential for changes in the value due to market changes. Market risk is directly impacted by the volatility and liquidity in the markets in which the investments and borrowings are traded.

Legal proceedings: In the normal course of business, the Company may be subject to legal and regulatory proceedings that are generally incidental to its ongoing operations. While there can be no assurance of the ultimate disposition of any such proceedings, the Company is not currently aware of any such proceedings or disposition that would have a material adverse effect on the Company’s consolidated financial statements.

48

Note 12. Financial Highlights

The following is a schedule of financial highlights for the six months ended June 30, 2021 and 2020:

June 30, 2021 June 30, 2020
Per share data:
Net asset value at beginning of period $ 11.00 $ 12.20
Net investment income (1) 0.49 0.95
Net gain (loss) (1) 0.37 (2.05 )
Net increase (decrease) in net assets resulting from operations (1) 0.86 (1.10 )
Stockholder distributions - income (2) (0.50 ) (0.60 )
Effect of share issuances below NAV (3) (0.13 )
Net asset value at end of period $ 11.36 $ 10.37
Net assets at end of period $ 244,797 $ 220,596
Shares outstanding at end of period 21,543,540 21,270,024
Per share market value at end of period $ 10.73 $ 6.95
Total return based on market value (4) 40.00 % (30.23 )%
Total return based on average net asset value (5) 7.71 % (10.05 )%
Ratio/Supplemental data:
Ratio of net investment income to average net assets (6) 8.95 % 17.35 %
Ratio of total expenses, net of incentive fee waiver, to average net assets (6) (7) 12.68 % 14.50 %
Portfolio turnover (8) 18.69 % 13.80 %

(1) Calculated using the weighted average shares outstanding during the periods presented.
(2) Management monitors available taxable earnings, including net investment income and realized capital gains, to determine if a tax return of capital may occur for the year. To the extent the Company’s taxable earnings fall below the total amount of the Company’s distributions for that fiscal year, a portion of those distributions may be deemed a tax return of capital to the Company’s stockholders. The tax character of distributions will be determined at the end of the fiscal year. However, if the character of such distributions were determined as of June 30, 2021 and 2020, none of the distributions would have been characterized as a tax return of capital to the Company’s stockholders; this tax return of capital may differ from the return of capital calculated with reference to net investment income for financial reporting purposes.
(3) Includes the effect of share issuances above (below) net asset value and the impact of different share amounts used in calculating per share data as a result of calculating certain per share data based on weighted average shares outstanding during the period and certain per share data based on shares outstanding as of a period end or transaction date.
(4) Total return based on market value is calculated assuming a purchase of common shares at the market value on the first day and a sale at the market value on the last day of the periods reported. Distributions, if any, are assumed for purposes of this calculation to be reinvested at prices obtained under the Company’s DRIP. Total return based on market value does not reflect brokerage commissions. Return calculations are not annualized.
(5) Total return based on average net asset value is calculated by dividing the net increase (decrease) in net assets resulting from operations by the average net asset value. Return calculations are not annualized.
(6) Ratios are annualized. Incentive fees included within the ratio are not annualized.
(7) The following is a schedule of supplemental ratios for the six months ended June 30, 2021 and 2020. These ratios have been annualized unless otherwise noted.

June 30, 2021 June 30, 2020
Ratio of total investment income to average net assets 21.63 % 31.84 %
Ratio of interest and other debt financing expenses to average net assets 7.01 % 8.38 %
Ratio of total expenses (without incentive fees) to average net assets 12.60 % 14.50 %
Ratio of incentive fees, net of incentive fee waiver, to average net assets (8) (9) 0.08 % 0.00 %

(8) Ratios are not annualized.
(9) The ratio of waived incentive fees to average net assets was 0.44% and zero for the six months ended June 30, 2021 and 2020, respectively.

49

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Except as otherwise specified, references to “we,” “us” and “our” refer to Monroe Capital Corporation and its consolidated subsidiaries; MC Advisors refers to Monroe Capital BDC Advisors, LLC, our investment adviser and a Delaware limited liability company; MC Management refers to Monroe Capital Management Advisors, LLC, our administrator and a Delaware limited liability company; Monroe Capital refers to Monroe Capital LLC, a Delaware limited liability company, and its subsidiaries and affiliates; and SLF refers to MRCC Senior Loan Fund I, LLC, an unconsolidated Delaware limited liability company, in which we co-invest with Life Insurance Company of the Southwest (“LSW”) primarily in senior secured loans. The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our consolidated financial statements and related notes appearing in our annual report on Form 10-K (the “Annual Report”) for the year ended December 31, 2020, filed with the U.S. Securities and Exchange Commission (“SEC”) on March 2, 2021. The information contained in this section should also be read in conjunction with our unaudited consolidated financial statements and related notes and other financial information appearing elsewhere in this quarterly report on Form 10-Q (the “Quarterly Report”).

FORWARD-LOOKING STATEMENTS

This Quarterly Report, including Management’s Discussion and Analysis of Financial Condition and Results of Operations, contains statements that constitute forward-looking statements, which relate to future events or our future performance or future financial condition. These forward-looking statements are not historical facts, but rather are based on current expectations, estimates and projections about our company, our industry, our beliefs and our assumptions. The forward-looking statements contained in this Quarterly Report involve risks and uncertainties, including statements as to:

our future operating results;

our business prospects and the prospects of our portfolio companies;

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

the impact of global health epidemics, such as the current novel coronavirus (“COVID-19”) pandemic, on our or our portfolio companies’ business and the global economy;
the impact of a protracted decline in the liquidity of credit markets on our business;
the impact of changes in London Interbank Offered Rate (“LIBOR”) on our operating results;

the impact of increased competition;

the impact of fluctuations in interest rates on our business and our portfolio companies;

our contractual arrangements and relationships with third parties;

the valuation of our investments in portfolio companies, particularly those having no liquid trading market;

actual and potential conflicts of interest with MC Advisors, MC Management and other affiliates of Monroe Capital;

the ability of our portfolio companies to achieve their objectives;

the use of borrowed money to finance a portion of our investments;

the adequacy of our financing sources and working capital;

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

the ability of MC Advisors to locate suitable investments for us and to monitor and administer our investments;

the ability of MC Advisors or its affiliates to attract and retain highly talented professionals;

our ability to qualify and maintain our qualification as a regulated investment company and as a business development company; and

the impact of future legislation and regulation on our business and our portfolio companies.

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We use words such as “anticipates,” “believes,” “expects,” “intends,” “seeks,” “plans,” “estimates,” “targets” and similar expressions to identify forward-looking statements. The forward-looking statements contained in this Quarterly Report involve risks and uncertainties. Our actual results could differ materially from those implied or expressed in the forward-looking statements for any reason, including the factors set forth in “ Part I-Item 1A. Risk Factors” in our Annual Report and “ Part II-Item 1A. Risk Factors ” in this Quarterly Report.

Although we believe that the assumptions on which these forward-looking statements are based are reasonable, any of those assumptions could prove to be inaccurate, and as a result, the forward-looking statements based on those assumptions also could be inaccurate. Important assumptions include our ability to originate new loans and investments, certain margins and levels of profitability and the availability of additional capital. In light of these and other uncertainties, the inclusion of a projection or forward-looking statements in this Quarterly Report should not be regarded as a representation by us that our plans and objectives will be achieved.

We have based the forward-looking statements included in this Quarterly Report on information available to us on the date of this Quarterly 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 in this Quarterly Report, 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 may file in the future with the SEC, including Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.

Overview

Monroe Capital Corporation is an externally managed, closed-end, non-diversified management investment company that has elected to be regulated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”). In addition, for U.S. federal income tax purposes, we have elected to be treated as a regulated investment company (“RIC”) under the subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). We are a specialty finance company focused on providing financing solutions primarily to lower middle-market companies in the United States and Canada. We provide customized financing solutions focused primarily on senior secured, junior secured and unitranche secured (a combination of senior secured and junior secured debt in the same facility in which we syndicate a “first out” portion of the loan to an investor and retain a “last out” portion of the loan) debt and, to a lesser extent, unsecured subordinated debt and equity, including equity co-investments in preferred and common stock, and warrants.

Our shares are currently listed on the NASDAQ Global Select Market under the symbol “MRCC”.

Our investment objective is to maximize the total return to our stockholders in the form of current income and capital appreciation through investment in senior secured, unitranche secured and junior secured debt and, to a lesser extent, unsecured subordinated debt and equity investments. We seek to use our extensive leveraged finance origination infrastructure and broad expertise in sourcing loans to invest in primarily senior secured, unitranche secured and junior secured debt of middle-market companies. Our investments will generally range between $2.0 million and $25.0 million each, although this investment size may vary proportionately with the size of our capital base. As of June 30, 2021, our portfolio included approximately 76.3% senior secured loans, 8.6% unitranche secured loans, 1.5% junior secured loans and 13.6% equity securities, compared to December 31, 2020, when our portfolio included approximately 74.1% senior secured loans, 11.7% unitranche secured loans, 2.6% junior secured loans and 11.6% equity securities. We expect that the companies in which we invest may be leveraged, often as a result of leveraged buy-outs or other recapitalization transactions, and, in certain cases, will not be rated by national ratings agencies. If such companies were rated, we believe that they would typically receive a rating below investment grade (between BB and CCC under the Standard & Poor’s system) from the national rating agencies.

While our primary focus is to maximize current income and capital appreciation through debt investments in thinly traded or private U.S. companies, we may invest a portion of the portfolio in opportunistic investments in order to seek to enhance returns to stockholders. Such investments may include investments in high-yield bonds, distressed debt, private equity or securities of public companies that are not thinly traded and securities of middle-market companies located outside of the United States. We expect that these public companies generally will have debt securities that are non-investment grade.

On February 28, 2014, our wholly-owned subsidiary, Monroe Capital Corporation SBIC, LP (“MRCC SBIC”), a Delaware limited partnership, received a license from the Small Business Administration (“SBA”) to operate as a Small Business Investment Company (“SBIC”) under Section 301(c) of the Small Business Investment Act of 1958. MRCC SBIC commenced operations on September 16, 2013. See “ SBA Debentures ” below for more information.

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Investment income

We generate interest income on the debt investments in portfolio company investments that we originate or acquire. Our debt investments, whether in the form of senior secured, unitranche secured or junior secured debt, typically have an initial term of three to seven years and bear interest at a fixed or floating rate. In some instances, we receive payments on our debt investments based on scheduled amortization of the outstanding balances. In addition, we receive repayments of some of our debt investments prior to their scheduled maturity date. In some cases, our investments provide for deferred interest of payment-in-kind (“PIK”) interest. In addition, we may generate revenue in the form of commitment, origination, amendment, structuring or due diligence fees, fees for providing managerial assistance and consulting fees. Loan origination fees, original issue discount and market discount or premium are capitalized, and we accrete or amortize such amounts as interest income. We record prepayment premiums and prepayment gains (losses) on loans as interest income. As the frequency or volume of the repayments which trigger these prepayment premiums and prepayment gains (losses) may fluctuate significantly from period to period, the associated interest income recorded may also fluctuate significantly from period to period. Interest and fee income are recorded on the accrual basis to the extent we expect to collect such amounts. Interest income is accrued based upon the outstanding principal amount and contractual terms of debt and preferred equity investments. Interest is accrued on a daily basis. We record fees on loans based on the determination of whether the fee is considered a yield enhancement or payment for a service. If the fee is considered a yield enhancement associated with a funding of cash on a loan, the fee is generally deferred and recognized into interest income using the effective interest method if captured in the cost basis or using the straight-line method if the loan is unfunded and therefore there is no cost basis. If the fee is not considered a yield enhancement because a service was provided, and the fee is payment for that service, the fee is deemed earned and recognized as fee income in the period the service has been completed.

Dividend income on preferred equity securities is recorded as dividend income on an accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected. Dividend income on common equity securities is recorded on the record date for private portfolio companies. Each distribution received from limited liability company (“LLC”) and limited partnership (“LP”) investments is evaluated to determine if the distribution should be recorded as dividend income or a return of capital. Generally, we will not record distributions from equity investments in LLCs and LPs as dividend income unless there are sufficient accumulated tax-basis earnings and profits in the LLC or LP prior to the distribution. Distributions that are classified as a return of capital are recorded as a reduction in the cost basis of the investment. The frequency and volume of the distributions on common equity securities and LLC and LP investments may fluctuate significantly from period to period.

Expenses

Our primary operating expenses include the payment of base management and incentive fees to MC Advisors, under the investment advisory and management agreement (the “Investment Advisory Agreement”), the payment of fees to MC Management for our allocable portion of overhead and other expenses under the administration agreement (the “Administration Agreement”) and other operating costs. See Note 6 to our consolidated financial statements and “ Related Party Transactions ” below for additional information on our Investment Advisory Agreement and Administration Agreement. Our expenses also include interest expense on our various forms of indebtedness. We bear all other out-of-pocket costs and expenses of our operations and transactions.

Net gain (loss)

We recognize realized gains or losses on investments based on the difference between the net proceeds from the disposition and the cost basis of the investment without regard to unrealized gains or losses previously recognized. We record current period changes in fair value of investments, foreign currency forward contracts, foreign currency and other transactions within net change in unrealized gain (loss) on the consolidated statements of operations.

Portfolio and Investment Activity

During the three months ended June 30, 2021, we invested $40.9 million in 11 new portfolio companies and $14.9 million in 12 existing portfolio companies and had $55.4 million in aggregate amount of sales and principal repayments, resulting in net investments of $0.4 million for the period.

During the six months ended June 30, 2021, we invested $62.4 million in 16 new portfolio companies and $37.2 million in 24 existing portfolio companies and had $131.3 million in aggregate amount of sales and principal repayments, resulting in net sales and repayments of $31.7 million for the period.

During the three months ended June 30, 2020, we did not invest in any new portfolio companies. During the three months ended June 30, 2020, we invested $10.3 million in 13 existing portfolio companies and had $42.3 million in aggregate amount of sales and principal repayments, resulting in net sales and repayments of $32.0 million for the period.

During the six months ended June 30, 2020, we invested $41.3 million in six new portfolio companies and $40.1 million in 37 existing portfolio companies and had $95.1 million in aggregate amount of sales and principal repayments, resulting in net sales and repayments of $13.7 million for the period.

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The following table shows portfolio yield by security type:

June 30, 2021 December 31, 2020
Weighted Average
Annualized
Contractual
Coupon
Yield (1)
Weighted
Average
Annualized
Effective
Yield (2)
Weighted Average
Annualized
Contractual
Coupon
Yield (1)
Weighted
Average
Annualized
Effective
Yield (2)
Senior secured loans 8.2 % 8.2 % 8.1 % 8.1 %
Unitranche secured loans 4.9 5.0 6.3 6.5
Junior secured loans 6.5 6.5 7.6 7.6
Preferred equity securities 1.6 1.6 1.4 1.4
Total 7.6 % 7.6 % 7.7 % 7.7 %

(1) The weighted average annualized contractual coupon yield at period end is computed by dividing (a) the interest income on our debt investments and preferred equity investments (with a stated coupon rate) at the period end contractual coupon rate for each investment by (b) the par value of our debt investments (excluding debt investments acquired for no cost in a restructuring on non-accrual status) and the cost basis of our preferred equity investments. We exclude loans acquired for no cost in a restructuring on non-accrual status within this metric as management believes this disclosure provides a better indication of return on invested capital. This exclusion impacts only the junior secured loans and total disclosed above. The weighted average contractual coupon yield including debt investments acquired for no cost in a restructuring on non-accrual status was 2.6% for junior secured loans and 7.4% in total as of June 30, 2021. The weighted average contractual coupon yield including debt investments acquired for no cost in a restructuring on non-accrual status was 4.1% for junior secured loans and 7.5% in total as of December 31, 2020.
(2) The weighted average annualized effective yield on portfolio investments at period end is computed by dividing (a) interest income on our debt investments and preferred equity investments (with a stated coupon rate) at the period end effective rate for each investment by (b) the par value of our debt investments (excluding debt investments acquired for no cost in a restructuring on non-accrual status) and the cost basis of our preferred equity investments. We exclude loans acquired for no cost in a restructuring on non-accrual status within this metric as management believes this disclosure provides a better indication of return on invested capital. This exclusion impacts only the junior secured loans and total disclosed above. The weighted average effective yield including debt investments acquired for no cost in a restructuring on non-accrual status was 2.6% for junior secured loans and 7.4% in total as of June 30, 2021. The weighted average effective yield including debt investments acquired for no cost in a restructuring on non-accrual status was 4.1% for junior secured loans and 7.5% in total as of December 31, 2020. The weighted average annualized effective yield on portfolio investments is a metric on the investment portfolio alone and does not represent a return to stockholders. This metric is not inclusive of our fees and expenses, the impact of leverage on the portfolio or sales load that may be paid by stockholders.

The following table shows the composition of our investment portfolio (in thousands):

June 30, 2021 December 31, 2020
Fair Value:
Senior secured loans $ 404,322 76.3 % $ 405,224 74.1 %
Unitranche secured loans 45,500 8.6 64,040 11.7
Junior secured loans 8,125 1.5 14,592 2.6
LLC equity interest in SLF 41,385 7.8 39,284 7.2
Equity securities 30,657 5.8 23,899 4.4
Total $ 529,989 100.0 % $ 547,039 100.0 %

Our portfolio composition and contractual and effective yields remained relatively consistent with December 31, 2020.

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The following table shows our portfolio composition by industry (in thousands):

June 30, 2021 December 31, 2020
Fair Value:
Automotive $ 13,254 2.5 % $ 9,637 1.8 %
Banking, Finance, Insurance & Real Estate 83,895 15.8 72,627 13.3
Beverage, Food & Tobacco 25,578 4.8 20,676 3.8
Capital Equipment 10,017 1.9 13,750 2.5
Chemicals, Plastics & Rubber 9,476 1.8 27,754 5.1
Construction & Building 13,866 2.6 16,809 3.0
Consumer Goods: Durable 76 18,893 3.4
Consumer Goods: Non-Durable 9,868 1.9 13,027 2.4
Containers, Packaging & Glass 4,997 0.9
Environmental Industries 12,655 2.4 13,168 2.4
Healthcare & Pharmaceuticals 53,655 10.1 37,815 6.9
High Tech Industries 84,521 15.9 81,417 14.9
Hotels, Gaming & Leisure 2,645 0.5 1,771 0.3
Investment Funds & Vehicles 41,385 7.8 39,284 7.2
Media: Advertising, Printing & Publishing 16,101 3.0 31,553 5.8
Media: Broadcasting & Subscription 2,380 0.5 2,227 0.4
Media: Diversified & Production 18,499 3.5 6,811 1.2
Retail 19,772 3.7 18,443 3.4
Services: Business 65,007 12.3 78,584 14.4
Services: Consumer 27,974 5.3 25,306 4.6
Telecommunications 4,505 0.9 1,100 0.2
Wholesale 14,860 2.8 11,390 2.1
Total $ 529,989 100.0 % $ 547,039 100.0 %

Portfolio Asset Quality

MC Advisors’ portfolio management staff closely monitors all credits, with senior portfolio managers covering agented and more complex investments. MC Advisors segregates our capital markets investments by industry. The MC Advisors’ monitoring process and projections developed by Monroe Capital both have daily, weekly, monthly and quarterly components and related reports, each to evaluate performance against historical, budget and underwriting expectations. MC Advisors’ analysts will monitor performance using standard industry software tools to provide consistent disclosure of performance. When necessary, MC Advisors will update our internal risk ratings, borrowing base criteria and covenant compliance reports.

As part of the monitoring process, MC Advisors regularly assesses the risk profile of each of our investments and rates each of them based on an internal proprietary system that uses the categories listed below, which we refer to as MC Advisors’ investment performance rating. For any investment rated in grades 3, 4 or 5, MC Advisors, through its internal Portfolio Management Group (“PMG”), will increase its monitoring intensity and prepare regular updates for the investment committee, summarizing current operating results and material impending events and suggesting recommended actions. The PMG is responsible for oversight and management of any investments rated in grades 3, 4, or 5. MC Advisors monitors and, when appropriate, changes the investment ratings assigned to each investment in our portfolio. In connection with our valuation process, MC Advisors reviews these investment ratings on a quarterly basis. The investment performance rating system is described as follows:

Investment
Performance
Risk Rating
Summary Description
Grade 1 Includes investments exhibiting the least amount of risk in our portfolio. The issuer is performing above expectations or the issuer’s operating trends and risk factors are generally positive.
Grade 2 Includes investments exhibiting an acceptable level of risk that is similar to the risk at the time of origination. The issuer is generally performing as expected or the risk factors are neutral to positive.
Grade 3 Includes investments performing below expectations and indicates that the investment’s risk has increased somewhat since origination. The issuer may be out of compliance with debt covenants; however, scheduled loan payments are generally not past due.
Grade 4 Includes an issuer performing materially below expectations and indicates that the issuer’s risk has increased materially since origination. In addition to the issuer being generally out of compliance with debt covenants, scheduled loan payments may be past due (but generally not more than six months past due).
Grade 5 Indicates that the issuer is performing substantially below expectations and the investment risk has substantially increased since origination. Most or all of the debt covenants are out of compliance or payments are substantially delinquent. Investments graded 5 are not anticipated to be repaid in full.

Our investment performance risk ratings do not constitute any rating of investments by a nationally recognized statistical rating organization or reflect or represent any third-party assessment of any of our investments.

In the event of a delinquency or a decision to rate an investment grade 4 or grade 5, the PMG, in consultation with the investment committee, will develop an action plan. Such a plan may require a meeting with the borrower’s management or the lender group to discuss reasons for the default and the steps management is undertaking to address the under-performance, as well as amendments and waivers that may be required. In the event of a dramatic deterioration of a credit, MC Advisors and the PMG will form a team or engage outside advisors to analyze, evaluate and take further steps to preserve our value in the credit. In this regard, we would expect to explore all options, including in a private equity sponsored investment, assuming certain responsibilities for the private equity sponsor or a formal sale of the business with oversight of the sale process by us. The PMG and the investment committee have extensive experience in running debt work-out transactions and bankruptcies.

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The following table shows the distribution of our investments on the 1 to 5 investment performance risk rating scale as of June 30, 2021 (in thousands):

Investment Performance Risk Rating Investments at
Fair Value
Percentage of
Total Investments
1 $ 1,592 0.3 %
2 398,344 75.1
3 101,588 19.2
4 22,304 4.2
5 6,161 1.2
Total $ 529,989 100.0 %

The following table shows the distribution of our investments on the 1 to 5 investment performance risk rating scale as of December 31, 2020 (in thousands):

Investment Performance Risk Rating Investments at
Fair Value
Percentage of
Total Investments
1 $ 1,592 0.3 %
2 428,554 78.4
3 92,001 16.8
4 19,844 3.6
5 5,048 0.9
Total $ 547,039 100.0 %

As of June 30, 2021, we had 12 borrowers with loans or preferred equity securities on non-accrual status (BLST Operating Company, LLC (“BLST”), California Pizza Kitchen, Inc. (“CPK”), Curion Holdings, LLC (“Curion”), Education Corporation of America (“ECA”), Incipio, LLC (“Incipio”), Luxury Optical Holdings Co. (“LOH”), NECB Collections, LLC (“NECB”), Parterre Flooring & Surface Systems, LLC (“Parterre”), SHI Holdings, Inc. (“SHI”), The Worth Collection, Ltd. (“Worth”), Toojay’s Management, LLC (“Toojay’s OldCo”) and Valudor Products, LLC (“Valudor”) preferred equity), and these investments totaled $26.5 million in fair value, or 5.0% of our total investments at fair value. As of December 31, 2020, we had 12 borrowers with loans or preferred equity securities on non-accrual status (BLST, CPK, Curion, ECA, Incipio last out term loan and third lien tranches, LOH, NECB, Parterre, SHI, Worth, Toojay’s OldCo and Valudor preferred equity), and these investments totaled $22.3 million in fair value, or 4.1% of our total investments at fair value. The Curion promissory notes and the Incipio third lien tranches were obtained in restructurings for no cost. Loans or preferred equity securities are placed on non-accrual status when principal, interest or dividend payments become materially past due, or when there is reasonable doubt that principal, interest or dividends will be collected.

Results of Operations

Operating results were as follows (in thousands):

Three months ended June 30,
2021 2020
Total investment income $ 12,364 $ 20,642
Total expenses, net of incentive fee waiver 7,054 7,879
Net investment income before income taxes 5,310 12,763
Income taxes, including excise taxes 153 127
Net investment income 5,157 12,636
Net realized gain (loss) on investments 909 2,461
Net realized gain (loss) on foreign currency forward contracts (37 ) 22
Net realized gain (loss) on foreign currency and other transactions (1 )
Net realized gain (loss) 872 2,482
Net change in unrealized gain (loss) on investments 5,266 (892 )
Net change in unrealized gain (loss) on foreign currency forward contracts 112 (24 )
Net change in unrealized gain (loss) on foreign currency and other transactions (77 ) 32
Net change in unrealized gain (loss) 5,301 (884 )
Net increase (decrease) in net assets resulting from operations $ 11,330 $ 14,234

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Six months ended June 30,
2021 2020 (1)
Total investment income $ 25,577 $ 35,644
Total expenses, net of incentive fee waiver 14,911 16,079
Net investment income before income taxes 10,666 19,565
Income taxes, including excise taxes 183 147
Net investment income 10,483 19,418
Net realized gain (loss) on investments 717 2,555
Net realized gain (loss) on extinguishment of debt (2,774 )
Net realized gain (loss) on foreign currency forward contracts (75 ) 18
Net realized gain (loss) on foreign currency and other transactions (14 ) (16 )
Net realized gain (loss) (2,146 ) 2,557
Net change in unrealized gain (loss) on investments 9,888 (46,041 )
Net change in unrealized gain (loss) on foreign currency forward contracts 446 74
Net change in unrealized gain (loss) on foreign currency and other transactions (286 ) 1,376
Net change in unrealized gain (loss) 10,048 (44,591 )
Net increase (decrease) in net assets resulting from operations $ 18,385 $ (22,616 )

(1) In May 2020, an arbitrator issued a final award in favor of the estate of Rockdale Blackhawk, LLC (the “Estate”) in the legal proceeding between the Estate and a national insurance carrier. Our share of the net proceeds from the award exceeded the contractual obligations due to us as a result of our right to receive excess proceeds pursuant to the terms of a sharing agreement between the lenders and the Estate. In June 2020, we received $33.1 million as an initial payment of proceeds from the legal proceedings from the Estate, of which $19.5 million was recorded as a reduction in the cost basis of our investment in Rockdale Blackhawk, LLC (“Rockdale”), $3.9 million was recorded as the collection of previously accrued interest, $7.4 million was recorded as investment income for previously unaccrued interest and fees and $2.3 million was recorded as realized gains. Additionally, as an offset, we recorded net change in unrealized (loss) of ($8.2) million primarily as a result of the reversal associated with the collection of proceeds from the Estate. Total net income associated with our investment in Rockdale was $1.5 million during the three months ended June 30, 2020. As of June 30, 2021, we have a remaining investment in Rockdale associated with residual proceeds currently expected from the Estate of $1.6 million.

Investment Income

The composition of our investment income was as follows (in thousands):

Three months ended June 30,
2021 2020
Interest income $ 8,500 $ 13,531
PIK interest income 1,734 2,464
Dividend income (1) 1,149 849
Fee income 300 2,823
Prepayment gain (loss) 416 639
Accretion of discounts and amortization of premium 265 336
Total investment income $ 12,364 $ 20,642

Six months ended June 30,
2021 2020
Interest income $ 17,461 $ 25,510
PIK interest income 3,413 3,540
Dividend income (2) 2,411 2,040
Fee income 777 3,021
Prepayment gain (loss) 898 853
Accretion of discounts and amortization of premium 617 680
Total investment income $ 25,577 $ 35,644

(1) Includes PIK dividends of $72 and ($51), respectively.
(2) Includes PIK dividends of $134 and ($10), respectively.

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The decrease in investment income of $8.3 million and $10.1 million during the three and six months ended June 30, 2021 as compared to the three and six months ended June 30, 2020 is primarily the result of the inclusion of $7.4 million of previously unrecorded interest and fee income associated with our investment in Rockdale during the three and six months ended June 30, 2020 and a decrease in interest income due to a decrease in average outstanding loan balances.

Operating Expenses

The composition of our operating expenses was as follows (in thousands):

Three months ended June 30,
2021 2020
Interest and other debt financing expenses $ 3,842 $ 4,555
Base management fees 2,327 2,434
Incentive fees, net of incentive fee waiver (1)
Professional fees 240 322
Administrative service fees 337 314
General and administrative expenses 269 214
Directors’ fees 39 40
Total expenses, net of incentive fee waiver $ 7,054 $ 7,879

Six months ended June 30,
2021 2020
Interest and other debt financing expenses $ 8,295 $ 9,385
Base management fees 4,661 4,985
Incentive fees, net of incentive fee waiver (1) 193
Professional fees 466 537
Administrative service fees 693 652
General and administrative expenses 529 445
Directors’ fees 74 75
Total expenses, net of incentive fee waiver $ 14,911 $ 16,079

(1) During the three and six months ended June 30, 2021, MC Advisors waived part one incentive fees (based on net investment income) of $420 and $1,057, respectively, and incentive fees were not subject to the Incentive Fee Limitation. During the three and six months ended June 30, 2020, no incentive fees were waived as incentive fees were fully limited by $2,527 and $3,883, respectively, due to the Incentive Fee Limitation. See Note 6 in our attached consolidated financial statements for additional information on the Incentive Fee Limitation.

The composition of our interest and other debt financing expenses, average outstanding balances and average stated interest rates (i.e. the rate in effect plus spread) were as follows (in thousands):

Three months ended June 30,
2021 2020
Interest expense - revolving credit facility $ 1,051 $ 1,488
Interest expense - 2023 Notes 1,567
Interest expense - 2026 Notes 1,544
Interest expense - SBA debentures 710 980
Amortization of deferred financing costs 537 520
Total interest and other debt financing expenses $ 3,842 $ 4,555
Average debt outstanding $ 320,074 $ 402,279
Average stated interest rate 4.1 % 4.0 %

Six months ended June 30,
2021 2020
Interest expense - revolving credit facility $ 2,056 $ 3,286
Interest expense - 2023 Notes 837 3,134
Interest expense - 2026 Notes 2,676
Interest expense - SBA debentures 1,588 1,961
Amortization of deferred financing costs 1,138 1,004
Total interest and other debt financing expenses $ 8,295 $ 9,385
Average debt outstanding $ 333,291 $ 401,366
Average stated interest rate 4.3 % 4.2 %

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The decrease in expenses of $0.8 million and $1.2 million during the three and six months ended June 30, 2021, as compared to the three and six months ended June 30, 2020, is primarily the result of a decrease in interest expense due to lower average debt outstanding (including our repayment of $28.1 million in SBA debentures during the three months ended March 31, 2021). Additionally, the refinance of our 5.75% 2023 Notes with the 4.75% 2026 Notes during the three months ended March 31, 2021 contributed to the decline in interest expense.

Income Taxes, Including Excise Taxes

We have elected to be treated as a RIC under Subchapter M of the Code and operate in a manner so as to qualify for the tax treatment available to RICs. To maintain qualification as a RIC, we must, among other things, meet certain source-of-income and asset diversification requirements and distribute to stockholders, for each taxable year, at least 90% of our “investment company taxable income,” which is generally our net ordinary income plus the excess, if any, of realized net short-term capital gains over realized net long-term capital losses.

Depending on the level of taxable income earned in a tax year, we may choose to carry forward such taxable income in excess of current year dividend distributions from such current year taxable income into the next year and pay a 4% excise tax on such income, as required. To the extent that we determine that our estimated current year annual taxable income may exceed estimated current year dividend distributions, we accrue excise tax, if any, on estimated excess taxable income as such taxable income is earned. For both of the three and six months ended June 30, 2021, we recorded a net expense on the consolidated statements of operations of $0.2 million for U.S. federal excise tax. For both of the three and six months ended June 30, 2020, we recorded a net expense on the consolidated statements of operations of $0.1 million for U.S. federal excise tax.

Certain of our consolidated subsidiaries are subject to U.S. federal and state corporate-level income taxes. For both the three and six months ended June 30, 2021, we recorded a net tax expense of zero on the consolidated statements of operations for these subsidiaries. For both the three and six months ended June 30, 2020, we recorded a net tax expense of $2 thousand on the consolidated statements of operations for these subsidiaries.

Net Realized Gain (Loss)

During the three months ended June 30, 2021 and 2020, we had sales or dispositions of investments of $3.9 million and $0.2 million, respectively, resulting in $0.9 million and $2.5 million of net realized gain (loss) on investments, respectively. During the six months ended June 30, 2021 and 2020, we had sales or dispositions of investments of $12.4 million and $13.3 million, respectively, resulting in $0.7 million and $2.6 million of net realized gain (loss) on investments, respectively. During the three and six months ended June 30, 2020, $2.3 million of the net realized gain was attributable to our investment in Rockdale.

During the three and six months ended June 30, 2021, we recognized a net loss on extinguishment of debt of zero and $2.8 million, which was due to our $109.0 million repayment of the 2023 Notes on February 18, 2021 and repayment of the $28.1 million of SBA debentures on March 1, 2021.

We may enter into foreign currency forward contracts to reduce our exposure to foreign currency exchange rate fluctuations. During the three months ended June 30, 2021 and 2020, we had ($37) thousand and $22 thousand of net realized gain (loss) on foreign currency forward contracts, respectively. During the six months ended June 30, 2021 and 2020, we had ($0.1) million and $18 thousand of net realized gain (loss) on foreign currency forward contracts, respectively. During the three months ended June 30, 2021 and 2020, we had zero and ($1) thousand of net realized gain (loss) on foreign currency and other transactions, respectively. During the six months ended June 30, 2021 and 2020, we had ($14) thousand and ($16) thousand of net realized gain (loss) on foreign currency and other transactions, respectively.

Net Change in Unrealized Gain (Loss)

For the three months ended June 30, 2021 and 2020, our investments had $5.3 million and ($0.9) million of net change in unrealized gain (loss), respectively. The net change in unrealized gain (loss) includes both unrealized gain on investments in our portfolio with mark-to-market gains during the periods and unrealized loss on investments in our portfolio with mark-to-market losses during the periods. For the three months ended June 30, 2021 and 2020, our foreign currency forward contracts had $0.1 million and ($24) thousand of net change in unrealized gain (loss), respectively. For the three months ended June 30, 2021 and 2020, our foreign currency borrowings and cash denominated in foreign currencies had ($0.1) million and $32 thousand of net change in unrealized gain (loss), respectively.

We estimate approximately $4.3 million of the net unrealized gains on investments during the three months ended June 30, 2021 was attributable to portfolio companies that have underlying credit or fundamental performance concerns resulting in a risk rating of Grade 3, 4 or 5 on our investment performance risk rating scale. Additionally, $0.9 million in net unrealized gain on investments was attributable to broad market movements or improvements in fundamental performance on the remainder of the portfolio. Approximately $0.6 million of these net unrealized gains were attributable to investments held in the portfolio directly, while approximately $0.3 million of these gains were attributable to our investment in SLF. The fair value of our portfolio investments may be further negatively impacted after June 30, 2021 by circumstances and events that are not yet known.

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We estimate that during the three months ended June 30, 2020, we recorded net unrealized gains of $9.6 million attributable to broad market movements and tightening of credit spreads, of which $4.2 million was attributable to our investment in the SLF. These increases in value were offset by ($2.3) million in unrealized losses attributable to specific credit or fundamental performance of certain underlying portfolio companies, a significant portion of which is a result of the impact of the COVID-19 pandemic on individual credit performance, and ($8.2) million of net change in unrealized (loss) as a result of the reversal of previously recorded unrealized gains associated with the collection of proceeds from Rockdale.

For the six months ended June 30, 2021 and 2020, our investments had $9.9 million and ($46.0) million of net change in unrealized gain (loss), respectively. For the six months ended June 30, 2021 and 2020, our foreign currency forward contracts had $0.4 million and $0.1 million of net change in unrealized gain (loss), respectively. For the six months ended June 30, 2021 and 2020, our foreign currency borrowings and cash denominated in foreign currencies had ($0.3) million and $1.4 million of net change in unrealized gain (loss), respectively.

We estimate approximately $6.0 million of the net unrealized gain on investments during the six months ended June 30, 2021 was attributable to broad market movements and tightening of credit spreads in the loan markets. Approximately $3.9 million of these net unrealized gains were attributable to investments held in the portfolio directly, while approximately $2.1 million of these gains were attributable to our investment in SLF. Additionally, $3.8 million in net unrealized gain on investments was attributable to portfolio companies that have underlying credit or fundamental performance concerns resulting in a risk rating of Grade 3, 4 or 5 on our investment performance risk rating scale.

We estimate that during the six months ended June 30, 2020, we recorded net unrealized losses of ($15.9) million attributable to broad market movements and widening of credit spreads, of which ($6.9) million was attributable to our investment in the SLF. The SLF’s underlying investments are loans to middle-market borrowers that are generally larger than the rest of our portfolio, which is focused on lower middle-market companies. These upper middle-market loans held within the SLF experienced higher volatility in valuation than the rest of the portfolio. Additionally, we estimate approximately ($21.9) million of the net unrealized losses were attributable to specific credit or fundamental performance of the underlying portfolio companies, a significant portion of which is as a result of the impact of the COVID-19 pandemic on individual credit performance. We also recorded ($8.2) million of net change in unrealized (loss) as a result of the reversal of previously recorded unrealized gains associated with the collection of proceeds from Rockdale.

Net Increase (Decrease) in Net Assets Resulting from Operations

For the three months ended June 30, 2021 and 2020, the net increase (decrease) in net assets resulting from operations was $11.3 million and $14.2 million, respectively. Based on the weighted average shares of common stock outstanding for the three months ended June 30, 2021 and 2020, our per share net increase (decrease) in net assets resulting from operations was $0.53 and $0.69, respectively.

For the six months ended June 30, 2021 and 2020, the net increase (decrease) in net assets resulting from operations was $18.4 million and ($22.6) million, respectively. Based on the weighted average shares of common stock outstanding for the six months ended June 30, 2021 and 2020, our per share net increase (decrease) in net assets resulting from operations was $0.86 and ($1.10), respectively. The $41.0 million increase during the six months ended June 30, 2021 as compared to the six months ended June 30, 2020, is primarily the result of net unrealized mark-to-market gains on investments in the portfolio during the six months ended June 30, 2021, as compared to the six months ended June 30, 2020, where investments in the portfolio experienced significant net unrealized mark to mark-to-market losses, primarily as a result of market volatility and deterioration of fundamental performance on certain portfolio companies related to the COVID-19 pandemic.

Liquidity and Capital Resources

As of June 30, 2021, we had $21.1 million in cash, $29.5 million in cash at MRCC SBIC, $126.7 million of total debt outstanding on our revolving credit facility, $130.0 million in 2026 Notes and $86.9 million in outstanding SBA debentures. We had $128.3 million available for additional borrowings on our revolving credit facility, subject to borrowing base availability. See “ Borrowings ” below for additional information.

In accordance with the 1940 Act, we are permitted to borrow amounts such that our asset coverage ratio, as defined in the 1940 Act, is at least 150% after such borrowing. As of June 30, 2021 and December 31, 2020, our asset coverage ratio based on aggregate borrowings outstanding was 195% and 200%, respectively.

Cash Flows

For the six months ended June 30, 2021 and 2020, we experienced a net increase (decrease) in cash and restricted cash of $18.3 million and ($8.8) million, respectively. For the six months ended June 30, 2021 and 2020, operating activities provided $37.6 million and $31.2 million, respectively, primarily as a result of principal repayments on and sales of portfolio investments, partially offset by purchases of portfolio investments. During the six months ended June 30, 2021, we used $19.3 million in financing activities, primarily as a result of net repayments on our 2023 Notes and SBA debentures and distributions to stockholders, partially offset by net proceeds from our 2026 Notes (net of deferred financing cost payments). During the six months ended June 30, 2020, we used $40.0 million in financing activities, primarily as a result of net repayments on our revolving credit facility and distributions to stockholders, partially offset by proceeds from shares issued under the at-the-market (“ATM”) securities offering program.

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Capital Resources

As a BDC, we distribute substantially all of our net income to our stockholders and have an ongoing need to raise additional capital for investment purposes. We intend to generate additional cash primarily from future offerings of securities, future borrowings and cash flows from operations, including income earned from investments in our portfolio companies. On both a short-term and long-term basis, our primary use of funds will be to invest in portfolio companies and make cash distributions to our stockholders. We may also use available funds to repay outstanding borrowings.

As a BDC, we are generally not permitted to issue and sell our common stock at a price below net asset value (“NAV”) per share. We may, however, sell our common stock, or warrants, options or rights to acquire our common stock, at a price below the then-current NAV per share of our common stock if our board of directors (“Board”), including our independent directors, determines that such sale is in the best interests of us and our stockholders, and if our stockholders have approved such sales. On June 16, 2021, our stockholders voted to allow us to sell or otherwise issue common stock at a price below NAV per share for a period of one year, subject to certain limitations. As of June 30, 2021 and December 31, 2020, we had 21,543,540 and 21,303,540 shares outstanding, respectively.

On June 24, 2015, our stockholders approved a proposal to authorize us to issue warrants, options or rights to subscribe to, convert to, or purchase our common stock in one or more offerings. This is a standing authorization and does not require annual re-approval by our stockholders.

Stock Issuances: On May 12, 2017, we entered into at-the-market (“ATM”) equity distribution agreements with each of JMP Securities LLC (“JMP”) and FBR Capital Markets & Co. (“FBR”) (the “ATM Program”) through which we can sell, by means of ATM offerings, from time to time, up to $50.0 million of our common stock. On May 8, 2020, we entered into an amendment to the ATM Program to extend its term. All other material terms of the ATM Program remain unchanged. During the six months ended June 30, 2021, we sold 240,000 shares at an average price of $11.43 per share for gross proceeds of $2.7 million under the ATM program. Aggregate underwriter’s discounts and commissions were $41 thousand and offering costs were $12 thousand, resulting in net proceeds of approximately $2.7 million. During the six months ended June 30, 2020, we sold 825,460 shares at an average price of $7.81 per share for gross proceeds of $6.5 million under the ATM program. Aggregate underwriter’s discounts and commissions were $0.1 million and offering costs were $0.1 million, resulting in net proceeds of approximately $6.3 million.

Borrowings

Revolving Credit Facility : We have a $255.0 million revolving credit facility with ING Capital LLC, as agent. The revolving credit facility has an accordion feature which permits us, under certain circumstances to increase the size of the facility up to $400.0 million (subject to maintaining 150% asset coverage, as defined by the 1940 Act). The revolving credit facility is secured by a lien on all of our assets, including cash on hand, but excluding the assets of our wholly-owned subsidiary, MRCC SBIC. We may make draws under the revolving credit facility to make or purchase additional investments through March 1, 2023 and for general working capital purposes until March 1, 2024, the maturity date of the revolving credit facility.

Our ability to borrow under the revolving credit facility is subject to availability under the borrowing base, which permits us to borrow up to 72.5% of the fair market value of our portfolio company investments depending on the type of investment we hold and whether the investment is quoted. Our ability to borrow is also subject to certain concentration limits, and continued compliance with the representations, warranties and covenants given by us under the facility. The revolving credit facility contains certain financial and restrictive covenants, including, but not limited to, our maintenance of: (1) minimum consolidated total net assets at least equal to $150.0 million plus 65% of the net proceeds to us from sales of our equity securities after March 1, 2019; (2) a ratio of total assets (less total liabilities other than indebtedness) to total indebtedness of not less than 1.5 to 1; and (3) a senior debt coverage ratio of at least 2 to 1. The revolving credit facility also requires us to undertake customary indemnification obligations with respect to ING Capital LLC and other members of the lending group and to reimburse the lenders for expenses associated with entering into the credit facility. The revolving credit facility also has customary provisions regarding events of default, including events of default for nonpayment, change in control transactions at both Monroe Capital Corporation and MC Advisors, failure to comply with financial and negative covenants, and failure to maintain our relationship with MC Advisors. If we incur an event of default under the revolving credit facility and fail to remedy such default under any applicable grace period, if any, then the entire revolving credit facility could become immediately due and payable, which would materially and adversely affect our liquidity, financial condition, results of operations and cash flows.

Our revolving credit facility also imposes certain conditions that may limit the amount of our distributions to stockholders. Distributions payable in our common stock under the DRIP are not limited by the revolving credit facility. Distributions in cash or property other than common stock are generally limited to 115% of the amount of distributions required to maintain our status as a RIC.

As of June 30, 2021, we had U.S. dollar borrowings of $104.4 million and non-U.S. dollar borrowings denominated in Great Britain pounds of £16.1 million ($22.3 million in U.S. dollars) under the revolving credit facility. As of December 31, 2020, we had U.S. dollar borrowings of $104.6 million and non-U.S. dollar borrowings denominated in Great Britain pounds of £16.1 million ($22.0 million in U.S. dollars) under the revolving credit facility. The borrowings denominated in Great Britain pounds may be positively or negatively affected by movements in the rate of exchange between the U.S. dollar and the Great Britain pound. These movements are beyond our control and cannot be predicted. The borrowings denominated in Great Britain pounds are translated into U.S. dollars based on the spot rate at each balance sheet date. The impact resulting from changes in foreign currency borrowings is included in net change in unrealized gain (loss) on foreign currency and other transactions on our consolidated statements of operations and totaled ($0.1) million and ($0.3) million for the three and six months ended June 30, 2021, and $30 thousand and $1.4 million for the three and six months ended June 30, 2020 respectively.

60

Borrowings under the revolving credit facility bear interest, at our election, at an annual rate of LIBOR (one-month, three-month or six-month at our discretion based on the term of the borrowing) plus 2.625% or at a daily rate equal to 1.625% per annum plus the greater of the prime interest rate, the federal funds rate plus 0.5% or LIBOR plus 1.0%, with a LIBOR floor of 0.5%. In addition to the stated interest rate on borrowings under the revolving credit facility, we are required to pay a commitment fee and certain conditional fees based on usage of the expanded borrowing base and usage of the asset coverage ratio flexibility. A commitment fee of 0.5% per annum on any unused portion of the revolving credit facility if the unused portion of the facility is less than 35% of the then available maximum borrowing or a commitment fee of 1.0% per annum on any unused portion of the revolving credit facility if the unused portion of the facility is greater than or equal to 35% of the then available maximum borrowing. As of June 30, 2021 and December 31, 2020, the outstanding borrowings were accruing at a weighted average interest rate of 3.4% and 3.2%, respectively.

2023 Notes: On February 18, 2021, we redeemed $109.0 million in aggregate principal amount of the 2023 Notes. The redemption was accounted for as a debt extinguishment in accordance with ASC Subtopic 470-50, Debt – Modifications and Extinguishment (“ASC 470-50”), which resulted in a realized loss of $2.3 million (primarily comprised of the unamortized deferred financing costs at the time of the redemption) and was recorded in net gain (loss) on extinguishment of debt on our consolidated statements of operations. The 2023 Notes were delisted from the Nasdaq Global Select Market, in conjunction with the redemption.

2026 Notes: On January 25, 2021, we closed a private offering of $130.0 million in aggregate principal amount of senior unsecured notes (the “2026 Notes”). Aggregate underwriting commissions were $3.3 million and other issuance costs were $0.7 million, resulting in proceeds of approximately $126.0 million. The 2026 Notes will mature on February 15, 2026 and may be redeemed in whole or in part at any time or from time to time at our option at par plus a “make-whole” premium, if applicable. The 2026 Notes will bear interest at an annual rate of 4.75% payable semi-annually on February 15 and August 15 of each year, commencing on August 15, 2021. The 2026 Notes are general, unsecured obligations and rank equal in right of payment with all of our existing and future unsecured indebtedness.

SBA Debentures: On February 28, 2014, our wholly-owned subsidiary, MRCC SBIC, received a license from the SBA to operate as a SBIC under Section 301(c) of the Small Business Investment Act of 1958, as amended. MRCC SBIC commenced operations on September 16, 2013.

The SBIC license allows MRCC SBIC to obtain leverage by issuing SBA debentures, subject to the issuance of a leverage commitment by the SBA and other customary procedures. SBA debentures are non-recourse, interest only debentures with interest payable semi-annually and have a ten-year maturity. The principal amount of SBA debentures is not required to be paid prior to maturity but may be prepaid at any time without penalty. The interest rate of SBA debentures is fixed on a semi-annual basis (pooling date) at a market-driven spread over U.S. Treasury Notes with 10-year maturities. The SBA, as a creditor, has a superior claim to MRCC SBIC’s assets over our stockholders in the event we liquidate MRCC SBIC, or the SBA exercises its remedies upon an event of default.

On March 1, 2021, we repaid $28.1 million in aggregate principal amount of the SBA debentures. The repayment was accounted for as a debt extinguishment in accordance with ASC 470-50, which resulted in a realized loss of $0.5 million (primarily comprised of the unamortized deferred financing costs at the time of the repayment) recorded in net gain (loss) on extinguishment of debt on our consolidated statements of operations. As of June 30, 2021, MRCC SBIC had $29.5 million in cash and $101.3 million in investments at fair value. As of December 31, 2020, MRCC SBIC had $25.7 million in cash and $131.2 million in investments at fair value.

As of June 30, 2021 and December 31, 2020, MRCC SBIC had $57.6 million in leverageable capital and the following SBA-guaranteed debentures outstanding:

Maturity Date Interest Rate June 30, 2021 December 31, 2020
September 2024 3.4 % $ 12,920 $ 12,920
March 2025 3.3 % 14,800 14,800
March 2025 2.9 % 7,080 7,080
September 2025 3.6 % 5,200
March 2027 3.5 % 20,000 20,000
September 2027 3.2 % 32,100 32,100
March 2028 3.9 % 18,520
September 2028 4.2 % 4,380
Total $ 86,900 $ 115,000

61

We were granted exemptive relief from the SEC for permission to exclude the debt of MRCC SBIC guaranteed by the SBA from the asset coverage test under the 1940 Act. The receipt of this exemption for this SBA debt increases flexibility under the asset coverage test.

Distributions

Our Board will determine the timing and amount, if any, of our distributions. We intend to pay distributions on a quarterly basis. In order to avoid corporate-level tax on the income we distribute as a RIC, we must distribute to our stockholders 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, on an annual basis out of the assets legally available for such distributions. In addition, we also intend to distribute any realized net capital gains (i.e., realized net long-term capital gains in excess of realized net short-term capital losses) at least annually out of the assets legally available for such distributions. Distributions to stockholders for the three and six months ended June 30, 2021, totaled $5.4 million ($0.25 per share) and $10.7 million ($0.50 per share), respectively. Distributions to stockholders for the three and six months ended June 30, 2020, totaled $5.3 million ($0.25 per share) and $12.4 million ($0.60 per share), respectively. The tax character of such distributions is determined at the end of the fiscal year. However, if the character of such distributions were determined as of June 30, 2021 and 2020, no portion of these distributions would have been characterized as a tax return of capital to stockholders.

In October 2012, we adopted an “opt out” dividend reinvestment plan (“DRIP”) for our common stockholders. When we declare a distribution, our stockholders’ cash distributions will automatically be reinvested in additional shares of our common stock unless a stockholder specifically “opts out” of our DRIP. If a stockholder opts out, that stockholder will receive cash distributions. Although distributions paid in the form of additional shares of our common stock will generally be subject to U.S. federal, state and local taxes in the same manner as cash distributions, stockholders participating in our DRIP will not receive any corresponding cash distributions with which to pay any such applicable taxes.

MRCC Senior Loan Fund I, LLC

We co-invest with LSW in senior secured loans through SLF, an unconsolidated Delaware LLC. SLF is capitalized as underlying investment transactions are completed, taking into account available debt and equity commitments available for funding these investments. All portfolio and investment decisions in respect to SLF must be approved by the SLF investment committee, consisting of one representative of each of us and LSW. SLF may cease making new investments upon notification of either member but operations will continue until all investments have been sold or paid-off in the normal course of business. Investments held by SLF are measured at fair value using the same valuation methodologies as described below. Our investment is illiquid in nature as SLF does not allow for withdrawal from the LLC or the sale of a member’s interest unless approved by the board members of SLF. The full withdrawal of a member would result in an orderly wind-down of SLF.

SLF’s profits and losses are allocated to us and LSW in accordance with the respective ownership interests. As of both June 30, 2021 and December 31, 2020, we and LSW each owned 50.0% of the LLC equity interests of SLF. As of both June 30, 2021 and December 31, 2020, SLF had $100.0 million in equity commitments from its members (in the aggregate), of which $84.3 million was funded.

As of both June 30, 2021 and December 31, 2020, we have committed to fund $50.0 million of LLC equity interest subscriptions to SLF. As of both June 30, 2021 and December 31, 2020, $42.2 million of our LLC equity interest subscriptions to SLF had been called and contributed, net of return of capital distributions subject to recall.

For the three and six months ended June 30, 2021, we received $1.1 million and $2.3 million of dividend income from our LLC equity interest in SLF, respectively. For the three and six months ended June 30, 2020, we received $0.9 million and $2.1 million of dividend income from our LLC equity interest in SLF, respectively.

SLF has a senior secured revolving credit facility (as amended, the “SLF Credit Facility”) with Capital One, N.A., through its wholly-owned subsidiary MRCC Senior Loan Fund I Financing SPV, LLC (“SLF SPV”), which as of June 30, 2021 allowed SLF SPV to borrow up to $170.0 million at any one time, subject to leverage and borrowing base restrictions. Borrowings under the SLF Credit Facility bear interest at an annual rate of LIBOR (three-month) plus 2.25%. The maturity date on the SLF Credit Facility is March 22, 2023.

SLF does not pay any fees to MC Advisors or its affiliates; however, SLF has entered into an administration agreement with Monroe Capital Management Advisors, LLC (“MC Management”), pursuant to which certain loan servicing and administrative functions are delegated to MC Management. SLF may reimburse MC Management for its allocable share of overhead and other expenses incurred by MC Management. For the three and six months ended June 30, 2021, SLF incurred $50 thousand and $0.1 million of allocable expenses, respectively. For the three and six months ended June 30, 2020, SLF incurred $50 thousand and $0.1 million, respectively, of allocable expenses. There are no agreements or understandings by which we guarantee any SLF obligations.

As of June 30, 2021 and December 31, 2020, SLF had total assets at fair value of $199.8 million and $209.7 million, respectively. As of June 30, 2021 and December 31, 2020, SLF had one portfolio company investment on non-accrual status with a fair value of $1.1 million and $1.0 million, respectively. The portfolio companies in SLF are in industries and geographies similar to those in which we may invest directly. Additionally, as of June 30, 2021 and December 31, 2020, SLF had $0.6 million and $0.8 million, respectively, in outstanding commitments to fund investments under undrawn revolvers and delayed draw commitments.

Below is a summary of SLF’s portfolio, followed by a listing of the individual investments in SLF’s portfolio as of June 30, 2021 and December 31, 2020:

As of
June 30, 2021 December 31, 2020
Senior secured loans (1) 200,376 214,389
Weighted average current interest rate on senior secured loans (2) 5.9 % 5.8 %
Number of borrowers in SLF 54 57
Largest portfolio company investment (1) 6,755 6,790
Total of five largest portfolio company investments (1) 26,982 27,064

(1) Represents outstanding principal amount, excluding unfunded commitments. Principal amounts in thousands.
(2) Computed as the (a) annual stated interest rate on accruing senior secured loans divided by (b) total senior secured loans at outstanding principal amount.

62

MRCC SENIOR LOAN FUND I, LLC

CONSOLIDATED SCHEDULE OF INVESTMENTS

(unaudited)

June 30, 2021

(in thousands)

Portfolio Company (a) Spread Above
Index (b)
Interest Rate (b) Maturity Principal Fair Value
Non-Controlled/Non-Affiliate Company Investments
Senior Secured Loans
Aerospace & Defense
Bromford Industries Limited (c) L+5.25% 6.25 % 11/5/2025 2,758 $ 2,701
Bromford Industries Limited (c) L+5.25% 6.25 % 11/5/2025 1,839 1,801
Trident Maritime SH, Inc. L+5.50% 6.50 % 2/26/2027 2,479 2,474
Trident Maritime SH, Inc. (Revolver) (d) L+5.50% 6.50 % 2/26/2027 265 41
7,341 7,017
Automotive
Truck-Lite Co., LLC L+6.25% 7.25 % 12/14/2026 1,717 1,717
Truck-Lite Co., LLC L+6.25% 7.25 % 12/14/2026 254 254
Wheel Pros, Inc. L+4.50% 5.25 % 5/11/2028 1,957 1,957
3,928 3,928
Banking, Finance, Insurance & Real Estate
Avison Young (USA), Inc. (c) L+6.00% 6.15 % 1/30/2026 4,875 4,826
Harbour Benefit Holdings, Inc. L+5.25% 6.25 % 12/13/2024 4,629 4,566
Harbour Benefit Holdings, Inc. L+5.25% 6.25 % 12/13/2024 103 102
Lightbox Intermediate, L.P. L+5.00% 5.15 % 5/11/2026 4,900 4,875
Minotaur Acquisition, Inc. L+4.75% 4.85 % 3/27/2026 2,933 2,936
17,440 17,305
Beverage, Food & Tobacco
CBC Restaurant Corp. (f) n/a 5.00% PIK (e) 12/30/2022 1,116 1,050
SW Ingredients Holdings, LLC L+4.00% 5.00 % 7/3/2025 3,638 3,634
4,754 4,684
Capital Equipment
Analogic Corporation L+5.25% 6.25 % 6/24/2024 4,776 4,667
4,776 4,667
Chemicals, Plastics & Rubber
Polymer Solutions Group L+7.00% 8.00 % 1/1/2023 1,197 1,179
1,197 1,179
Construction & Building
The Cook & Boardman Group, LLC L+5.75% 6.75 % 10/20/2025 2,925 2,859
2,925 2,859
Consumer Goods: Durable
International Textile Group, Inc. L+5.00% 5.26 % 5/1/2024 1,734 1,677
1,734 1,677
Consumer Goods: Non-Durable
PH Beauty Holdings III, Inc. L+5.00% 5.14 % 9/26/2025 2,430 2,330
2,430 2,330
Containers, Packaging & Glass
Liqui-Box Holdings, Inc. L+4.50% 5.50 % 2/26/2027 4,290 4,125
Polychem Acquisition, LLC L+5.00% 5.50 % 3/17/2025 2,933 2,933
Port Townsend Holdings Company, Inc. L+6.75% 5.75% Cash/
2.00% PIK
4/3/2024 4,740 4,313
PVHC Holding Corp. L+4.75% 5.75 % 8/5/2024 3,234 2,943
15,197 14,314
Energy: Oil & Gas
Drilling Info Holdings, Inc. L+4.25% 4.35 % 7/30/2025 4,539 4,483
Offen, Inc. L+5.00% 5.10 % 6/22/2026 2,400 2,400
Offen, Inc. L+5.00% 5.10 % 6/22/2026 881 881
7,820 7,764
Healthcare & Pharmaceuticals
LSCS Holdings, Inc. L+4.25% 4.42 % 3/17/2025 2,287 2,264
LSCS Holdings, Inc. L+4.25% 4.42 % 3/17/2025 590 584
Radiology Partners, Inc. L+4.25% 4.32 % 7/9/2025 4,760 4,764
7,637 7,612

63

MRCC SENIOR LOAN FUND I, LLC

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

(unaudited)

June 30, 2021

(in thousands)

Portfolio Company (a) Spread Above
Index (b)
Interest Rate (b) Maturity Principal Fair Value
High Tech Industries
Corel, Inc. (c) L+5.00% 5.14 % 7/2/2026 3,850 $ 3,857
LW Buyer, LLC L+5.00% 5.15 % 12/30/2024 4,900 4,876
TGG TS Acquisition Company L+6.50% 6.60 % 12/12/2025 3,557 3,569
12,307 12,302
Hotels, Gaming & Leisure
Excel Fitness Holdings, Inc. L+5.25% 6.25 % 10/7/2025 4,186 4,083
North Haven Spartan US Holdco, LLC L+5.00% 6.00 % 6/6/2025 2,309 2,041
Tait, LLC L+5.00% 5.20 % 3/28/2025 4,146 3,723
Tait, LLC (Revolver) P+4.00% 7.25 % 3/28/2025 769 723
11,410 10,570
Media: Advertising, Printing & Publishing
Cadent, LLC L+5.25% 6.25 % 9/11/2023 4,728 4,716
Cadent, LLC (Revolver) (d) L+5.25% 6.25 % 9/11/2023 167
Digital Room Holdings, Inc. L+5.00% 5.20 % 5/21/2026 4,340 4,340
Monotype Imaging Holdings, Inc. L+5.50% 6.50 % 10/9/2026 4,844 4,837
14,079 13,893
Media: Diversified & Production
Research Now Group, Inc. and Survey Sampling International, LLC L+5.50% 6.50 % 12/20/2024 6,755 6,693
Stats Intermediate Holding, LLC L+5.25% 5.41 % 7/10/2026 4,925 4,941
The Octave Music Group, Inc. L+6.00% 6.25% Cash/
0.75% PIK
5/29/2025 4,828 4,725
16,508 16,359
Services: Business
AQ Carver Buyer, Inc. L+5.00% 6.00 % 9/23/2025 4,913 4,906
CHA Holdings, Inc. L+4.50% 5.50 % 4/10/2025 1,992 1,892
CHA Holdings, Inc. L+4.50% 5.50 % 4/10/2025 420 399
Eliassen Group, LLC L+4.25% 4.35 % 11/5/2024 3,009 3,000
Engage2Excel, Inc. L+7.25% 7.00% Cash/ 1.25% PIK 3/7/2023 4,316 4,348
Engage2Excel, Inc. L+7.25% 7.00% Cash/ 1.25% PIK 3/7/2023 779 784
Engage2Excel, Inc. (Revolver) (d) L+7.25% 7.00% Cash/ 1.25% PIK 3/7/2023 552 379
Legility, LLC L+6.00% 7.00 % 12/17/2025 4,838 4,753
Orbit Purchaser, LLC L+4.50% 5.50 % 10/21/2024 2,444 2,425
Orbit Purchaser, LLC L+4.50% 5.50 % 10/21/2024 1,887 1,873
Orbit Purchaser, LLC L+4.50% 5.50 % 10/21/2024 552 548
Output Services Group, Inc. L+4.50% 5.50 % 3/27/2024 4,840 4,217
SIRVA Worldwide, Inc. L+5.50% 5.60 % 8/4/2025 1,875 1,771
Teneo Holdings, LLC L+5.25% 6.25 % 7/11/2025 4,913 4,876
The Kleinfelder Group, Inc. L+5.25% 6.25 % 11/29/2024 2,438 2,438
39,768 38,609
Services: Consumer
Cambium Learning Group, Inc. L+4.50% 5.25 % 12/18/2025 4,503 4,534
LegalZoom.com, Inc. L+4.50% 4.60 % 11/21/2024 2,681 2,681
7,184 7,215
Telecommunications
Intermedia Holdings, Inc. L+6.00% 7.00 % 7/21/2025 1,788 1,787
Mavenir Systems, Inc. L+6.00% 7.00 % 5/8/2025 3,880 3,892
5,668 5,679
Transportation: Cargo
GlobalTranz Enterprises, LLC L+5.00% 5.10 % 5/15/2026 3,246 3,232
3,246 3,232
Utilities: Oil & Gas
NGS US Finco, LLC L+4.25% 5.25 % 10/1/2025 1,704 1,653
NGS US Finco, LLC L+5.25% 6.25 % 10/1/2025 249 245
1,953 1,898
Wholesale
BMC Acquisition, Inc. L+5.25% 6.25 % 12/30/2024 4,825 4,823
HALO Buyer, Inc. L+4.50% 5.50 % 6/30/2025 4,849 4,674
PT Intermediate Holdings III, LLC L+5.50% 6.50 % 10/15/2025 1,970 1,953
11,644 11,450
TOTAL INVESTMENTS $ 196,543

(a) All investments are U.S. companies unless otherwise noted.
(b) The majority of investments bear interest at a rate that may be determined by reference to the London Interbank Offered Rate ("LIBOR" or "L") or Prime Rate (“Prime” or “P”) which reset daily, monthly, quarterly or semiannually. We have provided the spread over LIBOR or Prime and the current contractual rate of interest in effect at June 30, 2021. Certain investments are subject to a LIBOR or Prime interest rate floor.
(c) This is an international company.
(d) All or a portion of this commitment was unfunded as of June 30, 2021. As such, interest is earned only on the funded portion of this commitment. Principal reflects the commitment outstanding.
(e) This position was on non-accrual status as of June 30, 2021, meaning that we have ceased accruing interest income on the position.
(f) A portion of this loan (principal of $115) is held at the SLF, not at the SLF SPV, and is therefore not collateral to the SLF Credit Facility.

64

MRCC SENIOR LOAN FUND I, LLC

CONSOLIDATED SCHEDULE OF INVESTMENTS

December 31, 2020

(in thousands)

Portfolio Company (a)

Spread Above

Index (b)

Interest Rate (b)

Maturity Principal Fair Value
Non-Controlled/Non-Affiliate Company Investments
Senior Secured Loans
Aerospace & Defense
Bromford Industries Limited (c) L+5.25 % 6.25 % 11/5/2025 2,772 $ 2,685
Bromford Industries Limited (c) L+5.25 % 6.25 % 11/5/2025 1,848 1,790
Trident Maritime SH, Inc. L+4.75 % 5.75 % 6/4/2024 4,401 4,363
Trident Maritime SH, Inc. (Revolver) (d) L+4.75 % 5.75 % 6/4/2024 340
9,361 8,838
Automotive
Truck-Lite Co., LLC L+6.25 % 7.25 % 12/14/2026 1,726 1,716
Truck-Lite Co., LLC L+6.25 % 7.25 % 12/14/2026 256 254
Wheel Pros, Inc. L+5.25 % 6.25 % 11/10/2027 3,000 2,961
4,982 4,931
Banking, Finance, Insurance & Real Estate
Avison Young (USA), Inc. (c) L+5.00 % 5.25 % 1/30/2026 4,900 4,659
Harbour Benefit Holdings, Inc. (fka Zenith Merger Sub, Inc.) L+5.25 % 6.25 % 12/13/2024 4,653 4,585
Harbour Benefit Holdings, Inc. (fka Zenith Merger Sub, Inc.) (Delayed Draw) (d) L+5.25 % 6.25 % 12/13/2024 264 102
Lightbox Intermediate, L.P. L+5.00 % 5.15 % 5/11/2026 4,925 4,777
Minotaur Acquisition, Inc. L+5.00 % 5.15 % 3/27/2026 2,947 2,900
17,689 17,023
Beverage, Food & Tobacco
CBC Restaurant Corp. n/a 5.00% PIK (e) 4/28/2022 1,117 1,031
SW Ingredients Holdings, LLC L+4.00 % 5.00 % 7/3/2025 3,656 3,647
4,773 4,678
Capital Equipment
Analogic Corporation L+5.25 % 6.25 % 6/24/2024 4,800 4,800
4,800 4,800
Chemicals, Plastics & Rubber
Polymer Solutions Group L+7.00 % 8.00 % 6/30/2021 1,216 1,189
1,216 1,189
Construction & Building
ISC Purchaser, LLC L+4.00 % 5.00 % 7/11/2025 4,937 4,896
The Cook & Boardman Group, LLC L+5.75 % 6.75 % 10/20/2025 2,940 2,811
7,877 7,707
Consumer Goods: Durable
International Textile Group, Inc. L+5.00 % 5.37 % 5/1/2024 1,758 1,597
1,758 1,597
Consumer Goods: Non-Durable
PH Beauty Holdings III, Inc. L+5.00 % 5.23 % 9/26/2025 2,442 2,149
2,442 2,149
Containers, Packaging & Glass
Liqui-Box Holdings, Inc. L+4.50 % 5.50 % 2/26/2027 4,312 3,848
Polychem Acquisition, LLC L+5.00 % 5.15 % 3/17/2025 2,948 2,948
Port Townsend Holdings Company, Inc. L+6.75 %

5.75% Cash/
2.00% PIK

4/3/2024 4,683 4,263
PVHC Holding Corp. L+4.75 % 5.75 % 8/5/2024 3,250 2,844
15,193 13,903
Energy: Oil & Gas
Drilling Info Holdings, Inc. L+4.25 % 4.40 % 7/30/2025 4,563 4,429
Offen, Inc. L+5.00 % 5.15 % 6/22/2026 2,412 2,343
Offen, Inc. L+5.00 % 5.15 % 6/22/2026 885 860
7,860 7,632
Healthcare & Pharmaceuticals
LSCS Holdings, Inc. L+4.25 % 4.51 % 3/17/2025 2,299 2,253
LSCS Holdings, Inc. L+4.25 % 4.51 % 3/17/2025 593 582
Radiology Partners, Inc. L+4.25 % 4.40 % 7/9/2025 4,760 4,692
7,652 7,527
High Tech Industries
AQA Acquisition Holding, Inc. L+4.25 % 5.25 % 5/24/2023 3,257 3,257
Corel, Inc. (c) L+5.00 % 5.23 % 7/2/2026 3,900 3,844
LW Buyer, LLC L+5.00 % 5.15 % 12/30/2024 4,925 4,900
TGG TS Acquisition Company L+6.50 % 6.65 % 12/12/2025 3,753 3,720
15,835 15,721
Hotels, Gaming & Leisure
Excel Fitness Holdings, Inc. L+5.25 % 6.25 % 10/7/2025 4,207 3,878
North Haven Spartan US Holdco, LLC L+5.00 % 6.00 % 6/6/2025 2,321 1,979
Tait, LLC L+5.00 % 5.23 % 3/28/2025 4,167 3,669
Tait, LLC (Revolver) P+4.00 % 7.25 % 3/28/2025 769 711
11,464 10,237
Media: Advertising, Printing & Publishing
Cadent, LLC L+5.50 % 6.50 % 9/11/2023 4,728 4,622
Cadent, LLC (Revolver) (d) L+5.50 % 6.50 % 9/11/2023 167
Digital Room Holdings, Inc. L+5.00 % 5.27 % 5/21/2026 4,362 4,133
Monotype Imaging Holdings, Inc. L+5.50 % 6.50 % 10/9/2026 4,906 4,653
14,163 13,408
Media: Diversified & Production
Research Now Group, Inc. and Survey Sampling International, LLC L+5.50 % 6.50 % 12/20/2024 6,790 6,708
Stats Intermediate Holding, LLC L+5.25 % 5.47 % 7/10/2026 4,950 4,909
The Octave Music Group, Inc. L+6.00 %

6.25% Cash/
0.75% PIK

5/29/2025 4,871 4,335
16,611 15,952

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MRCC SENIOR LOAN FUND I, LLC

CONSOLIDATED SCHEDULE OF INVESTMENTS - (continued)

December 31, 2020

(in thousands)

Portfolio Company (a)

Spread Above

Index (b)

Interest Rate (b)

Maturity Principal Fair Value
Services: Business
AQ Carver Buyer, Inc. L+5.00 % 6.00 % 9/23/2025 4,937 $ 4,888
CHA Holdings, Inc. L+4.50 % 5.50 % 4/10/2025 2,002 1,872
CHA Holdings, Inc. L+4.50 % 5.50 % 4/10/2025 422 395
Eliassen Group, LLC L+4.25 % 4.40 % 11/5/2024 3,017 2,922
Engage2Excel, Inc. L+8.00 % 7.00% Cash/
2.00% PIK
3/7/2023 4,299 4,178
Engage2Excel, Inc. L+8.00 % 7.00% Cash/
2.00% PIK
3/7/2023 776 754
Engage2Excel, Inc. (Revolver) (d) L+8.00 % 7.00% Cash/
2.00% PIK
3/7/2023 548 364
GI Revelation Acquisition, LLC L+5.00 % 5.15 % 4/16/2025 1,365 1,344
Legility, LLC L+6.00 % 7.00 % 12/17/2025 4,906 4,735
Orbit Purchaser, LLC L+4.50 % 5.50 % 10/21/2024 2,456 2,407
Orbit Purchaser, LLC L+4.50 % 5.50 % 10/21/2024 1,897 1,859
Orbit Purchaser, LLC L+4.50 % 5.50 % 10/21/2024 555 544
Output Services Group, Inc. L+4.50 % 5.50 % 3/27/2024 4,865 3,648
SIRVA Worldwide, Inc. L+5.50 % 5.65 % 8/4/2025 1,900 1,741
Teneo Holdings, LLC L+5.25 % 6.25 % 7/11/2025 4,938 4,903
The Kleinfelder Group, Inc. L+5.25 % 6.25 % 11/29/2024 2,450 2,450
41,333 39,004
Services: Consumer
Cambium Learning Group, Inc. L+4.50 % 4.75 % 12/18/2025 4,900 4,883
LegalZoom.com, Inc. L+4.50 % 4.65 % 11/21/2024 2,694 2,706
7,594 7,589
Telecommunications
Intermedia Holdings, Inc. L+6.00 % 7.00 % 7/21/2025 1,797 1,795
Mavenir Systems, Inc. L+6.00 % 7.00 % 5/8/2025 3,900 3,893
5,697 5,688
Transportation: Cargo
GlobalTranz Enterprises, LLC L+5.00 % 5.15 % 5/15/2026 3,262 3,050
3,262 3,050
Utilities: Oil & Gas
NGS US Finco, LLC L+4.25 % 5.25 % 10/1/2025 1,712 1,640
NGS US Finco, LLC L+5.25 % 6.25 % 10/1/2025 250 246
1,962 1,886
Wholesale
BMC Acquisition, Inc. L+5.25 % 6.25 % 12/30/2024 4,850 4,802
HALO Buyer, Inc. L+4.50 % 5.50 % 6/30/2025 4,875 4,533
PT Intermediate Holdings III, LLC L+5.50 % 6.50 % 10/15/2025 1,980 1,851
11,705 11,186
TOTAL INVESTMENTS $ 205,695

(a) All investments are U.S. companies unless otherwise noted.
(b) The majority of the investments bear interest at a rate that may be determined by reference to the London Interbank Offered Rate (“LIBOR” or “L”) or Prime Rate (“Prime” or “P”) which reset daily, monthly, quarterly, or semiannually. For each such investment, we have provided the spread over LIBOR or Prime and the current contractual interest rate in effect at December 31, 2020. Certain investments are subject to a LIBOR or Prime interest rate floor, or rate cap.
(c) This is an international company.
(d) All or a portion of this commitment was unfunded as of December 31, 2020. As such, interest is earned only on the funded portion of this commitment. Principal reflects the commitment outstanding.
(e) This position was on non-accrual status as of December 31, 2020, meaning that we have ceased accruing interest income on the position.

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Below is certain summarized financial information for SLF as of June 30, 2021 and December 31, 2020 and for the three and six months ended June 30, 2021 and 2020 (in thousands):

June 30, 2021 December 31, 2020
(unaudited)
Assets
Investments, at fair value $ 196,543 $ 205,695
Cash 39 351
Restricted cash 2,619 2,948
Interest receivable 528 629
Other assets 37 43
Total assets $ 199,766 $ 209,666
Liabilities
Revolving credit facility $ 117,815 $ 131,497
Less: Unamortized deferred financing costs (1,372 ) (969 )
Total debt, less unamortized deferred financing costs 116,443 130,528
Interest payable 262 294
Accounts payable and accrued expenses 292 277
Total liabilities 116,997 131,099
Members’ capital 82,769 78,567
Total liabilities and members’ capital $ 199,766 $ 209,666

Three months ended June 30, Six months ended June 30,
2021 2020 2021 2020
(unaudited) (unaudited)
Investment income:
Interest income $ 3,210 $ 4,011 $ 6,663 $ 8,264
Total investment income 3,210 4,011 6,663 8,264
Expenses:
Interest and other debt financing expenses 1,024 1,488 2,003 3,102
Professional fees 162 164 332 348
Total expenses 1,186 1,652 2,335 3,450
Net investment income (loss) 2,024 2,359 4,328 4,814
Net gain (loss):
Net change in unrealized gain (loss) 761 7,901 4,424 (14,428 )
Net gain (loss) 761 7,901 4,424 (14,428 )
Net increase (decrease) in members’ capital $ 2,785 $ 10,260 $ 8,752 $ (9,614 )

Related Party Transactions

We have a number of business relationships with affiliated or related parties, including the following:

· We have an Investment Advisory Agreement with MC Advisors, an investment advisor registered with the SEC, to manage our investing activities. We pay MC Advisors a fee for its services under the Investment Advisory Agreement consisting of two components - a base management fee and an incentive fee. See Note 6 to our consolidated financial statements and “Significant Accounting Estimates and Critical Accounting Policies - Capital Gains Incentive Fee ” for additional information.

· We have an Administration Agreement with MC Management to provide us with the office facilities and administrative services necessary to conduct our day-to-day operations. See Note 6 to our consolidated financial statements for additional information.

· SLF has an administration agreement with MC Management to provide SLF with certain loan servicing and administrative functions. SLF may reimburse MC Management for its allocable share of overhead and other expenses incurred by MC Management. See Note 3 to our consolidated financial statements and “Liquidity and Capital Resources - MRCC Senior Loan Fund I, LLC ” for additional information.

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· Theodore L. Koenig, our Chief Executive Officer and Chairman of our Board is also a manager of MC Advisors and the President and Chief Executive Officer of MC Management. Aaron D. Peck, our Chief Financial Officer and Chief Investment Officer, serves as a director on our Board and is also a managing director of MC Management.

· We have a license agreement with Monroe Capital LLC, under which Monroe Capital LLC has agreed to grant us a non-exclusive, royalty-free license to use the name “Monroe Capital” for specified purposes in our business.

In addition, we have adopted a formal code of ethics that governs the conduct of MC Advisors’ officers, directors and employees. Our officers and directors also remain subject to the duties imposed by both the 1940 Act and Maryland General Corporation Law.

Commitments and Contingencies and Off-Balance Sheet Arrangements

Commitments and Contingencies

As of June 30, 2021 and December 31, 2020, we had outstanding commitments to fund investments under undrawn revolvers, capital expenditure loans, delayed draw commitments and subscription agreements, excluding unfunded commitments in SLF, totaling $48.2 million and $52.3 million, respectively. As of both June 30, 2021 and December 31, 2020, we had unfunded commitments to SLF of $7.8 million that may be contributed primarily for the purpose of funding new investments approved by the SLF investment committee. Drawdowns of the commitments to SLF require authorization from one of our representatives on SLF’s board of managers. Additionally, we have entered into certain contracts with other parties that contain a variety of indemnifications. Our maximum exposure under these arrangements is unknown. However, we have not experienced claims or losses pursuant to these contracts and believe the risk of loss related to such indemnifications to be remote.

Off-Balance Sheet Arrangements

Other than contractual commitments and other legal contingencies incurred in the normal course of our business, we do not have any off-balance sheet financings or liabilities.

Market Trends

In late 2019 and early 2020, COVID-19 emerged in China and spread rapidly across the world, including to the United States. This outbreak has led to disruptions in local, regional, national and global markets and economies affected thereby and will continue to cause disruptions for an unknown and potentially significant amount of time. To date, cross border commercial activity and market sentiment have been negatively impacted by the outbreak and government and other measures seeking to contain its spread. The federal government and the Federal Reserve, as well as foreign governments and central banks, have implemented significant fiscal and monetary policies in response to these disruptions, and additional government and regulatory responses may be possible. It is currently impossible to determine the scope of this or any future outbreak, how long any such outbreak and market disruption, volatility or uncertainty may last, the effect any governmental actions and changes in base interest rates will have or the full potential impact on us, our industry and our portfolio companies.

We have also identified the following general trends that may affect our business:

Target Market : We believe that small and middle-market companies in the United States with annual revenues between $10.0 million and $2.5 billion represent a significant growth segment of the U.S. economy and often require substantial capital investments to grow. Middle-market companies have generated a significant number of investment opportunities for investment funds managed or advised by Monroe Capital, and we believe that this market segment will continue to produce significant investment opportunities for us.

Specialized Lending Requirements : We believe that several factors render many U.S. financial institutions ill-suited to lend to U.S. middle-market companies. For example, based on the experience of our management team, lending to U.S. middle-market companies (1) is generally more labor intensive than lending to larger companies due to the smaller size of each investment and the fragmented nature of information for such companies, (2) requires due diligence and underwriting practices consistent with the demands and economic limitations of the middle-market and (3) may also require more extensive ongoing monitoring by the lender.

Demand for Debt Capital : We believe there is a large pool of uninvested private equity capital for middle-market companies. We expect private equity firms will seek to leverage their investments by combining equity capital with senior secured loans and mezzanine debt from other sources, such as us.

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Competition from Other Lenders : We believe that many traditional bank lenders, in recent years, de-emphasized their service and product offerings to middle-market businesses in favor of lending to large corporate clients and managing capital market transactions. In addition, many commercial banks face significant balance sheet constraints as they seek to build capital and meet future regulatory capital requirements. These factors may result in opportunities for alternative funding sources to middle-market companies and therefore drive increased new investment opportunities for us. Conversely, there has been a significant amount of capital raised over the past several years dedicated to middle market lending which has increased competitive pressure in the BDC and investment company marketplace for senior and subordinated debt, which in turn could result in lower yields and weaker financial covenants for new assets.

Pricing and Deal Structures : We believe that the volatility in global markets over the last several years and current macroeconomic issues including changes in bank regulations for middle-market banks has reduced access to, and availability of, debt capital to middle-market companies, causing a reduction in competition and generally more favorable capital structures and deal terms. Recent capital raises in the BDC and investment company marketplace have created increased competition; however, we believe that current market conditions may continue to create favorable opportunities to invest at attractive risk-adjusted returns.

Significant Accounting Estimates and Critical Accounting Policies

Revenue Recognition

We record interest and fee income on an accrual basis to the extent that we expect to collect such amounts. For loans and debt securities with contractual PIK interest, we do not accrue PIK interest if the portfolio company valuation indicates that such PIK interest is not collectible. We do not accrue as a receivable interest on loans and debt securities if we have reason to doubt our ability to collect such interest. Loan origination fees, original issue discount and market discount or premium are capitalized, and then we amortize such amounts using the effective interest method as interest income over the life of the investment. Upon the prepayment of a loan or debt security, any unamortized premium or discount or loan origination fees are recorded as interest income. We record prepayment premiums on loans and debt securities as interest income when we receive such amounts. Interest income is accrued based upon the outstanding principal amount and contractual terms of debt and preferred equity investments. Interest is accrued on a daily basis. We record fees on loans based on the determination of whether the fee is considered a yield enhancement or payment for a service. If the fee is considered a yield enhancement associated with a funding of cash on a loan, the fee is generally deferred and recognized into interest income using the effective interest method if captured in the cost basis or using the straight-line method if the loan is unfunded and therefore there is no cost basis. If the fee is not considered a yield enhancement because a service was provided, and the fee is payment for that service, the fee is deemed earned and recognized as fee income in the period the service has been completed.

Dividend income on preferred equity securities is recorded as dividend income on an accrual basis to the extent that such amounts are payable by the portfolio company and are expected to be collected. Dividend income on common equity securities is recorded on the record date for private portfolio companies. Each distribution received from LLC and LP investments is evaluated to determine if the distribution should be recorded as dividend income or a return of capital. Generally, we will not record distributions from equity investments in LLCs and LPs as dividend income unless there are sufficient accumulated tax-basis earnings and profits in the LLC or LP prior to the distribution. Distributions that are classified as a return of capital are recorded as a reduction in the cost basis of the investment.

Valuation of Portfolio Investments

As a BDC, we generally invest in illiquid securities including debt and, to a lesser extent, equity securities of middle-market companies. Under procedures established by our Board, we value investments for which market quotations are readily available and within a recent date at such market quotations. When doing so, we determine whether the quote obtained is sufficient in accordance with generally accepted accounting principles in the United States of America to determine the fair value of the security. Debt and equity securities that are not publicly traded or whose market prices are not readily available or whose market prices are not regularly updated are valued at fair value as determined in good faith by our Board. Such determination of fair values may involve subjective judgments and estimates. Investments purchased within 60 days of maturity are valued at cost plus accreted discount, or minus amortized premium, which approximates fair value.

Our Board is ultimately and solely responsible for determining the fair value of the portfolio investments that are not publicly traded, whose market prices are not readily available on a quarterly basis in good faith or in any other situation where portfolio investments require a fair value determination. Because we expect that there will not be a readily available market for many of the investments in our portfolio, we expect to value many of our portfolio investments at fair value as determined in good faith by our Board using a documented valuation policy and a consistently applied valuation process. 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 differ significantly from the values that would have been used had a readily available market value existed for such investments, and the differences could be material.

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With respect to investments for which market quotations are not readily available, our Board undertakes a multi-step valuation process each quarter, as described below:

· the quarterly valuation process begins with each portfolio company or investment being initially evaluated and rated by the investment professionals of MC Advisors responsible for the credit monitoring of the portfolio investment;

· our Board engages one or more independent valuation firm(s) to conduct independent appraisals of a selection of investments for which market quotations are not readily available. We will consult with independent valuation firm(s) relative to each portfolio company at least once in every calendar year, but the independent appraisals are generally received quarterly for each investment;

· to the extent an independent valuation firm is not engaged to conduct an investment appraisal on an investment for which market quotations are not readily available, the investment will be valued by the MC Advisors investment professional responsible for the credit monitoring;

· preliminary valuation conclusions are then documented and discussed with the investment committee of MC Advisors;

· the audit committee of our Board reviews the preliminary valuations of MC Advisors and of the independent valuation firm(s) and MC Advisors adjusts or further supplements the valuation recommendations to reflect any comments provided by the audit committee; and

· our Board discusses these valuations and determines the fair value of each investment in the portfolio in good faith, based on the input of MC Advisors, the independent valuation firm(s) and the audit committee.

We generally use the income approach to determine fair value for loans where market quotations are not readily available, as long as it is appropriate. If there is deterioration in credit quality or a debt investment is in workout status, we may consider other factors in determining the fair value, including the value attributable to the debt investment from the enterprise value of the portfolio company or the proceeds that would be received in a liquidation analysis. This liquidation analysis may also include probability weighting of alternative outcomes. We generally consider our debt to be performing if the borrower is not in default, the borrower is remitting payments in a timely manner, the loan is in covenant compliance and the loan is otherwise not deemed to be impaired. In determining the fair value of the performing debt, we consider fluctuations in current interest rates, the trends in yields of debt instruments with similar credit ratings, financial condition of the borrower, economic conditions and other relevant factors, both qualitative and quantitative. In the event that a debt instrument is not performing, as defined above, we will evaluate the value of the collateral utilizing the same framework described above for a performing loan to determine the value of the debt instrument.

Under the income approach, discounted cash flow models are utilized to determine the present value of the future cash flow streams of our debt investments, based on future interest and principal payments as set forth in the associated loan agreements. In determining fair value under the income approach, we also consider the following factors: applicable market yields and leverage levels, credit quality, prepayment penalties, the nature and realizable value of any collateral, the portfolio company’s ability to make payments, and changes in the interest rate environment and the credit markets that generally may affect the price at which similar investments may be made.

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Under the market approach, the enterprise value methodology is typically utilized to determine the fair value of an investment. There is no one methodology to estimate enterprise value and, in fact, for any one portfolio company, enterprise value is generally best expressed as a range of values, from which we derive a single estimate of enterprise value. In estimating the enterprise value of a portfolio company, we analyze various factors consistent with industry practice, including but not limited to original transaction multiples, the portfolio company’s historical and projected financial results, applicable market trading and transaction comparables, applicable market yields and leverage levels, the nature and realizable value of any collateral, the markets in which the portfolio company does business, and comparisons of financial ratios of peer companies that are public. Typically, the enterprise values of private companies are based on multiples of earnings before interest, income taxes, depreciation and amortization, cash flows, net income, revenues, or in limited cases, book value.

In addition, for certain debt investments, we may base our valuation on indicative bid and ask prices provided by an independent third-party pricing service. Bid prices reflect the highest price that we and others may be willing to pay. Ask prices represent the lowest price that we and others may be willing to accept. We generally use the midpoint of the bid/ask range as our best estimate of fair value of such investment.

As of June 30, 2021, our Board determined, in good faith, the fair value of our investment portfolio in accordance with GAAP and our valuation procedures based on the facts and circumstances known by us at that time, or reasonably expected to be known at that time. Due to the overall volatility that the COVID-19 pandemic has caused, any valuations conducted in the future in conformity with GAAP could result in a lower fair value of our portfolio. The potential impact of COVID-19 on our results going forward will depend to a large extent on future developments or new information that may emerge regarding the full duration and severity of COVID-19 including the actions taken by governments and other entities to contain COVID-19 or treat its impact, all of which are beyond our control. Accordingly, we cannot predict the extent to which our financial condition and results of operations will be affected at this time.

Net Realized Gain or Loss and Net Change in Unrealized Gain or Loss

We measure realized gain or loss by the difference between the net proceeds from the sale and the amortized cost basis of the investment, without regard to unrealized gain or loss previously recognized. Net change in unrealized gain or loss reflects the change in portfolio investment values during the reporting period, including any reversal of previously recorded unrealized gain or loss, when gain or loss is realized. Additionally, we do not isolate the portion of the change in fair value resulting from foreign currency exchange rate fluctuations from the changes in fair values of the underlying investment. All fluctuations in fair value are included in net change in unrealized gain (loss) on our consolidated statements of operations. The impact resulting from changes in foreign exchange rates on the revolving credit facility borrowings is included in net change in unrealized gain (loss) on foreign currency and other transactions.

Capital Gains Incentive Fee

Pursuant to the terms of the Investment Advisory Agreement with MC Advisors, the incentive fee on capital gains earned on liquidated investments of our portfolio is determined and payable in arrears as of the end of each calendar year (or upon termination of the Investment Advisory Agreement). This fee equals 20% of our incentive fee capital gains (i.e., our realized capital gains on a cumulative basis from inception, calculated as of the end of the applicable period, net of all realized capital losses and unrealized capital depreciation on a cumulative basis), less the aggregate amount of any previously paid capital gains incentive fees. On a quarterly basis, we accrue for the capital gains incentive fee by calculating such fee as if it were due and payable as of the end of such period.

While the Investment Advisory Agreement with MC Advisors neither includes nor contemplates the inclusion of unrealized gains in the calculation of the capital gains incentive fee, pursuant to an interpretation of an American Institute for Certified Public Accountants Technical Practice Aid for investment companies, we include unrealized gains in the calculation of the capital gains incentive fee expense and related accrued capital gains incentive fee. This accrual reflects the incentive fees that would be payable to MC Advisors if our entire portfolio was liquidated at its fair value as of the balance sheet date even though MC Advisors is not entitled to an incentive fee with respect to unrealized gains unless and until such gains are actually realized.

During the three and six months ended June 30, 2021 and 2020, we did not have any further reductions in accrued capital gains incentive fees as they were already at zero, primarily as a result of accumulated realized and unrealized losses on the portfolio.

New Accounting Pronouncements

In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (“ASU 2020-04”). The amendments in ASU 2020-04 provide optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The standard is effective as of March 12, 2020 through December 31, 2022. Management is currently evaluating the impact of the optional guidance on our consolidated financial statements and disclosures. We did not utilize the optional expedients and exceptions provided by ASU 2020-04 during the six months ended June 30, 2021.

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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. Uncertainty with respect to the economic effects of the COVID-19 outbreak has introduced significant volatility in the financial markets, and the effects of this volatility could materially impact our market risks. For additional information concerning the COVID-19 pandemic and its potential impact on our business and our operating results, see Part II – Other Information, Item 1A. Risk Factors, “Risk Factors – The COVID-19 pandemic has caused severe disruptions in the global economy, which has had, and may continue to have, a negative impact on our portfolio companies and our business and operations.”

The majority of the loans in our portfolio have floating interest rates, and we expect that our loans in the future may also have floating interest rates. These loans are usually based on a floating LIBOR and typically have interest rate re-set provisions that adjust applicable interest rates under such loans to current market rates on a monthly or quarterly basis. The majority of the loans in our current portfolio have interest rate floors which will effectively convert the loans to fixed rate loans in the event interest rates decrease. In addition, our revolving credit facility has a floating interest rate provision, whereas our SBA debentures and the 2026 Notes have fixed interest rates until maturity. We expect that other credit facilities into which we may enter in the future may also have floating interest rate provisions.

The United Kingdom’s Financial Conduct Authority, which regulates LIBOR, has announced that it intends to phase out LIBOR. It is unclear if at that time LIBOR will cease to exist or if new methods of calculating LIBOR will be established such that it continues to exist. At this time, it is not possible to predict the effect of any such changes, any establishment of alternative reference rates or any other reforms to LIBOR that may be enacted. The elimination of LIBOR or any other changes or reforms to the determination or supervision of LIBOR could have an adverse impact on the market for or value of any LIBOR-linked securities, loans, and other financial obligations or extensions of credit held by or due to us or on our overall financial condition or results of operations. In addition, if LIBOR ceases to exist, we may need to renegotiate agreements with our portfolio companies that utilize LIBOR as a factor in determining the interest rate, in order to replace LIBOR with the new standard that is established, which may have an adverse effect on our overall financial condition or results of operations. Following the replacement of LIBOR, some or all of these agreements may bear interest a lower interest rate, which could have an adverse impact on our results of operations. Moreover, if LIBOR ceases to exist, we may need to renegotiate certain terms of our credit facilities. If we are unable to do so, amounts drawn under our credit facilities may bear interest at a higher rate, which would increase the cost of our borrowings and, in turn, affect our results of operations.

Assuming that the consolidated statement of assets and liabilities as of June 30, 2021 was to remain constant and that we took no actions to alter our existing interest rate sensitivity, the following table shows the annualized impact of hypothetical base rate changes in interest rates (in thousands):

Increase
(decrease) in
Increase
(decrease) in
Net increase
(decrease) in net
Change in Interest Rates interest income interest expense investment income
Down 25 basis points $ $ (56 ) $ 56
Up 100 basis points 507 839 (332 )
Up 200 basis points 4,591 2,106 2,485
Up 300 basis points 8,886 3,373 5,513

Although we believe that this analysis is indicative of our existing sensitivity to interest rate changes, it does not adjust for changes in the credit market, credit quality, the size and composition of the assets in our portfolio and other business developments, including borrowing under the credit facility or other borrowings that could affect net increase in net assets resulting from operations, or net income. Accordingly, we can offer no assurances that actual results would not differ materially from the analysis above.

We may in the future hedge against interest rate fluctuations by using standard hedging instruments such as futures, options and forward contracts to the extent permitted under 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 the investments in our portfolio with fixed interest rates or interest rate floors.

We may also have exposure to foreign currencies (currently the Great Britain pound and Australian dollar) related to certain investments. Such investments are translated into U.S. dollars based on the spot rate at each balance sheet date, exposing us to movements in the exchange rate. In order to reduce our exposure to fluctuations in exchange rates, we may borrow in foreign currency under our revolving credit facility to finance such investments or we may enter into foreign currency forward contracts. As of June 30, 2021, we have non-U.S. dollar borrowings denominated in Great Britain pounds of £16.1 million ($22.3 million U.S. dollars) outstanding under the revolving credit facility. As of June 30, 2021, we had foreign currency forward contracts in place for £1.3 million and AUD 20.0 million associated with future principal and interest payments on certain investments.

ITEM 4. CONTROLS AND PROCEDURES

In accordance with Rules 13a-15(b) and 15d-15(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), we, under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, carried out an evaluation of the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) and Rule 15d-15(e) of the Exchange Act). Based on that evaluation, our management, including the Chief Executive Officer and Chief Financial Officer, concluded that, at the end of the period covered by our Quarterly Report on Form 10-Q, 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. Notwithstanding the foregoing, a control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that it will detect or uncover failures within the Company to disclose material information otherwise required to be set forth in the Company’s periodic reports.

No change occurred in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) during the three months ended June 30, 2021 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

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PART II

OTHER INFORMATION

Item 1. Legal Proceedings

Neither we, our subsidiaries nor our investment adviser are currently subject to any material legal proceedings.

Item 1A. Risk Factors

In addition to the other information set forth in this report, you should carefully consider the risk factors disclosed in our Annual Report on Form 10-K for the year ended December 31, 2020 filed with the SEC on March 2, 2021, which could materially affect our business, financial condition and/or operating results. The risks described in our Annual Report on Form 10-K are not the only risks facing us. 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. Other than as set forth below, there have been no material changes during the three months ended June 30, 2021 to the risk factors discussed in Item 1A. Risk Factors in our Annual Report on Form 10-K for the year ended December 31, 2020.

The COVID-19 pandemic has caused severe disruptions in the global economy, which has had, and may continue to have, a negative impact on our portfolio companies and our business and operations.

In late 2019 and early 2020, COVID-19 emerged in China and spread rapidly to across the world, including to the United States. This outbreak has led and for an unknown period of time will continue to lead to disruptions in local, regional, national and global markets and economies affected thereby. With respect to the U.S. credit markets (in particular for middle market loans), this outbreak has resulted in, and until fully resolved is likely to continue to result in, the following among other things: (i) government imposition of various forms of “stay at home” orders and the closing of “non-essential” businesses, resulting in significant disruption to the businesses of many middle-market loan borrowers including supply chains, demand and practical aspects of their operations, as well as in lay-offs of employees, and, while these effects are hoped to be temporary, some effects could be persistent or even permanent; (ii) increased draws by borrowers on revolving lines of credit; (iii) increased requests by borrowers for amendments and waivers of their credit agreements to avoid default, increased defaults by such borrowers and/or increased difficulty in obtaining refinancing at the maturity dates of their loans; (iv) volatility and disruption of these markets including greater volatility in pricing and spreads and difficulty in valuing loans during periods of increased volatility, and liquidity issues; and (v) rapidly evolving proposals and/or actions by state and federal governments to address problems being experienced by the markets and by businesses and the economy in general that will not necessarily adequately address the problems facing the loan market and middle market businesses. This outbreak is having, and any future outbreaks could have, an adverse impact on our portfolio companies and us and on the markets and the economy in general, and that impact could be material. Such effects will likely continue for the duration of the pandemic, which is uncertain, and for some period thereafter. It is impossible to determine the scope of the COVID-19 pandemic, or any future outbreaks, how long any such outbreak, market disruption or uncertainties may last, the effect any governmental actions will have or the full potential impact on us, MC Advisors and our portfolio companies.

The COVID-19 pandemic (including the preventative measures taken in response thereto) has to date (i) created significant business disruption issues for certain of our portfolio companies, and (ii) adversely impacted the value and performance of certain of our portfolio companies. The COVID-19 pandemic is continuing as of the filing date of this Quarterly Report, and its extended duration may have further adverse impacts on our portfolio companies after June 30, 2021, including for the reasons described below. As a result of this disruption and the pressures on their liquidity, certain of our portfolio companies have been, or may continue to be, incentivized to draw on most, if not all, of the unfunded portion of any revolving or delayed draw term loans made by us, subject to availability under the terms of such loans.

The effects described above on our portfolio companies have, for certain of our portfolio companies to date, impacted their ability to make payments on their loans on a timely basis and in some cases have required us to amend certain terms, including payment terms. In addition, an extended duration of the COVID-19 pandemic may impact the ability of our portfolio companies to continue making their loan payments on a timely basis or meeting their loan covenants. The inability of portfolio companies to make timely payments or meet loan covenants may in the future require us to undertake similar amendment actions with respect to other of our investments or to restructure our investments. The amendment or restructuring of our investments may include the need for us to make additional investments in our portfolio companies (including debt or equity investments) beyond any existing commitments, exchange debt for equity, or change the payment terms of our investments to permit a portfolio company to pay a portion of its interest through payment-in-kind, which would defer the cash collection of such interest and add it to the principal balance, which would generally be due upon repayment of the outstanding principal.

If the economy is unable to substantially reopen, and high levels of unemployment continue for an extended period of time, loan delinquencies, loan non-accruals, problem assets, and bankruptcies may increase. In addition, collateral for our loans may decline in value, which could cause loan losses to increase and the net worth and liquidity of loan guarantors could decline, impairing their ability to honor commitments to us. An increase in loan delinquencies and non-accruals or a decrease in loan collateral and guarantor net worth could result in increased costs and reduced income, which would have a material adverse effect on our business, financial condition or results of operations.

The COVID-19 pandemic has adversely impacted the fair value of certain of our investments as of June 30, 2021 and the values assigned as of this date may differ materially from the values that we may ultimately realize with respect to our investments. Our Board approved the fair value of our investment portfolio as of June 30, 2021 and these valuations were determined in good faith in accordance with our valuation policy based on information known or knowable as of the valuation date. As a result, the long term impacts of the COVID-19 pandemic may not yet be fully reflected in the valuation of our investments and the fair value of our portfolio investments may be further negatively impacted after June 30, 2021 by circumstances and events that are not yet known, including the complete or continuing impact of the COVID-19 pandemic and the resulting measures taken in response thereto. In addition, write downs in the value of our investments have reduced, and any additional write downs may further reduce, our net asset value (and, as a result, our asset coverage calculation). Accordingly, we may continue to incur additional net unrealized losses or may incur realized losses after June 30, 2021, which could have a material adverse effect on our business, financial condition and results of operations.

The volatility and disruption to the global economy from the COVID-19 pandemic has affected, and may continue to affect, the pace of our investment activity, which may have a material adverse impact on our results of operations. Such volatility and disruption have also led to the increased credit spreads in the private debt capital markets.

Further, from an operational perspective, MC Advisors’ investment professionals are currently partially working remotely. An extended period of remote work arrangements could strain our business continuity plans, introduce operational risk, including but not limited to cybersecurity risks, and impair our ability to manage our business. In addition, we are highly dependent on third party service providers for certain communication and information systems. As a result, we rely upon the successful implementation and execution of the business continuity planning of such providers in the current environment. If one or more of these third parties to whom we outsource certain critical business activities experience operational failures as a result of the impacts from the spread of COVID-19, or claim that they cannot perform due to a force majeure, it may have a material adverse effect on our business, financial condition, results of operations, liquidity and cash flows.

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The 1940 Act allows us to incur additional leverage, which could increase the risk of investing in us.

The 1940 Act generally prohibits us from incurring indebtedness unless immediately after such borrowing we have an asset coverage for total borrowings of at least 200% (i.e., the amount of debt may not exceed 50% of the value of our total assets). However, under the Small Business Credit Availability Act (the “SBCAA”), which became law in March 2018, BDCs have the ability to elect to become subject to a lower asset coverage requirement of 150%, subject to the receipt of the requisite board or stockholder approvals under the SBCAA and satisfaction of certain other conditions.

On June 20, 2018, our stockholders approved the application of the modified asset coverage requirements, as approved by our board of directors on March 27, 2018, and we became subject to the 150% minimum asset coverage ratio, effective June 21, 2018.

Leverage is generally considered a speculative investment technique and may increase the risk of investing in our securities. Leverage magnifies the potential for loss on investments in our indebtedness and on invested equity capital. As we use leverage to partially finance our investments, you will experience increased risks of investing in our securities. If the value of our assets increases, then leveraging would cause the net asset value attributable to our common stock to increase more sharply than it would have had we not leveraged. Conversely, if the value of our assets decreases, leveraging would cause net asset value to decline more sharply than it otherwise would have had we not leveraged our business. Similarly, any increase in our income in excess of interest payable on the borrowed funds would cause our net investment income to increase more than it would without the leverage, while any decrease in our income would cause net investment income to decline more sharply than it would have had we not borrowed. Such a decline could negatively affect our ability to pay distributions, scheduled debt payments or other payments related to our securities. The effects of leverage would cause any decrease in net asset value for any losses to be greater than any increase in net asset value for any corresponding gains. If we incur additional leverage, you will experience increased risks of investing in our common stock.

We maintain a revolving credit facility and use other borrowed funds to make investments or fund our business operations, which exposes us to risks typically associated with leverage and increases the risk of investing in us.

We maintain a revolving credit facility, have issued debt securities and may borrow money, including through the issuance of additional debt securities or preferred stock, to leverage our capital structure, which is generally considered a speculative investment technique. As a result:

· our common stock is exposed to an increased risk of loss because a decrease in the value of our investments would have a greater negative impact on the value of our common stock than if we did not use leverage;

· if we do not appropriately match the assets and liabilities of our business, adverse changes in interest rates could reduce or eliminate the incremental income we make with the proceeds of any leverage;

· our ability to pay distributions on our common stock may be restricted if our asset coverage ratio, as provided in the 1940 Act, is not at least 150% and any amounts used to service indebtedness or preferred stock would not be available for such distributions;

· any credit facility is subject to periodic renewal by its lenders, whose continued participation cannot be guaranteed;

· our revolving credit facility with ING Capital LLC, as agent, is, and any other credit facility we may enter into would be, subject to various financial and operating covenants, including that our portfolio of investments satisfies certain eligibility and concentration limits as well as valuation methodologies;

· such securities would be governed by an indenture or other instrument containing covenants restricting our operating flexibility;

· we bear the cost of issuing and paying interest or distributions on such securities, which costs are entirely borne by our common stockholders; and

· any convertible or exchangeable securities that we issue may have rights, preferences and privileges more favorable than those of our common stock.

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The following table illustrates the effect of leverage on returns from an investment in our common stock assuming various annual returns, net of expenses. The calculations in the table below are hypothetical and actual returns may be higher or lower than those appearing in the table below.

Assumed Return on Our Portfolio

(Net of Expenses) (1)

-10% -5% 0% 5% 10%
Corresponding return to common stockholder (2)(3) -31.02 % -18.54 % -6.06 % 6.42 % 18.90 %

(1) The assumed return on our portfolio is required by regulation of the SEC to assist investors in understanding the effects of leverage and is not a prediction of, and does not represent, our projected or actual performance.
(2) Assumes $585.1 million in total assets, $350.7 million in debt outstanding, of which $235.6 million is senior securities outstanding, $234.4 million in net assets and an average cost of funds of 4.05%, which was the weighted average interest rate of borrowing on our revolving credit facility, SBA debentures and 2023 Notes as of December 31, 2020. The interest rate on our revolving credit facility is a variable rate. Actual interest payments may be different.
(3) In order for us to cover our annual interest payments on indebtedness, we must achieve annual returns on our December 31, 2020 total portfolio assets of at least 2.43%.

We are subject to risks associated with our revolving credit facility and the terms of our revolving credit facility may contractually limit our ability to incur additional indebtedness.

Our revolving credit facility, as amended, imposes certain conditions that may limit the amount of our distributions to stockholders. Distributions payable in our common stock under our dividend reinvestment plan are not limited by the revolving credit facility. Distributions in cash or property other than our common stock are generally limited to 115% of the amount of distributions required to maintain our ability to be subject to taxation as a RIC. We are required under the revolving credit facility to maintain our ability to be subject to taxation as a RIC.

The revolving credit facility requires us to comply with certain financial and operational covenants, including asset coverage ratios and a minimum net worth. For example, the revolving credit facility requires that we maintain an asset coverage ratio of at least 1.5 to 1 and a senior debt coverage ratio of at least 2 to 1 at all times. We may divert cash to pay the lenders in amounts sufficient to cause these tests to be satisfied. Our compliance with these covenants depends on many factors, some of which, such as market conditions, are beyond our control.

Our ability to sell our investments is also limited under the revolving credit facility. Under the revolving credit facility, the sale of any portfolio investment may not cause our covered debt amount to exceed our borrowing base. As a result, there may be times or circumstances during which we are unable to sell investments, pay distributions or take other actions that might be in our best interests.

Availability of borrowings under the revolving credit facility is linked to the valuation of the collateral pursuant to a borrowing base mechanism. As such, declines in the fair market value of our investments which are collateral to the revolving credit facility may reduce availability under our revolving credit facility.

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

None.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

None.

Item 5. Other Information

None.

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Item 6. Exhibits

Exhibit
Number Description of Document
3.1 Amended and Restated Articles of Incorporation of Monroe Capital Corporation (Incorporated by reference to Exhibit (a)(1) of the Registrant’s Pre-Effective Amendment No. 8 to the Registration Statement on Form N-2 (File No. 333-172601) filed on October 18, 2012)
3.2 Bylaws of Monroe Capital Corporation (Incorporated by reference to Exhibit (b)(1) of the Registrant’s Pre-Effective Amendment No. 8 to the Registration Statement on Form N-2 (File No. 333-172601) filed on October 18, 2012)
31.1 Certification of Chief Executive Officer pursuant to Rule 13a-14 of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith)
31.2 Certification of Chief Financial Officer pursuant to Rule 13a-14 of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith)
32.1 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (filed herewith)

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date: August 3, 2021 By /s/ Theodore L. Koenig
Theodore L. Koenig
Chairman, Chief Executive Officer and Director
(Principal Executive Officer)
Monroe Capital Corporation
Date: August 3, 2021 By /s/ Aaron D. Peck
Aaron D. Peck
Chief Financial Officer, Chief Investment Officer and Director
(Principal Financial and Accounting Officer)
Monroe Capital Corporation

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TABLE OF CONTENTS
Part I. Financial InformationItem 1. Consolidated Financial StatementsNote 1. Organization and Principal BusinessNote 2. Summary Of Significant Accounting PoliciesNote 3. InvestmentsNote 4. Fair Value MeasurementsNote 5. Transactions with Affiliated CompaniesNote 6. Transactions with Related PartiesPart One Incentive Fees (1) $ 420 $ 2,527 $ 1,250 $ 3,883Part Two Incentive Fees (2)Note 7. BorrowingsNote 8. Derivative InstrumentsNote 9. DistributionsNote 10. Stock Issuances and RepurchasesNote 11. Commitments and ContingenciesNote 12. Financial HighlightsItem 2. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 3. Quantitative and Qualitative Disclosures About Market RiskItem 4. Controls and ProceduresPart IIItem 1. Legal ProceedingsItem 1A. Risk FactorsItem 2. Unregistered Sales Of Equity Securities and Use Of ProceedsItem 3. Defaults Upon Senior SecuritiesItem 4. Mine Safety DisclosuresItem 5. Other InformationItem 6. Exhibits

Exhibits

3.1 Amended and Restated Articles of Incorporation of Monroe Capital Corporation (Incorporated by reference to Exhibit(a)(1)of the Registrants Pre-Effective Amendment No.8 to the Registration Statement on FormN-2 (File No.333-172601) filed on October18, 2012) 3.2 Bylaws of Monroe Capital Corporation (Incorporated by reference to Exhibit(b)(1)of the Registrants Pre-Effective Amendment No.8 to the Registration Statement on FormN-2 (File No.333-172601) filed on October18, 2012) 31.1 Certification of Chief Executive Officer pursuant to Rule13a-14 of the Securities Exchange Act of 1934, as adopted pursuant to Section302 of the Sarbanes-Oxley Act of 2002 (filed herewith) 31.2 Certification of Chief Financial Officer pursuant to Rule13a-14 of the Securities Exchange Act of 1934, as adopted pursuant to Section302 of the Sarbanes-Oxley Act of 2002 (filed herewith) 32.1 Certification pursuant to 18 U.S.C. Section1350, as adopted pursuant to Section906 of the Sarbanes-Oxley Act of 2002 (filed herewith)