Fair Value Measurements (Tables)
|
12 Months Ended |
Dec. 31, 2023 |
| Fair Value Disclosures [Abstract] |
|
| Schedule of Assets and Liabilities Measured at Fair Value |
Investments measured at fair value on a recurring basis are categorized in the tables below based upon the lowest level of significant input to the valuations as of December 31, 2023 and 2022, (in thousands):
|
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|
|
|
|
|
|
|
|
|
|
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|
|
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|
|
|
As of December 31, 2023 |
|
|
|
Level 1 |
|
|
Level 2 |
|
|
Level 3 |
|
|
Total |
|
Portfolio Investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Term Loans |
|
$ |
|
— |
|
|
$ |
|
— |
|
|
$ |
|
964,099 |
|
|
$ |
|
964,099 |
|
Second Lien Term Loans |
|
|
|
— |
|
|
|
|
— |
|
|
|
|
14,399 |
|
|
|
|
14,399 |
|
Convertible Note |
|
|
|
— |
|
|
|
|
— |
|
|
|
|
1,357 |
|
|
|
|
1,357 |
|
Preferred Stock |
|
|
|
3,553 |
|
|
|
|
— |
|
|
|
|
26,285 |
|
|
|
|
29,838 |
|
Common Stock |
|
|
|
548 |
|
|
|
|
— |
|
|
|
|
872 |
|
|
|
|
1,420 |
|
Equity Interest |
|
|
|
— |
|
|
|
|
— |
|
|
|
|
950 |
|
|
|
|
950 |
|
Warrants |
|
|
|
— |
|
|
|
|
109 |
|
|
|
|
12,838 |
|
|
|
|
12,947 |
|
Total Portfolio Investments |
|
|
|
4,101 |
|
|
|
|
109 |
|
|
|
|
1,020,800 |
|
|
|
|
1,025,010 |
|
U.S. Treasury Bill |
|
|
|
— |
|
|
|
|
41,999 |
|
|
|
|
— |
|
|
|
|
41,999 |
|
Total |
|
$ |
|
4,101 |
|
|
$ |
|
42,108 |
|
|
$ |
|
1,020,800 |
|
|
$ |
|
1,067,009 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of December 31, 2022 |
|
|
|
Level 1 |
|
|
Level 2 |
|
|
Level 3 |
|
|
Total |
|
Portfolio Investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Term Loans |
|
$ |
|
— |
|
|
$ |
|
— |
|
|
$ |
|
1,080,121 |
|
|
$ |
|
1,080,121 |
|
Second Lien Term Loans |
|
|
|
— |
|
|
|
|
— |
|
|
|
|
13,654 |
|
|
|
|
13,654 |
|
Preferred Stock |
|
|
|
12,335 |
|
|
|
|
— |
|
|
|
|
347 |
|
|
|
|
12,682 |
|
Common Stock |
|
|
|
501 |
|
|
|
|
1,422 |
|
|
|
|
1,174 |
|
|
|
|
3,097 |
|
Warrants |
|
|
|
— |
|
|
|
|
105 |
|
|
|
|
16,650 |
|
|
|
|
16,755 |
|
Total Portfolio Investments |
|
|
|
12,836 |
|
|
|
|
1,527 |
|
|
|
|
1,111,946 |
|
|
|
|
1,126,309 |
|
Cash equivalents |
|
|
|
5,590 |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
5,590 |
|
Total |
|
$ |
|
18,426 |
|
|
$ |
|
1,527 |
|
|
$ |
|
1,111,946 |
|
|
$ |
|
1,131,899 |
|
|
| Schedule of Level 3 Assets measured at Fair Value |
The following table presents a rollforward of Level 3 assets measured at fair value as of December 31, 2023 (in thousands):
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|
|
|
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Term Loans |
|
|
Second Lien Term Loans |
|
|
Convertible Notes |
|
|
Preferred Stock |
|
|
Common Stock |
|
|
Equity Interest |
|
|
Warrants |
|
|
Total |
|
Fair value at December 31, 2022 |
$ |
|
1,080,121 |
|
|
|
13,654 |
|
$ |
|
— |
|
$ |
|
347 |
|
$ |
|
1,174 |
|
$ |
|
— |
|
$ |
|
16,650 |
|
|
$ |
|
1,111,946 |
|
Transfers in(out) of Level 3 |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(891 |
) |
|
|
|
(891 |
) |
Purchases of investments(1) |
|
|
166,660 |
|
|
|
— |
|
|
|
1,357 |
|
|
|
28,220 |
|
|
|
16 |
|
|
|
950 |
|
|
|
2,851 |
|
|
|
|
200,054 |
|
PIK interest |
|
|
19,413 |
|
|
|
511 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
19,924 |
|
Sales or prepayments of investments(1) |
|
|
(289,034 |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(44 |
) |
|
|
|
(289,078 |
) |
Scheduled principal repayments of investments |
|
|
(7,331 |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
(7,331 |
) |
Amortization of fixed income premiums or accretion of discounts |
|
|
8,527 |
|
|
|
114 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
8,641 |
|
Net realized gain (loss) |
|
|
(17,013 |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(1,374 |
) |
|
|
|
(18,387 |
) |
Net change in unrealized gain (loss) |
|
|
2,756 |
|
|
|
120 |
|
|
|
— |
|
|
|
(2,282 |
) |
|
|
(318 |
) |
|
|
— |
|
|
|
(4,354 |
) |
|
|
|
(4,078 |
) |
Fair value at December 31, 2023 |
$ |
|
964,099 |
|
|
|
14,399 |
|
$ |
|
1,357 |
|
$ |
|
26,285 |
|
|
|
872 |
|
|
|
950 |
|
|
|
12,838 |
|
|
$ |
|
1,020,800 |
|
Net change in unrealized gain (loss) on Level 3 investments still held as of December 31, 2023 |
$ |
|
(7,746 |
) |
|
|
121 |
|
|
|
— |
|
|
|
(2,282 |
) |
|
|
(317 |
) |
|
|
— |
|
|
|
(5,893 |
) |
|
$ |
|
(16,117 |
) |
(1)Net of reorganization and restructuring of investments. The following table presents a rollforward of Level 3 assets measured at fair value as of December 31, 2022 (in thousands):
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior Secured Term Loans |
|
|
Second Lien Term Loans |
|
|
Preferred Stock |
|
|
Common Stock |
|
|
Warrants |
|
|
Total |
|
Fair value at December 31, 2021 |
|
$ |
|
623,054 |
|
|
$ |
|
12,873 |
|
|
$ |
|
1,332 |
|
|
$ |
|
— |
|
|
$ |
|
20,087 |
|
|
$ |
|
657,346 |
|
Transfers in(out) of Level 3 |
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
(2,239 |
) |
|
|
|
(2,239 |
) |
Purchases of investments(1) |
|
|
|
614,636 |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
4,551 |
|
|
|
|
3,404 |
|
|
|
|
622,591 |
|
PIK interest |
|
|
|
7,994 |
|
|
|
|
661 |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
8,655 |
|
Sales or prepayments of investments |
|
|
|
(151,905 |
) |
|
|
|
— |
|
|
|
|
(800 |
) |
|
|
|
— |
|
|
|
|
(1,508 |
) |
|
|
|
(154,213 |
) |
Scheduled repayments of investments |
|
|
|
(9,754 |
) |
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
(9,754 |
) |
Amortization of fixed income premiums or accretion of discounts |
|
|
|
6,743 |
|
|
|
|
120 |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
— |
|
|
|
|
6,863 |
|
Net realized gain (loss) |
|
|
|
— |
|
|
|
|
— |
|
|
|
|
(2,000 |
) |
|
|
|
— |
|
|
|
|
(851 |
) |
|
|
|
(2,851 |
) |
Net change in unrealized gain (loss) |
|
|
|
(10,647 |
) |
|
|
|
— |
|
|
|
|
1,815 |
|
|
|
|
(3,377 |
) |
|
|
|
(2,243 |
) |
|
|
|
(14,452 |
) |
Fair Value at December 31, 2022 |
|
$ |
|
1,080,121 |
|
|
$ |
|
13,654 |
|
|
$ |
|
347 |
|
|
$ |
|
1,174 |
|
|
$ |
|
16,650 |
|
|
$ |
|
1,111,946 |
|
Net change in unrealized gain (loss) on Level 3 investments still held as of December 31, 2022 |
|
$ |
|
(9,752 |
) |
|
$ |
|
— |
|
|
$ |
|
(115 |
) |
|
$ |
|
(3,377 |
) |
|
$ |
|
(4,889 |
) |
|
$ |
|
(18,133 |
) |
(1)Net of reorganization and restructuring of investments.
|
| Schedule of Quantitative Information Regarding Level 3 Fair Value Measurements |
The following table provides quantitative information regarding Level 3 fair value measurements as of December 31, 2023 (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
Description |
|
Fair Value |
|
|
Valuation Technique |
|
Unobservable Inputs |
|
Range (Weighted Average) |
Senior Secured Term Loans(1) |
|
$ |
|
904,739 |
|
|
Discounted Cash Flow analysis |
|
Discount rate |
|
10.8% - 22.2% (15.0%) |
|
|
|
|
|
|
|
|
Origination yield |
|
10.8% - 19.9% (13.6%) |
|
|
|
|
|
|
|
|
Revenue multiples |
|
0.29x - 7.49x (3.66x) |
|
|
|
|
59,360 |
|
|
PWERM |
|
Discount rate |
|
20.3% - 46.5% (28.8%) |
|
|
|
|
|
|
|
|
Origination yield |
|
10.8% - 29.7% (17.3%) |
|
|
|
|
|
|
|
|
Revenue multiples |
|
0.95x - 3.16x (1.89x) |
Second Lien Term Loans(1) |
|
|
|
14,399 |
|
|
Discounted Cash Flow analysis |
|
Discount rate |
|
16.1% - 16.1% (16.1%) |
|
|
|
|
|
|
|
|
Origination yield |
|
13.1% - 13.1% (13.1%) |
Convertible Notes |
|
|
|
1,357 |
|
|
PWERM |
|
Discount rate |
|
45.0% - 45.0% (45.0%) |
|
|
|
|
|
|
|
|
Origination yield |
|
10.8% - 10.8% (10.8%) |
Preferred Stock |
|
|
|
120 |
|
|
Recent private market and merger and acquisition transaction prices |
|
N/A |
|
N/A |
|
|
|
|
26,038 |
|
|
PWERM |
|
Risk-Free Rate |
|
4.7% - 4.7% (4.7%) |
|
|
|
|
|
|
|
|
Average industry volatility |
|
40.0% - 40.0% (40.0%) |
|
|
|
|
|
|
|
|
Estimated time to exit |
|
2.0 - 2.0 (2.0 years) |
|
|
|
|
|
|
|
|
Revenue multiples |
|
4.46x - 4.46x (4.46x) |
|
|
|
|
127 |
|
|
Waterfall Approach |
|
Estimated time to exit |
|
3.0 - 3.0 (3.0 years) |
|
|
|
|
|
|
|
|
Revenue multiples |
|
4.00x - 4.00x (4.00x) |
Common Stock |
|
|
|
16 |
|
|
Recent private market and merger and acquisition transaction prices |
|
N/A |
|
N/A |
|
|
|
|
856 |
|
|
Option Pricing Model |
|
Risk-free interest rate |
|
4.3% - 4.3% (4.3%) |
|
|
|
|
|
|
|
|
Average industry volatility |
|
35.0% - 35.0% (35.0%) |
|
|
|
|
|
|
|
|
Estimated time to exit |
|
5.0 - 5.0 (5.0 years) |
|
|
|
|
|
|
|
|
Revenue multiples |
|
3.28x - 3.28x (3.28x) |
Equity Interest |
|
|
|
950 |
|
|
PWERM |
|
Discount rate |
|
20.0% - 20.0% (20.0%) |
Warrants(2) |
|
|
|
7,075 |
|
|
Option Pricing Model |
|
Risk-free interest rate |
|
3.8% - 5.3% (4.5%) |
|
|
|
|
|
|
|
|
Average industry volatility |
|
25.0% - 108.8% (45.4%) |
|
|
|
|
|
|
|
|
Estimated time to exit |
|
0.8 - 8.2 (3.1 years) |
|
|
|
|
|
|
|
|
Revenue multiples |
|
0.95x - 7.49x (3.95x) |
|
|
|
|
3,912 |
|
|
PWERM (3) |
|
N/A |
|
N/A |
|
|
|
|
1,851 |
|
|
Waterfall Approach |
|
Estimated time to exit |
|
3.0 - 3.0 (3.0 years) |
|
|
|
|
|
|
|
|
Revenue multiples |
|
2.58x - 4.00x (3.39x) |
Total Level 3 Investments |
|
$ |
|
1,020,800 |
|
|
|
|
|
|
|
The following table provides quantitative information regarding Level 3 fair value measurements as of December 31, 2022 (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
Description |
|
Fair Value |
|
|
Valuation Technique |
|
Unobservable Inputs |
|
Range (Weighted Average) |
Senior Secured Term Loans(1) |
|
$ |
|
1,053,748 |
|
|
Discounted Cash Flow analysis |
|
Discount rate |
|
11.1% - 28.0% (15.2%) |
|
|
|
|
|
|
|
|
Origination yield |
|
10.5% - 19.3% (12.9%) |
|
|
|
|
26,373 |
|
|
PWERM |
|
Discount rate |
|
27.4% - 37.4% (30.9%) |
Second Lien Term Loans(1) |
|
|
|
13,654 |
|
|
Discounted Cash Flow analysis |
|
Discount rate |
|
16.1% - 16.1% (16.1%) |
|
|
|
|
|
|
|
|
Origination yield |
|
12.2% - 12.2% (12.2%) |
Preferred Stock |
|
|
|
347 |
|
|
Recent private market and merger and acquisition transaction prices |
|
N/A |
|
N/A |
Common Stock |
|
|
|
1,174 |
|
|
Recent private market and merger and acquisition transaction prices |
|
N/A |
|
N/A |
Warrants(2) |
|
|
|
10,246 |
|
|
Option Pricing Model |
|
Risk-free interest rate |
|
2.7% - 4.9% (4.3%) |
|
|
|
|
|
|
|
|
Average industry volatility |
|
25.0% - 98.4% (49.0%) |
|
|
|
|
|
|
|
|
Estimated time to exit |
|
0.5 - 5.0 (2.2 years) |
|
|
|
|
|
|
|
|
Revenue multiples |
|
1.16x - 88.63x (5.47x) |
|
|
|
|
6,404 |
|
|
PWERM (3) |
|
Discount rate |
|
20.0% - 40.0% (34.6%) |
|
|
|
|
|
|
|
|
Revenue multiples |
|
2.35x - 199.38x (13.10x) |
Total Level 3 Investments |
|
$ |
|
1,111,946 |
|
|
|
|
|
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(1)The significant unobservable inputs used in the fair value measurement of the Company’s debt securities are origination yields and discount rates. The origination yield is defined as the initial market price of an investment in a hypothetical market to hypothetical market participants where buyers and sellers are willing participants. The discount rate is related to company-specific characteristics such as underlying investment performance, projected cash flows, and other characteristics of the investment. Significant increases or decreases in the inputs in isolation may result in a significantly higher (lower) fair value measurement, depending on the materiality of the investment. However, a significantly higher or lower fair value measurement of any of the Company’s portfolio investments may occur regardless of whether there is a significant increase or decrease in the unobservable inputs. (2)The significant unobservable inputs used in the fair value measurement of the Company’s warrant and equity-related securities are inputs used in the OPM, which include industry volatility, risk free interest rate and estimated time to exit. The Equity Allocation model and the Black Scholes model were the main OPMs used during the years ended December 31, 2023 and December 31, 2022. Probability Weighted Expected Return Models (“PWERM”) and other techniques were used as determined appropriate. Significant increases (decreases) in the inputs in isolation would result in a significantly higher (lower) fair value measurement, depending on the materiality of the investment. However, a significantly higher or lower fair value measurement of any of the Company’s portfolio investments may occur regardless of whether there is a significant increase (decrease) in the unobservable inputs. For some investments, additional consideration may be given to data from the last round of financing or merger/acquisition events near the measurement date. (3)Warrant investments using a PWERM valuation technique contain success fees, in which case the inputs are not applicable because the nature of a success fee is a fixed payout dependent on certain liquidation events.
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